Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | May 04, 2018 | |
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 | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Class A | ||
Entity Listings [Line Items] | ||
Entity Common Stock, Shares Outstanding | 9,062,672 | |
Class T | ||
Entity Listings [Line Items] | ||
Entity Common Stock, Shares Outstanding | 286,698 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Real estate: | ||
Land | $ 31,309 | $ 31,309 |
Building and improvements | 142,704 | 142,400 |
Tenant origination and absorption costs | 16,849 | 17,047 |
Total real estate, cost | 190,862 | 190,756 |
Less accumulated depreciation and amortization | (11,567) | (9,627) |
Total real estate, net | 179,295 | 181,129 |
Cash and cash equivalents | 3,218 | 2,523 |
Rent and other receivables | 2,512 | 1,920 |
Above-market leases, net | 172 | 180 |
Prepaid expenses and other assets, net | 2,004 | 1,388 |
Total assets | 187,201 | 187,140 |
Liabilities and stockholders’ equity | ||
Notes payable, net | 116,595 | 112,780 |
Accounts payable and accrued liabilities | 1,625 | 2,717 |
Due to affiliates | 2,249 | 1,787 |
Distributions payable | 380 | 385 |
Below-market leases, net | 5,455 | 5,910 |
Other liabilities | 2,070 | 1,828 |
Total liabilities | 128,374 | 125,407 |
Commitments and contingencies (Note 9) | ||
Redeemable common stock | 0 | 2,314 |
Stockholders’ equity | ||
Preferred stock, $.01 par value; 10,000,000 shares authorized, no shares issued and outstanding | 0 | 0 |
Additional paid-in capital | 76,997 | 76,265 |
Cumulative distributions and net losses | (18,263) | (16,940) |
Total stockholders’ equity | 58,827 | 59,419 |
Total liabilities and stockholders’ equity | 187,201 | 187,140 |
Class A | ||
Stockholders’ equity | ||
Common stock | 90 | 91 |
Class T | ||
Stockholders’ equity | ||
Common stock | $ 3 | $ 3 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
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) | 9,010,139 | 9,149,100 |
Common stock, shares outstanding (in shares) | 9,010,139 | 9,149,100 |
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) | 284,605 | 281,537 |
Common stock, shares outstanding (in shares) | 284,605 | 281,537 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenues: | ||
Rental income | $ 4,414 | $ 3,236 |
Tenant reimbursements | 1,128 | 779 |
Other operating income | 39 | 18 |
Total revenues | 5,581 | 4,033 |
Expenses: | ||
Operating, maintenance, and management | 869 | 745 |
Property management fees and expenses to affiliate | 42 | 29 |
Real estate taxes and insurance | 751 | 457 |
Asset management fees to affiliate | 456 | 214 |
General and administrative expenses | 393 | 341 |
Depreciation and amortization | 2,309 | 1,718 |
Interest expense | 971 | 743 |
Total expenses | 5,791 | 4,247 |
Other income: | ||
Interest and other income | 5 | 17 |
Total other income | 5 | 17 |
Net loss | (205) | (197) |
Common Stock: | ||
Net loss | (205) | (197) |
Class A | ||
Other income: | ||
Net loss | (199) | (189) |
Common Stock: | ||
Net loss | $ (199) | $ (189) |
Net loss per common share, basic and diluted (in dollars per share) | $ (0.02) | $ (0.02) |
Weighted-average number of common shares outstanding, basic and diluted (in shares) | 9,095,165 | 8,964,835 |
Class T | ||
Other income: | ||
Net loss | $ (6) | $ (8) |
Common Stock: | ||
Net loss | $ (6) | $ (8) |
Net loss per common share, basic and diluted (in dollars per share) | $ (0.02) | $ (0.05) |
Weighted-average number of common shares outstanding, basic and diluted (in shares) | 283,592 | 165,947 |
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 (in shares) at Dec. 31, 2016 | 8,846,164 | 94,018 | |||||
Balance at Dec. 31, 2016 | $ 62,630 | $ 88 | $ 1 | $ 71,992 | $ (9,451) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (2,199) | (2,199) | |||||
Issuance of common stock (in shares) | 380,538 | 185,845 | |||||
Issuance of common stock | 5,421 | $ 2 | $ 2 | 5,417 | |||
Transfers to redeemable common stock | (523) | (523) | |||||
Redemptions of common stock (in shares) | (145,214) | ||||||
Redemptions of common stock | (1,210) | (1,210) | |||||
Stock dividends issued (in shares) | 67,612 | 1,674 | |||||
Stock dividends issued | 0 | $ 1 | 706 | (707) | |||
Distributions declared | (4,583) | (4,583) | |||||
Commissions on stock sales, related dealer manager fees and stockholder servicing fees to affiliate | (103) | (103) | |||||
Other offering costs to affiliate | (14) | (14) | |||||
Balance (in shares) at Dec. 31, 2017 | 9,149,100 | 281,537 | 9,149,100 | 281,537 | |||
Balance at Dec. 31, 2017 | 59,419 | $ 91 | $ 3 | 76,265 | (16,940) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (205) | $ (199) | $ (6) | (205) | |||
Issuance of common stock (in shares) | 138,111 | 3,068 | |||||
Issuance of common stock | 1,242 | $ 2 | $ 0 | 1,240 | |||
Transfers from redeemable common stock | 1,803 | 1,803 | |||||
Redemptions of common stock (in shares) | (277,072) | ||||||
Redemptions of common stock | (2,314) | $ (3) | (2,311) | ||||
Distributions declared | (1,118) | (1,118) | |||||
Balance (in shares) at Mar. 31, 2018 | 9,010,139 | 284,605 | 9,010,139 | 284,605 | |||
Balance at Mar. 31, 2018 | $ 58,827 | $ 90 | $ 3 | $ 76,997 | $ (18,263) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (205) | $ (197) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 2,309 | 1,718 |
Deferred rents | (446) | (187) |
Allowance for doubtful accounts | (84) | (5) |
Amortization of above and below-market leases, net | (447) | (343) |
Amortization of deferred financing costs | 82 | 103 |
Unrealized gain on derivative instrument | (372) | 0 |
Changes in operating assets and liabilities: | ||
Rents and other receivables | (82) | (18) |
Prepaid expenses and other assets | (310) | (117) |
Accounts payable and accrued liabilities | (1,039) | (965) |
Due to affiliates | 462 | (5) |
Other liabilities | (442) | 99 |
Net cash (used in) provided by operating activities | (574) | 83 |
Cash Flows from Investing Activities: | ||
Improvements to real estate | (530) | (75) |
Net cash used in investing activities | (530) | (75) |
Cash Flows from Financing Activities: | ||
Proceeds from notes payable | 45,000 | 0 |
Principal payments on notes payable | (41,000) | 0 |
Payments of deferred financing costs | (6) | 0 |
Proceeds from issuance of common stock | 731 | 1,734 |
Payments to redeem common stock | (2,314) | 0 |
Payments of commissions on stock sales, related dealer manager fees to affiliate and other offering costs | 0 | (147) |
Reimbursements of other offering costs from affiliates | 0 | 71 |
Payments of other offering costs | 0 | (23) |
Distributions paid to common stockholders | (612) | (516) |
Net cash provided by financing activities | 1,799 | 1,119 |
Net increase in cash and cash equivalents | 695 | 1,127 |
Cash and cash equivalents, beginning of period | 2,523 | 15,666 |
Cash and cash equivalents, end of period | 3,218 | 16,793 |
Supplemental Disclosure of Cash Flow Information | ||
Interest paid | 1,233 | 627 |
Supplemental Disclosure of Noncash Investing and Financing Activities: | ||
Stock dividends issued | 0 | 236 |
Increase in cash distributions payable | 0 | 11 |
Dividends paid to common stockholders through common stock issuances pursuant to the distribution reinvestment plan | $ 511 | $ 588 |
ORGANIZATION
ORGANIZATION | 3 Months Ended |
Mar. 31, 2018 | |
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 March 31, 2018 , the Company had invested in four office properties. The Company intends to invest in a diverse portfolio of core real estate properties. 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 Company commenced a private placement offering exempt from registration pursuant to Rule 506(b) of Regulation D of the Securities Act of 1933, as amended, on June 11, 2015, pursuant to which the Company offered a maximum of $105,000,000 in shares of its Class A common stock for sale to accredited investors (the “Initial 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 Initial Private Offering on April 27, 2016 and processed subscriptions for the primary Initial 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 Initial Private Offering pursuant to a dealer manager agreement dated June 11, 2015 (the “Initial Private Offering Dealer Manager Agreement”). 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 a primary offering, consisting of two classes of shares: Class A and Class T (the “Primary Offering”) and 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 Company terminated the Primary Offering effective June 30, 2017. 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 to continue the DRP Offering. The Company may terminate the DRP Offering at any time. On October 3, 2017, the Company launched a private placement offering exempt from registration pursuant to Rule 506(c) of Regulation D of the Securities Act pursuant to which the Company is currently offering a maximum of $1,000,000,000 in shares of its Class A common stock to accredited investors (the “Second Private Offering”). Prior to the launch of the Second Private Offering, on September 29, 2017, the Company entered into a dealer manager agreement (the “NCPS Dealer Agreement”) with the Advisor and North Capital Private Securities Corporation (“NCPS”) in connection with the Second Private Offering. The Company sold 8,548,972 shares of Class A common stock for gross offering proceeds of $76.8 million in the Initial 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 122,721 and 270,415 shares of Class A and Class T common stock in the Primary Offering for aggregate gross offering proceeds of $3.9 million . As of March 31, 2018 , the Company had sold 410,149 and 12,417 shares of Class A and Class T common stock in the DRP Offering for aggregate gross offering proceeds of $4.0 million . As of March 31, 2018 , the Company had sold 125,322 shares of Class A common stock in the Second Private Offering for aggregate gross offering proceeds of $1.1 million . As of March 31, 2018 , the Company had redeemed 422,286 Class A shares for $3.5 million . 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 of 1933. 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. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2018 | |
