Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 03, 2014 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'SILVER BAY REALTY TRUST CORP. | ' |
Entity Central Index Key | '0001557255 | ' |
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 | ' | 37,370,918 |
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 | ||
Investments in real estate: | ' | ' |
Land | $155,743 | $137,349 |
Building and improvements | 723,050 | 638,955 |
Investments in real estate, gross | 878,793 | 776,304 |
Accumulated depreciation | -36,653 | -18,897 |
Investments in real estate, net | 842,140 | 757,407 |
Assets held for sale | 2,472 | 6,382 |
Cash and cash equivalents | 70,314 | 43,717 |
Escrow deposits | 20,167 | 24,461 |
Resident security deposits | 8,125 | 6,848 |
In-place lease and deferred lease costs, net | 666 | 749 |
Deferred financing costs, net | 12,752 | 3,225 |
Other assets | 3,793 | 3,289 |
Total assets | 960,429 | 846,078 |
Liabilities: | ' | ' |
Securitization loan, net of unamortized discount of $1,462 | 310,590 | ' |
Revolving credit facility | ' | 164,825 |
Accounts payable and accrued property expenses | 17,411 | 6,072 |
Resident prepaid rent and security deposits | 9,111 | 8,357 |
Amounts due to the manager and affiliates | ' | 6,866 |
Amounts due to previous owners | ' | 998 |
Total liabilities | 337,112 | 187,118 |
10% cumulative redeemable preferred stock at liquidation value, $.01 par; 50,000,000 authorized, 1,000 issued and outstanding | 1,000 | 1,000 |
Stockholders’ equity: | ' | ' |
Common stock $.01 par; 450,000,000 shares authorized; 37,729,082 and 38,561,468, respectively shares issued and outstanding | 376 | 385 |
Additional paid-in capital | 677,081 | 689,646 |
Accumulated other comprehensive loss | -3 | -276 |
Cumulative deficit | -89,889 | -31,795 |
Total stockholders’ equity | 587,565 | 657,960 |
Noncontrolling interests - Operating Partnership | 34,752 | ' |
Total equity | 622,317 | 657,960 |
Total liabilities and equity | $960,429 | $846,078 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ' | ' |
Securitization loan, unamortized discount | $1,462 | ' |
Cumulative redeemable preferred stock, stated dividend rate percentage (as a percent) | 10.00% | 10.00% |
10% cumulative redeemable preferred stock, par value (in dollars per share) | $0.01 | $0.01 |
10% cumulative redeemable preferred stock, shares authorized | 50,000,000 | 50,000,000 |
10% cumulative redeemable preferred stock, shares issued | 1,000 | 1,000 |
10% cumulative redeemable preferred stock, shares outstanding | 1,000 | 1,000 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 450,000,000 | 450,000,000 |
Common stock, shares issued | 37,729,082 | 38,561,468 |
Common stock, shares outstanding | 37,729,082 | 38,561,468 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations and Comprehensive Loss (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Revenue: | ' | ' | ' | ' |
Rental income | $19,361 | $13,923 | $55,821 | $31,544 |
Other income | 613 | 563 | 1,436 | 1,340 |
Total revenue | 19,974 | 14,486 | 57,257 | 32,884 |
Expenses: | ' | ' | ' | ' |
Property operating and maintenance | 4,787 | 4,280 | 12,537 | 8,624 |
Real estate taxes | 2,732 | 1,761 | 8,011 | 4,893 |
Homeowners’ association fees | 334 | 286 | 993 | 847 |
Property management | 2,421 | 3,675 | 7,807 | 9,173 |
Depreciation and amortization | 6,427 | 5,683 | 18,800 | 14,061 |
Advisory management fee - affiliates | 2,251 | 2,166 | 6,621 | 7,596 |
Management internalization | 39,179 | ' | 39,179 | ' |
General and administrative | 2,331 | 1,866 | 7,801 | 5,343 |
Interest expense | 4,221 | 989 | 9,190 | 1,147 |
Other | 161 | 142 | 523 | 690 |
Total expenses | 64,844 | 20,848 | 111,462 | 52,374 |
Net loss | -44,870 | -6,362 | -54,205 | -19,490 |
Net loss attributable to noncontrolling interests - Operating Partnership | ' | 5 | ' | 14 |
Net loss attributable to controlling interests | -44,870 | -6,357 | -54,205 | -19,476 |
Preferred stock distributions | -25 | -25 | -75 | -75 |
Net loss attributable to common stockholders | -44,895 | -6,382 | -54,280 | -19,551 |
Loss per share - basic and diluted: | ' | ' | ' | ' |
Net loss attributable to common shares | ($1.17) | ($0.16) | ($1.41) | ($0.50) |
Weighted average common shares outstanding | 38,315,231 | 39,095,200 | 38,440,421 | 39,198,239 |
Comprehensive Loss: | ' | ' | ' | ' |
Net loss | -44,870 | -6,362 | -54,205 | -19,490 |
Other comprehensive loss: | ' | ' | ' | ' |
Change in fair value of interest rate cap derivatives | 15 | -243 | -208 | -243 |
Losses reclassified into earnings from other comprehensive loss | 481 | ' | 481 | ' |
Other comprehensive income (loss) | 496 | -243 | 273 | -243 |
Comprehensive loss | -44,374 | -6,605 | -53,932 | -19,733 |
Less comprehensive loss attributable to noncontrolling interests - Operating Partnership | ' | 5 | ' | 14 |
Comprehensive loss attributable to controlling interests | ($44,374) | ($6,600) | ($53,932) | ($19,719) |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statement of Changes in Equity (USD $) | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Cumulative Deficit | Total Stockholders' Equity | Noncontrolling Interests - Operating Partnership |
In Thousands, except Share data, unless otherwise specified | |||||||
Balance at Dec. 31, 2013 | $657,960 | $385 | $689,646 | ($276) | ($31,795) | $657,960 | ' |
Balance (in shares) at Dec. 31, 2013 | 38,561,468 | 38,561,468 | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity | ' | ' | ' | ' | ' | ' | ' |
Non-cash equity awards, net | 716 | ' | 716 | ' | ' | 716 | ' |
Non-cash equity awards, net (in shares) | ' | 66,873 | ' | ' | ' | ' | ' |
Repurchase of common stock | -14,711 | -9 | -14,702 | ' | ' | -14,711 | ' |
Repurchase of common stock (in shares) | ' | -899,259 | ' | ' | ' | ' | ' |
Dividends declared | -3,889 | ' | ' | ' | -3,889 | -3,889 | ' |
Net loss | -54,205 | ' | ' | ' | -54,205 | -54,205 | ' |
Issuance of common Operating Partnership units in connection with management internalization | 36,173 | ' | ' | ' | ' | ' | 36,173 |
Other comprehensive loss | -208 | ' | ' | -208 | ' | -208 | ' |
Losses reclassified into earnings from other comprehensive loss | 481 | ' | ' | 481 | ' | 481 | ' |
Adjustment to noncontrolling interests - Operating Partnership | ' | ' | 1,421 | ' | ' | 1,421 | -1,421 |
Balance at Sep. 30, 2014 | $622,317 | $376 | $677,081 | ($3) | ($89,889) | $587,565 | $34,752 |
Balance (in shares) at Sep. 30, 2014 | 37,729,082 | 37,729,082 | ' | ' | ' | ' | ' |
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 loss | ($54,205) | ($19,490) |
Adjustments to reconcile net loss to net cash provided (used) by operating activities: | ' | ' |
Depreciation and amortization | 18,800 | 14,061 |
Issuance of units to noncontrolling interests | 36,173 | ' |
Non-cash stock compensation | 716 | 746 |
Losses reclassified into earnings from other comprehensive loss | 481 | ' |
Amortization and write-off of deferred financing costs | 2,673 | 480 |
Amortization of discount on securitization loan | 41 | ' |
Other | 1,065 | 880 |
Net change in assets and liabilities: | ' | ' |
Decrease (increase) in escrow cash for operating activities and debt reserves | 5,962 | -13,927 |
Increase in deferred lease fees and other assets | -1,453 | -924 |
Increase in accounts payable, accrued property expenses, and prepaid rent | 6,435 | 3,461 |
(Decrease) increase in related party payables, net | -7,611 | 855 |
Net cash provided (used) by operating activities | 9,077 | -13,858 |
Cash Flows From Investing Activities: | ' | ' |
Purchase of investments in real estate | -79,590 | -257,116 |
Capital improvements of investments in real estate | -24,217 | -84,671 |
(Increase) decrease in escrow cash for investing activities | -1,587 | 10,975 |
Proceeds from sale of real estate | 5,406 | 4,195 |
Cash acquired in management internalization | 2,067 | ' |
Other | -218 | -252 |
Net cash used by investing activities | -98,139 | -326,869 |
Cash Flows From Financing Activities: | ' | ' |
Proceeds from securitization loan | 311,164 | ' |
Payments on securitization loan | -615 | ' |
Proceeds from revolving credit facility | 70,683 | 144,734 |
Paydown of revolving credit facility | -235,508 | ' |
Deferred financing costs paid | -12,201 | -3,965 |
Purchase of interest rate cap agreements | -393 | -533 |
Repurchase of common stock | -14,711 | -7,790 |
Dividends paid | -2,760 | -843 |
Proceeds from issuance of common stock, net of offering costs | ' | 34,513 |
Net cash provided by financing activities | 115,659 | 166,116 |
Net change in cash | 26,597 | -174,611 |
Cash and cash equivalents at beginning of period | 43,717 | 228,139 |
Cash and cash equivalents at end of period | 70,314 | 53,528 |
Supplemental disclosure of cash flow information: | ' | ' |
Cash paid for interest | 6,475 | 1,336 |
Board of directors stock compensation | ' | 125 |
Decrease in fair value of interest rate cap agreements | 208 | 243 |
Noncash investing and financing activities: | ' | ' |
Common stock and unit dividends declared, but not paid | 1,514 | 387 |
Advisory management fee - additional basis | ' | 1,071 |
Change in contingent consideration | ' | 222 |
Capital improvements in accounts payable | 2,352 | 2,796 |
Management internalization transaction: | ' | ' |
Issuance of units to noncontrolling interests | 36,173 | ' |
Cash acquired in management internalization | 2,067 | ' |
Other net assets and liabilities acquired in management internalization | ($2,067) | ' |
Organization_and_Operations
Organization and Operations | 9 Months Ended |
Sep. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Organization and Operations | ' |
Organization and Operations | |
Silver Bay Realty Trust Corp. ("Silver Bay" or the "Company") is a Maryland corporation that focuses on the acquisition, renovation, leasing and management of single-family properties in select markets in the United States. | |
As of September 30, 2014, the Company owned 6,320 single-family properties, excluding assets held for sale, in Phoenix, AZ, Tucson, AZ, Northern California (currently consisting of Contra Costa, Napa, and Solano counties), Southern California (currently consisting of Riverside and San Bernardino counties), Jacksonville, FL, Orlando, FL, Southeast Florida (currently consisting of Miami-Dade, Broward and Palm Beach counties), Tampa, FL, Atlanta, GA, Charlotte, NC, Las Vegas, NV, Columbus, OH, Dallas, TX, and Houston, TX. | |
The Company is the continuation of the operations of Silver Bay Property Investment LLC ("the Predecessor"). At the time of its formation, the Predecessor was a wholly owned subsidiary of Two Harbors Investment Corp. ("Two Harbors"). The Predecessor began formal operations in February 2012, when it started acquiring single-family residential rental properties. The Company in its current form was created on December 19, 2012, through a series of formation transactions, which included an initial public offering, the contribution of equity interests in the Predecessor by Two Harbors, and the acquisition of entities (the "Provident Entities") managed by Provident Real Estate Advisors LLC ("Provident"), which owned 881 single-family properties. | |
In connection with its initial public offering (the "Offering") the Company restructured its ownership to conduct its business through a traditional umbrella partnership ("UPREIT structure") in which substantially all of its assets are held by, and its operations are conducted through, Silver Bay Operating Partnership L.P. (the "Operating Partnership"), a Delaware limited partnership. The Company's wholly owned subsidiary, Silver Bay Management LLC, is the sole general partner of the Operating Partnership. As of September 30, 2014, the Company owned, through a combination of direct and indirect interests, 94.4% of the partnership interests in the Operating Partnership. | |
