Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Aug. 09, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | Starwood Real Estate Income Trust, Inc. | |
Entity Central Index Key | 1,711,929 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 10,000 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Assets | ||
Cash and cash equivalents | $ 200,000 | $ 200,000 |
Total assets | 200,000 | 200,000 |
Liabilities and Equity | ||
Accounts payable, accrued expenses and other liabilities | 16,250 | 35,864 |
Due to affiliates | 51,064 | |
Total liabilities | 67,314 | 35,864 |
Equity | ||
Preferred stock, $0.01 par value per share, 100,000,000 shares authorized; none issued and outstanding as of June 30, 2018 and December 31, 2017 | ||
Additional paid-in capital | 199,900 | 199,900 |
Accumulated deficit | (67,314) | (35,864) |
Total equity | 132,686 | 164,136 |
Total liabilities and equity | 200,000 | 200,000 |
Common Stock Class I | ||
Equity | ||
Common stock value | $ 100 | $ 100 |
Consolidated Balance Sheets (U3
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2018 | Dec. 31, 2017 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, authorized shares | 100,000,000 | 100,000,000 |
Preferred stock, issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
Common Stock Class T | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 0 | 0 |
Common stock, shares outstanding | 0 | 0 |
Common Stock Class S | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 0 | 0 |
Common stock, shares outstanding | 0 | 0 |
Common Stock Class D | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 0 | 0 |
Common stock, shares outstanding | 0 | 0 |
Common Stock Class I | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 10,000 | 10,000 |
Common stock, shares outstanding | 10,000 | 10,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2018 | Jun. 30, 2018 | |
Expenses | ||
General and administrative expenses | $ 15,950 | $ 31,450 |
Total expenses | 15,950 | 31,450 |
Net loss | $ (15,950) | $ (31,450) |
Net loss per share of common stock, basic and diluted | $ (1.60) | $ (3.15) |
Weighted average shares outstanding of Class I common stock, basic and diluted | 10,000 | 10,000 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Equity (Unaudited) - 6 months ended Jun. 30, 2018 - USD ($) | Total | Common StockCommon Stock Class I | Additional Paid-In Capital | Accumulated Deficit |
Beginning Balance at Dec. 31, 2017 | $ 164,136 | $ 100 | $ 199,900 | $ (35,864) |
Net loss | (31,450) | (31,450) | ||
Ending Balance at Jun. 30, 2018 | $ 132,686 | $ 100 | $ 199,900 | $ (67,314) |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows (Unaudited) | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Cash flows from operating activities | |
Net loss | $ (31,450) |
Adjustments to reconcile net loss to net cash provided by operating activities | |
Accounts payable, accrued expenses and other liabilities | (19,614) |
Due to affiliates | 51,064 |
Cash flows from financing activities | |
Cash and cash equivalents at the beginning of the period | 200,000 |
Cash and cash equivalents at the end of the period | $ 200,000 |
Organization and Business Purpo
Organization and Business Purpose | 6 Months Ended |
Jun. 30, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Business Purpose | 1. Organization and Business Purpose Starwood Real Estate Income Trust, Inc. (the “Company”) was formed on June 22, 2017 as a Maryland corporation and intends to qualify as a real estate investment trust (“REIT”) for U.S. federal income tax purposes. The Company is the sole general partner of Starwood REIT Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”). Starwood REIT Special Limited Partner, L.L.C. (the “Special Limited Partner”), a wholly owned subsidiary of Starwood Capital Group Holdings, L.P. (the “Sponsor”), owns a special limited partner interest in the Operating Partnership. The Company was organized to invest primarily in stabilized, income-oriented commercial real estate and debt secured by commercial real estate. The Company’s portfolio principally will be comprised of properties, and debt secured by properties, located in the United States but may also be diversified on a global basis through the acquisition of properties, and debt secured by properties, outside of the United States, with a focus on Europe. To a lesser extent, the Company also may invest in real estate-related securities. Substantially all of the Company’s business will be conducted through the Operating Partnership. The Company and the Operating Partnership are externally managed by Starwood REIT Advisors, L.L.C. (the “Advisor”), an affiliate of the Sponsor. As of June 30, 2018, the Company had neither purchased nor contracted to purchase any investments. During June 2018 and July 2018 an affiliate of the Advisor acquired a total of two multifamily properties from third parties, which had been specifically identified for the Company. It is the Company’s intention to acquire these properties from this affiliated entity following the date on which the proceeds from escrow are released. |
Capitalization
