Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Jun. 30, 2014 | Mar. 24, 2015 | |
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | Carter Validus Mission Critical REIT II, Inc. | ||
Entity Central Index Key | 1567925 | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Public Float | $0 | ||
Class A shares [Member] | |||
Entity Common Stock, Shares Outstanding | 16,554,000 | ||
Class T shares [Member] | |||
Entity Common Stock, Shares Outstanding | 0 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Real estate: | ||
Land | $14,515,000 | $0 |
Buildings and improvements, less accumulated depreciation of $133 and $0, respectively | 68,100,000 | 0 |
Acquired intangible assets, less accumulated amortization of $58 and $0, respectively | 6,442,000 | 0 |
Total real estate, net | 89,057,000 | 0 |
Cash and cash equivalents | 3,694,000 | 200,000 |
Other assets | 5,115,000 | 0 |
Total assets | 97,866,000 | 200,000 |
Liabilities: | ||
Credit facility | 37,500,000 | 0 |
Accounts payable due to affiliates | 2,626,000 | 0 |
Accounts payable and other liabilities | 635,000 | 0 |
Total liabilities | 40,761,000 | 0 |
Stockholders' equity: | ||
Preferred stock, $0.01 par value per share, 100,000,000 and 50,000,000 shares authorized; none outstanding, respectively | ||
Additional paid-in capital | 60,081,000 | 200,000 |
Accumulated deficit | -3,049,000 | 0 |
Total stockholders' equity | 57,103,000 | 200,000 |
Noncontrolling interests | 2,000 | 0 |
Total equity | 57,105,000 | 200,000 |
Total liabilities and stockholders' equity | 97,866,000 | 200,000 |
Class A shares [Member] | ||
Stockholders' equity: | ||
Common stock, value, issued | 71,000 | |
Class T shares [Member] | ||
Stockholders' equity: | ||
Common stock, value, issued |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Buildings and improvements, accumulated depreciation | $133 | $0 |
Acquired intangible assets, accumulated amortization | $58 | $0 |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 100,000,000 | 50,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Class A shares [Member] | ||
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 250,000,000 | 300,000,000 |
Common stock, shares outstanding | 7,110,501 | 20,000 |
Class T shares [Member] | ||
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 250,000,000 | 0 |
Common stock, shares outstanding | 0 | 0 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Revenue: | ||
Rental revenue | $296,000 | $0 |
Tenant reimbursement revenue | 41,000 | 0 |
Total revenue | 337,000 | 0 |
Expenses: | ||
Rental expenses | 51,000 | 0 |
General and administrative expenses | 351,000 | 0 |
Acquisition related expenses | 1,820,000 | 0 |
Asset management fees | 72,000 | 0 |
Depreciation and amortization | 185,000 | 0 |
Total expenses | 2,479,000 | 0 |
Loss from operations | -2,142,000 | 0 |
Interest expense | 152,000 | 0 |
Net loss attributable to common stockholders | ($2,294,000) | $0 |
Class A shares [Member] | ||
Weighted average number of common shares outstanding: | ||
Basic and diluted | 1,233,715 | |
Net loss per common share attributable to common stockholders: | ||
Basic and diluted | ($1.86) |
Consolidated_Statements_Of_Sto
Consolidated Statements Of Stockholders' Equity (USD $) | Class A shares [Member] | Parent [Member] | Additional Paid in Capital [Member] | Accumulated Deficit [Member] | Noncontrolling Interest [Member] | Total |
Common Stock [Member] | ||||||
Balance, shares at Jan. 11, 2013 | ||||||
Issuance of common stock, shares | 20,000 | |||||
Issuance of common stock | $200,000 | $200,000 | $200,000 | |||
Issuance of common stock under the distribution reinvestment plan | 0 | |||||
Net loss | 0 | |||||
Balance, at Dec. 31, 2013 | 200,000 | 200,000 | 200,000 | |||
Balance, shares at Dec. 31, 2013 | 20,000 | |||||
Issuance of common stock, shares | 7,062,137 | |||||
Issuance of common stock | 71,000 | 70,034,000 | 69,963,000 | 70,034,000 | ||
Issuance of common stock under the distribution reinvestment plan, shares | 28,364 | |||||
Issuance of common stock under the distribution reinvestment plan | 270,000 | 270,000 | 270,000 | |||
Contributions from noncontrolling interests | 2,000 | 2,000 | ||||
Commissions on sale of common stock and related dealer manager fees | -6,476,000 | -6,476,000 | -6,476,000 | |||
Other offering costs | -3,887,000 | -3,887,000 | -3,887,000 | |||
Stock-based compensation | 11,000 | 11,000 | 11,000 | |||
Distributions declared to common stockholders | -755,000 | -755,000 | -755,000 | |||
Net loss | -2,294,000 | -2,294,000 | -2,294,000 | |||
Balance, at Dec. 31, 2014 | $71,000 | $57,103,000 | $60,081,000 | ($3,049,000) | $2,000 | $57,105,000 |
Balance, shares at Dec. 31, 2014 | 7,110,501 |
Consolidated_Statements_Of_Cas
Consolidated Statements Of Cash Flows (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities: | ||
Net loss | ($2,294,000) | $0 |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 185,000 | 0 |
Amortization of deferred financing costs | 83,000 | 0 |
Amortization of above-market leases | 6,000 | 0 |
Straight-line rent | -13,000 | 0 |
Stock-based compensation | 11,000 | 0 |
Changes in operating assets and liabilities: | ||
Accounts payable and other liabilities | 303,000 | 0 |
Accounts payable due to affiliates | 102,000 | 0 |
Other assets | -88,000 | 0 |
Net cash used in operating activities | -1,705,000 | 0 |
Cash flows from investing activities: | ||
Investment in real estate | -89,241,000 | 0 |
Real estate deposits | -350,000 | 0 |
Payments to escrow funds | -2,922,000 | 0 |
Net cash used in investing activities | -92,513,000 | 0 |
Cash flows from financing activities: | ||
Proceeds from credit facility | 40,393,000 | 0 |
Payments on credit facility | -2,893,000 | 0 |
Payments of deferred financing costs | -1,825,000 | 0 |
Offering costs on issuance of common stock | -7,839,000 | 0 |
Distributions to stockholders | -160,000 | 0 |
Proceeds from issuance of common stock | 70,034,000 | 200,000 |
Contributions from noncontrolling interests in Operating Partnership | 2,000 | 0 |
Net cash provided by financing activities | 97,712,000 | 200,000 |
Net change in cash and cash equivalents | 3,494,000 | 200,000 |
Cash and cash equivalents - Beginning of period | 200,000 | 0 |
Cash and cash equivalents - End of period | 3,694,000 | 200,000 |
Supplemental disclosure of non-cash transactions: | ||
Common stock issued through distribution reinvestment plan | 270,000 | 0 |
Supplemental cash flow disclosure: | ||
Interest paid | $23,000 | $0 |
Organization_and_Business_Oper
Organization and Business Operations | 12 Months Ended |
Dec. 31, 2014 | |
Organization and Business Operations [Abstract] | |
Organization and Business Operations | Note 1—Organization and Business Operations |
Carter Validus Mission Critical REIT II, Inc., or the Company, is a Maryland corporation that was formed on January 11, 2013, that believes it currently qualifies, and intends to elect to be taxed, as a real estate investment trust, or a REIT, under the Internal Revenue Code of 1986, as amended, or the Code, for federal income tax purposes commencing with its taxable year ended December 31, 2014. For the period from January 11, 2013 through December 31, 2013, the Company had not begun principal operations. Substantially all of the Company’s business is conducted through Carter Validus Operating Partnership II, LP, a Delaware limited partnership, or the Operating Partnership, formed on January 10, 2013. The Company is the sole general partner of the Operating Partnership and Carter Validus Advisors II, LLC, or the Advisor, is the initial limited partner of the Operating Partnership. As of December 31, 2014, the Company owned a 99.997% interest in the Operating Partnership and the Advisor owned a 0.003% interest in the Operating Partnership. On January 31, 2013, the Company issued 20,000 shares of common stock in a private placement to Carter Validus REIT Management Company II, LLC, a Florida limited liability company, or the Sponsor, at a purchase price of $10.00 per share, for an aggregate purchase price of $200,000. Subsequently, the shares were reclassified as Class A shares of common stock. The Company contributed the proceeds from that sale to the Operating Partnership for 20,000 general partnership units of the Operating Partnership. As of December 31, 2014, the Company owned six real estate investments in five metropolitan statistical areas, or MSAs. | |
The Company is offering for sale a maximum of $2,350,000,000 in shares of common stock, consisting of up to $2,250,000,000 of shares in its primary offering and up to $100,000,000 of shares of common stock to be made available pursuant to the Company’s distribution reinvestment plan, or the DRIP, on a “best efforts” basis pursuant to a registration statement on Form S-11 filed with the Securities and Exchange Commission, or the SEC, under the Securities Act of 1933, as amended, or the Offering (SEC File Number: 333-191706, effective May 29, 2014). The Company is offering two classes of shares of common stock, Class A shares and Class T shares, in any combination with a dollar value up to the maximum primary offering amount. The initial offering price for the shares in the primary offering is $10.00 per Class A share and $9.574 per Class T share. | |
Pursuant to the escrow agreement by and among the Company, SC Distributors, LLC, or SC Distributors, the Dealer Manager of the Offering, and UMB Bank, N.A., as escrow agent, the Company was required to deposit all subscription proceeds in escrow until the Company received subscriptions aggregating $2,000,000, excluding subscriptions from affiliates and from residents of Pennsylvania and Washington. The Company satisfied these conditions on July 3, 2014. As of December 31, 2014, the Company had accepted investors’ subscriptions for and issued approximately 7,091,000 shares of Class A common stock (including shares of common stock issued pursuant to the DRIP) in the Offering, resulting in receipt of gross proceeds of approximately $70,304,000, before selling commissions and dealer manager fees of approximately $6,476,000 and other offering costs of approximately $3,887,000. In addition, the Company has special escrow requirements for subscriptions from residents of Pennsylvania, the conditions of which were satisfied on February 19, 2015 and Washington, the conditions of which were satisfied on September 8, 2014. As of December 31, 2014, the Company had approximately $2,279,696,000 in Class A shares and Class T shares of common stock remaining in the Offering. | |
Substantially all of the Company’s business is managed by the Advisor. Carter Validus Real Estate Management Services II, LLC, or the Property Manager, an affiliate of the Advisor, serves as the Company’s property manager. SC Distributors serves as the dealer manager of the Offering. On August 29, 2014, Validus/Strategic Capital Partners (now Strategic Capital Management Holdings, LLC), the indirect parent of the Dealer Manager, was acquired by RCS. There has been no impact to the operations of the Company as a result of this transaction. The Dealer Manager has received and will continue to receive fees for services related to the Offering. The Advisor and the Property Manager received, and will continue to receive, fees for services related to the acquisition and operational stages. The Advisor also will receive fees during the liquidation stage. | |
The Company was formed to invest primarily in quality income-producing commercial real estate, with a focus on data centers and healthcare properties, preferably with long-term net leases to investment grade and other creditworthy tenants, as well as to make other real estate investments that relate to such property types. Other real estate investments may include equity or debt interests, including securities, in other real estate entities. The Company also may originate or invest in real estate-related debt. The Company expects real estate-related debt originations and investments to be focused on first mortgage loans, but also may include real estate-related bridge loans, mezzanine loans and securitized debt. | |
Except as the context otherwise requires, “we,” “our,” “us,” and the “Company” refer to Carter Validus Mission Critical REIT II, Inc., the Operating Partnership and all wholly-owned subsidiaries. | |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||
Dec. 31, 2014 | |||
Summary of Significant Accounting Policies [Abstract] | |||
Summary of Significant Accounting Policies | Note 2—Summary of Significant Accounting Policies | ||
The summary of significant accounting policies presented below is designed to assist in understanding the Company’s consolidated financial statements. Such consolidated financial statements and the accompanying notes thereto are the representations of the Company’s management. These accounting policies conform to accounting principles generally accepted in the United States of America, or GAAP, in all material respects, and have been consistently applied in preparing the consolidated financial statements. | |||
Principles of Consolidation and Basis of Presentation | |||
The accompanying consolidated financial statements include the accounts of the Company, the Operating Partnership, and all wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. | |||
Use of Estimates | |||
The preparation of the consolidated financial statements and accompanying notes in conformity with GAAP requires the Company to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. These estimates are made and evaluated on an on going basis using information that is currently available as well as various other assumptions believed to be reasonable under the circumstances. Actual results could differ from those estimates. | |||
Cash and Cash Equivalents | |||
The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash equivalents may include cash and short-term investments. Short-term investments are stated at cost, which approximates fair value. | |||
Investment in Real Estate | |||
Real estate costs related to the acquisition, development, construction and improvement of properties are capitalized. Repair and maintenance costs are expensed as incurred and significant replacements and betterments are capitalized. Repair and maintenance costs include all costs that do not extend the useful life of the real estate asset. The Company considers the period of future benefit of an asset in determining the appropriate useful life. The Company anticipates the estimated useful lives of its assets by class as follows: | |||
Buildings and improvements | 15 – 40 years | ||
Tenant improvements | Shorter of lease term or expected useful life | ||
Furniture, fixtures, and equipment | 3 – 10 years | ||
Allocation of Purchase Price of Real Estate | |||
Upon the acquisition of real properties, the Company evaluates whether the acquisition is a business combination or an asset acquisition. The Company determined that properties acquired with an existing lease in place are accounted as a business combination and properties acquired without an existing lease in place are accounted as an asset acquisition. | |||
Business Combinations | |||
Upon the acquisition of real properties determined to be business combinations, the Company allocates the purchase price of properties to acquired tangible assets, consisting of land, buildings and improvements, and identified intangible assets and liabilities, consisting of the value of above-market and below-market leases and the value of in-place leases, based in each case on their estimated fair values. | |||
The fair values of the tangible assets of an acquired property (which includes land, buildings and improvements) are determined by valuing the property as if it were vacant, and the “as-if-vacant” value is then allocated to land and buildings and improvements based on management’s determination of the relative fair value of these assets. Management determines the as-if-vacant fair value of a property using methods similar to those used by independent appraisers. Factors considered by management in performing these analyses include an estimate of carrying costs during the expected lease-up periods considering current market conditions and costs to execute similar leases, including leasing commissions and other related costs. In estimating carrying costs, management includes real estate taxes, insurance, and other operating expenses during the expected lease-up periods based on current market conditions. | |||
The fair values of above-market and below-market in-place lease values are recorded based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) an estimate of fair market lease rates for the corresponding in-place leases, measured over a period equal to the remaining non-cancelable term of the lease including any fixed rate bargain renewal periods, with respect to a below-market lease. The above-market and below-market lease values are capitalized as intangible lease assets or liabilities. Above-market lease values are amortized as an adjustment of rental income over the remaining terms of the respective leases. Below-market leases are amortized as an adjustment of rental income over the remaining terms of the respective leases, including any fixed rate bargain renewal periods. If a lease were to be terminated prior to its stated expiration, all unamortized amounts of above-market and below-market in-place lease values related to that lease would be recorded as an adjustment to rental income. | |||
The fair values of in-place leases include an estimate of direct costs associated with obtaining a new tenant and opportunity costs associated with lost rentals that are avoided by acquiring an in-place lease. Direct costs associated with obtaining a new tenant include commissions, tenant improvements, and other direct costs and are estimated based on management’s consideration of current market costs to execute a similar lease. These direct lease origination costs are included in real estate assets in the accompanying consolidated balance sheets and are amortized to expense over the remaining terms of the respective leases. The value of opportunity costs is calculated using the contractual amounts to be paid pursuant to the in-place leases over a market absorption period for a similar lease. These lease intangibles are included in real estate assets in the accompanying consolidated balance sheets and amortized to expense over the remaining terms of the respective leases. If a lease were to be terminated prior to its stated expiration, all unamortized amounts of in-place lease assets relating to that lease would be expensed. | |||
Asset Acquisitions | |||
Upon the acquisition of real estate properties determined to be asset acquisitions, the Company allocates the purchase price of such properties to acquired tangible assets, consisting of land and buildings and improvements, based in each case on initial cost of the asset acquired. | |||
Acquisition Fees and Expenses | |||
Acquisition fees and expenses in connection with the acquisition of properties determined to be business combinations are expensed as incurred, including investment transactions that are no longer under consideration, and are included in acquisition related expenses in the accompanying consolidated statements of operations. Acquisition fees and expenses associated with transactions determined to be an asset purchase are capitalized. | |||
Impairment of Long Lived Assets | |||
The Company continually monitors events and changes in circumstances that could indicate that the carrying amounts of its real estate and related intangible assets may not be recoverable. When indicators of potential impairment suggest that the carrying value of real estate and related intangible assets may not be recoverable, the Company assesses the recoverability of the assets by estimating whether the Company will recover the carrying value of the asset through its undiscounted future cash flows and its eventual disposition. If based on this analysis the Company does not believe that it will be able to recover the carrying value of the asset, the Company will record an impairment loss to the extent that the carrying value exceeds the estimated fair value of the asset. No impairment loss has been recorded to date. | |||
