Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 30, 2019 | |
Entity Listings [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001571283 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-36008 | |
Entity Registrant Name | Rexford Industrial Realty, Inc. | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 46-2024407 | |
Entity Address, Address Line One | 11620 Wilshire Boulevard, Suite 1000 | |
Entity Address, City or Town | Los Angeles | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 90025 | |
City Area Code | 310 | |
Local Phone Number | 966-1680 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 110,917,931 | |
Common Stock | ||
Entity Listings [Line Items] | ||
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | REXR | |
Security Exchange Name | NYSE | |
Series A Preferred Stock | ||
Entity Listings [Line Items] | ||
Title of 12(b) Security | 5.875% Series A Cumulative Redeemable Preferred Stock | |
Trading Symbol | REXR-PA | |
Security Exchange Name | NYSE | |
Series B Preferred Stock | ||
Entity Listings [Line Items] | ||
Title of 12(b) Security | 5.875% Series B Cumulative Redeemable Preferred Stock | |
Trading Symbol | REXR-PB | |
Security Exchange Name | NYSE | |
Series C Preferred Stock | ||
Entity Listings [Line Items] | ||
Title of 12(b) Security | 5.625% Series C Cumulative Redeemable Preferred Stock | |
Trading Symbol | REXR-PC | |
Security Exchange Name | NYSE |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
ASSETS | ||
Land | $ 1,728,490 | $ 1,298,957 |
Buildings and improvements | 1,611,060 | 1,332,438 |
Tenant improvements | 68,124 | 60,024 |
Furniture, fixtures and equipment | 141 | 149 |
Construction in progress | 29,094 | 24,515 |
Total real estate held for investment | 3,436,909 | 2,716,083 |
Accumulated depreciation | (278,726) | (228,742) |
Investments in real estate, net | 3,158,183 | 2,487,341 |
Cash and cash equivalents | 197,508 | 180,601 |
Rents and other receivables, net | 4,376 | 4,944 |
Deferred rent receivable, net | 27,502 | 22,228 |
Deferred leasing costs, net | 17,561 | 14,002 |
Deferred loan costs, net | 849 | 1,312 |
Acquired lease intangible assets, net | 67,110 | 55,683 |
Acquired indefinite-lived intangible | 5,156 | 5,156 |
Interest rate swap asset | 374 | 8,770 |
Other assets | 10,778 | 6,723 |
Acquisition related deposits | 8,415 | 925 |
Assets associated with real estate held for sale | 4,582 | 0 |
Total Assets | 3,502,394 | 2,787,685 |
Liabilities | ||
Notes payable | 857,688 | 757,371 |
Interest rate swap liability | 10,727 | 2,351 |
Accounts payable, accrued expenses and other liabilities | 34,669 | 21,074 |
Dividends payable | 21,034 | 15,938 |
Acquired lease intangible liabilities, net | 56,151 | 52,727 |
Tenant security deposits | 27,688 | 23,262 |
Prepaid rents | 7,759 | 6,539 |
Liabilities associated with real estate held for sale | 135 | 0 |
Total Liabilities | 1,015,851 | 879,262 |
Rexford Industrial Realty, Inc. stockholders’ equity | ||
Common Stock, $0.01 par value per share, 489,950,000 and 490,000,000 authorized and 110,884,272 and 96,810,504 shares outstanding at September 30, 2019 and December 31, 2018, respectively | 1,106 | 966 |
Additional paid in capital | 2,306,282 | 1,798,113 |
Cumulative distributions in excess of earnings | (117,711) | (88,341) |
Accumulated other comprehensive (loss) income | (10,132) | 6,262 |
Total stockholders’ equity | 2,422,074 | 1,876,094 |
Noncontrolling interests | 64,469 | 32,329 |
Total Equity | 2,486,543 | 1,908,423 |
Total Liabilities and Equity | 3,502,394 | 2,787,685 |
5.875% series A cumulative redeemable preferred stock, 3,600,000 shares outstanding at September 30, 2019 and December 31, 2018 ($90,000 liquidation preference) | ||
Rexford Industrial Realty, Inc. stockholders’ equity | ||
Preferred stock, $0.01 par value per share, 10,050,000 and 10,000,000 shares authorized at September 30, 2019 and December 31, 2018, respectively, | 86,651 | 86,651 |
5.875% series B cumulative redeemable preferred stock, 3,000,000 shares outstanding at September 30, 2019 and December 31, 2018 ($75,000 liquidation preference) | ||
Rexford Industrial Realty, Inc. stockholders’ equity | ||
Preferred stock, $0.01 par value per share, 10,050,000 and 10,000,000 shares authorized at September 30, 2019 and December 31, 2018, respectively, | 72,443 | 72,443 |
5.625% series C cumulative redeemable preferred stock, 3,450,000 and zero shares outstanding at September 30, 2019 and December 31, 2018, respectively ($86,250 liquidation preference) | ||
Rexford Industrial Realty, Inc. stockholders’ equity | ||
Preferred stock, $0.01 par value per share, 10,050,000 and 10,000,000 shares authorized at September 30, 2019 and December 31, 2018, respectively, | $ 83,435 | $ 0 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 10,050,000 | 10,050,000 | 10,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 489,950,000 | 489,950,000 | 490,000,000 |
Common stock, shares outstanding (in shares) | 110,884,272 | 110,884,272 | 96,810,504 |
Series A Preferred Stock | |||
Preferred Stock, Dividend Rate, Percentage | 5.875% | 5.875% | 5.875% |
Preferred stock, shares outstanding (in shares) | 3,600,000 | 3,600,000 | 3,600,000 |
Aggregate liquidation preference | $ 90,000,000 | $ 90,000,000 | $ 90,000,000 |
Series B Preferred Stock | |||
Preferred Stock, Dividend Rate, Percentage | 5.875% | 5.875% | 5.875% |
Preferred stock, shares outstanding (in shares) | 3,000,000 | 3,000,000 | 3,000,000 |
Aggregate liquidation preference | $ 75,000,000 | $ 75,000,000 | $ 75,000,000 |
Series C Preferred Stock | |||
Preferred Stock, Dividend Rate, Percentage | 5.625% | ||
Preferred stock, shares outstanding (in shares) | 3,450,000 | 3,450,000 | |
Aggregate liquidation preference | $ 86,250,000 | $ 86,250,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
REVENUES | ||||
Rental income | $ 67,020 | $ 54,469 | $ 190,237 | $ 154,518 |
Management, leasing and development services | 90 | 116 | 301 | 359 |
Interest income | 951 | 609 | 2,276 | 609 |
TOTAL REVENUES | 68,061 | 55,194 | 192,814 | 155,486 |
OPERATING EXPENSES | ||||
Property expenses | 16,165 | 13,294 | 45,116 | 38,029 |
General and administrative | 7,440 | 6,229 | 22,085 | 18,897 |
Depreciation and amortization | 25,496 | 20,144 | 72,014 | 59,371 |
TOTAL OPERATING EXPENSES | 49,101 | 39,667 | 139,215 | 116,297 |
OTHER EXPENSES | ||||
Acquisition expenses | 122 | 106 | 174 | 152 |
Interest expense | 6,785 | 6,456 | 19,511 | 18,760 |
TOTAL EXPENSES | 56,008 | 46,229 | 158,900 | 135,209 |
Gains on sale of real estate | 895 | 0 | 5,705 | 11,591 |
NET INCOME | 12,948 | 8,965 | 39,619 | 31,868 |
Less: net income attributable to noncontrolling interests | (518) | (141) | (1,288) | (588) |
NET INCOME ATTRIBUTABLE TO REXFORD INDUSTRIAL REALTY, INC. | 12,430 | 8,824 | 38,331 | 31,280 |
Less: preferred stock dividends | (2,572) | (2,423) | (7,419) | (7,270) |
Less: earnings allocated to participating securities | (112) | (94) | (339) | (285) |
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | $ 9,746 | $ 6,307 | $ 30,573 | $ 23,725 |
Net income attributable to common stockholders - basic (in dollars per share) | $ 0.09 | $ 0.07 | $ 0.29 | $ 0.28 |
Net income attributable to common stockholders - diluted (in dollars per share) | $ 0.09 | $ 0.07 | $ 0.29 | $ 0.28 |
Weighted average shares of common stock outstanding - basic (in shares) | 109,645,216 | 91,463,594 | 104,653,218 | 84,407,429 |
Weighted average shares of common stock outstanding - diluted (in shares) | 110,074,074 | 91,945,206 | 105,014,124 | 84,925,472 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 12,948 | $ 8,965 | $ 39,619 | $ 31,868 |
Other comprehensive (loss) income: cash flow hedge adjustment | (3,096) | 815 | (16,772) | 6,877 |
Comprehensive income | 9,852 | 9,780 | 22,847 | 38,745 |
Comprehensive income attributable to noncontrolling interests | (453) | (151) | (910) | (706) |
Comprehensive income attributable to Rexford Industrial Realty, Inc. | $ 9,399 | $ 9,629 | $ 21,937 | $ 38,039 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Total Stockholders’ Equity | Preferred Stock | Common Stock | Additional Paid-in Capital | Cumulative Distributions in Excess of Earnings | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interests | Series C Preferred Stock | Series C Preferred StockTotal Stockholders’ Equity | Series C Preferred StockPreferred Stock | Common Stock | Common StockTotal Stockholders’ Equity | Common StockCommon Stock | Common StockAdditional Paid-in Capital |
Beginning Balance at Dec. 31, 2017 | $ 1,365,254 | $ 1,340,046 | $ 159,713 | $ 782 | $ 1,239,810 | $ (67,058) | $ 6,799 | $ 25,208 | |||||||
Beginning Balance (in shares) at Dec. 31, 2017 | 78,495,882 | ||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Issuance of common stock (in shares) | 14,081,074 | ||||||||||||||
Issuance of common stock | 432,263 | 432,263 | $ 141 | 432,122 | |||||||||||
Offering costs | (7,026) | (7,026) | (32) | (6,994) | |||||||||||
Share-based compensation (in shares) | 90,412 | ||||||||||||||
Share-based compensation | 8,049 | 1,415 | $ 1 | 1,414 | 6,634 | ||||||||||
Shares acquired to satisfy employee tax withholding requirements on vesting restricted stock (in shares) | (20,663) | ||||||||||||||
Shares acquired to satisfy employee tax withholding requirements on vesting restricted stock | (573) | (573) | (573) | ||||||||||||
Conversion of units to common stock (in shares) | 60,175 | ||||||||||||||
Conversion of units to common stock | 0 | 560 | 560 | (560) | |||||||||||
Net income | 31,868 | 31,280 | 7,270 | 24,010 | 588 | ||||||||||
Other comprehensive income (loss) | 6,877 | 6,759 | 6,759 | 118 | |||||||||||
Preferred stock dividends | (7,857) | (7,857) | (7,857) | ||||||||||||
Common stock dividends | (42,310) | (42,310) | (42,310) | ||||||||||||
Distributions | (1,151) | (1,151) | |||||||||||||
Ending Balance at Sep. 30, 2018 | 1,785,394 | 1,754,557 | 159,094 | $ 924 | 1,666,339 | (85,358) | 13,558 | 30,837 | |||||||
Ending Balance (in shares) at Sep. 30, 2018 | 92,706,880 | ||||||||||||||
Beginning Balance at Jun. 30, 2018 | 1,739,833 | 1,710,479 | 159,094 | $ 908 | 1,614,650 | (76,926) | 12,753 | 29,354 | |||||||
Beginning Balance (in shares) at Jun. 30, 2018 | 91,062,065 | ||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Issuance of common stock (in shares) | 1,637,155 | ||||||||||||||
Issuance of common stock | 51,965 | 51,965 | $ 16 | 51,949 | |||||||||||
Offering costs | (833) | (833) | 0 | (833) | |||||||||||
Share-based compensation (in shares) | (1,835) | ||||||||||||||
Share-based compensation | 2,316 | 508 | $ 0 | 508 | 1,808 | ||||||||||
Shares acquired to satisfy employee tax withholding requirements on vesting restricted stock (in shares) | (965) | ||||||||||||||
Shares acquired to satisfy employee tax withholding requirements on vesting restricted stock | (30) | (30) | (30) | ||||||||||||
Conversion of units to common stock (in shares) | 10,460 | ||||||||||||||
Conversion of units to common stock | 0 | 95 | 95 | (95) | |||||||||||
Net income | 8,965 | 8,824 | 2,423 | 6,401 | 141 | ||||||||||
Other comprehensive income (loss) | 815 | 805 | 805 | 10 | |||||||||||
Preferred stock dividends | (2,423) | (2,423) | (2,423) | ||||||||||||
Common stock dividends | (14,833) | (14,833) | (14,833) | ||||||||||||
Distributions | (381) | (381) | |||||||||||||
Ending Balance at Sep. 30, 2018 | 1,785,394 | 1,754,557 | 159,094 | $ 924 | 1,666,339 | (85,358) | 13,558 | 30,837 | |||||||
Ending Balance (in shares) at Sep. 30, 2018 | 92,706,880 | ||||||||||||||
Beginning Balance at Dec. 31, 2018 | $ 1,908,423 | 1,876,094 | 159,094 | $ 966 | 1,798,113 | (88,341) | 6,262 | 32,329 | |||||||
Beginning Balance (in shares) at Dec. 31, 2018 | 96,810,504 | 96,810,504 | |||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Issuance of common stock (in shares) | 13,957,083 | ||||||||||||||
Issuance of common stock | $ 86,250 | $ 86,250 | $ 86,250 | $ 515,385 | $ 515,385 | $ 139 | $ 515,246 | ||||||||
Offering costs | $ (11,276) | (11,276) | (2,963) | (8,313) | |||||||||||
Share-based compensation (in shares) | 94,478 | ||||||||||||||
Share-based compensation | 8,080 | 1,740 | $ 1 | 1,739 | 6,340 | ||||||||||
Shares acquired to satisfy employee tax withholding requirements on vesting restricted stock (in shares) | (24,132) | ||||||||||||||
Shares acquired to satisfy employee tax withholding requirements on vesting restricted stock | (831) | (831) | (831) | ||||||||||||
Conversion of units to common stock (in shares) | 46,339 | ||||||||||||||
Conversion of units to common stock | 0 | 328 | $ 0 | 328 | (328) | ||||||||||
Net income | 39,619 | 38,331 | 7,419 | 30,912 | 1,288 | ||||||||||
Other comprehensive income (loss) | (16,772) | (16,394) | (16,394) | (378) | |||||||||||
Preferred stock dividends | (7,271) | (7,271) | (7,271) | ||||||||||||
Preferred unit distributions | (570) | (570) | |||||||||||||
Common stock dividends | (60,060) | (60,060) | (60,060) | ||||||||||||
Distributions | (1,571) | (1,571) | |||||||||||||
Cumulative effect of adoption of ASC 842 | (222) | (222) | (222) | ||||||||||||
Issuance of 4.43937% cumulative redeemable convertible preferred units | 27,359 | 27,359 | |||||||||||||
Ending Balance at Sep. 30, 2019 | $ 2,486,543 | 2,422,074 | 242,529 | $ 1,106 | 2,306,282 | (117,711) | (10,132) | 64,469 | |||||||
Ending Balance (in shares) at Sep. 30, 2019 | 110,884,272 | 110,884,272 | |||||||||||||
Beginning Balance at Jun. 30, 2019 | $ 2,364,609 | 2,301,881 | 159,094 | $ 1,095 | 2,255,849 | (107,056) | (7,101) | 62,728 | |||||||
Beginning Balance (in shares) at Jun. 30, 2019 | 109,739,580 | ||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Issuance of common stock (in shares) | 1,147,417 | ||||||||||||||
Issuance of common stock | $ 86,250 | $ 86,250 | $ 86,250 | $ 50,726 | $ 50,726 | $ 11 | $ 50,715 | ||||||||
Offering costs | (3,837) | (3,837) | (2,963) | (874) | |||||||||||
Share-based compensation (in shares) | (3,736) | ||||||||||||||
Share-based compensation | 2,716 | 597 | $ 0 | 597 | 2,119 | ||||||||||
Shares acquired to satisfy employee tax withholding requirements on vesting restricted stock (in shares) | (361) | ||||||||||||||
Shares acquired to satisfy employee tax withholding requirements on vesting restricted stock | (15) | (15) | (15) | ||||||||||||
Conversion of units to common stock (in shares) | 1,372 | ||||||||||||||
Conversion of units to common stock | 0 | 10 | $ 0 | 10 | (10) | ||||||||||
Net income | 12,948 | 12,430 | 2,572 | 9,858 | 518 | ||||||||||
Other comprehensive income (loss) | (3,096) | (3,031) | (3,031) | (65) | |||||||||||
Preferred stock dividends | (2,424) | (2,424) | (2,424) | ||||||||||||
Preferred unit distributions | (300) | (300) | |||||||||||||
Common stock dividends | (20,513) | (20,513) | (20,513) | ||||||||||||
Distributions | (521) | (521) | |||||||||||||
Ending Balance at Sep. 30, 2019 | $ 2,486,543 | $ 2,422,074 | $ 242,529 | $ 1,106 | $ 2,306,282 | $ (117,711) | $ (10,132) | $ 64,469 | |||||||
Ending Balance (in shares) at Sep. 30, 2019 | 110,884,272 | 110,884,272 |
CONSOLIDATED STATEMENTS OF CH_2
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Unaudited) (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Common Stock, Dividends, Per Share, Declared | $ 0.185 | $ 0.160 | $ 0.555 | $ 0.480 |
Series A Preferred Stock | ||||
Preferred Stock, Dividends Per Share, Declared | 0.367188 | 0.367188 | 1.101564 | 1.101564 |
Series B Preferred Stock | ||||
Preferred Stock, Dividends Per Share, Declared | $ 0.367188 | $ 0.367188 | $ 1.101564 | $ 1.297397 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 39,619 | $ 31,868 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Provision for doubtful accounts | 849 | 804 |
Depreciation and amortization | 72,014 | 59,371 |
Amortization of (below) above market lease intangibles, net | (5,716) | (4,354) |
Gain on sale of real estate | (5,705) | (11,591) |
Amortization of debt issuance costs | 1,036 | 987 |
Amortization of discount on notes payable | 4 | 4 |
Equity based compensation expense | 7,956 | 7,866 |
Straight-line rent | (5,388) | (4,985) |
Change in working capital components: | ||
Rents and other receivables | (274) | (2,151) |
Deferred leasing costs | (5,639) | (4,494) |
Other assets | (218) | (1,880) |
Accounts payable, accrued expenses and other liabilities | 7,152 | 8,310 |
Tenant security deposits | 2,301 | 1,844 |
Prepaid rents | (346) | (654) |
Net cash provided by operating activities | 107,645 | 80,945 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisition of investments in real estate | (684,880) | (363,542) |
Capital expenditures | (34,588) | (41,278) |
(Payments for) return of deposits on real estate acquisitions | (8,415) | 1,150 |
Proceeds from sale of real estate | 12,253 | 35,177 |
Net cash used in investing activities | (715,630) | (368,493) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Issuance of preferred stock, net | 83,287 | 0 |
Issuance of common stock, net | 507,072 | 425,237 |
Proceeds from notes payable | 135,000 | 401,000 |
Repayment of notes payable | (35,117) | (311,503) |
Debt issuance costs | (143) | (1,748) |
Dividends paid to preferred stockholders | (7,271) | (7,857) |
Dividends paid to common stockholders | (55,037) | (38,859) |
Distributions paid to common unitholders | (1,498) | (1,115) |
Distributions paid to preferred unitholders | (570) | 0 |
Repurchase of common shares to satisfy employee tax withholding requirements | (831) | (573) |
Net cash provided by financing activities | 624,892 | 464,582 |
Increase in cash, cash equivalents and restricted cash | 16,907 | 177,034 |
Cash, cash equivalents and restricted cash, beginning of period | 180,601 | 6,870 |
Cash, cash equivalents and restricted cash, end of period | 197,508 | 183,904 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest (net of capitalized interest of $2,993 and $1,585 for the nine months ended September 30, 2019 and 2018, respectively) | 18,585 | 18,477 |
Supplemental disclosure of noncash transactions: | ||
Operating lease right-of-use assets obtained in exchange for lease liabilities upon adoption of ASC 842 on January 1, 2019 | 3,262 | 0 |
Operating lease right-of-use assets obtained in exchange for lease liabilities subsequent to January 1, 2019 | 3,457 | 0 |
Issuance of 4.43937% cumulative redeemable convertible preferred units in connection with property acquisition | 27,359 | 0 |
Accrual for capital expenditures | 4,164 | 5,098 |
Accrual of dividends | $ 21,034 | $ 15,214 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Cash Flows [Abstract] | ||||
Interest costs capitalized | $ 1,300 | $ 700 | $ 3,000 | $ 1,600 |
Organization
Organization | 9 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Rexford Industrial Realty, Inc. is a self-administered and self-managed full-service real estate investment trust (“REIT”) focused on owning and operating industrial properties in Southern California infill markets. We were formed as a Maryland corporation on January 18, 2013, and Rexford Industrial Realty, L.P. (the “Operating Partnership”), of which we are the sole general partner, was formed as a Maryland limited partnership on January 18, 2013. Through our controlling interest in our Operating Partnership and its subsidiaries, we own, manage, lease, acquire and develop industrial real estate principally located in Southern California infill markets, and, from time to time, acquire or provide mortgage debt secured by industrial property. As of September 30, 2019 , our consolidated portfolio consisted of 205 properties with approximately 24.8 million rentable square feet. In addition, we currently manage 19 properties with approximately 1.0 million rentable square feet. The terms “us,” “we,” “our,” and the “Company” as used in these financial statements refer to Rexford Industrial Realty, Inc. and its subsidiaries (including our Operating Partnership). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation As of September 30, 2019 , and December 31, 2018 , and for the three and nine months ended September 30, 2019 and 2018 , the financial statements presented are the consolidated financial statements of Rexford Industrial Realty, Inc. and its subsidiaries, including our Operating Partnership. All significant intercompany balances and transactions have been eliminated in the consolidated financial statements. Under consolidation guidance, we have determined that our Operating Partnership is a variable interest entity because the holders of limited partnership interests do not have substantive kick-out rights or participating rights. Furthermore, we are the primary beneficiary of the Operating Partnership because we have the obligation to absorb losses and the right to receive benefits from the Operating Partnership and the exclusive power to direct the activities of the Operating Partnership. As of September 30, 2019 and December 31, 2018 , the assets and liabilities of the Company and the Operating Partnership are substantially the same, as the Company does not have any significant assets other than its investment in the Operating Partnership. The accompanying unaudited interim financial statements have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in the financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) may have been condensed or omitted pursuant to SEC rules and regulations, although we believe that the disclosures are adequate to make their presentation not misleading. The accompanying unaudited financial statements include, in our opinion, all adjustments, consisting of normal recurring adjustments, necessary to present fairly the financial information set forth therein. The results of operations for the interim periods are not necessarily indicative of the results that may be expected for the year ending December 31, 2019 . The interim financial statements should be read in conjunction with the consolidated financial statements in our 2018 Annual Report on Form 10-K and the notes thereto. Any references to the number of properties and square footage are unaudited and outside the scope of our independent registered public accounting firm’s review of our financial statements in accordance with the standards of the United States Public Company Accounting Oversight Board. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Reclassifications In connection with the adoption of the new lease accounting standard on January 1, 2019, as further described below under “Adoption of New Accounting Pronouncements,” tenant reimbursements and other income related to leases have been reclassified to “Rental income” in the consolidated statements of operations for the three and nine months ended September 30, 2018 , to conform to the 2019 financial statement presentation. Cash and Cash Equivalents Cash and cash equivalents include all cash and liquid investments with an initial maturity of three months or less. The carrying amount approximates fair value due to the short-term maturity of these investments. Restricted Cash Restricted cash is generally comprised of cash proceeds from property sales that are being held by qualified intermediaries for purposes of facilitating tax-deferred like-kind exchanges under Section 1031 of the Internal Revenue Code (“1031 Exchange”). We include restricted cash with cash and cash equivalents in the consolidated statements of cash flows and provide a reconciliation between the balance sheet and the statement of cash flows provided that we have outstanding restricted cash balances. At September 30, 2019 and December 31, 2018 , we did not have restricted cash balances. Investments in Real Estate Acquisitions We account for acquisitions of properties under Accounting Standards Update (“ASU”) 2017-01, Business Combinations - Clarifying the Definition of a Business (“ASU 2017-01”), which provides a framework for determining whether transactions should be accounted for as acquisitions of assets or businesses and further revises the definition of a business. Our acquisitions of properties generally no longer meet the revised definition of a business and accordingly are accounted for as asset acquisitions. For asset acquisitions, we allocate the cost of the acquisition, which includes the purchase price and associated acquisition transaction costs, to the individual assets acquired and liabilities assumed on a relative fair value basis. These individual assets and liabilities typically include land, building and improvements, tenant improvements, intangible assets and liabilities related to above- and below-market leases, intangible assets related to in-place leases, and from time to time, assumed debt. As there is no measurement period concept for an asset acquisition, the allocated cost of the acquired assets is finalized in the period in which the acquisition occurs. We determine the fair value of the tangible assets of an acquired property by valuing the property as if it were vacant. This “as-if vacant” value is estimated using an income, or discounted cash flow, approach that relies upon Level 3 inputs, which are unobservable inputs based on the Company’s assumptions about the assumptions a market participant would use. These Level 3 inputs include discount rates, capitalization rates, market rents and comparable sales data for similar properties. Estimates of future cash flows are based on a number of factors including historical operating results, known and anticipated trends, and market and economic conditions. In determining the “as-if-vacant” value for the properties we acquired during the nine months ended September 30, 2019 , we used discount rates ranging from 5.75% to 7.75% and exit capitalization rates ranging from 4.50% to 7.25% . In determining the fair value of intangible lease assets or liabilities, we also consider Level 3 inputs. Acquired above- and below-market leases are valued based on the present value of the difference between prevailing market rates and the in-place rates measured over a period equal to the remaining term of the lease for above-market leases and the initial term plus the term of any below-market fixed rate renewal options for below-market leases, if applicable. The estimated fair value of acquired in-place at-market tenant leases are the estimated costs that would have been incurred to lease the property to the occupancy level of the property at the date of acquisition. We consider estimated costs such as the value associated with leasing commissions, legal and other costs, as well as the estimated period of time necessary to lease such a property to its occupancy level at the time of its acquisition. In determining the fair value of acquisitions completed during the nine months ended September 30, 2019 , we used an estimated average lease-up period ranging from six months to twelve months . The difference between the fair value and the face value of debt assumed, if any, in connection with an acquisition is recorded as a premium or discount and amortized to “interest expense” over the life of the debt assumed. The valuation of assumed liabilities are based on our estimate of the current market rates for similar liabilities in effect at the acquisition date. Capitalization of Costs We capitalize direct costs incurred in developing, renovating, rehabilitating and improving real estate assets as part of the investment basis. This includes certain general and administrative costs, including payroll, bonus and non-cash equity compensation of the personnel performing development, renovations and rehabilitation if such costs are identifiable to a specific activity to get the real estate asset ready for its intended use. During the development and construction periods of a project, we also capitalize interest, real estate taxes and insurance costs. We cease capitalization of costs upon substantial completion of the project, but no later than one year from cessation of major construction activity. If some portions of a project are substantially complete and ready for use and other portions have not yet reached that stage, we cease capitalizing costs on the completed portion of the project but continue to capitalize for the incomplete portion of the project. Costs incurred in making repairs and maintaining real estate assets are expensed as incurred. We capitalized interest costs of $1.3 million and $0.7 million during the three months ended September 30, 2019 and 2018 , respectively, and $3.0 million and $1.6 million during the nine months ended September 30, 2019 and 2018 , respectively. We capitalized real estate taxes and insurance costs aggregating $0.4 million and $0.2 million during the three months ended September 30, 2019 and 2018 , respectively and $1.0 million and $0.7 million during the nine months ended September 30, 2019 and 2018 respectively. We capitalized compensation costs for employees who provide construction services of $0.7 million and $0.6 million during the three months ended September 30, 2019 and 2018 , respectively, and $1.9 million and $1.6 million during the nine months ended September 30, 2019 and 2018 respectively. Depreciation and Amortization Real estate, including land, building and land improvements, tenant improvements, furniture, fixtures and equipment and intangible lease assets and liabilities are stated at historical cost less accumulated depreciation and amortization, unless