Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Oct. 23, 2014 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'Select Income REIT | ' |
Entity Central Index Key | '0001537667 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-14 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 59,952,883 |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Real estate properties: | ' | ' |
Land | $754,759 | $732,509 |
Buildings and improvements | 1,099,474 | 913,948 |
Real estate properties, gross | 1,854,233 | 1,646,457 |
Accumulated depreciation | -87,231 | -67,223 |
Real estate properties, net | 1,767,002 | 1,579,234 |
Acquired real estate leases, net | 121,501 | 129,426 |
Cash and cash equivalents | 14,710 | 20,025 |
Restricted cash | 42 | 42 |
Rents receivable, net of allowance for doubtful accounts of $1,100 and $936, respectively | 65,116 | 55,335 |
Deferred leasing costs, net | 6,134 | 5,599 |
Deferred financing costs, net | 3,371 | 4,834 |
Other assets | 11,966 | 7,364 |
Total assets | 1,989,842 | 1,801,859 |
LIABILITIES AND SHAREHOLDERS' EQUITY | ' | ' |
Revolving credit facility | 65,000 | 159,000 |
Term loan | 350,000 | 350,000 |
Mortgage notes payable | 18,952 | 27,147 |
Accounts payable and accrued expenses | 25,440 | 20,655 |
Assumed real estate lease obligations, net | 26,250 | 26,966 |
Rents collected in advance | 9,993 | 8,637 |
Security deposits | 10,336 | 8,359 |
Due to related parties | 1,772 | 2,404 |
Total liabilities | 507,743 | 603,168 |
Commitments and contingencies | ' | ' |
Shareholders' equity: | ' | ' |
Common shares of beneficial interest, $.01 par value: 125,000,000 and 75,000,000 shares authorized, respectively; 59,949,542 and 49,829,541 shares issued and outstanding, respectively | 599 | 498 |
Additional paid in capital | 1,440,792 | 1,160,894 |
Cumulative net income | 223,352 | 144,343 |
Cumulative other comprehensive loss | -17 | -25 |
Cumulative common distributions | -182,627 | -107,019 |
Total shareholders' equity | 1,482,099 | 1,198,691 |
Total liabilities and shareholders' equity | $1,989,842 | $1,801,859 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
CONDENSED CONSOLIDATED BALANCE SHEETS | ' | ' |
Rents receivable, allowance for doubtful accounts (in dollars) | $1,551 | $936 |
Common shares, par value (in dollars per share) | $0.01 | $0.01 |
Common shares, shares authorized | 125,000,000 | 75,000,000 |
Common shares, shares issued | 59,949,542 | 49,829,541 |
Common shares, shares outstanding | 59,949,542 | 49,829,541 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Revenues: | ' | ' | ' | ' |
Rental income | $48,523 | $41,169 | $142,051 | $117,333 |
Tenant reimbursements and other income | 8,177 | 7,415 | 24,234 | 21,057 |
Total revenues | 56,700 | 48,584 | 166,285 | 138,390 |
Expenses: | ' | ' | ' | ' |
Real estate taxes | 5,645 | 5,020 | 16,580 | 14,805 |
Other operating expenses | 4,637 | 4,267 | 13,666 | 11,367 |
Depreciation and amortization | 10,653 | 8,485 | 30,442 | 22,445 |
Acquisition related costs | 5,365 | 790 | 5,739 | 1,479 |
General and administrative | 3,749 | 3,208 | 11,123 | 8,884 |
Total expenses | 30,049 | 21,770 | 77,550 | 58,980 |
Operating income | 26,651 | 26,814 | 88,735 | 79,410 |
Interest expense (including amortization of debt premiums and deferred financing fees of $378, $369, $1,182 and $1,090, respectively) | -3,033 | -3,232 | -10,025 | -10,484 |
Gain on early extinguishment of debt | ' | ' | 243 | ' |
Income before income tax expense and equity in earnings (loss) of an investee | 23,618 | 23,582 | 78,953 | 68,926 |
Income tax expense | -30 | -52 | -120 | -132 |
Equity in earnings (loss) of an investee | 38 | 64 | 59 | 219 |
Income before gain on sale of property | 23,626 | 23,594 | 78,892 | 69,013 |
Gain on sale of property | 116 | ' | 116 | ' |
Net income | 23,742 | 23,594 | 79,008 | 69,013 |
Other comprehensive income: | ' | ' | ' | ' |
Equity in unrealized gain (loss) of an investee | -33 | 14 | 8 | -67 |
Other comprehensive income (loss) | -33 | 14 | 8 | -67 |
Comprehensive income | $23,709 | $23,608 | $79,016 | $68,946 |
Weighted average common shares outstanding (in shares) | 59,905 | 49,686 | 54,678 | 42,790 |
Net income per common share (in dollars per share) | $0.40 | $0.47 | $1.44 | $1.61 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (Parenthetical) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME | ' | ' | ' | ' |
Interest expense, amortization of debt premiums and deferred financing fees | $378 | $369 | $1,182 | $1,090 |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' |
Net income | $79,008 | $69,013 |
Adjustments to reconcile net income to cash provided by operating activities | ' | ' |
Depreciation | 20,020 | 14,890 |
Net amortization of debt premiums and deferred financing fees | 1,182 | 1,090 |
Amortization of acquired real estate leases and assumed real estate obligations | 9,625 | 7,732 |
Amortization of deferred leasing costs | 711 | 625 |
Provision for losses on rents receivable | 356 | 180 |
Straight line rental income | -12,757 | -9,763 |
Gain on early extinguishment of debt | -243 | ' |
Gain on sale of property | -116 | ' |
Other non-cash expenses | 1,671 | 1,115 |
Equity in earnings of equity investments | -59 | -219 |
Change in assets and liabilities: | ' | ' |
Rents receivable | 2,620 | -3,705 |
Deferred leasing costs | -1,246 | -1,350 |
Other assets | -3,709 | -4,509 |
Due from related parties | ' | 585 |
Accounts payable and accrued expenses | 4,457 | 1,686 |
Rents collected in advance | 1,356 | 2,973 |
Security deposits | 1,977 | 323 |
Due to related parties | 175 | -463 |
Cash provided by operating activities | 105,028 | 80,203 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' |
Real estate acquisitions | -208,825 | -293,631 |
Real estate improvements | -859 | -3,869 |
Proceeds from sale of property, net | 116 | ' |
Investment in Affiliates Insurance Company | -825 | ' |
Cash used in investing activities | -210,393 | -297,500 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' |
Proceeds from issuance of common shares, net | 277,329 | 283,510 |
Proceeds from borrowings | 256,000 | 308,000 |
Repayments of borrowings | -357,671 | -323,161 |
Deferred financing fees | ' | -1,194 |
Distributions to common shareholders | -75,608 | -55,691 |
Cash provided by financing activities | 100,050 | 211,464 |
Increase (decrease) in cash and cash equivalents | -5,315 | -5,833 |
Cash and cash equivalents at beginning of period | 20,025 | 20,373 |
Cash and cash equivalents at end of period | 14,710 | 14,540 |
SUPPLEMENTAL DISCLOSURE: | ' | ' |
Interest paid | 8,975 | 9,294 |
Income taxes paid | $93 | $325 |
Basis_of_Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2014 | |
Basis of Presentation | ' |
Basis of Presentation | ' |
Note 1. Basis of Presentation | |
The accompanying condensed consolidated financial statements of Select Income REIT and its subsidiaries, or SIR, we, us or our, are unaudited. Certain information and disclosures required by U.S. generally accepted accounting principles, or GAAP, for complete financial statements have been condensed or omitted. We believe the disclosures made are adequate to make the information presented not misleading. However, the accompanying condensed consolidated financial statements should be read in conjunction with the financial statements and notes contained in our Annual Report on Form 10-K for the year ended December 31, 2013, or our Annual Report. In the opinion of our management, all adjustments, which include only normal recurring adjustments considered necessary for a fair presentation, have been included. All material intercompany transactions and balances with or among our consolidated subsidiaries have been eliminated. Our operating results for interim periods are not necessarily indicative of the results that may be expected for the full year. | |
The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect reported amounts. Actual results could differ from those estimates. Significant estimates in the condensed consolidated financial statements include the allowance for doubtful accounts, purchase price allocations and useful lives of fixed assets. | |
Recent_Accounting_Pronouncemen
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2014 | |
Recent Accounting Pronouncements | ' |
Recent Accounting Pronouncements | ' |
Note 2. Recent Accounting Pronouncements | |
