Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | May 01, 2018 | |
Document and Entity Information | ||
Entity Registrant Name | Government Properties Income Trust | |
Entity Central Index Key | 1,456,772 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 99,148,304 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Real estate properties: | ||
Land | $ 623,610 | $ 627,108 |
Buildings and improvements | 2,313,123 | 2,348,613 |
Total real estate properties, gross | 2,936,733 | 2,975,721 |
Accumulated depreciation | (353,329) | (341,848) |
Total real estate properties, net | 2,583,404 | 2,633,873 |
Equity investment in Select Income REIT | 465,131 | 467,499 |
Investment in unconsolidated joint ventures | 48,758 | 50,202 |
Assets of properties held for sale | 18,080 | 0 |
Acquired real estate leases, net | 323,710 | 351,872 |
Cash and cash equivalents | 17,380 | 16,569 |
Restricted cash | 4,766 | 3,111 |
Rents receivable, net | 65,539 | 61,429 |
Deferred leasing costs, net | 22,622 | 22,977 |
Other assets, net | 106,234 | 96,033 |
Total assets | 3,655,624 | 3,703,565 |
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||
Unsecured revolving credit facility | 570,000 | 570,000 |
Unsecured term loans, net | 548,022 | 547,852 |
Senior unsecured notes, net | 944,743 | 944,140 |
Mortgage notes payable, net | 182,083 | 183,100 |
Liabilities of properties held for sale | 275 | 0 |
Accounts payable and other liabilities | 74,623 | 89,440 |
Due to related persons | 8,544 | 4,859 |
Assumed real estate lease obligations, net | 12,480 | 13,635 |
Total liabilities | 2,340,770 | 2,353,026 |
Commitments and contingencies | ||
Preferred units of limited partnership | 20,496 | 20,496 |
Shareholders’ equity: | ||
Common shares of beneficial interest, $.01 par value: 150,000,000 shares authorized, 99,145,304 and 99,145,921 shares issued and outstanding, respectively | 991 | 991 |
Additional paid in capital | 1,968,205 | 1,968,217 |
Cumulative net income | 174,585 | 108,144 |
Cumulative other comprehensive income | 945 | 60,427 |
Cumulative common distributions | (850,368) | (807,736) |
Total shareholders’ equity | 1,294,358 | 1,330,043 |
Total liabilities and shareholders’ equity | $ 3,655,624 | $ 3,703,565 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Common shares of beneficial interest, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common shares of beneficial interest, shares authorized (in shares) | 150,000,000 | 150,000,000 |
Common shares of beneficial interest, shares issued (in shares) | 99,145,304 | 99,145,921 |
Common shares of beneficial interest, shares outstanding (in shares) | 99,145,304 | 99,145,921 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Income Statement [Abstract] | ||
Rental income | $ 108,717 | $ 69,296 |
Expenses: | ||
Real estate taxes | 12,964 | 8,177 |
Utility expenses | 6,690 | 4,606 |
Other operating expenses | 22,837 | 13,992 |
Depreciation and amortization | 44,204 | 20,505 |
Loss on impairment of real estate | 6,116 | 0 |
General and administrative | 9,606 | 3,962 |
Total expenses | 102,417 | 51,242 |
Operating income | 6,300 | 18,054 |
Dividend income | 304 | 304 |
Unrealized gain on equity securities | 12,931 | 0 |
Interest income | 116 | 61 |
Interest expense (including net amortization of debt premiums and discounts and debt issuance costs of $965 and $807, respectively) | (22,766) | (13,581) |
Income from continuing operations before income taxes and equity in earnings of investees | (3,115) | 4,838 |
Income tax expense | (32) | (18) |
Equity in earnings of investees | 9,712 | 2,739 |
Income from continuing operations | 6,565 | 7,559 |
Loss from discontinued operations | 0 | (144) |
Net income attributed to SIR | 6,565 | 7,415 |
Other comprehensive income (loss): | ||
Unrealized gain on investment in equity securities | 0 | 12,142 |
Equity in unrealized gain (loss) of investees | (41) | 4,615 |
Other comprehensive income (loss) | (41) | 16,757 |
Comprehensive income | 6,524 | 24,172 |
Net income | 6,565 | 7,415 |
Preferred units of limited partnership distributions | (278) | 0 |
Net income available for common shareholders | $ 6,287 | $ 7,415 |
Weighted average common shares outstanding (basic) (in shares) | 99,041 | 71,079 |
Weighted average common shares outstanding (diluted) (in shares) | 99,049 | 71,094 |
Per common share amounts (basic and diluted): | ||
Income from continuing operations (in dollars per share) | $ 0.07 | $ 0.11 |
Loss from discontinued operations (in dollars per share) | 0 | 0 |
Net income available for common shareholders (in dollars per share) | $ 0.06 | $ 0.10 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Income Statement [Abstract] | ||
Net amortization of debt premiums and discounts and deferred financing fees | $ 965 | $ 807 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 6,565 | $ 7,415 |
Adjustments to reconcile net income to cash provided by operating activities: | ||
Depreciation | 17,172 | 11,576 |
Net amortization of debt premiums and discounts and debt issuance costs | 965 | 807 |
Straight line rental income | (3,091) | (1,300) |
Amortization of acquired real estate leases | 26,790 | 8,672 |
Amortization of deferred leasing costs | 1,120 | 849 |
Other non-cash (income) expenses, net | (334) | 5 |
Loss on impairment of real estate | 6,116 | 0 |
Unrealized gain on equity securities | (12,931) | 0 |
Equity in earnings (losses) of investees, net | (9,712) | (2,739) |
Distributions of earnings from Select Income REIT | 10,289 | 2,611 |
Change in assets and liabilities: | ||
Deferred leasing costs | (2,091) | (1,075) |
Rents receivable | (1,893) | (974) |
Other assets | 2,296 | 2,215 |
Accounts payable and accrued expenses | (9,679) | (1,989) |
Due to related persons | 3,685 | 152 |
Net cash provided by operating activities | 35,267 | 26,225 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Real estate acquisitions and deposits | 0 | (12,641) |
Real estate improvements | (11,020) | (9,656) |
Distributions in excess of earnings from Select Income REIT | 2,419 | 10,097 |
Distributions in excess of earnings from unconsolidated joint ventures | 823 | 0 |
Proceeds from sale of properties, net | 18,797 | 0 |
Net cash provided by (used in) investing activities | 11,019 | (12,200) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayment of mortgage notes payable | (899) | (379) |
Borrowings on unsecured revolving credit facility | 25,000 | 30,000 |
Repayments on unsecured revolving credit facility | (25,000) | (30,000) |
Repurchase of common shares | (11) | 0 |
Preferred units of limited partnership distributions | (278) | 0 |
Distributions to common shareholders | (42,632) | (30,606) |
Net cash used in financing activities | (43,820) | (30,985) |
Increase (decrease) in cash and cash equivalents and restricted cash | 2,466 | (16,960) |
Cash and cash equivalents and restricted cash at beginning of period | 19,680 | 30,471 |
Cash and cash equivalents and restricted cash at end of period | $ 22,146 | $ 13,511 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - Supplemental Cash Flow - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Supplemental cash flow information | ||
Interest paid | $ 27,733 | $ 15,854 |
Income taxes paid | 0 | 0 |
Supplemental disclosure of cash and cash equivalents and restricted cash | ||
Cash and cash equivalents | 17,380 | 12,808 |
Restricted cash | 4,766 | 703 |
Total cash and cash equivalents and restricted cash reported in the statements of cash flows | $ 22,146 | $ 13,511 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated financial statements of Government Properties Income Trust and its subsidiaries, or the Company, GOV, we, us or our, are unaudited. Certain information and disclosures required by U.S. generally accepted accounting principles, or GAAP, for complete financial statements have been condensed or omitted. We believe the disclosures made are adequate to make the information presented not misleading. However, the accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes contained in our Annual Report on Form 10-K for the year ended December 31, 2017 , or our Annual Report. In the opinion of management, all adjustments, consisting of normal recurring accruals considered necessary for a fair statement of results for the interim period have been included. All intercompany transactions and balances with or among our consolidated subsidiaries have been eliminated. Our operating results for interim periods are not necessarily indicative of the results that may be expected for the full year. Reclassifications have been made to the prior years' condensed consolidated financial statements to conform to the current year’s presentation. The preparation of these financial statements in conformity with GAAP requires us to make estimates and assumptions that affect reported amounts. Actual results could differ from those estimates. Significant estimates in the condensed consolidated financial statements include purchase price allocations, useful lives of fixed assets, impairment of real estate and equity method investments and the valuation of intangible assets. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements On January 1, 2018, we adopted the Financial Accounting Standards Board, or FASB, Accounting Standards Update, or ASU, No. 2014-09 (and related clarifying guidance issued by the FASB), Revenue From Contracts With Customers , which outlines a comprehensive model for entities to use in accounting for revenue arising from contracts with customers. ASU No. 2014-09 states that “an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.” While ASU No. 2014-09 specifically references contracts with customers, it may apply to certain other transactions such as the sale of real estate or equipment. A substantial portion of our revenue consists of rental income from leasing arrangements, which is specifically excluded from ASU No. 2014-09. We have adopted ASU No. 2014-09 using the modified retrospective approach, which resulted in an adjustment to reclassify a previous deferred gain on sale of real estate of $712 from accounts payable and other liabilities to cumulative net income. The adoption of ASU No. 2014-09 did not have a material impact on the amount or timing of our revenue recognition in our consolidated financial statements except for profit recognition on real estate sales. On January 1, 2018, we adopted FASB ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities , which changes how entities measure certain equity investments and present changes in the fair value of financial liabilities measured under the fair value option that are attributable to their own credit. The implementation of ASU No. 2016-01 resulted in the reclassification of historical changes in the fair value of our available for sale equity securities of $45,116 from cumulative other comprehensive income to cumulative net income. We also reclassified $14,325 from cumulative other comprehensive income to cumulative net income for our share of cumulative other comprehensive income of our equity method investee, Select Income REIT, or SIR. Effective January 1, 2018, changes in the fair value of our equity securities are recorded through earnings in accordance with ASU No. 2016-01. On January 1, 2018, we adopted FASB ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments , which clarifies how companies present and classify certain cash receipts and cash payments in the statements of cash flows. The implementation of this update resulted in the reclassification of $736 of accretion recorded in our equity in the earnings of SIR, from cash flow from investing activities to cash flow from operating activities for the three months ended March 31, 2017. See Note 12 for further information regarding our investment in SIR. On January 1, 2018, we adopted FASB ASU No. 2016-18, Restricted Cash , which requires companies to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. The implementation of ASU 2016-18 resulted in a decrease of $173 of net cash provided by operating activities for the three months ended March 31, 2017. This update also requires a reconciliation of the totals in the statement of cash flows to the related captions in the balance sheets. As a result, amounts included in restricted cash on our condensed consolidated balance sheets are included with cash and cash equivalents on the condensed consolidated statements of cash flows. Restricted cash, which consists of amounts escrowed for future real estate taxes, insurance, leasing costs, capital expenditures and debt service, as required by certain of our mortgage debts, totaled $4,766 and $703 as of March 31, 2018 and 2017, respectively. The adoption of this update did not change our balance sheet presentation. In February 2016, the FASB issued ASU No. 2016-02, Leases , which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). ASU No. 2016-02 requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase of the leased asset by the lessee. This classification will determine whether the lease expense is recognized based on an effective interest method or on a straight line basis over the term of the lease. A lessee is also required to record a right of use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales type leases, direct financing leases and operating leases. ASU No. 2016-02 is effective for reporting periods beginning after December 15, 2018, with early adoption permitted. We are currently assessing the potential impact the adoption of ASU No. 2016-02 will have in our condensed consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which requires that entities use a new forward looking “expected loss” model that generally will result in the earlier recognition of allowance for credit losses. The measurement of expected credit losses is based upon historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. ASU No. 2016-13 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. We are currently assessing the potential impact the adoption of ASU No. 2016-13 will have in our condensed consolidated financial statements. We currently expect to adopt the standard using the modified retrospective approach. |
