Plymouth Industrial REIT (PLYM) 10-Q 16 May 16 2016 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2016	May. 13, 2016
Document And Entity Information
Entity Registrant Name	Plymouth Industrial REIT Inc.
Entity Central Index Key	1,515,816
Document Type	10-Q
Document Period End Date	Mar. 31, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		1,327,859
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,016

Unaudited Consolidated Balance

Unaudited Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Assets
Real estate properties	$ 138,553	$ 138,236
Less Accumulated Depreciation	10,383	8,522
Real estate properties - net	128,170	129,714
Investments in real estate joint ventures	2,968	2,987
Cash	925	698
Restricted cash	750	757
Deferred lease intangibles, net	13,560	14,773
Other assets	1,144	1,122
Total assets	147,517	150,051
Liabilities
Senior debt	199,500	196,800
Deferred interest	15,696	8,081
Accounts payable, accrued expenses and other liabilities	5,870	4,268
Deferred lease intangibles - below market leases, net	1,806	1,941
Total liabilities	$ 222,872	$ 211,090
Stockholders' equity (deficit):
Preferred stock, par value $0.01 par value; 100,000,000 shares authorized; none issued and outstanding
Common stock, $0.01 par value; 900,000,000 shares authorized; 1,327,859 shares issued and outstanding	$ 13	$ 13
Additional paid-in capital	12,467	12,467
Accumulated deficit	(87,835)	(73,519)
Total stockholders' deficit	(75,355)	(61,039)
Total liabilities and stockholders' deficit	$ 147,517	$ 150,051

Unaudited Consolidated Balance3

Unaudited Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	100,000,000	100,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	900,000,000	900,000,000
Common stock, shares issued	1,327,859	1,327,859
Common stock, shares outstanding	1,327,859	1,327,859

Unaudited Consolidated Statemen

Unaudited Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Income Statement [Abstract]
Rental revenue	$ 4,808	$ 4,849
Equity investment income (loss)	30	(8)
Total revenues	4,838	4,841
Operating expenses
Property	1,412	1,509
Depreciation and amortization	3,028	3,108
General and Administrative	911	1,494
Acquisition costs	19	355
Total operating expenses	5,370	6,466
Operating loss	(532)	(1,625)
Interest expense	13,784	19,559
Total other expense	13,784	19,559
Net loss	$ (14,316)	$ (21,184)
Weighted-average common shares used in computing net loss per share - basic and diluted	1,327,859	1,327,859
Net loss per share - basic and diluted	$ (10.78)	$ (15.95)

Unaudited Consolidated Stateme5

Unaudited Consolidated Statement of Changes in Stockholders' Equity - 3 months ended Mar. 31, 2016 - USD ($) $ in Thousands	Common Stock	Additional Paid-In Capital	Retained Earnings / Accumulated Deficit	Total
Beginning balance (shares) at Dec. 31, 2015	1,327,859			1,327,859
Beginning balance at Dec. 31, 2015	$ 13	$ 12,467	$ (73,519)	$ (61,039)
Net loss			(14,316)	$ (14,316)
Ending balance (shares) at Mar. 31, 2016	1,327,859			1,327,859
Ending balance at Mar. 31, 2016	$ 13	$ 12,467	$ (87,835)	$ (75,355)

Unaudited Consolidated Stateme6

Unaudited Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Operating activities
Net loss	$ (14,316)	$ (21,184)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	3,028	3,108
Straight line rent adjustment	(75)	(111)
Intangible amortization in rental revenue , net	(89)	(87)
Equity investment (income) loss	(30)	8
Accretion of interest and amortization of deferred financing costs	2,700	13,733
Changes in operating assets and liabilities:
Restricted cash	7	6
Other assets	53	8
Deferred interest	7,615	2,898
Accounts payable, accrued expenses and other liabilities	1,543	(93)
Net cash provided by (used in) operating activities	$ 436	(1,714)
Investing activities
Acquisition deposits		(550)
Real estate property improvements	$ 258	24
Distributions from investments in real estate joint ventures	49	13
Net cash used in investing activities	$ (209)	(561)
Financing activities
Deferred offering costs		(156)
Net cash provided by (used in) financing activities		(156)
Net increase (decrease) in cash	$ 227	(2,431)
Cash at beginning of period	698	4,974
Cash at end of period	$ 925	2,543
Non-cash Investing and Financing Activities:
Deferred offering costs included in accounts payable, accrued expenses and other liabilities		$ 81
Improvements to real estate included in accounts payable, accrued expenses and other liabilities	$ 59
Supplemental cash flow disclosures:
Interest paid	$ 1,390	$ 2,928