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, 2017 , except for the Company’s adoption of the revenue recognition standards issued by the Financial Accounting Standards Board (“FASB”) effective on January 1, 2018. 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, 2017 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 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 months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018 . 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 four office properties as of March 31, 2018 . Substantially all of the Company’s revenue and net loss is from real estate, and therefore, the Company currently operates in one reportable segment. Revenue Recognition Effective January 1, 2018, the Company adopted ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU No. 2014-09”) using the modified retrospective approach, which requires a cumulative effect adjustment as of the date of the Company’s adoption. Under the modified retrospective approach, an entity may also elect to apply this standard to either (i) all contracts as of January 1, 2018 or (ii) only to contracts that were not completed as of January 1, 2018. A completed contract is a contract for which all (or substantially all) of the revenue was recognized under legacy GAAP that was in effect before the date of initial application. The Company elected to apply this standard only to contracts that were not completed as of January 1, 2018. Based on the Company’s evaluation of contracts within the scope of ASU No. 2014-09, revenue that is impacted by ASU No. 2014-09 includes revenue generated by sales of real estate, other operating income and tenant reimbursements for substantial services earned at the Company’s properties. The recognition of such revenue will occur when the services are provided and the performance obligations are satisfied. For the three months ended March 31, 2018, tenant reimbursements for substantial services accounted for under ASU No. 2014-09 was $36,000 which was included in tenant reimbursements on the accompanying statements of operations. Sales of Real Estate Effective January 1, 2018, the Company adopted the guidance of ASC 610-20, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (“ASC 610-20”), which applies to sales or transfers to noncustomers of nonfinancial assets or in substance nonfinancial assets that do not meet the definition of a business. Generally, the Company’s sales of real estate would be considered a sale of a nonfinancial asset as defined by ASC 610-20. ASC 610-20 refers to the revenue recognition principles under ASU No. 2014-09. Under ASC 610-20, if the Company determines it does not have a controlling financial interest in the entity that holds the asset and the arrangement meets the criteria to be accounted for as a contract, the Company would derecognize the asset and recognize a gain or loss on the sale of the real estate when control of the underlying asset transfers to the buyer. As a result of the adoption of ASU 610-20, there was no impact to the Company’s consolidated financial statements of operations for the three months ended March 31, 2018 and 2017 since the Company did not sell any real estate properties for those periods. 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 three months ended March 31, 2018 and 2017 , respectively. For the purpose of determining the weighted average number of shares outstanding, stock dividends issued during the period presented are adjusted retroactively and treated as if they were issued and outstanding for all periods presented. During the three months ended March 31, 2017, the Company declared stock distributions of 0.00249999 shares per share outstanding and issued a total of 22,685 shares. The Company ceased issuing stock dividends to all stockholders on September 5, 2017. Stock dividends had been declared on a monthly basis and the amount declared per share outstanding assumed the share was issued and outstanding each date that was a record date for stock dividends during the periods presented. Stock dividends were issued in the same class of shares as the shares for which such stockholder received the stock dividend. During the three months ended March 31, 2018 and 2017 , aggregate cash distributions declared per share of Class A common stock were $0.11920680 and $0.12328740 , respectively, assuming the share was issued and outstanding each date that was a record date for distributions during the period. During the three months ended March 31, 2018 and 2017 , aggregate cash distributions declared per share of Class T common stock were $0.11920680 and $0.09880255 , respectively, assuming the share was issued and outstanding each date that was a record date for distributions during the period. Distributions for the period from January 1, 2017 through March 31, 2017 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. Distributions for the period from January 1, 2018 through March 31, 2018 were calculated at a rate of $0.00132452 per share per day. Each day during the three months ended March 31, 2018 and 2017 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. The Company’s calculated earnings per share for the three months ended March 31, 2018 and 2017 were as follows (in thousands, except share and per share amounts): For the Three Months Ended March 31, 2018 2017 Net loss $ (205 ) $ (197 ) Less: Class A Common Stock cash distributions declared 1,084 1,099 Less: Class T Common Stock cash distributions declared 34 16 Undistributed net loss $ (1,323 ) $ (1,312 ) Class A Common Stock: Undistributed net loss $ (1,283 ) $ (1,288 ) Class A Common Stock cash distributions declared 1,084 1,099 Net loss $ (199 ) $ (189 ) Net loss per common share, basic and diluted $ (0.02 ) $ (0.02 ) Weighted-average number of common shares outstanding, basic and diluted 9,095,165 8,964,835 Class T Common Stock: Undistributed net loss $ (40 ) $ (24 ) Class T Common Stock cash distributions declared 34 16 Net loss $ (6 ) $ (8 ) Net loss per common share, basic and diluted $ (0.02 ) $ (0.05 ) Weighted-average number of common shares outstanding, basic and diluted 283,592 165,947 Square Footage, Occupancy and Other Measures Square footage, occupancy, number of tenants and other measures, including annualized base rent and annualized base rent per square foot, or amounts derived from such measures, used to describe real estate investments included in these Condensed Notes to Consolidated Financial Statements are presented on an unaudited basis. Recently Issued Accounting Standards Update 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. The standard requires lessors to identify lease and non-lease components under their leasing arrangements and allocate the total consideration in the lease agreement to these lease and non-lease components based on their relative standalone selling prices. Non-lease components will be subject to the new revenue recognition standard upon the Company’s adoption of the new leasing standard on January 1, 2019. 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. In March 2018, the FASB affirmed a proposed amendment to the leases ASU, which would add a transition option to the new leases standard that would allow entities to apply the transition provisions of the new standard at its adoption date instead of the earliest comparative periods presented in its financial statements. The FASB also tentatively approved a practical expedient that would permit lessors to not separate lease and non-lease components if certain conditions are met. The Company is currently evaluating the impact of adopting the new leases standard on its consolidated financial statements and if adopted by the FASB, applying the transition option and electing the practical expedient of the proposed amendment. 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. |
REAL ESTATE
REAL ESTATE | 3 Months Ended |
Mar. 31, 2018 | |
Real Estate [Abstract] | |
REAL ESTATE | REAL ESTATE As of March 31, 2018 , the Company owned four office properties containing 683,952 rentable square feet, which were collectively 97% occupied. The following table provides summary information regarding the properties owned by the Company as of March 31, 2018 (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 $ 20,825 $ (1,833 ) $ 18,992 Commonwealth Building 06/30/2016 Portland OR Office 76,531 (5,524 ) 71,007 The Offices at Greenhouse 11/14/2016 Houston TX Office 47,241 (3,313 ) 43,928 Institute Property 11/09/2017 Chicago IL Office 46,265 (897 ) 45,368 $ 190,862 $ (11,567 ) $ 179,295 As of March 31, 2018 , 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 $ 18,992 10.1 % $ 2,243 $ 22.83 97.1 % Commonwealth Building Portland, OR 224,122 71,007 37.9 % 5,575 26.02 95.6 % The Offices at Greenhouse Houston, TX 203,284 43,928 23.5 % 4,201 20.66 100.0 % Institute Property Chicago, IL 155,385 45,368 24.2 % 3,767 25.37 95.5 % _____________________ (1) Annualized base rent represents annualized contractual base rental income as of March 31, 2018 , 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 March 31, 2018 , the leases had remaining terms, excluding options to extend, of up to 9.2 years with a weighted-average remaining term of 4.4 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 $1.1 million and $1.2 million as of March 31, 2018 and December 31, 2017 , respectively. During the three months ended March 31, 2018 and 2017 , the Company recognized deferred rent from tenants, net of lease incentive amortization, of $0.4 million and $0.2 million , respectively. As of March 31, 2018 and December 31, 2017 , the cumulative deferred rent balance was $2.2 million and $1.8 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 March 31, 2018 and December 31, 2017 , respectively. As of March 31, 2018 , the future minimum rental income from the Company’s properties under its non-cancelable operating leases was as follows (in thousands): April 1, 2018 through December 31, 2018 $ 11,109 2019 14,132 2020 13,292 2021 11,527 2022 9,808 Thereafter 13,084 $ 72,952 As of March 31, 2018 , the Company had a concentration of credit risk related to AECOM, a tenant in The Offices at Greenhouse in the engineering industry, which represented 19% of the Company’s annualized base rent. The tenant individually occupied 140,922 rentable square feet or approximately 21% 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 March 31, 2018 , 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 March 31, 2018 , the Company’s real estate properties were leased to approximately 80 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 15 $ 5,972 37.8 % Information technology 9 2,168 13.7 % _____________________ (1) Annualized base rent represents annualized contractual base rental income as of March 31, 2018 , 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 March 31, 2018 , 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 | 3 Months Ended |