When developing estimates of expected future cash flows, the Company makes certain assumptions regarding future market rental income amounts subsequent to the expiration of current lease arrangements, property operating expenses, terminal capitalization and discount rates, the number of months it takes to re-lease the property, required tenant improvements and the number of years the property will be held for investment. The use of alternative assumptions in the future cash flow analysis could result in a different determination of the property’s future cash flows and a different conclusion regarding the existence of an impairment, the extent of such loss, if any, as well as the carrying value of the real estate and related assets. | |||
Real Estate Escrow Deposits | |||
Real estate escrow deposits include funds held by escrow agents and others to be applied towards the purchase of real estate, which are included in other assets in the accompanying consolidated balance sheets. | |||
Fair Value | |||
Accounting Standards Codification, or ASC, 820, Fair Value Measurements and Disclosures, or ASC 820, defines fair value, establishes a framework for measuring fair value in accordance with GAAP and expands disclosures about fair value measurements. ASC 820 emphasizes that fair value is intended to be a market-based measurement, as opposed to a transaction-specific measurement. | |||
Fair value is defined by ASC 820 as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Depending on the nature of the asset or liability, various techniques and assumptions can be used to estimate the fair value. Assets and liabilities are measured using inputs from three levels of the fair value hierarchy, as follows: | |||
Level 1—Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. An active market is defined as a market in which transactions for the assets or liabilities occur with sufficient frequency and volume to provide pricing information on an ongoing basis. | |||
Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active (markets with few transactions), inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data correlation or other means (market corroborated inputs). | |||
Level 3—Unobservable inputs, only used to the extent that observable inputs are not available, reflect the Company’s assumptions about the pricing of an asset or liability. | |||
The following describes the methods the Company used to estimate the fair value of the Company’s financial assets and liabilities: | |||
Cash and cash equivalents, restricted cash, tenant receivables, real estate escrow deposits, prepaid assets, accounts payable and other liabilities—The Company considered the carrying values of these financial instruments, assets and liabilities to approximate fair value because of the short period of time between origination of the instruments and their expected realization. | |||
Credit facility—The carrying value of the variable rate KeyBank Credit Facility (as defined below) approximates fair value because its interest rate is adjustable. | |||
Real Estate-Related Notes Receivables | |||
The Company may invest in real estate-related notes receivables that represent loans that the Company intends to hold to maturity. They will be classified as real estate-related notes receivables. Accordingly, these notes will be recorded at cost, net of unamortized loan origination costs and fees, loan purchase discounts, and allowance for losses when a loan is determined to be impaired. Premiums, discounts, and net origination fees will be amortized or accreted as an adjustment to interest income using the effective interest method over the life of the loan. | |||
The Company will evaluate the collectability of both interest and principal on each real estate-related note receivable to determine whether it is collectible, primarily through the evaluation of credit quality indicators such as underlying collateral and payment history. A real estate-related note receivable will be considered to be impaired when, based upon current information and events, it is probable that the Company will be unable to collect all amounts due according to the existing contractual terms. If a real estate-related note receivable is considered to be impaired, the amount of loss will be calculated by comparing the recorded investment to the value determined by discounting the expected future cash flows at the real estate-related note receivable’s effective interest rate or to the value of the underlying collateral if the real estate-related note receivable is collateral dependent. | |||
Noncontrolling Interest in Operating Partnership | |||
The Company is the sole general partner of the Operating Partnership and the Advisor is the initial limited partner of the Operating Partnership. The Company owns a 99.997% interest in the Operating Partnership and the Advisor owns a 0.003% interest in the Operating Partnership. The Company consolidates the Operating Partnership and reports unaffiliated partners’ interests in the Operating Partnership as noncontrolling interests. Noncontrolling interests are reported within the equity section of the consolidated financial statements, and amounts attributable to controlling and noncontrolling interests are reported separately in the accompanying consolidated statements of operations and accompanying consolidated statement of stockholders’ equity. | |||
Revenue Recognition, Tenant Receivables and Allowance for Uncollectible Accounts | |||
The Company recognizes revenue in accordance with Accounting Standards Codification, or ASC, 605, Revenue Recognition, or ASC 605. ASC 605 requires that all four of the following basic criteria be met before revenue is realized or realizable and earned: (1) there is persuasive evidence that an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the seller’s price to the buyer is fixed and determinable; and (4) collectability is reasonably assured. | |||
Rental Revenue | |||
In accordance with ASC 840, Leases, minimum rental revenue is recognized on a straight-line basis over the term of the related lease (including rent holidays). Differences between rental income recognized and amounts contractually due under the lease agreements are credited or charged to deferred rent receivable or deferred rent liability, as applicable. Tenant reimbursement revenue, which is comprised of additional amounts recoverable from tenants for common area maintenance expenses and certain other recoverable expenses, is recognized as revenue in the period in which the related expenses are incurred. Tenant reimbursements are recognized and presented in accordance with ASC Subtopic 605-45, Revenue Recognition—Principal Agent Consideration, or ASC 605-45. ASC 605-45 requires that these reimbursements be recorded on a gross basis when the Company is the primary obligor with respect to purchasing goods and services from third-party suppliers, has discretion in selecting the supplier and has credit risk. | |||
Tenant receivables and unbilled deferred rent receivables are carried net of the allowances for uncollectible current tenant receivables and unbilled deferred rent. An allowance will be maintained for estimated losses resulting from the inability of certain tenants to meet the contractual obligations under their lease agreements. The Company also maintains an allowance for deferred rent receivables arising from the straight-lining of rents. The Company’s determination of the adequacy of these allowances is based primarily upon evaluations of historical loss experience, the tenant’s financial condition, security deposits, letters of credit, lease guarantees and current economic conditions and other relevant factors. As of December 31, 2014, the Company did not have an allowance for uncollectible tenant receivables. | |||
Stock-based Compensation | |||
The Company accounts for stock-based compensation based upon the estimated fair value of the share awards. Accounting for stock-based compensation requires the fair value of the awards to be amortized as compensation expense over the period for which the services relate and requires any dividend equivalents earned to be treated as dividends for financial reporting purposes. | |||
Earnings Per Share | |||
The Company calculates basic earnings per share by dividing net income (loss) for the period by the weighted average shares of its common stock outstanding for that period. Diluted earnings per share are computed based on the weighted average number of shares outstanding and all potentially dilutive securities. Shares of non-vested restricted common stock give rise to potentially dilutive shares of common stock. For the year ended December 31, 2014, there were 9,000 shares of non-vested shares of restricted common stock outstanding, but such shares were excluded from the computation of diluted earnings per share because such shares were anti-dilutive during these periods. | |||
Restricted Cash Held in Escrow | |||
Restricted cash held in escrow includes cash held in escrow accounts for capital improvements for certain properties. Contributions and receipts of escrowed funds have been classified as investing activities in the consolidated statements of cash flows. Restricted cash held in escrow is reported in other assets in the accompanying consolidated balance sheets. See Note 5—“Other Assets.” | |||
Deferred Financing Costs | |||
Deferred financing costs are loan fees, legal fees and other third-party costs associated with obtaining financing. These costs are amortized over the terms of the respective financing agreements using the effective interest method. Unamortized deferred financing costs are generally expensed when the associated debt is refinanced or repaid before maturity unless specific rules are met that would allow for the carryover of such costs to the refinanced debt. Costs incurred in seeking financing transactions that do not close are expensed in the period in which it is determined that the financing will not close. Deferred financing costs are reported in other assets in the accompanying consolidated balance sheets. See Note 5—“Other Assets.” | |||
Reportable Segments | |||
ASC 280, Segment Reporting, establishes standards for reporting financial and descriptive information about an enterprise’s reportable segments. As of December 31, 2014, 100% of the Company’s consolidated revenues were generated from real estate investments in healthcare properties. The Company’s chief operating decision maker evaluates operating performance of healthcare properties on an overall portfolio wide level; therefore, the Company reports one reportable segment. | |||
Comprehensive Loss | |||
For the year ended December 31, 2014 and for the period January 11, 2013 (Date of Inception) to December 31, 2013, comprehensive loss equaled net loss attributable to common stockholders; therefore, a separate statement of comprehensive loss is not included in the accompanying consolidated financial statements. | |||
Concentration of Credit Risk and Significant Leases | |||
As of December 31, 2014, the Company had cash on deposit in two financial institutions which had deposits in excess of current federally insured levels totaling approximately $5,338,000. The Company limits its cash investments to financial institutions with high credit standing; therefore, the Company believes it is not exposed to any significant credit risk on its cash deposits. To date, the Company has experienced no loss or lack of access to cash in its accounts. Concentration of credit risk with respect to accounts receivable from tenants is limited. | |||
As of December 31, 2014, the Company owned real estate investments in five MSAs, three of which accounted for 10.0% or more of rental revenue. The property located in the Houston-The Woodlands-Sugarland, Texas MSA accounted for 54.5% of rental revenue for the year ended December 31, 2014, the property located in the Cincinnati, Ohio-Kentucky-Indiana MSA accounted for 19.0% of rental revenue for the year ended December 31, 2014 and the property located in the Boston-Cambridge-Newton, Massachusetts-New Hampshire MSA accounted for 16.5% of rental revenue for the year ended December 31, 2014. | |||
As of December 31, 2014, the Company had three tenants that accounted for 10.0% or more of rental revenue. The lease with Cy Fair Surgery Center, Ltd. accounted for 54.5% of rental revenue for the year ended December 31, 2014, the lease with Mercy Health Physicians Cincinnati, LLC accounted for 19.0% of rental revenue for the year ended December 31, 2014 and the lease with New England Sinai Hospital, A Steward Family Hospital, Inc. accounted for 16.5% of rental revenue for the year ended December 31, 2014. | |||
Stockholders’ Equity | |||
The Company’s charter authorizes the issuance of up to 600,000,000 shares of stock, consisting of 250,000,000 shares of Class A common stock and 250,000,000 shares of Class T common stock, $0.01 par value per share, and 100,000,000 shares of preferred stock, $0.01 par value per share. The company intends to issue up to $2,250,000,000 in Class A and Class T shares of common stock in its primary offering, and up to $100,000,000 in Class A and Class T shares of common stock pursuant to the DRIP at 95% of the purchase price per share. Other than the different fees with respect to each class and the payment of a distribution fee out of cash otherwise distributable to Class T stockholders, Class A shares and Class T shares have identical rights and privileges, such as identical voting rights. The net proceeds from the sale of the two classes of shares will be commingled for investment purposes and all earnings from all of the investments will proportionally accrue to each share regardless of the class. | |||
The shares of common stock entitle the holders to one vote per share on all matters upon which stockholders are entitled to vote, to receive distributions as may be authorized by the Company’s board of directors, to receive all assets available for distribution to stockholders in accordance with the Maryland General Corporation Law and to all other rights of a stockholder pursuant to the Maryland General Corporation Law. The common stock has no preferences, preemptive, conversion, exchange, sinking fund or redemption rights. | |||
The charter authorizes the Company’s board of directors, without stockholder approval, to designate and issue one or more classes or series of preferred stock and to set or change the voting, conversion or other rights, preferences, restrictions, limitations as to dividends or other distributions and qualification or terms or conditions of redemption of each class of stock so issued. | |||
Distribution Policy and Distributions Payable | |||
The Company intends to elect to be taxed and qualify as a REIT and to operate as a REIT beginning with its taxable year ended December 31, 2014. To qualify and maintain its qualification as a REIT, the Company intends to make distributions each taxable year equal to at least 90% of its REIT taxable income (which is determined without regard to the dividends paid deduction or net capital gain and which does not necessarily equal net income as calculated in accordance with GAAP). On July 16, 2014, the board of directors of the Company approved and authorized a daily distribution to the Company’s stockholders of record as of the close of business on each day of the period commencing on the closing date of the first property acquisition and ended on August 31, 2014. On July 31, 2014, the Company acquired the Cy Fair Surgical Center, its first property acquisition. Therefore, the previously declared distributions began on July 31, 2014, and were calculated based on 365 days in the calendar year. The distributions were equal to an annualized rate of 6.4% per share of Class A and Class T common stock. Distributions are aggregated and paid in cash monthly in arrears. | |||
On each of August 1, 2014 and November 6, 2014, the board of directors of the Company approved and authorized a daily distribution to the Company’s stockholders of record as of the close of business on each day of the period commencing on September 1, 2014 and ended on February 28, 2015. The distributions are calculated based on 365 days in the calendar year and equal to an annualized rate of 6.4% per share of Class A and Class T common stock. Distributions are aggregated and paid in cash monthly in arrears. | |||
As of December 31, 2014, the Company paid aggregate distributions, since inception, of approximately $430,000 ($160,000 in cash and $270,000 of which were reinvested in shares of common stock pursuant to the DRIP). Distributions are payable to stockholders from legally available funds therefor. The Company’s distributions declared per Class A common share was $0.61 for the year ended December 31, 2014. As of December 31, 2014, the Company had distributions payable of approximately $325,000. Of these distributions payable, approximately $130,000 was paid in cash and approximately $195,000 was reinvested in shares of common stock pursuant to the DRIP on January 2, 2015. | |||
Distributions to stockholders are determined by the board of directors of the Company and are dependent upon a number of factors relating to the Company, including funds available for the payment of distributions, financial condition, the timing of property acquisitions, capital expenditure requirements, and annual distribution requirements in order to maintain the Company’s status as a REIT under the Code. | |||
Income Taxes | |||
The Company believes it currently qualifies, and intends to elect to be taxed, as a REIT commencing with its taxable year ending December 31, 2014. Accordingly, it will generally not be subject to corporate U.S. federal or state income tax to the extent that it makes qualifying distributions to stockholders, and provided it satisfies, on a continuing basis, through actual investment and operating results, the REIT requirements, including certain asset, income, distribution and stock ownership tests. If the Company fails to qualify as a REIT, and does not qualify for certain statutory relief provisions, it will be subject to U.S. federal, state and local income taxes and may be precluded from qualifying as a REIT for the subsequent four taxable years following the year in which it lost its REIT qualification, unless the Internal Revenue Service grants the Company relief under certain statutory provisions. Accordingly, failure to qualify as a REIT could have a material adverse impact on the results of operations and amounts available for distributions to stockholders. | |||
The dividends paid deduction of a REIT for qualifying dividends paid to its stockholders is computed using the Company’s taxable income as opposed to net income reported in the consolidated financial statements. Taxable income, generally, will differ from net income reported in the consolidated financial statements because the determination of taxable income is based on tax provisions and not financial accounting principles. | |||
The Company has concluded that there was no impact related to uncertain tax provisions from results of operations of the Company for the year ended December 31, 2014. The United States of America is the major jurisdiction for the Company, and the earliest tax year subject to examination will be 2013. | |||
Recently Issued Accounting Pronouncements | |||
In April 2014, the Financial Accounting Standards Board, or the FASB, issued Accounting Standards Update, or ASU, 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, or ASU 2014-08. ASU 2014-08 changes the criteria for reporting discontinued operations while enhancing disclosures in this area. Under the new guidance, only disposals representing a strategic shift in operations should be presented as discontinued operations. Those strategic shifts should have a major effect on the company’s operations and financial results. Examples include a disposal of a major geographic area, a major line of business, or a major equity method investment. Additionally, the new guidance requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income, and expenses of discontinued operations. The adoption of ASU 2014-08 is effective prospectively for reporting periods beginning on or after December 15, 2014. The Company does not expect the adoption of ASU 2014-08 to have a material effect on the Company’s consolidated financial statements. | |||
