Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Jul. 13, 2017 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | Rich Uncles Real Estate Investment Trust I | |
Entity Central Index Key | 1,672,754 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 8,357,951 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Real estate investments: | ||
Land | $ 23,234,397 | $ 12,800,088 |
Buildings and improvements | 57,811,683 | 25,652,422 |
Tenant origination and absorption costs | 7,629,436 | 2,894,046 |
Total real estate investments, cost | 88,675,516 | 41,346,556 |
Accumulated depreciation and amortization | (2,756,977) | (713,268) |
Total real estate investments, net | 85,918,539 | 40,633,288 |
Cash and cash equivalents | 15,667,126 | 2,102,868 |
Cash held in escrow | 0 | 4,296,000 |
Above-market leases, net | 255,559 | 272,335 |
Distributions receivable from limited partnerships (Note 6) | 0 | 1,252,051 |
Due from affiliates | 32,923 | 8,662 |
Purchase and other deposits | 1,046,000 | 217,000 |
Other assets | 602,355 | 137,151 |
TOTAL ASSETS | 103,522,502 | 48,919,355 |
LIABILITIES AND SHAREHOLDERS' EQUITY | ||
Mortgage notes payable, net | 21,046,488 | 6,197,946 |
Unsecured credit facility, net | 0 | 8,032,181 |
Accounts payable, accrued expenses and other liabilities | 979,196 | 507,314 |
Sales deposit liability (Note 5) | 1,000,000 | 0 |
Share repurchase payable | 857,901 | 261,312 |
Below-market lease, net | 3,758,535 | 770,685 |
Due to affiliates | 474,028 | 269,178 |
Interest rate swap derivatives | 462,557 | 0 |
TOTAL LIABILITIES | 28,578,705 | 16,038,616 |
Redeemable common stock | 1,116,077 | 0 |
Common stock $0.01 par value, 10,000,000, shares authorized, 8,220,835 shares issued and outstanding as of September 30, 2016 and 3,452,384 shares issued and outstanding as of December 31, 2015 | 82,209 | 34,524 |
Additional paid-in-capital | 80,201,826 | 34,277,669 |
Cumulative distributions and net losses | (6,456,315) | (1,431,454) |
TOTAL SHAREHOLDERS' EQUITY | 73,827,719 | 32,880,739 |
Commitments and contingencies (Note 11) | ||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 103,522,502 | $ 48,919,355 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2016 | Dec. 31, 2015 |
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Common Stock, Shares, Issued | 8,220,835 | 3,452,384 |
Common Stock, Shares, Outstanding | 8,220,835 | 3,452,384 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenue: | ||||
Rental income | $ 1,745,456 | $ 227,011 | $ 3,786,860 | $ 518,072 |
Tenant recoveries | 172,433 | 1,003 | 376,389 | 2,003 |
Total revenue | 1,917,889 | 228,014 | 4,163,249 | 520,075 |
Expenses: | ||||
Fees to affiliates (Note 10) | 385,260 | 16,326 | 1,078,886 | 35,349 |
General and administrative | 349,504 | 195,218 | 1,884,801 | 751,174 |
Depreciation and amortization | 945,335 | 138,327 | 2,093,966 | 330,232 |
Interest expense | 124,606 | 33,444 | 1,059,278 | 119,969 |
Property expenses | 174,528 | 17,229 | 432,484 | 45,697 |
Acquisition costs | 59,600 | 0 | 135,822 | 0 |
Total expenses | 2,038,833 | 400,544 | 6,685,237 | 1,282,421 |
Other income: | ||||
Interest income | 70 | 0 | 121 | 55 |
Other non-operating income | 0 | 22,129 | 0 | 53,863 |
Total other income | 70 | 22,129 | 121 | 53,917 |
Net loss | $ (120,874) | $ (150,401) | $ (2,521,867) | $ (708,429) |
Net loss per share, basic and diluted | $ (0.01) | $ (0.09) | $ (0.41) | $ (0.66) |
Weighted-average number of common shares outstanding, basic and diluted | 8,123,880 | 1,681,624 | 6,166,637 | 1,066,683 |
Dividends declared per common share | $ 0.1875 | $ 0.1875 | $ 0.3750 | $ 0.3750 |
Condensed Consolidated Stateme5
Condensed Consolidated Statement of Shareholders' Equity - 9 months ended Sep. 30, 2016 - USD ($) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Cumulative Distributions and Net Losses [Member] |
Balance at Dec. 31, 2015 | $ 32,880,739 | $ 34,524 | $ 34,277,669 | $ (1,431,454) |
Balance (in shares) at Dec. 31, 2015 | 3,452,384 | |||
Issuance of common stock | 49,406,246 | $ 49,406 | 49,356,840 | 0 |
Issuance of common stock (in shares) | 4,940,625 | |||
Dividends declared | (2,502,994) | $ 0 | 0 | (2,502,994) |
Common stock awarded for services | 57,431 | $ 57 | 57,374 | 0 |
Common stock awarded for services (In Shares) | 5,743 | |||
Repurchase of common stock | (1,779,163) | $ (1,779) | (1,777,384) | 0 |
Repurchase of common stock (in shares) | (177,916) | |||
Net loss | (2,521,867) | $ 0 | 0 | (2,521,867) |
Transfers to redeemable common stock | (1,712,673) | (1,712,673) | 0 | |
Balance at Sep. 30, 2016 | $ 73,827,719 | $ 82,209 | $ 80,201,826 | $ (6,456,315) |
Balance (in shares) at Sep. 30, 2016 | 8,220,835 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (2,521,867) | $ (708,429) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 2,093,966 | 330,232 |
Common stock awarded for services | 57,431 | 0 |
Straight-line rents | (386,750) | (14,550) |
Amortization of deferred financing costs | 88,371 | 16,953 |
Amortization of above-market lease | 16,776 | 0 |
Amortization of below-market leases | (310,262) | (11,887) |
Distributions from earnings in limited partnerships | 21,193 | 0 |
Unrealized losses on interest rate swaps | 462,557 | 0 |
Expensed organization and offering costs | 1,562,602 | 840,161 |
Expensed acquisition fees and costs | 913,689 | 0 |
Changes in operating assets and liabilities: | ||
Due from affiliate | 0 | (3,100) |
Other assets | (111,977) | (1,968) |
Accounts payable, accrued expenses and other liabilities | 471,881 | 17,528 |
Due to affiliates | (55,368) | 22,844 |
Net cash provided by operating activities | 2,302,242 | 487,784 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Acquisition of real estate | (39,231,597) | (10,219,952) |
Payment of acquisition fees and costs | (880,766) | 0 |
Refundable purchase deposits and other acquisition costs | (5,655,250) | (2,100,000) |
Distributions of sales proceeds from limited partnerships | 1,230,858 | 0 |
Website development and trademark | 0 | (152,131) |
Net cash used in investing activities | (44,536,755) | (12,472,083) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from mortgage note payable | 15,715,000 | 0 |
Cash held in escrow from mortgage financing | 4,296,000 | 0 |
Principal payments on mortgage note payable | (182,427) | (27,712) |
Borrowings on unsecured credit facility | 0 | 4,580,000 |
Repayments of unsecured credit facility | (8,044,432) | (4,580,000) |
Payment of deferred financing costs | (665,046) | (8,500) |
Proceeds from sale of an interest in real property recorded as a financing transaction | 1,000,000 | 0 |
Proceeds from issuance of common stock | 47,599,714 | 19,057,570 |
Payment of organization and offering costs | (1,444,407) | (538,428) |
Repurchase of common stock | (1,779,170) | (173,014) |
Dividends paid to common shareholders | (696,461) | (93,823) |
Net cash provided by financing activities | 55,798,771 | 18,216,094 |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 13,564,258 | 6,231,795 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 2,102,868 | 200,403 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | 15,667,126 | 6,432,198 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid for interest | 431,859 | 110,474 |
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES: | ||
Transfers to redeemable common stock | 1,712,673 | 0 |
Increase in share redemptions payable | 596,588 | 0 |
Reinvested dividends from common shareholders | 1,806,488 | 173,651 |
Purchase deposits applied to acquisition of real estate | 4,809,250 | 1,400,000 |
Security deposits assumed and prorations from acquisitions | $ 290,751 | $ 281,817 |
BUSINESS AND ORGANIZATION
BUSINESS AND ORGANIZATION | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Business Description and Basis of Presentation [Text Block] | Rich Uncles Real Estate Investment Trust I (the “Company”) was formed on March 7, 2012. The Company is an unincorporated association under the laws of the State of California and is treated as a real estate investment trust (“REIT”). From April 2012 until July 20, 2016 (“Termination Date”), the Company was engaged in an offering of its shares of common stock. The offering was made to California-only investors and was, therefore exempt from registration under the Securities Act of 1933, as amended. The Company continues to sell its shares to existing shareholders under the Company’s dividend reinvestment plan (the “Plan”). The number of shares authorized for issuance under the Company’s Plan is 3,000,000 Additionally, no later than the 10 th On April 29, 2016, the Company filed a registration statement on Form 10 with the Securities and Exchange Commission (the “SEC”) to register its common stock under the Securities Exchange Act of 1934, as amended. The Form 10 registration statement became effective on May 29, 2016. The Company was formed to primarily invest, directly or indirectly through investments in real estate owning entities, in single-tenant income-producing corporate properties located 80% in California and 20% in other states, which are leased to creditworthy tenants under long-term net leases. The Company’s goal is to generate current income for investors and long-term capital appreciation in the value of its properties. The Company holds its investments directly and/or through special purpose wholly owned limited liability companies or other subsidiaries. The Company holds its 70.14 The Company is externally managed by its advisor and sponsor, Rich Uncles, LLC (the “Advisor” or the “Sponsor”) whose members include Harold Hofer, Howard Makler, and Ray Wirta. Rich Uncles, LLC is a Delaware limited liability company registered to do business in California. The Company has entered into an agreement (the “Advisory Agreement”) with the Advisor. The current term of the Advisory Agreement ends on March 8, 2018. The Advisory Agreement may be renewed for an unlimited number of successive one-year periods upon the mutual consent of the Company and the Advisor. The Advisor may terminate the Advisory Agreement for any reason and without penalty upon 60 days’ written notice; and we may terminate the Advisory Agreement for cause as defined in the Advisory Agreement. Upon termination of the Advisory Agreement, the Advisor may be entitled to a termination fee. This agreement entitles the Advisor to specified fees upon the provision of certain services with regard to the investment of funds in real estate investments, the management of those investments, among other services, and the disposition of investments, as well as entitles the Advisor to reimbursement of organization and offering costs incurred by the Advisor or Sponsor on behalf of the Company, such as expenses related to the Offering, and certain costs incurred by the Advisor in providing services to the Company. In addition, the Advisor is entitled to certain other fees, including an incentive fee upon achieving certain performance goals, as detailed in the Advisory Agreement. The Advisor Agreement is terminable by a majority of the Company’s independent Board of Trustees or the Advisor on 60 days’ written notice with or without cause. The Sponsor also serves as the sponsor for Rich Uncles NNN REIT, Inc. The Company elected to be taxed as a REIT for U.S. federal income tax purposes under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended, beginning with the year ended December 31, 2014. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information as contained in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“Codification”), and in conjunction with 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 certain information and footnote disclosures required by GAAP for audited financial statements. In the opinion of management, the unaudited condensed consolidated financial statements reflect all adjustments which are of a normal and recurring nature, necessary for a fair and consistent presentation of the financial position and the results for the interim period presented. Operating results for the three and nine months ended September 30, 2016 are not necessarily indicative of the results that may be expected for the year ended December 31, 2016. The accompanying unaudited interim financial information should be read in conjunction with our December 31, 2015 audited financial statements included in our Form 10, as amended, filed with the SEC on February 10, 2017. The unaudited condensed consolidated financial statements include the accounts of the Company and directly wholly owned subsidiaries. All significant intercompany balances and transactions are eliminated in consolidation. For all periods presented, other comprehensive loss is the same as net loss. Cash held in escrow represents the proceeds from mortgage notes payable that are in transit at the balance sheet date. Real Estate Acquisition Valuation The Company records an acquisition that meet the definition of a business as a business combination. If the acquisition does not meet the definition of a business, the Company records the acquisition as an asset acquisition. Under both methods, all assets acquired and liabilities assumed are measured based on their acquisition-date fair values. Transaction costs that are related to a business combination are expensed as incurred. Transaction costs that are related to an asset acquisition are capitalized as incurred. The Company assesses the acquisition date fair values of all tangible assets, identifiable intangibles, and assumed liabilities using methods similar to those used by independent appraisers, generally utilizing a discounted cash flow analysis that applies appropriate discount and/or capitalization rates and available market information. Estimates of future cash flows are based on a number of factors, including historical operating results, known and anticipated trends, and market and economic conditions. The fair value of tangible assets of an acquired property considers the value of the property as if it were vacant. The Company records above-market and below-market in-place lease values for acquired properties based on the present value (using a discount rate that reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) management’s estimate of fair market lease rates for the corresponding in-place leases, measured over a period equal to the remaining noncancelable term of above-market in-place leases and for the initial term plus any extended term for any leases with below-market renewal options. The Company amortizes any recorded above-market or below-market lease values as a reduction or increase, respectively, to rental income over the remaining noncancelable terms of the respective lease, including any below-market renewal periods. The Company estimates the value of tenant origination and absorption costs by considering the estimated carrying costs during hypothetical expected lease-up periods, considering current market conditions. In estimating carrying costs, the Company includes real estate taxes, insurance, and other operating expenses and estimates of lost rentals at market rates during the expected lease up periods. The Company amortizes the value of tenant origination and absorption costs to amortization expense over the remaining noncancelable term of the respective lease. Estimates of the fair value of the tangible assets, identifiable intangibles, and assumed liabilities require the Company to make significant assumptions to estimate market lease rates, property operating expenses, carrying costs during lease-up periods, discount rates, market