Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 29, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | New York REIT, Inc. | |
Entity Central Index Key | 1,474,464 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 165,033,396 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Real estate investments, at cost: | ||
Land | $ 477,171 | $ 477,171 |
Buildings, fixtures and improvements | 1,213,928 | 1,208,138 |
Acquired intangible assets | 137,512 | 137,594 |
Total real estate investments, at cost | 1,828,611 | 1,822,903 |
Less accumulated depreciation and amortization | (189,856) | (172,668) |
Total real estate investments, net | 1,638,755 | 1,650,235 |
Cash and cash equivalents | 100,162 | 98,604 |
Restricted cash | 4,864 | 2,019 |
Investment in unconsolidated joint venture | 208,558 | 215,370 |
Assets held for sale | 0 | 29,268 |
Derivatives, at fair value | 165 | 431 |
Tenant and other receivables | 3,152 | 3,537 |
Unbilled rent receivables | 45,041 | 42,905 |
Prepaid expenses and other assets (including amounts prepaid to related parties of $1 and $7 as of March 31, 2016 and December 31, 2015, respectively) | 8,097 | 10,074 |
Deferred costs, net | 11,101 | 12,319 |
Total assets | 2,019,895 | 2,064,762 |
LIABILITIES AND EQUITY | ||
Mortgage notes payable, net of deferred financing costs | 363,085 | 381,443 |
Credit facility | 485,000 | 485,000 |
Market lease intangibles, net | 70,999 | 73,083 |
Liabilities related to assets held for sale | 0 | 321 |
Derivatives, at fair value | 2,129 | 1,266 |
Accounts payable, accrued expenses and other liabilities (including amounts due to related parties of $201 and $99 as of March 31, 2016 and December 31, 2015, respectively) | 28,237 | 27,736 |
Deferred revenue | 4,536 | 3,617 |
Dividends payable | 17 | 27 |
Total liabilities | 954,003 | 972,493 |
Common stock, $0.01 par value; 300,000,000 shares authorized, 165,028,289 and 162,529,811 shares issued and outstanding at March 31, 2016 and December 31, 2015, respectively | 1,651 | 1,626 |
Additional paid-in capital | 1,426,766 | 1,403,624 |
Accumulated other comprehensive loss | (2,116) | (1,237) |
Accumulated deficit | (387,670) | (369,273) |
Total stockholders' equity | 1,038,631 | 1,034,740 |
Non-controlling interests | 27,261 | 57,529 |
Total equity | 1,065,892 | 1,092,269 |
Total liabilities and equity | 2,019,895 | 2,064,762 |
Preferred Shares | ||
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 ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Due from affiliate | $ 1 | $ 7 |
Due to affiliate | $ 201 | $ 99 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, shares issued (in shares) | 165,028,289 | 162,529,811 |
Common stock, shares outstanding (in shares) | 165,028,289 | 162,529,811 |
Preferred Shares | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 40,866,376 | 40,866,376 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Convertible Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 9,133,624 | 9,133,624 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenues: | ||
Rental income | $ 29,009 | $ 33,478 |
Hotel revenue | 4,329 | 4,209 |
Operating expense reimbursements and other revenue | 3,371 | 4,162 |
Total revenues | 36,709 | 41,849 |
Operating expenses: | ||
Property operating | 10,366 | 10,969 |
Hotel operating | 6,254 | 5,670 |
Operating fees incurred from the Advisor | 3,074 | 3,144 |
Acquisition and transaction related | 349 | 125 |
General and administrative | (3,344) | 3,950 |
Depreciation and amortization | 17,225 | 21,680 |
Total operating expenses | 33,924 | 45,538 |
Operating income (loss) | 2,785 | (3,689) |
Other income (expenses): | ||
Interest expense | (9,726) | (6,249) |
Income from unconsolidated joint venture | 1,088 | 235 |
Income from preferred equity investment, investment securities and interest | 18 | 930 |
Gain on sale of real estate investments, net | 6,505 | 0 |
Loss on derivative instruments | (251) | (4) |
Total other expenses | (2,366) | (5,088) |
Net income (loss) | 419 | (8,777) |
Net loss attributable to non-controlling interests | 68 | 261 |
Net income (loss) attributable to stockholders | 487 | (8,516) |
Other comprehensive income (loss): | ||
Unrealized loss on derivatives | (879) | (1,093) |
Unrealized gain on investment securities | 0 | 104 |
Total other comprehensive loss | (879) | (989) |
Comprehensive loss attributable to stockholders | $ (392) | $ (9,505) |
Basic weighted average shares outstanding (in shares) | 163,872,612 | 162,092,424 |
Basic net income (loss) per share attributable to stockholders (in dollars per share) | $ 0 | $ (0.05) |
Diluted weighted average common shares outstanding (in shares) | 167,926,110 | 162,092,424 |
Diluted net income (loss) per share attributable to stockholders (in dollars per share) | $ 0 | $ (0.05) |
Dividends declared per common share (in dollars per share) | $ 0.115 | $ 0.115 |
CONSOLIDATED STATEMENT OF CHANG
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY - 3 months ended Mar. 31, 2016 - USD ($) $ in Thousands | Total | Stockholders' Equity | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit | Non- controlling Interests |
Beginning Balance (in shares) at Dec. 31, 2015 | 162,529,811 | ||||||
Beginning Balance at Dec. 31, 2015 | $ 1,092,269 | $ 1,034,740 | $ 1,626 | $ 1,403,624 | $ (1,237) | $ (369,273) | $ 57,529 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
OP units converted to common stock (in shares) | 2,515,406 | ||||||
OP units converted to common stock | 0 | 23,239 | $ 25 | 23,214 | (23,239) | ||
Equity-based compensation and retirement of vested shares (in shares) | (16,928) | ||||||
Equity-based compensation and retirement of vested shares | (6,605) | (72) | (72) | (6,533) | |||
Dividends declared on common stock and distributions to non-controlling interest holders | (19,312) | (18,884) | (18,884) | (428) | |||
Net income (loss) | 419 | 487 | 487 | (68) | |||
Unrealized loss on derivatives | (879) | (879) | (879) | ||||
Ending Balance (in shares) at Mar. 31, 2016 | 165,028,289 | ||||||
Ending Balance at Mar. 31, 2016 | $ 1,065,892 | $ 1,038,631 | $ 1,651 | $ 1,426,766 | $ (2,116) | $ (387,670) | $ 27,261 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 419 | $ (8,777) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 17,225 | 21,680 |
Amortization of deferred financing costs | 2,606 | 1,138 |
Accretion of below- and amortization of above-market lease liabilities and assets, net | (1,724) | (3,071) |
Equity-based compensation | (6,430) | 248 |
Loss on derivative instruments | 251 | 4 |
Income from unconsolidated joint venture | (1,088) | (235) |
Gain on sale of real estate investment, net | (6,505) | 0 |
Gain on sale of investment securities | 0 | (48) |
Bad debt expense | 142 | 542 |
Changes in assets and liabilities: | ||
Tenant and other receivables | 322 | (648) |
Unbilled rent receivables | (2,252) | (5,870) |
Prepaid expenses, other assets and deferred costs | 1,069 | 5,744 |
Accrued unbilled ground rent | 686 | 987 |
Accounts payable and accrued expenses | 193 | 2,127 |
Deferred revenue | 794 | 625 |
Net cash provided by operating activities | 5,708 | 14,446 |
Cash flows from investing activities: | ||
Proceeds from sale of real estate investments and redemption of preferred equity investment | 35,429 | 35,100 |
Acquisition funds released from escrow | 0 | 3,679 |
Capital expenditures | (6,290) | (7,494) |
Distributions from unconsolidated joint venture | 7,900 | 0 |
Proceeds from sale of investment securities | 0 | 1,098 |
Purchase of investment securities | 0 | (42) |
Net cash provided by investing activities | 37,039 | 32,341 |
Cash flows from financing activities: | ||
Payments on mortgage notes payable | (19,041) | (121) |
Refund (payments) of financing costs | 19 | (132) |
Dividends paid | (18,894) | (18,654) |
Distributions to non-controlling interest holders | (428) | (593) |
Restricted cash | (2,845) | (439) |
Net cash used in financing activities | (41,189) | (19,939) |
Net increase in cash and cash equivalents | 1,558 | 26,848 |
Cash and cash equivalents, beginning of period | 98,604 | 22,512 |
Cash and cash equivalents, end of period | 100,162 | 49,360 |
Supplemental disclosures: | ||
Cash paid for interest | 7,154 | 4,828 |
Non-cash investing and financing activities: | ||
Dividends payable | 17 | |
Accrued capital expenditures | 4 | 3,556 |
Conversion of OP units to common stock | $ 23,239 | $ 0 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Note 1 — Organization New York REIT, Inc. (the "Company") was incorporated on October 6, 2009 as a Maryland corporation that qualified as a real estate investment trust for U.S. federal income tax purposes ("REIT") beginning with its taxable year ended December 31, 2010. On April 15, 2014, the Company listed its common stock on the New York Stock Exchange ("NYSE") under the symbol "NYRT" (the "Listing"). The Company purchased its first property and commenced active operations in June 2010. As of March 31, 2016 , the Company owned 19 properties. As of March 31, 2016 , the Company's properties aggregated 3.3 million rentable square feet, had an occupancy of 95.1% and a weighted-average remaining lease term of 9.3 years . The Company's portfolio primarily consisted of office and retail properties, representing 83% and 9% , respectively, of rentable square feet as of March 31, 2016 . The Company has acquired hotel and other types of real properties to add diversity to its portfolio. Properties other than office and retail spaces represented 8% of rentable square feet. 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's only significant asset is the general partnership interests it owns in the OP and assets held by the Company for the use and benefit of the OP. The Company has no 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. The Advisor and Property Manager are under common control with AR Global Investments, LLC (the successor business to AR Capital, LLC, "AR Global"), the parent of the Company's sponsor, American Realty Capital III, LLC (the "Sponsor"), as a result of which, they are related parties and have received or will continue to receive compensation, fees and expense reimbursements for services related to the investment and management of the Company's assets. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | The accompanying consolidated financial statements of the Company included herein were prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and with the instructions to the Quarterly Report on Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The information furnished includes all adjustments and accruals of a normal recurring nature, which, in the opinion of management, are necessary for a fair presentation of results for the interim periods. All intercompany accounts and transactions have been eliminated in consolidation. The results of operations for the three months ended March 31, 2016 are not necessarily indicative of the results of operations for the entire year or any subsequent interim period. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto as of and for the year ended December 31, 2015 , which are included in the Company's Annual Report on Form 10-K filed with the SEC on February 26, 2016 . There have been no significant changes to the Company's significant accounting policies during the three months ended March 31, 2016 , other than the updates described below and in the subsequent notes. Recent Accounting Pronouncement In March 2016, the Financial Accounting Standards Board (the "FASB") issued guidance which requires an entity to determine whether the nature of its promise to provide goods or services to a customer is performed in a principal or agent capacity and to recognize revenue in a gross or net manner based on its principal/agent designation. This guidance is effective for public business entities for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted. The Company is currently evaluating the impact of this new guidance. Recently Adopted Accounting Pronouncements 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 variable interest entities ("VIE") or voting interest entities, eliminate the presumption that a general partner should consolidate a limited partnership and affect the consolidation analysis of reporting entities that are involved with VIEs (particularly those that have fee arrangements and related party relationships). The revised guidance is effective for the Company's fiscal year ended December 31, 2016. The Company has evaluated the impact of the adoption of the new guidance on its consolidated financial statements and has determined the OP is considered to be a VIE. However, the Company meets the disclosure exemption criteria as the Company is the primary beneficiary of the VIE and the Company’s partnership interest is considered a majority voting interest in a business and the assets of the OP can be used for purposes other than settling its obligations, such as paying distributions. Further, the Company has consolidated the OP even prior to the adoption of the new guidance. Also as a result of the new guidance, the Company has also determined that WWP Holdings, LLC ("Worldwide Plaza") is a VIE, but the Company is not the primary beneficiary of Worldwide Plaza and therefore continues to not consolidate the entity. As such, the adoption of the new guidance did not have a material impact on the Company's consolidated financial statements. In April 2015, the FASB amended the presentation of debt issuance costs on the balance sheet. The amendment requires that debt issuance costs related to a recognized debt liability be presented on the balance sheet as a direct deduction from the carrying amount of that debt liability and that the entity apply the new guidance on a retrospective basis. In August 2015, the FASB added that, for line of credit arrangements, the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line, regardless of whether or not there are any outstanding borrowings. The revised guidance is effective for the Company's fiscal year ended December 31, 2016. As a result of adoption of the new guidance, the Company has reclassified deferred financing costs, net related to mortgage notes payable of $6.3 million and $7.0 million , respectively, as of March 31, 2016 and December 31, 2015 as a reduction of the carrying amount of mortgage notes payable. See Note 6 — Mortgage Notes Payable . As permitted, deferred financing costs related to the Company's credit facility with Capital One, National Association (the "Credit Facility") continue to be reflected within deferred costs, net on the consolidated balance sheets. In March 2016, the FASB issued an update that changes the accounting for certain aspects of share-based compensation. Among other things, the revised guidance allows companies to make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur. The revised guidance is effective for reporting periods beginning after December 15, 2016. Early adoption is permitted. The Company has adopted the provisions of this guidance beginning January 1, 2016 and determined that there is no impact to the Company’s consolidated financial position, results of operations and cash flows. |
