Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2021 | May 14, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 000-56165 | |
Entity Registrant Name | Cottonwood Communities, Inc. | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 61-1805524 | |
Entity Address, Address Line One | 1245 E. Brickyard Road | |
Entity Address, Address Line Two | Suite 250 | |
Entity Address, City or Town | Salt Lake City | |
Entity Address, State or Province | UT | |
Entity Address, Postal Zip Code | 84106 | |
City Area Code | 801 | |
Local Phone Number | 278-0700 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false | |
Entity Central Index Key | 0001692951 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Class A | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 12,644,840 | |
Class TX | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 17,518 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Assets | ||
Real estate assets, net | $ 159,789,826 | $ 161,091,994 |
Investments in unconsolidated real estate entities | 33,464,253 | 30,000,461 |
Real estate note investment, net | 9,065,740 | 8,254,736 |
Cash and cash equivalents | 7,133,941 | 4,361,564 |
Restricted cash | 284,675 | 271,240 |
Related party receivables | 29,875 | 0 |
Other assets | 743,572 | 824,687 |
Total assets | 210,511,882 | 204,804,682 |
Liabilities | ||
Credit facilities, net | 68,878,506 | 70,319,868 |
Preferred stock, net | 39,817,080 | 29,824,988 |
Related party payables | 540,293 | 580,983 |
Accounts payable, accrued expenses and other liabilities | 3,668,271 | 1,995,117 |
Total liabilities | 112,904,150 | 102,720,956 |
Commitments and contingencies (Note 11) | ||
Stockholders' equity | ||
Common stock, $0.01 par value, 1,000,000,000 shares authorized; 12,232,289 shares issued and outstanding at both March 31, 2021 and December 31, 2020 | 122,323 | 122,323 |
Additional paid-in capital | 121,721,787 | 121,676,787 |
Accumulated distributions | (9,278,647) | (7,767,642) |
Accumulated deficit | (14,957,731) | (11,947,742) |
Total stockholders' equity | 97,607,732 | 102,083,726 |
Total liabilities and stockholders' equity | $ 210,511,882 | $ 204,804,682 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 12,232,289 | 12,232,289 |
Common stock, shares outstanding (in shares) | 12,232,289 | 12,232,289 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenues | ||
Rental and other property revenues | $ 3,172,181 | $ 1,539,577 |
Real estate note investment interest | 245,352 | 71,715 |
Total revenues | 3,417,533 | 1,611,292 |
Expenses | ||
Property operations expense | 1,348,135 | 655,284 |
Reimbursable operating expenses to related parties | 257,044 | 236,509 |
Asset management fee to related party | 886,307 | 449,653 |
Depreciation and amortization | 1,338,430 | 843,984 |
General and administrative expenses | 2,246,715 | 230,361 |
Total operating expenses | 6,076,631 | 2,415,791 |
Other income (expense) | ||
Equity in earnings of unconsolidated real estate entities | 951,454 | 240,096 |
Interest income | 362 | 184,884 |
Interest expense | (1,329,835) | (537,971) |
Total other expense | (378,019) | (112,991) |
Total expenses before asset management fee waiver | (6,454,650) | (2,528,782) |
Asset management fee waived by Advisor | 27,128 | 127,440 |
Net expenses after asset management fee waiver | (6,427,522) | (2,401,342) |
Net loss | $ (3,009,989) | $ (790,050) |
Weighted-average shares outstanding (in shares) | 12,232,289 | 9,483,288 |
Net loss per common share - basic and diluted (in dollars per share) | $ (0.25) | $ (0.08) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity - USD ($) | Total | Common Stock | Additional Paid-In Capital | Accumulated Distributions | Accumulated Deficit |
Shares outstanding, beginning balance (in shares) at Dec. 31, 2019 | 8,851,759 | ||||
Stockholders' equity, beginning balance at Dec. 31, 2019 | $ 82,296,472 | $ 88,518 | $ 87,973,949 | $ (2,369,592) | $ (3,396,403) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock (in shares) | 1,304,712 | ||||
Issuance of common stock | 12,976,744 | $ 13,047 | 12,963,697 | ||
Distributions to investors | (1,183,119) | (1,183,119) | |||
Net loss | (790,050) | (790,050) | |||
Shares outstanding, ending balance (in shares) at Mar. 31, 2020 | 10,156,471 | ||||
Stockholders' equity, ending balance at Mar. 31, 2020 | $ 93,300,047 | $ 101,565 | 100,937,646 | (3,552,711) | (4,186,453) |
Shares outstanding, beginning balance (in shares) at Dec. 31, 2020 | 12,232,289 | 12,232,289 | |||
Stockholders' equity, beginning balance at Dec. 31, 2020 | $ 102,083,726 | $ 122,323 | 121,676,787 | (7,767,642) | (11,947,742) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share based compensation | 45,000 | 45,000 | |||
Distributions to investors | (1,511,005) | (1,511,005) | |||
Net loss | $ (3,009,989) | (3,009,989) | |||
Shares outstanding, ending balance (in shares) at Mar. 31, 2021 | 12,232,289 | 12,232,289 | |||
Stockholders' equity, ending balance at Mar. 31, 2021 | $ 97,607,732 | $ 122,323 | $ 121,721,787 | $ (9,278,647) | $ (14,957,731) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (3,009,989) | $ (790,050) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 1,338,430 | 843,984 |
Equity in earnings | (951,454) | (240,096) |
Amortization of real estate note investment issuance cost | 12,562 | 12,110 |
Amortization of debt issuance costs | 58,638 | 37,331 |
Noncash interest expense on preferred stock | 278,506 | 42,047 |
Share based compensation | 45,000 | 0 |
Changes in operating assets and liabilities: | ||
Related party receivables | (29,875) | 0 |
Other assets | 431,115 | 37,550 |
Related party payables | (40,690) | 267,855 |
Accounts payable, accrued expenses and other liabilities | 1,665,551 | 361,147 |
Net cash (used in) provided by operating activities | (202,206) | 571,878 |
Cash flows from investing activities: | ||
Acquisition of real estate | 0 | (53,904,597) |
Capital improvements to real estate | (36,262) | (18,674) |
Investments in unconsolidated real estate entities | (2,512,338) | (5,210,937) |
Issuance of real estate note investment including issuance costs | (823,566) | (1,741,219) |
Net cash used in investing activities | (3,372,166) | (60,875,427) |
Cash flows from financing activities: | ||
Proceeds from line of credit | 3,500,000 | 0 |
Repayments of line of credit | (5,000,000) | 0 |
Proceeds from issuance of preferred stock, net of issuance costs | 9,363,586 | 7,016,263 |
Proceeds from issuance of common stock | 0 | 12,928,418 |
Distributions to common stockholders | (1,503,402) | (888,805) |
Net cash provided by financing activities | 6,360,184 | 19,055,876 |
Net increase (decrease) in cash and cash equivalents and restricted cash | 2,785,812 | (41,247,673) |
Cash and cash equivalents and restricted cash, beginning of period | 4,632,804 | 47,741,994 |
Cash and cash equivalents and restricted cash, end of period | 7,418,616 | 6,494,321 |
Reconciliation of cash and cash equivalents and restricted cash to the condensed consolidated balance sheets: | ||
Total cash and cash equivalents and restricted cash | 7,418,616 | 6,494,321 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Credit facility entered into in conjunction with acquisition of real estate | $ 0 | $ 49,616,479 |
Organization and Business
Organization and Business | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business | Organization and Business Cottonwood Communities, Inc. is a Maryland corporation formed to invest in multifamily apartment communities and real estate-related assets located throughout the United States. The Company elected to be taxed as a real estate investment trust or REIT beginning with the taxable year ending December 31, 2019. The Company holds real estate interests and conducts its business through its operating partnership, Cottonwood Communities O.P., LP (the “Operating Partnership” or "CCOP"). Unless the context indicates otherwise, the “Company,” “we,” “our” or “us” refers to Cottonwood Communities, Inc. and its consolidated subsidiaries, including the Operating Partnership. We are externally managed by CC Advisors III, LLC ("CCA III"), and as of March 31, 2021, had no employees. Cottonwood Communities Management, LLC ("CCM") is the property manager for our stabilized multifamily apartment communities. We have registered $750,000,000 in shares of common stock in an initial public offering (the "Offering"), consisting of $675,000,000 in shares of common stock offered in our primary offering and $75,000,000 in shares of common stock through our distribution reinvestment plan (the "DRP Offering”). The Offering commenced in August 2018 and is currently suspended as of December 2020 while we pursue the proposed mergers described below. Prior to the suspension, two classes of common stock were available to purchase in the Offering: Class A and Class TX (previously designated Class T) at a purchase price of $10.00 per share (with discounts available to certain categories of purchasers). These share classes have different underwriting compensation structures, which compensation our advisor paid on our behalf. When we resume the Offering we expect to offer three new classes of shares of common stock in the primary offering, newly designated Class T, Class D and Class I, and all five classes in the DRP Offering. Underwriting compensation for the new classes will be paid by investors through an adjustment to the purchase price of the shares or borne by us. Refer to our Current Report on Form 8-K dated April 2, 2021 as well as "Part II - Item 5. Other Information" of this