Mar. 31, 2018 | |
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 March 31, 2018 and December 31, 2017 , 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 March 31, 2018 December 31, 2017 March 31, 2018 December 31, 2017 March 31, 2018 December 31, 2017 Cost $ 16,849 $ 17,047 $ 213 $ 213 $ (7,693 ) $ (7,838 ) Accumulated Amortization (4,100 ) (3,480 ) (41 ) (33 ) 2,238 1,928 Net Amount $ 12,749 $ 13,567 $ 172 $ 180 $ (5,455 ) $ (5,910 ) 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 months ended March 31, 2018 and 2017 were as follows (in thousands): Tenant Origination and Absorption Costs Above-Market Lease Assets Below-Market Lease Liabilities For the Three Months Ended March 31, For the Three Months Ended March 31, For the Three Months Ended March 31, 2018 2017 2018 2017 2018 2017 Amortization $ (818 ) $ (633 ) $ (8 ) $ (8 ) $ 455 $ 351 |
NOTES PAYABLE
NOTES PAYABLE | 3 Months Ended |
Mar. 31, 2018 | |
Notes Payable [Abstract] | |
NOTES PAYABLE | NOTES PAYABLE As of March 31, 2018 , the Company’s notes payable consisted of the following (dollars in thousands): Book Value as of March 31, 2018 Book Value as of December 31, 2017 Contractual Interest Rate as of March 31, 2018 (1) Effective Interest Rate at March 31, 2018 (1) Payment Type Maturity Date (2) Commonwealth Building Mortgage Loan (3) $ 45,000 $ 41,000 One-month LIBOR + 1.80% 3.47% Interest Only 02/01/2023 Term Loan (4) 72,800 72,800 One-month LIBOR + 2.00% 3.67% Interest Only 11/09/2020 Notes payable principal outstanding $ 117,800 $ 113,800 Deferred financing costs, net (1,205 ) (1,020 ) Notes payable, net $ 116,595 $ 112,780 _____________________ (1) Contractual interest rate represents the interest rate in effect under the loan as of March 31, 2018 . Effective interest rate is calculated as the actual interest rate in effect as of March 31, 2018 (consisting of the contractual interest rate), using interest rate indices as of March 31, 2018 , where applicable. (2) Represents the maturity date as of March 31, 2018 ; subject to certain conditions, the maturity dates of certain loans may be extended beyond the dates shown. (3) On January 18, 2018, the Company refinanced the Commonwealth Building Mortgage Loan. See below, “Recent Financing Transactions - Refinancing of the Commonwealth Building Mortgage Loan.” As of March 31, 2018 , $45.0 million of the Commonwealth Building Mortgage Loan was outstanding and $6.4 million remained available for future disbursements, subject to certain terms and conditions set forth in the loan documents. (4) As of March 31, 2018 , the outstanding balance under the Term Loan consisted of $48.5 million of term commitment and $24.3 million of revolving commitment, which bears interest at a rate per annum equal to 2.0% over one-month LIBOR. The Term Loan is secured by The Offices at Greenhouse, Von Karman Tech and Institute Property. During the three months ended March 31, 2018 and 2017 , the Company incurred $1.0 million and $0.7 million of interest expense, respectively. As of March 31, 2018 and December 31, 2017 , $0.4 million and $0.3 million of interest expense were payable, respectively. Included in interest expense during the three months ended March 31, 2018 was $0.1 million of amortization of deferred financing costs and $0.2 million of debt refinancing costs. Included in interest expense during the three months ended March 31, 2017 was $0.1 million of amortization of deferred financing costs. Interest expense was reduced by $0.4 million as a result of a change in fair value of the Company’s derivative instruments for the three months ended March 31, 2018 . The following is a schedule of maturities, including principal amortization payments, for all notes payable outstanding as of March 31, 2018 (in thousands): April 1, 2018 through December 31, 2018 $ — 2019 — 2020 72,800 2021 — 2022 — Thereafter 45,000 $ 117,800 Recent Financing Transactions Refinancing of the Commonwealth Building Mortgage Loan On January 18, 2018 , the Company, through an indirect wholly owned subsidiary (the “Owner”), closed the refinancing of the Commonwealth Building Mortgage Loan with an unaffiliated lender (the “Refinancing”). The Company repaid $41.0 million of principal in satisfaction of the Commonwealth Building Mortgage Loan. The Refinancing was comprised of a maximum loan amount of up to $51.4 million . At closing, $45.0 million of the loan was funded and the remaining $6.4 million was available for future disbursements, subject to certain terms and conditions contained in the loan documents. The loan under the Refinancing matures on February 1, 2023 , with two one -year extension options, subject to certain terms and conditions contained in the loan documents. Monthly payments are interest-only with the remaining principal balance, all accrued and unpaid interest and all other sums due under the loan documents payable at maturity. The initial interest rate was 3.36% with the interest rate to be reset as set forth in the loan documents to the greater of a fixed rate of 2.05% or a floating rate of 180 basis points over one-month LIBOR. If the LIBOR rate is equal to or greater than 2.90% for five consecutive business days, the Company has 30 days to enter into an interest rate cap agreement with a LIBOR strike rate of 3.90% or less. The Company has the right to prepay all or a portion of the loan under the Refinancing commencing on February 1, 2019 , subject to certain fees and conditions contained in the loan documents. KBS GI REIT Properties, LLC (“KBS GI REIT Properties”), the Company’s wholly owned subsidiary, in connection with the Refinancing, is providing a guaranty of the payment of certain potential liabilities, costs, losses, damages, fees and expenses incurred by the lender relating to the loan under the Refinancing as a result of certain intentional actions or omissions of the Owner in violation of the loan documents, or certain other occurrences in relation to the Commonwealth Building and/or the Owner, including the recovery of certain funds under the loan documents, as further described in the guaranty. KBS GI REIT Properties is also providing a guaranty of the principal balance and any interest or other sums outstanding under the loan of the Refinancing in the event of: certain bankruptcy, insolvency or related proceedings involving the Owner as described in the guaranty; and any transfer of the Owner’s interest in the Commonwealth Building in violation of the loan documents. |
DERIVATIVE INSTRUMENTS
DERIVATIVE INSTRUMENTS | 3 Months Ended |
Mar. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS | DERIVATIVE INSTRUMENTS The Company enters into derivative instruments for risk management purposes to hedge its exposure to cash flow variability caused by changing interest rates. The primary goal of the Company’s risk management practices related to interest rate risk is to prevent changes in interest rates from adversely impacting the Company’s ability to achieve its investment return objectives. The Company does not enter into derivatives for speculative purposes. The Company enters into interest rate swaps as a fixed rate payer to mitigate its exposure to rising interest rates on its variable rate notes payable. The value of interest rate swaps is primarily impacted by interest rates, market expectations about interest rates, and the remaining life of the instrument. In general, increases in interest rates, or anticipated increases in interest rates, will increase the value of the fixed rate payer position and decrease the value of the variable rate payer position. As the remaining life of the interest rate swap decreases, the value of both positions will generally move towards zero. The following table summarizes the notional amount and other information related to the Company’s interest rate swaps as of March 31, 2018 and December 31, 2017 . The notional amount is an indication of the extent of the Company’s involvement in each instrument at that time, but does not represent exposure to credit, interest rate or market risks (dollars in thousands): March 31, 2018 December 31, 2017 Weighted-Average Fix Pay Rate Weighted-Average Remaining Term in Years Derivative Instruments Number of Instruments Notional Amount Number of Instruments Notional Amount Reference Rate as of March 31, 2018 Derivative instruments not designated as hedging instruments Interest Rate Swaps (1) 2 $ 78,533 1 $ 48,533 One-month LIBOR/ 2.36% 3.23 _____________________ (1) Includes a forward interest rate swap in the amount of $48.5 million , which will become effective on November 1, 2018 and maturing on November 1, 2021 and a forward interest rate swap in the amount of $30.0 million , which will become effective on April 1, 2019 and maturing on November 1, 2022. The following table sets forth the fair value of the Company’s derivative instruments as well as their classification on the consolidated balance sheets as of March 31, 2018 and December 31, 2017 (dollars in thousands): March 31, 2018 December 31, 2017 Derivative Instruments Balance Sheet Location Number of Fair Value Number of Fair Value Derivative instruments not designated as hedging instruments Interest Rate Swaps Prepaid expenses and other assets, at fair value 1 $ 723 1 $ 178 Interest Rate Swaps Other liabilities, at fair value 1 $ (173 ) — $ — The change in fair value of a derivative instrument that is not designated as a cash flow hedge is recorded as interest expense in the accompanying consolidated statements of operations. The following table summarizes the effects of derivative instruments on the Company’s consolidated statements of operations (in thousands): For the Three Months Ended March 31, 2018 2017 Income statement related Derivatives not designated as hedging instruments Unrealized gain on interest rate swaps $ (372 ) $ — Decrease in interest expense as a result of derivatives $ (372 ) $ — |
