Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Aug. 04, 2017 | |
Entity Listings [Line Items] | ||
Entity Registrant Name | KBS Growth & Income REIT, Inc. | |
Entity Central Index Key | 1,631,256 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Class A | ||
Entity Listings [Line Items] | ||
Entity Common Stock, Shares Outstanding | 9,133,432 | |
Class T | ||
Entity Listings [Line Items] | ||
Entity Common Stock, Shares Outstanding | 277,119 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Real estate: | ||
Land | $ 22,909 | $ 22,909 |
Building and improvements | 106,561 | 105,435 |
Tenant origination and absorption costs | 13,408 | 13,528 |
Total real estate, cost | 142,878 | 141,872 |
Less accumulated depreciation and amortization | (6,645) | (3,292) |
Total real estate, net | 136,233 | 138,580 |
Cash and cash equivalents | 8,803 | 15,666 |
Rent and other receivables | 1,329 | 956 |
Above-market leases, net | 195 | 210 |
Prepaid expenses and other assets, net | 528 | 501 |
Total assets | 147,088 | 155,913 |
Liabilities and stockholders’ equity | ||
Notes payable, net | 72,372 | 81,375 |
Accounts payable and accrued liabilities | 2,343 | 2,023 |
Due to affiliates | 1,402 | 1,434 |
Distributions payable | 382 | 377 |
Below-market leases, net | 4,255 | 5,029 |
Other liabilities | 1,262 | 1,254 |
Total liabilities | 82,016 | 91,492 |
Commitments and contingencies (Note 8) | ||
Redeemable common stock | 2,926 | 1,791 |
Stockholders’ equity | ||
Preferred stock, $.01 par value; 10,000,000 shares authorized, no shares issued and outstanding | 0 | 0 |
Additional paid-in capital | 74,869 | 71,992 |
Cumulative distributions and net losses | (12,817) | (9,451) |
Total stockholders’ equity | 62,146 | 62,630 |
Total liabilities and stockholders’ equity | 147,088 | 155,913 |
Class A | ||
Stockholders’ equity | ||
Common stock | 91 | 88 |
Class T | ||
Stockholders’ equity | ||
Common stock | $ 3 | $ 1 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2017 | Dec. 31, 2016 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Class A | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 9,079,039 | 8,846,164 |
Common stock, shares outstanding (in shares) | 9,079,039 | 8,846,164 |
Class T | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 274,871 | 94,018 |
Common stock, shares outstanding (in shares) | 274,871 | 94,018 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Revenues: | ||||
Rental income | $ 3,290 | $ 589 | $ 6,526 | $ 1,157 |
Tenant reimbursements | 877 | 51 | 1,656 | 79 |
Other operating income | 20 | 0 | 38 | 0 |
Total revenues | 4,187 | 640 | 8,220 | 1,236 |
Expenses: | ||||
Operating, maintenance, and management | 878 | 186 | 1,623 | 337 |
Property management fees and expenses to affiliate | 31 | 10 | 60 | 17 |
Real estate taxes and insurance | 513 | 74 | 970 | 143 |
Asset management fees to affiliate | 0 | 39 | 214 | 59 |
Real estate acquisition fees to affiliate | 0 | 1,383 | 0 | 1,383 |
Real estate acquisition fees and expenses | 0 | 229 | 0 | 229 |
General and administrative expenses | 422 | 367 | 763 | 586 |
Depreciation and amortization | 1,822 | 218 | 3,540 | 445 |
Interest expense | 757 | 95 | 1,500 | 273 |
Total expenses | 4,423 | 2,601 | 8,670 | 3,472 |
Other income (loss): | ||||
Interest and other income | 18 | 54 | 35 | 74 |
Loss from extinguishment of debt | (206) | 0 | (206) | 0 |
Total other (loss) income | (188) | 54 | (171) | 74 |
Net loss | (424) | (1,907) | (621) | (2,162) |
Common Stock: | ||||
Net loss | (424) | (1,907) | (621) | (2,162) |
Class A | ||||
Other income (loss): | ||||
Net loss | (406) | (1,906) | (596) | (2,161) |
Common Stock: | ||||
Net loss | $ (406) | $ (1,906) | $ (596) | $ (2,161) |
Net loss per common share, basic and diluted (in dollars per share) | $ (0.04) | $ (0.23) | $ (0.07) | $ (0.36) |
Weighted-average number of common shares outstanding, basic and diluted (in shares) | 9,068,437 | 8,168,760 | 9,013,145 | 5,931,364 |
Class T | ||||
Other income (loss): | ||||
Net loss | $ (18) | $ (1) | $ (25) | $ (1) |
Common Stock: | ||||
Net loss | $ (18) | $ (1) | $ (25) | $ (1) |
Net loss per common share, basic and diluted (in dollars per share) | $ (0.07) | $ (0.36) | $ (0.11) | $ (0.61) |
Weighted-average number of common shares outstanding, basic and diluted (in shares) | 261,382 | 1,543 | 213,814 | 1,543 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Class A | Class T | Common StockClass A | Common StockClass T | Additional Paid-in Capital | Cumulative Distributions and Net Losses |
Balance, shares at Dec. 31, 2015 | 2,216,821 | 0 | |||||
Balance, value at Dec. 31, 2015 | $ 16,106 | $ 22 | $ 0 | $ 17,079 | $ (995) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | $ (2,162) | $ (2,161) | $ (1) | ||||
Stock dividends issued, shares | 26,061 | ||||||
Balance, shares at Jun. 30, 2016 | 0 | ||||||
Balance, shares at Dec. 31, 2015 | 2,216,821 | 0 | |||||
Balance, value at Dec. 31, 2015 | $ 16,106 | $ 22 | $ 0 | 17,079 | (995) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (4,089) | (4,089) | |||||
Issuance of common stock, shares | 6,559,574 | 93,918 | |||||
Issuance of common stock, value | 60,598 | $ 65 | $ 1 | 60,532 | |||
Transfers to redeemable common stock | (1,738) | (1,738) | |||||
Stock dividends issued, shares | 69,769 | 100 | |||||
Stock dividends issued, value | 0 | $ 1 | 711 | (712) | |||
Distributions declared | (3,655) | (3,655) | |||||
Commissions on stock sales, related dealer manager fees and stockholder servicing fees to affiliate | (4,200) | (4,200) | |||||
Other offering costs | (392) | (392) | |||||
Balance, shares at Dec. 31, 2016 | 8,846,164 | 94,018 | 8,846,164 | 94,018 | |||
Balance, value at Dec. 31, 2016 | 62,630 | $ 88 | $ 1 | 71,992 | (9,451) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (621) | $ (596) | $ (25) | (621) | |||
Issuance of common stock, shares | 195,615 | 179,869 | |||||
Issuance of common stock, value | 3,721 | $ 2 | $ 2 | 3,717 | |||
Transfers to redeemable common stock | (1,135) | (1,135) | |||||
Redemptions of common stock, shares | (7,602) | ||||||
Redemptions of common stock, value | $ (64) | (64) | |||||
Stock dividends issued, shares | 45,846 | 44,862 | 984 | ||||
Stock dividends issued, value | $ 0 | $ 1 | 475 | (476) | |||
Distributions declared | (2,269) | (2,269) | |||||
Commissions on stock sales, related dealer manager fees and stockholder servicing fees to affiliate | (102) | (102) | |||||
Other offering costs | (14) | (14) | |||||
Balance, shares at Jun. 30, 2017 | 9,079,039 | 274,871 | 9,079,039 | 274,871 | |||
Balance, value at Jun. 30, 2017 | $ 62,146 | $ 91 | $ 3 | $ 74,869 | $ (12,817) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (621) | $ (2,162) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 3,540 | 445 |
Property damage loss | 0 | 134 |
Deferred rents | (315) | (120) |
Bad debt expense recovery | (13) | 0 |
Amortization of above and below-market leases | (759) | (10) |
Amortization of deferred financing costs | 253 | 31 |
Loss from extinguishment of debt | 206 | 0 |
Changes in operating assets and liabilities: | ||
Rents and other receivables | (90) | 71 |
Prepaid expenses and other assets | 62 | (93) |
Accounts payable and accrued liabilities | (656) | 33 |
Due from affiliate | 0 | (4) |
Due to affiliates | (11) | 1,194 |
Other liabilities | 8 | 493 |
Net cash provided by operating activities | 1,604 | 12 |
Cash Flows from Investing Activities: | ||
Acquisition of real estate | 0 | (68,432) |
Improvements to real estate | (310) | (51) |
Net cash used in investing activities | (310) | (68,483) |
Cash Flows from Financing Activities: | ||
Proceeds from notes payable | 1,950 | 41,026 |
Principal payments on notes payable | (11,260) | (5,125) |
Payments of deferred financing costs | (103) | (612) |
Cash distribution advance from affiliate | 0 | 1,140 |
Proceeds from issuance of common stock | 2,522 | 57,407 |
Payments to redeem common stock | (64) | 0 |
Payments of commissions on stock sales, related dealer manager fees to affiliate and other offering costs | (137) | (5,208) |
Distributions paid to common stockholders | (1,065) | (540) |
Net cash (used in) provided by financing activities | (8,157) | 88,088 |
Net (decrease) increase in cash and cash equivalents | (6,863) | 19,617 |
Cash and cash equivalents, beginning of period | 15,666 | 12,893 |
Cash and cash equivalents, end of period | 8,803 | 32,510 |
Supplemental Disclosure of Cash Flow Information | ||
Interest paid | 1,245 | 273 |
Supplemental Disclosure of Noncash Investing and Financing Activities: | ||
Stock dividends issued | 476 | 257 |
Increase in cash distributions payable | 5 | 267 |
Dividends paid to common stockholders through common stock issuances pursuant to the distribution reinvestment plan | 1,199 | 637 |
Liabilities assumed in connection with real estate acquisitions | 0 | 114 |
Increase in accrued improvements to real estate | 914 | 0 |
Write-off of deferred financing costs | $ (206) | $ 0 |
ORGANIZATION
ORGANIZATION | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATION KBS Growth & Income REIT, Inc. (the “Company”) was formed on January 12, 2015 as a Maryland corporation that elected to be taxed as a real estate investment trust (“REIT”) beginning with the taxable year ended December 31, 2015. Substantially all of the Company’s business is conducted through KBS Growth & Income Limited Partnership (the “Operating Partnership”), a Delaware limited partnership formed on January 14, 2015. The Company is the sole general partner of, and owns a 0.1% partnership interest in, the Operating Partnership. KBS Growth & Income REIT Holdings LLC (“REIT Holdings”), a Delaware limited liability company formed on January 14, 2015, owns the remaining 99.9% partnership interest in the Operating Partnership and is the sole limited partner. The Company is the sole member and manager of REIT Holdings. Subject to certain restrictions and limitations, the business of the Company is externally managed by KBS Capital Advisors LLC (the “Advisor”), an affiliate of the Company, pursuant to an advisory agreement between the Company and the Advisor initially entered into on June 11, 2015, and amended at various times thereafter (the “Advisory Agreement”). The Advisor conducts the Company’s operations and manages its portfolio of core real estate properties. On January 27, 2015, the Company issued 20,000 shares of its common stock to the Advisor at a purchase price of $10.00 per share. On June 11, 2015, these outstanding shares of common stock were designated Class A shares of common stock. As of June 30, 2017 , the Company had invested in three office properties. The Company intends to invest in a diverse portfolio of core real estate properties and real estate-related assets, including the acquisition of commercial properties and the acquisition and origination of real estate-related assets. The Company considers core properties to be existing properties with at least 80% occupancy. Based on the current market outlook, the Company expects its core focus in the U.S. office sector to reflect a value-creating core strategy, which is also known as a core-plus strategy. The real estate-related assets in which the Company may invest include mortgage, mezzanine, bridge and other loans, debt and derivative securities related to real estate assets, including mortgage-backed securities, and equity securities such as common stocks, preferred stocks and convertible preferred securities of other REITs and real estate companies. The Company commenced a private placement offering exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), on June 11, 2015, pursuant to which the Company offered a maximum of $105,000,000 of shares of its Class A common stock for sale to certain accredited investors (the “Private Offering”), of which $5,000,000 of Class A shares were offered pursuant to the Company’s distribution reinvestment plan. The Company ceased offering shares in the primary portion of the Private Offering on April 27, 2016 and processed subscriptions for the primary Private Offering dated on or prior to April 27, 2016 through May 30, 2016. KBS Capital Markets Group LLC (the “Dealer Manager”), an affiliate of the Advisor, served as the dealer manager of the Private Offering pursuant to a dealer manager agreement dated June 11, 2015 (the “Private Offering Dealer Manager Agreement”). The Dealer Manager was responsible for marketing the Company’s shares in the Private Offering. On February 4, 2015, the Company filed a registration statement on Form S-11 with the Securities and Exchange Commission (the “SEC”) to register an initial public offering of its common stock to offer a maximum of $1,500,000,000 in shares of common stock for sale to the public in the primary offering, consisting of two classes of shares: Class A and Class T (the “Primary Offering”). The Company also registered a maximum of $800,000,000 in both classes of shares of its common stock pursuant to the Company’s distribution reinvestment plan (the “DRP Offering” and, together with the Primary Offering, the “Public Offering”). The SEC declared the Company’s registration statement effective on April 28, 2016 and the Company retained the Dealer Manager to serve as the dealer manager of the Public Offering pursuant to a dealer manager agreement dated April 28, 2016 (the “Public Offering Dealer Manager Agreement”). The Dealer Manager was responsible for marketing the Company’s shares in the Public Offering. The Company terminated the Primary Offering effective June 30, 2017 and expects to launch a private offering solely to accredited investors pursuant to Rule 506(c) of Regulation D of the Securities Act in the third quarter of 2017. The Company can give no assurance regarding the success of such private offering. The Company continues to offer shares of common stock pursuant to the DRP Offering. In some states, the Company will need to renew the registration statement annually or file a new registration statement to continue the DRP Offering. The Company may terminate the DRP Offering at any time. The Company sold 8,548,972 shares of Class A common stock for gross offering proceeds of $76.8 million in the Private Offering, including 74,744 shares of Class A common stock under its distribution reinvestment plan for gross offering proceeds of $0.7 million . The Company sold 358,017 and 273,787 shares of Class A and Class T common stock in the Primary Offering for aggregate gross offering proceeds of $6.3 million . As of June 30, 2017, the Company had sold 236,839 and 3,372 shares of Class A and Class T common stock in the DRP Offering for aggregate gross offering proceeds of $2.4 million . Also as of June 30, 2017, the Company had redeemed 7,602 Class A shares for $64,655 . Additionally, on August 11, 2015, two of the individuals who own and control the Company’s sponsor, Charles J. Schreiber, Jr. (who also acts as chief executive officer, the chairman of the board and a director of the Company) and Peter M. Bren (who also acts as president and director of the Company), purchased 21,181.2380 and 21,181.2390 shares of Class A common stock, respectively, each for an aggregate purchase price of $172,500 or $8.144 per share. The per share purchase price reflects an 8.5% discount to the $8.90 offering price in the Private Offering in effect on the date of their purchase because selling commissions and dealer manager fees were not paid in connection with the sales. Mr. Bren’s investment was made on behalf of and for the account of three of his children, and he has disclaimed beneficial ownership of the shares. The Company issued these shares in private transactions exempt from the registration requirements pursuant to Section 4(a)(2) of the Securities Act. As described above, the Company intends to use substantially all of the net proceeds from its private and public offerings to invest in a diverse portfolio of core real estate properties and real estate-related assets. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES There have been no significant changes to the Company’s accounting policies since it filed its audited financial statements in its Annual Report on Form 10-K for the year ended December 31, 2016 . For further information about the Company’s accounting policies, refer to the Company’s consolidated financial statements and notes thereto for the year ended December 31, 2016 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”). Principles of Consolidation and Basis of Presentation The accompanying unaudited consolidated financial statements and condensed notes thereto have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information as contained within the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) and the rules and regulations of the SEC, including the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, the unaudited consolidated financial statements do not include all of the information and footnotes required by GAAP for audited financial statements. In the opinion of management, the financial statements for the unaudited interim periods presented include all adjustments, which are of a normal and recurring nature, necessary for a fair and consistent presentation of the results for such periods. Operating results for the three and six months ended June 30, 2017 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017 . The consolidated financial statements include the accounts of the Company, REIT Holdings, the Operating Partnership, and their direct and indirect wholly owned subsidiaries. All significant intercompany balances and transactions are eliminated in consolidation. Use of Estimates The preparation of the consolidated financial statements and the accompanying notes thereto in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could materially differ from those estimates. Segments The Company had invested in three office properties as of June 30, 2017 . Substantially all of the Company’s revenue and net loss is from real estate, and therefore, the Company currently operates in one reportable segment. Per Share Data Basic net income (loss) per share of common stock is calculated by dividing net income (loss) by the weighted-average number of shares of common stock issued and outstanding during such period. Diluted net income (loss) per share of common stock equals basic net income (loss) per share of common stock as there were no potentially dilutive securities outstanding for the six months ended June 30, 2017 and 2016 , respectively. For the purpose of determining the weighted average number of shares outstanding, stock dividends issued during the period presented and subsequent to June 30, 2017 but before the issuance of the consolidated financial statements are adjusted retroactively and treated as if they were issued and outstanding for all periods presented. The Company has declared and issued stock dividends on shares of the Company’s common stock during the three and six months ended June 30, 2017 and 2016 as follows: Three Months Ended June 30, Amount Declared per Share Outstanding (1) Total Shares Issued 2016 0.00249316 shares 19,087 2017 0.00249999 shares 23,160 Six Months Ended June 30, Amount Declared per Share Outstanding (1) Total Shares Issued 2016 0.00495892 shares 26,061 2017 0.00499998 shares 45,846 _____________________ (1) Stock dividends have been declared on a monthly basis and the amount declared per share outstanding assumes each share was issued and outstanding each date that was a record date for stock dividends during the periods presented. Stock dividends are issued in the same class of shares as the shares for which such stockholder received the stock dividend. During the three and six months ended June 30, 2017 , aggregate cash distributions declared per share of Class A common stock were $0.12465726 and $0.24794466 , assuming the share was issued and outstanding each date that was a record date for distributions during the period. During the three and six months ended June 30, 2017 , aggregate cash distributions declared per share of Class T common stock were $0.10005293 and $0.19885548 , assuming the share was issued and outstanding each date that was a record date for distributions during the period. During the three and six months ended June 30, 2016 , aggregate cash distributions declared per share of Class A common stock were $0.12465726 and $0.24794466 , assuming the share was issued and outstanding each date that was a record date for distributions during the period. No shares of Class T common stock were outstanding during the three and six months ended June 30, 2016 . For each day that was a record date for distributions during the three and six months ended June 30, 2017 and 2016 , distributions were calculated at a rate of (i) $0.00136986 per share per day, less (ii) the applicable daily class-specific stockholder servicing fees accrued for and allocable to any class of common stock, divided by the number of shares of common stock of such class outstanding as of the close of business on each respective record date. Each day during the six months ended June 30, 2017 and the periods from January 1, 2016 through February 28, 2016 and March 1, 2016 through June 30, 2016 was a record date for distributions. In accordance with FASB ASC Topic 260-10-45, Earnings Per Share , the Company uses the two-class method to calculate earnings per share. Basic earnings per share is calculated based on dividends declared (“distributed earnings”) and the rights of common shares and participating securities in any undistributed earnings, which represents net income remaining after deduction of dividends declared during the period. The undistributed earnings are allocated to all outstanding common shares based on the relative percentage of each class of shares to the total number of outstanding shares. The Company does not have any participating securities outstanding other than Class A Common Stock and Class T Common Stock during the periods presented. For the Three Months Ended June 30, For the Six Months Ended June 30, 2017 2016 2017 2016 Net loss $ (424 ) $ (1,907 ) $ (621 ) $ (2,162 ) Less: Class A Common Stock cash distributions declared 1,128 1,005 2,226 1,445 Less: Class T Common Stock cash distributions declared 26 — 42 — Undistributed net loss $ (1,578 ) $ (2,912 ) $ (2,889 ) $ (3,607 ) Class A Common Stock: Undistributed net loss $ (1,534 ) $ (2,911 ) $ (2,822 ) $ (3,606 ) Class A Common Stock cash distributions declared 1,128 1,005 2,226 1,445 Net loss $ (406 ) $ (1,906 ) $ (596 ) $ (2,161 ) Net loss per common share, basic and diluted $ (0.04 ) $ (0.23 ) $ (0.07 ) $ (0.36 ) Weighted-average number of common shares outstanding, basic and diluted 9,068,437 8,168,760 9,013,145 5,931,364 Class T Common Stock: Undistributed net loss $ (44 ) $ (1 ) $ (67 ) $ (1 ) Class T Common Stock cash distributions declared 26 — 42 — Net loss $ (18 ) $ (1 ) $ (25 ) $ (1 ) Net loss per common share, basic and diluted $ (0.07 ) $ (0.36 ) $ (0.11 ) $ (0.61 ) Weighted-average number of common shares outstanding, basic and diluted 261,382 1,543 213,814 1,543 Square Footage, Occupancy and Other Measures Any references to square footage, occupancy or annualized base rent are unaudited and outside the scope of the Company’s independent registered public accounting firm’s review of the Company’s financial statements in accordance with the standards of the United States Public Company Accounting Oversight Board. Recently Issued Accounting Standards Update In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU No. 2014-09”). ASU No. 2014-09 requires an entity to recognize the revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. ASU No. 2014-09 supersedes the revenue requirements in Revenue Recognition (Topic 605) and most industry-specific guidance throughout the Industry Topics of the Codification. ASU No. 2014-09 does not apply to lease contracts within the scope of Leases (Topic 840). ASU No. 2014-09 was to be effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, and is to be applied retrospectively, with early application not permitted. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date (“ASU No. 2015-14”), which defers the effective date of ASU No. 2014-09 by one year. Early adoption is permitted but not before the original effective date. The primary source of revenue for the Company is generated through leasing arrangements, which are excluded from this standard. The Company’s revenues that may be impacted by this standard primarily include other operating income and other ancillary income earned at its properties. In 2016, other operating income and other ancillary income were approximately 2% of consolidated revenue. The Company continues to evaluate the impact that the standard will have on its consolidated financial statements. The Company expects to adopt the standard using the modified retrospective approach, which requires a cumulative effect adjustment as of the date of the adoption. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments - Overall (Subtopic 825-10), Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU No. 2016-01”). The amendments in ASU No. 2016-01 address certain aspects of recognition, measurement, presentation and disclosure of financial instruments. ASU No. 2016-01 primarily affects accounting for equity investments and financial liabilities where the fair value option has been elected. ASU No. 2016-01 also requires entities to present financial assets and financial liabilities separately, grouped by measurement category and form of financial asset in the balance sheet or in the accompanying notes to the financial statements. ASU No. 2016-01 is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. Early application of certain provisions of the standard is permitted for financial statements that have not been previously issued. The Company does not expect the adoption of ASU No. 2016-01 to have a significant impact on its financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (“ASU No. 2016-02”). The amendments in ASU No. 2016-02 change the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASU No. 2016-02 is effective for annual periods beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption of ASU No. 2016-02 as of its issuance is permitted. The new leases standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. The Company is currently evaluating the impact of adopting the new leases standard on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses of Financial Instruments (“ASU No. 2016-13”). ASU No. 2016-13 affects entities holding financial assets and net investments in leases that are not accounted for at fair value through net income. The amendments in ASU No. 2016-13 require a financial asset (or a group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. ASU No. 2016-13 also amends the impairment model for available-for-sale securities. An entity will recognize an allowance for credit losses on available-for-sale debt securities as a contra-account to the amortized cost basis rather than as a direct reduction of the amortized cost basis of the investment, as is currently required. ASU No. 2016-13 also requires new disclosures. For financial assets measured at amortized cost, an entity will be required to disclose information about how it developed its allowance for credit losses, including changes in the factors that influenced management’s estimate of expected credit losses and the reasons for those changes. For financing receivables and net investments in leases measured at amortized cost, an entity will be required to further disaggregate the information it currently discloses about the credit quality of these assets by year of the asset’s origination for as many as five annual periods. For available for sale securities, an entity will be required to provide a roll-forward of the allowance for credit losses and an aging analysis for securities that are past due. ASU No. 2016-13 is effective for annual periods beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is still evaluating the impact of adopting ASU No. 2016-13 on its financial statements, but does not expect the adoption of ASU No. 2016-13 to have a material impact on its financial statements. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments (“ASU No. 2016-15”). ASU No. 2016-15 is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. The amendments in ASU No. 2016-15 provide guidance on eight specific cash flow issues, including the following that are or may be relevant to the Company: (a) Cash payments for debt prepayment or debt extinguishment costs should be classified as cash outflows for financing activities; (b) Cash payments relating to contingent consideration made soon after an acquisition’s consummation date (i.e., approximately three months or less) should be classified as cash outflows for investing activities. Payments made thereafter should be classified as cash outflows for financing activities up to the amount of the original contingent consideration liability. Payments made in excess of the amount of the original contingent consideration liability should be classified as cash outflows for operating activities; (c) Cash payments received from the settlement of insurance claims should be classified on the basis of the nature of the loss (or each component loss, if an entity receives a lump-sum settlement); (d) Relating to distributions received from equity method investments, ASU No. 2016-15 provides an accounting policy election for classifying distributions received from equity method investments. Such amounts can be classified using a (1) cumulative earnings approach, or (2) nature of distribution approach. Under the cumulative earnings approach, an investor would compare the distributions received to its cumulative equity method earnings since inception. Any distributions received up to the amount of cumulative equity earnings would be considered a return on investment and classified in operating activities. Any excess distributions would be considered a return of investment and classified in investing activities. Alternatively, an investor can choose to classify the distributions based on the nature of activities of the investee that generated the distribution. If the necessary information is subsequently not available for an investee to determine the nature of the activities, the entity should use the cumulative earnings approach for that investee and report a change in accounting principle on a retrospective basis; (e) In the absence of specific guidance, an entity should classify each separately identifiable cash source and use on the basis of the nature of the underlying cash flows. For cash flows with aspects of more than one class that cannot be separated, the classification should be based on the activity that is likely to be the predominant source or use of cash flow. ASU No. 2016-15 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company is still evaluating the impact of adopting ASU No. 2016-15 on its financial statements, but does not expect the adoption of ASU No. 2016-15 to have a material impact on its financial statements. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (“ASU No. 2016-18”). ASU No. 2016-18 requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, restricted cash and restricted cash equivalents. Therefore, amounts generally described as restricted cash should be included with cash and cash equivalents when reconciling the beginning of period and end of period total amounts shown on the statement of cash flows. ASU No. 2016-18 is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. The Company elected to early adopt ASU No. 2016-18 for the reporting period ended December 31, 2016 and it was applied retrospectively. As a result of the adoption of ASU No. 2016-18, the Company will not present the changes within restricted cash in the consolidated statements of cash flows. In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business (“ASU No. 2017-01”) to add guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. ASU No. 2017-01 provides a screen to determine when an integrated set of assets and activities (collectively referred to as a “set”) is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. If the screen is not met, ASU No. 2017-01 (1) requires that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output and (2) removes the evaluation of whether a market participant could replace missing elements. ASU No. 2017-01 provides a framework to assist entities in evaluating whether both an input and a substantive process are present. The framework includes two sets of criteria to consider that depend on whether a set has outputs. Although outputs are not required for a set to be a business, outputs generally are a key element of a business; therefore, the FASB has developed more stringent criteria for sets without outputs. ASU No. 2017-01 is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted. The amendments can be applied to transactions occurring before the guidance was issued (January 5, 2017) as long as the applicable financial statements have not been issued. The Company elected to early adopt ASU No. 2017-01 for the reporting period beginning January 1, 2017. As a result of the adoption of ASU No. 2017-01, the Company’s acquisitions of investment properties beginning January 1, 2017 could qualify as asset acquisitions (as opposed to business combinations). Transaction costs associated with asset acquisitions are capitalized, while transaction costs associated with business combinations will continue to be expensed as incurred. |
REAL ESTATE
REAL ESTATE | 6 Months Ended |
Jun. 30, 2017 | |
Real Estate [Abstract] | |
REAL ESTATE | REAL ESTATE As of June 30, 2017 , the Company owned three office properties containing 528,504 rentable square feet, which were collectively 95% occupied. The following table provides summary information regarding the properties owned by the Company as of June 30, 2017 (in thousands): Property Date Acquired City State Property Type Total Real Estate at Cost Accumulated Depreciation and Amortization Total Real Estate, Net Von Karman Tech Center 08/12/2015 Irvine CA Office $ 21,366 $ (1,633 ) $ 19,733 Commonwealth Building 06/30/2016 Portland OR Office 74,905 (3,523 ) 71,382 The Offices at Greenhouse 11/14/2016 Houston TX Office 46,607 (1,489 ) 45,118 $ 142,878 $ (6,645 ) $ 136,233 As of June 30, 2017 , the following properties represented more than 10% of the Company’s total assets: Property Location Rentable Total Real Estate, Net (in thousands) Percentage of Total Assets Annualized Base Rent (in thousands) (1) Average Annualized Base Rent per sq. ft. Occupancy Von Karman Tech Center Irvine, CA 101,161 $ 19,733 13.4 % $ 2,277 $ 22.51 100.0 % Commonwealth Building Portland, OR 224,122 71,382 48.5 % 5,186 25.23 91.7 % The Offices at Greenhouse Houston, TX 203,221 45,118 30.7 % 3,807 19.68 95.2 % _____________________ (1) Annualized base rent represents annualized contractual base rental income as of June 30, 2017 , adjusted to straight-line any contractual tenant concessions (including free rent), rent increases and rent decreases from the lease’s inception through the balance of the lease term. Operating Leases The Company’s real estate properties are leased to tenants under operating leases for which the terms and expirations vary. As of June 30, 2017 , the leases had remaining terms, excluding options to extend, of up to 9.1 years with a weighted-average remaining term of 4.7 years. Some of the leases have provisions to extend the term of the leases, options for early termination for all or a part of the leased premises after paying a specified penalty, and other terms and conditions as negotiated. The Company retains substantially all of the risks and benefits of ownership of the real estate assets leased to tenants. Generally, upon the execution of a lease, the Company requires a security deposit from the tenant in the form of a cash deposit and/or a letter of credit. The amount required as a security deposit varies depending upon the terms of the respective lease and the creditworthiness of the tenant, but generally is not a significant amount. Therefore, exposure to credit risk exists to the extent that a receivable from a tenant exceeds the amount of its security deposit. Security deposits received in cash related to tenant leases are included in other liabilities in the accompanying consolidated balance sheets and totaled $0.6 million and $0.6 million as of June 30, 2017 and December 31, 2016 . During the six months ended June 30, 2017 and 2016 , the Company recognized deferred rent from tenants, net of lease incentive amortization, of $0.3 million and $0.1 million , respectively. As of June 30, 2017 and December 31, 2016 , the cumulative deferred rent balance was $1.3 million and $0.9 million , respectively, and is included in rents and other receivables on the accompanying balance sheets. The cumulative deferred rent balance included $0.2 million and $0.2 million of unamortized lease incentives as of June 30, 2017 and December 31, 2016 , respectively. As of June 30, 2017 , the future minimum rental income from the Company’s properties under its non-cancelable operating leases was as follows (in thousands): July 1, 2017 through December 31, 2017 $ 5,249 2018 10,180 2019 9,746 2020 9,218 2021 7,833 Thereafter 15,427 $ 57,653 As of June 30, 2017 , the Company had a concentration of credit risk related to AECOM, a tenant in The Offices at Greenhouse in the engineering industry, which represented 26% of the Company’s annualized base rent. The tenant individually occupied 140,922 rentable square feet or approximately 27% of the total rentable square feet of the Company’s real estate portfolio. Of the 140,922 rentable square feet, 5,195 rentable square feet expires on July 24, 2019, with two three -year extension options, and 135,727 rentable square feet expires on December 31, 2024 , with two five -year extension options. As of June 30, 2017 , the annualized base rent for this tenant was approximately $3.0 million or $21.39 per square foot. No other tenant represented more than 10% of the Company’s annualized base rent. As of June 30, 2017 , the Company’s real estate properties were leased to approximately 40 tenants over a diverse range of industries. The Company’s highest tenant industry concentration (greater than 10% of annualized base rent) was as follows: Industry Number of Tenants Annualized Base Rent (1) (in thousands) Percentage of Annualized Base Rent Professional, scientific and technical 8 $ 4,806 41.9 % Information technology 3 1,320 11.5 % _____________________ (1) Annualized base rent represents annualized contractual base rental income as of June 30, 2017 , adjusted to straight-line any contractual tenant concessions (including free rent), rent increases and rent decreases from the lease’s inception through the balance of the lease term. As of June 30, 2017 , no other tenant industries accounted for more than 10% of annualized base rent. No material tenant credit issues have been identified at this time. |
TENANT ORIGINATION AND ABSORPTI
TENANT ORIGINATION AND ABSORPTION COSTS, ABOVE-MARKET LEASE ASSETS AND BELOW-MARKET LEASE LIABILITIES | 6 Months Ended |
Jun. 30, 2017 | |
Tenant Origination and Absorption Costs, Above-Market Lease Assets and Below-Market Lease Liabilities [Abstract] | |
TENANT ORIGINATION AND ABSORPTION COSTS, ABOVE-MARKET LEASE ASSETS AND BELOW-MARKET LEASE LIABILITIES | TENANT ORIGINATION AND ABSORPTION COSTS, ABOVE-MARKET LEASE ASSETS AND BELOW-MARKET LEASE LIABILITIES As of June 30, 2017 and December 31, 2016 , the Company’s tenant origination and absorption costs, above-market lease assets and below-market lease liabilities (excluding fully amortized assets and liabilities and accumulated amortization) were as follows (in thousands): Tenant Origination and Absorption Costs Above-Market Lease Assets Below-Market Lease Liabilities June 30, 2017 December 31, 2016 June 30, 2017 December 31, 2016 June 30, 2017 December 31, 2016 Cost $ 13,408 $ 13,528 $ 213 $ 214 $ (5,596 ) $ (5,727 ) Accumulated Amortization (2,468 ) (1,253 ) (18 ) (4 ) 1,341 698 Net Amount $ 10,940 $ 12,275 $ 195 $ 210 $ (4,255 ) $ (5,029 ) Increases (decreases) in net income as a result of amortization of the Company’s tenant origination and absorption costs, above-market lease assets and below-market lease liabilities for the three and six months ended June 30, 2017 and 2016 were as follows (in thousands): Tenant Origination and Absorption Costs Above-Market Lease Assets Below-Market Lease Liabilities For the Three Months Ended June 30, For the Three Months Ended June 30, For the Three Months Ended June 30, 2017 2016 2017 2016 2017 2016 Amortization $ (703 ) $ (91 ) $ (7 ) $ — $ 423 $ 4 Tenant Origination and Absorption Costs Above-Market Lease Assets Below-Market Lease Liabilities For the Six Months Ended June 30, For the Six Months Ended June 30, For the Six Months Ended June 30, 2017 2016 2017 2016 2017 2016 Amortization $ (1,336 ) $ (187 ) $ (15 ) $ — $ 774 $ 10 |
NOTES PAYABLE
NOTES PAYABLE | 6 Months Ended |
Jun. 30, 2017 | |
Notes Payable [Abstract] | |
NOTES PAYABLE | NOTES PAYABLE As of June 30, 2017 , the Company’s notes payable consisted of the following (dollars in thousands): Book Value as of June 30, 2017 Book Value as of December 31, 2016 Contractual Interest Rate as of June 30, 2017 (1) Effective Interest Rate at June 30, 2017 (1) Payment Type Maturity Date (2) Von Karman Tech Center Mortgage Loan (3) $ — $ 11,260 (3) (3) (3) (3) Commonwealth Building Mortgage Loan (4) 41,000 41,000 One-month LIBOR + 2.15% 3.21% Interest Only 07/01/2021 Term Loan (5) 32,500 30,550 One-month LIBOR + 2.35% 3.41% Interest Only 11/14/2019 Unsecured Revolving Credit Facility (6) — — (6) (6) (6) 01/08/2018 Notes payable principal outstanding 73,500 82,810 Deferred financing costs, net (1,128 ) (1,435 ) Notes payable, net $ 72,372 $ 81,375 _____________________ (1) Contractual interest rate represents the interest rate in effect under the loan as of June 30, 2017 . Effective interest rate is calculated as the actual interest rate in effect at June 30, 2017 , using interest rate indices at June 30, 2017 , where applicable. (2) Represents the maturity date as of June 30, 2017 ; subject to certain conditions, the maturity dates of certain loans may be extended beyond the dates shown. (3) On May 9, 2017 , the Company paid off the Von Karman Tech Center Mortgage Loan and Von Karman Tech Center was added to the Term Loan as a collateral property. See footnote (5) below. (4) As of June 30, 2017 , $41.0 million of term debt was outstanding and $6.4 million remained available for future disbursements, subject to certain terms and conditions set forth in the loan documents. (5) The face amount of the Term Loan is $65.0 million , of which $32.5 million is term commitment and $32.5 million is revolving commitment. As of June 30, 2017 , the Term Loan was secured by The Offices at Greenhouse and Von Karman Tech Center. As of June 30, 2017 , the outstanding balance under the Term Loan was $32.5 million of term commitment, which bears interest at a rate of 235 basis points over one-month LIBOR. Also, as of June 30, 2017 , $13.0 million of the revolving commitment was immediately available and an additional $19.5 million of revolving commitment remained available for future disbursement, subject to certain terms and conditions set forth in the loan documents. (6) The Unsecured Revolving Credit Facility bears interest at a floating rate of 275 basis points plus the greater of zero percent and one-month LIBOR. Monthly payments are initially interest only. However, if the Company does not meet the equity raised requirement of $30.0 million or greater for the three-month period ending October 1, 2017, it will be required to pay the minimum principal amortization payments in four equal installments on or before October 6, 2017 , November 8, 2017 , December 8, 2017 and January 8, 2018 . As of June 30, 2017 , all of the $10.0 million Unsecured Revolving Credit Facility remained available for future disbursements, subject to certain terms and conditions set forth in the loan documents. During the three and six months ended June 30, 2017 , the Company incurred $0.8 million and $1.5 million of interest expense, respectively. During the three and six months ended June 30, 2016 , the Company incurred $0.1 million and $0.3 million of interest expense, respectively. As of June 30, 2017 and December 31, 2016 , $0.2 million and $0.2 million of interest expense were payable, respectively. Included in interest expense during the three and six months ended June 30, 2017 was $0.1 million and $0.3 million of amortization of deferred financing costs, respectively. Included in interest expense for the three and six months ended June 30, 2016 was $15,485 and $30,971 of amortization of deferred financing costs, respectively. The following is a schedule of maturities, including principal amortization payments, for all notes payable outstanding as of June 30, 2017 (in thousands): July 1, 2017 through December 31, 2017 $ — 2018 — 2019 32,500 2020 — 2021 41,000 Thereafter — $ 73,500 The Company’s notes payable contain financial debt covenants. As of June 30, 2017 , the Company was in compliance with these debt covenants. |