Business and Liquidity

Business and Liquidity	3 Months Ended
	Mar. 31, 2016
Notes to Financial Statements
Business and Liquidity	(1) Business and Liquidity Business Plymouth Industrial REIT, Inc., is a Maryland corporation formed March 7, 2011. The Company is a full service, vertically integrated, self-administered and self-managed organization. The Company is focused on the acquisition, ownership and management of single and multi-tenant Class B industrial properties, including distribution centers, warehouses and light industrial properties, primarily located in secondary and select primary markets across the Eastern half of the U.S. and Texas. All references to “the Company” refer to Plymouth Industrial REIT, Inc. and its subsidiaries, collectively, unless the context otherwise requires. Our subsidiaries consist principally of our Operating Partnership, a wholly owned subsidiary, Plymouth Industrial OP, LP (the “Operating Partnership”), and special purpose wholly-owned subsidiaries of our Operating Partnership for each of the acquired properties. The Company has operated in a manner that will allow it to qualify as a REIT for federal income tax purposes. The Company filed its initial Form 1120-REIT as its tax return for the tax year ended December 31, 2012. The Company utilizes an Umbrella Partnership Real Estate Investment Trust (“UPREIT”) organizational structure to hold all or substantially all of its properties and securities through an Operating Partnership. Liquidity and Going Concern As of March 31, 2016, the Company had an accumulated deficit of approximately $87,835 and had limited amounts of available liquidity evidenced by our cash position of $925. The Company continues to maintain arrangements with certain of its vendors to limit future expenses related to certain professional services. The Company derives the capital required to purchase and originate real estate-related investments and conduct our operations from the proceeds of our prior offering, from secured financings from banks and other lenders and from any undistributed funds from our operations. On October 28, 2014, the Company entered into a loan agreement (the “Senior Loan”) with third party investment entities. The Senior Loan as described in Note (4) provided for secured loans in an aggregate amount up to $192,000, with cash funding amounts through March 31, 2016 of $165,000 and $20,000 of original issue discount. The Company used $155,000 of the net proceeds to acquire 20 industrial properties totaling approximately four million square feet, and additional net proceeds were utilized to repay former indebtedness, to pay fees and expenses and for working capital purposes. The Senior Loan bears interest at a current pay rate equal to 7% per annum, coupled with payment-in-kind features with respect to the remaining interest at varying rates. The loans initially matured on April 28, 2015, and have been extended to February 29, 2016. The Company’s obligations under the Senior Loan are also guaranteed by Plymouth Industrial REIT, Inc. and each of our Operating Partnership’s subsidiaries. As of February 9, 2016, the loan was transferred to a new entity, “Holder” and as of February 29, 2016, the Company was unable to pay the full amount of the loans due. The Company and Holder entered into a forbearance agreement acknowledging the default under the loan for non-payment in full at maturity and providing for a forbearance of action through April 30, 2016. On April 29, 2016 the forbearance agreement was extended by the Company and Holder to May 30, 2016. During this period, the Company will seek to restructure the loan, obtain alternative debt, additional equity or other capital. The Company’s ability to meet its working capital needs and repay its borrowings under the Senior Loan is dependent on its ability to restructure the Senior Loan, issue additional equity or secure additional debt financing. There is no assurance, however, that additional debt or other forms of capital will be available to the Company, or on terms acceptable to the Company. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Significant Accounting Policies

