Document and Entity Information
Document and Entity Information - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2020 | May 04, 2020 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2020 | |
Entity Registrant Name | CIM REAL ESTATE FINANCE TRUST, INC. | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity common stock, shares outstanding | 309.8 | |
Entity Central Index Key | 0001498547 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 | |
Entity Shell Company | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Real estate assets: | ||
Land | $ 746,665,000 | $ 700,210,000 |
Buildings, fixtures and improvements | 2,015,734,000 | 1,830,101,000 |
Intangible lease assets | 328,049,000 | 313,127,000 |
Total real estate assets, at cost | 3,090,448,000 | 2,843,438,000 |
Less: accumulated depreciation and amortization | (422,371,000) | (374,103,000) |
Total real estate assets, net | 2,668,077,000 | 2,469,335,000 |
Loans held-for-investment and related receivables, net | 627,380,000 | 301,630,000 |
Less: Allowance for credit losses | (19,779,000) | 0 |
Total loans held-for-investment and related receivables, net | 607,601,000 | 301,630,000 |
Cash and cash equivalents | 240,872,000 | 466,024,000 |
Restricted cash | 4,204,000 | 7,331,000 |
Rents and tenant receivables | 57,893,000 | 58,374,000 |
Prepaid expenses and other assets | 11,954,000 | 11,731,000 |
Deferred costs, net | 2,125,000 | 2,301,000 |
Assets held for sale | 7,966,000 | 351,897,000 |
Total assets | 3,600,692,000 | 3,668,623,000 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
Credit facilities and notes payable, net | 1,608,628,000 | 1,604,860,000 |
Accrued expenses and accounts payable | 22,886,000 | 22,038,000 |
Due to affiliates | 12,609,000 | 14,458,000 |
Intangible lease liabilities, net | 20,161,000 | 20,523,000 |
Distributions payable | 16,463,000 | 16,510,000 |
Derivative liabilities, deferred rental income and other liabilities | 21,739,000 | 19,448,000 |
Total liabilities | 1,702,486,000 | 1,697,837,000 |
Commitments and contingencies | ||
Redeemable common stock | 180,555,000 | 180,838,000 |
STOCKHOLDERS’ EQUITY | ||
Preferred stock, $0.01 par value per share; 10,000,000 shares authorized, none issued and outstanding | 0 | 0 |
Common stock, $0.01 par value per share; 490,000,000 shares authorized, 311,174,986 and 311,207,725 shares issued and outstanding as of March 31, 2020 and December 31, 2019, respectively | 3,112,000 | 3,112,000 |
Capital in excess of par value | 2,606,965,000 | 2,606,925,000 |
Accumulated distributions in excess of earnings | (878,690,000) | (816,181,000) |
Accumulated other comprehensive loss | (13,736,000) | (3,908,000) |
Total stockholders’ equity | 1,717,651,000 | 1,789,948,000 |
Total liabilities, redeemable common stock and stockholders’ equity | $ 3,600,692,000 | $ 3,668,623,000 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (USD per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (shares) | 0 | 0 |
Preferred stock, shares outstanding (shares) | 0 | 0 |
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (shares) | 490,000,000 | 490,000,000 |
Common stock, shares issued (shares) | 311,174,986 | 311,207,725 |
Common stock, shares outstanding (shares) | 311,174,986 | 311,207,725 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Revenues: | ||
Rental and other property income | $ 68,436 | $ 104,762 |
Interest income | 5,571 | 4,498 |
Total revenues | 74,007 | 109,260 |
Operating expenses: | ||
General and administrative | 3,682 | 3,447 |
Property operating | 6,865 | 9,317 |
Real estate tax | 6,978 | 9,418 |
Management and advisory fees and expenses | 11,090 | 10,019 |
Transaction-related | 252 | 191 |
Depreciation and amortization | 20,823 | 31,992 |
Impairment | 11,676 | 20,073 |
Provision for credit losses | 17,777 | 0 |
Total operating expenses | 79,143 | 84,457 |
Gain on disposition of real estate, net | 13,110 | 9,940 |
Operating income | 7,974 | 34,743 |
Other expense: | ||
Interest expense and other, net | (15,767) | (25,892) |
Loss on extinguishment of debt | (4,382) | 0 |
Total other expense | (20,149) | (25,892) |
Net (loss) income | (12,175) | 8,851 |
Net income allocated to noncontrolling interest | 0 | 34 |
Net (loss) income attributable to the Company | $ (12,175) | $ 8,817 |
Weighted average number of common shares outstanding: | ||
Basic and diluted (shares) | 311,248,421 | 311,393,554 |
Net income per common share: | ||
Basic and diluted (USD per share) | $ (0.04) | $ 0.03 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net (loss) income | $ (12,175) | $ 8,851 |
Other comprehensive loss | ||
Unrealized loss on interest rate swaps | (10,805) | (3,844) |
Amount of loss (gain) reclassified from other comprehensive income into income as interest expense and other, net | 977 | (1,477) |
Total other comprehensive loss | (9,828) | (5,321) |
Comprehensive (loss) income | (22,003) | 3,530 |
Comprehensive income allocated to noncontrolling interest | 0 | 34 |
Comprehensive (loss) income attributable to the Company | $ (22,003) | $ 3,496 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Common Stock | Capital in Excess of Par Value | Accumulated Distributions in Excess of Earnings | Accumulated Other Comprehensive Loss |
Balance, (shares) at Dec. 31, 2018 | 311,381,396 | ||||
Balance at Dec. 31, 2018 | $ 1,816,850 | $ 3,114 | $ 2,607,330 | $ (804,617) | $ 11,023 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock (shares) | 2,267,609 | ||||
Issuance of common stock | 21,247 | $ 22 | 21,225 | ||
Equity-based compensation | 32 | 32 | |||
Distributions declared on common stock | (47,963) | (47,963) | |||
Redemptions of common stock (shares) | (2,318,505) | ||||
Redemptions of common stock | (21,724) | $ (23) | (21,701) | ||
Changes in redeemable common stock | (67) | (67) | |||
Comprehensive income (loss) | 3,496 | 8,817 | (5,321) | ||
Balance, (shares) at Mar. 31, 2019 | 311,330,500 | ||||
Balance at Mar. 31, 2019 | 1,771,871 | $ 3,113 | 2,606,819 | (843,763) | 5,702 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Cumulative effect of accounting changes | $ (2,002) | (2,002) | |||
Balance, (shares) at Dec. 31, 2019 | 311,207,725 | 311,207,725.099 | |||
Balance at Dec. 31, 2019 | $ 1,789,948 | $ 3,112 | 2,606,925 | (816,181) | (3,908) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock (shares) | 2,223,298 | ||||
Issuance of common stock | 19,231 | $ 22 | 19,209 | ||
Equity-based compensation | 40 | 40 | |||
Distributions declared on common stock | (48,332) | (48,332) | |||
Redemptions of common stock (shares) | (2,256,037) | ||||
Redemptions of common stock | (19,514) | $ (22) | (19,492) | ||
Changes in redeemable common stock | 283 | 283 | |||
Comprehensive income (loss) | $ (22,003) | (12,175) | (9,828) | ||
Balance, (shares) at Mar. 31, 2020 | 311,174,986 | 311,174,986.099 | |||
Balance at Mar. 31, 2020 | $ 1,717,651 | $ 3,112 | $ 2,606,965 | $ (878,690) | $ (13,736) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Stockholders' Equity [Abstract] | ||
Distributions declared on common stock (USD per share) | $ 0.15 | $ 0.15 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities: | ||
Net (loss) income | $ (12,175) | $ 8,851 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Depreciation and amortization, net | 20,530 | 31,481 |
Amortization of deferred financing costs | 1,042 | 1,317 |
Amortization of fair value adjustment of mortgage notes payable assumed | (23) | (22) |
Amortization and accretion on deferred loan fees | (560) | (758) |
Amortization of premiums and discounts of broadly syndicated loans, net | (21) | 0 |
Capitalized interest income | (539) | (2,643) |
Equity-based compensation | 40 | 32 |
Straight-line rental income, net | 261 | (1,176) |
Gain on disposition of real estate assets, net | (13,110) | (9,940) |
Amortization of gain on swap termination | (5) | (5) |
Impairment of real estate assets | 11,676 | 20,073 |
Provision for credit losses | 17,777 | 0 |
Write-off of deferred financing costs | 177 | 0 |
Changes in assets and liabilities: | ||
Rents and tenant receivables | (238) | (120) |
Prepaid expenses and other assets | (484) | (4,867) |
Accounts payable and accrued expenses | 1,918 | 1,921 |
Deferred rental income and other liabilities | (7,271) | (4,617) |
Due to affiliates | (1,849) | (80) |
Net cash provided by operating activities | 17,146 | 39,447 |
Cash flows from investing activities: | ||
Investment in broadly syndicated loans | (330,678) | 0 |
Investment in real estate assets and capital expenditures | (1,534) | (1,550) |
Origination and acquisition of loans held-for-investment, net | (866) | 0 |
Principal payments received on loans held-for-investment | 6,853 | 7,961 |
Origination and exit fees received on loans held-for-investment | 61 | 80 |
Net proceeds from disposition of real estate assets | 126,645 | 120,652 |
Proceeds from the settlement of insurance claims | 0 | 4 |
Net cash (used in) provided by investing activities | (199,519) | 127,147 |
Cash flows from financing activities: | ||
Redemptions of common stock | (19,514) | (21,724) |
Distributions to stockholders | (29,148) | (26,716) |
Proceeds from notes payable and credit facility | 100,000 | 27,500 |
Repayments of credit facilities and notes payable | (97,129) | (139,126) |
Deferred financing costs paid | (115) | 0 |
Distributions to noncontrolling interest | 0 | (72) |
Net cash used in financing activities | (45,906) | (160,138) |
Net (decrease) increase in cash and cash equivalents and restricted cash | (228,279) | 6,456 |
Cash and cash equivalents and restricted cash, beginning of period | 473,355 | 19,674 |
Cash and cash equivalents and restricted cash, end of period | 245,076 | 26,130 |
Reconciliation of cash and cash equivalents and restricted cash to the condensed consolidated balance sheets: | ||
Cash and cash equivalents | 240,872 | 16,202 |
Restricted cash | $ 4,204 | $ 9,928 |
ORGANIZATION AND BUSINESS
ORGANIZATION AND BUSINESS | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND BUSINESS | ORGANIZATION AND BUSINESS CIM Real Estate Finance Trust, Inc. (formerly known as Cole Credit Property Trust IV, Inc.) (the “Company”) is a non-exchange traded real estate investment trust (“REIT”) formed as a Maryland corporation on July 27, 2010 , that elected to be taxed, and currently qualifies, as a REIT for U.S. federal income tax purposes beginning with its taxable year ended December 31, 2012. The Company operates a diversified portfolio of core commercial real estate assets primarily consisting of net leased properties located throughout the United States. As of March 31, 2020 , the Company owned 384 properties, comprising 18.4 million rentable square feet of commercial space located in 42 states. As of March 31, 2020 , the rentable square feet at these properties was 94.6% leased, including month-to-month agreements, if any. As of March 31, 2020 , there were two properties identified as held for sale. See Note 4 — Real Estate Assets for a discussion of the held for sale properties as of March 31, 2020 . The Company intends to pursue a more diversified investment strategy across the capital structure by balancing the Company’s existing core of commercial real estate assets leased to creditworthy tenants under long-term net leases with a portfolio of commercial mortgage loans and other credit investments in which the Company’s sponsor and its affiliates have expertise. As of March 31, 2020 , the Company’s loan portfolio consisted of 124 loans with a net book value of $607.6 million . Substantially all of the Company’s business is conducted through CIM Real Estate Finance Operating Partnership, LP, a Delaware limited partnership, of which the Company is the sole general partner and owns, directly or indirectly, 100% of the partnership interests. The Company is externally managed by CIM Real Estate Finance Management, LLC, a Delaware limited liability company (“ CMFT Management ”), which is an affiliate of CIM Group, LLC (“CIM”). CIM is a community-focused real estate and infrastructure owner, operator, developer and lender with multi-disciplinary expertise, including in acquisitions, management, development, leasing, research and capital markets. CIM is headquartered in Los Angeles, California and has offices in Oakland, California; Bethesda, Maryland; Dallas, Texas; New York, New York; Chicago, Illinois; and Phoenix, Arizona. CCO Group, LLC owns and controls CMFT Management , the Company’s advisor, and is the indirect owner of CCO Capital, LLC (“CCO Capital”), the Company’s dealer manager, and CREI Advisors, LLC (“CREI Advisors”), the Company’s property manager. CCO Group, LLC and its subsidiaries (collectively, “CCO Group”) serve as the Company’s sponsor and as a sponsor to Cole Credit Property Trust V, Inc. (“CCPT V”), Cole Office & Industrial REIT (CCIT II), Inc. (“CCIT II”), Cole Office & Industrial REIT (CCIT III), Inc. (“CCIT III”) and CIM Income NAV, Inc. (“CIM Income NAV”). On January 26, 2012 , the Company commenced its initial public offering on a “best efforts” basis of up to a maximum of $2.975 billion in shares of common stock (the “Offering”). The Company ceased issuing shares in the Offering on April 4, 2014 . At the completion of the Offering, a total of approximately 297.4 million shares of common stock had been issued, including approximately 292.3 million shares of common stock sold to the public pursuant to the primary portion of the Offering and approximately 5.1 million shares of common stock issued pursuant to the distribution reinvestment plan (“DRIP”) portion of the Offering. The remaining approximately 404,000 unsold shares from the Offering were deregistered. The Company registered $247.0 million of shares of common stock under the DRIP (the “Initial DRIP Offering”), which was filed with the U.S. Securities and Exchange Commission (the “SEC”) on December 19, 2013 and automatically became effective with the SEC upon filing. The Company ceased issuing shares under the Initial DRIP Offering effective as of June 30, 2016. At the completion of the Initial DRIP Offering, a total of approximately $241.7 million of shares of common stock had been issued. The remaining $5.3 million of unsold shares from the Initial DRIP Offering were deregistered. The Company registered an additional $600.0 million of shares of common stock under the DRIP (the “Secondary DRIP Offering,” and together with the Initial DRIP Offering, the “DRIP Offerings,” and the DRIP Offerings collectively with the Offering, the “Offerings”), which was filed with the SEC on August 2, 2016 and automatically became effective with the SEC upon filing. The Company began to issue shares under the Secondary DRIP Offering on August 2, 2016 and will continue to issue shares under the Secondary DRIP Offering. The Company’s board of directors (the “Board”) establishes an updated estimated per share net asset value (“NAV”) of the Company’s common stock on at least an annual basis for purposes of assisting broker-dealers that participated in the Offering in meeting their customer account reporting obligations under Financial Industry Regulatory Authority Rule 2231. Distributions are reinvested in shares of the Company’s common stock under the DRIP at the estimated per share NAV as determined by the Board. Additionally, the estimated per share NAV as determined by the Board serves as the per share NAV for purposes of the share redemption program. On March 25, 2020, the Board established an updated estimated per share NAV of the Company’s common stock, using a valuation date of December 31, 2019, of $7.77 per share. Commencing on March 30, 2020, distributions are reinvested in shares of the Company’s common stock under the DRIP at a price of $7.77 per share. The Board previously established a per share NAV as of August 31, 2015, September 30, 2016, December 31, 2016, December 31, 2017 and December 31, 2018. The Company’s estimated per share NAVs are not audited or reviewed by its independent registered public accounting firm. The Company intends to publish an updated estimated per share NAV on a quarterly, rather than an annual, basis going forward, until such time that the Company has greater visibility into the impact of the current novel coronavirus (“COVID-19”) pandemic on the Company’s property valuations. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The summary of significant accounting policies presented below is designed to assist in understanding the Company’s condensed consolidated financial statements. These accounting policies conform to accounting principles generally accepted in the United States of America (“GAAP”) in all material respects, and have been consistently applied in preparing the accompanying condensed consolidated financial statements. Principles of Consolidation and Basis of Presentation The condensed consolidated financial statements of the Company have been prepared in accordance with the rules and regulations of the SEC regarding interim financial reporting, including the instructions to Form 10-Q and Article 10 of Regulation S-X, and do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the statements for the interim periods presented include all adjustments, which are of a normal and recurring nature, necessary for a fair presentation of the results for such periods. Results for these interim periods are not necessarily indicative of full year results. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the Company’s audited consolidated financial statements as of and for the year ended December 31, 2019 , and related notes thereto, set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 . The condensed consolidated financial statements should also be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in this Quarterly Report on Form 10-Q. The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Real Estate Assets Real estate assets are stated at cost, less accumulated depreciation and amortization. The Company considers the period of future benefit of each respective asset to determine the appropriate useful life. The estimated useful lives of the Company’s real estate assets by class are generally as follows: Buildings 40 years Site improvements 15 years Tenant improvements Lesser of useful life or lease term Intangible lease assets Lease term Recoverability of Real Estate Assets The Company continually monitors events and changes in circumstances that could indicate that the carrying amounts of its real estate assets may not be recoverable. Impairment indicators that the Company considers include, but are not limited to: bankruptcy or other credit concerns of a property’s major tenant, such as a history of late payments, rental concessions and other factors; a significant decrease in a property’s revenues due to lease terminations; vacancies; co-tenancy clauses; reduced lease rates; changes in anticipated holding periods; or other circumstances. When indicators of potential impairment are present, the Company assesses the recoverability of the assets by determining whether the carrying amount of the assets will be recovered through the undiscounted future cash flows expected from the use of the assets and their eventual disposition. In the event that such expected undiscounted future cash flows do not exceed the carrying amount, the Company will adjust the real estate assets to their respective fair values and recognize an impairment loss. Generally, fair value is determined using a discounted cash flow analysis and recent comparable sales transactions. During the three months ended March 31, 2020 , as part of the Company’s quarterly impairment review procedures, the Company recorded impairment charges of $11.7 million related to six properties due to revised cash flow estimates as a result of market conditions and one property due to a tenant bankruptcy. The Company’s impairment assessment as of March 31, 2020 was based on the most current information available to the Company, including expected holding periods. If the Company’s expected holding periods for assets change, subsequent tests for impairment could result in additional impairment charges in the future. The Company cannot provide any assurance that additional material impairment charges with respect to the Company’s real estate assets will not occur during 2020 or in future periods, particularly in light of the negative economic impacts caused by the COVID-19 pandemic. If the effects of the COVID-19 pandemic cause economic and market conditions to continue to deteriorate or if the Company’s expected holding periods for assets change, subsequent tests for impairment could result in additional impairment charges in the future. As of March 31, 2020, we have not identified any further impairments resulting from COVID-19 related impacts, including as a result of tenant requests for rent relief. The Company intends to hold its assets for the long-term; therefore, a temporary change in cash flows due to COVID-19 related impacts alone would not be an indicator of impairment. However, we have yet to see the long-term effects of COVID-19 on the economy and the extent to which it may impact our tenants in the future. Indications of a tenant’s inabilit y to continue as a going concern, changes in our view or strategy relative to a tenant’s business or industry as a result of the economic impacts of COVID-19, or changes in our long-term hold strategies, could be indicative of an impairment triggering event. Accordingly, the Company will continue to monitor circumstances and events in future periods to determine whether additional impairment charges are warranted. During the three months ended March 31, 2019 , the Company recorded impairment charges of $20.1 million related to seven properties with revised expected holding periods. The assumptions and uncertainties utilized in the evaluation of the impairment of real estate assets are discussed in detail in Note 3 — Fair Value Measurements. See also Note 4 — Real Estate Assets for further discussion regarding real estate investment activity. Assets Held for Sale When a real estate asset is identified by the Company as held for sale, the Company will cease recording depreciation and amortization of the assets related to the property and estimate its fair value, net of selling costs. If, in management’s opinion, the fair value, net of selling costs, of the asset is less than the carrying amount of the asset, an adjustment to the carrying amount is then recorded to reflect the estimated fair value of the property, net of selling costs. The Company previously expected to sell a substantial portion of its anchored-shopping center portfolio and certain single-tenant properties within the next 24 months, subject to market conditions. In light of current market conditions brought on by the COVID-19 pandemic, the Company cannot provide assurance that these properties will be sold within a 24 -month period. As a result, the Company placed 15 properties with a carrying value of $228.4 million that were previously classified as held for sale back in service during the three months ended March 31, 2020 . As of March 31, 2020 , the Company identified two properties with a carrying value of $8.0 million as held for sale. The Company has mortgage notes payable of $5.0 million that are related to the held for sale properties, which the Company expects to repay in connection with the disposition of the underlying held for sale properties. As of December 31, 2019 , the Company identified 29 properties with a carrying value of $351.9 million as held for sale. Disposition of Real Estate Assets Gains and losses from dispositions are recognized once the various criteria relating to the terms of sale and any subsequent involvement by the Company with the asset sold are met. A discontinued operation includes only the disposal of a component of an entity and