The Company has elected to be treated as a real estate investment trust ("REIT") for U.S. federal tax purposes, commencing with, and in connection with the filing of its federal tax return for, its taxable year ended December 31, 2012. As a REIT, the Company will generally not be subject to federal income tax on the taxable income that it distributes to its stockholders. If the Company fails to qualify as a REIT in any taxable year, it will be subject to federal income tax at regular corporate rates. Even if it qualifies for taxation as a REIT, the Company may be subject to some federal, state and local taxes on its income or property. In addition, the income of any taxable REIT subsidiary ("TRS") that the Company owns will be subject to taxation at regular corporate rates. | |
Through September 30, 2014, the Company was externally managed by PRCM Real Estate Advisers LLC (the "Manager"). During this time, the Company relied on the Manager to provide or obtain on its behalf the personnel and services necessary for it to conduct its business as the Company had no employees of its own. On September 30, 2014, the Company closed a transaction to internalize its management (the "Internalization") and now owns all material assets and intellectual property rights of the Manager previously used in the conduct of its business and continues to be managed by officers and employees who worked for the Manager and who became employees of the Company as a result of the Internalization (see Note 6). |
Basis_of_Presentation_and_Sign
Basis of Presentation and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2014 | |
Basis of Presentation and Significant Accounting Policies | ' |
Basis of Presentation and Significant Accounting Policies | ' |
Basis of Presentation and Significant Accounting Policies | |
Consolidation and Basis of Presentation | |
The interim unaudited condensed consolidated financial statements of the Company have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles ("GAAP"), have been condensed or omitted according to such SEC rules and regulations. Management believes, however, that the disclosures included in these interim condensed consolidated financial statements are adequate to make the information presented not misleading. The accompanying condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. In the opinion of management, all normal and recurring adjustments necessary to present fairly the financial condition of the Company at September 30, 2014 and results of operations for all periods presented have been made. The results of operations for the three and nine months ended September 30, 2014, may not be indicative of the results for a full year. | |
GAAP requires the Company to identify entities for which control is achieved through means other than voting rights and to determine which business enterprise is the primary beneficiary of variable interest entities (“VIEs”). A VIE is broadly defined as an entity with one or more of the following characteristics: (a) the total equity investment at risk is insufficient to finance the entity’s activities without additional subordinated financial support; (b) as a group, the holders of the equity investment at risk lack (i) the ability to make decisions about the entity’s activities through voting or similar rights, (ii) the obligation to absorb the expected losses of the entity, or (iii) the right to receive the expected residual returns of the entity; or (c) the equity investors have voting rights that are not proportional to their economic interests, and substantially all of the entity’s activities either involve, or are conducted on behalf of, an investor that has disproportionately few voting rights. The Company consolidates its investment in a VIE when it determines that it is its primary beneficiary. The Company may change its original assessment of a VIE upon subsequent events such as the modification of contractual arrangements that affects the characteristics or adequacy of the entity’s equity investments at risk and the disposition of all or a portion of an interest held by the primary beneficiary. | |
The Company identifies the primary beneficiary of a VIE as the enterprise that has both: (i) the power to direct the activities of the VIE that most significantly impact the entity’s economic performance; and (ii) the obligation to absorb losses or the right to receive benefits of the VIE that could be significant to the entity. The Company performs this analysis on an ongoing basis. As of September 30, 2014 and December 31, 2013, respectively, the Company had no VIEs. | |
The accompanying condensed consolidated financial statements include the accounts of the Company and the Operating Partnership. The Company consolidates real estate partnerships and other entities that are not VIEs when it owns, directly or indirectly, a majority voting interest in the entity or is otherwise able to control the entity. All intercompany balances and transactions have been eliminated in consolidation. The accompanying condensed consolidated financial statements have been prepared in accordance with GAAP. | |
Use of Estimates | |
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that may affect the reported amounts and disclosures in the financial statements. The Company’s estimates are inherently subjective in nature and actual results could differ from these estimates. | |
Reclassifications | |
Certain reclassifications have been made to amounts in prior period financial statements to conform to current period presentation. These reclassifications have not changed the results of operations or stockholders' equity. | |
Assets Held for Sale | |
The Company evaluates its long-lived assets on a regular basis to ensure the individual properties still meet its investment criteria. If the Company determines that an individual property no longer meets its investment criteria, a decision is made to dispose of the property. The property is subject to the Company’s impairment test and any losses are recognized immediately. The Company then markets the property for sale and classifies it as held for sale in the consolidated financial statements, with any material operations reported as discontinued operations. | |
The properties included in held for sale at September 30, 2014 did not have material leasing operations under the Company’s ownership. | |
For the three and nine months ended September 30, 2014, the Company recognized $197 and $591, respectively, in impairment charges and $84 and $31, respectively, in net gain on sales of assets, along with certain operating costs on properties held for sale. For the three and nine months ended September 30, 2013, the Company recognized $206 and $518, respectively, in impairment charges and $156 and $185, respectively, in net gain on sales of assets, along with certain operating costs on properties held for sale. These items are classified as other in the condensed consolidated statements of operations and comprehensive loss. | |
Rent and Other Receivables, Net | |
The Company maintains an allowance for doubtful accounts for estimated losses that may result from the failure of residents to make required rent or other payments. The Company estimates this allowance based on payment history and current occupancy status. The Company generally does not require collateral or other security from its residents, other than security deposits. If estimates of collectability differ from the cash received, the timing and amount of the Company’s reported net loss could be impacted. | |
At September 30, 2014, and December 31, 2013, the Company had $619 and $665, respectively, in gross rent receivables, and $77 and $228, respectively, in allowances for doubtful accounts classified as other assets on the condensed consolidated balance sheets. | |
Recent Accounting Pronouncements | |
Under the Jumpstart Our Business Startups Act (the "JOBS Act") the Company meets the definition of an “emerging growth company.” The Company has irrevocably elected to opt out of the extended transition period for complying with new or revised U.S. accounting standards pursuant to Section 107(b) of the JOBS Act. As a result, the Company will comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for non-emerging growth companies. | |
In April 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-08, which amends the definition of a discontinued operation in Codification Topic Presentation of Financial Statements (“ASC 205”) to change the criteria for reporting discontinued operations and enhance disclosure requirements. Under ASU No. 2014-08, only disposals representing a strategic shift that has (or will have) a major effect on an entity’s operations and financial results should be presented as discontinued operations. ASU No. 2014-08 is effective for interim or annual periods beginning on or after December 14, 2014, with early adoption permitted. The Company is currently assessing the impact, if any, the guidance will have upon adoption. | |
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which creates a new Topic, Accounting Standards Codification Topic 606. The standard is principle-based and provides a five-step model to determine when and how revenue is recognized. The core principle is that a company should recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. This standard is effective for interim or annual periods beginning after December 15, 2016 and allows for either full retrospective or modified retrospective adoption. Early adoption of this standard is not allowed. The Company is currently evaluating the impact the adoption of Topic 606 will have on its financial statements. | |
In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties About an Entity's Ability to Continue as a Going Concern, which amends ASC 205 to provide guidance around management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern and to provide related footnote disclosures. The new standard is effective for interim or annual periods beginning after December 15, 2016. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company's financial statements. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2014 | |
Debt Disclosure [Abstract] | ' |
Debt | ' |
Securitization Loan | |
On August 12, 2014, the Company completed a securitization transaction in which it received gross proceeds of $311,164, net of an original issue discount of $1,503 and before issuance costs and reserves described below (the "Securitization Transaction"). The Securitization Transaction involved the issuance and sale of single-family rental pass-through certificates that represent beneficial ownership interests in a loan secured by 3,084 single-family properties (the "Securitization Properties"). In the Securitization Transaction, the Company sold $312,667 of pass-through certificates, with a blended effective interest rate of the London Interbank Offered Rate ("LIBOR") plus 1.92%. The certificates were offered and sold under Rule 144A and Regulation S under the Securities Act of 1933, as amended. | |
As part of the Securitization Transaction, one of the Company's wholly-owned subsidiaries (the "Borrower") entered into a loan agreement (the "Securitization Loan"). The Securitization Loan has an initial term of two years, with three, 12-month extension options, resulting in a fully extended maturity date of September 9, 2019, and bears interest at a blended effective interest rate of LIBOR plus 1.92%, inclusive of the amortization of the original issue discount (described below), plus monthly servicing fees of 0.1355%. In connection with entering into the loan, the Company recorded $311,164 as securitization loan in the accompanying condensed consolidated balance sheets. The original issue discount (the difference between the $312,667 balance of certificates sold and the gross proceeds of $311,164) will be accreted and recognized to interest expense through the fully extended maturity date of September 9, 2019. In the three and nine months ended September 30, 2014, the Company incurred gross interest expense of $914, excluding amortization of the discount and deferred financing costs and before the effect of capitalizing interest related to property renovations. As of September 30, 2014, the loan had a weighted-average interest rate of 2.11%, which is inclusive of the monthly servicing fees, but excludes amortization of the discount. | |
