Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 31, 2017 | Jun. 30, 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-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 167,897,796 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 1.5 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Real estate investments, at cost: | ||
Land | $ 477,171 | $ 477,171 |
Buildings, fixtures and improvements | 1,176,152 | 1,208,138 |
Acquired intangible assets | 132,348 | 137,594 |
Total real estate investments, at cost | 1,785,671 | 1,822,903 |
Less accumulated depreciation and amortization | (210,738) | (172,668) |
Total real estate investments, net | 1,574,933 | 1,650,235 |
Cash and cash equivalents | 45,536 | 98,604 |
Restricted cash | 3,058 | 2,019 |
Investment in unconsolidated joint venture | 190,585 | 215,370 |
Assets held for sale | 0 | 29,268 |
Derivatives, at fair value | 165 | 431 |
Tenant and other receivables | 3,904 | 3,537 |
Receivable for mortgage proceeds | 260,000 | 0 |
Unbilled rent receivables | 52,620 | 42,905 |
Prepaid expenses and other assets (including amounts prepaid to related parties of $7 as of December 31, 2015) | 15,061 | 10,074 |
Deferred costs, net | 6,518 | 12,319 |
Total assets | 2,152,380 | 2,064,762 |
LIABILITIES AND EQUITY | ||
Mortgage notes payable, net of deferred financing costs | 1,107,526 | 381,443 |
Credit facility | 0 | 485,000 |
Market lease intangibles, net | 65,187 | 73,083 |
Liabilities related to assets held for sale | 0 | 321 |
Derivatives, at fair value | 74 | 1,266 |
Accounts payable, accrued expenses and other liabilities (including amounts due to related parties of $455 and $99 as of December 31, 2016 and 2015, respectively) | 33,364 | 27,736 |
Deferred revenue | 4,548 | 3,617 |
Dividends payable | 12 | 27 |
Total liabilities | 1,210,711 | 972,493 |
Common stock, $0.01 par value; 300,000,000 shares authorized, 167,066,364 and 162,529,811 shares issued and outstanding at December 31, 2016 and 2015, respectively | 1,671 | 1,626 |
Additional paid-in capital | 1,445,092 | 1,403,624 |
Accumulated other comprehensive loss | (713) | (1,237) |
Accumulated deficit | (515,073) | (369,273) |
Total stockholders' equity | 930,977 | 1,034,740 |
Non-controlling interests | 10,692 | 57,529 |
Total equity | 941,669 | 1,092,269 |
Total liabilities and equity | 2,152,380 | 2,064,762 |
Preferred stock | ||
LIABILITIES AND EQUITY | ||
Preferred stock | 0 | 0 |
Convertible Preferred Stock | ||
LIABILITIES AND EQUITY | ||
Preferred stock | $ 0 | $ 0 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Due from affiliate | $ 0 | $ 7 |
Due to affiliates | $ 455 | $ 99 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 167,066,364 | 162,529,811 |
Common stock, shares outstanding | 167,066,364 | 162,529,811 |
Preferred stock | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 40,866,376 | 40,866,376 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Convertible Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 9,133,624 | 9,133,624 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues: | |||
Rental income | $ 119,666 | $ 129,118 | $ 117,221 |
Hotel revenue | 26,542 | 26,125 | 22,742 |
Operating expense reimbursements and other revenue | 14,066 | 19,278 | 15,604 |
Total revenues | 160,274 | 174,521 | 155,567 |
Operating expenses: | |||
Property operating | 43,561 | 43,752 | 37,209 |
Hotel operating | 26,753 | 25,366 | 23,736 |
Operating fees incurred from the Advisor | 13,345 | 12,465 | 8,397 |
Acquisition and Transaction related | 19,708 | 3,771 | 16,083 |
Vesting of Asset Management Fees | 0 | 0 | 11,500 |
Value of Listing Note | 0 | 0 | 33,479 |
Impairment loss on real estate investment | 27,911 | 0 | 0 |
General and administrative | 12,799 | 27,345 | 12,337 |
Depreciation and amortization | 68,952 | 82,716 | 84,799 |
Total operating expenses | 213,029 | 195,415 | 227,540 |
Operating loss | (52,755) | (20,894) | (71,973) |
Other income (expenses): | |||
Interest expense | (40,193) | (29,362) | (23,720) |
Income (loss) from unconsolidated joint venture | 2,724 | 1,939 | (1,499) |
Income from preferred equity investment, investment securities and interest | 26 | 1,103 | 2,906 |
Gain on sale of real estate investments, net | 6,630 | 7,523 | 0 |
Gain (loss) on derivative instruments | (331) | (578) | 1 |
Total other expenses | (31,144) | (19,375) | (22,312) |
Net loss | (83,899) | (40,269) | (94,285) |
Net loss attributable to non-controlling interests | 1,373 | 1,188 | 1,257 |
Net loss attributable to stockholders | (82,526) | (39,081) | (93,028) |
Other comprehensive income (loss): | |||
Unrealized gain (loss) on derivatives | 524 | (177) | (687) |
Unrealized gain (loss) on investment securities | 0 | (244) | 484 |
Total other comprehensive income (loss) | 524 | (421) | (203) |
Comprehensive loss attributable to stockholders | $ (82,002) | $ (39,502) | $ (93,231) |
Basic and diluted weighted average common shares outstanding (in shares) | 164,949,461 | 162,165,580 | 166,959,316 |
Basic and diluted net loss per share attributable to stockholders (in usd per share) | $ (0.50) | $ (0.24) | $ (0.56) |
Dividends declared per common share (in usd per share) | $ 0.38 | $ 0.46 | $ 0.49 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Thousands | Total | Total Stockholders' Equity | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit | Non- controlling Interests | OP units | OP unitsTotal Stockholders' Equity | OP unitsCommon Stock | OP unitsAdditional Paid-In Capital | OP unitsNon- controlling Interests | LTIP units | LTIP unitsTotal Stockholders' Equity | LTIP unitsCommon Stock | LTIP unitsAdditional Paid-In Capital | LTIP unitsNon- controlling Interests |
Beginning Balance (in shares) at Dec. 31, 2013 | 174,120,408 | ||||||||||||||||
Beginning Balance at Dec. 31, 2013 | $ 1,449,259 | $ 1,448,818 | $ 1,741 | $ 1,533,698 | $ (613) | $ (86,008) | $ 441 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Issuance of common stock (in shares) | 18,908 | ||||||||||||||||
Issuances of common stock | 184 | 184 | 184 | ||||||||||||||
Common stock offering costs, commissions and dealer manager fees | (95) | (95) | (95) | ||||||||||||||
Common stock issued through distribution reinvestment plan (in shares) | 2,002,008 | ||||||||||||||||
Common stock issued though distribution reinvestment plan | 19,019 | 19,019 | $ 20 | 18,999 | |||||||||||||
Common stock repurchases, inclusive of fees and expenses (in shares) | (14,175,115) | ||||||||||||||||
Common stock repurchases, inclusive of fees and expenses | (153,763) | (153,763) | $ (141) | (153,622) | |||||||||||||
Contributions from non-controlling interest holders of affiliates | 750 | 750 | |||||||||||||||
Issuance of OP units to affiliates | 44,979 | 44,979 | |||||||||||||||
Redemption of OP units by affiliates | (698) | (698) | |||||||||||||||
Equity-based compensation (in shares) | 215,730 | ||||||||||||||||
Equity-based compensation | 7,752 | 2,457 | $ 2 | 2,455 | 5,295 | ||||||||||||
Dividends declared on common stock and distributions to non-controlling interest holders | (77,222) | (76,442) | (76,442) | (780) | |||||||||||||
Net loss | (94,285) | (93,028) | (93,028) | (1,257) | |||||||||||||
Other comprehensive gain (loss) | (203) | (203) | (203) | ||||||||||||||
Ending Balance (in shares) at Dec. 31, 2014 | 162,181,939 | ||||||||||||||||
Ending Balance at Dec. 31, 2014 | 1,195,677 | 1,146,947 | $ 1,622 | 1,401,619 | (816) | (255,478) | 48,730 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Common stock issued though distribution reinvestment plan | 0 | ||||||||||||||||
Units converted into common stock (in shares) | 92,751 | ||||||||||||||||
Units converted into common stock | $ 0 | $ 974 | $ 1 | $ 973 | $ (974) | ||||||||||||
Equity-based compensation (in shares) | 255,121 | ||||||||||||||||
Equity-based compensation | 15,180 | 1,035 | $ 3 | 1,032 | 14,145 | ||||||||||||
Dividends declared on common stock and distributions to non-controlling interest holders | (77,898) | (74,714) | (74,714) | (3,184) | |||||||||||||
Net loss | (40,269) | (39,081) | (39,081) | (1,188) | |||||||||||||
Other comprehensive gain (loss) | (421) | (421) | (421) | ||||||||||||||
Ending Balance (in shares) at Dec. 31, 2015 | 162,529,811 | ||||||||||||||||
Ending 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] | |||||||||||||||||
Common stock issued though distribution reinvestment plan | 0 | ||||||||||||||||
Units converted into common stock (in shares) | 3,336,430 | 1,172,738 | |||||||||||||||
Units converted into common stock | $ 0 | $ 31,199 | $ 33 | $ 31,166 | $ (31,199) | $ 0 | $ 9,713 | $ 12 | $ 9,701 | $ (9,713) | |||||||
Equity-based compensation (in shares) | 27,385 | ||||||||||||||||
Equity-based compensation | (2,022) | 601 | 601 | (2,623) | |||||||||||||
Dividends declared on common stock and distributions to non-controlling interest holders | (65,203) | (63,274) | (63,274) | (1,929) | |||||||||||||
Net loss | (83,899) | (82,526) | 0 | (82,526) | (1,373) | ||||||||||||
Other comprehensive gain (loss) | 524 | 524 | 524 | 0 | 0 | ||||||||||||
Ending Balance (in shares) at Dec. 31, 2016 | 167,066,364 | ||||||||||||||||
Ending Balance at Dec. 31, 2016 | $ 941,669 | $ 930,977 | $ 1,671 | $ 1,445,092 | $ (713) | $ (515,073) | $ 10,692 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | |||
Net loss | $ (83,899) | $ (40,269) | $ (94,285) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Depreciation and amortization | 68,952 | 82,716 | 84,799 |
Amortization of deferred financing costs | 8,088 | 7,036 | 8,184 |
Accretion of below- and amortization of above-market lease liabilities and assets, net | (6,468) | (8,366) | (9,738) |
Vesting of asset management fees and final value of listing note | 0 | 0 | 44,979 |
Loss (gain) on derivative instruments | 331 | 75 | (1) |
Gain on sale of real estate investment, net | (6,630) | (7,523) | 0 |
Impairment loss on real estate investment | 27,911 | 0 | 0 |
Gain on sale of investment securities | 0 | (109) | 0 |
Bad debt expense | 405 | 870 | 220 |
Equity-based compensation | (1,825) | 15,245 | 7,752 |
(Income) loss from unconsolidated joint venture | (2,724) | (1,939) | 1,499 |
Changes in assets and liabilities: | |||
Tenant and other receivables | (595) | 952 | (2,823) |
Unbilled rent receivables | (9,929) | (13,683) | (19,590) |
Prepaid expenses, other assets and deferred costs | (3,997) | 349 | (6,632) |
Accrued unbilled ground rent | 2,743 | 3,179 | 4,348 |
Accounts payable and accrued expenses | 3,338 | (102) | (8,730) |
Deferred revenue | 931 | (706) | (3,447) |
Net cash (used in) provided by operating activities | (3,368) | 37,725 | 6,535 |
Cash flows from investing activities: | |||
Proceeds from sale of real estate investments and redemption of preferred equity investment | 35,429 | 70,854 | 0 |
Investment in real estate and other assets | 0 | 0 | (316,206) |
Acquisition funds released from escrow | 0 | 4,748 | (4,748) |
Capital expenditures | (22,284) | (30,289) | (11,801) |
Purchase of investment securities | 0 | (78) | (3,127) |
Proceeds from sale of investment securities | 0 | 4,602 | 0 |
Distributions from unconsolidated joint venture | 27,509 | 12,070 | 8,047 |
Net cash provided by (used in) investing activities | 40,654 | 61,907 | (327,835) |
Cash flows from financing activities: | |||
Proceeds from mortgage notes payable | 500,000 | 305,000 | 0 |
Payments on mortgage notes payable | (19,175) | (88,806) | (474) |
Proceeds from credit facility | 0 | 0 | 330,000 |
Payments on credit facility | (485,000) | (150,000) | 0 |
Proceeds from issuance of common stock | 0 | 0 | 11,311 |
Proceeds from issuance of operating partnership units | 0 | 0 | 750 |
Payments for derivative instruments | (733) | (488) | 0 |
Repurchases of common stock, inclusive of fees and expenses | 0 | 0 | (154,269) |
Payments of offering costs and fees related to stock issuances | 0 | 0 | (1,506) |
Payments of financing costs | (18,992) | (10,771) | (7,293) |
Dividends paid | (63,289) | (74,707) | (66,129) |
Distributions to non-controlling interest holders | (1,929) | (3,184) | (780) |
Redemptions of restricted shares | (197) | (65) | (698) |
Restricted cash | (1,039) | (519) | (477) |
Net cash provided by (used in) financing activities | (90,354) | (23,540) | 110,435 |
Net increase (decrease) in cash and cash equivalents | (53,068) | 76,092 | (210,865) |
Cash and cash equivalents, beginning of period | 98,604 | 22,512 | 233,377 |
Cash and cash equivalents, end of period | 45,536 | 98,604 | 22,512 |
Supplemental Disclosures: | |||
Cash paid for interest | 28,153 | 21,660 | 15,467 |
Non-Cash Investing and Financing Activities: | |||
Accrued capital expenditures | 105 | 498 | 3,555 |
Reclassification of real estate and other assets to held for sale | 0 | 29,268 | 0 |
Reclassification of liabilities related to real estate and other assets to held for sale | 0 | 321 | 0 |
Dividends payable | 12 | 27 | 20 |
Receivable for mortgage proceeds | 260,000 | 0 | 0 |
Common stock issued through distribution reinvestment plan | 0 | 0 | 19,019 |
OP units | |||
Non-Cash Investing and Financing Activities: | |||
Redemption/Conversion of units for common stock | 31,199 | 974 | 0 |
LTIP units | |||
Non-Cash Investing and Financing Activities: | |||
Redemption/Conversion of units for common stock | $ 9,713 | $ 0 | $ 0 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Note 1 — Organization New York REIT, Inc. (the "Company") is a New York City focused REIT that primarily owns income-producing commercial real estate. 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 December 31, 2016 , the Company owned 19 properties, which aggregated 3.3 million rentable square feet, had an occupancy of 93.4% and a weighted-average remaining lease term of 8.9 years . The Company's portfolio primarily consists of office and retail properties, representing 83% and 9% , respectively, of rentable square feet as of December 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 its operating partnership, New York Recovery Operating Partnership, L.P. (the "OP"). 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. On August 22, 2016, the Company’s board of directors approved a plan of liquidation to sell all or substantially all of the assets of the Company and its OP and to liquidate and dissolve the Company and the OP (the "Liquidation Plan"), subject to stockholder approval. On January 3, 2017, the Company held a special meeting of stockholders, at which the Company’s stockholders approved the Liquidation Plan. Pursuant to the Liquidation Plan, the Company expects to sell or transfer all of its assets, pay or provide for its liabilities and expenses, distribute the remaining proceeds of the liquidation of its assets to its stockholders, wind up its operations and dissolve. The actual amounts and times of liquidating distributions to the Company's stockholders pursuant to the Liquidation Plan will be determined by the Company’s board of directors at its discretion. See Note 21 — Subsequent Events. The Company has no employees. The Company retained New York Recovery Advisors, LLC (the "Advisor") to manage its affairs on a day-to-day basis through the Transition Date (as defined below) pursuant to an advisory agreement with the Advisor (as amended to date, the “Advisory Agreement”). Until the Transition Date, 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"). In September 2016, the the Company’s board of directors issued a request for proposals for all interested, qualified parties to serve as its external advisor after December 26, 2016, which was then the expiration date of the Advisory Agreement. On December 19, 2016, the Company entered into an agreement (the “Services Agreement”) with Winthrop REIT Advisors LLC (the “Service Provider”), and a series of other agreements with the Advisor and the Property Manager pursuant to which the Company: (i) entered into an amendment (the “Advisory Amendment”) to the Advisory Agreement to provide that the Advisor will not be responsible for implementing the Liquidation Plan and to extend the term to March 31, 2017, subject to five one-month extension options that may be exercised by the Company’s independent directors, provided that, following the later of February 28, 2017 and the filing of this Annual Report on Form 10-K, the Advisory Agreement may be terminated upon three business days’ written notice from the Company’s independent directors, (ii) amended the Company’s agreement with the Property Manager (as so amended, the “Property Management Agreement”) so that it will terminate on the expiration or termination of the Advisory Agreement, and (iii) entered into the Services Agreement pursuant to which the Service Provider will serve as (x) the Company's exclusive advisor with respect to all matters primarily related to the Liquidation Plan (and as a consultant to the Company on other matters) during the period from January 3, 2017 through the Transition Date, and (y) as the Company's advisor from and after the Transition Date. The "Transition Date" will occur upon the earlier of (i) three business days after written notice from the Company's independent directors to the Advisor, following the filing of this Annual Report on Form 10-K with the Securities and Exchange Commission (the “SEC”), but not earlier than March 3, 2017, and (ii) April 1, 2017. Prior to the Transition Date, the Advisor will continue to provide all services related to the management of the Company’s day-to-day operations that are not related to the Liquidation Plan. Following the Transition Date, the Service Provider will be responsible for providing these services in addition to the services it has been providing since January 3, 2017 with respect to the Liquidation Plan. All services provided pursuant to the Services Agreement are subject to the supervision of the Company's board of directors. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 — Summary of Significant Accounting Policies Basis of Accounting The accompanying consolidated financial statements of the Company are prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America ("GAAP"). On January 3, 2017, the Company's stockholders approved the Liquidation Plan. Due to the stockholder approval of the Liquidation Plan, the Company expects to change its basis of accounting to the liquidation basis of accounting effective January 1, 2017. See Note 21 — Subsequent Events . Reclassifications Certain prior year amounts have been reclassified to conform with the current year presentation, specifically the presentation of deferred financing costs, net, related to mortgage notes payable which is presented as a reduction of the carrying amount of mortgage notes payable. Principles of Consolidation The consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries and consolidated joint venture arrangements in which the Company has controlling financial interests, either through voting or similar rights or by means other than voting rights if the Company is the primary beneficiary of a variable interest entity ("VIE"). The portions of the consolidated joint venture arrangements not owned by the Company are presented as noncontrolling interests. All inter-company accounts and transactions have been eliminated in consolidation. The Company evaluates its relationships and investments to determine if it has variable interests in a VIE. A variable interest is an investment or other interest that will absorb portions of an entity’s expected losses or receive portions of the entity’s expected residual returns. If the Company determines that it has a variable interest in an entity, it evaluates whether such interest is in a VIE. A VIE is broadly defined as an entity where either (1) the equity investors as a group, if any, lack the power through voting or similar rights to direct the activities of an entity that most significantly impact the entity’s economic performance or (2) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support. The Company consolidates any VIEs when it is determined to be the primary beneficiary of the VIE’s operations. A variable interest holder is considered to be the primary beneficiary of a VIE if it has the power to direct the activities of a VIE that most significantly impact the entity’s economic performance and has the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE. The Company continually evaluates the need to consolidate its joint ventures. In determining whether the Company has a controlling interest in a joint venture and the requirement to consolidate the accounts of that entity, management considers factors such as ownership interest, power to make decisions and contractual and substantive participating rights of the partners or members as well as whether the entity is a VIE for which the Company is the primary beneficiary. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Management makes significant estimates regarding revenue recognition, purchase price allocations to record investments in real estate, impairment loss and fair value of investments in real estate, derivative financial instruments and hedging activities, equity-based compensation expenses related to the 2014 Advisor Multi-Year Outperformance Agreement (as amended to date, the "OPP") and fair value measurements, as applicable. Investments in Real Estate The Company evaluates the inputs, processes and outputs of each asset acquired to determine if the transaction is a business combination or asset acquisition. If an acquisition qualifies as a business combination, the related transaction costs are recorded as an expense in the consolidated statements of operations and comprehensive loss. If an acquisition qualifies as an asset acquisition, the related transaction costs are generally capitalized and subsequently amortized over the useful life of the acquired assets. In business combinations, the Company allocates the purchase price of acquired properties to tangible and identifiable intangible assets or liabilities and non-controlling interests based on their respective estimated fair values. Tangible assets may include land, land improvements, buildings, fixtures and tenant improvements. Intangible assets or liabilities may include the value of in-place leases, above- and below-market leases and other identifiable intangible assets or liabilities based on lease or property specific characteristics. The fair value of the tangible assets of an acquired property with an in-place operating lease is determined by valuing the property as if it were vacant, and the “as-if-vacant” value is then allocated to the tangible assets based on the fair value of the tangible assets. The fair value of in-place leases is determined by considering estimates of carrying costs during the expected lease-up periods, current market conditions, as well as costs to execute similar leases. The fair value of above- or below-market leases and ground leases is recorded based on the present value of the difference between the contractual amount to be paid pursuant to the in-place lease and the Company's estimate of the comparable fair market lease rate, measured over the remaining term of the lease, including any below market fixed rate renewal options for below-market leases. The fair value of other intangible assets, such as real estate tax abatements, are recorded based on the present value of the expected benefit and amortized over the expected useful life. Fair values of assumed mortgages, if applicable, are recorded as debt premiums or discounts based on the present value of the estimated cash flows, which is calculated to account for either above- or below-market interest rates. Non-controlling interests in property owning entities are recorded based on its fair value at the date of acquisition, as determined by the terms of the applicable agreement. The Company utilizes a number of sources in making its estimates of fair values for purposes of allocating purchase price, including real estate valuations prepared by independent valuation firms. The Company also considers information and other factors including: market conditions, the industry in which the tenant operates, characteristics of the real estate such as location, size, demographics, value and comparative rental rates, tenant credit profile and the importance of the location of the real estate to the operations of the tenant’s business. Disposals of real estate investments that represent a strategic shift in operations that will have a major effect on the Company's operations and financial results are presented as discontinued operations in the consolidated statements of operations and comprehensive loss for all periods presented; otherwise, the Company continues to report the results of these properties' operations within continuing operations. Properties that are intended to be sold will be designated as "held for sale" on the consolidated balance sheets at the lesser of carrying amount or fair value less estimated selling costs when they meet specific criteria to be presented as held for sale. Properties are no longer depreciated when they are classified as held for sale. The Company did not have any properties held for sale as of December 31, 2016 . As of December 31, 2015 , the Company had three properties held for sale. See Note 3 — Real Estate Investments . Depreciation and Amortization Depreciation is computed using the straight-line method over the estimated useful lives of up to 40 years for buildings, 15 years for land improvements, five to seven years for fixtures and improvements and the shorter of the useful life or the remaining lease term for tenant improvements and leasehold interests. Acquired above-market leases are amortized as a reduction of rental income over the remaining terms of the respective leases. Acquired below-market leases are amortized as an increase to rental income over the remaining terms of the respective leases and expected below-market renewal option periods. Acquired above-market ground leases are amortized as a reduction of property operating expense over the remaining term of the respective leases. Acquired below-market ground lease values are amortized as an increase to property operating expense over the remaining terms of the respective leases and expected below-market renewal option period. The value of in-place leases, exclusive of the value of above- and below-market in-place leases, is amortized to depreciation and amortization expense over the remaining terms of the respective leases. Assumed mortgage premiums or discounts, if applicable, are amortized as a reduction or increase to interest expense over the remaining term of the respective mortgages. Impairment of Long Lived Assets When circumstances indicate the carrying value of a property may not be recoverable, the Company reviews the asset for impairment. This review is based on an estimate of the future undiscounted cash flows, excluding interest charges, expected to result from the property’s use and eventual disposition. These estimates consider factors such as expected future operating income, market and other applicable trends and residual value, as well as the effects of leasing demand, competition and other factors. If such estimated cash flows are less than the carrying value of a property, an impairment loss is recorded to the extent that the carrying value exceeds the estimated fair value of the property for properties to be held and used. For properties held for sale, the impairment loss is based on the adjustment to estimated fair value less estimated cost to dispose of the asset. Generally, the Company determines estimated fair value for properties held for sale based on the agreed-upon selling price of an asset. These assessments may result in the immediate recognition of an impairment loss, resulting in a reduction of net income (loss). The Company recognized impairment charges of $27.9 million and $0.9 million during the years ended December 31, 2016 and 2015 , respectively. The Company was not required to recognize any impairment charges for the year ended December 31, 2014 . Impairment of Equity Method Investments The Company monitors the value of its equity method investments for indicators of impairment. An impairment charge is recognized when the Company determines that a decline in the fair value of the investment below its carrying value is other-than-temporary. The assessment of impairment is subjective and involves the application of significant assumptions and judgments about the Company's intent and ability to recover its investment given the nature and operations of the underlying investment. The Company was not required to recognize any impairment charges related to equity method investments during the years ended December 31, 2016 , 2015 or 2014 . Cash and Cash Equivalents Cash and cash equivalents include cash in bank accounts as well as investments in highly-liquid money market funds with original maturities of three months or less. As of December 31, 2015 , $0.2 million was held in money market funds with the Company's financial institutions. The Company had no funds held in money market funds as of December 31, 2016 . The Company deposits cash with high-quality financial institutions. These deposits are guaranteed by the Federal Deposit Insurance Company (the "FDIC") up to an insurance limit. At December 31, 2016 and 2015 , the Company had deposits of $45.5 million and $98.6 million , respectively, of which $44.5 million and $96.3 million , respectively, were in excess of the amount insured by the FDIC. Although the Company bears risk to amounts in excess of those insured by the FDIC, it does not anticipate any losses as a result. Restricted Cash Restricted cash primarily consists of maintenance, real estate tax, structural, and debt service reserves. Investment Securities The Company classifies its investments in debt or equity securities into one of three classes: held-to-maturity, available-for-sale or trading, as applicable. Investments in debt securities that the Company has the positive intent and ability to hold until maturity are classified as held-to-maturity and are reported at amortized cost. Debt and equity securities that are bought and held principally for the purposes of selling them in the near future are classified as trading securities. Debt and equity securities not classified as trading securities or as held-to-maturity securities are classified as available-for-sale securities and are reported at fair value, with unrealized holding gains and losses reported as a component of equity within accumulated other comprehensive income or loss. Gains or losses on securities sold are based on the specific identification method. The Company evaluates its investments in securities for impairment or other-than-temporary impairment on a quarterly basis. The Company reviews each investment individually and assesses factors that may include (i) if the carrying amount of an investment exceeds its fair value, (ii) if there has been any change in the market as a whole or in the investee’s market, (iii) if there are any plans to sell the investment in question or if the Company believes it may be forced to sell its investment, and (iv) if there have been any other factors that would indicate the possibility of the existence of an other-than-temporary impairment. The fair value of the Company’s investments in available-for-sale securities generally rise and fall based on current market conditions. If, after reviewing relevant factors surrounding an impaired security, the Company determines that it will not recover its full investment in an impaired security, the Company recognizes an other-than-temporary impairment charge in the consolidated statements of operations and comprehensive loss in the period in which the other-than-temporary impairment is discovered, regardless of whether or not the Company plans to sell or believes it will be forced to sell the security in question. The Company was not required to recognize any other-than-temporary impairment charges for the years ended December 31, 2015 or 2014 . The Company sold its investment securities during the year ended December 31, 2015 and had no investment securities outstanding during the year ended December 31, 2016 . Investment in Unconsolidated Joint Venture The Company accounts for its investment in unconsolidated joint venture under the equity method of accounting because the Company exercises significant influence over, but does not control, the entity and is not considered to be the primary beneficiary. This investment was recorded initially at cost