represents a strategic shift that has (or will have) a major effect on an entity’s financial results. The disposition of the Company’s individual properties during the three months ended March 31, 2020 and 2019 did not qualify for discontinued operations presentation, and, thus, the results of the properties that were sold will remain in operating income, and any associated gains or losses from the disposition are included in gain on disposition of real estate, net. See Note 4 — Real Estate Assets for a discussion of the disposition of individual properties during the three months ended March 31, 2020 . Allocation of Purchase Price of Real Estate Assets Upon the acquisition of real properties, the Company allocates the purchase price to acquired tangible assets, consisting of land, buildings and improvements, and to identified intangible assets and liabilities, consisting of the value of above- and below-market leases and the value of in-place leases and other intangibles, based in each case on their relative fair values. The Company utilizes independent appraisals to assist in the determination of the fair values of the tangible assets of an acquired property (which includes land and buildings). The information in the appraisal, along with any additional information available to the Company’s management, is used in estimating the amount of the purchase price that is allocated to land. Other information in the appraisal, such as building value and market rents, may be used by the Company’s management in estimating the allocation of purchase price to the building and to intangible lease assets and liabilities. The appraisal firm has no involvement in management’s allocation decisions other than providing this market information. The determination of the fair values of the real estate assets and liabilities acquired requires the use of significant assumptions with regard to the current market rental rates, rental growth rates, capitalization and discount rates, interest rates and other variables. The use of alternative estimates may result in a different allocation of the Company’s purchase price, which could materially impact the Company’s results of operations. Acquisition-related fees and certain acquisition-related expenses related to asset acquisitions are capitalized and allocated to tangible and intangible assets and liabilities, as described above. Restricted Cash The Company had $4.2 million and $7.3 million in restricted cash as of March 31, 2020 and December 31, 2019 , respectively. Included in restricted cash was $1.6 million and $3.1 million held by lenders in lockbox accounts, as of March 31, 2020 and December 31, 2019 , respectively. As part of certain debt agreements, rents from certain encumbered properties are deposited directly into a lockbox account, from which the monthly debt service payment is disbursed to the lender and the excess is disbursed to the Company. Also included in restricted cash was $2.6 million and $4.2 million held by lenders in escrow accounts for real estate taxes and other lender reserves for certain properties, in accordance with the associated lender’s loan agreement, as of March 31, 2020 and December 31, 2019 , respectively. Loans Held-for-Investment The Company has acquired, and may continue to acquire, loans related to real estate assets. Additionally, the Company may acquire and originate credit investments, including commercial mortgage loans, mezzanine loans, preferred equity, and other loans and securities related to commercial real estate assets, as well as corporate loan opportunities that are consistent with the Company’s investment strategy and objectives. The Company intends to hold the loans held-for-investment for the foreseeable future or until maturity. Loans held-for-investment are carried on the Company’s condensed consolidated balance sheets at amortized cost, net of any allowance for credit losses. Discounts or premiums, origination fees and exit fees are amortized as a component of interest income using the effective interest method over the life of the respective loans. Loan acquisition fees paid to CMFT Management or its affiliates are expensed as incurred and are included in transaction-related expenses on the accompanying condensed consolidated statements of operations. Interest earned is either received in cash or capitalized to loans held-for-investment and related receivables, net in the Company’s condensed consolidated balance sheets. Interest is capitalized when certain conditions are met as specified in each loan agreement. For the three months ended March 31, 2020 , the Company recorded $5.6 million in interest income, of which $539,000 was capitalized to loans held-for-investment and related receivables, net. Accrual of interest income is suspended on nonaccrual loans. Loans that are past due 90 days or more as to principal or interest, or where reasonable doubt exists as to timely collection, are generally considered nonperforming and placed on nonaccrual status. Interest collected is recognized on a cash basis by crediting income when received. Loans may be restored to accrual status when all principal and interest are current and full repayment of the remaining contractual principal and interest are reasonably assured. As of March 31, 2020 , the Company’s eight mezzanine loans with a net book value of $140.1 million were nonaccrual loans. During the three months ended March 31, 2020 , the Company recorded $565,000 in interest income related to the nonaccrual loans. Allowance for Credit Losses The Company adopted Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments - Credit Losses (Topic 326) (“ASU 2016-13”), as further described in “Recent Accounting Pronouncements,” on January 1, 2020. The allowance for credit losses required under ASU 2016-13 reflects the Company’s current estimate of potential credit losses related to the Company’s loans held-for-investment included in the condensed consolidated balance sheets. The initial allowance for credit losses recorded on January 1, 2020 is reflected as a direct charge to retained earnings on the Company’s condensed consolidated statements of stockholders’ equity; however subsequent changes to the allowance for credit losses are recognized through net income on the Company’s condensed consolidated statements of operations. While ASU 2016-13 does not require any particular method for determining the allowance for credit losses, it does specify the allowance should be based on relevant information about past events, including historical loss experience, current portfolio and market conditions, and reasonable and supportable forecasts for the duration of each respective loan. In addition, other than a few narrow exceptions, ASU 2016-13 requires that all financial instruments subject to the credit loss model have some amount of loss reserve to reflect the GAAP principal underlying the credit loss model that all loans, debt securities, and similar assets have some inherent risk of loss, regardless of credit quality, subordinate capital, or other mitigating factors. The Company has elected to use a discounted cash flow model to estimate the allowance for credit losses. This model requires the Company to develop cash flows which project estimated credit losses over the life of the lease or loan and discount these cash flows at the asset’s effective interest rate. The Company then records an allowance for credit losses equal to the difference between the amortized cost basis of the asset and the present value of the expected cash flows. The Company considers loan investments that are both (i) expected to be substantially repaid through the operation or sale of the underlying collateral, and (ii) for which the borrower is experiencing financial difficulty, to be “collateral-dependent” loans. For such loans that the Company determines that foreclosure of the collateral is probable, the Company measures the expected losses based on the difference between the fair value of the collateral and the amortized cost basis of the loan as of the measurement date. For collateral-dependent loans that the Company determines foreclosure is not probable, the Company applies a practical expedient to estimate expected losses using the difference between the collateral’s fair value (less costs to sell the asset if repayment is expected through the sale of the collateral) and the amortized cost basis of the loan. For the Company’s broadly syndicated loans, the Company uses a probability of default and loss given default method using underlying third-party CMBS/CRE loan database with historical loan losses from 1998 to 2019. The Company may use other acceptable alternative approaches in the future depending on, among other factors, the type of loan, underlying collateral, and availability of relevant historical market loan loss data. The Company adopted ASU 2016-13 using the modified retrospective method for all financial assets measured at amortized cost. Prior to adoption, the Company had no allowance for credit losses on its condensed consolidated balance sheets. The Company recorded a cumulative-effective adjustment to the opening retained earnings in its condensed consolidated statement of stockholders’ equity as of January 1, 2020 of $2.0 million . Leases The Company has lease agreements with lease and non-lease components. The Company has elected to not separate non-lease components from lease components for all classes of underlying assets (primarily real estate assets) and will account for the combined components as rental and other property income. Non-lease components included in rental and other property income include certain tenant reimbursements for maintenance services (including common-area maintenance services or “CAM”), real estate taxes, insurance and utilities paid for by the lessor but consumed by the lessee. As a lessor, the Company has further determined that this policy will be effective only on a lease that has been classified as an operating lease and the revenue recognition pattern and timing is the same for both types of components. The Company is not a party to any material leases where it is the lessee. Significant judgments and assumptions are inherent in not only determining if a contract contains a lease, but also the lease classification, terms, payments, and, if needed, discount rates. Judgments include the nature of any options, including if they will be exercised, evaluation of implicit discount rates and the assessment and consideration of “fixed” payments for straight-line rent revenue calculations. The Company has an investment in a real estate property that is subject to a ground lease, for which a lease liability and right of use (“ROU”) asset of $2.5 million was recorded as of March 31, 2020 . See Note 14 — Leases for a further discussion regarding this ground lease. Lease costs represent the initial direct costs incurred in the origination, negotiation and processing of a lease agreement. Such costs include outside broker commissions and other independent third-party costs and are amortized over the life of the lease on a straight-line basis. Costs related to salaries and benefits, supervision, administration, unsuccessful origination efforts and other activities not directly related to completed lease agreements are expensed as incurred. Upon successful lease execution, leasing commissions are capitalized. Revenue Recognition Revenue from leasing activities Rental and other property income is primarily derived from fixed contractual payments from operating leases and, therefore, is generally recognized on a straight-line basis over the term of the lease, which typically begins the date the tenant takes control of the space. When the Company acquires a property, the terms of existing leases are considered to commence as of the acquisition date for the purpose of this calculation. Variable rental and other property income consists primarily of tenant reimbursements for recoverable real estate taxes and operating expenses which are included in rental and other property income in the period when such costs are incurred, with offsetting expenses in real estate taxes and property operating expenses, respectively, within the condensed consolidated statements of operations. The Company defers the recognition of variable rental and other property income, such as percentage rents, until the specific target that triggers the contingent rental income is achieved. The Company continually reviews whether collection of lease-related receivables, including any straight-line rent, and current and future operating expense reimbursements from tenants are probable. The determination of whether collectability is probable takes into consideration the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located. Upon the determination that the collectability of a receivable is not probable, the Company will record a reduction to rental and other property income for amounts previously recorded and a decrease in the outstanding receivable. Revenue from leases where collection is deemed to be less than probable is recorded on a cash basis until collectability becomes probable. Management’s estimate of the collectability of lease-related receivables is based on the best information available to management. The Company does not use a general reserve approach and lease-related receivables are adjusted and taken against rental and other property income only when collectability becomes not probable. Revenue from lending activities Interest income from our loans held-for-investment is comprised of interest earned on loans and the accretion and amortization of net loan origination fees and discounts. Interest income on loans is accrued as earned, with the accrual of interest suspended when the related loan becomes a nonaccrual loan. Interest income on the Company’s broadly syndicated loans is accrued as earned beginning on the settlement date. Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by various standard setting bodies that may have an impact on the Company’s accounting and reporting. Except as otherwise stated below, the Company is currently evaluating the effect that certain new accounting requirements may have on the Company’s accounting and related reporting and disclosures in the Company’s condensed consolidated financial statements. In June 2016, the Financial Accounting Standards Board (the “FASB”) issued ASU 2016-13, which was subsequently amended by ASU No. 2018-19, Codification Improvements to Topic 326, Financial Instruments - Credit Losses (“ASU 2018-19”), in November 2018. Subsequently, the FASB issued ASU No. 2019-04, ASU No. 2019-05, ASU No. 2019-10, ASU No. 2019-11 and ASU No. 2020-02 to provide additional guidance on the credit losses standard. ASU 2016-13 and the related updates are intended to improve financial reporting requiring more timely recognition of credit losses on loans and other financial instruments that are not accounted for at fair value through net income, including loans held-for-investment, held-to-maturity debt securities, net investment in leases and other such commitments. ASU 2016-13 requires that financial assets measured at amortized cost be presented at the net amount expected to be collected, through an allowance for credit losses that is deducted from the amortized cost basis. The amendments in ASU 2016-13 require the Company to measure all expected credit losses based upon historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the financial assets and eliminates the “incurred loss” methodology under current GAAP. ASU 2018-19 clarified that receivables arising from operating leases are not within the scope of Topic 326. Instead, impairment of receivables arising from operating leases should be accounted for in accordance with ASU No. 2016-02, Leases ( Topic 842 ) (“ASC 842”) . ASU 2016-13 and ASU 2018-19 are effective for fiscal years, and interim periods within those years, beginning after December 15, 2019. The Company adopted ASU 2016-13 during the first quarter of fiscal year 2020. In August 2018, the FASB issued ASU No. 2018-13, Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). This ASU amends and removes several disclosure requirements including the valuation processes for Level 3 fair value measurements. ASU 2018-13 also modifies some disclosure requirements and requires additional disclosures for changes in unrealized gains and losses included in other comprehensive income for recurring Level 3 fair value measurements and requires the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. The provisions of ASU 2018-13 are effective January 1, 2020 using a prospective transition method for amendments effecting changes in unrealized gains and losses, significant unobservable inputs used to develop Level 3 fair value measurements and narrative description on uncertainty of measurements. The remaining provisions of ASU 2018-13 are to be applied retrospectively, and early adoption is permitted. The Company adopted ASU 2018-13 during the first quarter of fiscal year 2020, and has concluded that there is no material impact on its condensed consolidated financial statements. In October 2018, the FASB issued ASU No. 2018-16, Inclusion of the Secured Overnight Financing Rate (“SOFR”) Overnight Index Swap (“OIS”) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes (“ASU 2018-16”). The amendments in this ASU permit the use of the OIS rate based on SOFR as a U.S. benchmark interest rate for hedge accounting purposes or another acceptable benchmark interest rate. The SOFR is a volume-weighted median interest rate that is calculated daily based on overnight transactions from the prior day’s activity in specified segments of the U.S. Treasury repo market. It has been selected as the preferred replacement for the U.S. dollar London Interbank Offered Rate (“LIBOR”), which will be phased out by the end of 2021. ASU 2018-16 is effective for public entities for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. ASU 2018-16 is required to be adopted on a prospective basis for qualifying new or redesignated hedging relationships entered into on or after the date of adoption. The Company currently uses LIBOR as its benchmark interest rate in the Company’s interest rate swaps associated with the Company’s LIBOR-based variable rate borrowings. The Company has not entered into any new or redesignated hedging relationships on or after the date of adoption of ASU 2018-16. The Company has evaluated the effect of this new benchmark interest rate option, and does not believe this ASU will have a material impact on its condensed consolidated financial statements. In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities . The guidance changes the guidance for determining whether a decision-making fee is a variable interest. Under the new ASU, indirect interests held through related parties under common control will now be considered on a proportional basis when determining whether fees paid to decision makers and service providers are variable interests. Such indirect interests were previously treated the same as direct interests. This ASU is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. The Company adopted ASU 2018-17 during the first quarter of fiscal year 2020, and has concluded that there is no material impact on its condensed consolidated financial statements. In April 2020, the FASB issued a question and answer document (the “Lease Modification Q&A”) focused on the application of lease accounting guidance to lease concessions provided as a result of COVID-19. Due to the business disruptions and challenges severely affecting the global economy caused by COVID-19, many lessors may be required to provide rent deferrals and other lease concessions to lessees. While the lease modification guidance in ASC 842 addresses routine changes to lease terms resulting from negotiations between the lessee and the lessor, this guidance did not contemplate concessions being so rapidly executed to address the sudden liquidity constraints of some lessees arising from COVID-19 related impacts. Under existing lease guidance, the Company would have to determine, on a lease by lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated within the lease modification accounting framework) or if a lease concession was under the enforceable rights and obligations within the existing lease agreement (precluded from applying the lease modification accounting framework). The Lease Modification Q&A allows the Company, if certain criteria have been met, to bypass the lease by lease analysis, and instead elect to either apply the lease modification accounting framework or not, with such election applied consistently to leases with similar characteristics and similar circumstances. The future impact of the Lease Modification Q&A is dependent upon the extent of lease concessions granted to tenants as a result of COVID-19 in future periods and the elections made by the Company at the time of entering into such concessions. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS GAAP defines fair value, establishes a framework for measuring fair value and requires disclosures about fair value measurements. GAAP emphasizes that fair value is intended to be a market-based measurement, as opposed to a transaction-specific measurement. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. Depending on the nature of the asset or liability, various techniques and assumptions can be used to estimate the fair value. Assets and liabilities are measured using inputs from three levels of the fair value hierarchy, as follows: Level 1 — Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. An active market is defined as a market in which transactions for the assets or liabilities occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 — Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active (markets with few transactions), inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data correlation or other means (market corroborated inputs). Level 3 — Unobservable inputs, which are only used to the extent that observable inputs are not available, reflect the Company’s assumptions about the pricing of an asset or liability. The following describes the methods the Company uses to estimate the fair value of the Company’s financial assets and liabilities: Credit facilities and notes payable — The fair value is estimated by discounting the expected cash flows based on estimated borrowing rates available to the Company as of the measurement date. Current and prior period liabilities’ carrying and fair values exclude net deferred financing costs. These financial instruments are valued using Level 2 inputs. As of March 31, 2020 , the estimated fair value of the Company’s debt was $1.62 billion , compared to a carrying value of $1.61 billion . The estimated fair value of the Company’s debt as of December 31, 2019 was $1.60 billion , compared to a carrying value of $1.61 billion . Derivative instruments — The Company’s derivative instruments are comprised of interest rate swaps. All derivative instruments are carried at fair value and are valued using Level 2 inputs. The fair value of these instruments is determined using interest rate market pricing models. In addition, credit valuation adjustments are incorporated into the fair values to account for the Company’s potential nonperformance risk and the performance risk of the respective counterparties. Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with those derivatives utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by the Company and its counterparties. However, as of March 31, 2020 and December 31, 2019 , the Company assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and determined that the credit valuation adjustments are not significant to the overall valuation of the Company’s derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. Loans held-for-investment — The Company’s loans held-for-investment are recorded at cost upon origination and adjusted by net loan origination fees and discounts. The Company estimates the fair value of its CRE loans held-for-investment by performing a present value analysis for the anticipated future cash flows using an appropriate market discount rate taking into consideration the credit risk. As a result, the Company has determined that its CRE loans held-for-investment are classified in Level 3 of the fair value hierarchy. The Company’s broadly syndicated loans are classified as Level 2 or Level 3 depending on the number of market quotations or indicative prices from pricing services that are available, and whether the depth of the market is sufficient to transact at those prices in amounts approximating the Company’s investment position at the measurement date. As of March 31, 2020 , $206.5 million and $90.8 million of the Company’s broadly syndicated loans were classified in Level 2 and Level 3 of the fair value hierarchy, respectively. As of March 31, 2020 , the estimated fair value of the Company’s loans held-for-investment was $579.7 million , compared to its carrying value of $607.6 million . As of December 31, 2019 , the estimated fair value of the Company’s loans held-for-investment was $302.0 million , compared to its carrying value of $301.6 million . Other financial instruments — The Company considers the carrying values of its cash and cash equivalents, restricted cash, tenant receivables, accounts payable and accrued expenses, other liabilities, due to affiliates and distributions payable to approximate their fair values because of the short period of time between their origination and their expected realization as well as their highly-liquid nature. Due to the short-term maturities of these instruments, Level 1 inputs are utilized to estimate the fair value of these financial instruments. Considerable judgment is necessary to develop estimated fair values of financial assets and liabilities. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize, or be liable for, upon disposition of the financial assets and liabilities. As of March 31, 2020 and December 31, 2019 , there have been no transfer s of financial assets or liabilities between fair value hierarchy levels. Items Measured at Fair Value on a Recurring Basis In accordance with the fair value hierarchy described above, the following tables show the fair value of the Company’s financial assets and liabilities that are required to be measured at fair value on a recurring basis as of March 31, 2020 and December 31, 2019 (in thousands): Balance as of Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Financial liabilities: Interest rate swaps $ (13,743 ) $ — $ (13,743 ) $ — Total financial liabilities $ (13,743 ) $ — $ (13,743 ) $ — Balance as of Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Financial assets: Interest rate swaps $ 261 $ — $ 261 $ — Total financial assets $ 261 $ — $ 261 $ — Financial liability: Interest rate swap $ (4,181 ) $ — $ (4,181 ) $ — Total financial liability $ (4,181 ) $ — $ (4,181 ) $ — Items Measured at Fair Value on a Non-Recurring Basis (Including Impairment Charges) Certain financial and nonfinancial assets and liabilities are measured at fair value on a nonrecurring basis and are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment. The Company’s process for identifying and recording impairment related to real estate assets and intangible assets is discussed in Note 2 — Summary of Significant Accounting Policies. As discussed in Note 4 — Real Estate Assets, during the three months ended March 31, 2020 , real estate assets related to seven properties were deemed to be impaired and their carrying values were reduced to an estimated fair value of $52.6 million , resulting in impairment charges of $11.7 million . During the three months ended March 31, 2019 , real estate assets related to seven properties were deemed to be impaired and their carrying values were reduced to an estimated fair value of $118.9 million , resulting in impairment charges of $20.1 million . The Company estimates fair values using Level 3 inputs and using a combined income and market approach, specifically using discounted cash flow analysis and recent comparable sales transactions. The evaluation of real estate assets for potential impairment requires the Company’s management to exercise significant judgment and to make certain key assumptions, including, but not limited to, the following: (1) terminal capitalization rates; (2) discount rates; (3) the number of years the property will be held; (4) property operating expenses; and (5) re-leasing assumptions, including the number of months to re-lease, market rental income and required tenant improvements. There are inherent uncertainties in making these estimates such as market conditions and the future performance and sustainability of the Company’s tenants. For the Company’s impairment tests for the real estate assets during the three months ended March 31, 2020 , the Company used a range of discount rates from 7.9% to 9.7% and terminal capitalization rates from 7.4% to 9.2% . The following table presents the impairment charges by asset class recorded during the three months ended March 31, 2020 and 2019 (in thousands): Three Months Ended March 31, 2020 March 31, 2019 Asset class impaired: Land $ 2,925 $ 2,527 Buildings, fixtures and improvements 8,264 17,107 Intangible lease assets 497 482 Intangible lease liabilities (10 ) (43 ) Total impairment loss $ 11,676 $ 20,073 |
REAL ESTATE ASSETS
REAL ESTATE ASSETS | 3 Months Ended |
Mar. 31, 2020 | |
Real Estate [Abstract] | |
REAL ESTATE ASSETS | REAL ESTATE ASSETS Property Acquisitions During the three months ended March 31, 2020 and 2019 , the Company did no t acquire any properties. 2020 Property Dispositions and Real Estate Assets Held for Sale During the three months ended March 31, 2020 , the Company disposed of 12 properties , consisting of nine retail properties and three anchored shopping centers, for an aggregate gross sales price of $129.0 million , resulting in proceeds of $126.6 million after closing costs and disposition fees due to CMFT Management or its affiliates, and a gain of $13.1 million . The Company has no continuing involvement with these properties. The gain on sale of real estate is included in gain on disposition of real estate, net in the condensed consolidated statements of operations. The disposition of these properties did not qualify to be reported as discontinued operations since the disposition did not represent a strategic shift that had a major effect on the Company’s operations and financial results. Accordingly, the operating results of these disposed properties are reflected in the Company’s results from continuing operations for all periods presented through their respective date of disposition. As of March 31, 2020 , there were two properties classified as held for sale with a carrying value of $8.0 million included in assets held for sale in the accompanying condensed consolidated balance sheets. The Company has mortgage notes payable of $5.0 million that are related to the held for sale properties, which the Company expects to repay in connection with the disposition of the underlying held for sale properties. 2020 Impairment The Company performs quarterly impairment review procedures, primarily through continuous monitoring of events and changes in circumstances that could indicate that the carrying value of certain of its real estate assets may not be recoverable. See Note 2 — Summary of Significant Accounting Policies for a discussion of the Company’s accounting policies regarding impairment of real estate assets. During the three months ended March 31, 2020 , seven properties totaling approximately 414,000 square feet with a carrying value of $64.3 million were deemed to be impaired and their carrying values were reduced to an estimated fair value of $52.6 million , resulting in impairment charges of $11.7 million , which were recorded in the condensed consolidated statements of operations. See Note 3 — Fair Value Measurements for a further discussion regarding these impairment charges. 2019 Property Dispositions During the three months ended March 31, 2019 , the Company disposed of 34 properties, consisting of 31 retail properties and three anchored shopping centers, excluding a related outparcel of land, for an aggregate gross sales price of $124.3 million , resulting in proceeds of $120.7 million after closing costs and disposition fees due to CMFT Management or its affiliates, and a gain of $9.9 million . The Company has no continuing involvement with these properties. The gain on sale of real estate is included in gain on disposition of real estate, net in the condensed consolidated statements of operations. The disposition of these properties did not qualify to be reported as discontinued operations since the disposition did not represent a strategic shift that had a major effect on the Company’s operations and financial results. Accordingly, the operating results of these disposed properties are reflected in the Company’s results from continuing operations for all periods presented through their respective date of disposition. 2019 Impairment During the three months ended March 31, 2019 , seven properties totaling approximately 1.1 million square feet with a carrying value of $139.0 million were deemed to be impaired and their carrying values were reduced to an estimated fair value of $118.9 million , resulting in impairment charges of $20.1 million , which were recorded in the condensed consolidated statements of operations. See Note 3 — Fair Value Measurements for a further discussion regarding these impairment charges. |
INTANGIBLE LEASE ASSETS AND LIA
INTANGIBLE LEASE ASSETS AND LIABILITIES | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE LEASE ASSETS AND LIABILITIES | INTANGIBLE LEASE ASSETS AND LIABILITIES Intangible lease assets and liabilities consisted of the following as of March 31, 2020 and December 31, 2019 (in thousands, except weighted average life remaining): March 31, 2020 December 31, 2019 Intangible lease assets: In-place leases and other intangibles, net of accumulated amortization of $124,103 and $111,670, respectively (with a weighted average life remaining of 10.0 years and 10.4 years, respectively) $ 164,232 $ 164,724 Acquired above-market leases, net of accumulated amortization of $22,040 and $19,310, respectively (with a weighted average life remaining of 7.5 years and 7.9 years, respectively) 17,674 17,423 Total intangible lease assets, net $ 181,906 $ 182,147 Intangible lease liabilities: Acquired below-market leases, net of accumulated amortization of $30,237 and $25,800, respectively (with a weighted average life remaining of 7.0 years and 7.3 years, respectively) $ 20,161 $ 20,523 Amortization of the above-market leases is recorded as a reduction to rental and other property income, and amortization expense for the in-place leases and other intangibles is included in depreciation and amortization in the accompanying condensed consolidated statements of operations. Amortization of below-market leases is recorded as an increase to rental and other property income in the accompanying condensed consolidated statements of operations. The following table summarizes the amortization related to the intangible lease assets and liabilities for the three months ended March 31, 2020 and 2019 (in thousands): Three Months Ended March 31, 2020 2019 In-place lease and other intangible amortization $ 5,940 $ 9,474 Above-market lease amortization $ 908 $ 1,290 Below-market lease amortization $ 1,399 $ 1,816 As of March 31, 2020 , the estimated amortization relating to the intangible lease assets and liabilities is as follows (in thousands): Amortization In-Place Leases and Other Intangibles Above-Market Leases Below-Market Leases Remainder of 2020 $ 16,565 $ 2,151 $ 3,763 2021 19,541 2,330 3,129 2022 18,088 2,138 2,609 2023 16,021 1,868 2,198 2024 14,211 1,410 1,650 Thereafter 79,806 7,777 6,812 Total $ 164,232 $ 17,674 $ 20,161 |
LOANS HELD-FOR-INVESTMENT
LOANS HELD-FOR-INVESTMENT | 3 Months Ended |
Mar. 31, 2020 | |
Receivables [Abstract] | |
LOANS HELD-FOR-INVESTMENT | LOANS HELD-FOR-INVESTMENT The Company’s loans held-for-investment consisted of the following as of March 31, 2020 and December 31, 2019 (dollar amounts in thousands): As of March 31, As of December 31, 2020 2019 Mezzanine loans $ 140,061 $ 146,060 Senior loans 153,870 152,820 Total CRE loans-held-for-investment and related receivables, net 293,931 298,880 Broadly syndicated loans 333,449 2,750 Loans-held-for-investment and related receivables, net 627,380 301,630 Less: Allowance for credit losses (19,779 ) — Total loans-held-for-investment and related receivables, net $ 607,601 $ 301,630 During the three months ended March 31, 2020 , the Company acquired 112 broadly syndicated loans with a net book value of $330.7 million . As of March 31, 2020 , the Company’s broadly syndicated loans consisted of 113 loans with a net book value of $333.4 million with a weighted average years to maturity of 5.2 years and a weighted average interest rate of 4.5% . As of March 31, 2020 , the Company had $55.6 million of unsettled broadly syndicated loan purchases included in cash and cash equivalents in the accompanying condensed consolidated balance sheet. As of March 31, 2020 , the Company had $15.4 million of unfunded commitments related to Commercial Real Estate (“CRE”) loans held-for-investment, the funding of which is subject to the satisfaction of borrower milestones. These commitments are not reflected in the accompanying condensed consolidated balance sheet. During the year ended December 31, 2019, the borrower on the Company’s eight mezzanine loans, which represent approximately 3.9% of total assets as of March 31, 2020 , became delinquent on certain required reserve payments. During the three months ended March 31, 2020 , the borrower remained delinquent on the required reserve payments and became delinquent on principal and interest; as a result, the Company recorded an allowance for credit losses on its mezzanine loans of $14.5 million , which is the difference between the fair value of the collateral and the amortized cost basis of the loans. The mezzanine loans are secured by condominium properties in New York. See further discussion below on the Company’s allowance for credit losses. The following table details overall statistics for the Company’s CRE loans held-for-investment as of March 31, 2020 and December 31, 2019 (dollar amounts in thousands): As of March 31, As of December 31, 2020 2019 Number of loans 11 11 Principal balance (1) $ 291,909 $ 297,357 Net book value $ 278,581 $ 298,880 Weighted-average interest rate (1) 9.2 % 8.9 % Weighted-average maximum years to maturity (2) 2.7 2.9 ____________________________________ (1) As of March 31, 2020 , 100% of the Company’s loans by principal balance earned a floating rate of interest, primarily indexed to U.S. dollar LIBOR. (2) Maximum maturity date assumes all extension options are exercised by the borrower; however, the Company’s loans may be repaid prior to such date. Activity relating to the Company’s loans held-for-investment portfolio was as follows (dollar amounts in thousands): Principal Balance Deferred Fees / Other Items (1) Loan Fees Receivable Net Book Value Balance, December 31, 2019 $ 300,135 $ (6,047 ) $ 7,542 $ 301,630 Loan originations and acquisitions 332,497 (2 ) 2 332,497 Principal repayments received (6,853 ) — — (6,853 ) Capitalized interest (2) 539 — — 539 Deferred fees and other items — (941 ) (73 ) (1,014 ) Accretion and amortization of fees and other items — 581 — 581 Allowance for credit losses — (19,779 ) — (19,779 ) Balance, March 31, 2020 $ 626,318 $ (26,188 ) $ 7,471 $ 607,601 ____________________________________ (1) Other items primarily consist of purchase discounts or premiums, accretion of exit fees and deferred origination expenses. (2) Represents accrued interest on loans whose terms do not require a current cash payment of interest. Allowance for Credit Losses The allowance for credit losses reflects the Company’s current estimate of potential credit losses related to the loans held-for-investment included in our condensed consolidated balance sheets. Refer to Note 2 — Summary of Significant Accounting Policies for further discussion of the Company’s allowance for credit losses. The following table presents the activity in our allowance for credit losses by loan type for the three months ended March 31, 2020 (dollar amounts in thousands): Mezzanine Loans Senior Loans Broadly Syndicated Loans Total Allowance for credit losses as of December 31, 2019 $ — $ — $ — $ — Transition adjustment on January 1, 2020 1,494 468 40 2,002 Provision for credit losses 13,047 341 4,389 17,777 Allowance for credit losses as of March 31, 2020 $ 14,541 $ 809 $ 4,429 $ 19,779 The Company’s initial allowance for credit losses against the loans held-for-investment of $2.0 million recorded on January 1, 2020 is reflected as a direct charge to retained earnings on the Company’s condensed consolidated statements of stockholders’ equity; however subsequent changes to the allowance for credit losses are recognized through net income on the Company’s condensed consolidated statements of operations. During the three months ended March 31, 2020, the Company recorded a $17.8 million increase in allowance for credit losses related to its loans held-for-investment, bringing the total allowance for credit losses to $19.8 million as of March 31, 2020. |
DERIVATIVE INSTRUMENTS AND HEDG
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | 3 Months Ended |
Mar. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES In the normal course of business, the Company uses certain types of derivative instruments for the purpose of managing or hedging its interest rate risk. As of March 31, 2020 , the Company had three executed interest rate swap agreements. The following table summarizes the terms of the Company’s executed interest rate swap agreements designated as hedging instruments as of March 31, 2020 and December 31, 2019 (dollar amounts in thousands): Outstanding Notional Fair Value of Liabilities as of Balance Sheet Amount as of Interest Effective Maturity March 31, December 31, Location March 31, 2020 Rates (1) Dates Dates 2020 2019 (2) Interest Rate Swaps Derivative liabilities, deferred rental income and other liabilities $ 871,666 2.55% to 4.02% 3/14/2016 to 8/15/2018 3/15/2021 to 7/1/2021 $ (13,743 ) $ (4,181 ) ____________________________________ (1) The interest rates consist of the underlying index swapped to a fixed rate and the applicable interest rate spread as of March 31, 2020 . (2) As of December 31, 2019 , the Company had two interest rate swap agreements in an asset position with a notional amount of $60.0 million and a fair value of $261,000 included in prepaid expenses and other assets on the condensed consolidated balance sheets. Additional disclosures related to the fair value of the Company’s derivative instruments are included in Note 3 — Fair Value Measurements. The notional amount under the interest rate swap agreements is an indication of the extent of the Company’s involvement in each instrument, but does not represent exposure to credit, interest rate or market risks. Accounting for changes in the fair value of a derivative instrument depends on the intended use and designation of the derivative instrument. The Company designated the interest rate swaps as cash flow hedges in order to hedge the variability of the anticipated cash flows on its variable rate debt. The change in fair value of the derivative instruments that are designated as hedges is recorded in other comprehensive loss , with a portion of the amount subsequently reclassified to interest expense as interest payments are made on the Company’s variable rate debt. For the three months ended March 31, 2020 , the amount of loss reclassified from other comprehensive loss as an increase to interest expense was $977,000 . For the three months ended March 31, 2019 , the amount of gain reclassified from other comprehensive loss as a decrease to interest expense was $1.5 million . During the next 12 months, the Company estimates that $13.7 million will be reclassified from other comprehensive loss as an increase to interest expense. The Company includes cash flows from interest rate swap agreements in net cash flows provided by operating activities on its condensed consolidated statements of cash flows, as the Company’s accounting policy is to present cash flows from hedging instruments in the same category in its condensed consolidated statements of cash flows as the category for cash flows from the hedged items. The Company has agreements with each of its derivative counterparties that contain provisions whereby if the Company defaults on certain of its unsecured indebtedness, the Company could also be declared in default on its derivative obligations, resulting in an acceleration of payment. If the Company had breached any of these provisions, it could have been required to settle its obligations under the agreements at their aggregate termination value, inclusive of interest payments and accrued interest, of $14.2 million at March 31, 2020 . In addition, the Company is exposed to credit risk in the event of non-performance by its derivative counterparties. The Company believes it mitigates its credit risk by entering into agreements with creditworthy counterparties. The Company records credit risk valuation adjustments on its interest rate swaps based on the credit quality of the Company and the respective counterparty. There were no termination events or events of default related to the interest rate swaps as of March 31, 2020 . |
CREDIT FACILITIES AND NOTES PAY
CREDIT FACILITIES AND NOTES PAYABLE | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