In April 2014, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU, No. 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. This update amends the criteria for reporting discontinued operations to, among other things, raise the threshold for disposals to qualify as discontinued operations. This update is effective for interim and annual reporting periods, beginning after December 15, 2014, with early adoption permitted. We currently expect that, when adopted, this update will reduce the number of any future property dispositions we make to be presented as discontinued operations in our condensed consolidated financial statements. | |
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which provides guidance for revenue recognition. This update is effective for interim and annual reporting periods beginning after December 15, 2016. We are currently in the process of evaluating the impact, if any, the adoption of this ASU will have on our consolidated financial statements. | |
In August 2014, the FASB issued Accounting Standards Update 2014-15, Presentation of Financial Statements – Going Concern: Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. The update requires an entity to evaluate whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued (or within one year after the financial statements are available to be issued when applicable) and to provide related footnote disclosures in certain circumstances. The update is effective for the annual period ending after December 15, 2016, and for annual and interim periods thereafter with early adoption permitted. The implementation of this update is not expected to cause any significant changes to our condensed consolidated financial statements. | |
Real_Estate_Properties
Real Estate Properties | 9 Months Ended | |||||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||||
Real Estate Properties | ' | |||||||||||||||||||||
Real Estate Properties | ' | |||||||||||||||||||||
Note 3. Real Estate Properties | ||||||||||||||||||||||
As of September 30, 2014, we owned 50 properties (280 buildings, leasable land parcels and easements) with approximately 27.0 million rentable square feet. | ||||||||||||||||||||||
During the nine months ended September 30, 2014, we acquired two properties (two buildings) with a combined 986,937 rentable square feet for an aggregate purchase price of $207,860, excluding closing costs. We allocated the purchase prices of these acquisitions based on the estimated fair values of the acquired assets and assumed liabilities. Details of the accounting for these completed acquisitions are as follows: | ||||||||||||||||||||||
Assumed | ||||||||||||||||||||||
Acquired | Real Estate | |||||||||||||||||||||
Properties | Square | Purchase | Building and | Real Estate | Lease | |||||||||||||||||
Date | Location | \Buildings | Feet | Price (1) | Land | Improvements | Leases | Obligations | ||||||||||||||
Apr-14 | Naperville, IL (2) | 1-Jan | 819,513 | $ | 187,500 | $ | 13,757 | $ | 173,743 | $ | - | $ | - | |||||||||
Apr-14 | Mahwah, NJ (3) | 1-Jan | 167,424 | 20,360 | 8,492 | 9,451 | 3,968 | -1,551 | ||||||||||||||
2 / 2 | 986,937 | $ | 207,860 | $ | 22,249 | $ | 183,194 | $ | 3,968 | $ | -1,551 | |||||||||||
(1)The allocation of purchase price is based on preliminary estimates and may change upon the completion of (i) third party appraisals and (ii) our analysis of acquired in place leases and building valuations. Purchase price excludes acquisition costs. | ||||||||||||||||||||||
(2)Property was acquired and simultaneously leased back to an affiliate of the seller in a sale/leaseback transaction. We accounted for this transaction as an acquisition of assets. We recognized acquisition costs of $966 which we capitalized as part of the transaction. | ||||||||||||||||||||||
(3)This acquisition was accounted for as business combination. | ||||||||||||||||||||||
In August 2014, we and Cole Corporate Income Trust, Inc., a Maryland corporation, or CCIT, entered into a merger agreement, or the Merger Agreement. Upon and subject to the terms and conditions of the Merger Agreement, CCIT will merge with and into SC Merger Sub LLC, one of our wholly owned subsidiaries, or SIR Merger Sub, with SIR Merger Sub being the surviving entity, or the Merger. Upon and subject to the terms and conditions of the Merger Agreement, including those related to proration, at the effective time of the Merger, or the Effective Time, each share of common stock, $.01 par value per share, of CCIT, or CCIT Common Stock, other than shares held by any wholly owned subsidiary of CCIT or by us or any of our wholly owned subsidiaries, will be converted into the right to receive either (i) $10.50 in cash, without interest, subject to certain adjustments, or the Cash Consideration, or (ii) 0.360 of a common share of ours, subject to certain adjustments, or the Share Consideration, and together with the Cash Consideration, the Merger Consideration. The maximum aggregate number of shares of CCIT Common Stock that may be converted into the right to receive the Cash Consideration is 60% of the shares of CCIT Common Stock issued and outstanding immediately prior to the Effective Time, or the Maximum Cash Consideration Number. The minimum aggregate number of shares of CCIT Common Stock that may be converted into the right to receive the Cash Consideration is 40% of the shares of CCIT Common Stock issued and outstanding immediately prior to the Effective Time, or the Minimum Cash Consideration Number. Subject to the foregoing and the other terms and conditions of the Merger Agreement, CCIT stockholders may elect to receive either the Cash Consideration or the Share Consideration for each share of CCIT Common Stock held. If a CCIT stockholder has not made an election, subject to the terms and conditions of the Merger Agreement, the shares of the CCIT Common Stock held by such stockholder will be converted into the right to receive the Share Consideration. If the aggregate number of shares of CCIT Common Stock electing to receive the Cash Consideration exceeds the Maximum Cash Consideration Number or is less than the Minimum Cash Consideration Number, notwithstanding CCIT stockholder elections, the Cash Consideration and Share Consideration will be allocated in accordance with the proration and allocation procedures set forth in the Merger Agreement so that the Cash Consideration does not exceed the Maximum Cash Consideration Number and is not less than the Minimum Cash Consideration Number. The Merger Consideration may also be adjusted in the event that we pay a special distribution to our shareholders or CCIT pays a special distribution to its stockholders prior to the closing date. The transaction is subject to approval by our shareholders and CCIT’s stockholders and other customary conditions and contingencies, and it is expected to close during the first quarter of 2015. | ||||||||||||||||||||||
As part of the transaction, we will acquire CCIT's full property portfolio, which includes 64 office and industrial net leased properties as well as 23 healthcare properties, or the Healthcare Properties, for estimated total consideration of approximately $2,900,000 including the assumption of approximately $297,700 of mortgage principal and excluding transaction costs, based on the closing price of our common shares on October 7, 2014. To finance our acquisition of CCIT, we have entered an agreement to sell the Healthcare Properties to Senior Housing Properties Trust, or SNH, for a purchase price of $539,000 (consisting of approximately $509,000 in cash proceeds and assumed debt of approximately $30,000) immediately upon the completion of the Merger, resulting in an estimated net purchase price to us of approximately $2,400,000 excluding closing costs. In addition to the assumption of CCIT mortgage debt and Share Consideration, we expect to fund the net purchase price payable by us with borrowings on our revolving credit facility, and a new $1,000,000 senior unsecured bridge loan facility. | ||||||||||||||||||||||
In October 2014, we entered an agreement to acquire an industrial property in Memphis, TN containing 646,000 square feet for $14,500. The property is 100% leased for 8.5 years. This acquisition is subject to completion of our diligence and other customary closing conditions, and we can provide no assurance this acquisition will close or that it will not be delayed or that its terms will not change. | ||||||||||||||||||||||
