Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Jul. 29, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | AMERICAN REALTY CAPITAL NEW YORK CITY REIT, INC. | |
Entity Central Index Key | 1,595,527 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 30,494,833 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Real estate investments, at cost: | ||
Land | $ 133,380 | $ 133,380 |
Buildings and improvements | 494,262 | 336,582 |
Acquired intangible assets | 114,874 | 80,407 |
Total real estate investments, at cost | 742,516 | 550,369 |
Less accumulated depreciation and amortization | (26,871) | (18,045) |
Total real estate investments, net | 715,645 | 532,324 |
Cash and cash equivalents | 73,261 | 182,700 |
Restricted cash | 2,132 | 0 |
Investment securities, at fair value | 498 | 472 |
Prepaid expenses and other assets (including amounts due from related parties of $775 and $819 at June 30, 2016 and December 31, 2015, respectively) | 9,887 | 7,635 |
Deferred leasing costs, net | 3,343 | 3,284 |
Total assets | 804,766 | 726,415 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Mortgage note payable, net of deferred financing costs | 190,004 | 93,176 |
Accounts payable, accrued expenses and other liabilities (including amounts due to related parties of $208 and $184 at June 30, 2016 and December 31, 2015, respectively) | 14,111 | 4,889 |
Below-market lease liabilities, net | 30,410 | 26,644 |
Deferred revenue | 2,872 | 1,651 |
Distributions payable | 3,829 | 3,916 |
Total liabilities | 241,226 | 130,276 |
Preferred stock, $0.01 par value, 50,000,000 shares authorized, none issued and outstanding at June 30, 2016 and December 31, 2015 | 0 | 0 |
Common stock, $0.01 par value, 300,000,000 shares authorized, 30,419,708 and 30,410,467 shares issued and outstanding as of June 30, 2016 and December 31, 2015, respectively | 304 | 304 |
Additional paid-in capital | 670,540 | 670,279 |
Accumulated other comprehensive income | 22 | 0 |
Accumulated deficit | (107,326) | (74,444) |
Total stockholders' equity | 563,540 | 596,139 |
Total liabilities and stockholders' equity | $ 804,766 | $ 726,415 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Due to related party | $ 208 | $ 184 |
Due from related party | $ 775 | $ 819 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 30,419,708 | 30,410,467 |
Common stock, shares outstanding | 30,419,708 | 30,410,467 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenues: | ||||
Rental income | $ 9,357 | $ 6,972 | $ 17,318 | $ 9,600 |
Operating expense reimbursements and other revenue | 696 | 482 | 1,241 | 657 |
Total revenues | 10,053 | 7,454 | 18,559 | 10,257 |
Operating expenses: | ||||
Property operating | 3,966 | 2,922 | 7,514 | 4,072 |
Operating fees incurred from related parties | 1,098 | 0 | 2,151 | 0 |
Acquisition and transaction related | 4,263 | 63 | 4,303 | 6,012 |
General and administrative | 1,086 | 580 | 2,502 | 1,662 |
Depreciation and amortization | 4,735 | 4,937 | 9,504 | 6,776 |
Total operating expenses | 15,148 | 8,502 | 25,974 | 18,522 |
Operating loss | (5,095) | (1,048) | (7,415) | (8,265) |
Other income (expense): | ||||
Interest expense | (1,424) | (1,164) | (2,640) | (1,220) |
Income from investment securities and interest | 118 | 30 | 249 | 64 |
Total other expense | (1,306) | (1,134) | (2,391) | (1,156) |
Net loss | (6,401) | (2,182) | (9,806) | (9,421) |
Other comprehensive income (loss): | ||||
Unrealized gain (loss) on investment securities | 11 | (31) | 22 | (28) |
Comprehensive loss | $ (6,390) | $ (2,213) | $ (9,784) | $ (9,449) |
Basic and diluted weighted average shares outstanding (in shares) | 30,785,076 | 27,332,717 | 30,673,781 | 25,026,174 |
Basic and diluted net loss per share (in dollars per share) | $ (0.21) | $ (0.08) | $ (0.32) | $ (0.38) |
Dividends declared per common share (in dollars per share) | $ 0.38 | $ 0.38 | $ 0.75 | $ 0.75 |
CONSOLIDATED STATEMENT OF CHANG
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY - 6 months ended Jun. 30, 2016 - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income | Accumulated Deficit |
Beginning Balance (in shares) at Dec. 31, 2015 | 30,410,467 | ||||
Beginning Balance at Dec. 31, 2015 | $ 596,139 | $ 304 | $ 670,279 | $ 0 | $ (74,444) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Common stock issued through distribution reinvestment plan (in shares) | 462,552 | ||||
Common stock issued through distribution reinvestment plan | 10,986 | $ 5 | 10,981 | ||
Common stock repurchases (in shares) | (454,644) | ||||
Common stock repurchases | (10,745) | $ (5) | (10,740) | ||
Share-based compensation (in shares) | 1,333 | ||||
Share-based compensation | 20 | 20 | |||
Distributions declared | (23,076) | (23,076) | |||
Net loss | (9,806) | (9,806) | |||
Unrealized gain on investment securities | 22 | 22 | |||
Ending Balance (in shares) at Jun. 30, 2016 | 30,419,708 | ||||
Ending Balance at Jun. 30, 2016 | $ 563,540 | $ 304 | $ 670,540 | $ 22 | $ (107,326) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (9,806) | $ (9,421) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 9,504 | 6,776 |
Amortization of deferred financing costs | 1,155 | 597 |
Accretion of below- and amortization of above-market lease liabilities and assets, net | (1,251) | (877) |
Share-based compensation | 20 | 2 |
Changes in assets and liabilities: | ||
Prepaid expenses, other assets and deferred costs | (2,573) | (4,916) |
Accounts payable, accrued expenses and other liabilities | (216) | 2,550 |
Deferred revenue | 1,221 | 477 |
Net cash used in operating activities | (1,946) | (4,812) |
Cash flows from investing activities: | ||
Investments in real estate | (79,162) | (157,029) |
Purchase of investment securities | (4) | (7) |
Acquisition funds released from escrow | 0 | 2,068 |
Capital expenditures | (9,014) | (3,663) |
Net cash used in investing activities | (88,180) | (158,631) |
Cash flows from financing activities: | ||
Payments of offering costs and fees related to common stock issuances | 0 | (27,688) |
Payments of financing costs | (3,327) | (4,588) |
Proceeds from issuance of common stock | 0 | 209,576 |
Distributions paid | (12,177) | (8,727) |
Repurchases of common stock | (1,677) | (172) |
Restricted cash | (2,132) | 0 |
Net cash provided by (used in) financing activities | (19,313) | 168,401 |
Net change in cash and cash equivalents | (109,439) | 4,958 |
Cash and cash equivalents, beginning of period | 182,700 | 184,341 |
Cash and cash equivalents, end of period | 73,261 | 189,299 |
Supplemental Disclosures: | ||
Cash paid for interest | 1,484 | 427 |
Non-Cash Investing and Financing Activities | ||
Receivable for offering cost reimbursement | 775 | 750 |
Mortgage note payable used to acquire investments in real estate | 99,000 | 96,000 |
Accrued stock repurchase requests | 10,651 | 1,430 |
Distributions payable | 3,829 | 3,593 |
Accrued offering costs | 17 | 606 |
Accrued capital expenditures | 17 | 1,881 |
Other assets acquired in real estate transactions | 0 | 458 |
Other liabilities assumed in real estate transactions | 353 | 429 |
Common stock issued through distribution reinvestment plan | $ 10,986 | $ 8,994 |
Organization
Organization | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Note 1 — Organization American Realty Capital New York City REIT, Inc. (including, as required by context, New York City Operating Partnership L.P., and its subsidiaries, the “Company”) was incorporated on December 19, 2013 as a Maryland corporation and elected and qualified to be taxed as a real estate investment trust for U.S. federal income tax purposes (“REIT”) beginning with its taxable year ended December 31, 2014. On April 24, 2014, the Company commenced its initial public offering (the "IPO") on a "reasonable best efforts" basis of up to 30.0 million shares of common stock, $0.01 par value per share, at a price of $25.00 per share, subject to certain volume and other discounts, for total gross proceeds of up to $750.0 million , pursuant to a registration statement on Form S-11, as amended (File No. 333-194135 ) (the "Registration Statement") filed with the U.S. Securities and Exchange Commission (the "SEC") under the Securities Act of 1933, as amended (the "Securities Act"). The Registration Statement also covered up to 10.5 million shares available pursuant to a distribution reinvestment plan (the "DRIP") under which the Company's common stockholders may elect to have their distributions reinvested in additional shares of the Company's common stock at a price of $23.75 per share, which is equal to 95% of the offering price in the IPO. On May 29, 2014, the Company received and accepted subscriptions in excess of the minimum offering amount for the IPO of $2.0 million in shares, broke general escrow and issued shares of common stock to initial investors who were admitted as stockholders of the Company. In February 2015, as permitted, the Company reallocated the remaining 10.0 million DRIP shares available under the Registration Statement to the primary offering. On May 22, 2015, the Company registered an additional 25.0 million shares to be issued pursuant to the DRIP pursuant to a registration statement on Form S-3 (File No. 333-204433). The Company closed its IPO on May 31, 2015, and continued to accept subscriptions in process as of that date. As of June 30, 2016 , the Company had 30.4 million shares of common stock outstanding, including unvested restricted shares and shares issued pursuant to the DRIP, and had received total gross proceeds from the IPO and DRIP of $754.9 million , inclusive of $35.9 million from the DRIP and net of repurchases. The Company expects to establish its estimated net asset value per share of common stock ("Estimated Per-Share NAV") no later than October 26, 2016, which is 150 days following the second anniversary of the date that the Company broke escrow in the IPO. After the Company has initially established its Estimated Per-Share NAV, the Company expects to update it periodically, at the discretion of the Company's board of directors, provided that such updated estimates will be made at least once annually. The Company was formed to invest its assets in properties in the five boroughs of New York City, with a focus on Manhattan. The Company may also purchase for investment purposes certain real estate investment assets that accompany office properties, including retail spaces and amenities, as well as hospitality assets, residential assets and other property types exclusively in New York City. All such properties may be acquired and owned by the Company alone or jointly with another party. As of June 30, 2016 , the Company owned six properties consisting of 1,091,571 rentable square feet. Substantially all of the Company’s business is conducted through New York City Operating Partnership, L.P., a Delaware limited partnership (the “OP”). The Company has no employees. New York City Advisors, LLC (the "Advisor") manages the Company's affairs on a day-to-day basis. New York City Properties, LLC (the “Property Manager”) manages our properties, unless services are performed by a third party for specific properties. The Advisor and Property Manager are under common control with AR Global Investments, LLC (the successor business to AR Capital, LLC, "AR Global"), the parent of the Company's sponsor, American Realty Capital III, LLC (the "Sponsor"), as a result of which they are related parties, and each of these entities has received or will receive compensation, fees and expense reimbursements for services related to the IPO and the investment and management of the Company's assets. The Advisor, New York City Special Limited Partner, LLC (the "Special Limited Partner"), which is also under common control with AR Global, and Property Manager have also received or will also receive fees, distributions and other compensation during the offering, acquisition, operational and liquidation stages. The Company is the sole general partner and holds substantially all of the units of limited partner interests in the OP (“OP Units”). The Advisor contributed $2,020 to the OP in exchange for 90 OP Units, which represents a nominal percentage of the aggregate OP ownership. A holder of OP Units has the right to convert OP Units for the cash value of a corresponding number of shares of the Company's common stock or, at the option of the OP, a corresponding number of shares of the Company's common stock, in accordance with the limited partnership agreement of the OP, provided, however, that such OP Units must have been outstanding for at least one year. The remaining rights of the limited partners in the OP are limited, however, and do not include the ability to replace the general partner or to approve the sale, purchase or refinancing of the OP's assets. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 — Summary of Significant Accounting Policies The accompanying consolidated financial statements of the Company included herein were prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and with the instructions to this Quarterly Report on 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. The information furnished includes all adjustments and accruals of a normal recurring nature, which, in the opinion of management, are necessary for a fair presentation of results for the interim periods. The results of operations for the six months ended June 30, 2016 are not necessarily indicative of the results for the entire year or any subsequent interim period. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto as of and for the year ended December 31, 2015 , which are included in the Company's Annual Report on Form 10-K filed with the SEC on March 16, 2016. There have been no significant changes to the Company's significant accounting policies during six months ended June 30, 2016 , other than the updates described below: Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (the "FASB") issued guidance which requires an entity to determine whether the nature of its promise to provide goods or services to a customer is performed in a principal or agent capacity and to recognize revenue in a gross or net manner based on its principal/agent designation. This guidance is effective for public business entities for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted. The Company is currently evaluating the impact of this new guidance. In June 2016, the FASB issued guidance that changes how entities measure credit losses for financial assets carried at amortized cost. The update eliminates the requirement that a credit loss must be probable before it can be recognized and instead requires an entity to recognize the current estimate of all expected credit losses. Additionally, the update requires credit losses on available-for-sale debt securities to be carried as an allowance rather than as a direct write-down of the asset. The amendments become effective for reporting periods beginning after December 15, 2019. The amendments may be adopted early for reporting periods beginning after December 15, 2018. The Company is currently evaluating the impact of this new guidance. Recently Adopted Accounting Pronouncements In February 2015, the FASB amended the accounting for consolidation of certain legal entities. The amendments modify the evaluation of whether certain legal entities are variable interest entities ("VIE") or voting interest entities, eliminate the presumption that a general partner should consolidate a limited partnership and affect the consolidation analysis of reporting entities that are involved with VIEs (particularly those that have fee arrangements and related party relationships). The revised guidance is effective for the Company's fiscal year ended December 31, 2016. The Company has evaluated the impact of the adoption of the new guidance on its consolidated financial statements and has determined the OP is considered to be a VIE and continues to consolidate the OP as required under previous GAAP. However, the Company meets the disclosure exemption criteria as the Company is the primary beneficiary of the VIE and the Company’s partnership interest is considered a majority voting interest in a business and the assets of the OP can be used for purposes other than settling its obligations, such as paying distributions. As such, the adoption of the new guidance did not have a material impact on the Company's consolidated financial statements. In April 2015, the FASB amended the presentation of debt issuance costs on the balance sheet. The amendment requires that debt issuance costs related to a recognized debt liability be presented on the balance sheet as a direct deduction from the carrying amount of that debt liability and that the entity apply the new guidance on a retrospective basis. In August 2015, the FASB added that, for line of credit arrangements, the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line, regardless of whether or not there are any outstanding borrowings. The revised guidance is effective for the Company's fiscal year ended December 31, 2016. As a result of adoption of the new guidance, the Company has reclassified deferred financing costs, net related to mortgage notes payable of $5.0 million and $2.8 million , respectively, as of June 30, 2016 and December 31, 2015 as a reduction of the carrying amount of its mortgage note payable. See Note 5 — Mortgage Note Payable . In March 2016, the FASB issued an update that changes the accounting for certain aspects of share-based compensation. Among other things, the revised guidance allows companies to make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur. The revised guidance is effective for reporting periods beginning after December 15, 2016. Early adoption is permitted. The Company has adopted the provisions of this guidance beginning January 1, 2016 and determined that there is no impact to the Company’s consolidated financial position, results of operations and cash flows. The Company's policy is to account for forfeitures as they occur. |
Real Estate Investments
Real Estate Investments | 6 Months Ended |
Jun. 30, 2016 | |
Real Estate Investments, Net [Abstract] | |
Real Estate Investments | Note 3 — Real Estate Investments On June 15, 2016, the Company, through a wholly-owned subsidiary of the OP, completed its acquisition of the leasehold interest in an institutional-quality office building located at 1140 Avenue of the Americas in Manhattan, New York ("1140 Avenue of the Americas"). 1140 Avenue of the Americas comprises 249,703 square feet and is subject to a ground lease held by 1140 Sixth Avenue LLC. The seller of 1140 Avenue of the Americas was BPGL Holdings LLC. The contract purchase price for 1140 Avenue of the Americas was $180.0 million , exclusive of closing costs. The Company funded the purchase price with proceeds from the Company's IPO and a mortgage loan from Ladder Capital Finance I LLC (see Note 5 — Mortgage Note Payable ). The Company accounted for the purchase of 1140 Avenue of the Americas as a business combination and incurred acquisition related costs of $4.3 million , which are reflected in the acquisition and transaction related line item of the consolidated statements of operations and comprehensive loss. The following table presents the allocation of the real estate assets acquired and liabilities assumed during the six months ended June 30, 2016 and 2015 as well as the weighted-average remaining amortization period (in years) as of the acquisition date for intangible assets acquired and liabilities assumed. For the acquisition during the six months ended June 30, 2016 , land, building, improvements and intangibles have been provisionally assigned pending receipt and review of information being prepared by a third-party specialist. Six Months Ended June 30, 2016 2015 (Dollar amounts in thousands) Total Assets Acquired Weighted Average Amortization Period Total Assets Acquired Real estate investments, at cost: Land $ — $ 50,064 Building and improvements 148,647 182,917 Total tangible assets 148,647 232,981 Acquired intangibles: In-place leases 27,433 6.5 33,380 Above-market lease assets 5,230 9.1 884 Below-market lease liabilities (5,277 ) 7.2 (14,245 ) Below-market ground lease asset 2,482 50.6 — Total intangible assets, net 29,868 9.6 20,019 Total assets acquired, net 178,515 253,000 Mortgage notes payable used to acquire real estate investments (99,000 ) (96,000 ) Other assets acquired — 458 Other liabilities assumed (353 ) (429 ) Cash paid for acquired real estate investment $ 79,162 $ 157,029 Number of properties purchased 1 1 The following table presents unaudited pro forma information as if the acquisition during the six months ended June 30, 2016 had been consummated on January 1, 2015 and the acquisition during the six months ended June 30, 2015 had been consummated on January 1, 2014. Accordingly, the pro forma net loss was adjusted to reclassify acquisition and transaction related expense of $4.3 million from the six months ended June 30, 2016 to the six months ended June 30, 2015 . Additionally, pro forma net loss was adjusted to reclassify acquisition and transaction related expense of $6.0 million from the six months ended June 30, 2015 to January 1, 2014. Six Months Ended June 30, (In thousands) 2016 2015 Pro forma revenues (1) $ 27,786 $ 24,674 Pro forma net loss attributable to stockholders (1) $ (6,937 ) $ (10,713 ) Basic and diluted pro forma net loss per share attributable to stockholders $ (0.23 ) $ (0.43 ) _______________ (1) For the six months ended June 30, 2016 , aggregate revenues and net loss (adjusted for acquisition and transaction costs) derived from the Company's acquisition for the Company's period of ownership were $0.9 million and $0.3 million , respectively. The following table presents future minimum base cash rental payments due to the Company subsequent to June 30, 2016 . These amounts exclude contingent rent payments, as applicable, that may be collected based on provisions related to sales thresholds and increases in annual rent based on exceeding certain economic indexes, among other items. (In thousands) Future Minimum Base Cash Rent Payments July 1, 2016 - December 31, 2016 $ 23,726 2017 44,721 2018 43,152 2019 41,838 2020 37,785 Thereafter 147,337 $ 338,559 The following table lists the tenants whose annualized rental income on a straight-line basis represented greater than 10% of total annualized rental income for all portfolio properties on a straight-line basis as of June 30, 2015 . As of June 30, 2016 there were no tenants whose annualized rental income on a straight-line basis represented greater than 10% of total annualized rental income for all portfolio properties on a straight-line basis. Property Tenant June 30, 2015 123 William Street Planned Parenthood Federation of America, Inc. 11.1% 123 William Street The People of the State of New York 10.5% The termination, delinquency or non-renewal of these leases by any of the above tenants may have a material adverse effect on the Company's revenues. Intangible Assets and Liabilities Acquired intangible assets and lease liabilities consist of the following as of June 30, 2016 and December 31, 2015 : June 30, 2016 (In thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intangible assets: In-place leases $ 70,920 $ 11,613 $ 59,307 Other intangibles 31,447 2,019 29,428 Below-market ground lease 2,482 — 2,482 Above-market leases 10,025 888 9,137 Acquired intangible assets $ 114,874 $ 14,520 $ 100,354 Intangible liabilities: Below-market lease liabilities $ 34,660 $ 4,250 $ 30,410 December 31, 2015 (In thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intangible assets: In-place leases $ 44,165 $ 8,017 $ 36,148 Other intangibles 31,447 1,436 30,011 Above-market leases 4,795 628 4,167 Acquired intangible assets $ 80,407 $ 10,081 $ 70,326 Intangible liabilities: Below-market lease liabilities $ 29,504 $ 2,860 $ 26,644 The following table discloses amounts recognized within the consolidated statements of operations and comprehensive loss related to amortization of in-place leases and other intangibles and amortization and accretion of above- and below-market lease assets and liabilities, net, for the periods presented: Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2016 2015 2016 2015 Amortization of in-place leases and other intangibles (1) $ 2,347 $ 2,919 $ 4,855 $ 3,887 Amortization and (accretion) of above- and below market leases, net (2) $ (616 ) $ (659 ) $ (1,251 ) $ (877 ) _______________ (1) Reflected within depreciation and amortization expense. (2) Reflected within rental income. The following table provides the projected amortization expense and adjustments to revenues for the next five years as of June 30, 2016 : (In thousands) July 1, 2016 - December 31, 2016 2017 2018 2019 2020 In-place leases $ 6,559 $ 10,795 $ 9,498 $ 8,740 $ 6,838 Other intangibles 583 1,165 1,165 1,165 1,165 Total to be included in depreciation and amortization $ 7,142 $ 11,960 $ 10,663 $ 9,905 $ 8,003 Above-market lease assets $ (615 ) $ (1,231 ) $ (1,134 ) $ (1,107 ) $ (1,037 ) Below-market lease liabilities 1,868 3,584 3,436 3,094 2,680 Total to be included in rental income $ 1,253 $ 2,353 $ 2,302 $ 1,987 $ 1,643 |
Investment Securities
Investment Securities | 6 Months Ended |
Jun. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments Securities | Note 4 — Investment Securities As of June 30, 2016 and December 31, 2015 , the Company had an investment in an equity security with a fair value of $0.5 million . The equity security consists of a mutual fund managed by an affiliate of the Sponsor. See Note 9 — Related Party Transactions and Arrangements . This investment is considered to be an available-for-sale security and therefore increases or decreases in the fair value of this investment are recorded in accumulated other comprehensive income (loss) as a component of equity on the consolidated balance sheets unless the security is considered to be other-than-temporarily impaired, at which time the losses would be reclassified to expense. The following table details the unrealized gains and losses on the investment security by security type as of June 30, 2016 and December 31, 2015 : (In thousands) Cost (1) Gross Unrealized Gains Gross Unrealized Losses Fair Value June 30, 2016 Equity security $ 476 $ 22 $ — $ 498 December 31, 2015 Equity security $ 472 $ — $ — $ 472 __________________ (1) Net of previously recognized other-than-temporary impairment charges of $0.1 million . |
Mortgage Note Payable
