Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Billions, except Share data, unless otherwise specified | Dec. 31, 2014 | Mar. 31, 2015 | Jun. 30, 2014 |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | New York REIT, Inc. | ||
Entity Central Index Key | 1474464 | ||
Current Fiscal Year End Date | -19 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | FALSE | ||
Entity Common Stock, Shares Outstanding | 162,463,752 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $1.80 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Real estate investments, at cost: | ||
Land | $494,065,000 | $425,814,000 |
Buildings, fixtures and improvements | 1,235,918,000 | 989,145,000 |
Acquired intangible assets | 158,383,000 | 127,846,000 |
Total real estate investments, at cost | 1,888,366,000 | 1,542,805,000 |
Less accumulated depreciation and amortization | -124,178,000 | -41,183,000 |
Total real estate investments, net | 1,764,188,000 | 1,501,622,000 |
Cash and cash equivalents | 22,512,000 | 233,377,000 |
Restricted cash | 6,347,000 | 1,122,000 |
Investment securities, at fair value | 4,659,000 | 1,048,000 |
Investments in unconsolidated joint venture | 225,501,000 | 234,774,000 |
Preferred equity investment | 35,100,000 | 30,000,000 |
Derivatives, at fair value | 205,000 | 490,000 |
Receivable for sale of common stock | 0 | 11,127,000 |
Tenant and other receivables | 4,833,000 | 2,230,000 |
Prepaid expenses and other assets | 13,195,000 | 7,898,000 |
Unbilled rent receivables | 30,866,000 | 11,276,000 |
Deferred costs, net | 13,429,000 | 13,341,000 |
Total assets | 2,120,835,000 | 2,048,305,000 |
LIABILITIES AND EQUITY | ||
Mortgage notes payable | 172,242,000 | 172,716,000 |
Credit facility | 635,000,000 | 305,000,000 |
Market lease intangibles, net | 84,220,000 | 73,029,000 |
Gross Amounts of Recognized Liabilities | 1,276,000 | 875,000 |
Accounts payable, accrued expenses and other liabilities (including amounts due to affiliates of $575 and $1,273 as of December 31, 2014 and 2013, respectively) | 27,850,000 | 30,703,000 |
Deferred rent | 4,550,000 | 7,997,000 |
Dividends payable | 20,000 | 8,726,000 |
Total liabilities | 925,158,000 | 599,046,000 |
Common stock, $0.01 par value; 300,000,000 shares authorized, 162,181,939 and 174,120,408 shares issued and outstanding at December 31, 2014 and 2013, respectively | 1,622,000 | 1,741,000 |
Additional paid-in capital | 1,401,619,000 | 1,533,698,000 |
Accumulated other comprehensive loss | -816,000 | -613,000 |
Accumulated deficit | -255,478,000 | -86,008,000 |
Total stockholders' equity | 1,146,947,000 | 1,448,818,000 |
Non-controlling interests | 48,730,000 | 441,000 |
Total equity | 1,195,677,000 | 1,449,259,000 |
Total liabilities and equity | 2,120,835,000 | 2,048,305,000 |
Preferred stock | ||
LIABILITIES AND EQUITY | ||
Preferred stock | 0 | 0 |
Convertible Preferred Stock | ||
LIABILITIES AND EQUITY | ||
Preferred stock | $0 | $0 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Due to affiliates | $575 | $1,273 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 162,181,939 | 174,120,408 |
Common stock, shares outstanding | 162,181,939 | 174,120,408 |
Preferred stock | ||
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 40,866,376 | 40,866,376 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Convertible Preferred Stock | ||
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 9,133,624 | 9,133,624 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues: | |||
Rental income | $117,221 | $49,532 | $14,519 |
Hotel revenue | 22,742 | 2,254 | 0 |
Operating expense reimbursements and other revenue | 15,604 | 4,101 | 903 |
Total revenues | 155,567 | 55,887 | 15,422 |
Operating expenses: | |||
Property operating | 37,209 | 12,546 | 2,398 |
Hotel operating | 23,736 | 2,372 | 0 |
Operating fees to affiliates | 8,397 | 0 | 0 |
Acquisition and transaction related | 16,083 | 17,417 | 6,066 |
Vesting of asset management fees | 11,500 | 0 | 0 |
Value of listing promote | 33,479 | 0 | 0 |
General and administrative | 12,337 | 1,019 | 226 |
Depreciation and amortization | 84,799 | 31,751 | 8,097 |
Total operating expenses | 227,540 | 65,105 | 16,787 |
Operating loss | -71,973 | -9,218 | -1,365 |
Other income (expenses): | |||
Interest expense | -23,720 | -10,673 | -4,994 |
Loss from unconsolidated joint venture | -1,499 | -95 | 0 |
Income from preferred equity investment, investment securities and interest | 2,906 | 670 | 1 |
Gain (loss) on derivative instruments | 1 | 5 | -14 |
Total other expenses | -22,312 | -10,093 | -5,007 |
Net loss | -94,285 | -19,311 | -6,372 |
Net loss attributable to non-controlling interests | 1,257 | 32 | 33 |
Net loss attributable to stockholders | -93,028 | -19,279 | -6,339 |
Other comprehensive income (loss): | |||
Change in unrealized gain (loss) on derivatives | -687 | 1,320 | -1,492 |
Unrealized gain (loss) on investment securities | 484 | -240 | 0 |
Total other comprehensive income (loss) | -203 | 1,080 | -1,492 |
Comprehensive loss attributable to stockholders | ($93,231) | ($18,199) | ($7,831) |
Basic net income (loss) per share attributable to stockholders (in dollars per share) | ($0.56) | ($0.26) | ($0.52) |
CONSOLIDATED_STATEMENT_OF_CHAN
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (USD $) | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Stockholders' Equity | Non- controlling Interests |
In Thousands, except Share data, unless otherwise specified | |||||||
Beginning Balance at Dec. 31, 2011 | $51,191 | $67 | $47,786 | ($201) | ($8,597) | $39,055 | $12,136 |
Beginning Balance (in shares) at Dec. 31, 2011 | 6,658,903 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock (in shares) | 12,985,794 | ||||||
Issuances of common stock | 128,877 | 130 | 128,747 | 128,877 | |||
Common stock offering costs, commissions and dealer manager fees | -13,027 | -13,027 | -13,027 | ||||
Common stock issued through distribution reinvestment plan (in shares) | 343,069 | ||||||
Common stock issued though distribution reinvestment plan | 3,258 | 3 | 3,255 | 3,258 | |||
Common stock repurchases, inclusive of fees and expenses (in shares) | -81,661 | ||||||
Common stock repurchases, inclusive of fees and expenses | -781 | -1 | -780 | -781 | |||
Redemption of OP units by affiliates | -12,000 | -1,189 | -1,189 | -10,811 | |||
Share-based compensation (in shares) | 24,667 | ||||||
Equity-based compensation | 180 | 180 | 180 | ||||
Dividends to non-controlling interest holders | -481 | -481 | |||||
Non-controlling interests issued | 480 | 480 | |||||
Dividends declared | -7,402 | -7,402 | -7,402 | ||||
Other comprehensive income | -1,492 | -1,492 | |||||
Net loss | -6,372 | -6,339 | -6,339 | -33 | |||
Other comprehensive loss | -1,492 | -1,492 | |||||
Ending Balance at Dec. 31, 2012 | 142,431 | 199 | 164,972 | -1,693 | -22,338 | 141,140 | 1,291 |
Ending Balance (in shares) at Dec. 31, 2012 | 19,930,772 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock (in shares) | 152,371,933 | ||||||
Issuances of common stock | 1,502,527 | 1,524 | 1,501,003 | 1,502,527 | |||
Common stock offering costs, commissions and dealer manager fees | -149,210 | -149,210 | -149,210 | ||||
Common stock issued through distribution reinvestment plan (in shares) | 1,984,370 | ||||||
Common stock issued though distribution reinvestment plan | 18,852 | 20 | 18,832 | 18,852 | |||
Common stock repurchases, inclusive of fees and expenses (in shares) | -195,395 | ||||||
Common stock repurchases, inclusive of fees and expenses | -1,886 | -2 | -1,884 | -1,886 | |||
Share-based compensation (in shares) | 28,728 | ||||||
Equity-based compensation | 232 | 0 | 232 | 232 | |||
Increase in interest in Bleecker Street | -1,000 | -247 | -247 | -753 | |||
Dividends to non-controlling interest holders | -65 | -65 | |||||
Dividends declared | -44,391 | -44,391 | -44,391 | ||||
Other comprehensive income | 1,080 | ||||||
Net loss | -19,311 | -19,279 | -19,279 | -32 | |||
Other comprehensive loss | 1,080 | 1,080 | 1,080 | ||||
Ending Balance at Dec. 31, 2013 | 1,449,259 | 1,741 | 1,533,698 | -613 | -86,008 | 1,448,818 | 441 |
Ending Balance (in shares) at Dec. 31, 2013 | 174,120,408 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock (in shares) | 18,908 | ||||||
Issuances of common stock | 184 | 184 | 184 | ||||
Common stock offering costs, commissions and dealer manager fees | -95 | -95 | -95 | ||||
Common stock issued through distribution reinvestment plan (in shares) | 2,002,008 | ||||||
Common stock issued though distribution reinvestment plan | 19,019 | 20 | 18,999 | 19,019 | |||
Common stock repurchases, inclusive of fees and expenses (in shares) | -284,594 | -14,175,115 | |||||
Common stock repurchases, inclusive of fees and expenses | -153,763 | -141 | -153,622 | -153,763 | |||
Issuance of OP units to affiliates | 44,979 | 44,979 | |||||
Redemption of OP units by affiliates | -698 | -698 | |||||
Share-based compensation (in shares) | 215,730 | ||||||
Equity-based compensation | 7,752 | 2 | 2,455 | 2,457 | 5,295 | ||
Dividends to non-controlling interest holders | -780 | -780 | |||||
Non-controlling interests issued | 750 | 750 | |||||
Dividends declared | -76,442 | -76,442 | -76,442 | ||||
Other comprehensive income | -203 | ||||||
Net loss | -94,285 | -93,028 | -93,028 | -1,257 | |||
Other comprehensive loss | -203 | -203 | -203 | ||||
Ending Balance at Dec. 31, 2014 | $1,195,677 | $1,622 | $1,401,619 | ($816) | ($255,478) | $1,146,947 | $48,730 |
Ending Balance (in shares) at Dec. 31, 2014 | 162,181,939 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities: | |||
Net loss | ($94,285) | ($19,311) | ($6,372) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Depreciation | 63,349 | 23,405 | 6,368 |
Amortization of intangibles | 21,450 | 8,346 | 1,729 |
Amortization of deferred financing costs | 8,184 | 2,369 | 889 |
Accretion of below- and amortization of above-market lease liabilities and assets, net | -9,738 | -2,681 | -433 |
Vesting of asset management fees and final value of listing note | 44,979 | 0 | 0 |
Loss from unconsolidated joint venture | 1,499 | 95 | 0 |
Bad debt expense | 220 | 481 | 0 |
Share-based compensation | 7,752 | 232 | 180 |
Loss (gain) on derivative instruments | -1 | -5 | 14 |
Non-controlling interest issued | 0 | 0 | 100 |
Changes in assets and liabilities: | |||
Tenant and other receivables | -2,823 | -1,215 | -404 |
Unbilled rent receivables | -19,590 | -8,968 | -1,573 |
Prepaid expenses, other assets and deferred costs | -6,632 | -8,566 | -1,343 |
Accrued unbilled ground rent | 4,348 | 476 | 0 |
Accounts payable and accrued expenses | -8,730 | 7,314 | 3,236 |
Due from affiliated entities | 325 | 0 | |
Deferred rent and other liabilities | -3,447 | 7,131 | 639 |
Net cash provided by operating activities | 6,535 | 9,428 | 3,030 |
Cash flows from investing activities: | |||
Investment in real estate and other assets | -316,206 | -1,298,228 | -144,750 |
Acquisition funds held in escrow | -4,748 | 0 | 0 |
Capital expenditures | -11,801 | -12,089 | -1,003 |
Purchase of investment securities | -3,127 | -1,288 | 0 |
Distributions from unconsolidated joint venture | 8,047 | 2,097 | 0 |
Net cash used in investing activities | -327,835 | -1,309,508 | -145,753 |
Cash flows from financing activities: | |||
Payments on notes payable | 0 | 0 | -5,933 |
Proceeds from mortgage notes payable | 0 | 0 | 31,565 |
Payments on mortgage notes payable | -474 | -72,853 | -434 |
Proceeds from credit facility | 330,000 | 305,000 | 48,495 |
Payments on credit facility | 0 | -19,995 | -28,500 |
Proceeds from issuance of common stock | 11,311 | 1,492,523 | 127,962 |
Proceeds from issuance of operating partnership units | 750 | 0 | 0 |
Repurchases of common stock, inclusive of fees and expenses | -154,269 | -1,763 | -424 |
Payments of offering costs and fees related to stock issuances | -1,506 | -148,223 | -13,618 |
Payments of financing costs | -7,293 | -7,562 | -4,582 |
Dividends paid | -66,129 | -17,799 | -3,445 |
Payments to affiliate | 0 | 0 | 33 |
Dividends to non-controlling interest holders | -780 | -65 | -481 |
Redemptions of OP units | -698 | -1,000 | -12,000 |
Restricted cash | -477 | -160 | -783 |
Net cash provided by financing activities | 110,435 | 1,528,103 | 137,855 |
Net increase (decrease) in cash and cash equivalents | -210,865 | 228,023 | -4,868 |
Cash and cash equivalents, beginning of period | 233,377 | 5,354 | 10,222 |
Cash and cash equivalents, end of period | 22,512 | 233,377 | 5,354 |
Supplemental Disclosures: | |||
Cash paid for interest | 15,467 | 7,946 | 4,016 |
Accrued capital expenditures | 3,555 | 0 | 0 |
Mortgage notes payable used to acquire investments in real estate | 0 | 60,000 | 79,188 |
Liabilities assumed in acquisition of real estate | 0 | 12,206 | 4,760 |
Accrued offering costs | 0 | 1,411 | 424 |
Accrued repurchase requests | 0 | 506 | 383 |
Non-controlling interest issued to seller | 0 | 0 | 380 |
Common stock issued through distribution reinvestment plan | $19,019 | $18,852 | $3,258 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization |
New York REIT, Inc. (the "Company") focuses on acquiring and owning income-producing commercial real estate in New York City, primarily office and retail properties located in Manhattan. To add diversity to the portfolio, the Company may also acquire multifamily, industrial, hotel and other types of real properties as well as originate or acquire first mortgage loans, mezzanine loans, or preferred equity interests related to New York City real estate. The Company purchased its first property and commenced active operations in June 2010. As of December 31, 2014, the Company owned 24 properties and real estate-related assets. | |
In September 2010, the Company commenced its initial public offering (the "IPO") on a "reasonable best efforts" basis of up to 150.0 million shares of common stock at a price of $10.00 per share, subject to certain volume and other discounts. The Company's IPO closed in December 2013. The Company operated as a non-traded real estate investment trust ("REIT") through April 14, 2014. On April 15, 2014, the Company listed its common stock on the New York Stock Exchange ("NYSE") under the symbol NYRT (the "Listing"). Concurrent with the Listing, the Company offered to purchase up to 23.3 million shares of its common stock at a price of $10.75 per share (the “Tender Offer”). As a result of the Tender Offer, on May 12, 2014, the Company purchased 14.2 million shares of its common stock at a price of $10.75 per share, for an aggregate of $152.3 million, excluding fees and expenses relating to the Tender Offer and including fractional shares repurchased thereafter. | |
The Company, incorporated on October 6, 2009, is a Maryland corporation that qualified as a REIT for U.S. federal income tax purposes beginning with its taxable year ended December 31, 2010. Substantially all of the Company's business is conducted through New York Recovery Operating Partnership, L.P. (the "OP"), a Delaware limited partnership. The Company has no direct employees. The Company has retained New York Recovery Advisors, LLC (the "Advisor") to manage its affairs on a day-to-day basis. New York Recovery Properties, LLC (the "Property Manager") serves as the Company's property manager, unless services are performed by a third party for specific properties. Realty Capital Securities, LLC (the "Dealer Manager") served as the dealer manager of the IPO and continues to provide the Company with various services. The Advisor, Property Manager and Dealer Manager are under common control with the parent of the Company's sponsor, American Realty Capital III, LLC (the "Sponsor"), as a result of which, they are related parties and receive compensation, fees and expense reimbursements for services related to the investment and management of the Company's assets. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||||||||
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies | ||||||||||||||||||||||
Basis of Accounting | |||||||||||||||||||||||
The accompanying consolidated financial statements of the Company are prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America ("GAAP"). | |||||||||||||||||||||||
Reclassifications | |||||||||||||||||||||||
Certain prior year amounts have been reclassified to conform with the current year presentation. | |||||||||||||||||||||||
Principles of Consolidation | |||||||||||||||||||||||
The consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries and consolidated joint venture arrangements in which the Company has controlling financial interests, either through voting or similar rights or by means other than voting rights if the Company is the primary beneficiary of a variable interest entity ("VIE"). The portions of the consolidated joint venture arrangements not owned by the Company are presented as noncontrolling interests. All inter-company accounts and transactions have been eliminated in consolidation. | |||||||||||||||||||||||
The Company evaluates its relationships and investments to determine if it has variable interests in a VIE. A variable interest is an investment or other interest that will absorb portions of an entity’s expected losses or receive portions of the entity’s expected residual returns. If the Company determines that it has a variable interest in an entity, it evaluates whether such entity is a VIE. A VIE is broadly defined as an entity where either (1) the equity investors as a group, if any, lack the power through voting or similar rights to direct the activities of an entity that most significantly impact the entity’s economic performance or (2) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support. The Company consolidates any VIEs when it is determined to be the primary beneficiary of the VIE’s operations. | |||||||||||||||||||||||
A variable interest holder is considered to be the primary beneficiary of a VIE if it has the power to direct the activities of a VIE that most significantly impact the entity’s economic performance and has the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE. | |||||||||||||||||||||||
The Company continually evaluates the need to consolidate its joint ventures. In determining whether the Company has a controlling interest in a joint venture and the requirement to consolidate the accounts of that entity, management considers factors such as ownership interest, power to make decisions and contractual and substantive participating rights of the partners or members as well as whether the entity is a VIE for which the Company is the primary beneficiary. | |||||||||||||||||||||||
Use of Estimates | |||||||||||||||||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Management makes significant estimates regarding revenue recognition, purchase price allocations to record investments in real estate, derivative financial instruments and hedging activities and fair value measurements, as applicable. | |||||||||||||||||||||||
Investments in Real Estate | |||||||||||||||||||||||
The Company evaluates the inputs, processes and outputs of each asset acquired to determine if the transaction is a business combination or asset acquisition. If an acquisition qualifies as a business combination, the related transaction costs are recorded as an expense in the consolidated statement of operations. If an acquisition qualifies as an asset acquisition, the related transaction costs are generally capitalized and subsequently amortized over the useful life of the acquired assets. | |||||||||||||||||||||||
In business combinations, the Company allocates the purchase price of acquired properties to tangible and identifiable intangible assets or liabilities and non-controlling interests based on their respective estimated fair values. Tangible assets may include land, land improvements, buildings, fixtures and tenant improvements. Intangible assets or liabilities may include the value of in-place leases, above- and below-market leases and other identifiable intangible assets or liabilities based on lease or property specific characteristics. | |||||||||||||||||||||||
The fair value of the tangible assets of an acquired property with an in-place operating lease is determined by valuing the property as if it were vacant, and the “as-if-vacant” value is then allocated to the tangible assets based on the fair value of the tangible assets. The fair value of in-place leases is determined by considering estimates of carrying costs during the expected lease-up periods, current market conditions, as well as costs to execute similar leases. The fair value of above-market or below-market leases and ground leases is recorded based on the present value of the difference between the contractual amount to be paid pursuant to the in-place lease and the Company's estimate of the comparable fair market lease rate, measured over the remaining term of the lease, including any below-market fixed rate renewal options for below-market leases. The fair value of other intangible assets, such as real estate tax abatements, are recorded based on the present value of the expected benefit and amortized over the expected useful life. | |||||||||||||||||||||||
Fair values of assumed mortgages, if applicable, are recorded as debt premiums or discounts based on the present value of the estimated cash flows, which is calculated to account for either above- or below-market interest rates. | |||||||||||||||||||||||
Non-controlling interests in property owning entities are recorded based on its fair value at the date of acquisition, as determined by the terms of the applicable agreement. | |||||||||||||||||||||||
The Company utilizes a number of sources in making its estimates of fair values for purposes of allocating purchase price including real estate valuations prepared by independent valuation firms. The Company also considers information and other factors including: market conditions, the industry in which the tenant operates, characteristics of the real estate such as location, size, demographics, value and comparative rental rates, tenant credit profile and the importance of the location of the real estate to the operations of the tenant’s business. | |||||||||||||||||||||||
The Company presents the operations related to properties that have been, or are intended to be, sold as discontinued operations in the consolidated statements of operations and comprehensive income (loss) for all periods presented where the disposal of a component represents a strategic shift that has had or will have a major effect on the Company's operations and financial results. Properties that are intended to be sold will be designated as "held for sale" on the consolidated balance sheets at the lesser of carrying amount or fair value less estimated selling costs when they meet specific criteria to be presented as held for sale. Properties are no longer depreciated when they are classified as held for sale. The Company did not have any properties held for sale as of December 31, 2014 or 2013. | |||||||||||||||||||||||
Intangible assets and acquired lease liabilities consist of the following as of December 31, 2014 and 2013. | |||||||||||||||||||||||
December 31, 2014 | |||||||||||||||||||||||
(In thousands) | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | ||||||||||||||||||||
Intangible assets: | |||||||||||||||||||||||
In-place leases | $ | 131,518 | $ | 27,450 | $ | 104,068 | |||||||||||||||||
Other intangible | 3,804 | 107 | 3,697 | ||||||||||||||||||||
Above-market leases | 23,061 | 3,605 | 19,456 | ||||||||||||||||||||
Total acquired intangible assets | $ | 158,383 | $ | 31,162 | $ | 127,221 | |||||||||||||||||
Intangible lease liabilities: | |||||||||||||||||||||||
Below-market leases | $ | 81,708 | $ | 14,953 | $ | 66,755 | |||||||||||||||||
Above-market ground lease liability | 17,968 | 503 | 17,465 | ||||||||||||||||||||
Total market lease intangibles | $ | 99,676 | $ | 15,456 | $ | 84,220 | |||||||||||||||||
December 31, 2013 | |||||||||||||||||||||||
(In thousands) | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | ||||||||||||||||||||
Intangible assets: | |||||||||||||||||||||||
In-place leases | $ | 108,229 | $ | 8,344 | $ | 99,885 | |||||||||||||||||
Above-market leases | 19,617 | 1,124 | 18,493 | ||||||||||||||||||||
Total acquired intangible assets | $ | 127,846 | $ | 9,468 | $ | 118,378 | |||||||||||||||||
Intangible lease liabilities: | |||||||||||||||||||||||
Below-market leases | $ | 59,544 | $ | 4,429 | $ | 55,115 | |||||||||||||||||
Above-market ground lease liability | 17,968 | 54 | 17,914 | ||||||||||||||||||||
Total market lease intangibles | $ | 77,512 | $ | 4,483 | $ | 73,029 | |||||||||||||||||
Depreciation and Amortization | |||||||||||||||||||||||
The Company is required to make subjective assessments as to the useful lives of the components of the Company’s real estate investments for purposes of determining the amount of depreciation to record on an annual basis. These assessments have a direct impact on the Company’s net income because if the Company were to shorten the expected useful lives of the Company’s real estate investments, the Company would depreciate these investments over fewer years, resulting in more depreciation expense and lower net income. | |||||||||||||||||||||||
Depreciation is computed using the straight-line method over the estimated useful lives of up to 40 years for buildings, 15 years for land improvements, five years for fixtures and improvements, and the shorter of the useful life or the remaining lease term for tenant improvements and leasehold interests. | |||||||||||||||||||||||
Acquired above-market leases are amortized as a reduction of rental income over the remaining terms of the respective leases. Acquired below-market leases are amortized as an increase to rental income over the remaining terms of the respective leases and expected below-market renewal option periods. | |||||||||||||||||||||||
Acquired above-market ground leases are amortized as a reduction of property operating expense over the remaining term of the respective leases. Acquired below-market ground lease values are amortized as an increase to property operating expense over the remaining terms of the respective leases and expected below-market renewal option period. | |||||||||||||||||||||||
The value of in-place leases, exclusive of the value of above-market and below-market in-place leases, is amortized to depreciation and amortization expense over the remaining periods of the respective leases. | |||||||||||||||||||||||
Assumed mortgage premiums or discounts, if applicable, are amortized as a reduction or increase to interest expense over the remaining term of the respective mortgages. | |||||||||||||||||||||||
The following table provides the weighted-average remaining amortization and accretion periods as of December 31, 2014, for intangible assets and liabilities and the projected amortization expense and adjustments to revenues for the next five years: | |||||||||||||||||||||||
(Dollar amounts in thousands) | Weighted- | 2015 | 2016 | 2017 | 2018 | 2019 | |||||||||||||||||
Average Remaining | |||||||||||||||||||||||
Amortization | |||||||||||||||||||||||
Period (in years) | |||||||||||||||||||||||
In-place leases | 9 | $ | 18,314 | $ | 11,088 | $ | 10,019 | $ | 9,067 | $ | 8,683 | ||||||||||||
Other intangible | 11.5 | 321 | 321 | 321 | 321 | 321 | |||||||||||||||||
Total to be included in depreciation and amortization expense | $ | 18,635 | $ | 11,409 | $ | 10,340 | $ | 9,388 | $ | 9,004 | |||||||||||||
Above-market lease assets | 12.5 | $ | (2,771 | ) | $ | (1,428 | ) | $ | (1,420 | ) | $ | (1,420 | ) | $ | (1,420 | ) | |||||||
Below-market lease liabilities | 9.6 | 9,824 | 7,566 | 6,780 | 5,995 | 5,611 | |||||||||||||||||
Total to be included in rental income | $ | 7,053 | $ | 6,138 | $ | 5,360 | $ | 4,575 | $ | 4,191 | |||||||||||||
Above-market ground lease liability to be deducted from property operating expenses | 36.6 | $ | (449 | ) | $ | (449 | ) | $ | (449 | ) | $ | (449 | ) | $ | (449 | ) | |||||||
For the years ended December 31, 2014, 2013 and 2012, amortization of in-place leases and other intangibles of $21.5 million, $8.3 million and $1.7 million, respectively, is included in depreciation and amortization on the consolidated statements of operations and comprehensive income (loss). For the years ended December 31, 2014, 2013 and 2012, net amortization of above- and below-market lease intangibles of $9.3 million, $2.6 million and $0.4 million, respectively, is included in rental income on the consolidated statements of operations and comprehensive income (loss). For the years ended December 31, 2014 and 2013, amortization of above-market ground lease liability of $0.4 million and $0.1 million, respectively, is included in property operating expense on the consolidated statements of operations and comprehensive income (loss). There was no amortization related to the above-market ground lease for the year ended December 31, 2012 as the related property was acquired in 2013. | |||||||||||||||||||||||
Impairment of Long Lived Assets | |||||||||||||||||||||||
When circumstances indicate the carrying value of a property may not be recoverable, the Company reviews the asset for impairment. This review is based on an estimate of the future undiscounted cash flows, excluding interest charges, expected to result from the property’s use and eventual disposition. These estimates consider factors such as expected future operating income, market and other applicable trends and residual value, as well as the effects of leasing demand, competition and other factors. If such estimated cash flows are less than the the carrying value of a property, an impairment loss is recorded to the extent that the carrying value exceeds the estimated fair value of the property for properties to be held and used. For properties held for sale, the impairment loss is based on the adjustment to fair value less estimated cost to dispose of the asset. These assessments result in the immediate recognition of an impairment loss, resulting in a reduction of net income. The Company did not recognize any impairment charges for the years ended December 31, 2014, 2013 or 2012. | |||||||||||||||||||||||
Impairment of Equity Method Investments | |||||||||||||||||||||||
The Company monitors the value of its equity method investments for indicators of impairment. An impairment charge is recognized when the Company determines that a decline in the fair value of the investment below its carrying value is other-than-temporary. The assessment of impairment is subjective and involves the application of significant assumptions and judgments about the Company's intent and ability to recover its investment given the nature and operations of the underlying investment. | |||||||||||||||||||||||
Cash and Cash Equivalents | |||||||||||||||||||||||
Cash and cash equivalents includes cash in bank accounts as well as investments in highly-liquid money market funds with original maturities of three months or less at time of purchase. As of December 31, 2014 and 2013, $0.3 million was held in money market funds with the Company's financial institutions. | |||||||||||||||||||||||
The Company deposits cash with high-quality financial institutions. These deposits are guaranteed by the Federal Deposit Insurance Company (the "FDIC") up to an insurance limit. At December 31, 2014 and 2013, the Company had deposits of $22.5 million and $233.4 million, respectively, of which $18.9 million and $228.8 million, respectively, were in excess of the amount insured by the FDIC. Although the Company bears risk to amounts in excess of those insured by the FDIC, it does not anticipate any losses as a result. | |||||||||||||||||||||||
Restricted Cash | |||||||||||||||||||||||
Restricted cash primarily consists of funds held in escrow related to real estate acquisitions and reserves related to lease expirations as well as maintenance, real estate, structural, and debt service reserves. | |||||||||||||||||||||||
Investment Securities | |||||||||||||||||||||||
The Company classifies its investments in debt or equity securities into one of three classes: held-to-maturity, available-for-sale or trading, as applicable. Investments in debt securities that the Company has the positive intent and ability to hold until maturity are classified as held-to-maturity and are reported at amortized cost. Debt and equity securities that are bought and held principally for the purposes of selling them in the near future are classified as trading securities. Debt and equity securities not classified as trading securities or as held-to-maturity securities are classified as available-for-sale securities and are reported at fair value, with unrealized holding gains and losses reported as a component of equity within accumulated other comprehensive income or loss. Gains or losses on securities sold are based on the specific identification method. | |||||||||||||||||||||||
The Company evaluates its investments in securities for impairment or other-than-temporary impairment on a quarterly basis. The Company reviews each investment individually and assesses factors that may include (i) if the carrying amount of an investment exceeds its fair value, (ii) if there has been any change in the market as a whole or in the investee’s market, (iii) if there are any plans to sell the investment in question or if the Company believes it may be forced to sell its investment, and (iv) if there have been any other factors that would indicate the possibility of the existence of an other-than-temporary impairment. The fair value of the Company’s investments in available-for-sale securities generally rise and fall based on current market conditions. If, after reviewing relevant factors surrounding an impaired security, the Company determines that it will not recover its full investment in an impaired security, the Company recognizes an other-than-temporary impairment charge in the consolidated statements of operations and comprehensive loss in the period in which the other-than-temporary impairment is discovered, regardless of whether or not the Company plans to sell or believes it will be forced to sell the security in question. The Company did not recognize any other-than-temporary impairment charges for the years ended December 31, 2014, 2013 or 2012. | |||||||||||||||||||||||
Investments in Unconsolidated Joint Venture | |||||||||||||||||||||||
The Company accounts for investments in unconsolidated joint ventures under the equity method of accounting in cases where the Company exercises significant influence over, but does not control, the entities and is not considered to be the primary beneficiary. These investments are recorded initially at cost and subsequently adjusted for equity in net income (loss) and cash contributions and distributions. Any difference between the carrying amount of these investments and the underlying equity in net assets is depreciated and amortized over the estimated useful lives of the assets and liabilities with a corresponding adjustment to the equity income (loss) from unconsolidated joint ventures in the accompanying consolidated statements of operations and comprehensive income (loss). Equity income (loss) from unconsolidated joint ventures is allocated based on the Company's ownership or economic interest in each joint venture. A loss in the value of a joint venture investment that is determined to be other than temporary is recognized in the period in which the loss occurs. See Note 4 - Investment in Unconsolidated Joint Venture. | |||||||||||||||||||||||
Listing Note Distribution | |||||||||||||||||||||||
Concurrently with the Listing, the Company caused the OP to issue the Listing Note (see Note 9 - Subordinated Listing Distribution). The Listing Note value was determined, in part, based on the average market value of the Company's outstanding common stock for the period from 180 days to 210 days after the Listing. Until the principal amount of the Listing Note was determined, the Listing Note was treated as a derivative and the Company estimated the contingent consideration using a valuation model and recorded the fair value of the Listing Note on the consolidated balance sheets. The initial fair value and subsequent changes in fair value were recorded in the consolidated statements of operations and comprehensive income (loss). The final principal value of the Listing Note was determined in November 2014 and converted into OP units. See Note 9 - Subordinated Listing Distribution. | |||||||||||||||||||||||
2014 Advisor Multi-Year Outperformance Agreement | |||||||||||||||||||||||
On April 15, 2014 (the "Effective Date"), in connection with the Listing, the Company entered into the 2014 Advisor Multi-Year Outperformance Agreement (the "OPP") with the OP and the Advisor. See Note 16 - Share-Based Compensation. | |||||||||||||||||||||||
Tender Offer | |||||||||||||||||||||||
The Company recognized the excess cost of the tendered shares over its par value as a reduction to additional paid-in capital. | |||||||||||||||||||||||
Deferred Costs, Net | |||||||||||||||||||||||
Deferred costs, net consists of deferred financing costs and leasing costs. Deferred financing costs represent commitment fees, legal fees, and other costs associated with obtaining commitments for financing. These costs are amortized over the terms of the respective financing agreements using the effective interest method. Unamortized deferred financing costs are expensed when the associated debt is refinanced or repaid before maturity. Costs incurred in seeking financial transactions that do not close are expensed in the period in which it is determined that the financing will not close. Deferred leasing costs, consisting primarily of lease commissions and professional fees incurred, are deferred and amortized over the term of the lease. | |||||||||||||||||||||||
