Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Aug. 08, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | Jernigan Capital, Inc. | |
Entity Central Index Key | 1,622,353 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Trading Symbol | JCAP | |
Entity Common Stock, Shares Outstanding | 5,963,762 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Assets: | ||
Cash and cash equivalents | $ 15,024 | $ 43,859 |
Development property investments at fair value | 65,002 | 40,222 |
Operating property loans at fair value | 15,035 | 19,600 |
Investment in and advances to real estate venture | 9,127 | 0 |
Prepaid expenses and other assets | 5,816 | 1,485 |
Fixed assets, net | 229 | 261 |
Total assets | 110,233 | 105,427 |
Liabilities: | ||
Senior loan participations | 5,049 | 0 |
Due to Manager | 636 | 698 |
Accounts payable, accrued expenses and other liabilities | 833 | 808 |
Dividends payable | 2,087 | 2,157 |
Total liabilities | 8,605 | 3,663 |
Jernigan Capital, Inc. stockholders' equity: | ||
Preferred stock, $0.01 par value, 100,000,000 shares authorized, none issued and outstanding at June 30, 2016 and December 31, 2015; | 0 | 0 |
Common stock, $0.01 par value, 500,000,000 shares authorized at June 30, 2016 and December 31, 2015; 5,963,762 and 6,162,500 issued and outstanding at June 30, 2016 and December 31, 2015, respectively | 60 | 62 |
Additional paid-in capital | 108,674 | 110,634 |
Accumulated deficit | (7,106) | (9,396) |
Total Jernigan Capital, Inc. stockholders' equity | 101,628 | 101,300 |
Non-controlling interests | 0 | 464 |
Total equity | 101,628 | 101,764 |
Total liabilities and equity | $ 110,233 | $ 105,427 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2016 | Dec. 31, 2015 |
Preferred Stock, Par Value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, Par Value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 |
Common Stock, Shares Issued | 5,963,762 | 6,162,500 |
Common Stock, Shares Outstanding | 5,963,762 | 6,162,500 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenues: | ||||
Interest income from investments | $ 1,533 | $ 157 | $ 2,676 | $ 157 |
Total investment income | 1,533 | 157 | 2,676 | 157 |
Costs and expenses: | ||||
General and administrative expenses | 1,335 | 640 | 2,639 | 787 |
Management fees to Manager | 402 | 409 | 816 | 409 |
Interest expense | 38 | 0 | 38 | 0 |
Transaction and other expenses | 175 | 150 | 2,127 | 150 |
Restructuring costs | 47 | 0 | 54 | 0 |
Deferred termination fee to Manager | 82 | 150 | 239 | 150 |
Total costs and expenses | 2,079 | 1,349 | 5,913 | 1,496 |
Operating loss | (546) | (1,192) | (3,237) | (1,339) |
Other income: | ||||
Equity in earnings from unconsolidated real estate venture | 418 | 0 | 418 | 0 |
Change in fair value of investments | 5,527 | 571 | 9,318 | 571 |
Other interest income | 13 | 63 | 35 | 63 |
Total other income | 5,958 | 634 | 9,771 | 634 |
Net income (loss) | $ 5,412 | $ (558) | $ 6,534 | $ (705) |
Basic earnings (loss) per share attributable to common stockholders | $ 0.89 | $ (0.10) | $ 1.07 | $ (0.25) |
Diluted earnings (loss) per share attributable to common stockholders | 0.89 | (0.10) | 1.07 | (0.25) |
Dividends declared per share of common stock | $ 0.35 | $ 0.35 | $ 0.7 | $ 0.35 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Total Stockholders' Equity [Member] | Non-Controlling Interests [Member] |
Balance at Dec. 31, 2014 | $ 1 | $ 0 | $ 1 | $ 0 | $ 1 | $ 0 |
Balance (in shares) at Dec. 31, 2014 | 1,000 | |||||
Retirement of stock | (1) | $ 0 | (1) | 0 | (1) | 0 |
Retirement of stock (in shares) | (1,000) | |||||
Public offering of common stock | 115,000 | $ 58 | 114,942 | 0 | 115,000 | 0 |
Public offering of common stock (in shares) | 5,750,000 | |||||
Private placement of common stock | 5,000 | $ 2 | 4,998 | 0 | 5,000 | 0 |
Private placement of common stock (in shares) | 250,000 | |||||
Equity offering costs | (9,609) | $ 0 | (9,609) | 0 | (9,609) | 0 |
Issuances of stock-based awards | 0 | $ 1 | (1) | 0 | 0 | 0 |
Issuances of stock-based awards (in shares) | 110,000 | |||||
Stock-based compensation | 34 | $ 0 | 34 | 0 | 34 | 0 |
Deferred termination fee to Manager | 150 | 0 | 0 | 0 | 0 | 150 |
Dividends declared | (2,139) | 0 | 0 | (2,139) | (2,139) | 0 |
Net Income (loss) | (705) | 0 | 0 | (705) | (705) | 0 |
Balance at Jun. 30, 2015 | 107,731 | $ 61 | 110,364 | (2,844) | 107,581 | 150 |
Balance (in shares) at Jun. 30, 2015 | 6,110,000 | |||||
Balance at Dec. 31, 2015 | 101,764 | $ 62 | 110,634 | (9,396) | 101,300 | 464 |
Balance (in shares) at Dec. 31, 2015 | 6,162,500 | |||||
Retirement of stock | $ (3,152) | |||||
Retirement of stock (in shares) | (213,078) | |||||
Issuances of stock-based awards | $ 0 | $ 0 | 0 | 0 | 0 | 0 |
Issuances of stock-based awards (in shares) | 14,340 | |||||
Repurchase of 213,078 shares of common stock | (3,152) | $ (2) | (3,150) | 0 | (3,152) | 0 |
Repurchase of 213,078 shares of common stock (in shares) | (213,078) | |||||
Stock-based compensation | 487 | $ 0 | 487 | 0 | 487 | 0 |
Deferred termination fee to Manager | 239 | 0 | 0 | 0 | 0 | 239 |
Effect of Management Agreement amendment (See Note 11) | 0 | 0 | 703 | 0 | 703 | (703) |
Dividends declared | (4,244) | 0 | 0 | (4,244) | (4,244) | 0 |
Net Income (loss) | 6,534 | 0 | 0 | 6,534 | 6,534 | 0 |
Balance at Jun. 30, 2016 | $ 101,628 | $ 60 | $ 108,674 | $ (7,106) | $ 101,628 | $ 0 |
Balance (in shares) at Jun. 30, 2016 | 5,963,762 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities | ||
Net income (loss) | $ 6,534 | $ (705) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Interest capitalized on outstanding loans | (1,522) | (91) |
Change in fair market value of investments | (9,318) | (571) |
Stock-based compensation | 487 | 34 |
Equity in earnings from unconsolidated real estate venture | (418) | 0 |
Deferred termination fee to Manager | 239 | 150 |
Depreciation | 35 | 0 |
Accretion of origination fees | (280) | (3) |
Origination fees received in cash | 29 | 0 |
Changes in operating assets and liabilities: | ||
Other assets | (255) | (118) |
Due to Manager | (62) | 698 |
Accounts payable, accrued expenses, and other liabilities | 25 | 206 |
Net cash used in operating activities | (4,506) | (400) |
Cash flows from investing activities | ||
Purchase of fixed assets | (3) | 0 |
Advances to real estate venture | (718) | 0 |
Capitalized real estate venture costs | (226) | 0 |
Funding of investments - Development property investments | (22,181) | (18,848) |
Funding of investments - Operating property loans | (242) | (2,800) |
Funding of investments - Other loans | (3,824) | 0 |
Repayment of investments | 5,594 | 0 |
Net cash used in investing activities | (21,600) | (21,648) |
Cash flows from financing activities | ||
Senior loan participations | 5,049 | 0 |
Stock repurchase | (3,152) | 0 |
Deferred financing costs | (312) | 0 |
Net proceeds from issuance of common stock | 0 | 110,491 |
Dividends paid | (4,314) | 0 |
Net cash (used in) provided by financing activities | (2,729) | 110,491 |
Net change in cash and cash equivalents | (28,835) | 88,443 |
Cash and cash equivalents at the beginning of the period | 43,859 | 1 |
Cash and cash equivalents at the end of the period | 15,024 | 88,444 |
Supplemental disclosure of non-cash activities: | ||
Dividends declared | 4,244 | 2,139 |
Contribution of asset to real estate venture | 7,693 | 0 |
Cash paid for interest | 20 | 0 |
Accrued offering costs | 0 | 100 |
Retirement of common stock | 3,152 | 1 |
Restricted Cash | 0 | 91 |
Accounts payable withheld from loan funding | $ 0 | $ 3 |
ORGANIZATION AND FORMATION OF T
ORGANIZATION AND FORMATION OF THE COMPANY | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. ORGANIZATION AND FORMATION OF THE COMPANY Jernigan Capital, Inc. (together with its consolidated subsidiaries, the “Company”) makes debt and equity investments in newly-constructed and existing self-storage facilities. The Company is a Maryland corporation that was organized on October 1, 2014. The Company closed its initial public offering of its common stock (the “IPO”) on April 1, 2015, and has used proceeds of the IPO primarily to fund real estate loans to private developers, owners and operators of self-storage facilities. The Company is structured as an Umbrella Partnership REIT (“UPREIT”) and conducts its investment activities through its operating company, Jernigan Capital Operating Company, LLC (the “Operating Company”). The Company is externally managed by JCAP Advisors, LLC (the “Manager”). The Company intends to elect to be taxed as a real estate investment trust (“REIT”) under the Internal Revenue Code of 1986 (the “Code”), as amended, for its tax year ended December 31, 2015. As a REIT, the Company generally will not be subject to U.S. federal income taxes on REIT taxable income, determined without regard to the deduction for dividends paid and excluded capital gains, to the extent that it annually distributes all of its REIT taxable income to stockholders and complies with various other requirements for qualification as a REIT set forth in the Code. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | 2. SIGNIFICANT ACCOUNTING POLICIES The Company’s consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The accompanying interim consolidated financial statements include all normal recurring adjustments that are, in the opinion of management, necessary for a fair presentation of the results for the interim periods included therein. Substantially all operations are conducted through the Operating Company, and all significant intercompany transactions and balances have been eliminated in consolidation. The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Actual results could differ from those estimates. The Company invests in entities that may qualify as variable interest entities (“VIEs”). A VIE is a legal entity that lacks one or more of the characteristics of a voting interest entity. A VIE is defined as an entity in which equity investors do not have the characteristics of a controlling financial interest or do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties. The determination of whether an entity is a VIE includes both a qualitative and quantitative analysis. Management bases the qualitative analysis on its review of the design of the entity, its organizational structure including allocation of decision-making authority and relevant financial agreements and the quantitative analysis on the forecasted cash flow of the entity. Management reassesses the initial evaluation of an entity as a VIE upon the occurrence of certain reconsideration events. A VIE must be consolidated only by its primary beneficiary, which is defined as the party that, along with its affiliates and agents, has both the: (i) power to direct the activities that most significantly impact the VIE’s economic performance and (ii) obligation to absorb the losses of the VIE or the right to receive the benefits from the VIE, which could be significant to the VIE. Management determines whether the Company is the primary beneficiary of a VIE by considering qualitative and quantitative factors, including, but not limited to: which activities most significantly impact the VIE’s economic performance and which party controls such activities; the amount and characteristics of its investment; the obligation or likelihood for the Company or other interests to provide financial support; consideration of the VIE’s purpose and design, including the risks the VIE was designed to create and pass through to its variable interest holders and the similarity with and significance to the Company’s business activities and the other interests. Management reassesses the determination of whether the Company is the primary beneficiary of a VIE each reporting period. Investments in real estate ventures and entities over which the Company exercises significant influence but not control are accounted for using the equity method. In accordance with Accounting Standards Codification (“ASC”) 825, Financial Instruments The Company has elected the fair value option of accounting for all of its investment portfolio loan investments, including those that are required under GAAP to be accounted for under the equity method, in order to provide stockholders and others who rely on the Company’s financial statements with a more complete and accurate understanding of the Company’s economic performance including its revenues and value inherent in the Company’s equity participation in development projects. Changes in the fair value of these investments are recorded in change in fair value of investments within other income. All direct loan costs are charged to expense as incurred. Each loan investment is evaluated for impairment on a periodic basis. A loan will be considered impaired when, based on current information and events, it is probable that the loan will not be collected according to the contractual terms of the loan agreement. Factors to be considered by management in determining impairment include payment status, collateral value and the probability of collecting scheduled principal and interest payments when due. Loans that experience insignificant payment delays and payment shortfalls generally are not classified as impaired. At June 30, 2016 and December 31, 2015, there were no loans in default. The Company carries certain financial instruments at fair value because it has elected to apply the fair value option on an instrument by instrument basis under ASC 825-10. The Company’s financial instruments consist of cash, development property investments (which are typically comprised of a first mortgage loan, a mezzanine loan, and a 49.9 Fair Value Measurements Using Total Level 1 Level 2 Level 3 Development property investments $ 65,002 $ - $ - $ 65,002 Operating property loans 15,035 - - 15,035 Total investments $ 80,037 $ - $ - $ 80,037 The following table presents the financial instruments measured at fair value on a recurring basis at December 31, 2015: Fair Value Measurements Using Total Level 1 Level 2 Level 3 Development property investments $ 40,222 $ - $ - $ 40,222 Operating property loans 19,600 - - 19,600 Total investments $ 59,822 $ - $ - $ 59,822 Estimating fair value requires the use of judgment. The types of judgments involved depend upon the availability of observable market information. Management’s judgments include determining the appropriate valuation model to use, estimating unobservable inputs and applying valuation adjustments. See Note 4, Fair Value of Financial Instruments Cash, investments in money market accounts and certificates of deposit with original maturities of three months or less are considered to be cash equivalents. The Company places its cash and cash equivalents primarily with two financial institutions and, at times, cash held may exceed the Federal Deposit Insurance Corporation insurance limit. The Company’s prepaid expenses and other assets balance at June 30, 2016 includes principal balances for five revolving loan agreements and three mortgage loans. The Company’s prepaid expenses and other assets balance at December 31, 2015 includes principal balances for three revolving loan agreements and one mortgage loan. Because these loans are not part of the Company’s core investment portfolio, these loans are accounted for under the cost method. Fixed assets are recorded at cost and consist of furniture, office and computer equipment, and software. Depreciation is computed on a straight-line basis over the estimated useful lives of the related assets, which range from three to seven years. Fixed assets are generally purchased by the Manager and the cost reimbursed by the Company. Maintenance and repair costs are charged to expense as incurred. Upon sale or retirement, the asset cost and related accumulated depreciation are eliminated from the respective accounts and any resulting gain or loss is included in income. Interest income is recognized as earned on a simple interest basis and is reported in interest income from investments in the Consolidated Statements of Operations. Accrual of interest will be discontinued on a loan when management believes, after considering economic and business conditions and collection efforts, that the borrower’s financial condition is such that collection of interest is doubtful. The Company will recognize income on impaired loans when they are placed into non-accrual status on a cash basis when the loans are both current and the collateral on the loan is sufficient to cover the outstanding obligation to the Company. If these factors do not exist, the Company will not recognize income on such loans. Accrued interest generally is reversed when a loan is placed on non-accrual status. The Company’s loan origination fees are accreted into interest income over the term of the investment using the effective yield method. Transaction and other expenses consist of non-capitalizable advisory fees and other unreimbursed expenses incurred in connection with various financing and investment transactions and are expensed as incurred. During the three and six month periods ended June 30, 2016, the Company incurred $ 0.2 2.1 0.2 Underwriting commissions and offering costs incurred in connection with the Company’s stock offerings are reflected as a reduction of additional paid-in capital. Costs to prepare and file a registration statement on Form S-3 with the Securities and Exchange Commission are included in Other Assets and will be reclassified to additional paid-in capital or to reduce the carrying value of debt upon the issuance of such securities. These costs will be charged to expense in the event such registration statement is withdrawn or not used. Offering and registration costs represent professional fees, fees paid to various regulatory agencies, and other costs incurred in connection with the registration and sale of the Company’s common stock. Costs incurred to organize the Company were expensed as incurred. Restructuring costs consist of severance and benefits costs, lease termination costs, and other costs incurred by the Company in conjunction with consolidating its offices and moving its corporate headquarters. The Company recognizes these severance and other charges when the requirements of ASC 420, Exit or Disposal Cost Obligations The Company intends to elect to be taxed as a REIT and to comply with the related provisions of the Code commencing with its taxable year ended December 31, 2015. Accordingly, the Company will generally not be subject to U.S. federal income tax to the extent of its distributions to stockholders and as long as certain asset, income and share ownership tests are met. The Company had no taxable income for the three and six months ended June 30, 2016 and 2015. To qualify as a REIT, the Company must annually distribute at least 90% of its REIT taxable income to its stockholders and meet certain other requirements. Basic EPS includes only the weighted average number of common shares outstanding during the period. Diluted EPS includes the weighted average number of common shares and the dilutive effect of restricted stock and redeemable Operating Company units when such instruments are dilutive. All outstanding unvested share-based payment awards that contain rights to nonforfeitable dividends are treated as participating in undistributed earnings with common shareholders. Awards of this nature are considered participating securities and the two-class method of computing basic and diluted EPS must be applied. For the three and six months ended June 30, 2016 and 2015, comprehensive income equaled net income; therefore, a separate Consolidated Statement of Comprehensive Income is not included in the accompanying consolidated financial statements. The Company does not evaluate performance on a relationship specific or transactional basis and does not distinguish its principal business or group its operations on a geographical basis for purposes of measuring performance. Accordingly, the Company believes it has a single operating segment for reporting purposes in accordance with GAAP. In February 2015, the FASB issued Accounting Standards Update (“ASU”) 2015-02, Amendments to the Consolidation Analysis. This ASU amends the assessment of whether a limited partnership or limited liability company is a variable interest entity; the effect that fees paid to a decision maker have on the consolidation analysis; how variable interests held by a reporting entity’s related parties or de facto agents affect its consolidation conclusion; and for entities other than limited partnerships and limited liability companies, clarifies how to determine whether the equity holders as a group have power over an entity. This guidance is effective for public business entities for fiscal years and for interim periods within those fiscal years, beginning after December 15, 2015, with early adoption being allowed. The Company early adopted the provisions of this ASU in 2015, and there was no impact on our consolidated financial statements as a result of the adoption. In April 2015, the FASB issued ASU 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. This guidance simplifies the presentation of debt issuance costs by requiring that debt issuance costs be presented in the balance sheet as a deduction from the carrying amount of the related debt liability, consistent with debt discount or premiums. The recognition guidance for debt issuance costs is not affected by amendments in this update, which is effective for annual reporting periods beginning after December 15, 2015. The adoption did not have a material impact on the Company’s consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which is effective for fiscal years, and interim periods within those years, beginning on or after December 15, 2016. In August 2015, the FASB extended the effective date by one year to years beginning on and after December 15, 2017. The standard may be adopted as early as the original effective date but early adoption prior to that date is not permitted. This ASU outlines a new, single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry specific guidance. The Company is currently assessing the impact this new accounting guidance will have on its consolidated financial statements. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements-Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. This ASU requires management to evaluate whether there are conditions and events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the financial statements are issued (or available to be issued when applicable) and, if so, disclose that fact. This ASU is effective for annual periods ending after December 15, 2016 and interim periods within annual periods beginning after December 15, 2016. Early adoption is permitted for annual or interim reporting periods for which the financial statements have not previously been issued. The adoption of this guidance is not expected to have a material effect on the Company’s consolidated financial statements and disclosures. |