FAIR VALUE DISCLOSURES
FAIR VALUE DISCLOSURES | 3 Months Ended |
Mar. 31, 2018 | |
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 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. Derivative instruments: The Company’s derivative instruments are presented at fair value on the accompanying consolidated balance sheets. The valuation of these instruments is determined using a proprietary model that utilizes observable inputs. As such, the Company classifies these inputs as Level 2 inputs. The proprietary model uses the contractual terms of the derivatives, including the period to maturity, as well as observable market-based inputs, including interest rate curves and volatility. The fair values of interest rate swaps are estimated using the market standard methodology of netting the discounted fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on an expectation of interest rates (forward curves) derived from observable market interest rate curves. In addition, credit valuation adjustments, which consider the impact of any credit risks to the contracts, are incorporated in the fair values to account for potential nonperformance risk. 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 March 31, 2018 and December 31, 2017 , which carrying amounts generally do not approximate the fair values (in thousands): March 31, 2018 December 31, 2017 Face Value Carrying Amount Fair Value Face Value Carrying Amount Fair Value Financial liabilities: Notes payable $ 117,800 $ 116,595 $ 118,315 $ 113,800 $ 112,780 $ 114,327 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. As of March 31, 2018 , the Company measured the following asset at fair value (in thousands): Fair Value Measurements Using Total Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Recurring Basis: Asset derivative - interest rate swap $ 723 $ — $ 723 $ — Liability derivative - Interest rate swap (173 ) — (173 ) — |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED-PARTY TRANSACTIONS Pursuant to the Advisory Agreement, the Initial 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 Initial Private Offering and the Public Offering, the investment of funds in real estate, 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. 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, the Advisor will pay all offering expenses related to the Second Private Offering without reimbursement by the Company. 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 REIT II”), KBS Real Estate Investment Trust III, Inc. (“KBS REIT III”), KBS Strategic Opportunity REIT, Inc. (“KBS Strategic Opportunity REIT”), KBS Legacy Partners Apartment REIT, Inc. (“KBS Legacy Partners Apartment REIT”) and KBS Strategic Opportunity REIT II, Inc. (“KBS Strategic Opportunity REIT II”). The Dealer Manager also serves as the dealer manager for KBS REIT II, KBS REIT III, KBS Strategic Opportunity REIT, KBS Legacy Partners Apartment REIT and KBS Strategic Opportunity REIT II. The Company, together with KBS REIT I, KBS REIT II, KBS Strategic Opportunity REIT, KBS Legacy Partners Apartment REIT, KBS REIT III, KBS Strategic Opportunity REIT II, 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 was 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 three months ended March 31, 2018 and 2017 , no other business transactions occurred between the Company and KBS REIT I, KBS REIT II, KBS REIT III, KBS Strategic Opportunity REIT, KBS Legacy Partners Apartment REIT and KBS Strategic Opportunity REIT II. Pursuant to the terms of these agreements, summarized below are the related-party costs incurred by the Company for the three months ended March 31, 2018 and 2017 , respectively, and any related amounts payable as of March 31, 2018 and December 31, 2017 (in thousands). Incurred Payable as of Three Months Ended March 31, 2018 2017 March 31, 2018 December 31, 2017 Expensed Asset management fees (1) $ 456 $ 214 $ 874 $ 418 Reimbursement of operating expenses (2) 53 54 17 18 Property management fees (3) 42 29 20 13 Other Arrangement Advisor advance for cash distributions (4) — — 1,338 1,338 Additional Paid-in Capital Selling commissions — 61 — — Dealer manager fees — 35 — — Stockholder servicing fees (5) — 51 — — Reimbursable other offering costs (6) — 23 — — $ 551 $ 467 $ 2,249 $ 1,787 _____________________ (1) Through August 8, 2017 , the asset management fee payable to the Advisor was a monthly fee equal to one-twelfth of 1.6% of the cost of the Company’s investments, less any debt secured by or attributable to the investments. Beginning on August 9, 2017, the asset management fee is a monthly fee payable to the Advisor in an amount equal to one-twelfth of 1.0% of the cost of the Company’s investments including the portion of the investment that is debt financed. As of March 31, 2018 , the Company had accrued and deferred payment of $0.9 million of asset management fees related to the fourth quarter of 2017 and first quarter of 2018. (2) See “Reimbursable Operating Expenses” below. (3) See “Real Estate Property Co-Management Agreements” 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 $52,999 and $52,342 for the three months ended March 31, 2018 and 2017 , respectively, and were the only type of employee costs reimbursed under the Advisory Agreement for the three months ended March 31, 2018 and 2017 , respectively. The Company does not reimburse for employee costs in connection with services for which the Advisor earned or 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. Effective September 29, 2017, the Company eliminated its obligation to reimburse expenses incurred by the Advisor in connection with providing services pursuant to the Advisory Agreement, other than (i) the allocable portion of the costs of the internal audit department and (ii) promotional costs and expenses related to the leasing of properties. 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. Operating expenses for the four fiscal quarters ended March 31, 2018 did not exceed the charter-imposed limitation. 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. As of March 31, 2018 , the total advanced funds due to the Advisor from the Company was approximately $1.3 million . 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 Institute for Portfolio Alternatives 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% Institute Property 11/09/2017 1.00% Organization and Offering Costs Offering costs include all expenses incurred in connection with the offerings of securities by the Company. 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. The Company reimbursed the Advisor, the Dealer Manager and its affiliates up to 1% of gross proceeds raised in the Primary Offering for commercially reasonable organization and offering expenses (other than selling commissions, dealer manager fees and stockholder servicing fees). The Advisor, the Dealer Manager and their affiliates were 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 Initial Private Offering, 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. The Advisor has agreed to pay directly all offering expenses related to the Second Private Offering without reimbursement by the Company. Through March 31, 2018 , 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 $4.4 million . As of March 31, 2018 , the Company had recorded $39,358 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 March 31, 2018 based on the limitations described above. As of March 31, 2018 , the Company had recorded $1.5 million of organization and other offering costs related to the Initial 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. As of March 31, 2018 , the Advisor had incurred $3.4 million in offering expenses related to the Second Private Offering. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2018 | |
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, 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 | 3 Months Ended |
Mar. 31, 2018 | |
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 April 2, 2018 , the Company paid cash distributions of $0.4 million , which related to distributions on the Company’s common stock, declared for daily record dates for each day in the period from March 1, 2018 through March 31, 2018 . On May 1, 2018 , the Company paid cash distributions of $0.4 million , which related to distributions on the Company’s common stock, declared for daily record dates for each day in the period from April 1, 2018 through April 30, 2018 . Distributions Authorized On March 9, 2018 , 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 May 1, 2018 through May 31, 2018, which the Company expects to pay in June 2018, calculated at a rate of $0.00132452 per share per day. On April 4, 2018 , the Company’s board of directors authorized additional cash distributions on the outstanding shares of all classes of the Company’s common stock based on daily record dates for the period from May 1, 2018 through May 31, 2018, which the Company expects to pay in June 2018, calculated at a rate of $0.00012041 per share per day. On May 7, 2018 , 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 June 1, 2018 through June 30, 2018 , which the Company expects to pay in July 2018 , and cash distributions on the outstanding shares of all classes of the Company’s common stock based on daily record dates for the period from July 1, 2018 through July 31, 2018 , which the Company expects to pay in August 2018 . 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 $0.00144493 per share per day. |
