Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Aug. 01, 2018 | |
Document and Entity Information: | ||
Entity Registrant Name | Hartman Short Term Income Properties XX, Inc. | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2018 | |
Trading Symbol | harxx | |
Amendment Flag | false | |
Entity Central Index Key | 1,446,687 | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 18,009,520 | |
Entity Filer Category | Smaller Reporting Company | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
ASSETS | ||
Real estate assets, at cost | $ 263,754 | $ 259,962 |
Accumulated depreciation and amortization | (80,598) | (73,140) |
Real estate assets, net | 183,156 | 186,822 |
Cash and cash equivalents | 0 | 1,586 |
Restricted cash | 573 | 2,371 |
Accrued rent and accounts receivable, net | 8,653 | 7,271 |
Notes receivable - related party | 9,002 | 9,715 |
Deferred leasing commission costs, net | 7,313 | 6,077 |
Goodwill | 250 | 250 |
Prepaid expenses and other assets | 2,705 | 1,906 |
Due from related parties | 12,625 | 5,736 |
Investment in affiliate | 8,978 | 8,978 |
Total assets | 233,255 | 230,712 |
Liabilities: | ||
Notes payable, net | 127,205 | 117,237 |
Due to related parties | 999 | 554 |
Accounts payable and accrued expenses | 9,468 | 10,999 |
Total liabilities | 2,013 | 1,883 |
Total liabilities | 139,685 | 130,673 |
Commitments and contingencies | ||
Preferred stock, $0.001 par value, 200,000,000 convertible, non-voting shares authorized, 1,000 shares issued and outstanding at June 30, 2017 and December 31, 2016, respectively | 0 | 0 |
Common stock, $0.001 par value, 750,000,000 authorized, 18,009,520 shares and 18,003,520 shares issued and outstanding at June 30, 2017 and December 31, 2016, respectively | 18 | 18 |
Additional paid-in capital | 167,947 | 167,871 |
Accumulated distributions and net loss | (87,473) | (81,188) |
Total stockholders' equity | 80,492 | 86,701 |
Noncontrolling interests in subsidiary | 13,078 | 13,338 |
Total equity | 93,570 | 100,039 |
Total liabilities and equity | $ 233,255 | $ 230,712 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Convertible, non-voting shares authorized | 200,000,000 | 200,000,000 |
Preferred stock, shares issued | 1,000 | 1,000 |
Preferred stock, shares outstanding | 1,000 | 1,000 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 750,000,000 | 750,000,000 |
Common stock, shares issued | 18,009,520 | 18,003,520 |
Common stock, shares outstanding | 18,009,520 | 18,003,520 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenues | ||||
Rental revenues | $ 9,584 | $ 9,665 | $ 19,536 | $ 19,350 |
Tenant reimbursements and other revenues | 2,071 | 1,082 | 3,606 | 2,619 |
Total revenues | 11,655 | 10,747 | 23,142 | 21,969 |
Expenses (income) | ||||
Property operating expenses | 3,927 | 3,788 | 7,524 | 6,987 |
Asset management and acquisition fees | 440 | 440 | 880 | 880 |
Real estate taxes and insurance | 1,628 | 1,478 | 3,090 | 2,982 |
Depreciation and amortization | 3,204 | 5,940 | 7,458 | 12,098 |
General and administrative | 1,118 | 744 | 1,464 | 1,321 |
Interest and dividend income | (287) | (314) | (597) | (666) |
Interest expense | 1,732 | 1,481 | 3,294 | 2,864 |
Total expenses, net | 11,762 | 13,557 | 23,113 | 26,466 |
(Loss) income from continuing operations | (107) | (2,810) | 29 | (4,497) |
Loss from discontinued operations, net | 0 | 0 | 0 | (8) |
Net (loss) income | (107) | (2,810) | 29 | (4,505) |
Net (loss) income attributable to noncontrolling interests | 40 | (17) | 12 | 47 |
Net (loss) income attributable to common stockholders | $ (147) | $ (2,793) | $ 17 | $ (4,552) |
Net loss attributable to common stockholders per share (in dollars per share) | $ (0.01) | $ (0.15) | $ 0 | $ (0.25) |
Weighted average number of common shares outstanding, basic and diluted (in shares) | 18,010 | 18,126 | 18,008 | 18,147 |
CONSOLIDATED STATEMENT OF EQUIT
CONSOLIDATED STATEMENT OF EQUITY - 6 months ended Jun. 30, 2018 - USD ($) $ in Thousands | Total | Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Distributions and Net Loss | Total Stockholders' Equity | Noncontrolling Interests |
Balance, December 31, 2017 (in shares) at Dec. 31, 2017 | 1,000 | 18,004,000 | |||||
Balance, December 31, 2017 at Dec. 31, 2017 | $ 100,039 | $ 0 | $ 18 | $ 167,871 | $ (81,188) | $ 86,701 | $ 13,338 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common shares (in shares) | 19,000 | 6,000 | |||||
Issuance of common shares | $ 76 | 76 | 76 | ||||
Dividends and distributions (cash) | (6,574) | (6,302) | (6,302) | (272) | |||
Net (loss) income | 29 | 17 | 17 | 12 | |||
Balance, June 30, 2018 (in shares) at Jun. 30, 2018 | 1,000 | 18,010,000 | |||||
Balance, June 30, 2018 at Jun. 30, 2018 | $ 93,570 | $ 0 | $ 18 | $ 167,947 | $ (87,473) | $ 80,492 | $ 13,078 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 29 | $ (4,505) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Stock based compensation | 38 | 40 |
Depreciation and amortization | 7,458 | 12,098 |
Deferred loan and lease commission costs amortization | 1,013 | 830 |
Bad debt provision | 477 | 189 |
Loss on real estate held for disposition | 0 | 27 |
Changes in operating assets and liabilities: | ||
Accrued rent and accounts receivable | (1,858) | (1,445) |
Deferred leasing commissions | (2,062) | (1,609) |
Prepaid expenses and other assets | (799) | (891) |
Accounts payable and accrued expenses | (1,797) | (2,358) |
Due to/from related parties | (104) | (368) |
Tenants' security deposits | 130 | 34 |
Net cash provided by operating activities | 2,525 | 2,042 |
Cash flows from investing activities: | ||
Acquisition deposits | 0 | 20 |
Proceeds received - disposition of joint venture real estate held for disposition | 0 | 2,214 |
Advance to affiliates | (6,339) | (1,000) |
Repayment of note receivable - related party | 0 | |
Additions to real estate | (3,792) | (4,009) |
Net cash used in investing activities | (9,418) | (2,775) |
Cash flows from financing activities: | ||
Distributions to common stockholders and non-controlling interest | (6,574) | (6,587) |
Borrowings under insurance premium finance note | 604 | 561 |
Repayment under insurance premium finance note | (302) | (280) |
Noncontrolling interests capital | 0 | 5,450 |
Payments of deferred loan costs | 0 | (72) |
Repayments under term loan notes | (744) | (624) |
Borrowings under revolving credit facility | 10,525 | 1,750 |
Repayments under revolving credit advances | 0 | (1,500) |
Proceeds from issuance of common stock, net of redemptions | 0 | (508) |
Net cash provided (used in) by financing activities | 3,509 | (1,810) |
Net change in cash and cash equivalents | (3,384) | (2,543) |
Cash and cash equivalents and restricted cash at the beginning of period | 3,957 | 3,254 |
Cash and cash equivalents and restricted cash at the end of period | 573 | 711 |
Supplemental cash flow information: | ||
Cash paid for interest | 3,096 | 2,558 |
Supplemental disclosures of non-cash investing and financing activities: | ||
Increase in distribution payable | 0 | 0 |
Distributions made to common stockholders through common stock issuances pursuant to the distribution reinvestment plan | 0 | 0 |
Real estate | 0 | (7,050) |
Note payable, net | 0 | 3,460 |
Net other assets and liabilities | $ 0 | $ (217) |
Organization and Business
Organization and Business | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business | Organization and Business Hartman Short Term Income Properties XX, Inc. (the “Company”), is a Maryland corporation formed on February 5, 2009. The Company elected to be treated as a real estate investment trust (“REIT”) beginning with the taxable year ending December 31, 2011. Effective March 31, 2016, the Company terminated the offer and sale of its common stock to the public in its follow-on offering. The sale of shares of the Company’s common stock to its stockholders pursuant to the Company’s distribution reinvestment plan terminated July 16, 2016. The Company was originally a majority owned subsidiary of Hartman XX Holdings, Inc. (“XX Holdings”), a Texas corporation wholly owned by Allen R. Hartman. The Company sold 19,000 shares of common stock to XX Holdings at a price of $10.00 per share. As of December 31, 2017 , the ownership of XX Holdings is approximately 0.1% of the issued and outstanding shares of the Company. The Company issued 1,000 shares of the Company’s convertible preferred stock to the Company’s advisor, Hartman Advisors LLC (“Advisor”), at a price of $10.00 per share. The Advisor is owned 70% by Allen R. Hartman and 30% by Hartman Income REIT Management, Inc. (the “Property Manager”). The Property Manager is a wholly owned subsidiary of Hartman Income REIT, Inc. Allen R. Hartman, the Company’s Chief Executive Officer and Chairman of the Board of Directors, beneficially owns approximately 20% of Hartman Income REIT, Inc. Substantially all of the Company’s business is conducted through the Company’s wholly owned subsidiary, Hartman XX Limited Partnership, a Texas limited partnership (the “Operating Partnership”). The Company’s wholly-owned subsidiary, Hartman XX REIT GP LLC, a Texas limited liability company, is the sole general partner of the Operating Partnership. The Company is the sole limited partner of the Operating Partnership. The Company’s single member interests in the Company’s limited liability company subsidiaries are owned by the Operating Partnership or its wholly owned subsidiaries. On April 11, 2017, the Operating Partnership entered into a membership interest purchase agreement with Hartman vREIT XXI, Inc. (“vREIT XXI”), an affiliate of the Company. Pursuant to the terms of a membership interest purchase agreement between vREIT XXI and the Company, vREIT XXI may acquire up to $10,000,000 of the equity membership interest of Operating Partnership in Hartman Three Forest Plaza, LLC (“Three Forest Plaza LLC”). As of June 30, 2018 , vREIT XXI owns an approximately 48.8% equity interest in Three Forest Plaza LLC for $8,700,000 . Subject to certain restrictions and limitations, the Advisor is responsible for managing the Company’s affairs on a day-to-day basis and for identifying and making acquisitions and investments on behalf of the Company pursuant to an advisory agreement (the “Advisory Agreement”) by and among the Company and Advisor. Management of the Company’s properties is through the Property Manager. As of June 30, 2018 and 2017 , respectively, the Company owned or held a majority ownership interest in 17 commercial properties comprising approximately 2,928,000 square feet plus three pad sites, all located in Texas. The Company owned nine properties located in Richardson, Arlington, and Dallas, Texas, six properties located in Houston, Texas and two properties located in San Antonio, Texas. On July 21, 2017, the Company and Hartman Short Term Income Properties XIX, Inc. (“Hartman XIX”), entered into an agreement and plan of merger (the “XIX Merger Agreement”). On July 21, 2017, as subsequently modified on May 8 2018, the Company, the Operating Partnership, Hartman Income REIT, Inc. (“HIREIT”) and Hartman Income REIT Operating Partnership LP, the operating partnership of HIREIT, (“HIROP”), entered into an agreement and plan of merger (the “HIREIT Merger Agreement,” and together with the XIX Merger Agreement, the “Merger Agreements”). Subject to the terms and conditions of the XIX Merger Agreement, including the satisfaction of all closing conditions set forth in the Merger Agreements, Hartman XIX will merge with and into the Company, with the Company surviving the merger (the “Hartman XIX Merger”). Subject to the terms and conditions of the HIREIT Merger Agreement, (i) HIREIT will merge with and into the Company, with HIREIT surviving the merger (the “HIREIT Merger,” and together with the Hartman XIX Merger, the “REIT Mergers”), and (ii) HIROP will merge and with and into the Operating Partnership, with the Operating Partnership surviving the merger (the “Partnership Merger,” and together with the REIT Mergers, the “Mergers”). The REIT Mergers are intended to qualify as a “reorganization” under, and within the meaning of, Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Code”), and the Partnership Merger is intended to be treated as a tax-deferred exchange under Section 721 of the Code. Subject to the terms and conditions of the XIX Merger Agreement, (i) each share of common stock of Hartman XIX (the “XIX Common Stock”) issued and outstanding immediately prior to the Effective Time (as defined in the XIX Merger Agreement) will be automatically cancelled and retired and converted into the right to receive 9,171.98 shares of common stock, $0.01 par value per share, of the Company (“Company Common Stock”), (ii) each share of 8% cumulative preferred stock of Hartman XIX issued and outstanding immediately prior to the Effective Time will be automatically cancelled and retired and converted into the right to receive 1.238477 shares of Company Common Stock, and (iii) each share of 9% cumulative preferred stock of Hartman XIX issued and outstanding immediately prior to the Effective Time will be automatically cancelled and retired and converted into the right to receive 1.238477 shares of Company Common Stock. Subject to the terms and conditions of the HIREIT Merger Agreement, (a) in connection with the HIREIT Merger, (i) each share of common stock of HIREIT (the “HIREIT Common Stock”) issued and outstanding immediately prior to the REIT Merger Effective Time (as defined in the HIREIT Merger Agreement) will be automatically cancelled and retired and converted into the right to receive 0.752222 shares of Company Common Stock, and (ii) each share of subordinate common stock of HIREIT will be automatically cancelled and retired and converted into the right to receive 0.863235 shares of Company Common Stock, and (b) in connection with the Partnership Merger, each unit of limited partnership interest in HIREIT Operating Partnership (“HIREIT OP Units”) issued and outstanding immediately prior to the Partnership Merger Effective Time (as defined in the HIREIT Merger Agreement) (other than any HIREIT OP Units held by HIREIT) will be automatically cancelled and retired and converted into the right to receive 0.752222 validly issued, fully paid and non-assessable units of limited partnership interests in XX Operating Partnership. Each Merger Agreement contains customary covenants, including covenants prohibiting HIREIT and Hartman XIX and their respective subsidiaries and representatives from soliciting, providing information or entering into discussions concerning proposals relating to alternative business combination transactions, subject to certain limited exceptions. The Merger Agreements may be terminated under certain circumstances, including but not limited to (i) by the mutual written consent of all the parties to a Merger Agreement, (ii) by either the Company or HIREIT or Hartman XIX, as applicable, if a final and non-appealable order is entered prohibiting or disapproving the applicable Mergers, (iii) by either the Company or HIREIT or Hartman XIX, as applicable, if the required approval of the applicable Mergers by the stockholders of the Company or HIREIT or Hartman XIX, as applicable (the “Stockholder Approvals”), have not been obtained, (iv) by either the Company or HIREIT or Hartman XIX, as applicable, upon a material uncured breach by the other party that would cause the closing conditions in the applicable Merger Agreement not to be satisfied, or (v) by either the Company or HIREIT or Hartman XIX, as applicable, if the applicable Mergers have not been completed on or before September 30, 2018. No termination fees or penalties are payable by any party to any Merger Agreement in the event of the termination of any Merger Agreement. The Merger Agreements contain certain representations and warranties made by the parties thereto. The representations and warranties of the parties were made solely for purposes of the contract among the parties, and are subject to certain important qualifications and limitations set forth in confidential disclosure letters delivered by the parties to the Mergers to the other parties to the Mergers. Moreover, certain of the representations and warranties are subject to a contractual standard of materiality that may be different from what may be viewed as material to stockholders, and the representations and warranties are primarily intended to establish circumstances in which either of the parties may not be obligated to consummate the Mergers, rather than establishing matters as facts. Each Merger Agreement sets forth certain conditions of the parties thereto to consummate the Mergers contemplated by such Merger Agreement, including (i) receipt of the applicable stockholder approvals, (ii) receipt of all regulatory approvals, (iii) the absence of any judgments, orders or laws prohibiting or restraining the consummation of the applicable Mergers, (iv) the effectiveness with the Securities and Exchange Commission (the “SEC”) of the registration statement on Form S-4 to be filed by the Company to register the shares of Company Common Stock to be issued as consideration in the REIT Mergers, (v) the delivery of certain documents, consents and legal opinions, and (vi) the truth and correctness of the representations and warranties of the respective parties, subject to the materiality standards contained in the Merger Agreements. In addition, the consummation of the HIREIT Merger and the Partnership Merger is a condition to the consummation of the Hartman XIX Merger, and vice versa. There can be no guarantee that the conditions to the closing of the Mergers set forth in the Merger Agreements will be satisfied. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements included in this report are unaudited; however, amounts presented in the consolidated balance sheet as of December 31, 2017 are derived from our audited consolidated financial statements as of that date. The unaudited consolidated financial statements as of June 30, 2018 have been prepared by the Company in accordance with accounting principles generally accepted in the United States (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission, including Form 10-Q and Regulation S-X, on a basis consistent with the annual audited consolidated financial statements. The consolidated financial statements presented herein reflect all adjustments (consisting of normal recurring accruals and adjustments), which are, in the opinion of management, necessary to fairly present the financial position of the Company as of June 30, 2018 , and the results of consolidated operations for the three and six months ended June 30, 2018 and 2017 , the consolidated statement of stockholders’ equity for the six months ended June 30, 2018 and the consolidated statements of cash flows for the six months ended June 30, 2018 and 2017 . The results of the six months ended June 30, 2018 are not necessarily indicative of the results to be expected for the year ending December 31, 2018. The consolidated financial statements herein are condensed and should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 . These unaudited consolidated financial statements include the accounts of the Company, the Operating Partnership and its subsidiaries. All significant intercompany balances and transactions have been eliminated. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Correction of Immaterial Error The Company has corrected certain prior period amounts in the accompanying consolidated financial statements in order to be consistent with the current period presentation. The Company has corrected the consolidated statement of cash flows for the six months ended June 30, 2017 for $1,000,000 which was originally included as change in Due to/from related parties in cash flow from operating activities to its correct presentation of Advances to affiliates in cash flows from investing activities. The effect of the correction is an increase in cash provided by operating activities for the six months ended June 30, 2017 from $1,042,000 to $2,042,000 and an increase in cash used in investing activities from $1,775,000 to $2,775,000 . These corrections had no effect on the previously reported working capital or results of operations. For the quarterly period ended March 31, 2018 and September 30, 2017, included in the Company’s previously filed Form 10Qs, the Company included $4,799,000 and $2,585,000 , respectively as cash advanced to affiliates as cash used in operating activities. Consistent with the correction discussed above, the effect of correction of amounts reported as cash used in operating activities and cash used in investing activities for the three months ended March 31, 2018 is decrease in cash used in operating activities from $6,173,000 to $1,374,000 and an increase in cash used in investing activities from $1,123,000 to $5,922,000 and the effect of correction of amounts reported as cash used in operating activities and cash used in investing activities for the nine months ended September 30, 2017 is an increase in cash provided by operating activities from $2,385,000 to $4,970,000 and an increase in cash used in investing activities from $2,138,000 to $4,723,000 . These corrections had no effect on the previously reported working capital or results of operations. Cash and Cash Equivalents All highly liquid investments with original maturities of three months or less are considered to be cash equivalents. Cash and cash equivalents as of June 30, 2018 and December 31, 2017 consisted of demand deposits at commercial banks. Restricted Cash - As of June 30, 2018 and December 31, 2017 , the Company had a restricted cash balance of $573,000 and $2,371,000 , respectively, which represents amounts set aside as impounds to be disbursed to the Company upon achieving incremental occupancy and gross income thresholds at the Richardson Heights Property and the Bent Tree Green Property. The Company’s right to draw upon the remaining restricted funds expired June 30, 2018. The restricted funds balance of $573,000 was applied as a pre-payment, without penalty, to the Richardson Heights Property loan principal balance on July 12, 2018. Financial Instruments The accompanying consolidated balance sheets include the following financial instruments: cash and cash equivalents, accrued rent and accounts receivable, accounts payable and accrued expenses and balances due to/due from related parties. The Company considers the carrying value of these financial instruments to approximate their respective fair values due to their short-term nature. The fair value of the Company’s fixed rate notes payable, variable rate notes payable and secured revolving credit facilities aggregates to $127,302,000 and $116,777,000 as compared to book value of $128,230,000 and $118,449,000 as of June 30, 2018 and December 31, 2017 , respectively. The fair value of our debt instruments is estimated on a Level 2 basis, as provided by ASC 820, using a discounted cash flow analysis based on the borrowing rates currently available to the Company for loans with similar terms and maturities, discounting the future contractual interest and principal payments. Disclosure about the fair value of financial instruments is based on relevant information available as of June 30, 2018 and December 31, 2017 . Revenue Recognition The Company’s leases are accounted for as operating leases. Certain leases provide for tenant occupancy during periods for which no rent is due and/or for increases or decreases in the minimum lease payments over the terms of the leases. Revenue is recognized on a straight-line basis over the terms of the individual leases. Revenue recognition under a lease begins when the tenant takes possession of or controls the physical use of the leased space. When the Company acquires a property, the term of existing leases is considered to commence as of the acquisition date for the purposes of this calculation. The Company’s accrued rents are included in accrued rent and accounts receivable, net. The Company will defer the recognition of contingent rental income, such as percentage rents, until the specific target that triggers the contingent rental income is achieved Additionally, Cost recoveries from tenants are included in the Tenant Reimbursement and Other Revenues line item in the income statement in the period the related costs are incurred. As of January 1, 2018, the Company adopted ASU 2014-09, Revenue from Contracts with Customers , (“ASU 2014-09”) which amends the guidance for revenue recognition to eliminate the industry-specific revenue recognition guidance and replace it with a principle based approach for determining revenue recognition. The Company adopted ASU 2014-09 effective January 1, 2018 using the modified retrospective approach and the adoption of this guidance did not have a material impact on the consolidated financial statements. The Company’s revenue is primarily derived from leasing activities, which is specifically excluded from ASU 2014-09. The Company’s other revenue is comprised of tenant reimbursements for real estate taxes, insurance, common area maintenance, and operating expenses. Reimbursements from real estate taxes and certain other expenses are also excluded from of ASU 2014-09. Additionally, the Company’s property dispositions have historically been cash sales with no contingencies and no future involvement in the property, as a result, the new guidance is not expected to have an effect on the Company’s real estate transactions, however, the Company will account future sales of real estate properties in accordance with requirements of ASU 2014-09. Real Estate Allocation of Purchase Price of Acquired Assets Upon the acquisition of real properties, it is the Company’s policy to allocate the purchase price of properties to acquired tangible assets, consisting of land and buildings, and identified intangible assets and liabilities, consisting of the value of above-market and below-market leases, other value of in-place leases and leasehold improvements and value of tenant relationships, based in each case on their fair values. The Company utilizes internal valuation methods to determine the fair values of the tangible assets of an acquired property (which includes land and buildings). The fair values of above-market and below-market in-place lease values, including below-market renewal options for which renewal has been determined to be reasonably assured, are recorded based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (a) the contractual amounts to be paid pursuant to the in-place leases and (b) an estimate of fair market lease rates for the corresponding in-place leases and below-market renewal options, which is generally obtained from independent appraisals, measured over a period equal to the remaining non-cancelable term of the lease. The above-market and below-market lease and renewal option values are capitalized as intangible lease assets or liabilities and amortized as an adjustment of rental income over the remaining expected terms of the respective leases. The fair values of in-place leases include direct costs associated with obtaining a new tenant, opportunity costs associated with lost rentals which are avoided by acquiring an in-place lease, and tenant relationships. Direct costs associated with obtaining a new tenant include commissions, tenant improvements, and other direct costs and are estimated based on independent appraisals and management’s consideration of current market costs to execute a similar lease. These direct costs are included in intangible lease assets and are amortized to expense over the remaining terms of the respective leases. The value of opportunity costs is calculated using the contractual amounts to be paid pursuant to the in-place leases over a market absorption period for a similar lease. Customer relationships are valued based on expected renewal of a lease or the likelihood of obtaining a particular tenant for other locations. These intangibles are included in real estate assets in the consolidated balance sheets and are being amortized to expense over the remaining term of the respective leases. The determination of the fair values of the assets and liabilities acquired requires the use of significant assumptions with regard to the current market rental rates, rental growth rates, discount rates and other variables. The use of inappropriate estimates would result in an incorrect assessment of the purchase price allocations, which could impact the amount of the Company’s reported net loss. Depreciation and amortization Depreciation is computed using the straight-line method over the estimated useful lives of 5 to 39 years for buildings and improvements. Tenant improvements are depreciated using the straight-line method over the lesser of the life of the improvement or the remaining term of the lease. In-place leases are amortized using the straight-line method over the weighted average years’ remaining calculated on terms of all of the leases in-place when acquired. Impairment The Company reviews its real estate assets for impairment at least annually or whenever events or changes in circumstances indicate that the carrying amount of the assets, including accrued rental income, may not be recoverable through operations. The Company determines whether an impairment in value has occurred by comparing the estimated future cash flows (undiscounted and without interest charges), including the estimated residual value of the property, with the carrying cost of the property. If impairment is indicated, a loss will be recorded for the amount by which the carrying value of the property exceeds its fair value. Management has determined that there is no impairment indicated in the carrying value of our real estate assets as of June 30, 2018 and December 31, 2017 . Projections of expected future cash flows require management to estimate future market rental income amounts subsequent to the expiration of current lease agreements, property operating expenses, discount rates, the number of months it takes to release the property and the number of years the property is held for investment. The use of inappropriate assumptions in the future cash flow analysis would result in an incorrect assessment of the property’s future cash flow and fair value and could result in the overstatement of the carrying value of our real estate and related intangible assets and net income. Fair Value Measurement Fair value measures are classified into a three-tiered fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets. Level 2: Directly or indirectly observable inputs, other than quoted prices in active markets. Level 3: Unobservable inputs in which there is little or no market data, which require a reporting entity to develop its own assumptions. Assets and liabilities measured at fair value are based on one or more of the following valuation techniques: Market Approach: Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. Cost Approach: Amount required to replace the service capacity of an asset (replacement cost). Income Approach: Techniques used to convert future amounts to a single amount based on market expectations (including present-value, option-pricing, and excess-earnings models). The Company’s estimates of fair value were