INVESTMENTS
INVESTMENTS | 6 Months Ended |
Jun. 30, 2016 | |
Schedule of Investments [Abstract] | |
Investment Holdings, Schedule of Investments [Text Block] | 3. INVESTMENTS The Company’s self-storage investments at June 30, 2016 consisted of the following: ⋅ Development Property Investments 11 76.5 49.9 6.9 The Company also had four construction loan investments totaling an aggregate committed principal amount of approximately $ 36.8 6.9 ⋅ Operating property loans 15.0 5.85 6.9 The Company’s development property investments and operating property loans are collectively referred to herein as the Company’s investment portfolio. 128.3 71.0 Closing Date Metropolitan Total Investment Funded (1) Remaining Fair Value Development property investments: Loan investments with a profits interest: 4/21/2015 Orlando (2) $ 5,372 $ 5,137 $ 235 $ 7,335 6/10/2015 Atlanta 1 (2) 8,132 7,015 1,117 8,887 6/19/2015 Tampa (2) 5,369 5,152 217 5,585 6/26/2015 Atlanta 2 (2) 6,050 5,027 1,023 7,345 6/29/2015 Charlotte 7,624 4,328 3,296 5,711 7/2/2015 Milwaukee 7,650 2,908 4,742 2,916 7/31/2015 New Haven 6,930 2,697 4,233 2,736 8/10/2015 Pittsburgh 5,266 2,035 3,231 2,087 8/14/2015 Raleigh 8,998 1,160 7,838 1,099 9/30/2015 Jacksonville 6,445 4,852 1,593 5,801 10/27/2015 Austin 8,658 881 7,777 814 $ 76,494 $ 41,192 $ 35,302 $ 50,316 Construction loans: 8/5/2015 West Palm Beach 7,500 3,590 3,910 3,550 8/5/2015 Sarasota 4,792 1,547 3,245 1,518 11/17/2015 Chicago 6,808 3,694 3,114 3,648 12/23/2015 Miami 17,733 6,257 11,476 5,970 $ 36,833 $ 15,088 $ 21,745 $ 14,686 Subtotal $ 113,327 $ 56,280 $ 57,047 $ 65,002 Operating property loans: 6/19/2015 New Orleans 2,800 2,800 - 2,837 7/7/2015 Newark 3,480 3,480 - 3,574 10/30/2015 Nashville 1,210 1,210 - 1,238 11/24/2015 Nashville 4,968 4,863 105 4,947 12/22/2015 Chicago 2,502 2,376 126 2,439 Subtotal $ 14,960 $ 14,729 $ 231 $ 15,035 Total investments $ 128,287 $ 71,009 $ 57,278 $ 80,037 (1) (2) Funded principal $ 71,009 Adjustments: Unamortized origination fees (1,078) Net increase in fair value of investments 10,190 Other (84) Fair value of investments $ 80,037 175.7 60.7 Closing Date Metropolitan Total Investment Funded (1) Remaining Fair Value Development property investments: Loan investments with a profits interest: 4/21/2015 Orlando $ 5,372 $ 3,254 $ 2,118 $ 3,400 5/14/2015 Miami (2) 13,867 2,258 11,609 2,115 5/14/2015 Miami (2) 14,849 3,076 11,773 2,929 6/10/2015 Atlanta 1 8,132 4,723 3,409 4,829 6/19/2015 Tampa 5,369 3,720 1,649 3,820 6/26/2015 Atlanta 2 6,050 2,799 3,251 2,823 6/29/2015 Charlotte 7,624 1,124 6,500 1,554 7/2/2015 Milwaukee 7,650 2,529 5,121 2,463 7/31/2015 New Haven 6,930 997 5,933 960 8/10/2015 Pittsburgh 5,266 1,542 3,724 1,542 8/14/2015 Raleigh 8,998 1,026 7,972 934 9/25/2015 Fort Lauderdale (2) 13,230 2,144 11,086 2,009 9/30/2015 Jacksonville 6,445 1,213 5,232 1,180 10/27/2015 Austin 8,658 800 7,858 708 $ 118,440 $ 31,205 $ 87,235 $ 31,266 Construction loans: 8/5/2015 West Palm Beach 7,500 2,011 5,489 1,951 8/5/2015 Sarasota 4,792 1,036 3,756 998 11/17/2015 Chicago 6,808 775 6,033 706 12/23/2015 Miami 17,733 5,655 12,078 5,301 $ 36,833 $ 9,477 $ 27,356 $ 8,956 Subtotal $ 155,273 $ 40,682 $ 114,591 $ 40,222 Operating property loans: 6/19/2015 New Orleans 2,800 2,800 - 2,736 7/7/2015 Newark 3,480 3,480 - 3,416 10/30/2015 Nashville 1,210 1,210 - 1,192 11/10/2015 Sacramento 5,500 5,500 - 5,401 11/24/2015 Nashville 4,968 4,863 105 4,755 12/22/2015 Chicago 2,502 2,130 372 2,100 Subtotal $ 20,460 $ 19,983 $ 477 $ 19,600 Total investments $ 175,733 $ 60,665 $ 115,068 $ 59,822 (1) Represents principal balance of loan gross of origination fees (2) These development property investments (having approximately $ 8.1 Investment in Real Estate Venture 12.2 Investment in Real Estate Venture. The following table provides a reconciliation of the funded principal to the fair market value of investments at December 31, 2015: Funded principal $ 60,665 Adjustments: Unamortized origination fees (1,715) Net increase in fair value of investments 872 Fair value of investments $ 59,822 The Company has elected the fair value option of accounting for all of its investment portfolio investments in order to provide stockholders and others who rely on the Company’s financial statements with a more complete and accurate understanding of the Company’s economic performance, including its revenues and value inherent in its equity participation in development projects. See Note 4, Fair Value of Financial Instruments On May 9, 2016, the Company received $ 5.6 0.1 No loans were in non-accrual status as of June 30, 2016 and December 31, 2015. All of the Company’s development property investments with a profits interest would have been accounted for under the equity method had the Company not elected the fair value option. For the development property investments with a profits interest, the assets and liabilities of the equity method investees approximated $ 49.7 41.2 44.4 31.2 2.2 2.0 2.4 |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | 4. FAIR VALUE OF FINANCIAL INSTRUMENTS The fair value option under ASC 825-10 allows companies to elect to report selected financial assets and liabilities at fair value. The Company has elected the fair value option of accounting for its development property investments and operating property loan investments in order to provide stockholders and others who rely on the Company’s financial statements with a more complete and accurate understanding of the Company’s economic performance, including its revenues and value inherent in its equity participation in self-storage development projects. The Company applies ASC 820, Fair Value Measurements and Disclosures Level 1 - Quoted prices for identical assets or liabilities in an active market. Level 2 - Financial assets and liabilities whose values are based on the following: (i) Quoted prices for similar assets or liabilities in active markets; (ii) Quoted prices for identical or similar assets or liabilities in non-active markets; (iii) Pricing models whose inputs are derived principally from or corroborated by observable market data for substantially the full term of the asset or liability. Level 3 - Prices or valuation techniques based on inputs that are both unobservable and significant to the overall fair value measurement. The carrying values of cash, certain other assets, receivables, senior loan participations and payables approximate their fair values due to their short-term nature or due to a variable interest rate. These instruments are categorized as Level 1 instruments in the measurement of fair value. The below table summarizes the valuation techniques and inputs used to measure the fair value of items categorized in Level 3 of the fair value hierarchy. Instrument Valuation technique and assumptions Hierarchy classification Development property investments Valuations are based using an Income Approach analysis, using the discounted cash flow method model, capturing the prepayment penalty / call price schedule as applicable. The valuation models are calibrated to the total investment net drawn amount as of the issuance date. Level 3 Development property investments with a profits interest (a) Valuations are based using an Income Approach analysis, using the discounted cash flow method model, capturing the prepayment penalty / call price schedule as applicable. The valuation models are calibrated to the total investment net drawn amount as of the issuance date factoring in the value of the profits interests. Level 3 An option-pricing method (OPM) framework is utilized to calculate the value of the profits interests. Operating property loans Valuations are based using an Income Approach analysis, using the discounted cash flow method model, capturing the prepayment penalty / call price schedule as applicable. Level 3 (a) Certain of the Company's development property investments include profits interests. The Company’s development property investments and operating property loan investments are valued using two different valuation techniques. The first valuation technique is an income approach analysis of the debt instrument components of the Company’s investments. The second valuation technique is an option pricing model that is used to determine the fair value of any profits interests associated with an investment. The valuation models are calibrated to the total investment net drawn amount as of the issuance date factoring in the value of the profits interests. At the issuance date of each development property investment, generally the value of the property underlying such investment approximates the sum of the net investment drawn amount plus the developer’s equity investment. For development property investments with a profits interest, at a certain stage of construction, the option pricing method incorporates an adjustment to measure entrepreneurial profit. Entrepreneurial profit is a monetary return above total construction costs that provides compensation for the risk of a development project. Under this method, the value of each property is estimated based on the cost incurred to date, plus an estimated earned entrepreneurial profit. Total entrepreneurial profit is estimated as the difference between the projected value of a property at stabilization and the total development costs, including land, building improvements, and lease-up costs. Utilizing information obtained from the market coupled with the Company’s own experience, the Company has estimated that in most cases, approximately one-third of the entrepreneurial profit is earned during the construction period beginning when construction is approximately 40 100 Level 3 Fair Value Measurements As of June 30, 2016 Unobservable Inputs Asset Category Primary Valuation Input Estimated Range Weighted Development property Income approach analysis Market yields/ 7.30 8.63% 8.10% Exit date 0.67 - 3.33 years 2.5 years Development property investments with a profits interest (a) Option pricing model Volatility 72.65 73.17% 72.98% Exit date 2.81 3.33 years 3.0 years Capitalization rate (b) 5.50 5.75% 5.61% Operating property loans Income approach analysis Market yields/ 5.36 - 6.70% 6.29% Exit date (c) 5.00 - 6.18 years 5.5 years (a) The valuation technique for the development property investments with a profits interest does not differ from the development property investments without a profits interest. The development property investments with a profits interest only require incremental valuation techniques to determine the value of the profits interest. Therefore this line only focuses on the profits interest valuation. (b) Six properties were 40% - 100% complete, thus requiring a capitalization rate to derive entrepreneurial profit. Capitalization rates are estimated based on current data derived from independent sources in the markets in which the Company holds investments. (c) The exit dates for the operating property loans are the contractual maturity dates. As of December 31, 2015 Unobservable Inputs Asset Category Primary Valuation Input Estimated Range Weighted Development property investments Income approach analysis Market yields/ 7.74 - 9.35 % 8.77 % Exit date 1.17 - 3.83 years 3.0 years Development property investments with a profits interest (a) Option pricing model Volatility 72.46 - 73.12 % 72.82 % Exit date 3.31 - 3.83 years 3.5 years Capitalization rate (b) 6.00 - 6.50 % 6.38 % Operating property loans Income approach analysis Market yields/ 6.22 - 7.53 % 6.91 % Exit date (c) 5.50 - 6.68 years 6.0 years (a) The valuation technique for the development property investments with a profits interest does not differ from the development property investments without a profits interest. The development property investments with a profits interest only require incremental valuation techniques to determine the value of the profits interest. Therefore this line only focuses on the profits interest valuation. (b) Four properties were 40% - 100% complete, thus requiring a capitalization rate to derive entrepreneurial profit. Capitalization rates are estimated based on current data derived from independent sources in the markets in which the Company holds investments. (c) The exit dates for the operating property loans are the contractual maturity dates. The fair value measurements are sensitive to changes in unobservable inputs. A change in those inputs to a different amount might result in a significantly higher or lower fair value measurement. The following provides a discussion of the impact of changes in each of the unobservable inputs on the fair value measurement. Market yields - changes in market yields and discount rates, each in isolation, may change the fair value of certain of the Company’s investments. Generally, an increase in market yields or discount rates may result in a decrease in the fair value of certain of the Company’s investments. Increase (decrease) in fair value of investments Change in market yields/discount rates (in millions) June 30, 2016 December 31, 2015 Up 100 basis points $ (1.5) $ (1.6) Down 50 basis points, subject to a minimum yield/rate of 10 basis points 0.8 0.8 Capitalization rate - changes in capitalization rate, in isolation and all else equal, may change the fair value of certain of the Company’s development investments containing profits interests. Generally an increase in the capitalization rate assumption may result in a decrease in the fair value of the entrepreneurial profit associated with certain of the Company’s investments. Increase (decrease) in fair value of investments Change in capitalization rates (in millions) June 30, 2016 December 31, 2015 Up 100 basis points $ (2.9) $ (0.3) Down 100 basis points 5.6 0.4 Exit date - changes in exit date, in isolation and all else equal, may change the fair value of certain of the Company’s investments that have profits interests. Generally, an increase in the exit date assumption may result in an increase in the fair value of the profits interests in certain of the Company’s investments. Volatility - changes in volatility, in isolation and all else equal, may change the fair value of certain of the Company’s investments that have profits interests. Generally, an increase in volatility may result in an increase in the fair value of the profits interests in certain of the Company’s investments. The Company also evaluates the impact of changes in instrument-specific credit risk in determining the fair value of investments. There were no gains or losses attributable to changes in instrument-specific credit risk in the three months and six months ended June 30, 2016 and 2015. Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company’s investments may fluctuate from period to period. Additionally, the fair value of the Company’s investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values that the Company may ultimately realize. Further, such investments are generally subject to legal and other restrictions on resale or otherwise are less liquid than publicly traded securities. If the Company was required to liquidate an investment in a forced or liquidation sale, it could realize significantly less than the value at which the Company has recorded it. In addition, changes in the market environment and other events that may occur over the life of the investments may cause the gains or losses ultimately realized on these investments to be different than the unrealized gains or losses reflected in the valuations currently assigned. Six months ended Balance as of December 31, 2015 $ 59,822 Net realized gains - Net unrealized gains 9,318 Fundings of principal and change in unamortized origination fees 22,568 Repayment of loan (5,500) Payment-in-kind interest 1,522 Contribution of assets to Heitman Joint Venture (7,693) Net transfers in or out of Level 3 - Ending balance at June 30, 2016 $ 80,037 As of June 30, 2016 and December 31, 2015, the total net unrealized appreciation on the investments that use Level 3 inputs was $ 10.2 0.9 For the three and six months ended June 30, 2016 and 2015, all of the change in fair value of investments in the Company’s Consolidated Statements of Operations was attributable to unrealized gains relating to the Company’s Level 3 assets still held as of the respective balance sheet date. Transfers between levels, if any, are recognized at the beginning of the quarter in which the transfers occur. |
INVESTMENT IN REAL ESTATE VENTU
INVESTMENT IN REAL ESTATE VENTURE | 6 Months Ended |
Jun. 30, 2016 | |
Banking and Thrift [Abstract] | |
Equity Method Investments and Joint Ventures Disclosure [Text Block] | 5. INVESTMENT IN REAL ESTATE VENTURE On March 7, 2016, the Company, through its Operating Company, entered into the Limited Liability Company Agreement (the “JV Agreement”) of Storage Lenders LLC, a Delaware limited liability company, to form a real estate venture (the “SL1 Venture”) with HVP III Storage Lenders Investor, LLC (“HVP III”), an investment vehicle managed by Heitman Capital Management LLC (“Heitman”). The SL1 Venture was formed for the purpose of providing capital to developers of self-storage facilities identified and underwritten by the Company. HVP III committed $ 110.0 90 12.2 10 On March 31, 2016, the Company contributed to the SL1 Venture three of its existing development property investments with a profits interest located in Miami and Fort Lauderdale, Florida that were not yet under construction. These investments had an aggregate committed principal amount of approximately $ 41.9 8.1 Nonmonetary Transactions 7.7 Under the JV Agreement, the Company will receive a priority distribution (after debt service and any reserve but before any other distributions) out of operating cash flow and residual distributions based upon 1% of the committed principal amount of loans made by the SL1 Venture, exclusive of the loans contributed to the SL1 Venture by the Company. Operating cash flow of the SL1 Venture (after debt service, reserves and the foregoing priority distributions) will be distributed in accordance with capital commitments. Residual cash flow from capital and other events (after debt service, reserves and priority distributions) will be distributed (i) pro rata in accordance with capital commitments (its “Percentage Interest”) until each member has received a return of all capital contributed; (ii) pro rata in accordance with each member’s Percentage Interest until Heitman has achieved a 14% internal rate of return; (iii) to Heitman in an amount equal to its Percentage Interest less 10% and to the Company in an amount equal to the Company’s Percentage Interest plus 10% until Heitman has achieved a 17% internal rate of return; (iv) to Heitman in an amount equal to its Percentage Interest less 20% and to the Company in an amount equal to the Company’s Percentage Interest plus 20% until Heitman has achieved a 20% internal rate of return; and (v) any excess to Heitman in an amount equal to its Percentage Interest less 30% and to the Company in an amount equal to the Company’s Percentage Interest plus 30%. However, the Company will not be entitled to any such promoted interest prior to the earlier to occur of the third anniversary of the JV Agreement and Heitman receiving distributions to the extent necessary to provide Heitman with a 1.48 multiple on its contributed capital. Since the allocation of cash distributions and liquidating distributions are determined as described in the preceding paragraph, the Company has applied the hypothetical-liquidation-at-book-value (“HLBV”) method to allocate the earnings of SL1 Venture. Under the HLBV approach, the Company’s share of the investee’s earnings or loss is calculated by: · The Company’s capital account at the end of the period assuming that the investee was liquidated