Share Repurchase Program | |||||||||||||||||||||||
The Company's board of directors had adopted a Share Repurchase Program ("SRP") that enabled stockholders to sell their shares to the Company in limited circumstances. The SRP permitted investors to sell their shares back to the Company after they had held them for at least one year, subject to the significant conditions and limitations described below. | |||||||||||||||||||||||
Prior to the Listing, the purchase price per share was dependent on the length of time investors had held such shares as follows: after one year from the purchase date — the lower of $9.25 or 92.5% of the amount they actually paid for each share; after two years from the purchase date —the lower of $9.50 or 95.0% of the amount they actually paid for each share; after three years from the purchase date — the lower of $9.75 or 97.5% of the amount they actually paid for each share; and after four years from the purchase date — the lower of $10.00 or 100% of the amount they actually paid for each share (in each case, as adjusted for any stock dividends, combinations, splits and recapitalizations). | |||||||||||||||||||||||
The Company was only authorized to repurchase shares pursuant to the SRP up to the value of the shares issued under the Distribution Reinvestment Plan ("DRIP") and limited the amount spent to repurchase shares in a given quarter to the value of the shares issued under the DRIP in that same quarter. In addition, the board of directors reserved the right to reject a request for redemption, at any time. Due to these limitations, the Company did not guarantee that it would be able to accommodate all repurchase requests. Purchases under the SRP by the Company were limited in any calendar year to 5% of the weighted average number of shares outstanding during the prior year (or 1.25% per calendar quarter). | |||||||||||||||||||||||
When a stockholder requested repurchases and the repurchases were approved by the Company's board of directors, it reclassified such obligation from equity to a liability based on the settlement value of the obligation. On March 31, 2014, the Company's board of directors approved the termination of the Company’s SRP. See Note 12 - Common Stock. | |||||||||||||||||||||||
Distribution Reinvestment Plan | |||||||||||||||||||||||
Pursuant to the DRIP, stockholders were able to elect to reinvest dividends by purchasing shares of common stock in lieu of receiving cash. No dealer manager fees or selling commissions were paid with respect to shares purchased pursuant to the DRIP. Shares purchased pursuant to the DRIP have the same rights and were treated in the same manner as if such shares were issued pursuant to the IPO. The board of directors reserved the right to designate that certain cash or other dividends be excluded from the DRIP. The Company had the right to amend any aspect of the DRIP or terminate the DRIP with ten days' notice to participants. On March 31, 2014, the Company provided notices to its stockholders that, pursuant to the terms of the DRIP, the Company's board of directors approved an amendment to suspend the DRIP, effective March 31, 2014. The final issuance of shares of common stock pursuant to the DRIP in connection with the Company's March 2014 dividend was paid in April 2014. Shares issued under the DRIP were recorded to equity in the accompanying consolidated balance sheet in the period dividends were declared. | |||||||||||||||||||||||
Derivative Instruments | |||||||||||||||||||||||
The Company may use derivative financial instruments to hedge all or a portion of the interest rate risk associated with its borrowings. Certain of the techniques used to hedge exposure to interest rate fluctuations may also be used to protect against declines in the market value of assets that result from general trends in debt markets. The principal objective of such agreements is to minimize the risks and/or costs associated with the Company's operating and financial structure as well as to hedge specific anticipated transactions. | |||||||||||||||||||||||
The Company records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply or the Company elects not to apply hedge accounting. | |||||||||||||||||||||||
The accounting for subsequent changes in the fair value of these derivatives depends on whether each has been designed and qualifies for hedge accounting treatment. If the Company elects not to apply hedge accounting treatment, any changes in the fair value of these derivative instruments is recognized immediately in gains (losses) on derivative instruments in the consolidated statement of operations. If the derivative is designated and qualifies for hedge accounting treatment the change in the estimated fair value of the derivative is recorded in other comprehensive income (loss) to the extent that it is effective. Any ineffective portion of a derivative's change in fair value will be immediately recognized in earnings. | |||||||||||||||||||||||
Revenue Recognition | |||||||||||||||||||||||
The Company's revenues, which are derived primarily from rental income, include rents that each tenant pays in accordance with the terms of each lease reported on a straight-line basis over the term of the lease. Since many of the Company's leases provide for rental increases at specified intervals, GAAP requires the Company to record a receivable, and include in revenues on a straight-line basis, unbilled rent receivables that the Company will only receive if the tenant makes all rent payments required through the expiration of the initial term of the lease. The Company defers the revenue related to lease payments received from tenants in advance of their due dates. When the Company acquires a property, the terms of existing leases are considered to commence as of the acquisition date for the purposes of this calculation. | |||||||||||||||||||||||
Rental revenue recognition commences when the tenant takes possession or controls the physical use of the leased space. For the tenant to take possession, the leased space must be substantially ready for its intended use. To determine whether the leased space is substantially ready for its intended use, we evaluate whether the Company owns or the tenant owns the tenant improvements. When the Company is the owner of tenant improvements, rental revenue recognition begins when the tenant takes possession of the finished space, which is when such improvements are substantially complete. When the Company concludes that the Company is not the owner (as the tenant is the owner) of tenant improvements, rental revenue recognition begins when the tenant takes possession of or controls the space. | |||||||||||||||||||||||
When the Company concludes that the Company is the owner of tenant improvements, the Company records the cost to construct the tenant improvements, including costs paid for or reimbursed by the tenants, as a capital asset. When the Company concludes that the tenant is the owner of tenant improvements for accounting purposes, the Company records its contribution towards those improvements as a lease incentive, which is included in deferred leasing costs, net on the consolidated balance sheets and amortized as a reduction to rental income on a straight-line basis over the term of the lease. | |||||||||||||||||||||||
The Company continually reviews receivables related to rent and unbilled rent receivables and determines collectability by taking into consideration the tenant's payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located. In the event that the collectability of a receivable is in doubt, the Company will record an allowance for uncollectible accounts or directly write-off of the receivable in the Company's consolidated statements of operations and comprehensive income (loss). | |||||||||||||||||||||||
The Company's leases generally provide for tenant reimbursement of a portion of common area maintenance expenses and other other operating expenses to the extent that a tenant's pro rata share of the expenses exceeds a base year level set in the lease or to the extent that the tenant has a lease on a triple net basis. Such cost recoveries from tenants are included in operating expense reimbursement in the period the related costs are incurred, as applicable. | |||||||||||||||||||||||
The Company’s hotel revenues are recognized as earned and are derived from room rentals and other sources such as charges to guests for telephone service, movie and vending commissions, meeting and banquet room revenue and laundry services. | |||||||||||||||||||||||
The Company owns certain properties with leases that include provisions for the tenant to pay contingent rental income based on a percent of the tenant's sales upon the achievement of certain thresholds or other targets, which may be monthly, quarterly or annual targets. The Company defers the recognition of contingent rental income until the specified target that triggered the contingent rental income is achieved, or until such sales upon which percentage rent is based are known. Contingent rental income will be included in rental income on the Company's consolidated statements of operations and comprehensive income (loss). The Company did not recognize any revenue or deferred revenue related to contingent rental income during the years ended December 31, 2014, 2013 or 2012. | |||||||||||||||||||||||
Share-Based Compensation | |||||||||||||||||||||||
The Company has a stock-based incentive award plan for its directors, which is accounted for under the guidance for employee share based payments. The cost of services received in exchange for a stock award is measured at the grant date fair value of the award and the expense for such awards is included in general and administrative expenses and is recognized over the vesting period or when the requirements for exercise of the award have been met. See Note 16 — Share-Based Compensation. | |||||||||||||||||||||||
Income Taxes | |||||||||||||||||||||||
The Company elected to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code commencing with its taxable year ended December 31, 2010. If the Company continues to qualify for taxation as a REIT, it generally will not be subject to federal corporate income tax to the extent it distributes all its REIT taxable income to its stockholders. REITs are subject to a number of organizational and operational requirements, including a requirement that the Company distribute annually at least 90% of the Company’s REIT taxable income to the Company’s stockholders. If the Company fails to continue to qualify as a REIT in any taxable year and does not qualify for certain statutory relief provisions, the Company will be subject to U.S. federal and state income taxes at regular corporate rates (including any applicable alternative minimum tax) beginning with the year in which it fails to qualify and may be precluded from being able to elect to be treated as a REIT for the Company’s four subsequent taxable years. The Company distributed to its shareholders 100% of its ordinary taxable income for each of the years ended December 31, 2014, 2013 and 2012. Accordingly, no provision for federal or state income taxes related to such ordinary taxable income was recorded on the Company’s financial statements. Even if the Company qualifies for taxation as a REIT, it may be subject to certain state and local taxes on its income and property, and federal income and excise taxes on its undistributed income. | |||||||||||||||||||||||
During the year ended December 31, 2013, the Company purchased a hotel, which is owned by a subsidiary of the OP and leased to a taxable REIT subsidiary ("TRS"), that is owned by the OP. A TRS is subject to federal, state and local income taxes. The TRS is a tax paying component for purposes of classifying deferred tax assets and liabilities. The Company records net deferred tax assets to the extent the Company believes these assets will more likely than not be realized. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. In the event the Company determines that it would not be able to realize the deferred income tax assets in the future in excess of the net recorded amount, the Company establishes a valuation allowance which offsets the previously recognized income tax benefit. Deferred income taxes result from temporary differences between the carrying amounts of assets and liabilities of the TRSs for financial reporting purposes and the amounts used for income tax purposes. The Company had deferred tax assets and a corresponding valuation allowance of $1.7 million and $0.2 million as of December 31, 2014 and 2013, respectively. The TRS had federal and state net operating loss carry forwards as of December 31, 2014 of $3.7 million, which will expire through 2035. The Company estimates income tax relating to its TRS using a combined federal and state rate of approximately 42% for the year ended December 31, 2014. The Company has concluded that it is more likely than not that the net operating loss carry forwards will not be utilized during the carry forward period and as such the Company has established a valuation allowance against these deferred tax assets. The Company had immaterial current and deferred federal and state income tax expense for the years ended December 31, 2014, 2013 and 2012. | |||||||||||||||||||||||
As of December 31, 2014, the Company had no material uncertain income tax positions. The tax years subsequent to and including the year ended December 31, 2011 remain open to examination by the major taxing jurisdictions to which the Company is subject. | |||||||||||||||||||||||
Per Share Data | |||||||||||||||||||||||
The Company calculates basic income (loss) per share of common stock by dividing net income (loss) for the period by the weighted-average shares of its common stock outstanding for a respective period. Diluted income per share takes into account the effect of dilutive instruments such as unvested restricted stock, Long-term Incentive Plan ("LTIP") units and OP units, based on the average share price for the period in determining the number of incremental shares that are to be added to the weighted-average number of shares outstanding. See Note 18 - Net Loss Per Share. | |||||||||||||||||||||||
Reportable Segments | |||||||||||||||||||||||
The Company has determined that it has one reportable segment, with activities related to investing in real estate. The Company's investments in real estate generate rental revenue and other income through the leasing and management of properties. Management evaluates the operating performance of the Company's investments in real estate at the individual property level. | |||||||||||||||||||||||
Recent Accounting Pronouncements | |||||||||||||||||||||||
In April 2014, the Financial Accounting Standards Board ("FASB") amended the requirements for reporting discontinued operations. Under the revised guidance, in addition to other disclosure requirements, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results when the component or group of components meets the criteria to be classified as held for sale, disposed of by sale or other than by sale. The Company has adopted the provisions of this guidance effective January 1, 2014, and has applied the provisions prospectively. The adoption of this guidance did not have a material impact on the Company's consolidated financial position, results of operations or cash flows. | |||||||||||||||||||||||
In May 2014, the FASB issued revised guidance relating to revenue recognition. Under the revised guidance, an entity is required to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The revised guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is not permitted under GAAP. The revised guidance allows entities to apply the full retrospective or modified retrospective transition method upon adoption. In April 2015, the FASB proposed a one-year delay of the revised guidance, although entities will be allowed to early adopt the guidance as of the original effective date. The Company has not yet selected a transition method and is currently evaluating the impact of the new guidance. | |||||||||||||||||||||||
In August 2014, the FASB issued guidance relating to disclosure of uncertainties about an entity's ability to continue as a going concern. In connection with preparing financial statements for each annual and interim reporting period, management should evaluate whether there are conditions or events that raise substantial doubt about the entity's ability to continue as a going concern within one year after the date that the financial statements are issued. If conditions or events raise substantial doubt about the entity's ability to continue as a going concern, the guidance requires management to disclose information that enables users of the financial statements to understand the conditions or events that raised the substantial doubt, management's evaluation of the significance of the conditions or events that led to the doubt and management's plans that are intended to mitigate the conditions or events that raised substantial doubt about the entity's ability to continue as a going concern. The guidance is effective for the annual period ending after December 15, 2016 and for annual and interim periods thereafter. The Company has elected to adopt the provisions of this guidance effective December 31, 2014, as early application is permitted. The adoption of this guidance had no material impact on the Company's consolidated financial position, results of operations or cash flows. | |||||||||||||||||||||||
In February 2015, the FASB amended the accounting for consolidation of certain legal entities. The amendments modify the evaluation of whether certain legal entities are VIEs or voting interest entities, eliminate the presumption that a general partner should consolidate a limited partnership, affect the consolidation analysis of reporting entities that are involved with VIEs (particularly those that have fee arrangements and related party relationships) and provide a scope exception from consolidation guidance for reporting entities with interests in legal entities. The revised guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. If the Company decides to early adopt the revised guidance in an interim period, any adjustments will be reflected as of the beginning of the fiscal year that includes the interim period. The Company has not yet selected a transition method and is currently evaluating the impact of the new guidance. | |||||||||||||||||||||||
In April 2015, the FASB amended the presentation of debt issuance costs on the balance sheet. The amendments require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The revised guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted for financial statements that have not previously been issued. If the Company decides to early adopt the revised guidance in an interim period, any adjustments will be reflected as of the beginning of the fiscal year that includes the interim period. The Company is currently evaluating the impact of the new guidance. |
Real_Estate_Investments
Real Estate Investments | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Real Estate [Abstract] | |||||||||||||
Real Estate Investments | Real Estate Investments | ||||||||||||
On August 22, 2014, the Company, through a wholly owned subsidiary of the OP, completed the acquisition of the fee simple interest in two contiguous institutional-quality office buildings located at 245-249 West 17th Street (the "Twitter Building") in the Chelsea neighborhood of Manhattan. The sellers of the Twitter Building were 245 West 17th Street Property Investors II, LLC and 249 West 17th Street Property Investors II, LLC, which had no preexisting relationship with the Company or the Advisor and its affiliates. The purchase price of the Twitter Building was $310.8 million, exclusive of closing costs and net of purchase price adjustments, and was funded with proceeds from the Company's credit facility (See Note 7 - Credit Facility). The Company accounted for the purchase of the Twitter Building as a business combination, and incurred acquisition related costs of $4.4 million, which are reflected in the acquisition and transaction related line item of the consolidated statements of operations and comprehensive income (loss). | |||||||||||||
The following table presents the allocation of the real estate assets acquired and liabilities assumed during the years ended December 31, 2014, 2013, and 2012: | |||||||||||||
Year Ended December 31, | |||||||||||||
(Dollar amounts in thousands) | 2014 | 2013 | 2012 | ||||||||||
Real estate investments, at cost: | |||||||||||||
Land | $ | 68,251 | $ | 333,166 | $ | 74,209 | |||||||
Buildings, fixtures and improvements | 233,607 | 749,127 | 131,958 | ||||||||||
Total tangible assets | 301,858 | 1,082,293 | 206,167 | ||||||||||
Acquired intangibles: | |||||||||||||
In-place leases | 25,169 | 81,376 | 18,867 | ||||||||||
Other intangible | 3,804 | — | — | ||||||||||
Above-market lease assets | 3,707 | 10,389 | 9,194 | ||||||||||
Below-market lease liabilities | (23,705 | ) | (70,589 | ) | (5,150 | ) | |||||||
Total acquired intangibles | 8,975 | 21,176 | 22,911 | ||||||||||
Total assets acquired, net | 310,833 | 1,103,469 | 229,078 | ||||||||||
Investment in unconsolidated joint venture | 273 | 236,965 | — | ||||||||||
Preferred equity investment | 5,100 | 30,000 | — | ||||||||||
Mortgage notes payable used to acquire investments in real estate | — | (60,000 | ) | (79,188 | ) | ||||||||
Other assets acquired (liabilities assumed) | — | (12,206 | ) | (4,760 | ) | ||||||||
Non-controlling interest retained by seller | — | — | (380 | ) | |||||||||
Cash paid for acquired real estate investments and other assets | $ | 316,206 | $ | 1,298,228 | $ | 144,750 | |||||||
Number of properties and other investments purchased | 1 | 7 | 7 | ||||||||||
The following table presents unaudited pro forma information as if the acquisitions during the year ended December 31, 2014 had been consummated on January 1, 2013. Additionally, the unaudited pro forma net loss attributable to stockholders was adjusted to reclassify acquisition and transaction related expense of $4.4 million from the year ended December 31, 2014 to the year ended December 31, 2013. | |||||||||||||
Year Ended December 31, | |||||||||||||
(In thousands) | 2014 | 2013 | |||||||||||
Pro forma revenues (1) | $ | 171,189 | $ | 80,359 | |||||||||
Pro forma net income (loss) attributable to stockholders (1) | $ | (57,525 | ) | $ | (9,174 | ) | |||||||
-1 | For the year ended December 31, 2014, aggregate revenues and net income derived from the Company's acquisition (for the Company's period of ownership) were $8.8 million and $4.6 million, respectively. | ||||||||||||
The following table presents future minimum base cash rental payments due to the Company, excluding future minimum base cash rental payments related to unconsolidated joint ventures, subsequent to December 31, 2014. These amounts exclude contingent rental payments, as applicable, that may be collected from certain tenants based on provisions related to sales thresholds and increases in annual rent based on exceeding certain economic indexes among other items. | |||||||||||||
(In thousands) | Future Minimum | ||||||||||||
Base Cash Rental Payments | |||||||||||||
2015 | $ | 107,195 | |||||||||||
2016 | 96,230 | ||||||||||||
2017 | 93,784 | ||||||||||||
2018 | 91,832 | ||||||||||||
2019 | 90,551 | ||||||||||||
Thereafter | 591,315 | ||||||||||||
$ | 1,070,907 | ||||||||||||
The following table lists the tenants whose annualized cash rent represented greater than 10% of total annualized cash rent as of December 31, 2014, 2013 and 2012: | |||||||||||||
December 31, | |||||||||||||
Property Portfolio | Tenant | 2014 | 2013 | 2012 | |||||||||
Worldwide Plaza | Cravath, Swaine & Moore, LLP | 16% | 18% | * | |||||||||
Worldwide Plaza | Nomura Holdings America, Inc. | 11% | 12% | * | |||||||||
229 West 36th Street | American Language Communication Center, Inc. | * | * | 14% | |||||||||
__________________________ | |||||||||||||
* Tenant's annualized cash rent was not greater than 10% of total annualized cash rent for all portfolio properties as of the period specified. | |||||||||||||
The termination, delinquency or non-renewal of any of the above tenants may have a material adverse effect on revenues. No other tenant represents more than 10% of annualized cash rent as of December 31, 2014, 2013 and 2012. |
Investment_in_Unconsolidated_J
Investment in Unconsolidated Joint Venture | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Equity Method Investments and Joint Ventures [Abstract] | |||||||||
Investment in Unconsolidated Joint Venture | Investment in Unconsolidated Joint Venture | ||||||||
On October 30, 2013, the Company purchased a 48.9% equity interest in WWP Holdings, LLC ("Worldwide Plaza") for a contract purchase price of $220.1 million, based on the property value for Worldwide Plaza of $1,325.0 million less $875.0 million of debt on the property. As of December 31, 2014, the Company's pro rata portion of debt on Worldwide Plaza was $427.9 million. The debt on the property has a weighted average interest rate of 4.6% and matures in March 2023. The Company accounts for the investment in Worldwide Plaza using the equity method of accounting because the Company exercises significant influence over but does not control the entity. | |||||||||
Pursuant to the terms of the membership agreement governing the Company’s purchase of the 48.9% equity interest in Worldwide Plaza, the Company retains an option to purchase the balance of the equity interest in Worldwide Plaza beginning 38 months following the closing of the acquisition, or December 2016, at an agreed-upon property value of $1.4 billion, subject to certain adjustments, including, but not limited to, adjustments for certain loans that are outstanding at the time of any exercise, adjustments for the percentage equity interest being acquired and any of the Company's preferred return in arrears. If the Company were to not exercise its purchase option, it would be subject to a fee in the amount of $25.0 million. | |||||||||
At acquisition, the Company's investment in Worldwide Plaza exceeded the Company's share of the book value of the net assets of Worldwide Plaza by $260.6 million. This basis difference resulted from the excess of the Company's purchase price for its equity interest in Worldwide Plaza over the book value of Worldwide Plaza's net assets. Substantially all of this basis difference was allocated to the fair values of Worldwide Plaza's assets and liabilities. The Company amortizes the basis difference over the anticipated useful lives of the underlying tangible and intangible assets acquired and liabilities assumed. The basis difference related to the land will be recognized upon disposition of the Company's investment. As of December 31, 2014 and 2013, the carrying value of the Company's investment in Worldwide Plaza was $225.5 million and $234.8 million, respectively. | |||||||||
During the years ended December 31, 2014 and 2013, the Company recorded $1.5 million and $0.1 million, respectively, of loss related to its investment in Worldwide Plaza, which includes $15.6 million and $2.7 million of preferred distributions earned, respectively, net of the Company's pro rata share of Worldwide Plaza's net loss during the same period and $12.2 million and $2.2 million of depreciation and amortization expense, respectively, related to the amortization of the basis difference. The income (loss) related to the Company's investment in Worldwide Plaza is included in other income (expenses) on the consolidated statements of operations and comprehensive income (loss). | |||||||||
The amounts reflected in the following tables (except for the Company’s share of equity and income) are based on the financial information of Worldwide Plaza. The Company does not record losses of the joint venture in excess of its investment balance because the Company is not liable for the obligations of the joint venture or is otherwise committed to provide financial support to the joint venture. | |||||||||
The condensed balance sheets as of December 31, 2014 and 2013 for Worldwide Plaza is as follows: | |||||||||
December 31, | |||||||||
(In thousands) | 2014 | 2013 | |||||||
Real estate assets, at cost | $ | 704,143 | $ | 696,342 | |||||
Less accumulated depreciation and amortization | (97,181 | ) | (77,919 | ) | |||||
Total real estate assets, net | 606,962 | 618,423 | |||||||
Other assets | 255,784 | 248,048 | |||||||
Total assets | $ | 862,746 | $ | 866,471 | |||||
Debt | $ | 875,000 | $ | 875,000 | |||||
Other liabilities | 12,442 | 9,923 | |||||||
Total liabilities | 887,442 | 884,923 | |||||||
Deficit | (24,696 | ) | (18,452 | ) | |||||
Total liabilities and deficit | $ | 862,746 | $ | 866,471 | |||||
Company's basis | $ | 225,501 | $ | 234,774 | |||||
The condensed statement of operations for the year ended December 31, 2014 and the period from October 31, 2013 (date of acquisition) to December 31, 2013 for Worldwide Plaza is as follows: | |||||||||
Period from | |||||||||
31-Oct-13 | |||||||||
Year Ended | (date of acquisition) to | ||||||||
(In thousands) | 31-Dec-14 | December 31, 2013 | |||||||
Rental income | $ | 113,498 | $ | 18,736 | |||||
Other revenue | 4,932 | 837 | |||||||
Total revenue | 118,430 | 19,573 | |||||||
Operating expenses: | |||||||||
Operating expense | 45,911 | 7,288 | |||||||
Depreciation and amortization | 26,835 | 4,025 | |||||||
Total operating expenses | 72,746 | 11,313 | |||||||
Operating income | 45,684 | 8,260 | |||||||
Interest expense | (40,077 | ) | (6,808 | ) | |||||
Net income | 5,607 | 1,452 | |||||||
Company's preferred distribution | (15,617 | ) | (2,653 | ) | |||||
Net loss to members | $ | (10,010 | ) | $ | (1,201 | ) | |||
Company's preferred distribution | $ | 15,617 | $ | 2,653 | |||||
Company's share of net loss from Worldwide Plaza | (4,895 | ) | (587 | ) | |||||
Amortization of difference in basis | (12,221 | ) | (2,161 | ) | |||||
Company's loss from Worldwide Plaza | $ | (1,499 | ) | $ | (95 | ) |
Preferred_Equity_Investment
Preferred Equity Investment | 12 Months Ended |
Dec. 31, 2014 | |
Equity [Abstract] | |
Preferred Equity Investment | Preferred Equity Investment |
The preferred equity investment represents a five year, cumulative preferred interest in a class A office building located at 123 William Street in the Financial District of downtown Manhattan. The preferred equity investment matures in October 2018 and carries a 6.0% current pay rate and a 2.0% accrual rate (increasing to 2.25%, 2.75% and 3.25% after years two, three and four, respectively). The preferred equity agreement includes a capital call provision requiring additional investment not to exceed $40.0 million. Income from the preferred equity investment in 123 William Street is included in income from preferred equity investments, investment securities and interest in the accompanying consolidated statements of operations and comprehensive income (loss). | |
The preferred equity investment had a fixed return based on contributed capital, no participation in profits or losses of the real estate activities, and property foreclosure rights in the event of default. As such, the Company recorded returns earned in income from preferred equity investment, investment securities and interest income on the consolidated statements of operations and comprehensive income (loss). The Company assessed the investment for impairment on a periodic basis. | |
On March 27, 2015, the owner of 123 William Street sold the property and settled the Company's preferred equity investment in cash. See Note 21 - Subsequent Events. |
Investment_Securities
Investment Securities | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | |||||||||||||||||||||||||
Investment Securities | Investment Securities | ||||||||||||||||||||||||
The Company's investment securities are comprised of investments in redeemable preferred stock and equity securities with an aggregate fair value of $4.7 million and $1.0 million, respectively. The equity securities consist of a real estate income fund that is managed by an affiliate of the Sponsor (see Note 14 — Related Party Transactions and Arrangements). The Company's preferred stock investments are redeemable at the respective issuer's option after five years from issuance. | |||||||||||||||||||||||||
The following table details the unrealized gains and losses on investment securities as of December 31, 2014 and 2013: | |||||||||||||||||||||||||
(In thousands) | Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | |||||||||||||||||||||
December 31, 2014 | |||||||||||||||||||||||||
Redeemable preferred stock | $ | 1,288 | $ | 21 | $ | (12 | ) | $ | 1,297 | ||||||||||||||||
Equity securities | 3,127 | 235 | — | 3,362 | |||||||||||||||||||||
Total | $ | 4,415 | $ | 256 | $ | (12 | ) | $ | 4,659 | ||||||||||||||||
December 31, 2013 | |||||||||||||||||||||||||
Redeemable preferred stock | $ | 1,288 | $ | — | $ | (240 | ) | $ | 1,048 | ||||||||||||||||
The following table presents the fair value and gross unrealized losses of investments aggregated by investment type, the length of time and the number of securities that have been in a continuous unrealized loss position as of the periods indicated: | |||||||||||||||||||||||||
Less than 12 months | More than 12 months | Total | |||||||||||||||||||||||
(Dollars in thousands) | Fair Value | Unrealized Losses | Fair Value | Unrealized Losses | Fair Value | Unrealized Losses | |||||||||||||||||||
December 31, 2014 | |||||||||||||||||||||||||
Redeemable preferred stock | $ | — | $ | — | $ | 711 | $ | (12 | ) | $ | 711 | $ | (12 | ) | |||||||||||
Number of securities | — | 2 | 2 | ||||||||||||||||||||||
December 31, 2013 | |||||||||||||||||||||||||
Redeemable preferred stock | $ | 1,048 | $ | (240 | ) | $ | — | $ | — | $ | 1,048 | $ | (240 | ) | |||||||||||
Number of securities | 4 | — | 4 | ||||||||||||||||||||||
Redeemable preferred stock in a continuous unrealized loss position do not reflect any deterioration of the credit worthiness of the issuing entities. The unrealized losses on these temporarily impaired securities are primarily the result of changes in current market conditions. Because we do not currently intend to sell our redeemable preferred stock, and because it is not more-likely-than-not that we would be required to sell the securities prior to recovery, the impairment is considered to be temporary. |
Credit_Facility
Credit Facility | 12 Months Ended |
Dec. 31, 2014 | |
Debt Disclosure [Abstract] | |
Credit Facility | Credit Facility |
On March 30, 2012, the Company entered into a senior unsecured revolving credit facility with Capital One, National Association ("Capital One") in the amount of $40.0 million. On August 20, 2013, the Company entered into a $220.0 million credit facility with Capital One, which provided for aggregate revolving loan borrowings of up to $110.0 million and aggregate term loan borrowings of up to $110.0 million. The credit facility contained an "accordion" feature to allow the Company, under certain circumstances, to increase the aggregate commitments under the credit facility to a maximum of $325.0 million. On December 23, 2013, the Company amended the credit facility to decrease the aggregate revolving loan borrowings to $50.0 million and increase the aggregate term loan borrowings to $340.0 million. | |
On April 14, 2014, the Company entered into an amendment to the credit facility with Capital One ("Amended Facility"). The Amended Facility allows for total borrowings of up to $705.0 million with a $305.0 million term loan and a $400.0 million revolving loan. The term loan component of the Amended Facility matures in August 2018 and the revolving loan component matures in August 2016. The Amended Facility contains an "accordion feature" to allow the Company, under certain circumstances, to increase the aggregate loan borrowings to up to $1.0 billion of total borrowings. | |
During the year ended December 31, 2014, the Company expensed $3.6 million of previously deferred financing costs in interest expense on the consolidated statements of operations and comprehensive income (loss) as a result of the credit facility amendments. | |
The Company has the option, based upon its corporate leverage, to have the Amended Facility priced at either: (a) LIBOR, plus an applicable margin that ranges from 1.50% to 2.25%; or (b) the Base Rate plus an applicable margin that ranges from 0.50% to 1.25%. Base Rate is defined in the Amended Facility as the greater of (i) the fluctuating annual rate of interest announced from time to time by the lender as its “prime rate,” (ii) 0.50% above the federal funds effective rate and (iii) 1.00% above the applicable one-month LIBOR. The outstanding balance of the term and revolving portions of the Amended Facility as of December 31, 2014 was $305.0 million and $330.0 million, respectively. The balance of the term portion of the facility at December 31, 2013 was $305.0 million. There were no borrowings outstanding on the revolving portion of the facility at December 31, 2013. The facility had a combined weighted average interest rate of 2.08% and 2.19% as of December 31, 2014 and December 31, 2013, respectively, a portion of which is fixed with an interest rate swap. The Amended Facility includes an unused commitment fee per annum of (a) 0.15% if the unused balance of the facility is equal to or less than 50% of the available facility and (b) 0.25% if the unused balance of the facility exceeds 50% of the available facility. The unused borrowing capacity, based on the borrowing base properties as of December 31, 2014, was $6.0 million. Availability of borrowings is based on a pool of eligible unencumbered real estate assets. | |