FAIR VALUE DISCLOSURES
FAIR VALUE DISCLOSURES | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE DISCLOSURES | FAIR VALUE DISCLOSURES Under GAAP, the Company is required to measure certain financial instruments at fair value on a recurring basis. In addition, the Company is required to measure other non-financial and financial assets at fair value on a non-recurring basis (e.g., carrying value of impaired real estate loans receivable and long-lived assets). Fair value, as defined under GAAP, is the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The GAAP fair value framework uses a three-tiered approach. Fair value measurements are classified and disclosed in one of the following three categories: • Level 1: unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities; • Level 2: quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and • Level 3: prices or valuation techniques where little or no market data is available that requires inputs that are both significant to the fair value measurement and unobservable. The fair value for certain financial instruments is derived using a combination of market quotes, pricing models and other valuation techniques that involve significant management judgment. The price transparency of financial instruments is a key determinant of the degree of judgment involved in determining the fair value of the Company’s financial instruments. Financial instruments for which actively quoted prices or pricing parameters are available and for which markets contain orderly transactions will generally have a higher degree of price transparency than financial instruments for which markets are inactive or consist of non-orderly trades. The Company evaluates several factors when determining if a market is inactive or when market transactions are not orderly. The following is a summary of the methods and assumptions used by management in estimating the fair value of each class of financial instrument for which it is practicable to estimate the fair value: Cash and cash equivalents, rent and other receivables, and accounts payable and accrued liabilities: These balances approximate their fair values due to the short maturities of these items. Notes payable: The fair value of the Company’s notes payable is estimated using a discounted cash flow analysis based on management’s estimates of current market interest rates for instruments with similar characteristics, including remaining loan term, loan-to-value ratio, type of collateral and other credit enhancements. Additionally, when determining the fair value of liabilities in circumstances in which a quoted price in an active market for an identical liability is not available, the Company measures fair value using (i) a valuation technique that uses the quoted price of the identical liability when traded as an asset or quoted prices for similar liabilities when traded as assets or (ii) another valuation technique that is consistent with the principles of fair value measurement, such as the income approach or the market approach. The Company classifies these inputs as Level 3 inputs. The following were the face values, carrying amounts and fair values of the Company’s notes payable as of June 30, 2017 and December 31, 2016 , which carrying amounts generally do not approximate the fair values (in thousands): June 30, 2017 December 31, 2016 Face Value Carrying Amount Fair Value Face Value Carrying Amount Fair Value Financial liabilities: Notes payable $ 73,500 $ 72,372 $ 73,487 $ 82,810 $ 81,375 $ 82,443 Disclosure of the fair values of financial instruments is based on pertinent information available to the Company as of the period end and requires a significant amount of judgment. The actual value could be materially different from the Company’s estimate of value. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2017 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED-PARTY TRANSACTIONS Pursuant to the Advisory Agreement, the Private Offering Dealer Manager Agreement and the Public Offering Dealer Manager Agreement, the Company is or was obligated to pay the Advisor and the Dealer Manager specified fees upon the provision of certain services related to the Private Offering and the Public Offering, the investment of funds in real estate and real estate-related investments, management of the Company’s investments and for other services (including, but not limited to, the disposition of investments). The Company was also obligated to reimburse the Advisor and Dealer Manager for certain organization and offering costs incurred by the Advisor and the Dealer Manager on behalf of the Company, and the Company is obligated to reimburse the Advisor for acquisition and origination expenses and certain operating expenses incurred on behalf of the Company or incurred in connection with providing services to the Company. In addition, the Advisor is entitled to certain other fees, including an incentive fee upon achieving certain performance goals, as detailed in the Advisory Agreement. In addition, in connection with certain property acquisitions, the Company, through indirect wholly owned subsidiaries, has entered into separate Property Management Agreements (defined below) with KBS Management Group, LLC, an affiliate of the Advisor (the “Co-Manager”). The Company has also entered into a fee reimbursement agreement with the Dealer Manager pursuant to which the Company agreed to reimburse the Dealer Manager for certain fees and expenses it incurs for administering the Company’s participation in the DTCC Alternative Investment Product Platform with respect to certain accounts of the Company’s investors serviced through the platform. The Advisor also serves as the advisor for KBS Real Estate Investment Trust, Inc. (“KBS REIT I”), KBS Real Estate Investment Trust II, Inc., KBS Real Estate Investment Trust III, Inc., KBS Strategic Opportunity REIT, Inc., KBS Legacy Partners Apartment REIT, Inc. and KBS Strategic Opportunity REIT II, Inc. The Dealer Manager also serves as the dealer manager for KBS Real Estate Investment Trust II, Inc., KBS Real Estate Investment Trust III, Inc., KBS Strategic Opportunity REIT, Inc., KBS Legacy Partners Apartment REIT, Inc. and KBS Strategic Opportunity REIT II, Inc. The Company, together with KBS REIT I, KBS Real Estate Investment Trust II, Inc., KBS Strategic Opportunity REIT, Inc., KBS Legacy Partners Apartment REIT, Inc., KBS Real Estate Investment Trust III, Inc., KBS Strategic Opportunity REIT II, Inc., the Dealer Manager, the Advisor and other KBS affiliated entities, entered into an errors and omissions and directors and officers liability insurance program where the lower tiers of such insurance coverage are shared. The cost of these lower tiers is allocated by the Advisor and its insurance broker among each of the various entities covered by the program and is billed directly to each entity. The allocation of these shared coverage costs is proportionate to the pricing by the insurance marketplace for the first tiers of directors and officers liability coverage purchased individually by each REIT. The Advisor’s and the Dealer Manager’s portion of the shared lower tiers’ cost is proportionate to the respective entities’ prior cost for the errors and omissions insurance. In June 2017, the Company renewed its participation in the program, and the program is effective through June 30, 2018. As KBS REIT I is implementing its plan of liquidation, at renewal in June 2017, KBS REIT I elected to cease participation in the program and obtain separate insurance coverage. During the six months ended June 30, 2017 and 2016 , no other business transactions occurred between the Company and KBS Real Estate Investment Trust, Inc., KBS Real Estate Investment Trust II, Inc., KBS Real Estate Investment Trust III, Inc., KBS Strategic Opportunity REIT, Inc., KBS Legacy Partners Apartment REIT, Inc. and KBS Strategic Opportunity REIT II, Inc. Pursuant to the terms of these agreements, summarized below are the related-party costs incurred by the Company for the three and six months ended June 30, 2017 and 2016 , respectively, and any related amounts payable as of June 30, 2017 and December 31, 2016 (in thousands). Incurred Payable as of Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 June 30, 2017 December 31, 2016 Expensed Asset management fees (1) $ — $ 39 $ 214 $ 59 $ — $ — Reimbursement of operating expenses (2) 50 32 104 85 16 17 Property management fees (3) 31 10 60 17 6 16 Real estate acquisition fees — 1,383 — 1,383 — — Other Arrangement Advisor advance for cash distributions (4) — 681 — 1,140 1,338 1,338 Additional Paid-in Capital Selling commissions 17 1,153 78 2,986 — — Dealer manager fees 15 392 50 1,105 — — Stockholder servicing fees (5) (77 ) — (26 ) — — 37 Reimbursable other offering costs (6) (9 ) 33 14 358 42 26 $ 27 $ 3,723 $ 494 $ 7,133 $ 1,402 $ 1,434 _____________________ (1) During the three months ended June 30, 2017, the Company incurred $0.2 million of asset management fees, all of which were waived by the Advisor. (2) See “Reimbursable Operating Expenses” below. (3) See “Real Estate Property Co-Management Agreement” below. (4) See “Advance from the Advisor” below. (5) The Public Offering was terminated effective June 30, 2017. Pursuant to the terms of the Class T shares as set forth in the Articles Supplementary and Multiple Class Plan of the Company, the Company ceased accruing for stockholder servicing fees after June 30, 2017 and reversed the amounts previously accrued. (6) See “Organization and Offering Costs” below. Reimbursable Operating Expenses Reimbursable operating expenses primarily related to directors and officers liability insurance, legal fees, state and local taxes, accounting software and cybersecurity related expenses incurred by the Advisor under the Advisory Agreement. The Company has reimbursed the Advisor for the Company’s allocable portion of the salaries, benefits and overhead of internal audit department personnel providing services to the Company. These amounts totaled $49,399 and $101,741 for the three and six months ended June 30, 2017 , respectively and $34,731 and $37,278 for the three and six months ended June 30, 2016 , and were the only type of employee costs reimbursed under the Advisory Agreement for the three and six months ended June 30, 2017 and 2016 , respectively. The Company will not reimburse for employee costs in connection with services for which the Advisor earns acquisition, origination or disposition fees (other than reimbursement of travel and communication expenses) or for the salaries or benefits the Advisor or its affiliates may pay to the Company’s executive officers. In addition to the amounts above, the Company reimburses the Advisor for certain of the Company’s direct costs incurred from third parties that were initially paid by the Advisor on behalf of the Company. Commencing with the quarter ended December 31, 2016 , the Advisor must reimburse the Company the amount by which the Company’s aggregate total operating expenses for the four fiscal quarters then ended exceed the greater of 2% of the Company’s average invested assets or 25% of the Company’s net income, unless the conflicts committee has determined that such excess expenses were justified based on unusual and non-recurring factors. The Company’s conflicts committee determined that the relationship of the Company’s total operating expenses and its net assets was justified for each of the four fiscal quarters ended June 30, 2017 given the costs of operating a public company and the early stage of the Company’s operations and approved total operating expenses in excess of the operating expense reimbursement obligation in the second quarter of 2017. Advance from the Advisor The Advisor advanced funds to the Company, which are non-interest bearing, for distribution record dates through the period ended May 31, 2016. The Company is only obligated to repay the Advisor for its advance if and to the extent that: (i) the Company’s modified funds from operations (“MFFO”), as such term is defined by the Investment Program Association and interpreted by the Company, for the immediately preceding month exceeds the amount of cash distributions declared for record dates of such prior month (an “MFFO Surplus”), and the Company will pay the Advisor the amount of the MFFO Surplus to reduce the principal amount outstanding under the advance, provided that such payments shall only be made if management in its sole discretion expects an MFFO Surplus to be recurring for at least the next two calendar quarters, determined on a quarterly basis; or (ii) Excess proceeds from third-party financings are available (“Excess Proceeds”), provided that the amount of any such Excess Proceeds that may be used to repay the principal amount outstanding under the advance shall be determined by the conflicts committee in its sole discretion. In determining whether Excess Proceeds are available to repay the advance, the Company’s conflicts committee will consider whether cash on hand could have been used to reduce the amount of third-party financing provided to us. If such cash could have been used instead of third-party financing, the third-party financing proceeds will be available to repay the advance. Real Estate Property Co-Management Agreements In connection with its property acquisitions, the Company, through separate, indirect, wholly-owned subsidiaries, entered into separate property management agreements (each, a “Property Management Agreement”) with the Co-Manager for each of its properties. Under each Property Management Agreement, the Co-Manager will provide certain management services related to these properties in addition to those provided by the third-party property managers. In exchange for these services, the Company will pay the Co-Manager a monthly fee equal to a percentage of the rent, payable and actually collected for the month from each of the properties. Each Property Management Agreement has an initial term of one year and will be deemed renewed for successive one -year periods provided it is not terminated. Each party may terminate the