Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Feb. 29, 2016 | Jun. 30, 2015 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | American Realty Capital Global Trust II, Inc. | ||
Entity Central Index Key | 1,609,865 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Smaller Reporting Company | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Shares, Shares Outstanding | 12,313,367 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 0 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Real estate investments, at cost: | ||
Land | $ 79,653 | $ 5,271 |
Buildings, fixtures and improvements | 400,665 | 23,669 |
Acquired intangible lease assets | 122,957 | 4,520 |
Total real estate investments, at cost | 603,275 | 33,460 |
Less accumulated depreciation and amortization | (9,390) | 0 |
Total real estate investments, net | 593,885 | 33,460 |
Cash and cash equivalents | 22,735 | 1,286 |
Restricted cash | 23,615 | 0 |
Derivatives, at fair value | 8,165 | 250 |
Deposits for real estate acquisitions | 0 | 5,464 |
Prepaid expenses and other assets | 9,099 | 7,265 |
Receivable for sale of common stock | 0 | 891 |
Deferred tax assets | 2,753 | 0 |
Goodwill and other intangible assets | 5,882 | 0 |
Deferred financing costs, net | 10,986 | 749 |
Total assets | 677,120 | 49,365 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Short term notes payable | 0 | 6,746 |
Mortgage notes payable | 281,442 | 17,139 |
Credit facility | 28,630 | 0 |
Mezzanine facility | 136,777 | 0 |
Below-market lease liabilities, net | 3,749 | 0 |
Derivatives, at fair value | 1,927 | 86 |
Due to affiliates | 280 | 1,268 |
Accounts payable and accrued expenses | 10,120 | 300 |
Prepaid rent | 5,821 | 366 |
Taxes payable | 474 | 0 |
Deferred tax liability | 5,921 | 0 |
Distributions payable | 1,848 | 155 |
Total liabilities | $ 476,989 | $ 26,060 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $0.01 par value, 50,000,000 authorized, none issued and outstanding | $ 0 | $ 0 |
Common stock, $0.01 par value, 300,000,000 shares authorized, 12,249,858 and 1,297,355 shares issued; and 12,242,127 and 1,297,355 shares outstanding as of December 31, 2015 and 2014, respectively. | 122 | 13 |
Additional paid-in capital | 263,030 | 26,004 |
Accumulated other comprehensive income (loss) | (1,701) | (41) |
Accumulated deficit | (61,320) | (2,671) |
Total stockholders' equity | 200,131 | 23,305 |
Total liabilities and stockholders' equity | $ 677,120 | $ 49,365 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized (shares) | 50,000,000 | 50,000,000 |
Preferred stock, issued (shares) | 0 | 0 |
Preferred stock, outstanding (shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (shares) | 300,000,000 | 300,000,000 |
Common stock, issued (shares) | 12,249,858 | 1,297,355 |
Common stock, outstanding (shares) | 12,242,127 | 1,297,355 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands | 8 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Revenue: | ||
Rental income | $ 20 | $ 19,557 |
Operating expense reimbursements | 0 | 2,091 |
Total revenues | 20 | 21,648 |
Expenses: | ||
Property operating | 0 | 3,084 |
Operating fees to affiliates | 0 | 946 |
Acquisition and transaction related | 1,918 | 41,699 |
Impairment of deposits for real estate acquisitions | 0 | 2,000 |
General and administrative | 496 | 2,868 |
Depreciation and amortization | 0 | 8,634 |
Total expenses | 2,414 | 59,231 |
Operating loss | (2,394) | (37,583) |
Other income (expense): | ||
Interest expense | (6) | (9,571) |
Losses on foreign currency | (54) | (1,033) |
Gains on derivative instruments | 0 | 65 |
Losses on hedges and derivatives deemed ineffective | 0 | (296) |
Unrealized gains on non-functional foreign currency advances not designated as net-investment hedges | 0 | 1,670 |
Other income | 0 | 32 |
Total other income (expense) | (60) | (9,133) |
Net loss before income taxes | (2,454) | (46,716) |
Income taxes benefit | 0 | 2,201 |
Net loss | (2,454) | (44,515) |
Other comprehensive income (loss): | ||
Cumulative translation adjustment | (205) | (7,918) |
Designated derivatives, fair value adjustments | 164 | 6,258 |
Comprehensive loss | $ (2,495) | $ (46,175) |
Basic and diluted weighted average shares outstanding (shares) | 684,769 | 7,958,663 |
Basic and diluted net loss per share (in dollars per share) | $ (3.58) | $ (5.59) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
Beginning Balance (in shares) at Apr. 22, 2014 | 0 | ||||
Beginning Balance at Apr. 22, 2014 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock (in shares) | 1,296,173 | ||||
Issuance of common stock | 32,145,000 | $ 13,000 | 32,132,000 | ||
Common stock offering costs, commissions and dealer manager fees | (6,160,000) | (6,160,000) | |||
Common stock issued through distribution reinvestment plan (in shares) | 1,182 | ||||
Common stock issued through distribution reinvestment plan | 28,072 | 28,000 | |||
Amortization of restricted shares | 4,000 | 4,000 | |||
Distributions declared | (241,000) | (241,000) | |||
Net loss | (2,454,000) | (2,454,000) | |||
Cumulative translation adjustment | (181,000) | (205,000) | 24,000 | ||
Designated derivatives, fair value adjustments | 164,000 | 164,000 | |||
Ending Balance (in shares) at Dec. 31, 2014 | 1,297,355 | ||||
Ending Balance at Dec. 31, 2014 | 23,305,000 | $ 13,000 | 26,004,000 | (41,000) | (2,671,000) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock (in shares) | 10,725,777 | ||||
Issuance of common stock | 265,344,000 | $ 107,000 | 265,237,000 | ||
Common stock offering costs, commissions and dealer manager fees | (33,428,000) | (33,428,000) | |||
Common stock repurchases, inclusive of fees (shares) | (17,316) | ||||
Common stock repurchases, inclusive of fees | (413,000) | (413,000) | |||
Common stock issued through distribution reinvestment plan (in shares) | 235,189 | ||||
Common stock issued through distribution reinvestment plan | 5,585,000 | $ 2,000 | 5,583,000 | ||
Share-based compensation (in shares) | 1,122 | ||||
Share-based compensation | 25,000 | 25,000 | |||
Amortization of restricted shares | 22,000 | 22,000 | |||
Distributions declared | (14,134,000) | (14,134,000) | |||
Net loss | (44,515,000) | (44,515,000) | |||
Cumulative translation adjustment | (7,918,000) | (7,918,000) | |||
Designated derivatives, fair value adjustments | 6,258,000 | 6,258,000 | |||
Ending Balance (in shares) at Dec. 31, 2015 | 12,242,127 | ||||
Ending Balance at Dec. 31, 2015 | $ 200,131,000 | $ 122,000 | $ 263,030,000 | $ (1,701,000) | $ (61,320,000) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 8 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (2,454,000) | $ (44,515,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 0 | 4,675,000 |
Amortization of intangibles | 0 | 3,959,000 |
Amortization of deferred financing costs | 3,000 | 2,399,000 |
Amortization of below-market lease liabilities | 0 | (190,000) |
Amortization of above-market lease assets | 0 | 536,000 |
Amortization of below-market ground lease assets | 0 | 350,000 |
Straight line rent | 0 | (776,000) |
Impairment of deposits for real estate acquisitions | 0 | 2,000,000 |
Share-based compensation | 4,000 | 47,000 |
Net realized and unrealized marked-to-market transactions | 0 | 184,000 |
Changes in operating assets and liabilities, net: | ||
Due to affiliates | 1,268,000 | (988,000) |
Prepaid expenses and other assets | (519,000) | (7,833,000) |
Deferred tax assets | 0 | (2,753,000) |
Accounts payable and accrued expenses | (1,508,000) | 8,994,000 |
Prepaid rent | 366,000 | 5,455,000 |
Deferred tax liability | 0 | 39,000 |
Taxes payable | 0 | 474,000 |
Net cash used in operating activities | (2,840,000) | (27,943,000) |
Cash flows from investing activities: | ||
Investment in real estate and real estate related assets | (16,497,000) | (232,235,000) |
Deposits for real estate acquisitions | (5,464,000) | 3,464,000 |
Net cash used in investing activities | (21,961,000) | (228,771,000) |
Cash flows from financing activities: | ||
Borrowings under credit facility | 0 | 16,341,000 |
Repayments on credit facility | 0 | (4,197,000) |
Borrowings under mezzanine facility | 0 | 136,997,000 |
Repayments of mortgage notes payable | 0 | (59,201,000) |
Payments of deferred financing costs | (752,000) | (11,991,000) |
Proceeds from issuance of common stock | 31,254,000 | 266,235,000 |
Payments of offering costs | (4,352,000) | (33,428,000) |
Distributions paid | (59,000) | (6,856,000) |
Payments on common stock repurchases, inclusive of fees | 0 | (413,000) |
Restricted cash | 0 | (23,615,000) |
Net cash provided by financing activities | 26,091,000 | 279,872,000 |
Net change in cash and cash equivalents | 1,290,000 | 23,158,000 |
Effect of exchange rate on cash | (4,000) | (1,709,000) |
Cash and cash equivalents, beginning of period | 0 | 1,286,000 |
Cash and cash equivalents, end of period | 1,286,000 | 22,735,000 |
Supplemental Disclosures: | ||
Cash paid for interest | 0 | 4,776,000 |
Cash paid for income taxes | 0 | 0 |
Non-Cash Investing and Financing Activities: | ||
Deferred financing costs in accounts payables and accrued expenses | 0 | 826,000 |
VAT refund receivable used to repay notes payable | (6,746,000) | 6,746,000 |
Mortgage notes payable assumed or used to acquire investments in real estate | 17,323,000 | 336,603,000 |
Repayment of notes payable | 6,746,000 | (6,746,000) |
Borrowings under credit facility to acquire real estate | 0 | 17,256,000 |
Common stock issued through distribution reimbursement plan | $ 28,072 | $ 5,585,000 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization American Realty Capital Global Trust II, Inc. (the “Company”) was incorporated on April 23, 2014 as a Maryland corporation that intends to elect and qualify to be taxed as a real estate investment trust (“REIT”) for U.S. federal income tax purposes beginning with its taxable year ending December 31, 2015 . On August 26, 2014 , the Company commenced its initial public offering (the “IPO”) on a “reasonable best efforts” basis of up to 125.0 million shares of common stock, $0.01 par value per share ("Common Stock"), at a price of $25.00 per share, subject to certain volume and other discounts, pursuant to a registration statement on Form S-11, as amended (File No. 333-196549 ) (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 26.3 million shares of Common Stock pursuant to a distribution reinvestment plan (the “DRIP”). On November 15, 2015 , the Company announced the suspension of its IPO, which was conducted by Realty Capital Securities, LLC (the "Former Dealer Manager"), as exclusive wholesale distributor, effective December 31, 2015 , and, on November 18, 2015 , the Former Dealer Manager suspended sales activities it performs pursuant to the dealer manager agreement for the IPO, effective immediately. The Company purchased its first property and commenced active operations on December 29, 2014 . On December 31, 2015 , the Company entered into a termination agreement with the Former Dealer Manager to terminate the dealer manager agreement. Due to these circumstances, it is not likely that the Company will resume the IPO. The Company registered $3.125 billion in shares of Common Stock for sale in its IPO and, through December 31, 2015, the Company sold 12.2 million shares of Common Stock outstanding, including shares issued pursuant to its IPO and its DRIP for approximately $302.7 million in gross proceeds, all of which had been invested or used for other purposes. On December 31, 2015 , the Company registered an additional 1.3 million shares to be issued under the DRIP, pursuant to a registration statement on Form S-3 ( File No-333-208820 ). The Company was formed primarily to acquire a diversified portfolio of commercial properties, with an emphasis on sale-leaseback transactions involving single tenant net-leased commercial properties. All such properties may be acquired and operated by the Company alone or jointly with Moor Park Capital Global II Advisors Limited (the “Service Provider”) or another party. The Company may also originate or acquire first mortgage loans secured by real estate. As of December 31, 2015 , the Company owned 16 properties consisting of 4.2 million rentable square feet, which were 99.9% leased, with weighted average remaining lease term of 9.0 years . 4.5% of the Company's properties are located in United States and 95.5% are located in Europe. Until the NAV pricing date (as described below) the per share purchase price for shares issued under the DRIP will be equal to $23.75 per share. Beginning with the NAV pricing date (as described below), the per share price for shares under the DRIP will vary quarterly and will be equal to the Company’s per share net asset value (the "NAV"), as determined by American Realty Capital Global II Advisors, LLC (the “Advisor”). The NAV pricing date means the date the Company first publishes an estimated per share NAV, which will be on or prior to March 16, 2017 , which is 150 days following the second anniversary of the date that the Company broke escrow in the IPO. The Company sold 8,888 shares of Common Stock to American Realty Capital Global II Special Limited Partner, LLC (the “Special Limited Partner”) an entity controlled by American Realty Capital II, LLC (the “Sponsor”) on May 28, 2014, at $22.50 per share for $0.2 million . Substantially all of the Company’s business is conducted through American Realty Capital Global II Operating Partnership, L.P. (the “OP”), a Delaware limited partnership. The Company is the sole general partner and holds substantially all of the units of limited partner interests in the OP (“OP Units”). Additionally, the Special Limited Partner 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 limited partner interests 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, as allowed by the limited partnership agreement of the OP. The remaining rights of the limited partner interests 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. Our Former Dealer Manager served as the dealer manager of our IPO and, together with its affiliates, continued to provide us with various services through December 31, 2015. RCS Capital Corporation, the parent company of the Former Dealer Manager and certain of its affiliates that provided services to us, filed for Chapter 11 bankruptcy protection in January 2016, prior to which it was also under common control with AR Global, the parent of our Sponsor. The Company has no direct employees. The Company's Advisor has been retained to manage its affairs on a day-to-day basis. The properties are managed and leased by the Property Manager. The Advisor, Property Manager and Special Limited Partner are under common control with the parent of the Sponsor, as a result of which they are related parties, and have received and 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 has entered into a service provider agreement with the Service Provider. The Service Provider is not affiliated with the Company, the Advisor or the Sponsor. Pursuant to the service provider agreement, the Service Provider provides, subject to the Advisor’s oversight, certain real estate related services, as well as sourcing and structuring of investment opportunities, performance of due diligence, and arranging debt financing and equity investment syndicates solely with respect to investments in Europe. Pursuant to the service provider agreement, 50.0% of the fees payable by the Company to the Advisor and a percentage of the fees paid to the Property Manager are paid or assigned by the Advisor or Property Manager, as applicable, to the Service Provider, solely with respect to the Company's foreign investments in Europe. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Accounting The accompanying consolidated financial statements of the Company are prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Principles of Consolidation The consolidated financial statements include the accounts of the Company and its subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. In determining whether the Company has a controlling financial interest in a joint venture and the requirement to consolidate the accounts of that entity, management considers factors such as ownership interest, authority to make decisions and contractual and substantive participating rights of the other partners or members as well as whether the entity is a variable interest entity for which the Company is the primary beneficiary. As of December 31, 2015 , the Company does not have investments in variable interest entities ("VIE"). Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Management makes significant estimates regarding revenue recognition, purchase price allocations to record investments in real estate, real estate taxes, income taxes, derivative financial instruments and hedging activities, as applicable. Offering and Related Costs Offering and related costs include all expenses incurred in connection with our IPO. Offering costs (other than selling commissions and the dealer manager fees) include costs that may be paid by the Advisor, the Former Dealer Manager or their affiliates on our behalf. These costs include but are not limited to (i) legal, accounting, printing, mailing, and filing fees; (ii) escrow service related fees; (iii) reimbursement of the Former Dealer Manager for amounts it may pay to reimburse the bona fide diligence expenses of broker-dealers; and (iv) reimbursement to the Advisor for a portion of the costs of its employees and other costs in connection with preparing supplemental sales materials and related offering activities. We are obligated to reimburse the Advisor or its affiliates, as applicable, for organization and offering costs paid by them on our behalf, provided that the Advisor is obligated to reimburse us to the extent organization and offering costs (excluding selling commissions and the dealer manager fee) incurred by us in our offering exceed 2% of gross offering proceeds in the IPO. As a result, these costs are only our liability to the extent aggregate selling commissions, the dealer manager fee and other organization and offering costs do not exceed 15% of the gross proceeds determined during the IPO. The IPO is currently suspended but securities may still be sold under the offering until the end of the two year period from the beginning of the IPO, subject to a potential one year extension. In the event that no further amounts are raised under the IPO, the Advisor will be required to reimburse such excess amounts to the Company. Revenue Recognition The Company's revenues, which are derived primarily from rental income, include rents that each tenant pays in accordance with the terms of each lease reported on a straight-line basis over the initial term of the lease. Because many of the Company's leases provide for rental increases at specified intervals, straight-line basis accounting requires the Company to record a receivable, and include in revenues, unbilled rent receivables that the Company will only receive if the tenant makes all rent payments required through the expiration of the initial term of the lease. The Company defers the revenue related to lease payments received from tenants in advance of their due dates. When the Company acquires a property, the acquisition date is considered to be the commencement date for purposes of this calculation. As of December 31, 2015 , the Company included unbilled cumulative straight line rents receivable in Prepaid expenses and other assets in the consolidated balance sheets of $0.7 million . As of December 31, 2014 , the Company had no unbilled cumulative straight line rents receivable in Prepaid expenses and other assets in the consolidated balance sheets. As of December 31, 2015 , the Company’s rental revenue included impacts of unbilled rental revenue of $0.8 million to adjust contractual rent to straight line rent. The Company’s rental revenue had no impacts of unbilled rental revenue to adjust contractual rent to straight line rent during the period from April 23, 2014 (date of inception) to December 31, 2014 . The Company continually reviews receivables related to rent and unbilled rent receivables and determines collectability by taking into consideration the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located. In the event that the collectability of a receivable is in doubt, the Company records an increase in the Company's allowance for uncollectible accounts or records a direct write-off of the receivable in the Company's consolidated statements of operations and comprehensive loss. Cost recoveries from tenants are included in operating expense reimbursement in the period the related costs are incurred, as applicable. Investments in Real Estate Investments in real estate are recorded at cost. Improvements and replacements are capitalized when they extend the useful life of the asset. Costs of repairs and maintenance are expensed as incurred. Depreciation is computed using the straight-line method over the estimated useful lives of up to 40 years for buildings, 15 years for land improvements, five years for fixtures and the shorter of the useful life or the remaining lease term for tenant improvements and leasehold interests. The Company evaluates the inputs, processes and outputs of each asset acquired to determine if the transaction is a business combination or asset acquisition. If an acquisition qualifies as a business combination, the related transaction costs are recorded as an expense in the consolidated statements of operations and comprehensive loss. If an acquisition qualifies as an asset acquisition, the related transaction costs are generally capitalized and subsequently amortized over the useful life of the acquired assets. In business combinations, the Company allocates the purchase price of acquired properties to tangible and identifiable intangible assets or liabilities based on their respective fair values. Tangible assets may include land, land improvements, buildings, fixtures and tenant improvements. Intangible assets may include the value of in-place leases and above- and below- market leases. In addition, any assumed mortgages receivable or payable and any assumed or issued non-controlling interests are recorded at their estimated fair values. In allocating the fair value to assumed mortgages, amounts are recorded to debt premiums or discounts based on the present value of the estimated cash flows, which is calculated to account for either above or below-market interest rates. Disposal of real estate investments that represent a strategic shift in operations that will have a major effect on the Company's operations and financial results are required to be presented as discontinued operations in the consolidated statements of operations and comprehensive loss. Properties that are intended to be sold are to be designated as “held for sale” on the consolidated balance sheets at the lesser of carrying amount or fair value less estimated selling costs when they meet specific criteria to be presented as held for sale. Properties are no longer depreciated when they are classified as held for sale. The Company didn't have any properties held for sale as of December 31, 2015 and during the period from April 23, 2014 (date of inception) to December 31, 2014 . The Company evaluates the lease accounting for each new property acquired with existing or new lease and reviews for any capital lease criteria. A lease is classified by a tenant as a capital lease if the significant risks and rewards of ownership are considered to reside with the tenant. This situation is generally considered to be met if, among other things, the non-cancelable lease term is more than 75% of the useful life of the asset or if the present value of the minimum lease payments equals 90% or more of the leased property’s fair value at lease inception. Depreciation and Amortization Depreciation is computed using the straight-line method over the estimated useful lives of up to 40 years for buildings, 15 years for land improvements, five years for fixtures and improvements and the shorter of the useful life or the remaining lease term for tenant improvements and leasehold interests. Capitalized above-market lease values are amortized as a reduction of rental income over the remaining terms of the respective leases. Capitalized below-market lease values are amortized as an increase to rental income over the remaining terms of the respective leases and expected below-market renewal option periods. Capitalized above-market ground lease values are amortized as a reduction of property operating expense over the remaining terms of the respective leases. Capitalized below-market ground lease values are amortized as an increase to property operating expense over the remaining terms of the respective leases and expected below-market renewal option periods. The value of in-place leases, exclusive of the value of above-market and below-market in-place leases, is amortized to expense over the remaining periods of the respective leases. Assumed mortgage premiums or discounts are amortized as an increase or reduction to interest expense over the remaining terms of the respective mortgages. Impairment of Long Lived Assets When circumstances indicate the carrying value of a property may not be recoverable, the Company reviews the asset for impairment. This review is based on an estimate of the future undiscounted cash flows, excluding interest charges, expected to result from the property’s use and eventual disposition. These estimates consider factors such as expected future operating income, market and other applicable trends and residual value, as well as the effects of leasing demand, competition and other factors. If impairment exists due to the inability to recover the carrying value of a property, an impairment loss is recorded to the extent that the carrying value exceeds the estimated fair value of the property for properties to be held and used. For properties held for sale, the impairment loss is the adjustment to fair value less estimated cost to dispose of the asset. These assessments have a direct impact on net income because recording an impairment loss results in an immediate negative adjustment to net income (loss). Purchase Price Allocation The Company allocates the purchase price of acquired properties to tangible and identifiable intangible assets acquired based on their respective fair values. Tangible assets include land, land improvements, buildings, fixtures and tenant improvements on an as-if vacant basis. The Company utilizes various estimates, processes and information to determine the as-if vacant property value. Estimates of value are made using customary methods, including data from appraisals, comparable sales, discounted cash flow analysis and other methods. Amounts allocated to land, land improvements, buildings and fixtures are based on cost segregation studies performed by independent third parties or on the Company's analysis of comparable properties in the Company's portfolio. Identifiable intangible assets include amounts allocated to acquire leases for above- and below-market lease rates, the value of in-place leases, and the value of customer relationships, as applicable. Factors considered in the analysis of the in-place lease intangibles include an estimate of carrying costs during the expected lease-up period for each property, taking into account current market conditions and costs to execute similar leases. In estimating carrying costs, the Company includes real estate taxes, insurance and other operating expenses and estimates of lost rentals at contract rates during the expected lease-up period, which typically is about 12 months . The Company also estimates costs to execute similar leases including leasing commissions, legal and other related expenses. Above-market and below-market lease values for acquired properties are initially recorded based on the present value (using a discount rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to each in-place lease and (ii) management’s estimate of fair market lease rates for each corresponding in-place lease, measured over a period equal to the remaining term of the lease for above-market leases and the remaining initial term plus the term of any below-market fixed rate renewal options for below-market leases. The capitalized above-market lease values are amortized as a reduction of base rental revenue over the remaining terms of the respective leases, and the capitalized below-market lease values are amortized as an increase to base rental revenue over the remaining initial terms plus the terms of any below-market fixed rate renewal options of the respective leases. If a tenant with a below market rent renewal does not renew, any remaining unamortized