Significant Accounting Policies	3 Months Ended
	Mar. 31, 2016
Notes to Financial Statements
Significant Accounting Policies, Basis of Presentation and Recent Accounting Pronouncements	(2) Significant Accounting Policies It is suggested that these consolidated financial statements be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015. There have been no material changes in the accounting policies followed by the Company during the current fiscal year. Basis of Presentation These interim consolidated financial statements of the accounts of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). All significant intercompany transactions have been eliminated in consolidation. These interim consolidated financial statements include adjustments of a normal and recurring nature considered necessary by management to fairly present the Company’s financial position and results of operations. The interim consolidated financial statements include the accounts of the Company on a consolidated basis for its wholly owned subsidiaries. These interim consolidated financial statements may not be indicative of the financial results for the full year. Income Taxes The Company elected to be taxed as a real estate investment trust (“REIT”) under the Internal Revenue Code of 1986, as amended, and has operated as such beginning with its tax year ending December 31, 2012. To qualify as a REIT, the Company must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of its annual REIT taxable income to stockholders (which is computed without regard to the dividends-paid deduction or net capital gain and which does not necessarily equal net income as calculated in accordance with GAAP). As a REIT, the Company generally will not be subject to federal income tax on income that is distributed as dividends to the Company’s stockholders. If the Company fails to qualify as a REIT in any tax year, it will be subject to federal income tax on its taxable income at regular corporate income tax rates and generally will not be permitted to qualify for treatment as a REIT for federal income tax purposes for the four taxable years following the year during which qualification is lost, unless it is able to obtain relief under certain statutory provisions. Such an event could materially and adversely affect the net income and net cash available for distribution to stockholders. The Company intends to continue to be organized and operate in such a manner as to qualify for treatment as a REIT. Segments The Company has one reportable segment–industrial properties. These properties have similar economic characteristics and also meet the other criteria that permit the properties to be aggregated into one reportable segment. Business Combinations In accordance with Financial Accounting Standards Board, (FASB), ASC 805-10 “Business Combinations”, the assets and liabilities acquired are recorded at their fair values as of the acquisition date. Acquisition related costs are recognized as expense in the periods in which incurred. The accounting for business combinations requires estimates and judgment as to expectations for future cash flows of the acquired business, the allocation of those cash flows to identifiable intangible assets, and in determining the estimated fair value for assets acquired and liabilities assumed. The amounts allocated to lease intangibles (leases in place, leasing commissions, tenant relationships, and above and below market leases) are based on management’s estimates and assumptions, as well as other information compiled by management, including independent third party analysis and market data and are generally amortized over the remaining life of the related leases excluding renewal options, except in the case of below market fixed rate rent amounts, which are amortized over the applicable renewal period. Depreciation Depreciation of buildings and other improvements is computed using the straight-line method over the estimated remaining useful lives of the assets, which generally range from 11 to 34 years for buildings and 3 to 13 years for site improvements. Building improvements are capitalized, while maintenance and repair expenses are charged to expense as incurred. Significant renovations and improvements that improve or extend the useful life of the assets are capitalized. Amortization of Deferred Lease Intangibles - Assets and Liabilities Deferred lease intangible assets consist of leases in place, leasing commissions, tenant relationships, and above market leases. Deferred lease intangible liabilities represent below market leases. These intangibles have been recorded at their fair market value in connection with the acquisition of properties. Intangible assets are generally amortized over the remaining life of the related leases excluding renewal options, except in the case of below market fixed rate rent amounts, which are amortized over the applicable renewal period. Impairment of Long-Lived Assets The Company assesses the carrying values of its respective long-lived assets whenever events or changes in circumstances indicate that the carrying amounts of these assets may not be fully recoverable. Recoverability of real estate assets is measured by comparison of the carrying amount of the asset to the estimated future undiscounted cash flows. In order to review our real estate assets for recoverability, the Company considers current market conditions, as well as our intent with respect to holding or disposing of the assets. Our intent with regard to the underlying assets might change as market conditions change, as well as other factors. Fair value is determined through various valuation techniques, including discounted cash flow models, applying a capitalization rate to estimated net operating income of a property and quoted market values and third-party appraisals, where considered necessary. If the Company’s analysis indicates that the carrying value of the real estate asset is not recoverable on an undiscounted cash flow basis, the Company recognizes an impairment charge for the amount by which the carrying value exceeds the current estimated fair value of the real estate property. The Company has determined there is no impairment of value of long lived assets at March 31, 2016 or December 31, 2015. Earnings per Share Basic net loss per share is calculated by dividing net loss by the weighted-average shares of common stock outstanding during the period. Diluted net loss per share is the same as basic net loss per share as the Company does not have any common stock equivalents, such as stock options. The Company has not granted any stock options or stock based awards under its 2014 Incentive Award Plan. Financial Instruments The Company estimates that the carrying value of cash, restricted cash, senior debt and deferred interest approximates their fair values based on their short term maturity and prevailing interest rates. Recent Accounting Pronouncements The Company has evaluated all ASUs released by the FASB through the date the financial statements were issued and determined that the following ASUs apply to the Company. In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern, which provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. The new standard requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued. An entity must provide certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. The standard applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. The Company is evaluating the effect that ASU 2014-15 will have on its consolidated financial statements and related disclosures. In January 2016, the FASB issued ASU 2016-01, Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities. ASU 2016-01 requires equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income, requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes, requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset, and eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost. ASU 2016-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early application is permitted. The Company is currently assessing the potential impact that the adoption of ASU 2016-01 will have on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires that a lessee recognize the assets and liabilities that arise from operating leases. A lessee should recognize in the balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial position or results of operations.