Property Management Agreement without cause on 30 days’ written notice to the other party and may terminate each Property Management Agreement for cause on 5 days’ written notice to the other party upon the occurrence of certain events as detailed in each Property Management Agreement. Property Name Effective Date Annual Fee Percentage Von Karman Tech Center 07/31/2015 1.50% Commonwealth Building 07/01/2016 1.25% The Offices at Greenhouse 11/14/2016 0.25% Organization and Offering Costs Offering costs include all expenses incurred in connection with the Private Offering and the Public Offering. Organization costs include all expenses incurred in connection with the formation of the Company, including but not limited to legal fees and other costs to incorporate the Company. With respect to the Public Offering, the Advisor and the Dealer Manager generally paid the organization and offering expenses of the Company incurred in the Primary Offering (other than selling commissions, dealer manager fees and stockholder servicing fees) directly and the Company reimbursed the Advisor and the Dealer Manager for the commercially reasonable organization and other offering expenses they incurred on behalf of the Company in connection with the Primary Offering subject to the following limitations. No reimbursements made by the Company to the Advisor or the Dealer Manager may cause total organization and offering expenses incurred by the Company (including selling commissions, dealer manager fees, the stockholder servicing fee and all other items of organization and offering expenses) to exceed 15% of the aggregate gross proceeds from the Primary Offering and the DRP Offering as of the date of reimbursement. The Company reimbursed the Advisor, the Dealer Manager and its affiliates for up to 1% of gross proceeds raised in the Primary Offering. The Advisor, the Dealer Manager and their affiliates are responsible for all organization and other offering expenses (which excludes selling commissions, dealer manager fees and stockholder servicing fees) paid related to the Primary Offering to the extent they exceeded 1% of gross proceeds raised in the Primary Offering. The Company did not reimburse the Dealer Manager for wholesaling compensation expenses. During the Private Offering, there was no limit on the amount of organization and offering costs the Company could incur, and the Company was obligated to reimburse the Advisor and its affiliates for all organization and offering costs (excluding wholesaling compensation expenses) paid by them on behalf of the Company. Through June 30, 2017 , the Advisor and its affiliates had incurred organization and other offering costs (which exclude selling commissions, dealer manager fees and stockholder servicing fees) on the Company’s behalf in connection with the Public Offering of approximately $4.6 million . As of June 30, 2017 , the Company had recorded $39,208 of organization and other offering expenses related to the Public Offering, which amounts represent the Company's maximum liability for organization and other offering costs as of June 30, 2017 based on the limitations described above. As June 30, 2017 , the Company had recorded $1.5 million of organization and other offering costs related to the Private Offering. Organization costs were expensed as incurred and offering costs are deferred and charged to stockholders’ equity as such amounts were reimbursed to the Advisor, the Dealer Manager or their affiliates from the gross proceeds of the applicable offering. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Economic Dependency The Company depends on the Advisor for certain services that are essential to the Company, including the identification, evaluation, negotiation, origination, acquisition and disposition of investments; management of the daily operations of the Company’s investment portfolio; and other general and administrative responsibilities. In the event that the Advisor is unable to provide such services, the Company will be required to obtain such services from other sources. Legal Matters From time to time, the Company may become party to legal proceedings that arise in the ordinary course of its business. Management is not aware of any legal proceedings of which the outcome is probable or reasonably possible to have a material adverse effect on the Company’s results of operations or financial condition, which would require accrual or disclosure of the contingency and possible range of loss. Additionally, the Company has not recorded any loss contingencies related to legal proceedings in which the potential loss is deemed to be remote. Environmental As an owner of real estate, the Company is subject to various environmental laws of federal, state and local governments. Although there can be no assurance, the Company is not aware of any environmental liability that could have a material adverse effect on its financial condition or results of operations. However, changes in applicable environmental laws and regulations, the uses and conditions of properties in the vicinity of the Company’s property, the activities of its tenants and other environmental conditions of which the Company is unaware with respect to the property could result in future environmental liabilities. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2017 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS The Company evaluates subsequent events up until the date the consolidated financial statements are issued. Cash Distributions Paid On July 5, 2017 , the Company paid cash distributions of $0.4 million and $9,073 , which related to Class A and Class T cash distributions, respectively, declared for daily record dates for each day in the period from June 1, 2017 through June 30, 2017 . On August 1, 2017 , the Company paid cash distributions of $0.4 million and $11,709 , which related to Class A and Class T cash distributions, respectively, declared for daily record dates for each day in the period from July 1, 2017 through July 31, 2017 . Stock Dividends Issued On July 6, 2017 , the Company issued 7,566 shares of Class A common stock and 229 shares of Class T common stock in connection with stock dividends declared for each share of common stock outstanding on June 30, 2017 . On August 2, 2017 , the Company issued 7,589 shares of Class A common stock and 230 shares of Class T common stock in connection with stock dividends declared for each share of common stock outstanding on July 31, 2017 . Distributions and Dividends Authorized On July 7, 2017 , the Company’s board of directors authorized cash distributions on the outstanding shares of all classes of the Company’s common stock based on daily record dates for the period from August 1, 2017 through August 31, 2017 , which the Company expects to pay in September 2017 . Investors may choose to receive cash distributions or purchase additional shares through the Company’s distribution reinvestment plan. Distributions for this period will be calculated based on stockholders of record each day during this period at a rate of $0.00136986 per share per day. On August 9, 2017 , the Company’s board of directors authorized cash distributions on the outstanding shares of all classes of the Company’s common stock based on daily record dates for the period from September 1, 2017 through September 30, 2017 , which the Company expects to pay in October 2017 , and the period from October 1, 2017 through October 31, 2017 , which the Company expects to pay in November 2017 . Investors may choose to receive cash distributions or purchase additional shares through the Company’s distribution reinvestment plan. Distributions for these periods will be calculated based on stockholders of record each day during these periods at a rate of $0.00131849 per share per day. On July 7, 2017 , the Company’s board of directors authorized stock dividends of 0.00083333 shares of common stock on each outstanding share of common stock to all stockholders of record as of the close of business on August 31, 2017 , which the Company expects to issue in September 2017 . Stock dividends are issued in the same class of shares as the shares for which such stockholder received the stock dividend. Amended and Restated Advisory Agreement On August 9, 2017, the Company entered an amended and restated advisory agreement with the Advisor. The material changes to the amended and restated advisory agreement are as follows: elimination of the payment of an acquisition fee to the Advisor; changes to the calculation of the Company’s asset management fee as described below; and undertaking that the Advisor will pay all organization and offering expenses related to the Company’s proposed private offering pursuant to Rule 506(c) of Regulation D under the Securities Act. As amended, the Company’s asset management fee will be a monthly fee equal to one-twelfth of 1.0% of the cost of the Company’s investments. The cost of the Company’s investments will include any portion of the investment that is debt financed and excludes any acquisition and origination fees paid to the Advisor. Amended and Restated Distribution Reinvestment Plan Also on August 9, 2017, the board of directors adopted an amended and restated distribution reinvestment plan to change the price at which shares are purchased pursuant to the Company’s distribution reinvestment plan and remove certain provisions that are no longer applicable. There were no other changes to the plan. Effective August 20, 2017, pursuant to the Company’s distribution reinvestment plan, participants in the distribution reinvestment plan will acquire shares of the Company’s common stock at a price equal to the estimated NAV per share. As such, commencing on the next distribution reinvestment plan purchase date, which is September 1, 2017, participants will acquire shares of the Company’s common stock pursuant to its distribution reinvestment plan at a price of $8.75 per share. |
SUMMARY OF SIGNIFICANT ACCOUN16
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying unaudited consolidated financial statements and condensed notes thereto have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information as contained within the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) and the rules and regulations of the SEC, including the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, the unaudited consolidated financial statements do not include all of the information and footnotes required by GAAP for audited financial statements. In the opinion of management, the financial statements for the unaudited interim periods presented include all adjustments, which are of a normal and recurring nature, necessary for a fair and consistent presentation of the results for such periods. Operating results for the three and six months ended June 30, 2017 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017 . |
Principles of Consolidation | The consolidated financial statements include the accounts of the Company, REIT Holdings, the Operating Partnership, and their direct and indirect wholly owned subsidiaries. All significant intercompany balances and transactions are eliminated in consolidation. |
Use of Estimates | The preparation of the consolidated financial statements and the accompanying notes thereto in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could materially differ from those estimates. |
Segments | The Company had invested in three office properties as of June 30, 2017 . Substantially all of the Company’s revenue and net loss is from real estate, and therefore, the Company currently operates in one reportable segment. |
Per Share Data | Basic net income (loss) per share of common stock is calculated by dividing net income (loss) by the weighted-average number of shares of common stock issued and outstanding during such period. Diluted net income (loss) per share of common stock equals basic net income (loss) per share of common stock as there were no potentially dilutive securities outstanding for the six months ended June 30, 2017 and 2016 , respectively. For the purpose of determining the weighted average number of shares outstanding, stock dividends issued during the period presented and subsequent to June 30, 2017 but before the issuance of the consolidated financial statements are adjusted retroactively and treated as if they were issued and outstanding for all periods presented. |
Square Footage, Occupancy and Other Measures | Any references to square footage, occupancy or annualized base rent are unaudited and outside the scope of the Company’s independent registered public accounting firm’s review of the Company’s financial statements in accordance with the standards of the United States Public Company Accounting Oversight Board. |