determined using available market information and appropriate valuation methods. Considerable judgment is necessary to interpret market data and develop estimated fair value. The use of different market assumptions or estimation methods may have a material effect on the estimated fair value amounts. The Company classifies assets and liabilities in the fair value hierarchy based on the lowest level of input that is significant to the fair value measurement. Accrued Rent and Accounts Receivable Included in accrued rent and accounts receivable are base rents, tenant reimbursements and receivables attributable to recording rents on a straight-line basis. An allowance for the uncollectible portion of accrued rent and accounts receivable is determined based upon customer credit-worthiness (including expected recovery of our claim with respect to any tenants in bankruptcy), historical bad debt levels, and current economic trends. Deferred Leasing Commission Costs Leasing commissions are amortized using the straight-line method over the term of the related lease agreements. Goodwill GAAP requires the Company to test goodwill for impairment at least annually or more frequently whenever events or circumstances occur indicating goodwill might be impaired. The Company has the option to perform a qualitative assessment to determine if it is more likely than not that the fair value is less than the carrying amount. If the qualitative assessment determines that it is more likely than not that the fair value is less than the carrying amount, or if the Company elects to bypass the qualitative assessment, the Company performs a two-step impairment test. In the first step, management compares its net book value of the Company to the carrying amount of goodwill at the balance sheet date. In the event net book value of the Company is less than the carrying amount of goodwill, the Company proceeds to step two and assesses the need to record an impairment charge. No goodwill impairment has been recognized in the accompanying consolidated financial statements. Real Estate Held for Disposition and Discontinued Operations The Company considers a commercial property to be held for sale when it meets all of the criteria established under ASC 205, “Presentation of Financial Statements.” For commercial properties classified as held for sale, assets and liabilities are presented separately for all periods presented. In accordance with ASC 205, a discontinued operation may include a component of an entity or a group of components of an entity. A disposal of a component of an entity or a group of components of an entity is reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results when the component of an entity or group of components of an entity is classified as held for sale, disposed of by sale or disposed of other than by sale, respectively. In addition, ASC 205 requires us to provide additional disclosures about both discontinued operations and the disposal of an individually significant component of an entity that does not meet the criteria for a discontinued operation. Noncontrolling Interests Noncontrolling interests is the portion of equity in a subsidiary not attributable to a parent. The ownership interests not held by the parent are considered noncontrolling interests. Accordingly, the Company has reported noncontrolling interests in equity on the consolidated balance sheets but separate from the Company's equity. On the consolidated statements of operations, subsidiaries are reported at the consolidated amount, including both the amount attributable to the Company and noncontrolling interests. The consolidated statement of stockholders’ equity is included for financial statements, including beginning balances, activity for the period and ending balances for stockholders' equity, noncontrolling interests and total equity. Stock-Based Compensation The Company follows ASC 718, “Compensation-Stock Compensation” (ASC 718) with regard to issuance of stock in payment of services. ASC 718 requires that compensation cost relating to share-based payment transactions be recognized in the consolidated financial statements. The compensation cost is measured based on the fair value of the equity or liability instruments issued. Stock-based compensation expense is included in general and administrative expense in the accompanying consolidated statements of operations. Advertising The Company expenses advertising costs as incurred and such costs are included in general and administrative expenses in the accompanying consolidated statements of operations. Advertising costs totaled $47,000 and $38,000 for the three months ended June 30, 2018 and 2017 , respectively. Advertising costs totaled $78,000 and $93,000 for the six months ended June 30, 2018 and 2017 , respectively. Income Taxes The Company has elected to be treated as a REIT under the Internal Revenue Code of 1986, as amended, beginning with its taxable year ended December 31, 2011. To qualify as a REIT, the Company must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of the Company’s annual REIT taxable income to stockholders (which is computed without regard to the dividends-paid deduction or net capital gain and which does not necessarily equal net income as calculated in accordance with GAAP). As a REIT, the Company generally will not be subject to federal income tax on income that it distributes as dividends to its stockholders. If the Company fails to qualify as a REIT in any taxable year, it will be subject to federal income tax on its taxable income at regular corporate income tax rates and generally will not be permitted to qualify for treatment as a REIT for federal income tax purposes for the four taxable years following the year during which qualification is lost, unless the Internal Revenue Service grants the Company relief under certain statutory provisions. Such an event could materially and adversely affect the Company’s net income and net cash available for distribution to stockholders. However, the Company believes that it is organized and will operate in such a manner as to qualify for treatment as a REIT. For the three months ended June 30, 2018 and 2017 , the Company incurred a net (loss) of $(107,000) and $(2,810,000) , respectively. For the six months ended June 30, 2018 and 2017 , the Company incurred a net income (loss) of $29,000 and $(4,505,000) , respectively. The Company has formed a taxable REIT subsidiary which may generate future taxable income, which may be offset by the net loss carry forward. The Company considers that any deferred tax benefit and corresponding deferred tax asset which may be recorded in light of the net loss carry forward would be properly offset by an equal valuation allowance. Accordingly, no deferred tax benefit or deferred tax asset has been recorded in the accompanying consolidated financial statements. The Company is required to recognize in its consolidated financial statements the financial effects of a tax position only if it is determined that it is more likely than not that the tax position will not be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. Management has reviewed the Company’s tax positions and is of the opinion that material positions taken by the Company would more likely than not be sustained upon examination. Accordingly, the Company has not recognized a liability related to uncertain tax positions. On December 22, 2017, H.R. 1, known as the Tax Cuts and Jobs Act (the “TCJA”) was signed into law and included wide-scale changes to individual, pass-through and corporation tax laws, including those that impact the real estate industry, the ownership of real estate and real estate investments, and REITs. The Company has reviewed the provisions of the law that pertain to the Company and have determined them to have no material income tax effect for financial statement purposes for the three and six months ended June 30, 2018 or for the year ended December 31, 2017 . Loss Per Share The computations of basic and diluted loss per common share are based upon the weighted average number of common shares outstanding and potentially dilutive securities. The Company’s potentially dilutive securities include preferred shares that are convertible into the Company’s common stock. As of June 30, 2018 and 2017 , there were no shares issuable in connection with these potentially dilutive securities. These potentially dilutive securities were excluded from the computations of diluted net loss per share for the three months ended June 30, 2018 and 2017 because no shares are issuable and inclusion of such potentially dilutive securities would have been anti-dilutive. Concentration of Risk The Company maintains cash accounts in two U.S. financial institutions. The terms of these deposits are on demand to minimize risk. The balances of these accounts may exceed the federally insured limits. As of June 30, 2018 , there were no accounts with balances in excess of the federally insured limits. No losses have been incurred in connection with these deposits. The geographic concentration of the Company’s real estate assets makes it susceptible to adverse economic developments in the State of Texas. Any adverse economic or real estate developments in these markets, such as business layoffs or downsizing, relocations of businesses, increased competition or any other changes, could adversely affect the Company’s operating results and its ability to make distributions to stockholders. Going Concern Evaluation Pursuant to ASU 2014-15, “Presentation of Financial Statements - Going Concern,” management is required to evaluate the Company’s ability to continue as a going concern within one-year after the date that these consolidated financial statements are issued or available to be issued. The TCB Credit Facility, the EWB Credit Facility, the EWB II Credit Facility and the Westway One term loan agreement, have maturity dates, each of which is less than twelve months from the date these consolidated financial statements were issued. Management has considered whether the conditions of the credit facilities and term loan maturity dates raise substantial doubt that the Company’s ability to continue as a going concern and meet these debt obligations when they become due. The Company’s continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations and obtain alternative financing to refinance current debt obligations. Management has a plan to refinance the TCB Credit Facility, the EWB Credit Facility and the EWB II Credit Facility, as a comprehensive plan to refinance the credit facilities of the Company and its Hartman affiliates prior to the completion of the proposed mergers of the Company and the Hartman affiliates. Only July 11, 2018, the Company executed a term sheet together with Hartman Income REIT, Inc. and Hartman Short Term Income Properties XIX, Inc., to become a party to a Stand Alone Single Borrower (SASB) CMBS credit agreement with Goldman Sachs Mortgage Company. The borrowers will contribute a total of 39 properties, subject to existing indebtedness, to a special purpose entity (SPE) in exchange for membership interests. The SPE will enter into a $267 million loan agreement secured by the 39 properties. All aspects of the SASB financing transaction are in progress and the transaction is expected to close on or about October 1, 2018. The Company is contributing 13 properties subject to debt of approximately $84.7 million (estimated as of September 30, 2018). The allocated loan amount, subject to revision for appraised value, of the properties being contributed by the Company is approximately $105.4 million . Inasmuch as management’s plan has not been fully implemented, the guidance provided by ASU 2014-15 requires that management conclude that the fact of the loan maturity dates within one-year of the issuance date of these consolidated financial statements raises the issue of substantial doubt. Although management believes that management’s plan to close the SASB loan transaction on or before October 1, 2018 is likely based upon its history of successfully financing and refinancing the Company’s debt and will mitigate the maturity dates issue within one year of the issuance date of these consolidated financial statements, substantial doubt still remains. Recent Accounting Pronouncements On January 1, 2018, the Company adopted the new accounting standard codified in Accounting Standards Codification (“ASC”) 606 - “Revenue from Contracts with Customers,” which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASC 606 replaces most existing revenue recognition guidance under GAAP. The standard permits the use of either the retrospective or cumulative effect transition method. Certain contracts with customers, principally lease contracts, are not within the scope of the new guidance. The Company has elected to use the modified retrospective method. The adoption of ASC 606 has no impact on the Company’s consolidated financial statements on adoption” at January 1, 2018. On January 1, 2018, the Company adopted Accounting Standards Update (“ASU”) No. 2016-01, “Recognition and Measurement of Financial Assets and Liabilities,” issued by the Financial Accounting Standards Board (“FASB”), which enhances the reporting requirements surrounding the measurement of financial instruments and requires equity securities to be measured at fair value with changes in the fair value recognized through net income for the period. The adoption of ASU No. 2016-01 has no material effect on our consolidated financial position or our consolidated results of operations. On January 1, 2018, the Company adopted ASU No. 2016-17, “Interest Held Through Related Parties That Are Under Common Control,” issued by the FASB, which amends the accounting guidance when determining the treatment of certain VIE’s to include the interest of related parties under common control in a VIE when considering whether or not the reporting entity is the primary beneficiary of the VIE when considering consolidation. Beginning with the quarterly period ending December 31, 2017 , the Company adopted ASU No. 2016-18, “Classification of Restricted Cash,” issued by the FASB, which addresses the Statement of Cash Flow classification and presentation of restricted cash transactions. The standard permits the use of either the retrospective or cumulative effect transition method. The Company has elected to use the retrospective method. The Company has adopted this guidance in the fourth quarter of fiscal year 2017 and applied this presentation retroactively to all periods presented in these consolidated financial statements. The effect of adopting this guidance is that any changes in restricted cash previously reported as a change in investing activities are no longer presented as such and the balance of restricted cash is included with cash and cash equivalents in the Consolidated Statements of Cash Flows. Recent Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02, “Leases,” which changes lessee accounting to reflect the financial liability and right-of-use asset that are inherent to leasing an asset on the balance sheet. ASU No. 2016-02 is effective for our fiscal year commencing on January 1, 2019, but early adoption is permitted. Based on preliminary assessments, we do not expect the adoption of ASU No. 2016-02 to have a material effect on our consolidated financial position or our consolidated results of operations. |
Real Estate
Real Estate | 6 Months Ended |
Jun. 30, 2018 | |
Real Estate [Abstract] | |