report for further information regarding these new classes of shares. On November 8, 2019, we launched the Private Offering, a private placement offering exempt from registration under the Securities Act for which we initially offered a maximum of $50,000,000 in shares of Series 2019 Preferred Stock to accredited investors at a purchase price of $10.00 per share. Offering-related expenses in the Private Offering are paid from offering proceeds. On March 23, 2021, our board of directors approved an increase in the size of the offering to $100,000,000. At March 31, 2021, we owned two multifamily apartment communities, one in West Palm Beach, Florida and the second in Norwood, Massachusetts; have issued a B Note secured by a deed of trust on a multifamily development project in Allen, Texas; and have made preferred equity investments in three multifamily development projects in Ybor City, Florida, Queens, New York, and West Sacramento, California. Merger with Cottonwood Residential II, Inc. and Cottonwood Residential O.P., LP On May 7, 2021, we completed our merger with Cottonwood Residential II, Inc. ("CRII") (the "CRII Company Merger"), and the merger of the Operating Partnership with and into Cottonwood Residential O.P., LP (“CROP”) (the “CROP Partnership Merger,” and together with the CRII Company Merger, the "CRII Merger") through a stock-for-stock and unit-for-unit transaction provided for pursuant to the Agreement and Plan of Merger dated January 26, 2021 by and among us, CCOP, Cottonwood Communities GP Subsidiary, LLC ("Merger Sub"), CRII and CROP. At the effective time of the CRII Merger, each issued and outstanding share of CRII’s common stock (the “CRII Common Stock”) converted into 2.015 shares of shares of our Class A common stock, each issued and outstanding share of Series 2016 preferred stock of CRII converted into one share of our newly designated Series 2016 preferred stock, and each issued and outstanding share of Series 2017 preferred stock of CRII converted into one share of our newly designated Series 2017 preferred stock. At the effective time of the CROP Merger, each participating partnership unit of CROP (i.e., all CROP partnership units other than preferred units) issued and outstanding immediately prior to the CROP Merger split into 2.015 participating partnership units of CROP (the “CROP Unit Split”), whereupon (i) each issued and outstanding Series 2019 preferred unit of the Operating Partnership ("CCOP Series 2019 Preferred Stock") converted into one Series 2019 preferred unit of CROP, the terms of which mirrored the CCOP Series 2019 Preferred Stock, (ii) each issued and outstanding LTIP Unit of CCOP (the “CCOP LTIP Units”) was converted into the right to receive one LTIP Unit of CROP, the terms and conditions of which mirrored the CCOP LTIP Units, (iii) each issued and outstanding Special LTIP Unit of CCOP (the “CCOP Special LTIP Units”) converted into the right to receive one Special LTIP Unit of CROP, the terms and conditions of which mirrored the CCOP Special LTIP Units, and (iv) except as set forth above, each issued and outstanding general partner unit of the Operating Partnership and CCOP Common Unit converted into the right to receive one common limited partner unit of CROP (“CROP Common Unit”). After giving effect to the CROP Unit Split, each CROP Common Unit, general partner unit and LTIP unit issued and outstanding immediately prior to the effective time of the CROP Merger remained outstanding, and each CROP preferred unit issued and outstanding immediately prior to the effective time of the CROP Merger remained outstanding and continues to be held by the general partner, Merger Sub. Upon consummation of the CRII Merger, the separate existence of CRII and the Operating Partnership ceased. The CRII Merger was intended to qualify as a “reorganization” under, and within the meaning of, Section 368(a) of the Internal Revenue Code of 1986, as amended. Further, as a result of the CRII Merger, we acquired CRII’s affiliate property manager and its employees, which currently manage over 13,000 units, including approximately 8,600 for Cottonwood affiliates (including us). In addition, we acquired the personnel who have historically performed certain administrative and other services for us on behalf of CCA III, including legal, accounting, property development oversight and certain services relating to construction management, shareholders, human resources, renter insurance and information technology. As a result, we directly employ the individuals that perform the foregoing administrative services as well as property management services. CCA III continues to manage our operations as our external advisor pursuant to an amended and restated advisory agreement discussed in Note 12 "Subsequent Events." Much of the historical information regarding our structure and agreements presented in this Note 1 and throughout the rest of these Notes to Consolidated Financial Statements has materially changed as a result of the CRII Merger, but did apply as of March 31, 2021. Change in Sponsor Immediately prior to the consummation of the CRII Merger, CRII and its affiliates completed certain transactions to restructure the ownership of CCA III such that our sponsor has changed from CRII to Cottonwood Communities Advisors, LLC, the sole owner of CCA III. Proposed Mergers In addition to the CRII Merger that closed on May 7, 2021, on January 26, 2021, we entered into separate merger agreements to acquire each of Cottonwood Multifamily REIT I, Inc. ("CMRI") ("CMRI Merger"), and Cottonwood Multifamily REIT II, Inc. ("CMRII") ("CMRII Merger"). The mergers are stock-for-stock transactions whereby CMRI and CMRII will be merged into Merger Sub. The CMRI Merger and CMRII Merger are not contingent upon each other. Each merger is intended to qualify as a “reorganization” under, and within the meaning of, Section 368(a) of the Internal Revenue Code of 1986, as amended. Refer to our Current Report on Form 8-K dated February 2, 2021 for further information regarding these mergers. COVID-19 Pandemic One of the most significant risks and uncertainties facing the real estate industry generally continues to be the effect of the ongoing public health crisis of the novel coronavirus disease (COVID-19) pandemic. During the three months ended March 31, 2021, we did not experience significant disruptions in our operations from the COVID-19 pandemic; however we continue to closely monitor the impact of the COVID-19 pandemic on all aspects of our business, including how the pandemic will impact our tenants and multifamily communities. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The condensed consolidated financial statements, including the condensed notes thereto, are unaudited and exclude some of the disclosures required in audited financial statements. The condensed consolidated balance sheet as of December 31, 2020 has been derived from the Company’s audited financial statements as of that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the accompanying condensed consolidated financial statements contain all adjustments and eliminations, consisting only of normal recurring adjustments necessary for a fair presentation in conformity with GAAP. The accompanying condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in our Annual Report on Form 10-K for the period ending December 31, 2020 filed with the SEC. The accompanying condensed consolidated financial statements include the accounts of the Company and its subsidiaries for which we have a controlling interest. All intercompany balances and transactions have been eliminated in consolidation. Organization and Offering Costs Prior to the entry into the amended and restated advisory agreement on May 7, 2021 (as discussed in Note 12 "Subsequent Events"), all organization and offering costs in connection with the Offering, with the exception of costs incurred in connection with restructuring the Offering following the CRII Merger, were the obligation of our advisor. We did not incur any liability for or reimburse our advisor for any of these organizational and offering costs as of March 31, 2021. As of March 31, 2021, our advisor had incurred approximately $14,131,000 in organizational and offering costs from the issuance of common stock. Following the execution of the amended and restated advisory agreement, organizational and offering costs for the Offering, with the exception of the deferred selling commission on the Class TX shares, will be paid by investors through an adjustment to the purchase price or borne by us. |
Real Estate Assets, Net
Real Estate Assets, Net | 3 Months Ended |
Mar. 31, 2021 | |
Business Combinations [Abstract] | |
Real Estate Assets, Net | Real Estate Assets, Net The following table summarizes the carrying amounts of our consolidated real estate assets: March 31, 2021 December 31, 2020 Building and building improvements $ 134,858,553 $ 134,822,291 Land and land improvements 28,182,025 28,182,025 Furniture, fixtures and equipment 3,983,344 3,983,344 Intangible assets 3,808,756 3,808,756 170,832,678 170,796,416 Less: Accumulated depreciation and amortization (11,042,852) (9,704,422) Real estate assets, net $ 159,789,826 $ 161,091,994 Asset acquisition We did not have real estate asset acquisitions during the three months ended March 31, 2021. On March 19, 2020, we acquired Cottonwood One Upland, a multifamily community in the Greater Boston area for $103,600,000, excluding closing costs. We funded the purchase with an initial draw of $50,000,000 from our $67,600,000 credit facility with JP Morgan and proceeds from our offerings. Acquired assets and liabilities were recorded at relative fair value as an asset acquisition. The following table summarizes the purchase price allocation of Cottonwood One Upland in 2020: Allocated Amounts Property Building Land Land Improvements Personal Property Intangible Total Cottonwood One Upland $ 82,145,536 $ 14,514,535 $ 3,009,335 $ 1,967,566 $ 2,305,430 $ 103,942,402 |
