Document And Entity Information
Document And Entity Information - shares shares in Millions | 9 Months Ended | |
Sep. 30, 2016 | Oct. 31, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,016 | |
Entity Registrant Name | Phillips Edison Grocery Center REIT II, Inc. | |
Entity Central Index Key | 1,581,405 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 46.3 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
ASSETS | ||
Land and improvements | $ 422,132 | $ 319,272 |
Building and improvements | 838,298 | 635,426 |
Acquired in-place lease assets | 129,639 | 100,144 |
Acquired above-market lease assets | 11,804 | 11,667 |
Total investment in property | 1,401,873 | 1,066,509 |
Accumulated depreciation and amortization | (69,819) | (30,204) |
Net investment in property | 1,332,054 | 1,036,305 |
Investment in unconsolidated joint venture | 9,342 | 0 |
Total investment in real estate assets, net | 1,341,396 | 1,036,305 |
Cash and cash equivalents | 10,021 | 17,359 |
Accounts receivable – affiliates | 0 | 939 |
Other assets, net | 34,025 | 25,110 |
Total assets | 1,385,442 | 1,079,713 |
Liabilities: | ||
Mortgages and loans payable, net | 420,735 | 81,305 |
Acquired below-market lease intangibles, net of accumulated amortization of $5,287 and $2,468, respectively | 51,814 | 43,917 |
Accounts payable – affiliates | 3,156 | 2,073 |
Accounts payable and other liabilities | 32,742 | 29,133 |
Total liabilities | 508,447 | 156,428 |
Commitments and contingencies (Note 7) | 0 | 0 |
Equity: | ||
Preferred stock, $0.01 par value per share, 10,000 shares authorized, zero shares issued and outstanding at September 30, 2016 and December 31, 2015, respectively | 0 | 0 |
Common stock, $0.01 par value per share, 1,000,000 shares authorized, 46,206 and 45,723 shares issued and outstanding at September 30, 2016 and December 31, 2015, respectively | 463 | 458 |
Additional paid-in capital | 1,023,600 | 1,011,635 |
Accumulated other comprehensive income | 1,101 | 0 |
Accumulated deficit | (148,169) | (88,808) |
Total equity | 876,995 | 923,285 |
Total liabilities and equity | $ 1,385,442 | $ 1,079,713 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Below Market Lease, Accumulated Amortization | $ 5,287 | $ 2,468 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued and outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued and outstanding | 46,206,000 | 45,723,000 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenues: | ||||
Rental income | $ 25,241 | $ 12,067 | $ 69,415 | $ 27,903 |
Tenant recovery income | 8,609 | 4,285 | 23,796 | 9,257 |
Other property income | 152 | 89 | 470 | 332 |
Total revenues | 34,002 | 16,441 | 93,681 | 37,492 |
Expenses: | ||||
Property operating | 5,498 | 2,745 | 15,391 | 6,396 |
Real estate taxes | 5,129 | 2,809 | 14,557 | 5,760 |
General and administrative | 4,437 | 617 | 13,289 | 1,800 |
Acquisition expenses | 579 | 4,160 | 8,570 | 7,831 |
Depreciation and amortization | 14,933 | 7,157 | 41,045 | 16,619 |
Total expenses | 30,576 | 17,488 | 92,852 | 38,406 |
Other: | ||||
Interest expense, net | (3,371) | (1,167) | (7,074) | (2,812) |
Gain on contribution of properties to unconsolidated joint venture | 0 | 0 | 3,341 | 0 |
Other (expense) income, net | (7) | 86 | (249) | 254 |
Net income (loss) | $ 48 | $ (2,128) | $ (3,153) | $ (3,472) |
Per share information - basic and diluted: | ||||
Net income (loss) per share - basic and diluted | $ 0 | $ (0.05) | $ (0.07) | $ (0.10) |
Weighted Average Number of Shares Outstanding, Basic | 46,219 | 41,387 | 46,168 | 33,526 |
Weighted Average Number of Shares Outstanding, Diluted | 46,221 | 41,387 | 46,170 | 33,526 |
Comprehensive income (loss): | ||||
Net income (loss) | $ 48 | $ (2,128) | $ (3,153) | $ (3,472) |
Unrealized gain on derivatives | 1,012 | 0 | 1,012 | 0 |
Reclassification of derivative loss into interest expense | 89 | 0 | 89 | 0 |
Comprehensive income (loss) | $ 1,149 | $ (2,128) | $ (2,052) | $ (3,472) |
Consolidated Statements Of Equi
Consolidated Statements Of Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income | Accumulated Deficit |
Balance, shares at Dec. 31, 2014 | 22,548 | ||||
Balance, values at Dec. 31, 2014 | $ 468,501 | $ 225 | $ 490,996 | $ (22,720) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock, shares | 21,074 | ||||
Issuance of common stock, value | 523,182 | $ 211 | 522,971 | ||
Share repurchases, shares | (90) | ||||
Share repurchases, value | (3,129) | $ (1) | (3,128) | ||
Distribution reinvestment plan (DRIP), shares | 848 | ||||
Distribution reinvestment plan (DRIP), value | 20,138 | $ 9 | 20,129 | ||
Common distributions declared, $1.22 per share | (40,762) | (40,762) | |||
Offering costs | (50,441) | (50,441) | |||
Net loss | (3,472) | (3,472) | |||
Balance, shares at Sep. 30, 2015 | 44,380 | ||||
Balance, values at Sep. 30, 2015 | 914,017 | $ 444 | 980,527 | (66,954) | |
Balance, shares at Dec. 31, 2015 | 45,723 | ||||
Balance, values at Dec. 31, 2015 | 923,285 | $ 458 | 1,011,635 | $ 0 | (88,808) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share repurchases, shares | (770) | ||||
Share repurchases, value | (16,901) | $ (8) | (16,893) | ||
Distribution reinvestment plan (DRIP), shares | 1,253 | ||||
Distribution reinvestment plan (DRIP), value | 28,861 | $ 13 | 28,848 | ||
Change in unrealized gain on interest rate swaps | 1,101 | 1,101 | |||
Common distributions declared, $1.22 per share | (56,208) | (56,208) | |||
Share-based compensation | 10 | 10 | |||
Net loss | (3,153) | (3,153) | |||
Balance, shares at Sep. 30, 2016 | 46,206 | ||||
Balance, values at Sep. 30, 2016 | $ 876,995 | $ 463 | $ 1,023,600 | $ 1,101 | $ (148,169) |
Consolidated Statements Of Equ6
Consolidated Statements Of Equity (Parenthetical) - $ / shares | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Statement of Stockholders' Equity [Abstract] | ||
Common distributions declared, per share | $ 1.22 | $ 1.22 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ (3,153) | $ (3,472) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 40,281 | 16,030 |
Net amortization of above- and below-market leases | (1,547) | (778) |
Amortization of deferred financing expense | 1,377 | 765 |
Gain on contribution of properties | (3,341) | 0 |
Change in fair value of derivatives | (317) | 0 |
Straight-line rental income | (2,199) | (1,282) |
Equity in net loss of unconsolidated joint venture | 126 | 0 |
Other | 125 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable and accounts payable – affiliates | 2,022 | 626 |
Other assets | (8,693) | (4,480) |
Accounts payable and other liabilities | 10,065 | 6,603 |
Net cash provided by operating activities | 34,746 | 14,012 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Real estate acquisitions | (348,611) | (346,473) |
Capital expenditures | (11,275) | (4,991) |
Change in restricted cash | (822) | (576) |
Contribution to unconsolidated joint venture | (2,580) | 0 |
Proceeds after contribution to unconsolidated joint venture | 87,386 | 0 |
Net cash used in investing activities | (275,902) | (352,040) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Net change in credit facility | 56,000 | 0 |
Proceeds from mortgages and loans payable | 243,000 | 0 |
Payments on mortgages and loans payable | (13,364) | (521) |
Payments of deferred financing expenses | (5,517) | (602) |
Distributions paid, net of DRIP | (27,519) | (17,872) |
Repurchases of common stock | (18,782) | (2,134) |
Payment of offering costs | 0 | (57,297) |
Proceeds from issuance of common stock | 0 | 523,182 |
Net cash provided by financing activities | 233,818 | 444,756 |
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (7,338) | 106,728 |
CASH AND CASH EQUIVALENTS: | ||
Beginning of period | 17,359 | 179,117 |
End of period | 10,021 | 285,845 |
SUPPLEMENTAL CASH FLOW DISCLOSURE, INCLUDING NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Cash paid for interest | 6,148 | 2,298 |
Fair value of debt assumed | 58,047 | 42,085 |
Initial investment in unconsolidated joint venture | 6,888 | 0 |
Accrued capital expenditures | 954 | 3,829 |
Change in obligation with sponsor(s) | 0 | (6,856) |
Change in distributions payable | (172) | 2,752 |
Change in accrued share repurchase obligation | (1,881) | 995 |
Distributions reinvested | $ 28,861 | $ 20,138 |
Organization
Organization | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | ORGANIZATION Phillips Edison Grocery Center REIT II, Inc. (“we,” the “Company,” “our,” or “us”) was formed as a Maryland corporation in June 2013. Substantially all of our business is conducted through Phillips Edison Grocery Center Operating Partnership II, L.P., (the “Operating Partnership”), a Delaware limited partnership formed in June 2013. We are a limited partner of the Operating Partnership, and our wholly owned subsidiary, PE Grocery Center OP GP II LLC, is the sole general partner of the Operating Partnership. We closed our primary offering of shares of common stock on September 15, 2015. We continue to offer up to 55.6 million shares of common stock under our distribution reinvestment plan (the “DRIP”). Our advisor is Phillips Edison NTR II LLC (“PE-NTR II”), which is directly or indirectly owned by Phillips Edison Limited Partnership (the “Phillips Edison sponsor”). Under the terms of the advisory agreement between PE-NTR II and us (the “PE-NTR II Agreement”), PE-NTR II is responsible for the management of our day-to-day activities and the implementation of our investment strategy. The advisory agreement has a one-year term, but may be renewed for an unlimited number of successive one-year periods upon the mutual consent of the parties and approval of the independent members of our board of directors. We invest primarily in well-occupied, grocery-anchored neighborhood and community shopping centers having a mix of creditworthy national and regional retailers selling necessity-based goods and services in strong demographic markets throughout the United States. In addition, we may invest in other retail properties including power and lifestyle shopping centers, multi-tenant shopping centers, free-standing single-tenant retail properties, and other real estate or real estate-related assets. As of September 30, 2016 , we wholly-owned fee simple interests in 70 real estate properties acquired from third parties unrelated to us or PE-NTR II. In addition, we own a 20% equity interest in a joint venture that owned seven real estate properties (see Note 4). |
Summary Of Significant Accounti
Summary Of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary Of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Set forth below is a summary of the significant accounting estimates and policies that management believes are important to the preparation of our consolidated interim financial statements. Certain of our accounting estimates are particularly important for an understanding of our financial position and results of operations and require the application of significant judgment by management. As a result, these estimates are subject to a degree of uncertainty. There have been no changes to our significant accounting policies during the nine months ended September 30, 2016 , except for the items discussed below. For a full summary of our accounting policies, refer to our 2015 Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 3, 2016. Basis of Presentation and Principles of Consolidation —The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. Readers of this Quarterly Report on Form 10-Q should refer to the audited consolidated financial statements of Phillips Edison Grocery Center REIT II, Inc. for the year ended December 31, 2015 , which are included in our 2015 Annual Report on Form 10-K. In the opinion of management, all normal and recurring adjustments necessary for the fair presentation of the unaudited consolidated financial statements for the periods presented have been included in this Quarterly Report. Our results of operations for the three and nine months ended September 30, 2016 , are not necessarily indicative of the operating results expected for the full year. The accompanying consolidated financial statements include our accounts and those of our majority-owned subsidiaries. All intercompany balances and transactions are eliminated upon consolidation. Gain on Sale of Assets —We recognize sales of assets only upon the closing of the transaction with the purchaser. We recognize gains (net of any taxes) on assets sold using the full accrual method upon closing if the collectibility of the sales price is reasonably assured, we are not obligated to perform any significant activities after the sale to earn the profit, we have received adequate initial investment from the purchaser, and other profit recognition criteria have been satisfied. We may defer recognition of gains in whole or in part until: (i) the profit is determinable, meaning that the collectibility of the sales price is reasonably assured or the amount that will not be collectible can be estimated; and (ii) the earnings process is virtually complete, meaning that we are not obliged to perform any significant activities after the sale to earn the profit. Gains and losses on transfers of operating properties resulting from the sale of a partial interest in properties to unconsolidated joint ventures are recognized using the partial sale provisions under Accounting Standard Codification (“ASC”) 360-20, Property, Plant & Equipment - Real Estate Sales . Investment in Unconsolidated Joint Venture —We account for our investment in our unconsolidated joint venture using the equity method of accounting as we exercise significant influence over, but do not control, this entity. This investment was initially recorded at cost and is subsequently adjusted for contributions made to and distributions received from the joint venture. Earnings or loss for our investment are recognized in accordance with the terms of the applicable joint venture agreement, generally through a pro