CREDIT FACILITIES AND NOTES PAYABLE | CREDIT FACILITIES AND NOTES PAYABLE As of March 31, 2020 , the Company had $1.6 billion of debt outstanding, including net deferred financing costs, with a weighted average years to maturity of 2.3 years and a weighted average interest rate of 3.8% . The weighted average years to maturity is computed using the scheduled repayment date as specified in each loan agreement where applicable. The weighted average interest rate is computed using the interest rate in effect until the scheduled repayment date. Should a loan not be repaid by its scheduled repayment date, the applicable interest rate will increase as specified in the respective loan agreement. The following table summarizes the debt balances as of March 31, 2020 and December 31, 2019 , and the debt activity for the three months ended March 31, 2020 (in thousands): During the Three Months Ended March 31, 2020 Balance as of December 31, 2019 Debt Issuances & Assumptions (1) Repayments & Modifications (2) Accretion and (Amortization) Balance as of Fixed rate debt $ 726,261 $ — $ (97,129 ) $ — $ 629,132 Credit facilities 885,000 100,000 — — 985,000 Total debt 1,611,261 100,000 (97,129 ) — 1,614,132 Net premiums (3) 241 — — (23 ) 218 Deferred costs – credit facility (4) (3,933 ) — — 445 (3,488 ) Deferred costs – fixed rate debt (2,709 ) — 177 (5 ) 298 (2,234 ) Total debt, net $ 1,604,860 $ 100,000 $ (96,952 ) $ 720 $ 1,608,628 ____________________________________ (1) Includes deferred financing costs incurred during the period. (2) In connection with the repayment of certain mortgage notes, the Company recognized a loss on extinguishment of debt of $4.4 million during the three months ended March 31, 2020 . (3) Net premiums on mortgage notes payable were recorded upon the assumption of the respective debt instruments. Amortization of these net premiums is recorded as a reduction to interest expense over the remaining term of the respective debt instruments using the effective-interest method. (4) Deferred costs related to the term portion of the Credit Facility (as defined below). (5) Represents deferred financing costs written off during the period resulting from debt repayments prior to the respective maturity dates. Notes Payable As of March 31, 2020 , the fixed rate debt outstanding of $629.1 million included $60.0 million of variable rate debt that is fixed through interest rate swap agreements, which has the effect of fixing the variable interest rates per annum through the maturity date of the variable rate debt. The fixed rate debt has interest rates ranging from 2.6% to 5.0% per annum. The fixed rate debt outstanding matures on various dates from April 1, 2020 through May 10, 2024 . The aggregate balance of gross real estate assets, net of gross intangible lease liabilities, securing the fixed rate debt outstanding was $1.1 billion as of March 31, 2020 . Each of the mortgage notes payable comprising the fixed rate debt is secured by the respective properties on which the debt was placed. Subsequent to March 31, 2020 , the Company repaid $68.2 million of mortgage notes that matured on various dates from April 1, 2020 to May 1, 2020. With respect to the remaining $85.5 million of debt maturing within the next 12 months following the date these financial statements are issued, the Company believes cash on hand, proceeds from real estate asset dispositions, net cash provided by operations, borrowings available under the Credit Facility or the entry into new financing arrangements will be sufficient in order to meet its debt obligations. Credit Facilities The Company has a second amended and restated unsecured credit agreement (the “Second Amended and Restated Credit Agreement”) with JPMorgan Chase Bank, N.A. as administrative agent (“JPMorgan Chase”), and the other lenders party thereto that provides for borrowings of up to $1.24 billion as of March 31, 2020 , which included a $885.0 million unsecured term loan (the “Term Loan”) and up to $350.0 million in unsecured revolving loans (the “Revolving Loans” and, collectively with the Term Loan, the “Credit Facility”). The Term Loan matures on March 15, 2022 and the Revolving Loans mature on March 15, 2021 ; however, the Company has the right to extend the maturity date of the Revolving Loans to March 15, 2022 . Depending upon the type of loan specified and overall leverage ratio, the Credit Facility bears interest at (i) the one-month, two-month, three-month or six-month LIBOR multiplied by the statutory reserve rate (the “Eurodollar Rate”) plus an interest rate spread ranging from 1.65% to 2.25% or (ii) a base rate, ranging from 0.65% to 1.25% , plus the greater of: (a) JPMorgan Chase’s Prime Rate; (b) the Federal Funds Effective Rate (as defined in the Second Amended and Restated Credit Agreement) plus 0.50% ; or (c) the one-month LIBOR multiplied by the statutory reserve rate plus 1.00% . As of March 31, 2020 , there were no amounts outstanding under the Revolving Loans. As of March 31, 2020 , the Term Loan outstanding totaled $885.0 million , $811.7 million of which is subject to interest rate swap agreements (the “Swapped Term Loan”). The interest rate swap agreements had the effect of fixing the Eurodollar Rate per annum of the Swapped Term Loan at an all-in rate of 4.0% . As of March 31, 2020 , the Company had $885.0 million outstanding under the Credit Facility at a weighted average interest rate of 3.9% and $349.4 million in unused capacity, subject to borrowing availability. The Company had available borrowings of $64.5 million as of March 31, 2020 . The Second Amended and Restated Credit Agreement contains provisions with respect to covenants, events of default and remedies customary for facilities of this nature. In particular, the Second Amended and Restated Credit Agreement requires the Company to maintain a minimum consolidated net worth greater than or equal to the sum of (i) $2.0 billion plus (ii) 75% of the equity issued minus (iii) the aggregate amount of any redemptions or similar transaction from the date of the Second Amended and Restated Credit Agreement, a leverage ratio less than or equal to 60% , a fixed charge coverage ratio greater than 1.50 , an unsecured debt to unencumbered asset value ratio equal to or less than 60% , an unsecured debt service coverage ratio greater than 1.75 , a secured debt ratio equal to or less than 40% and the amount of secured debt that is recourse debt at no greater than 15% of total asset value. The Company believes it was in compliance with the financial covenants under the Second Amended and Restated Credit Agreement, as well as the financial covenants under the Company’s various fixed and variable rate debt agreements, as of March 31, 2020 , with the exception of one mortgage note where the Company failed to meet the debt service coverage ratio covenant under the mortgage at March 31, 2020 . Pursuant to the loan agreement, non-compliance with the debt service coverage ratio covenant triggers a cash sweep of the underlying property’s operating cash flow. As of March 31, 2020 , a cash sweep of the underlying property’s operating cash flow had not been initiated. On December 31, 2019 (the “Closing Date”), CMFT Corporate Credit Securities, LLC, an indirect wholly-owned, bankruptcy-remote subsidiary of the Company, entered into a revolving credit and security agreement (the “Credit and Security Agreement”) with the lenders from time to time parties thereto, Citibank, N.A. (“Citibank”), as administrative agent, CMFT Securities Investments, LLC, a wholly-owned subsidiary of the Company, as equityholder and as collateral manager, Citibank (acting through its Agency & Trust division), as both a collateral agent and as a collateral custodian, and Virtus Group, LP, as collateral administrator. The Credit and Security Agreement provides for borrowings in an aggregate principal amount up to $500.0 million (the “Credit Securities Revolver”), which may be increased from time to time pursuant to the Credit and Security Agreement. As of March 31, 2020 , the amounts borrowed and outstanding under the Credit Securities Revolver totaled $100.0 million at a weighted average interest rate of 2.6% . Borrowings under the Credit and Security Agreement will bear interest equal to the three-month LIBOR for the relevant interest period, plus an applicable rate. The applicable rate is 1.70% per annum during the reinvestment period and 2.00% per annum during the amortization period (and, in each case, an additional 2.00% per annum following an event of default under the Credit and Security Agreement). The reinvestment period begins on the Closing Date and concludes on the earlier of (i) the date that is three years after the Closing Date, (ii) the final maturity date and (iii) the date on which the total assets under management of the Company and its wholly-owned subsidiaries is less than $1.25 billion (the “Reinvestment Period”). The final maturity date is the earliest to occur of: (i) the date that the Credit Securities Revolver is paid down and (ii) the second anniversary after the Reinvestment Period concludes. Borrowings under the Credit and Security Agreement are secured by substantially all of the assets held by CMFT Corporate Credit Securities, LLC, which shall primarily consist of broadly-syndicated senior secured loans subject to certain eligibility criteria under the Credit and Security Facility. Maturities The following table summarizes the scheduled aggregate principal repayments for the Company’s outstanding debt subsequent to March 31, 2020 (in thousands): Principal Repayments Remainder of 2020 $ 115,548 2021 97,701 2022 913,963 2023 319,155 2024 167,765 Thereafter — Total $ 1,614,132 |
SUPPLEMENTAL CASH FLOW DISCLOSU
SUPPLEMENTAL CASH FLOW DISCLOSURES | 3 Months Ended |
Mar. 31, 2020 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CASH FLOW DISCLOSURES | SUPPLEMENTAL CASH FLOW DISCLOSURES Supplemental cash flow disclosures for the three months ended March 31, 2020 and 2019 are as follows (in thousands): Three Months Ended March 31, 2020 2019 Supplemental Disclosures of Non-Cash Investing and Financing Activities: Distributions declared and unpaid $ 16,463 $ 16,518 Accrued capital expenditures $ 87 $ 13 Accrued deferred financing costs $ 8 $ — Interest income capitalized to loans held-for-investment $ 539 $ 2,643 Common stock issued through distribution reinvestment plan $ 19,231 $ 21,247 Change in fair value of interest rate swaps $ (9,823 ) $ (5,316 ) Supplemental Cash Flow Disclosures: Interest paid $ 15,665 $ 24,536 Cash paid for taxes $ 138 $ 94 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Litigation In the ordinary course of business, the Company may become subject to litigation and claims. The Company is not aware of any material pending legal proceedings, other than ordinary routine litigation incidental to the Company’s business, to which the Company is a party or of which the Company’s properties are the subject. Unfunded Commitments As of March 31, 2020 , the Company had $15.4 million of unfunded commitments related to its existing CRE loans held-for-investment. These commitments are not reflected in the accompanying condensed consolidated balance sheet. Unsettled Broadly Syndicated Loans As of March 31, 2020 , the Company had $55.6 million of unsettled broadly syndicated loan acquisitions included in cash and cash equivalents in the accompanying condensed consolidated balance sheet, of which $38.6 million settled subsequent to March 31, 2020 . Environmental Matters In connection with the ownership and operation of real estate, the Company may potentially be liable for costs and damages related to environmental matters. In addition, the Company may own or acquire certain properties that are subject to environmental remediation. Generally, the seller of the property, the tenant of the property and/or another third party is responsible for environmental remediation costs related to a property. Additionally, in connection with the purchase of certain properties, the respective sellers and/or tenants may agree to indemnify the Company against future remediation costs. The Company also carries environmental liability insurance on its properties that provides limited coverage for any remediation liability and/or pollution liability for third-party bodily injury and/or property damage claims for which the Company may be liable. The Company is not aware of any environmental matters which it believes are reasonably likely to have a material effect on its results of operations, financial condition or liquidity. |
RELATED-PARTY TRANSACTIONS AND
RELATED-PARTY TRANSACTIONS AND ARRANGEMENTS | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
RELATED-PARTY TRANSACTIONS AND ARRANGEMENTS | RELATED-PARTY TRANSACTIONS AND ARRANGEMENTS The Company has incurred fees and expenses payable to CMFT Management and certain of its affiliates in connection with the acquisition, management and disposition of its assets. On August 20, 2019, the Company and CMFT Management entered into an Amended and Restated Management Agreement (the “Management Agreement”), which amended and restated that certain Advisory Agreement between the parties dated January 24, 2012, as amended (the “Prior Advisory Agreement”). Following the effective date of the Management Agreement, CMFT Management is no longer entitled to receive the advisory fee, acquisition fees, subordinated performance fee, or disposition fees pursuant to the Prior Advisory Agreement, as described below; provided, however, that for the Company’s properties under contract to be sold or specifically identified in a broker agreement as being marketed for sale as of the effective date of the Management Agreement, CMFT Management may be entitled to receive a disposition fee in accordance with the terms of the Prior Advisory Agreement. In addition, CMFT Management generally shall continue to be entitled to reimbursement for costs and expenses to the extent incurred on behalf of the Company in accordance with the Management Agreement; provided, however, that the limits on reimbursement for organization and offering expenses, acquisition expenses and operating expenses as defined and provided in the Prior Advisory Agreement shall no longer be applicable. Management fees Pursuant to the Management Agreement, beginning on August 20, 2019, the Company pays CMFT Management a management fee, payable quarterly in arrears, equal to the greater of (a) $250,000 per annum ( $62,500 per quarter) and (b) 1.50% per annum ( 0.375% per quarter) of the Company’s Equity (as defined in the Management Agreement). Incentive compensation Pursuant to the Management Agreement, beginning on August 20, 2019, CMFT Management is entitled to receive incentive compensation, payable with respect to each quarter, which is generally equal to the excess of (a) the product of (i) 20% and (ii) the excess of (A) Core Earnings (as defined in the Management Agreement) of the Company for the previous 12-month period, over (B) the product of (1) the Company’s Consolidated Equity (as defined in the Management Agreement) in the previous 12-month period, and (2) 7% per annum, over (b) the sum of any incentive compensation paid to CMFT Management with respect to the first three calendar quarters of such previous 12-month period (or such lesser number of completed calendar quarters preceding the applicable period, if applicable). During the three months ended March 31, 2020 and 2019 , no incentive compensation fees were incurred . Acquisition fees and expenses Pursuant to the Prior Advisory Agreement, through August 20, 2019, the Company paid CMFT Management or its affiliates acquisition fees of up to 2.0% of: (1) the contract purchase price of each property or asset the Company acquired; (2) the amount paid in respect of the development, construction or improvement of each asset the Company acquired; (3) the purchase price of any loan the Company acquired; and (4) the principal amount of any loan the Company originated. In addition, the Company reimbursed CMFT Management or its affiliates for acquisition-related expenses incurred in the process of acquiring properties, so long as the total acquisition fees and expenses relating to the transaction do not exceed 6.0% of the contract purchase price, unless otherwise approved by a majority of the Board, including a majority of the Company’s independent directors, as commercially competitive, fair and reasonable to the Company. Other transaction-related expenses, such as advisor reimbursements for disposition activities, are expensed as incurred and are included in transaction-related expenses on the condensed consolidated statements of operations. Advisory fees and expenses Pursuant to the Prior Advisory Agreement, through August 20, 2019, the Company paid CMFT Management a monthly advisory fee based upon the Company’s monthly average invested assets, which, effective January 1, 2019, was based on the estimated market value of such assets used to determine the Company’s estimated per share NAV as of December 31, 2018, as discussed in Note 1 — Organization and Business, and for those assets acquired subsequent to December 31, 2018, was based on the purchase price. The monthly advisory fee was equal to the following amounts: (1) an annualized rate of 0.75% paid on the Company’s average invested assets that are between $0 and $2.0 billion ; (2) an annualized rate of 0.70% paid on the Company’s average invested assets that are between $2.0 billion and $4.0 billion ; and (3) an annualized rate of 0.65% paid on the Company’s average invested assets that are over $4.0 billion . Operating expenses The Company reimburses CMFT Management or its affiliates for certain expenses CMFT Management or its affiliates paid or incurred in connection with the services provided to the Company. Through August 20, 2019, such reimbursements were subject to the limitation that the Company would not reimburse CMFT Management or its affiliates for any amount by which the operating expenses (including the advisory fee) at the end of the four preceding fiscal quarters exceeded the greater of: (1) 2.0% of average invested assets, or (2) 25.0% of net income excluding any additions to reserves for depreciation or other similar non-cash reserves and excluding any gain from the sale of assets for that period. Pursuant to the Management Agreement, beginning on August 20, 2019, such limits are no longer applicable. The Company will reimburse CMFT Management or its affiliates for salaries and benefits paid to personnel who provide services to the Company including the Company’s executive officers and any portfolio management, acquisitions or investment professionals. Disposition fees Pursuant to the Prior Advisory Agreement, through August 20, 2019, if CMFT Management or its affiliates provided a substantial amount of services (as determined by a majority of the Company’s independent directors) in connection with the sale of one or more properties (or the Company’s entire portfolio), the Company paid CMFT Management or its affiliates a disposition fee in an amount equal to up to one-half of the real estate or brokerage commission paid by the Company to third parties on the sale of such property, not to exceed 1.0% of the contract price of the property sold; provided, however, in no event would the total disposition fees paid to CMFT Management , its affiliates and unaffiliated third parties exceed the lesser of the customary competitive real estate commission or an amount equal to 6.0% of the contract sales price. For the Company’s properties under contract to be sold or specifically identified in a broker agreement as being marketed for sale as of August 20, 2019, CMFT Management may be entitled to receive a disposition fee in accordance with the terms of the Prior Advisory Agreement. Subordinated performance fees Pursuant to the Prior Advisory Agreement, through August 20, 2019, if the Company was sold or its assets were liquidated, CMFT Management was entitled to receive a subordinated performance fee equal to 15.0% of the net sale proceeds remaining after stockholders received, from regular distributions plus special distributions paid from proceeds of such sale, a return of their net capital invested and an 8.0% annual cumulative, non-compounded return. Alternatively through August 20, 2019, if the Company’s shares were listed on a national securities exchange, CMFT Management was entitled to a subordinated performance fee equal to 15.0% of the amount by which the market value of the Company’s outstanding stock plus all distributions paid by the Company prior to listing, exceeded the sum of the total amount of capital raised from stockholders and the amount of distributions necessary to generate an 8.0% annual cumulative, non-compounded return to stockholders. As an additional alternative, upon termination of the Prior Advisory Agreement, CMFT Management was entitled to a subordinated performance fee similar to the fee to which CMFT Management would have been entitled had the portfolio been liquidated (based on an independent appraised value of the portfolio) on the date of termination. During the three months ended March 31, 2020 and 2019 , no subordinated performance fees were incurred related to any such events. The Company recorded fees and expense reimbursements as shown in the table below for services provided by CMFT Management or its affiliates related to the services described above during the periods indicated (in thousands): Three Months Ended March 31, 2020 2019 Management fees and expenses $ 11,090 $ — Acquisition fees and expenses $ 127 $ 186 Disposition fees $ 341 $ 801 Advisory fees and expenses $ — $ 10,019 Operating expenses $ 810 $ 974 Of the amounts shown above, $12.6 million and $5.1 million had been incurred, but not yet paid, for services provided by CMFT Management or its affiliates in connection with the acquisition, disposition and operating activities during the three months ended March 31, 2020 and 2019 , respectively, and such amounts were recorded as liabilities of the Company as of such dates. Due to Affiliates As of March 31, 2020 and December 31, 2019 , $12.6 million and $14.5 million , respectively, had been incurred primarily for management fees, operating expenses and disposition fees by CMFT Management or its affiliates, but had not yet been reimbursed by the Company. These amounts were included in due to affiliates in the condensed consolidated balance sheets for such periods. |
ECONOMIC DEPENDENCY
ECONOMIC DEPENDENCY | 3 Months Ended |
Mar. 31, 2020 | |
Economic Dependency [Abstract] | |
ECONOMIC DEPENDENCY | ECONOMIC DEPENDENCY Under various agreements, the Company has engaged and may in the future engage CMFT Management or its affiliates to provide certain services that are essential to the Company, including asset management services, supervision of the management and leasing of properties owned by the Company, asset acquisition and disposition decisions, as well as other administrative responsibilities for the Company including accounting services and stockholder relations. As a result of these relationships, the Company is dependent upon CMFT Management or its affiliates. In the event that these companies are unable to provide the Company with these services, the Company would be required to find alternative providers of these services. |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | STOCKHOLDERS’ EQUITY Equity-Based Compensation On August 10, 2018 , the Board approved the adoption of the Company’s 2018 Equity Incentive Plan (the “Plan”), under which 400,000 of the Company’s common shares were reserved for issuance and share awards of approximately 367,500 are available for future grant as of March 31, 2020 . As of March 31, 2020 , the Company has granted awards of approximately 6,500 restricted shares to each of the independent members of the Board (approximately 32,500 restricted shares in aggregate) under the Plan. As of March 31, 2020 , 14,000 of the restricted shares had vested based on one year of continuous service. The remaining 18,500 restricted shares issued had not vested or been forfeited as of March 31, 2020 . The fair value of the Company’s share awards is determined using the Company’s NAV per share on the date of grant. Compensation expense related to these restricted shares is recognized over the vesting period. The Company recorded compensation expense of $40,000 and $32,000 for the three months ended March 31, 2020 and 2019, respectively, related to these restricted shares which is included in general and administrative expenses in the accompanying condensed consolidated statements of operations. As of March 31, 2020 , there was $80,000 of total unrecognized compensation expense related to shares, which will be recognized ratably over the remaining period of service prior to October 2020. |
LEASES
LEASES | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