circumstances indicate that the cost cannot be recovered, in which case, the carrying value of the property is reduced to estimated fair value as discussed below in our policy with regards to impairment of long-lived assets. We estimate the depreciable portion of our real estate assets and related useful lives in order to record depreciation expense. The values allocated to buildings, site improvements, in-place lease intangibles and tenant improvements are depreciated on a straight-line basis using an estimated remaining life of 10 - 30 years for buildings, 5 - 20 years for site improvements, and the shorter of the estimated useful life or respective lease term for in-place lease intangibles and tenant improvements. As discussed above in— Investments in Real Estate—Acquisitions , in connection with property acquisitions, we may acquire leases with rental rates above or below the market rental rates. Such differences are recorded as an acquired lease intangible asset or liability and amortized to “rental income” over the remaining term of the related leases. Our estimate of the useful life of our assets is evaluated upon acquisition and when circumstances indicate that a change in the useful life has occurred, which requires significant judgment regarding the economic obsolescence of tangible and intangible assets. Assets Held for Sale We classify a property as held for sale when all of the criteria set forth in the Accounting Standards Codification (“ASC”) Topic 360: Property, Plant and Equipment (“ASC 360”) have been met. The criteria are as follows: (i) management, having the authority to approve the action, commits to a plan to sell the property; (ii) the property is available for immediate sale in its present condition, subject only to terms that are usual and customary; (iii) an active program to locate a buyer and other actions required to complete the plan to sell have been initiated; (iv) the sale of the property is probable and is expected to be completed within one year; (v) the property is being actively marketed for sale at a price that is reasonable in relation to its current fair value; and (vi) actions necessary to complete the plan of sale indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. At the time we classify a property as held for sale, we cease recording depreciation and amortization. A property classified as held for sale is measured and reported at the lower of its carrying amount or its estimated fair value less cost to sell. As of September 30, 2019 , our property located at 13914-13932 East Valley Boulevard was classified as held for sale. As of December 31, 2018, we did not have any properties classified as held for sale. See Note 11. Deferred Leasing Costs Subsequent to the adoption of the new lease accounting standard on January 1, 2019, we only capitalize incremental direct costs of a lease that would not have been incurred had the lease not been executed. As a result, deferred leasing costs on a go-forward basis, will generally only include third-party broker commissions. Prior to January 1, 2019, under prior lease accounting guidance, we capitalized incremental direct costs which included an allocation of internal compensation costs of employees who spent time on successful lease origination activities, in addition to third-party broker commissions. During the three and nine months ended September 30, 2018 , we capitalized compensation costs for these employees of $0.3 million and $0.7 million respectively. Impairment of Long-Lived Assets In accordance with the provisions of the Impairment or Disposal of Long-Lived Assets Subsections of ASC 360 , we assess the carrying values of our respective long-lived assets, including goodwill, whenever events or changes in circumstances indicate that the carrying amounts of these assets may not be fully recoverable. Recoverability of real estate assets is measured by comparison of the carrying amount of the asset to the estimated future undiscounted cash flows. In order to review real estate assets for recoverability, we consider current market conditions as well as our intent with respect to holding or disposing of the asset. The intent with regards to the underlying assets might change as market conditions and other factors change. Fair value is determined through various valuation techniques; including discounted cash flow models, applying a capitalization rate to estimated net operating income of a property, quoted market values and third-party appraisals, where considered necessary. The use of projected future cash flows is based on assumptions that are consistent with estimates of future expectations and the strategic plan used to manage our underlying business. If our analysis indicates that the carrying value of the real estate asset is not recoverable on an undiscounted cash flow basis, we will recognize an impairment charge for the amount by which the carrying value exceeds the current estimated fair value of the real estate property. Assumptions and estimates used in the recoverability analyses for future cash flows, discount rates and capitalization rates are complex and subjective. Changes in economic and operating conditions or our intent with respect to our investment that occur subsequent to our impairment analyses could impact these assumptions and result in future impairment of our real estate properties. Income Taxes We have elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”) commencing with our initial taxable year ended December 31, 2013. To qualify as a REIT, we are required (among other things) to distribute at least 90% of our REIT taxable income to our stockholders and meet the various other requirements imposed by the Code relating to matters such as operating results, asset holdings, distribution levels and diversity of stock ownership. Provided we qualify for taxation as a REIT, we are generally not subject to corporate-level income tax on the earnings distributed currently to our stockholders. If we fail to qualify as a REIT in any taxable year, and were unable to avail ourselves of certain savings provisions set forth in the Code, all of our taxable income would be subject to federal income tax at regular corporate rates, including any applicable alternative minimum tax. In addition, we are subject to taxation by various state and local jurisdictions, including those in which we transact business or reside. Our non-taxable REIT subsidiaries, including our Operating Partnership, are either partnerships or disregarded entities for federal income tax purposes. Under applicable federal and state income tax rules, the allocated share of net income or loss from disregarded entities and flow-through entities such as partnerships is reportable in the income tax returns of the respective equity holders. Accordingly, no income tax provision is included in the accompanying consolidated financial statements for the three and nine months ended September 30, 2019 and 2018 . We periodically evaluate our tax positions to determine whether it is more likely than not that such positions would be sustained upon examination by a tax authority for all open tax years, as defined by the statute of limitations, based on their technical merits. As of September 30, 2019 , and December 31, 2018 , we have not established a liability for uncertain tax positions. Derivative Instruments and Hedging Activities ASC Topic 815: Derivatives and Hedging (“ASC 815”), provides the disclosure requirements for derivatives and hedging activities with the intent to provide users of financial statements with an enhanced understanding of: (a) how and why an entity uses derivative instruments, (b) how the entity accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. Further, qualitative disclosures are required that explain the Company’s objectives and strategies for using derivatives, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative instruments. As required by ASC 815, we record all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, and whether we have elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. We may enter into derivative contracts that are intended to economically hedge certain risks, even though hedge accounting does not apply or we elect not to apply hedge accounting. See Note 7. Revenue Recognition Our primary sources of revenue are rental income, management, leasing and development services and gains on sale of real estate. Rental Income Total minimum annual lease payments are recognized in rental income on a straight-line basis over the term of the related lease, regardless of when payments are contractually due. Rental revenue recognition commences when the tenant takes possession or controls the physical use of the leased space. Lease termination fees, which are included in rental income, are recognized when the related leases are canceled and we have no continuing obligation to provide services to such former tenants. Our lease agreements with tenants generally contain provisions that require tenants to reimburse us for certain property expenses. Estimated reimbursements from tenants for real estate taxes, common area maintenance and other recoverable operating expenses are recognized as revenues in the period that the expenses are incurred. Subsequent to year-end, we perform final reconciliations on a lease-by-lease basis and bill or credit each tenant for any cumulative annual adjustments. Management, leasing and development services We provide property management services and leasing services to related party and third-party property owners, the customer, in exchange for fees and commissions. Property management services include performing property inspections, monitoring repairs and maintenance, negotiating vendor contracts, maintaining tenant relations and providing financial and accounting oversight. For these services, we earn monthly management fees, which are based on a fixed percentage of each managed property’s monthly tenant cash receipts. We have determined that control over the services is passed to the customer simultaneously as performance occurs. Accordingly, management fee revenue is earned as the services are provided to our customers. Leasing commissions are earned when we provide leasing services that result in an executed lease with a tenant. We have determined that control over the services is transferred to the customer upon execution of each lease agreement. We earn leasing commissions based on a fixed percentage of rental income generated for each executed lease agreement and there is no variable income component. Gain or Loss on Sale of Real Estate We account for dispositions of real estate properties, which are considered nonfinancial assets, in accordance with ASC 610-20: Other Income—Gains and Losses from the Derecognition of Nonfinancial Assets and recognize a gain or loss on sale of real estate upon transferring control of the nonfinancial asset to the purchaser, which is generally satisfied at the time of sale. If we were to conduct a partial sale of real estate by transferring a controlling interest in a nonfinancial asset, while retaining a noncontrolling ownership interest, we would measure any noncontrolling interest received or retained at fair value, and recognize a full gain or loss. If we receive consideration before transferring control of a nonfinancial asset, we recognize a contract liability. If we transfer control of the asset before consideration is received, we recognize a contract asset. Valuation of Receivables We may be subject to tenant defaults and bankruptcies that could affect the collection of outstanding receivables related to our operating leases. In order to mitigate these risks, we perform credit reviews and analyses on prospective tenants before significant leases are executed and on existing tenants before properties are acquired. On a quarterly basis, we perform an assessment of the collectability of operating lease receivables on a tenant-by-tenant basis, which includes reviewing the age and nature of our receivables, the payment history and financial condition of the tenant, our assessment of the tenant’s ability to meet its lease obligations and the status of negotiations of any disputes with the tenant. Any changes in the collectability assessment for an operating lease is recognized as an adjustment, which can be a reduction or increase, to rental income in the consolidated statements of operations. As a result of our quarterly collectability assessments, we recognized $0.3 million and $0.5 million , for three months ended September 30, 2019 and 2018 , respectively, and $0.8 million and $0.8 million , for the nine months ended September 30, 2019 and 2018 , respectively, as a reduction of rental income in the consolidated statements of operations. Equity Based Compensation We account for equity-based compensation in accordance with ASC Topic 718: Compensation - Stock Compensation. Total compensation cost for all share-based awards is based on the estimated fair market value on the grant date. For share-based awards that vest based solely on a service condition, we recognize compensation cost on a straight-line basis over the total requisite service period for the entire award. For share-based awards that vest based on a market or performance condition, we recognize compensation cost on a straight-line basis over the requisite service period of each separately vesting tranche. Forfeitures are recognized in the period in which they occur. See Note 12. Equity Offering Costs Underwriting commissions and offering costs related to our common stock issuances have been reflected as a reduction of additional paid-in capital. Underwriting commissions and offering costs related to our preferred stock issuances have been reflected as a direct reduction of the preferred stock balance. Earnings Per Share We calculate earnings per share (“EPS”) in accordance with ASC 260 - Earnings Per Share (“ASC 260”). Under ASC 260, nonvested share-based payment awards that contain non-forfeitable rights to dividends are participating securities and, therefore, are included in the computation of basic EPS pursuant to the two-class method. The two-class method determines EPS for each class of common stock and participating securities according to dividends declared (or accumulated) and their respective participation rights in undistributed earnings. Basic EPS is calculated by dividing the net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period. Diluted EPS is calculated by dividing the net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding determined for the basic EPS computation plus the effect of any dilutive securities. We include unvested shares of restricted stock and unvested LTIP units in the computation of diluted EPS by using the more dilutive of the two-class method or treasury stock method. We include unvested performance units as contingently issuable shares in the computation of diluted EPS once the market criteria are met, assuming that the end of the reporting period is the end of the contingency period. Any anti-dilutive securities are excluded from the diluted EPS calculation. See Note 13. Segment Reporting Management views the Company as a single reportable segment based on its method of internal reporting in addition to its allocation of capital and resources. Recently Issued Accounting Pronouncements Changes to GAAP are established by the Financial Accounting Standards Board (“FASB”) in the form of ASUs to the FASB’s Accounting Standards Codification. We consider the applicability and impact of all ASUs. Other than the ASUs discussed below, the FASB has not recently issued any other ASUs that we expect to be applicable and have a material impact on our financial statements. Adoption of New Accounting Pronouncements Derivatives On August 28, 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities (“ASU 2017-12”). ASU 2017-12 simplifies hedge accounting by eliminating the requirement to separately measure and report hedge ineffectiveness and generally requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. For cash flow hedges, ASU 2017-12 requires all changes in the fair value of the hedging instrument to be deferred in other comprehensive income and recognized in earnings at the same time that the hedged item affects earnings. ASU 2017-12 also eases certain documentation and assessment requirements and modifies the accounting for components excluded from the assessment of hedge effectiveness. ASU 2017-12 is effective for interim and annual reporting periods beginning after December 15, 2018, with early adoption permitted. Effective January 1, 2018, we early adopted ASU 2017-12 using the modified retrospective approach. We did not record a cumulative effect adjustment to eliminate ineffectiveness amounts as we did not have any ineffectiveness in our historical consolidated financial statements. In addition, certain provisions of ASU 2017-12 require modifications to existing presentation and disclosure requirements on a prospective basis. See Note 7 for disclosures relating to our derivative instruments. Leases On February 25, 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which sets out the principals for the recognition, measurement, presentation and disclosure of leases for both lessees and lessors. ASU 2016-02 was subsequently amended by the following updates: (i) ASU 2018-10, Leases: Codification Improvements to Topic 842, (ii) ASU 2018-11, Leases: Targeted Improvements, (iii) ASU 2018-20, Leases: Narrow-Scope Improvements for Lessors and (iv) ASU 2019-01, Leases: Codification Improvements (collectively referred to as “ASC 842”). ASC 842 supersedes prior lease accounting guidance contained in ASC Topic 840, Leases (“ASC 840”). On January 1, 2019, we adopted ASC 842 using the modified retrospective approach and elected to apply the provisions as of the date of adoption on a prospective basis. In making this election, we have continued to apply ASC 840 to comparative periods, including providing disclosures required by ASC 840 for these periods, and we recognized the effects of applying ASC 842 as a cumulative-effect adjustment to retained earnings as of January 1, 2019, as described below under “Lessor”. Upon adoption of ASC 842, we elected the “package of practical expedients” which allowed us to not reassess (a) whether expired or existing contracts as of January 1, 2019 are or contain leases, (b) the lease classification for any expired or existing leases as of January 1, 2019, and (c) the treatment of initial direct costs relating to any existing leases as of January 1, 2019. The package of practical expedients was made as a single election and was consistently applied to all leases that commenced before January 1, 2019. Lessor ASC 842 requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases, and operating leases. As we elected the package of practical expedients, our existing leases as of January 1, 2019, continue to be accounted for as operating leases. Upon adoption of ASC 842, we elected the practical expedient permitting lessors to elect by class of underlying asset to not separate non-lease components (for example, maintenance services, including common area maintenance) from associated lease components (the “non-separation practical expedient”) if both of the following criteria are met: (1) the timing and pattern of transfer of the lease and non-lease component(s) are the same and (2) the lease component would be classified as an operating lease if it were accounted for separately. If both criteria are met, the combined component is accounted for in accordance with ASC 842 if the lease component is the predominant component of the combined component; otherwise, the combined component is accounted for in accordance with the revenue recognition standard. We assessed the criteria above with respect to our operating leases and determined that they qualify for the non-separation practical expedient. As a result, we have accounted for and presented all rental income earned pursuant to operating leases, including tenant reimbursements, as a single line item “Rental income” in the consolidated statement of operations for the three and nine months ended September 30, 2019 . Prior to the adoption of ASC 842, we presented rental income, tenant reimbursements and other income related to leases separately in our consolidated statements of operations. For comparability, we have adjusted our comparative consolidated statement of operations for the three and nine months ended September 30, 2018 , to conform to the 2019 financial statement presentation. Under ASC 842, lessors are required to record revenues and expenses on a gross basis for lessor costs (which include real estate taxes) when these costs are reimbursed by a lessee. Conversely, lessors are required to record revenues and expenses on a net basis for lessor costs when t |
Investments in Real Estate
Investments in Real Estate | 9 Months Ended |
Sep. 30, 2019 | |
Investments, All Other Investments [Abstract] | |
Investments in Real Estate | Investments in Real Estate Acquisitions The following table summarizes the wholly-owned industrial properties we acquired during the nine months ended September 30, 2019 : Property Submarket Date of Acquisition Rentable Square Feet Number of Buildings Contractual Purchase Price (1) (in thousands) 12821 Knott Street (2) Orange County - West 1/15/2019 120,800 1 $ 19,800 28510 Industry Drive (2) Los Angeles - San Fernando Valley 1/17/2019 46,778 1 7,765 Conejo Spectrum Business Park (2) Ventura 1/28/2019 531,378 9 106,250 2455 Ash Street (2) San Diego - North County 3/5/2019 42,508 1 6,680 25413 Rye Canyon Road (2) Los Angeles - San Fernando Valley 3/12/2019 48,075 1 5,529 1515 East 15th Street (3) Los Angeles - Central LA 4/10/2019 238,015 1 28,100 13890 Nelson Avenue (2) Los Angeles - San Gabriel Valley 4/12/2019 256,993 1 41,810 445-449 Freedom Avenue (2) Orange County - North 4/12/2019 92,647 1 17,960 2270 Camino Vida Roble (2) San Diego - North County 4/12/2019 106,311 1 16,791 980 Rancheros Drive (2) San Diego - North County 4/16/2019 48,878 1 7,895 1145 Arroyo Avenue (2) Los Angeles - San Fernando Valley 4/25/2019 147,019 1 29,862 1150 Aviation Place (2) Los Angeles - San Fernando Valley 4/25/2019 147,000 1 29,694 1175 Aviation Place (2) Los Angeles - San Fernando Valley 4/25/2019 92,455 1 17,844 1245 Aviation Place (2) Los Angeles - San Fernando Valley 4/25/2019 132,936 1 26,055 635 8th Street (2) Los Angeles - San Fernando Valley 4/25/2019 72,250 1 14,659 10015 Waples Court (2) San Diego - Central County 4/25/2019 106,412 1 21,300 19100 Susana Road (2) Los Angeles - South Bay 4/30/2019 52,714 1 13,510 15385 Oxnard Street (2) Los Angeles - San Fernando Valley 5/3/2019 71,467 1 16,800 9750-9770 San Fernando Road (2) Los Angeles - San Fernando Valley 5/16/2019 35,624 1 7,440 218 Turnbull Canyon (2) Los Angeles - San Gabriel Valley 5/31/2019 190,900 1 27,100 The Merge (2)(4) San Bernardino - Inland Empire West 6/6/2019 — — 23,200 3340 San Fernando Road (2)(5) Los Angeles - San Fernando Valley 7/3/2019 — — 3,000 5725 Eastgate Drive (2) San Diego - Central County 7/31/2019 27,267 1 8,150 18115 Main Street (2) Los Angeles - South Bay 8/29/2019 42,270 1 6,750 3150 Ana Street (2) Los Angeles - South Bay 8/29/2019 105,970 1 18,800 1402 Avenida Del Oro (2)(6) San Diego - North County 8/30/2019 311,995 1 73,550 9607-9623 Imperial Highway (2) Los Angeles - Mid-Counties 9/5/2019 7,466 1 10,510 12200 Bellflower Boulevard (2) Los Angeles - Mid-Counties 9/5/2019 54,161 1 16,325 Storm Parkway (2) Los Angeles - South Bay 9/17/2019 267,503 8 66,165 2328 Teller Road (2) Ventura 9/25/2019 126,317 1 23,273 Total 2019 Wholly-Owned Property Acquisitions 3,524,109 43 $ 712,567 (1) Represents the gross contractual purchase price before prorations, closing costs and other acquisition related costs. (2) This acquisition was funded with available cash on hand. (3) In connection with this acquisition, we issued the seller 593,960 newly issued 4.43937% Cumulative Redeemable Convertible Preferred Units of partnership interest in the Operating Partnership. See Note 12 for additional details. (4) The Merge is a fully entitled development site on which we plan to construct a 334,000 rentable square foot six -building industrial complex. We have retained the seller as fee developer to construct the project. The purchase price includes $5.1 million of consideration held back in escrow to be released to the seller/developer upon meeting certain development milestones. (5) On July 3, 2019, we acquired the fee title to the parcel of land located at 3340 North San Fernando Road in Los Angeles, California for a contract price of $3.0 million . Prior to the acquisition, we leased the parcel of land from the seller under a long-term ground lease. See Note 6 for additional details related to the ground lease. (6) This acquisition was partially funded through a 1031 Exchange using $12.3 million of net cash proceeds from the sale of our properties located at (i) 2350-2384 Orangethorpe Avenue and 1631 Placentia Avenue and (ii) 939 Poinsettia Avenue - Unit 301 and available cash on hand. The following table summarizes the fair value of amounts allocated to each major class of asset and liability for the acquisitions noted in the table above, as of the date of each acquisition (in thousands): 2019 Acquisitions Assets: Land $ 437,065 Buildings and improvements 258,306 Tenant improvements 4,163 Acquired lease intangible assets (1) 27,500 Other acquired assets (2) 511 Total assets acquired 727,545 Liabilities: Acquired lease intangible liabilities (3) 10,105 Other assumed liabilities (2) 4,275 Total liabilities assumed 14,380 Net assets acquired $ 713,165 (1) Acquired lease intangible assets is comprised of $25.8 million of in-place lease intangibles with a weighted average amortization period of 6.4 years and $1.7 million of above-market lease intangibles with a weighted average amortization period of 7.3 years. (2) Includes other working capital assets acquired and liabilities assumed at the time of acquisition. (3) Represents below-market lease intangibles with a weighted average amortization period of 7.0 years. |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets The following table summarizes our acquired lease intangible assets, including the value of in-place leases and above-market tenant leases, and our acquired lease intangible liabilities, including below-market tenant leases and above-market ground leases (in thousands): September 30, 2019 December 31, 2018 Acquired Lease Intangible Assets: In-place lease intangibles $ 144,255 $ 119,517 Accumulated amortization (82,662 ) (68,481 ) In-place lease intangibles, net $ 61,593 $ 51,036 Above-market tenant leases $ 12,843 $ 11,125 Accumulated amortization (7,326 ) (6,478 ) Above-market tenant leases, net $ 5,517 $ 4,647 Acquired lease intangible assets, net $ 67,110 $ 55,683 Acquired Lease Intangible Liabilities: Below-market tenant leases $ (76,038 ) $ (66,388 ) Accumulated accretion 19,887 13,778 Below-market tenant leases, net $ (56,151 ) $ (52,610 ) Above-market ground lease (1) $ — $ (290 ) Accumulated accretion (1) — 173 Above-market ground lease, net (1) $ — $ (117 ) Acquired lease intangible liabilities, net $ (56,151 ) $ (52,727 ) (1) In connection with the adoption of ASC 842 on January 1, 2019, we derecognized the net above-market ground lease intangible liability of $0.1 million and adjusted the carrying amount of the ground lease right-of-use asset by a corresponding amount. See Note 2 for additional details related to the adoption of ASC 842. The following table summarizes the amortization related to our acquired lease intangible assets and liabilities for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 In-place lease intangibles (1) $ 5,572 $ 4,115 $ 15,224 $ 13,982 Net below-market tenant leases (2) $ (2,065 ) $ (1,615 ) $ (5,716 ) $ (4,330 ) Above-market ground lease (3) $ — $ (8 ) $ — $ (24 ) (1) The amortization of in-place lease intangibles is recorded to depreciation and amortization expense in the consolidated statements of operations for the periods presented. (2) The amortization of net below-market tenant leases is recorded as an increase to rental income in the consolidated statements of operations for the periods presented. (3) The accretion of the above-market ground lease is recorded as a decrease to property expenses in the consolidated statements of operations for the periods presented. |
Notes Payable