rata allocation. Under a pro rata allocation, net income or loss is allocated between the partners in the joint venture based on their respective stated ownership percentages. To recognize the character of distributions from our unconsolidated joint venture, we review the nature of cash distributions received for purposes of determining whether such distributions should be classified as either a return on investment, which would be included in operating activities, or a return of investment, which would be included in investing activities on the consolidated statements of cash flows. On a periodic basis, management assesses whether there are indicators, including the operating performance of the underlying real estate and general market conditions, that the value of our investment in our unconsolidated joint venture may be impaired. An investment’s value is impaired only if management’s estimate of the fair value of the investment is less than its carrying value and such difference is deemed to be other-than-temporary. To the extent impairment has occurred, the loss is measured as the excess of the carrying amount of the investment over its estimated fair value. Management’s estimates of fair value are based upon a discounted cash flow model for each specific investment that includes all estimated cash inflows and outflows over a specified holding period and, where applicable, any estimated debt premiums, capitalization rates, discount rates and credit spreads used in these models are based upon rates we believe to be within a reasonable range of current market rates. Share-based Compensation —We account for our share-based compensation plan based on the Financial Accounting Standards Board (“FASB”) guidance which requires that compensation expense be recognized based on the fair value of the stock awards less estimated forfeitures. Our restricted stock grants vest based upon the completion of a service period (“service-based grants”). Service-based grants are valued according to the determined value per share for our common stock at the date of grant. Awards of service-based grants of stock are expensed as compensation on a straight-line basis over the vesting period. Reclassifications —The following line item on our consolidated balance sheets as of December 31, 2015 , was reclassified to conform to the current year presentation: • Acquired Intangible Lease Assets was separated into Acquired Above-Market Lease Assets and Acquired In-Place Lease Assets. Newly Adopted and Recently Issued Accounting Pronouncements —In April 2015, the FASB issued Accounting Standards Update (“ASU”) 2015-03, Interest - Imputation of Interest (Topic 835): Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). This update amends existing guidance to require the presentation of certain debt issuance costs in the balance sheet as a deduction from the carrying amount of the related debt liability instead of a deferred charge. In August 2015, the FASB issued ASU 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements (“ASU 2015-15”). This update provides guidance regarding the presentation and subsequent measurement of debt issuance costs related to line-of-credit arrangements. We adopted ASU 2015-03 and ASU 2015-15 on January 1, 2016, and retrospectively applied the guidance for all periods presented. Unamortized debt issuance costs of $4.8 million and $1.4 million are included in Mortgages and Loans Payable, Net as of September 30, 2016 and December 31, 2015, respectively, which were previously included in Deferred Financing Expense, Net on our consolidated balance sheets. The remaining amounts included in Other Assets, Net on our consolidated balance sheets were related to our revolving credit facility. The adoption did not have an impact on our results of operations (see Note 6 ). In February 2015, the FASB issued ASU 2015-02, Amendments to the Consolidation Analysis to ASC Topic 810 Consolidation (“ASU 2015-02”). ASU 2015-02 includes all reporting entities within the scope of Subtopic 810-10 Consolidation - Overall , including limited partnerships and similar legal entities, unless a scope exception applies. Overall the amendments in this update are to simplify the codification and reduce the number of consolidation models and place more emphasis on risk of loss when determining controlling financial interests. ASU 2015-02 was effective beginning in the first quarter of the year ending December 31, 2016. We have evaluated the impact of the adoption of ASU 2015-02 on our consolidated financial statements and have determined under ASU 2015-02 that the Operating Partnership is considered a variable interest entity (“VIE”). We are the primary beneficiary of the VIE and our partnership interest is considered a majority voting interest. As such, this standard did not have a material impact on our consolidated financial statements. The following table provides a brief description of recent accounting pronouncements that could have a material effect on our financial statements: Standard Description Date of Adoption Effect on the Financial Statements or Other Significant Matters ASU 2014-09, Revenue from Contracts with Customers This update outlines a comprehensive model for entities to use in accounting for revenue arising from contracts with customers. ASU 2014-09 states that “an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.” While ASU 2014-09 specifically references contracts with customers, it may apply to certain other transactions such as the sale of real estate or equipment. In 2015, the FASB provided for a one-year deferral of the effective date for ASU 2014-09, making it effective for annual reporting periods beginning after December 15, 2017. January 1, 2018 We are currently evaluating the impact the adoption of this standard will have on our consolidated financial statements. ASU 2016-02, Leases (Topic 842) This update amends existing guidance by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. It is effective for annual reporting periods beginning after December 15, 2018, but early adoption is permitted. January 1, 2019 We are currently evaluating the impact the adoption of this standard will have on our consolidated financial statements. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | FAIR VALUE MEASUREMENTS ASC 820, Fair Value Measurement (“ASC 820”) defines fair value, establishes a framework for measuring fair value in accordance with GAAP, and expands disclosures about fair value measurements. ASC 820 emphasizes that fair value is intended to be a market-based measurement, as opposed to a transaction-specific measurement. Fair value is defined by ASC 820 as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Depending on the nature of the asset or liability, various techniques and assumptions can be used to estimate the fair value. Assets and liabilities are measured using inputs from three levels of the fair value hierarchy, as follows: Level 1—Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access at the measurement date. An active market is defined as a market in which transactions for the assets or liabilities occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active (markets with few transactions), inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data correlation or other means (market corroborated inputs). Level 3—Unobservable inputs, only used to the extent that observable inputs are not available, reflect our assumptions about the pricing of an asset or liability. Considerable judgment is necessary to develop estimated fair values of financial and non-financial assets and liabilities. Accordingly, the estimates presented herein are not necessarily indicative of the amounts we did or could actually realize upon disposition of the financial assets and liabilities previously sold or currently held. The following describes the methods we use to estimate the fair value of our financial and non-financial assets and liabilities: Cash and Cash Equivalents, Restricted Cash, Accounts Receivable, and Accounts Payable and Other Liabilities —We consider the carrying values of these financial instruments to approximate fair value because of the short period of time between origination of the instruments and their expected realization. Real Estate Investments —The purchase prices of the investment properties, including related lease intangible assets and liabilities, were allocated at estimated fair value based on Level 3 inputs, such as discount rates, capitalization rates, comparable sales, replacement costs, income and expense growth rates, and current market rents and allowances as determined by management. Real estate assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the individual property may not be recoverable, or at least annually. In such an event, a comparison will be made of the projected operating cash flows of each property on an undiscounted basis to the carrying amount of such property. Such carrying amount would be adjusted, if necessary, to estimated fair values to reflect impairment in the value of the asset. Mortgages and Loans Payable —We estimate the fair value of our debt by discounting the future cash flows of each instrument at rates currently offered for similar debt instruments of comparable maturities by our lenders using Level 3 inputs. The discount rate used approximates current lending rates for loans or groups of loans with similar maturities and credit quality, assuming the debt is outstanding through maturity and considering the debt’s collateral (if applicable). We have utilized market information, as available, or present value techniques to estimate the amounts required to be disclosed. The following is a summary of discount rates and borrowings as of September 30, 2016 and December 31, 2015 (dollars in thousands): September 30, 2016 December 31, 2015 Discount rates: Unsecured variable-rate debt 1.98% - 2.22% — % Secured fixed-rate debt 3.88 % 3.50 % Borrowings: Fair value $ 422,203 $ 87,387 Recorded value (1) 425,511 82,720 (1) Recorded value does not include deferred financing costs of $4.8 million and $1.4 million as of September 30, 2016 and December 31, 2015 , respectively. Derivative Instruments —In July 2016, we entered into interest rate swap agreements with a notional amount of $243 million that are measured at fair value on a recurring basis. These interest rate swaps effectively fix the LIBOR rate on the first tranche of $121.5 million and second tranche of $121.5 million of our unsecured term loan facility (the “Term Loans”) to a fixed rate of interest of 2.24% through July 2019 and 2.3075% through June 2020, respectively. These swaps qualify and have been designated as cash flow hedges. As of September 30, 2016 and December 31, 2015 , we were also party to two interest rate swap agreements with a total notional amount of $ 15.8 million and $16.1 million , respectively. They were assumed as part of two property acquisitions, and are measured at fair value on a recurring basis. The interest rate swap agreements, in effect, fix the variable interest of two of our secured variable-rate mortgage notes at an annual interest rate of 6.0% through July 2018. These swaps have not been designated as cash flow hedges. The fair values of the interest rate swap agreements as of September 30, 2016 and December 31, 2015 , were based on the estimated amounts we would receive or pay to terminate the contracts at the reporting date and were determined using interest rate pricing models and interest rate related observable inputs. Although we determined that the significant inputs used to value our derivatives fell within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with our counterparties and our own credit risk utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by us and our counterparties. However, as of September 30, 2016 and December 31, 2015 , 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 our derivatives. As a result, we have determined that our derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. We record derivative assets in Other Assets, Net and derivative liabilities in Accounts Payable and Other Liabilities on our consolidated balance sheets. The fair value measurements of our financial liability and asset as of September 30, 2016 and December 31, 2015 , are as follows (in thousands): September 30, 2016 December 31, 2015 Derivative asset designated as hedging instruments: Interest rate swaps - unsecured term loan facility $ 1,101 $ — Derivative liability not designated as hedging instruments: Interest rate swaps - mortgage notes 1,093 1,410 |
Investment in Unconsolidated Jo
Investment in Unconsolidated Joint Venture | 9 Months Ended |