Real Estate Investments
Real Estate Investments | 3 Months Ended |
Mar. 31, 2016 | |
Real Estate [Abstract] | |
Real Estate Investments | Note 3 — Real Estate Investments There were no real estate assets acquired or liabilities assumed during the three months ended March 31, 2016 or 2015 . The following table presents future minimum base cash rental payments due to the Company, excluding future minimum base cash rental payments related to the Company's unconsolidated joint venture, subsequent to March 31, 2016 . 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 April 1, 2016 - December 31, 2016 $ 77,008 2017 104,977 2018 102,941 2019 94,835 2020 95,310 Thereafter 552,608 Total $ 1,027,679 The following table lists the tenants whose annualized cash rent represented greater than 10% of total annualized cash rent as of March 31, 2016 and 2015 , including annualized cash rent related to the Company's unconsolidated joint venture: March 31, Property Portfolio Tenant 2016 2015 Worldwide Plaza Cravath, Swaine & Moore, LLP 16% 16% Worldwide Plaza Nomura Holdings America, Inc. 11% 11% The termination, delinquency or non-renewal of any of the above tenants may have a material adverse effect on the Company's operations. Intangible Assets and Liabilities Acquired intangible assets and liabilities as of March 31, 2016 and December 31, 2015 consist of the following: March 31, 2016 (In thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intangible assets: In-place leases $ 113,310 $ 33,998 $ 79,312 Other intangibles 3,804 509 3,295 Above-market leases 20,398 4,073 16,325 Total acquired intangible assets $ 137,512 $ 38,580 $ 98,932 Intangible lease liabilities: Below-market leases $ 77,054 $ 22,959 $ 54,095 Above-market ground lease liability 17,968 1,064 16,904 Total market lease intangibles $ 95,022 $ 24,023 $ 70,999 December 31, 2015 (In thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intangible assets: In-place leases $ 113,392 $ 31,120 $ 82,272 Other intangibles 3,804 429 3,375 Above-market leases 20,398 3,713 16,685 Total acquired intangible assets $ 137,594 $ 35,262 $ 102,332 Intangible lease liabilities: Below-market leases $ 77,177 $ 21,110 $ 56,067 Above-market ground lease liability 17,968 952 17,016 Total market lease intangibles $ 95,145 $ 22,062 $ 73,083 The following table discloses amounts recognized within the consolidated statements of operations and comprehensive loss related to amortization of in-place leases and other intangibles, amortization and accretion of above- and below-market lease assets and liabilities, net and the amortization of above-market ground lease, for the periods presented: Three Months Ended March 31, (In thousands) 2016 2015 Amortization of in-place leases and other intangibles (1) $ 3,040 $ 6,170 Amortization and (accretion) of above- and below market leases, net (2) $ (1,612 ) $ (2,959 ) Amortization of above-market ground lease (3) $ (112 ) $ (112 ) _______________ (1) Reflected within depreciation and amortization expense. (2) Reflected within rental income. (3) Reflected within hotel expenses. The following table provides the projected amortization expense and adjustments to revenues for the next five years as of March 31, 2016 : April 1, 2016 - December 31, 2016 2017 2018 2019 2020 In-place leases $ 7,705 $ 9,612 $ 8,655 $ 8,271 $ 8,033 Other intangibles 241 321 321 321 321 Total to be included in depreciation and amortization expense $ 7,946 $ 9,933 $ 8,976 $ 8,592 $ 8,354 Above-market lease assets $ (1,068 ) $ (1,420 ) $ (1,420 ) $ (1,420 ) $ (1,407 ) Below-market lease liabilities 5,476 6,660 5,875 5,490 5,250 Total to be included in rental income $ 4,408 $ 5,240 $ 4,455 $ 4,070 $ 3,843 Above-market ground lease liability to be deducted from hotel expenses $ (337 ) $ (449 ) $ (449 ) $ (449 ) $ (449 ) Real Estate Sales As part of the Company's plan to sell non-core assets, during the three months ended March 31, 2016 , the Company sold its properties located at 163-30 Cross Bay Boulevard in Queens, New York ("Duane Reade"), 1623 Kings Highway in Brooklyn, New York ("1623 Kings Highway") and 2061-2063 86th Street in Brooklyn, New York ("Foot Locker"). The following table summarizes the properties sold during the three months ended March 31, 2016 . The Company did not sell any properties during the three months ended March 31, 2015 . Property Borough Disposition Date Contract Sales Price Gain on Sale (1)(2) (in thousands) (in thousands) Duane Reade (3) Queens February 2, 2016 $ 12,600 $ 126 1623 Kings Highway Brooklyn February 17, 2016 17,000 4,293 Foot Locker Brooklyn March 30, 2016 8,400 2,086 $ 38,000 $ 6,505 ______________________ (1) Reflected within gain on sale of real estate investments, net in the consolidated statements of operations and comprehensive loss. (2) During the three months ended March 31, 2016 , the Company repaid three mortgage notes payable totaling $18.9 million as a result of the sales of Duane Reade, 1623 Kings Highway and Foot Locker. (3) Impairment charge of $0.9 million was recognized during the year ended December 31, 2015 in connection with the classification of Duane Reade as held for sale. The disposal of Duane Reade, 1623 Kings Highway and Foot Locker did not represent a strategic shift that has a major effect on the Company’s operations and financial results. Accordingly, the results of operations of Duane Reade, 1623 Kings Highway and Foot Locker remain classified within continuing operations for all periods presented until the respective dates of disposal of Duane Reade, 1623 Kings Highway and Foot Locker. |
Investment in Unconsolidated Jo
Investment in Unconsolidated Joint Venture | 3 Months Ended |
Mar. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investment in Unconsolidated Joint Venture | Note 4 — Investment in Unconsolidated Joint Venture On October 30, 2013, the Company purchased a 48.9% equity interest in Worldwide Plaza for a contract purchase price of $220.1 million , based on the property value for Worldwide Plaza of $1.3 billion less $875.0 million of debt on the property. As of March 31, 2016 , the Company's pro rata portion of debt secured by 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. As a result of new accounting guidance, the Company has determined that Worldwide Plaza is a VIE, but is not required to consolidate the activities of Worldwide Plaza. 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. See Note 2 — Summary of Significant Accounting Policies . 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 exercise, adjustments for the percentage equity interest being acquired and any of the Company's preferred return in arrears. If the Company does not exercise its purchase option, the Company will be subject to a fee in the amount of $25.0 million . The maximum amount of loss that could be incurred related to the Company's investment in Worldwide Plaza is $233.6 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 March 31, 2016 and December 31, 2015 , the carrying value of the Company's investment in Worldwide Plaza was $208.6 million and $215.4 million , respectively. The Company is party to litigation related to Worldwide Plaza. See Note 10 — Commitments and Contingencies . 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 March 31, 2016 and December 31, 2015 for Worldwide Plaza are as follows: (In thousands) March 31, 2016 December 31, 2015 (Unaudited) Real estate assets, at cost $ 714,654 $ 714,642 Less accumulated depreciation and amortization (122,077 ) (117,092 ) Total real estate assets, net 592,577 597,550 Cash and cash equivalents 4,689 9,036 Other assets 267,125 259,894 Total assets $ 864,391 $ 866,480 Debt $ 875,000 $ 875,000 Other liabilities 17,619 15,515 Total liabilities 892,619 890,515 Deficit (28,228 ) (24,035 ) Total liabilities and deficit $ 864,391 $ 866,480 Company's basis $ 208,558 $ 215,370 The condensed statements of operations for the three months ended March 31, 2016 and 2015 for Worldwide Plaza are as follows: Three Months Ended March 31, (In thousands) 2016 2015 Rental income $ 31,489 $ 30,514 Other revenue 1,230 1,217 Total revenue 32,719 31,731 Operating expenses: Operating expenses 11,986 12,241 Depreciation and amortization 6,772 6,850 Total operating expenses 18,758 19,091 Operating income 13,961 12,640 Interest expense (10,254 ) (9,882 ) Net income 3,707 2,758 Company's preferred return (4,067 ) (3,851 ) Net loss to members $ (360 ) $ (1,093 ) Net income (loss) related to Worldwide Plaza includes the Company's pro rata share of Worldwide Plaza net income (loss) to members as well as the Company's preferred return less amortization of the basis difference. The following table presents the components of the income (loss) related to the Company's investment in Worldwide Plaza for the periods presented, which is included in income (loss) from unconsolidated joint venture on the consolidated statements of operations and comprehensive loss. Three Months Ended March 31, (In thousands) 2016 2015 Company's preferred return $ 4,067 $ 3,851 Company's share of net loss from Worldwide Plaza (176 ) (534 ) Amortization of basis difference (2,803 ) (3,082 ) Company's income from Worldwide Plaza $ 1,088 $ 235 |
Credit Facility
Credit Facility | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Credit Facility | Note 5 — Credit Facility The Company is party to the Credit Facility, which 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 Credit Facility matures in August 2018 and the revolving loan component matures in August 2016. The Company has two options to extend the maturity date of the revolving loan component of the Credit Facility through August 2018. The Credit Facility contains an "accordion feature" to allow the Company, under certain circumstances and with the consent of its lenders, to increase the aggregate loan borrowings to up to $1.0 billion of total borrowings. The Company has the option, based upon its corporate leverage, to have the Credit 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 Credit 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 Company has historically paid interest calculated based on LIBOR, plus an applicable margin. The outstanding balance of the term and revolving portions of the Credit Facility was $305.0 million and $180.0 million , respectively, as of March 31, 2016 , and $305.0 million and $180.0 million , respectively, as of December 31, 2015 . The Credit Facility had a combined weighted average interest rate of 2.57% and 2.39% as of March 31, 2016 and December 31, 2015 , respectively, a portion of which is fixed with an interest rate swap. The Credit 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 actual availability of borrowings under the Credit Facility for any period is based on requirements outlined in the Credit Facility with respect to the pool of eligible unencumbered assets that comprise the borrowing base properties. The unused borrowing capacity, based on the debt service coverage ratio of the borrowing base properties as of March 31, 2016 , was $58.7 million . The Credit 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 Credit 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 Credit Facility and to accelerate the payment on any unpaid principal amount of all outstanding loans. During the fourth quarter of 2015, the Company identified certain immaterial errors impacting interest expense in its previously issued quarterly financial statements. Interest expense and net loss were understated by $0.3 million for the three months ended March 31, 2015, which has been corrected in the accompanying consolidated statements of operations and comprehensive income (loss) for the prior period. The Credit 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 March 31, 2016 , the Company was in compliance with the debt covenants under the Credit Facility. |
Mortgage Notes Payable