All amounts outstanding under the Securitization Loan are secured by first priority mortgages on the Securitization Properties in addition to the equity interests in, and certain assets of, the Borrower. The amounts outstanding under the Securitization Loan and certain obligations contained therein are guaranteed by the Operating Partnership only in the case of certain bad acts (including bankruptcy) as outlined in the transaction documents. The Borrower and its immediate parent company are separate legal entities, but continue to be reported in the Company’s consolidated financial statements. As long as the Securitization Loan is outstanding, the assets of the Borrower and its immediate parent are not available to satisfy the debts and obligations of the Company or its other consolidated subsidiaries and the liabilities of the Borrower and its immediate parent are not liabilities of the Company or its other consolidated subsidiaries. The Company is permitted to receive distributions from the Borrower out of unrestricted cash as long as the Borrower is current with all payments and in compliance with all other obligations under the Securitization Loan. | |
The Securitization Loan provides for the restriction of cash whereby the Company must set aside funds for payment of property taxes, capital expenditures and other reserves associated with the Securitization Properties. As of September 30, 2014, the Company had $3,593 included in escrow deposits associated with the required reserves. The Securitization Loan does not contractually restrict the Company's ability to pay dividends but certain covenants contained therein may limit the amount of cash available for distribution. The Securitization Loan documents require the Company to maintain certain covenants, including a minimum debt yield on the Securitization Properties, and contain customary events of default for a loan of this type, including payment defaults, covenant defaults, breaches of representations and warranties, bankruptcy and insolvency, judgments, change of control and cross-default with certain other indebtedness. | |
The Company used $235,160 of the Securitization Loan proceeds to pay down the full balance of the Company's revolving credit facility (described below). Simultaneously, the Company reduced the size of the revolving credit facility from $350,000 to $200,000. As a result, the Company wrote off $1,058 of deferred financing fees and reclassified $480 from accumulated other comprehensive loss to interest expense due to hedge ineffectiveness in the associated interest rate cap agreements. The remaining proceeds will be used for working capital and other corporate purposes, including the acquisition, financing and renovation of properties. | |
Revolving Credit Facility | |
Certain of the Company's subsidiaries have a revolving credit facility with a syndicate of banks. On January 16, 2014, the revolving credit facility was amended to increase the borrowing capacity to $350,000 from $200,000. As noted above, in connection with the closing of the securitization transaction on August 12, 2014, the borrowing capacity of the revolving credit facility was reduced to $200,000 as of such date. The Company is able to draw up to 55% of the aggregate value of the eligible properties based on the lesser of (a) the third-party broker price opinion value or (b) the original purchase price plus certain renovation and other capitalized costs of the properties. The revolving credit facility matures on May 10, 2016 and bears interest at a varying rate of LIBOR plus 3.50% subject to a LIBOR floor of 0.5%. The Company is also required to pay a monthly fee on the unused portion of the revolving credit facility at a rate of 0.5% per annum, which began to accrue 90 days following the closing of the revolving credit facility. The revolving credit facility may be used for the acquisition, financing, and renovation of properties and other general purposes. As of September 30, 2014 and December 31, 2013, $0 and $164,825, respectively, was outstanding under the revolving credit facility. The weighted average interest rate on the revolving credit facility as of and for the three and nine months ended September 30, 2014 and September 30, 2013, was 4.0%. In the three and nine months ended September 30, 2014, the Company incurred $1,302 and $5,549, respectively, in gross interest expense on the revolving credit facility, excluding amortization of deferred financing costs and before the effect of capitalizing interest related to property renovations. In the three and nine months ended September 30, 2013, the Company incurred $1,209 and $1,504, respectively, in gross interest expense on the revolving credit facility, excluding amortization of deferred financing costs and before the effect of capitalizing interest related to property renovations. | |
All amounts outstanding under the revolving credit facility are collateralized by the equity interests and assets of certain of the Company’s subsidiaries ("pledged subsidiaries"), which exclude the Securitization Properties. The amounts outstanding under the revolving credit facility and certain obligations contained therein are guaranteed by the Company and the Operating Partnership only in the case of certain bad acts (including bankruptcy) and up to $20,000 for completion of certain property renovations, as outlined in the credit documents. | |
The pledged subsidiaries are separate legal entities, but continue to be reported in the Company’s consolidated financial statements. As long as the revolving credit facility is outstanding, the assets of the pledged subsidiaries are not available to satisfy the other debts and obligations of the pledged subsidiaries or the Company. However, the Company is permitted to receive distributions from the pledged subsidiaries as long as the Company and the pledged subsidiaries are current with all payments and in compliance with all other obligations under the revolving credit facility. | |
The revolving credit facility does not contractually restrict the Company’s ability to pay dividends but certain covenants contained therein may limit the amount of cash available for distribution. For example, in the final year of the revolving credit facility, all cash generated by the properties in the pledged subsidiaries must be used to pay down the principal amount outstanding under the revolving credit facility. The revolving credit facility requires the Company to meet certain quarterly financial tests pertaining to net worth, total liquidity, debt yield and debt service coverage ratios, as defined by the agreement. The Company must maintain, as defined by the agreement, total liquidity of $25,000 and a net worth of at least $125,000, as determined in accordance with the revolving credit facility agreement. As of September 30, 2014, and December 31, 2013, the Company was in compliance with all financial covenants. The revolving credit facility also provides for the restriction of cash whereby the Company must set aside funds for payment of insurance, property taxes and certain property operating and maintenance expenses associated with properties in the pledged subsidiaries' portfolios. As of September 30, 2014 and December 31, 2013, the Company had $5,498 and $12,216, respectively, included in escrow deposits associated with the required reserves. The agreement also contains customary events of default for a facility of this type, including payment defaults, covenant defaults, breaches of representations and warranties, bankruptcy and insolvency, judgments, change of control and cross-default with certain other indebtedness. | |
Deferred Financing Costs | |
Costs incurred in the placement of the Company’s debt are being amortized using the straight-line method, which approximates the effective interest method, over the terms of the related debt. Amortization of deferred financing costs is recorded as interest expense in the accompanying condensed consolidated statements of operations and comprehensive loss. | |
In connection with its Securitization Loan, the Company incurred deferred financing costs of $11,018 for the three and nine months ended September 30, 2014. The costs are being amortized through September 9, 2019, the fully extended maturity date of the Securitization Loan. Amortization of the deferred financing costs was $302 for the three and nine months ended September 30, 2014. The Company also incurred certain non-capitalizable costs related to the Securitization Transaction of $217 and $801 for the three and nine months ended September 30, 2014 related to personnel and other matters. | |
In connection with its revolving credit facility, the Company incurred deferred financing costs of $28 and $1,726, respectively, for the three and nine months ended September 30, 2014 and $382 and $3,965, respectively, for the three and nine months ended September 30, 2013. Amortization of the deferred financing costs was $345 and $1,313, respectively, for the three and nine months ended September 30, 2014 and $322 and $480, respectively, for the three and nine months ended September 30, 2013. | |
Interest Rate Cap Agreements | |
The variable rate of interest on the Company's debt exposes the Company to interest rate risk. The Company seeks to manage this risk through the use of interest rate cap agreements. | |
As of September 30, 2014, the Company held four interest rate cap agreements, including three interest rate cap agreements with an aggregate notional amount of $245,000 LIBOR caps of 3.00%, and termination dates of May 10, 2016 associated with the revolving credit facility, and one interest rate cap with a notional amount of $312,667, a LIBOR cap of 3.1085%, and a termination date of September 15, 2016 associated with the Securitization Loan. The first two interest rate cap agreements, with an aggregate notional amount of $170,000, were purchased in the third quarter of 2013, at an aggregate purchase price of $533. On February 5, 2014, the Company entered into a third interest rate cap agreement with a notional amount of $75,000 at a purchase price of $100. On August 6, 2014, the Company entered into the interest rate cap agreement associated with the Securitization Loan at a purchase price of $293. Portions of the purchase prices of the interest rate cap agreements, representing the premiums paid to enter into the contracts, were capitalized as deferred financing costs and are being amortized using the straight-line method over the terms of the related agreements. The Company determined that the interest rate caps qualify for hedge accounting and, therefore, designated the derivatives as cash flow hedges with future changes in fair value recognized through other comprehensive loss (see Note 7). Ineffectiveness is calculated as the amount by which the change in fair value of the derivatives exceeds the change in the fair value of the anticipated cash flows related to the revolving credit facility. | |
In connection with the pay-down of the revolving credit facility on August 12, 2014, the Company de-designated the interest rate cap agreements associated with the revolving credit facility as cash flow hedges and reclassified the balance of deferred losses, associated with the three interest rate cap agreements, in accumulated other comprehensive loss to earnings. | |
Capitalized Interest | |
The Company capitalizes interest for properties undergoing renovation activities. Capitalized interest totaled $251 and $497, respectively, for the three and nine months ended September 30, 2014 and $542 and $837, respectively, for the three and nine months ended September 30, 2013. |
Stockholders_Equity
Stockholders' Equity | 9 Months Ended | |||||
Sep. 30, 2014 | ||||||
Stockholders' Equity Note [Abstract] | ' | |||||
Stockholders' Equity | ' | |||||
Stockholders’ Equity | ||||||
Common Stock | ||||||
On December 19, 2012, the Company completed the Offering and raised approximately $228,517 in net proceeds through the issuance of 13,250,000 common shares. On January 7, 2013, the Company sold an additional 1,987,500 common shares and received net proceeds of approximately $34,388. | ||||||