Mortgage Note Payable | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Mortgage Note Payable | Note 5 — Mortgage Note Payable The Company's mortgage note payable as of June 30, 2016 and December 31, 2015 is as follows: Outstanding Loan Amount Portfolio Encumbered Properties June 30, December 31, Effective Interest Rate Interest Rate Maturity (In thousands) (In thousands) 123 William Street (1) 1 $ 96,000 $ 96,000 2.75 % (2) Variable Mar. 2017 (3) 1140 Avenue of the Americas 1 99,000 — 4.17 % Fixed July 2026 Less: deferred financing costs, net (4,996 ) (2,824 ) Mortgage note payable, net of deferred financing costs 2 $ 190,004 $ 93,176 3.56 % _____________________ (1) The Company may borrow up to $110.0 million subject to compliance with certain provisions as described in the terms of the mortgage agreement. (2) Interest rate is one month LIBOR, which was 0.459% at June 30, 2016 , plus a margin of 2.25% , based on a 360 day year. (3) The Company has a one-time option to extend the maturity date by one year . Real estate assets of $443.1 million , at cost (net of below-market lease liabilities), at June 30, 2016 have been pledged as collateral to the Company's mortgage note payable and are not available to satisfy the Company's other obligations unless first satisfying the mortgage note payable on the property. The Company makes payments of interest on its mortgage note payable on a monthly basis. The following table summarizes the scheduled aggregate principal payments subsequent to June 30, 2016 : (In thousands) Future Minimum Principal Payments July 1, 2016 - December 31, 2016 $ — 2017 96,000 2018 — 2019 — 2020 — Thereafter 99,000 Total $ 195,000 The Company's mortgage note payable requires compliance with certain property-level debt covenants. As of June 30, 2016 , the Company was in compliance with the debt covenants under its mortgage note agreement. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 6 — Fair Value of Financial Instruments The Company determines fair value based on quoted prices when available or through the use of alternative approaches, such as discounting the expected cash flows using market interest rates commensurate with the credit quality and duration of the instrument. This alternative approach also reflects the contractual terms of the instrument, as applicable, including the period to maturity, and may use observable market-based inputs, including interest rate curves and implied volatilities, and unobservable inputs, such as expected volatility. The guidance defines three levels of inputs that may be used to measure fair value. Level 1 — Quoted prices in active markets for identical assets and liabilities that the reporting entity has the ability to access at the measurement date. Level 2 — Inputs other than quoted prices included within Level 1 that are observable for the asset and liability or can be corroborated with observable market data for substantially the entire contractual term of the asset or liability. Level 3 — Unobservable inputs that reflect the entity's own assumptions that market participants would use in the pricing of the asset or liability and are consequently not based on market activity, but rather through particular valuation techniques. The determination of where an asset or liability falls in the hierarchy requires significant judgment and considers factors specific to the asset or liability. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company has an investment in a real estate income fund that is traded in active markets and therefore, due to the availability of quoted market prices in active markets, classifies this investment as Level 1 in the fair value hierarchy. The following table presents information about the Company's asset measured at fair value on a recurring basis as of June 30, 2016 and December 31, 2015 , aggregated by the level in the fair value hierarchy within which that instrument falls. Quoted Prices in Active Markets Significant Other Observable Inputs Significant Unobservable Inputs (In thousands) Level 1 Level 2 Level 3 Total June 30, 2016 Investment Securities $ 498 $ — $ — $ 498 December 31, 2015 Investment Securities $ 472 $ — $ — $ 472 There were no transfers between levels of the fair value hierarchy during the three months ended June 30, 2016 or 2015 . Financial instruments not carried at fair value The Company is required to disclose at least annually the fair value of financial instruments for which it is practicable to estimate the value. The fair value of short-term financial instruments such as cash and cash equivalents, prepaid expenses and other assets, accounts payable and distributions payable approximates their carrying value on the consolidated balance sheets due to their short-term nature. The fair values of the Company's financial instruments that are not reported at fair value on the consolidated balance sheet are reported below: June 30, 2016 (In thousands) Level Gross Principal Balance Fair Value Mortgage note payable — 1140 Avenue of the Americas 3 $ 99,000 $ 103,542 As of December 31, 2015 , the Company did not have any financial instruments not carried at fair value or an amount that approximates fair value. The fair value of the mortgage note payable on 123 William Street is deemed to be equivalent to its carrying value because it bears interest at a variable rate that fluctuates with market rates and there has been no material change in the credit risk or credit markets since origination. |
Common Stock
Common Stock | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Common Stock | Note 7 — Common Stock As of June 30, 2016 , the Company had 30.4 million shares of common stock outstanding, including unvested restricted shares and shares issued pursuant to the DRIP, and had received total proceeds from public offerings of $754.9 million , inclusive of $35.9 million from the DRIP and net of repurchases. As of December 31, 2015 , the Company had 30.4 million shares of common stock outstanding, including unvested restricted shares and shares issued pursuant to the DRIP, and had received total gross proceeds of $754.6 million , inclusive of $24.9 million from the DRIP. In May 2014, the board of directors of the Company authorized, and the Company declared, a distribution payable to stockholders of record each day during the applicable period equal to $0.0041438356 per day, which is equivalent to $1.5125 per annum, per share of common stock. In March 2016, the board of directors of the Company ratified the existing distribution amount equivalent to $1.5125 per annum, per share of common stock, and, for calendar year 2016, affirmed a change to the daily distribution payable to stockholders of record each day during the applicable period to $0.004132513665 per day per share of common stock to accurately reflect that 2016 is a leap year. The distributions are payable by the 5th day following each month end to stockholders of record at the close of business each day during the prior month. Distribution payments are dependent on the availability of funds. The board of directors may reduce the amount of distributions paid or suspend distribution payments at any time and therefore distribution payments are not assured. The Company has a Share Repurchase Program ("SRP") that enables stockholders, subject to certain conditions and limitations, to sell their shares to the Company. Under the SRP, stockholders may request that the Company repurchase all or any portion of their shares of common stock, if such repurchase does not impair the Company's capital or operations. On January 25, 2016, the Company's board of directors approved an amendment to the SRP to supersede and replace the existing SRP. Under the SRP amendment, repurchases of shares of the Company's common stock, when requested, are at the sole discretion of the Company's board of directors and generally will be made semiannually (each six-month period ending June 30 or December 31, a "fiscal semester"). Prior to the establishment of Estimated Per-Share NAV, the purchase price per share for requests other than for death or disability under the SRP depends on the length of time investors have held such shares as follows (in each case, as adjusted for any stock distributions, combinations, splits and recapitalizations): • after one year from the purchase date - the lower of $23.13 and 92.5% of the amount they actually paid for each share; and, • after two years from the purchase date - the lower of $23.75 and 95.0% of the amount they actually paid for each share. Prior to the establishment of Estimated Per-Share NAV, in the case of requests for death or disability, the repurchase price per share is equal to the price paid to acquire the shares from the Company. Following the establishment of Estimated Per-Share NAV, the purchase price per share for requests other than for death or disability under the SRP depends on the length of time investors have held such shares as follows (in each case, as adjusted for any stock distributions, combinations, splits and recapitalizations): • after one year from the purchase date - 92.5% of the Estimated Per-Share NAV; • after two years from the purchase date - 95.0% of the Estimated Per-Share NAV; • after three years from the purchase date - 97.5% of the Estimated Per-Share NAV; and, • after four years from the purchase date - 100.0% of the Estimated Per-Share NAV. Subsequent to the establishment of Estimated Per-Share NAV, in the case of requests for death or disability, the repurchase price per share is equal to the Estimated Per-Share NAV at the time of the repurchase. Repurchases for any fiscal semester will be limited to a maximum of 2.5% of the weighted average number of shares of common stock outstanding during the previous fiscal year, with a maximum for any fiscal year of 5.0% of the weighted average number of shares of common stock outstanding on December 31st of the previous calendar year. In addition, the Company is only authorized to repurchase shares in a given fiscal semester up to the amount of proceeds received from the DRIP in that same fiscal semester, as well as any reservation of funds the Company's board of directors, may, in its sole discretion, make available for this purpose. If the establishment of an Estimated Per-Share NAV occurs during any fiscal semester, any repurchase requests received during such fiscal semester will be paid at the Estimated Per-Share NAV applicable on the last day of the fiscal semester. The SRP amendment was effective beginning on February 28, 2016. As permitted under the SRP, the Company’s board of directors authorized, with respect to redemption requests received during the six months ended June 30, 2016 , the repurchase of shares validly submitted for repurchase in an amount equal to the amount of proceeds received from the DRIP in that same fiscal semester, representing less than all the shares validly submitted for repurchase during the six months ended June 30, 2016 . Accordingly, in July 2016, 451,071 shares were repurchased for $10.7 million at an average repurchase price per share of $23.61 (including all shares submitted for death or disability), while requests to repurchase 881,693 shares for $20.5 million at an average price per share of $23.21 were not fulfilled. Additionally, during April 2016, 3,573 additional shares submitted for death or disability were repurchased for $0.1 million at an average repurchase price of $25.00 . |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 8 — Commitments and Contingencies Litigation and Regulatory Matters In the ordinary course of business, the Company may become subject to litigation, claims and regulatory matters. There are no material legal or regulatory proceedings pending or known to be contemplated against the Company. Environmental Matters In connection with the ownership and operation of real estate, the Company may potentially be liable for costs and damages related to environmental matters. As of June 30, 2016 , the Company has not been notified by any governmental authority of any non-compliance, liability or other claim, and is not aware of any other environmental condition that it believes will have a material adverse effect on the results of operations. |
Related Party Transactions and
Related Party Transactions and Arrangements | 6 Months Ended |
Jun. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions and Arrangements | Note 9 — Related Party Transactions and Arrangements As of June 30, 2016 , an entity wholly owned by the Sponsor owned 8,888 shares of the Company’s outstanding common stock. Realty Capital Securities, LLC (the "Former Dealer Manager") served as the dealer manager of the IPO, which was ongoing from September 2010 to December 2013, and, together with its affiliates, continued to provide the Company with various services through December 31, 2015. RCS Capital Corporation ("RCAP"), the parent company of the Former Dealer Manager and certain of its affiliates that provided services to the Company, filed for Chapter 11 bankruptcy protection in January 2016, prior to which it was also under common control with AR Global, the parent of the Sponsor. In May 2016, RCAP and its affiliated debtors emerged from bankruptcy under the new name, Aretec Group, Inc. As of June 30, 2016 and 2015 , the Company had $0.5 million invested in a mutual fund managed by an affiliate of the Sponsor. See Note 4 — Investment Securities . There is no obligation to purchase any additional shares and the shares can be sold at any time. The Company recognized income from investment securities of approximately $4,000 during the three and six months ended June 30, 2016 . The Company recognized income from investment securities of approximately $7,000 during the three and six months ended June 30, 2015 . Fees Paid in Connection with the IPO The Former Dealer Manager was paid fees and compensation in connection with the sale of the Company's common stock in the IPO. The Former Dealer Manager was paid a selling commission of up to 7.0% of the per share purchase price of offering proceeds before reallowance of commissions earned by participating broker-dealers. In addition, the Former Dealer Manager was paid up to 3.0% of the gross proceeds from the sale of shares as a dealer manager fee. The Former Dealer Manager was able to reallow its dealer manager fee to participating broker-dealers. A participating broker-dealer had the option to elect to receive a fee equal to 7.5% of the gross proceeds from the sale of shares (not including selling commissions and dealer manager fees) by such participating broker-dealer, with 2.5% thereof paid at the time of such sale and 1.0% thereof paid on each anniversary of the closing of such sale up to and including the fifth anniversary of the closing of such sale. If this option was elected, the dealer manager fee would have been reduced to 2.5% of gross proceeds (not including selling commissions and dealer manager fees). The following table details total selling commissions and dealer manager fees incurred from and due to the Former Dealer Manager as of and for the periods presented: Three Months Ended June 30, Six Months Ended June 30, Payable as of (In thousands) 2016 2015 2016 2015 June 30, 2016 December 31, 2015 Total commissions and fees incurred from the Former Dealer Manager $ — $ 9,721 $ — $ 20,318 $ — $ — The Advisor and its affiliates were paid compensation and reimbursement for services relating to the IPO, including transfer agent services and other