Notes Payable | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Notes Payable | Notes Payable The following table summarizes the balance of our indebtedness as of September 30, 2019 and December 31, 2018 (in thousands): September 30, 2019 December 31, 2018 Principal amount $ 860,999 $ 761,116 Less: unamortized discount and debt issuance costs (1) (3,311 ) (3,745 ) Carrying value $ 857,688 $ 757,371 (1) Excludes unamortized debt issuance costs related to our unsecured revolving credit facility, which are presented in the line item “Deferred loan costs, net” in the consolidated balance sheets. The following table summarizes the components and significant terms of our indebtedness as of September 30, 2019 , and December 31, 2018 (dollars in thousands): September 30, 2019 December 31, 2018 Principal Amount Unamortized Discount and Debt Issuance Costs Principal Amount Unamortized Discount and Debt Issuance Costs Contractual Maturity Date Stated Interest Rate (1) Effective Interest Rate (2) Secured Debt $60M Term Loan $ 58,499 $ (192 ) $ 58,499 $ (230 ) 8/1/2023 (3) LIBOR+1.70% 3.80 % Gilbert/La Palma (4) 2,500 (123 ) 2,617 (129 ) 3/1/2031 5.125 % 5.47 % Unsecured Debt $100M Term Loan Facility 100,000 (197 ) 100,000 (260 ) 2/14/2022 LIBOR+1.20% (5) 3.05 % (6) Revolving Credit Facility — — — — 2/12/2021 (7) LIBOR+1.10% (5)(8) 3.12 % $225M Term Loan Facility 225,000 (1,197 ) 225,000 (1,476 ) 1/14/2023 LIBOR+1.20% (5) 2.74 % (9) $150M Term Loan Facility 150,000 (907 ) 150,000 (1,028 ) 5/22/2025 LIBOR+1.50% (5) 4.37 % (10) $100M Notes 100,000 (443 ) 100,000 (500 ) 8/6/2025 4.29 % 4.37 % $125M Notes 125,000 (112 ) 125,000 (122 ) 7/13/2027 3.93 % 3.94 % $25M Series 2019A Notes 25,000 (35 ) — — 7/16/2029 3.88 % 3.89 % $75M Series 2019B Notes 75,000 (105 ) — — 7/16/2034 4.03 % 4.04 % Total $ 860,999 $ (3,311 ) $ 761,116 $ (3,745 ) (1) Reflects the contractual interest rate under the terms of the loan, as of September 30, 2019 . (2) Reflects the effective interest rate as of September 30, 2019 , which includes the effect of the amortization of discounts and debt issuance costs and the effect of interest rate swaps that are effective as of September 30, 2019 . (3) One 24 -month extension is available at the borrower’s option, subject to certain terms and conditions. (4) Monthly payments of interest and principal are based on a 20 -year amortization table. (5) The LIBOR margin will range from 1.20% to 1.70% per annum for the $100.0 million term loan facility, 1.10% to 1.50% per annum for the unsecured revolving credit facility, 1.20% to 1.70% per annum for the $225.0 million term loan facility and 1.50% to 2.20% per annum for the $150 million term loan facility, depending on the leverage ratio, which is the ratio of our outstanding consolidated indebtedness to the value of our consolidated gross asset value, which is measured on a quarterly basis. (6) As of September 30, 2019 , interest on the $100.0 million term loan facility has been effectively fixed through the use of an interest rate swap. See Note 7 for details. (7) Two additional six -month extensions are available at the borrower’s option, subject to certain terms and conditions. (8) The unsecured revolving credit facility is subject to an applicable facility fee which is calculated as a percentage of the total lenders’ commitment amount, regardless of usage. The applicable facility fee will range from 0.15% to 0.30% per annum depending upon our leverage ratio. (9) As of September 30, 2019 , interest on the $225.0 million term loan facility has been effectively fixed through the use of two interest rate swaps. See Note 7 for details. (10) As of September 30, 2019 , interest on the $150 million term loan facility has been effectively fixed through the use of an interest rate swap. See Note 7 for details. Contractual Debt Maturities The following table summarizes the contractual debt maturities and scheduled amortization payments, excluding debt discounts and debt issuance costs, as of September 30, 2019 , and does not consider extension options available to us as noted in the table above (in thousands): October 1, 2019 - December 31, 2019 $ 41 2020 166 2021 566 2022 100,967 2023 282,518 Thereafter 476,741 Total $ 860,999 Note Purchase and Guarantee Agreement On July 16, 2019, we entered into a Note Purchase and Guarantee Agreement (the “NPGA”) which provides for the private placement of $100.0 million of guaranteed senior notes, of which (i) $25.0 million are designated as 3.88% Series 2019A Guaranteed Senior Notes due July 16, 2029 (the "Series 2019A Notes") and (ii) $75.0 million are designated as 4.03% Series 2019B Guaranteed Senior Notes due July 16, 2034 (the "Series 2019B Notes" and, together with the Series 2019A Notes, the "Series 2019A and 2019B Notes"). On July 16, 2019, we completed the issuance of the Series 2019A and 2019B Notes. Interest on the Series 2019A and 2019B Notes will be payable semiannually on the sixteenth day of January and July in each year, beginning on January 16, 2020, until maturity. We may prepay at any time all, or from time to time any part of, the Series 2019A and 2019B Notes, in amounts not less than $2.5 million of the Series 2019A and 2019B Notes then outstanding at (i) 100% of the principal amount so prepaid and (ii) the Make-Whole Amount (as defined in the NPGA). Our obligations under the Series 2019A and 2019B Notes are fully and unconditionally guaranteed by us and certain of our subsidiaries. Credit Facility We have a $450.0 million senior unsecured credit facility (the “Credit Facility”), comprised of a $350.0 million unsecured revolving credit facility (the “Revolver”) and a $100.0 million unsecured term loan facility (the “$100 Million Term Loan Facility”). The Revolver is scheduled to mature on February 12, 2021 , and has two six -month extension options available, and the $100 Million Term Loan Facility is scheduled to mature on February 14, 2022 . Under the terms of the Credit Facility, we may request additional lender commitments up to an additional aggregate $550.0 million , which may be comprised of additional revolving commitments under the Revolver, an increase to the $100 Million Term Loan Facility, additional term loan tranches or any combination of the foregoing. Interest on the Credit Facility is generally to be paid based upon, at our option, either (i) LIBOR plus an applicable margin that is based upon our leverage ratio or (ii) the Base Rate (which is defined as the highest of (a) the federal funds rate plus 0.50% , (b) the administrative agent’s prime rate or (c) the Eurodollar Rate plus 1.00% ) plus an applicable margin that is based on our leverage ratio. The margins for the Revolver range in amount from 1.10% to 1.50% per annum for LIBOR-based loans and 0.10% to 0.50% per annum for Base Rate-based loans, depending on our leverage ratio. The margins for the $100 Million Term Facility range in amount from 1.20% to 1.70% per annum for LIBOR-based loans and 0.20% to 0.70% per annum for Base Rate-based loans, depending on our leverage ratio. If we attain one additional investment grade rating by one or more of S&P or Moody’s to complement our current investment grade Fitch rating, we may elect to convert the pricing structure under the Credit Facility to be based on such rating. In that event, the margins for the Revolver will range in amount from 0.825% to 1.55% per annum for LIBOR-based loans and 0.00% to 0.55% per annum for Base Rate-based loans, depending on such rating, and the margins for the $100 Million Term Loan Facility will range in amount from 0.90% to 1.75% per annum for LIBOR-based loans and 0.00% to 0.75% per annum for Base Rate-based loans, depending on such rating. In addition to the interest payable on amounts outstanding under the Revolver, we are required to pay an applicable facility fee, based upon our leverage ratio, on each lender's commitment amount under the Revolver, regardless of usage. The applicable facility fee will range in amount from 0.15% to 0.30% per annum, depending on our leverage ratio. In the event that we convert the pricing structure to be based on an investment-grade rating, the applicable facility fee will range in amount from 0.125% to 0.30% per annum, depending on such rating. The Credit Facility is guaranteed by the Company and by substantially all of the current and to-be-formed subsidiaries of the Operating Partnership that own an unencumbered property. The Credit Facility is not secured by the Company’s properties or by equity interests in the subsidiaries that hold such properties. The Revolver and the $100 Million Term Loan Facility may be voluntarily prepaid in whole or in part at any time without premium or penalty. Amounts borrowed under the $100 Million Term Loan Facility and repaid or prepaid may not be reborrowed. The Credit Facility contains usual and customary events of default including defaults in the payment of principal, interest or fees, defaults in compliance with the covenants set forth in the Credit Facility and other loan documentation, cross-defaults to certain other indebtedness, and bankruptcy and other insolvency defaults. If an event of default occurs and is continuing under the Credit Facility, the unpaid principal amount of all outstanding loans, together with all accrued unpaid interest and other amounts owing in respect thereof, may be declared immediately due and payable. On September 30, 2019 , we did not have any borrowings outstanding under the Revolver, leaving $350.0 million available for future borrowings. Debt Covenants The Credit Facility, our $225 million unsecured term loan facility (the “$225 Million Term Loan Facility”), our $150 million unsecured term loan facility (the “$150 Million Term Loan Facility”), our $100 million unsecured guaranteed senior notes (the “$100 Million Notes”), our $125 million unsecured guaranteed senior notes (the “$125 Million Notes”) and the Series 2019A and 2019B Notes all include a series of financial and other covenants that we must comply with, including the following covenants which are tested on a quarterly basis: • Maintaining a ratio of total indebtedness to total asset value of not more than 60% ; • For the Credit Facility, the $225 Million Term Loan Facility and the $150 Million Term Loan Facility, maintaining a ratio of secured debt to total asset value of not more than 45% ; • For the $100 Million Notes, the $125 Million Notes and the Series 2019A and 2019B Notes, maintaining a ratio of secured debt to total asset value of not more than 40% ; • Maintaining a ratio of total secured recourse debt to total asset value of not more than 15% ; • Maintaining a minimum tangible net worth of at least the sum of (i) $760,740,750 , and (ii) an amount equal to at least 75% of the net equity proceeds received by the Company after September 30, 2016; • Maintaining a ratio of adjusted EBITDA (as defined in each of the loan agreements) to fixed charges of at least 1.5 to 1.0 ; • Maintaining a ratio of total unsecured debt to total unencumbered asset value of not more than 60% ; and • Maintaining a ratio of unencumbered NOI (as defined in each of the loan agreements) to unsecured interest expense of at least 1.75 to 1.00 . The Credit Facility, the $225 Million Term Loan Facility, the $150 Million Term Loan Facility, the $100 Million Notes, the $125 Million Notes and the Series 2019A and 2019B Notes also provide that our distributions may not exceed the greater of (i) 95.0% of our funds from operations or (ii) the amount required for us to qualify and maintain our status as a REIT and avoid the payment of federal or state income or excise tax in any 12 -month period. Additionally, subject to the terms of the $100 Million Notes, the $125 Million Notes and the Series 2019A and 2019B Notes (together the “Senior Notes”), upon certain events of default, including, but not limited to, (i) a default in the payment of any principal, make-whole payment amount, or interest under the Senior Notes, (ii) a default in the payment of certain of our other indebtedness, (iii) a default in compliance with the covenants set forth in the Senior Notes agreement, and (iv) bankruptcy and other insolvency defaults, the principal and accrued and unpaid interest and the make-whole payment amount on the outstanding Senior Notes will become due and payable at the option of the purchasers. In addition, we are required to maintain at all times a credit rating on the Senior Notes from either S&P, Moody’s or Fitch. In October 2018, Fitch upgraded the investment grade rating of the Senior Notes to BBB from BBB- with a stable outlook. Our $60 million term loan contains a financial covenant that is tested on a quarterly basis, which requires us to maintain a minimum Debt Service Coverage Ratio (as defined in the term loan agreement) of at least 1.10 to 1.0 . We were in compliance with all of our required quarterly debt covenants as of September 30, 2019 . |
Operating Leases
Operating Leases | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Lessor Operating Leases | Operating Leases Lessor We lease industrial space to tenants primarily under non-cancelable operating leases that generally contain provisions for minimum base rents plus reimbursement for certain operating expenses. Total minimum lease payments are recognized in rental income on a straight-line basis over the term of the related lease and estimated reimbursements from tenants for real estate taxes, insurance, common area maintenance and other recoverable operating expenses are recognized in rental income in the period that the expenses are incurred. We recognized $65.0 million and $184.5 million of rental income related to operating lease payments of which $54.4 million and $154.6 million are for fixed lease payments and $10.6 million and $29.9 million are for variable lease payments for the three and nine months ended September 30, 2019 , respectively. The following table sets forth the undiscounted cash flows for future minimum base rents to be received under operating leases as of September 30, 2019 (in thousands): Twelve Months Ended September 30, 2020 $ 216,907 2021 184,685 2022 147,798 2023 115,489 2024 82,161 Thereafter 284,986 Total $ 1,032,026 The future minimum base rents in the table above excludes tenant reimbursements of operating expenses, amortization of adjustments for deferred rent receivables and the amortization of above/below-market lease intangibles. Lessee Prior to July 3, 2019, we leased a parcel of land located at 3340 North San Fernando Road under a long-term ground lease, with an expiration date of June 1, 2062 , no options to renew, no purchase option, and ground rent, which reset every 10 years, equal to 8.0% of the fair market value of the land, subject to a minimum monthly rent of $12,000 . On July 3, 2019, we both acquired the fee title to the parcel of land and assumed the related ground lease from the seller/lessor, such that we became both the ground lessor and the ground lessee under the ground lease. We lease office space as part of conducting our day-to-day business. As of September 30, 2019 , our office space leases have remaining lease terms ranging from approximately 1 to 5 years and some include options to renew. These renewal terms can extend the lease term from 3 to 5 years and are included in the lease term when it is reasonably certain that we will exercise the option. Upon the adoption of ASC 842 on January 1, 2019, we recognized lease liabilities of $3.6 million (in “Accounts payable, accrued expenses and other liabilities”) and related ROU assets of $3.3 million (in “Other assets”) on our consolidated balance sheets, based on the present value of lease payments for the remaining term of our existing leases. Operating lease ROU assets and liabilities commencing after January 1, 2019 are recognized at commencement date based on the present value of lease payments over the lease term. Upon acquisition of the parcel of land noted above, we reclassified the ROU asset to land and recorded the difference between the purchase price and the carrying amount of the lease liability immediately before the purchase as an adjustment of the carrying value of the land. As of September 30, 2019 , total ROU assets and lease liabilities were approximately $3.7 million and $3.9 million , respectively. All operating lease expense is recognized on a straight-line basis over the lease term. The tables below present financial information associated with our leases. This information is only presented as of, and for the three and nine months ended September 30, 2019 because, as previously noted, we adopted ASC 842 on a prospective basis which does not require application to periods prior to adoption. Lease Cost (in thousands) Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Operating lease cost (1) $ 250 $ 795 Variable lease cost (1) 10 33 Sublease income (2) (5 ) (163 ) Total lease cost $ 255 $ 665 (1) Amounts are included in “General and administrative” and “Property expenses” in the accompanying consolidated statement of operations. (2) Amount is included in “Rental income” in the accompanying consolidated statement of operations. Other Information (in thousands) Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Cash paid for amounts included in the measurement of operating lease liabilities $ 259 $ 781 Right-of-use assets obtained in exchange for new operating lease liabilities (1) $ — $ 6,720 (1) For the nine months ended September 30, 2019 , the reported amount includes $3.3 million for operating leases existing on January 1, 2019. Lease Term and Discount Rate September 30, 2019 Weighted-average remaining lease term 5 years Weighted-average discount rate (1) 3.91 % (1) Because the rate implicit in each of our leases was not readily determinable, we used our incremental borrowing rate. In determining our incremental borrowing rate for each lease, we considered recent rates on secured borrowings, observable risk-free interest rates and credit spreads correlating to our creditworthiness, the impact of collateralization and the term of each of our lease agreements. Maturities of lease liabilities as of September 30, 2019 were as follows (in thousands): October 1, 2019 - December 31, 2019 $ 181 2020 805 2021 888 2022 779 2023 807 Thereafter 894 Total undiscounted lease payments $ 4,354 Less imputed interest (436 ) Total lease liabilities $ 3,918 As we elected to apply the provisions of ASC 842 on a prospective basis, the following comparative period disclosure is being presented in accordance with ASC 840. The future minimum commitments under our office space leases and ground lease as of December 31, 2018, were as follows (in thousands): Office Leases Ground Lease 2019 $ 668 $ 144 2020 257 144 2021 167 144 2022 — 144 2023 — 144 Thereafter — 5,532 Total $ 1,092 $ 6,252 2018 Rent Expense We recognized rental expense for our ground lease of $36 thousand and $0.1 million for the three and nine months ended September 30, 2018 , respectively. We recognized rental expense for our office space leases of $0.2 million and $0.5 million for the three and nine months ended September 30, 2018 , respectively. |
Lessee Operating Leases | Lessee ASC 842 requires lessees to recognize the following for all leases (with the exception of short-term leases) at the commencement date: (1) a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and (2) a right-of-use asset (“ROU asset”), which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. ASC 842 also requires lessees to classify leases as either finance or operating leases based on whether or not the lease is effectively a financed purchase of the leased asset by the lessee. This classification is used to evaluate whether the lease expense should be recognized based on an effective interest method or on a straight-line basis over the term of the lease. As of January 1, 2019, we were the lessee on one ground lease and multiple office space leases, which were classified as operating leases under ASC 840. As we elected the package of practical expedients, we were not required to reassess the classification of these existing leases and as such, these leases continue to be accounted for as operating leases. In the event we modify our existing leases or enter into new leases in the future, such leases may be classified as finance leases. On January 1, 2019, we recognized ROU assets and lease liabilities for these leases on our consolidated balance sheets, and on a go-forward basis, lease expense will be recognized on a straight-line basis over the remaining term of the lease. Upon adoption of ASC 842, we also elected the practical expedient to not separate non-lease components, such as common area maintenance, from associated lease components for our ground and office space leases. See Note 6 for additional lessee disclosures required under ASC 842. Operating Leases Lessor We lease industrial space to tenants primarily under non-cancelable operating leases that generally contain provisions for minimum base rents plus reimbursement for certain operating expenses. Total minimum lease payments are recognized in rental income on a straight-line basis over the term of the related lease and estimated reimbursements from tenants for real estate taxes, insurance, common area maintenance and other recoverable operating expenses are recognized in rental income in the period that the expenses are incurred. We recognized $65.0 million and $184.5 million of rental income related to operating lease payments of which $54.4 million and $154.6 million are for fixed lease payments and $10.6 million and $29.9 million are for variable lease payments for the three and nine months ended September 30, 2019 , respectively. The following table sets forth the undiscounted cash flows for future minimum base rents to be received under operating leases as of September 30, 2019 (in thousands): Twelve Months Ended September 30, 2020 $ 216,907 2021 184,685 2022 147,798 2023 115,489 2024 82,161 Thereafter 284,986 Total $ 1,032,026 The future minimum base rents in the table above excludes tenant reimbursements of operating expenses, amortization of adjustments for deferred rent receivables and the amortization of above/below-market lease intangibles. Lessee Prior to July 3, 2019, we leased a parcel of land located at 3340 North San Fernando Road under a long-term ground lease, with an expiration date of June 1, 2062 , no options to renew, no purchase option, and ground rent, which reset every 10 years, equal to 8.0% of the fair market value of the land, subject to a minimum monthly rent of $12,000 . On July 3, 2019, we both acquired the fee title to the parcel of land and assumed the related ground lease from the seller/lessor, such that we became both the ground lessor and the ground lessee under the ground lease. We lease office space as part of conducting our day-to-day business. As of September 30, 2019 , our office space leases have remaining lease terms ranging from approximately 1 to 5 years and some include options to renew. These renewal terms can extend the lease term from 3 to 5 years and are included in the lease term when it is reasonably certain that we will exercise the option. Upon the adoption of ASC 842 on January 1, 2019, we recognized lease liabilities of $3.6 million (in “Accounts payable, accrued expenses and other liabilities”) and related ROU assets of $3.3 million (in “Other assets”) on our consolidated balance sheets, based on the present value of lease payments for the remaining term of our existing leases. Operating lease ROU assets and liabilities commencing after January 1, 2019 are recognized at commencement date based on the present value of lease payments over the lease term. Upon acquisition of the parcel of land noted above, we reclassified the ROU asset to land and recorded the difference between the purchase price and the carrying amount of the lease liability immediately before the purchase as an adjustment of the carrying value of the land. As of September 30, 2019 , total ROU assets and lease liabilities were approximately $3.7 million and $3.9 million , respectively. All operating lease expense is recognized on a straight-line basis over the lease term. The tables below present financial information associated with our leases. This information is only presented as of, and for the three and nine months ended September 30, 2019 because, as previously noted, we adopted ASC 842 on a prospective basis which does not require application to periods prior to adoption. Lease Cost (in thousands) Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Operating lease cost (1) $ 250 $ 795 Variable lease cost (1) 10 33 Sublease income (2) (5 ) (163 ) Total lease cost $ 255 $ 665 (1) Amounts are included in “General and administrative” and “Property expenses” in the accompanying consolidated statement of operations. (2) Amount is included in “Rental income” in the accompanying consolidated statement of operations. Other Information (in thousands) Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Cash paid for amounts included in the measurement of operating lease liabilities $ 259 $ 781 Right-of-use assets obtained in exchange for new operating lease liabilities (1) $ — $ 6,720 (1) For the nine months ended September 30, 2019 , the reported amount includes $3.3 million for operating leases existing on January 1, 2019. Lease Term and Discount Rate September 30, 2019 Weighted-average remaining lease term 5 years Weighted-average discount rate (1) 3.91 % (1) Because the rate implicit in each of our leases was not readily determinable, we used our incremental borrowing rate. In determining our incremental borrowing rate for each lease, we considered recent rates on secured borrowings, observable risk-free interest rates and credit spreads correlating to our creditworthiness, the impact of collateralization and the term of each of our lease agreements. Maturities of lease liabilities as of September 30, 2019 were as follows (in thousands): October 1, 2019 - December 31, 2019 $ 181 2020 805 2021 888 2022 779 2023 807 Thereafter 894 Total undiscounted lease payments $ 4,354 Less imputed interest (436 ) Total lease liabilities $ 3,918 As we elected to apply the provisions of ASC 842 on a prospective basis, the following comparative period disclosure is being presented in accordance with ASC 840. The future minimum commitments under our office space leases and ground lease as of December 31, 2018, were as follows (in thousands): Office Leases Ground Lease 2019 $ 668 $ 144 2020 257 144 2021 167 144 2022 — 144 2023 — 144 Thereafter — 5,532 Total $ 1,092 $ 6,252 2018 Rent Expense We recognized rental expense for our ground lease of $36 thousand and $0.1 million for the three and nine months ended September 30, 2018 , respectively. We recognized rental expense for our office space leases of $0.2 million and $0.5 million for the three and nine months ended September 30, 2018 , respectively. |
Interest Rate Swaps
Interest Rate Swaps | 9 Months Ended |