On December 31, 2013, the Company redeemed all outstanding noncontrolling interest holders representing 27,459 common units in exchange for Company common shares, having a value of $487 (based on the value of the noncontrolling interests on such date). | ||||||
On July 1, 2013, the Company’s Board of Directors authorized the Company to repurchase up to 2,500,000 shares of its common stock through a share repurchase program. Shares may be repurchased from time to time through privately negotiated transactions or open market transactions, pursuant to a trading plan in accordance with Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended, or by any combination of such methods. The manner, price, number and timing of share repurchases will be subject to a variety of factors, including market conditions and applicable SEC rules. In the nine months ended September 30, 2014, 899,175 shares were repurchased by the Company under the program and retired for a total cost of $14,711, at an average purchase price of $16.36. | ||||||
In the nine months ended September 30, 2014, the Company issued, in aggregate, 59,154 shares of restricted common stock to certain officers and personnel of the Manager and the Manager's operating subsidiary. The average estimated fair value of these awards was $16.15 per share, based upon the closing price of the Company's stock on the grant dates. These awards will vest in three equal annual installments commencing on the date of the grant, as long as the individual to whom the award was made is an employee of the Company, the Manager or the Manager's operating subsidiary on the vesting date. Until the Internalization on September 30, 2014, the Company measured awards to employees of the Manager and the Manager's operating subsidiary at each reporting date based on the price of the Company's stock as of period end, in accordance with Codification Topic Equity ("ASC 505"). On the date of the Internalization, the employees of the Manager and the Manager's operating subsidiary became employees of the Company and the Company remeasured the awards to the respective employees as of such date in accordance with Codification Topic Compensation - Stock Compensation ("ASC 718"). The respective awards will not be subsequently remeasured and future awards to employees will be measured based on the price of the Company's stock as of the date of grant in accordance with ASC 718. All awards will continue to be amortized ratably over the applicable service periods. | ||||||
On May 21, 2014, the Company awarded each of its independent directors an equity retainer in the form of an award of restricted stock with a fair market value of $50 through the issuance of 15,995 total shares. This annual equity retainer for such independent directors will vest as to all of such shares on the earlier of (i) the one year anniversary of the date of grant and (ii) the date immediately preceding the date of the Company’s next annual meeting of stockholders, subject in each case, to the independent director’s continued service to the Company through the vesting date. | ||||||
On September 30, 2014, the Company issued 2,231,511 common units of the Operating Partnership to acquire the Manager (see Note 6). The equity positions of the holders of the common units of the Operating Partnership are collectively referred to as the "noncontrolling interests - Operating Partnership" and are reported on the condensed consolidated balance sheets within equity, separately from the Company's equity. The carrying value of the noncontrolling interests - Operating Partnership is allocated based on the number of noncontrolling interests - Operating Partnership units in total in proportion to the number of noncontrolling interests - Operating Partnership units in total plus the number of outstanding shares of the Company's common stock. | ||||||
Common Stock Dividends | ||||||
The following table presents cash dividends declared by the Company on its common stock since its formation: | ||||||
Declaration Date | Record Date | Payment Date | Cash Dividend | |||
per Share | ||||||
March 21, 2013 | April 1, 2013 | April 12, 2013 | $ | 0.01 | ||
June 20, 2013 | July 1, 2013 | July 12, 2013 | 0.01 | |||
September 19, 2013 | October 1, 2013 | October 11, 2013 | 0.01 | |||
December 19, 2013 | December 30, 2013 | January 10, 2014 | 0.01 | |||
March 13, 2014 | March 24, 2014 | April 4, 2014 | 0.03 | |||
June 19, 2014 | June 30, 2014 | July 11, 2014 | 0.03 | |||
September 4, 2014 | September 22, 2014 | October 3, 2014 | 0.04 | |||
Preferred Stock Dividends | ||||||
The following table presents cash dividends declared by the Company on its 10% cumulative redeemable preferred stock since its formation: | ||||||
Declaration Date | Payment Date | Cash Dividend | ||||
per Share | ||||||
March 21, 2013 | April 12, 2013 | $ | 31.39 | |||
June 26, 2013 | June 28, 2013 | 25 | ||||
September 19, 2013 | October 11, 2013 | 24.72 | ||||
January 1, 2014 | January 10, 2014 | 24.72 | ||||
April 2, 2014 | April 4, 2014 | 23.33 | ||||
June 25, 2014 | June 30, 2014 | 26.94 | ||||
October 3, 2014 | October 3, 2014 | 22.78 | ||||
The March 21, 2013 dividend declaration included amounts relating to the period from the date of the Company's formation through April 12, 2013. |
Earnings_Loss_Per_Share
Earnings (Loss) Per Share | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Earnings (Loss) Per Share | ' | |||||||||||||||
Earnings (Loss) Per Share | ||||||||||||||||
The following table presents a reconciliation of net loss attributable to common stockholders and shares used in calculating basic and diluted earnings (loss) per share ("EPS") for the three and nine months ended September 30, 2014 and 2013: | ||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Net loss attributable to controlling interests | $ | (44,870 | ) | $ | (6,357 | ) | $ | (54,205 | ) | $ | (19,476 | ) | ||||
Preferred stock distributions | (25 | ) | (25 | ) | (75 | ) | (75 | ) | ||||||||
Net loss attributable to common stockholders | $ | (44,895 | ) | $ | (6,382 | ) | $ | (54,280 | ) | $ | (19,551 | ) | ||||
Basic and diluted weighted average common shares outstanding | 38,315,231 | 39,095,200 | 38,440,421 | 39,198,239 | ||||||||||||
Net loss per common share - basic and diluted | $ | (1.17 | ) | $ | (0.16 | ) | $ | (1.41 | ) | $ | (0.50 | ) | ||||
A total of 2,231,511 and 27,459 common units were outstanding at September 30, 2014 and September 30, 2013, respectively, but have been excluded from the calculations of diluted EPS as their inclusion would not be dilutive. |
Related_Party_Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2014 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
Related Party Transactions | |
Management Internalization Transaction | |
On September 30, 2014, the Company closed the Internalization after receiving the required stockholder approval for the transaction. The Internalization was completed under the terms of a contribution agreement (the "Contribution Agreement") among the Company, Pine River Domestic Management L.P., Provident, the Manager, and the Operating Partnership, pursuant to which the Company acquired the Manager in exchange for 2,231,511 common units of the Operating Partnership. These common units are redeemable for cash or, at the Company's election, the Company's common shares on a one-for-one basis. | |
The Contribution Agreement included a net worth adjustment, payable in cash, in the event that the closing net worth of the Manager was greater or less than $0 after making an adjustment to exclude any liabilities for accrued bonus compensation payable to the Chief Executive Officer and personnel providing data analytics directly supporting the investment function of the Company. The Company settled the net worth adjustment on September 30, 2014 based on estimated amounts. The net worth adjustment is expected to be finalized in the fourth quarter of 2014 and any payment is expected to be de minimis. As a result of this transaction, as of September 30, 2014, the Company will no longer pay fees or expense reimbursements to the Manager or the Manager's operating subsidiary. | |
The Company recognized $39,179 in the third quarter of 2014 in connection with the Internalization, which is recorded as management internalization expense in the accompanying condensed consolidated statements of operations and comprehensive loss. The Internalization expense primarily consists of the issuance of the 2,231,511 common units of the Operating Partnership with a fair value of $36,173, based on the stock price on the date of closing of $16.21. The issuance of the common units was recognized as a one-time expense as it represented the cost of terminating the advisory management fee agreement. The remaining amounts in management internalization were attributable to transaction fees and expenses, and the assumption of certain liabilities in connection with the transaction. The Company acquired cash of $2,067 and other net liabilities of $2,067 in the transaction. | |
Upon Internalization, the Company assumed net operating losses of the Manager's operating subsidiary of $1,508, which expire through 2032. The Company recorded a deferred tax asset of $623, which is fully offset by a valuation allowance due to the uncertainty in forecasting future taxable income of this entity. The Company plans to elect to have this new entity be treated for tax purposes as a taxable REIT subsidiary. | |
Advisory Management Agreement | |
Prior to the Internalization, the Company and the Manager maintained an advisory management agreement whereby the Manager designed and implemented the Company’s business strategy and administered its business activities and day-to-day operations, subject to oversight by the Company’s board of directors. In exchange for these services, the Manager earned a fee equal to 1.5% per annum, or 0.375% per quarter, of the Company’s daily average fully diluted market capitalization, as defined by the management agreement, calculated and payable quarterly in arrears. The fee was reduced for the 5% property management fee (described below) received by the Manager’s operating subsidiary or its affiliates under the property management and acquisition services agreement. The Company also reimbursed the Manager for all expenses incurred on its behalf or otherwise in connection with the operation of its business, other than compensation for the Chief Executive Officer and personnel providing data analytics directly supporting the investment function. | |
As additional purchase price consideration in the Company's formation transactions, the Company was required to make additional payments to Two Harbors and the prior members of the Provident Entities, equal to 50% of the advisory management fee payable to the Manager, during the first year after the Offering (before adjustment for any property management fees received by the Manager’s operating subsidiary). These payments reduced the amount owed to the Manager on a dollar-for-dollar basis and thus had no net impact on expenditures of the Company. | |
During the three and nine months ended September 30, 2014, the Company expensed $2,251 and $6,621, respectively, in advisory management fees, net of the reduction for the 5% property management fee described below. During the three months ended September 30, 2013, the Company expensed $2,166 in advisory management fees, of which $982, $872, and $312 were payable to the Manager, Two Harbors and the prior members of the Provident Entities, respectively. During the nine months ended September 30, 2013, the Company expensed $7,596 in advisory management fees, of which $3,534, $2,991, and $1,071 were payable to the Manager, Two Harbors and the prior members of the Provident Entities, respectively. | |
As of September 30, 2014, the Company had settled the final advisory management fee payable and had $0 outstanding related to the advisory management fee. As of December 31, 2013, the Company had $1,181 outstanding and reflected in amounts due to the Manager and affiliates and $998 in amounts due to previous owners on the condensed consolidated balance sheets related to advisory fees expensed in the prior year. | |