or sold at book value, plus · Cash distributions received by the Company during the period, minus · The Company’s capital account at the beginning of the period assuming that the investee were liquidated or sold at book value. SL1 Venture has elected the fair value option of accounting for its development property investments with a profits interest, which are equity method investments of SL1 Venture. The assumptions used to value SL1 Venture’s investments are materially consistent with those used to value the Company’s investments. Closing Date Metropolitan Total Investment Funded (1) Remaining Fair Value 5/14/2015 Miami (2) $ 13,867 $ 3,033 $ 10,834 $ 2,962 5/14/2015 Miami (2) 14,849 3,308 11,541 3,237 9/25/2015 Fort Lauderdale (2) 13,230 2,606 10,624 2,539 4/15/2016 Washington DC 17,269 5,311 11,958 5,232 4/29/2016 Atlanta 10,223 127 10,096 26 Total $ 69,438 $ 14,385 $ 55,053 $ 13,996 (1) Represents principal balance of loan gross of origination fees (2) These development property investments (having approximately $ 8.1 . As of June 30, 2016, the SL1 Venture had total assets of $ 14.2 0.8 0.4 0.2 0.7 In accordance with the JV Agreement, for each development property investment, the borrower must deliver to SL1 Venture a completion guarantee whereby the borrower agrees to cover all costs in excess of the agreed-upon budget amount. Additionally, the Company is required to deliver to the SL1 Venture a backstop completion guarantee for each development property investment to guarantee completion in the event the borrower does not satisfy its obligations. The Company concluded that the likelihood of loss is remote and assigned no value to this guarantee as of June 30, 2016. Under the JV Agreement, Heitman and the Company will seek to obtain and, if obtained, will share joint rights of first refusal to acquire self-storage facilities that are the subject of development property investments made by the SL1 Venture. Additionally, so long as the Company, through its operating subsidiary, is a member of the SL1 Venture and the SL1 Venture holds any assets, the Company will not make any investment of debt or equity or otherwise, directly or indirectly, in one or more new joint ventures or similar programs for the purposes of funding or providing development loans or financing, directly or indirectly, for the development, construction or conversion of self-storage facilities, in each case without first offering such opportunity to Heitman to participate on substantially the same terms as those set forth in the JV Agreement, either through the SL1 Venture or a newly formed real estate venture. The JV Agreement permits Heitman to cause the Company to repurchase from Heitman its Developer Equity Interests (as defined in the JV Agreement) in certain limited circumstances. Under the JV Agreement, if a developer causes to be refinanced a self-storage facility with respect to which the SL1 Venture has made a development property investment and such refinancing does not coincide with a sale of the underlying self-storage facility, then at any time after the fourth anniversary of the commencement of the SL1 Venture, Heitman may either put to the Company its share of the Developer Equity Interests in respect of each such development property investment, or sell Heitman’s Developer Equity Interests to a third party. The Company concluded that the likelihood of loss is remote and assigned no value to the put. The Company is the managing member of the SL1 Venture and will manage and administer (i) the day-to-day business and affairs of the SL1 Venture and any of its acquired properties and (ii) loan servicing and other administration of the approved development property investments. The Company will be paid a monthly expense reimbursement amount by the SL1 Venture in connection with its role as managing member, as set forth in the JV Agreement. Heitman may remove the Company as the managing member of the SL1 Venture if it commits an event of default (as defined in the JV Agreement), if it undergoes a change of control (as defined in the JV Agreement), if it becomes insolvent or if, during the Investment Period, the Company’s Chief Executive Officer ceases to have an active role in the finding and underwriting of potential development loans for the SL1 Venture, and, as a result of such cessation, the Company is not capable of fulfilling its duties and obligations under the JV Agreement, as reasonably determined by Heitman in good faith. Heitman has the right to approve all “Major Decisions” of the SL1 Venture, as defined in the JV Agreement, including, but not limited to, each investment of capital, the incurrence of any indebtedness, the sale or other disposition of assets of the SL1 Venture, the replacement of the managing member, the acceptance of new members into the SL1 Venture and the liquidation of the SL1 Venture. For one of the SL1 Venture development property investments with a profits interest, an investor has an option to put its interest to the Company upon the event of default of the underlying property loans. The put, if exercised, requires the Company to purchase the member’s interest at the original purchase price of $ 1.0 4.5 |
VARIABLE INTEREST ENTITIES
VARIABLE INTEREST ENTITIES | 6 Months Ended |
Jun. 30, 2016 | |
Variable Interest Entity, Nonconsolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | |
Variable Interest Entity Disclosure [Text Block] | 6. VARIABLE INTEREST ENTITIES Development Property Investments The Company holds variable interests in its development property investments. The Company has determined that these investees qualify as VIEs because the entities do not have enough equity to finance their activities without additional subordinated financial support. In determining whether the Company is the primary beneficiary of the VIEs, the Company identified the activities that most significantly impact the VIEs’ economic performance. Such activities are (1) managing the construction and operations of the project, (2) selecting the property manager, (3) financing decisions, (4) authorizing capital expenditures and (5) disposition of the property. Although the Company has certain participating and protective rights, it does not have the power to direct the activities that most significantly impact the VIEs’ economic performance and is not the primary beneficiary; therefore, the Company does not consolidate the VIEs. The Company has recorded assets of $ 65.0 40.2 (in millions) June 30, 2016 December 31, 2015 Assets recorded related to VIEs $ 65.0 $ 40.2 Unfunded loan commitments to VIEs 57.0 114.6 Maximum exposure to loss $ 122.0 $ 154.8 The Company has a construction completion guaranty from the managing members of the VIEs or individual affiliates/owners of such managing members. Investment in Real Estate Venture The Company determined that the SL1 Venture qualifies as a VIE because it does not have enough equity to finance its activities without additional subordinated financial support. In determining whether the Company is the primary beneficiary of the entity, the Company identified the activities that most significantly impact the entity’s economic performance. Such activities are (1) approving self-storage development investments and acquiring self-storage properties, (2) managing directly-owned properties, (3) obtaining debt financing, and (4) disposing of investments. Although the Company has certain rights, it does not have the power to direct the activities that most significantly impact the entity’s economic performance and thus is not the primary beneficiary. As such, the Company does not consolidate the entity and accounts for its unconsolidated interest in the SL1 Venture using the equity method of accounting. The Company’s investment in the SL1 Venture is included in the investment in and advance to real estate venture balance in the Consolidated Balance Sheets, and earnings from the SL1 Venture are included in Equity in earnings from unconsolidated real estate venture in the Company’s Consolidated Statements of Operations. The Company’s maximum contribution to the SL1 Venture is $ 12.2 |
OTHER ASSETS
OTHER ASSETS | 6 Months Ended |
Jun. 30, 2016 | |
Other Assets [Abstract] | |
Other Assets Disclosure [Text Block] | 7. OTHER ASSETS The Company had executed five revolving loan agreements with an aggregate outstanding principal amount of $ 1.4 0.5 0.25 1.0 2.75 100 6.9 7.0 0.5 The Company also has extended three loans with an aggregate balance of $ 3.5 6.9 |
SENIOR PARTICIPATIONS
SENIOR PARTICIPATIONS | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | 8. SENIOR PARTICIPATIONS On April 29, 2016, the Company sold senior participations (the “Operating Property A Notes”) in two separate operating property loans in the Nashville, Tennessee and New Orleans, Louisiana MSAs, having an aggregate outstanding principal balance of $7.8 million, to a regional commercial bank in exchange for cash consideration of $5.0 million. The sale of Operating Property A Notes was effected pursuant to participation agreements between the bank and the Company (the “Participation Agreements”). Under the Participation Agreements, the Company will continue to service the underlying loans so long as it is not in default under the Participation Agreements. The bank has the option to “put” either of the senior participations to the Company in the event the underlying borrower defaults on the underlying loan or if the Company defaults under the applicable Participation Agreement. The Company will pay to the bank interest on the outstanding balance of the Operating Property A Notes at the rate of 30-day LIBOR plus 3.85%, which translates to a current rate of approximately 4.30%. The Operating Property A Notes mature on April 1, 2019, at which time the Company is obligated to repurchase the Operating Property A Notes at the then outstanding principal balances thereof. As part of the Participation Agreements, the Company will maintain a minimum aggregate balance of $0.5 million in depository or money market accounts at the bank. The outstanding balance for the Operating Property A Notes at June 30, 2016 was $5.0 million. On May 27, 2016, the Company sold a third senior participation in a construction loan on a facility in the Miami, Florida MSA (“the Miami A Note”), having a commitment amount of $17.7 million, to the same commercial bank that purchased the Operating Property A Notes in exchange for a commitment by the bank to provide net proceeds of $10.0 million to fund construction draws under the construction loan (the “Miami A Note Sale”) once the total outstanding principal balance exceeds $7.7 million. The Miami A Note Sale was effected pursuant to a participation agreement between the bank and the Company (the “Miami Participation Agreement”). Under the Miami Participation Agreement, the Company will continue to service the underlying loan so long as it is not in default under the Miami Participation Agreement. The bank has the option to “put” the senior participation to the Company in the event the underlying borrower defaults on the underlying loan or if the Company defaults under the Miami Participation Agreement. The Company will pay to the bank interest on the outstanding balance of the Miami A Note at the rate of 30-day LIBOR plus 3.10%, which translates to a current rate of approximately 3.55%. The Company also paid a loan fee of 100 basis points, or $0.1 million upon closing of the loan. The Miami A Note matures on July 1, 2017, at which time the Company is obligated to repurchase the Miami A Note at the then outstanding principal balance thereof. No proceeds have been received as of June 30, 2016 from the Miami A Note. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 6 Months Ended |
Jun. 30, 2016 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | 9. STOCKHOLDERS’ EQUITY The Company was organized in Maryland on October 1, 2014, and under the Company’s Articles of Incorporation, as amended, the Company is authorized to issue up to 500,000,000 100,000,000 1.0 1,000 Common Stock Offering On April 1, 2015, the Company closed its IPO and received $ 93.0 5.0 5,000,000 250,000 1,000 On April 9, 2015, the Company completed the sale of shares of common stock to the underwriters of its IPO pursuant to the underwriters’ over-allotment option. The Company issued 750,000 14.0 Stock Repurchase Plan On May 20, 2016, the Company’s Board of Directors authorized a share repurchase program for the repurchase of up to $ 10.0 213,078 3.2 6.8 Equity Incentive Plan In connection with the IPO, the Company established the 2015 Equity Incentive Plan for the purpose of attracting and retaining directors, executive officers, investment professionals and other key personnel and service providers, including officers and employees of the Manager and other affiliates, and to stimulate their efforts toward the Company’s continued success, long-term growth and profitability. The 2015 Equity Incentive Plan provides for the grant of stock options, share awards (including restricted common stock and restricted stock units), stock appreciation rights, dividend equivalent rights, performance awards, annual incentive cash awards and other equity-based awards, including Long-Term Incentive Plan (“LTIP”) units, which are convertible on a one-for-one basis into Operating Company Units (“OC Units”). A total of 200,000 2,500 10,000 100,000 52,500 Restricted Stock Awards The 2015 Equity Incentive Plan permits the issuance of restricted stock awards to employees and non-employee directors. Granted stock awards at June 30, 2016 and December 31, 2015 aggregated 176,840 162,500 37,672 17,500 40,832 40,836 20,000 The Company recognized approximately $ 0.3 34 0.5 34 1.8 2.2 13.94 14.95 3.3 Three Months Ended Three Months Ended Shares Weighted Shares Weighted Nonvested at March 31, 162,500 $ 20.08 - $ - Granted 14,340 13.95 110,000 20.13 Vested (37,672) 18.09 - - Forfeited - - - - Nonvested at June 30, 139,168 $ 19.91 110,000 $ 20.13 Six Months Ended Six Months Ended Shares Weighted Shares Weighted Nonvested at December 31, 162,500 $ 20.08 - $ - Granted 14,340 13.95 110,000 20.13 Vested (37,672) 18.09 - - Forfeited - - - - Nonvested at June 30, 139,168 $ 19.91 110,000 $ 20.13 Nonvested restricted shares receive dividends which are nonforfeitable. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | 10. EARNINGS PER SHARE Basic earnings per share is computed by dividing net income by the weighted average number of shares outstanding during the period. All outstanding unvested restricted share awards contain rights to non-forfeitable dividends and participate in undistributed earnings with common shareholders and, accordingly, are considered participating securities that are included in the two-class method of computing basic earnings per share. Both the unvested restricted shares, and the related impact to earnings, are considered when calculating earnings per share on a diluted basis with our diluted earnings per share being the more dilutive of the treasury stock or two-class methods. Redeemable Operating Company Units are included in dilutive earnings per share calculations when they are dilutive to earnings per share. Three months ended June 30, Six months ended June 30, 2016 2015 2016 2015 Shares outstanding Weighted average common shares - basic 5,948,555 5,934,066 5,974,277 2,983,425 Effect of dilutive securities (1) - - - - Weighted average common shares, all classes 5,948,555 5,934,066 5,974,277 2,983,425 Calculation of Earnings per Share - basic Net income (loss) $ 5,412 $ (558) $ 6,534 $ (705) Net income allocated to unvested restricted shares (138) - (170) - Dividends declared on unvested restricted shares n/a (39) n/a (39) Net income (loss), adjusted, attributable to common shareholders $ 5,274 $ (597) $ 6,364 $ (744) Weighted average common shares - basic 5,948,555 5,934,066 5,974,277 2,983,425 Earnings per share - basic $ 0.89 $ (0.10) $ 1.07 $ (0.25) Calculation of Earnings per Share - diluted Net income (loss) $ 5,412 $ (558) $ 6,534 $ (705) Net income allocated to unvested restricted shares (138) - (170) - Dividends declared on unvested restricted shares n/a (39) n/a (39) Net income (loss), adjusted, attributable to common shareholders (2) $ 5,274 $ (597) $ 6,364 $ (744) Weighted average common shares - diluted 5,948,555 5,934,066 5,974,277 2,983,425 Earnings per share - diluted $ 0.89 $ (0.10) $ 1.07 $ (0.25) (1) For all periods presented, potentially dilutive securities are not included in the diluted earnings per share calculation as they are not dilutive. (2) For all periods presented, the Company has no undistributed earnings and accordingly reallocation of undistributed earnings between potential common stock and participating securities is not necessary. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | 11. RELATED PARTY TRANSACTIONS The Company’s founder was reimbursed for $ 0.1 0.1 Equity Method Investments Certain of the Company’s development property investments are equity method investments for which the Company has elected the fair value option of accounting. The fair value of these equity method investments at June 30, 2016 and December 31, 2015 were $ 50.3 31.3 6.0 0.7 10.0 0.7 The Company’s investment in the real estate venture, SL1Venture, has a carrying amount of $ 9.1 0.7 0.4 Management Agreement On April 1, 2015, the Company entered into a management agreement with its Manager (the “Management Agreement”). Pursuant to the terms of the Management Agreement, the Manager will be responsible for (a) the Company’s day-to-day operations, (b) determining investment criteria and strategy in conjunction with the Company’s Board of Directors, (c) sourcing, analyzing, originating, underwriting, structuring, and acquiring the Company’s portfolio investments, and (d) performing portfolio management duties. The Manager has an Investment Committee that approves investments in accordance with the Company’s investment guidelines, investment strategy, and financing strategy. On May 23, 2016, the Company entered into an Amended and Restated Management Agreement (the “Amended and Restated Management Agreement”) by and among the Company, the Operating Company and the Manager that amends and restates the original Management Agreement dated April 1, 2015. The Amended and Restated Management Agreement was approved on behalf of the Company and the Operating Company by a unanimous vote of the Nominating and Corporate Governance Committee of the Company’s Board of Directors, which consists solely of independent directors. The Amended and Restated Management Agreement modifies certain procedures with respect to the future internalization of the Manager (as described in the Amended and Restated Management Agreement, an “Internalization Transaction”). Prior to entry into the Amended and Restated Management Agreement, if no Internalization Transaction had occurred prior to the end of the last renewal term, the Manager would have been entitled to the Termination Fee (as defined in the Amended and Restated Management Agreement) and the Company would not have acquired the assets of the Manager. The Amended and Restated Management Agreement, however, requires an Internalization Transaction at the end of the last renewal term (if an Internalization Transaction or termination of the Amended and Restated Management Agreement has not occurred prior to that date). The Internalization Price in such event would equal the Termination Fee amount and the Company would receive the Manager’s assets. Accordingly, the amount the Manager would receive has not changed, but the Company now would receive the assets of the Manager, which it would not have received prior to the Amended and Restated Management Agreement. Under the Amended and Restated Management Agreement, if an Internalization Transaction has not occurred prior to March 31, 2023, the last day of the last renewal term, then the Manager and the Company shall consummate an Internalization Transaction to be effective as of that date and all assets of the Manager (or, alternatively, all of the equity interests in the Manager) shall be conveyed to and acquired by the Operating Company in exchange for the Internalization Price (as described herein). At such time, all employees of the Manager shall become employees of the Operating Company and the Manager shall discontinue all business activities. Unlike an Internalization Transaction that occurs prior to the end of the final renewal term of the Amended and Restated Management Agreement, an Internalization Transaction that occurs at the end of the final renewal term shall not require a fairness opinion, the approval of a special committee of the Company’s Board of Directors or the approval of the Company’s stockholders. The “Internalization Price” payable in the event of an Internalization Transaction at the end of the last renewal term shall be equal to the Termination Fee and the Board of Directors of the Company has no discretion to change such Internalization Price or the conditions applicable to its payment. The Internalization Price paid to the Manager in any Internalization Transaction will be payable by the Operating Company in the number of units of limited liability company interests (“OC Units”) of the Operating Company equal to the Internalization Price, divided by the volume-weighted average of the closing market price of the common stock of