professional services provided by an affiliate of the Former Dealer Manager. All offering costs incurred by the Company, the Advisor and affiliated entities of the Advisor on behalf of the Company were charged to additional paid-in capital on the accompanying consolidated balance sheets through the end of the IPO. Subsequent to the closing of the IPO, transfer agent and other professional fees are recognized as a component of general and administrative expenses on the accompanying consolidated statements of operations and comprehensive loss. The following table details offering costs and reimbursements incurred from and due to the Advisor and affiliated parties of the Former Dealer Manager as of and for the periods presented: Three Months Ended June 30, Six Months Ended June 30, Net Receivable as of (In thousands) 2016 2015 2016 2015 June 30, 2016 December 31, 2015 Fees and expense reimbursements from the Advisor and affiliates of the Former Dealer Manager $ — $ 1,877 $ — $ 5,046 $ 758 $ 758 As of June 30, 2016 and December 31, 2015 , cumulative offering costs, including selling commissions and dealer manager fees, were $84.0 million . The Company was responsible for paying offering and related costs from the IPO, excluding commissions and dealer manager fees, up to a maximum of 2.0% of gross proceeds received from the IPO, measured at the end of the IPO. Offering costs, excluding commissions and dealer manager fees, in excess of the 2.0% cap as of the end of the IPO are the Advisor’s responsibility. As of June 30, 2016 and December 31, 2015 , the Company had a receivable from the Advisor totaling $0.8 million related to excess offering and related costs. Fees and Participations Paid in Connection With the Operations of the Company The Advisor is paid an acquisition fee of 1.5% of (A) the contract purchase price of each acquired property and (B) the amount advanced for a loan or other investment. The Advisor is also reimbursed for expenses actually incurred related to selecting, evaluating and acquiring assets on the Company's behalf, regardless of whether the Company actually acquires the related assets. Specifically, the Company pays the Advisor or its affiliates for any services provided for which they incur investment-related expenses, or insourced expenses. Such insourced expenses are fixed initially at and may not exceed 0.50% of the contract purchase price of each property and 0.50% of the amount advanced for each loan or other investment, which is paid at the closing of each such investment. The Advisor is also reimbursed for legal expenses incurred in the process of acquiring properties, in an amount not to exceed 0.10% of the contract purchase price. In addition, the Company also pays third parties, or reimburses the Advisor for any investment-related expenses due to third parties. In no event will the total of all acquisition fees, acquisition expenses and any financing coordination fees (as described below) payable with respect to the Company's portfolio of investments exceed 4.5% of (A) the contract purchase price or (B) the amount advanced for all loans or other investments. Once the proceeds from the primary offering have been fully invested, the aggregate amount of acquisition fees and any financing coordination fees may not exceed 1.5% of (A) the contract purchase price and (B) the amount advanced for a loan or other investment, as applicable, for all the assets acquired. If the Advisor provides services in connection with the origination or refinancing of any debt that the Company obtains and uses to acquire properties or to make other permitted investments, or that is assumed, directly or indirectly, in connection with the acquisition of properties, the Company pays the Advisor a financing coordination fee equal to 0.75% of the amount made available or outstanding under such financing, subject to certain limitations. Until September 30, 2015, for its asset management services, the Company issued to the Advisor an asset management subordinated participation by causing the OP to issue (subject to periodic approval by the board of directors) to the Advisor performance-based, restricted, forfeitable partnership units in the OP designated as “Class B Units” on a quarterly basis in an amount equal to: (i) the product of (y) 0.1875% multiplied by (z) the cost of the Company's assets divided by (ii) the value of one share of common stock as of the last day of such calendar quarter, which is equal initially to $22.50 (the primary offering price minus selling commissions and dealer manager fees). The Class B Units are intended to be profits interests and will vest, and no longer be subject to forfeiture, at such time as: (a) the value of the OP's assets plus all distributions made by the Company to its stockholders equals or exceeds the total amount of capital contributed by investors plus a 6.0% cumulative, pretax, non-compounded annual return thereon, or the "economic hurdle;" (b) any one of the following events occurs concurrently with or subsequently to the achievement of the economic hurdle described above: (i) a listing of the Company's common stock on a national securities exchange; (ii) a transaction to which the Company or the OP is a party, as a result of which OP Units or the Company's common stock are or will be exchanged for or converted into the right, or the holders of such securities will otherwise be entitled, to receive cash, securities or other property or any combination thereof; or (iii) the termination of the advisory agreement without cause by an affirmative vote of a majority of the Company's independent directors after the economic hurdle has been met; and (c) the Advisor pursuant to the advisory agreement is providing services to the Company immediately prior to the occurrence of an event of the type described in clause (b) above, unless the failure to provide such services is attributable to the termination without cause of the advisory agreement by an affirmative vote of the majority of the Company's independent directors after the economic hurdle has been met (the "performance condition"). The value of issued Class B Units will be determined and expensed when the Company deems the achievement of the performance condition to be probable. As of June 30, 2016 , the Company cannot determine the probability of achieving the performance condition. The Advisor receives distributions on its vested and unvested Class B Units at the same rate as distributions received on the Company's common stock. Such distributions on issued Class B Units are expensed in the consolidated statements of operations and comprehensive loss until the performance condition is considered probable to occur. As of June 30, 2016 , the Company's board of directors has approved the issuance of 159,159 Class B Units in connection with the arrangement. Beginning on October 1, 2015, and in lieu of the asset management subordinated participation, the Company pays an asset management fee to the Advisor or its assignees as compensation for services rendered in connection with the management of the Company’s assets. The asset management fee is payable on the first business day of each month in the amount of 0.0625% multiplied by (i) the cost of the Company's assets for the preceding monthly period or (ii) during the period of time after the Company publishes NAV, the lower of the cost of assets and the estimated fair market value of the Company’s assets as reported in the applicable periodic or current report filed with the SEC disclosing the fair market value. The Company paid $1.0 million and $2.0 million in cash asset management fees during the three and six months ended June 30, 2016 , respectively. The Company did not pay any cash asset management fees during the three or six months ended June 30, 2015 . Unless the Company contracts with a third party, the Company pays the Property Manager a property management fee equal to: (i) for non-hotel properties, 4.0% of gross revenues from the properties managed, plus market-based leasing commissions; and (ii) for hotel properties, a market-based fee based on a percentage of gross revenues. The Company also reimburses the Property Manager for property-level expenses. The Property Manager may subcontract the performance of its property management and leasing services duties to third parties and pay all or a portion of its property management fee to the third parties with whom it contracts for these services. The Company paid $0.1 million and $0.2 million in property management fees during the three and six months ended June 30, 2016 . The Company did not pay any property management fees during the three or six months ended June 30, 2015 . The Company reimburses the Advisor’s costs of providing administrative services, subject to the limitation that the Company will not reimburse the Advisor for any amount by which the Company’s operating expenses at the end of the four preceding fiscal quarters exceeds the greater of (a) 2.0% of average invested assets and (b) 25.0% of net income other than any additions to reserves for depreciation, bad debt, impairments or other similar non-cash expenses and excluding any gain from the sale of assets for that period, unless the Company's independent directors determine that such excess was justified based on unusual and nonrecurring factors which they deem sufficient, in which case the excess amount may be reimbursed to the Advisor in subsequent periods. Additionally, the Company reimburses the Advisor for personnel costs in connection with other services; however, the Company may not reimburse the Advisor for personnel costs in connection with services for which the Advisor receives acquisition fees or real estate commissions. Total reimbursement of costs and expenses for the three and six months ended June 30, 2016 was $0.4 million and $0.8 million , respectively. No reimbursement was incurred for the three or six months ended June 30, 2015 . The predecessor to the parent of the Sponsor was party to a services agreement with RCS Advisory Services, LLC, a subsidiary of the parent company of the Former Dealer Manager ("RCS Advisory"), pursuant to which RCS Advisory and its affiliates provided the Company and certain other companies sponsored by the Sponsor with services (including, without limitation, transaction management, compliance, due diligence, event coordination and marketing services, among others) on a time and expenses incurred basis or at a flat rate based on services performed. The predecessor to the parent of the Sponsor instructed RCS Advisory to stop providing such services in November 2015 and no services have since been provided by RCS Advisory. The Company was also party to a transfer agency agreement with American National Stock Transfer, LLC, ("ANST") a subsidiary of the parent company of the Former Dealer Manager, pursuant to which ANST provided the Company with transfer agency services (including broker and stockholder servicing, transaction processing, year-end Internal Revenue Service ("IRS") reporting and other services), and supervisory services overseeing the transfer agency services performed by DST Systems, Inc. ("DST"), a third-party transfer agent. The Sponsor received written notice from ANST on February 10, 2016 that it would wind down operations by the end of the month and would withdraw as the transfer agent effective February 29, 2016. DST continued to provide the Company with transfer agency services and, on March 10, 2016, the Company entered into a definitive agreement with DST to provide the Company directly with transfer agency services (including broker and stockholder servicing, transaction processing, year-end IRS reporting and other services). For the three and six months ended June 30, 2016 , the fees for services from DST are included in general and administrative expenses on the consolidated statements of operations and comprehensive loss during the period in which the service was provided. The following table details amounts incurred, waived and payable in connection with the Company's operations-related services described above as of and for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Payable (receivable) as of (In thousands) Incurred Waived (1) Incurred Waived (1) Incurred Waived (1) Incurred Waived (1) June 30, 2016 December 31, 2015 Acquisition fees and reimbursements: Acquisition fees and related cost reimbursements $ 3,600 $ — $ — $ — $ 3,600 $ — $ 5,060 $ — $ — $ — Financing coordination fees 743 — — — 743 — 825 — — — Ongoing fees: Operating fees incurred from related parties 1,098 — — 118 2,151 — — 204 — (44 ) Professional fees and other reimbursements 382 — 185 — 826 — 317 — 191 167 Distributions on Class B Units 60 — 27 — 120 — 31 — — — Total related party operation fees and reimbursements $ 5,883 $ — $ 212 $ 118 $ 7,440 $ — $ 6,233 $ 204 $ 191 $ 123 ______________________ (1) Beginning in the third quarter 2015, fees related to property management and leasing were charged to the Company. Fees and Participations Paid in Connection with Liquidation or Listing The Company will pay to the Advisor an annual subordinated performance fee calculated on the basis of the Company’s return to stockholders, payable annually in arrears, such that for any year in which investors receive payment of 6.0% per annum, the Advisor will be entitled to 15.0% of the excess return, provided that the amount paid to the Advisor does not exceed 10.0% of the aggregate return for such year, and that the amount paid to the Advisor will not be paid unless investors receive a return of capital contributions. This fee will be paid only upon the sale of assets, distributions or other event which results in the return on stockholders’ capital exceeding 6.0% per annum. No subordinated performance fees were incurred during the three and six months ended June 30, 2016 and 2015 . The Company will pay a brokerage commission to the Advisor or its affiliates on the sale of properties, not to exceed the lesser of 