Mortgage Notes Payable | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Mortgage Notes Payable | Note 6 — Mortgage Notes Payable The Company's mortgage notes payable as of March 31, 2016 and December 31, 2015 consist of the following: Outstanding Loan Amount Portfolio Encumbered Properties March 31, 2016 December 31, 2015 Effective Interest Rate Interest Rate Maturity (In thousands) (In thousands) Design Center 1 $ 19,695 $ 19,798 4.4 % Fixed Dec. 2021 1100 Kings Highway 1 20,200 20,200 3.4 % Fixed (1) Aug. 2017 256 West 38th Street 1 24,500 24,500 3.1 % Fixed (1) Dec. 2017 1440 Broadway (2) 1 305,000 305,000 4.0 % Variable (3) Oct. 2019 Foot Locker (4) — 3,250 Duane Reade (4) — 8,400 1623 Kings Highway (4) — 7,288 Mortgage notes payable, gross principal amount 369,395 388,436 Less: deferred financing costs, net (6,310 ) (6,993 ) Mortgage notes payable, net of deferred financing costs 4 $ 363,085 $ 381,443 4.0 % (5) ______________________ (1) Fixed through an interest rate swap agreement. (2) Total commitments of $325.0 million ; additional $20.0 million available, subject to lender approval, to fund certain tenant allowances, capital expenditures and leasing costs. (3) LIBOR portion is capped through an interest rate cap agreement. (4) During the three months ended March 31, 2016 , the Company repaid three mortgage notes payable as a result of the sales of Duane Reade, 1623 Kings Highway and Foot Locker. (5) Calculated on a weighted average basis for all mortgages outstanding as of March 31, 2016 . The Company's remaining properties, with the exception of 367-369 Bleecker Street and 387 Bleecker Street (which excludes 382-384 Bleecker Street), that are not subject to mortgage notes payable collateralize the borrowing base of the Credit Facility and are subject to mortgages under the Credit Facility for that purpose. On September 30, 2015, in connection with the mortgage notes payable secured by its property located at 1440 Broadway, the Company executed guarantees in favor of the lenders with respect to the costs of certain unfunded obligations of the Company related to tenant allowances, capital expenditures and leasing costs, which guarantees are capped at $5.3 million in the aggregate. The guarantees expire in October 2019, the maturity date of the 1440 Broadway mortgage. As of March 31, 2016 , the Company has not been required to perform under the guarantees and has not recognized any assets or liabilities related to the guarantees. Real estate investments of $635.1 million , at cost, at March 31, 2016 have been pledged as collateral to their respective mortgages and are not available to satisfy the Company's corporate debts and obligations unless first satisfying the mortgage notes payable on the properties. The following table summarizes the scheduled aggregate principal repayments subsequent to March 31, 2016 : (In thousands) Future Minimum Principal Payments April 1, 2016 - December 31, 2016 $ 315 2017 48,245 2018 3,703 2019 308,869 2020 4,041 Thereafter 4,222 Total $ 369,395 Some of the Company's mortgage note agreements require compliance with certain property-level financial covenants including debt service coverage ratios. As of March 31, 2016 , the Company was in compliance with the financial covenants under its mortgage note agreements. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Of Financial Instruments | Note 7 — Fair Value of Financial Instruments The Company determines fair value of its financial instruments 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. Although the Company has determined that the majority of the inputs used to value its derivatives, such as interest rate swaps and caps, fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with those derivatives 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 March 31, 2016 and December 31, 2015 , the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of the Company's derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. See Note 8 — Interest Rate Derivatives and Hedging Activities . The valuation of derivatives is determined using a discounted cash flow analysis on the expected cash flows. This analysis reflects the contractual terms of the derivatives, 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 following table presents information about the Company's derivatives that are presented net, measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 , aggregated by the level in the fair value hierarchy within which those instruments fall: (In thousands) Quoted Prices in Active Markets Level 1 Significant Other Observable Inputs Level 2 Significant Unobservable Inputs Level 3 Total March 31, 2016 Derivatives, net $ — $ (1,964 ) $ — $ (1,964 ) December 31, 2015 Derivatives, net $ — $ (835 ) $ — $ (835 ) 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 three months ended March 31, 2016 . 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, accounts payable and dividends payable approximates their carrying value on the consolidated balance sheets 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. March 31, 2016 December 31, 2015 (In thousands) Level Gross Principal Balance Fair Value Gross Principal Balance Fair Value Mortgage notes payable 3 $ 369,395 $ 382,225 $ 388,436 $ 401,503 Credit Facility 3 $ 485,000 $ 487,249 $ 485,000 $ 487,579 The fair value of mortgage notes payable and the fixed-rate portions of term loans on the Credit Facility 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 H
Interest Rate Derivatives and Hedging Activities | 3 Months Ended |
Mar. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Interest Rate Derivatives and Hedging Activities | Note 8 — Interest Rate Derivatives and Hedging Activities Risk Management Objective of Using Derivatives The Company uses 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 perform under the agreements. To mitigate this risk, the Company only enters into derivative financial instruments with counterparties that the Company believes to have high credit ratings and with major financial institutions with which the Company and the Advisor 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 caps 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 caps designated as cash flow hedges involve the receipt of variable-rate amounts if interest rates rise above the cap 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 loss 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. During the three months ended March 31, 2016 , the Company terminated one of its interest rate swaps as the related hedged debts were repaid, which made it probable that the forecasted transactions would not occur and, as a result, accelerated the reclassification of immaterial amounts in accumulated other comprehensive loss to earnings. The accelerated amounts resulted in a loss of approximately $24,000 for the three months ended March 31, 2016 . Amounts reported in accumulated other comprehensive loss related to derivatives are 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 $1.1 million will be reclassified from accumulated other comprehensive loss as an increase to interest expense. As of March 31, 2016 and December 31, 2015 , the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk. March 31, 2016 December 31, 2015 Interest Rate Derivative Number of Instruments Notional Amount Number of Instruments Notional Amount (In thousands) (In thousands) Interest rate swaps 3 $ 124,700 4 $ 131,988 Derivatives Not Designated as Hedges Derivatives not designated as hedges are not speculative and 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 under GAAP. Changes in the fair value of derivatives not designated in hedging relationships are recorded directly in earnings, which resulted in an expense of $0.3 million during the three months ended March 31, 2016 and included in loss on derivative instruments on the consolidated statements of operations and comprehensive loss. As of March 31, 2016 , the Company had the following outstanding interest rate derivatives that were not designated as hedges in qualified hedging relationships. March 31, 2016 December 31, 2015 Interest Rate Derivative Number of Instruments Notional Amount Number of Instruments Notional Amount (In thousands) (In thousands) Interest rate caps 2 $ 305,000 2 $ 305,000 Balance Sheet Classification 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 March 31, 2016 and December 31, 2015 : (In thousands) Balance Sheet Location March 31, 2016 December 31, 2015 Derivatives designated as hedging instruments: Interest rate swaps Derivative assets, at fair value $ — $ 15 Interest rate swaps Derivative liabilities, at fair value $ (2,129 ) $ (1,266 ) Derivatives not designated as hedging instruments: Interest rate caps Derivative assets, at fair value $ 165 $ 416 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 three months ended March 31, 2016 and 2015 : Three Months Ended March 31, (In thousands) 2016 2015 Amount of loss recognized in accumulated other comprehensive income (loss) from interest rate derivatives (effective portion) $ (1,235 ) $ (1,619 ) Amount of loss reclassified from accumulated other comprehensive income (loss) into income as interest expense (effective portion) $ (356 ) $ (526 ) Amount of loss recognized in loss on derivative instruments (ineffective portion, reclassifications of missed forecasted transactions and amounts excluded from effectiveness testing) $ — $ (4 ) Offsetting Derivatives The table below presents a gross presentation, the effects of offsetting, and a net presentation of the Company's derivatives as of March 31, 2016 and December 31, 2015 . 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 consolidated 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 March 31, 2016 $ 165 $ (2,129 ) $ (1,964 ) $ — $ — $ (1,964 ) December 31, 2015 $ 431 $ (1,266 ) $ (835 ) $ — $ — $ (835 ) 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 March 31, 2016 , 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 $2.2 million . As of March 31, 2016 , 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 $2.2 million at March 31, 2016 . |
Common Stock
Common Stock | 3 Months Ended |
Mar. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Common Stock | Note 9 — Common Stock As of March 31, 2016 and December 31, 2015 , the Company had 165.0 million and 162.5 million shares of common stock outstanding, respectively, including shares of unvested restricted common stock ("restricted shares"), but not including OP units or Long-term Incentive Plan units ("LTIP units") which may in the future be converted into shares of common stock. On February 1, 2016, the Company issued 2,515,406 shares of its common stock upon redemption of 2,515,406 OP units held by certain individuals who are members of the Advisor and Sponsor. See Note 15 — Non-Controlling Interests . Since April 2014, the Company's board of directors has authorized, and the Company has declared, a monthly dividend at an annualized rate equal to $0.46 per share per annum. 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. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 10 — 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 payments 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 April 1, 2016 - December 31, 2016 $ 3,716 $ 65 2017 4,905 86 2018 5,089 86 2019 5,346 86 2020 5,346 86 Thereafter 246,281 3,404 Total minimum lease payments $ 270,683 $ 3,813 Less: amounts representing interest (1,706 ) Total present value of minimum lease payments $ 2,107 Total rental expense related to operating leases was $1.9 million for the three months ended March 31, 2016 and 2015 . During the three months ended March 31, 2016 and 2015 , interest expense related to capital leases was approximately $16,000 . The following table discloses assets recorded under capital leases and the accumulated amortization thereon as of March 31, 2016 and December 31, 2015 . (In thousands) March 31, 2016 December 31, 2015 Buildings, fixtures and improvements $ 11,783 $ 11,783 Less accumulated depreciation and amortization (1,847 ) (1,705 ) Total real estate investments, net $ 9,936 $ 10,078 Litigation and Regulatory Matters In the ordinary course of business, the Company may become subject to litigation, claims and regulatory matters. There are no legal or regulatory proceedings pending or known to be contemplated against the Company from which the Company expects to incur a material loss. RXR Realty (“RXR”) initiated a suit against the Company alleging that it suffered “lost profits” in connection with the Company’s purchase of its 48.9% interest in 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 appealed the ruling and, on October 13, 2015, the appellate court upheld the previous decisions; however, the appellate court held that the trial court's exclusion of lost profit damages was premature and would have to be considered through a motion for summary judgment. The Company moved for partial summary judgment to reinstate the damages limitation, and the trial court granted the motion at oral argument on March 24, 2016. RXR is expected to appeal. 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 | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions and Arrangements | Note 11 — Related Party Transactions and Arrangements The Advisor, individual members of the Advisor, and employees or former employees of the Advisor hold interests in the OP. See Note 15 — Non-Controlling Interests . Realty Capital Securities, LLC (the "Former Dealer Manager") served as the dealer manager of the IPO, which was ongoing from September 2010 to December 2013, and, together with its affiliates, continued to provide the Company with various services through December 31, 2015. RCS Capital Corporation, the parent company of the Former Dealer Manager and certain of its affiliates that provided services to the Company, filed for Chapter 11 bankruptcy protection in January 2016, prior to which it was also under common control with AR Global, parent of the Sponsor. Viceroy Hotel The following table details revenues from related parties at the Viceroy Hotel. The Company did not have any receivables from related parties as of March 31, 2016 or December 31, 2015 . Three Months Ended March 31, (In thousands) 2016 2015 Hotel revenues $ 13 $ 22 Advisor and its Affiliates The Company pays to the Advisor an asset management fee 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 asset management fee is payable 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. The Company has paid this fee in cash since the Listing. 