Investments in Unconsolidated R
Investments in Unconsolidated Real Estate Entities | 3 Months Ended |
Mar. 31, 2021 | |
Real Estate [Abstract] | |
Investments in Unconsolidated Real Estate Entities | Investments in Unconsolidated Real Estate Entities Our investments in unconsolidated real estate consist of preferred equity investments in development projects, and are summarized as follows: Development Location Units Commitment Date Preferred Return Total Commitment Amount Funded to Date Lector85 Ybor City, FL 254 08/15/2019 13 % (1) $ 9,900,000 $ 9,900,000 Vernon Boulevard Queens, NY 534 07/23/2020 13 % (2) 15,000,000 15,000,000 Riverfront West Sacramento, CA 285 11/30/2020 16 % 15,091,649 5,192,486 Total $ 39,991,649 $ 30,092,486 (1) Will be reduced to 10% annually upon the later to occur of (i) stabilization of the development project or (ii) the one-year anniversary of the receipt of all temporary certificates of occupancy subject to certain financial conditions being satisfied. (2) In addition to the preferred return, we receive a profit participation upon a liquidity event, pari passu alongside the preferred equity contribution from the Preferred Co-Investor. The preferred equity investments are accounted for under the equity method of accounting. They have liquidation rights and priorities that are different from ownership percentages. As such, equity in earnings is determined using the hypothetical liquidation book value ("HLBV") method. Activity for the three months ended March 31, 2021 is as follows: Balance at Balance at Development 12/31/20 Contributions Equity in Earnings 3/31/21 Lector85 $ 11,396,026 $ — $ 321,750 $ 11,717,776 Vernon Boulevard 15,886,169 — 514,682 16,400,851 Riverfront 2,718,266 2,512,338 115,022 5,345,626 Total $ 30,000,461 $ 2,512,338 $ 951,454 $ 33,464,253 Activity during the three months ended March 31, 2020 for Lector85, our only preferred equity investment during that period, is as follows: Balance at Balance at Development 12/31/19 Contributions Equity in Earnings 3/31/20 Lector85 $ 4,961,868 $ 5,210,937 $ 240,096 $ 10,412,901 |
Real Estate Note Investment
Real Estate Note Investment | 3 Months Ended |
Mar. 31, 2021 | |
Real Estate [Abstract] | |
Real Estate Note Investment | Investments in Unconsolidated Real Estate Entities Our investments in unconsolidated real estate consist of preferred equity investments in development projects, and are summarized as follows: Development Location Units Commitment Date Preferred Return Total Commitment Amount Funded to Date Lector85 Ybor City, FL 254 08/15/2019 13 % (1) $ 9,900,000 $ 9,900,000 Vernon Boulevard Queens, NY 534 07/23/2020 13 % (2) 15,000,000 15,000,000 Riverfront West Sacramento, CA 285 11/30/2020 16 % 15,091,649 5,192,486 Total $ 39,991,649 $ 30,092,486 (1) Will be reduced to 10% annually upon the later to occur of (i) stabilization of the development project or (ii) the one-year anniversary of the receipt of all temporary certificates of occupancy subject to certain financial conditions being satisfied. (2) In addition to the preferred return, we receive a profit participation upon a liquidity event, pari passu alongside the preferred equity contribution from the Preferred Co-Investor. The preferred equity investments are accounted for under the equity method of accounting. They have liquidation rights and priorities that are different from ownership percentages. As such, equity in earnings is determined using the hypothetical liquidation book value ("HLBV") method. Activity for the three months ended March 31, 2021 is as follows: Balance at Balance at Development 12/31/20 Contributions Equity in Earnings 3/31/21 Lector85 $ 11,396,026 $ — $ 321,750 $ 11,717,776 Vernon Boulevard 15,886,169 — 514,682 16,400,851 Riverfront 2,718,266 2,512,338 115,022 5,345,626 Total $ 30,000,461 $ 2,512,338 $ 951,454 $ 33,464,253 Activity during the three months ended March 31, 2020 for Lector85, our only preferred equity investment during that period, is as follows: Balance at Balance at Development 12/31/19 Contributions Equity in Earnings 3/31/20 Lector85 $ 4,961,868 $ 5,210,937 $ 240,096 $ 10,412,901 |
Credit Facilities
Credit Facilities | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Credit Facilities | Credit Facilities Information regarding secured credit facilities of our wholly owned investments is as follows: Property Name Debt Issuer Maturity Date Payment Type Rate March 31, 2021 December 31, 2020 Cottonwood West Palm Berkadia Commercial Mortgage, LLC June 1, 2029 Interest Only 3.93% $ 35,995,000 (3) $ 35,995,000 Cottonwood One Upland J.P. Morgan Chase Bank, N.A. March 19, 2023 (1) Interest Only Libor + 1.50-1.75% (2) 34,000,000 (4) 35,500,000 Total credit facilities 69,995,000 71,495,000 Unamortized debt issuance costs (1,116,494) (1,175,132) Credit facilities, net $ 68,878,506 $ 70,319,868 (1) All or a portion of the amount outstanding can be prepaid at any time and the maturity date can be extended for two one (2) The spread is contingent upon certain debt yield metrics. (3) We may finance other acquisitions through our Berkadia Credit facility. There is no limit on the amount we can draw as long as we maintain certain loan-to-value ratios and other requirements as set forth in the loan documents. (4) We may obtain advances secured against Cottonwood One Upland up to $67,600,000 on our JP Morgan Credit Facility, as well as finance other future acquisitions up to $125,000,000 in total revolving debt capacity as long as certain loan-to-value ratios and other requirements are maintained. Should we finance other acquisitions through either of these credit facilities, each advance will be cross-collateralized with other advances within the respective facility. We are permitted to sell the multifamily apartment communities that are secured by the credit facilities individually, provided that certain debt coverage ratios and other requirements within the respective loan agreements are met. We are in compliance with all covenants associated with our outstanding credit facilities as of March 31, 2021. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments We estimate the fair value of our financial instruments using available market information and valuation methodologies we believe to be appropriate. As of March 31, 2021 and December 31, 2020, the fair values of cash and cash equivalents, restricted cash, other assets, related party payables, and accounts payable, accrued expenses and other liabilities approximate their carrying values due to the short-term nature of these instruments. Fair value measurements are determined based on the assumptions that market participants would use in pricing the asset or liability. Fair value measurements are categorized into one of three levels of the fair value hierarchy based on the lowest level of significant input used. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Considerable judgment and a high degree of subjectivity are involved in developing these estimates. These estimates may differ from the actual amounts that we could realize upon settlement. The fair value hierarchy is as follows: Level 1 - Quoted (unadjusted) prices in active markets for identical assets or liabilities. Level 2 - Other observable inputs, either directly or indirectly, other than quoted prices included in Level 1, including: • Quoted prices for similar assets/liabilities in active markets; • Quoted prices for identical or similar assets/liabilities in non-active markets (e.g., few transactions, limited information, non-current prices, high variability over time); • Inputs other than quoted prices that are observable for the asset/liability (e.g., interest rates, yield curves, volatility, default rates); and • Inputs that are derived principally from or corroborated by other observable market data. Level 3 - Unobservable inputs that cannot be corroborated by observable market data. The table below includes the carrying value and fair value for our financial instruments for which it is practicable to estimate fair value: March 31, 2021 December 31, 2020 Carrying Value Fair Value Carrying Value Fair Value Financial Asset: Real estate note investment $ 9,025,995 $ 9,025,995 $ 8,205,862 $ 8,205,862 Financial Liability: Berkadia Credit Facility $ 35,995,000 $ 36,790,044 $ 35,995,000 $ 38,658,000 JP Morgan Credit Facility $ 34,000,000 $ 34,000,000 $ 35,500,000 $ 35,500,000 Series 2019 Preferred Stock $ 43,710,281 $ 43,710,281 $ 32,932,909 $ 32,932,909 |
Preferred Stock