Real Estate | Real Estate The Company’s real estate assets consisted of the following, in thousands: June 30, 2018 December 31, 2017 Land $ 62,320 $ 62,320 Buildings and improvements 137,861 134,069 In-place lease value intangible 63,573 63,573 263,754 259,962 Less accumulated depreciation and amortization (80,598 ) (73,140 ) Total real estate assets $ 183,156 $ 186,822 Depreciation expense for the three months ended June 30, 2018 and 2017 was $1,628,000 and $2,067,000 , respectively. Depreciation expense for the six months ended June 30, 2018 and 2017 was $3,381,000 and $3,878,000 , respectively. Amortization expense of in-place lease value intangible was $1,576,000 and $3,873,000 for the three months ended June 30, 2018 and 2017 , respectively. Amortization expense of in-place lease value intangible was $4,077,000 and $8,220,000 for the six months ended June 30, 2018 and 2017 , respectively. Acquisition fees paid to Advisor were $0 for the three and six months ended June 30, 2018 and 2017 , respectively. Asset management fees incurred and paid to Advisor were $440,000 for the three months ended June 30, 2018 and 2017 , respectively. Asset management fees incurred and paid to Advisor were $880,000 for the six months ended June 30, 2018 and 2017 , respectively. Asset management and acquisition fees are captioned as such in the accompanying consolidated statements of operations. The Company identifies and records the value of acquired lease intangibles at the property acquisition date. Such intangibles include the value of acquired in-place leases and above and below-market leases. Acquired lease intangibles are amortized over the leases' remaining terms. With respect to all properties owned by the Company, we consider all of the in-place leases to be market rate leases. The amount of total in-place lease intangible asset and the respective accumulated amortization are as follows, in thousands: June 30, 2018 December 31, 2017 In-place lease value intangible $ 63,573 $ 63,573 In-place leases – accumulated amortization (54,267 ) (50,190 ) Acquired lease intangible assets, net $ 9,306 $ 13,383 |
Accrued Rent and Accounts Recei
Accrued Rent and Accounts Receivable, net | 6 Months Ended |
Jun. 30, 2018 | |
Receivables [Abstract] | |
Accrued Rent and Accounts Receivable, net | Accrued Rent and Accounts Receivable, net Accrued rent and accounts receivable, net, consisted of the following, in thousands: June 30, 2018 December 31, 2017 Tenant receivables $ 4,723 $ 3,609 Accrued rent 6,121 5,376 Allowance for uncollectible accounts (2,191 ) (1,714 ) Accrued rents and accounts receivable, net $ 8,653 $ 7,271 As of June 30, 2018 and December 31, 2017 , the Company had an allowance for uncollectible accounts of $2,191,000 and $1,714,000 , respectively. For the three months ended June 30, 2018 and 2017 , the Company recorded bad debt expense in the amount of $481,000 and $38,000 , respectively, related to tenant receivables that we have specifically identified as potentially uncollectible based on our assessment of each tenant’s credit-worthiness. For the six months ended June 30, 2018 and 2017 , the Company recorded bad debt expense in the amount of $477,000 and $189,000 , respectively. For the three and six months ended June 30, 2018 and 2017 , the Company recorded write-offs of $0 , respectively. Bad debt expense and any related recoveries are included in property operating expenses in the accompanying consolidated statements of operations. |
Deferred Leasing Commission Cos
Deferred Leasing Commission Costs, Net | 6 Months Ended |
Jun. 30, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Deferred Leasing Commission Costs, net | Deferred Leasing Commission Costs, net Costs which have been deferred consist of the following, in thousands: June 30, 2018 December 31, 2017 Deferred leasing commissions costs $ 10,696 $ 8,634 Less: accumulated amortization (3,383 ) (2,557 ) Deferred leasing commission costs, net $ 7,313 $ 6,077 |
Notes Payable
Notes Payable | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Notes Payable | Notes Payable The Company is a party to a $ 30.0 million revolving credit agreement (the “TCB Credit Facility”) with Texas Capital Bank. The TCB Credit Facility is secured by the Gulf Plaza, Parkway Plaza I&II, Timbercreek, Copperfield and One Technology Center properties. The borrowing base of the collateral properties is $20.925 million . The TCB Credit Facility note, bears interest at the greater of 4.25% per annum or the bank’s prime rate plus 1% per annum. The interest rate was 6.00% and 5.25% per annum as of June 30, 2018 and December 31, 2017 . As of April 1, 2017, the Company will pay 0.25% per annum on the unused balance of the TCB Credit Facility. Texas Capital Bank has delivered a letter of modification for the TCB Credit Facility extending the current maturity date to October 9, 2018. The outstanding balance under the TCB Credit Facility was $18,800,000 as of June 30, 2018 and $11,800,000 as of December 31, 2017 , respectively. As of June 30, 2018 , the amount available to be borrowed is $ 2,125,000 . As of June 30, 2018 , the Company was in compliance with all loan covenants under the TCB Credit Facility. The Company is a party to a $15.525 million revolving credit agreement (the “EWB Credit Facility”) with East West Bank. The borrowing base of the EWB Credit Facility may be adjusted from time to time subject to the lender’s underwriting with respect to real property collateral. The EWB Credit Facility is secured by the Commerce Plaza Hillcrest, Corporate Park Place and 400 North Belt properties. The EWB Credit Facility note bears interest at the greater of 3.75% per annum or the bank’s prime rate plus 0.50% . The interest rate was 5.00% and 4.75% per annum as of June 30, 2018 and as of December 31, 2017 , respectively. The EWB Credit Facility mature on November 22, 2018. The Company is a party to a $9.9 million revolving credit agreement (the “EWB II Credit Facility”) with East West Bank. The borrowing base of the EWB II Credit Facility may be adjusted from time to time subject to the lender’s underwriting with respect to the real property collateral. The EWB II Credit Facility is secured by the Ashford Crossing and Skymark Tower properties. The EWB II Credit Facility note bears interest at the greater of 3.75% per annum or the bank’s prime rate plus 0.50% . The interest rate was 5.00% and 4.75% per annum as of June 30, 2018 and as of December 31, 2017 , respectively. The EWB II Credit Facility will mature on November 22, 2018. The aggregate outstanding balance under the EWB Credit Facility and EWB II Credit Facility was $25,425,000 and $21,900,000 as of June 30, 2018 and December 31, 2017 , respectively. As of June 30, 2018 , the aggregate amount available to be borrowed under the EWB Credit Facility and EWB II Credit Facility is $0 . As of June 30, 2018 , the Company was in compliance with all loan covenants under the EWB Credit Facility and EWB II Credit Facility. The following is a summary of the Company’s notes payable as of June 30, 2018 , in thousands: Property/Facility Payment (1) Maturity Date Rate June 30, 2018 December 31, 2017 Richardson Heights (2) P&I July 1, 2041 4.61 % $ 18,543 $ 18,804 Cooper Street (2) P&I July 1, 2041 4.61 % 7,711 7,819 Bent Tree Green (2) P&I July 1, 2041 4.61 % 7,711 7,819 Mitchelldale (2) P&I July 1, 2041 4.61 % 11,681 11,846 Energy Plaza I & II P&I June 10, 2021 5.30 % 9,712 9,814 Westway One IO June 1, 2019 4.50 % 10,819 10,819 Three Forest Plaza IO December 31, 2019 4.80 % 17,828 17,828 TCB Credit Facility (3) IO October 9, 2018 6.00 % 18,800 11,800 EWB Credit Facility IO November 22, 2018 5.00 % 15,525 12,000 EWB II Credit Facility IO November 22, 2018 5.00 % 9,900 9,900 $ 128,230 $ 118,449 Less unamortized deferred loan costs (1,025 ) (1,212 ) $ 127,205 $ 117,237 (1) Principal and interest (P&I) or interest only (IO). (2) Each promissory note contains a call option wherein the holder of the promissory note may declare the outstanding balance due and payable on either July 1, 2024, July 1, 2029, July 1, 2034, or July 1, 2039. Loan costs are amortized using the straight-line method over the terms of the loans, which approximates the interest method. Costs which have been deferred consist of the following, in thousands: June 30, 2018 December 31, 2017 Deferred loan costs $ 2,348 $ 2,348 Less: deferred loan cost accumulated amortization (1,323 ) (1,136 ) Total cost, net of accumulated amortization $ 1,025 $ 1,212 Interest expense incurred for the three months ended June 30, 2018 and 2017 was $1,732,000 and $1,481,000 , respectively, which includes amortization expense of deferred loan costs. Interest expense incurred for the six months ended June 30, 2018 and 2017 was $3,294,000 and $2,864,000 , respectively. Interest expense of $293,000 and $283,000 was payable as of June 30, 2018 and December 31, 2017 , respectively, and is included in accounts payable and accrued expenses in the accompanying consolidated balance sheets. |
Income (Loss) Per Share
Income (Loss) Per Share | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Income (Loss) Per Share | Income (Loss) Per Share Basic loss per share is computed using net loss attributable to common stockholders and the weighted average number of common shares outstanding. Diluted earnings per share reflect common shares issuable from the assumed conversion of convertible preferred stock into common shares. Only those items that have a dilutive impact on basic earnings per share are included in the diluted earnings per share. Three Months Ended June 30, Three Months Ended June 30, 2018 2017 2018 2017 Numerator: Net income (loss) attributable to common stockholders $ (147,000 ) $ (2,793,000 ) $ 17,000 $ (4,552,000 ) Denominator: Basic and diluted weighted average shares outstanding 18,010,000 18,126,000 18,008,000 18,147,000 Basic and diluted loss per common share: Net loss per share attributable to common stockholders $ (0.01 ) $ (0.15 ) $ — (0.25 ) |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Federal income taxes are not provided for because we qualify as a REIT under the provisions of the Internal Revenue Code and because we have distributed and intend to continue to distribute all of our taxable income to our stockholders. Our stockholders include their proportionate taxable income in their individual tax returns. As a REIT, we must distribute at least 90% of our real estate investment trust taxable income to our stockholders and meet certain income sources and investment restriction requirements. In addition, REITs are subject to a number of organizational and operational requirements. If we fail to qualify as a REIT in any taxable year, we will be subject to federal income tax (including any applicable alternative minimum tax) on our taxable income at regular corporate tax rates. For the three months ended June 30, 2018 and 2017 , the Company incurred a net income (loss) of $(107,000) and $(2,810,000) , respectively. For the six months ended June 30, 2018 and 2017 , the Company incurred a net income (loss) of $29,000 and $(4,505,000) , respectively. The Company formed one taxable REIT subsidiary which may generate future taxable income which may be offset by the net loss carry forward. The Company considers that any deferred tax benefit and corresponding deferred tax asset which may be recorded considering the net loss carry forward would be properly offset by an equal valuation allowance in that no material current or future taxable income is expected. Accordingly, no deferred tax benefit or deferred tax asset has been recorded in the consolidated financial statements. The Company is required to recognize in its consolidated financial statements the financial effects of a tax position only if it is determined that it is more likely than not that the tax position will not be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. Management has reviewed the Company’s tax positions and is of the opinion that material positions taken by the Company would more likely than not be sustained upon examination. Accordingly, the Company has not recognized a liability related to uncertain tax positions. Taxable income (loss) differs from net income (loss) for financial reporting purposes principally due to differences in the timing of recognition of interest, real estate taxes, depreciation and amortization and rental revenue. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Advisor is a Texas limited liability company owned 70% by Allen R. Hartman individually and 30% by the Property Manager. The Advisor is a variable interest entity which consolidates for financial reporting purposes with Hartman Income REIT, Inc. and subsidiaries, of which Allen R. Hartman, our Chief Executive Officer and Chairman of the Board of Directors, owns approximately 16% of the voting common stock. For the three and six months ended June 30, 2018 and 2017 the Company incurred $440,000 and $880,000 , respectively, for asset management fees payable to the Advisor. No acquisition fees were incurred to Advisor for the three and six months ended June 30, 2018 and 2017 , respectively. Property operating expenses include property management fees and reimbursements due to the Property Manager of $966,000 and $977,000 for the three months ended June 30, 2018 and 2017 , respectively. For the three months ended June 30, 2018 and 2017 , respectively, the Company incurred $1,570,000 and $787,000 for leasing commissions and $97,000 and $78,000 for construction management fees due to the Property Manager. Leasing commissions and construction management fees are included in deferred leasing commission costs and real estate assets, respectively, in the consolidated balance sheets. Property operating expenses include property management fees and reimbursements due to the Property Manager of $ 1,940,000 and $ 1,969,000 for the six months ended June 30, 2018 and 2017 , respectively. For the six months ended June 30, 2018 and 2017 , respectively, the Company incurred $ 2,062,000 and $ 1,608,000 for leasing commissions and $ 127,000 and $ 165,000 for construction management fees due to the Property Manager. Leasing commissions and construction management fees are included in deferred leasing commission costs and real estate assets, respectively, in the consolidated balance sheets. As of June 30, 2018 , and December 31, 2017 , respectively, the Company had a net balance due/from the Property Manager of $8,111,000 and $3,721,000 . The Company advanced $4,734,000 to the Property management for corporate purposes during the six months ended June 30, 2018. The Company had a balance due from an affiliate, Hartman Short Term Income Properties XIX, Inc. (“Hartman XIX”), of $8,551,000 and $6,229,000 as of June 30, 2018 and December 31, 2017 , respectively. The Company advanced $2,122,000 to Hartman XIX for general corporate purposes during the six months ended June 30, 2018. The balance due from Hartman XIX includes a loan from the Company to Hartman XIX in the original amount of $4,400,000 , which is not evidenced by a promissory note. Interest has been accrued on the loan amount at an annual rate of 6% . The amount was advanced to Hartman XIX in connection with the affiliate stock purchase described below in this note. The $4,151,000 and $2,029,000 balance due from Hartman XIX as of June 30, 2018 and December 31, 2017 , respectively, is included in Due from related parties, and the principal balance of the affiliate loan of $4,200,000 as of June 30, 2018 and December 31, 2017 , respectively, is included in Notes receivable - related party, in the accompanying consolidated balance sheets. The Company recognized interest income on the affiliate note in the amount of $68,000 and $68,000 for the three months ended June 30, 2018 and 2017 , respectively, which is included in interest and dividend income in the accompanying consolidated statements of operations. The Company owed the Advisor $520,000 and $554,000 for asset management fees as of June 30, 2018 and December 31, 2017 , respectively. These fees are monthly fees equal to one-twelfth of 0.75% of the sum of the higher of the cost or value of each asset. On January 26, 2016, the Company’s board of directors approved the acquisition by the Company of up to $13.0 million in shares of common stock of Hartman Income REIT, Inc. (“HIREIT”), an affiliate of the Company, in connection with a tender offer by Hartman XIX to acquire for its account up to $2.0 million in shares of HIREIT common stock. On February 5, 2016, the Company advanced $4,500,000 to Hartman XIX in connection with the contemplated acquisition of HIREIT shares. The Company acquired 1,561,523 shares of the common stock of HIREIT for $8,978,000 . The shares were acquired by the Company in connection with a tender offer for shares of the common stock of HIREIT by Hartman XIX. The Company’s investment in the affiliate is accounted for under the cost method, ownership interest at 11% in HIREIT is less than a controlling stake, and is reflected as “Investment in Affiliate” on the accompanying consolidated balance sheets. The Company received dividend distributions from HIREIT of $106,000 and $106,000 for the three months ended June 30, 2018 and 2017 , respectively, and $213,000 and $177,000 for the six months ended June 30, 2018 and 2017, respectively, which is included in interest and dividend income in the accompanying consolidated statements of operations. On May 17, 2016, the Company, through its taxable REIT subsidiary, Hartman TRS, Inc. (“TRS”), loaned $7,231,000 pursuant to a promissory note in the face amount of up to $8,820,000 to Hartman Retail II Holdings Company, Inc. (“Retail II Holdings”), an affiliate of the Advisor and the Property Manager, in connection with the acquisition of a retail shopping center by Hartman Retail II DST, a Delaware statutory trust sponsored by the Property Manager. Pursuant to the terms of the promissory note, TRS will receive a two percent ( 2% ) origination fee of amounts advanced under the promissory note, and interest at ten percent ( 10% ) per annum on the outstanding principal balance. The outstanding principal balance of the promissory note will be repaid as investor funds are raised by Hartman Retail II DST. The maturity date of the promissory note is May 17, 2019. This note receivable had an outstanding balance of $4,802,000 and $5,515,000 as of June 30, 2018 and December 31, 2017 , respectively, which is included in Notes receivable - related party in the accompanying consolidated balance sheets. For the three months ended June 30, 2018 and 2017 , respectively, interest and dividend income in the accompanying consolidated statements of operations includes $163,000 and $178,000 of interest income. As of June 30, 2018 and December 31, 2017 , respectively, the balance due from TRS by Retail II Holdings is $165,000 and $264,000 , respectively. Variable interest entities (“VIEs”) are defined as entities with a level of invested equity that is not sufficient to fund future operations on a stand-alone basis, or whose equity holders lack certain characteristics of a controlling financial interest. For identified VIEs, an assessment must be made to determine which party to the VIE, if any, has both the power to direct the activities of the VIE that most significantly impacts the performance of the VIE and the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company is not deemed to be the primary beneficiary of Retail II Holdings, which qualifies as a VIE. Accordingly, the assets and liabilities and revenues and expenses of Retail II Holdings have not been included in the accompanying consolidated financial statements. As of June 30, 2018 and December 31, 2017 , respectively, the Company had a net balance due to Hartman vREIT XXI of $479,000 and $277,000 related to the acquisition of joint venture interests from the Company. |
Real Estate Held for Dispositio
Real Estate Held for Disposition | 6 Months Ended |
Jun. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Real Estate Held for Disposition | Real Estate Held for Disposition Pursuant to the terms of a membership unit purchase agreement between the Operating Partnership and Hartman vREIT XXI, Hartman vREIT XXI had the option to acquire from time to time up to all of the membership interest of the Operating Partnership in Hartman Village Pointe at a price equal to the Operating Partnership’s investment cost. As of February 8, 2017, the Operating Partnership sold all its interest in the joint venture for $3,675,000 . The Company’s share of operations for the six months ended June 30, 2017 is presented as loss from discontinued operations in the accompanying consolidated statements of operations. Loss from discontinued operations with respect to the Village Pointe Property is as follows, in thousands: Six months ended June 30, 2018 2017 Total revenues $ — $ 44 Property operating expenses — 6 Real estate taxes and insurance — 8 Asset management fees — 3 General and administrative — 1 Interest expense — 7 Total expenses — 25 Loss on disposition — (27 ) Net loss from discontinued operations $ — $ (8 ) Property operating expenses include $2,000 in property management fees and reimbursements earned by the Property Manager. Asset management fees were earned by Advisor. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Common Stock Shares of common stock entitle the holders to one vote per share on all matters which stockholders are entitled to vote, to receive dividends and other distributions as authorized by the Company’s board of directors in accordance with the Maryland General Corporation Law and to all rights of a stockholder pursuant to the Maryland General Corporation Law. The common stock has no preferences or preemptive, conversion or exchange rights. Under the Company’s articles of incorporation, the Company has authority to issue 750,000,000 shares of common stock, $ 0.001 par value per share, and 200,000,000 shares of preferred stock, $ 0.001 par value per share. Preferred Stock Under the Company’s articles of incorporation, the Company’s board of directors has the authority to issue one or more classes or series of preferred stock, and prior to the issuance of such stock, the board of directors has the power to classify or reclassify, in one or more series, any unissued shares and designate the preferences, rights and privileges of such shares. As of June 30, 2018 , and December 31, 2017 , respectively, the Company has issued 1,000 shares of convertible preferred stock to the Advisor at a price of $ 10.00 per share. Common Stock Issuable Upon Conversion of Convertible Preferred Stock The convertible preferred stock issued to the Advisor will convert to shares of the Company’s common stock if (1) the Company has made total distributions on then outstanding shares of the Company’s common stock equal to the issue price of those shares plus a 6 % cumulative, non-compounded, annual return on the issue price of those outstanding shares, (2) the Company lists its common stock for trading on a national securities exchange if the sum of prior distributions on then outstanding shares of the Company’s common stock plus the aggregate market value of the Company’s common stock (based on the 30-day average closing meets the same 6 % performance threshold, or (3) the Company’s advisory agreement with the Advisor expires without renewal or is terminated (other than because of a material breach by the Advisor), and at the time of such expiration or termination the Company is deemed to have met the foregoing 6 % performance threshold based on the Company’s enterprise value and prior distributions and, at or subsequent to the expiration or termination, the stockholders actually realize such level of performance upon listing or through total distributions. In general, the convertible stock will convert into shares of common stock with a value equal to 15 % of the excess of the Company’s enterprise value plus the aggregate value of distributions paid to date on then outstanding shares of common stock over the aggregate issue price of those outstanding shares plus a 6 % cumulative, non-compounded, annual return on the issue price of those outstanding shares. With respect to conversion in connection with the termination of the advisory agreement, this calculation is made at the time of termination even though the actual conversion may occur later, or not at all. Stock-Based Compensation The Company awards shares of restricted common stock to non-employee directors as compensation in part for their service as members of the board of directors of the Company. These shares are fully vested when granted. These shares may not be sold while an independent director is serving on the board of directors. For the six months ended June 30, 2018 and 2017 , respectively, the Company granted 1,500 and 1,500 shares of restricted common stock to independent directors as compensation for services and recognized $ 38,000 and $ 40,000 as stock-based compensation expense, respectively. Share based compensation expense is based upon the estimated fair value per share. Stock-based compensation expense is included in general and administrative expenses in the accompanying consolidated statements of operations. Distributions The following table reflects the total distributions the Company has paid, including the total amount paid, thousands, and amount paid per common share, in each indicated quarter: Quarter Paid Distributions per Common Share Total Distributions 2018 2 nd Quarter $ 0.175 $ 3,151 1 st Quarter 0.175 3,151 Total 2018 year to date $ 0.350 $ 6,302 2017 4 th Quarter $ 0.175 $ 3,166 3 rd Quarter 0.175 3,169 2 nd Quarter 0.175 3,180 1 st Quarter 0.175 3,135 Total 2017 $ 0.700 $ 12,650 |
Incentive Award Plan
Incentive Award Plan | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Incentive Award Plan | Incentive Award Plan The Company has adopted an incentive plan (the “Omnibus Stock Incentive Plan” or the “Incentive Plan”) that provides for the grant of incentive stock options, non-qualified stock options, stock appreciation rights, deferred stock awards, restricted stock awards, dividend equivalent rights and other stock-based awards within the meaning of Internal Revenue Code Section 422, or any combination of the foregoing. The Company has initially reserved 5,000,000 shares of the Company’s common stock for the issuance of awards under the Company’s stock incentive plan, but in no event more than ten ( 10% ) percent of the Company’s issued and outstanding shares. The number of shares reserved under the Company’s stock incentive plan is also subject to adjustment in the event of a stock split, stock dividend or other change in the Company’s capitalization. Generally, shares that are forfeited or canceled from awards under the Company’s stock incentive plan also will be available for future awards. Incentive Plan compensation expense is included in general and administrative expenses in the accompanying consolidated statements of operations. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Economic Dependency The Company is dependent on the Property Manager and the Advisor for certain services that are essential to the Company, including the identification, evaluation, negotiation, purchase and disposition of properties, management of the daily operations of the Company’s real estate portfolio, and other general and administrative responsibilities. In the event that these companies are unable to provide the respective services, the Company will be required to obtain such services from other providers. Litigation The Company is subject to various claims and legal actions that arise in the ordinary course of business. Management of the Company believes that the final disposition of such matters will not have a material adverse effect on the financial position of the Company. |
Subsequent Event
Subsequent Event | 6 Months Ended |
Jun. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event On July 11, 2018, the Company executed a term sheet together with Hartman Income REIT, Inc. and Hartman Short Term Income Properties XIX, Inc., to become a party to a Stand Alone Single Borrower (SASB) CMBS credit agreement with Goldman Sachs Mortgage Company. The borrowers will contribute a total of 39 properties, subject to existing indebtedness, to a special purpose entity (SPE) in exchange for membership interests. The SPE will enter into a $267 million loan agreement secured by the 39 properties. All aspects of the SASB financing transaction are in progress and the transaction is expected to close on or about October 1, 2018. The Company is contributing 13 properties subject to debt of approximately $84.7 million (estimated as of September 30, 2018). The allocated loan amount, subject to revision for appraised value, of the properties being contributed by the Company is approximately $105.4 million . |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements included in this report are unaudited; however, amounts presented in the consolidated balance sheet as of December 31, 2017 are derived from our audited consolidated financial statements as of that date. The unaudited consolidated financial statements as of June 30, 2018 have been prepared by the Company in accordance with accounting principles generally accepted in the United States (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission, including Form 10-Q and Regulation S-X, on a basis consistent with the annual audited consolidated financial statements. The consolidated financial statements presented herein reflect all adjustments (consisting of normal recurring accruals and adjustments), which are, in the opinion of management, necessary to fairly present the financial position of the Company as of June 30, 2018 , and the results of consolidated operations for the three and six months ended June 30, 2018 and 2017 , the consolidated statement of stockholders’ equity for the six months ended June 30, 2018 and the consolidated statements of cash flows for the six months ended June 30, 2018 and 2017 . The results of the six months ended June 30, 2018 are not necessarily indicative of the results to be expected for the year ending December 31, 2018. The consolidated financial statements herein are condensed and should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 . These unaudited consolidated financial statements include the accounts of the Company, the Operating Partnership and its subsidiaries. All significant intercompany balances and transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents All highly liquid investments with original maturities of three months or less are considered to be cash equivalents. Cash and cash equivalents as of June 30, 2018 and December 31, 2017 consisted of demand deposits at commercial banks. Restricted Cash - As of June 30, 2018 and December 31, 2017 , the Company had a restricted cash balance of $573,000 and $2,371,000 , respectively, which represents amounts set aside as impounds to be disbursed to the Company upon achieving incremental occupancy and gross income thresholds at the Richardson Heights Property and the Bent Tree Green Property. The Company’s right to draw upon the remaining restricted funds expired June 30, 2018. The restricted funds balance of $573,000 was applied as a pre-payment, without penalty, to the Richardson Heights Property loan principal balance on July 12, 2018. |