The Company also reimbursed the Manager for certain general and administrative expenses, primarily related to employee compensation and certain office costs. Direct and allocated costs incurred by the Manager on behalf of the Company totaled $1,777 and $5,476 for the three and nine months ended September 30, 2014, respectively, and $978 and $2,797 for the three and nine months ended September 30, 2013, respectively. As of September 30, 2014 and December 31, 2013, the Company owed $0 and $1,480, respectively, for these costs which are included in amounts due to the Manager and affiliates on the condensed consolidated balance sheets. | |
Property Management and Acquisition Services Agreement | |
The Company and the Manager’s operating subsidiary maintain a property management and acquisition services agreement pursuant to which the Manager’s operating subsidiary acquires and manages single-family properties on the Company’s behalf. For these services, the Company reimburses the Manager’s operating subsidiary for all direct expenses incurred in the operation of its business, including the compensation of its employees. The Manager’s operating subsidiary also receives a property management fee equal to 5% of certain costs and expenses incurred by it in the operation of its business that are reimbursed by the Company. Prior to the Internalization, this 5% property management fee reduced the advisory management fee paid to the Manager on a dollar-for-dollar basis. Upon Internalization, the Manager's operating subsidiary performing these services was acquired. | |
During the three and nine months ended September 30, 2014, the Company incurred property management expense of $2,421 and $7,807, respectively. These amounts included direct expense reimbursements of $1,717 and $5,120, respectively, and the 5% property management fee of $97 and $288, respectively. The remaining amounts in property management fees of $607 and $2,399, respectively, were incurred to reimburse the Manager’s operating subsidiary for direct property management type expenses such as stock compensation to employees dedicated to property management and payments due directly to third-party property managers. In addition, the Company incurred charges with the Manager’s operating subsidiary of $220 and $608, respectively, in acquisitions and renovation fees, which the Company capitalized as part of property acquisition and renovation costs and $0 and $11, respectively, for leasing services, which are reflected as other assets and are being amortized over the life of the leases (typically one year or less). | |
During the three and nine months ended September 30, 2013, the Company incurred property management expense of $3,675 and $9,173, respectively. These amounts included direct expense reimbursements of $2,803 and $7,083, respectively, and the 5% property management fee of $202 and $529, respectively. The remaining amounts in property management fees of $670 and $1,561, respectively, were incurred to reimburse the Manager's operating subsidiary for expenses payable to third-party property managers and direct property management type expenses such as stock compensation to employees dedicated to property management. In addition, the Company incurred charges with the Manager's operating subsidiary of $1,209 and $3,852, respectively, in acquisitions and renovation fees, which the Company capitalized as part of property acquisition and renovation costs and $70 and $170, respectively, for leasing services, which are reflected as other assets and amortized over the life of the leases. | |
As of September 30, 2014 and December 31, 2013, the Company owed $0 and $4,205, respectively, for these services which are included in amounts due to the Manager and affiliates on the condensed consolidated balance sheets. | |
In June 2014, the Manager's operating subsidiary acquired the Company's third-party property manager in Tampa, who provided services exclusively to the Company, for $775. No significant assets or liabilities were acquired or assumed as part of the transaction and the payment was recorded as a one-time general and administrative expense. |
Fair_Value
Fair Value | 9 Months Ended | ||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||
Fair Value | ' | ||||||||||||||||||
Fair Value | |||||||||||||||||||
Codification Topic Fair Value Measurements and Disclosures (“ASC 820”) established a three level valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels are defined as follows: | |||||||||||||||||||
Level 1 — Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. | |||||||||||||||||||
Level 2 — Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. | |||||||||||||||||||
Level 3 — Inputs to the valuation methodology are unobservable and significant to the fair value measurement. | |||||||||||||||||||
Recurring Fair Value | |||||||||||||||||||
The Company uses interest rate cap agreements to manage its exposure to interest rate risk (refer to Note 3). The interest rate cap agreements are valued using models developed by the respective counterparty that use as their basis readily observable market parameters (such as forward yield curves). | |||||||||||||||||||
The following tables provide a summary of the aggregate fair value measurements for the interest rate cap agreements and the location within the condensed consolidated balance sheets at September 30, 2014 and December 31, 2013, respectively: | |||||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||||
Description | Balance Sheet Location | September 30, 2014 | Quoted Prices (Unadjusted) for Identical Assets/Liabilities | Quoted Prices for Similar Assets and Liabilities in Active Markets | Significant Unobservable Inputs | ||||||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||||||||||
Interest Rate Caps | Other Assets | $ | 141 | $ | — | $ | 141 | $ | — | ||||||||||
(cash flow hedges) | |||||||||||||||||||
Interest Rate Caps | Other Assets | 42 | — | 42 | — | ||||||||||||||
(not designated as hedging instruments) | |||||||||||||||||||
Total | $ | 183 | $ | — | $ | 183 | $ | — | |||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||||
Description | Balance Sheet Location | December 31, 2013 | Quoted Prices (Unadjusted) for Identical Assets/Liabilities | Quoted Prices for Similar Assets and Liabilities in Active Markets | Significant Unobservable Inputs | ||||||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||||||||||
Interest Rate Caps | Other Assets | $ | 214 | $ | — | $ | 214 | $ | — | ||||||||||
(cash flow hedges) | |||||||||||||||||||
The following table provides a summary of the effect of cash flow hedges on the Company's condensed consolidated statements of operations and comprehensive loss for the nine months ended September 30, 2014: | |||||||||||||||||||
Effective Portion | Ineffective Portion | ||||||||||||||||||
Type of Cash Flow Hedge | Amount of Gain/(Loss) Recognized in Other Comprehensive Loss on Derivative | Location of Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income | Amount of Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income | Location of Gain/(Loss) Recognized in Income on Derivative | Amount of Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income | ||||||||||||||
Interest Rate Caps | $ | (208 | ) | Interest Expense | $ | (1 | ) | Interest Expense | $ | (480 | ) | ||||||||
The following table provides a summary of the effect of cash flow hedges on the Company's condensed consolidated statements of operations and comprehensive loss for the nine months ended September 30, 2013: | |||||||||||||||||||
Effective Portion | Ineffective Portion | ||||||||||||||||||
Type of Cash Flow Hedge | Amount of Gain/(Loss) Recognized in Other Comprehensive Loss on Derivative | Location of Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income | Amount of Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income | Location of Gain/(Loss) Recognized in Income on Derivative | Amount of Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income | ||||||||||||||
Interest Rate Caps | $ | (243 | ) | Interest Expense | $ | — | N/A | $ | — | ||||||||||
As of September 30, 2014 and December 31, 2013, there were $3 and $276, respectively, in deferred losses in accumulated other comprehensive loss related to interest rate cap agreements. The Company expects to recognize $1 in interest expense during the twelve months ending September 30, 2015, pertaining only to the interest rate cap agreement associated with the Securitization Loan, which will be reclassified out of accumulated other comprehensive loss in accordance with the amortization schedule established upon designation of the interest rate cap as a cash flow hedge. All deferred losses in accumulated other comprehensive loss pertaining to the three interest rate caps associated with the revolving credit facility were recognized to income in the third quarter of 2014, in connection with the pay down of the revolving credit facility. | |||||||||||||||||||
Nonrecurring Fair Value | |||||||||||||||||||
For long-lived assets held for sale, an impairment loss is recognized when the estimated fair value of the asset, less the estimated cost to sell, is less than the carrying amount of the asset at the time the Company has determined to sell the asset. Assets held for sale are valued based on comparable sales data, less estimates of third-party broker commissions, which are gathered from the markets (see Note 2). These impairment measurements constitute nonrecurring fair value measures under ASC 820 and the inputs are characterized as Level 2. | |||||||||||||||||||
Fair Value of Other Financial Instruments | |||||||||||||||||||
In accordance with ASC 820, the Company is required to disclose the fair value of financial instruments, both assets and liabilities recognized and not recognized in the condensed consolidated balance sheets, for which fair value can be estimated. The following describes the Company’s methods for estimating the fair value for financial instruments. Descriptions are not provided for those items that have zero balances as of September 30, 2014. | |||||||||||||||||||
• | Cash and cash equivalents, escrow deposits, resident prepaid rent and security deposits, resident rent receivable (included in other assets), accounts payable, and accrued property expenses have carrying values which approximate fair value because of the short-term nature of these instruments. The Company categorizes the fair value measurement of these assets and liabilities as Level 1. | ||||||||||||||||||
• | The Company’s Securitization Loan and revolving credit facility have floating interest rates based on an index plus a spread and the credit spreads are consistent with those demanded in the market for facilities with similar risk and maturities. Accordingly, the interest rates on these borrowings are at market and thus the carrying values of the debt approximate fair value. The Company categorizes the fair value measurement of these liabilities as Level 2. | ||||||||||||||||||
• | The Company’s 10% cumulative redeemable preferred stock had a fair value which approximates its liquidation value at September 30, 2014 and December 31, 2013. The Company categorizes the fair value measurement of this instrument as Level 2. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
Commitments and Contingencies | ' | ||||
Commitments and Contingencies | |||||
Concentrations | |||||
As of September 30, 2014, approximately 54% of the Company’s properties were located in Phoenix, AZ, Tampa, FL, and Atlanta, GA, which exposes the Company to greater economic risks than if the Company owned a more geographically dispersed portfolio. | |||||
Resident Security Deposits | |||||
As of September 30, 2014, the Company had $8,125 in resident security deposits. Security deposits are refundable, net of any outstanding charges and fees, upon expiration of the underlying lease. | |||||
Earnest Deposits | |||||