The Amended Facility provides for monthly interest payments for each Base Rate loan and periodic payments for each LIBOR loan, based upon the applicable LIBOR loan period, with all principal outstanding being due on the maturity date. The Amended Facility may be prepaid at any time, in whole or in part, without premium or penalty. In the event of a default, the lenders have the right to terminate their obligations under the Amended Facility and to accelerate the payment on any unpaid principal amount of all outstanding loans. | |
The Amended Facility requires the Company to meet certain financial covenants, including the maintenance of certain financial ratios (such as specified debt to equity and debt service coverage ratios) as well as the maintenance of a minimum net worth. As of December 31, 2014, the Company was in compliance with the debt covenants under the Amended Facility agreement, as modified by a waiver received for a late filing of the Company's Annual Report on Form 10-K. |
Mortgage_Notes_Payable
Mortgage Notes Payable | 12 Months Ended | |||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||
Debt Disclosure [Abstract] | ||||||||||||||||||
Mortgage Notes Payable | Mortgage Notes Payable | |||||||||||||||||
The Company's mortgage notes payable as of December 31, 2014 and December 31, 2013 consist of the following: | ||||||||||||||||||
Outstanding Loan Amount | ||||||||||||||||||
Portfolio | Encumbered | December 31, | December 31, | Effective | Interest Rate | Maturity | ||||||||||||
Properties | 2014 | 2013 | Interest Rate | |||||||||||||||
(In thousands) | (In thousands) | |||||||||||||||||
Design Center | 1 | $ | 20,198 | $ | 20,582 | 4.4 | % | Fixed | Dec. 2021 | |||||||||
Bleecker Street | 3 | 21,300 | 21,300 | 4.3 | % | Fixed | Dec. 2015 | |||||||||||
Foot Locker | 1 | 3,250 | 3,250 | 4.6 | % | Fixed | Jun. 2016 | |||||||||||
Regal Parking Garage | 1 | 3,000 | 3,000 | 4.5 | % | Fixed | Jul. 2016 | |||||||||||
Duane Reade | 1 | 8,400 | 8,400 | 3.6 | % | Fixed | Nov. 2016 | |||||||||||
Washington Street Portfolio | 1 | 4,741 | 4,831 | 4.4 | % | Fixed | Dec. 2021 | |||||||||||
One Jackson Square | 1 | 13,000 | 13,000 | 3.4 | % | (1) | Fixed | Dec. 2016 | ||||||||||
350 West 42nd Street | 1 | 11,365 | 11,365 | 3.4 | % | Fixed | Aug. 2017 | |||||||||||
1100 Kings Highway | 1 | 20,200 | 20,200 | 3.4 | % | (1) | Fixed | Aug. 2017 | ||||||||||
1623 Kings Highway | 1 | 7,288 | 7,288 | 3.3 | % | (1) | Fixed | Nov. 2017 | ||||||||||
256 West 38th Street | 1 | 24,500 | 24,500 | 3.1 | % | (1) | Fixed | Dec. 2017 | ||||||||||
229 West 36th Street | 1 | 35,000 | 35,000 | 2.9 | % | (1) | Fixed | Dec. 2017 | ||||||||||
14 | $ | 172,242 | $ | 172,716 | 3.6 | % | (2) | |||||||||||
______________________ | ||||||||||||||||||
-1 | Fixed through an interest rate swap agreement. | |||||||||||||||||
-2 | Calculated on a weighted average basis for all mortgages outstanding as of December 31, 2014. | |||||||||||||||||
Real estate investments of $317.0 million, at cost, at December 31, 2014 have been pledged as collateral to their respective mortgages and are not available to satisfy our corporate debts and obligations unless first satisfying the mortgage note payable on the properties. | ||||||||||||||||||
The following table summarizes the scheduled aggregate principal repayments subsequent to December 31, 2014: | ||||||||||||||||||
(In thousands) | Future Minimum Principal Payments | |||||||||||||||||
2015 | $ | 21,794 | ||||||||||||||||
2016 | 28,167 | |||||||||||||||||
2017 | 102,730 | |||||||||||||||||
2018 | 4,573 | |||||||||||||||||
2019 | 4,777 | |||||||||||||||||
Thereafter | 10,201 | |||||||||||||||||
Total | $ | 172,242 | ||||||||||||||||
Some of the Company's mortgage note agreements require compliance with certain property-level financial covenants including debt service coverage ratios. As of December 31, 2014, the Company was in compliance with the financial covenants under its mortgage note agreements. |
Subordinated_Listing_Distribut
Subordinated Listing Distribution | 12 Months Ended |
Dec. 31, 2014 | |
Subordinated Listing Distribution [Abstract] | |
Subordinated Listing Distribution | Subordinated Listing Distribution |
Upon occurrence of the Listing, the New York Recovery Special Limited Partnership, LLC (the "SLP"), a wholly owned subsidiary of the Sponsor, became entitled to begin receiving distributions of net sale proceeds pursuant to its special limited partner interest in the OP (the "SLP Interest") in an aggregate amount that was evidenced by the issuance of a note by the OP (the "Listing Note"). The Listing Note was equal to 15.0% of the amount, if any, by which (a) the average market value of the Company’s outstanding common stock for the period 180 days to 210 days after Listing, plus distributions paid by the Company prior to Listing, exceeded (b) the sum of the total amount of capital raised from stockholders during the Company’s prior offering and the amount of cash flow necessary to generate a 6.0% annual cumulative, non-compounded return to such stockholders. Concurrently with the Listing, the Company, as general partner of the OP, caused the OP to enter into the Listing Note Agreement dated April 15, 2014 by and between the OP and the SLP, and caused the OP to issue the Listing Note. The Listing Note was evidence of the SLP's right to receive distributions of net sales proceeds from the sale of the Company's real estate and real estate-related assets up to an aggregate amount equal to the principal balance of the Listing Note. Pursuant to the terms of the Partnership Agreement, the SLP had the right, but not the obligation, to convert all or a portion of the SLP interest into OP units which are convertible into shares of the Company's common stock. | |
The Listing Note principal amount of $33.5 million was determined based on an economic hurdle, returns to shareholders above such hurdle and the actual average market value of the Company’s outstanding common stock for the period 180 days to 210 days after the Listing and was recorded as an expense in the consolidated statements of operations and comprehensive income (loss). On November 21, 2014, at the request of the SLP, the Listing Note was converted into 3,062,512 OP units and the value of the Listing Note was reclassified to non-controlling interest on the consolidated balance sheets. |
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||||
Fair Value of Financial Instruments | Fair Value of Financial Instruments | ||||||||||||||||||
The Company determines fair value based on quoted prices when available or through the use of alternative approaches, such as discounting the expected cash flows using market interest rates commensurate with the credit quality and duration of the instrument. This alternative approach also reflects the contractual terms of the instruments, as applicable, including the period to maturity, and may use observable market-based inputs, including interest rate curves and implied volatilities, and unobservable inputs, such as expected volatility. The guidance defines three levels of inputs that may be used to measure fair value: | |||||||||||||||||||
Level 1 — Quoted prices in active markets for identical assets and liabilities that the reporting entity has the ability to access at the measurement date. | |||||||||||||||||||
Level 2 — Inputs other than quoted prices included within Level 1 that are observable for the asset and liability or can be corroborated with observable market data for substantially the entire contractual term of the asset or liability. | |||||||||||||||||||
Level 3 — Unobservable inputs that reflect the entity's own assumptions that market participants would use in the pricing of the asset or liability and are consequently not based on market activity, but rather through particular valuation techniques. | |||||||||||||||||||
The determination of where an asset or liability falls in the hierarchy requires significant judgment and considers factors specific to the asset or liability. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company evaluates its hierarchy disclosures each quarter and depending on various factors, it is possible that an asset or liability may be classified differently from quarter to quarter. However, the Company expects that changes in classifications between levels will be rare. | |||||||||||||||||||
Although the Company has determined that the majority of the inputs used to value its interest rate swaps fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with those interest rate swaps utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by the Company and its counterparties. However, as of December 31, 2014 and 2013, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its interest rate swap positions and has determined that the credit valuation adjustments are not significant to the overall valuation of the Company's interest rate swaps. As a result, the Company has determined that its interest rate swap valuations in their entirety are classified in Level 2 of the fair value hierarchy. See Note 11 - Interest Rate Derivatives and Hedging Activities. | |||||||||||||||||||
The valuation of interest rate swaps is determined using a discounted cash flow analysis on the expected cash flows. This analysis reflects the contractual terms of the interest rate swaps, including the period to maturity, as well as observable market-based inputs, including interest rate curves and implied volatilities. In addition, credit valuation adjustments are incorporated into the fair values to account for the Company's potential nonperformance risk and the performance risk of the counterparties. | |||||||||||||||||||
The Company has investments in redeemable preferred stock and equity securities that are traded in active markets and therefore, due to the availability of quoted market prices in active markets, the Company classified these investments as Level 1 in the fair value hierarchy. | |||||||||||||||||||
The following table presents information about the Company's assets and liabilities (including derivatives that are presented net) measured at fair value on a recurring basis as of December 31, 2014 and December 31, 2013, aggregated by the level in the fair value hierarchy within which those instruments fall: | |||||||||||||||||||
(In thousands) | Quoted Prices in Active Markets | Significant Other Observable Inputs | Significant Unobservable Inputs | Total | |||||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||||||||
December 31, 2014 | |||||||||||||||||||
Interest rate swaps, net | $ | — | $ | (1,071 | ) | $ | — | $ | (1,071 | ) | |||||||||
Investment securities | $ | 4,659 | $ | — | $ | — | $ | 4,659 | |||||||||||
December 31, 2013 | |||||||||||||||||||
Interest rate swaps, net | $ | — | $ | (385 | ) | $ | — | $ | (385 | ) | |||||||||
Investment securities | $ | 1,048 | $ | — | $ | — | $ | 1,048 | |||||||||||
A review of the fair value hierarchy classification is conducted on a quarterly basis. Changes in the type of inputs may result in a reclassification for certain assets. There were no transfers between levels of the fair value hierarchy during the years ended December 31, 2014 or 2013. | |||||||||||||||||||
Financial instruments not carried at fair value | |||||||||||||||||||
The Company is required to disclose the fair value of financial instruments for which it is practicable to estimate the value. The fair value of short-term financial instruments such as cash and cash equivalents, restricted cash, prepaid expenses and other assets, due from affiliates, notes payable, accounts payable and dividends payable approximates their carrying value on the consolidated balance sheet due to their short-term nature. The fair values of the Company's financial instruments that are not reported at fair value on the consolidated balance sheet are reported below. | |||||||||||||||||||
Carrying | Fair Value at | Carrying | Fair Value at | ||||||||||||||||
Amount at | Amount at | ||||||||||||||||||
(In thousands) | Level | December 31, 2014 | December 31, 2014 | December 31, 2013 | December 31, 2013 | ||||||||||||||
Mortgage notes payable | 3 | $ | 172,242 | $ | 174,468 | $ | 172,716 | $ | 173,427 | ||||||||||
Credit facility | 3 | $ | 635,000 | $ | 651,579 | $ | 305,000 | $ | 305,000 | ||||||||||
Preferred equity investment | 3 | $ | 35,100 | $ | 34,800 | $ | 30,000 | $ | 30,000 | ||||||||||
The fair value of mortgage notes payable, the fixed-rate portions of term loans on the credit facility, and the preferred equity investment are estimated using a discounted cash flow analysis based on similar types of arrangements. Advances under the credit facility with variable interest rates and advances under the revolving portion of the credit facility are considered to be reported at fair value. |
Interest_Rate_Derivatives_and_
Interest Rate Derivatives and Hedging Activities | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||||||||||||||||
Interest Rate Derivatives and Hedging Activities | Derivatives and Hedging Activities | ||||||||||||||||||||||||
Risk Management Objective of Using Derivatives | |||||||||||||||||||||||||
The Company may use derivative financial instruments, including interest rate swaps, caps, collars, options, floors and other interest rate derivative contracts, to hedge all or a portion of the interest rate risk associated with its borrowings. The principal objective of such arrangements is to minimize the risks and costs associated with the Company's operating and financial structure as well as to hedge specific anticipated transactions. The Company does not utilize derivatives for speculative or purposes other than interest rate risk management. The use of derivative financial instruments carries certain risks, including the risk that the counterparties to these contractual arrangements will not be able to perform under the agreements. To mitigate this risk, the Company only enters into derivative financial instruments with counterparties with high credit ratings and with major financial institutions with which the Company and its affiliates may also have other financial relationships. | |||||||||||||||||||||||||
Cash Flow Hedges of Interest Rate Risk | |||||||||||||||||||||||||
The Company's objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps and collars as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate collars designated as cash flow hedges involve the receipt of variable-rate amounts if interest rates rise above the cap strike rate on the contract and payments of variable-rate amounts if interest rates fall below the floor strike rate on the contract. | |||||||||||||||||||||||||
The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The Company uses such derivatives to hedge the variable cash flows associated with variable-rate debt. | |||||||||||||||||||||||||
Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on the Company's variable-rate debt. During the next 12 months, the Company estimates that an additional $1.8 million will be reclassified from other comprehensive income as an increase to interest expense. | |||||||||||||||||||||||||
As of December 31, 2014 and 2013, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk. | |||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||||||||||
Interest Rate Derivative | Number of | Notional Amount | Number of | Notional Amount | |||||||||||||||||||||
Instruments | Instruments | ||||||||||||||||||||||||
(In thousands) | (In thousands) | ||||||||||||||||||||||||
Interest rate swaps | 6 | $ | 179,988 | 6 | $ | 179,988 | |||||||||||||||||||
The table below presents the fair value of the Company's derivative financial instruments as well as their classification on the consolidated balance sheets as of December 31, 2014 and 2013: | |||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||
(In thousands) | Balance Sheet Location | 2014 | 2013 | ||||||||||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||||||||||
Interest rate swaps | Derivative assets, at fair value | $ | 205 | $ | 490 | ||||||||||||||||||||
Interest rate swaps | Derivative liabilities, at fair value | $ | (1,276 | ) | $ | (875 | ) | ||||||||||||||||||
Derivatives in Cash Flow Hedging Relationships | |||||||||||||||||||||||||
The table below details the location in the financial statements of the income or loss recognized on interest rate derivatives designated as cash flow hedges for the years ended December 31, 2014, 2013 and 2012: | |||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||
(In thousands) | 2014 | 2013 | 2012 | ||||||||||||||||||||||
Amount of loss recognized in accumulated other comprehensive income (loss) from interest rate derivatives (effective portion) | $ | (2,847 | ) | $ | (16 | ) | $ | (1,722 | ) | ||||||||||||||||
Amount of loss reclassified from accumulated other comprehensive income (loss) into income as interest expense (effective portion) | $ | (2,160 | ) | $ | (1,336 | ) | $ | (230 | ) | ||||||||||||||||
Amount of income (loss) recognized in gain (loss) on derivative instruments (ineffective portion and amount excluded from effectiveness testing) | $ | 1 | $ | 5 | $ | (14 | ) | ||||||||||||||||||
Offsetting Derivatives | |||||||||||||||||||||||||
The table below presents a gross presentation, the effects of offsetting, and a net presentation of the Company's derivatives as of December 31, 2014 and 2013. The net amounts of derivative assets or liabilities can be reconciled to the tabular disclosure of fair value. The tabular disclosure of fair value provides the location that derivative assets and liabilities are presented on the accompanying balance sheets. | |||||||||||||||||||||||||
Gross Amounts Not Offset on the Balance Sheet | |||||||||||||||||||||||||
Derivatives (In thousands) | Gross Amounts of Recognized Assets | Gross Amounts of Recognized Liabilities | Net Amounts of Assets (Liabilities) presented on the Balance Sheet | Financial Instruments | Cash Collateral Posted | Net Amount | |||||||||||||||||||
December 31, 2014 | $ | 205 | $ | (1,276 | ) | $ | (1,071 | ) | $ | — | $ | — | $ | (1,071 | ) | ||||||||||
December 31, 2013 | $ | 490 | $ | (875 | ) | $ | (385 | ) | $ | — | $ | — | $ | (385 | ) | ||||||||||
Derivatives Not Designated as Hedges | |||||||||||||||||||||||||
Derivatives not designated as hedges are not speculative. These derivatives are used to manage the Company's exposure to interest rate movements and other identified risks but do not meet the strict hedge accounting requirements to be classified as hedging instruments. The Company does not have any hedging instruments that do not qualify for hedge accounting. | |||||||||||||||||||||||||
Credit-risk-related Contingent Features | |||||||||||||||||||||||||
The Company has agreements with its derivative counterparties that contain a provision whereby if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations. | |||||||||||||||||||||||||
As of December 31, 2014, the fair value of derivatives in a net liability position including accrued interest but excluding any adjustment for nonperformance risk related to these agreements was $1.4 million. As of December 31, 2014, the Company has not posted any collateral related to its agreements and was not in breach of any agreement provisions. If the Company had breached any of these provisions, it could have been required to settle its obligations under the agreements at the aggregate termination value of $1.4 million at December 31, 2014. |
Common_Stock
Common Stock | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Equity [Abstract] | |||||||||||||
Common Stock | Common Stock | ||||||||||||
As of December 31, 2014 and 2013, the Company had 162.2 million and 174.1 million shares of common stock outstanding, respectively, including unvested restricted stock, converted preferred shares and shares issued under the distribution reinvestment plan (the "DRIP"). | |||||||||||||
On April 15, 2014, the Company commenced the Tender Offer. The Tender Offer was completed on May 12, 2014 with the Company purchasing 14.2 million shares of its common stock at a price of $10.75 per share, for an aggregate of $152.3 million, excluding fees and expenses relating to the Tender Offer and including fractional shares repurchased thereafter. The Company funded the Tender Offer using cash on hand. | |||||||||||||
In September 2010, the Company's board of directors authorized, and the Company declared, dividends at a dividend rate equal to $0.605 per annum per share of common stock, commencing December 1, 2010. The dividends were paid by the fifth day following each month end to stockholders of record at the close of business each day during the prior month at a per share rate of 0.0016575342 per day. In April 2014, the Company's board of directors authorized, and the Company declared, dividends at an annualized rate equal to $0.46 per share per annum beginning with the April 2014 dividend. Beginning in April 2014, dividends are paid to stockholders of record on the close of business on the 8th day of each month, payable on the 15th day of such month. The Company's board of directors may reduce the amount of dividends paid or suspend dividend payments at any time and therefore dividend payments are not assured. For purposes of the presentation of information herein, the Company may refer to distributions by the operating partnership on OP units, Class B units and LTIP units as dividends. | |||||||||||||
On March 31, 2014, the Company's board of directors approved the termination of the Company's SRP. The Company processed all of the requests received under the SRP in the first quarter of 2014 and will not process further requests. | |||||||||||||
The following table reflects the number of shares of common stock repurchased through the termination of the SRP: | |||||||||||||
Number of Requests | Number of Shares Repurchased | Average Price per Share | |||||||||||
Prior repurchases | 1 | 2,538 | $ | 9.85 | |||||||||
Year ended December 31, 2012 | 10 | 81,661 | 9.55 | ||||||||||
Year ended December 31, 2013 | 24 | 195,395 | 9.65 | ||||||||||
Repurchases in 2014 through termination of the SRP | 1 | 5,000 | 10 | ||||||||||
Cumulative repurchases through termination of the SRP | 36 | 284,594 | $ | 9.63 | |||||||||
Accumulated Other Comprehensive Income (Loss) | |||||||||||||
The following table illustrates the changes in accumulated other comprehensive income (loss) as of and for the periods indicated: | |||||||||||||
Unrealized gains | Change in | Total accumulated | |||||||||||
(losses) on available- | unrealized gain | other comprehensive | |||||||||||
(in thousands) | for-sale securities | (loss) on derivatives | income (loss) | ||||||||||
Balance, December 31, 2011 | $ | — | $ | (201 | ) | $ | (201 | ) | |||||
Other comprehensive loss, before reclassifications | — | (1,722 | ) | (1,722 | ) | ||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | — | 230 | 230 | ||||||||||
Net current-period other comprehensive income (loss) | — | (1,492 | ) | (1,492 | ) | ||||||||
Balance, December 31, 2012 | — | (1,693 | ) | (1,693 | ) | ||||||||
Other comprehensive loss, before reclassifications | (240 | ) | (16 | ) | (256 | ) | |||||||
Amounts reclassified from accumulated other comprehensive income (loss) | — | 1,336 | 1,336 | ||||||||||
Net current-period other comprehensive income (loss) | (240 | ) | 1,320 | 1,080 | |||||||||
Balance, December 31, 2013 | (240 | ) | (373 | ) | (613 | ) | |||||||
Other comprehensive income (loss), before reclassifications | 484 | (2,847 | ) | (2,363 | ) | ||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | — | 2,160 | 2,160 | ||||||||||
Net current-period other comprehensive income (loss) | 484 | (687 | ) | (203 | ) | ||||||||
Balance, December 31, 2014 | $ | 244 | $ | (1,060 | ) | $ | (816 | ) | |||||
For a reconciliation of the income statement line item affected due to amounts reclassified out of accumulated other comprehensive income (loss) for the years ended December 31, 2014, 2013 and 2012, see Note 11 — Derivatives and Hedging Activities. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||
Commitments and Contingencies | Commitments and Contingencies | ||||||||
Future Minimum Lease Payments | |||||||||
The Company entered into operating and capital lease agreements primarily related to certain acquisitions under leasehold interest arrangements. The following table reflects the minimum base cash payments due from the Company over the next five years and thereafter under these arrangements, including the present value of the net minimum payment due under capital leases. These amounts exclude contingent rent payments, as applicable, that may be payable based on provisions related to increases in annual rent based on exceeding certain economic indexes among other items. | |||||||||
Future Minimum Base Rent Payments | |||||||||
(In thousands) | Operating Leases | Capital Leases | |||||||
2015 | $ | 4,531 | $ | 86 | |||||
2016 | 4,958 | 86 | |||||||
2017 | 4,905 | 86 | |||||||
2018 | 5,089 | 86 | |||||||
2019 | 5,346 | 86 | |||||||
Thereafter | 251,627 | 3,490 | |||||||
Total minimum lease payments | $ | 276,456 | $ | 3,920 | |||||
Less: amounts representing interest | (1,785 | ) | |||||||
Total present value of minimum lease payments | $ | 2,135 | |||||||
Total rental expense related to operating leases was $7.7 million and $0.9 million for the years ended December 31, 2014 and 2013, respectively. During the years ended December 31, 2014 and 2013, interest expense related to capital leases was $0.1 million. There were no such expenses for the year ended December 31, 2012. The following table discloses assets recorded under capital leases and the accumulated amortization thereon as of December 31, 2014 and 2013. | |||||||||
December 31, | |||||||||
(In thousands) | 2014 | 2013 | |||||||
Buildings, fixtures and improvements | $ | 11,783 | $ | 11,783 | |||||
Less accumulated depreciation and amortization | (1,137 | ) | (568 | ) | |||||
Total real estate investments, net | $ | 10,646 | $ | 11,215 | |||||
Litigation and Regulatory Matters | |||||||||
In the ordinary course of business, the Company may become subject to litigation, claims and regulatory matters. There are no material legal or regulatory proceedings pending or known to be contemplated against the Company: | |||||||||
The Company received a favorable ruling in a suit initiated against the Company by RXR Realty (“RXR”). RXR alleged that it suffered “lost profits” in connection with the Company’s purchase of Worldwide Plaza in October 2013. On August 12, 2014, the Supreme Court of the State of New York dismissed all of RXR’s claims against the seller of Worldwide Plaza and dismissed RXR’s disgorgement claims against the Company, permitting only a limited, immaterial claim against the Company for RXR’s cost of producing due diligence-related material to proceed. RXR is currently appealing the ruling. The Company has not recognized a liability with respect to RXR's claim because the Company does not believe that it is probable that it will incur a related material loss. | |||||||||
Environmental Matters | |||||||||
In connection with the ownership and operation of real estate, the Company may potentially be liable for costs and damages related to environmental matters. The Company maintains environmental insurance for its properties that provides coverage for potential environmental liabilities, subject to the policy's coverage conditions and limitations. The Company has not been notified by any governmental authority of any non-compliance, liability or other claim, and is not aware of any other environmental condition that it believes will have a material adverse effect on the consolidated results of operations. |
Related_Party_Transactions_and
Related Party Transactions and Arrangements | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||||
Related Party Transactions [Abstract] | |||||||||||||||||||||||||||||||||
Related Party Transactions and Arrangements | Related Party Transactions and Arrangements | ||||||||||||||||||||||||||||||||
The SLP, an entity controlled by the Company's Sponsor, held 20,000 shares of the Company's outstanding common stock as of December 31, 2014 and December 31, 2013. | |||||||||||||||||||||||||||||||||
As of December 31, 2014, the Company had $3.4 million invested in a real estate income fund managed by an affiliate of the Sponsor (see Note 6 — Investment Securities). There is no obligation to purchase any additional shares and the shares can be sold at any time. | |||||||||||||||||||||||||||||||||
As of December 31, 2014 and 2013, the Company had receivables from related parties of approximately $23,000 and $10,000, respectively, related to room rentals at the Viceroy Hotel. For the year ended December 31, 2014 and for the period from November 18, 2013, the date on which the Company acquired the Viceroy Hotel, to December 31, 2013, the Company had revenues from related parties of $0.3 million and approximately $39,000, respectively, related to room rentals at the Viceroy Hotel. | |||||||||||||||||||||||||||||||||
Fees Paid in Connection with the IPO | |||||||||||||||||||||||||||||||||
The Dealer Manager and the Sponsor were paid fees and compensation in connection with the sale of the Company's common stock in the IPO. The Dealer Manager received a selling commission of up to 7.0% of gross offering proceeds before reallowance of commissions earned by participating broker-dealers. In addition, the Dealer Manager was permitted to re-allow a portion of its dealer manager fee to such participating broker-dealers, based on such factors as the volume of shares sold by respective participating broker-dealers and marketing support provided as compared to other participating broker-dealers. The following table details total selling commissions and dealer manager fees incurred and payable to the Dealer Manager related to the sale of common stock as of and for the periods presented: | |||||||||||||||||||||||||||||||||
Year Ended December 31, | Payable as of December 31, | ||||||||||||||||||||||||||||||||
(In thousands) | 2014 | 2013 | 2012 | 2014 | 2013 | ||||||||||||||||||||||||||||
Total commissions and fees from Dealer Manager | $ | 8 | $ | 134,972 | $ | 12,576 | $ | — | $ | 857 | |||||||||||||||||||||||
The Advisor and its affiliates received compensation and reimbursement for services provided in connection with the IPO. Effective March 1, 2013, the Company began utilizing transfer agent services provided by an affiliate of the Dealer Manager. All offering costs related to the IPO incurred by the Company, or its affiliated entities, on behalf of the Company were charged to additional paid-in capital on the accompanying consolidated balance sheets. The following table details offering costs reimbursements incurred and payable to the Advisor and Dealer Manager related to the IPO as of and for the periods presented: | |||||||||||||||||||||||||||||||||
Year Ended December 31, | Payable as of December 31, | ||||||||||||||||||||||||||||||||
(In thousands) | 2014 | 2013 | 2012 | 2014 | 2013 | ||||||||||||||||||||||||||||
Fees and expense reimbursements from the Advisor and Dealer Manager (1) | $ | — | $ | 11,561 | $ | (1,240 | ) | $ | — | $ | 416 | ||||||||||||||||||||||
______________ | |||||||||||||||||||||||||||||||||
-1 | The Advisor reimbursed offering costs in excess of 15% of proceeds from the sale of common stock. The cash reimbursement of $4.7 million was received during the year ended December 31, 2012. | ||||||||||||||||||||||||||||||||
Fees Paid in Connection With the Operations of the Company | |||||||||||||||||||||||||||||||||
The Advisor receives an acquisition fee of 1.0% of the contract purchase price of each acquired property and 1.0% of the amount advanced for a loan or other investment. Additionally, the Company reimburses the Advisor for expenses incurred for services provided by third parties and incurs acquisition expenses directly from third parties. The Company expects third-party acquisition expenses to be approximately 0.5% of the purchase price of each property and 0.5% of the amount advanced for a loan or other investment. The total of all acquisition fees, acquisition expenses and any financing coordination fees (as described below) with respect to the Company's portfolio of investments or reinvestments did not exceed 4.5% of the contract purchase price of the Company's portfolio as measured at the close of the acquisition phase. On April 15, 2014, in conjunction with the Listing, the Company entered into the Sixth Amended and Restated Advisory Agreement (the "Amended Advisory Agreement") by and among the Company, the OP and the Advisor, which, among other things, terminated the acquisition fee 180 days after the Listing, or October 12, 2014 (the "Termination Date"), except for fees with respect to properties under contract, letter of intent or under negotiation as of the Termination Date. | |||||||||||||||||||||||||||||||||
Until the Listing, the Company paid the Advisor an asset management subordinated participation by causing the OP to issue (subject to periodic approval by the board of directors) to the Advisor a number of performance-based restricted, forfeitable partnership units of the OP designated as "Class B units" equal to 0.75% per annum of the cost of the Company's assets (cost includes the purchase price, acquisition expenses, capital expenditures and other customarily capitalized costs, but excludes acquisition fees) plus costs and expenses incurred by the Advisor in providing asset management services; provided, however, that the asset management subordinated participation was reduced by any amounts payable to the Property Manager as an oversight fee, such that the aggregate of the asset management subordinated participation and the oversight fee did not exceed 0.75% per annum of the cost of the Company's assets plus costs and expenses incurred by the Advisor in providing asset management services. The Class B units were intended to be profits interests and would vest, and no longer be subject to forfeiture, at such time as: (x) the value of the OP's assets plus all distributions made equals or exceeds the total amount of capital contributed by investors plus a 6.0% cumulative, pre-tax, non-compounded annual return thereon (the "economic hurdle"); (y) any one of the following occurs: (1) the termination of the advisory agreement by an affirmative vote of a majority of the Company's independent directors without cause; (2) a listing; or (3) another liquidity event; and (z) the Advisor is still providing advisory services to the Company (the "performance condition"). The value of issued Class B units was determined and expensed when the Company deemed the achievement of the performance condition was probable, which occurred as of the Listing. As of April 15, 2014, in aggregate, the board of directors had approved the issuance of 1,188,667 Class B units to the Advisor in connection with this arrangement. The Advisor received distributions on unvested Class B units equal to the dividend rate received on the Company's common stock. Such distributions on issued Class B units are included in general and administrative expenses in the consolidated statement of operations and comprehensive income (loss). The performance condition related to these Class B units was satisfied upon completion of the Listing, which resulted in $11.5 million of expense on April 15, 2014, which is included in vesting of asset management fees expense in the consolidated statement of operations and comprehensive income (loss) and in non-controlling interests on the consolidated balance sheets. On April 15, 2014, the Class B units were converted to OP units on a one-to-one basis. | |||||||||||||||||||||||||||||||||
In accordance with the Amended Advisory Agreement, the asset management subordinated participation was no longer issued as of the Listing and instead an asset management fee became payable to the Advisor equal to 0.50% per annum of the cost of assets up to $3.0 billion and 0.40% per annum of the cost of assets above $3.0 billion. The Amended Advisory Agreement also permits the asset management fee to be paid in the form of cash, OP units, and shares of restricted common stock of the Company, or a combination thereof, at the Advisor’s election. | |||||||||||||||||||||||||||||||||
Unless the Company contracts with a third party, the Company pays the Property Manager a property management fee equal to: (i) for non-hotel properties, 4.0% of gross revenues from properties managed, plus market-based leasing commissions; and (ii) for hotel properties, a market-based fee based on a percentage of gross revenues. The Company also reimburses the Property Manager for property-level expenses. The Property Manager may subcontract the performance of its property management and leasing services duties to third parties and pay all or a portion of its property management fee to the third parties with whom it contracts for these services. If the Company contracts directly with third parties for such services, the Company will pay them customary market fees and pay the Property Manager an oversight fee equal to 1.0% of the gross revenues of the applicable property. | |||||||||||||||||||||||||||||||||
If the Advisor provides services in connection with the origination or refinancing of any debt that the Company obtains and uses to acquire assets, or that is assumed, directly or indirectly, in connection with the acquisition of assets, the Company pays the Advisor a financing coordination fee equal to 0.75% of the amount available or outstanding under such financing or such assumed debt. In accordance with the Amended Advisory Agreement, the financing coordination fee terminated on the Termination Date, except for fees with respect to properties under contract, letter of intent or under negotiation as of the Termination Date. | |||||||||||||||||||||||||||||||||
