Document and Entity Information
Document and Entity Information Document - shares | 6 Months Ended | |
Jun. 30, 2018 | Jul. 26, 2018 | |
Document and Entity Information | ||
entity registrant name | PREFERRED APARTMENT COMMUNITIES INC | |
entity CIK | 1,481,832 | |
Current fiscal year end date | --12-31 | |
document type | 10-Q | |
document period end date | Jun. 30, 2018 | |
document fiscal year focus | 2,018 | |
entity filer category | Accelerated Filer | |
document fiscal period focus | Q2 | |
Entity Well-known Seasoned Issuer | No | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
amendment flag | false | |
entity common stock, shares outstanding | 40,038,578 |
Balance Sheets
Balance Sheets - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Real estate | ||
Land | $ 470,014,000 | $ 406,794,000 |
Building and improvements | 2,345,033,000 | 2,043,853,000 |
Tenant Improvements | 84,988,000 | 63,425,000 |
Furniture, fixtures, and equipment | 255,096,000 | 210,779,000 |
Construction in progress | 18,546,000 | 10,491,000 |
Gross real estate | 3,173,677,000 | 2,735,342,000 |
Less: accumulated depreciation | (222,785,000) | (172,756,000) |
Net real estate | 2,950,892,000 | 2,562,586,000 |
Real estate loans | 314,440,000 | 255,345,000 |
Loans and Leases Receivable, Related Parties | 59,768,000 | 131,451,000 |
Total real estate and real estate loan, net | 3,325,100,000 | 2,949,382,000 |
Cash and cash equivalents | 21,303,000 | 21,043,000 |
Restricted cash | 53,982,000 | 51,969,000 |
Financing Receivable, Net | 9,400,000 | 17,318,000 |
Note receivable | 45,060,000 | |
Due from Related Parties, Current | 27,956,000 | 22,739,000 |
Interest Receivable | 32,126,000 | 26,865,000 |
Intangible Assets, Net (Excluding Goodwill) | 99,878,000 | 102,743,000 |
Deferred loan costs, net of amortization of $155,953 and $64,480 | (1,353,000) | (1,385,000) |
Deferred offering costs | 7,876,000 | 6,544,000 |
tenants capitalized lease inducements | 18,827,000 | 14,425,000 |
Other assets | 43,752,000 | 37,957,000 |
Variable Interest Entity, Consolidated, Assets, Pledged | 266,673,000 | 0 |
Total assets | 3,908,226,000 | 3,252,370,000 |
Liabilities | ||
Mortgage notes payable | 1,998,514,000 | 1,776,652,000 |
Accounts payable and accrued expenses | 43,573,000 | 31,253,000 |
Line of Credit Facility, Amount Outstanding | 38,500,000 | 41,800,000 |
Bank Loans | 11,000,000 | |
Short-term Bank Loans and Notes Payable | 0 | 10,994,000 |
Participating Mortgage Loans, Participation Liabilities, Amount | 10,920,000 | 13,986,000 |
unearned revenue from purchase option termination fees | 10,234,000 | 0 |
Interest Payable, Current | 5,998,000 | 5,028,000 |
Dividends payable | 17,338,000 | 15,680,000 |
Below Market Lease, Net | 40,350,000 | 38,857,000 |
Security deposits and prepaid rents | 13,091,000 | 9,407,000 |
Deferred income | 34,352,000 | 27,947,000 |
Variable Interest Entity, Consolidated, Liabilities, Recourse | 261,879,000 | 0 |
Total liabilities | 2,474,749,000 | 1,971,604,000 |
Stockholder's equity | ||
Common Stock, $0.01 par value per share; 400,066,666 shares authorized; 5,179,093 and 5,149,325 shares issued and outstanding at September 30, 2012 and December 31, 2011, respectively | 397,000 | 386,000 |
Additional paid in capital | 1,430,713,000 | 1,271,040,000 |
Accumulated deficit | 0 | 4,449,000 |
Total stockholders' equity | 1,431,124,000 | 1,275,887,000 |
Non-controlling interest | 2,353,000 | 4,879,000 |
Total equity | 1,433,477,000 | 1,280,766,000 |
Total liabilities and equity | 3,908,226,000 | 3,252,370,000 |
Series A Preferred Stock [Member] | ||
Stockholder's equity | ||
Series A Redeemable Preferred Stock, $0.01 par value per share; 150,000 shares authorized; 12,178 and 0 shares issued and outstanding at September 30, 2012 and December 31, 2011, respectively | 14,000 | 12,000 |
Series M Preferred Stock [Member] | ||
Stockholder's equity | ||
Series A Redeemable Preferred Stock, $0.01 par value per share; 150,000 shares authorized; 12,178 and 0 shares issued and outstanding at September 30, 2012 and December 31, 2011, respectively | 0 | $ 0 |
Mortgages [Member] | ||
Liabilities | ||
Mortgage notes payable | $ 2,035,892,000 |
Balance Sheets (Parentheticals)
Balance Sheets (Parentheticals) - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 96,660,000 | $ 73,521,000 |
sales inducements accumulated amortization | 1,021,000 | 452,000 |
Allowance for Doubtful Accounts Receivable | 742,000 | 715,000 |
Below Market Lease, Accumulated Amortization | $ 11,014,000 | $ 8,095,000 |
Common Stock, par value per share | $ 0.01 | |
Common stock, shares outstanding | 39,725,664 | |
Series A Preferred Stock [Member] | ||
Series A Redeemable Preferred Stock, par value per share | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 3,050,000 | 3,050,000 |
Preferred stock, shares issued | 1,463,000 | 1,250,000 |
Shares outstanding, preferred stock | 1,418,000 | 1,222,000 |
Series M Preferred Stock [Member] | ||
Series A Redeemable Preferred Stock, par value per share | $ 0.01 | |
Preferred stock, shares authorized | 500,000 | |
Preferred stock, shares issued | 29,000 | 15,000 |
Shares outstanding, preferred stock | 29,000 | 15,000 |
Common Stock [Member] | ||
Common Stock, par value per share | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 400,067,000 | 400,067,000 |
Common stock, shares issued | 39,726,000 | 38,565,000 |
Common stock, shares outstanding | 39,726,000 | 38,565,000 |
Line of Credit [Member] | ||
Deferred loan costs, accumulated amortization | $ 406,000 | $ 1,153,000 |
Mortgages [Member] | ||
Deferred loan costs, accumulated amortization | 35,397,000 | |
Medium-term Notes [Member] | ||
Deferred loan costs, accumulated amortization | $ 0 | $ 6,000 |
Statements of Operations
Statements of Operations - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenues: | ||||
Rental revenues | $ 66,199,000 | $ 48,241,000 | $ 130,276,000 | $ 93,605,000 |
Other property revenues | 12,158,000 | 8,821,000 | 23,886,000 | 17,257,000 |
Interest income on loan and note receivable | 13,658,000 | 8,490,000 | 23,958,000 | 16,438,000 |
Revenue from Related Parties | 4,374,000 | 5,338,000 | 8,639,000 | 10,152,000 |
Total revenues | 96,389,000 | 70,890,000 | 186,759,000 | 137,452,000 |
Operating expenses: | ||||
Property operating and maintenance | 10,107,000 | 7,198,000 | 18,912,000 | 13,737,000 |
property salaries related party | 4,228,000 | 3,219,000 | 8,127,000 | 6,247,000 |
Property management fees | 2,776,000 | 2,061,000 | 5,532,000 | 3,963,000 |
Real estate taxes | 10,063,000 | 7,680,000 | 20,038,000 | 15,584,000 |
General and administrative | 1,957,000 | 1,654,000 | 3,798,000 | 3,159,000 |
Share-based Compensation | 950,000 | 871,000 | 2,085,000 | 1,744,000 |
Depreciation and amortization | 42,095,000 | 28,457,000 | 82,711,000 | 53,283,000 |
Acquisition costs | 0 | 5,000 | 0 | 14,000 |
Management fees | 6,621,000 | 4,864,000 | 12,862,000 | 9,377,000 |
Other Expenses | 2,008,000 | 1,377,000 | 3,453,000 | 2,669,000 |
Total operating expenses | 80,805,000 | 57,386,000 | 157,518,000 | 109,777,000 |
manager's fees deferred | (1,429,000) | (171,000) | (2,649,000) | (346,000) |
Operating Expenses | 79,376,000 | 57,215,000 | 154,869,000 | 109,431,000 |
Operating Income (Loss) | 17,013,000 | 13,675,000 | 31,890,000 | 28,021,000 |
Interest Expense | 22,347,000 | 16,398,000 | 43,315,000 | 31,406,000 |
Gain (Loss) on Extinguishment of Debt | 0 | 888,000 | 0 | 888,000 |
Income (Loss) before Gain (Loss) on Sale of Properties | (5,280,000) | (3,611,000) | (11,371,000) | (4,273,000) |
Gains (Losses) on Sales of Investment Real Estate | 2,000 | 6,915,000 | 20,356,000 | 37,639,000 |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (5,278,000) | 3,304,000 | 8,985,000 | 33,366,000 |
Income (Loss) from Continuing Operations, Including Portion Attributable to Noncontrolling Interest | (5,278,000) | 3,304,000 | 8,985,000 | 33,366,000 |
net loss attributable to non-controlling interests | 140,000 | (97,000) | (240,000) | (1,096,000) |
Net loss attributable to the Company | (5,138,000) | 3,207,000 | 8,745,000 | 32,270,000 |
Dividends to preferred stockholders | (20,924,000) | (15,235,000) | (40,441,000) | (29,621,000) |
Deemed noncash dividend | 153,000 | 12,000 | ||
NetIncomeAllocatedToUnvestedRestrictedShares | (6,000) | (6,000) | (8,000) | (8,000) |
Net Income (Loss) Available to Common Stockholders, Basic | $ (26,068,000) | $ (12,034,000) | $ (31,704,000) | $ 2,641,000 |
Earnings Per Share, Basic | $ (0.66) | $ (0.40) | $ (0.81) | $ 0.09 |
Dividends, Common Stock, Cash | $ 19,906,000 | $ 13,510,000 | ||
Common Stock, Dividends, Per Share, Declared | $ 0.255 | $ 0.2350 | $ 0.505 | $ 0.455 |
Weighted Average Number of Shares Outstanding, Basic and Diluted | 39,383,000 | 29,894,000 | ||
Weighted Average Number of Shares Outstanding, Diluted | 39,383,000 | 29,894,000 | 39,241,000 | 28,423,000 |
Fair Value, Assets Measured on Recurring Basis, Change in Unrealized Gain (Loss) | $ 54,000 | $ 0 | $ 54,000 | $ 0 |
Statements of Operations (Paren
Statements of Operations (Parenthetical) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement Parentheticals [Abstract] | ||||
property management fees paid to related party | $ 2,156,000 | $ 1,571,000 | $ 4,260,000 | $ 3,006,000 |
acquisition fees paid to related party | $ 3,930,000 | $ 3,018,000 | $ 7,539,000 | $ 5,795,000 |
Statements of Cash Flows Statem
Statements of Cash Flows Statement - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Operating activities: | ||
Net loss attributable to the Company | $ 8,745,000 | $ 32,270,000 |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 8,985,000 | 33,366,000 |
Reconciliation of net loss to net cash provided by (used in) operating activities: | ||
Depreciation expense | 82,711,000 | 53,283,000 |
Amortization of above and below Market Leases | (2,387,000) | (1,562,000) |
Deferred fee income amortization | (2,154,000) | (804,000) |
amortization of purchase option termination fee income | (2,236,000) | 0 |
Deferred Sales Inducement Cost, Amortization Expense | 699,000 | 92,000 |
Deferred loan cost amortization | 3,279,000 | 2,650,000 |
deferred interest income | (5,261,000) | (2,976,000) |
Fair Value, Assets Measured on Recurring Basis, Change in Unrealized Gain (Loss) | (54,000) | 0 |
Share-based Compensation | 2,085,000 | 1,744,000 |
deferred miscellaneous income amortization | 0 | 189,000 |
Gain (Loss) on Disposition of Assets | (20,356,000) | (37,639,000) |
cash inflows purchase option terminations | 5,100,000 | 0 |
Gain (Loss) on Extinguishment of Debt | 0 | 888,000 |
cash inflows mortgage interest from consolidated VIE | 861,000 | 0 |
mortgage interes cash outflows consolidated VIE | (861,000) | 0 |
Changes in operating assets and liabilities: | ||
(Increase) in tenant accounts receivable | (1,718,000) | (3,619,000) |
Payments for (Proceeds from) Tenant Allowance | (4,972,000) | (7,239,000) |
(Increase) decrease in other assets | 7,474,000 | 4,137,000 |
Increase in accounts payable and accrued expenses | 1,968,000 | (160,000) |
Net cash provided by (used in) operating activities | 73,163,000 | 42,350,000 |
Investing activities: | ||
Investments in real estate loans | (117,771,000) | (70,320,000) |
Proceeds from Principal Repayments on Loans and Leases Held-for-investment | 130,185,000 | 9,866,000 |
Notes receivable issued | 8,640,000 | 1,967,000 |
Deferred acquisition fee on real estate loans | (24,093,000) | (14,979,000) |
Deferred real estate loan income | (716,000) | (3,729,000) |
Acquisition of properties, net | (405,870,000) | (222,435,000) |
Proceeds from Sale of Real Estate Held-for-investment | 42,269,000 | 148,105,000 |
Receipt of insurance proceeds for capital improvements | 412,000 | 0 |
Additions to real estate assets - improvements | (18,268,000) | (7,563,000) |
Increase (Decrease) in Earnest Money Deposits Outstanding | (1,538,000) | (920,000) |
AcquisitionFeesRelatedPartyCosts | (1,211,000) | (417,000) |
cash paid investment in CMBS | (4,739,000) | 0 |
mortgage principal received from consolidated VIE | 171,000 | 0 |
Increase (Decrease) in Accounts and Notes Receivable | 18,652,000 | 14,254,000 |
Net cash (used in) investing activities | (371,626,000) | (145,336,000) |
Financing activities: | ||
Proceeds from mortgage notes payable | 211,949,000 | 156,280,000 |
Extinguishment of Debt, Amount | (35,231,000) | (116,053,000) |
Payments for mortgage loan costs | 0 | (817,000) |
loan balance proceeds from real estate loan participants | 5,000 | 166,000 |
payments received from real estate loan participants | (3,664,000) | (2,467,000) |
Proceeds from non-revolving lines of credit | 237,100,000 | 97,000,000 |
Payments on revolving lines of credit | (240,400,000) | (186,000,000) |
Repayments of Short-term Debt | (11,000,000) | 0 |
Proceeds from sales of Units, net of offering costs | 204,201,000 | 132,620,000 |
Proceeds from Issuance of Common Stock | 0 | 56,116,000 |
Proceeds from Warrant Exercises | 12,374,000 | 14,901,000 |
Preferred Stock, Redemption Amount | (8,994,000) | (3,921,000) |
Dividends declared and paid | (19,378,000) | (11,711,000) |
Payments of Ordinary Dividends, Preferred Stock and Preference Stock | (39,310,000) | (28,990,000) |
Payments for deferred offering costs, net of non cash items | (2,068,000) | (4,459,000) |
Net Cash Provided by (Used in) Financing Activities | 300,736,000 | 96,232,000 |
Cash beginning of period | 73,012,000 | 67,715,000 |
Cash end of period | 75,285,000 | 60,961,000 |
Supplemental cash flow information: | ||
Cash paid for interest | 38,875,000 | 28,812,000 |
Noncash Investing and Financing Items [Abstract] | ||
Accrued capital expenditures | 1,621,000 | 2,132,000 |
Deemed noncash dividend | 153,000 | 12,000 |
Dividends payable to non controlling interests | 273,000 | 212,000 |
Payments of Ordinary Dividends, Noncontrolling Interest | (489,000) | (394,000) |
Accrued and payable deferred offering costs | 415,000 | 431,000 |
receivable for deferred offering costs | 245,000 | 387,000 |
Writeoff of fully amortized deferred loan costs | 1,331,000 | 0 |
Payments for Tenant Improvements | 7,490,000 | 16,200,000 |
Reclass of offering costs from deferred asset to equity | 1,053,000 | 1,752,000 |
Proceeds from Delayed Tax Exempt Exchange | 0 | 31,288,000 |
Payments for Delayed Tax Exempt Exchange | 0 | 31,288,000 |
Loans Assumed | 47,125,000 | 57,324,000 |
Cash and Cash Equivalents, Period Increase (Decrease) | 2,273,000 | (6,754,000) |
Share-based Compensation | 4,972,000 | 4,088,000 |
Noncash settlement of loans | 966,000 | 220,000 |
loan fees received | 2,422,000 | 835,000 |
mortgage debt refinanced | 37,485,000 | 65,000,000 |
Common Stock [Member] | ||
Noncash Investing and Financing Items [Abstract] | ||
Dividends payable | 10,104,000 | 7,539,000 |
Series A Preferred Stock [Member] | ||
Noncash Investing and Financing Items [Abstract] | ||
Dividends payable | 6,952,000 | 5,145,000 |
Series M Preferred Stock [Member] | ||
Noncash Investing and Financing Items [Abstract] | ||
Dividends payable | 129,000 | 47,000 |
Parent [Member] | ||
Operating activities: | ||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | $ 8,745,000 | $ 32,270,000 |
Statements of Equity and Accumu
Statements of Equity and Accumulated Deficit - USD ($) | Total | Series A Preferred Stock [Member] | Series M Preferred Stock [Member] | Common Stock [Member] | Common Stock [Member]Series A Preferred Stock [Member] | Common Stock [Member]Series M Preferred Stock [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member]Series A Preferred Stock [Member] | Additional Paid-in Capital [Member]Series M Preferred Stock [Member] | Accumulated Deficit [Member] | Accumulated Deficit [Member]Series A Preferred Stock [Member] | Accumulated Deficit [Member]Series M Preferred Stock [Member] | Total Stockholders' Equity [Member] | Total Stockholders' Equity [Member]Series A Preferred Stock [Member] | Total Stockholders' Equity [Member]Series M Preferred Stock [Member] | Noncontrolling Interest [Member] | Noncontrolling Interest [Member]Series A Preferred Stock [Member] | Noncontrolling Interest [Member]Series M Preferred Stock [Member] | Preferred Stock [Member]Series A Preferred Stock [Member] | Preferred Stock [Member]Series M Preferred Stock [Member] | ClassBUnits [Member] | ClassBUnits [Member]Common Stock [Member] | ClassBUnits [Member]Additional Paid-in Capital [Member] | ClassBUnits [Member]Accumulated Deficit [Member] | ClassBUnits [Member]Total Stockholders' Equity [Member] | ClassBUnits [Member]Noncontrolling Interest [Member] | ClassBUnits [Member]Preferred Stock [Member]Series A Preferred Stock [Member] |
Proceeds from Issuance of Preferred Stock and Preference Stock | $ 146,848,000 | $ 146,846,000 | $ 146,848,000 | $ 2,000 | |||||||||||||||||||||||
Balance at Dec. 31, 2016 | 885,260,000 | $ 265,000 | 906,737,000 | $ (23,232,000) | 883,779,000 | $ 1,481,000 | 9,000 | ||||||||||||||||||||
Stock Redeemed or Called During Period, Value | (3,910,000) | 3,000 | (3,913,000) | (3,910,000) | |||||||||||||||||||||||
Stock Issued During Period, Value, New Issues | 58,384,000 | 39,000 | 58,345,000 | 58,384,000 | |||||||||||||||||||||||
exercise of warrants | 17,692,000 | 15,000 | 17,677,000 | 0 | 17,692,000 | 0 | 0 | ||||||||||||||||||||
restricted stock vesting | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||||
Stock Issued During Period, Value, Conversion of Units | 0 | 2,000 | 1,676,000 | 0 | 1,678,000 | (1,678,000) | 0 | ||||||||||||||||||||
amortization of Class A Unit awards | $ 1,497,000 | $ 0 | $ 0 | $ 0 | $ 0 | $ 1,497,000 | $ 0 | ||||||||||||||||||||
Syndication and offering costs | (18,299,000) | 0 | (18,299,000) | 0 | (18,299,000) | 0 | 0 | ||||||||||||||||||||
Stock Issued During Period, Value, Share-based Compensation, Gross | 247,000 | 0 | 247,000 | 0 | 247,000 | 0 | 0 | ||||||||||||||||||||
Dividends, Common Stock, Cash | (13,510,000) | (13,510,000) | (13,510,000) | ||||||||||||||||||||||||
Balance at Jun. 30, 2017 | 1,077,401,000 | 324,000 | 1,065,382,000 | 9,038,000 | 1,074,755,000 | 2,646,000 | 11,000 | ||||||||||||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 33,366,000 | 0 | 0 | 32,270,000 | 32,270,000 | 1,096,000 | 0 | ||||||||||||||||||||
non-controlling interest equity adjustment | 0 | 0 | (661,000) | 0 | (661,000) | 661,000 | 0 | ||||||||||||||||||||
Payments to Noncontrolling Interests | (411,000) | 0 | 0 | 0 | 0 | (411,000) | 0 | ||||||||||||||||||||
Dividends, Preferred Stock | (89,000) | $ (29,674,000) | $ 0 | (89,000) | $ (29,674,000) | $ 0 | (89,000) | $ (29,674,000) | $ 0 | 0 | |||||||||||||||||
Proceeds from Issuance of Preferred Stock and Preference Stock | 210,844,000 | 210,842,000 | 210,844,000 | 2,000 | 13,569,000 | 13,569,000 | 13,569,000 | ||||||||||||||||||||
Balance at Dec. 31, 2017 | 1,280,766,000 | 386,000 | 1,271,040,000 | 4,449,000 | 1,275,887,000 | 4,879,000 | 12,000 | ||||||||||||||||||||
Stock Redeemed or Called During Period, Value | (9,059,000) | 4,000 | (9,063,000) | (9,059,000) | |||||||||||||||||||||||
exercise of warrants | 8,377,000 | 6,000 | 8,371,000 | 0 | 8,377,000 | 0 | 0 | ||||||||||||||||||||
restricted stock vesting | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||||
Stock Issued During Period, Value, Conversion of Units | 0 | 1,000 | 850,000 | 0 | 851,000 | (851,000) | 0 | ||||||||||||||||||||
amortization of Class A Unit awards | $ 1,807,000 | $ 0 | $ 0 | $ 0 | $ 0 | $ 1,807,000 | $ 0 | ||||||||||||||||||||
Syndication and offering costs | (21,201,000) | 0 | (21,201,000) | 0 | (21,201,000) | 0 | 0 | ||||||||||||||||||||
Stock Issued During Period, Value, Share-based Compensation, Gross | 278,000 | 0 | 278,000 | 0 | 278,000 | 0 | 0 | ||||||||||||||||||||
Dividends, Common Stock, Cash | (19,906,000) | (19,906,000) | (19,906,000) | ||||||||||||||||||||||||
Balance at Jun. 30, 2018 | 1,433,477,000 | 397,000 | 1,430,713,000 | 0 | 1,431,124,000 | 2,353,000 | 14,000 | ||||||||||||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 8,985,000 | 0 | 0 | 8,745,000 | 8,745,000 | 240,000 | 0 | ||||||||||||||||||||
non-controlling interest equity adjustment | 0 | 0 | 3,180,000 | 0 | 3,180,000 | (3,180,000) | 0 | ||||||||||||||||||||
Payments to Noncontrolling Interests | $ (542,000) | $ 0 | $ 0 | $ 0 | $ 0 | $ (542,000) | 0 | ||||||||||||||||||||
Dividends, Preferred Stock | $ (39,737,000) | $ (704,000) | $ 0 | $ 0 | $ (26,772,000) | $ (475,000) | $ (12,965,000) | $ (229,000) | $ (39,737,000) | $ (704,000) | $ 0 | $ 0 | $ 0 | $ 0 |
Statements of Equity and Accum8
Statements of Equity and Accumulated Deficit Parenthetical | 6 Months Ended |
Jun. 30, 2018$ / shares | |
Common Stock, Dividends, Per Share, Declared | $ 0.505 |
Series A Preferred Stock [Member] | |
Preferred Stock, Dividends Per Share, Declared | 5 |
Maximum [Member] | |
Common Stock, Dividends, Per Share, Declared | $ 6.25 |
Organization
Organization | 6 Months Ended |
Jun. 30, 2018 | |
Organization [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Organization and Basis of Presentation Preferred Apartment Communities, Inc. was formed as a Maryland corporation on September 18, 2009, and elected to be taxed as a real estate investment trust, or REIT, under the Internal Revenue Code of 1986, as amended, or the Code, effective with its tax year ended December 31, 2011. Unless the context otherwise requires, references to the "Company", "we", "us", or "our" refer to Preferred Apartment Communities, Inc., together with its consolidated subsidiaries, including Preferred Apartment Communities Operating Partnership, L.P., or the Operating Partnership. The Company was formed primarily to acquire and operate multifamily properties in select targeted markets throughout the United States. As part of its business strategy, the Company may enter into forward purchase contracts or purchase options for to-be-built multifamily communities and may make real estate related loans, provide deposit arrangements, or provide performance assurances, as may be necessary or appropriate, in connection with the development of multifamily communities and other properties. As a secondary strategy, the Company also may acquire or originate senior mortgage loans, subordinate loans or real estate loan investments secured by interests in multifamily properties, membership or partnership interests in multifamily properties and other multifamily related assets and invest a lesser portion of its assets in other real estate related investments, including other income-producing property types, senior mortgage loans, subordinate loans or real estate loan investments secured by interests in other income-producing property types, or membership or partnership interests in other income-producing property types as determined by its Manager (as defined below) as appropriate for the Company. The Company is externally managed and advised by Preferred Apartment Advisors, LLC, or its Manager, a Delaware limited liability company and related party (see Note 6). As of June 30, 2018 , the Company had 39,725,664 shares of common stock, par value $0.01 per share, or Common Stock, issued and outstanding and was the approximate 97.4% owner of the Operating Partnership at that date. The number of partnership units not owned by the Company totaled 1,070,103 at June 30, 2018 and represented Class A OP Units of the Operating Partnership, or Class A OP Units. The Class A OP Units are convertible at any time at the option of the holder into the Operating Partnership's choice of either cash or Common Stock. In the case of cash, the value is determined based upon the trailing 20 -day volume weighted average price of the Company's Common Stock. The Company controls the Operating Partnership through its sole general partner interest and conducts substantially all of its business through the Operating Partnership. The Company has determined the Operating Partnership is a variable interest entity, or VIE, of which the Company is the primary beneficiary. The Company is involved with other VIEs, such as its investment in the Freddie Mac Series 2018-ML04 mortgage loan pool, as discussed in Note 4. New Market Properties, LLC owns and conducts the business of our portfolio of grocery-anchored shopping centers. Preferred Office Properties, LLC owns and conducts the business of our portfolio of office buildings. Preferred Campus Communities, LLC owns and conducts the business of our portfolio of off-campus student housing communities. Each of these entities are wholly-owned subsidiaries of the Operating Partnership. Basis of Presentation These consolidated financial statements include all of the accounts of the Company and the Operating Partnership presented in accordance with accounting principles generally accepted in the United States of America, or GAAP. All significant intercompany transactions have been eliminated in consolidation. Certain adjustments have been made consisting of normal recurring accruals, which, in the opinion of management, are necessary for a fair presentation of the Company's financial condition and results of operations. The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all the disclosures required by GAAP. These financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company's 2017 Annual Report on Form 10-K filed with the Securities and Exchange Commission, or the SEC, on March 1, 2018. Amounts are presented in thousands where indicated. |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2018 | |
Summary of Significant Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | Summary of Significant Accounting Policies Variable Interest Entities A variable interest entity, or “VIE” is an entity that lacks sufficient equity to finance its activities without additional subordinated financial support from other parties, or whose equity holders lack the characteristics of a controlling financial interest. A VIE is consolidated by its primary beneficiary, which is defined as the party who has a controlling financial interest in the VIE through the (a) power to direct the activities of the VIE that most significantly affect the VIE’s economic performance, and (b) obligation to absorb losses or right to receive benefits of the VIE that could be significant to the VIE. The Company assesses whether it meets the power and benefits criteria and in performing this analysis, the Company considers both qualitative and quantitative factors, including the Company’s ability to control or significantly influence key decisions of the VIE and the obligation or likelihood for the Company to fund operating losses of the VIE. The determination of whether an entity is a VIE, and whether the Company is the primary beneficiary, may involve significant judgment, including the determination of which activities most significantly affect the entities’ performance, and estimates about the current and future fair values and performance of assets held by the VIE. If the Company determines that it meets both the power and benefits criteria of the VIE, the Company is deemed to be the primary beneficiary of the VIE and the Company consolidates the entire VIE entity in its consolidated financial statements. For those VIEs which arise from the Company's investment in mortgage-backed securities and which the Company consolidates, it elects the fair value option, under which the assets and liabilities of the consolidated VIE are carried at fair value. The periodic changes in fair value are included in the earnings of the Company and are reported on the line entitled Change in fair value of net assets of consolidated VIE from mortgage-backed pool on the Company's Consolidated Statements of Operations. See note 4 for discussion related to the Company’s investment in a subordinate tranche of a collateralized mortgage-backed pool during the second quarter 2018 and Note 14 for fair value disclosures related to a consolidated VIE related to this investment. Purchase Option Terminations The Company will occasionally receive a purchase option on the underlying property in conjunction with extending a real estate loan investment to the developer of the property. The purchase option is often at a discount to the to-be-agreed-upon market value of the property, once stabilized. If the Company elects not to exercise the purchase option and acquire the property, it may negotiate to sell the purchase option back to the developer and receive a termination fee in consideration. The amount of the termination fee is accounted for as additional interest on the real estate loan investment and is recognized as interest revenue utilizing the effective interest method over the period beginning from the date of election until the earlier of (i) the maturity of the real estate loan investment and (ii) the sale of the property. New Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update 2014-09 ("ASU 2014-09"), Revenue from Contracts with Customers (Topic 606). ASU 2014-09 provides a single comprehensive revenue recognition model for contracts with customers (excluding certain contracts, such as lease contracts) to improve comparability within industries. ASU 2014-09 requires an entity to recognize revenue to reflect the transfer of goods or services to customers at an amount the entity expects to be paid in exchange for those goods and services and provide enhanced disclosures, all to provide more comprehensive guidance for transactions such as service revenue and contract modifications. The new standard may be applied retrospectively to each prior period presented or prospectively with the cumulative effect, if any, recognized as of the date of adoption. The Company adopted the new standard on January 1, 2018 utilizing the modified retrospective transition method with a cumulative effect recognized as of the date of adoption. In addition, the evaluation of non-lease components under ASU 2014-09 will not be effective until Accounting Standards Update No. 2016-02, Leases (Topic 842), ("ASU 2016-02") becomes effective (see further discussion below), which will be January 1, 2019 for the Company. The Company has determined that approximately 90% of its consolidated revenues are derived from either long-term leases with its tenants and reimbursement of related property tax and insurance expenses (considered executory costs of leases) or its mezzanine loan interest income, which are excluded from the scope of the ASU 2014-09. Of the remaining approximately 10% of the Company’s revenues, the majority is comprised of common area maintenance ("CAM") reimbursements and utility reimbursements, which are non-lease components. The Company has concluded that the adoption of ASU 2014-09 will have no material effect upon the timing of the recognition of reimbursement revenue and other miscellaneous income. The Company also evaluated its amenity and ancillary services to its multifamily and student housing residents and does not expect the timing and recognition of revenue to change as a result of implementing ASU 2014-09. Additional required disclosures regarding the nature and timing of the Company's revenue transactions will be provided upon adoption of ASU 2016-02. In July 2018, the FASB issued Accounting Standards Update 2018-11 (“ASU 2018-11”), which provides lessors with a practical expedient in combining lease and non-lease components, if certain criteria are met. The Company believes that adoption of the practical expedient will result in changes in presentation and disclosure of revenue being combined into one revenue component, but will have no material effect on the timing of revenue recognition. In January 2016, the FASB issued Accounting Standards Update 2016-01 ("ASU 2016-01"), Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Liabilities. The new standard's applicable provisions to the Company include an elimination of the disclosure requirement of the significant inputs and assumptions underlying the fair value calculations of its financial instruments which are carried at amortized cost. The Company adopted ASU 2016-01 on January 1, 2018. The adoption of ASU 2016-01 did not impact the Company's results of operations or financial condition but did reduce the required disclosures concerning financial instruments. In February 2016, the FASB issued Accounting Standards Update 2016-02 ("ASU 2016-02"), Leases (ASC 842), which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). 