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 equal to 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. The Company reimburses the Advisor for costs and expenses paid or incurred by the Advisor and its affiliates in connection with providing services to the Company (including reasonable salaries and wages, benefits and overhead of all employees directly involved with the performance of such services), although the Company will not reimburse the Advisor for personnel costs in connection with services for which the Advisor receives a separate fee. Prior to June 2015, reimbursement of costs and expenses was subject to the limitation that the Company would not reimburse the Advisor for any amount by which the Company's total operating expenses (as defined in the Advisory Agreement (defined below) during the applicable time) for the four preceding fiscal quarters exceeded 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 (the "2%/25% Limitation"). The Company amended and restated its advisory agreement on June 26, 2015 (as amended from time to time, the "Advisory Agreement"), which, among other things, removed the 2%/25% Limitation. Total reimbursement of costs and expenses for the three months ended March 31, 2016 was $0.7 million . The Company did not reimburse the Advisor for costs and expenses incurred during the three months ended March 31, 2015 . If the Company acquires additional properties, the Company will reimburse the Advisor for expenses incurred by the Advisor or its affiliates for services provided by third parties and acquisition expenses incurred by the Advisor or its affiliates on their own behalf or directly from third parties, but is not obligated to pay to the Advisor or any of its affiliates additional fees. The predecessor to the parent of the Sponsor was party to a services agreement with RCS Advisory Services, LLC, a subsidiary of the parent company of the Former Dealer Manager ("RCS Advisory"), pursuant to which RCS Advisory and its affiliates provided the Company and certain other companies sponsored by the Sponsor with services (including, without limitation, transaction management, compliance, due diligence, event coordination and marketing services, among others) on a time and expenses incurred basis or at a flat rate based on services performed. The predecessor to the parent of the Sponsor instructed RCS Advisory to stop providing such services in November 2015 and no services have since been provided by RCS Advisory. The Company was also party to a transfer agency agreement with American National Stock Transfer, LLC, a subsidiary of the parent company of the Former Dealer Manager ("ANST"), pursuant to which ANST provided the Company with transfer agency services (including broker and stockholder servicing, transaction processing, year-end IRS reporting and other services), and supervisory services overseeing the transfer agency services performed by DST Systems, Inc., a third-party transfer agent ("DST"). The Sponsor received written notice from ANST on February 10, 2016 that it would wind down operations by the end of the month and would withdraw as the transfer agent effective February 29, 2016. DST continued to provide the Company with transfer agency services and, on March 10, 2016, the Company entered into a definitive agreement with DST to provide the Company directly with transfer agency services (including broker and stockholder servicing, transaction processing, year-end IRS reporting and other services). For the three months ended March 31, 2016 , these services are included in general and administrative expenses on the consolidated statements of operations and comprehensive income (loss) during the period in which the service was provided. The following table details amounts incurred, waived and contractually due in connection with the operations related services described above as of and for the periods presented: Three Months Ended March 31, Payable (Receivable) as of 2016 2015 March 31, December 31, (In thousands) Incurred Waived Incurred Waived 2016 2015 Asset management fees $ 3,074 $ — $ 3,144 $ — $ (1 ) $ (7 ) Transfer agent and other professional fees 693 — 184 — 201 99 Property management fees — 485 — 536 — — Total related party operational fees and reimbursements $ 3,767 $ 485 $ 3,328 $ 536 $ 200 $ 92 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 three months ended March 31, 2016 and 2015 . Because the Advisor waived these fees, cash flow from operations that would have been paid to the Advisor was available to pay dividends to stockholders. The fees that were waived were not deferrals and accordingly, will not be paid to the Advisor in any subsequent periods. For substantial assistance in connection with the sale of properties, the Company may 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. The Company incurred and paid $0.2 million in property disposition fees during the three months ended March 31, 2016 . No such fees were incurred or paid during the three months ended March 31, 2015 . |
Economic Dependency
Economic Dependency | 3 Months Ended |
Mar. 31, 2016 | |
Economic Dependency [Abstract] | |
Economic Dependency | Note 12 — 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, 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. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Note 13 — 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 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 March 31, 2016 and December 31, 2015 , 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. Under the RSP, the annual amount granted to the independent directors is determined by the board of directors. The maximum number of shares of stock granted under the RSP cannot exceed 10% of the Company’s outstanding shares of common stock, par value $0.01 per share on a fully diluted basis at any time. Restricted shares issued to independent directors generally vest over a three -year period in increments of 33.3% per annum. Generally, such awards provide for accelerated vesting of (i) all unvested restricted shares upon a change in control or a termination without cause and (ii) the portion of the unvested restricted shares scheduled to vest in the year of voluntary termination or the failure to be re-elected to the board. Restricted shares may not, in general, be sold or otherwise transferred until restrictions are removed and the shares have vested. Holders of restricted shares receive cash dividends prior to the time that the restrictions on the restricted shares have lapsed. Any dividends payable in shares of common stock are subject to the same restrictions as the underlying restricted shares. During the three months ended March 31, 2015 , the board of directors approved, and the Company awarded, 279,365 restricted shares to employees of the Advisor, of which 79,805 restricted shares were subsequently forfeited. The awards vest over a four year period in increments of 25% per annum. The following table displays restricted share award activity during the three months ended March 31, 2016 : Number of Restricted Shares Weighted-Average Issue Price Unvested, December 31, 2015 316,570 $ 10.59 Vested (46,980 ) 10.37 Unvested, March 31, 2016 269,590 $ 10.63 Compensation expense related to restricted shares was $0.1 million and approximately $19,000 for the three months ended March 31, 2016 and 2015 , respectively. As of March 31, 2016 , the Company had approximately $1.6 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 2.9 years. 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 (as amended and restated effective August 5, 2015, the "OPP") with the OP and the Advisor. Under the OPP, the Advisor was issued 8,880,579 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 interests in the OP. The Advisor is 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 if total stockholder 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 total stockholder return achieved is at least: 18% 6% 12% • 50% will be earned if total stockholder return achieved is: 0% 0% 0% • 0% will be earned if total stockholder return achieved is less than: 0% 0% 0% • 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 certain 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. On April 15, 2015, 367,059 LTIP units were earned by the Advisor under the terms of the OPP. Based on the Advisor's calculations, 805,679 LTIP units were earned by the Advisor on April 15, 2016 under the terms of the OPP. Under the OPP, these LTIP units will not be earned until approved by the Company's compensation committee. See Note 16 — Subsequent Events . Moreover, the OPP provides for early calculation of earned LTIP units and for the accelerated vesting of any earned LTIP units in the event the Advisor is terminated or in the event of a change in control of the Company, which could motivate the Advisor to recommend a transaction that would result in a change in control under the OPP when such a transaction would not otherwise be in the best interests of the Company's stockholders. 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 an LTIP unit is earned in accordance with the provisions of the OPP, the holder of such LTIP unit is entitled to distributions on such LTIP unit equal to 10% of the distributions made per OP unit. The Company paid $0.1 million in distributions related to LTIP units during the three months ended March 31, 2016 and 2015 which is included in non-controlling interest in the consolidated balance sheets. After an LTIP unit is earned, the holder of such LTIP unit is entitled to a catch-up distribution and then the same distribution as the holder of an OP unit. At the time the Advisor’s average capital account balance with respect to an LTIP unit is economically equivalent to the average capital account balance of an OP unit, the LTIP unit has been earned and it has been vested for 30 days, the Advisor, in its sole discretion, will be entitled to convert such LTIP unit into an OP unit in accordance with the provisions of the limited partnership agreement of the OP. The Company records equity-based compensation expense associated with the OPP over the requisite service period of five years. Equity-based compensation expense is adjusted each reporting period for changes in the estimated value. The amortization of the fair value of the OPP awards recorded as equity-based compensation was $(6.5) million and $0.2 million , respectively, for the three months ended March 31, 2016 and 2015 and is included in general and administrative expenses. 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. See Note 7 — Fair Value of Financial Instruments . The following table presents information about the Company's OPP, which is measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 , aggregated by the level in the fair value hierarchy within which the instrument falls: (In thousands) Quoted Prices in Active Markets Level 1 Significant Other Observable Inputs Level 2 Significant Unobservable Inputs Level 3 Total March 31, 2016 OPP $ — $ — $ 25,200 $ 25,200 December 31, 2015 OPP $ — $ — $ 43,500 $ 43,500 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 three months ended March 31, 2016 : (In thousands) OPP Beginning balance as of December 31, 2015 $ 43,500 Fair value adjustment (18,300 ) Ending balance as of March 31, 2016 $ 25,200 The following table provides quantitative information about significant Level 3 input used: Financial Instrument Fair Value Principal Valuation Technique Unobservable Inputs Input Value (In thousands) March 31, 2016 OPP $ 25,200 Monte Carlo Simulation Expected volatility 24.0% December 31, 2015 OPP $ 43,500 Monte Carlo Simulation Expected volatility 27.0% 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. For the relationship described above, the inverse relationship would also generally apply. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Note 14 — Net Loss Per Share The following is a summary of the basic and diluted net loss per share computations for the periods presented: Three Months Ended March 31, (In thousands, except share and per share data) 2016 2015 Net income (loss) attributable to stockholders $ 487 $ (8,516 ) Adjustments to net income (loss) attributable to stockholders for common share equivalents (68 ) — Diluted net income (loss) attributable to stockholders $ 419 $ (8,516 ) Weighted average shares outstanding, basic 163,872,612 162,092,424 Net income (loss) per share attributable to stockholders, basic $ — $ (0.05 ) Weighted average shares outstanding, diluted 167,926,110 162,092,424 Net income (loss) per share attributable to stockholders, diluted $ — $ (0.05 ) Diluted net loss per share assumes the conversion of all common share equivalents into an equivalent number of common shares, unless the effect is anti-dilutive. The Company considers unvested restricted shares, OP units and LTIP units to be common share equivalents. The Company had the following common share equivalents for the period presented, which were excluded from the calculation of diluted loss per share attributable to stockholders as the effect would have been anti-dilutive: Three Months Ended March 31, 2015 Unvested restricted shares 371,016 OP units 4,270,841 LTIP units 8,880,579 Total anti-dilutive common share equivalents 13,522,436 |
Non-Controlling Interests
Non-Controlling Interests | 3 Months Ended |
Mar. 31, 2016 | |
Noncontrolling Interest [Abstract] | |
Non-Controlling Interests | Note 15 — Non-Controlling Interests The Company is the sole general partner of the OP and holds the majority of the OP units. As of March 31, 2016 and December 31, 2015 , the Advisor or members, employees or former employees of the Advisor held 1,662,684 and 4,178,090 OP units, respectively, and 8,880,579 unvested LTIP units. There were $0.4 million and $0.6 million of distributions paid to OP unit and LTIP unit holders during the three months ended March 31, 2016 and 2015 , respectively. 