Effective March 1, 2013, the Company entered into an agreement with the Dealer Manager to provide strategic advisory services and investment banking services required in the ordinary course of the Company's business, such as performing financial analysis, evaluating publicly traded comparable companies and assisting in developing a portfolio composition strategy, a capitalization structure to optimize future liquidity options and structuring operations. Strategic advisory fees were amortized over a six month period beginning in April 2013, the estimated remaining term of the IPO as of the date of the agreement. The Dealer Manager and its affiliates also provide transfer agency services, as well as transaction management and other professional services. As of the end of the IPO, these fees are also included in general and administrative expenses on the consolidated statements of operations and comprehensive income (loss) during the period the service was provided. Prior to the end of the IPO, these fees were included in additional paid-in capital on the consolidated balance sheets. | |||||||||||||||||||||||||||||||||
The following table details the fees and costs incurred, amounts forgiven by the Advisor and its affiliates and amounts contractually due in connection with the operations related services described above as of and for the periods presented: | |||||||||||||||||||||||||||||||||
Year Ended December 31, | Payable as of | ||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | December 31, | December 31, | |||||||||||||||||||||||||||||
(In thousands) | Incurred | Forgiven | Incurred | Forgiven | Incurred | Forgiven | 2014 | 2013 | |||||||||||||||||||||||||
Acquisition fees and reimbursements: | |||||||||||||||||||||||||||||||||
Acquisition fees and related cost reimbursements(1) | $ | 3,350 | $ | — | $ | 15,836 | $ | — | $ | 3,607 | $ | — | $ | — | $ | — | |||||||||||||||||
Financing coordination fees | 2,363 | — | 6,584 | — | 1,166 | — | — | — | |||||||||||||||||||||||||
Ongoing fees: | |||||||||||||||||||||||||||||||||
Asset management fees (2) | 8,397 | — | — | — | — | 540 | 15 | — | |||||||||||||||||||||||||
Transfer agent and other professional fees | 1,971 | — | — | — | — | — | 560 | — | |||||||||||||||||||||||||
Property management, oversight and leasing fees | — | 1,731 | — | 840 | — | 494 | — | — | |||||||||||||||||||||||||
Strategic advisory fees | — | — | 920 | — | — | — | — | — | |||||||||||||||||||||||||
Dividends on Class B units | 107 | — | 139 | — | — | — | — | — | |||||||||||||||||||||||||
Total related party operational fees and reimbursements | $ | 16,188 | $ | 1,731 | $ | 23,479 | $ | 840 | $ | 4,773 | $ | 1,034 | $ | 575 | $ | — | |||||||||||||||||
___________________________________________ | |||||||||||||||||||||||||||||||||
-1 | In June 2013, the Advisor elected to reimburse the Company $2.5 million for insourced acquisition expenses and legal reimbursements incurred. | ||||||||||||||||||||||||||||||||
-2 | Prior to the Listing, the Company caused the OP to issue to the Advisor 1,188,667 restricted performance based Class B units for asset management services, which vested as of the Listing, resulting in the recognition of $11.5 million of expense. | ||||||||||||||||||||||||||||||||
The Company reimburses the Advisor's costs and expenses of providing services, subject to the limitation that it will not reimburse the Advisor for any amount by which the Company's total operating expenses (as defined in the Company's advisory agreement) for the four preceding fiscal quarters exceeds the greater of (a) 2.0% of average invested assets and (b) 25.0% of net income other than any additions to reserves for depreciation, bad debt or other similar non cash reserves and excluding any gain from the sale of assets for that period. Additionally, the Company will not reimburse the Advisor for personnel costs in connection with services for which the Advisor receives a separate fee. No reimbursement was incurred nor required from the Advisor for providing administrative services for the years ended December 31, 2014, 2013 or 2012. | |||||||||||||||||||||||||||||||||
In order to improve operating cash flows and the ability to pay dividends from operating cash flows, the Advisor agreed to waive certain fees including property management fees during the years ended December 31, 2014, 2013 and 2012. Because the Advisor waived certain fees, cash flow from operations that would have been paid to the Advisor was available to pay dividends to stockholders. The fees that were forgiven are not deferrals and accordingly, will not be paid to the Advisor in any subsequent periods. Additionally, to improve the Company's working capital, the Advisor may elect to absorb a portion of the Company's expenses. The following table details property operating and general and administrative expenses absorbed by the Advisor during the years ended December 31, 2014, 2013 and 2012. These costs are presented net in the accompanying consolidated statements of operations and comprehensive income (loss). | |||||||||||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||||||||||
(In thousands) | 2014 | 2013 | 2012 | ||||||||||||||||||||||||||||||
Property operating expenses absorbed | $ | 623 | $ | — | $ | 270 | |||||||||||||||||||||||||||
General and administrative expenses absorbed | 1,418 | 1,450 | 695 | ||||||||||||||||||||||||||||||
Total expenses absorbed | $ | 2,041 | $ | 1,450 | $ | 965 | |||||||||||||||||||||||||||
The Company had no receivables due from affiliates at December 31, 2014 or 2013 related to absorbed general and administrative and property operating expenses. | |||||||||||||||||||||||||||||||||
Fees Paid in Connection with the Liquidation or Listing of the Company's Real Estate Assets | |||||||||||||||||||||||||||||||||
In December 2013, the Company entered into a transaction management agreement with RCS Advisory Services, LLC, an entity under common control with the Dealer Manager, to provide strategic alternatives transaction management services through the occurrence of a liquidity event and a-la-carte services thereafter. The Company agreed to pay $3.0 million pursuant to this agreement. For the year ended December 31, 2014, the Company incurred $1.5 million of expenses pursuant to this agreement, including amounts for services provided in preparation for the Listing, which are included in acquisition and transaction related costs in the consolidated statement of operations and comprehensive income (loss). The Company incurred $1.5 million in fees pursuant to this arrangement during the year ended December 31, 2013 which were included in acquisition and transaction related costs in the consolidated statement of operations and comprehensive income (loss). Thus, the Company does not owe the Dealer Manager any more fees pursuant to this agreement. | |||||||||||||||||||||||||||||||||
In December 2013, the Company entered into an information agent and advisory services agreement with the Dealer Manager and American National Stock Transfer, LLC, an entity under common control with the Dealer Manager, to provide in connection with a liquidity event, advisory services, educational services to external and internal wholesalers, communication support as well as proxy, tender offer or redemption and solicitation services. The Company agreed to pay $1.9 million pursuant to this agreement. For the year ended December 31, 2014, the Company incurred $1.3 million of expenses pursuant to this agreement, which included amounts for services provided in preparation for the Tender Offer, and are included in additional paid-in capital on the accompanying consolidated balance sheet. The Company incurred $0.6 million in fees pursuant to this arrangement during the year ended December 31, 2013 which were included in acquisition and transaction related costs in the consolidated statement of operations and comprehensive income (loss). Thus, the Company does not owe the Dealer Manager any more fees pursuant to this agreement. | |||||||||||||||||||||||||||||||||
In December 2013, the Company entered into an agreement with the investment banking and capital markets division of the Dealer Manager for strategic and financial advice and assistance in connection with (i) a possible sale transaction involving the Company (ii) the possible listing of the Company’s securities on a national securities exchange, and (iii) a possible acquisition transaction involving the Company. The Dealer Manager received a transaction fee equal to 0.25% of the transaction value in connection with the possible sale transaction, listing or acquisition. In April 2014, in connection with the Listing, the Company incurred and paid $6.9 million in connection with this agreement which were included in acquisition and transaction related costs in the consolidated statement of operations and comprehensive income (loss). Thus, the Company does not owe the Dealer Manager any more fees pursuant to this agreement. | |||||||||||||||||||||||||||||||||
During the year ended December 31, 2014, the Company incurred $0.6 million of expenses with affiliated entities relating to general legal, marketing and sales services provided in connection with the Listing. These expenses are included in acquisition and transaction related costs in the consolidated statement of operations and comprehensive income (loss). During the year ended December 31, 2014, the Company also incurred approximately $9,000 of expenses with affiliated entities relating to general legal services provided in connection with the Tender Offer. These expenses are included in additional paid-in capital on the accompanying consolidated balance sheets. As of December 31, 2014, there were no amounts payable to affiliated entities in accounts payable and accrued expenses on the accompanying balance sheets relating to Listing and Tender Offer expenses. | |||||||||||||||||||||||||||||||||
For substantial assistance in connection with the sale of properties, the Company will pay the Advisor a property disposition fee, not to exceed the lesser of 2.0% of the contract sale price of the property and 50% of the competitive real estate commission paid if a third party broker is also involved; provided, however that in no event may the property disposition fee paid to the Advisor when added to real estate commissions paid to unaffiliated third parties exceed the lesser of 6.0% of the contract sales price and a competitive real estate commission. For purposes of the foregoing, "competitive real estate commission" means a real estate brokerage commission for the purchase or sale of a property which is reasonable, customary and competitive in light of the size, type and location of the property. No such fees were incurred or paid for the years ended December 31, 2014, 2013 or 2012. | |||||||||||||||||||||||||||||||||
In connection with the Listing, the OP entered into the Listing Note. See Note 9 - Subordinated Listing Distribution. | |||||||||||||||||||||||||||||||||
In connection with the Listing and the Amended Advisory Agreement, the Company terminated the subordinated termination fee that would be due to the Advisor in the event of termination of the advisory agreement. | |||||||||||||||||||||||||||||||||
In October 2014, the Company entered into separate transaction management agreements with Barclays Capital Inc. and the Dealer Manager as financial advisors to assist the board of the Company in evaluating strategic options to enhance long-term shareholder value, including a business combination involving the Company or a sale of the Company. Pursuant to the agreement with the Dealer Manager, the Company will pay to the Dealer Manager a transaction fee upon the consummation of a transaction equal to 0.25% of the transaction value. |
Economic_Dependency
Economic Dependency | 12 Months Ended |
Dec. 31, 2014 | |
Economic Dependency [Abstract] | |
Economic Dependency | Economic Dependency |
Under various agreements, the Company has engaged or will engage the Advisor, its affiliates and entities under common control with the Advisor to provide certain services that are essential to the Company, including asset management services, supervision of the management and leasing of properties owned by the Company, asset acquisition and disposition decisions, the sale of shares of the Company's common stock available for issue, transfer agency services as well as other administrative responsibilities for the Company including accounting services, transaction management and investor relations. | |
As a result of these relationships, the Company is dependent upon the Advisor and its affiliates. In the event that these companies are unable to provide the Company with the respective services, the Company will be required to find alternative providers of these services. |
ShareBased_Compensation
Share-Based Compensation | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Share-Based Compensation | Share-Based Compensation | ||||||||||||||||
Stock Option Plan | |||||||||||||||||
The Company has a stock option plan (the "Plan") which authorizes the grant of nonqualified stock options to the Company's independent directors, officers, advisors, consultants and other personnel, subject to the absolute discretion of the board of directors and the applicable limitations of the Plan. The exercise price for all stock options granted under the Plan was previously fixed at $10.00 per share until the completion of the IPO, and the current exercise price for stock options granted to the independent directors will be equal to the fair market value of a share on the date of grant. Upon a change in control, unvested options will become fully vested and any performance conditions imposed with respect to the options will be deemed to be fully achieved. A total of 0.5 million shares have been authorized and reserved for issuance under the Plan. As of December 31, 2014 and 2013, no stock options were issued under the Plan. | |||||||||||||||||
Restricted Share Plan | |||||||||||||||||
The Company's employee and director incentive restricted share plan ("RSP") provides the Company with the ability to grant awards of restricted shares to the Company's directors, officers and employees (if the Company ever has employees), employees of the Advisor and its affiliates, employees of entities that provide services to the Company, directors of the Advisor or of entities that provide services to the Company, certain consultants to the Company and the Advisor and its affiliates or to entities that provide services to the Company. | |||||||||||||||||
Prior to the Listing, the RSP provided for the automatic grant of 3,000 restricted shares of common stock to each of the independent directors, without any further action by the Company's board of directors or the stockholders, on the date of initial election to the board of directors and on the date of each annual stockholder's meeting. Restricted stock issued to independent directors vest over a five-year period following the first anniversary of the date of grant in increments of 20% per annum. Subsequent to the Listing, the Company amended the RSP to, among other things, remove the fixed amount of shares that are automatically granted to the independent directors. Under the amended RSP, the annual amount granted to the independent directors is determined by the board of directors. Generally, such awards provide for accelerated vesting of (i) all unvested shares upon a change in control or a termination without cause and (ii) the portion of the unvested shares scheduled to vest in the year of voluntary termination or the failure to be re-elected to the board. | |||||||||||||||||
Prior to March 31, 2014, the total number of shares of common stock granted under the RSP could not exceed 5.0% of the Company's outstanding shares on a fully diluted basis at any time, and in any event could not exceed 7.5 million shares (as such number may be adjusted for stock splits, stock dividends, combinations and similar events). On March 31, 2014, the Company adopted an amendment to the Company’s RSP to increase the number of shares of the Company capital stock, par value $0.01 per share, available for awards thereunder to 10% of the Company’s outstanding shares of capital stock on a fully diluted basis at any time. The amendment also eliminated the RSP limit of 7.5 million shares of capital stock. | |||||||||||||||||
Restricted shares may not, in general, be sold or otherwise transferred until restrictions are removed and the shares have vested. Holders of restricted shares may receive cash dividends prior to the time that the restrictions on the restricted shares have lapsed. Any dividends payable in shares of common stock shall be subject to the same restrictions as the underlying restricted shares. | |||||||||||||||||
The following table displays restricted share award activity during the years ended December 31, 2014, 2013 and 2012: | |||||||||||||||||
Number of Restricted Shares | Weighted-Average Issue Price | ||||||||||||||||
Unvested, December 31, 2011 | 13,800 | $ | 10 | ||||||||||||||
Granted | 9,000 | 9 | |||||||||||||||
Vested | (3,000 | ) | 10 | ||||||||||||||
Forfeited | — | — | |||||||||||||||
Unvested, December 31, 2012 | 19,800 | 9.55 | |||||||||||||||
Granted | 9,000 | 9 | |||||||||||||||
Vested | (4,800 | ) | 9.63 | ||||||||||||||
Forfeited | — | — | |||||||||||||||
Unvested, December 31, 2013 | 24,000 | 9.33 | |||||||||||||||
Granted | 218,845 | 10.74 | |||||||||||||||
Vested | (150,231 | ) | 10.52 | ||||||||||||||
Forfeited | (3,115 | ) | 10.7 | ||||||||||||||
Unvested, December 31, 2014 | 89,499 | $ | 10.73 | ||||||||||||||
The fair value of the restricted shares, based on the per share price in the IPO or the per share closing price on the NYSE subsequent to the IPO, is expensed on a straight-line basis over the related service period. During the year ended December 31, 2014, the vesting of certain restricted share awards issued in connection with the Listing was accelerated. For accounting purposes, all of the restricted share awards issued in connection with the Listing were expensed during the year ended December 31, 2014 to address the possibility of the potential acceleration of vesting of the remaining restricted share awards issued in connection with the Listing. Actual vesting of any unvested restricted shares issued in connection with the Listing will continue in accordance with the terms of the relevant award agreement. Compensation expense related to restricted stock was $2.5 million, $0.1 million and approximately $39,000 for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||||||
As of December 31, 2014, the Company had $0.1 million of unrecognized compensation cost related to unvested restricted share awards granted under the Company’s RSP, which is expected to vest over a period of 2.44 years. | |||||||||||||||||
2014 Advisor Multi-Year Outperformance Agreement | |||||||||||||||||
On April 15, 2014 (the "Effective Date") in connection with the Listing, the Company entered into the OPP with the OP and the Advisor. Under the OPP, the Advisor was issued 8,880,579 long term incentive plan ("LTIP Units") in the OP with a maximum award value on the issuance date equal to 5.0% of the Company’s market capitalization (the “OPP Cap”). The LTIP Units are structured as profits interest in the OP. | |||||||||||||||||
The Advisor will be eligible to earn a number of LTIP Units with a value equal to a portion of the OPP Cap upon the first, second and third anniversaries of the Effective Date based on the Company’s achievement of certain levels of total return to its stockholders (“Total Return”), including both share price appreciation and common stock dividends, as measured against a peer group of companies, as set forth below, for the three-year performance period commencing on the Effective Date (the “Three-year Period”); each 12-month period during the Three-Year Period (the “One-Year Periods”); and the initial 24-month period of the Three-Year Period (the “Two-Year Period”), as follows: | |||||||||||||||||
Performance Period | Annual Period | Interim Period | |||||||||||||||
Absolute Component: 4% of any excess Total Return attained above an absolute hurdle measured from the beginning of such period: | 21% | 7% | 14% | ||||||||||||||
Relative Component: 4% of any excess Total Return attained above the Total Return for the performance period of the Peer Group*, subject to a ratable sliding scale factor as follows based on achievement of cumulative Total Return measured from the beginning of such period: | |||||||||||||||||
• | 100% will be earned if cumulative Total Return achieved is at least: | 18% | 6% | 12% | |||||||||||||
• | 50% will be earned if cumulative Total Return achieved is: | —% | —% | —% | |||||||||||||
• | 0% will be earned if cumulative Total Return achieved is less than: | —% | —% | —% | |||||||||||||
• | a percentage from 50% to 100% calculated by linear interpolation will be earned if the cumulative Total Return achieved is between: | 0% - 18% | 0% - 6% | 0% - 12% | |||||||||||||
______________________ | |||||||||||||||||
*The “Peer Group” is comprised of the companies in the SNL US REIT Office Index. | |||||||||||||||||
The potential outperformance award is calculated at the end of each One-Year Period, the Two-Year Period and the Three-Year Period. The award earned for the Three-Year Period is based on the formula in the table above less any awards earned for the Two-Year Period and One-Year Periods, but not less than zero; the award earned for the Two-Year Period is based on the formula in the table above less any award earned for the first and second One-Year Period, but not less than zero. Any LTIP Units that are unearned at the end of the Performance Period will be forfeited. | |||||||||||||||||
Subject to the Advisor’s continued service through each vesting date, one third of any earned LTIP Units will vest on each of the third, fourth and fifth anniversaries of the Effective Date. Until such time as the LTIP Units are fully vested in accordance with the provisions of the OPP, the holders of LTIP Units are entitled to distributions equal to 10% of the distributions made on OP units. The Company paid $0.3 million in distributions related to LTIP Units during the year ended December 31, 2014, which is included in non-controlling interest in the consolidated balance sheets. After the LTIP Units are fully vested, holders are entitled to a catch-up distribution and then the same distributions as the OP units. At the time the Advisor’s capital account with respect to the LTIP Units is economically equivalent to the average capital account balance of the OP units and has been earned and has been vested for 30 days, the applicable LTIP Units will automatically convert into OP units on a one-to-one basis. The OPP provides for early calculation of LTIP Units earned and for the accelerated vesting of any earned LTIP Units in the event Advisor is terminated or in the event the Company incurs a change in control, in either case prior to the end of the Three-Year Period. | |||||||||||||||||
The Company records equity based compensation expense associated with the awards over the requisite service period of five years. Equity-based compensation expense is adjusted each reporting period for changes in the estimated market-related performance. Compensation expense related to the OPP was $5.3 million for the year ended December 31, 2014. | |||||||||||||||||
The valuation of the OPP is determined using a Monte Carlo simulation. This analysis reflects the contractual terms of the OPP, including the performance periods and total return hurdles, as well as observable market-based inputs, including interest rate curves, and unobservable inputs, such as expected volatility. As a result, the Company has determined that its OPP valuation in its entirety is classified in Level 3 of the fair value hierarchy. | |||||||||||||||||
The following table presents information about the Company's OPP, which is measured at fair value on a recurring basis as of December 31, 2014, aggregated by the level in the fair value hierarchy within which the instrument falls: | |||||||||||||||||
(In thousands) | Quoted Prices in Active Markets | Significant Other Observable Inputs | Significant Unobservable Inputs | Total | |||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||||||
December 31, 2014 | |||||||||||||||||
OPP | $ | — | $ | — | $ | 29,100 | $ | 29,100 | |||||||||
Level 3 valuations | |||||||||||||||||
The following is a reconciliation of the beginning and ending balance for the changes in instruments with Level 3 inputs in the fair value hierarchy for the year ended December 31, 2014: | |||||||||||||||||
(In thousands) | OPP | ||||||||||||||||
Beginning balance as of December 31, 2013 | $ | — | |||||||||||||||
Fair value at issuance | 31,500 | ||||||||||||||||
Fair value adjustment | (2,400 | ) | |||||||||||||||
Ending balance as of December 31, 2014 | $ | 29,100 | |||||||||||||||
The following table provides quantitative information about significant Level 3 input used: | |||||||||||||||||
Financial Instrument | Fair Value at December 31, 2014 | Principal Valuation Technique | Unobservable Inputs | Input Value | |||||||||||||
(In thousands) | |||||||||||||||||
OPP | $ | 29,100 | Monte Carlo Simulation | Expected volatility | 27.00% | ||||||||||||
The following discussion provides a description of the impact on a fair value measurement of a change in each unobservable input in isolation. For the relationship described below, the inverse relationship would also generally apply. | |||||||||||||||||
Expected volatility is a measure of the variability in possible returns for an instrument, parameter or market index given how much the particular instrument, parameter or index changes in value over time. Generally, the higher the expected volatility of the underlying instrument, the wider the range of potential future returns. An increase in expected volatility, in isolation, would generally result in an increase in the fair value measurement of an instrument. | |||||||||||||||||
Other Share-Based Compensation | |||||||||||||||||
The Company may issue common stock in lieu of cash to pay fees earned by the Company's directors at the respective director's election. There are no restrictions on the shares issued. The following table reflects the shares of common stock issued to directors in lieu of cash compensation: | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Shares issued in lieu of cash | — | 19,728 | 15,667 | ||||||||||||||
Value of shares issued in lieu of cash (in thousands) | $ | — | $ | 177 | $ | 141 | |||||||||||
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Income | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Equity [Abstract] | |||||||||||||
Accumulated Other Comprehensive Income (Loss) | Common Stock | ||||||||||||
As of December 31, 2014 and 2013, the Company had 162.2 million and 174.1 million shares of common stock outstanding, respectively, including unvested restricted stock, converted preferred shares and shares issued under the distribution reinvestment plan (the "DRIP"). | |||||||||||||
On April 15, 2014, the Company commenced the Tender Offer. The Tender Offer was completed on May 12, 2014 with the Company purchasing 14.2 million shares of its common stock at a price of $10.75 per share, for an aggregate of $152.3 million, excluding fees and expenses relating to the Tender Offer and including fractional shares repurchased thereafter. The Company funded the Tender Offer using cash on hand. | |||||||||||||
In September 2010, the Company's board of directors authorized, and the Company declared, dividends at a dividend rate equal to $0.605 per annum per share of common stock, commencing December 1, 2010. The dividends were paid by the fifth day following each month end to stockholders of record at the close of business each day during the prior month at a per share rate of 0.0016575342 per day. In April 2014, the Company's board of directors authorized, and the Company declared, dividends at an annualized rate equal to $0.46 per share per annum beginning with the April 2014 dividend. Beginning in April 2014, dividends are paid to stockholders of record on the close of business on the 8th day of each month, payable on the 15th day of such month. The Company's board of directors may reduce the amount of dividends paid or suspend dividend payments at any time and therefore dividend payments are not assured. For purposes of the presentation of information herein, the Company may refer to distributions by the operating partnership on OP units, Class B units and LTIP units as dividends. | |||||||||||||
On March 31, 2014, the Company's board of directors approved the termination of the Company's SRP. The Company processed all of the requests received under the SRP in the first quarter of 2014 and will not process further requests. | |||||||||||||
The following table reflects the number of shares of common stock repurchased through the termination of the SRP: | |||||||||||||
Number of Requests | Number of Shares Repurchased | Average Price per Share | |||||||||||
Prior repurchases | 1 | 2,538 | $ | 9.85 | |||||||||
Year ended December 31, 2012 | 10 | 81,661 | 9.55 | ||||||||||
Year ended December 31, 2013 | 24 | 195,395 | 9.65 | ||||||||||
Repurchases in 2014 through termination of the SRP | 1 | 5,000 | 10 | ||||||||||
Cumulative repurchases through termination of the SRP | 36 | 284,594 | $ | 9.63 | |||||||||
Accumulated Other Comprehensive Income (Loss) | |||||||||||||
The following table illustrates the changes in accumulated other comprehensive income (loss) as of and for the periods indicated: | |||||||||||||
Unrealized gains | Change in | Total accumulated | |||||||||||
(losses) on available- | unrealized gain | other comprehensive | |||||||||||
(in thousands) | for-sale securities | (loss) on derivatives | income (loss) | ||||||||||
Balance, December 31, 2011 | $ | — | $ | (201 | ) | $ | (201 | ) | |||||
Other comprehensive loss, before reclassifications | — | (1,722 | ) | (1,722 | ) | ||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | — | 230 | 230 | ||||||||||
Net current-period other comprehensive income (loss) | — | (1,492 | ) | (1,492 | ) | ||||||||
Balance, December 31, 2012 | — | (1,693 | ) | (1,693 | ) | ||||||||
Other comprehensive loss, before reclassifications | (240 | ) | (16 | ) | (256 | ) | |||||||
Amounts reclassified from accumulated other comprehensive income (loss) | — | 1,336 | 1,336 | ||||||||||
Net current-period other comprehensive income (loss) | (240 | ) | 1,320 | 1,080 | |||||||||
Balance, December 31, 2013 | (240 | ) | (373 | ) | (613 | ) | |||||||
Other comprehensive income (loss), before reclassifications | 484 | (2,847 | ) | (2,363 | ) | ||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | — | 2,160 | 2,160 | ||||||||||
Net current-period other comprehensive income (loss) | 484 | (687 | ) | (203 | ) | ||||||||
Balance, December 31, 2014 | $ | 244 | $ | (1,060 | ) | $ | (816 | ) | |||||
For a reconciliation of the income statement line item affected due to amounts reclassified out of accumulated other comprehensive income (loss) for the years ended December 31, 2014, 2013 and 2012, see Note 11 — Derivatives and Hedging Activities. |
Net_Loss_Per_Share
Net Loss Per Share | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Net Loss Per Share | Net Loss Per Share | ||||||||||||
The following is a summary of the basic and diluted net loss per share computations for the periods presented: | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net loss attributable to stockholders (in thousands) | $ | (93,028 | ) | $ | (19,279 | ) | $ | (6,339 | ) | ||||
Weighted average shares outstanding, basic and diluted | 166,959,316 | 73,074,872 | 12,187,623 | ||||||||||
Net loss per share attributable to stockholders, basic and diluted | $ | (0.56 | ) | $ | (0.26 | ) | $ | (0.52 | ) | ||||
Diluted net loss per share assumes the conversion of all common share equivalents into an equivalent number of common shares, unless the effect is antidilutive. The Company considers unvested restricted stock, OP units, Class B units and LTIP units to be common share equivalents. The Company had the following common share equivalents for the periods presented, which were excluded from the calculation of diluted loss per share attributable to stockholders as the effect would have been antidilutive: | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Unvested restricted stock | 89,499 | 24,000 | 19,800 | ||||||||||
OP units | 4,270,841 | 200 | 200 | ||||||||||
Class B units | — | 454,739 | 43,968 | ||||||||||
LTIP units | 8,880,579 | — | — | ||||||||||
Total anti-dilutive common share equivalents | 13,240,919 | 478,939 | 63,968 | ||||||||||
Noncontrolling_Interests
Non-controlling Interests | 12 Months Ended |
Dec. 31, 2014 | |
Noncontrolling Interest [Abstract] | |
Non-Controlling Interests | Non-Controlling Interests |
The Company is the sole general partner of the OP and holds the majority of OP units. The Advisor, a limited partner, held 200 OP units as of December 31, 2013, which represented a nominal percentage of the aggregate OP ownership. On April 15, 2014, 1,188,667 Class B units that were previously issued to the Advisor for asset management services were converted to OP units on a one-to-one basis. Additionally, the Advisor, as the holder of Class B Units, had the right to make a capital contribution to the OP in exchange for OP units. Pursuant to a Contribution and Exchange Agreement entered into between the Advisor and the OP dated April 15, 2014, the Advisor contributed $0.8 million in cash to the OP in exchange for 83,333 OP Units of the OP. On November 21, 2014, 3,062,512 OP units were issued to the SLP pursuant to the terms of the Listing Note, of which 63,871 OP units were redeemed on December 29, 2014. As of December 31, 2014, the Advisor and SLP held 4,270,841 OP units. There were $0.5 million of distributions paid to OP unit holders during the year ended December 31, 2014. | |
A holder of OP units has the right to distributions and has the right to convert OP units for the cash value of a corresponding number of shares of the Company's common stock or a corresponding number of shares of the Company's common stock, at the Company's election, in accordance with the limited partnership agreement of the OP. The remaining rights of the holders of OP units are limited, however, and do not include the ability to replace the general partner or to approve the sale, purchase or refinancing of the OP's assets. | |
In December 2010, an unrelated third party and a related party, American Realty Capital Operating Partnership, L.P., contributed $1.0 million and $12.0 million to acquire the Bleecker Street properties, respectively. The Company had the sole voting rights and was the controlling member of the limited liability company that owned the Bleecker Street properties. The non-controlling members' aggregate initial investment balance of $13.0 million was reduced by the monthly dividends paid to each non-controlling member. There were $0.1 million of dividends to non-controlling members during the year ended December 31, 2013. The Company fully redeemed the related party's and third party's non-controlling interest in Bleecker Street in June 2012 and December 2013, respectively. | |
The Company is the controlling member of the limited liability company that owns the 163 Washington Avenue Apartments, acquired in September 2012. The Company has the sole voting rights under the operating agreement of this limited liability company. The non-controlling members' aggregate initial investment balance of $0.5 million will be reduced by the dividends paid to each non-controlling member. No dividends were paid during the years ended December 31, 2014 or 2013. |
Quarterly_Results_Unaudited
Quarterly Results (Unaudited) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
Quarterly Results (Unaudited) | Quarterly Results (Unaudited) | ||||||||||||||||
Presented below is a summary of the unaudited quarterly financial information for the years ended December 31, 2014, 2013 and 2012: | |||||||||||||||||
Quarters Ended | |||||||||||||||||
(In thousands, except share and per share data) | March 31, 2014 | June 30, 2014 | September 30, 2014 | December 31, 2014 | |||||||||||||
Total revenues | $ | 33,592 | $ | 35,949 | $ | 40,514 | $ | 45,512 | |||||||||
Basic net income (loss) attributable to stockholders | $ | (8,156 | ) | $ | (67,237 | ) | $ | 9,695 | $ | (27,330 | ) | ||||||
Adjustments to net income (loss) attributable to stockholders for common share equivalents | — | — | (1,305 | ) | — | ||||||||||||
Diluted net income (loss) attributable to stockholders | $ | (8,156 | ) | $ | (67,237 | ) | $ | 8,390 | $ | (27,330 | ) | ||||||
Basic weighted average shares outstanding | 175,068,005 | 168,972,601 | 161,975,420 | 162,019,399 | |||||||||||||
Basic net income (loss) per share attributable to stockholders | $ | (0.05 | ) | $ | (0.40 | ) | $ | 0.06 | $ | (0.17 | ) | ||||||
Diluted weighted average shares outstanding | 175,068,005 | 168,972,601 | 162,181,209 | 162,019,399 | |||||||||||||
Diluted net income (loss) per share attributable to stockholders | $ | (0.05 | ) | $ | (0.40 | ) | $ | 0.05 | $ | (0.17 | ) | ||||||
Quarters Ended | |||||||||||||||||
(In thousands, except share and per share data) | March 31, 2013 | June 30, 2013 | September 30, 2013 | December 31, 2013 | |||||||||||||