Sep. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Interest Rate Swaps | Interest Rate Swaps Risk Management Objective of Using Derivatives We are exposed to certain risks arising from both our business operations and economic conditions. We principally manage our exposures to a wide variety of business and operational risks through management of our core business activities. We manage economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources and duration of our debt funding and through the use of derivative financial instruments. Specifically, we enter into derivative financial instruments to manage exposures that arise from business activities that result in the payment of future known and uncertain cash amounts, the value of which are determined by interest rates. Our derivative financial instruments are used to manage differences in the amount, timing and duration of our known or expected cash payments principally related to our borrowings. Derivative Instruments Our objectives in using interest rate derivatives are to add stability to interest expense and to manage exposure to interest rate movements. To accomplish this objective, we primarily use interest rate swaps as part of our interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for us making fixed-rate payments over the life of the agreements without exchange of the underlying notional value. We do not use derivatives for trading or speculative purposes. The change in fair value of derivatives designated and qualifying as cash flow hedges is initially recorded in accumulated other comprehensive income/(loss) (“AOCI”) and is subsequently reclassified from AOCI into earnings in the period that the hedged forecasted transaction affects earnings. The following table sets forth a summary of our interest rate swaps at September 30, 2019 and December 31, 2018 (dollars in thousands): Current Notional Value (1) Fair Value of Interest Rate Derivative Assets /(Derivative Liabilities) (2) Derivative Instrument Effective Date Maturity Date LIBOR Interest Strike Rate September 30, 2019 December 31, 2018 September 30, 2019 December 31, 2018 Interest Rate Swap 1/15/2015 2/15/2019 1.8260 % $ — $ 30,000 $ — $ 25 Interest Rate Swap 7/15/2015 2/15/2019 2.0100 % $ — $ 28,108 $ — $ 17 Interest Rate Swap 2/14/2018 1/14/2022 1.3490 % $ 125,000 $ 125,000 $ 279 $ 3,974 Interest Rate Swap 8/14/2018 1/14/2022 1.4060 % $ 100,000 $ 100,000 $ 95 $ 3,023 Interest Rate Swap 12/14/2018 8/14/2021 1.7640 % $ 100,000 $ 100,000 $ (505 ) $ 1,731 Interest Rate Swap 7/22/2019 11/22/2024 2.7625 % $ 150,000 $ — $ (10,222 ) $ (2,351 ) (1) Represents the notional value of swaps that are effective as of the balance sheet date presented. (2) The fair value of derivative assets are included in the line item “Interest rate swap asset” in the accompanying consolidated balance sheets and the fair value of (derivative liabilities) are included in the line item “Interest rate swap liability” in the accompanying consolidated balance sheets. The following table sets forth the impact of our interest rate swaps on our consolidated statements of operations for the periods presented (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Interest Rate Swaps in Cash Flow Hedging Relationships: Amount of (loss) gain recognized in AOCI on derivatives $ (2,642 ) $ 1,212 $ (14,678 ) $ 7,382 Amount of gain reclassified from AOCI into earnings under “Interest expense” $ 454 $ 397 $ 2,094 $ 505 Total interest expense presented in the Consolidated Statement of Operations in which the effects of cash flow hedges are recorded (line item “Interest expense”) $ 6,785 $ 6,456 $ 19,511 $ 18,760 During the next twelve months, we estimate that an additional $1.2 million will be reclassified from AOCI into earnings as an increase to interest expense. Offsetting Derivatives We enter into master netting arrangements, which reduce credit risk by permitting net settlement of transactions with the same counterparty. Derivative instruments that are subject to master netting arrangements and qualify for net presentation in the consolidated balance sheets are presented on a gross basis in the consolidated balance sheets as of September 30, 2019 and December 31, 2018 . The following tables present information about the potential effects of netting if we were to offset our interest rate swap assets and interest rate swap liabilities in the accompanying consolidated balance sheets as of September 30, 2019 and December 31, 2018 (in thousands). Gross Amounts Not Offset in the Balance Sheet Offsetting of Derivative Assets Gross Amounts of Recognized Assets Gross Amounts Offset in the Balance Sheet Net Amounts of Assets Presented in the Balance Sheet Financial Instruments Cash Collateral Received Net Amount September 30, 2019 Interest rate swaps $ 374 $ — $ 374 $ — $ — $ 374 December 31, 2018 Interest rate swaps $ 8,770 $ — $ 8,770 $ — $ — $ 8,770 Gross Amounts Not Offset in the Balance Sheet Offsetting of Derivative Liabilities Gross Amounts of Recognized Liabilities Gross Amounts Offset in the Balance Sheet Net Amounts of Assets Presented in the Balance Sheet Financial Instruments Cash Collateral Received Net Amount September 30, 2019 Interest rate swaps $ (10,727 ) $ — $ (10,727 ) $ — $ — $ (10,727 ) December 31, 2018 Interest rate swaps $ (2,351 ) $ — $ (2,351 ) $ — $ — $ (2,351 ) Credit-risk-related Contingent Features Certain of our agreements with our derivative counterparties contain a provision where if we default on any of our indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender within a specified time period, then we could also be declared in default on its derivative obligations. Certain of our agreements with our derivative counterparties contain provisions where if a merger or acquisition occurs that materially changes our creditworthiness in an adverse manner, we may be required to fully collateralize our obligations under the derivative instrument. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements We have adopted FASB Accounting Standards Codification Topic 820: Fair Value Measurements and Disclosure (“ASC 820”). ASC 820 defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. ASC 820 applies to reported balances that are required or permitted to be measured at fair value under existing accounting pronouncements; accordingly, the standard does not require any new fair value measurements of reported balances. ASC 820 emphasizes that fair value is a market-based measurement, not an entity-specific measurement. Therefore, a fair value measurement should be determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, ASC 820 establishes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs may include quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, which are typically based on an entity’s own assumptions, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Recurring Measurements – Interest Rate Swaps Currently, we use interest rate swap agreements to manage our interest rate risk. The valuation of these instruments is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves. To comply with the provisions of ASC 820, we incorporate credit valuation adjustments to appropriately reflect both our own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of our derivative contracts for the effect of nonperformance risk, we have considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees. Although we have determined that the majority of the inputs used to value our derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with our derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by ourselves and our counterparties. However, as of September 30, 2019 , we have assessed the significance of the impact of the credit valuation adjustments on the overall valuation of our derivative positions and have determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, we have determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. The table below sets forth the estimated fair value of our interest rate swaps as of September 30, 2019 and December 31, 2018 , which we measure on a recurring basis by level within the fair value hierarchy (in thousands). Fair Value Measurement Using Total Fair Value Quoted Price in Active Markets for Identical Assets and Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) September 30, 2019 Interest Rate Swap Asset $ 374 $ — $ 374 $ — Interest Rate Swap Liability $ (10,727 ) $ — $ (10,727 ) $ — December 31, 2018 Interest Rate Swap Asset $ 8,770 $ — $ 8,770 $ — Interest Rate Swap Liability $ (2,351 ) $ — $ (2,351 ) $ — Financial Instruments Disclosed at Fair Value The carrying amounts of cash and cash equivalents, rents and other receivables, other assets, accounts payable, accrued expenses and other liabilities, and tenant security deposits approximate fair value because of their short-term nature. The fair value of our notes payable was estimated by calculating the present value of principal and interest payments, using discount rates that best reflect current market rates for financings with similar characteristics and credit quality, and assuming each loan is outstanding through its respective contractual maturity date. The table below sets forth the carrying value and the estimated fair value of our notes payable as of September 30, 2019 and December 31, 2018 (in thousands): Fair Value Measurement Using Liabilities Total Fair Value Quoted Price in Active Markets for Identical Assets and Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Carrying Value Notes Payable at: September 30, 2019 $ 889,126 $ — $ — $ 889,126 $ 857,688 December 31, 2018 $ 759,491 $ — $ — $ 759,491 $ 757,371 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Howard Schwimmer We engage in transactions with Howard Schwimmer, our Co-Chief Executive Officer, earning management fees and leasing commissions from entities controlled individually by Mr. Schwimmer. Fees and commissions earned from these entities are included in “Management, leasing and development services” in the consolidated statements of operations. We recorded $0.1 million and $0.1 million for the three months ended September 30, 2019 and 2018 , respectively, and $0.3 million and $0.3 million for the nine months ended September 30, 2019 and 2018 , respectively, in management, leasing and development services revenue. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal From time to time, we are party to various lawsuits, claims and legal proceedings that arise in the ordinary course of business. We are not currently a party to any legal proceedings that we believe would reasonably be expected to have a material adverse effect on our business, financial condition or results of operations. Environmental We will generally perform environmental site assessments at properties we are considering acquiring. After the acquisition of such properties, we continue to monitor the properties for the presence of hazardous or toxic substances. From time to time, we acquire properties with known adverse environmental conditions. If at the time of acquisition, losses associated with environmental remediation obligations are probable and can be reasonably estimated, we record a liability. On February 25, 2014, we acquired the property located at West 228th Street. Before purchasing the property during the due diligence phase, we engaged a third party environmental consultant to perform various environmental site assessments to determine the presence of any environmental contaminants that might warrant remediation efforts. Based on their investigation, they determined that hazardous substances existed at the property and that additional assessment and remediation work would likely be required to satisfy regulatory requirements. The total remediation costs were estimated to be $1.3 million , which includes remediation, processing and oversight costs. To address the estimated costs associated with the environmental issues at the West 228t h Street property, we entered into an Environmental Holdback Escrow Agreement (the “Holdback Agreement”) with the former owner, whereby $1.4 million was placed into an escrow account to be used to pay remediation costs. To fund the $1.4 million , the escrow holder withheld $1.3 million of the purchase price, which would have otherwise been paid to the seller at closing, and the Company funded an additional $0.1 million . According to the Holdback Agreement, the seller has no liability or responsibility to pay for remediation costs in excess of $1.3 million . As of September 30, 2019 , and December 31, 2018 , we had a $0.7 million and $1.0 million contingent liability recorded in our consolidated balance sheets included in the line item “Accounts payable and accrued expenses,” reflecting the estimated remaining cost to remediate environmental liabilities at West 228t h Street that existed prior to the acquisition date. As of September 30, 2019 , and December 31, 2018 , we also had a $0.7 million and $1.0 million corresponding indemnification asset recorded in our consolidated balance sheets included in the line item “Other assets,” reflecting the estimated costs we expect the former owner to cover pursuant to the Holdback Agreement. We expect that the resolution of the environmental matters relating to the above will not have a material impact on our consolidated financial condition, results of operations or cash flows. However, we cannot assure you that we have identified all environmental liabilities at our properties, that all necessary remediation actions have been or will be undertaken at our properties or that we will be indemnified, in full or at all, in the event that such environmental liabilities arise. Furthermore, we cannot assure you that future changes to environmental laws or regulations and their application will not give rise to loss contingencies for future environmental remediation. Tenant and Construction Related Commitments As of September 30, 2019 , we had commitments of approximately $10.6 million for tenant improvement and construction work under the terms of leases with certain of our tenants and contractual agreements with our construction vendors. Concentrations of Credit Risk We have deposited cash with financial institutions that are insured by the Federal Deposit Insurance Corporation up to $250,000 per institution. Although we have deposits at institutions in excess of federally insured limits as of September 30, 2019 , we do not believe we are exposed to significant credit risk due to the financial position of the institutions in which those deposits are held. As of September 30, 2019 , all of our properties are located in the Southern California infill markets. The ability of the tenants to honor the terms of their respective leases is dependent upon the economic, regulatory and social factors affecting the markets in which the tenants operate. During the nine months ended September 30, 2019 , no single tenant accounted for more than 5% of our total consolidated rental income. |
Dispositions and Real Estate He
Dispositions and Real Estate Held for Sale | 9 Months Ended |
Sep. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Dispositions and Real Estate Held for Sale | Dispositions and Real Estate Held For Sale Dispositions The following table summarizes information related to the property and industrial unit that we sold during the nine months ended September 30, 2019 . Property Submarket Date of Disposition Rentable Square Feet Contractual Sales Price (1) (in thousands) Gain Recorded (in thousands) 2350-2384 Orangethorpe Avenue and 1631 Placentia Avenue North Orange County 6/27/2019 62,395 $11,575 $4,810 939 Poinsettia Avenue - Unit 301 North San Diego 7/31/2019 6,562 $1,263 $895 Total 68,957 $12,838 $5,705 (1) Represents the gross contractual sales price before commissions, prorations and other closing costs. Real Estate Held for Sale As of September 30, 2019, our property located at 13914-13932 East Valley Boulevard (“Golden Valley”) was classified as held for sale. As of December 31, 2018, we did not have any properties classified as held for sale. The following table summarizes the major classes of assets and liabilities associated with Golden Valley as of September 30, 2019 (in thousands): September 30, 2019 Land $ 2,372 Buildings and improvements 2,674 Tenant improvements 296 Real estate held for sale 5,342 Accumulated depreciation (824 ) Real estate held for sale, net 4,518 Other assets associated with real estate held for sale 64 Total assets associated with real estate held for sale, net $ 4,582 Tenant security deposits $ 102 Other liabilities associated with real estate held for sale 33 Total liabilities associated with real estate held for sale, net $ 135 Subsequent to September 30, 2019, we completed the disposition of Golden Valley. See Note 14. |
Equity
Equity | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Equity | Equity Preferred Stock On September 20, 2019 , we completed an underwritten public offering of 3,450,000 shares of our 5.625% Series C Cumulative Redeemable Preferred Stock (the "Series C Preferred Stock") at a price of $25.00 per share. The net proceeds from the offering were approximately $83.3 million after deducting the underwriters’ discount and offering costs totaling $3.0 million . The Series C Preferred Stock is presented in stockholders' equity on the consolidated balance sheet net of issuance costs. Dividends on our Series C Preferred Stock are cumulative from the date of original issuance and are payable quarterly in arrears on or about the last day of March, June, September and December of each year, beginning on December 31, 2019, at a rate of 5.625% per annum of its $25.00 per share liquidation preference (equivalent to $1.40625 per share per annum). The Series C Preferred Stock has no stated maturity date and is not subject to any mandatory redemption or sinking fund. The holders of our Series C Preferred Stock rank senior to the holders of our common stock with respect to dividend rights and rights upon the Company’s liquidation, dissolution or winding up of its affairs. The holders of our Series C Preferred Stock generally have no voting rights except for limited voting rights if we fail to pay dividends for six or more quarterly dividend periods (whether or not consecutive). We may not redeem the Series C Preferred Stock prior to September 20, 2024 , except in limited circumstances to preserve our status as a REIT or pursuant to a specified change of control transaction. On or after September 20, 2024 , we may redeem our Series C Preferred Stock, in whole or in part, at any time or from time to time, for cash at a redemption price of $25.00 per share, plus any accumulated, accrued and unpaid distributions through the date of redemption. Upon the occurrence of a specified change of control transaction, we may, at our option, redeem the Series C Preferred Stock in whole or in part within 120 days after the change of control occurred, by paying $25.00 per share in cash, plus any accrued and unpaid distributions through the date of redemption. If we do not exercise our right to redeem the Series C Preferred Stock, upon the occurrence of a specified change of control transaction, the holders of Series C Preferred Stock have the right to convert some or all of their shares into a number of the Company’s common shares equivalent to $25.00 plus accrued and unpaid dividends, but not to exceed a cap of 1.139 shares of common stock per share of Series C Preferred Stock, subject to certain adjustments. Common Stock On June 13, 2019, we established a new at-the-market equity offering program (the “$550 Million ATM Program”) pursuant to which we may sell from time to time up to an aggregate of $550.0 million of our common stock through sales agents. The $550 Million ATM Program replaces our previous $450.0 million at-the-market equity offering program which was established on February 19, 2019 (the “Prior ATM Program”). Substantially all $450.0 million of shares of our common stock available under the Prior ATM Program were sold prior to establishing the $550 Million ATM Program. During the nine months ended September 30, 2019 , we sold a total of 13,957,083 shares of our common stock under the $550 Million ATM Program and the Prior ATM Program at a weighted average price of $36.93 per share, for gross proceeds of $515.4 million , and net proceeds of $507.7 million , after deducting the sales agents’ fee. As of September 30, 2019 , we had the capacity to issue up to an additional $484.6 million of common stock under the $550 Million ATM Program. Actual sales going forward, if any, will depend on a variety of factors, including among others, market conditions, the trading price of our common stock, determinations by us of the appropriate sources of funding for us and potential uses of funding available to us. Noncontrolling Interests Noncontrolling interests relate to interests in the Operating Partnership, represented by common units of partnership interests in the Operating Partnership (“OP Units”), fully-vested LTIP units, fully-vested performance units and Series 1 CPOP Units, as described below, that are not owned by us. Operating Partnership Units As of September 30, 2019 , noncontrolling interests included of 1,881,947 OP Units and 539,910 fully-vested LTIP units and performance units and represented approximately 2.1% of our Operating Partnership. OP Units and shares of our common stock have essentially the same economic characteristics, as they share equally in the total net income or loss and distributions of our Operating Partnership. Investors who own OP Units have the right to cause our Operating Partnership to redeem any or all of their units in our Operating Partnership for an amount of cash per unit equal to the then current market value of one share of common stock, or, at our election, shares of our common stock on a one-for-one basis. During the nine months ended September 30, 2019 , 46,339 OP Units were converted into an equivalent number of shares of common stock, resulting in the reclassification of $0.3 million of noncontrolling interest to Rexford Industrial Realty, Inc.’s stockholders’ equity. Preferred Units - Series 1 CPOP Units On April 10, 2019, we acquired from an unaffiliated seller (the “Seller”) an industrial property located at 1515 East 15th Street for a purchase price of $28.1 million . In consideration for the property, we issued the Seller 593,960 newly issued 4.43937% Cumulative Redeemable Convertible Preferred Units of partnership interest in the Operating Partnership (“Series 1 CPOP Units”), valued at $27.4 million , plus the payment of certain closing costs, including $0.7 million of closing costs typically attributable to the Seller. The transaction was priced based upon a common stock price of $31.56 , equal to the trailing 30-day average closing price of our common stock as of the letter of intent date (the “Average Value”). Holders of Series 1 CPOP Units, when and as authorized by the Company as general partner of the Operating Partnership, are entitled to cumulative cash distributions at the rate of 4.43937% per annum of the $45.50952 per unit liquidation preference (a 44.2% conversion premium to the Average Value described above), payable quarterly in arrears on or about the last day of March, June, September and December of each year, beginning on June 28, 2019. The holders of Series 1 CPOP Units are entitled to receive the liquidation preference, which is $45.50952 per unit and approximately $27.0 million in the aggregate for all of the Series 1 CPOP Units, before the holders of OP Units in the event of any voluntary or involuntary liquidation, dissolution or winding-up of the affairs of the Operating Partnership. The Series 1 CPOP Units are convertible (i) at the option of the holder anytime from time to time (the “Holder Conversion Right”), or (ii) at the option of the Operating Partnership, at any time on or after April 10, 2024 (the “Company Conversion Right”), in each case, into OP Units on a one-for-one basis, subject to adjustment to eliminate fractional units or to the extent that there are any accrued and unpaid distributions on the Series 1 CPOP Units. As noted above, investors who own OP Units have the right to cause our Operating Partnership to redeem any or all of their units in our Operating Partnership for an amount of cash per unit equal to the then current market value of one share of common stock, or, at our election, shares of our common stock on a one-for-one basis (the “Subsequent Redemption Right”). The Series 1 CPOP Units rank senior to the Operating Partnership’s OP Units, on parity with the Operating Partnership’s 5.875% series A and series B cumulative redeemable preferred units and 5.625% series C cumulative redeemable preferred units and with any future class or series of partnership interest of the Operating Partnership expressly designated as ranking on parity with the Series 1 CPOP Units, and junior to any other class or series of partnership interest of the Operating Partnership expressly designated as ranking senior to the Series 1 CPOP Units. Pursuant to relevant accounting guidance, we analyzed the Series 1 CPOP Units for any embedded derivatives that should be bifurcated and accounted for separately and also considered the conditions that would require classification of the Series 1 CPOP Units in temporary equity versus permanent equity. In carrying out our analyses, we evaluated the key features of the Series 1 CPOP Units including the right to discretionary distributions, the Holder Conversion Right, the Company Conversion Right and the Subsequent Redemption Right to determine whether we control the actions or events necessary to issue the maximum number of shares that could be required to be delivered under the share settlement if the Series 1 CPOP Units are converted into shares of our common stock (subsequent to conversion into OP Units). Based on the results of our analyses, we concluded that (i) none of the embedded features of the Series 1 CPOP Units require bifurcation and separate accounting, and (ii) the Series 1 CPOP Units met the criteria to be classified within equity, and accordingly are presented as noncontrolling interests within permanent equity in the consolidated balance sheet. Amended and Restated 2013 Incentive Award Plan On June 11, 2018, our stockholders approved the Amended and Restated Rexford Industrial Realty, Inc. and Rexford Industrial Realty, L.P. 2013 Incentive Award Plan (the “Plan”), superseding and replacing the Rexford Industrial Realty, Inc. and Rexford Industrial Realty, L.P. 2013 Incentive Award Plan (the “Prior Plan”). Pursuant to the Plan, we may continue to make grants of stock options, restricted stock, dividend equivalents, stock payments, restricted stock units, performance shares, LTIP units of partnership interest in our Operating Partnership (“LTIP Units”), performance units in our Operating Partnership (“Performance Units”), and other stock based and cash awards to our non-employee directors, employees and consultants. The aggregate number of shares of our common stock, LTIP Units and Performance Units that may be issued or transferred pursuant to the Plan is 1,770,000 , plus any shares that have not been issued under the Prior Plan, including shares subject to outstanding awards under the Prior Plan that are not issued or delivered to a participant for any reason or that are forfeited by a participant prior to vesting. As of September 30, 2019 , a total of 1,678,387 shares of common stock, LTIP Units and Performance Units remain available for issuance. Shares and units granted under the Plan may be authorized but unissued shares or units, or, if authorized by the board of directors, shares purchased in the open market. If an award under the Plan is forfeited, expires, or is settled for cash, any shares or units subject to such award will generally be available for future awards. LTIP Units and Performance Units LTIP Units and Performance Units are each a class of limited partnership units in the Operating Partnership. Initially, LTIP Units and Performance Units do not have full parity with OP Units with respect to liquidating distributions. However, upon the occurrence of certain events described in the Operating Partnership’s partnership agreement, the LTIP Units and Performance Units can over time achieve full parity with the OP Units for all purposes. If such parity is reached, vested LTIP Units and vested Performance Units may be converted into an equal number of OP Units, and, upon conversion, enjoy all rights of OP Units. LTIP Units, whether vested or not, receive the same quarterly per-unit distributions as OP Units, which equal the per-share distributions on shares of our common stock. Performance Units that have not vested receive a quarterly per-unit distribution equal to 10% of the distributions paid on OP Units. Share-Based Award Activity The following table sets forth our share-based award activity for the nine months ended September 30, 2019 : Unvested Awards Restricted Common Stock LTIP Units Performance Units Balance at January 1, 2019 200,398 327,048 591,767 Granted 110,190 59,515 — Forfeited (15,712 ) — — Vested (1) (79,881 ) (52,385 ) — Balance at September 30, 2019 214,995 334,178 591,767 (1) During the nine months ended September 30, 2019 , 24,132 shares of the Company’s common stock were tendered in accordance with the terms of the Plan to satisfy minimum statutory tax withholding requirements associated with the vesting of restricted shares of common stock. The following table sets forth the vesting schedule of all unvested share-based awards outstanding as of September 30, 2019 : Unvested Awards Restricted LTIP Units Performance Units (1) October 1, 2019 - December 31, 2019 1,396 156,009 199,000 2020 88,304 120,001 188,250 2021 59,498 49,950 204,517 2022 43,062 5,660 — 2023 22,735 2,558 — Total 214,995 334,178 591,767 (1) Represents the maximum number of Performance Units that would become earned and vested on December 28, 2019 and December 14, 2020, in the event that the specified maximum total shareholder return (“TSR”) hurdles are achieved over the three-year performance period from December 29, 2016 through December 28, 2019 and the three-year performance period from December 15, 2017 through December 14, 2020, respectively, and the maximum number of Performance Units that would become earned and vested on December 31, 2021 in the event that the specified maximum TSR and FFO per share growth hurdles are achieved over the three-year performance period from January 1, 2019 through December 31, 2021. Compensation Expense The following table sets forth the amounts expensed and capitalized for all share-based awards for the reported periods presented below (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Expensed share-based compensation (1) $ 2,668 $ 2,243 $ 7,956 $ 7,866 Capitalized share-based compensation (2) 48 73 124 183 Total share-based compensation $ 2,716 $ 2,316 $ 8,080 $ 8,049 (1) Amounts expensed are included in “General and administrative” and “Property expenses” in the accompanying consolidated statements of operations. (2) For the three and nine months ended September 30, 2018 , amounts capitalized relate to employees who provide construction or leasing services, and are included in “Building and improvements” and “Deferred leasing costs, net” in the consolidated balance sheets. For the three and nine months ended September 30, 2019 , amounts capitalized only relate to employees who provide construction services, and are included in “Building and improvements” in the consolidated balance sheets. As of September 30, 2019 , total unrecognized compensation cost related to all unvested share-based awards was $12.0 million and is expected to be recognized over a weighted average remaining period of 25 months . Changes in Accumulated Other Comprehensive Income The following table summarizes the changes in our AOCI balance for the nine months ended September 30, 2019 and 2018 , which consists solely of adjustments related to our cash flow hedges (in thousands): Nine Months Ended September 30, 2019 2018 Accumulated other comprehensive income - beginning balance $ 6,262 $ 6,799 Other comprehensive (loss) income before reclassifications (14,678 ) 7,382 Amounts reclassified from accumulated other comprehensive income to interest expense (2,094 ) (505 ) Net current period other comprehensive (loss) income (16,772 ) 6,877 Less other comprehensive loss (income) attributable to noncontrolling interests 378 (118 ) Other comprehensive (loss) income attributable to common stockholders (16,394 ) 6,759 Accumulated other comprehensive (loss) income - ending balance $ (10,132 ) $ 13,558 |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following table sets forth the computation of basic and diluted earnings per share (in thousands, except share and per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Numerator: Net income $ 12,948 $ 8,965 $ 39,619 $ 31,868 Less: Preferred stock dividends (2,572 ) (2,423 ) (7,419 ) (7,270 ) Less: Net income attributable to noncontrolling interests (518 ) (141 ) (1,288 ) (588 ) Less: Net income attributable to participating securities (112 ) (94 ) (339 ) (285 ) Net income attributable to common stockholders $ 9,746 $ 6,307 $ 30,573 $ 23,725 Denominator: Weighted average shares of common stock outstanding – basic 109,645,216 91,463,594 104,653,218 84,407,429 Effect of dilutive securities - performance units 428,858 481,612 360,906 518,043 Weighted average shares of common stock outstanding – diluted 110,074,074 91,945,206 105,014,124 84,925,472 Earnings per share — Basic Net income attributable to common stockholders $ 0.09 $ 0.07 $ 0.29 $ 0.28 Earnings per share — Diluted Net income attributable to common stockholders $ 0.09 $ 0.07 $ 0.29 $ 0.28 Unvested share-based payment awards that contain non-forfeitable rights to dividends, whether paid or unpaid, are accounted for as participating securities. As such, unvested shares of restricted stock, unvested LTIP Units and unvested Performance Units are considered participating securities. Participating securities are included in the computation of basic EPS pursuant to the two-class method. The two-class method determines EPS for each class of common stock and each participating security according to dividends declared (or accumulated) and their respective participation rights in undistributed earnings. Participating securities are also included in the computation of diluted EPS using the more dilutive of the two-class method or treasury stock method for unvested shares of restricted stock and LTIP Units, and by determining if certain market conditions have been met at the reporting date for unvested Performance Units. The effect of including unvested shares of restricted stock and unvested LTIP Units using the treasury stock method was excluded from our calculation of weighted average shares of common stock outstanding – diluted, as their inclusion would have been anti-dilutive. Performance Units, which are subject to vesting based on the Company achieving certain TSR levels over a three -year performance period, are included as contingently issuable shares in the calculation of diluted EPS when TSR has been achieved at or above the threshold levels specified in the award agreements, assuming the reporting period is the end of the performance period, and the effect is dilutive. We also consider the effect of other potentially dilutive securities, including the Series 1 CPOP Units and OP Units, which may be redeemed for shares of our common stock under certain circumstances, and include them in our computation of diluted EPS when their inclusion is dilutive. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Acquisitions On October 3, 2019 , we acquired the property located at 6277-6289 Slauson Avenue in Commerce , California for a contract price of $41.3 million . The property consists of three multi-tenant buildings with a total of 336,085 rentable square feet. On October 4, 2019 , we acquired the property located at 750 West Manville Street in Compton , California for a contract price of $11.5 million . The property consists of one single-tenant building with 59,996 rentable square feet. On October 25, 2019 , we acquired the property located at 8985 Crestmar Point in San Diego, California for a contract price of $8.0 million . The property consists of one multi-tenant building with 55,816 rentable square feet. Disposition On October 11, 2019 , we completed the sale of Golden Valley to an unaffiliated third party for a contract price of $11.2 million and net proceeds of $10.6 million . Dividends Declared On October 28, 2019 , our board of directors declared a quarterly cash dividend of $0.185 per share of common stock and a quarterly cash distribution of $0.185 per OP Unit, to be paid on January 15, 2020 , to holders of record as of December 31, 2019 . Also, on October 28, 2019 , our board of directors declared a quarterly cash dividend of $0.367188 per share of our 5.875% Series A Cumulative Redeemable Preferred Stock, a quarterly cash dividend of $0.367188 per share of our 5.875% Series B Cumulative Redeemable Preferred Stock, a pro-rated cash dividend of $0.39453125 per share of our Series C Preferred Stock and a quarterly cash distribution of $0.505085 per Series 1 CPOP Unit to be paid on December 31, 2019 , to holders of record as of December 13, 2019 . |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation As of September 30, 2019 , and December 31, 2018 , and for the three and nine months ended September 30, 2019 and 2018 , the financial statements presented are the consolidated financial statements of Rexford Industrial Realty, Inc. and its subsidiaries, including our Operating Partnership. All significant intercompany balances and transactions have been eliminated in the consolidated financial statements. Under consolidation guidance, we have determined that our Operating Partnership is a variable interest entity because the holders of limited partnership interests do not have substantive kick-out rights or participating rights. Furthermore, we are the primary beneficiary of the Operating Partnership because we have the obligation to absorb losses and the right to receive benefits from the Operating Partnership and the exclusive power to direct the activities of the Operating Partnership. As of September 30, 2019 and December 31, 2018 , the assets and liabilities of the Company and the Operating Partnership are substantially the same, as the Company does not have any significant assets other than its investment in the Operating Partnership. The accompanying unaudited interim financial statements have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in the financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) may have been condensed or omitted pursuant to SEC rules and regulations, although we believe that the disclosures are adequate to make their presentation not misleading. The accompanying unaudited financial statements include, in our opinion, all adjustments, consisting of normal recurring adjustments, necessary to present fairly the financial information set forth therein. The results of operations for the interim periods are not necessarily indicative of the results that may be expected for the year ending December 31, 2019 . The interim financial statements should be read in conjunction with the consolidated financial statements in our 2018 Annual Report on Form 10-K and the notes thereto. Any references to the number of properties and square footage are unaudited and outside the scope of our independent registered public accounting firm’s review of our financial statements in accordance with the standards of the United States Public Company Accounting Oversight Board. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. |
Reclassifications | Reclassifications In connection with the adoption of the new lease accounting standard on January 1, 2019, as further described below under “Adoption of New Accounting Pronouncements,” tenant reimbursements and other income related to leases have been reclassified to “Rental income” in the consolidated statements of operations for the three and nine months ended September 30, 2018 , to conform to the 2019 financial statement presentation. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include all cash and liquid investments with an initial maturity of three months or less. The carrying amount approximates fair value due to the short-term maturity of these investments. |
Restricted Cash | Restricted Cash Restricted cash is generally comprised of cash proceeds from property sales that are being held by qualified intermediaries for purposes of facilitating tax-deferred like-kind exchanges under Section 1031 of the Internal Revenue Code (“1031 Exchange”). We include restricted cash with cash and cash equivalents in the consolidated statements of cash flows and provide a reconciliation between the balance sheet and the statement of cash flows provided that we have outstanding restricted cash balances. At September 30, 2019 and December 31, 2018 |
Investments in Real Estate | Investments in Real Estate Acquisitions We account for acquisitions of properties under Accounting Standards Update (“ASU”) 2017-01, Business Combinations - Clarifying the Definition of a Business (“ASU 2017-01”), which provides a framework for determining whether transactions should be accounted for as acquisitions of assets or businesses and further revises the definition of a business. Our acquisitions of properties generally no longer meet the revised definition of a business and accordingly are accounted for as asset acquisitions. For asset acquisitions, we allocate the cost of the acquisition, which includes the purchase price and associated acquisition transaction costs, to the individual assets acquired and liabilities assumed on a relative fair value basis. These individual assets and liabilities typically include land, building and improvements, tenant improvements, intangible assets and liabilities related to above- and below-market leases, intangible assets related to in-place leases, and from time to time, assumed debt. As there is no measurement period concept for an asset acquisition, the allocated cost of the acquired assets is finalized in the period in which the acquisition occurs. We determine the fair value of the tangible assets of an acquired property by valuing the property as if it were vacant. This “as-if vacant” value is estimated using an income, or discounted cash flow, approach that relies upon Level 3 inputs, which are unobservable inputs based on the Company’s assumptions about the assumptions a market participant would use. These Level 3 inputs include discount rates, capitalization rates, market rents and comparable sales data for similar properties. Estimates of future cash flows are based on a number of factors including historical operating results, known and anticipated trends, and market and economic conditions. In determining the “as-if-vacant” value for the properties we acquired during the nine months ended September 30, 2019 , we used discount rates ranging from 5.75% to 7.75% and exit capitalization rates ranging from 4.50% to 7.25% . In determining the fair value of intangible lease assets or liabilities, we also consider Level 3 inputs. Acquired above- and below-market leases are valued based on the present value of the difference between prevailing market rates and the in-place rates measured over a period equal to the remaining term of the lease for above-market leases and the initial term plus the term of any below-market fixed rate renewal options for below-market leases, if applicable. The estimated fair value of acquired in-place at-market tenant leases are the estimated costs that would have been incurred to lease the property to the occupancy level of the property at the date of acquisition. We consider estimated costs such as the value associated with leasing commissions, legal and other costs, as well as the estimated period of time necessary to lease such a property to its occupancy level at the time of its acquisition. In determining the fair value of acquisitions completed during the nine months ended September 30, 2019 , we used an estimated average lease-up period ranging from six months to twelve months . The difference between the fair value and the face value of debt assumed, if any, in connection with an acquisition is recorded as a premium or discount and amortized to “interest expense” over the life of the debt assumed. The valuation of assumed liabilities are based on our estimate of the current market rates for similar liabilities in effect at the acquisition date. Capitalization of Costs We capitalize direct costs incurred in developing, renovating, rehabilitating and improving real estate assets as part of the investment basis. This includes certain general and administrative costs, including payroll, bonus and non-cash equity compensation of the personnel performing development, renovations and rehabilitation if such costs are identifiable to a specific activity to get the real estate asset ready for its intended use. During the development and construction periods of a project, we also capitalize interest, real estate taxes and insurance costs. We cease capitalization of costs upon substantial completion of the project, but no later than one year from cessation of major construction activity. If some portions of a project are substantially complete and ready for use and other portions have not yet reached that stage, we cease capitalizing costs on the completed portion of the project but continue to capitalize for the incomplete portion of the project. Costs incurred in making repairs and maintaining real estate assets are expensed as incurred. We capitalized interest costs of $1.3 million and $0.7 million during the three months ended September 30, 2019 and 2018 , respectively, and $3.0 million and $1.6 million during the nine months ended September 30, 2019 and 2018 , respectively. We capitalized real estate taxes and insurance costs aggregating $0.4 million and $0.2 million during the three months ended September 30, 2019 and 2018 , respectively and $1.0 million and $0.7 million during the nine months ended September 30, 2019 and 2018 respectively. We capitalized compensation costs for employees who provide construction services of $0.7 million and $0.6 million during the three months ended September 30, 2019 and 2018 , respectively, and $1.9 million and $1.6 million during the nine months ended September 30, 2019 and 2018 respectively. Depreciation and Amortization Real estate, including land, building and land improvements, tenant improvements, furniture, fixtures and equipment and intangible lease assets and liabilities are stated at historical cost less accumulated depreciation and amortization, unless circumstances indicate that the cost cannot be recovered, in which case, the carrying value of the property is reduced to estimated fair value as discussed below in our policy with regards to impairment of long-lived assets. We estimate the depreciable portion of our real estate assets and related useful lives in order to record depreciation expense. The values allocated to buildings, site improvements, in-place lease intangibles and tenant improvements are depreciated on a straight-line basis using an estimated remaining life of 10 - 30 years for buildings, 5 - 20 years for site improvements, and the shorter of the estimated useful life or respective lease term for in-place lease intangibles and tenant improvements. As discussed above in— Investments in Real Estate—Acquisitions , in connection with property acquisitions, we may acquire leases with rental rates above or below the market rental rates. Such differences are recorded as an acquired lease intangible asset or liability and amortized to “rental income” over the remaining term of the related leases. Our estimate of the useful life of our assets is evaluated upon acquisition and when circumstances indicate that a change in the useful life has occurred, which requires significant judgment regarding the economic obsolescence of tangible and intangible assets. |
Assets Held for Sale | Assets Held for Sale |
Deferred Leasing Costs | Deferred Leasing Costs |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets In accordance with the provisions of the Impairment or Disposal of Long-Lived Assets Subsections of ASC 360 , we assess the carrying values of our respective long-lived assets, including goodwill, whenever events or changes in circumstances indicate that the carrying amounts of these assets may not be fully recoverable. Recoverability of real estate assets is measured by comparison of the carrying amount of the asset to the estimated future undiscounted cash flows. In order to review real estate assets for recoverability, we consider current market conditions as well as our intent with respect to holding or disposing of the asset. The intent with regards to the underlying assets might change as market conditions and other factors change. Fair value is determined through various valuation techniques; including discounted cash flow models, applying a capitalization rate to estimated net operating income of a property, quoted market values and third-party appraisals, where considered necessary. The use of projected future cash flows is based on assumptions that are consistent with estimates of future expectations and the strategic plan used to manage our underlying business. If our analysis indicates that the carrying value of the real estate asset is not recoverable on an undiscounted cash flow basis, we will recognize an impairment charge for the amount by which the carrying value exceeds the current estimated fair value of the real estate property. Assumptions and estimates used in the recoverability analyses for future cash flows, discount rates and capitalization rates are complex and subjective. Changes in economic and operating conditions or our intent with respect to our investment that occur subsequent to our impairment analyses could impact these assumptions and result in future impairment of our real estate properties. |
Income Taxes | Income Taxes We have elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”) commencing with our initial taxable year ended December 31, 2013. To qualify as a REIT, we are required (among other things) to distribute at least 90% of our REIT taxable income to our stockholders and meet the various other requirements imposed by the Code relating to matters such as operating results, asset holdings, distribution levels and diversity of stock ownership. Provided we qualify for taxation as a REIT, we are generally not subject to corporate-level income tax on the earnings distributed currently to our stockholders. If we fail to qualify as a REIT in any taxable year, and were unable to avail ourselves of certain savings provisions set forth in the Code, all of our taxable income would be subject to federal income tax at regular corporate rates, including any applicable alternative minimum tax. In addition, we are subject to taxation by various state and local jurisdictions, including those in which we transact business or reside. Our non-taxable REIT subsidiaries, including our Operating Partnership, are either partnerships or disregarded entities for federal income tax purposes. Under applicable federal and state income tax rules, the allocated share of net income or loss from disregarded entities and flow-through entities such as partnerships is reportable in the income tax returns of the respective equity holders. Accordingly, no income tax provision is included in the accompanying consolidated financial statements for the three and nine months ended September 30, 2019 and 2018 . We periodically evaluate our tax positions to determine whether it is more likely than not that such positions would be sustained upon examination by a tax authority for all open tax years, as defined by the statute of limitations, based on their technical merits. As of September 30, 2019 , and December 31, 2018 , we have not established a liability for uncertain tax positions. |
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities ASC Topic 815: Derivatives and Hedging (“ASC 815”), provides the disclosure requirements for derivatives and hedging activities with the intent to provide users of financial statements with an enhanced understanding of: (a) how and why an entity uses derivative instruments, (b) how the entity accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. Further, qualitative disclosures are required that explain the Company’s objectives and strategies for using derivatives, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative instruments. As required by ASC 815, we record all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, and whether we have elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. We may enter into derivative contracts that are intended to economically hedge certain risks, even though hedge accounting does not apply or we elect not to apply hedge accounting. See Note 7. |
Revenue Recognition | Revenue Recognition Our primary sources of revenue are rental income, management, leasing and development services and gains on sale of real estate. Rental Income Total minimum annual lease payments are recognized in rental income on a straight-line basis over the term of the related lease, regardless of when payments are contractually due. Rental revenue recognition commences when the tenant takes possession or controls the physical use of the leased space. Lease termination fees, which are included in rental income, are recognized when the related leases are canceled and we have no continuing obligation to provide services to such former tenants. Our lease agreements with tenants generally contain provisions that require tenants to reimburse us for certain property expenses. Estimated reimbursements from tenants for real estate taxes, common area maintenance and other recoverable operating expenses are recognized as revenues in the period that the expenses are incurred. Subsequent to year-end, we perform final reconciliations on a lease-by-lease basis and bill or credit each tenant for any cumulative annual adjustments. Management, leasing and development services We provide property management services and leasing services to related party and third-party property owners, the customer, in exchange for fees and commissions. Property management services include performing property inspections, monitoring repairs and maintenance, negotiating vendor contracts, maintaining tenant relations and providing financial and accounting oversight. For these services, we earn monthly management fees, which are based on a fixed percentage of each managed property’s monthly tenant cash receipts. We have determined that control over the services is passed to the customer simultaneously as performance occurs. Accordingly, management fee revenue is earned as the services are provided to our customers. Leasing commissions are earned when we provide leasing services that result in an executed lease with a tenant. We have determined that control over the services is transferred to the customer upon execution of each lease agreement. We earn leasing commissions based on a fixed percentage of rental income generated for each executed lease agreement and there is no variable income component. Gain or Loss on Sale of Real Estate We account for dispositions of real estate properties, which are considered nonfinancial assets, in accordance with ASC 610-20: Other Income—Gains and Losses from the Derecognition of Nonfinancial Assets and recognize a gain or loss on sale of real estate upon transferring control of the nonfinancial asset to the purchaser, which is generally satisfied at the time of sale. If we were to conduct a partial sale of real estate by transferring a controlling interest in a nonfinancial asset, while retaining a noncontrolling ownership interest, we would measure any noncontrolling interest received or retained at fair value, and recognize a full gain or loss. If we receive consideration before transferring control of a nonfinancial asset, we recognize a contract liability. If we transfer control of the asset before consideration is received, we recognize a contract asset. |
Valuation of Receivables | Valuation of Receivables |
Equity Based Compensation | Equity Based Compensation We account for equity-based compensation in accordance with ASC Topic 718: Compensation - Stock Compensation. Total compensation cost for all share-based awards is based on the estimated fair market value on the grant date. For share-based awards that vest based solely on a service condition, we recognize compensation cost on a straight-line basis over the total requisite service period for the entire award. For share-based awards that vest based on a market or performance condition, we recognize compensation cost on a straight-line basis over the requisite service period of each separately vesting tranche. Forfeitures are recognized in the period in which they occur. See Note 12. |
Equity Offering Costs | Equity Offering Costs |
Earnings Per Share | Earnings Per Share We calculate earnings per share (“EPS”) in accordance with ASC 260 - Earnings Per Share (“ASC 260”). Under ASC 260, nonvested share-based payment awards that contain non-forfeitable rights to dividends are participating securities and, therefore, are included in the computation of basic EPS pursuant to the two-class method. The two-class method determines EPS for each class of common stock and participating securities according to dividends declared (or accumulated) and their respective participation rights in undistributed earnings. Basic EPS is calculated by dividing the net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period. Diluted EPS is calculated by dividing the net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding determined for the basic EPS computation plus the effect of any dilutive securities. We include unvested shares of restricted stock and unvested LTIP units in the computation of diluted EPS by using the more dilutive of the two-class method or treasury stock method. We include unvested performance units as contingently issuable shares in the computation of diluted EPS once the market criteria are met, assuming that the end of the reporting period is the end of the contingency period. Any anti-dilutive securities are excluded from the diluted EPS calculation. See Note 13. |
