Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2024 | May 02, 2024 | |
Document Type | 10-Q | |
Document Annual Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Current Fiscal Year End Date | --12-31 | |
Document Transition Report | false | |
Entity File Number | 000-55435 | |
Entity Registrant Name | SILA REALTY TRUST, INC. | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 46-1854011 | |
Entity Address, Address Line One | 1001 Water Street | |
Entity Address, Address Line Two | Suite 800 | |
Entity Address, City or Town | Tampa | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33602 | |
City Area Code | 813 | |
Local Phone Number | 287-0101 | |
Title of 12(b) Security | None | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001567925 | |
No Trading Symbol Flag | true | |
Class A | ||
Entity Common Stock, Shares Outstanding (in shares) | 42,430,000 | |
Class I | ||
Entity Common Stock, Shares Outstanding (in shares) | 4,272,000 | |
Class T | ||
Entity Common Stock, Shares Outstanding (in shares) | 10,515,000 | |
Class T2 | ||
Entity Common Stock, Shares Outstanding (in shares) | 0 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | |
Real estate: | |||
Land | $ 165,768 | $ 157,821 | |
Buildings and improvements, less accumulated depreciation of $239,098 and $227,156, respectively | 1,558,951 | 1,470,831 | |
Total real estate, net | 1,724,719 | 1,628,652 | |
Cash and cash equivalents | 90,242 | 202,019 | |
Intangible assets, less accumulated amortization of $106,706 and $102,456, respectively | 142,907 | 134,999 | |
Goodwill | 17,700 | 17,700 | |
Right-of-use assets | 36,118 | 36,384 | |
Other assets | 82,628 | 79,825 | |
Total assets | 2,094,314 | 2,099,579 | |
Liabilities: | |||
Credit facility, net of deferred financing costs of $3,991 and $1,847, respectively | 521,009 | 523,153 | |
Accounts payable and other liabilities | 30,723 | 30,381 | |
Intangible liabilities, less accumulated amortization of $7,790 and $7,417, respectively | 9,065 | 10,452 | |
Lease liabilities | 41,010 | 41,158 | |
Total liabilities | 601,807 | 605,144 | |
Stockholders’ equity: | |||
Preferred stock, $0.01 par value per share, 100,000,000 shares authorized; none issued and outstanding | 0 | 0 | |
Common stock, $0.01 par value per share, 510,000,000 shares authorized; 61,537,771 and 61,154,404 shares issued(1), respectively; 57,223,648 and 56,983,564 shares outstanding(1), respectively | [1] | 572 | 570 |
Additional paid-in capital | 2,047,457 | 2,044,450 | |
Distributions in excess of accumulated earnings | (574,993) | (567,188) | |
Accumulated other comprehensive income | 19,471 | 16,603 | |
Total stockholders’ equity | 1,492,507 | 1,494,435 | |
Total liabilities and stockholders’ equity | $ 2,094,314 | $ 2,099,579 | |
[1]Retroactively adjusted for the effects of the Reverse Stock Split (see Note 1—"Organization and Business Operations" for additional information). |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | |
Statement of Financial Position [Abstract] | |||
Buildings and improvements, accumulated depreciation | $ 239,098 | $ 227,156 | |
Intangible assets, accumulated amortization | 106,706 | 102,456 | |
Credit facility, deferred financing costs | 3,991 | 1,847 | |
Intangible liabilities, accumulated amortization | $ 7,790 | $ 7,417 | |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | |
Preferred stock, shares issued (in shares) | 0 | 0 | |
Preferred stock, shares outstanding (in shares) | 0 | 0 | |
Common stock, par value (in dollars per share) | [1] | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | [1] | 510,000,000 | 510,000,000 |
Common stock, shares issued (in shares) | [1] | 61,537,771 | 61,154,404 |
Common stock, shares outstanding (in shares) | [1] | 57,223,648 | 56,983,564 |
[1]Retroactively adjusted for the effects of the Reverse Stock Split (see Note 1—"Organization and Business Operations" for additional information). |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | ||
Revenue: | |||
Rental revenue | $ 50,639 | $ 49,644 | |
Expenses: | |||
Rental expenses | 5,554 | 4,850 | |
General and administrative expenses | 8,230 | 6,103 | |
Depreciation and amortization | 18,898 | 18,552 | |
Impairment losses | 0 | 344 | |
Total operating expenses | 32,682 | 29,849 | |
Gain on real estate dispositions | 76 | 21 | |
Interest and other income | 2,241 | 6 | |
Interest expense | 5,294 | 5,622 | |
Net income attributable to common stockholders | 14,980 | 14,200 | |
Other comprehensive income (loss) - unrealized gain (loss) on interest rate swaps, net | 2,868 | (8,264) | |
Comprehensive income attributable to common stockholders | $ 17,848 | $ 5,936 | |
Weighted average number of common shares outstanding: | |||
Basic (in shares) | [1] | 57,113,041 | 56,640,434 |
Diluted (in shares) | [1] | 57,661,507 | 57,101,070 |
Net income per common share attributable to common stockholders: | |||
Basic (in dollars per share) | [1] | $ 0.26 | $ 0.25 |
Diluted (in dollars per share) | [1] | 0.26 | 0.25 |
Distributions declared per common share (in dollars per share) | [1] | $ 0.40 | $ 0.40 |
[1]Retroactively adjusted for the effects of the Reverse Stock Split (see Note 1—"Organization and Business Operations" for additional information). |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Distributions in Excess of Accumulated Earnings | Accumulated Other Comprehensive Income (Loss) | |||
Balance, (in shares) at Dec. 31, 2022 | [1] | 56,563,992 | ||||||
Balance beginning at Dec. 31, 2022 | $ 1,555,095 | $ 566 | [1] | $ 2,025,873 | $ (499,334) | $ 27,990 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of common stock under the distribution reinvestment plan (in shares) | [1] | 187,698 | ||||||
Issuance of common stock under the distribution reinvestment plan | 6,173 | $ 2 | [1] | 6,171 | ||||
Vesting of restricted stock (in shares) | [1] | 24,863 | ||||||
Stock-based compensation | 1,242 | $ 0 | [1] | 1,242 | ||||
Other offering costs | (6) | (6) | ||||||
Repurchase of common stock (in shares) | [1] | (106,518) | ||||||
Repurchase of common stock | (3,502) | $ (1) | [1] | (3,501) | ||||
Distributions to common stockholders | (22,527) | (22,527) | ||||||
Other comprehensive income (loss) | (8,264) | (8,264) | ||||||
Net income (loss) | 14,200 | 14,200 | ||||||
Balance, (in shares) at Mar. 31, 2023 | [1] | 56,670,035 | ||||||
Balance ending at Mar. 31, 2023 | $ 1,542,411 | $ 567 | [1] | 2,029,779 | (507,661) | 19,726 | ||
Balance, (in shares) at Dec. 31, 2023 | 56,983,564 | [2] | 56,983,564 | [1] | ||||
Balance beginning at Dec. 31, 2023 | $ 1,494,435 | $ 570 | [1] | 2,044,450 | (567,188) | 16,603 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of common stock under the distribution reinvestment plan (in shares) | [1] | 200,343 | ||||||
Issuance of common stock under the distribution reinvestment plan | 5,997 | $ 2 | [1] | 5,995 | ||||
Vesting of restricted stock (in shares) | [1] | 183,024 | ||||||
Stock-based compensation | 1,324 | $ 1 | [1] | 1,323 | ||||
Other offering costs | (26) | (26) | ||||||
Repurchase of common stock (in shares) | [1] | (143,283) | ||||||
Repurchase of common stock | (4,286) | $ (1) | [1] | (4,285) | ||||
Distributions to common stockholders | (22,785) | (22,785) | ||||||
Other comprehensive income (loss) | 2,868 | 2,868 | ||||||
Net income (loss) | $ 14,980 | 14,980 | ||||||
Balance, (in shares) at Mar. 31, 2024 | 57,223,648 | [2] | 57,223,648 | [1] | ||||
Balance ending at Mar. 31, 2024 | $ 1,492,507 | $ 572 | [1] | $ 2,047,457 | $ (574,993) | $ 19,471 | ||
[1]Retroactively adjusted for the effects of the Reverse Stock Split (see Note 1—"Organization and Business Operations" for additional information).[2]Retroactively adjusted for the effects of the Reverse Stock Split (see Note 1—"Organization and Business Operations" for additional information). |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows from operating activities: | ||
Net income attributable to common stockholders | $ 14,980 | $ 14,200 |
Adjustments to reconcile net income attributable to common stockholders to net cash provided by operating activities: | ||
Depreciation and amortization | 18,898 | 18,552 |
Amortization of deferred financing costs | 452 | 413 |
Amortization of above- and below-market leases | (780) | 122 |
Other amortization expenses | 184 | 200 |
Gain on real estate dispositions | (76) | (21) |
Loss on extinguishment of debt | 228 | 0 |
Impairment losses | 0 | 344 |
Straight-line rent adjustments, net of write-offs | (1,176) | (1,298) |
Stock-based compensation | 1,324 | 1,242 |
Changes in operating assets and liabilities: | ||
Accounts payable and other liabilities | 2,039 | (2,388) |
Other assets | 499 | 1,382 |
Net cash provided by operating activities | 36,572 | 32,748 |
Cash flows from investing activities: | ||
Investments in real estate | (124,913) | 0 |
Proceeds from real estate dispositions | 1,439 | 4,741 |
Capital expenditures and other costs | (446) | (388) |
Net cash (used in) provided by investing activities | (123,920) | 4,353 |
Cash flows from financing activities: | ||
Proceeds from credit facility | 250,000 | 0 |
Payments on credit facility | (250,000) | (8,000) |
Payments of deferred financing costs | (2,460) | (12) |
Repurchase of common stock | (4,286) | (3,502) |
Offering costs on issuance of common stock | (61) | (10) |
Distributions to common stockholders | (17,622) | (16,264) |
Net cash used in financing activities | (24,429) | (27,788) |
Net change in cash, cash equivalents and restricted cash | (111,777) | 9,313 |
Cash, cash equivalents and restricted cash - Beginning of period | 202,185 | 13,083 |
Cash, cash equivalents and restricted cash - End of period | 90,408 | 22,396 |
Supplemental cash flow disclosure: | ||
Interest paid | 5,524 | 5,286 |
Supplemental disclosure of non-cash transactions: | ||
Common stock issued through distribution reinvestment plan | 5,997 | 6,173 |
Change in accrued distributions to common stockholders | (834) | 91 |
Change in accounts payable and other liabilities related to investing activities | (479) | (143) |
Note receivable issued for disposition of real estate | $ 0 | $ 7,500 |
Organization and Business Opera