Sep. 30, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments and Joint Ventures Disclosure | INVESTMENT IN UNCONSOLIDATED JOINT VENTURE On March 22, 2016, we entered into a joint venture (the “Joint Venture”) through our indirect wholly-owned subsidiary, PE OP II Value Added Grocery, LLC (“REIT Member”) with a limited partnership (“Investor Member”) affiliated with TPG Real Estate, the real estate platform of the global private investment firm TPG, and with PECO Value Added Grocery Manager, LLC (“PECO Member”), a wholly-owned subsidiary of our Phillips Edison sponsor, and an affiliate of our advisor and property manager, Phillips Edison & Company Ltd. (“Property Manager”). REIT Member owns a 20% initial equity interest and Investor Member owns an 80% initial equity interest in the Joint Venture. REIT Member and Investor Member may contribute up to $50 million and $200 million of equity, respectively, to the Joint Venture. PECO Member will manage and conduct the day-to-day operations and affairs of the Joint Venture. REIT Member has customary approval rights in respect to major decisions, but does not have the right to cause or prohibit various material transactions. The Joint Venture’s income, losses, and distributions will generally be allocated based on the members’ respective ownership interests. Therefore, we account for the joint venture under the equity method. Distributions of net cash are anticipated to be made on a monthly basis, as appropriate. Additional capital contributions in proportion to the members’ respective capital interests in the Joint Venture may be required. In addition, REIT Member entered into a Contribution Agreement with Investor Member and the Joint Venture (the “Contribution Agreement”), pursuant to which REIT Member contributed to the Joint Venture its ownership interests in six grocery-anchored shopping center properties. The contributed properties were valued at approximately $94.3 million . The Joint Venture distributed cash of $87.4 million to REIT Member, which was net of REIT Member’s initial investment of $6.9 million . Due to our 20% interest in the Joint Venture, the contribution of the six properties is considered a partial sale. As a result, we deferred 20% of the gain from the contribution and recognized an immediate net gain of $3.3 million from this transaction. As of September 30, 2016 , we have contributed $9.3 million of the $50 million commitment. Subsequent to September 30, 2016 , the Joint Venture acquired two additional shopping centers, bringing their property total to nine . We also contributed additional $1.4 million to the Joint Venture for their upcoming subsequent acquisitions. |
Real Estate Acquisitions
Real Estate Acquisitions | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Real Estate Acquisitions | REAL ESTATE ACQUISITIONS During the nine months ended September 30, 2016 , we acquired 19 grocery-anchored shopping centers and additional real estate adjacent to a previously acquired grocery-anchored shopping center for an aggregate purchase price of approximately $406.7 million , including six acquisitions with $54.5 million of assumed debt with a fair value of $58.0 million . During the nine months ended September 30, 2015 , we acquired 19 grocery-anchored shopping centers and additional real estate adjacent to a previously acquired grocery-anchored shopping center for an aggregate purchase price of $390.2 million , including $41.0 million of assumed debt with a fair value of $42.1 million . The following tables present certain additional information regarding our acquisitions of properties during the nine months ended September 30, 2016 . For the nine months ended September 30, 2016 and 2015 , we allocated the purchase price of acquisitions to the fair value of the assets acquired and liabilities assumed as follows (in thousands): 2016 2015 Land and improvements $ 129,506 $ 124,576 Building and improvements 252,186 240,127 Acquired in-place leases 39,277 37,918 Acquired above-market leases 1,327 4,259 Acquired below-market leases (15,561 ) (16,686 ) Total assets and lease liabilities acquired 406,735 390,194 Less: Fair value of assumed debt at acquisition 58,047 42,085 Net assets acquired $ 348,688 $ 348,109 The weighted-average amortization periods for in-place, above-market, and below-market lease intangibles acquired during the nine months ended September 30, 2016 and 2015 , are as follows (in years): 2016 2015 Acquired in-place leases 13 9 Acquired above-market leases 8 7 Acquired below-market leases 17 14 The amounts recognized for revenues, acquisition expenses, and net loss from each respective acquisition date to September 30, 2016 and 2015 , related to the operating activities of our acquisitions are as follows (in thousands): 2016 2015 Revenues $ 17,165 $ 11,741 Acquisition expenses 7,481 7,155 Net loss (3,750 ) (6,118 ) The following unaudited pro forma information summarizes selected financial information from our combined results of operations as if all of our acquisitions for 2016 and 2015 had been acquired on January 1, 2015 . Acquisition expenses related to each respective acquisition are not expected to have a continuing impact and, therefore, have been excluded from these pro forma results. This pro forma information is presented for informational purposes only and may not be indicative of what actual results of operations would have been had the transactions occurred at the beginning of the period, nor does it purport to represent the results of future operations. Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2016 2015 2016 2015 Pro forma revenues $ 34,406 $ 35,097 $ 104,637 $ 104,330 Pro forma net income 466 3,656 4,071 7,453 |
Mortgages and Loans Payable
Mortgages and Loans Payable | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Mortgages and Loans Payable | MORTGAGES AND LOANS PAYABLE Our credit agreement provides access to an unsecured revolving credit facility and an unsecured term loan facility (the “Term Loans”). As of September 30, 2016 , the capacity on our revolving credit facility was $350 million , with a current interest rate of LIBOR plus 1.3% . The revolving credit facility matures in January 2018 with additional options to extend the maturity to January 2019. The Term Loans include two tranches with an interest rate of LIBOR plus 1.3% . The first tranche of the Term Loans has a maximum principal amount of $185 million and matures in July 2019, with options to extend the maturity to June 2021. The second tranche of the Term Loans has a maximum principal amount of $185 million and matures in June 2020, with an option to extend the maturity to June 2021. The Operating Partnership borrowed $121.5 million under each tranche on the closing date of the first amendment. A maturity date extension for the first or second tranche of term loans requires the payment of an extension fee of 0.15% of the then-outstanding principal amount of the corresponding tranche. As of September 30, 2016 and December 31, 2015 , the weighted-average interest rate for all of our mortgages and loans payable was 2.8% and 5.6% , respectively. The following is a summary of our debt obligations as of September 30, 2016 and December 31, 2015 (in thousands): September 30, 2016 December 31, 2015 Unsecured term loans - fixed-rate (1) $ 243,000 $ — Unsecured revolving credit facility - variable-rate (2) 56,000 — Fixed-rate mortgages payable (3) (4) 122,574 81,398 Assumed below-market debt adjustment, net (5) 3,937 1,322 Deferred financing costs, net (6) (4,776 ) (1,415 ) Total $ 420,735 $ 81,305 (1) As of September 30, 2016 , the interest rate on $243 million outstanding under our Term Loans was, effectively, fixed at various interest rates by two interest rate swap agreements with maturities ranging from July 2019 to June 2020 (see Notes 3 and 8 ). (2) The gross borrowings under our revolving credit facility were $448.0 million during the nine months ended September 30, 2016 . The gross payments under our revolving credit facility were $392.0 million during the nine months ended September 30, 2016 . (3) Due to the non-recourse nature of our fixed-rate mortgages, the assets and liabilities of the properties securing such mortgages are neither available to pay the debts of the consolidated property-holding limited liability companies nor do they constitute obligations of such consolidated limited liability companies as of September 30, 2016 . One of our mortgages has a limited exception which represents a potential $1.0 million obligation in the event of default. (4) As of September 30, 2016 and December 31, 2015 , the interest rates on $15.8 million and $16.1 million , respectively, outstanding under two of our variable-rate mortgage notes payable were, in effect, fixed at 6.0% by two interest rate swap agreements, which expire in July 2018 (see Notes 3 and 8 ). (5) Net of accumulated amortization of $1.3 million and $0.7 million as of September 30, 2016 and December 31, 2015 , respectively. (6) Net of accumulated amortization of $0.9 million and $0.2 million as of September 30, 2016 and December 31, 2015 , respectively. Deferred financing costs related to the revolving credit facility were $2.2 million and $1.7 million , as of September 30, 2016 and December 31, 2015 , respectively, which is net of accumulated amortization of $1.8 million and $1.1 million , respectively, and are recorded in Other Assets, Net. |
Commitments And Contingencies
Commitments And Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments And Contingencies | COMMITMENTS AND CONTINGENCIES Litigation In the ordinary course of business, we may become subject to litigation or claims. There are no material legal proceedings pending, or known to be contemplated, against us. Environmental Matters In connection with the ownership and operation of real estate, we may be potentially liable for costs and damages related to environmental matters. We record liabilities as they arise related to environmental obligations. We have not been notified by any governmental authority of any material non-compliance, liability or other claim, nor are we aware of any other environmental condition that we believe will have a material impact on our consolidated financial statements. Operating Lease We lease land under a long-term lease at one property, which was acquired in 2016. Total rental expense for the lease was $91,035 and $151,725 for the three and nine months ended September 30, 2016 , respectively. Minimum rental commitments remaining under the noncancelable terms of the lease as of September 30, 2016 , are as follows: (i) 2016, $91,035 ; (ii) 2017, $364,140 ; (iii) 2018, $364,140 ; (iv) 2019, $364,140 ; and (v) 2020, $364,140 . |
Derivatives and Hedging Activit
Derivatives and Hedging Activities | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | DERIVATIVES AND HEDGING ACTIVITIES 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 exposure 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 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 receipt or 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 receipts and our known or expected cash payments principally related to our investments and borrowings. Cash Flow Hedges of Interest Rate Risk Our objectives in using interest rate derivatives are to add stability to interest expense and to manage our 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 our making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in Accumulated Other Comprehensive Income (“AOCI”) and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During the nine months ended September 30, 2016 , such derivatives were used to hedge the variable cash flows associated with certain variable-rate debt. The ineffective portion, if any, of the change in fair value of the derivatives is recognized directly in earnings. As of September 30, 2016 , we had two interest rate swaps with a notional amount of $243 million that were designated as cash flow hedges of interest rate risk. Amounts reported in AOCI related to these derivatives will be reclassified to Interest Expense, Net as interest payments are made on the variable-rate debt. During the next 12 months, we estimate that an additional $0.1 million will be reclassified from Other Comprehensive Income as an increase to Interest Expense, Net. We had no derivatives outstanding during the three and nine months ended September 30, 2015 . Derivatives Not Designated as Hedging Instruments Derivatives not designated as hedges are not speculative and are used to manage our exposure to interest rate movements and other identified risks, but do not meet the strict hedge accounting requirements to be classified as hedging instruments. Changes in the fair value of these derivative instruments, as well as any payments, are recorded directly in Other (Expense) Income, Net, and resulted in a loss of $43,700 for the three months ended September 30, 2016 . Changes in the fair value of these derivative instruments, as well as any payments, resulted in a gain of $0.1 million for the nine months ended September 30, 2016 . We had no derivatives outstanding during the three and nine months ended September 30, 2015 . Tabular Disclosure of the Effect of Derivative Instruments on AOCI and the Consolidated Statements of Operations and Comprehensive Income (Loss) The table below presents the changes in AOCI and the effect of our derivative financial instruments on the consolidated statements of operations and comprehensive income (loss) for the nine months ended September 30, 2016 (in thousands): Balance in AOCI as of January 1, 2016 $ — Amount of gain recognized in other comprehensive income on derivative $ 1,012 Amount of loss reclassified from AOCI into interest expense 89 Current-period other comprehensive income 1,101 Balance in AOCI as of September 30, 2016 $ 1,101 Credit Risk-Related Contingent Features We have agreements with our derivative counterparties that contain provisions where, if we either default or are capable of being declared in default on any of our indebtedness, we could also be declared to be in default on our derivative obligations. As of September 30, 2016 , the fair value of our derivatives excluded any adjustment for nonperformance risk related to this agreement. As of September 30, 2016 , we have not posted any collateral related to these agreements. |
Equity
Equity | 9 Months Ended |
Sep. 30, 2016 | |
Stockholders' Equity Note [Abstract] | |