Financial Instruments | Financial Instruments The accompanying consolidated balance sheets include the following financial instruments: cash and cash equivalents, accrued rent and accounts receivable, accounts payable and accrued expenses and balances due to/due from related parties. The Company considers the carrying value of these financial instruments to approximate their respective fair values due to their short-term nature. The fair value of the Company’s fixed rate notes payable, variable rate notes payable and secured revolving credit facilities aggregates to $127,302,000 and $116,777,000 as compared to book value of $128,230,000 and $118,449,000 as of June 30, 2018 and December 31, 2017 , respectively. The fair value of our debt instruments is estimated on a Level 2 basis, as provided by ASC 820, using a discounted cash flow analysis based on the borrowing rates currently available to the Company for loans with similar terms and maturities, discounting the future contractual interest and principal payments. |
Revenue Recognition | Revenue Recognition The Company’s leases are accounted for as operating leases. Certain leases provide for tenant occupancy during periods for which no rent is due and/or for increases or decreases in the minimum lease payments over the terms of the leases. Revenue is recognized on a straight-line basis over the terms of the individual leases. Revenue recognition under a lease begins when the tenant takes possession of or controls the physical use of the leased space. When the Company acquires a property, the term of existing leases is considered to commence as of the acquisition date for the purposes of this calculation. The Company’s accrued rents are included in accrued rent and accounts receivable, net. The Company will defer the recognition of contingent rental income, such as percentage rents, until the specific target that triggers the contingent rental income is achieved Additionally, Cost recoveries from tenants are included in the Tenant Reimbursement and Other Revenues line item in the income statement in the period the related costs are incurred. As of January 1, 2018, the Company adopted ASU 2014-09, Revenue from Contracts with Customers , (“ASU 2014-09”) which amends the guidance for revenue recognition to eliminate the industry-specific revenue recognition guidance and replace it with a principle based approach for determining revenue recognition. The Company adopted ASU 2014-09 effective January 1, 2018 using the modified retrospective approach and the adoption of this guidance did not have a material impact on the consolidated financial statements. The Company’s revenue is primarily derived from leasing activities, which is specifically excluded from ASU 2014-09. The Company’s other revenue is comprised of tenant reimbursements for real estate taxes, insurance, common area maintenance, and operating expenses. Reimbursements from real estate taxes and certain other expenses are also excluded from of ASU 2014-09. Additionally, the Company’s property dispositions have historically been cash sales with no contingencies and no future involvement in the property, as a result, the new guidance is not expected to have an effect on the Company’s real estate transactions, however, the Company will account future sales of real estate properties in accordance with requirements of ASU 2014-09. |
Real Estate | Real Estate Allocation of Purchase Price of Acquired Assets Upon the acquisition of real properties, it is the Company’s policy to allocate the purchase price of properties to acquired tangible assets, consisting of land and buildings, and identified intangible assets and liabilities, consisting of the value of above-market and below-market leases, other value of in-place leases and leasehold improvements and value of tenant relationships, based in each case on their fair values. The Company utilizes internal valuation methods to determine the fair values of the tangible assets of an acquired property (which includes land and buildings). The fair values of above-market and below-market in-place lease values, including below-market renewal options for which renewal has been determined to be reasonably assured, are recorded based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (a) the contractual amounts to be paid pursuant to the in-place leases and (b) an estimate of fair market lease rates for the corresponding in-place leases and below-market renewal options, which is generally obtained from independent appraisals, measured over a period equal to the remaining non-cancelable term of the lease. The above-market and below-market lease and renewal option values are capitalized as intangible lease assets or liabilities and amortized as an adjustment of rental income over the remaining expected terms of the respective leases. The fair values of in-place leases include direct costs associated with obtaining a new tenant, opportunity costs associated with lost rentals which are avoided by acquiring an in-place lease, and tenant relationships. Direct costs associated with obtaining a new tenant include commissions, tenant improvements, and other direct costs and are estimated based on independent appraisals and management’s consideration of current market costs to execute a similar lease. These direct costs are included in intangible lease assets and are amortized to expense over the remaining terms of the respective leases. The value of opportunity costs is calculated using the contractual amounts to be paid pursuant to the in-place leases over a market absorption period for a similar lease. Customer relationships are valued based on expected renewal of a lease or the likelihood of obtaining a particular tenant for other locations. These intangibles are included in real estate assets in the consolidated balance sheets and are being amortized to expense over the remaining term of the respective leases. The determination of the fair values of the assets and liabilities acquired requires the use of significant assumptions with regard to the current market rental rates, rental growth rates, discount rates and other variables. The use of inappropriate estimates would result in an incorrect assessment of the purchase price allocations, which could impact the amount of the Company’s reported net loss. Depreciation and amortization Depreciation is computed using the straight-line method over the estimated useful lives of 5 to 39 years for buildings and improvements. Tenant improvements are depreciated using the straight-line method over the lesser of the life of the improvement or the remaining term of the lease. In-place leases are amortized using the straight-line method over the weighted average years’ remaining calculated on terms of all of the leases in-place when acquired. Impairment The Company reviews its real estate assets for impairment at least annually or whenever events or changes in circumstances indicate that the carrying amount of the assets, including accrued rental income, may not be recoverable through operations. The Company determines whether an impairment in value has occurred by comparing the estimated future cash flows (undiscounted and without interest charges), including the estimated residual value of the property, with the carrying cost of the property. If impairment is indicated, a loss will be recorded for the amount by which the carrying value of the property exceeds its fair value. Management has determined that there is no impairment indicated in the carrying value of our real estate assets as of June 30, 2018 and December 31, 2017 . Projections of expected future cash flows require management to estimate future market rental income amounts subsequent to the expiration of current lease agreements, property operating expenses, discount rates, the number of months it takes to release the property and the number of years the property is held for investment. The use of inappropriate assumptions in the future cash flow analysis would result in an incorrect assessment of the property’s future cash flow and fair value and could result in the overstatement of the carrying value of our real estate and related intangible assets and net income. |
Fair Value Measurement | Fair Value Measurement Fair value measures are classified into a three-tiered fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets. Level 2: Directly or indirectly observable inputs, other than quoted prices in active markets. Level 3: Unobservable inputs in which there is little or no market data, which require a reporting entity to develop its own assumptions. Assets and liabilities measured at fair value are based on one or more of the following valuation techniques: Market Approach: Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. Cost Approach: Amount required to replace the service capacity of an asset (replacement cost). Income Approach: Techniques used to convert future amounts to a single amount based on market expectations (including present-value, option-pricing, and excess-earnings models). The Company’s estimates of fair value were determined using available market information and appropriate valuation methods. Considerable judgment is necessary to interpret market data and develop estimated fair value. The use of different market assumptions or estimation methods may have a material effect on the estimated fair value amounts. The Company classifies assets and liabilities in the fair value hierarchy based on the lowest level of input that is significant to the fair value measurement. |
Accrued Rent and Accounts Receivable | Accrued Rent and Accounts Receivable Included in accrued rent and accounts receivable are base rents, tenant reimbursements and receivables attributable to recording rents on a straight-line basis. An allowance for the uncollectible portion of accrued rent and accounts receivable is determined based upon customer credit-worthiness (including expected recovery of our claim with respect to any tenants in bankruptcy), historical bad debt levels, and current economic trends. |
Deferred Leasing Commission Costs | Deferred Leasing Commission Costs Leasing commissions are amortized using the straight-line method over the term of the related lease agreements. |
Goodwill | Goodwill GAAP requires the Company to test goodwill for impairment at least annually or more frequently whenever events or circumstances occur indicating goodwill might be impaired. The Company has the option to perform a qualitative assessment to determine if it is more likely than not that the fair value is less than the carrying amount. If the qualitative assessment determines that it is more likely than not that the fair value is less than the carrying amount, or if the Company elects to bypass the qualitative assessment, the Company performs a two-step impairment test. In the first step, management compares its net book value of the Company to the carrying amount of goodwill at the balance sheet date. In the event net book value of the Company is less than the carrying amount of goodwill, the Company proceeds to step two and assesses the need to record an impairment charge. |
Real Estate Held for Disposition and Discontinued Operations | Real Estate Held for Disposition and Discontinued Operations The Company considers a commercial property to be held for sale when it meets all of the criteria established under ASC 205, “Presentation of Financial Statements.” For commercial properties classified as held for sale, assets and liabilities are presented separately for all periods presented. In accordance with ASC 205, a discontinued operation may include a component of an entity or a group of components of an entity. A disposal of a component of an entity or a group of components of an entity is reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results when the component of an entity or group of components of an entity is classified as held for sale, disposed of by sale or disposed of other than by sale, respectively. In addition, ASC 205 requires us to provide additional disclosures about both discontinued operations and the disposal of an individually significant component of an entity that does not meet the criteria for a discontinued operation. |
Stock-Based Compensation | Stock-Based Compensation The Company follows ASC 718, “Compensation-Stock Compensation” (ASC 718) with regard to issuance of stock in payment of services. ASC 718 requires that compensation cost relating to share-based payment transactions be recognized in the consolidated financial statements. The compensation cost is measured based on the fair value of the equity or liability instruments issued. Stock-based compensation expense is included in general and administrative expense in the accompanying consolidated statements of operations. |
Advertising | Advertising The Company expenses advertising costs as incurred and such costs are included in general and administrative expenses in the accompanying consolidated statements of operations. |
Income Taxes | Income Taxes The Company has elected to be treated as a REIT under the Internal Revenue Code of 1986, as amended, beginning with its taxable year ended December 31, 2011. To qualify as a REIT, the Company must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of the Company’s annual REIT taxable income to stockholders (which is computed without regard to the dividends-paid deduction or net capital gain and which does not necessarily equal net income as calculated in accordance with GAAP). As a REIT, the Company generally will not be subject to federal income tax on income that it distributes as dividends to its stockholders. If the Company fails to qualify as a REIT in any taxable year, it will be subject to federal income tax on its taxable income at regular corporate income tax rates and generally will not be permitted to qualify for treatment as a REIT for federal income tax purposes for the four taxable years following the year during which qualification is lost, unless the Internal Revenue Service grants the Company relief under certain statutory provisions. Such an event could materially and adversely affect the Company’s net income and net cash available for distribution to stockholders. However, the Company believes that it is organized and will operate in such a manner as to qualify for treatment as a REIT. For the three months ended June 30, 2018 and 2017 , the Company incurred a net (loss) of $(107,000) and $(2,810,000) , respectively. For the six months ended June 30, 2018 and 2017 , the Company incurred a net income (loss) of $29,000 and $(4,505,000) , respectively. The Company has formed a taxable REIT subsidiary which may generate future taxable income, which may be offset by the net loss carry forward. The Company considers that any deferred tax benefit and corresponding deferred tax asset which may be recorded in light of the net loss carry forward would be properly offset by an equal valuation allowance. Accordingly, no deferred tax benefit or deferred tax asset has been recorded in the accompanying consolidated financial statements. The Company is required to recognize in its consolidated financial statements the financial effects of a tax position only if it is determined that it is more likely than not that the tax position will not be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. Management has reviewed the Company’s tax positions and is of the opinion that material positions taken by the Company would more likely than not be sustained upon examination. Accordingly, the Company has not recognized a liability related to uncertain tax positions. |