Escrow deposits include non-refundable cash or earnest deposits for the purchase of properties. As of September 30, 2014, the Company had earnest deposits for property purchases of $1,364. As of September 30, 2014, for properties acquired through individual broker transactions which involve submitting a purchase offer, the Company had offers accepted to purchase residential properties for an aggregate amount of $25,816. However, not all of these properties are certain to be acquired because properties may fall out of escrow through the closing process for various reasons and the escrow deposits may be lost. Lost escrow deposits are included in other on the condensed consolidated statements of operations and comprehensive loss. | |||||
Operating Leases | |||||
Upon Internalization, the Company assumed certain commitments that were previously that of the Manager or the Manager’s operating subsidiary. The Company leases certain office facilities under operating leases, some of which include rent payment escalation clauses, with lease terms ranging from one to five years. In addition to minimum lease payments, some of the Company's office facility leases require payment of a proportionate share of fees and taxes and building operating expenses. | |||||
A schedule of future minimum lease payments under non-cancelable operating leases for the twelve months ending September 30, in the respective years, is as follows: | |||||
2015 | $ | 482 | |||
2016 | 407 | ||||
2017 | 151 | ||||
2018 | 155 | ||||
2019 | 146 | ||||
Total | $ | 1,341 | |||
Legal and Regulatory | |||||
From time to time, the Company is subject to potential liability under laws and government regulations and various claims and legal actions arising in the ordinary course of the Company's business. Liabilities are established for legal claims when payments associated with the claims become probable and the costs can be reasonably estimated. The actual costs of resolving legal claims may be substantially higher or lower than the amounts established for those claims. Based on information currently available, management is not aware of any legal or regulatory claims that would have a material effect on the Company's condensed consolidated financial statements and, therefore, no accrual has been recorded as of September 30, 2014. |
Basis_of_Presentation_and_Sign1
Basis of Presentation and Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2014 | |
Basis of Presentation and Significant Accounting Policies | ' |
Consolidation and Basis of Presentation | ' |
Consolidation and Basis of Presentation | |
The interim unaudited condensed consolidated financial statements of the Company have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles ("GAAP"), have been condensed or omitted according to such SEC rules and regulations. Management believes, however, that the disclosures included in these interim condensed consolidated financial statements are adequate to make the information presented not misleading. The accompanying condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. In the opinion of management, all normal and recurring adjustments necessary to present fairly the financial condition of the Company at September 30, 2014 and results of operations for all periods presented have been made. The results of operations for the three and nine months ended September 30, 2014, may not be indicative of the results for a full year. | |
Variable Interest Entities | ' |
GAAP requires the Company to identify entities for which control is achieved through means other than voting rights and to determine which business enterprise is the primary beneficiary of variable interest entities (“VIEs”). A VIE is broadly defined as an entity with one or more of the following characteristics: (a) the total equity investment at risk is insufficient to finance the entity’s activities without additional subordinated financial support; (b) as a group, the holders of the equity investment at risk lack (i) the ability to make decisions about the entity’s activities through voting or similar rights, (ii) the obligation to absorb the expected losses of the entity, or (iii) the right to receive the expected residual returns of the entity; or (c) the equity investors have voting rights that are not proportional to their economic interests, and substantially all of the entity’s activities either involve, or are conducted on behalf of, an investor that has disproportionately few voting rights. The Company consolidates its investment in a VIE when it determines that it is its primary beneficiary. The Company may change its original assessment of a VIE upon subsequent events such as the modification of contractual arrangements that affects the characteristics or adequacy of the entity’s equity investments at risk and the disposition of all or a portion of an interest held by the primary beneficiary. | |
The Company identifies the primary beneficiary of a VIE as the enterprise that has both: (i) the power to direct the activities of the VIE that most significantly impact the entity’s economic performance; and (ii) the obligation to absorb losses or the right to receive benefits of the VIE that could be significant to the entity. The Company performs this analysis on an ongoing basis. As of September 30, 2014 and December 31, 2013, respectively, the Company had no VIEs. | |
Principles of Consolidation | ' |
The accompanying condensed consolidated financial statements include the accounts of the Company and the Operating Partnership. The Company consolidates real estate partnerships and other entities that are not VIEs when it owns, directly or indirectly, a majority voting interest in the entity or is otherwise able to control the entity. All intercompany balances and transactions have been eliminated in consolidation. The accompanying condensed consolidated financial statements have been prepared in accordance with GAAP. | |
Use of Estimates | ' |
Use of Estimates | |
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that may affect the reported amounts and disclosures in the financial statements. The Company’s estimates are inherently subjective in nature and actual results could differ from these estimates. | |
Reclassifications | ' |
Reclassifications | |
Certain reclassifications have been made to amounts in prior period financial statements to conform to current period presentation. These reclassifications have not changed the results of operations or stockholders' equity. | |
Assets Held for Sale | ' |
Assets Held for Sale | |
The Company evaluates its long-lived assets on a regular basis to ensure the individual properties still meet its investment criteria. If the Company determines that an individual property no longer meets its investment criteria, a decision is made to dispose of the property. The property is subject to the Company’s impairment test and any losses are recognized immediately. The Company then markets the property for sale and classifies it as held for sale in the consolidated financial statements, with any material operations reported as discontinued operations. | |
The properties included in held for sale at September 30, 2014 did not have material leasing operations under the Company’s ownership. | |
For the three and nine months ended September 30, 2014, the Company recognized $197 and $591, respectively, in impairment charges and $84 and $31, respectively, in net gain on sales of assets, along with certain operating costs on properties held for sale. For the three and nine months ended September 30, 2013, the Company recognized $206 and $518, respectively, in impairment charges and $156 and $185, respectively, in net gain on sales of assets, along with certain operating costs on properties held for sale. These items are classified as other in the condensed consolidated statements of operations and comprehensive loss. | |
Rent and Other Receivables, Net | ' |
Rent and Other Receivables, Net | |
The Company maintains an allowance for doubtful accounts for estimated losses that may result from the failure of residents to make required rent or other payments. The Company estimates this allowance based on payment history and current occupancy status. The Company generally does not require collateral or other security from its residents, other than security deposits. If estimates of collectability differ from the cash received, the timing and amount of the Company’s reported net loss could be impacted. | |
At September 30, 2014, and December 31, 2013, the Company had $619 and $665, respectively, in gross rent receivables, and $77 and $228, respectively, in allowances for doubtful accounts classified as other assets on the condensed consolidated balance sheets. | |
Recent Accounting Pronouncements | ' |
Recent Accounting Pronouncements | |
Under the Jumpstart Our Business Startups Act (the "JOBS Act") the Company meets the definition of an “emerging growth company.” The Company has irrevocably elected to opt out of the extended transition period for complying with new or revised U.S. accounting standards pursuant to Section 107(b) of the JOBS Act. As a result, the Company will comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for non-emerging growth companies. | |
In April 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-08, which amends the definition of a discontinued operation in Codification Topic Presentation of Financial Statements (“ASC 205”) to change the criteria for reporting discontinued operations and enhance disclosure requirements. Under ASU No. 2014-08, only disposals representing a strategic shift that has (or will have) a major effect on an entity’s operations and financial results should be presented as discontinued operations. ASU No. 2014-08 is effective for interim or annual periods beginning on or after December 14, 2014, with early adoption permitted. The Company is currently assessing the impact, if any, the guidance will have upon adoption. | |
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which creates a new Topic, Accounting Standards Codification Topic 606. The standard is principle-based and provides a five-step model to determine when and how revenue is recognized. The core principle is that a company should recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. This standard is effective for interim or annual periods beginning after December 15, 2016 and allows for either full retrospective or modified retrospective adoption. Early adoption of this standard is not allowed. The Company is currently evaluating the impact the adoption of Topic 606 will have on its financial statements. | |
In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties About an Entity's Ability to Continue as a Going Concern, which amends ASC 205 to provide guidance around management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern and to provide related footnote disclosures. The new standard is effective for interim or annual periods beginning after December 15, 2016. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company's financial statements. |
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 9 Months Ended | |||||
Sep. 30, 2014 | ||||||
Common Stock Dividends | ' | |||||
Stockholders' equity | ' | |||||
Schedule of cash dividends declared by the Company since its formation | ' | |||||
Declaration Date | Record Date | Payment Date | Cash Dividend | |||
per Share | ||||||
March 21, 2013 | April 1, 2013 | April 12, 2013 | $ | 0.01 | ||
June 20, 2013 | July 1, 2013 | July 12, 2013 | 0.01 | |||
September 19, 2013 | October 1, 2013 | October 11, 2013 | 0.01 | |||
December 19, 2013 | December 30, 2013 | January 10, 2014 | 0.01 | |||
March 13, 2014 | March 24, 2014 | April 4, 2014 | 0.03 | |||
June 19, 2014 | June 30, 2014 | July 11, 2014 | 0.03 | |||
September 4, 2014 | September 22, 2014 | October 3, 2014 | 0.04 | |||
Preferred Stock Dividends | ' | |||||
Stockholders' equity | ' | |||||
Schedule of cash dividends declared by the Company since its formation | ' | |||||
Declaration Date | Payment Date | Cash Dividend | ||||
per Share | ||||||
March 21, 2013 | April 12, 2013 | $ | 31.39 | |||
June 26, 2013 | June 28, 2013 | 25 | ||||
September 19, 2013 | October 11, 2013 | 24.72 | ||||
January 1, 2014 | January 10, 2014 | 24.72 | ||||
April 2, 2014 | April 4, 2014 | 23.33 | ||||