Capitalization | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Capitalization | 2. Capitalization On July 13, 2017, the Company was capitalized with a $200,000 investment by Starwood Real Estate Income Holdings, L.P., a wholly-owned subsidiary of the Sponsor, in exchange for 10,000 shares of the Company’s Class I shares. As of June 30, 2018, the Company had the authority to issue 1,100,000,000 shares of capital stock, consisting of the following: Classification Number of Shares Par Value Preferred Stock 100,000,000 $ 0.01 Class T Shares 250,000,000 $ 0.01 Class S Shares 250,000,000 $ 0.01 Class D Shares 250,000,000 $ 0.01 Class I Shares 250,000,000 $ 0.01 Total 1,100,000,000 The Company has registered with the Securities and Exchange Commission (the “SEC”) an offering of up to $5.0 billion in shares of common stock, consisting of up to $4.0 billion in shares in its primary offering and up to $1.0 billion in shares pursuant to its distribution reinvestment plan (the “Offering”). The Company intends to sell any combination of the four classes of shares of its common stock, with a dollar value up to the maximum aggregate offering amount. The share classes have different upfront selling commissions and ongoing stockholder servicing fees. The terms of the Offering require the Company to deposit all subscription proceeds in an escrow with UMB Bank, N.A., as escrow agent, until the Company receives subscriptions aggregating at least $150 million in shares of the Company’s common stock in any combination of share classes. Until the release of proceeds from escrow, the per share purchase price for shares of the Company’s common stock in its primary offering will be $20.00 per share plus applicable upfront selling commissions and dealer manager fees. Thereafter, the purchase price per share for each class of common stock will vary and will generally equal the Company’s prior month’s net asset value (“NAV”) per share, as calculated monthly, plus applicable upfront selling commissions and dealer manager fees. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 3. Summary of Significant Accounting Policies Principles of Consolidation and Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. All significant intercompany balances and transactions have been eliminated in consolidation. The consolidated financial statements, including the notes thereto, are unaudited and exclude some of the disclosures required in audited financial statements. Management believes it has made all necessary adjustments, consisting of only normal recurring items, so that the consolidated financial statements are presented fairly and that estimates made in preparing its consolidated financial statements are reasonable and prudent. The accompanying unaudited consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017 filed with the SEC. The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the balance sheet. Actual results could differ from those estimates. Cash and Cash Equivalents Cash and cash equivalents represent cash held in banks, cash on hand, and liquid investments with original maturities of three months or less. The Company may have bank balances in excess of federally insured amounts; however, the Company deposits its cash and cash equivalents with high credit-quality institutions to minimize credit risk exposure. The Company did not hold cash equivalents as of June 30, 2018 and December 31, 2017. Income Taxes The Company intends to make an election to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code commencing with its taxable year ending December 31 for the year in which the proceeds from escrow are released. If the Company qualifies for taxation as a REIT, the Company generally will not be subject to federal corporate income tax to the extent it distributes 90% of its taxable income to its stockholders. REITs are subject to a number of other organizational and operational requirements. Even if the Company qualifies for taxation as a REIT, it may be subject to certain state and local taxes on its income and property, and federal income and excise taxes on its undistributed income. Organization and Offering Expenses The Advisor has agreed to advance organization and offering expenses on behalf of the Company (including legal, accounting, and other expenses attributable to the organization, but excluding upfront selling commissions, dealer manager fees and stockholder servicing fees) through the first anniversary of the date on which the proceeds from escrow are released. The Company will reimburse the Advisor for all such advanced expenses ratably over a 60 month period following the first anniversary of the date the proceeds from escrow are released. As of June 30, 2018 and December 31, 2017, the Advisor and its affiliates have incurred organization and offering expenses on the Company’s behalf of approximately $4.2 million and $3.0 million, respectively. These organization and offering expenses are not recorded in the accompanying consolidated balance sheets because such costs are not the Company’s liability until the date on which the proceeds from escrow are released. When recorded by the Company, organizational expenses will be expensed as incurred, and offering expenses will be charged to stockholders’ equity. Any amount due to the Advisor but not paid will be recognized as a liability on the balance sheet. Distribution Reinvestment Plan The Company has adopted a distribution reinvestment plan whereby stockholders (other than clients of participating broker-dealers and residents of certain states that do not permit automatic enrollment in the distribution reinvestment plan) will have their cash distributions automatically reinvested in additional shares of common stock