Organization and Business Operations | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business Operations | Organization and Business Operations Sila Realty Trust, Inc., or the Company, is a Maryland corporation, headquartered in Tampa, Florida, that has elected, and currently qualifies, 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. The Company is primarily focused on investing in high quality healthcare assets across the continuum of care, which the Company believes typically generate predictable, durable and growing income streams. The Company may also make other real estate-related investments, which may include equity or debt interests in other real estate entities. Substantially all of the Company’s business is conducted through Sila Realty Operating Partnership, LP, a Delaware limited partnership, or the Operating Partnership. The Company is the sole general partner of the Operating Partnership and directly and indirectly owns 100% of the Operating Partnership. On April 8, 2024, the Company announced that its board of directors, or the Board, intends to pursue a listing of a class of the Company’s common stock on the New York Stock Exchange, or the NYSE, under the ticker symbol "SILA" in the late second quarter or early third quarter of 2024, or the Listing. In anticipation of the Listing, on April 8, 2024, the Company amended its charter to effect a one-for-four reverse stock split, or the Reverse Stock Split, of each issued and outstanding share of each class of common stock, $0.01 par value per share, or the Common Stock, of the Company, effective May 1, 2024, and the Company also amended its charter to decrease the par value of each issued and outstanding share of the Company's Common Stock from $0.04 par value per share to $0.01 par value per share immediately after the Reverse Stock Split. In connection with the Listing, the Company expects to arrange for the disposition of fractional shares upon the Listing, that were owned prior to, or are the result of, the Reverse Stock Split. In addition, equitable adjustments were made to the maximum number of shares of the Company's Common Stock that may be issued pursuant to the Company’s Amended and Restated 2014 Restricted Share Plan, or the A&R Incentive Plan, and the maximum number of shares of the Company's Common Stock that may be granted under incentive stock awards under the A&R Incentive Plan, in each case, to reflect the Reverse Stock Split. The number of shares of the Company's Common Stock subject to outstanding awards under the A&R Incentive Plan were also equitably adjusted to reflect the Reverse Stock Split. The Reverse Stock Split affected all record holders of the Company’s Common Stock uniformly and did not affect any record holder’s percentage ownership interest. The Reverse Stock Split did not affect the number of the Company’s authorized shares of Common Stock. All references made to share or per share amounts in the accompanying condensed consolidated financial statements and applicable disclosures have been retroactively adjusted to reflect the Reverse Stock Split. Except as the context otherwise requires, the “Company” refers to Sila Realty Trust, Inc., the Operating Partnership and their wholly-owned subsidiaries. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies The accompanying condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles, or GAAP, for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the Company’s audited consolidated financial statements as of and for the year ended December 31, 2023, and related notes thereto set forth in the Company’s Annual Report on Form 10-K, filed with the SEC on March 6, 2024. In the opinion of management, all adjustments, consisting of a normal and recurring nature considered for a fair presentation, have been included. Operating results for the three months ended March 31, 2024, are not necessarily indicative of the results that may be expected for the year ending December 31, 2024. Principles of Consolidation and Basis of Presentation The accompanying condensed consolidated financial statements include the accounts of the Company, the Operating Partnership, and their wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of the condensed 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 condensed consolidated financial statements and accompanying notes. These estimates are made and evaluated on an ongoing 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, Cash Equivalents and Restricted Cash Cash consists of demand deposits at commercial banks. Cash equivalents consist of highly liquid investments in money market funds with original maturities of three months or less at the time of purchase. Restricted cash consists of cash held in an escrow account in accordance with a tenant's lease agreement. Restricted cash is reported in other assets in the accompanying condensed consolidated balance sheets. The following table presents a reconciliation of the beginning of period and end of period cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets to the totals shown in the condensed consolidated statements of cash flows (amounts in thousands): Three Months Ended 2024 2023 Beginning of period: Cash and cash equivalents $ 202,019 $ 12,917 Restricted cash 166 166 Cash, cash equivalents and restricted cash $ 202,185 $ 13,083 End of period: Cash and cash equivalents $ 90,242 $ 22,230 Restricted cash 166 166 Cash, cash equivalents and restricted cash $ 90,408 $ 22,396 Recently Issued Accounting Pronouncements Segment Reporting In November 2023, the Financial Accounting Standards Board issued Accounting Standards Update 2023-07, Segment Reporting (Topic 280), Improvements to Reportable Segment Disclosures , or ASU 2023-07, to improve reportable segment disclosure requirements through enhanced disclosures about significant segment expenses. ASU 2023-07 expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items and interim disclosures of a reportable segment’s profit or loss and assets. All disclosure requirements of ASU 2023-07 are required for entities with a single reportable segment. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods for fiscal years beginning after December 15, 2024, and should be applied on a retrospective basis to all periods presented. Early adoption of ASU 2023-07 is permitted. The Company is evaluating the disclosure requirements of ASU 2023-07 and does not anticipate that this update will have a material impact on its condensed consolidated financial statements. |
Real Estate
Real Estate | 3 Months Ended |
Mar. 31, 2024 | |
Real Estate [Abstract] | |
Real Estate | Real Estate Acquisitions During the three months ended March 31, 2024, the Company purchased six real estate properties in two separate transactions, which were determined to be asset acquisitions. The Company allocated the purchase price to tangible assets, consisting of land, building and improvements and tenant improvements, and intangible assets, consisting of in-place leases, based on the relative fair value method of allocating all accumulated costs. The following table summarizes the consideration transferred, including acquisition costs, and the purchase price allocation for acquisitions during the three months ended March 31, 2024 (amounts in thousands): Property Description Date Acquired Ownership Percentage Consideration Transferred Brownsburg Healthcare Facility 02/26/2024 100% $ 39,115 Cave Creek Healthcare Facility 03/20/2024 100% 19,352 Marana Healthcare Facility 03/20/2024 100% 16,153 Surprise Healthcare Facility 03/20/2024 100% 18,598 Tucson Healthcare Facility V 03/20/2024 100% 15,991 Weslaco Healthcare Facility 03/20/2024 100% 15,709 Total $ 124,918 Total Land $ 8,321 Building and improvements 83,749 Tenant improvements 17,315 In-place leases 15,533 Total assets acquired $ 124,918 The Company capitalized acquisition costs of approximately $355,000, which are included in the allocation of the real estate acquisitions presented above. Dispositions On January 31, 2024, the Company sold one property for a sales price of $1,500,000, generating net proceeds of $1,439,000. The property was leased to a tenant under the common control of Vibra Healthcare, LLC, or Vibra. The Company was recognizing revenue from Vibra on a cash basis due to payment uncertainty. As a result of the property sale and lease termination, rental revenue from Vibra for the three months ended March 31, 2024, included $4,000,000 of lease termination income, in addition to deferred rent from prior periods. Investment Risk Concentrations As of March 31, 2024, the Company had one exposure to geographic concentration that accounted for at least 10.0% of rental revenue for the three months ended March 31, 2024. Real estate properties located in the Providence-Warwick, Rhode Island-Massachusetts metropolitan statistical area accounted for 11.0% of rental revenue for the three months ended March 31, 2024. As of March 31, 2024, the Company had two exposures to tenant concentration that accounted for at least 10.0% of rental revenue for the three months ended March 31, 2024. The leases with tenants at properties under the common control of Post Acute Medical, LLC and its affiliates accounted for 13.5% of rental revenue and the leases with tenants at properties under the common control of Vibra accounted for 11.9% of rental revenue for the three months ended March 31, 2024. Impairment Losses The Company did not record any impairment losses on real estate for the three months ended March 31, 2024. During the three months ended March 31, 2024, the Company recorded accelerated amortization of in-place lease intangible assets, above-market lease intangible assets and below-market lease intangible liabilities of $2,082,000, $158,000, and $1,013,000, respectively, in connection with lease terminations and amendments. During the three months ended March 31, 2023, the Company recorded impairment losses on real estate of $344,000 (consisting of goodwill impairments of $344,000). Impairment losses on real estate and goodwill impairments, if any, are recorded as impairment losses |
Intangible Assets, Net
Intangible Assets, Net | 3 Months Ended |
Mar. 31, 2024 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
Intangible Assets, Net | Intangible Assets, Net Intangible assets, net, consisted of the following as of March 31, 2024 and December 31, 2023 (amounts in thousands, except weighted average remaining life amounts): March 31, 2024 December 31, 2023 In-place leases, net of accumulated amortization of $100,100 and $95,325, respectively (with a weighted average remaining life of 7.9 years and 7.8 years, respectively) $ 133,702 $ 125,188 Above-market leases, net of accumulated amortization of $6,606 and $7,131, respectively (with a weighted average remaining life of 6.8 years and 6.7 years, respectively) 9,205 9,811 $ 142,907 $ 134,999 The aggregate weighted average remaining life of the intangible assets was 7.8 years and 7.7 years as of March 31, 2024 and December 31, 2023, respectively. Amortization of intangible assets was $7,478,000 and $5,740,000 for the three months ended March 31, 2024 and 2023, respectively. Amortization of in-place leases is included in depreciation and amortization, and amortization of above-market leases is recorded as an adjustment to rental revenue in the accompanying condensed consolidated statements of comprehensive income. |