2.0% of the contract sale price of the property and 50.0% of the total brokerage commission paid if a third party broker is also involved; provided, however, that in no event may the real estate commissions paid to the Advisor, its affiliates and unaffiliated third parties exceed the lesser of 6.0% of the contract sales price and a reasonable, customary and competitive real estate commission, in each case, payable to the Advisor if the Advisor or its affiliates, as determined by a majority of the independent directors, provided a substantial amount of services in connection with the sale. No such fees were incurred during the three and six months ended June 30, 2016 and 2015 . Upon a sale of all or substantially all assets, the Special Limited Partner will receive a subordinated distribution from the OP equal to 15.0% of remaining net sale proceeds after return of capital contributions to investors plus payment to investors of an annual 6.0% cumulative, pre-tax non-compounded return on the capital contributed by investors. The Special Limited Partner will not be entitled to the subordinated participation in net sale proceeds unless the Company’s investors have received a return of their capital plus a 6.0% cumulative non-compounded annual return on their capital contributions. No such participation in net sales proceeds became due and payable during the three and six months ended June 30, 2016 and 2015 . If the Company’s shares of common stock are listed on a national exchange, the Special Limited Partner will receive a subordinated incentive listing distribution from the OP equal to 15.0% of the amount by which the Company’s market value plus distributions exceeds the aggregate capital contributed by investors plus an amount equal to a 6.0% cumulative, pre-tax non-compounded annual return to investors. The Special Limited Partner will not be entitled to the subordinated incentive listing distribution unless investors have received a 6.0% cumulative, pre-tax non-compounded annual return on their capital contributions. No such distributions were incurred during the three and six months ended June 30, 2016 and 2015 . Neither the Special Limited Partner nor any of its affiliates can earn both the subordinated participation in net sales proceeds and the subordinated incentive listing distribution. Upon termination or non-renewal of the advisory agreement with or without cause, the Special Limited Partner will be entitled to receive distributions from the OP equal to 15.0% of the amount by which the sum of the Company’s market value plus distributions exceeds the sum of the aggregate capital contributed by investors plus an amount equal to an annual 6.0% cumulative, pre-tax, non-compounded annual return to investors. The Special Limited Partner may elect to defer its right to receive a subordinated distribution upon termination until either a listing on a national securities exchange or other liquidity event occurs. |
Economic Dependency
Economic Dependency | 6 Months Ended |
Jun. 30, 2016 | |
Economic Dependency [Abstract] | |
Economic Dependency | Note 10 — Economic Dependency Under various agreements, the Company has engaged or will engage the Advisor, its affiliates and entities under common control with the Advisor to provide certain services that are essential to the Company, including asset management services, supervision of the management and leasing of properties owned by the Company, asset acquisition and disposition decisions, as well as other administrative responsibilities for the Company including accounting services, transaction management and investor relations. As a result of these relationships, the Company is dependent upon the Advisor and its affiliates. In the event that the Advisor and its affiliates are unable to provide the Company with the respective services, the Company will be required to find alternative providers of these services. |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Note 11 — Share-Based Compensation Restricted Share Plan The Company has an employee and director incentive restricted share plan (the “RSP”), which provides for the automatic grant of 1,333 restricted shares of common stock to each of the independent directors, without any further approval by the Company’s board of directors or the stockholders, after initial election to the board of directors and after each annual stockholder meeting, with such shares vesting annually beginning with the one year anniversary of initial election to the board of directors and the date of the next annual meeting, respectively. Restricted stock issued to independent directors will vest over a five -year period in increments of 20.0% per annum. The RSP provides the Company with the ability to grant awards of restricted shares to the Company's directors, officers and employees (if the Company ever has employees), employees of the Advisor and its affiliates, employees of entities that provide services to the Company, directors of the Advisor or of entities that provide services to the Company, certain consultants to the Company and the Advisor and its affiliates or to entities that provide services to the Company. The total number of common shares granted under the RSP shall not exceed 5.0% of the Company’s outstanding shares of common stock on a fully diluted basis at any time and in any event will not exceed 1.5 million shares (as such number may be adjusted for stock splits, stock dividends, combinations and similar events). Restricted share awards entitle the recipient to receive shares of common stock from the Company under terms that provide for vesting over a specified period of time. For restricted share awards granted prior to July 1, 2015, such awards would typically be forfeited with respect to the unvested shares upon the termination of the recipient's employment or other relationship with the Company. For restricted share awards granted on or after July 1, 2015, such awards provide for accelerated vesting of the portion of the unvested shares scheduled to vest in the year of the recipient's voluntary termination or the failure to be re-elected to the board. Restricted shares may not, in general, be sold or otherwise transferred until restrictions are removed and the shares have vested. Holders of restricted shares may receive cash distributions prior to the time that the restrictions on the restricted shares have lapsed. Any distributions payable in shares of common stock shall be subject to the same restrictions as the underlying restricted shares. The following table displays restricted share award activity during the six months ended June 30, 2016 : Number of Weighted-Average Issue Price Unvested, December 31, 2015 4,799 $ 22.50 Granted 1,333 22.50 Unvested, June 30, 2016 6,132 $ 22.50 As of June 30, 2016 , the Company had $0.1 million of unrecognized compensation cost related to unvested restricted share awards granted under the Company's RSP. That cost is expected to be recognized over a weighted-average period of 3.7 years. Restricted share awards are expensed in accordance with the service period required. Compensation expense related to restricted stock was approximately $7,000 and $20,000 for the three and six months ended June 30, 2016 , respectively, and approximately $3,000 and $2,000 for the three and six months ended June 30, 2015 , respectively. Compensation expense was lower for the six months ended June 30, 2015 due to the resignation of a board member and the reversal of the corresponding accumulated compensation expense associated with the forfeiture of that director's restricted shares. Compensation expense related to restricted stock is recorded as general and administrative expense in the accompanying consolidated statements of operations and comprehensive loss. Other Share-Based Compensation The Company may issue common stock in lieu of cash to pay fees earned by the Company's directors at the respective director's election. There are no restrictions on the shares issued. There were no shares of common stock issued in lieu of cash during the three and six months ended June 30, 2016 or 2015 . |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Net Loss Per Share | Note 12 — Net Loss Per Share The following is a summary of the basic and diluted net loss per share computation for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Net loss (in thousands) $ (6,401 ) $ (2,182 ) $ (9,806 ) $ (9,421 ) Basic and diluted weighted average shares outstanding 30,785,076 27,332,717 30,673,781 25,026,174 Basic and diluted net loss per share $ (0.21 ) $ (0.08 ) $ (0.32 ) $ (0.38 ) The Company had the following potentially dilutive securities as of June 30, 2016 and 2015 , which were excluded from the calculation of diluted net loss per share attributable to stockholders as the effect would have been antidilutive: Six Months Ended June 30, 2016 2015 Unvested restricted stock 6,132 2,133 OP Units 90 90 Class B Units 159,159 72,675 Total potentially dilutive securities 165,381 74,898 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 13 — Subsequent Events The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q and determined that there have not been any events that have occurred that would require adjustments to disclosures in the consolidated financial statements, except for the following item: In July 2016, 451,071 shares were repurchased pursuant to the SRP for $10.7 million at an average repurchase price per share of $23.61 (including all shares submitted for death or disability), while requests to repurchase 881,693 shares for $20.5 million at an average price per share of $23.21 were not fulfilled. |
Summary of Significant Accoun20
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Recent and Recently Adopted Accounting Pronouncements | Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (the "FASB") issued guidance which requires an entity to determine whether the nature of its promise to provide goods or services to a customer is performed in a principal or agent capacity and to recognize revenue in a gross or net manner based on its principal/agent designation. This guidance is effective for public business entities for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted. The Company is currently evaluating the impact of this new guidance. In June 2016, the FASB issued guidance that changes how entities measure credit losses for financial assets carried at amortized cost. The update eliminates the requirement that a credit loss must be probable before it can be recognized and instead requires an entity to recognize the current estimate of all expected credit losses. Additionally, the update requires credit losses on available-for-sale debt securities to be carried as an allowance rather than as a direct write-down of the asset. The amendments become effective for reporting periods beginning after December 15, 2019. The amendments may be adopted early for reporting periods beginning after December 15, 2018. The Company is currently evaluating the impact of this new guidance. Recently Adopted Accounting Pronouncements In February 2015, the FASB amended the accounting for consolidation of certain legal entities. The amendments modify the evaluation of whether certain legal entities are variable interest entities ("VIE") or voting interest entities, eliminate the presumption that a general partner should consolidate a limited partnership and affect the consolidation analysis of reporting entities that are involved with VIEs (particularly those that have fee arrangements and related party relationships). The revised guidance is effective for the Company's fiscal year ended December 31, 2016. The Company has evaluated the impact of the adoption of the new guidance on its consolidated financial statements and has determined the OP is considered to be a VIE and continues to consolidate the OP as required under previous GAAP. However, the Company meets the disclosure exemption criteria as the Company is the primary beneficiary of the VIE and the Company’s partnership interest is considered a majority voting interest in a business and the assets of the OP can be used for purposes other than settling its obligations, such as paying distributions. As such, the adoption of the new guidance did not have a material impact on the Company's consolidated financial statements. In April 2015, the FASB amended the presentation of debt issuance costs on the balance sheet. The amendment requires that debt issuance costs related to a recognized debt liability be presented on the balance sheet as a direct deduction from the carrying amount of that debt liability and that the entity apply the new guidance on a retrospective basis. In August 2015, the FASB added that, for line of credit arrangements, the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line, regardless of whether or not there are any outstanding borrowings. The revised guidance is effective for the Company's fiscal year ended December 31, 2016. As a result of adoption of the new guidance, the Company has reclassified deferred financing costs, net related to mortgage notes payable of $5.0 million and $2.8 million , respectively, as of June 30, 2016 and December 31, 2015 as a reduction of the carrying amount of its mortgage note payable. See Note 5 — Mortgage Note Payable . In March 2016, the FASB issued an update that changes the accounting for certain aspects of share-based compensation. Among other things, the revised guidance allows companies to make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur. The revised guidance is effective for reporting periods beginning after December 15, 2016. Early adoption is permitted. The Company has adopted the provisions of this guidance beginning January 1, 2016 and determined that there is no impact to the Company’s consolidated financial position, results of operations and cash flows. The Company's policy is to account for forfeitures as they occur. |
Real Estate Investments (Tables