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, or ASU 2014-09. The objective of ASU 2014-09 is to clarify the principles for recognizing revenue and to develop a common revenue standard for GAAP. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods and services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The adoption of ASU 2014-09 is effective retrospectively for reporting periods beginning after December 15, 2016. Early adoption of ASU 2014-09 is not permitted. The Company is in the process of evaluating the impact ASU 2014-09 will have on the Company’s consolidated financial statements. | |||
In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties About An Entity’s Ability to Continue As a Going Concern, or ASU 2014-15, which describes how an entity should assess its ability to meet obligations and sets rules for how this information should be disclosed in the consolidated financial statements. The adoption of ASU 2014-15 is effective for reporting periods ending after December 15, 2016, early adoption is permitted. The Company is in the process of evaluating the impact ASU 2014-15 will have on the Company’s consolidated financial statements. | |||
On January 9, 2015, the FASB issued ASU 2015-01, Income Statement-Extraordinary and Unusual Items, or ASU 2015-01, to simplify income statement classification by removing the concept of extraordinary items from GAAP. As a result, items that are both unusual and infrequent will no longer be separately reported net of tax after continuing operations. The standard is effective for periods beginning after December 15, 2015. The Company does not expect the adoption of ASU 2015-01 to have a material effect on the Company’s consolidated financial statements. | |||
Real_Estate_Investments
Real Estate Investments | 12 Months Ended |
Dec. 31, 2014 | |
Real Estate Investments [Abstract] | |
Real Estate Investments | Note 3 — Real Estate Investments |
The Company reimburses the Advisor or its affiliates for acquisition expenses related to selecting, evaluating, acquiring and investing in properties. The reimbursement of acquisition expenses, acquisition fees and real estate commissions and other fees paid to unaffiliated parties will not exceed, in the aggregate, 6.0% of the contract purchase price or total development costs of a certain acquisition, unless fees in excess of such limits are approved by a majority of the Company’s independent directors. For the year ended December 31, 2014, acquisition fees and acquisition related costs totaled $2,340,000, which did not exceed 6.0% of the contract purchase price of the Company’s acquisitions during such period. | |
Acquisition fees and expenses in connection with the acquisition of properties determined to be business combinations are expensed as incurred, including investment transactions that are no longer under consideration, and are included in acquisition related expenses in the accompanying consolidated statements of operations. Acquisition fees and expenses associated with transactions determined to be an asset purchase are capitalized. The Company expensed acquisition fees and expenses for the year ended December 31, 2014 of approximately $1,820,000 related to business combinations. The Company capitalized acquisition fees and expenses for the year ended December 31, 2014 of approximately $643,000 related to asset acquisitions. | |
2014 Real Estate Investments | |
During the year ended December 31, 2014, the Company completed six real estate acquisitions, of which five of the real estate acquisitions were determined to be business combinations in the amount of $65,201,000 and one of the real estate acquisitions was determined to be an asset acquisition in the amount of $24,040,000, for an aggregate purchase price of $89,241,000. The Company funded the purchases of the acquisitions using net proceeds from the Offering and the KeyBank Credit Facility (as defined below). | |
Acquired_Intangible_Assets_Net
Acquired Intangible Assets, Net | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Acquired Intangible Assets, Net [Abstract] | |||||
Acquired Intangible Assets, Net | Note 4 — Acquired Intangible Assets, Net | ||||
Acquired intangible assets, net, which are included in real estate in the accompanying consolidated balance sheets, consisted of the following as of December 31, 2014 (amounts in thousands, except weighted average life amounts): | |||||
Amount | |||||
In-place leases, net of accumulated amortization of $52 (with a weighted average remaining life of 14.6 years) | $ | 6,194 | |||
Above-market leases, net of accumulated amortization of $6 (with a weighted average remaining life of 9.4 years) | 248 | ||||
$ | 6,442 | ||||
The aggregate weighted average remaining life of the acquired intangible assets was 14.4 years as of December 31, 2014. | |||||
Amortization expense for in-place leases for the year ended December 31, 2014 was $52,000. Amortization of the above-market leases for the year ended December 31, 2014 was $6,000. | |||||
Estimated amortization expense on the acquired intangible assets as of December 31, 2014 and for each of the next five years ending December 31 and thereafter, are as follows (amounts in thousands): | |||||
Year | Amount | ||||
2015 | $ | 490 | |||
2016 | 490 | ||||
2017 | 490 | ||||
2018 | 490 | ||||
2019 | 480 | ||||
Thereafter | 4,002 | ||||
$ | 6,442 | ||||
Other_Assets
Other Assets | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Other Assets [Abstract] | ||||
Other Assets | Note 5 — Other Assets | |||
Other assets consisted of the following as of December 31, 2014 (amounts in thousands): | ||||
Amount | ||||
Deferred financing costs, net of accumulated | ||||
amortization of $83 | $ | 1,742 | ||
Real estate escrow deposits | 350 | |||
Restricted cash held in escrow | 2,922 | |||
Tenant receivable | 71 | |||
Prepaid assets | 30 | |||
$ | 5,115 | |||
Amortization of deferred financing costs for the year ended December 31, 2014 was $83,000, which was recorded as interest expense in the accompanying consolidated statements of operations. | ||||
Future_Minimum_Rent
Future Minimum Rent | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Future Minimum Rent [Abstract] | ||||
Future Minimum Rent | Note 6 — Future Minimum Rent | |||
The Company’s real estate assets are leased to tenants under operating leases with varying terms. The leases frequently have provisions to extend the lease agreement. The Company retains substantially all of the risks and benefits of ownership of the real estate assets leased to tenants. As of December 31, 2014, the weighted average remaining lease term was 14.5 years. | ||||
The future minimum rental income from the Company’s investment in real estate assets under non-cancelable operating leases as of December 31, 2014 and for each of the next five years ending December 31 and thereafter, are as follows (amounts thousands): | ||||
Year | Amount | |||
2015 | $ | 6,546 | ||
2016 | 6,672 | |||
2017 | 6,800 | |||
2018 | 6,931 | |||
2019 | 7,043 | |||
Thereafter | 78,915 | |||
$ | 112,907 | |||
Credit_Facility
Credit Facility | 12 Months Ended |
Dec. 31, 2014 | |
Credit Facility [Abstract] | |
Credit Facility | Note 7 — Credit Facility |
On July 31, 2014, the Operating Partnership entered into a credit agreement with KeyBank National Association, or KeyBank, to obtain a secured revolving credit facility in an aggregate maximum principal amount of $35,000,000, (as amended, the KeyBank Credit Facility). On December 17, 2014, the Operating Partnership amended the Company’s KeyBank Credit Facility to an aggregate maximum principal amount of $180,000,000. The KeyBank Credit Facility is evidenced by a promissory note in the principal amount of $180,000,000, a credit agreement, a guaranty agreement, a contribution agreement, and a hazardous materials indemnity agreement, or collectively, the KeyBank Credit Facility Agreement. The proceeds of loans made under the KeyBank Credit Facility may be used to finance the acquisitions of real estate investments, for tenant improvements and leasing commissions with respect to real estate, for repayment of indebtedness, for capital expenditures with respect to real estate, and for general corporate and working capital purposes. The KeyBank Credit Facility matures on December 17, 2017 and may be extended by one 12-month period subject to the satisfaction of certain conditions, including payment of an extension fee. The KeyBank Credit Facility can be increased to $400,000,000, subject to certain conditions. | |
In connection with the amendment, the annual interest rate payable under the KeyBank Credit Facility was decreased to, at the Operating Partnerships option, either: (a) the London Interbank Offered Rate, plus an applicable margin ranging from 1.75% to 2.75% (the margin was previously set at a range from 2.00% to 3.25%), which is determined based on the overall leverage of the Operating Partnership or (b) a base rate which means, for any day, a fluctuating rate per annum equal to the prime rate for such day plus an applicable margin ranging from 0.75% to 1.75% (the margin was previously set at a range from 1.00% to 2.25%), which is determined based on the overall leverage of the Operating Partnership. In addition to interest, the Operating Partnership is required to pay a fee on the unused portion of the lenders’ commitments under the KeyBank Credit Facility Agreement at a per annum rate equal to 0.30% if the average daily amount outstanding under the KeyBank Credit Facility is less than 50% of the lenders’ commitments or 0.20% if the average daily amount outstanding under the KeyBank Credit Facility is greater than 50% of the lenders’ commitments, and the unused fee is payable quarterly in arrears. | |
The actual amount of credit available under the KeyBank Credit Facility is a function of certain loan-to-cost, loan-to-value and debt service coverage ratios contained in the KeyBank Credit Facility Agreement. The amount of credit available under the KeyBank Credit Facility will be a maximum principal amount of the value of the assets that are included in the pool availability. The obligations of the Operating Partnership with respect to the KeyBank Credit Facility Agreement are guaranteed by the Company, including but not limited to, the payment of any outstanding indebtedness under the KeyBank Credit Facility Agreement and all terms, conditions and covenants of the KeyBank Credit Facility Agreement, as further discussed below. | |
The KeyBank Credit Facility Agreement contains various affirmative and negative covenants that are customary for credit facilities and transactions of this type, including limitations on the incurrence of debt by the Operating Partnership and its subsidiaries that own properties that serve as collateral for the KeyBank Credit Facility, limitations on the nature of the Operating Partnership’s business, and limitations on distributions by the Company, the Operating Partnership and its subsidiaries. The KeyBank Credit Facility Agreement imposes the following financial covenants, which are specifically defined in the KeyBank Credit Facility Agreement, on the Operating Partnership: (a) maximum ratio of indebtedness to gross asset value; (b) minimum ratio of adjusted consolidated earnings before interest, taxes, depreciation and amortization to consolidated fixed charges; (c) minimum tangible net worth; (d) minimum liquidity thresholds; (e) minimum quarterly equity raise; (f) minimum weighted average remaining lease term of properties in the collateral pool; and (g) minimum number of properties in the collateral pool. | |
As of December 31, 2014, the Company had an outstanding balance of $37,500,000 under the KeyBank Credit Facility and had a remaining aggregate pool availability of $14,438,000. | |
Stockbased_Compensation
Stock-based Compensation | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
Stock-based Compensation [Abstract] | ||||||
Stock-based Compensation | Note 8 — Stock-based Compensation | |||||
On May 6, 2014, the Company adopted the Carter Validus Mission Critical REIT II, Inc. 2014 Restricted Share Plan, or the Incentive Plan, pursuant to which the Company has the power and authority to grant restricted or deferred stock awards to persons eligible under the Incentive Plan. The Company authorized and reserved 300,000 shares of our Class A shares for issuance under the Incentive Plan, subject to certain adjustments. Subject to certain limited exceptions, restricted stock may not be sold, assigned, transferred, pledged, hypothecated or otherwise disposed of and is subject to forfeiture within the vesting period. Restricted stock awards generally vest ratably over four years. The Company uses the straight-line method to recognize expenses for service awards with graded vesting. Restricted stock awards are entitled to receive dividends during the vesting period. In addition to the ratable amortization of fair value over the vesting period, dividends paid on unvested shares of restricted stock which are not expected to vest are charged to compensation expense in the period paid. | ||||||
On July 11, 2014, the Company granted 3,000 restricted shares of Class A common stock to each of its independent directors, which were awarded in connection with their appointment to the Company’s board of directors. The fair value of each share of restricted common stock was estimated at the date of grant at $10.00 per share, the per share price of Class A shares sold in the Offering. The restricted stock awards vest over a period of four years. The awards are amortized using the straight-line method over four years. | ||||||
As of December 31, 2014, there was $79,000 of total unrecognized compensation expense related to nonvested shares of the Company’s restricted Class A common stock. This expense is expected to be recognized over a remaining weighted average period of 3.53 years. This expected expense does not include the impact of any future stock-based compensation awards. | ||||||
As of December 31, 2014, the fair value of the nonvested shares of restricted Class A common stock was $90,000. A summary of the status of the nonvested shares of restricted Class A common stock as of December 31, 2013 and the changes for the year ended December 31, 2014 is presented below: | ||||||
Weighted Average Grant Date | ||||||
Restricted Stock | Shares | Fair Value | ||||
Nonvested at December 31, 2013 | — | $ | — | |||
Granted | 9,000 | $ | 10.00 | |||
Nonvested at December 31, 2014 | 9,000 | $ | 10.00 | |||
Stock-based compensation expense for the year ended December 31, 2014 was $11,000, which is reported in general and administrative costs in the accompanying consolidated statements of operations. | ||||||
RelatedParty_Transactions_and_
Related-Party Transactions and Arrangements | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Related-Party Transactions and Arrangements [Abstract] | |||||||||
Related-Party Transactions and Arrangements | Note 9 — Related-Party Transactions and Arrangements | ||||||||
The Company pays the Dealer Manager selling commissions of up to 7.0% of the gross offering proceeds per Class A share and up to 3.0% of gross offering proceeds per Class T share. All sales commissions are expected to be re-allowed to participating broker-dealers. The Company will not pay selling commissions with respect to shares of any class sold pursuant to the DRIP. In addition, the Company pays the Dealer Manager a dealer manager fee of up to 3.0% of gross offering proceeds from the sale of Class A and Class T shares, provided, however that the dealer manager fee the Company pays on the Class T shares may be changed in the future. The dealer manager fee may be partially re-allowed to participating broker-dealers. No dealer manager fees will be paid in connection with purchases of shares made pursuant to the DRIP. For the year ended December 31, 2014, the Company paid the Dealer Manager approximately $6,476,000 for selling commissions and dealer manager fees in connection with the Offering. | |||||||||
The Company will pay the Dealer Manager a distribution fee with respect to its Class T shares that are sold in the Offering that accrues daily in an amount equal to 1/365th of .80% of the amount of the purchase price per share (or, once reported, the net asset value per share for such day) on a continuous basis from year to year. Termination of such payment will commence on the earlier to occur of the following: (i) a listing of the Class T shares on a national securities exchange, (ii) following the completion of the Offering, total underwriting compensation in the Offering equaling 10% of the gross proceeds from the primary portion of the Offering, or (iii) such Class T shares no longer being outstanding. The Dealer Manager may re-allow the distribution fee to participating broker-dealers and servicing broker-dealers. The distribution fee will be paid monthly in arrears. The distribution fee will not be payable with respect to Class T shares issued under the DRIP. The Company will not pay a distribution fee with respect to Class A shares. For the year ended December 31, 2014, the Company did not incur any distribution fees to the Dealer Manager. | |||||||||
The Company reimburses the Advisor and its affiliates for organization and offering expenses it incurs on the Company’s behalf, but only to the extent the reimbursement would not cause the selling commissions, dealer manager fees, distribution fees and other organization and offering expenses to exceed 15% of the gross offering proceeds of the Offering. The Company expects that organization and offering expenses (other than selling commissions, dealer manager fees, and distribution fees) will be approximately 1.25% of the gross offering proceeds. As of December 31, 2014, the Advisor and its affiliates incurred approximately $4,205,000 on the Company’s behalf in offering costs. The Company reimbursed approximately $1,382,000 in offering expenses to the Advisor, or its affiliates, and accrued approximately $2,524,000 of other organization and offering expenses, the total of which represents the Company’s maximum liability for other organization and offering costs as of December 31, 2014. Other organization expenses are expensed as incurred and offering expenses are charged to stockholders’ equity as incurred or as such amounts are reimbursed to the Advisor. | |||||||||
The Company pays to the Advisor 2.0% of the contract purchase price of each property or asset acquired and 2.0% of the amount advanced with respect to a mortgage loan. The total amount of all acquisition fees and expenses are limited to 6.0% of the contract purchase price of the property or in the case of a mortgage loan, 6.0% of funds advanced. The contract purchase price is the amount actually paid or allocated in respect of the purchase, development, construction or improvement of a property or the amount of funds advanced with respect to a mortgage loan, exclusive of acquisition fees and acquisition expenses. For the year ended December 31, 2014, the Company paid approximately $1,833,000 in acquisition fees to the Advisor or its affiliates. | |||||||||
The Company reimburses the Advisor for acquisition expenses incurred in connection with the selection and acquisition of properties or other real estate-related investments (including expenses relating to potential investments that the Company does not close), such as legal fees and expenses, costs of real estate due diligence, appraisals, non-refundable option payments on property not acquired, travel and communications expenses, accounting fees and expenses and title insurance premiums, whether or not the property was acquired. The total amount of all acquisition fees and expenses are limited to 6.0% of the contract purchase price of the property or in the case of a mortgage loan, 6.0% of funds advanced. The Company expects these expenses will be approximately 0.75% of the purchase price of each property or real estate-related investment. For the year ended December 31, 2014, the Company incurred approximately $11,000 in acquisition expenses and reimbursed approximately $7,000 to the Advisor or its affiliates. | |||||||||