June 25, 2014 | June 30, 2014 | 26.94 | ||||
October 3, 2014 | October 3, 2014 | 22.78 | ||||
Earnings_Loss_Per_Share_Tables
Earnings (Loss) Per Share (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Summary of elements used in calculating basic and diluted EPS computations | ' | |||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Net loss attributable to controlling interests | $ | (44,870 | ) | $ | (6,357 | ) | $ | (54,205 | ) | $ | (19,476 | ) | ||||
Preferred stock distributions | (25 | ) | (25 | ) | (75 | ) | (75 | ) | ||||||||
Net loss attributable to common stockholders | $ | (44,895 | ) | $ | (6,382 | ) | $ | (54,280 | ) | $ | (19,551 | ) | ||||
Basic and diluted weighted average common shares outstanding | 38,315,231 | 39,095,200 | 38,440,421 | 39,198,239 | ||||||||||||
Net loss per common share - basic and diluted | $ | (1.17 | ) | $ | (0.16 | ) | $ | (1.41 | ) | $ | (0.50 | ) |
Fair_Value_Tables
Fair Value (Tables) | 9 Months Ended | ||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||||
Fair value measurements for interest rate cap agreements and location within condensed consolidated balance sheets | ' | ||||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||||
Description | Balance Sheet Location | September 30, 2014 | Quoted Prices (Unadjusted) for Identical Assets/Liabilities | Quoted Prices for Similar Assets and Liabilities in Active Markets | Significant Unobservable Inputs | ||||||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||||||||||
Interest Rate Caps | Other Assets | $ | 141 | $ | — | $ | 141 | $ | — | ||||||||||
(cash flow hedges) | |||||||||||||||||||
Interest Rate Caps | Other Assets | 42 | — | 42 | — | ||||||||||||||
(not designated as hedging instruments) | |||||||||||||||||||
Total | $ | 183 | $ | — | $ | 183 | $ | — | |||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||||
Description | Balance Sheet Location | December 31, 2013 | Quoted Prices (Unadjusted) for Identical Assets/Liabilities | Quoted Prices for Similar Assets and Liabilities in Active Markets | Significant Unobservable Inputs | ||||||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||||||||||
Interest Rate Caps | Other Assets | $ | 214 | $ | — | $ | 214 | $ | — | ||||||||||
(cash flow hedges) | |||||||||||||||||||
Summary of effect of cash flow hedges | ' | ||||||||||||||||||
The following table provides a summary of the effect of cash flow hedges on the Company's condensed consolidated statements of operations and comprehensive loss for the nine months ended September 30, 2014: | |||||||||||||||||||
Effective Portion | Ineffective Portion | ||||||||||||||||||
Type of Cash Flow Hedge | Amount of Gain/(Loss) Recognized in Other Comprehensive Loss on Derivative | Location of Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income | Amount of Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income | Location of Gain/(Loss) Recognized in Income on Derivative | Amount of Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income | ||||||||||||||
Interest Rate Caps | $ | (208 | ) | Interest Expense | $ | (1 | ) | Interest Expense | $ | (480 | ) | ||||||||
The following table provides a summary of the effect of cash flow hedges on the Company's condensed consolidated statements of operations and comprehensive loss for the nine months ended September 30, 2013: | |||||||||||||||||||
Effective Portion | Ineffective Portion | ||||||||||||||||||
Type of Cash Flow Hedge | Amount of Gain/(Loss) Recognized in Other Comprehensive Loss on Derivative | Location of Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income | Amount of Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income | Location of Gain/(Loss) Recognized in Income on Derivative | Amount of Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income | ||||||||||||||
Interest Rate Caps | $ | (243 | ) | Interest Expense | $ | — | N/A | $ | — | ||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
Schedule of future minimum operating lease payments | ' | ||||
2015 | $ | 482 | |||
2016 | 407 | ||||
2017 | 151 | ||||
2018 | 155 | ||||
2019 | 146 | ||||
Total | $ | 1,341 | |||
Organization_and_Operations_De
Organization and Operations (Details) | Sep. 30, 2014 | Dec. 19, 2012 | Sep. 30, 2014 |
employee | Provident Real Estate Advisors LLC | Silver Bay Operating Partnership L.P. | |
property | property | ||
Organization and operations | ' | ' | ' |
Number of single-family properties owned | 6,320 | 881 | ' |
Direct and indirect partnership interests in Operating Partnership | ' | ' | 94.40% |
Number of employees | 0 | ' | ' |
Basis_of_Presentation_and_Sign2
Basis of Presentation and Significant Accounting Policies (Details) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Basis of Presentation and Significant Accounting Policies | ' | ' | ' | ' | ' |
Variable interest entity flag | 'No | ' | ' | 'No | ' |
Assets Held for Sale | ' | ' | ' | ' | ' |
Impairment charges | ' | $197 | $206 | $591 | $518 |
Net gain on sales of assets | ' | 84 | 156 | 31 | 185 |
Rent and Other Receivables, Net | ' | ' | ' | ' | ' |
Gross rent receivables | 665 | 619 | ' | 619 | ' |
Allowances for doubtful accounts | $228 | $77 | ' | $77 | ' |
Debt_Details
Debt (Details) (USD $) | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 | Aug. 12, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Aug. 12, 2014 | Sep. 30, 2014 | Jan. 16, 2014 | Jan. 15, 2014 | Aug. 12, 2014 |
Secured Debt | Secured Debt | Secured Debt | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Interest Rate Cap | |||
Cash Flow Hedging | ||||||||||
Revolving Credit Facility | ||||||||||
Securitization Loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross proceeds from securitization transaction | $311,164 | ' | $311,164 | ' | ' | ' | ' | ' | ' | ' |
Original issue discount | ' | ' | 1,503 | ' | ' | ' | ' | ' | ' | ' |
Number of single-family properties pledged as security | ' | ' | 3,084 | ' | ' | ' | ' | ' | ' | ' |
Face amount of debt instrument | ' | ' | 312,667 | ' | ' | 200,000 | ' | 350,000 | 200,000 | ' |
Variable interest rate basis | ' | ' | 'LIBOR | ' | ' | ' | 'LIBOR | ' | ' | ' |
Interest rate margin (as a percent) | ' | ' | 1.92% | ' | ' | ' | 3.50% | ' | ' | ' |
Term of debt instrument | ' | ' | '2 years | ' | ' | ' | ' | ' | ' | ' |
Number of extension options | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' |
Monthly servicing fees (as a percent) | ' | ' | 0.14% | ' | ' | ' | ' | ' | ' | ' |
Gross interest expense | ' | ' | ' | 914 | 914 | ' | ' | ' | ' | ' |
Weighted average interest rate at period end excluding discount (as a percent) | ' | ' | ' | 2.11% | 2.11% | ' | ' | ' | ' | ' |
Escrow deposits associated with required reserves | 20,167 | 24,461 | ' | 3,593 | 3,593 | ' | ' | ' | ' | ' |
Paydown of revolving credit facility | 235,508 | ' | 235,160 | ' | ' | ' | ' | ' | ' | ' |
Write off of deferred financing fees | ' | ' | ' | ' | ' | 1,058 | ' | ' | ' | ' |
Reclassification from accumulated other comprehensive loss to interest expense | $481 | ' | ' | ' | ' | ' | ' | ' | ' | $480 |
Debt_Details_2
Debt (Details 2) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Aug. 12, 2014 | Jan. 16, 2014 | Jan. 15, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Aug. 12, 2014 |
In Thousands, unless otherwise specified | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Secured Debt | ||
Company and Operating Partnership | Minimum | ||||||||||||
Revolving Credit Facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Face amount of debt instrument | ' | ' | ' | ' | ' | ' | $200,000 | $350,000 | $200,000 | ' | ' | ' | $312,667 |
Maximum amount allowed to be drawn under credit facility as a percentage of aggregate value of eligible properties | ' | ' | ' | ' | 55.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Variable interest rate basis | ' | ' | ' | ' | 'LIBOR | ' | ' | ' | ' | ' | ' | ' | 'LIBOR |
Interest rate margin (as a percent) | ' | ' | ' | ' | 3.50% | ' | ' | ' | ' | ' | ' | ' | 1.92% |
Interest rate, variable interest rate floor (as a percent) | ' | ' | 0.50% | ' | 0.50% | ' | ' | ' | ' | ' | ' | ' | ' |
Monthly fee on the unused portion of the credit facility (as a percent) | ' | ' | ' | ' | 0.50% | ' | ' | ' | ' | ' | ' | ' | ' |
Period of accrual from closing of credit facility to pay monthly fee on unused portion of credit facility | ' | ' | ' | ' | '90 days | ' | ' | ' | ' | ' | ' | ' | ' |
Amount outstanding under the credit facility | ' | 164,825 | 0 | ' | 0 | ' | ' | ' | ' | 164,825 | ' | ' | ' |
Weighted average interest rate at period end (as a percent) | ' | ' | 4.00% | 4.00% | 4.00% | 4.00% | ' | ' | ' | ' | ' | ' | ' |
Weighted average interest rate (as a percent) | ' | ' | 4.00% | 4.00% | 4.00% | 4.00% | ' | ' | ' | ' | ' | ' | ' |
Gross interest expense | ' | ' | 1,302 | 1,209 | 5,549 | 1,504 | ' | ' | ' | ' | ' | ' | ' |
Maximum amount guaranteed for completion of certain property renovations | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,000 | ' | ' |
Total liquidity to be maintained as defined by the agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25,000 | ' |
Net worth to be maintained as defined by the agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 125,000 | ' |
Escrow deposits | ' | ' | $5,498 | ' | $5,498 | ' | ' | ' | ' | $12,216 | ' | ' | ' |
Debt_Details_3
Debt (Details 3) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Secured Debt | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' |
Deferred finance costs | $11,018 | ' | $11,018 | ' |
Amortization of deferred financing costs | 302 | ' | 302 | ' |
Non-capitalizable costs | 217 | ' | 801 | ' |
Revolving Credit Facility | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' |
Amortization of deferred financing costs | 345 | 322 | 1,313 | 480 |
Deferred financing costs incurred | $28 | $382 | $1,726 | $3,965 |
Debt_Details_4
Debt (Details 4) (USD $) | 9 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | ||||||||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Feb. 05, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Aug. 06, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 |
agreement | Revolving Credit Facility | Revolving Credit Facility | Securitization loan | Interest rate caps | Interest rate caps | Interest rate caps | Interest rate caps | Interest rate caps | London Interbank Offered Rate (LIBOR) | London Interbank Offered Rate (LIBOR) | ||
agreement | agreement | agreement | Revolving Credit Facility | Revolving Credit Facility | Revolving Credit Facility | Securitization loan | Securitization loan | Interest rate caps | Interest rate caps | |||
Revolving Credit Facility | Securitization loan | |||||||||||
Interest Rate Cap Agreements | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of interest rate cap agreements | 4 | ' | 3 | 2 | 1 | ' | ' | ' | ' | ' | ' | ' |
Aggregate notional amount | ' | ' | ' | ' | ' | $75,000 | $170,000 | $245,000 | ' | $312,667 | ' | ' |
Interest rate cap | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | 3.11% |
Aggregate purchase price | $393 | $533 | ' | ' | ' | $100 | $533 | ' | $293 | ' | ' | ' |
Debt_Details_5
Debt (Details 5) (Revolving Credit Facility, USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Revolving Credit Facility | ' | ' | ' | ' |
Capitalized Interest | ' | ' | ' | ' |
Capitalized interest | $251 | $542 | $497 | $837 |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 0 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Jan. 07, 2013 | Dec. 19, 2012 | Sep. 30, 2014 |
Silver Bay Operating Partnership L.P. | ||||
Stock redemption | ' | ' | ' | ' |
Conversion of Operating Partnership units into common shares (in shares) | 27,459 | ' | ' | ' |
Redemption value | $487 | ' | ' | ' |
Common Stock | ' | ' | ' | ' |
Net proceeds from the Offering | ' | ' | 228,517 | ' |
Common stock issued (in shares) | ' | 1,987,500 | 13,250,000 | ' |
Net proceeds from issuance of common stock | ' | $34,388 | ' | ' |
Acquisition Of Manager [Abstract] | ' | ' | ' | ' |
Number of common units issued to acquire Manager | ' | ' | ' | 2,231,511 |
Stockholders_Equity_Details_2
Stockholders' Equity (Details 2) (USD $) | 9 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Jul. 02, 2013 |