Total revenues | $ | 8,327 | $ | 10,905 | $ | 15,728 | $ | 20,927 | |||||||||
Basic net income (loss) attributable to stockholders | $ | (2,794 | ) | $ | 2,019 | $ | (5,373 | ) | $ | (13,131 | ) | ||||||
Adjustments to net income (loss) attributable to stockholders for common share equivalents | — | (223 | ) | — | — | ||||||||||||
Diluted net income (loss) attributable to stockholders | $ | (2,794 | ) | $ | 1,796 | $ | (5,373 | ) | $ | (13,131 | ) | ||||||
Basic weighted average shares outstanding | 23,217,358 | 41,982,278 | 83,841,078 | 141,836,952 | |||||||||||||
Basic net income (loss) per share attributable to stockholders | $ | (0.12 | ) | $ | 0.05 | $ | (0.06 | ) | $ | (0.09 | ) | ||||||
Diluted weighted average shares outstanding | 23,217,358 | 42,001,432 | 83,841,078 | 141,836,952 | |||||||||||||
Diluted net income (loss) per share attributable to stockholders | $ | (0.12 | ) | $ | 0.04 | $ | (0.06 | ) | $ | (0.09 | ) | ||||||
Quarters Ended | |||||||||||||||||
(In thousands, except share and per share data) | March 31, 2012 | June 30, 2012 | September 30, 2012 | December 31, 2012 | |||||||||||||
Total revenues | $ | 2,725 | $ | 3,632 | $ | 4,120 | $ | 4,945 | |||||||||
Net loss attributable to stockholders | $ | (619 | ) | $ | (1,148 | ) | $ | (1,270 | ) | $ | (3,302 | ) | |||||
Weighted average shares outstanding | 7,490,591 | 10,497,092 | 13,508,525 | 17,184,855 | |||||||||||||
Basic and diluted net loss per share attributable to stockholders | $ | (0.08 | ) | $ | (0.11 | ) | $ | (0.09 | ) | $ | (0.19 | ) |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events |
The Company has evaluated subsequent events through the filing of this Annual Report on Form 10-K, and determined that there have not been any events that have occurred that would require adjustments to disclosures in the consolidated financial statements, except for the following event: | |
On March 27, 2015, the owner of 123 William Street, the property in which the Company held its $35.1 million preferred equity investment, sold the property to American Realty Capital New York City REIT, Inc. ("NYCR"). On such date, the Company received its entire principal balance plus accrued income receivable. The sponsor and advisor of NYCR and the Sponsor and Advisor of the Company are under common control. |
Schedule_III_Real_Estate_and_A
Schedule III Real Estate and Accumulated Depreciation | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||||
SEC Schedule III, Real Estate and Accumulated Depreciation Disclosure [Abstract] | |||||||||||||||||||||||||||||||||
Real Estate and Accumulated Depreciation Schedule III | |||||||||||||||||||||||||||||||||
Acquisition | Encumbrances at | Initial Costs | Subsequent to Acquisition | Gross Amount at | Accumulated | ||||||||||||||||||||||||||||
Portfolio | State | Date | December 31, | Land | Building and | Land | Building and | December 31, 2014(2) (3) | Depreciation (4)(5) | ||||||||||||||||||||||||
2014 | Improvements | Improvements | |||||||||||||||||||||||||||||||
Design Center | NY | 6/22/10 | $ | 20,198 | $ | 11,243 | $ | 18,884 | $ | — | $ | 2,603 | $ | 32,730 | $ | 4,074 | |||||||||||||||||
Bleecker Street | NY | 12/1/10 | 21,300 | — | 31,167 | — | — | 31,167 | 5,431 | ||||||||||||||||||||||||
Foot Locker | NY | 4/18/11 | 3,250 | 2,753 | 2,753 | — | 5 | 5,511 | 500 | ||||||||||||||||||||||||
Regal Parking Garage | NY | 6/1/11 | 3,000 | — | 4,637 | — | — | 4,637 | 747 | ||||||||||||||||||||||||
Duane Reed | NY | 10/5/11 | 8,400 | 4,443 | 8,252 | — | — | 12,695 | 1,609 | ||||||||||||||||||||||||
Washington Street | NY | 11/3/11 | 4,741 | — | 8,979 | — | 869 | 9,848 | 1,606 | ||||||||||||||||||||||||
One Jackson Square | NY | 11/18/11 | 13,000 | — | 21,466 | — | 67 | 21,533 | 3,350 | ||||||||||||||||||||||||
350 West 42nd Street | NY | 3/16/12 | 11,365 | — | 19,869 | — | 84 | 19,953 | 2,651 | ||||||||||||||||||||||||
1100 Kings Highway | NY | 5/4/12 | 20,200 | 17,112 | 17,947 | — | 83 | 35,142 | 2,224 | ||||||||||||||||||||||||
163 Washington Avenue Apartments | NY | 9/7/12 | — | (1) | 6,257 | 25,030 | — | 86 | 31,373 | 3,055 | |||||||||||||||||||||||
1623 Kings Highway | NY | 10/9/12 | 7,288 | 3,440 | 8,538 | — | 37 | 12,015 | 885 | ||||||||||||||||||||||||
256 West 38th Street | NY | 12/26/12 | 24,500 | 20,000 | 26,483 | — | 3,003 | 49,486 | 3,227 | ||||||||||||||||||||||||
229 West 36th Street | NY | 12/27/12 | 35,000 | 27,400 | 22,308 | — | (1,001 | ) | 48,707 | 2,547 | |||||||||||||||||||||||
350 Bleecker Street | NY | 12/31/12 | — | (1) | — | 11,783 | — | — | 11,783 | 1,137 | |||||||||||||||||||||||
218 West 18th Street | NY | 3/27/13 | — | (1) | 17,500 | 90,869 | — | 2,801 | 111,170 | 8,571 | |||||||||||||||||||||||
50 Varick Street | NY | 7/5/13 | — | (1) | — | 77,992 | — | 12,232 | 90,224 | 6,527 | |||||||||||||||||||||||
333 W 34th Street | NY | 8/9/13 | — | (1) | 98,600 | 120,908 | — | 60 | 219,568 | 14,929 | |||||||||||||||||||||||
Viceroy | NY | 11/18/13 | — | — | 169,945 | — | 2,132 | 172,077 | 6,377 | ||||||||||||||||||||||||
1440 Broadway | NY | 12/23/13 | — | (1) | 217,066 | 289,410 | — | 175 | 506,651 | 21,619 | |||||||||||||||||||||||
245-249 West 17th Street | NY | 8/22/14 | — | (1) | 68,251 | 233,607 | 1,855 | 303,713 | 1,946 | ||||||||||||||||||||||||
Total | $ | 172,242 | $ | 494,065 | $ | 1,210,827 | $ | — | $ | 25,091 | $ | 1,729,983 | $ | 93,012 | |||||||||||||||||||
___________________________________ | |||||||||||||||||||||||||||||||||
-1 | These properties collateralize the credit facility, which had $635.0 million outstanding as of December 31, 2014. | ||||||||||||||||||||||||||||||||
-2 | Acquired intangible lease assets allocated to individual properties in the amount of $158.4 million are not reflected in the table above. | ||||||||||||||||||||||||||||||||
-3 | The tax basis of aggregate land, buildings and improvements as of December 31, 2014 is $1.7 billion (unaudited). | ||||||||||||||||||||||||||||||||
-4 | The accumulated depreciation column excludes $31.2 million of amortization associated with acquired intangible lease assets. | ||||||||||||||||||||||||||||||||
-5 | Each of the properties has a depreciable life of: 40 years for buildings, 15 years for land improvements and five years for fixtures. | ||||||||||||||||||||||||||||||||
A summary of activity for real estate and accumulated depreciation for the years ended December 31, 2014, 2013 and 2012: | |||||||||||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||||||||||
(In thousands) | 2014 | 2013 | 2012 | ||||||||||||||||||||||||||||||
Real estate investments, at cost: | |||||||||||||||||||||||||||||||||
Balance at beginning of year | $ | 1,414,959 | $ | 322,205 | $ | 115,035 | |||||||||||||||||||||||||||
Additions-Acquisitions | 301,858 | 1,082,292 | 206,167 | ||||||||||||||||||||||||||||||
Capital expenditures | 15,356 | 12,089 | 1,003 | ||||||||||||||||||||||||||||||
Disposals | (2,190 | ) | (1,627 | ) | — | ||||||||||||||||||||||||||||
Balance at end of the year | $ | 1,729,983 | $ | 1,414,959 | $ | 322,205 | |||||||||||||||||||||||||||
Accumulated depreciation: | |||||||||||||||||||||||||||||||||
Balance at beginning of year | $ | 31,715 | $ | 9,476 | $ | 3,109 | |||||||||||||||||||||||||||
Depreciation expense | 63,349 | 23,405 | 6,367 | ||||||||||||||||||||||||||||||
Disposals | (2,052 | ) | (1,166 | ) | — | ||||||||||||||||||||||||||||
Balance at end of the year | $ | 93,012 | $ | 31,715 | $ | 9,476 | |||||||||||||||||||||||||||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Basis of Accounting | Basis of Accounting |
The accompanying consolidated financial statements of the Company are prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America ("GAAP"). | |
Reclassifications | Reclassifications |
Certain prior year amounts have been reclassified to conform with the current year presentation. | |
Principles of Consolidation | Principles of Consolidation |
The consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries and consolidated joint venture arrangements in which the Company has controlling financial interests, either through voting or similar rights or by means other than voting rights if the Company is the primary beneficiary of a variable interest entity ("VIE"). The portions of the consolidated joint venture arrangements not owned by the Company are presented as noncontrolling interests. All inter-company accounts and transactions have been eliminated in consolidation. | |
The Company evaluates its relationships and investments to determine if it has variable interests in a VIE. A variable interest is an investment or other interest that will absorb portions of an entity’s expected losses or receive portions of the entity’s expected residual returns. If the Company determines that it has a variable interest in an entity, it evaluates whether such entity is a VIE. A VIE is broadly defined as an entity where either (1) the equity investors as a group, if any, lack the power through voting or similar rights to direct the activities of an entity that most significantly impact the entity’s economic performance or (2) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support. The Company consolidates any VIEs when it is determined to be the primary beneficiary of the VIE’s operations. | |
A variable interest holder is considered to be the primary beneficiary of a VIE if it has the power to direct the activities of a VIE that most significantly impact the entity’s economic performance and has the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE. | |
The Company continually evaluates the need to consolidate its joint ventures. In determining whether the Company has a controlling interest in a joint venture and the requirement to consolidate the accounts of that entity, management considers factors such as ownership interest, power to make decisions and contractual and substantive participating rights of the partners or members as well as whether the entity is a VIE for which the Company is the primary beneficiary. | |
Use of Estimates | Use of Estimates |
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Management makes significant estimates regarding revenue recognition, purchase price allocations to record investments in real estate, derivative financial instruments and hedging activities and fair value measurements, as applicable. | |
Investments in Real Estate | Investments in Real Estate |
The Company evaluates the inputs, processes and outputs of each asset acquired to determine if the transaction is a business combination or asset acquisition. If an acquisition qualifies as a business combination, the related transaction costs are recorded as an expense in the consolidated statement of operations. If an acquisition qualifies as an asset acquisition, the related transaction costs are generally capitalized and subsequently amortized over the useful life of the acquired assets. | |
In business combinations, the Company allocates the purchase price of acquired properties to tangible and identifiable intangible assets or liabilities and non-controlling interests based on their respective estimated fair values. Tangible assets may include land, land improvements, buildings, fixtures and tenant improvements. Intangible assets or liabilities may include the value of in-place leases, above- and below-market leases and other identifiable intangible assets or liabilities based on lease or property specific characteristics. | |
The fair value of the tangible assets of an acquired property with an in-place operating lease is determined by valuing the property as if it were vacant, and the “as-if-vacant” value is then allocated to the tangible assets based on the fair value of the tangible assets. The fair value of in-place leases is determined by considering estimates of carrying costs during the expected lease-up periods, current market conditions, as well as costs to execute similar leases. The fair value of above-market or below-market leases and ground leases is recorded based on the present value of the difference between the contractual amount to be paid pursuant to the in-place lease and the Company's estimate of the comparable fair market lease rate, measured over the remaining term of the lease, including any below-market fixed rate renewal options for below-market leases. The fair value of other intangible assets, such as real estate tax abatements, are recorded based on the present value of the expected benefit and amortized over the expected useful life. | |
Fair values of assumed mortgages, if applicable, are recorded as debt premiums or discounts based on the present value of the estimated cash flows, which is calculated to account for either above- or below-market interest rates. | |
Non-controlling interests in property owning entities are recorded based on its fair value at the date of acquisition, as determined by the terms of the applicable agreement. | |
The Company utilizes a number of sources in making its estimates of fair values for purposes of allocating purchase price including real estate valuations prepared by independent valuation firms. The Company also considers information and other factors including: market conditions, the industry in which the tenant operates, characteristics of the real estate such as location, size, demographics, value and comparative rental rates, tenant credit profile and the importance of the location of the real estate to the operations of the tenant’s business. | |
Depreciation and Amortization | Depreciation and Amortization |
The Company is required to make subjective assessments as to the useful lives of the components of the Company’s real estate investments for purposes of determining the amount of depreciation to record on an annual basis. These assessments have a direct impact on the Company’s net income because if the Company were to shorten the expected useful lives of the Company’s real estate investments, the Company would depreciate these investments over fewer years, resulting in more depreciation expense and lower net income. | |
Depreciation is computed using the straight-line method over the estimated useful lives of up to 40 years for buildings, 15 years for land improvements, five years for fixtures and improvements, and the shorter of the useful life or the remaining lease term for tenant improvements and leasehold interests. | |
Acquired above-market leases are amortized as a reduction of rental income over the remaining terms of the respective leases. Acquired below-market leases are amortized as an increase to rental income over the remaining terms of the respective leases and expected below-market renewal option periods. | |
Acquired above-market ground leases are amortized as a reduction of property operating expense over the remaining term of the respective leases. Acquired below-market ground lease values are amortized as an increase to property operating expense over the remaining terms of the respective leases and expected below-market renewal option period. | |
The value of in-place leases, exclusive of the value of above-market and below-market in-place leases, is amortized to depreciation and amortization expense over the remaining periods of the respective leases. | |
Impairment of Long Lived Assets | Impairment of Long Lived Assets |
When circumstances indicate the carrying value of a property may not be recoverable, the Company reviews the asset for impairment. This review is based on an estimate of the future undiscounted cash flows, excluding interest charges, expected to result from the property’s use and eventual disposition. These estimates consider factors such as expected future operating income, market and other applicable trends and residual value, as well as the effects of leasing demand, competition and other factors. If such estimated cash flows are less than the the carrying value of a property, an impairment loss is recorded to the extent that the carrying value exceeds the estimated fair value of the property for properties to be held and used. For properties held for sale, the impairment loss is based on the adjustment to fair value less estimated cost to dispose of the asset. These assessments result in the immediate recognition of an impairment loss, resulting in a reduction of net income. | |
Impairment of Equity Method Investments | Impairment of Equity Method Investments |
The Company monitors the value of its equity method investments for indicators of impairment. An impairment charge is recognized when the Company determines that a decline in the fair value of the investment below its carrying value is other-than-temporary. The assessment of impairment is subjective and involves the application of significant assumptions and judgments about the Company's intent and ability to recover its investment given the nature and operations of the underlying investment. | |
Cash and Cash Equivalents | Cash and Cash Equivalents |
Cash and cash equivalents includes cash in bank accounts as well as investments in highly-liquid money market funds with original maturities of three months or less at time of purchase. As of December 31, 2014 and 2013, $0.3 million was held in money market funds with the Company's financial institutions. | |
The Company deposits cash with high-quality financial institutions. These deposits are guaranteed by the Federal Deposit Insurance Company (the "FDIC") up to an insurance limit. | |
Restricted Cash | Restricted Cash |
Restricted cash primarily consists of funds held in escrow related to real estate acquisitions and reserves related to lease expirations as well as maintenance, real estate, structural, and debt service reserves. | |
Investment Securities | Investment Securities |
The Company classifies its investments in debt or equity securities into one of three classes: held-to-maturity, available-for-sale or trading, as applicable. Investments in debt securities that the Company has the positive intent and ability to hold until maturity are classified as held-to-maturity and are reported at amortized cost. Debt and equity securities that are bought and held principally for the purposes of selling them in the near future are classified as trading securities. Debt and equity securities not classified as trading securities or as held-to-maturity securities are classified as available-for-sale securities and are reported at fair value, with unrealized holding gains and losses reported as a component of equity within accumulated other comprehensive income or loss. Gains or losses on securities sold are based on the specific identification method. | |
The Company evaluates its investments in securities for impairment or other-than-temporary impairment on a quarterly basis. The Company reviews each investment individually and assesses factors that may include (i) if the carrying amount of an investment exceeds its fair value, (ii) if there has been any change in the market as a whole or in the investee’s market, (iii) if there are any plans to sell the investment in question or if the Company believes it may be forced to sell its investment, and (iv) if there have been any other factors that would indicate the possibility of the existence of an other-than-temporary impairment. The fair value of the Company’s investments in available-for-sale securities generally rise and fall based on current market conditions. If, after reviewing relevant factors surrounding an impaired security, the Company determines that it will not recover its full investment in an impaired security, the Company recognizes an other-than-temporary impairment charge in the consolidated statements of operations and comprehensive loss in the period in which the other-than-temporary impairment is discovered, regardless of whether or not the Company plans to sell or believes it will be forced to sell the security in question. The Company did not recognize any other-than-temporary impairment charges for the years ended December 31, 2014, 2013 or 2012 | |
Investments in Unconsolidated Joint Venture | Investments in Unconsolidated Joint Venture |
The Company accounts for investments in unconsolidated joint ventures under the equity method of accounting in cases where the Company exercises significant influence over, but does not control, the entities and is not considered to be the primary beneficiary. These investments are recorded initially at cost and subsequently adjusted for equity in net income (loss) and cash contributions and distributions. Any difference between the carrying amount of these investments and the underlying equity in net assets is depreciated and amortized over the estimated useful lives of the assets and liabilities with a corresponding adjustment to the equity income (loss) from unconsolidated joint ventures in the accompanying consolidated statements of operations and comprehensive income (loss). Equity income (loss) from unconsolidated joint ventures is allocated based on the Company's ownership or economic interest in each joint venture. A loss in the value of a joint venture investment that is determined to be other than temporary is recognized in the period in which the loss occurs. See Note 4 - Investment in Unconsolidated Joint Venture. | |
Listing Note Distribution | Listing Note Distribution |
Concurrently with the Listing, the Company caused the OP to issue the Listing Note (see Note 9 - Subordinated Listing Distribution). The Listing Note value was determined, in part, based on the average market value of the Company's outstanding common stock for the period from 180 days to 210 days after the Listing. Until the principal amount of the Listing Note was determined, the Listing Note was treated as a derivative and the Company estimated the contingent consideration using a valuation model and recorded the fair value of the Listing Note on the consolidated balance sheets. The initial fair value and subsequent changes in fair value were recorded in the consolidated statements of operations and comprehensive income (loss). The final principal value of the Listing Note was determined in November 2014 and converted into OP units. See Note 9 - Subordinated Listing Distribution. | |
2014 Advisor Multi-Year Outperformance Agreement | 2014 Advisor Multi-Year Outperformance Agreement |
On April 15, 2014 (the "Effective Date"), in connection with the Listing, the Company entered into the 2014 Advisor Multi-Year Outperformance Agreement (the "OPP") with the OP and the Advisor. See Note 16 - Share-Based Compensation. | |
Tender Offer | Tender Offer |
The Company recognized the excess cost of the tendered shares over its par value as a reduction to additional paid-in capital. | |
Deferred Costs, Net | Deferred Costs, Net |
Deferred costs, net consists of deferred financing costs and leasing costs. Deferred financing costs represent commitment fees, legal fees, and other costs associated with obtaining commitments for financing. These costs are amortized over the terms of the respective financing agreements using the effective interest method. Unamortized deferred financing costs are expensed when the associated debt is refinanced or repaid before maturity. Costs incurred in seeking financial transactions that do not close are expensed in the period in which it is determined that the financing will not close. Deferred leasing costs, consisting primarily of lease commissions and professional fees incurred, are deferred and amortized over the term of the lease. | |
Share Repurchase Program | Share Repurchase Program |
The Company's board of directors had adopted a Share Repurchase Program ("SRP") that enabled stockholders to sell their shares to the Company in limited circumstances. The SRP permitted investors to sell their shares back to the Company after they had held them for at least one year, subject to the significant conditions and limitations described below. | |
Prior to the Listing, the purchase price per share was dependent on the length of time investors had held such shares as follows: after one year from the purchase date — the lower of $9.25 or 92.5% of the amount they actually paid for each share; after two years from the purchase date —the lower of $9.50 or 95.0% of the amount they actually paid for each share; after three years from the purchase date — the lower of $9.75 or 97.5% of the amount they actually paid for each share; and after four years from the purchase date — the lower of $10.00 or 100% of the amount they actually paid for each share (in each case, as adjusted for any stock dividends, combinations, splits and recapitalizations). | |
The Company was only authorized to repurchase shares pursuant to the SRP up to the value of the shares issued under the Distribution Reinvestment Plan ("DRIP") and limited the amount spent to repurchase shares in a given quarter to the value of the shares issued under the DRIP in that same quarter. In addition, the board of directors reserved the right to reject a request for redemption, at any time. Due to these limitations, the Company did not guarantee that it would be able to accommodate all repurchase requests. Purchases under the SRP by the Company were limited in any calendar year to 5% of the weighted average number of shares outstanding during the prior year (or 1.25% per calendar quarter). | |
When a stockholder requested repurchases and the repurchases were approved by the Company's board of directors, it reclassified such obligation from equity to a liability based on the settlement value of the obligation. On March 31, 2014, the Company's board of directors approved the termination of the Company’s SRP. | |
Distribution Reinvestment Plan | Distribution Reinvestment Plan |
Pursuant to the DRIP, stockholders were able to elect to reinvest dividends by purchasing shares of common stock in lieu of receiving cash. No dealer manager fees or selling commissions were paid with respect to shares purchased pursuant to the DRIP. Shares purchased pursuant to the DRIP have the same rights and were treated in the same manner as if such shares were issued pursuant to the IPO. The board of directors reserved the right to designate that certain cash or other dividends be excluded from the DRIP. The Company had the right to amend any aspect of the DRIP or terminate the DRIP with ten days' notice to participants. On March 31, 2014, the Company provided notices to its stockholders that, pursuant to the terms of the DRIP, the Company's board of directors approved an amendment to suspend the DRIP, effective March 31, 2014. The final issuance of shares of common stock pursuant to the DRIP in connection with the Company's March 2014 dividend was paid in April 2014. Shares issued under the DRIP were recorded to equity in the accompanying consolidated balance sheet in the period dividends were declare | |
Derivative Instruments | Derivative Instruments |
The Company may use derivative financial instruments to hedge all or a portion of the interest rate risk associated with its borrowings. Certain of the techniques used to hedge exposure to interest rate fluctuations may also be used to protect against declines in the market value of assets that result from general trends in debt markets. The principal objective of such agreements is to minimize the risks and/or costs associated with the Company's operating and financial structure as well as to hedge specific anticipated transactions. | |
The Company records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply or the Company elects not to apply hedge accounting. | |
The accounting for subsequent changes in the fair value of these derivatives depends on whether each has been designed and qualifies for hedge accounting treatment. If the Company elects not to apply hedge accounting treatment, any changes in the fair value of these derivative instruments is recognized immediately in gains (losses) on derivative instruments in the consolidated statement of operations. If the derivative is designated and qualifies for hedge accounting treatment the change in the estimated fair value of the derivative is recorded in other comprehensive income (loss) to the extent that it is effective. Any ineffective portion of a derivative's change in fair value will be immediately recognized in earnings. | |
Revenue Recognition | Revenue Recognition |
The Company's revenues, which are derived primarily from rental income, include rents that each tenant pays in accordance with the terms of each lease reported on a straight-line basis over the term of the lease. Since many of the Company's leases provide for rental increases at specified intervals, GAAP requires the Company to record a receivable, and include in revenues on a straight-line basis, unbilled rent receivables that the Company will only receive if the tenant makes all rent payments required through the expiration of the initial term of the lease. The Company defers the revenue related to lease payments received from tenants in advance of their due dates. When the Company acquires a property, the terms of existing leases are considered to commence as of the acquisition date for the purposes of this calculation. | |
Rental revenue recognition commences when the tenant takes possession or controls the physical use of the leased space. For the tenant to take possession, the leased space must be substantially ready for its intended use. To determine whether the leased space is substantially ready for its intended use, we evaluate whether the Company owns or the tenant owns the tenant improvements. When the Company is the owner of tenant improvements, rental revenue recognition begins when the tenant takes possession of the finished space, which is when such improvements are substantially complete. When the Company concludes that the Company is not the owner (as the tenant is the owner) of tenant improvements, rental revenue recognition begins when the tenant takes possession of or controls the space. | |
When the Company concludes that the Company is the owner of tenant improvements, the Company records the cost to construct the tenant improvements, including costs paid for or reimbursed by the tenants, as a capital asset. When the Company concludes that the tenant is the owner of tenant improvements for accounting purposes, the Company records its contribution towards those improvements as a lease incentive, which is included in deferred leasing costs, net on the consolidated balance sheets and amortized as a reduction to rental income on a straight-line basis over the term of the lease. | |
The Company continually reviews receivables related to rent and unbilled rent receivables and determines collectability by taking into consideration the tenant's payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located. In the event that the collectability of a receivable is in doubt, the Company will record an allowance for uncollectible accounts or directly write-off of the receivable in the Company's consolidated statements of operations and comprehensive income (loss). | |
The Company's leases generally provide for tenant reimbursement of a portion of common area maintenance expenses and other other operating expenses to the extent that a tenant's pro rata share of the expenses exceeds a base year level set in the lease or to the extent that the tenant has a lease on a triple net basis. Such cost recoveries from tenants are included in operating expense reimbursement in the period the related costs are incurred, as applicable. | |
The Company’s hotel revenues are recognized as earned and are derived from room rentals and other sources such as charges to guests for telephone service, movie and vending commissions, meeting and banquet room revenue and laundry services. | |
The Company owns certain properties with leases that include provisions for the tenant to pay contingent rental income based on a percent of the tenant's sales upon the achievement of certain thresholds or other targets, which may be monthly, quarterly or annual targets. The Company defers the recognition of contingent rental income until the specified target that triggered the contingent rental income is achieved, or until such sales upon which percentage rent is based are known. Contingent rental income will be included in rental income on the Company's consolidated statements of operations and comprehensive income (loss). The Company did not recognize any revenue or deferred revenue related to contingent rental income during the years ended December 31, 2014, 2013 or 2012 | |
Share-Based Compensation | Share-Based Compensation |
The Company has a stock-based incentive award plan for its directors, which is accounted for under the guidance for employee share based payments. The cost of services received in exchange for a stock award is measured at the grant date fair value of the award and the expense for such awards is included in general and administrative expenses and is recognized over the vesting period or when the requirements for exercise of the award have been met. See Note 16 — Share-Based Compensation. | |
Income Taxes | Income Taxes |
The Company elected to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code commencing with its taxable year ended December 31, 2010. If the Company continues to qualify for taxation as a REIT, it generally will not be subject to federal corporate income tax to the extent it distributes all its REIT taxable income to its stockholders. REITs are subject to a number of organizational and operational requirements, including a requirement that the Company distribute annually at least 90% of the Company’s REIT taxable income to the Company’s stockholders. If the Company fails to continue to qualify as a REIT in any taxable year and does not qualify for certain statutory relief provisions, the Company will be subject to U.S. federal and state income taxes at regular corporate rates (including any applicable alternative minimum tax) beginning with the year in which it fails to qualify and may be precluded from being able to elect to be treated as a REIT for the Company’s four subsequent taxable years. The Company distributed to its shareholders 100% of its ordinary taxable income for each of the years ended December 31, 2014, 2013 and 2012. Accordingly, no provision for federal or state income taxes related to such ordinary taxable income was recorded on the Company’s financial statements. Even if the Company qualifies for taxation as a REIT, it may be subject to certain state and local taxes on its income and property, and federal income and excise taxes on its undistributed income. | |
During the year ended December 31, 2013, the Company purchased a hotel, which is owned by a subsidiary of the OP and leased to a taxable REIT subsidiary ("TRS"), that is owned by the OP. A TRS is subject to federal, state and local income taxes. The TRS is a tax paying component for purposes of classifying deferred tax assets and liabilities. The Company records net deferred tax assets to the extent the Company believes these assets will more likely than not be realized. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. In the event the Company determines that it would not be able to realize the deferred income tax assets in the future in excess of the net recorded amount, the Company establishes a valuation allowance which offsets the previously recognized income tax benefit. Deferred income taxes result from temporary differences between the carrying amounts of assets and liabilities of the TRSs for financial reporting purposes and the amounts used for income tax purposes. The Company had deferred tax assets and a corresponding valuation allowance of $1.7 million and $0.2 million as of December 31, 2014 and 2013, respectively. The TRS had federal and state net operating loss carry forwards as of December 31, 2014 of $3.7 million, which will expire through 2035. The Company estimates income tax relating to its TRS using a combined federal and state rate of approximately 42% for the year ended December 31, 2014. The Company has concluded that it is more likely than not that the net operating loss carry forwards will not be utilized during the carry forward period and as such the Company has established a valuation allowance against these deferred tax assets. | |
Per Share Data | Per Share Data |
The Company calculates basic income (loss) per share of common stock by dividing net income (loss) for the period by the weighted-average shares of its common stock outstanding for a respective period. Diluted income per share takes into account the effect of dilutive instruments such as unvested restricted stock, Long-term Incentive Plan ("LTIP") units and OP units, based on the average share price for the period in determining the number of incremental shares that are to be added to the weighted-average number of shares outstanding. See Note 18 - Net Loss Per Share. | |
Reportable Segments | Reportable Segments |
The Company has determined that it has one reportable segment, with activities related to investing in real estate. The Company's investments in real estate generate rental revenue and other income through the leasing and management of properties. Management evaluates the operating performance of the Company's investments in real estate at the individual property level. | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements |
In April 2014, the Financial Accounting Standards Board ("FASB") amended the requirements for reporting discontinued operations. Under the revised guidance, in addition to other disclosure requirements, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results when the component or group of components meets the criteria to be classified as held for sale, disposed of by sale or other than by sale. The Company has adopted the provisions of this guidance effective January 1, 2014, and has applied the provisions prospectively. The adoption of this guidance did not have a material impact on the Company's consolidated financial position, results of operations or cash flows. | |