Equity | EQUITY On April 14, 2016, our board of directors established an estimated value per share of our common stock of $22.50 based substantially on the estimated market value of our portfolio of real estate properties as of March 31, 2016. We engaged a third party valuation firm to provide a calculation of the range in estimated value per share of our common stock as of March 31, 2016, which reflected certain balance sheet assets and liabilities as of that date. Distribution Reinvestment Plan —We have adopted the DRIP which allows stockholders to invest distributions in additional shares of our common stock. We continue to offer up to approximately 55.6 million shares of our common stock under the DRIP. Initially, the purchase price per share under the DRIP was $23.75 . In accordance with the DRIP, because we established an estimated value per share on April 14, 2016, subsequent to that date, participants acquired and continue to acquire shares of common stock through the DRIP at a price of $22.50 per share. Share Repurchase Program (“SRP”) —Our SRP provides a limited opportunity for stockholders to have shares of common stock repurchased, subject to certain restrictions and limitations. Initially, shares were repurchased at a price equal to or at a discount from the stockholder’s original purchase prices paid for the shares being repurchased. Effective April 14, 2016, the repurchase price per share for all stockholders is equal to the estimated value per share of $22.50 . Effective May 15, 2016, under our amended SRP, the maximum amount of common stock that we may repurchase at the stockholder’s election during any calendar year is limited, among other things, to 5% of the weighted-average number of shares outstanding during the prior calendar year. The maximum amount is reduced each reporting period by the current year share repurchases to date. In addition, the cash available for repurchases on any particular date is generally limited to the proceeds from the DRIP during the preceding four fiscal quarters, less amounts already used for repurchases since the beginning of that period. Class B Units —The Operating Partnership issues limited partnership units that are designated as Class B units for asset management services provided by PE-NTR II. The vesting of the Class B units is contingent upon a market condition and service condition. We had outstanding unvested Class B units of 391,349 and 231,809 as of September 30, 2016 and December 31, 2015 , respectively. |
Earning Per Share
Earning Per Share | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | EARNINGS PER SHARE Earnings per share (“EPS”) is calculated based on the weighted-average number of common shares outstanding during each period. Diluted EPS considers the effect of any potentially dilutive share equivalents for the three and nine months ended September 30, 2016 and 2015 . In the third quarter of 2016, approximately 4,400 shares of restricted stock were granted under our 2013 Independent Director Stock Plan and are potentially dilutive. The securities were included in our diluted EPS calculation but did not have a material impact on EPS for the three and nine months ended September 30, 2016 . Class B units are potentially dilutive securities as they contain non-forfeitable rights to dividends or dividend equivalents. There were 391,349 and 142,714 Class B units of the Operating Partnership outstanding as of September 30, 2016 and 2015 , respectively. The vesting of the Class B units is contingent upon a market condition and service condition. Since the satisfaction of both conditions was not probable as of September 30, 2016 and 2015 , the Class B units remained unvested and thus were not included in the diluted net income per share computations. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS Economic Dependency —We are dependent on PE-NTR II, the Property Manager, and their respective affiliates for certain services that are essential to us, including asset acquisition and disposition decisions, asset management, operating and leasing of our properties, and other general and administrative responsibilities. In the event that PE-NTR II, the Property Manager, and/or their respective affiliates are unable to provide such services, we would be required to find alternative service providers, which could result in higher costs and expenses. Advisory Agreement —Pursuant to the PE-NTR II Agreement, PE-NTR II is entitled to specified fees for certain services, including managing our day-to-day activities and implementing our investment strategy. PE-NTR II manages our day-to-day affairs and our portfolio of real estate investments subject to the board’s supervision. Expenses are reimbursed to PE-NTR II based on amounts incurred on our behalf. Prior to December 3, 2015, our advisor was American Realty Capital PECO II Advisors, LLC (“ARC”). On November 2, 2015, the conflicts committee of our board of directors made the decision to terminate the former advisory agreement with ARC, effective as of December 3, 2015. Pursuant to the former advisory agreement, ARC was entitled to specified fees for certain services, including managing our day-to-day activities and implementing our investment strategy. ARC had entered into a sub-advisory agreement with PE-NTR II, who managed our day-to-day affairs and our portfolio of real estate investments on behalf of ARC, subject to the board’s supervision and with the condition that certain major decisions required the consent of both ARC and PE-NTR II. The expenses reimbursed to ARC and PE-NTR II were reimbursed in proportion to the amount of expenses incurred on our behalf by ARC and PE-NTR II, respectively. Organization and Offering Costs —Under the terms of the former advisory agreement, we were to reimburse, on a monthly basis, ARC, PE-NTR II, or their respective affiliates for cumulative organization and offering costs and future organization and offering costs they incurred on our behalf, but only to the extent that the reimbursement would not exceed 2% of gross proceeds raised in all primary offerings measured at the completion of such primary offering. Summarized below are the cumulative organization and offering costs charged by and the cumulative costs reimbursed to ARC, PE-NTR II and their affiliates as of September 30, 2016 and December 31, 2015 , and any related amounts reimbursable to us as of September 30, 2016 and December 31, 2015 (in thousands): September 30, 2016 December 31, 2015 Total organization and offering costs charged $ 18,081 $ 18,081 Less: Total organization and offering costs reimbursed 18,081 19,020 Total organization and offering costs receivable $ — $ (939 ) Acquisition Fee —We paid ARC under the former advisory agreement, and we pay PE-NTR II under the PE-NTR II Agreement, an acquisition fee related to services provided in connection with the selection and purchase or origination of real estate and real estate-related investments. The acquisition fee is equal to 1% of the contract purchase price of each property we acquire, including acquisition or origination expenses and any debt attributable to such investments. Acquisition Expenses —We reimburse PE-NTR II for direct expenses incurred related to selecting, evaluating, and acquiring assets on our behalf. During the nine months ended September 30, 2016 and 2015 , we reimbursed PE-NTR II for personnel costs related to due diligence services for assets we acquired during the period. Asset Management Subordinated Participation —Within 60 days after the end of each calendar quarter (subject to the approval of our board of directors), we will pay an asset management subordinated participation partially by issuing a number of restricted operating partnership units designated as Class B Units to PE-NTR II and ARC equal to: (i) 0.25% multiplied by (a) prior to the date on which we calculated an estimated net asset value (“NAV”) per share, the cost of assets and (b) on and after the date on which we calculated an estimated NAV per share, the lower of the cost of assets and the applicable quarterly NAV divided by (ii) (a) prior to the date on which we calculated an estimated NAV per share, the value of one share of common stock as of the last day of such calendar quarter, which was equal to $22.50 (the primary offering price minus selling commissions and dealer manager fees) and (b) on and after the date on which we calculated an estimated NAV per share, the per share NAV. Our board of directors established an estimated NAV per share of $22.50 on April 14, 2016. PE-NTR II and ARC are entitled to receive distributions on the Class B units at the same rate as distributions are paid to common stockholders. Such distributions are in addition to the incentive compensation that PE-NTR II, ARC, and their affiliates may receive from us. During the nine months ended September 30, 2016 , the Operating Partnership issued 159,540 Class B units to PE-NTR II and ARC under the advisory agreement for the asset management services performed during the period from October 1, 2015 to June 30, 2016. These Class B units will not vest until an economic hurdle has been met. PE-NTR II or one of its affiliates must continue to provide advisory services through the date that such economic hurdle is met. The economic hurdle will be met when the value of the Operating Partnership’s assets plus all distributions made equal or exceed the total amount of capital contributed by investors plus a 6.0% cumulative, pre-tax, non-compounded annual return thereon. Under the PE-NTR II Agreement, beginning in January 2016, the asset management fee remained at 1% of the cost of our assets, but is paid 80% in cash and 20% in Class B units of the Operating Partnership instead of entirely in Class B units. The cash portion of the asset management fee is paid on a monthly basis in arrears at the rate of 0.06667% multiplied by the cost of our assets as of the last day of the preceding monthly period. Under the first amendment to the Operating Partnership’s amended and restated agreement of limited partnership, the Class B units portion of the asset management fee was based on the rate of 0.05% multiplied by the cost of our assets. On April 14, 2016, we established an estimated NAV and the calculation of the Class B units portion of the asset management fee was changed to be based on the rate of 0.05% multiplied by the lower of the cost of our assets and our estimated NAV. The Class B units continue to be issued quarterly in arrears and remain subject to existing forfeiture provisions. Financing Coordination Fee— We paid PE-NTR II and ARC under the former advisory agreement a financing fee equal to 0.75% of all amounts made available under any loan or line of credit in connection with the origination or refinancing of any debt that we obtain and use to finance properties or other permitted investments. As of January 1, 2016, we no longer pay this fee. Disposition Fee —We pay PE-NTR II under the PE-NTR II Agreement, and we paid ARC under the former advisory agreement, for substantial assistance in connection with the sale of properties or other investments up to the lesser of: (i) 2% of the contract sales price of each property or other investment sold; or (ii) one-half of the total brokerage commissions paid if a non-affiliated broker is also involved in the sale, provided that total real estate commissions paid (to PE-NTR II and others) in connection with the sale may not exceed the lesser of a competitive real estate commission or 6% of the contract sales price. The conflicts committee of our board of directors will determine whether PE-NTR II has provided substantial assistance to us in connection with the sale of an asset. Substantial assistance in connection with the sale of a property includes preparation of an investment package for the property (including an investment analysis, rent rolls, tenant information regarding credit, a property title report, an environmental report, a structural report and exhibits) or such other substantial services performed by PE-NTR II in connection with a sale. General and Administrative Expenses —As of September 30, 2016 and December 31, 2015 , we owed PE-NTR II and their affiliates $35,000 and $18,000 , respectively, for general and administrative expenses paid on our behalf. Summarized below are the fees earned by and the expenses reimbursable to ARC and PE-NTR II, except for organization and offering costs and unpaid general and administrative expenses, which we disclose above, for the three and nine months ended September 30, 2016 and 2015 , and any related amounts unpaid as of September 30, 2016 and December 31, 2015 (in thousands): Three Months Ended Nine Months Ended Unpaid Amount as of September 30, September 30, September 30, December 31, 2016 2015 2016 2015 2016 2015 Acquisition fees (1) $ 198 $ 2,105 $ 4,041 $ 3,899 $ — $ — Acquisition expenses (1) 40 225 794 463 — 1 Asset management fees (2) 2,649 — 7,262 — 922 — Class B units distribution (3) 156 28 518 44 52 16 Financing coordination fees (4) — — — 307 — — Total $ 3,043 $ 2,358 $ 12,615 $ 4,713 $ 974 $ 17 (1) The acquisition fees and expenses are presented as Acquisition Expenses on the consolidated statements of operations. (2) Asset management fees are presented in General and Administrative on the consolidated statements of operations. (3) Represents the distributions paid to PE-NTR II and ARC as holders of Class B units of the Operating Partnership and is presented in General and Administrative on the consolidated statements of operations. (4) Financing fees are presented as Other Assets, Net or Mortgages and Loan Payable, Net, on the consolidated balance sheets and amortized over the term of the related loan. As of January 1, 2016, we are no longer required to pay financing fees. Property Manager —All of our real properties are managed and leased by the Property Manager. The Property Manager is wholly owned by our Phillips Edison sponsor. The Property Manager also manages real properties owned by Phillips Edison affiliates or other third parties. Property Management Fee —We pay to the Property Manager a monthly property management fee of 4% of the monthly gross cash receipts from the properties it manages. Leasing Commissions —In addition to the property management fee, if the Property Manager provides leasing services with respect to a property, we pay the Property Manager leasing fees in an amount equal to the leasing fees charged by unaffiliated persons rendering comparable services based on national market rates. The Property Manager shall be paid a leasing fee in connection with a tenant’s exercise of an option to extend an existing lease, and the leasing fees payable to the Property Manager may be increased by up