Segment Reporting | Segment Reporting Management views the Company as a single reportable segment based on its method of internal reporting in addition to its allocation of capital and resources. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Changes to GAAP are established by the Financial Accounting Standards Board (“FASB”) in the form of ASUs to the FASB’s Accounting Standards Codification. We consider the applicability and impact of all ASUs. Other than the ASUs discussed below, the FASB has not recently issued any other ASUs that we expect to be applicable and have a material impact on our financial statements. Adoption of New Accounting Pronouncements Derivatives On August 28, 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities (“ASU 2017-12”). ASU 2017-12 simplifies hedge accounting by eliminating the requirement to separately measure and report hedge ineffectiveness and generally requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. For cash flow hedges, ASU 2017-12 requires all changes in the fair value of the hedging instrument to be deferred in other comprehensive income and recognized in earnings at the same time that the hedged item affects earnings. ASU 2017-12 also eases certain documentation and assessment requirements and modifies the accounting for components excluded from the assessment of hedge effectiveness. ASU 2017-12 is effective for interim and annual reporting periods beginning after December 15, 2018, with early adoption permitted. Effective January 1, 2018, we early adopted ASU 2017-12 using the modified retrospective approach. We did not record a cumulative effect adjustment to eliminate ineffectiveness amounts as we did not have any ineffectiveness in our historical consolidated financial statements. In addition, certain provisions of ASU 2017-12 require modifications to existing presentation and disclosure requirements on a prospective basis. See Note 7 for disclosures relating to our derivative instruments. Leases On February 25, 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which sets out the principals for the recognition, measurement, presentation and disclosure of leases for both lessees and lessors. ASU 2016-02 was subsequently amended by the following updates: (i) ASU 2018-10, Leases: Codification Improvements to Topic 842, (ii) ASU 2018-11, Leases: Targeted Improvements, (iii) ASU 2018-20, Leases: Narrow-Scope Improvements for Lessors and (iv) ASU 2019-01, Leases: Codification Improvements (collectively referred to as “ASC 842”). ASC 842 supersedes prior lease accounting guidance contained in ASC Topic 840, Leases (“ASC 840”). On January 1, 2019, we adopted ASC 842 using the modified retrospective approach and elected to apply the provisions as of the date of adoption on a prospective basis. In making this election, we have continued to apply ASC 840 to comparative periods, including providing disclosures required by ASC 840 for these periods, and we recognized the effects of applying ASC 842 as a cumulative-effect adjustment to retained earnings as of January 1, 2019, as described below under “Lessor”. Upon adoption of ASC 842, we elected the “package of practical expedients” which allowed us to not reassess (a) whether expired or existing contracts as of January 1, 2019 are or contain leases, (b) the lease classification for any expired or existing leases as of January 1, 2019, and (c) the treatment of initial direct costs relating to any existing leases as of January 1, 2019. The package of practical expedients was made as a single election and was consistently applied to all leases that commenced before January 1, 2019. Lessor ASC 842 requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases, and operating leases. As we elected the package of practical expedients, our existing leases as of January 1, 2019, continue to be accounted for as operating leases. Upon adoption of ASC 842, we elected the practical expedient permitting lessors to elect by class of underlying asset to not separate non-lease components (for example, maintenance services, including common area maintenance) from associated lease components (the “non-separation practical expedient”) if both of the following criteria are met: (1) the timing and pattern of transfer of the lease and non-lease component(s) are the same and (2) the lease component would be classified as an operating lease if it were accounted for separately. If both criteria are met, the combined component is accounted for in accordance with ASC 842 if the lease component is the predominant component of the combined component; otherwise, the combined component is accounted for in accordance with the revenue recognition standard. We assessed the criteria above with respect to our operating leases and determined that they qualify for the non-separation practical expedient. As a result, we have accounted for and presented all rental income earned pursuant to operating leases, including tenant reimbursements, as a single line item “Rental income” in the consolidated statement of operations for the three and nine months ended September 30, 2019 . Prior to the adoption of ASC 842, we presented rental income, tenant reimbursements and other income related to leases separately in our consolidated statements of operations. For comparability, we have adjusted our comparative consolidated statement of operations for the three and nine months ended September 30, 2018 , to conform to the 2019 financial statement presentation. Under ASC 842, lessors are required to record revenues and expenses on a gross basis for lessor costs (which include real estate taxes) when these costs are reimbursed by a lessee. Conversely, lessors are required to record revenues and expenses on a net basis for lessor costs when they are paid by a lessee directly to a third party on behalf of the lessor. Prior to the adoption of ASC 842, we recorded revenues and expenses on a gross basis for real estate taxes whether they were reimbursed to us by a tenant or paid directly by a tenant to the taxing authorities on our behalf. Effective January 1, 2019, we are recording these costs in accordance with ASC 842. ASC 842 only allows lessors to capitalize the incremental direct costs of originating a lease that would not have been incurred had the lease not been executed. As a result, deferred leasing costs will generally only include third-party broker commissions. Prior to January 1, 2019, under ASC 840, we capitalized incremental direct costs, which included an allocation of internal compensation costs of employees who spent time on successful lease origination activities. Effective January 1, 2019, such costs will no longer be capitalized as initial direct costs and instead will be expensed as incurred. For leases that commenced prior to January 1, 2019, capitalized internal compensation costs will continue to be amortized over the remaining life of the lease. For leases that were executed but had not commenced prior to January 1, 2019, we recognized a cumulative-effect adjustment to “Cumulative distributions in excess of earnings” of $0.2 million to write off these capitalized internal compensation costs, as these costs were capitalized in accordance with ASC 840, as noted above, and do not qualify for capitalization under ASC 842. See Note 6 for additional lessor disclosures required under ASC 842. Lessee ASC 842 requires lessees to recognize the following for all leases (with the exception of short-term leases) at the commencement date: (1) a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and (2) a right-of-use asset (“ROU asset”), which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. ASC 842 also requires lessees to classify leases as either finance or operating leases based on whether or not the lease is effectively a financed purchase of the leased asset by the lessee. This classification is used to evaluate whether the lease expense should be recognized based on an effective interest method or on a straight-line basis over the term of the lease. As of January 1, 2019, we were the lessee on one ground lease and multiple office space leases, which were classified as operating leases under ASC 840. As we elected the package of practical expedients, we were not required to reassess the classification of these existing leases and as such, these leases continue to be accounted for as operating leases. In the event we modify our existing leases or enter into new leases in the future, such leases may be classified as finance leases. On January 1, 2019, we recognized ROU assets and lease liabilities for these leases on our consolidated balance sheets, and on a go-forward basis, lease expense will be recognized on a straight-line basis over the remaining term of the lease. Upon adoption of ASC 842, we also elected the practical expedient to not separate non-lease components, such as common area maintenance, from associated lease components for our ground and office space leases. See Note 6 for additional lessee disclosures required under ASC 842. |
Investments in Real Estate (Tab
Investments in Real Estate (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Investments, All Other Investments [Abstract] | |
Summary of Acquired Wholly Owned Property Acquisitions | The following table summarizes the wholly-owned industrial properties we acquired during the nine months ended September 30, 2019 : Property Submarket Date of Acquisition Rentable Square Feet Number of Buildings Contractual Purchase Price (1) (in thousands) 12821 Knott Street (2) Orange County - West 1/15/2019 120,800 1 $ 19,800 28510 Industry Drive (2) Los Angeles - San Fernando Valley 1/17/2019 46,778 1 7,765 Conejo Spectrum Business Park (2) Ventura 1/28/2019 531,378 9 106,250 2455 Ash Street (2) San Diego - North County 3/5/2019 42,508 1 6,680 25413 Rye Canyon Road (2) Los Angeles - San Fernando Valley 3/12/2019 48,075 1 5,529 1515 East 15th Street (3) Los Angeles - Central LA 4/10/2019 238,015 1 28,100 13890 Nelson Avenue (2) Los Angeles - San Gabriel Valley 4/12/2019 256,993 1 41,810 445-449 Freedom Avenue (2) Orange County - North 4/12/2019 92,647 1 17,960 2270 Camino Vida Roble (2) San Diego - North County 4/12/2019 106,311 1 16,791 980 Rancheros Drive (2) San Diego - North County 4/16/2019 48,878 1 7,895 1145 Arroyo Avenue (2) Los Angeles - San Fernando Valley 4/25/2019 147,019 1 29,862 1150 Aviation Place (2) Los Angeles - San Fernando Valley 4/25/2019 147,000 1 29,694 1175 Aviation Place (2) Los Angeles - San Fernando Valley 4/25/2019 92,455 1 17,844 1245 Aviation Place (2) Los Angeles - San Fernando Valley 4/25/2019 132,936 1 26,055 635 8th Street (2) Los Angeles - San Fernando Valley 4/25/2019 72,250 1 14,659 10015 Waples Court (2) San Diego - Central County 4/25/2019 106,412 1 21,300 19100 Susana Road (2) Los Angeles - South Bay 4/30/2019 52,714 1 13,510 15385 Oxnard Street (2) Los Angeles - San Fernando Valley 5/3/2019 71,467 1 16,800 9750-9770 San Fernando Road (2) Los Angeles - San Fernando Valley 5/16/2019 35,624 1 7,440 218 Turnbull Canyon (2) Los Angeles - San Gabriel Valley 5/31/2019 190,900 1 27,100 The Merge (2)(4) San Bernardino - Inland Empire West 6/6/2019 — — 23,200 3340 San Fernando Road (2)(5) Los Angeles - San Fernando Valley 7/3/2019 — — 3,000 5725 Eastgate Drive (2) San Diego - Central County 7/31/2019 27,267 1 8,150 18115 Main Street (2) Los Angeles - South Bay 8/29/2019 42,270 1 6,750 3150 Ana Street (2) Los Angeles - South Bay 8/29/2019 105,970 1 18,800 1402 Avenida Del Oro (2)(6) San Diego - North County 8/30/2019 311,995 1 73,550 9607-9623 Imperial Highway (2) Los Angeles - Mid-Counties 9/5/2019 7,466 1 10,510 12200 Bellflower Boulevard (2) Los Angeles - Mid-Counties 9/5/2019 54,161 1 16,325 Storm Parkway (2) Los Angeles - South Bay 9/17/2019 267,503 8 66,165 2328 Teller Road (2) Ventura 9/25/2019 126,317 1 23,273 Total 2019 Wholly-Owned Property Acquisitions 3,524,109 43 $ 712,567 (1) Represents the gross contractual purchase price before prorations, closing costs and other acquisition related costs. (2) This acquisition was funded with available cash on hand. (3) In connection with this acquisition, we issued the seller 593,960 newly issued 4.43937% Cumulative Redeemable Convertible Preferred Units of partnership interest in the Operating Partnership. See Note 12 for additional details. (4) The Merge is a fully entitled development site on which we plan to construct a 334,000 rentable square foot six -building industrial complex. We have retained the seller as fee developer to construct the project. The purchase price includes $5.1 million of consideration held back in escrow to be released to the seller/developer upon meeting certain development milestones. (5) On July 3, 2019, we acquired the fee title to the parcel of land located at 3340 North San Fernando Road in Los Angeles, California for a contract price of $3.0 million . Prior to the acquisition, we leased the parcel of land from the seller under a long-term ground lease. See Note 6 for additional details related to the ground lease. (6) This acquisition was partially funded through a 1031 Exchange using $12.3 million of net cash proceeds from the sale of our properties located at (i) 2350-2384 Orangethorpe Avenue and 1631 Placentia Avenue and (ii) 939 Poinsettia Avenue - Unit 301 and available cash on hand. |
Summary of Fair Value of Amounts Recognized | The following table summarizes the fair value of amounts allocated to each major class of asset and liability for the acquisitions noted in the table above, as of the date of each acquisition (in thousands): 2019 Acquisitions Assets: Land $ 437,065 Buildings and improvements 258,306 Tenant improvements 4,163 Acquired lease intangible assets (1) 27,500 Other acquired assets (2) 511 Total assets acquired 727,545 Liabilities: Acquired lease intangible liabilities (3) 10,105 Other assumed liabilities (2) 4,275 Total liabilities assumed 14,380 Net assets acquired $ 713,165 (1) Acquired lease intangible assets is comprised of $25.8 million of in-place lease intangibles with a weighted average amortization period of 6.4 years and $1.7 million of above-market lease intangibles with a weighted average amortization period of 7.3 years. (2) Includes other working capital assets acquired and liabilities assumed at the time of acquisition. (3) Represents below-market lease intangibles with a weighted average amortization period of 7.0 years. |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Acquired Lease Intangible Assets and Liabilities | The following table summarizes our acquired lease intangible assets, including the value of in-place leases and above-market tenant leases, and our acquired lease intangible liabilities, including below-market tenant leases and above-market ground leases (in thousands): September 30, 2019 December 31, 2018 Acquired Lease Intangible Assets: In-place lease intangibles $ 144,255 $ 119,517 Accumulated amortization (82,662 ) (68,481 ) In-place lease intangibles, net $ 61,593 $ 51,036 Above-market tenant leases $ 12,843 $ 11,125 Accumulated amortization (7,326 ) (6,478 ) Above-market tenant leases, net $ 5,517 $ 4,647 Acquired lease intangible assets, net $ 67,110 $ 55,683 Acquired Lease Intangible Liabilities: Below-market tenant leases $ (76,038 ) $ (66,388 ) Accumulated accretion 19,887 13,778 Below-market tenant leases, net $ (56,151 ) $ (52,610 ) Above-market ground lease (1) $ — $ (290 ) Accumulated accretion (1) — 173 Above-market ground lease, net (1) $ — $ (117 ) Acquired lease intangible liabilities, net $ (56,151 ) $ (52,727 ) (1) In connection with the adoption of ASC 842 on January 1, 2019, we derecognized the net above-market ground lease intangible liability of $0.1 million and adjusted the carrying amount of the ground lease right-of-use asset by a corresponding amount. See Note 2 for additional details related to the adoption of ASC 842. |
Summary of Amortization or Accretion Recorded During the Period Related to Acquired Lease Intangibles | The following table summarizes the amortization related to our acquired lease intangible assets and liabilities for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 In-place lease intangibles (1) $ 5,572 $ 4,115 $ 15,224 $ 13,982 Net below-market tenant leases (2) $ (2,065 ) $ (1,615 ) $ (5,716 ) $ (4,330 ) Above-market ground lease (3) $ — $ (8 ) $ — $ (24 ) (1) The amortization of in-place lease intangibles is recorded to depreciation and amortization expense in the consolidated statements of operations for the periods presented. (2) The amortization of net below-market tenant leases is recorded as an increase to rental income in the consolidated statements of operations for the periods presented. (3) The accretion of the above-market ground lease is recorded as a decrease to property expenses in the consolidated statements of operations for the periods presented. |
Notes Payable (Tables)
Notes Payable (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Summary of Components and Significant Terms of Debt | The following table summarizes the balance of our indebtedness as of September 30, 2019 and December 31, 2018 (in thousands): September 30, 2019 December 31, 2018 Principal amount $ 860,999 $ 761,116 Less: unamortized discount and debt issuance costs (1) (3,311 ) (3,745 ) Carrying value $ 857,688 $ 757,371 (1) Excludes unamortized debt issuance costs related to our unsecured revolving credit facility, which are presented in the line item “Deferred loan costs, net” in the consolidated balance sheets. The following table summarizes the components and significant terms of our indebtedness as of September 30, 2019 , and December 31, 2018 (dollars in thousands): September 30, 2019 December 31, 2018 Principal Amount Unamortized Discount and Debt Issuance Costs Principal Amount Unamortized Discount and Debt Issuance Costs Contractual Maturity Date Stated Interest Rate (1) Effective Interest Rate (2) Secured Debt $60M Term Loan $ 58,499 $ (192 ) $ 58,499 $ (230 ) 8/1/2023 (3) LIBOR+1.70% 3.80 % Gilbert/La Palma (4) 2,500 (123 ) 2,617 (129 ) 3/1/2031 5.125 % 5.47 % Unsecured Debt $100M Term Loan Facility 100,000 (197 ) 100,000 (260 ) 2/14/2022 LIBOR+1.20% (5) 3.05 % (6) Revolving Credit Facility — — — — 2/12/2021 (7) LIBOR+1.10% (5)(8) 3.12 % $225M Term Loan Facility 225,000 (1,197 ) 225,000 (1,476 ) 1/14/2023 LIBOR+1.20% (5) 2.74 % (9) $150M Term Loan Facility 150,000 (907 ) 150,000 (1,028 ) 5/22/2025 LIBOR+1.50% (5) 4.37 % (10) $100M Notes 100,000 (443 ) 100,000 (500 ) 8/6/2025 4.29 % 4.37 % $125M Notes 125,000 (112 ) 125,000 (122 ) 7/13/2027 3.93 % 3.94 % $25M Series 2019A Notes 25,000 (35 ) — — 7/16/2029 3.88 % 3.89 % $75M Series 2019B Notes 75,000 (105 ) — — 7/16/2034 4.03 % 4.04 % Total $ 860,999 $ (3,311 ) $ 761,116 $ (3,745 ) (1) Reflects the contractual interest rate under the terms of the loan, as of September 30, 2019 . (2) Reflects the effective interest rate as of September 30, 2019 , which includes the effect of the amortization of discounts and debt issuance costs and the effect of interest rate swaps that are effective as of September 30, 2019 . (3) One 24 -month extension is available at the borrower’s option, subject to certain terms and conditions. (4) Monthly payments of interest and principal are based on a 20 -year amortization table. (5) The LIBOR margin will range from 1.20% to 1.70% per annum for the $100.0 million term loan facility, 1.10% to 1.50% per annum for the unsecured revolving credit facility, 1.20% to 1.70% per annum for the $225.0 million term loan facility and 1.50% to 2.20% per annum for the $150 million term loan facility, depending on the leverage ratio, which is the ratio of our outstanding consolidated indebtedness to the value of our consolidated gross asset value, which is measured on a quarterly basis. (6) As of September 30, 2019 , interest on the $100.0 million term loan facility has been effectively fixed through the use of an interest rate swap. See Note 7 for details. (7) Two additional six -month extensions are available at the borrower’s option, subject to certain terms and conditions. (8) The unsecured revolving credit facility is subject to an applicable facility fee which is calculated as a percentage of the total lenders’ commitment amount, regardless of usage. The applicable facility fee will range from 0.15% to 0.30% per annum depending upon our leverage ratio. (9) As of September 30, 2019 , interest on the $225.0 million term loan facility has been effectively fixed through the use of two interest rate swaps. See Note 7 for details. (10) As of September 30, 2019 , interest on the $150 million term loan facility has been effectively fixed through the use of an interest rate swap. See Note 7 for details. |
Summary of Future Minimum Debt Payments | Contractual Debt Maturities The following table summarizes the contractual debt maturities and scheduled amortization payments, excluding debt discounts and debt issuance costs, as of September 30, 2019 , and does not consider extension options available to us as noted in the table above (in thousands): October 1, 2019 - December 31, 2019 $ 41 2020 166 2021 566 2022 100,967 2023 282,518 Thereafter 476,741 Total $ 860,999 |
Operating Leases (Tables)
Operating Leases (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Future Minimum Base Rent Under Non-cancelable Operating Leases | The following table sets forth the undiscounted cash flows for future minimum base rents to be received under operating leases as of September 30, 2019 (in thousands): Twelve Months Ended September 30, 2020 $ 216,907 2021 184,685 2022 147,798 2023 115,489 2024 82,161 Thereafter 284,986 Total $ 1,032,026 |
Lease Cost | The tables below present financial information associated with our leases. This information is only presented as of, and for the three and nine months ended September 30, 2019 because, as previously noted, we adopted ASC 842 on a prospective basis which does not require application to periods prior to adoption. Lease Cost (in thousands) Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Operating lease cost (1) $ 250 $ 795 Variable lease cost (1) 10 33 Sublease income (2) (5 ) (163 ) Total lease cost $ 255 $ 665 (1) Amounts are included in “General and administrative” and “Property expenses” in the accompanying consolidated statement of operations. (2) Amount is included in “Rental income” in the accompanying consolidated statement of operations. Other Information (in thousands) Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Cash paid for amounts included in the measurement of operating lease liabilities $ 259 $ 781 Right-of-use assets obtained in exchange for new operating lease liabilities (1) $ — $ 6,720 (1) For the nine months ended September 30, 2019 , the reported amount includes $3.3 million for operating leases existing on January 1, 2019. Lease Term and Discount Rate September 30, 2019 Weighted-average remaining lease term 5 years Weighted-average discount rate (1) 3.91 % (1) Because the rate implicit in each of our leases was not readily determinable, we used our incremental borrowing rate. In determining our incremental borrowing rate for each lease, we considered recent rates on secured borrowings, observable risk-free interest rates and credit spreads correlating to our creditworthiness, the impact of collateralization and the term of each of our lease agreements. |
Maturities of Lease Liabilities | Maturities of lease liabilities as of September 30, 2019 were as follows (in thousands): October 1, 2019 - December 31, 2019 $ 181 2020 805 2021 888 2022 779 2023 807 Thereafter 894 Total undiscounted lease payments $ 4,354 Less imputed interest (436 ) Total lease liabilities $ 3,918 |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | The future minimum commitments under our office space leases and ground lease as of December 31, 2018, were as follows (in thousands): Office Leases Ground Lease 2019 $ 668 $ 144 2020 257 144 2021 167 144 2022 — 144 2023 — 144 Thereafter — 5,532 Total $ 1,092 $ 6,252 |
Interest Rate Swaps (Tables)
Interest Rate Swaps (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Interest Rate Swap Agreement | The following table sets forth a summary of our interest rate swaps at September 30, 2019 and December 31, 2018 (dollars in thousands): Current Notional Value (1) Fair Value of Interest Rate Derivative Assets /(Derivative Liabilities) (2) Derivative Instrument Effective Date Maturity Date LIBOR Interest Strike Rate September 30, 2019 December 31, 2018 September 30, 2019 December 31, 2018 Interest Rate Swap 1/15/2015 2/15/2019 1.8260 % $ — $ 30,000 $ — $ 25 Interest Rate Swap 7/15/2015 2/15/2019 2.0100 % $ — $ 28,108 $ — $ 17 Interest Rate Swap 2/14/2018 1/14/2022 1.3490 % $ 125,000 $ 125,000 $ 279 $ 3,974 Interest Rate Swap 8/14/2018 1/14/2022 1.4060 % $ 100,000 $ 100,000 $ 95 $ 3,023 Interest Rate Swap 12/14/2018 8/14/2021 1.7640 % $ 100,000 $ 100,000 $ (505 ) $ 1,731 Interest Rate Swap 7/22/2019 11/22/2024 2.7625 % $ 150,000 $ — $ (10,222 ) $ (2,351 ) (1) Represents the notional value of swaps that are effective as of the balance sheet date presented. (2) The fair value of derivative assets are included in the line item “Interest rate swap asset” in the accompanying consolidated balance sheets and the fair value of (derivative liabilities) are included in the line item “Interest rate swap liability” in the accompanying consolidated balance sheets. |
Summary of Impact of Interest Rate Swaps on Consolidated Financial Statements | The following table sets forth the impact of our interest rate swaps on our consolidated statements of operations for the periods presented (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Interest Rate Swaps in Cash Flow Hedging Relationships: Amount of (loss) gain recognized in AOCI on derivatives $ (2,642 ) $ 1,212 $ (14,678 ) $ 7,382 Amount of gain reclassified from AOCI into earnings under “Interest expense” $ 454 $ 397 $ 2,094 $ 505 Total interest expense presented in the Consolidated Statement of Operations in which the effects of cash flow hedges are recorded (line item “Interest expense”) $ 6,785 $ 6,456 $ 19,511 $ 18,760 |
Offsetting Assets | The following tables present information about the potential effects of netting if we were to offset our interest rate swap assets and interest rate swap liabilities in the accompanying consolidated balance sheets as of September 30, 2019 and December 31, 2018 (in thousands). Gross Amounts Not Offset in the Balance Sheet Offsetting of Derivative Assets Gross Amounts of Recognized Assets Gross Amounts Offset in the Balance Sheet Net Amounts of Assets Presented in the Balance Sheet Financial Instruments Cash Collateral Received Net Amount September 30, 2019 Interest rate swaps $ 374 $ — $ 374 $ — $ — $ 374 December 31, 2018 Interest rate swaps $ 8,770 $ — $ 8,770 $ — $ — $ 8,770 |
Offsetting Liabilities | Gross Amounts Not Offset in the Balance Sheet Offsetting of Derivative Liabilities Gross Amounts of Recognized Liabilities Gross Amounts Offset in the Balance Sheet Net Amounts of Assets Presented in the Balance Sheet Financial Instruments Cash Collateral Received Net Amount September 30, 2019 Interest rate swaps $ (10,727 ) $ — $ (10,727 ) $ — $ — $ (10,727 ) December 31, 2018 Interest rate swaps $ (2,351 ) $ — $ (2,351 ) $ — $ — $ (2,351 ) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Vale on a Recurring Basis by Level within Fair Value Hierarchy | The table below sets forth the estimated fair value of our interest rate swaps as of September 30, 2019 and December 31, 2018 , which we measure on a recurring basis by level within the fair value hierarchy (in thousands). Fair Value Measurement Using Total Fair Value Quoted Price in Active Markets for Identical Assets and Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) September 30, 2019 Interest Rate Swap Asset $ 374 $ — $ 374 $ — Interest Rate Swap Liability $ (10,727 ) $ — $ (10,727 ) $ — December 31, 2018 Interest Rate Swap Asset $ 8,770 $ — $ 8,770 $ — Interest Rate Swap Liability $ (2,351 ) $ — $ (2,351 ) $ — |
Carrying Value and Estimated Fair Value of Notes Payable | The table below sets forth the carrying value and the estimated fair value of our notes payable as of September 30, 2019 and December 31, 2018 (in thousands): Fair Value Measurement Using Liabilities Total Fair Value Quoted Price in Active Markets for Identical Assets and Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Carrying Value Notes Payable at: September 30, 2019 $ 889,126 $ — $ — $ 889,126 $ 857,688 December 31, 2018 $ 759,491 $ — $ — $ 759,491 $ 757,371 |
Dispositions and Real Estate _2
Dispositions and Real Estate Held for Sale (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Properties Sold | The following table summarizes information related to the property and industrial unit that we sold during the nine months ended September 30, 2019 . Property Submarket Date of Disposition Rentable Square Feet Contractual Sales Price (1) (in thousands) Gain Recorded (in thousands) 2350-2384 Orangethorpe Avenue and 1631 Placentia Avenue North Orange County 6/27/2019 62,395 $11,575 $4,810 939 Poinsettia Avenue - Unit 301 North San Diego 7/31/2019 6,562 $1,263 $895 Total 68,957 $12,838 $5,705 (1) Represents the gross contractual sales price before commissions, prorations and other closing costs. |
Disclosure of Assets and Liabilities Associated with Real Estate Held for Sale | The following table summarizes the major classes of assets and liabilities associated with Golden Valley as of September 30, 2019 (in thousands): September 30, 2019 Land $ 2,372 Buildings and improvements 2,674 Tenant improvements 296 Real estate held for sale 5,342 Accumulated depreciation (824 ) Real estate held for sale, net 4,518 Other assets associated with real estate held for sale 64 Total assets associated with real estate held for sale, net $ 4,582 Tenant security deposits $ 102 Other liabilities associated with real estate held for sale 33 Total liabilities associated with real estate held for sale, net $ 135 |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Schedule of Unvested Restricted Stock Activity | The following table sets forth our share-based award activity for the nine months ended September 30, 2019 : Unvested Awards Restricted Common Stock LTIP Units Performance Units Balance at January 1, 2019 200,398 327,048 591,767 Granted 110,190 59,515 — Forfeited (15,712 ) — — Vested (1) (79,881 ) (52,385 ) — Balance at September 30, 2019 214,995 334,178 591,767 (1) During the nine months ended September 30, 2019 , 24,132 shares of the Company’s common stock were tendered in accordance with the terms of the Plan to satisfy minimum statutory tax withholding requirements associated with the vesting of restricted shares of common stock. |
Vesting Schedule of the Unvested Shares of Restricted Stock Outstanding | The following table sets forth the vesting schedule of all unvested share-based awards outstanding as of September 30, 2019 : Unvested Awards Restricted LTIP Units Performance Units (1) October 1, 2019 - December 31, 2019 1,396 156,009 199,000 2020 88,304 120,001 188,250 2021 59,498 49,950 204,517 2022 43,062 5,660 — 2023 22,735 2,558 — Total 214,995 334,178 591,767 (1) Represents the maximum number of Performance Units that would become earned and vested on December 28, 2019 and December 14, 2020, in the event that the specified maximum total shareholder return (“TSR”) hurdles are achieved over the three-year performance period from December 29, 2016 through December 28, 2019 and the three-year performance period from December 15, 2017 through December 14, 2020, respectively, and the maximum number of Performance Units that would become earned and vested on December 31, 2021 in the event that the specified maximum TSR and FFO per share growth hurdles are achieved over the three-year performance period from January 1, 2019 through December 31, 2021. |
Shareholders' Equity and Share-based Payments | The following table sets forth the amounts expensed and capitalized for all share-based awards for the reported periods presented below (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Expensed share-based compensation (1) $ 2,668 $ 2,243 $ 7,956 $ 7,866 Capitalized share-based compensation (2) 48 73 124 183 Total share-based compensation $ 2,716 $ 2,316 $ 8,080 $ 8,049 (1) Amounts expensed are included in “General and administrative” and “Property expenses” in the accompanying consolidated statements of operations. (2) For the three and nine months ended September 30, 2018 , amounts capitalized relate to employees who provide construction or leasing services, and are included in “Building and improvements” and “Deferred leasing costs, net” in the consolidated balance sheets. For the three and nine months ended September 30, 2019 , amounts capitalized only relate to employees who provide construction services, and are included in “Building and improvements” in the consolidated balance sheets. |