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 and supersedes the previous standard, ASC 840 Leases. The standard is effective on January 1, 2019, with early adoption permitted. The new lease guidance requires an entity to separate lease components from non-lease components, such as maintenance services or other activities that transfer a good or service to our residents and tenants in a contract; it also considers the reimbursement of real estate taxes and insurance as executory costs of the lease and requires that such amounts be consolidated with the base rent revenue. For lessors, the consideration in the contract is allocated to the lease and non-lease components on a relative standalone price basis in accordance with the allocation guidance in the new revenue standard. The Company concluded that adoption of ASU 2016-02 does not change the timing of revenue recognition over the lease component, which remains over a straight line method, though the reimbursement of property tax and insurance, considered executory costs of leasing, will be combined with the base rent revenue and presented within rental income instead of other income within the Company’s income statement. Non-lease components are evaluated under ASU 2014-09, Revenue from Contracts with Customers (Topic 606), discussed above. In its March 2018 meeting, the FASB approved a practical expedient for lessors to elect, by class of underlying assets, to not separate lease and non-lease components if both (1) the timing and pattern of revenue recognition are the same for the non-lease component(s) and related lease component and (2) the combined single lease component would be classified as an operating lease. The Company anticipates adopting ASC 842 utilizing this practical expedient as it relates to its common area maintenance services. In June 2016, the FASB issued Accounting Standards Update 2016-13 ("ASU 2016-13"), Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The new standard requires financial instruments carried at amortized cost to be presented at the net amount expected to be collected, utilizing a valuation account which reflects the cumulative net adjustments from the gross amortized cost value. Under existing GAAP, entities would not record a valuation allowance until a loss was probable of occurring. The standard will become effective for the Company on January 1, 2020. The Company is currently evaluating methods of deriving initial valuation accounts to be applied to its real estate loan investment portfolio and is also revising its policies for credit losses on resident and tenant receivables to comply with the expected credit loss model under this guidance. The Company is continuing to evaluate the pending guidance to gauge the materiality of the impact, if any, on its results of operations or financial condition. In August 2016, the FASB issued Accounting Standards Update 2016-15 ("ASU 2016-15"), Statement of Cash Flows—(Topic 326): Classification of Certain Cash Receipts and Cash Payments. The new standard clarifies or establishes guidance for the presentation of various cash transactions on the statement of cash flows. The portion of the guidance applicable to the Company's business activities include the requirement that cash payments for debt prepayment or debt extinguishment costs be presented as cash out flows for financing activities. The Company adopted ASU 2016-15 on January 1, 2018. The adoption of ASU 2016-15 did not impact the Company’s consolidated financial statements, since its current policy is to classify such costs as cash out flows for financing activities. In November 2016, the FASB issued Accounting Standards Update 2016-18 ("ASU 2016-18"), Statement of Cash Flows—(Topic 230): Restricted Cash, which requires restricted cash to be presented with cash and cash equivalents when reconciling the beginning and ending amounts in the statements of cash flows. The Company adopted ASU 2016-18 on January 1, 2018 and its adoption of ASU 2016-18 did not impact its results of operations or financial condition, but did change the line upon which changes in restricted cash are presented. In February 2017, the FASB issued Accounting Standards Update 2017-05 (“ASU 2017-05”), Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20) : Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets, which provides guidance for recognizing gains and losses from the transfer of nonfinancial assets and for partial sales of nonfinancial assets, and is effective for financial statements issued for fiscal years and interim periods beginning after December 15, 2017. The Company adopted this guidance on January 1, 2018. The new standard clarifies that an entity should identify each distinct nonfinancial asset or in substance nonfinancial asset promised to a counterparty and derecognize each asset when a counterparty obtains control of it. The amendments also clarify that an entity should allocate consideration to each distinct asset by applying the guidance in Topic 606 on allocating the transaction price to performance obligations for sales to customers. The Company’s sales of nonfinancial real estate assets are generally made to non-customers, which is a scope exception under Topic 606. The Company elected to adopt this practical expedient and the proceeds from real estate sales continue to be recognized as gain or loss on sale of real estate in the Consolidated Statement of Operations. |
Real Estate Assets (Notes)
Real Estate Assets (Notes) | 6 Months Ended |
Jun. 30, 2018 | |
Real Estate Assets [Abstract] | |
Business Combination Disclosure | Real Estate Assets The Company's real estate assets consisted of: As of: June 30, 2018 December 31, 2017 Multifamily communities: Properties (1) 31 30 Units 9,768 9,521 New Market Properties: (2) Properties 43 39 Gross leasable area (square feet) (3) 4,449,860 4,055,461 Student housing properties: Properties 7 4 Units 1,679 891 Beds 5,208 2,950 Preferred Office Properties: Properties 5 4 Rentable square feet 1,539,000 1,352,000 (1) The acquired second and third phase of the Summit Crossing community is managed in combination with the initial phase and so together are considered a single property, as are the three assets that comprise the Lenox Portfolio. (2) See Note 12, Segment information. (3) The Company also owns approximately 47,600 square feet of gross leasable area of ground floor retail space which is embedded within the Lenox Portfolio and not included in the totals above for New Market Properties. Multifamily communities sold On March 20, 2018, the Company closed on the sale of its 328 -unit multifamily community in Raleigh, North Carolina, or Lake Cameron, to an unrelated third party for a purchase price of approximately $43.5 million , exclusive of closing costs and resulting in a gain of $20.4 million . Lake Cameron contributed approximately $0.2 million and $0.2 million of net income to the consolidated operating results of the Company for the six-month periods ended June 30, 2018 and 2017 , respectively. On January 20, 2017, the Company closed on the sale of its 364 -unit multifamily community in Kansas City, Kansas, or Sandstone Creek, to an unrelated third party for a purchase price of $48.1 million , exclusive of closing costs and resulting in a gain of $0.3 million . Sandstone Creek contributed approximately $0.1 million of net loss to the consolidated operating results of the Company for the six-month period ended June 30, 2017 . On March 7, 2017, the Company closed on the sale of its 408 -unit multifamily community in Atlanta, Georgia, or Ashford Park, to an unrelated third party for a purchase price of $65.5 million , exclusive of closing costs and resulting in a gain of $30.4 million . Ashford Park contributed approximately $0.4 million of net income to the consolidated operating results of the Company for the six-month period ended June 30, 2017 . On May 25, 2017, the Company closed on the sale of its 300 -unit multifamily community in Dallas, Texas, or Enclave at Vista Ridge, to an unrelated third party for a purchase price of $44.0 million , exclusive of closing costs and resulting in a gain of $6.9 million . Enclave at Vista Ridge contributed approximately $(0.1) million of net loss to the consolidated operating results of the Company for the six-month period ended June 30, 2017. Each of the gains recorded for these sales transactions were net of disposition expenses and debt defeasance-related costs and prepayment premiums, as described in Note 9. The carrying amounts of the significant assets and liabilities of the disposed properties at the dates of sale were: Lake Cameron Sandstone Creek Ashford Park Enclave at Vista Ridge (in thousands) March 20, 2018 January 20, 2017 March 7, 2017 May 25, 2017 Real estate assets: Land $ 4,000 $ 2,846 $ 10,600 $ 4,705 Building and improvements 21,519 41,860 24,075 29,916 Furniture, fixtures and equipment 3,687 5,278 4,223 2,874 Accumulated depreciation (7,220 ) (4,809 ) (6,816 ) (3,556 ) Total assets $ 21,986 $ 45,175 $ 32,082 $ 33,939 Liabilities: Mortgage note payable $ 19,736 $ 30,840 $ 25,626 $ 24,862 Supplemental mortgage note — — 6,374 — Total liabilities $ 19,736 $ 30,840 $ 32,000 $ 24,862 Multifamily communities acquired During the six -month periods ended June 30, 2018 and 2017 , the Company completed the acquisition of the following multifamily communities: Acquisition date Property Location Units 1/9/2018 The Lux at Sorrel Jacksonville, Florida 265 2/28/2018 Green Park Atlanta, Georgia 310 575 3/3/2017 Broadstone at Citrus Village Tampa, Florida 224 3/24/2017 Retreat at Greystone Birmingham, Alabama 312 3/31/2017 Founders Village Williamsburg, Virginia 247 4/26/2017 Claiborne Crossing Louisville, Kentucky 242 1,025 The aggregate purchase price of the multifamily acquisitions for the six months ended June 30, 2018 was approximately $106.5 million . The aggregate purchase price of the multifamily acquisitions for the six months ended June 30, 2017 was approximately $187.0 million . Purchase prices shown are exclusive of acquired escrows, security deposits, prepaids, capitalized acquisition costs and other miscellaneous assets and assumed liabilities. |
Real Estate Loans, Notes Receiv
Real Estate Loans, Notes Receivable, and Lines of Credit | 6 Months Ended |
Jun. 30, 2018 | |
Receivables [Abstract] | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | he Company's real estate loan investments are subject to loan participation agreements with unaffiliated third parties. The Company's Palisades loan is subject to such an agreement, under which the syndicate is to fund approximately 25% of the loan commitment amount and collectively receive approximately 25% of interest payments, returns of principal and purchase option discount (if applicable). The Company's Encore loan is subject to a loan participation agreement of 49% of the loan commitment amount, interest payments, and return of principal. The aggregate amount of the Company's unearned purchase option terminations is presented in the liabilities section of the Consolidated Balance Sheets. At June 30, 2018 , the balance was approximately $10.9 million . The Company's real estate loan investments are collateralized by 100% of the membership interests of the underlying project entity, and, where considered necessary, by unconditional joint and several repayment guaranties and performance guaranties by the principal(s) of the borrowers. These guaranties generally remain in effect until the receipt of a final certificate of occupancy. All of the guaranties are subject to the rights held by the senior lender pursuant to a standard intercreditor agreement. Prepayment of the real estate loans are permitted in whole, but not in part, without the Company's consent. Management monitors the credit quality of the obligors under each of the Company's real estate loans by tracking the timeliness of scheduled interest and principal payments relative to the due dates as specified in the loan documents, as well as draw requests on the loans relative to the project budgets. In addition, management monitors the actual progress of development and construction relative to the construction plan, as well as local, regional and national economic conditions that may bear on our current and target markets. The credit quality of the Company’s borrowers is primarily based on their payment history on an individual loan basis, and as such, the Company does not assign quantitative credit value measures or categories to its real estate loans and notes receivable in credit quality categories. At June 30, 2018 , none of the Company's real estate loans were delinquent. At June 30, 2018 , our portfolio of notes and lines of credit receivable consisted of: Borrower Date of loan Maturity date Total loan commitments Outstanding balance as of: Interest rate June 30, 2018 December 31, 2017 (Dollars in thousands) 360 Residential, LLC (1) 3/20/2013 $ — $ — $ 2,000 12 % Preferred Capital Marketing Services, LLC (3) 1/24/2013 12/31/2018 1,500 803 926 10 % Preferred Apartment Advisors, LLC (2,3,4) 8/21/2012 12/31/2018 18,000 15,533 14,488 6 % Haven Campus Communities, LLC (2,3) 6/11/2014 12/31/2018 11,660 11,620 7,325 8 % (5) Oxford Capital Partners, LLC (2,6) 10/5/2015 6/30/2019 8,000 5,988 6,628 12 % Newport Development Partners, LLC (7) 6/17/2014 6/30/2019 2,000 — — 12 % 360 Residential, LLC II (1) 12/30/2015 — — 3,255 15 % Mulberry Development Group, LLC (2) 3/31/2016 6/30/2019 500 495 479 12 % Mulberry Alexandria Group, LLC (8) 7/31/2017 — — 1,921 12 % 360 Capital Company, LLC (2) 5/24/2016 12/31/2019 3,400 2,917 3,041 12 % Unamortized loan fees — (6 ) $ 45,060 $ 37,356 $ 40,057 (1) The amount payable under the note was repaid during the first quarter 2018. (2) The amounts payable under the terms of these revolving credit lines are collateralized by a personal guaranty of repayment by the principals of the borrower. (3) See related party disclosure in Note 6. (4) The amounts payable under this revolving credit line were collateralized by an assignment of the Manager's rights to fees due under the Sixth Amended and Restated Management Agreement between the Company and the Manager, or the Management Agreement. (5) Effective January 1, 2018, the interest rate was lowered from 12.0% per annum to 8.0% per annum. (6) The amounts payable under the terms of this revolving credit line, up to the lesser of 25% of the loan balance or $2.0 million, are collateralized by a personal guaranty of repayment by the principals of the borrower. (7) A revolving line of credit, the maturity of which was extended as shown during the second quarter 2018. (8) The amount payable under the note was repaid during the second quarter 2018. The Company recorded interest income and other revenue from these instruments as follows: Interest income Three months ended June 30, Six months ended June 30, (in thousands) 2018 2017 2018 2017 Real estate loans: Current interest payments $ 8,686 $ 7,979 $ 17,191 $ 15,041 Additional accrued interest 5,469 4,475 10,195 8,888 Deferred origination fee amortization 607 328 1,038 587 Deferred purchase option termination fee revenue 2,470 — 2,470 — Total real estate loan revenue 17,232 12,782 30,894 24,516 Interest income on notes and lines of credit 800 1,046 1,703 2,074 Interest income on loans and notes receivable $ 18,032 $ 13,828 $ 32,597 $ 26,590 The Company extends loans for purposes such as to partially finance the development of multifamily residential communities, to acquire land in anticipation of developing and constructing multifamily residential communities, and for other real estate or real estate related projects. Certain of these loans include characteristics such as exclusive options to purchase the project within a specific time window following project completion and stabilization, the sufficiency of the borrowers' investment at risk and the existence of payment and performance guaranties provided by the borrowers, can cause the loans to create variable interests to the Company and require further evaluation as to whether the variable interest creates a VIE, which would necessitate consolidation of the project. The Company considers the facts and circumstances pertinent to each entity borrowing under the loan, including the relative amount of financing the Company is contributing to the overall project cost, decision making rights or control held by the Company, guarantees provided by third parties, and rights to expected residual gains or obligations to absorb expected residual losses that could be significant from the project. If the Company is deemed to be the primary beneficiary of a VIE, consolidation treatment would be required. The Company has no decision making authority or power to direct activity, except normal lender rights, which are subordinate to the senior loans on the projects. The Company has concluded that it is not the primary beneficiary of the borrowing entities and therefore it has not consolidated these entities in its consolidated financial statements. The Company's maximum exposure to loss from these loans is their drawn amount as of June 30, 2018 of approximately $376.1 million . The maximum aggregate amount of loans to be funded as of June 30, 2018 was approximately $512.8 million , which includes approximately $136.7 million of loan committed amounts not yet funded. The Company has evaluated its real estate loans, where appropriate, for accounting treatment as loans versus real estate development projects, as required by ASC 310. For each loan, the characteristics and the facts and circumstances indicate that loan accounting treatment is appropriate. The Company is also subject to a geographic concentration of risk that could be considered significant with regard to the Encore, Encore Capital, Bishop Street, Dawsonville Marketplace, 360 Forsyth, Morosgo, Morosgo Capital, TP Kennesaw and TP Kennesaw Capital loans, all of which are partially supporting proposed various real estate projects in or near Atlanta, Georgia. The drawn amount of these loans as of June 30, 2018 totaled approximately $96.9 million (with a total commitment amount of approximately $107.3 million ) and in the event of a total failure to perform by the borrowers and guarantors, would subject the Company to a total possible loss of the drawn amount. Subordinate mortgage pool investment On May 23, 2018, the Company purchased a subordinate tranche of Series 2018-ML04, a pool of 20 multifamily mortgages with a total pool size of approximately $276.3 million , from the Federal Home Loan Mortgage Corporation, or "Freddie Mac". The purchase price of the subordinate tranche was approximately $4.7 million and has a weighted average maturity of approximately 16 years, at which time the Company will collect the face value of its tranche of $27.6 million . The yield to maturity of the subordinate tranche is approximately 11.5% per annum. The Company has evaluated the structure of the investment under the VIE rules and has determined that, due to the Company's position as directing certificate holder of 2018-ML04, it is in the position most able to influence the financial performance of the trust. As the subordinate tranche holder, the Company also holds the first loss position of 2018-ML04. As such, the Company is deemed to be the primary beneficiary of the VIE and has consolidated the assets, liabilities, revenues, expenses and cash flows of the entire trust in its consolidated financial statements as of and for the periods ended June 30, 2018. The Company's maximum exposure to loss is approximately $4.6 million . The Company has no recourse liability to either the creditors or other beneficial interest holders of 2018-ML04. |
Redeemable Preferred Stock
Redeemable Preferred Stock | 6 Months Ended |
Jun. 30, 2018 | |
Redeemable Stock, Preferred [Abstract] | |
Preferred Stock [Text Block] | Redeemable Preferred Stock and Equity Offerings At June 30, 2018 , the Company's active equity offerings consisted of: • an offering of a maximum of 1,500,000 Units, with each Unit consisting of one share of Series A Redeemable Preferred Stock and one Warrant to purchase up to 20 shares of Common Stock (the "$1.5 Billion Unit Offering"); • an offering of up to a maximum of 500,000 shares of Series M Redeemable Preferred Stock (“mShares”), par value $0.01 per share (the “mShares Offering”); and • an offering of up to $300 million of equity or debt securities (the "Shelf Offering"), including an offering of up to $150 million of Common Stock from time to time in an "at the market" offering (the "2016 ATM Offering"). Certain offering costs are specifically identifiable to offering closing transactions, such as commissions, dealer manager fees, and other registration fees. These costs are reflected as a reduction of stockholders' equity at the time of closing. Other offering costs are not related to specific closing transactions and are recognized as a reduction of stockholders' equity in the proportion of the number of instruments issued to the maximum number of Units anticipated to be issued. Any offering costs not yet reclassified as reductions of stockholders' equity are are reflected in the asset section of the consolidated balance sheets as deferred offering costs. As of June 30, 2018 , cumulative gross proceeds and offering costs for our active equity offerings consisted of: (In thousands) Deferred Offering Costs Offering Total offering Gross proceeds as of June 30, 2018 % collected of total offering Reclassified as reductions of stockholders' equity Recorded as deferred assets Total Specifically identifiable offering costs (2) Total offering costs $1.5 Billion Unit Offering $ 1,500,000 $ 473,590 32 % $ 1,490 $ 3,230 $ 4,720 $ 44,821 $ 49,541 mShares Offering 500,000 28,844 6 % 205 3,344 3,549 1,363 4,912 Shelf Offering 300,000 (1) 98,080 33 % 664 1,302 1,966 3,001 4,967 Total $ 2,300,000 $ 600,514 $ 2,359 $ 7,876 $ 10,235 $ 49,185 $ 59,420 (1) A total of $150 million of the $300 million Shelf Offering is allocated exclusively to the 2016 ATM Offering. (2) These offering costs specifically identifiable to Unit offering closing transactions, such as commissions, dealer manager fees, and other registration fees, are reflected as a reduction of stockholders' equity at the time of closing. Aggregate offering expenses of the $1.5 Billion Unit Offering, including selling commissions and dealer manager fees, and of the mShares Offering, including dealer manager fees, are each individually capped at 11.5% of the aggregate gross proceeds of the two offerings, of which the Company will reimburse its Manager up to 1.5% of the gross proceeds of such offerings for all organization and offering expenses incurred, excluding selling commissions and dealer manager fees for the $1.5 Billion Unit Offering and excluding dealer manager fees for the mShares Offering; however, upon approval by the conflicts committee of the board of directors, the Company may reimburse its Manager for any such expenses incurred above the 1.5% amount as permitted by the Financial Industry Regulatory Authority, or FINRA. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Related Party Transactions On April 16, 2018, John A. Williams, the Company's Chief Executive Officer and Chairman of the Board, passed away. The Company's Haven 12, Haven 46, and Haven Charlotte real estate loans and the Haven Campus Communities' line of credit are supported in part by guaranties of repayment and performance by John A. Williams, Jr., John A. Williams' son. Because the terms of these loans were negotiated and agreed upon while John A. Williams was the Chief Executive Officer of the Company, these instruments will continue to be reported as related party transactions until the loans are repaid. The Company named Daniel M. DuPree as Chairman of the Board of Directors and Chief Executive Officer of the Company. Leonard A. Silverstein was named Vice Chairman of the Board of Directors and continues as the Company's President and Chief Operating Officer. As of June 30, 2018, Daniel M. DuPree and Leonard A. Silverstein are also executive officers and directors of NELL Partners, Inc., which controls the Manager. As of June 30, 2018, Mr. DuPree and Mr. Silverstein comprised the board of directors of Nell Partners, Inc. Mr. DuPree is the Chief Executive Officer and Mr. Silverstein is the President and Chief Operating Officer of the Manager. The Management Agreement entitles the Manager to receive compensation for various services it performs related to acquiring assets and managing properties on the Company's behalf: (In thousands) Three months ended June 30, Six months ended June 30, Type of Compensation Basis of Compensation 2018 2017 2018 2017 Acquisition fees As of July 1, 2017, 1.0% of the gross purchase price of real estate assets $ 2,861 $ — $ 4,620 $ — Loan origination fees 1.0% of the maximum commitment of any real estate loan, note or line of credit receivable 411 417 1,211 417 Loan coordination fees 1.6% of any assumed, new or supplemental debt incurred in connection with an acquired property. Effective July 1, 2017, the fee was reduced to 0.6% of any such debt 814 956 1,554 3,010 Asset management fees Monthly fee equal to one-twelfth of 0.50% of the total book value of assets, as adjusted 3,600 3,059 7,265 6,122 Property management fees Monthly fee up to 4% of the monthly gross revenues of the properties managed 2,148 1,560 4,241 2,985 General and administrative expense fees Monthly fee equal to 2% of the monthly gross revenues of the Company 1,535 1,260 2,968 2,544 Construction management fees Quarterly fee for property renovation and takeover projects 142 89 273 160 $ 11,511 $ 7,341 $ 22,132 $ 15,238 The Manager may, in its discretion, waive some or all of the asset management, property management, or general and administrative fees for properties owned by the Company. The waived fees are converted at the time of waiver into contingent fees, which are earned by the Manager only in the event of a sales transaction, and whereby the Company’s capital contributions for the property being sold exceed a 7% annual rate of return. The Company will recognize in future periods to the extent, if any, it determines that the sales transaction is probable, and that the estimated net sale proceeds would exceed the annual rate of return hurdle. A cumulative total of approximately $8.5 million of combined asset management and general and administrative fees related to acquired properties as of June 30, 2018 have been waived by the Manager. A total of $7.7 million remains contingent and could possibly be earned by the Manager in the future. As of July 1, 2017, the Manager reduced the loan coordination fee from 1.6% to 0.6% of the amount of assumed, new or incremental debt which leverages acquired real estate assets. In addition, the Manager reinstated a 1% acquisition fee charged on the cost of acquired real estate assets, which had historically been charged prior to its replacement effective January 1, 2016 by the 1.6% loan coordination fee. These changes were put in place to reflect a shift in the efforts of the Manager in property acquisitions. In addition to property management fees, the Company incurred the following reimbursable on-site personnel salary and related benefits expenses at the properties, which are listed on the Consolidated Statements of Operations: (in thousands) Three months ended June 30, Six months ended June 30, 2018 2017 2018 2017 $ 3,930 $ 3,018 $ 7,539 $ 5,795 The Manager utilizes its own and its affiliates' personnel to accomplish certain tasks related to raising capital that would typically be performed by third parties, including, but not limited to, legal and marketing functions. As permitted under the Management Agreement, the Manager was reimbursed $238,538 and $220,182 for the six-month periods ended June 30, 2018 and 2017 , respectively and Preferred Capital Securities, LLC, or PCS, was reimbursed $727,601 and $511,390 for the six-month periods ended June 30, 2018 and 2017 , respectively. These costs are recorded as deferred offering costs until such time as additional closings occur on the $1.5 Billion Unit Offering, mShares Offering or the Shelf Offering, at which time they are reclassified on a pro-rata basis as a reduction of offering proceeds within stockholders’ equity. In addition to the fees described above, the Management Agreement also entitles the Manager to other potential fees, including a disposition fee of 1% of the sale price of a real estate asset. The Manager earned disposition fees totaling $434,500 for the six-month period ended June 30, 2018 on the sale of the Lake Cameron property, and $1,576,000 for the six-month period ended June 30, 2017 on the sale of the Ashford Park, Sandstone Creek and Enclave at Vista Ridge properties. These fees are included in the Gain on sale of real estate, net of disposition expenses line on the Consolidated Statements of Operations. The Manager also receives leasing commission fees. Retail leasing commission fees (a) for new retail leases are equal to the greater of (i) $4.00 per square foot, and (ii) 4.0% of the aggregate base rental payments to be made by the tenant for the first 10 years of the original lease term; and (b) for lease renewals are equal to the greater of (i) $2.00 per square foot, and (ii) 2.0% of the aggregate base rental payments to be made by the tenant for the first 10 years of the newly renewed lease term. There are no commissions payable on retail lease renewals thereafter. Office leasing commission fees (a) for new office leases are equal to 50.0% of the first month’s gross rent plus 2.0% of the remaining fixed gross rent on the guaranteed lease term, (b) in the event of co-broker participation in a new lease, the leasing commission determined for a new lease are equal to 150.0% of the first month’s gross rent plus 6% of the remaining fixed gross rent of the guaranteed lease term, and (c) for lease renewals, are equal to 2% of the fixed gross rent of the guaranteed lease term or, in the event of a co-broker, 6% of the fixed gross rent of the guaranteed lease term. Office leasing commission fees may not exceed market rates for office leasing services. The Company holds a promissory note in the amount of approximately $803,000 due from Preferred Capital Marketing Services, LLC, or PCMS, which is a wholly-owned subsidiary of NELL Partners. The Company has extended a revolving line of credit with a maximum borrowing amount of $18.0 million to its Manager. |