As a result of an eminent domain taking in September 2014, we sold an ancillary portion of a land parcel located in Huntsville, AL resulting in a net gain on sale of $116. | ||||||||||||||||||||||
Certain of our real estate assets contain hazardous substances, including asbestos. We believe the asbestos at our properties is contained in accordance with current environmental regulations and we have no current plans to remove it. If these properties were demolished today, certain environmental regulations specify the manner in which the asbestos must be removed and we could incur substantial costs complying with such regulations. Due to the uncertainty of the timing and amount of costs we may incur, we cannot reasonably estimate the fair value and we have not recognized a liability in our financial statements for these costs. Certain of our industrial lands in Hawaii may require environmental remediation, especially if the use of those lands is changed; however, we do not have any present plans to change the use of those land parcels or to undertake this environmental remediation. In general, we do not have any insurance designated to limit any losses that we may incur as a result of known or unknown environmental conditions which are not caused by an insured event, such as, for example, fire or flood, although some of our tenants may maintain such insurance. However, as of September 30, 2014 and December 31, 2013, accrued environmental remediation costs totaling $8,150 were included in accounts payable and accrued expenses in our condensed consolidated balance sheets. These accrued environmental remediation costs relate to maintenance of our properties for current uses and, because of the indeterminable timing of the remediation, these amounts have not been discounted to present value. We do not believe that there are environmental conditions at any of our properties that will have a material adverse effect on us. However, no assurances can be given that such conditions are not present in our properties or that other costs we incur to remediate contamination will not have a material adverse effect on our business or financial condition. Charges for environmental remediation costs are included in other operating expenses in our condensed consolidated statements of income and comprehensive income. | ||||||||||||||||||||||
Segment_Information_and_Tenant
Segment Information and Tenant Concentration | 9 Months Ended |
Sep. 30, 2014 | |
Segment Information and Tenant Concentration | ' |
Segment Information and Tenant Concentration | ' |
Note 4. Segment Information and Tenant Concentration | |
We operate in one business segment: ownership of properties that include buildings and leased industrial lands that are primarily net leased to single tenants, with no one tenant accounting for more than 10% of our total revenues. A “net leased property” or a property being “net leased” means that the building or land lease requires the tenant to pay rent and pay, or reimburse us, for all, or substantially all, property level operating expenses and capital expenditures, such as real estate taxes, insurance, utilities, maintenance and repairs, other than, in certain circumstances, roof and structural element related expenditures; in some instances, tenants instead reimburse us for all expenses in excess of certain amounts included in the stated rent. We define a single tenant leased building or leased land as a building or land parcel with at least 90% of its rentable square footage leased to one tenant. Our buildings and lands are primarily leased to single tenants; however, we also own some multi tenant buildings on the island of Oahu, HI. | |
Indebtedness
Indebtedness | 9 Months Ended | |||||
Sep. 30, 2014 | ||||||
Indebtedness | ' | |||||
Indebtedness | ' | |||||
Note 5. Indebtedness | ||||||
In January 2014, we repaid, at par, a $7,500 mortgage note which was secured by a building located in Chelmsford, MA. This mortgage was scheduled to mature in 2016. | ||||||
At September 30, 2014 and December 31, 2013, our outstanding indebtedness consisted of the following: | ||||||
September 30, | December 31, | |||||
2014 | 2013 | |||||
Revolving credit facility, due in 2016 | $ | 65,000 | $ | 159,000 | ||
Term loan, due in 2017 | 350,000 | 350,000 | ||||
Mortgage note payable, 5.950% interest rate, including unamortized premium of $893 and $1,131, respectively, due in 2017 ⁽¹⁾ | 18,952 | 19,361 | ||||
Mortgage note payable, 5.689% interest rate, including unamortized premium of $0 and $286, respectively, due in 2016 ⁽¹⁾⁽²⁾ | - | 7,786 | ||||
$ | 433,952 | $ | 536,147 | |||
(1)We assumed these mortgages in connection with our acquisition of certain properties. The stated interest rates for these mortgage debts are the contractually stated rates; we recorded the assumed mortgages at estimated fair value on the date of acquisition and we amortize the fair value premiums to interest expense over the respective terms of the mortgages to reduce interest expense to the estimated market interest rates as of the date of acquisition. | ||||||
(2)This mortgage note was repaid, at par, in January 2014. | ||||||
We have a $750,000 unsecured revolving credit facility that is available for general business purposes, including acquisitions. The maturity date of our revolving credit facility is March 11, 2016 and, subject to the payment of an extension fee and meeting certain other conditions, our revolving credit facility includes an option for us to extend the stated maturity date by one year to March 11, 2017. In addition, our revolving credit facility includes a feature under which maximum borrowings may be increased to $1,000,000 in certain circumstances. Borrowings under our revolving credit facility bear interest at LIBOR plus a premium. We also pay a facility fee on the total amount of lending commitments under our revolving credit facility. Both the interest rate premium and the facility fee are subject to adjustment based upon changes to our leverage or credit ratings. As of September 30, 2014, the interest rate premium on our revolving credit facility was 130 basis points and our facility fee was 30 basis points. As of September 30, 2014, the interest rate payable on borrowings under our revolving credit facility was 1.45%. The weighted average interest rate for borrowings under the revolving credit facility was 1.45% for both the three and nine months ended September 30, 2014 and was 1.49% and 1.50% for the three and nine months ended September 30, 2013, respectively. We can borrow, repay and reborrow funds available under our revolving credit facility until maturity, and no principal repayment is due until maturity. As of September 30, 2014 and October 23, 2014, we had $65,000 and $60,000, respectively, outstanding under our revolving credit facility. | ||||||
We also have a $350,000 unsecured term loan that matures on July 11, 2017 and is prepayable without penalty at any time. In addition, our term loan includes a feature under which maximum borrowings may be increased to up to $700,000 in certain circumstances. Our term loan bears interest at a rate of LIBOR plus a premium, which was 155 basis points as of September 30, 2014. The interest rate premium is subject to adjustment based upon changes to our leverage or credit ratings. As of September 30, 2014, the interest rate payable for the amount outstanding under our term loan was 1.70%. The weighted average interest rate for the amount outstanding under our term loan was 1.69% for both the three and nine months ended September 30, 2014 and was 1.74% and 1.75% for the three and nine months ended September 30, 2013, respectively. | ||||||
Our revolving credit facility agreement and our term loan agreement provide for acceleration of payment of all amounts due thereunder upon the occurrence and continuation of certain events of default, including a change of control of us, which includes Reit Management & Research LLC, or RMR, ceasing to act as our business manager and property manager. Our revolving credit facility agreement and our term loan agreement also contain a number of financial and other covenants, including covenants that restrict our ability to incur indebtedness or to make distributions under certain circumstances and require us to maintain financial ratios and a minimum net worth. We believe we were in compliance with the terms of our revolving credit facility and term loan covenants at September 30, 2014. | ||||||