In May 2014, the FASB issued revised guidance relating to revenue recognition. Under the revised guidance, an entity is required to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The revised guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is not permitted under GAAP. The revised guidance allows entities to apply the full retrospective or modified retrospective transition method upon adoption. In April 2015, the FASB proposed a one-year delay of the revised guidance, although entities will be allowed to early adopt the guidance as of the original effective date. The Company has not yet selected a transition method and is currently evaluating the impact of the new guidance. | |
In August 2014, the FASB issued guidance relating to disclosure of uncertainties about an entity's ability to continue as a going concern. In connection with preparing financial statements for each annual and interim reporting period, management should evaluate whether there are conditions or events that raise substantial doubt about the entity's ability to continue as a going concern within one year after the date that the financial statements are issued. If conditions or events raise substantial doubt about the entity's ability to continue as a going concern, the guidance requires management to disclose information that enables users of the financial statements to understand the conditions or events that raised the substantial doubt, management's evaluation of the significance of the conditions or events that led to the doubt and management's plans that are intended to mitigate the conditions or events that raised substantial doubt about the entity's ability to continue as a going concern. The guidance is effective for the annual period ending after December 15, 2016 and for annual and interim periods thereafter. The Company has elected to adopt the provisions of this guidance effective December 31, 2014, as early application is permitted. The adoption of this guidance had no material impact on the Company's consolidated financial position, results of operations or cash flows. | |
In February 2015, the FASB amended the accounting for consolidation of certain legal entities. The amendments modify the evaluation of whether certain legal entities are VIEs or voting interest entities, eliminate the presumption that a general partner should consolidate a limited partnership, affect the consolidation analysis of reporting entities that are involved with VIEs (particularly those that have fee arrangements and related party relationships) and provide a scope exception from consolidation guidance for reporting entities with interests in legal entities. The revised guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. If the Company decides to early adopt the revised guidance in an interim period, any adjustments will be reflected as of the beginning of the fiscal year that includes the interim period. The Company has not yet selected a transition method and is currently evaluating the impact of the new guidance. | |
In April 2015, the FASB amended the presentation of debt issuance costs on the balance sheet. The amendments require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The revised guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted for financial statements that have not previously been issued. If the Company decides to early adopt the revised guidance in an interim period, any adjustments will be reflected as of the beginning of the fiscal year that includes the interim period. The Company is currently evaluating the impact of the new guidance. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||||||||
Schedule of Finite-Lived Intangible Assets | Intangible assets and acquired lease liabilities consist of the following as of December 31, 2014 and 2013. | ||||||||||||||||||||||
December 31, 2014 | |||||||||||||||||||||||
(In thousands) | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | ||||||||||||||||||||
Intangible assets: | |||||||||||||||||||||||
In-place leases | $ | 131,518 | $ | 27,450 | $ | 104,068 | |||||||||||||||||
Other intangible | 3,804 | 107 | 3,697 | ||||||||||||||||||||
Above-market leases | 23,061 | 3,605 | 19,456 | ||||||||||||||||||||
Total acquired intangible assets | $ | 158,383 | $ | 31,162 | $ | 127,221 | |||||||||||||||||
Intangible lease liabilities: | |||||||||||||||||||||||
Below-market leases | $ | 81,708 | $ | 14,953 | $ | 66,755 | |||||||||||||||||
Above-market ground lease liability | 17,968 | 503 | 17,465 | ||||||||||||||||||||
Total market lease intangibles | $ | 99,676 | $ | 15,456 | $ | 84,220 | |||||||||||||||||
December 31, 2013 | |||||||||||||||||||||||
(In thousands) | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | ||||||||||||||||||||
Intangible assets: | |||||||||||||||||||||||
In-place leases | $ | 108,229 | $ | 8,344 | $ | 99,885 | |||||||||||||||||
Above-market leases | 19,617 | 1,124 | 18,493 | ||||||||||||||||||||
Total acquired intangible assets | $ | 127,846 | $ | 9,468 | $ | 118,378 | |||||||||||||||||
Intangible lease liabilities: | |||||||||||||||||||||||
Below-market leases | $ | 59,544 | $ | 4,429 | $ | 55,115 | |||||||||||||||||
Above-market ground lease liability | 17,968 | 54 | 17,914 | ||||||||||||||||||||
Total market lease intangibles | $ | 77,512 | $ | 4,483 | $ | 73,029 | |||||||||||||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The following table provides the weighted-average remaining amortization and accretion periods as of December 31, 2014, for intangible assets and liabilities and the projected amortization expense and adjustments to revenues for the next five years: | ||||||||||||||||||||||
(Dollar amounts in thousands) | Weighted- | 2015 | 2016 | 2017 | 2018 | 2019 | |||||||||||||||||
Average Remaining | |||||||||||||||||||||||
Amortization | |||||||||||||||||||||||
Period (in years) | |||||||||||||||||||||||
In-place leases | 9 | $ | 18,314 | $ | 11,088 | $ | 10,019 | $ | 9,067 | $ | 8,683 | ||||||||||||
Other intangible | 11.5 | 321 | 321 | 321 | 321 | 321 | |||||||||||||||||
Total to be included in depreciation and amortization expense | $ | 18,635 | $ | 11,409 | $ | 10,340 | $ | 9,388 | $ | 9,004 | |||||||||||||
Above-market lease assets | 12.5 | $ | (2,771 | ) | $ | (1,428 | ) | $ | (1,420 | ) | $ | (1,420 | ) | $ | (1,420 | ) | |||||||
Below-market lease liabilities | 9.6 | 9,824 | 7,566 | 6,780 | 5,995 | 5,611 | |||||||||||||||||
Total to be included in rental income | $ | 7,053 | $ | 6,138 | $ | 5,360 | $ | 4,575 | $ | 4,191 | |||||||||||||
Above-market ground lease liability to be deducted from property operating expenses | 36.6 | $ | (449 | ) | $ | (449 | ) | $ | (449 | ) | $ | (449 | ) | $ | (449 | ) |
Real_Estate_Investments_Tables
Real Estate Investments (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Real Estate [Abstract] | |||||||||||||
Assets and Liabilities Assumed | The following table presents the allocation of the real estate assets acquired and liabilities assumed during the years ended December 31, 2014, 2013, and 2012: | ||||||||||||
Year Ended December 31, | |||||||||||||
(Dollar amounts in thousands) | 2014 | 2013 | 2012 | ||||||||||
Real estate investments, at cost: | |||||||||||||
Land | $ | 68,251 | $ | 333,166 | $ | 74,209 | |||||||
Buildings, fixtures and improvements | 233,607 | 749,127 | 131,958 | ||||||||||
Total tangible assets | 301,858 | 1,082,293 | 206,167 | ||||||||||
Acquired intangibles: | |||||||||||||
In-place leases | 25,169 | 81,376 | 18,867 | ||||||||||
Other intangible | 3,804 | — | — | ||||||||||
Above-market lease assets | 3,707 | 10,389 | 9,194 | ||||||||||
Below-market lease liabilities | (23,705 | ) | (70,589 | ) | (5,150 | ) | |||||||
Total acquired intangibles | 8,975 | 21,176 | 22,911 | ||||||||||
Total assets acquired, net | 310,833 | 1,103,469 | 229,078 | ||||||||||
Investment in unconsolidated joint venture | 273 | 236,965 | — | ||||||||||
Preferred equity investment | 5,100 | 30,000 | — | ||||||||||
Mortgage notes payable used to acquire investments in real estate | — | (60,000 | ) | (79,188 | ) | ||||||||
Other assets acquired (liabilities assumed) | — | (12,206 | ) | (4,760 | ) | ||||||||
Non-controlling interest retained by seller | — | — | (380 | ) | |||||||||
Cash paid for acquired real estate investments and other assets | $ | 316,206 | $ | 1,298,228 | $ | 144,750 | |||||||
Number of properties and other investments purchased | 1 | 7 | 7 | ||||||||||
Proforma Revenue and Losses, Disclosure | The following table presents unaudited pro forma information as if the acquisitions during the year ended December 31, 2014 had been consummated on January 1, 2013. Additionally, the unaudited pro forma net loss attributable to stockholders was adjusted to reclassify acquisition and transaction related expense of $4.4 million from the year ended December 31, 2014 to the year ended December 31, 2013. | ||||||||||||
Year Ended December 31, | |||||||||||||
(In thousands) | 2014 | 2013 | |||||||||||
Pro forma revenues (1) | $ | 171,189 | $ | 80,359 | |||||||||
Pro forma net income (loss) attributable to stockholders (1) | $ | (57,525 | ) | $ | (9,174 | ) | |||||||
-1 | For the year ended December 31, 2014, aggregate revenues and net income derived from the Company's acquisition (for the Company's period of ownership) were $8.8 million and $4.6 million, respectively. | ||||||||||||
Schedule of Future Minimum Rental Payments for Operating Leases | The following table presents future minimum base cash rental payments due to the Company, excluding future minimum base cash rental payments related to unconsolidated joint ventures, subsequent to December 31, 2014. These amounts exclude contingent rental payments, as applicable, that may be collected from certain tenants based on provisions related to sales thresholds and increases in annual rent based on exceeding certain economic indexes among other items. | ||||||||||||
(In thousands) | Future Minimum | ||||||||||||
Base Cash Rental Payments | |||||||||||||
2015 | $ | 107,195 | |||||||||||
2016 | 96,230 | ||||||||||||
2017 | 93,784 | ||||||||||||
2018 | 91,832 | ||||||||||||
2019 | 90,551 | ||||||||||||
Thereafter | 591,315 | ||||||||||||
$ | 1,070,907 | ||||||||||||
Schedule of Annualized Rental Income by Major Tenants | The following table lists the tenants whose annualized cash rent represented greater than 10% of total annualized cash rent as of December 31, 2014, 2013 and 2012: | ||||||||||||
December 31, | |||||||||||||
Property Portfolio | Tenant | 2014 | 2013 | 2012 | |||||||||
Worldwide Plaza | Cravath, Swaine & Moore, LLP | 16% | 18% | * | |||||||||
Worldwide Plaza | Nomura Holdings America, Inc. | 11% | 12% | * | |||||||||
229 West 36th Street | American Language Communication Center, Inc. | * | * | 14% | |||||||||
__________________________ | |||||||||||||
* Tenant's annualized cash rent was not greater than 10% of total annualized cash rent for all portfolio properties as of the period specified. |
Investment_in_Unconsolidated_J1
Investment in Unconsolidated Joint Venture (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Equity Method Investments and Joint Ventures [Abstract] | |||||||||
Condensed Balance Sheet | The condensed balance sheets as of December 31, 2014 and 2013 for Worldwide Plaza is as follows: | ||||||||
December 31, | |||||||||
(In thousands) | 2014 | 2013 | |||||||
Real estate assets, at cost | $ | 704,143 | $ | 696,342 | |||||
Less accumulated depreciation and amortization | (97,181 | ) | (77,919 | ) | |||||
Total real estate assets, net | 606,962 | 618,423 | |||||||
Other assets | 255,784 | 248,048 | |||||||
Total assets | $ | 862,746 | $ | 866,471 | |||||
Debt | $ | 875,000 | $ | 875,000 | |||||
Other liabilities | 12,442 | 9,923 | |||||||
Total liabilities | 887,442 | 884,923 | |||||||
Deficit | (24,696 | ) | (18,452 | ) | |||||
Total liabilities and deficit | $ | 862,746 | $ | 866,471 | |||||
Company's basis | $ | 225,501 | $ | 234,774 | |||||
Condensed Income Statement | The condensed statement of operations for the year ended December 31, 2014 and the period from October 31, 2013 (date of acquisition) to December 31, 2013 for Worldwide Plaza is as follows: | ||||||||
Period from | |||||||||
31-Oct-13 | |||||||||
Year Ended | (date of acquisition) to | ||||||||
(In thousands) | 31-Dec-14 | December 31, 2013 | |||||||
Rental income | $ | 113,498 | $ | 18,736 | |||||
Other revenue | 4,932 | 837 | |||||||
Total revenue | 118,430 | 19,573 | |||||||
Operating expenses: | |||||||||
Operating expense | 45,911 | 7,288 | |||||||
Depreciation and amortization | 26,835 | 4,025 | |||||||
Total operating expenses | 72,746 | 11,313 | |||||||
Operating income | 45,684 | 8,260 | |||||||
Interest expense | (40,077 | ) | (6,808 | ) | |||||
Net income | 5,607 | 1,452 | |||||||
Company's preferred distribution | (15,617 | ) | (2,653 | ) | |||||
Net loss to members | $ | (10,010 | ) | $ | (1,201 | ) | |||
Company's preferred distribution | $ | 15,617 | $ | 2,653 | |||||
Company's share of net loss from Worldwide Plaza | (4,895 | ) | (587 | ) | |||||
Amortization of difference in basis | (12,221 | ) | (2,161 | ) | |||||
Company's loss from Worldwide Plaza | $ | (1,499 | ) | $ | (95 | ) |
Investment_Securities_Tables
Investment Securities (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | |||||||||||||||||||||||||
Schedule of Available-for-sale Securities Reconciliation | The following table details the unrealized gains and losses on investment securities as of December 31, 2014 and 2013: | ||||||||||||||||||||||||
(In thousands) | Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | |||||||||||||||||||||
December 31, 2014 | |||||||||||||||||||||||||
Redeemable preferred stock | $ | 1,288 | $ | 21 | $ | (12 | ) | $ | 1,297 | ||||||||||||||||
Equity securities | 3,127 | 235 | — | 3,362 | |||||||||||||||||||||
Total | $ | 4,415 | $ | 256 | $ | (12 | ) | $ | 4,659 | ||||||||||||||||
December 31, 2013 | |||||||||||||||||||||||||
Redeemable preferred stock | $ | 1,288 | $ | — | $ | (240 | ) | $ | 1,048 | ||||||||||||||||
Schedule of Unrealized Loss on Investments | The following table presents the fair value and gross unrealized losses of investments aggregated by investment type, the length of time and the number of securities that have been in a continuous unrealized loss position as of the periods indicated: | ||||||||||||||||||||||||
Less than 12 months | More than 12 months | Total | |||||||||||||||||||||||
(Dollars in thousands) | Fair Value | Unrealized Losses | Fair Value | Unrealized Losses | Fair Value | Unrealized Losses | |||||||||||||||||||
December 31, 2014 | |||||||||||||||||||||||||
Redeemable preferred stock | $ | — | $ | — | $ | 711 | $ | (12 | ) | $ | 711 | $ | (12 | ) | |||||||||||
Number of securities | — | 2 | 2 | ||||||||||||||||||||||
December 31, 2013 | |||||||||||||||||||||||||
Redeemable preferred stock | $ | 1,048 | $ | (240 | ) | $ | — | $ | — | $ | 1,048 | $ | (240 | ) | |||||||||||
Number of securities | 4 | — | 4 | ||||||||||||||||||||||
Mortgage_Notes_Payable_Tables
Mortgage Notes Payable (Tables) | 12 Months Ended | |||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||
Debt Disclosure [Abstract] | ||||||||||||||||||
Schedule of Mortgage Notes Payable | The Company's mortgage notes payable as of December 31, 2014 and December 31, 2013 consist of the following: | |||||||||||||||||
Outstanding Loan Amount | ||||||||||||||||||
Portfolio | Encumbered | December 31, | December 31, | Effective | Interest Rate | Maturity | ||||||||||||
Properties | 2014 | 2013 | Interest Rate | |||||||||||||||
(In thousands) | (In thousands) | |||||||||||||||||
Design Center | 1 | $ | 20,198 | $ | 20,582 | 4.4 | % | Fixed | Dec. 2021 | |||||||||
Bleecker Street | 3 | 21,300 | 21,300 | 4.3 | % | Fixed | Dec. 2015 | |||||||||||
Foot Locker | 1 | 3,250 | 3,250 | 4.6 | % | Fixed | Jun. 2016 | |||||||||||
Regal Parking Garage | 1 | 3,000 | 3,000 | 4.5 | % | Fixed | Jul. 2016 | |||||||||||
Duane Reade | 1 | 8,400 | 8,400 | 3.6 | % | Fixed | Nov. 2016 | |||||||||||
Washington Street Portfolio | 1 | 4,741 | 4,831 | 4.4 | % | Fixed | Dec. 2021 | |||||||||||
One Jackson Square | 1 | 13,000 | 13,000 | 3.4 | % | (1) | Fixed | Dec. 2016 | ||||||||||
350 West 42nd Street | 1 | 11,365 | 11,365 | 3.4 | % | Fixed | Aug. 2017 | |||||||||||
1100 Kings Highway | 1 | 20,200 | 20,200 | 3.4 | % | (1) | Fixed | Aug. 2017 | ||||||||||
1623 Kings Highway | 1 | 7,288 | 7,288 | 3.3 | % | (1) | Fixed | Nov. 2017 | ||||||||||
256 West 38th Street | 1 | 24,500 | 24,500 | 3.1 | % | (1) | Fixed | Dec. 2017 | ||||||||||
229 West 36th Street | 1 | 35,000 | 35,000 | 2.9 | % | (1) | Fixed | Dec. 2017 | ||||||||||
14 | $ | 172,242 | $ | 172,716 | 3.6 | % | (2) | |||||||||||
______________________ | ||||||||||||||||||
-1 | Fixed through an interest rate swap agreement. | |||||||||||||||||
-2 | Calculated on a weighted average basis for all mortgages outstanding as of December 31, 2014. | |||||||||||||||||
Schedule Of Aggregate Principal Payments On Mortgages | The following table summarizes the scheduled aggregate principal repayments subsequent to December 31, 2014: | |||||||||||||||||
(In thousands) | Future Minimum Principal Payments | |||||||||||||||||
2015 | $ | 21,794 | ||||||||||||||||
2016 | 28,167 | |||||||||||||||||
2017 | 102,730 | |||||||||||||||||
2018 | 4,573 | |||||||||||||||||
2019 | 4,777 | |||||||||||||||||
Thereafter | 10,201 | |||||||||||||||||
Total | $ | 172,242 | ||||||||||||||||
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Tables) | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||||
Schedule of Fair Value, Liabilities Measured on Recurring Basis | The following table presents information about the Company's assets and liabilities (including derivatives that are presented net) measured at fair value on a recurring basis as of December 31, 2014 and December 31, 2013, aggregated by the level in the fair value hierarchy within which those instruments fall: | ||||||||||||||||||
(In thousands) | Quoted Prices in Active Markets | Significant Other Observable Inputs | Significant Unobservable Inputs | Total | |||||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||||||||
December 31, 2014 | |||||||||||||||||||
Interest rate swaps, net | $ | — | $ | (1,071 | ) | $ | — | $ | (1,071 | ) | |||||||||
Investment securities | $ | 4,659 | $ | — | $ | — | $ | 4,659 | |||||||||||
December 31, 2013 | |||||||||||||||||||
Interest rate swaps, net | $ | — | $ | (385 | ) | $ | — | $ | (385 | ) | |||||||||
Investment securities | $ | 1,048 | $ | — | $ | — | $ | 1,048 | |||||||||||
The following table presents information about the Company's OPP, which is measured at fair value on a recurring basis as of December 31, 2014, aggregated by the level in the fair value hierarchy within which the instrument falls: | |||||||||||||||||||
(In thousands) | Quoted Prices in Active Markets | Significant Other Observable Inputs | Significant Unobservable Inputs | Total | |||||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||||||||
December 31, 2014 | |||||||||||||||||||
OPP | $ | — | $ | — | $ | 29,100 | $ | 29,100 | |||||||||||
Fair Value, by Balance Sheet Grouping | The fair values of the Company's financial instruments that are not reported at fair value on the consolidated balance sheet are reported below. | ||||||||||||||||||
Carrying | Fair Value at | Carrying | Fair Value at | ||||||||||||||||
Amount at | Amount at | ||||||||||||||||||
(In thousands) | Level | December 31, 2014 | December 31, 2014 | December 31, 2013 | December 31, 2013 | ||||||||||||||
Mortgage notes payable | 3 | $ | 172,242 | $ | 174,468 | $ | 172,716 | $ | 173,427 | ||||||||||
Credit facility | 3 | $ | 635,000 | $ | 651,579 | $ | 305,000 | $ | 305,000 | ||||||||||
Preferred equity investment | 3 | $ | 35,100 | $ | 34,800 | $ | 30,000 | $ | 30,000 | ||||||||||
Interest_Rate_Derivatives_and_1
Interest Rate Derivatives and Hedging Activities (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||||||||||||||||
Schedule of Interest Rate Derivatives | As of December 31, 2014 and 2013, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk. | ||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||||||||||||||
Interest Rate Derivative | Number of | Notional Amount | Number of | Notional Amount | |||||||||||||||||||||
Instruments | Instruments | ||||||||||||||||||||||||
(In thousands) | (In thousands) | ||||||||||||||||||||||||
Interest rate swaps | 6 | $ | 179,988 | 6 | $ | 179,988 | |||||||||||||||||||
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The table below presents the fair value of the Company's derivative financial instruments as well as their classification on the consolidated balance sheets as of December 31, 2014 and 2013: | ||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||
(In thousands) | Balance Sheet Location | 2014 | 2013 | ||||||||||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||||||||||
Interest rate swaps | Derivative assets, at fair value | $ | 205 | $ | 490 | ||||||||||||||||||||
Interest rate swaps | Derivative liabilities, at fair value | $ | (1,276 | ) | $ | (875 | ) | ||||||||||||||||||
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance | The table below details the location in the financial statements of the income or loss recognized on interest rate derivatives designated as cash flow hedges for the years ended December 31, 2014, 2013 and 2012: | ||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||
(In thousands) | 2014 | 2013 | 2012 | ||||||||||||||||||||||
Amount of loss recognized in accumulated other comprehensive income (loss) from interest rate derivatives (effective portion) | $ | (2,847 | ) | $ | (16 | ) | $ | (1,722 | ) | ||||||||||||||||
Amount of loss reclassified from accumulated other comprehensive income (loss) into income as interest expense (effective portion) | $ | (2,160 | ) | $ | (1,336 | ) | $ | (230 | ) | ||||||||||||||||
Amount of income (loss) recognized in gain (loss) on derivative instruments (ineffective portion and amount excluded from effectiveness testing) | $ | 1 | $ | 5 | $ | (14 | ) | ||||||||||||||||||
Offsetting Liabilities | The table below presents a gross presentation, the effects of offsetting, and a net presentation of the Company's derivatives as of December 31, 2014 and 2013. The net amounts of derivative assets or liabilities can be reconciled to the tabular disclosure of fair value. The tabular disclosure of fair value provides the location that derivative assets and liabilities are presented on the accompanying balance sheets. | ||||||||||||||||||||||||
Gross Amounts Not Offset on the Balance Sheet | |||||||||||||||||||||||||
Derivatives (In thousands) | Gross Amounts of Recognized Assets | Gross Amounts of Recognized Liabilities | Net Amounts of Assets (Liabilities) presented on the Balance Sheet | Financial Instruments | Cash Collateral Posted | Net Amount | |||||||||||||||||||
December 31, 2014 | $ | 205 | $ | (1,276 | ) | $ | (1,071 | ) | $ | — | $ | — | $ | (1,071 | ) | ||||||||||
December 31, 2013 | $ | 490 | $ | (875 | ) | $ | (385 | ) | $ | — | $ | — | $ | (385 | ) | ||||||||||
Common_Stock_Tables
Common Stock (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Equity [Abstract] | ||||||||||
Schedule of Treasury Stock by Class | The following table reflects the number of shares of common stock repurchased through the termination of the SRP: | |||||||||
Number of Requests | Number of Shares Repurchased | Average Price per Share | ||||||||
Prior repurchases | 1 | 2,538 | $ | 9.85 | ||||||
Year ended December 31, 2012 | 10 | 81,661 | 9.55 | |||||||
Year ended December 31, 2013 | 24 | 195,395 | 9.65 | |||||||
Repurchases in 2014 through termination of the SRP | 1 | 5,000 | 10 | |||||||
Cumulative repurchases through termination of the SRP | 36 | 284,594 | $ | 9.63 | ||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||
Schedule of Future Minimum Rental Payments for Operating Leases | The following table reflects the minimum base cash payments due from the Company over the next five years and thereafter under these arrangements, including the present value of the net minimum payment due under capital leases. These amounts exclude contingent rent payments, as applicable, that may be payable based on provisions related to increases in annual rent based on exceeding certain economic indexes among other items. | ||||||||
Future Minimum Base Rent Payments | |||||||||
(In thousands) | Operating Leases | Capital Leases | |||||||
2015 | $ | 4,531 | $ | 86 | |||||
2016 | 4,958 | 86 | |||||||
2017 | 4,905 | 86 | |||||||
2018 | 5,089 | 86 | |||||||
2019 | 5,346 | 86 | |||||||
Thereafter | 251,627 | 3,490 | |||||||
Total minimum lease payments | $ | 276,456 | $ | 3,920 | |||||
Less: amounts representing interest | (1,785 | ) | |||||||
Total present value of minimum lease payments | $ | 2,135 | |||||||
Related_Party_Transactions_and1
Related Party Transactions and Arrangements (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||||
Related Party Transactions [Abstract] | |||||||||||||||||||||||||||||||||
Schedule of Selling Commissions and Dealer Manager Fees Payable to Affiliate | The following table details total selling commissions and dealer manager fees incurred and payable to the Dealer Manager related to the sale of common stock as of and for the periods presented: | ||||||||||||||||||||||||||||||||
Year Ended December 31, | Payable as of December 31, | ||||||||||||||||||||||||||||||||
(In thousands) | 2014 | 2013 | 2012 | 2014 | 2013 | ||||||||||||||||||||||||||||
Total commissions and fees from Dealer Manager | $ | 8 | $ | 134,972 | $ | 12,576 | $ | — | $ | 857 | |||||||||||||||||||||||
Schedule Of Offering Costs Reimbursements to Related Party | The following table details offering costs reimbursements incurred and payable to the Advisor and Dealer Manager related to the IPO as of and for the periods presented: | ||||||||||||||||||||||||||||||||
Year Ended December 31, | Payable as of December 31, | ||||||||||||||||||||||||||||||||
(In thousands) | 2014 | 2013 | 2012 | 2014 | 2013 | ||||||||||||||||||||||||||||
Fees and expense reimbursements from the Advisor and Dealer Manager (1) | $ | — | $ | 11,561 | $ | (1,240 | ) | $ | — | $ | 416 | ||||||||||||||||||||||
______________ | |||||||||||||||||||||||||||||||||
-1 | The Advisor reimbursed offering costs in excess of 15% of proceeds from the sale of common stock. The cash reimbursement of $4.7 million was received during the year ended December 31, 2012. | ||||||||||||||||||||||||||||||||
Schedule of Amount Contractually Due and Forgiven in Connection With Operation Related Services | The following table details the fees and costs incurred, amounts forgiven by the Advisor and its affiliates and amounts contractually due in connection with the operations related services described above as of and for the periods presented: | ||||||||||||||||||||||||||||||||
Year Ended December 31, | Payable as of | ||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | December 31, | December 31, | |||||||||||||||||||||||||||||
(In thousands) | Incurred | Forgiven | Incurred | Forgiven | Incurred | Forgiven | 2014 | 2013 | |||||||||||||||||||||||||
Acquisition fees and reimbursements: | |||||||||||||||||||||||||||||||||
Acquisition fees and related cost reimbursements(1) | $ | 3,350 | $ | — | $ | 15,836 | $ | — | $ | 3,607 | $ | — | $ | — | $ | — | |||||||||||||||||
Financing coordination fees | 2,363 | — | 6,584 | — | 1,166 | — | — | — | |||||||||||||||||||||||||
Ongoing fees: | |||||||||||||||||||||||||||||||||
Asset management fees (2) | 8,397 | — | — | — | — | 540 | 15 | — | |||||||||||||||||||||||||
Transfer agent and other professional fees | 1,971 | — | — | — | — | — | 560 | — | |||||||||||||||||||||||||
Property management, oversight and leasing fees | — | 1,731 | — | 840 | — | 494 | — | — | |||||||||||||||||||||||||
Strategic advisory fees | — | — | 920 | — | — | — | — | — | |||||||||||||||||||||||||
Dividends on Class B units | 107 | — | 139 | — | — | — | — | — | |||||||||||||||||||||||||
Total related party operational fees and reimbursements | $ | 16,188 | $ | 1,731 | $ | 23,479 | $ | 840 | $ | 4,773 | $ | 1,034 | $ | 575 | $ | — | |||||||||||||||||
___________________________________________ | |||||||||||||||||||||||||||||||||
-1 | In June 2013, the Advisor elected to reimburse the Company $2.5 million for insourced acquisition expenses and legal reimbursements incurred. | ||||||||||||||||||||||||||||||||
-2 | Prior to the Listing, the Company caused the OP to issue to the Advisor 1,188,667 restricted performance based Class B units for asset management services, which vested as of the Listing, resulting in the recognition of $11.5 million of expense. | ||||||||||||||||||||||||||||||||
Schedule of General and Administrative Expenses Absorbed by The Advisor | The following table details property operating and general and administrative expenses absorbed by the Advisor during the years ended December 31, 2014, 2013 and 2012. These costs are presented net in the accompanying consolidated statements of operations and comprehensive income (loss). | ||||||||||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||||||||||
(In thousands) | 2014 | 2013 | 2012 | ||||||||||||||||||||||||||||||
Property operating expenses absorbed | $ | 623 | $ | — | $ | 270 | |||||||||||||||||||||||||||
General and administrative expenses absorbed | 1,418 | 1,450 | 695 | ||||||||||||||||||||||||||||||
Total expenses absorbed | $ | 2,041 | $ | 1,450 | $ | 965 | |||||||||||||||||||||||||||
ShareBased_Compensation_Tables
Share-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | The following table displays restricted share award activity during the years ended December 31, 2014, 2013 and 2012: | ||||||||||||||||
Number of Restricted Shares | Weighted-Average Issue Price | ||||||||||||||||
Unvested, December 31, 2011 | 13,800 | $ | 10 | ||||||||||||||
Granted | 9,000 | 9 | |||||||||||||||
Vested | (3,000 | ) | 10 | ||||||||||||||
Forfeited | — | — | |||||||||||||||
Unvested, December 31, 2012 | 19,800 | 9.55 | |||||||||||||||
Granted | 9,000 | 9 | |||||||||||||||
Vested | (4,800 | ) | 9.63 | ||||||||||||||
Forfeited | — | — | |||||||||||||||
Unvested, December 31, 2013 | 24,000 | 9.33 | |||||||||||||||
Granted | 218,845 | 10.74 | |||||||||||||||
Vested | (150,231 | ) | 10.52 | ||||||||||||||
Forfeited | (3,115 | ) | 10.7 | ||||||||||||||
Unvested, December 31, 2014 | 89,499 | $ | 10.73 | ||||||||||||||
Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Performance-Based Units, Performance Schedule | The Advisor will be eligible to earn a number of LTIP Units with a value equal to a portion of the OPP Cap upon the first, second and third anniversaries of the Effective Date based on the Company’s achievement of certain levels of total return to its stockholders (“Total Return”), including both share price appreciation and common stock dividends, as measured against a peer group of companies, as set forth below, for the three-year performance period commencing on the Effective Date (the “Three-year Period”); each 12-month period during the Three-Year Period (the “One-Year Periods”); and the initial 24-month period of the Three-Year Period (the “Two-Year Period”), as follows: | ||||||||||||||||
Performance Period | Annual Period | Interim Period | |||||||||||||||
Absolute Component: 4% of any excess Total Return attained above an absolute hurdle measured from the beginning of such period: | 21% | 7% | 14% | ||||||||||||||
Relative Component: 4% of any excess Total Return attained above the Total Return for the performance period of the Peer Group*, subject to a ratable sliding scale factor as follows based on achievement of cumulative Total Return measured from the beginning of such period: | |||||||||||||||||
• | 100% will be earned if cumulative Total Return achieved is at least: | 18% | 6% | 12% | |||||||||||||
• | 50% will be earned if cumulative Total Return achieved is: | —% | —% | —% | |||||||||||||
• | 0% will be earned if cumulative Total Return achieved is less than: | —% | —% | —% | |||||||||||||
• | a percentage from 50% to 100% calculated by linear interpolation will be earned if the cumulative Total Return achieved is between: | 0% - 18% | 0% - 6% | 0% - 12% | |||||||||||||
______________________ | |||||||||||||||||
*The “Peer Group” is comprised of the companies in the SNL US REIT Office Index. | |||||||||||||||||
Schedule of Fair Value, Liabilities Measured on Recurring Basis | The following table presents information about the Company's assets and liabilities (including derivatives that are presented net) measured at fair value on a recurring basis as of December 31, 2014 and December 31, 2013, aggregated by the level in the fair value hierarchy within which those instruments fall: | ||||||||||||||||
(In thousands) | Quoted Prices in Active Markets | Significant Other Observable Inputs | Significant Unobservable Inputs | Total | |||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||||||
December 31, 2014 | |||||||||||||||||
Interest rate swaps, net | $ | — | $ | (1,071 | ) | $ | — | $ | (1,071 | ) | |||||||
Investment securities | $ | 4,659 | $ | — | $ | — | $ | 4,659 | |||||||||
December 31, 2013 | |||||||||||||||||
Interest rate swaps, net | $ | — | $ | (385 | ) | $ | — | $ | (385 | ) | |||||||
Investment securities | $ | 1,048 | $ | — | $ | — | $ | 1,048 | |||||||||
The following table presents information about the Company's OPP, which is measured at fair value on a recurring basis as of December 31, 2014, aggregated by the level in the fair value hierarchy within which the instrument falls: | |||||||||||||||||
(In thousands) | Quoted Prices in Active Markets | Significant Other Observable Inputs | Significant Unobservable Inputs | Total | |||||||||||||
Level 1 | Level 2 | Level 3 | |||||||||||||||
December 31, 2014 | |||||||||||||||||
OPP | $ | — | $ | — | $ | 29,100 | $ | 29,100 | |||||||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following is a reconciliation of the beginning and ending balance for the changes in instruments with Level 3 inputs in the fair value hierarchy for the year ended December 31, 2014: | ||||||||||||||||
(In thousands) | OPP | ||||||||||||||||
Beginning balance as of December 31, 2013 | $ | — | |||||||||||||||
Fair value at issuance | 31,500 | ||||||||||||||||
Fair value adjustment | (2,400 | ) | |||||||||||||||
Ending balance as of December 31, 2014 | $ | 29,100 | |||||||||||||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques | The following table provides quantitative information about significant Level 3 input used: | ||||||||||||||||
Financial Instrument | Fair Value at December 31, 2014 | Principal Valuation Technique | Unobservable Inputs | Input Value | |||||||||||||
(In thousands) | |||||||||||||||||
OPP | $ | 29,100 | Monte Carlo Simulation | Expected volatility | 27.00% | ||||||||||||
Schedule of Other Share-based Compensation, Activity | The following table reflects the shares of common stock issued to directors in lieu of cash compensation: | ||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Shares issued in lieu of cash | — | 19,728 | 15,667 | ||||||||||||||
Value of shares issued in lieu of cash (in thousands) | $ | — | $ | 177 | $ | 141 | |||||||||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Income (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Equity [Abstract] | |||||||||||||
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table illustrates the changes in accumulated other comprehensive income (loss) as of and for the periods indicated: | ||||||||||||
Unrealized gains | Change in | Total accumulated | |||||||||||
(losses) on available- | unrealized gain | other comprehensive | |||||||||||
(in thousands) | for-sale securities | (loss) on derivatives | income (loss) | ||||||||||
Balance, December 31, 2011 | $ | — | $ | (201 | ) | $ | (201 | ) | |||||
Other comprehensive loss, before reclassifications | — | (1,722 | ) | (1,722 | ) | ||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | — | 230 | 230 | ||||||||||
Net current-period other comprehensive income (loss) | — | (1,492 | ) | (1,492 | ) | ||||||||
Balance, December 31, 2012 | — | (1,693 | ) | (1,693 | ) | ||||||||
Other comprehensive loss, before reclassifications | (240 | ) | (16 | ) | (256 | ) | |||||||
Amounts reclassified from accumulated other comprehensive income (loss) | — | 1,336 | 1,336 | ||||||||||
Net current-period other comprehensive income (loss) | (240 | ) | 1,320 | 1,080 | |||||||||
Balance, December 31, 2013 | (240 | ) | (373 | ) | (613 | ) | |||||||
Other comprehensive income (loss), before reclassifications | 484 | (2,847 | ) | (2,363 | ) | ||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | — | 2,160 | 2,160 | ||||||||||
Net current-period other comprehensive income (loss) | 484 | (687 | ) | (203 | ) | ||||||||
Balance, December 31, 2014 | $ | 244 | $ | (1,060 | ) | $ | (816 | ) | |||||
Net_Loss_Per_Share_Tables
Net Loss Per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Schedule of Earnings Per Share, Basic and Diluted | The following is a summary of the basic and diluted net loss per share computations for the periods presented: | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net loss attributable to stockholders (in thousands) | $ | (93,028 | ) | $ | (19,279 | ) | $ | (6,339 | ) | ||||
Weighted average shares outstanding, basic and diluted | 166,959,316 | 73,074,872 | 12,187,623 | ||||||||||
Net loss per share attributable to stockholders, basic and diluted | $ | (0.56 | ) | $ | (0.26 | ) | $ | (0.52 | ) | ||||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The Company had the following common share equivalents for the periods presented, which were excluded from the calculation of diluted loss per share attributable to stockholders as the effect would have been antidilutive: | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Unvested restricted stock | 89,499 | 24,000 | 19,800 | ||||||||||