Investments in Real Estate Join

Investments in Real Estate Joint Ventures	3 Months Ended
	Mar. 31, 2016
Notes to Financial Statements
Investments in Real Estate Joint Ventures	(3) Investments in Real Estate Joint Ventures The Company, through its Operating Partnership, has the following investments in real estate joint ventures, which are accounted for on the equity method of accounting based on significant influence over the entities and lack of control over the entities: · At March 31, 2015, a 51.5% equity interest in the Class A shares of Colony Hills Capital Residential II, LLC (“CHCR II”) which is a joint venture with Colony Hills Capital, LLC, for an investment of $1,250. The Company has no controlling interest in CHCR II. CHCR II is the sole member of Wynthrope Holdings, LLC, which owned Wynthrope Forest Apartments, a 23 building, 270 unit multifamily complex located in Riverdale, a suburb of Atlanta, Georgia. In July 2015, Wynthrope Holdings, LLC sold Wynthrope Forest Apartments and the Company’s investment liquidated. For the year ended December 31, 2015, the Company recognized a gain of $1,380 related to the disposition of the investment. · At March 31, 2016 and 2015, a 50.3% interest in TCG 5400 FIB LP (“5400 FIB”), which was obtained in October and November of 2013 for a total of $3,900. 5400 FIB owns a warehouse facility (the “Property”) in Atlanta, Georgia containing 682,750 rentable square feet of space. The initial purchase price of the Property was $21,900 which included $15,000 of secured debt. The Company performed an analysis to determine whether or not these entities represent variable interest entities (“VIE”s), and if the Company is the primary beneficiary (“PB”) of the VIEs. The Company concluded that CHCR II was a VIE. The Company determined that it was not the PB of the VIE as the Company did not have the ability to make decisions over the activities that most significantly impacted the performance of CHCR II. The Company accounted for the CHCR II investment as an equity method investment through the date of liquidation of its investment. The Company concluded that 5400 FIB is not a VIE. The Company accounts for the 5400 FIB investment as an equity method investment. A condensed summary of results of operations of the real estate joint ventures is as follows: Three months Ended March 31, 2016 2015 Revenues $ 838 $ 2,030 Expenses (777 ) (2,047 ) Net income (Loss) $ 61 $ (17 ) Distributions amounted to $49 and $13, for the three months ended March 31, 2016 and 2015, respectively. Management of the Company monitors the financial position of the Company’s joint venture partners. To the extent that management of the Company determines that a joint venture partner has financial or liquidity concerns, management will evaluate all actions and remedies available to the Company under the applicable joint venture agreement to minimize any potential adverse implications to the Company.