and subsequently adjusted for equity in net income (loss) and cash contributions and distributions. Any difference between the carrying amount of this investment and the underlying equity in net assets is depreciated and amortized over the estimated useful lives of the assets and liabilities with a corresponding adjustment to the equity income (loss) from unconsolidated joint venture on the accompanying consolidated statements of operations and comprehensive loss. Equity income (loss) from unconsolidated joint venture is allocated based on the Company's ownership or economic interest in the joint venture. A loss in the value of a joint venture investment that is determined to be other than temporary is recognized in the period in which the loss occurs. See Note 4 — Investment in Unconsolidated Joint Venture . Deferred Costs, Net Deferred costs, net consists of deferred financing costs related to a credit facility and leasing costs. Deferred financing costs, net related to mortgage notes payable are presented as an offset against the carrying amount of the related mortgage notes payable. Deferred financing costs represent commitment fees, legal fees, and other costs associated with obtaining commitments for financing. These costs are amortized to interest expense over the terms of the respective financing agreements using the effective interest method. Unamortized deferred financing costs are expensed when the associated debt is refinanced or repaid before maturity. Costs incurred in seeking financial transactions that do not close are expensed in the period in which it is determined that the financing will not close. Deferred leasing costs, consisting primarily of lease commissions and professional fees incurred, are deferred and amortized to depreciation and amortization expense over the term of the related lease. Derivative Instruments The Company uses derivative financial instruments to hedge the interest rate risk associated with a portion of its borrowings. The principal objective of such agreements 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 records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that is attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply or if the Company does not elect to apply hedge accounting. If the Company designates a qualifying derivative as a hedge, changes in the value of the derivative are reflected in accumulated other comprehensive income (loss) on the accompanying consolidated balance sheets. If a derivative does not qualify as a hedge, or if the Company does not elect to apply hedge accounting, changes in the value of the derivative are reflected in other income (loss) on the accompanying consolidated statements of operations and comprehensive loss. Revenue Recognition The Company's revenues, which are derived primarily from rental income, include rents that each tenant pays in accordance with the terms of each lease reported on a straight-line basis over the initial term of the lease. Because many of the Company's leases provide for rental increases at specified intervals, GAAP requires that the Company record a receivable, and include in revenues on a straight-line basis, unbilled rent receivables that it will only receive if the tenant makes all rent payments required through the expiration of the initial term of the lease. The Company defers the revenue related to lease payments received from tenants in advance of their due dates. When the Company acquires a property, the acquisition date is considered to be the commencement date for purposes of this calculation. Rental revenue recognition commences when the tenant takes possession of or controls the physical use of the leased space. For the tenant to take possession, the leased space must be substantially ready for its intended use. To determine whether the leased space is substantially ready for its intended use, the Company evaluates whether the Company owns or if the tenant owns the tenant improvements. When the Company is the owner of tenant improvements, rental revenue recognition begins when the tenant takes possession of the finished space, which is on the date on which such improvements are substantially complete. When the tenant is the owner of tenant improvements, rental revenue recognition begins when the tenant takes possession of or controls the space. When the Company concludes that it is the owner of tenant improvements, the Company capitalizes the cost to construct the tenant improvements, including costs paid for or reimbursed by the tenants. When the Company concludes that the tenant is the owner of tenant improvements for accounting purposes, the Company records its contribution towards those improvements as a lease incentive, which is included in deferred leasing costs, net on the consolidated balance sheets and amortized as a reduction to rental income on a straight-line basis over the term of the lease. The Company continually reviews receivables related to rent and unbilled rent receivables and determines collectability by taking into consideration the tenant's payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located. In the event that the collectability of a receivable is in doubt, the Company will record an increase in its allowance for uncollectible accounts or record a direct write-off of the receivable in its consolidated statements of operations and comprehensive loss. The Company owns certain properties with leases that include provisions for the tenant to pay contingent rental income based on a percent of the tenant's sales upon the achievement of certain sales thresholds or other targets which may be monthly, quarterly or annual targets. As the lessor to the aforementioned leases, the Company defers the recognition of contingent rental income until the specified target that triggered the contingent rental income is achieved, or until such sales upon which percentage rent is based are known. If contingent rental income is recognized pursuant to these provisions, contingent rental income is included in rental income on the consolidated statements of operations and comprehensive loss. The Company recognized contingent rental revenue of $0.8 million and $0.6 million during the year ended December 31, 2016 and 2015 , respectively. The Company did not recognize any revenue or deferred revenue related to contingent rental income during the year ended December 31, 2014 . Cost recoveries from tenants are included in operating expense reimbursement in the period the related costs are incurred, as applicable. The Company's hotel revenues are recognized as earned and are derived from room rentals and other sources such as charges to guests for telephone service, movie and vending commissions, meeting and banquet room revenue and laundry services. Share-Based Compensation The Company has a stock-based incentive award plan for its directors, which is accounted for under the guidance for employee share based payments. The cost of services received in exchange for a stock award is measured at the grant date fair value of the award and the expense for such awards is included in general and administrative expenses and is recognized over the service period or when the requirements for exercise of the award have been met. During the year ended December 31, 2015 , the Company granted restricted shares to employees of the Advisor, which are accounted for under the guidance for non-employee share-based payments. The fair value of the awards granted to employees of the Advisor are remeasured quarterly, with the resulting amortization adjustments reflected in general and administrative expense in the consolidated statements of operations and comprehensive loss. During the year ended December 31, 2016 , the Company did not grant any restricted shares to employees of the Advisor. 2014 Advisor Multi-Year Outperformance Agreement On April 15, 2014 (the "Effective Date"), in connection with the Listing, the Company entered into the OPP with the OP and the Advisor, which is accounted for under the guidance for non-employee share-based payments. On December 19, 2016, as part of the arrangements providing for the transition of advisory services from the Advisor to the Service Provider, the Company, the Advisor, the OP and the Property Manager entered into a letter agreement (the "OPP Side Letter") which amended the terms of the OPP and accelerated vesting for certain portions of the award thereunder. Due to the OPP Side Letter, the Company accelerated the recording of equity-based compensation expense associated with the awards over the new requisite service period. Equity-based compensation expense is adjusted each reporting period for changes in the estimated market-related performance. See Note 16 — Share-Based Compensation . Income Taxes The Company elected to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code commencing with its taxable year ended December 31, 2010. If the Company continues to qualify for taxation as a REIT, it generally will not be subject to federal corporate income tax to the extent it distributes annually all of its REIT taxable income to its stockholders, determined without regard for the deduction for dividends paid and excluding net capital gains. REITs are subject to a number of organizational and operational requirements, including a requirement that the Company distribute annually at least 90% of the Company’s REIT taxable income to the Company’s stockholders. If the Company fails to continue to qualify as a REIT in any taxable year and does not qualify for certain statutory relief provisions, the Company will be subject to U.S. federal and state income taxes at regular corporate rates (including any applicable alternative minimum tax) beginning with the year in which it fails to qualify and may be precluded from being able to elect to be treated as a REIT for the Company’s four subsequent taxable years. The Company distributed to its stockholders 100% of its REIT taxable income for each of the years ended December 31, 2016 , 2015 and 2014 . Accordingly, no provision for federal or state income taxes related to such REIT taxable income was recorded on the Company’s financial statements. Even if the Company qualifies for taxation as a REIT, it may be subject to certain state and local taxes on its income and property, and federal income and excise taxes on its undistributed income. During the year ended December 31, 2013, the Company purchased a hotel, which is owned by a subsidiary of the OP and leased to a taxable REIT subsidiary ("TRS"), that is owned by the OP. A TRS is subject to federal, state and local income taxes. The TRS is a tax paying component for purposes of classifying deferred tax assets and liabilities. The Company records net deferred tax assets to the extent the Company believes these assets will more likely than not be realized. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. In the event the Company determines that it would not be able to realize the deferred income tax assets in the future in excess of the net recorded amount, the Company establishes a valuation allowance which offsets the previously recognized income tax benefit. Deferred income taxes result from temporary differences between the carrying amounts of assets and liabilities of the TRS for financial reporting purposes and the amounts used for income tax purposes. The TRS had deferred tax assets and a corresponding valuation allowance of $5.1 million and $3.1 million as of December 31, 2016 and 2015 , respectively. The TRS had federal and state net operating loss carry forwards as of December 31, 2016 of $10.8 million , which will expire through 2036. The Company estimated income tax relating to its TRS using a combined federal and state rate of approximately 45% for the year ended December 31, 2016 . The Company has concluded that it is more likely than not that the net operating loss carry forwards will not be utilized during the carry forward period and as such the Company has established a valuation allowance against these deferred tax assets. The Company had immaterial current and deferred federal and state income tax expense for the years ended December 31, 2016 , 2015 and 2014 . As of December 31, 2016 , the Company had no material uncertain income tax positions. The tax years subsequent to and including the year ended December 31, 2013 remain open to examination by the major taxing jurisdictions to which the Company is subject. Per Share Data The Company calculates basic loss per share of common stock by dividing net loss for the period by the weighted-average shares of its common stock outstanding for the respective period. Diluted income per share takes into account the effect of dilutive instruments such as unvested restricted stock, limited partnership interests of the OP entitled "OP units" ("OP units") or limited partnership units of the OP entitled "LTIP units" ("LTIP units") (assuming such units are not antidilutive), based on the average share price for the period in determining the number of incremental shares that are to be added to the weighted-average number of shares outstanding. See Note 18 — Net Loss Per Share . Reportable Segments The Company has determined that it has one reportable segment, with activities related to investing in real estate. The Company's investments in real estate generate rental revenue and other income through the leasing and management of properties. Management evaluates the operating performance of the Company's investments in real estate at the individual property level. Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued revised guidance relating to revenue recognition. Under the revised guidance, an entity is required to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The revised guidance was to become effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. Early adoption was not permitted under GAAP. The revised guidance allows entities to apply the full retrospective or modified retrospective transition method upon adoption. In July 2015, the FASB deferred the effective date of the revised guidance by one year to annual reporting periods beginning after December 15, 2017, although entities will be allowed to early adopt the guidance as of the original effective date. The Company is evaluating the impact of the implementation of this guidance, including performing a preliminary review of all revenue streams to identify any differences in the timing, measurement or presentation of revenue recognition. The Company is continuing to evaluate the allowable methods of adoption. In January 2016, the FASB issued an update that amends the recognition and measurement of financial instruments. The new guidance significantly revises an entity’s accounting related to equity investments and the presentation of certain fair value changes for financial liabilities measured at fair value. Among other things, it also amends the presentation and disclosure requirements associated with the fair value of financial instruments. The revised guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is not permitted for most of the amendments in the update. The Company is currently evaluating the impact of the new guidance. In February 2016, the FASB issued an update which sets ou |
Real Estate Investments
Real Estate Investments | 12 Months Ended |
Dec. 31, 2016 | |
Real Estate [Abstract] | |
Real Estate Investments | Note 3 — Real Estate Investments The following table presents the allocation of the assets acquired and liabilities assumed during the year ended December 31, 2014 . There were no real estate assets acquired or liabilities assumed during the year s ended December 31, 2016 and 2015 . Year Ended (Dollar amounts in thousands) December 31, 2014 Real estate investments, at cost: Land $ 68,251 Buildings, fixtures and improvements 233,607 Total tangible assets 301,858 Acquired intangibles: In-place leases 25,169 Other intangible 3,804 Above-market lease assets 3,707 Below-market lease liabilities (23,705 ) Total acquired intangibles 8,975 Total assets acquired, net 310,833 Investment in unconsolidated joint venture 273 Preferred equity investment 5,100 Mortgage notes payable used to acquire investments in real estate — Other liabilities assumed — Cash paid for acquired real estate investments and other assets $ 316,206 Number of properties and other investments purchased 1 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 December 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 2017 $ 107,900 2018 105,258 2019 97,219 2020 97,765 2021 96,434 Thereafter 461,550 $ 966,126 The following table lists the tenants whose annualized cash rent represented greater than 10% of total annualized cash rent as of December 31, 2016 , 2015 and 2014 , including annualized cash rent related to the Company's unconsolidated joint venture: December 31, Property Portfolio Tenant 2016 2015 2014 Worldwide Plaza (1) Cravath, Swaine & Moore, LLP 16% 16% 16% Worldwide Plaza (1) Nomura Holdings America, Inc. 11% 11% 11% ________________________ (1) Annualized cash rent reflects the Company's 48.9% pro rata share of rent generated by Worldwide Plaza. 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 consist of the following as of December 31, 2016 and 2015 . December 31, 2016 (In thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intangible assets: In-place leases $ 108,253 $ 36,645 $ 71,608 Other intangibles 3,804 750 3,054 Above-market leases 20,291 5,036 15,255 Total acquired intangible assets $ 132,348 $ 42,431 $ 89,917 Intangible lease liabilities: Below-market leases $ 75,484 $ 26,864 $ 48,620 Above-market ground lease liability 17,968 1,401 16,567 Total market lease intangibles $ 93,452 $ 28,265 $ 65,187 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: Year Ended December 31, (In thousands) 2016 2015 2014 Amortization of in-place leases and other intangibles (1) $ 10,986 $ 19,757 $ 21,094 Amortization and (accretion) of above- and below market leases, net (2) $ (6,018 ) $ (7,917 ) $ (9,289 ) Amortization of above-market ground lease (3) $ (449 ) $ (449 ) $ (449 ) _______________ (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 December 31, 2016 : (In thousands) 2017 2018 2019 2020 2021 In-place leases $ 9,612 $ 8,655 $ 8,271 $ 8,032 $ 7,604 Other intangible 321 321 321 321 321 Total to be included in depreciation and amortization expense $ 9,933 $ 8,976 $ 8,592 $ 8,353 $ 7,925 Above-market lease assets $ (1,420 ) $ (1,420 ) $ (1,420 ) $ (1,407 ) $ (572 ) Below-market lease liabilities 6,660 5,875 5,490 5,250 4,615 Total to be included in rental income $ 5,240 $ 4,455 $ 4,070 $ 3,843 $ 4,043 Above-market ground lease liability to be deducted from property operating expenses $ (449 ) $ (449 ) $ (449 ) $ (449 ) $ (449 ) Real Estate Sales During the year ended December 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 year ended December 31, 2016 . 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 2,211 $ 38,000 $ 6,630 ______________________ (1) Reflected within gain on sale of real estate investments, net in the consolidated statements of operations and comprehensive loss for the year ended December 31, 2016 . (2) During the year ended December 31, 2016 , the Company repaid three mortgage notes payable totaling $18.9 million with the proceeds from 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. On October 21, 2015, the Company sold its property located at 163 Washington Avenue in Brooklyn, New York ("163 Washington Avenue") for a contract sales price of $37.7 million and recognized a net gain on the sale of the property of $8.4 million , which is reflected within gain on sale of real estate investments, net on the consolidated statements of operations and comprehensive loss for the year ended December 31, 2015 . The Company did not sell any properties during the year ended December 31, 2014 . The sale of Duane Reade, 1623 Kings Highway, Foot Locker and 163 Washington Avenue 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, Foot Locker and 163 Washington Avenue have been classified within continuing operations for all periods presented until the respective dates of their sale. Real Estate Held for Sale Prior to the year ended December 31, 2015 , the Company entered into agreements to sell Duane Reade, 1623 Kings Highway and Foot Locker. Concurrently with entering into the agreements, the Company stopped recognizing depreciation and amortization expense and the real estate and other assets and liabilities associated with the properties were reclassified as held for sale on the Company's consolidated balance sheets as of December 31, 2015 . The Company did not have any property held for sale as of the year ended December 31, 2016 . The following table details the major classes of assets associated with Duane Reade, 1623 Kings Highway and Foot Locker that have been reclassified as held for sale as of December 31, 2015 : (In thousands) December 31, 2015 Real estate held for sale, at cost: Land $ 10,636 Buildings, fixtures and improvements (1) 18,783 Acquired intangible lease assets 3,237 Total real estate held for sale, at cost 32,656 Less accumulated depreciation and amortization (4,813 ) Real estate assets held for sale, net 27,843 Other assets related to real estate assets held for sale 1,425 Assets held for sale $ 29,268 ______________________ (1) 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. As of December 31, 2015 , the Company had $0.3 million of liabilities related to real estate assets held for sale. Non-Recurring Fair Value Measurement Adjustments As a result of the Company’s board of director’s approval in August 2016 of adoption of the Liquidation Plan, which was approved by the Company’s stockholders in January 2017, the Company reconsidered its intended holding period for all of its operating properties and evaluated the impact on its ability to recover the carrying value of such properties based on the expected cash flows over its intended holding period. The Company's estimated future cash flows expected to be generated are based on management’s experience in its real estate market and the effects of current market conditions. The assumptions are subject to economic and market uncertainties including, among others, market capitalization rates, discount rates, demand for space, competition for tenants, changes in market rental rates, and costs to operate the property. As these factors are difficult to predict and are subject to future events that may alter management’s assumptions, the future cash flows estimated by management in its impairment analysis may not be achieved, and actual losses or impairment may be realized in the future. As a result of its consideration of impairment, the Company determined that the carrying value of the Viceroy Hotel exceeded its estimated fair value and recognized an impairment charge of $27.9 million for the year ended December 31, 2016 , which is presented as impairment loss on real estate investment in the consolidated statements of operations and comprehensive loss. As discussed above, during the year ended December 31, 2015 , the Company recognized $0.9 million of impairment charges in connection with the classification of Duane Reade as held for sale. The Company did not recognize any impairment charges during the year ended December 31, 2014 . |
Investment in Unconsolidated Jo
Investment in Unconsolidated Joint Venture | 12 Months Ended |
Dec. 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 December 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 . The Company is generally not permitted to engage in any business activities while implementing the Liquidation Plan, except to exercise its option to purchase additional equity interests in Worldwide Plaza (the “WWP Option”). The purchase price required to exercise the WWP Option equals the product of the percentage interest being acquired and the agreed-upon property value of approximately $1.4 billion , (subject to certain adjustments, including adjustments for any of the Company's preferred return in arrears) minus the principal balance of the outstanding mortgage and mezzanine debt encumbering the Worldwide Plaza property, which was $875.0 million as of December 31, 2016. The Company has the right to exercise the WWP Option by giving notice to its joint venture partner and making a $30.0 million deposit at any time during the period commencing January 1, 2017 through June 30, 2017, and the Company intends to exercise the WWP Option during this period with respect to all the equity interests in Worldwide Plaza, subject to the Company’s joint venture partner’s right to retain up to 1.2% of the Company’s joint venture partner’s membership interest. In order to keep the mortgage and mezzanine debt encumbering the Worldwide Plaza property in place, the Company must satisfy certain loan assumption conditions, including meeting a minimum net worth requirement of $750.0 million and a minimum value of real estate assets controlled (through ownership or management) requirement of $2.0 billion (exclusive of the Company’s interest in the Worldwide Plaza property and cash). While the Company believes it currently meet such tests, there can be no assurance that the Company will meet them at the time that the Company desires to exercise the WWP Option. If the Company does not exercise the WWP Option, the Company will be subject to a fee in the amount of $25.0 million . At acquisition, the Company's investment in Worldwide Plaza exceeded the Company's share of the book value of the net assets of Worldwide Plaza by $260.6 million . This basis difference resulted from the excess of the Company's purchase price for its equity interest in Worldwide Plaza over the book value of Worldwide Plaza's net assets. Substantially all of this basis difference was allocated to the fair values of Worldwide Plaza's assets and liabilities. The Company amortizes the basis difference over the anticipated useful lives of the underlying tangible and intangible assets acquired and liabilities assumed. The basis difference related to the land will be recognized upon disposition of the Company's investment. As of December 31, 2016 and 2015 , the unamortized basis difference was $221.2 million and $233.2 million , respectively. As of December 31, 2016 and 2015 , the carrying value of the Company's investment in Worldwide Plaza was $190.6 million and $215.4 million , respectively. The Company is party to litigation related to Worldwide Plaza. See Note 13 — 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 December 31, 2016 and 2015 for Worldwide Plaza are as follows: December 31, (In thousands) 2016 2015 Real estate assets, at cost $ 715,382 $ 714,642 Less accumulated depreciation and amortization (137,432 ) (117,092 ) Total real estate assets, net 577,950 597,550 Cash and cash equivalents 1,893 9,036 Other assets 255,714 259,894 Total assets $ 835,557 $ 866,480 Debt $ 875,000 $ 875,000 Other liabilities 9,774 15,515 Total liabilities 884,774 890,515 Deficit (49,217 ) (24,035 ) Total liabilities and deficit $ 835,557 $ 866,480 Company's basis $ 190,585 $ 215,370 The condensed statements of operations for the years ended December 31, 2016 , 2015 and 2014 for Worldwide Plaza are as follows: Year Ended December 31, (In thousands) 2016 2015 2014 Rental income $ 125,559 $ 123,362 $ 113,498 Other revenue 4,941 4,940 4,932 Total revenue 130,500 128,302 118,430 Operating expenses: Operating expenses 48,641 47,816 45,911 Depreciation and amortization 27,254 27,677 26,835 Total operating expenses 75,895 75,493 72,746 Operating income 54,605 52,809 45,684 Interest expense (41,237 ) (40,077 ) (40,077 ) Net income 13,368 12,732 5,607 Company's preferred return (15,948 ) (15,736 ) (15,617 ) Net loss to members $ (2,580 ) $ (3,004 ) $ (10,010 ) Net income (loss) related to Worldwide Plaza includes the Company's preferred return, the Company's pro rata share of Worldwide Plaza net income (loss) to members and 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. Year Ended December 31, (In thousands) 2016 2015 2014 Company's preferred return $ 15,948 $ 15,736 $ 15,617 Company's share of net loss from Worldwide Plaza (1,262 ) (1,470 ) (4,895 ) Amortization of basis difference (11,962 ) (12,327 ) (12,221 ) Company's income (loss) from Worldwide Plaza $ 2,724 $ 1,939 $ (1,499 ) |
Preferred Equity Investment
Preferred Equity Investment | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Preferred Equity Investment | Note 5 — Preferred Equity Investment On March 27, 2015, the Company's preferred equity investment in a class A office building located at 123 William Street in the Financial District of downtown Manhattan ("123 William Street") was repaid as a result of the sale of 123 William Street. The preferred equity investment carried a 6.0% current pay rate and a 2.0% accrual rate. Pursuant to the sale of 123 William Street, the Company received $1.1 million in current and accrued income earned and $35.1 million for the return of all principal invested for the year ended December 31, 2015 . The preferred equity investment had a fixed return based on contributed capital, no participation in profits or losses of the real estate activities, and property foreclosure rights in the event of default. As such, the Company recorded returns earned in income from preferred equity investment, investment securities and interest on the consolidated statements of operations and comprehensive loss. |
Investment Securities
Investment Securities | 12 Months Ended |
Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Investment Securities | Note 6 — Investment Securities The Company sold its investment securities during the year ended December 31, 2015 for a gain of $0.1 million , which is included in income from preferred equity investment, investment securities and interest on the accompanying consolidated statements of operations and comprehensive loss. The equity securities consisted of a real estate income fund managed by an affiliate of the predecessor to AR Global. See Note 14 — Related Party Transactions and Arrangements . The Company's preferred stock investment, repaid in March 2015, was redeemable at the issuer's option after five years from issuance. The following table details the unrealized gains and losses on investment securities as of December 31, 2014 : (In thousands) Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value December 31, 2014 Redeemable preferred stock $ 1,288 $ 21 $ (12 ) $ 1,297 Equity securities 3,127 235 — 3,362 Total $ 4,415 $ 256 $ (12 ) $ 4,659 No other-than-temporary impairment charges were required to be recognized during the years ended December 31, 2015 and 2014 . |
Credit Facility
Credit Facility | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Credit Facility | Note 7 — Credit Facility On December 20, 2016, upon entering into the POL Loans (as discussed in Note 8 — Mortgage Notes Payable ), the Company repaid in full the outstanding balance on its credit facility with Capital One, National Association (the "Credit Facility"). Prior to repayment and as of December 31, 2015 , the outstanding balances on the term and revolving portions of the Credit Facility were $305.0 million and $180.0 million , respectively. In connection with the payoff of the Credit Facility, the Company wrote-off $2.8 million of previously recorded deferred financing costs, which are included in interest expense on the consolidated statements of operations and comprehensive loss for the year ended December 31, 2016 . |
Mortgage Notes Payable