Intangible Liabilities, Net
Intangible Liabilities, Net | 3 Months Ended |
Mar. 31, 2024 | |
Intangible Lease Liabilities, Net [Abstract] | |
Intangible Liabilities, Net | Intangible Liabilities, Net Intangible liabilities, net, consisted of the following as of March 31, 2024 and December 31, 2023 (amounts in thousands, except weighted average remaining life amounts): March 31, 2024 December 31, 2023 Below-market leases, net of accumulated amortization of $7,790 and $7,417, respectively (with a weighted average remaining life of 6.9 years and 7.4 years, respectively) $ 9,065 $ 10,452 Amortization of below-market leases was $1,387,000 and $374,000 for the three months ended March 31, 2024 and 2023, respectively. Amortization of below-market leases is recorded as an adjustment to rental revenue in the accompanying condensed consolidated statements of comprehensive income. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Leases | Leases Lessor The Company’s real estate properties are leased to tenants under operating leases with varying terms. Typically, the leases have provisions to extend the terms of the lease agreements. The Company retains substantially all of the risks and benefits of ownership of the real estate properties leased to tenants. Future rent to be received from the Company's investments in real estate assets under the terms of non-cancellable operating leases in effect as of March 31, 2024, for the period ending December 31, 2024, and for each of the next four years ending December 31, and thereafter, are as follows (amounts in thousands): March 31, 2024 Period ending December 31, 2024 $ 135,897 2025 176,984 2026 171,868 2027 168,766 2028 164,578 Thereafter 856,880 Total $ 1,674,973 Lessee The Company is subject to various non-cancellable operating lease agreements on which certain of its properties reside and for its corporate offices. The Company's operating leases do not provide implicit interest rates. In order to calculate the present value of the remaining operating lease payments, the Company used incremental borrowing rates, or IBRs, adjusted for a number of factors. The determination of an appropriate IBR involves multiple inputs and judgments. The Company determined its IBRs considering the general economic environment, term of the underlying leases, and various financing and asset specific adjustments to ensure the IBRs are appropriate for the intended use of the underlying operating leases. The effects of the Company's leases are recorded in right-of-use assets and lease liabilities on the condensed consolidated balance sheets. The weighted average remaining lease term for the Company's leases was 36.1 years as of March 31, 2024. The future rent payments, discounted by the Company's IBRs, under non-cancellable operating leases in effect as of March 31, 2024, for the period ending December 31, 2024, and for each of the next four years ending December 31 and thereafter, are as follows (amounts in thousands): March 31, 2024 Period ending December 31, 2024 $ 2,029 2025 2,768 2026 2,715 2027 2,681 2028 2,692 Thereafter 104,764 Total undiscounted rental payments 117,649 Less imputed interest (76,639) Total lease liabilities $ 41,010 The following table provides details of the Company's total lease costs for the three months ended March 31, 2024 and 2023 (amounts in thousands): Three Months Ended Location in Condensed Consolidated Statements of Comprehensive Income 2024 2023 Operating lease costs: Ground lease costs (1) Rental expenses $ 682 $ 682 Corporate operating lease costs General and administrative expenses 189 187 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 176 $ 233 (1) The Company receives reimbursements from tenants for certain operating ground leases, which are recorded as rental revenue in the accompanying condensed consolidated statements of comprehensive income. |
Leases | Leases Lessor The Company’s real estate properties are leased to tenants under operating leases with varying terms. Typically, the leases have provisions to extend the terms of the lease agreements. The Company retains substantially all of the risks and benefits of ownership of the real estate properties leased to tenants. Future rent to be received from the Company's investments in real estate assets under the terms of non-cancellable operating leases in effect as of March 31, 2024, for the period ending December 31, 2024, and for each of the next four years ending December 31, and thereafter, are as follows (amounts in thousands): March 31, 2024 Period ending December 31, 2024 $ 135,897 2025 176,984 2026 171,868 2027 168,766 2028 164,578 Thereafter 856,880 Total $ 1,674,973 Lessee The Company is subject to various non-cancellable operating lease agreements on which certain of its properties reside and for its corporate offices. The Company's operating leases do not provide implicit interest rates. In order to calculate the present value of the remaining operating lease payments, the Company used incremental borrowing rates, or IBRs, adjusted for a number of factors. The determination of an appropriate IBR involves multiple inputs and judgments. The Company determined its IBRs considering the general economic environment, term of the underlying leases, and various financing and asset specific adjustments to ensure the IBRs are appropriate for the intended use of the underlying operating leases. The effects of the Company's leases are recorded in right-of-use assets and lease liabilities on the condensed consolidated balance sheets. The weighted average remaining lease term for the Company's leases was 36.1 years as of March 31, 2024. The future rent payments, discounted by the Company's IBRs, under non-cancellable operating leases in effect as of March 31, 2024, for the period ending December 31, 2024, and for each of the next four years ending December 31 and thereafter, are as follows (amounts in thousands): March 31, 2024 Period ending December 31, 2024 $ 2,029 2025 2,768 2026 2,715 2027 2,681 2028 2,692 Thereafter 104,764 Total undiscounted rental payments 117,649 Less imputed interest (76,639) Total lease liabilities $ 41,010 The following table provides details of the Company's total lease costs for the three months ended March 31, 2024 and 2023 (amounts in thousands): Three Months Ended Location in Condensed Consolidated Statements of Comprehensive Income 2024 2023 Operating lease costs: Ground lease costs (1) Rental expenses $ 682 $ 682 Corporate operating lease costs General and administrative expenses 189 187 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 176 $ 233 (1) The Company receives reimbursements from tenants for certain operating ground leases, which are recorded as rental revenue in the accompanying condensed consolidated statements of comprehensive income. |
Other Assets
Other Assets | 3 Months Ended |
Mar. 31, 2024 | |
Other Assets [Abstract] | |
Other Assets | Other Assets Other assets consisted of the following as of March 31, 2024 and December 31, 2023 (amounts in thousands): March 31, 2024 December 31, 2023 Deferred financing costs, related to the revolver portion of the credit facility, net of accumulated amortization of $2,184 and $1,917, respectively $ 2,006 $ 2,271 Leasing commissions, net of accumulated amortization of $212 and $191, respectively 977 593 Restricted cash 166 166 Tenant receivables 2,494 2,398 Straight-line rent receivable 54,365 53,248 Prepaid and other assets 3,149 4,089 Derivative assets 19,471 17,060 $ 82,628 $ 79,825 |
Accounts Payable and Other Liab
Accounts Payable and Other Liabilities | 3 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Other Liabilities | Accounts Payable and Other Liabilities Accounts payable and other liabilities consisted of the following as of March 31, 2024 and December 31, 2023 (amounts in thousands): March 31, 2024 December 31, 2023 Accounts payable and accrued expenses $ 4,161 $ 3,906 Accrued interest expense 850 1,714 Accrued property taxes 3,478 3,687 Accrued personnel costs 3,444 4,425 Distributions payable to stockholders 7,788 7,782 Performance DSUs distributions payable 300 1,140 Tenant deposits 877 877 Deferred rental income 9,825 6,393 Derivative liabilities — 457 $ 30,723 $ 30,381 |
Credit Facility
Credit Facility | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Credit Facility | Credit Facility The Company's outstanding credit facility as of March 31, 2024 and December 31, 2023 consisted of the following (amounts in thousands): March 31, 2024 December 31, 2023 2024 Variable rate term loan fixed through interest rate swaps $ — $ 250,000 2027 Variable rate term loan fixed through interest rate swaps 250,000 — 2028 Variable rate term loan fixed through interest rate swaps 275,000 275,000 Total credit facility, principal amount outstanding 525,000 525,000 Unamortized deferred financing costs related to credit facility term loans (3,991) (1,847) Total credit facility, net of deferred financing costs $ 521,009 $ 523,153 Significant activities regarding the credit facility during the three months ended March 31, 2024 include: • On March 20, 2024 the Company, the Operating Partnership, and certain of the Company's subsidiaries, entered into a senior unsecured amended and restated term loan agreement, or the 2027 Term Loan Agreement, with Truist Bank, as Administrative Agent for the lenders, for aggregate commitments of $250,000,000, which may be increased, subject to lender approval, to an aggregate amount not to exceed $500,000,000. The maturity date for the 2027 Term Loan is March 20, 2027 and, at the Company's election, may be extended for a period of one year on no more than two occasions, subject to the satisfaction of certain conditions, including the payment of an extension fee. The 2027 Term Loan Agreement was entered into to replace the Company's prior term loan agreement, which was paid off in its entirety upon closing of the 2027 Term Loan Agreement. • In connection with the pay-off of our prior credit facility and entering into the 2027 Term Loan Agreement, the Company recognized a loss on extinguishment of debt of $228,000 during the three months ended March 31, 2024. The loss on extinguishment of debt was recognized in interest expense in the accompanying condensed consolidated statements of comprehensive income. The principal payments due on the credit facility as of March 31, 2024, for the period ending December 31, 2024, and for each of the next four years ending December 31 and thereafter, are as follows (amounts in thousands): Amount Period ending December 31, 2024 $ — 2025 — 2026 — 2027 250,000 2028 275,000 Thereafter — $ 525,000 |