Recently Issued Accounting Standards Updates | In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU No. 2014-09”). ASU No. 2014-09 requires an entity to recognize the revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. ASU No. 2014-09 supersedes the revenue requirements in Revenue Recognition (Topic 605) and most industry-specific guidance throughout the Industry Topics of the Codification. ASU No. 2014-09 does not apply to lease contracts within the scope of Leases (Topic 840). ASU No. 2014-09 was to be effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, and is to be applied retrospectively, with early application not permitted. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date (“ASU No. 2015-14”), which defers the effective date of ASU No. 2014-09 by one year. Early adoption is permitted but not before the original effective date. The primary source of revenue for the Company is generated through leasing arrangements, which are excluded from this standard. The Company’s revenues that may be impacted by this standard primarily include other operating income and other ancillary income earned at its properties. In 2016, other operating income and other ancillary income were approximately 2% of consolidated revenue. The Company continues to evaluate the impact that the standard will have on its consolidated financial statements. The Company expects to adopt the standard using the modified retrospective approach, which requires a cumulative effect adjustment as of the date of the adoption. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments - Overall (Subtopic 825-10), Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU No. 2016-01”). The amendments in ASU No. 2016-01 address certain aspects of recognition, measurement, presentation and disclosure of financial instruments. ASU No. 2016-01 primarily affects accounting for equity investments and financial liabilities where the fair value option has been elected. ASU No. 2016-01 also requires entities to present financial assets and financial liabilities separately, grouped by measurement category and form of financial asset in the balance sheet or in the accompanying notes to the financial statements. ASU No. 2016-01 is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. Early application of certain provisions of the standard is permitted for financial statements that have not been previously issued. The Company does not expect the adoption of ASU No. 2016-01 to have a significant impact on its financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (“ASU No. 2016-02”). The amendments in ASU No. 2016-02 change the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASU No. 2016-02 is effective for annual periods beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption of ASU No. 2016-02 as of its issuance is permitted. The new leases standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. The Company is currently evaluating the impact of adopting the new leases standard on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses of Financial Instruments (“ASU No. 2016-13”). ASU No. 2016-13 affects entities holding financial assets and net investments in leases that are not accounted for at fair value through net income. The amendments in ASU No. 2016-13 require a financial asset (or a group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. ASU No. 2016-13 also amends the impairment model for available-for-sale securities. An entity will recognize an allowance for credit losses on available-for-sale debt securities as a contra-account to the amortized cost basis rather than as a direct reduction of the amortized cost basis of the investment, as is currently required. ASU No. 2016-13 also requires new disclosures. For financial assets measured at amortized cost, an entity will be required to disclose information about how it developed its allowance for credit losses, including changes in the factors that influenced management’s estimate of expected credit losses and the reasons for those changes. For financing receivables and net investments in leases measured at amortized cost, an entity will be required to further disaggregate the information it currently discloses about the credit quality of these assets by year of the asset’s origination for as many as five annual periods. For available for sale securities, an entity will be required to provide a roll-forward of the allowance for credit losses and an aging analysis for securities that are past due. ASU No. 2016-13 is effective for annual periods beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is still evaluating the impact of adopting ASU No. 2016-13 on its financial statements, but does not expect the adoption of ASU No. 2016-13 to have a material impact on its financial statements. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments (“ASU No. 2016-15”). ASU No. 2016-15 is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. The amendments in ASU No. 2016-15 provide guidance on eight specific cash flow issues, including the following that are or may be relevant to the Company: (a) Cash payments for debt prepayment or debt extinguishment costs should be classified as cash outflows for financing activities; (b) Cash payments relating to contingent consideration made soon after an acquisition’s consummation date (i.e., approximately three months or less) should be classified as cash outflows for investing activities. Payments made thereafter should be classified as cash outflows for financing activities up to the amount of the original contingent consideration liability. Payments made in excess of the amount of the original contingent consideration liability should be classified as cash outflows for operating activities; (c) Cash payments received from the settlement of insurance claims should be classified on the basis of the nature of the loss (or each component loss, if an entity receives a lump-sum settlement); (d) Relating to distributions received from equity method investments, ASU No. 2016-15 provides an accounting policy election for classifying distributions received from equity method investments. Such amounts can be classified using a (1) cumulative earnings approach, or (2) nature of distribution approach. Under the cumulative earnings approach, an investor would compare the distributions received to its cumulative equity method earnings since inception. Any distributions received up to the amount of cumulative equity earnings would be considered a return on investment and classified in operating activities. Any excess distributions would be considered a return of investment and classified in investing activities. Alternatively, an investor can choose to classify the distributions based on the nature of activities of the investee that generated the distribution. If the necessary information is subsequently not available for an investee to determine the nature of the activities, the entity should use the cumulative earnings approach for that investee and report a change in accounting principle on a retrospective basis; (e) In the absence of specific guidance, an entity should classify each separately identifiable cash source and use on the basis of the nature of the underlying cash flows. For cash flows with aspects of more than one class that cannot be separated, the classification should be based on the activity that is likely to be the predominant source or use of cash flow. ASU No. 2016-15 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company is still evaluating the impact of adopting ASU No. 2016-15 on its financial statements, but does not expect the adoption of ASU No. 2016-15 to have a material impact on its financial statements. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (“ASU No. 2016-18”). ASU No. 2016-18 requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, restricted cash and restricted cash equivalents. Therefore, amounts generally described as restricted cash should be included with cash and cash equivalents when reconciling the beginning of period and end of period total amounts shown on the statement of cash flows. ASU No. 2016-18 is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. The Company elected to early adopt ASU No. 2016-18 for the reporting period ended December 31, 2016 and it was applied retrospectively. As a result of the adoption of ASU No. 2016-18, the Company will not present the changes within restricted cash in the consolidated statements of cash flows. In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business (“ASU No. 2017-01”) to add guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. ASU No. 2017-01 provides a screen to determine when an integrated set of assets and activities (collectively referred to as a “set”) is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. If the screen is not met, ASU No. 2017-01 (1) requires that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output and (2) removes the evaluation of whether a market participant could replace missing elements. ASU No. 2017-01 provides a framework to assist entities in evaluating whether both an input and a substantive process are present. The framework includes two sets of criteria to consider that depend on whether a set has outputs. Although outputs are not required for a set to be a business, outputs generally are a key element of a business; therefore, the FASB has developed more stringent criteria for sets without outputs. ASU No. 2017-01 is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted. The amendments can be applied to transactions occurring before the guidance was issued (January 5, 2017) as long as the applicable financial statements have not been issued. The Company elected to early adopt ASU No. 2017-01 for the reporting period beginning January 1, 2017. As a result of the adoption of ASU No. 2017-01, the Company’s acquisitions of investment properties beginning January 1, 2017 could qualify as asset acquisitions (as opposed to business combinations). Transaction costs associated with asset acquisitions are capitalized, while transaction costs associated with business combinations will continue to be expensed as incurred. |
SUMMARY OF SIGNIFICANT ACCOUN17
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Schedule of Dividends Declared | The Company has declared and issued stock dividends on shares of the Company’s common stock during the three and six months ended June 30, 2017 and 2016 as follows: Three Months Ended June 30, Amount Declared per Share Outstanding (1) Total Shares Issued 2016 0.00249316 shares 19,087 2017 0.00249999 shares 23,160 Six Months Ended June 30, Amount Declared per Share Outstanding (1) Total Shares Issued 2016 0.00495892 shares 26,061 2017 0.00499998 shares 45,846 _____________________ (1) Stock dividends have been declared on a monthly basis and the amount declared per share outstanding assumes each share was issued and outstanding each date that was a record date for stock dividends during the periods presented. Stock dividends are issued in the same class of shares as the shares for which such stockholder received the stock dividend. |
Schedule of Earnings Per Share, Including Two Class Method | In accordance with FASB ASC Topic 260-10-45, Earnings Per Share , the Company uses the two-class method to calculate earnings per share. Basic earnings per share is calculated based on dividends declared (“distributed earnings”) and the rights of common shares and participating securities in any undistributed earnings, which represents net income remaining after deduction of dividends declared during the period. The undistributed earnings are allocated to all outstanding common shares based on the relative percentage of each class of shares to the total number of outstanding shares. The Company does not have any participating securities outstanding other than Class A Common Stock and Class T Common Stock during the periods presented. For the Three Months Ended June 30, For the Six Months Ended June 30, 2017 2016 2017 2016 Net loss $ (424 ) $ (1,907 ) $ (621 ) $ (2,162 ) Less: Class A Common Stock cash distributions declared 1,128 1,005 2,226 1,445 Less: Class T Common Stock cash distributions declared 26 — 42 — Undistributed net loss $ (1,578 ) $ (2,912 ) $ (2,889 ) $ (3,607 ) Class A Common Stock: Undistributed net loss $ (1,534 ) $ (2,911 ) $ (2,822 ) $ (3,606 ) Class A Common Stock cash distributions declared 1,128 1,005 2,226 1,445 Net loss $ (406 ) $ (1,906 ) $ (596 ) $ (2,161 ) Net loss per common share, basic and diluted $ (0.04 ) $ (0.23 ) $ (0.07 ) $ (0.36 ) Weighted-average number of common shares outstanding, basic and diluted 9,068,437 8,168,760 9,013,145 5,931,364 Class T Common Stock: Undistributed net loss $ (44 ) $ (1 ) $ (67 ) $ (1 ) Class T Common Stock cash distributions declared 26 — 42 — Net loss $ (18 ) $ (1 ) $ (25 ) $ (1 ) Net loss per common share, basic and diluted $ (0.07 ) $ (0.36 ) $ (0.11 ) $ (0.61 ) Weighted-average number of common shares outstanding, basic and diluted 261,382 1,543 213,814 1,543 |
REAL ESTATE (Tables)
REAL ESTATE (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Real Estate [Abstract] | |
Schedule of Real Estate | The following table provides summary information regarding the properties owned by the Company as of June 30, 2017 (in thousands): Property Date Acquired City State Property Type Total Real Estate at Cost Accumulated Depreciation and Amortization Total Real Estate, Net Von Karman Tech Center 08/12/2015 Irvine CA Office $ 21,366 $ (1,633 ) $ 19,733 Commonwealth Building 06/30/2016 Portland OR Office 74,905 (3,523 ) 71,382 The Offices at Greenhouse 11/14/2016 Houston TX Office 46,607 (1,489 ) 45,118 $ 142,878 $ (6,645 ) $ 136,233 |
Schedules of Concentration of Risk, by Risk Factor | As of June 30, 2017 , the Company’s real estate properties were leased to approximately 40 tenants over a diverse range of industries. The Company’s highest tenant industry concentration (greater than 10% of annualized base rent) was as follows: Industry Number of Tenants Annualized Base Rent (1) (in thousands) Percentage of Annualized Base Rent Professional, scientific and technical 8 $ 4,806 41.9 % Information technology 3 1,320 11.5 % _____________________ (1) Annualized base rent represents annualized contractual base rental income as of June 30, 2017 , adjusted to straight-line any contractual tenant concessions (including free rent), rent increases and rent decreases from the lease’s inception through the balance of the lease term. As of June 30, 2017 , the following properties represented more than 10% of the Company’s total assets: Property Location Rentable Total Real Estate, Net (in thousands) Percentage of Total Assets Annualized Base Rent (in thousands) (1) Average Annualized Base Rent per sq. ft. Occupancy Von Karman Tech Center Irvine, CA 101,161 $ 19,733 13.4 % $ 2,277 $ 22.51 100.0 % Commonwealth Building Portland, OR 224,122 71,382 48.5 % 5,186 25.23 91.7 % The Offices at Greenhouse Houston, TX 203,221 45,118 30.7 % 3,807 19.68 95.2 % _____________________ (1) Annualized base rent represents annualized contractual base rental income as of June 30, 2017 , adjusted to straight-line any contractual tenant concessions (including free rent), rent increases and rent decreases from the lease’s inception through the balance of the lease term. |
Schedule of Future Minimum Rental Income for Company's Properties | As of June 30, 2017 , the future minimum rental income from the Company’s properties under its non-cancelable operating leases was as follows (in thousands): July 1, 2017 through December 31, 2017 $ 5,249 2018 10,180 2019 9,746 2020 9,218 2021 7,833 Thereafter 15,427 $ 57,653 |
TENANT ORIGINATION AND ABSORP19
TENANT ORIGINATION AND ABSORPTION COSTS, ABOVE-MARKET LEASE ASSETS AND BELOW-MARKET LEASE LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Tenant Origination and Absorption Costs, Above-Market Lease Assets and Below-Market Lease Liabilities [Abstract] | |
Tenant Origination and Absorption Costs, Above-Market Lease Assets and Below-Market Lease Liabilities | As of June 30, 2017 and December 31, 2016 , the Company’s tenant origination and absorption costs, above-market lease assets and below-market lease liabilities (excluding fully amortized assets and liabilities and accumulated amortization) were as follows (in thousands): Tenant Origination and Absorption Costs Above-Market Lease Assets Below-Market Lease Liabilities June 30, 2017 December 31, 2016 June 30, 2017 December 31, 2016 June 30, 2017 December 31, 2016 Cost $ 13,408 $ 13,528 $ 213 $ 214 $ (5,596 ) $ (5,727 ) Accumulated Amortization (2,468 ) (1,253 ) (18 ) (4 ) 1,341 698 Net Amount $ 10,940 $ 12,275 $ 195 $ 210 $ (4,255 ) $ (5,029 ) |