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 election of the OP, 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. On February 1, 2016, 2,515,406 OP units were redeemed for shares of the Company's common stock and $23.2 million was reclassified from non-controlling interest to stockholders' equity. See Note 9 — Common Stock . |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 16 — Subsequent Events The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q, 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 events: Based on the Advisor's calculations, 805,679 LTIP units were earned by the Advisor on April 15, 2016 under the terms of the OPP. Under the OPP, these LTIP units will not be earned until approved by the Company's compensation committee. On April 22, 2016, the Company, with the approval of its board of directors, entered into an amendment to the Advisory Agreement, which amended certain provisions relating to the term and termination of the advisory relationship with the Advisor. The amendment provides that that the Advisory Agreement will be renewed automatically for successive six-month periods beginning on June 26, 2016, unless terminated automatically upon consummation of a change of control or upon 60-days' written notice prior to the expiration of the original term or any subsequent renewal period. On May 2, 2016, in accordance with the provisions of the agreement of limited partnership of the OP, the Company issued 94,659 shares of its common stock upon redemption of 94,659 OP units held by certain individuals who are current or former employees of the Advisor and its affiliates. |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Recent and Recently Adopted Accounting Pronouncements | Recent Accounting Pronouncement In March 2016, the Financial Accounting Standards Board (the "FASB") issued guidance which requires an entity to determine whether the nature of its promise to provide goods or services to a customer is performed in a principal or agent capacity and to recognize revenue in a gross or net manner based on its principal/agent designation. This guidance is effective for public business entities for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted. The Company is currently evaluating the impact of this new guidance. Recently Adopted Accounting Pronouncements 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 variable interest entities ("VIE") or voting interest entities, eliminate the presumption that a general partner should consolidate a limited partnership and affect the consolidation analysis of reporting entities that are involved with VIEs (particularly those that have fee arrangements and related party relationships). The revised guidance is effective for the Company's fiscal year ended December 31, 2016. The Company has evaluated the impact of the adoption of the new guidance on its consolidated financial statements and has determined the OP is considered to be a VIE. However, the Company meets the disclosure exemption criteria as the Company is the primary beneficiary of the VIE and the Company’s partnership interest is considered a majority voting interest in a business and the assets of the OP can be used for purposes other than settling its obligations, such as paying distributions. Further, the Company has consolidated the OP even prior to the adoption of the new guidance. Also as a result of the new guidance, the Company has also determined that WWP Holdings, LLC ("Worldwide Plaza") is a VIE, but the Company is not the primary beneficiary of Worldwide Plaza and therefore continues to not consolidate the entity. As such, the adoption of the new guidance did not have a material impact on the Company's consolidated financial statements. In April 2015, the FASB amended the presentation of debt issuance costs on the balance sheet. The amendment requires that debt issuance costs related to a recognized debt liability be presented on the balance sheet as a direct deduction from the carrying amount of that debt liability and that the entity apply the new guidance on a retrospective basis. In August 2015, the FASB added that, for line of credit arrangements, the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line, regardless of whether or not there are any outstanding borrowings. The revised guidance is effective for the Company's fiscal year ended December 31, 2016. As a result of adoption of the new guidance, the Company has reclassified deferred financing costs, net related to mortgage notes payable of $6.3 million and $7.0 million , respectively, as of March 31, 2016 and December 31, 2015 as a reduction of the carrying amount of mortgage notes payable. See Note 6 — Mortgage Notes Payable . As permitted, deferred financing costs related to the Company's credit facility with Capital One, National Association (the "Credit Facility") continue to be reflected within deferred costs, net on the consolidated balance sheets. In March 2016, the FASB issued an update that changes the accounting for certain aspects of share-based compensation. Among other things, the revised guidance allows companies to make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur. The revised guidance is effective for reporting periods beginning after December 15, 2016. Early adoption is permitted. The Company has adopted the provisions of this guidance beginning January 1, 2016 and determined that there is no impact to the Company’s consolidated financial position, results of operations and cash flows. |
Real Estate Investments (Tables
Real Estate Investments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Real Estate [Abstract] | |
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 the Company's unconsolidated joint venture, subsequent to March 31, 2016 . 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 April 1, 2016 - December 31, 2016 $ 77,008 2017 104,977 2018 102,941 2019 94,835 2020 95,310 Thereafter 552,608 Total $ 1,027,679 |
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 March 31, 2016 and 2015 , including annualized cash rent related to the Company's unconsolidated joint venture: March 31, Property Portfolio Tenant 2016 2015 Worldwide Plaza Cravath, Swaine & Moore, LLP 16% 16% Worldwide Plaza Nomura Holdings America, Inc. 11% 11% |
Schedule of Finite-Lived Intangible Assets | Acquired intangible assets and liabilities as of March 31, 2016 and December 31, 2015 consist of the following: March 31, 2016 (In thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intangible assets: In-place leases $ 113,310 $ 33,998 $ 79,312 Other intangibles 3,804 509 3,295 Above-market leases 20,398 4,073 16,325 Total acquired intangible assets $ 137,512 $ 38,580 $ 98,932 Intangible lease liabilities: Below-market leases $ 77,054 $ 22,959 $ 54,095 Above-market ground lease liability 17,968 1,064 16,904 Total market lease intangibles $ 95,022 $ 24,023 $ 70,999 December 31, 2015 (In thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intangible assets: In-place leases $ 113,392 $ 31,120 $ 82,272 Other intangibles 3,804 429 3,375 Above-market leases 20,398 3,713 16,685 Total acquired intangible assets $ 137,594 $ 35,262 $ 102,332 Intangible lease liabilities: Below-market leases $ 77,177 $ 21,110 $ 56,067 Above-market ground lease liability 17,968 952 17,016 Total market lease intangibles $ 95,145 $ 22,062 $ 73,083 The following table discloses amounts recognized within the consolidated statements of operations and comprehensive loss related to amortization of in-place leases and other intangibles, amortization and accretion of above- and below-market lease assets and liabilities, net and the amortization of above-market ground lease, for the periods presented: Three Months Ended March 31, (In thousands) 2016 2015 Amortization of in-place leases and other intangibles (1) $ 3,040 $ 6,170 Amortization and (accretion) of above- and below market leases, net (2) $ (1,612 ) $ (2,959 ) Amortization of above-market ground lease (3) $ (112 ) $ (112 ) _______________ (1) Reflected within depreciation and amortization expense. (2) Reflected within rental income. (3) Reflected within hotel expenses. |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The following table provides the projected amortization expense and adjustments to revenues for the next five years as of March 31, 2016 : April 1, 2016 - December 31, 2016 2017 2018 2019 2020 In-place leases $ 7,705 $ 9,612 $ 8,655 $ 8,271 $ 8,033 Other intangibles 241 321 321 321 321 Total to be included in depreciation and amortization expense $ 7,946 $ 9,933 $ 8,976 $ 8,592 $ 8,354 Above-market lease assets $ (1,068 ) $ (1,420 ) $ (1,420 ) $ (1,420 ) $ (1,407 ) Below-market lease liabilities 5,476 6,660 5,875 5,490 5,250 Total to be included in rental income $ 4,408 $ 5,240 $ 4,455 $ 4,070 $ 3,843 Above-market ground lease liability to be deducted from hotel expenses $ (337 ) $ (449 ) $ (449 ) $ (449 ) $ (449 ) |
Disposal Groups, Including Discontinued Operations | The following table summarizes the properties sold during the three months ended March 31, 2016 . The Company did not sell any properties during the three months ended March 31, 2015 . Property Borough Disposition Date Contract Sales Price Gain on Sale (1)(2) (in thousands) (in thousands) Duane Reade (3) Queens February 2, 2016 $ 12,600 $ 126 1623 Kings Highway Brooklyn February 17, 2016 17,000 4,293 Foot Locker Brooklyn March 30, 2016 8,400 2,086 $ 38,000 $ 6,505 ______________________ (1) Reflected within gain on sale of real estate investments, net in the consolidated statements of operations and comprehensive loss. (2) During the three months ended March 31, 2016 , the Company repaid three mortgage notes payable totaling $18.9 million as a result of the sales of Duane Reade, 1623 Kings Highway and Foot Locker. (3) Impairment charge of $0.9 million was recognized during the year ended December 31, 2015 in connection with the classification of Duane Reade as held for sale. |
Investment in Unconsolidated 25
Investment in Unconsolidated Joint Venture (Tables) - Worldwide Plaza | 3 Months Ended |
Mar. 31, 2016 | |
Schedule of Equity Method Investments [Line Items] | |
Condensed Balance Sheet | The condensed balance sheets as of March 31, 2016 and December 31, 2015 for Worldwide Plaza are as follows: (In thousands) March 31, 2016 December 31, 2015 (Unaudited) Real estate assets, at cost $ 714,654 $ 714,642 Less accumulated depreciation and amortization (122,077 ) (117,092 ) Total real estate assets, net 592,577 597,550 Cash and cash equivalents 4,689 9,036 Other assets 267,125 259,894 Total assets $ 864,391 $ 866,480 Debt $ 875,000 $ 875,000 Other liabilities 17,619 15,515 Total liabilities 892,619 890,515 Deficit (28,228 ) (24,035 ) Total liabilities and deficit $ 864,391 $ 866,480 Company's basis $ 208,558 $ 215,370 |
Condensed Income Statement | The condensed statements of operations for the three months ended March 31, 2016 and 2015 for Worldwide Plaza are as follows: Three Months Ended March 31, (In thousands) 2016 2015 Rental income $ 31,489 $ 30,514 Other revenue 1,230 1,217 Total revenue 32,719 31,731 Operating expenses: Operating expenses 11,986 12,241 Depreciation and amortization 6,772 6,850 Total operating expenses 18,758 19,091 Operating income 13,961 12,640 Interest expense (10,254 ) (9,882 ) Net income 3,707 2,758 Company's preferred return (4,067 ) (3,851 ) Net loss to members $ (360 ) $ (1,093 ) The following table presents the components of the income (loss) related to the Company's investment in Worldwide Plaza for the periods presented, which is included in income (loss) from unconsolidated joint venture on the consolidated statements of operations and comprehensive loss. Three Months Ended March 31, (In thousands) 2016 2015 Company's preferred return $ 4,067 $ 3,851 Company's share of net loss from Worldwide Plaza (176 ) (534 ) Amortization of basis difference (2,803 ) (3,082 ) Company's income from Worldwide Plaza $ 1,088 $ 235 |
Mortgage Notes Payable (Tables)
Mortgage Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Mortgage Notes Payable | The Company's mortgage notes payable as of March 31, 2016 and December 31, 2015 consist of the following: Outstanding Loan Amount Portfolio Encumbered Properties March 31, 2016 December 31, 2015 Effective Interest Rate Interest Rate Maturity (In thousands) (In thousands) Design Center 1 $ 19,695 $ 19,798 4.4 % Fixed Dec. 2021 1100 Kings Highway 1 20,200 20,200 3.4 % Fixed (1) Aug. 2017 256 West 38th Street 1 24,500 24,500 3.1 % Fixed (1) Dec. 2017 1440 Broadway (2) 1 305,000 305,000 4.0 % Variable (3) Oct. 2019 Foot Locker (4) — 3,250 Duane Reade (4) — 8,400 1623 Kings Highway (4) — 7,288 Mortgage notes payable, gross principal amount 369,395 388,436 Less: deferred financing costs, net (6,310 ) (6,993 ) Mortgage notes payable, net of deferred financing costs 4 $ 363,085 $ 381,443 4.0 % (5) ______________________ (1) Fixed through an interest rate swap agreement. (2) Total commitments of $325.0 million ; additional $20.0 million available, subject to lender approval, to fund certain tenant allowances, capital expenditures and leasing costs. (3) LIBOR portion is capped through an interest rate cap agreement. (4) During the three months ended March 31, 2016 , the Company repaid three mortgage notes payable as a result of the sales of Duane Reade, 1623 Kings Highway and Foot Locker. (5) Calculated on a weighted average basis for all mortgages outstanding as of March 31, 2016 . |
Schedule Of Aggregate Principal Payments On Mortgages | The following table summarizes the scheduled aggregate principal repayments subsequent to March 31, 2016 : (In thousands) Future Minimum Principal Payments April 1, 2016 - December 31, 2016 $ 315 2017 48,245 2018 3,703 2019 308,869 2020 4,041 Thereafter 4,222 Total $ 369,395 |
Fair Value of Financial Instr27
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Liabilities Measured on Recurring Basis | The following table presents information about the Company's derivatives that are presented net, measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 , aggregated by the level in the fair value hierarchy within which those instruments fall: (In thousands) Quoted Prices in Active Markets Level 1 Significant Other Observable Inputs Level 2 Significant Unobservable Inputs Level 3 Total March 31, 2016 Derivatives, net $ — $ (1,964 ) $ — $ (1,964 ) December 31, 2015 Derivatives, net $ — $ (835 ) $ — $ (835 ) The following table presents information about the Company's OPP, which is measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 , aggregated by the level in the fair value hierarchy within which the instrument falls: (In thousands) Quoted Prices in Active Markets Level 1 Significant Other Observable Inputs Level 2 Significant Unobservable Inputs Level 3 Total March 31, 2016 OPP $ — $ — $ 25,200 $ 25,200 December 31, 2015 OPP $ — $ — $ 43,500 $ 43,500 |
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. March 31, 2016 December 31, 2015 (In thousands) Level Gross Principal Balance Fair Value Gross Principal Balance Fair Value Mortgage notes payable 3 $ 369,395 $ 382,225 $ 388,436 $ 401,503 Credit Facility 3 $ 485,000 $ 487,249 $ 485,000 $ 487,579 |
Interest Rate Derivatives and28
Interest Rate Derivatives and Hedging Activities (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Derivatives | As of March 31, 2016 and December 31, 2015 , the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk. March 31, 2016 December 31, 2015 Interest Rate Derivative Number of Instruments Notional Amount Number of Instruments Notional Amount (In thousands) (In thousands) Interest rate swaps 3 $ 124,700 4 $ 131,988 As of March 31, 2016 , the Company had the following outstanding interest rate derivatives that were not designated as hedges in qualified hedging relationships. March 31, 2016 December 31, 2015 Interest Rate Derivative Number of Instruments Notional Amount Number of Instruments Notional Amount (In thousands) (In thousands) Interest rate caps 2 $ 305,000 2 $ 305,000 |