Fair Value
Fair Value | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value | Fair Value Cash and cash equivalents, restricted cash, tenant receivables, prepaid and other assets, accounts payable and other liabilities —The Company considers 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 outstanding principal of the credit facility was $525,000,000 and $525,000,000, which approximated its fair value due to the variable nature of the terms as of March 31, 2024 and December 31, 2023, respectively. The fair value of the Company's credit facility is estimated based on the interest rates currently offered to the Company by its financial institutions. Derivative instruments —The Company’s derivative instruments consist of interest rate swaps. These swaps are carried at fair value to comply with the provisions of Accounting Standards Codification, or ASC, 820, Fair Value Measurements and Disclosures . The fair value of these instruments is determined using interest rate market pricing models. The Company incorporated credit valuation adjustments to appropriately reflect the Company’s nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. The Company determined that the majority of the inputs used to value its interest rate swaps fall within Level 2 of the fair value hierarchy. The credit valuation adjustments associated with these instruments utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by the Company and the respective counterparty. However, as of March 31, 2024, the Company assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and determined that the credit valuation adjustments are not significant to the overall valuation of its interest rate swaps. As a result, the Company determined that its interest rate swaps valuation in its entirety is classified in Level 2 of the fair value hierarchy. Considerable judgment is necessary to develop estimated fair values of financial assets and liabilities. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize or be liable for on disposition of the financial assets and liabilities. The following tables show the fair value of the Company’s financial assets and liabilities that are required to be measured at fair value on a recurring basis as of March 31, 2024 and December 31, 2023 (amounts in thousands): March 31, 2024 Fair Value Hierarchy Quoted Prices in Active Significant Other Significant Total Fair Assets: Derivative assets $ — $ 19,471 $ — $ 19,471 Total assets at fair value $ — $ 19,471 $ — $ 19,471 December 31, 2023 Fair Value Hierarchy Quoted Prices in Active Significant Other Significant Total Fair Assets: Derivative assets $ — $ 17,060 $ — $ 17,060 Total assets at fair value $ — $ 17,060 $ — $ 17,060 Liabilities: Derivative liabilities $ — $ 457 $ — $ 457 Total liabilities at fair value $ — $ 457 $ — $ 457 Derivative assets and liabilities are reported in the condensed consolidated balance sheets as other assets and accounts payable and other liabilities |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 3 Months Ended |
Mar. 31, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities Cash Flow Hedges of Interest Rate Risk The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. For derivatives designated and qualifying as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in accumulated other comprehensive income and subsequently reclassified into interest expense in the same period(s) during which the hedged transaction affects earnings. Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest is incurred on the Company’s variable rate debt. During the next twelve months, the Company estimates that an additional $13,309,000 will be reclassified from accumulated other comprehensive income as a reduction to interest expense. The following table summarizes the notional amount and fair value of the Company’s derivative instruments (amounts in thousands): Derivatives Balance Effective Maturity March 31, 2024 December 31, 2023 Outstanding Fair Value of Outstanding Fair Value of Assets (Liabilities) Assets (Liabilities) Interest rate swaps (1) 05/01/2022 to 12/31/2024 to $ 525,000 $ 19,471 $ — $ 525,000 $ 17,060 $ (457) (1) Derivative assets and liabilities are reported in the condensed consolidated balance sheets as other assets and accounts payable and other liabilities, respectively. The notional amount under the agreements is an indication of the extent of the Company’s involvement in each instrument at the time, but does not represent exposure to credit, interest rate or market risks. The table below summarizes the amount of income and loss recognized on the interest rate derivatives designated as cash flow hedges for the three months ended March 31, 2024 and 2023 (amounts in thousands): Derivatives in Cash Flow Amount of Income (Loss) Recognized Location of Income (Loss) Amount of Income Total Amount of Line Item in Condensed Consolidated Statements of Comprehensive Income Three Months Ended March 31, 2024 Interest rate swaps $ 7,393 Interest expense $ 4,525 $ 5,294 Three Months Ended March 31, 2023 Interest rate swaps $ (4,694) Interest expense $ 3,570 $ 5,622 Credit Risk-Related Contingent Features The Company has agreements with each of its derivative counterparties that contain a provision where if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations. The Company records credit risk valuation adjustments on its interest rate swaps based on the respective credit quality of the Company and the counterparty. The Company believes it mitigates its credit risk by entering into agreements with creditworthy counterparties. As of March 31, 2024, the Company had no derivatives with fair value in a net liability position, inclusive of accrued interest but excluding any adjustment for nonperformance risk related to the agreement. As of March 31, 2024, there were no termination events or events of default related to the interest rate swaps. Tabular Disclosure Offsetting Derivatives The Company has elected not to offset derivative positions in its condensed consolidated financial statements. The following tables present the effect on the Company’s financial position had the Company made the election to offset its derivative positions as of March 31, 2024 and December 31, 2023 (amounts in thousands): Offsetting of Derivative Assets Gross Amounts Not Offset in the Balance Sheet Gross Gross Amounts Net Amounts of Financial Instruments Cash Collateral Net March 31, 2024 $ 19,471 $ — $ 19,471 $ — $ — $ 19,471 December 31, 2023 $ 17,060 $ — $ 17,060 $ (457) $ — $ 16,603 Offsetting of Derivative Liabilities Gross Amounts Not Offset in the Balance Sheet Gross Gross Amounts Net Amounts of Financial Instruments Cash Collateral Net March 31, 2024 $ — $ — $ — $ — $ — $ — December 31, 2023 $ 457 $ — $ 457 $ (457) $ — $ — |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2024 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders' Equity On April 8, 2024, the Company amended its charter to effect a one-for-four reverse stock split, effective May 1, 2024. See Note 1—"Organization and Business Operations" for further details. Distributions Payable As of March 31, 2024, the Company had distributions payable of approximately $7,788,000. Of these distributions payable, approximately $5,766,000 was paid in cash on April 5, 2024, and approximately $2,022,000 was reinvested in shares of common stock pursuant to the Company's distribution reinvestment plan, or the DRIP, effective April 1, 2024. On April 5, 2024, the Board voted to terminate the DRIP, effective May 1, 2024. See Note 16—"Subsequent Events" for further details. Share Repurchases During the three months ended March 31, 2024, the Company repurchased 143,283 Class A shares, Class I shares and Class T shares of common stock, after giving effect to the Reverse Stock Split (128,492 Class A shares, 3,104 Class I shares and 11,687 Class T shares), for an aggregate purchase price of approximately $4,286,000 (an average of $29.92 per share). During the three months ended March 31, 2023, the Company repurchased 106,518 Class A shares, Class I shares and Class T shares of common stock, after giving effect to the Reverse Stock Split (88,234 Class A shares, 11 Class I shares and 18,273 Class T shares), for an aggregate purchase price of approximately $3,502,000 (an average of $32.88 per share). The Company’s Amended and Restated Share Repurchase Program, or the SRP, allows for repurchases of shares of the Company’s common stock upon meeting certain criteria. On April 8, 2024, the Board voted to suspend the SRP, effective immediately, and to terminate the SRP, effective upon the anticipated listing event. See Note 16—"Subsequent Events" for further details. Accumulated Other Comprehensive Income The following table presents a rollforward of amounts recognized in accumulated other comprehensive income by component for the three months ended March 31, 2024 and 2023 (amounts in thousands): Unrealized Income Balance as of December 31, 2023 $ 16,603 Other comprehensive income before reclassification 7,393 Amount of income reclassified from accumulated other comprehensive income to net income (4,525) Other comprehensive income 2,868 Balance as of March 31, 2024 $ 19,471 Unrealized Loss on Derivative Instruments Balance as of December 31, 2022 $ 27,990 Other comprehensive loss before reclassification (4,694) Amount of income reclassified from accumulated other comprehensive income to net income (3,570) Other comprehensive loss (8,264) Balance as of March 31, 2023 $ 19,726 The following table presents reclassifications out of accumulated other comprehensive income for the three months ended March 31, 2024 and 2023 (amounts in thousands): Details about Accumulated Other Income Amounts Reclassified from Affected Line Items in the Condensed Consolidated Statements of Comprehensive Income Three Months Ended 2024 2023 Interest rate swap contracts $ (4,525) $ (3,570) Interest expense |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The Company calculates basic earnings per share by dividing net income attributable to common stockholders for the period by the weighted average shares of its common stock outstanding for that period. Diluted earnings per share is computed based on the weighted average number of shares outstanding and all potentially dilutive securities. Shares of non-vested restricted common stock and performance-based deferred stock unit awards, or Performance DSUs, are considered to be participating securities because they contain non-forfeitable rights to distributions and give rise to potentially dilutive shares of common stock. For the three months ended March 31, 2024, diluted earnings per share reflected the effect of approximately 548,000 of non-vested shares of restricted common stock and Performance DSUs that were outstanding after giving effect to the Reverse Stock Split. For the three months ended March 31, 2023, diluted earnings per share reflected the effect of approximately 461,000 of non-vested shares of restricted common stock and Performance DSUs that were outstanding after giving effect to the Reverse Stock Split. |