SUMMARY OF SIGNIFICANT ACCOUN17
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
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 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 months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018 . |
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 four office properties as of March 31, 2018 . Substantially all of the Company’s revenue and net loss is from real estate, and therefore, the Company currently operates in one reportable segment. |
Revenue Recognition | Effective January 1, 2018, the Company adopted ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU No. 2014-09”) using the modified retrospective approach, which requires a cumulative effect adjustment as of the date of the Company’s adoption. Under the modified retrospective approach, an entity may also elect to apply this standard to either (i) all contracts as of January 1, 2018 or (ii) only to contracts that were not completed as of January 1, 2018. A completed contract is a contract for which all (or substantially all) of the revenue was recognized under legacy GAAP that was in effect before the date of initial application. The Company elected to apply this standard only to contracts that were not completed as of January 1, 2018. Based on the Company’s evaluation of contracts within the scope of ASU No. 2014-09, revenue that is impacted by ASU No. 2014-09 includes revenue generated by sales of real estate, other operating income and tenant reimbursements for substantial services earned at the Company’s properties. The recognition of such revenue will occur when the services are provided and the performance obligations are satisfied. For the three months ended March 31, 2018, tenant reimbursements for substantial services accounted for under ASU No. 2014-09 was $36,000 which was included in tenant reimbursements on the accompanying statements of operations. |
Sales of Real Estate | Effective January 1, 2018, the Company adopted the guidance of ASC 610-20, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (“ASC 610-20”), which applies to sales or transfers to noncustomers of nonfinancial assets or in substance nonfinancial assets that do not meet the definition of a business. Generally, the Company’s sales of real estate would be considered a sale of a nonfinancial asset as defined by ASC 610-20. ASC 610-20 refers to the revenue recognition principles under ASU No. 2014-09. Under ASC 610-20, if the Company determines it does not have a controlling financial interest in the entity that holds the asset and the arrangement meets the criteria to be accounted for as a contract, the Company would derecognize the asset and recognize a gain or loss on the sale of the real estate when control of the underlying asset transfers to the buyer. As a result of the adoption of ASU 610-20, there was no impact to the Company’s consolidated financial statements of operations for the three months ended March 31, 2018 and 2017 since the Company did not sell any real estate properties for those periods. |
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 three months ended March 31, 2018 and 2017 , respectively. For the purpose of determining the weighted average number of shares outstanding, stock dividends issued during the period presented are adjusted retroactively and treated as if they were issued and outstanding for all periods presented. 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. |
Square Footage, Occupancy and Other Measures | Square footage, occupancy, number of tenants and other measures, including annualized base rent and annualized base rent per square foot, or amounts derived from such measures, used to describe real estate investments included in these Condensed Notes to Consolidated Financial Statements are presented on an unaudited basis. |
Recently Issued Accounting Standards Updates | 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. The standard requires lessors to identify lease and non-lease components under their leasing arrangements and allocate the total consideration in the lease agreement to these lease and non-lease components based on their relative standalone selling prices. Non-lease components will be subject to the new revenue recognition standard upon the Company’s adoption of the new leasing standard on January 1, 2019. 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. In March 2018, the FASB affirmed a proposed amendment to the leases ASU, which would add a transition option to the new leases standard that would allow entities to apply the transition provisions of the new standard at its adoption date instead of the earliest comparative periods presented in its financial statements. The FASB also tentatively approved a practical expedient that would permit lessors to not separate lease and non-lease components if certain conditions are met. The Company is currently evaluating the impact of adopting the new leases standard on its consolidated financial statements and if adopted by the FASB, applying the transition option and electing the practical expedient of the proposed amendment. 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. |
SUMMARY OF SIGNIFICANT ACCOUN18
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Earnings Per Share, Including Two Class Method | The Company’s calculated earnings per share for the three months ended March 31, 2018 and 2017 were as follows (in thousands, except share and per share amounts): For the Three Months Ended March 31, 2018 2017 Net loss $ (205 ) $ (197 ) Less: Class A Common Stock cash distributions declared 1,084 1,099 Less: Class T Common Stock cash distributions declared 34 16 Undistributed net loss $ (1,323 ) $ (1,312 ) Class A Common Stock: Undistributed net loss $ (1,283 ) $ (1,288 ) Class A Common Stock cash distributions declared 1,084 1,099 Net loss $ (199 ) $ (189 ) Net loss per common share, basic and diluted $ (0.02 ) $ (0.02 ) Weighted-average number of common shares outstanding, basic and diluted 9,095,165 8,964,835 Class T Common Stock: Undistributed net loss $ (40 ) $ (24 ) Class T Common Stock cash distributions declared 34 16 Net loss $ (6 ) $ (8 ) Net loss per common share, basic and diluted $ (0.02 ) $ (0.05 ) Weighted-average number of common shares outstanding, basic and diluted 283,592 165,947 |
REAL ESTATE (Tables)
REAL ESTATE (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Real Estate [Abstract] | |
Schedule of Real Estate | The following table provides summary information regarding the properties owned by the Company as of March 31, 2018 (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 $ 20,825 $ (1,833 ) $ 18,992 Commonwealth Building 06/30/2016 Portland OR Office 76,531 (5,524 ) 71,007 The Offices at Greenhouse 11/14/2016 Houston TX Office 47,241 (3,313 ) 43,928 Institute Property 11/09/2017 Chicago IL Office 46,265 (897 ) 45,368 $ 190,862 $ (11,567 ) $ 179,295 |
Schedules of Concentration of Risk, by Risk Factor | As of March 31, 2018 , the Company’s real estate properties were leased to approximately 80 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 15 $ 5,972 37.8 % Information technology 9 2,168 13.7 % _____________________ (1) Annualized base rent represents annualized contractual base rental income as of March 31, 2018 , 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 March 31, 2018 , 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 $ 18,992 10.1 % $ 2,243 $ 22.83 97.1 % Commonwealth Building Portland, OR 224,122 71,007 37.9 % 5,575 26.02 95.6 % The Offices at Greenhouse Houston, TX 203,284 43,928 23.5 % 4,201 20.66 100.0 % Institute Property Chicago, IL 155,385 45,368 24.2 % 3,767 25.37 95.5 % _____________________ (1) Annualized base rent represents annualized contractual base rental income as of March 31, 2018 , 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 March 31, 2018 , the future minimum rental income from the Company’s properties under its non-cancelable operating leases was as follows (in thousands): April 1, 2018 through December 31, 2018 $ 11,109 2019 14,132 2020 13,292 2021 11,527 2022 9,808 Thereafter 13,084 $ 72,952 |
TENANT ORIGINATION AND ABSORP20
TENANT ORIGINATION AND ABSORPTION COSTS, ABOVE-MARKET LEASE ASSETS AND BELOW-MARKET LEASE LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
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 March 31, 2018 and December 31, 2017 , 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 March 31, 2018 December 31, 2017 March 31, 2018 December 31, 2017 March 31, 2018 December 31, 2017 Cost $ 16,849 $ 17,047 $ 213 $ 213 $ (7,693 ) $ (7,838 ) Accumulated Amortization (4,100 ) (3,480 ) (41 ) (33 ) 2,238 1,928 Net Amount $ 12,749 $ 13,567 $ 172 $ 180 $ (5,455 ) $ (5,910 ) |
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 months ended March 31, 2018 and 2017 were as follows (in thousands): Tenant Origination and Absorption Costs Above-Market Lease Assets Below-Market Lease Liabilities For the Three Months Ended March 31, For the Three Months Ended March 31, For the Three Months Ended March 31, 2018 2017 2018 2017 2018 2017 Amortization $ (818 ) $ (633 ) $ (8 ) $ (8 ) $ 455 $ 351 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Notes Payable [Abstract] | |