Mortgage Notes Payable | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Mortgage Notes Payable | Note 8 — Mortgage Notes Payable The Company's mortgage notes payable as of December 31, 2016 and 2015 consist of the following: Outstanding Loan Amount Portfolio Encumbered Properties December 31, December 31, Effective Interest Rate Interest Rate Maturity (In thousands) (In thousands) Design Center 1 $ 19,380 $ 19,798 6.3 % (1) Fixed Dec. 2021 1100 Kings Highway 1 20,200 20,200 3.4 % Fixed (2) Aug. 2017 256 West 38 th Street 1 24,500 24,500 3.1 % Fixed (2) Dec. 2017 1440 Broadway (3) 1 305,000 305,000 4.1 % Variable (4) Oct. 2019 Mortgage Loan (5) 12 500,000 — 3.2 % Variable (4) Dec 2017 Mezzanine Loan 260,000 — 6.5 % Variable (4) Dec 2017 Foot Locker (6) — 3,250 Duane Reade (6) — 8,400 1623 Kings Highway (6) — 7,288 Mortgage notes payable, gross principal amount 1,129,080 388,436 Less: deferred financing costs, net (21,553 ) (6,993 ) Mortgage notes payable, net of deferred financing costs 16 $ 1,107,527 $ 381,443 4.2 % (7) ______________________ (1) The fixed interest rate reset in December 2016 after the mortgage was outstanding for five years and will remain fixed at this rate until maturity. (2) Fixed through an interest rate swap agreement. (3) Total commitments of $325.0 million . An additional $20.0 million is available, subject to lender approval, to fund certain tenant allowances, capital expenditures and leasing costs. (4) LIBOR portion is capped through an interest rate cap agreement. (5) Encumbered properties are 245-249 West 17th Street, 333 West 34th Street, 216-218 West 18th Street, 50 Varick Street, 229 West 36th Street, 122 Greenwich Street, 350 West 42nd Street, 382-384 Bleecker Street, 350 Bleecker Street, 416-425 Washington Street, 33 West 56th Street and 120 West 57th Street (the "POL Loan Properties"). (6) This property was sold during the year ended December 31, 2016. (7) Calculated on a weighted average basis for all mortgages outstanding as of December 31, 2016 . On December 20, 2016, the Company, through indirect wholly owned subsidiaries of its OP, entered into a mortgage loan (the "Mortgage Loan") in the aggregate amount of $500.0 million and a mezzanine loan agreement (the “Mezzanine Loan” and, together with the Mortgage Loan, the “POL Loans”) in the aggregate amount of $260.0 million . At the closing of the POL Loans, a portion of the net proceeds after closing costs was used to repay the $485.0 million principal amount then outstanding under the Company’s Credit Facility, see Note 7 — Credit Facility . As of December 31, 2016 , the $260.0 million proceeds from the Mezzanine Loan was held in an escrow account by the servicer of the POL Loans and was recorded as a receivable in the Company's consolidated balance sheets. Subsequently, on January 9, 2017, the $260.0 million proceeds were deposited into an operating account that may be used by the Company to purchase the additional equity interests in Worldwide Plaza in connection with its exercise of the WWP Option. See Note 21 — Subsequent Events . Prior to the repayment in full of the Credit Facility, all of the POL Loan Properties were included as part of the borrowing base thereunder. The Mortgage Loan requires monthly interest payments at an initial weighted average interest rate of LIBOR plus 2.38% and the Mezzanine Loan requires monthly interest payments at an initial weighted average interest rate of LIBOR plus 5.65% . The LIBOR portions of the interest rates due under the POL Loans are capped at 3.0% pursuant to interest rate cap agreements. The principal balance of the POL Loans matures in December 2017. The POL Loans include one option to extend the maturity date for one year, if certain conditions are met including a debt yield test, and subject to a 0.25% increase in the applicable monthly interest rate payable. The POL Loans are recourse to the Company and may be accelerated only in the event of a default. The POL Loans may be prepaid, in whole or in part, without payment of any prepayment premium or spread maintenance premium or any other fee or penalty. In connection with a sale or disposition of an individual POL Loan Property to a third party, such POL Loan Property may be released from the Mortgage Loan, subject to certain conditions, by prepayment of a portion of the Mortgage Loan in an amount (the “Release Amount”) equal to 100% of the allocated amount under the POL Loans for such POL Loan Property up to the first 20% of the amount outstanding under the POL Loans prepaid and 110% of the allocated amount under the POL Loans for such POL Loan Property for the remaining amount outstanding under the POL Loans prepaid. Concurrently with the payment of the Release Amount, the borrower entity under the Mezzanine Loan is obligated to prepay a corresponding portion of the Mezzanine Loan, in accordance with the terms of the Mezzanine Loan, for which it will receive a release of a corresponding portion of the collateral under the Mezzanine Loan. Concurrently with the POL Loans, the Company entered into guaranty agreements with respect to the POL Loans that requires the Company to maintain, (i) on a consolidated basis, a minimum net worth of $300.0 million , which minimum net worth will be reduced pro rata with any prepayment of the POL Loans once the outstanding principal amount of the POL Loans is less than $300.0 million , but in no event will the minimum net worth be reduced below $150.0 million , and (ii) liquid assets having a market value of at least $25.0 million , which minimum market value of liquid assets may be reduced to $15.0 million in the event the outstanding amount under the POL Loans is equal to or less than $100.0 million . 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 December 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 $1.7 billion , at cost and net of below-market lease liabilities, at December 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 December 31, 2016 : (In thousands) Future Minimum Principal Payments 2017 $ 805,032 2018 354 2019 305,376 2020 401 2021 17,917 Thereafter — Total $ 1,129,080 Some of the Company's mortgage note agreements require compliance with certain property-level financial covenants including debt service coverage ratios. As of December 31, 2016 , the Company was in compliance with the financial covenants under its mortgage note agreements. |
Subordinated Listing Distributi
Subordinated Listing Distribution | 12 Months Ended |
Dec. 31, 2016 | |
Subordinated Listing Distribution [Abstract] | |
Subordinated Listing Distribution Derivative | Note 9 — Subordinated Listing Distribution Upon occurrence of the Listing, New York Recovery Special Limited Partnership, LLC (the "SLP") became entitled to begin receiving distributions of net sale proceeds pursuant to its special limited partner interest in the OP (the "SLP Interest") in an aggregate amount that was evidenced by the issuance of a note by the OP (the "Listing Note"). The Listing Note was equal to 15.0% of the amount, if any, by which (a) the average market value of the Company’s outstanding common stock for the period 180 days to 210 days after the Listing, plus dividends paid by the Company prior to the Listing, exceeded (b) the sum of the total amount of capital raised from stockholders during the Company’s initial public offering ("IPO") and the amount of cash flow necessary to generate a 6.0% annual cumulative, non-compounded return to such stockholders. Concurrently with the Listing, the Company, as general partner of the OP, caused the OP to enter into the Listing Note agreement dated April 15, 2014 by and between the OP and the SLP, and caused the OP to issue the Listing Note. The Listing Note was evidence of the SLP's right to receive distributions of net sales proceeds from the sale of the Company's real estate and real estate-related assets up to an aggregate amount equal to the principal balance of the Listing Note. Pursuant to the terms of the partnership agreement of the OP, the SLP had the right, but not the obligation, to convert all or a portion of the SLP interest into OP units, which are convertible into shares of the Company's common stock or the cash value of a corresponding number of shares, at the election of the OP, in accordance with the limited partnership agreement of the OP. The principal amount of the Listing Note was determined based, in part, on the actual market value of the Company’s outstanding common stock for the period 180 days to 210 days after the Listing. Until the final principal amount of the Listing Note was determined in November 2014, the Listing Note was considered to be a derivative which was marked to fair value at each reporting date, with changes in the fair value recorded in the consolidated statements of operations and comprehensive loss. The principal amount of the Listing Note was determined to be $33.5 million and was recorded as an expense in the consolidated statements of operations and comprehensive loss during the year ended December 31, 2014 . On November 21, 2014, at the request of the SLP, the Listing Note was converted into 3,062,512 OP units and the value of the Listing Note was reclassified from derivative liabilities to non-controlling interest on the consolidated balance sheet as of December 31, 2014. In January 2017, the remaining OP units issued under the Listing Note were converted into common stock, see Note 21 — Subsequent Events . |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 10 — 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. 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 and the credit valuation adjustments associated with those derivatives, such as estimates of current credit spreads to evaluate the likelihood of default by the Company and its counterparties are not significant to the overall valuation of the Company's derivatives. See Note 11 — 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 December 31, 2016 and 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 December 31, 2016 Derivatives, net $ — $ 91 $ — $ 91 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 years ended December 31, 2016 or 2015 . 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. Carrying Amount at Fair Value at Carrying Amount at Fair Value at (In thousands) Level December 31, 2016 December 31, 2016 December 31, 2015 December 31, 2015 Mortgage notes payable 3 $ 1,129,080 $ 1,138,576 $ 388,436 $ 401,503 Credit Facility 3 $ — $ — $ 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. As of December 31, 2016 , the Company had repaid all amounts outstanding under the Credit Facility, see Note 7 — Credit Facility . |
Interest Rate Derivatives and H
Interest Rate Derivatives and Hedging Activities | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Interest Rate Derivatives and Hedging Activities | Note 11 — 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. The Company does not anticipate that any of the counterparties will fail to meet their obligations. 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. The ineffective portion of the change in fair value of the derivatives is recognized directly in earnings. During the year ended December 31, 2016 , the Company terminated two of its interest rate swaps. One of the swaps was hedging one month LIBOR based debt on the Credit Facility at the OP level and was designated as a cash flow hedge. However, the Company has other one month LIBOR based debt that consolidates to the OP level and is currently not designated as a cash flow hedge. Since the swap was not limited to specific one month LIBOR debt, it can be used to hedge other one month LIBOR debt and allowed the Company to conclude that the forecasted transaction will occur. Upon repayment of the Credit Facility, the swap had an accumulated other comprehensive loss of $0.7 million and the Company will amortize this balance through August 20, 2018, the maturity date of the swap. The Company also 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. As a result, the reclassification of immaterial amounts from accumulated other comprehensive loss to earnings was accelerated. This termination resulted in a loss of approximately $24,000 for the year ended December 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 $0.5 million will be reclassified from accumulated other comprehensive loss as an increase to interest expense. As of December 31, 2016 and 2015 , the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk. December 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 2 $ 44,700 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 year ended December 31, 2016 and included in gain (loss) on derivative instruments on the consolidated statements of operations and comprehensive loss. As of December 31, 2016 and 2015 , the Company had the following outstanding interest rate derivatives that were not designated as hedges in qualified hedging relationships. December 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 4 $ 1,065,000 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 December 31, 2016 and 2015 : December 31, (In thousands) Balance Sheet Location 2016 2015 Derivatives designated as hedging instruments: Interest rate swaps Derivative assets, at fair value $ — $ 15 Interest rate swaps Derivative liabilities, at fair value $ (74 ) $ (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 gain or loss recognized on interest rate derivatives designated as cash flow hedges for the year s ended December 31, 2016 , 2015 and 2014 : Year Ended December 31, (In thousands) 2016 2015 2014 Amount of loss recognized in accumulated other comprehensive income (loss) from interest rate derivatives (effective portion) $ (742 ) $ (2,344 ) $ (2,847 ) Amount of loss reclassified from accumulated other comprehensive income (loss) into income as interest expense (effective portion) $ (1,266 ) $ (2,167 ) $ (2,160 ) Amount of gain (loss) recognized in gain (loss) on derivative instruments (ineffective portion, reclassifications of missed forecasted transactions and amounts excluded from effectiveness testing) $ (1 ) $ (4 ) $ 1 Offsetting Derivatives The Company does not offset its derivatives on the accompanying consolidated balance sheets. The table below presents a gross presentation, the potential effects of offsetting, and a potential net presentation of the Company's derivatives as of December 31, 2016 and 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 Potential Net Amounts of Assets (Liabilities) presented on the Balance Sheet Financial Instruments Cash Collateral Posted Net Amount December 31, 2016 $ 165 $ (74 ) $ 91 $ — $ — $ 91 December 31, 2015 $ 431 $ (1,266 ) $ (835 ) $ — $ — $ (835 ) Credit-risk-related Contingent Features The Company has agreements with each of its derivative counterparties that contain a provision whereby if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations. As of December 31, 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 $0.1 million . As of December 31, 2016 , the Company has not posted any collateral related to these 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 their aggregate termination value of $0.1 million at December 31, 2016 . |
Common Stock
Common Stock | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Common Stock | Note 12 — Common Stock As of December 31, 2016 and 2015 , the Company had 167.1 million and 162.5 million shares of common stock outstanding, respectively, including unvested shares of restricted common stock ("restricted shares"), but not including LTIP units or OP units, which may in the future be redeemed for shares of common stock. During the year ended December 31, 2016 , the Company issued 3,336,430 shares of its common stock upon redemption of 3,336,430 OP units held by certain individuals who are members, employees or former employees of the Advisor in accordance with the limited partnership agreement of the OP. During the year ended December 31, 2016 , the Company issued 1,172,738 shares of its common stock upon the conversion of 1,172,738 LTIP units held by certain individuals who are members, employees or former employees of the Advisor in accordance with the OPP Side Letter (as defined below). See Note 16 —Share-Based Compensation. From April 2014 through October 2016, the Company's board of directors authorized, and the Company has declared, a monthly dividend at an annualized rate equal to $0.46 per share per annum. Dividends were 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. In October 2016, the Company announced that, in light of the Liquidation Plan, which was then subject to stockholder approval, the Company's board of directors had determined that the Company would not pay a regular dividend for the month of November 2016 and did not expect to pay a regular monthly dividend for the month of December 2016 or thereafter. Because the Liquidation Plan was approved by the Company's stockholders, the Company will not resume paying monthly dividends. The Company expects to make periodic liquidating distributions out of net proceeds of asset sales, subject to satisfying its liabilities and obligations, in lieu of regular monthly dividends. There can be no assurance as to the actual amount or timing of liquidating distributions stockholders will receive. See Note 21 — Subsequent Events . |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 13 — Commitments and Contingencies Future Minimum Lease Payments The Company entered into operating and capital lease agreements 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 (1) Capital Leases (2) 2017 $ 4,905 $ 86 2018 5,089 86 2019 5,346 86 2020 5,346 86 2021 5,547 86 Thereafter 240,734 3,318 Total minimum lease payments $ 266,967 $ 3,748 Less: amounts representing interest (1,658 ) Total present value of minimum lease payments $ 2,090 ______________________ (1) Operating leases comprise the Viceroy Hotel ground lease. (2) Capital leases comprise 350 Bleecker Street ground lease. Total rental expense related to operating leases was $7.6 million for the year s ended December 31, 2016 , 2015 and 2014 . During the year s ended December 31, 2016 , 2015 and 2014 , interest expense related to capital leases was approximately $0.1 million . The following table discloses assets recorded under capital leases and the accumulated amortization thereon as of December 31, 2016 and 2015 : December 31, (In thousands) 2016 2015 Buildings, fixtures and improvements $ 11,785 $ 11,783 Less accumulated depreciation and amortization (2,273 ) (1,705 ) Total real estate investments, net $ 9,512 $ 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 Litigation 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. On June 16, 2016, RXR appealed, and on December 8, 2016, the appellate court entered an order denying RXR’s appeal and affirming the trial court’s damages limitation. On January 9, 2017, RXR filed a motion seeking reargument of the appellate court decision, or, in the alternative, leave to appeal to the Court of Appeals. That motion was fully briefed and submitted for decision on February 8, 2017. 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. Combination Transactions Litigation During June 2016, Irene Jacobs and Marvin Jacobs filed a class action complaint (the “Jacobs Complaint”) on behalf of public stockholders of the Company against the Company, the OP, Michael Happel, the Company's chief executive officer, and its board of directors. The Jacobs Complaint was originally filed in New York Supreme Court, New York County on June 17, 2016, but the New York action was discontinued and re-filed in Maryland Circuit Court on July 12, 2016. The Jacobs Complaint seeks to enjoin the series of transactions contemplated by the Master Combination Agreement (the “JBG Combination Agreement”) the Company entered into in May 2016 with JBG Properties, Inc. and JBG/Operating Partners, L.P (collectively “JBG Management Entities”), and certain pooled investment funds that are affiliates of the JBG Management Entities (collectively with the JBG Management Entities and certain affiliated entities, “JBG”). The Jacobs Complaint alleges, among other things, that the individual defendants breached their fiduciary duties to the public stockholders of the Company by causing the Company to enter into the JBG Combination Agreement, and that the Company, the OP and JBG knowingly assisted in those alleged breaches. On August 2, 2016, the Company and the OP entered into an agreement with JBG to terminate the JBG Combination Agreement. On September 2, 2016, following termination of the JBG Combination Agreement, a stipulation of voluntary discontinuance of the Jacobs Complaint was filed, concluding the matter. Harris Derivative Suit In October 2016, Berney Harris (the "Plaintiff") filed a derivative complaint (the “Harris Complaint”) on behalf of public stockholders of the Company against the Company, members of its board of directors (the “director defendants”), the Advisor, and certain affiliates of the Advisor (together with the Advisor, the “advisor defendants”). The Complaint was filed in New York Supreme Court, New York County on October 13, 2016. The Harris Complaint alleges, among other things, that the director defendants breached their fiduciary duties to the public stockholders of the Company by putting the interests of the advisor defendants before those of the public stockholders, which breach was aided and abetted by the advisor defendants. The Harris Complaint also asserts claims of corporate waste against the director defendants and unjust enrichment against certain of the advisor defendants. On December 16, 2016, the defendants filed motions to dismiss on the basis of a provision in the Company’s bylaws providing that the state or federal courts of Maryland are the sole and exclusive forum for claims such as those raised in the Harris Complaint. If the motion is granted and the case is dismissed, the Harris Complaint may be refiled in Maryland. If the motion is denied, the case will proceed in in New York Supreme Court, New York County. In either event, the defendants still have various other grounds on which to move to dismiss, and the Company intends to vigorously defend against all claims. Environmental Matters In connection with the ownership and operation of real estate, the Company may potentially be liable for costs and damages related to environmental matters. The Company maintains environmental insurance for its properties that provides coverage for potential environmental liabilities, subject to the policy's coverage conditions and limitations. The Company has not been notified by any governmental authority of any non-compliance, liability or other claim, and is not aware of any other environmental condition that it believes will have a material adverse effect on the consolidated results of operations. |
Related Party Transactions and
Related Party Transactions and Arrangements | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions and Arrangements | Note 14 — Related Party Transactions and Arrangements The Advisor and Property Manager are under common control with AR Global, the parent of American Realty Capital III, LLC ("ARC III") and the SLP, and are considered related parties and have received or will continue to receive, until the Transition Date, compensation, fees and expense reimbursements for services related to the investment and management of the Company's assets. All of the Company’s executive officers are executive officers of the Advisor and the Property Manager. AR Global owns 80% of ARC III and Michael Happel, the Company’s chief executive officer, owns 20% of ARC III. William M. Kahane, one of the Company’s directors, has shared control of AR Global. The Advisor holds all unearned LTIP units issued pursuant to the OPP and individual members of the Advisor and employees of the Advisor hold interests in the OP. See Note 19 — Non-Controlling Interests . On January 3, 2017 , the Company issued 841,660 shares of its common stock upon redemption of 841,660 OP units held by certain individuals who are individual members of the Advisor and/or employees of the Advisor or its affiliates. As discussed in Note 1 — Organization , on December 19, 2016, the Company entered into the Services Agreement, the Advisory Amendment and certain other arrangements providing for the transition of advisory services from the Advisor to the Service Provider, pursuant to which the Service Provider commenced, on January 3, 2017, to serve as exclusive advisor to the Company with respect to all matters primarily related to the Liquidation Plan (and as a consultant to the Company on other matters), and, on the Transition Date, will replace the Advisor as the exclusive advisor to the Company with respect to all matters. Prior to the Transition Date, the Advisor will continue to provide all services related to managing the Company’s day-to-day operations that are not related to the Liquidation Plan. Following the Transition Date, the Service Provider will be responsible for providing these services in addition to the services to be provided beginning on January 3, 2017 with respect to the Liquidation Plan. The following table details amounts incurred, waived and contractually owed to the Advisor, Property Manager, the Service Provider, each of their respective affiliates or other related parties as of and for the periods presented pursuant to the arrangement described elsewhere in this note: Year Ended December 31, Payable (Receivable) as of 2016 2015 2014 December 31, (In thousands) Incurred Waived Incurred Waived Incurred Waived 2016 2015 Advisor and Property Manager Payments: Acquisition fees and related cost reimbursements $ — $ — $ — $ — $ 3,350 $ — $ — $ — Financing coordination fees — — — — 2,363 — — — Dividends on Class B units — — — — 107 — — — Ongoing fees: Asset management fees (1) 12,293 — 12,465 — 8,397 — 51 (7 ) Transfer agent and other professional fees 2,862 — 1,713 — 1,971 — 299 99 Property management fees 2,046 994 2,603 2,603 1,731 1,731 105 — Service Provider Payments: WW Investor Expense Reimbursement 520 — — — — — — — Total related party operational fees and reimbursements $ 17,721 $ 994 $ 16,781 $ 2,603 $ 17,919 $ 1,731 $ 455 $ 92 ___________________________________________ (1) Prior to the Listing, the Company caused the OP to issue to the Advisor restricted performance based Class B units for asset management services, which vested as of the Listing. Advisory Agreement Pursuant to the Advisory Agreement, the Advisor manages the Company's day-to-day operations pursuant to the Advisory Agreement and 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 during all periods for the years ended December 31, 2016 and 2015 . On April 25, 2016, the Advisory Agreement was amended to provide for automatic renewal for successive six-month periods beginning on June 26, 2016, unless terminated automatically upon the consummation of a change in control or upon 60-days' written notice without cause and without penalty prior to the expiration of the original term or any subsequent renewal period. On October 24, 2016, the Company provided notice that the existing Advisory Agreement between the Company and the Advisor will be terminated effective December 26, 2016. On December 19, 2016, the Company, the OP and the Advisor entered into the Advisory Amendment as part of a series of arrangements providing for the transition of advisory services from the Advisor to the Service Provider. Pursuant to the Advisory Amendment, the current term of the Advisory Agreement extends to March 31, 2017 (the “Initial Extension Period”). In addition, the Company may, with approval of the Company's independent directors, extend the term of the Advisory Agreement for up to five successive 30-day periods (each, an “Additional Extension Period”) upon at least 45 days’ notice prior to the expiration of the Initial Extension Period and upon at least 30 days’ notice prior to the expiration of any Additional Extension Period. Notwithstanding the foregoing, the Advisory Agreement also provides that, following the later of February 28, 2017 and the filing of this Annual Report on Form 10-K, the Advisory Agreement may be terminated upon three business days’ written notice from the Company's independent directors to the Advisor. The Advisory Agreement will also terminate automatically upon the occurrence of a change of control (as defined in the Advisory Agreement). Upon termination of the Advisory Agreement, the Advisor will no longer serve as the Company’s advisor or have any advisory responsibility to the Company but will have an obligation to cooperate with the Company in making an orderly transition of the advisory function. After termination, the Advisor is entitled to receive all amounts then accrued and owing to the Advisor (but not a termination fee or any other amounts). Following the Transition Date, the Service Provider, and not the Advisor, will be responsible for maintaining the Company’s accounting, tax, regulatory and other records and taking all actions necessary to file any reports required to be filed by the Company with the SEC, the Internal Revenue Service ("IRS") and other regulatory agencies or any applicable stock exchange. Pursuant to the amendment to the Advisory Agreement entered into as part of the arrangements providing for transition advisory services from the Advisor to the Service Provider, the Advisor will have no responsibility (and no liability) with respect to the Liquidation Plan and any liquidation accounting associated therewith. Until the Listing, the Company paid the Advisor an asset management subordinated participation by causing the OP to issue (subject to periodic approval by the board of directors) to the Advisor a number of performance-based restricted, forfeitable partnership units of the OP designated as "Class B units" equal to a maximum 0.75% per annum of the cost of the Company's assets. As of April 15, 2014, in aggregate, the board of directors had approved the issuance of 1,188,667 Class B units to the Advisor in connection with this arrangement. The Advisor received distributions on unvested Class B units equal to the per share dividends paid on the Company's common stock. The value of issued Class B units was determined and expensed when the vesting condition was met, which occurred as of the Listing, resulting in $11.5 million of expense which was included in vesting of asset management fees expense in the consolidated statement of operations and comprehensive loss for the year ended December 31, 2014. On April 15, 2014, the Class B units were converted to OP units on a one-to-one basis. 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 in performing services), although the Company does not reimburse the Advisor for personnel costs in connection with services for which the Advisor receives a separate fee. The Company’s executive officers, employees of affiliates of the Advisor and Property Manager, except for awards of restricted shares under certain limited circumstances that occurred only during the year ended December 31, 2015 and have not recurred, do not receive any compensation directly from the Company for serving as executive officers. The Company does not reimburse the Advisor and its affiliates that are involved in managing the Company’s operations, including the Property Manager, for salaries, bonuses or benefits incurred by these entities and paid to the Company's executive officers. 