Loss Per Share | Loss Per Share The computations of basic and diluted loss per common share are based upon the weighted average number of common shares outstanding and potentially dilutive securities. The Company’s potentially dilutive securities include preferred shares that are convertible into the Company’s common stock. As of June 30, 2018 and 2017 , there were no shares issuable in connection with these potentially dilutive securities. These potentially dilutive securities were excluded from the computations of diluted net loss per share for the three months ended June 30, 2018 and 2017 because no shares are issuable and inclusion of such potentially dilutive securities would have been anti-dilutive. |
Concentration of Risk | Concentration of Risk The Company maintains cash accounts in two U.S. financial institutions. The terms of these deposits are on demand to minimize risk. The balances of these accounts may exceed the federally insured limits. As of June 30, 2018 , there were no accounts with balances in excess of the federally insured limits. No losses have been incurred in connection with these deposits. The geographic concentration of the Company’s real estate assets makes it susceptible to adverse economic developments in the State of Texas. Any adverse economic or real estate developments in these markets, such as business layoffs or downsizing, relocations of businesses, increased competition or any other changes, could adversely affect the Company’s operating results and its ability to make distributions to stockholders |
Recent Accounting Pronouncements | Recent Accounting Pronouncements On January 1, 2018, the Company adopted the new accounting standard codified in Accounting Standards Codification (“ASC”) 606 - “Revenue from Contracts with Customers,” which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASC 606 replaces most existing revenue recognition guidance under GAAP. The standard permits the use of either the retrospective or cumulative effect transition method. Certain contracts with customers, principally lease contracts, are not within the scope of the new guidance. The Company has elected to use the modified retrospective method. The adoption of ASC 606 has no impact on the Company’s consolidated financial statements on adoption” at January 1, 2018. On January 1, 2018, the Company adopted Accounting Standards Update (“ASU”) No. 2016-01, “Recognition and Measurement of Financial Assets and Liabilities,” issued by the Financial Accounting Standards Board (“FASB”), which enhances the reporting requirements surrounding the measurement of financial instruments and requires equity securities to be measured at fair value with changes in the fair value recognized through net income for the period. The adoption of ASU No. 2016-01 has no material effect on our consolidated financial position or our consolidated results of operations. On January 1, 2018, the Company adopted ASU No. 2016-17, “Interest Held Through Related Parties That Are Under Common Control,” issued by the FASB, which amends the accounting guidance when determining the treatment of certain VIE’s to include the interest of related parties under common control in a VIE when considering whether or not the reporting entity is the primary beneficiary of the VIE when considering consolidation. Beginning with the quarterly period ending December 31, 2017 , the Company adopted ASU No. 2016-18, “Classification of Restricted Cash,” issued by the FASB, which addresses the Statement of Cash Flow classification and presentation of restricted cash transactions. The standard permits the use of either the retrospective or cumulative effect transition method. The Company has elected to use the retrospective method. The Company has adopted this guidance in the fourth quarter of fiscal year 2017 and applied this presentation retroactively to all periods presented in these consolidated financial statements. The effect of adopting this guidance is that any changes in restricted cash previously reported as a change in investing activities are no longer presented as such and the balance of restricted cash is included with cash and cash equivalents in the Consolidated Statements of Cash Flows. Recent Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02, “Leases,” which changes lessee accounting to reflect the financial liability and right-of-use asset that are inherent to leasing an asset on the balance sheet. ASU No. 2016-02 is effective for our fiscal year commencing on January 1, 2019, but early adoption is permitted. Based on preliminary assessments, we do not expect the adoption of ASU No. 2016-02 to have a material effect on our consolidated financial position or our consolidated results of operations. |
Real Estate (Tables)
Real Estate (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Real Estate [Abstract] | |
Schedule of Real Estate Assets | The Company’s real estate assets consisted of the following, in thousands: June 30, 2018 December 31, 2017 Land $ 62,320 $ 62,320 Buildings and improvements 137,861 134,069 In-place lease value intangible 63,573 63,573 263,754 259,962 Less accumulated depreciation and amortization (80,598 ) (73,140 ) Total real estate assets $ 183,156 $ 186,822 |
Schedule of Intangible Assets Acquired | The amount of total in-place lease intangible asset and the respective accumulated amortization are as follows, in thousands: June 30, 2018 December 31, 2017 In-place lease value intangible $ 63,573 $ 63,573 In-place leases – accumulated amortization (54,267 ) (50,190 ) Acquired lease intangible assets, net $ 9,306 $ 13,383 |
Accrued Rent and Accounts Rec23
Accrued Rent and Accounts Receivable, net (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Receivables [Abstract] | |
Schedule of Acquired Indefinite-lived Intangible Assets | Accrued rent and accounts receivable, net, consisted of the following, in thousands: June 30, 2018 December 31, 2017 Tenant receivables $ 4,723 $ 3,609 Accrued rent 6,121 5,376 Allowance for uncollectible accounts (2,191 ) (1,714 ) Accrued rents and accounts receivable, net $ 8,653 $ 7,271 |
Deferred Leasing Commission C24
Deferred Leasing Commission Costs, net (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Summary of Deferred Leasing Commission Costs | Costs which have been deferred consist of the following, in thousands: June 30, 2018 December 31, 2017 Deferred leasing commissions costs $ 10,696 $ 8,634 Less: accumulated amortization (3,383 ) (2,557 ) Deferred leasing commission costs, net $ 7,313 $ 6,077 |
Notes Payable (Tables)
Notes Payable (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Summary of Notes Payable | The following is a summary of the Company’s notes payable as of June 30, 2018 , in thousands: Property/Facility Payment (1) Maturity Date Rate June 30, 2018 December 31, 2017 Richardson Heights (2) P&I July 1, 2041 4.61 % $ 18,543 $ 18,804 Cooper Street (2) P&I July 1, 2041 4.61 % 7,711 7,819 Bent Tree Green (2) P&I July 1, 2041 4.61 % 7,711 7,819 Mitchelldale (2) P&I July 1, 2041 4.61 % 11,681 11,846 Energy Plaza I & II P&I June 10, 2021 5.30 % 9,712 9,814 Westway One IO June 1, 2019 4.50 % 10,819 10,819 Three Forest Plaza IO December 31, 2019 4.80 % 17,828 17,828 TCB Credit Facility (3) IO October 9, 2018 6.00 % 18,800 11,800 EWB Credit Facility IO November 22, 2018 5.00 % 15,525 12,000 EWB II Credit Facility IO November 22, 2018 5.00 % 9,900 9,900 $ 128,230 $ 118,449 Less unamortized deferred loan costs (1,025 ) (1,212 ) $ 127,205 $ 117,237 (1) Principal and interest (P&I) or interest only (IO). (2) Each promissory note contains a call option wherein the holder of the promissory note may declare the outstanding balance due and payable on either July 1, 2024, July 1, 2029, July 1, 2034, or July 1, 2039. |
Summary of Deferred Loan Costs | Loan costs are amortized using the straight-line method over the terms of the loans, which approximates the interest method. Costs which have been deferred consist of the following, in thousands: June 30, 2018 December 31, 2017 Deferred loan costs $ 2,348 $ 2,348 Less: deferred loan cost accumulated amortization (1,323 ) (1,136 ) Total cost, net of accumulated amortization $ 1,025 $ 1,212 |
Income (Loss) Per Share (Tables
Income (Loss) Per Share (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | Three Months Ended June 30, Three Months Ended June 30, 2018 2017 2018 2017 Numerator: Net income (loss) attributable to common stockholders $ (147,000 ) $ (2,793,000 ) $ 17,000 $ (4,552,000 ) Denominator: Basic and diluted weighted average shares outstanding 18,010,000 18,126,000 18,008,000 18,147,000 Basic and diluted loss per common share: Net loss per share attributable to common stockholders $ (0.01 ) $ (0.15 ) $ — (0.25 ) |
Real Estate Held for Disposit27
Real Estate Held for Disposition (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Loss from Discontinued Operations | Loss from discontinued operations with respect to the Village Pointe Property is as follows, in thousands: Six months ended June 30, 2018 2017 Total revenues $ — $ 44 Property operating expenses — 6 Real estate taxes and insurance — 8 Asset management fees — 3 General and administrative — 1 Interest expense — 7 Total expenses — 25 Loss on disposition — (27 ) Net loss from discontinued operations $ — $ (8 ) |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Summary of Distributions | The following table reflects the total distributions the Company has paid, including the total amount paid, thousands, and amount paid per common share, in each indicated quarter: Quarter Paid Distributions per Common Share Total Distributions 2018 2 nd Quarter $ 0.175 $ 3,151 1 st Quarter 0.175 3,151 Total 2018 year to date $ 0.350 $ 6,302 2017 4 th Quarter $ 0.175 $ 3,166 3 rd Quarter 0.175 3,169 2 nd Quarter 0.175 3,180 1 st Quarter 0.175 3,135 Total 2017 $ 0.700 $ 12,650 |
Organization and Business (Deta
Organization and Business (Details) $ / shares in Units, ft² in Thousands | Jul. 21, 2017$ / shares | Jun. 30, 2018USD ($)ft²shares | Jun. 30, 2018$ / shares | Jun. 30, 2018property | Jun. 30, 2018 | Jun. 30, 2018pad_site | Dec. 31, 2017$ / shares | Jun. 30, 2017ft² | Jun. 30, 2017property | Jun. 30, 2017pad_site | Apr. 11, 2017USD ($) |
Schedule of Equity Method Investments [Line Items] | |||||||||||
Stock issued during period (in shares) | shares | 19,000 | ||||||||||
Share price (in dollars per share) | $ 10 | ||||||||||
Common stock, par value (in dollars per share) | 0.001 | $ 0.001 | |||||||||
Convertible Preferred Stock | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Share price (in dollars per share) | 10 | $ 10 | |||||||||
Hartman Advisors LLC (Advisor) | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Ownership percentage by parent | 0.10% | ||||||||||
Hartman Advisors LLC (Advisor) | Affiliated Entity | Convertible Preferred Stock | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Stock issued during period (in shares) | shares | 1,000 | ||||||||||
Share price (in dollars per share) | $ 10 | ||||||||||
Hartman Advisors LLC (Advisor) | Allen R Hartman | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Ownership percentage by parent | 70.00% | ||||||||||
Hartman Advisors LLC (Advisor) | Hartman Income REIT Management Inc | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Ownership percent by noncontrolling interest | 30.00% | ||||||||||
Hartman Income REIT Management Inc | Allen R Hartman | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Ownership percent by noncontrolling interest | 20.00% | ||||||||||
Hartman Three Forest Plaza LLC | Affiliated Entity | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Membership interest purchase agreement, maximum amount | $ | $ 10,000,000 | ||||||||||
Ownership percent after all transactions | 48.80% | ||||||||||
Payments to acquire interest in subsidiary | $ | $ 8,700,000 | ||||||||||
XIX Merger Agreement | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Shares conversion ratio | 9,171.98 | ||||||||||
Common stock, par value (in dollars per share) | $ 0.01 | ||||||||||
XIX Merger Agreement | 8% Cumulative Preferred Stock | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Shares conversion ratio | 1.238477 | ||||||||||
Preferred stock dividend rate, percent | 8.00% | ||||||||||
XIX Merger Agreement | 9% Cumulative Preferred Stock | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Shares conversion ratio | 1.238477 | ||||||||||
Preferred stock dividend rate, percent | 9.00% | ||||||||||
HIREIT Merger | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Shares conversion ratio | 0.752222 | ||||||||||
Common Stock | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Stock issued during period (in shares) | shares | 6,000 | ||||||||||
Common Stock | HIREIT Merger | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Shares conversion ratio | 0.752222 | ||||||||||
Subordinated Common Stock | HIREIT Merger | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Shares conversion ratio | 0.863235 | ||||||||||
Texas | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Number of commercial properties | 17 | 3 | 17 | 3 | |||||||
Area of real estate | ft² | 2,928 | 2,928 | |||||||||
Richardson, Arlington And Dallas, Texas | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Number of commercial properties | property | 9 | 9 | |||||||||
Houston, Texas | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Number of commercial properties | property | 6 | 6 | |||||||||
San Antonio, Texas | |||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||
Number of commercial properties | property | 2 | 2 |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Details) | Oct. 01, 2018USD ($)property | Jun. 30, 2018USD ($)financial_institution | Mar. 31, 2018USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($)financial_institution | Jun. 30, 2017USD ($) | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2018USD ($) |
Property, Plant and Equipment [Line Items] | ||||||||||
Due to/from related parties | $ (104,000) | $ (368,000) | ||||||||
Advance to affiliates | $ 4,799,000 | $ 2,585,000 | 6,339,000 | 1,000,000 | ||||||
Net cash provided by operating activities | 2,525,000 | 2,042,000 | ||||||||
Net cash used in investing activities | (9,418,000) | (2,775,000) | ||||||||
Restricted cash | $ 573,000 | 573,000 | $ 2,371,000 | |||||||
Long-term debt, gross | 128,230,000 | 128,230,000 | 118,449,000 | |||||||
Impairment of real estate | 0 | 0 | ||||||||
Goodwill, impairment loss | 0 | $ 0 | 0 | 0 | ||||||
Advertising expense | 47,000 | 38,000 | 78,000 | 93,000 | ||||||
Net (loss) income | $ (107,000) | $ (2,810,000) | $ 29,000 | (4,505,000) | ||||||
Building and Building Improvements | Minimum | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Useful life | 5 years | |||||||||
Building and Building Improvements | Maximum | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Useful life | 39 years | |||||||||
United States | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Number of financial institutions Company maintains cash accounts | financial_institution | 2 | 2 | ||||||||
Notes payable and credit facilities | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Fair value of debt | $ 127,302,000 | $ 127,302,000 | 116,777,000 | |||||||
Long-term debt, gross | $ 128,230,000 | $ 128,230,000 | $ 118,449,000 | |||||||
Previously Reported | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Due to/from related parties | 1,000,000 | |||||||||
Net cash provided by operating activities | 6,173,000 | 1,042,000 | $ 2,385,000 | |||||||
Net cash used in investing activities | 1,123,000 | 1,775,000 | 2,138,000 | |||||||
Restatement Adjustment | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Advance to affiliates | 1,000,000 | |||||||||