Stock-based Compensation
Stock-based Compensation | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based Compensation | Stock-based Compensation On March 6, 2020, the Board approved the A&R Incentive Plan pursuant to which the Company has the authority and power to grant awards of restricted shares of its Class A common stock to its directors, executive officers, and employees. The Company recognized accelerated stock-based compensation expense of $863,000 for the three months ended March 31, 2024 as a result of accelerated awards due to severance. The Company recognized total stock-based compensation expense of $1,324,000 and $1,242,000, respectively, for the three months ended March 31, 2024 and 2023. Stock-based compensation expense is reported in general and administrative expenses in the accompanying condensed consolidated statements of comprehensive income, and forfeitures are recorded as they occur. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Proceedings In the ordinary course of business, the Company may become subject to litigation or claims. As of March 31, 2024, there were, and currently there are, no material pending legal proceedings to which the Company is a party. While the resolution of a lawsuit or proceeding may have an impact to the Company's financial results for the period in which it is resolved, the Company believes that the final resolution of the lawsuits or proceedings in which it is currently involved, either individually or in the aggregate, will not have a material adverse effect on its financial position, results of operations or liquidity. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Distributions Paid to Stockholders The following table summarizes the Company's distributions paid to stockholders on April 5, 2024, for the period from March 1, 2024 through March 31, 2024 (amounts in thousands): Payment Date Common Stock Cash DRIP Total Distribution April 5, 2024 Class A $ 4,621 $ 1,168 $ 5,789 April 5, 2024 Class I 349 228 577 April 5, 2024 Class T 796 626 1,422 $ 5,766 $ 2,022 $ 7,788 The following table summarizes the Company's distributions paid to stockholders on May 1, 2024, for the period from April 1, 2024 through April 30, 2024 (amounts in thousands): Payment Date Common Stock Cash DRIP Total Distribution May 1, 2024 Class A $ 4,470 $ 1,134 $ 5,604 May 1, 2024 Class I 338 222 560 May 1, 2024 Class T 774 604 1,378 $ 5,582 $ 1,960 $ 7,542 Termination of the SRP and the DRIP In light of the Company’s intention to pursue the Listing, on April 5, 2024, the Board voted to suspend the SRP, effective immediately, and to terminate the SRP, effective upon the Listing. On April 5, 2024, the Board also voted to terminate the DRIP, effective May 1, 2024. Distributions Authorized The following table summarizes the daily distributions approved and authorized by the Board subsequent to March 31, 2024: Authorization Date (1) Common Stock Daily Distribution Rate (1) Annualized Distribution Per Share April 15, 2024 Class A $ 0.00437158 $ 1.60 April 15, 2024 Class I $ 0.00437158 $ 1.60 April 15, 2024 Class T $ 0.00437158 $ 1.60 (1) Distributions approved and authorized to stockholders of record as of the close of business on each day of the period commencing on May 1, 2024 and ending on May 31, 2024. The distributions are calculated based on 366 days in the calendar year, accounting for the Reverse Stock Split, effective May 1. The distributions declared for each record date in May 2024 will be paid in June 2024. The distributions are payable to stockholders from legally available funds therefor. On May 7, 2024, the Board approved and authorized a daily distribution to the Company’s stockholders of record holding common shares as of the close of business on each day of the period commencing on June 1, 2024 and ending on June 30, 2024. The distributions for June 2024 will be calculated based on 366 days in the calendar year and will be equal to $0.00437158 per share of common stock, which is equal to an annualized distribution of $1.60 per share of common stock. The distributions declared for each record date in June 2024 will be paid in July 2024. The distributions will be payable to stockholders from legally available funds therefor. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net Income (Loss) | $ 14,980 | $ 14,200 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The accompanying condensed consolidated financial statements include the accounts of the Company, the Operating Partnership, and their wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of the condensed 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 condensed consolidated financial statements and accompanying notes. These estimates are made and evaluated on an ongoing 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, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Segment Reporting In November 2023, the Financial Accounting Standards Board issued Accounting Standards Update 2023-07, Segment Reporting (Topic 280), Improvements to Reportable Segment Disclosures , or ASU 2023-07, to improve reportable segment disclosure requirements through enhanced disclosures about significant segment expenses. ASU 2023-07 expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items and interim disclosures of a reportable segment’s profit or loss and assets. All disclosure requirements of ASU 2023-07 are required for entities with a single reportable segment. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods for fiscal years beginning after December 15, 2024, and should be applied on a retrospective basis to all periods presented. Early adoption of ASU 2023-07 is permitted. The Company is evaluating the disclosure requirements of ASU 2023-07 and does not anticipate that this update will have a material impact on its condensed consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table presents a reconciliation of the beginning of period and end of period cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets to the totals shown in the condensed consolidated statements of cash flows (amounts in thousands): Three Months Ended 2024 2023 Beginning of period: Cash and cash equivalents $ 202,019 $ 12,917 Restricted cash 166 166 Cash, cash equivalents and restricted cash $ 202,185 $ 13,083 End of period: Cash and cash equivalents $ 90,242 $ 22,230 Restricted cash 166 166 Cash, cash equivalents and restricted cash $ 90,408 $ 22,396 |
Real Estate (Tables)
Real Estate (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Real Estate [Abstract] | |
Schedule of Consideration Transferred for Properties Acquired | The following table summarizes the consideration transferred, including acquisition costs, and the purchase price allocation for acquisitions during the three months ended March 31, 2024 (amounts in thousands): Property Description Date Acquired Ownership Percentage Consideration Transferred Brownsburg Healthcare Facility 02/26/2024 100% $ 39,115 Cave Creek Healthcare Facility 03/20/2024 100% 19,352 Marana Healthcare Facility 03/20/2024 100% 16,153 Surprise Healthcare Facility 03/20/2024 100% 18,598 Tucson Healthcare Facility V 03/20/2024 100% 15,991 Weslaco Healthcare Facility 03/20/2024 100% 15,709 Total $ 124,918 |
Schedule of Allocation of Acquisitions | Total Land $ 8,321 Building and improvements 83,749 Tenant improvements 17,315 In-place leases 15,533 Total assets acquired $ 124,918 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
Schedule of Intangible Assets, Net | Intangible assets, net, consisted of the following as of March 31, 2024 and December 31, 2023 (amounts in thousands, except weighted average remaining life amounts): March 31, 2024 December 31, 2023 In-place leases, net of accumulated amortization of $100,100 and $95,325, respectively (with a weighted average remaining life of 7.9 years and 7.8 years, respectively) $ 133,702 $ 125,188 Above-market leases, net of accumulated amortization of $6,606 and $7,131, respectively (with a weighted average remaining life of 6.8 years and 6.7 years, respectively) 9,205 9,811 $ 142,907 $ 134,999 |
Intangible Liabilities, Net (Ta
Intangible Liabilities, Net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Intangible Lease Liabilities, Net [Abstract] | |
Schedule of Intangible Liabilities, Net | Intangible liabilities, net, consisted of the following as of March 31, 2024 and December 31, 2023 (amounts in thousands, except weighted average remaining life amounts): March 31, 2024 December 31, 2023 Below-market leases, net of accumulated amortization of $7,790 and $7,417, respectively (with a weighted average remaining life of 6.9 years and 7.4 years, respectively) $ 9,065 $ 10,452 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Schedule of Future Minimum Rent to Lessor from Operating Leases | Future rent to be received from the Company's investments in real estate assets under the terms of non-cancellable operating leases in effect as of March 31, 2024, for the period ending December 31, 2024, and for each of the next four years ending December 31, and thereafter, are as follows (amounts in thousands): March 31, 2024 Period ending December 31, 2024 $ 135,897 2025 176,984 2026 171,868 2027 168,766 2028 164,578 Thereafter 856,880 Total $ 1,674,973 |