Dividends
Dividends | 6 Months Ended |
Jun. 30, 2018 | |
Dividends [Abstract] | |
Dividends [Text Block] | Dividends and Distributions The Company declares and pays monthly cash dividend distributions on its Series A Preferred Stock in the amount of $5.00 per share per month and beginning in March 2017, on its Series M Preferred Stock, on an escalating scale of $4.79 per month in year one, increasing to $6.25 per month in year eight and beyond. All preferred stock dividends are prorated for partial months at issuance as necessary. The Company declared quarterly cash dividends on its Common Stock of $0.505 and $0.455 per share for the six-month periods ended June 30, 2018 and 2017, respectively. The holders of Class A OP Units of the Operating Partnership are entitled to equivalent distributions as those declared on the Common Stock. At June 30, 2018 , the Company had 1,070,103 Class A OP Units outstanding, which are exchangeable on a one-for-one basis for shares of Common Stock or the equivalent amount of cash. The Company's dividend and distribution activity consisted of: Dividends and distributions declared For the six months ended June 30, 2018 2017 (in thousands) Series A Preferred Stock $ 39,737 $ 29,609 mShares 704 — Common Stock 19,906 13,510 Class A OP Units 542 411 Total $ 60,889 $ 43,530 |
dividends and distributions [Text Block] | Dividends and Distributions The Company declares and pays monthly cash dividend distributions on its Series A Preferred Stock in the amount of $5.00 per share per month and beginning in March 2017, on its Series M Preferred Stock, on an escalating scale of $4.79 per month in year one, increasing to $6.25 per month in year eight and beyond. All preferred stock dividends are prorated for partial months at issuance as necessary. The Company declared quarterly cash dividends on its Common Stock of $0.505 and $0.455 per share for the six-month periods ended June 30, 2018 and 2017, respectively. The holders of Class A OP Units of the Operating Partnership are entitled to equivalent distributions as those declared on the Common Stock. At June 30, 2018 , the Company had 1,070,103 Class A OP Units outstanding, which are exchangeable on a one-for-one basis for shares of Common Stock or the equivalent amount of cash. The Company's dividend and distribution activity consisted of: Dividends and distributions declared For the six months ended June 30, 2018 2017 (in thousands) Series A Preferred Stock $ 39,737 $ 29,609 mShares 704 — Common Stock 19,906 13,510 Class A OP Units 542 411 Total $ 60,889 $ 43,530 |
Equity Compensation
Equity Compensation | 6 Months Ended |
Jun. 30, 2018 | |
Equity Compensation [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Equity Compensation Stock Incentive Plan On February 25, 2011, the Company’s board of directors adopted, and the Company’s stockholders approved, the Preferred Apartment Communities, Inc. 2011 Stock Incentive Plan to incentivize, compensate and retain eligible officers, consultants, and non-employee directors. On May 7, 2015, the Company's stockholders approved the third amendment to the Preferred Apartment Communities, Inc. 2011 Stock Incentive Plan, or, as amended, the 2011 Plan, which amendment increased the aggregate number of shares of Common Stock authorized for issuance under the 2011 Plan from 1,317,500 to 2,617,500 and extended the expiration date of the 2011 Plan to December 31, 2019. Equity compensation expense by award type for the Company was: Three months ended June 30, Six months ended June 30, Unamortized expense as of June 30, (in thousands) 2018 2017 2018 2017 2018 Class B Unit awards: Executive officers - 2016 $ 74 $ 74 $ 148 $ 163 $ 151 Executive officers - 2017 88 679 195 1,334 529 Executive officers - 2018 648 — 1,464 — 2,166 Restricted stock grants: 2016 — 34 — 137 — 2017 30 60 120 60 — 2018 60 — 60 — 300 Restricted stock units: 2017 22 24 43 50 130 2018 28 — 55 — 275 Total $ 950 $ 871 $ 2,085 $ 1,744 $ 3,551 Restricted Stock Grants The following annual grants of restricted stock were made to members of the Company's independent directors, as payment of the annual retainer fees. The restricted stock grants for the 2016, 2017 and 2018 service years vested (or are scheduled to vest) on a pro-rata basis over the four consecutive 90-day periods following the date of grant. Service year Shares Fair value per share Total compensation cost (in thousands) 2016 30,990 $ 13.23 $ 410 2017 24,408 $ 14.75 $ 360 2018 24,810 $ 14.51 $ 360 Class B OP Units On January 4, 2016, the Company caused the Operating Partnership to grant 265,931 Class B Units of the Operating Partnership or Class B OP units, for service to be rendered during 2016, 2017 and 2018. On January 3, 2017, the Company caused the Operating Partnership to grant 286,392 Class B OP Units, for service to be rendered during 2017, 2018 and 2019. On January 2, 2018, the Company caused the Operating Partnership to grant 256,087 Class B OP Units, for service to be rendered during 2018, 2019 and 2020. On January 2, 2018, John A. Williams, the late Chief Executive Officer of the Company, was granted 53,746 Class B OP Units. On April 16, 2018, Mr. Williams passed away and his granted Class B OP Units were modified on a pro-rata basis as of the date of his death. Of the 53,746 Class B OP Units granted to Mr. Williams, 38,284 Class B OP Units with a total fair value of approximately $638,000 were forfeited. The remaining 15,462 Class B OP Units will become Vested Class B Units on January 2, 2019, and will remain subject to the earning provision of all Class B Unit grants in order to convert to Class A OP Units. Because of the market condition vesting requirement that determines the transition of the Vested Class B Units to Earned Class B Units, a Monte Carlo simulation was utilized to calculate the total fair values, which will be amortized as compensation expense over the periods beginning on the grant dates through the Initial Valuation Dates. On January 3, 2017, all of the 265,931 Class B OP Units granted on January 3, 2016 became earned and 206,534 automatically vested and converted to Class A Units. Of the remaining earned Class B OP Units, 29,699 vested and automatically converted to Class A Units on January 2, 2018 and the final 29,698 earned Class B OP Units will vest and automatically convert to Class A Units on January 2, 2019, assuming each grantee fulfills the requisite service requirement. On January 2, 2018, all of the 286,392 Class B OP Units granted on January 2, 2017 became vested and 227,599 automatically became earned and converted to Class A Units. Of the remaining earned Class B OP Units, 29,401 will vest and automatically convert to Class A Units on January 2, 2019 and the final 29,392 earned Class B OP Units will vest and automatically convert to Class A Units on January 2, 2020, assuming each grantee fulfills the requisite service requirement. The underlying valuation assumptions and results for the Class B OP Unit awards were: Grant dates 1/2/2018 1/3/2017 Stock price $ 20.19 $ 14.79 Dividend yield 4.95 % 5.95 % Expected volatility 25.70 % 26.40 % Risk-free interest rate 2.71 % 2.91 % Number of Units granted: One year vesting period 171,988 198,184 Three year vesting period 84,099 88,208 256,087 286,392 Calculated fair value per Unit $ 16.66 $ 11.92 Total fair value of Units $ 4,266,409 $ 3,413,793 Target market threshold increase $ 5,660,580 $ 4,598,624 The expected dividend yield assumptions were derived from the Company’s closing prices of the Common Stock on the grant dates and the projected future quarterly dividend payments per share of $0.22 for the 2017 awards and $0.25 for the 2018 awards. For the 2017 and 2018 awards, the Company's own stock price history was utilized as the basis for deriving the expected volatility assumption. The risk-free rate assumptions were obtained from the Federal Reserve yield table and were calculated as the interpolated rate between the 20 and 30 year yield percentages on U. S. Treasury securities on the grant dates. Since the Class B OP Units have no expiration date, a derived service period of one year was utilized, which equals the period of time from the grant date to the initial valuation date. Restricted Stock Units On January 3, 2017, the Company caused the Operating Partnership to grant 26,900 restricted stock units, or RSUs to certain employees of affiliates of the Company, for service to be rendered during 2017, 2018 and 2019. On January 2, 2018, the Company caused the Operating Partnership to grant 20,720 restricted stock units, or RSUs, for service to be rendered during 2018, 2019 and 2020. The RSUs vest in three equal consecutive one-year tranches from the date of grant. For each grant, on the Initial Valuation Date, the market capitalization of the number of shares of Common Stock at the date of grant is compared to the market capitalization of the same number of shares of Common Stock at the Initial Valuation Date. If the market capitalization measure results in an increase which exceeds the target market threshold, the Vested RSUs become earned RSUs and automatically convert into Common Stock on a one-to-one basis. Vested RSUs may become Earned RSUs on a pro-rata basis should the result of the market capitalization test be an increase of less than the target market threshold. Any Vested RSUs that do not become Earned RSUs on the Initial Valuation Date are subsequently remeasured on a quarterly basis until such time as all Vested RSUs become Earned RSUs or are forfeited due to termination of continuous service due to an event other than as a result of a qualified event, which is generally the death or disability of the holder. Continuous service through the final valuation date is required for the Vested RSUs to qualify to become fully Earned RSUs. Because RSUs are valued using the identical market condition vesting requirement that determines the transition of the Vested Class B Units to Earned Class B Units, the same valuation assumptions and Monte Carlo result of $16.66 and $11.92 per RSU were utilized to calculate the total fair values of the RSUs of $345,195 and $320,648 for the 2018 and 2017 grants, respectively. The total fair value amounts pertaining to grants of RSUs, net of forfeitures, are amortized as compensation expense over the three one-year periods ending on the three successive anniversaries of the grant dates. As of June 30, 2018, a total of 4,760 RSUs have been forfeited from the 2017 grant and a total of 880 RSUs have been forfeited from the 2018 grant. |
Indebtedness
Indebtedness | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | Indebtedness Mortgage Notes Payable Mortgage Financing of Property Acquisitions The Company partially financed the real estate properties acquired during the six-month period ended June 30, 2018 with mortgage debt as shown in the following table: Property Date Initial principal amount (in thousands) Fixed/Variable rate Rate Maturity date Lux at Sorrel 1/9/2018 $ 31,525 Fixed 3.91 % 2/1/2030 Green Park 2/28/2018 39,750 Fixed 4.09 % 3/10/2028 Armour Yards 1/29/2018 40,000 Fixed 4.10 % 2/1/2028 Anderson Central (1) 3/16/2018 12,000 Fixed 4.32 % 4/1/2028 Greensboro Village 5/22/2018 8,550 Fixed 4.20 % 6/1/2028 Governors Towne Square 5/22/2018 11,375 Fixed 4.20 % 6/1/2028 Conway Plaza 6/29/2018 9,783 Fixed 4.29 % 7/5/2028 The Tradition 5/10/2018 30,000 400 + LIBOR 6.09 % 6/6/2021 Retreat at Orlando (2) 5/31/2018 47,125 Fixed 4.09 % 9/1/2025 The Bloc 6/27/2018 28,966 355 + LIBOR 5.64 % 7/9/2021 $ 259,074 (1) Anderson Central was acquired in 2016 and subsequent financing was obtained in March 2018. (2) The mortgage for the Retreat at Orlando was assumed at acquisition. Repayments and Refinancings The sale of Lake Cameron on March 20, 2018 resulted in $0.4 million of debt defeasance related costs, which were netted against the gain on the sale of the property. The sale of Sandstone Creek on January 20, 2017, resulted in $1.4 million of debt defeasance related costs. The sale of Ashford Park on March 7, 2017, resulted in $1.1 million of debt defeasance related costs plus a prepayment premium of approximately $0.4 million , which were netted against the gain on the sale of the property. On March 29, 2018, the Company refinanced the mortgage on its Sol student housing property. A short-term bridge loan was used to replace the mortgage being held on the Acquisition Facility. The mortgage principal balance of approximately $37.5 million remained the same under the new financing arrangement, and the existing variable interest rate decreased 10 basis points, to 210 basis points over LIBOR. As a result of the refinance, the Company incurred expenses of approximately $41,000 , which are included within the Interest Expense line of the Consolidated Statements of Operations. The following table summarizes our mortgage notes payable at June 30, 2018 : (dollars in thousands) Fixed rate mortgage debt: Principal balances due Weighted-average interest rate Weighted average remaining life (years) Multifamily communities $ 927,782 3.76 % 7.4 New Market Properties 385,555 3.87 % 7.3 Preferred Office Properties 246,782 4.20 % 16.6 Student housing properties 126,026 3.97 % 3.4 Total fixed rate mortgage debt $ 1,686,145 3.87 % 8.7 Variable rate mortgage debt: Multifamily communities $ 159,885 4.18 % 3.0 New Market Properties 62,011 4.61 % 3.1 Preferred Office Properties — — 0 Student housing properties 127,851 5.19 % 1.9 Total variable rate mortgage debt $ 349,747 4.62 % 2.6 Total mortgage debt: Multifamily communities $ 1,087,667 3.82 % 6.8 New Market Properties 447,566 3.97 % 6.8 Preferred Office Properties 246,782 4.20 % 16.6 Student housing properties 253,877 4.58 % 4.0 Total principal amount 2,035,892 4.00 % 7.6 Deferred loan costs (32,361 ) Mark to market loan adjustment (5,017 ) Mortgage notes payable, net $ 1,998,514 The Company has placed interest rate caps on the variable rate mortgages on its Avenues at Creekside and Citi Lakes multifamily communities. Under guidance provided by ASC 815-10, these interest rate caps fall under the definition of derivatives, which are embedded in their debt hosts. Because these interest rate caps are deemed to be clearly and closely related to their debt hosts, bifurcation and fair value accounting treatment is not required. The mortgage note secured by our Independence Square property is a seven year term with an anticipated repayment date of September 1, 2022. If the Company elects not to pay its principal balance at the anticipated repayment date, the term will be extended for an additional five years, maturing on September 1, 2027. The interest rate from September 1, 2022 to September 1, 2027 will be the greater of (i) the Initial Interest Rate of 3.93% plus 200 basis points or (ii) the yield on the seven year U.S. treasury security rate plus approximately 400 basis points. The mortgage note secured by our Royal Lakes Marketplace property has a maximum commitment of approximately $11.1 million . As of June 30, 2018 , the Company has an outstanding principal balance of $9.6 million on this loan. Additional advances of the mortgage commitment will be drawn as the Company achieves incremental leasing benchmarks specified under the loan agreement. This mortgage has a variable interest of 1 Month LIBOR plus 250 basis points, which was 4.48% as of June 30, 2018 . The mortgage note secured by our Champions Village property has a maximum commitment of approximately $34.2 million . As of June 30, 2018 , the Company has an outstanding principal balance of $27.4 million . Additional advances of the mortgage commitment will be drawn as the Company achieves leasing activity, if elected by the Company. Additional advances are available through October 2019. This mortgage note has a variable interest of the greater of (i) 3.25% or (ii) the sum of the 3.00% plus the LIBOR Rate, which was 4.99% as of June 30, 2018 . As of June 30, 2018 , the weighted-average remaining life of deferred loan costs related to the Company's mortgage indebtedness was approximately 8.7 years. Credit Facility The Company has a credit facility, or Credit Facility, with KeyBank National Association, or KeyBank, which defines a revolving line of credit, or Revolving Line of Credit, which is used to fund investments, capital expenditures, dividends (with consent of KeyBank), working capital and other general corporate purposes on an as needed basis. The maximum borrowing capacity on the Revolving Line of Credit was increased to $200 million pursuant to an accordion feature within the Fourth Amended and Restated Credit Agreement, as amended on March 23, 2018, but effective as of April 13, 2018, or the Amended and Restated Credit Agreement. The accordion feature permits the maximum borrowing capacity to be expanded or contracted without amending any further terms of the instrument. The Revolving Line of Credit accrues interest at a variable rate of one month LIBOR plus 3.25% per annum and matures on August 5, 2019, with an option to extend the maturity date to August 5, 2020, subject to certain conditions described therein. The weighted average interest rate for the Revolving Line of Credit was 5.05% for the six -month period ended June 30, 2018 . The Revolving Line of Credit also bears a commitment fee on the average daily unused portion of the Revolving Line of Credit of 0.35% per annum. On May 26, 2016, the Company entered into a $11.0 million interim term loan with KeyBank, or the Interim Term Loan, to partially finance the acquisition of Anderson Central, a grocery-anchored shopping center located in Anderson, South Carolina. The Interim Term Loan accrued interest at a rate of LIBOR plus 2.5% per annum until it was repaid and extinguished during the first quarter 2018. The Fourth Amended and Restated Credit Agreement contains certain affirmative and negative covenants, including negative covenants that limit or restrict secured and unsecured indebtedness, mergers and fundamental changes, investments and acquisitions, liens and encumbrances, dividends, transactions with affiliates, burdensome agreements, changes in fiscal year and other matters customarily restricted in such agreements. The amount of dividends that may be paid out by the Company is restricted to a maximum of 95% of AFFO for the trailing rolling four quarters without the lender's consent; solely for purposes of this covenant, AFFO is calculated as earnings before interest, taxes, depreciation and amortization expense, plus reserves for capital expenditures, less normally recurring capital expenditures, less consolidated interest expense. As of June 30, 2018 , the Company was in compliance with all covenants related to the Revolving Line of Credit, as shown in the following table: Covenant (1) Requirement Result Net worth Minimum $1.35 billion (2) $1.43 billion Debt yield Minimum 8.0% 9.8% Payout ratio Maximum 95.0% (3) 89.4% Total leverage ratio Maximum 65.0% 58.0% Debt service coverage ratio Minimum 1.50x 1.92x (1) All covenants are as defined in the credit agreement for the Revolving Line of Credit. (2) Minimum of $686.9 million plus 75% of the net proceeds of any equity offering, which totaled approximately $1.35 billion as of June 30, 2018 . (3) Calculated on a trailing four-quarter basis. For the twelve-month period ended June 30, 2018 , the maximum dividends and distributions allowed under this covenant was approximately $120.1 million . Loan fees and closing costs for the establishment and subsequent amendments of the Credit Facility are amortized utilizing the straight line method over the life of the Credit Facility. At June 30, 2018 , unamortized loan fees and closing costs for the Credit Facility were approximately $1.1 million , which will be amortized over a remaining loan life of approximately 1.2 years. Loan fees and closing costs for the mortgage debt on the Company's properties are amortized utilizing the effective interest rate method over the lives of the loans. Acquisition Facility On February 28, 2017, the Company entered into a credit agreement, or Acquisition Credit Agreement, with Freddie Mac through KeyBank to obtain an acquisition revolving credit facility, or Acquisition Facility, with a maximum borrowing capacity of $200 million . The purpose of the Acquisition Facility is to finance acquisitions of multifamily communities and student housing communities. The maximum borrowing capacity on the Acquisition Facility may be increased at the Company's request up to $300 million at any time prior to March 1, 2021. The Acquisition Facility accrues interest at a variable rate of one month LIBOR plus a margin of between 1.75% per annum and 2.20% per annum, depending on the type of assets acquired and the resulting property debt service coverage ratio. The Acquisition Facility has a maturity date of March 1, 2022 and has two one-year extension options, subject to certain conditions described therein. At June 30, 2018 , unamortized loan fees and closing costs for the establishment of the Acquisition Facility were approximately $0.3 million , which will be amortized over a remaining loan life of approximately 3.8 years. Interest Expense Interest expense, including amortization of deferred loan costs was: Three months ended June 30, Six months ended June 30, (in thousands) 2018 2017 2018 2017 Multifamily communities $ 11,252 $ 8,501 $ 22,188 $ 15,909 New Market Properties 4,629 3,510 8,985 6,840 Preferred Office Properties 2,666 1,677 5,207 3,354 Student housing properties 2,384 719 4,075 1,196 Interest paid to real estate loan participants 557 586 944 1,256 Total 21,488 14,993 41,399 28,555 Credit Facility and Acquisition Facility 859 1,405 1,916 2,851 Interest Expense $ 22,347 $ 16,398 $ 43,315 $ 31,406 Future Principal Payments The Company’s estimated future principal payments due on its debt instruments as of June 30, 2018 were: Period Future principal payments (in thousands) 2018 $ 54,733 (1) 2019 282,775 2020 85,809 2021 190,404 2022 206,228 thereafter 1,254,443 Total $ 2,074,392 (1) Includes the principal amount of $38.5 million due on the Company's Revolving Line of Credit. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
Income Taxes [Abstract] | |
Income Tax Disclosure [Text Block] | Income Taxes The Company elected to be taxed as a REIT effective with its tax year ended December 31, 2011, and therefore, the Company will not be subject to federal and state income taxes after this effective date, so long as it distributes 100% of the Company's annual REIT taxable income (which does not equal net income as calculated in accordance with GAAP and determined without regard for the deduction for dividends paid and excluding net capital gains) to its shareholders. For the period preceding this election date, the Company's operations resulted in a tax loss. As of December 31, 2010, the Company had deferred federal and state tax assets totaling approximately $298,100 , none of which were based upon tax positions deemed to be uncertain. These deferred tax assets will most likely not be used since the Company elected REIT status; therefore, management has determined that a 100% valuation allowance is appropriate as of June 30, 2018 and December 31, 2017. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | Commitments and Contingencies On March 28, 2014, the Company entered into a payment guaranty in support of its Manager's eleven -year office lease, which began on October 9, 2014. As of June 30, 2018 , the amount guarantied by the Company was $6.1 million and is reduced by $619,304 per lease year over the term of the lease. Certain officers and employees of the Manager have been assigned company credit cards. As of June 30, 2018 , the Company guarantied up to $640,000 on these credit cards. The Company is otherwise currently subject to neither any known material commitments or contingencies from its business operations, nor any material known or threatened litigation. A total of approximately $8.5 million of asset management and general and administrative fees related to acquired properties as of June 30, 2018 have been waived by the Manager. The waived fees are converted at the time of waiver into contingent fees, which are earned by the Manager only in the event of a sales transaction, and whereby the Company’s capital contributions for the property being sold exceed a 7% annual rate of return. The Company will recognize in future periods to the extent, if any, it determines that the sales transaction is probable, and that the estimated net sale proceeds would exceed the annual rate of return hurdle. As of June 30, 2018 , a total of $7.7 million remains contingent and could possibly be earned by the Manager in the future. At June 30, 2018 , the Company had unfunded balances on its real estate loan portfolio of approximately $136.7 million . At June 30, 2018 , the Company had unfunded contractual commitments for tenant improvements of approximately $1.9 million . |
Segment information
Segment information | 6 Months Ended |
Jun. 30, 2018 | |
Segment Information [Abstract] | |
Segment Reporting Disclosure [Text Block] | Segment Information The Company's Chief Operating Decision Maker, or CODM, evaluates the performance of the Company's business operations and allocates financial and other resources by assessing the financial results and outlook for future performance across five distinct segments: multifamily communities, student housing properties, real estate related financing, New Market Properties and Preferred Office Properties. Multifamily Communities - consists of the Company's portfolio of owned residential multifamily communities Student Housing Properties - consists of the Company's portfolio of owned student housing properties. Financing - consists of the Company's portfolio of real estate loans, bridge loans, and other instruments deployed by the Company to partially finance the development, construction, and prestabilization carrying costs of new multifamily communities and other real estate and real estate related assets, as well as the Company's investment in the Series 2018-ML04 mortgage-backed pool. Excluded from the financing segment are financial results of the Company's Dawson Marketplace grocery-anchored shopping center real estate loan, which are included in the New Market Properties segment. New Market Properties - consists of the Company's portfolio of grocery-anchored shopping centers, which are owned by New Market Properties, LLC, a wholly-owned subsidiary of the Company, as well as the financial results from the Company's grocery-anchored shopping center real estate loans. Preferred Office Properties - consists of the Company's portfolio of office buildings. The CODM monitors net operating income (“NOI”) on a segment and a consolidated basis as a key performance measure for its operating segments. NOI is defined as rental and other property revenue from real estate assets plus interest income from its loan portfolio less total property operating and maintenance expenses, property management fees, real estate taxes, property insurance, and general and administrative expenses. The CODM uses NOI as a measure of operating performance because it provides a measure of the core operations, rather than factoring in depreciation and amortization, financing costs, acquisition expenses, and other expenses generally incurred at the corporate level. The following tables present the Company's assets, revenues, and NOI results by reportable segment, as well as a reconciliation from NOI to net income (loss). The assets attributable to 'Other' primarily consist of deferred offering costs recorded but not yet reclassified as reductions of stockholders' equity and cash balances at the Company and Operating Partnership levels. As of June 30, 2018, the Company's student housing properties segment is presented separately because the assets of the student housing properties segment exceeded 10% of the Company's consolidated assets. Prior period data has been adjusted from that which was previously reported to reflect this development. In prior periods, student housing properties and multifamily communities were combined. (in thousands) June 30, 2018 December 31, 2017 Assets: Multifamily communities $ 1,462,473 $ 1,410,187 Student housing properties 420,615 227,198 Financing (including $266,673 of consolidated assets of VIE) 703,601 439,824 New Market Properties 815,139 742,492 Preferred Office Properties 491,482 413,666 Other 14,916 19,003 Consolidated assets $ 3,908,226 $ 3,252,370 Total capitalized expenditures (inclusive of additions to construction in progress, but exclusive of the purchase price of acquisitions) for the three months and six months ended June 30, 2018 and 2017 were as follows: Three months ended June 30, Six months ended June 30, (in thousands) 2018 2017 2018 2017 Capitalized expenditures: Multifamily communities $ 5,859 $ 3,584 $ 10,698 $ 5,773 Student housing properties 927 151 1,208 335 New Market Properties 1,002 1,217 1,787 1,539 Total $ 7,788 $ 4,952 $ 13,693 $ 7,647 Second-generation capital expenditures exclude those expenditures made in our office building portfolio (i) to lease space to "first generation" tenants (i.e. leasing capital for existing vacancies and known move-outs at the time of acquisition), (ii) to bring recently acquired properties up to our Class A ownership standards (and which amounts were underwritten into the total investment at the time of acquisition), (iii) for property re-developments and repositionings and (iv) for building improvements that are recoverable from future operating cost savings. Three months ended June 30, Six months ended June 30, (in thousands) 2018 2017 2018 2017 Revenues Rental revenues: Multifamily communities $ 36,226 $ 28,786 $ 72,508 $ 55,992 Student housing properties 6,882 2,720 12,394 4,589 New Market Properties 13,352 10,133 26,315 19,916 Preferred Office Properties (1) 9,739 6,602 19,059 13,108 Total rental revenues 66,199 48,241 130,276 93,605 Other revenues: Multifamily communities 4,106 3,331 7,979 6,309 Student housing properties 321 174 562 240 New Market Properties 4,860 3,632 9,812 7,285 Preferred Office Properties 3,372 2,123 6,531 4,292 Total other revenues 12,659 9,260 24,884 18,126 Financing revenues 17,531 13,389 31,599 25,721 Consolidated revenues $ 96,389 $ 70,890 $ 186,759 $ 137,452 (1) Included in rental revenues for our Preferred Office Properties segment is the amortization of deferred revenue for tenant-funded leasehold improvements from a major tenant in our Three Ravinia office building. As of June 30, 2018, the Company has deferred revenue in an aggregate amount of $36.3 million in connection with such improvements. The remaining balance to be recognized is approximately $34.4 million which is included in the deferred revenues line on the consolidated balance sheets at June 30, 2018. These total costs will be amortized over the lesser of the useful lives of the improvements or the individual lease terms. The Company recorded noncash revenue of approximately $1.1 million and $0.2 million for the six-month periods ended June 30, 2018 and 2017. Three months ended June 30, Six months ended June 30, (in thousands) 2018 2017 2018 2017 Segment net operating income (Segment NOI) Multifamily communities $ 22,744 $ 17,621 $ 46,268 $ 33,935 Student housing properties 3,905 1,635 6,941 2,651 Financing 17,531 13,389 31,599 25,721 New Market Properties 12,812 9,659 25,485 19,084 Preferred Office Properties 9,334 6,286 18,397 12,504 Consolidated segment net operating income 66,326 48,590 128,690 93,895 Interest and loss on early debt extinguishment: Multifamily communities 11,253 8,502 22,188 15,910 Student housing properties 2,384 719 4,075 1,196 New Market Properties 4,629 3,510 8,985 6,840 Preferred Office Properties 2,666 1,677 5,207 3,354 Financing 1,415 1,990 2,860 4,106 Depreciation and amortization: Multifamily communities 20,320 15,611 42,023 29,277 Student housing properties 7,496 2,537 12,601 3,554 New Market Properties 9,177 7,062 18,057 14,103 Preferred Office Properties 5,102 3,247 10,030 6,349 Professional fees 768 499 1,243 1,026 Management fees, net of forfeitures 5,192 4,693 10,213 9,031 Acquisition costs: Multifamily communities — — — (20 ) Student housing properties — — — — New Market Properties — — — 25 Preferred Office Properties — 5 — 9 Equity compensation to directors and executives 950 871 2,085 1,744 Gain on sale of real estate 2 6,915 20,356 37,639 Gain on noncash net assets of consolidated VIEs 54 — 54 — Loss on extinguishment of debt — 888 — 888 Other 308 390 548 776 Net income (loss) $ (5,278 ) $ 3,304 8,985 33,366 |