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 March 31, 2016 and December 31, 2015 : (In thousands) Balance Sheet Location March 31, 2016 December 31, 2015 Derivatives designated as hedging instruments: Interest rate swaps Derivative assets, at fair value $ — $ 15 Interest rate swaps Derivative liabilities, at fair value $ (2,129 ) $ (1,266 ) Derivatives not designated as hedging instruments: Interest rate caps Derivative assets, at fair value $ 165 $ 416 |
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 three months ended March 31, 2016 and 2015 : Three Months Ended March 31, (In thousands) 2016 2015 Amount of loss recognized in accumulated other comprehensive income (loss) from interest rate derivatives (effective portion) $ (1,235 ) $ (1,619 ) Amount of loss reclassified from accumulated other comprehensive income (loss) into income as interest expense (effective portion) $ (356 ) $ (526 ) Amount of loss recognized in loss on derivative instruments (ineffective portion, reclassifications of missed forecasted transactions and amounts excluded from effectiveness testing) $ — $ (4 ) |
Offsetting Liabilities | The table below presents a gross presentation, the effects of offsetting, and a net presentation of the Company's derivatives as of March 31, 2016 and December 31, 2015 . 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 consolidated 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 March 31, 2016 $ 165 $ (2,129 ) $ (1,964 ) $ — $ — $ (1,964 ) December 31, 2015 $ 431 $ (1,266 ) $ (835 ) $ — $ — $ (835 ) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
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 payments 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 April 1, 2016 - December 31, 2016 $ 3,716 $ 65 2017 4,905 86 2018 5,089 86 2019 5,346 86 2020 5,346 86 Thereafter 246,281 3,404 Total minimum lease payments $ 270,683 $ 3,813 Less: amounts representing interest (1,706 ) Total present value of minimum lease payments $ 2,107 |
Schedule of Capital Leased Assets | The following table discloses assets recorded under capital leases and the accumulated amortization thereon as of March 31, 2016 and December 31, 2015 . (In thousands) March 31, 2016 December 31, 2015 Buildings, fixtures and improvements $ 11,783 $ 11,783 Less accumulated depreciation and amortization (1,847 ) (1,705 ) Total real estate investments, net $ 9,936 $ 10,078 |
Related Party Transactions an30
Related Party Transactions and Arrangements (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The following table details revenues from related parties at the Viceroy Hotel. The Company did not have any receivables from related parties as of March 31, 2016 or December 31, 2015 . Three Months Ended March 31, (In thousands) 2016 2015 Hotel revenues $ 13 $ 22 |
Schedule of Amount Contractually Due and Forgiven in Connection With Operation Related Services | The following table details amounts incurred, waived and contractually due in connection with the operations related services described above as of and for the periods presented: Three Months Ended March 31, Payable (Receivable) as of 2016 2015 March 31, December 31, (In thousands) Incurred Waived Incurred Waived 2016 2015 Asset management fees $ 3,074 $ — $ 3,144 $ — $ (1 ) $ (7 ) Transfer agent and other professional fees 693 — 184 — 201 99 Property management fees — 485 — 536 — — Total related party operational fees and reimbursements $ 3,767 $ 485 $ 3,328 $ 536 $ 200 $ 92 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
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 three months ended March 31, 2016 : Number of Restricted Shares Weighted-Average Issue Price Unvested, December 31, 2015 316,570 $ 10.59 Vested (46,980 ) 10.37 Unvested, March 31, 2016 269,590 $ 10.63 |
Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Performance-Based Units, Performance Schedule | The Advisor is 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 if total stockholder 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 total stockholder return achieved is at least: 18% 6% 12% • 50% will be earned if total stockholder return achieved is: 0% 0% 0% • 0% will be earned if total stockholder return achieved is less than: 0% 0% 0% • 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 certain 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 derivatives that are presented net, measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 , aggregated by the level in the fair value hierarchy within which those instruments fall: (In thousands) Quoted Prices in Active Markets Level 1 Significant Other Observable Inputs Level 2 Significant Unobservable Inputs Level 3 Total March 31, 2016 Derivatives, net $ — $ (1,964 ) $ — $ (1,964 ) December 31, 2015 Derivatives, net $ — $ (835 ) $ — $ (835 ) The following table presents information about the Company's OPP, which is measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 , aggregated by the level in the fair value hierarchy within which the instrument falls: (In thousands) Quoted Prices in Active Markets Level 1 Significant Other Observable Inputs Level 2 Significant Unobservable Inputs Level 3 Total March 31, 2016 OPP $ — $ — $ 25,200 $ 25,200 December 31, 2015 OPP $ — $ — $ 43,500 $ 43,500 |
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 three months ended March 31, 2016 : (In thousands) OPP Beginning balance as of December 31, 2015 $ 43,500 Fair value adjustment (18,300 ) Ending balance as of March 31, 2016 $ 25,200 |
Valuation techniques | The following table provides quantitative information about significant Level 3 input used: Financial Instrument Fair Value Principal Valuation Technique Unobservable Inputs Input Value (In thousands) March 31, 2016 OPP $ 25,200 Monte Carlo Simulation Expected volatility 24.0% December 31, 2015 OPP $ 43,500 Monte Carlo Simulation Expected volatility 27.0% |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
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: Three Months Ended March 31, (In thousands, except share and per share data) 2016 2015 Net income (loss) attributable to stockholders $ 487 $ (8,516 ) Adjustments to net income (loss) attributable to stockholders for common share equivalents (68 ) — Diluted net income (loss) attributable to stockholders $ 419 $ (8,516 ) Weighted average shares outstanding, basic 163,872,612 162,092,424 Net income (loss) per share attributable to stockholders, basic $ — $ (0.05 ) Weighted average shares outstanding, diluted 167,926,110 162,092,424 Net income (loss) per share attributable to stockholders, diluted $ — $ (0.05 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The Company had the following common share equivalents for the period presented, which were excluded from the calculation of diluted loss per share attributable to stockholders as the effect would have been anti-dilutive: Three Months Ended March 31, 2015 Unvested restricted shares 371,016 OP units 4,270,841 LTIP units 8,880,579 Total anti-dilutive common share equivalents 13,522,436 |
Organization (Details)
Organization (Details) ft² in Millions | 3 Months Ended |
Mar. 31, 2016ft²property | |
Concentration Risk [Line Items] | |
Number of properties owned | property | 19 |
Area of real estate properties | ft² | 3.3 |
Occupancy percentage | 95.10% |
Weighted-average remaining lease term | 9 years 3 months 18 days |
Office Building [Member] | Property Type Concentration Risk [Member] | Composition of Real Estate Portfolio [Member] | |
Concentration Risk [Line Items] | |
Concentration risk percent | 83.00% |
Retail Site [Member] | Property Type Concentration Risk [Member] | Composition of Real Estate Portfolio [Member] | |
Concentration Risk [Line Items] | |
Concentration risk percent | 9.00% |
Other Property [Member] | Property Type Concentration Risk [Member] | Composition of Real Estate Portfolio [Member] | |
Concentration Risk [Line Items] | |
Concentration risk percent | 8.00% |
Summary of Significant Accoun34
Summary of Significant Accounting Policies (Narrative) (Details) - Accounting Standards Update 2015-03 [Member] - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Deferred Costs | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Deferred finance costs | $ (6.3) | $ (7) |
Mortgage Notes Payable | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Deferred finance costs | $ 6.3 | $ 7 |
Real Estate Investments (Schedu
Real Estate Investments (Schedule of Future Minimum Rental Payments for Operating Lease) (Details) $ in Thousands | Mar. 31, 2016USD ($) |
Real Estate [Abstract] | |
April 1, 2016 - December 31, 2016 | $ 77,008 |
2,017 | 104,977 |
2,018 | 102,941 |
2,019 | 94,835 |
2,020 | 95,310 |
Thereafter | 552,608 |
Total | $ 1,027,679 |
Real Estate Investments (Sche36
Real Estate Investments (Schedule of Annualized Rental Income by Major Tenant) (Details) - Worldwide Plaza | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cravath, Swaine & Moore, LLP | ||
Revenue, Major Customer [Line Items] | ||
Major tenant rental income, as a percentage of total annualized rental income | 16.00% | 16.00% |
Nomura Holdings America, Inc. | ||
Revenue, Major Customer [Line Items] | ||
Major tenant rental income, as a percentage of total annualized rental income | 11.00% | 11.00% |
Real Estate Investments (Intang
Real Estate Investments (Intangible Assets and Acquired Lease Liabilities) (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets | $ 137,512 | $ 137,594 |
Accumulated Amortization | 38,580 | 35,262 |
Finite lived intangible assets, net | 98,932 | 102,332 |
Below market lease | 77,054 | 77,177 |
Below market lease, accumulated amortization | 22,959 | 21,110 |
Below market lease, net | 54,095 | 56,067 |
Intangible liabilities | 95,022 | 95,145 |
Intangible liabilities, accumulated amortization | 24,023 | 22,062 |
Intangible liabilities, net | 70,999 | 73,083 |
Leases, Acquired-in-Place | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets | 113,310 | 113,392 |
Accumulated Amortization | 33,998 | 31,120 |
Finite lived intangible assets, net | 79,312 | 82,272 |
Other Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets | 3,804 | 3,804 |
Accumulated Amortization | 509 | 429 |
Finite lived intangible assets, net | 3,295 | 3,375 |
Above Market Leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets | 20,398 | 20,398 |
Accumulated Amortization | 4,073 | 3,713 |
Finite lived intangible assets, net | 16,325 | 16,685 |
Above-market ground lease liability | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible liabilities | 17,968 | 17,968 |
Intangible liabilities, accumulated amortization | 1,064 | 952 |
Intangible liabilities, net | $ 16,904 | $ 17,016 |
Real Estate Investments (Summar
Real Estate Investments (Summary of Amortization and Accretion Recognized) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2014 | |
Depreciation and Amortization | In-Place Leases and Other Intangibles | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangible assets | $ 3,040 | $ 6,170 |
Rental Income | Above Market Ground Lease | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization and (accretion) of above- and below market leases, net | (1,612) | (2,959) |
Hotel Expense | Above Market Ground Lease | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangible assets | $ (112) | $ (112) |
Real Estate Investments (Sche39
Real Estate Investments (Schedule of Intangible Assets) (Details) $ in Thousands | Mar. 31, 2016USD ($) |
Amortization Expense | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortization expense, April 1, 2016 - December 31, 2016 | $ 7,946 |
Amortization expense 2017 | 9,933 |
Amortization expense 2018 | 8,976 |
Amortization expense 2019 | 8,592 |
Amortization expense 2020 | 8,354 |
Amortization Expense | Leases, Acquired-in-Place | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortization expense, April 1, 2016 - December 31, 2016 | 7,705 |
Amortization expense 2017 | 9,612 |
Amortization expense 2018 | 8,655 |
Amortization expense 2019 | 8,271 |
Amortization expense 2020 | 8,033 |
Amortization Expense | Other Intangible Assets | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortization expense, April 1, 2016 - December 31, 2016 | 241 |
Amortization expense 2017 | 321 |
Amortization expense 2018 | 321 |
Amortization expense 2019 | 321 |
Amortization expense 2020 | 321 |
Rental Income | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortization expense, April 1, 2016 - December 31, 2016 | 4,408 |
Amortization expense 2017 | 5,240 |
Amortization expense 2018 | 4,455 |
Amortization expense 2019 | 4,070 |
Amortization expense 2020 | 3,843 |
Below market lease amortization income, April 1, 2016 - December 31, 2016 | 5,476 |
Below market lease amortization income 2017 | 6,660 |
Below market lease amortization income 2018 | 5,875 |
Below market lease amortization income 2019 | 5,490 |
Below market lease amortization income 2020 | 5,250 |
Rental Income | Above Market Leases | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortization expense, April 1, 2016 - December 31, 2016 | (1,068) |
Amortization expense 2017 | (1,420) |
Amortization expense 2018 | (1,420) |
Amortization expense 2019 | (1,420) |
Amortization expense 2020 | (1,407) |
Hotel Expense | Above-market ground lease liability | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortization expense, April 1, 2016 - December 31, 2016 | (337) |
Amortization expense 2017 | (449) |
Amortization expense 2018 | (449) |
Amortization expense 2019 | (449) |
Amortization expense 2020 | $ (449) |
Real Estate Investments (Real E
Real Estate Investments (Real Estate Sales) (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2016USD ($)mortgage | Mar. 31, 2015USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain on sale of real estate investments, net | $ 6,505 | $ 0 | $ 0 | ||
Payments on mortgage notes payable | 19,041 | $ 121 | |||
Held-for-sale Property | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Contract Sales Price | 38,000 | ||||
Gain on sale of real estate investments, net | [1] | $ 6,505 | |||
Number of mortgages repaid | mortgage | 3 | ||||
Payments on mortgage notes payable | $ 18,900 | ||||
Duane Reade | Held-for-sale Property | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Contract Sales Price | [2] | 12,600 | |||
Gain on sale of real estate investments, net | [1],[2] | 126 | |||
Impairment charge | $ 900 | ||||