Schedule of Future Minimum Rent from Lessee for Operating Leases | The future rent payments, discounted by the Company's IBRs, under non-cancellable operating leases in effect as of March 31, 2024, for the period ending December 31, 2024, and for each of the next four years ending December 31 and thereafter, are as follows (amounts in thousands): March 31, 2024 Period ending December 31, 2024 $ 2,029 2025 2,768 2026 2,715 2027 2,681 2028 2,692 Thereafter 104,764 Total undiscounted rental payments 117,649 Less imputed interest (76,639) Total lease liabilities $ 41,010 |
Schedule of Lease Cost | The following table provides details of the Company's total lease costs for the three months ended March 31, 2024 and 2023 (amounts in thousands): Three Months Ended Location in Condensed Consolidated Statements of Comprehensive Income 2024 2023 Operating lease costs: Ground lease costs (1) Rental expenses $ 682 $ 682 Corporate operating lease costs General and administrative expenses 189 187 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 176 $ 233 (1) The Company receives reimbursements from tenants for certain operating ground leases, which are recorded as rental revenue in the accompanying condensed consolidated statements of comprehensive income. |
Other Assets (Tables)
Other Assets (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Other Assets [Abstract] | |
Schedule of Other Assets | Other assets consisted of the following as of March 31, 2024 and December 31, 2023 (amounts in thousands): March 31, 2024 December 31, 2023 Deferred financing costs, related to the revolver portion of the credit facility, net of accumulated amortization of $2,184 and $1,917, respectively $ 2,006 $ 2,271 Leasing commissions, net of accumulated amortization of $212 and $191, respectively 977 593 Restricted cash 166 166 Tenant receivables 2,494 2,398 Straight-line rent receivable 54,365 53,248 Prepaid and other assets 3,149 4,089 Derivative assets 19,471 17,060 $ 82,628 $ 79,825 |
Accounts Payable and Other Li_2
Accounts Payable and Other Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Other Liabilities | Accounts payable and other liabilities consisted of the following as of March 31, 2024 and December 31, 2023 (amounts in thousands): March 31, 2024 December 31, 2023 Accounts payable and accrued expenses $ 4,161 $ 3,906 Accrued interest expense 850 1,714 Accrued property taxes 3,478 3,687 Accrued personnel costs 3,444 4,425 Distributions payable to stockholders 7,788 7,782 Performance DSUs distributions payable 300 1,140 Tenant deposits 877 877 Deferred rental income 9,825 6,393 Derivative liabilities — 457 $ 30,723 $ 30,381 |
Credit Facility (Tables)
Credit Facility (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Credit Facility | The Company's outstanding credit facility as of March 31, 2024 and December 31, 2023 consisted of the following (amounts in thousands): March 31, 2024 December 31, 2023 2024 Variable rate term loan fixed through interest rate swaps $ — $ 250,000 2027 Variable rate term loan fixed through interest rate swaps 250,000 — 2028 Variable rate term loan fixed through interest rate swaps 275,000 275,000 Total credit facility, principal amount outstanding 525,000 525,000 Unamortized deferred financing costs related to credit facility term loans (3,991) (1,847) Total credit facility, net of deferred financing costs $ 521,009 $ 523,153 |
Schedule of Future Principal Payments Due on Debt | The principal payments due on the credit facility as of March 31, 2024, for the period ending December 31, 2024, and for each of the next four years ending December 31 and thereafter, are as follows (amounts in thousands): Amount Period ending December 31, 2024 $ — 2025 — 2026 — 2027 250,000 2028 275,000 Thereafter — $ 525,000 |
Fair Value (Tables)
Fair Value (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following tables show the fair value of the Company’s financial assets and liabilities that are required to be measured at fair value on a recurring basis as of March 31, 2024 and December 31, 2023 (amounts in thousands): March 31, 2024 Fair Value Hierarchy Quoted Prices in Active Significant Other Significant Total Fair Assets: Derivative assets $ — $ 19,471 $ — $ 19,471 Total assets at fair value $ — $ 19,471 $ — $ 19,471 December 31, 2023 Fair Value Hierarchy Quoted Prices in Active Significant Other Significant Total Fair Assets: Derivative assets $ — $ 17,060 $ — $ 17,060 Total assets at fair value $ — $ 17,060 $ — $ 17,060 Liabilities: Derivative liabilities $ — $ 457 $ — $ 457 Total liabilities at fair value $ — $ 457 $ — $ 457 |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of the Notional Amount and Fair Value of Derivative Instruments | The following table summarizes the notional amount and fair value of the Company’s derivative instruments (amounts in thousands): Derivatives Balance Effective Maturity March 31, 2024 December 31, 2023 Outstanding Fair Value of Outstanding Fair Value of Assets (Liabilities) Assets (Liabilities) Interest rate swaps (1) 05/01/2022 to 12/31/2024 to $ 525,000 $ 19,471 $ — $ 525,000 $ 17,060 $ (457) (1) Derivative assets and liabilities are reported in the condensed consolidated balance sheets as other assets and accounts payable and other liabilities, respectively. |
Schedule of Income and Losses Recognized on Derivative Instruments | The table below summarizes the amount of income and loss recognized on the interest rate derivatives designated as cash flow hedges for the three months ended March 31, 2024 and 2023 (amounts in thousands): Derivatives in Cash Flow Amount of Income (Loss) Recognized Location of Income (Loss) Amount of Income Total Amount of Line Item in Condensed Consolidated Statements of Comprehensive Income Three Months Ended March 31, 2024 Interest rate swaps $ 7,393 Interest expense $ 4,525 $ 5,294 Three Months Ended March 31, 2023 Interest rate swaps $ (4,694) Interest expense $ 3,570 $ 5,622 |
Schedule of Offsetting of Derivative Assets | The following tables present the effect on the Company’s financial position had the Company made the election to offset its derivative positions as of March 31, 2024 and December 31, 2023 (amounts in thousands): Offsetting of Derivative Assets Gross Amounts Not Offset in the Balance Sheet Gross Gross Amounts Net Amounts of Financial Instruments Cash Collateral Net March 31, 2024 $ 19,471 $ — $ 19,471 $ — $ — $ 19,471 December 31, 2023 $ 17,060 $ — $ 17,060 $ (457) $ — $ 16,603 |
Schedule of Offsetting of Derivative Liabilities | Offsetting of Derivative Liabilities Gross Amounts Not Offset in the Balance Sheet Gross Gross Amounts Net Amounts of Financial Instruments Cash Collateral Net March 31, 2024 $ — $ — $ — $ — $ — $ — December 31, 2023 $ 457 $ — $ 457 $ (457) $ — $ — |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Amounts Recognized in Accumulated Other Comprehensive Income (Loss) | The following table presents a rollforward of amounts recognized in accumulated other comprehensive income by component for the three months ended March 31, 2024 and 2023 (amounts in thousands): Unrealized Income Balance as of December 31, 2023 $ 16,603 Other comprehensive income before reclassification 7,393 Amount of income reclassified from accumulated other comprehensive income to net income (4,525) Other comprehensive income 2,868 Balance as of March 31, 2024 $ 19,471 Unrealized Loss on Derivative Instruments Balance as of December 31, 2022 $ 27,990 Other comprehensive loss before reclassification (4,694) Amount of income reclassified from accumulated other comprehensive income to net income (3,570) Other comprehensive loss (8,264) Balance as of March 31, 2023 $ 19,726 |
Schedule of Reclassifications Out of Accumulated Other Comprehensive Income (Loss) | The following table presents reclassifications out of accumulated other comprehensive income for the three months ended March 31, 2024 and 2023 (amounts in thousands): Details about Accumulated Other Income Amounts Reclassified from Affected Line Items in the Condensed Consolidated Statements of Comprehensive Income Three Months Ended 2024 2023 Interest rate swap contracts $ (4,525) $ (3,570) Interest expense |
Subsequent Events (Tables)
Subsequent Events (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
Schedule of Subsequent Events | The following table summarizes the Company's distributions paid to stockholders on April 5, 2024, for the period from March 1, 2024 through March 31, 2024 (amounts in thousands): Payment Date Common Stock Cash DRIP Total Distribution April 5, 2024 Class A $ 4,621 $ 1,168 $ 5,789 April 5, 2024 Class I 349 228 577 April 5, 2024 Class T 796 626 1,422 $ 5,766 $ 2,022 $ 7,788 The following table summarizes the Company's distributions paid to stockholders on May 1, 2024, for the period from April 1, 2024 through April 30, 2024 (amounts in thousands): Payment Date Common Stock Cash DRIP Total Distribution May 1, 2024 Class A $ 4,470 $ 1,134 $ 5,604 May 1, 2024 Class I 338 222 560 May 1, 2024 Class T 774 604 1,378 $ 5,582 $ 1,960 $ 7,542 The following table summarizes the daily distributions approved and authorized by the Board subsequent to March 31, 2024: Authorization Date (1) Common Stock Daily Distribution Rate (1) Annualized Distribution Per Share April 15, 2024 Class A $ 0.00437158 $ 1.60 April 15, 2024 Class I $ 0.00437158 $ 1.60 April 15, 2024 Class T $ 0.00437158 $ 1.60 (1) Distributions approved and authorized to stockholders of record as of the close of business on each day of the period commencing on May 1, 2024 and ending on May 31, 2024. The distributions are calculated based on 366 days in the calendar year, accounting for the Reverse Stock Split, effective May 1. The distributions declared for each record date in May 2024 will be paid in June 2024. The distributions are payable to stockholders from legally available funds therefor. |
Organization and Business Ope_2
Organization and Business Operations (Details) | 3 Months Ended | |||||
Apr. 08, 2024 $ / shares | Mar. 31, 2024 $ / shares | May 01, 2024 $ / shares | Apr. 30, 2024 $ / shares | Dec. 31, 2023 $ / shares | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Common stock, par value (in dollars per share) | [1] | $ 0.01 | $ 0.01 | |||
Subsequent Event | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.04 | |||
Reverse stock split, conversion ratio | 0.25 | |||||
Operating Partnership | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Ownership interest (as a percentage) | 100% | |||||
[1]Retroactively adjusted for the effects of the Reverse Stock Split (see Note 1—"Organization and Business Operations" for additional information). |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 31, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 90,242 | $ 202,019 | $ 22,230 | $ 12,917 |
Restricted cash | 166 | 166 | 166 | 166 |