absorption periods, and the number of years the property will be held for investment. Therefore, the Company classifies these inputs as Level 3 inputs. The use of inappropriate assumptions would result in an incorrect valuation of the Company’s acquired tangible assets, identifiable intangibles and assumed liabilities, which would impact the amount of the Company’s net income (loss). Real estate costs related to the acquisition and improvement of properties are capitalized and depreciated or amortized over the expected useful life of the asset on a straight-line basis. Repair and maintenance costs include all costs that do not extend the useful life of the real estate asset and are expensed as incurred. Significant replacements and betterments are capitalized. The Company anticipates the estimated useful lives of its assets by class to be generally as follows: ⋅ Buildings ⋅ 15 52 ⋅ Site/building improvements ⋅ 5 21 ⋅ Tenant improvements ⋅ Shorter of 15 ⋅ Tenant origination and absorption costs, and above-/below-market lease intangibles ⋅ Remaining contractual lease term with consideration as to above- and below-market extension options for above- and below-market lease intangibles The Company continually monitors events and changes in circumstances that could indicate that the carrying amounts of real estate and related intangible assets may not be recoverable. When indicators of potential impairment are present that indicate that the carrying amounts of real estate and related intangible assets may not be recoverable, management assesses whether the carrying value of the assets will be recovered through the future undiscounted operating cash flows expected from the use of and eventual disposition of the property. If, based on the analysis, the Company does not believe that it will be able to recover the carrying value of the asset, the Company will record an impairment charge to the extent the carrying value exceeds the estimated fair value of the asset. As of September 30, 2016 and 2015, the Company did not record any impairment charges related to its real estate investments. Deferred financing costs represent commitment fees, financing coordination fees paid to Advisor, loan fees, legal fees, and other third-party costs associated with obtaining financing and are presented on the balance sheet as a direct deduction from the carrying value of the associated debt liability. These costs are amortized to interest expense over the terms of the respective financing agreements using the interest method. Unamortized deferred financing costs are generally expensed when the associated debt is refinanced or repaid before maturity unless specific rules are met that would allow for the carryover of such costs. Costs incurred in seeking financing transactions that do not close are expensed in the period in which it is determined that the financing will not close. Unamortized deferred financing costs related to revolving credit facilities are reclassified to presentation as an asset in periods where there are no outstanding borrowings under the facility. The Company recognizes rental income from tenants under operating leases on a straight-line basis over the noncancelable term of the lease when collectability of such amounts is reasonably assured. Recognition of rental income on a straight-line basis includes the effects of rental abatements, lease incentives and fixed and determinable increases in lease payments over the lease term. If the lease provides for tenant improvements, management of the Company determines whether the tenant improvements, for accounting purposes, are owned by the tenant or by the Company. When the Company is the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the physical use of the leased asset until the tenant improvements are substantially completed. When the tenant is the owner of the tenant improvements, any tenant improvement allowance (including amounts that the tenant can take in the form of cash or a credit against its rent) that is funded is treated as a lease incentive and amortized as a reduction of revenue over the lease term. Tenant improvement ownership is determined based on various factors including, but not limited to: ⋅ whether the lease stipulates how a tenant improvement allowance may be spent; ⋅ whether the amount of a tenant improvement allowance is in excess of market rates; ⋅ whether the tenant or landlord retains legal title to the improvements at the end of the lease term; ⋅ whether the tenant improvements are unique to the tenant or general-purpose in nature; and ⋅ whether the tenant improvements are expected to have any residual value at the end of the lease. Tenant reimbursements of real estate taxes, insurance, repairs and maintenance, and other operating expenses are recognized as revenue in the period the expenses are incurred and presented gross if the Company is the primary obligor and, with respect to purchasing goods and services from third-party suppliers, has discretion in selecting the supplier and bears the associated credit risk. The Company evaluates the collectability of rents and other receivables on a regular basis based on factors including, among others, payment history, the operations, the asset type, and current economic conditions. If the Company’s evaluation of these factors indicates it may not recover the full value of the receivable, it provides an allowance against the portion of the receivable that it estimates may not be recovered. This analysis requires the Company to determine whether there are factors indicating a receivable may not be fully collectable and to estimate the amount of the receivable that may not be collected. In addition, with respect to tenants in bankruptcy, management makes estimates of the expected recovery of pre-petition and post-petition claims in assessing the estimated collectability of the related receivable. In some cases, the ultimate resolution of these claims can exceed one year. When a tenant is in bankruptcy, the Company will record a bad debt allowance for the tenant’s receivable balance and generally will not recognize subsequent rental revenue until cash is received or until the tenant is no longer in bankruptcy and has the ability to make rental payments. Real estate sales are accounted for in accordance with ASC 360. The Company has a share repurchase program. When the Company became a SEC reporting company on May 29, 2016, it became subject to the SEC’s regulation limiting the maximum amount of shares that can be repurchased to 5% of the weighted average outstanding shares for the past twelve months. The maximum dollar amount that the Company can be required to repurchase at the balance sheet date is recorded as redeemable common stock. The Company has adopted the Plan through which common shareholders may elect to reinvest any amount up to the distributions declared on their shares in additional shares of the Company’s common stock in lieu of receiving cash distributions. Participants in the dividend reinvestment plan will acquire common stock at a price per share equal to the price to acquire a share of common stock in the offering. The Company enters into derivative instruments for risk management purposes to hedge its exposure to cash flow variability caused by changing interest rates on its variable rate mortgage notes payable. The Company records these derivative instruments at fair value in the accompanying consolidated balance sheets. The company’s mortgage derivative instruments do not meet the hedge accounting criteria and therefore the changes in fair value are recorded as gain or loss on derivative instruments in the accompanying consolidated statement of operations. Advertising costs relating to the Offering are expensed as incurred. Advertising costs expensed were $ 280,468 307,710 1,483,033 840,161 At September 30, 2016, with one exception, the Company was invested in single-tenant income-producing properties. The Company’s real estate properties exhibit similar long-term financial performance and have similar economic characteristics to each other. As of September 30, 2016 and December 31, 2015, the Company aggregated its investments in real estate into one reportable segment. Basic earnings per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted earnings per share of common stock equals basic earnings per share of common stock as there were no potentially dilutive securities outstanding for the three and six months periods ended September 30, 2016 and 2015. The preparation of the unaudited condensed 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 unaudited condensed consolidated financial statements and accompanying notes. Actual results may differ from those estimates. New Accounting Standards Issued and Adopted In April 2015, the FASB issued Accounting Standard Update (“ASU”) No. 2015-03, Interest Imputation of Interest (Subtopic 835-30) Interest - Imputation of Interest (Subtopic 835-30), Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements (Subtopic 205-40) Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue Recognition (Topic 605) Leases (Topic 840). Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) |
RESTATEMENTS
RESTATEMENTS | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Accounting Changes and Error Corrections [Text Block] | NOTE 3. RESTATEMENTS Restatement of December 31, 2015 Financial Statements In connection with the preparation of its June 30, 2016 consolidated financial statements, the Company identified and corrected several errors that where primarily related to business combinations being accounted for as asset acquisitions, accruing dividends before their declaration date, accruing organization and offering costs in excess of the 3 when there was not a strategic shift, and recording share repurchases payable. The Company also retrospectively As a result of adopting ASU 2016-15 on October 1, 2016, the Company classified organizational and offering costs as financing activities and acquisition fees and costs as investing activities. As Previously Restated Balance Sheet Total real estate investments, net $ 40,527,230 $ 40,633,288 All other assets 8,000,804 8,286,067 Total assets $ 48,528,034 $ 48,919,355 Dividends payable $ 542,030 $ - Below-market leases, net - 770,685 Share repurchases payable - 261,312 Due to affiliates 753,888 269,178 All other liabilities 14,799,509 14,737,441 Total liabilities 16,095,427 16,038,616 Common stock 34,582 34,524 Additional paid-in capital 34,721,362 34,277,669 Shareholders' distributions (1,214,135) - Treasury stock (232,106) - Cumulative distributions and net losses (877,096) (1,431,454) Total stockholders’ equity 32,432,607 32,880,739 Total liabilities and shareholders' equity $ 48,528,034 $ 48,919,355 Restatement of September 30, 2015 Financial Statements The restatement of the September 30, 2016 Financial Statements in addition to the errors corrected in the restatement of the December 31, 2015 Financial Statements. 5 of the restatement As Previously Restated Balance Sheet Total real estate investments, net $ 88,061,495 $ 85,918,539 Below-market leases, net (3,803,942) - All other assets 16,641,609 17,603,963 Total assets $ 100,899,162 $ 103,522,502 Below-market leases, net - 3,758,535 Sales deposit liability - 1,000,000 Derivatives liability - 462,557 All other liabilities 23,341,343 23,357,613 Total liabilities 23,341,343 28,578,705 Redeemable common stock - 1,116,077 Common stock 84,218 82,209 Additional paid-in capital 84,131,172 80,201,826 Shareholders' distributions (3,176,034) - Treasury stock (2,011,269) - Cumulative distributions and net losses (1,470,269) (6,456,315) Total stockholders’ equity 77,557,818 73,827,719 Total liabilities and shareholders' equity $ 100,899,162 $ 103,522,502 Statement of Operations for the three months ended September 30, 2016 Total Revenue $ 1,566,313 $ 1,917,889 Expenses Depreciation and amortization 755,951 945,335 General and administrative 116,045 349,504 Interest expense 376,539 124,606 All other expenses 588,271 619,388 Total expenses 1,836,806 2,038,833 Other income 70 70 Net loss $ (270,422) $ (120,874) Net loss per share basic and diluted $ (0.03) $ (0.01) Weighted average shares 7,995,670 8,123,880 As Previously Restated Statement of Operations for the nine months ended September 30, 2016 Total Revenue $ 3,556,167 $ 4,163,249 Expenses Depreciation and amortization 1,551,354 2,093,966 General and administrative 760,119 1,884,801 Interest expense 618,626 1,059,278 Property expenses 47,637 432,484 All other expenses 1,331,181 1,214,708 Total expenses 4,308,917 6,685,237 Interest income 121 121 Gain on sale of real estate properties 159,458 - Total other income 159,579 121 Net loss $ (593,170) $ (2,521,867) Net loss per share basic and diluted $ (0.10) $ (0.41) Weighted average shares 6,108,047 6,166,637 Statement of Cash Flows Net cash provided by operating activities $ 1,050,000 $ 2,404,456 Net cash provided by investing activities $ (38,858,134) $ (44,638,969) Net cash provided by financing activities $ 51,319,838 $ 55,798,771 |
REAL PROPERTY INVESTMENTS
REAL PROPERTY INVESTMENTS | 9 Months Ended |
Sep. 30, 2016 | |
Real Estate [Abstract] | |
Real Estate Disclosure [Text Block] | NOTE 4. REAL PROPERTY INVESTMENTS As of September 30, 2016, the Company’s real estate investment portfolio consisted of seventeen properties in three states consisting of ten retail, four office, and three industrial properties. Tenant Origination Accumulated Total Real Land, and Depreciation Estate Acquisition Property Buildings and Absorption and Investments, Property Location Date Type Improvements Costs Amortization net Chase Bank & Great Clips Antioch, CA 8/22/2014 Retail $ 3,160,035 $ 668,200 $ (679,869) $ 3,148,366 Chevron Gas Station Rancho Cordova, CA 2/6/2015 Retail 2,600,000 - (117,390) 2,482,610 Chevron Gas Station San Jose, CA 5/29/2015 Retail 2,775,000 - (53,299) 2,721,701 Levins Sacramento, CA 8/19/2015 Industrial 3,750,000 - (239,489) 3,510,511 Chevron Gas Station (See Note 5) Roseville, CA 9/30/2015 Retail 2,800,000 - (99,547) 2,700,453 Island Pacific Supermarket Elk Grove, CA 10/1/2015 Retail 3,151,460 568,540 (164,222) 3,555,778 Dollar General Bakersfield, CA 11/11/2015 Retail 4,632,567 689,020 (168,035) 5,153,552 Rite Aid Lake Elsinore, CA 12/7/2015 Retail 6,663,449 968,285 (188,872) 7,442,862 PMI Preclinical San Carlos, CA 12/9/2015 Office 8,920,000 - (162,769) 8,757,231 EcoThrift Sacramento, CA 3/17/2016 Retail 4,486,993 541,729 (131,195) 4,897,527 GSA (MSHA) Vacaville, CA 4/5/2016 Office 2,998,232 456,645 (64,041) 3,390,836 PreK San Antonio San Antonio, TX 4/8/2016 Retail 11,851,540 1,593,451 (418,511) 13,026,480 Dollar Tree Morrow, GA 4/22/2016 Retail 1,248,156 206,844 (41,945) 1,413,055 Dinan Cars Morgan Hill, CA 6/21/2016 Industrial 4,651,845 654,155 (110,900) 5,195,100 Solar Turbines San Diego, CA 7/20/2016 Office 5,481,198 389,718 (39,409) 5,831,507 Amec Foster San Diego, CA 7/20/2016 Office 5,697,402 485,533 (40,640) 6,142,295 ITW Ripley El Dorado, CA 8/18/2016 Industrial 6,178,203 407,316 (36,844) 6,548,675 $ 81,046,080 $ 7,629,436 $ (2,756,977) $ 85,918,539 The following table provides summary information regarding the Company’s properties as of December 31, 2015: Property Land, Tenant Accumulated Total Real Chase Bank & Great Clips $ 3,160,035 $ 668,200 $ (439,915) $ 3,388,320 Chevron Gas Station 2,600,000 $ (63,210) $ 2,536,790 Chevron Gas Station 2,775,000 $ (24,227) $ 2,750,773 Levins 3,750,000 $ (79,830) $ 3,670,170 Chevron Gas Station 2,800,000 $ (27,873) $ 2,772,127 