1623 Kings Highway | Held-for-sale Property | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Contract Sales Price | 17,000 | ||||
Gain on sale of real estate investments, net | [1] | 4,293 | |||
Foot Locker | Held-for-sale Property | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Contract Sales Price | 8,400 | ||||
Gain on sale of real estate investments, net | [1] | $ 2,086 | |||
[1] | Reflected within gain on sale of real estate investments, net in the consolidated statements of operations and comprehensive loss. | ||||
[2] | Impairment charge of $0.9 million was recognized during the year ended December 31, 2015 in connection with the classification of Duane Reade as held for sale. |
Investment in Unconsolidated 41
Investment in Unconsolidated Joint Venture (Narrative) (Details) - USD ($) $ in Thousands | Oct. 30, 2013 | Mar. 31, 2016 | Dec. 31, 2015 |
Schedule of Equity Method Investments [Line Items] | |||
Investments in unconsolidated joint venture | $ 208,558 | $ 215,370 | |
Worldwide Plaza | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 48.90% | ||
Aggregate cost | $ 220,100 | ||
Agreed upon value | 1,300,000 | ||
Notes payable | $ 875,000 | 875,000 | 875,000 |
Interest rate | 4.60% | ||
Purchase option term | 38 months | ||
Purchase obligation | $ 1,400,000 | ||
Fee for non-exercise of purchase option | 25,000 | ||
Potential loss on investment | 233,600 | ||
Difference between carrying amount and underlying equity | $ 260,600 | ||
Investments in unconsolidated joint venture | 208,558 | $ 215,370 | |
Parent Company | Worldwide Plaza | |||
Schedule of Equity Method Investments [Line Items] | |||
Notes payable | $ 427,900 |
Investment in Unconsolidated 42
Investment in Unconsolidated Joint Venture (Condensed Balance Sheet) (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Oct. 30, 2013 |
Schedule of Equity Method Investments [Line Items] | |||||
Real estate assets, at cost | $ 1,828,611 | $ 1,822,903 | |||
Less accumulated depreciation and amortization | (189,856) | (172,668) | |||
Total real estate investments, net | 1,638,755 | 1,650,235 | |||
Cash and cash equivalents | 100,162 | 98,604 | $ 49,360 | $ 22,512 | |
Total assets | 2,019,895 | 2,064,762 | |||
Total liabilities | 954,003 | 972,493 | |||
Deficit | (387,670) | (369,273) | |||
Total liabilities and equity | 2,019,895 | 2,064,762 | |||
Company's basis | 208,558 | 215,370 | |||
Worldwide Plaza | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Real estate assets, at cost | 714,654 | 714,642 | |||
Less accumulated depreciation and amortization | (122,077) | (117,092) | |||
Total real estate investments, net | 592,577 | 597,550 | |||
Cash and cash equivalents | 4,689 | 9,036 | |||
Other assets | 267,125 | 259,894 | |||
Total assets | 864,391 | 866,480 | |||
Debt | 875,000 | 875,000 | $ 875,000 | ||
Other liabilities | 17,619 | 15,515 | |||
Total liabilities | 892,619 | 890,515 | |||
Deficit | (28,228) | (24,035) | |||
Total liabilities and equity | 864,391 | 866,480 | |||
Company's basis | $ 208,558 | $ 215,370 |
Investment in Unconsolidated 43
Investment in Unconsolidated Joint Venture (Condensed Income Statement) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Schedule of Equity Method Investments [Line Items] | ||
Rental income | $ 29,009 | $ 33,478 |
Other revenue | 3,371 | 4,162 |
Total revenue | 36,709 | 41,849 |
Property operating | 10,366 | 10,969 |
Depreciation and amortization | 17,225 | 21,680 |
Total operating expenses | 33,924 | 45,538 |
Operating income | 2,785 | (3,689) |
Interest expense | (9,726) | (6,249) |
Net income (loss) | 419 | (8,777) |
Net income (loss) attributable to stockholders | 487 | (8,516) |
Company's share of net loss from Worldwide Plaza | 1,088 | 235 |
Income from unconsolidated joint venture | 1,088 | 235 |
Worldwide Plaza | ||
Schedule of Equity Method Investments [Line Items] | ||
Rental income | 31,489 | 30,514 |
Other revenue | 1,230 | 1,217 |
Total revenue | 32,719 | 31,731 |
Property operating | 11,986 | 12,241 |
Depreciation and amortization | 6,772 | 6,850 |
Total operating expenses | 18,758 | 19,091 |
Operating income | 13,961 | 12,640 |
Interest expense | (10,254) | (9,882) |
Net income (loss) | 3,707 | 2,758 |
Company's preferred return | (4,067) | (3,851) |
Net income (loss) attributable to stockholders | (360) | (1,093) |
Company's preferred return | 4,067 | 3,851 |
Company's share of net loss from Worldwide Plaza | (176) | (534) |
Amortization of basis difference | $ (2,803) | $ (3,082) |
Credit Facility (Details)
Credit Facility (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | Apr. 14, 2014 | |
Line of Credit Facility [Line Items] | ||||
Maximum capacity on credit facility | $ 705,000,000 | |||
Additional borrowing capacity under certain circumstances | 1,000,000,000 | |||
Credit facility | $ 485,000,000 | $ 485,000,000 | ||
Term Loan | ||||
Line of Credit Facility [Line Items] | ||||
Maximum capacity on credit facility | 305,000,000 | |||
Credit facility | 305,000,000 | 305,000,000 | ||
Revolving Loan | ||||
Line of Credit Facility [Line Items] | ||||
Maximum capacity on credit facility | $ 400,000,000 | |||
Credit facility | $ 180,000,000 | $ 180,000,000 | ||
Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Effective interest rate | 2.57% | 2.39% | ||
Remaining borrowing capacity | $ 58,700,000 | |||
Credit Facility | LIBOR | ||||
Line of Credit Facility [Line Items] | ||||
Unused capacity commitment fee percentage threshold | 50.00% | |||
Credit Facility | Line of Credit Facility, Interest Rate, Option One | Minimum | LIBOR | ||||
Line of Credit Facility [Line Items] | ||||
Spread on variable rate basis | 1.50% | |||
Credit Facility | Line of Credit Facility, Interest Rate, Option One | Maximum | LIBOR | ||||
Line of Credit Facility [Line Items] | ||||
Spread on variable rate basis | 2.25% | |||
Credit Facility | Line of Credit Facility, Interest Rate, Option Two | Minimum | Base Rate | ||||
Line of Credit Facility [Line Items] | ||||
Spread on variable rate basis | 0.50% | |||
Credit Facility | Line of Credit Facility, Interest Rate, Option Two | Maximum | Base Rate | ||||
Line of Credit Facility [Line Items] | ||||
Spread on variable rate basis | 1.25% | |||
Credit Facility | Line of Credit Facility, Base Rate, Option Two | Federal Funds Effective Rate | ||||
Line of Credit Facility [Line Items] | ||||
Spread on variable rate basis | 0.50% | |||
Credit Facility | Line of Credit Facility, Base Rate, Option Three | One-Month LIBOR | ||||
Line of Credit Facility [Line Items] | ||||
Spread on variable rate basis | 1.00% | |||
Credit Facility | Below Threshold | LIBOR | ||||
Line of Credit Facility [Line Items] | ||||
Unused capacity fee percentage | 0.15% | |||
Credit Facility | Above Threshold | LIBOR | ||||
Line of Credit Facility [Line Items] | ||||
Unused capacity fee percentage | 0.25% | |||
Interest Expense | ||||
Line of Credit Facility [Line Items] | ||||
Error correction, amount | $ 300,000 | |||
Net Loss | ||||
Line of Credit Facility [Line Items] | ||||
Error correction, amount | $ 300,000 |
Mortgage Notes Payable (Schedul
Mortgage Notes Payable (Schedule of Mortgage Notes Payable) (Details) | 3 Months Ended | ||
Mar. 31, 2016USD ($)mortgageproperty | Dec. 31, 2015USD ($) | ||
Debt Instrument [Line Items] | |||
Outstanding Loan Amount | $ 369,395,000 | ||
Mortgage notes payable, net of deferred financing costs | 363,085,000 | $ 381,443,000 | |
1440 Broadway | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 325,000,000 | ||
Mortgages | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | property | 4 | ||
Outstanding Loan Amount | $ 369,395,000 | 388,436,000 | |
Effective Interest Rate | [1] | 4.00% | |
Less: deferred financing costs, net | $ (6,310,000) | (6,993,000) | |
Mortgages | Design Center | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | property | 1 | ||
Outstanding Loan Amount | $ 19,695,000 | 19,798,000 | |
Effective Interest Rate | 4.40% | ||
Mortgages | 1100 Kings Highway | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | property | 1 | ||
Outstanding Loan Amount | $ 20,200,000 | 20,200,000 | |
Effective Interest Rate | 3.40% | ||
Mortgages | 256 West 38th Street | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | property | 1 | ||
Outstanding Loan Amount | $ 24,500,000 | 24,500,000 | |
Effective Interest Rate | 3.10% | ||
Mortgages | 1440 Broadway | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | property | [2] | 1 | |
Outstanding Loan Amount | [2] | $ 305,000,000 | 305,000,000 |
Effective Interest Rate | [2] | 4.00% | |
Additional available borrowing capacity | $ 20,000,000 | ||
Mortgages | Foot Locker | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | property | [3] | ||
Outstanding Loan Amount | [3] | $ 0 | 3,250,000 |
Effective Interest Rate | [3] | ||
Mortgages | Duane Reade | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | property | [3] | ||
Outstanding Loan Amount | [3] | $ 0 | 8,400,000 |
Effective Interest Rate | [3] | ||
Mortgages | 1623 Kings Highway | |||
Debt Instrument [Line Items] | |||
Encumbered Properties | property | [3] | ||
Outstanding Loan Amount | [3] | $ 0 | $ 7,288,000 |
Effective Interest Rate | [3] | ||
Held-for-sale Property | |||
Debt Instrument [Line Items] | |||
Number of mortgages repaid | mortgage | 3 | ||
[1] | Calculated on a weighted average basis for all mortgages outstanding as of March 31, 2016. | ||
[2] | Total commitments of $325.0 million; additional $20.0 million available, subject to lender approval, to fund certain tenant allowances, capital expenditures and leasing costs. | ||
[3] | During the three months ended March 31, 2016, the Company repaid three mortgage notes payable as a result of the sales of Duane Reade, 1623 Kings Highway and Foot Locker. |
Mortgage Notes Payable (Narrati
Mortgage Notes Payable (Narrative) (Details) $ in Millions | Mar. 31, 2016USD ($) |
Debt Instrument [Line Items] | |
Maximum guarantee cap | $ 5.3 |
Mortgages | |
Debt Instrument [Line Items] | |
Real estate investments at cost related to mortgages | $ 635.1 |
Mortgage Notes Payable (Sched47
Mortgage Notes Payable (Schedule of Aggregate Future Principal Payments On Mortgage Notes Payable) (Details) $ in Thousands | Mar. 31, 2016USD ($) |
Debt Disclosure [Abstract] | |
April 1, 2016 - December 31, 2016 | $ 315 |
2,016 | 48,245 |
2,017 | 3,703 |
2,018 | 308,869 |
2,019 | 4,041 |
Thereafter | 4,222 |
Total | $ 369,395 |
Fair Value of Financial Instr48
Fair Value of Financial Instruments (Schedule of Fair Value, Liabilities Measured on Recurring Basis) (Details) - Derivatives, net - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives, net | $ (1,964) | $ (835) |
Quoted Prices in Active Markets Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives, net | 0 | 0 |
Significant Other Observable Inputs Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives, net | (1,964) | (835) |
Significant Unobservable Inputs Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives, net | $ 0 | $ 0 |
Fair Value of Financial Instr49
Fair Value of Financial Instruments (Fair Value, by Balance Sheet Grouping) (Details) - Level 3 - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Mortgage notes payable | Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt, fair value | $ 369,395 | $ 388,436 |
Mortgage notes payable | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt, fair value | 382,225 | 401,503 |
Credit Facility | Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt, fair value | 485,000 | 485,000 |
Credit Facility | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt, fair value | $ 487,249 | $ 487,579 |
Interest Rate Derivatives and50
Interest Rate Derivatives and Hedging Activities (Narrative) (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016USD ($)derivative | Mar. 31, 2015USD ($) | |
Derivative [Line Items] | ||
Loss on derivative instruments | $ 251 | $ 4 |
Loss on derivative instruments | $ 251 | $ 4 |
Derivatives, net | ||
Derivative [Line Items] | ||
Number of derivative instruments terminated | derivative | 1 | |
Designated as Hedging Instrument | Derivatives, net | ||
Derivative [Line Items] | ||
Loss on derivative instruments | $ 24 | |
Designated as Hedging Instrument | Cash Flow Hedging | Derivatives at Fair Value | Interest rate swaps | ||
Derivative [Line Items] | ||
Fair value of derivatives | 2,200 | |
Designated as Hedging Instrument | Cash Flow Hedging | Derivatives, net | ||
Derivative [Line Items] | ||
Amount required to settle its obligations under the agreement at its aggregate termination value incase of breach | $ 2,200 | |
Designated as Hedging Instrument | Cash Flow Hedging | Derivatives, net | Interest Expense | ||
Derivative [Line Items] | ||
Interests reclassified to AOCI | 12 months | |
Interests reclassified to AOCI period | $ 1,100 | |
Not Designated as Hedging Instrument | Interest rate caps | ||
Derivative [Line Items] | ||
Loss on derivative instruments | $ 300 |
Interest Rate Derivatives and51
Interest Rate Derivatives and Hedging Activities (Schedule Of Interest Rate Derivative) (Details) $ in Thousands | Mar. 31, 2016USD ($)derivative | Dec. 31, 2015USD ($)derivative |
Interest rate caps | Not Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Number of instruments (in securities) | derivative | 2 | 2 |
Notional Amount | $ | $ 305,000 | $ 305,000 |
Interest rate swaps | Designated as Hedging Instrument | Cash Flow Hedging | ||
Derivative [Line Items] | ||
Number of instruments (in securities) | derivative | 3 | 4 |
Notional Amount | $ | $ 124,700 | $ 131,988 |
Interest Rate Derivatives and52
Interest Rate Derivatives and Hedging Activities (Schedule of Derivative Instruments in Statement of Financial Position, Fair Value) (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Interest rate caps | Not Designated as Hedging Instrument | Derivative Assets, at Fair Value | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, at fair value | $ 165 | $ 416 |
Cash Flow Hedging | Interest rate swaps | Designated as Hedging Instrument | Derivative Assets, at Fair Value | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, at fair value | 0 | 15 |
Cash Flow Hedging | Interest rate swaps | Designated as Hedging Instrument | Derivative Liabilities, at Fair Value | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities, at fair value | $ (2,129) | $ (1,266) |
Interest Rate Derivatives and53