Cash, cash equivalents and restricted cash | $ 90,408 | $ 202,185 | $ 22,396 | $ 13,083 |
Real Estate (Narrative) (Detail
Real Estate (Narrative) (Details) | 3 Months Ended | |||
Jan. 31, 2024 USD ($) property | Mar. 31, 2024 USD ($) tenant statisticalArea acquistion property | Mar. 31, 2023 USD ($) | Mar. 31, 2022 | |
Real Estate [Line Items] | ||||
Number of real estate properties acquired | property | 6 | |||
Number of asset acquisitions | acquistion | 2 | |||
Capitalized acquisition costs | $ 355,000 | |||
Proceeds from real estate dispositions | 1,439,000 | $ 4,741,000 | ||
Impairment loss | $ 0 | 344,000 | ||
Impairment loss on goodwill | $ 344,000 | |||
Impairment, Intangible Asset, Finite-Lived, Statement of Income or Comprehensive Income [Extensible Enumeration] | Impairment loss | Impairment loss | Impairment loss | |
Impairment of lease liabilities | $ 1,013,000 | |||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||
Real Estate [Line Items] | ||||
Number of real estate properties | property | 1 | |||
Aggregate sales price | $ 1,500,000 | |||
Proceeds from real estate dispositions | $ 1,439,000 | |||
Termination lease income | 4,000,000 | |||
In-place leases | ||||
Real Estate [Line Items] | ||||
Impairment of intangible assets | 2,082,000 | |||
Above-market leases | ||||
Real Estate [Line Items] | ||||
Impairment of intangible assets | $ 158,000 | |||
Revenue | Geographic Concentration Risk | Providence-Warwick, Rhode Island-Massachusetts | ||||
Real Estate [Line Items] | ||||
Number of geographic concentration | statisticalArea | 1 | |||
Concentration risk, percentage | 11% | |||
Revenue | Customer Concentration Risk | Two Tenants | ||||
Real Estate [Line Items] | ||||
Number of major tenants | tenant | 2 | |||
Revenue | Customer Concentration Risk | Post Acute Medical LLC and affiliates | ||||
Real Estate [Line Items] | ||||
Concentration risk, percentage | 13.50% | |||
Revenue | Customer Concentration Risk | Vibra Healthcare LLC | ||||
Real Estate [Line Items] | ||||
Concentration risk, percentage | 11.90% |
Real Estate (Schedule of Consid
Real Estate (Schedule of Consideration Transferred for Properties Acquired) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 20, 2024 | Feb. 26, 2024 | Mar. 31, 2024 | |
Business Acquisition [Line Items] | |||
Consideration transferred | $ 124,918 | ||
Brownsburg Healthcare Facility | |||
Business Acquisition [Line Items] | |||
Ownership Percentage | 100% | ||
Consideration transferred | $ 39,115 | ||
Cave Creek Healthcare Facility | |||
Business Acquisition [Line Items] | |||
Ownership Percentage | 100% | ||
Consideration transferred | $ 19,352 | ||
Marana Healthcare Facility | |||
Business Acquisition [Line Items] | |||
Ownership Percentage | 100% | ||
Consideration transferred | $ 16,153 | ||
Surprise Healthcare Facility | |||
Business Acquisition [Line Items] | |||
Ownership Percentage | 100% | ||
Consideration transferred | $ 18,598 | ||
Tucson Healthcare Facility V | |||
Business Acquisition [Line Items] | |||
Ownership Percentage | 100% | ||
Consideration transferred | $ 15,991 | ||
Weslaco Healthcare Facility | |||
Business Acquisition [Line Items] | |||
Ownership Percentage | 100% | ||
Consideration transferred | $ 15,709 |
Real Estate (Schedule of Alloca
Real Estate (Schedule of Allocation of Acquisitions) (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Business Acquisition [Line Items] | |
Total assets acquired | $ 124,918 |
In-place leases | |
Business Acquisition [Line Items] | |
Leases | 15,533 |
Land | |
Business Acquisition [Line Items] | |
Property, plant and equipment acquired | 8,321 |
Building and improvements | |
Business Acquisition [Line Items] | |
Property, plant and equipment acquired | 83,749 |
Tenant improvements | |
Business Acquisition [Line Items] | |
Property, plant and equipment acquired | $ 17,315 |
Intangible Assets, Net (Schedul
Intangible Assets, Net (Schedule of Intangible Assets, Net) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, accumulated amortization | $ 106,706 | $ 102,456 |
Weighted average remaining useful life of intangible assets (in years) | 7 years 9 months 18 days | 7 years 8 months 12 days |
Intangible assets, net of accumulated amortization | $ 142,907 | $ 134,999 |
In-place leases | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, accumulated amortization | $ 100,100 | $ 95,325 |
Weighted average remaining useful life of intangible assets (in years) | 7 years 10 months 24 days | 7 years 9 months 18 days |
Intangible assets, net of accumulated amortization | $ 133,702 | $ 125,188 |
Above-market leases | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, accumulated amortization | $ 6,606 | $ 7,131 |
Weighted average remaining useful life of intangible assets (in years) | 6 years 9 months 18 days | 6 years 8 months 12 days |
Intangible assets, net of accumulated amortization | $ 9,205 | $ 9,811 |
Intangible Assets, Net (Narrati
Intangible Assets, Net (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Finite-Lived Intangible Assets, Net [Abstract] | |||
Weighted average remaining useful life of intangible assets (in years) | 7 years 9 months 18 days | 7 years 8 months 12 days | |
Amortization of intangible assets | $ 7,478 | $ 5,740 |
Intangible Liabilities, Net (Sc
Intangible Liabilities, Net (Schedule of Intangible Liabilities, Net) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Intangible Lease Liabilities, Net [Abstract] | ||
Accumulated amortization of below-market leases | $ 7,790 | $ 7,417 |
Weighted average remaining life of below-market leases | 6 years 10 months 24 days | 7 years 4 months 24 days |
Below-market leases, net of accumulated amortization | $ 9,065 | $ 10,452 |
Intangible Liabilities, Net (Na
Intangible Liabilities, Net (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Intangible Lease Liabilities, Net [Abstract] | ||
Amortization of below-market leases | $ 1,387 | $ 374 |
Leases (Schedule of Future Mini
Leases (Schedule of Future Minimum Rent to Lessor from Operating Leases) (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Leases [Abstract] | |
Period ending December 31, 2024 | $ 135,897 |
2025 | 176,984 |
2026 | 171,868 |
2027 | 168,766 |
2028 | 164,578 |
Thereafter | 856,880 |
Total | $ 1,674,973 |
Leases (Schedule of Rent Paymen
Leases (Schedule of Rent Payments from Lessee) (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Leases [Abstract] | ||
Period ending December 31, 2024 | $ 2,029 | |
2025 | 2,768 | |
2026 | 2,715 | |
2027 | 2,681 | |
2028 | 2,692 | |
Thereafter | 104,764 | |
Total undiscounted rental payments | 117,649 | |
Less imputed interest | (76,639) | |
Lease liabilities | $ 41,010 | $ 41,158 |
Weighted average remaining lease term | 36 years 1 month 6 days |
Leases (Schedule of Lease Cost)
Leases (Schedule of Lease Cost) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows for operating leases | $ 176 | $ 233 |
Rental expenses | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease costs | 682 | 682 |
General and administrative expenses | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease costs | $ 189 | $ 187 |
Other Assets (Details)
Other Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Other Assets [Abstract] | ||
Deferred financing costs, related to the revolver portion of the credit facility, net of accumulated amortization of $2,184 and $1,917, respectively | $ 2,006 | $ 2,271 |
Leasing commissions, net of accumulated amortization of $212 and $191, respectively | 977 | 593 |
Restricted cash | 166 | 166 |
Tenant receivables | 2,494 | 2,398 |
Straight-line rent receivable | 54,365 | 53,248 |
Prepaid and other assets | 3,149 | 4,089 |
Derivative assets | 19,471 | 17,060 |
Total other assets | 82,628 | 79,825 |
Deferred financing costs, related to the revolver portion of the credit facility, accumulated amortization | 2,184 | 1,917 |
Leasing commissions, accumulated amortization | $ 212 | $ 191 |
Accounts Payable and Other Li_3
Accounts Payable and Other Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Payables and Accruals [Abstract] | ||
Accounts payable and accrued expenses | $ 4,161 | $ 3,906 |
Accrued interest expense | 850 | 1,714 |
Accrued property taxes | 3,478 | 3,687 |
Accrued personnel costs | 3,444 | 4,425 |
Distributions payable to stockholders | 7,788 | 7,782 |
Performance DSUs distributions payable | 300 | 1,140 |
Tenant deposits | 877 | 877 |
Deferred rental income | 9,825 | 6,393 |
Derivative liabilities | 0 | 457 |
Total accounts payable and other liabilities | $ 30,723 | $ 30,381 |
Credit Facility (Schedule of Cr
Credit Facility (Schedule of Credit Facility) (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Line of Credit Facility [Line Items] | ||
Total credit facility, principal amount outstanding | $ 525,000 | $ 525,000 |
Unamortized deferred financing costs related to credit facility term loans | (3,991) | (1,847) |
Total credit facility, net of deferred financing costs | 521,009 | 523,153 |
Term Loan | 2024 Variable rate term loan fixed through interest rate swaps | ||
Line of Credit Facility [Line Items] | ||
Total credit facility, principal amount outstanding | 0 | 250,000 |
Term Loan | 2027 Variable rate term loan fixed through interest rate swaps | ||
Line of Credit Facility [Line Items] | ||
Total credit facility, principal amount outstanding | 250,000 | 0 |
Term Loan | 2028 Variable rate term loan fixed through interest rate swaps | ||
Line of Credit Facility [Line Items] | ||
Total credit facility, principal amount outstanding | $ 275,000 | $ 275,000 |
Credit Facility (Narrative) (De
Credit Facility (Narrative) (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 USD ($) extension | Mar. 31, 2023 USD ($) | Mar. 20, 2024 USD ($) | |
Line of Credit Facility [Line Items] | |||
2027 term loan, extension period | 1 year | ||
Number of extensions | extension | 2 | ||
Loss on extinguishment of debt | $ 228 | $ 0 | |
2027 Term Loan | Term Loan | |||
Line of Credit Facility [Line Items] | |||
Commitments available | $ 250,000 | ||
Maximum borrowing capacity | $ 500,000 |
Credit Facility (Schedule of Pr
Credit Facility (Schedule of Principal Payments Due on Credit Facility) (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Debt Disclosure [Abstract] | |
Period ending December 31, 2024 | $ 0 |
2025 | 0 |
2026 | 0 |
2027 | 250,000 |
2028 | 275,000 |
Thereafter | 0 |
Total | $ 525,000 |
Fair Value (Narrative) (Details
Fair Value (Narrative) (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Fair Value Disclosures [Abstract] | ||
Total credit facility, principal amount outstanding | $ 525,000 | $ 525,000 |