Preferred Stock | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Preferred Stock | Preferred Stock The Series 2019 Preferred Stock has a fixed redemption date of December 31, 2023 (subject to two successive one-year extensions at our discretion) and is classified as a liability on the condensed consolidated balance sheet. Dividends to preferred stockholders, paid at an annual rate of 5.5%, are classified as interest expense on the condensed consolidated statement of operations. During the three months ended March 31, 2021 and 2020 we raised approximately $10,777,000 and $7,898,000 of Series 2019 Preferred Stock and paid approximately $488,000 and $61,000 in dividends. We had 4,387,688 shares of Series 2019 Preferred Stock outstanding as of March 31, 2021. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity No shares of common stock were issued during the three months ended March 31, 2021 as our offering was suspended. During the three months ended March 31, 2020 we raised approximately $12,977,000 of common stock. We paid approximately $1,503,000 and $889,000 in distributions to common stockholders for the three months ended March 31, 2021 and 2020, respectively. As of March 31, 2021, we had 12,232,289 of common stock outstanding, of which 12,214,771 was Class A common stock and 17,518 was Class TX (formerly Class T) common stock. LTIP Unit Awards On February 21, 2021, the compensation committee approved the grant of an aggregate of 17,500 time-based LTIP Units and 52,500 performance-based LTIP units to executive officers. The grants are similar in terms to those issued in 2020. Share based compensation for all LTIP awards during the three months ended March 31, 2021 was $45,000. |
Related-Party Transactions
Related-Party Transactions | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related-Party Transactions Asset management fees to our advisor for the three months ended March 31, 2021 and 2020 were $886,307 and $449,653, respectively. Asset management fees waived by our advisor for the three months ended March 31, 2021 and 2020 were $27,128 and $127,440, respectively. Acquisition expenses reimbursed to our advisor for the three months ended March 31, 2021 and 2020 were not significant, as we have generally incurred and paid such expenses directly. Reimbursable company operating expenses to our advisor or its affiliates for the three months ended March 31, 2021 and 2020 were $257,044 and $236,509, respectively. Property management fees to our property manager for the three months ended March 31, 2021 and 2020 were $112,739 and $54,030, respectively. Property management fees to our property manager are classified as property operations expense on the condensed consolidated statements of operations. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Dolce B Note As of March 31, 2021, we had a remaining commitment of up to approximately $974,000 on the Dolce B-Note. Riverfront As of March 31, 2021, we had a remaining commitment of up to approximately $9,899,000 on the Riverfront preferred equity investment. Litigation As of March 31, 2021, we were not subject to any material litigation nor were we aware of any material litigation threatened against us. Distribution Reinvestment Plan We have adopted a distribution reinvestment plan whereby stockholders may elect to have us apply their dividends and other distributions to the purchase of additional shares of common stock. Participants in the plan will acquire common stock at the per share price effective on the date of purchase (currently $10.00). The distribution reinvestment plan was temporarily suspended in December 2020 along with the Offering. Share Repurchase Programs Series 2019 Preferred Stock Upon the request of a holder of Series 2019 Preferred Stock, we may, at the sole discretion of the board of directors, repurchase their shares at the following prices, which are dependent on how long a redeeming stockholder has held each share: Share Purchase Anniversary Repurchase Price Less than 1 year $8.80 1 year $9.00 2 years $9.20 3 years $9.40 4 years $9.60 5 years $9.80 A stockholder’s death or complete disability, 2 years or more $10.00 No Series 2019 Preferred Stock shares were redeemed during the three months ended March 31, 2021. Common Stock In December 2020, in conjunction with the pursuit of the mergers described in Note 1 , we suspended our share repurchase program that permits holders of common stock to request, on a periodic basis, that we repurchase all or any portion of their shares. Our board of directors has adopted an amended and restated share repurchase program, the terms of which will be in effect upon resumption of the share repurchase program. As amended the share repurchase program provides that we may make redemptions with an aggregate value of up to 2% of our aggregate net asset value or "NAV" each month and up to 5% of our NAV each quarter. In addition, we have no restrictions on the source of funds used to repurchase shares pursuant to our share repurchase program. For newly designated share classes purchased after we resume the Offering, the redemption price will be equal to the most recently disclosed monthly NAV, or at 95% of the most recently disclosed NAV if the shares have been held for less than a year. For shares currently outstanding, our Class A and our Class TX (formerly Class T) common stock, the repurchase price will not change except that stockholders may have their shares repurchased at 95% of NAV after a five-year hold period and 100% of NAV after a six-year hold period. In addition, our board made certain administrative changes to the share repurchase program. Our board of directors may, in its sole discretion, amend or suspend our share repurchase program for any reason upon 15 days’ notice to our stockholders. No shares of common stock were redeemed during the three months ended March 31, 2021 and 2020. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events We evaluate subsequent events up until the date the condensed consolidated financial statements are issued and have determined there are none to be reported or disclosed in the condensed consolidated financial statements other than those mentioned below. Merger with Cottonwood Residential II, Inc. and Cottonwood Residential O.P., LP On May 7, 2021, we completed the CRII Merger through a stock-for-stock and unit-for-unit transaction as described in Note 1 . With the completion of the CRII Merger, we acquired interests in 22 stabilized multifamily apartment communities, four multifamily development projects, one structured investment, and land held for development. We also acquired CRII’s property management business and its employees, which currently manage over 13,000 units, including approximately 8,600 for Cottonwood affiliates (including us), as well as personnel who have historically performed certain administrative and other services for us on behalf of CCA III. Pro forma revenues and earnings have not been presented as the initial accounting for the transaction is incomplete as of the date the consolidated financial statements are issued. We are in the process of assessing the fair value of the acquired tangible assets, liabilities assumed and any applicable intangible assets and liabilities for this business combination. Amended and Restated Advisory Agreement Upon the closing of the CRII Merger, we entered into an Amended and Restated Advisory Agreement with CCA III. The Amended and Restated Advisory Agreement includes changes to reflect that upon the closing of the CRII Merger, we acquired our property manager, including its employees, as well as personnel who historically performed certain other services for us on behalf of CCA III. CCA III has no obligation to perform these services as it did prior to the CRII Merger, but will continue to oversee and supplement these services to the extent CCA III, acting in its fiduciary capacity, deems appropriate. The Amended and Restated Advisory Agreement also removes a provision regarding the use of the Cottonwood name because, following the CRII Merger, the trademark is held by us. In addition, the Amended and Restated Advisory Agreement revises the compensation payable and the expenses that may be reimbursed to CCA III for its services as described below: Asset Management Fee . CCA III receives a monthly asset management fee equal to 0.0625% of the gross asset value or GAV of CROP (subject to a cap of 0.125% of net asset value or NAV of the operating partnership), before giving effect to any accruals (related to the month for which the asset management fee is being calculated) for the asset management fee, distribution fees in connection with a securities offering, the Performance Allocation (as defined in the Fifth CROP Partnership Agreement and described below) or any distributions. The GAV and NAV of CROP is determined in accordance with the valuation guidelines adopted by the CCI Board and reflective of the ownership interest held by CROP in such gross assets. If we own assets other than through CROP, we will pay a corresponding fee. The management fee may be paid, at CCA III's election, in cash or shares of our common stock or CROP Common Units. To the extent that CCA III elects to receive any portion of its management fee in shares of our common stock or CROP Common Units, CCA III may request that we or CROP may repurchase such shares or units at a later date. Shares of our common stock and CROP Common Units obtained by CCA III as compensation for the management fee payable are not subject to the repurchase limits of our share repurchase plan or any reduction or penalty for an early repurchase. Upon the request of CCA III, we or CROP will repurchase any such securities for cash unless our board of directors determines that any such repurchase would be prohibited by applicable law, our charter, the Fifth CROP Partnership Agreement, or otherwise cause our cash levels or leverage levels to be imprudent as determined by our board of directors. CROP will waive the one-year holding period requirement with respect to the “Exchange Right” provided for in the CROP Partnership Agreement. CCA III will have registration rights with