Loss per Share
Loss per Share | 6 Months Ended |
Jun. 30, 2018 | |
Loss per share [Abstract] | |
Earnings Per Share [Text Block] | The following is a reconciliation of weighted average basic and diluted shares outstanding used in the calculation of income (loss) per share of Common Stock: Three months ended June 30, Six months ended June 30, (in thousands, except per-share figures) 2018 2017 2018 2017 Numerator: Net income (loss) before gain on sale of real estate $ (5,280 ) $ (3,611 ) $ (11,371 ) $ (4,273 ) Gain on sale of real estate, net of disposition expenses 2 6,915 20,356 37,639 Net income (loss) (5,278 ) 3,304 8,985 33,366 Consolidated net (income) loss attributable to non-controlling interests (A) 140 (97 ) (240 ) (1,096 ) Net income (loss) attributable to the Company (5,138 ) 3,207 8,745 32,270 Dividends declared to preferred stockholders (B) (20,924 ) (15,235 ) (40,441 ) (29,621 ) Earnings attributable to unvested restricted stock (C) (6 ) (6 ) (8 ) (8 ) Net income (loss) attributable to common stockholders $ (26,068 ) $ (12,034 ) $ (31,704 ) $ 2,641 Denominator: Weighted average number of shares of Common Stock - basic 39,383 29,894 39,241 28,423 Effect of dilutive securities: (D) — — — — Weighted average number of shares of Common Stock, basic and diluted 39,383 29,894 39,241 28,423 Net loss per share of Common Stock attributable to common stockholders, basic and diluted $ (0.66 ) $ (0.40 ) $ (0.81 ) $ 0.09 (A) The Company's outstanding Class A Units of the Operating Partnership ( 1,070 and 902 Units at June 30, 2018 and 2017, respectively) contain rights to distributions in the same amount per unit as for dividends declared on the Company's Common Stock. The impact of the Class A Unit distributions on earnings per share has been calculated using the two-class method whereby earnings are allocated to the Class A Units based on dividends declared and the Class A Units' participation rights in undistributed earnings. (B) The Company’s shares of Series A Preferred Stock outstanding accrue dividends at an annual rate of 6% of the stated value of $1,000 per share, payable monthly. The Company had 1,418 and 1,044 outstanding shares of Series A Preferred Stock at June 30, 2018 and 2017, respectively. The Company's shares of Series M preferred stock, or mShares, accrue dividends at an escalating rate of 5.75% in year one to 7.50% in year eight and thereafter. The Company had 29 mShares outstanding at June 30, 2018 . (C) The Company's outstanding unvested restricted share awards ( 25 and 24 shares of Common Stock at June 30, 2018 and 2017, respectively) contain non-forfeitable rights to distributions or distribution equivalents. The impact of the unvested restricted share awards on earnings per share has been calculated using the two-class method whereby earnings are allocated to the unvested restricted share awards based on dividends declared and the unvested restricted shares' participation rights in undistributed earnings. Given the Company incurred a net loss from continuing operations for the three-month and six-month periods ended June 30, 2018 and 2017, the dividends declared for that period are adjusted in determining the calculation of loss per share of Common Stock since the unvested restricted share awards are defined as participating securities. (D) Potential dilution from (i) warrants outstanding from issuances of Units from our Series A Preferred Stock offerings that are potentially exercisable into 19,805 shares of Common Stock; (ii) 1,070 Class B Units; (iii) 25 shares of unvested restricted common stock; and (iv) 34 outstanding Restricted Stock Units are excluded from the diluted shares calculations because the effect was antidilutive. Class A Units were excluded from the denominator because earnings were allocated to non-controlling interests in the calculation of the numerator. |
Fair Values of Financial Instru
Fair Values of Financial Instruments | 6 Months Ended |
Jun. 30, 2018 | |
Fair Values of Financial Instruments [Abstract] | |
Fair Value Disclosures [Text Block] | Fair Values of Financial Instruments Fair value is defined as the price at which an asset or liability is exchanged between market participants in an orderly transaction at the reporting date. The Company’s cash equivalents, notes receivable, accounts receivable and payables and accrued expenses all approximate fair value due to their short term nature. The following tables provide estimated fair values of the Company’s financial instruments. The carrying values of the Company's real estate loans include accrued interest receivable from additional interest or exit fee provisions and are presented net of deferred loan fee revenue, where applicable. As of June 30, 2018 Carrying value Fair value measurements using fair value hierarchy (in thousands) Fair Value Level 1 Level 2 Level 3 Financial Assets: Real estate loans (1) $ 374,208 $ 425,927 $ — $ — $ 425,927 Notes receivable and line of credit receivable 37,356 37,356 — — 37,356 $ 411,564 $ 463,283 $ — $ — $ 463,283 Financial Liabilities: Mortgage notes payable $ 2,035,892 $ 2,007,868 $ — $ — $ 2,007,868 Revolving credit facility 38,500 38,500 — — 38,500 Loan participation obligations 10,920 11,001 — — 11,001 $ 2,085,312 $ 2,057,369 $ — $ — $ 2,057,369 As of December 31, 2017 Carrying value Fair value measurements using fair value hierarchy (in thousands) Fair Value Level 1 Level 2 Level 3 Financial Assets: Real estate loans (1) $ 386,796 $ 432,982 $ — $ — $ 432,982 Notes receivable and line of credit receivable 40,057 40,057 — — 40,057 $ 426,853 $ 473,039 $ — $ — $ 473,039 Financial Liabilities: Mortgage notes payable $ 1,806,901 1,806,024 $ — $ — $ 1,806,024 Revolving credit facility 41,800 41,800 — — 41,800 Term loan 11,000 11,000 — — 11,000 Loan participation obligations 13,986 14,308 — — 14,308 $ 1,873,687 $ 1,873,132 $ — $ — $ 1,873,132 (1) The carrying value of real estate assets includes the Company's balance of the Palisades and Encore real estate loan investments, which includes the amounts funded by unrelated participants. The loan participation obligations are the amounts due to the participants under these arrangements. Accrued interest included in the carrying values of the Company's loan participation obligations was approximately $1.3 million and $1.5 million at June 30, 2018 and December 31, 2017 , respectively. The following table presents activity of the ML-04 VIE for the three-month and six-month period ended June 30, 2018: Assets Liabilities (in thousands) Multifamily mortgage loans held in VIEs at fair value VIE liabilities, at fair value Net Balance as of December 31, 2017 $ — $ — $ — Initial consolidation of ML-04 trust: 267,705 262,965 4,740 Gains (losses) included in net income due to change in fair value of net assets of VIE: (861 ) (915 ) 54 Repayments of underlying mortgage principal amounts and repayments to Class A holders (171 ) (171 ) — Balance as of June 30, 2018 $ 266,673 $ 261,879 $ 4,794 The following table presents the level 3 input used to calculate the fair value of the consolidated assets and liabilities of the ML-04 VIE: Fair value Valuation methodology Unobservable input Assets: Multifamily mortgage loans held in VIEs at fair value $ 266,673 Discounted cash flow Discount rate 4.9 % Liabilities: VIE liabilities, at fair value $ 261,879 Discounted cash flow Discount rate 4.9 % The following table presents the estimated fair values of the consolidated assets and liabilities from the ML-04 VIE, for which the Company has elected the fair value option. As of June 30, 2018 Carrying value Fair value measurements using fair value hierarchy (in thousands) Fair Value Level 1 Level 2 Level 3 Financial Assets: VIE assets from mortgage-backed pool $ 266,673 $ 266,673 $ — $ — $ 266,673 Financial Liabilities: VIE liabilities from mortgage-backed pool $ 261,879 $ 261,879 $ — $ — $ 261,879 Disclosure guidance under GAAP requires the Company to determine whether the fair value of the financial assets or the fair value of the financial liabilities of the ML-04 trust is more observable. The VIE assets within the ML-04 Trust consist of mortgage loans which finance 20 multifamily communities. The fair value of the VIE assets within the level 3 hierarchy are comprised of the fair value of the mortgages as estimated by the Company, which were developed utilizing a discounted cash flow model over the remaining terms of the mortgages until their maturity dates and utilizing discount rates believed to approximate the market risk factor for instruments of similar type and duration. The fair value of the notes are categorized within the level 3 hierarchy of fair value estimation as the discount rate primary input assumption is unobservable. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Subsequent Events Between July 1, 2018 and July 30, 2018, the Company issued 34,234 Units and collected net proceeds of approximately $30.8 million after commissions and fees under its $1.5 Billion Unit Offering. Between July 1, 2018 and July 30, 2018, the Company issued 1,654 shares of Series M Preferred Stock and collected net proceeds of approximately $1.6 million after commissions and fees under the mShares offering. On July 6, 2018, the Company acquired a grocery-anchored shopping center located in the Charlotte, North Carolina MSA comprising 122,028 square feet of gross leasable area. The allocation of this transaction to the fair value of individual assets and liabilities is not presented as the calculations of the allocation were not complete at the date of filing of this report. On August 2, 2018, the Company's board of directors declared a quarterly dividend on our Common Stock of $0.255 per share, payable on October 15, 2018 to stockholders of record on September 14, 2018. On July 31, 2018, the Company acquired a Class A office building located in Raleigh, North Carolina comprising 559,591 feet of gross leasable area. |
Significant Accounting Polici24
Significant Accounting Policies Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Summary of Significant Accounting Policies [Abstract] | |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | |
Discontinued Operations, Policy [Policy Text Block] | |
Goodwill and Intangible Assets, Policy [Policy Text Block] | |
Revenue Recognition Leases, Operating [Policy Text Block] | |
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update 2014-09 ("ASU 2014-09"), Revenue from Contracts with Customers (Topic 606). ASU 2014-09 provides a single comprehensive revenue recognition model for contracts with customers (excluding certain contracts, such as lease contracts) to improve comparability within industries. ASU 2014-09 requires an entity to recognize revenue to reflect the transfer of goods or services to customers at an amount the entity expects to be paid in exchange for those goods and services and provide enhanced disclosures, all to provide more comprehensive guidance for transactions such as service revenue and contract modifications. The new standard may be applied retrospectively to each prior period presented or prospectively with the cumulative effect, if any, recognized as of the date of adoption. The Company adopted the new standard on January 1, 2018 utilizing the modified retrospective transition method with a cumulative effect recognized as of the date of adoption. In addition, the evaluation of non-lease components under ASU 2014-09 will not be effective until Accounting Standards Update No. 2016-02, Leases (Topic 842), ("ASU 2016-02") becomes effective (see further discussion below), which will be January 1, 2019 for the Company. The Company has determined that approximately 90% of its consolidated revenues are derived from either long-term leases with its tenants and reimbursement of related property tax and insurance expenses (considered executory costs of leases) or its mezzanine loan interest income, which are excluded from the scope of the ASU 2014-09. Of the remaining approximately 10% of the Company’s revenues, the majority is comprised of common area maintenance ("CAM") reimbursements and utility reimbursements, which are non-lease components. The Company has concluded that the adoption of ASU 2014-09 will have no material effect upon the timing of the recognition of reimbursement revenue and other miscellaneous income. The Company also evaluated its amenity and ancillary services to its multifamily and student housing residents and does not expect the timing and recognition of revenue to change as a result of implementing ASU 2014-09. Additional required disclosures regarding the nature and timing of the Company's revenue transactions will be provided upon adoption of ASU 2016-02. In July 2018, the FASB issued Accounting Standards Update 2018-11 (“ASU 2018-11”), which provides lessors with a practical expedient in combining lease and non-lease components, if certain criteria are met. The Company believes that adoption of the practical expedient will result in changes in presentation and disclosure of revenue being combined into one revenue component, but will have no material effect on the timing of revenue recognition. In January 2016, the FASB issued Accounting Standards Update 2016-01 ("ASU 2016-01"), Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Liabilities. The new standard's applicable provisions to the Company include an elimination of the disclosure requirement of the significant inputs and assumptions underlying the fair value calculations of its financial instruments which are carried at amortized cost. The Company adopted ASU 2016-01 on January 1, 2018. The adoption of ASU 2016-01 did not impact the Company's results of operations or financial condition but did reduce the required disclosures concerning financial instruments. In February 2016, the FASB issued Accounting Standards Update 2016-02 ("ASU 2016-02"), Leases (ASC 842), which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). 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 and supersedes the previous standard, ASC 840 Leases. The standard is effective on January 1, 2019, with early adoption permitted. The new lease guidance requires an entity to separate lease components from non-lease components, such as maintenance services or other activities that transfer a good or service to our residents and tenants in a contract; it also considers the reimbursement of real estate taxes and insurance as executory costs of the lease and requires that such amounts be consolidated with the base rent revenue. For lessors, the consideration in the contract is allocated to the lease and non-lease components on a relative standalone price basis in accordance with the allocation guidance in the new revenue standard. The Company concluded that adoption of ASU 2016-02 does not change the timing of revenue recognition over the lease component, which remains over a straight line method, though the reimbursement of property tax and insurance, considered executory costs of leasing, will be combined with the base rent revenue and presented within rental income instead of other income within the Company’s income statement. Non-lease components are evaluated under ASU 2014-09, Revenue from Contracts with Customers (Topic 606), discussed above. In its March 2018 meeting, the FASB approved a practical expedient for lessors to elect, by class of underlying assets, to not separate lease and non-lease components if both (1) the timing and pattern of revenue recognition are the same for the non-lease component(s) and related lease component and (2) the combined single lease component would be classified as an operating lease. The Company anticipates adopting ASC 842 utilizing this practical expedient as it relates to its common area maintenance services. In June 2016, the FASB issued Accounting Standards Update 2016-13 ("ASU 2016-13"), Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The new standard requires financial instruments carried at amortized cost to be presented at the net amount expected to be collected, utilizing a valuation account which reflects the cumulative net adjustments from the gross amortized cost value. Under existing GAAP, entities would not record a valuation allowance until a loss was probable of occurring. The standard will become effective for the Company on January 1, 2020. The Company is currently evaluating methods of deriving initial valuation accounts to be applied to its real estate loan investment portfolio and is also revising its policies for credit losses on resident and tenant receivables to comply with the expected credit loss model under this guidance. The Company is continuing to evaluate the pending guidance to gauge the materiality of the impact, if any, on its results of operations or financial condition. In August 2016, the FASB issued Accounting Standards Update 2016-15 ("ASU 2016-15"), Statement of Cash Flows—(Topic 326): Classification of Certain Cash Receipts and Cash Payments. The new standard clarifies or establishes guidance for the presentation of various cash transactions on the statement of cash flows. The portion of the guidance applicable to the Company's business activities include the requirement that cash payments for debt prepayment or debt extinguishment costs be presented as cash out flows for financing activities. The Company adopted ASU 2016-15 on January 1, 2018. The adoption of ASU 2016-15 did not impact the Company’s consolidated financial statements, since its current policy is to classify such costs as cash out flows for financing activities. In November 2016, the FASB issued Accounting Standards Update 2016-18 ("ASU 2016-18"), Statement of Cash Flows—(Topic 230): Restricted Cash, which requires restricted cash to be presented with cash and cash equivalents when reconciling the beginning and ending amounts in the statements of cash flows. The Company adopted ASU 2016-18 on January 1, 2018 and its adoption of ASU 2016-18 did not impact its results of operations or financial condition, but did change the line upon which changes in restricted cash are presented. In February 2017, the FASB issued Accounting Standards Update 2017-05 (“ASU 2017-05”), Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20) : Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets, which provides guidance for recognizing gains and losses from the transfer of nonfinancial assets and for partial sales of nonfinancial assets, and is effective for financial statements issued for fiscal years and interim periods beginning after December 15, 2017. The Company adopted this guidance on January 1, 2018. The new standard clarifies that an entity should identify each distinct nonfinancial asset or in substance nonfinancial asset promised to a counterparty and derecognize each asset when a counterparty obtains control of it. The amendments also clarify that an entity should allocate consideration to each distinct asset by applying the guidance in Topic 606 on allocating the transaction price to performance obligations for sales to customers. The Company’s sales of nonfinancial real estate assets are generally made to non-customers, which is a scope exception under Topic 606. The Company elected to adopt this practical expedient and the proceeds from real estate sales continue to be recognized as gain or loss on sale of real estate in the Consolidated Statement of Operations. |
Real Estate Assets (Tables)
Real Estate Assets (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Business Acquisition | |
Business Combination Disclosure | Real Estate Assets The Company's real estate assets consisted of: As of: June 30, 2018 December 31, 2017 Multifamily communities: Properties (1) 31 30 Units 9,768 9,521 New Market Properties: (2) Properties 43 39 Gross leasable area (square feet) (3) 4,449,860 4,055,461 Student housing properties: Properties 7 4 Units 1,679 891 Beds 5,208 2,950 Preferred Office Properties: Properties 5 4 Rentable square feet 1,539,000 1,352,000 (1) The acquired second and third phase of the Summit Crossing community is managed in combination with the initial phase and so together are considered a single property, as are the three assets that comprise the Lenox Portfolio. (2) See Note 12, Segment information. (3) The Company also owns approximately 47,600 square feet of gross leasable area of ground floor retail space which is embedded within the Lenox Portfolio and not included in the totals above for New Market Properties. Multifamily communities sold On March 20, 2018, the Company closed on the sale of its 328 -unit multifamily community in Raleigh, North Carolina, or Lake Cameron, to an unrelated third party for a purchase price of approximately $43.5 million , exclusive of closing costs and resulting in a gain of $20.4 million . Lake Cameron contributed approximately $0.2 million and $0.2 million of net income to the consolidated operating results of the Company for the six-month periods ended June 30, 2018 and 2017 , respectively. On January 20, 2017, the Company closed on the sale of its 364 -unit multifamily community in Kansas City, Kansas, or Sandstone Creek, to an unrelated third party for a purchase price of $48.1 million , exclusive of closing costs and resulting in a gain of $0.3 million . Sandstone Creek contributed approximately $0.1 million of net loss to the consolidated operating results of the Company for the six-month period ended June 30, 2017 . On March 7, 2017, the Company closed on the sale of its 408 -unit multifamily community in Atlanta, Georgia, or Ashford Park, to an unrelated third party for a purchase price of $65.5 million , exclusive of closing costs and resulting in a gain of $30.4 million . Ashford Park contributed approximately $0.4 million of net income to the consolidated operating results of the Company for the six-month period ended June 30, 2017 . On May 25, 2017, the Company closed on the sale of its 300 -unit multifamily community in Dallas, Texas, or Enclave at Vista Ridge, to an unrelated third party for a purchase price of $44.0 million , exclusive of closing costs and resulting in a gain of $6.9 million . Enclave at Vista Ridge contributed approximately $(0.1) million of net loss to the consolidated operating results of the Company for the six-month period ended June 30, 2017. Each of the gains recorded for these sales transactions were net of disposition expenses and debt defeasance-related costs and prepayment premiums, as described in Note 9. The carrying amounts of the significant assets and liabilities of the disposed properties at the dates of sale were: Lake Cameron Sandstone Creek Ashford Park Enclave at Vista Ridge (in thousands) March 20, 2018 January 20, 2017 March 7, 2017 May 25, 2017 Real estate assets: Land $ 4,000 $ 2,846 $ 10,600 $ 4,705 Building and improvements 21,519 41,860 24,075 29,916 Furniture, fixtures and equipment 3,687 5,278 4,223 2,874 Accumulated depreciation (7,220 ) (4,809 ) (6,816 ) (3,556 ) Total assets $ 21,986 $ 45,175 $ 32,082 $ 33,939 Liabilities: Mortgage note payable $ 19,736 $ 30,840 $ 25,626 $ 24,862 Supplemental mortgage note — — 6,374 — Total liabilities $ 19,736 $ 30,840 $ 32,000 $ 24,862 Multifamily communities acquired During the six -month periods ended June 30, 2018 and 2017 , the Company completed the acquisition of the following multifamily communities: Acquisition date Property Location Units 1/9/2018 The Lux at Sorrel Jacksonville, Florida 265 2/28/2018 Green Park Atlanta, Georgia 310 575 3/3/2017 Broadstone at Citrus Village Tampa, Florida 224 3/24/2017 Retreat at Greystone Birmingham, Alabama 312 3/31/2017 Founders Village Williamsburg, Virginia 247 4/26/2017 Claiborne Crossing Louisville, Kentucky 242 1,025 The aggregate purchase price of the multifamily acquisitions for the six months ended June 30, 2018 was approximately $106.5 million . The aggregate purchase price of the multifamily acquisitions for the six months ended June 30, 2017 was approximately $187.0 million . Purchase prices shown are exclusive of acquired escrows, security deposits, prepaids, capitalized acquisition costs and other miscellaneous assets and assumed liabilities. |
schedule of depreciation and amortization expense [Table Text Block] | Three months ended June 30, Six months ended June 30, (in thousands) 2018 2017 2018 2017 Depreciation: Buildings and improvements $ 18,356 $ 13,424 $ 35,834 $ 25,845 Furniture, fixtures, and equipment 11,398 7,352 21,910 13,219 29,754 20,776 57,744 39,064 Amortization: Acquired intangible assets 12,209 7,521 24,709 14,020 Deferred leasing costs 105 149 196 182 Website development costs 27 11 62 17 Total depreciation and amortization $ 42,095 $ 28,457 $ 82,711 $ 53,283 |
real estate sold [Table Text Block] | The carrying amounts of the significant assets and liabilities of the disposed properties at the dates of sale were: Lake Cameron Sandstone Creek Ashford Park Enclave at Vista Ridge (in thousands) March 20, 2018 January 20, 2017 March 7, 2017 May 25, 2017 Real estate assets: Land $ 4,000 $ 2,846 $ 10,600 $ 4,705 Building and improvements 21,519 41,860 24,075 29,916 Furniture, fixtures and equipment 3,687 5,278 4,223 2,874 Accumulated depreciation (7,220 ) (4,809 ) (6,816 ) (3,556 ) Total assets $ 21,986 $ 45,175 $ 32,082 $ 33,939 Liabilities: Mortgage note payable $ 19,736 $ 30,840 $ 25,626 $ 24,862 Supplemental mortgage note — — 6,374 — Total liabilities $ 19,736 $ 30,840 $ 32,000 $ 24,862 |
real estate owned [Table Text Block] | The Company's real estate assets consisted of: As of: June 30, 2018 December 31, 2017 Multifamily communities: Properties (1) 31 30 Units 9,768 9,521 New Market Properties: (2) Properties 43 39 Gross leasable area (square feet) (3) 4,449,860 4,055,461 Student housing properties: Properties 7 4 Units 1,679 891 Beds 5,208 2,950 Preferred Office Properties: Properties 5 4 Rentable square feet 1,539,000 1,352,000 (1) The acquired second and third phase of the Summit Crossing community is managed in combination with the initial phase and so together are considered a single property, as are the three assets that comprise the Lenox Portfolio. (2) See Note 12, Segment information. (3) The Company also owns approximately 47,600 square feet of gross leasable area of ground floor retail space which is embedded within the Lenox Portfolio and not included in the totals above for New Market Properties. |
multifamily community [Domain] | |
Business Acquisition | |