The Company pays to the Advisor an asset management fee calculated on a monthly basis in an amount equal to 1/12th of 0.75% of gross assets (including amounts borrowed) which is payable monthly in arrears. The Advisor may, in its sole discretion, choose to take any monthly asset management fee in the form of subordinated restricted Class B Units of the Operating Partnership. In the event the Advisor chooses to be compensated in Class B Units, then the Operating Partnership will, within 30 days after the end of the applicable month (subject to the approval of the board of directors), issue a number of restricted Class B Units to the Advisor equal to: (i) the cost of assets multiplied by 0.0625% (or the lower of the cost of assets and the applicable quarterly net asset value, or NAV, multiplied by 0.0625%, once the Company begins calculating NAV) divided by (ii) the value of one Class A share of common stock as of the last day of such calendar month, which will be the offering price, less selling commissions and dealer manager fees, until such time as the Company calculates NAV, when it will then be the per share NAV for Class A shares. The Advisor will be entitled to receive certain distributions of net sales proceeds on the vested and unvested Class B Units it receives in connection with its assets management services at the same rate as distributions received on the Company’s common stock. Such distributions will be in addition to the incentive fees the Advisor and its affiliates may receive from the Company, including, without limitation the subordinated participation in net sales proceeds, the subordinated incentive listing distribution or the subordinated distribution upon termination of the Advisory agreement, as applicable. | |||||||||
Class B Units are subject to forfeiture until such time as: (a) the value of the Operating Partnership’s assets plus all distributions made equals or exceeds the total amount of capital contributed by investors plus a 6.0% cumulative, pretax, non-compounded annual return thereon, or the economic hurdle; (b) any one of the following events occurs concurrently with or subsequently to the achievement of the economic hurdle described above: (i) a listing of the Company’s common stock on a national securities exchange; (ii) a transaction to which the Company or the Operating Partnership shall be a party, as a result of which operating partnership units or common stock shall be exchanged for or converted into the right, or the holders of such securities shall otherwise be entitled, to receive cash, securities or other property or any combination thereof; or (iii) the termination of the Advisory Agreement without cause; and (c) the Advisor pursuant to the Advisory Agreement is providing services to the Company immediately prior to the occurrence of an event of the type described in clause (b) above, unless the failure to provide such services is attributable to the termination without cause of the Advisory Agreement by an affirmative vote of a majority of the Company’s independent directors after the economic hurdle described above has been met. Any outstanding Class B Units will be forfeited immediately if the Advisory Agreement is terminated for any reason other than a termination without cause. Any outstanding Class B Units will be forfeited immediately if the Advisory Agreement is terminated without cause by an affirmative vote of a majority of the Company’s board of directors before the economic hurdle described above has been met. For the year ended December 31, 2014, the Advisor recognized and the Company incurred approximately $72,000 in asset management fees. For the year ended December 31, 2014, the Company did not issue any Class B Units. | |||||||||
In connection with the rental, leasing, operation and management of the Company’s properties, the Company pays the Property Manager and its affiliates aggregate fees equal to 3.0% of gross revenues from the properties managed. The Company will reimburse the Property Manager and its affiliates for property-level expenses that any of them pay or incur on the Company’s behalf, including salaries, bonuses and benefits of persons employed by the Property Manager and its affiliates except for the salaries, bonuses and benefits of persons who also serve as one of its executive officers. The Property Manager and its affiliates may subcontract the performance of their duties to third parties and pay all or a portion of the property management fee to the third parties with whom they contract for these services. If the Company contracts directly with third parties for such services, it will pay them customary market fees and will pay the Property Manager an oversight fee equal to 1.0% of the gross revenues of the properties managed. In no event will the Company pay the Property Manager or any affiliate both a property management fee and an oversight fee with respect to any particular property. The Company also may pay the Property Manager a separate fee for the one-time initial rent-up, leasing-up of newly constructed properties or re-leasing to existing tenants in an amount not to exceed the fee customarily charged in arm’s length transactions by others rendering similar services in the same geographic area for similar properties as determined by a survey of brokers and agents in such area and which is typically less than $1,000. For the year ended December 31, 2014, the Company incurred approximately $9,000 in property management fees to the Property Manager. | |||||||||
For acting as general contractor and/or construction manager to supervise or coordinate projects or to provide major repairs or rehabilitation on our properties, the Company may pay the Property Manager up to 5.0% of the cost of the projects, repairs and/or rehabilitation, as applicable. As of December 31, 2014, the Company did not incur any construction management fees. | |||||||||
The Company reimburses the Advisor for operating expenses incurred on its behalf. Expenses in excess of the operating expenses in the four immediately preceding quarters that exceeds the greater of (a) 2.0% of average invested assets or (b) 25% of net income, subject to certain adjustments, will not be reimbursed unless the independent directors determine such excess expenses are justified. Additionally, the Company will not reimburse the Advisor for personnel costs in connection with services for which the Advisor receives acquisition fees or disposition fees. As of December 31, 2014, the Company had incurred total operating expenses in the four consecutive fiscal quarters then ended that exceeded the 2%/25% guidelines by $12,000, or the Excess Amount. On March 12, 2015 the board of directors, including all of the independent directors, determined that the Excess Amount was due to unusual and nonrecurring factors associated with the start-up costs related to the Company’s launch, such as nonscalable costs of legal fees, auditing fees, reporting fees, board of directors’ compensation and other direct general and administrative costs. The board of directors determined that these costs were incurred in 2014, and that the Company’s amount of capital raised and investments have progressed since then to a satisfactory degree. Therefore, the board of directors deemed the circumstances surrounding the Excess Amount sufficient to justify reimbursing the Advisor for direct expenses, including but not limited to start-up costs as well as direct general and administrative expenses associated with the organization of the Company and the registration and commencement of the Offering. For the year ended December 31, 2014, the Advisor allocated approximately $288,000 in operating expenses on the Company’s behalf. For the year ended December 31, 2014, the Advisor waived, irrevocably, without recourse, approximately $236,000 in operating expenses it allocated to the Company, including payroll-related expenses. For the year ended December 31, 2014, the Company reimbursed approximately $82,000 in operating expenses to the Advisor. The Advisor has not agreed to waive any future costs. | |||||||||
The Company will pay its Advisor, or its affiliates, if it provides a substantial amount of services (as determined by a majority of the Company’s independent directors) in connection with the sale of properties, a disposition fee, up to the lesser of 1.0% of the contract sales price and one-half of the total brokerage commission paid if a third party broker is also involved, without exceeding the lesser of 6.0% of the contract sales price and a reasonable, customary and competitive real estate commission. As of December 31, 2014, the Company did not incur any disposition fees to the Advisor or its affiliates. | |||||||||
The Advisor will receive 15% of the remaining net sale proceeds after return of capital contributions plus payment to investors of a 6.0% annual cumulative, non-compounded return on the capital contributed by investors. As of December 31, 2014, the Company did not incur any subordinated sale fees to the Advisor or its affiliates. | |||||||||
Upon termination or non-renewal of the Advisory agreement with or without cause, the Advisor will be entitled to receive distributions from the Operating Partnership equal to 15% of the amount by which the sum of the Company’s adjusted market value plus distributions exceeds the sum of the aggregate capital contributed by investors plus an amount equal to an annual 6.0% cumulative, non-compounded return to investors. In addition, the Advisor may elect to defer its right to receive a subordinated distribution upon termination until either shares of the Company’s common stock are listed and traded on a national securities exchange or another liquidity event occurs. As of December 31, 2014, the Company did not incur any subordinated termination fees to the Advisor or its affiliates. | |||||||||
Accounts Payable Due to Affiliates | |||||||||
The following amounts were outstanding due to affiliates as of December 31, 2014 (amounts in thousands): | |||||||||
December 31, | |||||||||
Entity | Fee | 2014 | 2013 | ||||||
Carter Validus Advisors II, LLC and its affiliates | Asset management fees | $ | 66 | $ | — | ||||
Carter Validus Real Estate Management Services II, LLC | Property management fees | 3 | — | ||||||
Carter Validus Advisors II, LLC and its affiliates | General and administrative costs | 29 | — | ||||||
Carter Validus Advisors II, LLC and its affiliates | Offering costs | 2,524 | — | ||||||
Carter Validus Advisors II, LLC and its affiliates | Acquisition expenses and fees | 4 | — | ||||||
$ | 2,626 | $ | — | ||||||
Business_Combinations
Business Combinations | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Business Combinations [Abstract] | |||||
Business Combinations | Note 10 — Business Combinations | ||||
During the year ended December 31, 2014, the Company completed the acquisition of 100% fee simple interest in five real estate investments that were determined to be business combinations, comprised of five buildings. The aggregate purchase price of the acquisitions determined to be business combinations was $65,201,000, plus closing costs. | |||||
The following table summarizes the acquisitions determined to be business combinations completed during the year ended December 31 2014: | |||||
Date | Ownership | ||||
Property Description | Acquired | Percentage | |||
Cy Fair Surgical Center | 7/31/14 | 100% | |||
Mercy Healthcare Facility | 10/29/14 | 100% | |||
Winston-Salem, NC IMF | 12/17/14 | 100% | |||
Baylor Surgical Hospital at Fort Worth | 12/31/14 | 100% | |||
Baylor Surgical Hospital Integrated Medical Facility | 12/31/14 | 100% | |||
Results of operations for the acquisitions determined to be business combinations are reflected in the accompanying consolidated statements of operations for the year ended December 31, 2014 for the period subsequent to the acquisition date of each property. For the period from the acquisition date through December 31, 2014, the Company recognized approximately $248,000 of revenues and net loss of approximately $1,689,000 for its business combination acquisitions. In addition, during the year ended December 31, 2014, the Company incurred aggregate non-recurring charges related to acquisition fees and costs of $1,697,000 in connection with acquisitions determined to be business combinations, which are included in the accompanying consolidated statements of operations. | |||||
The following table summarizes management’s allocation of the fair value of the acquisitions determined to be business combinations during the year ended December 31, 2014 (amounts in thousands): | |||||
Total | |||||
Land | $ | 10,466 | |||
Buildings and improvements | 47,504 | ||||
In-place leases | 6,247 | ||||
Tenant improvements | 737 | ||||
Above-market leases | 254 | ||||
Total assets acquired | 65,208 | ||||
Below-market leases | -7 | ||||
Total liabilities acquired | -7 | ||||
Net assets acquired | $ | 65,201 | |||
Assuming the business combinations described above had occurred on January 1, 2014, pro forma revenues, net income and net income attributable to common stockholders would have been as follows (amounts in thousands, unaudited): | |||||
For the Year Ended | |||||
December 31, | |||||
2014 | |||||
Pro forma basis: | |||||
Revenues | $ | 2,020 | |||
Net income attributable to common stockholders | $ | 245 | |||
Net income per common share attributable to common stockholders: | |||||
Class A basic and diluted | $ | 0.09 | |||
The pro forma information for the year ended December 31, 2014 was adjusted to exclude approximately $1,697,000 of acquisition expenses recorded related to its real estate investments. The pro forma information is presented for informational purposes only and may not be indicative of what actual results of operations would have been had the transaction occurred at the beginning of 2014, nor is it necessarily indicative of future operating results. | |||||
Accounts_Payable_and_Other_Lia
Accounts Payable and Other Liabilities | 12 Months Ended | ||
Dec. 31, 2014 | |||
Accounts Payable and Other Liabilities [Abstract] | |||
Accounts Payable and Other Liabilities | Note 11 — Accounts Payable and Other Liabilities | ||
Accounts payable and other liabilities, as of December 31, 2014 were comprised of the following (amounts in thousands): | |||
31-Dec-14 | |||
Accounts payable and accrued expenses | $ | 225 | |
Accrued interest expense | 47 | ||
Dividends payable | 325 | ||
Deferred rental income | 31 | ||
Intangible lease liability | 7 | ||
$ | 635 | ||
Income_Taxes
Income Taxes | 12 Months Ended | ||
Dec. 31, 2014 | |||
Income Taxes [Abstract] | |||
Income Taxes | Note 12 — Income Taxes | ||
For federal income tax purposes, distributions to stockholders are characterized as ordinary dividends, capital gain distributions, or nontaxable distributions. Nontaxable distributions will reduce U.S. stockholders’ basis in their shares. The following table shows the character of distributions the Company paid on a percentage basis during the year ended December 31, 2014: | |||
For the Year Ended | |||
December 31, | |||
Character of Distributions: | 2014 | ||
Ordinary dividends | 0.00% | ||
Nontaxable distributions | 100.00% | ||
Total | 100.00% | ||
The Company concluded there was no impact related to uncertain tax provisions from the results of the operations of the Company for the year ended December 31, 2014. The Company’s policy is to recognize accrued interest related to unrecognized tax benefits as a component of interest expense and penalties related to unrecognized tax benefits as a component of general and administrative expenses. From inception through December 31, 2014, the Company had not recognized any interest expense or penalties related to unrecognized tax benefits. The United States of America is the major tax jurisdiction for the Company, and the earliest tax year subject to examination is 2013. | |||
Economic_Dependency
Economic Dependency | 12 Months Ended |
Dec. 31, 2014 | |
Economic Dependency [Abstract] | |
Economic Dependency | Note 13 — Economic Dependency |
The Company is dependent on the Advisor and its affiliates for certain services that are essential to the Company, including the sale of the Company’s shares of common and preferred stock available for issue; the identification, evaluation, negotiation, purchase and disposition of real estate investments and other investments; the management of the daily operations of the Company’s real estate portfolio; and other general and administrative responsibilities. In the event that these companies are unable to provide the respective services, the Company will be required to obtain such services from other sources. | |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2014 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | Note 14 — Commitments and Contingencies |
Litigation | |
In the ordinary course of business, the Company may become subject to litigation or claims. As of December 31, 2014, there were, and currently there are, no material pending legal proceedings to which the Company is a party. | |
Selected_Quarterly_Financial_D
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Selected Quarterly Financial Data (Unaudited) [Abstract] | |||||||||||||
Selected Quarterly Financial Data (Unaudited) | Note 15 — Selected Quarterly Financial Data (Unaudited) | ||||||||||||
Presented in the following table is a summary of the unaudited quarterly financial information for the year ended December 31, 2014. The Company believes that all necessary adjustments, consisting only of normal recurring adjustments, have been included in the amounts stated below to present fairly, and in accordance with GAAP, the selected quarterly information (amounts in thousands, except share data and per share amounts): | |||||||||||||
2014 | |||||||||||||
Fourth | Third | Second | First | ||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||
Revenue | $ | 272 | $ | 65 | $ | — | $ | — | |||||
Expenses | -1,931 | -493 | -55 | — | |||||||||
Loss from operations | -1,659 | -428 | -55 | — | |||||||||
Interest expense | -98 | -54 | — | — | |||||||||
Net loss attributable to common stockholders | $ | -1,757 | $ | -482 | $ | -55 | $ | — | |||||
Net loss per common share attributable to common | |||||||||||||
stockholders: | |||||||||||||
Class A basic and diluted | $ | -0.42 | $ | -0.72 | $ | -2.75 | $ | — | |||||
Weighted average number of common shares outstanding: | |||||||||||||
Class A basic and diluted | 4,183,857 | 671,425 | 20,000 | — | |||||||||
Subsequent_Events
Subsequent Events | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Subsequent Events [Abstract] | ||||||||||
Subsequent Events | Note 16 — Subsequent Events | |||||||||
Distributions Paid | ||||||||||
On January 2, 2015, the Company paid aggregate distributions of approximately $325,000 ($130,000 in cash and $195,000 in shares of the Company’s common stock pursuant to the DRIP), which related to distributions declared for each day in the period from December 1, 2014 through December 31, 2014. On February 2, 2015, the Company paid aggregate distributions of approximately $446,000 ($184,000 in cash and $262,000 in shares of the Company’s common stock pursuant to the DRIP), which related to distributions declared for each day in the period from January 1, 2015 through January 31, 2015. On March 2, 2015, the Company paid aggregate distributions of approximately $538,000 ($220,000 in cash and $318,000 in shares of the Company’s common stock pursuant to the DRIP), which related to distributions declared for each day in the period from February 1, 2015 through February 28, 2015. | ||||||||||
Increase in Borrowing Base Availability Under the Credit Facility | ||||||||||
On February 17, 2015, the Company added the Heartland Rehabilitation Hospital to the collateral pool of the Credit Facility, which increased the borrowing base availability under the Credit Facility by approximately $13,109,000. As of March 24, 2015, the aggregate borrowing base availability was $60,092,000 under the Credit Facility and there was no outstanding balance under the Credit Facility. | ||||||||||
Distributions Declared | ||||||||||