Island Pacific Supermarket 3,151,460 568,540 $ (35,700) $ 3,684,300 Dollar General 4,632,567 689,020 $ (24,005) $ 5,297,582 Rite Aid 6,663,448 968,286 $ (9,941) $ 7,621,793 PMI Preclinical 8,920,000 $ (8,567) $ 8,911,433 $ 38,452,510 $ 2,894,046 $ (713,268) $ 40,633,288 Current Acquisitions Land, building Tenant origination Below- Purchase Property and improvements and absorption costs market leases price EcoThrift $ 4,486,993 $ 541,729 $ (278,722) $ 4,750,000 GSA (MSHA) 2,998,232 456,645 (279,877) 3,175,000 PreK San Antonio 11,851,540 1,593,451 (2,594,992) 10,849,999 Dollar Tree 1,248,156 206,844 - 1,455,000 Dinan Cars 4,651,845 654,155 - 5,306,000 Solar Turbines 5,481,198 389,718 - 5,870,916 Amec Foster 5,697,402 485,532 - 6,182,934 ITW Ripley 6,178,204 407,316 (144,521) 6,440,999 $ 42,593,570 $ 4,735,390 $ (3,298,112) $ 44,030,848 Purchase price $ 44,030,848 Purchase deposits applied (4,508,500) Security deposits assumed and proration (290,751) $ 39,231,597 The purchase price allocations reflected in the accompanying condensed consolidated financial statements are based upon estimates and assumptions that are subject to change within the measurement period for business combinations (up to one year from the acquisition date pursuant to ASC 805) that may impact the fair value of the assets and liabilities above (including real estate investments, other assets and accrued liabilities). The expiration of the leases of the Properties acquired during the nine months ended September 30, 2016 are as follows: Property Lease Expiration EcoThrift 2/28/2026 GSA (MSHA) 8/24/2026 PreK San Antonio 7/31/2021 Dollar Tree 7/31/2025 Dinan Cars 4/30/2023 ITW Ripley 8/1/2022 Solar Turbines 7/31/2021 Amec Foster 2/28/2021 The Company recorded these acquisitions as business combinations and expensed $ 326,747 913,689 1,052,510 1,644,081 Operating Leases The Company’s real estate properties are primarily leased to tenants under triple-net leases for which terms and expirations vary. The Company monitors the credit of all tenants to stay abreast of any material changes in credit quality. The Company monitors tenant credit by (1) reviewing the credit ratings of tenants (or their parent companies or lease guarantors) that are rated by national recognized rating agencies; (2) reviewing financial statements and related metrics and information that are publicly available or that are required to be provided pursuant to the lease; (3) monitoring new reports and press releases regarding the tenants (or their parent companies or lease guarantors), and their underlying business and industry; and (4) monitoring the timeliness of rent collections. October 1, 2016 through December 31, 2016 $ 1,908,576 2017 6,467,629 2018 6,304,126 2019 6,393,305 2020 6,508,538 2021 5,441,279 Beyond 2021 and thereafter 14,995,594 $ 48,019,047 Revenue Concentration Property and Location Effective Percentage of Amec Foster, CA $ 651,613 $ 10.16 % PreK San Antonio, TX $ 825,000 12.82 % As of September 30, 2016, no other tenants accounted for more than 10% of annualized base rent. Intangibles Tenant Origination and Above-Market Absorption Costs Leases Below-Market Leases Cost $ 7,629,436 $ 273,267 $ (4,097,924) Accumulated amortization (861,164) (17,708) 339,389 Net amount $ 6,768,272 $ 255,559 $ (3,758,535) As of December 31, 2015, the Company’s intangibles were as follows: Tenant Above-Market Below-Market Cost $ 2,894,045 $ 273,267 $ (799,812) Accumulated amortization (482,308) $ (932) $ 29,127 Net amount $ 2,411,737 $ 272,335 $ (770,685) The intangible assets are amortized over their remaining respective lease terms, which was approximately 7.28 Tenant origination and Above- Below- absorption Market Market costs Leases Leases Remaining 2016 amortization $ 289,694 $ 5,592 $ 160,482 2017 1,155,449 22,368 641,664 2018 959,797 22,368 626,079 2019 959,797 22,368 626,079 2020 959,797 22,368 626,079 2021 841,517 22,368 433,456 Thereafter 1,602,221 138,127 644,696 $ 6,768,272 $ 255,559 $ 3,758,535 Weighted average remaining amortization period 6.64 years 11.4 years 6.65 years Pro Forma Financial Data The pro forma results are not necessarily indicative of the operating results that would have been obtained had these transactions occurred at the beginning of the periods presented, nor are they necessarily indicative of future operating results. The following table summarizes, on an unaudited pro forma basis, the combined results of operations of the Company for the three and nine months ended September 30, 2016 and 2015. The Company acquired three properties during the three months ended September 30, 2016 and eight Properties for the nine months ended September 30, 2016. The following unaudited pro forma information for the three and nine months ended September June 30, 2016 has been prepared to give effect to the acquisitions as if the acquisitions had occurred on January 1, 2015. For the three months ended For the nine months ended Pro Forma: September 30, September 30, September 30, September 30, Total revenue $ 2,062,749 $ 1,475,557 $ 6,211,622 $ 4,268,646 Net income (loss) $ 543,016 $ 223,379 $ (943,012) $ 564,790 The unaudited pro forma information for the three and six months ended September 30, 2016 and 2015, was adjusted to exclude acquisition fees and costs of $ 326,747 913,739 |
SALE OF INTEREST IN REAL PROPER
SALE OF INTEREST IN REAL PROPERTY | 9 Months Ended |
Sep. 30, 2016 | |
Real Estate [Abstract] | |
Disposal Of Interest In Real Estate Property [Text Block] | NOTE 5. SALE OF INTEREST IN REAL PROPERTY In March 2016, the Company entered into a tenancy in common agreement and sold an undivided 29.86 1,000,000 13,751 31,779 |
DISTRIBUTIONS RECEIVABLE FROM L
DISTRIBUTIONS RECEIVABLE FROM LIMITED PARTNERSHIPS | 9 Months Ended |
Sep. 30, 2016 | |
Limited Liability Companies (LLCs) and Limited Partnerships (LPs) [Abstract] | |
Distribution Receivable From Limited Partnership Investments [Text Block] | NOTE 6. DISTRIBUTIONS RECEIVABLE FROM LIMITED PARTNERSHIPS In December 2015, the four Del Taco limited partnerships that the Company had invested in were liquidated as a result of the partnerships selling all of the properties that they had invested in. The Company had an approximate three percentage limited partnership interest in each of the partnerships and accounted for them on the cost basis. In January 2016, the Company received a distribution of operating cash flow of $ 21,193 1,230,858 |
DEBT
DEBT | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | NOTE 7. DEBT Mortgage Notes Payable Deferred Effective Principal Financing Contractual Interest Loan Collateral Amount Costs Net Balance Interest Rate Rate (1) Maturity Chase Bank & Great Clips $ 1,933,540 $ (35,675) $ 1,897,865 4.37% 4.37 % 2/5/2019 Levins* 2,222,918 (50,884) 2,172,034 One-month LIBOR + 1.93% 3.74 % 1/5/2021 Island Pacific Supermarket* 2,021,373 (47,930) 1,973,444 One-month LIBOR + 1.93% 3.74 % 1/5/2021 Dollar General 2,492,620 (80,947) 2,411,672 One-month LIBOR + 1.48% 3.38 % 3/5/2021 Rite Aid 3,927,559 (148,390) 3,779,169 One-month LIBOR + 1.50% 3.25 % 5/5/2021 PMI Preclinical 4,416,799 (185,809) 4,230,990 One-month LIBOR + 1.48% 3.38 % 3/5/2021 EcoThrift 2,840,475 (118,675) 2,721,800 One-month LIBOR + 1.21% 2.96 % 7/5/2021 GSA 1,931,795 (72,281) 1,859,514 One-month LIBOR + 1.25% 3.00 % 8/5/2021 $ 21,787,079 $ (740,591) $ 21,046,488 * Effective date of the swap agreement was 1/5/2016. (1) Contractual interest rate represents the interest rate in effect under the mortgage note payable as of September 30, 2016. Effective interest rate is calculated as the actual interest rate in effect as of September 30, 2016 (consisting of the contractual interest rate and the effect of the interest rate swap, if applicable). For further information regarding the Company’s interest rate swap derivative, see Note 8. As of December 31, 2015, the Company’s mortgage notes payable consisted of the following: Collateral Principal Deferred Net Contractual Effective Loan Chase Bank & Great Clips $ 1,958,505 $ (39,559) $ 1,918,946 4.37% 4.37% 2/5/2019 Levins 2,250,000 (8,500) 2,241,500 One-month LIBOR + 1.93% One-month LIBOR + 1.93% 1/5/2021 Island Pacific Supermarket 2,046,000 (8,500) 2,037,500 One-month LIBOR + 1.93% One-month LIBOR + 1.93% 1/5/2021 $ 6,254,505 $ (56,559) $ 6,197,946 The mortgage notes payable provide for monthly payments of principal and interest. The mortgage loans payable have balloon payments that are due at loan maturity. The mortgage notes payable provide for monthly payments of principal and interest. The mortgage loans payable have balloon payments that are due at loan maturity. October 1, 2016 through December 31, 2016 $ 107,556 2017 437,819 2018 453,193 2019 2,279,606 2020 442,329 2021 18,066,576 Total $ 21,787,079 Unsecured Credit Facility On January 13, 2015, the Company (“Borrower”), entered into a credit agreement (the “Unsecured Credit Agreement”) with Pacific Mercantile Bank (“Lender”). The line of credit was completely paid off in January 2016 and no amounts were drawn on the line after January 2016. The Company canceled its line of credit with Pacific Mercantile Bank in June 2016. Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Mortgage notes payable Interest expense (1) $ 183,948 $ 21,520 $ 422,506 $ 72,087 Amortization of deferred financing costs 38,813 3,063 76,123 8,623 Unrealized loss on interest rate swaps (see Note 8) (111,906) - 476,841 - Unsecured Credit Facility Interest expense - 5,921 39,779 22,335 Amortization of deferred financing costs - 2,940 12,250 16,924 Sales Deposit Liability 13,751 - 31,779 - Total interest expense $ 124,606 $ 33,444 $ 1,059,278 $ 119,969 (1) Includes $ 4,7621 96,174 14,284 |
INTEREST RATE SWAP DERIVATIVES
INTEREST RATE SWAP DERIVATIVES | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | NOTE 8. INTEREST RATE SWAP DERIVATIVES 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 mortgage 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. During 2016, the Company (or wholly owned LLCs) entered into interest rate swap agreements with amortizing notional amounts relating to seven mortgage notes payable. The following table summarizes the notional amount and other information related to the Company’s interest rate swaps as of September 30, 2016. September 30, 2016 Derivative Number of Notional Reference Rate as Weighted Average Weighted Average Instruments Instruments (1) of 9/30/2016 Fixed Pay Rate Remaining Term Interest Rate Swap Derivatives 7 $ 20,011,000 One-month LIBOR/Fixed at 1.21%-1.93% 3.03% 4.3 years (1) The notional amount of the Company’s swaps decreases each month to correspond to the outstanding principal balance on the related mortgage. The maximum notional amount is shown above. The minimum notional amount (outstanding principal balance at the maturity date) is $ 16,224,800 September 30, 2016 Derivative Instrument Balance Sheet Location Number of Instruments Fair Value Interest Rate Swaps Interest rate swap derivatives, at fair value 7 (476,841) 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. None of the Company’s derivatives at September 30, 2016 were designated as hedging instruments, therefore the net realized loss recognized on interest rate swaps of (111,906) 476,841 |
FAIR VALUE DISCLOSURES
FAIR VALUE DISCLOSURES | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | NOTE 9. FAIR VALUE DISCLOSURES 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, cash held in escrow, distributions receivable from limited partnerships, due from affiliates, purchase and other deposits, other assets, accounts payable, accrued expenses and other liabilities, sales deposit liability, share repurchase payable, and due to affiliates: These balances approximate their fair values due to the short maturities of these items. Derivative Instruments Unsecured Credit Facility Mortgage Notes Payable September 30, 2016 December 31, 2015 Face Value Carrying Value Fair Value Face Value Carrying Value Fair Value $ 21,787,078 $ 21,046,488 $ 21,171,146 $ 6,255,981 $ 6,180,946 $ 6,006,589 Disclosures of the fair values of financial instruments are based on pertinent information available to the Company as of September 30, 2016 and December 31, 2015 and requires a significant amount of judgment. Low levels of transaction volume for certain financial instruments have made the estimation of fair values difficult and, therefore, both the actual results and the Company’s estimate of value at a future date could be materially different. The actual value could be materially different from the Company’s estimate of value. Recurring Basis Total Quoted Prices in Active Significant Other Significant Interest rate swap derivatives $ 462,557 $ - $ 462,557 $ - |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | NOTE 10. RELATED PARTY TRANSACTIONS The costs incurred by the Company pursuant to the Advisory Agreement for the three and nine months ended September 30, 2016 and 2015 as well as the related amounts payable or receivable as of September 30, 2016 and December 31, 2015 are included in the table below. Three Nine September September Three Nine December December Incurred Receivable Payable Incurred Receivable Payable Expensed: Acquisition fees $ 267,147 $ 777,867 $ 32,923 $ - $ - $ - * $ - $ - Asset management fees 118,113 271,019 - 32,575 16,326 35,349 - 73,200 Disposition fees - 30,000 - - - - - Fees to affiliates 385,260 1,078,886 16,326 35,349 Property management fees ** 5,964 8,090 - 8,090 1,063 3,188 - 5,486 Reimbursable organizational and offering expenses 280,468 1,483,033 - 29,963 307,710 575,814 8,662 - Capitalized: Financing coordination fees 19,350 200,110 - 137,800 - - - 42,960 Other: Due to Advisor for costs advanced - 317,154 - 165,123 - - - 47,055 Due to other - SSLFO (1) - - - 100,477 - - - 100,477 Due from NNN (2) - 95,730 - - - - - - $ 691,042 $ 3,183,003 $ 32,923 $ 474,028 $ 325,098 $ 614,352 $ 8,662 $ 269,178 * In lieu of the REIT paying acquisition fees, the seller paid the acquisition fees through escrow. ** Property management fees are presented as “property expenses” in the condensed consolidated statement of operations. (1) These costs were incurred by SSLFO, an affiliate of the Sponsor, in connection with the organization and offering of the Company’s shares. (2) These costs were incurred in connection with the potential acquisition of a property by the Company. The property was acquired by Rich Uncles NNN REIT, Inc., Therefore, the Company has a receivable from Rich Uncles NNN REIT, Inc. Organizational and Offering Expenses During the offering, pursuant to the Advisory Agreement, the Company is obligated to reimburse the Sponsor or its affiliates for organizational and offering expenses (as defined by the Sponsor) paid by the Sponsor on behalf of the Company. The Company will reimburse the Sponsor for organizational and offering expenses up to 3.0% of gross offering proceeds. The Sponsor and affiliates will be responsible for any organizational and offering expenses related to the offering to the extent they exceed 3.0% of gross offering proceeds from the offering. As of September 30, 2016, the Sponsor has incurred organizational and offering expenses of $ 3,424,663 As of September 30, 2016 and December 31, 2015, the Company has reimbursed the Sponsor $ 2,495,748 1,051,341 2,525,712 1,042,678 29,963 8,662 Acquisition Fees The Company shall pay the Advisor a fee in an amount equal 3.0% of Company’s contract purchase price of its properties, as defined, as acquisition fees. Asset Management Fee The Company shall pay to the Advisor as compensation