OP units | 4,270,841 | 200 | 200 | ||||||||||
Class B units | — | 454,739 | 43,968 | ||||||||||
LTIP units | 8,880,579 | — | — | ||||||||||
Total anti-dilutive common share equivalents | 13,240,919 | 478,939 | 63,968 | ||||||||||
Quarterly_Results_Unaudited_Ta
Quarterly Results (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
Schedule of Quarterly Financial Information | Presented below is a summary of the unaudited quarterly financial information for the years ended December 31, 2014, 2013 and 2012: | ||||||||||||||||
Quarters Ended | |||||||||||||||||
(In thousands, except share and per share data) | March 31, 2014 | June 30, 2014 | September 30, 2014 | December 31, 2014 | |||||||||||||
Total revenues | $ | 33,592 | $ | 35,949 | $ | 40,514 | $ | 45,512 | |||||||||
Basic net income (loss) attributable to stockholders | $ | (8,156 | ) | $ | (67,237 | ) | $ | 9,695 | $ | (27,330 | ) | ||||||
Adjustments to net income (loss) attributable to stockholders for common share equivalents | — | — | (1,305 | ) | — | ||||||||||||
Diluted net income (loss) attributable to stockholders | $ | (8,156 | ) | $ | (67,237 | ) | $ | 8,390 | $ | (27,330 | ) | ||||||
Basic weighted average shares outstanding | 175,068,005 | 168,972,601 | 161,975,420 | 162,019,399 | |||||||||||||
Basic net income (loss) per share attributable to stockholders | $ | (0.05 | ) | $ | (0.40 | ) | $ | 0.06 | $ | (0.17 | ) | ||||||
Diluted weighted average shares outstanding | 175,068,005 | 168,972,601 | 162,181,209 | 162,019,399 | |||||||||||||
Diluted net income (loss) per share attributable to stockholders | $ | (0.05 | ) | $ | (0.40 | ) | $ | 0.05 | $ | (0.17 | ) | ||||||
Quarters Ended | |||||||||||||||||
(In thousands, except share and per share data) | March 31, 2013 | June 30, 2013 | September 30, 2013 | December 31, 2013 | |||||||||||||
Total revenues | $ | 8,327 | $ | 10,905 | $ | 15,728 | $ | 20,927 | |||||||||
Basic net income (loss) attributable to stockholders | $ | (2,794 | ) | $ | 2,019 | $ | (5,373 | ) | $ | (13,131 | ) | ||||||
Adjustments to net income (loss) attributable to stockholders for common share equivalents | — | (223 | ) | — | — | ||||||||||||
Diluted net income (loss) attributable to stockholders | $ | (2,794 | ) | $ | 1,796 | $ | (5,373 | ) | $ | (13,131 | ) | ||||||
Basic weighted average shares outstanding | 23,217,358 | 41,982,278 | 83,841,078 | 141,836,952 | |||||||||||||
Basic net income (loss) per share attributable to stockholders | $ | (0.12 | ) | $ | 0.05 | $ | (0.06 | ) | $ | (0.09 | ) | ||||||
Diluted weighted average shares outstanding | 23,217,358 | 42,001,432 | 83,841,078 | 141,836,952 | |||||||||||||
Diluted net income (loss) per share attributable to stockholders | $ | (0.12 | ) | $ | 0.04 | $ | (0.06 | ) | $ | (0.09 | ) | ||||||
Quarters Ended | |||||||||||||||||
(In thousands, except share and per share data) | March 31, 2012 | June 30, 2012 | September 30, 2012 | December 31, 2012 | |||||||||||||
Total revenues | $ | 2,725 | $ | 3,632 | $ | 4,120 | $ | 4,945 | |||||||||
Net loss attributable to stockholders | $ | (619 | ) | $ | (1,148 | ) | $ | (1,270 | ) | $ | (3,302 | ) | |||||
Weighted average shares outstanding | 7,490,591 | 10,497,092 | 13,508,525 | 17,184,855 | |||||||||||||
Basic and diluted net loss per share attributable to stockholders | $ | (0.08 | ) | $ | (0.11 | ) | $ | (0.09 | ) | $ | (0.19 | ) |
Organization_Details
Organization (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 12-May-14 | Apr. 15, 2014 | Sep. 30, 2010 |
property | ||||||
Class of Stock [Line Items] | ||||||
Repurchases of common stock | $154,269 | $1,763 | $424 | |||
Number of real estate properties | 24 | |||||
Common stock | ||||||
Class of Stock [Line Items] | ||||||
Shares available for issuance in IPO (in shares) | 150,000,000 | |||||
Shares issued or available for issuance under initial public offering, price per share | $10 | |||||
Tender Offer | ||||||
Class of Stock [Line Items] | ||||||
Number of shares authorized to be repurchased (in shares) | 23,255,814 | |||||
Average price per share (in dollars per share) | $10.75 | $10.75 | ||||
Repurchases of common stock | $152,300 | |||||
Shares retired (in shares) | 14,200,000 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
segment | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Amortization of intangibles | $21,450,000 | $8,346,000 | $1,729,000 | |
Accretion of below- and amortization of above-market lease liabilities and assets, net | 9,300,000 | 2,600,000 | 400,000 | |
Impairment of long-lived assets held-for-use | 0 | 0 | 0 | |
Money market funds | 300,000 | 300,000 | ||
Cash and cash equivalents | 22,512,000 | 233,377,000 | 5,354,000 | 10,222,000 |
Cash in excess of FDIC limit | 18,900,000 | 228,800,000 | ||
Other-than-temporary impairment charges, investment securities | 0 | 0 | 0 | |
Annual authorized amount as a percentage of weighted average shares outstanding at the end of prior year | 5.00% | |||
Quarterly authorized amount as a percentage of weighted average shares outstanding at the end of prior year | 1.25% | |||
Valuation allowance | 1,700,000 | 200,000 | ||
Deferred tax asset | 1,700,000 | 200,000 | ||
Number of reportable segments | 1 | |||
Estimated tax rate | 42.00% | |||
State and Local Jurisdiction | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Operating loss carryforwards | 3,700,000 | |||
Domestic Tax Authority | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Operating loss carryforwards | 3,700,000 | |||
Minimum | One Year | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Repurchase Price (in dollars in per share) | $9.25 | |||
Minimum | Two Years | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Repurchase Price (in dollars in per share) | $9.50 | |||
Minimum | Three Years | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Repurchase Price (in dollars in per share) | $9.75 | |||
Minimum | Four Years | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Repurchase Price (in dollars in per share) | $10 | |||
Maximum | One Year | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Repurchase Price as a percentage of capital paid | 92.50% | |||
Maximum | Two Years | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Repurchase Price as a percentage of capital paid | 95.00% | |||
Maximum | Three Years | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Repurchase Price as a percentage of capital paid | 97.50% | |||
Maximum | Four Years | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Repurchase Price as a percentage of capital paid | 100.00% | |||
Depreciation and Amortization | In-Place Leases and Other Intangibles | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Amortization of intangibles | 21,500,000 | 8,300,000 | 1,700,000 | |
Property Operating Expense | Above Market Ground Lease | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Amortization of intangibles | $400,000 | $100,000 | $0 | |
Building | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Fixtures useful life | 40 years 0 months 0 days | |||
Land Improvements | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Fixtures useful life | 15 years 0 months 0 days | |||
Furniture and Fixtures | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Fixtures useful life | 5 years 0 months 0 days |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Intangible Assets and Acquired Lease Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets | $158,383 | $127,846 |
Accumulated amortization | 31,162 | 9,468 |
Finite-Lived Intangible Assets, Net | 127,221 | 118,378 |
Below market lease | 81,708 | 59,544 |
Below market lease, accumulated amortization | 14,953 | 4,429 |
Below market lease, net | 66,755 | 55,115 |
Intangible liabilities | 99,676 | 77,512 |
Intangible liabilities, accumulated amortization | 15,456 | 4,483 |
Intangible liabilities, net | 84,220 | 73,029 |
In-place leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets | 131,518 | 108,229 |
Accumulated amortization | 27,450 | 8,344 |
Finite-Lived Intangible Assets, Net | 104,068 | 99,885 |
Other intangible | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets | 3,804 | |
Accumulated amortization | 107 | |
Finite-Lived Intangible Assets, Net | 3,697 | |
Above-market lease assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets | 23,061 | 19,617 |
Accumulated amortization | 3,605 | 1,124 |
Finite-Lived Intangible Assets, Net | 19,456 | 18,493 |
Above-market ground lease liability | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible liabilities | 17,968 | 17,968 |
Intangible liabilities, accumulated amortization | 503 | 54 |
Intangible liabilities, net | $17,465 | $17,914 |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies - Schedule of Intangible Assets (Details) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Above-market ground lease liability | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Weighted- Average Amortization Period | 36 years 7 months 20 days |
Amortization expense (income) 2015 | ($449) |
Amortization expense (income) 2016 | -449 |
Amortization expense (income) 2017 | -449 |
Amortization expense (income) 2018 | -449 |
Amortization expense (income) 2019 | -449 |
Amortization Expense | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortization expense (income) 2015 | 18,635 |
Amortization expense (income) 2016 | 11,409 |
Amortization expense (income) 2017 | 10,340 |
Amortization expense (income) 2018 | 9,388 |
Amortization expense (income) 2019 | 9,004 |
Amortization Expense | In-place leases | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Weighted- Average Amortization Period | 9 years |
Amortization expense (income) 2015 | 18,314 |
Amortization expense (income) 2016 | 11,088 |
Amortization expense (income) 2017 | 10,019 |
Amortization expense (income) 2018 | 9,067 |
Amortization expense (income) 2019 | 8,683 |
Amortization Expense | Real estate tax abatement | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Weighted- Average Amortization Period | 11 years 6 months |
Amortization expense (income) 2015 | 321 |
Amortization expense (income) 2016 | 321 |
Amortization expense (income) 2017 | 321 |
Amortization expense (income) 2018 | 321 |
Amortization expense (income) 2019 | 321 |
Rental Income | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortization expense (income) 2015 | 7,053 |
Amortization expense (income) 2016 | 6,138 |
Amortization expense (income) 2017 | 5,360 |
Amortization expense (income) 2018 | 4,575 |
Amortization expense (income) 2019 | 4,191 |
Below market lease amortization income 2015 | 9,824 |
Below market lease amortization income 2016 | 7,566 |
Below market lease amortization income 2017 | 6,780 |
Below market lease amortization income 2018 | 5,995 |
Below market lease amortization income 2019 | 5,611 |
Rental Income | Above-market lease assets | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Weighted- Average Amortization Period | 12 years 6 months |
Amortization expense (income) 2015 | 2,771 |
Amortization expense (income) 2016 | 1,428 |
Amortization expense (income) 2017 | 1,420 |
Amortization expense (income) 2018 | 1,420 |
Amortization expense (income) 2019 | $1,420 |
Rental Income | Below Market Lease | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Weighted- Average Amortization Period | 9 years 7 months 6 days |
Real_Estate_Investments_Narrat
Real Estate Investments (Narrative) (Details) (USD $) | 0 Months Ended | 12 Months Ended | |||
Aug. 22, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 22, 2014 | |
building | |||||
Business Acquisition [Line Items] | |||||
Number of contiguous institutional-quality office buildings | 2 | 2 | |||
Acquisition and transaction related | $4,400,000 | $16,083,000 | $17,417,000 | $6,066,000 | |
245-249 West 17th Street | |||||
Business Acquisition [Line Items] | |||||
Purchase price | 310,800,000 | ||||
Acquisition and Transaction Related Line Items | 245-249 West 17th Street | |||||
Business Acquisition [Line Items] | |||||
Acquisition and transaction related | $4,400,000 |
Real_Estate_Investments_Assets
Real Estate Investments (Assets and Liabilities Assumed) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
property | property | property | |
Real estate investments, at cost: | |||
Land | $68,251 | $333,166 | $74,209 |
Buildings, fixtures and improvements | 233,607 | 749,127 | 131,958 |
Total tangible assets | 301,858 | 1,082,293 | 206,167 |
Acquired intangibles: | |||
Below-market lease liabilities | -23,705 | -70,589 | -5,150 |
Total acquired intangibles | 8,975 | 21,176 | 22,911 |
Total assets acquired, net | 310,833 | 1,103,469 | 229,078 |
Investment in unconsolidated joint venture | 273 | 236,965 | 0 |
Preferred equity investment | 5,100 | 30,000 | 0 |
Mortgage notes payable used to acquire investments in real estate | 0 | -60,000 | -79,188 |
Other assets acquired (liabilities assumed) | 0 | -12,206 | -4,760 |
Non-controlling interest retained by seller | 0 | 0 | -380 |
Cash paid for acquired real estate investments and other assets | 316,206 | 1,298,228 | 144,750 |
Number of properties and other investments purchased | 1 | 7 | 7 |
In-place leases | |||
Acquired intangibles: | |||
In-place leases | 25,169 | 81,376 | 18,867 |
Above-market lease assets | |||
Acquired intangibles: | |||
In-place leases | 3,707 | 10,389 | 9,194 |
Other intangible | |||
Acquired intangibles: | |||
In-place leases | $3,804 | $0 | $0 |
Real_Estate_Investments_Profor
Real Estate Investments (Proforma Revenue and Losses, Disclosure) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||||||||||||||
Pro forma revenues | $171,189 | [1] | $80,359 | [1] | |||||||||||||
Pro forma net income (loss) attributable to stockholders | -57,525 | -9,174 | |||||||||||||||
Total revenues | 45,512 | 40,514 | 35,949 | 33,592 | 20,927 | 15,728 | 10,905 | 8,327 | 4,945 | 4,120 | 3,632 | 2,725 | 155,567 | 55,887 | 15,422 | ||
Basic net income (loss) attributable to stockholders | -27,330 | 9,695 | -67,237 | -8,156 | -13,131 | -5,373 | 2,019 | -2,794 | -3,302 | -1,270 | -1,148 | -619 | -93,028 | -19,279 | -6,339 | ||
2014 Acquisitions | |||||||||||||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||||||||||||||
Total revenues | 8,800 | ||||||||||||||||
Basic net income (loss) attributable to stockholders | $4,600 | ||||||||||||||||
[1] | For the year ended DecemberB 31, 2014, aggregate revenues and net income derived from the Company's acquisition (for the Company's period of ownership) were $8.8 million and $4.6 million, respectively. |
Real_Estate_Investments_Schedu
Real Estate Investments (Schedule of Future Minimum Rental Payments for Operating Lease) (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Real Estate [Abstract] | |
2015 | $107,195 |
2016 | 96,230 |
2017 | 93,784 |
2018 | 91,832 |
2019 | 90,551 |
Thereafter | 591,315 |
Total | $1,070,907 |
Real_Estate_Investments_Schedu1
Real Estate Investments (Schedule of Annualized Rental Income by Major Tenant) (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Worldwide Plaza | Cravath, Swaine & Moore, LLP | |||
Revenue, Major Customer [Line Items] | |||
Major tenant rental income, as a percentage of total annualized rental income | 16.00% | 18.00% | |
Worldwide Plaza | Nomura Holdings America, Inc. | |||
Revenue, Major Customer [Line Items] | |||
Major tenant rental income, as a percentage of total annualized rental income | 11.00% | 12.00% | |
229 West 36th Street | American Language Communication Center, Inc. | |||
Revenue, Major Customer [Line Items] | |||
Major tenant rental income, as a percentage of total annualized rental income | 14.00% |
Investment_in_Unconsolidated_J2
Investment in Unconsolidated Joint Venture (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Oct. 30, 2013 | |
Schedule of Equity Method Investments [Line Items] | ||||
Notes payable | $427,900,000 | |||
Investments in unconsolidated joint venture | 225,501,000 | 234,774,000 | ||
Loss from unconsolidated joint venture | -1,499,000 | -95,000 | 0 | |
Worldwide Plaza | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Ownership percentage | 48.90% | |||
Aggregate cost | 220,100,000 | |||
Agreed upon value | 1,325,000,000 | |||
Notes payable | 875,000,000 | 875,000,000 | 875,000,000 | |
Interest rate | 4.60% | |||
Purchase option term | 38 months | |||
Purchase obligation | 1,400,000,000 | |||
Fee for non-exercise of purchase option | 25,000,000 | |||
Difference between carrying amount and underlying equity | 260,600,000 | |||
Proceeds from investment | 15,617,000 | 2,653,000 | ||
Amortization of difference in basis | $12,221,000 | $2,161,000 |
Investment_in_Unconsolidated_J3
Investment in Unconsolidated Joint Venture - Condensed Balance Sheet (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Oct. 30, 2013 |
In Thousands, unless otherwise specified | |||
Schedule of Equity Method Investments [Line Items] | |||
Real estate assets, at cost | $1,888,366 | $1,542,805 | |
Less accumulated depreciation and amortization | -124,178 | -41,183 | |
Total real estate investments, net | 1,764,188 | 1,501,622 | |
Total assets | 2,120,835 | 2,048,305 | |
Debt | 427,900 | ||
Total liabilities | 925,158 | 599,046 | |
Deficit | -255,478 | -86,008 | |
Total liabilities and equity | 2,120,835 | 2,048,305 | |
Investments in unconsolidated joint venture | 225,501 | 234,774 | |
Worldwide Plaza | |||
Schedule of Equity Method Investments [Line Items] | |||
Real estate assets, at cost | 704,143 | 696,342 | |
Less accumulated depreciation and amortization | -97,181 | -77,919 | |
Total real estate investments, net | 606,962 | 618,423 | |
Other assets | 255,784 | 248,048 | |
Total assets | 862,746 | 866,471 | |
Debt | 875,000 | 875,000 | 875,000 |
Other liabilities | 12,442 | 9,923 | |
Total liabilities | 887,442 | 884,923 | |
Deficit | -24,696 | -18,452 | |
Total liabilities and equity | $862,746 | $866,471 |
Investment_in_Unconsolidated_J4
Investment in Unconsolidated Joint Venture - Condensed Income Statement (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Rental income | $117,221 | $49,532 | $14,519 | ||||||||||||
Other revenue | 15,604 | 4,101 | 903 | ||||||||||||
Total revenues | 45,512 | 40,514 | 35,949 | 33,592 | 20,927 | 15,728 | 10,905 | 8,327 | 4,945 | 4,120 | 3,632 | 2,725 | 155,567 | 55,887 | 15,422 |
Property operating | 37,209 | 12,546 | 2,398 | ||||||||||||
Depreciation and amortization | 84,799 | 31,751 | 8,097 | ||||||||||||
Total operating expenses | 227,540 | 65,105 | 16,787 | ||||||||||||
Operating income | -71,973 | -9,218 | -1,365 | ||||||||||||
Interest expense | -23,720 | -10,673 | -4,994 | ||||||||||||
Net loss | -94,285 | -19,311 | -6,372 | ||||||||||||
Net loss attributable to stockholders | -27,330 | 9,695 | -67,237 | -8,156 | -13,131 | -5,373 | 2,019 | -2,794 | -3,302 | -1,270 | -1,148 | -619 | -93,028 | -19,279 | -6,339 |
Loss from unconsolidated joint venture | -1,499 | -95 | 0 | ||||||||||||
Worldwide Plaza | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Rental income | 113,498 | 18,736 | |||||||||||||
Other revenue | 4,932 | 837 | |||||||||||||
Total revenues | 118,430 | 19,573 | |||||||||||||
Property operating | 45,911 | 7,288 | |||||||||||||
Depreciation and amortization | 26,835 | 4,025 | |||||||||||||
Total operating expenses | 72,746 | 11,313 | |||||||||||||
Operating income | 45,684 | 8,260 | |||||||||||||
Interest expense | -40,077 | -6,808 | |||||||||||||
Net loss | 5,607 | 1,452 | |||||||||||||
Company's preferred distribution | -15,617 | -2,653 | |||||||||||||
Net loss attributable to stockholders | -10,010 | -1,201 | |||||||||||||
Company's preferred distribution | -15,617 | -2,653 | |||||||||||||
Company's share of net loss from Worldwide Plaza | -4,895 | -587 | |||||||||||||
Amortization of difference in basis | $12,221 | $2,161 |
Preferred_Equity_Investment_De
Preferred Equity Investment (Details) (USD $) | Dec. 31, 2014 |
Equity [Abstract] | |
Current pay rate | 6.00% |
Current accrual rate | 2.00% |
Accrual rate year 2 | 2.25% |
Accrual rate year 3 | 2.75% |
Accrual rate year 5 | 3.25% |
Maximum investment | $40,000,000 |
Investment_Securities_Unrealiz
Investment Securities (Unrealized Gains and Losses) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Schedule of Available-for-sale Securities [Line Items] | ||
Cost | 4,415 | |
Gross Unrealized Gains | 256 | |
Gross Unrealized Losses | -12 | |
Fair Value | 4,659 | 1,048 |
Preferred stock | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Period from issuance when investments become redeemable | 5 years | |
Redeemable Preferred Stock | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost | 1,288 | 1,288 |
Gross Unrealized Gains | 21 | 0 |
Gross Unrealized Losses | -12 | -240 |
Fair Value | 1,297 | 1,048 |
Equity Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost | 3,127 | |
Gross Unrealized Gains | 235 | |
Gross Unrealized Losses | 0 | |
Fair Value | 3,362 |
Investment_Securities_Continuo
Investment Securities (Continuous Loss Position) (Details) (Redeemable Preferred Stock, USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | security | security |
Redeemable Preferred Stock | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 Months, Fair Value | $0 | $1,048 |
Less than 12 Months,, Unrealized Losses | 0 | -240 |
More than 12 months, Fair Value | 711 | 0 |
More than 12 months, Unrealized Losses | -12 | 0 |
Total, Fair Value | 711 | 1,048 |
Total, Unrealized Losses | ($12) | ($240) |
Number of securities, Less than 12 months | 0 | 4,000 |
Number of securities, More than 12 months | 2,000 | 0 |
Number of securities, Total | 2,000 | 4,000 |
Credit_Facility_Details
Credit Facility (Details) (USD $) | 12 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Mar. 30, 2012 | Aug. 20, 2013 | Dec. 23, 2013 | Apr. 14, 2014 | |
Line of Credit Facility [Line Items] | ||||||
Credit facility | 635,000,000 | $305,000,000 | ||||
Line of Credit | ||||||
Line of Credit Facility [Line Items] | ||||||
Credit facility | 330,000,000 | 305,000,000 | ||||
Credit facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum capacity on credit facility | 40,000,000 | |||||
Credit facility | 305,000,000 | 0 | ||||
Effective interest rate | 2.08% | 2.19% | ||||
Remaining borrowing capacity | 6,000,000 | |||||
Credit facility | LIBOR | ||||||
Line of Credit Facility [Line Items] | ||||||
Unused capacity commitment fee percentage threshold | 50.00% | |||||
Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum capacity on credit facility | 220,000,000 | |||||
Credit Facility | Maximum | ||||||
Line of Credit Facility [Line Items] | ||||||
Accordion feature of credit facility | 325,000,000 | |||||
Below Threshold | Credit facility | LIBOR | ||||||
Line of Credit Facility [Line Items] | ||||||
Unused capacity fee percentage | 0.15% | |||||
Above Threshold | Credit facility | LIBOR | ||||||
Line of Credit Facility [Line Items] | ||||||
Unused capacity fee percentage | 0.25% | |||||
Line of Credit Facility, Interest Rate, Option One | Credit facility | Maximum | LIBOR | ||||||
Line of Credit Facility [Line Items] | ||||||
Spread on variable rate basis | 2.25% | |||||
Line of Credit Facility, Interest Rate, Option One | Credit facility | Minimum | LIBOR | ||||||
Line of Credit Facility [Line Items] | ||||||
Spread on variable rate basis | 1.50% | |||||
Line of Credit Facility, Interest Rate, Option Two | Credit facility | Maximum | Base Rate | ||||||
Line of Credit Facility [Line Items] | ||||||
Spread on variable rate basis | 1.25% | |||||
Line of Credit Facility, Interest Rate, Option Two | Credit facility | Minimum | Base Rate | ||||||
Line of Credit Facility [Line Items] | ||||||
Spread on variable rate basis | 0.50% | |||||
Line of Credit Facility, Base Rate, Option Two | Credit facility | Federal Funds Effective Rate | ||||||
Line of Credit Facility [Line Items] | ||||||
Spread on variable rate basis | 0.50% | |||||
Line of Credit Facility, Base Rate, Option Three | Credit facility | One-Month LIBOR | ||||||
Line of Credit Facility [Line Items] | ||||||
Spread on variable rate basis | 1.00% | |||||
Term Loan | Credit facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum capacity on credit facility | 110,000,000 | 340,000,000 | ||||
Credit facility | Credit facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum capacity on credit facility | 110,000,000 | 50,000,000 | ||||
Operating Partnership Unit | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum capacity on credit facility | 705,000,000 | |||||
Additional borrowing capacity under certain circumstances | 1,000,000,000 | |||||
Operating Partnership Unit | Line of Credit | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum capacity on credit facility | 400,000,000 | |||||
Operating Partnership Unit | Credit facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum capacity on credit facility | 305,000,000 | |||||
Interest Expense | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt issuance cost | 3,600,000 |
Mortgage_Notes_Payable_Narrati
Mortgage Notes Payable (Narrative) (Details) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Debt Disclosure [Abstract] | |
Real estate investments at cost related to mortgages | $317 |
Mortgage_Notes_Payable_Schedul
Mortgage Notes Payable (Schedule of Mortgage Notes Payable) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | |
In Thousands, unless otherwise specified | |||
Debt Instrument [Line Items] | |||
Outstanding Loan Amount | $172,242 | $172,716 | |
Mortgages | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | 14 | ||
Outstanding Loan Amount | 172,242 | 172,716 | |
Effective Interest Rate | 3.60% | [1] | |
Mortgages | Design Center | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | 1 | ||
Outstanding Loan Amount | 20,198 | 20,582 | |
Effective Interest Rate | 4.40% | ||
Mortgages | Bleecker Street | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | 3 | ||
Outstanding Loan Amount | 21,300 | 21,300 | |
Effective Interest Rate | 4.30% | ||
Mortgages | Foot Locker | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | 1 | ||
Outstanding Loan Amount | 3,250 | 3,250 | |
Effective Interest Rate | 4.60% | ||
Mortgages | Regal Parking Garage | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | 1 | ||
Outstanding Loan Amount | 3,000 | 3,000 | |
Effective Interest Rate | 4.50% | ||
Mortgages | Duane Reade | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | 1 | ||
Outstanding Loan Amount | 8,400 | 8,400 | |
Effective Interest Rate | 3.60% | ||
Mortgages | Washington Street Portfolio | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | 1 | ||
Outstanding Loan Amount | 4,741 | 4,831 | |
Effective Interest Rate | 4.40% | ||
Mortgages | One Jackson Square | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | 1 | ||
Outstanding Loan Amount | 13,000 | 13,000 | |
Effective Interest Rate | 3.40% | [2] | |
Mortgages | 350 West 42nd Street | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | 1 | ||
Outstanding Loan Amount | 11,365 | 11,365 | |
Effective Interest Rate | 3.40% | ||
Mortgages | 1100 Kings Highway | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | 1 | ||
Outstanding Loan Amount | 20,200 | 20,200 | |
Effective Interest Rate | 3.40% | [2] | |
Mortgages | 1623 Kings Highway | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | 1 | ||
Outstanding Loan Amount | 7,288 | 7,288 | |
Effective Interest Rate | 3.30% | [2] | |
Mortgages | 256 West 38th Street | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | 1 | ||
Outstanding Loan Amount | 24,500 | 24,500 | |
Effective Interest Rate | 3.10% | [2] | |
Mortgages | 229 West 36th Street | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | 1 | ||
Outstanding Loan Amount | $35,000 | $35,000 | |
Effective Interest Rate | 2.90% | [2] | |
[1] | Calculated on a weighted average basis for all mortgages outstanding as of DecemberB 31, 2014. | ||
[2] | ixed through an interest rate swap agreement. |
Mortgage_Notes_Payable_Schedul1
Mortgage Notes Payable (Schedule Of Aggregate Future Principal Payments On Mortgage Notes Payable) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Total | $172,242 | $172,716 |
Mortgages | ||
Debt Instrument [Line Items] | ||
2015 | 21,794 | |
2016 | 28,167 | |
2017 | 102,730 | |
2018 | 4,573 | |
2019 | 4,777 | |
Thereafter | 10,201 | |
Total | $172,242 | $172,716 |
Subordinated_Listing_Distribut1
Subordinated Listing Distribution Derivative (Details) (USD $) | 12 Months Ended | 0 Months Ended | |
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Nov. 21, 2014 | Apr. 15, 2014 |
Listing Distribution Derivative [Line Items] | |||
Listing note, fair value | 33.5 | ||
Excess of Adjusted Market Value of Real Estate Assets Plus Distributions Over Aggregate Contributed Investor Capital | New York Recovery Advisors, LLC | Advisor | |||
Listing Distribution Derivative [Line Items] | |||
Subordinated incentive listing distribution | 15.00% | ||
Annual Targeted Investor Return | Pre-tax Non-compounded Return on Capital Contribution | New York Recovery Advisors, LLC | Advisor | |||
Listing Distribution Derivative [Line Items] | |||
Cumulative capital investment return | 6.00% | ||
Minimum | |||
Listing Distribution Derivative [Line Items] | |||
Average market value of stock for listing period | 180 days | ||
Maximum | |||
Listing Distribution Derivative [Line Items] | |||
Average market value of stock for listing period | 210 days | ||
Class B units | New York Recovery Advisors, LLC | |||
Listing Distribution Derivative [Line Items] | |||
Limited partner ownership unit capital (in shares) | 3,062,512 | 83,333 |
Fair_Value_of_Financial_Instru2
Fair Value of Financial Instruments (Schedule of Fair Value, Liabilities Measured on Recurring Basis) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities, at fair value | $4,659 | $1,048 |
Interest rate swaps, net | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swaps, net | -1,071 | -385 |
Interest rate swaps, net | Fair Value, Measurements, Recurring | Quoted Prices in Active Markets Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swaps, net | 0 | 0 |
Interest rate swaps, net | Fair Value, Measurements, Recurring | Significant Other Observable Inputs Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swaps, net | -1,071 | -385 |
Interest rate swaps, net | Fair Value, Measurements, Recurring | Significant Unobservable Inputs Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swaps, net | 0 | 0 |
Investment securities | Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities, at fair value | 4,659 | 1,048 |
Investment securities | Fair Value, Measurements, Recurring | Quoted Prices in Active Markets Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities, at fair value | 4,659 | 1,048 |
Investment securities | Fair Value, Measurements, Recurring | Significant Other Observable Inputs Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities, at fair value | 0 | 0 |
Investment securities | Fair Value, Measurements, Recurring | Significant Unobservable Inputs Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investment securities, at fair value | $0 | $0 |
Fair_Value_of_Financial_Instru3
Fair Value of Financial Instruments (Fair Value, by Balance Sheet Grouping) (Details) (Level 3, USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Mortgage notes payable | Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt, fair value | $172,242 | $172,716 |
Mortgage notes payable | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt, fair value | 174,468 | 173,427 |
Credit facility | Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt, fair value | 635,000 | 305,000 |
Credit facility | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt, fair value | 651,579 | 305,000 |
Preferred equity investment | Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt, fair value | 35,100 | 30,000 |
Preferred equity investment | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt, fair value | $34,800 | $30,000 |
Interest_Rate_Derivatives_and_2
Interest Rate Derivatives and Hedging Activities (Narrative) (Details) (Designated as Hedging Instrument, Cash Flow Hedging, USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 |
Derivatives at Fair Value | Interest rate swaps | |
Derivative [Line Items] | |
Fair value of derivatives | $1.40 |
Interest rate swaps, net | |
Derivative [Line Items] | |
Amount required to settle its obligations under the agreement at its aggregate termination value incase of breach | 1.4 |
Interest rate swaps, net | Interest Expense | |
Derivative [Line Items] | |
Interests reclassified to AOCI | 12 months |
Interests reclassified to AOCI period | $1.80 |
Interest_Rate_Derivatives_and_3
Interest Rate Derivatives and Hedging Activities (Schedule Of Interest Rate Derivative) (Details) (Designated as Hedging Instrument, Cash Flow Hedging, Interest rate swaps, USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | derivative | derivative |
Designated as Hedging Instrument | Cash Flow Hedging | Interest rate swaps | ||
Derivative [Line Items] | ||
Number of Instruments | 6 | 6 |
Notional Amount | $179,988 | $179,988 |
Interest_Rate_Derivatives_and_4
Interest Rate Derivatives and Hedging Activities (Schedule of Derivative Instruments in Statement of Financial Position, Fair Value) (Details) (Cash Flow Hedging, Interest rate swaps, Designated as Hedging Instrument, Derivatives at Fair Value, USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Cash Flow Hedging | Interest rate swaps | Designated as Hedging Instrument | Derivatives at Fair Value | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, at fair value | $205 | $490 |
Derivative liabilities, at fair value | ($1,276) | ($875) |
Interest_Rate_Derivatives_and_5
Interest Rate Derivatives and Hedging Activities (Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance) (Details) (Cash Flow Hedging, Interest rate swaps, net, USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of loss recognized in accumulated other comprehensive income (loss) from interest rate derivatives (effective portion) | ($2,847) | ($16) | ($1,722) |
Amount of income (loss) recognized in gain (loss) on derivative instruments (ineffective portion and amount excluded from effectiveness testing) | 1 | 5 | -14 |
Interest Expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of loss reclassified from accumulated other comprehensive income (loss) into income as interest expense (effective portion) | ($2,160) | ($1,336) | ($230) |
Interest_Rate_Derivatives_and_6
Interest Rate Derivatives and Hedging Activities (Schedule of Offsetting Liabilities) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Gross Amounts of Recognized Assets | $205 | $490 |
Gross Amounts of Recognized Liabilities | -1,276 | -875 |
Net Amounts of Assets (Liabilities) presented on the Balance Sheet | -1,071 | -385 |
Financial Instruments | 0 | 0 |
Cash Collateral Posted | 0 | 0 |
Net Amount | ($1,071) | ($385) |
Common_Stock_Details
Common Stock (Details) (USD $) | 1 Months Ended | 12 Months Ended | 0 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Apr. 30, 2014 | Sep. 30, 2010 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 12-May-14 | Apr. 15, 2014 |
Class of Stock [Line Items] | |||||||
Common stock, shares outstanding (in shares) | 162,181,939 | 174,120,408 | |||||
Repurchases of common stock | $154,269 | $1,763 | $424 | ||||
Dividends declared (in dollars per share) | $0.46 | $0.61 | |||||
Dividends declared per day (in dollars per share) | $0.00 | ||||||
Common Stock | |||||||
Class of Stock [Line Items] | |||||||
Common stock, shares outstanding (in shares) | 162,181,939 | 174,120,408 | |||||
Tender Offer | |||||||
Class of Stock [Line Items] | |||||||
Shares retired (in shares) | 14,200,000 | ||||||
Average price per share (in dollars per share) | $10.75 | $10.75 | |||||
Repurchases of common stock | $152,300 |
Common_Stock_Repurchases_Detai
Common Stock - Repurchases (Details) (USD $) | 12 Months Ended | 27 Months Ended | 63 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2014 | |
request | request | request | request | ||
Equity, Class of Treasury Stock [Line Items] | |||||
Number of Requests | 36 | ||||
Common stock repurchases (in shares) | 284,594 | ||||
Approved | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Number of Requests | 1 | 24 | 10 | 1 | |
Common stock repurchases (in shares) | 5,000 | 195,395 | 81,661 | 2,538 | |
Average price per share (in dollars per share) | $10 | $9.65 | $9.55 | $9.85 | $9.63 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Interest expense | $100,000 | $100,000 | $0 |
Rent expense | $7,700,000 | $900,000 |
Commitments_and_Contingencies_2
Commitments and Contingencies - Schedule of Future Minimum Rental Payments (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Operating Leases | |
2015, Operating Leases | $4,531 |
2016, Operating Leases | 4,958 |
2017, Operating Leases | 4,905 |
2018, Operating Leases | 5,089 |
2019, Operating Leases | 5,346 |
Thereafter, Operating Leases | 251,627 |
Total, Operating Leases | 276,456 |
Capital Leases | |
2015, Capital Leases | 86 |
2016, Capital Leases | 86 |
2017, Capital Leases | 86 |
2018, Capital Leases | 86 |
2019, Capital Leases | 86 |
Thereafter, Capital Leases | 3,490 |
Total, Capital Leases | 3,920 |
Interest, Capital Leases | -1,785 |
Total present value of minimum lease payments | $2,135 |
Commitments_and_Contingencies_3
Commitments and Contingencies - Capital Lease Assets (Details) (Buildings, fixtures and improvements, USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Buildings, fixtures and improvements | ||
Capital Leased Assets [Line Items] | ||
Buildings, fixtures and improvements | $11,783 | $11,783 |
Less accumulated depreciation and amortization | -1,137 | -568 |