Senior Debt

Senior Debt	3 Months Ended
	Mar. 31, 2016
Debt Disclosure [Abstract]
Senior Debt	(4) Senior Debt On October 28, 2014, the Company, its Operating Partnership and certain subsidiaries of its Operating Partnership entered into a senior secured loan agreement (Senior Loan) with investment entities, or the Funds, managed by Senator Investment Group LP. The Senior Loan was a $192,000 facility with $71,000 designated as Tranche A, $101,000 designated as Tranche B and $20,000 designated as Tranche C and the deemed original issue discount. The Company has borrowed $69,200 under Tranche A and $95,800 under Tranche B for a total of $165,000. At March 31, 2016 and December 31, 2015, there was $165,000 of indebtedness outstanding under the Senior Loan and $20,000 of fully amortized original issue discount, which had been accreted over the initial term of the Senior Loan. Additionally, Payment-in-Kind (PIK) interest is also accreted to debt. Accordingly, there was $199,500 and $196,800 of Senior Loans, outstanding at March 31, 2016 and December 31, 2015, respectively. There was also $15,696 and $8,081 of deferred interest payable outstanding at March 31, 2016 and December 31, 2015, respectively. The Senior Loan initially matured on April 28, 2015, and was extended to February 29, 2016. On February 9, 2016, the holders of the Senior Loan sold the Senior Loan to a new entity, “Holder”. On February 29, 2016, the Company and the Holder entered into a forbearance agreement whereby the Company acknowledged its inability to repay the amounts due at maturity on February 29, 2016 under the loan, which represented an event of default, and the Holder agreed to a forbearance of action through April 30, 2016. On April 29, 2016, the forbearance agreement was extended by the Company and Holder to May 30, 2016. During this forbearance period, the Company will seek to restructure the loan, obtain alternative debt, additional equity or other capital. The relevant terms of the borrowing arrangement are as follows: · The Tranche A and Tranche B borrowings under the Senior Loan bear interest at a current pay rate equal to 7% per annum and an additional default rate effective as of March 1, 2016 of 8%. Tranche C has a contract rate of 15% following a default calculated from the date of the initial loan, plus an additional default rate effective as of March 1, 2016 of 8%. During the period of forbearance the Company shall pay to Holder, an amount defined in the forbearance agreement as excess cash flow. This monthly payment is guaranteed by an officer of the Company to the extent operating expenditures may exceed amounts approved by Holder. · The borrowings under the Senior Loan were made in tranches and also accrue PIK interest at an annual rate of 3% compounded monthly on Tranche A amounts, and at an annual rate of 8% compounded monthly on Tranche B and C amounts. The weighted average of PIK interest was approximately 5% at March 31, 2016 and December 31, 2015. Accrued PIK interest amounted to $14,500 and $11,800 at March 31, 2016 and December 31, 2015, respectively, and is included in senior debt in the accompanying consolidated balance sheets. All PIK amounts were due at maturity. · With respect to any repayment of (a) Tranche A, a make-whole fee in an amount equal to four percent (4%) of the outstanding balance of Tranche A will be payable; (b) Tranche B, a make-whole fee in an amount equal to five percent (5%) of the outstanding balance of Tranche B, and (c) Tranche C, following an event of default, a make-whole fee in an amount equal to five percent (5%) of the outstanding balance of Tranche C. The amount of make whole fees accrued at March 31, 2016 and December 31, 2015 was $9,493 and $8,081, respectively, and is included in deferred interest in the accompanying consolidated balance sheets. · The borrowings under the Senior Loan are secured by first lien mortgages on all of the Company’s existing properties and pledges of equity interests in the Operating Partnership. · The obligations under the Senior Loan are guaranteed by the Company. · The Senior Loan contains financial covenants that require, among other things, the maintenance of a minimum debt service coverage ratio and annualized Net Operating Income. During the monthly periods for determination, the Company incurred capital expenditures which reduced its net operating income below the amount necessary to be in compliance with the applicable requirements of the covenants, constituting an event of default under the Senior Loan. · The Senior Loan contains affirmative and negative covenants, which include restrictions on additional indebtedness, restrictions on liens, fundamental changes, dispositions, restricted payments, change in nature of business, transactions with affiliates and burdensome agreements.

2014 Incentive Award Plan

2014 Incentive Award Plan	3 Months Ended
	Mar. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
2014 Incentive Award Plan	(5) 2014 Incentive Award Plan In April 2014, the Company’s Board of Directors adopted, and in June 2014 the Company’s stockholders approved, the 2014 Incentive Award Plan, or Plan, under which the Company may grant cash and equity incentive awards to eligible service providers in order to attract, motivate and retain the talent for which we compete. The aggregate number of shares of common stock and/or LTIP units of partnership interest in the Operating Partnership, or LTIP units that are available for issuance under awards granted pursuant to the Plan is 750,000 shares/LTIP units. Shares and units granted under the Plan may be authorized but unissued shares/LTIP units, or, if authorized by the board of directors, shares purchased in the open market. If an award under the Plan is forfeited, expires or is settled for cash, any shares/LTIP units subject to such award may, to the extent of such forfeiture, expiration or cash settlement, be used again for new grants under the Plan. However, the following shares/LTIP units may not be used again for grant under the Plan: (1) shares/LTIP units tendered or withheld to satisfy grant or exercise price or tax withholding obligations associated with an award; (2) shares subject to a stock appreciation right, or SAR, that are not issued in connection with the stock settlement of the SAR on its exercise; and (3) shares purchased on the open market with the cash proceeds from the exercise of options. The maximum number of shares that may be issued under the Plan upon the exercise of incentive stock options is 750,000. The Plan provides for the grant of stock options, including incentive stock options, or ISOs, and nonqualified stock options, or NSOs, restricted stock, dividend equivalents, stock payments, restricted stock units, or RSUs, performance shares, other incentive awards, LTIP units, SARs, and cash awards. No awards have been granted to date under the Plan.