for the advisory services rendered to the Company, a monthly fee in an amount equal to 0.05 Financing Coordination Fee Other than with respect to any mortgage or other financing related to a property concurrent with its acquisition, if the Advisor or an affiliate provides a substantial amount of the services (as determined by a majority of the Company’s independent trust managers) in connection with the post-acquisition financing or refinancing of any debt that the Company obtains relative to a property, then the Company shall pay to the Advisor or such affiliate a financing coordination fee equal to 1.0 Property Management Fees If the Advisor or any of its affiliates provides a substantial amount of the property management services (as determined by a majority of the Company’s independent trust managers) for the Company’s properties, then the Company shall pay to the Advisor or such affiliate a property management fee equal to 1.5 Disposition Fees For substantial assistance in connection with the sale of properties, the Company shall pay to its Advisor or one of its affiliates 3.0 6 Leasing Commission Fees If the Advisor or any of its affiliates provides a substantial amount of the services (as determined by a majority of the Company’s independent trust managers) in connection with the Company’s leasing of its properties to unaffiliated third parties, then the Company shall pay to the Advisor or such affiliate leasing commissions equal to 6.0% of the rents due pursuant to such lease for the first ten years of the lease term; provided, however (i) if the term of the lease is less than ten years, such commission percentage will apply to the full term of the lease and (ii) any rents due under a renewal of a lease of an existing tenant upon expiration of the initial lease agreement (including any extensions provided for thereunder) shall accrue a commission of 3.0 6.0 Other Operating Expense Reimbursement Under the prospectus, total operating expenses of the Company are limited to the greater of 2 25 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 11. COMMITMENTS AND CONTINGENCIES Economic Dependency The Company depends on its Sponsor and its Advisor for certain services that are essential to the Company, including the sale of the Company’s shares of common stock under the Plan, the identification, evaluation, negotiation, origination, acquisition and disposition of investments; management of the daily operations of the Company’s investment portfolio; and other general and administrative responsibilities. In the event that these companies are unable to provide the respective services, the Company will be required to obtain such services from other sources. 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 properties, 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. Legal Matters From time to time, the Company may become party to legal proceedings that arise in the ordinary course of its business. The Company is not a party to any legal proceeding, nor is the Company aware of any pending or threatened litigation that could have a material adverse effect on the Company’s business, operating results, cash flows, or financial condition should such litigation be resolved unfavorably . |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | NOTE 12. SUBSEQUENT EVENTS The Company evaluates subsequent events up until the date the unaudited condensed consolidated financial statements are issued. Distributions On October 20, 2016, the Company’s board of trust managers declared dividends based on daily record dates for the period July 1, 2016 through September 30, 2016 at a rate of $ 0.0020380 1,529,518 October 20, 2016 1,093,599 On January 20, 2017, the Company’s board of trust managers declared dividends based on daily record dates for the period October 1, 2016 through December 31, 2016 at a rate of $ 0.0020380 1,548,589 January 20, 2017 1,092,631 On April 20, 2017 0.0020833 1,559,176 April 20, 2017 1,082,081 Acquisitions On November 4, 2016, through a wholly owned subsidiary, the Company acquired a 9,288 1,234,400 40,205 On November 15, 2016, the ITW Ripley, Solar Turbines, and Amec Foster buildings were contributed to a wholly-owned subsidiary. On December 1, 2016, through a wholly owned subsidiary, the Company acquired a 40,496 7,700,000 186,820 On December 23, 2016, through a wholly owned subsidiary, the Company acquired a 46,135 10,650,000 338,948 On March 15, 2017, through a wholly owned subsidiary, the Company acquired a 106,592 27,000,000 602,523 On June 29, 2017, through a wholly owned subsidiary, the Company acquired a 14,490 5,125,000 125,040 were used to pay 3,298,019 price Debt Financing On November 4, 2016, the Company obtained a $ 10,083,000 3.35 November 1, 2026 On December 2, 2016, the Company obtained a $ 5,425,000 4.25 April 1, 2023 On December 14, 2016, the Company obtained a $ 2,860,000 one-month LIBOR + 2.27% 4.02 January 2, 2022 On December 22, 2016, the Company obtained a $ 3,850,000 4.15 August 1, 2023 On March 14, 2017, the Company obtained a $638,012 mortgage loan through a nonaffiliated lender. The loan is secured by the DG TX property. The mortgage loan has a fixed interest rate of 4.69% per annum and matures on March 13, 2022. On March 15, 2017, the Company obtained a $ 14,850,000 4.5 March 9, 2024 On March 28, 2017, the Company obtained a $ 5,527,600 4.5 April 1, 2022 Property Sale On April 27, 2017, the Company sold the Chevron Gas Station property in Rancho Cordova, CA to a third party for $ 3,434,000 800,000 Repurchase of common stock For the period from October 1, 2016 through July 13 repurchased 466,618 4,666,178 Legal Matters The U.S. Securities and Exchange Commission (the “SEC”) is conducting an investigation related to the advertising and sale of securities by the Company in connection with the offering. The investigation is a non-public fact finding inquiry. It is neither an allegation of wrongdoing nor a finding that violations of law have occurred. In connection with the investigation, the Company and certain affiliates have received and responded to subpoenas from the SEC requesting documents and other information related to the Company and the Offering. The SEC’s investigation is ongoing. The Company has cooperated and intends to continue to cooperate with the SEC in this matter. The Company is unable to predict the likely outcome of the investigation or determine its potential impact, if any, on the Company. |
SUMMARY OF SIGNIFICANT ACCOUN19
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information as contained in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“Codification”), and in conjunction with 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 certain information and footnote disclosures required by GAAP for audited financial statements. In the opinion of management, the unaudited condensed consolidated financial statements reflect all adjustments which are of a normal and recurring nature, necessary for a fair and consistent presentation of the financial position and the results for the interim period presented. Operating results for the three and nine months ended September 30, 2016 are not necessarily indicative of the results that may be expected for the year ended December 31, 2016. The accompanying unaudited interim financial information should be read in conjunction with our December 31, 2015 audited financial statements included in our Form 10, as amended, filed with the SEC on February 10, 2017. The unaudited condensed consolidated financial statements include the accounts of the Company and directly wholly owned subsidiaries. All significant intercompany balances and transactions are eliminated in consolidation. |
Comprehensive Income, Policy [Policy Text Block] | Other Comprehensive Income For all periods presented, other comprehensive loss is the same as net loss. |
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block] | Cash held in Escrow Cash held in escrow represents the proceeds from mortgage notes payable that are in transit at the balance sheet date. |
Real Estate, Policy [Policy Text Block] | Real Estate Investments Real Estate Acquisition Valuation The Company records an acquisition that meet the definition of a business as a business combination. If the acquisition does not meet the definition of a business, the Company records the acquisition as an asset acquisition. Under both methods, all assets acquired and liabilities assumed are measured based on their acquisition-date fair values. Transaction costs that are related to a business combination are expensed as incurred. Transaction costs that are related to an asset acquisition are capitalized as incurred. The Company assesses the acquisition date fair values of all tangible assets, identifiable intangibles, and assumed liabilities using methods similar to those used by independent appraisers, generally utilizing a discounted cash flow analysis that applies appropriate discount and/or capitalization rates and available market information. Estimates of future cash flows are based on a number of factors, including historical operating results, known and anticipated trends, and market and economic conditions. The fair value of tangible assets of an acquired property considers the value of the property as if it were vacant. The Company records above-market and below-market in-place lease values for acquired properties based on the present value (using a discount rate that reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) management’s estimate of fair market lease rates for the corresponding in-place leases, measured over a period equal to the remaining noncancelable term of above-market in-place leases and for the initial term plus any extended term for any leases with below-market renewal options. The Company amortizes any recorded above-market or below-market lease values as a reduction or increase, respectively, to rental income over the remaining noncancelable terms of the respective lease, including any below-market renewal periods. The Company estimates the value of tenant origination and absorption costs by considering the estimated carrying costs during hypothetical expected lease-up periods, considering current market conditions. In estimating carrying costs, the Company includes real estate taxes, insurance, and other operating expenses and estimates of lost rentals at market rates during the expected lease up periods. The Company amortizes the value of tenant origination and absorption costs to amortization expense over the remaining noncancelable term of the respective lease. Estimates of the fair value of the tangible assets, identifiable intangibles, and assumed liabilities require the Company to make significant assumptions to estimate market lease rates, property operating expenses, carrying costs during lease-up periods, discount rates, market absorption periods, and the number of years the property will be held for investment. Therefore, the Company classifies these inputs as Level 3 inputs. The use of inappropriate assumptions would result in an incorrect valuation of the Company’s acquired tangible assets, identifiable intangibles and assumed liabilities, which would impact the amount of the Company’s net income (loss). Depreciation and Amortization Real estate costs related to the acquisition and improvement of properties are capitalized and depreciated or amortized over the expected useful life of the asset on a straight-line basis. Repair and maintenance costs include all costs that do not extend the useful life of the real estate asset and are expensed as incurred. Significant replacements and betterments are capitalized. The Company anticipates the estimated useful lives of its assets by class to be generally as follows: ⋅ Buildings ⋅ 15 52 ⋅ Site/building improvements ⋅ 5 21 ⋅ Tenant improvements ⋅ Shorter of 15 ⋅ Tenant origination and absorption costs, and above-/below-market lease intangibles ⋅ Remaining contractual lease term with consideration as to above- and below-market extension options for above- and below-market lease intangibles The Company continually monitors events and changes in circumstances that could indicate that the carrying amounts of real estate and related intangible assets may not be recoverable. When indicators of potential impairment are present that indicate that the carrying amounts of real estate and related intangible assets may not be recoverable, management assesses whether the carrying value of the assets will be recovered through the future undiscounted operating cash flows expected from the use of and eventual disposition of the property. If, based on the analysis, the Company does not believe that it will be able to recover the carrying value of the asset, the Company will record an impairment charge to the extent the carrying value exceeds the estimated fair value of the asset. As of September 30, 2016 and 2015, the Company did not record any impairment charges related to its real estate investments. |
Deferred Charges, Policy [Policy Text Block] | Deferred Financing Costs Deferred financing costs represent commitment fees, financing coordination fees paid to Advisor, loan fees, legal fees, and other third-party costs associated with obtaining financing and are presented on the balance sheet as a direct deduction from the carrying value of the associated debt liability. These costs are amortized to interest expense over the terms of the respective financing agreements using the interest method. Unamortized deferred financing costs are generally expensed when the associated debt is refinanced or repaid before maturity unless specific rules are met that would allow for the carryover of such costs. Costs incurred in seeking financing transactions that do not close are expensed in the period in which it is determined that the financing will not close. Unamortized deferred financing costs related to revolving credit facilities are reclassified to presentation as an asset in periods where there are no outstanding borrowings under the facility. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition The Company recognizes rental income from tenants under operating leases on a straight-line basis over the noncancelable term of the lease when collectability of such amounts is reasonably assured. Recognition of rental income on a straight-line basis includes the effects of rental abatements, lease incentives and fixed and determinable increases in lease payments over the lease term. If the lease provides for tenant improvements, management of the Company determines whether the tenant improvements, for accounting purposes, are owned by the tenant or by the Company. When the Company is the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the physical use of the leased asset until the tenant improvements are substantially completed. When the tenant is the owner of the tenant improvements, any tenant improvement allowance (including amounts that the tenant can take in the form of cash or a credit against its rent) that is funded is treated as a lease incentive and amortized as a reduction of revenue over the lease term. Tenant improvement ownership is determined based on various factors including, but not limited to: ⋅ whether the lease stipulates how a tenant improvement allowance may be spent; ⋅ whether the amount of a tenant improvement allowance is in excess of market rates; ⋅ whether the tenant or landlord retains legal title to the improvements at the end of the lease term; ⋅ whether the tenant improvements are unique to the tenant or general-purpose in nature; and ⋅ whether the tenant improvements are expected to have any residual value at the end of the lease. Tenant reimbursements of real estate taxes, insurance, repairs and maintenance, and other operating expenses are recognized as revenue in the period the expenses are incurred and presented gross if the Company is the primary obligor and, with respect to purchasing goods and services from third-party suppliers, has discretion in selecting the supplier and bears the associated credit risk. The Company evaluates the collectability of rents and other receivables on a regular basis based on factors including, among others, payment history, the operations, the asset type, and current economic conditions. If the Company’s evaluation of these factors indicates it may not recover the full value of the receivable, it provides an allowance against the portion of the receivable that it estimates may not be recovered. This analysis requires the Company to determine whether there are factors indicating a receivable may not be fully collectable and to estimate the amount of the receivable that may not be collected. In addition, with respect to tenants in bankruptcy, management makes estimates of the expected recovery of pre-petition and post-petition claims in assessing the estimated collectability of the related receivable. In some cases, the ultimate resolution of these claims can exceed one year. When a tenant is in bankruptcy, the Company will record a bad debt allowance for the tenant’s receivable balance and generally will not recognize subsequent rental revenue until cash is received or until the tenant is no longer in bankruptcy and has the ability to make rental payments. |