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 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 the Advisory Agreement on June 26, 2015 which, among other things, removed the 2%/25% Limitation. Total reimbursement of costs and expenses for the years ended December 31, 2016 and 2015 was $2.7 million and $0.8 million , respectively. The Company did not reimburse the Advisor for costs and expenses incurred during the year ended December 31, 2014 . Notwithstanding the foregoing, pursuant to the Advisory Amendment, the amount of the expenses incurred by the Advisor that the Company are required to reimburse pursuant to the Advisory Agreement is limited to no more than (i) $0.7 million for the Initial Extension Period and (ii) $0.2 million per each Additional Extension Period. Prior to the Advisory Amendment, in connection with a sale of one or more properties, in which the Advisor provides a substantial amount of services, as determined by the Company’s independent directors, the Company was required under the Advisory Agreement to 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. In connection with the Advisory Amendment the Company is no longer required to pay the Advisor a property disposition fee. The Company incurred and paid $0.2 million in property disposition fees during the years ended December 31, 2016 and 2015 for the disposal of properties prior to the Advisory Amendment. No such fees were incurred or paid during the year ended December 31, 2014 . Property Management Agreement Pursuant to the Property Management Agreement, unless the Company contracts with a third party, the Company has agreed to pay 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 Property Manager waived property management fees from the time the Company commenced active operations in June 2010 until the third quarter of 2016, at which point the Property Manager began to charge the property management fee pursuant to the Property Management Agreement, which were paid in cash by the Company. For the six months ended June 30, 2016 and years ended December 31, 2015 and 2014 , the Advisor and Property Manager agreed to waive certain fees, including property management fees. The fees that were waived were not deferrals and accordingly, will not be paid to the Advisor in any subsequent periods. The term of the Property Management Agreement expires on September 1, 2017. Pursuant to the amendment to the Property Management Agreement entered into as part of the arrangements providing for the transition of advisory services from the Advisor to the Service Provider, the Property Management Agreement will also terminate on the expiration or termination of the Advisory Agreement, if earlier. Personnel Side Letter On December 19, 2016, as part of the arrangements providing for the transition of advisory services from the Advisor to the Service Provider, the Company, the OP, Advisor and the Property Manager entered into a letter agreement (the “Personnel Side Letter”), requiring the Company to fund, and the Advisor to pay, certain amounts to incentivize and retain certain personnel of the Advisor and its affiliates (the “Advisor Employees”). The Personnel Side Letter provides that the 2016 bonus to be paid by the Advisor to each Advisor Employee who remains employed by the Advisor or its affiliates will be no less than 75% of such Advisor Employee’s 2015 bonus. The Personnel Side Letter also includes provisions for payments of retention bonuses allocated among the Advisor Employees. Pursuant to an escrow agreement entered into among the Company, the Advisor and Chicago Title Insurance Company on December 21, 2016, the Company deposited an amount equal to $0.7 million in an escrow account on December 21, 2016. The amount in the escrow account will be used to pay the retention bonuses allocated to each Advisor Employee who remains employed by the Advisor or its affiliates as a retention bonus, with two-thirds of the bonus payable upon the filing of this Annual Report on Form 10-K and the remainder payable on the earlier of the termination of the Advisory Agreement or the final day of the Initial Extension Period. Upon the occurrence of a change of control prior to the filing of this Annual Report on Form 10-K or the final day of the Initial Extension Period, the entirety of the amounts to be paid will be paid to those Advisor Employees who remain employed by the Advisor or its affiliates at that time. No portion of the amount held in escrow will be refundable to the Company for any reason other than equitable adjustment to account for any Advisor Employees who are no longer employed by the Advisor or its affiliates as of the date of a payment. No later than five business days prior to the beginning of each Additional Extension Period (if any), the Company will pay to the Advisor an additional amount equal to $0.2 million (equitably adjusted to account for any Advisor Employee who, as of the beginning of the Additional Extension Period, is no longer employed by the Advisor or its affiliates), and the Advisor will pay the amount allocated to each Advisor Employee who remains employed by the Advisor or its affiliate on the last regularly scheduled payroll date during the applicable Additional Extension Period. No portion of these amounts paid to the Advisor will be refundable to the Company for any reason other than equitable adjustment to account for any Advisor Employees who are no longer employed by the or its affiliates as of the date of a payment. Services Agreement On December 19, 2016, as part of the arrangements providing for the transition of advisory services from the Advisor to the Service Provider, the Company and the Service Provider entered into the Services Agreement, the Advisory Amendment and certain other arrangements providing for the transition of advisory services from the Advisor to the Service Provider. Services From January 3, 2017 until the Transition Date, the Service Provider serves as the exclusive advisor to us with respect to implementation and oversight of, and the taking of all actions in connection with the Liquidation Plan, and as a consultant to the Company on other matters. After the Transition Date, the Service Provider will continue to execute the Liquidation Plan and will also manage the Company’s day-to-day operations pursuant to the Services Agreement and provide the services currently provided by the Advisor under the Advisory Agreement. From January 3, 2017 until the Transition Date, the Service Provider has agreed to use its reasonable best efforts to cooperate with the Company and the Advisor to enable an orderly transition of advisory services from the Advisor to the Service Provider, and, to the extent the Liquidation Plan had not yet been approved and adopted, to provide advice to the Company’s board of directors with respect to an investment program consistent with the Company’s investment objectives and policies and make recommendations to the Company’s board of directors with respect to any leases, or renewals thereof, for space at any of the Company’s properties. Executives and Personnel Under the Services Agreement, the Service Provider is required to provide the Company with, among other personnel, a chief executive officer and a chief financial officer as of the Transition Date. The Company has agreed that, on the Transition Date, the Company will appoint Wendy Silverstein as the chief executive officer and John Garilli as the chief financial officer of the Company. The Company will not reimburse either the Service Provider or any of its affiliates for any internal selling, general or administrative expense of the Service Provider or its affiliates, including the salaries and wages, benefits or overhead of personnel providing services to the Company, including a chief executive officer and a chief financial officer. Ms. Silverstein is the sole shareholder of a corporation, which is a party to a consulting agreement with the Service Provider. Ms. Silverstein receives a consulting fee for providing services in connection with the services provided by the Service Provider and is entitled to receive 50% of any Incentive Fee (as defined below) that may be payable to the Service Provider pursuant to the Services Agreement. Ms. Silverstein does not own any shares of common stock of the Company or other securities of the Company and, as a non-independent director, will not receive any compensation for serving as a director. Fees and Expenses Beginning on March 1, 2017, the Company will pay the Service Provider an asset management fee equal to 0.325% per annum of the cost of assets (as defined in the Services Agreement); provided, however, that if the cost of assets exceeds $3.0 billion on the applicable determination date, then the asset management fee will be equal to 0.325% per annum of the cost of assets up to $3.0 billion and 0.250% per annum of the cost of assets in excess of $3.0 billion . The asset management fee is payable in monthly installments on the first business day of each month. The cost of assets (as defined in the Services Agreement) was not in excess $3.0 billion as of December 19, 2016. In connection with the payment of (i) any distributions of money or other property by the Company to its stockholders during the term of the Services Agreement and (ii) any other amounts paid to the Company’s stockholders on account of their shares of common stock in connection with a merger or other change in control transaction pursuant to an agreement with the Company entered into after the Transition Date (such distributions and payments, the “Hurdle Payments”), in excess of $11.00 per share (the “Hurdle Amount”), when taken together with all other Hurdle Payments, the Company will pay an incentive fee to the Service Provider in an amount equal to 10% of such excess (the “Incentive Fee”). The Hurdle Amount will be increased on an annualized basis by an amount equal to the product of (a) the Treasury Rate plus 200 basis points and (b) the Hurdle Amount minus all previous Hurdle Payments. On each of January 3, 2017 and February 1, 2017, the Company paid the Service Provider a fee of $0.5 million in cash as compensation for advisory services and consulting services rendered prior to the Transition Date. If the Service Provider or its affiliates provide any property management services, the Company will pay the Service Provider 1.75% of gross revenues, inclusive of all third party property management fees, for any property management services provided to the Company by the Service Provider or any of its affiliates. The Company is required to pay directly or reimburse the Service Provider for certain reasonable and documented out-of-pocket expenses paid or incurred by the Service Provider or its affiliates in connection with the services provided to the Company and the OP pursuant to the Services Agreement. These expenses may not exceed $0.1 million for the period prior to the Transition Date. Standstill During the term of the Services Agreement, the Service Provider, together with its affiliates, is required to hold at least 1,000,000 shares of the Company’s common stock. Other than with respect to this stockholding requirement, the Service Provider or any of its affiliates may not (i) acquire or offer to acquire any of the Company’s assets, whether in connection with the Liquidation Plan or otherwise, or (ii) contribute debt or equity financing to, or otherwise invest in, the Company, the OP or any of their respective subsidiaries. Term and Termination The initial term of the Services Agreement expires on February 28, 2018 and thereafter renews automatically for successive six month periods unless a majority of the independent directors or the Service Provider elects to terminate the Services Agreement without cause and without penalty, upon written notice thirty (30) days’ prior to the end of such term. The Services Agreement may also be terminated upon thirty (30) days’ written notice by a majority of the independent directors with cause (as defined in the Services Agreement) or if Ms. Silverstein resigns or is otherwise unavailable to serve as the chief executive officer of the Company for any reason and the Service Provider has not identified a replacement chief executive officer who is acceptable to a majority of the independent directors. In addition, the Services Agreement will terminate automatically upon: (i) the occurrence of a change of control (as defined in the Services Agreement), other than as a result of the transactions contemplated by the Liquidation Plan, or (ii) at the effective time of the dissolution of the Company in accordance with the Liquidation Plan or, (iii) if the assets of the Company are transferred to a liquidating trust, the final disposition of the assets transferred by the liquidating trust. After termination, the Service Provider is entitled to receive all amounts then accrued and owed to the Service Provider, including any accrued Incentive Fee, but is not entitled to a termination fee or any other amounts. Settlement Agreement On October 23, 2016, the Company entered into an agreement (the “Settlement Agreement”) with WW Investors LLC, Michael L. Ashner and Steven C. Witkoff (collectively, the “WW Investors”), an affiliate of the Service Provider, to settle a potential proxy contest pertaining to the election of directors to the Company’s board of directors at the Company’s 2016 annual meeting of stockholders. Pursuant to the Settlement Agreement, among other things: • the Company’s board of directors was expanded from six to nine directors and James Hoffmann, Gregory Hughes and Craig T. Bouchard were elected as members of the Company’s board of directors; • Mr. Hoffmann was appointed to serve as a member of the audit committee of the Company’s board of directors and Mr. Hughes was appointed to serve as a member of the compensation committee of the Company’s board of directors; • so long as WW Investors is not in breach of the Settlement Agreement, WW Investors has certain rights to recommend replacement directors if either of Mr. Hughes or Mr. Hoffmann resigns from the Company’s board of directors or is rendered unable to serve on the Company’s board of directors by reason of death or disability prior to the end of the Standstill Period (as defined below) subject to such replacement directors being independent under the applicable standards in the Settlement Agreement, and subject to such replacement director being first recommended by the nominating and corporate governance committee of the Company’s board of directors and subsequently approved by the Company’s board of directors in their sole discretion; • WW Investors will vote its shares of common stock at any stockholders meeting prior to the expiration of the Standstill Period in favor of the Company’s director nominees and otherwise in accordance with the Company’s board of director’s recommendation; • following that selection of the Service Provider in the RFP, for so long as WW Investors or one of its affiliates serves as the Company’s external advisor or manager, WW Investors may sell shares of the Company’s common stock so long as it continues to own at least 1,000,000 shares of the Company’s common stock in the aggregate; • the Company reimbursed WW Investors for its reasonable, documented out-of-pocket fees and expenses (including legal expenses) of $0.5 million incurred in connection with WW Investors’ involvement at the Company; and • WW Investors agreed to customary standstill restrictions during the “Standstill Period,” which is the period beginning on the date of the Settlement Agreement and ending on the later of (x) December 31, 2017 and (y) the date that neither Mr. Hoffmann nor Mr. Hughes continues to serve on the Company’s board of directors. The Standstill Period will also terminate on the date that the Company files its proxy statement in respect of an annual meeting if either Mr. Hoffmann or Mr. Hughes (or any replacement director) is not nominated as a director unless such failure to be so nominated was attributable to involvement in certain legal proceedings that would require disclosure in the Company’s Annual Report on Form 10-K. On February 4, 2017, Ms. Silverstein was recommended as a replacement director by WW Investors with respect to the resignation of Mr. Hoffmann pursuant to the terms of the Settlement Agreement as modified by an amendment to the Settlement Agreement entered into on that date, and she was thereafter elected to the board of directors to serve as a director until the Company’s 2017 annual meeting and until her successor is duly elected and qualifies. Former Dealer Manager and Affiliates 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 ("RCAP"), 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. In May 2016, RCAP and its affiliated debtors emerged from bankruptcy under the new name, Aretec Group, Inc. The amounts incurred from the Former Dealer Manager and its affiliates for services performed on behalf of the Company were $0.7 million for the year ended December 31, 2015 . In connection with the IPO, the Company incurred approximately $8,000 , in commissions and fees to the Former Dealer Manager, during the year ended December 31, 2014 . The Company did not incur any fees or expense reimbursements related to the IPO during the years ended December 31, 2016 and 2015 and did not have any amounts payable to the Advisor or Former Dealer Manager related to fees paid in connection with the IPO as of December 31, 2016 or 2015 . In December 2013, the Company entered into a transaction management agreement with RCS Advisory Services, LLC ("RCS Advisory"), a subsidiary of RCAP, to provide strategic alternatives transaction management services through the occurrence of a liquidity event and a la carte services thereafter. The Company incurred $1.5 million of expenses pursuant to this agreement during the year ended December 31, 2014 , including amounts for services provided in preparation for the Listing, which are included in acquisition and transaction related costs in the consolidated statement of operations and comprehensive loss. The Company did not incur any expenses pursuant to this agreement for the years ended December 31, 2016 or 2015 . The Company does not owe the Former Dealer Manager or its affiliates any more fees pursuant to this agreement. In December 2013, the Company entered into an information agent and advisory services agreement with the Former Dealer Manager and ANST, a subsidiary of RCAP, to provide in connection with a liquidity event, advisory services, educational services to external and internal wholesalers, communication support as well as proxy, tender offer or redemption and solicitation services. For the year ended December 31, 2014 , the Company incurred $1.3 million of expenses pursuant to this agreement, which included amounts for services provided in preparation for the Company's tender offer in April 2014 (the "Tender Offer"), and are included in additional paid-in capital on the accompanying consolidated balance sheets. The Company did not incur any expenses pursuant to this agreement during the years ended December 31, 2016 or 2015 . The Company does not owe the Former Dealer Manager or its affiliates any more fees pursuant to this agreement. In December 2013, the Company entered into an agreement with RCS Capital, the investment banking and capital markets division of the Former Dealer Manager, for strategic and financial advice and assistance in connection with (i) a possible sale transaction involving the Company (ii) the possible listing of the Company’s securities on a national securities exchange, and (iii) a possible acquisition transaction involving the Company. The Former Dealer Manager was entitled to a transaction fee equal to 0.25% of the transaction value in connection with the possible sale transaction, listing or acquisition. In April 2014, in connection with the Listing, the Company incurred and paid $6.9 million in connection with this agreement which was included in acquisition and transaction related costs in the consolidated statement of operations and comprehensive loss. The Company does not owe the Former Dealer Manager or its affiliates any more fees pursuant to this agreement. During the year ended December 31, 2014 , the Company incurred $0.6 million of expenses to affiliated entities of the Advisor for general legal, marketing and sales services provided in connection with the Listing. These expenses are included in acquisition and transaction related costs in the consolidated statement of operations and comprehensive loss. During the year ended December 31, 2014 , the Company also incurred approximately $9,000 of expenses to affiliated entities of the Advisor for general legal services provided in connection with the Tender Offer. These expenses are included in additional paid-in capital on the accompanying consolidated balance sheets. The Company did not incur any expenses pursuant to this agreement for the years ended December 31, 2016 or 2015 . As of December 31, 2016 and 2015 , there were no amounts payable to affiliated entities of the Advisor in accounts payable and a |
Economic Dependency
Economic Dependency | 12 Months Ended |
Dec. 31, 2016 | |
Economic Dependency [Abstract] | |
Economic Dependency | Note 15 — Economic Dependency Under various agreements, the Company has engaged or will engage the Advisor, the Service Provider, their respective affiliates and entities under common control with the Advisor and the Service Provider 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, the Service Provider and their 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. As discussed in Note 1 — Organization , t he Company has entered into the Services Agreement, pursuant to which, on January 3, 2017, the Service Provider commenced serving as the exclusive advisor to the Company with respect to all matters primarily related to the Liquidation Plan (and as a consultant to the Company on other matters), and, on the Transition Date, will replace the Company’s current advisor as the exclusive advisor to the Company with respect to all matters. Prior to the Transition Date, the Advisor will continue to provide all services related to managing our day-to-day operations that are not related to the Liquidation Plan. Following the Transition Date, the Service Provider will be responsible for providing these services in addition to the services it has been providing since January 3, 2017 with respect to the Liquidation Plan. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Note 16 — 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 December 31, 2016 and 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 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 and other distributions (including any liquidating distributions made pursuant to the Liquidation Plan) 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. In February 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 remaining awards vest over a four -year period in increments of 25% per annum. In the fourth quarter of 2015, the Company awarded an additional 30,000 restricted shares to its interim chief financial officer. This award vests over a three -year period, subject to automatic vesting in its entirety upon his resignation or replacement as interim chief executive officer. The following table displays restricted share award activity during the year s ended December 31, 2016 , 2015 and 2014 : Number of Restricted Shares Weighted-Average Issue Price Unvested, December 31, 2014 89,499 $ 10.73 Granted 340,527 10.54 Vested (33,651 ) 10.56 Forfeited (79,805 ) 10.36 Unvested, December 31, 2015 316,570 10.59 Granted 46,979 10.11 Vested (94,769 ) 10.59 Unvested, December 31, 2016 268,780 $ 10.50 Compensation expense related to restricted shares was $0.7 million , $1.1 million , and $2.3 million for the year s ended December 31, 2016 , 2015 and 2014 , respectively, and is included in general and administrative expenses on the consolidated statement of operations and other comprehensive loss. As of December 31, 2016 , the Company had approximately $1.3 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 2.4 years. 2014 Advisor Multi-Year Outperformance Agreement On the Effective Date, in connection with the Listing, the Company entered into the OPP with the OP and the Advisor. Under the OPP, the Advisor was issued 8,880,579 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. On December 19, 2016, as part of the arrangements providing for the transition of advisory services from the Advisor to the Service Provider, the Company, the OP, the Advisor and the Property Manager entered into the OPP Side Letter with respect to LTIP units. Pursuant to the OPP Side Letter, all 1,172,738 issued and outstanding earned and unvested LTIP units vested automatically on December 26, 2016 and were converted on a one-for-one basis into unrestricted shares of the Company's common stock. In addition, the OPP Side Letter provides that the number of additional LTIP units issued under the OPP to the Advisor that are eligible to be earned in the third and final year of the OPP on April 15, 2017 (the "Year 3 LTIP units") will be calculated on April 15, 2017, the final valuation date, in accordance with the terms of the OPP and will be immediately vested and converted on a one -for-one basis into unrestricted shares of the Company’s common stock on April 15, 2017, except if a change of control (as defined in the OPP) occurs prior to April 15, 2017, the number of Year 3 LTIP units will be calculated as of the day immediately preceding the close of the change of control and the value of the Year 3 LTIP units will be paid to the Advisor in cash at the closing. In accordance with the OPP Side Letter, the Company's board of directors authorized the Company to file a Registration Statement with the SEC on Form S-3 registering the resale of the shares of the Company's common stock issuable in exchange for the previously earned LTIP units and Year 3 LTIP units on or prior to December 26, 2016, which was filed with the SEC on December 22, 2016. Prior to the OPP Side Letter, subject to the Advisor's continued service through each vesting date, one third of any earned LTIP units would vest on each of the third, fourth and fifth anniversaries of the Effective Date. Under the OPP, the Advisor's eligibility 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 is based on the Company’s achievement of certain levels of total return to the Company's 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 Period”); 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. On April 15, 2016, 805,679 additional LTIP units were earned by the Advisor under the terms of the OPP. The remaining LTIP units are currently unearned and unvested and will only be earned and vest upon satisfaction of the performance based and service based vesting criteria summarized above. Any LTIP units that are not earned through April 15, 2017, the end of the Three-Year Period and vested will be forfeited. 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 (other than distributions of sales proceeds) made per OP unit. If real estate assets are sold and net sales proceeds distributed prior to April 15, 2017, the end of the Three-Year Period, the holders of LTIP units generally would be entitled to a portion of those net sales proceeds with respect to both the earned and unearned LTIP units (although the amount per LTIP unit, which would be determined in accordance with a formula in the limited partnership agreement of the OP, would be less than the amount per OP unit until the average capital account per LTIP unit equals the average capital account per OP unit). The Company’s board of directors has discretion as to the timing of distributions of net sales proceeds. The Company paid $1.3 million , $0.7 million and $0.3 million respectively, in distributions related to LTIP units during the year s ended December 31, 2016 , 2015 and 2014 respectively, 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 required service period. Prior to the OPP Side Letter and for the Year 3 LTIP units, equity-based compensation expense is adjusted each reporting period for changes in the estimated value. As of and subsequent to the OPP Side Letter, the fair value of the LTIP units issued under the OPP to the Advisor from the first and second year of the OPP are locked-in and adjusted as appropriate under GAAP. The amortization of the fair value of the OPP awards recorded as equity-based compensation resulted in income of $2.6 million for the year ended December 31, 2016 . For the years ended December 31, 2015 and 2014 , amortization of the fair value of the OPP awards recorded as equity-based compensation resulted in compensation expense of $14.1 million and $5.3 million , respectively, and is included in general and administrative expenses in the consolidated statements of operations. 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 10 — 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 December 31, 2016 and 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 December 31, 2016 OPP (1) $ — $ — $ 5,457 $ 5,457 December 31, 2015 OPP $ — $ — $ 43,500 $ 43,500 ___________________________________________ (1) On December 26, 2016, 1,172,738 LTIPs were converted pursuant to the OPP Side Letter based on a fair market value of $10.08 per share. Level 3 valuations The following is a reconciliation of the beginning and ending balance for the changes in instruments with Level 3 inputs in the fair value hierarchy for the year s ended December 31, 2016 and 2015 : (In thousands) OPP Beginning balance as of December 31, 2014 $ 29,100 Fair value adjustment 14,400 Balance as of December 31, 2015 43,500 Fair value adjustment (26,222 ) Ending balance as of December 31, 2016 $ 17,278 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) December 31, 2016 OPP $ 17,278 Monte Carlo Simulation Expected volatility 28.0 % 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. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Note 17 — Accumulated Other Comprehensive Income (Loss) The following table illustrates the changes in accumulated other comprehensive income (loss) as of and for the periods indicated: Unrealized gains Change in Total accumulated on available-for-sale unrealized gain other comprehensive (In thousands) securities (loss) on derivatives income (loss) Balance, December 31, 2013 $ (240 ) $ (373 ) $ (613 ) Other comprehensive income (loss), before reclassifications 484 (2,847 ) (2,363 ) Amounts reclassified from accumulated other comprehensive income (loss) — 2,160 2,160 Net current-period other comprehensive income (loss) 484 (687 ) (203 ) Balance, December 31, 2014 244 (1,060 ) (816 ) Other comprehensive loss, before reclassifications (137 ) (2,344 ) (2,481 ) Amounts reclassified from accumulated other comprehensive income (loss) (107 ) 2,167 2,060 Net current-period other comprehensive loss (244 ) (177 ) (421 ) Balance, December 31, 2015 — (1,237 ) (1,237 ) Other comprehensive loss, before reclassifications — (742 ) (742 ) Amounts reclassified from accumulated other comprehensive income (loss) — 1,266 1,266 Net current-period other comprehensive income — 524 524 Balance, December 31, 2016 $ — $ (713 ) $ (713 ) For a reconciliation of the income statement line item affected due to amounts reclassified out of accumulated other comprehensive loss for the years ended December 31, 2016 , 2015 and 2014 , see Note 11 — Interest Rate Derivatives and Hedging Activities . |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Note 18 — Net Loss Per Share The following is a summary of the basic and diluted net loss per share computations for the periods presented: Year Ended December 31, 2016 2015 2014 Basic and diluted net loss attributable to stockholders $ (82,526 ) $ (39,081 ) $ (93,028 ) Weighted average shares outstanding, basic and diluted 164,949,461 162,165,580 166,959,316 Net loss per share attributable to stockholders, basic and diluted $ (0.50 ) $ (0.24 ) $ (0.56 ) 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 periods presented, which were excluded from the calculation of diluted loss per share attributable to stockholders as the effect would have been anti-dilutive: Year Ended December 31, 2016 2015 2014 Unvested restricted shares 268,780 316,570 89,499 OP units 841,660 4,178,090 4,270,841 LTIP units 7,707,841 8,880,579 8,880,579 Total anti-dilutive common share equivalents 8,818,281 13,375,239 13,240,919 |
Non-Controlling Interests
Non-Controlling Interests | 12 Months Ended |
Dec. 31, 2016 | |
Noncontrolling Interest [Abstract] | |
Non-Controlling Interests | Note 19 — Non-Controlling Interests The Company is the sole general partner of the OP and holds the majority of the OP units. As of December 31, 2016 and 2015 , the Advisor or members, employees or former employees of the Advisor held 841,660 and 4,178,090 OP units, respectively, and 7,707,841 and 8,880,579 unvested LTIP units, respectively. As of December 31, 2016 , all of these OP units have been submitted for redemption in accordance with the limited partnership agreement of the OP. On January 3, 2017 , the Company issued 841,660 shares of its common stock upon redemption of 841,660 OP units held by certain individuals who are individual members of the Advisor and/or employees of the Advisor or its affiliates, following which no OP units remained outstanding other than OP units held by the Company corresponding to shares of the Company's common stock. Note 21 — Subsequent Events . There were $1.9 million , $2.6 million and $0.8 million respectively, of distributions paid to OP unit and LTIP unit holders during the year ended December 31, 2016 , 2015 and 2014 . A holder of OP units has the right to distributions on the same basis as a holder of shares of the Company's common stock, and has the right to redeem 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 Company, 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. During the years ended December 31, 2016 and 2015 , respectively, 3,336,430 and 92,751 OP units were redeemed for shares of the Company's common stock and reclassified from non-controlling interest to stockholders' equity. The Company was the controlling member of the limited liability company that owned 163 Washington Avenue, acquired in September 2012. The Company had the sole voting rights under the operating agreement of this limited liability company. The non-controlling members' aggregate initial investment balance of $0.5 million would have been reduced by the dividends paid to each non-controlling member. No dividends were paid during the year ended December 31, 2014 . On October 21, 2015, the Company sold the 163 Washington Avenue property and distributed to the non-controlling members $0.6 million , representing their invested capital plus a return on investment. |