Schedule of Long-term Debt Instruments | As of March 31, 2018 , the Company’s notes payable consisted of the following (dollars in thousands): Book Value as of March 31, 2018 Book Value as of December 31, 2017 Contractual Interest Rate as of March 31, 2018 (1) Effective Interest Rate at March 31, 2018 (1) Payment Type Maturity Date (2) Commonwealth Building Mortgage Loan (3) $ 45,000 $ 41,000 One-month LIBOR + 1.80% 3.47% Interest Only 02/01/2023 Term Loan (4) 72,800 72,800 One-month LIBOR + 2.00% 3.67% Interest Only 11/09/2020 Notes payable principal outstanding $ 117,800 $ 113,800 Deferred financing costs, net (1,205 ) (1,020 ) Notes payable, net $ 116,595 $ 112,780 _____________________ (1) Contractual interest rate represents the interest rate in effect under the loan as of March 31, 2018 . Effective interest rate is calculated as the actual interest rate in effect as of March 31, 2018 (consisting of the contractual interest rate), using interest rate indices as of March 31, 2018 , where applicable. (2) Represents the maturity date as of March 31, 2018 ; subject to certain conditions, the maturity dates of certain loans may be extended beyond the dates shown. (3) On January 18, 2018, the Company refinanced the Commonwealth Building Mortgage Loan. See below, “Recent Financing Transactions - Refinancing of the Commonwealth Building Mortgage Loan.” As of March 31, 2018 , $45.0 million of the Commonwealth Building Mortgage Loan was outstanding and $6.4 million remained available for future disbursements, subject to certain terms and conditions set forth in the loan documents. (4) As of March 31, 2018 , the outstanding balance under the Term Loan consisted of $48.5 million of term commitment and $24.3 million of revolving commitment, which bears interest at a rate per annum equal to 2.0% over one-month LIBOR. The Term Loan is secured by The Offices at Greenhouse, Von Karman Tech and Institute Property. |
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 March 31, 2018 (in thousands): April 1, 2018 through December 31, 2018 $ — 2019 — 2020 72,800 2021 — 2022 — Thereafter 45,000 $ 117,800 |
DERIVATIVE INSTRUMENTS (Tables)
DERIVATIVE INSTRUMENTS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Notional and Fair Value of Interest Rate Swaps | The following table summarizes the notional amount and other information related to the Company’s interest rate swaps as of March 31, 2018 and December 31, 2017 . The notional amount is an indication of the extent of the Company’s involvement in each instrument at that time, but does not represent exposure to credit, interest rate or market risks (dollars in thousands): March 31, 2018 December 31, 2017 Weighted-Average Fix Pay Rate Weighted-Average Remaining Term in Years Derivative Instruments Number of Instruments Notional Amount Number of Instruments Notional Amount Reference Rate as of March 31, 2018 Derivative instruments not designated as hedging instruments Interest Rate Swaps (1) 2 $ 78,533 1 $ 48,533 One-month LIBOR/ 2.36% 3.23 _____________________ (1) Includes a forward interest rate swap in the amount of $48.5 million , which will become effective on November 1, 2018 and maturing on November 1, 2021 and a forward interest rate swap in the amount of $30.0 million , which will become effective on April 1, 2019 and maturing on November 1, 2022. |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table sets forth the fair value of the Company’s derivative instruments as well as their classification on the consolidated balance sheets as of March 31, 2018 and December 31, 2017 (dollars in thousands): March 31, 2018 December 31, 2017 Derivative Instruments Balance Sheet Location Number of Fair Value Number of Fair Value Derivative instruments not designated as hedging instruments Interest Rate Swaps Prepaid expenses and other assets, at fair value 1 $ 723 1 $ 178 Interest Rate Swaps Other liabilities, at fair value 1 $ (173 ) — $ — |
Schedule of Derivative Instruments in Statement of Operations | The following table summarizes the effects of derivative instruments on the Company’s consolidated statements of operations (in thousands): For the Three Months Ended March 31, 2018 2017 Income statement related Derivatives not designated as hedging instruments Unrealized gain on interest rate swaps $ (372 ) $ — Decrease in interest expense as a result of derivatives $ (372 ) $ — |
FAIR VALUE DISCLOSURES (Tables)
FAIR VALUE DISCLOSURES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
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 March 31, 2018 and December 31, 2017 , which carrying amounts generally do not approximate the fair values (in thousands): March 31, 2018 December 31, 2017 Face Value Carrying Amount Fair Value Face Value Carrying Amount Fair Value Financial liabilities: Notes payable $ 117,800 $ 116,595 $ 118,315 $ 113,800 $ 112,780 $ 114,327 |
Schedule of Fair Value Measurements | As of March 31, 2018 , the Company measured the following asset at fair value (in thousands): Fair Value Measurements Using Total Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Recurring Basis: Asset derivative - interest rate swap $ 723 $ — $ 723 $ — Liability derivative - Interest rate swap (173 ) — (173 ) — |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
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 months ended March 31, 2018 and 2017 , respectively, and any related amounts payable as of March 31, 2018 and December 31, 2017 (in thousands). Incurred Payable as of Three Months Ended March 31, 2018 2017 March 31, 2018 December 31, 2017 Expensed Asset management fees (1) $ 456 $ 214 $ 874 $ 418 Reimbursement of operating expenses (2) 53 54 17 18 Property management fees (3) 42 29 20 13 Other Arrangement Advisor advance for cash distributions (4) — — 1,338 1,338 Additional Paid-in Capital Selling commissions — 61 — — Dealer manager fees — 35 — — Stockholder servicing fees (5) — 51 — — Reimbursable other offering costs (6) — 23 — — $ 551 $ 467 $ 2,249 $ 1,787 _____________________ (1) Through August 8, 2017 , the asset management fee payable to the Advisor was a monthly fee equal to one-twelfth of 1.6% of the cost of the Company’s investments, less any debt secured by or attributable to the investments. Beginning on August 9, 2017, the asset management fee is a monthly fee payable to the Advisor in an amount equal to one-twelfth of 1.0% of the cost of the Company’s investments including the portion of the investment that is debt financed. As of March 31, 2018 , the Company had accrued and deferred payment of $0.9 million of asset management fees related to the fourth quarter of 2017 and first quarter of 2018. (2) See “Reimbursable Operating Expenses” below. (3) See “Real Estate Property Co-Management Agreements” below. (4) See “Advance from the Advisor” below. (5) The Public Offering was terminated effective June 30, 2017. Pursuant to the terms of the Class T shares as set forth in the Articles Supplementary and Multiple Class Plan of the Company, the Company ceased accruing for stockholder servicing fees after June 30, 2017 and reversed the amounts previously accrued. (6) See “Organization and Offering Costs” below. |
Schedule of Annual Fee Percentage | Property Name Effective Date Annual Fee Percentage Von Karman Tech Center 07/31/2015 1.50% Commonwealth Building 07/01/2016 1.25% The Offices at Greenhouse 11/14/2016 0.25% Institute Property 11/09/2017 1.00% |
ORGANIZATION (Details)
ORGANIZATION (Details) | Aug. 11, 2015USD ($)individual$ / sharesshares | Mar. 31, 2018USD ($)shares | Dec. 31, 2017USD ($)shares | Mar. 31, 2018USD ($)shares | Mar. 31, 2018USD ($)shares | Oct. 03, 2017shares | Jun. 11, 2015shares | Feb. 04, 2015USD ($) | Jan. 27, 2015$ / sharesshares |
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% | ||||||
Issuance of common stock | $ | $ 1,242,000 | $ 5,421,000 | |||||||
Redemptions of common stock | $ | $ 2,314,000 | $ 1,210,000 | |||||||
Number of individuals who own and control company's sponsor | individual | 2 | ||||||||
Class A | |||||||||
Organizational Structure [Line Items] | |||||||||
Common stock, shares issued (in shares) | 9,010,139 | 9,149,100 | 9,010,139 | 9,010,139 | |||||
Class T | |||||||||
Organizational Structure [Line Items] | |||||||||
Common stock, shares issued (in shares) | 284,605 | 281,537 | 284,605 | 284,605 | |||||
Maximum | Class A | Second Private Placement | |||||||||
Organizational Structure [Line Items] | |||||||||
Shares authorized for issuance | 1,000,000,000 | ||||||||
Common Stock | Public Offering | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock | $ | $ 3,900,000 | ||||||||
Stock issued during period, dividend reinvestment plan | $ | $ 4,000,000 | ||||||||
Common Stock | Class A | |||||||||
Organizational Structure [Line Items] | |||||||||
Shares authorized for dividend reinvestment plan | 5,000,000 | ||||||||
Issuance of common stock (in shares) | 138,111 | 380,538 | |||||||
Issuance of common stock | $ | $ 2,000 | $ 2,000 | |||||||
Redemptions of common stock (in shares) | 277,072 | 145,214 | 422,286 | ||||||
Redemptions of common stock | $ | $ 3,000 | $ 3,500,000 | |||||||
Common Stock | Class A | Private Placement | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock (in shares) | 8,548,972 | ||||||||
Issuance of common stock | $ | $ 172,500 | $ 76,800,000 | |||||||
Stock issued during period, dividend reinvestment plan (in shares) | 74,744 | ||||||||
Stock issued during period, dividend reinvestment plan | $ | $ 700,000 | ||||||||
Shares issued, price per share | $ / shares | $ 8.144 | ||||||||
Shares issued, discount to offering price | 8.50% | ||||||||
Offering, share price (in usd per share) | $ / shares | $ 8.90 | ||||||||
Common Stock | Class A | Private Placement | CFO | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock (in shares) | 21,181.2380 | ||||||||
Common Stock | Class A | Private Placement | President | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock (in shares) | 21,181.2390 | ||||||||
Common Stock | Class A | Public Offering | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock (in shares) | 122,721 | ||||||||
Stock issued during period, dividend reinvestment plan (in shares) | 410,149 | ||||||||
Common Stock | Class A | Second Private Offering | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock (in shares) | 125,322 | ||||||||
Issuance of common stock | $ | $ 1,100,000 | ||||||||
Common Stock | Class T | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock (in shares) | 3,068 | 185,845 | |||||||
Issuance of common stock | $ | $ 0 | $ 2,000 | |||||||
Common Stock | Class T | Public Offering | |||||||||
Organizational Structure [Line Items] | |||||||||