amount will be taken into income at that time. The aggregate value of intangible assets related to customer relationship, as applicable, is measured based on the Company's evaluation of the specific characteristics of each tenant’s lease and the Company's overall relationship with the tenant. Characteristics considered by the Company in determining these values include the nature and extent of its existing business relationships with the tenant, growth prospects for developing new business with the tenant, the tenant’s credit quality and expectations of lease renewals, among other factors. The value of customer relationship intangibles is amortized to expense over the initial term and any renewal periods in the respective leases, but in no event does the amortization period for intangible assets exceed the remaining depreciable life of the building. If a tenant terminates its lease, the unamortized portion of the in-place lease value and customer relationship intangibles is charged to expense. In making estimates of fair values for purposes of allocating purchase price, the Company utilizes a number of sources, including independent appraisals that may be obtained in connection with the acquisition or financing of the respective property and other market data. The Company also considers information obtained about each property as a result of the Company's pre-acquisition due diligence in estimating the fair value of the tangible and intangible assets acquired and intangible liabilities assumed. Intangible assets and acquired lease liabilities consist of following: December 31, (In thousands) 2015 2014 Intangible assets: In-place leases, net of accumulated amortization of $3,905 and $0 at December 31, 2015 and 2014, respectively $ 73,392 $ 2,377 Above-market leases, net of accumulated amortization of $527 and $0 at December 31, 2015 and 2014, respectively 20,590 2,143 Below-market ground leases, net of accumulated amortization of $350 and $0 at December 31, 2015 and 2014, respectively 24,193 — Total intangible lease assets, net $ 118,175 $ 4,520 Intangible liabilities: Below-market leases, net of accumulated amortization of $186 and $0 at December 31, 2015 and 2014, respectively $ 3,749 $ — Total intangible lease liabilities, net $ 3,749 $ — The following table provides the weighted-average amortization and accretion periods as of December 31, 2015 for intangible assets and liabilities and the projected amortization expense and adjustments to rental revenues for the next five calendar years: (In thousands) Weighted-Average Amortization (Years) 2016 2017 2018 2019 2020 In-place leases 9.5 $ 7,943 $ 7,943 $ 7,943 $ 7,943 $ 7,943 Total to be included in depreciation and amortization $ 7,943 $ 7,943 $ 7,943 $ 7,943 $ 7,943 Above-market lease assets 8.9 $ 2,321 $ 2,321 $ 2,321 $ 2,321 $ 2,321 Below-market lease liabilities 11.1 (353 ) (353 ) (353 ) (353 ) (353 ) Total to be included in rental income $ 1,968 $ 1,968 $ 1,968 $ 1,968 $ 1,968 Below-market ground lease assets 34.5 $ 701 $ 701 $ 701 $ 701 $ 701 Total to be included in property operating expense $ 701 $ 701 $ 701 $ 701 $ 701 Goodwill We evaluate goodwill for possible impairment at least annually or upon the occurrence of a triggering event. A triggering event is an event or circumstance that would more likely than not reduce the fair value of a reporting unit below its carrying amount. We performed a qualitative assessment to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying value. Based on our assessment we determined that the goodwill is not impaired as of December 31, 2015 and no further analysis is required. Cash and Cash Equivalents Cash and cash equivalents includes cash in bank accounts as well as investments in highly-liquid money market funds with original maturities of three months or less. The Company deposits cash with high quality financial institutions. Deposits in the United States other countries where we have deposits are guaranteed by the Federal Deposit Insurance Company ("FDIC") in the United States, Financial Services Compensation Scheme ("FSCS") in the United Kingdom, Duchy Deposit Guarantee Scheme ("DDGS") in Luxembourg and by similar agencies in the other countries, up to insurance limits. The Company had deposits in the United States, United Kingdom, France, Luxembourg, Germany and The Netherlands totaling $22.7 million at December 31, 2015 , of which $4.3 million , $6.4 million and $9.1 million were in excess of amounts insured by the FDIC, FSCS and European equivalent deposit insurance companies including DDGS, respectively. Although the Company bears risk to amounts in excess of those insured, it does not anticipate any losses as a result. At December 31, 2014 , the Company had deposits in the United States and France totaling $1.3 million , of which $0.8 million were in excess of the amount insured by the FDIC. Although the Company bears risk to amounts in excess of those insured, it does not anticipate any losses as a result. Restricted Cash Restricted cash primarily consists of debt service and real estate tax reserves. The Company had restricted cash of $23.6 million as of December 31, 2015 . At December 31, 2014 the Company did no t have any restricted cash. Deferred Costs, Net Deferred costs, net consists of deferred financing costs. Deferred financing costs represent commitment fees, legal fees, and other costs associated with obtaining commitments for financing. These costs are amortized over the terms of the respective financing agreements using the effective interest method. Unamortized deferred financing costs are expensed when the associated debt is refinanced or repaid before maturity. Costs incurred in seeking financial transactions that do not close are expensed in the period in which it is determined that the financing will not close. Share Repurchase Program The Company's board of directors has adopted a Share Repurchase Program ("SRP") that enables stockholders to sell their shares to the Company, subject to significant conditions and limitations. Only those stockholders who purchased their shares from the Company or received their shares from the Company (directly or indirectly) through one or more non-cash transactions are able to participate in the SRP. In other words, once the Company's shares are transferred for value by a stockholder, the transferee and all subsequent holders of the shares are not eligible to participate in the SRP. Repurchases of shares of Company's Common Stock, when requested, are at its sole discretion. Until the Amended and Restated SRP (described below), the Company has limited the number of shares repurchased during any calendar year to 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 only authorized to repurchase shares in a given quarter up to the amount of proceeds it received from its DRIP in that same quarter. On January 26, 2016, the Company's board of directors amended and restated the SRP (the "Amended and Restated SRP") to supersede and replace the existing SRP. Under the Amended and Restated SRP, repurchases of shares of the Company's Common Stock generally will be made semiannually (each six-month period ending June 30 or December 31, a "fiscal semester"). 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 during the previous fiscal year. In addition, the Company is only authorized to repurchase shares in a given fiscal semester up to the amount of proceeds it receives from its DRIP in that same fiscal semester. Unless the shares of the Company's Common Stock are being repurchased in connection with a stockholder's death or disability and until the NAV pricing date, a stockholder must have held the shares for at least one year prior to offering them for sale to the Company through the Amended and Restated SRP. The purchase price for such shares repurchased under the Amended and Restated SRP prior to the NAV pricing date and in connection with a stockholder's death or disability will be as follows (as adjusted for any stock dividends, combinations, splits, recapitalizations and the like with respect to our Common Stock): • 92.5% of the price paid to acquire the shares, for stockholders who had continuously held their shares for at least one year; • 95.0% of the price paid to acquire the shares for stockholders who had continuously held their shares for at least two years; • 97.5% of the price paid to acquire the shares for stockholders who had continuously held their shares for at least three years; and • 100.0% of the price paid to acquire the shares for stockholders who had continuously held their shares for at least four years. No minimum holding period will apply to redemption requests made following the death or qualifying disability of a stockholder. Shares repurchased in connection with the death or disability of a stockholder will be repurchased at a purchase price equal to the price actually paid for the shares during the IPO until the NAV pricing date, and then at a purchase price equal to the then-current NAV (as adjusted for any stock dividends, combinations, splits, recapitalizations and the like with respect to the Common Stock) on or after the NAV pricing date. The Company's board of directors has the discretion to exempt shares purchased pursuant to its DRIP from the one-year holding requirement, if a stockholder sells back all of his or her shares. In addition, the Company may waive the holding period in the event of a stockholder's bankruptcy or other exigent circumstances. In the case of requests for death or disability, the repurchase price per share will be equal to (a) until the NAV Pricing Date, the price paid to acquire the shares from the Company, or (b) on and following the NAV Pricing Date, the estimated per-share NAV at the time of repurchase. Beginning with the NAV Pricing Date, the repurchase price for shares under the Amended and Restated SRP will be based on Per Share NAV. Additionally, there will be no minimum holding period for shares of the Company's Common Stock and stockholders will be able to submit their shares for repurchase at any time through the Amended and Restated SRP. Subject to limited exceptions, stockholders whose shares of the Company’s Common Stock are repurchased within the first four months from the date of purchase will be subject to a short-term trading fee of 2.0% of the aggregate Per Share NAV of the shares of Common Stock repurchased. Beginning with the NAV Pricing Date, shares repurchased in connection with the death or disability of a stockholder will be repurchased at the then-current Per Share NAV (as adjusted for any stock dividends, combinations, splits, recapitalizations and the like with respect to the Company's Common Stock). The Company's board of directors reserves the right, in its sole discretion, at any time and from time to time, to reject any request for repurchase, change the purchase price for repurchases or otherwise amend, suspend or terminate the terms of the Amended and Restated SRP. When a stockholder requests repurchases and the repurchases are approved, the Company will reclassify such obligation from equity to a liability based on the settlement value of the obligation. Shares purchased under the Amended and Restated SRP will have the status of authorized but unissued shares. As of December 31, 2015 , the Company has repurchased or requested to repurchase some of its Common Stock (see Note 8 — Common Stock for details of shares repurchased). Distribution Reinvestment Plan Pursuant to the DRIP, stockholders may elect to reinvest distributions by purchasing shares of Common Stock in lieu of receiving cash. No dealer manager fees or selling commissions are paid with respect to shares purchased pursuant to the DRIP. Participants purchasing shares pursuant to the DRIP have the same rights and are treated in the same manner as if such shares were issued pursuant to the IPO. The board of directors may designate that certain cash or other distributions be excluded from the DRIP. The Company has the right to amend any aspect of the DRIP or terminate the DRIP with ten days’ notice to participants. Shares issued under the DRIP are recorded to equity in the accompanying consolidated balance sheets in the period distributions are declared. On December 31, 2015 , the Company registered an additional 1.3 million shares to be issued under the DRIP. During the year ended December 31, 2015 , the Company issued 235,189 shares of Common Stock with a value of $5.6 million and a par value per share of $0.01 , under the DRIP. During the period from April 23, 2014 (date of inception) to December 31, 2014 , the Company issued 1,182 shares of Common Stock with a value of $28,072 and a par value per share of $0.01 , under the DRIP. Derivative Instruments The Company may use derivative financial instruments, including interest rate swaps, caps, options, floors and other interest rate derivative contracts, to hedge all or a portion of the interest rate risk associated with its borrowings. Certain of the Company's foreign operations expose the Company to fluctuations of foreign interest rates and exchange rates. These fluctuations may impact the value of the Company's cash receipts and payments in the Company's functional currency, the U.S. dollar. The Company enters into derivative financial instruments to protect the value or fix the amount of certain obligations in terms of its functional currency. The Company records all derivatives on the consolidated balance sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply or the Company elects not to apply hedge accounting. The accounting for subsequent changes in the fair value of these derivatives depends on whether each has been designed and qualifies for hedge accounting treatment. If the Company elects not to apply hedge accounting treatment, any changes in the fair value of these derivative instruments is recognized immediately in gains (losses) on derivative instruments in the consolidated statements of operations and comprehensive loss. If the derivative is designated and qualifies for hedge accounting treatment the change in the estimated fair value of the derivative is recorded in other comprehensive income (loss) to the extent that it is effective. Any ineffective portion of a derivative's change in fair value will be immediately recognized in earnings. Share-Based Compensation The Company has a stock-based incentive award plan for its directors, which is accounted for under the guidance for employee share based payments. The cost of services received in exchange for a stock award is measured at the grant date fair value of the award and the expense for such awards is included in general and administrative expenses and is recognized over the vesting period or when the requirements for exercise of the award have been met (see Note 12 — Share-Based Compensation). Income Taxes The Company qualified to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the "Code"), beginning with the taxable year ending December 31, 2015. Commencing with such taxable year, the Company was organized to operate in such a manner as to qualify for taxation as a REIT under the Code. The Company intends to operate in such a manner to qualify for taxation as a REIT, but no assurance can be given that the Company will operate in a manner so as to qualify or remain qualified as a REIT. As a REIT, the Company generally will not be subject to federal corporate income tax, to the extent it distributes annually all of its REIT taxable earnings. REITs are subject to a number of other organizational and operational requirements. The Company conducts business in various states and municipalities within the United States, United Kingdom and continental Europe and, as a result, the Company or one of its subsidiaries file income tax returns in the United States federal jurisdiction and various state and certain foreign jurisdictions. As a result, the Company may be subject to certain federal, state, local and foreign taxes on our income and assets, including alternative minimum taxes, taxes on any undistributed income and state, local or foreign income, franchise, property and transfer taxes. Any of these taxes decrease Company's earnings and available cash. In addition, the Company's international assets and operations, including those designated as direct or indirect qualified REIT subsidiaries or other disregarded entities of a REIT, continue to be subject to taxation in the foreign jurisdictions where those assets are held or those operations are conducted. For the period from April 23, 2014 (date of inception) to December 31, 2014 , the Company was taxed as a C corporation, pursuant to which income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recorded for the future tax consequences attributable to differences between the financial statement carrying amounts and income tax basis of assets and liabilities and the expected benefits of utili |
Real Estate Investments
Real Estate Investments | 12 Months Ended |
Dec. 31, 2015 | |
Real Estate [Abstract] | |
Real Estate Investments | Real Estate Investments The following table reflects the number and related base purchase prices of properties acquired as of December 31, 2014 , and during the year ended December 31, 2015 : Number of Properties Base Purchase Price (1) (In thousands) As of December 31, 2014 2 $ 33,820 Twelve Months Ended December 31, 2015 14 586,094 Portfolio as of December 31, 2015 16 $ 619,914 ________________________________________________ (1) Contract purchase price, excluding acquisition related costs, based on the exchange rate at the time of purchase, where applicable. The following table presents the allocation of assets acquired and liabilities assumed during the year ended December 31, 2015 and the period from April 23, 2014 (date of inception) to December 31, 2014 based on contract purchase price, excluding acquisition related costs, based on the exchange rate at the time of purchase. (Dollar amounts in thousands) Year Ended Period from April 23, 2014 (date of inception) to December 31, 2014 Real estate investments, at cost: Land $ 77,320 $ 5,327 Buildings, fixtures and improvements 390,514 23,924 Total tangible assets 467,834 29,251 Acquired intangibles: In-place leases 77,237 2,403 Above market lease assets 19,848 2,166 Below market lease liabilities (4,032 ) — Ground lease intangible assets (1) 25,207 — Total assets acquired, net 586,094 33,820 Mortgage notes payable used to acquire real estate investments (336,603 ) (17,323 ) Credit facilities payable used to acquire real estate investments (17,256 ) — Mezzanine loans payable used to acquire real estate investments — — Cash paid for acquired real estate investments $ 232,235 $ 16,497 Number of properties purchased 14 2 ________________________________________________ (1) Ground lease intangible assets is for one ground lease which is related to ING Amsterdam property which is prepaid through 2050. The allocations in the table above from land, buildings and fixtures and improvements, in place leases, ground lease assets and liabilities, and above and below market lease assets and liabilities, have been provisionally assigned to each class of assets and liabilities, pending final confirmation from the third party specialist for certain acquisitions purchased during the year ended December 31, 2015 . The Company purchased its first property and commenced active operations on December 29, 2014. The following table presents unaudited pro forma information as if the acquisitions during the year ended December 31, 2015 , had been consummated on April 23, 2014 (date of inception). Additionally, the unaudited pro forma net income (loss) was adjusted to exclude acquisition and transaction related expense of $41.7 million for the year ended December 31, 2015 and pushed back to the period from April 23, 2014 (date of inception) to December 31, 2014 . Such acquisition and transaction related expenses have been reflected in the period from April 23, 2014 (date of inception) to December 31, 2014 as if such acquisitions costs had been consummated on April 23, 2014 . Year Ended Period from April 23, 2014 (date of inception) to December 31, 2014 (In thousands) December 31, 2015 Pro forma revenues $ 52,147 $ 36,688 Pro forma net income (loss) $ 736 $ (8,382 ) Basic and diluted net income (loss) per share $ 0.09 $ (6.46 ) The following table presents future minimum base rent payments on a cash basis due to the Company over the next five calendar years and thereafter. These amounts exclude contingent rent payments, as applicable, that may be collected from certain tenants based on provisions related to sales thresholds and increases in annual rent based on exceeding certain economic indexes among other items. These amounts also exclude recoveries from tenants for certain expenses such as real estate taxes and insurance. (In thousands) Future Minimum Base Rental Payments 2016 $ 46,013 2017 46,532 2018 49,168 2019 49,836 2020 50,784 Thereafter 195,193 $ 437,526 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 properties on a straight-line basis as of December 31, 2015 : December 31, Tenant 2015 2014 Auchan * 59.5% Foster Wheeler 25.2% —% Harper Collins 15.4% —% ING Amsterdam 17.1% —% Pole Emploi * 40.5% Sagemcom 10.9% —% ___________________________________________ * Tenant's annualized rental income on a straight-line basis was not greater than 10% of total annualized rental income for all portfolio properties as of the period specified. The termination, delinquency or non-renewal of leases by any of the above tenants may have a material adverse effect on revenues. The following table lists the countries where the Company has concentrations of properties where annualized rental income on a straight-line basis represented greater than 10% of consolidated annualized rental income on a straight-line basis as of December 31, 2015 and 2014 . December 31, Country 2015 2014 France 24.2% 100% Luxembourg 9.5% —% The Netherlands 17.1% —% United Kingdom 42.7% —% We had $2.0 million in aggregate deposits as closing consideration under certain pending acquisition agreements. We believe we will not be able to meet those closing considerations and as a result have impaired all such deposits as of December 31, 2015 and recognized the impairment charge in earnings on our consolidated statements of operations and comprehensive loss. |
Revolving Credit Borrowings
Revolving Credit Borrowings | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Revolving Credit Borrowings | Revolving Credit Borrowings Credit Facility On January 28, 2015 , the Company, through its OP, entered into a credit agreement relating to a credit facility (the “Credit Facility”) that provided for aggregate borrowings up to $100.0 million , including swingline loans up to $50.0 million and letters of credit up to $25.0 million , subject in each case to borrowing base availability and certain other conditions. Borrowings under the Credit Facility were used, along with cash on hand, to finance portfolio acquisitions and for general corporate purposes. The Company has the option, based upon its consolidated leverage ratio, to have draws under the Credit Facility priced at either (i) Alternate Base Rate plus an applicable spread ranging from 0.5% to 1.1% , (ii) Adjusted LIBO Rate plus an applicable spread ranging from 1.5% to 2.1% , or (iii) Adjusted EURIBOR Rate plus an applicable spread ranging from 1.5% to 2.1% . Alternate Base Rate is defined in the Credit Facility as the greatest of (a) the prime rate in effect on such day; (b) the federal funds effective rate in effect on such day plus 0.5% ; and (c) Adjusted LIBO Rate for a one month interest period on such day plus 1.0% . Adjusted LIBO Rate refers to the London interbank offered rate, adjusted based on applicable reserve percentages established by the Federal Reserve. Adjusted EURIBOR Rate refers to the Euro interbank offered rate, adjusted based on applicable reserve percentages in effect on such day for fundings in Euros maintained by commercial banks which lend in Euros. If any principal or interest on any loan under the Credit Facility or any other amount payable by the OP under the Credit Facility is not paid when due, such overdue amount will bear interest at, in respect of principal, 2.0% plus the rate otherwise applicable to such principal amount, or, in respect of any other amount, 2.0% plus the rate otherwise applicable to loans under the Credit Facility bearing interest at the Alternate Base Rate. As of December 31, 2015 , the Credit Facility reflected variable-rate borrowings with a carrying value and fair value of $28.6 million , and a weighted average effective interest rate of of 2.4% after considering interest rate swaps in place. The Credit Facility agreement provides for quarterly interest payments for each Alternate Base Rate loan and periodic payments for each Adjusted LIBO Rate loan, based upon the applicable LIBO Rate loan period, with all principal outstanding being due on the maturity date in January 2017 . The Credit Facility agreement may be prepaid at any time, in whole or in part, without premium or penalty, subject to prior notice to the lender. In the event of a default, the lender has the right to terminate their obligations under the Credit Facility agreement and to accelerate the payment on any unpaid principal amount of all outstanding loans. On March 11, 2016, the Company terminated and repaid all outstanding amounts under the Credit Facility in full. Mezzanine Facility On November 13, 2015 , the Company, through a wholly owned subsidiary entity (the "Borrower"), entered into a mezzanine loan agreement (the "Mezzanine Facility"), that provided for aggregate borrowings up to €128.0 million subject to certain conditions. Borrowings under the Mezzanine Facility are expected to be used, along with cash on hand, to refinance certain existing properties and finance portfolio acquisitions. The Mezzanine Facility bears interest at 8.25% per annum, payable quarterly , and is scheduled to mature on August 13, 2017 . The creditors can offer leverage up to 82.5% of the net purchase price of the collateral properties. If the actual leverage of the Borrower exceeds 77.5% of net purchase price of the collateral properties, the interest rate for the loan shall be 8.50% . The Mezzanine Facility is secured by first-priority ranking of the shares of the Borrower, and all of the Borrower's unencumbered country holding vehicles. The Mezzanine Facility is also cross-collateralized by pledges of the direct or indirect ownership of the Company in all the related personal property, reserves, and a pledge of shareholder loans and receivables to the extent not already pledged to senior lenders. The Mezzanine Facility may be prepaid at any time during the term commencing on March 31, 2016 with a minimum of all mezzanine interest due for the first nine months of the loan payable, less any interest already paid . The outstanding amount of the Mezzanine Facility as of December 31, 2015 was $136.8 million . The unused borrowing capacity under the Mezzanine Facility as of December 31, 2015 was $2.8 million . Foreign currency draws under the Credit Facility are designated as net investment hedges of the Company's investments during the periods reflected in the consolidated statements of operations (see Note 7 — Derivatives and Hedging Activities for further discussion). The total gross carrying value of unencumbered assets as of December 31, 2015 was $28.1 million |
Mortgage Notes Payable