On February 24, 2015, the board of directors of the Company approved and declared a distribution to the Company’s stockholders of record as of the close of business on each day of the period commencing on March 1, 2015 and ending on May 31, 2015. The distributions will be calculated based on 365 days in the calendar year and equal to an annualized rate of 6.4% per share of Class A and Class T common stock. The distributions declared for each record date in the March 2015, April 2015 and May 2015 periods will be paid in April 2015, May 2015 and June 2015, respectively. As of March 24, 2015, there were no shares of Class T common stock outstanding. The distributions will be payable to stockholders from legally available funds therefor. | ||||||||||
Status of the Offering | ||||||||||
As of March 24, 2015, the Company had accepted investors’ subscriptions for and issued approximately 16,554,000 shares of Class A common stock in the Offering, resulting in receipt of gross proceeds of approximately $164,455,000, including shares of its common stock issued pursuant to its DRIP. In addition, the Company has special escrow requirements for subscriptions from residents of Pennsylvania, the conditions of which were satisfied on February 19, 2015 and Washington, the conditions of which were satisfied on September 8, 2014. As of March 24, 2015, the Company had approximately $2,185,545,000 in Class A shares and Class T shares of common stock remaining in the Offering. | ||||||||||
Acquisitions | ||||||||||
The following table presents certain information about properties the Company acquired from January 1, 2015 through March 24, 2015: | ||||||||||
Purchase Price | ||||||||||
(amounts | Ownership | |||||||||
Property Description | Date Acquired | in thousands) | Percentage | |||||||
Winter Haven Healthcare Facility (1) | 1/27/15 | $ | 3,804 | 100% | ||||||
Heartland Rehabilitation Hospital (1) | 2/17/15 | $ | 24,579 | 100% | ||||||
-1 | The property is leased to a single tenant and the Company funded the purchase with net proceeds from the Offering. | |||||||||
Schedule_III_Real_Estate_Asset
Schedule III - Real Estate Assets and Accumulated Depreciation | 12 Months Ended | ||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||
Schedule III - Real Estate Assets and Accumulated Depreciation [Abstract] | |||||||||||||||||||||||||||||||
Schedule III - Real Estate Assets and Accumulated Depreciation | CARTER VALIDUS MISSION CRITICAL REIT II, INC. | ||||||||||||||||||||||||||||||
SCHEDULE III | |||||||||||||||||||||||||||||||
REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION | |||||||||||||||||||||||||||||||
December 31, 2014 | |||||||||||||||||||||||||||||||
(amounts in thousands) | |||||||||||||||||||||||||||||||
Cost | Gross Amount | ||||||||||||||||||||||||||||||
Initial Cost | Capitalized | Carried at December 31, 2014 (b) | |||||||||||||||||||||||||||||
Buildings and | Subsequent | Buildings and | Accumulated | Year | Date | ||||||||||||||||||||||||||
Property Description | Location | Encumbrances | Land | Improvements | to Acquisition | Land | Improvements | Total | Depreciation (c) | Constructed | Acquired | ||||||||||||||||||||
Cy Fair Surgical Center | Houston, TX | $ | — | (a) | $ | 762 | $ | 2,970 | $ | — | $ | 762 | $ | 2,970 | $ | 3,732 | $ | 44 | 1993 | 7/31/14 | |||||||||||
Mercy Healthcare Facility | Cincinnati, OH | — | (a) | 356 | 3,167 | — | 356 | 3,167 | 3,523 | 20 | 2001 | 10/29/14 | |||||||||||||||||||
Winston-Salem, NC IMF | Winston-Salem, NC | — | (a) | 684 | 4,903 | — | 684 | 4,903 | 5,587 | 6 | 2004 | 12/17/14 | |||||||||||||||||||
New England Sinai | |||||||||||||||||||||||||||||||
Medical Center | Stoughton, MA | — | (a) | 4,049 | 19,977 | 14 | 4,049 | 19,991 | 24,040 | 22 | 1967/1973 | (d) | 12/23/14 | ||||||||||||||||||
Baylor Surgical Hospital at | |||||||||||||||||||||||||||||||
Fort Worth | Fort Worth, TX | — | (a) | 8,297 | 35,615 | — | 8,297 | 35,615 | 43,912 | 39 | 2014 | 12/31/14 | |||||||||||||||||||
Baylor Surgical Hospital | |||||||||||||||||||||||||||||||
Integrated Medical Facility | Fort Worth, TX | — | (a) | 367 | 1,587 | — | 367 | 1,587 | 1,954 | 2 | 2014 | 12/31/14 | |||||||||||||||||||
$ | — | $ | 14,515 | $ | 68,219 | $ | 14 | $ | 14,515 | $ | 68,233 | $ | 82,748 | $ | 133 | ||||||||||||||||
(a)Property collateralized under the KeyBank Credit Facility. As of December 31, 2014, six commercial properties were collateralized under the KeyBank Credit Facility and the Company had $37,500,000 outstanding thereunder. | |||||||||||||||||||||||||||||||
(b)The aggregated cost for federal income tax purposes is approximately $74,726,000. | |||||||||||||||||||||||||||||||
(c)The Company’s assets are depreciated or amortized using the straight-line method over the useful lives of the assets by class. Generally, building and improvements are depreciated over 15-40 years. | |||||||||||||||||||||||||||||||
(d)The New England Sinai Medical Center was renovated in 1992. | |||||||||||||||||||||||||||||||
CARTER VALIDUS MISSION CRITICAL REIT II, INC. | |||||||||||||||||||||||||||||||
SCHEDULE III | |||||||||||||||||||||||||||||||
(CONTINUED) | |||||||||||||||||||||||||||||||
December 31, 2014 | |||||||||||||||||||||||||||||||
(amounts in thousands) | |||||||||||||||||||||||||||||||
2014 | |||||||||||||||||||||||||||||||
Real Estate | |||||||||||||||||||||||||||||||
Balance at beginning of year | $ | — | |||||||||||||||||||||||||||||
Additions: | |||||||||||||||||||||||||||||||
Acquisitions | 82,734 | ||||||||||||||||||||||||||||||
Additional acquisition fees and expenses capitalized | 14 | ||||||||||||||||||||||||||||||
Balance at end of year | $ | 82,748 | |||||||||||||||||||||||||||||
Accumulated Depreciation | |||||||||||||||||||||||||||||||
Balance at beginning of year | $ | — | |||||||||||||||||||||||||||||
Depreciation | -133 | ||||||||||||||||||||||||||||||
Balance at end of year | $ | -133 | |||||||||||||||||||||||||||||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policy) | 12 Months Ended | ||
Dec. 31, 2014 | |||
Summary of Significant Accounting Policies [Abstract] | |||
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation | ||
The accompanying consolidated financial statements include the accounts of the Company, the Operating Partnership, and all wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. | |||
Use of Estimates | Use of Estimates | ||
The preparation of the consolidated financial statements and accompanying notes in conformity with GAAP requires the Company to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. These estimates are made and evaluated on an on going basis using information that is currently available as well as various other assumptions believed to be reasonable under the circumstances. Actual results could differ from those estimates. | |||
Cash and Cash Equivalents | Cash and Cash Equivalents | ||
The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash equivalents may include cash and short-term investments. Short-term investments are stated at cost, which approximates fair value. | |||
Investment in Real Estate | Investment in Real Estate | ||
Real estate costs related to the acquisition, development, construction and improvement of properties are capitalized. Repair and maintenance costs are expensed as incurred and significant replacements and betterments are capitalized. Repair and maintenance costs include all costs that do not extend the useful life of the real estate asset. The Company considers the period of future benefit of an asset in determining the appropriate useful life. The Company anticipates the estimated useful lives of its assets by class as follows: | |||
Buildings and improvements | 15 – 40 years | ||
Tenant improvements | Shorter of lease term or expected useful life | ||
Furniture, fixtures, and equipment | 3 – 10 years | ||
Allocation of Purchase Price of Real Estate | Allocation of Purchase Price of Real Estate | ||
Upon the acquisition of real properties, the Company evaluates whether the acquisition is a business combination or an asset acquisition. The Company determined that properties acquired with an existing lease in place are accounted as a business combination and properties acquired without an existing lease in place are accounted as an asset acquisition. | |||
Business Combinations | |||
Upon the acquisition of real properties determined to be business combinations, the Company allocates the purchase price of properties to acquired tangible assets, consisting of land, buildings and improvements, and identified intangible assets and liabilities, consisting of the value of above-market and below-market leases and the value of in-place leases, based in each case on their estimated fair values. | |||
The fair values of the tangible assets of an acquired property (which includes land, buildings and improvements) are determined by valuing the property as if it were vacant, and the “as-if-vacant” value is then allocated to land and buildings and improvements based on management’s determination of the relative fair value of these assets. Management determines the as-if-vacant fair value of a property using methods similar to those used by independent appraisers. Factors considered by management in performing these analyses include an estimate of carrying costs during the expected lease-up periods considering current market conditions and costs to execute similar leases, including leasing commissions and other related costs. In estimating carrying costs, management includes real estate taxes, insurance, and other operating expenses during the expected lease-up periods based on current market conditions. | |||
The fair values of above-market and below-market in-place lease values are recorded based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) an estimate of fair market lease rates for the corresponding in-place leases, measured over a period equal to the remaining non-cancelable term of the lease including any fixed rate bargain renewal periods, with respect to a below-market lease. The above-market and below-market lease values are capitalized as intangible lease assets or liabilities. Above-market lease values are amortized as an adjustment of rental income over the remaining terms of the respective leases. Below-market leases are amortized as an adjustment of rental income over the remaining terms of the respective leases, including any fixed rate bargain renewal periods. If a lease were to be terminated prior to its stated expiration, all unamortized amounts of above-market and below-market in-place lease values related to that lease would be recorded as an adjustment to rental income. | |||
The fair values of in-place leases include an estimate of direct costs associated with obtaining a new tenant and opportunity costs associated with lost rentals that are avoided by acquiring an in-place lease. Direct costs associated with obtaining a new tenant include commissions, tenant improvements, and other direct costs and are estimated based on management’s consideration of current market costs to execute a similar lease. These direct lease origination costs are included in real estate assets in the accompanying consolidated balance sheets and are amortized to expense over the remaining terms of the respective leases. The value of opportunity costs is calculated using the contractual amounts to be paid pursuant to the in-place leases over a market absorption period for a similar lease. These lease intangibles are included in real estate assets in the accompanying consolidated balance sheets and amortized to expense over the remaining terms of the respective leases. If a lease were to be terminated prior to its stated expiration, all unamortized amounts of in-place lease assets relating to that lease would be expensed. | |||
Asset Acquisitions | |||
Upon the acquisition of real estate properties determined to be asset acquisitions, the Company allocates the purchase price of such properties to acquired tangible assets, consisting of land and buildings and improvements, based in each case on initial cost of the asset acquired. | |||
Acquisition Fees and Expenses | Acquisition Fees and Expenses | ||
Acquisition fees and expenses in connection with the acquisition of properties determined to be business combinations are expensed as incurred, including investment transactions that are no longer under consideration, and are included in acquisition related expenses in the accompanying consolidated statements of operations. Acquisition fees and expenses associated with transactions determined to be an asset purchase are capitalized. | |||
Impairment of Long Lived Assets | Impairment of Long Lived Assets | ||
The Company continually monitors events and changes in circumstances that could indicate that the carrying amounts of its real estate and related intangible assets may not be recoverable. When indicators of potential impairment suggest that the carrying value of real estate and related intangible assets may not be recoverable, the Company assesses the recoverability of the assets by estimating whether the Company will recover the carrying value of the asset through its undiscounted future cash flows and its eventual disposition. If based on this analysis the Company does not believe that it will be able to recover the carrying value of the asset, the Company will record an impairment loss to the extent that the carrying value exceeds the estimated fair value of the asset. No impairment loss has been recorded to date. | |||
When developing estimates of expected future cash flows, the Company makes certain assumptions regarding future market rental income amounts subsequent to the expiration of current lease arrangements, property operating expenses, terminal capitalization and discount rates, the number of months it takes to re-lease the property, required tenant improvements and the number of years the property will be held for investment. The use of alternative assumptions in the future cash flow analysis could result in a different determination of the property’s future cash flows and a different conclusion regarding the existence of an impairment, the extent of such loss, if any, as well as the carrying value of the real estate and related assets. | |||
Real Estate Escrow Deposits | Real Estate Escrow Deposits | ||
Real estate escrow deposits include funds held by escrow agents and others to be applied towards the purchase of real estate, which are included in other assets in the accompanying consolidated balance sheets. | |||
Fair Value | Fair Value | ||
Accounting Standards Codification, or ASC, 820, Fair Value Measurements and Disclosures, or ASC 820, defines fair value, establishes a framework for measuring fair value in accordance with GAAP and expands disclosures about fair value measurements. ASC 820 emphasizes that fair value is intended to be a market-based measurement, as opposed to a transaction-specific measurement. | |||
Fair value is defined by ASC 820 as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Depending on the nature of the asset or liability, various techniques and assumptions can be used to estimate the fair value. Assets and liabilities are measured using inputs from three levels of the fair value hierarchy, as follows: | |||
Level 1—Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. An active market is defined as a market in which transactions for the assets or liabilities occur with sufficient frequency and volume to provide pricing information on an ongoing basis. | |||
Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active (markets with few transactions), inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data correlation or other means (market corroborated inputs). | |||
Level 3—Unobservable inputs, only used to the extent that observable inputs are not available, reflect the Company’s assumptions about the pricing of an asset or liability. | |||
The following describes the methods the Company used to estimate the fair value of the Company’s financial assets and liabilities: | |||
Cash and cash equivalents, restricted cash, tenant receivables, real estate escrow deposits, prepaid assets, accounts payable and other liabilities—The Company considered the carrying values of these financial instruments, assets and liabilities to approximate fair value because of the short period of time between origination of the instruments and their expected realization. | |||
Credit facility—The carrying value of the variable rate KeyBank Credit Facility (as defined below) approximates fair value because its interest rate is adjustable. | |||
Real Estate-Related Notes Receivables | Real Estate-Related Notes Receivables | ||
The Company may invest in real estate-related notes receivables that represent loans that the Company intends to hold to maturity. They will be classified as real estate-related notes receivables. Accordingly, these notes will be recorded at cost, net of unamortized loan origination costs and fees, loan purchase discounts, and allowance for losses when a loan is determined to be impaired. Premiums, discounts, and net origination fees will be amortized or accreted as an adjustment to interest income using the effective interest method over the life of the loan. | |||
The Company will evaluate the collectability of both interest and principal on each real estate-related note receivable to determine whether it is collectible, primarily through the evaluation of credit quality indicators such as underlying collateral and payment history. A real estate-related note receivable will be considered to be impaired when, based upon current information and events, it is probable that the Company will be unable to collect all amounts due according to the existing contractual terms. If a real estate-related note receivable is considered to be impaired, the amount of loss will be calculated by comparing the recorded investment to the value determined by discounting the expected future cash flows at the real estate-related note receivable’s effective interest rate or to the value of the underlying collateral if the real estate-related note receivable is collateral dependent. | |||
Noncontrolling Interest in Operating Partnership | Noncontrolling Interest in Operating Partnership | ||
The Company is the sole general partner of the Operating Partnership and the Advisor is the initial limited partner of the Operating Partnership. The Company owns a 99.997% interest in the Operating Partnership and the Advisor owns a 0.003% interest in the Operating Partnership. The Company consolidates the Operating Partnership and reports unaffiliated partners’ interests in the Operating Partnership as noncontrolling interests. Noncontrolling interests are reported within the equity section of the consolidated financial statements, and amounts attributable to controlling and noncontrolling interests are reported separately in the accompanying consolidated statements of operations and accompanying consolidated statement of stockholders’ equity. | |||
Revenue Recognition, Tenant Receivables and Allowance for Uncollectible Accounts | Revenue Recognition, Tenant Receivables and Allowance for Uncollectible Accounts | ||
The Company recognizes revenue in accordance with Accounting Standards Codification, or ASC, 605, Revenue Recognition, or ASC 605. ASC 605 requires that all four of the following basic criteria be met before revenue is realized or realizable and earned: (1) there is persuasive evidence that an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the seller’s price to the buyer is fixed and determinable; and (4) collectability is reasonably assured. | |||
Rental Revenue | |||
In accordance with ASC 840, Leases, minimum rental revenue is recognized on a straight-line basis over the term of the related lease (including rent holidays). Differences between rental income recognized and amounts contractually due under the lease agreements are credited or charged to deferred rent receivable or deferred rent liability, as applicable. Tenant reimbursement revenue, which is comprised of additional amounts recoverable from tenants for common area maintenance expenses and certain other recoverable expenses, is recognized as revenue in the period in which the related expenses are incurred. Tenant reimbursements are recognized and presented in accordance with ASC Subtopic 605-45, Revenue Recognition—Principal Agent Consideration, or ASC 605-45. ASC 605-45 requires that these reimbursements be recorded on a gross basis when the Company is the primary obligor with respect to purchasing goods and services from third-party suppliers, has discretion in selecting the supplier and has credit risk. | |||