Total real estate investments, net | $10,646 | $11,215 |
Related_Party_Transactions_and2
Related Party Transactions and Arrangements (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Related Party Transaction [Line Items] | |||
Common stock, shares outstanding (in shares) | 162,181,939 | 174,120,408 | |
Related party transaction, amount | $2,041,000 | $1,450,000 | $965,000 |
Due from affiliate | 0 | 0 | |
Entity Wholly Owned by Sponsor | |||
Related Party Transaction [Line Items] | |||
Common stock, shares outstanding (in shares) | 20,000 | 20,000 | |
Sponsor | Real Estate Investment Fund | |||
Related Party Transaction [Line Items] | |||
Related party transaction, amount | 3,400,000 | ||
Viceroy Hotel | Affiliated Entity | |||
Related Party Transaction [Line Items] | |||
Due from affiliate | 23,000 | 10,000 | |
Revenue from related parties | $300,000 | $39,000 |
Related_Party_Transactions_and3
Related Party Transactions and Arrangements - Fees Paid in Connection with the IPO (Details) (Realty Capital Securities, LLC, Maximum, Gross Proceeds, Initial Public Offering, Dealer Manager) | Dec. 31, 2014 |
Realty Capital Securities, LLC | Maximum | Gross Proceeds, Initial Public Offering | Dealer Manager | |
Related Party Transaction [Line Items] | |
Total commissions and fees from Dealer Manager | 7.00% |
Related_Party_Transactions_and4
Related Party Transactions and Arrangements - Fees Paid in Connection with the IPO, Selling Commissions and Dealer Manager Fees (Details) (Total commissions and fees from Dealer Manager, Realty Capital Securities, LLC, Dealer Manager, USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Total commissions and fees from Dealer Manager | Realty Capital Securities, LLC | Dealer Manager | |||
Related Party Transaction [Line Items] | |||
Fees paid to related parties | $8,000 | $134,972,000 | $12,576,000 |
Due to affiliates, net | $0 | $857,000 |
Related_Party_Transactions_and5
Related Party Transactions and Arrangements - Fees Paid in Connection with the IPO, Offering Costs (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
New York Recovery Advisors, LLC | Advisor | |||
Related Party Transaction [Line Items] | |||
Reimbursements of stock issuance costs | $4,700,000 | ||
Reimbursement of stock issuance costs percentage | 15.00% | ||
New York Recovery Advisors, LLC and Realty Capital Securities, LLC | Fees and expense reimbursements from the Advisor and Dealer Manager (1) | Advisor and Dealer Manager | |||
Related Party Transaction [Line Items] | |||
Fees paid to related parties | 0 | 11,561,000 | -1,240,000 |
Due to affiliates, net | $0 | $416,000 |
Related_Party_Transactions_and6
Related Party Transactions and Arrangements - Fees Paid in Connection With the Operations of the Company (Details) (USD $) | 0 Months Ended | ||
Apr. 15, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Related Party Transaction [Line Items] | |||
Due from affiliate | $0 | $0 | |
New York Recovery Advisors, LLC | Advisor | |||
Related Party Transaction [Line Items] | |||
Cost of assets maximum | 3,000,000,000 | ||
Asset management fees earned above | 0.40% | ||
New York Recovery Advisors, LLC | Contract Purchase Price | Advisor | |||
Related Party Transaction [Line Items] | |||
Acquisition fees earned by related party | 1.00% | ||
Expected Acquisition fees earned by related party | 0.50% | ||
New York Recovery Advisors, LLC | Average Invested Assets | Advisor | |||
Related Party Transaction [Line Items] | |||
Asset management fees as a percentage of benchmark | 0.50% | 0.75% | |
Cost of assets maximum | 3,000,000,000 | ||
New York Recovery Advisors, LLC | Gross Revenue, Multi-tenant Properties | Advisor | |||
Related Party Transaction [Line Items] | |||
Property management fees as a percentage of benchmark | 4.00% | ||
New York Recovery Advisors, LLC | Amount Available or Outstanding Under Financing Arrangement | Advisor | |||
Related Party Transaction [Line Items] | |||
Financing coordination as a percentage of benchmark | 0.75% | ||
New York Recovery Advisors, LLC and Realty Capital Securities, LLC | Contract Purchase Price | Advisor | |||
Related Party Transaction [Line Items] | |||
Unearned units, in lieu of asset management fees (in shares) | 1,188,667 | ||
Equity-based compensation | $11,500,000 | ||
Maximum | New York Recovery Advisors, LLC | Contract Purchase Price | Advisor | |||
Related Party Transaction [Line Items] | |||
Acquisition fees and acquisition related expenses earned by related party | 4.50% | ||
Maximum | New York Recovery Advisors, LLC | Average Invested Assets | Advisor | |||
Related Party Transaction [Line Items] | |||
Aggregate asset management and oversight fees as a percentage of benchmark | 0.75% | ||
Maximum | New York Recovery Advisors, LLC | Gross Revenue, Managed Properties | Advisor | |||
Related Party Transaction [Line Items] | |||
Oversight fees as a percentage of benchmark | 1.00% | ||
Annual Targeted Investor Return | New York Recovery Advisors, LLC | Pre-tax Non-compounded Return on Capital Contribution | Advisor | |||
Related Party Transaction [Line Items] | |||
Cumulative capital investment return | 6.00% | ||
Greater Of | Maximum | New York Recovery Advisors, LLC | Average Invested Assets | Advisor | |||
Related Party Transaction [Line Items] | |||
Operating expenses as a percentage of benchmark | 2.00% | ||
Greater Of | Maximum | New York Recovery Advisors, LLC | Net Income, Excluding Additions to Non-cash Reserves and Gains on Sales of Assets | Advisor | |||
Related Party Transaction [Line Items] | |||
Operating expenses as a percentage of benchmark | 25.00% |
Related_Party_Transactions_and7
Related Party Transactions and Arrangements - Fees Paid in Connection With the Operations of the Company, Incurred, Forgiven and Payable (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 15, 2014 | Jun. 30, 2013 | ||||
Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Due to affiliates, net | $575,000 | $0 | ||||||
Acquisition fees and related cost reimbursements | Acquisition fees and reimbursements: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Due to affiliates, net | 0 | [1] | 0 | [1] | ||||
Financing coordination fees | Acquisition fees and reimbursements: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Due to affiliates, net | 0 | 0 | ||||||
Asset Management Fees | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Due to affiliates, net | 15,000 | [2] | 0 | [2] | ||||
Transfer agent and other professional fees | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Due to affiliates, net | 560,000 | 0 | ||||||
Property management, oversight and leasing fees | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Due to affiliates, net | 0 | 0 | ||||||
Strategic advisory fees | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Due to affiliates, net | 0 | 0 | ||||||
Dividends on Class B units | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Due to affiliates, net | 0 | 0 | ||||||
Incurred | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees paid to related parties | 16,188,000 | 23,479,000 | 4,773,000 | |||||
Incurred | Acquisition fees and related cost reimbursements | Acquisition fees and reimbursements: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees paid to related parties | 3,350,000 | [1] | 15,836,000 | [1] | 3,607,000 | [1] | ||
Acquisition fees earned by related party | 2,500,000 | |||||||
Incurred | Financing coordination fees | Acquisition fees and reimbursements: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees paid to related parties | 2,363,000 | 6,584,000 | 1,166,000 | |||||
Incurred | Asset Management Fees | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees paid to related parties | 8,397,000 | [2] | 0 | [2] | 0 | [2] | ||
Incurred | Transfer agent and other professional fees | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees paid to related parties | 1,971,000 | 0 | ||||||
Incurred | Property management, oversight and leasing fees | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees paid to related parties | 0 | 0 | 0 | |||||
Incurred | Strategic advisory fees | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees paid to related parties | 0 | 920,000 | 0 | |||||
Incurred | Dividends on Class B units | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees paid to related parties | 107,000 | 139,000 | 0 | |||||
Forgiven | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees paid to related parties | 1,731,000 | 840,000 | 1,034,000 | |||||
Forgiven | Acquisition fees and related cost reimbursements | Acquisition fees and reimbursements: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees paid to related parties | 0 | [1] | 0 | [1] | 0 | [1] | ||
Forgiven | Financing coordination fees | Acquisition fees and reimbursements: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees paid to related parties | 0 | 0 | 0 | |||||
Forgiven | Asset Management Fees | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees paid to related parties | 0 | [2] | 0 | [2] | 540,000 | [2] | ||
Forgiven | Transfer agent and other professional fees | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees paid to related parties | 0 | 0 | ||||||
Forgiven | Property management, oversight and leasing fees | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees paid to related parties | 1,731,000 | 840,000 | 494,000 | |||||
Forgiven | Strategic advisory fees | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees paid to related parties | 0 | 0 | 0 | |||||
Forgiven | Dividends on Class B units | Ongoing fees: | ||||||||
Related Party Transaction [Line Items] | ||||||||
Fees paid to related parties | 0 | 0 | 0 | |||||
New York Recovery Advisors, LLC and Realty Capital Securities, LLC | Advisor | Contract Purchase Price | ||||||||
Related Party Transaction [Line Items] | ||||||||
Unearned units, in lieu of asset management fees (in shares) | 1,188,667 | |||||||
Equity-based compensation | $11,500,000 | |||||||
[1] | In June 2013, the Advisor elected to reimburse the Company $2.5 million for insourced acquisition expenses and legal reimbursements incurred. | |||||||
[2] | Prior to the Listing, the Company caused the OP to issue to the Advisor 1,188,667 restricted performance based Class B units for asset management services, which vested as of the Listing, resulting in the recognition of $11.5 million of expense. |
Related_Party_Transactions_and8
Related Party Transactions and Arrangements - Fees Paid in Connection With the Operations of the Company, Operating and General Administrative (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Related Party Transaction [Line Items] | |||
Related party transaction, amount | $2,041 | $1,450 | $965 |
Property operating expenses absorbed | New York Recovery Advisors, LLC | Advisor | |||
Related Party Transaction [Line Items] | |||
Related party transaction, amount | 623 | 0 | 270 |
General and administrative expenses absorbed | New York Recovery Advisors, LLC | Advisor | |||
Related Party Transaction [Line Items] | |||
Related party transaction, amount | $1,418 | $1,450 | $695 |
Related_Party_Transactions_and9
Related Party Transactions and Arrangements - Fees Paid in Connection with the Liquidation or Listing of the Company's Real Estate Assets (Details) (USD $) | 12 Months Ended | 3 Months Ended | 1 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Apr. 30, 2014 | Oct. 31, 2014 | |
RCS Advisory Services, LLC | |||||
Related Party Transaction [Line Items] | |||||
Transaction management fee | $3,000,000 | $3,000,000 | |||
Realty Capital Securities, LLC and American National Stock Transfer, LLC | Dealer Manager and Transfer Agent | |||||
Related Party Transaction [Line Items] | |||||
Fees paid to related parties | 1,300,000 | ||||
Information agent and advisory service fee | 1,900,000 | 1,900,000 | |||
RCS Advisory Services, LLC | |||||
Related Party Transaction [Line Items] | |||||
Fees paid to related parties | 1,500,000 | ||||
Transaction Management | RCS Advisory Services, LLC | |||||
Related Party Transaction [Line Items] | |||||
Fees paid to related parties | 1,500,000 | 0 | |||
Information Agent and Advisory Service Fee | Realty Capital Securities, LLC and American National Stock Transfer, LLC | Dealer Manager and Transfer Agent | |||||
Related Party Transaction [Line Items] | |||||
Fees paid to related parties | 600,000 | ||||
Fees and expense reimbursements from the Advisor and Dealer Manager (1) | RCS Advisory Services, LLC | Dealer Manager | |||||
Related Party Transaction [Line Items] | |||||
Fees paid to related parties | 6,900,000 | ||||
Transaction fee earned | 0.25% | 0.25% | |||
Contract Sales Price | Maximum | New York Recovery Advisors, LLC | Advisor | |||||
Related Party Transaction [Line Items] | |||||
Fees paid to related parties | 600,000 | ||||
Real estate commission earned by related party | 2.00% | 2.00% | |||
Contract Sales Price | Maximum | Brokerage Commission Fees | New York Recovery Advisors, LLC | Advisor | |||||
Related Party Transaction [Line Items] | |||||
Real estate commission earned by related party | 50.00% | 50.00% | |||
Contract Sales Price | Maximum | Real Estate Commissioner | New York Recovery Advisors, LLC | Advisor | |||||
Related Party Transaction [Line Items] | |||||
Real estate commission earned by related party | 6.00% | 6.00% | |||
General Legal Services | Maximum | New York Recovery Advisors, LLC | Advisor | |||||
Related Party Transaction [Line Items] | |||||
Fees paid to related parties | $9,000 | ||||
Transaction Fee Upon Consummation of the Sale | Affiliated Entity | |||||
Related Party Transaction [Line Items] | |||||
Transaction fee earned | 0.25% |
ShareBased_Compensation_Detail
Share-Based Compensation (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock, par value (in dollars per share) | $0.01 | $0.01 | ||
Stock Options | Stock Option Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Exercise price for all stock options granted under the Plan (in dollars per share) | $10 | |||
Number of shares authorized (in shares) | 500,000 | |||
Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Maximum authorized amount as a percentage of shares authorized | 5.00% | |||
Common stock, par value (in dollars per share) | $0.01 | |||
Maximum percent of awards as a percent of total outstanding | 10.00% | |||
Restricted Stock | Restricted Share Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized (in shares) | 7,500,000 | |||
Shares automatically granted (in shares) | 3,000 | |||
Vesting percentage | 20.00% | |||
Equity-based compensation | $2,500,000 | $100,000 | $39,000 | |
Compensation cost not yet recognized | 100,000 | |||
Shares expected to vest | 2 years 5 months 9 days | |||
Common Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares issued in lieu of cash | 0 | 19,728 | 15,667 | |
Value of shares issued in lieu of cash (in shares) | $0 | $177,000 | $141,000 |
ShareBased_Compensation_Restri
Share-Based Compensation - Restricted Stock Activity (Details) (Restricted Share Plan, Restricted Stock, USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Restricted Share Plan | Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Beginning Balance (in shares) | 24,000 | 19,800 | 13,800 | |
Granted (in shares) | 218,845 | 9,000 | 9,000 | |
Vested (in shares) | -150,231 | -4,800 | -3,000 | |
Forfeited (in shares) | -3,115 | 0 | 0 | |
Ending Balance (in shares) | 89,499 | 24,000 | 19,800 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||||
Beginning Balance (in dollars per share) | $10.73 | $9.33 | $9.55 | $10 |
Granted (in dollars per share) | $10.74 | $9 | $9 | |
Vested (in dollars per share) | $10.52 | $9.63 | $10 | |
Forfeited (in dollars per share) | $10.70 | $0 | $0 | |
Ending Balance (in dollars per share) | $10.73 | $9.33 | $9.55 | $10 |
ShareBased_Compensation_MultiY
Share-Based Compensation - Multi-Year Outperformance Plan Agreement (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 15, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Payments of Dividends | $66,129,000 | $17,799,000 | $3,445,000 | |
New Multi-Year Outperformance Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity-based compensation | 5,300,000 | |||
New Multi-Year Outperformance Plan | Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Opp units issued (in shares) | 8,880,579 | |||
Company's market capitalization percentage | 5.00% | |||
Share-based payment award, award vesting rights | 33.33% | |||
Distribution entitlement percentage | 10.00% | |||
Payments of Dividends | $300,000 | |||
New Multi-Year Outperformance Plan | Performance Shares | Performance Period | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Absolute Component: 4% of any excess Total Return attained above an absolute hurdle measured from the beginning of such period: | 21.00% | |||
100% will be earned if cumulative Total Return achieved is at least: | 18.00% | |||
50% will be earned if cumulative Total Return achieved is: | 0.00% | |||
0% will be earned if cumulative Total Return achieved is less than: | 0.00% | |||
New Multi-Year Outperformance Plan | Performance Shares | Annual Period | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Absolute Component: 4% of any excess Total Return attained above an absolute hurdle measured from the beginning of such period: | 7.00% | |||
100% will be earned if cumulative Total Return achieved is at least: | 6.00% | |||
50% will be earned if cumulative Total Return achieved is: | 0.00% | |||
0% will be earned if cumulative Total Return achieved is less than: | 0.00% | |||
New Multi-Year Outperformance Plan | Performance Shares | Interim Period | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Absolute Component: 4% of any excess Total Return attained above an absolute hurdle measured from the beginning of such period: | 14.00% | |||
100% will be earned if cumulative Total Return achieved is at least: | 12.00% | |||
50% will be earned if cumulative Total Return achieved is: | 0.00% | |||
0% will be earned if cumulative Total Return achieved is less than: | 0.00% | |||
Relative Component | Excess Return, Above Peer Group | New Multi-Year Outperformance Plan | Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares authorized, percentage of benchmark | 4.00% | |||
Relative Component | Cumulative Return, Above Threshold | New Multi-Year Outperformance Plan | Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares awarded as a percentage of maximum | 100.00% | |||
Relative Component | Cumulative Return, Above Threshold | New Multi-Year Outperformance Plan | Performance Shares | Minimum | Performance Period | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Return percentage threshold | 0.00% | |||
Relative Component | Cumulative Return, Above Threshold | New Multi-Year Outperformance Plan | Performance Shares | Minimum | Annual Period | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Return percentage threshold | 0.00% | |||
Relative Component | Cumulative Return, Above Threshold | New Multi-Year Outperformance Plan | Performance Shares | Minimum | Interim Period | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Return percentage threshold | 0.00% | |||
Relative Component | Cumulative Return, Above Threshold | New Multi-Year Outperformance Plan | Performance Shares | Maximum | Performance Period | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Return percentage threshold | 18.00% | |||
Relative Component | Cumulative Return, Above Threshold | New Multi-Year Outperformance Plan | Performance Shares | Maximum | Annual Period | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Return percentage threshold | 6.00% | |||
Relative Component | Cumulative Return, Above Threshold | New Multi-Year Outperformance Plan | Performance Shares | Maximum | Interim Period | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Return percentage threshold | 12.00% | |||
Relative Component | Cumulative Return, Equal to Threshold | New Multi-Year Outperformance Plan | Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares awarded as a percentage of maximum | 50.00% | |||
Relative Component | Cumulative Return, Below Threshold | New Multi-Year Outperformance Plan | Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares awarded as a percentage of maximum | 0.00% | |||
Absolute Component | Excess Return, Above Threshold | New Multi-Year Outperformance Plan | Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares authorized, percentage of benchmark | 4.00% |
ShareBased_Compensation_Fair_V
Share-Based Compensation - Fair Value Inputs (Details) (Multi-year Outperformance Plan, Fair Value, Measurements, Recurring, USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
OPP | $29,100 |
Quoted Prices in Active Markets Level 1 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
OPP | 0 |
Significant Other Observable Inputs Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
OPP | 0 |
Significant Unobservable Inputs Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
OPP | $29,100 |
ShareBased_Compensation_Level_
Share-Based Compensation - Level 3 Reconciliations (Details) (Multi-year Outperformance Plan, Share Based Compensation Liability, USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Multi-year Outperformance Plan | Share Based Compensation Liability | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning Balance | $0 |
Fair value at issuance | 31,500 |
Fair value adjustment | -2,400 |
Ending Balance | $29,100 |
ShareBased_Compensation_Valuat
Share-Based Compensation - Valuation Techniques (Details) (Monte Carlo Simulation, Fair Value, Measurements, Recurring, Share Based Compensation Liability, USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Monte Carlo Simulation | Fair Value, Measurements, Recurring | Share Based Compensation Liability | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
OPP | $29,100 |
Expected volatility | 27.00% |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Income (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax | ($613) | ($1,693) | ($201) |
Other comprehensive loss, before reclassifications | -2,363 | -256 | -1,722 |
Amounts reclassified from accumulated other comprehensive income (loss) | 2,160 | 1,336 | 230 |
Net current-period other comprehensive income (loss) | -203 | 1,080 | -1,492 |
Accumulated Other Comprehensive Income (Loss), Net of Tax | -816 | -613 | -1,693 |
Unrealized gains on available-for-sale securities | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax | -240 | 0 | 0 |
Other comprehensive loss, before reclassifications | 484 | -240 | 0 |
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 | 0 |
Net current-period other comprehensive income (loss) | 484 | -240 | 0 |
Accumulated Other Comprehensive Income (Loss), Net of Tax | 244 | -240 | 0 |
Designated derivatives fair value adjustment | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax | -373 | -1,693 | -201 |
Other comprehensive loss, before reclassifications | -2,847 | -16 | -1,722 |
Amounts reclassified from accumulated other comprehensive income (loss) | 2,160 | 1,336 | 230 |
Net current-period other comprehensive income (loss) | -687 | 1,320 | -1,492 |
Accumulated Other Comprehensive Income (Loss), Net of Tax | ($1,060) | ($373) | ($1,693) |
Net_Loss_Per_Share_Schedule_of
Net Loss Per Share (Schedule of Earnings Per Share, Basic and Diluted) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Earnings Per Share [Abstract] | |||||||||||||||
Net loss attributable to stockholders (in thousands) | ($27,330) | $9,695 | ($67,237) | ($8,156) | ($13,131) | ($5,373) | $2,019 | ($2,794) | ($3,302) | ($1,270) | ($1,148) | ($619) | ($93,028) | ($19,279) | ($6,339) |
Weighted average shares outstanding basic and diluted (in shares) | 17,184,855 | 13,508,525 | 10,497,092 | 7,490,591 | 166,959,316 | 73,074,872 | 12,187,623 | ||||||||
Basic net income (loss) per share attributable to stockholders (in dollars per share) | ($0.17) | $0.06 | ($0.40) | ($0.05) | ($0.09) | ($0.06) | $0.05 | ($0.12) |
Net_Loss_Per_Share_Schedule_of1
Net Loss Per Share (Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share) (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents (in shares) | 13,240,919 | 478,939 | 63,968 |
Unvested restricted stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents (in shares) | 89,499 | 24,000 | 19,800 |
OP units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents (in shares) | 4,270,841 | 200 | 200 |
Class B units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents (in shares) | 0 | 454,739 | 43,968 |
LTIP units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents (in shares) | 8,880,579 | 0 | 0 |
Noncontrolling_Interests_Detai
Non-controlling Interests (Details) (USD $) | 12 Months Ended | 0 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 15, 2014 | Nov. 21, 2014 | Dec. 31, 2010 | Sep. 30, 2012 | |
Noncontrolling Interest [Line Items] | |||||||
Total anti-dilutive common share equivalents (in shares) | 13,240,919 | 478,939 | 63,968 | ||||
Distributions to non-controlling interest holders | $780,000 | $65,000 | $481,000 | ||||
Distributions to non-controlling interest holders | 780,000 | 65,000 | 481,000 | ||||
Bleecker Street | |||||||
Noncontrolling Interest [Line Items] | |||||||
Noncontrolling members' aggregate investment | 13,000,000 | ||||||
163 Washington Ave Condominiums | |||||||
Noncontrolling Interest [Line Items] | |||||||
Noncontrolling members' aggregate investment | 500,000 | ||||||
Advisor | |||||||
Noncontrolling Interest [Line Items] | |||||||
Distributions to non-controlling interest holders | 500,000 | ||||||
Unrelated Third Party | Bleecker Street | |||||||
Noncontrolling Interest [Line Items] | |||||||
Noncontrolling members' aggregate investment | 1,000,000 | ||||||
American Realty Capital | Bleecker Street | |||||||
Noncontrolling Interest [Line Items] | |||||||
Noncontrolling members' aggregate investment | 12,000,000 | ||||||
OP units | |||||||
Noncontrolling Interest [Line Items] | |||||||
Total anti-dilutive common share equivalents (in shares) | 4,270,841 | 200 | 200 | ||||
New York Recovery Advisors, LLC and Realty Capital Securities, LLC | Contract Purchase Price | Advisor | |||||||
Noncontrolling Interest [Line Items] | |||||||
Unearned units, in lieu of asset management fees (in shares) | 1,188,667 | ||||||
Class B units | New York Recovery Advisors, LLC | |||||||
Noncontrolling Interest [Line Items] | |||||||
Limited partner ownership unit capital | 800,000 | ||||||
Limited partner ownership unit capital (in shares) | 83,333 | 3,062,512 | |||||
OP units issued (in shares) | 63,871 | ||||||
OP Units outstanding (in shares) | 4,270,841 |
Quarterly_Results_Unaudited_De
Quarterly Results (Unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||
Total revenues | $45,512 | $40,514 | $35,949 | $33,592 | $20,927 | $15,728 | $10,905 | $8,327 | $4,945 | $4,120 | $3,632 | $2,725 | $155,567 | $55,887 | $15,422 |
Basic net income (loss) attributable to stockholders | -27,330 | 9,695 | -67,237 | -8,156 | -13,131 | -5,373 | 2,019 | -2,794 | -3,302 | -1,270 | -1,148 | -619 | -93,028 | -19,279 | -6,339 |
Adjustments to net income (loss) attributable to stockholders for common share equivalents | 0 | -1,305 | 0 | 0 | 0 | 0 | -223 | 0 | |||||||
Net loss attributable to stockholders | ($27,330) | $8,390 | ($67,237) | ($8,156) | ($13,131) | ($5,373) | $1,796 | ($2,794) | |||||||
Basic weighted average shares outstanding (in shares) | 162,019,399 | 161,975,420 | 168,972,601 | 175,068,005 | 141,836,952 | 83,841,078 | 41,982,278 | 23,217,358 | |||||||
Basic net income (loss) per share attributable to stockholders (in dollars per share) | ($0.17) | $0.06 | ($0.40) | ($0.05) | ($0.09) | ($0.06) | $0.05 | ($0.12) | |||||||
Diluted weighted average shares outstanding (in shares) | 162,019,399 | 162,181,209 | 168,972,601 | 175,068,005 | 141,836,952 | 83,841,078 | 42,001,432 | 23,217,358 | |||||||
Diluted net loss per share attributable to stockholders (in dollars per share) | ($0.17) | $0.05 | ($0.40) | ($0.05) | ($0.09) | ($0.06) | $0.04 | ($0.12) | |||||||
Weighted average shares outstanding (in shares) | 17,184,855 | 13,508,525 | 10,497,092 | 7,490,591 | 166,959,316 | 73,074,872 | 12,187,623 | ||||||||
Basic and diluted net loss per share available to stockholders (in dollars per share) | ($0.19) | ($0.09) | ($0.11) | ($0.08) | ($0.56) | ($0.26) | ($0.52) |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Mar. 27, 2015 |
In Thousands, unless otherwise specified | |||
Subsequent Event [Line Items] | |||
Preferred equity investment | $35,100 | $30,000 | |
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Preferred equity investment | $35,100 |
Schedule_III_Real_Estate_and_A1
Schedule III Real Estate and Accumulated Depreciation (Details) (USD $) | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 172,242,000 | ||||
Land | 494,065,000 | ||||
Initial Cost, Building and Improvements | 1,210,827,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 25,091,000 | ||||
Real Estate | 1,729,983,000 | [1],[2] | |||
Accumulated Depreciation | 93,012,000 | [3],[4] | 31,715,000 | 9,476,000 | 3,109,000 |
Credit facility | 635,000,000 | 305,000,000 | |||
Acquired intangible assets | 158,400,000 | ||||
Cost for income tax purposes | 1,700,000,000 | ||||
Accumulated amortization | 31,200,000 | ||||
Design Center | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 20,198,000 | ||||
Land | 11,243,000 | ||||
Initial Cost, Building and Improvements | 18,884,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 2,603,000 | ||||
Real Estate | 32,730,000 | [1],[2] | |||
Accumulated Depreciation | 4,074,000 | [3],[4] | |||
Bleecker Street | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 21,300,000 | ||||
Land | 0 | ||||
Initial Cost, Building and Improvements | 31,167,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 0 | ||||
Real Estate | 31,167,000 | [1],[2] | |||
Accumulated Depreciation | 5,431,000 | [3],[4] | |||
Foot Locker | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 3,250,000 | ||||
Land | 2,753,000 | ||||
Initial Cost, Building and Improvements | 2,753,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 5,000 | ||||
Real Estate | 5,511,000 | [1],[2] | |||
Accumulated Depreciation | 500,000 | [3],[4] | |||
Regal Parking Garage | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 3,000,000 | ||||
Land | 0 | ||||
Initial Cost, Building and Improvements | 4,637,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 0 | ||||
Real Estate | 4,637,000 | [1],[2] | |||
Accumulated Depreciation | 747,000 | [3],[4] | |||
Duane Reade | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 8,400,000 | ||||
Land | 4,443,000 | ||||
Initial Cost, Building and Improvements | 8,252,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 0 | ||||
Real Estate | 12,695,000 | [1],[2] | |||
Accumulated Depreciation | 1,609,000 | [3],[4] | |||
Washington Street Portfolio | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 4,741,000 | ||||
Land | 0 | ||||
Initial Cost, Building and Improvements | 8,979,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 869,000 | ||||
Real Estate | 9,848,000 | [1],[2] | |||
Accumulated Depreciation | 1,606,000 | [3],[4] | |||
One Jackson Square | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 13,000,000 | ||||
Land | 0 | ||||
Initial Cost, Building and Improvements | 21,466,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 67,000 | ||||
Real Estate | 21,533,000 | [1],[2] | |||
Accumulated Depreciation | 3,350,000 | [3],[4] | |||
350 West 42nd Street | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 11,365,000 | ||||
Land | 0 | ||||
Initial Cost, Building and Improvements | 19,869,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 84,000 | ||||
Real Estate | 19,953,000 | [1],[2] | |||
Accumulated Depreciation | 2,651,000 | [3],[4] | |||
1100 Kings Highway | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 20,200,000 | ||||
Land | 17,112,000 | ||||
Initial Cost, Building and Improvements | 17,947,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 83,000 | ||||
Real Estate | 35,142,000 | [1],[2] | |||
Accumulated Depreciation | 2,224,000 | [3],[4] | |||
163 Washington Ave Condominiums | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 0 | [5] | |||
Land | 6,257,000 | ||||
Initial Cost, Building and Improvements | 25,030,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 86,000 | ||||
Real Estate | 31,373,000 | [1],[2] | |||
Accumulated Depreciation | 3,055,000 | [3],[4] | |||
1623 Kings Highway | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 7,288,000 | ||||
Land | 3,440,000 | ||||
Initial Cost, Building and Improvements | 8,538,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 37,000 | ||||
Real Estate | 12,015,000 | [1],[2] | |||
Accumulated Depreciation | 885,000 | [3],[4] | |||
256 West 38th Street | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 24,500,000 | ||||
Land | 20,000,000 | ||||
Initial Cost, Building and Improvements | 26,483,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 3,003,000 | ||||
Real Estate | 49,486,000 | [1],[2] | |||
Accumulated Depreciation | 3,227,000 | [3],[4] | |||
229 West 36th Street | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 35,000,000 | ||||
Land | 27,400,000 | ||||
Initial Cost, Building and Improvements | 22,308,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | -1,001,000 | ||||
Real Estate | 48,707,000 | [1],[2] | |||
Accumulated Depreciation | 2,547,000 | [3],[4] | |||
350 Bleecker Street | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 0 | [5] | |||
Land | 0 | ||||
Initial Cost, Building and Improvements | 11,783,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 0 | ||||
Real Estate | 11,783,000 | [1],[2] | |||
Accumulated Depreciation | 1,137,000 | [3],[4] | |||
218 West 18th Street | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 0 | [5] | |||
Land | 17,500,000 | ||||
Initial Cost, Building and Improvements | 90,869,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 2,801,000 | ||||
Real Estate | 111,170,000 | [1],[2] | |||
Accumulated Depreciation | 8,571,000 | [3],[4] | |||
50 Varick Street | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 0 | ||||
Land | 0 | ||||
Initial Cost, Building and Improvements | 77,992,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 12,232,000 | ||||
Real Estate | 90,224,000 | [1],[2] | |||
Accumulated Depreciation | 6,527,000 | [3],[4] | |||
333 W 34th Street | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 0 | [5] | |||
Land | 98,600,000 | ||||
Initial Cost, Building and Improvements | 120,908,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 60,000 | ||||
Real Estate | 219,568,000 | [1],[2] | |||
Accumulated Depreciation | 14,929,000 | [3],[4] | |||
Viceroy | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 0 | ||||
Land | 0 | ||||
Initial Cost, Building and Improvements | 169,945,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 2,132,000 | ||||
Real Estate | 172,077,000 | [1],[2] | |||
Accumulated Depreciation | 6,377,000 | [3],[4] | |||
1440 Broadway | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 0 | [5] | |||
Land | 217,066,000 | ||||
Initial Cost, Building and Improvements | 289,410,000 | ||||
SEC Schedule III, Real Estate and Accumulated Depreciation, Costs Capitalized Subsequent to Acquisition, Land | 0 | ||||
Building and Improvements | 175,000 | ||||
Real Estate | 506,651,000 | [1],[2] | |||
Accumulated Depreciation | 21,619,000 | [3],[4] | |||
245-249 West 17th Street | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Encumbrances | 0 | [5] | |||
Land | 68,251,000 | ||||
Initial Cost, Building and Improvements | 233,607,000 | ||||
Building and Improvements | 1,855,000 | ||||
Real Estate | 303,713,000 | [1],[2] | |||
Accumulated Depreciation | 1,946,000 | [3],[4] | |||
Building | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Fixtures useful life | 40 years 0 months 0 days | ||||
Land Improvements | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Fixtures useful life | 15 years 0 months 0 days | ||||
Furniture and Fixtures | |||||
Real Estate and Accumulated Depreciation [Line Items] | |||||
Fixtures useful life | 5 years 0 months 0 days | ||||
[1] | The tax basis of aggregate land, buildings and improvements as of DecemberB 31, 2014 is $1.7 billion (unaudited). | ||||
[2] | Acquired intangible lease assets allocated to individual propertiesB in the amount of $158.4 million are notB reflected in the table above. | ||||
[3] | Each of the properties has a depreciable life of: 40 years for buildings, 15 years for land improvements and five years for fixtures. | ||||
[4] | The accumulated depreciation column excludes $31.2 million of amortization associated with acquired intangible lease assets. | ||||
[5] | These properties collateralize the credit facility, which had $635.0 million outstanding as of DecemberB 31, 2014. |
Changes_in_Accumulated_Depreci
Changes in Accumulated Depreciation (Details) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Real estate investments, at cost: | ||||
Balance at beginning of year | $1,414,959 | $322,205 | $115,035 | |
Additions-Acquisitions | 301,858 | 1,082,292 | 206,167 | |
Capital expenditures | 15,356 | 12,089 | 1,003 | |
Disposals | -2,190 | -1,627 | 0 | |
Balance at end of the year | 1,729,983 | 1,414,959 | 322,205 | |
Accumulated depreciation: | ||||
Balance at beginning of year | 31,715 | 9,476 | 3,109 | |
Depreciation expense | 63,349 | 23,405 | 6,367 | |
Disposals | -2,052 | -1,166 | 0 | |
Balance at end of the year | $93,012 | [1],[2] | $31,715 | $9,476 |
[1] | Each of the properties has a depreciable life of: 40 years for buildings, 15 years for land improvements and five years for fixtures. | |||
[2] | The accumulated depreciation column excludes $31.2 million of amortization associated with acquired intangible lease assets. |