Issuance of common stock (in shares) | 270,415 | ||||||||
Stock issued during period, dividend reinvestment plan (in shares) | 12,417 | ||||||||
Common Stock | Maximum | |||||||||
Organizational Structure [Line Items] | |||||||||
Shares authorized for issuance, value | $ | $ 1,500,000,000 | ||||||||
Shares authorized for dividend reinvestment plan | $ | $ 800,000,000 | ||||||||
Common Stock | Maximum | Class A | |||||||||
Organizational Structure [Line Items] | |||||||||
Shares authorized for issuance | 105,000,000 | ||||||||
KBS Capital Advisors LLC | |||||||||
Organizational Structure [Line Items] | |||||||||
Common stock, shares issued (in shares) | 20,000 | ||||||||
Purchase price per share (in usd per share) | $ / shares | $ 10 |
SUMMARY OF SIGNIFICANT ACCOUN26
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Segments and Revenue) (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018USD ($)segmentproperty | Mar. 31, 2017USD ($) | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Tenant reimbursements | $ 1,128 | $ 779 |
Number of reportable segments | segment | 1 | |
Office Building | ||
Real Estate Properties [Line Items] | ||
Number of real estate properties | property | 4 | |
Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Tenant reimbursements | $ 36 |
SUMMARY OF SIGNIFICANT ACCOUN27
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Stock Dividends) (Details) | 3 Months Ended |
Mar. 31, 2017shares | |
Accounting Policies [Abstract] | |
Common stock dividends, shares, ratio | 0.00249999 |
Stock dividends issued (in shares) | 22,685 |
SUMMARY OF SIGNIFICANT ACCOUN28
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Per Share Data) (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Distribution rate per share per day, declared (in dollars per share) | $ 0.00132452 | $ 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) | 0.11920680 | 0.12328740 |
Class T | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Distributions declared per share (in dollars per share) | $ 0.11920680 | $ 0.09880255 |
SUMMARY OF SIGNIFICANT ACCOUN29
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (EPS Two-class Method) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Net loss | $ (205) | $ (197) | $ (2,199) |
Undistributed net loss | (1,323) | (1,312) | |
Class A | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Net loss | (199) | (189) | |
Less: Common Stock cash distributions declared | 1,084 | 1,099 | |
Undistributed net loss | $ (1,283) | $ (1,288) | |
Net loss per common share, basic and diluted (in dollars per share) | $ (0.02) | $ (0.02) | |
Weighted-average number of common shares outstanding, basic and diluted (in shares) | 9,095,165 | 8,964,835 | |
Class T | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Net loss | $ (6) | $ (8) | |
Less: Common Stock cash distributions declared | 34 | 16 | |
Undistributed net loss | $ (40) | $ (24) | |
Net loss per common share, basic and diluted (in dollars per share) | $ (0.02) | $ (0.05) | |
Weighted-average number of common shares outstanding, basic and diluted (in shares) | 283,592 | 165,947 |
REAL ESTATE (Narrative) (Detail
REAL ESTATE (Narrative) (Details) - Office Building | Mar. 31, 2018ft²property |
Real Estate Properties [Line Items] | |
Number of real estate properties | property | 4 |
Rentable Square Feet | ft² | 683,952 |
Occupancy | 97.00% |
REAL ESTATE (Schedule of Real E
REAL ESTATE (Schedule of Real Estate Investments) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Real Estate Properties [Line Items] | ||
Total real estate, cost | $ 190,862 | $ 190,756 |
Less accumulated depreciation and amortization | (11,567) | (9,627) |
Total real estate, net | $ 179,295 | $ 181,129 |
Von Karman Tech Center | Office Building | ||
Real Estate Properties [Line Items] | ||
Date Acquired or Foreclosed on | Aug. 12, 2015 | |
Total real estate, cost | $ 20,825 | |
Less accumulated depreciation and amortization | (1,833) | |
Total real estate, net | $ 18,992 | |
Commonwealth Building | Office Building | ||
Real Estate Properties [Line Items] | ||
Date Acquired or Foreclosed on | Jun. 30, 2016 | |
Total real estate, cost | $ 76,531 | |
Less accumulated depreciation and amortization | (5,524) | |
Total real estate, net | $ 71,007 | |
The Offices at Greenhouse | Office Building | ||
Real Estate Properties [Line Items] | ||
Date Acquired or Foreclosed on | Nov. 14, 2016 | |
Total real estate, cost | $ 47,241 | |
Less accumulated depreciation and amortization | (3,313) | |
Total real estate, net | $ 43,928 | |
Institute Property | Office Building | ||
Real Estate Properties [Line Items] | ||
Date Acquired or Foreclosed on | Nov. 9, 2017 | |
Total real estate, cost | $ 46,265 | |
Less accumulated depreciation and amortization | (897) | |
Total real estate, net | $ 45,368 |
REAL ESTATE (Assets Concentrati
REAL ESTATE (Assets Concentration Risk) (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018USD ($)ft²$ / ft² | Dec. 31, 2017USD ($) | |
Concentration Risk [Line Items] | ||
Total Real Estate, Net (in thousands) | $ 179,295 | $ 181,129 |
Von Karman Tech Center | Assets, Total | ||
Concentration Risk [Line Items] | ||
Rentable Square Feet | ft² | 101,161 | |
Total Real Estate, Net (in thousands) | $ 18,992 | |
Percentage of Total Assets | 10.10% | |
Annualized Base Rent | $ 2,243 | |
Average Annualized Base Rent per sq. ft. | $ / ft² | 22.83 | |
Occupancy | 97.10% | |
Commonwealth Building | Assets, Total | ||
Concentration Risk [Line Items] | ||
Rentable Square Feet | ft² | 224,122 | |
Total Real Estate, Net (in thousands) | $ 71,007 | |
Percentage of Total Assets | 37.90% | |
Annualized Base Rent | $ 5,575 | |
Average Annualized Base Rent per sq. ft. | $ / ft² | 26.02 | |
Occupancy | 95.60% | |
The Offices at Greenhouse | Assets, Total | ||
Concentration Risk [Line Items] | ||
Rentable Square Feet | ft² | 203,284 | |
Total Real Estate, Net (in thousands) | $ 43,928 | |
Percentage of Total Assets | 23.50% | |
Annualized Base Rent | $ 4,201 | |
Average Annualized Base Rent per sq. ft. | $ / ft² | 20.66 | |
Occupancy | 100.00% | |
Institute Property | Assets, Total | ||
Concentration Risk [Line Items] | ||
Rentable Square Feet | ft² | 155,385 | |
Total Real Estate, Net (in thousands) | $ 45,368 | |
Percentage of Total Assets | 24.20% | |
Annualized Base Rent | $ 3,767 | |
Average Annualized Base Rent per sq. ft. | $ / ft² | 25.37 | |
Occupancy | 95.50% |
REAL ESTATE (Operating Leases)
REAL ESTATE (Operating Leases) (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Operating Leased Assets [Line Items] | |||
Amortization of lease incentives | $ 0.4 | $ 0.2 | |
Deferred rent receivables | 2.2 | $ 1.8 | |
Unamortized lease incentives | 0.2 | 0.2 | |
Other Liabilities | |||
Operating Leased Assets [Line Items] | |||
Security deposit liability | $ 1.1 | $ 1.2 | |
Maximum | |||
Operating Leased Assets [Line Items] | |||
Remaining terms | 9 years 2 months 12 days | ||
Weighted Average | |||
Operating Leased Assets [Line Items] | |||
Remaining terms | 4 years 5 months 12 days |
REAL ESTATE (Future Minimum Ren
REAL ESTATE (Future Minimum Rental Income) (Details) $ in Thousands | Mar. 31, 2018USD ($) |
Real Estate [Abstract] | |
April 1, 2018 through December 31, 2018 | $ 11,109 |
2,019 | 14,132 |
2,020 | 13,292 |
2,021 | 11,527 |
2,022 | 9,808 |
Thereafter | 13,084 |
Future minimum rental income | $ 72,952 |
REAL ESTATE (Concentration Risk
REAL ESTATE (Concentration Risk) (Details) - Customer Concentration Risk $ in Millions | 3 Months Ended |
Mar. 31, 2018USD ($)ft²extension$ / 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 | 19.00% |
Rentable Square Feet | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 21.00% |
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 | 3 Months Ended |
Mar. 31, 2018USD ($)tenant | |
Concentration Risk [Line Items] | |
Number of Tenants | 80 |
Professional, scientific and technical | |
Concentration Risk [Line Items] | |
Number of Tenants | 15 |
Annualized Base Rent | $ | $ 5,972 |
Percentage of Annualized Base Rent | 37.80% |
Information technology | |
Concentration Risk [Line Items] | |
Number of Tenants | 9 |
Annualized Base Rent | $ | $ 2,168 |
Percentage of Annualized Base Rent | 13.70% |
TENANT ORIGINATION AND ABSORP37
TENANT ORIGINATION AND ABSORPTION COSTS, ABOVE-MARKET LEASE ASSETS AND BELOW-MARKET LEASE LIABILITIES (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Tenant Origination and Absorption Costs, Above-Market Lease Assets and Below-Market Lease Liabilities [Abstract] | |||
Tenant Origination And Absorption Costs, Cost | $ 16,849 | $ 17,047 | |
Tenant Origination and Absorption Costs, Accumulated Amortization | (4,100) | (3,480) | |
Tenant Origination and Absorption Costs, Net Amount | 12,749 | 13,567 | |
Tenant Origination and Absorption Costs, Amortization | (818) | $ (633) | |
Above-Market Lease Assets, Cost | 213 | 213 | |
Above-Market Lease Assets, Accumulated Amortization | (41) | (33) | |
Above-Market Lease Assets, Net Amount | 172 | 180 | |
Above-Market Lease Assets, Amortization | (8) | (8) | |
Below-Market Lease Liabilities, Cost | (7,693) | (7,838) | |
Below-Market Lease Liabilities, Accumulated Amortization | 2,238 | 1,928 | |
Below-Market Lease Liabilities, Net Amount | (5,455) | $ (5,910) | |
Below-Market Lease Liabilities, Amortization | $ 455 | $ 351 |
NOTES PAYABLE (Schedule of Long
NOTES PAYABLE (Schedule of Long-term Debt Instruments) (Details) - USD ($) $ in Thousands | Jan. 18, 2018 | Mar. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | |||
Notes payable principal outstanding | $ 117,800 | $ 113,800 | |
Deferred financing costs, net | (1,205) | (1,020) | |
Notes payable, net | 116,595 | 112,780 | |
Term Loan | |||
Debt Instrument [Line Items] | |||
Notes payable principal outstanding | $ 72,800 | 72,800 | |
Effective Interest Rate | 3.67% | ||
Maturity Date | Nov. 9, 2020 | ||
Mortgage | Commonwealth Building Mortgage Loan | |||
Debt Instrument [Line Items] | |||
Notes payable principal outstanding | $ 45,000 | $ 41,000 | |
Effective Interest Rate | 3.47% | ||
Maturity Date | Feb. 1, 2023 | ||