unless they elect to receive their distributions in cash. Residents of Alabama, Arkansas, Idaho, Kansas, Kentucky, Maine, Maryland, Massachusetts, Nebraska, North Carolina, New Jersey, Ohio, Oregon and Washington and clients of participating broker-dealers that do not permit automatic enrollment in the distribution reinvestment plan will automatically receive their distributions in cash unless they elect to have their cash distributions reinvested in additional shares of our common stock. The per share purchase price for shares purchased pursuant to the distribution reinvestment plan will be equal to the offering price before upfront selling commissions and dealer manager fees (the “transaction price”) at the time the distribution is payable, which will generally be equal to the Company’s prior month’s NAV per share for that share class. Stockholders will not pay upfront selling commissions or dealer manager fees when purchasing shares pursuant to the distribution reinvestment plan. The stockholder servicing fees with respect to shares of the Company’s Class T shares, Class S shares and Class D shares are calculated based on the NAV for those shares and may reduce the NAV or, alternatively, the distributions payable with respect to shares of each such class, including shares issued under the distribution reinvestment plan. Share Repurchases The Company has adopted a share repurchase plan, whereby on a monthly basis, stockholders may request that the Company repurchase all or any portion of their shares. The Company may choose to repurchase all, some or none of the shares that have been requested to be repurchased at the end of any particular month, in its discretion, subject to any limitations in the share repurchase plan. The total amount of aggregate repurchases of Class T, Class S, Class D, and Class I shares will be limited to 2% of the aggregate NAV per month and 5% of the aggregate NAV per calendar quarter. Shares would be repurchased at a price equal to the transaction price on the applicable repurchase date, subject to any early repurchase deduction. Shares that have not been outstanding for at least one year would be repurchased at 95% of the transaction price (the “Early Repurchase Deduction”). Due to the illiquid nature of investments in real estate, the Company may not have sufficient liquid resources to fund repurchase requests and has established limitations on the amount of funds the Company may use for repurchases during any calendar month and quarter. Further, the Company may modify, suspend or terminate the share repurchase plan. On August 2, 2018, the Company amended its share repurchase plan as described in Note 7 “Subsequent Events” below. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09 “Revenue from Contracts with Customers (Topic 606).” Beginning January 1, 2018, companies will be required to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services and also includes additional disclosure requirements. The Company has adopted this pronouncement as of January 1, 2018 and will apply this guidance to its consolidated financial statements once significant operations commence. In February 2016, the FASB issued ASU 2016-02, “Leases,” which will require organizations that lease assets to recognize the assets and liabilities for the rights and obligations created by those leases on their balance sheet. Additional disclosure regarding a company’s leasing activities will also be expanded under the new guidance. For public entities, ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years and requires a modified retrospective transition. The Company will assess the potential impact of this pronouncement on its consolidated financial statements from both a lessor and lessee standpoint once significant operations commence. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 4. Related Party Transactions During the period January 1, 2018 through June 30, 2018, the Advisor has Pursuant to the advisory agreement dated December 15, 2017, between the Company and the Advisor (the “Advisory Agreement”), the Advisor is responsible for sourcing, evaluating and monitoring the Company’s investment opportunities and making decisions related to the acquisition, management, financing and disposition of the Company’s assets, in accordance with the Company’s investment objectives, guidelines, policies and limitations, subject to oversight by the Company’s board of directors. Certain affiliates of the Company, including the Advisor, will receive fees and compensation in connection with the offering and ongoing management of the assets of the Company. The Advisor will be paid a management fee equal to 1.25% of NAV per annum, payable monthly. The management fee will be paid, at the Advisor’s election, in cash or Class I shares or Class I units of the Operating Partnership. See Note 7 “Subsequent Events” for information on the Advisor’s waiver of the management fee. The Company may retain certain of the Advisor’s affiliates for necessary services relating to the Company’s investments or its operations, including any administrative services, construction, special servicing, leasing, development, property oversight and other property management services, as well as services related to mortgage servicing, group purchasing, healthcare, consulting/brokerage, capital markets/credit origination, loan servicing, property, title or other types of insurance, management