LEASES | LEASES The Company’s real estate assets are leased to tenants under operating leases for which the terms, expirations and extension options vary. The Company’s operating leases do not convey to the lessee the right to purchase the underlying asset upon expiration of the lease period. To determine whether a contract contains a lease, the Company reviews contracts to determine if the agreement conveys the right to control the use of an asset. The Company accounts for lease and non-lease components as a single, combined operating lease component. Non-lease components primarily consist of maintenance services, including CAM, real estate taxes, insurance and utilities paid for by the lessor but consumed by the lessee. Non-lease components are considered to be variable rental and other property income and are recognized in the period incurred. As of March 31, 2020 , the leases had a weighted-average remaining term of 8.5 years. Certain leases include provisions to extend the lease agreements, options for early termination after paying a specified penalty, rights of first refusal to purchase the property at competitive market rates, and other negotiated terms and conditions. The Company retains substantially all of the risks and benefits of ownership of the real estate assets leased to tenants. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. As of March 31, 2020 , the future minimum rental income from the Company’s real estate assets under non-cancelable operating leases, assuming no exercise of renewal options for the succeeding five fiscal years and thereafter, was as follows (in thousands): Future Minimum Rental Income Remainder of 2020 $ 167,817 2021 212,996 2022 201,032 2023 182,434 2024 162,681 Thereafter 1,046,488 Total $ 1,973,448 A certain amount of the Company’s rental and other property income is from tenants with leases which are subject to contingent rent provisions. These contingent rents are subject to the tenant achieving periodic revenues in excess of specified levels. For the three months ended March 31, 2020 and 2019 , the amount of the contingent rent earned by the Company was not significant . Rental and other property income during the three months ended March 31, 2020 and 2019 consisted of the following (in thousands): Three Months Ended March 31, 2020 2019 Fixed rental and other property income (1) $ 56,673 $ 89,765 Variable rental and other property income (2) $ 11,763 $ 14,997 Total rental and other property income $ 68,436 $ 104,762 __________________________________ (1) Consists primarily of fixed contractual payments from operating leases with tenants recognized on a straight-line basis over the lease term, including amortization of acquired above- and below-market leases. (2) Consists primarily of tenant reimbursements for recoverable real estate taxes and property operating expenses, and percentage rent, net of bad debt expense. The Company has one property subject to a non-cancelable operating ground lease with a remaining term of 13.4 years . Upon initial adoption of ASC 842, the Company recognized a lease liability (in deferred rental income and other liabilities) and a related ROU asset (in prepaid expenses, derivative assets and other assets) of $2.7 million in the condensed consolidated balance sheets. The lease liability and ROU asset were initially measured at the present value of the future minimum lease payments using a discount rate of 4.3% . This reflects the Company’s incremental borrowing rate, which was calculated based on the interest rate the Company would incur to borrow on a fully collateralized basis over a term similar to the lease. The Company recognized $63,000 of ground lease expense during the three months ended March 31, 2020 , of which $61,000 was paid in cash during the period it was recognized. As of March 31, 2020 , the Company’s scheduled future minimum rental payments related to its operating ground lease is approximately $188,000 for the remainder of 2020, $250,000 annually for 2021 through 2025, and $1.9 million thereafter through the maturity date of the lease in August 2033. |
LEASES | LEASES The Company’s real estate assets are leased to tenants under operating leases for which the terms, expirations and extension options vary. The Company’s operating leases do not convey to the lessee the right to purchase the underlying asset upon expiration of the lease period. To determine whether a contract contains a lease, the Company reviews contracts to determine if the agreement conveys the right to control the use of an asset. The Company accounts for lease and non-lease components as a single, combined operating lease component. Non-lease components primarily consist of maintenance services, including CAM, real estate taxes, insurance and utilities paid for by the lessor but consumed by the lessee. Non-lease components are considered to be variable rental and other property income and are recognized in the period incurred. As of March 31, 2020 , the leases had a weighted-average remaining term of 8.5 years. Certain leases include provisions to extend the lease agreements, options for early termination after paying a specified penalty, rights of first refusal to purchase the property at competitive market rates, and other negotiated terms and conditions. The Company retains substantially all of the risks and benefits of ownership of the real estate assets leased to tenants. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. As of March 31, 2020 , the future minimum rental income from the Company’s real estate assets under non-cancelable operating leases, assuming no exercise of renewal options for the succeeding five fiscal years and thereafter, was as follows (in thousands): Future Minimum Rental Income Remainder of 2020 $ 167,817 2021 212,996 2022 201,032 2023 182,434 2024 162,681 Thereafter 1,046,488 Total $ 1,973,448 A certain amount of the Company’s rental and other property income is from tenants with leases which are subject to contingent rent provisions. These contingent rents are subject to the tenant achieving periodic revenues in excess of specified levels. For the three months ended March 31, 2020 and 2019 , the amount of the contingent rent earned by the Company was not significant . Rental and other property income during the three months ended March 31, 2020 and 2019 consisted of the following (in thousands): Three Months Ended March 31, 2020 2019 Fixed rental and other property income (1) $ 56,673 $ 89,765 Variable rental and other property income (2) $ 11,763 $ 14,997 Total rental and other property income $ 68,436 $ 104,762 __________________________________ (1) Consists primarily of fixed contractual payments from operating leases with tenants recognized on a straight-line basis over the lease term, including amortization of acquired above- and below-market leases. (2) Consists primarily of tenant reimbursements for recoverable real estate taxes and property operating expenses, and percentage rent, net of bad debt expense. The Company has one property subject to a non-cancelable operating ground lease with a remaining term of 13.4 years . Upon initial adoption of ASC 842, the Company recognized a lease liability (in deferred rental income and other liabilities) and a related ROU asset (in prepaid expenses, derivative assets and other assets) of $2.7 million in the condensed consolidated balance sheets. The lease liability and ROU asset were initially measured at the present value of the future minimum lease payments using a discount rate of 4.3% . This reflects the Company’s incremental borrowing rate, which was calculated based on the interest rate the Company would incur to borrow on a fully collateralized basis over a term similar to the lease. The Company recognized $63,000 of ground lease expense during the three months ended March 31, 2020 , of which $61,000 was paid in cash during the period it was recognized. As of March 31, 2020 , the Company’s scheduled future minimum rental payments related to its operating ground lease is approximately $188,000 for the remainder of 2020, $250,000 annually for 2021 through 2025, and $1.9 million thereafter through the maturity date of the lease in August 2033. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS COVID-19 Update The global outbreak of COVID-19 continues to adversely impact commercial activity and has contributed to significant volatility in financial markets. The Company is closely monitoring the impact of the COVID-19 pandemic on all aspects of the Company’s business. The extent to which this pandemic could affect the Company’s financial condition, liquidity, and results of operations is difficult to predict and depends on evolving factors, including the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact and the direct and indirect economic effects of the pandemic and containment measures, among others. The magnitude of the outbreak will depend on factors beyond the Company’s control including actions taken by local, state and federal agencies, non-governmental organizations, the medical community, the Company’s tenants, and others. Due to these uncertainties, the Company is unable to predict the impact that the COVID-19 pandemic will have on the Company’s financial condition, results of operations and cash flows in future periods or the impact that COVID-19 will have on the Company’s tenants and other business partners; however, any material effect on these parties could adversely impact the Company. From late March through May 8, 2020, the Company received several short term rent relief requests, most often in the form of rent deferral requests, or requests for further discussion from tenants, totaling approximately $8.7 million of monthly base rent. The Company has not reached any agreements with any of its tenants in regard to rental relief. Redemption of Shares of Common Stock Subsequent to March 31, 2020 , the Company redeemed appro ximately 2.5 million shares pursuant to the Company’s share redemption program for $19.0 million (at an average price per share of $7.77 ). Management, in its discretion, limited the amount of shares redeemed for the three months ended March 31, 2020 to an amount equal to the net proceeds the Company received from the sale of shares in the DRIP Offerings during the respective period. The remaining redemption requests received during the three months ended March 31, 2020 totaling approximately 21.3 million shares went unfulfilled. Notes Payable Subsequent to March 31, 2020 , the Company repaid $68.2 million of mortgage notes that matured on various dates from April 1, 2020 to May 1, 2020. Credit Facilities Subsequent to March 31, 2020 , the Company borrowed $110.0 million on the Revolving Loans to increase cash liquidity and $36.5 million under the Credit Securities Revolver. The Credit Securities Revolver bears interest equal to the three-month LIBOR for the relevant interest period, plus an applicable rate of 1.70% per annum during the Reinvestment Period and 2.00% per annum during the amortization period, as discussed in Note 8 — Credit Facilities and Notes Payable. Broadly Syndicated Loans Subsequent to March 31, 2020 , the Company settled acquisitions of broadly syndicated loans totaling $41.9 million . Second Amended and Restated Distribution Reinvestment Plan Subsequent to March 31, 2020 , the Board approved and adopted a Second Amended and Restated Distribution Reinvestment Plan (the “Amended DRIP”). The Amended DRIP is effective as of May 15, 2020. The Amended DRIP amends and restates the Company’s Amended and Restated Distribution Reinvestment Plan (the “Plan”) and, among other changes, (i) provides that the Plan may be suspended at any time by majority vote of the Board without prior notice to Plan participants if the Board believes such action is in the best interest of the Company and its stockholders, and (ii) clarifies that the Company may provide notice of any amendment, supplement, suspension or termination of the Plan by including such information in a Current Report on Form 8-K or in its annual or quarterly reports filed with the SEC or in a separate mailing to Plan participants. Amended Share Redemption Program Subsequent to March 31, 2020 , the Board approved and adopted an Amended and Restated Share Redemption Program (the “Amended Share Redemption Program”). The Amended Share Redemption Program is effective as of June 1, 2020. The Amended Share Redemption Program amends and restates the Company’s Share Redemption Program (the “Program”) and, among other changes, replaces the requirement for advance notice of any modification, suspension or termination of the Program with a provision that the Board may amend the terms of, suspend or terminate the Amended Share Redemption Program at any time in its sole discretion if it believes that such action is in the best interest of the Company and its stockholders, and that any material modifications or suspension of the Amended Share Redemption Program will be disclosed to stockholders as promptly as practicable in the Company’s reports filed with the SEC and via its website. The Amended Share Redemption Program also clarifies the types of stockholders whose share redemption requests are eligible to qualify for the special treatment that may be afforded in event of the death of a stockholder, as well as the process for such redemptions, and extends the time during which notice of any stockholder death must be given in connection with any such redemption requests, from 270 days to 12 months. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Accounting | The summary of significant accounting policies presented below is designed to assist in understanding the Company’s condensed consolidated financial statements. These accounting policies conform to accounting principles generally accepted in the United States of America (“GAAP”) in all material respects, and have been consistently applied in preparing the accompanying condensed consolidated financial statements. |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The condensed consolidated financial statements of the Company have been prepared in accordance with the rules and regulations of the SEC regarding interim financial reporting, including the instructions to Form 10-Q and Article 10 of Regulation S-X, and do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the statements for the interim periods presented include all adjustments, which are of a normal and recurring nature, necessary for a fair presentation of the results for such periods. Results for these interim periods are not necessarily indicative of full year results. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the Company’s audited consolidated financial statements as of and for the year ended December 31, 2019 , and related notes thereto, set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 . The condensed consolidated financial statements should also be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in this Quarterly Report on Form 10-Q. The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Real Estate Assets, Recoverability of Real Estate Assets, Assets Held for Sale, and Disposition of Real Estate Assets | The assumptions and uncertainties utilized in the evaluation of the impairment of real estate assets are discussed in detail in Note 3 — Fair Value Measurements. See also Note 4 — Real Estate Assets for further discussion regarding real estate investment activity. Assets Held for Sale When a real estate asset is identified by the Company as held for sale, the Company will cease recording depreciation and amortization of the assets related to the property and estimate its fair value, net of selling costs. If, in management’s opinion, the fair value, net of selling costs, of the asset is less than the carrying amount of the asset, an adjustment to the carrying amount is then recorded to reflect the estimated fair value of the property, net of selling costs. Disposition of Real Estate Assets Gains and losses from dispositions are recognized once the various criteria relating to the terms of sale and any subsequent involvement by the Company with the asset sold are met. A discontinued operation includes only the disposal of a component of an entity and represents a strategic shift that has (or will have) a major effect on an entity’s financial results. The disposition of the Company’s individual properties during the three months ended March 31, 2020 and 2019 did not qualify for discontinued operations presentation, and, thus, the results of the properties that were sold will remain in operating income, and any associated gains or losses from the disposition are included in gain on disposition of real estate, net. estimates. Real Estate Assets Real estate assets are stated at cost, less accumulated depreciation and amortization. The Company considers the period of future benefit of each respective asset to determine the appropriate useful life. The estimated useful lives of the Company’s real estate assets by class are generally as follows: Buildings 40 years Site improvements 15 years Tenant improvements Lesser of useful life or lease term Intangible lease assets Lease term Recoverability of Real Estate Assets The Company continually monitors events and changes in circumstances that could indicate that the carrying amounts of its real estate assets may not be recoverable. Impairment indicators that the Company considers include, but are not limited to: bankruptcy or other credit concerns of a property’s major tenant, such as a history of late payments, rental concessions and other factors; a significant decrease in a property’s revenues due to lease terminations; vacancies; co-tenancy clauses; reduced lease rates; changes in anticipated holding periods; or other circumstances. When indicators of potential impairment are present, the Company assesses the recoverability of the assets by determining whether the carrying amount of the assets will be recovered through the undiscounted future cash flows expected from the use of the assets and their eventual disposition. In the event that such expected undiscounted future cash flows do not exceed the carrying amount, the Company will adjust the real estate assets to their respective fair values and recognize an impairment loss. Generally, fair value is determined using a discounted cash flow analysis and recent comparable sales transactions The Company’s impairment assessment as of March 31, 2020 was based on the most current information available to the Company, including expected holding periods. If the Company’s expected holding periods for assets change, subsequent tests for impairment could result in additional impairment charges in the future. The Company cannot provide any assurance that additional material impairment charges with respect to the Company’s real estate assets will not occur during 2020 or in future periods, particularly in light of the negative economic impacts caused by the COVID-19 pandemic. If the effects of the COVID-19 pandemic cause economic and market conditions to continue to deteriorate or if the Company’s expected holding periods for assets change, subsequent tests for impairment could result in additional impairment charges in the future. As of March 31, 2020, we have not identified any further impairments resulting from COVID-19 related impacts, including as a result of tenant requests for rent relief. The Company intends to hold its assets for the long-term; therefore, a temporary change in cash flows due to COVID-19 related impacts alone would not be an indicator of impairment. However, we have yet to see the long-term effects of COVID-19 on the economy and the extent to which it may impact our tenants in the future. Indications of a tenant’s inabilit y to continue as a going concern, changes in our view or strategy relative to a tenant’s business or industry as a result of the economic impacts of COVID-19, or changes in our long-term hold strategies, could be indicative of an impairment triggering event. Accordingly, the Company will continue to monitor circumstances and events in future periods to determine whether additional impairment charges are warranted. |
Allocation of Purchase Price of Real Estate Assets | Allocation of Purchase Price of Real Estate Assets Upon the acquisition of real properties, the Company allocates the purchase price to acquired tangible assets, consisting of land, buildings and improvements, and to identified intangible assets and liabilities, consisting of the value of above- and below-market leases and the value of in-place leases and other intangibles, based in each case on their relative fair values. The Company utilizes independent appraisals to assist in the determination of the fair values of the tangible assets of an acquired property (which includes land and buildings). The information in the appraisal, along with any additional information available to the Company’s management, is used in estimating the amount of the purchase price that is allocated to land. Other information in the appraisal, such as building value and market rents, may be used by the Company’s management in estimating the allocation of purchase price to the building and to intangible lease assets and liabilities. The appraisal firm has no involvement in management’s allocation decisions other than providing this market information. The determination of the fair values of the real estate assets and liabilities acquired requires the use of significant assumptions with regard to the current market rental rates, rental growth rates, capitalization and discount rates, interest rates and other variables. The use of alternative estimates may result in a different allocation of the Company’s purchase price, which could materially impact the Company’s results of operations. Acquisition-related fees and certain acquisition-related expenses related to asset acquisitions are capitalized and allocated to tangible and intangible assets and liabilities, as described above. |
Restricted Cash | As part of certain debt agreements, rents from certain encumbered properties are deposited directly into a lockbox account, from which the monthly debt service payment is disbursed to the lender and the excess is disbursed to the Company. Restricted Cash |
Loans Held-for-Investment | Accrual of interest income is suspended on nonaccrual loans. Loans that are past due 90 days or more as to principal or interest, or where reasonable doubt exists as to timely collection, are generally considered nonperforming and placed on nonaccrual status. Interest collected is recognized on a cash basis by crediting income when received. Loans may be restored to accrual status when all principal and interest are current and full repayment of the remaining contractual principal and interest are reasonably assured. Loans Held-for-Investment The Company has acquired, and may continue to acquire, loans related to real estate assets. Additionally, the Company may acquire and originate credit investments, including commercial mortgage loans, mezzanine loans, preferred equity, and other loans and securities related to commercial real estate assets, as well as corporate loan opportunities that are consistent with the Company’s investment strategy and objectives. The Company intends to hold the loans held-for-investment for the foreseeable future or until maturity. Loans held-for-investment are carried on the Company’s condensed consolidated balance sheets at amortized cost, net of any allowance for credit losses. Discounts or premiums, origination fees and exit fees are amortized as a component of interest income using the effective interest method over the life of the respective loans. Loan acquisition fees paid to CMFT Management or its affiliates are expensed as incurred and are included in transaction-related expenses on the accompanying condensed consolidated statements of operations. Interest earned is either received in cash or capitalized to loans held-for-investment and related receivables, net in the Company’s condensed consolidated balance sheets. Interest is capitalized when certain conditions are met as specified in each loan agreement. |