Quarterly Results (Unaudited)
Quarterly Results (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results (Unaudited) | Note 20 — Quarterly Results (Unaudited) Presented below is a summary of the unaudited quarterly financial information for the years ended December 31, 2016 , 2015 and 2014 : Quarters Ended (In thousands, except share and per share data) March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 Total revenues $ 36,709 $ 39,923 $ 41,260 $ 42,382 Basic and diluted net loss attributable to stockholders $ 487 $ (11,540 ) $ (45,267 ) $ (26,202 ) Weighted average shares outstanding, basic and diluted 163,872,612 164,835,872 165,384,074 165,692,013 Net loss per share attributable to stockholders, basic and diluted $ — $ (0.07 ) $ (0.27 ) $ (0.16 ) Quarters Ended (In thousands, except share and per share data) March 31, 2015 June 30, 2015 September 30, 2015 December 31, 2015 Total revenues (1) $ 41,849 $ 43,677 $ 44,608 $ 44,387 Basic and diluted net loss attributable to stockholders (2) $ (8,516 ) $ (8,982 ) $ (13,075 ) $ (8,508 ) Weighted average shares outstanding, basic and diluted 162,092,424 162,156,470 162,203,065 162,208,672 Net loss per share attributable to stockholders, basic and diluted (2) $ (0.05 ) $ (0.06 ) $ (0.08 ) $ (0.05 ) ____________________________ (1) During the fourth quarter of 2015, the Company reclassified the write-off of a terminated below-market lease from depreciation and amortization expense to revenue. Revenue for the quarter ended March 31, 2015 has been revised to reflect this reclassification. (2) 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 each of the quarters ended March 31, 2015, June 30, 2015 and September 30, 2015. Quarterly amounts in the table above have been revised to reflect the corrected amounts. Quarters Ended (In thousands, except share and per share data) March 31, 2014 June 30, 2014 September 30, 2014 December 31, 2014 Total revenues $ 33,592 $ 35,949 $ 40,514 $ 45,512 Basic net income (loss) attributable to stockholders $ (8,156 ) $ (67,237 ) $ 9,695 $ (27,330 ) Adjustments to net income (loss) attributable to stockholders for common share equivalents — — (1,305 ) — Diluted net income (loss) attributable to stockholders $ (8,156 ) $ (67,237 ) $ 8,390 $ (27,330 ) Weighted average shares outstanding, basic 175,068,005 168,972,601 161,975,420 162,019,399 Net income (loss) per share attributable to stockholders, basic $ (0.05 ) $ (0.40 ) $ 0.06 $ (0.17 ) Weighted average shares outstanding, diluted 175,068,005 168,972,601 162,181,209 162,019,399 Net income (loss) per share attributable to stockholders, diluted $ (0.05 ) $ (0.40 ) $ 0.05 $ (0.17 ) |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 21 — Subsequent Events The Company has evaluated subsequent events through the filing of this Annual Report on Form 10-K, and determined that there have not been any events that have occurred that would require adjustments or disclosures in the consolidated financial statements, except for the following events: Liquidation Plan On January 3, 2017, the Company held a Special Meeting at which the Company’s stockholders voted on and approved the Liquidation Plan. Due to the approval of the Liquidation Plan, the Company expects to adopt the liquidation basis of accounting effective January 1, 2017. Pursuant to the Liquidation Plan, the Company expects to sell or transfer all of its assets, pay or provide for its liabilities and expenses, distribute the remaining proceeds of the liquidation of its assets to its stockholders, wind up its operations and dissolve. The actual amounts and times of the liquidating distributions the Company will make to its stockholders pursuant to the Liquidation Plan will be determined by the Company’s board of directors in its discretion. OP Unit Redemptions On January 3, 2017 , the Company issued 841,660 shares of its common stock upon redemption of 841,660 OP units held by certain individuals who are individual members of the Advisor and/or employees of the Advisor or its affiliates. Mezzanine Loan Release On January 9, 2017, the Company received the $260.0 million proceeds from the Mezzanine Loan that was held by the servicer of the POL Loans in an escrow account and recorded as a receivable in the Company's consolidated balance sheets as of December 31, 2016 . Upon receipt of the proceeds, the Company reclassified the receivable of $260.0 million to restricted cash in the Company's consolidated balance sheets. See Note 8 — Mortgage Notes Payable . |
Schedule III Real Estate and Ac
Schedule III Real Estate and Accumulated Depreciation | 12 Months Ended |
Dec. 31, 2016 | |
SEC Schedule III, Real Estate and Accumulated Depreciation Disclosure [Abstract] | |
Real Estate and Accumulated Depreciation Schedule III | Encumbrances at Initial Costs Subsequent to Acquisition Gross Amount at Portfolio State Acquisition Date December 31, 2016 Land Building and Improvements Land Building and Improvements December 31, 2016 (3) (4) Accumulated Depreciation (5)(6) Design Center NY 6/22/2010 $ 19,380 $ 11,243 $ 18,884 $ — $ 3,179 $ 33,306 $ 6,322 367-387 Bleecker Street NY 12/1/2010 — (1) — 31,167 — — 31,167 8,092 33 West 56th Street (garage) NY 6/1/2011 — (2) — 4,637 — (556 ) 4,081 561 416 Washington Street NY 11/3/2011 — (2) — 8,979 — (331 ) 8,648 1,396 One Jackson Square NY 11/18/2011 — (2) — 21,466 — (3,042 ) 18,424 2,364 350 West 42nd Street NY 3/16/2012 — (2) — 19,869 — 83 19,952 4,586 1100 Kings Highway NY 5/4/2012 20,200 17,112 17,947 — 101 35,160 3,900 256 West 38th Street NY 12/26/2012 24,500 20,000 26,483 — 3,462 49,945 7,797 229 West 36th Street NY 12/27/2012 — (2) 27,400 22,308 — 874 50,582 4,943 350 Bleecker Street NY 12/31/2012 — (2) — 11,783 — 2 11,785 2,274 218 West 18th Street NY 3/27/2013 — (2) 17,500 90,869 — 3,311 111,680 18,728 50 Varick Street NY 7/5/2013 — (2) — 77,992 — 28,810 106,802 17,605 333 West 34th Street NY 8/9/2013 — (2) 98,600 120,908 — 192 219,700 (7) 26,825 Viceroy Hotel NY 11/18/2013 — (2) — 169,945 — (41,723 ) 128,222 (8) 1,621 1440 Broadway NY 12/23/2013 305,000 217,066 289,410 — 2,413 508,889 (9) 45,871 245-249 West 17th Street NY 8/22/2014 — (2) 68,251 233,607 — 13,114 314,972 (10) 15,416 Total $ 369,080 $ 477,172 $ 1,166,254 $ — $ 9,889 $ 1,653,315 $ 168,301 ___________________________________ (1) The properties comprised of 367-387 Bleecker Street are not subject to mortgages under the Mortgage Loan with the exception of 382-384 Bleecker Street, which is subject to a mortgage under the Mortgage Loan. (2) These properties are subject to mortgages under the Mortgage Loan which had an outstanding balance of $500.0 million as of December 31, 2016 . (3) Acquired intangible lease assets allocated to individual properties in the amount of $132.3 million are not reflected in the table above. (4) The tax basis of aggregate land, buildings and improvements as of December 31, 2016 is $1.6 billion (unaudited). (5) The accumulated depreciation column excludes $42.4 million of amortization associated with acquired intangible lease assets. (6) Each of the properties has a depreciable life of: 40 years for buildings, 15 years for land improvements and five to seven years for fixtures. (7) Excludes $23.0 million of intangible below-market lease liabilities. (8) Excludes $33.2 million of intangible above-market ground lease, accrued straight-line rent expense and key money liabilities. During the year ended December 31, 2016 , the Company determined that the carrying value of the Viceroy Hotel exceeded its estimated fair value and recognized an impairment charge of $27.9 million . (9) Excludes $18.7 million of intangible below-market lease liabilities. (10) Excludes $23.7 million of intangible below-market lease liabilities. A summary of activity for real estate and accumulated depreciation for the years ended December 31, 2016 , 2015 and 2014 : December 31, (In thousands) 2016 2015 2014 Real estate investments, at cost (including assets held for sale): Balance at beginning of year $ 1,714,720 $ 1,729,983 $ 1,414,959 Additions-Acquisitions — — 301,858 Capital expenditures 21,891 27,231 15,356 Disposals (83,296 ) (42,494 ) (2,190 ) Balance at end of the year $ 1,653,315 $ 1,714,720 $ 1,729,983 Accumulated depreciation (including assets held for sale): Balance at beginning of year $ 139,412 $ 93,012 $ 31,715 Depreciation expense 56,527 61,527 63,349 Disposals (27,638 ) (15,127 ) (2,052 ) Balance at end of the year $ 168,301 $ 139,412 $ 93,012 |
Summary of Significant Accoun29
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Accounting | Basis of Accounting The accompanying consolidated financial statements of the Company are prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America ("GAAP"). |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform with the current year presentation, specifically the presentation of deferred financing costs, net, related to mortgage notes payable which is presented as a reduction of the carrying amount of mortgage notes payable. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries and consolidated joint venture arrangements in which the Company has controlling financial interests, either through voting or similar rights or by means other than voting rights if the Company is the primary beneficiary of a variable interest entity ("VIE"). The portions of the consolidated joint venture arrangements not owned by the Company are presented as noncontrolling interests. All inter-company accounts and transactions have been eliminated in consolidation. The Company evaluates its relationships and investments to determine if it has variable interests in a VIE. A variable interest is an investment or other interest that will absorb portions of an entity’s expected losses or receive portions of the entity’s expected residual returns. If the Company determines that it has a variable interest in an entity, it evaluates whether such interest is in a VIE. A VIE is broadly defined as an entity where either (1) the equity investors as a group, if any, lack the power through voting or similar rights to direct the activities of an entity that most significantly impact the entity’s economic performance or (2) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support. The Company consolidates any VIEs when it is determined to be the primary beneficiary of the VIE’s operations. A variable interest holder is considered to be the primary beneficiary of a VIE if it has the power to direct the activities of a VIE that most significantly impact the entity’s economic performance and has the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE. The Company continually evaluates the need to consolidate its joint ventures. In determining whether the Company has a controlling interest in a joint venture and the requirement to consolidate the accounts of that entity, management considers factors such as ownership interest, power to make decisions and contractual and substantive participating rights of the partners or members as well as whether the entity is a VIE for which the Company is the primary beneficiary. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Management makes significant estimates regarding revenue recognition, purchase price allocations to record investments in real estate, impairment loss and fair value of investments in real estate, derivative financial instruments and hedging activities, equity-based compensation expenses related to the 2014 Advisor Multi-Year Outperformance Agreement (as amended to date, the "OPP") and fair value measurements, as applicable. |
Investments in Real Estate | Investments in Real Estate The Company evaluates the inputs, processes and outputs of each asset acquired to determine if the transaction is a business combination or asset acquisition. If an acquisition qualifies as a business combination, the related transaction costs are recorded as an expense in the consolidated statements of operations and comprehensive loss. If an acquisition qualifies as an asset acquisition, the related transaction costs are generally capitalized and subsequently amortized over the useful life of the acquired assets. In business combinations, the Company allocates the purchase price of acquired properties to tangible and identifiable intangible assets or liabilities and non-controlling interests based on their respective estimated fair values. Tangible assets may include land, land improvements, buildings, fixtures and tenant improvements. Intangible assets or liabilities may include the value of in-place leases, above- and below-market leases and other identifiable intangible assets or liabilities based on lease or property specific characteristics. The fair value of the tangible assets of an acquired property with an in-place operating lease is determined by valuing the property as if it were vacant, and the “as-if-vacant” value is then allocated to the tangible assets based on the fair value of the tangible assets. The fair value of in-place leases is determined by considering estimates of carrying costs during the expected lease-up periods, current market conditions, as well as costs to execute similar leases. The fair value of above- or below-market leases and ground leases is recorded based on the present value of the difference between the contractual amount to be paid pursuant to the in-place lease and the Company's estimate of the comparable fair market lease rate, measured over the remaining term of the lease, including any below market fixed rate renewal options for below-market leases. The fair value of other intangible assets, such as real estate tax abatements, are recorded based on the present value of the expected benefit and amortized over the expected useful life. Fair values of assumed mortgages, if applicable, are recorded as debt premiums or discounts based on the present value of the estimated cash flows, which is calculated to account for either above- or below-market interest rates. Non-controlling interests in property owning entities are recorded based on its fair value at the date of acquisition, as determined by the terms of the applicable agreement. The Company utilizes a number of sources in making its estimates of fair values for purposes of allocating purchase price, including real estate valuations prepared by independent valuation firms. The Company also considers information and other factors including: market conditions, the industry in which the tenant operates, characteristics of the real estate such as location, size, demographics, value and comparative rental rates, tenant credit profile and the importance of the location of the real estate to the operations of the tenant’s business. Disposals of real estate investments that represent a strategic shift in operations that will have a major effect on the Company's operations and financial results are presented as discontinued operations in the consolidated statements of operations and comprehensive loss for all periods presented; otherwise, the Company continues to report the results of these properties' operations within continuing operations. Properties that are intended to be sold will be designated as "held for sale" on the consolidated balance sheets at the lesser of carrying amount or fair value less estimated selling costs when they meet specific criteria to be presented as held for sale. Properties are no longer depreciated when they are classified as held for sale. The Company did not have any properties held for sale as of December 31, 2016 . As of December 31, 2015 , the Company had three properties held for sale. See Note 3 — Real Estate Investments . |
Depreciation and Amortization | Depreciation and Amortization Depreciation is computed using the straight-line method over the estimated useful lives of up to 40 years for buildings, 15 years for land improvements, five to seven years for fixtures and improvements and the shorter of the useful life or the remaining lease term for tenant improvements and leasehold interests. Acquired above-market leases are amortized as a reduction of rental income over the remaining terms of the respective leases. Acquired below-market leases are amortized as an increase to rental income over the remaining terms of the respective leases and expected below-market renewal option periods. Acquired above-market ground leases are amortized as a reduction of property operating expense over the remaining term of the respective leases. Acquired below-market ground lease values are amortized as an increase to property operating expense over the remaining terms of the respective leases and expected below-market renewal option period. The value of in-place leases, exclusive of the value of above- and below-market in-place leases, is amortized to depreciation and amortization expense over the remaining terms of the respective leases. Assumed mortgage premiums or discounts, if applicable, are amortized as a reduction or increase to interest expense over the remaining term of the respective mortgages. |
Impairment of Long Lived Assets | Impairment of Long Lived Assets When circumstances indicate the carrying value of a property may not be recoverable, the Company reviews the asset for impairment. This review is based on an estimate of the future undiscounted cash flows, excluding interest charges, expected to result from the property’s use and eventual disposition. These estimates consider factors such as expected future operating income, market and other applicable trends and residual value, as well as the effects of leasing demand, competition and other factors. If such estimated cash flows are less than the carrying value of a property, an impairment loss is recorded to the extent that the carrying value exceeds the estimated fair value of the property for properties to be held and used. For properties held for sale, the impairment loss is based on the adjustment to estimated fair value less estimated cost to dispose of the asset. Generally, the Company determines estimated fair value for properties held for sale based on the agreed-upon selling price of an asset. These assessments may result in the immediate recognition of an impairment loss, resulting in a reduction of net income (loss). |
Impairment of Equity Method Investments | Impairment of Equity Method Investments The Company monitors the value of its equity method investments for indicators of impairment. An impairment charge is recognized when the Company determines that a decline in the fair value of the investment below its carrying value is other-than-temporary. The assessment of impairment is subjective and involves the application of significant assumptions and judgments about the Company's intent and ability to recover its investment given the nature and operations of the underlying investment. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include cash in bank accounts as well as investments in highly-liquid money market funds with original maturities of three months or less. As of December 31, 2015 , $0.2 million was held in money market funds with the Company's financial institutions. The Company had no funds held in money market funds as of December 31, 2016 . The Company deposits cash with high-quality financial institutions. These deposits are guaranteed by the Federal Deposit Insurance Company (the "FDIC") up to an insurance limit. |
Restricted Cash | Restricted Cash Restricted cash primarily consists of maintenance, real estate tax, structural, and debt service reserves. |
Investments Securities | Investment Securities The Company classifies its investments in debt or equity securities into one of three classes: held-to-maturity, available-for-sale or trading, as applicable. Investments in debt securities that the Company has the positive intent and ability to hold until maturity are classified as held-to-maturity and are reported at amortized cost. Debt and equity securities that are bought and held principally for the purposes of selling them in the near future are classified as trading securities. Debt and equity securities not classified as trading securities or as held-to-maturity securities are classified as available-for-sale securities and are reported at fair value, with unrealized holding gains and losses reported as a component of equity within accumulated other comprehensive income or loss. Gains or losses on securities sold are based on the specific identification method. The Company evaluates its investments in securities for impairment or other-than-temporary impairment on a quarterly basis. The Company reviews each investment individually and assesses factors that may include (i) if the carrying amount of an investment exceeds its fair value, (ii) if there has been any change in the market as a whole or in the investee’s market, (iii) if there are any plans to sell the investment in question or if the Company believes it may be forced to sell its investment, and (iv) if there have been any other factors that would indicate the possibility of the existence of an other-than-temporary impairment. The fair value of the Company’s investments in available-for-sale securities generally rise and fall based on current market conditions. If, after reviewing relevant factors surrounding an impaired security, the Company determines that it will not recover its full investment in an impaired security, the Company recognizes an other-than-temporary impairment charge in the consolidated statements of operations and comprehensive loss in the period in which the other-than-temporary impairment is discovered, regardless of whether or not the Company plans to sell or believes it will be forced to sell the security in question. |
Investment in Unconsolidated Joint Venture | Investment in Unconsolidated Joint Venture The Company accounts for its investment in unconsolidated joint venture under the equity method of accounting because the Company exercises significant influence over, but does not control, the entity and is not considered to be the primary beneficiary. This investment was recorded initially at cost and subsequently adjusted for equity in net income (loss) and cash contributions and distributions. Any difference between the carrying amount of this investment and the underlying equity in net assets is depreciated and amortized over the estimated useful lives of the assets and liabilities with a corresponding adjustment to the equity income (loss) from unconsolidated joint venture on the accompanying consolidated statements of operations and comprehensive loss. Equity income (loss) from unconsolidated joint venture is allocated based on the Company's ownership or economic interest in the joint venture. A loss in the value of a joint venture investment that is determined to be other than temporary is recognized in the period in which the loss occurs. See Note 4 — Investment in Unconsolidated Joint Venture . |
Deferred Costs, Net | Deferred Costs, Net Deferred costs, net consists of deferred financing costs related to a credit facility and leasing costs. Deferred financing costs, net related to mortgage notes payable are presented as an offset against the carrying amount of the related mortgage notes payable. Deferred financing costs represent commitment fees, legal fees, and other costs associated with obtaining commitments for financing. These costs are amortized to interest expense over the terms of the respective financing agreements using the effective interest method. Unamortized deferred financing costs are expensed when the associated debt is refinanced or repaid before maturity. Costs incurred in seeking financial transactions that do not close are expensed in the period in which it is determined that the financing will not close. Deferred leasing costs, consisting primarily of lease commissions and professional fees incurred, are deferred and amortized to depreciation and amortization expense over the term of the related lease. |
Derivative Instruments | Derivative Instruments The Company uses derivative financial instruments to hedge the interest rate risk associated with a portion of its borrowings. The principal objective of such agreements 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 records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that is attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply or if the Company does not elect to apply hedge accounting. If the Company designates a qualifying derivative as a hedge, changes in the value of the derivative are reflected in accumulated other comprehensive income (loss) on the accompanying consolidated balance sheets. If a derivative does not qualify as a hedge, or if the Company does not elect to apply hedge accounting, changes in the value of the derivative are reflected in other income (loss) on the accompanying consolidated statements of operations and comprehensive loss. |
Revenue Recognition | Revenue Recognition The Company's revenues, which are derived primarily from rental income, include rents that each tenant pays in accordance with the terms of each lease reported on a straight-line basis over the initial term of the lease. Because many of the Company's leases provide for rental increases at specified intervals, GAAP requires that the Company record a receivable, and include in revenues on a straight-line basis, unbilled rent receivables that it will only receive if the tenant makes all rent payments required through the expiration of the initial term of the lease. The Company defers the revenue related to lease payments received from tenants in advance of their due dates. When the Company acquires a property, the acquisition date is considered to be the commencement date for purposes of this calculation. Rental revenue recognition commences when the tenant takes possession of or controls the physical use of the leased space. For the tenant to take possession, the leased space must be substantially ready for its intended use. To determine whether the leased space is substantially ready for its intended use, the Company evaluates whether the Company owns or if the tenant owns the tenant improvements. When the Company is the owner of tenant improvements, rental revenue recognition begins when the tenant takes possession of the finished space, which is on the date on which such improvements are substantially complete. When the tenant is the owner of tenant improvements, rental revenue recognition begins when the tenant takes possession of or controls the space. When the Company concludes that it is the owner of tenant improvements, the Company capitalizes the cost to construct the tenant improvements, including costs paid for or reimbursed by the tenants. When the Company concludes that the tenant is the owner of tenant improvements for accounting purposes, the Company records its contribution towards those improvements as a lease incentive, which is included in deferred leasing costs, net on the consolidated balance sheets and amortized as a reduction to rental income on a straight-line basis over the term of the lease. The Company continually reviews receivables related to rent and unbilled rent receivables and determines collectability by taking into consideration the tenant's payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located. In the event that the collectability of a receivable is in doubt, the Company will record an increase in its allowance for uncollectible accounts or record a direct write-off of the receivable in its consolidated statements of operations and comprehensive loss. The Company owns certain properties with leases that include provisions for the tenant to pay contingent rental income based on a percent of the tenant's sales upon the achievement of certain sales thresholds or other targets which may be monthly, quarterly or annual targets. As the lessor to the aforementioned leases, the Company defers the recognition of contingent rental income until the specified target that triggered the contingent rental income is achieved, or until such sales upon which percentage rent is based are known. If contingent rental income is recognized pursuant to these provisions, contingent rental income is included in rental income on the consolidated statements of operations and comprehensive loss. The Company recognized contingent rental revenue of $0.8 million and $0.6 million during the year ended December 31, 2016 and 2015 , respectively. The Company did not recognize any revenue or deferred revenue related to contingent rental income during the year ended December 31, 2014 . Cost recoveries from tenants are included in operating expense reimbursement in the period the related costs are incurred, as applicable. The Company's hotel revenues are recognized as earned and are derived from room rentals and other sources such as charges to guests for telephone service, movie and vending commissions, meeting and banquet room revenue and laundry services. |
Share-Based Compensation | Share-Based Compensation The Company has a stock-based incentive award plan for its directors, which is accounted for under the guidance for employee share based payments. The cost of services received in exchange for a stock award is measured at the grant date fair value of the award and the expense for such awards is included in general and administrative expenses and is recognized over the service period or when the requirements for exercise of the award have been met. During the year ended December 31, 2015 , the Company granted restricted shares to employees of the Advisor, which are accounted for under the guidance for non-employee share-based payments. The fair value of the awards granted to employees of the Advisor are remeasured quarterly, with the resulting amortization adjustments reflected in general and administrative expense in the consolidated statements of operations and comprehensive loss. During the year ended December 31, 2016 , the Company did not grant any restricted shares to employees of the Advisor. 2014 Advisor Multi-Year Outperformance Agreement On April 15, 2014 (the "Effective Date"), in connection with the Listing, the Company entered into the OPP with the OP and the Advisor, which is accounted for under the guidance for non-employee share-based payments. On December 19, 2016, as part of the arrangements providing for the transition of advisory services from the Advisor to the Service Provider, the Company, the Advisor, the OP and the Property Manager entered into a letter agreement (the "OPP Side Letter") which amended the terms of the OPP and accelerated vesting for certain portions of the award thereunder. Due to the OPP Side Letter, the Company accelerated the recording of equity-based compensation expense associated with the awards over the new requisite service period. Equity-based compensation expense is adjusted each reporting period for changes in the estimated market-related performance. See Note 16 — Share-Based Compensation . |
Income Taxes | Income Taxes The Company elected to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code commencing with its taxable year ended December 31, 2010. If the Company continues to qualify for taxation as a REIT, it generally will not be subject to federal corporate income tax to the extent it distributes annually all of its REIT taxable income to its stockholders, determined without regard for the deduction for dividends paid and excluding net capital gains. REITs are subject to a number of organizational and operational requirements, including a requirement that the Company distribute annually at least 90% of the Company’s REIT taxable income to the Company’s stockholders. If the Company fails to continue to qualify as a REIT in any taxable year and does not qualify for certain statutory relief provisions, the Company will be subject to U.S. federal and state income taxes at regular corporate rates (including any applicable alternative minimum tax) beginning with the year in which it fails to qualify and may be precluded from being able to elect to be treated as a REIT for the Company’s four subsequent taxable years. The Company distributed to its stockholders 100% of its REIT taxable income for each of the years ended December 31, 2016 , 2015 and 2014 . Accordingly, no provision for federal or state income taxes related to such REIT taxable income was recorded on the Company’s financial statements. Even if the Company qualifies for taxation as a REIT, it may be subject to certain state and local taxes on its income and property, and federal income and excise taxes on its undistributed income. During the year ended December 31, 2013, the Company purchased a hotel, which is owned by a subsidiary of the OP and leased to a taxable REIT subsidiary ("TRS"), that is owned by the OP. A TRS is subject to federal, state and local income taxes. The TRS is a tax paying component for purposes of classifying deferred tax assets and liabilities. The Company records net deferred tax assets to the extent the Company believes these assets will more likely than not be realized. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. In the event the Company determines that it would not be able to realize the deferred income tax assets in the future in excess of the net recorded amount, the Company establishes a valuation allowance which offsets the previously recognized income tax benefit. Deferred income taxes result from temporary differences between the carrying amounts of assets and liabilities of the TRS for financial reporting purposes and the amounts used for income tax purposes. |