Summary of the Components of Changes in Accumulated Other Comprehensive Loss | The following table summarizes the changes in our AOCI balance for the nine months ended September 30, 2019 and 2018 , which consists solely of adjustments related to our cash flow hedges (in thousands): Nine Months Ended September 30, 2019 2018 Accumulated other comprehensive income - beginning balance $ 6,262 $ 6,799 Other comprehensive (loss) income before reclassifications (14,678 ) 7,382 Amounts reclassified from accumulated other comprehensive income to interest expense (2,094 ) (505 ) Net current period other comprehensive (loss) income (16,772 ) 6,877 Less other comprehensive loss (income) attributable to noncontrolling interests 378 (118 ) Other comprehensive (loss) income attributable to common stockholders (16,394 ) 6,759 Accumulated other comprehensive (loss) income - ending balance $ (10,132 ) $ 13,558 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share (in thousands, except share and per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Numerator: Net income $ 12,948 $ 8,965 $ 39,619 $ 31,868 Less: Preferred stock dividends (2,572 ) (2,423 ) (7,419 ) (7,270 ) Less: Net income attributable to noncontrolling interests (518 ) (141 ) (1,288 ) (588 ) Less: Net income attributable to participating securities (112 ) (94 ) (339 ) (285 ) Net income attributable to common stockholders $ 9,746 $ 6,307 $ 30,573 $ 23,725 Denominator: Weighted average shares of common stock outstanding – basic 109,645,216 91,463,594 104,653,218 84,407,429 Effect of dilutive securities - performance units 428,858 481,612 360,906 518,043 Weighted average shares of common stock outstanding – diluted 110,074,074 91,945,206 105,014,124 84,925,472 Earnings per share — Basic Net income attributable to common stockholders $ 0.09 $ 0.07 $ 0.29 $ 0.28 Earnings per share — Diluted Net income attributable to common stockholders $ 0.09 $ 0.07 $ 0.29 $ 0.28 |
Organization (Detail)
Organization (Detail) ft² in Millions | Sep. 30, 2019ft²property |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of real estate properties | property | 205 |
Area of real estate property (square feet) | ft² | 24.8 |
Number of real estate properties additionally managed | property | 19 |
Area of real estate property additionally managed | ft² | 1 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Detail) - USD ($) | Jan. 01, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 |
Summary Of Significant Accounting Policies [Line Items] | |||||
Interest costs capitalized | $ 1,300,000 | $ 700,000 | $ 3,000,000 | $ 1,600,000 | |
Real estate taxes and insurance costs capitalized | 400,000 | 200,000 | $ 1,000,000 | 700,000 | |
REIT annual taxable income distribution requirement percentage | 90.00% | ||||
Adjustment to rental income resulting from lease collectability assessment | 300,000 | 500,000 | $ 800,000 | 800,000 | |
Cumulative effect of adoption of ASC 842 | (222,000) | ||||
Income tax provision | 0 | 0 | |||
Construction Employees | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Compensation costs capitalized | $ 700,000 | 600,000 | $ 1,900,000 | 1,600,000 | |
Leasing Employees | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Compensation costs capitalized | $ 300,000 | $ 700,000 | |||
Minimum | Office Leases | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Estimated remaining life | 10 years | ||||
Minimum | Site Improvements | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Estimated remaining life | 5 years | ||||
Maximum | Office Leases | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Estimated remaining life | 30 years | ||||
Maximum | Site Improvements | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Estimated remaining life | 20 years | ||||
Measurement Input, Discount Rate | Minimum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Acquired property, measurement input | 5.75% | 5.75% | |||
Measurement Input, Discount Rate | Maximum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Acquired property, measurement input | 7.75% | 7.75% | |||
Measurement Input, Cap Rate | Minimum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Acquired property, measurement input | 4.50% | 4.50% | |||
Measurement Input, Cap Rate | Maximum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Acquired property, measurement input | 7.25% | 7.25% | |||
Property Average Lease Up Period | Minimum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Estimated average lease-up period | 6 months | ||||
Property Average Lease Up Period | Maximum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Estimated average lease-up period | 12 months | ||||
Accounting Standards Update 2016-02 | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Cumulative effect of adoption of ASC 842 | $ (200,000) |
Investments in Real Estate - Su
Investments in Real Estate - Summary of Acquired Wholly Owned Industrial Properties (Detail) $ in Thousands | Aug. 30, 2019USD ($) | Apr. 10, 2019shares | Sep. 30, 2019USD ($)ft²building | Sep. 30, 2018USD ($) |
Business Acquisition [Line Items] | ||||
Rentable Square Feet | ft² | 3,524,109 | |||
Number of Buildings | building | 43 | |||
Acquisition Purchase Price | $ 712,567 | |||
Purchase price | $ 684,880 | $ 363,542 | ||
12821 Knott Street | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Jan. 15, 2019 | |||
Rentable Square Feet | ft² | 120,800 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 19,800 | |||
28510 Industry Drive | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Jan. 17, 2019 | |||
Rentable Square Feet | ft² | 46,778 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 7,765 | |||
Conejo Spectrum Business Park | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Jan. 28, 2019 | |||
Rentable Square Feet | ft² | 531,378 | |||
Number of Buildings | building | 9 | |||
Acquisition Purchase Price | $ 106,250 | |||
2455 Ash Street | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Mar. 5, 2019 | |||
Rentable Square Feet | ft² | 42,508 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 6,680 | |||
25413 Rye Canyon Road | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Mar. 12, 2019 | |||
Rentable Square Feet | ft² | 48,075 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 5,529 | |||
1515 East 15th Street, Los Angeles, California | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Apr. 10, 2019 | |||
Rentable Square Feet | ft² | 238,015 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 28,100 | |||
1515 East 15th Street, Los Angeles, California | Series 1 CPOP Units | ||||
Business Acquisition [Line Items] | ||||
Acquisition, preferred units issued (in units) | shares | 593,960 | |||
Preferred Unit, Distribution Rate, Percentage | 4.43937% | |||
13890 East Nelson Avenue, Industry, California | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Apr. 12, 2019 | |||
Rentable Square Feet | ft² | 256,993 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 41,810 | |||
445-449 Freedom Avenue, Orange, California | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Apr. 12, 2019 | |||
Rentable Square Feet | ft² | 92,647 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 17,960 | |||
2270 Camino Vida Roble, Carlsbad, California | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Apr. 12, 2019 | |||
Rentable Square Feet | ft² | 106,311 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 16,791 | |||
980 Rancheros Drive, San Marcos, California | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Apr. 16, 2019 | |||
Rentable Square Feet | ft² | 48,878 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 7,895 | |||
1145 Arroyo Avenue | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Apr. 25, 2019 | |||
Rentable Square Feet | ft² | 147,019 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 29,862 | |||
1150 Aviation Place | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Apr. 25, 2019 | |||
Rentable Square Feet | ft² | 147,000 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 29,694 | |||
1175 Aviation Place | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Apr. 25, 2019 | |||
Rentable Square Feet | ft² | 92,455 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 17,844 | |||
1245 Aviation Place | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Apr. 25, 2019 | |||
Rentable Square Feet | ft² | 132,936 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 26,055 | |||
635 8th Street | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Apr. 25, 2019 | |||
Rentable Square Feet | ft² | 72,250 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 14,659 | |||
10015 Waples Court | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Apr. 25, 2019 | |||
Rentable Square Feet | ft² | 106,412 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 21,300 | |||
19100 Susana Road | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Apr. 30, 2019 | |||
Rentable Square Feet | ft² | 52,714 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 13,510 | |||
15385 Oxnard Street | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | May 3, 2019 | |||
Rentable Square Feet | ft² | 71,467 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 16,800 | |||
9750-9770 San Fernando Road | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | May 16, 2019 | |||
Rentable Square Feet | ft² | 35,624 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 7,440 | |||
218 Turnbull Canyon | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | May 31, 2019 | |||
Rentable Square Feet | ft² | 190,900 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 27,100 | |||
The Merge | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Jun. 6, 2019 | |||
Rentable Square Feet | ft² | 0 | |||
Number of Buildings | building | 0 | |||
Acquisition Purchase Price | $ 23,200 | |||
Future rentable area | ft² | 334,000 | |||
Buildings to be constructed | building | 6 | |||
Purchase Price Developer Escrow Holdback | $ 5,100 | |||
3340 North San Fernando Road, Los Angeles, California | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Jul. 3, 2019 | |||
Rentable Square Feet | ft² | 0 | |||
Number of Buildings | building | 0 | |||
Acquisition Purchase Price | $ 3,000 | |||
5725 Eastgate Drive, San Diego, California | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Jul. 31, 2019 | |||
Rentable Square Feet | ft² | 27,267 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 8,150 | |||
18115 Main Street | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Aug. 29, 2019 | |||
Rentable Square Feet | ft² | 42,270 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 6,750 | |||
3150 Ana Street | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Aug. 29, 2019 | |||
Rentable Square Feet | ft² | 105,970 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 18,800 | |||
1402 Avenida Del Oro | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Aug. 30, 2019 | |||
Rentable Square Feet | ft² | 311,995 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 73,550 | |||
9607-9623 Imperial Highway | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Sep. 5, 2019 | |||
Rentable Square Feet | ft² | 7,466 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 10,510 | |||
12200 Bellflower Boulevard | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Sep. 5, 2019 | |||
Rentable Square Feet | ft² | 54,161 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 16,325 | |||
Storm Parkway | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Sep. 17, 2019 | |||
Rentable Square Feet | ft² | 267,503 | |||
Number of Buildings | building | 8 | |||
Acquisition Purchase Price | $ 66,165 | |||
2328 Teller Road | ||||
Business Acquisition [Line Items] | ||||
Date of Acquisition | Sep. 25, 2019 | |||
Rentable Square Feet | ft² | 126,317 | |||
Number of Buildings | building | 1 | |||
Acquisition Purchase Price | $ 23,273 | |||
Like Kind Exchange, Qualified Under IRS Section 1031 | 1402 Avenida Del Oro | ||||
Business Acquisition [Line Items] | ||||
Purchase price | $ 12,300 |
Investments in Real Estate - _2
Investments in Real Estate - Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
ASSETS | |
Land | $ 437,065 |
Buildings and improvements | 258,306 |
Tenant improvements | 4,163 |
Acquired lease intangible assets | 27,500 |
Other acquired assets | 511 |
Total assets acquired | 727,545 |
Liabilities | |
Acquired lease intangible liabilities | 10,105 |
Other assumed liabilities | 4,275 |
Total liabilities assumed | 14,380 |
Net assets acquired | $ 713,165 |
Intangible Assets [Abstract] | |
Below-market lease intangibles, weighted average amortization period | 7 years |
In-place lease intangibles | |
Intangible Assets [Abstract] | |
In-place lease intangibles | $ 25,800 |
Weighted average amortization period | 6 years 4 months 24 days |
Above-market tenant leases | |
Intangible Assets [Abstract] | |
Weighted average amortization period | 7 years 3 months 18 days |
Above-market lease intangibles | $ 1,700 |
Intangible Assets - Summary of
Intangible Assets - Summary of Acquired Lease Intangible Assets and Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Acquired Finite Lived Intangible Assets [Line Items] | |||
Acquired lease intangible assets, net | $ 67,110 | $ 55,683 | |
Acquired lease intangible liabilities, net | (56,151) | (52,727) | |
In-place lease intangibles | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Acquired lease intangible assets, gross | 144,255 | 119,517 | |
Accumulated amortization | (82,662) | (68,481) | |
Acquired lease intangible assets, net | 61,593 | 51,036 | |
Above-market tenant leases | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Acquired lease intangible assets, gross | 12,843 | 11,125 | |
Accumulated amortization | (7,326) | (6,478) | |
Acquired lease intangible assets, net | 5,517 | 4,647 | |
Below-market tenant leases | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Acquired lease intangible liabilities, gross | (76,038) | (66,388) | |
Accumulated accretion | 19,887 | 13,778 | |
Acquired lease intangible liabilities, net | (56,151) | (52,610) | |
Above-market ground lease | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Acquired lease intangible liabilities, gross | 0 | (290) | |
Accumulated accretion | 0 | 173 | |
Acquired lease intangible liabilities, net | $ 0 | $ (117) | |
Accounting Standards Update 2016-02 [Member] | Above-market ground lease | |||
Acquired Finite Lived Intangible Assets [Line Items] | |||
Acquired lease intangible liabilities, net | $ (100) |
Intangible Assets - Summary o_2
Intangible Assets - Summary of Amortization or Accretion Recorded During the Period Related to Acquired Lease Intangibles (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization of (below) above market lease intangibles, net | $ (5,716) | $ (4,354) | ||
In-place lease intangibles | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization of in-place lease intangibles | $ 5,572 | $ 4,115 | 15,224 | 13,982 |
Net below market tenant leases | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Amortization of (below) above market lease intangibles, net | (2,065) | (1,615) | (5,716) | (4,330) |
Above-market ground lease | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Accretion of above-market ground lease intangibles | $ 0 | $ (8) | $ 0 | $ (24) |
Notes Payable - Summary of Debt
Notes Payable - Summary of Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Principal amount | $ 860,999 | $ 761,116 |
Less: unamortized discount and deferred loan costs | (3,311) | (3,745) |
Carrying value | 857,688 | 757,371 |
Reported Value Measurement | ||
Debt Instrument [Line Items] | ||
Carrying value | $ 857,688 | $ 757,371 |
Notes Payable - Summary of Comp
Notes Payable - Summary of Components and Significant Terms of Debt (Detail) $ in Thousands | May 22, 2018 | Feb. 14, 2017 | Sep. 30, 2019USD ($)swapextension | Jul. 16, 2019USD ($) | Dec. 31, 2018USD ($) |
Debt Instrument [Line Items] | |||||
Principal amount | $ 860,999 | $ 761,116 | |||
Less: unamortized discount and deferred loan costs | (3,311) | (3,745) | |||
Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Principal amount | 0 | 0 | |||
Less: unamortized discount and deferred loan costs | $ 0 | 0 | |||
Contractual Maturity Date | Feb. 12, 2021 | ||||
Number of extensions | extension | 2 | ||||
Extension period | 6 months | ||||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Description of variable rate basis | LIBOR | ||||
Basis spread on variable rate | 1.10% | ||||
Effective Interest Rate | 3.12% | ||||
Number of extensions | extension | 2 | ||||
Revolving Credit Facility | Minimum | |||||
Debt Instrument [Line Items] | |||||
Commitment fee percentage | 0.15% | ||||
Revolving Credit Facility | Minimum | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.10% | ||||
Revolving Credit Facility | Maximum | |||||
Debt Instrument [Line Items] | |||||
Commitment fee percentage | 0.30% | ||||
Revolving Credit Facility | Maximum | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.50% | ||||
Gilbert/La Palma | Fixed Rate Debt | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 2,500 | 2,617 | |||
Less: unamortized discount and deferred loan costs | $ (123) | (129) | |||
Contractual Maturity Date | Mar. 1, 2031 | ||||
Stated Interest Rate | 5.125% | ||||
Effective Interest Rate | 5.47% | ||||
Amortization period | 20 years | ||||
$60M Term Loan | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Extension period | 24 months | ||||
$60M Term Loan | Term Loan | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 58,499 | 58,499 | |||
Less: unamortized discount and deferred loan costs | $ (192) | (230) | |||
Contractual Maturity Date | Aug. 1, 2023 | ||||
$60M Term Loan | Term Loan | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Description of variable rate basis | LIBOR | ||||
Basis spread on variable rate | 1.70% | ||||
Effective Interest Rate | 3.80% | ||||
Number of extensions | extension | 1 | ||||
$100M Term Loan Facility | Minimum | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.20% | ||||
Number of derivative instruments | swap | 1 | ||||
$100M Term Loan Facility | Maximum | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.70% | ||||
$100M Term Loan Facility | Term Loan | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 100,000 | 100,000 | |||
Less: unamortized discount and deferred loan costs | $ (197) | (260) | |||
Contractual Maturity Date | Feb. 14, 2022 | ||||
$100M Term Loan Facility | Term Loan | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 100,000 | ||||
Description of variable rate basis | LIBOR | ||||
Basis spread on variable rate | 1.20% | ||||
Effective Interest Rate | 3.05% | ||||
$100M Term Loan Facility | Term Loan | Minimum | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.20% | ||||
$100M Term Loan Facility | Term Loan | Maximum | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.70% | ||||
$225M Term Loan Facility | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Number of derivative instruments | swap | 2 | ||||
$225M Term Loan Facility | Minimum | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Number of derivative instruments | swap | 2 | ||||
$225M Term Loan Facility | Term Loan | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 225,000 | 225,000 | |||
Less: unamortized discount and deferred loan costs | $ (1,197) | (1,476) | |||
Contractual Maturity Date | Jan. 14, 2023 | ||||
$225M Term Loan Facility | Term Loan | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Description of variable rate basis | LIBOR | ||||
Basis spread on variable rate | 1.20% | ||||
Effective Interest Rate | 2.74% | ||||
$225M Term Loan Facility | Term Loan | Minimum | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.20% | ||||
$225M Term Loan Facility | Term Loan | Maximum | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.70% | ||||
$150M Term Loan Facility | Term Loan | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 150,000 | 150,000 | |||
Less: unamortized discount and deferred loan costs | $ (907) | (1,028) | |||
Contractual Maturity Date | May 22, 2025 | ||||
$150M Term Loan Facility | Term Loan | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Description of variable rate basis | LIBOR | ||||
Basis spread on variable rate | 1.50% | ||||
Effective Interest Rate | 4.37% | ||||
$150M Term Loan Facility | Term Loan | Minimum | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.50% | ||||
$150M Term Loan Facility | Term Loan | Maximum | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2.20% | ||||
$100M Notes | Senior notes | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 100,000 | 100,000 | |||
Less: unamortized discount and deferred loan costs | $ (443) | (500) | |||
Contractual Maturity Date | Aug. 6, 2025 | ||||
Stated Interest Rate | 4.29% | ||||
Effective Interest Rate | 4.37% | ||||
$125M Notes | Senior notes | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 125,000 | 125,000 | |||
Less: unamortized discount and deferred loan costs | $ (112) | (122) | |||
Contractual Maturity Date | Jul. 13, 2027 | ||||
Stated Interest Rate | 3.93% | ||||
Effective Interest Rate | 3.94% | ||||
$25M Series 2019A Notes | Senior notes | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 25,000 | $ 25,000 | 0 | ||
Less: unamortized discount and deferred loan costs | $ (35) | 0 | |||
Contractual Maturity Date | Jul. 16, 2029 | ||||
Stated Interest Rate | 3.88% | ||||
Effective Interest Rate | 3.89% | ||||
$75M Series 2019B Notes | Senior notes | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 75,000 | $ 75,000 | 0 | ||
Less: unamortized discount and deferred loan costs | $ (105) | $ 0 | |||
Contractual Maturity Date | Jul. 16, 2034 | ||||
Stated Interest Rate | 4.03% | ||||
Effective Interest Rate | 4.04% |
Notes Payable - Summary of Futu
Notes Payable - Summary of Future Minimum Debt Payments (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Debt Disclosure [Abstract] | ||
October 1, 2019 - December 31, 2019 | $ 41 | |
2020 | 166 | |
2021 | 566 | |
2022 | 100,967 | |
2023 | 282,518 | |
Thereafter | 476,741 | |
Total | $ 860,999 | $ 761,116 |
Notes Payable - Additional Info
Notes Payable - Additional Information (Detail) | Feb. 14, 2017USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2019USD ($)extension | Jul. 16, 2019USD ($) | Dec. 31, 2018USD ($) |
Debt Instrument [Line Items] | |||||
Principal amount | $ 860,999,000 | $ 860,999,000 | $ 761,116,000 | ||
450 Million Senior Credit Facility | Federal Funds Purchased | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.50% | ||||
450 Million Senior Credit Facility | Eurodollar | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.00% | ||||
Unsecured Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Number of extensions | extension | 2 | ||||
Unsecured Revolving Credit Facility | Minimum | |||||
Debt Instrument [Line Items] | |||||
Commitment fee percentage if pricing structure is converted to be based on an investment-grade rating | 0.125% | ||||
Unsecured Revolving Credit Facility | Maximum | |||||
Debt Instrument [Line Items] | |||||
Commitment fee percentage if pricing structure is converted to be based on an investment-grade rating | 0.30% | ||||
Unsecured Revolving Credit Facility | Base Rate | Minimum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.10% | ||||
Basis spread on variable rate if additional investment grade rating attained | 0.00% | ||||
Unsecured Revolving Credit Facility | Base Rate | Maximum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.50% | ||||
Basis spread on variable rate if additional investment grade rating attained | 0.55% | ||||
Unsecured Revolving Credit Facility | Thirty-day LIBOR plus | Minimum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.10% | ||||
Basis spread on variable rate if additional investment grade rating attained | 0.825% | ||||
Unsecured Revolving Credit Facility | Thirty-day LIBOR plus | Maximum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.50% | ||||
Basis spread on variable rate if additional investment grade rating attained | 1.55% | ||||
$100M Term Loan Facility | Base Rate | Minimum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.20% | ||||
Basis spread on variable rate if additional investment grade rating attained | 0.00% | ||||
$100M Term Loan Facility | Base Rate | Maximum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.70% | ||||
Basis spread on variable rate if additional investment grade rating attained | 0.75% | ||||
$100M Term Loan Facility | Thirty-day LIBOR plus | Minimum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.20% | ||||
Basis spread on variable rate if additional investment grade rating attained | 0.90% | ||||
$100M Term Loan Facility | Thirty-day LIBOR plus | Maximum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.70% | ||||
Basis spread on variable rate if additional investment grade rating attained | 1.75% | ||||
$60M Term Loan | |||||
Debt Instrument [Line Items] | |||||
Debt service coverage ratio | 110.00% | ||||
$60M Term Loan | Thirty-day LIBOR plus | |||||
Debt Instrument [Line Items] | |||||
Extension period | 24 months | ||||
Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 0 | $ 0 | 0 | ||
Contractual Maturity Date | Feb. 12, 2021 | ||||
Number of extensions | extension | 2 | ||||
Extension period | 6 months | ||||
Revolving Credit Facility | Minimum | |||||
Debt Instrument [Line Items] | |||||
Commitment fee percentage | 0.15% | ||||
Revolving Credit Facility | Maximum | |||||
Debt Instrument [Line Items] | |||||
Commitment fee percentage | 0.30% | ||||
Revolving Credit Facility | Thirty-day LIBOR plus | |||||
Debt Instrument [Line Items] | |||||
Number of extensions | extension | 2 | ||||
Basis spread on variable rate | 1.10% | ||||
Revolving Credit Facility | Thirty-day LIBOR plus | Minimum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.10% | ||||
Revolving Credit Facility | Thirty-day LIBOR plus | Maximum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.50% | ||||
Term Loan | $100M Term Loan Facility | |||||
Debt Instrument [Line Items] | |||||
Principal amount | 100,000,000 | $ 100,000,000 | 100,000,000 | ||
Contractual Maturity Date | Feb. 14, 2022 | ||||
Term Loan | $100M Term Loan Facility | Thirty-day LIBOR plus | |||||
Debt Instrument [Line Items] | |||||
Principal amount | 100,000,000 | $ 100,000,000 | |||
Basis spread on variable rate | 1.20% | ||||
Term Loan | $100M Term Loan Facility | Thirty-day LIBOR plus | Minimum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.20% | ||||
Term Loan | $100M Term Loan Facility | Thirty-day LIBOR plus | Maximum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.70% | ||||
Term Loan | $60M Term Loan | |||||
Debt Instrument [Line Items] | |||||
Principal amount | 58,499,000 | $ 58,499,000 | 58,499,000 | ||
Contractual Maturity Date | Aug. 1, 2023 | ||||
Term Loan | $60M Term Loan | Thirty-day LIBOR plus | |||||
Debt Instrument [Line Items] | |||||
Number of extensions | extension | 1 | ||||
Basis spread on variable rate | 1.70% | ||||
Senior notes | $25M Series 2019A Notes | |||||
Debt Instrument [Line Items] | |||||
Principal amount | 25,000,000 | $ 25,000,000 | $ 25,000,000 | 0 | |
Fixed interest rate | 3.88% | ||||
Contractual Maturity Date | Jul. 16, 2029 | ||||
Senior notes | $75M Series 2019B Notes | |||||
Debt Instrument [Line Items] | |||||
Principal amount | 75,000,000 | $ 75,000,000 | $ 75,000,000 | $ 0 | |
Fixed interest rate | 4.03% | ||||
Contractual Maturity Date | Jul. 16, 2034 | ||||
Series 2019A and 2019B Notes | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 100,000,000 | ||||
Prepayment of principal, minimum | $ 2,500,000 | ||||
Prepayment percentage | 100.00% | ||||
Line of Credit | Revolving Credit Facility | Unsecured Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Credit facility maximum future borrowing capacity | $ 350,000,000 | ||||
Line of Credit | Term Loan | $100M Term Loan Facility | |||||
Debt Instrument [Line Items] | |||||
Credit facility maximum future borrowing capacity | 100,000,000 | ||||
Line of Credit | Unsecured Credit Facility | 450 Million Senior Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Credit facility maximum future borrowing capacity | 450,000,000 | ||||
Debt instrument - contingent additional borrowings | $ 550,000,000 | ||||
$100M Notes | |||||
Debt Instrument [Line Items] | |||||
Principal amount | 100,000,000 | $ 100,000,000 | |||
$125M senior notes | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 125,000,000 | $ 125,000,000 | |||
Credit Facility And Term Loan Facility, 225 and 150 Million | |||||
Debt Instrument [Line Items] | |||||
Maximum ratio of secured debt to total asset value | 45.00% | 45.00% | |||
Senior Notes, 100 Million, 125 Million, Series 2019A and Series 2019B | |||||
Debt Instrument [Line Items] | |||||
Maximum ratio of secured debt to total asset value | 40.00% | 40.00% | |||