Net cash provided by operating activities | 1,374,000 | 2,042,000 | 4,970,000 | |||||||
Net cash used in investing activities | $ 5,922,000 | $ 2,775,000 | $ 4,723,000 | |||||||
Forecast | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Number of properties contributed to special purpose entities | property | 39 | |||||||||
Number of properties contributed to special purpose entity subject to debt | property | 13 | |||||||||
Forecast | Secured debt | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Subject to debt | $ 84,700,000 | |||||||||
Appraised value of properties | $ 105,400,000 | |||||||||
Special Purpose Entity | Forecast | Secured debt | ||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||
Debt instrument, face amount | $ 267,000,000 | |||||||||
Number of properties that secure the loan agreement | property | 39 |
Real Estate - Assets (Details)
Real Estate - Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Real Estate [Abstract] | ||
Land | $ 62,320 | $ 62,320 |
Buildings and improvements | 137,861 | 134,069 |
In-place lease value intangible | 63,573 | 63,573 |
Real estate assets, at cost | 263,754 | 259,962 |
Less accumulated depreciation and amortization | (80,598) | (73,140) |
Real estate assets, net | $ 183,156 | $ 186,822 |
Real Estate - Additional Inform
Real Estate - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Real Estate [Abstract] | ||||
Depreciation | $ 1,628,000 | $ 2,067,000 | $ 3,381,000 | $ 3,878,000 |
Amortization expense of in-place lease value intangible | 1,576,000 | 3,873,000 | 4,077,000 | 8,220,000 |
Acquisition fees paid to Advisor | 0 | 0 | 0 | 0 |
Asset management fees paid to Advisor | $ 440,000 | $ 440,000 | $ 880,000 | $ 880,000 |
Real Estate - In-place Intangib
Real Estate - In-place Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Real Estate [Abstract] | ||
In-place lease value intangible | $ 63,573 | $ 63,573 |
In-place leases – accumulated amortization | (54,267) | (50,190) |
Acquired lease intangible assets, net | $ 9,306 | $ 13,383 |
Accrued Rent and Accounts Rec34
Accrued Rent and Accounts Receivable, net - Summary of Accounts Receivable (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Receivables [Abstract] | ||
Tenant receivables | $ 4,723 | $ 3,609 |
Accrued rent | 6,121 | 5,376 |
Allowance for uncollectible accounts | (2,191) | (1,714) |
Accrued rents and accounts receivable, net | $ 8,653 | $ 7,271 |
Accrued Rent and Accounts Rec35
Accrued Rent and Accounts Receivable, net (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Receivables [Abstract] | |||||
Allowance for uncollectible accounts | $ 2,191,000 | $ 2,191,000 | $ 1,714,000 | ||
Bad debt expense | 481,000 | $ 38,000 | 477,000 | $ 189,000 | |
Write off of debt issuance costs | $ 0 | $ 0 | $ 0 | $ 0 |
Deferred Leasing Commission C36
Deferred Leasing Commission Costs, net (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Deferred leasing commissions costs | $ 10,696 | $ 8,634 |
Less: accumulated amortization | (3,383) | (2,557) |
Deferred leasing commission costs, net | $ 7,313 | $ 6,077 |
Notes Payable - Additional Info
Notes Payable - Additional Information (Details) - USD ($) | Apr. 01, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 |
Short-term Debt [Line Items] | ||||||
Interest expense | $ 1,732,000 | $ 1,481,000 | $ 3,294,000 | $ 2,864,000 | ||
Interest expense payable | $ 293,000 | $ 293,000 | $ 283,000 | |||
TCB Credit Facility | ||||||
Short-term Debt [Line Items] | ||||||
Effective interest rate | 6.00% | 6.00% | ||||
EWB Credit Facility | ||||||
Short-term Debt [Line Items] | ||||||
Effective interest rate | 5.00% | 5.00% | ||||
EWB II Credit Facility | ||||||
Short-term Debt [Line Items] | ||||||
Effective interest rate | 5.00% | 5.00% | ||||
Line of Credit | Revolving Credit Facility | TCB Credit Facility | ||||||
Short-term Debt [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | $ 30,000,000 | $ 30,000,000 | ||||
Borrowing base of collateral properties | $ 20,925,000 | $ 20,925,000 | ||||
Stated interest rate | 4.25% | 4.25% | ||||
Effective interest rate | 6.00% | 6.00% | 5.25% | |||
Commitment fee percentage | 0.25% | |||||
Bank loans | $ 18,800,000 | $ 18,800,000 | $ 11,800,000 | |||
Line of credit facility, remaining borrowing capacity | 2,125,000 | 2,125,000 | ||||
Line of Credit | Revolving Credit Facility | EWB Credit Facility and EWB II Credit Facility | ||||||
Short-term Debt [Line Items] | ||||||
Line of credit facility, remaining borrowing capacity | 0 | 0 | ||||
Outstanding balance | 25,425,000 | 25,425,000 | $ 21,900,000 | |||
Line of Credit | Revolving Credit Facility | EWB Credit Facility | ||||||
Short-term Debt [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | $ 15,525,000 | $ 15,525,000 | ||||
Stated interest rate | 3.75% | 3.75% | ||||
Effective interest rate | 5.00% | 5.00% | 4.75% | |||
Line of Credit | Revolving Credit Facility | EWB II Credit Facility | ||||||
Short-term Debt [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | $ 9,900,000 | $ 9,900,000 | ||||
Stated interest rate | 3.75% | 3.75% | ||||
Effective interest rate | 5.00% | 5.00% | 4.75% | |||
Line of Credit | Prime Rate | Revolving Credit Facility | TCB Credit Facility | ||||||
Short-term Debt [Line Items] | ||||||
Basis spread | 1.00% | |||||
Line of Credit | Prime Rate | Revolving Credit Facility | EWB Credit Facility | ||||||
Short-term Debt [Line Items] | ||||||
Basis spread | 0.50% | |||||
Line of Credit | Prime Rate | Revolving Credit Facility | EWB II Credit Facility | ||||||
Short-term Debt [Line Items] | ||||||
Basis spread | 0.50% |
Notes Payable (Details)
Notes Payable (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 128,230 | $ 118,449 |
Less unamortized deferred loan costs | (1,025) | (1,212) |
Long-term debt | $ 127,205 | 117,237 |
Richardson Heights | ||
Debt Instrument [Line Items] | ||
Effective interest rate | 4.61% | |
Long-term debt, gross | $ 18,543 | 18,804 |
Cooper Street | ||
Debt Instrument [Line Items] | ||
Effective interest rate | 4.61% | |
Long-term debt, gross | $ 7,711 | 7,819 |
Bent Tree Green | ||
Debt Instrument [Line Items] | ||
Effective interest rate | 4.61% | |
Long-term debt, gross | $ 7,711 | 7,819 |
Mitchelldale | ||
Debt Instrument [Line Items] | ||
Effective interest rate | 4.61% | |
Long-term debt, gross | $ 11,681 | 11,846 |
Energy Plaza I & II | ||
Debt Instrument [Line Items] | ||
Effective interest rate | 5.30% | |
Long-term debt, gross | $ 9,712 | 9,814 |
Westway One | ||
Debt Instrument [Line Items] | ||
Effective interest rate | 4.50% | |
Long-term debt, gross | $ 10,819 | 10,819 |
Three Forest Plaza | ||
Debt Instrument [Line Items] | ||
Effective interest rate | 4.80% | |
Long-term debt, gross | $ 17,828 | 17,828 |
TCB Credit Facility | ||
Debt Instrument [Line Items] | ||
Effective interest rate | 6.00% | |
Long-term debt, gross | $ 18,800 | 11,800 |
EWB Credit Facility | ||
Debt Instrument [Line Items] | ||
Effective interest rate | 5.00% | |
Long-term debt, gross | $ 15,525 | 12,000 |
EWB II Credit Facility | ||
Debt Instrument [Line Items] | ||
Effective interest rate | 5.00% | |
Long-term debt, gross | $ 9,900 | $ 9,900 |
Notes Payable - Deferred Loan C
Notes Payable - Deferred Loan Costs (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Debt Disclosure [Abstract] | ||
Deferred loan costs | $ 2,348 | $ 2,348 |
Less: deferred loan cost accumulated amortization | (1,323) | (1,136) |
Total cost, net of accumulated amortization | $ 1,025 | $ 1,212 |
Income (Loss) Per Share (Detail
Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Numerator: | ||||
Net income (loss) attributable to common stockholders | $ (147) | $ (2,793) | $ 17 | $ (4,552) |
Denominator: | ||||
Basic and diluted weighted average shares outstanding (in shares) | 18,010 | 18,126 | 18,008 | 18,147 |
Basic and diluted loss per common share: | ||||
Net loss attributable to common stockholders (in dollars per share) | $ (0.01) | $ (0.15) | $ 0 | $ (0.25) |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | ||||
Net (loss) income | $ (107) | $ (2,810) | $ 29 | $ (4,505) |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | May 17, 2016 | Feb. 05, 2016 | Jan. 26, 2016 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 |
Related Party Transaction [Line Items] | ||||||||
Property management fees and reimbursements due | $ 966,000 | $ 977,000 | $ 1,940,000 | $ 1,969,000 | ||||
Payments for leasing commissions | 1,570,000 | 787,000 | 2,062,000 | 1,608,000 | ||||
Construction management fees | 97,000 | 78,000 | 127,000 | 165,000 | ||||
Due (from) to the Property Manager | 8,111,000 | 8,111,000 | $ 3,721,000 | |||||
Due from related parties | 12,625,000 | 12,625,000 | 5,736,000 | |||||
Due to related parties | 999,000 | $ 999,000 | 554,000 | |||||
Chief Executive Officer | ||||||||
Related Party Transaction [Line Items] | ||||||||
Ownership percentage | 16.00% | |||||||
Allen R Hartman | Affiliated Entity | ||||||||
Related Party Transaction [Line Items] | ||||||||
Ownership percentage | 70.00% | |||||||
Property Manager | Affiliated Entity | ||||||||
Related Party Transaction [Line Items] | ||||||||
Ownership percentage | 30.00% | |||||||
Advances to affiliate | 4,734,000 | $ 4,734,000 | ||||||
Texas Limited Liability Company | Affiliated Entity | Asset Management Fees Payable | ||||||||
Related Party Transaction [Line Items] | ||||||||
Expenses from transactions with related party | 440,000 | 880,000 | $ 440,000 | 880,000 | ||||
Due to related parties, monthly fees, percentage of asset cost or value | 6.25% | |||||||
Due to related parties | 520,000 | $ 520,000 | 554,000 | |||||
Texas Limited Liability Company | Affiliated Entity | Acquisition Fees | ||||||||
Related Party Transaction [Line Items] | ||||||||
Amount of transaction with related party | 0 | 0 | 0 | 0 | ||||
Hartman XIX | Affiliated Entity | ||||||||
Related Party Transaction [Line Items] | ||||||||
Due from related parties | 8,551,000 | 8,551,000 | 6,229,000 | |||||
Advances to affiliate | 2,122,000 | 2,122,000 | ||||||
Interest income, related parties | 68,000 | 68,000 | ||||||
Hartman XIX | Affiliated Entity | Loan from Company to related party | ||||||||
Related Party Transaction [Line Items] | ||||||||
Due from related parties | 4,151,000 | 4,151,000 | 2,029,000 | |||||
Loans receivable, face amount | 4,400,000 | $ 4,400,000 | ||||||
Loans receivable, interest rate | 6.00% | |||||||
Loans receivable | 4,200,000 | $ 4,200,000 | 4,200,000 | |||||
Hartman XIX | Affiliated Entity | Acquisition Of Related Party Common Stock | ||||||||
Related Party Transaction [Line Items] | ||||||||
Amount of transaction with related party | $ 4,500,000 | $ 2,000,000 | ||||||
Hartman Income REIT, Inc. | Affiliated Entity | Acquisition Of Related Party Common Stock | ||||||||
Related Party Transaction [Line Items] | ||||||||
Ownership percentage | 11.00% | |||||||
Amount of transaction with related party | $ 13,000,000 | |||||||
Hartman Income REIT, Inc. | Affiliated Entity | Dividend Distributions | ||||||||
Related Party Transaction [Line Items] | ||||||||
Amount of transaction with related party | 106,000 | 106,000 | $ 213,000 | $ 177,000 | ||||
Hartman TRS, Inc. | Affiliated Entity | Loan from Company to related party | ||||||||
Related Party Transaction [Line Items] | ||||||||
Due from related parties | 165,000 | 165,000 | 264,000 | |||||
Loans receivable, face amount | $ 8,820,000 | |||||||
Loans receivable, interest rate | 10.00% | |||||||
Loans receivable | $ 7,231,000 | 4,802,000 | 4,802,000 | 5,515,000 | ||||
Interest income, related parties | 163,000 | $ 178,000 | ||||||
Origination fees, percentage | 2.00% | |||||||
Hartman vREIT XXI | Affiliated Entity | ||||||||
Related Party Transaction [Line Items] | ||||||||
Due from related parties | $ (479,000) | $ (479,000) | ||||||
Due to related parties | $ 277,000 | |||||||
Common Stock | Hartman Income REIT, Inc. | Affiliated Entity | Acquisition Of Related Party Common Stock | ||||||||
Related Party Transaction [Line Items] | ||||||||
Shares acquired | 1,561,523 | |||||||
Shares acquired, value | $ 8,978,000 |
Real Estate Held for Disposit43
Real Estate Held for Disposition (Details) - Hartman Village Pointe - Discontinued Operations, Disposed of by Sale - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Feb. 08, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Consideration | $ 3,675 | |
Property management fee and reimbursements | $ 2 |
Real Estate Held for Disposit44
Real Estate Held for Disposition - Real Estate Disposed Of By Sale (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Loss from discontinued operations, net | $ 0 | $ 0 | $ 0 | $ (8) |
Hartman Village Pointe | Discontinued Operations, Disposed of by Sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Total revenues | 0 | 44 | ||
Property operating expenses | 0 | 6 | ||
Real estate taxes and insurance | 0 | 8 | ||
Asset management fees | 0 | 3 | ||
General and administrative | 0 | 1 | ||
Interest expense | 0 | 7 | ||
Total expenses | 0 | 25 | ||
Loss on disposition | 0 | (27) | ||
Loss from discontinued operations, net | $ 0 | $ (8) |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) $ / shares in Units, $ in Thousands | 6 Months Ended | ||
Jun. 30, 2018USD ($)vote$ / sharesshares | Jun. 30, 2017USD ($)shares | Dec. 31, 2017$ / sharesshares | |
Equity [Abstract] | |||
Number or votes per share | vote | 1 | ||
Common stock, shares authorized | 750,000,000 | 750,000,000 | |
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |
Preferred stock, shares authorized | 200,000,000 | 200,000,000 | |
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |
Class of Stock [Line Items] | |||
Preferred stock, shares issued | 1,000 | 1,000 | |
Share price (in dollars per share) | $ / shares | $ 10 | ||
Convertible Preferred Stock | |||
Class of Stock [Line Items] | |||
Preferred stock, shares issued | 1,000 | 1,000 | |
Share price (in dollars per share) | $ / shares | $ 10 | $ 10 | |
Conversion terms, cumulative annual return on issue price, percentage | 6.00% | ||
Conversion terms, performance threshold | 6.00% | ||
Conversion terms, percentage of excess enterprise value | 15.00% | ||
Restricted common stock | |||
Class of Stock [Line Items] | |||
Grants in period (shares) | 1,500 | 1,500 | |
Stock-based compensation expense | $ | $ 38 | $ 40 |
Stockholders' Equity - Distribu
Stockholders' Equity - Distributions (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Jun. 30, 2018 | Dec. 31, 2017 | |
Equity [Abstract] | ||||||||
Distributions per Common Share (in dollars per share) | $ 0.175 | $ 0.175 | $ 0.175 | $ 0.175 | $ 0.175 | $ 0.175 | $ 0.350 | $ 0.7 |
Distributions | $ 3,151 | $ 3,151 | $ 3,166 | $ 3,169 | $ 3,180 | $ 3,135 | $ 6,302 | $ 12,650 |
Incentive Award Plan (Details)
Incentive Award Plan (Details) | 6 Months Ended |
Jun. 30, 2018shares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Shares reserved for issuance | 5,000,000 |
Percentage of outstanding stock maximum | 10.00% |
Subsequent Event (Details)
Subsequent Event (Details) - Forecast | Oct. 01, 2018USD ($)property | Sep. 30, 2018USD ($) |
Subsequent Event [Line Items] | ||
Number of properties contributed to special purpose entities | property | 39 | |
Number of properties contributed to special purpose entity subject to debt | property | 13 | |
Secured debt | ||
Subsequent Event [Line Items] | ||
Subject to debt | $ | $ 84,700,000 | |
Appraised value of properties | $ | $ 105,400,000 | |
Special Purpose Entity | Secured debt | ||
Subsequent Event [Line Items] | ||
Debt instrument, face amount | $ | $ 267,000,000 | |
Number of properties that secure the loan agreement | property | 39 |