Amortization of Tenant Origination and Absorption Costs, Above-Market Leases and Below-Market Lease Liabilities | Increases (decreases) in net income as a result of amortization of the Company’s tenant origination and absorption costs, above-market lease assets and below-market lease liabilities for the three and six months ended June 30, 2017 and 2016 were as follows (in thousands): Tenant Origination and Absorption Costs Above-Market Lease Assets Below-Market Lease Liabilities For the Three Months Ended June 30, For the Three Months Ended June 30, For the Three Months Ended June 30, 2017 2016 2017 2016 2017 2016 Amortization $ (703 ) $ (91 ) $ (7 ) $ — $ 423 $ 4 Tenant Origination and Absorption Costs Above-Market Lease Assets Below-Market Lease Liabilities For the Six Months Ended June 30, For the Six Months Ended June 30, For the Six Months Ended June 30, 2017 2016 2017 2016 2017 2016 Amortization $ (1,336 ) $ (187 ) $ (15 ) $ — $ 774 $ 10 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Notes Payable [Abstract] | |
Schedule of Long-term Debt Instruments | As of June 30, 2017 , the Company’s notes payable consisted of the following (dollars in thousands): Book Value as of June 30, 2017 Book Value as of December 31, 2016 Contractual Interest Rate as of June 30, 2017 (1) Effective Interest Rate at June 30, 2017 (1) Payment Type Maturity Date (2) Von Karman Tech Center Mortgage Loan (3) $ — $ 11,260 (3) (3) (3) (3) Commonwealth Building Mortgage Loan (4) 41,000 41,000 One-month LIBOR + 2.15% 3.21% Interest Only 07/01/2021 Term Loan (5) 32,500 30,550 One-month LIBOR + 2.35% 3.41% Interest Only 11/14/2019 Unsecured Revolving Credit Facility (6) — — (6) (6) (6) 01/08/2018 Notes payable principal outstanding 73,500 82,810 Deferred financing costs, net (1,128 ) (1,435 ) Notes payable, net $ 72,372 $ 81,375 _____________________ (1) Contractual interest rate represents the interest rate in effect under the loan as of June 30, 2017 . Effective interest rate is calculated as the actual interest rate in effect at June 30, 2017 , using interest rate indices at June 30, 2017 , where applicable. (2) Represents the maturity date as of June 30, 2017 ; subject to certain conditions, the maturity dates of certain loans may be extended beyond the dates shown. (3) On May 9, 2017 , the Company paid off the Von Karman Tech Center Mortgage Loan and Von Karman Tech Center was added to the Term Loan as a collateral property. See footnote (5) below. (4) As of June 30, 2017 , $41.0 million of term debt was outstanding and $6.4 million remained available for future disbursements, subject to certain terms and conditions set forth in the loan documents. (5) The face amount of the Term Loan is $65.0 million , of which $32.5 million is term commitment and $32.5 million is revolving commitment. As of June 30, 2017 , the Term Loan was secured by The Offices at Greenhouse and Von Karman Tech Center. As of June 30, 2017 , the outstanding balance under the Term Loan was $32.5 million of term commitment, which bears interest at a rate of 235 basis points over one-month LIBOR. Also, as of June 30, 2017 , $13.0 million of the revolving commitment was immediately available and an additional $19.5 million of revolving commitment remained available for future disbursement, subject to certain terms and conditions set forth in the loan documents. (6) The Unsecured Revolving Credit Facility bears interest at a floating rate of 275 basis points plus the greater of zero percent and one-month LIBOR. Monthly payments are initially interest only. However, if the Company does not meet the equity raised requirement of $30.0 million or greater for the three-month period ending October 1, 2017, it will be required to pay the minimum principal amortization payments in four equal installments on or before October 6, 2017 , November 8, 2017 , December 8, 2017 and January 8, 2018 . As of June 30, 2017 , all of the $10.0 million Unsecured Revolving Credit Facility remained available for future disbursements, subject to certain terms and conditions set forth in the loan documents. |
Schedule of Maturities of Long-term Debt | The following is a schedule of maturities, including principal amortization payments, for all notes payable outstanding as of June 30, 2017 (in thousands): July 1, 2017 through December 31, 2017 $ — 2018 — 2019 32,500 2020 — 2021 41,000 Thereafter — $ 73,500 |
FAIR VALUE DISCLOSURES (Tables)
FAIR VALUE DISCLOSURES (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Face Value, Carrying Amounts and Fair Value | The following were the face values, carrying amounts and fair values of the Company’s notes payable as of June 30, 2017 and December 31, 2016 , which carrying amounts generally do not approximate the fair values (in thousands): June 30, 2017 December 31, 2016 Face Value Carrying Amount Fair Value Face Value Carrying Amount Fair Value Financial liabilities: Notes payable $ 73,500 $ 72,372 $ 73,487 $ 82,810 $ 81,375 $ 82,443 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Costs | Pursuant to the terms of these agreements, summarized below are the related-party costs incurred by the Company for the three and six months ended June 30, 2017 and 2016 , respectively, and any related amounts payable as of June 30, 2017 and December 31, 2016 (in thousands). Incurred Payable as of Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 June 30, 2017 December 31, 2016 Expensed Asset management fees (1) $ — $ 39 $ 214 $ 59 $ — $ — Reimbursement of operating expenses (2) 50 32 104 85 16 17 Property management fees (3) 31 10 60 17 6 16 Real estate acquisition fees — 1,383 — 1,383 — — Other Arrangement Advisor advance for cash distributions (4) — 681 — 1,140 1,338 1,338 Additional Paid-in Capital Selling commissions 17 1,153 78 2,986 — — Dealer manager fees 15 392 50 1,105 — — Stockholder servicing fees (5) (77 ) — (26 ) — — 37 Reimbursable other offering costs (6) (9 ) 33 14 358 42 26 $ 27 $ 3,723 $ 494 $ 7,133 $ 1,402 $ 1,434 _____________________ (1) During the three months ended June 30, 2017, the Company incurred $0.2 million of asset management fees, all of which were waived by the Advisor. (2) See “Reimbursable Operating Expenses” below. (3) See “Real Estate Property Co-Management Agreement” below. (4) See “Advance from the Advisor” below. (5) The Public Offering was terminated effective June 30, 2017. Pursuant to the terms of the Class T shares as set forth in the Articles Supplementary and Multiple Class Plan of the Company, the Company ceased accruing for stockholder servicing fees after June 30, 2017 and reversed the amounts previously accrued. (6) See “Organization and Offering Costs” below. |
Schedule of Annual Fee Percentage | Property Name Effective Date Annual Fee Percentage Von Karman Tech Center 07/31/2015 1.50% Commonwealth Building 07/01/2016 1.25% The Offices at Greenhouse 11/14/2016 0.25% |
ORGANIZATION (Details)
ORGANIZATION (Details) - USD ($) | Aug. 11, 2015 | Jun. 30, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | Jun. 30, 2017 | Jun. 30, 2017 | Jun. 11, 2015 | Feb. 04, 2015 | Jan. 27, 2015 |
Organizational Structure [Line Items] | |||||||||
Managing member or general partner, ownership interest | 0.10% | ||||||||
Members or limited partners, ownership interest | 99.90% | ||||||||
Core property, minimum percent of occupancy | 80.00% | 80.00% | 80.00% | 80.00% | |||||
Issuance of common stock, value | $ 3,721,000 | $ 60,598,000 | |||||||
Redemptions of common stock | $ 64,000 | ||||||||
Class A | |||||||||
Organizational Structure [Line Items] | |||||||||
Common stock, shares issued (in shares) | 9,079,039 | 9,079,039 | 8,846,164 | 9,079,039 | 9,079,039 | ||||
Class A | Private Placement | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock, value | $ 76,800,000 | ||||||||
Stock issued during period, value, dividend reinvestment plan | $ 700,000 | ||||||||
Class T | |||||||||
Organizational Structure [Line Items] | |||||||||
Common stock, shares issued (in shares) | 274,871 | 274,871 | 94,018 | 274,871 | 274,871 | ||||
Common Stock | |||||||||
Organizational Structure [Line Items] | |||||||||
Shares authorized for dividend reinvestment plan | 5,000,000 | ||||||||
Primary offering, purchase price per share, discount | 8.50% | ||||||||
Primary offering, purchase price per share | $ 8.90 | ||||||||
Common Stock | Chief Executive Officer | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock, shares | 21,181.2380 | ||||||||
Common Stock | President | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock, shares | 21,181.2390 | ||||||||
Common Stock | Chief Executive Officer and President | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock, value | $ 172,500 | ||||||||
Shares issued, price per share | $ 8.144 | ||||||||
Common Stock | Public Offering | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock, value | $ 6,300,000 | ||||||||
Stock issued during period, value, dividend reinvestment plan | $ 2,400,000 | ||||||||
Common Stock | Class A | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock, shares | 195,615 | 6,559,574 | |||||||
Issuance of common stock, value | $ 2,000 | $ 65,000 | |||||||
Redemptions of common stock (in shares) | 7,602 | 7,602 | |||||||
Redemptions of common stock | $ 64,655 | ||||||||
Common Stock | Class A | Private Placement | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock, shares | 8,548,972 | ||||||||
Stock issued during period, shares, dividend reinvestment plan | 74,744 | ||||||||
Common Stock | Class A | Public Offering | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock, shares | 358,017 | ||||||||
Stock issued during period, shares, dividend reinvestment plan | 236,839 | ||||||||
Common Stock | Class T | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock, shares | 179,869 | 93,918 | |||||||
Issuance of common stock, value | $ 2,000 | $ 1,000 | |||||||
Common Stock | Class T | Public Offering | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock, shares | 273,787 | ||||||||
Stock issued during period, shares, dividend reinvestment plan | 3,372 | ||||||||
Common Stock | Maximum | |||||||||
Organizational Structure [Line Items] | |||||||||
Shares authorized for issuance | 105,000,000 | ||||||||
Shares authorized for issuance, value | $ 1,500,000,000 | ||||||||
Shares authorized for dividend reinvestment plan, value | $ 800,000,000 | ||||||||
KBS Capital Advisors LLC | |||||||||
Organizational Structure [Line Items] | |||||||||
Common stock, shares issued (in shares) | 20,000 | ||||||||
Purchase price per share (in usd per share) | $ 10 |
SUMMARY OF SIGNIFICANT ACCOUN24
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Segments) (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2017segmentproperty | Dec. 31, 2016 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Number of reportable segments | segment | 1 | |
Office Building | ||
Real Estate Properties [Line Items] | ||
Number of real estate properties | property | 3 | |
Accounting Standards Update 2014-09 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Other operating income and other ancillary income as percent of consolidated revenue | 2.00% |
SUMMARY OF SIGNIFICANT ACCOUN25
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Stock Dividends) (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017shares | Jun. 30, 2016shares | Jun. 30, 2017shares | Jun. 30, 2016shares | |
Accounting Policies [Abstract] | ||||
Common stock dividends, shares, ratio | 0.00249999 | 0.00249316 | 0.00499998 | 0.00495892 |
Stock dividends issued, shares | 23,160 | 19,087 | 45,846 | 26,061 |
SUMMARY OF SIGNIFICANT ACCOUN26
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Per Share Data) (Details) - $ / shares | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Distribution rate per share per day, declared (in dollars per share) | $ 0.00136986 | $ 0.00136986 | $ 0.00136986 | $ 0.00136986 | |
Class A | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Distributions declared per share (in dollars per share) | $ 0.12465726 | $ 0.12465726 | $ 0.24794466 | $ 0.24794466 | |
Common stock, shares outstanding (in shares) | 9,079,039 | 9,079,039 | 8,846,164 | ||
Class T | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Distributions declared per share (in dollars per share) | $ 0.10005293 | $ 0.19885548 | |||
Common stock, shares outstanding (in shares) | 274,871 | 0 | 274,871 | 0 | 94,018 |
SUMMARY OF SIGNIFICANT ACCOUN27
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (EPS Two-class Method) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Net loss | $ (424) | $ (1,907) | $ (621) | $ (2,162) | $ (4,089) |
Undistributed net loss | (1,578) | (2,912) | (2,889) | (3,607) | |
Class A | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Net loss | (406) | (1,906) | (596) | (2,161) | |
Less: Common Stock cash distributions declared | 1,128 | 1,005 | 2,226 | 1,445 | |
Undistributed net loss | $ (1,534) | $ (2,911) | $ (2,822) | $ (3,606) | |
Net loss per common share, basic and diluted (in dollars per share) | $ (0.04) | $ (0.23) | $ (0.07) | $ (0.36) | |
Weighted-average number of common shares outstanding, basic and diluted (in shares) | 9,068,437 | 8,168,760 | 9,013,145 | 5,931,364 | |
Class T | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Net loss | $ (18) | $ (1) | $ (25) | $ (1) | |
Less: Common Stock cash distributions declared | 26 | 0 | 42 | 0 | |
Undistributed net loss | $ (44) | $ (1) | $ (67) | $ (1) | |
Net loss per common share, basic and diluted (in dollars per share) | $ (0.07) | $ (0.36) | $ (0.11) | $ (0.61) | |
Weighted-average number of common shares outstanding, basic and diluted (in shares) | 261,382 | 1,543 | 213,814 | 1,543 |
REAL ESTATE (Narrative) (Detail
REAL ESTATE (Narrative) (Details) - Office Building | Jun. 30, 2017ft²property |
Real Estate Properties [Line Items] | |
Number of real estate properties | property | 3 |
Rentable Square Feet | ft² | 528,504 |
Occupancy | 95.00% |
REAL ESTATE (Schedule of Real E
REAL ESTATE (Schedule of Real Estate Investments) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Dec. 31, 2016 | |
Real Estate Properties [Line Items] | ||
Total real estate, cost | $ 142,878 | $ 141,872 |
Less accumulated depreciation and amortization | (6,645) | (3,292) |
Total real estate, net | $ 136,233 | $ 138,580 |
Von Karman Tech Center | Office Building | ||
Real Estate Properties [Line Items] | ||
Date Acquired or Foreclosed on | Aug. 12, 2015 | |
Total real estate, cost | $ 21,366 | |
Less accumulated depreciation and amortization | (1,633) | |
Total real estate, net | $ 19,733 | |
Commonwealth Building | Office Building | ||
Real Estate Properties [Line Items] | ||
Date Acquired or Foreclosed on | Jun. 30, 2016 | |
Total real estate, cost | $ 74,905 | |
Less accumulated depreciation and amortization | (3,523) | |
Total real estate, net | $ 71,382 | |
The Offices at Greenhouse | Office Building | ||
Real Estate Properties [Line Items] | ||
Date Acquired or Foreclosed on | Nov. 14, 2016 | |
Total real estate, cost | $ 46,607 | |
Less accumulated depreciation and amortization | (1,489) | |
Total real estate, net | $ 45,118 |