Real Estate Held for Development and Sale, Policy [Policy Text Block] | Real estate sales are accounted for in accordance with ASC 360. |
Redeemable Common Stock [Policy Text Block] | Redeemable common stock The Company has a share repurchase program. When the Company became a SEC reporting company on May 29, 2016, it became subject to the SEC’s regulation limiting the maximum amount of shares that can be repurchased to 5% of the weighted average outstanding shares for the past twelve months. The maximum dollar amount that the Company can be required to repurchase at the balance sheet date is recorded as redeemable common stock. |
Dividend Reinvestment Plan [Policy Text Block] | Dividend Reinvestment Plan The Company has adopted the Plan through which common shareholders may elect to reinvest any amount up to the distributions declared on their shares in additional shares of the Company’s common stock in lieu of receiving cash distributions. Participants in the dividend reinvestment plan will acquire common stock at a price per share equal to the price to acquire a share of common stock in the offering. |
Derivatives, Reporting of Derivative Activity [Policy Text Block] | 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 on its variable rate mortgage notes payable. The Company records these derivative instruments at fair value in the accompanying consolidated balance sheets. The company’s mortgage derivative instruments do not meet the hedge accounting criteria and therefore the changes in fair value are recorded as gain or loss on derivative instruments in the accompanying consolidated statement of operations. |
Advertising Cost, Policy, Expensed Advertising Cost [Policy Text Block] | Advertising Costs Advertising costs relating to the Offering are expensed as incurred. Advertising costs expensed were $ 280,468 307,710 1,483,033 840,161 |
Segment Reporting, Policy [Policy Text Block] | Segments At September 30, 2016, with one exception, the Company was invested in single-tenant income-producing properties. The Company’s real estate properties exhibit similar long-term financial performance and have similar economic characteristics to each other. As of September 30, 2016 and December 31, 2015, the Company aggregated its investments in real estate into one reportable segment. |
Earnings Per Share, Policy [Policy Text Block] | Per Share Data Basic earnings per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted earnings per share of common stock equals basic earnings per share of common stock as there were no potentially dilutive securities outstanding for the three and six months periods ended September 30, 2016 and 2015. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of the unaudited condensed 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 unaudited condensed consolidated financial statements and accompanying notes. Actual results may differ from those estimates. |
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Standards Issued and Adopted In April 2015, the FASB issued Accounting Standard Update (“ASU”) No. 2015-03, Interest Imputation of Interest (Subtopic 835-30) Interest - Imputation of Interest (Subtopic 835-30), Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements (Subtopic 205-40) Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue Recognition (Topic 605) Leases (Topic 840). Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) |
RESTATEMENTS (Tables)
RESTATEMENTS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Error Corrections and Prior Period Adjustments [Table Text Block] | As Previously Restated Balance Sheet Total real estate investments, net $ 40,527,230 $ 40,633,288 All other assets 8,000,804 8,286,067 Total assets $ 48,528,034 $ 48,919,355 Dividends payable $ 542,030 $ - Below-market leases, net - 770,685 Share repurchases payable - 261,312 Due to affiliates 753,888 269,178 All other liabilities 14,799,509 14,737,441 Total liabilities 16,095,427 16,038,616 Common stock 34,582 34,524 Additional paid-in capital 34,721,362 34,277,669 Shareholders' distributions (1,214,135) - Treasury stock (232,106) - Cumulative distributions and net losses (877,096) (1,431,454) Total stockholders’ equity 32,432,607 32,880,739 Total liabilities and shareholders' equity $ 48,528,034 $ 48,919,355 The impact of the restatement As Previously Restated Balance Sheet Total real estate investments, net $ 88,061,495 $ 85,918,539 Below-market leases, net (3,803,942) - All other assets 16,641,609 17,603,963 Total assets $ 100,899,162 $ 103,522,502 Below-market leases, net - 3,758,535 Sales deposit liability - 1,000,000 Derivatives liability - 462,557 All other liabilities 23,341,343 23,357,613 Total liabilities 23,341,343 28,578,705 Redeemable common stock - 1,116,077 Common stock 84,218 82,209 Additional paid-in capital 84,131,172 80,201,826 Shareholders' distributions (3,176,034) - Treasury stock (2,011,269) - Cumulative distributions and net losses (1,470,269) (6,456,315) Total stockholders’ equity 77,557,818 73,827,719 Total liabilities and shareholders' equity $ 100,899,162 $ 103,522,502 Statement of Operations for the three months ended September 30, 2016 Total Revenue $ 1,566,313 $ 1,917,889 Expenses Depreciation and amortization 755,951 945,335 General and administrative 116,045 349,504 Interest expense 376,539 124,606 All other expenses 588,271 619,388 Total expenses 1,836,806 2,038,833 Other income 70 70 Net loss $ (270,422) $ (120,874) Net loss per share basic and diluted $ (0.03) $ (0.01) Weighted average shares 7,995,670 8,123,880 As Previously Restated Statement of Operations for the nine months ended September 30, 2016 Total Revenue $ 3,556,167 $ 4,163,249 Expenses Depreciation and amortization 1,551,354 2,093,966 General and administrative 760,119 1,884,801 Interest expense 618,626 1,059,278 Property expenses 47,637 432,484 All other expenses 1,331,181 1,214,708 Total expenses 4,308,917 6,685,237 Interest income 121 121 Gain on sale of real estate properties 159,458 - Total other income 159,579 121 Net loss $ (593,170) $ (2,521,867) Net loss per share basic and diluted $ (0.10) $ (0.41) Weighted average shares 6,108,047 6,166,637 Statement of Cash Flows Net cash provided by operating activities $ 1,050,000 $ 2,404,456 Net cash provided by investing activities $ (38,858,134) $ (44,638,969) Net cash provided by financing activities $ 51,319,838 $ 55,798,771 |
REAL PROPERTY INVESTMENTS (Tabl
REAL PROPERTY INVESTMENTS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Real Estate [Abstract] | |
Schedule of Real Estate Properties [Table Text Block] | Tenant Origination Accumulated Total Real Land, and Depreciation Estate Acquisition Property Buildings and Absorption and Investments, Property Location Date Type Improvements Costs Amortization net Chase Bank & Great Clips Antioch, CA 8/22/2014 Retail $ 3,160,035 $ 668,200 $ (679,869) $ 3,148,366 Chevron Gas Station Rancho Cordova, CA 2/6/2015 Retail 2,600,000 - (117,390) 2,482,610 Chevron Gas Station San Jose, CA 5/29/2015 Retail 2,775,000 - (53,299) 2,721,701 Levins Sacramento, CA 8/19/2015 Industrial 3,750,000 - (239,489) 3,510,511 Chevron Gas Station (See Note 5) Roseville, CA 9/30/2015 Retail 2,800,000 - (99,547) 2,700,453 Island Pacific Supermarket Elk Grove, CA 10/1/2015 Retail 3,151,460 568,540 (164,222) 3,555,778 Dollar General Bakersfield, CA 11/11/2015 Retail 4,632,567 689,020 (168,035) 5,153,552 Rite Aid Lake Elsinore, CA 12/7/2015 Retail 6,663,449 968,285 (188,872) 7,442,862 PMI Preclinical San Carlos, CA 12/9/2015 Office 8,920,000 - (162,769) 8,757,231 EcoThrift Sacramento, CA 3/17/2016 Retail 4,486,993 541,729 (131,195) 4,897,527 GSA (MSHA) Vacaville, CA 4/5/2016 Office 2,998,232 456,645 (64,041) 3,390,836 PreK San Antonio San Antonio, TX 4/8/2016 Retail 11,851,540 1,593,451 (418,511) 13,026,480 Dollar Tree Morrow, GA 4/22/2016 Retail 1,248,156 206,844 (41,945) 1,413,055 Dinan Cars Morgan Hill, CA 6/21/2016 Industrial 4,651,845 654,155 (110,900) 5,195,100 Solar Turbines San Diego, CA 7/20/2016 Office 5,481,198 389,718 (39,409) 5,831,507 Amec Foster San Diego, CA 7/20/2016 Office 5,697,402 485,533 (40,640) 6,142,295 ITW Ripley El Dorado, CA 8/18/2016 Industrial 6,178,203 407,316 (36,844) 6,548,675 $ 81,046,080 $ 7,629,436 $ (2,756,977) $ 85,918,539 The following table provides summary information regarding the Company’s properties as of December 31, 2015: Property Land, Tenant Accumulated Total Real Chase Bank & Great Clips $ 3,160,035 $ 668,200 $ (439,915) $ 3,388,320 Chevron Gas Station 2,600,000 $ (63,210) $ 2,536,790 Chevron Gas Station 2,775,000 $ (24,227) $ 2,750,773 Levins 3,750,000 $ (79,830) $ 3,670,170 Chevron Gas Station 2,800,000 $ (27,873) $ 2,772,127 Island Pacific Supermarket 3,151,460 568,540 $ (35,700) $ 3,684,300 Dollar General 4,632,567 689,020 $ (24,005) $ 5,297,582 Rite Aid 6,663,448 968,286 $ (9,941) $ 7,621,793 PMI Preclinical 8,920,000 $ (8,567) $ 8,911,433 $ 38,452,510 $ 2,894,046 $ (713,268) $ 40,633,288 |
Schedule of Real Estate Property Acquisitions [Table Text Block] | Land, building Tenant origination Below- Purchase Property and improvements and absorption costs market leases price EcoThrift $ 4,486,993 $ 541,729 $ (278,722) $ 4,750,000 GSA (MSHA) 2,998,232 456,645 (279,877) 3,175,000 PreK San Antonio 11,851,540 1,593,451 (2,594,992) 10,849,999 Dollar Tree 1,248,156 206,844 - 1,455,000 Dinan Cars 4,651,845 654,155 - 5,306,000 Solar Turbines 5,481,198 389,718 - 5,870,916 Amec Foster 5,697,402 485,532 - 6,182,934 ITW Ripley 6,178,204 407,316 (144,521) 6,440,999 $ 42,593,570 $ 4,735,390 $ (3,298,112) $ 44,030,848 |
Schedule Of Real Estate Investment Property Purchase Price [Table Text Block] | Purchase price $ 44,030,848 Purchase deposits applied (4,508,500) Security deposits assumed and proration (290,751) $ 39,231,597 |
Schedule Of Lease Expiration Date [Table Text Block] | Property Lease Expiration EcoThrift 2/28/2026 GSA (MSHA) 8/24/2026 PreK San Antonio 7/31/2021 Dollar Tree 7/31/2025 Dinan Cars 4/30/2023 ITW Ripley 8/1/2022 Solar Turbines 7/31/2021 Amec Foster 2/28/2021 |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | As of September 30, 2016 the future minimum contractual rent payments due under the Company’s non-cancelable operating leases are as follows: October 1, 2016 through December 31, 2016 $ 1,908,576 2017 6,467,629 2018 6,304,126 2019 6,393,305 2020 6,508,538 2021 5,441,279 Beyond 2021 and thereafter 14,995,594 $ 48,019,047 |
Schedule of Revenue Concentration [Table Text Block] | As of September 30, 2016, our portfolio’s highest tenant concentration (greater than 10% of annualized base rent) was as follows: Property and Location Effective Percentage of Amec Foster, CA $ 651,613 $ 10.16 % PreK San Antonio, TX $ 825,000 12.82 % |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | As of September 30, 2016, the Company’s intangibles were as follows: Tenant Origination and Above-Market Absorption Costs Leases Below-Market Leases Cost $ 7,629,436 $ 273,267 $ (4,097,924) Accumulated amortization (861,164) (17,708) 339,389 Net amount $ 6,768,272 $ 255,559 $ (3,758,535) As of December 31, 2015, the Company’s intangibles were as follows: Tenant Above-Market Below-Market Cost $ 2,894,045 $ 273,267 $ (799,812) Accumulated amortization (482,308) $ (932) $ 29,127 Net amount $ 2,411,737 $ 272,335 $ (770,685) |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Amortization of intangible assets over the next five years is expected to be as follows: Tenant origination and Above- Below- absorption Market Market costs Leases Leases Remaining 2016 amortization $ 289,694 $ 5,592 $ 160,482 2017 1,155,449 22,368 641,664 2018 959,797 22,368 626,079 2019 959,797 22,368 626,079 2020 959,797 22,368 626,079 2021 841,517 22,368 433,456 Thereafter 1,602,221 138,127 644,696 $ 6,768,272 $ 255,559 $ 3,758,535 Weighted average remaining amortization period 6.64 years 11.4 years 6.65 years |
Business Acquisition, Pro Forma Information [Table Text Block] | This pro forma information does not purport to represent what the actual results of operations of the Company would have been had these acquisitions occurred on this date, nor does it purport to predict the results of operations for future periods. For the three months ended For the nine months ended Pro Forma: September 30, September 30, September 30, September 30, Total revenue $ 2,062,749 $ 1,475,557 $ 6,211,622 $ 4,268,646 Net income (loss) $ 543,016 $ 223,379 $ (943,012) $ 564,790 |
DEBT (Tables)
DEBT (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments [Table Text Block] | As of September 30, 2016, the Company’s mortgage notes payable consisted of the following: Deferred Effective Principal Financing Contractual Interest Loan Collateral Amount Costs Net Balance Interest Rate Rate (1) Maturity Chase Bank & Great Clips $ 1,933,540 $ (35,675) $ 1,897,865 4.37% 4.37 % 2/5/2019 Levins* 2,222,918 (50,884) 2,172,034 One-month LIBOR + 1.93% 3.74 % 1/5/2021 Island Pacific Supermarket* 2,021,373 (47,930) 1,973,444 One-month LIBOR + 1.93% 3.74 % 1/5/2021 Dollar General 2,492,620 (80,947) 2,411,672 One-month LIBOR + 1.48% 3.38 % 3/5/2021 Rite Aid 3,927,559 (148,390) 3,779,169 One-month LIBOR + 1.50% 3.25 % 5/5/2021 PMI Preclinical 4,416,799 (185,809) 4,230,990 One-month LIBOR + 1.48% 3.38 % 3/5/2021 EcoThrift 2,840,475 (118,675) 2,721,800 One-month LIBOR + 1.21% 2.96 % 7/5/2021 GSA 1,931,795 (72,281) 1,859,514 One-month LIBOR + 1.25% 3.00 % 8/5/2021 $ 21,787,079 $ (740,591) $ 21,046,488 * Effective date of the swap agreement was 1/5/2016. (1) Contractual interest rate represents the interest rate in effect under the mortgage note payable as of September 30, 2016. Effective interest rate is calculated as the actual interest rate in effect as of September 30, 2016 (consisting of the contractual interest rate and the effect of the interest rate swap, if applicable). For further information regarding the Company’s interest rate swap derivative, see Note 8. As of December 31, 2015, the Company’s mortgage notes payable consisted of the following: Collateral Principal Deferred Net Contractual Effective Loan Chase Bank & Great Clips $ 1,958,505 $ (39,559) $ 1,918,946 4.37% 4.37% 2/5/2019 Levins 2,250,000 (8,500) 2,241,500 One-month LIBOR + 1.93% One-month LIBOR + 1.93% 1/5/2021 Island Pacific Supermarket 2,046,000 (8,500) 2,037,500 One-month LIBOR + 1.93% One-month LIBOR + 1.93% 1/5/2021 $ 6,254,505 $ (56,559) $ 6,197,946 |