Allowance for Credit Losses | Allowance for Credit Losses The Company adopted Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments - Credit Losses (Topic 326) (“ASU 2016-13”), as further described in “Recent Accounting Pronouncements,” on January 1, 2020. The allowance for credit losses required under ASU 2016-13 reflects the Company’s current estimate of potential credit losses related to the Company’s loans held-for-investment included in the condensed consolidated balance sheets. The initial allowance for credit losses recorded on January 1, 2020 is reflected as a direct charge to retained earnings on the Company’s condensed consolidated statements of stockholders’ equity; however subsequent changes to the allowance for credit losses are recognized through net income on the Company’s condensed consolidated statements of operations. While ASU 2016-13 does not require any particular method for determining the allowance for credit losses, it does specify the allowance should be based on relevant information about past events, including historical loss experience, current portfolio and market conditions, and reasonable and supportable forecasts for the duration of each respective loan. In addition, other than a few narrow exceptions, ASU 2016-13 requires that all financial instruments subject to the credit loss model have some amount of loss reserve to reflect the GAAP principal underlying the credit loss model that all loans, debt securities, and similar assets have some inherent risk of loss, regardless of credit quality, subordinate capital, or other mitigating factors. The Company has elected to use a discounted cash flow model to estimate the allowance for credit losses. This model requires the Company to develop cash flows which project estimated credit losses over the life of the lease or loan and discount these cash flows at the asset’s effective interest rate. The Company then records an allowance for credit losses equal to the difference between the amortized cost basis of the asset and the present value of the expected cash flows. The Company considers loan investments that are both (i) expected to be substantially repaid through the operation or sale of the underlying collateral, and (ii) for which the borrower is experiencing financial difficulty, to be “collateral-dependent” loans. For such loans that the Company determines that foreclosure of the collateral is probable, the Company measures the expected losses based on the difference between the fair value of the collateral and the amortized cost basis of the loan as of the measurement date. For collateral-dependent loans that the Company determines foreclosure is not probable, the Company applies a practical expedient to estimate expected losses using the difference between the collateral’s fair value (less costs to sell the asset if repayment is expected through the sale of the collateral) and the amortized cost basis of the loan. For the Company’s broadly syndicated loans, the Company uses a probability of default and loss given default method using underlying third-party CMBS/CRE loan database with historical loan losses from 1998 to 2019. The Company may use other acceptable alternative approaches in the future depending on, among other factors, the type of loan, underlying collateral, and availability of relevant historical market loan loss data. |
Leases | Leases The Company has lease agreements with lease and non-lease components. The Company has elected to not separate non-lease components from lease components for all classes of underlying assets (primarily real estate assets) and will account for the combined components as rental and other property income. Non-lease components included in rental and other property income include certain tenant reimbursements for maintenance services (including common-area maintenance services or “CAM”), real estate taxes, insurance and utilities paid for by the lessor but consumed by the lessee. As a lessor, the Company has further determined that this policy will be effective only on a lease that has been classified as an operating lease and the revenue recognition pattern and timing is the same for both types of components. The Company is not a party to any material leases where it is the lessee. Significant judgments and assumptions are inherent in not only determining if a contract contains a lease, but also the lease classification, terms, payments, and, if needed, discount rates. Judgments include the nature of any options, including if they will be exercised, evaluation of implicit discount rates and the assessment and consideration of “fixed” payments for straight-line rent revenue calculations. The Company has an investment in a real estate property that is subject to a ground lease, for which a lease liability and right of use (“ROU”) asset of $2.5 million was recorded as of March 31, 2020 . See Note 14 — Leases for a further discussion regarding this ground lease. Lease costs represent the initial direct costs incurred in the origination, negotiation and processing of a lease agreement. Such costs include outside broker commissions and other independent third-party costs and are amortized over the life of the lease on a straight-line basis. Costs related to salaries and benefits, supervision, administration, unsuccessful origination efforts and other activities not directly related to completed lease agreements are expensed as incurred. Upon successful lease execution, leasing commissions are capitalized. |
Revenue Recognition | Revenue Recognition Revenue from leasing activities Rental and other property income is primarily derived from fixed contractual payments from operating leases and, therefore, is generally recognized on a straight-line basis over the term of the lease, which typically begins the date the tenant takes control of the space. When the Company acquires a property, the terms of existing leases are considered to commence as of the acquisition date for the purpose of this calculation. Variable rental and other property income consists primarily of tenant reimbursements for recoverable real estate taxes and operating expenses which are included in rental and other property income in the period when such costs are incurred, with offsetting expenses in real estate taxes and property operating expenses, respectively, within the condensed consolidated statements of operations. The Company defers the recognition of variable rental and other property income, such as percentage rents, until the specific target that triggers the contingent rental income is achieved. The Company continually reviews whether collection of lease-related receivables, including any straight-line rent, and current and future operating expense reimbursements from tenants are probable. The determination of whether collectability is probable takes into consideration the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located. Upon the determination that the collectability of a receivable is not probable, the Company will record a reduction to rental and other property income for amounts previously recorded and a decrease in the outstanding receivable. Revenue from leases where collection is deemed to be less than probable is recorded on a cash basis until collectability becomes probable. Management’s estimate of the collectability of lease-related receivables is based on the best information available to management. The Company does not use a general reserve approach and lease-related receivables are adjusted and taken against rental and other property income only when collectability becomes not probable. Revenue from lending activities Interest income from our loans held-for-investment is comprised of interest earned on loans and the accretion and amortization of net loan origination fees and discounts. Interest income on loans is accrued as earned, with the accrual of interest suspended when the related loan becomes a nonaccrual loan. Interest income on the Company’s broadly syndicated loans is accrued as earned beginning on the settlement date. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by various standard setting bodies that may have an impact on the Company’s accounting and reporting. Except as otherwise stated below, the Company is currently evaluating the effect that certain new accounting requirements may have on the Company’s accounting and related reporting and disclosures in the Company’s condensed consolidated financial statements. In June 2016, the Financial Accounting Standards Board (the “FASB”) issued ASU 2016-13, which was subsequently amended by ASU No. 2018-19, Codification Improvements to Topic 326, Financial Instruments - Credit Losses (“ASU 2018-19”), in November 2018. Subsequently, the FASB issued ASU No. 2019-04, ASU No. 2019-05, ASU No. 2019-10, ASU No. 2019-11 and ASU No. 2020-02 to provide additional guidance on the credit losses standard. ASU 2016-13 and the related updates are intended to improve financial reporting requiring more timely recognition of credit losses on loans and other financial instruments that are not accounted for at fair value through net income, including loans held-for-investment, held-to-maturity debt securities, net investment in leases and other such commitments. ASU 2016-13 requires that financial assets measured at amortized cost be presented at the net amount expected to be collected, through an allowance for credit losses that is deducted from the amortized cost basis. The amendments in ASU 2016-13 require the Company to measure all expected credit losses based upon historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the financial assets and eliminates the “incurred loss” methodology under current GAAP. ASU 2018-19 clarified that receivables arising from operating leases are not within the scope of Topic 326. Instead, impairment of receivables arising from operating leases should be accounted for in accordance with ASU No. 2016-02, Leases ( Topic 842 ) (“ASC 842”) . ASU 2016-13 and ASU 2018-19 are effective for fiscal years, and interim periods within those years, beginning after December 15, 2019. The Company adopted ASU 2016-13 during the first quarter of fiscal year 2020. In August 2018, the FASB issued ASU No. 2018-13, Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). This ASU amends and removes several disclosure requirements including the valuation processes for Level 3 fair value measurements. ASU 2018-13 also modifies some disclosure requirements and requires additional disclosures for changes in unrealized gains and losses included in other comprehensive income for recurring Level 3 fair value measurements and requires the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. The provisions of ASU 2018-13 are effective January 1, 2020 using a prospective transition method for amendments effecting changes in unrealized gains and losses, significant unobservable inputs used to develop Level 3 fair value measurements and narrative description on uncertainty of measurements. The remaining provisions of ASU 2018-13 are to be applied retrospectively, and early adoption is permitted. The Company adopted ASU 2018-13 during the first quarter of fiscal year 2020, and has concluded that there is no material impact on its condensed consolidated financial statements. In October 2018, the FASB issued ASU No. 2018-16, Inclusion of the Secured Overnight Financing Rate (“SOFR”) Overnight Index Swap (“OIS”) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes (“ASU 2018-16”). The amendments in this ASU permit the use of the OIS rate based on SOFR as a U.S. benchmark interest rate for hedge accounting purposes or another acceptable benchmark interest rate. The SOFR is a volume-weighted median interest rate that is calculated daily based on overnight transactions from the prior day’s activity in specified segments of the U.S. Treasury repo market. It has been selected as the preferred replacement for the U.S. dollar London Interbank Offered Rate (“LIBOR”), which will be phased out by the end of 2021. ASU 2018-16 is effective for public entities for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. ASU 2018-16 is required to be adopted on a prospective basis for qualifying new or redesignated hedging relationships entered into on or after the date of adoption. The Company currently uses LIBOR as its benchmark interest rate in the Company’s interest rate swaps associated with the Company’s LIBOR-based variable rate borrowings. The Company has not entered into any new or redesignated hedging relationships on or after the date of adoption of ASU 2018-16. The Company has evaluated the effect of this new benchmark interest rate option, and does not believe this ASU will have a material impact on its condensed consolidated financial statements. In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities . The guidance changes the guidance for determining whether a decision-making fee is a variable interest. Under the new ASU, indirect interests held through related parties under common control will now be considered on a proportional basis when determining whether fees paid to decision makers and service providers are variable interests. Such indirect interests were previously treated the same as direct interests. This ASU is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. The Company adopted ASU 2018-17 during the first quarter of fiscal year 2020, and has concluded that there is no material impact on its condensed consolidated financial statements. In April 2020, the FASB issued a question and answer document (the “Lease Modification Q&A”) focused on the application of lease accounting guidance to lease concessions provided as a result of COVID-19. Due to the business disruptions and challenges severely affecting the global economy caused by COVID-19, many lessors may be required to provide rent deferrals and other lease concessions to lessees. While the lease modification guidance in ASC 842 addresses routine changes to lease terms resulting from negotiations between the lessee and the lessor, this guidance did not contemplate concessions being so rapidly executed to address the sudden liquidity constraints of some lessees arising from COVID-19 related impacts. Under existing lease guidance, the Company would have to determine, on a lease by lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated within the lease modification accounting framework) or if a lease concession was under the enforceable rights and obligations within the existing lease agreement (precluded from applying the lease modification accounting framework). The Lease Modification Q&A allows the Company, if certain criteria have been met, to bypass the lease by lease analysis, and instead elect to either apply the lease modification accounting framework or not, with such election applied consistently to leases with similar characteristics and similar circumstances. The future impact of the Lease Modification Q&A is dependent upon the extent of lease concessions granted to tenants as a result of COVID-19 in future periods and the elections made by the Company at the time of entering into such concessions. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of useful lives of real estate assets | The estimated useful lives of the Company’s real estate assets by class are generally as follows: Buildings 40 years Site improvements 15 years Tenant improvements Lesser of useful life or lease term Intangible lease assets Lease term |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair value of the company’s financial assets and liabilities that are required to be measured at fair value on a recurring basis | In accordance with the fair value hierarchy described above, the following tables show the fair value of the Company’s financial assets and liabilities that are required to be measured at fair value on a recurring basis as of March 31, 2020 and December 31, 2019 (in thousands): Balance as of Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Financial liabilities: Interest rate swaps $ (13,743 ) $ — $ (13,743 ) $ — Total financial liabilities $ (13,743 ) $ — $ (13,743 ) $ — Balance as of Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Financial assets: Interest rate swaps $ 261 $ — $ 261 $ — Total financial assets $ 261 $ — $ 261 $ — Financial liability: Interest rate swap $ (4,181 ) $ — $ (4,181 ) $ — Total financial liability $ (4,181 ) $ — $ (4,181 ) $ — |
Schedule of impairment charges by asset class | The following table presents the impairment charges by asset class recorded during the three months ended March 31, 2020 and 2019 (in thousands): Three Months Ended March 31, 2020 March 31, 2019 Asset class impaired: Land $ 2,925 $ 2,527 Buildings, fixtures and improvements 8,264 17,107 Intangible lease assets 497 482 Intangible lease liabilities (10 ) (43 ) Total impairment loss $ 11,676 $ 20,073 |
INTANGIBLE LEASE ASSETS AND L_2
INTANGIBLE LEASE ASSETS AND LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of finite-lived intangible assets | Intangible lease assets and liabilities consisted of the following as of March 31, 2020 and December 31, 2019 (in thousands, except weighted average life remaining): March 31, 2020 December 31, 2019 Intangible lease assets: In-place leases and other intangibles, net of accumulated amortization of $124,103 and $111,670, respectively (with a weighted average life remaining of 10.0 years and 10.4 years, respectively) $ 164,232 $ 164,724 Acquired above-market leases, net of accumulated amortization of $22,040 and $19,310, respectively (with a weighted average life remaining of 7.5 years and 7.9 years, respectively) 17,674 17,423 Total intangible lease assets, net $ 181,906 $ 182,147 Intangible lease liabilities: Acquired below-market leases, net of accumulated amortization of $30,237 and $25,800, respectively (with a weighted average life remaining of 7.0 years and 7.3 years, respectively) $ 20,161 $ 20,523 |
Schedule of finite-lived intangible assets amortization expense | The following table summarizes the amortization related to the intangible lease assets and liabilities for the three months ended March 31, 2020 and 2019 (in thousands): Three Months Ended March 31, 2020 2019 In-place lease and other intangible amortization $ 5,940 $ 9,474 Above-market lease amortization $ 908 $ 1,290 Below-market lease amortization $ 1,399 $ 1,816 |
Schedule of finite-lived intangible assets, future amortization expense | As of March 31, 2020 , the estimated amortization relating to the intangible lease assets and liabilities is as follows (in thousands): Amortization In-Place Leases and Other Intangibles Above-Market Leases Below-Market Leases Remainder of 2020 $ 16,565 $ 2,151 $ 3,763 2021 19,541 2,330 3,129 2022 18,088 2,138 2,609 2023 16,021 1,868 2,198 2024 14,211 1,410 1,650 Thereafter 79,806 7,777 6,812 Total $ 164,232 $ 17,674 $ 20,161 |
LOANS HELD-FOR-INVESTMENT (Tab
LOANS HELD-FOR-INVESTMENT (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Receivables [Abstract] | |
Schedule of loans held for investment portfolio | The following table details overall statistics for the Company’s CRE loans held-for-investment as of March 31, 2020 and December 31, 2019 (dollar amounts in thousands): As of March 31, As of December 31, 2020 2019 Number of loans 11 11 Principal balance (1) $ 291,909 $ 297,357 Net book value $ 278,581 $ 298,880 Weighted-average interest rate (1) 9.2 % 8.9 % Weighted-average maximum years to maturity (2) 2.7 2.9 ____________________________________ (1) As of March 31, 2020 , 100% of the Company’s loans by principal balance earned a floating rate of interest, primarily indexed to U.S. dollar LIBOR. (2) Maximum maturity date assumes all extension options are exercised by the borrower; however, the Company’s loans may be repaid prior to such date. Activity relating to the Company’s loans held-for-investment portfolio was as follows (dollar amounts in thousands): Principal Balance Deferred Fees / Other Items (1) Loan Fees Receivable Net Book Value Balance, December 31, 2019 $ 300,135 $ (6,047 ) $ 7,542 $ 301,630 Loan originations and acquisitions 332,497 (2 ) 2 332,497 Principal repayments received (6,853 ) — — (6,853 ) Capitalized interest (2) 539 — — 539 Deferred fees and other items — (941 ) (73 ) (1,014 ) Accretion and amortization of fees and other items — 581 — 581 Allowance for credit losses — (19,779 ) — (19,779 ) Balance, March 31, 2020 $ 626,318 $ (26,188 ) $ 7,471 $ 607,601 ____________________________________ (1) Other items primarily consist of purchase discounts or premiums, accretion of exit fees and deferred origination expenses. (2) Represents accrued interest on loans whose terms do not require a current cash payment of interest. Allowance for Credit Losses The allowance for credit losses reflects the Company’s current estimate of potential credit losses related to the loans held-for-investment included in our condensed consolidated balance sheets. Refer to Note 2 — Summary of Significant Accounting Policies for further discussion of the Company’s allowance for credit losses. The following table presents the activity in our allowance for credit losses by loan type for the three months ended March 31, 2020 (dollar amounts in thousands): Mezzanine Loans Senior Loans Broadly Syndicated Loans Total Allowance for credit losses as of December 31, 2019 $ — $ — $ — $ — Transition adjustment on January 1, 2020 1,494 468 40 2,002 Provision for credit losses 13,047 341 4,389 17,777 Allowance for credit losses as of March 31, 2020 $ 14,541 $ 809 $ 4,429 $ 19,779 The Company’s initial allowance for credit losses against the loans held-for-investment of $2.0 million recorded on January 1, 2020 is reflected as a direct charge to retained earnings on the Company’s condensed consolidated statements of stockholders’ equity; however subsequent changes to the allowance for credit losses are recognized through net income on the Company’s condensed consolidated statements of operations. During the three months ended March 31, 2020, the Company recorded a $17.8 million increase in allowance for credit losses related to its loans held-for-investment, bringing the total allowance for credit losses to $19.8 million as of March 31, 2020. The Company’s loans held-for-investment consisted of the following as of March 31, 2020 and December 31, 2019 (dollar amounts in thousands): As of March 31, As of December 31, 2020 2019 Mezzanine loans $ 140,061 $ 146,060 Senior loans 153,870 152,820 Total CRE loans-held-for-investment and related receivables, net 293,931 298,880 Broadly syndicated loans 333,449 2,750 Loans-held-for-investment and related receivables, net 627,380 301,630 Less: Allowance for credit losses (19,779 ) — Total loans-held-for-investment and related receivables, net $ 607,601 $ 301,630 |
Schedule of allowance for financing receivable | The following table presents the activity in our allowance for credit losses by loan type for the three months ended March 31, 2020 (dollar amounts in thousands): Mezzanine Loans Senior Loans Broadly Syndicated Loans Total Allowance for credit losses as of December 31, 2019 $ — $ — $ — $ — Transition adjustment on January 1, 2020 1,494 468 40 2,002 Provision for credit losses 13,047 341 4,389 17,777 Allowance for credit losses as of March 31, 2020 $ 14,541 $ 809 $ 4,429 $ 19,779 |
DERIVATIVE INSTRUMENTS AND HE_2
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of derivative instruments | The following table summarizes the terms of the Company’s executed interest rate swap agreements designated as hedging instruments as of March 31, 2020 and December 31, 2019 (dollar amounts in thousands): Outstanding Notional Fair Value of Liabilities as of Balance Sheet Amount as of Interest Effective Maturity March 31, December 31, Location March 31, 2020 Rates (1) Dates Dates 2020 2019 (2) Interest Rate Swaps Derivative liabilities, deferred rental income and other liabilities $ 871,666 2.55% to 4.02% 3/14/2016 to 8/15/2018 3/15/2021 to 7/1/2021 $ (13,743 ) $ (4,181 ) ____________________________________ (1) The interest rates consist of the underlying index swapped to a fixed rate and the applicable interest rate spread as of March 31, 2020 . (2) As of December 31, 2019 , the Company had two interest rate swap agreements in an asset position with a notional amount of $60.0 million and a fair value of $261,000 included in prepaid expenses and other assets on the condensed consolidated balance sheets. |