Interest Rate Derivatives and Hedging Activities (Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance) (Details) - Cash Flow Hedging - Derivatives, net - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of loss recognized in accumulated other comprehensive income (loss) from interest rate derivatives (effective portion) | $ (1,235) | $ (1,619) |
Amount of loss recognized in loss on derivative instruments (ineffective portion, reclassifications of missed forecasted transactions and amounts excluded from effectiveness testing) | 0 | (4) |
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) | $ (356) | $ (526) |
Interest Rate Derivatives and54
Interest Rate Derivatives and Hedging Activities (Schedule of Offsetting Liabilities) (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Gross Amounts of Recognized Assets | $ 165 | $ 431 |
Gross Amounts of Recognized Liabilities | (2,129) | (1,266) |
Net Amounts of Assets (Liabilities) presented on the Balance Sheet | (1,964) | (835) |
Financial Instruments | 0 | 0 |
Cash Collateral Posted | 0 | 0 |
Net Amount | $ (1,964) | $ (835) |
Common Stock (Details)
Common Stock (Details) - $ / shares | Feb. 01, 2016 | Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Dec. 31, 2015 |
Class of Stock [Line Items] | |||||
Common stock, shares outstanding (in shares) | 165,028,289 | 165,028,289 | 162,529,811 | ||
Shares issued (in shares) | 2,515,406 | ||||
Dividends declared (in dollars per share) | $ 0.115 | $ 0.115 | $ 0.46 | ||
Common stock | |||||
Class of Stock [Line Items] | |||||
Common stock, shares outstanding (in shares) | 165,028,289 | 165,028,289 | 162,529,811 | ||
OP units converted to common stock (in shares) | 2,515,406 |
Commitments and Contingencies56
Commitments and Contingencies (Minimum Lease Payments) (Details) $ in Thousands | Mar. 31, 2016USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
April 1, 2016 - December 31, 2016, Operating Leases | $ 3,716 |
2017, Operating Leases | 4,905 |
2018, Operating Leases | 5,089 |
2019, Operating Leases | 5,346 |
2020, Operating Leases | 5,346 |
Thereafter, Operating Leases | 246,281 |
Total, Operating Leases | 270,683 |
Capital Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
April 1, 2016 - December 31, 2016, Capital Leases | 65 |
2017, Capital Leases | 86 |
2018, Capital Leases | 86 |
2019, Capital Leases | 86 |
2020, Capital Leases | 86 |
Thereafter, Capital Leases | 3,404 |
Total, Capital Leases | 3,813 |
Less: amounts representing interest | (1,706) |
Total present value of minimum lease payments | $ 2,107 |
Commitments and Contingencies57
Commitments and Contingencies (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Oct. 30, 2013 | |
Business Acquisition [Line Items] | |||
Rent expense | $ 1,900 | $ 1,900 | |
Interest expense | $ 16 | $ 16 | |
Worldwide Plaza | |||
Business Acquisition [Line Items] | |||
Ownership percentage | 48.90% |
Commitments and Contingencies58
Commitments and Contingencies (Capital Lease Assets) (Details) - Building and Building Improvements - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Capital Leased Assets [Line Items] | ||
Buildings, fixtures and improvements | $ 11,783 | $ 11,783 |
Less accumulated depreciation and amortization | (1,847) | (1,705) |
Total real estate investments, net | $ 9,936 | $ 10,078 |
Related Party Transactions an59
Related Party Transactions and Arrangements (Revenues and Receivables from Related Party) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||
Receivable | $ (200) | $ (92) | |
Viceroy Hotel | Affiliated Entity | |||
Related Party Transaction [Line Items] | |||
Revenue from related parties | $ 13 | $ 22 |
Related Party Transactions an60
Related Party Transactions and Arrangements (Advisor and its Affiliates) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Related Party Transaction [Line Items] | ||
Fees paid to related parties | $ 3,767,000 | $ 3,328,000 |
Advisor | ||
Related Party Transaction [Line Items] | ||
Cost of assets maximum | $ 3,000,000,000 | |
Asset management fees earned above | 0.40% | |
Average Invested Assets | Advisor | ||
Related Party Transaction [Line Items] | ||
Asset management fees as a percentage of benchmark | 0.50% | |
Cost of assets maximum | $ 3,000,000,000 | |
Gross Revenue, Multi-tenant Properties | Advisor | ||
Related Party Transaction [Line Items] | ||
Property management fees as a percentage of benchmark | 4.00% | |
Maximum | Average Invested Assets | Advisor | ||
Related Party Transaction [Line Items] | ||
Operating expenses as a percentage of benchmark | 2.00% | |
Maximum | Gross Revenue, Managed Properties | Advisor | ||
Related Party Transaction [Line Items] | ||
Oversight fees as a percentage of benchmark | 1.00% | |
Maximum | 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% | |
Maximum | Contract Sales Price | Advisor | ||
Related Party Transaction [Line Items] | ||
Real estate commission earned by related party | 2.00% | |
Reimbursement of Costs and Expenses | Advisor | ||
Related Party Transaction [Line Items] | ||
Fees paid to related parties | $ 700,000 | 0 |
Brokerage Commission Fees | Maximum | Contract Sales Price | Advisor | ||
Related Party Transaction [Line Items] | ||
Real estate commission earned by related party | 50.00% | |
Real Estate Commissions | Maximum | Contract Sales Price | Advisor | ||
Related Party Transaction [Line Items] | ||
Real estate commission earned by related party | 6.00% | |
Property Disposition Fees | Advisor | ||
Related Party Transaction [Line Items] | ||
Fees paid to related parties | $ 200,000 | $ 0 |
Related Party Transactions an61
Related Party Transactions and Arrangements (Fees Paid in Connection With the Operations of the Company, Incurred, Waived and Payable) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||
Expenses incurred | $ 3,767 | $ 3,328 | |
Expenses waived | 485 | 536 | |
Payable (Receivable) | 200 | $ 92 | |
Asset management fees | |||
Related Party Transaction [Line Items] | |||
Expenses incurred | 3,074 | 3,144 | |
Expenses waived | 0 | 0 | |
Payable (Receivable) | (1) | (7) | |
Transfer agent and other professional fees | |||
Related Party Transaction [Line Items] | |||
Expenses incurred | 693 | 184 | |
Expenses waived | 0 | 0 | |
Payable (Receivable) | 201 | 99 | |
Property management fees | |||
Related Party Transaction [Line Items] | |||
Expenses incurred | 0 | 0 | |
Expenses waived | 485 | $ 536 | |
Payable (Receivable) | $ 0 | $ 0 |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
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] | |||
Number of shares authorized (in shares) | 500,000 | ||
Restricted Stock | Restricted Share Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity-based compensation | $ 100 | $ 19 | |
Compensation cost not yet recognized | $ 1,600 | ||
Shares expected to vest | 2 years 10 months 24 days | ||
Advisor | Restricted Stock | Restricted Share Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Granted (in shares) | 279,365 | ||
Forfeited (in shares) | 79,805 | ||
Share-based payment award, award vesting rights | 25.00% | ||
Independent Directors | Restricted Stock | Restricted Share Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Maximum percent of awards as a percent of total outstanding | 10.00% | ||
Common stock, par value (in dollars per share) | $ 0.01 | ||
Vesting period | 3 years | ||
Vesting percentage | 33.30% |
Share-Based Compensation (Restr
Share-Based Compensation (Restricted Stock Activity) (Details) - Restricted Share Plan - Restricted Stock - $ / shares | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Beginning Balance (in shares) | 316,570 | |
Vested (in shares) | (46,980) | |
Ending Balance (in shares) | 269,590 | |
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) | $ 10.63 | $ 10.59 |
Vested (in dollars per share) | 10.37 | |
Ending Balance (in dollars per share) | $ 10.63 |
Share-Based Compensation (Multi
Share-Based Compensation (Multi-Year Outperformance Plan Agreement) (Details) - USD ($) | Apr. 15, 2016 | Apr. 15, 2015 | Apr. 15, 2014 | Mar. 31, 2016 | Mar. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Payments of distributions | $ 428,000 | $ 593,000 | ||||
New Multi-Year Outperformance Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity-based compensation | $ (6,500,000) | 200,000 | ||||
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% | |||||
Shares earned (in shares) | 367,059 | |||||
Distribution entitlement percentage | 10.00% | |||||
Payments of distributions | $ 100,000 | $ 100,000 | ||||
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 if total stockholder return attained above an absolute hurdle measured from the beginning of such period: | 21.00% | |||||
100% will be earned if total stockholder return achieved is at least: | [1] | 18.00% | ||||
50% will be earned if total stockholder return achieved is: | [1] | 0.00% | ||||
0% will be earned if total stockholder return achieved is less than: | [1] | 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 if total stockholder return attained above an absolute hurdle measured from the beginning of such period: | 7.00% | |||||
100% will be earned if total stockholder return achieved is at least: | [1] | 6.00% | ||||
50% will be earned if total stockholder return achieved is: | [1] | 0.00% | ||||
0% will be earned if total stockholder return achieved is less than: | [1] | 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 if total stockholder return attained above an absolute hurdle measured from the beginning of such period: | 14.00% | |||||
100% will be earned if total stockholder return achieved is at least: | [1] | 12.00% | ||||
50% will be earned if total stockholder return achieved is: | [1] | 0.00% | ||||
0% will be earned if total stockholder return achieved is less than: | [1] | 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% | |||||
Subsequent Event | New Multi-Year Outperformance Plan | Performance Shares | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares earned (in shares) | 805,679 | |||||
[1] | The “Peer Group” is comprised of certain companies in the SNL US REIT Office Index. |
Share-Based Compensation (Fair
Share-Based Compensation (Fair Value Inputs) (Details) - Multi-year Outperformance Plan - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
OPP | $ 25,200 | $ 43,500 |
Quoted Prices in Active Markets Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
OPP | 0 | 0 |
Significant Other Observable Inputs Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
OPP | 0 | 0 |
Significant Unobservable Inputs Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
OPP | $ 25,200 | $ 43,500 |
Share-Based Compensation (Level
Share-Based Compensation (Level 3 Reconciliations) (Details) - Multi-year Outperformance Plan - Share Based Compensation Liability $ in Thousands | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning Balance | $ 43,500 |
Fair value adjustment | (18,300) |
Ending Balance | $ 25,200 |
Share-Based Compensation (Valua
Share-Based Compensation (Valuation Techniques) (Details) - Monte Carlo Simulation - Fair Value, Measurements, Recurring - Share Based Compensation Liability - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||
OPP | $ 25,200 | $ 43,500 |
Expected volatility | 24.00% | 27.00% |
Net Loss Per Share (Schedule of
Net Loss Per Share (Schedule of Earnings Per Share, Basic and Diluted) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Earnings Per Share [Abstract] | ||
Net income (loss) attributable to stockholders | $ 487 | $ (8,516) |
Adjustments to net income (loss) attributable to stockholders for common share equivalents | (68) | 0 |
Diluted net income (loss) attributable to stockholders | $ 419 | $ (8,516) |
Basic weighted average shares outstanding (in shares) | 163,872,612 | 162,092,424 |
Basic net income (loss) per share attributable to stockholders (in dollars per share) | $ 0 | $ (0.05) |
Diluted weighted average common shares outstanding (in shares) | 167,926,110 | 162,092,424 |
Diluted net income (loss) per share attributable to stockholders (in dollars per share) | $ 0 | $ (0.05) |
Net Loss Per Share (Schedule 69
Net Loss Per Share (Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share) (Details) | 3 Months Ended |
Mar. 31, 2015shares | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Total anti-dilutive common share equivalents (in shares) | 13,522,436 |
Unvested restricted stock | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Total anti-dilutive common share equivalents (in shares) | 371,016 |
OP units | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Total anti-dilutive common share equivalents (in shares) | 4,270,841 |
LTIP units | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Total anti-dilutive common share equivalents (in shares) | 8,880,579 |
Non-Controlling Interests (Deta
Non-Controlling Interests (Details) - USD ($) $ in Thousands | Feb. 01, 2016 | Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 |
Noncontrolling Interest [Line Items] | ||||
Payments of distributions | $ 428 | $ 593 | ||
OP units converted to common stock | 0 | |||
Non- controlling Interests | ||||
Noncontrolling Interest [Line Items] | ||||
OP units converted to common stock | (23,239) | |||
Common stock | ||||
Noncontrolling Interest [Line Items] | ||||
OP units converted to common stock (in shares) | 2,515,406 | |||
Advisor | ||||
Noncontrolling Interest [Line Items] | ||||
Payments of distributions | $ 400 | $ 600 | ||
OP units | Advisor | ||||
Noncontrolling Interest [Line Items] | ||||
Nonvested Shares outstanding (in shares) | 1,662,684 | 4,178,090 | ||
LTIP units | Advisor | ||||
Noncontrolling Interest [Line Items] | ||||
Nonvested Shares outstanding (in shares) | 8,880,579 | 8,880,579 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - shares | May. 02, 2016 | Apr. 15, 2016 | Feb. 01, 2016 | Apr. 15, 2015 |
Subsequent Event [Line Items] | ||||
Shares issued (in shares) | 2,515,406 | |||
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Shares issued (in shares) | 94,659 | |||
OP units converted to common stock (in shares) | 94,659 | |||
Performance Shares | New Multi-Year Outperformance Plan | ||||
Subsequent Event [Line Items] | ||||
Shares earned (in shares) | 367,059 | |||
Performance Shares | New Multi-Year Outperformance Plan | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Shares earned (in shares) | 805,679 |