Business Combination Disclosure | Multifamily Communities acquired during the six months ended: (in thousands, except amortization period data) June 30, 2018 June 30, 2017 Land $ 12,810 $ 16,348 Buildings and improvements 73,773 132,861 Furniture, fixtures and equipment 17,969 28,421 Lease intangibles 4,306 6,159 Prepaids & other assets 193 357 Accrued taxes (166 ) (363 ) Security deposits, prepaid rents, and other liabilities (183 ) (367 ) Net assets acquired $ 108,702 $ 183,416 Cash paid $ 37,427 $ 64,618 Mortgage debt, net 71,275 118,798 Total consideration $ 108,702 $ 183,416 Three months ended June 30, 2018: Revenue $ 2,514 $ 4,563 Net income (loss) $ (2,028 ) $ (1,223 ) Six months ended June 30, 2018: Revenue $ 3,980 $ 8,956 Net income (loss) $ (3,543 ) $ (3,715 ) Capitalized acquisition costs incurred by the Company $ 2,347 $ 2,237 Acquisition costs paid to related party (included above) $ 1,094 $ 110 Remaining amortization period of intangible assets and liabilities (months) 9.9 0.0 |
Table of Properties Acquired | During the six -month periods ended June 30, 2018 and 2017 , the Company completed the acquisition of the following multifamily communities: Acquisition date Property Location Units 1/9/2018 The Lux at Sorrel Jacksonville, Florida 265 2/28/2018 Green Park Atlanta, Georgia 310 575 3/3/2017 Broadstone at Citrus Village Tampa, Florida 224 3/24/2017 Retreat at Greystone Birmingham, Alabama 312 3/31/2017 Founders Village Williamsburg, Virginia 247 4/26/2017 Claiborne Crossing Louisville, Kentucky 242 1,025 The aggregate purchase price of the multifamily acquisitions for the six months ended June 30, 2018 was approximately $106.5 million . The aggregate purchase price of the multifamily acquisitions for the six months ended June 30, 2017 was approximately $187.0 million . Purchase prices shown are exclusive of acquired escrows, security deposits, prepaids, capitalized acquisition costs and other miscellaneous assets and assumed liabilities. |
student housing community [Domain] | |
Business Acquisition | |
Business Combination Disclosure | The Company allocated the purchase prices and capitalized acquisition costs to the acquired assets and liabilities based upon their fair values, as shown in the following table. The purchase price allocations were based upon the Company's best estimates of the fair values of the acquired assets and liabilities. Student housing properties acquired during the six months ended: (in thousands, except amortization period data) June 30, 2018 June 30, 2017 Land $ 23,149 $ 7,441 Buildings and improvements 146,856 40,059 Furniture, fixtures and equipment 27,211 3,771 Lease intangibles 2,493 2,344 Below market leases (54 ) — Prepaids & other assets 309 51 Accrued taxes (942 ) (72 ) Security deposits, prepaid rents, and other liabilities (719 ) (377 ) Net assets acquired $ 198,303 $ 53,217 Cash paid $ 92,212 $ 15,732 Mortgage debt, net 106,091 37,485 Total consideration $ 198,303 $ 53,217 Three months ended June 30, 2018: Revenue $ 1,486 $ 1,363 Net income (loss) $ (2,019 ) $ (398 ) Six months ended June 30, 2018: Revenue $ 1,486 $ 2,707 Net income (loss) $ (2,019 ) $ (693 ) Capitalized acquisition costs incurred by the Company $ 2,555 $ 290 Acquisition costs paid to related party (included above) $ 1,970 $ 60 Remaining amortization period of intangible assets and liabilities (months) 5.2 0.0 |
Table of Properties Acquired | During the six -month periods ended June 30, 2018 and 2017, the Company completed the acquisition of the following student housing properties: Acquisition date Property Location Units Beds 5/10/2018 The Tradition College Station, Texas 427 808 5/31/2018 The Retreat at Orlando Orlando, Florida 221 894 6/27/2018 The Bloc Lubbock, Texas 140 556 788 2,258 2/28/2017 Sol Tempe, Arizona 224 639 The aggregate purchase price of the student housing acquisitions for the six months ended June 30, 2018 was approximately $197.0 million . The aggregate purchase price of the student housing acquisitions for the six months ended June 30, 2017 was approximately $53.3 million . Purchase prices shown are exclusive of acquired escrows, security deposits, prepaids, capitalized acquisition costs and other miscellaneous assets and assumed liabilities. |
Retail Segment [Member] | |
Business Acquisition | |
Business Combination Disclosure | Preferred Office Properties On January 29, 2018, the Company acquired Armour Yards, a collection of four adaptive re-use office buildings comprised of approximately 187,000 square feet of office space in Atlanta, Georgia. The gross purchase price was $66.5 million , exclusive of credited unfunded leasing costs, security deposits, prepaids, capitalized acquisition costs and other miscellaneous assets and assumed liabilities. The Company allocated the purchase prices and capitalized acquisition costs to the acquired assets and liabilities based upon their fair values, as shown in the following table. The purchase price allocations were based upon the Company's best estimates of the fair values of the acquired assets and liabilities. Preferred Office Properties acquired during the six months ended: (in thousands, except amortization period data) June 30, 2018 Land $ 6,756 Buildings and improvements 48,332 Tenant improvements 6,201 In-place leases 3,762 Above-market leases 61 Leasing costs 2,181 Below-market leases (1,594 ) Security deposits, prepaid rents, and other liabilities (4,335 ) Net assets acquired $ 61,364 Cash paid $ 21,364 Mortgage debt, net 40,000 Total consideration $ 61,364 Three months ended June 30, 2018: Revenue $ 1,418 Net income (loss) $ (84 ) Six months ended June 30, 2018: Revenue $ 2,373 Net income (loss) $ (254 ) Capitalized acquisition costs incurred by the Company $ 817 Acquisition costs paid to related party (included above) $ 665 Remaining amortization period of intangible assets and liabilities (years) 7.4 |
Real Estate Loans, Notes Rece26
Real Estate Loans, Notes Receivable, and Lines of Credit Real estate loans (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Receivables [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | (Dollars in thousands) June 30, 2018 December 31, 2017 Number of loans 21 23 Drawn amount $ 376,091 $ 388,506 Deferred loan origination fees (1,883 ) (1,710 ) Carrying value $ 374,208 $ 386,796 Unfunded loan commitments $ 136,720 $ 67,063 Weighted average current interest, per annum (paid monthly) 8.48 % 8.53 % Weighted average accrued interest, per annum 5.82 % 4.99 % (In thousands) Principal balance Deferred loan origination fees Carrying value Balances as of December 31, 2017 $ 388,506 $ (1,710 ) $ 386,796 Loan fundings 117,771 — 117,771 Loan repayments (53,165 ) — (53,165 ) Loans settled with property acquisitions (77,021 ) — (77,021 ) Origination fees collected — (1,210 ) (1,210 ) Amortization of commitment fees — 1,037 1,037 Balances as of June 30, 2018 $ 376,091 $ (1,883 ) $ 374,208 Property type Number of loans Carrying value Commitment amount Percentage of portfolio (Dollars in thousands) Multifamily communities 15 $ 297,475 $ 432,016 79 % Student housing properties 4 60,764 64,438 16 % Grocery-anchored shopping centers 1 12,855 12,857 3 % Other 1 3,114 3,500 2 % Balances as of June 30, 2018 21 $ 374,208 $ 512,811 |
Notes receivable [Table Text Block] | ur portfolio of notes and lines of credit receivable consisted of: Borrower Date of loan Maturity date Total loan commitments Outstanding balance as of: Interest rate June 30, 2018 December 31, 2017 (Dollars in thousands) 360 Residential, LLC (1) 3/20/2013 $ — $ — $ 2,000 12 % Preferred Capital Marketing Services, LLC (3) 1/24/2013 12/31/2018 1,500 803 926 10 % Preferred Apartment Advisors, LLC (2,3,4) 8/21/2012 12/31/2018 18,000 15,533 14,488 6 % Haven Campus Communities, LLC (2,3) 6/11/2014 12/31/2018 11,660 11,620 7,325 8 % (5) Oxford Capital Partners, LLC (2,6) 10/5/2015 6/30/2019 8,000 5,988 6,628 12 % Newport Development Partners, LLC (7) 6/17/2014 6/30/2019 2,000 — — 12 % 360 Residential, LLC II (1) 12/30/2015 — — 3,255 15 % Mulberry Development Group, LLC (2) 3/31/2016 6/30/2019 500 495 479 12 % Mulberry Alexandria Group, LLC (8) 7/31/2017 — — 1,921 12 % 360 Capital Company, LLC (2) 5/24/2016 12/31/2019 3,400 2,917 3,041 12 % Unamortized loan fees — (6 ) $ 45,060 $ 37,356 $ 40,057 (1) The amount payable under the note was repaid during the first quarter 2018. (2) The amounts payable under the terms of these revolving credit lines are collateralized by a personal guaranty of repayment by the principals of the borrower. (3) See related party disclosure in Note 6. (4) The amounts payable under this revolving credit line were collateralized by an assignment of the Manager's rights to fees due under the Sixth Amended and Restated Management Agreement between the Company and the Manager, or the Management Agreement. (5) Effective January 1, 2018, the interest rate was lowered from 12.0% per annum to 8.0% per annum. (6) The amounts payable under the terms of this revolving credit line, up to the lesser of 25% of the loan balance or $2.0 million, are collateralized by a personal guaranty of repayment by the principals of the borrower. (7) A revolving line of credit, the maturity of which was extended as shown during the second quarter 2018. (8) The amount payable under the note was repaid during the second quarter 2018. |
interest income [Table Text Block] | The Company recorded interest income and other revenue from these instruments as follows: Interest income Three months ended June 30, Six months ended June 30, (in thousands) 2018 2017 2018 2017 Real estate loans: Current interest payments $ 8,686 $ 7,979 $ 17,191 $ 15,041 Additional accrued interest 5,469 4,475 10,195 8,888 Deferred origination fee amortization 607 328 1,038 587 Deferred purchase option termination fee revenue 2,470 — 2,470 — Total real estate loan revenue 17,232 12,782 30,894 24,516 Interest income on notes and lines of credit 800 1,046 1,703 2,074 Interest income on loans and notes receivable $ 18,032 $ 13,828 $ 32,597 $ 26,590 |
Redeemable Preferred Stock Proc
Redeemable Preferred Stock Proceeds and offering costs (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Schedule of Stockholders Equity [Table Text Block] | As of June 30, 2018 , cumulative gross proceeds and offering costs for our active equity offerings consisted of: (In thousands) Deferred Offering Costs Offering Total offering Gross proceeds as of June 30, 2018 % collected of total offering Reclassified as reductions of stockholders' equity Recorded as deferred assets Total Specifically identifiable offering costs (2) Total offering costs $1.5 Billion Unit Offering $ 1,500,000 $ 473,590 32 % $ 1,490 $ 3,230 $ 4,720 $ 44,821 $ 49,541 mShares Offering 500,000 28,844 6 % 205 3,344 3,549 1,363 4,912 Shelf Offering 300,000 (1) 98,080 33 % 664 1,302 1,966 3,001 4,967 Total $ 2,300,000 $ 600,514 $ 2,359 $ 7,876 $ 10,235 $ 49,185 $ 59,420 (1) A total of $150 million of the $300 million Shelf Offering is allocated exclusively to the 2016 ATM Offering. (2) These offering costs specifically identifiable to Unit offering closing transactions, such as commissions, dealer manager fees, and other registration fees, are reflected as a reduction of stockholders' equity at the time of closing. Aggregate offering expenses of the $1.5 Billion Unit Offering, including selling commissions and dealer manager fees, and of the mShares Offering, including dealer manager fees, are each individually capped at 11.5% of the aggregate gross proceeds of the two offerings, of which the Company will reimburse its Manager up to 1.5% of the gross proceeds of such offerings for all organization and offering expenses incurred, excluding selling commissions and dealer manager fees for the $1.5 Billion Unit Offering and excluding dealer manager fees for the mShares Offering; however, upon approval by the conflicts committee of the board of directors, the Company may reimburse its Manager for any such expenses incurred above the 1.5% amount as permitted by the Financial Industry Regulatory Authority, or FINRA. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions [Table Text Block] | (in thousands) Three months ended June 30, Six months ended June 30, 2018 2017 2018 2017 $ 3,930 $ 3,018 $ 7,539 $ 5,795 (In thousands) Three months ended June 30, Six months ended June 30, Type of Compensation Basis of Compensation 2018 2017 2018 2017 Acquisition fees As of July 1, 2017, 1.0% of the gross purchase price of real estate assets $ 2,861 $ — $ 4,620 $ — Loan origination fees 1.0% of the maximum commitment of any real estate loan, note or line of credit receivable 411 417 1,211 417 Loan coordination fees 1.6% of any assumed, new or supplemental debt incurred in connection with an acquired property. Effective July 1, 2017, the fee was reduced to 0.6% of any such debt 814 956 1,554 3,010 Asset management fees Monthly fee equal to one-twelfth of 0.50% of the total book value of assets, as adjusted 3,600 3,059 7,265 6,122 Property management fees Monthly fee up to 4% of the monthly gross revenues of the properties managed 2,148 1,560 4,241 2,985 General and administrative expense fees Monthly fee equal to 2% of the monthly gross revenues of the Company 1,535 1,260 2,968 2,544 Construction management fees Quarterly fee for property renovation and takeover projects 142 89 273 160 $ 11,511 $ 7,341 $ 22,132 $ 15,238 |
Dividends (Tables)
Dividends (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Dividends Payable [Line Items] | |
dividend activity [Table Text Block] | The Company's dividend and distribution activity consisted of: Dividends and distributions declared For the six months ended June 30, 2018 2017 (in thousands) Series A Preferred Stock $ 39,737 $ 29,609 mShares 704 — Common Stock 19,906 13,510 Class A OP Units 542 411 Total $ 60,889 $ 43,530 |
Dividends Series A Preferred St
Dividends Series A Preferred Stock (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Series A Preferred Stock [Abstract] | |
dividend activity [Table Text Block] | The Company's dividend and distribution activity consisted of: Dividends and distributions declared For the six months ended June 30, 2018 2017 (in thousands) Series A Preferred Stock $ 39,737 $ 29,609 mShares 704 — Common Stock 19,906 13,510 Class A OP Units 542 411 Total $ 60,889 $ 43,530 |
Dividends Class A Distributions
Dividends Class A Distributions (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Noncontrolling Interest [Abstract] | |
partnership unit distributions [Table Text Block] | Dividends and distributions declared For the six months ended June 30, 2018 2017 (in thousands) Series A Preferred Stock $ 39,737 $ 29,609 mShares 704 — Common Stock 19,906 13,510 Class A OP Units 542 411 Total $ 60,889 $ 43,530 |
Dividends Dividend characteriza
Dividends Dividend characterization (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Dividend characterization [Abstract] | |
dividends and distributions [Text Block] | Dividends and Distributions The Company declares and pays monthly cash dividend distributions on its Series A Preferred Stock in the amount of $5.00 per share per month and beginning in March 2017, on its Series M Preferred Stock, on an escalating scale of $4.79 per month in year one, increasing to $6.25 per month in year eight and beyond. All preferred stock dividends are prorated for partial months at issuance as necessary. The Company declared quarterly cash dividends on its Common Stock of $0.505 and $0.455 per share for the six-month periods ended June 30, 2018 and 2017, respectively. The holders of Class A OP Units of the Operating Partnership are entitled to equivalent distributions as those declared on the Common Stock. At June 30, 2018 , the Company had 1,070,103 Class A OP Units outstanding, which are exchangeable on a one-for-one basis for shares of Common Stock or the equivalent amount of cash. The Company's dividend and distribution activity consisted of: Dividends and distributions declared For the six months ended June 30, 2018 2017 (in thousands) Series A Preferred Stock $ 39,737 $ 29,609 mShares 704 — Common Stock 19,906 13,510 Class A OP Units 542 411 Total $ 60,889 $ 43,530 |
Equity Compensation (Tables)
Equity Compensation (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity Compensation [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The underlying valuation assumptions and results for the Class B OP Unit awards were: Grant dates 1/2/2018 1/3/2017 Stock price $ 20.19 $ 14.79 Dividend yield 4.95 % 5.95 % Expected volatility 25.70 % 26.40 % Risk-free interest rate 2.71 % 2.91 % Number of Units granted: One year vesting period 171,988 198,184 Three year vesting period 84,099 88,208 256,087 286,392 Calculated fair value per Unit $ 16.66 $ 11.92 Total fair value of Units $ 4,266,409 $ 3,413,793 Target market threshold increase $ 5,660,580 $ 4,598,624 The expected dividend yield assumptions were derived from the Company’s closing prices of the Common Stock on the grant dates and the projected future quarterly dividend payments per share of $0.22 for the 2017 awards and $0.25 for the 2018 awards. For the 2017 and 2018 awards, the Company's own stock price history was utilized as the basis for deriving the expected volatility assumption. The risk-free rate assumptions were obtained from the Federal Reserve yield table and were calculated as the interpolated rate between the 20 and 30 year yield percentages on U. S. Treasury securities on the grant dates. Since the Class B OP Units have no expiration date, a derived service period of one year was utilized, which equals the period of time from the grant date to the initial valuation date. Restricted Stock Units On January 3, 2017, the Company caused the Operating Partnership to grant 26,900 restricted stock units, or RSUs to certain employees of affiliates of the Company, for service to be rendered during 2017, 2018 and 2019. On January 2, 2018, the Company caused the Operating Partnership to grant 20,720 restricted stock units, or RSUs, for service to be rendered during 2018, 2019 and 2020. The RSUs vest in three equal consecutive one-year tranches from the date of grant. For each grant, on the Initial Valuation Date, the market capitalization of the number of shares of Common Stock at the date of grant is compared to the market capitalization of the same number of shares of Common Stock at the Initial Valuation Date. If the market capitalization measure results in an increase which exceeds the target market threshold, the Vested RSUs become earned RSUs and automatically convert into Common Stock on a one-to-one basis. Vested RSUs may become Earned RSUs on a pro-rata basis should the result of the market capitalization test be an increase of less than the target market threshold. Any Vested RSUs that do not become Earned RSUs on the Initial Valuation Date are subsequently remeasured on a quarterly basis until such time as all Vested RSUs become Earned RSUs or are forfeited due to termination of continuous service due to an event other than as a result of a qualified event, which is generally the death or disability of the holder. Continuous service through the final valuation date is required for the Vested RSUs to qualify to become fully Earned RSUs. Because RSUs are valued using the identical market condition vesting requirement that determines the transition of the Vested Class B Units to Earned Class B Units, the same valuation assumptions and Monte Carlo result of $16.66 and $11.92 per RSU were utilized to calculate the total fair values of the RSUs of $345,195 and $320,648 for the 2018 and 2017 grants, respectively. The total fair value amounts pertaining to grants of RSUs, net of forfeitures, are amortized as compensation expense over the three one-year periods ending on the three successive anniversaries of the grant dates. As of June 30, 2018, a total of 4,760 RSUs have been forfeited from the 2017 grant and a total of 880 RSUs have been forfeited from the 2018 grant. |
equity compensation expense [Table Text Block] | Equity compensation expense by award type for the Company was: Three months ended June 30, Six months ended June 30, Unamortized expense as of June 30, (in thousands) 2018 2017 2018 2017 2018 Class B Unit awards: Executive officers - 2016 $ 74 $ 74 $ 148 $ 163 $ 151 Executive officers - 2017 88 679 195 1,334 529 Executive officers - 2018 648 — 1,464 — 2,166 Restricted stock grants: 2016 — 34 — 137 — 2017 30 60 120 60 — 2018 60 — 60 — 300 Restricted stock units: 2017 22 24 43 50 130 2018 28 — 55 — 275 Total $ 950 $ 871 $ 2,085 $ 1,744 $ 3,551 |
ClassBUnitGrantsvaluationassumptions [Table Text Block] | The underlying valuation assumptions and results for the Class B OP Unit awards were: Grant dates 1/2/2018 1/3/2017 Stock price $ 20.19 $ 14.79 Dividend yield 4.95 % 5.95 % Expected volatility 25.70 % 26.40 % Risk-free interest rate 2.71 % 2.91 % Number of Units granted: One year vesting period 171,988 198,184 Three year vesting period 84,099 88,208 256,087 286,392 Calculated fair value per Unit $ 16.66 $ 11.92 Total fair value of Units $ 4,266,409 $ 3,413,793 Target market threshold increase $ 5,660,580 $ 4,598,624 |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | Restricted Stock Grants The following annual grants of restricted stock were made to members of the Company's independent directors, as payment of the annual retainer fees. The restricted stock grants for the 2016, 2017 and 2018 service years vested (or are scheduled to vest) on a pro-rata basis over the four consecutive 90-day periods following the date of grant. Service year Shares Fair value per share Total compensation cost (in thousands) 2016 30,990 $ 13.23 $ 410 2017 24,408 $ 14.75 $ 360 2018 24,810 $ 14.51 $ 360 |
Indebtedness (Tables)
Indebtedness (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments [Table Text Block] | The following table summarizes our mortgage notes payable at June 30, 2018 : (dollars in thousands) Fixed rate mortgage debt: Principal balances due Weighted-average interest rate Weighted average remaining life (years) Multifamily communities $ 927,782 3.76 % 7.4 New Market Properties 385,555 3.87 % 7.3 Preferred Office Properties 246,782 4.20 % 16.6 Student housing properties 126,026 3.97 % 3.4 Total fixed rate mortgage debt $ 1,686,145 3.87 % 8.7 Variable rate mortgage debt: Multifamily communities $ 159,885 4.18 % 3.0 New Market Properties 62,011 4.61 % 3.1 Preferred Office Properties — — 0 Student housing properties 127,851 5.19 % 1.9 Total variable rate mortgage debt $ 349,747 4.62 % 2.6 Total mortgage debt: Multifamily communities $ 1,087,667 3.82 % 6.8 New Market Properties 447,566 3.97 % 6.8 Preferred Office Properties 246,782 4.20 % 16.6 Student housing properties 253,877 4.58 % 4.0 Total principal amount 2,035,892 4.00 % 7.6 Deferred loan costs (32,361 ) Mark to market loan adjustment (5,017 ) Mortgage notes payable, net $ 1,998,514 Mortgage Financing of Property Acquisitions The Company partially financed the real estate properties acquired during the six-month period ended June 30, 2018 with mortgage debt as shown in the following table: Property Date Initial principal amount (in thousands) Fixed/Variable rate Rate Maturity date Lux at Sorrel 1/9/2018 $ 31,525 Fixed 3.91 % 2/1/2030 Green Park 2/28/2018 39,750 Fixed 4.09 % 3/10/2028 Armour Yards 1/29/2018 40,000 Fixed 4.10 % 2/1/2028 Anderson Central (1) 3/16/2018 12,000 Fixed 4.32 % 4/1/2028 Greensboro Village 5/22/2018 8,550 Fixed 4.20 % 6/1/2028 Governors Towne Square 5/22/2018 11,375 Fixed 4.20 % 6/1/2028 Conway Plaza 6/29/2018 9,783 Fixed 4.29 % 7/5/2028 The Tradition 5/10/2018 30,000 400 + LIBOR 6.09 % 6/6/2021 Retreat at Orlando (2) 5/31/2018 47,125 Fixed 4.09 % 9/1/2025 The Bloc 6/27/2018 28,966 355 + LIBOR 5.64 % 7/9/2021 $ 259,074 |
mortgage debt summary by segment [Table Text Block] | (dollars in thousands) Fixed rate mortgage debt: Principal balances due Weighted-average interest rate Weighted average remaining life (years) Multifamily communities $ 927,782 3.76 % 7.4 New Market Properties 385,555 3.87 % 7.3 Preferred Office Properties 246,782 4.20 % 16.6 Student housing properties 126,026 3.97 % 3.4 Total fixed rate mortgage debt $ 1,686,145 3.87 % 8.7 Variable rate mortgage debt: Multifamily communities $ 159,885 4.18 % 3.0 New Market Properties 62,011 4.61 % 3.1 Preferred Office Properties — — 0 Student housing properties 127,851 5.19 % 1.9 Total variable rate mortgage debt $ 349,747 4.62 % 2.6 Total mortgage debt: Multifamily communities $ 1,087,667 3.82 % 6.8 New Market Properties 447,566 3.97 % 6.8 Preferred Office Properties 246,782 4.20 % 16.6 Student housing properties 253,877 4.58 % 4.0 Total principal amount 2,035,892 4.00 % 7.6 Deferred loan costs (32,361 ) Mark to market loan adjustment (5,017 ) Mortgage notes payable, net $ 1,998,514 |
debt covenant [Table Text Block] | As of June 30, 2018 , the Company was in compliance with all covenants related to the Revolving Line of Credit, as shown in the following table: Covenant (1) Requirement Result Net worth Minimum $1.35 billion (2) $1.43 billion Debt yield Minimum 8.0% 9.8% Payout ratio Maximum 95.0% (3) 89.4% Total leverage ratio Maximum 65.0% 58.0% Debt service coverage ratio Minimum 1.50x 1.92x (1) All covenants are as defined in the credit agreement for the Revolving Line of Credit. (2) Minimum of $686.9 million plus 75% of the net proceeds of any equity offering, which totaled approximately $1.35 billion as of June 30, 2018 . (3) Calculated on a trailing four-quarter basis. For the twelve-month period ended June 30, 2018 , the maximum dividends and distributions allowed under this covenant was approximately $120.1 million . |
mortgage interest [Table Text Block] | Three months ended June 30, Six months ended June 30, (in thousands) 2018 2017 2018 2017 Multifamily communities $ 11,252 $ 8,501 $ 22,188 $ 15,909 New Market Properties 4,629 3,510 8,985 6,840 Preferred Office Properties 2,666 1,677 5,207 3,354 Student housing properties 2,384 719 4,075 1,196 Interest paid to real estate loan participants 557 586 944 1,256 Total 21,488 14,993 41,399 28,555 Credit Facility and Acquisition Facility 859 1,405 1,916 2,851 Interest Expense $ 22,347 $ 16,398 $ 43,315 $ 31,406 |
Schedule of Maturities of Long-term Debt [Table Text Block] | Period Future principal payments (in thousands) 2018 $ 54,733 (1) 2019 282,775 2020 85,809 2021 190,404 2022 206,228 thereafter 1,254,443 Total $ 2,074,392 (1) Includes the principal amount of $38.5 million due on the Company's Revolving Line of Credit. |
Schedule of Debt [Table Text Block] | Period Future principal payments (in thousands) 2018 $ 54,733 (1) 2019 282,775 2020 85,809 2021 190,404 2022 206,228 thereafter 1,254,443 Total $ 2,074,392 (1) Includes the principal amount of $38.5 million due on the Company's Revolving Line of Credit. |
Segment information (Tables)
Segment information (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting Information [Line Items] | |
Reconciliation of Revenue from Segments to Consolidated [Table Text Block] | Three months ended June 30, Six months ended June 30, (in thousands) 2018 2017 2018 2017 Revenues Rental revenues: Multifamily communities $ 36,226 $ 28,786 $ 72,508 $ 55,992 Student housing properties 6,882 2,720 12,394 4,589 New Market Properties 13,352 10,133 26,315 19,916 Preferred Office Properties (1) 9,739 6,602 19,059 13,108 Total rental revenues 66,199 48,241 130,276 93,605 Other revenues: Multifamily communities 4,106 3,331 7,979 6,309 Student housing properties 321 174 562 240 New Market Properties 4,860 3,632 9,812 7,285 Preferred Office Properties 3,372 2,123 6,531 4,292 Total other revenues 12,659 9,260 24,884 18,126 Financing revenues 17,531 13,389 31,599 25,721 Consolidated revenues $ 96,389 $ 70,890 $ 186,759 $ 137,452 (1) Included in rental revenues for our Preferred Office Properties segment is the amortization of deferred revenue for tenant-funded leasehold improvements from a major tenant in our Three Ravinia office building. As of June 30, 2018, the Company has deferred revenue in an aggregate amount of $36.3 million in connection with such improvements. The remaining balance to be recognized is approximately $34.4 million which is included in the deferred revenues line on the consolidated balance sheets at June 30, 2018. These total costs will be amortized over the lesser of the useful lives of the improvements or the individual lease terms. The Company recorded noncash revenue of approximately $1.1 million and $0.2 million for the six-month periods ended June 30, 2018 and 2017. |