At September 30, 2014, one of our properties (two buildings) with an aggregate net book value of $20,418 secured a mortgage note we assumed in connection with our acquisition of the property. The aggregate principal amount outstanding under the mortgage note as of September 30, 2014, was $18,059. This mortgage note is non-recourse, subject to certain limited exceptions, and does not contain any material financial covenants. | ||||||
In connection with the Merger described in Note 3, during the third quarter of 2014, a group of lenders committed to provide us a 364-day senior unsecured bridge loan facility in an aggregate principal amount of $1,000,000. | ||||||
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 9 Months Ended | |||||||||
Sep. 30, 2014 | ||||||||||
Fair Value of Financial Instruments | ' | |||||||||
Fair Value of Financial Instruments | ' | |||||||||
Note 6. Fair Value of Financial Instruments | ||||||||||
Our financial instruments at September 30, 2014 included cash and cash equivalents, rents receivable, equity investments, a mortgage note payable, our revolving credit facility, our term loan, amounts due to related persons and accounts payable. At September 30, 2014, the fair value of our financial instruments approximated their carrying values in our condensed consolidated financial statements due to their short term nature or variable interest rates, except as follows: | ||||||||||
Carrying | Estimated | |||||||||
Amount | Fair Value | |||||||||
Mortgage note payable | $ | 18,952 | $ | 19,606 | ||||||
We estimate the fair values of our mortgage note payable by using discounted cash flow analyses and currently prevailing market rates for similar mortgage notes as of September 30, 2014. These inputs are categorized as level 3 inputs as defined in the fair value hierarchy under the accounting standards for Fair Value Measurements and Disclosures. Because level 3 inputs are unobservable, our estimated fair value may differ materially from the actual fair value. | ||||||||||
Shareholders_Equity
Shareholders' Equity | 9 Months Ended |
Sep. 30, 2014 | |
Shareholders' Equity | ' |
Shareholders' Equity | ' |
Note 7. Shareholders’ Equity | |
On August 30, 2014, our Board of Trustees approved an amendment to our declaration of trust to increase the number of our authorized shares of beneficial interest from 75,000,000 to 125,000,000. | |
Sale of Shares: | |
During the second quarter of 2014, we sold 10,000,000 of our common shares in a public offering, including 1,000,000 of our common shares sold when the underwriters partially exercised their option to purchase additional shares, at a price of $29.00 per share raising net proceeds of approximately $277,329, after deducting offering expenses and the underwriting discount. We used the net proceeds from this offering to partially repay amounts outstanding under our revolving credit facility and for general business purposes. | |
Issuance of Shares: | |
During the nine months ended September 30, 2014 and the period October 1, 2014 to October 23, 2014, we issued 56,001 and 3,341, respectively, of our common shares to RMR as part of the business management fees payable by us under our business management agreement. See Note 8 for further information regarding this agreement. | |
In May 2014, we granted 2,500 of our common shares, valued at $30.82 per share, the closing price of our common shares on the New York Stock Exchange, or the NYSE, on that day, to each of our five Trustees as part of their annual compensation. | |
In September 2014, pursuant to our 2012 Equity Compensation Plan, we granted an aggregate of 51,500 of our common shares to our officers and certain employees of our manager, RMR, valued at $25.63 per share, the closing price of our common shares on the NYSE, on that day. | |
Distributions: | |
On February 19, 2014, we paid a distribution of $0.46 per common share, or approximately $22,922, to shareholders of record on January 13, 2014. | |
On May 20, 2014, we paid a distribution of $0.48 per common share, or approximately $23,938, to shareholders of record on April 14, 2014. | |
On August 21, 2014, we paid a distribution of $0.48 per common share, or approximately $28,748, to shareholders of record on July 25, 2014. | |
On September 2, 2014, we announced that we expect to increase our annualized distribution rate to $2.00 per share (or $0.50 per share per quarter) following the completion of the Merger. | |
On October 7, 2014, we declared a quarterly distribution of $0.48 per common share, or approximately $28,777, to shareholders of record on October 24, 2014. We expect to pay this distribution on or about November 20, 2014 using existing cash balances and borrowings under our revolving credit facility. | |
Related_Person_Transactions
Related Person Transactions | 9 Months Ended |
Sep. 30, 2014 | |
Related Person Transactions | ' |
Related Person Transactions | ' |
Note 8. Related Person Transactions | |
RMR: We have no employees. Personnel and various services we require to operate our business are provided to us by RMR. We have two agreements with RMR to provide management and administrative services to us: (i) a business management agreement, which relates to our business generally, and (ii) a property management agreement, which relates to our property level operations. | |
One of our Managing Trustees, Mr. Barry Portnoy, is Chairman, majority owner and an employee of RMR. Our other Managing Trustee, Mr. Adam Portnoy, is the son of Mr. Barry Portnoy, and an owner, President, Chief Executive Officer and a director of RMR. Each of our executive officers is also an officer of RMR. Our Independent Trustees also serve as independent directors or independent trustees of other public companies to which RMR provides management services. Mr. Barry Portnoy and Mr. Adam Portnoy serve as managing directors or managing trustees of a majority of the companies to which RMR or its affiliates provide management services. In addition, officers of RMR serve as officers of those companies. | |
Pursuant to our business management agreement with RMR, we recognized business management fees of $2,275 and $2,472 for the three months ended September 30, 2014 and 2013, respectively, and $7,608 and $6,899 for the nine months ended September 30, 2014 and 2013, respectively. The fees for the three and nine months ended September 30, 2014, include $(347) and $0 of estimated 2014 incentive fees payable in common shares in 2015 based on our common share total return as of September 30, 2014. The amount of estimated incentive fees recognized during the third quarter of 2014 reflects the reversal of incentive fees accrued as of June 30, 2014, due to changes in our common share total returns as of the applicable measurement dates. The business management fee we recognized for the 2014 and 2013 periods are included in general and administrative expenses in our condensed consolidated financial statements. In accordance with the terms of our business management agreement, we issued 26,477 of our common shares to RMR for the nine months ended September 30, 2014 as payment for a portion of the base business management fee we recognized for such period. In March 2014, we also issued 32,865 of our common shares to RMR for the incentive fee for 2013 pursuant to the business management agreement. | |
In connection with our property management agreement with RMR, the aggregate property management and construction supervision fees we recognized were $1,561 and $1,419 for the three months ended September 30, 2014 and 2013, respectively, and $4,628 and $3,988 for the nine months ended September 30, 2014 and 2013, respectively. These amounts are included in operating expenses or have been capitalized, as appropriate, in our condensed consolidated financial statements. | |
On May 9, 2014, we and RMR entered into amendments to our business management agreement and property management agreement. As amended, RMR may terminate the agreements upon 120 days’ written notice. Prior to the amendments, RMR could terminate the agreements upon 60 days’ written notice and could also terminate the property management agreement upon five business days’ notice if we underwent a change of control. The amendments also provide for certain termination payments by us to RMR in the event that we terminate the agreements other than for cause. Also, as amended, RMR agrees to provide certain transition services to us for 120 days following an applicable termination by us or notice of termination by RMR. | |