consulting and other similar operational matters. Any such arrangements will be at market terms and rates. As of June 30, 2018 and December 31, 2017, the Company has not retained an affiliate of the Advisor for any such services. The Special Limited Partner holds an interest in the Operating Partnership that entitles it to receive performance participation distributions in the form of cash (or Operating Partnership interests at its election) from the Operating Partnership equal to 12.5% of the annual Total Return, subject to a 5% annual Hurdle Amount and a High Water Mark, with a Catch-Up (each term as defined in the Operating Partnership limited partnership agreement). Such payment will be made annually. The Special Limited Partner had not earned a performance participation interest as of June 30, 2018 and December 31, 2017. In addition, Starwood Capital, L.L.C. (the “Dealer Manager”) serves as the dealer manager for the Offering pursuant to an agreement (the “Dealer Manager Agreement”) with the Company. The Dealer Manager is a registered broker-dealer affiliated with the Advisor. The Dealer Manager will be entitled to receive upfront selling commissions of up to 3.0%, and dealer manager fees of 0.5%, of the transaction price of each Class T share sold in the primary offering. The Dealer Manager will be entitled to receive upfront selling commissions of up to 3.5% of the transaction price of each Class S share sold in the primary offering. The Dealer Manager will also receive a stockholder servicing fee of 0.85%, 0.85% and 0.25% per annum of the aggregate NAV of the Company’s outstanding Class T shares, Class S shares and Class D shares, respectively. The Dealer Manager anticipates that all or a portion of the upfront selling commissions and all or a portion of the stockholder servicing fees will be retained by or paid to, participating broker dealers. The Company will cease paying the stockholder servicing fee with respect to any Class T shares, Class S shares or Class D shares held in a stockholder’s account at the end of the month in which the Dealer Manager in conjunction with the transfer agent determines that total upfront selling commissions, dealer manager fees and stockholder servicing fees paid with respect to such shares would exceed 8.75% (or, in the case of Class T shares sold through certain participating broker-dealers, a lower limit as set forth in any applicable agreement between the Dealer Manager and a participating broker-dealer at the time such Class T shares were issued) of the gross proceeds from the sale of such shares (including the gross proceeds of any shares issued under the Company’s distribution reinvestment plan with respect thereto). The Company will accrue the cost of the stockholder servicing fee as an offering cost at the time each Class T, Class S and Class D share is sold during the primary offering. There will not be a stockholder servicing fee with respect to Class I shares. Subject to the terms of the Dealer Manager Agreement, the Company’s obligations to pay stockholder servicing fees with respect to the Class T, Class S and Class D shares distributed in the Offering shall survive until such shares are no longer outstanding (including because such shares converted into Class I shares). In addition, the Company will cease paying the stockholder servicing fee on the Class T shares, Class S shares and Class D shares (and such shares will convert into Class I shares) on the earlier to occur of the following: (i) a listing of Class I shares, (ii) our merger or consolidation with or into another entity or the sale or other disposition of all or substantially all of the Company’s assets, in each case in a transaction in which the Company’s stockholders receive cash or securities listed on a national securities exchange or (iii) the date on which, in the aggregate, underwriting compensation from all sources in connection with the Offering, including upfront selling commissions, dealer manager fees, the stockholder servicing fee and other underwriting compensation, is equal to 10% of the gross proceeds from the Company’s primary offering. |
Economic Dependency
Economic Dependency | 6 Months Ended |
Jun. 30, 2018 | |
Economic Dependency [Abstract] | |
Economic Dependency | 5. Economic Dependency The Company will be dependent on the Advisor and its affiliates for certain services that are essential to it, including the sale of the Company’s shares of common stock, acquisition and disposition decisions, and certain other responsibilities. In the event that the Advisor and its affiliates are unable to provide such services, the Company would be required to find alternative service providers. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 6. Commitments and Contingencies As of June 30, 2018 and December 31, 2017, the Company is not subject to any material litigation nor is the Company aware of any material litigation threatened against it. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | 7. Subsequent Events On July 10, 2018, the Advisor agreed to waive its management fee for the first three months following the date on which the proceeds from escrow are released. On August 2, 2018, the Company amended its share repurchase plan to provide that if two or more of Barry Sternlicht, John McCarthy, Christopher Graham and Jeff Dishner (or any individual that replaces such persons, as applicable) were to no longer work for the Sponsor or one of its affiliates, and the Company were not to appoint one or more replacements to fill the duties of at least one of such key persons within 90 days (a “Key Person Triggering Event”), then the Early Repurchase Deduction would be waived with respect to all shares of the Company’s common stock that had been purchased in the twelve months preceding the expiration of five business days after the public disclosure of the occurrence of a Key Person Triggering Event from the time the Key Person Triggering Event is publicly disclosed until the completion of three full calendar months. Such waiver of the Early Repurchase Deduction shall not apply to any shares acquired through the Company’s distribution reinvestment plan. |