Real Estate Investments (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Real Estate Investments, Net [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The following table presents the allocation of the real estate assets acquired and liabilities assumed during the six months ended June 30, 2016 and 2015 as well as the weighted-average remaining amortization period (in years) as of the acquisition date for intangible assets acquired and liabilities assumed. For the acquisition during the six months ended June 30, 2016 , land, building, improvements and intangibles have been provisionally assigned pending receipt and review of information being prepared by a third-party specialist. Six Months Ended June 30, 2016 2015 (Dollar amounts in thousands) Total Assets Acquired Weighted Average Amortization Period Total Assets Acquired Real estate investments, at cost: Land $ — $ 50,064 Building and improvements 148,647 182,917 Total tangible assets 148,647 232,981 Acquired intangibles: In-place leases 27,433 6.5 33,380 Above-market lease assets 5,230 9.1 884 Below-market lease liabilities (5,277 ) 7.2 (14,245 ) Below-market ground lease asset 2,482 50.6 — Total intangible assets, net 29,868 9.6 20,019 Total assets acquired, net 178,515 253,000 Mortgage notes payable used to acquire real estate investments (99,000 ) (96,000 ) Other assets acquired — 458 Other liabilities assumed (353 ) (429 ) Cash paid for acquired real estate investment $ 79,162 $ 157,029 Number of properties purchased 1 1 |
Business Acquisition, Pro Forma Information | The following table presents unaudited pro forma information as if the acquisition during the six months ended June 30, 2016 had been consummated on January 1, 2015 and the acquisition during the six months ended June 30, 2015 had been consummated on January 1, 2014. Accordingly, the pro forma net loss was adjusted to reclassify acquisition and transaction related expense of $4.3 million from the six months ended June 30, 2016 to the six months ended June 30, 2015 . Additionally, pro forma net loss was adjusted to reclassify acquisition and transaction related expense of $6.0 million from the six months ended June 30, 2015 to January 1, 2014. Six Months Ended June 30, (In thousands) 2016 2015 Pro forma revenues (1) $ 27,786 $ 24,674 Pro forma net loss attributable to stockholders (1) $ (6,937 ) $ (10,713 ) Basic and diluted pro forma net loss per share attributable to stockholders $ (0.23 ) $ (0.43 ) _______________ (1) For the six months ended June 30, 2016 , aggregate revenues and net loss (adjusted for acquisition and transaction costs) derived from the Company's acquisition for the Company's period of ownership were $0.9 million and $0.3 million , respectively. |
Schedule of Future Minimum Rental Payments for Operating Leases | The following table presents future minimum base cash rental payments due to the Company subsequent to June 30, 2016 . These amounts exclude contingent rent payments, as applicable, that may be collected based on provisions related to sales thresholds and increases in annual rent based on exceeding certain economic indexes, among other items. (In thousands) Future Minimum Base Cash Rent Payments July 1, 2016 - December 31, 2016 $ 23,726 2017 44,721 2018 43,152 2019 41,838 2020 37,785 Thereafter 147,337 $ 338,559 |
Schedule of Annualized Rental Income by Major Tenants | The following table lists the tenants whose annualized rental income on a straight-line basis represented greater than 10% of total annualized rental income for all portfolio properties on a straight-line basis as of June 30, 2015 . As of June 30, 2016 there were no tenants whose annualized rental income on a straight-line basis represented greater than 10% of total annualized rental income for all portfolio properties on a straight-line basis. Property Tenant June 30, 2015 123 William Street Planned Parenthood Federation of America, Inc. 11.1% 123 William Street The People of the State of New York 10.5% |
Schedule of Intangible Assets and Goodwill | Acquired intangible assets and lease liabilities consist of the following as of June 30, 2016 and December 31, 2015 : June 30, 2016 (In thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intangible assets: In-place leases $ 70,920 $ 11,613 $ 59,307 Other intangibles 31,447 2,019 29,428 Below-market ground lease 2,482 — 2,482 Above-market leases 10,025 888 9,137 Acquired intangible assets $ 114,874 $ 14,520 $ 100,354 Intangible liabilities: Below-market lease liabilities $ 34,660 $ 4,250 $ 30,410 December 31, 2015 (In thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Intangible assets: In-place leases $ 44,165 $ 8,017 $ 36,148 Other intangibles 31,447 1,436 30,011 Above-market leases 4,795 628 4,167 Acquired intangible assets $ 80,407 $ 10,081 $ 70,326 Intangible liabilities: Below-market lease liabilities $ 29,504 $ 2,860 $ 26,644 |
Finite-lived Intangible Assets Amortization Expense | The following table discloses amounts recognized within the consolidated statements of operations and comprehensive loss related to amortization of in-place leases and other intangibles and amortization and accretion of above- and below-market lease assets and liabilities, net, for the periods presented: Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2016 2015 2016 2015 Amortization of in-place leases and other intangibles (1) $ 2,347 $ 2,919 $ 4,855 $ 3,887 Amortization and (accretion) of above- and below market leases, net (2) $ (616 ) $ (659 ) $ (1,251 ) $ (877 ) _______________ (1) Reflected within depreciation and amortization expense. (2) Reflected within rental income. |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The following table provides the projected amortization expense and adjustments to revenues for the next five years as of June 30, 2016 : (In thousands) July 1, 2016 - December 31, 2016 2017 2018 2019 2020 In-place leases $ 6,559 $ 10,795 $ 9,498 $ 8,740 $ 6,838 Other intangibles 583 1,165 1,165 1,165 1,165 Total to be included in depreciation and amortization $ 7,142 $ 11,960 $ 10,663 $ 9,905 $ 8,003 Above-market lease assets $ (615 ) $ (1,231 ) $ (1,134 ) $ (1,107 ) $ (1,037 ) Below-market lease liabilities 1,868 3,584 3,436 3,094 2,680 Total to be included in rental income $ 1,253 $ 2,353 $ 2,302 $ 1,987 $ 1,643 |
Investment Securities (Tables)
Investment Securities (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Unrealized Gain (Loss) on Investments | The following table details the unrealized gains and losses on the investment security by security type as of June 30, 2016 and December 31, 2015 : (In thousands) Cost (1) Gross Unrealized Gains Gross Unrealized Losses Fair Value June 30, 2016 Equity security $ 476 $ 22 $ — $ 498 December 31, 2015 Equity security $ 472 $ — $ — $ 472 __________________ (1) Net of previously recognized other-than-temporary impairment charges of $0.1 million . |
Mortgage Note Payable (Tables)
Mortgage Note Payable (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The Company's mortgage note payable as of June 30, 2016 and December 31, 2015 is as follows: Outstanding Loan Amount Portfolio Encumbered Properties June 30, December 31, Effective Interest Rate Interest Rate Maturity (In thousands) (In thousands) 123 William Street (1) 1 $ 96,000 $ 96,000 2.75 % (2) Variable Mar. 2017 (3) 1140 Avenue of the Americas 1 99,000 — 4.17 % Fixed July 2026 Less: deferred financing costs, net (4,996 ) (2,824 ) Mortgage note payable, net of deferred financing costs 2 $ 190,004 $ 93,176 3.56 % _____________________ (1) The Company may borrow up to $110.0 million subject to compliance with certain provisions as described in the terms of the mortgage agreement. (2) Interest rate is one month LIBOR, which was 0.459% at June 30, 2016 , plus a margin of 2.25% , based on a 360 day year. (3) The Company has a one-time option to extend the maturity date by one year . |
Schedule of Maturities of Long-term Debt | The following table summarizes the scheduled aggregate principal payments subsequent to June 30, 2016 : (In thousands) Future Minimum Principal Payments July 1, 2016 - December 31, 2016 $ — 2017 96,000 2018 — 2019 — 2020 — Thereafter 99,000 Total $ 195,000 |
Fair Value of Financial Instr24
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Liabilities Measured on Recurring Basis | The following table presents information about the Company's asset measured at fair value on a recurring basis as of June 30, 2016 and December 31, 2015 , aggregated by the level in the fair value hierarchy within which that instrument falls. Quoted Prices in Active Markets Significant Other Observable Inputs Significant Unobservable Inputs (In thousands) Level 1 Level 2 Level 3 Total June 30, 2016 Investment Securities $ 498 $ — $ — $ 498 December 31, 2015 Investment Securities $ 472 $ — $ — $ 472 |
Fair Value, by Balance Sheet Grouping | The fair values of the Company's financial instruments that are not reported at fair value on the consolidated balance sheet are reported below: June 30, 2016 (In thousands) Level Gross Principal Balance Fair Value Mortgage note payable — 1140 Avenue of the Americas 3 $ 99,000 $ 103,542 |
Related Party Transactions an25
Related Party Transactions and Arrangements (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Related Party Transactions [Abstract] | |
Schedule of Selling Commissions and Dealer Manager Fees Payable to Affiliate | The following table details total selling commissions and dealer manager fees incurred from and due to the Former Dealer Manager as of and for the periods presented: Three Months Ended June 30, Six Months Ended June 30, Payable as of (In thousands) 2016 2015 2016 2015 June 30, 2016 December 31, 2015 Total commissions and fees incurred from the Former Dealer Manager $ — $ 9,721 $ — $ 20,318 $ — $ — |
Schedule Of Offering Costs Reimbursements to Related Party | The following table details offering costs and reimbursements incurred from and due to the Advisor and affiliated parties of the Former Dealer Manager as of and for the periods presented: Three Months Ended June 30, Six Months Ended June 30, Net Receivable as of (In thousands) 2016 2015 2016 2015 June 30, 2016 December 31, 2015 Fees and expense reimbursements from the Advisor and affiliates of the Former Dealer Manager $ — $ 1,877 $ — $ 5,046 $ 758 $ 758 |
Schedule of Amount Contractually Due and Forgiven in Connection With Operation Related Services | The following table details amounts incurred, waived and payable in connection with the Company's operations-related services described above as of and for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Payable (receivable) as of (In thousands) Incurred Waived (1) Incurred Waived (1) Incurred Waived (1) Incurred Waived (1) June 30, 2016 December 31, 2015 Acquisition fees and reimbursements: Acquisition fees and related cost reimbursements $ 3,600 $ — $ — $ — $ 3,600 $ — $ 5,060 $ — $ — $ — Financing coordination fees 743 — — — 743 — 825 — — — Ongoing fees: Operating fees incurred from related parties 1,098 — — 118 2,151 — — 204 — (44 ) Professional fees and other reimbursements 382 — 185 — 826 — 317 — 191 167 Distributions on Class B Units 60 — 27 — 120 — 31 — — — Total related party operation fees and reimbursements $ 5,883 $ — $ 212 $ 118 $ 7,440 $ — $ 6,233 $ 204 $ 191 $ 123 ______________________ (1) Beginning in the third quarter 2015, fees related to property management and leasing were charged to the Company. |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | The following table displays restricted share award activity during the six months ended June 30, 2016 : Number of Weighted-Average Issue Price Unvested, December 31, 2015 4,799 $ 22.50 Granted 1,333 22.50 Unvested, June 30, 2016 6,132 $ 22.50 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following is a summary of the basic and diluted net loss per share computation for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Net loss (in thousands) $ (6,401 ) $ (2,182 ) $ (9,806 ) $ (9,421 ) Basic and diluted weighted average shares outstanding 30,785,076 27,332,717 30,673,781 25,026,174 Basic and diluted net loss per share $ (0.21 ) $ (0.08 ) $ (0.32 ) $ (0.38 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The Company had the following potentially dilutive securities as of June 30, 2016 and 2015 , which were excluded from the calculation of diluted net loss per share attributable to stockholders as the effect would have been antidilutive: Six Months Ended June 30, 2016 2015 Unvested restricted stock 6,132 2,133 OP Units 90 90 Class B Units 159,159 72,675 Total potentially dilutive securities 165,381 74,898 |
Organization (Details)
Organization (Details) | May 29, 2014USD ($) | Apr. 24, 2014USD ($)$ / sharesshares | Feb. 28, 2015shares | Jun. 30, 2016USD ($)ft²property$ / sharesshares | Jun. 30, 2015USD ($) | Dec. 31, 2015USD ($)$ / sharesshares | Jun. 30, 2016USD ($)ft²property$ / sharesshares | May 22, 2015shares |
Operations [Line Items] | ||||||||
Stock available for issuance in IPO (in shares) | 300,000,000 | 300,000,000 | 300,000,000 | |||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |||||
Shares required to break escrow | $ | $ 2,000,000 | |||||||
Common stock, shares outstanding (in shares) | 30,419,708 | 30,410,467 | 30,419,708 | |||||
Proceeds from issuance of common stock | $ | $ 0 | $ 209,576,000 | $ 754,600,000 | $ 754,900,000 | ||||
Proceeds from issuance of common stock, DRIP | $ | $ 24,900,000 | $ 35,900,000 | ||||||
Number of real estate properties | property | 6 | 6 | ||||||
Net rentable area | ft² | 1,091,571 | 1,091,571 | ||||||
Special Limited Partner | ||||||||
Operations [Line Items] | ||||||||
Common stock, shares outstanding (in shares) | 8,888 | 8,888 | ||||||
Contributed capital | $ | $ 2,020 | $ 2,020 | ||||||
Limited partner units (in shares) | 90 | 90 | ||||||
Common Stock | ||||||||
Operations [Line Items] | ||||||||
Stock available for issuance in IPO (in shares) | 30,000,000 | |||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | |||||||