to 50% in the event that the Property Manager engages a co-broker to lease a particular vacancy. Construction Management Fee —If we engage the Property Manager to provide construction management services with respect to a particular property, we pay a construction management fee in an amount that is usual and customary for comparable services rendered to similar projects in the geographic market of the property. Expenses and Reimbursements —The Property Manager hires, directs, and establishes policies for employees who have direct responsibility for the operations of each real property it manages, which may include, but is not limited to, on-site managers and building and maintenance personnel. Certain employees of the Property Manager may be employed on a part-time basis and may also be employed by PE-NTR II or certain of its affiliates. The Property Manager also directs the purchase of equipment and supplies and supervises all maintenance activity. We reimburse the costs and expenses incurred by the Property Manager on our behalf, including employee compensation, legal, travel and other out-of-pocket expenses that are directly related to the management of specific properties and corporate matters, as well as fees and expenses of third-party accountants. Summarized below are the fees earned by and the expenses reimbursable to the Property Manager for the three and nine months ended September 30, 2016 and 2015, and any related amounts unpaid as of September 30, 2016 and December 31, 2015 (in thousands): Three Months Ended Nine Months Ended Unpaid Amount as of September 30, September 30, September 30, December 31, 2016 2015 2016 2015 2016 2015 Property management fees (1) $ 1,314 $ 548 $ 3,484 $ 1,314 $ 426 $ 307 Leasing commissions (2) 1,134 497 2,699 1,296 429 86 Construction management fees (2) 370 139 676 226 130 68 Other fees and reimbursements (3) 992 428 2,696 933 462 1,157 Total $ 3,810 $ 1,612 $ 9,555 $ 3,769 $ 1,447 $ 1,618 (1) The property management fees are included in Property Operating on the consolidated statements of operations. (2) Leasing commissions paid for leases with terms less than one year are expensed immediately and included in Depreciation and Amortization on the consolidated statements of operations. Leasing commissions paid for leases with terms greater than one year, and construction management fees, are capitalized and amortized over the life of the related leases or assets. (3) Other fees and reimbursements are included in Property Operating and General and Administrative on the consolidated statements of operations based on the nature of the expense. Dealer Manager —The dealer manager for our initial public offering was Realty Capital Securities, LLC (the “Dealer Manager”). The Dealer Manager provided certain sales, promotional and marketing services in connection with the distribution of the shares of common stock offered under our offering. Excluding shares sold pursuant to the “friends and family” program, the Dealer Manager was generally paid a sales commission equal to 7% of the gross proceeds from the sale of shares of the common stock sold in the primary offering and a dealer manager fee equal to 3% of the gross proceeds from the sale of shares of the common stock sold in the primary offering. The Dealer Manager typically reallowed 100% of the selling commissions and a portion of the dealer manager fee to participating broker-dealers. Alternatively, a participating broker-dealer could elect to receive a commission based upon the proceeds from the sale of shares by such participating broker-dealer, with a portion of such fee being paid at the time of such sale and the remaining amounts paid on each anniversary of the closing of such sale up to and including the fifth anniversary of the closing of such sale, in which event, a portion of the dealer manager fee could be reallowed such that the combined selling commission and dealer manager fee did not exceed 10% of the gross proceeds of our primary offering. The dealer manager agreement terminated upon termination of the initial public offering. Prior to February 2016, we utilized transfer agent services provided by an affiliate of the Dealer Manager. Fees incurred from this transfer agent represented amounts paid by PE-NTR II to the affiliate of the Dealer Manager for such services. We reimbursed PE-NTR II for these fees through the payment of organization and offering costs. The transfer agent ceased services and the agreement was terminated in connection with the bankruptcy of the transfer agent and its parent company. The following table details total selling commissions, dealer manager fees, and service fees paid to the Dealer Manager and its affiliate related to the sale of common stock for the three and nine months ended September 30, 2016 and 2015 and any related amounts unpaid, which are included as a component of total unpaid organization and offering costs, as of September 30, 2016 and December 31, 2015 (in thousands): Three Months Ended Nine Months Ended Unpaid Amount as of September 30, September 30, September 30, December 31, 2016 2015 2016 2015 2016 2015 Total commissions and fees incurred from Dealer Manager $ — $ 13,376 $ — $ 49,017 $ — $ — Transfer agent fees incurred related to offering costs — 547 — 1,115 140 150 Other fees incurred from transfer agent — — 140 — 560 420 Share Purchases by PE-NTR II and AR Capital Sponsor —PE-NTR II made an initial investment in us through the purchase of 8,888 shares of our common stock and may not sell any of these shares while serving as our advisor. AR Capital LLC, which is under common control with ARC, also purchased 17,778 shares of our common stock. PE-NTR II and AR Capital LLC purchased shares at a purchase price of $22.50 per share, reflecting no dealer manager fee or selling commissions paid on such shares. |
Operating Leases
Operating Leases | 9 Months Ended |
Sep. 30, 2016 | |
Leases, Operating [Abstract] | |
Operating Leases | OPERATING LEASES The terms and expirations of our operating leases with our tenants vary. The lease agreements frequently contain options to extend the terms of leases and other terms and conditions as negotiated. We retain substantially all of the risks and benefits of ownership of the real estate assets leased to tenants. Approximate future rentals to be received under non-cancelable operating leases in effect at September 30, 2016 , assuming no new or renegotiated leases or option extensions on lease agreements, are as follows (in thousands): Year Amount October 1 to December 31, 2016 $ 23,301 2017 93,793 2018 86,555 2019 75,108 2020 64,121 2021 and thereafter 268,886 Total $ 611,764 No single tenant comprised 10% or more of our aggregate annualized base rent as of September 30, 2016 . |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS Distributions to Stockholders Distributions equal to a daily amount of $0.0044398907 per share of common stock outstanding were paid subsequent to September 30, 2016 , to the stockholders of record from September 1, 2016 through October 31, 2016 as follows (in thousands): Distribution Period Date Distribution Paid Gross Amount of Distribution Paid Distribution Reinvested through the DRIP Net Cash Distribution September 1, 2016 through September 30, 2016 10/1/2016 $ 6,149 $ 3,097 $ 3,052 October 1, 2016 through October 31, 2016 11/1/2016 6,379 3,201 3,178 On November 1, 2016 our board of directors authorized distributions to the stockholders of record at the close of business each day in the period commencing December 1, 2016 through December 31, 2016 equal to a daily amount of $0.0044398907 per share of common stock. The board of directors also authorized distributions to stockholders for January 1, 2017 through February 28, 2017 equal to a daily amount of $0.00445205 per share of common stock. |
Summary Of Significant Accoun21
Summary Of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation —The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. Readers of this Quarterly Report on Form 10-Q should refer to the audited consolidated financial statements of Phillips Edison Grocery Center REIT II, Inc. for the year ended December 31, 2015 , which are included in our 2015 Annual Report on Form 10-K. In the opinion of management, all normal and recurring adjustments necessary for the fair presentation of the unaudited consolidated financial statements for the periods presented have been included in this Quarterly Report. Our results of operations for the three and nine months ended September 30, 2016 , are not necessarily indicative of the operating results expected for the full year. The accompanying consolidated financial statements include our accounts and those of our majority-owned subsidiaries. All intercompany balances and transactions are eliminated upon consolidation. |
Gain on Sale of Assets | Gain on Sale of Assets —We recognize sales of assets only upon the closing of the transaction with the purchaser. We recognize gains (net of any taxes) on assets sold using the full accrual method upon closing if the collectibility of the sales price is reasonably assured, we are not obligated to perform any significant activities after the sale to earn the profit, we have received adequate initial investment from the purchaser, and other profit recognition criteria have been satisfied. We may defer recognition of gains in whole or in part until: (i) the profit is determinable, meaning that the collectibility of the sales price is reasonably assured or the amount that will not be collectible can be estimated; and (ii) the earnings process is virtually complete, meaning that we are not obliged to perform any significant activities after the sale to earn the profit. Gains and losses on transfers of operating properties resulting from the sale of a partial interest in properties to unconsolidated joint ventures are recognized using the partial sale provisions under Accounting Standard Codification (“ASC”) 360-20, Property, Plant & Equipment - Real Estate Sales . |
Investment in Unconsolidated Joint Venture | Investment in Unconsolidated Joint Venture —We account for our investment in our unconsolidated joint venture using the equity method of accounting as we exercise significant influence over, but do not control, this entity. This investment was initially recorded at cost and is subsequently adjusted for contributions made to and distributions received from the joint venture. Earnings or loss for our investment are recognized in accordance with the terms of the applicable joint venture agreement, generally through a pro rata allocation. Under a pro rata allocation, net income or loss is allocated between the partners in the joint venture based on their respective stated ownership percentages. To recognize the character of distributions from our unconsolidated joint venture, we review the nature of cash distributions received for purposes of determining whether such distributions should be classified as either a return on investment, which would be included in operating activities, or a return of investment, which would be included in investing activities on the consolidated statements of cash flows. On a periodic basis, management assesses whether there are indicators, including the operating performance of the underlying real estate and general market conditions, that the value of our investment in our unconsolidated joint venture may be impaired. An investment’s value is impaired only if management’s estimate of the fair value of the investment is less than its carrying value and such difference is deemed to be other-than-temporary. To the extent impairment has occurred, the loss is measured as the excess of the carrying amount of the investment over its estimated fair value. Management’s estimates of fair value are based upon a discounted cash flow model for each specific investment that includes all estimated cash inflows and outflows over a specified holding period and, where applicable, any estimated debt premiums, capitalization rates, discount rates and credit spreads used in these models are based upon rates we believe to be within a reasonable range of current market rates. |
Share-based Compensation | Share-based Compensation —We account for our share-based compensation plan based on the Financial Accounting Standards Board (“FASB”) guidance which requires that compensation expense be recognized based on the fair value of the stock awards less estimated forfeitures. Our restricted stock grants vest based upon the completion of a service period (“service-based grants”). Service-based grants are valued according to the determined value per share for our common stock at the date of grant. Awards of service-based grants of stock are expensed as compensation on a straight-line basis over the vesting period. |
Reclassifications | Reclassifications —The following line item on our consolidated balance sheets as of December 31, 2015 , was reclassified to conform to the current year presentation: • Acquired Intangible Lease Assets was separated into Acquired Above-Market Lease Assets and Acquired In-Place Lease Assets. |