Unsecured Credit Facility | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Additional availability | $ 350,000,000 | $ 350,000,000 | |||
The Credit Facility, $225 Million Term Loan Facility, $150 Million Term Loan Facility, $100 Million Notes, $125 Million Notes, Series 2019A and Series 2019B Notes | |||||
Debt Instrument [Line Items] | |||||
Maximum ratio of total indebtedness to total asset value | 60.00% | 60.00% | |||
Maximum ratio of recourse debt to total asset | 15.00% | 15.00% | |||
Minimum tangible net worth required | $ 760,740,750 | $ 760,740,750 | |||
Minimum percentage of equity proceeds to be used in minimum tangible net worth calculation | 75.00% | 75.00% | |||
Minimum ratio of EBITDA to fixed charges | 1.5 | 1.5 | |||
Maximum ratio of unsecured debt to the value of the unencumbered asset pool | 60.00% | 60.00% | |||
Minimum ratio of NOI unsecured interest expense | 1.75 | 1.75 | |||
Funds from operations percentage | 95.00% |
Operating Leases - Narrative (D
Operating Leases - Narrative (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Jul. 02, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Jan. 01, 2019 | |
Lessee, Lease, Description [Line Items] | ||||||
Operating Lease Fixed And Variable Lease Payments | $ 65,000,000 | $ 184,500,000 | ||||
Operating Lease, Lease Income, Lease Payments | 54,400,000 | 154,600,000 | ||||
Variable lease payments | 10,600,000 | 29,900,000 | ||||
Lease liabilities | 3,918,000 | 3,918,000 | $ 3,600,000 | |||
Right-of-use assets | $ 3,700,000 | 3,700,000 | $ 3,300,000 | |||
Right of use asset obtained in exchange for operating lease liability upon implementation of ASC 842 on January 1, 2019 | $ 3,262,000 | $ 0 | ||||
Ground Lease | ||||||
Lessee, Lease, Description [Line Items] | ||||||
Ground lease expiration date | Jun. 1, 2062 | |||||
Rent adjustment term | 10 years | |||||
Rent adjustment percentage | 8.00% | |||||
Minimum monthly rent expense | $ 12,000 | |||||
Minimum | Office Leases | ||||||
Lessee, Lease, Description [Line Items] | ||||||
Remaining lease term | 1 year | |||||
Renewal term | 3 years | 3 years | ||||
Maximum | Office Leases | ||||||
Lessee, Lease, Description [Line Items] | ||||||
Remaining lease term | 5 years | |||||
Renewal term | 5 years | 5 years | ||||
Ground Lease | ||||||
Lessee, Lease, Description [Line Items] | ||||||
Operating Leases, Rent Expense | $ 36,000 | 100,000 | ||||
Office Lease | ||||||
Lessee, Lease, Description [Line Items] | ||||||
Operating Leases, Rent Expense | $ 200,000 | $ 500,000 |
Operating Leases - Future Minim
Operating Leases - Future Minimum Base Rents Under Operating Leases - Rolling Twelve Months (Detail) $ in Thousands | Sep. 30, 2019USD ($) |
Operating Leases, Future Minimum Payments Receivable [Abstract] | |
2020 | $ 216,907 |
2021 | 184,685 |
2022 | 147,798 |
2023 | 115,489 |
2024 | 82,161 |
Thereafter | 284,986 |
Total | $ 1,032,026 |
Operating Leases - Lease Cost (
Operating Leases - Lease Cost (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 250 | $ 795 |
Variable lease cost | 10 | 33 |
Sublease income | (5) | (163) |
Total lease cost | $ 255 | $ 665 |
Operating Leases - Other Inform
Operating Leases - Other Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Leases [Abstract] | ||
Cash paid for amounts included in the measurement of operating lease liabilities | $ 259 | $ 781 |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 0 | $ 6,720 |
Operating Leases - Lease Term a
Operating Leases - Lease Term and Discount Rate (Detail) | Sep. 30, 2019 |
Leases [Abstract] | |
Weighted-average remaining lease term | 5 years |
Weighted-average discount rate | 3.91% |
Operating Leases - Lease Liabil
Operating Leases - Lease Liability Maturities (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Lessee, Lease, Description [Line Items] | |||
October 1, 2019 - December 31, 2019 | $ 181 | ||
2020 | 805 | ||
2021 | 888 | ||
2022 | 779 | ||
2023 | 807 | ||
Thereafter | 894 | ||
Total undiscounted lease payments | 4,354 | ||
Less imputed interest | (436) | ||
Total lease liabilities | $ 3,918 | $ 3,600 | |
Office Leases | |||
Lessee, Lease, Description [Line Items] | |||
2019 | $ 668 | ||
2020 | 257 | ||
2021 | 167 | ||
2022 | 0 | ||
2023 | 0 | ||
Thereafter | 0 | ||
Total | 1,092 | ||
Ground Lease | |||
Lessee, Lease, Description [Line Items] | |||
2019 | 144 | ||
2020 | 144 | ||
2021 | 144 | ||
2022 | 144 | ||
2023 | 144 | ||
Thereafter | 5,532 | ||
Total | $ 6,252 |
Interest Rate Swaps - Summary o
Interest Rate Swaps - Summary of Interest Rate Swap Agreements (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | |
Interest Rate Swap $30M Notional Effective January 15, 2015 | ||
Derivative [Line Items] | ||
Interest rate swap agreement, effective date | Jan. 15, 2015 | |
Interest rate swap agreement, maturity date | Feb. 15, 2019 | |
Interest Strike Rate | 1.826% | |
Current Notional Value | $ 0 | $ 30,000 |
Fair Value | $ 0 | 25 |
Interest Rate Swap $30M Notional Effective July 15, 2015 | ||
Derivative [Line Items] | ||
Interest rate swap agreement, effective date | Jul. 15, 2015 | |
Interest rate swap agreement, maturity date | Feb. 15, 2019 | |
Interest Strike Rate | 2.01% | |
Current Notional Value | $ 0 | 28,108 |
Fair Value | $ 0 | 17 |
Interest Rate Swap $125M Notional Effective February 14, 2018 | ||
Derivative [Line Items] | ||
Interest rate swap agreement, effective date | Feb. 14, 2018 | |
Interest rate swap agreement, maturity date | Jan. 14, 2022 | |
Interest Strike Rate | 1.349% | |
Current Notional Value | $ 125,000 | 125,000 |
Fair Value | $ 279 | 3,974 |
Interest Rate Swap $100M Notional Effective August 14, 2018 | ||
Derivative [Line Items] | ||
Interest rate swap agreement, effective date | Aug. 14, 2018 | |
Interest rate swap agreement, maturity date | Jan. 14, 2022 | |
Interest Strike Rate | 1.406% | |
Current Notional Value | $ 100,000 | 100,000 |
Fair Value | $ 95 | 3,023 |
Interest Rate Swap $100M Notional Effective December 14, 2018 | ||
Derivative [Line Items] | ||
Interest rate swap agreement, effective date | Dec. 14, 2018 | |
Interest rate swap agreement, maturity date | Aug. 14, 2021 | |
Interest Strike Rate | 1.764% | |
Current Notional Value | $ 100,000 | 100,000 |
Fair Value | $ (505) | 1,731 |
Interest Rate Swap $150M Notional Effective July 22, 2019 | ||
Derivative [Line Items] | ||
Interest rate swap agreement, effective date | Jul. 22, 2019 | |
Interest rate swap agreement, maturity date | Nov. 22, 2024 | |
Interest Strike Rate | 2.7625% | |
Current Notional Value | $ 150,000 | 0 |
Fair Value | $ (10,222) | $ (2,351) |
Interest Rate Swaps - Impact of
Interest Rate Swaps - Impact of Interest Rate Swaps on Consolidated Statements of Operations - (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Derivative [Line Items] | ||||
Total interest expense presented in the Consolidated Statement of Operations in which the effects of cash flow hedges are recorded (line item “Interest expense”) | $ 6,785 | $ 6,456 | $ 19,511 | $ 18,760 |
Increase in interest expense | 1,200 | 1,200 | ||
Interest Rate Swap | ||||
Derivative [Line Items] | ||||
Total interest expense presented in the Consolidated Statement of Operations in which the effects of cash flow hedges are recorded (line item “Interest expense”) | 6,785 | 6,456 | 19,511 | 18,760 |
Interest Rate Swap | Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | ||||
Derivative [Line Items] | ||||
Amount of (loss) gain recognized in AOCI on derivatives | (2,642) | 1,212 | (14,678) | 7,382 |
Reclassification out of Accumulated Other Comprehensive Income | Interest Rate Swap | Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | ||||
Derivative [Line Items] | ||||
Amount of gain reclassified from AOCI into earnings under “Interest expense” | $ 454 | $ 397 | $ 2,094 | $ 505 |
Interest Rate Swaps - Offsettin
Interest Rate Swaps - Offsetting Derivative Assets and Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Offsetting Derivative Assets [Abstract] | ||
Gross Amounts of Recognized Assets | $ 374 | $ 8,770 |
Gross Amounts Offset in the Balance Sheet | 0 | 0 |
Net Amounts of Assets Presented in the Balance Sheet | 374 | 8,770 |
Financial Instruments | 0 | 0 |
Cash Collateral Received | 0 | 0 |
Net Amount | 374 | 8,770 |
Offsetting Derivative Liabilities [Abstract] | ||
Gross Amounts of Recognized Liabilities | (10,727) | (2,351) |
Gross Amounts Offset in the Balance Sheet | 0 | 0 |
Net Amounts of Assets Presented in the Balance Sheet | (10,727) | (2,351) |
Financial Instruments | 0 | 0 |
Cash Collateral Received | 0 | 0 |
Net Amount | $ (10,727) | $ (2,351) |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on a Recurring Basis by Level within Fair Value Hierarchy (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||
Interest rate swap asset | $ 374 | $ 8,770 |
Interest Rate Swap Liability | (10,727) | (2,351) |
Fair Value, Inputs, Level 1, 2 and 3 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||
Interest rate swap asset | 374 | 8,770 |
Interest Rate Swap Liability | (10,727) | (2,351) |
Quoted Price in Active Markets for Identical Assets and Liabilities (Level 1) | ||
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||
Interest rate swap asset | 0 | 0 |
Interest Rate Swap Liability | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||
Interest rate swap asset | 374 | 8,770 |
Interest Rate Swap Liability | (10,727) | (2,351) |
Significant Unobservable Inputs (Level 3) | ||
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||
Interest rate swap asset | 0 | 0 |
Interest Rate Swap Liability | $ 0 | $ 0 |
Fair Value Measurements - Carry
Fair Value Measurements - Carrying Value and Estimated Fair Value of Notes Payable (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Carrying value | $ 857,688 | $ 757,371 |
Estimate of Fair Value Measurement [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Notes payable, fair value | 889,126 | 759,491 |
Estimate of Fair Value Measurement [Member] | Quoted Price in Active Markets for Identical Assets and Liabilities (Level 1) | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Notes payable, fair value | 0 | 0 |
Estimate of Fair Value Measurement [Member] | Significant Other Observable Inputs (Level 2) | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Notes payable, fair value | 0 | 0 |
Estimate of Fair Value Measurement [Member] | Significant Unobservable Inputs (Level 3) | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Notes payable, fair value | 889,126 | 759,491 |
Reported Value Measurement | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Carrying value | $ 857,688 | $ 757,371 |
Related Party Transactions (Det
Related Party Transactions (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Chief Executive Officer | ||||
Related Party Transaction [Line Items] | ||||
Revenue from management and leasing services | $ 0.1 | $ 0.1 | $ 0.3 | $ 0.3 |
Commitments and Contingencies (
Commitments and Contingencies (Detail) | 9 Months Ended | ||
Sep. 30, 2019USD ($)tenant | Dec. 31, 2018USD ($) | Feb. 25, 2014USD ($) | |
Commitments And Contingencies [Line Items] | |||
Estimated remediation costs | $ 1,300,000 | ||
Escrow deposit | 1,400,000 | ||
Holdback Escrow seller funded | 1,300,000 | ||
Holdback Escrow buyer funded | 100,000 | ||
Maximum seller liability remedian costs | $ 1,300,000 | ||
Commitments for tenant improvements and construction work | $ 10,600,000 | ||
Cash, FDIC Insured Amount | $ 250,000 | ||
Customer Concentration Risk | Base Rent | |||
Commitments And Contingencies [Line Items] | |||
Number of major tenants | tenant | 0 | ||
Customer Concentration Risk | Total Rental Revenues | |||
Commitments And Contingencies [Line Items] | |||
Concentration risk, percentage | 5.00% | ||
Accounts Payable and Accrued Liabilities | |||
Commitments And Contingencies [Line Items] | |||
Contingent liability | $ (700,000) | $ (1,000,000) | |
Other Assets | |||
Commitments And Contingencies [Line Items] | |||
Indemnification asset | $ 700,000 | $ 1,000,000 |
Dispositions and Real Estate _3
Dispositions and Real Estate Held for Sale (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019USD ($)ft² | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)ft² | Sep. 30, 2018USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Rentable Square Feet | ft² | 3,524,109 | 3,524,109 | ||
Gains on sale of real estate | $ 895 | $ 0 | $ 5,705 | $ 11,591 |
Dispositions | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Rentable Square Feet | ft² | 68,957 | 68,957 | ||
Disposition Sales Price | $ 12,838 | $ 12,838 | ||
Gains on sale of real estate | $ 5,705 | |||
2350-2384 Orangethorpe Avenue and 1631 Placentia Avenue | Dispositions | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Date of Disposition | Jun. 27, 2019 | |||
Rentable Square Feet | ft² | 62,395 | 62,395 | ||
Disposition Sales Price | $ 11,575 | $ 11,575 | ||
Gains on sale of real estate | $ 4,810 | |||
939 Poinsettia Avenue - Unit 301 | Dispositions | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Date of Disposition | Jul. 31, 2019 | |||
Rentable Square Feet | ft² | 6,562 | 6,562 | ||
Disposition Sales Price | $ 1,263 | $ 1,263 | ||
Gains on sale of real estate | $ 895 |
Dispositions and Real Estate _4
Dispositions and Real Estate Held for Sale - Real Estate Held For Sale (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Long Lived Assets Held-for-sale [Line Items] | ||
Real estate held for sale | $ 5,342 | |
Accumulated depreciation | (824) | |
Real estate held for sale, net | 4,518 | |
Other assets associated with real estate held for sale | 64 | |
Total assets associated with real estate held for sale, net | 4,582 | $ 0 |
Tenant security deposits | 102 | |
Other liabilities associated with real estate held for sale | 33 | |
Total liabilities associated with real estate held for sale, net | 135 | $ 0 |
Land | ||
Long Lived Assets Held-for-sale [Line Items] | ||
Real estate held for sale | 2,372 | |
Buildings and improvements | ||
Long Lived Assets Held-for-sale [Line Items] | ||
Real estate held for sale | 2,674 | |
Tenant improvements | ||
Long Lived Assets Held-for-sale [Line Items] | ||
Real estate held for sale | $ 296 |
Equity - Preferred Stock (Detai
Equity - Preferred Stock (Details) - Series C Preferred Stock - USD ($) $ / shares in Units, $ in Millions | Sep. 20, 2019 | Sep. 30, 2019 |
Class of Stock [Line Items] | ||
Preferred stock issued (in shares) | 3,450,000 | |
Preferred Stock, Dividend Rate, Percentage | 5.625% | 5.625% |
Preferred stock, liquidation preference (in dollars per share) | $ 25 | |
Proceeds from issuance of preferred stock, net of offering costs | $ 83.3 | |
Stock issuance costs | $ 3 | |
Preferred stock, dividend rate (in dollars per share) | $ 1.40625 | |
Preferred stock, liquidation preference, limitation on share conversations (cap amount) (in shares) | 1.139 |
Equity - Common Stock (Detail)
Equity - Common Stock (Detail) - USD ($) $ / shares in Units, $ in Millions | Jun. 13, 2019 | Feb. 19, 2019 | Jun. 13, 2019 | Sep. 30, 2019 |
At The Market Equity Offering Program, $450 Million | ||||
Class of Stock [Line Items] | ||||
Maximum aggregate offering amount | $ 450 | |||
Gross proceeds from the issuance of common stock | $ 450 | |||
At The Market Equity Offering Program, $550 Million and $450 Million | ||||
Class of Stock [Line Items] | ||||
Gross proceeds from the issuance of common stock | $ 515.4 | |||
Issuance of common stock (in shares) | 13,957,083 | |||
Common stock share price (in dollars per share) | $ 36.93 | |||
Net proceeds from issuance of common stock | $ 507.7 | |||
At The Market Equity Offering Program, $550 Million | ||||
Class of Stock [Line Items] | ||||
Maximum aggregate offering amount | $ 550 | |||
Shares available under ATM (in shares) | $ 484.6 |
Equity - Noncontrolling Interes
Equity - Noncontrolling Interests (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Class of Stock [Line Items] | ||||
Conversion of units to common stock | $ 0 | $ 0 | $ 0 | $ 0 |
Noncontrolling Interests | ||||
Class of Stock [Line Items] | ||||
Conversion of units to common stock | $ (10) | $ (95) | $ (328) | $ (560) |
Common Stock | ||||
Class of Stock [Line Items] | ||||
Conversion of units to common stock (in shares) | 1,372 | 10,460 | 46,339 | 60,175 |
Conversion of units to common stock | $ 0 | $ 0 | ||
Total Stockholders’ Equity | ||||
Class of Stock [Line Items] | ||||
Conversion of units to common stock | $ 10 | $ 95 | $ 328 | $ 560 |
Partnership Interest | Noncontrolling Interests | ||||
Class of Stock [Line Items] | ||||
Noncontrolling interest percentage ownership in Operating Partnership | 2.10% | 2.10% | ||
Partnership Interest | Noncontrolling Interests | Operating Partnership Units | ||||
Class of Stock [Line Items] | ||||
Operating partnership units outstanding (in shares) | 1,881,947 | 1,881,947 | ||
Partnership Interest | Noncontrolling Interests | Vested LTIP Units | ||||
Class of Stock [Line Items] | ||||
Operating partnership units outstanding (in shares) | 539,910 | 539,910 |
Equity - Acquisition of 1515 Ea
Equity - Acquisition of 1515 East 15th St and issuance of Series 1 CPOP units (Detail) - USD ($) | Sep. 20, 2019 | Apr. 10, 2019 | Sep. 30, 2019 | Sep. 30, 2019 |
Business Acquisition [Line Items] | ||||
Acquisition Purchase Price | $ 712,567,000 | $ 712,567,000 | ||
Issuance of 4.43937% cumulative redeemable convertible preferred units | 27,359,000 | |||
1515 15th Street, Los Angeles, California | ||||
Business Acquisition [Line Items] | ||||
Acquisition Purchase Price | $ 28,100,000 | 28,100,000 | ||
Closing Costs for Acquisition of 1515 East 15th Street | $ 700,000 | |||
Series 1 CPOP Units | ||||
Business Acquisition [Line Items] | ||||
Preferred stock, liquidation preference (in dollars per share) | $ 45.50952 | $ 45.50952 | ||
Aggregate liquidation preference | $ 27,000,000 | $ 27,000,000 | ||
Series 1 CPOP Units | 1515 15th Street, Los Angeles, California | ||||
Business Acquisition [Line Items] | ||||
Acquisition, preferred units issued (in units) | 593,960 | |||
Preferred Unit, Distribution Rate, Percentage | 4.43937% | |||
Issuance of 4.43937% cumulative redeemable convertible preferred units | $ 27,400,000 | |||
Series A Preferred Units | ||||
Business Acquisition [Line Items] | ||||
Preferred Unit, Distribution Rate, Percentage | 5.875% | |||
Series B Preferred Units | ||||
Business Acquisition [Line Items] | ||||
Preferred Unit, Distribution Rate, Percentage | 5.875% | |||
Series C Preferred Stock | ||||
Business Acquisition [Line Items] | ||||
Preferred Unit, Distribution Rate, Percentage | 5.625% | 5.625% | ||
Preferred stock, liquidation preference (in dollars per share) | $ 25 | |||
Aggregate liquidation preference | $ 86,250,000 | $ 86,250,000 | ||
Series 1 CPOP Units | ||||
Business Acquisition [Line Items] | ||||
Preferred stock, liquidation preference premium | 44.20% | |||
Series 1 CPOP Units | 1515 15th Street, Los Angeles, California | ||||
Business Acquisition [Line Items] | ||||
Acquisition, equity interests issued, 30-day average closing price of common stock (in dollars per share) | $ 31.56 |
Equity - 2013 Incentive Award P
Equity - 2013 Incentive Award Plan (Detail) - shares | 9 Months Ended | |
Sep. 30, 2019 | Jun. 11, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unvested Performance Unit Distribution Sharing Percentage | 10.00% | |
Amended and Restated 2013 Incentive Award Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares that may be issued (in shares) | 1,770,000 | |
Common stock, shares reserved for future issuance | 1,678,387 |
Equity - Schedule of Nonvested
Equity - Schedule of Nonvested Restricted Stock Activity (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Common Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Shares tendered in accordance with terms of plan to satisfy tax withholding (in shares) | 361 | 965 | 24,132 | 20,663 |
Restricted Common Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Balance at January 1, 2019 (in shares) | 200,398 | |||
Granted (in shares) | 110,190 | |||
Forfeited (in shares) | (15,712) | |||
Vested (in shares) | (79,881) | |||
Balance at September 30, 2019 (in shares) | 214,995 | 214,995 | ||
LTIP Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Balance at January 1, 2019 (in shares) | 327,048 | |||
Granted (in shares) | 59,515 | |||
Forfeited (in shares) | 0 | |||
Vested (in shares) | (52,385) | |||
Balance at September 30, 2019 (in shares) | 334,178 | 334,178 | ||
Performance Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Balance at January 1, 2019 (in shares) | 591,767 | |||
Granted (in shares) | 0 | |||
Forfeited (in shares) | 0 | |||
Vested (in shares) | 0 | |||
Balance at September 30, 2019 (in shares) | 591,767 | 591,767 |
Equity - Vesting Schedule of th
Equity - Vesting Schedule of the Nonvested Shares of Restricted Stock Outstanding (Detail) - shares | Jan. 01, 2019 | Dec. 15, 2017 | Dec. 29, 2016 | Sep. 30, 2019 | Dec. 31, 2018 |
Restricted Common Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 214,995 | 200,398 | |||
Restricted Common Stock | October 1, 2019 - December 31, 2019 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 1,396 | ||||
Restricted Common Stock | 2020 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 88,304 | ||||
Restricted Common Stock | 2021 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 59,498 | ||||
Restricted Common Stock | 2022 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 43,062 | ||||
Restricted Common Stock | 2023 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 22,735 | ||||
LTIP Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 334,178 | 327,048 | |||
LTIP Units | October 1, 2019 - December 31, 2019 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 156,009 | ||||
LTIP Units | 2020 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 120,001 | ||||
LTIP Units | 2021 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 49,950 | ||||
LTIP Units | 2022 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 5,660 | ||||
LTIP Units | 2023 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 2,558 | ||||
Performance Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 591,767 | 591,767 | |||
Performance period | 3 years | ||||
Performance Units | October 1, 2019 - December 31, 2019 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 199,000 | ||||
Performance Units | 2020 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 188,250 | ||||
Performance Units | 2021 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 204,517 | ||||
Performance Units | 2022 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 0 | ||||
Performance Units | 2023 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-vested shares (in shares) | 0 | ||||
Executive Officer | Amended 2013 Incentive Award Plan | Performance Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Performance period | 3 years | 3 years | 3 years |
Equity - Share-based Awards Exp
Equity - Share-based Awards Expensed & Capitalized Amounts (Detail) - Amended 2013 Incentive Award Plan - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expensed share-based compensation | $ 2,668 | $ 2,243 | $ 7,956 | $ 7,866 |
Capitalized share-based compensation | 48 | 73 | 124 | 183 |
Total share-based compensation | 2,716 | $ 2,316 | 8,080 | $ 8,049 |
Unrecognized compensation expense related to non-vested shares | $ 12,000 | $ 12,000 | ||
Weighted average remaining vesting period | 25 months |
Equity - Summary of the Compone
Equity - Summary of the Components of Changes in Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||
Beginning Balance | $ 2,364,609 | $ 1,739,833 | $ 1,908,423 | $ 1,365,254 |
Other comprehensive (loss) income before reclassifications | (14,678) | 7,382 | ||
Amounts reclassified from accumulated other comprehensive income to interest expense | (2,094) | (505) | ||
Other comprehensive (loss) income: cash flow hedge adjustment | (3,096) | 815 | (16,772) | 6,877 |
Less other comprehensive loss (income) attributable to noncontrolling interests | 378 | (118) | ||
Other comprehensive (loss) income attributable to common stockholders | (16,394) | 6,759 | ||
Ending Balance | 2,486,543 | 1,785,394 | 2,486,543 | 1,785,394 |
Accumulated Other Comprehensive Income (Loss) | ||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||
Beginning Balance | (7,101) | 12,753 | 6,262 | 6,799 |
Other comprehensive (loss) income: cash flow hedge adjustment | (3,031) | 805 | (16,394) | 6,759 |
Ending Balance | $ (10,132) | $ 13,558 | $ (10,132) | $ 13,558 |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Numerator: | ||||
Net income | $ 12,948 | $ 8,965 | $ 39,619 | $ 31,868 |
Less: Preferred stock dividends | (2,572) | (2,423) | (7,419) | (7,270) |
Less: net income attributable to noncontrolling interests | (518) | (141) | (1,288) | (588) |
Less: Net income attributable to participating securities | (112) | (94) | (339) | (285) |
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | $ 9,746 | $ 6,307 | $ 30,573 | $ 23,725 |
Denominator: | ||||
Weighted average shares of common stock outstanding - basic (in shares) | 109,645,216 | 91,463,594 | 104,653,218 | 84,407,429 |
Effect of dilutive securities - performance units (in shares) | 428,858 | 481,612 | 360,906 | 518,043 |
Weighted average shares of common stock outstanding - diluted (in shares) | 110,074,074 | 91,945,206 | 105,014,124 | 84,925,472 |
Earnings per share — Basic | ||||
Net income attributable to common stockholders - basic (in dollars per share) | $ 0.09 | $ 0.07 | $ 0.29 | $ 0.28 |
Earnings per share — Diluted | ||||
Net income attributable to common stockholders - diluted (in dollars per share) | $ 0.09 | $ 0.07 | $ 0.29 | $ 0.28 |
Earnings Per Share - TSR Perfor
Earnings Per Share - TSR Performance Percentile (Details) | 9 Months Ended |
Sep. 30, 2019 | |
Performance Units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Performance period | 3 years |
Subsequent Events (Detail)
Subsequent Events (Detail) $ / shares in Units, $ in Thousands | Oct. 28, 2019$ / shares | Oct. 11, 2019USD ($) | Sep. 20, 2019 | Sep. 30, 2019USD ($)ft²building$ / shares | Sep. 30, 2018$ / shares | Sep. 30, 2019USD ($)ft²building$ / shares | Sep. 30, 2018$ / shares | Dec. 31, 2018 | Oct. 25, 2019USD ($)ft²building | Oct. 04, 2019USD ($)ft²building | Oct. 03, 2019USD ($)ft²building |
Subsequent Event [Line Items] | |||||||||||
Acquisition Purchase Price | $ | $ 712,567 | $ 712,567 | |||||||||
Number of Buildings | building | 43 | 43 | |||||||||
Rentable Square Feet | ft² | 3,524,109 | 3,524,109 | |||||||||
Dividends declared per common share (in dollars per share) | $ 0.185 | $ 0.160 | $ 0.555 | $ 0.480 | |||||||
Series A Preferred Stock | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Dividends per share, declared (in dollars per share) | $ 0.367188 | 0.367188 | $ 1.101564 | 1.101564 | |||||||
Preferred Stock, Dividend Rate, Percentage | 5.875% | 5.875% | 5.875% | ||||||||
Series B Preferred Stock | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Dividends per share, declared (in dollars per share) | $ 0.367188 | $ 0.367188 | $ 1.101564 | $ 1.297397 | |||||||
Preferred Stock, Dividend Rate, Percentage | 5.875% | 5.875% | 5.875% | ||||||||
Series C Preferred Stock | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Preferred Stock, Dividend Rate, Percentage | 5.625% | 5.625% | |||||||||
Subsequent Event | Series 1 CPOP Units | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Distributions declared (in dollars per share) | $ 0.505085 | ||||||||||
Subsequent Event | Common Stock | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Dividends declared per common share (in dollars per share) | 0.185 | ||||||||||
Subsequent Event | Operating Partnership Units | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Distributions declared (in dollars per share) | 0.185 | ||||||||||
Subsequent Event | Series A Preferred Stock | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Dividends per share, declared (in dollars per share) | 0.367188 | ||||||||||
Subsequent Event | Series B Preferred Stock | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Dividends per share, declared (in dollars per share) | 0.367188 | ||||||||||
Subsequent Event | Series C Preferred Stock | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Dividends per share, declared (in dollars per share) | $ 0.39453125 | ||||||||||
6277-6289 Slauson Avenue | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Acquisition Purchase Price | $ | $ 41,300 | ||||||||||
Number of Buildings | building | 3 | ||||||||||
Rentable Square Feet | ft² | 336,085 | ||||||||||
750 Manville Street | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Acquisition Purchase Price | $ | $ 11,500 | ||||||||||
Number of Buildings | building | 1 | ||||||||||
Rentable Square Feet | ft² | 59,996 | ||||||||||
8985 Crestmar Point | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Acquisition Purchase Price | $ | $ 8,000 | ||||||||||
Number of Buildings | building | 1 | ||||||||||
Rentable Square Feet | ft² | 55,816 | ||||||||||
Dispositions | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Rentable Square Feet | ft² | 68,957 | 68,957 | |||||||||
Disposition Sales Price | $ | $ 12,838 | $ 12,838 | |||||||||
Dispositions | Golden Valley | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Disposition Sales Price | $ | $ 11,200 | ||||||||||
Proceeds from Sale of Property Held-for-sale | $ | $ 10,600 |