the Company for the ten consecutive trading days immediately preceding the date with respect to which value must be determined. However, if the common stock of the Company is not traded on a national securities exchange at the time of closing of any Internalization Transaction, then the number of OC Units shall be determined by agreement between the Board of Directors of the Company and the Manager or, in the absence of such agreement, the Internalization Price shall be paid in cash. Prior to entry into the Amended and Restated Management Agreement, any Termination Fee would have been payable by the Operating Company in OC Units equal to the Termination Fee divided by the average of the daily market price of the Common Stock for the ten consecutive trading days immediately preceding the date of termination within 90 days after occurrence of the event requiring the payment of the Termination Fee. In accordance with ASC 505-50, Equity - Equity-based Payments to Non-Employees, 0.1 0.2 0.2 The initial term of the Management Agreement will be five years, with up to a maximum of three, one-year extensions that end on the applicable anniversary of the completion of the Company’s offering. The Company’s independent directors will review the Manager’s performance annually. Following the initial term, the Management Agreement may be terminated annually upon the affirmative vote of at least two-thirds of the Company’s independent directors based upon: (a) the Manager’s unsatisfactory performance that is materially detrimental to the Company; or (b) the Company’s determination that the management fees payable to the Manager are not fair, subject to the Manager’s right to prevent termination based on unfair fees by accepting a reduction of management fees agreed to by at least two-thirds of the independent directors. The Company will provide its Manager with 180 days’ prior notice of such a termination. Upon such a termination, the Company will pay the Manager a Termination Fee except as provided below. No later than 180 days prior to the end of the initial term of the Management Agreement, the Manager will offer to contribute to the Company’s Operating Company at the end of the initial term all of the assets or equity interests in the Manager at the internalization price and on such terms and conditions included in a written offer provided by the Manager. Upon receipt of the Manager’s initial internalization offer, a special committee consisting solely of the Company’s independent directors may accept the Manager’s proposal or submit a counter offer to the Manager. If the Manager and the special committee are unable to agree, the Manager and the special committee will repeat this process annually during the term of any extension of the Management Agreement. Acquisition of the Manager pursuant to this process requires a fairness opinion from a nationally recognized investment banking firm and stockholder approval, in addition to approval by the special committee. As described above, if an Internalization Transaction has not occurred prior to March 31, 2023, the last day of the last renewal term, then the Manager and the Company shall consummate an Internalization Transaction to be effective as of that date, and such Internalization Transaction shall not require a fairness opinion, the approval of a special committee of the Company’s Board of Directors or the approval of the Company’s stockholders. If the Management Agreement terminates other than for Cause, voluntary non-renewal by the Manager or the Company being required to register as an investment company under the Investment Company Act of 1940, then the Company shall pay to the Manager, on the date on which such termination is effective, a Termination Fee equal to the greater of (i) three times the sum of the average annual Base Management Fee and Incentive Fee earned by the Manager during the 24-month period prior to such termination, calculated as of the end of the most recently completed fiscal quarter prior to the date of termination, or (ii) the offer price, which will be based on the lesser of (a) the Manager’s earnings before interest, taxes, depreciation and amortization (adjusted for unusual, extraordinary and non-recurring charges and expenses), or “EBITDA” annualized based on the most recent quarter ended, multiplied by a specific multiple, or EBITDA Multiple, depending on the Company’s achieved total annual return, and (b) the Company’s equity market capitalization multiplied by a specific percentage, or Capitalization Percentage, depending on the Company’s achieved total return (the Internalization Price). Any Termination Fee will be payable by the Operating Company in cash. The Company also may terminate the Amended and Restated Management Agreement at any time, including during the initial term, without the payment of any Termination Fee, with 30 days’ prior written notice from the Board of Directors, for cause. “Cause” is defined as: (i) the Manager’s continued breach of any material provision of the Amended and Restated Management Agreement following a prescribed period; (ii) the occurrence of certain events with respect to the bankruptcy or insolvency of the Manager; (iii) a change of control of the Manager that a majority of the Company’s independent directors determines is materially detrimental to the Company; (iv) the Manager committing fraud against the Company, misappropriating or embezzling the Company’s funds, or acting grossly negligent in the performance of its duties under the Amended and Restated Management Agreement; (v) the dissolution of the Manager; (vi) the Manager fails to provide adequate or appropriate personnel that are reasonably necessary for the Manager to identify investment opportunities for the Company and to manage and develop the Company’s investment portfolio if such default continues uncured for a period of 60 days after written notice thereof, which notice must contain a request that the same be remedied; (vii) the Manager is convicted (including a plea of nolo contendere) of a felony; or (viii) both the current Chief Executive Officer and the current President and Chief Operating Officer are no longer senior executive officers of the Manager or the Company during the term of the Amended and Restated Management Agreement other than by reason of death or disability. The Manager may terminate the Amended and Restated Management Agreement if the Company becomes required to register as an investment company under the 1940 Act, with such termination deemed to occur immediately before such event, in which case the Company would not be required to pay the Manager a Termination Fee. The Manager may also decline to renew the Amended and Restated Management Agreement by providing the Company with 180 days’ written notice, in which case the Company would not be required to pay a Termination Fee. The Amended and Restated Management Agreement provides for the Manager to earn a base management fee and an incentive fee. In addition, the Company will reimburse certain expenses of the Manager, excluding the salaries and cash bonuses of the Manager’s chief executive officer and chief financial officer, a portion of the salary of the president and chief operating officer, and certain other costs as determined by the Manager in accordance with the Amended and Restated Management Agreement. Certain prepaid expenses and fixed assets are also purchased through the Manager and reimbursed by the Company. In the event that the Company terminates the Amended and Restated Management Agreement per the terms of the agreement, other than for cause or the Company being required to register as an investment company, there will be a Termination Fee due to the Manager. Amounts reimbursable to the Manager for expenses are included in general and administrative expenses in the Consolidated Statements of Operations and totaled $ 0.7 0.5 1.6 0.5 Management Fees As of June 30, 2016, the Company did not have any personnel. As a result, the Company is relying on the properties, resources and personnel of the Manager to conduct operations. The Company has agreed to pay the Manager a base management fee in an amount equal to 0.375 1.5 0.4 0.8 0.4 0.6 0.7 Incentive Fee The Manager is entitled to an incentive fee with respect to each fiscal quarter (or part thereof that the Amended and Restated Management Agreement is in effect) in arrears in cash. The incentive fee will be an amount, not less than zero, determined pursuant to the following formula: IF = .20 times (A minus (B times .08)) minus C In the foregoing formula: · · · Notwithstanding application of the incentive fee formula, no incentive fee shall be paid with respect to any fiscal quarter unless cumulative annual stockholder total return for the four most recently completed fiscal quarters is greater than 8%. Any computed incentive fee earned but not paid because of the foregoing hurdle will accrue until such 8 The Manager computes each quarterly installment of the incentive fee within 45 days after the end of the fiscal quarter with respect to which such installment is payable and promptly delivers such calculation to the Company’s Board of Directors. The amount of the installment shown in the calculation is due and payable no later than the date which is five business days after the date of delivery of such computation to the Board of Directors. The calculation generally will be reviewed by the Board of Directors at their regularly scheduled quarterly board meeting. The Manager has not earned an incentive fee for the three and six months ended June 30, 2016 and 2015. |
RESTRUCTURING COSTS
RESTRUCTURING COSTS | 6 Months Ended |
Jun. 30, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Activities Disclosure [Text Block] | 12. RESTRUCTURING COSTS On August 11, 2015, the Company’s Board of Directors approved consolidating its offices and moving the corporate headquarters to Memphis, Tennessee. In connection with the consolidation and moving of the Company’s headquarters, the Company added legal, accounting, loan administration and business development personnel in Memphis and closed its offices in Miami, Florida and Cleveland, Ohio. The consolidation was completed by the end of the third quarter of 2015. Restructuring costs reflected in the accompanying Consolidated Statements of Operations relate primarily to one-time termination benefits and lease termination costs. The Company recognizes these severance and other charges when the requirements of ASC 420 have been met regarding a plan of termination and when communication has been made to employees. During the three and six months ended June 30, 2016, the Company recorded approximately $ 47.0 54.0 Three Months Ended June 30, 2016 Cost Type Restructuring Restructuring Cash Non-cash Restructuring Total cumulative Severance $ - $ - $ - $ - $ - $ 97 Fixed asset disposal - - - - - 33 Lease termination 80 47 (25) - 102 187 Other - - - - - 13 Total restructuring costs $ 80 $ 47 $ (25) $ - $ 102 $ 330 Six Months Ended June 30, 2016 Cost Type Restructuring Restructuring Cash Non-cash Restructuring Total cumulative Severance $ - $ - $ - $ - $ - $ 97 Fixed asset disposal - - - - - 33 Lease termination 85 64 (47) - 102 187 Other 10 - - (10) - 13 Total restructuring costs $ 95 $ 64 $ (47) $ (10) $ 102 $ 330 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | 13. SUBSEQUENT EVENTS The Company’s management has evaluated subsequent events through the date of issuance of the consolidated financial statements included herein. Other than those disclosed below, there have been no subsequent events that occurred during such period that require disclosure or recognition in the accompanying consolidated financial statements. Senior Participations On July 26, 2016, the Company sold to a national commercial bank operating in the Company’s markets senior participations in the construction loans of four separate development property investments with a profits interest (one in the Orlando, Florida MSA, two in the Atlanta, Georgia MSA, and one in the Tampa, Florida MSA) having an aggregate committed principal balance of approximately $ 21.8 6.9 12.5 14.2 annual rate of 30-day LIBOR plus 3.50 3.95 On July 12, 2016, the Company executed a non-binding term sheet with a local Memphis, Tennessee-based community bank for the sale of a senior participation in an approximately $ 6.8 4.4 interest rate on the A note is 30-day LIBOR plus 3.50 3.95 Real Estate Venture Closings On July 19, 2016, the SL1 Venture closed an $ 8.1 0.3 On July 21, 2016, the SL1 Venture closed a $ 7.8 0.5 Series A Preferred Stock Private Placement On July 27, 2016 (the “Effective Date”), the Company entered into a Stock Purchase Agreement (the “Purchase Agreement”) with accounts managed by NexPoint Advisors, L.P., an affiliate of Highland Capital Management, L.P. (collectively, the “Buyers”) relating to the issuance and sale, from time to time until the second anniversary of the Effective Date (such period, the “Commitment Period”), of up to $ 100 0.01 1,000 50 125 5 15 35 The Company expects to contribute the net proceeds from issuances and sales of the Series A Preferred Stock to the Operating Company in exchange for newly designated Series A Preferred membership units in the Operating Company having economic terms and designations, powers, preferences, rights and restrictions that are substantially similar to the Series A Preferred Stock. The Series A Preferred Stock will rank senior to the shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), with respect to distribution rights and rights upon liquidation, winding up and dissolution of the Company, on parity with any class or series of capital stock of the Company expressly designated as ranking on parity with the Series A Preferred Stock with respect to distribution rights and rights upon liquidation, winding up and dissolution of the Company, junior to any class or series of capital stock of the Company expressly designated as ranking senior to the Series A Preferred Stock with respect to distribution rights and rights upon liquidation, winding up and dissolution of the Company and junior in right of payment to the Company’s existing and future indebtedness. Holders of Series A Preferred Stock will be entitled to a cumulative cash distribution (“Cash Distribution”) equal to (A) 7.0 8.5 5.0 25 14.0 The holders of Series A Preferred Stock have the right to purchase their pro rata share of any qualified offering of Common Stock, which consists of any offering by the Company of Common Stock except any shares of Common Stock issued (i) in connection with a merger, consolidation, acquisition or similar business combination, (ii) in connection with a joint venture, strategic alliance or similar corporate partnering arrangement, (iii) in connection with any acquisition of assets by the Company, (iv) at market prices pursuant to a registered at-the-market program and/or (v) as part of a compensatory or employment arrangement. So long as shares of Series A Preferred Stock remain outstanding, the Company is required to maintain a ratio of debt to total tangible assets determined under U.S. generally accepted accounting principles of no more than 0.4:1, measured as of the last day of each fiscal quarter. Holders of Series A Preferred Stock will be entitled to a separate class vote with respect to (i) any amendments to the Company’s Amended and Restated Articles of Incorporation (the “Charter”), as supplemented by the Articles Supplementary, or bylaws that would alter or change the rights, preferences, privileges or restrictions of the Series A Preferred Stock so as to materially and adversely affect such Series A Preferred Stock and (ii) by reclassification or otherwise, any issuances by the Company of securities that are senior to, or equal in priority with, the Series A Preferred Stock. In the event of any liquidation, dissolution or winding up of the Company, the holders of the Series A Preferred Stock shall be entitled to receive an amount equal to the greater of (i) the Liquidation Value, plus all accumulated but unpaid Cash Distributions and Stock Dividends thereon to, but not including, the date of any liquidation, but excluding any Cash Premium and (ii) the amount that would be paid on such date in the event of a redemption following a change of control. Pursuant to the Purchase Agreement and the Articles Supplementary, the Company agreed to increase the size of its Board by one director and elect either James Dondero or Matt McGraner, as selected by NexPoint Advisors, L.P., as preferred representative of the Buyers, to the Board for a term expiring at the Company’s 2017 annual meeting of stockholders. Thereafter, so long as any shares of the Series A Preferred Stock are outstanding, the Company will nominate one person to be designated by the holders of the Series A Preferred Stock as a designee for election by the Company’s stockholders to the Board. If the Company has not paid the full amount of the Cash Distribution or the Stock Dividend on the shares of the Series A Preferred Stock for six or more quarterly dividend periods (whether or not consecutive), the Company will increase the size of the Board by two directors and will nominate two additional persons to be designated by the holders of the Series A Preferred Stock as designees for election to the Board by the Company’s stockholders at the next annual or special meeting of stockholders to serve until the Company pays in full all accumulated and unpaid Cash Distributions and Stock Dividends. Further, at any time that the Series A Preferred Stock remains outstanding, if Dean Jernigan, the Company’s current Chief Executive Officer and Chairman of the Board, voluntarily leaves the position of Chief Executive Officer, and is not serving as the Executive Chairman of the Board (a “Key Man Event”), the holders of the Series A Preferred Stock shall have the right to accept or reject the service of any person as Chief Executive Officer (or such person serving as the principal executive officer) of the Company. The Purchase Agreement requires that the Company and its subsidiaries conduct their business in the ordinary course of business consistent with past practice and use reasonable best efforts to (i) preserve substantially intact the business organization and (ii) avoid becoming subject to the requirements of the Investment Company Act of 1940, as amended. Additionally, the Company and its subsidiaries may not change or alter materially its method of accounting or the manner in which it keeps its accounting books and records unless required by the Securities and Exchange Commission to reflect changes in U.S. generally accepted accounting principles or, in the business judgment of the Board, such change would be in the best interests of the Company or stockholders. Future issuances of shares of Series A Preferred Stock at any one or more closings after the Effective Date are contingent upon the satisfaction of certain conditions at the time of such proposed purchase, including that (i) the representations and warranties of the Purchase Agreement remain true and correct in all material respects and the Company has complied with all covenants and conditions under the Purchase Agreement, the Articles Supplementary, the Registration Rights Agreement and the documents related thereto, (ii) no material adverse effect (as such term is defined in the Purchase Agreement) has occurred, (iii) there is no suspension of trading of the Common Stock on the New York Stock Exchange or such other market or exchange on which the Common Stock is then listed or traded (the “Principal Market”), (iv) a Key Man Event shall not have occurred, as described above, and (v) the Company has delivered certain customary closing deliverables. An event of default under the Purchase Agreement terminates the obligation of the Buyers to acquire shares of Series A Preferred Stock from the Company and also triggers the Cash Premium described above. Such events of default under the Purchase Agreement include (i) a Registration Default, (ii) the suspension of trading or delisting of the Common Stock on the Principal Market, (iii) the failure by the transfer agent of the Company to issue shares of the Series A Preferred Stock to the Buyers (subject to an applicable cure period), (iv) the Company’s breach of a representation or warranty, covenant or other term or condition under the Purchase Agreement, Articles Supplementary, the Registration Rights Agreement or the documents related thereto that has a material adverse effect (subject to an applicable cure period), (v) the failure of the Company to sell $50 million of shares of Series A Preferred Stock on or prior to the tenth business day after the expiration of the Commitment Period, (vi) an event of default under any secured indebtedness of the Company, or (vii) certain bankruptcy proceedings. The holders of the Series A Preferred Stock will have certain customary registration rights with respect to the Common Stock issued as Stock Dividends pursuant to the terms of a Registration Rights Agreement. The issuance and sale of the Series A Preferred Stock, and the issuance of shares of common stock and/or additional shares of Series A Preferred Stock issuable as Stock Dividends, will be exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”) pursuant to Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D thereunder. The Buyers represented to the Company that they are “accredited investors” as defined in Rule 501 of the Securities Act and that the Series A Preferred Stock is being acquired for investment purposes and not with a view to, or for sale in connection with, any distribution thereof, and appropriate legends will be affixed to any certificates evidencing the shares of Series A Preferred Stock or Common Stock issuable pursuant to the Stock Purchase Agreement. |