Weighted Average Common Shares
Weighted Average Common Shares | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share, Basic and Diluted [Abstract] | |
Weighted Average Common Shares | Weighted Average Common Shares The following table provides a reconciliation of the weighted average number of common shares used in the calculation of basic and diluted earnings per share (in thousands): For the Three Months Ended March 31, 2018 2017 Weighted average common shares for basic earnings per share 99,041 71,079 Effect of dilutive securities: unvested share awards 8 15 Weighted average common shares for diluted earnings per share 99,049 71,094 |
Real Estate Properties
Real Estate Properties | 3 Months Ended |
Mar. 31, 2018 | |
Real Estate [Abstract] | |
Real Estate Properties | Real Estate Properties As of March 31, 2018 , we wholly owned 107 properties ( 166 buildings), with an aggregate undepreciated carrying value of $2,953,770 , and had a noncontrolling ownership interest in two unconsolidated joint ventures that owned two properties ( three buildings). We generally lease space at our properties on a gross lease or modified gross lease basis pursuant to fixed term contracts expiring between 2018 and 2034. Our leases generally require us to pay all or some property operating expenses and to provide all or most property management services. During the three months ended March 31, 2018 , we entered into 33 leases for 280,419 rentable square feet, for a weighted (by rentable square feet) average lease term of 5.6 years and we made commitments for $7,998 of leasing related costs. As of March 31, 2018 , we have estimated unspent leasing related obligations of $32,762 . We regularly evaluate whether events or changes in circumstances have occurred that could indicate an impairment in the value of our long lived assets. If there is an indication that the carrying value of an asset is not recoverable, we estimate the projected undiscounted cash flows to determine if an impairment loss should be recognized. We determine the amount of any impairment loss by comparing the historical carrying value to estimated fair value. We estimate fair value through an evaluation of recent financial performance and projected discounted cash flows using standard industry valuation techniques. In addition to consideration of impairment upon the events or changes in circumstances described above, we regularly evaluate the remaining lives of our long lived assets. If we change our estimate of the remaining lives, we allocate the carrying value of the affected assets over their revised remaining lives. Disposition Activities In March 2018, we sold an office property ( one building) located in Minneapolis, MN with 193,594 rentable square feet for $20,000 , excluding closing costs. During the three months ended March 31, 2018 , we recorded a $640 loss on impairment of real estate to reduce the carrying value of this property to its estimated fair value less costs to sell. As of March 31, 2018 , we had two properties ( two buildings) with an aggregate carrying value of $18,080 classified as held for sale in our condensed consolidated balance sheets and included in continuing operations in our condensed consolidated statements of comprehensive income. In February 2018, we entered an agreement to sell one of these office properties ( one building) located in Sacramento, CA with 110,500 rentable square feet for $10,755 , excluding closing costs. This sale is expected to occur in the second quarter of 2018. During the three months ended March 31, 2018 , we recorded a $3,023 loss on impairment of real estate to reduce the carrying value of this property to its estimated fair value less costs to sell. In February 2018, we entered an agreement to sell the second of these office properties ( one building) located in Safford, AZ with 36,139 rentable square feet for $8,250 , excluding closing costs. During the three months ended March 31, 2018 , we recorded a $2,453 loss on impairment of real estate to reduce the carrying value of this property to its estimated fair value less costs to sell. In April 2018, the agreement to sell this property was terminated. In April 2018, we entered an agreement to sell an office property ( one building) located in New York, NY with 187,060 rentable square feet and a net book value of $96,633 at March 31, 2018 for $118,500 , excluding closing costs. This property did not meet the held for sale criteria as of March 31, 2018 . This sale is expected to occur in the second quarter of 2018. As part of our long term plans to reduce our leverage, we expect to sell additional properties. We are marketing or plan to market for sale 23 properties ( 55 buildings) with an aggregate carrying value of $467,677 as of March 31, 2018 . These properties did not meet the held for sale criteria as of March 31, 2018 . We cannot be sure we will sell our properties under agreement or any of our properties that we are marketing or plan to market for sale or sell them for prices in excess of our carrying values or that we will not recognize impairment losses with respect to these properties. In addition, our pending sales are subject to conditions; accordingly, we cannot be sure that we will complete these sales or that these sales will not be delayed or their terms will not change. Pro Forma Financial Information On October 2, 2017, we acquired First Potomac Realty Trust, or FPO, pursuant to a merger transaction, as a result of which we acquired 35 office properties ( 72 buildings) with 6,028,072 rentable square feet and FPO's 50% and 51% interests in two joint ventures that own two properties ( three buildings) with 443,867 rentable square feet, or collectively, the FPO Transaction. The aggregate value we paid at the closing of the FPO Transaction was $1,370,888 . We financed the FPO Transaction with the assumption of certain FPO mortgage debt, borrowings under our revolving credit facility and cash on hand, including net proceeds from our public offerings of common shares and senior unsecured notes. The following table presents our pro forma results of operations for the three months ended March 31, 2017 as if the FPO Transaction and related financing activities had occurred on January 1, 2017. The historical FPO results of operations included in this pro forma financial information have been adjusted to eliminate the results of operations of FPO properties and joint venture interests that were sold from January 1, 2017 to October 2, 2017, the closing date of the FPO Transaction. The effect of these adjustments was a decrease in pro forma rental income of $804 and a decrease in net income of $46,905 for the three months ended March 31, 2017 . This pro forma financial information is not necessarily indicative of what our actual financial position or results of operations would have been for the periods presented or for any future period. Differences could result from numerous factors, including future changes in our portfolio of investments, capital structure, property level operating expenses and revenues, including rents expected to be received on our existing leases or leases we may enter during and after 2018, changes in interest rates and other reasons. Actual future results are likely to be different from amounts presented in this pro forma financial information and such differences could be significant. Three Months Ended March 31, 2017 Rental income $ 110,305 Net loss (4,687 ) Net loss per share $ 0.05 Unconsolidated Joint Ventures We own noncontrolling interests in two joint ventures that own two properties ( three buildings). We account for these investments under the equity method of accounting. As of March 31, 2018 , our investment in unconsolidated joint ventures consisted of the following: Joint Venture GOV Ownership GOV Carrying Value of Investment at March 31, 2018 Property Type Number of Buildings Location Square Feet Prosperity Metro Plaza 51% $ 27,086 Office 2 Fairfax, VA 328,456 1750 H Street, NW 50% 21,672 Office 1 Washington, DC 115,411 Total $ 48,758 3 443,867 The following table provides a summary of the mortgage debt of our unconsolidated joint ventures: Joint Venture Interest Rate (1) Maturity Date Principal Balance at March 31, 2018 (2) Prosperity Metro Plaza 4.09% 12/1/2029 $ 50,000 1750 H Street, NW 3.69% 8/1/2024 32,000 Weighted Average/Total 3.93% $ 82,000 (1) Includes the effect of mark to market purchase accounting. (2) Reflects the entire balance of the debt secured by the properties and is not adjusted to reflect the interests in the joint venture we do not own. None of the debt is recourse to us. At March 31, 2018 , the aggregate $8,811 unamortized basis difference of our unconsolidated joint ventures is primarily attributable to the difference between the amount we paid to purchase our interest in these joint ventures, including transaction costs, and the historical carrying value of the net assets of these joint ventures. This difference is being amortized over the remaining useful life of the properties owned by these joint ventures and the resulting amortization expense is included in equity in earnings of investees in our condensed consolidated statements of comprehensive income. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2018 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | Revenue Recognition We recognize rental income from operating leases that contain fixed contractual rent changes on a straight line basis over the term of the lease agreements. Certain of our leases with government tenants provide the tenant the right to terminate before the lease expiration date if the legislature or other funding authority does not appropriate the funding necessary for the government tenant to meet its lease obligations; we have determined the fixed non-cancelable lease term of these leases to be the full term of the lease because we believe the occurrence of early terminations to be remote contingencies based on both our historical experience and our assessments of the likelihood of lease cancellation on a separate lease basis. We increased rental income to record revenue on a straight line basis by $3,091 and $1,300 for the three months ended March 31, 2018 and 2017 , respectively. Rents receivable include $29,613 and $27,267 of straight line rent receivables, net of allowance for doubtful accounts of $1,718 and $1,503 at March 31, 2018 and December 31, 2017 , respectively. |
Concentration
Concentration | 3 Months Ended |
Mar. 31, 2018 | |
Risks and Uncertainties [Abstract] | |
Concentration | Concentration Tenant and Credit Concentration We define annualized rental income as the annualized contractual base rents from our tenants pursuant to our lease agreements as of the measurement date, plus straight line rent adjustments and estimated recurring expense reimbursements to be paid to us, and excluding lease value amortization. The U.S. Government, 13 state governments and four other government tenants combined were responsible for approximately 63.2% and 87.9% of our annualized rental income as of March 31, 2018 and 2017 , respectively. The U.S. Government is our largest tenant by annualized rental income and was responsible for approximately 44.0% and 60.1% of our annualized rental income as of March 31, 2018 and 2017 , respectively. Geographic Concentration At March 31, 2018 , our 107 wholly owned properties ( 166 buildings) were located in 30 states and the District of Columbia. Consolidated properties located in Virginia, the District of Columbia, Maryland, California and Georgia were responsible for 23.2% , 17.6% , 15.0% , 9.6% and 5.8% of our annualized rental income as of March 31, 2018 , respectively. Consolidated properties located in the metropolitan Washington, D.C. market area were responsible for approximately 43.3% of our annualized rental income as of March 31, 2018 . |