Per Share Data | Per Share Data The Company calculates basic loss per share of common stock by dividing net loss for the period by the weighted-average shares of its common stock outstanding for the respective period. Diluted income per share takes into account the effect of dilutive instruments such as unvested restricted stock, limited partnership interests of the OP entitled "OP units" ("OP units") or limited partnership units of the OP entitled "LTIP units" ("LTIP units") (assuming such units are not antidilutive), based on the average share price for the period in determining the number of incremental shares that are to be added to the weighted-average number of shares outstanding. See Note 18 — Net Loss Per Share . |
Reportable Segments | Reportable Segments The Company has determined that it has one reportable segment, with activities related to investing in real estate. The Company's investments in real estate generate rental revenue and other income through the leasing and management of properties. Management evaluates the operating performance of the Company's investments in real estate at the individual property level. |
Recent Accounting Pronouncements | Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued revised guidance relating to revenue recognition. Under the revised guidance, an entity is required to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The revised guidance was to become effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. Early adoption was not permitted under GAAP. The revised guidance allows entities to apply the full retrospective or modified retrospective transition method upon adoption. In July 2015, the FASB deferred the effective date of the revised guidance by one year to annual reporting periods beginning after December 15, 2017, although entities will be allowed to early adopt the guidance as of the original effective date. The Company is evaluating the impact of the implementation of this guidance, including performing a preliminary review of all revenue streams to identify any differences in the timing, measurement or presentation of revenue recognition. The Company is continuing to evaluate the allowable methods of adoption. In January 2016, the FASB issued an update that amends the recognition and measurement of financial instruments. The new guidance significantly revises an entity’s accounting related to equity investments and the presentation of certain fair value changes for financial liabilities measured at fair value. Among other things, it also amends the presentation and disclosure requirements associated with the fair value of financial instruments. The revised guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is not permitted for most of the amendments in the update. The Company is currently evaluating the impact of the new guidance. In February 2016, the FASB issued an update which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both lessees and lessors. The new guidance requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase of the leased asset by the lessee. This classification will determine whether the lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. The revised guidance supersedes previous leasing standards and is effective for reporting periods beginning after December 15, 2018. Early adoption is permitted. The Company is continuing to evaluate the impact of this new guidance. In March 2016, 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. In August 2016, the FASB issued guidance on how certain transactions should be classified and presented in the statement of cash flows as either operating, investing or financing activities. Among other things, the update provides specific guidance on where to classify debt prepayment and extinguishment costs, payments for contingent consideration made after a business combination and distributions received from equity method investments. The revised guidance is effective for reporting periods beginning after December 15, 2017. Early adoption is permitted. The Company is currently evaluating the impact of this new guidance. In November 2016, the FASB issued guidance on the classification of restricted cash in the statement of cash flows. The amendment requires restricted cash to be included in the beginning-of-period and end-of-period total cash amounts. Therefore, transfers between cash and restricted cash will no longer be shown on the statement of cash flows. The guidance is effective for reporting periods beginning after December 15, 2017. Early adoption is permitted. The Company is currently evaluating the impact of this new guidance. In January 2017, the FASB issued guidance that revises the definition of a business. This new guidance is applicable when evaluating whether an acquisition should be treated as either a business acquisition or an asset acquisition. Under the revised guidance, when substantially all of the fair value of gross assets acquired is concentrated in a single asset or group of similar assets, the assets acquired would not be considered a business. The revised guidance is effective for reporting periods beginning after December 15, 2017, and the amendments will be applied prospectively. Early application is permitted only for transactions that have not previously been reported in issued financial statements. The Company is currently evaluating the impact of this new guidance. Recently Adopted Accounting Pronouncements In August 2014, the FASB issued guidance relating to disclosure of uncertainties about an entity's ability to continue as a going concern. In connection with preparing financial statements for each annual and interim reporting period, management should evaluate whether there are conditions or events that raise substantial doubt about the entity's ability to continue as a going concern within one year after the date that the financial statements are issued. If conditions or events raise substantial doubt about the entity's ability to continue as a going concern, the guidance requires management to disclose information that enables users of the financial statements to understand the conditions or events that raised the substantial doubt, management's evaluation of the significance of the conditions or events that led to the doubt, the entity’s ability to continue as a going concern and management's plans that are intended to mitigate or that have mitigated the conditions or events that raised substantial doubt about the entity's ability to continue as a going concern. There is no disclosure required unless there are conditions or events that have raised substantial doubt about the entity’s ability to continue as a going concern. The guidance is effective for the annual period ending after December 15, 2016 and for annual and interim periods thereafter. The Company adopted this guidance for the fiscal year ended December 31, 2016. The adoption of this guidance did not have a material impact on the Company's consolidated financial statements. In addition, due to the approval of the Liquidation Plan by the Company's stockholders, the Company anticipates that the provisions of this guidance will no longer apply upon implementation of the Liquidation Plan. 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 and continues to consolidate the OP as required under previous GAAP. 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. 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 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 $21.6 million and $7.0 million , respectively, as of December 31, 2016 and 2015 as a reduction of the carrying amount of mortgage notes payable. See Note 8 — Mortgage Notes Payable . 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. The Company's policy is to account for forfeitures as they occur. |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Acquired intangible assets and liabilities consist of the following as of December 31, 2016 and 2015 . December 31, 2016 (In thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intangible assets: In-place leases $ 108,253 $ 36,645 $ 71,608 Other intangibles 3,804 750 3,054 Above-market leases 20,291 5,036 15,255 Total acquired intangible assets $ 132,348 $ 42,431 $ 89,917 Intangible lease liabilities: Below-market leases $ 75,484 $ 26,864 $ 48,620 Above-market ground lease liability 17,968 1,401 16,567 Total market lease intangibles $ 93,452 $ 28,265 $ 65,187 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 |
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 December 31, 2016 : (In thousands) 2017 2018 2019 2020 2021 In-place leases $ 9,612 $ 8,655 $ 8,271 $ 8,032 $ 7,604 Other intangible 321 321 321 321 321 Total to be included in depreciation and amortization expense $ 9,933 $ 8,976 $ 8,592 $ 8,353 $ 7,925 Above-market lease assets $ (1,420 ) $ (1,420 ) $ (1,420 ) $ (1,407 ) $ (572 ) Below-market lease liabilities 6,660 5,875 5,490 5,250 4,615 Total to be included in rental income $ 5,240 $ 4,455 $ 4,070 $ 3,843 $ 4,043 Above-market ground lease liability to be deducted from property operating expenses $ (449 ) $ (449 ) $ (449 ) $ (449 ) $ (449 ) |
Real Estate Investments (Tables
Real Estate Investments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Real Estate [Abstract] | |
Assets and Liabilities Assumed | The following table presents the allocation of the assets acquired and liabilities assumed during the year ended December 31, 2014 . There were no real estate assets acquired or liabilities assumed during the year s ended December 31, 2016 and 2015 . Year Ended (Dollar amounts in thousands) December 31, 2014 Real estate investments, at cost: Land $ 68,251 Buildings, fixtures and improvements 233,607 Total tangible assets 301,858 Acquired intangibles: In-place leases 25,169 Other intangible 3,804 Above-market lease assets 3,707 Below-market lease liabilities (23,705 ) Total acquired intangibles 8,975 Total assets acquired, net 310,833 Investment in unconsolidated joint venture 273 Preferred equity investment 5,100 Mortgage notes payable used to acquire investments in real estate — Other liabilities assumed — Cash paid for acquired real estate investments and other assets $ 316,206 Number of properties and other investments purchased 1 |
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 December 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 2017 $ 107,900 2018 105,258 2019 97,219 2020 97,765 2021 96,434 Thereafter 461,550 $ 966,126 |
Schedule of Annualized Rental Income by Major Tenants | The following table lists the tenants whose annualized cash rent represented greater than 10% of total annualized cash rent as of December 31, 2016 , 2015 and 2014 , including annualized cash rent related to the Company's unconsolidated joint venture: December 31, Property Portfolio Tenant 2016 2015 2014 Worldwide Plaza (1) Cravath, Swaine & Moore, LLP 16% 16% 16% Worldwide Plaza (1) Nomura Holdings America, Inc. 11% 11% 11% ________________________ (1) Annualized cash rent reflects the Company's 48.9% pro rata share of rent generated by Worldwide Plaza. |
Schedule of Finite-Lived Intangible Assets | Acquired intangible assets and liabilities consist of the following as of December 31, 2016 and 2015 . December 31, 2016 (In thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intangible assets: In-place leases $ 108,253 $ 36,645 $ 71,608 Other intangibles 3,804 750 3,054 Above-market leases 20,291 5,036 15,255 Total acquired intangible assets $ 132,348 $ 42,431 $ 89,917 Intangible lease liabilities: Below-market leases $ 75,484 $ 26,864 $ 48,620 Above-market ground lease liability 17,968 1,401 16,567 Total market lease intangibles $ 93,452 $ 28,265 $ 65,187 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 |
Finite-lived Intangible Assets Amortization Expense | 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: Year Ended December 31, (In thousands) 2016 2015 2014 Amortization of in-place leases and other intangibles (1) $ 10,986 $ 19,757 $ 21,094 Amortization and (accretion) of above- and below market leases, net (2) $ (6,018 ) $ (7,917 ) $ (9,289 ) Amortization of above-market ground lease (3) $ (449 ) $ (449 ) $ (449 ) _______________ (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 December 31, 2016 : (In thousands) 2017 2018 2019 2020 2021 In-place leases $ 9,612 $ 8,655 $ 8,271 $ 8,032 $ 7,604 Other intangible 321 321 321 321 321 Total to be included in depreciation and amortization expense $ 9,933 $ 8,976 $ 8,592 $ 8,353 $ 7,925 Above-market lease assets $ (1,420 ) $ (1,420 ) $ (1,420 ) $ (1,407 ) $ (572 ) Below-market lease liabilities 6,660 5,875 5,490 5,250 4,615 Total to be included in rental income $ 5,240 $ 4,455 $ 4,070 $ 3,843 $ 4,043 Above-market ground lease liability to be deducted from property operating expenses $ (449 ) $ (449 ) $ (449 ) $ (449 ) $ (449 ) |
Schedule of Properties Held-for-sale | The following table details the major classes of assets associated with Duane Reade, 1623 Kings Highway and Foot Locker that have been reclassified as held for sale as of December 31, 2015 : (In thousands) December 31, 2015 Real estate held for sale, at cost: Land $ 10,636 Buildings, fixtures and improvements (1) 18,783 Acquired intangible lease assets 3,237 Total real estate held for sale, at cost 32,656 Less accumulated depreciation and amortization (4,813 ) Real estate assets held for sale, net 27,843 Other assets related to real estate assets held for sale 1,425 Assets held for sale $ 29,268 The following table summarizes the properties sold during the year ended December 31, 2016 . 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 2,211 $ 38,000 $ 6,630 ______________________ (1) Reflected within gain on sale of real estate investments, net in the consolidated statements of operations and comprehensive loss for the year ended December 31, 2016 . (2) During the year ended December 31, 2016 , the Company repaid three mortgage notes payable totaling $18.9 million with the proceeds from 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 32
Investment in Unconsolidated Joint Venture (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Condensed Balance Sheet | The condensed balance sheets as of December 31, 2016 and 2015 for Worldwide Plaza are as follows: December 31, (In thousands) 2016 2015 Real estate assets, at cost $ 715,382 $ 714,642 Less accumulated depreciation and amortization (137,432 ) (117,092 ) Total real estate assets, net 577,950 597,550 Cash and cash equivalents 1,893 9,036 Other assets 255,714 259,894 Total assets $ 835,557 $ 866,480 Debt $ 875,000 $ 875,000 Other liabilities 9,774 15,515 Total liabilities 884,774 890,515 Deficit (49,217 ) (24,035 ) Total liabilities and deficit $ 835,557 $ 866,480 Company's basis $ 190,585 $ 215,370 |
Condensed Income Statement | The condensed statements of operations for the years ended December 31, 2016 , 2015 and 2014 for Worldwide Plaza are as follows: Year Ended December 31, (In thousands) 2016 2015 2014 Rental income $ 125,559 $ 123,362 $ 113,498 Other revenue 4,941 4,940 4,932 Total revenue 130,500 128,302 118,430 Operating expenses: Operating expenses 48,641 47,816 45,911 Depreciation and amortization 27,254 27,677 26,835 Total operating expenses 75,895 75,493 72,746 Operating income 54,605 52,809 45,684 Interest expense (41,237 ) (40,077 ) (40,077 ) Net income 13,368 12,732 5,607 Company's preferred return (15,948 ) (15,736 ) (15,617 ) Net loss to members $ (2,580 ) $ (3,004 ) $ (10,010 ) Net income (loss) related to Worldwide Plaza includes the Company's preferred return, the Company's pro rata share of Worldwide Plaza net income (loss) to members and 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. Year Ended December 31, (In thousands) 2016 2015 2014 Company's preferred return $ 15,948 $ 15,736 $ 15,617 Company's share of net loss from Worldwide Plaza (1,262 ) (1,470 ) (4,895 ) Amortization of basis difference (11,962 ) (12,327 ) (12,221 ) Company's income (loss) from Worldwide Plaza $ 2,724 $ 1,939 $ (1,499 ) |
Investment Securities (Tables)
Investment Securities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Available-for-sale Securities Reconciliation | The following table details the unrealized gains and losses on investment securities as of December 31, 2014 : (In thousands) Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value December 31, 2014 Redeemable preferred stock $ 1,288 $ 21 $ (12 ) $ 1,297 Equity securities 3,127 235 — 3,362 Total $ 4,415 $ 256 $ (12 ) $ 4,659 |
Mortgage Notes Payable (Tables)
Mortgage Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Mortgage Notes Payable | The Company's mortgage notes payable as of December 31, 2016 and 2015 consist of the following: Outstanding Loan Amount Portfolio Encumbered Properties December 31, December 31, Effective Interest Rate Interest Rate Maturity (In thousands) (In thousands) Design Center 1 $ 19,380 $ 19,798 6.3 % (1) Fixed Dec. 2021 1100 Kings Highway 1 20,200 20,200 3.4 % Fixed (2) Aug. 2017 256 West 38 th Street 1 24,500 24,500 3.1 % Fixed (2) Dec. 2017 1440 Broadway (3) 1 305,000 305,000 4.1 % Variable (4) Oct. 2019 Mortgage Loan (5) 12 500,000 — 3.2 % Variable (4) Dec 2017 Mezzanine Loan 260,000 — 6.5 % Variable (4) Dec 2017 Foot Locker (6) — 3,250 Duane Reade (6) — 8,400 1623 Kings Highway (6) — 7,288 Mortgage notes payable, gross principal amount 1,129,080 388,436 Less: deferred financing costs, net (21,553 ) (6,993 ) Mortgage notes payable, net of deferred financing costs 16 $ 1,107,527 $ 381,443 4.2 % (7) ______________________ (1) The fixed interest rate reset in December 2016 after the mortgage was outstanding for five years and will remain fixed at this rate until maturity. (2) Fixed through an interest rate swap agreement. (3) Total commitments of $325.0 million . An additional $20.0 million is available, subject to lender approval, to fund certain tenant allowances, capital expenditures and leasing costs. (4) LIBOR portion is capped through an interest rate cap agreement. (5) Encumbered properties are 245-249 West 17th Street, 333 West 34th Street, 216-218 West 18th Street, 50 Varick Street, 229 West 36th Street, 122 Greenwich Street, 350 West 42nd Street, 382-384 Bleecker Street, 350 Bleecker Street, 416-425 Washington Street, 33 West 56th Street and 120 West 57th Street (the "POL Loan Properties"). (6) This property was sold during the year ended December 31, 2016. (7) Calculated on a weighted average basis for all mortgages outstanding as of December 31, 2016 . |
Schedule Of Aggregate Principal Payments On Mortgages | The following table summarizes the scheduled aggregate principal repayments subsequent to December 31, 2016 : (In thousands) Future Minimum Principal Payments 2017 $ 805,032 2018 354 2019 305,376 2020 401 2021 17,917 Thereafter — Total $ 1,129,080 |
Fair Value of Financial Instr35
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 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 December 31, 2016 and 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 December 31, 2016 Derivatives, net $ — $ 91 $ — $ 91 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 December 31, 2016 and 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 December 31, 2016 OPP (1) $ — $ — $ 5,457 $ 5,457 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. Carrying Amount at Fair Value at Carrying Amount at Fair Value at (In thousands) Level December 31, 2016 December 31, 2016 December 31, 2015 December 31, 2015 Mortgage notes payable 3 $ 1,129,080 $ 1,138,576 $ 388,436 $ 401,503 Credit Facility 3 $ — $ — $ 485,000 $ 487,579 |
Interest Rate Derivatives and36
Interest Rate Derivatives and Hedging Activities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Derivatives | As of December 31, 2016 and 2015 , the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk. December 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 2 $ 44,700 4 $ 131,988 As of December 31, 2016 and 2015 , the Company had the following outstanding interest rate derivatives that were not designated as hedges in qualified hedging relationships. December 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 4 $ 1,065,000 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 December 31, 2016 and 2015 : December 31, (In thousands) Balance Sheet Location 2016 2015 Derivatives designated as hedging instruments: Interest rate swaps Derivative assets, at fair value $ — $ 15 Interest rate swaps Derivative liabilities, at fair value $ (74 ) $ (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 gain or loss recognized on interest rate derivatives designated as cash flow hedges for the year s ended December 31, 2016 , 2015 and 2014 : Year Ended December 31, (In thousands) 2016 2015 2014 Amount of loss recognized in accumulated other comprehensive income (loss) from interest rate derivatives (effective portion) $ (742 ) $ (2,344 ) $ (2,847 ) Amount of loss reclassified from accumulated other comprehensive income (loss) into income as interest expense (effective portion) $ (1,266 ) $ (2,167 ) $ (2,160 ) Amount of gain (loss) recognized in gain (loss) on derivative instruments (ineffective portion, reclassifications of missed forecasted transactions and amounts excluded from effectiveness testing) $ (1 ) $ (4 ) $ 1 |
Offsetting Liabilities | The table below presents a gross presentation, the potential effects of offsetting, and a potential net presentation of the Company's derivatives as of December 31, 2016 and 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 Potential Net Amounts of Assets (Liabilities) presented on the Balance Sheet Financial Instruments Cash Collateral Posted Net Amount December 31, 2016 $ 165 $ (74 ) $ 91 $ — $ — $ 91 December 31, 2015 $ 431 $ (1,266 ) $ (835 ) $ — $ — $ (835 ) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 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 (1) Capital Leases (2) 2017 $ 4,905 $ 86 2018 5,089 86 2019 5,346 86 2020 5,346 86 2021 5,547 86 Thereafter 240,734 3,318 Total minimum lease payments $ 266,967 $ 3,748 Less: amounts representing interest (1,658 ) Total present value of minimum lease payments $ 2,090 |
Schedule of Capital Leased Assets | The following table discloses assets recorded under capital leases and the accumulated amortization thereon as of December 31, 2016 and 2015 : December 31, (In thousands) 2016 2015 Buildings, fixtures and improvements $ 11,785 $ 11,783 Less accumulated depreciation and amortization (2,273 ) (1,705 ) Total real estate investments, net $ 9,512 $ 10,078 |
Related Party Transactions an38
Related Party Transactions and Arrangements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Schedule of Amount Contractually Due and Forgiven in Connection With Operation Related Services | The following table details amounts incurred, waived and contractually owed to the Advisor, Property Manager, the Service Provider, each of their respective affiliates or other related parties as of and for the periods presented pursuant to the arrangement described elsewhere in this note: Year Ended December 31, Payable (Receivable) as of 2016 2015 2014 December 31, (In thousands) Incurred Waived Incurred Waived Incurred Waived 2016 2015 Advisor and Property Manager Payments: Acquisition fees and related cost reimbursements $ — $ — $ — $ — $ 3,350 $ — $ — $ — Financing coordination fees — — — — 2,363 — — — Dividends on Class B units — — — — 107 — — — Ongoing fees: Asset management fees (1) 12,293 — 12,465 — 8,397 — 51 (7 ) Transfer agent and other professional fees 2,862 — 1,713 — 1,971 — 299 99 Property management fees 2,046 994 2,603 2,603 1,731 1,731 105 — Service Provider Payments: WW Investor Expense Reimbursement 520 — — — — — — — Total related party operational fees and reimbursements $ 17,721 $ 994 $ 16,781 $ 2,603 $ 17,919 $ 1,731 $ 455 $ 92 ___________________________________________ (1) Prior to the Listing, the Company caused the OP to issue to the Advisor restricted performance based Class B units for asset management services, which vested as of the Listing. |
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 December 31, 2016 or 2015 . Year Ended December 31, (In thousands) 2016 2015 2014 Hotel revenues $ 43 $ 134 $ 545 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 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 year s ended December 31, 2016 , 2015 and 2014 : Number of Restricted Shares Weighted-Average Issue Price Unvested, December 31, 2014 89,499 $ 10.73 Granted 340,527 10.54 Vested (33,651 ) 10.56 Forfeited (79,805 ) 10.36 Unvested, December 31, 2015 316,570 10.59 Granted 46,979 10.11 Vested (94,769 ) 10.59 Unvested, December 31, 2016 268,780 $ 10.50 |
Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Performance-Based Units, Performance Schedule | Advisor's eligibility 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 is based on the Company’s achievement of certain levels of total return to the Company's 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 Period”); 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 December 31, 2016 and 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 December 31, 2016 Derivatives, net $ — $ 91 $ — $ 91 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 December 31, 2016 and 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 December 31, 2016 OPP (1) $ — $ — $ 5,457 $ 5,457 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 year s ended December 31, 2016 and 2015 : (In thousands) OPP Beginning balance as of December 31, 2014 $ 29,100 Fair value adjustment 14,400 Balance as of December 31, 2015 43,500 Fair value adjustment (26,222 ) Ending balance as of December 31, 2016 $ 17,278 |
Fair Value Measurements, Recurring and Nonrecurring, 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) December 31, 2016 OPP $ 17,278 Monte Carlo Simulation Expected volatility 28.0 % December 31, 2015 OPP $ 43,500 Monte Carlo Simulation Expected volatility 27.0 % |
Accumulated Other Comprehensi40
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table illustrates the changes in accumulated other comprehensive income (loss) as of and for the periods indicated: Unrealized gains Change in Total accumulated on available-for-sale unrealized gain other comprehensive (In thousands) securities (loss) on derivatives income (loss) Balance, December 31, 2013 $ (240 ) $ (373 ) $ (613 ) Other comprehensive income (loss), before reclassifications 484 (2,847 ) (2,363 ) Amounts reclassified from accumulated other comprehensive income (loss) — 2,160 2,160 Net current-period other comprehensive income (loss) 484 (687 ) (203 ) Balance, December 31, 2014 244 (1,060 ) (816 ) Other comprehensive loss, before reclassifications (137 ) (2,344 ) (2,481 ) Amounts reclassified from accumulated other comprehensive income (loss) (107 ) 2,167 2,060 Net current-period other comprehensive loss (244 ) (177 ) (421 ) Balance, December 31, 2015 — (1,237 ) (1,237 ) Other comprehensive loss, before reclassifications — (742 ) (742 ) Amounts reclassified from accumulated other comprehensive income (loss) — 1,266 1,266 Net current-period other comprehensive income — 524 524 Balance, December 31, 2016 $ — $ (713 ) $ (713 ) |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 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: Year Ended December 31, 2016 2015 2014 Basic and diluted net loss attributable to stockholders $ (82,526 ) $ (39,081 ) $ (93,028 ) Weighted average shares outstanding, basic and diluted 164,949,461 162,165,580 166,959,316 Net loss per share attributable to stockholders, basic and diluted $ (0.50 ) $ (0.24 ) $ (0.56 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The Company had the following common share equivalents for the periods presented, which were excluded from the calculation of diluted loss per share attributable to stockholders as the effect would have been anti-dilutive: Year Ended December 31, 2016 2015 2014 Unvested restricted shares 268,780 316,570 89,499 OP units 841,660 4,178,090 4,270,841 LTIP units 7,707,841 8,880,579 8,880,579 Total anti-dilutive common share equivalents 8,818,281 13,375,239 13,240,919 |
Quarterly Results (Unaudited) (
Quarterly Results (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | Presented below is a summary of the unaudited quarterly financial information for the years ended December 31, 2016 , 2015 and 2014 : Quarters Ended (In thousands, except share and per share data) March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 Total revenues $ 36,709 $ 39,923 $ 41,260 $ 42,382 Basic and diluted net loss attributable to stockholders $ 487 $ (11,540 ) $ (45,267 ) $ (26,202 ) Weighted average shares outstanding, basic and diluted 163,872,612 164,835,872 165,384,074 165,692,013 Net loss per share attributable to stockholders, basic and diluted $ — $ (0.07 ) $ (0.27 ) $ (0.16 ) Quarters Ended (In thousands, except share and per share data) March 31, 2015 June 30, 2015 September 30, 2015 December 31, 2015 Total revenues (1) $ 41,849 $ 43,677 $ 44,608 $ 44,387 Basic and diluted net loss attributable to stockholders (2) $ (8,516 ) $ (8,982 ) $ (13,075 ) $ (8,508 ) Weighted average shares outstanding, basic and diluted 162,092,424 162,156,470 162,203,065 162,208,672 Net loss per share attributable to stockholders, basic and diluted (2) $ (0.05 ) $ (0.06 ) $ (0.08 ) $ (0.05 ) ____________________________ (1) During the fourth quarter of 2015, the Company reclassified the write-off of a terminated below-market lease from depreciation and amortization expense to revenue. Revenue for the quarter ended March 31, 2015 has been revised to reflect this reclassification. (2) 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 each of the quarters ended March 31, 2015, June 30, 2015 and September 30, 2015. Quarterly amounts in the table above have been revised to reflect the corrected amounts. Quarters Ended (In thousands, except share and per share data) March 31, 2014 June 30, 2014 September 30, 2014 December 31, 2014 Total revenues $ 33,592 $ 35,949 $ 40,514 $ 45,512 Basic net income (loss) attributable to stockholders $ (8,156 ) $ (67,237 ) $ 9,695 $ (27,330 ) Adjustments to net income (loss) attributable to stockholders for common share equivalents — — (1,305 ) — Diluted net income (loss) attributable to stockholders $ (8,156 ) $ (67,237 ) $ 8,390 $ (27,330 ) Weighted average shares outstanding, basic 175,068,005 168,972,601 161,975,420 162,019,399 Net income (loss) per share attributable to stockholders, basic $ (0.05 ) $ (0.40 ) $ 0.06 $ (0.17 ) Weighted average shares outstanding, diluted 175,068,005 168,972,601 162,181,209 162,019,399 Net income (loss) per share attributable to stockholders, diluted $ (0.05 ) $ (0.40 ) $ 0.05 $ (0.17 ) |
Organization (Details)
Organization (Details) ft² in Millions | 12 Months Ended |
Dec. 31, 2016ft²property | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of real estate properties | property | 19 |
Concentration Risk [Line Items] | |
Area of real estate properties | ft² | 3.3 |
Occupancy percentage | 93.40% |
Weighted-average remaining lease term | 8 years 10 months 24 days |
Office Building | Composition of real Estate Portfolio | Property Type Concentration Risk | |
Concentration Risk [Line Items] | |
Concentration risk percent | 83.00% |
Retail Site | Composition of real Estate Portfolio | Property Type Concentration Risk | |
Concentration Risk [Line Items] | |