Tenant receivables and unbilled deferred rent receivables are carried net of the allowances for uncollectible current tenant receivables and unbilled deferred rent. An allowance will be maintained for estimated losses resulting from the inability of certain tenants to meet the contractual obligations under their lease agreements. The Company also maintains an allowance for deferred rent receivables arising from the straight-lining of rents. The Company’s determination of the adequacy of these allowances is based primarily upon evaluations of historical loss experience, the tenant’s financial condition, security deposits, letters of credit, lease guarantees and current economic conditions and other relevant factors. As of December 31, 2014, the Company did not have an allowance for uncollectible tenant receivables. | |||
Stock-based Compensation | Stock-based Compensation | ||
The Company accounts for stock-based compensation based upon the estimated fair value of the share awards. Accounting for stock-based compensation requires the fair value of the awards to be amortized as compensation expense over the period for which the services relate and requires any dividend equivalents earned to be treated as dividends for financial reporting purposes. | |||
Earnings Per Share | Earnings Per Share | ||
The Company calculates basic earnings per share by dividing net income (loss) for the period by the weighted average shares of its common stock outstanding for that period. Diluted earnings per share are computed based on the weighted average number of shares outstanding and all potentially dilutive securities. Shares of non-vested restricted common stock give rise to potentially dilutive shares of common stock. For the year ended December 31, 2014, there were 9,000 shares of non-vested shares of restricted common stock outstanding, but such shares were excluded from the computation of diluted earnings per share because such shares were anti-dilutive during these periods. | |||
Restricted Cash Held in Escrow | Restricted Cash Held in Escrow | ||
Restricted cash held in escrow includes cash held in escrow accounts for capital improvements for certain properties. Contributions and receipts of escrowed funds have been classified as investing activities in the consolidated statements of cash flows. Restricted cash held in escrow is reported in other assets in the accompanying consolidated balance sheets. See Note 5—“Other Assets.” | |||
Deferred Financing Costs | Deferred Financing Costs | ||
Deferred financing costs are loan fees, legal fees and other third-party costs associated with obtaining financing. These costs are amortized over the terms of the respective financing agreements using the effective interest method. Unamortized deferred financing costs are generally expensed when the associated debt is refinanced or repaid before maturity unless specific rules are met that would allow for the carryover of such costs to the refinanced debt. Costs incurred in seeking financing transactions that do not close are expensed in the period in which it is determined that the financing will not close. Deferred financing costs are reported in other assets in the accompanying consolidated balance sheets. See Note 5—“Other Assets.” | |||
Reportable Segments | Reportable Segments | ||
ASC 280, Segment Reporting, establishes standards for reporting financial and descriptive information about an enterprise’s reportable segments. As of December 31, 2014, 100% of the Company’s consolidated revenues were generated from real estate investments in healthcare properties. The Company’s chief operating decision maker evaluates operating performance of healthcare properties on an overall portfolio wide level; therefore, the Company reports one reportable segment. | |||
Comprehensive Loss | Comprehensive Loss | ||
For the year ended December 31, 2014 and for the period January 11, 2013 (Date of Inception) to December 31, 2013, comprehensive loss equaled net loss attributable to common stockholders; therefore, a separate statement of comprehensive loss is not included in the accompanying consolidated financial statements. | |||
Concentration of Credit Risk and Significant Leases | Concentration of Credit Risk and Significant Leases | ||
As of December 31, 2014, the Company had cash on deposit in two financial institutions which had deposits in excess of current federally insured levels totaling approximately $5,338,000. The Company limits its cash investments to financial institutions with high credit standing; therefore, the Company believes it is not exposed to any significant credit risk on its cash deposits. To date, the Company has experienced no loss or lack of access to cash in its accounts. Concentration of credit risk with respect to accounts receivable from tenants is limited. | |||
As of December 31, 2014, the Company owned real estate investments in five MSAs, three of which accounted for 10.0% or more of rental revenue. The property located in the Houston-The Woodlands-Sugarland, Texas MSA accounted for 54.5% of rental revenue for the year ended December 31, 2014, the property located in the Cincinnati, Ohio-Kentucky-Indiana MSA accounted for 19.0% of rental revenue for the year ended December 31, 2014 and the property located in the Boston-Cambridge-Newton, Massachusetts-New Hampshire MSA accounted for 16.5% of rental revenue for the year ended December 31, 2014. | |||
As of December 31, 2014, the Company had three tenants that accounted for 10.0% or more of rental revenue. The lease with Cy Fair Surgery Center, Ltd. accounted for 54.5% of rental revenue for the year ended December 31, 2014, the lease with Mercy Health Physicians Cincinnati, LLC accounted for 19.0% of rental revenue for the year ended December 31, 2014 and the lease with New England Sinai Hospital, A Steward Family Hospital, Inc. accounted for 16.5% of rental revenue for the year ended December 31, 2014. | |||
Stockholders' Equity | Stockholders’ Equity | ||
The Company’s charter authorizes the issuance of up to 600,000,000 shares of stock, consisting of 250,000,000 shares of Class A common stock and 250,000,000 shares of Class T common stock, $0.01 par value per share, and 100,000,000 shares of preferred stock, $0.01 par value per share. The company intends to issue up to $2,250,000,000 in Class A and Class T shares of common stock in its primary offering, and up to $100,000,000 in Class A and Class T shares of common stock pursuant to the DRIP at 95% of the purchase price per share. Other than the different fees with respect to each class and the payment of a distribution fee out of cash otherwise distributable to Class T stockholders, Class A shares and Class T shares have identical rights and privileges, such as identical voting rights. The net proceeds from the sale of the two classes of shares will be commingled for investment purposes and all earnings from all of the investments will proportionally accrue to each share regardless of the class. | |||
The shares of common stock entitle the holders to one vote per share on all matters upon which stockholders are entitled to vote, to receive distributions as may be authorized by the Company’s board of directors, to receive all assets available for distribution to stockholders in accordance with the Maryland General Corporation Law and to all other rights of a stockholder pursuant to the Maryland General Corporation Law. The common stock has no preferences, preemptive, conversion, exchange, sinking fund or redemption rights. | |||
The charter authorizes the Company’s board of directors, without stockholder approval, to designate and issue one or more classes or series of preferred stock and to set or change the voting, conversion or other rights, preferences, restrictions, limitations as to dividends or other distributions and qualification or terms or conditions of redemption of each class of stock so issued. | |||
Distribution Policy and Distributions Payable | Distribution Policy and Distributions Payable | ||
The Company intends to elect to be taxed and qualify as a REIT and to operate as a REIT beginning with its taxable year ended December 31, 2014. To qualify and maintain its qualification as a REIT, the Company intends to make distributions each taxable year equal to at least 90% of its REIT taxable income (which is determined without regard to the dividends paid deduction or net capital gain and which does not necessarily equal net income as calculated in accordance with GAAP). On July 16, 2014, the board of directors of the Company approved and authorized a daily distribution to the Company’s stockholders of record as of the close of business on each day of the period commencing on the closing date of the first property acquisition and ended on August 31, 2014. On July 31, 2014, the Company acquired the Cy Fair Surgical Center, its first property acquisition. Therefore, the previously declared distributions began on July 31, 2014, and were calculated based on 365 days in the calendar year. The distributions were equal to an annualized rate of 6.4% per share of Class A and Class T common stock. Distributions are aggregated and paid in cash monthly in arrears. | |||
On each of August 1, 2014 and November 6, 2014, the board of directors of the Company approved and authorized a daily distribution to the Company’s stockholders of record as of the close of business on each day of the period commencing on September 1, 2014 and ended on February 28, 2015. The distributions are calculated based on 365 days in the calendar year and equal to an annualized rate of 6.4% per share of Class A and Class T common stock. Distributions are aggregated and paid in cash monthly in arrears. | |||
As of December 31, 2014, the Company paid aggregate distributions, since inception, of approximately $430,000 ($160,000 in cash and $270,000 of which were reinvested in shares of common stock pursuant to the DRIP). Distributions are payable to stockholders from legally available funds therefor. The Company’s distributions declared per Class A common share was $0.61 for the year ended December 31, 2014. As of December 31, 2014, the Company had distributions payable of approximately $325,000. Of these distributions payable, approximately $130,000 was paid in cash and approximately $195,000 was reinvested in shares of common stock pursuant to the DRIP on January 2, 2015. | |||
Distributions to stockholders are determined by the board of directors of the Company and are dependent upon a number of factors relating to the Company, including funds available for the payment of distributions, financial condition, the timing of property acquisitions, capital expenditure requirements, and annual distribution requirements in order to maintain the Company’s status as a REIT under the Code. | |||
Income Taxes | Income Taxes | ||
The Company believes it currently qualifies, and intends to elect to be taxed, as a REIT commencing with its taxable year ending December 31, 2014. Accordingly, it will generally not be subject to corporate U.S. federal or state income tax to the extent that it makes qualifying distributions to stockholders, and provided it satisfies, on a continuing basis, through actual investment and operating results, the REIT requirements, including certain asset, income, distribution and stock ownership tests. If the Company fails to qualify as a REIT, and does not qualify for certain statutory relief provisions, it will be subject to U.S. federal, state and local income taxes and may be precluded from qualifying as a REIT for the subsequent four taxable years following the year in which it lost its REIT qualification, unless the Internal Revenue Service grants the Company relief under certain statutory provisions. Accordingly, failure to qualify as a REIT could have a material adverse impact on the results of operations and amounts available for distributions to stockholders. | |||
The dividends paid deduction of a REIT for qualifying dividends paid to its stockholders is computed using the Company’s taxable income as opposed to net income reported in the consolidated financial statements. Taxable income, generally, will differ from net income reported in the consolidated financial statements because the determination of taxable income is based on tax provisions and not financial accounting principles. | |||
The Company has concluded that there was no impact related to uncertain tax provisions from results of operations of the Company for the year ended December 31, 2014. The United States of America is the major jurisdiction for the Company, and the earliest tax year subject to examination will be 2013. | |||
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements | ||
In April 2014, the Financial Accounting Standards Board, or the FASB, issued Accounting Standards Update, or ASU, 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, or ASU 2014-08. ASU 2014-08 changes the criteria for reporting discontinued operations while enhancing disclosures in this area. Under the new guidance, only disposals representing a strategic shift in operations should be presented as discontinued operations. Those strategic shifts should have a major effect on the company’s operations and financial results. Examples include a disposal of a major geographic area, a major line of business, or a major equity method investment. Additionally, the new guidance requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income, and expenses of discontinued operations. The adoption of ASU 2014-08 is effective prospectively for reporting periods beginning on or after December 15, 2014. The Company does not expect the adoption of ASU 2014-08 to have a material effect on the Company’s consolidated financial statements. | |||
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, or ASU 2014-09. The objective of ASU 2014-09 is to clarify the principles for recognizing revenue and to develop a common revenue standard for GAAP. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods and services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The adoption of ASU 2014-09 is effective retrospectively for reporting periods beginning after December 15, 2016. Early adoption of ASU 2014-09 is not permitted. The Company is in the process of evaluating the impact ASU 2014-09 will have on the Company’s consolidated financial statements. | |||
In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties About An Entity’s Ability to Continue As a Going Concern, or ASU 2014-15, which describes how an entity should assess its ability to meet obligations and sets rules for how this information should be disclosed in the consolidated financial statements. The adoption of ASU 2014-15 is effective for reporting periods ending after December 15, 2016, early adoption is permitted. The Company is in the process of evaluating the impact ASU 2014-15 will have on the Company’s consolidated financial statements. | |||
On January 9, 2015, the FASB issued ASU 2015-01, Income Statement-Extraordinary and Unusual Items, or ASU 2015-01, to simplify income statement classification by removing the concept of extraordinary items from GAAP. As a result, items that are both unusual and infrequent will no longer be separately reported net of tax after continuing operations. The standard is effective for periods beginning after December 15, 2015. The Company does not expect the adoption of ASU 2015-01 to have a material effect on the Company’s consolidated financial statements. | |||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||
Dec. 31, 2014 | |||
Summary of Significant Accounting Policies [Abstract] | |||
Schedule of Estimated Useful Lives of Assets by Class | |||
Buildings and improvements | 15 – 40 years | ||
Tenant improvements | Shorter of lease term or expected useful life | ||
Furniture, fixtures, and equipment | 3 – 10 years | ||
Acquired_Intangible_Assets_Net1
Other Assets (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Other Assets [Abstract] | ||||
Schedule of Other Assets | ||||
Amount | ||||
Deferred financing costs, net of accumulated | ||||
amortization of $83 | $ | 1,742 | ||
Real estate escrow deposits | 350 | |||
Restricted cash held in escrow | 2,922 | |||
Tenant receivable | 71 | |||
Prepaid assets | 30 | |||
$ | 5,115 | |||
Other_Assets_Tables
Other Assets (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Other Assets [Abstract] | ||||
Schedule of Other Assets | ||||
Amount | ||||
Deferred financing costs, net of accumulated | ||||
amortization of $83 | $ | 1,742 | ||
Real estate escrow deposits | 350 | |||
Restricted cash held in escrow | 2,922 | |||
Tenant receivable | 71 | |||
Prepaid assets | 30 | |||
$ | 5,115 | |||
Future_Minimum_Rent_Tables
Future Minimum Rent (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Future Minimum Rent [Abstract] | ||||
Schedule of Future Minimum Rental Income from Non-Cancelable Operating Leases | ||||
Year | Amount | |||
2015 | $ | 6,546 | ||
2016 | 6,672 | |||
2017 | 6,800 | |||
2018 | 6,931 | |||
2019 | 7,043 | |||
Thereafter | 78,915 | |||
$ | 112,907 | |||
Stockbased_Compensation_Tables
Stock-based Compensation (Tables) | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
Stock-based Compensation [Abstract] | ||||||
Schedule of Nonvested Shares of Restricted Class A Common Stock Activity | ||||||
Weighted Average Grant Date | ||||||
Restricted Stock | Shares | Fair Value | ||||
Nonvested at December 31, 2013 | — | $ | — | |||
Granted | 9,000 | $ | 10.00 | |||
Nonvested at December 31, 2014 | 9,000 | $ | 10.00 | |||
RelatedParty_Transactions_and_1
Related-Party Transactions and Arrangements (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Related-Party Transactions and Arrangements [Abstract] | |||||||||
Schedule of Accounts Payable Due to Affiliates | |||||||||
December 31, | |||||||||
Entity | Fee | 2014 | 2013 | ||||||
Carter Validus Advisors II, LLC and its affiliates | Asset management fees | $ | 66 | $ | — | ||||
Carter Validus Real Estate Management Services II, LLC | Property management fees | 3 | — | ||||||
Carter Validus Advisors II, LLC and its affiliates | General and administrative costs | 29 | — | ||||||
Carter Validus Advisors II, LLC and its affiliates | Offering costs | 2,524 | — | ||||||
Carter Validus Advisors II, LLC and its affiliates | Acquisition expenses and fees | 4 | — | ||||||
$ | 2,626 | $ | — | ||||||
Business_Combinations_Tables
Business Combinations (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Business Combinations [Abstract] | |||||
Schedule of Business Combinations | |||||
Date | Ownership | ||||
Property Description | Acquired | Percentage | |||
Cy Fair Surgical Center | 7/31/14 | 100% | |||
Mercy Healthcare Facility | 10/29/14 | 100% | |||
Winston-Salem, NC IMF | 12/17/14 | 100% | |||
Baylor Surgical Hospital at Fort Worth | 12/31/14 | 100% | |||
Baylor Surgical Hospital Integrated Medical Facility | 12/31/14 | 100% | |||
Schedule of Allocation of Fair Value of Business Combinations | |||||
Total | |||||
Land | $ | 10,466 | |||
Buildings and improvements | 47,504 | ||||
In-place leases | 6,247 | ||||
Tenant improvements | 737 | ||||
Above-market leases | 254 | ||||
Total assets acquired | 65,208 | ||||
Below-market leases | -7 | ||||
Total liabilities acquired | -7 | ||||
Net assets acquired | $ | 65,201 | |||
Schedule of Business Combinations on a Pro Forma Basis | |||||
For the Year Ended | |||||
December 31, | |||||
2014 | |||||
Pro forma basis: | |||||
Revenues | $ | 2,020 | |||
Net income attributable to common stockholders | $ | 245 | |||
Net income per common share attributable to common stockholders: | |||||
Class A basic and diluted | $ | 0.09 | |||
Accounts_Payable_and_Other_Lia1
Accounts Payable and Other Liabilities (Tables) | 12 Months Ended | ||
Dec. 31, 2014 | |||
Accounts Payable and Other Liabilities [Abstract] | |||
Schedule of Accounts Payable and Other Liabilities | |||
31-Dec-14 | |||
Accounts payable and accrued expenses | $ | 225 | |
Accrued interest expense | 47 | ||
Dividends payable | 325 | ||