Indebtedness
Indebtedness | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Indebtedness | Indebtedness Our principal debt obligations at March 31, 2018 were: (1) $570,000 of outstanding borrowings under our $750,000 unsecured revolving credit facility; (2) $550,000 aggregate outstanding principal amount of unsecured term loans; (3) $960,000 aggregate outstanding principal amount of senior unsecured notes; and (4) $182,248 aggregate outstanding principal amount of mortgage notes. Our $750,000 revolving credit facility, our $300,000 term loan and our $250,000 term loan are governed by a credit agreement, or our credit agreement, with a syndicate of institutional lenders that includes a number of features common to all of these credit arrangements. Our credit agreement also includes a feature under which the maximum aggregate borrowing availability may be increased to up to $2,500,000 on a combined basis in certain circumstances. Our $750,000 revolving credit facility is available for general business purposes, including acquisitions. The maturity date of our revolving credit facility is January 31, 2019 and, subject to the payment of an extension fee and meeting other conditions, we have an option to extend the stated maturity date of our revolving credit facility by one year to January 31, 2020. We can borrow, repay and reborrow funds available under our revolving credit facility until maturity and no principal repayment is due until maturity. We are required to pay interest at a rate of LIBOR plus a premium, which was 125 basis points per annum at March 31, 2018 , on borrowings under our revolving credit facility. We also pay a facility fee on the total amount of lending commitments under our revolving credit facility, which was 25 basis points per annum at March 31, 2018 . Both the interest rate premium and the facility fee are subject to adjustment based upon changes to our credit ratings. As of March 31, 2018 , the annual interest rate payable on borrowings under our revolving credit facility was 3.0% and the weighted average annual interest rate for borrowings under our revolving credit facility was 2.8% and 2.0% for the three months ended March 31, 2018 and 2017 , respectively. As of March 31, 2018 and May 1, 2018 , we had $570,000 and $580,000 outstanding under our revolving credit facility, respectively. Our $300,000 term loan, which matures on March 31, 2020, is prepayable without penalty at any time. We are required to pay interest at a rate of LIBOR plus a premium, which was 140 basis points per annum at March 31, 2018 , on the amount outstanding under our $300,000 term loan. The interest rate premium is subject to adjustment based upon changes to our credit ratings. As of March 31, 2018 , the annual interest rate for the amount outstanding under our $300,000 term loan was 3.3% . The weighted average annual interest rate under our $300,000 term loan was 3.0% and 2.2% for the three months ended March 31, 2018 and 2017 , respectively. Our $250,000 term loan, which matures on March 31, 2022, is prepayable without penalty at any time. We are required to pay interest at a rate of LIBOR plus a premium, which was 180 basis points per annum as of March 31, 2018 , on the amount outstanding under our $250,000 term loan. The interest rate premium is subject to adjustment based upon changes to our credit ratings. As of March 31, 2018 , the annual interest rate for the amount outstanding under our $250,000 term loan was 3.7% . The weighted average annual interest rate under our $250,000 term loan was 3.4% and 2.6% for the three months ended March 31, 2018 and 2017 , respectively. Our credit agreement and senior unsecured notes indentures and their supplements provide for acceleration of payment of all amounts due thereunder upon the occurrence and continuation of certain events of default, such as, in the case of our credit agreement, a change of control of us, which includes The RMR Group LLC, or RMR LLC, ceasing to act as our business and property manager. Our credit agreement and our senior unsecured notes indentures and their supplements also contain a number of covenants, including covenants that restrict our ability to incur debts, require us to maintain certain financial ratios and, in the case of our credit agreement, restrict our ability to make distributions under certain circumstances. We believe we were in compliance with the terms and conditions of the respective covenants under our credit agreement and senior unsecured notes indentures and their supplements at March 31, 2018 . At March 31, 2018 , eight of our consolidated properties ( eight buildings) with an aggregate net book value of $426,404 were encumbered by eight mortgages for an aggregate principal amount of $182,248 . Our mortgage notes are non-recourse, subject to certain limited exceptions and do not contain any material financial covenants. |
Fair Value of Assets and Liabil
Fair Value of Assets and Liabilities | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Assets and Liabilities | Fair Value of Assets and Liabilities The table below presents certain of our assets measured at fair value at March 31, 2018 , categorized by the level of inputs, as defined in the fair value hierarchy under GAAP, used in the valuation of each asset: Fair Value at Reporting Date Using Quoted Prices in Significant Active Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Description Total (Level 1) (Level 2) (Level 3) Recurring Fair Value Measurements Assets: Investment in RMR Inc. (1) $ 84,935 $ 84,935 $ — $ — Non-Recurring Fair Value Measurements Assets: Properties held for sale (2) $ 18,080 $ — $ 18,080 $ — (1) Our 1,214,225 shares of class A common stock of The RMR Group Inc., or RMR Inc., which are included in other assets in our condensed consolidated balance sheets, are reported at fair value which is based on quoted market prices (Level 1 inputs as defined in the fair value hierarchy under GAAP). Our historical cost basis for these shares is $26,888 as of March 31, 2018 . During the three months ended March 31, 2018 , we recorded an unrealized gain of $12,931 to adjust the carrying value of our investment in RMR Inc. shares to their fair value. (2) We estimated the fair value of two properties ( two buildings) held for sale at March 31, 2018 based upon negotiated sale agreements with third parties less estimated sale costs (Level 2 inputs as defined in the fair value hierarchy under GAAP). See Note 4 for further details. In addition to the assets described in the table above, our financial instruments include our cash and cash equivalents, restricted cash, rents receivable, mortgage notes receivable, accounts payable, revolving credit facility, term loans, senior unsecured notes, mortgage notes payable, amounts due to related persons, other accrued expenses and security deposits. At March 31, 2018 and December 31, 2017 , the fair values of our financial instruments approximated their carrying values in our condensed consolidated financial statements due to their short term nature or variable interest rates, except as follows: As of March 31, 2018 As of December 31, 2017 Carrying Amount (1) Fair Value Carrying Amount (1) Fair Value Senior unsecured notes, 3.75% interest rate, due in 2019 $ 348,381 $ 351,673 $ 348,096 $ 354,993 Senior unsecured notes, 5.875% interest rate, due in 2046 300,318 314,464 300,232 320,416 Senior unsecured notes, 4.000% interest rate, due in 2022 296,044 301,044 295,812 302,655 Mortgage note payable, 4.050% interest rate, due in 2030 (2) 64,343 63,918 64,293 65,198 Mortgage note payable, 5.720% interest rate, due in 2020 (2) 35,786 35,812 36,085 36,332 Mortgage note payable, 4.220% interest rate, due in 2022 (2) 27,742 28,081 27,906 28,432 Mortgage note payable, 4.800% interest rate, due in 2023 (2) 25,394 25,488 25,501 25,904 Mortgage note payable, 5.877% interest rate, due in 2021 (2) 13,560 14,345 13,620 14,565 Mortgage note payable, 7.000% interest rate, due in 2019 (2) 8,291 8,410 8,391 8,555 Mortgage note payable, 8.150% interest rate, due in 2021 (2) 3,823 4,014 4,111 4,340 Mortgage note payable, 4.260% interest rate, due in 2020 (2) 3,144 3,151 3,193 3,216 $ 1,126,826 $ 1,150,400 $ 1,127,240 $ 1,164,606 (1) Carrying amount includes certain unamortized debt issuance costs and unamortized premiums and discounts. (2) We assumed these mortgages in connection with our acquisitions of the encumbered properties. The stated interest rates for these mortgage debts are the contractually stated rates. We recorded the assumed mortgages at estimated fair value on the date of acquisition and we are amortizing the fair value premiums, if any, to interest expense over the respective terms of the mortgages to reduce interest expense to the estimated market interest rates as of the date of acquisition. We estimated the fair value of our senior unsecured notes due 2019 and due 2022 using an average of the bid and ask price of the notes as of the measurement date (Level 2 inputs as defined in the fair value hierarchy under GAAP). We estimated the fair value of our senior unsecured notes due 2046 based on the closing price on The Nasdaq Stock Market LLC, or Nasdaq, as of the measurement date (Level 1 inputs as defined in the fair value hierarchy under GAAP). We estimated the fair values of our mortgage notes payable by using discounted cash flow analyses and currently prevailing market terms as of the measurement date (Level 3 inputs as defined in the fair value hierarchy under GAAP). Because Level 3 inputs are unobservable, our estimated fair value may differ materially from the actual fair value. |
Shareholders' Equity
Shareholders' Equity | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders’ Equity Share Awards On April 3, 2018, in accordance with our Trustee compensation arrangements, we granted 3,000 of our common shares, valued at $13.59 per share, the closing price of our common shares on Nasdaq on that day, to our Managing Trustee, who was elected as a Managing Trustee that day. Share Purchases On January 1, 2018, we purchased 617 of our common shares valued at a price per share of $18.54 , the closing price of our common shares on Nasdaq on December 29, 2017, from a former employee of RMR LLC in satisfaction of tax withholding and payment obligations in connection with the vesting of awards of our common shares. Distributions On February 26, 2018, we paid a regular quarterly distribution to common shareholders of record on January 29, 2018 of $0.43 per share, or $42,632 . On April 19, 2018, we declared a regular quarterly distribution payable to common shareholders of record on April 30, 2018 of $0.43 per share, or $42,634 . We expect to pay this distribution on or about May 21, 2018 using cash on hand and borrowings under our revolving credit facility. Cumulative Other Comprehensive Income Cumulative other comprehensive income represents our share of the comprehensive income of our equity method investees, SIR and Affiliates Insurance Company, or AIC. See Notes 11 and 12 for further information regarding these investments. The following table presents changes in the amounts we recognized in cumulative other comprehensive income by component for the three months ended March 31, 2018 : Three Months Ended March 31, 2018 Unrealized Gain Equity in on Investment Unrealized in Equity Gain (Loss) Securities of Investees Total Balance at December 31, 2017 $ 45,116 $ 15,311 $ 60,427 Amounts reclassified from cumulative other comprehensive income to cumulative net income (45,116 ) (14,325 ) (59,441 ) Other comprehensive loss before reclassifications — (22 ) (22 ) Amounts reclassified from cumulative other comprehensive income to net income (1) — (19 ) (19 ) Net current period other comprehensive loss — (41 ) (41 ) Balance at March 31, 2018 $ — $ 945 $ 945 (1) Amounts reclassified from cumulative other comprehensive loss to net income are included in equity in earnings of investees in our condensed consolidated statements of comprehensive income. Temporary Equity As of March 31, 2018 and December 31, 2017, one of our subsidiaries had 1,813,504 of 5.5% Series A Cumulative Preferred Units, or Preferred Units, outstanding. The $20,496 carrying value of these Preferred Units is recorded as temporary equity on our condensed consolidated balance sheets. On May 1, 2018, our subsidiary redeemed all of the outstanding Preferred Units for $11.15 per unit plus accrued and unpaid distributions (an aggregate of $20,310 ), using cash on hand and borrowings under our revolving credit facility. |
Business and Property Managemen
Business and Property Management Agreements with RMR LLC | 3 Months Ended |
Mar. 31, 2018 | |
Property Management Fee [Abstract] | |