respect to shares of our common stock. Contingent Acquisition Fees and Contingent Financing Fees . If the Amended and Restated Advisory Agreement is terminated other than for cause (or non-renewal or termination by CCA III), the Contingent Acquisition Fees and Contingent Financing Fees provided for in the previous advisory agreement will be due and payable in an amount equal to approximately $22 million (if the termination occurs in year one) reduced by 10% each year thereafter. Organization and Offering Expenses . We will reimburse CCA III for any organization and offering expenses that it incurs on our behalf as and when incurred. CCA III is no longer obligated to pay the organization and offering expenses associated with the Offering as it was prior to the CRII Merger, with the exception of the deferred selling commission associated with Class TX shares sold. After the termination of the primary offering, CCA III will reimburse us to the extent that the organization and offering expenses that we incur exceed 15% of the gross proceeds from any public offering. Expense Reimbursement . Subject to the limitations on total operating expenses, CCA III is entitled to reimbursement of all costs and expenses incurred by it or its affiliates on our behalf, provided that CCA III is responsible for the expenses related to any and all personnel of CCA III who provide investment advisory services pursuant to the Amended and Restated Advisory Agreement (including, without limitation, each of our executive officers and any directors who are also directors, officers or employees of CCA III or any of its affiliates), including, without limitation, salaries, bonus and other wages, payroll taxes and the cost of employee benefit plans of such personnel, and costs of insurance with respect to such personnel (“Advisor Expenses”); provided that we are responsible for the personnel costs of our employees even if they are also directors or officers of CCA III or any of its affiliates except for certain costs as provided for in a reimbursement and cost sharing agreement. Fifth Amended and Restated CROP Partnership Agreement As a result of the CRII Merger, our operations are now conducted through CROP. The Fifth Amended and Restated CROP Partnership Agreement (the "Fifth CROP Partnership Agreement") entered into at the close of the CRII Merger amends the performance fee payable to CCA III or its affiliates as follows: Performance Participation The Fifth CROP Partnership Agreement eliminates the promotional interest in the operating partnership held by Cottonwood Communities Investor, LLC and assigned to Cottonwood Advisors Promote, LLC, and provides for the payment of a performance participation interest in CROP to CCA III (the “Special Limited Partner” for purposes of the below) as follows. So long as the advisory agreement with CCA III has not been terminated (including by means of non-renewal), the Special Limited Partner will hold a performance participation interest in CROP that entitles it to receive an allocation from CROP equal to 12.5% of the Total Return, subject to a 5% Hurdle Amount, with a Catch-Up (each term as defined below). Such allocation will be made annually and accrue monthly. Specifically, the Special Limited Partner will be allocated a performance participation in an amount equal to: • First, if the Total Return for the applicable period exceeds the sum of (i) the Hurdle Amount for that period and (ii) the Loss Carryforward Amount (any such excess, “Excess Profits”), 100% of such annual Excess Profits until the total amount allocated to the Special Limited Partner equals 12.5% of the sum of (x) the Hurdle Amount for that period and (y) any amount allocated to the Special Limited Partner pursuant to this clause (this is commonly referred to as a “Catch-Up”); and • Second, to the extent there are remaining Excess Profits, 12.5% of such remaining Excess Profits. “Total Return” means, for any period since the end of the prior calendar year (but for the year 2021, beginning as of the date of the CRII Merger) the sum of: (i) all distributions accrued or paid (without duplication) on the participating partnership units outstanding at the end of such period since the beginning of the then-current calendar year (but for the year 2021, since the date of the CRII Merger) plus (ii) the change in aggregate NAV of such units since the beginning of the year (but for the year 2021, since the date of the CRII Merger), before giving effect to (x) changes resulting solely from the proceeds of issuances of participating partnership units, (y) any allocation/accrual to the performance participation interest and (z) applicable distribution fee expenses (including any payments made to CCI for payment of such expenses). For the avoidance of doubt, the calculation of Total Return will (i) include any appreciation or depreciation in the NAV of units issued during the then-current calendar year (but for the year 2021, beginning as of the date of the CRII Merger) but (ii) exclude the proceeds from the initial issuance of such units. “Hurdle Amount” means, for any period during a calendar year, an amount that results in a 5% annualized internal rate of return on the NAV of the participating partnership units outstanding at the beginning of the then-current calendar year (but for the year 2021, beginning as of the date of the CRII Merger) and all participating partnership units issued since the beginning of the applicable calendar year (but for the year 2021, beginning as of the date of the CRII Merger), taking into account the timing and amount of all distributions accrued or paid (without duplication) on all such units and all issuances of participating partnership units over the period and calculated in accordance with recognized industry practices. The ending NAV of the participating partnership units used in calculating the internal rate of return will be calculated before giving effect to any allocation/accrual to the performance participation interest and applicable distribution fee expenses. For the avoidance of doubt, the calculation of the Hurdle Amount for any period will exclude any participating partnership units repurchased during such period, which units will be subject to the performance participation allocation upon repurchase as described below. Except as described in Loss Carryforward below, any amount by which Total Return falls below the Hurdle Amount will not be carried forward to subsequent periods. “Loss Carryforward Amount” shall initially equal zero and shall cumulatively increase by the absolute value of any negative annual Total Return and decrease by any positive annual Total Return, provided that the Loss Carryforward Amount shall at no time be less than zero and provided further that the calculation of the Loss Carryforward Amount will exclude the Total Return related to any participating partnership units repurchased during such year, which units will be subject to the performance participation allocation upon repurchase as described below. The effect of the Loss Carryforward Amount is that the recoupment of past annual Total Return losses will offset the positive annual Total Return for purposes of the calculation of the Special Limited Partner’s performance participation. The Special Limited Partner will also be allocated a performance participation with respect to all Common Units that are repurchased at the end of any month (in connection with repurchases of our shares under our share repurchase plan) in an amount calculated as described above with the relevant period being the portion of the year for which such unit was outstanding, and proceeds for any such unit repurchase will be reduced by the amount of any such performance participation. The performance participation interest may be payable in cash or Common Units at the election of the Special Limited Partner. If the Special Limited Partner elects to receive such distributions in Common Units, the Special Limited Partner may request CROP to repurchase such Common Units from the Special Limited Partner at a later date pursuant to the “Exchange Right” and CROP will waive the one-year-holding-period requirement. Dividends Declared - Series 2016 Preferred Stock On May 7, 2021, our board of directors declared cash distributions at a daily distribution rate of $0.00191781 to holders of record of our Series 2016 Preferred Stock issued in the CRII Merger for each day in the period from May 7, 2021 through May 31, 2021. On May 11, 2021, our board of directors declared cash distributions at a daily distribution rate of $0.00191781 to holders of record of our Series 2016 Preferred Stock for each day in the months of June, July and August 2021. The daily distribution rate is equal to 7.0% annually on the $10.00 purchase price. Dividends Declared - Series 2017 Preferred Stock On May 7, 2021, our board of directors declared cash distributions at a daily distribution rate of $0.00205479 to holders of record of our Series 2017 Preferred Stock issued in the CRII Merger for each day in the period from May 7, 2021 through May 31, 2021. On May 11, 2021, our board of directors declared cash distributions at a daily distribution rate of $0.00205479 to holders of record of our Series 2017 Preferred Stock for each day in the months of June, July and August 2021. The daily distribution rate is equal to 7.5% annually on the $10.00 purchase price. Dividends Declared - Series 2019 Preferred Stock On May 11, 2021, our board of directors declared cash distributions at a daily distribution rate of $0.00150685, or 5.5% annually on the $10.00 purchase price, to holders of record of our Series 2019 Preferred Stock for each day in the months of June, July and August 2021. Distributions Declared - Common Stock On May 11, 2021, our board of directors declared cash distributions for each class of common stock at a daily distribution rate of $0.00136986, or 5.0% annually on the $10.00 purchase price, to holders of record of each class of common stock for each day in the months of June, July, and August 2021. In December 2020, our board of directors approved the suspension of our distribution reinvestment plan. All distributions are currently being paid in cash until we resume our distribution reinvestment plan offering. Dolce Note Payoff On May 7, 2021, the borrower of the Dolce B Note prepaid in full the outstanding principal balance of $9,336,338 with us plus accrued interest as a result of refinancing the project upon completion. Executive Compensation Effective immediately prior to the closing of the CRII Merger, Enzio Cassinis, Adam Larson, Susan Hallenberg and Eric Marlin were granted an aggregate of 50,000 time-based, retention LTIP Units of the Operating Partnership, which did not accelerate in connection with the CRII Merger but converted into the right to receive one CROP LTIP Unit, and such units continue to have, and are subject to, the same terms and conditions (including vesting terms) set forth in the applicable vesting agreement, as in effect immediately prior to the effective time of the CROP Merger. Consistent with prior time-based LTIP Units of the Operating Partnership, the units vest over four years in equal installments on an annual basis, with the first 25% vesting May 7, 2022, subject to the grantee’s continued employment with CCA III or its affiliates or us, as applicable. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The condensed consolidated financial statements, including the condensed notes thereto, are unaudited and exclude some of the disclosures required in audited financial statements. The condensed consolidated balance sheet as of December 31, 2020 has been derived from the Company’s audited financial statements as of that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the accompanying condensed consolidated financial statements contain all adjustments and eliminations, consisting only of normal recurring adjustments necessary for a fair presentation in conformity with GAAP. The accompanying condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in our Annual Report on Form 10-K for the period ending December 31, 2020 filed with the SEC. |
Organization and Offering Costs | Organization and Offering Costs Prior to the entry into the amended and restated advisory agreement on May 7, 2021 (as discussed in Note 12 "Subsequent Events"), all organization and offering costs in connection with the Offering, with the exception of costs incurred in connection with restructuring the Offering following the CRII Merger, were the obligation of our advisor. We did not incur any liability for or reimburse our advisor for any of these organizational and offering costs as of March 31, 2021. As of March 31, 2021, our advisor had incurred approximately $14,131,000 in organizational and offering costs from the issuance of common stock. Following the execution of the amended and restated advisory agreement, organizational and offering costs for the Offering, with the exception of the deferred selling commission on the Class TX shares, will be paid by investors through an adjustment to the purchase price or borne by us. |
Real Estate Assets, Net (Tables
Real Estate Assets, Net (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Business Combinations [Abstract] | |
Summary of Carrying Amounts of Consolidated Real Estate Assets | The following table summarizes the carrying amounts of our consolidated real estate assets: March 31, 2021 December 31, 2020 Building and building improvements $ 134,858,553 $ 134,822,291 Land and land improvements 28,182,025 28,182,025 Furniture, fixtures and equipment 3,983,344 3,983,344 Intangible assets 3,808,756 3,808,756 170,832,678 170,796,416 Less: Accumulated depreciation and amortization (11,042,852) (9,704,422) Real estate assets, net $ 159,789,826 $ 161,091,994 |
Summary of Purchase Price Allocation of Real Estate Assets Acquired | The following table summarizes the purchase price allocation of Cottonwood One Upland in 2020: Allocated Amounts Property Building Land Land Improvements Personal Property Intangible Total Cottonwood One Upland $ 82,145,536 $ 14,514,535 $ 3,009,335 $ 1,967,566 $ 2,305,430 $ 103,942,402 |
Investments in Unconsolidated_2
Investments in Unconsolidated Real Estate Entities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Real Estate [Abstract] | |
Schedule of Preferred Equity Investment In Unconsolidated Real Estate | Our investments in unconsolidated real estate consist of preferred equity investments in development projects, and are summarized as follows: Development Location Units Commitment Date Preferred Return Total Commitment Amount Funded to Date Lector85 Ybor City, FL 254 08/15/2019 13 % (1) $ 9,900,000 $ 9,900,000 Vernon Boulevard Queens, NY 534 07/23/2020 13 % (2) 15,000,000 15,000,000 Riverfront West Sacramento, CA 285 11/30/2020 16 % 15,091,649 5,192,486 Total $ 39,991,649 $ 30,092,486 (1) Will be reduced to 10% annually upon the later to occur of (i) stabilization of the development project or (ii) the one-year anniversary of the receipt of all temporary certificates of occupancy subject to certain financial conditions being satisfied. (2) In addition to the preferred return, we receive a profit participation upon a liquidity event, pari passu alongside the preferred equity contribution from the Preferred Co-Investor. Balance at Balance at Development 12/31/20 Contributions Equity in Earnings 3/31/21 Lector85 $ 11,396,026 $ — $ 321,750 $ 11,717,776 Vernon Boulevard 15,886,169 — 514,682 16,400,851 Riverfront 2,718,266 2,512,338 115,022 5,345,626 Total $ 30,000,461 $ 2,512,338 $ 951,454 $ 33,464,253 Activity during the three months ended March 31, 2020 for Lector85, our only preferred equity investment during that period, is as follows: Balance at Balance at Development 12/31/19 Contributions Equity in Earnings 3/31/20 Lector85 $ 4,961,868 $ 5,210,937 $ 240,096 $ 10,412,901 |
Credit Facilities (Tables)
Credit Facilities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Line of Credit Facilities | Information regarding secured credit facilities of our wholly owned investments is as follows: Property Name Debt Issuer Maturity Date Payment Type Rate March 31, 2021 December 31, 2020 Cottonwood West Palm Berkadia Commercial Mortgage, LLC June 1, 2029 Interest Only 3.93% $ 35,995,000 (3) $ 35,995,000 Cottonwood One Upland J.P. Morgan Chase Bank, N.A. March 19, 2023 (1) Interest Only Libor + 1.50-1.75% (2) 34,000,000 (4) 35,500,000 Total credit facilities 69,995,000 71,495,000 Unamortized debt issuance costs (1,116,494) (1,175,132) Credit facilities, net $ 68,878,506 $ 70,319,868 (1) All or a portion of the amount outstanding can be prepaid at any time and the maturity date can be extended for two one (2) The spread is contingent upon certain debt yield metrics. (3) We may finance other acquisitions through our Berkadia Credit facility. There is no limit on the amount we can draw as long as we maintain certain loan-to-value ratios and other requirements as set forth in the loan documents. (4) We may obtain advances secured against Cottonwood One Upland up to $67,600,000 on our JP Morgan Credit Facility, as well as finance other future acquisitions up to $125,000,000 in total revolving debt capacity as long as certain loan-to-value ratios and other requirements are maintained. |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The table below includes the carrying value and fair value for our financial instruments for which it is practicable to estimate fair value: March 31, 2021 December 31, 2020 Carrying Value Fair Value Carrying Value Fair Value Financial Asset: Real estate note investment $ 9,025,995 $ 9,025,995 $ 8,205,862 $ 8,205,862 Financial Liability: Berkadia Credit Facility $ 35,995,000 $ 36,790,044 $ 35,995,000 $ 38,658,000 JP Morgan Credit Facility $ 34,000,000 $ 34,000,000 $ 35,500,000 $ 35,500,000 Series 2019 Preferred Stock $ 43,710,281 $ 43,710,281 $ 32,932,909 $ 32,932,909 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Repurchase Program Discounts | Upon the request of a holder of Series 2019 Preferred Stock, we may, at the sole discretion of the board of directors, repurchase their shares at the following prices, which are dependent on how long a redeeming stockholder has held each share: Share Purchase Anniversary Repurchase Price Less than 1 year $8.80 1 year $9.00 2 years $9.20 3 years $9.40 4 years $9.60 5 years $9.80 A stockholder’s death or complete disability, 2 years or more $10.00 |
Organization and Business (Deta
Organization and Business (Details) | May 07, 2021realEstateUnit | Mar. 23, 2021USD ($) | Nov. 08, 2019USD ($)$ / shares | Mar. 31, 2021USD ($)numberOfEmployeeapartmentCommunityclassesOfStockdevelopmentProject$ / shares |
Subsidiary, Sale of Stock [Line Items] | ||||
Number of employees | numberOfEmployee | 0 | |||
Value of shares in offering | $ 750,000,000 | |||
Number of classes of stock | classesOfStock | 2 | |||
Number of multifamily apartment communities | apartmentCommunity | 2 | |||
Number of preferred equity investment development projects | developmentProject | 3 | |||