CREDIT FACILITIES AND NOTES P_2
CREDIT FACILITIES AND NOTES PAYABLE (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of debt | The following table summarizes the debt balances as of March 31, 2020 and December 31, 2019 , and the debt activity for the three months ended March 31, 2020 (in thousands): During the Three Months Ended March 31, 2020 Balance as of December 31, 2019 Debt Issuances & Assumptions (1) Repayments & Modifications (2) Accretion and (Amortization) Balance as of Fixed rate debt $ 726,261 $ — $ (97,129 ) $ — $ 629,132 Credit facilities 885,000 100,000 — — 985,000 Total debt 1,611,261 100,000 (97,129 ) — 1,614,132 Net premiums (3) 241 — — (23 ) 218 Deferred costs – credit facility (4) (3,933 ) — — 445 (3,488 ) Deferred costs – fixed rate debt (2,709 ) — 177 (5 ) 298 (2,234 ) Total debt, net $ 1,604,860 $ 100,000 $ (96,952 ) $ 720 $ 1,608,628 ____________________________________ (1) Includes deferred financing costs incurred during the period. (2) In connection with the repayment of certain mortgage notes, the Company recognized a loss on extinguishment of debt of $4.4 million during the three months ended March 31, 2020 . (3) Net premiums on mortgage notes payable were recorded upon the assumption of the respective debt instruments. Amortization of these net premiums is recorded as a reduction to interest expense over the remaining term of the respective debt instruments using the effective-interest method. (4) Deferred costs related to the term portion of the Credit Facility (as defined below). (5) Represents deferred financing costs written off during the period resulting from debt repayments prior to the respective maturity dates. |
Schedule of maturities of long-term debt | The following table summarizes the scheduled aggregate principal repayments for the Company’s outstanding debt subsequent to March 31, 2020 (in thousands): Principal Repayments Remainder of 2020 $ 115,548 2021 97,701 2022 913,963 2023 319,155 2024 167,765 Thereafter — Total $ 1,614,132 |
SUPPLEMENTAL CASH FLOW DISCLO_2
SUPPLEMENTAL CASH FLOW DISCLOSURES (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of supplemental cash flow disclosures | Supplemental cash flow disclosures for the three months ended March 31, 2020 and 2019 are as follows (in thousands): Three Months Ended March 31, 2020 2019 Supplemental Disclosures of Non-Cash Investing and Financing Activities: Distributions declared and unpaid $ 16,463 $ 16,518 Accrued capital expenditures $ 87 $ 13 Accrued deferred financing costs $ 8 $ — Interest income capitalized to loans held-for-investment $ 539 $ 2,643 Common stock issued through distribution reinvestment plan $ 19,231 $ 21,247 Change in fair value of interest rate swaps $ (9,823 ) $ (5,316 ) Supplemental Cash Flow Disclosures: Interest paid $ 15,665 $ 24,536 Cash paid for taxes $ 138 $ 94 |
RELATED-PARTY TRANSACTIONS AN_2
RELATED-PARTY TRANSACTIONS AND ARRANGEMENTS (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of related party transactions | The Company recorded fees and expense reimbursements as shown in the table below for services provided by CMFT Management or its affiliates related to the services described above during the periods indicated (in thousands): Three Months Ended March 31, 2020 2019 Management fees and expenses $ 11,090 $ — Acquisition fees and expenses $ 127 $ 186 Disposition fees $ 341 $ 801 Advisory fees and expenses $ — $ 10,019 Operating expenses $ 810 $ 974 |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Schedule of future minimum rental income for operating leases - ASC 842 | As of March 31, 2020 , the future minimum rental income from the Company’s real estate assets under non-cancelable operating leases, assuming no exercise of renewal options for the succeeding five fiscal years and thereafter, was as follows (in thousands): Future Minimum Rental Income Remainder of 2020 $ 167,817 2021 212,996 2022 201,032 2023 182,434 2024 162,681 Thereafter 1,046,488 Total $ 1,973,448 |
Schedule of components of lease income | Rental and other property income during the three months ended March 31, 2020 and 2019 consisted of the following (in thousands): Three Months Ended March 31, 2020 2019 Fixed rental and other property income (1) $ 56,673 $ 89,765 Variable rental and other property income (2) $ 11,763 $ 14,997 Total rental and other property income $ 68,436 $ 104,762 __________________________________ (1) Consists primarily of fixed contractual payments from operating leases with tenants recognized on a straight-line basis over the lease term, including amortization of acquired above- and below-market leases. (2) Consists primarily of tenant reimbursements for recoverable real estate taxes and property operating expenses, and percentage rent, net of bad debt expense. |
ORGANIZATION AND BUSINESS (Deta
ORGANIZATION AND BUSINESS (Details) $ / shares in Units, ft² in Millions | Apr. 04, 2014shares | Mar. 31, 2020USD ($)ft²statepropertyloanshares | Mar. 30, 2020$ / shares | Dec. 31, 2019USD ($)property$ / sharesshares | Aug. 02, 2016USD ($) | Jun. 30, 2016USD ($)shares | Dec. 19, 2013USD ($) | Jan. 26, 2012USD ($) |
Organization and Business [Line Items] | ||||||||
Number of owned properties | property | 384 | |||||||
Rentable square feet (sqft) | ft² | 18.4 | |||||||
Number of states in which entity owns properties | state | 42 | |||||||
Percentage of rentable space leased | 94.60% | |||||||
Number of real estate property held for sale | property | 2 | 29 | ||||||
Number of loans | loan | 124 | |||||||
Net book value | $ | $ 607,601,000 | $ 301,630,000 | ||||||
Common stock, shares issued (in shares) | shares | 297,400,000 | 311,174,986 | 311,207,725 | |||||
Shares deregistered (in shares) | shares | 404,000 | |||||||
Net asset value per share (USD per share) | $ / shares | $ 7.77 | |||||||
IPO | ||||||||
Organization and Business [Line Items] | ||||||||
Common stock, shares authorized, value (maximum) | $ | $ 2,975,000,000 | |||||||
Common stock, shares issued (in shares) | shares | 292,300,000 | |||||||
DRIP | ||||||||
Organization and Business [Line Items] | ||||||||
Common stock, shares issued (in shares) | shares | 5,100,000 | 241,700,000 | ||||||
Remaining unsold common stock | $ | $ 5,300,000 | |||||||
Common stock shares registered dividend reinvestment plan, value | $ | $ 600,000,000 | $ 247,000,000 | ||||||
Share price (USD per share) | $ / shares | $ 7.77 | |||||||
CIM Real Estate Finance Operating Partnership, LP | ||||||||
Organization and Business [Line Items] | ||||||||
General partner partnership interest percentage | 100.00% |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Real Estate Assets) (Details) | 3 Months Ended |
Mar. 31, 2020 | |
Buildings | |
Real Estate Properties [Line Items] | |
Useful life | 40 years |
Site improvements | |
Real Estate Properties [Line Items] | |
Useful life | 15 years |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Recoverability of Real Estate Assets) (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020USD ($)property | Mar. 31, 2019USD ($)property | Dec. 31, 2019property | |
Real Estate [Line Items] | |||
Impairment of real estate assets | $ | $ 11,676 | $ 20,073 | |
Revised Expected Holding Properties | |||
Real Estate [Line Items] | |||
Number of properties | 6 | ||
Vacant | |||
Real Estate [Line Items] | |||
Number of properties | 7 | 1 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Assets Held for Sale) (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2020USD ($)property | Dec. 31, 2019USD ($)property | |
Accounting Policies [Abstract] | ||
Expected period of sale | 24 months | |
Number of real estate reclassified from held for sale | property | 15 | |
Number of real estate property held for sale | property | 2 | 29 |
Real estate held for sale placed back in service | $ 228.4 | |
Assets held for sale | 8 | $ 351.9 |
Mortgage notes payable | $ 5 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Restricted Cash) (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 |
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash | $ 4,204 | $ 7,331 | $ 9,928 |
Restricted cash, held by lenders in lockbox accounts | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash | 1,600 | 3,100 | |
Restricted cash, held by lenders in escrow | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash | $ 2,600 | $ 4,200 |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Loans Held-for-Investments) (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020USD ($)loan | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($) | |
Loans and Leases Receivable Disclosure [Line Items] | |||
Interest income | $ 5,571 | $ 4,498 | |
Capitalized interest | $ 539 | ||
Number of nonaccrual loans | loan | 8 | ||
Loans receivable, net amount | $ 607,601 | $ 301,630 | |
Interest income on nonaccrual loans | 565 | ||
Mezzanine loans | |||
Loans and Leases Receivable Disclosure [Line Items] | |||
Loans receivable, net amount | $ 140,100 |
SUMMARY OF SIGNIFICANT ACCOUN_9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Allowance for Credit Losses) (Details) - USD ($) | Mar. 31, 2020 | Jan. 01, 2020 | Dec. 31, 2019 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Allowance for credit losses | $ 19,779,000 | $ 0 | |
Cumulative Effect, Period Of Adoption, Adjustment | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Allowance for credit losses | $ 2,002,000 |
SUMMARY OF SIGNIFICANT ACCOU_10
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Leases) (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Jan. 01, 2019 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Lease liability | $ 2.5 | |
ASU 2016-02 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Lease liability | $ 2.5 | $ 2.7 |
Right-of-use asset | $ 2.7 |
FAIR VALUE MEASUREMENTS (Narrat
FAIR VALUE MEASUREMENTS (Narrative) (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020USD ($)property | Mar. 31, 2019USD ($)property | Dec. 31, 2019USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Loans receivable, net amount | $ 607,601 | $ 301,630 | |
Number of properties impaired | property | 7 | 7 | |
Impairment of real estate assets | $ 11,676 | $ 20,073 | |
Minimum | Discount Rate | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Impairment of real estate assets, measurement input | 7.90% | ||
Minimum | Capitalization Rate | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Impairment of real estate assets, measurement input | 7.40% | ||
Maximum | Discount Rate | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Impairment of real estate assets, measurement input | 9.70% | ||
Maximum | Capitalization Rate | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Impairment of real estate assets, measurement input | 9.20% | ||
Estimate of Fair Value Measurement | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Loans held for investment | $ 579,700 | 302,000 | |
Real estate investment property, net, carrying value of impaired property | 52,600 | 118,900 | |
Carrying Value | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Loans held for investment | 301,600 | ||
Real estate investment property, net, carrying value of impaired property | 64,300 | $ 139,000 | |
Level 2 | Estimate of Fair Value Measurement | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Debt instrument fair value disclosure | 1,620,000 | 1,600,000 | |
Level 2 | Carrying Value | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Debt instrument fair value disclosure | 1,610,000 | $ 1,610,000 | |
Broadly syndicated loans | Level 2 | Estimate of Fair Value Measurement | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Loans held for investment | 206,500 | ||
Broadly syndicated loans | Level 3 | Estimate of Fair Value Measurement | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Loans held for investment | $ 90,800 |
FAIR VALUE MEASUREMENTS (Financ
FAIR VALUE MEASUREMENTS (Financial Assets and Liabilities Measured on a Recurring Basis) (Details) - Fair value, measurements, recurring - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Financial assets: | ||
Total financial assets | $ 261 | |
Financial liabilities: | ||
Interest rate swaps | (4,181) | |
Total financial liabilities | $ (13,743) | (4,181) |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Financial assets: | ||
Total financial assets | 0 | |
Financial liabilities: | ||
Interest rate swaps | 0 | |
Total financial liabilities | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Financial assets: | ||
Total financial assets | 261 | |
Financial liabilities: | ||
Interest rate swaps | (4,181) | |
Total financial liabilities | (13,743) | (4,181) |
Significant Unobservable Inputs (Level 3) | ||
Financial assets: | ||
Total financial assets | 0 | |
Financial liabilities: | ||
Interest rate swaps | 0 | |
Total financial liabilities | 0 | 0 |
Interest rate swaps | ||
Financial assets: | ||
Interest rate swaps | 261 | |
Financial liabilities: | ||
Interest rate swaps | (13,743) | |
Interest rate swaps | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Financial assets: | ||
Interest rate swaps | 0 | |
Financial liabilities: | ||
Interest rate swaps | 0 | |
Interest rate swaps | Significant Other Observable Inputs (Level 2) | ||
Financial assets: | ||
Interest rate swaps | 261 | |
Financial liabilities: | ||
Interest rate swaps | (13,743) | |
Interest rate swaps | Significant Unobservable Inputs (Level 3) | ||
Financial assets: | ||
Interest rate swaps | $ 0 | |
Financial liabilities: | ||
Interest rate swaps | $ 0 |
FAIR VALUE MEASUREMENTS (Impair
FAIR VALUE MEASUREMENTS (Impairment Charges) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Impairment of real estate assets | $ 11,676 | $ 20,073 |
Land | ||
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Impairment of real estate assets | 2,925 | 2,527 |
Buildings, fixtures and improvements | ||
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Impairment of real estate assets | 8,264 | 17,107 |
Intangible lease assets | ||
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Impairment of real estate assets | 497 | 482 |
Intangible lease liabilities | ||
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Impairment of real estate assets | $ 10 | $ 43 |
REAL ESTATE ASSETS (2020 Proper
REAL ESTATE ASSETS (2020 Property Acquisition - Narrative) (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020USD ($)property | Mar. 31, 2019USD ($)property | Dec. 31, 2019USD ($)property | |
Real Estate [Line Items] | |||
Number of properties acquired | property | 0 | 0 | |
Number of properties disposed | property | 12 | 34 | |
Aggregate gross sales price | $ | $ 129,000 | $ 124,300 | |
Net proceeds from disposition of real estate assets | $ | 126,645 | 120,652 | |
Gain on disposition of real estate, net | $ | $ 13,100 | $ 9,900 | |
Number of real estate property held for sale | property | 2 | 29 | |
Assets held for sale | $ | $ 8,000 | $ 351,900 | |
Mortgage notes payable | $ | $ 5,000 | ||
Retail property | |||
Real Estate [Line Items] | |||
Number of properties disposed | property | 9 | ||
Anchored shopping center | |||
Real Estate [Line Items] | |||
Number of properties disposed | property | 3 |
REAL ESTATE ASSETS (2020 and 20
REAL ESTATE ASSETS (2020 and 2019 Impairment) (Details) ft² in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020USD ($)ft²property | Mar. 31, 2019USD ($)ft²property | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Number of properties impaired | property | 7 | 7 |
Area of real estate property impaired (sq ft) | ft² | 414 | 1,100 |
Impairment of real estate assets | $ 11,676 | $ 20,073 |
Carrying Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Real estate asset deemed to be impaired | 64,300 | 139,000 |
Estimate of Fair Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Real estate asset deemed to be impaired | $ 52,600 | $ 118,900 |
REAL ESTATE ASSETS (2019 Proper
REAL ESTATE ASSETS (2019 Property Dispositions) (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020USD ($)property | Mar. 31, 2019USD ($)property | |
Real Estate [Line Items] | ||
Number of properties disposed | 12 | 34 |
Aggregate gross sales price | $ | $ 129,000 | $ 124,300 |
Net proceeds from disposition of real estate assets | $ | 126,645 | 120,652 |
Gain on disposition of real estate, net | $ | $ 13,100 | $ 9,900 |
Retail property | Property Disposition 2019 | ||
Real Estate [Line Items] | ||
Number of properties disposed | 31 | |
Anchored shopping center | ||
Real Estate [Line Items] | ||
Number of properties disposed | 3 | |
Anchored shopping center | Property Disposition 2019 | ||
Real Estate [Line Items] | ||
Number of properties disposed | 3 |
INTANGIBLE LEASE ASSETS AND L_3
INTANGIBLE LEASE ASSETS AND LIABILITIES (Components) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Intangible lease assets: | |||
Intangible leased assets | $ 181,906 | $ 182,147 | |
Intangible lease liabilities: | |||
Below market leases net of amortization | 20,161 | 20,523 | |
Below market lease, accumulated amortization | $ 30,237 | 25,800 | |
Below market lease, weighted average useful life | 7 years | 7 years 3 months 18 days | |
In-place leases and other intangibles | |||
Intangible lease assets: | |||
Intangible leased assets | $ 164,232 | 164,724 | |
Accumulated amortization | $ 124,103 | $ 111,670 | |
Useful life | 10 years | 10 years 4 months 24 days | |
Acquired above-market leases | |||
Intangible lease assets: | |||
Intangible leased assets | $ 17,674 | $ 17,423 | |
Accumulated amortization | $ 22,040 | $ 19,310 | |
Useful life | 7 years 6 months | 7 years 10 months 24 days |
INTANGIBLE LEASE ASSETS AND L_4
INTANGIBLE LEASE ASSETS AND LIABILITIES (Schedule of Finite-Lived Intangible Assets Amortization Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of below-market leases | $ 1,399 | $ 1,816 |
In-place leases and other intangibles | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense | 5,940 | 9,474 |
Above-market leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization expense | $ 908 | $ 1,290 |
INTANGIBLE LEASE ASSETS AND L_5
INTANGIBLE LEASE ASSETS AND LIABILITIES (Estimated Amortization of Intangible Lease Assets) (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Amortiztaion, In-Place Leases and Other Intangibles, Above-Market Leases | ||
Total | $ 181,906 | $ 182,147 |
Below Market Lease, Amortization Income, Maturity Schedule [Abstract] | ||
Remainder of 2020 | 3,763 | |
2021 | 3,129 | |
2022 | 2,609 | |
2023 | 2,198 | |
2024 | 1,650 | |
Thereafter | 6,812 | |
Total | 20,161 | 20,523 |
In-Place Leases and Other Intangibles | ||
Amortiztaion, In-Place Leases and Other Intangibles, Above-Market Leases | ||
Remainder of 2020 | 16,565 | |
2021 | 19,541 | |
2022 | 18,088 | |
2023 | 16,021 | |
2024 | 14,211 | |
Thereafter | 79,806 | |
Total | 164,232 | 164,724 |
Above-Market Leases | ||
Amortiztaion, In-Place Leases and Other Intangibles, Above-Market Leases | ||
Remainder of 2020 | 2,151 | |
2021 | 2,330 | |
2022 | 2,138 | |
2023 | 1,868 | |
2024 | 1,410 | |
Thereafter | 7,777 | |
Total | $ 17,674 | $ 17,423 |
LOANS HELD-FOR-INVESTMENT (Sche
LOANS HELD-FOR-INVESTMENT (Schedule of Loans Held for Investment) (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Loans held-for-investment and related receivables, net | $ 627,380,000 | $ 301,630,000 |
Less: Allowance for credit losses | (19,779,000) | 0 |
Total loans held-for-investment and related receivables, net | 607,601,000 | 301,630,000 |
Mezzanine loans | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Loans held-for-investment and related receivables, net | 146,060,000 | |
Less: Allowance for credit losses | (14,541,000) | 0 |
Total loans held-for-investment and related receivables, net | 140,100,000 | |
Senior loans | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Loans held-for-investment and related receivables, net | 153,870,000 | 152,820,000 |
Less: Allowance for credit losses | (809,000) | 0 |
Total CRE loans-held-for-investment and related receivables, net | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Loans held-for-investment and related receivables, net | 293,931,000 | 298,880,000 |
Total loans held-for-investment and related receivables, net | 278,581,000 | 298,880,000 |
Broadly syndicated loans | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Loans held-for-investment and related receivables, net | 333,449,000 | 2,750,000 |
Less: Allowance for credit losses | $ (4,429,000) | $ 0 |
LOANS HELD-FOR-INVESTMENT (Narr
LOANS HELD-FOR-INVESTMENT (Narrative) (Details) | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2020USD ($)loan | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($)loan | Jan. 01, 2020USD ($) | Dec. 31, 2018USD ($) | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Net book value | $ 607,601,000 | $ 301,630,000 | |||
Number of loans | loan | 124 | ||||
Loans held-for-investment and related receivables, net | $ 627,380,000 | 301,630,000 | |||
Cash and cash equivalents | 245,076,000 | $ 26,130,000 | 473,355,000 | $ 19,674,000 | |
Transition adjustment on January 1, 2020 | 19,779,000 | 0 | |||
Provision for credit losses | $ 17,777,000 | $ 0 | |||
Broadly syndicated loans | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Number of loans purchased | loan | 112 | ||||
Net book value of loans purchased | $ 330,700,000 | ||||
Number of loans | loan | 113 | ||||
Loans held-for-investment and related receivables, net | $ 333,449,000 | 2,750,000 | |||
Weighted-average maximum years to maturity | 5 years 2 months 12 days | ||||
Transition adjustment on January 1, 2020 | $ 4,429,000 | 0 | |||
Provision for credit losses | 4,389,000 | ||||
Mezzanine loans | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Net book value | 140,100,000 | ||||
Loans held-for-investment and related receivables, net | $ 146,060,000 | ||||
Number of loans | loan | 8 | ||||
Transition adjustment on January 1, 2020 | 14,541,000 | $ 0 | |||
Provision for credit losses | $ 13,047,000 | ||||
Credit Concentration Risk | Asset Benchmark | Broadly syndicated loans | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Percentage of mezzanine loans to total assets | 4.50% | ||||
Credit Concentration Risk | Asset Benchmark | Mezzanine loans | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Percentage of mezzanine loans to total assets | 3.90% | ||||
Unfunded Loan Commitment | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Other commitment | $ 15,400,000 | ||||
Reserves For Settlement Of Loans | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Cash and cash equivalents | $ 55,600,000 | ||||
Cumulative Effect, Period Of Adoption, Adjustment | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Transition adjustment on January 1, 2020 | $ 2,002,000 | ||||
Cumulative Effect, Period Of Adoption, Adjustment | Broadly syndicated loans | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Transition adjustment on January 1, 2020 | 40,000 | ||||
Cumulative Effect, Period Of Adoption, Adjustment | Mezzanine loans | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Transition adjustment on January 1, 2020 | $ 1,494,000 |
LOANS HELD-FOR-INVESTMENT (Stat
LOANS HELD-FOR-INVESTMENT (Statistics) (Details) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020USD ($)loan | Dec. 31, 2019USD ($)loan | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Number of loans | loan | 124 | |
Net book value | $ 607,601 | $ 301,630 |
Loans receivable with variable rate of interest (percent) | 100.00% | |