Business and Property Management Agreements with RMR LLC | Business and Property Management Agreements with RMR LLC We have no employees. The personnel and various services we require to operate our business are provided to us by RMR LLC. We have two agreements with RMR LLC to provide management services to us: (1) a business management agreement, which relates to our business generally; and (2) a property management agreement, which relates to our property level operations. Pursuant to our business management agreement with RMR LLC, we recognized net business management fees of $7,309 and $2,704 for the three months ended March 31, 2018 and 2017 , respectively. The net business management fees payable to RMR LLC for the three months ended March 31, 2018 include estimated 2018 incentive fees of $2,887 based on our common share total return, as defined, as of March 31, 2018. Although we recognized estimated incentive fees in accordance with GAAP, the actual amount of incentive fees payable to RMR LLC for 2018, if any, will be based on our common share total return, as defined, for the three year period ending December 31, 2018, and will be payable in 2019. No incentive management fee was payable for the year ended December 31, 2017. These amounts are included in general and administrative expenses in our condensed consolidated statements of comprehensive income. Pursuant to our property management agreement with RMR LLC, we recognized aggregate net property management and construction supervision fees of $3,349 and $2,466 for the three months ended March 31, 2018 and 2017 , respectively. These amounts are included in other operating expenses or have been capitalized, as appropriate, in our condensed consolidated financial statements. We are generally responsible for all of our operating expenses, including certain expenses incurred by RMR LLC on our behalf. Our property level operating expenses, including certain payroll and related costs incurred by RMR LLC, are generally incorporated into rents charged to our tenants. We reimbursed RMR LLC $4,969 and $3,391 for property management related expenses for the three months ended March 31, 2018 and 2017 , respectively, which amounts are included in other operating expenses in our condensed consolidated statements of comprehensive income. In addition, we are responsible for our share of RMR LLC’s costs for providing our internal audit function. The amount recognized as expense for internal audit costs was $69 and $67 for the three months ended March 31, 2018 and 2017 , respectively, which amounts are included in general and administrative expenses in our condensed consolidated statements of comprehensive income. |
Related Person Transactions
Related Person Transactions | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Person Transactions | Related Person Transactions We have relationships and historical and continuing transactions with RMR LLC, RMR Inc., SIR, AIC and others related to them, including other companies to which RMR LLC or its subsidiaries provide management services and which have trustees, directors and officers who are also our Trustees or officers. Our Manager, RMR LLC. We have two agreements with RMR LLC to provide management services to us. See Note 10 for further information regarding our management agreements with RMR LLC. Leases with RMR LLC. We lease office space to RMR LLC in certain of our properties for RMR LLC's property management offices. We recognized rental income from RMR LLC for leased office space of $218 and $92 for the three months ended March 31, 2018 and 2017, respectively. Our office space leases with RMR LLC are terminable by RMR LLC if our management agreements with RMR LLC are terminated. RMR Inc. RMR LLC is a majority owned subsidiary of RMR Inc. and RMR Inc. is the managing member of RMR LLC. Adam D. Portnoy, one of our Managing Trustees, is the sole trustee of ABP Trust, the controlling shareholder of RMR Inc., and is a managing director, president and chief executive officer of RMR Inc., an officer of ABP Trust and RMR LLC and a managing trustee or managing director of all of the public companies to which RMR LLC or its subsidiaries provide management services. Mark L. Kleifges, our other Managing Trustee, also serves as an executive officer of RMR LLC. As of March 31, 2018 , we owned 1,214,225 shares of class A common stock of RMR Inc. See Note 8 for further information regarding our investment in RMR Inc. SIR . We are SIR’s largest shareholder. As of March 31, 2018 , we owned 24,918,421 of SIR's common shares, or approximately 27.8% of its outstanding common shares. Adam D. Portnoy, one of our Managing Trustees, also serves as a managing trustee of SIR, and our President and Chief Operating Officer also serves as a managing trustee and the president and chief operating officer of SIR. RMR LLC provides management services to SIR and us. See Note 12 for further information regarding our investment in SIR. AIC . We, ABP Trust, SIR and four other companies to which RMR LLC provides management services currently own AIC in equal amounts. We and the other AIC shareholders participate in a combined property insurance program arranged and reinsured in part by AIC. As of March 31, 2018 and December 31, 2017, our investment in AIC had a carrying value of $8,255 and $8,304 , respectively. These amounts are included in other assets in our condensed consolidated balance sheets. We recognized income related to our investment in AIC, which is presented as equity in earnings of investees in our condensed consolidated statements of comprehensive income. Our other comprehensive income includes our proportionate part of unrealized gains on securities which are owned by AIC related to our investment in AIC. For further information about these and other such relationships and certain other related person transactions, refer to our Annual Report. |
Equity Investment in Select Inc
Equity Investment in Select Income REIT | 3 Months Ended |
Mar. 31, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Investment in Select Income REIT | Equity Investment in Select Income REIT As described in Note 11, as of March 31, 2018 , we owned 24,918,421 , or approximately 27.8% , of the then outstanding SIR common shares. SIR is a real estate investment trust that owns properties that are primarily net leased to single tenants. We account for our investment in SIR under the equity method. Under the equity method, we record our proportionate share of SIR’s net income as equity in earnings of investees in our condensed consolidated statements of comprehensive income. During the three months ended March 31, 2018 and 2017 , we recorded $10,289 and $2,611 of equity in the earnings of SIR, respectively. Our other comprehensive income includes our proportionate share of SIR’s unrealized gains of $51 and $4,492 for the three months ended March 31, 2018 and 2017 , respectively. The adjusted GAAP cost basis of our investments in SIR was less than our proportionate share of SIR’s total shareholders’ equity book value on the dates we acquired the shares. As of March 31, 2018 and December 31, 2017, our basis difference was $122,579 and $87,137 , respectively, and as required under GAAP, we are accreting this basis difference to earnings over the estimated remaining useful lives of certain real estate assets and intangible assets and liabilities owned by SIR. The increase in the basis difference primarily relates to SIR's capital finance activities and changes in its net equity during the three months ended March 31, 2018 . This accretion increased our equity in the earnings of SIR by $1,044 and $736 for the three months ended March 31, 2018 and 2017 , respectively. As of March 31, 2018 , our investment in SIR had a carrying value of $465,131 and a market value, based on the closing price of SIR common shares on Nasdaq on March 31, 2018, of $485,411 . We periodically evaluate our equity investment in SIR for possible indicators of other than temporary impairment whenever events or changes in circumstances indicate the carrying amount of the investment might not be recoverable. These indicators may include the length of time the market value of our investment is below our cost basis, the financial condition of SIR, our intent and ability to be a long term holder of the investment and other considerations. If the decline in fair value is judged to be other than temporary, we may record an impairment charge to adjust the basis of the investment to its fair value. During each of the three months ended March 31, 2018 and 2017 , we received aggregate cash distributions from SIR totaling $12,708 . The following presents summarized financial data of SIR as reported in SIR’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018 , or the SIR Quarterly Report. References in our condensed consolidated financial statements to the SIR Quarterly Report are included as references to the source of the data only, and the information in the SIR Quarterly Report is not incorporated by reference into our condensed consolidated financial statements. Condensed Consolidated Balance Sheets March 31, December 31, 2018 2017 Real estate properties, net $ 3,888,100 $ 3,905,616 Acquired real estate leases, net 461,577 477,577 Properties held for sale 5,829 5,829 Cash and cash equivalents 30,884 658,719 Rents receivable, net 131,445 127,672 Other assets, net 151,174 127,617 Total assets $ 4,669,009 $ 5,303,030 Unsecured revolving credit facility $ 107,000 $ — Industrial Logistics Properties Trust revolving credit facility 302,000 750,000 Unsecured term loan, net — 348,870 Senior unsecured notes, net 1,428,571 1,777,425 Mortgage notes payable, net 210,749 210,785 Assumed real estate lease obligations, net 66,577 68,783 Other liabilities 125,668 155,348 Total shareholders' equity attributable to SIR 2,110,595 1,991,819 Noncontrolling interest in consolidated subsidiary 317,849 — Total liabilities and shareholders' equity $ 4,669,009 $ 5,303,030 Condensed Consolidated Statements of Income Three Months Ended March 31, 2018 2017 Rental income $ 99,755 $ 97,344 Tenant reimbursements and other income 20,874 18,950 Total revenues 120,629 116,294 Real estate taxes 11,788 10,843 Other operating expenses 15,282 12,867 Depreciation and amortization 34,946 33,740 General and administrative 13,941 14,901 Write-off of straight line rents receivable, net — 12,517 Loss on asset impairment — 4,047 Total expenses 75,957 88,915 Operating income 44,672 27,379 Dividend income 397 397 Unrealized gain on equity securities 16,900 — Interest income 510 13 Interest expense (23,492 ) (21,087 ) Loss on early extinguishment of debt (1,192 ) — Income before income tax expense and equity in earnings of an investee 37,795 6,702 Income tax expense (160 ) (102 ) Equity in earnings of an investee 44 128 Net income 37,679 6,728 Net income allocated to noncontrolling interest (4,479 ) — Net income attributed to SIR $ 33,200 $ 6,728 Weighted average common shares outstanding (basic) 89,382 89,331 Weighted average common shares outstanding (diluted) $ 89,390 $ 89,348 Net income attributed to SIR per common share (basic and diluted) $ 0.37 $ 0.08 |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We operate in two separate reportable business segments: ownership of real estate properties and our equity method investment in SIR. Three Months Ended March 31, 2018 Investment Investment in Real Estate in SIR Corporate Consolidated Rental income $ 108,717 $ — $ — $ 108,717 Expenses: Real estate taxes 12,964 — — 12,964 Utility expenses 6,690 — — 6,690 Other operating expenses 22,837 — — 22,837 Depreciation and amortization 44,204 — — 44,204 Loss on impairment of real estate 6,116 — — 6,116 General and administrative — — 9,606 9,606 Total expenses 92,811 — 9,606 102,417 Operating income (loss) 15,906 — (9,606 ) 6,300 Dividend income — — 304 304 Unrealized gain on equity securities — 12,931 12,931 Interest income 57 — 59 116 Interest expense (2,096 ) — (20,670 ) (22,766 ) Income (loss) from continuing operations before income taxes and equity in earnings (losses) of investees 13,867 — (16,982 ) (3,115 ) Income tax expense — — (32 ) (32 ) Equity in earnings (losses) of investees (621 ) 10,289 44 9,712 Net income (loss) $ 13,246 $ 10,289 $ (16,970 ) $ 6,565 Preferred units of limited partnership distributions — — (278 ) (278 ) Net income (loss) available for common shareholders $ 13,246 $ 10,289 $ (17,248 ) $ 6,287 As of March 31, 2018 Investment Investment in Real Estate in SIR Corporate Consolidated Total Assets $ 3,078,889 $ 465,131 $ 111,604 $ 3,655,624 Three Months Ended March 31, 2017 Investment Investment in Real Estate in SIR Corporate Consolidated Rental income $ 69,296 $ — $ — $ 69,296 Expenses: Real estate taxes 8,177 — — 8,177 Utility expenses 4,606 — — 4,606 Other operating expenses 13,992 — — 13,992 Depreciation and amortization 20,505 — — 20,505 General and administrative — — 3,962 3,962 Total expenses 47,280 — 3,962 51,242 Operating income (loss) 22,016 — (3,962 ) 18,054 Dividend income — — 304 304 Interest income 46 — 15 61 Interest expense (432 ) — (13,149 ) (13,581 ) Income (loss) from continuing operations before income taxes and equity in earnings of investees 21,630 — (16,792 ) 4,838 Income tax expense — — (18 ) (18 ) Equity in earnings of investees — 2,611 128 2,739 Income (loss) from continuing operations 21,630 2,611 (16,682 ) 7,559 Loss from discontinued operations (144 ) — — (144 ) Net income (loss) available for common shareholders $ 21,486 $ 2,611 $ (16,682 ) $ 7,415 As of December 31, 2017 Investment Investment in Real Estate in SIR Corporate Consolidated Total Assets $ 3,138,764 $ 467,499 $ 97,302 $ 3,703,565 |