Summary of Significant Accoun14
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. All significant intercompany balances and transactions have been eliminated in consolidation. The consolidated financial statements, including the notes thereto, are unaudited and exclude some of the disclosures required in audited financial statements. Management believes it has made all necessary adjustments, consisting of only normal recurring items, so that the consolidated financial statements are presented fairly and that estimates made in preparing its consolidated financial statements are reasonable and prudent. The accompanying unaudited consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017 filed with the SEC. The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the balance sheet. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents represent cash held in banks, cash on hand, and liquid investments with original maturities of three months or less. The Company may have bank balances in excess of federally insured amounts; however, the Company deposits its cash and cash equivalents with high credit-quality institutions to minimize credit risk exposure. The Company did not hold cash equivalents as of June 30, 2018 and December 31, 2017. |
Income Taxes | Income Taxes The Company intends to make an election to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code commencing with its taxable year ending December 31 for the year in which the proceeds from escrow are released. If the Company qualifies for taxation as a REIT, the Company generally will not be subject to federal corporate income tax to the extent it distributes 90% of its taxable income to its stockholders. REITs are subject to a number of other organizational and operational requirements. Even if the Company qualifies for taxation as a REIT, it may be subject to certain state and local taxes on its income and property, and federal income and excise taxes on its undistributed income. |
Organization and Offering Expenses | Organization and Offering Expenses The Advisor has agreed to advance organization and offering expenses on behalf of the Company (including legal, accounting, and other expenses attributable to the organization, but excluding upfront selling commissions, dealer manager fees and stockholder servicing fees) through the first anniversary of the date on which the proceeds from escrow are released. The Company will reimburse the Advisor for all such advanced expenses ratably over a 60 month period following the first anniversary of the date the proceeds from escrow are released. As of June 30, 2018 and December 31, 2017, the Advisor and its affiliates have incurred organization and offering expenses on the Company’s behalf of approximately $4.2 million and $3.0 million, respectively. These organization and offering expenses are not recorded in the accompanying consolidated balance sheets because such costs are not the Company’s liability until the date on which the proceeds from escrow are released. When recorded by the Company, organizational expenses will be expensed as incurred, and offering expenses will be charged to stockholders’ equity. Any amount due to the Advisor but not paid will be recognized as a liability on the balance sheet. |
Distribution Reinvestment Plan | Distribution Reinvestment Plan The Company has adopted a distribution reinvestment plan whereby stockholders (other than clients of participating broker-dealers and residents of certain states that do not permit automatic enrollment in the distribution reinvestment plan) will have their cash distributions automatically reinvested in additional shares of common stock unless they elect to receive their distributions in cash. Residents of Alabama, Arkansas, Idaho, Kansas, Kentucky, Maine, Maryland, Massachusetts, Nebraska, North Carolina, New Jersey, Ohio, Oregon and Washington and clients of participating broker-dealers that do not permit automatic enrollment in the distribution reinvestment plan will automatically receive their distributions in cash unless they elect to have their cash distributions reinvested in additional shares of our common stock. The per share purchase price for shares purchased pursuant to the distribution reinvestment plan will be equal to the offering price before upfront selling commissions and dealer manager fees (the “transaction price”) at the time the distribution is payable, which will generally be equal to the Company’s prior month’s NAV per share for that share class. Stockholders will not pay upfront selling commissions or dealer manager fees when purchasing shares pursuant to the distribution reinvestment plan. The stockholder servicing fees with respect to shares of the Company’s Class T shares, Class S shares and Class D shares are calculated based on the NAV for those shares and may reduce the NAV or, alternatively, the distributions payable with respect to shares of each such class, including shares issued under the distribution reinvestment plan. |