Total CRE loans-held-for-investment and related receivables, net | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Number of loans | loan | 11 | 11 |
Principal balance | $ 291,909 | $ 297,357 |
Net book value | $ 278,581 | $ 298,880 |
Weighted-average interest rate | 9.20% | 8.90% |
Weighted-average maximum years to maturity | 2 years 8 months 16 days | 2 years 11 months 9 days |
LOANS HELD-FOR-INVESTMENT (Acti
LOANS HELD-FOR-INVESTMENT (Activity) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Loans Held-for-Investment [Roll Forward] | ||
Beginning Balance, Principal Balance | $ 300,135,000 | |
Beginning Balance, Deferred Fees/Other Items | (6,047,000) | |
Beginning Balance, Loan Fees Receivable | 7,542,000 | |
Beginning Balance, Net Book Value | 301,630,000 | |
Loan fundings, Principal Balance | 332,497,000 | |
Loan fundings, Deferred Fees/Other items | (2,000) | |
Loan fundings, Loan Fees Receivable | 2,000 | |
Loan fundings, Net Book Value | 332,497,000 | |
Principal repayments received | (6,853,000) | |
Capitalized interest | 539,000 | |
Deferred fees and other items, Deferred Fees/Other Items | (941,000) | |
Deferred fees and other items, Loan Fees Receivable | (73,000) | |
Deferred fees and other items, Net Book Value | (1,014,000) | |
Accretion and amortization of fees and other items | 581,000 | |
Allowance for credit losses | (19,779,000) | $ 0 |
Ending Balance, Principal Balance | 626,318,000 | |
Ending Balance, Deferred Fees/Other Items | (26,188,000) | |
Ending Balance, Loan Fees Receivable | 7,471,000 | |
Ending Balance, Net Book Value | 607,601,000 | |
Total CRE loans-held-for-investment and related receivables, net | ||
Loans Held-for-Investment [Roll Forward] | ||
Beginning Balance, Net Book Value | 298,880,000 | |
Ending Balance, Net Book Value | $ 278,581,000 |
LOANS HELD-FOR-INVESTMENT (Allo
LOANS HELD-FOR-INVESTMENT (Allowance for Financing Receivable) (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Jan. 01, 2020 | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |||
Allowance for credit losses as of December 31, 2019 | $ 0 | ||
Transition adjustment on January 1, 2020 | 19,779,000 | ||
Provision for credit losses | 17,777,000 | $ 0 | |
Allowance for credit losses as of March 31, 2020 | 19,779,000 | ||
Cumulative Effect, Period Of Adoption, Adjustment | |||
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |||
Transition adjustment on January 1, 2020 | $ 2,002,000 | ||
Mezzanine loans | |||
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |||
Allowance for credit losses as of December 31, 2019 | 0 | ||
Transition adjustment on January 1, 2020 | 14,541,000 | ||
Provision for credit losses | 13,047,000 | ||
Allowance for credit losses as of March 31, 2020 | 14,541,000 | ||
Mezzanine loans | Cumulative Effect, Period Of Adoption, Adjustment | |||
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |||
Transition adjustment on January 1, 2020 | 1,494,000 | ||
Senior loans | |||
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |||
Allowance for credit losses as of December 31, 2019 | 0 | ||
Transition adjustment on January 1, 2020 | 809,000 | ||
Provision for credit losses | 341,000 | ||
Allowance for credit losses as of March 31, 2020 | 809,000 | ||
Senior loans | Cumulative Effect, Period Of Adoption, Adjustment | |||
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |||
Transition adjustment on January 1, 2020 | 468,000 | ||
Broadly syndicated loans | |||
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |||
Allowance for credit losses as of December 31, 2019 | 0 | ||
Transition adjustment on January 1, 2020 | 4,429,000 | ||
Provision for credit losses | 4,389,000 | ||
Allowance for credit losses as of March 31, 2020 | $ 4,429,000 | ||
Broadly syndicated loans | Cumulative Effect, Period Of Adoption, Adjustment | |||
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |||
Transition adjustment on January 1, 2020 | $ 40,000 |
DERIVATIVE INSTRUMENTS AND HE_3
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Narrative) (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020USD ($)derivative | Mar. 31, 2019USD ($) | |
Derivatives, Fair Value [Line Items] | ||
Amount of gain (loss) reclassified from other comprehensive income into income as interest expense and other, net | $ (977) | $ 1,477 |
Interest rate cash flow hedge gain (loss) to be reclassified during next 12 months | $ 13,700 | |
Interest Rate Swap | ||
Derivatives, Fair Value [Line Items] | ||
Number of interest rate derivatives held | derivative | 3 | |
Interest Rate Swap | Cash Flow Hedging | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability, event of default, termination amount | $ 14,200 |
DERIVATIVE INSTRUMENTS AND HE_4
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Schedule of Derivative Instruments) (Details) $ in Thousands | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($)swap_agreement |
Cash Flow Hedging | Derivative liabilities, deferred rental income and other liabilities | Minimum | ||
Derivative [Line Items] | ||
Interest Rates | 2.55% | |
Cash Flow Hedging | Derivative liabilities, deferred rental income and other liabilities | Maximum | ||
Derivative [Line Items] | ||
Interest Rates | 4.02% | |
Interest rate swaps | Cash Flow Hedging | Derivative liabilities, deferred rental income and other liabilities | ||
Derivative [Line Items] | ||
Outstanding Notional Amount | $ 871,666 | |
Fair Value Liability | $ (13,743) | $ (4,181) |
Interest rate swaps | Cash Flow Hedging | Prepaid expenses and other current assets | ||
Derivative [Line Items] | ||
Outstanding Notional Amount | 60,000 | |
Fair Value of Assets | $ 261 | |
Designated as Hedging Instrument | Interest rate swaps | Prepaid expenses and other current assets | ||
Derivative [Line Items] | ||
Derivative, number of instruments held | swap_agreement | 2 |
CREDIT FACILITIES AND NOTES P_3
CREDIT FACILITIES AND NOTES PAYABLE (Narrative) (Details) | 1 Months Ended | 3 Months Ended | |
May 13, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Debt Instrument [Line Items] | |||
Credit facilities and notes payable, net | $ 1,608,628,000 | $ 1,604,860,000 | |
Weighted average years to maturity | 2 years 4 months 1 day | ||
Weighted average interest rate (percent) | 3.80% | ||
Long-term debt, gross | $ 1,614,132,000 | 1,611,261,000 | |
Fixed rate debt | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | 629,132,000 | 726,261,000 | |
Debt security, amount, aggregate gross real estate assets net of gross intangible lease liabilities | $ 1,100,000,000 | ||
Fixed rate debt | Minimum | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 2.60% | ||
Fixed rate debt | Maximum | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 5.00% | ||
Variable Rate Debt | |||
Debt Instrument [Line Items] | |||
Long term debt maturing in the next year | $ 85,500,000 | ||
Credit facilities | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 985,000,000 | 885,000,000 | |
JPMorgan Chase Bank, N.A. | Credit facilities | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (percent) | 3.90% | ||
Stated interest rate | 2.00% | ||
Line of credit maximum borrowing capacity | $ 1,235,000,000 | ||
Long-term line of credit | 885,000,000 | ||
Remaining borrowing capacity | 64,500,000 | ||
Line of credit, current borrowing capacity | 349,400,000 | ||
Line of credit facility, covenant, minimum consolidated net worth | $ 2,000,000,000 | ||
Line of credit facility, covenant, minimum consolidated net worth, percentage of equity issuance | 75.00% | ||
Debt instrument, covenant, fixed charge coverage ratio, minimum (greater than) | 1.5 | ||
Available borrowings | $ 1,250,000,000 | ||
JPMorgan Chase Bank, N.A. | Credit facilities | Minimum | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 0.65% | ||
Line of credit facility, covenant, unsecured debt service coverage ratio (greater than) | 1.75 | ||
JPMorgan Chase Bank, N.A. | Credit facilities | Maximum | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 1.25% | ||
Line of credit facility, covenant, leverage ratio (less than or equal) | 60.00% | ||
Debt instrument, covenant, unsecured debt to unencumbered asset value ratio (equal or less than) | 60.00% | ||
Line of credit facility, covenant, secured debt ratio (equal or less than) | 40.00% | ||
Line of credit facility, covenant, recourse debt ratio (no greater than) | 15.00% | ||
JPMorgan Chase Bank, N.A. | Credit facilities | Statutory Reserve Rate | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate (percent) | 1.65% | ||
JPMorgan Chase Bank, N.A. | Credit facilities | Statutory Reserve Rate | Maximum | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate (percent) | 2.25% | ||
JPMorgan Chase Bank, N.A. | Credit facilities | Federal funds rate plus | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate (percent) | 0.50% | ||
JPMorgan Chase Bank, N.A. | Credit facilities | One-Month LIBOR | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate (percent) | 1.00% | ||
JPMorgan Chase Bank, N.A. | Term Loan | Credit facilities | |||
Debt Instrument [Line Items] | |||
Line of credit maximum borrowing capacity | $ 885,000,000 | ||
Long-term line of credit | 885,000,000 | ||
JPMorgan Chase Bank, N.A. | Revolving Credit Facility | Credit facilities | |||
Debt Instrument [Line Items] | |||
Line of credit maximum borrowing capacity | 350,000,000 | ||
Long-term line of credit | $ 0 | ||
Citibank | Revolving Credit Facility | Credit facilities | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (percent) | 2.60% | ||
Line of credit maximum borrowing capacity | $ 500,000,000 | ||
Long-term line of credit | $ 100,000,000 | ||
Interest Rate Swap | Variable Rate Debt | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 60,000,000 | ||
Cash Flow Hedging | Interest Rate Swap | JPMorgan Chase Bank, N.A. | Term Loan | Credit facilities | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate (percent) | 4.00% | ||
Long-term line of credit | $ 811,700,000 | ||
Reinvestment Period | Credit facilities | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 1.70% | ||
Amortization Period | Credit facilities | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 2.00% | ||
Mortgages | Subsequent event | Loans Payable | |||
Debt Instrument [Line Items] | |||
Repayments of debt | $ 68,200,000 |
CREDIT FACILITIES AND NOTES P_4
CREDIT FACILITIES AND NOTES PAYABLE (Schedule of Debt) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Short-Term and Long-Term Debt [Roll Forward] | ||
Total debt, Beginning Balance | $ 1,611,261 | |
Net premiums, Beginning Balance | 241 | |
Total debt, net, Beginning Balance | 1,604,860 | |
Total debt, Debt Issuances & Assumptions | 100,000 | |
Total debt, net, Debt Issuances & Assumptions | 100,000 | |
Total debt, Repayments & Modifications | (97,129) | |
Total debt, net Repayments & Modifications | (96,952) | |
Accretion and (Amortization), Net premiums | (23) | $ (22) |
Accretion and (Amortization) | 720 | |
Total debt, Ending Balance | 1,614,132 | |
Net premiums, Ending Balance | 218 | |
Total debt, net, Ending Balance | 1,608,628 | |
Loss on extinguishment of debt | 4,382 | $ 0 |
Fixed rate debt | ||
Short-Term and Long-Term Debt [Roll Forward] | ||
Total debt, Beginning Balance | 726,261 | |
Deferred costs, Beginning Balance | (2,709) | |
Total debt, Debt Issuances & Assumptions | 0 | |
Total debt, Repayments & Modifications | (97,129) | |
Deferred costs | 177 | |
Accretion and (Amortization), Deferred costs | 298 | |
Total debt, Ending Balance | 629,132 | |
Deferred costs, Ending Balance | (2,234) | |
Credit facilities | ||
Short-Term and Long-Term Debt [Roll Forward] | ||
Total debt, Beginning Balance | 885,000 | |
Deferred costs, Beginning Balance | (3,933) | |
Total debt, Debt Issuances & Assumptions | 100,000 | |
Total debt, Repayments & Modifications | 0 | |
Deferred costs | 0 | |
Accretion and (Amortization), Deferred costs | 445 | |
Total debt, Ending Balance | 985,000 | |
Deferred costs, Ending Balance | (3,488) | |
Mortgages | Loans Payable | ||
Short-Term and Long-Term Debt [Roll Forward] | ||
Loss on extinguishment of debt | $ 4,400 |
CREDIT FACILITIES AND NOTES P_5
CREDIT FACILITIES AND NOTES PAYABLE (Schedule of Maturities of Long-term Debt) (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Disclosure [Abstract] | ||
Remainder of 2020 | $ 115,548 | |
2021 | 97,701 | |
2022 | 913,963 | |
2023 | 319,155 | |
2024 | 167,765 | |
Thereafter | 0 | |
Total | $ 1,614,132 | $ 1,611,261 |
SUPPLEMENTAL CASH FLOW DISCLO_3
SUPPLEMENTAL CASH FLOW DISCLOSURES (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Supplemental Disclosures of Non-Cash Investing and Financing Activities: | ||
Distributions declared and unpaid | $ 16,463 | $ 16,518 |
Accrued capital expenditures | 87 | 13 |
Accrued deferred financing costs | 8 | 0 |
Interest income capitalized to loans held-for-investment | 539 | 2,643 |
Common stock issued through distribution reinvestment plan | 19,231 | 21,247 |
Change in fair value of interest rate swaps | (9,823) | (5,316) |
Supplemental Cash Flow Disclosures: | ||
Interest paid | 15,665 | 24,536 |
Cash paid for taxes | $ 138 | $ 94 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands | 1 Months Ended | ||||
May 13, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | |
Loss Contingencies [Line Items] | |||||
Cash and cash equivalents | $ 245,076 | $ 473,355 | $ 26,130 | $ 19,674 | |
Reserves For Settlement Of Loans | |||||
Loss Contingencies [Line Items] | |||||
Cash and cash equivalents | 55,600 | ||||
Unfunded Loan Commitment | |||||
Loss Contingencies [Line Items] | |||||
Other commitment | $ 15,400 | ||||
Subsequent event | Broadly syndicated loans | |||||
Loss Contingencies [Line Items] | |||||
Loans settled | $ 38,600 |
RELATED-PARTY TRANSACTIONS AN_3
RELATED-PARTY TRANSACTIONS AND ARRANGEMENTS (Management Fees) (Details) - Advisors | Aug. 20, 2019USD ($) |
Related Party Transaction [Line Items] | |
Management fee per annum | $ 250,000 |
Management fee per quarter | $ 62,500 |
Management fee percent per annum | 1.50% |
Management fee percent per quarter | 0.375% |
RELATED-PARTY TRANSACTIONS AN_4
RELATED-PARTY TRANSACTIONS AND ARRANGEMENTS (Incentive Compensation) (Details) - Advisors - USD ($) | Aug. 20, 2019 | Mar. 31, 2020 | Mar. 31, 2019 |
Related Party Transaction [Line Items] | |||
Incentive compensation. in excess of product, quarterly percentage | 20.00% | ||
Incentive compensation. in excess of product, annualized percentage | 7.00% | ||
Incentive compensation fees | $ 0 | $ 0 |
RELATED-PARTY TRANSACTIONS AN_5
RELATED-PARTY TRANSACTIONS AND ARRANGEMENTS (Acquisition Fees and Expenses) (Details) - Advisors - Acquisition fees and expenses - Maximum | Aug. 20, 2019 |
Related Party Transaction [Line Items] | |
Acquisition and advisory fee (percent) | 2.00% |
Acquisition fees and expenses, reimbursement (percent) | 6.00% |
RELATED-PARTY TRANSACTIONS AN_6
RELATED-PARTY TRANSACTIONS AND ARRANGEMENTS (Advisory Fees and Expenses) (Details) | Aug. 20, 2019USD ($) |
Average invested assets between $0 to $2 billion | Minimum | |
Related Party Transaction [Line Items] | |
Average invested assets | $ 0 |
Average invested assets between $0 to $2 billion | Maximum | |
Related Party Transaction [Line Items] | |
Average invested assets | 2,000,000,000 |
Average invested assets between $2 billion to $4 billion | Minimum | |
Related Party Transaction [Line Items] | |
Average invested assets | 2,000,000,000 |
Average invested assets between $2 billion to $4 billion | Maximum | |
Related Party Transaction [Line Items] | |
Average invested assets | 4,000,000,000 |
Average invested assets over $4 billion | Minimum | |
Related Party Transaction [Line Items] | |
Average invested assets | $ 4,000,000,000 |
Advisors | Advisory fees and expenses | Average invested assets between $0 to $2 billion | |
Related Party Transaction [Line Items] | |
Asset management or advisory fees (percent) | 0.75% |
Advisors | Advisory fees and expenses | Average invested assets between $2 billion to $4 billion | |
Related Party Transaction [Line Items] | |
Asset management or advisory fees (percent) | 0.70% |
Advisors | Advisory fees and expenses | Average invested assets over $4 billion | |
Related Party Transaction [Line Items] | |
Asset management or advisory fees (percent) | 0.65% |
RELATED-PARTY TRANSACTIONS AN_7
RELATED-PARTY TRANSACTIONS AND ARRANGEMENTS (Operating Expenses) (Details) - Advisors - Minimum | Aug. 20, 2019 |
Related Party Transaction [Line Items] | |
Operating expense reimbursement, percent of average invested assets | 2.00% |
Operating expense reimbursement, percent of net income | 25.00% |
RELATED-PARTY TRANSACTIONS AN_8
RELATED-PARTY TRANSACTIONS AND ARRANGEMENTS (Disposition Fees) (Details) - Advisors | Aug. 20, 2019 |
Brokerage Commission Fee | Maximum | |
Related Party Transaction [Line Items] | |
Commissions performance and other fees (percent) | 50.00% |
Property sales commission | |
Related Party Transaction [Line Items] | |
Commissions performance and other fees (percent) | 1.00% |
Property portfolio | Maximum | |
Related Party Transaction [Line Items] | |
Commissions performance and other fees (percent) | 6.00% |
RELATED-PARTY TRANSACTIONS AN_9
RELATED-PARTY TRANSACTIONS AND ARRANGEMENTS (Subordinated Performance Fees) (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Aug. 20, 2019 | |
Related Party Transaction [Line Items] | ||||
Due to affiliates | $ 12,609,000 | $ 14,458,000 | ||
Advisors | ||||
Related Party Transaction [Line Items] | ||||
Cumulative noncompounded annual return (percent) | 8.00% | |||
Due to affiliates | 12,600,000 | $ 14,500,000 | ||
Advisors | Subordinate performace fees on event of sale of company | ||||
Related Party Transaction [Line Items] | ||||
Commissions performance and other fees (percent) | 15.00% | |||
Advisors | Subordinate performance fees for listing | ||||
Related Party Transaction [Line Items] | ||||
Commissions performance and other fees (percent) | 15.00% | |||
Advisors | Subordinated performance fees | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, expenses from transactions with related party | 0 | $ 0 | ||
Advisors | Acquisitions and Operations Costs | ||||
Related Party Transaction [Line Items] | ||||
Due to affiliates | 12,600,000 | 5,100,000 | ||
Advisors | Management fees and expenses | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, expenses from transactions with related party | 11,090,000 | 0 | ||
Advisors | Acquisition fees and expenses | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, expenses from transactions with related party | 127,000 | 186,000 | ||
Advisors | Disposition fees | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, expenses from transactions with related party | 341,000 | 801,000 | ||
Advisors | Advisory fees and expenses | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, expenses from transactions with related party | 0 | 10,019,000 | ||
Advisors | Operating expenses | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, expenses from transactions with related party | $ 810,000 | $ 974,000 |
RELATED-PARTY TRANSACTIONS A_10
RELATED-PARTY TRANSACTIONS AND ARRANGEMENTS (Due to/from Affiliates) (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Related Party Transaction [Line Items] | ||
Due to affiliates | $ 12,609 | $ 14,458 |
Advisors | ||
Related Party Transaction [Line Items] | ||
Due to affiliates | $ 12,600 | $ 14,500 |
STOCKHOLDERS_ EQUITY (Details)
STOCKHOLDERS’ EQUITY (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | Aug. 10, 2018 |
Common stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized (shares) | 400,000 | |||
Number of shares available for future grants (shares) | 367,500 | 367,500 | ||
Restricted stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Grants in period to each independent member of board of directors (shares) | 6,500 | |||
Total grants in period (shares) | 32,500 | |||
Shares vested (in shares) | 14,000 | |||
Vesting period | 1 year | |||
Remaining shares non vested (in shares) | 18,500 | 18,500 | ||
Unrecognized compensation expense | $ 80 | $ 80 | ||
Restricted stock | General and administrative expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense | $ 40 | $ 32 |
LEASES (Narrative) (Details)
LEASES (Narrative) (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020USD ($)lease | Jan. 01, 2019USD ($) | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Lessor, weighted average remaining lease term | 8 years 5 months 25 days | |
Number of operating leases | lease | 1 | |
Operating lease, remaining lease term | 13 years 5 months 4 days | |
Lease liability | $ 2,500 | |
Operating lease, discount rate | 4.30% | |
Ground lease, expense | $ 63 | |
Ground lease, payments | 61 | |
Future minimum rental payments, remainder of 2020 | 188 | |
Future minimum rental payments, 2021 | 250 | |
Future minimum rental payments, 2022 | 250 | |
Future minimum rental payments, 2023 | 250 | |
Future minimum rental payments, 2024 | 250 | |
Future minimum rental payments, 2025 | 250 | |
Future minimum rental payments, thereafter | 1,900 | |
ASC 2016-02 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Lease liability | $ 2,500 | $ 2,700 |
Operating lease, right-of-use asset | $ 2,700 |
LEASES (Future Minimum Rental I
LEASES (Future Minimum Rental Income) (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Future Minimum Rental Income | |
Remainder of 2020 | $ 167,817 |
2021 | 212,996 |
2022 | 201,032 |
2023 | 182,434 |
2024 | 162,681 |
Thereafter | 1,046,488 |
Total | $ 1,973,448 |
LEASES (Schedule of Components
LEASES (Schedule of Components of Lease Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Leases [Abstract] | ||
Fixed rental and other property income | $ 56,673 | $ 89,765 |
Variable rental and other property income | 11,763 | 14,997 |
Total rental and other property income | $ 68,436 | $ 104,762 |
SUBSEQUENT EVENTS (COVID-19 Upd
SUBSEQUENT EVENTS (COVID-19 Update) (Details) $ in Millions | 2 Months Ended |
May 08, 2020USD ($) | |
Subsequent event | |
Subsequent Event [Line Items] | |
Rent deferral request | $ 8.7 |
SUBSEQUENT EVENTS (Redemption o
SUBSEQUENT EVENTS (Redemption of Shares of Common Stock) (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | 1 Months Ended | 3 Months Ended | |
May 13, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | |
Subsequent Event [Line Items] | |||
Redemptions of common stock | $ 19,514 | $ 21,724 | |
Subsequent event | |||
Subsequent Event [Line Items] | |||
Redemption of common stock (shares) | 2.5 | ||
Redemptions of common stock | $ 19,000 | ||
Common stock, average redemption price per share (USD per share) | $ 7.77 | ||
Unfulfilled redemption requests (shares) | 21.3 |
SUBSEQUENT EVENTS (Notes Payabl
SUBSEQUENT EVENTS (Notes Payable, Broadly Syndicated Loans, and Credit Securities Revolver) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |
May 13, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | |
Subsequent Event [Line Items] | |||
Proceeds from borrowings | $ 100,000 | $ 27,500 | |
Termination notice period | 270 days | ||
Subsequent event | |||
Subsequent Event [Line Items] | |||
Termination notice period | 12 months | ||
Revolving Credit Facility | Credit facilities | Subsequent event | |||
Subsequent Event [Line Items] | |||
Proceeds from borrowings | $ 110,000 | ||
Citibank | Revolving Credit Facility | Credit facilities | Subsequent event | |||
Subsequent Event [Line Items] | |||
Proceeds from lines of credit | 36,500 | ||
JPMorgan Chase Bank, N.A. | Credit facilities | |||
Subsequent Event [Line Items] | |||
Stated interest rate | 2.00% | ||
Reinvestment Period | Credit facilities | |||
Subsequent Event [Line Items] | |||
Stated interest rate | 1.70% | ||
Broadly syndicated loans | Subsequent event | |||
Subsequent Event [Line Items] | |||
Debt settled | $ 41,900 |