Segment Reporting Disclosure [Text Block] | Segment Information The Company's Chief Operating Decision Maker, or CODM, evaluates the performance of the Company's business operations and allocates financial and other resources by assessing the financial results and outlook for future performance across five distinct segments: multifamily communities, student housing properties, real estate related financing, New Market Properties and Preferred Office Properties. Multifamily Communities - consists of the Company's portfolio of owned residential multifamily communities Student Housing Properties - consists of the Company's portfolio of owned student housing properties. Financing - consists of the Company's portfolio of real estate loans, bridge loans, and other instruments deployed by the Company to partially finance the development, construction, and prestabilization carrying costs of new multifamily communities and other real estate and real estate related assets, as well as the Company's investment in the Series 2018-ML04 mortgage-backed pool. Excluded from the financing segment are financial results of the Company's Dawson Marketplace grocery-anchored shopping center real estate loan, which are included in the New Market Properties segment. New Market Properties - consists of the Company's portfolio of grocery-anchored shopping centers, which are owned by New Market Properties, LLC, a wholly-owned subsidiary of the Company, as well as the financial results from the Company's grocery-anchored shopping center real estate loans. Preferred Office Properties - consists of the Company's portfolio of office buildings. The CODM monitors net operating income (“NOI”) on a segment and a consolidated basis as a key performance measure for its operating segments. NOI is defined as rental and other property revenue from real estate assets plus interest income from its loan portfolio less total property operating and maintenance expenses, property management fees, real estate taxes, property insurance, and general and administrative expenses. The CODM uses NOI as a measure of operating performance because it provides a measure of the core operations, rather than factoring in depreciation and amortization, financing costs, acquisition expenses, and other expenses generally incurred at the corporate level. The following tables present the Company's assets, revenues, and NOI results by reportable segment, as well as a reconciliation from NOI to net income (loss). The assets attributable to 'Other' primarily consist of deferred offering costs recorded but not yet reclassified as reductions of stockholders' equity and cash balances at the Company and Operating Partnership levels. As of June 30, 2018, the Company's student housing properties segment is presented separately because the assets of the student housing properties segment exceeded 10% of the Company's consolidated assets. Prior period data has been adjusted from that which was previously reported to reflect this development. In prior periods, student housing properties and multifamily communities were combined. (in thousands) June 30, 2018 December 31, 2017 Assets: Multifamily communities $ 1,462,473 $ 1,410,187 Student housing properties 420,615 227,198 Financing (including $266,673 of consolidated assets of VIE) 703,601 439,824 New Market Properties 815,139 742,492 Preferred Office Properties 491,482 413,666 Other 14,916 19,003 Consolidated assets $ 3,908,226 $ 3,252,370 Total capitalized expenditures (inclusive of additions to construction in progress, but exclusive of the purchase price of acquisitions) for the three months and six months ended June 30, 2018 and 2017 were as follows: Three months ended June 30, Six months ended June 30, (in thousands) 2018 2017 2018 2017 Capitalized expenditures: Multifamily communities $ 5,859 $ 3,584 $ 10,698 $ 5,773 Student housing properties 927 151 1,208 335 New Market Properties 1,002 1,217 1,787 1,539 Total $ 7,788 $ 4,952 $ 13,693 $ 7,647 Second-generation capital expenditures exclude those expenditures made in our office building portfolio (i) to lease space to "first generation" tenants (i.e. leasing capital for existing vacancies and known move-outs at the time of acquisition), (ii) to bring recently acquired properties up to our Class A ownership standards (and which amounts were underwritten into the total investment at the time of acquisition), (iii) for property re-developments and repositionings and (iv) for building improvements that are recoverable from future operating cost savings. Three months ended June 30, Six months ended June 30, (in thousands) 2018 2017 2018 2017 Revenues Rental revenues: Multifamily communities $ 36,226 $ 28,786 $ 72,508 $ 55,992 Student housing properties 6,882 2,720 12,394 4,589 New Market Properties 13,352 10,133 26,315 19,916 Preferred Office Properties (1) 9,739 6,602 19,059 13,108 Total rental revenues 66,199 48,241 130,276 93,605 Other revenues: Multifamily communities 4,106 3,331 7,979 6,309 Student housing properties 321 174 562 240 New Market Properties 4,860 3,632 9,812 7,285 Preferred Office Properties 3,372 2,123 6,531 4,292 Total other revenues 12,659 9,260 24,884 18,126 Financing revenues 17,531 13,389 31,599 25,721 Consolidated revenues $ 96,389 $ 70,890 $ 186,759 $ 137,452 (1) Included in rental revenues for our Preferred Office Properties segment is the amortization of deferred revenue for tenant-funded leasehold improvements from a major tenant in our Three Ravinia office building. As of June 30, 2018, the Company has deferred revenue in an aggregate amount of $36.3 million in connection with such improvements. The remaining balance to be recognized is approximately $34.4 million which is included in the deferred revenues line on the consolidated balance sheets at June 30, 2018. These total costs will be amortized over the lesser of the useful lives of the improvements or the individual lease terms. The Company recorded noncash revenue of approximately $1.1 million and $0.2 million for the six-month periods ended June 30, 2018 and 2017. Three months ended June 30, Six months ended June 30, (in thousands) 2018 2017 2018 2017 Segment net operating income (Segment NOI) Multifamily communities $ 22,744 $ 17,621 $ 46,268 $ 33,935 Student housing properties 3,905 1,635 6,941 2,651 Financing 17,531 13,389 31,599 25,721 New Market Properties 12,812 9,659 25,485 19,084 Preferred Office Properties 9,334 6,286 18,397 12,504 Consolidated segment net operating income 66,326 48,590 128,690 93,895 Interest and loss on early debt extinguishment: Multifamily communities 11,253 8,502 22,188 15,910 Student housing properties 2,384 719 4,075 1,196 New Market Properties 4,629 3,510 8,985 6,840 Preferred Office Properties 2,666 1,677 5,207 3,354 Financing 1,415 1,990 2,860 4,106 Depreciation and amortization: Multifamily communities 20,320 15,611 42,023 29,277 Student housing properties 7,496 2,537 12,601 3,554 New Market Properties 9,177 7,062 18,057 14,103 Preferred Office Properties 5,102 3,247 10,030 6,349 Professional fees 768 499 1,243 1,026 Management fees, net of forfeitures 5,192 4,693 10,213 9,031 Acquisition costs: Multifamily communities — — — (20 ) Student housing properties — — — — New Market Properties — — — 25 Preferred Office Properties — 5 — 9 Equity compensation to directors and executives 950 871 2,085 1,744 Gain on sale of real estate 2 6,915 20,356 37,639 Gain on noncash net assets of consolidated VIEs 54 — 54 — Loss on extinguishment of debt — 888 — 888 Other 308 390 548 776 Net income (loss) $ (5,278 ) $ 3,304 8,985 33,366 |
segment assets [Table Text Block] | (in thousands) June 30, 2018 December 31, 2017 Assets: Multifamily communities $ 1,462,473 $ 1,410,187 Student housing properties 420,615 227,198 Financing (including $266,673 of consolidated assets of VIE) 703,601 439,824 New Market Properties 815,139 742,492 Preferred Office Properties 491,482 413,666 Other 14,916 19,003 Consolidated assets $ 3,908,226 $ 3,252,370 |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three months ended June 30, Six months ended June 30, (in thousands) 2018 2017 2018 2017 Segment net operating income (Segment NOI) Multifamily communities $ 22,744 $ 17,621 $ 46,268 $ 33,935 Student housing properties 3,905 1,635 6,941 2,651 Financing 17,531 13,389 31,599 25,721 New Market Properties 12,812 9,659 25,485 19,084 Preferred Office Properties 9,334 6,286 18,397 12,504 Consolidated segment net operating income 66,326 48,590 128,690 93,895 Interest and loss on early debt extinguishment: Multifamily communities 11,253 8,502 22,188 15,910 Student housing properties 2,384 719 4,075 1,196 New Market Properties 4,629 3,510 8,985 6,840 Preferred Office Properties 2,666 1,677 5,207 3,354 Financing 1,415 1,990 2,860 4,106 Depreciation and amortization: Multifamily communities 20,320 15,611 42,023 29,277 Student housing properties 7,496 2,537 12,601 3,554 New Market Properties 9,177 7,062 18,057 14,103 Preferred Office Properties 5,102 3,247 10,030 6,349 Professional fees 768 499 1,243 1,026 Management fees, net of forfeitures 5,192 4,693 10,213 9,031 Acquisition costs: Multifamily communities — — — (20 ) Student housing properties — — — — New Market Properties — — — 25 Preferred Office Properties — 5 — 9 Equity compensation to directors and executives 950 871 2,085 1,744 Gain on sale of real estate 2 6,915 20,356 37,639 Gain on noncash net assets of consolidated VIEs 54 — 54 — Loss on extinguishment of debt — 888 — 888 Other 308 390 548 776 Net income (loss) $ (5,278 ) $ 3,304 8,985 33,366 |
Loss per Share (Tables)
Loss per Share (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |
earnings loss per share [Table Text Block] | Three months ended June 30, Six months ended June 30, (in thousands, except per-share figures) 2018 2017 2018 2017 Numerator: Net income (loss) before gain on sale of real estate $ (5,280 ) $ (3,611 ) $ (11,371 ) $ (4,273 ) Gain on sale of real estate, net of disposition expenses 2 6,915 20,356 37,639 Net income (loss) (5,278 ) 3,304 8,985 33,366 Consolidated net (income) loss attributable to non-controlling interests (A) 140 (97 ) (240 ) (1,096 ) Net income (loss) attributable to the Company (5,138 ) 3,207 8,745 32,270 Dividends declared to preferred stockholders (B) (20,924 ) (15,235 ) (40,441 ) (29,621 ) Earnings attributable to unvested restricted stock (C) (6 ) (6 ) (8 ) (8 ) Net income (loss) attributable to common stockholders $ (26,068 ) $ (12,034 ) $ (31,704 ) $ 2,641 Denominator: Weighted average number of shares of Common Stock - basic 39,383 29,894 39,241 28,423 Effect of dilutive securities: (D) — — — — Weighted average number of shares of Common Stock, basic and diluted 39,383 29,894 39,241 28,423 Net loss per share of Common Stock attributable to common stockholders, basic and diluted $ (0.66 ) $ (0.40 ) $ (0.81 ) $ 0.09 |
Fair Values of Financial Inst37
Fair Values of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Fair Values of Financial Instruments [Abstract] | |
Fair Value, Assets Measured on Recurring Basis [Table Text Block] | e following table presents the estimated fair values of the consolidated assets and liabilities from the ML-04 VIE, for which the Company has elected the fair value option. As of June 30, 2018 Carrying value Fair value measurements using fair value hierarchy (in thousands) Fair Value Level 1 Level 2 Level 3 Financial Assets: VIE assets from mortgage-backed pool $ 266,673 $ 266,673 $ — $ — $ 266,673 Financial Liabilities: VIE liabilities from mortgage-backed pool $ 261,879 $ 261,879 $ — $ — $ 261,879 Disclosure guidance under GAAP requires the Company to determine whether the fair value of the financial assets or the fair value of the financial liabilities of the ML-04 trust is more observable. The VIE assets within the ML-04 Trust consist of mortgage loans which finance 20 multifamily communities. The fair value of the VIE assets within the level 3 hierarchy are comprised of the fair value of the mortgages as estimated by the Company, which were developed utilizing a discounted cash flow model over the remaining terms of the mortgages until their maturity dates and utilizing discount rates believed to approximate the market risk factor for instruments of similar type and duration. The fair value of the notes are categorized within the level 3 hierarchy of fair value estimation as the discount rate primary input assumption is unobservable. |
Fair Value Measurements, Nonrecurring [Table Text Block] | As of June 30, 2018 Carrying value Fair value measurements using fair value hierarchy (in thousands) Fair Value Level 1 Level 2 Level 3 Financial Assets: Real estate loans (1) $ 374,208 $ 425,927 $ — $ — $ 425,927 Notes receivable and line of credit receivable 37,356 37,356 — — 37,356 $ 411,564 $ 463,283 $ — $ — $ 463,283 Financial Liabilities: Mortgage notes payable $ 2,035,892 $ 2,007,868 $ — $ — $ 2,007,868 Revolving credit facility 38,500 38,500 — — 38,500 Loan participation obligations 10,920 11,001 — — 11,001 $ 2,085,312 $ 2,057,369 $ — $ — $ 2,057,369 As of December 31, 2017 Carrying value Fair value measurements using fair value hierarchy (in thousands) Fair Value Level 1 Level 2 Level 3 Financial Assets: Real estate loans (1) $ 386,796 $ 432,982 $ — $ — $ 432,982 Notes receivable and line of credit receivable 40,057 40,057 — — 40,057 $ 426,853 $ 473,039 $ — $ — $ 473,039 Financial Liabilities: Mortgage notes payable $ 1,806,901 1,806,024 $ — $ — $ 1,806,024 Revolving credit facility 41,800 41,800 — — 41,800 Term loan 11,000 11,000 — — 11,000 Loan participation obligations 13,986 14,308 — — 14,308 $ 1,873,687 $ 1,873,132 $ — $ — $ 1,873,132 (1) The carrying value of real estate assets includes the Company's balance of the Palisades and Encore real estate loan investments, which includes the amounts funded by unrelated participants. The loan participation obligations are the amounts due to the participants under these arrangements. Accrued interest included in the carrying values of the Company's loan participation obligations was approximately $1.3 million and $1.5 million at June 30, 2018 and December 31, 2017 , respectively. The following table presents activity of the ML-04 VIE for the three-month and six-month period ended June 30, 2018: Assets Liabilities (in thousands) Multifamily mortgage loans held in VIEs at fair value VIE liabilities, at fair value Net Balance as of December 31, 2017 $ — $ — $ — Initial consolidation of ML-04 trust: 267,705 262,965 4,740 Gains (losses) included in net income due to change in fair value of net assets of VIE: (861 ) (915 ) 54 Repayments of underlying mortgage principal amounts and repayments to Class A holders (171 ) (171 ) — Balance as of June 30, 2018 $ 266,673 $ 261,879 $ 4,794 The following table presents the level 3 input used to calculate the fair value of the consolidated assets and liabilities of the ML-04 VIE: Fair value Valuation methodology Unobservable input Assets: Multifamily mortgage loans held in VIEs at fair value $ 266,673 Discounted cash flow Discount rate 4.9 % Liabilities: VIE liabilities, at fair value $ 261,879 Discounted cash flow Discount rate 4.9 % The following table presents the estimated fair values of the consolidated assets and liabilities from the ML-04 VIE, for which the Company has elected the fair value option. As of June 30, 2018 Carrying value Fair value measurements using fair value hierarchy (in thousands) Fair Value Level 1 Level 2 Level 3 Financial Assets: VIE assets from mortgage-backed pool $ 266,673 $ 266,673 $ — $ — $ 266,673 Financial Liabilities: VIE liabilities from mortgage-backed pool $ 261,879 $ 261,879 $ — $ — $ 261,879 |
Organization (Details)
Organization (Details) | Jun. 30, 2018$ / sharesshares | Dec. 31, 2017$ / sharesshares |
Class of Stock [Line Items] | ||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | |
Common Stock, Shares, Outstanding | 39,725,664 | |
Noncontrolling Interest, Ownership Percentage by Parent | 97.40% | |
minority interest partnership units outstanding | 1,070,103 | |
daycountvolweightedavgcalcformarketvalue | 20 | |
Common Stock [Member] | ||
Class of Stock [Line Items] | ||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 |
Common Stock, Shares, Outstanding | 39,726,000 | 38,565,000 |
Real Estate Assets - Narrative
Real Estate Assets - Narrative (Details) | Mar. 07, 2017USD ($) | Jun. 30, 2018USD ($)ft² | Jun. 30, 2017USD ($)ft² | Jun. 30, 2018USD ($)ft² | Jun. 30, 2017USD ($)ft² | Jun. 30, 2018USD ($) | Jun. 30, 2018 | Dec. 31, 2017USD ($)ft² |
Business Acquisition | ||||||||
Intangible Assets, Gross (Excluding Goodwill) | $ 196,500,000 | |||||||
Number of units in real estate property | 575 | 1,025 | 575 | 1,025 | 9,768 | 9,521 | ||
Area of Real Estate Property | ft² | 4,449,860 | 4,449,860 | 4,055,461 | |||||
Revenues | $ 96,389,000 | $ 70,890,000 | $ 186,759,000 | $ 137,452,000 | ||||
Net Income contributed to consolidated results | (5,278,000) | 3,304,000 | 8,985,000 | 33,366,000 | ||||
Gains (Losses) on Sales of Investment Real Estate | 2,000 | 6,915,000 | 20,356,000 | 37,639,000 | ||||
Income (Loss) before Gain (Loss) on Sale of Properties | $ (5,280,000) | $ (3,611,000) | (11,371,000) | (4,273,000) | ||||
Finite-Lived Intangible Assets, Accumulated Amortization | $ 96,660,000 | $ 73,521,000 | ||||||
Finite-Lived Intangible Liabilities | 51,400,000 | |||||||
finite lived intangible liabilities accumulated amortization | 11,000,000 | |||||||
Retail Site [Member] | ||||||||
Business Acquisition | ||||||||
Number of Real Estate Properties | 43 | 39 | ||||||
Lake Cameron [Member] | ||||||||
Business Acquisition | ||||||||
Number of units in real estate property | 328 | |||||||
Net assets acquired | 43,500,000 | |||||||
Gains (Losses) on Sales of Investment Real Estate | 20,400,000 | |||||||
Income (Loss) before Gain (Loss) on Sale of Properties | 200,000 | $ 200,000 | ||||||
Sandstone Creek Apartments | ||||||||
Business Acquisition | ||||||||
Number of units in real estate property | 364 | |||||||
Net assets acquired | 48,100,000 | |||||||
Gains (Losses) on Sales of Investment Real Estate | 300,000 | |||||||
Income (Loss) before Gain (Loss) on Sale of Properties | 100,000 | |||||||
Ashford Park | ||||||||
Business Acquisition | ||||||||
Number of units in real estate property | 0 | |||||||
Net assets acquired | $ 65,500,000 | |||||||
Gains (Losses) on Sales of Investment Real Estate | 30,400,000 | |||||||
Income (Loss) before Gain (Loss) on Sale of Properties | $ 400,000 |
Real Estate Assets - Table of P
Real Estate Assets - Table of Properties Acquired (Details) | 6 Months Ended | |||||
Jun. 30, 2018USD ($)ft² | Jun. 30, 2018USD ($) | Jun. 30, 2018 | Jun. 30, 2018bed | Dec. 31, 2017USD ($)ft² | Jun. 30, 2017ft² | |
Business Acquisition | ||||||
Number of units in real estate property | 575 | 9,768 | 9,521 | 1,025 | ||
Area of Real Estate Property | 4,449,860 | 4,055,461 | ||||
Net Rentable Area | 182,450 | |||||
Restricted Cash and Cash Equivalents | $ | $ 53,982,000 | $ 51,969,000 | ||||
the tradition [Domain] | ||||||
Business Acquisition | ||||||
Number of beds, student housing | bed | 808 | |||||
Number of units in real estate property | 427 | |||||
retreat at orlando [Domain] | ||||||
Business Acquisition | ||||||
Number of beds, student housing | bed | 894 | |||||
Number of units in real estate property | 221 | |||||
the Bloc [Domain] | ||||||
Business Acquisition | ||||||
Number of beds, student housing | bed | 556 | |||||
Number of units in real estate property | 140 | |||||
Luxe Sorrel II [Member] | ||||||
Business Acquisition | ||||||
Number of units in real estate property | 265 | |||||
Luxe Sorrel II [Member] | ||||||
Business Acquisition | ||||||
Land | $ | 6,756,000 | |||||
Buildings and improvements | $ | 48,332,000 | |||||
Business Combination, Consideration Transferred | $ | $ 61,364,000 | |||||
Cash paid | $ | 21,364,000 | |||||
business combination purchase price | $ | $ 66,500,000 | |||||
Finite-Lived Intangible Assets, Remaining Amortization Period | 7 years 5 months | |||||
Green Park [Member] | ||||||
Business Acquisition | ||||||
Number of units in real estate property | 310 | |||||
SoL [Member] | ||||||
Business Acquisition | ||||||
Number of beds, student housing | bed | 639 | |||||
Land | $ | 7,441,000 | |||||
Buildings and improvements | $ | 40,059,000 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | $ | 3,771,000 | |||||
Finite-lived Intangible Assets Acquired | $ | $ 2,344,000 | |||||
business combinations, escrow fund asset recognized | $ | 51,000 | |||||
business combinations, accrued property tax liability | $ | 72,000 | |||||
Other liabilities | $ | $ (377,000) | |||||
Business Combination, Consideration Transferred | $ | 53,217,000 | |||||
Cash paid | $ | $ 15,732,000 | |||||
Number of units in real estate property | 224 | |||||
Mortgage debt | $ | $ 37,485,000 | |||||
Finite-Lived Intangible Assets, Remaining Amortization Period | 0 years | |||||
Student Housing Properties [Member] | ||||||
Business Acquisition | ||||||
Number of beds, student housing | bed | 2,258 | |||||
Number of units in real estate property | 788 | |||||
citrus village [Member] | ||||||
Business Acquisition | ||||||
business combination purchase price | $ | $ 197,000,000 | |||||
Lenox Portfolio [Member] | ||||||
Business Acquisition | ||||||
Net Rentable Area | 47,600 | |||||
retreat at greystone [Member] | ||||||
Business Acquisition | ||||||
Number of units in real estate property | 312 | |||||
founders village [Member] | ||||||
Business Acquisition | ||||||
Number of units in real estate property | 247 | |||||
claiborne crossing [Domain] | ||||||
Business Acquisition | ||||||
Number of units in real estate property | 242 | |||||
Greensboro Village [Member] | ||||||
Business Acquisition | ||||||
Net Rentable Area | 70,203 | |||||
Governors Towne Square [Member] | ||||||
Business Acquisition | ||||||
Net Rentable Area | 68,658 | |||||
neapolitan way [Domain] | ||||||
Business Acquisition | ||||||
Net Rentable Area | 137,580 | |||||
conway plaza [Member] | ||||||
Business Acquisition | ||||||
Net Rentable Area | 117,705 | |||||
Castleberry-Southard [Member] | ||||||
Business Acquisition | ||||||
Net Rentable Area | 80,018 | |||||
Rockbridge Village [Member] | ||||||
Business Acquisition | ||||||
Net Rentable Area | 102,432 | |||||
Retail Segment [Member] | ||||||
Business Acquisition | ||||||
Net Rentable Area | 394,146 |
Real Estate Assets - Purchase P
Real Estate Assets - Purchase Price Allocation (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Business Acquisition | |||||
Land | $ 470,014,000 | $ 470,014,000 | $ 406,794,000 | ||
Less: accumulated depreciation | (222,785,000) | (222,785,000) | (172,756,000) | ||
Building and improvements | 2,345,033,000 | 2,345,033,000 | 2,043,853,000 | ||
Furniture, fixtures, and equipment | 255,096,000 | 255,096,000 | 210,779,000 | ||
Construction in progress | 18,546,000 | 18,546,000 | 10,491,000 | ||
Real Estate Investment Property, at Cost | 3,173,677,000 | 3,173,677,000 | 2,735,342,000 | ||
Tenant Improvements | 84,988,000 | 84,988,000 | $ 63,425,000 | ||
Revenues | 96,389,000 | $ 70,890,000 | 186,759,000 | $ 137,452,000 | |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (5,278,000) | 3,304,000 | $ 8,985,000 | $ 33,366,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 20,720 | 26,900 | |||
acquisition fees paid to related party for woodstock | 3,930,000 | $ 3,018,000 | $ 7,539,000 | $ 5,795,000 | |
Q2 2018 NMP acquisitions [Domain] | |||||
Business Acquisition | |||||
Land | 24,504,000 | 24,504,000 | |||
Buildings and improvements | 50,086,000 | 50,086,000 | |||
Tenant Improvements | 4,018,000 | 4,018,000 | |||
Mortgage debt | 29,708,000 | ||||
Business Combination, Consideration Transferred | 84,622,000 | ||||
Revenues | 513,000 | 513,000 | |||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (248,000) | (248,000) | |||
capitalized acquisition costs asset acquisition | $ 1,229,000 | ||||
Finite-Lived Intangible Assets, Remaining Amortization Period | 6 years | ||||
Finite-Lived Intangible Asset, Acquired-in-Place Leases | 6,177,000 | $ 6,177,000 | |||
Other Finite-Lived Intangible Assets, Gross | 2,011,000 | 2,011,000 | |||
Off-market Lease, Unfavorable | (2,765,000) | (2,765,000) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | (812,000) | (812,000) | |||
business combination debt financing | 54,914,000 | ||||
Business Acquisition, Transaction Costs | 869,000 | 869,000 | |||
Finite-Lived Intangible Asset, Off-market Lease, Favorable, Gross | 1,383,000 | 1,383,000 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets | 0 | 0 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | 84,622,000 | 84,622,000 | |||
Payments for (Proceeds from) Delayed Tax Exempt Exchange | 0 | ||||
Q2 2017 NMP acquisitions [Domain] [Domain] | |||||
Business Acquisition | |||||
Land | 6,165,000 | 6,165,000 | |||
Buildings and improvements | 29,137,000 | 29,137,000 | |||
Tenant Improvements | 949,000 | 949,000 | |||
Mortgage debt | 8,339,000 | ||||
Business Combination, Consideration Transferred | 37,850,000 | ||||
Revenues | 875,000 | 1,763,000 | |||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (54,000) | (45,000) | |||
capitalized acquisition costs asset acquisition | $ 201,000 | ||||
Finite-Lived Intangible Assets, Remaining Amortization Period | 8 years 6 months | ||||
Finite-Lived Intangible Asset, Acquired-in-Place Leases | 2,240,000 | $ 2,240,000 | |||
Other Finite-Lived Intangible Assets, Gross | 767,000 | 767,000 | |||
Off-market Lease, Unfavorable | (1,414,000) | (1,414,000) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | (252,000) | (252,000) | |||
business combination debt financing | 25,750,000 | ||||
Business Acquisition, Transaction Costs | 42,000 | 42,000 | |||
Finite-Lived Intangible Asset, Off-market Lease, Favorable, Gross | 182,000 | 182,000 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets | 76,000 | 76,000 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | 37,850,000 | 37,850,000 | |||
Payments for (Proceeds from) Delayed Tax Exempt Exchange | 3,761,000 | ||||
westridge [Member] | |||||
Business Acquisition | |||||
Land | 6,756,000 | 6,756,000 | |||
Buildings and improvements | 48,332,000 | 48,332,000 | |||
Mortgage debt | 21,364,000 | ||||
Business Combination, Consideration Transferred | 61,364,000 | ||||
Revenues | 1,418,000 | 2,373,000 | |||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (84,000) | $ (254,000) | |||
Finite-Lived Intangible Assets, Remaining Amortization Period | 7 years 5 months | ||||
Business Combination Recognized Identifiable Assets Acquired and Liabilities Assumed tenant improvements | 6,201,000 | $ 6,201,000 | |||
Finite-Lived Intangible Asset, Acquired-in-Place Leases | 3,762,000 | 3,762,000 | |||
above market lease intangibles | 61,000 | 61,000 | |||
Other Finite-Lived Intangible Assets, Gross | 2,181,000 | 2,181,000 | |||
Off-market Lease, Unfavorable | (1,594,000) | (1,594,000) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | (4,335,000) | (4,335,000) | |||
business combination debt financing | 40,000,000 | ||||
Business Acquisition, Transaction Costs | 817,000 | 817,000 | |||
Acquisition costs paid to related party | 665,000 | ||||
SoL [Member] | |||||
Business Acquisition | |||||
Land | 7,441,000 | 7,441,000 | |||
Buildings and improvements | 40,059,000 | 40,059,000 | |||
Mortgage debt | 15,732,000 | ||||
Mortgage debt | 37,485,000 | ||||
business combinations, accrued property tax liability | (72,000) | (72,000) | |||
Business Combination, Consideration Transferred | 53,217,000 | ||||
Revenues | 1,363,000 | 2,707,000 | |||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (398,000) | (693,000) | |||
Other liabilities | (377,000) | (377,000) | |||
capitalized acquisition costs asset acquisition | 290,000 | ||||
acquisition fees paid to related party for woodstock | $ 60,000 | ||||
Finite-Lived Intangible Assets, Remaining Amortization Period | 0 years | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 3,771,000 | $ 3,771,000 | |||
Amortization | 2,344,000 | ||||
business combinations, escrow fund asset recognized | 51,000 | 51,000 | |||
Student Housing Properties [Member] | |||||
Business Acquisition | |||||
Land | 23,149,000 | 23,149,000 | |||
Buildings and improvements | 146,856,000 | 146,856,000 | |||
Mortgage debt | 92,212,000 | ||||
Mortgage debt | 106,091,000 | ||||
business combinations, accrued property tax liability | (942,000) | (942,000) | |||
Business Combination, Consideration Transferred | 198,303,000 | ||||
Revenues | 1,486,000 | 1,486,000 | |||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (2,019,000) | (2,019,000) | |||
Other liabilities | (719,000) | (719,000) | |||
capitalized acquisition costs asset acquisition | 2,555,000 | ||||
acquisition fees paid to related party for woodstock | $ 1,970,000 | ||||
Finite-Lived Intangible Assets, Remaining Amortization Period | 5 years 2 months | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 27,211,000 | $ 27,211,000 | |||
Amortization | 2,493,000 | ||||
business combinations, escrow fund asset recognized | 309,000 | 309,000 | |||
Luxe Sorrel II [Member] | |||||
Business Acquisition | |||||
Land | 12,810,000 | 12,810,000 | |||
Buildings and improvements | 73,773,000 | 73,773,000 | |||
Mortgage debt | 37,427,000 | ||||
Mortgage debt | 71,275,000 | ||||
business combinations, accrued property tax liability | (166,000) | (166,000) | |||
Business Combination, Consideration Transferred | 108,702,000 | ||||
Revenues | 2,514,000 | 3,980,000 | |||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (2,028,000) | (3,543,000) | |||
Other liabilities | (183,000) | (183,000) | |||
capitalized acquisition costs asset acquisition | 2,347,000 | ||||
acquisition fees paid to related party for woodstock | $ 1,094,000 | ||||
Finite-Lived Intangible Assets, Remaining Amortization Period | 9 years 11 months | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 17,969,000 | $ 17,969,000 | |||
Amortization | 4,306,000 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt | 193,000 | 193,000 | |||
Q2 2017 MF acquisitions [Domain] | |||||
Business Acquisition | |||||
Land | 16,348,000 | 16,348,000 | |||
Buildings and improvements | 132,861,000 | 132,861,000 | |||
Mortgage debt | 64,618,000 | ||||
Mortgage debt | 118,798,000 | ||||
business combinations, accrued property tax liability | (363,000) | (363,000) | |||
Business Combination, Consideration Transferred | 183,416,000 | ||||
Revenues | 4,563,000 | 8,956,000 | |||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (1,223,000) | (3,715,000) | |||
Other liabilities | (367,000) | (367,000) | |||
capitalized acquisition costs asset acquisition | 2,237,000 | ||||
acquisition fees paid to related party for woodstock | $ 110,000 | ||||
Finite-Lived Intangible Assets, Remaining Amortization Period | 0 years | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 28,421,000 | $ 28,421,000 | |||
Amortization | 6,159,000 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt | $ 357,000 | $ 357,000 |
Real Estate Assets - Depreciati
Real Estate Assets - Depreciation and Amortization (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Depreciation: | |||||
Depreciation | $ 29,754,000 | $ 20,776,000 | $ 57,744,000 | $ 39,064,000 | |
Amortization: | |||||
Depreciation and amortization | 42,095,000 | 28,457,000 | 82,711,000 | 53,283,000 | |
Below Market Lease, Accumulated Amortization | 11,014,000 | 11,014,000 | $ 8,095,000 | ||
Furniture and Fixtures [Member] | |||||
Depreciation: | |||||
Depreciation | 11,398,000 | 7,352,000 | 21,910,000 | 13,219,000 | |
Building and Building Improvements [Member] | |||||
Depreciation: | |||||
Depreciation | 18,356,000 | 13,424,000 | 35,834,000 | 25,845,000 | |
Finite-Lived Intangible Assets [Member] | |||||
Amortization: | |||||
Amortization of Intangible Assets | 12,209,000 | 7,521,000 | 24,709,000 | 14,020,000 | |
Lease Agreements [Member] | |||||
Amortization: | |||||
Amortization of Deferred Leasing Fees | 105,000 | 149,000 | 196,000 | 182,000 | |
Website Development [Member] | |||||
Amortization: | |||||
amortization website development costs | $ 27,000 | $ 11,000 | $ 62,000 | $ 17,000 | |
Maximum [Member] | |||||
Business Acquisition | |||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 9 years 2 months | ||||
Minimum [Member] | |||||
Business Acquisition | |||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 7 years 1 month |
Real Estate Assets Contribution
Real Estate Assets Contributions to revenue and net income (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Revenues | $ 96,389,000 | $ 70,890,000 | $ 186,759,000 | $ 137,452,000 |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | $ (5,278,000) | $ 3,304,000 | $ 8,985,000 | $ 33,366,000 |
Real Estate Assets Real estate
Real Estate Assets Real estate assets owned (Details) | Jun. 30, 2018ft² | Jun. 30, 2018 | Dec. 31, 2017ft² | Jun. 30, 2017ft² |
Business Combination Segment Allocation [Line Items] | ||||
Number of units in real estate property | 575 | 9,768 | 9,521 | 1,025 |