Subsequent event | CRII Merger | Cottonwood Affiliates | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Units | realEstateUnit | 8,600 | |||
Subsequent event | CRII Merger | CRII Merger | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Units | realEstateUnit | 13,000 | |||
Subsequent event | CROP | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Share conversion ratio | 2.015 | |||
Subsequent event | Class A | CRII Merger | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Share conversion ratio | 2.015 | |||
Subsequent event | Series 2016 Preferred Stock | CRII Merger | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Share conversion ratio | 1 | |||
Subsequent event | Series 2017 Preferred Stock | CRII Merger | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Share conversion ratio | 1 | |||
Subsequent event | Series 2019 Preferred Stock | CROP | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Share conversion ratio | 1 | |||
Subsequent event | LTIP Unit | CROP | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Share conversion ratio | 1 | |||
West Palm Beach | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Number of multifamily apartment communities | apartmentCommunity | 1 | |||
Greater Boston, Massachusetts | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Number of multifamily apartment communities | apartmentCommunity | 1 | |||
IPO | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Share price (in dollars per share) | $ / shares | $ 10 | |||
Primary Offering | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Value of shares in offering | $ 675,000,000 | |||
Distribution Reinvestment Plan | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Value of shares in offering | $ 75,000,000 | |||
Share price (in dollars per share) | $ / shares | $ 10 | |||
Private Placement | 2019 Preferred Stock | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Value of shares in offering | $ 100,000,000 | $ 50,000,000 | ||
Share price (in dollars per share) | $ / shares | $ 10 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | Mar. 31, 2021USD ($) |
Cottonwood Communities Management, LLC | IPO | |
Subsidiary, Sale of Stock [Line Items] | |
Offering costs incurred | $ 14,131,000 |
Real Estate Assets, Net (Detail
Real Estate Assets, Net (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Business Combinations [Abstract] | ||
Building and building improvements | $ 134,858,553 | $ 134,822,291 |
Land and land improvements | 28,182,025 | 28,182,025 |
Furniture, fixtures and equipment | 3,983,344 | 3,983,344 |
Intangible assets | 3,808,756 | 3,808,756 |
Real estate investment property, at cost | 170,832,678 | 170,796,416 |
Less: Accumulated depreciation and amortization | (11,042,852) | (9,704,422) |
Real estate assets, net | $ 159,789,826 | $ 161,091,994 |
Real Estate Assets, Net - Asset
Real Estate Assets, Net - Asset Acquisitions (Details) - USD ($) | Mar. 19, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Business Acquisition [Line Items] | ||||
Credit facility entered into in conjunction with acquisition of real estate | $ 3,500,000 | $ 0 | ||
JP Morgan Credit Facility | Carrying Value | ||||
Business Acquisition [Line Items] | ||||
Lines of credit, fair value disclosure | $ 50,000,000 | 34,000,000 | $ 35,500,000 | |
Credit facility entered into in conjunction with acquisition of real estate | $ 67,600,000 | |||
One Upland | ||||
Business Acquisition [Line Items] | ||||
Payment for asset acquisition | 103,600,000 | |||
Building | 82,145,536 | |||
Land | 14,514,535 | |||
Land Improvements | 3,009,335 | |||
Personal Property | 1,967,566 | |||
Intangible | 2,305,430 | |||
Total | $ 103,942,402 | |||
Weighted-average amortization period | 6 months |
Investments in Unconsolidated_3
Investments in Unconsolidated Real Estate Entities - Schedule of Preferred Equity Investments (Details) - Preferred Equity Investment - Corporate Joint Venture | 3 Months Ended |
Mar. 31, 2021USD ($)realEstateUnit | |
Real Estate [Line Items] | |
Total Commitment | $ 39,991,649 |
Amount Funded to Date | $ 30,092,486 |
Lector85 | |
Real Estate [Line Items] | |
Units | realEstateUnit | 254 |
Preferred Return | 13.00% |
Total Commitment | $ 9,900,000 |
Amount Funded to Date | $ 9,900,000 |
Investment, preferred return upon meeting certain criteria | 10.00% |
Vernon Boulevard | |
Real Estate [Line Items] | |
Units | realEstateUnit | 534 |
Preferred Return | 13.00% |
Total Commitment | $ 15,000,000 |
Amount Funded to Date | $ 15,000,000 |
Riverfront | |
Real Estate [Line Items] | |
Units | realEstateUnit | 285 |
Preferred Return | 16.00% |
Total Commitment | $ 15,091,649 |
Amount Funded to Date | $ 5,192,486 |
Investments in Unconsolidated_4
Investments in Unconsolidated Real Estate Entities - Schedule Of Activity (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Real Estate [Line Items] | ||
Balance at beginning of period | $ 30,000,461 | |
Equity in Earnings | 951,454 | $ 240,096 |
Balance at end of period | 33,464,253 | |
Corporate Joint Venture | ||
Real Estate [Line Items] | ||
Balance at beginning of period | 30,000,461 | |
Contributions | 2,512,338 | |
Equity in Earnings | 951,454 | |
Balance at end of period | 33,464,253 | |
Lector85 | Corporate Joint Venture | ||
Real Estate [Line Items] | ||
Balance at beginning of period | 11,396,026 | 4,961,868 |
Contributions | 0 | 5,210,937 |
Equity in Earnings | 321,750 | 240,096 |
Balance at end of period | 11,717,776 | $ 10,412,901 |
Vernon Boulevard | Corporate Joint Venture | ||
Real Estate [Line Items] | ||
Balance at beginning of period | 15,886,169 | |
Contributions | 0 | |
Equity in Earnings | 514,682 | |
Balance at end of period | 16,400,851 | |
Riverfront | Corporate Joint Venture | ||
Real Estate [Line Items] | ||
Balance at beginning of period | 2,718,266 | |
Contributions | 2,512,338 | |
Equity in Earnings | 115,022 | |
Balance at end of period | $ 5,345,626 |
Real Estate Note Investment (De
Real Estate Note Investment (Details) | 3 Months Ended | ||
Mar. 31, 2021USD ($)realEstateUnit | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | |
Real Estate [Line Items] | |||
Note balance | $ 9,065,740 | $ 8,254,736 | |
B Note | Commercial Mortgage Backed Securities | |||
Real Estate [Line Items] | |||
Notes issued | 820,000 | ||
Face value of note | $ 10,000,000 | ||
Units | realEstateUnit | 366 | ||
Note balance | $ 9,025,995 | ||
B Note | Commercial Mortgage Backed Securities | Dolce Twin Creeks Phase 2, LLC | |||
Real Estate [Line Items] | |||
Net interest income | $ 245,352 | $ 71,715 |
Credit Facilities (Details)
Credit Facilities (Details) | 3 Months Ended | |
Mar. 31, 2021USD ($)extension | Dec. 31, 2020USD ($) | |
Line of Credit Facility [Line Items] | ||
Credit facilities, net | $ 68,878,506 | $ 70,319,868 |
Line of Credit | ||
Line of Credit Facility [Line Items] | ||
Long-term line of credit, gross | 69,995,000 | 71,495,000 |
Unamortized debt issuance costs | (1,116,494) | (1,175,132) |
Credit facilities, net | $ 68,878,506 | 70,319,868 |
Line of Credit | Secured Credit Facility | Berkadia Credit Facility | ||
Line of Credit Facility [Line Items] | ||
Rate | 3.93% | |
Long-term line of credit, gross | $ 35,995,000 | 35,995,000 |
Line of Credit | Secured Credit Facility | JP Morgan Credit Facility | ||
Line of Credit Facility [Line Items] | ||
Long-term line of credit, gross | $ 34,000,000 | $ 35,500,000 |
Number of extensions | extension | 2 | |
Maximum borrowing capacity | $ 67,600,000 | |
Potential additional financing | $ 125,000,000 | |
Term of extension (in years) | 1 year | |
Line of Credit | Secured Credit Facility | JP Morgan Credit Facility | LIBOR | Minimum | ||
Line of Credit Facility [Line Items] | ||
Interest rate on note issued | 1.50% | |
Line of Credit | Secured Credit Facility | JP Morgan Credit Facility | LIBOR | Maximum | ||
Line of Credit Facility [Line Items] | ||
Interest rate on note issued | 1.75% |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 19, 2020 |
Carrying Value | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Real estate note investment | $ 9,025,995 | $ 8,205,862 | |
Series 2019 Preferred Stock | 43,710,281 | 32,932,909 | |
Carrying Value | Berkadia Credit Facility | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Credit facility | 35,995,000 | 35,995,000 | |
Carrying Value | JP Morgan Credit Facility | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Credit facility | 34,000,000 | 35,500,000 | $ 50,000,000 |
Fair Value | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Real estate note investment | 9,025,995 | 8,205,862 | |
Series 2019 Preferred Stock | 43,710,281 | 32,932,909 | |
Fair Value | Berkadia Credit Facility | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Credit facility | 36,790,044 | 38,658,000 | |
Fair Value | JP Morgan Credit Facility | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Credit facility | $ 34,000,000 | $ 35,500,000 |
Preferred Stock (Details)
Preferred Stock (Details) | 3 Months Ended | |
Mar. 31, 2021USD ($)extensionshares | Mar. 31, 2020USD ($) | |
Subsidiary, Sale of Stock [Line Items] | ||
Number of extensions | extension | 2 | |
Term of extension | 1 year | |
Proceeds from issuance of preferred stock, net of issuance costs | $ 9,363,586 | $ 7,016,263 |
2019 Preferred Stock | ||
Subsidiary, Sale of Stock [Line Items] | ||
Annualized rate of return | 5.50% | |
Proceeds from issuance of preferred stock, net of issuance costs | $ 10,777,000 | 7,898,000 |
Preferred dividend value incurred | $ 488,000 | $ 61,000 |