SIGNIFICANT ACCOUNTING POLICI20
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | Basis of Presentation The Company’s consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The accompanying interim consolidated financial statements include all normal recurring adjustments that are, in the opinion of management, necessary for a fair presentation of the results for the interim periods included therein. Substantially all operations are conducted through the Operating Company, and all significant intercompany transactions and balances have been eliminated in consolidation. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Actual results could differ from those estimates. |
Consolidation, Variable Interest Entity, Policy [Policy Text Block] | Variable Interest Entities The Company invests in entities that may qualify as variable interest entities (“VIEs”). A VIE is a legal entity that lacks one or more of the characteristics of a voting interest entity. A VIE is defined as an entity in which equity investors do not have the characteristics of a controlling financial interest or do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties. The determination of whether an entity is a VIE includes both a qualitative and quantitative analysis. Management bases the qualitative analysis on its review of the design of the entity, its organizational structure including allocation of decision-making authority and relevant financial agreements and the quantitative analysis on the forecasted cash flow of the entity. Management reassesses the initial evaluation of an entity as a VIE upon the occurrence of certain reconsideration events. A VIE must be consolidated only by its primary beneficiary, which is defined as the party that, along with its affiliates and agents, has both the: (i) power to direct the activities that most significantly impact the VIE’s economic performance and (ii) obligation to absorb the losses of the VIE or the right to receive the benefits from the VIE, which could be significant to the VIE. Management determines whether the Company is the primary beneficiary of a VIE by considering qualitative and quantitative factors, including, but not limited to: which activities most significantly impact the VIE’s economic performance and which party controls such activities; the amount and characteristics of its investment; the obligation or likelihood for the Company or other interests to provide financial support; consideration of the VIE’s purpose and design, including the risks the VIE was designed to create and pass through to its variable interest holders and the similarity with and significance to the Company’s business activities and the other interests. Management reassesses the determination of whether the Company is the primary beneficiary of a VIE each reporting period. |
Equity Method Investments, Policy [Policy Text Block] | Equity Investments Investments in real estate ventures and entities over which the Company exercises significant influence but not control are accounted for using the equity method. In accordance with Accounting Standards Codification (“ASC”) 825, Financial Instruments |
Policy Loans Receivable, Policy [Policy Text Block] | Loan Investments and Election of Fair Value Option of Accounting for Loan Investments The Company has elected the fair value option of accounting for all of its investment portfolio loan investments, including those that are required under GAAP to be accounted for under the equity method, in order to provide stockholders and others who rely on the Company’s financial statements with a more complete and accurate understanding of the Company’s economic performance including its revenues and value inherent in the Company’s equity participation in development projects. Changes in the fair value of these investments are recorded in change in fair value of investments within other income. All direct loan costs are charged to expense as incurred. Each loan investment is evaluated for impairment on a periodic basis. A loan will be considered impaired when, based on current information and events, it is probable that the loan will not be collected according to the contractual terms of the loan agreement. Factors to be considered by management in determining impairment include payment status, collateral value and the probability of collecting scheduled principal and interest payments when due. Loans that experience insignificant payment delays and payment shortfalls generally are not classified as impaired. At June 30, 2016 and December 31, 2015, there were no loans in default. |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurement The Company carries certain financial instruments at fair value because it has elected to apply the fair value option on an instrument by instrument basis under ASC 825-10. The Company’s financial instruments consist of cash, development property investments (which are typically comprised of a first mortgage loan, a mezzanine loan, and a 49.9 Fair Value Measurements Using Total Level 1 Level 2 Level 3 Development property investments $ 65,002 $ - $ - $ 65,002 Operating property loans 15,035 - - 15,035 Total investments $ 80,037 $ - $ - $ 80,037 The following table presents the financial instruments measured at fair value on a recurring basis at December 31, 2015: Fair Value Measurements Using Total Level 1 Level 2 Level 3 Development property investments $ 40,222 $ - $ - $ 40,222 Operating property loans 19,600 - - 19,600 Total investments $ 59,822 $ - $ - $ 59,822 Estimating fair value requires the use of judgment. The types of judgments involved depend upon the availability of observable market information. Management’s judgments include determining the appropriate valuation model to use, estimating unobservable inputs and applying valuation adjustments. See Note 4, Fair Value of Financial Instruments |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents Cash, investments in money market accounts and certificates of deposit with original maturities of three months or less are considered to be cash equivalents. The Company places its cash and cash equivalents primarily with two financial institutions and, at times, cash held may exceed the Federal Deposit Insurance Corporation insurance limit. |
Prepaid Expenses and Other Assets [Policy Text Block] | Prepaid Expenses and Other Assets The Company’s prepaid expenses and other assets balance at June 30, 2016 includes principal balances for five revolving loan agreements and three mortgage loans. The Company’s prepaid expenses and other assets balance at December 31, 2015 includes principal balances for three revolving loan agreements and one mortgage loan. Because these loans are not part of the Company’s core investment portfolio, these loans are accounted for under the cost method. |
Property, Plant and Equipment, Policy [Policy Text Block] | Fixed Assets Fixed assets are recorded at cost and consist of furniture, office and computer equipment, and software. Depreciation is computed on a straight-line basis over the estimated useful lives of the related assets, which range from three to seven years. Fixed assets are generally purchased by the Manager and the cost reimbursed by the Company. Maintenance and repair costs are charged to expense as incurred. Upon sale or retirement, the asset cost and related accumulated depreciation are eliminated from the respective accounts and any resulting gain or loss is included in income. |
Revenue Recognition, Policy [Policy Text Block] | Revenue recognition Interest income is recognized as earned on a simple interest basis and is reported in interest income from investments in the Consolidated Statements of Operations. Accrual of interest will be discontinued on a loan when management believes, after considering economic and business conditions and collection efforts, that the borrower’s financial condition is such that collection of interest is doubtful. The Company will recognize income on impaired loans when they are placed into non-accrual status on a cash basis when the loans are both current and the collateral on the loan is sufficient to cover the outstanding obligation to the Company. If these factors do not exist, the Company will not recognize income on such loans. Accrued interest generally is reversed when a loan is placed on non-accrual status. The Company’s loan origination fees are accreted into interest income over the term of the investment using the effective yield method. |
Selling, General and Administrative Expenses, Policy [Policy Text Block] | Transaction and other expenses Transaction and other expenses consist of non-capitalizable advisory fees and other unreimbursed expenses incurred in connection with various financing and investment transactions and are expensed as incurred. During the three and six month periods ended June 30, 2016, the Company incurred $ 0.2 2.1 0.2 |
Offering Costs [Policy Text Block] | Offering and Registration Costs Underwriting commissions and offering costs incurred in connection with the Company’s stock offerings are reflected as a reduction of additional paid-in capital. Costs to prepare and file a registration statement on Form S-3 with the Securities and Exchange Commission are included in Other Assets and will be reclassified to additional paid-in capital or to reduce the carrying value of debt upon the issuance of such securities. These costs will be charged to expense in the event such registration statement is withdrawn or not used. Offering and registration costs represent professional fees, fees paid to various regulatory agencies, and other costs incurred in connection with the registration and sale of the Company’s common stock. |
Organization Costs and Offering Costs [Policy Text Block] | Organization Costs Costs incurred to organize the Company were expensed as incurred. |
Costs Associated with Exit or Disposal Activities or Restructurings, Policy [Policy Text Block] | Restructuring Costs Restructuring costs consist of severance and benefits costs, lease termination costs, and other costs incurred by the Company in conjunction with consolidating its offices and moving its corporate headquarters. The Company recognizes these severance and other charges when the requirements of ASC 420, Exit or Disposal Cost Obligations |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company intends to elect to be taxed as a REIT and to comply with the related provisions of the Code commencing with its taxable year ended December 31, 2015. Accordingly, the Company will generally not be subject to U.S. federal income tax to the extent of its distributions to stockholders and as long as certain asset, income and share ownership tests are met. The Company had no taxable income for the three and six months ended June 30, 2016 and 2015. To qualify as a REIT, the Company must annually distribute at least 90% of its REIT taxable income to its stockholders and meet certain other requirements. |
Earnings Per Share, Policy [Policy Text Block] | Earnings per Share (“EPS”) Basic EPS includes only the weighted average number of common shares outstanding during the period. Diluted EPS includes the weighted average number of common shares and the dilutive effect of restricted stock and redeemable Operating Company units when such instruments are dilutive. All outstanding unvested share-based payment awards that contain rights to nonforfeitable dividends are treated as participating in undistributed earnings with common shareholders. Awards of this nature are considered participating securities and the two-class method of computing basic and diluted EPS must be applied. |
Comprehensive Income, Policy [Policy Text Block] | Comprehensive Income For the three and six months ended June 30, 2016 and 2015, comprehensive income equaled net income; therefore, a separate Consolidated Statement of Comprehensive Income is not included in the accompanying consolidated financial statements. |
Segment Reporting, Policy [Policy Text Block] | Segment Reporting The Company does not evaluate performance on a relationship specific or transactional basis and does not distinguish its principal business or group its operations on a geographical basis for purposes of measuring performance. Accordingly, the Company believes it has a single operating segment for reporting purposes in accordance with GAAP. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In February 2015, the FASB issued Accounting Standards Update (“ASU”) 2015-02, Amendments to the Consolidation Analysis. This ASU amends the assessment of whether a limited partnership or limited liability company is a variable interest entity; the effect that fees paid to a decision maker have on the consolidation analysis; how variable interests held by a reporting entity’s related parties or de facto agents affect its consolidation conclusion; and for entities other than limited partnerships and limited liability companies, clarifies how to determine whether the equity holders as a group have power over an entity. This guidance is effective for public business entities for fiscal years and for interim periods within those fiscal years, beginning after December 15, 2015, with early adoption being allowed. The Company early adopted the provisions of this ASU in 2015, and there was no impact on our consolidated financial statements as a result of the adoption. In April 2015, the FASB issued ASU 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. This guidance simplifies the presentation of debt issuance costs by requiring that debt issuance costs be presented in the balance sheet as a deduction from the carrying amount of the related debt liability, consistent with debt discount or premiums. The recognition guidance for debt issuance costs is not affected by amendments in this update, which is effective for annual reporting periods beginning after December 15, 2015. The adoption did not have a material impact on the Company’s consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which is effective for fiscal years, and interim periods within those years, beginning on or after December 15, 2016. In August 2015, the FASB extended the effective date by one year to years beginning on and after December 15, 2017. The standard may be adopted as early as the original effective date but early adoption prior to that date is not permitted. This ASU outlines a new, single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry specific guidance. The Company is currently assessing the impact this new accounting guidance will have on its consolidated financial statements. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements-Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. This ASU requires management to evaluate whether there are conditions and events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the financial statements are issued (or available to be issued when applicable) and, if so, disclose that fact. This ASU is effective for annual periods ending after December 15, 2016 and interim periods within annual periods beginning after December 15, 2016. Early adoption is permitted for annual or interim reporting periods for which the financial statements have not previously been issued. The adoption of this guidance is not expected to have a material effect on the Company’s consolidated financial statements and disclosures. |
SIGNIFICANT ACCOUNTING POLICI21
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Fair Value, Assets Measured on Recurring Basis [Table Text Block] | The following table presents the financial instruments measured at fair value on a recurring basis at June 30, 2016: Fair Value Measurements Using Total Level 1 Level 2 Level 3 Development property investments $ 65,002 $ - $ - $ 65,002 Operating property loans 15,035 - - 15,035 Total investments $ 80,037 $ - $ - $ 80,037 The following table presents the financial instruments measured at fair value on a recurring basis at December 31, 2015: Fair Value Measurements Using Total Level 1 Level 2 Level 3 Development property investments $ 40,222 $ - $ - $ 40,222 Operating property loans 19,600 - - 19,600 Total investments $ 59,822 $ - $ - $ 59,822 |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Schedule of Investments [Abstract] | |
Investment Holdings, Schedule of Investments [Table Text Block] | As of June 30, 2016, the aggregate committed principal amount of the Company’s investment portfolio was approximately $ 128.3 71.0 Closing Date Metropolitan Total Investment Funded (1) Remaining Fair Value Development property investments: Loan investments with a profits interest: 4/21/2015 Orlando (2) $ 5,372 $ 5,137 $ 235 $ 7,335 6/10/2015 Atlanta 1 (2) 8,132 7,015 1,117 8,887 6/19/2015 Tampa (2) 5,369 5,152 217 5,585 6/26/2015 Atlanta 2 (2) 6,050 5,027 1,023 7,345 6/29/2015 Charlotte 7,624 4,328 3,296 5,711 7/2/2015 Milwaukee 7,650 2,908 4,742 2,916 7/31/2015 New Haven 6,930 2,697 4,233 2,736 8/10/2015 Pittsburgh 5,266 2,035 3,231 2,087 8/14/2015 Raleigh 8,998 1,160 7,838 1,099 9/30/2015 Jacksonville 6,445 4,852 1,593 5,801 10/27/2015 Austin 8,658 881 7,777 814 $ 76,494 $ 41,192 $ 35,302 $ 50,316 Construction loans: 8/5/2015 West Palm Beach 7,500 3,590 3,910 3,550 8/5/2015 Sarasota 4,792 1,547 3,245 1,518 11/17/2015 Chicago 6,808 3,694 3,114 3,648 12/23/2015 Miami 17,733 6,257 11,476 5,970 $ 36,833 $ 15,088 $ 21,745 $ 14,686 Subtotal $ 113,327 $ 56,280 $ 57,047 $ 65,002 Operating property loans: 6/19/2015 New Orleans 2,800 2,800 - 2,837 7/7/2015 Newark 3,480 3,480 - 3,574 10/30/2015 Nashville 1,210 1,210 - 1,238 11/24/2015 Nashville 4,968 4,863 105 4,947 12/22/2015 Chicago 2,502 2,376 126 2,439 Subtotal $ 14,960 $ 14,729 $ 231 $ 15,035 Total investments $ 128,287 $ 71,009 $ 57,278 $ 80,037 (1) (2) As of December 31, 2015, the aggregate committed principal amount of the Company’s investment portfolio was approximately $ 175.7 60.7 Closing Date Metropolitan Total Investment Funded (1) Remaining Fair Value Development property investments: Loan investments with a profits interest: 4/21/2015 Orlando $ 5,372 $ 3,254 $ 2,118 $ 3,400 5/14/2015 Miami (2) 13,867 2,258 11,609 2,115 5/14/2015 Miami (2) 14,849 3,076 11,773 2,929 6/10/2015 Atlanta 1 8,132 4,723 3,409 4,829 6/19/2015 Tampa 5,369 3,720 1,649 3,820 6/26/2015 Atlanta 2 6,050 2,799 3,251 2,823 6/29/2015 Charlotte 7,624 1,124 6,500 1,554 7/2/2015 Milwaukee 7,650 2,529 5,121 2,463 7/31/2015 New Haven 6,930 997 5,933 960 8/10/2015 Pittsburgh 5,266 1,542 3,724 1,542 8/14/2015 Raleigh 8,998 1,026 7,972 934 9/25/2015 Fort Lauderdale (2) 13,230 2,144 11,086 2,009 9/30/2015 Jacksonville 6,445 1,213 5,232 1,180 10/27/2015 Austin 8,658 800 7,858 708 $ 118,440 $ 31,205 $ 87,235 $ 31,266 Construction loans: 8/5/2015 West Palm Beach 7,500 2,011 5,489 1,951 8/5/2015 Sarasota 4,792 1,036 3,756 998 11/17/2015 Chicago 6,808 775 6,033 706 12/23/2015 Miami 17,733 5,655 12,078 5,301 $ 36,833 $ 9,477 $ 27,356 $ 8,956 Subtotal $ 155,273 $ 40,682 $ 114,591 $ 40,222 Operating property loans: 6/19/2015 New Orleans 2,800 2,800 - 2,736 7/7/2015 Newark 3,480 3,480 - 3,416 10/30/2015 Nashville 1,210 1,210 - 1,192 11/10/2015 Sacramento 5,500 5,500 - 5,401 11/24/2015 Nashville 4,968 4,863 105 4,755 12/22/2015 Chicago 2,502 2,130 372 2,100 Subtotal $ 20,460 $ 19,983 $ 477 $ 19,600 Total investments $ 175,733 $ 60,665 $ 115,068 $ 59,822 (1) Represents principal balance of loan gross of origination fees (2) These development property investments (having approximately $ 8.1 Investment in Real Estate Venture 12.2 Investment in Real Estate Venture. |
Schedule Of Changes In Fair Value Of Investments [Table Text Block] | The following table provides a reconciliation of the funded principal to the fair market value of investments at June 30, 2016: Funded principal $ 71,009 Adjustments: Unamortized origination fees (1,078) Net increase in fair value of investments 10,190 Other (84) Fair value of investments $ 80,037 The following table provides a reconciliation of the funded principal to the fair market value of investments at December 31, 2015: Funded principal $ 60,665 Adjustments: Unamortized origination fees (1,715) Net increase in fair value of investments 872 Fair value of investments $ 59,822 |
FAIR VALUE OF FINANCIAL INSTR23