Mortgage Notes Payable | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Mortgage Notes Payable | Mortgage Notes Payable Mortgage notes payable as of December 31, 2015 and 2014 consisted of the following: Country Portfolio Encumbered Properties Outstanding Loan Amount (1) Effective Interest Rate Interest Rate Maturity December 31, 2015 December 31, 2014 (In thousands) France: Auchan 1 $ 9,053 $ 10,089 1.7% (2) Fixed Dec. 2019 Pole Emploi 1 6,326 7,050 1.7% (2) Fixed Dec. 2019 Sagemcom 1 39,156 — 1.7% (2) Fixed Dec. 2019 Worldline 1 5,453 — 1.9% (2) Fixed Jul. 2020 DCNS 1 10,362 — 1.5% (2) Fixed Dec. 2020 Luxembourg: DB Luxembourg (primary mortgage loan) (3) 1 39,265 — 1.4% (2) Fixed May 2020 DB Luxembourg (secondary mortgage loan) (3) 24,094 — 9.1% Fixed May 2017 The Netherlands: ING Amsterdam 1 47,991 — 1.7% (2) Fixed Jun. 2020 Total EUR denominated 7 181,700 17,139 United Kingdom: Foster Wheeler 1 58,180 — 2.7% (2) Fixed Oct. 2018 Harper Collins 1 41,562 — 3.4% (2) Fixed Oct. 2019 Total GBP denominated 2 99,742 — Total 9 $ 281,442 $ 17,139 2.7% _____________________________ (1) Movements in principal balances are primarily related to changes in exchange rates. (2) Fixed as a result of entering into an interest rate swap agreement. (3) The DB Luxembourg property is encumbered by a mortgage and a second mortgage loan, each pursuant to the same loan agreement. The following table summarizes the scheduled aggregate principal payments on the mortgage notes payable subsequent to December 31, 2015 : (In thousands) Future Principal Payments 2016 $ — 2017 24,094 2018 58,180 2019 96,097 2020 103,071 Thereafter — $ 281,442 The Company's mortgage notes payable agreements require the compliance of certain property-level financial covenants including debt service coverage ratios. As of December 31, 2015 , the Company was in compliance with financial covenants under its mortgage notes payable agreements. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 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 investment. This alternative approach also reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. 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 about the 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 evaluates its hierarchy disclosures each quarter and depending on various factors, it is possible that an asset or liability may be classified differently from quarter to quarter, however, the Company expects that changes in classifications between levels will be rare. Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with those derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by the Company and its counterparties. However, as of December 31, 2015 and 2014 , the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of the Company's derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. The valuation of derivative instruments is determined using a discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, as well as observable market-based inputs, including interest rate curves and implied volatilities. In addition, credit valuation adjustments, are incorporated into the fair values to account for the Company's potential nonperformance risk and the performance risk of the counterparties. Financial Instruments Measured at Fair Value on a Recurring Basis The following table presents information about the Company's assets and liabilities (including derivatives that are presented net) measured at fair value on a recurring basis as of December 31, 2015 and 2014 , aggregated by the level in the fair value hierarchy within which those instruments fall. (In thousands) Level 1 Level 2 Level 3 Total December 31, 2015 Cross currency swaps, net (GBP & EUR) $ — $ 7,408 $ — $ 7,408 Interest rate swaps, net (GBP & EUR) $ — $ (1,726 ) $ — $ (1,726 ) Foreign currency forwards, net (GBP & EUR) $ — $ 556 $ — $ 556 December 31, 2014 Cross currency swaps, net (EUR) $ — $ 250 $ — $ 250 Interest rate swaps, net (EUR) $ — $ (86 ) $ — $ (86 ) A review of the fair value hierarchy classification is conducted on a quarterly basis. Changes in the type of inputs may result in a reclassification for certain assets. There were no transfers between Level 1 and Level 2 of the fair value hierarchy during the years ended December 31, 2015 , or 2014 . Financial Instruments not Measured at Fair Value on a Recurring Basis The Company is required to disclose the fair value of financial instruments for which it is practicable to estimate value. The fair value of short-term financial instruments such as cash and cash equivalents, due to/from affiliates, 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 remaining financial instruments that are not reported at fair value on the consolidated balance sheets are reported below. Carrying Amount Fair Value Carrying Amount Fair Value (In thousands) Level December 31, December 31, December 31, December 31, Mortgage notes payable 3 $ 281,442 $ 286,547 $ 17,139 $ 16,983 Credit Facility (1) 3 $ 28,630 $ 28,630 $ — $ — Mezzanine Facility 3 $ 136,777 $ 136,777 $ — $ — _____________________________ (1) On March 11, 2016, the Company terminated and repaid all outstanding amounts under the Credit Facility in full. As more fully described in Note 7 , certain of the Credit Facility advances and Mezzanine Facility are denominated in Euro and British Pounds. All of the foreign currency advances under the Credit Facility, as of December 31, 2015 were designated as net investment hedges and measured at fair value through other comprehensive income as part of the cumulative translation adjustment. The fair value of the mortgage notes payable is estimated using a discounted cash flow analysis, based on the Advisor's experience with similar types of borrowing arrangements. On March 11, 2016, the Company repaid the outstanding amount of the Credit Facility in full (see Note 4 — Revolving Credit Borrowings). Advances under the Mezzanine Facility with fixed interest rates and advances under the revolving portion of the Mezzanine Facility are considered to be reported at fair value. |
Derivatives and Hedging Activit
Derivatives and Hedging Activities | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative and Hedging Activities | Derivatives and Hedging Activities Risk Management Objective of Using Derivatives The Company may use derivative financial instruments, including interest rate swaps, caps, options, floors and other interest rate derivative contracts, to hedge all or a portion of the interest rate risk associated with its borrowings. Certain foreign investments expose the Company to fluctuations of foreign interest rates and exchange rates. These fluctuations may impact the value of the Company’s cash receipts and payments in terms of the Company’s functional currency. The Company enters into derivative financial instruments to protect the value or fix the amount of certain obligations in terms of its functional currency, the U.S. dollar ("USD"). The principal objective of such arrangements is to minimize the risks and/or costs associated with the Company's operating and financial structure as well as to hedge specific anticipated transactions. The Company does not intend to utilize derivatives for speculative or other purposes other than interest rate and currency risk management. The use of derivative financial instruments carries certain risks, including the risk that the counterparties to these contractual arrangements are not able to perform under the agreements. To mitigate this risk, the Company only enters into derivative financial instruments with counterparties with high credit ratings and with major financial institutions with which the Company and its affiliates may also have other financial relationships. The Company does not anticipate that any such counterparties will fail to meet their obligations. The table below presents the fair value of the Company's derivative financial instruments as well as their classification on the Balance Sheets as of December 31, 2015 and 2014 : December 31, (In thousands) Balance Sheet Location 2015 2014 Derivatives designated as hedging instruments: Cross currency swaps (EUR-USD) Derivative assets, at fair value $ 3,632 $ 250 Cross currency swaps (GBP-USD) Derivative assets, at fair value 3,776 — Foreign currency forwards (EUR-USD) Derivative assets, at fair value 490 — Interest rate swaps (GBP) Derivative assets, at fair value 190 — Interest rate swaps (GBP) Derivative liabilities, at fair value (166 ) — Interest rate swaps (EUR) Derivative liabilities, at fair value (1,751 ) (86 ) Total $ 6,171 $ 164 Derivatives not designated as hedging instruments: Foreign currency forwards (GBP-USD) Derivative assets, at fair value $ 55 $ — Foreign currency forwards (EUR-USD) Derivative assets, at fair value 22 — Foreign currency forwards (EUR-USD) Derivative liabilities, at fair value (10 ) — Total $ 67 $ — The table below presents a gross presentation, the effects of offsetting, and a net presentation of the Company's derivatives as of December 31, 2015 and 2014 . The net amounts of derivative assets or liabilities can be reconciled to the tabular disclosure of fair value. The tabular disclosure of fair value provides the location that derivative assets and liabilities are presented on the accompanying consolidated balance sheets. Gross Amounts Not Offset on the Balance Sheet Derivatives (In thousands) Gross Amounts of Recognized Assets Gross Amounts of Recognized (Liabilities) Gross Amounts Offset on the Balance Sheet Net Amounts of Assets (Liabilities) presented on the Balance Sheet Financial Instruments Cash Collateral Received (Posted) Net Amount December 31, 2015 $ 8,165 $ (1,927 ) $ — $ 6,238 $ — $ — $ 6,238 December 31, 2014 $ 250 $ (86 ) $ — $ 164 $ — $ — $ 164 Cash Flow Hedges of Interest Rate Risk The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income (loss) and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During 2015 , such derivatives were used to hedge the variable cash flows associated with variable-rate debt. The ineffective portion of the change in fair value of the derivatives is recognized directly in earnings. During the year ended December 31, 2015 , the Company recorded losses of $0.3 million of ineffectiveness in earnings. During the period from April 23, 2014 (date of inception) to December 31, 2014 , there were no losses due to ineffectiveness. Amounts reported in accumulated other comprehensive income (loss) related to derivatives will be reclassified to interest expense as interest payments are made on the Company's variable-rate debt. During the next 12 months, the Company estimates that an additional $1.1 million will be reclassified from other comprehensive income (loss) as an increase to interest expense. The table below details the location in the financial statements of the gain or loss recognized on interest rate derivatives designated as cash flow hedges for the years ended December 31, 2015 and 2014 : (In thousands) December 31, December 31, Amount of gain recognized in accumulated other comprehensive income (loss) from derivatives (effective portion) $ 6,688 $ 189 Amount of loss reclassified from accumulated other comprehensive income (loss) into income as interest expense (effective portion) $ (549 ) $ — Amount of loss recognized in income on derivative instruments (ineffective portion, reclassifications of missed forecasted transactions and amounts excluded from effectiveness testing) $ (251 ) $ — As of December 31, 2015 and 2014 the Company had the following outstanding interest rate derivatives that were designated as a cash flow hedges of interest rate risk: December 31, 2015 December 31, 2014 Derivatives Number of Instruments Notional Amount Number of Instruments Notional Amount (In thousands) (In thousands) Interest rate swaps (EUR) 8 $ 169,604 2 $ 17,139 Interest rate swaps (GBP) 3 116,374 — — Total 11 $ 285,978 2 $ 17,139 Net Investment Hedges The Company is exposed to fluctuations in foreign exchange rates on property investments in foreign countries which pay rental income, property related expenses and hold debt instruments in currencies other than its functional currency. The Company uses foreign currency derivatives including cross currency swaps to hedge its exposure to changes in foreign exchange rates on certain of its foreign investments. Cross currency swaps involve fixing the applicable currency exchange rate for delivery of a specified amount of foreign currency on specified dates. In addition, foreign currency advances of £11.2 million ( $17.3 million equivalent based upon the exchange rate as of the date of the advance) and €11.0 million ( $12.1 million equivalent based upon the exchange rate as of the date of the advance) were drawn under the Company's Credit Facility to fund individual real estate investments in the respective local currency. Foreign denominated draws under the Credit Facility were designated as net investment hedges, which creates a natural hedge against the equity invested, removing the need for final currency swaps. For derivatives designated as net investment hedges, the effective portion of changes in the fair value of the derivatives are reported in accumulated other comprehensive income (loss) (outside of earnings) as part of the cumulative translation adjustment. The ineffective portion of the change in fair value of the derivatives is recognized directly in earnings. Amounts are reclassified out of accumulated other comprehensive income into earnings when the hedged net investment is either sold or substantially liquidated. The Company has recorded losses of $296,000 from over hedging ineffectiveness on the designated net investment hedges for years ended December 31, 2015 . The Company did not record any such gains or losses the period from April 23, 2014 (date of inception) to December 31, 2014 . As of December 31, 2015 and 2014 the Company had the following outstanding foreign currency derivatives that were used to hedge its net investments in foreign operations: December 31, 2015 December 31, 2014 Derivatives Number of Instruments Notional Amount Number of Instruments Notional Amount (In thousands) (In thousands) Cross currency swaps (EUR-USD) 4 $ 53,998 1 $ 16,321 Cross currency swaps (GBP-USD) 1 72,725 — — Foreign currency forwards (EUR-USD) 1 10,100 — — Total 6 $ 136,823 1 $ 16,321 Non-Designated Hedges The Company is exposed to fluctuations in the exchange rates of its functional currency, the USD, against the Pound Sterling ("GBP") and the Euro ("EUR"). The Company uses foreign currency derivatives including currency forward and cross currency swap agreements to manage its exposure to fluctuations in GBP-USD and EUR-USD exchange rates. While these derivatives are hedging the fluctuations in foreign currencies, they do not meet the strict hedge accounting requirements to be classified as hedging instruments. Changes in the fair value of derivatives not designated as hedges under qualifying hedging relationships are recorded directly in earnings. The Company recorded marked-to-market gains of $0.1 million on the non-designated derivatives for the years ended December 31, 2015 . The Company did not have any non-designated derivatives during the period from April 23, 2014 (date of inception) to December 31, 2014 . As of December 31, 2015 and 2014 , the Company had the following outstanding derivatives that were not designated as hedges under qualifying hedging relationships. December 31, 2015 December 31, 2014 Derivatives Number of Instruments Notional Amount Number of Instruments Notional Amount (In thousands) (In thousands) Foreign currency forwards (GBP-USD) 9 $ 1,044 — $ — Foreign currency forwards (EUR-USD) 12 2,136 — — Total 21 $ 3,180 — $ — The Company entered into the Mezzanine Facility through a foreign subsidiary with EUR functional currency. The Mezzanine Facility allows for draws in both EUR and GBP denominated amounts. As of December 31, 2015 , the Company has drawn foreign currency advances under its Mezzanine Facility of £38.9 million ( $59.2 million equivalent based upon the exchange rate as of the date of the advance) and €72.6 million ( $77.8 million equivalent based upon the exchange rate as of the date of the advance) to refinance certain secondary mortgages as well as fund individual real estate investments in GBP and EUR. GBP denominated draws under the Mezzanine Facility were not designated as net investment hedges against the associated GBP real estate investments. As such, the Company recorded unrealized gains of $1.7 million on the non-functional GBP advances that were not designated as net investment hedges for the year ended December 31, 2015 . Credit-risk-related Contingent Features The Company has agreements with each of its derivative counterparties that contains a provision whereby if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligation. As of December 31, 2015 , the fair value of derivatives in a net liability position including accrued interest but excluding any adjustment for nonperformance risk related to these agreements was $2.1 million . As of December 31, 2015 , the Company has not posted any collateral related to these agreements and was not in breach of any agreement provisions. If the Company had breached any of these provisions, it could have been required to settle its obligations under the agreements at their aggregate termination value. |
Common Stock
Common Stock | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Common Stock | Common Stock On August 26, 2014 , the Company commenced its IPO on a “reasonable best efforts” basis of up to 125.0 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, pursuant to the Registration Statement. The Registration Statement also covered up to 26.3 million shares of Common Stock under it's DRIP, initially at 23.75 per share, which is 95% of the primary offering price. Beginning with the NAV pricing date, the per share purchase price in the IPO will vary quarterly and will be equal to the NAV per share, as determined by the Advisor, plus applicable commissions and fees and the per share purchase price in the DRIP will be equal to the NAV per share. The Company reserves the right to reallocate the shares of Common Stock it is offering between the primary offering and the DRIP. On November 15, 2015 , the Company announced the suspension of its IPO, which was conducted by Realty the Former Dealer Manager, as exclusive wholesale distributor, effective December 31, 2015 , and, on November 18, 2015 , the Former Dealer Manager suspended sales activities it performs pursuant to the dealer manager agreement for the IPO, effective immediately. The Company purchased its first property and commenced active operations on December 29, 2014 . On December 31, 2015 , the Company entered into a termination agreement with the Former Dealer Manager to terminate the dealer manager agreement. Due to these circumstances, it is not likely that the Company will resume the IPO. The Company registered $3.125 billion in shares of Common Stock for sale in its IPO and as of December 31, 2015 and 2014 , the Company sold 12.2 million and 1.3 million shares of Common Stock outstanding, including shares issued the DRIP in its IPO. Total gross proceeds from these issuances were $302.7 million and $32.2 million , including proceeds from shares issued under the DRIP, as of December 31, 2015 and 2014 , respectively, all of which had been invested or used for other operating purposes. On October 22, 2014 , the board of directors authorized, and the Company declared, a distribution rate which will be calculated based on stockholders of record each day during the applicable period at a rate of $0.0048630137 per day, based on a per share price of $25.00 . Distributions began to accrue on November 1, 2014 and will be payable by the 5th day day following each month end to stockholders of record at the close of business each day during the prior month. Distributions 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 distributions payments are not assured. The first distribution payment was made on December 1, 2014 . The Company's board of directors has adopted an SRP that enables stockholders to sell their shares to the Company. Under the SRP, stockholders may request that the Company repurchase all or any portion, subject to certain minimum amounts, of their shares on any business day, if such repurchase does not impair the Company's capital or operations. The board reserves the right, in its sole discretion, at any time and from time to time, to reject any request for repurchase, change the purchase price for repurchases or otherwise amend, suspend or terminate the terms of the SRP. Shares purchased under the Amended and Restated SRP will have the status of authorized but unissued shares. The following table reflects the cumulative number of common shares repurchased as of December 31, 2014 and 2015 : Number of Shares Repurchased Weighted Average Price per Share Cumulative repurchases as of December 31, 2014 — $ — Three Months Ended September 30, 2015 10,607 23.19 Three Months Ended December 31, 2015 (1) 6,709 24.90 Cumulative repurchases as of December 31, 2015 17,316 $ 23.85 _____________________________ (1) All repurchase requests were completed. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 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 December 31, 2015 , the Company had 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
Related Party Transactions | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions As of December 31, 2015 and 2014 , an entity controlled by the Sponsor owned 8,888 shares of the Company’s outstanding Common Stock. The Advisor and its affiliates may incur and pay costs and fees on behalf of the Company. As of December 31, 2015 and 2014 , the Company had no receivable from affiliated entities and had $0.3 million and $1.3 million of payable to their affiliates, respectively. Fees Paid in Connection with the Offering The Former Dealer Manager received fees and compensation in connection with the sale of the Company's Common Stock. The Former Dealer Manager received selling commissions 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 received 3.0% of the per share purchase price from the sale of the Company's shares, before reallowance to participating broker-dealers, as a dealer-manager fee. The Former Dealer Manager may have re-allowed its dealer-manager fee to participating broker-dealers. A participating broker dealer may have elected 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 dealers, with 2.5% thereof paid at the time of the sale and 1.0% paid on each anniversary date of the closing of the sale to the fifth anniversary date of the closing of the sale. If this option were elected, the Former Dealer Manager's fee would have been reduced to 2.5% (not including selling commissions and dealer manager fees). The following table details total selling commissions and dealer manager fees incurred and due to the Former Dealer Manager as of and for the periods presented: Year Ended December 31, 2015 For the Period from April 23, 2014 (date of inception) to December 31, 2014 Payable as of December 31, (In thousands) 2015 2014 Total commissions and fees from Former Dealer Manager $ 24,003 $ 2,978 $ — $ 89 The Advisor and its affiliates received compensation and reimbursement for services relating to the IPO, including transfer agent services provided by an affiliate of the Former Dealer Manager. All offering costs incurred by the Company or its affiliated entities on behalf of the Company were charged to additional paid-in capital on the accompanying consolidated balance sheet. As of December 31, 2015 , the Company has not incurred any offering cost reimbursements from the Advisor or the Former Dealer Manager. The Company was responsible for offering and related costs from the IPO, excluding commissions and dealer manager fees, up to a maximum of 2.0% of gross proceeds from the IPO of Common Stock, measured at the end of the IPO. IPO costs in excess of the 2.0% cap as of the end of the IPO will be the Advisor’s responsibility. As of December 31, 2015 , offering and related costs exceeded 2.0% of gross proceeds received from the offering by $6.5 million . The IPO is currently suspended but securities may still be sold under the offering until the end of the two year period from the beginning of the IPO, subject to a potential one year extension. In the event that no further amounts are raised under the IPO, the Advisor will be required to reimburse such excess amounts to the Company. The following table details offering costs and reimbursements incurred and due to the Advisor and Former Dealer Manager as of and for the periods presented: Year Ended December 31, 2015 For the Period from April 23, 2014 (date of inception) to December 31, 2014 Payable as of December 31, (In thousands) 2015 2014 Fees and expense reimbursements from the Advisor and Former Dealer Manager $ 7,838 $ 1,268 $ 283 $ 1,268 After the escrow break, the Advisor elected to cap cumulative offering costs incurred by the Company, net of unpaid amounts, to 15% of gross Common Stock proceeds during the offering period. As of December 31, 2015 , cumulative offering costs were $39.6 million . As of December 31, 2015 , cumulative offering costs, net of unpaid amounts, did not exceed the 15% threshold. Fees 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 property acquired (including the Company's pro rata share of any indebtedness assumed or incurred in respect of that investment and exclusive of acquisition fees and financing coordination fees) and (B) the amount advanced for a loan or other investment (exclusive of acquisition fees and financing coordination fees). Solely with respect to the Company’s European investment activities, the Advisor will assign to the Service Provider its pro rata portion of the acquisition fees in respect of such properties, and the Advisor will receive the remaining portion. The Company may also reimburse the Advisor or the Servicer Provider for expenses actually incurred related to selecting, evaluating and acquiring assets, regardless of whether the Company actually acquires the related assets. In addition, the Company will also pay third parties, or reimburse the Advisor or its affiliates 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 a particular investment exceed 4.5% of (A) the contract purchase price of the property (including the Company's pro rata share of any indebtedness assumed or incurred in respect of that investment) and (B) the amount advanced for each loan or other investment. 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 will pay the Advisor a financing coordination fee equal to 0.75% of the amount available or outstanding under such financing, subject to certain limitations. The OP will issue (subject to periodic approval by the board of directors) restricted Class B units in the OP (“Class B units”) to the Advisor for asset management services on a quarterly basis in an amount equal to: (i) the excess of (A) the product of (y) 0.1875% multiplied by (z) the cost of the Company's assets (until the NAV pricing date, then the lower of the cost of assets and the fair value of the Company's assets) less (B) any amounts payable as an oversight fee for such calendar quarter; 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) and, at such time as the Company calculates NAV, to per share NAV. The Class B units are intended to be profits interests and will vest, and no longer be subject to forfeiture, at such time as any one of the following events occurs: (i) a listing of the Company's Common Stock on a national securities exchange; (ii) a transaction to which the Company or the Company's operating partnership 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; provided that 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 this clause, unless the failure to provide such services is attributable to the termination without cause of the advisory agreement by an affirmative vote of a majority of the Company's independent directors after the economic hurdle described above has been met. Such Class B units will be forfeited immediately if: (a) the advisory agreement is terminated other than by an affirmative vote of a majority of the Company's independent directors without cause. 