Share Repurchase Plan | ' | ' |
Average purchase price (in dollars per share) | $16.21 | ' |
Share repurchase program | ' | ' |
Share Repurchase Plan | ' | ' |
Number of shares authorized to be repurchased (in shares) | ' | 2,500,000 |
Number of shares repurchased (in shares) | 899,175 | ' |
Value of shares repurchased | $14,711 | ' |
Average purchase price (in dollars per share) | $16.36 | ' |
Stockholders_Equity_Details_3
Stockholders' Equity (Details 3) (Equity incentive plan, Restricted common stock, USD $) | 9 Months Ended | 0 Months Ended |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | 21-May-14 |
Certain personnel of the entity's Manager or the Manager's operating subsidiary | Director | |
installment | ||
Equity incentive plan | ' | ' |
Total number of shares issued (in shares) | 59,154 | ' |
Estimated fair value of awards on grant date (in dollars per share) | $16.15 | ' |
Number of annual installments in which grants will vest | 3 | ' |
Fair market value of equity retainer | ' | $50 |
Total shares issued for equity retainer (in shares) | ' | 15,995 |
Maximum vesting term for equity retainer | ' | '1 year |
Stockholders_Equity_Details_4
Stockholders' Equity (Details 4) (USD $) | 0 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||||||||||
Sep. 04, 2014 | Jul. 11, 2014 | Jun. 30, 2014 | Jun. 25, 2014 | Jun. 19, 2014 | Apr. 04, 2014 | Apr. 02, 2014 | Mar. 13, 2014 | Jan. 10, 2014 | Dec. 19, 2013 | Oct. 11, 2013 | Sep. 19, 2013 | Jul. 12, 2013 | Jun. 28, 2013 | Jun. 26, 2013 | Jun. 20, 2013 | Apr. 12, 2013 | Mar. 21, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Oct. 03, 2014 | |
Subsequent Event | |||||||||||||||||||||
Common and Preferred Stock Dividends | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash dividend per share declared, common stock (in dollars per share) | $0.04 | ' | ' | ' | $0.03 | ' | ' | $0.03 | ' | $0.01 | ' | $0.01 | ' | ' | ' | $0.01 | ' | $0.01 | ' | ' | ' |
Cash dividend per share paid, common stock (in dollars per share) | ' | $0.03 | ' | ' | ' | $0.03 | ' | ' | $0.01 | ' | $0.01 | ' | $0.01 | ' | ' | ' | $0.01 | ' | ' | ' | $0.04 |
Cumulative redeemable preferred stock, stated dividend rate percentage (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | 10.00% | ' |
Cash dividend per share declared, preferred stock (in dollars per share) | $22.78 | ' | ' | $26.94 | ' | ' | $23.33 | ' | ' | $24.72 | ' | $24.72 | ' | ' | $25 | ' | ' | $31.39 | ' | ' | ' |
Cash dividend per share paid, preferred stock (in dollars per share) | ' | ' | $26.94 | ' | ' | $23.33 | ' | ' | $24.72 | ' | $24.72 | ' | ' | $25 | ' | ' | $31.39 | ' | ' | ' | $22.78 |
Earnings_Loss_Per_Share_Detail
Earnings (Loss) Per Share (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Calculation of basic and diluted earnings (loss) per share | ' | ' | ' | ' |
Net loss attributable to controlling interests | ($44,870) | ($6,357) | ($54,205) | ($19,476) |
Preferred stock distributions | -25 | -25 | -75 | -75 |
Net loss attributable to common stockholders | ($44,895) | ($6,382) | ($54,280) | ($19,551) |
Basic and diluted weighted average common shares outstanding | 38,315,231 | 39,095,200 | 38,440,421 | 39,198,239 |
Net loss per common share - basic and diluted (in dollars per share) | ($1.17) | ($0.16) | ($1.41) | ($0.50) |
Number of common units excluded from the calculation of diluted EPS as their inclusion would not be dilutive (in shares) | ' | ' | 2,231,511 | 27,459 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | |
Management Internalization Transaction | ' | ' | ' | ' | ' | ' |
Stock price on closing date | ' | $16.21 | ' | $16.21 | ' | ' |
Cash acquired | ' | ' | ' | $2,067,000 | ' | ' |
Other net liabilities acquired | ' | ' | ' | 2,067,000 | ' | ' |
Advisory Management Agreement | ' | ' | ' | ' | ' | ' |
Advisory management fee expense | ' | 2,251,000 | 2,166,000 | 6,621,000 | 7,596,000 | ' |
Amounts due to the manager and affiliates | ' | ' | ' | ' | ' | 6,866,000 |
Amounts due to previous owners | ' | ' | ' | ' | ' | 998,000 |
Property Management And Acquisition Services Agreement | ' | ' | ' | ' | ' | ' |
Property management expense | ' | 2,421,000 | 3,675,000 | 7,807,000 | 9,173,000 | ' |
Silver Bay Operating Partnership L.P. | ' | ' | ' | ' | ' | ' |
Management Internalization Transaction | ' | ' | ' | ' | ' | ' |
Number of common units issued to acquire Manager | ' | 2,231,511 | ' | 2,231,511 | ' | ' |
Manager | ' | ' | ' | ' | ' | ' |
Advisory Management Agreement | ' | ' | ' | ' | ' | ' |
Amounts due to the manager and affiliates | ' | 0 | ' | 0 | ' | 1,480,000 |
Direct and allocated costs expensed | ' | 1,777,000 | 978,000 | 5,476,000 | 2,797,000 | ' |
Contribution Agreement | Silver Bay Operating Partnership L.P. | ' | ' | ' | ' | ' | ' |
Management Internalization Transaction | ' | ' | ' | ' | ' | ' |
Conversion ratio of common units issued to common stock | ' | 1 | ' | 1 | ' | ' |
Fair value of common units issued | ' | 36,173,000 | ' | 36,173,000 | ' | ' |
Contribution Agreement | Manager | ' | ' | ' | ' | ' | ' |
Management Internalization Transaction | ' | ' | ' | ' | ' | ' |
Cash acquired | ' | ' | ' | 2,067,000 | ' | ' |
Other net liabilities acquired | ' | ' | ' | 2,067,000 | ' | ' |
Contribution Agreement | Manager | Silver Bay Operating Partnership L.P. | ' | ' | ' | ' | ' | ' |
Management Internalization Transaction | ' | ' | ' | ' | ' | ' |
Number of common units issued to acquire Manager | ' | 2,231,511 | ' | 2,231,511 | ' | ' |
One-time expense recognized on issuance of common units | ' | 39,179,000 | ' | ' | ' | ' |
Contribution Agreement | Manager's operating subsidiary | ' | ' | ' | ' | ' | ' |
Management Internalization Transaction | ' | ' | ' | ' | ' | ' |
Net operating losses assumed | ' | 1,508,000 | ' | 1,508,000 | ' | ' |
Deferred tax asset recorded | ' | 623,000 | ' | 623,000 | ' | ' |
Advisory Management Agreement | ' | ' | ' | ' | ' | ' |
Advisory Management Agreement | ' | ' | ' | ' | ' | ' |
Advisory management fee expense | ' | 2,251,000 | 2,166,000 | 6,621,000 | 7,596,000 | ' |
Amounts due to the manager and affiliates | ' | 0 | ' | 0 | ' | 1,181,000 |
Amounts due to previous owners | ' | ' | ' | ' | ' | 998,000 |
Advisory Management Agreement | Two Harbors and Provident Entities | ' | ' | ' | ' | ' | ' |
Advisory Management Agreement | ' | ' | ' | ' | ' | ' |
Percentage of advisory management fee payable in first year due as additional purchase price consideration | ' | ' | ' | 50.00% | ' | ' |
Advisory Management Agreement | Provident Real Estate Advisors LLC | ' | ' | ' | ' | ' | ' |
Advisory Management Agreement | ' | ' | ' | ' | ' | ' |
Advisory management fee expense | ' | ' | 312,000 | ' | 1,071,000 | ' |
Advisory Management Agreement | Manager | ' | ' | ' | ' | ' | ' |
Advisory Management Agreement | ' | ' | ' | ' | ' | ' |
Annual advisory management fee as a percentage of entity's daily average fully diluted market capitalization | ' | ' | ' | 1.50% | ' | ' |
Quarterly advisory management fee as a percentage of entity's daily average fully diluted market capitalization | ' | ' | ' | 0.38% | ' | ' |
Property management fee percentage, deducted from advisory fee | ' | ' | ' | 5.00% | ' | ' |
Advisory management fee expense | ' | ' | 982,000 | ' | 3,534,000 | ' |
Advisory Management Agreement | Two Harbors Investment Corp | ' | ' | ' | ' | ' | ' |
Advisory Management Agreement | ' | ' | ' | ' | ' | ' |
Advisory management fee expense | ' | ' | 872,000 | ' | 2,991,000 | ' |
Property Management and Acquisition Services Agreement | Manager's operating subsidiary | ' | ' | ' | ' | ' | ' |
Advisory Management Agreement | ' | ' | ' | ' | ' | ' |
Amounts due to the manager and affiliates | ' | 0 | ' | 0 | ' | 4,205,000 |
Property Management And Acquisition Services Agreement | ' | ' | ' | ' | ' | ' |
Direct expense reimbursements | ' | 1,717,000 | 2,803,000 | 5,120,000 | 7,083,000 | ' |
Property management fee | ' | 97,000 | 202,000 | 288,000 | 529,000 | ' |
Portion of property management fee related to reimbursement of or direct payment due to third-party managers | ' | 607,000 | 670,000 | 2,399,000 | 1,561,000 | ' |
Acquisitions and renovation fees | ' | 220,000 | 1,209,000 | 608,000 | 3,852,000 | ' |
Fee for leasing services | ' | 0 | 70,000 | 11,000 | 170,000 | ' |
Amortization period for leases | ' | ' | ' | '1 year | ' | ' |
Acquisition of third-party property manager in Tampa | 775,000 | ' | ' | ' | ' | ' |
Greater Or Less Than | Contribution Agreement | Manager | Silver Bay Operating Partnership L.P. | ' | ' | ' | ' | ' | ' |
Management Internalization Transaction | ' | ' | ' | ' | ' | ' |
Closing net worth amount in which cash payment is required | ' | $0 | ' | $0 | ' | ' |
Fair_Value_Details
Fair Value (Details) (Other Assets, Recurring, Interest Rate Cap, USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Total | ' | ' |
Recurring Fair Value | ' | ' |
Interest Rate Caps (cash flow hedges) | $141 | $214 |
Interest Rate Caps (not designated as hedging instruments) | 42 | ' |
Total | 183 | ' |
Level 2 | ' | ' |
Recurring Fair Value | ' | ' |
Interest Rate Caps (cash flow hedges) | 141 | 214 |
Interest Rate Caps (not designated as hedging instruments) | 42 | ' |
Total | $183 | ' |
Fair_Value_Details_2
Fair Value (Details 2) (USD $) | 9 Months Ended | 12 Months Ended | 9 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 12, 2014 | Sep. 30, 2014 |
Interest Rate Cap | Cash Flow Hedging | Cash Flow Hedging | Cash Flow Hedging | Interest Expense | Revolving Credit Facility | Revolving Credit Facility | |||
Interest Rate Cap | Interest Rate Cap | Interest Rate Cap | Cash Flow Hedging | Cash Flow Hedging | Cash Flow Hedging | ||||
Interest Rate Cap | Interest Rate Cap | Interest Rate Cap | |||||||
Effect of cash flow hedges | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of Gain (Loss) Recognized in Other Comprehensive Income Loss on Derivative | ' | ' | ' | ($208) | ($243) | ' | ' | ' | ' |
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss into Income, Effective Portion | ' | ' | ' | ' | ' | ' | -1 | ' | ' |
Reclassification from accumulated other comprehensive loss to interest expense | -481 | ' | ' | ' | ' | ' | -480 | -480 | ' |
Deferred losses in accumulated other comprehensive loss | ' | ' | ' | 3 | ' | 276 | ' | ' | ' |
Interest expense to be recognized within next twelve months which will be reclassified out of accumulated other comprehensive loss | ' | ' | $1 | ' | ' | ' | ' | ' | ' |
Number of interest rate caps for which all deferred losses were recognized | ' | ' | ' | ' | ' | ' | ' | ' | 3 |
Fair Value of Other Financial Instruments | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cumulative redeemable preferred stock, stated dividend rate percentage (as a percent) | 10.00% | 10.00% | ' | ' | ' | ' | ' | ' | ' |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (Real estate properties, Geographically dispersed portfolio, Phoenix, AZ, Tampa, FL, and Atlanta, GA) | 9 Months Ended |
Sep. 30, 2014 | |
Real estate properties | Geographically dispersed portfolio | Phoenix, AZ, Tampa, FL, and Atlanta, GA | ' |
Concentrations | ' |
Concentration (as a percent) | 54.00% |
Commitments_and_Contingencies_2
Commitments and Contingencies (Details 2) (USD $) | Sep. 30, 2014 |
In Thousands, unless otherwise specified | |
Resident security deposits | ' |
Resident security deposits | $8,125 |
Earnest deposits | ' |
Amount of property purchases for which earnest deposits have been made | 1,364 |
Aggregate amount of offers accepted to purchase residential properties | $25,816 |
Commitments_and_Contingencies_3
Commitments and Contingencies (Details 3) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Future minimum operating lease payments | ' |
2015 | 482 |
2016 | 407 |
2017 | 151 |
2018 | 155 |
2019 | 146 |
Total | 1,341 |
Minimum | ' |
Operating Leases | ' |
Lease term | '1 year |
Maximum | ' |
Operating Leases | ' |
Lease term | '5 years |
Commitments_and_Contingencies_4
Commitments and Contingencies (Details 4) (Threatened Litigation, USD $) | Sep. 30, 2014 |
Threatened Litigation | ' |
Legal and Regulatory | ' |
Liability for legal or regulatory claims | $0 |