EQC: We were formerly a 100% owned subsidiary of Equity Commonwealth (formerly CommonWealth REIT), or EQC. As of June 30, 2014, EQC was our largest shareholder and owned 22,000,000 of our common shares, or approximately 36.7% of our outstanding common shares. One of our Managing Trustees, Mr. Barry Portnoy, was a managing trustee of EQC until March 25, 2014. Our other Managing Trustee, Mr. Adam Portnoy, was the president of EQC until May 23, 2014 and a managing trustee of EQC until March 25, 2014. In addition, Mr. John Popeo, our Treasurer and Chief Financial Officer, also served as the treasurer and chief financial officer of EQC until May 23, 2014, and one of our Independent Trustees, Mr. William Lamkin, was an independent trustee of EQC until March 25, 2014. RMR currently provides management services to EQC in respect of EQC’s Australian assets and certain transition services to EQC. | |
In 2012, we completed our initial public offering, or IPO. To facilitate our IPO, we and EQC entered into a transaction agreement that governed our separation from and relationship with EQC. The transaction agreement provides that, among other things, we will indemnify EQC with respect to any liability relating to any property transferred by EQC to us, including any liability which relates to periods prior to our formation, other than the pre-closing current assets and current liabilities that EQC retained with respect to the 29 properties (251 buildings, leasable land parcels and easements) contributed to us by EQC in connection with our IPO, or the Initial Properties. | |
On March 31, 2014, we notified EQC that, effective that same day, as a result of the removal, without cause, of all of the trustees of EQC which constituted a change of control of EQC as provided in that agreement, we had elected to terminate the registration agreement that we had entered into with EQC in March 2013, pursuant to which we agreed to register for resale by EQC up to 22,000,000 of our common shares owned by EQC. | |
On July 9, 2014, EQC sold 21,500,000 of our common shares that it owned to Government Properties Income Trust, a Maryland real estate investment trust, or GOV, and sold 500,000 of our common shares that it owned to RMR. We were not a contracting party to this transaction. We understand that, following these sales, EQC no longer owned any of our common shares. In connection with this transaction, and in light of the fact that GOV would own greater than 10% of our common shares, our disinterested Trustees, followed by the our full Board of Trustees, adopted a resolution exempting GOV and its affiliates (as defined in the Maryland General Corporation Law), including, without limitation, RMR, from being "interested stockholders" under the Maryland Business Combination Act. As a result of this acquisition, GOV is our largest shareholder owning approximately 35.9% of our issued and outstanding common shares as of September 30, 2014. | |
GOV: In connection with our proposed acquisition of CCIT pursuant to the Merger Agreement, concurrently with the execution and delivery of the Merger Agreement, GOV entered into a voting and standstill agreement with CCIT and American Realty Capital Properties, Inc., a Maryland corporation and parent of the advisor of CCIT, or ARCP, or the Voting Agreement. Pursuant to the Voting Agreement, GOV has agreed to vote all of our common shares beneficially owned by it in favor of the issuance of our common shares to the stockholders of CCIT as contemplated by the Merger Agreement, upon and subject to the terms and conditions of the Voting Agreement and the Merger Agreement. In the Voting Agreement, GOV also agreed, among other things, subject to certain exceptions, not to sell or otherwise assign or dispose of or pledge SIR common shares it owns or to deposit those shares into any voting trust or enter into any other voting agreement or arrangement with respect to those shares. The Voting Agreement will terminate upon certain circumstances, including upon termination of the Merger Agreement or the closing of the Merger. The Voting Agreement also contains standstill provisions pursuant to which ARCP has agreed, among other things, not to make unsolicited proposals to acquire us or GOV for a period of 36 months. Concurrently with our entering into the Merger Agreement, RMR, which is also GOV’s manager, and Messrs. Barry Portnoy and Adam Portnoy, RMR’s principals, our Managing Trustees and managing trustees of GOV, also entered into a voting and standstill agreement on terms and conditions substantially similar to the Voting Agreement that also includes a standstill in respect of SNH. | |
SNH: In connection with our proposed acquisition of CCIT, concurrently with our entering into the Merger Agreement, on August 30, 2014, SIR Merger Sub and SNH entered into a purchase and sale agreement and joint escrow instructions, or the Purchase and Sale Agreement, pursuant to which we have agreed to sell and SNH has agreed to acquire, substantially concurrently with the completion of the Merger, the subsidiaries of CCIT owning the Healthcare Properties, for approximately $539,000, including the assumption of approximately $30,000 of mortgage debt. The completion of the acquisition of the Healthcare Properties by SNH is subject to numerous conditions, including the completion of the Merger and the repayment of CCIT’s existing credit facility and the absence of any law, order or injunction prohibiting the completion of such sale of the Healthcare Properties. | |
Our Managing Trustees, Mr. Barry Portnoy and Mr. Adam Portnoy, are managing trustees of SNH. One of our Independent Trustees also serves as an independent trustee of each of SNH and GOV. | |
AIC: We, RMR, GOV, SNH and three other companies to which RMR provides management services currently own Affiliates Insurance Company, or AIC, an Indiana insurance company. All of our Trustees and most of the trustees and directors of the other AIC shareholders currently serve on the board of directors of AIC. RMR provides management and administrative services to AIC pursuant to a management and administrative services agreement with AIC. | |
On March 25, 2014, as a result of the removal, without cause, of all of the trustees of EQC, EQC underwent a change in control, as defined in the shareholders agreement among us, the other shareholders of AIC and AIC. As a result of that change in control and in accordance with the terms of the shareholders agreement, on May 9, 2014, we and those other shareholders purchased pro rata the AIC shares EQC owned. Pursuant to that purchase, we purchased 2,857 AIC shares from EQC for $825. Following these purchases, we and the other remaining six shareholders each owned approximately 14.3% of AIC. | |
In June 2014, we and the other shareholders of AIC renewed our participation in an insurance program arranged by AIC. In connection with that renewal, we purchased a one-year property insurance policy providing $500,000 of coverage, with respect to which AIC is a reinsurer of certain coverage amounts. We paid AIC a premium, including taxes and fees, of approximately $434 in connection with that policy, which amount may be adjusted from time to time as we acquire or dispose of properties that are included in the policy. As of September 30, 2014, we had invested $6,160 in AIC. Although we own less than 20% of AIC, we use the equity method to account for this investment because we believe that we have significant influence over AIC as all of our Trustees are also directors of AIC. Our investment in AIC had a carrying value of $6,806 and $5,913 as of September 30, 2014 and December 31, 2013, respectively, which amounts are included in other assets on our condensed consolidated balance sheets. We recognized income of $38 and $64 for the three months ended September 30, 2014 and 2013, respectively, and $59 and $219 for the nine months ended September 30, 2014 and 2013, respectively, related to our investment in AIC. | |