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Table Text Block] | The following tables summarize the significant unobservable inputs the Company used to value its investments categorized within Level 3 as of June 30, 2016 and December 31, 2015. These tables are not intended to be all-inclusive, but instead to capture the significant unobservable inputs relevant to the Company’s determination of fair values. As of June 30, 2016 Unobservable Inputs Asset Category Primary Valuation Input Estimated Range Weighted Development property Income approach analysis Market yields/ 7.30 8.63% 8.10% Exit date 0.67 - 3.33 years 2.5 years Development property investments with a profits interest (a) Option pricing model Volatility 72.65 73.17% 72.98% Exit date 2.81 3.33 years 3.0 years Capitalization rate (b) 5.50 5.75% 5.61% Operating property loans Income approach analysis Market yields/ 5.36 - 6.70% 6.29% Exit date (c) 5.00 - 6.18 years 5.5 years (a) The valuation technique for the development property investments with a profits interest does not differ from the development property investments without a profits interest. The development property investments with a profits interest only require incremental valuation techniques to determine the value of the profits interest. Therefore this line only focuses on the profits interest valuation. (b) Six properties were 40% - 100% complete, thus requiring a capitalization rate to derive entrepreneurial profit. Capitalization rates are estimated based on current data derived from independent sources in the markets in which the Company holds investments. (c) The exit dates for the operating property loans are the contractual maturity dates. As of December 31, 2015 Unobservable Inputs Asset Category Primary Valuation Input Estimated Range Weighted Development property investments Income approach analysis Market yields/ 7.74 - 9.35 % 8.77 % Exit date 1.17 - 3.83 years 3.0 years Development property investments with a profits interest (a) Option pricing model Volatility 72.46 - 73.12 % 72.82 % Exit date 3.31 - 3.83 years 3.5 years Capitalization rate (b) 6.00 - 6.50 % 6.38 % Operating property loans Income approach analysis Market yields/ 6.22 - 7.53 % 6.91 % Exit date (c) 5.50 - 6.68 years 6.0 years (a) The valuation technique for the development property investments with a profits interest does not differ from the development property investments without a profits interest. The development property investments with a profits interest only require incremental valuation techniques to determine the value of the profits interest. Therefore this line only focuses on the profits interest valuation. (b) Four properties were 40% - 100% complete, thus requiring a capitalization rate to derive entrepreneurial profit. Capitalization rates are estimated based on current data derived from independent sources in the markets in which the Company holds investments. (c) The exit dates for the operating property loans are the contractual maturity dates. |
Schedule Of Change In Fair Value Of Investments Due To Change In Market Yield Discount Rates [Table Text Block] | The following fluctuations in the market yields/discount rates would have had the following impact on the fair value of our investments: Increase (decrease) in fair value of investments Change in market yields/discount rates (in millions) June 30, 2016 December 31, 2015 Up 100 basis points $ (1.5) $ (1.6) Down 50 basis points, subject to a minimum yield/rate of 10 basis points 0.8 0.8 |
Schedule Of Change In Fair Value Of Investments Due To Change In Capitalization Rates [Table Text Block] | The following fluctuations in the capitalization rates would have had the following impact on the fair value of our investments: Increase (decrease) in fair value of investments Change in capitalization rates (in millions) June 30, 2016 December 31, 2015 Up 100 basis points $ (2.9) $ (0.3) Down 100 basis points 5.6 0.4 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | The following table presents changes in investments that use Level 3 inputs for the six month period ended June 30, 2016: Six months ended Balance as of December 31, 2015 $ 59,822 Net realized gains - Net unrealized gains 9,318 Fundings of principal and change in unamortized origination fees 22,568 Repayment of loan (5,500) Payment-in-kind interest 1,522 Contribution of assets to Heitman Joint Venture (7,693) Net transfers in or out of Level 3 - Ending balance at June 30, 2016 $ 80,037 |
INVESTMENT IN REAL ESTATE VEN24
INVESTMENT IN REAL ESTATE VENTURE (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Banking and Thrift [Abstract] | |
Equity Method Investments [Table Text Block] | As of June 30, 2016, SL1 Venture had five development property investments with a profits interest as described in more detail in the table below: Closing Date Metropolitan Total Investment Funded (1) Remaining Fair Value 5/14/2015 Miami (2) $ 13,867 $ 3,033 $ 10,834 $ 2,962 5/14/2015 Miami (2) 14,849 3,308 11,541 3,237 9/25/2015 Fort Lauderdale (2) 13,230 2,606 10,624 2,539 4/15/2016 Washington DC 17,269 5,311 11,958 5,232 4/29/2016 Atlanta 10,223 127 10,096 26 Total $ 69,438 $ 14,385 $ 55,053 $ 13,996 (1) Represents principal balance of loan gross of origination fees (2) These development property investments (having approximately $ 8.1 . |
VARIABLE INTEREST ENTITIES (Tab
VARIABLE INTEREST ENTITIES (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Variable Interest Entity, Nonconsolidated, Carrying Amount, Assets and Liabilities, Net [Abstract] | |
Schedule of Variable Interest Entities [Table Text Block] | June 30, 2016 December 31, 2015 Assets recorded related to VIEs $ 65.0 $ 40.2 Unfunded loan commitments to VIEs 57.0 114.6 Maximum exposure to loss $ 122.0 $ 154.8 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | A summary of changes in the Company’s restricted shares for the three and six months ended June 30, 2016 and 2015 is as follows: Three Months Ended Three Months Ended Shares Weighted Shares Weighted Nonvested at March 31, 162,500 $ 20.08 - $ - Granted 14,340 13.95 110,000 20.13 Vested (37,672) 18.09 - - Forfeited - - - - Nonvested at June 30, 139,168 $ 19.91 110,000 $ 20.13 Six Months Ended Six Months Ended Shares Weighted Shares Weighted Nonvested at December 31, 162,500 $ 20.08 - $ - Granted 14,340 13.95 110,000 20.13 Vested (37,672) 18.09 - - Forfeited - - - - Nonvested at June 30, 139,168 $ 19.91 110,000 $ 20.13 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | For the three and six months ended June 30, 2016 and 2015, the Company’s basic earnings per share is computed using the two-class method, and our diluted earnings per share is computed using the more dilutive of the treasury stock method or two-class method: Three months ended June 30, Six months ended June 30, 2016 2015 2016 2015 Shares outstanding Weighted average common shares - basic 5,948,555 5,934,066 5,974,277 2,983,425 Effect of dilutive securities (1) - - - - Weighted average common shares, all classes 5,948,555 5,934,066 5,974,277 2,983,425 Calculation of Earnings per Share - basic Net income (loss) $ 5,412 $ (558) $ 6,534 $ (705) Net income allocated to unvested restricted shares (138) - (170) - Dividends declared on unvested restricted shares n/a (39) n/a (39) Net income (loss), adjusted, attributable to common shareholders $ 5,274 $ (597) $ 6,364 $ (744) Weighted average common shares - basic 5,948,555 5,934,066 5,974,277 2,983,425 Earnings per share - basic $ 0.89 $ (0.10) $ 1.07 $ (0.25) Calculation of Earnings per Share - diluted Net income (loss) $ 5,412 $ (558) $ 6,534 $ (705) Net income allocated to unvested restricted shares (138) - (170) - Dividends declared on unvested restricted shares n/a (39) n/a (39) Net income (loss), adjusted, attributable to common shareholders (2) $ 5,274 $ (597) $ 6,364 $ (744) Weighted average common shares - diluted 5,948,555 5,934,066 5,974,277 2,983,425 Earnings per share - diluted $ 0.89 $ (0.10) $ 1.07 $ (0.25) (1) For all periods presented, potentially dilutive securities are not included in the diluted earnings per share calculation as they are not dilutive. (2) For all periods presented, the Company has no undistributed earnings and accordingly reallocation of undistributed earnings between potential common stock and participating securities is not necessary. |
RESTRUCTURING COSTS (Tables)
RESTRUCTURING COSTS (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs [Table Text Block] | There were no restructuring costs for the three or six months ended June 30, 2015. Three Months Ended June 30, 2016 Cost Type Restructuring Restructuring Cash Non-cash Restructuring Total cumulative Severance $ - $ - $ - $ - $ - $ 97 Fixed asset disposal - - - - - 33 Lease termination 80 47 (25) - 102 187 Other - - - - - 13 Total restructuring costs $ 80 $ 47 $ (25) $ - $ 102 $ 330 Six Months Ended June 30, 2016 Cost Type Restructuring Restructuring Cash Non-cash Restructuring Total cumulative Severance $ - $ - $ - $ - $ - $ 97 Fixed asset disposal - - - - - 33 Lease termination 85 64 (47) - 102 187 Other 10 - - (10) - 13 Total restructuring costs $ 95 $ 64 $ (47) $ (10) $ 102 $ 330 |
SIGNIFICANT ACCOUNTING POLICI29
SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Development property investments | $ 65,002 | $ 40,222 |
Operating property loans | 15,035 | 19,600 |
Total investments | 80,037 | 59,822 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Development property investments | 0 | 0 |
Operating property loans | 0 | 0 |
Total investments | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Development property investments | 0 | 0 |
Operating property loans | 0 | 0 |
Total investments | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Development property investments | 65,002 | 40,222 |
Operating property loans | 15,035 | 19,600 |
Total investments | $ 80,037 | $ 59,822 |
SIGNIFICANT ACCOUNTING POLICI30
SIGNIFICANT ACCOUNTING POLICIES (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Significant Accounting Policies [Line Items] | |||||
Other Nonrecurring (Income) Expense | $ 0.2 | $ 0.2 | $ 2.1 | $ 0.2 | |
Development Property Investment [Member] | |||||
Significant Accounting Policies [Line Items] | |||||
Equity Method Investment, Ownership Percentage | 49.90% | 49.90% | 49.90% |
INVESTMENTS (Details)
INVESTMENTS (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2016 | Dec. 31, 2015 | |||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 57,000 | $ 114,600 | ||
Development property investments, Fair Value | 65,002 | 40,222 | ||
Operating property loans, Fair Value | 15,035 | 19,600 | ||
Investments, Fair Value | 80,037 | 59,822 | ||
Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 113,327 | 155,273 | ||
Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 56,280 | 40,682 | |
Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 57,047 | 114,591 | ||
Loan investments [Member] | ||||
Schedule of Investments [Line Items] | ||||
Development property investments, Fair Value | 50,316 | 31,266 | ||
Loan investments [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 76,494 | 118,440 | ||
Loan investments [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 41,192 | 31,205 | |
Loan investments [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 35,302 | 87,235 | ||
Construction Loans [Member] | ||||
Schedule of Investments [Line Items] | ||||
Development property investments, Fair Value | 14,686 | 8,956 | ||
Construction Loans [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 36,833 | 36,833 | ||
Construction Loans [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 15,088 | 9,477 | |
Construction Loans [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 21,745 | 27,356 | ||
Operating Property Loans [Member] | ||||
Schedule of Investments [Line Items] | ||||
Operating property loans, Fair Value | 19,600 | |||
Operating Property Loans [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 14,960 | 20,460 | ||
Operating Property Loans [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 14,729 | 19,983 | |
Operating Property Loans [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 231 | 477 | ||
Development Property Investments [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 128,287 | 175,733 | ||
Development Property Investments [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 71,009 | 60,665 | |
Development Property Investments [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 57,278 | $ 115,068 | ||
Orlando | Loan investments [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 4/21/2015 | 4/21/2015 | ||
Development property investments, Fair Value | $ 7,335 | [2] | $ 3,400 | |
Orlando | Loan investments [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 5,372 | [2] | 5,372 | |
Orlando | Loan investments [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 5,137 | [2] | 3,254 |
Orlando | Loan investments [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 235 | [2] | $ 2,118 | |
Atlanta 1 | Loan investments [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 6/10/2015 | 6/10/2015 | ||
Development property investments, Fair Value | $ 8,887 | [2] | $ 4,829 | |
Atlanta 1 | Loan investments [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 8,132 | [2] | 8,132 | |
Atlanta 1 | Loan investments [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 7,015 | [2] | 4,723 |
Atlanta 1 | Loan investments [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 1,117 | [2] | $ 3,409 | |
Tampa | Loan investments [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 6/19/2015 | 6/19/2015 | ||
Development property investments, Fair Value | $ 5,585 | [2] | $ 3,820 | |
Tampa | Loan investments [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 5,369 | [2] | 5,369 | |
Tampa | Loan investments [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 5,152 | [2] | 3,720 |
Tampa | Loan investments [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 217 | [2] | $ 1,649 | |
Atlanta 2 | Loan investments [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 6/26/2015 | 6/26/2015 | ||
Development property investments, Fair Value | $ 7,345 | [2] | $ 2,823 | |
Atlanta 2 | Loan investments [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 6,050 | [2] | 6,050 | |
Atlanta 2 | Loan investments [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 5,027 | [2] | 2,799 |
Atlanta 2 | Loan investments [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 1,023 | [2] | $ 3,251 | |
Charlotte | Loan investments [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 6/29/2015 | 6/29/2015 | ||
Development property investments, Fair Value | $ 5,711 | $ 1,554 | ||
Charlotte | Loan investments [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 7,624 | 7,624 | ||
Charlotte | Loan investments [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 4,328 | 1,124 | |
Charlotte | Loan investments [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 3,296 | $ 6,500 | ||
Milwaukee | Loan investments [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 7/2/2015 | 7/2/2015 | ||
Development property investments, Fair Value | $ 2,916 | $ 2,463 | ||
Milwaukee | Loan investments [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 7,650 | 7,650 | ||
Milwaukee | Loan investments [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 2,908 | 2,529 | |
Milwaukee | Loan investments [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 4,742 | $ 5,121 | ||
New Haven | Loan investments [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 7/31/2015 | 7/31/2015 | ||
Development property investments, Fair Value | $ 2,736 | $ 960 | ||
New Haven | Loan investments [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 6,930 | 6,930 | ||
New Haven | Loan investments [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 2,697 | 997 | |
New Haven | Loan investments [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 4,233 | $ 5,933 | ||
Pittsburgh | Loan investments [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 8/10/2015 | 8/10/2015 | ||
Development property investments, Fair Value | $ 2,087 | $ 1,542 | ||
Pittsburgh | Loan investments [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 5,266 | 5,266 | ||
Pittsburgh | Loan investments [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 2,035 | 1,542 | |
Pittsburgh | Loan investments [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 3,231 | $ 3,724 | ||
Raleigh | Loan investments [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 8/14/2015 | 8/14/2015 | ||
Development property investments, Fair Value | $ 1,099 | $ 934 | ||
Raleigh | Loan investments [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 8,998 | 8,998 | ||
Raleigh | Loan investments [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 1,160 | 1,026 | |
Raleigh | Loan investments [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 7,838 | $ 7,972 | ||
Jacksonville | Loan investments [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 9/30/2015 | 9/30/2015 | ||
Development property investments, Fair Value | $ 5,801 | $ 1,180 | ||
Jacksonville | Loan investments [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 6,445 | 6,445 | ||
Jacksonville | Loan investments [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 4,852 | 1,213 | |
Jacksonville | Loan investments [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 1,593 | $ 5,232 | ||
Austin | Loan investments [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 10/27/2015 | 10/27/2015 | ||
Development property investments, Fair Value | $ 814 | $ 708 | ||
Austin | Loan investments [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 8,658 | 8,658 | ||
Austin | Loan investments [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 881 | 800 | |
Austin | Loan investments [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 7,777 | $ 7,858 | ||
West Palm Beach | Construction Loans [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 8/5/2015 | 8/5/2015 | ||
Development property investments, Fair Value | $ 3,550 | $ 1,951 | ||
West Palm Beach | Construction Loans [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 7,500 | 7,500 | ||
West Palm Beach | Construction Loans [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 3,590 | 2,011 | |
West Palm Beach | Construction Loans [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 3,910 | $ 5,489 | ||
Sarasota | Construction Loans [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 8/5/2015 | 8/5/2015 | ||
Development property investments, Fair Value | $ 1,518 | $ 998 | ||
Sarasota | Construction Loans [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 4,792 | 4,792 | ||
Sarasota | Construction Loans [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 1,547 | 1,036 | |
Sarasota | Construction Loans [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 3,245 | $ 3,756 | ||
Chicago | Construction Loans [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 11/17/2015 | 11/17/2015 | ||
Development property investments, Fair Value | $ 3,648 | $ 706 | ||
Chicago | Construction Loans [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 6,808 | 6,808 | ||
Chicago | Construction Loans [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 3,694 | 775 | |
Chicago | Construction Loans [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 3,114 | $ 6,033 | ||
Miami | Loan investments [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | [3] | 5/14/2015 | ||
Development property investments, Fair Value | [3] | $ 2,115 | ||
Miami | Loan investments [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | [3] | 13,867 | ||
Miami | Loan investments [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1],[3] | 2,258 | ||
Miami | Loan investments [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | [3] | $ 11,609 | ||
Miami | Construction Loans [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 12/23/2015 | 12/23/2015 | ||
Development property investments, Fair Value | $ 5,970 | $ 5,301 | ||
Miami | Construction Loans [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 17,733 | 17,733 | ||
Miami | Construction Loans [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 6,257 | 5,655 | |
Miami | Construction Loans [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 11,476 | $ 12,078 | ||
New Orleans | Operating Property Loans [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 6/19/2015 | 6/19/2015 | ||
Operating property loans, Fair Value | $ 2,837 | $ 2,736 | ||
New Orleans | Operating Property Loans [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 2,800 | 2,800 | ||
New Orleans | Operating Property Loans [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 2,800 | 2,800 | |
New Orleans | Operating Property Loans [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 0 | $ 0 | ||
Newark | Operating Property Loans [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 7/7/2015 | 7/7/2015 | ||
Operating property loans, Fair Value | $ 3,574 | $ 3,416 | ||
Newark | Operating Property Loans [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 3,480 | 3,480 | ||
Newark | Operating Property Loans [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 3,480 | 3,480 | |
Newark | Operating Property Loans [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 0 | $ 0 | ||
Nashville | Operating Property Loans [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 10/30/2015 | 10/30/2015 | ||
Operating property loans, Fair Value | $ 1,238 | $ 1,192 | ||
Nashville | Operating Property Loans [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 1,210 | 1,210 | ||
Nashville | Operating Property Loans [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 1,210 | 1,210 | |
Nashville | Operating Property Loans [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 0 | $ 0 | ||
Nashville 1 | Operating Property Loans [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 11/24/2015 | 11/24/2015 | ||
Operating property loans, Fair Value | $ 4,947 | $ 4,755 | ||
Nashville 1 | Operating Property Loans [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 4,968 | 4,968 | ||
