Equity | 7. Equity The following table summarizes the changes in our stockholders’ equity for the six months ended June 30, 2017 and 2016 (dollars in thousands): Shares Common Stock Par Value Additional Paid-in Capital Retained Earnings (Deficit) Cumulative Dividends Accumulated Other Comprehensive Income Non- controlling Interest in Operating Partnership Total Equity Six months ended June 30, 2017 Balance at December 31, 2016 36,874,810 $ 369 $ 596,971 $ 1,721 $ (42,794 ) $ 3,038 $ 137,561 $ 696,866 Stock based compensation — 158 — — — 1,309 1,467 Dividends and distributions paid — — — (18,432 ) — (4,132 ) (22,564 ) Grant of unvested restricted stock 17,912 — — — — — — — Redemption of common units for shares of common stock 1,325,331 13 19,853 — — — (19,866 ) — Issuance of common stock 87,048 1 1,861 — — — — 1,862 Unrealized loss on interest rate swaps — — — — (377 ) (209 ) (586 ) Net income — — 1,911 — — 452 2,363 Allocation of non-controlling interest in Operating Partnership — 825 — — — (825 ) — Balance at June 30, 2017 38,305,101 $ 383 $ 619,668 $ 3,632 $ (61,226 ) $ 2,661 $ 114,290 $ 679,408 Six months ended June 30, 2016 Balance at December 31, 2015 24,168,379 $ 241 $ 391,767 $ (1,694 ) $ (13,051 ) $ — $ 242,631 $ 619,894 Stock based compensation — 145 — — — 1,277 1,422 Dividends and distributions paid — — — (12,806 ) — (6,195 ) (19,001 ) Grant of unvested restricted stock 16,128 — — — — — — — Redemption of common units for shares of common stock 5,745,028 58 88,616 — — — (88,674 ) — Public offering 4,719,045 47 80,813 — — — — 80,860 Net income — — 1,374 — — 772 2,146 Allocation of non-controlling interest in Operating Partnership — (1,269 ) — — — 1,269 — Balance at June 30, 2016 34,648,580 $ 346 $ 560,072 $ (320 ) $ (25,857 ) $ — $ 151,080 $ 685,321 On March 8, 2017, the Company issued an aggregate of 2,692 shares of restricted common stock to certain employees pursuant to our 2015 Equity Incentive Plan. The restricted common stock grants will vest upon the second anniversary of the grant date so long as the grantee remains an employee of the Company on such date. In connection with our 2017 annual meeting of stockholders, we issued an aggregate of 15,220 shares of restricted common stock to our non-employee directors pursuant to our 2015 Equity Incentive Plan. The restricted common stock grants will vest upon the earlier of the anniversary of the date of grant or the next annual stockholder meeting. A summary of our shares of restricted common stock and long-term incentive plan units in the Operating Partnership (“LTIP units”) awards at June 30, 2017 is as follows: Restricted Shares Restricted Shares Weighted Average Grant Date Fair Value Per Share LTIP Units LTIP Units Weighted Average Grant Date Fair Value Per Share Outstanding, December 31, 2016 16,128 $ 18.60 926,000 $ 8.91 Vested (16,128 ) 18.60 — — Granted 17,912 19.72 — — Forfeited — — — — Outstanding, June 30, 2017 17,912 $ 19.72 926,000 $ 8.91 We recognized $1.5 million in compensation expense related to the restricted common stock and the LTIP unit awards for the six months ended June 30, 2017. As of June 30, 2017, unrecognized compensation expense for both awards was $3.1 million, which will be amortized over the vesting period. We valued our non-vested restricted share award issued in 2017 at the grant date fair value, which was the market price of our shares of common stock. On March 27, 2017, we completed an underwritten public offering of an aggregate of 4,945,000 shares of common stock, including 645,000 shares sold pursuant the underwriters exercise in full of their option to purchase additional shares. The shares were offered on a forward basis in connection with certain forward sales agreements entered into with certain financial institutions, acting as forward purchasers. Pursuant to the forward sales agreements, the forward purchasers borrowed and the forward sellers, acting as agents for the forward purchasers, sold an aggregate of 4,945,000 shares in the public offering. We did not initially receive any proceeds from the sale of shares of our common stock by the forward sellers in the public offering, but expect to receive gross proceeds of approximately $94.0 million upon full physical settlement of the forward sales agreements, which we expect will occur no later than September 27, 2017. The Company will account for the forward share agreements as equity. In connection with the liquidation of certain private investment funds that contributed assets in our initial public offering, we issued 1,325,331 shares of our common stock between January 1, 2017 and June 30, 2017 upon the redemption of 1,325,331 common units in accordance with the terms of the partnership agreement of the Operating Partnership. On May 3, 2017, our board of directors declared a dividend for the first quarter of 2017 in the amount of $0.25 per share of common stock and per common unit outstanding to stockholders and common unit holders of record as of the close of business on June 14, 2017. Our board of directors also declared a dividend for the first quarter of 2017 for each LTIP unit in an amount equal to 10% of the dividend paid per common unit. Such dividends were paid on June 29, 2017. On August 2, 2017, our board of directors declared a dividend for the second quarter of 2017 in the amount of $0.25 per share of common stock and per common unit outstanding to stockholders and common unit holders of record as of the close of business on September 13, 2017. Our board of directors also declared a dividend for the second quarter of 2017 for each LTIP unit in an amount equal to 10% of the dividend paid per common unit. Such dividends are to be paid on September 28, 2017. On March 3, 2017, we entered into separate equity distribution agreements with each of Citigroup Global Markets Inc., BTIG, LLC, Jefferies LLC, Raymond James & Associates, Inc., RBC Capital Markets, LLC and SunTrust Robinson Humphrey, Inc. (collectively, the “managers”), pursuant to which we may issue and sell the shares of our common stock having an aggregate offering price of up to $100.0 million from time to time through the managers, acting as sales agents and/or principals (the “ATM Program”). The sales of shares of our common stock under the equity distribution agreements may be made in negotiated transactions or transactions that are deemed to be “at the market” offerings as defined in Rule 415 under the Securities Act. During the three months ended June 30, 2017, we issued an aggregate of 87,048 shares of our common stock through the ATM Program, generating proceeds of approximately $1.9 million, net of offering costs. We used the proceeds for general corporate purposes. As of June 30, 2017, we had approximately $98.1 million of gross sales of our common stock available under the ATM Program. |