Area of Real Estate Property | 4,449,860 | 4,055,461 | ||
Net Rentable Area | 182,450 | |||
Area of Real Estate Property, Excluded from Floor Retail Space | 1,539,000 | 1,352,000 | ||
Office Building [Member] | ||||
Business Combination Segment Allocation [Line Items] | ||||
Number of Real Estate Properties | 5 | 4 | ||
Multifamily [Member] | ||||
Business Combination Segment Allocation [Line Items] | ||||
Number of Real Estate Properties | 31 | 30 | ||
Retail Site [Member] | ||||
Business Combination Segment Allocation [Line Items] | ||||
Number of Real Estate Properties | 43 | 39 | ||
student housing [Member] | ||||
Business Combination Segment Allocation [Line Items] | ||||
Number of Real Estate Properties | 7 | 4 | ||
Number of units in real estate property | 1,679 | 891 | ||
Number of beds, student housing | 5,208 | 2,950 | ||
Lenox Portfolio [Member] | ||||
Business Combination Segment Allocation [Line Items] | ||||
Net Rentable Area | 47,600 |
Real Estate Assets Real estat45
Real Estate Assets Real estate sold (Details) | Mar. 07, 2017USD ($) | Jun. 30, 2018USD ($)ft² | Jun. 30, 2017USD ($)ft² | Jun. 30, 2018USD ($)ft² | Jun. 30, 2017USD ($)ft² | Jun. 30, 2018USD ($) | Jun. 30, 2018 | Dec. 31, 2017USD ($) |
Property, Plant and Equipment [Line Items] | ||||||||
Number of units in real estate property | 575 | 1,025 | 575 | 1,025 | 9,768 | 9,521 | ||
Land | $ 470,014,000 | $ 406,794,000 | ||||||
Investment Building and Building Improvements | 2,345,033,000 | 2,043,853,000 | ||||||
Furniture, fixtures, and equipment | 255,096,000 | 210,779,000 | ||||||
Real Estate Investment Property, Accumulated Depreciation | (222,785,000) | (172,756,000) | ||||||
Assets | 3,908,226,000 | 3,252,370,000 | ||||||
Liabilities | 2,474,749,000 | $ 1,971,604,000 | ||||||
Gains (Losses) on Sales of Investment Real Estate | $ 2,000 | $ 6,915,000 | $ 20,356,000 | $ 37,639,000 | ||||
Income (Loss) before Gain (Loss) on Sale of Properties | $ (5,280,000) | $ (3,611,000) | (11,371,000) | (4,273,000) | ||||
Sandstone Creek Apartments [Member] | ||||||||
Property, Plant and Equipment [Line Items] | ||||||||
Number of units in real estate property | 364 | |||||||
second mortgage | 0 | |||||||
Land | 2,846,000 | |||||||
Investment Building and Building Improvements | 41,860,000 | |||||||
Furniture, fixtures, and equipment | 5,278,000 | |||||||
Real Estate Investment Property, Accumulated Depreciation | (4,809,000) | |||||||
Assets | 45,175,000 | |||||||
Long-term Debt, Gross | 30,840,000 | |||||||
Liabilities | 30,840,000 | |||||||
business combination purchase price | 48,100,000 | |||||||
Gains (Losses) on Sales of Investment Real Estate | 300,000 | |||||||
Income (Loss) before Gain (Loss) on Sale of Properties | 100,000 | |||||||
Ashford Park [Member] | ||||||||
Property, Plant and Equipment [Line Items] | ||||||||
Number of units in real estate property | 0 | |||||||
Payment for Debt Extinguishment or Debt Prepayment Cost | 400,000 | |||||||
second mortgage | 6,374,000 | |||||||
Land | 10,600,000 | |||||||
Investment Building and Building Improvements | 24,075,000 | |||||||
Furniture, fixtures, and equipment | 4,223,000 | |||||||
Real Estate Investment Property, Accumulated Depreciation | (6,816,000) | |||||||
Assets | 32,082,000 | |||||||
Long-term Debt, Gross | 25,626,000 | |||||||
Liabilities | 32,000,000 | |||||||
business combination purchase price | $ 65,500,000 | |||||||
Gains (Losses) on Sales of Investment Real Estate | 30,400,000 | |||||||
Income (Loss) before Gain (Loss) on Sale of Properties | 400,000 | |||||||
Lake Cameron [Member] | ||||||||
Property, Plant and Equipment [Line Items] | ||||||||
Number of units in real estate property | 328 | |||||||
second mortgage | 0 | |||||||
Land | 4,000,000 | |||||||
Investment Building and Building Improvements | 21,519,000 | |||||||
Furniture, fixtures, and equipment | 3,687,000 | |||||||
Real Estate Investment Property, Accumulated Depreciation | (7,220,000) | |||||||
Assets | 21,986,000 | |||||||
Long-term Debt, Gross | 19,736,000 | |||||||
Liabilities | 19,736,000 | |||||||
business combination purchase price | 43,500,000 | |||||||
Gains (Losses) on Sales of Investment Real Estate | 20,400,000 | |||||||
Income (Loss) before Gain (Loss) on Sale of Properties | 200,000 | $ 200,000 | ||||||
Enclave at Vista Ridge [Member] | ||||||||
Property, Plant and Equipment [Line Items] | ||||||||
Number of units in real estate property | 0 | |||||||
second mortgage | 0 | |||||||
Land | 4,705,000 | |||||||
Investment Building and Building Improvements | 29,916,000 | |||||||
Furniture, fixtures, and equipment | 2,874,000 | |||||||
Real Estate Investment Property, Accumulated Depreciation | (3,556,000) | |||||||
Assets | 33,939,000 | |||||||
Long-term Debt, Gross | 24,862,000 | |||||||
Liabilities | $ 24,862,000 | |||||||
business combination purchase price | $ 44,000,000 | |||||||
Gains (Losses) on Sales of Investment Real Estate | 6,900,000 | |||||||
Income (Loss) before Gain (Loss) on Sale of Properties | $ (100,000) |
Real Estate Assets Real estat46
Real Estate Assets Real estate assets correction (Details) - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Investment Building and Building Improvements | $ 2,345,033,000 | $ 2,043,853,000 |
Tenant Improvements | $ 84,988,000 | $ 63,425,000 |
Acquired Intangible Assets amor
Acquired Intangible Assets amortization (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Revenues | $ 96,389,000 | $ 70,890,000 | $ 186,759,000 | $ 137,452,000 |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | $ (5,278,000) | $ 3,304,000 | $ 8,985,000 | $ 33,366,000 |
Real Estate Loans, Notes Rece48
Real Estate Loans, Notes Receivable, and Lines of Credit Real Estate Loans (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2016 | Dec. 31, 2017USD ($) | |
Mortgage Loans on Real Estate [Line Items] | ||||||
number of loans receivable | 21 | 21 | 23 | |||
Mortgage Loans on Real Estate, Carrying Amount of Mortgages | $ 374,208 | $ 374,208 | ||||
real estate loans commitment amount | 512,811 | |||||
Participating Mortgage Loans, Participation Liabilities, Amount | 10,920,000 | 10,920,000 | $ 13,986,000 | |||
Variable Interest Entity, Reporting Entity Involvement, Maximum Loss Exposure, Amount | 376,100,000 | 376,100,000 | ||||
variable interest entity loans amount to be funded | 512,800,000 | 512,800,000 | ||||
interest revenue current pay | 8,686,000 | $ 7,979,000 | 17,191,000 | $ 15,041,000 | ||
Loans and Leases Receivable, Deferred Income | 0 | 0 | 6,000 | |||
Loans Receivable, Gross, Commercial, Real Estate | 376,091,000 | 376,091,000 | 388,506,000 | |||
Unamortized Loan Commitment and Origination Fees and Unamortized Discounts or Premiums | (1,883,000) | (1,883,000) | (1,710,000) | |||
Mortgage Loans on Real Estate, Commercial and Consumer, Net | 374,208,000 | 374,208,000 | 386,796,000 | |||
Loans and Leases Receivable, Impaired, Commitment to Lend | $ 136,720,000 | 136,720,000 | $ 67,063,000 | |||
real estate loans amount funded | 117,771,000 | |||||
real estate loans repaid | (53,165,000) | |||||
real estate loan origination fees collected | (1,210,000) | |||||
real estate loan fees amortized | $ 1,037,000 | |||||
current interest rate | 8.48% | 8.53% | ||||
Deferred interest rate | 5.82% | 4.99% | ||||
multifamily community [Domain] | ||||||
Mortgage Loans on Real Estate [Line Items] | ||||||
number of loans receivable | 15 | 15 | ||||
Mortgage Loans on Real Estate, Carrying Amount of Mortgages | $ 297,475 | $ 297,475 | ||||
real estate loans commitment amount | $ 432,016 | |||||
real estate loans percent of portfolio | 79.00% | 79.00% | ||||
student housing community [Domain] | ||||||
Mortgage Loans on Real Estate [Line Items] | ||||||
number of loans receivable | 4 | 4 | ||||
Mortgage Loans on Real Estate, Carrying Amount of Mortgages | $ 60,764 | $ 60,764 | ||||
real estate loans commitment amount | $ 64,438 | |||||
real estate loans percent of portfolio | 16.00% | 16.00% | ||||
Retail Segment [Member] | ||||||
Mortgage Loans on Real Estate [Line Items] | ||||||
number of loans receivable | 1 | 1 | ||||
Mortgage Loans on Real Estate, Carrying Amount of Mortgages | $ 12,855 | $ 12,855 | ||||
real estate loans commitment amount | $ 12,857 | |||||
real estate loans percent of portfolio | 3.00% | 3.00% | ||||
other [Member] | ||||||
Mortgage Loans on Real Estate [Line Items] | ||||||
number of loans receivable | 1 | 1 | ||||
Mortgage Loans on Real Estate, Carrying Amount of Mortgages | $ 3,114 | $ 3,114 | ||||
real estate loans commitment amount | $ 3,500 | |||||
real estate loans percent of portfolio | 2.00% | 2.00% |
Real Estate Loans, Notes Rece49
Real Estate Loans, Notes Receivable, and Lines of Credit Notes and lines of credit (Details) - USD ($) | Jun. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
line of credit receivable | $ 37,356,000 | ||
Financing Receivable, Gross | 45,060,000 | ||
Loans and Leases Receivable, Net Amount | 37,356,000 | $ 40,057,000 | |
Loans and Leases Receivable, Deferred Income | 0 | (6,000) | |
360 Residential [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
line of credit receivable | 0 | ||
Loans and Leases Receivable, Net Amount | $ 0 | $ 2,000,000 | |
interest rate note receivable | 12.00% | 8.00% | 12.00% |
PCMS [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Financing Receivable, Gross | $ 1,500,000 | ||
Loans and Leases Receivable, Net Amount | $ 803,000 | $ 926,000 | |
interest rate note receivable | 10.00% | ||
PAA [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
line of credit receivable | $ 18,000,000 | ||
Loans and Leases Receivable, Net Amount | $ 15,533,000 | 14,488,000 | |
interest rate note receivable | 6.00% | ||
HCC [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
line of credit receivable | $ 11,660,000 | ||
Loans and Leases Receivable, Net Amount | $ 11,620,000 | 7,325,000 | |
interest rate note receivable | 8.00% | ||
Oxford Capital Partners LLC [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
line of credit receivable | $ 8,000,000 | ||
Loans and Leases Receivable, Net Amount | $ 5,988,000 | 6,628,000 | |
interest rate note receivable | 12.00% | ||
newport development partners [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
line of credit receivable | $ 2,000,000 | ||
Loans and Leases Receivable, Net Amount | $ 0 | 0 | |
interest rate note receivable | 12.00% | ||
360 Residential, LLC II [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
line of credit receivable | $ 0 | ||
Loans and Leases Receivable, Net Amount | $ 0 | 3,255,000 | |
interest rate note receivable | 15.00% | ||
Mulberry Development Group LLC [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
line of credit receivable | $ 500,000 | ||
Loans and Leases Receivable, Net Amount | 495,000 | 479,000 | |
Mulberry Alexandria Group LLC [Member] [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
line of credit receivable | 0 | ||
Loans and Leases Receivable, Net Amount | $ 0 | 1,921,000 | |
interest rate note receivable | 12.00% | ||
360 Capital Company [Domain] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
line of credit receivable | $ 3,400,000 | ||
Loans and Leases Receivable, Net Amount | $ 2,917,000 | $ 3,041,000 |
Real Estate Loans, Notes Rece50
Real Estate Loans, Notes Receivable, and Lines of Credit Interest income (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Interest income [Abstract] | ||||
interest revenue current pay | $ 8,686,000 | $ 7,979,000 | $ 17,191,000 | $ 15,041,000 |
Accrued exit fee revenue | 5,469,000 | 4,475,000 | 10,195,000 | 8,888,000 |
Deferred Revenue, Revenue Recognized | 607,000 | 328,000 | 1,038,000 | 587,000 |
Net loan fee revenue | 17,232,000 | 12,782,000 | 30,894,000 | 24,516,000 |
interest revenue notes receivable | 800,000 | 1,046,000 | 1,703,000 | 2,074,000 |
Interest revenue on real estate loans | $ 18,032,000 | $ 13,828,000 | $ 32,597,000 | $ 26,590,000 |
Real Estate Loans, Notes Rece51
Real Estate Loans, Notes Receivable, and Lines of Credit Real Estate Loans Narrative (Details) - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Mortgage Loans on Real Estate [Line Items] | ||
real estate loan participation percentage | 25.00% | |
Variable Interest Entity, Reporting Entity Involvement, Maximum Loss Exposure, Amount | $ 376,100,000 | |
variable interest entity loans amount to be funded | 512,800,000 | |
Participating Mortgage Loans, Participation Liabilities, Amount | $ 10,920,000 | $ 13,986,000 |
Encore [Member] | ||
Mortgage Loans on Real Estate [Line Items] | ||
real estate loan participation percentage | 49.00% | |
Geographic Concentration Risk [Member] | Oxford [Member] | ||
Mortgage Loans on Real Estate [Line Items] | ||
amount drawn under loan agreement | $ 96,900,000 | |
loan commitment amount | $ 107,300,000 |
Real Estate Loans, Notes Rece52
Real Estate Loans, Notes Receivable, and Lines of Credit phantom facts (Details) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Dec. 31, 2016 | Jan. 01, 2018 | Dec. 31, 2017 | |
Mortgage Loans on Real Estate [Line Items] | ||||
loan commitment guaranty limit amount | $ 2,000,000 | |||
line of credit receivable | $ 37,356,000 | |||
Deferred interest rate | 5.82% | 4.99% | ||
current interest rate | 8.48% | 8.53% | ||
loan commitment guaranty percent | 25.00% | |||
Oxford Capital Partners LLC [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
line of credit receivable | $ 8,000,000 | |||
interest rate note receivable | 12.00% | |||
360 Residential [Member] | ||||
Mortgage Loans on Real Estate [Line Items] | ||||
line of credit receivable | $ 0 | |||
interest rate note receivable | 12.00% | 8.00% | 12.00% |
Real Estate Loans, Notes Rece53
Real Estate Loans, Notes Receivable, and Lines of Credit CMBS (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Receivables [Abstract] | |
number of loans in CMBS trust | 20 |
total maturity amount of CMBS pool | $ 276.3 |
CMBS b piece maturity | 16 years |
CMBS B piece maturity amount | $ 27.6 |
yield to maturity CMBS | 0.00% |
Redeemable Preferred Stock (Det
Redeemable Preferred Stock (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018USD ($)$ / sharesshares | Jun. 30, 2017$ / shares | Jun. 30, 2018USD ($)$ / sharesshares | Jun. 30, 2017USD ($)$ / shares | Dec. 31, 2017USD ($)$ / sharesshares | |
Class of Stock [Line Items] | |||||
gross potential offering proceeds | $ 2,300,000,000 | $ 2,300,000,000 | |||
Common Stock, Dividends, Per Share, Declared | $ / shares | $ 0.255 | $ 0.2350 | $ 0.505 | $ 0.455 | |
Proceeds from Other Equity | $ 600,514,000 | ||||
Proceeds from Issuance of Common Stock | $ 0 | $ 56,116,000 | |||
daycountvolweightedavgcalcformarketvalue | 20 | 20 | |||
Preferred Stock, Dividend Rate, Percentage | 6.00% | ||||
Units stated value per share | $ / shares | $ 1,000 | $ 1,000 | |||
aggregate offering costs | $ 10,235,000 | $ 10,235,000 | |||
prorataamountofferingcostsreclassed | 2,359,000 | ||||
deferred offering costs not yet reclassified | 7,900,000 | $ 7,900,000 | |||
shares common stock from warrant exercises | shares | 20 | ||||
Deferred offering costs | $ 7,876,000 | $ 7,876,000 | $ 6,544,000 | ||
Dividends, Common Stock, Cash | $ 19,906,000 | $ 13,510,000 | |||
Series A Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
preferred stock | shares | 1,463,000 | 1,463,000 | 1,250,000 | ||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||
Preferred Stock, Value, Issued | $ 14,000 | $ 14,000 | $ 12,000 | ||
2016 Shelf Offering [Member] | |||||
Class of Stock [Line Items] | |||||
gross potential offering proceeds | $ 300,000,000 | 300,000,000 | |||
Proceeds from Other Equity | $ 98,080,000 | ||||
proceeds from other equity percent of offering | 33.00% | 33.00% | |||
aggregate offering costs | $ 1,966,000 | $ 1,966,000 | |||
prorataamountofferingcostsreclassed | 664,000 | ||||
deferred offering costs not yet reclassified | $ 1,300,000 | $ 1,300,000 | |||
maximum shares available to be issued | shares | 300,000,000 | 300,000,000 | |||
$1.5 billion unit [Domain] | |||||
Class of Stock [Line Items] | |||||
maximum shares available to be issued | shares | 1,500,000 | 1,500,000 | |||
Unit Offering [Member] | |||||
Class of Stock [Line Items] | |||||
gross potential offering proceeds | $ 1,500,000,000 | $ 1,500,000,000 | |||
Proceeds from Other Equity | $ 473,590,000 | ||||
proceeds from other equity percent of offering | 32.00% | 32.00% | |||
aggregate offering costs | $ 4,720,000 | $ 4,720,000 | |||
prorataamountofferingcostsreclassed | 1,490,000 | ||||
deferred offering costs not yet reclassified | 3,200,000 | $ 3,200,000 | |||
ceiling deferred offering costs | 11.50% | ||||
offering costs reimbursable to the Manager | 0.015 | ||||
mShares [Domain] | |||||
Class of Stock [Line Items] | |||||
gross potential offering proceeds | $ 500,000,000 | $ 500,000,000 | |||
Proceeds from Other Equity | $ 28,844,000 | ||||
proceeds from other equity percent of offering | 6.00% | 6.00% | |||
aggregate offering costs | $ 3,549,000 | $ 3,549,000 | |||
prorataamountofferingcostsreclassed | 205,000 | ||||
deferred offering costs not yet reclassified | $ 3,300,000 | $ 3,300,000 | |||
maximum shares available to be issued | shares | 500,000 | 500,000 | |||
2016 ATM Offering [Member] | |||||
Class of Stock [Line Items] | |||||
maximum shares available to be issued | shares | 150,000,000 | 150,000,000 |
Related Party Transactions (Det
Related Party Transactions (Details) | 3 Months Ended | 6 Months Ended | 21 Months Ended | |||
Jun. 30, 2018USD ($)$ / ft²shares | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($)$ / ft²shares | Jun. 30, 2017USD ($) | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($) | |
Related Party Transaction [Line Items] | ||||||
loan coordination fee percentage | 1.60% | 1.60% | ||||
loan coordination fees | $ 814,000 | $ 956,000 | $ 1,554,000 | $ 3,010,000 | ||
Cost of Reimbursable Expense | $ 3,930,000 | 3,018,000 | 7,539,000 | 5,795,000 | ||
capital marketing and professional | $ 238,538 | 220,182 | ||||
Common Stock, Shares, Outstanding | shares | 39,725,664 | 39,725,664 | ||||
Construction Management Fee | $ 142,000 | 89,000 | $ 273,000 | 160,000 | ||
Related Party Transaction, Expenses from Transactions with Related Party | 11,511,000 | 7,341,000 | 22,132,000 | 15,238,000 | ||
Property management fees | 2,776,000 | 2,061,000 | 5,532,000 | 3,963,000 | ||
AcquisitionFeesRelatedPartyCosts | 2,861,000 | 0 | 4,620,000 | 0 | ||
loan origination fees | 411,000 | 417,000 | 1,211,000 | 417,000 | ||
manager's fees deferred | 8,500,000 | |||||
Financing Receivable, Gross | 45,060,000 | 45,060,000 | ||||
Loans and Leases Receivable, Net Amount | 37,356,000 | 37,356,000 | $ 40,057,000 | |||
disposition fee to manager | 434,500 | 1,576,000 | ||||
line of credit receivable | $ 37,356,000 | $ 37,356,000 | ||||
percent of asset value for loan coordination fee | 63.00% | 63.00% | ||||
manager's fees deferred | $ 1,429,000 | 171,000 | $ 2,649,000 | 346,000 | $ 7,700,000 | |
Price per square foot, retail lease | $ / ft² | 4 | 4 | ||||
Percent of aggregate base rental payments | 4.00% | 4.00% | ||||
Price per square foot, lease renewal | $ / ft² | 2 | 2 | ||||
Percent of aggregate base rental payments, newly renewed | 2.00% | 2.00% | ||||
Leasing commission fees, new lease | 50.00% | 50.00% | ||||
Leasing commission fees, renewal, percent of gross rent | 150.00% | 150.00% | ||||
Leasing commission fees, new lease, percent of gross rent from guaranteed lease | 2.00% | 2.00% | ||||
Acquisition-related Costs [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Percentageusedtocalculateacquisitionfees | 0.00% | 0.00% | ||||
AssetmanagementFees [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Asset Management Costs | $ 3,600,000 | 3,059,000 | $ 7,265,000 | 6,122,000 | ||
Propertymanagementfees [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Property management fees | 2,148,000 | 1,560,000 | 4,241,000 | 2,985,000 | ||
General and Administrative Expense [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Related Party Transaction, Selling, General and Administrative Expenses from Transactions with Related Party | $ 1,535,000 | $ 1,260,000 | $ 2,968,000 | 2,544,000 | ||
Cash Distribution [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
priorityannualreturnoncapitalandexpensesassetsales | 0.00% | |||||
preferred capital securities [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
marketing and legal cost reimbursements | $ 727,601 | $ 511,390 | ||||
Retail Site [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Number of Real Estate Properties | 43 | 43 | 39 | |||
PCMS [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Financing Receivable, Gross | $ 1,500,000 | $ 1,500,000 | ||||
Loans and Leases Receivable, Net Amount | 803,000 | 803,000 | $ 926,000 | |||
PCMS [Member] | PCMS [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Loans and Leases Receivable, Net Amount | 803,000 | 803,000 | ||||
PAA [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Loans and Leases Receivable, Net Amount | 15,533,000 | 15,533,000 | $ 14,488,000 | |||
line of credit receivable | $ 18,000,000 | $ 18,000,000 |
Dividends (Details)
Dividends (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2016 | Jun. 30, 2018 | Jun. 30, 2017 | |
Dividends Payable [Line Items] | |||||
minority interest partnership units outstanding | 1,070,103 | 1,070,103 | |||
Common Stock, Dividends, Per Share, Declared | $ 0.255 | $ 0.2350 | $ 0.505 | $ 0.455 | |
dividends common stock declared | $ 19,906,000 | $ 13,510,000 | |||
Dividends, Preferred Stock, Cash | $ 60,889,000 | 43,530,000 | |||
Common Stock, Shares, Outstanding | 39,725,664 | 39,725,664 | |||
Series A Preferred Stock [Member] | |||||
Dividends Payable [Line Items] | |||||
Preferred Stock, Dividend Rate, Per-Dollar-Amount | $ 5 | ||||
Dividends, Preferred Stock, Cash | $ 39,737,000 | $ 29,609,000 | |||
Minimum [Member] | |||||
Dividends Payable [Line Items] | |||||
Common Stock, Dividends, Per Share, Declared | $ 4.79 | ||||
Minimum [Member] | mShares [Domain] | |||||
Dividends Payable [Line Items] | |||||
Preferred Stock, Dividend Rate, Per-Dollar-Amount | 4.79 | ||||
Maximum [Member] | |||||
Dividends Payable [Line Items] | |||||
Common Stock, Dividends, Per Share, Declared | $ 6.25 | ||||
Maximum [Member] | mShares [Domain] | |||||
Dividends Payable [Line Items] | |||||
Preferred Stock, Dividend Rate, Per-Dollar-Amount | $ 6.25 |
Dividends Series A Preferred Di
Dividends Series A Preferred Dividends (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Dividends Payable [Line Items] | ||
Dividends, Preferred Stock, Cash | $ 60,889,000 | $ 43,530,000 |
Distribution Made to Limited Partner, Cash Distributions Declared | 542,000 | 411,000 |
dividends common stock declared | 19,906,000 | 13,510,000 |
Series A Preferred Stock [Member] | ||
Dividends Payable [Line Items] | ||
Dividends, Preferred Stock, Cash | 39,737,000 | 29,609,000 |
Series M Preferred Stock [Member] | ||
Dividends Payable [Line Items] | ||
Dividends, Preferred Stock, Cash | $ 704,000 | $ 0 |
Dividends NCI (Details)
Dividends NCI (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Equity [Abstract] | ||
Distribution Made to Limited Partner, Cash Distributions Declared | $ 542,000 | $ 411,000 |
Equity Compensation (Details)
Equity Compensation (Details) - USD ($) | Jan. 03, 2017 | Jan. 04, 2016 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Jan. 02, 2018 | Jun. 30, 2015 |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 2,617,500 | 2,617,500 | 1,317,500 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 20,720 | 26,900 | ||||||
Share-based Compensation | $ 950,000 | $ 871,000 | $ 2,085,000 | $ 1,744,000 | ||||
market vesting condition capital increase threshhold | 5,660,580 | $ 4,598,624 | ||||||
Restricted Stock [Member] | ||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||||||
Share-based Compensation | $ 25,000 | |||||||
ClassBUnits [Member] | ||||||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||||||
common stock fair value per share | $ 14.79 | $ 20.19 | ||||||
Class B Units valuation assumption dividend yield | 5.95% | 4.95% | ||||||
ClassBUnit valuation assumption expected volatility | 26.40% | 25.70% | ||||||
Class B Unit valuation assumptions risk free rate | 2.91% | 2.71% | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 286,392 | 265,931 | 256,087 | 286,392 | ||||
Share-based Compensation | $ 1,070,000 |
Equity Compensation Restricted
Equity Compensation Restricted Stock (Details) - USD ($) | Jan. 03, 2017 | Jan. 04, 2016 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Jan. 02, 2018 | Jun. 30, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 2,617,500 | 2,617,500 | 1,317,500 | |||||
Share-based Compensation | $ 950,000 | $ 871,000 | $ 2,085,000 | $ 1,744,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 20,720 | 26,900 | ||||||
ClassBUnits [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
common stock fair value per share | $ 14.79 | $ 20.19 | ||||||
Share-based Compensation | $ 1,070,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 286,392 | 265,931 | 256,087 | 286,392 | ||||
Restricted Stock [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation | $ 25,000 | |||||||
2016 [Domain] | Restricted Stock [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 30,990 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Intrinsic Value, Amount Per Share | $ 13.23 | |||||||
Stock Granted, Value, Share-based Compensation, Gross | $ 409,998 | |||||||
2017 [Member] | ClassBUnits [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation | 88,000 | 679,000 | $ 195,000 | $ 1,334,000 | ||||
2017 [Member] | Restricted Stock [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 24,408 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Intrinsic Value, Amount Per Share | $ 14.75 | |||||||
Stock Granted, Value, Share-based Compensation, Gross | $ 360,000 | |||||||
Share-based Compensation | 30,000 | 60,000 | 120,000 | 60,000 | ||||
2014 [Member] | ClassBUnits [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation | 648,000 | 0 | $ 1,464,000 | 0 | ||||
2014 [Member] | Restricted Stock [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 24,810 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Intrinsic Value, Amount Per Share | $ 14.51 | |||||||
Stock Granted, Value, Share-based Compensation, Gross | $ 359,993 | |||||||
Share-based Compensation | $ 60,000 | $ 0 | $ 60,000 | $ 0 |
Equity Compensation Committee F
Equity Compensation Committee Fee Grants (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 20,720 | 26,900 | ||
Share-based Compensation | $ 950,000 | $ 871,000 | $ 2,085,000 | $ 1,744,000 |
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation | $ 25,000 |
Equity Compensation Class B Uni
Equity Compensation Class B Units (Details) - USD ($) | Jan. 03, 2017 | Jan. 04, 2016 | Jun. 30, 2018 | Jun. 30, 2017 | Mar. 31, 2015 | Jun. 30, 2018 | Jun. 30, 2017 | Jan. 02, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common Stock, Dividends, Per Share, Declared | $ 0.255 | $ 0.2350 | $ 0.505 | $ 0.455 | ||||
Share-based Compensation | $ 950,000 | $ 871,000 | $ 2,085,000 | $ 1,744,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 20,720 | 26,900 | ||||||
market vesting condition capital increase threshhold | $ 5,660,580 | $ 4,598,624 | ||||||
ClassBUnits [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
common stock fair value per share | $ 14.79 | $ 20.19 | ||||||
Common Stock, Dividends, Per Share, Declared | $ 0.22 | $ 0.2500 | ||||||
Share-based Compensation | $ 1,070,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum | 20 years | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 286,392 | 265,931 | 256,087 | 286,392 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum | 30 years | |||||||
Class B Units valuation assumption dividend yield | 5.95% | 4.95% | ||||||
ClassBUnit valuation assumption expected volatility | 26.40% | 25.70% | ||||||
Class B Unit valuation assumptions risk free rate | 2.91% | 2.71% | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 3,413,793 | 4,266,409 | ||||||
100percentvestinglevel [Member] | ClassBUnits [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 11.92 | $ 16.66 | $ 11.92 | $ 16.66 | $ 11.92 | |||
one year [Member] | ClassBUnits [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 256,087 | 171,988 | 198,184 | |||||
three year [Member] | ClassBUnits [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 84,099 | 88,208 | ||||||
2016 [Domain] | ClassBUnits [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 265,931 | |||||||
2016 [Domain] | Share-based Compensation Award, Tranche Three [Member] | ClassBUnits [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 29,698 | |||||||
2016 [Domain] | Share-based Compensation Award, Tranche One [Member] | ClassBUnits [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 206,534 | |||||||
2016 [Domain] | Share-based Compensation Award, Tranche Two [Member] | ClassBUnits [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 29,699 |
Equity Compensation Warrant (De
Equity Compensation Warrant (Details) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common Stock, Dividends, Per Share, Declared | $ 0.255 | $ 0.2350 | $ 0.505 | $ 0.455 |
Equity Compensation Equity comp
Equity Compensation Equity compensation expense by grant (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common Stock, Dividends, Per Share, Declared | $ 0.255 | $ 0.2350 | $ 0.505 | $ 0.455 |
Share-based Compensation | $ 950,000 | $ 871,000 | $ 2,085,000 | $ 1,744,000 |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | 3,551,000 | $ 3,551,000 | ||
ClassBUnits [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common Stock, Dividends, Per Share, Declared | $ 0.22 | $ 0.2500 | ||
Share-based Compensation | $ 1,070,000 | |||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation | 25,000 | |||
2016 [Member] | ClassBUnits [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation | 74,000 | $ 74,000 | 148,000 | 163,000 |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | 151,000 | 151,000 | ||
2016 [Member] | Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation | 0 | 34,000 | 0 | 137,000 |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | 0 | 0 | ||
2017 [Member] | ClassBUnits [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation | 88,000 | 679,000 | 195,000 | 1,334,000 |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | 529,000 | 529,000 | ||