Recent Accounting Pronounceme21
Recent Accounting Pronouncements (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements On January 1, 2018, we adopted the Financial Accounting Standards Board, or FASB, Accounting Standards Update, or ASU, No. 2014-09 (and related clarifying guidance issued by the FASB), Revenue From Contracts With Customers , which outlines a comprehensive model for entities to use in accounting for revenue arising from contracts with customers. ASU No. 2014-09 states that “an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.” While ASU No. 2014-09 specifically references contracts with customers, it may apply to certain other transactions such as the sale of real estate or equipment. A substantial portion of our revenue consists of rental income from leasing arrangements, which is specifically excluded from ASU No. 2014-09. We have adopted ASU No. 2014-09 using the modified retrospective approach, which resulted in an adjustment to reclassify a previous deferred gain on sale of real estate of $712 from accounts payable and other liabilities to cumulative net income. The adoption of ASU No. 2014-09 did not have a material impact on the amount or timing of our revenue recognition in our consolidated financial statements except for profit recognition on real estate sales. On January 1, 2018, we adopted FASB ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities , which changes how entities measure certain equity investments and present changes in the fair value of financial liabilities measured under the fair value option that are attributable to their own credit. The implementation of ASU No. 2016-01 resulted in the reclassification of historical changes in the fair value of our available for sale equity securities of $45,116 from cumulative other comprehensive income to cumulative net income. We also reclassified $14,325 from cumulative other comprehensive income to cumulative net income for our share of cumulative other comprehensive income of our equity method investee, Select Income REIT, or SIR. Effective January 1, 2018, changes in the fair value of our equity securities are recorded through earnings in accordance with ASU No. 2016-01. On January 1, 2018, we adopted FASB ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments , which clarifies how companies present and classify certain cash receipts and cash payments in the statements of cash flows. The implementation of this update resulted in the reclassification of $736 of accretion recorded in our equity in the earnings of SIR, from cash flow from investing activities to cash flow from operating activities for the three months ended March 31, 2017. See Note 12 for further information regarding our investment in SIR. On January 1, 2018, we adopted FASB ASU No. 2016-18, Restricted Cash , which requires companies to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. The implementation of ASU 2016-18 resulted in a decrease of $173 of net cash provided by operating activities for the three months ended March 31, 2017. This update also requires a reconciliation of the totals in the statement of cash flows to the related captions in the balance sheets. As a result, amounts included in restricted cash on our condensed consolidated balance sheets are included with cash and cash equivalents on the condensed consolidated statements of cash flows. Restricted cash, which consists of amounts escrowed for future real estate taxes, insurance, leasing costs, capital expenditures and debt service, as required by certain of our mortgage debts, totaled $4,766 and $703 as of March 31, 2018 and 2017, respectively. The adoption of this update did not change our balance sheet presentation. In February 2016, the FASB issued ASU No. 2016-02, Leases , which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). ASU No. 2016-02 requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase of the leased asset by the lessee. This classification will determine whether the lease expense is recognized based on an effective interest method or on a straight line basis over the term of the lease. A lessee is also required to record a right of use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales type leases, direct financing leases and operating leases. ASU No. 2016-02 is effective for reporting periods beginning after December 15, 2018, with early adoption permitted. We are currently assessing the potential impact the adoption of ASU No. 2016-02 will have in our condensed consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which requires that entities use a new forward looking “expected loss” model that generally will result in the earlier recognition of allowance for credit losses. The measurement of expected credit losses is based upon historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. ASU No. 2016-13 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. We are currently assessing the potential impact the adoption of ASU No. 2016-13 will have in our condensed consolidated financial statements. We currently expect to adopt the standard using the modified retrospective approach. |
Weighted Average Common Shares
Weighted Average Common Shares (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share, Basic and Diluted [Abstract] | |
Weighted Average Common Share Amounts | The following table provides a reconciliation of the weighted average number of common shares used in the calculation of basic and diluted earnings per share (in thousands): For the Three Months Ended March 31, 2018 2017 Weighted average common shares for basic earnings per share 99,041 71,079 Effect of dilutive securities: unvested share awards 8 15 Weighted average common shares for diluted earnings per share 99,049 71,094 |
Real Estate Properties (Tables)
Real Estate Properties (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Real Estate [Abstract] | |
Schedule of Pro Forma Information | The following table presents our pro forma results of operations for the three months ended March 31, 2017 as if the FPO Transaction and related financing activities had occurred on January 1, 2017. The historical FPO results of operations included in this pro forma financial information have been adjusted to eliminate the results of operations of FPO properties and joint venture interests that were sold from January 1, 2017 to October 2, 2017, the closing date of the FPO Transaction. The effect of these adjustments was a decrease in pro forma rental income of $804 and a decrease in net income of $46,905 for the three months ended March 31, 2017 . This pro forma financial information is not necessarily indicative of what our actual financial position or results of operations would have been for the periods presented or for any future period. Differences could result from numerous factors, including future changes in our portfolio of investments, capital structure, property level operating expenses and revenues, including rents expected to be received on our existing leases or leases we may enter during and after 2018, changes in interest rates and other reasons. Actual future results are likely to be different from amounts presented in this pro forma financial information and such differences could be significant. Three Months Ended March 31, 2017 Rental income $ 110,305 Net loss (4,687 ) Net loss per share $ 0.05 |
Schedule of Joint Ventures | As of March 31, 2018 , our investment in unconsolidated joint ventures consisted of the following: Joint Venture GOV Ownership GOV Carrying Value of Investment at March 31, 2018 Property Type Number of Buildings Location Square Feet Prosperity Metro Plaza 51% $ 27,086 Office 2 Fairfax, VA 328,456 1750 H Street, NW 50% 21,672 Office 1 Washington, DC 115,411 Total $ 48,758 3 443,867 The following table provides a summary of the mortgage debt of our unconsolidated joint ventures: Joint Venture Interest Rate (1) Maturity Date Principal Balance at March 31, 2018 (2) Prosperity Metro Plaza 4.09% 12/1/2029 $ 50,000 1750 H Street, NW 3.69% 8/1/2024 32,000 Weighted Average/Total 3.93% $ 82,000 (1) Includes the effect of mark to market purchase accounting. (2) Reflects the entire balance of the debt secured by the properties and is not adjusted to reflect the interests in the joint venture we do not own. None of the debt is recourse to us. |
Fair Value of Assets and Liab24
Fair Value of Assets and Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of assets measured on a recurring and non-recurring basis at fair value, categorized by the level of inputs used in the valuation assets | The table below presents certain of our assets measured at fair value at March 31, 2018 , categorized by the level of inputs, as defined in the fair value hierarchy under GAAP, used in the valuation of each asset: Fair Value at Reporting Date Using Quoted Prices in Significant Active Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Description Total (Level 1) (Level 2) (Level 3) Recurring Fair Value Measurements Assets: Investment in RMR Inc. (1) $ 84,935 $ 84,935 $ — $ — Non-Recurring Fair Value Measurements Assets: Properties held for sale (2) $ 18,080 $ — $ 18,080 $ — (1) Our 1,214,225 shares of class A common stock of The RMR Group Inc., or RMR Inc., which are included in other assets in our condensed consolidated balance sheets, are reported at fair value which is based on quoted market prices (Level 1 inputs as defined in the fair value hierarchy under GAAP). Our historical cost basis for these shares is $26,888 as of March 31, 2018 . During the three months ended March 31, 2018 , we recorded an unrealized gain of $12,931 to adjust the carrying value of our investment in RMR Inc. shares to their fair value. (2) We estimated the fair value of two properties ( two buildings) held for sale at March 31, 2018 based upon negotiated sale agreements with third parties less estimated sale costs (Level 2 inputs as defined in the fair value hierarchy under GAAP). See Note 4 for further details. |
Schedule of fair value and carrying value of financial instruments | At March 31, 2018 and December 31, 2017 , the fair values of our financial instruments approximated their carrying values in our condensed consolidated financial statements due to their short term nature or variable interest rates, except as follows: As of March 31, 2018 As of December 31, 2017 Carrying Amount (1) Fair Value Carrying Amount (1) Fair Value Senior unsecured notes, 3.75% interest rate, due in 2019 $ 348,381 $ 351,673 $ 348,096 $ 354,993 Senior unsecured notes, 5.875% interest rate, due in 2046 300,318 314,464 300,232 320,416 Senior unsecured notes, 4.000% interest rate, due in 2022 296,044 301,044 295,812 302,655 Mortgage note payable, 4.050% interest rate, due in 2030 (2) 64,343 63,918 64,293 65,198 Mortgage note payable, 5.720% interest rate, due in 2020 (2) 35,786 35,812 36,085 36,332 Mortgage note payable, 4.220% interest rate, due in 2022 (2) 27,742 28,081 27,906 28,432 Mortgage note payable, 4.800% interest rate, due in 2023 (2) 25,394 25,488 25,501 25,904 Mortgage note payable, 5.877% interest rate, due in 2021 (2) 13,560 14,345 13,620 14,565 Mortgage note payable, 7.000% interest rate, due in 2019 (2) 8,291 8,410 8,391 8,555 Mortgage note payable, 8.150% interest rate, due in 2021 (2) 3,823 4,014 4,111 4,340 Mortgage note payable, 4.260% interest rate, due in 2020 (2) 3,144 3,151 3,193 3,216 $ 1,126,826 $ 1,150,400 $ 1,127,240 $ 1,164,606 (1) Carrying amount includes certain unamortized debt issuance costs and unamortized premiums and discounts. (2) We assumed these mortgages in connection with our acquisitions of the encumbered properties. The stated interest rates for these mortgage debts are the contractually stated rates. We recorded the assumed mortgages at estimated fair value on the date of acquisition and we are amortizing the fair value premiums, if any, to interest expense over the respective terms of the mortgages to reduce interest expense to the estimated market interest rates as of the date of acquisition. |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Schedule of changes in each component of cumulative other comprehensive income (loss) | The following table presents changes in the amounts we recognized in cumulative other comprehensive income by component for the three months ended March 31, 2018 : Three Months Ended March 31, 2018 Unrealized Gain Equity in on Investment Unrealized in Equity Gain (Loss) Securities of Investees Total Balance at December 31, 2017 $ 45,116 $ 15,311 $ 60,427 Amounts reclassified from cumulative other comprehensive income to cumulative net income (45,116 ) (14,325 ) (59,441 ) Other comprehensive loss before reclassifications — (22 ) (22 ) Amounts reclassified from cumulative other comprehensive income to net income (1) — (19 ) (19 ) Net current period other comprehensive loss — (41 ) (41 ) Balance at March 31, 2018 $ — $ 945 $ 945 (1) Amounts reclassified from cumulative other comprehensive loss to net income are included in equity in earnings of investees in our condensed consolidated statements of comprehensive income. |