Share Price (in dollars per share) | $ / shares | $ 25 | |||||||
Maximum offering amount | $ | $ 750,000,000 | |||||||
Shares available for issuance under a distribution reinvestment plan (in shares) | 10,500,000 | 25,000,000 | ||||||
Shares reallocated from DRIP (in shares) | 10,000,000 | |||||||
Minimum | Common Stock | ||||||||
Operations [Line Items] | ||||||||
DRIP share price (in dollars per share) | $ / shares | $ 23.75 | |||||||
DRIP Share Price as a percentage of estimated value of common stock | 95.00% |
Summary of Significant Accoun29
Summary of Significant Accounting Policies (Narrative) (Details) - Accounting Standards Update 2015-03 - USD ($) $ in Millions | Jun. 30, 2016 | Dec. 31, 2015 |
Deferred Costs | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Deferred financing costs | $ (5) | $ (2.8) |
Mortgage Notes Payable | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Deferred financing costs | $ 5 | $ 2.8 |
Real Estate Investments (Narrat
Real Estate Investments (Narrative) (Details) $ in Thousands | Jun. 15, 2016USD ($)ft² | Jun. 30, 2016USD ($)tenant | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)tenant | Jun. 30, 2015USD ($) | Jan. 01, 2014USD ($) |
Business Acquisition [Line Items] | ||||||
Business combination, acquisition related costs | $ 4,263 | $ 63 | $ 4,303 | $ 6,012 | ||
Sales Revenue, Net | Customer Concentration Risk | ||||||
Business Acquisition [Line Items] | ||||||
Concentration risk | tenant | 0 | 0 | ||||
Pro Forma | Acquisition-related Costs | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition and transaction related costs | $ 6,000 | |||||
1140 Avenue of the Americas | ||||||
Business Acquisition [Line Items] | ||||||
Area of acquired property | ft² | 249,703 | |||||
Purchase price | $ 180,000 | |||||
Business combination, acquisition related costs | $ 4,300 |
Real Estate Investments (Alloca
Real Estate Investments (Allocation of Assets) (Details) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016USD ($)property | Jun. 30, 2015USD ($)property | |
Real estate investments, at cost: | ||
Land | $ 0 | $ 50,064 |
Building and improvements | 148,647 | 182,917 |
Total tangible assets | $ 148,647 | 232,981 |
Acquired intangibles: | ||
Weighted average amortization period | 9 years 7 months 6 days | |
Total intangible assets, net | $ 29,868 | 20,019 |
Total assets acquired, net | 178,515 | 253,000 |
Mortgage notes payable used to acquire real estate investments | (99,000) | (96,000) |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 0 | 458 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities | 353 | 429 |
Cash paid for acquired real estate investment | $ 79,162 | $ 157,029 |
Number of properties purchased | property | 1 | 1 |
In-place leases | ||
Acquired intangibles: | ||
In-place, above and below-market lease assets | $ 27,433 | $ 33,380 |
Weighted average amortization period | 6 years 6 months | |
Above-market lease assets | ||
Acquired intangibles: | ||
In-place, above and below-market lease assets | $ 5,230 | 884 |
Weighted average amortization period | 9 years 1 month 6 days | |
Below market lease liabilities | ||
Acquired intangibles: | ||
Below-market lease liabilities | $ (5,277) | (14,245) |
Weighted average amortization period | 7 years 2 months 12 days | |
Below-market ground lease asset | ||
Acquired intangibles: | ||
In-place, above and below-market lease assets | $ 2,482 | $ 0 |
Weighted average amortization period | 50 years 7 months 6 days |
Real Estate Investments (Pro fo
Real Estate Investments (Pro forma) (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Real Estate Investments, Net [Abstract] | ||
Pro forma revenues | $ 27,786 | $ 24,674 |
Pro forma net loss attributable to stockholders | $ (6,937) | $ (10,713) |
Basic and diluted pro forma net loss per share attributable to stockholders (in dollars per share) | $ (0.23) | $ (0.43) |
Acqusitions 2,016 | ||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||
Revenues | $ 900 | |
Net Income (loss) attributable to parent | $ (300) |
Real Estate Investments (Minimu
Real Estate Investments (Minimum Rental Payments) (Details) $ in Thousands | Jun. 30, 2016USD ($) |
Real Estate Investments, Net [Abstract] | |
July 1, 2016 - December 31, 2016 | $ 23,726 |
2,017 | 44,721 |
2,018 | 43,152 |
2,019 | 41,838 |
2,020 | 37,785 |
Thereafter | 147,337 |
Total | $ 338,559 |
Real Estate Investments (Concen
Real Estate Investments (Concentration) (Details) - Customer Concentration Risk - tenant | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2016 | |
Rental Income | ||
Real estate investments | ||
Concentration of risk, number of tenants | 0 | |
Sales Revenue, Net | Planned Parenthood Federation of America, Inc | ||
Real estate investments | ||
Concentration risk | 11.10% | |
Sales Revenue, Net | The People of the State of New York | ||
Real estate investments | ||
Concentration risk | 10.50% |
Real Estate Investments (Summar
Real Estate Investments (Summary of Intangible Assets and Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | $ 114,874 | $ 80,407 |
Accumulated Amortization | 14,520 | 10,081 |
Net Carrying Amount | 100,354 | 70,326 |
Below Market Lease, Net [Abstract] | ||
Gross Carrying Amount | 34,660 | 29,504 |
Accumulated Amortization | 4,250 | 2,860 |
Net Carrying Amount | 30,410 | 26,644 |
In-place leases | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | 70,920 | 44,165 |
Accumulated Amortization | 11,613 | 8,017 |
Net Carrying Amount | 59,307 | 36,148 |
Other intangibles | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | 31,447 | 31,447 |
Accumulated Amortization | 2,019 | 1,436 |
Net Carrying Amount | 29,428 | 30,011 |
Below Market Lease | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | 2,482 | |
Accumulated Amortization | 0 | |
Net Carrying Amount | 2,482 | |
Above-market lease assets | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | 10,025 | 4,795 |
Accumulated Amortization | 888 | 628 |
Net Carrying Amount | $ 9,137 | $ 4,167 |
Real Estate Investments (Summ36
Real Estate Investments (Summary of Amortization and Accretion of Market Lease Assets and Liabilities) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization and (accretion) of above- and below market leases, net | $ (616) | $ (659) | $ (1,251) | $ (877) |
In-Place Leases and Other Intangibles | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of in-place leases and other intangibles | $ 2,347 | $ 2,919 | $ 4,855 | $ 3,887 |
Real Estate Investments (Summ37
Real Estate Investments (Summary of Future Amortization Expense) (Details) $ in Thousands | Jun. 30, 2016USD ($) |
Depreciation and Amortization | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets, amortization expense - July 1, 2016 - December 31, 2016 | $ 7,142 |
Finite-lived intangible assets, amortization expense - 2017 | 11,960 |
Finite-lived intangible assets, amortization expense - 2018 | 10,663 |
Finite-lived intangible assets, amortization expense - 2019 | 9,905 |
Finite-lived intangible assets, amortization expense - 2020 | 8,003 |
Depreciation and Amortization | In-place leases | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets, amortization expense - July 1, 2016 - December 31, 2016 | 6,559 |
Finite-lived intangible assets, amortization expense - 2017 | 10,795 |
Finite-lived intangible assets, amortization expense - 2018 | 9,498 |
Finite-lived intangible assets, amortization expense - 2019 | 8,740 |
Finite-lived intangible assets, amortization expense - 2020 | 6,838 |
Depreciation and Amortization | Other intangibles | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets, amortization expense - July 1, 2016 - December 31, 2016 | 583 |
Finite-lived intangible assets, amortization expense - 2017 | 1,165 |
Finite-lived intangible assets, amortization expense - 2018 | 1,165 |
Finite-lived intangible assets, amortization expense - 2019 | 1,165 |
Finite-lived intangible assets, amortization expense - 2020 | 1,165 |
Rental Income | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets, amortization expense - July 1, 2016 - December 31, 2016 | 1,253 |
Finite-lived intangible assets, amortization expense - 2017 | 2,353 |
Finite-lived intangible assets, amortization expense - 2018 | 2,302 |
Finite-lived intangible assets, amortization expense - 2019 | 1,987 |
Finite-lived intangible assets, amortization expense - 2020 | 1,643 |
Below market lease, amortization income - July 1, 2016 - December 31, 2016 | 1,868 |
Below market lease, amortization income - 2017 | 3,584 |
Below market lease, amortization income - 2018 | 3,436 |
Below market lease, amortization income - 2019 | 3,094 |
Below market lease, amortization income - 2020 | 2,680 |
Rental Income | Above-market lease assets | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets, amortization expense - July 1, 2016 - December 31, 2016 | (615) |
Finite-lived intangible assets, amortization expense - 2017 | (1,231) |
Finite-lived intangible assets, amortization expense - 2018 | (1,134) |
Finite-lived intangible assets, amortization expense - 2019 | (1,107) |
Finite-lived intangible assets, amortization expense - 2020 | $ (1,037) |
Investment Securities (Details)
Investment Securities (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Dec. 31, 2015 | |
Investments, Debt and Equity Securities [Abstract] | ||
Cost | $ 476 | $ 472 |
Gross Unrealized Gains | 22 | 0 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 498 | $ 472 |
Other than temporary impairment losses on equity securities | $ 100 |
Mortgage Note Payable (Mortgage
Mortgage Note Payable (Mortgage Note) (Details) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016USD ($)property | Dec. 31, 2015USD ($) | |
Debt Instrument [Line Items] | ||
Outstanding Loan Amount | $ 195,000 | |
Mortgage note payable, net of deferred financing costs | 190,004 | $ 93,176 |
Real estate investments relating to notes payable | $ 443,100 | |
Mortgages | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 2 | |
Effective Interest Rate | 3.56% | |
Deferred financing costs, net | $ (4,996) | (2,824) |
Mortgage note payable, net of deferred financing costs | $ 190,004 | 93,176 |
123 William Street | Mortgages | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 1 | |
Outstanding Loan Amount | $ 96,000 | 96,000 |
Effective Interest Rate | 2.75% | |
Maximum borrowing capacity | $ 110,000 | |
Extended maturity term | 1 year | |
123 William Street | Mortgages | LIBOR | ||
Debt Instrument [Line Items] | ||
Interest rate at end of period | 0.459% | |
Interest rate | 2.25% | |
One Thousand One Hundred Forty Avenue of the Americas [Member] | Mortgages | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 1 | |
Outstanding Loan Amount | $ 99,000 | $ 0 |
Effective Interest Rate | 4.17% |
Mortgage Note Payable (Mortga40
Mortgage Note Payable (Mortgage Principal Payments) (Details) $ in Thousands | Jun. 30, 2016USD ($) |
Debt Disclosure [Abstract] | |
July 1, 2016 - December 31, 2016 | $ 0 |
2,017 | 96,000 |
2,018 | 0 |
2,019 | 0 |
2,020 | 0 |
Thereafter | 99,000 |
Total | $ 195,000 |
Fair Value of Financial Instr41
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | Jun. 30, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value | $ 498 | $ 472 | $ 500 |
Fair Value, Measurements, Recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value | 498 | 472 | |
Fair Value, Measurements, Recurring | Quoted Prices in Active Markets | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value | 498 | 472 | |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value | 0 | 0 | |
Fair Value, Measurements, Recurring | Significant Unobservable Inputs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair Value | $ 0 | $ 0 |
Fair Value of Financial Instr42
Fair Value of Financial Instruments Fair value, balance sheet grouping (Details) - Mortgages note payable - Significant unobservable inputs $ in Thousands | Jun. 30, 2016USD ($) |
Carrying amount | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Mortgage note payable — 1140 Avenue of the Americas | $ 99,000 |
Fair value | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Mortgage note payable — 1140 Avenue of the Americas | $ 103,542 |
Common Stock (Details)
Common Stock (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 24 Months Ended | 30 Months Ended | ||||||
Jul. 31, 2016USD ($)ShareRequest$ / sharesshares | Apr. 30, 2016USD ($)$ / sharesshares | Mar. 31, 2016$ / shares | May 31, 2014$ / shares | Jun. 30, 2016$ / sharesshares | Jun. 30, 2015$ / shares | Jun. 30, 2016USD ($)$ / sharesshares | Jun. 30, 2015USD ($)$ / shares | Dec. 31, 2015USD ($)shares | Jun. 30, 2016USD ($)shares | Jan. 25, 2016$ / shares | |
Equity, Class of Treasury Stock [Line Items] | |||||||||||
Common stock, shares outstanding (in shares) | shares | 30,419,708 | 30,419,708 | 30,410,467 | 30,419,708 | |||||||
Proceeds from issuance of common stock | $ | $ 0 | $ 209,576 | $ 754,600 | $ 754,900 | |||||||
Proceeds from issuance of common stock, DRIP | $ | $ 24,900 | $ 35,900 | |||||||||
Dividends declared per day (in dollars per share) | $ 0.004132513665 | $ 0.0041438356 | |||||||||
Dividends declared per share (in dollars per share) | $ 1.5125 | $ 0.38 | $ 0.38 | $ 0.75 | $ 0.75 | ||||||
Authorized percent of shares outstanding for repurchase for fiscal semester | 2.50% | ||||||||||
Authorized percent of shares outstanding for repurchase for fiscal year | 5.00% | ||||||||||
Shares acquired | $ | $ 10,745 | ||||||||||
Death or Disability | |||||||||||
Equity, Class of Treasury Stock [Line Items] | |||||||||||
Shares acquired (in shares) | shares | 3,573 | ||||||||||
Shares acquired | $ | $ 100 | ||||||||||
Average cost per share acquired (in dollars per share) | $ 25 | ||||||||||
Subsequent Event | |||||||||||
Equity, Class of Treasury Stock [Line Items] | |||||||||||
Shares acquired (in shares) | shares | 451,071 | ||||||||||
Shares acquired | $ | $ 10,700 | ||||||||||
Average cost per share acquired (in dollars per share) | $ 23.61 | ||||||||||
Share repurchase requests (in shares) | ShareRequest | 881,693 | ||||||||||