2017 [Member] | Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation | 30,000 | 60,000 | 120,000 | 60,000 |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | 0 | 0 | ||
2017 [Member] | Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation | 22,000 | 24,000 | 43,000 | 50,000 |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | 130,000 | 130,000 | ||
2014 [Member] | ClassBUnits [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation | 648,000 | 0 | 1,464,000 | 0 |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | 2,166,000 | 2,166,000 | ||
2014 [Member] | Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation | 60,000 | 0 | 60,000 | 0 |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | 300,000 | 300,000 | ||
2014 [Member] | Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation | 28,000 | $ 0 | 55,000 | $ 0 |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | $ 275,000 | $ 275,000 |
Equity Compensation Restricte65
Equity Compensation Restricted Stock Units (Details) - $ / shares | Jan. 03, 2017 | Jan. 04, 2016 | Jun. 30, 2018 | Jun. 30, 2017 | Jan. 02, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 20,720 | 26,900 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 4,760 | ||||
ClassBUnits [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 3,413,793 | 4,266,409 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 286,392 | 265,931 | 256,087 | 286,392 | |
Restricted Stock Units (RSUs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 345,195 | 320,648 | |||
100percentvestinglevel [Member] | ClassBUnits [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 11.92 | $ 16.66 | $ 11.92 |
Indebtedness (Details)
Indebtedness (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||||
Defeasance fee | $ 400,000 | ||||
Initial Interest Rate | 3.93% | 3.93% | |||
Unamortized Debt Issuance Expense | $ 1,100,000 | $ 1,100,000 | |||
Interest Expense, Long-term Debt | 21,488,000 | $ 14,993,000 | 41,399,000 | $ 28,555,000 | |
interest expense to loan participant | 557,000 | 586,000 | 944,000 | 1,256,000 | |
Long-term Debt, Current Maturities | 54,733,000 | 54,733,000 | |||
Long-term Debt | 1,998,514,000 | $ 1,998,514,000 | $ 1,776,652,000 | ||
variable interest rate minimum | 3.25% | ||||
Long-term Debt, Maturities, Repayments of Principal in Year Two | 282,775,000 | $ 282,775,000 | |||
Long-term Debt, Maturities, Repayments of Principal in Year Three | 85,809,000 | 85,809,000 | |||
Long-term Debt, Maturities, Repayments of Principal in Year Four | 190,404,000 | 190,404,000 | |||
Long-term Debt, Maturities, Repayments of Principal after Year Five | 206,228,000 | 206,228,000 | |||
Long-term Debt, Maturities, Repayments of Principal after Year Five | 1,254,443,000 | 1,254,443,000 | |||
Long-term Debt | 2,074,392,000 | 2,074,392,000 | |||
Interest Expense | 22,347,000 | 16,398,000 | 43,315,000 | 31,406,000 | |
Line of Credit Facility, Amount Outstanding | 38,500,000 | 38,500,000 | $ 41,800,000 | ||
Amortization of Financing Costs | 3,279,000 | 2,650,000 | |||
interest expense credit facility | $ 859,000 | 1,405,000 | $ 1,916,000 | 2,851,000 | |
Spread over Initial Interest Rate option 1 | 200 | 200 | |||
Spread over Initial Interest Rate option 2 | 400 | 400 | |||
Indebtedness Weighted Average Remaining Maturity | 8 years 8 months | ||||
Mortgages [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | $ 2,035,892,000 | $ 2,035,892,000 | |||
Royal Lakes [Member] | Mortgages [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | $ 9,600,000 | $ 9,600,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 4.48% | 4.48% | |||
Debt Instrument, Basis Spread on Variable Rate | 25000.00% | ||||
SoL [Member] | Mortgages [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | 21000.00% | ||||
Champions Village [Member] | Mortgages [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | $ 27,400,000 | $ 27,400,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 4.99% | 4.99% | |||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | ||||
Multifamily [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Long-term Debt | $ 11,252,000 | 8,501,000 | $ 22,188,000 | 15,909,000 | |
Retail Segment [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Long-term Debt | 4,629,000 | 3,510,000 | 8,985,000 | 6,840,000 | |
Office Building [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Long-term Debt | 2,666,000 | 1,677,000 | 5,207,000 | 3,354,000 | |
Interest Expense | 2,666,000 | 1,677,000 | 5,207,000 | 3,354,000 | |
Student Housing Communities [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest Expense, Long-term Debt | 2,384,000 | $ 719,000 | 4,075,000 | 1,196,000 | |
Sandstone Creek Apartments | |||||
Debt Instrument [Line Items] | |||||
Defeasance fee | 1,400,000 | ||||
Ashford Park [Member] | |||||
Debt Instrument [Line Items] | |||||
Defeasance fee | $ 1,100,000 | ||||
Payment for Debt Extinguishment or Debt Prepayment Cost | 400,000 | ||||
Royal Lakes [Member] | |||||
Debt Instrument [Line Items] | |||||
loan commitment amount | 11,050,000 | 11,050,000 | |||
Champions Village [Member] | |||||
Debt Instrument [Line Items] | |||||
loan commitment amount | $ 34,160,000 | $ 34,160,000 |
Indebtedness debt covenants (De
Indebtedness debt covenants (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Dec. 31, 2016 | Jun. 30, 2018 | Sep. 30, 2016 | |
debt covenants [Line Items] | |||
dividend restriction AFFO | 95.00% | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 200,000,000 | ||
minimum equity debt covenants | $ 687,000,000 | ||
equity raise above min equity required | 75.00% | ||
total debt covenant min equity | $ 1,350,000,000 | ||
maximum dividends debt covenant | $ 120,100,000 | ||
Minimum Net Worth Required for Compliance | $ 1,430,000,000 | ||
debt yield | 9.80% | ||
payout ratio | 89.40% | ||
Total leverage ratio | 58.00% |
Indebtedness Credit Facility (D
Indebtedness Credit Facility (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2018 | Sep. 30, 2016 | May 26, 2016 | |
Line of Credit Facility [Line Items] | |||
Indebtedness Weighted Average Remaining Maturity | 8 years 8 months | ||
Short-term Debt | $ 11,000,000 | ||
Short-term Debt, Weighted Average Interest Rate, at Point in Time | 5.05% | ||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.35% | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 200,000,000 | ||
Revolving Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Indebtedness Weighted Average Remaining Maturity | 1 year 2 months | ||
Loans Receivable, Basis Spread on Variable Rate | 3.25% | ||
term loan [Member] [Member] | |||
Line of Credit Facility [Line Items] | |||
Loans Receivable, Basis Spread on Variable Rate | 2.50% | ||
Royal Lakes [Member] | Mortgages [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Interest Rate, Stated Percentage | 4.48% |
Indebtedness Acquisition Credit
Indebtedness Acquisition Credit Facility (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2018 | Mar. 01, 2021 | Sep. 30, 2016 | |
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 200,000,000 | ||
Unamortized Debt Issuance Expense | $ 1,100,000 | ||
Indebtedness Weighted Average Remaining Maturity | 8 years 8 months | ||
February 2017 facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 200,000,000 | ||
Subsequent Event [Member] | February 2017 facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 300,000,000 | ||
Revolving Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Loans Receivable, Basis Spread on Variable Rate | 3.25% | ||
Indebtedness Weighted Average Remaining Maturity | 1 year 2 months | ||
acquisition facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Unamortized Debt Issuance Expense | $ 300,000 | ||
Indebtedness Weighted Average Remaining Maturity | 3 years 9 months | ||
Minimum [Member] | Revolving Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Loans Receivable, Basis Spread on Variable Rate | 1.80% | ||
Maximum [Member] | Revolving Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Loans Receivable, Basis Spread on Variable Rate | 2.20% |
Indebtedness Mortgage debt summ
Indebtedness Mortgage debt summary by segment (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | ||
Secured Debt | $ 2,035,892,000 | |
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 4.00% | |
average maturity mortgage debt | 7 years 7 months | |
Deferred Finance Costs, Own-share Lending Arrangement, Issuance Costs, Accumulated Amortization Adjustment | $ (32,361,000) | |
Mark-to-Market debt | (5,017,000) | |
Long-term Debt | 1,998,514,000 | $ 1,776,652,000 |
Fixed Income Interest Rate [Member] | ||
Debt Instrument [Line Items] | ||
Secured Debt | $ 1,686,145,000 | |
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 3.87% | |
average maturity mortgage debt | 8 years 8 months | |
Variable Income Interest Rate [Member] | ||
Debt Instrument [Line Items] | ||
Secured Debt | $ 349,747,000 | |
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 4.62% | |
average maturity mortgage debt | 2 years 7 months | |
multifamily community [Domain] | ||
Debt Instrument [Line Items] | ||
Secured Debt | $ 1,087,667,000 | |
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 3.82% | |
average maturity mortgage debt | 6 years 9 months | |
multifamily community [Domain] | Fixed Income Interest Rate [Member] | ||
Debt Instrument [Line Items] | ||
Secured Debt | $ 927,782,000 | |
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 3.76% | |
average maturity mortgage debt | 7 years 5 months | |
multifamily community [Domain] | Variable Income Interest Rate [Member] | ||
Debt Instrument [Line Items] | ||
Secured Debt | $ 159,885,000 | |
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 4.18% | |
average maturity mortgage debt | 3 years | |
Retail Segment [Member] | ||
Debt Instrument [Line Items] | ||
Secured Debt | $ 447,566,000 | |
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 3.97% | |
average maturity mortgage debt | 6 years 9 months | |
Retail Segment [Member] | Fixed Income Interest Rate [Member] | ||
Debt Instrument [Line Items] | ||
Secured Debt | $ 385,555,000 | |
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 3.87% | |
average maturity mortgage debt | 7 years 4 months | |
Retail Segment [Member] | Variable Income Interest Rate [Member] | ||
Debt Instrument [Line Items] | ||
Secured Debt | $ 62,011,000 | |
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 4.61% | |
average maturity mortgage debt | 3 years 1 month | |
Office Building [Member] | ||
Debt Instrument [Line Items] | ||
Secured Debt | $ 246,782,000 | |
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 4.20% | |
average maturity mortgage debt | 16 years 7 months | |
Office Building [Member] | Fixed Income Interest Rate [Member] | ||
Debt Instrument [Line Items] | ||
Secured Debt | $ 246,782,000 | |
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 4.20% | |
average maturity mortgage debt | 16 years 7 months | |
Office Building [Member] | Variable Income Interest Rate [Member] | ||
Debt Instrument [Line Items] | ||
Secured Debt | $ 0 | |
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 0.00% | |
average maturity mortgage debt | 0 years | |
student housing community [Domain] | ||
Debt Instrument [Line Items] | ||
Secured Debt | $ 253,877,000 | |
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 4.58% | |
average maturity mortgage debt | 4 years | |
student housing community [Domain] | Fixed Income Interest Rate [Member] | ||
Debt Instrument [Line Items] | ||
Secured Debt | $ 126,026,000 | |
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 3.97% | |
average maturity mortgage debt | 3 years 5 months | |
student housing community [Domain] | Variable Income Interest Rate [Member] | ||
Debt Instrument [Line Items] | ||
Secured Debt | $ 127,851,000 | |
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 5.19% | |
average maturity mortgage debt | 1 year 11 months |
Indebtedness New mortgages (Det
Indebtedness New mortgages (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||
Defeasance fee | $ 400,000 | ||
Long-term Debt | 1,998,514,000 | $ 1,776,652,000 | |
Debt Issuance Costs, Net | 1,353,000 | $ 1,385,000 | |
Mortgages [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | 2,035,892,000 | ||
Lux at Sorrel [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | $ 31,525,000 | ||
Mortgage Loans on Real Estate, Interest Rate | 3.91% | ||
Sandstone Creek Apartments [Member] | |||
Debt Instrument [Line Items] | |||
Defeasance fee | $ 1,400,000 | ||
SoL [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 20000.00% | ||
Long-term Debt | $ 37,500,000 | ||
Debt Issuance Costs, Net | 41,000 | ||
Green Park [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | $ 39,750,000 | ||
Mortgage Loans on Real Estate, Interest Rate | 4.09% | ||
Luxe Sorrel II [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | $ 40,000,000 | ||
Mortgage Loans on Real Estate, Interest Rate | 4.10% | ||
the Bloc [Domain] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | $ 28,966,000 | ||
Mortgage Loans on Real Estate, Interest Rate | 5.64% | ||
retreat at orlando [Domain] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | $ 47,125,000 | ||
Mortgage Loans on Real Estate, Interest Rate | 4.09% | ||
the tradition [Domain] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | $ 30,000,000 | ||
Mortgage Loans on Real Estate, Interest Rate | 6.09% | ||
conway plaza [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | $ 9,783,000 | ||
Mortgage Loans on Real Estate, Interest Rate | 4.29% | ||
Governors Towne Square [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | $ 11,375,000 | ||
Mortgage Loans on Real Estate, Interest Rate | 4.20% | ||
Greensboro Village [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | $ 8,550,000 | ||
Mortgage Loans on Real Estate, Interest Rate | 4.20% | ||
anderson central [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | $ 12,000,000 | ||
Mortgage Loans on Real Estate, Interest Rate | 4.32% | ||
retreat at greystone [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 18500.00% | ||
Aldridge at Town Village [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 18500.00% | ||
Ashford Park [Member] | |||
Debt Instrument [Line Items] | |||
Defeasance fee | $ 1,100,000 | ||
SoL [Member] | Mortgages [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 21000.00% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | Jun. 30, 2018 | Dec. 31, 2010 |
Operating Loss Carryforwards [Line Items] | ||
Deferred Tax Assets, Net of Valuation Allowance | $ 298,100 | |
DeferredTaxAssetsValuationAllowancePercentage | 100.00% |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 21 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |||||
lease term | 11 years | ||||
guaranty cap amount | $ 6,100,000 | $ 6,100,000 | |||
Annual reduction in guaranty cap | 619,304 | 619,304 | |||
guaranty cap amount credit cards | 640,000 | ||||
manager's fees deferred | 1,429,000 | $ 171,000 | 2,649,000 | $ 346,000 | $ 7,700,000 |
cumulative manager's fees deferred | 8,500,000 | ||||
real estate loan balances unfunded | 136,700,000 | 136,700,000 | |||
Unfunded Tenant Leasing Commissions and Tenant Allowances | $ 2,000,000 | $ 2,000,000 |
Segment information (Details)
Segment information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | |||||
capitalized expenditures for long lived assets | $ 7,788,000 | $ 4,952,000 | $ 13,693,000 | $ 7,647,000 | |
Assets | 3,908,226,000 | 3,908,226,000 | $ 3,252,370,000 | ||
Operating Leases, Income Statement, Lease Revenue | 66,199,000 | 48,241,000 | 130,276,000 | 93,605,000 | |
adjusted funds from operations | 66,326,000 | 48,590,000 | 128,690,000 | 93,895,000 | |
Income (Loss) from Continuing Operations, Including Portion Attributable to Noncontrolling Interest | (5,278,000) | 3,304,000 | 8,985,000 | 33,366,000 | |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (5,278,000) | 3,304,000 | 8,985,000 | 33,366,000 | |
Interest Expense | 22,347,000 | 16,398,000 | 43,315,000 | 31,406,000 | |
Depreciation | 29,754,000 | 20,776,000 | 57,744,000 | 39,064,000 | |
Business Combination, Acquisition Related Costs | 0 | (5,000) | 0 | (14,000) | |
Share-based Compensation | (950,000) | (871,000) | (2,085,000) | (1,744,000) | |
Gains (Losses) on Sales of Investment Real Estate | 2,000 | 6,915,000 | 20,356,000 | 37,639,000 | |
Fair Value, Assets Measured on Recurring Basis, Change in Unrealized Gain (Loss) | 54,000 | 0 | 54,000 | 0 | |
Gain (Loss) on Extinguishment of Debt | 0 | 888,000 | 0 | 888,000 | |
loan fees received | 2,422,000 | 835,000 | |||
noncash loan interest income | 768,000 | 499,000 | 1,243,000 | 1,026,000 | |
Management fees net of deferrals | 5,192,000 | 4,693,000 | 10,213,000 | 9,031,000 | |
rental and other property revenues | 66,199,000 | 48,241,000 | 130,276,000 | 93,605,000 | |
Other property revenues | 12,158,000 | 8,821,000 | 23,886,000 | 17,257,000 | |
interest revenues loans and notes | 17,531,000 | 13,389,000 | 31,599,000 | 25,721,000 | |
Revenues | 96,389,000 | 70,890,000 | 186,759,000 | 137,452,000 | |
Multifamily [Member] | |||||
Segment Reporting Information [Line Items] | |||||
capitalized expenditures for long lived assets | 5,859,000 | 3,584,000 | 10,698,000 | 5,773,000 | |
Multifamily Communities | |||||
Segment Reporting Information [Line Items] | |||||
Assets | 1,462,473,000 | 1,462,473,000 | 1,410,187,000 | ||
Operating Leases, Income Statement, Lease Revenue | 36,226,000 | 28,786,000 | 72,508,000 | 55,992,000 | |
adjusted funds from operations | 22,744,000 | 17,621,000 | 46,268,000 | 33,935,000 | |
Interest Expense | 11,253,000 | 8,502,000 | 22,188,000 | 15,910,000 | |
Depreciation | 20,320,000 | 15,611,000 | 42,023,000 | 29,277,000 | |
Acquisition Costs, Period Cost | 0 | 0 | 0 | (20,000) | |
Other property revenues | 4,106,000 | 3,331,000 | 7,979,000 | 6,309,000 | |
Student Housing Properties [Member] | |||||
Segment Reporting Information [Line Items] | |||||
adjusted funds from operations | 3,905,000 | 1,635,000 | 6,941,000 | 2,651,000 | |
Interest Expense | 2,384,000 | 719,000 | 4,075,000 | 1,196,000 | |
Depreciation | 7,496,000 | 2,537,000 | 12,601,000 | 3,554,000 | |
Acquisition Costs, Period Cost | 0 | 0 | 0 | 0 | |
Student Housing Communities [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating Leases, Income Statement, Lease Revenue | 6,882,000 | 2,720,000 | 12,394,000 | 4,589,000 | |
Other property revenues | 321,000 | 174,000 | 562,000 | 240,000 | |
student housing [Member] | |||||
Segment Reporting Information [Line Items] | |||||
capitalized expenditures for long lived assets | 927,000 | 151,000 | 1,208,000 | 335,000 | |
Assets | 420,615,000 | 420,615,000 | 227,198,000 | ||
financingsegment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Assets | 703,601,000 | 703,601,000 | 439,824,000 | ||
adjusted funds from operations | 17,531,000 | 13,389,000 | 31,599,000 | 25,721,000 | |
Interest Expense | 1,415,000 | 1,990,000 | 2,860,000 | 4,106,000 | |
New Market Properties [Member] | |||||
Segment Reporting Information [Line Items] | |||||
adjusted funds from operations | 12,812,000 | 9,659,000 | 25,485,000 | 19,084,000 | |
Interest Expense | 4,629,000 | 3,510,000 | 8,985,000 | 6,840,000 | |
Depreciation | 9,177,000 | 7,062,000 | 18,057,000 | 14,103,000 | |
Acquisition Costs, Period Cost | 0 | 0 | 0 | 25,000 | |
Retail Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Assets | 815,139,000 | 815,139,000 | 742,492,000 | ||
Operating Leases, Income Statement, Lease Revenue | 13,352,000 | 26,315,000 | |||
Other property revenues | 4,860,000 | 3,632,000 | 9,812,000 | 7,285,000 | |
woodstock retail [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating Leases, Income Statement, Lease Revenue | 10,133,000 | 19,916,000 | |||
Office Building [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Assets | 491,482,000 | 491,482,000 | 413,666,000 | ||
Operating Leases, Income Statement, Lease Revenue | 9,739,000 | 6,602,000 | 19,059,000 | 13,108,000 | |
adjusted funds from operations | 9,334,000 | 6,286,000 | 18,397,000 | 12,504,000 | |
Interest Expense | 2,666,000 | 1,677,000 | 5,207,000 | 3,354,000 | |
Depreciation | 5,102,000 | 3,247,000 | 10,030,000 | 6,349,000 | |
Acquisition Costs, Period Cost | 0 | 5,000 | 0 | 9,000 | |
Other property revenues | 3,372,000 | 2,123,000 | 6,531,000 | 4,292,000 | |
Other Assets [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Assets | 14,916,000 | 14,916,000 | $ 19,003,000 | ||
All Other Segments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
adjusted funds from operations | 308,000 | 390,000 | 548,000 | 776,000 | |
as adjusted [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Other property revenues | 12,659,000 | 9,260,000 | 24,884,000 | 18,126,000 | |
Retail Site [Member] | |||||
Segment Reporting Information [Line Items] | |||||
capitalized expenditures for long lived assets | $ 1,002,000 | $ 1,217,000 | $ 1,787,000 | $ 1,539,000 |
Loss per Share (Details)
Loss per Share (Details) - USD ($) | Jan. 03, 2017 | Jan. 04, 2016 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Jan. 02, 2018 | Dec. 31, 2017 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Income (Loss) before Gain (Loss) on Sale of Properties | $ (5,280,000) | $ (3,611,000) | $ (11,371,000) | $ (4,273,000) | ||||
minority interest partnership units outstanding | 1,070,103 | 1,070,103 | ||||||
Restricted Stock Units outstanding | 34,000 | |||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | $ (5,278,000) | 3,304,000 | $ 8,985,000 | 33,366,000 | ||||
Gains (Losses) on Sales of Investment Real Estate | 2,000 | 6,915,000 | 20,356,000 | 37,639,000 | ||||
Net Income (Loss) Attributable to Parent | (5,138,000) | 3,207,000 | 8,745,000 | 32,270,000 | ||||
Dividends, Preferred Stock | (20,924,000) | (15,235,000) | (40,441,000) | (29,621,000) | ||||
Deemed noncash dividend | (153,000) | (12,000) | ||||||
NetIncomeAllocatedToUnvestedRestrictedShares | 6,000 | 6,000 | 8,000 | 8,000 | ||||
Income (Loss) Attributable to Noncontrolling Interest, before Tax | 140,000 | (97,000) | (240,000) | (1,096,000) | ||||
Net Income (Loss) Available to Common Stockholders, Basic | $ (26,068,000) | $ (12,034,000) | $ (31,704,000) | $ 2,641,000 | ||||
Weighted Average Number of Shares Outstanding, Basic and Diluted | 39,383,000 | 29,894,000 | ||||||
Restricted Stock Units outstanding | 0 | 0 | 0 | 0 | ||||
Weighted Average Number of Shares Outstanding, Diluted | 39,383,000 | 29,894,000 | 39,241,000 | 28,423,000 | ||||
Preferred Stock, Dividend Rate, Percentage | 6.00% | |||||||
Units stated value per share | $ 1,000 | $ 1,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 20,720 | 26,900 | ||||||
Incremental Common Shares from conversion of outstanding units | 19,805,000 | 19,805,000 | ||||||
Share-based Compensation | $ 950,000 | $ 871,000 | $ 2,085,000 | $ 1,744,000 | ||||
Earnings Per Share, Basic | $ (0.66) | $ (0.40) | $ (0.81) | $ 0.09 | ||||
ClassBUnits [Member] | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 3,413,793 | 4,266,409 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 286,392 | 265,931 | 256,087 | 286,392 | ||||
Share-based Compensation | $ 1,070,000 | |||||||
Restricted Stock [Member] | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 25,000 | 24,000 | 25,000 | 24,000 | ||||
Share-based Compensation | $ 25,000 | |||||||
Series A [Member] | Minimum [Member] | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Preferred Stock, Dividend Rate, Percentage | 5.75% | |||||||
mShares [Domain] | Maximum [Member] | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Preferred Stock, Dividend Rate, Percentage | 7.50% | |||||||
Series A Preferred Stock [Member] | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Preferred Stock, Shares Outstanding | 1,418,000 | 1,418,000 | 1,222,000 | |||||
Series M Preferred Stock [Member] | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Preferred Stock, Shares Outstanding | 29,000 | 29,000 | 15,000 |
Pro Forma Financial Information
Pro Forma Financial Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||
Revenues | $ 96,389,000 | $ 70,890,000 | $ 186,759,000 | $ 137,452,000 |
Weighted average number of shares of Common Stock outstanding, basic and diluted | 39,383,000 | 29,894,000 | ||
Weighted Average Number of Shares Outstanding, Diluted | 39,383,000 | 29,894,000 | 39,241,000 | 28,423,000 |
Fair Values of Financial Inst77
Fair Values of Financial Instruments (Details) - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Variable Interest Entity, Consolidated, Assets, Pledged | $ 266,673,000 | $ 0 |
line of credit receivable | 37,356,000 | |
financial assets carrying value | 411,564,000 | |
Accrued Investment Income Receivable | 1,300,000 | 1,500,000 |
Mortgage notes payable | 1,998,514,000 | 1,776,652,000 |
Line of Credit Facility, Amount Outstanding | 38,500,000 | 41,800,000 |
Bank Loans | 11,000,000 | |
Participating Mortgage Loans, Mortgage Obligations, Amount | 11,001,000 | |
Debt, Long-term and Short-term, Combined Amount | 2,085,312,000 | 1,873,687,000 |
Real estate loans carrying value including accrued interest | 374,208,000 | |
Variable Interest Entity, Consolidated, Liabilities, Recourse | 261,879,000 | 0 |
Mortgages [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Mortgage notes payable | 2,035,892,000 | |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Variable Interest Entity, Consolidated, Assets, Pledged | 0 | |
Assets, Fair Value Disclosure | 0 | |
real estate related loans fair value | 0 | |
Long-term Debt, Fair Value | 0 | |
Line of Credit Facility, Amount Outstanding | 0 | |
Bank Loans | 0 | |
Participating Mortgage Loans, Mortgage Obligations, Amount | 0 | |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | 0 |
Variable Interest Entity, Consolidated, Liabilities, Recourse | 0 | |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Variable Interest Entity, Consolidated, Assets, Pledged | 266,673,000 | |
Assets, Fair Value Disclosure | 463,283,000 | |
real estate related loans fair value | 425,927,000 | |
Long-term Debt, Fair Value | 2,007,868,000 | |
Line of Credit Facility, Amount Outstanding | 38,500,000 | |
Bank Loans | 11,000,000 | |
Participating Mortgage Loans, Mortgage Obligations, Amount | 11,001,000 | |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 2,057,369,000 | 1,873,132,000 |
Variable Interest Entity, Consolidated, Liabilities, Recourse | 261,879,000 | |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Variable Interest Entity, Consolidated, Assets, Pledged | 0 | |
real estate related loans fair value | 0 | |
Long-term Debt, Fair Value | 0 | |
Participating Mortgage Loans, Mortgage Obligations, Amount | 0 | |
Variable Interest Entity, Consolidated, Liabilities, Recourse | 0 | |
Mortgages [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
real estate related loans fair value | 425,927,000 | |
Reported Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
line of credit receivable | 40,057,000 | |
financial assets carrying value | 426,853,000 | |
Participating Mortgage Loans, Mortgage Obligations, Amount | 13,986,000 | |
Real estate loans carrying value including accrued interest | 386,796,000 | |
Reported Value Measurement [Member] | Mortgages [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Mortgage notes payable | 1,806,901,000 | |
Reported Value Measurement [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Line of Credit Facility, Amount Outstanding | 41,800,000 | |
Estimate of Fair Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
line of credit receivable | 40,057,000 | |
Participating Mortgage Loans, Mortgage Obligations, Amount | 14,308,000 | |
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets, Fair Value Disclosure | 0 | |
Long-term Debt, Fair Value | 0 | |
Line of Credit Facility, Amount Outstanding | 0 | |
Participating Mortgage Loans, Mortgage Obligations, Amount | 0 | |
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets, Fair Value Disclosure | 473,039,000 | |
real estate related loans fair value | 432,982,000 | |
Long-term Debt, Fair Value | 1,806,024,000 | |
Line of Credit Facility, Amount Outstanding | 41,800,000 | |
Participating Mortgage Loans, Mortgage Obligations, Amount | 14,308,000 | |
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets, Fair Value Disclosure | 0 | |
Long-term Debt, Fair Value | 0 | |
Line of Credit Facility, Amount Outstanding | 0 | |
Bank Loans | 0 | |
Participating Mortgage Loans, Mortgage Obligations, Amount | 0 | |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | |
Estimate of Fair Value Measurement [Member] | Mortgages [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets, Fair Value Disclosure | $ 432,982,000 | |
Portion at Other than Fair Value Measurement [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Participating Mortgage Loans, Mortgage Obligations, Amount | $ 10,920,000 |
Subsequent Events sub events (D
Subsequent Events sub events (Details) | 3 Months Ended | 6 Months Ended | ||||||
Sep. 30, 2018USD ($)$ / sharesshares | Jun. 30, 2018ft²$ / shares | Jun. 30, 2017ft²$ / shares | Jun. 30, 2018USD ($)ft²$ / sharesshares | Jun. 30, 2017USD ($)ft²$ / sharesshares | Jul. 31, 2018ft² | Jun. 30, 2018 | Dec. 31, 2017ft² | |
Subsequent Event [Line Items] | ||||||||
Common Stock, Dividends, Per Share, Declared | $ / shares | $ 0.255 | $ 0.2350 | $ 0.505 | $ 0.455 | ||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $ 210,844,000 | $ 146,848,000 | ||||||
real estate loans repaid | 53,165,000 | |||||||
mortgage debt refinanced | $ 37,485,000 | $ 65,000,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | shares | 20,720 | 26,900 | ||||||
real estate loans commitment amount | $ 512,811 | |||||||
Number of units in real estate property | 575 | 1,025 | 575 | 1,025 | 9,768 | 9,521 | ||
Area of Real Estate Property | ft² | 4,449,860 | 4,449,860 | 4,055,461 | |||||
Subsequent Event [Member] | Unitsissued [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Common Stock, Dividends, Per Share, Declared | $ / shares | $ 0.255 | |||||||
Unitsissuedcumulative | shares | 34,234 | |||||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $ 30,800,000 | |||||||
Atlanta, Georgia [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Area of Real Estate Property | ft² | 122,028 | 122,028 | ||||||
Raleigh Office [Domain] | Subsequent Event [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Area of Real Estate Property | ft² | 559,591 | |||||||
Series M Preferred Stock [Member] | Subsequent Event [Member] | Unitsissued [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Unitsissuedcumulative | shares | 1,654 | |||||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $ 1,600,000 |