Schedule of Maturities of Long-term Debt [Table Text Block] | The following summarizes the future principal payments on the Company’s mortgage notes payable as of September 30, 2016: October 1, 2016 through December 31, 2016 $ 107,556 2017 437,819 2018 453,193 2019 2,279,606 2020 442,329 2021 18,066,576 Total $ 21,787,079 |
Schedule Of Interest Expenses Reconciliation [Table Text Block] | The following is a reconciliation of the components of interest expense for the three and six months ended June 30, 2016 and 2015: Three Months Ended Nine Months Ended September 30, September 30, September 30, September 30, Mortgage notes payable Interest expense (1) $ 183,948 $ 21,520 $ 422,506 $ 72,087 Amortization of deferred financing costs 38,813 3,063 76,123 8,623 Unrealized loss on interest rate swaps (see Note 8) (111,906) - 476,841 - Unsecured Credit Facility Interest expense - 5,921 39,779 22,335 Amortization of deferred financing costs - 2,940 12,250 16,924 Sales Deposit Liability 13,751 - 31,779 - Total interest expense $ 124,606 $ 33,444 $ 1,059,278 $ 119,969 (1) Includes $ 4,7621 96,174 14,284 |
INTEREST RATE SWAP DERIVATIVES
INTEREST RATE SWAP DERIVATIVES (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments [Table Text Block] | September 30, 2016 Derivative Number of Notional Reference Rate as Weighted Average Weighted Average Instruments Instruments (1) of 9/30/2016 Fixed Pay Rate Remaining Term Interest Rate Swap Derivatives 7 $ 20,011,000 One-month LIBOR/Fixed at 1.21%-1.93% 3.03% 4.3 years (1) The notional amount of the Company’s swaps decreases each month to correspond to the outstanding principal balance on the related mortgage. The maximum notional amount is shown above. The minimum notional amount (outstanding principal balance at the maturity date) is $ 16,224,800 |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | The following table sets forth the fair value of the Company’s derivative instruments as well as their classification in the consolidated balance sheets as of September 30, 2016. September 30, 2016 Derivative Instrument Balance Sheet Location Number of Instruments Fair Value Interest Rate Swaps Interest rate swap derivatives, at fair value 7 (476,841) |
FAIR VALUE DISCLOSURES (Tables)
FAIR VALUE DISCLOSURES (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value, by Balance Sheet Grouping [Table Text Block] | The following were the face value, carrying amount and fair value of the Company’s mortgage notes payable as of September 30, 2016 and December 31, 2015: September 30, 2016 December 31, 2015 Face Value Carrying Value Fair Value Face Value Carrying Value Fair Value $ 21,787,078 $ 21,046,488 $ 21,171,146 $ 6,255,981 $ 6,180,946 $ 6,006,589 |
Fair Value, Liabilities Measured on Recurring Basis [Table Text Block] | During the nine months ended September 30, 2016, the Company measured the following assets and liabilities at fair value (in thousands): Recurring Basis Total Quoted Prices in Active Significant Other Significant Interest rate swap derivatives $ 462,557 $ - $ 462,557 $ - |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions [Table Text Block] | The amounts payable or receivable are presented in the unaudited condensed consolidated balance sheets as “Due to Affiliates” and “Due from Affiliates.” Three Nine September September Three Nine December December Incurred Receivable Payable Incurred Receivable Payable Expensed: Acquisition fees $ 267,147 $ 777,867 $ 32,923 $ - $ - $ - * $ - $ - Asset management fees 118,113 271,019 - 32,575 16,326 35,349 - 73,200 Disposition fees - 30,000 - - - - - Fees to affiliates 385,260 1,078,886 16,326 35,349 Property management fees ** 5,964 8,090 - 8,090 1,063 3,188 - 5,486 Reimbursable organizational and offering expenses 280,468 1,483,033 - 29,963 307,710 575,814 8,662 - Capitalized: Financing coordination fees 19,350 200,110 - 137,800 - - - 42,960 Other: Due to Advisor for costs advanced - 317,154 - 165,123 - - - 47,055 Due to other - SSLFO (1) - - - 100,477 - - - 100,477 Due from NNN (2) - 95,730 - - - - - - $ 691,042 $ 3,183,003 $ 32,923 $ 474,028 $ 325,098 $ 614,352 $ 8,662 $ 269,178 * In lieu of the REIT paying acquisition fees, the seller paid the acquisition fees through escrow. ** Property management fees are presented as “property expenses” in the condensed consolidated statement of operations. (1) These costs were incurred by SSLFO, an affiliate of the Sponsor, in connection with the organization and offering of the Company’s shares. (2) These costs were incurred in connection with the potential acquisition of a property by the Company. The property was acquired by Rich Uncles NNN REIT, Inc., Therefore, the Company has a receivable from Rich Uncles NNN REIT, Inc. |
BUSINESS AND ORGANIZATION (Deta
BUSINESS AND ORGANIZATION (Details Textual) | Sep. 30, 2016USD ($) |
Common Stock, Value, Subscriptions | $ 3,000,000 |
Noncontrolling Interest, Ownership Percentage by Parent | 70.14% |
SUMMARY OF SIGNIFICANT ACCOUN27
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Advertising Expense | $ 280,468 | $ 307,710 | $ 1,562,602 | $ 840,161 |
Building [Member] | Minimum [Member] | ||||
Property, Plant and Equipment, Useful Life | 15 years | |||
Building [Member] | Maximum [Member] | ||||
Property, Plant and Equipment, Useful Life | 52 years | |||
Tenant Improvement [Member] | ||||
Property, Plant and Equipment, Useful Life | 15 years | |||
Property, Plant and Equipment, Estimated Useful Lives | Shorter of 15 years or remaining contractual lease term | |||
Tenant Origination and Absorption Costs [Member] | ||||
Property, Plant and Equipment, Estimated Useful Lives | Remaining contractual lease term with consideration as to above- and below-market extension options for above- and below-market lease intangibles | |||
Building Improvements [Member] | Minimum [Member] | ||||
Property, Plant and Equipment, Useful Life | 5 years | |||
Building Improvements [Member] | Maximum [Member] | ||||
Property, Plant and Equipment, Useful Life | 21 years |
RESTATEMENTS (Details)
RESTATEMENTS (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Total real estate investments, net | $ 85,918,539 | $ 85,918,539 | $ 40,633,288 | ||
All other assets | 602,355 | 602,355 | 137,151 | ||
Total assets | 103,522,502 | 103,522,502 | 48,919,355 | ||
Liabilities and Equity | |||||
Below-market leases, net | 3,758,535 | 3,758,535 | 770,685 | ||
Share repurchases payable | 857,901 | 857,901 | 261,312 | ||
Due to affiliates | 474,028 | 474,028 | 269,178 | ||
Sales deposit liability | 1,000,000 | 1,000,000 | 0 | ||
Derivatives liability | 462,557 | 462,557 | 0 | ||
Total liabilities | 28,578,705 | 28,578,705 | 16,038,616 | ||
Redeemable common stock | 1,116,077 | 1,116,077 | 0 | ||
Common stock | 82,209 | 82,209 | 34,524 | ||
Cumulative distributions and net losses | (6,456,315) | (6,456,315) | (1,431,454) | ||
Total stockholders’ equity | 73,827,719 | 73,827,719 | 32,880,739 | ||
Total liabilities and shareholders' equity | 103,522,502 | 103,522,502 | 48,919,355 | ||
Statement of Operations | |||||
Total Revenue | 1,917,889 | $ 228,014 | 4,163,249 | $ 520,075 | |
Expenses | |||||
Depreciation and amortization | 945,335 | 138,327 | 2,093,966 | 330,232 | |
General and administrative | 349,504 | 195,218 | 1,884,801 | 751,174 | |
Interest expense | 124,606 | 33,444 | 1,059,278 | 119,969 | |
Property expenses | 174,528 | 17,229 | 432,484 | 45,697 | |
Total expenses | 2,038,833 | 400,544 | 6,685,237 | 1,282,421 | |
Interest income | 70 | 0 | 121 | 55 | |
Total other income | 70 | 22,129 | 121 | 53,917 | |
Net loss | $ (120,874) | $ (150,401) | $ (2,521,867) | $ (708,429) | |
Net loss per share basic and diluted | $ (0.01) | $ (0.09) | $ (0.41) | $ (0.66) | |
Weighted average shares | 8,123,880 | 1,681,624 | 6,166,637 | 1,066,683 | |
Statement of Cash Flows | |||||
Net cash provided by operating activities | $ 2,302,242 | $ 487,784 | |||
Net cash provided by investing activities | (44,536,755) | (12,472,083) | |||
Net cash provided by financing activities | 55,798,771 | $ 18,216,094 | |||
Scenario, Previously Reported [Member] | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Total real estate investments, net | $ 88,061,495 | 88,061,495 | 40,527,230 | ||
Below-market leases, net | (3,803,942) | (3,803,942) | |||
All other assets | 16,641,609 | 16,641,609 | 8,000,804 | ||
Total assets | 100,899,162 | 100,899,162 | 48,528,034 | ||
Liabilities and Equity | |||||
Dividends payable | 542,030 | ||||
Below-market leases, net | 0 | 0 | 0 | ||
Share repurchases payable | 0 | ||||
Due to affiliates | 753,888 | ||||
Sales deposit liability | 0 | 0 | |||
Derivatives liability | 0 | 0 | |||
All other liabilities | 23,341,343 | 23,341,343 | 14,799,509 | ||
Total liabilities | 23,341,343 | 23,341,343 | 16,095,427 | ||
Redeemable common stock | 0 | 0 | |||
Common stock | 84,218 | 84,218 | 34,582 | ||
Additional paid-in capital | 84,131,172 | 84,131,172 | 34,721,362 | ||
Shareholders' distributions | (3,176,034) | (3,176,034) | (1,214,135) | ||
Treasury stock | (2,011,269) | (2,011,269) | (232,106) | ||
Cumulative distributions and net losses | (1,470,269) | (1,470,269) | (877,096) | ||
Total stockholders’ equity | 77,557,818 | 77,557,818 | 32,432,607 | ||
Total liabilities and shareholders' equity | 100,899,162 | 100,899,162 | 48,528,034 | ||
Statement of Operations | |||||
Total Revenue | 1,566,313 | 3,556,167 | |||
Expenses | |||||
Depreciation and amortization | 755,951 | 1,551,354 | |||
General and administrative | 116,045 | 760,119 | |||
Interest expense | 376,539 | 618,626 | |||
Property expenses | 47,637 | ||||
All other expenses | 588,271 | 1,331,181 | |||
Total expenses | 1,836,806 | 4,308,917 | |||
Other income | 70 | ||||
Interest income | 121 | ||||
Gain on sale of real estate properties | 159,458 | ||||
Total other income | 159,579 | ||||
Net loss | $ (270,422) | $ (593,170) | |||
Net loss per share basic and diluted | $ (0.03) | $ (0.10) | |||
Weighted average shares | 7,995,670 | 6,108,047 | |||
Statement of Cash Flows | |||||
Net cash provided by operating activities | $ 1,050,000 | ||||
Net cash provided by investing activities | (38,858,134) | ||||
Net cash provided by financing activities | 51,319,838 | ||||
Scenario, Adjustment [Member] | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Total real estate investments, net | $ 85,918,539 | 85,918,539 | 40,633,288 | ||
Below-market leases, net | 0 | 0 | |||
All other assets | 17,603,963 | 17,603,963 | 8,286,067 | ||
Total assets | 103,522,502 | 103,522,502 | 48,919,355 | ||
Liabilities and Equity | |||||
Dividends payable | 0 | ||||
Below-market leases, net | 3,758,535 | 3,758,535 | 770,685 | ||
Share repurchases payable | 261,312 | ||||
Due to affiliates | 269,178 | ||||
Sales deposit liability | 1,000,000 | 1,000,000 | |||
Derivatives liability | 462,557 | 462,557 | |||
All other liabilities | 23,357,613 | 23,357,613 | 14,737,441 | ||
Total liabilities | 28,578,705 | 28,578,705 | 16,038,616 | ||
Redeemable common stock | 1,116,077 | 1,116,077 | |||
Common stock | 82,209 | 82,209 | 34,524 | ||
Additional paid-in capital | 80,201,826 | 80,201,826 | 34,277,669 | ||
Shareholders' distributions | 0 | 0 | 0 | ||
Treasury stock | 0 | 0 | 0 | ||
Cumulative distributions and net losses | (6,456,315) | (6,456,315) | (1,431,454) | ||
Total stockholders’ equity | 73,827,719 | 73,827,719 | 32,880,739 | ||
Total liabilities and shareholders' equity | 103,522,502 | 103,522,502 | $ 48,919,355 | ||
Statement of Operations | |||||
Total Revenue | 1,917,889 | 4,163,249 | |||
Expenses | |||||
Depreciation and amortization | 945,335 | 2,093,966 | |||
General and administrative | 349,504 | 1,884,801 | |||
Interest expense | 124,606 | 1,059,278 | |||
Property expenses | 432,484 | ||||
All other expenses | 619,388 | 1,214,708 | |||
Total expenses | 2,038,833 | 6,685,237 | |||
Other income | 70 | ||||
Interest income | 121 | ||||
Gain on sale of real estate properties | 0 | ||||
Total other income | 121 | ||||
Net loss | $ (120,874) | $ (2,521,867) | |||
Net loss per share basic and diluted | $ (0.01) | $ (0.41) | |||
Weighted average shares | 8,123,880 | 6,166,637 | |||
Statement of Cash Flows | |||||
Net cash provided by operating activities | $ 2,404,456 | ||||
Net cash provided by investing activities | (44,638,969) | ||||
Net cash provided by financing activities | $ 55,798,771 |
RESTATEMENTS (Details Textual)
RESTATEMENTS (Details Textual) | 1 Months Ended | |
Jun. 30, 2016 | Sep. 30, 2016 | |
Maximum Amount of Shares To Be Repurchased, Percentage | 5.00% | |
Maximum [Member] | ||
Organization And Offering Cost Accrual Percentage | 3.00% |
REAL PROPERTY INVESTMENTS (Deta
REAL PROPERTY INVESTMENTS (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Dec. 31, 2015 | |
Land building and improvements | $ 81,046,080 | $ 38,452,510 |
Tenant origination and absorption costs | 7,629,436 | 2,894,046 |
Accumulated depreciation and amortization | (2,756,977) | (713,268) |
Total real estate investments, net | $ 85,918,539 | 40,633,288 |
Chase Bank Great Clips [Member] | ||
Land building and improvements | 3,160,035 | |
Tenant origination and absorption costs | 668,200 | |
Accumulated depreciation and amortization | (439,915) | |
Total real estate investments, net | 3,388,320 | |
Chase Bank Great Clips [Member] | Antioch, CA [Member] | Retail Site [Member] | ||
Acquisition Date | Aug. 22, 2014 | |
Land building and improvements | $ 3,160,035 | |
Tenant origination and absorption costs | 668,200 | |
Accumulated depreciation and amortization | (679,869) | |
Total real estate investments, net | $ 3,148,366 | |
Chevron Gas Station [Member] | ||
Land building and improvements | 2,600,000 | |
Tenant origination and absorption costs | 0 | |
Accumulated depreciation and amortization | (63,210) | |
Total real estate investments, net | 2,536,790 | |
Chevron Gas Station [Member] | Rancho Cordova, CA [Member] | Retail Site [Member] | ||
Acquisition Date | Feb. 6, 2015 | |
Land building and improvements | $ 2,600,000 | |
Tenant origination and absorption costs | 0 | |
Accumulated depreciation and amortization | (117,390) | |
Total real estate investments, net | $ 2,482,610 | |
Chevron Gas Station [Member] | San Jose, CA [Member] | Retail Site [Member] | ||
Acquisition Date | May 29, 2015 | |
Land building and improvements | $ 2,775,000 | |
Tenant origination and absorption costs | 0 | |
Accumulated depreciation and amortization | (53,299) | |
Total real estate investments, net | $ 2,721,701 | |
Chevron Gas Station [Member] | Roseville, CA [Member] | Retail Site [Member] | ||
Acquisition Date | Sep. 30, 2015 | |
Land building and improvements | $ 2,800,000 | |
Tenant origination and absorption costs | 0 | |
Accumulated depreciation and amortization | (99,547) | |
Total real estate investments, net | $ 2,700,453 | |
Chevron Gas Station One [Member] | ||
Land building and improvements | 2,775,000 | |
Tenant origination and absorption costs | 0 | |
Accumulated depreciation and amortization | (24,227) | |
Total real estate investments, net | 2,750,773 | |