Nashville 1 | Operating Property Loans [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 4,863 | 4,863 | |
Nashville 1 | Operating Property Loans [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 105 | $ 105 | ||
Chicago | Operating Property Loans [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 12/22/2015 | 12/22/2015 | ||
Operating property loans, Fair Value | $ 2,439 | $ 2,100 | ||
Chicago | Operating Property Loans [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 2,502 | 2,502 | ||
Chicago | Operating Property Loans [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 2,376 | 2,130 | |
Chicago | Operating Property Loans [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 126 | $ 372 | ||
Sacramento | Operating Property Loans [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | 11/10/2015 | |||
Operating property loans, Fair Value | $ 5,401 | |||
Sacramento | Operating Property Loans [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | 5,500 | |||
Sacramento | Operating Property Loans [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1] | 5,500 | ||
Sacramento | Operating Property Loans [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | $ 0 | |||
Fort Lauderdale | Loan investments [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | [3] | 9/25/2015 | ||
Development property investments, Fair Value | [3] | $ 2,009 | ||
Fort Lauderdale | Loan investments [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | [3] | 13,230 | ||
Fort Lauderdale | Loan investments [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1],[3] | 2,144 | ||
Fort Lauderdale | Loan investments [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | [3] | $ 11,086 | ||
Miami 1 | Loan investments [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Maturity Date | [3] | 5/14/2015 | ||
Development property investments, Fair Value | [3] | $ 2,929 | ||
Miami 1 | Loan investments [Member] | Investment Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | [3] | 14,849 | ||
Miami 1 | Loan investments [Member] | Funded Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Funded Investment | [1],[3] | 3,076 | ||
Miami 1 | Loan investments [Member] | Unfunded Commitment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investment Commitment | [3] | $ 11,773 | ||
[1] | Represents principal balance of loan gross of origination fees | |||
[2] | Facility had received certificate of occupancy as of June 30, 2016 | |||
[3] | These development property investments (having approximately $8.1 million of outstanding principal balances as of the time of contribution on March 31, 2016) were contributed to the SL1 Venture (defined in Note 5, Investment in Real Estate Venture) in partial satisfaction of the Company’s required $12.2 million capital commitment to the SL1 Venture. See Note 5, Investment in Real Estate Venture. |
INVESTMENTS (Details 1)
INVESTMENTS (Details 1) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Dec. 31, 2015 | |
Adjustments: | ||
Unamortized origination fees | $ (1,078) | $ (1,715) |
Net increase in fair value of investments | 10,190 | 872 |
Other | (84) | |
Fair value of investments | 80,037 | 59,822 |
Funded Principal [Member] | ||
Adjustments: | ||
Fair value of investments | $ 71,009 | $ 60,665 |
INVESTMENTS (Details Textual)
INVESTMENTS (Details Textual) - USD ($) $ in Millions | May 09, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 |
Schedule of Investments [Line Items] | ||||
Number Of Investment | 11 | |||
Proceeds from Maturities, Prepayments and Calls of Other Investments | $ 0.1 | |||
Proceeds from Collection of Loans Receivable | $ 5.6 | |||
Other Commitment | $ 57 | $ 114.6 | ||
Orlando MSA Development Property Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Equity Method Investment, Summarized Financial Information, Net Income (Loss) | 2.2 | |||
Atlanta 1 MSA Development Property Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Equity Method Investment, Summarized Financial Information, Net Income (Loss) | 2 | |||
Atlanta 2 MSA Development Property Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Equity Method Investment, Summarized Financial Information, Net Income (Loss) | 2.4 | |||
Heitman Joint Venture [Member] | ||||
Schedule of Investments [Line Items] | ||||
Loans Receivable, Net | $ 8.1 | |||
Other Commitment | $ 12.2 | |||
Construction Loans [Member] | ||||
Schedule of Investments [Line Items] | ||||
Mortgage Loans on Real Estate, Periodic Payment Terms | 18 months | |||
Mortgage Loans on Real Estate, Interest Rate | 6.90% | |||
Investments, Total | $ 36.8 | |||
First Mortgage [Member] | ||||
Schedule of Investments [Line Items] | ||||
Medium-term Notes | $ 15 | |||
Development Property Investment [Member] | ||||
Schedule of Investments [Line Items] | ||||
Mortgage Loans on Real Estate, Periodic Payment Terms | 72 months | |||
Equity Method Investment, Ownership Percentage | 49.90% | 49.90% | ||
Mortgage Loans on Real Estate, Interest Rate | 6.90% | |||
Investments, Total | $ 76.5 | |||
Equity Method Investment, Assets, Total | 49.7 | $ 44.4 | ||
Equity Method Investment, Liabilities, Total | $ 41.2 | 31.2 | ||
Operating Property Loans [Member] | ||||
Schedule of Investments [Line Items] | ||||
Mortgage Loans on Real Estate, Periodic Payment Terms | 72 months | |||
Operating Property Loans [Member] | Maximum [Member] | ||||
Schedule of Investments [Line Items] | ||||
Mortgage Loans on Real Estate, Interest Rate | 6.90% | |||
Operating Property Loans [Member] | Minimum [Member] | ||||
Schedule of Investments [Line Items] | ||||
Mortgage Loans on Real Estate, Interest Rate | 5.85% | |||
Total Commitment [Member] | Maximum [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investments, Total | $ 128.3 | 175.7 | ||
Total Commitment [Member] | Minimum [Member] | ||||
Schedule of Investments [Line Items] | ||||
Investments, Total | $ 71 | $ 60.7 |
FAIR VALUE OF FINANCIAL INSTR34
FAIR VALUE OF FINANCIAL INSTRUMENTS (Details) | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2016 | Dec. 31, 2015 | ||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Measurements, Valuation Techniques | Exit date | ||||
Development Property Investments [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Measurements, Valuation Techniques | Exit date | [1] | Market yields/discount rate | ||
Fair Value Inputs, Asset Category | Development propertyinvestments | Development property investments | |||
Development Property Investments [Member] | Income approach analysis [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Measurements, Valuation Techniques | Market yields/discount rate | ||||
Development Property Investments [Member] | Option pricing model [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Measurements, Valuation Techniques | Capitalization rate ~(b)~ | [2] | Capitalization rate ~(b)~ | ||
Development Property Investments [Member] | Minimum [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Inputs, Discount Rate | 7.74% | ||||
Development Property Investments [Member] | Minimum [Member] | Income approach analysis [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Inputs, Discount Rate | 7.30% | ||||
Fair Value Assumptions, Expected Term | 8 months 1 day | [1] | 1 year 2 months 1 day | ||
Development Property Investments [Member] | Maximum [Member] | Income approach analysis [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Inputs, Discount Rate | 8.63% | 9.35% | |||
Fair Value Assumptions, Expected Term | 3 years 3 months 29 days | [1] | 3 years 9 months 29 days | ||
Development Property Investments [Member] | Weighted Average [Member] | Income approach analysis [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Inputs, Discount Rate | 8.10% | 8.77% | |||
Fair Value Assumptions, Expected Term | 2 years 6 months | [1] | 3 years | ||
Loan Investments With Profits Interest [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Measurements, Valuation Techniques | Exit date | ||||
Fair Value Inputs, Asset Category | Development property investments with a profits interest ~(a)~ | [1] | Development property investments with a profits interest ~(a)~ | ||
Loan Investments With Profits Interest [Member] | Option pricing model [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Measurements, Valuation Techniques | [1] | Volatility | |||
Fair Value Inputs, Asset Category | Development property investments with a profits interest | ||||
Loan Investments With Profits Interest [Member] | Minimum [Member] | Option pricing model [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Assumptions, Expected Volatility Rate | [1] | 72.65% | 72.46% | ||
Fair Value Assumptions, Expected Term | 2 years 9 months 22 days | 3 years 3 months 22 days | |||
Fair Value Inputs, Cap Rate | 5.50% | [2] | 6.00% | [3] | |
Loan Investments With Profits Interest [Member] | Maximum [Member] | Option pricing model [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Assumptions, Expected Volatility Rate | [1] | 73.17% | 73.12% | ||
Fair Value Assumptions, Expected Term | 3 years 3 months 29 days | 3 years 9 months 29 days | |||
Fair Value Inputs, Cap Rate | 5.75% | [2] | 6.50% | [3] | |
Loan Investments With Profits Interest [Member] | Weighted Average [Member] | Option pricing model [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Assumptions, Expected Volatility Rate | [1] | 72.98% | 72.82% | ||
Fair Value Assumptions, Expected Term | 3 years | 3 years 6 months | |||
Fair Value Inputs, Cap Rate | 5.61% | [2] | 6.38% | [3] | |
Operating Property Loans [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Measurements, Valuation Techniques | Exit date | Market yields/discount rate | |||
Fair Value Inputs, Asset Category | Operating property loans | Operating property loans | |||
Operating Property Loans [Member] | Income approach analysis [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Measurements, Valuation Techniques | Market yields/discount rate | Exit date | |||
Operating Property Loans [Member] | Minimum [Member] | Income approach analysis [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Inputs, Discount Rate | 5.36% | 6.22% | |||
Fair Value Assumptions, Expected Term | [4] | 5 years | 5 years 6 months | ||
Operating Property Loans [Member] | Maximum [Member] | Income approach analysis [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Inputs, Discount Rate | 6.70% | 7.53% | |||
Fair Value Assumptions, Expected Term | [4] | 6 years 2 months 5 days | 6 years 8 months 5 days | ||
Operating Property Loans [Member] | Weighted Average [Member] | Income approach analysis [Member] | |||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |||||
Fair Value Inputs, Discount Rate | 6.29% | 6.91% | |||
Fair Value Assumptions, Expected Term | [4] | 5 years 6 months | 6 years | ||
[1] | The valuation technique for the development property investments with a profits interest does not differ from the development property investments without a profits interest. The development property investments with a profits interest only require incremental valuation techniques to determine the value of the profits interest. Therefore this line only focuses on the profits interest valuation. | ||||
[2] | Six properties were 40% - 100% complete, thus requiring a capitalization rate to derive entrepreneurial profit. Capitalization rates are estimated based on current data derived from independent sources in the markets in which the Company holds investments. | ||||
[3] | Four properties were between 40% - 100% complete, thus requiring a capitalization rate to derive entrepreneurial profit. | ||||
[4] | The exit dates for the operating property loans are the contractual maturity dates. |
FAIR VALUE OF FINANCIAL INSTR35
FAIR VALUE OF FINANCIAL INSTRUMENTS (Details 1) - Market Yield And Discount Rate [Member] - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Dec. 31, 2015 | |
Up 100 Basis Points [Member] | ||
Investments in and Advances to Affiliates [Line Items] | ||
Increase (Decrease) in fair value of investments | $ (1.5) | $ (1.6) |
Down 50 Basis Points [Member] | ||
Investments in and Advances to Affiliates [Line Items] | ||
Increase (Decrease) in fair value of investments | $ 0.8 | $ 0.8 |
FAIR VALUE OF FINANCIAL INSTR36
FAIR VALUE OF FINANCIAL INSTRUMENTS (Details 2) - Capitalization Rates [Member] - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Dec. 31, 2015 | |
Up 100 Basis Points [Member] | ||
Investments in and Advances to Affiliates [Line Items] | ||
Increase (Decrease) in fair value of investments | $ (2.9) | $ (0.3) |
Down 100 Basis Points [Member] | ||
Investments in and Advances to Affiliates [Line Items] | ||
Increase (Decrease) in fair value of investments | $ 5.6 | $ 0.4 |
FAIR VALUE OF FINANCIAL INSTR37
FAIR VALUE OF FINANCIAL INSTRUMENTS (Details 3) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Balance as of December 31, 2015 | $ 59,822 | |||
Net realized gains | 0 | |||
Net unrealized gains | $ 5,527 | $ 571 | 9,318 | $ 571 |
Fundings of principal and change in unamortized origination fees | 22,568 | |||
Repayment of loan | (5,500) | |||
Payment-in-kind interest | (1,522) | $ (91) | ||
Contribution of assets to Heitman Joint Venture | (7,693) | (7,693) | ||
Net transfers in or out of Level 3 | 0 | |||
Ending balance at June 30, 2016 | $ 80,037 | $ 80,037 |
FAIR VALUE OF FINANCIAL INSTR38
FAIR VALUE OF FINANCIAL INSTRUMENTS (Details Textual) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2016 | Dec. 31, 2015 | |
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items] | ||
Investment Owned, Unrecognized Unrealized Appreciation (Depreciation), Net | $ 10.2 | $ 0.9 |
Minimum [Member] | ||
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items] | ||
Percentage of Completion of construction | 40.00% | |
Maximum [Member] | ||
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items] | ||
Percentage of Completion of construction | 100.00% |
INVESTMENT IN REAL ESTATE VEN39
INVESTMENT IN REAL ESTATE VENTURE (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2016 | Dec. 31, 2015 | ||
Real Estate Properties [Line Items] | |||
Equity Method Investments, Fair Value Disclosure | $ 65,002 | $ 40,222 | |
Investment Commitment | 57,000 | 114,600 | |
Loans and Finance Receivables [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | 113,327 | 155,273 | |
Loan Origination Commitments [Member] | |||
Real Estate Properties [Line Items] | |||
Funded Investment | [1] | 56,280 | 40,682 |
Unfunded Loan Commitment [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | 57,047 | 114,591 | |
Loan investments [Member] | |||
Real Estate Properties [Line Items] | |||
Equity Method Investments, Fair Value Disclosure | 50,316 | $ 31,266 | |
Loan investments [Member] | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Equity Method Investments, Fair Value Disclosure | $ 13,996 | ||
Loan investments [Member] | Miami | |||
Real Estate Properties [Line Items] | |||
Investment Maturity Date | [2] | 5/14/2015 | |
Equity Method Investments, Fair Value Disclosure | [2] | $ 2,115 | |
Loan investments [Member] | Miami | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Maturity Date | 5/14/2015 | ||
Equity Method Investments, Fair Value Disclosure | [3] | $ 2,962 | |
Loan investments [Member] | Miami 1 | |||
Real Estate Properties [Line Items] | |||
Investment Maturity Date | [2] | 5/14/2015 | |
Equity Method Investments, Fair Value Disclosure | [2] | $ 2,929 | |
Loan investments [Member] | Miami 1 | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Maturity Date | 5/14/2015 | ||
Equity Method Investments, Fair Value Disclosure | [3] | $ 3,237 | |
Loan investments [Member] | Fort Lauderdale | |||
Real Estate Properties [Line Items] | |||
Investment Maturity Date | [2] | 9/25/2015 | |
Equity Method Investments, Fair Value Disclosure | [2] | $ 2,009 | |
Loan investments [Member] | Fort Lauderdale | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Maturity Date | 9/25/2015 | ||
Equity Method Investments, Fair Value Disclosure | [3] | $ 2,539 | |
Loan investments [Member] | Washington DC | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Maturity Date | 4/15/2016 | ||
Equity Method Investments, Fair Value Disclosure | $ 5,232 | ||
Loan investments [Member] | Atlanta | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Maturity Date | 4/29/2016 | ||
Equity Method Investments, Fair Value Disclosure | $ 26 | ||
Loan investments [Member] | Loans and Finance Receivables [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | 76,494 | 118,440 | |
Loan investments [Member] | Loans and Finance Receivables [Member] | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | 69,438 | ||
Loan investments [Member] | Loans and Finance Receivables [Member] | Miami | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | [2] | 13,867 | |
Loan investments [Member] | Loans and Finance Receivables [Member] | Miami | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | [3] | 13,867 | |
Loan investments [Member] | Loans and Finance Receivables [Member] | Miami 1 | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | [2] | 14,849 | |
Loan investments [Member] | Loans and Finance Receivables [Member] | Miami 1 | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | [3] | 14,849 | |
Loan investments [Member] | Loans and Finance Receivables [Member] | Fort Lauderdale | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | [2] | 13,230 | |
Loan investments [Member] | Loans and Finance Receivables [Member] | Fort Lauderdale | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | [3] | 13,230 | |
Loan investments [Member] | Loans and Finance Receivables [Member] | Washington DC | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | 17,269 | ||
Loan investments [Member] | Loans and Finance Receivables [Member] | Atlanta | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | 10,223 | ||
Loan investments [Member] | Loan Origination Commitments [Member] | |||
Real Estate Properties [Line Items] | |||
Funded Investment | [1] | 41,192 | 31,205 |
Loan investments [Member] | Loan Origination Commitments [Member] | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Funded Investment | [1] | 14,385 | |
Loan investments [Member] | Loan Origination Commitments [Member] | Miami | |||
Real Estate Properties [Line Items] | |||
Funded Investment | [1],[2] | 2,258 | |
Loan investments [Member] | Loan Origination Commitments [Member] | Miami | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Funded Investment | [1],[3] | 3,033 | |
Loan investments [Member] | Loan Origination Commitments [Member] | Miami 1 | |||
Real Estate Properties [Line Items] | |||
Funded Investment | [1],[2] | 3,076 | |
Loan investments [Member] | Loan Origination Commitments [Member] | Miami 1 | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Funded Investment | [1],[3] | 3,308 | |
Loan investments [Member] | Loan Origination Commitments [Member] | Fort Lauderdale | |||
Real Estate Properties [Line Items] | |||
Funded Investment | [1],[2] | 2,144 | |
Loan investments [Member] | Loan Origination Commitments [Member] | Fort Lauderdale | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Funded Investment | [1],[3] | 2,606 | |
Loan investments [Member] | Loan Origination Commitments [Member] | Washington DC | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Funded Investment | [1] | 5,311 | |
Loan investments [Member] | Loan Origination Commitments [Member] | Atlanta | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Funded Investment | [1] | 127 | |
Loan investments [Member] | Unfunded Loan Commitment [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | 35,302 | 87,235 | |
Loan investments [Member] | Unfunded Loan Commitment [Member] | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | 55,053 | ||
Loan investments [Member] | Unfunded Loan Commitment [Member] | Miami | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | [2] | 11,609 | |
Loan investments [Member] | Unfunded Loan Commitment [Member] | Miami | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | [3] | 10,834 | |
Loan investments [Member] | Unfunded Loan Commitment [Member] | Miami 1 | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | [2] | 11,773 | |
Loan investments [Member] | Unfunded Loan Commitment [Member] | Miami 1 | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | [3] | 11,541 | |
Loan investments [Member] | Unfunded Loan Commitment [Member] | Fort Lauderdale | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | [2] | $ 11,086 | |
Loan investments [Member] | Unfunded Loan Commitment [Member] | Fort Lauderdale | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | [3] | 10,624 | |
Loan investments [Member] | Unfunded Loan Commitment [Member] | Washington DC | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | 11,958 | ||
Loan investments [Member] | Unfunded Loan Commitment [Member] | Atlanta | SL1 Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Investment Commitment | $ 10,096 | ||
[1] | Represents principal balance of loan gross of origination fees | ||
[2] | These development property investments (having approximately $8.1 million of outstanding principal balances as of the time of contribution on March 31, 2016) were contributed to the SL1 Venture (defined in Note 5, Investment in Real Estate Venture) in partial satisfaction of the Company’s required $12.2 million capital commitment to the SL1 Venture. See Note 5, Investment in Real Estate Venture. | ||