Directors’ and Officers’ Liability Insurance: In June 2014, we, RMR and four other companies to which RMR provides management services extended the combined directors’ and officers’ liability insurance policy described in our Annual Report for an interim period. We paid an aggregate premium of approximately $15 for these extensions. In September 2014, we purchased a two year combined directors' and officers' insurance policy with RMR and five other companies managed by RMR that provides $10,000 in aggregate primary coverage, including certain errors and omission coverage. At that time, we also purchased separate additional one year directors' and officers' liability insurance policies that provide $20,000 of aggregate excess coverage plus $5,000 of excess non-indemnifiable coverage. The total premium payable by us for these policies purchased in September 2014 was approximately $482. | |
Pro_Forma_Information_Unaudite
Pro Forma Information (Unaudited) | 9 Months Ended | ||||||
Sep. 30, 2014 | |||||||
Pro Forma Information (Unaudited) | ' | ||||||
Pro Format Information (Unaudited) | ' | ||||||
Note 9. Pro Forma Information (Unaudited) | |||||||
During the year ended December 31, 2013, we acquired seven properties (11 buildings) for an aggregate purchase price of $384,820, excluding closing costs. During the third quarter of 2013, we sold 10,500,000 of our common shares in a public offering at a price of $28.25 per share. | |||||||
During the second quarter of 2014, we acquired two properties (two buildings) for an aggregate purchase price of $207,860, excluding closing costs, and sold 10,000,000 of our common shares in a public offering, including 1,000,000 common shares sold when the underwriters partially exercised their option to purchase additional shares, at a price of $29.00 per share. | |||||||
The following table presents our pro forma results of operations for the nine months ended September 30, 2014 and 2013 as if these acquisitions and financing activities had occurred on January 1, 2013. This pro forma data is not necessarily indicative of what our actual results of operations would have been for the periods presented, nor does it represent the results of operations for any future period. Differences could result from numerous factors, including future changes in our portfolio of investments, changes in interest rates, changes in our capital structure, changes in net property level operating expenses, changes in property level revenues, including rents expected to be received on our existing leases or leases we may enter into during and after 2014, and for other reasons. | |||||||
Nine Months Ended September 30, | |||||||
2014 | 2013 | ||||||
Total revenues | $ | 170,942 | $ | 159,581 | |||
Net income | $ | 82,589 | $ | 78,037 | |||
Net income per share | $ | 1.38 | $ | 1.31 | |||
During the nine months ended September 30, 2014, we recognized revenues of $40,419 and operating income of $33,774 arising from our 2013 and 2014 acquisitions. | |||||||
Real_Estate_Properties_Tables
Real Estate Properties (Tables) | 9 Months Ended | |||||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||||
Real Estate Properties | ' | |||||||||||||||||||||
Schedule of purchase prices of acquisitions allocated based on the estimated fair values of the acquired assets and assumed liabilities | ' | |||||||||||||||||||||
Assumed | ||||||||||||||||||||||
Acquired | Real Estate | |||||||||||||||||||||
Properties | Square | Purchase | Building and | Real Estate | Lease | |||||||||||||||||
Date | Location | \Buildings | Feet | Price (1) | Land | Improvements | Leases | Obligations | ||||||||||||||
Apr-14 | Naperville, IL (2) | 1-Jan | 819,513 | $ | 187,500 | $ | 13,757 | $ | 173,743 | $ | - | $ | - | |||||||||
Apr-14 | Mahwah, NJ (3) | 1-Jan | 167,424 | 20,360 | 8,492 | 9,451 | 3,968 | -1,551 | ||||||||||||||
2 / 2 | 986,937 | $ | 207,860 | $ | 22,249 | $ | 183,194 | $ | 3,968 | $ | -1,551 | |||||||||||
(1)The allocation of purchase price is based on preliminary estimates and may change upon the completion of (i) third party appraisals and (ii) our analysis of acquired in place leases and building valuations. Purchase price excludes acquisition costs. | ||||||||||||||||||||||
(2)Property was acquired and simultaneously leased back to an affiliate of the seller in a sale/leaseback transaction. We accounted for this transaction as an acquisition of assets. We recognized acquisition costs of $966 which we capitalized as part of the transaction. | ||||||||||||||||||||||
(3)This acquisition was accounted for as business combination. | ||||||||||||||||||||||
Indebtedness_Tables
Indebtedness (Tables) | 9 Months Ended | |||||
Sep. 30, 2014 | ||||||
Indebtedness | ' | |||||
Schedule of outstanding indebtedness | ' | |||||
September 30, | December 31, | |||||
2014 | 2013 | |||||
Revolving credit facility, due in 2016 | $ | 65,000 | $ | 159,000 | ||
Term loan, due in 2017 | 350,000 | 350,000 | ||||
Mortgage note payable, 5.950% interest rate, including unamortized premium of $893 and $1,131, respectively, due in 2017 ⁽¹⁾ | 18,952 | 19,361 | ||||
Mortgage note payable, 5.689% interest rate, including unamortized premium of $0 and $286, respectively, due in 2016 ⁽¹⁾⁽²⁾ | - | 7,786 | ||||
$ | 433,952 | $ | 536,147 | |||
(1)We assumed these mortgages in connection with our acquisition of certain properties. The stated interest rates for these mortgage debts are the contractually stated rates; we recorded the assumed mortgages at estimated fair value on the date of acquisition and we amortize the fair value premiums to interest expense over the respective terms of the mortgages to reduce interest expense to the estimated market interest rates as of the date of acquisition. | ||||||
(2)This mortgage note was repaid, at par, in January 2014. | ||||||
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Tables) | 9 Months Ended | |||||||||
Sep. 30, 2014 | ||||||||||
Fair Value of Financial Instruments | ' | |||||||||
Schedule of carrying value and the estimated fair market value of mortgage notes payable | ' | |||||||||
Carrying | Estimated | |||||||||
Amount | Fair Value | |||||||||
Mortgage note payable | $ | 18,952 | $ | 19,606 | ||||||
Pro_Forma_Information_Unaudite1
Pro Forma Information (Unaudited) (Tables) | 9 Months Ended | ||||||
Sep. 30, 2014 | |||||||
Pro Forma Information (Unaudited) | ' | ||||||
Schedule of pro forma results of operations | ' | ||||||
Nine Months Ended September 30, | |||||||
2014 | 2013 | ||||||
Total revenues | $ | 170,942 | $ | 159,581 | |||
Net income | $ | 82,589 | $ | 78,037 | |||
Net income per share | $ | 1.38 | $ | 1.31 | |||
Real_Estate_Properties_Details
Real Estate Properties (Details) (USD $) | 9 Months Ended | 1 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | ||||||||||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Aug. 31, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | Aug. 31, 2014 | Aug. 31, 2014 | Aug. 31, 2014 | Aug. 31, 2014 | Aug. 31, 2014 | Sep. 30, 2014 | Oct. 31, 2014 | Aug. 30, 2014 | Aug. 31, 2014 | Sep. 30, 2014 |
sqft | property | building | Cole Corporate Income Trust, Inc. (CCIT) | Naperville, IL | Mahwah, NJ | Cole Corporate Income Trust, Inc. (CCIT) | Cole Corporate Income Trust, Inc. (CCIT) | Cole Corporate Income Trust, Inc. (CCIT) | Cole Corporate Income Trust, Inc. (CCIT) | Cole Corporate Income Trust, Inc. (CCIT) | Memphis, TN | Memphis, TN | SNH | SNH | Senior unsecured bridge loan facility member | |
property | building | property | sqft | sqft | Maximum | Minimum | Office and industrial net leased properties | Healthcare properties | Industrial Property [Member] | Healthcare properties | Healthcare properties | |||||
building | building | property | property | property | sqft | |||||||||||
property | building | |||||||||||||||
Real Estate Properties | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of properties owned | 50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of buildings, leasable land parcels easements contributed to the reporting entity | 280 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Rentable Area | 27,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued environmental remediation costs | $8,150 | ' | $8,150 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Square Feet | 986,937 | ' | ' | ' | 819,513 | 167,424 | ' | ' | ' | ' | ' | ' | 646,000 | ' | ' | ' |
Purchase price | 207,860 | 207,860 | 384,820 | ' | 187,500 | 20,360 | ' | ' | ' | ' | ' | ' | 14,500 | ' | ' | ' |
Purchase price allocation of real estate properties acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of properties acquired | 2 | 2 | 7 | ' | 1 | 1 | ' | ' | ' | 64 | 23 | ' | ' | ' | ' | ' |