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 December 31, 2015 , the Company cannot determine the probability of achieving the performance condition. The Advisor will receive distributions on each unvested Class B unit in an amount equal to the distributions rate received on the Company's Common Stock. Such distributions on issued Class B units will be expensed in the consolidated statements of operations and comprehensive loss until the performance condition is considered probable to occur. During the year ended December 31, 2015 , the Company's board of directors approved the issuance of 70,492 and shares of Class B units. No Class B units were approved by the Company's board of directors for issuance as of December 31, 2014 . On March 22, 2016, the Company, the OP and the Advisor entered into an amendment to the advisory agreement, which, effective January 1, 2016, provides for an asset management fee of 0.0625% (the "Asset Management Fee") of the cost of assets held during each monthly period, payable in cash, shares or OP Units (at the Advisor's election) on the first business day following the end of the monthly period. For any given month, if the sum of the (x) Acquisition Fees for the immediately prior month and (y) the Asset Management Fee to be paid for the given month, exceed the Asset Management Fee payable for the given month (such excess, the “Fee Limit”), the Company will pay (i) the Asset Management Fee minus the amount representing the Fee Limit in the form of cash, shares of Common Stock, or Class OP Units, or a combination thereof, the form of payment to be determined in the sole discretion of the Advisor; and (ii) an amount equal to the Fee Limit in the form of Class B Units; it being understood that, for any given month, if the Acquisition Fees payable for the immediately prior month exceed the Asset Management Fee to be paid for the given month, the entire Asset Management Fee for such month will be payable as Class B units. If the Property Manager, or an affiliate, provide property management and leasing services for properties owned by the Company, the Company will pay fees equal to: (i) with respect to stand-alone, single-tenant net leased properties which are not part of a shopping center, 2.0% of gross revenues from the properties managed and (ii) with respect to all other types of properties, 4.0% of gross revenues from the properties managed. For services related to overseeing property management and leasing services provided by any person or entity that is not an affiliate of the Property Manager, the Company will pay the Property Manager an oversight fee equal to 1.0% of gross revenues of the property managed. Solely with respect to the Company's investment activities in Europe, the Service Provider or other entity providing property management services with respect to such investments will be paid: (i) with respect to single-tenant net leased properties which are not part of a shopping center, 1.75% of the gross revenues from such properties and (ii) with respect to all other types of properties, 3.5% of the gross revenues from such properties. The Property Manager receives 0.25% of the gross revenues from European single-tenant net leased properties which are not part of a shopping center and 0.5% of the gross revenues from all other types of properties, reflecting a split of the oversight fee with the Service Provider or an affiliated entity providing European property management services. Such fees are deducted from fees payable to the Advisor, pursuant to the service provider agreement. The predecessor to AR Global is a 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 AR Global 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 AR Global instructed RCS Advisory to stop providing such services in November 2015 and no services have since been provided by RCS Advisory. The Company is also party to a transfer agency agreement with American National Stock Transfer, LLC, a subsidiary of the parent company of the Former Dealer Manager (“ANST”), pursuant to which ANST provided the Company with transfer agency services (including broker and stockholder servicing, transaction processing, year-end IRS reporting and other services), and supervisory services overseeing the transfer agency services performed by a third-party transfer agent. AR Global 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. Effective February 26, 2016, the Company entered into a definitive agreement with DST Systems, Inc., its previous provider of sub-transfer agency services, to directly provide the Company with transfer agency services (including broker and stockholder servicing, transaction processing, year-end IRS reporting and other services). Following the completion of the IPO, fees payable with respect to transfer agency services are included in general and administrative expenses on the consolidated statements of operations and comprehensive loss during the period the service was provided. The following table details amounts incurred, forgiven and payable to related parties in connection with the operations-related services described above as of and for the periods presented: Year Ended December 31, 2015 Period from April 23, 2014 (date of inception) to December 31, 2014 Payable as of December 31, (In thousands) Incurred Forgiven Incurred Forgiven 2015 2014 One-time fees and reimbursements: Acquisition fees and related cost reimbursements (1) $ 11,877 $ — $ 676 $ — $ — $ — Financing coordination fees (2) 4,302 — 130 — — — Other expense reimbursements (3) 562 — — — — — Ongoing fees: Property management and leasing fees (4) 390 34 1 1 24 — Distributions on Class B units (5) 45 — — — 20 — Total related party operational fees and reimbursements $ 17,176 $ 34 $ 807 $ 1 $ 44 $ — ___________________________________________________________________________ (1) These affiliated fees are recorded within acquisition and transaction related costs on the consolidated statements of operations and comprehensive loss. (2) These affiliated costs are recorded as deferred financing costs and amortized over the term of the respective financing arrangement. (3) These affiliated costs are recorded within operating fees to affiliates in the consolidated statements of operations and comprehensive loss for the year ended December 31, 2015 . (4) The Advisor waived 100% of fees from U.S. assets and its allocated portion of 50% of fees from European assets through August 31, 2015. No such fees were waived effective September 1, 2015. (5) Balance included in general and administrative expenses in the consolidated statements of operations and comprehensive loss for the year ended December 31, 2015 . The Company will reimburse 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 reserves and excluding any gain from the sale of assets for that period. Additionally, the Company will reimburse the Advisor for personnel costs in connection with other services during the operational stage; 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. During the year ended December 31, 2015 the Company incurred $0.6 million in cost reimbursements from the Advisor. No such costs were incurred by the Company for the period from April 23, 2014 (date of inception) to December 31, 2014 . In order to improve operating cash flows and the ability to pay distributions from operating cash flows, the Advisor may waive certain fees including asset management and property management fees. Because the Advisor may waive certain fees, cash flow from operations that would have been paid to the Advisor may be available to pay distributions to stockholders. The fees that may be forgiven are not deferrals and accordingly, will not be paid to the Advisor. In certain instances, to improve the Company's working capital, the Advisor may elect to absorb a portion of the Company's general and administrative costs or property operating expenses. These absorbed costs are presented net in the accompanying consolidated statements of operations and comprehensive loss. During the year ended December 31, 2015 , and the period from April 23, 2014 (date of inception) to December 31, 2014 , there were no property operating and general administrative expenses absorbed by our Advisor. Fees Paid in Connection with the Liquidation or Listing of the Company’s Real Estate Assets The Company will pay 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 to exceed 10.0% of the aggregate return for such year. This fee will be payable 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 year ended December 31, 2015 and the period from April 23, 2014 (date of inception) to December 31, 2014 . The Company will pay a brokerage commission on the sale of property, not to exceed the lesser of 2.0% of the contract sale price of the property and one-half 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 commissions were incurred during the year ended December 31, 2015 and the period from April 23, 2014 (date of inception) to December 31, 2014 . The Special Limited Partner will be entitled to receive a subordinated participation in the net sales proceeds of the sale of real estate assets of 15.0% of remaining net sale proceeds after return of capital contributions to investors plus payment to investors of a 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 return equal to a 6.0% cumulative non-compounded return on their capital contributions. No such participation in net sale proceeds became due and payable during the year ended December 31, 2015 and the period from April 23, 2014 (date of inception) to December 31, 2014 . 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 return of their capital plus a return equal to 6.0% cumulative, pre-tax non-compounded return on their capital contributions. No such distributions were incurred during the year ended December 31, 2015 and the period from April 23, 2014 (date of inception) to December 31, 2014 . 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 return to investors. The Advisor 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 | 12 Months Ended |
Dec. 31, 2015 | |
Economic Dependency [Abstract] | |
Economic Dependency | Economic Dependency Under various agreements, the Company has engaged or will engage the Advisor, its affiliates and entities under common control with the Advisor, and the Service Provider 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, the sale of shares of the Company's Common Stock available for issue, transfer agency services, as well as other administrative responsibilities for the Company including accounting services and investor relations. As a result of these relationships, the Company is dependent upon the Advisor and its affiliates and the Service Provider. In the event that these companies 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 | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | 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 action by the Company’s board of directors or the stockholders, on the date of initial election to the board of directors and on the date of each annual stockholder’s meeting. Restricted stock issued to independent directors will vest over a five -year period following the first anniversary of the date of grant 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 6.3 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 or upon attainment of pre-established performance objectives. 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. 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 fair value of the shares will be expensed over the vesting period of five years. The following table reflects restricted share award activity for the year ended December 31, 2015 and during the period from April 23, 2014 (date of inception) to December 31, 2014 . Number of Restricted Shares Weighted-Average Issue Price April 23, 2014 (date of inception) — $ — Granted 2,666 22.50 Unvested, December 31, 2014 2,666 22.50 Granted 6,665 22.50 Vested (267 ) 22.50 Forfeitures (1,333 ) 22.50 Unvested, December 31, 2015 7,731 $ 22.50 Compensation expense related to restricted stock was approximately $22,000 and $4,000 during the year ended December 31, 2015 , and for the period from April 23, 2014 (date of inception) to December 31, 2014 , respectively, and is recorded as general and administrative expense in the accompanying statements of operations and comprehensive loss. As of December 31, 2015 , the Company had $0.2 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 5 years. Other Share-Based Compensation The Company has issued Common Stock in lieu of cash to pay fees earned by the Company's directors at each director's election. There are no restrictions on the shares issued since these payments in lieu of cash relate to fees earned for services performed. There were 856 shares of Common Stock issued in lieu of cash for the year ended December 31, 2015 , which resulted in additional shared based compensation of $19,000 . There were no such shares of Common Stock issued in lieu of cash during the period from April 23, 2014 (date of inception) to December 31, 2014 . |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following is a summary of the basic and diluted net loss per share computation for the periods presented: (In thousands, except share and per share data) Year Ended December 31, 2015 Period from April 23, 2014 (date of inception) to December 31, 2014 Net loss $ (44,515 ) $ (2,454 ) Basic and diluted net loss per share $ (5.59 ) $ (3.58 ) Basic and diluted weighted average shares outstanding 7,958,663 684,769 The Company had the following common share equivalents as of December 31, 2015 , and 2014 , which were excluded from the calculation of diluted earnings per share attributable to stockholders as the effect would have been antidilutive. The Class B units are subject to performance vesting conditions which have not been met and, accordingly, are not included in the computation of dilutive earnings per share. Year Ended December 31, 2015 2014 Unvested restricted stock 7,731 2,666 OP Units 90 90 Class B units 70,492 — Total common share equivalents 78,313 2,756 |
Quarterly Results (Unaudited)
Quarterly Results (Unaudited) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results (Unaudited) | Quarterly Results (Unaudited) Presented below is a summary of the unaudited quarterly financial information for the year ended December 31, 2015 , and for the period from April 23, 2014 (date of inception) to December 31, 2014 : In thousands, except share and per share data) Quarters Ended 2015 March 31, June 30, September 30, December 31, Total revenues $ 1,220 $ 3,284 $ 6,904 $ 10,240 Net loss $ (8,219 ) $ (14,790 ) $ (51 ) $ (21,455 ) Basic and diluted weighted average shares outstanding 2,430,444 6,773,666 10,484,259 12,013,225 Basic and diluted net loss per share $ (3.38 ) $ (2.18 ) $ 0.00 $ (1.79 ) In thousands, except share and per share data) Period from April 23, 2014 (date of inception) to June 30, 2014 Quarters Ended 2014 September 30, 2014 December 31, 2014 Total revenues $ — $ — $ 20 Net loss (20 ) $ (156 ) $ (2,278 ) Basic and diluted weighted average shares outstanding — — 684,769 Basic and diluted net loss per share NM NM $ (3.33 ) _____________________________ NM - not meaningful |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The Company has evaluated subsequent events through the filing of this Annual Report on Form 10-K , and determined that there have not been any events that have occurred that would require adjustments to, or disclosures in, the consolidated financial statements, except for as previously disclosed and the following disclosures. Amended and Restated SRP On January 26, 2016, the Company's board of directors Amended and Restated SRP to supersede and replace the existing SRP. Under the Amended and Restated SRP, repurchases of shares of the Company's Common Stock generally will be made semiannually (each six-month period ending June 30 or December 31, a "fiscal semester"). 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 during the previous fiscal year. In addition, the Company is only authorized to repurchase shares in a given fiscal semester up to the amount of proceeds it receives from its DRIP in that same fiscal semester. Unless the shares of the Company's Common Stock are being repurchased in connection with a stockholder's death or disability and until the NAV pricing date, a stockholder must have held the shares for at least one year prior to offering them for sale to the Company through the Amended and Restated SRP. The purchase price for such shares repurchased under the Amended and Restated SRP prior to the NAV pricing date and in connection with a stockholder's death or disability will be as follows (as adjusted for any stock dividends, combinations, splits, recapitalizations and the like with respect to our Common Stock): • 92.5% of the price paid to acquire the shares, for stockholders who had continuously held their shares for at least one year; • 95.0% of the price paid to acquire the shares for stockholders who had continuously held their shares for at least two years; • 97.5% of the price paid to acquire the shares for stockholders who had continuously held their shares for at least three years; and • 100.0% of the price paid to acquire the shares for stockholders who had continuously held their shares for at least four years. Beginning with the NAV Pricing Date, the repurchase price for shares under the Amended and Restated SRP will be based on Per Share NAV. Dividend Rate On March 18, 2016, the Company's board of directors approved a change to the daily distribution amount to $0.0048497270 per day per share of Common Stock to accurately reflect that 2016 is a leap year and maintain equivalence to $1.775 per annum, per share of Common Stock. Sponsor Transaction In January 2016, AR Global became the successor business to AR Capital, LLC and became the parent of the Company's current Sponsor. RCS Capital Corporation Bankruptcy RCS Capital Corporation, the parent company of the Former Dealer Manager and certain of its affiliates that provided us with services, 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 Company's Sponsor. American National Stock Transfer, LLC Termination On February 10, 2016, AR Global received written notice from ANST, the Company's transfer agent and an affiliate of the Company's Former Dealer Manager, that it would wind down operations by the end of the month. ANST withdrew as the transfer agent effective February 29, 2016. Effective February 26, 2016, the Company entered into a definitive agreement with DST Systems, Inc., its previous provider of sub-transfer agency services, to directly provide the Company with transfer agency services (including broker and stockholder servicing, transaction processing, year-end IRS reporting and other services). |
Schedule III - Real Estate and
Schedule III - Real Estate and Accumulated Depreciation | 12 Months Ended |
Dec. 31, 2015 | |
SEC Schedule III, Real Estate and Accumulated Depreciation Disclosure [Abstract] | |
Schedule III - Real Estate and Accumulated Depreciation | Initial Costs Costs Capitalized Subsequent to Acquisition Portfolio City U.S. State or Country Acquisition Date Encumbrances at December 31, 2015 (1) Land Building and Improvements Land Building and Improvements Gross Amount at December 31, 2015 (2)(3) Accumulated Depreciation (4)(5) Auchan Bordeaux FR Dec. 2014 $ 9,053 $ 3,969 $ 12,627 $ — $ — $ 16,596 $ 447 Pole Emploi Marseille FR Dec. 2014 6,326 755 8,554 — — 9,309 219 Veolia Water Vandalia US Feb. 2015 — 570 5,622 — — 6,192 153 Sagemcom Rueil-Malmaison FR Feb. 2015 39,156 2,834 58,151 — — 60,985 1,245 NCR Dundee Dundee UK Apr. 2015 — 2,858 9,879 — — 12,737 208 FedEx Freight Greensboro US May 2015 — 1,854 8,617 — — 10,471 223 DB Luxembourg Kirchberg LUX May 2015 63,359 17,185 42,844 — — 60,029 634 Grupo Antolin Auburn Hills US Jun. 2015 — 817 7,132 — — 7,949 127 ING Amsterdam Amsterdam NETH Jun. 2015 47,991 — 51,575 — — 51,575 652 Worldline Blois FR Jul. 2015 5,453 1,101 4,844 — — 5,945 87 Foster Wheeler Reading UK Oct. 2015 58,180 29,345 95,391 — — 124,736 405 ID Logistics I Weilbach GER Nov. 2015 — 1,319 8,233 — — 9,552 36 ID Logistics II Strasbourg & Amiens FR Nov. 2015 — 4,616 14,085 — — 18,701 32 Harper Collins Glasgow UK Dec. 2015 41,562 11,543 57,348 — — 68,891 140 DCNS Brest FR Dec. 2015 10,362 887 15,763 — — 16,650 — Total $ 281,442 $ 79,653 $ 400,665 $ — $ — $ 480,318 $ 4,608 ___________________________________ (1) These properties have collateralized mortgage notes payable of which $281.4 million was outstanding as of December 31, 2015 . (2) Acquired intangible lease assets allocated to individual properties in the amount of $123.0 million are not reflected in the table above. (3) The tax basis of aggregate land, buildings and improvements and acquired intangible lease assets which are not reflected above as of December 31, 2015 is $630.9 million . (4) Each of the properties has a depreciable life of: 40 years for buildings, 15 years for improvements and five years for fixtures. (5) The accumulated depreciation column excludes approximately $4.8 million of amortization associated with acquired intangible lease assets. A summary of activity for real estate and accumulated depreciation for the year ended December 31, 2015 , and for the period from April 23, 2014 (date of inception) to December 31, 2014 : December 31, 2015 For the Period from April 23, 2014 (date of inception) to December 31, 2014 Real estate investments, at cost: Balance at beginning of year (or date of inception) $ 28,940 $ — Additions-Acquisitions 468,014 29,251 Asset remeasurement (89 ) — Currency translation adjustment (16,547 ) (311 ) Balance at end of the year $ 480,318 $ 28,940 Accumulated depreciation: Balance at beginning of year (or date of inception) $ — $ — Depreciation and amortization expense 4,675 — Currency translation adjustment (67 ) — Balance at end of the year $ 4,608 $ — |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of Accounting | Basis of Accounting The accompanying consolidated financial statements of the Company are prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“GAAP”). |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. In determining whether the Company has a controlling financial interest in a joint venture and the requirement to consolidate the accounts of that entity, management considers factors such as ownership interest, authority to make decisions and contractual and substantive participating rights of the other partners or members as well as whether the entity is a variable interest entity for which the Company is the primary beneficiary. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Management makes significant estimates regarding revenue recognition, purchase price allocations to record investments in real estate, real estate taxes, income taxes, derivative financial instruments and hedging activities, as applicable. |
Offering and Related Costs | Offering and Related Costs Offering and related costs include all expenses incurred in connection with our IPO. Offering costs (other than selling commissions and the dealer manager fees) include costs that may be paid by the Advisor, the Former Dealer Manager or their affiliates on our behalf. These costs include but are not limited to (i) legal, accounting, printing, mailing, and filing fees; (ii) escrow service related fees; (iii) reimbursement of the Former Dealer Manager for amounts it may pay to reimburse the bona fide diligence expenses of broker-dealers; and (iv) reimbursement to the Advisor for a portion of the costs of its employees and other costs in connection with preparing supplemental sales materials and related offering activities. We are obligated to reimburse the Advisor or its affiliates, as applicable, for organization and offering costs paid by them on our behalf, provided that the Advisor is obligated to reimburse us to the extent organization and offering costs (excluding selling commissions and the dealer manager fee) incurred by us in our offering exceed 2% of gross offering proceeds in the IPO. As a result, these costs are only our liability to the extent aggregate selling commissions, the dealer manager fee and other organization and offering costs do not exceed 15% of the gross proceeds determined during the IPO. |
Revenue Recognition | Revenue Recognition The Company's revenues, which are derived primarily from rental income, include rents that each tenant pays in accordance with the terms of each lease reported on a straight-line basis over the initial term of the lease. Because many of the Company's leases provide for rental increases at specified intervals, straight-line basis accounting requires the Company to record a receivable, and include in revenues, unbilled rent receivables that the Company will only receive if the tenant makes all rent payments required through the expiration of the initial term of the lease. The Company defers the revenue related to lease payments received from tenants in advance of their due dates. When the Company acquires a property, the acquisition date is considered to be the commencement date for purposes of this calculation. As of December 31, 2015 , the Company included unbilled cumulative straight line rents receivable in Prepaid expenses and other assets in the consolidated balance sheets of $0.7 million . As of December 31, 2014 , the Company had no unbilled cumulative straight line rents receivable in Prepaid expenses and other assets in the consolidated balance sheets. As of December 31, 2015 , the Company’s rental revenue included impacts of unbilled rental revenue of $0.8 million to adjust contractual rent to straight line rent. The Company’s rental revenue had no impacts of unbilled rental revenue to adjust contractual rent to straight line rent during the period from April 23, 2014 (date of inception) to December 31, 2014 . The Company continually reviews receivables related to rent and unbilled rent receivables and determines collectability by taking into consideration the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located. In the event that the collectability of a receivable is in doubt, the Company records an increase in the Company's allowance for uncollectible accounts or records a direct write-off of the receivable in the Company's consolidated statements of operations and comprehensive loss. Cost recoveries from tenants are included in operating expense reimbursement in the period the related costs are incurred, as applicable. |
Investments in Real Estate | Investments in Real Estate Investments in real estate are recorded at cost. Improvements and replacements are capitalized when they extend the useful life of the asset. Costs of repairs and maintenance are expensed as incurred. Depreciation is computed using the straight-line method over the estimated useful lives of up to 40 years for buildings, 15 years for land improvements, five years for fixtures and the shorter of the useful life or the remaining lease term for tenant improvements and leasehold interests. The Company evaluates the inputs, processes and outputs of each asset acquired to determine if the transaction is a business combination or asset acquisition. If an acquisition qualifies as a business combination, the related transaction costs are recorded as an expense in the consolidated statements of operations and comprehensive loss. If an acquisition qualifies as an asset acquisition, the related transaction costs are generally capitalized and subsequently amortized over the useful life of the acquired assets. In business combinations, the Company allocates the purchase price of acquired properties to tangible and identifiable intangible assets or liabilities based on their respective fair values. Tangible assets may include land, land improvements, buildings, fixtures and tenant improvements. Intangible assets may include the value of in-place leases and above- and below- market leases. In addition, any assumed mortgages receivable or payable and any assumed or issued non-controlling interests are recorded at their estimated fair values. In allocating the fair value to assumed mortgages, amounts are recorded to debt premiums or discounts based on the present value of the estimated cash flows, which is calculated to account for either above or below-market interest rates. Disposal of real estate investments that represent a strategic shift in operations that will have a major effect on the Company's operations and financial results are required to be presented as discontinued operations in the consolidated statements of operations and comprehensive loss. Properties that are intended to be sold are to be designated as “held for sale” on the consolidated balance sheets at the lesser of carrying amount or fair value less estimated selling costs when they meet specific criteria to be presented as held for sale. Properties are no longer depreciated when they are classified as held for sale. The Company didn't have any properties held for sale as of December 31, 2015 and during the period from April 23, 2014 (date of inception) to December 31, 2014 . The Company evaluates the lease accounting for each new property acquired with existing or new lease and reviews for any capital lease criteria. A lease is classified by a tenant as a capital lease if the significant risks and rewards of ownership are considered to reside with the tenant. This situation is generally considered to be met if, among other things, the non-cancelable lease term is more than 75% of the useful life of the asset or if the present value of the minimum lease payments equals 90% or more of the leased property’s fair value at lease inception. |
Depreciation and Amortization | Depreciation and Amortization Depreciation is computed using the straight-line method over the estimated useful lives of up to 40 years for buildings, 15 years for land improvements, five years for fixtures and improvements and the shorter of the useful life or the remaining lease term for tenant improvements and leasehold interests. Capitalized above-market lease values are amortized as a reduction of rental income over the remaining terms of the respective leases. Capitalized below-market lease values are amortized as an increase to rental income over the remaining terms of the respective leases and expected below-market renewal option periods. Capitalized above-market ground lease values are amortized as a reduction of property operating expense over the remaining terms of the respective leases. Capitalized below-market ground lease values are amortized as an increase to property operating expense over the remaining terms of the respective leases and expected below-market renewal option periods. The value of in-place leases, exclusive of the value of above-market and below-market in-place leases, is amortized to expense over the remaining periods of the respective leases. Assumed mortgage premiums or discounts are amortized as an increase or reduction to interest expense over the remaining terms of the respective mortgages. |