Newly Adopted and Recently Issued Accounting Pronouncements | Newly Adopted and Recently Issued Accounting Pronouncements —In April 2015, the FASB issued Accounting Standards Update (“ASU”) 2015-03, Interest - Imputation of Interest (Topic 835): Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). This update amends existing guidance to require the presentation of certain debt issuance costs in the balance sheet as a deduction from the carrying amount of the related debt liability instead of a deferred charge. In August 2015, the FASB issued ASU 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements (“ASU 2015-15”). This update provides guidance regarding the presentation and subsequent measurement of debt issuance costs related to line-of-credit arrangements. We adopted ASU 2015-03 and ASU 2015-15 on January 1, 2016, and retrospectively applied the guidance for all periods presented. Unamortized debt issuance costs of $4.8 million and $1.4 million are included in Mortgages and Loans Payable, Net as of September 30, 2016 and December 31, 2015, respectively, which were previously included in Deferred Financing Expense, Net on our consolidated balance sheets. The remaining amounts included in Other Assets, Net on our consolidated balance sheets were related to our revolving credit facility. The adoption did not have an impact on our results of operations (see Note 6 ). In February 2015, the FASB issued ASU 2015-02, Amendments to the Consolidation Analysis to ASC Topic 810 Consolidation (“ASU 2015-02”). ASU 2015-02 includes all reporting entities within the scope of Subtopic 810-10 Consolidation - Overall , including limited partnerships and similar legal entities, unless a scope exception applies. Overall the amendments in this update are to simplify the codification and reduce the number of consolidation models and place more emphasis on risk of loss when determining controlling financial interests. ASU 2015-02 was effective beginning in the first quarter of the year ending December 31, 2016. We have evaluated the impact of the adoption of ASU 2015-02 on our consolidated financial statements and have determined under ASU 2015-02 that the Operating Partnership is considered a variable interest entity (“VIE”). We are the primary beneficiary of the VIE and our partnership interest is considered a majority voting interest. As such, this standard did not have a material impact on our consolidated financial statements. The following table provides a brief description of recent accounting pronouncements that could have a material effect on our financial statements: Standard Description Date of Adoption Effect on the Financial Statements or Other Significant Matters ASU 2014-09, Revenue from Contracts with Customers This update outlines a comprehensive model for entities to use in accounting for revenue arising from contracts with customers. ASU 2014-09 states that “an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.” While ASU 2014-09 specifically references contracts with customers, it may apply to certain other transactions such as the sale of real estate or equipment. In 2015, the FASB provided for a one-year deferral of the effective date for ASU 2014-09, making it effective for annual reporting periods beginning after December 15, 2017. January 1, 2018 We are currently evaluating the impact the adoption of this standard will have on our consolidated financial statements. ASU 2016-02, Leases (Topic 842) This update amends existing guidance by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. It is effective for annual reporting periods beginning after December 15, 2018, but early adoption is permitted. January 1, 2019 We are currently evaluating the impact the adoption of this standard will have on our consolidated financial statements. |
Fair Value Measurements (Polici
Fair Value Measurements (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement, Policy | ASC 820, Fair Value Measurement (“ASC 820”) defines fair value, establishes a framework for measuring fair value in accordance with GAAP, and expands disclosures about fair value measurements. ASC 820 emphasizes that fair value is intended to be a market-based measurement, as opposed to a transaction-specific measurement. Fair value is defined by ASC 820 as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Depending on the nature of the asset or liability, various techniques and assumptions can be used to estimate the fair value. Assets and liabilities are measured using inputs from three levels of the fair value hierarchy, as follows: Level 1—Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access at the measurement date. An active market is defined as a market in which transactions for the assets or liabilities occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active (markets with few transactions), inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data correlation or other means (market corroborated inputs). Level 3—Unobservable inputs, only used to the extent that observable inputs are not available, reflect our assumptions about the pricing of an asset or liability. |
Earning Per Share Earning Per S
Earning Per Share Earning Per Share (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Earning Per Share [Abstract] | |
Earnings Per Share, Policy | Earnings per share (“EPS”) is calculated based on the weighted-average number of common shares outstanding during each period. Diluted EPS considers the effect of any potentially dilutive share equivalents for the three and nine months ended September 30, 2016 and 2015 . |
Summary Of Significant Accoun24
Summary Of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | The following table provides a brief description of recent accounting pronouncements that could have a material effect on our financial statements: Standard Description Date of Adoption Effect on the Financial Statements or Other Significant Matters ASU 2014-09, Revenue from Contracts with Customers This update outlines a comprehensive model for entities to use in accounting for revenue arising from contracts with customers. ASU 2014-09 states that “an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.” While ASU 2014-09 specifically references contracts with customers, it may apply to certain other transactions such as the sale of real estate or equipment. In 2015, the FASB provided for a one-year deferral of the effective date for ASU 2014-09, making it effective for annual reporting periods beginning after December 15, 2017. January 1, 2018 We are currently evaluating the impact the adoption of this standard will have on our consolidated financial statements. ASU 2016-02, Leases (Topic 842) This update amends existing guidance by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. It is effective for annual reporting periods beginning after December 15, 2018, but early adoption is permitted. January 1, 2019 We are currently evaluating the impact the adoption of this standard will have on our consolidated financial statements. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Inputs, Liabilities, Quantitative Information | The following is a summary of discount rates and borrowings as of September 30, 2016 and December 31, 2015 (dollars in thousands): September 30, 2016 December 31, 2015 Discount rates: Unsecured variable-rate debt 1.98% - 2.22% — % Secured fixed-rate debt 3.88 % 3.50 % Borrowings: Fair value $ 422,203 $ 87,387 Recorded value (1) 425,511 82,720 (1) Recorded value does not include deferred financing costs of $4.8 million and $1.4 million as of September 30, 2016 and December 31, 2015 , respectively. |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | We record derivative assets in Other Assets, Net and derivative liabilities in Accounts Payable and Other Liabilities on our consolidated balance sheets. The fair value measurements of our financial liability and asset as of September 30, 2016 and December 31, 2015 , are as follows (in thousands): September 30, 2016 December 31, 2015 Derivative asset designated as hedging instruments: Interest rate swaps - unsecured term loan facility $ 1,101 $ — Derivative liability not designated as hedging instruments: Interest rate swaps - mortgage notes 1,093 1,410 |
Real Estate Acquisitions (Table
Real Estate Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | For the nine months ended September 30, 2016 and 2015 , we allocated the purchase price of acquisitions to the fair value of the assets acquired and liabilities assumed as follows (in thousands): 2016 2015 Land and improvements $ 129,506 $ 124,576 Building and improvements 252,186 240,127 Acquired in-place leases 39,277 37,918 Acquired above-market leases 1,327 4,259 Acquired below-market leases (15,561 ) (16,686 ) Total assets and lease liabilities acquired 406,735 390,194 Less: Fair value of assumed debt at acquisition 58,047 42,085 Net assets acquired $ 348,688 $ 348,109 |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination | The weighted-average amortization periods for in-place, above-market, and below-market lease intangibles acquired during the nine months ended September 30, 2016 and 2015 , are as follows (in years): 2016 2015 Acquired in-place leases 13 9 Acquired above-market leases 8 7 Acquired below-market leases 17 14 |
Real Estate Acquisitions, Operating Activities Since Acquisition Date | The amounts recognized for revenues, acquisition expenses, and net loss from each respective acquisition date to September 30, 2016 and 2015 , related to the operating activities of our acquisitions are as follows (in thousands): 2016 2015 Revenues $ 17,165 $ 11,741 Acquisition expenses 7,481 7,155 Net loss (3,750 ) (6,118 ) |
Business Acquisition, Pro Forma Information | The following unaudited pro forma information summarizes selected financial information from our combined results of operations as if all of our acquisitions for 2016 and 2015 had been acquired on January 1, 2015 . Acquisition expenses related to each respective acquisition are not expected to have a continuing impact and, therefore, have been excluded from these pro forma results. This pro forma information is presented for informational purposes only and may not be indicative of what actual results of operations would have been had the transactions occurred at the beginning of the period, nor does it purport to represent the results of future operations. Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2016 2015 2016 2015 Pro forma revenues $ 34,406 $ 35,097 $ 104,637 $ 104,330 Pro forma net income 466 3,656 4,071 7,453 |
Mortgages and Loans Payable (Ta
Mortgages and Loans Payable (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Obligations | The following is a summary of our debt obligations as of September 30, 2016 and December 31, 2015 (in thousands): September 30, 2016 December 31, 2015 Unsecured term loans - fixed-rate (1) $ 243,000 $ — Unsecured revolving credit facility - variable-rate (2) 56,000 — Fixed-rate mortgages payable (3) (4) 122,574 81,398 Assumed below-market debt adjustment, net (5) 3,937 1,322 Deferred financing costs, net (6) (4,776 ) (1,415 ) Total $ 420,735 $ 81,305 (1) As of September 30, 2016 , the interest rate on $243 million outstanding under our Term Loans was, effectively, fixed at various interest rates by two interest rate swap agreements with maturities ranging from July 2019 to June 2020 (see Notes 3 and 8 ). (2) The gross borrowings under our revolving credit facility were $448.0 million during the nine months ended September 30, 2016 . The gross payments under our revolving credit facility were $392.0 million during the nine months ended September 30, 2016 . (3) Due to the non-recourse nature of our fixed-rate mortgages, the assets and liabilities of the properties securing such mortgages are neither available to pay the debts of the consolidated property-holding limited liability companies nor do they constitute obligations of such consolidated limited liability companies as of September 30, 2016 . One of our mortgages has a limited exception which represents a potential $1.0 million obligation in the event of default. (4) As of September 30, 2016 and December 31, 2015 , the interest rates on $15.8 million and $16.1 million , respectively, outstanding under two of our variable-rate mortgage notes payable were, in effect, fixed at 6.0% by two interest rate swap agreements, which expire in July 2018 (see Notes 3 and 8 ). (5) Net of accumulated amortization of $1.3 million and $0.7 million as of September 30, 2016 and December 31, 2015 , respectively. (6) Net of accumulated amortization of $0.9 million and $0.2 million as of September 30, 2016 and December 31, 2015 , respectively. Deferred financing costs related to the revolving credit facility were $2.2 million and $1.7 million , as of September 30, 2016 and December 31, 2015 , respectively, which is net of accumulated amortization of $1.8 million and $1.1 million , respectively, and are recorded in Other Assets, Net. |
Derivatives and Hedging Activ28
Derivatives and Hedging Activities Tabular Disclosure of the Derivative Effect on AOCI and Income Statement (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The table below presents the changes in AOCI and the effect of our derivative financial instruments on the consolidated statements of operations and comprehensive income (loss) for the nine months ended September 30, 2016 (in thousands): Balance in AOCI as of January 1, 2016 $ — Amount of gain recognized in other comprehensive income on derivative $ 1,012 Amount of loss reclassified from AOCI into interest expense 89 Current-period other comprehensive income 1,101 Balance in AOCI as of September 30, 2016 $ 1,101 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Summary of Organization and Offering Costs | Summarized below are the cumulative organization and offering costs charged by and the cumulative costs reimbursed to ARC, PE-NTR II and their affiliates as of September 30, 2016 and December 31, 2015 , and any related amounts reimbursable to us as of September 30, 2016 and December 31, 2015 (in thousands): September 30, 2016 December 31, 2015 Total organization and offering costs charged $ 18,081 $ 18,081 Less: Total organization and offering costs reimbursed 18,081 19,020 Total organization and offering costs receivable $ — $ (939 ) |