Equity Investment in Select I26
Equity Investment in Select Income REIT (Tables) - SIR | 3 Months Ended |
Mar. 31, 2018 | |
Schedule Of Summarized Balance Sheet Information Of Equity Method Investee | Condensed Consolidated Balance Sheets March 31, December 31, 2018 2017 Real estate properties, net $ 3,888,100 $ 3,905,616 Acquired real estate leases, net 461,577 477,577 Properties held for sale 5,829 5,829 Cash and cash equivalents 30,884 658,719 Rents receivable, net 131,445 127,672 Other assets, net 151,174 127,617 Total assets $ 4,669,009 $ 5,303,030 Unsecured revolving credit facility $ 107,000 $ — Industrial Logistics Properties Trust revolving credit facility 302,000 750,000 Unsecured term loan, net — 348,870 Senior unsecured notes, net 1,428,571 1,777,425 Mortgage notes payable, net 210,749 210,785 Assumed real estate lease obligations, net 66,577 68,783 Other liabilities 125,668 155,348 Total shareholders' equity attributable to SIR 2,110,595 1,991,819 Noncontrolling interest in consolidated subsidiary 317,849 — Total liabilities and shareholders' equity $ 4,669,009 $ 5,303,030 |
Schedule Of Summarized Income Statement Information Of Equity Method Investee | Condensed Consolidated Statements of Income Three Months Ended March 31, 2018 2017 Rental income $ 99,755 $ 97,344 Tenant reimbursements and other income 20,874 18,950 Total revenues 120,629 116,294 Real estate taxes 11,788 10,843 Other operating expenses 15,282 12,867 Depreciation and amortization 34,946 33,740 General and administrative 13,941 14,901 Write-off of straight line rents receivable, net — 12,517 Loss on asset impairment — 4,047 Total expenses 75,957 88,915 Operating income 44,672 27,379 Dividend income 397 397 Unrealized gain on equity securities 16,900 — Interest income 510 13 Interest expense (23,492 ) (21,087 ) Loss on early extinguishment of debt (1,192 ) — Income before income tax expense and equity in earnings of an investee 37,795 6,702 Income tax expense (160 ) (102 ) Equity in earnings of an investee 44 128 Net income 37,679 6,728 Net income allocated to noncontrolling interest (4,479 ) — Net income attributed to SIR $ 33,200 $ 6,728 Weighted average common shares outstanding (basic) 89,382 89,331 Weighted average common shares outstanding (diluted) $ 89,390 $ 89,348 Net income attributed to SIR per common share (basic and diluted) $ 0.37 $ 0.08 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Segment Information | Three Months Ended March 31, 2018 Investment Investment in Real Estate in SIR Corporate Consolidated Rental income $ 108,717 $ — $ — $ 108,717 Expenses: Real estate taxes 12,964 — — 12,964 Utility expenses 6,690 — — 6,690 Other operating expenses 22,837 — — 22,837 Depreciation and amortization 44,204 — — 44,204 Loss on impairment of real estate 6,116 — — 6,116 General and administrative — — 9,606 9,606 Total expenses 92,811 — 9,606 102,417 Operating income (loss) 15,906 — (9,606 ) 6,300 Dividend income — — 304 304 Unrealized gain on equity securities — 12,931 12,931 Interest income 57 — 59 116 Interest expense (2,096 ) — (20,670 ) (22,766 ) Income (loss) from continuing operations before income taxes and equity in earnings (losses) of investees 13,867 — (16,982 ) (3,115 ) Income tax expense — — (32 ) (32 ) Equity in earnings (losses) of investees (621 ) 10,289 44 9,712 Net income (loss) $ 13,246 $ 10,289 $ (16,970 ) $ 6,565 Preferred units of limited partnership distributions — — (278 ) (278 ) Net income (loss) available for common shareholders $ 13,246 $ 10,289 $ (17,248 ) $ 6,287 As of March 31, 2018 Investment Investment in Real Estate in SIR Corporate Consolidated Total Assets $ 3,078,889 $ 465,131 $ 111,604 $ 3,655,624 Three Months Ended March 31, 2017 Investment Investment in Real Estate in SIR Corporate Consolidated Rental income $ 69,296 $ — $ — $ 69,296 Expenses: Real estate taxes 8,177 — — 8,177 Utility expenses 4,606 — — 4,606 Other operating expenses 13,992 — — 13,992 Depreciation and amortization 20,505 — — 20,505 General and administrative — — 3,962 3,962 Total expenses 47,280 — 3,962 51,242 Operating income (loss) 22,016 — (3,962 ) 18,054 Dividend income — — 304 304 Interest income 46 — 15 61 Interest expense (432 ) — (13,149 ) (13,581 ) Income (loss) from continuing operations before income taxes and equity in earnings of investees 21,630 — (16,792 ) 4,838 Income tax expense — — (18 ) (18 ) Equity in earnings of investees — 2,611 128 2,739 Income (loss) from continuing operations 21,630 2,611 (16,682 ) 7,559 Loss from discontinued operations (144 ) — — (144 ) Net income (loss) available for common shareholders $ 21,486 $ 2,611 $ (16,682 ) $ 7,415 As of December 31, 2017 Investment Investment in Real Estate in SIR Corporate Consolidated Total Assets $ 3,138,764 $ 467,499 $ 97,302 $ 3,703,565 |
Recent Accounting Pronounceme28
Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Deferred gain on sale of real estate | $ 712 | ||
Unrealized gain on investment in equity securities | $ 0 | $ 12,142 | |
Equity in earnings of investees | 9,712 | 2,739 | |
Decrease in cash provided by operating activities | (35,267) | (26,225) | |
Restricted cash | 4,766 | 703 | 3,111 |
ASU 2016-01 | Other Comprehensive Income (Loss) | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Unrealized gain on investment in equity securities | 45,116 | ||
ASU 2016-15 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Accretion in equity of earnings | $ (736) | ||
ASU 2016-18 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Decrease in cash provided by operating activities | $ 173 | ||
Equity Method Investee, Select Income REIT, or SIR | ASU 2016-01 | Other Comprehensive Income (Loss) | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Equity in earnings of investees | $ 14,325 |
Weighted Average Common Share29
Weighted Average Common Shares (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Earnings Per Share, Basic and Diluted [Abstract] | ||
Weighted average common shares for basic earnings per share (in shares) | 99,041 | 71,079 |
Effect of dilutive securities: unvested share awards (in shares) | 8 | 15 |
Weighted average common shares for diluted earnings per share (in shares) | 99,049 | 71,094 |
Real Estate Properties - Additi
Real Estate Properties - Additional Information (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($)ft²leasebuildingjoint_ventureproperty | |
Real Estate Properties [Line Items] | |
Number of properties owned | property | 107 |
Number of buildings | building | 166 |
Number of joint ventures | joint_venture | 2 |
Number of properties, noncontrolling interest | property | 2 |
Number of buildings, noncontrolling interest | building | 3 |
Number of leases entered | lease | 33 |
Rentable square feet (in sqft) | ft² | 280,419 |
Weighted average lease term | 5 years 7 months 6 days |
Expenditures committed on leases | $ | $ 7,998 |
Committed but unspent tenant related obligations estimated | $ | $ 32,762 |
Continuing operations | |
Real Estate Properties [Line Items] | |
Number of properties owned | property | 107 |
Number of buildings | building | 166 |
Carry value of properties | $ | $ 2,953,770 |
Real Estate Properties - Dispos
Real Estate Properties - Disposition Activities (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | ||||
Apr. 30, 2018USD ($)ft²buildingproperty | Mar. 31, 2018USD ($)ft²buildingproperty | Feb. 28, 2018USD ($)ft²buildingproperty | Mar. 31, 2018USD ($)ft²buildingproperty | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | |
Real Estate Properties [Line Items] | ||||||
Number of properties | property | 107 | 107 | ||||
Number of buildings | building | 166 | 166 | ||||
Number of assets held for sale | property | 2 | |||||
Assets of properties held for sale | $ 18,080 | $ 18,080 | $ 0 | |||
Loss on impairment of real estate | 6,116 | $ 0 | ||||
Net book value | $ 2,583,404 | $ 2,583,404 | $ 2,633,873 | |||
Office Building | ||||||
Real Estate Properties [Line Items] | ||||||
Number of buildings | building | 2 | 2 | ||||
Office Building | Disposal Group, Disposed of by Sale | Minneapolis, NM | One building | ||||||
Real Estate Properties [Line Items] | ||||||
Number of properties | property | 1 | 1 | ||||
Number of buildings | building | 1 | 1 | ||||
Rentable area of properties (in square feet) | ft² | 193,594 | 193,594 | ||||
Aggregate sale price of properties sold, excluding closing costs | $ 20,000 | |||||
Loss on impairment of real estate | $ 640 | |||||
Office Building | Disposal Group, Disposed of by Sale | Sacramento, CA | One building | ||||||
Real Estate Properties [Line Items] | ||||||
Number of properties | property | 1 | |||||
Number of buildings | building | 1 | |||||
Rentable area of properties (in square feet) | ft² | 110,500 | |||||
Aggregate sale price of properties sold, excluding closing costs | $ 10,755 | |||||
Loss on impairment of real estate | 3,023 | |||||
Office Building | Disposal Group, Disposed of by Sale | Safford, AZ | One building | ||||||
Real Estate Properties [Line Items] | ||||||
Number of properties | property | 1 | |||||
Number of buildings | building | 1 | |||||
Rentable area of properties (in square feet) | ft² | 36,139 | |||||
Aggregate sale price of properties sold, excluding closing costs | $ 8,250 | |||||
Loss on impairment of real estate | $ 2,453 | |||||
Subsequent Event | Office Building | Disposal Group, Disposed of by Sale | New York, NY | One building | ||||||
Real Estate Properties [Line Items] | ||||||
Number of properties | property | 1 | |||||
Number of buildings | building | 1 | |||||
Rentable area of properties (in square feet) | ft² | 187,060 | |||||
Aggregate sale price of properties sold, excluding closing costs | $ 118,500 | |||||
Net book value | $ 96,633 | |||||
FPO Transaction | Disposal Group, Disposed of by Sale | ||||||
Real Estate Properties [Line Items] | ||||||
Number of properties | property | 23 | 23 | ||||
Number of buildings | building | 55 | 55 | ||||
Net book value | $ 467,677 | $ 467,677 |
Real Estate Properties - FPO Tr
Real Estate Properties - FPO Transaction (Details) $ in Thousands | Oct. 02, 2017USD ($)ft²buildingjoint_ventureproperty | Mar. 31, 2018buildingjoint_ventureproperty |
Business Acquisition [Line Items] | ||
Number of joint ventures | joint_venture | 2 | |
Number of properties owned | property | 107 | |
Number of buildings | building | 166 | |
First Potomac Realty Trust | ||
Business Acquisition [Line Items] | ||
Number of properties acquired | property | 35 | |
Number of buildings acquired | building | 72 | |
Rentable area of properties (in square feet) | ft² | 6,028,072 | |
Purchase price | $ | $ 1,370,888 | |
First Potomac Realty Trust | ||
Business Acquisition [Line Items] | ||
Number of joint ventures | joint_venture | 2 | |
Number of properties owned | property | 2 | |
Number of buildings | building | 3 | |
First Potomac Realty Trust | First Potomac Realty Trust | ||
Business Acquisition [Line Items] | ||
Rentable area of properties (in square feet) | ft² | 443,867 | |
Joint Venture Property 1 | First Potomac Realty Trust | ||
Business Acquisition [Line Items] | ||
Percentage of ownership interest | 50.00% | |
Joint Venture Property 2 | First Potomac Realty Trust | ||
Business Acquisition [Line Items] | ||
Percentage of ownership interest | 51.00% |
Real Estate Properties - Pro Fo
Real Estate Properties - Pro Forma (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||
Rental income | $ 110,305 | |
Net income (loss) | $ (4,687) | |
Net income (loss) per share (in dollars per share) | $ 0.05 | |
Acquisition-related costs | ||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||
Decrease in revenues | $ 804 | |
Decrease in net income | $ 46,905 |
Real Estate Properties - Schedu
Real Estate Properties - Schedule of Joint Ventures (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018USD ($)ft²buildingjoint_ventureproperty | Dec. 31, 2017USD ($) | |
Real Estate [Line Items] | ||
Number of joint ventures | joint_venture | 2 | |
Number of properties owned | property | 107 | |
Investment at carrying value | $ 465,131 | $ 467,499 |
Number of buildings | building | 166 | |
Unconsolidated Joint Ventures | ||
Real Estate [Line Items] | ||