Derivative Liability, Statement of Financial Position [Extensible Enumeration] | Accounts payable and other liabilities | Accounts payable and other liabilities |
Fair Value (Schedule of Fair Va
Fair Value (Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis) (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Assets: | ||
Derivative assets | $ 19,471 | $ 17,060 |
Liabilities: | ||
Derivative liabilities | 0 | 457 |
Recurring basis | ||
Assets: | ||
Derivative assets | 19,471 | 17,060 |
Total assets at fair value | 19,471 | 17,060 |
Liabilities: | ||
Derivative liabilities | 457 | |
Total liabilities at fair value | 457 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Recurring basis | ||
Assets: | ||
Derivative assets | 0 | 0 |
Total assets at fair value | 0 | 0 |
Liabilities: | ||
Derivative liabilities | 0 | |
Total liabilities at fair value | 0 | |
Significant Other Observable Inputs (Level 2) | Recurring basis | ||
Assets: | ||
Derivative assets | 19,471 | 17,060 |
Total assets at fair value | 19,471 | 17,060 |
Liabilities: | ||
Derivative liabilities | 457 | |
Total liabilities at fair value | 457 | |
Significant Unobservable Inputs (Level 3) | Recurring basis | ||
Assets: | ||
Derivative assets | 0 | 0 |
Total assets at fair value | $ 0 | 0 |
Liabilities: | ||
Derivative liabilities | 0 | |
Total liabilities at fair value | $ 0 |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities (Narrative) (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Additional gain expected to be reclassified from AOCI into earnings during next twelve months | $ 13,309 |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities (Schedule of the Notional Amount and Fair Value of Derivative Instruments) (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Derivatives, Fair Value [Line Items] | ||
Fair Value of Asset | $ 19,471 | $ 17,060 |
Fair Value of Liability | 0 | (457) |
Interest rate swaps | Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Outstanding Notional Amount | 525,000 | 525,000 |
Interest rate swaps | Designated as Hedging Instrument | Other Assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value of Asset | 19,471 | 17,060 |
Interest rate swaps | Designated as Hedging Instrument | Accounts Payable and Other Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value of Liability | $ 0 | $ (457) |
Derivative Instruments and He_5
Derivative Instruments and Hedging Activities (Schedule of Income and Losses Recognized on Derivative Instruments) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Interest expense | $ 5,294 | $ 5,622 |
Interest rate swaps | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Income (Loss) Recognized in Other Comprehensive Income (Loss) on Derivatives | 7,393 | (4,694) |
Interest rate swaps | Interest expense | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Income Reclassified From Accumulated Other Comprehensive Income to Net Income | $ 4,525 | $ 3,570 |
Derivative Instruments and He_6
Derivative Instruments and Hedging Activities (Schedule of Offsetting of Derivative Assets) (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Gross Amounts of Recognized Assets | $ 19,471 | $ 17,060 |
Gross Amounts Offset in the Balance Sheet | 0 | 0 |
Net Amounts of Assets Presented in the Balance Sheet | 19,471 | 17,060 |
Gross Amounts Not Offset in the Balance Sheet, Financial Instruments Collateral | 0 | (457) |
Gross Amounts Not Offset in the Balance Sheet, Cash Collateral | 0 | 0 |
Net Amount | $ 19,471 | $ 16,603 |
Derivative Instruments and He_7
Derivative Instruments and Hedging Activities (Schedule of Offsetting of Derivative Liabilities) (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Gross Amounts of Recognized Liabilities | $ 0 | $ 457 |
Gross Amounts Offset in the Balance Sheet | 0 | 0 |
Net Amounts of Liabilities Presented in the Balance Sheet | 0 | 457 |
Financial Instruments Collateral | 0 | (457) |
Cash Collateral | 0 | 0 |
Net Amount | $ 0 | $ 0 |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | |||||
May 01, 2024 USD ($) | Apr. 08, 2024 | Apr. 05, 2024 USD ($) | Mar. 31, 2024 USD ($) $ / shares shares | Mar. 31, 2023 USD ($) $ / shares shares | ||
Class of Stock [Line Items] | ||||||
Issuance of common stock under the distribution reinvestment plan | $ 5,997 | $ 6,173 | ||||
Repurchase of common stock | 4,286 | 3,502 | ||||
Subsequent Event | ||||||
Class of Stock [Line Items] | ||||||
Reverse stock split, conversion ratio | 0.25 | |||||
Distributions paid | $ 7,542 | $ 7,788 | ||||
Cash | 5,582 | 5,766 | ||||
Issuance of common stock under the distribution reinvestment plan | 1,960 | 2,022 | ||||
Common Stock | ||||||
Class of Stock [Line Items] | ||||||
Issuance of common stock under the distribution reinvestment plan | [1] | $ 2 | $ 2 | |||
Repurchase of common stock (in shares) | shares | [1] | 143,283 | 106,518 | |||
Repurchase of common stock | [1] | $ 1 | $ 1 | |||
Class A, I and T Shares | Common Stock | ||||||
Class of Stock [Line Items] | ||||||
Repurchase of common stock (in shares) | shares | 143,283 | 106,518 | ||||
Repurchase of common stock | $ 4,286 | $ 3,502 | ||||
Repurchase of common stock, average price per share (in dollars per share) | $ / shares | $ 29.92 | $ 32.88 | ||||
Class A | Subsequent Event | ||||||
Class of Stock [Line Items] | ||||||
Distributions paid | 5,604 | 5,789 | ||||
Cash | 4,470 | 4,621 | ||||
Issuance of common stock under the distribution reinvestment plan | 1,134 | 1,168 | ||||
Class A | Common Stock | ||||||
Class of Stock [Line Items] | ||||||
Repurchase of common stock (in shares) | shares | 128,492 | 88,234 | ||||
Class I | Subsequent Event | ||||||
Class of Stock [Line Items] | ||||||
Distributions paid | 560 | 577 | ||||
Cash | 338 | 349 | ||||
Issuance of common stock under the distribution reinvestment plan | 222 | 228 | ||||
Class I | Common Stock | ||||||
Class of Stock [Line Items] | ||||||
Repurchase of common stock (in shares) | shares | 3,104 | 11 | ||||
Class T | Subsequent Event | ||||||
Class of Stock [Line Items] | ||||||
Distributions paid | 1,378 | 1,422 | ||||
Cash | 774 | 796 | ||||
Issuance of common stock under the distribution reinvestment plan | $ 604 | $ 626 | ||||
Class T | Common Stock | ||||||
Class of Stock [Line Items] | ||||||
Repurchase of common stock (in shares) | shares | 11,687 | 18,273 | ||||
[1]Retroactively adjusted for the effects of the Reverse Stock Split (see Note 1—"Organization and Business Operations" for additional information). |
Stockholders' Equity (Amounts R
Stockholders' Equity (Amounts Recognized in AOCI) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance beginning | $ 1,494,435 | $ 1,555,095 |
Other comprehensive income (loss) | 2,868 | (8,264) |
Balance ending | 1,492,507 | 1,542,411 |
Unrealized Income (Loss) on Derivative Instruments | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Balance beginning | 16,603 | 27,990 |
Other comprehensive income before reclassification | 7,393 | (4,694) |
Amount of loss reclassified from accumulated other comprehensive loss to net income (loss) | (4,525) | (3,570) |
Other comprehensive income (loss) | 2,868 | (8,264) |
Balance ending | $ 19,471 | $ 19,726 |
Stockholders' Equity (Reclassif
Stockholders' Equity (Reclassifications Out of AOCI) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Interest rate swap contracts | $ (14,980) | $ (14,200) |
Interest rate swaps | Income Amounts Reclassified from Accumulated Other Comprehensive Income to Net Income | Reclassification out of Accumulated Other Comprehensive Income (Loss) | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Interest rate swap contracts | $ (4,525) | $ (3,570) |
Earnings Per Share (Details)
Earnings Per Share (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Earnings Per Share [Abstract] | ||
Diluted earnings per share outstanding adjustment (in shares) | 548 | 461 |
Stock-based Compensation (Detai
Stock-based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | ||
Stock-based compensation | $ 1,324 | $ 1,242 |
Accelerated stock-based compensation | $ 863 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | Mar. 31, 2024 legalProceeding |
Commitments and Contingencies Disclosure [Abstract] | |
Number of pending legal proceedings to which the company is a party | 0 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | ||||||
May 07, 2024 | May 01, 2024 | Apr. 15, 2024 | Apr. 05, 2024 | May 31, 2024 | Mar. 31, 2024 | Mar. 31, 2023 | ||
Subsequent Event [Line Items] | ||||||||
Common stock issued through distribution reinvestment plan | $ 5,997 | $ 6,173 | ||||||
Distributions declared per common share (in dollars per share) | [1] | $ 0.40 | $ 0.40 | |||||
Subsequent Event | ||||||||
Subsequent Event [Line Items] | ||||||||
Cash | $ 5,582 | $ 5,766 | ||||||
Common stock issued through distribution reinvestment plan | 1,960 | 2,022 | ||||||
Distributions paid | 7,542 | 7,788 | ||||||
Annualized distribution per share (in dollars per share) | $ 1.60 | |||||||
Distributions declared per common share daily (in dollars per share) | $ 0.00437158 | |||||||
Subsequent Event | Class A | ||||||||
Subsequent Event [Line Items] | ||||||||
Cash | 4,470 | 4,621 | ||||||
Common stock issued through distribution reinvestment plan | 1,134 | 1,168 | ||||||
Distributions paid | 5,604 | 5,789 | ||||||
Distributions declared per common share (in dollars per share) | $ 0.00437158 | |||||||
Annualized distribution per share (in dollars per share) | 1.60 | |||||||
Subsequent Event | Class I | ||||||||
Subsequent Event [Line Items] | ||||||||
Cash | 338 | 349 | ||||||
Common stock issued through distribution reinvestment plan | 222 | 228 | ||||||
Distributions paid | 560 | 577 | ||||||
Distributions declared per common share (in dollars per share) | 0.00437158 | |||||||
Annualized distribution per share (in dollars per share) | 1.60 | |||||||
Subsequent Event | Class T | ||||||||
Subsequent Event [Line Items] | ||||||||
Cash | 774 | 796 | ||||||
Common stock issued through distribution reinvestment plan | 604 | 626 | ||||||
Distributions paid | $ 1,378 | $ 1,422 | ||||||
Distributions declared per common share (in dollars per share) | 0.00437158 | |||||||
Annualized distribution per share (in dollars per share) | $ 1.60 | |||||||
Subsequent Event | Class A, I and T shares | ||||||||
Subsequent Event [Line Items] | ||||||||
Number of days, distribution calculation | 366 days | 366 days | ||||||
[1]Retroactively adjusted for the effects of the Reverse Stock Split (see Note 1—"Organization and Business Operations" for additional information). |