Levins [Member] | ||
Land building and improvements | 3,750,000 | |
Tenant origination and absorption costs | 0 | |
Accumulated depreciation and amortization | (79,830) | |
Total real estate investments, net | 3,670,170 | |
Levins [Member] | Sacramento, CA [Member] | Industrial Property [Member] | ||
Acquisition Date | Aug. 19, 2015 | |
Land building and improvements | $ 3,750,000 | |
Tenant origination and absorption costs | 0 | |
Accumulated depreciation and amortization | (239,489) | |
Total real estate investments, net | $ 3,510,511 | |
Chevron Gas Station Two [Member] | ||
Land building and improvements | 2,800,000 | |
Tenant origination and absorption costs | 0 | |
Accumulated depreciation and amortization | (27,873) | |
Total real estate investments, net | 2,772,127 | |
Island Pacific Supermarket [Member] | ||
Land building and improvements | 3,151,460 | |
Tenant origination and absorption costs | 568,540 | |
Accumulated depreciation and amortization | (35,700) | |
Total real estate investments, net | 3,684,300 | |
Island Pacific Supermarket [Member] | Elk Grove, CA [Member] | Retail Site [Member] | ||
Acquisition Date | Oct. 1, 2015 | |
Land building and improvements | $ 3,151,460 | |
Tenant origination and absorption costs | 568,540 | |
Accumulated depreciation and amortization | (164,222) | |
Total real estate investments, net | $ 3,555,778 | |
Dollar General [Member] | ||
Land building and improvements | 4,632,567 | |
Tenant origination and absorption costs | 689,020 | |
Accumulated depreciation and amortization | (24,005) | |
Total real estate investments, net | 5,297,582 | |
Dollar General [Member] | Bakersfield, CA [Member] | Retail Site [Member] | ||
Acquisition Date | Nov. 11, 2015 | |
Land building and improvements | $ 4,632,567 | |
Tenant origination and absorption costs | 689,020 | |
Accumulated depreciation and amortization | (168,035) | |
Total real estate investments, net | $ 5,153,552 | |
Rite Aid [Member] | ||
Land building and improvements | 6,663,448 | |
Tenant origination and absorption costs | 968,286 | |
Accumulated depreciation and amortization | (9,941) | |
Total real estate investments, net | 7,621,793 | |
Rite Aid [Member] | Lake Elsinore, CA [Member] | Retail Site [Member] | ||
Acquisition Date | Dec. 7, 2015 | |
Land building and improvements | $ 6,663,449 | |
Tenant origination and absorption costs | 968,285 | |
Accumulated depreciation and amortization | (188,872) | |
Total real estate investments, net | $ 7,442,862 | |
PMI Preclinical [Member] | ||
Land building and improvements | 8,920,000 | |
Tenant origination and absorption costs | 0 | |
Accumulated depreciation and amortization | (8,567) | |
Total real estate investments, net | $ 8,911,433 | |
PMI Preclinical [Member] | San Carlos, CA [Member] | Office Building [Member] | ||
Acquisition Date | Dec. 9, 2015 | |
Land building and improvements | $ 8,920,000 | |
Tenant origination and absorption costs | 0 | |
Accumulated depreciation and amortization | (162,769) | |
Total real estate investments, net | $ 8,757,231 | |
EcoThrift [Member] | Sacramento, CA [Member] | Retail Site [Member] | ||
Acquisition Date | Mar. 17, 2016 | |
Land building and improvements | $ 4,486,993 | |
Tenant origination and absorption costs | 541,729 | |
Accumulated depreciation and amortization | (131,195) | |
Total real estate investments, net | $ 4,897,527 | |
GSA MSHA [Member] | Vacaville, CA [Member] | Office Building [Member] | ||
Acquisition Date | Apr. 5, 2016 | |
Land building and improvements | $ 2,998,232 | |
Tenant origination and absorption costs | 456,645 | |
Accumulated depreciation and amortization | (64,041) | |
Total real estate investments, net | $ 3,390,836 | |
PreK San Antonio [Member] | San Antonio, TX [Member] | Retail Site [Member] | ||
Acquisition Date | Apr. 8, 2016 | |
Land building and improvements | $ 11,851,540 | |
Tenant origination and absorption costs | 1,593,451 | |
Accumulated depreciation and amortization | (418,511) | |
Total real estate investments, net | $ 13,026,480 | |
Dollar Tree [Member] | Morrow, GA [Member] | Retail Site [Member] | ||
Acquisition Date | Apr. 22, 2016 | |
Land building and improvements | $ 1,248,156 | |
Tenant origination and absorption costs | 206,844 | |
Accumulated depreciation and amortization | (41,945) | |
Total real estate investments, net | $ 1,413,055 | |
Dinan Cars [Member] | Morgan Hill, CA [Member] | Industrial Property [Member] | ||
Acquisition Date | Jun. 21, 2016 | |
Land building and improvements | $ 4,651,845 | |
Tenant origination and absorption costs | 654,155 | |
Accumulated depreciation and amortization | (110,900) | |
Total real estate investments, net | $ 5,195,100 | |
ITW Ripley [Member] | El Dorado, CA [Member] | Industrial Property [Member] | ||
Acquisition Date | Aug. 18, 2016 | |
Land building and improvements | $ 6,178,203 | |
Tenant origination and absorption costs | 407,316 | |
Accumulated depreciation and amortization | (36,844) | |
Total real estate investments, net | $ 6,548,675 | |
Solar Turbines [Member] | San Diego, CA [Member] | Office Building [Member] | ||
Acquisition Date | Jul. 20, 2016 | |
Land building and improvements | $ 5,481,198 | |
Tenant origination and absorption costs | 389,718 | |
Accumulated depreciation and amortization | (39,409) | |
Total real estate investments, net | $ 5,831,507 | |
Amec Foster [Member] | San Diego, CA [Member] | Office Building [Member] | ||
Acquisition Date | Jul. 20, 2016 | |
Land building and improvements | $ 5,697,402 | |
Tenant origination and absorption costs | 485,533 | |
Accumulated depreciation and amortization | (40,640) | |
Total real estate investments, net | $ 6,142,295 |
REAL PROPERTY INVESTMENTS (De31
REAL PROPERTY INVESTMENTS (Details 1) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Land, Buildings and Improvements | $ 42,593,570 | |
Tenant origination and absorption costs | 4,735,390 | |
Below market leases | (3,758,535) | $ (770,685) |
Purchase Price | 44,030,848 | |
EcoThrift [Member] | ||
Land, Buildings and Improvements | 4,486,993 | |
Tenant origination and absorption costs | 541,729 | |
Below market leases | (278,722) | |
Purchase Price | 4,750,000 | |
GSA (MSHA) [Member] | ||
Land, Buildings and Improvements | 2,998,232 | |
Tenant origination and absorption costs | 456,645 | |
Below market leases | (279,877) | |
Purchase Price | 3,175,000 | |
PreK San Antonio [Member] | ||
Land, Buildings and Improvements | 11,851,540 | |
Tenant origination and absorption costs | 1,593,451 | |
Below market leases | (2,594,992) | |
Purchase Price | 10,849,999 | |
Dollar Tree [Member] | ||
Land, Buildings and Improvements | 1,248,156 | |
Tenant origination and absorption costs | 206,844 | |
Below market leases | 0 | |
Purchase Price | 1,455,000 | |
Dinan Cars [Member] | ||
Land, Buildings and Improvements | 4,651,845 | |
Tenant origination and absorption costs | 654,155 | |
Below market leases | 0 | |
Purchase Price | 5,306,000 | |
Solar Turbines [Member] | ||
Land, Buildings and Improvements | 5,481,198 | |
Tenant origination and absorption costs | 389,718 | |
Below market leases | 0 | |
Purchase Price | 5,870,916 | |
Amec Foster [Member] | ||
Land, Buildings and Improvements | 5,697,402 | |
Tenant origination and absorption costs | 485,532 | |
Below market leases | 0 | |
Purchase Price | 6,182,934 | |
ITW Ripley [Member] | ||
Land, Buildings and Improvements | 6,178,204 | |
Tenant origination and absorption costs | 407,316 | |
Below market leases | (144,521) | |
Purchase Price | $ 6,440,999 |
REAL PROPERTY INVESTMENTS (De32
REAL PROPERTY INVESTMENTS (Details 2) - USD ($) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | |
Purchase price | $ 44,030,848 | $ 44,030,848 | |
Purchase deposits applied | $ 0 | 4,809,250 | $ 1,400,000 |
Security deposits assumed and proration | 290,751 | 281,817 | |
Cash paid for acquisition of real estate | $ 39,231,597 | $ 10,219,952 |
REAL PROPERTY INVESTMENTS (De33
REAL PROPERTY INVESTMENTS (Details 3) | 9 Months Ended |
Sep. 30, 2016 | |
EcoThrift [Member] | |
Lease Expiration Date | Feb. 28, 2026 |
GSA (MSHA) [Member] | |
Lease Expiration Date | Aug. 24, 2026 |
PreK San Antonio [Member] | |
Lease Expiration Date | Jul. 31, 2021 |
Dollar Tree [Member] | |
Lease Expiration Date | Jul. 31, 2025 |
Dinan Cars [Member] | |
Lease Expiration Date | Apr. 30, 2023 |
ITW Ripley [Member] | |
Lease Expiration Date | Aug. 1, 2022 |
Solar Turbines [Member] | |
Lease Expiration Date | Jul. 31, 2021 |
Amec Foster [Member] | |
Lease Expiration Date | Feb. 28, 2021 |
REAL PROPERTY INVESTMENTS (De34
REAL PROPERTY INVESTMENTS (Details 4) | Sep. 30, 2016USD ($) |
October 1, 2016 through December 31, 2016 | $ 1,908,576 |
2,017 | 6,467,629 |
2,018 | 6,304,126 |
2,019 | 6,393,305 |
2,020 | 6,508,538 |
2,021 | 5,441,279 |
Beyond 2021 and thereafter | 14,995,594 |
Operating Leases, Future Minimum Payments Receivable | $ 48,019,047 |
REAL PROPERTY INVESTMENTS (De35
REAL PROPERTY INVESTMENTS (Details 5) | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Amec Foster, CA [Member] | |
Effective Annualized Base Rent | $ 651,613 |
Percentage of Annualized Base Rent | 10.16% |
PreK San Antonio, TX [Member] | |
Effective Annualized Base Rent | $ 825,000 |
Percentage of Annualized Base Rent | 12.82% |
REAL PROPERTY INVESTMENTS (De36
REAL PROPERTY INVESTMENTS (Details 6) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Below-Market Leases, Cost | $ (4,097,924) | $ (799,812) |
Below-Market Leases, Accumulated amortization | 339,389 | 29,127 |
Below-Market Leases, Net Amount | 3,758,535 | 770,685 |
Tenant Origination and Absorption Costs [Member] | ||
Finite-Lived Intangible Assets, Cost | 7,629,436 | 2,894,045 |
Finite-Lived Intangible Assets, Accumulated Amortization | (861,164) | (482,308) |
Finite-Lived Intangible Assets, Net Amount | 6,768,272 | 2,411,737 |
Above-Market Leases [Member] | ||
Finite-Lived Intangible Assets, Cost | 273,267 | 273,267 |
Finite-Lived Intangible Assets, Accumulated Amortization | (17,708) | (932) |
Finite-Lived Intangible Assets, Net Amount | $ 255,559 | $ 272,335 |
REAL PROPERTY INVESTMENTS (De37
REAL PROPERTY INVESTMENTS (Details 7) - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Dec. 31, 2015 | |
Remaining 2016 amortization | $ 160,482 | |
2,017 | 641,664 | |
2,018 | 626,079 | |
2,019 | 626,079 | |
2,020 | 626,079 | |
2,021 | 433,456 | |
Thereafter | 644,696 | |
Below-Market Lease Finite-Lived Intangible Net | $ 3,758,535 | |
Weighted average remaining amortization period Below-Market Lease Intangibles | 6 years 7 months 24 days | |
Tenant Origination and Absorption Costs [Member] | ||
Remaining 2016 amortization | $ 289,694 | |
2,017 | 1,155,449 | |
2,018 | 959,797 | |
2,019 | 959,797 | |
2,020 | 959,797 | |
2,021 | 841,517 | |
Thereafter | 1,602,221 | |
Finite-Lived Intangible Assets, Net | $ 6,768,272 | $ 2,411,737 |
Weighted average remaining amortization period | 6 years 7 months 20 days | |
Above-Market Leases Intangibles [Member] | ||
Remaining 2016 amortization | $ 5,592 | |
2,017 | 22,368 | |
2,018 | 22,368 | |
2,019 | 22,368 | |
2,020 | 22,368 | |
2,021 | 22,368 | |
Thereafter | 138,127 | |
Finite-Lived Intangible Assets, Net | $ 255,559 | $ 272,335 |
Weighted average remaining amortization period | 11 years 4 months 24 days |
REAL PROPERTY INVESTMENTS (De38
REAL PROPERTY INVESTMENTS (Details 8) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Total revenue | $ 2,062,749 | $ 1,475,557 | $ 6,211,622 | $ 4,268,646 |
Net income (loss) | $ 543,016 | $ 223,379 | $ (943,012) | $ 564,790 |
REAL PROPERTY INVESTMENTS (De39
REAL PROPERTY INVESTMENTS (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | |
Business Combination, Acquisition Related Costs | $ 326,747 | $ 913,739 | $ 913,689 | $ 0 |
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 1,052,510 | $ 1,644,081 | ||
Finite-Lived Intangible Asset, Useful Life | 7 years 3 months 11 days | |||
Purchase Deposits Applied To Acquisition Of Real Estates | 0 | $ 4,809,250 | $ 1,400,000 | |
Advisory Agreement [Member] | ||||
Business Combination, Acquisition Related Costs | $ 326,747 | $ 913,689 |
SALE OF INTEREST IN REAL PROP40
SALE OF INTEREST IN REAL PROPERTY (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | |
Proceeds from Sale of Real Estate | $ 1,000,000 | $ 0 | |
Interest Expense, Customer Deposits | $ 13,751 | $ 31,779 | |
Chevron Gas Station [Member] | |||
Equity Method Investment, Ownership Percentage | 29.86% | 29.86% |
DISTRIBUTIONS RECEIVABLE FROM41
DISTRIBUTIONS RECEIVABLE FROM LIMITED PARTNERSHIPS (Details Textual) - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Proceeds from Equity Method Investment, Dividends or Distributions | $ 21,193 | $ 0 |
Proceeds from Limited Partnership Investments | $ 1,230,858 | $ 0 |
DEBT (Details)
DEBT (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Dec. 31, 2015 | |||
Principal Amount | $ 21,787,079 | $ 6,254,505 | ||
Deferred Financing Costs | (740,591) | (56,559) | ||
Net Balance | 21,046,488 | 6,197,946 | ||
GSA [Member] | ||||
Principal Amount | 1,931,795 | |||
Deferred Financing Costs | (72,281) | |||
Net Balance | $ 1,859,514 | |||
Effective Interest Rate | [1] | 3.00% | ||
Mortgages [Member] | Chase Bank Great Clips [Member] | ||||
Principal Amount | $ 1,933,540 | 1,958,505 | ||
Deferred Financing Costs | (35,675) | (39,559) | ||
Net Balance | $ 1,897,865 | $ 1,918,946 | ||
Contractual Interest Rate | 4.37% | 4.37% | ||
Effective Interest Rate | [1] | 4.37% | ||
Effective Interest Rate | [1] | 4.37 | ||
Loan Maturity | Feb. 5, 2019 | Feb. 5, 2019 | ||
Mortgages [Member] | Levins [Member] | ||||
Principal Amount | $ 2,222,918 | [2] | $ 2,250,000 | |
Deferred Financing Costs | (50,884) | [2] | (8,500) | |
Net Balance | $ 2,172,034 | [2] | $ 2,241,500 | |
Contractual Interest Rate | One-month LIBOR + 1.93% | [2] | One-month LIBOR + 1.93% | |
Effective Interest Rate | [1],[2] | 3.74% | ||
Effective Interest Rate | [1] | One-month LIBOR + 1.93% | ||
Loan Maturity | Jan. 5, 2021 | [2] | Jan. 5, 2021 | |
Mortgages [Member] | Island Pacific Supermarket [Member] | ||||
Principal Amount | $ 2,021,373 | [1] | $ 2,046,000 | |
Deferred Financing Costs | (47,930) | [1] | (8,500) | |
Net Balance | $ 1,973,444 | [1] | $ 2,037,500 | |
Contractual Interest Rate | One-month LIBOR + 1.93% | [1] | One-month LIBOR + 1.93% | |
Effective Interest Rate | [1] | 3.74% | ||
Effective Interest Rate | [2] | One-month LIBOR + 1.93% | ||
Loan Maturity | Jan. 5, 2021 | [1] | Jan. 5, 2021 | |
Mortgages [Member] | Dollar General [Member] | ||||
Principal Amount | $ 2,492,620 | |||
Deferred Financing Costs | (80,947) | |||
Net Balance | $ 2,411,672 | |||
Contractual Interest Rate | One-month LIBOR + 1.48% | |||
Effective Interest Rate | [1] | 3.38% | ||
Loan Maturity | Mar. 5, 2021 | |||
Mortgages [Member] | Rite Aid [Member] | ||||
Principal Amount | $ 3,927,559 | |||
Deferred Financing Costs | (148,390) | |||
Net Balance | $ 3,779,169 | |||
Contractual Interest Rate | One-month LIBOR + 1.50% | |||
Effective Interest Rate | [1] | 3.25% | ||
Loan Maturity | May 5, 2021 | |||
Mortgages [Member] | PMI Preclinical [Member] | ||||
Principal Amount | $ 4,416,799 | |||
Deferred Financing Costs | (185,809) | |||
Net Balance | $ 4,230,990 | |||
Contractual Interest Rate | One-month LIBOR + 1.48% | |||
Effective Interest Rate | [1] | 3.38% | ||
Loan Maturity | Mar. 5, 2021 | |||
Mortgages [Member] | EcoThrift [Member] | ||||
Principal Amount | $ 2,840,475 | |||
Deferred Financing Costs | (118,675) | |||
Net Balance | $ 2,721,800 | |||
Contractual Interest Rate | One-month LIBOR + 1.21% | |||