Advisor Transactions | Summarized below are the fees earned by and the expenses reimbursable to ARC and PE-NTR II, except for organization and offering costs and unpaid general and administrative expenses, which we disclose above, for the three and nine months ended September 30, 2016 and 2015 , and any related amounts unpaid as of September 30, 2016 and December 31, 2015 (in thousands): Three Months Ended Nine Months Ended Unpaid Amount as of September 30, September 30, September 30, December 31, 2016 2015 2016 2015 2016 2015 Acquisition fees (1) $ 198 $ 2,105 $ 4,041 $ 3,899 $ — $ — Acquisition expenses (1) 40 225 794 463 — 1 Asset management fees (2) 2,649 — 7,262 — 922 — Class B units distribution (3) 156 28 518 44 52 16 Financing coordination fees (4) — — — 307 — — Total $ 3,043 $ 2,358 $ 12,615 $ 4,713 $ 974 $ 17 (1) The acquisition fees and expenses are presented as Acquisition Expenses on the consolidated statements of operations. (2) Asset management fees are presented in General and Administrative on the consolidated statements of operations. (3) Represents the distributions paid to PE-NTR II and ARC as holders of Class B units of the Operating Partnership and is presented in General and Administrative on the consolidated statements of operations. (4) Financing fees are presented as Other Assets, Net or Mortgages and Loan Payable, Net, on the consolidated balance sheets and amortized over the term of the related loan. As of January 1, 2016, we are no longer required to pay financing fees. |
Property Manager Transactions | Summarized below are the fees earned by and the expenses reimbursable to the Property Manager for the three and nine months ended September 30, 2016 and 2015, and any related amounts unpaid as of September 30, 2016 and December 31, 2015 (in thousands): Three Months Ended Nine Months Ended Unpaid Amount as of September 30, September 30, September 30, December 31, 2016 2015 2016 2015 2016 2015 Property management fees (1) $ 1,314 $ 548 $ 3,484 $ 1,314 $ 426 $ 307 Leasing commissions (2) 1,134 497 2,699 1,296 429 86 Construction management fees (2) 370 139 676 226 130 68 Other fees and reimbursements (3) 992 428 2,696 933 462 1,157 Total $ 3,810 $ 1,612 $ 9,555 $ 3,769 $ 1,447 $ 1,618 (1) The property management fees are included in Property Operating on the consolidated statements of operations. (2) Leasing commissions paid for leases with terms less than one year are expensed immediately and included in Depreciation and Amortization on the consolidated statements of operations. Leasing commissions paid for leases with terms greater than one year, and construction management fees, are capitalized and amortized over the life of the related leases or assets. (3) Other fees and reimbursements are included in Property Operating and General and Administrative on the consolidated statements of operations based on the nature of the expense. |
Dealer Manager Transactions | The following table details total selling commissions, dealer manager fees, and service fees paid to the Dealer Manager and its affiliate related to the sale of common stock for the three and nine months ended September 30, 2016 and 2015 and any related amounts unpaid, which are included as a component of total unpaid organization and offering costs, as of September 30, 2016 and December 31, 2015 (in thousands): Three Months Ended Nine Months Ended Unpaid Amount as of September 30, September 30, September 30, December 31, 2016 2015 2016 2015 2016 2015 Total commissions and fees incurred from Dealer Manager $ — $ 13,376 $ — $ 49,017 $ — $ — Transfer agent fees incurred related to offering costs — 547 — 1,115 140 150 Other fees incurred from transfer agent — — 140 — 560 420 |
Operating Leases (Tables)
Operating Leases (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Leases, Operating [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Approximate future rentals to be received under non-cancelable operating leases in effect at September 30, 2016 , assuming no new or renegotiated leases or option extensions on lease agreements, are as follows (in thousands): Year Amount October 1 to December 31, 2016 $ 23,301 2017 93,793 2018 86,555 2019 75,108 2020 64,121 2021 and thereafter 268,886 Total $ 611,764 |
Subsequent Events (Tables)
Subsequent Events (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
Dividends Paid | Distributions equal to a daily amount of $0.0044398907 per share of common stock outstanding were paid subsequent to September 30, 2016 , to the stockholders of record from September 1, 2016 through October 31, 2016 as follows (in thousands): Distribution Period Date Distribution Paid Gross Amount of Distribution Paid Distribution Reinvested through the DRIP Net Cash Distribution September 1, 2016 through September 30, 2016 10/1/2016 $ 6,149 $ 3,097 $ 3,052 October 1, 2016 through October 31, 2016 11/1/2016 6,379 3,201 3,178 |
Organization (Details)
Organization (Details) shares in Millions | Sep. 30, 2016acquisitionshares | Mar. 31, 2016Properties |
Schedule of Equity Method Investments [Line Items] | ||
Number of Real Estate Properties | acquisition | 70 | |
Dividend Reinvestment Plan [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Maximum Shares Authorized Under Dividend Reinvestment Plan | shares | 55.6 | |
TPG Joint Venture [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Number of Real Estate Properties | 7 | 6 |
Joint Venture Ownership Percentage | 20.00% |
Summary Of Significant Accoun33
Summary Of Significant Accounting Policies (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Accounting Policies [Abstract] | ||
Effect of New Accounting Principle in Period of Adoption - Debt Issuance Costs | $ 4,776 | $ 1,415 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Mortgages and Loans Payable - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Borrowings: Recorded Value | $ 425,511 | $ 82,720 |
Deferred financing cost | 4,776 | 1,415 |
Fair Value, Inputs, Level 3 | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Borrowings: Fair Value | $ 422,203 | $ 87,387 |
Unsecured variable-rate debt | Fair Value, Inputs, Level 3 | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Fair value inputs, discount rate | 0.00% | |
Secured fixed-rate debt | Fair Value, Inputs, Level 3 | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Fair value inputs, discount rate | 3.88% | 3.50% |
Minimum | Unsecured variable-rate debt | Fair Value, Inputs, Level 3 | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Fair value inputs, discount rate | 1.98% | |
Maximum | Unsecured variable-rate debt | Fair Value, Inputs, Level 3 | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Fair value inputs, discount rate | 2.22% |
Fair Value Measurements (Deta35
Fair Value Measurements (Details) - Derivative Instruments $ in Thousands | Sep. 30, 2016USD ($)Debt_Instrument | Dec. 31, 2015USD ($) |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Long-term Debt, Gross | $ 425,511 | $ 82,720 |
Fixed Rate Mortgages Payable [Member] | ||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Long-term Debt, Gross | $ 122,574 | 81,398 |
Derivative, Fixed Interest Rate | 6.00% | |
Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | ||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Derivative, Notional Amount | $ 243,000 | |
Derivative Assets (Liabilities), at Fair Value, Net | $ 1,101 | 0 |
Not Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | ||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Derivative, Fixed Interest Rate | 6.00% | |
Number of Interest Rate Derivatives Held | Debt_Instrument | 2 | |
Derivative Assets (Liabilities), at Fair Value, Net | $ 1,093 | 1,410 |
Not Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Fixed Rate Mortgages Payable [Member] | ||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Derivative, Notional Amount | $ 15,800 | $ 16,100 |
Debt Instrument, Number of Instruments Held | Debt_Instrument | 2 | |
Term Loans Tranche One [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | ||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Derivative, Fixed Interest Rate | 2.24% | |
Term Loans Tranche Two [Member] | Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | ||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Long-term Debt, Gross | $ 121,500 | |
Derivative, Fixed Interest Rate | 2.3075% | |
Term Loan Facility [Member] | Designated as Hedging Instrument [Member] | Unsecured Debt [Member] | ||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Derivative, Notional Amount | $ 243,000 | |
Term Loan Facility [Member] | Term Loans Tranche One [Member] | Interest Rate Swap [Member] | Unsecured Debt [Member] | ||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Long-term Debt, Gross | 121,500 | |
Term Loan Facility [Member] | Term Loans Tranche Two [Member] | Interest Rate Swap [Member] | Unsecured Debt [Member] | ||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Long-term Debt, Gross | $ 121,500 |
Investment in Unconsolidated 36
Investment in Unconsolidated Joint Venture (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Nov. 02, 2016USD ($)acquisition | Sep. 30, 2016USD ($)acquisition | Mar. 31, 2016USD ($)Properties | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)acquisition | Sep. 30, 2015USD ($) | Oct. 31, 2016property | |
Schedule of Equity Method Investments [Line Items] | |||||||
Contribution to unconsolidated joint venture | $ 2,580 | $ 0 | |||||
Number of Real Estate Properties | acquisition | 70 | 70 | |||||
Gain on contribution of properties to unconsolidated joint venture | $ 0 | $ 0 | $ 3,341 | $ 0 | |||
TPG Joint Venture [Member] | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Joint Venture Ownership Percentage | 20.00% | 20.00% | |||||
Contribution to unconsolidated joint venture | $ 9,000 | ||||||
Number of Real Estate Properties | 7 | 6 | 7 | ||||
Contribution of property | $ 94,300 | ||||||
Proceeds From Contribution of Properties to Unconsolidated Joint Venture After Investment | 87,400 | ||||||
Real Estate Investments, Joint Ventures | 6,900 | ||||||
Gain on contribution of properties to unconsolidated joint venture | $ 3,300 | ||||||
REIT Member | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Joint Venture Ownership Percentage | 20.00% | 20.00% | 20.00% | ||||
Equity Method Investment, Deferred Gain on Sale | 20.00% | ||||||
Investor Member | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Joint Venture Ownership Percentage | 80.00% | 80.00% | |||||
Maximum | REIT Member | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Contribution to unconsolidated joint venture | $ 50,000 | ||||||
Maximum | Investor Member | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Contribution to unconsolidated joint venture | $ 200,000 | ||||||
Series of Individually Immaterial Business Acquisitions | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Number of properties acquired during period | 19 | 19 | |||||
Subsequent Event [Member] | TPG Joint Venture [Member] | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Contribution to unconsolidated joint venture | $ 1,400 | ||||||
Number of Real Estate Properties | property | 9 | ||||||
Number of properties acquired during period | acquisition | 2 |
Real Estate Acquisitions (Detai
Real Estate Acquisitions (Details) - Series of Individually Immaterial Business Acquisitions | 9 Months Ended | |
Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | |
Business Acquisition [Line Items] | ||
Number of properties acquired during period | 19 | 19 |
Total assets and lease liabilities acquired | $ 406,735,000 | $ 390,194,000 |
Number of business acquired with debt assumed | 6 | |
Business combination, cost of acquired entity, debt assumed | $ 54,500,000 | 41,000,000 |
Less: Fair value of assumed debt at acquisition | $ 58,047,000 | $ 42,085,000 |
Real Estate Acquisitions (Det38
Real Estate Acquisitions (Details) - Allocation - Series of Individually Immaterial Business Acquisitions - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Business Acquisition [Line Items] | ||
Land and improvements | $ 129,506 | $ 124,576 |
Building and improvements | 252,186 | 240,127 |
Total assets and lease liabilities acquired | 406,735 | 390,194 |
Less: Fair value of assumed debt at acquisition | 58,047 | 42,085 |
Net assets acquired | 348,688 | 348,109 |
Acquired in-place leases | ||
Business Acquisition [Line Items] | ||
Acquired finite-lived intangibles | 39,277 | 37,918 |
Acquired above-market leases | ||
Business Acquisition [Line Items] | ||
Acquired finite-lived intangibles | 1,327 | 4,259 |
Acquired below-market leases | ||
Business Acquisition [Line Items] | ||
Acquired below-market leases | $ (15,561) | $ (16,686) |
Real Estate Acquisitions (Deta
Real Estate Acquisitions (Details)-Weighted average amortization periods - Series of Individually Immaterial Business Acquisitions | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Acquired in-place leases | ||
Business Acquisition [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 13 years | 9 years |
Acquired above-market leases | ||
Business Acquisition [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 8 years | 7 years |
Acquired below-market leases | ||
Business Acquisition [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 17 years | 14 years |
Real Estate Acquisitions (Det40
Real Estate Acquisitions (Details) - Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Business Acquisition [Line Items] | ||||
Acquisition expenses | $ 579 | $ 4,160 | $ 8,570 | $ 7,831 |
Series of Individually Immaterial Business Acquisitions | ||||
Business Acquisition [Line Items] | ||||
Revenues | 17,165 | 11,741 | ||
Acquisition expenses | 7,481 | 7,155 | ||
Net loss | $ (3,750) | $ (6,118) |
Real Estate Acquisitions (Det41
Real Estate Acquisitions (Details) - Pro Forma - Series of Individually Immaterial Business Acquisitions - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Business Acquisition [Line Items] | ||||
Pro forma revenues | $ 34,406 | $ 35,097 | $ 104,637 | $ 104,330 |
Pro forma net income | $ 466 | $ 3,656 | $ 4,071 | $ 7,453 |
Mortgages and Loans Payable (De
Mortgages and Loans Payable (Details) - Debt Obligations | 9 Months Ended | |
Sep. 30, 2016USD ($)loan_tranchemortgage | Dec. 31, 2015USD ($) | |
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 425,511,000 | $ 82,720,000 |
Weighted-average interest rate on debt | 2.80% | 5.60% |
Assumed below-market debt adjustment, net | $ 3,937,000 | $ 1,322,000 |