Employment Agreements

Employment Agreements	3 Months Ended
	Mar. 31, 2016
Notes to Financial Statements
Employment Agreements	(6) Employment Agreements On September 10, 2014, the Company entered into employment agreements with Jeffrey E. Witherell, the Company’s Chief Executive Officer, Pendleton P. White, Jr., the Company’s President and Chief Investment Officer, and Daniel C. Wright, the Company’s Executive Vice President and Chief Financial Officer. As approved by the compensation committee of the Board of Directors, the agreements provide for base salaries ranging from $200 to $300 annually with discretionary cash performance awards. The agreements contain provisions for equity awards, general benefits, and termination and severance provisions, consistent with similar positions and companies.

Commitments

Commitments	3 Months Ended
	Mar. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
Commitments	(7) Commitments The Company leases space for its corporate office under the terms of a sub-lease. Rental expense for operating leases, including common-area maintenance, was $80 for both the three months ended March 31, 2016 and 2015. Amounts of minimum future rental commitments under the operating lease for the remainder of 2016 are $115.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2016
Notes to Financial Statements
Subsequent Events	(8) Subsequent Events On April 29, 2016, the Company and Holder of the Senior Loan agreed to a 30-day extension of the forbearance agreement from April 30, 2016 to May 30, 2016.

Significant Accounting Polici15

Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2016
Debt Disclosure [Abstract]
Basis of Presentation	Basis of Presentation These interim consolidated financial statements of the accounts of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). All significant intercompany transactions have been eliminated in consolidation. These interim consolidated financial statements include adjustments of a normal and recurring nature considered necessary by management to fairly present the Company’s financial position and results of operations. The interim consolidated financial statements include the accounts of the Company on a consolidated basis for its wholly owned subsidiaries. These interim consolidated financial statements may not be indicative of the financial results for the full year.
Income Taxes	Income Taxes The Company elected to be taxed as a real estate investment trust (“REIT”) under the Internal Revenue Code of 1986, as amended, and has operated as such beginning with its tax year ending December 31, 2012. To qualify as a REIT, the Company must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of its annual REIT taxable income to stockholders (which is computed without regard to the dividends-paid deduction or net capital gain and which does not necessarily equal net income as calculated in accordance with GAAP). As a REIT, the Company generally will not be subject to federal income tax on income that is distributed as dividends to the Company’s stockholders. If the Company fails to qualify as a REIT in any tax year, it will be subject to federal income tax on its taxable income at regular corporate income tax rates and generally will not be permitted to qualify for treatment as a REIT for federal income tax purposes for the four taxable years following the year during which qualification is lost, unless it is able to obtain relief under certain statutory provisions. Such an event could materially and adversely affect the net income and net cash available for distribution to stockholders. The Company intends to continue to be organized and operate in such a manner as to qualify for treatment as a REIT.
Segments	Segments The Company has one reportable segment–industrial properties. These properties have similar economic characteristics and also meet the other criteria that permit the properties to be aggregated into one reportable segment.
Business Combinations	Business Combinations In accordance with Financial Accounting Standards Board, (FASB), ASC 805-10 “Business Combinations”, the assets and liabilities acquired are recorded at their fair values as of the acquisition date. Acquisition related costs are recognized as expense in the periods in which incurred. The accounting for business combinations requires estimates and judgment as to expectations for future cash flows of the acquired business, the allocation of those cash flows to identifiable intangible assets, and in determining the estimated fair value for assets acquired and liabilities assumed. The amounts allocated to lease intangibles (leases in place, leasing commissions, tenant relationships, and above and below market leases) are based on management’s estimates and assumptions, as well as other information compiled by management, including independent third party analysis and market data and are generally amortized over the remaining life of the related leases excluding renewal options, except in the case of below market fixed rate rent amounts, which are amortized over the applicable renewal period.
Depreciation	Depreciation Depreciation of buildings and other improvements is computed using the straight-line method over the estimated remaining useful lives of the assets, which generally range from 11 to 34 years for buildings and 3 to 13 years for site improvements. Building improvements are capitalized, while maintenance and repair expenses are charged to expense as incurred. Significant renovations and improvements that improve or extend the useful life of the assets are capitalized.
Amortization of Deferred Lease Intangibles - Assets and Liabilities	Amortization of Deferred Lease Intangibles - Assets and Liabilities Deferred lease intangible assets consist of leases in place, leasing commissions, tenant relationships, and above market leases. Deferred lease intangible liabilities represent below market leases. These intangibles have been recorded at their fair market value in connection with the acquisition of properties. Intangible assets are generally amortized over the remaining life of the related leases excluding renewal options, except in the case of below market fixed rate rent amounts, which are amortized over the applicable renewal period.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets The Company assesses the carrying values of its respective long-lived assets whenever events or changes in circumstances indicate that the carrying amounts of these assets may not be fully recoverable. Recoverability of real estate assets is measured by comparison of the carrying amount of the asset to the estimated future undiscounted cash flows. In order to review our real estate assets for recoverability, the Company considers current market conditions, as well as our intent with respect to holding or disposing of the assets. Our intent with regard to the underlying assets might change as market conditions change, as well as other factors. Fair value is determined through various valuation techniques, including discounted cash flow models, applying a capitalization rate to estimated net operating income of a property and quoted market values and third-party appraisals, where considered necessary. If the Company’s analysis indicates that the carrying value of the real estate asset is not recoverable on an undiscounted cash flow basis, the Company recognizes an impairment charge for the amount by which the carrying value exceeds the current estimated fair value of the real estate property. The Company has determined there is no impairment of value of long lived assets at March 31, 2016 or December 31, 2015.
Earnings Per Share	Earnings per Share Basic net loss per share is calculated by dividing net loss by the weighted-average shares of common stock outstanding during the period. Diluted net loss per share is the same as basic net loss per share as the Company does not have any common stock equivalents, such as stock options. The Company has not granted any stock options or stock based awards under its 2014 Incentive Award Plan.
Financial Instruments	Financial Instruments The Company estimates that the carrying value of cash, restricted cash, senior debt and deferred interest approximates their fair values based on their short term maturity and prevailing interest rates.
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Company has evaluated all ASUs released by the FASB through the date the financial statements were issued and determined that the following ASUs apply to the Company. In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern, which provides guidance on determining when and how to disclose going concern uncertainties in the financial statements. The new standard requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued. An entity must provide certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. The standard applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted. The Company is evaluating the effect that ASU 2014-15 will have on its consolidated financial statements and related disclosures. In January 2016, the FASB issued ASU 2016-01, Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities. ASU 2016-01 requires equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income, requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes, requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset, and eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost. ASU 2016-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early application is permitted. The Company is currently assessing the potential impact that the adoption of ASU 2016-01 will have on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires that a lessee recognize the assets and liabilities that arise from operating leases. A lessee should recognize in the balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial position or results of operations.