Effective Interest Rate | [1] | 2.96% | ||
Loan Maturity | Jul. 5, 2021 | |||
Mortgages [Member] | GSA [Member] | ||||
Contractual Interest Rate | One-month LIBOR + 1.25% | |||
Loan Maturity | Aug. 5, 2021 | |||
[1] | Contractual interest rate represents the interest rate in effect under the mortgage note payable as of September 30, 2016. Effective interest rate is calculated as the actual interest rate in effect as of September 30, 2016 (consisting of the contractual interest rate and the effect of the interest rate swap, if applicable). For further information regarding the Company’s interest rate swap derivative, see note 8. | |||
[2] | Effective date of the swap agreement was 1/5/2016. |
DEBT (Details 1)
DEBT (Details 1) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Total | $ 21,787,079 | $ 6,254,505 |
Secured Debt [Member] | ||
October 1, 2016 through December 31, 2016 | 107,556 | |
2,017 | 437,819 | |
2,018 | 453,193 | |
2,019 | 2,279,606 | |
2,020 | 442,329 | |
2,021 | 18,066,576 | |
Total | $ 21,787,079 |
DEBT (Details 2)
DEBT (Details 2) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | ||
Unrealized loss on interest rate swaps (see Note 8) | $ (111,906) | $ 462,557 | $ 0 | ||
Sales Deposit Liability (See Note 5) | 13,751 | 31,779 | |||
Total interest expense | 124,606 | $ 33,444 | 1,059,278 | 119,969 | |
Unsecured Debt [Member] | |||||
Interest expense | 0 | 5,921 | 39,779 | 22,335 | |
Amortization of deferred financing costs | 0 | 2,940 | 12,250 | 16,924 | |
Sales Deposit Liability (See Note 5) | 13,751 | 0 | 31,779 | 0 | |
Total interest expense | 124,606 | 33,444 | 1,059,278 | 119,969 | |
Secured Debt [Member] | |||||
Interest expense | [1] | 183,948 | 21,520 | 422,506 | 72,087 |
Amortization of deferred financing costs | 38,813 | 3,063 | 76,123 | 8,623 | |
Unrealized loss on interest rate swaps (see Note 8) | $ (111,906) | $ 0 | $ 476,841 | $ 0 | |
[1] | Includes $4,7621 and $96,174 for the three and nine months ended September 30, 2016, respectively, of monthly payments to settle the Company’s interest rate swaps and $14,284 of accrual interest payable at September 30, 2016 representing the unsettled portion of the interest rate swaps for the period from the most recent settlement date through September 30, 2016. |
DEBT (Details Textual)
DEBT (Details Textual) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2016USD ($) | Sep. 30, 2016USD ($) | |
Interest Expenses, Interest Rate Swap | $ 47,621 | $ 96,174 |
Interest Payable | $ 14,284 | $ 14,284 |
INTEREST RATE SWAP DERIVATIVE46
INTEREST RATE SWAP DERIVATIVES (Details) - Interest Rate Swap Derivatives [Member] | 9 Months Ended | |
Sep. 30, 2016USD ($)Number | ||
Derivative Instruments, Number of Instruments | Number | 7 | |
Derivative Instruments, Notional Amount | $ | $ 20,011,000 | [1] |
Derivative Instruments, Reference Rate | One-month LIBOR/Fixed at 1.21%-1.93% | |
Derivative Instruments, Weighted Average Fixed Pay Rate | 3.03% | |
Derivative Instruments, Weighted Average Remaining Term | 4 years 3 months 18 days | |
[1] | The notional amount of the Company’s swaps decreases each month to correspond to the outstanding principal balance on the related mortgage. The maximum notional amount is shown above. The minimum notional amount (outstanding principal balance at the maturity date) is $16,224,800. |
INTEREST RATE SWAP DERIVATIVE47
INTEREST RATE SWAP DERIVATIVES (Details 1) | 9 Months Ended | |
Sep. 30, 2016USD ($)Number | Dec. 31, 2015USD ($) | |
Derivative Instrument, Fair Value | $ 462,557 | $ 0 |
Interest Rate Swap [Member] | ||
Derivative Instrument, Balance Sheet Location | Interest rate swap derivatives, at fair value | |
Derivative Instruments, Number of Instruments | Number | 7 | |
Derivative Instrument, Fair Value | $ (476,841) |
INTEREST RATE SWAP DERIVATIVE48
INTEREST RATE SWAP DERIVATIVES (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | |
Unrealized Gain (Loss) on Derivatives | $ (111,906) | $ 462,557 | $ 0 |
Maximum [Member] | |||
Derivative, Notional Amount | $ 16,224,800 | $ 16,224,800 |
FAIR VALUE DISCLOSURES (Details
FAIR VALUE DISCLOSURES (Details) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Debt Instrument, Face Value | $ 21,787,078 | $ 6,255,981 |
Debt Instrument, Carrying Value | 21,787,079 | 6,254,505 |
Debt Instrument, Fair Value | $ 21,171,146 | $ 6,006,589 |
FAIR VALUE DISCLOSURES (Detai50
FAIR VALUE DISCLOSURES (Details 1) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Derivative Liabilities | $ 462,557 | $ 0 |
Fair Value, Measurements, Recurring [Member] | ||
Derivative Liabilities | 462,557 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Derivative Liabilities | 0 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Derivative Liabilities | 462,557 | |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Derivative Liabilities | $ 0 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||||||||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |||||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 691,042 | $ 325,098 | $ 3,183,003 | $ 614,352 | |||||||
Due to Related Parties | 32,923 | 32,923 | $ 8,662 | ||||||||
Due from Related Parties | 32,923 | 32,923 | 8,662 | ||||||||
Advisor fees, Acquisition fees [Member] | |||||||||||
Related Party Transaction, Expenses from Transactions with Related Party | 267,147 | 0 | 777,867 | 0 | [1] | ||||||
Due to Related Parties | 32,923 | 32,923 | 0 | ||||||||
Due from Related Parties | 0 | 0 | 0 | ||||||||
Advisor fees, Asset management fees [Member] | |||||||||||
Related Party Transaction, Expenses from Transactions with Related Party | 118,113 | 16,326 | 271,019 | 35,349 | |||||||
Due to Related Parties | 0 | 0 | 0 | ||||||||
Due from Related Parties | 32,575 | 32,575 | 73,200 | ||||||||
Advisor fees, Property management fees [Member] | |||||||||||
Related Party Transaction, Expenses from Transactions with Related Party | [2] | 5,964 | 1,063 | 8,090 | 3,188 | ||||||
Due to Related Parties | [2] | 0 | 0 | 0 | |||||||
Due from Related Parties | [2] | 8,090 | 8,090 | 5,486 | |||||||
Advisor fees, Disposition fees [Member] | |||||||||||
Related Party Transaction, Expenses from Transactions with Related Party | 0 | 0 | 30,000 | 0 | |||||||
Due to Related Parties | 0 | ||||||||||
Due from Related Parties | 0 | 0 | 0 | ||||||||
Reimbursable organizational and offering expenses [Member] | |||||||||||
Related Party Transaction, Expenses from Transactions with Related Party | 280,468 | 307,710 | 1,483,033 | 575,814 | |||||||
Due to Related Parties | 0 | 0 | 8,662 | ||||||||
Due from Related Parties | 29,963 | 29,963 | 0 | ||||||||
Fees To Affliates [Member] | |||||||||||
Related Party Transaction, Expenses from Transactions with Related Party | 385,260 | 16,326 | 1,078,886 | 35,349 | |||||||
Due to Related Parties | 0 | 0 | 0 | ||||||||
Financing Coordination Fees [Member] | |||||||||||
Related Party Transaction, Expenses from Transactions with Related Party | 19,350 | 0 | 200,110 | 0 | |||||||
Due to Related Parties | 0 | 0 | 0 | ||||||||
Due from Related Parties | 137,800 | 137,800 | 42,960 | ||||||||
Due To Advisor [Member] | |||||||||||
Related Party Transaction, Expenses from Transactions with Related Party | 0 | 0 | 317,154 | 0 | |||||||
Due to Related Parties | 0 | 0 | 0 | ||||||||
Due from Related Parties | 165,123 | 165,123 | 47,055 | ||||||||
Due To Other SSLFO [Member] | |||||||||||
Related Party Transaction, Expenses from Transactions with Related Party | [3] | 0 | 0 | 0 | 0 | ||||||
Due to Related Parties | [3] | 0 | 0 | 0 | |||||||
Due from Related Parties | [3] | 100,477 | 100,477 | 100,477 | |||||||
Due From NNN [Member] | |||||||||||
Related Party Transaction, Expenses from Transactions with Related Party | 0 | [4] | $ 0 | [4] | 95,730 | [4] | $ 0 | [5] | |||
Due to Related Parties | [4] | 0 | 0 | 0 | [5] | ||||||
Due from Related Parties | [4] | $ 0 | $ 0 | $ 0 | |||||||
[1] | In lieu of the REIT paying acquisition fees, the seller paid the acquisition fees through escrow. | ||||||||||
[2] | Property management fees are presented as “property expenses” in the Condensed Consolidated Statement of Operations. | ||||||||||
[3] | These costs were incurred by SSLFO, an affiliate of the Sponsor, in connection with the organization and offering of the Company’s shares. | ||||||||||
[4] | These costs were incurred in connection with the potential acquisition of a property by the Company. The property was acquired by Rich Uncles NNN REIT, Inc., Therefore, the Company has a receivable from Rich Uncles NNN REIT, Inc. | ||||||||||
[5] | These costs were incurred in connection with the potential acquisition of a property by the Company. The property was acquired by Rich Uncles NNN REIT, Inc., Therefore, the Company as a receivable from Rich Uncles NNN REIT, Inc. |
RELATED PARTY TRANSACTIONS (D52
RELATED PARTY TRANSACTIONS (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2016 | Sep. 30, 2015 | Jun. 26, 2017 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |||
Related Party Transaction, Expenses from Transactions with Related Party | $ 691,042 | $ 325,098 | $ 3,183,003 | $ 614,352 | ||||
Stock Redeemed or Called During Period, Value | 1,779,163 | |||||||
Common Stock [Member] | ||||||||
Stock Redeemed or Called During Period, Value | 1,779 | |||||||
Common Stock [Member] | Subsequent Event [Member] | ||||||||
Stock Redeemed or Called During Period, Value | $ 4,666,178 | |||||||
Organization and Offering Expenses [Member] | ||||||||
Related Party Transaction, Expenses from Transactions with Related Party | 2,525,712 | $ 1,042,678 | ||||||
Organization and Offering Expenses Payable | 29,963 | 29,963 | 8,662 | |||||
Advisor fees, Acquisition fees [Member] | ||||||||
Related Party Transaction, Expenses from Transactions with Related Party | 267,147 | 0 | $ 777,867 | 0 | [1] | |||
Related Party Transaction, Description of Transaction | The Company shall pay the Advisor a fee in an amount equal 3.0% of Companys contract purchase price of its properties, as defined, as acquisition fees. | |||||||
Advisor fees, Asset management fees [Member] | ||||||||
Related Party Transaction, Expenses from Transactions with Related Party | 118,113 | 16,326 | $ 271,019 | 35,349 | ||||
Related Party Transaction, Rate | 0.05% | |||||||
Advisor fees, Financing fee [Member] | ||||||||
Related Party Transaction, Rate | 1.00% | |||||||
Advisor fees, Property management fees [Member] | ||||||||
Related Party Transaction, Expenses from Transactions with Related Party | [2] | 5,964 | 1,063 | $ 8,090 | 3,188 | |||
Related Party Transaction, Rate | 1.50% | |||||||
Advisor fees, Disposition fees [Member] | ||||||||
Related Party Transaction, Expenses from Transactions with Related Party | 0 | $ 0 | $ 30,000 | $ 0 | ||||
Related Party Transaction, Rate | 6.00% | |||||||
Advisor fees, Disposition fees [Member] | Maximum [Member] | ||||||||
Related Party Transaction, Rate | 6.00% | |||||||
Leasing Commission Fees [Member] | ||||||||
Related Party Transaction, Rate | 3.00% | |||||||
Operating Expenses [Member] | ||||||||
Related Party Transaction, Expense Reimbursement Percentage to Average Invested Assets | 2.00% | |||||||
Related Party Transaction, Expense Reimbursement Percentage to Net Income | 25.00% | |||||||
Rich Uncles, LLC [Member] | ||||||||
Organization and Offering Expenses Payable | $ 3,424,663 | $ 3,424,663 | ||||||
Repayments of Related Party Debt | $ 2,495,748 | $ 1,051,341 | ||||||
Advisor or Affiliates [Member] | Advisor fees, Disposition fees [Member] | ||||||||
Related Party Transaction, Rate | 3.00% | |||||||
[1] | In lieu of the REIT paying acquisition fees, the seller paid the acquisition fees through escrow. | |||||||
[2] | Property management fees are presented as “property expenses” in the Condensed Consolidated Statement of Operations. |
SUBSEQUENT EVENTS (Details Text
SUBSEQUENT EVENTS (Details Textual) | May 15, 2017USD ($)a | Mar. 28, 2017USD ($) | Mar. 15, 2017USD ($) | Mar. 14, 2017USD ($) | Dec. 23, 2016USD ($)a | Dec. 22, 2016USD ($) | Dec. 14, 2016USD ($) | Dec. 02, 2016USD ($) | Dec. 01, 2016USD ($)a | Nov. 04, 2016USD ($)a | Jun. 29, 2017USD ($)ft² | Apr. 28, 2017USD ($) | Apr. 27, 2017USD ($) | Apr. 20, 2017USD ($)$ / shares | Jan. 20, 2017USD ($)$ / shares | Oct. 20, 2016USD ($)$ / shares | Jul. 03, 2017USD ($)shares | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) |
Payments to Acquire Real Estate | $ 39,231,597 | $ 10,219,952 | |||||||||||||||||
Proceeds from Sale of Real Estate | $ 1,000,000 | $ 0 | |||||||||||||||||
Subsequent Event [Member] | |||||||||||||||||||
Dividends Payable, Date Declared | Apr. 20, 2017 | ||||||||||||||||||
Dividends Payable, Amount Per Share | $ / shares | $ 0.0020833 | $ 0.0020380 | $ 0.0020380 | ||||||||||||||||
Dividends Payable | $ 1,559,176 | $ 1,548,589 | $ 1,529,518 | ||||||||||||||||
Dividends Payable, Date to be Paid | Apr. 20, 2017 | Jan. 20, 2017 | Oct. 20, 2016 | ||||||||||||||||
Dividend Reinvested | $ 1,082,081 | $ 1,092,631 | $ 1,093,599 | ||||||||||||||||
Business Acquisition, Transaction Costs | $ 40,205 | ||||||||||||||||||
Proceeds from Sale of Real Estate | $ 3,434,000 | ||||||||||||||||||
Gains (Losses) on Sales of Investment Real Estate | $ 800,000 | ||||||||||||||||||
Subsequent Event [Member] | Common Stock [Member] | |||||||||||||||||||
Stock Repurchased During Period, Shares | shares | 466,618 | ||||||||||||||||||
Stock Repurchased During Period, Value | $ 4,666,178 | ||||||||||||||||||
Subsequent Event [Member] | Mortgages [Member] | |||||||||||||||||||
Proceeds from Issuance of First Mortgage Bond | $ 5,527,600 | $ 14,850,000 | $ 638,012 | $ 3,850,000 | $ 2,860,000 | $ 5,425,000 | $ 10,083,000 | ||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.50% | 4.50% | 4.69% | 4.15% | 4.02% | 4.25% | 3.35% | ||||||||||||
Debt Instrument, Maturity Date | Apr. 1, 2022 | Mar. 9, 2024 | Aug. 1, 2023 | Jan. 2, 2022 | Apr. 1, 2023 | Nov. 1, 2026 | |||||||||||||
Debt Instrument, Description of Variable Rate Basis | one-month LIBOR + 2.27% | ||||||||||||||||||
Subsequent Event [Member] | Solar Turbines Incorporated [Member] | |||||||||||||||||||
Area of Real Estate Property | a | 9,288 | ||||||||||||||||||
Subsequent Event [Member] | Amec Foster Wheeler Environment Infrastructure, Inc. [Member] | |||||||||||||||||||
Payments to Acquire Real Estate | $ 1,234,400 | ||||||||||||||||||
Subsequent Event [Member] | The Gap, Inc. [Member] | |||||||||||||||||||
Area of Real Estate Property | a | 40,496 | ||||||||||||||||||
Payments to Acquire Real Estate | $ 7,700,000 | ||||||||||||||||||
Business Acquisition, Transaction Costs | $ 186,820 | ||||||||||||||||||
Subsequent Event [Member] | L Communications Corporation [Member] | |||||||||||||||||||
Area of Real Estate Property | a | 46,135 | ||||||||||||||||||
Payments to Acquire Real Estate | $ 10,650,000 | ||||||||||||||||||
Business Acquisition, Transaction Costs | $ 338,948 | ||||||||||||||||||
Subsequent Event [Member] | Sutter Health [Member] | |||||||||||||||||||
Area of Real Estate Property | a | 106,592 | ||||||||||||||||||
Payments to Acquire Real Estate | $ 27,000,000 | ||||||||||||||||||
Business Acquisition, Transaction Costs | $ 602,523 | ||||||||||||||||||
Subsequent Event [Member] | Walgreen Company [Member] | |||||||||||||||||||
Area of Real Estate Property | ft² | 14,490 | ||||||||||||||||||
Payments to Acquire Real Estate | $ 5,125,000 | ||||||||||||||||||
Business Acquisition, Transaction Costs | $ 125,040 | ||||||||||||||||||
Subsequent Event [Member] | Rancho Cordova, CA [Member] | |||||||||||||||||||
Proceeds from Sale of Real Estate | $ 3,298,019 |