Investment at carrying value | $ 48,758 | |
Number of buildings | building | 3 | |
Square Feet (in square feet) | ft² | 443,867 | |
Interest rate (as a percent) | 3.9339% | |
Principal Balance | $ 82,000 | |
Unamortized basis difference | $ 8,811 | |
Unconsolidated Joint Ventures | Prosperity Metro Plaza | ||
Real Estate [Line Items] | ||
GOV Ownership | 51.00% | |
Investment at carrying value | $ 27,086 | |
Number of buildings | building | 2 | |
Square Feet (in square feet) | ft² | 328,456 | |
Interest rate (as a percent) | 4.09% | |
Principal Balance | $ 50,000 | |
Unconsolidated Joint Ventures | 1750 H Street, NW | ||
Real Estate [Line Items] | ||
GOV Ownership | 50.00% | |
Investment at carrying value | $ 21,672 | |
Number of buildings | building | 1 | |
Square Feet (in square feet) | ft² | 115,411 | |
Interest rate (as a percent) | 3.69% | |
Principal Balance | $ 32,000 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Revenue Recognition [Abstract] | |||
Increase in rental income to record revenue on straight line basis | $ 3,091 | $ 1,300 | |
Straight line rent receivables | 29,613 | $ 27,267 | |
Allowance for doubtful accounts | $ 1,718 | $ 1,503 |
Concentration (Details)
Concentration (Details) | 3 Months Ended | |
Mar. 31, 2018buildinggovernment_tenantstate_governmentstateproperty | Mar. 31, 2017 | |
Concentration | ||
Number of state governments | state_government | 13 | |
Number of other governments | government_tenant | 4 | |
Number of properties | property | 107 | |
Number of buildings | building | 166 | |
Number of states in which acquired properties located | state | 30 | |
Annualized rental income, excluding properties classified as discontinued operations | Virginia | ||
Concentration | ||
Annualized Rental income percent | 23.20% | |
Annualized rental income, excluding properties classified as discontinued operations | District of Columbia | ||
Concentration | ||
Annualized Rental income percent | 17.60% | |
Annualized rental income, excluding properties classified as discontinued operations | Maryland | ||
Concentration | ||
Annualized Rental income percent | 15.00% | |
Annualized rental income, excluding properties classified as discontinued operations | California | ||
Concentration | ||
Annualized Rental income percent | 9.60% | |
Annualized rental income, excluding properties classified as discontinued operations | Georgia | ||
Concentration | ||
Annualized Rental income percent | 5.80% | |
Annualized rental income, excluding properties classified as discontinued operations | Washington, DC Market Area | ||
Concentration | ||
Concentration risk percentage | 43.30% | |
Annualized rental income, excluding properties classified as discontinued operations | Tenant concentration | U.S. Government, state governments and Other Four Government | ||
Concentration | ||
Concentration risk percentage | 63.20% | 87.90% |
Annualized rental income, excluding properties classified as discontinued operations | Tenant concentration | U.S. Government | ||
Concentration | ||
Concentration risk percentage | 44.00% | 60.10% |
Indebtedness - Debt Obligations
Indebtedness - Debt Obligations (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2018 | Mar. 31, 2017 | May 01, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | ||||
Borrowings outstanding | $ 570,000 | $ 570,000 | ||
Maximum borrowing capacity on revolving credit facility | 2,500,000 | |||
Aggregate principal amount on secured properties | 182,248 | |||
Debt outstanding | 548,022 | $ 547,852 | ||
Unsecured term loan, due in 2020 | ||||
Debt Instrument [Line Items] | ||||
Face amount | $ 300,000 | |||
Interest rate (as a percent) | 3.30% | |||
The weighted average annual interest rate (as a percent) | 3.00% | 2.20% | ||
Unsecured term loan, due in 2022 | ||||
Debt Instrument [Line Items] | ||||
Face amount | $ 250,000 | |||
Interest rate (as a percent) | 3.70% | |||
The weighted average annual interest rate (as a percent) | 3.40% | 2.60% | ||
Unsecured revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Borrowings outstanding | $ 570,000 | |||
Maximum borrowing capacity on revolving credit facility | $ 750,000 | |||
Option to extend the maturity date subject to certain conditions and the payment of a fee | 1 year | |||
Facility fee (as a percent) | 0.25% | |||
Interest rate (as a percent) | 3.00% | |||
The weighted average annual interest rate (as a percent) | 2.80% | 2.00% | ||
Unsecured revolving credit facility | Subsequent Event | ||||
Debt Instrument [Line Items] | ||||
Debt outstanding | $ 580,000 | |||
Term loans | ||||
Debt Instrument [Line Items] | ||||
Face amount | $ 550,000 | |||
Senior unsecured notes | ||||
Debt Instrument [Line Items] | ||||
Face amount | $ 960,000 | |||
LIBOR | Unsecured term loan, due in 2020 | ||||
Debt Instrument [Line Items] | ||||
Interest rate premium (as a percent) | 1.40% | |||
LIBOR | Unsecured term loan, due in 2022 | ||||
Debt Instrument [Line Items] | ||||
Interest rate premium (as a percent) | 1.80% | |||
LIBOR | Unsecured revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Interest rate premium (as a percent) | 1.25% |
Indebtedness - Additional Infor
Indebtedness - Additional Information (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($)buildingloanproperty | |
Debt Disclosure [Abstract] | |
Number of properties secured by mortgage notes | property | 8 |
Number of buildings secured by mortgage notes | building | 8 |
Aggregate net book value of secured properties | $ 426,404 |
Number of assumed secured mortgage loans | loan | 8 |
Aggregate principal amount on secured properties | $ 182,248 |
Fair Value of Assets and Liab39
Fair Value of Assets and Liabilities - Recurring and Nonrecurring Assets (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018USD ($)buildingpropertyshares | Mar. 31, 2017USD ($) | |
Fair Value of Assets and Liabilities | ||
Common shares owned in RMR Inc. (in shares) | shares | 1,214,225 | |
Historical cost | $ 26,888 | |
Unrealized gain on equity securities | $ 12,931 | $ 0 |
Number of assets held for sale | property | 2 | |
Number of buildings | building | 166 | |
Recurring | ||
Fair Value of Assets and Liabilities | ||
Investment in RMR Inc. | $ 84,935 | |
Recurring | Level 1 inputs | ||
Fair Value of Assets and Liabilities | ||
Investment in RMR Inc. | 84,935 | |
Recurring | Level 2 inputs | ||
Fair Value of Assets and Liabilities | ||
Investment in RMR Inc. | 0 | |
Recurring | Level 3 inputs | ||
Fair Value of Assets and Liabilities | ||
Investment in RMR Inc. | 0 | |
Nonrecurring | Discontinued Operations, Held-for-sale | ||
Fair Value of Assets and Liabilities | ||
Properties held for sale | 18,080 | |
Nonrecurring | Level 1 inputs | Discontinued Operations, Held-for-sale | ||
Fair Value of Assets and Liabilities | ||
Properties held for sale | 0 | |
Nonrecurring | Level 2 inputs | Discontinued Operations, Held-for-sale | ||
Fair Value of Assets and Liabilities | ||
Properties held for sale | 18,080 | |
Nonrecurring | Level 3 inputs | Discontinued Operations, Held-for-sale | ||
Fair Value of Assets and Liabilities | ||
Properties held for sale | $ 0 | |
Office Building | ||
Fair Value of Assets and Liabilities | ||
Number of buildings | building | 2 |
Fair Value of Assets and Liab40
Fair Value of Assets and Liabilities - Financial Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Fair Value of Financial Instruments | ||
Senior Notes | $ 944,743 | $ 944,140 |
Mortgage notes payable, net | $ 182,083 | 183,100 |
Senior unsecured notes, 3.75% interest rate, due in 2019 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 3.75% | |
Senior unsecured notes, 5.875% interest rate, due in 2046 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 5.875% | |
Senior unsecured notes, 4.000% interest rate, due in 2022 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 4.00% | |
Mortgage note payable, 4.050% interest rate, due in 2030 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 4.05% | |
Mortgage note payable, 5.720% interest rate, due in 2020 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 5.72% | |
Mortgage note payable, 4.220% interest rate, due in 2022 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 4.22% | |
Mortgage note payable, 4.800% interest rate, due in 2023 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 4.80% | |
Mortgage note payable, 5.877% interest rate, due in 2021 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 5.877% | |
Mortgage note payable, 7.000% interest rate, due in 2019 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 7.00% | |
Mortgage note payable, 8.150% interest rate, due in 2021 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 8.15% | |
Mortgage note payable, 4.260% interest rate, due in 2020 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 4.26% | |
Carrying Amount | ||
Fair Value of Financial Instruments | ||
Mortgage notes payable, net | $ 1,126,826 | 1,127,240 |
Carrying Amount | Senior unsecured notes, 3.75% interest rate, due in 2019 | ||
Fair Value of Financial Instruments | ||
Senior Notes | 348,381 | 348,096 |
Carrying Amount | Senior unsecured notes, 5.875% interest rate, due in 2046 | ||
Fair Value of Financial Instruments | ||
Senior Notes | 300,318 | 300,232 |
Carrying Amount | Senior unsecured notes, 4.000% interest rate, due in 2022 | ||
Fair Value of Financial Instruments | ||
Senior Notes | 296,044 | 295,812 |
Carrying Amount | Mortgage note payable, 4.050% interest rate, due in 2030 | ||
Fair Value of Financial Instruments | ||
Senior Notes | 64,343 | 64,293 |
Carrying Amount | Mortgage note payable, 5.720% interest rate, due in 2020 | ||
Fair Value of Financial Instruments | ||
Senior Notes | 35,786 | 36,085 |
Carrying Amount | Mortgage note payable, 4.220% interest rate, due in 2022 | ||
Fair Value of Financial Instruments | ||
Senior Notes | 27,742 | 27,906 |
Carrying Amount | Mortgage note payable, 4.800% interest rate, due in 2023 | ||
Fair Value of Financial Instruments | ||
Senior Notes | 25,394 | 25,501 |
Carrying Amount | Mortgage note payable, 5.877% interest rate, due in 2021 | ||
Fair Value of Financial Instruments | ||
Mortgage notes payable, net | 13,560 | 13,620 |
Carrying Amount | Mortgage note payable, 7.000% interest rate, due in 2019 | ||
Fair Value of Financial Instruments | ||
Mortgage notes payable, net | 8,291 | 8,391 |
Carrying Amount | Mortgage note payable, 8.150% interest rate, due in 2021 | ||
Fair Value of Financial Instruments | ||
Mortgage notes payable, net | 3,823 | 4,111 |
Carrying Amount | Mortgage note payable, 4.260% interest rate, due in 2020 | ||
Fair Value of Financial Instruments | ||
Mortgage notes payable, net | 3,144 | 3,193 |
Fair Value | ||
Fair Value of Financial Instruments | ||
Mortgage notes payable, net | 1,150,400 | 1,164,606 |
Fair Value | Senior unsecured notes, 3.75% interest rate, due in 2019 | ||
Fair Value of Financial Instruments | ||
Senior Notes | 351,673 | 354,993 |
Fair Value | Senior unsecured notes, 5.875% interest rate, due in 2046 | ||
Fair Value of Financial Instruments | ||
Senior Notes | 314,464 | 320,416 |
Fair Value | Senior unsecured notes, 4.000% interest rate, due in 2022 | ||
Fair Value of Financial Instruments | ||
Senior Notes | 301,044 | 302,655 |
Fair Value | Mortgage note payable, 4.050% interest rate, due in 2030 | ||
Fair Value of Financial Instruments | ||
Senior Notes | 63,918 | 65,198 |
Fair Value | Mortgage note payable, 5.720% interest rate, due in 2020 | ||
Fair Value of Financial Instruments | ||
Senior Notes | 35,812 | 36,332 |
Fair Value | Mortgage note payable, 4.220% interest rate, due in 2022 | ||
Fair Value of Financial Instruments | ||
Senior Notes | 28,081 | 28,432 |
Fair Value | Mortgage note payable, 4.800% interest rate, due in 2023 | ||
Fair Value of Financial Instruments | ||
Senior Notes | 25,488 | 25,904 |
Fair Value | Mortgage note payable, 5.877% interest rate, due in 2021 | ||
Fair Value of Financial Instruments | ||
Mortgage notes payable, net | 14,345 | 14,565 |
Fair Value | Mortgage note payable, 7.000% interest rate, due in 2019 | ||
Fair Value of Financial Instruments | ||
Mortgage notes payable, net | 8,410 | 8,555 |
Fair Value | Mortgage note payable, 8.150% interest rate, due in 2021 | ||
Fair Value of Financial Instruments | ||
Mortgage notes payable, net | 4,014 | 4,340 |
Fair Value | Mortgage note payable, 4.260% interest rate, due in 2020 | ||
Fair Value of Financial Instruments | ||
Mortgage notes payable, net | $ 3,151 | $ 3,216 |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 19, 2018 | Apr. 03, 2018 | Feb. 26, 2018 | Jan. 01, 2018 | Mar. 31, 2018 | May 01, 2018 | Dec. 31, 2017 |
Share Awards | |||||||
Cash distribution to common shareholders (in dollars per share) | $ 0.43 | ||||||
Distribution paid to common shareholders | $ 42,632 | ||||||
Preferred units of limited partnership | $ 20,496 | $ 20,496 | |||||
Subsequent Event | |||||||
Share Awards | |||||||
Distribution paid to common shareholders | $ 42,634 | ||||||