Investments in Real Estate Jo16

Investments in Real Estate Joint Ventures (Tables)	3 Months Ended
	Mar. 31, 2016
Banking and Thrift [Abstract]
A condensed summary of the financial position and results of operations of the joint ventures	Three months Ended March 31, 2016 2015 Revenues $ 838 $ 2,030 Expenses (777 ) (2,047 ) Net income (Loss) $ 61 $ (17 )

Business and Liquidity (Details

Business and Liquidity (Details Narrative) $ in Thousands	3 Months Ended
	Dec. 31, 2014USD ($)ft²Integer
Business And Liquidity Details Narrative
Total purchase price of properties | $	$ 155,000
Number of industrial properties acquired | Integer	20
Approximate area of acquired real estate (square feet) | ft²	4,000,000

Significant Accounting Polici18

Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2016	Dec. 31, 2015
Significant Accounting Policies Details Narrative
Impairment of value of long lived assets	$ 0	$ 0

Investments in Real Estate Jo19

Investments in Real Estate Joint Ventures - A condensed summary of the financial position and results of operations of the joint ventures (Details) - Joint Venture - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Operating Revenue and Expenses
Revenues	$ 838	$ 2,030
Expenses	(777)	(2,047)
Net income	$ 61	$ (17)

Investment in Joint Ventures (D

Investment in Joint Ventures (Details Narrative) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2016USD ($)ft²	Mar. 31, 2015USD ($)ft²Integer	Dec. 31, 2015USD ($)	Dec. 31, 2014ft²
Property area (square feet) | ft²				4,000,000
Income (loss) from investments in real estate joint ventures	$ 30	$ (8)
CHCR II and TCG 5400 FIB LP
Distributions from investments in joint ventures	$ 49	$ 13
Colony Hills Capital Residential II, LLC | VIE Not Primary Beneficiary
Ownership interest		51.50%
Total equity investment		$ 1,250
Number of buildings in property | Integer		23
Number of units in multifamily complex | Integer		270
Gain on sale of real estate			$ 1,380
TCG 5400 FIB LP
Ownership interest	50.30%	50.30%
Total equity investment	$ 3,900	$ 3,900
Property area (square feet) | ft²	682,750	682,750
Total purchase price paid by joint venture	$ 21,900	$ 21,900
Portion of purchase paid for with secured debt	$ 15,000	$ 15,000