Preferred stock outstanding (in shares) | shares | 4,387,688 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Feb. 21, 2021 | Dec. 31, 2020 | |
Subsidiary, Sale of Stock [Line Items] | ||||
Proceeds from issuance of common stock, accrual basis | $ 12,977,000 | |||
Distributions paid in cash | $ 1,503,402 | $ 888,805 | ||
Common stock, shares outstanding (in shares) | 12,232,289 | 12,232,289 | ||
Long Term Incentive Plan | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Share-based compensation | $ 45,000 | |||
Performance Shares | Long Term Incentive Plan | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Number of equity instruments other than options awarded | 52,500 | |||
Time Based Shares | Long Term Incentive Plan | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Number of equity instruments other than options awarded | 17,500 | |||
Class A | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Common stock, shares outstanding (in shares) | 12,214,771 | |||
Class TX | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Common stock, shares outstanding (in shares) | 17,518 | |||
Common Stock | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Issuance of common stock (in shares) | 0 |
Related-Party Transactions (Det
Related-Party Transactions (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Related Party Transaction [Line Items] | ||
Reimbursable operating expense | $ 257,044 | $ 236,509 |
Affiliated Entity | ||
Related Party Transaction [Line Items] | ||
Asset management fees | 886,307 | 449,653 |
Asset management fees waived | 27,128 | 127,440 |
Cottonwood Communities Management, LLC | Affiliated Entity | ||
Related Party Transaction [Line Items] | ||
Property management fees | $ 112,739 | $ 54,030 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | May 07, 2021 | Mar. 31, 2021 | Mar. 31, 2020 |
Subsidiary, Sale of Stock [Line Items] | |||
Period of notice required for repurchase program termination | 15 days | ||
Subsequent event | |||
Subsidiary, Sale of Stock [Line Items] | |||
Monthly redemptions, percent of net asset value, maximum | 2.00% | ||
Quarterly redemptions, percent of net asset value, maximum | 5.00% | ||
Percent of most recently disclosed net asset value | 95.00% | ||
Subsequent event | 5 years | |||
Subsidiary, Sale of Stock [Line Items] | |||
Repurchase price, percent of net asset value required for redemption of shares | 95.00% | ||
Holding period | 5 years | ||
Subsequent event | 6 Years | |||
Subsidiary, Sale of Stock [Line Items] | |||
Repurchase price, percent of net asset value required for redemption of shares | 100.00% | ||
Holding period | 6 years | ||
Common Stock | |||
Subsidiary, Sale of Stock [Line Items] | |||
Number of shares redeemed (in shares) | 0 | 0 | |
2019 Preferred Stock | |||
Subsidiary, Sale of Stock [Line Items] | |||
Number of shares redeemed (in shares) | 0 | ||
Distribution Reinvestment Plan | |||
Subsidiary, Sale of Stock [Line Items] | |||
Share price (in dollars per share) | $ 10 | ||
B Note | Corporate Joint Venture | Preferred Equity Investment | |||
Subsidiary, Sale of Stock [Line Items] | |||
Investment remaining amount | $ 974 | ||
Riverfront | Corporate Joint Venture | Preferred Equity Investment | |||
Subsidiary, Sale of Stock [Line Items] | |||
Investment remaining amount | $ 9,899 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Share Repurchase Program (Details) | Mar. 31, 2021$ / shares |
Less than 1 year | |
Share Repurchase Program [Line Items] | |
Repurchase price (in dollars per share) | $ 8.80 |
1 year | |
Share Repurchase Program [Line Items] | |
Repurchase price (in dollars per share) | 9 |
2 years | |
Share Repurchase Program [Line Items] | |
Repurchase price (in dollars per share) | 9.20 |
3 years | |
Share Repurchase Program [Line Items] | |
Repurchase price (in dollars per share) | 9.40 |
4 years | |
Share Repurchase Program [Line Items] | |
Repurchase price (in dollars per share) | 9.60 |
5 years | |
Share Repurchase Program [Line Items] | |
Repurchase price (in dollars per share) | 9.80 |
A stockholder’s death or complete disability, 2 years or more | |
Share Repurchase Program [Line Items] | |
Repurchase price (in dollars per share) | $ 10 |
Subsequent Events (Details)
Subsequent Events (Details) $ / shares in Units, shares in Thousands | May 11, 2021$ / shares | May 07, 2021realEstateUnit | May 07, 2021realEstateUnitapartmentCommunity | May 07, 2021developmentProjectrealEstateUnit | May 07, 2021realEstateUnitstructuredInvestment | May 07, 2021USD ($)realEstateUnit | May 07, 2021realEstateUnit$ / shares | May 06, 2021USD ($)shares | Mar. 31, 2021realEstateUnit |
B Note | Commercial Mortgage Backed Securities | |||||||||
Subsequent Event [Line Items] | |||||||||
Number of real estate units | realEstateUnit | 366 | ||||||||
2019 Preferred Stock | |||||||||
Subsequent Event [Line Items] | |||||||||
Annualized rate of return | 5.50% | ||||||||
Subsequent event | |||||||||
Subsequent Event [Line Items] | |||||||||
Hurdle amount, annualized rate of return on NAV | 5.00% | 5.00% | 5.00% | 5.00% | 5.00% | 5.00% | |||
Subsequent event | Selected Executive Officers | LTIP Unit | |||||||||
Subsequent Event [Line Items] | |||||||||
LTIP units granted | shares | 50 | ||||||||
Subsequent event | CCA III | |||||||||
Subsequent Event [Line Items] | |||||||||
Annual asset management fee percentage | 0.0625% | 0.0625% | 0.0625% | 0.0625% | 0.0625% | 0.0625% | |||
Organization and offering expense as a percent of gross proceeds, maximum | 15.00% | 15.00% | 15.00% | 15.00% | 15.00% | 15.00% | |||
Subsequent event | CCA III | Maximum | |||||||||
Subsequent Event [Line Items] | |||||||||
Annual asset management fee cap percentage | 0.125% | 0.125% | 0.125% | 0.125% | 0.125% | 0.125% | |||
Subsequent event | B Note | Commercial Mortgage Backed Securities | |||||||||
Subsequent Event [Line Items] | |||||||||
Investment owned, balance | $ | $ 9,336,338 | ||||||||
Subsequent event | CRII Merger | |||||||||
Subsequent Event [Line Items] | |||||||||
Number of assets acquired | 22 | 4 | 1 | ||||||
Contingent acquisition and financing fees | $ | $ 22,000,000 | ||||||||
Annual fee reduction percentage | 10.00% | 10.00% | 10.00% | 10.00% | 10.00% | 10.00% | |||
Subsequent event | CRII Merger | Cottonwood Affiliates | |||||||||
Subsequent Event [Line Items] | |||||||||
Number of real estate units | realEstateUnit | 8,600 | 8,600 | 8,600 | 8,600 | 8,600 | 8,600 | |||
Subsequent event | CROP | |||||||||
Subsequent Event [Line Items] | |||||||||
Share conversion ratio | 2.015 | ||||||||
Subsequent event | CROP | Selected Executive Officers | LTIP Unit | |||||||||
Subsequent Event [Line Items] | |||||||||
Share conversion ratio | 1 | ||||||||
Units vesting period | 4 years | ||||||||
Units annual vesting percentage | 25.00% | ||||||||
Subsequent event | CROP | CCA III | |||||||||
Subsequent Event [Line Items] | |||||||||
Percentage of total return | 12.50% | 12.50% | 12.50% | 12.50% | 12.50% | 12.50% | |||
Hurdle amount percentage | 5.00% | 5.00% | 5.00% | 5.00% | 5.00% | 5.00% | |||
Percentage of annual excess profits | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | |||
Percentage of sum from hurdle and catch-up amounts | 12.50% | 12.50% | 12.50% | 12.50% | 12.50% | 12.50% | |||
Percentage of remaining excess profits | 12.50% | 12.50% | 12.50% | 12.50% | 12.50% | 12.50% | |||
Subsequent event | Common Stock | |||||||||
Subsequent Event [Line Items] | |||||||||
Share price (in dollars per share) | $ 10 | ||||||||
Common stock, dividend rate (in dollars per share) | $ 0.00136986 | ||||||||
Annualized rate | 5.00% | ||||||||
Subsequent event | Series 2016 Preferred Stock | CRII Merger | |||||||||
Subsequent Event [Line Items] | |||||||||
Share conversion ratio | 1 | ||||||||
Subsequent event | Series 2016 Preferred Stock | 2019 Preferred Stock | |||||||||
Subsequent Event [Line Items] | |||||||||
Preferred stock, dividend rate (in dollars per share) | $ 0.00191781 | ||||||||
Annualized rate of return | 7.00% | ||||||||
Share price (in dollars per share) | $ 10 | ||||||||
Subsequent event | Series 2016 Preferred Stock | 2019 Preferred Stock | CRII Merger | |||||||||
Subsequent Event [Line Items] | |||||||||
Preferred stock, dividend rate (in dollars per share) | $ 0.00191781 | ||||||||
Subsequent event | Series 2017 Preferred Stock | CRII Merger | |||||||||
Subsequent Event [Line Items] | |||||||||
Share conversion ratio | 1 | ||||||||
Subsequent event | Series 2017 Preferred Stock | 2019 Preferred Stock | |||||||||
Subsequent Event [Line Items] | |||||||||
Preferred stock, dividend rate (in dollars per share) | $ 0.00205479 | ||||||||
Annualized rate of return | 7.50% | ||||||||
Share price (in dollars per share) | $ 10 | ||||||||
Subsequent event | Series 2017 Preferred Stock | 2019 Preferred Stock | CRII Merger | |||||||||
Subsequent Event [Line Items] | |||||||||
Preferred stock, dividend rate (in dollars per share) | $ 0.00205479 | ||||||||
Subsequent event | Series 2019 Preferred Stock | CROP | |||||||||
Subsequent Event [Line Items] | |||||||||
Share conversion ratio | 1 | ||||||||
Subsequent event | Series 2019 Preferred Stock | 2019 Preferred Stock | |||||||||
Subsequent Event [Line Items] | |||||||||
Preferred stock, dividend rate (in dollars per share) | $ 0.00150685 | ||||||||
Annualized rate of return | 5.50% | ||||||||
Share price (in dollars per share) | $ 10 |
Uncategorized Items - cci-20210
Label | Element | Value |
Restricted Cash and Cash Equivalents | us-gaap_RestrictedCashAndCashEquivalents | $ 188,408 |
Restricted Cash and Cash Equivalents | us-gaap_RestrictedCashAndCashEquivalents | $ 284,675 |