Number of buildings acquired | 2 | 2 | 11 | ' | 1 | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Land | 22,249 | ' | ' | ' | 13,757 | 8,492 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Buildings and Improvements | 183,194 | ' | ' | ' | 173,743 | 9,451 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquired Real Estate Leases | 3,968 | ' | ' | ' | ' | 3,968 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Assumed Real Estate Lease Obligations | -1,551 | ' | ' | ' | ' | -1,551 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisition costs | ' | ' | ' | ' | 966 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common shares, par value (in dollars per share) | $0.01 | ' | $0.01 | $0.01 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash consideration for each share of CCIT common stock | ' | ' | ' | ' | ' | ' | $10.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share consideration, per share value of equity interests issued or issuable for each CCIT common share | ' | ' | ' | ' | ' | ' | $0.36 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares that may be converted to receive the cash consideration as a percentage to total CCIT common stock issued and outstanding immediately prior to the effective time | ' | ' | ' | ' | ' | ' | ' | 60.00% | 40.00% | ' | ' | ' | ' | ' | ' | ' |
Total consideration | ' | ' | ' | ' | ' | ' | 2,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Mortgage debt assumed | ' | ' | ' | ' | ' | ' | 297,700 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate sale price of properties sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 539,000 | 539,000 | ' |
Cash proceeds from properties sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 509,000 | ' |
Purchase price, net of proceeds from properties sold | ' | ' | ' | ' | ' | ' | 2,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt disposed of from properties sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,000 | 30,000 | ' |
Percentage of property leased | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' |
Term of lease | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '8 years 6 months | ' | ' | ' |
Gain on sale of property | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 116 | ' | ' | ' | ' |
Aggregate principal amount outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,000,000 |
Term of loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '364 days |
Segment_Information_and_Tenant1
Segment Information and Tenant Concentration (Details) | 9 Months Ended |
Sep. 30, 2014 | |
item | |
Segment Information and Tenant Concentration | ' |
Number of business segments | 1 |
Minimum percentage of rentable square footage of a building or land leased as a building or land parcel to single tenant | 90.00% |
Number of tenants under single tenant leased buildings and lands | 1 |
Indebtedness_Details
Indebtedness (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Oct. 23, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Jan. 31, 2014 | Sep. 30, 2014 |
In Thousands, unless otherwise specified | building | Revolving credit facility, due in 2016 | Revolving credit facility, due in 2016 | Revolving credit facility, due in 2016 | Revolving credit facility, due in 2016 | Revolving credit facility, due in 2016 | Revolving credit facility, due in 2016 | Term loan, due in 2017 | Term loan, due in 2017 | Term loan, due in 2017 | Term loan, due in 2017 | Term loan, due in 2017 | Mortgage note payable, due in 2017 | Mortgage note payable, due in 2017 | Mortgage note payable, due in 2016 | Mortgage note payable, due in 2016 | Mortgage note payable | Mortgage note payable | Senior unsecured bridge loan facility member | |
property | Chelmsford, MA | |||||||||||||||||||
Indebtedness | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayment of mortgage notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $7,500 | ' |
Unsecured revolving credit facility | 65,000 | 159,000 | 65,000 | ' | 65,000 | ' | 60,000 | 159,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term loan | 350,000 | 350,000 | ' | ' | ' | ' | ' | ' | 350,000 | 350,000 | 350,000 | 350,000 | 350,000 | ' | ' | ' | ' | ' | ' | ' |
Mortgage note payable | 18,952 | 27,147 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18,952 | 19,361 | ' | 7,786 | ' | ' | ' |
Total | 433,952 | 536,147 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | 1.70% | ' | 1.70% | ' | ' | 5.95% | 5.95% | 5.69% | 5.69% | ' | ' | ' |
Unamortized premium | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 893 | 1,131 | 0 | 286 | ' | ' | ' |
Maximum borrowing capacity of revolving credit facility | ' | ' | 750,000 | ' | 750,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate principal amount of unsecured bridge loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 |
Period of extension in maturity | ' | ' | ' | ' | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increased maximum borrowing capacity | ' | ' | 1,000,000 | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Variable base rate | ' | ' | ' | ' | 'LIBOR | ' | ' | ' | ' | ' | 'LIBOR | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Spread on variable rate (as a percent) | ' | ' | ' | ' | 1.30% | ' | ' | ' | ' | ' | 1.55% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Facility fee (as a percent) | ' | ' | ' | ' | 0.30% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate at the end of the period (as a percent) | ' | ' | 1.45% | ' | 1.45% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average annual interest rate (as a percent) | ' | ' | 1.45% | 1.49% | 1.45% | 1.50% | ' | ' | 1.69% | 1.74% | 1.69% | 1.75% | ' | ' | ' | ' | ' | ' | ' | ' |
Principal repayment due until maturity | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving credit facility | 65,000 | 159,000 | 65,000 | ' | 65,000 | ' | 60,000 | 159,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowings | ' | ' | ' | ' | ' | ' | ' | ' | 700,000 | ' | 700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of real estate properties collateralized | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of buildings collateralized | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate net book value of secured properties | 20,418 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate principal amount outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $18,059 | ' | $1,000,000 |
Term of loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '364 days |
Fair_Value_of_Financial_Instru2
Fair Value of Financial Instruments (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value of Financial Instruments | ' | ' |
Mortgage note payable | $18,952 | $27,147 |
Carrying Amount | Mortgage note payable | ' | ' |
Fair Value of Financial Instruments | ' | ' |
Mortgage note payable | 18,952 | ' |
Fair Value | Mortgage note payable | ' | ' |
Fair Value of Financial Instruments | ' | ' |
Mortgage note payable | $19,606 | ' |
Shareholders_Equity_Details
Shareholders' Equity (Details) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Aug. 31, 2014 | 31-May-14 | Feb. 28, 2014 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Aug. 30, 2014 | Aug. 29, 2014 | Dec. 31, 2013 | 31-May-14 | Sep. 30, 2014 | Oct. 31, 2014 | Sep. 30, 2014 | Oct. 31, 2014 |
Trustees | Officers and employees | Subsequent event | RMR | RMR | |||||||||||
trustee | Distribution declared | Subsequent event | |||||||||||||
Share Issuances: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common shares, shares authorized | 125,000,000 | ' | ' | ' | ' | 125,000,000 | ' | 125,000,000 | 75,000,000 | 75,000,000 | ' | ' | ' | ' | ' |
Common shares issued, including shares issued under underwriters' option to purchase additional shares | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | 2,500 | 51,500 | ' | 56,001 | 3,341 |
Common shares sold pursuant to option to purchase additional shares | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Price per share (in dollars per share) | ' | ' | ' | ' | $29 | ' | ' | ' | ' | ' | $30.82 | $25.63 | ' | ' | ' |
Net proceeds from issuance of common shares | ' | ' | ' | ' | $277,329 | $277,329 | $283,510 | ' | ' | ' | ' | ' | ' | ' | ' |