Deferred financing cost, net | (4,776,000) | (1,415,000) |
Mortgages and loans payable, net | $ 420,735,000 | 81,305,000 |
Debt Instrument, Number of Instruments with Limited Recourse | mortgage | 1 | |
Debt Instrument, Recourse Amount | $ 1,000,000 | |
Accumulated amortization, assumed below-market debt adjustment | 1,300,000 | 700,000 |
Accumulated Amortization, Deferred Finance Costs | 900,000 | 200,000 |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Gross drawing | 448,000,000 | |
Repayments of Lines of Credit | 392,000,000 | |
Fixed Rate Mortgages Payable [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 122,574,000 | 81,398,000 |
Derivative, Fixed Interest Rate | 6.00% | |
Revolving Credit Facility [Member] | Unsecured variable-rate debt | ||
Debt Instrument [Line Items] | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 350,000,000 | |
Long-term Debt, Gross | 56,000,000 | 0 |
Debt Issuance Costs, Line of Credit Arrangements, Net | 2,200,000 | 1,700,000 |
Accumulated Amortization of Debt Issuance Costs, Line of Credit Arrangements | $ 1,800,000 | 1,100,000 |
Term Loan Facility [Member] | Unsecured variable-rate debt | ||
Debt Instrument [Line Items] | ||
Number of Term Loan Tranches | loan_tranche | 2 | |
Maturity Date Extension Fee, Percent | 0.15% | |
Long-term Debt, Percentage Bearing Variable Interest, Amount | 0 | |
London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member] | Unsecured variable-rate debt | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 1.30% | |
London Interbank Offered Rate (LIBOR) [Member] | Term Loan Facility [Member] | Unsecured variable-rate debt | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 1.30% | |
Term Loans Tranche One [Member] | Term Loan Facility [Member] | Unsecured variable-rate debt | ||
Debt Instrument [Line Items] | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 185,000,000 | |
Term Loans Tranche One [Member] | Term Loan Facility [Member] | Unsecured variable-rate debt | ||
Debt Instrument [Line Items] | ||
Line of Credit Facility, Maximum Borrowing Capacity | 185,000,000 | |
Interest Rate Swap [Member] | Term Loans Tranche One [Member] | Term Loan Facility [Member] | Unsecured variable-rate debt | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | 121,500,000 | |
Interest Rate Swap [Member] | Term Loans Tranche One [Member] | Term Loan Facility [Member] | Unsecured variable-rate debt | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | 121,500,000 | |
Designated as Hedging Instrument [Member] | Term Loan Facility [Member] | Unsecured variable-rate debt | ||
Debt Instrument [Line Items] | ||
Derivative, Notional Amount | 243,000,000 | |
Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | ||
Debt Instrument [Line Items] | ||
Derivative, Notional Amount | $ 243,000,000 | |
Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Term Loans Tranche One [Member] | ||
Debt Instrument [Line Items] | ||
Derivative, Fixed Interest Rate | 2.24% | |
Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Term Loans Tranche One [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 121,500,000 | |
Derivative, Fixed Interest Rate | 2.3075% | |
Not Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | ||
Debt Instrument [Line Items] | ||
Derivative, Fixed Interest Rate | 6.00% | |
Not Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Fixed Rate Mortgages Payable [Member] | ||
Debt Instrument [Line Items] | ||
Derivative, Notional Amount | $ 15,800,000 | $ 16,100,000 |
Commitments And Contingencies N
Commitments And Contingencies Narrative (Details) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2016USD ($)claimproperty | Sep. 30, 2016USD ($)claimproperty | |
Commitments and Contingencies Disclosure [Abstract] | ||
Loss Contingency, Pending Claims, Number | claim | 0 | 0 |
Number of Properties Subject to Ground Leases | property | 1 | 1 |
Operating Leases, Rent Expense | $ 91,035 | $ 151,725 |
Operating Leases, Future Minimum Payments, Remainder of Fiscal Year | 91,035 | 91,035 |
Operating Leases, Future Minimum Payments, Due in Two Years | 364,140 | 364,140 |
Operating Leases, Future Minimum Payments, Due in Three Years | 364,140 | 364,140 |
Operating Leases, Future Minimum Payments, Due in Four Years | 364,140 | 364,140 |
Operating Leases, Future Minimum Payments, Due Thereafter | $ 364,140 | $ 364,140 |
Derivatives and Hedging Activ44
Derivatives and Hedging Activities (Details) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2016USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Derivative, Number of Instruments Held | 0 | 0 | |
Not Designated as Hedging Instrument [Member] | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Derivative, Number of Instruments Held | 0 | ||
Derivative, Gain on Derivative | $ 0 | $ (100,000) | |
Interest Rate Swap [Member] | Designated as Hedging Instrument [Member] | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Derivative, Number of Instruments Held | 2 | 2 | 0 |
Derivative, Notional Amount | $ 243,000,000 | $ 243,000,000 | |
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Net Amount to be Transferred | (100,000) | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Balance in AOCI as of January 1 | 0 | ||
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | 1,012,000 | ||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | 89,000 | ||
Other Comprehensive Income (Loss), before Tax | 1,101,000 | ||
Balance in AOCI as of September 30 | $ 1,101,000 | $ 1,101,000 |
Equity (Details)
Equity (Details) - $ / shares | 9 Months Ended | |||
Sep. 30, 2016 | Apr. 14, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | |
Class of Stock [Line Items] | ||||
Share Price | $ 22.50 | |||
Unvested Class B Units Outstanding | 391,349 | 231,809 | 142,714 | |
Dividend Reinvestment Plan [Member] | ||||
Class of Stock [Line Items] | ||||
Share Price | $ 22.50 | |||
Maximum Shares Authorized Under Dividend Reinvestment Plan | 55,600,000 | |||
Initial purchase price per share under DRIP | $ 23.75 | |||
Share Repurchase Program | ||||
Class of Stock [Line Items] | ||||
Share Price | $ 22.50 | |||
Maximum Shares Under SRP | 5.00% |
Earning Per Share (Details)
Earning Per Share (Details) - shares | 9 Months Ended | ||
Sep. 30, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 4,400 | ||
Unvested Class B Units Outstanding | 391,349 | 231,809 | 142,714 |
Related Party Transactions (Det
Related Party Transactions (Details) - Advisor - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||||
Total organization and offering costs receivable | $ 0 | $ 0 | $ (939) | ||
Accounts payable – affiliates | 3,156 | 3,156 | 2,073 | ||
Advisory Agreement | |||||
Related Party Transaction [Line Items] | |||||
Total organization and offering costs charged | 18,081 | 18,081 | 18,081 | ||
Less: Total organization and offering costs reimbursed | 18,081 | 18,081 | 19,020 | ||
Total organization and offering costs receivable | 0 | 0 | (939) | ||
Related Party Transaction, Expenses from Transactions with Related Party | 3,043 | $ 2,358 | 12,615 | $ 4,713 | |
Accounts payable – affiliates | 974 | $ 974 | 17 | ||
Advisory Agreement | Acquisition fee | |||||
Related Party Transaction [Line Items] | |||||
Related part transaction, rate | 1.00% | ||||
Related Party Transaction, Expenses from Transactions with Related Party | 198 | 2,105 | $ 4,041 | 3,899 | |
Accounts payable – affiliates | 0 | 0 | 0 | ||
Advisory Agreement | Acquisition Expense Reimbursement | |||||
Related Party Transaction [Line Items] | |||||
Related Party Transaction, Expenses from Transactions with Related Party | 40 | 225 | 794 | 463 | |
Accounts payable – affiliates | $ 0 | $ 0 | 1 | ||
Advisory Agreement | Asset management fee | |||||
Related Party Transaction [Line Items] | |||||
Related part transaction, rate | 1.00% | ||||
Class B Units Issuance Due Date | 60 days | ||||
Common stock, price per share | $ 22.50 | $ 22.50 | |||
Class B units issued | 159,540 | 159,540 | |||
Related Party Transaction, Expenses from Transactions with Related Party | $ 2,649 | 0 | $ 7,262 | 0 | |
Accounts payable – affiliates | 922 | $ 922 | 0 | ||
Advisory Agreement | Asset Management Fee, Portion Paid in Cash, Monthly Payment | |||||
Related Party Transaction [Line Items] | |||||
Related part transaction, rate | 0.06667% | ||||
Advisory Agreement | Dividend Paid | |||||
Related Party Transaction [Line Items] | |||||
Related Party Transaction, Expenses from Transactions with Related Party | 156 | 28 | $ 518 | 44 | |
Accounts payable – affiliates | 52 | 52 | $ 16 | ||
Advisory Agreement | Financing fee | |||||
Related Party Transaction [Line Items] | |||||
Related part transaction, rate | 0.75% | ||||
Related Party Transaction, Expenses from Transactions with Related Party | 0 | $ 0 | 0 | $ 307 | |
Accounts payable – affiliates | 0 | 0 | $ 0 | ||
Advisory Agreement | General and Administrative Reimbursements | |||||
Related Party Transaction [Line Items] | |||||
Accounts payable – affiliates | $ 35 | $ 35 | $ 18 | ||
Maximum | Advisory Agreement | Organization and offering cost reimbursement | |||||
Related Party Transaction [Line Items] | |||||
Related part transaction, rate | 2.00% | ||||
Maximum | Advisory Agreement | Disposition fee | |||||
Related Party Transaction [Line Items] | |||||
Related part transaction, rate | 6.00% | ||||
Minimum | Advisory Agreement | Disposition fee | |||||
Related Party Transaction [Line Items] | |||||
Related part transaction, rate | 2.00% | ||||
Class B units | Advisory Agreement | Asset management fee | |||||
Related Party Transaction [Line Items] | |||||
Related part transaction, rate | 20.00% | ||||
Cash | Advisory Agreement | Asset management fee | |||||
Related Party Transaction [Line Items] | |||||
Related part transaction, rate | 80.00% |
Related Party Transactions (D48
Related Party Transactions (Details) - Property Manager Transactions - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||||
Accounts Payable, Related Parties | $ 3,156 | $ 3,156 | $ 2,073 | ||
Property Manager [Member] | Property management fee | |||||
Related Party Transaction [Line Items] | |||||
Property management fee, percent fee | 4.00% | ||||
Property Manager | |||||
Related Party Transaction [Line Items] | |||||
Related Party Transaction, Expenses from Transactions with Related Party | 3,810 | $ 1,612 | $ 9,555 | $ 3,769 | |
Accounts Payable, Related Parties | 1,447 | 1,447 | 1,618 | ||
Property Manager | Property management fee | |||||
Related Party Transaction [Line Items] | |||||
Related Party Transaction, Expenses from Transactions with Related Party | 1,314 | 548 | 3,484 | 1,314 | |
Accounts Payable, Related Parties | 426 | $ 426 | 307 | ||
Property Manager | Leasing Commissions | |||||
Related Party Transaction [Line Items] | |||||
Allowed Percentage Increase to Leasing Fee Payable | 50.00% | ||||
Related Party Transaction, Expenses from Transactions with Related Party | 1,134 | 497 | $ 2,699 | 1,296 | |
Accounts Payable, Related Parties | 429 | 429 | 86 | ||
Property Manager | Construction management fee | |||||
Related Party Transaction [Line Items] | |||||
Related Party Transaction, Expenses from Transactions with Related Party | 370 | 139 | 676 | 226 | |
Accounts Payable, Related Parties | 130 | 130 | 68 | ||
Property Manager | Other fees and reimbursements | |||||
Related Party Transaction [Line Items] | |||||
Related Party Transaction, Expenses from Transactions with Related Party | 992 | $ 428 | 2,696 | $ 933 | |
Accounts Payable, Related Parties | $ 462 | $ 462 | $ 1,157 |
Related Party Transactions Rela
Related Party Transactions Related Party Transactions (Details) - Dealer Manager - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |||||
Dealer Manager Selling Commission Percentage | 7.00% | 7.00% | |||
Dealer manager fee percentage | 3.00% | 3.00% | |||
Percentage of dealer manager selling commissions typically reallowed | 100.00% | ||||
Selling commission & dealer manager fee, percent of offering, max | 10.00% | ||||
Total commissions and fees incurred from Dealer Manager | $ 0 | $ 13,376 | $ 0 | $ 49,017 | |
Fees and Commissions Payable to the Dealer Manager | 0 | 0 | $ 0 | ||
Transfer agent fees incurred related to offering costs | 0 | 547 | 0 | 1,115 | |
Agent fees payable | 140 | 140 | 150 | ||
Other fees incurred from transfer agent | 0 | $ 0 | 140 | $ 0 | |
Other fees payable | $ 560 | $ 560 | $ 420 |
Related Party Transactions (D50
Related Party Transactions (Details) - Other | 9 Months Ended |
Sep. 30, 2016$ / sharesshares | |
Related Party Transactions [Abstract] | |
Shares owned by sub-advisor | 8,888 |
Shares owned by AR capital sponsor | 17,778 |
Advisor and sub-advisor share purchase price | $ / shares | $ 22.50 |
Operating Leases (Details)
Operating Leases (Details) $ in Thousands | Sep. 30, 2016USD ($) |
Operating Leases, Future Minimum Payments Receivable [Abstract] | |
October 1 to December 31, 2016 | $ 23,301 |
2,017 | 93,793 |
2,018 | 86,555 |
2,019 | 75,108 |
2,020 | 64,121 |
2021 and thereafter | 268,886 |
Total | $ 611,764 |
Subsequent Events (Details) - D
Subsequent Events (Details) - Distributions - USD ($) $ / shares in Units, $ in Thousands | Nov. 01, 2016 | Oct. 01, 2016 | Dec. 31, 2016 | Feb. 28, 2017 | Oct. 31, 2016 | Sep. 30, 2016 | Sep. 30, 2015 |
Subsequent Event [Line Items] | |||||||
Distribution reinvestment plan (DRIP), value | $ 28,861 | $ 20,138 | |||||
Net cash distribution | $ 27,519 | $ 17,872 | |||||
Common Stock, Dividends, Per Share, Declared | $ 1.22 | $ 1.22 | |||||
Dividend Paid | Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Gross amount of distribution paid | $ 6,379 | $ 6,149 | |||||
Distribution reinvestment plan (DRIP), value | 3,201 | 3,097 | |||||
Net cash distribution | $ 3,178 | $ 3,052 | |||||
Common Stock, Dividends, Per Share, Declared | $ 0.0044398907 | ||||||
Dividend Declared | Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Common Stock, Dividends, Per Share, Declared | $ 0.0044398907 | $ 0.00445205 |