Deferred rental income | 31 | ||
Intangible lease liability | 7 | ||
$ | 635 | ||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||
Dec. 31, 2014 | |||
Income Taxes [Abstract] | |||
Schedule of Characterization of Distributions Paid to Stockholders | |||
For the Year Ended | |||
December 31, | |||
Character of Distributions: | 2014 | ||
Ordinary dividends | 0.00% | ||
Nontaxable distributions | 100.00% | ||
Total | 100.00% | ||
Selected_Quarterly_Financial_D1
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Selected Quarterly Financial Data (Unaudited) [Abstract] | |||||||||||||
Schedule of Selected Quarterly Financial Data (Unaudited) | |||||||||||||
2014 | |||||||||||||
Fourth | Third | Second | First | ||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||
Revenue | $ | 272 | $ | 65 | $ | — | $ | — | |||||
Expenses | -1,931 | -493 | -55 | — | |||||||||
Loss from operations | -1,659 | -428 | -55 | — | |||||||||
Interest expense | -98 | -54 | — | — | |||||||||
Net loss attributable to common stockholders | $ | -1,757 | $ | -482 | $ | -55 | $ | — | |||||
Net loss per common share attributable to common | |||||||||||||
stockholders: | |||||||||||||
Class A basic and diluted | $ | -0.42 | $ | -0.72 | $ | -2.75 | $ | — | |||||
Weighted average number of common shares outstanding: | |||||||||||||
Class A basic and diluted | 4,183,857 | 671,425 | 20,000 | — | |||||||||
Subsequent_Events_Tables
Subsequent Events (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Subsequent Events [Abstract] | ||||||||||
Schedule of Subsequent Acquisitions | ||||||||||
Purchase Price | ||||||||||
(amounts | Ownership | |||||||||
Property Description | Date Acquired | in thousands) | Percentage | |||||||
Winter Haven Healthcare Facility (1) | 1/27/15 | $ | 3,804 | 100% | ||||||
Heartland Rehabilitation Hospital (1) | 2/17/15 | $ | 24,579 | 100% | ||||||
-1 | The property is leased to a single tenant and the Company funded the purchase with net proceeds from the Offering. | |||||||||
Organization_and_Business_Oper1
Organization and Business Operations (Details) (USD $) | 12 Months Ended | 0 Months Ended | 7 Months Ended | 0 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Jul. 03, 2014 | Dec. 31, 2014 | Jan. 31, 2013 | 29-May-14 | |
property | item | |||||
item | ||||||
Organization and Business Operations [Line Items] | ||||||
Company owned interest in Operating Partnership | 100.00% | |||||
Advisor owned interest in Operating Partnership | 0.00% | |||||
Issuance of common stock | $70,034,000 | $200,000 | ||||
Number of general partnership units held by the Company | 20,000 | 20,000 | ||||
Number of real estate investments | 6 | 6 | ||||
Number of metropolitan statistical areas in which Company owns rental property | 5 | 5 | ||||
Number of classes of common stock | 2 | |||||
Selling commissions and dealer manager fees | 6,476,000 | |||||
Other offering costs | 3,887,000 | |||||
Offering [Member] | ||||||
Organization and Business Operations [Line Items] | ||||||
Common stock offering including DRIP, value | 2,350,000,000 | |||||
Common stock offering, value | 2,250,000,000 | |||||
Common stock offering pursuant to DRIP, value | 100,000,000 | |||||
Subscriptions required to break escrow, minimum | 2,000,000 | |||||
Class A shares [Member] | Common Stock [Member] | ||||||
Organization and Business Operations [Line Items] | ||||||
Issuance of common stock, shares | 7,062,137 | 20,000 | ||||
Issuance of common stock | 71,000 | |||||
Selling commissions and dealer manager fees | ||||||
Other offering costs | ||||||
Class A shares [Member] | Offering [Member] | ||||||
Organization and Business Operations [Line Items] | ||||||
Common stock offering, price per share | 10 | |||||
Class A shares [Member] | Offering [Member] | Common Stock [Member] | ||||||
Organization and Business Operations [Line Items] | ||||||
Issuance of common stock, shares (including shares of common stock issued pursuant to the DRIP) | 7,091,000 | |||||
Proceeds from issuance of common stock (including DRIP), gross | 70,304,000 | |||||
Class T shares [Member] | Offering [Member] | ||||||
Organization and Business Operations [Line Items] | ||||||
Common stock offering, price per share | 9.574 | |||||
Class A and T shares [Member] | Offering [Member] | ||||||
Organization and Business Operations [Line Items] | ||||||
Common stock remaining in the offering, value | 2,279,696,000 | 2,279,696,000 | ||||
Carter Validus REIT Management Company II, LLC [Member] | Class A shares [Member] | Private Placement [Member] | Common Stock [Member] | ||||||
Organization and Business Operations [Line Items] | ||||||
Issuance of common stock, shares | 20,000 | |||||
Common stock offering, price per share | $10 | |||||
Issuance of common stock | $200,000 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Narrative) (Details) (USD $) | 12 Months Ended | 24 Months Ended | 0 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Jul. 16, 2014 | Nov. 06, 2014 | Aug. 01, 2014 | Jan. 02, 2015 | 29-May-14 | |
segment | item | item | ||||||
item | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Impairment losses on real estate and related intangible assets | $0 | |||||||
Company owned interest in Operating Partnership | 100.00% | |||||||
Advisor owned interest in Operating Partnership | 0.00% | |||||||
Allowance for uncollectible tenant receivables | 0 | 0 | ||||||
Antidilutive shares excluded from computation of diluted earnings per share, shares | 9,000 | |||||||
Number of reportable segments | 1 | |||||||
Number of financial institutions in which the Company has deposits in excess of federally insured levels | 2 | 2 | ||||||
Cash on deposit in excess of federally insured levels | 5,338,000 | 5,338,000 | ||||||
Number of metropolitan statistical areas in which Company owns rental property | 5 | 5 | ||||||
Shares authorized by Company charter | 600,000,000 | 600,000,000 | ||||||
Preferred stock, shares authorized | 100,000,000 | 50,000,000 | 100,000,000 | |||||
Preferred stock, par value | $0.01 | $0.01 | $0.01 | |||||
Number of classes of common stock | 2 | |||||||
Common stock voting rights | The shares of common stock entitle the holders to one vote per share on all matters upon which stockholders are entitled to vote, to receive distributions as may be authorized by the Company's board of directors, to receive all assets available for distribution to stockholders in accordance with the Maryland General Corporation Law and to all other rights of a stockholder pursuant to the Maryland General Corporation Law. | |||||||
Minimum number of classes or series of preferred stock the board of directors can issue without stockholder approval | 1 | |||||||
Aggregate distributions | 430,000 | |||||||
Distributions paid in cash | 160,000 | 0 | 160,000 | |||||
Distributions reinvested in shares of common stock pursuant to DRIP | 270,000 | 0 | 270,000 | |||||
Distributions payable | 325,000 | 325,000 | ||||||
Impact related to uncertain tax provisions from the results of operations | 0 | |||||||
Healthcare [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Consolidated revenue by segment, percentage | 100.00% | |||||||
Rental Revenue [Member] | Geographic Concentration Risk [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Number of metropolitan statistical areas in which Company owns rental property | 3 | 3 | ||||||
Rental Revenue [Member] | Customer Concentration Risk [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Number of tenants | 3 | 3 | ||||||
Rental Revenue [Member] | Cy Fair Surgery Center, Ltd. [Member] | Customer Concentration Risk [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Concentration risk, percentage | 54.50% | |||||||
Rental Revenue [Member] | Mercy Health Physicians Cincinnati, LLC [Member] | Customer Concentration Risk [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Concentration risk, percentage | 19.00% | |||||||
Rental Revenue [Member] | New England Sinai Hospital, A Steward Family Hospital, Inc. [Member] | Customer Concentration Risk [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Concentration risk, percentage | 16.50% | |||||||
Rental Revenue [Member] | Houston-The Woodlands-Sugarland, Texas MSA [Member] | Geographic Concentration Risk [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Concentration risk, percentage | 54.50% | |||||||
Rental Revenue [Member] | Cincinnati, Ohio-Kentucky-Indiana MSA [Member] | Geographic Concentration Risk [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Concentration risk, percentage | 19.00% | |||||||
Rental Revenue [Member] | Boston-Cambridge-Newton, Massachusetts-New Hampshire MSA [Member] | Geographic Concentration Risk [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Concentration risk, percentage | 16.50% | |||||||
Offering [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Common stock offering, value | 2,250,000,000 | |||||||
Common stock offering pursuant to DRIP, value | 100,000,000 | |||||||
Distribution Reinvestment Plan [Member] | Offering [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Reinvestment in additional shares, at percentage of purchase price per share | 95.00% | |||||||
July 31, 2014 To August 31, 2014 [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Number of days, distribution calculation | 365 days | |||||||
September 1, 2014 To February 28, 2015 [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Number of days, distribution calculation | 365 days | 365 days | ||||||
Class A shares [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Common stock, shares authorized | 250,000,000 | 300,000,000 | 250,000,000 | |||||
Common stock, par value | $0.01 | $0.01 | $0.01 | |||||
Distributions declared per common share | $0.61 | |||||||
Class T shares [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Common stock, shares authorized | 250,000,000 | 0 | 250,000,000 | |||||
Common stock, par value | $0.01 | $0.01 | $0.01 | |||||
Class A and T shares [Member] | July 31, 2014 To August 31, 2014 [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Annualized distribution rate | 6.40% | |||||||
Class A and T shares [Member] | September 1, 2014 To February 28, 2015 [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Annualized distribution rate | 6.40% | 6.40% | ||||||
Subsequent Event [Member] | December 1, 2014 To December 31, 2014 [Member] | ||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||
Aggregate distributions | 325,000 | |||||||
Distributions paid in cash | 130,000 | |||||||
Distributions reinvested in shares of common stock pursuant to DRIP | $195,000 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Schedule of Estimated Useful Lives of Assets by Class) (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Buildings and improvements [Member] | Minimum [Member] | |
Estimated Useful Lives of Assets by Class [Line Items] | |
Estimated useful life | 15 years |
Buildings and improvements [Member] | Maximum [Member] | |
Estimated Useful Lives of Assets by Class [Line Items] | |
Estimated useful life | 40 years |
Furniture, fixtures, and equipment [Member] | Minimum [Member] | |
Estimated Useful Lives of Assets by Class [Line Items] | |
Estimated useful life | 3 years |
Furniture, fixtures, and equipment [Member] | Maximum [Member] | |
Estimated Useful Lives of Assets by Class [Line Items] | |
Estimated useful life | 10 years |
Real_Estate_Investments_Detail
Real Estate Investments (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
property | ||
Real Estate Investments [Line Items] | ||
Total acquisition fees and acquisition related costs | $2,340,000 | |
Acquisition fees and expenses expensed during period | 1,820,000 | 0 |
Acquisition fees and expenses capitalized during period | 643,000 | |
Number of acquisitions | 6 | |
Purchase Price | 89,241,000 | 0 |
Business Combinations [Member] | ||
Real Estate Investments [Line Items] | ||
Number of acquisitions | 5 | |
Purchase Price | 65,201,000 | |
Asset Acquisitions [Member] | ||
Real Estate Investments [Line Items] | ||
Number of acquisitions | 1 | |
Purchase Price | $24,040,000 | |
Maximum [Member] | Carter Validus Advisors II, LLC And/Or Its Affiliates [Member] | ||
Real Estate Investments [Line Items] | ||
Acquisition fee and expense reimbursement, as percentage of purchase price of properties | 6.00% |
Acquired_Intangible_Assets_Net2
Acquired Intangible Assets, Net (Narrative) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Acquired Intangible Assets, Net [Line Items] | ||
Depreciation and amortization | $185,000 | $0 |
Amortization of above-market leases | 6,000 | 0 |
In-place leases [Member] | ||
Acquired Intangible Assets, Net [Line Items] | ||
Depreciation and amortization | $52,000 |
Acquired_Intangible_Assets_Net3
Acquired Intangible Assets, Net (Schedule of Acquired Intangible Assets, Net) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Acquired Intangible Assets, Net [Line Items] | ||
Acquired intangible asset, net of accumulated amortization | $6,442 | $0 |
Acquired intangible asset, accumulated amortization | 58 | 0 |
Acquired intangible asset, weighted average remaining life | 14 years 4 months 24 days | |
In-place leases [Member] | ||
Acquired Intangible Assets, Net [Line Items] | ||
Acquired intangible asset, net of accumulated amortization | 6,194 | |
Acquired intangible asset, accumulated amortization | 52 | |
Acquired intangible asset, weighted average remaining life | 14 years 7 months 6 days | |
Above-market leases [Member] | ||
Acquired Intangible Assets, Net [Line Items] | ||
Acquired intangible asset, net of accumulated amortization | 248 | |
Acquired intangible asset, accumulated amortization | $6 | |
Acquired intangible asset, weighted average remaining life | 9 years 4 months 24 days |
Acquired_Intangible_Assets_Net4
Acquired Intangible Assets, Net (Schedule of Estimated Future Amortization Expense of Acquired Intangible Assets) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Estimated future amortization expense of acquired intangible assets: | ||
2015 | $490 | |
2016 | 490 | |
2017 | 490 | |
2018 | 490 | |
2019 | 480 | |
Thereafter | 4,002 | |
Total | $6,442 | $0 |
Other_Assets_Narrative_Details
Other Assets (Narrative) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Other Assets [Abstract] | ||
Amortization of deferred financing costs | $83,000 | $0 |
Other_Assets_Schedule_of_Other
Other Assets (Schedule of Other Assets) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Other Assets [Abstract] | ||
Deferred financing costs, net of accumulated amortization of $83 | $1,742 | |
Real estate escrow deposits | 350 | |
Restricted cash held in escrow | 2,922 | |
Tenant receivable | 71 | |
Prepaid assets | 30 | |
Total other assets | 5,115 | 0 |
Deferred financing costs, accumulated amortization | $83 |
Future_Minimum_Rent_Narrative_
Future Minimum Rent (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Future Minimum Rent [Abstract] | |
Weighted average remaining lease term | 14 years 6 months |
Future_Minimum_Rent_Schedule_o
Future Minimum Rent (Schedule of Future Minimum Rental Income from Non-Cancelable Operating Leases) (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Future Minimum Rent [Abstract] | |
2015 | $6,546 |
2016 | 6,672 |
2017 | 6,800 |
2018 | 6,931 |
2019 | 7,043 |
Thereafter | 78,915 |
Total | $112,907 |
Credit_Facility_Details
Credit Facility (Details) (USD $) | 5 Months Ended | 12 Months Ended | 0 Months Ended | 5 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 17, 2014 | Dec. 31, 2013 | |
item | |||||
Credit Facility [Line Items] | |||||
Outstanding balance of credit facility | $37,500,000 | $37,500,000 | 37,500,000 | $0 | |
Aggregate pool availability remaining | 14,438,000 | 14,438,000 | 14,438,000 | ||
Revolving Line Of Credit [Member] | KeyBank Credit Facility [Member] | |||||
Credit Facility [Line Items] | |||||
Aggregate maximum principal amount | 180,000,000 | 180,000,000 | 180,000,000 | 35,000,000 | |
Credit facility, maturity date | 17-Dec-17 | ||||
Credit facility, number of maturity extension date periods | 1 | ||||
Credit facility, available extension period | 12 months | ||||
Maximum principal amount after available increase | $400,000,000 | $400,000,000 | 400,000,000 | ||
Threshold percentage for fee on unused portion of lenders' commitments | 50.00% | ||||
Minimum [Member] | Revolving Line Of Credit [Member] | KeyBank Credit Facility [Member] | |||||
Credit Facility [Line Items] | |||||
Per annum rate fee percentage for unused portion of lenders' commitments | 0.20% | ||||
Minimum [Member] | LIBOR [Member] | Revolving Line Of Credit [Member] | KeyBank Credit Facility [Member] | |||||
Credit Facility [Line Items] | |||||
Margin percentage added to variable rate basis | 1.75% | 2.00% | |||
Minimum [Member] | Base Rate [Member] | Revolving Line Of Credit [Member] | KeyBank Credit Facility [Member] | |||||
Credit Facility [Line Items] | |||||
Margin percentage added to variable rate basis | 0.75% | 1.00% | |||
Maximum [Member] | Revolving Line Of Credit [Member] | KeyBank Credit Facility [Member] | |||||
Credit Facility [Line Items] | |||||
Per annum rate fee percentage for unused portion of lenders' commitments | 0.30% | ||||
Maximum [Member] | LIBOR [Member] | Revolving Line Of Credit [Member] | KeyBank Credit Facility [Member] | |||||
Credit Facility [Line Items] | |||||
Margin percentage added to variable rate basis | 2.75% | 3.25% | |||
Maximum [Member] | Base Rate [Member] | Revolving Line Of Credit [Member] | KeyBank Credit Facility [Member] | |||||
Credit Facility [Line Items] | |||||
Margin percentage added to variable rate basis | 1.75% | 2.25% |
Stockbased_Compensation_Narrat
Stock-based Compensation (Narrative) (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Jul. 11, 2014 | 6-May-14 | |
Stock-based Compensation [Line Items] | ||||
Stock-based compensation expense | $11,000 | $0 | ||
Class A shares [Member] | 2014 Restricted Share Plan [Member] | Restricted Stock [Member] | ||||
Stock-based Compensation [Line Items] | ||||
Number of authorized and reserved shares of common stock under plan | 300,000 | |||
Award vesting period under plan | 4 years | |||
Number of shares awarded to each independent board member upon appointment | 9,000 | 3,000 | ||
Shares granted, fair value | $10 | $10 | ||
Unrecognized compensation expense, total | 79,000 | |||
Unrecognized compensation expense, weighted average period of recognition | 3 years 6 months 11 days | |||
Fair value of nonvested shares of restricted common stock | $90,000 |
Stockbased_Compensation_Schedu
Stock-based Compensation (Schedule of Nonvested Shares of Restricted Class A Common Stock Activity) (Details) (Class A shares [Member], 2014 Restricted Share Plan [Member], Restricted Stock [Member], USD $) | 0 Months Ended | 12 Months Ended |
Jul. 11, 2014 | Dec. 31, 2014 | |
Class A shares [Member] | 2014 Restricted Share Plan [Member] | Restricted Stock [Member] | ||
Summary of restricted stock activity, shares: | ||
Nonvested, Beginning Balance, Shares | ||
Granted, Shares | 3,000 | 9,000 |
Nonvested, Ending Balance, Shares | 9,000 | |
Summary of restricted stock activity, weighted average grant date fair value: | ||
Nonvested, Beginning Balance, Weighted Average Grant Date Fair Value | ||
Granted, Weighted Average Grant Date Fair Value | $10 | $10 |
Nonvested, Ending Balance, Weighted Average Grant Date Fair Value | $10 |
RelatedParty_Transactions_and_2
Related-Party Transactions and Arrangements (Narrative) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Related Party Transaction [Line Items] | ||
Selling commissions and dealer manager fees | $6,476,000 | |
Cumulative, pretax, non-compounded annual return rate to investors | 6.00% | |
Asset management fees | 72,000 | 0 |
SC Distributors, LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Selling commissions and dealer manager fees | 6,476,000 | |
Total underwriting compensation percentage that will terminate distribution fees, as percentage of gross proceeds from primary portion of offering | 10.00% | |
Distribution fees incurred | 0 | |
Carter Validus Advisors II, LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Acquisition fee, as percentage of contract purchase price of each property or asset acquired | 2.00% | |
Acquisition fee, as percentage of amount advanced on mortgage loan | 2.00% | |