Concentration risk percent | 9.00% |
Other Property | Composition of real Estate Portfolio | Property Type Concentration Risk | |
Concentration Risk [Line Items] | |
Concentration risk percent | 8.00% |
Summary of Significant Accoun44
Summary of Significant Accounting Policies (Narrative) (Details) | 12 Months Ended | |||
Dec. 31, 2016USD ($)segment | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Equity, Class of Treasury Stock [Line Items] | ||||
Taxable Income, Percent Distributed | 100.00% | 100.00% | 100.00% | |
Impairment charge | $ 27,911,000 | $ 900,000 | $ 0 | |
Money market funds | 0 | 200,000 | ||
Cash and cash equivalents | 45,536,000 | 98,604,000 | 22,512,000 | $ 233,377,000 |
Cash in excess of FDIC limit | 44,481,000 | 96,257,000 | ||
Contingent rental revenue | 800,000 | 600,000 | 0 | |
Valuation allowance | $ 5,100,000 | 3,100,000 | ||
Estimated tax rate | 45.00% | |||
Number of reportable segments | segment | 1 | |||
Mortgage Notes Payable | Accounting Standards Update 2015-03 | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Deferred finance costs | $ 21,600,000 | 7,000,000 | ||
Deferred Costs | Accounting Standards Update 2015-03 | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Deferred finance costs | (21,600,000) | (7,000,000) | ||
Depreciation and Amortization | In-Place Leases and Other Intangibles | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Amortization of intangibles | 10,986,000 | 19,757,000 | 21,094,000 | |
Rental Income | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Accretion of below- and amortization of above-market lease liabilities and assets, net | (6,018,000) | (7,917,000) | (9,289,000) | |
Property Operating Expense | Above Market Ground Lease | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Amortization of intangibles | $ (449,000) | $ (449,000) | $ (449,000) | |
Building | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Fixtures useful life | 40 years | |||
Land Improvements | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Fixtures useful life | 15 years | |||
Furniture and Fixtures | Minimum | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Fixtures useful life | 5 years | |||
Furniture and Fixtures | Maximum | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Fixtures useful life | 7 years | |||
Domestic Tax Authority | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Operating loss carryforwards | $ 10,800,000 |
Real Estate Investments (Schedu
Real Estate Investments (Schedule of Real Estate Properties) (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($)property | |
Business Acquisition [Line Items] | |||
Land | $ 68,251 | ||
Buildings, fixtures and improvements | 233,607 | ||
Total tangible assets | 301,858 | ||
Below-market lease liabilities | (23,705) | ||
Total acquired intangibles | 8,975 | ||
Total assets acquired, net | 310,833 | ||
Investment in unconsolidated joint venture | 273 | ||
Preferred equity investment | 5,100 | ||
Mortgage notes payable used to acquire investments in real estate | 0 | ||
Other liabilities assumed | 0 | ||
Cash paid for acquired real estate investments and other assets | $ 0 | $ 0 | $ 316,206 |
Number of properties and other investments purchased | property | 1 | ||
In-place leases | |||
Business Acquisition [Line Items] | |||
In-place leases | $ 25,169 | ||
Other intangible | |||
Business Acquisition [Line Items] | |||
In-place leases | 3,804 | ||
Above-market lease assets | |||
Business Acquisition [Line Items] | |||
In-place leases | $ 3,707 |
Real Estate Investments (Narrat
Real Estate Investments (Narrative) (Details) - USD ($) $ in Thousands | Feb. 02, 2016 | Oct. 21, 2015 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Real Estate Properties [Line Items] | |||||||
Sale of real estate | $ 38,000 | ||||||
Gain on sale of real estate investments, net | $ 6,630 | $ 6,630 | $ 7,523 | $ 0 | |||
Impairment charge | 27,911 | 0 | $ 0 | ||||
Liabilities related to assets held for sale | $ 0 | $ 0 | 321 | ||||
Viceroy Hotel | |||||||
Real Estate Properties [Line Items] | |||||||
Impairment charge | $ 27,900 | ||||||
Held-for-sale Property | Duane Reade(6) | |||||||
Real Estate Properties [Line Items] | |||||||
Sale of real estate | $ 12,600 | ||||||
Gain on sale of real estate investments, net | $ 126 | ||||||
Impairment charge | 900 | ||||||
Held-for-sale Property | 163 Washington Avenue | |||||||
Real Estate Properties [Line Items] | |||||||
Sale of real estate | $ 37,700 | ||||||
Gain on sale of real estate investments, net | $ 8,400 |
Real Estate Investments (Sche47
Real Estate Investments (Schedule of Future Minimum Rental Payments for Operating Lease) (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Real Estate [Abstract] | |
2,017 | $ 107,900 |
2,018 | 105,258 |
2,019 | 97,219 |
2,020 | 97,765 |
2,021 | 96,434 |
Thereafter | 461,550 |
Total | $ 966,126 |
Real Estate Investments (Sche48
Real Estate Investments (Schedule of Annualized Rental Income by Major Tenant) (Details) - Worldwide Plaza | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenue, Major Customer [Line Items] | |||
Major tenant rental income, as a percentage of total annualized rental income | 48.90% | ||
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% | 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% | 11.00% |
Real Estate Investments Real Es
Real Estate Investments Real Estate Investments (Intangible Assets and Acquired Lease Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets | $ 132,348 | $ 137,594 |
Accumulated amortization | 42,431 | 35,262 |
Finite-lived intangible assets, net | 89,917 | 102,332 |
Below market lease | 75,484 | 77,177 |
Below market lease, accumulated amortization | 26,864 | 21,110 |
Below market lease, net | 48,620 | 56,067 |
Intangible liabilities | 93,452 | 95,145 |
Intangible liabilities, accumulated amortization | 28,265 | 22,062 |
Intangible liabilities, net | 65,187 | 73,083 |
In-place leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets | 108,253 | 113,392 |
Accumulated amortization | 36,645 | 31,120 |
Finite-lived intangible assets, net | 71,608 | 82,272 |
Other intangible | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets | 3,804 | 3,804 |
Accumulated amortization | 750 | 429 |
Finite-lived intangible assets, net | 3,054 | 3,375 |
Above-market lease assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets | 20,291 | 20,398 |
Accumulated amortization | 5,036 | 3,713 |
Finite-lived intangible assets, net | 15,255 | 16,685 |
Above-market ground lease liability | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible liabilities | 17,968 | 17,968 |
Intangible liabilities, accumulated amortization | 1,401 | 952 |
Intangible liabilities, net | $ 16,567 | $ 17,016 |
Real Estate Investments Real 50
Real Estate Investments Real Estate Investments (Summary of Amortization and Accretion Recognized) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Rental Income | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization and (accretion) of above- and below market leases, net | $ (6,018) | $ (7,917) | $ (9,289) |
In-Place Leases and Other Intangibles | Depreciation and Amortization | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of intangibles | 10,986 | 19,757 | 21,094 |
Above Market Ground Lease | Hotel Expenses | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of intangibles | $ (449) | $ (449) | $ (449) |
Real Estate Investments Real 51
Real Estate Investments Real Estate Investments (Schedule of Intangible Assets) (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Amortization Expense | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortization expense 2017 | $ 9,933 |
Amortization expense 2018 | 8,976 |
Amortization expense 2019 | 8,592 |
Amortization expense 2020 | 8,353 |
Amortization expense 2021 | 7,925 |
Rental Income | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortization expense 2017 | 5,240 |
Amortization expense 2018 | 4,455 |
Amortization expense 2019 | 4,070 |
Amortization expense 2020 | 3,843 |
Amortization expense 2021 | 4,043 |
In-place leases | Amortization Expense | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortization expense 2017 | 9,612 |
Amortization expense 2018 | 8,655 |
Amortization expense 2019 | 8,271 |
Amortization expense 2020 | 8,032 |
Amortization expense 2021 | 7,604 |
Other intangible | Amortization Expense | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortization expense 2017 | 321 |
Amortization expense 2018 | 321 |
Amortization expense 2019 | 321 |
Amortization expense 2020 | 321 |
Amortization expense 2021 | 321 |
Above-market lease assets | Rental Income | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortization expense 2017 | (1,420) |
Amortization expense 2018 | (1,420) |
Amortization expense 2019 | (1,420) |
Amortization expense 2020 | (1,407) |
Amortization expense 2021 | (572) |
Below Market Lease | Rental Income | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
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 |
Below market lease amortization income 2021 | 4,615 |
Above-market ground lease liability | Operating Expense | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortization expense 2017 | (449) |
Amortization expense 2018 | (449) |
Amortization expense 2019 | (449) |
Amortization expense 2020 | (449) |
Amortization expense 2021 | $ (449) |
Real Estate Investments Real 52
Real Estate Investments Real Estate Investments (Real Estate Sales) (Details) $ in Thousands | Mar. 30, 2016USD ($) | Feb. 17, 2016USD ($) | Feb. 02, 2016USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($)mortgage | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Contract sales price | $ 38,000 | ||||||
Gain on Sale | $ 6,630 | $ 6,630 | $ 7,523 | $ 0 | |||
Repayment of mortgage notes payable | 19,175 | 88,806 | 474 | ||||
Impairment charge | $ 27,911 | 0 | $ 0 | ||||
Held-for-sale Property | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Number of mortgages repaid | mortgage | 3 | ||||||
Repayment of mortgage notes payable | $ 18,900 | ||||||
Held-for-sale Property | Duane Reade(6) | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Contract sales price | $ 12,600 | ||||||
Gain on Sale | $ 126 | ||||||
Impairment charge | $ 900 | ||||||
Held-for-sale Property | 1623 Kings Highway(6) | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Contract sales price | $ 17,000 | ||||||
Gain on Sale | $ 4,293 | ||||||
Held-for-sale Property | Foot Locker(6) | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Contract sales price | $ 8,400 | ||||||
Gain on Sale | $ 2,211 |
Real Estate Investments (Proper
Real Estate Investments (Properties Classified as Held-for-sale) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Assets held for sale | $ 0 | $ 29,268 |
Held-for-sale Property | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Land | 10,636 | |
Buildings, fixtures and improvements(1) | 18,783 | |
Acquired intangible lease assets | 3,237 | |
Total real estate held for sale, at cost | 32,656 | |
Less accumulated depreciation and amortization | (4,813) | |
Real estate assets held for sale, net | 27,843 | |
Other assets related to real estate assets held for sale | 1,425 | |
Assets held for sale | $ 29,268 |
Investment in Unconsolidated 54
Investment in Unconsolidated Joint Venture (Narrative) (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 | Oct. 30, 2013 |
Schedule of Equity Method Investments [Line Items] | |||
Mortgage notes payable | $ 1,107,526,000 | $ 381,443,000 | |
Investment in unconsolidated joint venture | 190,585,000 | 215,370,000 | |
Worldwide Plaza | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 48.90% | ||
Aggregate cost | $ 220,100,000 | ||
Agreed upon value | 1,300,000,000 | ||
Notes payable | 875,000,000 | 875,000,000 | $ 875,000,000 |
Interest rate | 4.60% | ||
Purchase obligation | $ 1,400,000,000 | ||
Mortgage notes payable | $ 875,000,000 | ||
Joint venture partner's right to maintain minimum ownership percentage | 1.20% | ||
Minimum net worth required | $ 750,000,000 | ||
Minimum value of real estate assets controlled | 2,000,000,000 | ||
Fee for non-exercise of purchase option | 25,000,000 | ||
Difference between carrying amount and underlying equity | 221,200,000 | 233,200,000 | $ 260,600,000 |
Investment in unconsolidated joint venture | 190,585,000 | $ 215,370,000 | |
Worldwide Plaza | Scenario, Plan | |||
Schedule of Equity Method Investments [Line Items] | |||
Escrow deposit | 30,000,000 | ||
Parent Company | Worldwide Plaza | |||
Schedule of Equity Method Investments [Line Items] | |||
Notes payable | $ 427,900,000 |
Investment in Unconsolidated 55
Investment in Unconsolidated Joint Venture (Condensed Balance Sheet) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Oct. 30, 2013 |
Schedule of Equity Method Investments [Line Items] | |||||
Real estate assets, at cost | $ 1,785,671 | $ 1,822,903 | |||
Less accumulated depreciation and amortization | (210,738) | (172,668) | |||
Total real estate investments, net | 1,574,933 | 1,650,235 | |||
Cash and cash equivalents | 45,536 | 98,604 | $ 22,512 | $ 233,377 | |
Total assets | 2,152,380 | 2,064,762 | |||
Total liabilities | 1,210,711 | 972,493 | |||
Deficit | (515,073) | (369,273) | |||
Total liabilities and equity | 2,152,380 | 2,064,762 | |||
Investment in unconsolidated joint venture | 190,585 | 215,370 | |||
Worldwide Plaza | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Real estate assets, at cost | 715,382 | 714,642 | |||
Less accumulated depreciation and amortization | (137,432) | (117,092) | |||
Total real estate investments, net | 577,950 | 597,550 | |||
Cash and cash equivalents | 1,893 | 9,036 | |||
Other assets | 255,714 | 259,894 | |||
Total assets | 835,557 | 866,480 | |||
Debt | 875,000 | 875,000 | $ 875,000 | ||
Other liabilities | 9,774 | 15,515 | |||
Total liabilities | 884,774 | 890,515 | |||
Deficit | (49,217) | (24,035) | |||
Total liabilities and equity | 835,557 | 866,480 | |||
Investment in unconsolidated joint venture | $ 190,585 | $ 215,370 |
Investment in Unconsolidated 56
Investment in Unconsolidated Joint Venture (Condensed Income Statement) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Rental income | $ 119,666 | $ 129,118 | $ 117,221 | ||||||||||||
Other revenue | 14,066 | 19,278 | 15,604 | ||||||||||||
Total revenues | $ 42,382 | $ 41,260 | $ 39,923 | $ 36,709 | $ 44,387 | $ 44,608 | $ 43,677 | $ 41,849 | $ 45,512 | $ 40,514 | $ 35,949 | $ 33,592 | 160,274 | 174,521 | 155,567 |
Property operating | 43,561 | 43,752 | 37,209 | ||||||||||||
Depreciation and amortization | 68,952 | 82,716 | 84,799 | ||||||||||||
Total operating expenses | 213,029 | 195,415 | 227,540 | ||||||||||||
Operating income | (52,755) | (20,894) | (71,973) | ||||||||||||
Interest expense | (40,193) | (29,362) | (23,720) | ||||||||||||
Net loss | (83,899) | (40,269) | (94,285) | ||||||||||||
Net loss attributable to stockholders | $ (26,202) | $ (45,267) | $ (11,540) | $ 487 | $ (8,508) | $ (13,075) | $ (8,982) | $ (8,516) | $ (27,330) | $ 9,695 | $ (67,237) | $ (8,156) | (82,526) | (39,081) | (93,028) |
Company's share of net loss from Worldwide Plaza | 2,724 | 1,939 | (1,499) | ||||||||||||
Company's income (loss) from Worldwide Plaza | 2,724 | 1,939 | (1,499) | ||||||||||||
Worldwide Plaza | |||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||
Rental income | 125,559 | 123,362 | 113,498 | ||||||||||||
Other revenue | 4,941 | 4,940 | 4,932 | ||||||||||||
Total revenues | 130,500 | 128,302 | 118,430 | ||||||||||||
Property operating | 48,641 | 47,816 | 45,911 | ||||||||||||
Depreciation and amortization | 27,254 | 27,677 | 26,835 | ||||||||||||
Total operating expenses | 75,895 | 75,493 | 72,746 | ||||||||||||
Operating income | 54,605 | 52,809 | 45,684 | ||||||||||||
Interest expense | (41,237) | (40,077) | (40,077) | ||||||||||||
Net loss | 13,368 | 12,732 | 5,607 | ||||||||||||
Company's preferred return | (15,948) | (15,736) | (15,617) | ||||||||||||
Net loss attributable to stockholders | (2,580) | (3,004) | (10,010) | ||||||||||||
Company's preferred return | 15,948 | 15,736 | 15,617 | ||||||||||||
Company's share of net loss from Worldwide Plaza | (1,262) | (1,470) | (4,895) | ||||||||||||
Amortization of basis difference | $ (11,962) | $ (12,327) | $ (12,221) |
Preferred Equity Investment (De
Preferred Equity Investment (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Mar. 27, 2015 | |
Equity [Abstract] | ||
Current pay rate | 6.00% | |
Current accrual rate | 2.00% | |
Interest Income from preferred equity investment | $ 1.1 | |
Preferred equity investment | $ 35.1 |
Investment Securities (Narrativ
Investment Securities (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Schedule of Available-for-sale Securities [Line Items] | ||
Gain on sale of investment | $ 0.1 | |
Redeemable Preferred Stock | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Period from issuance when investments become redeemable | 5 years |
Investment Securities (Unrealiz
Investment Securities (Unrealized Gains and Losses) (Details) $ in Thousands | Dec. 31, 2014USD ($) |
Schedule of Available-for-sale Securities [Line Items] | |
Cost | $ 4,415 |
Gross Unrealized Gains | 256 |
Gross Unrealized Losses | (12) |
Fair Value | 4,659 |
Redeemable Preferred Stock | |
Schedule of Available-for-sale Securities [Line Items] | |
Cost | 1,288 |
Gross Unrealized Gains | 21 |
Gross Unrealized Losses | (12) |
Fair Value | 1,297 |
Equity securities | |
Schedule of Available-for-sale Securities [Line Items] | |
Cost | 3,127 |
Gross Unrealized Gains | 235 |
Gross Unrealized Losses | 0 |
Fair Value | $ 3,362 |
Credit Facility (Details)
Credit Facility (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Line of Credit Facility [Line Items] | ||
Credit facility | $ 0 | $ 485,000 |
Term Loan | ||
Line of Credit Facility [Line Items] | ||
Credit facility | 305,000 | |
Credit Facility | ||
Line of Credit Facility [Line Items] | ||
Credit facility | $ 180,000 | |
Write off of deferred financing costs | $ 2,800 |
Mortgage Notes Payable (Schedul
Mortgage Notes Payable (Schedule of Mortgage Notes Payable) (Details) | Dec. 31, 2016USD ($)property | Dec. 31, 2015USD ($) |
Debt Instrument [Line Items] | ||
Outstanding Loan Amount | $ 1,107,526,000 | $ 381,443,000 |
Mortgage notes payable, net of deferred financing costs | 1,107,527,000 | 381,443,000 |
1440 Broadway | ||
Debt Instrument [Line Items] | ||
Maximum borrowing capacity | $ 325,000,000 | |
Mortgages | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 16 | |
Outstanding Loan Amount | $ 1,129,080,000 | 388,436,000 |
Effective Interest Rate | 4.20% | |
Less: deferred financing costs, net | $ (21,553,000) | (6,993,000) |
Mortgages | Design Center | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 1 | |
Outstanding Loan Amount | $ 19,380,000 | 19,798,000 |
Effective Interest Rate | 6.30% | |
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 | 1 | |
Outstanding Loan Amount | $ 305,000,000 | 305,000,000 |
Effective Interest Rate | 4.10% | |
Additional borrowing capacity | $ 20,000,000 | |
Mortgages | Mortgage Loan | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 12 | |
Outstanding Loan Amount | $ 500,000,000 | 0 |
Effective Interest Rate | 3.20% | |
Mortgages | Mezzanine Loan | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | ||
Outstanding Loan Amount | $ 260,000,000 | 0 |
Effective Interest Rate | 6.50% | |
Mortgages | Foot Locker(6) | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | ||
Outstanding Loan Amount | $ 0 | 3,250,000 |
Effective Interest Rate | ||
Mortgages | Duane Reade(6) | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | ||
Outstanding Loan Amount | $ 0 | 8,400,000 |
Effective Interest Rate | ||
Mortgages | 1623 Kings Highway(6) | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | ||
Outstanding Loan Amount | $ 0 | $ 7,288,000 |
Effective Interest Rate |
Mortgage Notes Payable (Narrati
Mortgage Notes Payable (Narrative) (Details) - USD ($) $ in Thousands | Dec. 20, 2016 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Maximum prepayment requirement for release of collateral, percentage of allocated amount under the POL loans for POL loan property | 110.00% | |
Guarantee agreements, required minimum net worth to be reduced pro rata once outstanding debt of the loan is less than | $ 300,000 | |
Guarantee agreements, required minimum net worth | 150,000 | |
Guarantee agreements, required minimum market value of liquid assets before reduction due to repayment of debt | 25,000 | |
Guarantee agreements, required minimum market value of liquid assets after reduction due to debt repayment | 15,000 | |
Guarantee agreements, outstanding debt threshold requirement for reduction of liquid asset requirement | 100,000 | |
Maximum guarantee cap | 5,300 | |
Credit Facility | ||
Debt Instrument [Line Items] | ||
Repayments of Long-term Debt | $ 485,000 | |
Mortgages | ||
Debt Instrument [Line Items] | ||
Real estate investments at cost related to mortgages | $ 1,700,000 | |
Mezzanine Loan | Mortgages | ||
Debt Instrument [Line Items] | ||
Aggregate face amount | 260,000 | |
Monthly interest rate increase upon extension of maturity date | 0.25% | |
Mortgage Loan | Mortgages | ||
Debt Instrument [Line Items] | ||
Aggregate face amount | $ 500,000 | |
Monthly interest rate increase upon extension of maturity date | 0.25% | |
Prepayment Requirement for Release of Collateral, Percentage of the Allocated Amount of Collateral | 100.00% | |
Maximum Prepayment Requirement for Release of Collateral, Percentage of Outstanding Loan | 20.00% | |
LIBOR | Mezzanine Loan | Mortgages | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 5.65% | |
Variable interest rate cap | 3.00% | |
LIBOR | Mortgage Loan | Mortgages | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 2.38% | |
Variable interest rate cap | 3.00% |
Mortgage Notes Payable (Sched63
Mortgage Notes Payable (Schedule Of Aggregate Future Principal Payments On Mortgage Notes Payable) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Total | $ 1,107,526 | $ 381,443 |
Mortgages | ||
Debt Instrument [Line Items] | ||
2,017 | 805,032 | |
2,018 | 354 | |
2,019 | 305,376 | |
2,020 | 401 | |
2,021 | 17,917 | |
Thereafter | 0 | |
Total | $ 1,129,080 | $ 388,436 |
Subordinated Listing Distribu64
Subordinated Listing Distribution (Details) - USD ($) $ in Thousands | Nov. 21, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Listing Distribution Derivative [Line Items] | ||||
Value of listing note expense | $ 0 | $ 0 | $ 33,479 | |
Excess of Adjusted Market Value of Real Estate Assets Plus Distributions Over Aggregate Contributed Investor Capital | New York Recovery Advisors, LLC | Advisor | ||||
Listing Distribution Derivative [Line Items] | ||||
Subordinated incentive listing distribution | 15.00% | |||
Annual Targeted Investor Return | Pre-tax Non-compounded Return on Capital Contribution | New York Recovery Advisors, LLC | Advisor | ||||
Listing Distribution Derivative [Line Items] | ||||
Cumulative capital investment return | 6.00% | |||
Minimum | ||||
Listing Distribution Derivative [Line Items] | ||||
Average market value of stock for listing period | 180 days | |||
Maximum | ||||
Listing Distribution Derivative [Line Items] | ||||
Average market value of stock for listing period | 210 days | |||
Class B units | New York Recovery Advisors, LLC | ||||
Listing Distribution Derivative [Line Items] | ||||
Limited partner ownership unit capital (in shares) | 3,062,512 |
Fair Value of Financial Instr65
Fair Value of Financial Instruments (Schedule of Fair Value, Liabilities Measured on Recurring Basis) (Details) - Derivatives, net - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives, net | $ 91 | $ (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 | 91 | (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 Instr66
Fair Value of Financial Instruments (Fair Value, by Balance Sheet Grouping) (Details) - Level 3 - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Mortgage notes payable | Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt, fair value | $ 1,129,080 | $ 388,436 |
Mortgage notes payable | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt, fair value | 1,138,576 | 401,503 |
Credit Facility | Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt, fair value | 0 | 485,000 |
Credit Facility | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt, fair value | $ 0 | $ 487,579 |
Interest Rate Derivatives and67
Interest Rate Derivatives and Hedging Activities (Narrative) (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)derivative | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Derivative [Line Items] | |||
Amortization of deferred loss on interest rate swap | $ 700 | ||
Loss on derivative instruments | $ 331 | $ 578 | $ (1) |
Interest rate swaps, net | |||
Derivative [Line Items] | |||
Number of instruments terminated | derivative | 2 | ||
Designated as Hedging Instrument | Interest rate swaps, net | |||
Derivative [Line Items] | |||
Loss on derivative instruments | $ 24 | ||
Designated as Hedging Instrument | Cash Flow Hedging | Interest rate swaps, net | |||
Derivative [Line Items] | |||
Amount required to settle its obligations under the agreement at its aggregate termination value incase of breach | $ 100 | ||
Designated as Hedging Instrument | Cash Flow Hedging | Interest rate swaps, net | Interest Expense | |||
Derivative [Line Items] | |||
Interests reclassified to AOCI | 12 months | ||
Interests reclassified to AOCI in future period | $ 500 | ||
Designated as Hedging Instrument | Cash Flow Hedging | Swap | Derivatives at Fair Value | |||
Derivative [Line Items] | |||
Fair value of derivatives | 100 | ||
Not Designated as Hedging Instrument | Interest Rate Cap | |||
Derivative [Line Items] | |||
Gain (loss) on hedging activity | $ (300) | ||
One month LIBOR [Member] | Interest rate swaps, net | |||
Derivative [Line Items] | |||
Number of instruments terminated | derivative | 1 |
Interest Rate Derivatives and68
Interest Rate Derivatives and Hedging Activities (Schedule Of Interest Rate Derivative) (Details) $ in Thousands | Dec. 31, 2016USD ($)derivative | Dec. 31, 2015USD ($)derivative |
Interest rate swaps | Designated as Hedging Instrument | Cash Flow Hedging | ||
Derivative [Line Items] | ||
Number of Instruments | derivative | 2 | 4 |
Notional Amount | $ | $ 44,700 | $ 131,988 |
Interest Rate Cap | Not Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Number of Instruments | derivative | 4 | 2 |
Notional Amount | $ | $ 1,065,000 | $ 305,000 |
Interest Rate Derivatives and69
Interest Rate Derivatives and Hedging Activities (Schedule of Derivative Instruments in Statement of Financial Position, Fair Value) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Interest Rate Cap | Not Designated as Hedging Instrument | Derivative Financial Instruments, Assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, at fair value | $ 165 | $ 416 |
Cash Flow Hedging | Interest rate swaps | Designated as Hedging Instrument | Derivative Financial Instruments, Assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets, at fair value | 0 | 15 |
Cash Flow Hedging | Interest rate swaps | Designated as Hedging Instrument | Derivative Financial Instruments, Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liabilities, at fair value | $ (74) | $ (1,266) |
Interest Rate Derivatives and70
Interest Rate Derivatives and Hedging Activities (Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance) (Details) - Cash Flow Hedging - Interest rate swaps, net - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of loss recognized in accumulated other comprehensive income (loss) from interest rate derivatives (effective portion) | $ (742) | $ (2,344) | $ (2,847) |
Amount of gain (loss) recognized in gain (loss) on derivative instruments (ineffective portion, reclassifications of missed forecasted transactions and amounts excluded from effectiveness testing) | (1) | (4) | 1 |
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) | $ (1,266) | $ (2,167) | $ (2,160) |
Interest Rate Derivatives and71
Interest Rate Derivatives and Hedging Activities (Schedule of Offsetting Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Gross Amounts of Recognized Assets | $ 165 | $ 431 |
Gross Amounts of Recognized Liabilities | (74) | (1,266) |
Potential Net Amounts of Assets (Liabilities) presented on the Balance Sheet | 91 | (835) |
Financial Instruments | 0 | 0 |
Cash Collateral Posted | 0 | 0 |
Net Amount | $ 91 | $ (835) |
Common Stock (Narrative) (Detai
Common Stock (Narrative) (Details) - $ / shares | Dec. 26, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Oct. 31, 2016 |
Class of Stock [Line Items] | |||||
Common stock, shares outstanding (in shares) | 167,066,364 | 162,529,811 | |||
Monthly annualized dividend rate (in usd per share) | $ 0.38 | $ 0.46 | $ 0.49 | $ 0.46 | |
Common Stock | |||||
Class of Stock [Line Items] | |||||
Common stock, shares outstanding (in shares) | 167,100,000 | 162,500,000 | |||
Operating Partnership Unit | |||||
Class of Stock [Line Items] | |||||
Shares redeemed (in shares) | 3,336,430 | 92,751 | |||
LTIP units | |||||
Class of Stock [Line Items] | |||||
Shares redeemed (in shares) | 1,172,738 | ||||
Conversion to Operating Partnership Units [Member] | Common Stock | |||||
Class of Stock [Line Items] | |||||
Shares issued (in shares) | 3,336,430 | ||||
Conversion to LTIP Units | Common Stock | |||||
Class of Stock [Line Items] | |||||
Shares issued (in shares) | 1,172,738 |
Commitments and Contingencies73
Commitments and Contingencies (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Oct. 30, 2013 | |
Loss Contingencies [Line Items] | ||||
Rent expense | $ 7.6 | $ 7.6 | $ 7.6 | |
Interest expense | $ 0.1 | $ 0.1 | $ 0.1 | |
Worldwide Plaza | ||||
Loss Contingencies [Line Items] | ||||
Ownership percentage | 48.90% |
Commitments and Contingencies74
Commitments and Contingencies (Schedule of Future Minimum Rental Payments) (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Operating Leases(1) | |
2017, Operating Leases | $ 4,905 |
2018, Operating Leases | 5,089 |
2019, Operating Leases | 5,346 |
2020, Operating Leases | 5,346 |
2021, Operating Leases | 5,547 |
Thereafter, Operating Leases | 240,734 |
Total, Operating Leases | 266,967 |
Capital Leases(2) | |
2017, Capital Leases | 86 |
2018, Capital Leases | 86 |
2019, Capital Leases | 86 |
2020, Capital Leases | 86 |
2021, Capital Leases | 86 |
Thereafter, Capital Leases | 3,318 |
Total, Capital Leases | 3,748 |
Less: amounts representing interest | (1,658) |
Total present value of minimum lease payments | $ 2,090 |
Commitments and Contingencies75
Commitments and Contingencies (Capital Lease Assets) (Details) - Buildings, fixtures and improvements - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Capital Leased Assets [Line Items] | ||
Buildings, fixtures and improvements | $ 11,785 | $ 11,783 |
Less accumulated depreciation and amortization | (2,273) | (1,705) |
Total real estate investments, net | $ 9,512 | $ 10,078 |
Related Party Transactions an76
Related Party Transactions and Arrangements (Narrative) (Details) | Feb. 01, 2017USD ($) | Jan. 03, 2017USD ($)shares | Dec. 19, 2016USD ($) | Oct. 23, 2016USD ($)directorshares | Apr. 15, 2014USD ($)shares | Apr. 30, 2014USD ($) | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($) | Mar. 01, 2017USD ($) | Oct. 22, 2016director | Oct. 31, 2014 |
Related Party Transaction [Line Items] | ||||||||||||
Fees paid to related parties | $ 17,721,000 | $ 16,781,000 | $ 17,919,000 | |||||||||
Maximum reimbursement of advisor expenses incurred during extension period | 700,000 | |||||||||||
Maximum reimbursement of advisor expenses incurred during additional extension periods | $ 200,000 | |||||||||||
Minimum bonus as a percentage of prior year bonus | 75.00% | |||||||||||
Number of directors | director | 9 | 6 | ||||||||||
Common stock, shares outstanding (in shares) | shares | 167,066,364 | 162,529,811 | ||||||||||
ARC III | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Ownership percentage, parent | 80.00% | |||||||||||
Advisor | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Cost of assets maximum | $ 3,000,000,000 | |||||||||||
Asset management fees earned above | 0.40% | |||||||||||
Escrow deposit for Advisor bonuses | $ 700,000 | |||||||||||
Retention bonus payable, percentage of prior year bonus | 66.67% | |||||||||||
Advisor | Reimbursement of Costs and Expenses | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Fees paid to related parties | $ 2,700,000 | $ 800,000 | ||||||||||