Distributions | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Distribution paid on common shares (in dollars per share) | ' | $0.48 | $0.48 | $0.46 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock dividends per share cash expected annualized distribution rate | $2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Quarterly dividend payable on common stock expected quarterly rate | $0.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Distribution to common shareholders | ' | 28,748 | 23,938 | 22,922 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Distributions per share paid or payable (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.48 | ' | ' |
Dividends Payable, Current | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $28,777 | ' | ' |
Number of trustees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 | ' | ' | ' | ' |
Related_Person_Transactions_De
Related Person Transactions (Details) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 3 Months Ended | 0 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | 0 Months Ended | 1 Months Ended | ||||||||||||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | 9-May-14 | Sep. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Jul. 09, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2013 | Jul. 09, 2014 | Sep. 30, 2014 | 9-May-14 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 30, 2014 | Aug. 31, 2014 |
item | item | RMR | RMR | RMR | RMR | RMR | RMR | RMR | RMR | RMR | RMR | Parent Company Member | Parent Company Member | Government Properties Income Trust [Member] | Government Properties Income Trust [Member] | AIC | AIC | AIC | AIC | AIC | AIC | AIC | AIC | AIC | SNH | SNH | |||
item | item | item | item | EQC Member | Amended Agreement | building | Maximum | EQC Member | EQC Member | item | item | item | Maximum | Healthcare properties | Healthcare properties | ||||||||||||||
property | |||||||||||||||||||||||||||||
Related Person Transactions | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of employees | 0 | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of agreements to avail management and administrative services | ' | ' | ' | ' | ' | 2 | ' | 2 | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of prior written notice for termination of the service agreements by the related party | ' | ' | ' | ' | '120 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of prior written notice for termination of the service agreements by the related party before amendment | ' | ' | ' | ' | '60 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of business days notice for termination of property management agreement by the related party, if the entity undergoes a change of control | ' | ' | ' | ' | '5 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period over which transition services will be provided by the related party after termination of the agreement | ' | ' | ' | ' | '120 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business management fees incurred | ' | ' | ' | ' | ' | ' | ' | $2,275 | ' | $2,472 | $7,608 | $6,899 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated incentive fees recorded | ' | ' | ' | ' | ' | ' | ' | -347 | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued under the business management agreement | ' | ' | ' | ' | ' | ' | ' | ' | 32,865 | ' | ' | ' | ' | 26,477 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property management and construction supervision fees incurred | ' | ' | ' | ' | ' | ' | ' | 1,561 | ' | 1,419 | 4,628 | 3,988 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership interest previously held (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common shares owned | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 22,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of outstanding common shares owned | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 36.70% | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity method investments, ownership percentage by shareholder of entity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 35.90% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of properties contributed | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 29 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of buildings, leasable land parcels and easements contributed | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 251 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of common shares issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 22,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of other companies owning outstanding shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3 | ' | ' | 3 | ' | ' | ' | ' | ' |
Number of shares of common stock sold by shareholder of the entity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | 21,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 14.30% | ' | ' | ' | ' | ' | ' | ' | 20.00% | ' | ' |
Coverage of property insurance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' |
Investment at carrying value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,806 | ' | ' | 6,806 | ' | 5,913 | ' | ' | ' |
Recognized income (loss) related to investment | 38 | 64 | 59 | 219 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 38 | 64 | ' | 59 | 219 | ' | ' | ' | ' |
Aggregate value of shares purchased under the shareholders agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 825 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares expected to be purchased under the shareholders agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,857 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of other remaining shareholders | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property insurance program term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount invested | ' | ' | 825 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,160 | ' | ' | ' | ' | ' |
Number of entities to whom RMR provides management services | ' | ' | ' | ' | ' | 5 | 4 | 5 | ' | ' | 5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Premium paid for combined directors' and officers' liability insurance policy | ' | ' | ' | ' | ' | ' | 15 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 434 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Liability insurance policy term | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate coverage of combined directors' and officers' liability insurance policy purchased by the related party | ' | ' | ' | ' | ' | 10,000 | ' | 10,000 | ' | ' | 10,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional liability insurance policy term | ' | ' | ' | ' | ' | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate additional coverage of combined directors' and officers' liability insurance policy purchased by the related party | ' | ' | ' | ' | ' | 20,000 | ' | 20,000 | ' | ' | 20,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Non-indemnifiable coverage of combined directors' and officers' liability insurance policy purchased by the related party | ' | ' | ' | ' | ' | 5,000 | ' | 5,000 | ' | ' | 5,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Premium payable for combined directors' and officers' liability insurance policy | ' | ' | ' | ' | ' | 482 | ' | 482 | ' | ' | 482 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate sale price of properties sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 539,000 | 539,000 |
Debt disposed of from properties sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $30,000 | $30,000 |
Pro_Forma_Information_Unaudite2
Pro Forma Information (Unaudited) (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Jun. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
building | property | property | |||
property | building | building | |||
Pro Forma Information (Unaudited) | ' | ' | ' | ' | ' |
Number of properties acquired | 2 | ' | 2 | ' | 7 |
Number of buildings acquired | 2 | ' | 2 | ' | 11 |
Purchase price | $207,860 | ' | $207,860 | ' | $384,820 |
Number of common shares sold in public offering | 10,000,000 | 10,500,000 | ' | ' | ' |
Common shares sold pursuant to option to purchase additional shares | 1,000,000 | ' | ' | ' | ' |
Price per share (in dollars per share) | $29 | $28.25 | ' | $28.25 | ' |
Total revenues | ' | ' | 170,942 | 159,581 | ' |
Net income | ' | ' | 82,589 | 78,037 | ' |
Net income per share (in dollars per share) | ' | ' | $1.38 | $1.31 | ' |
Revenue | ' | ' | 40,419 | ' | ' |
Operating income | ' | ' | $33,774 | ' | ' |