Estimated acquisition expense reimbursement, as percentage of purchase price of property and real estate-related investments | 0.75% | |
Monthly asset management fee, as percentage of gross assets | 0.06% | |
Period needed to issue Class B Units | 30 days | |
Asset management fees | 72,000 | |
Class B units issued | 0 | |
Operating expenses in excess of operating expense reimbursement as percentage of average invested assets and percentage of net income | 12,000 | |
Operating expenses allocated to the Company by the advisor | 288,000 | |
Operating expenses allocated to the Company by the advisor, waived irrevocably, without recourse | 236,000 | |
Reimbursement of operating expenses allocated to the Company by the advisor | 82,000 | |
Percentage of remaining net sales proceeds Advisor will receive after investors receive return | 15.00% | |
Distribution percentage upon termination of Advisory agreement | 15.00% | |
Carter Validus Advisors II, LLC [Member] | Maximum [Member] | ||
Related Party Transaction [Line Items] | ||
Operating expense reimbursement, percentage of average invested assets | 2.00% | |
Operating expense reimbursement, as percentage of net income | 25.00% | |
Carter Validus Advisors II, LLC And/Or Its Affiliates [Member] | ||
Related Party Transaction [Line Items] | ||
Estimated organization and offering costs reimbursement, as percentage of gross offering proceeds | 1.25% | |
Offering costs incurred by Advisor on Company's behalf | 4,205,000 | |
Offering expenses reimbursed by Company to Advisor, or its affiliates | 1,382,000 | |
Other organization and offering expenses accrued | 2,524,000 | |
Paid acquisition fees | 1,833,000 | |
Acquisition expenses incurred | 11,000 | |
Acquisition expenses reimbursed | 7,000 | |
Carter Validus Advisors II, LLC And/Or Its Affiliates [Member] | Maximum [Member] | ||
Related Party Transaction [Line Items] | ||
Reimbursable organization and offering costs, as percentage of gross offering proceeds | 15.00% | |
Acquisition fee and expense reimbursement, as percentage of purchase price of properties | 6.00% | |
Acquisition fee and expense reimbursement, as percentage of amount advanced on mortgage loans | 6.00% | |
Disposition fee, as percentage of contract sales price | 1.00% | |
Percentage of brokerage commission paid by Company for properties sold that required a substantial amount of services | 50.00% | |
Maximum brokerage fees paid by Company, as percentage of contract sales price | 6.00% | |
Carter Validus Real Estate Management Services II, LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Property management and leasing fees, as percentage of gross revenues from properties managed | 3.00% | |
Oversight fee, as percentage of gross revenues from properties managed | 1.00% | |
Property management fees incurred | 9,000 | |
Carter Validus Real Estate Management Services II, LLC [Member] | Maximum [Member] | ||
Related Party Transaction [Line Items] | ||
Estimated initial rent-up or lease-up fee for newly constructed properties | $1,000 | |
Construction management fee, as percentage of cost of project | 5.00% | |
Class A and T shares [Member] | SC Distributors, LLC [Member] | Maximum [Member] | ||
Related Party Transaction [Line Items] | ||
Dealer manager fee, as percentage of gross offering proceeds | 3.00% | |
Class A shares [Member] | SC Distributors, LLC [Member] | Maximum [Member] | ||
Related Party Transaction [Line Items] | ||
Selling commission, as percentage of gross offering proceeds | 7.00% | |
Class T shares [Member] | SC Distributors, LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Daily distribution fee accrued, as percentage of purchase price per share | 0.00% | |
Class T shares [Member] | SC Distributors, LLC [Member] | Maximum [Member] | ||
Related Party Transaction [Line Items] | ||
Selling commission, as percentage of gross offering proceeds | 3.00% |
RelatedParty_Transactions_and_3
Related-Party Transactions and Arrangements (Schedule of Accounts Payable Due to Affiliates) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Related Party Transaction [Line Items] | ||
Accounts payable due to affiliates | $2,626 | $0 |
Carter Validus Advisors II, LLC And/Or Its Affiliates [Member] | Asset Management Fees [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts payable due to affiliates | 66 | 0 |
Carter Validus Advisors II, LLC And/Or Its Affiliates [Member] | General And Administrative Costs [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts payable due to affiliates | 29 | 0 |
Carter Validus Advisors II, LLC And/Or Its Affiliates [Member] | Offering Costs [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts payable due to affiliates | 2,524 | 0 |
Carter Validus Advisors II, LLC And/Or Its Affiliates [Member] | Acquisition Expenses and Fees [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts payable due to affiliates | 4 | 0 |
Carter Validus Real Estate Management Services II, LLC [Member] | Property Management Fees [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts payable due to affiliates | $3 | $0 |
Business_Combinations_Narrativ
Business Combinations (Narrative) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
property | ||
Business Combinations [Line Items] | ||
Number of acquisitions | 6 | |
Revenues | $248,000 | |
Net Loss | 1,689,000 | |
Acquisition related expenses | 1,820,000 | 0 |
Non-recurring Charges [Member] | ||
Business Combinations [Line Items] | ||
Acquisition related expenses | 1,697,000 | |
Business Combinations [Member] | ||
Business Combinations [Line Items] | ||
Percentage of fee simple interest acquired | 100.00% | |
Number of acquisitions | 5 | |
Number of buildings acquired | 5 | |
Aggregate purchase price | $65,201,000 |
Business_Combinations_Schedule
Business Combinations (Schedule of Business Combinations) (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Cy Fair Surgical Center [Member] | |
Business Combinations [Line Items] | |
Date Acquired | 31-Jul-14 |
Ownership Percentage | 100.00% |
Mercy Healthcare Facility [Member] | |
Business Combinations [Line Items] | |
Date Acquired | 29-Oct-14 |
Ownership Percentage | 100.00% |
Winston-Salem, NC IMF [Member] | |
Business Combinations [Line Items] | |
Date Acquired | 17-Dec-14 |
Ownership Percentage | 100.00% |
Baylor Surgical Hospital at Fort Worth [Member] | |
Business Combinations [Line Items] | |
Date Acquired | 31-Dec-14 |
Ownership Percentage | 100.00% |
Baylor Surgical Hospital Integrated Medical Facility [Member] | |
Business Combinations [Line Items] | |
Date Acquired | 31-Dec-14 |
Ownership Percentage | 100.00% |
Business_Combinations_Schedule1
Business Combinations (Schedule of Allocation of Fair Value of Business Combinations) (Details) (Business Combinations [Member], USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Business Combinations [Member] | |
Summary of management's allocation of fair value of business combinations: | |
Land | $10,466 |
Buildings and improvements | 47,504 |
In-place leases | 6,247 |
Tenant improvements | 737 |
Above-market leases | 254 |
Total assets acquired | 65,208 |
Below-market leases | -7 |
Total liabilities acquired | -7 |
Net assets acquired | $65,201 |
Business_Combinations_Schedule2
Business Combinations (Schedule of Business Combinations on a Pro Forma Basis) (Details) (USD $) | 12 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 |
Pro forma basis: | |
Revenues | $2,020 |
Net income attributable to common stockholders | $245 |
Class A shares [Member] | |
Net income per common share attributable to common stockholders: | |
Basic and diluted | $0.09 |
Accounts_Payable_and_Other_Lia2
Accounts Payable and Other Liabilities (Schedule of Accounts Payable and Other Liabilities) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accounts Payable and Other Liabilities [Abstract] | ||
Accounts payable and accrued expenses | $225 | |
Accrued interest expense | 47 | |
Dividends payable | 325 | |
Deferred rental income | 31 | |
Intangible lease liability | 7 | |
Total accounts payable and other liabilities | $635 | $0 |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Income Taxes [Abstract] | |
Impact related to uncertain tax provisions from the results of operations | $0 |
Income_Taxes_Schedule_of_Chara
Income Taxes (Schedule of Characterization of Distributions Paid to Stockholders) (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Income Taxes [Abstract] | |
Ordinary dividends | 0.00% |
Nontaxable distributions | 100.00% |
Total | 100.00% |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) | Dec. 31, 2014 |
claim | |
Commitments and Contingencies [Abstract] | |
Number of pending legal proceedings to which the Company is a party | 0 |
Selected_Quarterly_Financial_D2
Selected Quarterly Financial Data (Unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 |
Selected Quarterly Financial Data (Unaudited) [Line Items] | ||||||
Revenue | $272 | $65 | $0 | $0 | $337 | $0 |
Expenses | -1,931 | -493 | -55 | 0 | -2,479 | 0 |
Loss from operations | -1,659 | -428 | -55 | 0 | -2,142 | 0 |
Interest expense | -98 | -54 | 0 | 0 | -152 | 0 |
Net loss attributable to common stockholders | ($1,757) | ($482) | ($55) | $0 | ($2,294) | $0 |
Class A shares [Member] | ||||||
Net loss per common share attributable to common stockholders: | ||||||
Basic and diluted | ($0.42) | ($0.72) | ($2.75) | ($1.86) | ||
Weighted average number of common shares outstanding: | ||||||
Basic and diluted | 4,183,857 | 671,425 | 20,000 | 1,233,715 |
Subsequent_Events_Narrative_De
Subsequent Events (Narrative) (Details) (USD $) | 12 Months Ended | 24 Months Ended | 0 Months Ended | 10 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Jan. 02, 2015 | Feb. 02, 2015 | Mar. 02, 2015 | Feb. 24, 2015 | Mar. 24, 2015 | Feb. 17, 2015 | |
Subsequent Event [Line Items] | |||||||||
Aggregate distributions | $430,000 | ||||||||
Distributions paid in cash | 160,000 | 0 | 160,000 | ||||||
Distributions reinvested in shares of common stock pursuant to DRIP | 270,000 | 0 | 270,000 | ||||||
Outstanding balance of credit facility | 37,500,000 | 0 | 37,500,000 | ||||||
Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Borrowing base availability | 60,092,000 | ||||||||
Outstanding balance of credit facility | 0 | ||||||||
Subsequent Event [Member] | December 1, 2014 To December 31, 2014 [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Aggregate distributions | 325,000 | ||||||||
Distributions paid in cash | 130,000 | ||||||||
Distributions reinvested in shares of common stock pursuant to DRIP | 195,000 | ||||||||
Subsequent Event [Member] | January 1, 2015 To January 31, 2015 [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Aggregate distributions | 446,000 | ||||||||
Distributions paid in cash | 184,000 | ||||||||
Distributions reinvested in shares of common stock pursuant to DRIP | 262,000 | ||||||||
Subsequent Event [Member] | February 1, 2015 To February 28, 2015 [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Aggregate distributions | 538,000 | ||||||||
Distributions paid in cash | 220,000 | ||||||||
Distributions reinvested in shares of common stock pursuant to DRIP | 318,000 | ||||||||
Subsequent Event [Member] | March 1, 2015 To May 31, 2015 [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Number of days, distribution calculation | 365 days | ||||||||
Class A shares [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Common stock, shares outstanding | 7,110,501 | 20,000 | 7,110,501 | ||||||
Class A shares [Member] | Offering [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Issuance of common stock, shares (including shares of common stock issued pursuant to the DRIP) | 16,554,000 | ||||||||
Proceeds from issuance of common stock (including DRIP), gross | 164,455,000 | ||||||||
Class T shares [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Common stock, shares outstanding | 0 | 0 | 0 | ||||||
Class T shares [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Common stock, shares outstanding | 0 | ||||||||
Class A and T shares [Member] | Subsequent Event [Member] | March 1, 2015 To May 31, 2015 [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Annualized distribution rate | 6.40% | ||||||||
Class A and T shares [Member] | Offering [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Common stock remaining in the offering, value | 2,279,696,000 | 2,279,696,000 | |||||||
Class A and T shares [Member] | Offering [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Common stock remaining in the offering, value | 2,185,545,000 | ||||||||
Heartland Rehabilitation Hospital [Member] | Subsequent Event [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Borrowing base availability | $13,109,000 |
Subsequent_Events_Schedule_of_
Subsequent Events (Schedule of Subsequent Acquisitions) (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Jan. 27, 2015 | Feb. 17, 2015 | |||
Subsequent Event [Line Items] | ||||||
Purchase Price | $89,241,000 | $0 | ||||
Subsequent Event [Member] | Winter Haven Healthcare Facility [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Date Acquired | 27-Jan-15 | [1] | ||||
Purchase Price | 3,804,000 | [1] | ||||
Ownership Percentage | 100.00% | [1] | ||||
Number of tenants | 1 | |||||
Subsequent Event [Member] | Heartland Rehabilitation Hospital [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Date Acquired | 17-Feb-15 | [1] | ||||
Purchase Price | $24,579,000 | [1] | ||||
Ownership Percentage | 100.00% | [1] | ||||
Number of tenants | 1 | |||||
[1] | The property is leased to a single tenant and the Company funded the purchase with net proceeds from the Offering. |
Schedule_III_Real_Estate_Asset1
Schedule III - Real Estate Assets and Accumulated Depreciation (Schedule of Real Estate Assets and Accumulated Depreciation) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | |
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | $0 | ||
Initial Cost, Land | 14,515 | ||
Initial Cost, Buildings and Improvements | 68,219 | ||
Cost Capitalized Subsequent to Acquisition | 14 | ||
Gross Amount Carried at Close of Period, Land | 14,515 | [1] | |
Gross Amount Carried at Close of Period, Buildings and Improvements | 68,233 | [1] | |
Gross Amount Carried at Close of Period, Total | 82,748 | [1] | 0 |
Accumulated Depreciation | 133 | [2] | 0 |
Cy Fair Surgical Center [Member] | Houston, TX [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 0 | [3] | |
Initial Cost, Land | 762 | ||
Initial Cost, Buildings and Improvements | 2,970 | ||
Cost Capitalized Subsequent to Acquisition | 0 | ||
Gross Amount Carried at Close of Period, Land | 762 | ||
Gross Amount Carried at Close of Period, Buildings and Improvements | 2,970 | ||
Gross Amount Carried at Close of Period, Total | 3,732 | ||
Accumulated Depreciation | 44 | ||
Year Constructed | 1993 | ||
Date Acquired | 31-Jul-14 | ||
Mercy Healthcare Facility [Member] | Cincinnati, OH [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 0 | [3] | |
Initial Cost, Land | 356 | ||
Initial Cost, Buildings and Improvements | 3,167 | ||
Cost Capitalized Subsequent to Acquisition | 0 | ||
Gross Amount Carried at Close of Period, Land | 356 | ||
Gross Amount Carried at Close of Period, Buildings and Improvements | 3,167 | ||
Gross Amount Carried at Close of Period, Total | 3,523 | ||
Accumulated Depreciation | 20 | ||
Year Constructed | 2001 | ||
Date Acquired | 29-Oct-14 | ||
Winston-Salem, NC IMF [Member] | Winston-Salem, NC [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 0 | [3] | |
Initial Cost, Land | 684 | ||
Initial Cost, Buildings and Improvements | 4,903 | ||
Cost Capitalized Subsequent to Acquisition | 0 | ||
Gross Amount Carried at Close of Period, Land | 684 | ||
Gross Amount Carried at Close of Period, Buildings and Improvements | 4,903 | ||
Gross Amount Carried at Close of Period, Total | 5,587 | ||
Accumulated Depreciation | 6 | ||
Year Constructed | 2004 | ||
Date Acquired | 17-Dec-14 | ||
New England Sinai Medical Center [Member] | Stoughton, MA [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 0 | [3] | |
Initial Cost, Land | 4,049 | ||
Initial Cost, Buildings and Improvements | 19,977 | ||
Cost Capitalized Subsequent to Acquisition | 14 | ||
Gross Amount Carried at Close of Period, Land | 4,049 | ||
Gross Amount Carried at Close of Period, Buildings and Improvements | 19,991 | ||
Gross Amount Carried at Close of Period, Total | 24,040 | ||
Accumulated Depreciation | 22 | ||
Date Acquired | 23-Dec-14 | ||
New England Sinai Medical Center [Member] | Building Number One [Member] | Stoughton, MA [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Year Constructed | 1967 | [4] | |
New England Sinai Medical Center [Member] | Building Number Two [Member] | Stoughton, MA [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Year Constructed | 1973 | [4] | |
Baylor Surgical Hospital at Fort Worth [Member] | Fort Worth, TX [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 0 | [3] | |
Initial Cost, Land | 8,297 | ||
Initial Cost, Buildings and Improvements | 35,615 | ||
Cost Capitalized Subsequent to Acquisition | 0 | ||
Gross Amount Carried at Close of Period, Land | 8,297 | ||
Gross Amount Carried at Close of Period, Buildings and Improvements | 35,615 | ||
Gross Amount Carried at Close of Period, Total | 43,912 | ||
Accumulated Depreciation | 39 | ||
Year Constructed | 2014 | ||
Date Acquired | 31-Dec-14 | ||
Baylor Surgical Hospital Integrated Medical Facility [Member] | Fort Worth, TX [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 0 | [3] | |
Initial Cost, Land | 367 | ||
Initial Cost, Buildings and Improvements | 1,587 | ||
Cost Capitalized Subsequent to Acquisition | 0 | ||
Gross Amount Carried at Close of Period, Land | 367 | ||
Gross Amount Carried at Close of Period, Buildings and Improvements | 1,587 | ||
Gross Amount Carried at Close of Period, Total | 1,954 | ||
Accumulated Depreciation | $2 | ||
Year Constructed | 2014 | ||
Date Acquired | 31-Dec-14 | ||
[1] | The aggregated cost for federal income tax purposes is approximately $74,726,000. | ||
[2] | The Companybs assets are depreciated or amortized using the straight-line method over the useful lives of the assets by class. Generally, building and improvements are depreciated over 15-40 years. | ||
[3] | Property collateralized under the KeyBank Credit Facility. As of DecemberB 31, 2014, six commercial properties were collateralized under the KeyBank Credit Facility and the Company had $37,500,000 outstanding thereunder. | ||
[4] | The New England Sinai Medical Center was renovated in 1992. |
Schedule_III_Real_Estate_Asset2
Schedule III - Real Estate Assets and Accumulated Depreciation (Schedule of Real Estate Assets and Accumulated Depreciation - Narrative) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | ||
Outstanding balance of credit facility | 37,500,000 | $0 |
Aggregated cost for federal income tax purposes | 74,726,000 | |
Minimum [Member] | Buildings and improvements [Member] | ||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | ||
Life used for depreciation | 15 years | |
Maximum [Member] | Buildings and improvements [Member] | ||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | ||
Life used for depreciation | 40 years | |
KeyBank Credit Facility [Member] | ||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | ||
Number of properties collateralized under line of credit facility | 6 | |
New England Sinai Medical Center [Member] | ||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | ||
Year renovated | 1992 |
Schedule_III_Real_Estate_Asset3
Schedule III - Real Estate Assets and Accumulated Depreciation (Schedule of Changes in Real Estate Assets and Related Accumulated Depreciation) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | |
Real Estate | ||
Balance at beginning of year | $0 | |
Acquisitions | 82,734 | |
Additional acquisition fees and expenses capitalized | 14 | |
Balance at end of year | 82,748 | [1] |
Accumulated Depreciation | ||
Balance at beginning of year | 0 | |
Depreciation | -133 | |
Balance at end of year | ($133) | [2] |
[1] | The aggregated cost for federal income tax purposes is approximately $74,726,000. | |
[2] | The Companybs assets are depreciated or amortized using the straight-line method over the useful lives of the assets by class. Generally, building and improvements are depreciated over 15-40 years. |