Advisor | Property Disposition Fees | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Fees paid to related parties | $ 200,000 | 200,000 | 0 | |||||||||
Service Provider and Affiliates | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Incentive fee, percentage of excess of hurdle amount | 10.00% | |||||||||||
Hurdle amount (in dollars per share) | $ / shares | $ 11 | |||||||||||
Property management fees as a percentage of gross revenue | 1.75% | |||||||||||
Required share holdings by Service Provider and Affiliates (in shares) | shares | 1,000,000 | 1,000,000 | ||||||||||
Maximum expense reimbursement | $ 100,000 | |||||||||||
WW Investors | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Maximum expense reimbursement | $ 500,000 | |||||||||||
Affiliated Entity | Transaction Fee Upon Consummation of the Sale | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Transaction fee earned | 0.25% | |||||||||||
Sponsor | Real Estate Investment Fund [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Related party income | 100,000 | 100,000 | ||||||||||
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% | |||||||||||
New York Recovery Advisors, LLC | Advisor | General Legal Services | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Fees paid to related parties | 9,000 | |||||||||||
New York Recovery Advisors, LLC | Average Invested Assets | Advisor | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Asset management fees as a percentage of benchmark | 0.75% | |||||||||||
New York Recovery Advisors, LLC | Contract Sales Price | Advisor | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Fees paid to related parties | $ 0 | 0 | 600,000 | |||||||||
New York Recovery Advisors, LLC and Realty Capital Securities, LLC | Contract Purchase Price | Advisor | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Unearned units, in lieu of asset management fees (in shares) | shares | 1,188,667 | |||||||||||
Equity-based compensation | $ 11,500,000 | |||||||||||
Realty Capital Securities, LLC and American National Stock Transfer, LLC | Dealer Manager and Transfer Agent | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Fees paid to related parties | $ 0 | 0 | 1,300,000 | |||||||||
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% | |||||||||||
Maximum | Contract Sales Price | Advisor | Brokerage Commission Fees | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Real estate commission earned by related party | 50.00% | |||||||||||
Maximum | Contract Sales Price | Advisor | Real Estate Commissions | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Real estate commission earned by related party | 6.00% | |||||||||||
Scenario, Forecast | Service Provider and Affiliates | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Asset management fees as a percentage of benchmark | 0.325% | |||||||||||
Cost of assets maximum | $ 3,000,000,000 | |||||||||||
Asset management fees earned above | 0.25% | |||||||||||
Subsequent Event | Advisor | Advisory and Consulting Fee [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Fees paid to related parties | $ 500,000 | |||||||||||
Subsequent Event | Service Provider and Affiliates | Advisory and Consulting Fee [Member] | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Fees paid to related parties | $ 500,000 | |||||||||||
Transaction Management | RCS Advisory Services, LLC | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Fees paid to related parties | $ 0 | 0 | 1,500,000 | |||||||||
Fees and expense reimbursements from the Advisor and Dealer Manager | RCS Advisory Services, LLC | Former Dealer Manager | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Fees paid to related parties | $ 6,900,000 | |||||||||||
Former Dealer Manager and Affiliates | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Fees paid to related parties | $ 700,000 | |||||||||||
Realty Capital Securities, LLC | Sales Commissions and Dealer Manager Fees [Member] | Former Dealer Manager | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Fees paid to related parties | $ 8,000 | |||||||||||
Treasury Rate [Member] | Service Provider and Affiliates | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Annualized increase in hurdle amount, basis spread on variable rate | 2.00% | |||||||||||
Common Stock | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Common stock, shares outstanding (in shares) | shares | 167,100,000 | 162,500,000 | ||||||||||
Common Stock | Subsequent Event | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Shares issued upon redemption (in shares) | shares | 841,660 | |||||||||||
OP units | Subsequent Event | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Redemption of OP units (in shares) | shares | 841,660 | |||||||||||
Chief Executive Officer | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Related party transaction, incentive fee, percentage allocated to officer | 50.00% | |||||||||||
Chief Executive Officer | ARC III | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Ownership percentage, noncontrolling owners | 20.00% |
Related Party Transactions an77
Related Party Transactions and Arrangements (Fees Paid in Connection With the Operations of the Company, Incurred, Forgiven and Payable) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Related Party Transaction [Line Items] | |||
Expenses incurred | $ 17,721 | $ 16,781 | $ 17,919 |
Expenses waived | 994 | 2,603 | 1,731 |
Payable (Receivable) | 455 | 92 | |
Acquisition fees and related cost reimbursements | |||
Related Party Transaction [Line Items] | |||
Expenses incurred | 0 | 0 | 3,350 |
Expenses waived | 0 | 0 | 0 |
Payable (Receivable) | 0 | 0 | |
Financing coordination fees | |||
Related Party Transaction [Line Items] | |||
Expenses incurred | 0 | 0 | 2,363 |
Expenses waived | 0 | 0 | 0 |
Payable (Receivable) | 0 | 0 | |
Dividends on Class B units | |||
Related Party Transaction [Line Items] | |||
Expenses incurred | 0 | 0 | 107 |
Expenses waived | 0 | 0 | 0 |
Payable (Receivable) | 0 | 0 | |
Asset management fees | |||
Related Party Transaction [Line Items] | |||
Expenses incurred | 12,293 | 12,465 | 8,397 |
Expenses waived | 0 | 0 | 0 |
Payable (Receivable) | 51 | (7) | |
Transfer agent and other professional fees | |||
Related Party Transaction [Line Items] | |||
Expenses incurred | 2,862 | 1,713 | 1,971 |
Expenses waived | 0 | 0 | 0 |
Payable (Receivable) | 299 | 99 | |
Property management fees | |||
Related Party Transaction [Line Items] | |||
Expenses incurred | 2,046 | 2,603 | 1,731 |
Expenses waived | 994 | 2,603 | 1,731 |
Payable (Receivable) | 105 | 0 | |
WW Investor Expense Reimbursement | |||
Related Party Transaction [Line Items] | |||
Expenses incurred | 520 | 0 | 0 |
Expenses waived | 0 | 0 | $ 0 |
Payable (Receivable) | $ 0 | $ 0 |
Related Party Transactions an78
Related Party Transactions and Arrangements (Revenue From Related Party) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Viceroy Hotel | Affiliated Entity | |||
Related Party Transaction [Line Items] | |||
Hotel revenue | $ 43 | $ 134 | $ 545 |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) | Apr. 15, 2017 | Dec. 26, 2016shares | Apr. 15, 2016shares | Apr. 15, 2015shares | Apr. 15, 2014USD ($) | Feb. 28, 2015shares | Dec. 31, 2015shares | Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($) |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Dividends paid | $ | $ 1,929,000 | $ 3,184,000 | $ 780,000 | |||||||
Payments of Dividends | $ | 63,289,000 | 74,707,000 | 66,129,000 | |||||||
New Multi-Year Outperformance Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Equity-based compensation income | $ | $ (2,600,000) | |||||||||
Equity-based compensation expense | $ | $ 14,100,000 | 5,300,000 | ||||||||
Stock Options | Stock Option Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares authorized (in shares) | 500,000 | |||||||||
Stock options issued | 0 | 0 | ||||||||
Restricted Stock | Restricted Share Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Granted (in shares) | 46,979 | 340,527 | ||||||||
Forfeited (in shares) | 79,805 | |||||||||
Equity-based compensation expense | $ | $ 700,000 | $ 1,100,000 | 2,300,000 | |||||||
Compensation cost not yet recognized | $ | $ 1,300,000 | |||||||||
Shares expected to vest, period for recognition | 2 years 5 months | |||||||||
Performance Shares | New Multi-Year Outperformance Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Granted (in shares) | 805,679 | 367,059 | ||||||||
Opp units issued (in shares) | $ | $ 8,880,579 | |||||||||
Company's market capitalization percentage | 5.00% | |||||||||
Distribution entitlement percentage | 10.00% | |||||||||
Dividends paid | $ | $ 1,300,000 | $ 700,000 | $ 300,000 | |||||||
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% | |||||||||
Interim Chief Financial Officer | Restricted Stock | Restricted Share Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Vesting period | 3 years | |||||||||
Granted (in shares) | 30,000 | |||||||||
Director | 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% | |||||||||
Vesting period | 3 years | |||||||||
Vesting percentage | 33.30% | |||||||||
Share-based Compensation Award, Tranche One | Performance Shares | New Multi-Year Outperformance Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Vesting period | 12 months | |||||||||
Share-based Compensation Award, Tranche Three | Performance Shares | New Multi-Year Outperformance Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Vesting period | 3 years | |||||||||
Share-based Compensation Award, Tranche Two | Performance Shares | New Multi-Year Outperformance Plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Vesting period | 24 months | |||||||||
LTIP units | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Shares redeemed (in shares) | 1,172,738 | |||||||||
LTIP units | Scenario, Forecast | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
LTIP units convertible to common stock, conversion ratio | 1 |
Share-Based Compensation (Restr
Share-Based Compensation (Restricted Stock Activity) (Details) - Restricted Share Plan - Restricted Stock - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Number of Restricted Shares | |||
Beginning Balance (in shares) | 316,570 | 89,499 | |
Granted (in shares) | 46,979 | 340,527 | |
Vested (in shares) | (94,769) | (33,651) | |
Forfeited (in shares) | (79,805) | ||
Ending Balance (in shares) | 268,780 | 316,570 | |
Weighted-Average Issue Price | |||
Beginning Balance (in usd per share) | $ 10.50 | $ 10.59 | $ 10.73 |
Granted (in usd per share) | 10.11 | 10.54 | |
Vested (in usd per share) | 10.59 | 10.56 | |
Forfeited (in usd per share) | 10.36 | ||
Ending Balance (in usd per share) | $ 10.50 | $ 10.59 |
Share-Based Compensation (Multi
Share-Based Compensation (Multi-Year Outperformance Plan Agreement) (Details) - New Multi-Year Outperformance Plan - Performance Shares | Dec. 31, 2016 |
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: | 18.00% |
50% will be earned if total stockholder return achieved is: | 0.00% |
0% will be earned if total stockholder return achieved is less than: | 0.00% |
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: | 6.00% |
50% will be earned if total stockholder return achieved is: | 0.00% |
0% will be earned if total stockholder return achieved is less than: | 0.00% |
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: | 12.00% |
50% will be earned if total stockholder return achieved is: | 0.00% |
0% will be earned if total stockholder return achieved is less than: | 0.00% |
Relative Component | Excess Return, Above Peer Group | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares authorized, percentage of benchmark | 4.00% |
Relative Component | Cumulative Return, Above Threshold | |
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 | 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 | 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 | 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 | 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 | 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 | 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 | |
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 | |
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 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares authorized, percentage of benchmark | 4.00% |
Share-Based Compensation (Fair
Share-Based Compensation (Fair Value Inputs) (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 26, 2016 | Dec. 31, 2016 | Dec. 31, 2015 |
Multi-year Outperformance Plan | Fair Value, Measurements, Recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
OPP | $ 5,457 | $ 43,500 | |
Multi-year Outperformance Plan | Fair Value, Measurements, Recurring | Quoted Prices in Active Markets Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
OPP | 0 | 0 | |
Multi-year Outperformance Plan | Fair Value, Measurements, Recurring | Significant Other Observable Inputs Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
OPP | 0 | 0 | |
Multi-year Outperformance Plan | Fair Value, Measurements, Recurring | Significant Unobservable Inputs Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
OPP | $ 5,457 | $ 43,500 | |
LTIP units | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Shares redeemed (in shares) | 1,172,738 | ||
Fair market value (in dollars per share) | $ 10.08 |
Share-Based Compensation (Level
Share-Based Compensation (Level 3 Reconciliations) (Details) - Multi-year Outperformance Plan - Share Based Compensation Liability - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning Balance | $ 43,500 | $ 29,100 |
Fair value adjustment | (26,222) | 14,400 |
Ending Balance | $ 17,278 | $ 43,500 |
Share-Based Compensation (Valua
Share-Based Compensation (Valuation Techniques) (Details) - Monte Carlo Simulation - Fair Value, Measurements, Recurring - Share Based Compensation Liability - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||
OPP | $ 17,278 | $ 43,500 |
Expected volatility | 28.00% | 27.00% |
Accumulated Other Comprehensi85
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning Balance | $ 1,092,269 | $ 1,195,677 | $ 1,449,259 |
Other comprehensive income (loss), before reclassifications | (742) | (2,481) | (2,363) |
Amounts reclassified from accumulated other comprehensive income (loss) | 1,266 | 2,060 | 2,160 |
Net current-period other comprehensive income (loss) | 524 | (421) | (203) |
Ending Balance | 941,669 | 1,092,269 | 1,195,677 |
Unrealized gains on available-for-sale securities | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning Balance | 0 | 244 | (240) |
Other comprehensive income (loss), before reclassifications | 0 | (137) | 484 |
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | (107) | 0 |
Net current-period other comprehensive income (loss) | 0 | (244) | 484 |
Ending Balance | 0 | 0 | 244 |
Change in unrealized gain (loss) on derivatives | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning Balance | (1,237) | (1,060) | (373) |
Other comprehensive income (loss), before reclassifications | (742) | (2,344) | (2,847) |
Amounts reclassified from accumulated other comprehensive income (loss) | 1,266 | 2,167 | 2,160 |
Net current-period other comprehensive income (loss) | 524 | (177) | (687) |
Ending Balance | (713) | (1,237) | (1,060) |
Total accumulated other comprehensive income (loss) | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning Balance | (1,237) | (816) | (613) |
Ending Balance | $ (713) | $ (1,237) | $ (816) |
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 | 12 Months Ended | |||||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share [Abstract] | |||||||||||||||
Basic and diluted net loss attributable to stockholders | $ (26,202) | $ (45,267) | $ (11,540) | $ 487 | $ (8,508) | $ (13,075) | $ (8,982) | $ (8,516) | $ (27,330) | $ 9,695 | $ (67,237) | $ (8,156) | $ (82,526) | $ (39,081) | $ (93,028) |
Weighted average shares outstanding, basic and diluted (in shares) | 165,692,013 | 165,384,074 | 164,835,872 | 163,872,612 | 162,208,672 | 162,203,065 | 162,156,470 | 162,092,424 | 164,949,461 | 162,165,580 | 166,959,316 | ||||
Net loss per share attributable to stockholders, basic and diluted (in usd per share) | $ (0.16) | $ (0.27) | $ (0.07) | $ 0 | $ (0.05) | $ (0.08) | $ (0.06) | $ (0.05) | $ (0.50) | $ (0.24) | $ (0.56) |
Net Loss Per Share (Schedule 87
Net Loss Per Share (Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share) (Details) - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents (in shares) | 8,818,281 | 13,375,239 | 13,240,919 |
Unvested restricted stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents (in shares) | 268,780 | 316,570 | 89,499 |
OP units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents (in shares) | 841,660 | 4,178,090 | 4,270,841 |
LTIP units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents (in shares) | 7,707,841 | 8,880,579 | 8,880,579 |
Non-Controlling Interests (Deta
Non-Controlling Interests (Details) - USD ($) | Jan. 03, 2017 | Oct. 21, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2012 |
163 Washington Ave Condominiums | ||||||
Noncontrolling Interest [Line Items] | ||||||
Distributions to non-controlling interest holders | $ 600,000 | $ 0 | ||||
Noncontrolling members' aggregate investment | $ 500,000 | |||||
Advisor | ||||||
Noncontrolling Interest [Line Items] | ||||||
Distributions to non-controlling interest holders | $ 1,900,000 | $ 2,600,000 | $ 800,000 | |||
OP units | Advisor | ||||||
Noncontrolling Interest [Line Items] | ||||||
Number of units held by Advisor (in shares) | 841,660 | 4,178,090 | ||||
LTIP units | Advisor | ||||||
Noncontrolling Interest [Line Items] | ||||||
Number of units held by Advisor (in shares) | 7,707,841 | 8,880,579 | ||||
Operating Partnership Unit | ||||||
Noncontrolling Interest [Line Items] | ||||||
Shares redeemed (in shares) | 3,336,430 | 92,751 | ||||
Subsequent Event | Common Stock | ||||||
Noncontrolling Interest [Line Items] | ||||||
Shares issued upon redemption (in shares) | 841,660 | |||||
Subsequent Event | OP units | ||||||
Noncontrolling Interest [Line Items] | ||||||
Redemption of OP units (in shares) | 841,660 |
Quarterly Results (Unaudited)89
Quarterly Results (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||
Total revenues | $ 42,382 | $ 41,260 | $ 39,923 | $ 36,709 | $ 44,387 | $ 44,608 | $ 43,677 | $ 41,849 | $ 45,512 | $ 40,514 | $ 35,949 | $ 33,592 | $ 160,274 | $ 174,521 | $ 155,567 |
Basic net income (loss) attributable to stockholders | $ (26,202) | $ (45,267) | $ (11,540) | $ 487 | $ (8,508) | $ (13,075) | $ (8,982) | $ (8,516) | (27,330) | 9,695 | (67,237) | (8,156) | $ (82,526) | $ (39,081) | $ (93,028) |
Basic and diluted weighted average common shares outstanding (in shares) | 165,692,013 | 165,384,074 | 164,835,872 | 163,872,612 | 162,208,672 | 162,203,065 | 162,156,470 | 162,092,424 | 164,949,461 | 162,165,580 | 166,959,316 | ||||
Basic and diluted net loss per share attributable to stockholders (in usd per share) | $ (0.16) | $ (0.27) | $ (0.07) | $ 0 | $ (0.05) | $ (0.08) | $ (0.06) | $ (0.05) | $ (0.50) | $ (0.24) | $ (0.56) | ||||
Adjustments to net income (loss) attributable to stockholders for common share equivalents | 0 | (1,305) | 0 | 0 | |||||||||||
Diluted net income (loss) attributable to stockholders | $ (27,330) | $ 8,390 | $ (67,237) | $ (8,156) | |||||||||||
Basic weighted average shares outstanding (in shares) | 162,019,399 | 161,975,420 | 168,972,601 | 175,068,005 | |||||||||||
Basic net income (loss) per share attributable to stockholders (in usd per share) | $ (0.17) | $ 0.06 | $ (0.40) | $ (0.05) | |||||||||||
Diluted weighted average shares outstanding (in shares) | 162,019,399 | 162,181,209 | 168,972,601 | 175,068,005 | |||||||||||
Diluted net income (loss) per share attributable to stockholders (in usd per share) | $ (0.17) | $ 0.05 | $ (0.40) | $ (0.05) |
Quarterly Results (Unaudited)90
Quarterly Results (Unaudited) (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Understatement of net loss | $ (83,899) | $ (40,269) | $ (94,285) | |||
Immaterial errors impacting interest expense | ||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Understatement of interest expense | $ 300 | $ 300 | $ 300 | |||
Understatement of net loss | $ 300 | $ 300 | $ 300 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Thousands | Jan. 03, 2017 | Jan. 09, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Subsequent Event [Line Items] | ||||
Mortgage notes payable | $ 1,107,526 | $ 381,443 | ||
Mortgages | ||||
Subsequent Event [Line Items] | ||||
Mortgage notes payable | 1,129,080 | 388,436 | ||
Duane Reade(6) | Mortgages | ||||
Subsequent Event [Line Items] | ||||
Mortgage notes payable | 0 | 8,400 | ||
1623 Kings Highway(6) | Mortgages | ||||
Subsequent Event [Line Items] | ||||
Mortgage notes payable | 0 | 7,288 | ||
Mezzanine Loan | Mortgages | ||||
Subsequent Event [Line Items] | ||||
Mortgage notes payable | $ 260,000 | $ 0 | ||
Subsequent Event | Mezzanine Loan | Mortgages | ||||
Subsequent Event [Line Items] | ||||
Mortgage notes payable | $ 260,000 | |||
Subsequent Event | Common Stock | ||||
Subsequent Event [Line Items] | ||||
Shares issued upon redemption (in shares) | 841,660 | |||
Subsequent Event | OP units | ||||
Subsequent Event [Line Items] | ||||
Redemption of OP units (in shares) | 841,660 |
Schedule III Real Estate and 92
Schedule III Real Estate and Accumulated Depreciation (Summary of Real Estate and Accumulated Depreciation) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | $ 369,080 | $ 369,080 | ||||||
Initial Costs, Land | 477,172 | 477,172 | ||||||
Initial Costs, Building and Improvements | 1,166,254 | 1,166,254 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | 9,889 | 9,889 | ||||||
Gross Amount at | [1],[2] | 1,653,315 | 1,653,315 | |||||
Accumulated Depreciation | 168,301 | [3],[4] | 168,301 | [3],[4] | $ 139,412 | $ 93,012 | $ 31,715 | |
Credit facility | 0 | 0 | 485,000 | |||||
Acquired intangible assets | 132,300 | 132,300 | ||||||
Cost for income tax purposes | 1,600,000 | 1,600,000 | ||||||
Accumulated amortization | 42,400 | 42,400 | ||||||
Mortgage notes payable | 1,107,526 | 1,107,526 | 381,443 | |||||
Intangible below-market lease liability | 48,620 | 48,620 | 56,067 | |||||
Intangible above-market ground lease liability | 65,187 | 65,187 | 73,083 | |||||
Impairment loss on real estate investment | 27,911 | 0 | $ 0 | |||||
Mortgages | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Mortgage notes payable | 1,129,080 | $ 1,129,080 | 388,436 | |||||
Building | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Fixtures useful life | 40 years | |||||||
Land Improvements | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Fixtures useful life | 15 years | |||||||
Furniture and Fixtures | Minimum | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Fixtures useful life | 5 years | |||||||
Furniture and Fixtures | Maximum | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Fixtures useful life | 7 years | |||||||
Design Center | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | 19,380 | $ 19,380 | ||||||
Initial Costs, Land | 11,243 | 11,243 | ||||||
Initial Costs, Building and Improvements | 18,884 | 18,884 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | 3,179 | 3,179 | ||||||
Gross Amount at | [1],[2] | 33,306 | 33,306 | |||||
Accumulated Depreciation | [3],[4] | 6,322 | 6,322 | |||||
Design Center | Mortgages | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Mortgage notes payable | 19,380 | 19,380 | 19,798 | |||||
Bleecker Street | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | [5] | 0 | 0 | |||||
Initial Costs, Land | 0 | 0 | ||||||
Initial Costs, Building and Improvements | 31,167 | 31,167 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | 0 | 0 | ||||||
Gross Amount at | [1],[2] | 31,167 | 31,167 | |||||
Accumulated Depreciation | [3],[4] | 8,092 | 8,092 | |||||
Foot Locker(6) | Mortgages | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Mortgage notes payable | 0 | 0 | 3,250 | |||||
Regal Parking Garage | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | [5] | 0 | 0 | |||||
Initial Costs, Land | 0 | 0 | ||||||
Initial Costs, Building and Improvements | 4,637 | 4,637 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | (556) | (556) | ||||||
Gross Amount at | [1],[2] | 4,081 | 4,081 | |||||
Accumulated Depreciation | [3],[4] | 561 | 561 | |||||
Duane Reade(6) | Mortgages | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Mortgage notes payable | 0 | 0 | 8,400 | |||||
Washington Street Portfolio | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | [5] | 0 | 0 | |||||
Initial Costs, Land | 0 | 0 | ||||||
Initial Costs, Building and Improvements | 8,979 | 8,979 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | (331) | (331) | ||||||
Gross Amount at | [1],[2] | 8,648 | 8,648 | |||||
Accumulated Depreciation | [3],[4] | 1,396 | 1,396 | |||||
One Jackson Square | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | [5] | 0 | 0 | |||||
Initial Costs, Land | 0 | 0 | ||||||
Initial Costs, Building and Improvements | 21,466 | 21,466 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | (3,042) | (3,042) | ||||||
Gross Amount at | [1],[2] | 18,424 | 18,424 | |||||
Accumulated Depreciation | [3],[4] | 2,364 | 2,364 | |||||
350 West 42nd Street | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | [5] | 0 | 0 | |||||
Initial Costs, Land | 0 | 0 | ||||||
Initial Costs, Building and Improvements | 19,869 | 19,869 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | 83 | 83 | ||||||
Gross Amount at | [1],[2] | 19,952 | 19,952 | |||||
Accumulated Depreciation | [3],[4] | 4,586 | 4,586 | |||||
1100 Kings Highway | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | 20,200 | 20,200 | ||||||
Initial Costs, Land | 17,112 | 17,112 | ||||||
Initial Costs, Building and Improvements | 17,947 | 17,947 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | 101 | 101 | ||||||
Gross Amount at | [1],[2] | 35,160 | 35,160 | |||||
Accumulated Depreciation | [3],[4] | 3,900 | 3,900 | |||||
1100 Kings Highway | Mortgages | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Mortgage notes payable | 20,200 | 20,200 | 20,200 | |||||
1623 Kings Highway(6) | Mortgages | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Mortgage notes payable | 0 | 0 | 7,288 | |||||
256 West 38th Street | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | 24,500 | 24,500 | ||||||
Initial Costs, Land | 20,000 | 20,000 | ||||||
Initial Costs, Building and Improvements | 26,483 | 26,483 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | 3,462 | 3,462 | ||||||
Gross Amount at | [1],[2] | 49,945 | 49,945 | |||||
Accumulated Depreciation | [3],[4] | 7,797 | 7,797 | |||||
256 West 38th Street | Mortgages | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Mortgage notes payable | 24,500 | 24,500 | 24,500 | |||||
229 West 36th Street | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | [5] | 0 | 0 | |||||
Initial Costs, Land | 27,400 | 27,400 | ||||||
Initial Costs, Building and Improvements | 22,308 | 22,308 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | 874 | 874 | ||||||
Gross Amount at | [1],[2] | 50,582 | 50,582 | |||||
Accumulated Depreciation | [3],[4] | 4,943 | 4,943 | |||||
350 Bleecker Street | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | [5] | 0 | 0 | |||||
Initial Costs, Land | 0 | 0 | ||||||
Initial Costs, Building and Improvements | 11,783 | 11,783 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | 2 | 2 | ||||||
Gross Amount at | [1],[2] | 11,785 | 11,785 | |||||
Accumulated Depreciation | [3],[4] | 2,274 | 2,274 | |||||
218 West 18th Street | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | [5] | 0 | 0 | |||||
Initial Costs, Land | 17,500 | 17,500 | ||||||
Initial Costs, Building and Improvements | 90,869 | 90,869 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | 3,311 | 3,311 | ||||||
Gross Amount at | [1],[2] | 111,680 | 111,680 | |||||
Accumulated Depreciation | [3],[4] | 18,728 | 18,728 | |||||
50 Varick Street | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | [5] | 0 | 0 | |||||
Initial Costs, Land | 0 | 0 | ||||||
Initial Costs, Building and Improvements | 77,992 | 77,992 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | 28,810 | 28,810 | ||||||
Gross Amount at | [1],[2] | 106,802 | 106,802 | |||||
Accumulated Depreciation | [3],[4] | 17,605 | 17,605 | |||||
333 West 34th Street | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | [5] | 0 | 0 | |||||
Initial Costs, Land | 98,600 | 98,600 | ||||||
Initial Costs, Building and Improvements | 120,908 | 120,908 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | 192 | 192 | ||||||
Gross Amount at | [1],[2] | 219,700 | 219,700 | |||||
Accumulated Depreciation | [3],[4] | 26,825 | 26,825 | |||||
Intangible below-market lease liability | 23,000 | 23,000 | ||||||
Viceroy Hotel | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | [5] | 0 | 0 | |||||
Initial Costs, Land | 0 | 0 | ||||||
Initial Costs, Building and Improvements | 169,945 | 169,945 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | (41,723) | (41,723) | ||||||
Gross Amount at | [1],[2] | 128,222 | 128,222 | |||||
Accumulated Depreciation | [3],[4] | 1,621 | 1,621 | |||||
Intangible above-market ground lease liability | 33,200 | 33,200 | ||||||
Viceroy Hotel | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Impairment loss on real estate investment | 27,900 | |||||||
1440 Broadway | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | 305,000 | 305,000 | ||||||
Initial Costs, Land | 217,066 | 217,066 | ||||||
Initial Costs, Building and Improvements | 289,410 | 289,410 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | 2,413 | 2,413 | ||||||
Gross Amount at | [1],[2] | 508,889 | 508,889 | |||||
Accumulated Depreciation | [3],[4] | 45,871 | 45,871 | |||||
Intangible below-market lease liability | 18,700 | 18,700 | ||||||
1440 Broadway | Mortgages | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Mortgage notes payable | 305,000 | 305,000 | 305,000 | |||||
245-249 West 17th Street | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Encumbrances at | [5] | 0 | 0 | |||||
Initial Costs, Land | 68,251 | 68,251 | ||||||
Initial Costs, Building and Improvements | 233,607 | 233,607 | ||||||
Subsequent to Acquisition, Land | 0 | 0 | ||||||
Subsequent to Acquisition, Building and Improvements | 13,114 | 13,114 | ||||||
Gross Amount at | [1],[2] | 314,972 | 314,972 | |||||
Accumulated Depreciation | [3],[4] | 15,416 | 15,416 | |||||
Intangible below-market lease liability | 23,700 | 23,700 | ||||||
Mortgage Loan | Mortgages | ||||||||
Real Estate and Accumulated Depreciation [Line Items] | ||||||||
Mortgage notes payable | $ 500,000 | $ 500,000 | $ 0 | |||||
[1] | Acquired intangible lease assets allocated to individual properties in the amount of $132.3 million are not reflected in the table above. | |||||||
[2] | These properties are subject to mortgages under the Mortgage Loan which had an outstanding balance of $500.0 million as of December 31, 2016. | |||||||
[3] | The accumulated depreciation column excludes $42.4 million of amortization associated with acquired intangible lease assets. | |||||||
[4] | The tax basis of aggregate land, buildings and improvements as of December 31, 2016 is $1.6 billion | |||||||
[5] | The properties comprised of 367-387 Bleecker Street are not subject to mortgages under the Mortgage Loan with the exception of 382-384 Bleecker Street, which is subject to a mortgage under the Mortgage Loan. |
Schedule III Real Estate and 93
Schedule III Real Estate and Accumulated Depreciation (Changes in Accumulated Depreciation) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Real estate investments, at cost (including assets held for sale): | ||||
Balance at beginning of year | $ 1,714,720 | $ 1,729,983 | $ 1,414,959 | |
Additions-Acquisitions | 0 | 0 | 301,858 | |
Capital expenditures | 21,891 | 27,231 | 15,356 | |
Disposals | (83,296) | (42,494) | (2,190) | |
Balance at end of the year | 1,653,315 | 1,714,720 | 1,729,983 | |
Accumulated depreciation (including assets held for sale): | ||||
Balance at beginning of year | 139,412 | 93,012 | 31,715 | |
Depreciation expense | 56,527 | 61,527 | 63,349 | |
Disposals | (27,638) | (15,127) | (2,052) | |
Balance at end of the year | $ 168,301 | [1],[2] | $ 139,412 | $ 93,012 |
[1] | The accumulated depreciation column excludes $42.4 million of amortization associated with acquired intangible lease assets. | |||
[2] | The tax basis of aggregate land, buildings and improvements as of December 31, 2016 is $1.6 billion |