REAL ESTATE (Assets Concentrati
REAL ESTATE (Assets Concentration Risk) (Details) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017USD ($)ft²$ / ft² | Dec. 31, 2016USD ($) | |
Concentration Risk [Line Items] | ||
Total Real Estate, Net (in thousands) | $ 136,233 | $ 138,580 |
Von Karman Tech Center | Assets, Total | ||
Concentration Risk [Line Items] | ||
Rentable Square Feet | ft² | 101,161 | |
Total Real Estate, Net (in thousands) | $ 19,733 | |
Percentage of Total Assets | 13.40% | |
Annualized Base Rent | $ 2,277 | |
Average Annualized Base Rent per sq. ft. | $ / ft² | 22.51 | |
Occupancy | 100.00% | |
Commonwealth Building | Assets, Total | ||
Concentration Risk [Line Items] | ||
Rentable Square Feet | ft² | 224,122 | |
Total Real Estate, Net (in thousands) | $ 71,382 | |
Percentage of Total Assets | 48.50% | |
Annualized Base Rent | $ 5,186 | |
Average Annualized Base Rent per sq. ft. | $ / ft² | 25.23 | |
Occupancy | 91.70% | |
The Offices at Greenhouse | Assets, Total | ||
Concentration Risk [Line Items] | ||
Rentable Square Feet | ft² | 203,221 | |
Total Real Estate, Net (in thousands) | $ 45,118 | |
Percentage of Total Assets | 30.70% | |
Annualized Base Rent | $ 3,807 | |
Average Annualized Base Rent per sq. ft. | $ / ft² | 19.68 | |
Occupancy | 95.20% |
REAL ESTATE (Operating Leases)
REAL ESTATE (Operating Leases) (Narrative) (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Operating Leased Assets [Line Items] | |||
Amortization of lease incentives | $ 0.3 | $ 0.1 | |
Deferred rent receivables | 1.3 | $ 0.9 | |
Unamortized lease incentives | 0.2 | 0.2 | |
Other Liabilities | |||
Operating Leased Assets [Line Items] | |||
Security deposit liability | $ 0.6 | $ 0.6 | |
Maximum | |||
Operating Leased Assets [Line Items] | |||
Remaining terms | 9 years 1 month 6 days | ||
Weighted Average | |||
Operating Leased Assets [Line Items] | |||
Remaining terms | 4 years 8 months 12 days |
REAL ESTATE (Future Minimum Ren
REAL ESTATE (Future Minimum Rental Income) (Details) $ in Thousands | Jun. 30, 2017USD ($) |
Real Estate [Abstract] | |
July 1, 2017 through December 31, 2017 | $ 5,249 |
2,018 | 10,180 |
2,019 | 9,746 |
2,021 | 9,218 |
2,020 | 7,833 |
Thereafter | 15,427 |
Future minimum rental income | $ 57,653 |
REAL ESTATE (Concentration Risk
REAL ESTATE (Concentration Risk) (Details) - Customer Concentration Risk $ in Millions | 6 Months Ended |
Jun. 30, 2017USD ($)ft²extension$ / ft² | |
Concentration Risk [Line Items] | |
Annualized base rent | $ | $ 3 |
Average Annualized Base Rent per sq. ft. | $ / ft² | 21.39 |
Expires on July 24, 2019 | |
Concentration Risk [Line Items] | |
Extension options | extension | 2 |
Extension period | 3 years |
Expires on December 31, 2024 | |
Concentration Risk [Line Items] | |
Extension options | extension | 2 |
Extension period | 5 years |
Annualized Rent | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 26.00% |
Rentable Square Feet | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 27.00% |
Net rentable area | 140,922 |
Rentable Square Feet | Expires on July 24, 2019 | |
Concentration Risk [Line Items] | |
Net rentable area | 5,195 |
Rentable Square Feet | Expires on December 31, 2024 | |
Concentration Risk [Line Items] | |
Net rentable area | 135,727 |
REAL ESTATE (Highest Tenant Ind
REAL ESTATE (Highest Tenant Industry Concentrations- Grater than 10% of Annual Base Rent) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($)tenant | |
Concentration Risk [Line Items] | |
Number of Tenants | 40 |
Professional, scientific and technical | |
Concentration Risk [Line Items] | |
Number of Tenants | 8 |
Annualized Base Rent | $ | $ 4,806 |
Percentage of Annualized Base Rent | 41.90% |
Information technology | |
Concentration Risk [Line Items] | |
Number of Tenants | 3 |
Annualized Base Rent | $ | $ 1,320 |
Percentage of Annualized Base Rent | 11.50% |
TENANT ORIGINATION AND ABSORP35
TENANT ORIGINATION AND ABSORPTION COSTS, ABOVE-MARKET LEASE ASSETS AND BELOW-MARKET LEASE LIABILITIES (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Tenant Origination and Absorption Costs, Above-Market Lease Assets and Below-Market Lease Liabilities [Abstract] | |||||
Tenant Origination And Absorption Costs, Cost | $ 13,408 | $ 13,408 | $ 13,528 | ||
Tenant Origination and Absorption Costs, Accumulated Amortization | (2,468) | (2,468) | (1,253) | ||
Tenant Origination and Absorption Costs, Net Amount | 10,940 | 10,940 | 12,275 | ||
Tenant Origination and Absorption Costs, Amortization | (703) | $ (91) | (1,336) | $ (187) | |
Above-Market Lease Assets, Cost | 213 | 213 | 214 | ||
Above-Market Lease Assets, Accumulated Amortization | (18) | (18) | (4) | ||
Above-Market Lease Assets, Net Amount | 195 | 195 | 210 | ||
Above-Market Lease Assets, Amortization | (7) | 0 | (15) | 0 | |
Below-Market Lease Liabilities, Cost | (5,596) | (5,596) | (5,727) | ||
Below-Market Lease Liabilities, Accumulated Amortization | 1,341 | 1,341 | 698 | ||
Below-Market Lease Liabilities, Net Amount | (4,255) | (4,255) | $ (5,029) | ||
Below-Market Lease Liabilities, Amortization | $ 423 | $ 4 | $ 774 | $ 10 |
NOTES PAYABLE (Narrative) (Deta
NOTES PAYABLE (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Notes Payable [Abstract] | |||||
Interest expense | $ 757 | $ 95 | $ 1,500 | $ 273 | |
Interest payable, current | 200 | 200 | $ 200 | ||
Amortization of deferred financing costs | $ 100 | $ 15 | $ 253 | $ 31 |
NOTES PAYABLE (Schedule of Long
NOTES PAYABLE (Schedule of Long-term Debt Instruments) (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2017 | Sep. 01, 2017 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | |||
Notes payable principal outstanding | $ 73,500,000 | $ 82,810,000 | |
Deferred financing costs, net | (1,128,000) | (1,435,000) | |
Notes payable, net | 72,372,000 | 81,375,000 | |
Term Loan | |||
Debt Instrument [Line Items] | |||
Notes payable principal outstanding | $ 32,500,000 | 30,550,000 | |
Effective Interest Rate | 3.41% | ||
Maturity Date | Nov. 14, 2019 | ||
Mortgage | Von Karman Tech Center Mortgage Loan | |||
Debt Instrument [Line Items] | |||
Notes payable principal outstanding | $ 0 | 11,260,000 | |
Mortgage | Von Karman Tech Center Mortgage Loan | One-month LIBOR | |||
Debt Instrument [Line Items] | |||
Basis Spread on Variable Rate | 3.50% | ||
Mortgage | Commonwealth Building Mortgage Loan | |||
Debt Instrument [Line Items] | |||
Notes payable principal outstanding | $ 41,000,000 | 41,000,000 | |
Effective Interest Rate | 3.21% | ||
Maturity Date | Jul. 1, 2021 | ||
Amount outstanding | $ 41,000,000 | ||
Unused borrowing capacity, amount | $ 6,400,000 | ||
Mortgage | Commonwealth Building Mortgage Loan | One-month LIBOR | |||
Debt Instrument [Line Items] | |||
Basis Spread on Variable Rate | 2.15% | ||
Unsecured Debt | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Notes payable principal outstanding | $ 0 | $ 0 | |
Maturity Date | Jan. 8, 2018 | ||
Borrowing capacity | $ 10,000,000 | ||
Unsecured Debt | Revolving Credit Facility | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Equity raised requirement | $ 30,000,000 | ||
Unsecured Debt | Revolving Credit Facility | One-month LIBOR | |||
Debt Instrument [Line Items] | |||
Basis Spread on Variable Rate | 2.75% | ||
Secured Debt | Term Loan | |||
Debt Instrument [Line Items] | |||
Notes payable, net | $ 32,500,000 | ||
Amount outstanding | 32,500,000 | ||
Maximum borrowing capacity | $ 65,000,000 | ||
Secured Debt | Term Loan | One-month LIBOR | |||
Debt Instrument [Line Items] | |||
Basis Spread on Variable Rate | 2.35% | ||
Secured Debt | Revolving Credit Facility | Term Loan | |||
Debt Instrument [Line Items] | |||
Unused borrowing capacity, amount | $ 13,000,000 | ||
Maximum borrowing capacity | 32,500,000 | ||
Secured Debt | Revolving Credit Facility | Term Loan | Upon Meeting Certain Financial Coverage Ratio and Subject to Certain Conditions | |||
Debt Instrument [Line Items] | |||
Unused borrowing capacity, amount | $ 19,500,000 |
NOTES PAYABLE (Schedule of Matu
NOTES PAYABLE (Schedule of Maturities of Long-Term Debt) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Notes Payable [Abstract] | ||
July 1, 2017 through December 31, 2017 | $ 0 | |
2,018 | 0 | |
2,019 | 32,500 | |
2,020 | 0 | |
2,021 | 41,000 | |
Thereafter | 0 | |
Total notes payable, net | $ 73,500 | $ 82,810 |
FAIR VALUE DISCLOSURES (Details
FAIR VALUE DISCLOSURES (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes payable, Face Value | $ 73,500 | $ 82,810 |
Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes payable, Value | 72,372 | 81,375 |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes payable, Value | $ 73,487 | $ 82,443 |
RELATED PARTY TRANSACTIONS (Rel
RELATED PARTY TRANSACTIONS (Related-party Costs) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Related Party Transaction [Line Items] | |||||
Incurred | $ 0 | $ 1,383 | $ 0 | $ 1,383 | |
Payable as of | 1,402 | 1,402 | $ 1,434 | ||
Advisor and Dealer Manager | |||||
Related Party Transaction [Line Items] | |||||
Incurred | 27 | 3,723 | 494 | 7,133 | |
Payable as of | 1,402 | 1,402 | 1,434 | ||
Asset management fees waived | 200 | ||||
Advisor and Dealer Manager | Asset management fees | |||||
Related Party Transaction [Line Items] | |||||
Expenses | 0 | 39 | 214 | 59 | |
Payable as of | 0 | 0 | 0 | ||
Advisor and Dealer Manager | Reimbursement of operating expenses | |||||
Related Party Transaction [Line Items] | |||||
Expenses | 50 | 32 | 104 | 85 | |
Payable as of | 16 | 16 | 17 | ||
Advisor and Dealer Manager | Property management fees | |||||
Related Party Transaction [Line Items] | |||||
Expenses | 31 | 10 | 60 | 17 | |
Payable as of | 6 | 6 | 16 | ||
Advisor and Dealer Manager | Real estate acquisition fees | |||||
Related Party Transaction [Line Items] | |||||
Expenses | 0 | 1,383 | 0 | 1,383 | |
Payable as of | 0 | 0 | 0 | ||
Advisor and Dealer Manager | Advisor advance for cash distributions | |||||
Related Party Transaction [Line Items] | |||||
Incurred | 0 | 681 | 0 | 1,140 | |
Payable as of | 1,338 | 1,338 | 1,338 | ||
Advisor and Dealer Manager | Selling commissions | |||||
Related Party Transaction [Line Items] | |||||
Incurred | 17 | 1,153 | 78 | 2,986 | |
Payable as of | 0 | 0 | 0 | ||
Advisor and Dealer Manager | Dealer manager fees | |||||
Related Party Transaction [Line Items] | |||||
Incurred | 15 | 392 | 50 | 1,105 | |
Payable as of | 0 | 0 | 0 | ||
Advisor and Dealer Manager | Stockholder servicing fees | |||||
Related Party Transaction [Line Items] | |||||
Incurred | (77) | 0 | (26) | 0 | |
Payable as of | 0 | 0 | 37 | ||
Advisor and Dealer Manager | Reimbursable other offering costs | |||||
Related Party Transaction [Line Items] | |||||
Incurred | (9) | $ 33 | 14 | $ 358 | |
Payable as of | $ 42 | $ 42 | $ 26 |
RELATED PARTY TRANSACTIONS (Nar
RELATED PARTY TRANSACTIONS (Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Related Party Transaction [Line Items] | |||||
Payment for administrative fees | $ 49,399 | $ 34,731 | $ 101,741 | $ 37,278 | |
Limit of total operating expenses as a percent of net income for the four most recently completed fiscal quarters | 2.00% | ||||
Limit of total operating expenses as a percent of average invested assets | 25.00% | ||||
Public Placement | KBS Capital Advisors LLC | |||||
Related Party Transaction [Line Items] | |||||
Offering costs, other than selling commissions and dealer manager fees | 4,600,000 | 4,600,000 | |||
Organization and offering costs | $ 39,208 | $ 39,208 | |||
Public Placement | Minimum | |||||
Related Party Transaction [Line Items] | |||||
Reimbursable offering costs determination, gross offering costs, percentage | 15.00% | 15.00% | |||
Public Placement | Minimum | KBS Capital Advisors LLC | |||||
Related Party Transaction [Line Items] | |||||
Reimbursable offering costs determination, gross offering costs, percentage | 1.00% | 1.00% | |||
Private Placement | |||||
Related Party Transaction [Line Items] | |||||
Other organization and offering costs | $ 1,500,000 | $ 1,500,000 |
RELATED PARTY TRANSACTIONS (Rea
RELATED PARTY TRANSACTIONS (Real Estate Property Co-Management Agreement) (Details) - KBS Management Group, LLC | 6 Months Ended |
Jun. 30, 2017 | |
Related Party Transaction [Line Items] | |
Initial term of management agreements | 1 year |
Successive periods, renewal | 1 year |
Period of termination notice | 30 days |
Period of termination notice with cause | 5 days |
Von Karman Tech Center | |
Related Party Transaction [Line Items] | |
Annual Fee Percentage | 1.50% |
Commonwealth Building | |
Related Party Transaction [Line Items] | |
Annual Fee Percentage | 1.25% |
The Offices at Greenhouse | |
Related Party Transaction [Line Items] | |
Annual Fee Percentage | 0.25% |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | Aug. 09, 2017$ / shares | Aug. 02, 2017shares | Aug. 01, 2017USD ($) | Jul. 07, 2017$ / shares | Jul. 06, 2017shares | Jul. 05, 2017USD ($) | Jun. 30, 2017$ / sharesshares | Jun. 30, 2016$ / sharesshares | Jun. 30, 2017USD ($)$ / sharesshares | Jun. 30, 2016$ / sharesshares | Dec. 31, 2016USD ($) | Sep. 01, 2017$ / shares |
Subsequent Event [Line Items] | ||||||||||||
Distributions declared | $ | $ 2,269,000 | $ 3,655,000 | ||||||||||
Stock dividends issued, shares | shares | 23,160 | 19,087 | 45,846 | 26,061 | ||||||||
Distribution rate per share per day, declared (in dollars per share) | $ / shares | $ 0.00136986 | $ 0.00136986 | $ 0.00136986 | $ 0.00136986 | ||||||||
Common stock dividends, shares, ratio | 0.00249999 | 0.00249316 | 0.00499998 | 0.00495892 | ||||||||
Forecast | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Dividend reinvestment plan, purchase price per share | $ / shares | $ 8.75 | |||||||||||
Subsequent Event | KBS Capital Advisors LLC | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Monthly asset management fee, percent of acquisition expense, excluding acquisition fees related to thereto | 0.083% | |||||||||||
Acquisition advisory fee, percent | 1.00% | |||||||||||
Subsequent Event | Dividend Paid | Class A | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Distributions declared | $ | $ 400,000 | $ 400,000 | ||||||||||
Subsequent Event | Dividend Paid | Class T | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Distributions declared | $ | $ 11,709 | $ 9,073 | ||||||||||
Subsequent Event | Dividend Declared | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Distribution rate per share per day, declared (in dollars per share) | $ / shares | $ 0.00131849 | $ 0.00136986 | ||||||||||
Common stock dividends, shares, ratio | 0.00083333 | |||||||||||
Subsequent Event | Dividend Declared | Class A | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Stock dividends issued, shares | shares | 7,589 | 7,566 | ||||||||||
Subsequent Event | Dividend Declared | Class T | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Stock dividends issued, shares | shares | 230 | 229 |