Amount outstanding | $ 45,000 | $ 45,000 | |
Unused borrowing capacity, amount | $ 6,400 | $ 6,400 | |
Mortgage | Commonwealth Building Mortgage Loan | One-month LIBOR | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.80% | 1.80% | |
Secured Debt | Term Loan | |||
Debt Instrument [Line Items] | |||
Amount outstanding | $ 48,500 | ||
Secured Debt | Term Loan | One-month LIBOR | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 2.00% | ||
Secured Debt | Term Loan | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Amount outstanding | $ 24,300 |
NOTES PAYABLE (Narrative) (Deta
NOTES PAYABLE (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Notes Payable [Abstract] | |||
Interest expense | $ 971 | $ 743 | |
Interest payable, current | 400 | $ 300 | |
Amortization of deferred financing costs | 82 | $ 103 | |
Debt refinancing costs | 200 | ||
Interest Rate Swaps | |||
Derivative [Line Items] | |||
Unrealized gain (loss) on derivatives | $ 400 |
NOTES PAYABLE (Schedule of Matu
NOTES PAYABLE (Schedule of Maturities of Long-Term Debt) (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Notes Payable [Abstract] | ||
April 1, 2018 through December 31, 2018 | $ 0 | |
2,019 | 0 | |
2,020 | 72,800 | |
2,021 | 0 | |
2,022 | 0 | |
Thereafter | 45,000 | |
Total notes payable, net | $ 117,800 | $ 113,800 |
NOTES PAYABLE (Recent Financing
NOTES PAYABLE (Recent Financing Transactions) (Details) | Jan. 18, 2018USD ($)extension | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Debt Instrument [Line Items] | |||
Face amount of debt | $ 117,800,000 | $ 113,800,000 | |
Commonwealth Building Mortgage Loan | Mortgages | |||
Debt Instrument [Line Items] | |||
Extinguishment of debt, amount | $ 41,000,000 | ||
Face amount of debt | 51,400,000 | ||
Amount outstanding | 45,000,000 | 45,000,000 | |
Unused borrowing capacity, amount | $ 6,400,000 | $ 6,400,000 | |
Number of extensions | extension | 2 | ||
Extension period | 1 year | ||
Initial interest rate | 3.36% | ||
Stated percentage | 2.05% | ||
LIBOR benchmark to enter into derivative contract | 2.90% | ||
Period to enter into derivative contract | 30 days | ||
LIBOR strike rate for derivative contract | 3.90% | ||
Commonwealth Building Mortgage Loan | Mortgages | One-month LIBOR | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.80% | 1.80% |
DERIVATIVE INSTRUMENTS (Notiona
DERIVATIVE INSTRUMENTS (Notional Amount) (Details) - Derivative instruments not designated as hedging instruments - Interest Rate Swaps $ in Thousands | 3 Months Ended | |
Mar. 31, 2018USD ($)investment | Dec. 31, 2017USD ($)investment | |
Derivative [Line Items] | ||
Number of Instruments | investment | 2 | 1 |
Notional Amount | $ 78,533 | $ 48,533 |
Weighted-Average Fix Pay Rate | 2.36% | |
Weighted-Average Remaining Term in Years | 3 years 2 months 23 days | |
Will become effective on November 1, 2018 | ||
Derivative [Line Items] | ||
Notional Amount | $ 48,500 | |
Will become effective on April 1, 2019 | ||
Derivative [Line Items] | ||
Notional Amount | $ 30,000 | |
Minimum | One-month LIBOR | ||
Derivative [Line Items] | ||
Reference Rate | 2.07% | |
Maximum | One-month LIBOR | ||
Derivative [Line Items] | ||
Reference Rate | 2.82% |
DERIVATIVE INSTRUMENTS (Balance
DERIVATIVE INSTRUMENTS (Balance Sheet) (Details) - Derivative instruments not designated as hedging instruments - Interest Rate Swaps $ in Thousands | Mar. 31, 2018USD ($)Investmentsinvestment | Dec. 31, 2017USD ($)Investmentsinvestment |
Derivative [Line Items] | ||
Number of Instruments | investment | 2 | 1 |
Prepaid Expenses and Other Current Assets | ||
Derivative [Line Items] | ||
Number of Instruments | Investments | 1 | 1 |
Asset, Fair Value | $ | $ 723 | $ 178 |
Other Liabilities | ||
Derivative [Line Items] | ||
Number of Instruments | investment | 1 | 0 |
Liability, Fair Value | $ | $ (173) | $ 0 |
DERIVATIVE INSTRUMENTS (Stateme
DERIVATIVE INSTRUMENTS (Statement of Operations) (Details) - Derivative instruments not designated as hedging instruments - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Derivative [Line Items] | ||
Decrease in interest expense as a result of derivatives | $ (372) | $ 0 |
Interest Rate Swaps | ||
Derivative [Line Items] | ||
Unrealized gains on interest rate swaps | $ (372) | $ 0 |
FAIR VALUE DISCLOSURES (Carryin
FAIR VALUE DISCLOSURES (Carrying Amounts of Notes Payable) (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes payable, Face Value | $ 117,800,000 | $ 113,800,000 |
Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes payable, Value | 116,595,000 | 112,780,000 |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes payable, Value | $ 118,315,000 | $ 114,327,000 |
FAIR VALUE DISCLOSURES (Schedul
FAIR VALUE DISCLOSURES (Schedule of Assets and Liabilities at Fair Value) (Details) - Recurring Basis - Interest Rate Swaps $ in Thousands | Mar. 31, 2018USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Asset derivative | $ 723 |
Liability derivative | (173) |
Quoted Prices in Active Markets for Identical Assets (Level 1) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Asset derivative | 0 |
Liability derivative | 0 |
Significant Other Observable Inputs (Level 2) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Asset derivative | 723 |
Liability derivative | (173) |
Significant Unobservable Inputs (Level 3) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Asset derivative | 0 |
Liability derivative | $ 0 |
RELATED PARTY TRANSACTIONS (Rel
RELATED PARTY TRANSACTIONS (Related-party Costs) (Details) - USD ($) $ in Thousands | Aug. 09, 2017 | Aug. 08, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Dec. 31, 2017 |
Related Party Transaction [Line Items] | ||||||
Payable as of | $ 2,249 | $ 2,249 | $ 1,787 | |||
Advisor and Dealer Manager | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred | 551 | $ 467 | ||||
Payable as of | 2,249 | 2,249 | 1,787 | |||
Advisor and Dealer Manager | Asset management fees | ||||||
Related Party Transaction [Line Items] | ||||||
Expenses | 456 | 214 | ||||
Payable as of | 874 | 874 | 418 | |||
Advisor and Dealer Manager | Reimbursement of operating expenses | ||||||
Related Party Transaction [Line Items] | ||||||
Expenses | 53 | 54 | ||||
Payable as of | 17 | 17 | 18 | |||
Advisor and Dealer Manager | Property management fees | ||||||
Related Party Transaction [Line Items] | ||||||
Expenses | 42 | 29 | ||||
Payable as of | 20 | 20 | 13 | |||
Advisor and Dealer Manager | Advisor advance for cash distributions | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred | 0 | 0 | ||||
Payable as of | 1,338 | 1,338 | 1,338 | |||
Advisor and Dealer Manager | Selling commissions | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred | 0 | 61 | ||||
Payable as of | 0 | 0 | 0 | |||
Advisor and Dealer Manager | Dealer manager fees | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred | 0 | 35 | ||||
Payable as of | 0 | 0 | 0 | |||
Advisor and Dealer Manager | Stockholder servicing fees | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred | 0 | 51 | ||||
Payable as of | 0 | 0 | 0 | |||
Advisor and Dealer Manager | Reimbursable other offering costs | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred | 0 | $ 23 | ||||
Payable as of | $ 0 | 0 | $ 0 | |||
KBS Capital Advisors LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Deferred payment | $ 900 | |||||
KBS Capital Advisors LLC | Cost of Investments | ||||||
Related Party Transaction [Line Items] | ||||||
Property management fee, percent fee | 1.00% | 1.60% |
RELATED PARTY TRANSACTIONS (Nar
RELATED PARTY TRANSACTIONS (Narrative) (Details) - USD ($) | 3 Months Ended | ||||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | Aug. 09, 2017 | Aug. 08, 2017 | |
Related Party Transaction [Line Items] | |||||
Payment for administrative fees | $ 52,999 | $ 52,342 | |||
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% | ||||
Due to affiliates | 2,249,000 | $ 1,787,000 | |||
Private Placement | |||||
Related Party Transaction [Line Items] | |||||
Other organization and offering costs | 1,500,000 | ||||
KBS Capital Advisors LLC | |||||
Related Party Transaction [Line Items] | |||||
Due to affiliates | 1,300,000 | ||||
KBS Capital Advisors LLC | Public Offering | |||||
Related Party Transaction [Line Items] | |||||
Offering costs, other than selling commissions and dealer manager fees | 4,400,000 | ||||
Organization and offering costs | $ 39,358 | ||||
KBS Capital Advisors LLC | Public Offering | Minimum | |||||
Related Party Transaction [Line Items] | |||||
Reimbursable offering costs determination, gross offering costs, percentage | 1.00% | ||||
KBS Capital Advisors LLC | Second Private Placement | |||||
Related Party Transaction [Line Items] | |||||
Amounts of transaction | $ 3,400,000 | ||||
KBS Capital Advisors LLC | |||||
Related Party Transaction [Line Items] | |||||
Acquisition advisory fee, percent | 0.083% | 0.133% |
RELATED PARTY TRANSACTIONS (Rea
RELATED PARTY TRANSACTIONS (Real Estate Property Co-Management Agreement) (Details) - KBS Management Group, LLC | 3 Months Ended |
Mar. 31, 2018 | |
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% |
Institute Property | |
Related Party Transaction [Line Items] | |
Annual Fee Percentage | 1.00% |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Thousands | May 07, 2018 | May 01, 2018 | Apr. 04, 2018 | Apr. 02, 2018 | Mar. 09, 2018 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 |
Subsequent Event [Line Items] | ||||||||
Distributions declared | $ 1,118 | $ 4,583 | ||||||
Distribution rate per share per day, declared (in dollars per share) | $ 0.00132452 | $ 0.00136986 | ||||||
Dividend Declared | ||||||||
Subsequent Event [Line Items] | ||||||||
Distribution rate per share per day, declared (in dollars per share) | $ 0.00132452 | |||||||
Subsequent Event | Dividend Paid | ||||||||
Subsequent Event [Line Items] | ||||||||
Distributions declared | $ 400 | $ 400 | ||||||
Subsequent Event | Dividend Declared | ||||||||
Subsequent Event [Line Items] | ||||||||
Distribution rate per share per day, declared (in dollars per share) | $ 0.00144493 | $ 0.00012041 |