[3] | These development property investments (having approximately $8.1 million of outstanding principal at contribution) were contributed to the SL1 Venture on March 31, 2016 by the Company. |
INVESTMENT IN REAL ESTATE VEN40
INVESTMENT IN REAL ESTATE VENTURE (Details Textual) - USD ($) $ in Thousands | Mar. 07, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 |
Investment In Real Estate Venture [Line Items] | |||||||
Real Estate Investments, Joint Ventures | $ 9,127 | $ 9,127 | $ 0 | ||||
Other Nonrecurring (Income) Expense | 200 | $ 200 | 2,100 | $ 200 | |||
Investments in Affiliates, Subsidiaries, Associates, and Joint Ventures, Fair Value Disclosure | 7,693 | 7,693 | |||||
Payments to Acquire Interest in Joint Venture | 718 | $ 0 | |||||
Investments in Joint Venture, Distribution Terms | 1% of the committed principal amount of loans made by the SL1 Venture, exclusive of the loans contributed to the SL1 Venture by the Company. Operating cash flow of the SL1 Venture (after debt service, reserves and the foregoing priority distributions) will be distributed in accordance with capital commitments. Residual cash flow from capital and other events (after debt service, reserves and priority distributions) will be distributed (i) pro rata in accordance with capital commitments (its Percentage Interest) until each member has received a return of all capital contributed; (ii) pro rata in accordance with each members Percentage Interest until Heitman has achieved a 14% internal rate of return; (iii) to Heitman in an amount equal to its Percentage Interest less 10% and to the Company in an amount equal to the Companys Percentage Interest plus 10% until Heitman has achieved a 17% internal rate of return; (iv) to Heitman in an amount equal to its Percentage Interest less 20% and to the Company in an amount equal to the Companys Percentage Interest plus 20% until Heitman has achieved a 20% internal rate of return; and (v) any excess to Heitman in an amount equal to its Percentage Interest less 30% and to the Company in an amount equal to the Companys Percentage Interest plus 30%. However, the Company will not be entitled to any such promoted interest prior to the earlier to occur of the third anniversary of the JV Agreement and Heitman receiving distributions to the extent necessary to provide Heitman with a 1.48 multiple on its contributed capital. | ||||||
SL1 Venture [Member] | |||||||
Investment In Real Estate Venture [Line Items] | |||||||
Equity Method Investment, Summarized Financial Information, Assets, Total | 14,200 | 14,200 | |||||
Other Nonrecurring (Income) Expense | 200 | ||||||
Equity Method Investment, Summarized Financial Information, Liabilities, Total | 800 | 800 | |||||
Equity Method Investment, Summarized Financial Information, Net Income (Loss) | 400 | 400 | |||||
Due from Joint Ventures | 700 | 700 | |||||
Payments to Acquire Interest in Joint Venture | $ 1,000 | ||||||
Investment Yield Percentage On Purchase Price | 4.50% | ||||||
Loans Receivable, Net | 8,100 | $ 8,100 | |||||
Heitman And Large Institutional Co-Investor [Member] | |||||||
Investment In Real Estate Venture [Line Items] | |||||||
Real Estate Investments, Joint Ventures | $ 110,000 | ||||||
Heitman And Large Institutional Co-Investor [Member] | SL1 Venture [Member] | |||||||
Investment In Real Estate Venture [Line Items] | |||||||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest | 90.00% | ||||||
Parent Company [Member] | SL1 Venture [Member] | |||||||
Investment In Real Estate Venture [Line Items] | |||||||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest | 10.00% | ||||||
Investment Owned, Balance, Principal Amount | 41,900 | 41,900 | |||||
Investments in Affiliates, Subsidiaries, Associates, and Joint Ventures, Fair Value Disclosure | $ 7,700 | $ 7,700 | |||||
Loans Receivable, Net | $ 12,200 | $ 8,100 |
VARIABLE INTEREST ENTITIES (Det
VARIABLE INTEREST ENTITIES (Details) - USD ($) $ in Millions | Jun. 30, 2016 | Dec. 31, 2015 |
Variable Interest Entity [Line Items] | ||
Assets recorded related to VIEs | $ 65 | $ 40.2 |
Unfunded loan commitments to VIEs | 57 | 114.6 |
Maximum exposure to loss | $ 122 | $ 154.8 |
VARIABLE INTEREST ENTITIES (D42
VARIABLE INTEREST ENTITIES (Details Textual) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Variable Interest Entity [Line Items] | ||
Equity Method Investments, Fair Value Disclosure | $ 65,002 | $ 40,222 |
Other Commitment | 57,000 | $ 114,600 |
Investment in Real Estate Venture [Member] | ||
Variable Interest Entity [Line Items] | ||
Other Commitment | $ 12,200 |
OTHER ASSETS (Details Textual)
OTHER ASSETS (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Jun. 30, 2016 | |
Line of Credit [Member] | ||
Other Investments and Securities, at Cost | $ 500 | $ 1,400 |
Subsidiary of Limited Liability Company or Limited Partnership, Ownership Interest | 100.00% | |
Line of Credit Facility, Maximum Borrowing Capacity | $ 2,750 | |
Line of Credit [Member] | Maximum [Member] | ||
Line of Credit Facility, Interest Rate During Period | 7.00% | |
Line of Credit [Member] | Minimum [Member] | ||
Line of Credit Facility, Interest Rate During Period | 6.90% | |
Secured Debt [Member] | ||
Secured Debt | $ 3,500 | |
Debt Instrument, Interest Rate, Stated Percentage | 6.90% | |
Agreement Three [Member] | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,000 | |
Agreement One [Member] | ||
Line of Credit Facility, Maximum Borrowing Capacity | 500 | |
Agreement Two [Member] | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 250 |
SENIOR PARTICIPATIONS (Details
SENIOR PARTICIPATIONS (Details Textual) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | |||
May 27, 2016 | Apr. 29, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Schedule Of Senior Participations [Line Items] | |||||
Proceeds from Notes Payable | $ 5,049 | $ 0 | |||
Senior Notes | 5,049 | $ 0 | |||
Operating Property A Notes [Member] | |||||
Schedule Of Senior Participations [Line Items] | |||||
Debt Instrument, Face Amount | $ 7,800 | ||||
Proceeds from Notes Payable | $ 5,000 | ||||
Debt Instrument, Description of Variable Rate Basis | 30-day LIBOR plus 3.85% | ||||
Debt Instrument, Interest Rate, Effective Percentage | 4.30% | ||||
Debt Instrument, Collateral Amount | $ 500 | ||||
Senior Notes | $ 5,000 | ||||
Debt Instrument, Basis Spread on Variable Rate | 3.85% | ||||
Miami A Note [Member] | |||||
Schedule Of Senior Participations [Line Items] | |||||
Debt Instrument, Face Amount | $ 17,700 | ||||
Proceeds from Notes Payable | $ 10,000 | ||||
Debt Instrument, Description of Variable Rate Basis | 30-day LIBOR plus 3.10% | ||||
Debt Instrument, Interest Rate, Effective Percentage | 3.55% | ||||
Debt Instrument, Collateral Amount | $ 7,700 | ||||
Debt Instrument, Fee Amount | $ 100 | ||||
Debt Instrument, Basis Spread on Variable Rate | 3.10% | ||||
Debt Instrument, Fee | loan fee of 100 basis points, or $0.1 million upon closing of the loan |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) - Restricted Stock [Member] - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Class of Stock [Line Items] | ||||
Shares, Nonvested shares at beginning of period | 162,500 | 0 | 162,500 | 0 |
Shares, Granted | 14,340 | 110,000 | 14,340 | 110,000 |
Shares, Vested | (37,672) | 0 | (37,672) | 0 |
Shares, Forfeited | 0 | 0 | 0 | 0 |
Shares, Nonvested shares at end of period | 139,168 | 110,000 | 139,168 | 110,000 |
Weighted average grant date fair value, Nonvested at beginning of period | $ 20.08 | $ 0 | $ 20.08 | $ 0 |
Weighted average grant date fair value, Granted | 13.95 | 20.13 | 13.95 | 20.13 |
Weighted average grant date fair value, Vested | 18.09 | 0 | 18.09 | 0 |
Weighted average grant date fair value, Forfeited | 0 | 0 | 0 | 0 |
Weighted average grant date fair value, Nonvested at end of period | $ 19.91 | $ 20.13 | $ 19.91 | $ 20.13 |
STOCKHOLDERS' EQUITY (Details T
STOCKHOLDERS' EQUITY (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||||
May 20, 2016 | Jun. 15, 2015 | Apr. 30, 2015 | Oct. 31, 2014 | Jun. 30, 2016 | Sep. 30, 2015 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Class of Stock [Line Items] | ||||||||||
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 | 500,000,000 | |||||||
Common Stock, Shares, Issued | 5,963,762 | 5,963,762 | 6,162,500 | |||||||
Preferred Stock, Shares Authorized | 100,000,000 | 100,000,000 | 100,000,000 | |||||||
Capital | $ 1,000 | |||||||||
Proceeds from Issuance Initial Public Offering | $ 93,000,000 | |||||||||
Proceeds from Issuance of Common Stock | $ 0 | $ 110,491,000 | ||||||||
Restricted Stock or Unit Expense | $ 300,000 | $ 34,000 | $ 500,000 | 34,000 | ||||||
Share Price | $ 13.94 | $ 13.94 | $ 14.95 | |||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years 3 months 18 days | |||||||||
Stock Repurchase Program, Authorized Amount | $ 10,000,000 | |||||||||
Stock Repurchased and Retired During Period, Shares | 213,078 | |||||||||
Stock Repurchased and Retired During Period, Value | $ 3,152,000 | $ 1,000 | ||||||||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 6,800,000 | |||||||||
Restricted Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 14,340 | 110,000 | 14,340 | 110,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 37,672 | 0 | 37,672 | 0 | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 1,800,000 | $ 1,800,000 | $ 2,200,000 | |||||||
Director [Member] | Restricted Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 2,500 | |||||||||
Non Employee Director [Member] | Restricted Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 14,340 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 3,585 | |||||||||
2015 Equity Incentive Plan [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common Stock, Capital Shares Reserved for Future Issuance | 200,000 | |||||||||
2015 Equity Incentive Plan [Member] | Restricted Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 100,000 | 10,000 | 176,840 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 162,500 | |||||||||
2015 Equity Incentive Plan [Member] | Restricted Stock [Member] | Share-based Compensation Award, Tranche One [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 40,832 | |||||||||
2015 Equity Incentive Plan [Member] | Restricted Stock [Member] | Share-based Compensation Award, Tranche Three [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 40,836 | |||||||||
2015 Equity Incentive Plan [Member] | Restricted Stock [Member] | Share Based Compensation Award Tranche Four [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 20,000 | |||||||||
Founder [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Proceeds from Issuance of Private Placement | $ 5,000,000 | |||||||||
IPO [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common Stock, Shares, Issued | 5,000,000 | |||||||||
Private Placement [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common Stock, Shares, Issued | 250,000 | |||||||||
Over-Allotment Option [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Proceeds from Issuance of Common Stock | $ 14,000,000 | |||||||||
Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Stock Issued During Period, Shares, New Issues | 5,750,000 | |||||||||
Stock Repurchased and Retired During Period, Shares | 1,000 | |||||||||
Stock Repurchased and Retired During Period, Value | $ 0 | |||||||||
Common Stock [Member] | Restricted Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 52,500 | |||||||||
Common Stock [Member] | IPO [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common Stock, Shares, Issued | 1,000 | |||||||||
Stock Issued During Period, Shares, New Issues | 1,000 | |||||||||
Common Stock [Member] | Over-Allotment Option [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 750,000 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | ||
Shares outstanding | |||||
Weighted average common shares - basic | 5,948,555 | 5,934,066 | 5,974,277 | 2,983,425 | |
Effect of dilutive securities | [1] | 0 | 0 | 0 | 0 |
Weighted average common shares, all classes | 5,948,555 | 5,934,066 | 5,974,277 | 2,983,425 | |
Calculation of Earnings per Share - basic | |||||
Net income (loss) | $ 5,412 | $ (558) | $ 6,534 | $ (705) | |
Net income allocated to unvested restricted shares | (138) | 0 | (170) | 0 | |
Dividends declared on unvested restricted shares | 0 | (39) | 0 | (39) | |
Net income (loss), adjusted, attributable to common shareholders | $ 5,274 | $ (597) | $ 6,364 | $ (744) | |
Weighted average common shares - basic | 5,948,555 | 5,934,066 | 5,974,277 | 2,983,425 | |
Earnings per share - basic | $ 0.89 | $ (0.10) | $ 1.07 | $ (0.25) | |
Calculation of Earnings per Share - diluted | |||||
Net income (loss) | $ 5,412 | $ (558) | $ 6,534 | $ (705) | |
Net income allocated to unvested restricted shares | (138) | 0 | (170) | 0 | |
Dividends declared on unvested restricted shares | 0 | (39) | 0 | (39) | |
Net income (loss), adjusted, attributable to common shareholders | [2] | $ 5,274 | $ (597) | $ 6,364 | $ (744) |
Weighted average common shares - diluted | 5,948,555 | 5,934,066 | 5,974,277 | 2,983,425 | |
Earnings per share - diluted | $ 0.89 | $ (0.10) | $ 1.07 | $ (0.25) | |
[1] | For all periods presented, potentially dilutive securities are not included in the diluted earnings per share calculation as they are not dilutive. | ||||
[2] | For all periods presented, the Company has no undistributed earnings and accordingly reallocation of undistributed earnings between potential common stock and participating securities is not necessary. |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Textual) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Apr. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | ||||||
Annual Rate Of Interest | 1.50% | |||||
Cumulative Annual Stockholder Total Return | 8.00% | |||||
Percentage Of Base Management Fee | 0.375% | 0.375% | ||||
Reimbursement Of Organization Costs | $ 100 | |||||
Reimbursement Of Offering Costs | $ 100 | |||||
Expenses Reimbursed To Manager | $ 700 | $ 500 | $ 1,600 | $ 500 | ||
Base Management Fee | 400 | 400 | 800 | 400 | ||
Equity Method Investments, Fair Value Disclosure | 65,002 | 65,002 | $ 40,222 | |||
Severance Costs | 100 | 200 | 200 | 200 | ||
Due to Officers or Stockholders | 600 | 600 | 700 | |||
Carrying Amount | 9,127 | 9,127 | 0 | |||
SL1 Venture [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue from Related Parties | 400 | 400 | ||||
Due from Joint Ventures, Current | 700 | 700 | ||||
Carrying Amount | 9,100 | 9,100 | ||||
Equity Method Investments [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Change in Fair value from equity investment | 6,000 | $ 700 | 10,000 | $ 700 | ||
Equity Method Investments, Fair Value Disclosure | $ 50,300 | $ 50,300 | $ 31,300 |
RESTRUCTURING COSTS (Details)
RESTRUCTURING COSTS (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs liability, Beginning Balance | $ 80 | $ 95 | ||
Restructuring costs incurred | 47 | $ 0 | 54 | $ 0 |
Cash payments | (25) | (47) | ||
Non-cash activity | 0 | (10) | ||
Restructuring costs liability, Ending Balance | 102 | 102 | ||
Total cumulative restructuring costs expected to be incurred | 330 | 330 | ||
Severance | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs liability, Beginning Balance | 0 | 0 | ||
Restructuring costs incurred | 0 | 0 | ||
Cash payments | 0 | 0 | ||
Non-cash activity | 0 | 0 | ||
Restructuring costs liability, Ending Balance | 0 | 0 | ||
Total cumulative restructuring costs expected to be incurred | 97 | 97 | ||
Fixed asset disposal | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs liability, Beginning Balance | 0 | 0 | ||
Restructuring costs incurred | 0 | 0 | ||
Cash payments | 0 | 0 | ||
Non-cash activity | 0 | 0 | ||
Restructuring costs liability, Ending Balance | 0 | 0 | ||
Total cumulative restructuring costs expected to be incurred | 33 | 33 | ||
Lease termination | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs liability, Beginning Balance | 80 | 85 | ||
Restructuring costs incurred | 47 | 64 | ||
Cash payments | (25) | (47) | ||
Non-cash activity | 0 | 0 | ||
Restructuring costs liability, Ending Balance | 102 | 102 | ||
Total cumulative restructuring costs expected to be incurred | 187 | 187 | ||
Other | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs liability, Beginning Balance | 0 | 10 | ||
Restructuring costs incurred | 0 | |||
Cash payments | 0 | 0 | ||
Non-cash activity | 0 | (10) | ||
Restructuring costs liability, Ending Balance | 0 | 0 | ||
Total cumulative restructuring costs expected to be incurred | $ 13 | $ 13 |
RESTRUCTURING COSTS (Details Te
RESTRUCTURING COSTS (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Charges, Total | $ 47 | $ 0 | $ 54 | $ 0 |
SUBSEQUENT EVENTS (Details Text
SUBSEQUENT EVENTS (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Jul. 12, 2016 | Jul. 31, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jul. 27, 2016 | Jul. 21, 2016 | Jul. 19, 2016 | Dec. 31, 2015 |
Subsequent Event [Line Items] | ||||||||
Equity Method Investments, Fair Value Disclosure | $ 65,002 | $ 40,222 | ||||||
Proceeds from Notes Payable | $ 5,049 | $ 0 | ||||||
Preferred Stock, Shares Authorized | 100,000,000 | 100,000,000 | ||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | ||||||
Senior Notes [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Equity Method Investments, Fair Value Disclosure | $ 6,800 | |||||||
Proceeds from Notes Payable | $ 4,400 | |||||||
Subsequent Event [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Equity Method Investments, Fair Value Disclosure | $ 21,800 | |||||||
Preferred Stock, Shares Authorized | 100,000,000 | |||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | |||||||
Preferred Stock, Liquidation Preference Per Share | $ 1,000 | |||||||
Mortgage Loans on Real Estate, Interest Rate | 6.90% | |||||||
Preferred Stock Value Reserved For Future Issuance | $ 35,000 | |||||||
Subsequent Event [Member] | Series A Preferred Stock [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Percentage of Increase in Book Value | 25.00% | |||||||
Internal Rate Of Return For Preferred Shareholders | 14.00% | |||||||
Preferred Stock, Redemption Terms | The Series A Preferred Stock may be redeemed at the Companys option (i) after five years from the Effective Date at a price equal to 105% of the Liquidation Value per share plus the value of all accumulated and unpaid Cash Distributions and Stock Dividends, and (ii) after six years from the Effective Date at a price equalto 100% of the Liquidation Value per share plus the value of all accumulated and unpaid Cash Distributions and Stock Dividends. In the event of certain change of control events affecting the Company prior to the third anniversary of the Effective Date, the Company must redeem all shares of Series A Preferred Stock for a price equal to (a) the Liquidation Value, plus (b) accumulated and unpaid Cash Distributions and Stock Dividends, plus (c) a make-whole premium designed to provide the holders of the Series A Preferred Stock with a return on the redeemed shares equal to a 14.0% internal rate of return through the third anniversary of the Effective Date. | |||||||
Preferred Stock Value Reserved For Future Issuance | $ 125,000 | |||||||
Subsequent Event [Member] | Until Sixth Anniversary [Member] | Series A Preferred Stock [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Preferred Stock, Dividend Rate, Percentage | 7.00% | |||||||
Subsequent Event [Member] | After Sixth Anniversary [Member] | Series A Preferred Stock [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Preferred Stock, Dividend Rate, Percentage | 8.50% | |||||||
Subsequent Event [Member] | Occurrence of certain triggering events [Member] | Series A Preferred Stock [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Preferred Stock, Dividend Rate, Percentage | 5.00% | |||||||
Subsequent Event [Member] | Maximum [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Preferred Stock Value Reserved For Future Issuance | 15,000 | |||||||
Subsequent Event [Member] | Minimum [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Preferred Stock Value Reserved For Future Issuance | $ 5,000 | |||||||
Subsequent Event [Member] | Series A Preferred Stock Private Placement [Member] | Minimum [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Value of Shares to Be issued Prior to Commitment Period | $ 50,000 | |||||||
Subsequent Event [Member] | Jacksonville, Florida MSA [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Loans Receivable, Net | $ 300 | |||||||
Cost of Real Estate Sales | 8,100 | |||||||
Subsequent Event [Member] | New York Northern New Jersey MSA [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Loans Receivable, Net | $ 500 | |||||||
Cost of Real Estate Sales | 7,800 | |||||||
Subsequent Event [Member] | Construction Loans [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Loans Receivable, Net | $ 14,200 | |||||||
Subsequent Event [Member] | Senior Notes [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Debt Instrument, Description of Variable Rate Basis | interest rate on the A note is 30-day LIBOR plus 3.50% | |||||||
Proceeds from Notes Payable | $ 12,500 | |||||||
Debt Instrument, Interest Rate, Basis for Effective Rate | annual rate of 30-day LIBOR plus 3.50% | |||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.95% | 3.95% | ||||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | 3.50% |