Share repurchase requests | $ | $ 20,500 | ||||||||||
Average cost per repurchase request (in dollars per share) | $ 23.21 | ||||||||||
One Year | Minimum | |||||||||||
Equity, Class of Treasury Stock [Line Items] | |||||||||||
Repurchase price (in dollars per share) | $ 23.13 | ||||||||||
One Year | Maximum | |||||||||||
Equity, Class of Treasury Stock [Line Items] | |||||||||||
Percentage of value of capital paid | 92.50% | ||||||||||
Two Years | Minimum | |||||||||||
Equity, Class of Treasury Stock [Line Items] | |||||||||||
Repurchase price (in dollars per share) | $ 23.75 | ||||||||||
Two Years | Maximum | |||||||||||
Equity, Class of Treasury Stock [Line Items] | |||||||||||
Percentage of value of capital paid | 95.00% | ||||||||||
Three Years | Maximum | |||||||||||
Equity, Class of Treasury Stock [Line Items] | |||||||||||
Percentage of value of capital paid | 97.50% | ||||||||||
Four Years | Maximum | |||||||||||
Equity, Class of Treasury Stock [Line Items] | |||||||||||
Percentage of value of capital paid | 100.00% |
Related Party Transactions an44
Related Party Transactions and Arrangements (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||||
Common stock, shares outstanding (in shares) | 30,419,708 | 30,419,708 | 30,410,467 | ||
Investment securities, at fair value | $ 498 | $ 498 | $ 472 | ||
Special Limited Partner | |||||
Related Party Transaction [Line Items] | |||||
Common stock, shares outstanding (in shares) | 8,888 | 8,888 | |||
Affiliated Entity | |||||
Related Party Transaction [Line Items] | |||||
Investment income | $ 4 | $ 7 | $ 4 | $ 7 |
Related Party Transactions an45
Related Party Transactions and Arrangements (Fees Paid in Connection with the IPO) (Details) - USD ($) $ in Millions | 24 Months Ended | 30 Months Ended |
Dec. 31, 2015 | Jun. 30, 2016 | |
Related Party Transaction [Line Items] | ||
Cumulative offering costs | $ 84 | $ 84 |
Maximum | ||
Related Party Transaction [Line Items] | ||
Liability for offering and related costs from IPO | 2.00% | |
Excess Offering and Related Costs | Advisor | ||
Related Party Transaction [Line Items] | ||
Receivable | $ 0.8 | $ 0.8 |
Realty Capital Securities, LLC | Gross Proceeds, Common Stock | Maximum | Former Dealer Manager | ||
Related Party Transaction [Line Items] | ||
Sales commissions as a percentage of benchmark | 7.00% | |
Realty Capital Securities, LLC | Option One | Gross Proceeds, Common Stock | Maximum | Former Dealer Manager | ||
Related Party Transaction [Line Items] | ||
Gross proceeds from the sale of common stock, before allowances, percentage of benchmark | 3.00% | |
Realty Capital Securities, LLC | Option One | Gross Proceeds, Common Stock | Maximum | Participating Broker-Dealer | ||
Related Party Transaction [Line Items] | ||
Brokerage fee as a percentage of benchmark | 7.50% | |
Brokerage fees as a percentage of benchmark, initial grant | 2.50% | |
Brokerage fees as a percentage of benchmark, periodic payment | 1.00% | |
Realty Capital Securities, LLC | Option Two | Gross Proceeds, Common Stock | Maximum | Former Dealer Manager | ||
Related Party Transaction [Line Items] | ||
Sales commissions as a percentage of benchmark | 2.50% |
Related Party Transactions an46
Related Party Transactions and Arrangements (Fees Paid in Connection with the IPO - Selling Commissions and Dealer Fees) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||||
Total commissions and fees incurred from the Former Dealer Manager | $ 5,883 | $ 212 | $ 7,440 | $ 6,233 | |
Realty Capital Securities, LLC | Sales Commissions and Dealer Manager Fees | Former Dealer Manager | |||||
Related Party Transaction [Line Items] | |||||
Total commissions and fees incurred from the Former Dealer Manager | 0 | $ 9,721 | 0 | $ 20,318 | |
Due to affiliates | $ 0 | $ 0 | $ 0 |
Related Party Transactions an47
Related Party Transactions and Arrangements (Fees Paid in Connection with the IPO, Offering Costs and Reimbursements) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||||
Total commissions and fees incurred from the Former Dealer Manager | $ 5,883 | $ 212 | $ 7,440 | $ 6,233 | |
Net Receivable | (191) | (191) | $ (123) | ||
Realty Capital Securities, LLC | Fees and Expense Reimbursement, Stock Offering | Advisor and Dealer Manager | |||||
Related Party Transaction [Line Items] | |||||
Total commissions and fees incurred from the Former Dealer Manager | 0 | $ 1,877 | 0 | $ 5,046 | |
Net Receivable | $ 758 | $ 758 | $ 758 |
Related Party Transactions an48
Related Party Transactions and Arrangements (Fees and Participations Paid in Connection With the Operations of the Company) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Sales Commissions and Dealer Manager Fees | ||||
Related Party Transaction [Line Items] | ||||
Share Price (in dollars per share) | $ 22.50 | $ 22.50 | ||
Advisor | New York City Reit Advisors, LLC | Contract Purchase Price | ||||
Related Party Transaction [Line Items] | ||||
Acquisition fees as a percentage of benchmark | 1.50% | 1.50% | ||
Expected acquisition fees | 0.50% | 0.50% | ||
Financing advance fees as a percentage of benchmark, expected third party costs | 0.10% | 0.10% | ||
Quarterly asset management fee earned by related party | 0.1875% | 0.1875% | ||
Unearned class B units (in shares) | 159,159 | |||
Monthly asset management fee | 0.0625% | 0.0625% | ||
Advisor | New York City Reit Advisors, LLC | Contract Purchase Price | Maximum | ||||
Related Party Transaction [Line Items] | ||||
Acquisition fees as a percentage of benchmark | 4.50% | 4.50% | ||
Financing advance fees as a percentage of benchmark | 1.50% | 1.50% | ||
Advisor | New York City Reit Advisors, LLC | Amount Available or Outstanding Under Financing Arrangement | ||||
Related Party Transaction [Line Items] | ||||
Financing coordination fees earned by related party | 0.75% | 0.75% | ||
Advisor | New York City Reit Advisors, LLC | Pre-tax Non-compounded Return on Capital Contribution | ||||
Related Party Transaction [Line Items] | ||||
Cumulative capital investment return to investors as a percentage of benchmark | 6.00% | 6.00% | ||
Advisor | New York City Reit Advisors, LLC | Gross Revenue, Stand-alone Single-tenant Net Leased Properties | ||||
Related Party Transaction [Line Items] | ||||
Property management fees earned by related party | 4.00% | 4.00% | ||
Advisor | New York City Reit Advisors, LLC | Average Invested Assets | Maximum | ||||
Related Party Transaction [Line Items] | ||||
Operating expenses as a percentage of benchmark | 2.00% | 2.00% | ||
Advisor | New York City Reit Advisors, LLC | Net Income, Excluding Additions to Non-cash Reserves and Gains on Sales of Assets | Maximum | ||||
Related Party Transaction [Line Items] | ||||
Operating expenses as a percentage of benchmark | 25.00% | 25.00% | ||
Annual Targeted Investor Return | Advisor | New York City Reit Advisors, LLC | Pre-tax Non-compounded Return on Capital Contribution | ||||
Related Party Transaction [Line Items] | ||||
Cumulative capital investment return to investors as a percentage of benchmark | 6.00% | 6.00% | ||
Asset Management Fees | Advisor | New York City Reit Advisors, LLC | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, amount | $ 1,000,000 | $ 0 | $ 2,000,000 | $ 0 |
Property Management Fees | Advisor | New York City Reit Advisors, LLC | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, amount | 100,000 | 0 | 200,000 | 0 |
Reimbursement of Costs and Expenses | Advisor | New York City Reit Advisors, LLC | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, amount | $ 400,000 | $ 0 | $ 800,000 | $ 0 |
Related Party Transactions an49
Related Party Transactions and Arrangements (Fees and Participations Paid in Connection With the Operations of the Company, Incurred, Waived and Payable) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||||
Expenses incurred | $ 5,883 | $ 212 | $ 7,440 | $ 6,233 | |
Expenses waived | 0 | 118 | 0 | 204 | |
Payable (Receivable) | 191 | 191 | $ 123 | ||
Acquisition fees and related cost reimbursements | Acquisition fees and reimbursements: | |||||
Related Party Transaction [Line Items] | |||||
Expenses incurred | 3,600 | 0 | 3,600 | 5,060 | |
Expenses waived | 0 | 0 | 0 | 0 | |
Payable (Receivable) | 0 | 0 | 0 | ||
Financing coordination fees | Acquisition fees and reimbursements: | |||||
Related Party Transaction [Line Items] | |||||
Expenses incurred | 743 | 0 | 743 | 825 | |
Expenses waived | 0 | 0 | 0 | 0 | |
Payable (Receivable) | 0 | 0 | 0 | ||
Operating fees incurred from related properties | Ongoing fees: | |||||
Related Party Transaction [Line Items] | |||||
Expenses incurred | 1,098 | 0 | 2,151 | 0 | |
Expenses waived | 0 | 118 | 0 | 204 | |
Payable (Receivable) | 0 | 0 | (44) | ||
Professional fees and reimbursements | Ongoing fees: | |||||
Related Party Transaction [Line Items] | |||||
Expenses incurred | 382 | 185 | 826 | 317 | |
Expenses waived | 0 | 0 | 0 | 0 | |
Payable (Receivable) | 191 | 191 | 167 | ||
Distributions on Class B Units | Ongoing fees: | |||||
Related Party Transaction [Line Items] | |||||
Expenses incurred | 60 | 27 | 120 | 31 | |
Expenses waived | 0 | $ 0 | 0 | $ 0 | |
Payable (Receivable) | $ 0 | $ 0 | $ 0 |
Related Party Transactions an50
Related Party Transactions and Arrangements (Fees and Participations Paid in Connection with the Liquidation or Listing) (Details) - Advisor - New York City Reit Advisors, LLC | Jun. 30, 2016 |
Pre-tax Non-compounded Return on Capital Contribution | |
Related Party Transaction [Line Items] | |
Cumulative capital investment return to investors as a percentage of benchmark | 6.00% |
Subordinated performance fee as a percentage of benchmark | 15.00% |
Pre-tax Non-compounded Return on Capital Contribution | Maximum | |
Related Party Transaction [Line Items] | |
Subordinated performance fee as a percentage of benchmark | 10.00% |
Net Sale Proceeds, after Return of Capital Contributions and Annual Targeted Investor Return | |
Related Party Transaction [Line Items] | |
Subordinated performance fee as a percentage of benchmark | 15.00% |
Excess of Adjusted Market Value of Real Estate Assets Plus Distributions Over Aggregate Contributed Investor Capital | |
Related Party Transaction [Line Items] | |
Subordinated participation fees as a percentage of benchmark | 15.00% |
Distribution upon nonrenewal of advisory agreement, percentage of benchmark | 15.00% |
Brokerage Commission Fees | Contract Sales Price | |
Related Party Transaction [Line Items] | |
Real estate commissions as a percentage of benchmark | 2.00% |
Brokerage Commission Fees | Contract Sales Price | Maximum | |
Related Party Transaction [Line Items] | |
Real estate commissions as a percentage of benchmark | 50.00% |
Real Estate Commissions | Maximum | |
Related Party Transaction [Line Items] | |
Real estate commissions as a percentage of benchmark | 6.00% |
Annual Targeted Investor Return | Pre-tax Non-compounded Return on Capital Contribution | |
Related Party Transaction [Line Items] | |
Cumulative capital investment return to investors as a percentage of benchmark | 6.00% |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation | $ 20 | $ 2 | ||
Restricted Share Plan | Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares granted automatically upon election to board of directors (in shares) | 1,333 | 1,333 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | |||
Periodic vesting percentage | 20.00% | |||
Maximum authorized amount as a percentage of shares authorized | 5.00% | |||
Number of shares authorized (in shares) | 1,500,000 | 1,500,000 | ||
Nonvested awards, compensation cost not yet recognized | $ 100 | $ 100 | ||
Nonvested awards, compensation cost not yet recognized, period for recognition | 3 years 8 months 12 days | |||
Share-based compensation | $ 7 | $ 3 | $ 20 | $ 2 |
Share-Based Compensation (Activ
Share-Based Compensation (Activity) (Details) - Restricted Share Plan - Restricted Stock | 6 Months Ended |
Jun. 30, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Beginning Balance, Unvested (in shares) | shares | 4,799 |
Granted (in shares) | shares | 1,333 |
Ending Balance, Unvested (in shares) | shares | 6,132 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Beginning Balance, Unvested, Weighted-Average Issue Price (in dollars per share) | $ / shares | $ 22.50 |
Granted, Weighted-Average Issue Price (in dollars per share) | $ / shares | 22.50 |
Ending Balance, Unvested, Weighted-Average Issue Price (in dollars per share) | $ / shares | $ 22.50 |
Net Loss Per Share (Calculation
Net Loss Per Share (Calculations for EPS) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Equity [Abstract] | ||||
Net loss | $ (6,401) | $ (2,182) | $ (9,806) | $ (9,421) |
Basic and diluted weighted average shares outstanding (in shares) | 30,785,076 | 27,332,717 | 30,673,781 | 25,026,174 |
Basic and diluted net loss per share (in dollars per share) | $ (0.21) | $ (0.08) | $ (0.32) | $ (0.38) |
Net Loss Per Share (Shares Excl
Net Loss Per Share (Shares Excluded From Calculation) (Details) - shares | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities | 165,381 | 74,898 |
Unvested Restricted Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities | 6,132 | 2,133 |
OP Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities | 90 | 90 |
Class B Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities | 159,159 | 72,675 |
Subsequent Events Subsequent Ev
Subsequent Events Subsequent Events (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended |
Jul. 31, 2016USD ($)ShareRequest$ / sharesshares | Jun. 30, 2016USD ($) | |
Subsequent Event [Line Items] | ||
Shares acquired | $ 10,745 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Shares acquired (in shares) | shares | 451,071 | |
Shares acquired | $ 10,700 | |
Average cost per share acquired (in dollars per share) | $ / shares | $ 23.61 | |
Share repurchase requests (in shares) | ShareRequest | 881,693 | |
Share repurchase requests | $ 20,500 | |
Average cost per repurchase request (in dollars per share) | $ / shares | $ 23.21 |