Distribution payable to common shareholders (in dollars per share) | $ 0.43 | ||||||
Former Employee of RMR LLC | |||||||
Share Awards | |||||||
Stock repurchased (in shares) | 617 | ||||||
Stock repurchased (in dollars per share) | $ 18.54 | ||||||
Share Award Plan | Common shares | Trustees | Subsequent Event | |||||||
Share Awards | |||||||
Shares granted (in dollars per share) | $ 13.59 | ||||||
Shares granted (in shares) | 3,000 | ||||||
Series A Cumulative Preferred Units | |||||||
Share Awards | |||||||
Temporary equity (in shares) | 1,813,504 | ||||||
Redemption percentage | 5.50% | ||||||
Series A Cumulative Preferred Units | Subsequent Event | |||||||
Share Awards | |||||||
Redemption price (in dollars per share) | $ 11.15 | ||||||
Redemption amount | $ 20,310 |
Shareholders' Equity - AOCI Rol
Shareholders' Equity - AOCI Roll Forward (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning balance | $ 1,330,043 | |
Other comprehensive income (loss) | (41) | $ 16,757 |
Ending balance | 1,294,358 | |
Unrealized Gain on Investment in Equity Securities | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning balance | 45,116 | |
Amounts reclassified from cumulative other comprehensive income to cumulative net income | (45,116) | |
Other comprehensive loss before reclassifications | 0 | |
Amounts reclassified from cumulative other comprehensive loss to net income | 0 | |
Other comprehensive income (loss) | 0 | |
Ending balance | 0 | |
Equity in Unrealized Gain (Loss) of an Investee | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning balance | 15,311 | |
Amounts reclassified from cumulative other comprehensive income to cumulative net income | (14,325) | |
Other comprehensive loss before reclassifications | (22) | |
Amounts reclassified from cumulative other comprehensive loss to net income | (19) | |
Other comprehensive income (loss) | (41) | |
Ending balance | 945 | |
Total | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning balance | 60,427 | |
Amounts reclassified from cumulative other comprehensive income to cumulative net income | (59,441) | |
Other comprehensive loss before reclassifications | (22) | |
Amounts reclassified from cumulative other comprehensive loss to net income | (19) | |
Other comprehensive income (loss) | (41) | |
Ending balance | $ 945 |
Business and Property Managem43
Business and Property Management Agreements with RMR LLC (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018USD ($)employeeagreement | Mar. 31, 2017USD ($) | |
RMR LLC | ||
Related Party Transaction [Line Items] | ||
Number of employees | employee | 0 | |
Number of agreements | agreement | 2 | |
Related party expense | $ 7,309 | $ 2,704 |
Reimbursement expense | 4,969 | 3,391 |
Internal audit costs | 69 | 67 |
Net Property Management and Construction Supervision Fees | RMR LLC | ||
Related Party Transaction [Line Items] | ||
Related party transaction amount | 3,349 | $ 2,466 |
RMR LLC | Affiliated Entity | ||
Related Party Transaction [Line Items] | ||
Reversal of expense with related party | $ 2,887 | |
Period of common share total return, incentive fees payable | 3 years |
Related Person Transactions - R
Related Person Transactions - REITs, for which RMR LLC provides Management Services (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018USD ($)agreementcompanyshares | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | |
SIR | |||
Related Party Transaction [Line Items] | |||
Shares holding (in shares) | shares | 24,918,421 | ||
Percentage of outstanding shares owned | 27.80% | ||
RMR Inc | Class A common shares | |||
Related Party Transaction [Line Items] | |||
Shares holding (in shares) | shares | 1,214,225 | ||
RMR LLC | |||
Related Party Transaction [Line Items] | |||
Number of agreements | agreement | 2 | ||
Revenue from related party | $ | $ 218 | $ 92 | |
AIC | |||
Related Party Transaction [Line Items] | |||
Number of entities to whom services are provided | company | 4 | ||
Carrying value of equity method investments | $ | $ 8,255 | $ 8,304 |
Equity Investment in Select I45
Equity Investment in Select Income REIT - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Schedule of Equity Method Investments [Line Items] | |||
Equity in earnings of investees | $ 9,712 | $ 2,739 | |
Investment at carrying value | 465,131 | $ 467,499 | |
Cash distributions from SIR | $ 10,289 | 2,611 | |
SIR | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity investments, common shares owned (in shares) | 24,918,421 | ||
Percentage of outstanding shares owned | 27.80% | ||
Equity in earnings of investees | $ 10,289 | 2,611 | |
Equity in unrealized gain (loss) of investees | 51 | 4,492 | |
The amount of investment in exceed the underlying equity of the investee | 122,579 | $ 87,137 | |
Accretion in equity of earnings | 1,044 | 736 | |
Investment at carrying value | 465,131 | ||
Equity Investments, market value | 485,411 | ||
Cash distributions from SIR | $ 12,708 | $ 12,708 |
Equity Investment in Select I46
Equity Investment in Select Income REIT - Balance Sheet Information (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 |
Schedule of Equity Method Investments [Line Items] | |||
Real estate properties, net | $ 2,583,404 | $ 2,633,873 | |
Acquired real estate leases, net | 323,710 | 351,872 | |
Cash and cash equivalents | 17,380 | 16,569 | $ 12,808 |
Rents receivable, net | 65,539 | 61,429 | |
Other assets, net | 106,234 | 96,033 | |
Total assets | 3,655,624 | 3,703,565 | $ 3,703,565 |
Unsecured revolving credit facility | 570,000 | 570,000 | |
Unsecured term loan, net | 548,022 | 547,852 | |
Senior unsecured notes, net | 944,743 | 944,140 | |
Mortgage notes payable, net | 182,083 | 183,100 | |
Assumed real estate lease obligations, net | 12,480 | 13,635 | |
Other liabilities | 74,623 | 89,440 | |
Total shareholders' equity attributable to SIR | 1,294,358 | 1,330,043 | |
Total liabilities and shareholders’ equity | 3,655,624 | 3,703,565 | |
SIR | SIR | |||
Schedule of Equity Method Investments [Line Items] | |||
Real estate properties, net | 3,888,100 | 3,905,616 | |
Acquired real estate leases, net | 461,577 | 477,577 | |
Properties held for sale | 5,829 | 5,829 | |
Cash and cash equivalents | 30,884 | 658,719 | |
Rents receivable, net | 131,445 | 127,672 | |
Other assets, net | 151,174 | 127,617 | |
Total assets | 4,669,009 | 5,303,030 | |
Unsecured revolving credit facility | 107,000 | 0 | |
Industrial Logistics Properties Trust revolving credit facility | 302,000 | 750,000 | |
Unsecured term loan, net | 0 | 348,870 | |
Senior unsecured notes, net | 1,428,571 | 1,777,425 | |
Mortgage notes payable, net | 210,749 | 210,785 | |
Assumed real estate lease obligations, net | 66,577 | 68,783 | |
Other liabilities | 125,668 | 155,348 | |
Total shareholders' equity attributable to SIR | 2,110,595 | 1,991,819 | |
Noncontrolling interest in consolidated subsidiary | 317,849 | 0 | |
Total liabilities and shareholders’ equity | $ 4,669,009 | $ 5,303,030 |
Equity Investment in Select I47
Equity Investment in Select Income REIT - Income Statement Information (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Schedule of Equity Method Investments [Line Items] | ||
Total revenues | $ 108,717 | $ 69,296 |
Real estate taxes | 12,964 | 8,177 |
Other operating expenses | 22,837 | 13,992 |
Depreciation and amortization | 44,204 | 20,505 |
General and administrative | 9,606 | 3,962 |
Total expenses | 102,417 | 51,242 |
Operating income | 6,300 | 18,054 |
Dividend income | 304 | 304 |
Unrealized gain on equity securities | 12,931 | 0 |
Interest income | 116 | 61 |
Interest expense | (22,766) | (13,581) |
Income from continuing operations before income taxes and equity in earnings of investees | (3,115) | 4,838 |
Income tax expense | (32) | (18) |
Equity in earnings of an investee | 9,712 | 2,739 |
Net income attributed to SIR | $ 6,565 | $ 7,415 |
Weighted average common shares outstanding (basic) (in shares) | 99,041 | 71,079 |
Weighted average common shares outstanding (diluted) (in shares) | 99,049 | 71,094 |
Net income attributed to SIR per common share (basic and diluted) (in dollars per share) | $ 0.06 | $ 0.10 |
SIR | ||
Schedule of Equity Method Investments [Line Items] | ||
Equity in earnings of an investee | $ 10,289 | $ 2,611 |
SIR | SIR | ||
Schedule of Equity Method Investments [Line Items] | ||
Rental income | 99,755 | 97,344 |
Tenant reimbursements and other income | 20,874 | 18,950 |
Total revenues | 120,629 | 116,294 |
Real estate taxes | 11,788 | 10,843 |
Other operating expenses | 15,282 | 12,867 |
Depreciation and amortization | 34,946 | 33,740 |
General and administrative | 13,941 | 14,901 |
Write-off of straight line rents receivable, net | 0 | 12,517 |
Loss on asset impairment | 0 | 4,047 |
Total expenses | 75,957 | 88,915 |
Operating income | 44,672 | 27,379 |
Dividend income | 397 | 397 |
Unrealized gain on equity securities | 16,900 | 0 |
Interest income | 510 | 13 |
Interest expense | (23,492) | (21,087) |
Loss on early extinguishment of debt | (1,192) | 0 |
Income from continuing operations before income taxes and equity in earnings of investees | 37,795 | 6,702 |
Income tax expense | (160) | (102) |
Equity in earnings of an investee | 44 | 128 |
Net income | 37,679 | 6,728 |
Net income allocated to noncontrolling interest | (4,479) | 0 |
Net income attributed to SIR | $ 33,200 | $ 6,728 |
Weighted average common shares outstanding (basic) (in shares) | 89,382 | 89,331 |
Weighted average common shares outstanding (diluted) (in shares) | 89,390 | 89,348 |
Net income attributed to SIR per common share (basic and diluted) (in dollars per share) | $ 0.37 | $ 0.08 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018USD ($)segment | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of segments | segment | 2 | ||
Rental income | $ 108,717 | $ 69,296 | |
Expenses: | |||
Real estate taxes | 12,964 | 8,177 | |
Utility expenses | 6,690 | 4,606 | |
Other operating expenses | 22,837 | 13,992 | |
Depreciation and amortization | 44,204 | 20,505 | |
Loss on impairment of real estate | 6,116 | 0 | |
General and administrative | 9,606 | 3,962 | |
Total expenses | 102,417 | 51,242 | |
Operating income | 6,300 | 18,054 | |
Dividend income | 304 | 304 | |
Unrealized gain on equity securities | 12,931 | 0 | |
Interest income | 116 | 61 | |
Interest expense | (22,766) | (13,581) | |
Income from continuing operations before income taxes and equity in earnings of investees | (3,115) | 4,838 | |
Income tax expense | (32) | (18) | |
Equity in earnings of investees | 9,712 | 2,739 | |
Income from continuing operations | 6,565 | 7,559 | |
Loss from discontinued operations | 0 | (144) | |
Net income (loss) | 6,565 | 7,415 | |
Preferred units of limited partnership distributions | (278) | 0 | |
Net income available for common shareholders | 6,287 | 7,415 | |
Total assets | 3,655,624 | 3,703,565 | $ 3,703,565 |
Operating Segments | Investment in Real Estate | |||
Segment Reporting Information [Line Items] | |||
Rental income | 108,717 | 69,296 | |
Expenses: | |||
Real estate taxes | 12,964 | 8,177 | |
Utility expenses | 6,690 | 4,606 | |
Other operating expenses | 22,837 | 13,992 | |
Depreciation and amortization | 44,204 | 20,505 | |
Loss on impairment of real estate | 6,116 | ||
Total expenses | 92,811 | 47,280 | |
Operating income | 15,906 | 22,016 | |
Interest income | 57 | 46 | |
Interest expense | (2,096) | (432) | |
Income from continuing operations before income taxes and equity in earnings of investees | 13,867 | 21,630 | |
Equity in earnings of investees | (621) | ||
Income from continuing operations | 21,630 | ||
Loss from discontinued operations | (144) | ||
Net income (loss) | 13,246 | ||
Net income available for common shareholders | 13,246 | 21,486 | |
Total assets | 3,078,889 | 3,138,764 | |
Operating Segments | Investment in SIR | |||
Expenses: | |||
Income from continuing operations before income taxes and equity in earnings of investees | 0 | ||
Equity in earnings of investees | 10,289 | 2,611 | |
Income from continuing operations | 2,611 | ||
Net income (loss) | 10,289 | ||
Net income available for common shareholders | 10,289 | 2,611 | |
Total assets | 465,131 | 467,499 | |
Corporate, Non-Segment | |||
Expenses: | |||
General and administrative | 9,606 | 3,962 | |
Total expenses | 9,606 | 3,962 | |
Operating income | (9,606) | (3,962) | |
Dividend income | 304 | 304 | |
Unrealized gain on equity securities | 12,931 | ||
Interest income | 59 | 15 | |
Interest expense | (20,670) | (13,149) | |
Income from continuing operations before income taxes and equity in earnings of investees | (16,982) | (16,792) | |
Income tax expense | (32) | (18) | |
Equity in earnings of investees | 44 | 128 | |
Income from continuing operations | (16,682) | ||
Net income (loss) | (16,970) | ||
Preferred units of limited partnership distributions | (278) | ||
Net income available for common shareholders | (17,248) | (16,682) | |
Total assets | $ 111,604 | $ 97,302 |