Impairment of Long Lived Assets | Impairment of Long Lived Assets When circumstances indicate the carrying value of a property may not be recoverable, the Company reviews the asset for impairment. This review is based on an estimate of the future undiscounted cash flows, excluding interest charges, expected to result from the property’s use and eventual disposition. These estimates consider factors such as expected future operating income, market and other applicable trends and residual value, as well as the effects of leasing demand, competition and other factors. If impairment exists due to the inability to recover the carrying value of a property, an impairment loss is recorded to the extent that the carrying value exceeds the estimated fair value of the property for properties to be held and used. For properties held for sale, the impairment loss is the adjustment to fair value less estimated cost to dispose of the asset. These assessments have a direct impact on net income because recording an impairment loss results in an immediate negative adjustment to net income (loss). |
Purchase Price Allocation | Purchase Price Allocation The Company allocates the purchase price of acquired properties to tangible and identifiable intangible assets acquired based on their respective fair values. Tangible assets include land, land improvements, buildings, fixtures and tenant improvements on an as-if vacant basis. The Company utilizes various estimates, processes and information to determine the as-if vacant property value. Estimates of value are made using customary methods, including data from appraisals, comparable sales, discounted cash flow analysis and other methods. Amounts allocated to land, land improvements, buildings and fixtures are based on cost segregation studies performed by independent third parties or on the Company's analysis of comparable properties in the Company's portfolio. Identifiable intangible assets include amounts allocated to acquire leases for above- and below-market lease rates, the value of in-place leases, and the value of customer relationships, as applicable. Factors considered in the analysis of the in-place lease intangibles include an estimate of carrying costs during the expected lease-up period for each property, taking into account current market conditions and costs to execute similar leases. In estimating carrying costs, the Company includes real estate taxes, insurance and other operating expenses and estimates of lost rentals at contract rates during the expected lease-up period, which typically is about 12 months . The Company also estimates costs to execute similar leases including leasing commissions, legal and other related expenses. Above-market and below-market lease values for acquired properties are initially recorded based on the present value (using a discount rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to each in-place lease and (ii) management’s estimate of fair market lease rates for each corresponding in-place lease, measured over a period equal to the remaining term of the lease for above-market leases and the remaining initial term plus the term of any below-market fixed rate renewal options for below-market leases. The capitalized above-market lease values are amortized as a reduction of base rental revenue over the remaining terms of the respective leases, and the capitalized below-market lease values are amortized as an increase to base rental revenue over the remaining initial terms plus the terms of any below-market fixed rate renewal options of the respective leases. If a tenant with a below market rent renewal does not renew, any remaining unamortized amount will be taken into income at that time. The aggregate value of intangible assets related to customer relationship, as applicable, is measured based on the Company's evaluation of the specific characteristics of each tenant’s lease and the Company's overall relationship with the tenant. Characteristics considered by the Company in determining these values include the nature and extent of its existing business relationships with the tenant, growth prospects for developing new business with the tenant, the tenant’s credit quality and expectations of lease renewals, among other factors. The value of customer relationship intangibles is amortized to expense over the initial term and any renewal periods in the respective leases, but in no event does the amortization period for intangible assets exceed the remaining depreciable life of the building. If a tenant terminates its lease, the unamortized portion of the in-place lease value and customer relationship intangibles is charged to expense. In making estimates of fair values for purposes of allocating purchase price, the Company utilizes a number of sources, including independent appraisals that may be obtained in connection with the acquisition or financing of the respective property and other market data. The Company also considers information obtained about each property as a result of the Company's pre-acquisition due diligence in estimating the fair value of the tangible and intangible assets acquired and intangible liabilities assumed. |
Goodwill | Goodwill We evaluate goodwill for possible impairment at least annually or upon the occurrence of a triggering event. A triggering event is an event or circumstance that would more likely than not reduce the fair value of a reporting unit below its carrying amount. We performed a qualitative assessment to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying value. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents includes cash in bank accounts as well as investments in highly-liquid money market funds with original maturities of three months or less. The Company deposits cash with high quality financial institutions. Deposits in the United States other countries where we have deposits are guaranteed by the Federal Deposit Insurance Company ("FDIC") in the United States, Financial Services Compensation Scheme ("FSCS") in the United Kingdom, Duchy Deposit Guarantee Scheme ("DDGS") in Luxembourg and by similar agencies in the other countries, up to insurance limits. |
Restricted Cash | Restricted Cash Restricted cash primarily consists of debt service and real estate tax reserves. |
Deferred Costs, Net | Deferred Costs, Net Deferred costs, net consists of deferred financing costs. Deferred financing costs represent commitment fees, legal fees, and other costs associated with obtaining commitments for financing. These costs are amortized over the terms of the respective financing agreements using the effective interest method. Unamortized deferred financing costs are expensed when the associated debt is refinanced or repaid before maturity. Costs incurred in seeking financial transactions that do not close are expensed in the period in which it is determined that the financing will not close |
Share Repurchase Program | Share Repurchase Program The Company's board of directors has adopted a Share Repurchase Program ("SRP") that enables stockholders to sell their shares to the Company, subject to significant conditions and limitations. Only those stockholders who purchased their shares from the Company or received their shares from the Company (directly or indirectly) through one or more non-cash transactions are able to participate in the SRP. In other words, once the Company's shares are transferred for value by a stockholder, the transferee and all subsequent holders of the shares are not eligible to participate in the SRP. Repurchases of shares of Company's Common Stock, when requested, are at its sole discretion. Until the Amended and Restated SRP (described below), the Company has limited the number of shares repurchased during any calendar year to 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 only authorized to repurchase shares in a given quarter up to the amount of proceeds it received from its DRIP in that same quarter. On January 26, 2016, the Company's board of directors amended and restated the SRP (the "Amended and Restated SRP") to supersede and replace the existing SRP. Under the Amended and Restated SRP, repurchases of shares of the Company's Common Stock generally will be made semiannually (each six-month period ending June 30 or December 31, a "fiscal semester"). 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 during the previous fiscal year. In addition, the Company is only authorized to repurchase shares in a given fiscal semester up to the amount of proceeds it receives from its DRIP in that same fiscal semester. Unless the shares of the Company's Common Stock are being repurchased in connection with a stockholder's death or disability and until the NAV pricing date, a stockholder must have held the shares for at least one year prior to offering them for sale to the Company through the Amended and Restated SRP. The purchase price for such shares repurchased under the Amended and Restated SRP prior to the NAV pricing date and in connection with a stockholder's death or disability will be as follows (as adjusted for any stock dividends, combinations, splits, recapitalizations and the like with respect to our Common Stock): • 92.5% of the price paid to acquire the shares, for stockholders who had continuously held their shares for at least one year; • 95.0% of the price paid to acquire the shares for stockholders who had continuously held their shares for at least two years; • 97.5% of the price paid to acquire the shares for stockholders who had continuously held their shares for at least three years; and • 100.0% of the price paid to acquire the shares for stockholders who had continuously held their shares for at least four years. No minimum holding period will apply to redemption requests made following the death or qualifying disability of a stockholder. Shares repurchased in connection with the death or disability of a stockholder will be repurchased at a purchase price equal to the price actually paid for the shares during the IPO until the NAV pricing date, and then at a purchase price equal to the then-current NAV (as adjusted for any stock dividends, combinations, splits, recapitalizations and the like with respect to the Common Stock) on or after the NAV pricing date. The Company's board of directors has the discretion to exempt shares purchased pursuant to its DRIP from the one-year holding requirement, if a stockholder sells back all of his or her shares. In addition, the Company may waive the holding period in the event of a stockholder's bankruptcy or other exigent circumstances. In the case of requests for death or disability, the repurchase price per share will be equal to (a) until the NAV Pricing Date, the price paid to acquire the shares from the Company, or (b) on and following the NAV Pricing Date, the estimated per-share NAV at the time of repurchase. Beginning with the NAV Pricing Date, the repurchase price for shares under the Amended and Restated SRP will be based on Per Share NAV. Additionally, there will be no minimum holding period for shares of the Company's Common Stock and stockholders will be able to submit their shares for repurchase at any time through the Amended and Restated SRP. Subject to limited exceptions, stockholders whose shares of the Company’s Common Stock are repurchased within the first four months from the date of purchase will be subject to a short-term trading fee of 2.0% of the aggregate Per Share NAV of the shares of Common Stock repurchased. Beginning with the NAV Pricing Date, shares repurchased in connection with the death or disability of a stockholder will be repurchased at the then-current Per Share NAV (as adjusted for any stock dividends, combinations, splits, recapitalizations and the like with respect to the Company's Common Stock). The Company's board of directors reserves the right, in its sole discretion, at any time and from time to time, to reject any request for repurchase, change the purchase price for repurchases or otherwise amend, suspend or terminate the terms of the Amended and Restated SRP. When a stockholder requests repurchases and the repurchases are approved, the Company will reclassify such obligation from equity to a liability based on the settlement value of the obligation. Shares purchased under the Amended and Restated SRP will have the status of authorized but unissued shares. |
Distribution Reinvestment Plan | Distribution Reinvestment Plan Pursuant to the DRIP, stockholders may elect to reinvest distributions by purchasing shares of Common Stock in lieu of receiving cash. No dealer manager fees or selling commissions are paid with respect to shares purchased pursuant to the DRIP. Participants purchasing shares pursuant to the DRIP have the same rights and are treated in the same manner as if such shares were issued pursuant to the IPO. The board of directors may designate that certain cash or other distributions be excluded from the DRIP. The Company has the right to amend any aspect of the DRIP or terminate the DRIP with ten days’ notice to participants. Shares issued under the DRIP are recorded to equity in the accompanying consolidated balance sheets in the period distributions are declared. |
Derivative Instruments | Derivative Instruments The Company may use derivative financial instruments, including interest rate swaps, caps, options, floors and other interest rate derivative contracts, to hedge all or a portion of the interest rate risk associated with its borrowings. Certain of the Company's foreign operations expose the Company to fluctuations of foreign interest rates and exchange rates. These fluctuations may impact the value of the Company's cash receipts and payments in the Company's functional currency, the U.S. dollar. The Company enters into derivative financial instruments to protect the value or fix the amount of certain obligations in terms of its functional currency. The Company records all derivatives on the consolidated balance sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply or the Company elects not to apply hedge accounting. The accounting for subsequent changes in the fair value of these derivatives depends on whether each has been designed and qualifies for hedge accounting treatment. If the Company elects not to apply hedge accounting treatment, any changes in the fair value of these derivative instruments is recognized immediately in gains (losses) on derivative instruments in the consolidated statements of operations and comprehensive loss. If the derivative is designated and qualifies for hedge accounting treatment the change in the estimated fair value of the derivative is recorded in other comprehensive income (loss) to the extent that it is effective. Any ineffective portion of a derivative's change in fair value will be immediately recognized in earnings. |
Share-Based Compensation | Share-Based Compensation The Company has a stock-based incentive award plan for its directors, which is accounted for under the guidance for employee share based payments. The cost of services received in exchange for a stock award is measured at the grant date fair value of the award and the expense for such awards is included in general and administrative expenses and is recognized over the vesting period or when the requirements for exercise of the award have been met (see Note 12 — Share-Based Compensation). |
Income Taxes | Income Taxes The Company qualified to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the "Code"), beginning with the taxable year ending December 31, 2015. Commencing with such taxable year, the Company was organized to operate in such a manner as to qualify for taxation as a REIT under the Code. The Company intends to operate in such a manner to qualify for taxation as a REIT, but no assurance can be given that the Company will operate in a manner so as to qualify or remain qualified as a REIT. As a REIT, the Company generally will not be subject to federal corporate income tax, to the extent it distributes annually all of its REIT taxable earnings. REITs are subject to a number of other organizational and operational requirements. The Company conducts business in various states and municipalities within the United States, United Kingdom and continental Europe and, as a result, the Company or one of its subsidiaries file income tax returns in the United States federal jurisdiction and various state and certain foreign jurisdictions. As a result, the Company may be subject to certain federal, state, local and foreign taxes on our income and assets, including alternative minimum taxes, taxes on any undistributed income and state, local or foreign income, franchise, property and transfer taxes. Any of these taxes decrease Company's earnings and available cash. In addition, the Company's international assets and operations, including those designated as direct or indirect qualified REIT subsidiaries or other disregarded entities of a REIT, continue to be subject to taxation in the foreign jurisdictions where those assets are held or those operations are conducted. For the period from April 23, 2014 (date of inception) to December 31, 2014 , the Company was taxed as a C corporation, pursuant to which income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recorded for the future tax consequences attributable to differences between the financial statement carrying amounts and income tax basis of assets and liabilities and the expected benefits of utilizing net operating loss and tax credit carry-forwards, using expected tax rates in effect for each taxing jurisdiction in which the Company operates for the year in which those temporary differences are expected to be recovered or settled. The Company recognizes the financial statement effects of a tax position when it is more-likely-than-not, based on technical merits, that the position will be sustained upon examination. Because, the Company intends to elect and qualify to be taxed as a REIT commencing with the taxable year ended December 31, 2015 , it did not anticipate that any applicable deferred tax assets or liabilities will be realized. Significant judgment is required in determining our tax provision and in evaluating our tax positions. The Company establishes tax reserves based on a benefit recognition model, which the Company believes could result in a greater amount of benefit (and a lower amount of reserve) being initially recognized in certain circumstances. Provided that the tax position is deemed more likely than not of being sustained, the Company recognizes the largest amount of tax benefit that is greater than 50 percent likely of being ultimately realized upon settlement. The Company derecognizes the tax position when it is no longer more likely than not of being sustained. The Company recognizes deferred income taxes in certain of its subsidiaries taxable in the United States or in foreign jurisdictions. Deferred income taxes are generally the result of temporary differences (items that are treated differently for tax purposes than for U.S. GAAP purposes). In addition, deferred tax assets arise from unutilized tax net operating losses, generated in prior years. The Company provides a valuation allowance against its deferred income tax assets when it believes that it is more likely than not that all or some portion of the deferred income tax asset may not be realized. Whenever a change in circumstances causes a change in the estimated realizability of the related deferred income tax asset, the resulting increase or decrease in the valuation allowance is included in deferred income tax expense (benefit). The Company derives most of its REIT income from its real estate operations in Europe, which are subject to foreign taxes. The Company's real estate operations in the United States are generally not subject to federal tax, and accordingly, no provision has been made for U.S. federal income taxes in the consolidated financial statements for these operations. These operations may be subject to certain state, local, and foreign taxes, as applicable. • Basis differences between tax and U.S. GAAP for certain international real estate investments. For income tax purposes, in certain acquisitions, the Company assumes the seller’s basis, or the carry-over basis, in the acquired assets. The carry-over basis is typically lower than the purchase price, or the U.S. GAAP basis, resulting in a deferred tax liability with an offsetting increase to goodwill or the acquired tangible or intangible assets; • Timing differences generated by differences in the U.S. GAAP basis and the tax basis of assets such as those related to capitalized acquisition costs and depreciation expense; and • Tax net operating losses in certain subsidiaries, including those domiciled in foreign jurisdictions, that may be realized in future periods if the respective subsidiary generates sufficient taxable income. The Company’s current and deferred income tax benefit (provision) for the year ended December 31, 2015 was $(0.6) million and $2.7 million , respectively. The deferred tax assets included in the consolidated balance sheet is net of a valuation allowance in the amount of $(0.1) million as of December 31, 2015 . The Company recognizes current income taxes benefit for state and local income taxes and taxes incurred in its foreign jurisdictions. The Company's current income taxes benefit fluctuates from period to period based primarily on the timing of our taxable income. For the year ended December 31, 2015 the Company recognized an income taxes benefit of $2.2 million . Deferred income taxes benefit is generally a function of the period’s temporary differences and the utilization of net operating losses generated in prior years that had been previously recognized as deferred income tax assets from state and local taxes in the United States or in foreign jurisdictions. The amount of distributions payable to the Company's stockholders is determined by the board of directors and is dependent on a number of factors, including funds available for distributions, financial condition, capital expenditure requirements, as applicable, and annual distribution requirements needed to qualify and maintain the Company's status as a REIT under the Code. |
Foreign Currency Translation | Foreign Currency Translation The Company's reporting currency is the U.S. dollar. The functional currency of the Company's foreign operations is the applicable local currency for each foreign subsidiary. Assets and liabilities of foreign subsidiaries (including intercompany balances for which settlement is not anticipated in the foreseeable future) are translated at the spot rate in effect at the applicable reporting date. The amounts reported in the consolidated statements of operations and comprehensive loss are translated at the average exchange rates in effect during the applicable period. The resulting unrealized cumulative translation adjustment is recorded as a component of accumulated other comprehensive income (loss) in the consolidated statements of equity. |
Per Share Data | Per Share Data The Company calculates basic earnings per share by dividing net income (loss) for the period by weighted-average shares of its Common Stock outstanding for a respective period. Diluted income per share takes into account the effect of dilutive instruments, such as stock options and unvested restricted stock, but uses the average share price for the period in determining the number of incremental shares that are to be added to the weighted-average number of shares outstanding. |
Reportable Segments | Reportable Segments The Company has determined that it has one reportable segment, with activities related to investing in real estate. The Company’s investments in real estate generate rental revenue and other income through the leasing of properties, which comprise 100% of total consolidated revenues. Management evaluates the operating performance of the Company’s investments in real estate on an individual property level. The Company owns and invests in commercial properties principally in continental Europe, the United States and the United Kingdom, that are then leased to companies, primarily on a triple-net lease basis. The Company earns lease revenues from its wholly-owned real estate investments. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Adopted: In April 2014, FASB amended the requirements for reporting discontinued operations. Under the revised guidance, in addition to other disclosure requirements, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results when the component or group of components meets the criteria to be classified as held for sale, disposed of by sale or other than by sale. The Company has adopted the provisions of this guidance effective January 1, 2015, and has applied the provisions prospectively. The adoption of this guidance did not have a material impact on the Company's consolidated financial position, results of operations or cash flows. In August 2014, the FASB issued ASU 2014-15, Disclosures of Uncertainties about an Entities Ability to Continue as a Going Concern, which requires management to assess a company’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances. The assessment is required for each annual and interim reporting period. Management’s assessment should evaluate whether there are conditions or events that raise substantial doubt about the entity's ability to continue as a going concern. Substantial doubt is deemed to exist when it is probable that the company will be unable to meet its obligations within one year from the financial statement issuance date. If conditions or events give rise to substantial doubt about the entity's ability to continue as a going concern, the guidance requires management to disclose information that enables users of the financial statements to understand the conditions or events that raised the substantial doubt, management's evaluation of the significance of the conditions or events that led to the doubt, the entity’s ability to continue as a going concern and management’s plans that are intended to mitigate or that have mitigated the conditions or events that raised substantial doubt about the entity's ability to continue as a going concern. The guidance is effective for the annual period ending after December 15, 2016 and for annual and interim periods thereafter. The Company has elected to adopt the provisions of this guidance effective December 31, 2014, as early application is permitted. The adoption of this guidance did not have a material impact on the Company's consolidated financial position, results of operations or cash flows. Pending Adoption: In May 2014, FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) . Under the revised guidance, an entity is required to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The revised guidance allows entities to apply either a full retrospective or modified retrospective transition method upon adoption. In July 2015, the FASB finalized a one-year delay of the revised guidance, although entities will be allowed to early adopt the guidance as of the original effective date. The new guidance will be effective in the Company's 2018 fiscal year. The Company is currently evaluating the impact of the revised guidance on the consolidated financial statements and has not yet determined the method by which the Company will adopt the standard. In February 2015, the FASB issued ASU 2015-02 Consolidation (Topic 810) - Amendments to the Consolidation Analysis . The new guidance applies to entities in all industries and provides a new scope exception to registered money market funds and similar unregistered money market funds. It makes targeted amendments to the current consolidation guidance and ends the deferral granted to investment companies from applying the VIE guidance. The standard does not add or remove any of the characteristics that determine if an entity is a VIE. However, when decision-making over the entity’s most significant activities has been outsourced, the standard changes how a reporting entity assesses if the equity holders at risk lack decision making rights. Previously, the reporting entity would be required to determine if there is a single equity holder that is able to remove the outsourced decision maker that has a variable interest. The new standard requires that the reporting entity first consider the rights of all of the equity holders at risk. If the equity holders have certain rights that are deemed to give them the power to direct the entity’s most significant activities, then the entity does not have this VIE characteristic. The new standard also introduces a separate analysis specific to limited partnerships and similar entities for assessing if the equity holders at risk lack decision making rights. Limited partnerships and similar entities will be VIEs unless the limited partners hold substantive kick-out rights or participating rights. In order for such rights to be substantive, they must be exercisable by a simple majority vote (or less) of all of the partners (exclusive of the general partner and its related parties). A right to liquidate an entity is viewed as akin to a kick-out right. The guidance for limited partnerships under the voting model has been eliminated in conjunction with the introduction of this separate analysis, including the rebuttable presumption that a general partner unilaterally controls a limited partnership and should therefore consolidate it. A limited partner with a controlling financial interest obtained through substantive kick out rights would consolidate a limited partnership. The standard eliminates certain of the criteria that must be met for an outsourced decision maker or service provider’s fee arrangement to not be a variable interest. Under current guidance, a reporting entity first assesses whether it meets power and economics tests based solely on its own variable interests in the entity to determine if it is the primary beneficiary required to consolidate the VIE. Under the new standard, a reporting entity that meets the power test will also include indirect interests held through related parties on a proportionate basis to determine whether it meets the economics test and is the primary beneficiary on a standalone basis. The standard is effective for annual periods beginning after December 15, 2015. Early adoption is allowed, including in any interim period. The Company will adopt the new guidance in fiscal 2016 and believes the guidance will not have a material impact on its consolidated financial position, results of operations or cash flows. In April 2015, the FASB issued ASU 2015-03 Interest-Imputation of Interest (Subtopic 835-30). The guidance changes the presentation of debt issuance costs on the balance sheet. The amendments require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The revised guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. Early adoption is permitted for financial statements that have not previously been issued. If the Company decides to early adopt the revised guidance in an interim period, any adjustments will be reflected as of the beginning of the fiscal year that includes the interim period. The Company will adopt the new guidance in fiscal 2016 and believes the guidance will not have a material impact on its consolidated financial position, results of operations or cash flows. In August 2015, FASB issued ASU 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements, which amends ASC 835-30, Interest - Imputation of Interest . This update clarifies the presentation and subsequent measurement of debt issuance costs associated with lines of credit. These costs may be deferred and presented as an asset and subsequently amortized ratably over the term of the revolving debt arrangement. In September 2015, the FASB issued ASU 2015-16 Business Combination (Topic 805) . The guidance eliminates the requirement to adjust provisional amounts from a business combination and the related impact on earnings by restating prior period financial statements for measurement period adjustments. The new guidance requires that the cumulative impact of measurement period adjustments on current and prior periods, including the prior period impact on depreciation, amortization and other income statement items and their related tax effects, shall be recognized in the period the adjustment amount is determined. The cumulative adjustment would be reflected within the respective financial statement line items affected. The revised guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. The Company will adopt the new guidance in fiscal 2016 and believes the guidance will not have a material impact on its consolidated financial position, results of operations or cash flows. In January 2016, the FASB issued ASU 2016-01 Financial Instruments-Overall:Recognition and Measurement of Financial Assets and Financial Liabilities (Subtopic 825-10). The revised guidance amends the recognition and measurement of financial instruments. The new guidance significantly revises an entity’s accounting related to equity investments and the presentation of certain fair value changes for financial liabilities measured at fair value. Among other things, it also amends the presentation and disclosure requirements associated with the fair value of financial instruments. The revised guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is not permitted for most of the amendments in the update. The Company is currently evaluating the impact of the new guidance. In February 2016, the FASB issued ASU 2016-02 Leases (ASC 842), which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. The ASU is expected to impact the Company’s consolidated financial statements as the Company has certain operating and land lease arrangements for which it is the lessee. ASC 842 supersedes the previous leases standard, ASC 840 Leases. The standard is effective on January 1, 2019, with early adoption permitted. The Company is in the process of evaluating the impact of this new guidance. |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Finite-lived Intangible Assets Amortization Expense | Intangible assets and acquired lease liabilities consist of following: December 31, (In thousands) 2015 2014 Intangible assets: In-place leases, net of accumulated amortization of $3,905 and $0 at December 31, 2015 and 2014, respectively $ 73,392 $ 2,377 Above-market leases, net of accumulated amortization of $527 and $0 at December 31, 2015 and 2014, respectively 20,590 2,143 Below-market ground leases, net of accumulated amortization of $350 and $0 at December 31, 2015 and 2014, respectively 24,193 — Total intangible lease assets, net $ 118,175 $ 4,520 Intangible liabilities: Below-market leases, net of accumulated amortization of $186 and $0 at December 31, 2015 and 2014, respectively $ 3,749 $ — Total intangible lease liabilities, net $ 3,749 $ — |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The following table provides the weighted-average amortization and accretion periods as of December 31, 2015 for intangible assets and liabilities and the projected amortization expense and adjustments to rental revenues for the next five calendar years: (In thousands) Weighted-Average Amortization (Years) 2016 2017 2018 2019 2020 In-place leases 9.5 $ 7,943 $ 7,943 $ 7,943 $ 7,943 $ 7,943 Total to be included in depreciation and amortization $ 7,943 $ 7,943 $ 7,943 $ 7,943 $ 7,943 Above-market lease assets 8.9 $ 2,321 $ 2,321 $ 2,321 $ 2,321 $ 2,321 Below-market lease liabilities 11.1 (353 ) (353 ) (353 ) (353 ) (353 ) Total to be included in rental income $ 1,968 $ 1,968 $ 1,968 $ 1,968 $ 1,968 Below-market ground lease assets 34.5 $ 701 $ 701 $ 701 $ 701 $ 701 Total to be included in property operating expense $ 701 $ 701 $ 701 $ 701 $ 701 |
Schedule of Distributions from Tax Perspective | The following table details from a tax perspective, the portion of a distribution classified as return of capital and ordinary dividend income, per share per annum, for the year ended December 31, 2015 : (In thousands) Year Ended Return of capital $ 0.72 40.4 % Ordinary dividend income 1.06 59.6 % Total $ 1.78 100.0 % |
Schedule of Segment Reporting Information | The following tables present the geographic information (in thousands): Year Ended December 31, (In thousands) 2015 2014 Revenues: United States $ 1,668 $ — United Kingdom 3,468 — Continental Europe 16,512 20 Total $ 21,648 $ 20 As of December 31, (In thousands) 2015 2014 Investments in Real Estate: United States $ 28,390 $ — United Kingdom 243,685 — Continental Europe 331,200 33,460 Total $ 603,275 $ 33,460 |
Real Estate Investments (Tables
Real Estate Investments (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Real Estate [Abstract] | |
Schedule of real estate properties acquired | The following table reflects the number and related base purchase prices of properties acquired as of December 31, 2014 , and during the year ended December 31, 2015 : Number of Properties Base Purchase Price (1) (In thousands) As of December 31, 2014 2 $ 33,820 Twelve Months Ended December 31, 2015 14 586,094 Portfolio as of December 31, 2015 16 $ 619,914 ________________________________________________ (1) Contract purchase price, excluding acquisition related costs, based on the exchange rate at the time of purchase, where applicable. |
Schedule of Business Acquisitions, by Acquisition | The following table presents the allocation of assets acquired and liabilities assumed during the year ended December 31, 2015 and the period from April 23, 2014 (date of inception) to December 31, 2014 based on contract purchase price, excluding acquisition related costs, based on the exchange rate at the time of purchase. (Dollar amounts in thousands) Year Ended Period from April 23, 2014 (date of inception) to December 31, 2014 Real estate investments, at cost: Land $ 77,320 $ 5,327 Buildings, fixtures and improvements 390,514 23,924 Total tangible assets 467,834 29,251 Acquired intangibles: In-place leases 77,237 2,403 Above market lease assets 19,848 2,166 Below market lease liabilities (4,032 ) — Ground lease intangible assets (1) 25,207 — Total assets acquired, net 586,094 33,820 Mortgage notes payable used to acquire real estate investments (336,603 ) (17,323 ) Credit facilities payable used to acquire real estate investments (17,256 ) — Mezzanine loans payable used to acquire real estate investments — — Cash paid for acquired real estate investments $ 232,235 $ 16,497 Number of properties purchased 14 2 ________________________________________________ (1) Ground lease intangible assets is for one ground lease which is related to ING Amsterdam property which is prepaid through 2050. |
Business Acquisition, Pro Forma Information | The following table presents unaudited pro forma information as if the acquisitions during the year ended December 31, 2015 , had been consummated on April 23, 2014 (date of inception). Additionally, the unaudited pro forma net income (loss) was adjusted to exclude acquisition and transaction related expense of $41.7 million for the year ended December 31, 2015 and pushed back to the period from April 23, 2014 (date of inception) to December 31, 2014 . Such acquisition and transaction related expenses have been reflected in the period from April 23, 2014 (date of inception) to December 31, 2014 as if such acquisitions costs had been consummated on April 23, 2014 . Year Ended Period from April 23, 2014 (date of inception) to December 31, 2014 (In thousands) December 31, 2015 Pro forma revenues $ 52,147 $ 36,688 Pro forma net income (loss) $ 736 $ (8,382 ) Basic and diluted net income (loss) per share $ 0.09 $ (6.46 ) |
Schedule of Future Minimum Rental Payments for Operating Leases | The following table presents future minimum base rent payments on a cash basis due to the Company over the next five calendar years and thereafter. These amounts exclude contingent rent payments, as applicable, that may be collected from certain tenants based on provisions related to sales thresholds and increases in annual rent based on exceeding certain economic indexes among other items. These amounts also exclude recoveries from tenants for certain expenses such as real estate taxes and insurance. (In thousands) Future Minimum Base Rental Payments 2016 $ 46,013 2017 46,532 2018 49,168 2019 49,836 2020 50,784 Thereafter 195,193 $ 437,526 |
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 properties on a straight-line basis as of December 31, 2015 : December 31, Tenant 2015 2014 Auchan * 59.5% Foster Wheeler 25.2% —% Harper Collins 15.4% —% ING Amsterdam 17.1% —% Pole Emploi * 40.5% Sagemcom 10.9% —% ___________________________________________ * Tenant's annualized rental income on a straight-line basis was not greater than 10% of total annualized rental income for all portfolio properties as of the period specified. |
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas | The following table lists the countries where the Company has concentrations of properties where annualized rental income on a straight-line basis represented greater than 10% of consolidated annualized rental income on a straight-line basis as of December 31, 2015 and 2014 . December 31, Country 2015 2014 France 24.2% 100% Luxembourg 9.5% —% The Netherlands 17.1% —% United Kingdom 42.7% —% |
Mortgage Notes Payable (Tables)
Mortgage Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | December 31, 2015 and 2014 consisted of the following: Country Portfolio Encumbered Properties Outstanding Loan Amount (1) Effective Interest Rate Interest Rate Maturity December 31, 2015 December 31, 2014 (In thousands) France: Auchan 1 $ 9,053 $ 10,089 1.7% (2) Fixed Dec. 2019 Pole Emploi 1 6,326 7,050 1.7% (2) Fixed Dec. 2019 Sagemcom 1 39,156 — 1.7% (2) Fixed Dec. 2019 Worldline 1 5,453 — 1.9% (2) Fixed Jul. 2020 DCNS 1 10,362 — 1.5% (2) Fixed Dec. 2020 Luxembourg: DB Luxembourg (primary mortgage loan) (3) 1 39,265 — 1.4% (2) Fixed May 2020 DB Luxembourg (secondary mortgage loan) (3) 24,094 — 9.1% Fixed May 2017 The Netherlands: ING Amsterdam 1 47,991 — 1.7% (2) Fixed Jun. 2020 Total EUR denominated 7 181,700 17,139 United Kingdom: Foster Wheeler 1 58,180 — 2.7% (2) Fixed Oct. 2018 Harper Collins 1 41,562 — 3.4% (2) Fixed Oct. 2019 Total GBP denominated 2 99,742 — Total 9 $ 281,442 $ 17,139 2.7% _____________________________ (1) Movements in principal balances are primarily related to changes in exchange rates. (2) Fixed as a result of entering into an interest rate swap agreement. (3) The DB Luxembourg property is encumbered by a mortgage and a second mortgage loan, each pursuant to the same loan agreement. |
Schedule of Maturities of Long-term Debt | The following table summarizes the scheduled aggregate principal payments on the mortgage notes payable subsequent to December 31, 2015 : (In thousands) Future Principal Payments 2016 $ — 2017 24,094 2018 58,180 2019 96,097 2020 103,071 Thereafter — $ 281,442 |
Fair Value of Financial Instr27
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Liabilities Measured on Recurring Basis | The following table presents information about the Company's assets and liabilities (including derivatives that are presented net) measured at fair value on a recurring basis as of December 31, 2015 and 2014 , aggregated by the level in the fair value hierarchy within which those instruments fall. (In thousands) Level 1 Level 2 Level 3 Total December 31, 2015 Cross currency swaps, net (GBP & EUR) $ — $ 7,408 $ — $ 7,408 Interest rate swaps, net (GBP & EUR) $ — $ (1,726 ) $ — $ (1,726 ) Foreign currency forwards, net (GBP & EUR) $ — $ 556 $ — $ 556 December 31, 2014 Cross currency swaps, net (EUR) $ — $ 250 $ — $ 250 Interest rate swaps, net (EUR) $ — $ (86 ) $ — $ (86 ) |
Fair Value, by Balance Sheet Grouping | The fair values of the Company's remaining financial instruments that are not reported at fair value on the consolidated balance sheets are reported below. Carrying Amount Fair Value Carrying Amount Fair Value (In thousands) Level December 31, December 31, December 31, December 31, Mortgage notes payable 3 $ 281,442 $ 286,547 $ 17,139 $ 16,983 Credit Facility (1) 3 $ 28,630 $ 28,630 $ — $ — Mezzanine Facility 3 $ 136,777 $ 136,777 $ — $ — _____________________________ (1) On March 11, 2016, the Company terminated and repaid all outstanding amounts under the Credit Facility in full. As more fully described in Note 7 , certain of the Credit Facility advances and Mezzanine Facility are denominated in Euro and British Pounds. All of the foreign currency advances under the Credit Facility, as of December 31, 2015 were designated as net investment hedges and measured at fair value through other comprehensive income as part of the cumulative translation adjustment. |
Derivatives and Hedging Activ28
Derivatives and Hedging Activities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The table below presents the fair value of the Company's derivative financial instruments as well as their classification on the Balance Sheets as of December 31, 2015 and 2014 : December 31, (In thousands) Balance Sheet Location 2015 2014 Derivatives designated as hedging instruments: Cross currency swaps (EUR-USD) Derivative assets, at fair value $ 3,632 $ 250 Cross currency swaps (GBP-USD) Derivative assets, at fair value 3,776 — Foreign currency forwards (EUR-USD) Derivative assets, at fair value 490 — Interest rate swaps (GBP) Derivative assets, at fair value 190 — Interest rate swaps (GBP) Derivative liabilities, at fair value (166 ) — Interest rate swaps (EUR) Derivative liabilities, at fair value (1,751 ) (86 ) Total $ 6,171 $ 164 Derivatives not designated as hedging instruments: Foreign currency forwards (GBP-USD) Derivative assets, at fair value $ 55 $ — Foreign currency forwards (EUR-USD) Derivative assets, at fair value 22 — Foreign currency forwards (EUR-USD) Derivative liabilities, at fair value (10 ) — Total $ 67 $ — |
Offsetting Assets | The table below presents a gross presentation, the effects of offsetting, and a net presentation of the Company's derivatives as of December 31, 2015 and 2014 . The net amounts of derivative assets or liabilities can be reconciled to the tabular disclosure of fair value. The tabular disclosure of fair value provides the location that derivative assets and liabilities are presented on the accompanying consolidated balance sheets. Gross Amounts Not Offset on the Balance Sheet Derivatives (In thousands) Gross Amounts of Recognized Assets Gross Amounts of Recognized (Liabilities) Gross Amounts Offset on the Balance Sheet Net Amounts of Assets (Liabilities) presented on the Balance Sheet Financial Instruments Cash Collateral Received (Posted) Net Amount December 31, 2015 $ 8,165 $ (1,927 ) $ — $ 6,238 $ — $ — $ 6,238 December 31, 2014 $ 250 $ (86 ) $ — $ 164 $ — $ — $ 164 |
Derivative Instruments, Gain (Loss) | The table below details the location in the financial statements of the gain or loss recognized on interest rate derivatives designated as cash flow hedges for the years ended December 31, 2015 and 2014 : (In thousands) December 31, December 31, Amount of gain recognized in accumulated other comprehensive income (loss) from derivatives (effective portion) $ 6,688 $ 189 Amount of loss reclassified from accumulated other comprehensive income (loss) into income as interest expense (effective portion) $ (549 ) $ — Amount of loss recognized in income on derivative instruments (ineffective portion, reclassifications of missed forecasted transactions and amounts excluded from effectiveness testing) $ (251 ) $ — |
Schedule of Interest Rate Derivatives | As of December 31, 2015 and 2014 the Company had the following outstanding interest rate derivatives that were designated as a cash flow hedges of interest rate risk: December 31, 2015 December 31, 2014 Derivatives Number of Instruments Notional Amount Number of Instruments Notional Amount (In thousands) (In thousands) Interest rate swaps (EUR) 8 $ 169,604 2 $ 17,139 Interest rate swaps (GBP) 3 116,374 — — Total 11 $ 285,978 2 $ 17,139 |
Schedule of Derivative Instruments | As of December 31, 2015 and 2014 the Company had the following outstanding foreign currency derivatives that were used to hedge its net investments in foreign operations: December 31, 2015 December 31, 2014 Derivatives Number of Instruments Notional Amount Number of Instruments Notional Amount (In thousands) (In thousands) Cross currency swaps (EUR-USD) 4 $ 53,998 1 $ 16,321 Cross currency swaps (GBP-USD) 1 72,725 — — Foreign currency forwards (EUR-USD) 1 10,100 — — Total 6 $ 136,823 1 $ 16,321 |
Schedule of Notional Amounts of Outstanding Derivative Positions | As of December 31, 2015 and 2014 , the Company had the following outstanding derivatives that were not designated as hedges under qualifying hedging relationships. December 31, 2015 December 31, 2014 Derivatives Number of Instruments Notional Amount Number of Instruments Notional Amount (In thousands) (In thousands) Foreign currency forwards (GBP-USD) 9 $ 1,044 — $ — Foreign currency forwards (EUR-USD) 12 2,136 — — Total 21 $ 3,180 — $ — |
Common Stock (Tables)
Common Stock (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Schedule of Share Repurchases | Shares purchased under the Amended and Restated SRP will have the status of authorized but unissued shares. The following table reflects the cumulative number of common shares repurchased as of December 31, 2014 and 2015 : Number of Shares Repurchased Weighted Average Price per Share Cumulative repurchases as of December 31, 2014 — $ — Three Months Ended September 30, 2015 10,607 23.19 Three Months Ended December 31, 2015 (1) 6,709 24.90 Cumulative repurchases as of December 31, 2015 17,316 $ 23.85 _____________________________ (1) All repurchase requests were completed. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
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 and due to the Former Dealer Manager as of and for the periods presented: Year Ended December 31, 2015 For the Period from April 23, 2014 (date of inception) to December 31, 2014 Payable as of December 31, (In thousands) 2015 2014 Total commissions and fees from Former Dealer Manager $ 24,003 $ 2,978 $ — $ 89 |
Schedule of Offering Costs Reimbursements to Related Party | The following table details offering costs and reimbursements incurred and due to the Advisor and Former Dealer Manager as of and for the periods presented: Year Ended December 31, 2015 For the Period from April 23, 2014 (date of inception) to December 31, 2014 Payable as of December 31, (In thousands) 2015 2014 Fees and expense reimbursements from the Advisor and Former Dealer Manager $ 7,838 $ 1,268 $ 283 $ 1,268 |
Schedule of Amount Contractually Due and Forgiven in Connection With Operation Related Services | The following table details amounts incurred, forgiven and payable to related parties in connection with the operations-related services described above as of and for the periods presented: Year Ended December 31, 2015 Period from April 23, 2014 (date of inception) to December 31, 2014 Payable as of December 31, (In thousands) Incurred Forgiven Incurred Forgiven 2015 2014 One-time fees and reimbursements: Acquisition fees and related cost reimbursements (1) $ 11,877 $ — $ 676 $ — $ — $ — Financing coordination fees (2) 4,302 — 130 — — — Other expense reimbursements (3) 562 — — — — — Ongoing fees: Property management and leasing fees (4) 390 34 1 1 24 — Distributions on Class B units (5) 45 — — — 20 — Total related party operational fees and reimbursements $ 17,176 $ 34 $ 807 $ 1 $ 44 $ — ___________________________________________________________________________ (1) These affiliated fees are recorded within acquisition and transaction related costs on the consolidated statements of operations and comprehensive loss. (2) These affiliated costs are recorded as deferred financing costs and amortized over the term of the respective financing arrangement. (3) These affiliated costs are recorded within operating fees to affiliates in the consolidated statements of operations and comprehensive loss for the year ended December 31, 2015 . (4) The Advisor waived 100% of fees from U.S. assets and its allocated portion of 50% of fees from European assets through August 31, 2015. No such fees were waived effective September 1, 2015. (5) Balance included in general and administrative expenses in the consolidated statements of operations and comprehensive loss for the year ended December 31, 2015 . |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Activity | The following table reflects restricted share award activity for the year ended December 31, 2015 and during the period from April 23, 2014 (date of inception) to December 31, 2014 . Number of Restricted Shares Weighted-Average Issue Price April 23, 2014 (date of inception) — $ — Granted 2,666 22.50 Unvested, December 31, 2014 2,666 22.50 Granted 6,665 22.50 Vested (267 ) 22.50 Forfeitures (1,333 ) 22.50 Unvested, December 31, 2015 7,731 $ 22.50 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [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: (In thousands, except share and per share data) Year Ended December 31, 2015 Period from April 23, 2014 (date of inception) to December 31, 2014 Net loss $ (44,515 ) $ (2,454 ) Basic and diluted net loss per share $ (5.59 ) $ (3.58 ) Basic and diluted weighted average shares outstanding 7,958,663 684,769 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The Company had the following common share equivalents as of December 31, 2015 , and 2014 , which were excluded from the calculation of diluted earnings per share attributable to stockholders as the effect would have been antidilutive. The Class B units are subject to performance vesting conditions which have not been met and, accordingly, are not included in the computation of dilutive earnings per share. Year Ended December 31, 2015 2014 Unvested restricted stock 7,731 2,666 OP Units 90 90 Class B units 70,492 — Total common share equivalents 78,313 2,756 |
Quarterly Results (Unaudited) (
Quarterly Results (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | Presented below is a summary of the unaudited quarterly financial information for the year ended December 31, 2015 , and for the period from April 23, 2014 (date of inception) to December 31, 2014 : In thousands, except share and per share data) Quarters Ended 2015 March 31, June 30, September 30, December 31, Total revenues $ 1,220 $ 3,284 $ 6,904 $ 10,240 Net loss $ (8,219 ) $ (14,790 ) $ (51 ) $ (21,455 ) Basic and diluted weighted average shares outstanding 2,430,444 6,773,666 10,484,259 12,013,225 Basic and diluted net loss per share $ (3.38 ) $ (2.18 ) $ 0.00 $ (1.79 ) In thousands, except share and per share data) Period from April 23, 2014 (date of inception) to June 30, 2014 Quarters Ended 2014 September 30, 2014 December 31, 2014 Total revenues $ — $ — $ 20 Net loss (20 ) $ (156 ) $ (2,278 ) Basic and diluted weighted average shares outstanding — — 684,769 Basic and diluted net loss per share NM NM $ (3.33 ) _____________________________ NM - not meaningful |
Organization - Narrative (Detai
Organization - Narrative (Details) $ / shares in Units, ft² in Millions | 12 Months Ended | |||
Dec. 31, 2015USD ($)ft²property$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Aug. 26, 2014$ / sharesshares | May. 28, 2014USD ($)$ / sharesshares | |
Operations [Line Items] | ||||
Common stock registered (shares) | 300,000,000 | 300,000,000 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |
Share price (in dollars per share) | $ / shares | $ 22.50 | |||
Common stock, outstanding (shares) | 12,242,127 | 1,297,355 | ||
Proceeds from issuance of common stock and DRIP | $ | $ 302,700,000 | $ 32,200,000 | ||
Number of real estate properties (property) | property | 16 | |||
Area of real estate property (sqft) | ft² | 4.2 | |||
Occupancy rate (percent) | 99.90% | |||
Weighted average remaining lease term (years) | 9 years | |||
Units of limited partner interest in OP (in shares) | 90 | |||
Special Limited Partner | ||||
Operations [Line Items] | ||||
Common stock outstanding | $ | $ 200,000 | |||
Limited partners' contributed capital | $ | $ 2,020 | |||
Europe | ||||
Operations [Line Items] | ||||
Property concentration percentage (percent) | 50.00% | |||
United States | ||||
Operations [Line Items] | ||||
Property concentration percentage (percent) | 4.50% | |||
Europe | ||||
Operations [Line Items] | ||||
Property concentration percentage (percent) | 95.50% | |||
IPO | ||||
Operations [Line Items] | ||||
Common stock registered (shares) | 3,125,000,000 | 125,000,000 | ||
DRIP | ||||
Operations [Line Items] | ||||
Common stock registered (shares) | 1,300,000 | |||
Common Stock | ||||
Operations [Line Items] | ||||
Share price (in dollars per share) | $ / shares | $ 25 | |||
Shares available for issuance under a distribution reinvestment plan (in shares) | 26,300,000 | |||
Common Stock | Special Limited Partner | ||||