Senior Debt (Details Narrative)

Senior Debt (Details Narrative) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Senior secured credit facility, deferred interest payable	$ 15,696	$ 8,081
Senior Notes
Debt Instrument [Line Items]
Senior secured credit facility			$ 192,000
Senior secured credit facility, current borrowings		165,000
Senior secured credit facility, outstanding	199,500	196,800
Senior secured credit facility, deferred interest payable	$ 15,696	$ 8,081
Senior secured credit facility, maturity date	May 30, 2016
Senior secured credit facility, additional default interest rate	8.00%
Senior secured credit facility, weighted average interest rate	5.00%	5.00%
Senior secured credit facility, accrued paid-in-kind interest	$ 14,500	$ 11,800
Senior secured credit facility, make whole fee	$ 9,493	8,081
Senior secured credit facility, collateral	The borrowings under the Senior Loan are secured by first lien mortgages on all of the Company’s existing properties and pledges of equity interests in the Operating Partnership. The obligations under the Senior Loan are guaranteed by the Company.
Senior secured credit facility, covenant terms	The Senior Loan contains affirmative and negative covenants, which include restrictions on additional indebtedness, restrictions on liens, fundamental changes, dispositions, restricted payments, change in nature of business, transactions with affiliates and burdensome agreements.
Senior Notes | Tranche C
Debt Instrument [Line Items]
Senior secured credit facility			20,000
Senior secured credit facility, original issue discount			20,000
Amortization of Debt Discount (Premium)	$ 20,000
Senior secured credit facility, debt interest rate	15.00%
Senior secured credit facility, debt default interest rate	8.00%
Senior secured credit facility, interest rate description	Payment-in-kind interest at an annual reate of 8% compounded monthly
Senior secured credit facility, payment terms	With respect to repayment of Tranche C, following an event of default, a make-whole fee in an amount equal to five percent (5%) of the outstanding balance of Tranche C will be payable.
Senior Notes | Tranche B
Debt Instrument [Line Items]
Senior secured credit facility			101,000
Senior secured credit facility, current borrowings		95,800
Senior secured credit facility, outstanding	$ 95,800	95,800
Senior secured credit facility, debt interest rate	7.00%
Senior secured credit facility, debt default interest rate	8.00%
Senior secured credit facility, interest rate description	Payment-in-kind interest at an annual rate of 8% compounded monthly.
Senior secured credit facility, payment terms	With respect to repayment of Tranche B, a make-whole fee in an amount equal to five percent (5%) of the outstanding balance of Tranche B will be payable.
Senior Notes | Tranche A
Debt Instrument [Line Items]
Senior secured credit facility			$ 71,000
Senior secured credit facility, current borrowings		69,200
Senior secured credit facility, outstanding	$ 69,200	$ 69,200
Senior secured credit facility, debt interest rate	7.00%
Senior secured credit facility, debt default interest rate	8.00%
Senior secured credit facility, interest rate description	Payment-in-kind interest at an annual rate of 3% compounded monthly.
Senior secured credit facility, payment terms	With respect to repayment of Tranche A, a make-whole fee in an amount equal to four percent (4%) of the outstanding balance of Tranche A will be payable.

2014 Incentive Award Plan (Deta

2014 Incentive Award Plan (Details Narrative)	3 Months Ended
	Mar. 31, 2016shares
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Incentive award plan, shares authorized	750,000
Incentive award plan, shares available for grant	750,000
Incentive award plan, shares granted	0

Employment Agreements (Details

Employment Agreements (Details Narrative) $ in Thousands	3 Months Ended
	Mar. 31, 2016USD ($)
Minimum
Annual base salary for officers	$ 200
Maximum
Annual base salary for officers	$ 300

Commitments (Details Narrative)

Commitments (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Commitments and Contingencies Disclosure [Abstract]
Rental expense for operating lease	$ 80	$ 80
Minimum future annual rental commitments under the operating lease
2,016	$ 115

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - Subsequent Event - Senior Notes	1 Months Ended
	Apr. 30, 2016
Date of subsequent event	Apr. 29, 2016
Senior secured credit facility, maturity date extension description	the Company and Holder of the Senior Loan agreed to a 30-day extension of the forbearance agreement from April 30, 2016 to May 30, 2016.