Operations [Line Items] | ||||
Share price (in dollars per share) | $ / shares | $ 22.50 | |||
Common stock, outstanding (shares) | 8,888 | |||
Common Stock | Maximum | ||||
Operations [Line Items] | ||||
Share price (in dollars per share) | $ / shares | $ 25 | |||
DRIP share price (in dollars per share) | $ / shares | $ 23.75 |
Summary of Significant Accoun35
Summary of Significant Accounting Policies - Narrative (Details) $ / shares in Units, ft² in Millions | Jan. 26, 2016 | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 31, 2015USD ($)ft²tenantsegmentproperty$ / sharesshares | Aug. 26, 2014$ / shares | Apr. 22, 2014USD ($) |
Equity, Class of Treasury Stock [Line Items] | |||||
Sale of securities, offering period (years) | 2 years | ||||
Sale of securities, potential extension period (years) | 1 year | ||||
Straight line rent receivable | $ 0 | $ 700,000 | |||
Unbilled rental revenue | 0 | $ 800,000 | |||
Useful life, buildings (years) | 40 years | ||||
Land improvements, useful life (years) | 15 years | ||||
Fixtures, useful life (years) | 5 years | ||||
Cash and cash equivalents | 1,286,000 | $ 22,735,000 | $ 0 | ||
Uninsured cash amount, FDIC | 4,300,000 | ||||
Uninsured cash amount, FSCS | 6,400,000 | ||||
Uninsured cash amount, European deposit insurance companies | 9,100,000 | ||||
Restricted cash | $ 0 | $ 23,615,000 | |||
Short term trading fee percentage | 2.00% | ||||
Common stock, authorized (shares) | shares | 300,000,000 | 300,000,000 | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||
Common stock issued through distribution reinvestment plan | $ 28,072 | $ 5,585,000 | |||
Current income tax expense (benefit) | 600,000 | ||||
Deferred income tax expense (benefit) | (2,700,000) | ||||
Valuation allowance | (100,000) | ||||
Income tax expense (benefit) | $ 0 | $ (2,201,000) | |||
Number of reportable segments | segment | 1 | ||||
Number of real estate properties (property) | property | 16 | ||||
Number of tenants | tenant | 14 | ||||
Occupancy rate (percent) | 99.90% | ||||
Area of real estate property (sqft) | ft² | 4.2 | ||||
Minimum | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Lease up period (in month) | 12 months | ||||
Maximum | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Liability for initial public offering costs (percent) | 2.00% | ||||
Percentage of gross proceeds (percent) | 15.00% | ||||
Common Stock | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Common stock issued through distribution reinvestment plan (in shares) | shares | 1,182 | 235,189 | |||
Common stock issued through distribution reinvestment plan | $ 2,000 | ||||
United States and France | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Uninsured cash amount, FDIC | $ 800,000 | ||||
Subsequent Event | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Maximum repurchase percent per year | 5.00% | ||||
Maximum repurchase percent per fiscal semester | 2.50% | ||||
Subsequent Event | One-year | Maximum | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Share repurchase price, of capital paid (as a percentage) | 92.50% | ||||
Subsequent Event | Two-years | Maximum | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Share repurchase price, of capital paid (as a percentage) | 95.00% | ||||
Subsequent Event | Three-years | Maximum | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Share repurchase price, of capital paid (as a percentage) | 97.50% | ||||
Subsequent Event | Four-years | Maximum | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Share repurchase price, of capital paid (as a percentage) | 100.00% |
Summary of Significant Accoun36
Summary of Significant Accounting Policies - Finite-lived Intangible Assets Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accounting Policies [Abstract] | ||
In-place leases, net of accumulated amortization of $3,905 and $0 at December 31, 2015 and 2014, respectively | $ 73,392 | $ 2,377 |
Above-market leases, net of accumulated amortization of $527 and $0 at December 31, 2015 and 2014, respectively | 20,590 | 2,143 |
Below-market ground leases, net of accumulated amortization of $350 and $0 at December 31, 2015 and 2014, respectively | 24,193 | 0 |
Total intangible lease assets, net | 118,175 | 4,520 |
Below-market leases, net of accumulated amortization of $186 and $0 at December 31, 2015 and 2014, respectively | 3,749 | 0 |
Total intangible lease liabilities, net | 3,749 | 0 |
In-place lease, accumulated amortization | 3,905 | 0 |
Above-market lease, accumulated amortization | 527 | 0 |
Below market ground leases, accumulated amortization | 350 | 0 |
Below market lease, accumulated amortization | $ 186 | $ 0 |
Summary of Significant Accoun37
Summary of Significant Accounting Policies - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) - USD ($) $ in Thousands | 8 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | $ 0 | $ 3,959 |
Depreciation, Depletion and Amortization | In-place leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization (Years) | 9 years 5 months 23 days | |
Depreciation, Depletion and Amortization | 2016 | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | $ 7,943 | |
Depreciation, Depletion and Amortization | 2016 | In-place leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 7,943 | |
Depreciation, Depletion and Amortization | 2017 | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 7,943 | |
Depreciation, Depletion and Amortization | 2017 | In-place leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 7,943 | |
Depreciation, Depletion and Amortization | 2018 | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 7,943 | |
Depreciation, Depletion and Amortization | 2018 | In-place leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 7,943 | |
Depreciation, Depletion and Amortization | 2019 | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 7,943 | |
Depreciation, Depletion and Amortization | 2019 | In-place leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 7,943 | |
Depreciation, Depletion and Amortization | 2020 | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 7,943 | |
Depreciation, Depletion and Amortization | 2020 | In-place leases | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | $ 7,943 | |
Operating Leases, Income Statement, Lease Revenue | Above-market lease assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization (Years) | 8 years 10 months 29 days | |
Operating Leases, Income Statement, Lease Revenue | Below market lease liabilities | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization (Years) | 11 years 1 month 20 days | |
Operating Leases, Income Statement, Lease Revenue | 2016 | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | $ 1,968 | |
Operating Leases, Income Statement, Lease Revenue | 2016 | Above-market lease assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 2,321 | |
Operating Leases, Income Statement, Lease Revenue | 2016 | Below market lease liabilities | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | (353) | |
Operating Leases, Income Statement, Lease Revenue | 2017 | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 1,968 | |
Operating Leases, Income Statement, Lease Revenue | 2017 | Above-market lease assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 2,321 | |
Operating Leases, Income Statement, Lease Revenue | 2017 | Below market lease liabilities | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | (353) | |
Operating Leases, Income Statement, Lease Revenue | 2018 | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 1,968 | |
Operating Leases, Income Statement, Lease Revenue | 2018 | Above-market lease assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 2,321 | |
Operating Leases, Income Statement, Lease Revenue | 2018 | Below market lease liabilities | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | (353) | |
Operating Leases, Income Statement, Lease Revenue | 2019 | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 1,968 | |
Operating Leases, Income Statement, Lease Revenue | 2019 | Above-market lease assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 2,321 | |
Operating Leases, Income Statement, Lease Revenue | 2019 | Below market lease liabilities | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | (353) | |
Operating Leases, Income Statement, Lease Revenue | 2020 | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 1,968 | |
Operating Leases, Income Statement, Lease Revenue | 2020 | Above-market lease assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 2,321 | |
Operating Leases, Income Statement, Lease Revenue | 2020 | Below market lease liabilities | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | $ (353) | |
Direct Costs of Leased and Rented Property or Equipment | Below-market lease liabilities | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization (Years) | 34 years 5 months 20 days | |
Direct Costs of Leased and Rented Property or Equipment | 2016 | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | $ 701 | |
Direct Costs of Leased and Rented Property or Equipment | 2016 | Below-market lease liabilities | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 701 | |
Direct Costs of Leased and Rented Property or Equipment | 2017 | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 701 | |
Direct Costs of Leased and Rented Property or Equipment | 2017 | Below-market lease liabilities | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 701 | |
Direct Costs of Leased and Rented Property or Equipment | 2018 | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 701 | |
Direct Costs of Leased and Rented Property or Equipment | 2018 | Below-market lease liabilities | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 701 | |
Direct Costs of Leased and Rented Property or Equipment | 2019 | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 701 | |
Direct Costs of Leased and Rented Property or Equipment | 2019 | Below-market lease liabilities | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 701 | |
Direct Costs of Leased and Rented Property or Equipment | 2020 | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | 701 | |
Direct Costs of Leased and Rented Property or Equipment | 2020 | Below-market lease liabilities | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangibles | $ 701 |
Summary of Significant Accoun38
Summary of Significant Accounting Policies - Schedule of Distributions From Tax Perspective (Details) | 12 Months Ended |
Dec. 31, 2015$ / shares | |
Accounting Policies [Abstract] | |
Return of capital (in dollars per share) | $ 0.72 |
Ordinary dividend income (in dollars per share) | 1.06 |
Total distribution (in dollars per share) | $ 1.78 |
Return of capital (percent) | 40.40% |
Ordinary dividend income (percent) | 59.60% |
Total distribution (percent) | 100.00% |
Summary of Significant Accoun39
Summary of Significant Accounting Policies - Schedule of Segment Reporting Information (Details) - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | 8 Months Ended | 12 Months Ended | |||||
Jun. 30, 2014 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||||||
Total revenues | $ 0 | $ 10,240 | $ 6,904 | $ 3,284 | $ 1,220 | $ 20 | $ 0 | $ 20 | $ 21,648 |
Investments in Real Estate: | 603,275 | 33,460 | 33,460 | 603,275 | |||||
United States | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Total revenues | 0 | 1,668 | |||||||
Investments in Real Estate: | 28,390 | 0 | 0 | 28,390 | |||||
United Kingdom | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Total revenues | 0 | 3,468 | |||||||
Investments in Real Estate: | 243,685 | 0 | 0 | 243,685 | |||||
Continental Europe | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Total revenues | 20 | 16,512 | |||||||
Investments in Real Estate: | $ 331,200 | $ 33,460 | $ 33,460 | $ 331,200 |
Real Estate Investments - Numbe
Real Estate Investments - Number and Purchase Price of Properties Acquired (Details) $ in Thousands | 8 Months Ended | 12 Months Ended | |
Dec. 31, 2014USD ($)property | Dec. 31, 2015USD ($)property | Dec. 31, 2014USD ($)property | |
Property Acquisition [Roll Forward] | |||
Number of properties purchased (property) | property | 2 | 14 | 14 |
Number of real estate properties (property) | property | 16 | ||
Aggregate purchase price | $ 33,820 | ||
Aggregate purchase price, acquisitions | 586,094 | ||
Aggregate purchase price | $ 33,820 | $ 619,914 | $ 33,820 |
Real Estate Investments - Sched
Real Estate Investments - Schedule of Business Acquisitions, by Acquisition (Details) $ in Thousands | 8 Months Ended | 12 Months Ended | |
Dec. 31, 2014USD ($)property | Dec. 31, 2015property | Dec. 31, 2014USD ($)property | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Land | $ 5,327 | $ 77,320 | |
Buildings, fixtures and improvements | 23,924 | 390,514 | |
Total tangible assets | 29,251 | 467,834 | |
Total assets acquired, net | 33,820 | 586,094 | |
Mortgage notes payable used to acquire real estate investments | (17,323) | (336,603) | |
Mezzanine loans payable used to acquire real estate investments | 0 | 0 | |
Cash paid for acquired real estate investments | $ 16,497 | $ 232,235 | |
Number of properties purchased (property) | property | 2 | 14 | 14 |
Credit Facility | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Credit facilities payable used to acquire real estate investments | $ 0 | $ (17,256) | |
In-place leases | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Acquired intangibles | 2,403 | 77,237 | |
Above market lease assets | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Acquired intangibles | 2,166 | 19,848 | |
Below market lease liabilities | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Acquired intangibles | 0 | (4,032) | |
Ground lease intangible assets | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Acquired intangibles | $ 0 | $ 25,207 |
Real Estate Investments - Busin
Real Estate Investments - Business Acquisition, Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 8 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Real Estate [Abstract] | ||
Pro forma revenues | $ 36,688 | $ 52,147 |
Pro forma net income (loss) | $ (8,382) | $ 736 |
Basic and diluted net loss per share (in dollars per share) | $ (6.46) | $ 0.09 |
Real Estate Investments - Sch43
Real Estate Investments - Schedule of Future Minimum Rental Payments for Operating Leases (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Real Estate [Abstract] | |
2,016 | $ 46,013 |
2,017 | 46,532 |
2,018 | 49,168 |
2,019 | 49,836 |
2,020 | 50,784 |
Thereafter | 195,193 |
Total | $ 437,526 |
Real Estate Investments - Sch44
Real Estate Investments - Schedule of Annualized Rental Income by Major Tenants (Details) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Auchan | ||
Revenue, Major Customer [Line Items] | ||
Concentration risk percentage | 59.50% | |
Foster Wheeler | ||
Revenue, Major Customer [Line Items] | ||
Concentration risk percentage | 25.20% | 0.00% |
Harper Collins | ||
Revenue, Major Customer [Line Items] | ||
Concentration risk percentage | 15.40% | 0.00% |
ING Amsterdam | ||
Revenue, Major Customer [Line Items] | ||
Concentration risk percentage | 17.10% | 0.00% |
Pole Emploi | ||
Revenue, Major Customer [Line Items] | ||
Concentration risk percentage | 40.50% | |
Sagemcom | ||
Revenue, Major Customer [Line Items] | ||
Concentration risk percentage | 10.90% | 0.00% |
Real Estate Investments - Sch45
Real Estate Investments - Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas (Details) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
France | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Entity-wide revenue, major state percentage | 24.20% | 100.00% |
Luxembourg | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Entity-wide revenue, major state percentage | 9.50% | 0.00% |
The Netherlands | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Entity-wide revenue, major state percentage | 17.10% | 0.00% |
United Kingdom | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Entity-wide revenue, major state percentage | 42.70% | 0.00% |
Real Estate Investments - Narra
Real Estate Investments - Narrative (Details) - USD ($) $ in Thousands | 8 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Real Estate [Abstract] | ||
Acquisition and transaction related | $ 1,918 | $ 41,699 |
Aggregate deposits as closing consideration | $ (2,000) |
Revolving Credit Borrowings (De
Revolving Credit Borrowings (Details) € in Millions, £ in Millions | Jan. 28, 2015USD ($) | Dec. 31, 2015EUR (€) | Dec. 31, 2015USD ($) | Dec. 31, 2015GBP (£) | Nov. 13, 2015EUR (€) | Dec. 31, 2014USD ($) |
Line of Credit Facility [Line Items] | ||||||
Mezzanine facility | $ 136,777,000 | $ 0 | ||||
Unencumbered assets | 28,100,000 | |||||
Credit Facility | Fair Value | Level 3 | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt fair value | 28,630,000 | 0 | ||||
Mortgage notes payable | Mezzanine Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum borrowings under Mezzanine Facility | € | € 128 | |||||
Interest rate (percent) | 8.25% | |||||
Leverage percent | 82.50% | |||||
Leverage percent of net purchase price of collateral properties to raise interest rate | 77.50% | |||||
Increased interest rate (percent) | 8.50% | |||||
Mezzanine facility | € 72.6 | 136,800,000 | £ 38.9 | |||
Unused borrowing capacity | 2,800,000 | |||||
Mortgage notes payable | Fair Value | Level 3 | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt fair value | 286,547,000 | 16,983,000 | ||||
Mortgage notes payable | Fair Value | Level 3 | Mezzanine Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Debt fair value | $ 136,777,000 | $ 0 | ||||
Barclays Bank PLC | Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum borrowing capacity (up to) | $ 100,000,000 | |||||
Weighted average interest rate (percent) | 2.40% | 2.40% | 2.40% | |||
Barclays Bank PLC | Credit Facility | Alternate Base Rate | ||||||
Line of Credit Facility [Line Items] | ||||||
Late payment penalty (percent) | 2.00% | |||||
Barclays Bank PLC | Credit Facility | Alternate Base Rate | Minimum | ||||||
Line of Credit Facility [Line Items] | ||||||
Interest rate (percent) | 0.50% | |||||
Barclays Bank PLC | Credit Facility | Alternate Base Rate | Maximum | ||||||
Line of Credit Facility [Line Items] | ||||||
Interest rate (percent) | 1.10% | |||||
Barclays Bank PLC | Credit Facility | Adjusted LIBOR | ||||||
Line of Credit Facility [Line Items] | ||||||
Interest rate (percent) | 1.00% | |||||
Barclays Bank PLC | Credit Facility | Adjusted LIBOR | Minimum | ||||||
Line of Credit Facility [Line Items] | ||||||
Interest rate (percent) | 1.50% | |||||
Barclays Bank PLC | Credit Facility | Adjusted LIBOR | Maximum | ||||||
Line of Credit Facility [Line Items] | ||||||
Interest rate (percent) | 2.10% | |||||
Barclays Bank PLC | Credit Facility | Adjusted EURIBOR | Minimum | ||||||
Line of Credit Facility [Line Items] | ||||||
Interest rate (percent) | 1.50% | |||||
Barclays Bank PLC | Credit Facility | Adjusted EURIBOR | Maximum | ||||||
Line of Credit Facility [Line Items] | ||||||
Interest rate (percent) | 2.10% | |||||
Barclays Bank PLC | Credit Facility | Federal Funds Effective Rate | Maximum | ||||||
Line of Credit Facility [Line Items] | ||||||
Interest rate (percent) | 0.50% | |||||
Barclays Bank PLC | Swingline Loans | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum borrowing capacity (up to) | $ 50,000,000 | |||||
Barclays Bank PLC | Letter of Credit | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum borrowing capacity (up to) | $ 25,000,000 |
Mortgage Notes Payable - Schedu
Mortgage Notes Payable - Schedule of Long-term Debt Instruments (Details) $ in Thousands | Dec. 31, 2015USD ($)property | Dec. 31, 2014USD ($) |
Debt Instrument [Line Items] | ||
Outstanding Loan Amount | $ 281,442 | $ 17,139 |
Mortgage notes payable | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 9 | |
Outstanding Loan Amount | $ 281,442 | 17,139 |
Effective Interest Rate | 2.70% | |
Mortgage notes payable | Euro Member Countries, Euro | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 7 | |
Outstanding Loan Amount | $ 181,700 | 17,139 |
Mortgage notes payable | Euro Member Countries, Euro | Primary Mortgage | Auchan | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 1 | |
Outstanding Loan Amount | $ 9,053 | 10,089 |
Effective Interest Rate | 1.70% | |
Mortgage notes payable | Euro Member Countries, Euro | Primary Mortgage | Pole Emploi | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 1 | |
Outstanding Loan Amount | $ 6,326 | 7,050 |
Effective Interest Rate | 1.70% | |
Mortgage notes payable | Euro Member Countries, Euro | Primary Mortgage | Sagemcom | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 1 | |
Outstanding Loan Amount | $ 39,156 | 0 |
Effective Interest Rate | 1.70% | |
Mortgage notes payable | Euro Member Countries, Euro | Primary Mortgage | Worldline | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 1 | |
Outstanding Loan Amount | $ 5,453 | 0 |
Effective Interest Rate | 1.90% | |
Mortgage notes payable | Euro Member Countries, Euro | Primary Mortgage | DCNS | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 1 | |
Outstanding Loan Amount | $ 10,362 | 0 |
Effective Interest Rate | 1.50% | |
Mortgage notes payable | Euro Member Countries, Euro | Primary Mortgage | DB Luxembourg | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 1 | |
Outstanding Loan Amount | $ 39,265 | 0 |
Effective Interest Rate | 1.40% | |
Mortgage notes payable | Euro Member Countries, Euro | Primary Mortgage | ING Amsterdam | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 1 | |
Outstanding Loan Amount | $ 47,991 | 0 |
Effective Interest Rate | 1.70% | |
Mortgage notes payable | Euro Member Countries, Euro | Secondary Mortgage | DB Luxembourg | ||
Debt Instrument [Line Items] | ||
Outstanding Loan Amount | $ 24,094 | 0 |
Effective Interest Rate | 9.10% | |
Mortgage notes payable | United Kingdom, Pounds | Primary Mortgage | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 2 | |
Outstanding Loan Amount | $ 99,742 | 0 |
Mortgage notes payable | United Kingdom, Pounds | Primary Mortgage | Foster Wheeler | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 1 | |
Outstanding Loan Amount | $ 58,180 | 0 |
Effective Interest Rate | 2.70% | |
Mortgage notes payable | United Kingdom, Pounds | Primary Mortgage | Harper Collins | ||
Debt Instrument [Line Items] | ||
Encumbered Properties | property | 1 | |
Outstanding Loan Amount | $ 41,562 | $ 0 |
Effective Interest Rate | 3.40% |
Mortgage Notes Payable - Sche49
Mortgage Notes Payable - Schedule of Maturities of Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Mortgage notes payable | $ 281,442 | $ 17,139 |
Mortgage notes payable | ||
Debt Instrument [Line Items] | ||
2,016 | 0 | |
2,017 | 24,094 | |
2,018 | 58,180 | |
2,019 | 96,097 | |
2,020 | 103,071 | |
Thereafter | 0 | |
Mortgage notes payable | $ 281,442 | $ 17,139 |
Fair Value of Financial Instr50
Fair Value of Financial Instruments - Fair Value, Financial Instruments Measured on Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Cross currency swaps, net (GBP & EUR) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | $ 7,408 | $ 250 |
Cross currency swaps, net (GBP & EUR) | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Cross currency swaps, net (GBP & EUR) | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 7,408 | 250 |
Cross currency swaps, net (GBP & EUR) | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Interest rate swaps, net (GBP & EUR) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | (1,726) | (86) |
Interest rate swaps, net (GBP & EUR) | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 0 | 0 |
Interest rate swaps, net (GBP & EUR) | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | (1,726) | (86) |
Interest rate swaps, net (GBP & EUR) | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 0 | $ 0 |
Foreign currency forwards, net (GBP & EUR) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 556 | |
Foreign currency forwards, net (GBP & EUR) | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | |
Foreign currency forwards, net (GBP & EUR) | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 556 | |
Foreign currency forwards, net (GBP & EUR) | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | $ 0 |
Fair Value of Financial Instr51
Fair Value of Financial Instruments - Fair Value, by Balance Sheet Grouping (Details) - Level 3 - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Carrying Amount | Mortgage | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt fair value | $ 281,442 | $ 17,139 |
Carrying Amount | Mortgage | Mezzanine Facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt fair value | 136,777 | 0 |
Carrying Amount | Credit Facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt fair value | 28,630 | 0 |
Fair Value | Mortgage | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt fair value | 286,547 | 16,983 |
Fair Value | Mortgage | Mezzanine Facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt fair value | 136,777 | 0 |
Fair Value | Credit Facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt fair value | $ 28,630 | $ 0 |
Derivatives and Hedging Activ52
Derivatives and Hedging Activities - Narrative (Details) € in Millions, £ in Millions | 8 Months Ended | 12 Months Ended | |||
Dec. 31, 2014USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2015EUR (€) | Dec. 31, 2015USD ($) | Dec. 31, 2015GBP (£) | |
Derivative [Line Items] | |||||
Gain (losses) of ineffectiveness in earnings | $ 0 | $ (300,000) | |||
Credit facility | 0 | $ 28,630,000 | |||
Mezzanine facility | 0 | 136,777,000 | |||
Gains on derivative instruments | 0 | 65,000 | |||
Losses on hedges and derivatives deemed ineffective | 0 | (296,000) | |||
Unrealized gains on non-functional foreign currency advances not designated as net-investment hedges | $ 0 | 1,670,000 | |||
Fair value of derivatives including accrued interest, net of liability and excluding nonperformance risk adjustment | 2,100,000 | ||||
Mezzanine Facility | Mortgage notes payable | |||||
Derivative [Line Items] | |||||
Mezzanine facility | € 72.6 | 136,800,000 | £ 38.9 | ||
United Kingdom, Pounds | Mezzanine Facility | Mortgage notes payable | |||||
Derivative [Line Items] | |||||
Mezzanine facility | 59,200,000 | ||||
Euro Member Countries, Euro | Mezzanine Facility | Mortgage notes payable | |||||
Derivative [Line Items] | |||||
Mezzanine facility | 77,800,000 | ||||
Credit Facility | Barclays Bank PLC | |||||
Derivative [Line Items] | |||||
Credit facility | € 11 | £ 11.2 | |||
Credit Facility | Barclays Bank PLC | United Kingdom, Pounds | |||||
Derivative [Line Items] | |||||
Credit facility | 17,300,000 | ||||
Credit Facility | Barclays Bank PLC | Euro Member Countries, Euro | |||||
Derivative [Line Items] | |||||
Credit facility | $ 12,100,000 | ||||
Designated as Hedging Instrument | Interest Expense | Interest rate swaps | Cash Flow Hedging | |||||
Derivative [Line Items] | |||||
Estimated net amount to be transferred from accumulated OCI | $ 1,100,000 |
Derivatives and Hedging Activ53
Derivatives and Hedging Activities - Schedule of Derivatives by Balance Sheet Classification (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Derivatives, Fair Value [Line Items] | ||
Derivative asset | $ 6,238 | $ 164 |
Derivative liability | (1,927) | (86) |
Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative fair value | 6,171 | 164 |
Not Designated as Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Derivative fair value | 67 | 0 |
Euro Member Countries, Euro | Designated as Hedging Instrument | Cross currency swaps | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 3,632 | 250 |
Euro Member Countries, Euro | Designated as Hedging Instrument | Interest rate swaps | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | (1,751) | (86) |
Euro Member Countries, Euro | Designated as Hedging Instrument | Forwards | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 490 | |
Euro Member Countries, Euro | Not Designated as Hedging Instrument | Forwards | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 22 | 0 |
Derivative liability | (10) | 0 |
United Kingdom, Pounds | Designated as Hedging Instrument | Cross currency swaps | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 3,776 | 0 |
United Kingdom, Pounds | Designated as Hedging Instrument | Interest rate swaps | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | 190 | |
Derivative liability | (166) | 0 |
United Kingdom, Pounds | Not Designated as Hedging Instrument | Forwards | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset | $ 55 | $ 0 |
Derivatives and Hedging Activ54
Derivatives and Hedging Activities - Offsetting Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Gross Amounts of Recognized Assets | $ 8,165 | $ 250 |
Gross Amounts of Recognized (Liabilities) | (1,927) | (86) |
Gross Amounts Offset on the Balance Sheet | 0 | 0 |
Net Amounts of Assets (Liabilities) presented on the Balance Sheet | 6,238 | 164 |
Financial Instruments | 0 | 0 |
Cash Collateral Received (Posted) | 0 | 0 |
Net Amount | $ 6,238 | $ 164 |
Derivatives and Hedging Activ55
Derivatives and Hedging Activities - Derivative Instruments, Gain (Loss) Recognized on Interest Rate Derivatives (Details) - Interest rate swaps - Cash Flow Hedging - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of gain recognized in accumulated other comprehensive income from derivatives (effective portion) | $ 6,688 | $ 189 |
Amount of gain (loss) reclassified from accumulated other comprehensive income into income as interest expense (effective portion) | (549) | 0 |
Amount of gain (loss) recognized in income on derivative instruments (ineffective portion and amount excluded from effectiveness testing) | $ (251) | $ 0 |
Derivatives and Hedging Activ56
Derivatives and Hedging Activities - Schedule of Derivatives (Details) $ in Thousands | Dec. 31, 2015USD ($)derivative | Dec. 31, 2014USD ($)derivative |
Designated as Hedging Instrument | Net Investment Hedging | ||
Derivative [Line Items] | ||
Number of instruments (derivative) | derivative | 6 | 1 |
Notional amount | $ | $ 136,823 | $ 16,321 |
Forwards | Not Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Number of instruments (derivative) | derivative | 21 | 0 |
Notional amount | $ | $ 3,180 | $ 0 |
Interest rate swaps | Designated as Hedging Instrument | Cash Flow Hedging | ||
Derivative [Line Items] | ||
Number of instruments (derivative) | derivative | 11 | 2 |
Notional amount | $ | $ 285,978 | $ 17,139 |
Euro Member Countries, Euro | Cross currency swaps | Designated as Hedging Instrument | Net Investment Hedging | ||
Derivative [Line Items] | ||
Number of instruments (derivative) | derivative | 4 | 1 |
Notional amount | $ | $ 53,998 | $ 16,321 |
Euro Member Countries, Euro | Forwards | Designated as Hedging Instrument | Net Investment Hedging | ||
Derivative [Line Items] | ||
Number of instruments (derivative) | derivative | 1 | 0 |
Notional amount | $ | $ 10,100 | $ 0 |
Euro Member Countries, Euro | Forwards | Not Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Number of instruments (derivative) | derivative | 12 | 0 |
Notional amount | $ | $ 2,136 | $ 0 |
Euro Member Countries, Euro | Interest rate swaps | Designated as Hedging Instrument | Cash Flow Hedging | ||
Derivative [Line Items] | ||
Number of instruments (derivative) | derivative | 8 | 2 |
Notional amount | $ | $ 169,604 | $ 17,139 |
United Kingdom, Pounds | Cross currency swaps | Designated as Hedging Instrument | Net Investment Hedging | ||
Derivative [Line Items] | ||
Number of instruments (derivative) | derivative | 1 | 0 |
Notional amount | $ | $ 72,725 | $ 0 |
United Kingdom, Pounds | Forwards | Not Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Number of instruments (derivative) | derivative | 9 | 0 |
Notional amount | $ | $ 1,044 | $ 0 |
United Kingdom, Pounds | Interest rate swaps | Designated as Hedging Instrument | Cash Flow Hedging | ||
Derivative [Line Items] | ||
Number of instruments (derivative) | derivative | 3 | 0 |
Notional amount | $ | $ 116,374 | $ 0 |
Common Stock - Narrative (Detai
Common Stock - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Oct. 22, 2014 | Aug. 26, 2014 | |
Class of Stock [Line Items] | ||||
Common stock, authorized (shares) | 300,000,000 | 300,000,000 | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |
Share price (in dollars per share) | $ 22.50 | |||
Common stock, outstanding (shares) | 12,242,127 | 1,297,355 | ||
Proceeds from issuance of common stock and DRIP | $ 302.7 | $ 32.2 | ||
Dividends declared per day (in dollars per share) | $ 0.0048630137 | |||
IPO | ||||
Class of Stock [Line Items] | ||||
Common stock, authorized (shares) | 3,125,000,000 | 125,000,000 | ||
Common Stock | ||||
Class of Stock [Line Items] | ||||
Share price (in dollars per share) | $ 25 | |||
Shares available for issuance under a distribution reinvestment plan (in shares) | 26,300,000 | |||
Share repurchase price (usd per share) | $ 25 | |||
Common Stock | Maximum | ||||
Class of Stock [Line Items] | ||||
Share price (in dollars per share) | $ 25 | |||
DRIP share price (in dollars per share) | $ 23.75 | |||
Estimated value of common stock (percent) | 95.00% |
Common Stock - Share Repurchase
Common Stock - Share Repurchases (Details) - Common Stock - $ / shares | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2015 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Cumulative repurchases as of December 31, 2014 (in shares) | 0 | ||
Repurchases (in shares) | 6,709 | 10,607 | |
Cumulative repurchases as of December 31, 2015 (in shares) | 17,316 | 17,316 | |
Cumulative repurchases as of December 31, 2014 (in dollars per share) | $ 0 | ||
Repurchases (in dollars per share) | $ 24.90 | $ 23.19 | |
Cumulative repurchases as of December 31, 2015 (in dollars per share) | $ 23.85 | $ 23.85 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Selling Commissions and Dealer Manager Fees Payable to Affiliate (Details) - USD ($) $ in Thousands | 8 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | ||
Due to affiliates | $ 1,268 | $ 280 |
Realty Capital Securities, LLC | Sales Commissions and Dealer Manager Fees | Dealer Manager | ||
Related Party Transaction [Line Items] | ||
Expenses from transactions with related party | 2,978 | 24,003 |
Due to affiliates | $ 89 | $ 0 |
Related Party Transactions - 60
Related Party Transactions - Schedule of Offering Costs Reimbursements to Related Party (Details) - USD ($) $ in Thousands | 8 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | ||
Due to affiliates | $ 1,268 | $ 280 |
American Realty Capital Global Advisors, LLC and Realty Capital Securities, LLC | Fees and Expense Reimbursement, Stock Offering | Advisor and Dealer Manager | ||
Related Party Transaction [Line Items] | ||
Expenses from transactions with related party | 1,268 | 7,838 |
Due to affiliates | $ 1,268 | $ 283 |
Related Party Transactions - 61
Related Party Transactions - Schedule of Amount Contractually Due and Forgiven in Connection With Operation Related Services (Details) - USD ($) $ in Thousands | 8 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | ||
Due to affiliates | $ 1,268 | $ 280 |
Advisor | United States | ||
Related Party Transaction [Line Items] | ||
Percent of fees | 100.00% | |
Advisor | Europe | ||
Related Party Transaction [Line Items] | ||
Percent of fees | 50.00% | |
Incurred | Operational fees and reimbursements | ||
Related Party Transaction [Line Items] | ||
Expenses from transactions with related party | 807 | $ 17,176 |
Incurred | Nonrecurring Fees | Acquisition fees and related cost reimbursements | ||
Related Party Transaction [Line Items] | ||
Expenses from transactions with related party | 676 | 11,877 |
Incurred | Nonrecurring Fees | Financing coordination fees | ||
Related Party Transaction [Line Items] | ||
Expenses from transactions with related party | 130 | 4,302 |
Incurred | Nonrecurring Fees | Other expense reimbursements | ||
Related Party Transaction [Line Items] | ||
Expenses from transactions with related party | 0 | 562 |
Incurred | Recurring Fees | Property management and leasing fees | ||
Related Party Transaction [Line Items] | ||
Expenses from transactions with related party | 1 | 390 |
Incurred | Recurring Fees | Distributions on Class B units | ||
Related Party Transaction [Line Items] | ||
Expenses from transactions with related party | 0 | 45 |
Forgiven | Operational fees and reimbursements | ||
Related Party Transaction [Line Items] | ||
Expenses from transactions with related party | 1 | 34 |
Forgiven | Nonrecurring Fees | Acquisition fees and related cost reimbursements | ||
Related Party Transaction [Line Items] | ||
Expenses from transactions with related party | 0 | 0 |
Forgiven | Nonrecurring Fees | Financing coordination fees | ||
Related Party Transaction [Line Items] | ||
Expenses from transactions with related party | 0 | 0 |
Forgiven | Nonrecurring Fees | Other expense reimbursements | ||
Related Party Transaction [Line Items] | ||
Expenses from transactions with related party | 0 | 0 |
Forgiven | Recurring Fees | Property management and leasing fees | ||
Related Party Transaction [Line Items] | ||
Expenses from transactions with related party | 1 | 34 |
Forgiven | Recurring Fees | Distributions on Class B units | ||
Related Party Transaction [Line Items] | ||
Expenses from transactions with related party | 0 | 0 |
Payable | Operational fees and reimbursements | ||
Related Party Transaction [Line Items] | ||
Due to affiliates | 0 | 44 |
Payable | Nonrecurring Fees | Acquisition fees and related cost reimbursements | ||
Related Party Transaction [Line Items] | ||
Due to affiliates | 0 | 0 |
Payable | Nonrecurring Fees | Financing coordination fees | ||
Related Party Transaction [Line Items] | ||
Due to affiliates | 0 | 0 |
Payable | Nonrecurring Fees | Other expense reimbursements | ||
Related Party Transaction [Line Items] | ||
Due to affiliates | 0 | 0 |
Payable | Recurring Fees | Property management and leasing fees | ||
Related Party Transaction [Line Items] | ||
Due to affiliates | 0 | 24 |
Payable | Recurring Fees | Distributions on Class B units | ||
Related Party Transaction [Line Items] | ||
Due to affiliates | $ 0 | $ 20 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - USD ($) | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2015 | Mar. 22, 2016 |
Related Party Transaction [Line Items] | ||||
Receivable from affiliated entities | $ 0 | $ 0 | $ 0 | |
Payable to affiliates | $ 1,268,000 | 1,268,000 | $ 280,000 | |
Sale of securities, offering period (years) | 2 years | |||
Sale of securities, potential extension period (years) | 1 year | |||
Cumulative offering costs, gross | $ 39,600,000 | |||
Share price (in dollars per share) | $ 22.50 | |||
Incurred | Nonrecurring Fees | Other expense reimbursements | ||||
Related Party Transaction [Line Items] | ||||
Expenses from transactions with related party | $ 0 | $ 562,000 | ||
Maximum | ||||
Related Party Transaction [Line Items] | ||||
Liability for initial public offering costs | 2.00% | |||
Cumulative offering costs, as a percent of common stock proceeds | 15.00% | |||
Special Limited Partner | ||||
Related Party Transaction [Line Items] | ||||
Operating partnership units held by related party (in shares) | 8,888 | 8,888 | 8,888 | |
Dealer Manager | ||||
Related Party Transaction [Line Items] | ||||
Aggregate costs borne by related party | $ 6,500,000 | |||
Dealer Manager | Realty Capital Securities, LLC | Maximum | Gross Proceeds, Retail Shares | ||||
Related Party Transaction [Line Items] | ||||
Sales commissions earned by related party | 7.00% | |||
Dealer Manager | Realty Capital Securities, LLC | Option One | Maximum | Gross Proceeds, Retail Shares | ||||
Related Party Transaction [Line Items] | ||||
Gross proceeds from the sales of common stock | 3.00% | |||
Dealer Manager | Realty Capital Securities, LLC | Option Two | Gross Proceeds, Retail Shares | ||||
Related Party Transaction [Line Items] | ||||
Sales commissions earned by related party | 2.50% | |||
Participating Broker-Dealer | Option One | Maximum | Gross Proceeds, Retail Shares | ||||
Related Party Transaction [Line Items] | ||||
Brokerage fees earned by related party | 7.50% | |||
Brokerage fees earned by related party, initial grant | 2.50% | |||
Brokerage fees earned by related party, periodic payment | 1.00% | |||
Advisor | American Realty Capital Healthcare II Advisors, LLC | Contract Purchase Price | ||||
Related Party Transaction [Line Items] | ||||
Acquisition fees earned by related party | 1.50% | |||
Quarterly asset management fee earned by related party | 0.1875% | |||
Advisor | American Realty Capital Healthcare II Advisors, LLC | Amount Available or Outstanding Under Financing Arrangement | ||||
Related Party Transaction [Line Items] | ||||
Financing coordination fees earned by related party | 0.75% | |||
Advisor | American Realty Capital Healthcare II Advisors, LLC | Amount Available or Outstanding Under Financing Arrangement | Subsequent Event | ||||
Related Party Transaction [Line Items] | ||||
Financing coordination fees earned by related party | 0.0625% | |||
Advisor | American Realty Capital Healthcare II Advisors, LLC | Gross Revenue, Excluding Stand-alone Single-tenant Net Leased Properties | ||||
Related Party Transaction [Line Items] | ||||
Property management fees earned | 4.00% | |||
Advisor | American Realty Capital Healthcare II Advisors, LLC | Gross Revenue, Excluding Stand-alone Single-tenant Net Leased Properties | Europe | ||||
Related Party Transaction [Line Items] | ||||
Property management fees earned | 3.50% | |||
Advisor | American Realty Capital Healthcare II Advisors, LLC | Gross Revenue, Stand-alone Single-tenant Net Leased Properties | ||||
Related Party Transaction [Line Items] | ||||
Property management fees earned | 2.00% | |||
Advisor | American Realty Capital Healthcare II Advisors, LLC | Gross Revenue, Stand-alone Single-tenant Net Leased Properties | Europe | ||||
Related Party Transaction [Line Items] | ||||
Property management fees earned | 1.75% | |||
Advisor | American Realty Capital Healthcare II Advisors, LLC | Pre-tax Non-compounded Return on Capital Contribution | ||||
Related Party Transaction [Line Items] | ||||
Subordinated performance fee earned | 15.00% | |||
Cumulative pre-tax non-compounded return on capital contributed | 6.00% | |||
Advisor | American Realty Capital Healthcare II Advisors, LLC | Net Sale Proceeds, after Return of Capital Contributions and Annual Targeted Investor Return | ||||
Related Party Transaction [Line Items] | ||||
Subordinated performance fee earned | 15.00% | |||
Advisor | American Realty Capital Healthcare II Advisors, LLC | Excess of Adjusted Market Value of Real Estate Assets Plus Distributions Over Aggregate Contributed Investor Capital | ||||
Related Party Transaction [Line Items] | ||||
Subordinated incentive listing distribution | 15.00% | |||
Distribution upon nonrenewal of advisory agreement | 15.00% | |||
Advisor | American Realty Capital Healthcare II Advisors, LLC | Maximum | Contract Purchase Price | ||||
Related Party Transaction [Line Items] | ||||
Acquisition fees earned by related party | 4.50% | |||
Advisor | American Realty Capital Healthcare II Advisors, LLC | Maximum | Gross Revenue, Managed Properties | ||||
Related Party Transaction [Line Items] | ||||
Oversight fees earned by related party | 1.00% | |||
Advisor | American Realty Capital Healthcare II Advisors, LLC | Maximum | Pre-tax Non-compounded Return on Capital Contribution | ||||
Related Party Transaction [Line Items] | ||||
Subordinated performance fee earned | 10.00% | |||
Advisor | American Realty Capital Healthcare II Advisors, LLC | Maximum | Contract Sales Price | Real Estate Commissions | ||||
Related Party Transaction [Line Items] | ||||
Real estate commission earned by related | 6.00% | |||
Advisor | American Realty Capital Healthcare II Advisors, LLC | Greater Of | Maximum | Average Invested Assets | ||||
Related Party Transaction [Line Items] | ||||
Operating expenses | 2.00% | |||
Advisor | American Realty Capital Healthcare II Advisors, LLC | Greater Of | Maximum | Net Income, Excluding Additions to Non-cash Reserves and Gains on Sales of Assets | ||||
Related Party Transaction [Line Items] | ||||
Operating expenses | 25.00% | |||
Advisor | American Realty Capital Global II Operating Partnership, L.P. | Class B units | ||||
Related Party Transaction [Line Items] | ||||
Class B units issued (shares) | 0 | 70,492 | ||
Advisor | American Realty Capital Healthcare Advisors, LLC | Maximum | Contract Sales Price | ||||
Related Party Transaction [Line Items] | ||||
Real estate commission earned by related | 2.00% | |||
Advisor | American Realty Capital Global Advisors, LLC | Pre-tax Non-compounded Return on Capital Contribution | Annual Targeted Investor Return | ||||
Related Party Transaction [Line Items] | ||||
Cumulative pre-tax non-compounded return on capital contributed | 6.00% | |||
Property Manager | American Realty Capital Healthcare II Advisors, LLC | Gross Revenue, Excluding Stand-alone Single-tenant Net Leased Properties | Europe | ||||
Related Party Transaction [Line Items] | ||||
Property management fees earned | 0.50% | |||
Property Manager | American Realty Capital Healthcare II Advisors, LLC | Gross Revenue, Stand-alone Single-tenant Net Leased Properties | Europe | ||||
Related Party Transaction [Line Items] | ||||
Property management fees earned | 0.25% |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Restricted Share Award Activity (Details) - Restricted Share Plan - Unvested restricted stock - $ / shares | 8 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Unvested, beginning balance (shares) | 0 | 2,666 |
Granted (shares) | 2,666 | 6,665 |
Vested (shares) | (267) | |
Forfeitures (shares) | (1,333) | |
Unvested, ending balance (shares) | 2,666 | 7,731 |
Weighted-Average Issue Price | ||
Weighted average price, beginning balance (in dollars per share) | $ 0 | $ 22.50 |
Grants (in dollars per share) | 22.50 | 22.50 |
Vested (in dollars per share) | 22.50 | |
Forfeitures (in dollars per share) | 22.50 | |
Weighted average price, ending balance (in dollars per share) | $ 22.50 | $ 22.50 |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - USD ($) $ in Thousands | 8 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Director | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common stock issued in lieu of cash (shares) | 0 | 856 |
Common stock issued in lieu of cash, value | $ 19 | |
Restricted Share Plan | Unvested 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 | |
Vesting period (years) | 5 years | |
Periodic vesting percentage | 20.00% | |
Maximum authorized amount as a percentage of shares authorized | 5.00% | |
Number of shares authorized (in shares) | 6,300,000 | |
Share-based compensation | $ 4 | $ 22 |
Compensation cost not yet recognized | $ 200 | |
Period for recognition of costs not yet recognized | 5 years |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 2 Months Ended | 3 Months Ended | 8 Months Ended | 12 Months Ended | |||||
Jun. 30, 2014 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |||||||||
Net loss | $ (20) | $ (21,455) | $ (51) | $ (14,790) | $ (8,219) | $ (2,278) | $ (156) | $ (2,454) | $ (44,515) |
Basic and diluted net loss per share (in dollars per share) | $ (1.79) | $ 0 | $ (2.18) | $ (3.38) | $ (3.33) | $ (3.58) | $ (5.59) | ||
Basic and diluted weighted average shares outstanding (shares) | 0 | 12,013,225 | 10,484,259 | 6,773,666 | 2,430,444 | 684,769 | 0 | 684,769 | 7,958,663 |
Earnings Per Share - Schedule66
Earnings Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Amount of antidilutive securities excluded from computation of earnings per share (shares) | 78,313 | 2,756 |
Unvested restricted stock | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Amount of antidilutive securities excluded from computation of earnings per share (shares) | 7,731 | 2,666 |
OP Units | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Amount of antidilutive securities excluded from computation of earnings per share (shares) | 90 | 90 |
Class B units | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Amount of antidilutive securities excluded from computation of earnings per share (shares) | 70,492 | 0 |
Quarterly Results (Unaudited) -
Quarterly Results (Unaudited) - Schedule of Quarterly Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 2 Months Ended | 3 Months Ended | 8 Months Ended | 12 Months Ended | |||||
Jun. 30, 2014 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||
Total revenues | $ 0 | $ 10,240 | $ 6,904 | $ 3,284 | $ 1,220 | $ 20 | $ 0 | $ 20 | $ 21,648 |
Net loss | $ (20) | $ (21,455) | $ (51) | $ (14,790) | $ (8,219) | $ (2,278) | $ (156) | $ (2,454) | $ (44,515) |
Basic and diluted weighted average shares outstanding (shares) | 0 | 12,013,225 | 10,484,259 | 6,773,666 | 2,430,444 | 684,769 | 0 | 684,769 | 7,958,663 |
Basic and diluted net loss per share (in dollars per share) | $ (1.79) | $ 0 | $ (2.18) | $ (3.38) | $ (3.33) | $ (3.58) | $ (5.59) |
Subsequent Events (Details)
Subsequent Events (Details) - $ / shares | Mar. 18, 2016 | Jan. 26, 2016 | Dec. 31, 2015 |
Subsequent Event [Line Items] | |||
Dividends declared per day (in dollars per share) | $ 0.0048630137 | ||
Subsequent Event | |||
Subsequent Event [Line Items] | |||
Maximum repurchase percent per fiscal semester | 2.50% | ||
Maximum repurchase percent per year | 5.00% | ||
Dividends declared per day (in dollars per share) | $ 0.0048497270 | ||
Dividends declared per year (in dollars per share) | $ 1.775 | ||
Subsequent Event | Maximum | One-year | |||
Subsequent Event [Line Items] | |||
Share repurchase price, of capital paid (as a percentage) | 92.50% | ||
Subsequent Event | Maximum | Two-years | |||
Subsequent Event [Line Items] | |||
Share repurchase price, of capital paid (as a percentage) | 95.00% | ||
Subsequent Event | Maximum | Three-years | |||
Subsequent Event [Line Items] | |||
Share repurchase price, of capital paid (as a percentage) | 97.50% | ||
Subsequent Event | Maximum | Four-years | |||
Subsequent Event [Line Items] | |||
Share repurchase price, of capital paid (as a percentage) | 100.00% |
Schedule III - Real Estate an69
Schedule III - Real Estate and Accumulated Depreciation - Schedule of Properties (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Apr. 22, 2014 |
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | $ 281,442 | ||
Initial Costs, Land | 79,653 | $ 5,271 | |
Initial Costs, Buildings and Improvements | 400,665 | 23,669 | |
Costs Capitalized Subsequent to Acquisition, Land | 0 | ||
Costs Capitalized Subsequent to Acquisition, Buildings and Improvements | 0 | ||
Gross Amount | 480,318 | 28,940 | $ 0 |
Accumulated Depreciation | 4,608 | $ 0 | $ 0 |
Auchan | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 9,053 | ||
Initial Costs, Land | 3,969 | ||
Initial Costs, Buildings and Improvements | 12,627 | ||
Costs Capitalized Subsequent to Acquisition, Land | 0 | ||
Costs Capitalized Subsequent to Acquisition, Buildings and Improvements | 0 | ||
Gross Amount | 16,596 | ||
Accumulated Depreciation | 447 | ||
Pole Emploi | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 6,326 | ||
Initial Costs, Land | 755 | ||
Initial Costs, Buildings and Improvements | 8,554 | ||
Costs Capitalized Subsequent to Acquisition, Land | 0 | ||
Costs Capitalized Subsequent to Acquisition, Buildings and Improvements | 0 | ||
Gross Amount | 9,309 | ||
Accumulated Depreciation | 219 | ||
Veolia Water | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 0 | ||
Initial Costs, Land | 570 | ||
Initial Costs, Buildings and Improvements | 5,622 | ||
Costs Capitalized Subsequent to Acquisition, Land | 0 | ||
Costs Capitalized Subsequent to Acquisition, Buildings and Improvements | 0 | ||
Gross Amount | 6,192 | ||
Accumulated Depreciation | 153 | ||
Sagemcom | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 39,156 | ||
Initial Costs, Land | 2,834 | ||
Initial Costs, Buildings and Improvements | 58,151 | ||
Costs Capitalized Subsequent to Acquisition, Land | 0 | ||
Costs Capitalized Subsequent to Acquisition, Buildings and Improvements | 0 | ||
Gross Amount | 60,985 | ||
Accumulated Depreciation | 1,245 | ||
NCR Dundee | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 0 | ||
Initial Costs, Land | 2,858 | ||
Initial Costs, Buildings and Improvements | 9,879 | ||
Costs Capitalized Subsequent to Acquisition, Land | 0 | ||
Costs Capitalized Subsequent to Acquisition, Buildings and Improvements | 0 | ||
Gross Amount | 12,737 | ||
Accumulated Depreciation | 208 | ||
FedEx Freight | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 0 | ||
Initial Costs, Land | 1,854 | ||
Initial Costs, Buildings and Improvements | 8,617 | ||
Costs Capitalized Subsequent to Acquisition, Land | 0 | ||
Costs Capitalized Subsequent to Acquisition, Buildings and Improvements | 0 | ||
Gross Amount | 10,471 | ||
Accumulated Depreciation | 223 | ||
DB Luxembourg | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 63,359 | ||
Initial Costs, Land | 17,185 | ||
Initial Costs, Buildings and Improvements | 42,844 | ||
Costs Capitalized Subsequent to Acquisition, Land | 0 | ||
Costs Capitalized Subsequent to Acquisition, Buildings and Improvements | 0 | ||
Gross Amount | 60,029 | ||
Accumulated Depreciation | 634 | ||
Grupo Antolin | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 0 | ||
Initial Costs, Land | 817 | ||
Initial Costs, Buildings and Improvements | 7,132 | ||
Costs Capitalized Subsequent to Acquisition, Land | 0 | ||
Costs Capitalized Subsequent to Acquisition, Buildings and Improvements | 0 | ||
Gross Amount | 7,949 | ||
Accumulated Depreciation | 127 | ||
ING Amsterdam | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 47,991 | ||
Initial Costs, Land | 0 | ||
Initial Costs, Buildings and Improvements | 51,575 | ||
Costs Capitalized Subsequent to Acquisition, Land | 0 | ||
Costs Capitalized Subsequent to Acquisition, Buildings and Improvements | 0 | ||
Gross Amount | 51,575 | ||
Accumulated Depreciation | 652 | ||
Worldline | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 5,453 | ||
Initial Costs, Land | 1,101 | ||
Initial Costs, Buildings and Improvements | 4,844 | ||
Costs Capitalized Subsequent to Acquisition, Land | 0 | ||
Costs Capitalized Subsequent to Acquisition, Buildings and Improvements | 0 | ||
Gross Amount | 5,945 | ||
Accumulated Depreciation | 87 | ||
Foster Wheeler | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 58,180 | ||
Initial Costs, Land | 29,345 | ||
Initial Costs, Buildings and Improvements | 95,391 | ||
Costs Capitalized Subsequent to Acquisition, Land | 0 | ||
Costs Capitalized Subsequent to Acquisition, Buildings and Improvements | 0 | ||
Gross Amount | 124,736 | ||
Accumulated Depreciation | 405 | ||
ID Logistics I | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 0 | ||
Initial Costs, Land | 1,319 | ||
Initial Costs, Buildings and Improvements | 8,233 | ||
Costs Capitalized Subsequent to Acquisition, Land | 0 | ||
Costs Capitalized Subsequent to Acquisition, Buildings and Improvements | 0 | ||
Gross Amount | 9,552 | ||
Accumulated Depreciation | 36 | ||
ID Logistics II | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 0 | ||
Initial Costs, Land | 4,616 | ||
Initial Costs, Buildings and Improvements | 14,085 | ||
Costs Capitalized Subsequent to Acquisition, Land | 0 | ||
Costs Capitalized Subsequent to Acquisition, Buildings and Improvements | 0 | ||
Gross Amount | 18,701 | ||
Accumulated Depreciation | 32 | ||
Harper Collins | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 41,562 | ||
Initial Costs, Land | 11,543 | ||
Initial Costs, Buildings and Improvements | 57,348 | ||
Costs Capitalized Subsequent to Acquisition, Land | 0 | ||
Costs Capitalized Subsequent to Acquisition, Buildings and Improvements | 0 | ||
Gross Amount | 68,891 | ||
Accumulated Depreciation | 140 | ||
DCNS | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 10,362 | ||
Initial Costs, Land | 887 | ||
Initial Costs, Buildings and Improvements | 15,763 | ||
Costs Capitalized Subsequent to Acquisition, Land | 0 | ||
Costs Capitalized Subsequent to Acquisition, Buildings and Improvements | 0 | ||
Gross Amount | 16,650 | ||
Accumulated Depreciation | $ 0 |
Schedule III - Real Estate an70
Schedule III - Real Estate and Accumulated Depreciation - Summary of Activity (Details) - USD ($) $ in Thousands | 8 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Dec. 31, 2015 | |
Real estate investments, at cost: | ||
Real estate, gross, beginning balance | $ 0 | $ 28,940 |
Additions-Acquisitions | 29,251 | 468,014 |
Asset remeasurement | 0 | (89) |
Currency translation adjustment | (311) | (16,547) |
Real estate, gross, ending balance | 28,940 | 480,318 |
Accumulated depreciation: | ||
Beginning balance | 0 | 0 |
Depreciation and amortization expense | 0 | 4,675 |
Currency translation adjustment | 0 | (67) |
Ending balance | $ 0 | $ 4,608 |
Schedule III - Real Estate an71
Schedule III - Real Estate and Accumulated Depreciation - Narrative (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($) | |
SEC Schedule III, Real Estate and Accumulated Depreciation Disclosure [Abstract] | |
Encumbrances | $ 281,442 |
Acquired intangible lease assets | 123,000 |
Tax basis of aggregated land, buildings and improvements and acquired intangible lease assets | $ 630,900 |
Useful life, buildings (years) | 40 years |
Land improvements, useful life (years) | 15 years |
Fixtures, useful life (years) | 5 years |
Amortization of acquired intangible lease assets | $ 4,800 |