Share Repurchases | Share Repurchases The Company has adopted a share repurchase plan, whereby on a monthly basis, stockholders may request that the Company repurchase all or any portion of their shares. The Company may choose to repurchase all, some or none of the shares that have been requested to be repurchased at the end of any particular month, in its discretion, subject to any limitations in the share repurchase plan. The total amount of aggregate repurchases of Class T, Class S, Class D, and Class I shares will be limited to 2% of the aggregate NAV per month and 5% of the aggregate NAV per calendar quarter. Shares would be repurchased at a price equal to the transaction price on the applicable repurchase date, subject to any early repurchase deduction. Shares that have not been outstanding for at least one year would be repurchased at 95% of the transaction price (the “Early Repurchase Deduction”). Due to the illiquid nature of investments in real estate, the Company may not have sufficient liquid resources to fund repurchase requests and has established limitations on the amount of funds the Company may use for repurchases during any calendar month and quarter. Further, the Company may modify, suspend or terminate the share repurchase plan. On August 2, 2018, the Company amended its share repurchase plan as described in Note 7 “Subsequent Events” below. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09 “Revenue from Contracts with Customers (Topic 606).” Beginning January 1, 2018, companies will be required to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services and also includes additional disclosure requirements. The Company has adopted this pronouncement as of January 1, 2018 and will apply this guidance to its consolidated financial statements once significant operations commence. In February 2016, the FASB issued ASU 2016-02, “Leases,” which will require organizations that lease assets to recognize the assets and liabilities for the rights and obligations created by those leases on their balance sheet. Additional disclosure regarding a company’s leasing activities will also be expanded under the new guidance. For public entities, ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years and requires a modified retrospective transition. The Company will assess the potential impact of this pronouncement on its consolidated financial statements from both a lessor and lessee standpoint once significant operations commence. |
Capitalization (Tables)
Capitalization (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Schedule of Company's Authorized Capital Stock | As of June 30, 2018, the Company had the authority to issue 1,100,000,000 shares of capital stock, consisting of the following: Classification Number of Shares Par Value Preferred Stock 100,000,000 $ 0.01 Class T Shares 250,000,000 $ 0.01 Class S Shares 250,000,000 $ 0.01 Class D Shares 250,000,000 $ 0.01 Class I Shares 250,000,000 $ 0.01 Total 1,100,000,000 |
Organization and Business Pur16
Organization and Business Purpose - Additional Information (Details) - Multifamily - Property | 1 Months Ended | |
Jul. 31, 2018 | Jun. 30, 2018 | |
Real Estate Properties [Line Items] | ||
Number of real estate properties acquired by an affiliate of the advisor from third parties | 1 | |
Subsequent Event | ||
Real Estate Properties [Line Items] | ||
Number of real estate properties acquired by an affiliate of the advisor from third parties | 1 |
Capitalization - Additional Inf
Capitalization - Additional Information (Details) | Jun. 30, 2018USD ($)Class$ / sharesshares | Dec. 31, 2017USD ($)shares | Jul. 13, 2017USD ($)shares |
Schedule of Capitalization [Line Items] | |||
Total Equity | $ 132,686 | $ 164,136 | |
Number of shares of capital stock authorized | shares | 1,100,000,000 | ||
Number of classes of common stock | Class | 4 | ||
Common stock, shares registered, amount | $ 5,000,000,000 | ||
Aggregate minimum subscriptions proceeds required to release from escrow | 150,000,000 | ||
Primary Offering | |||
Schedule of Capitalization [Line Items] | |||
Common stock, shares authorized, amount | $ 4,000,000,000 | ||
Purchase price per share | $ / shares | $ 20 | ||
Distribution Reinvestment Plan | |||
Schedule of Capitalization [Line Items] | |||
Common stock, shares authorized, amount | $ 1,000,000,000 | ||
Common Stock Class I | |||
Schedule of Capitalization [Line Items] | |||
Common stock, shares issued | shares | 10,000 | 10,000 | |
Starwood Real Estate Income Holdings, L.P. | |||
Schedule of Capitalization [Line Items] | |||
Total Equity | $ 200,000 | ||
Starwood Real Estate Income Holdings, L.P. | Common Stock Class I | |||
Schedule of Capitalization [Line Items] | |||
Common stock, shares issued | shares | 10,000 |
Capitalization - Schedule of Co
Capitalization - Schedule of Company's Authorized Capital Stock (Details) - $ / shares | Jun. 30, 2018 | Dec. 31, 2017 |
Class of Stock [Line Items] | ||
Preferred stock, authorized shares | 100,000,000 | 100,000,000 |
Total Number of Shares | 1,100,000,000 | |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Common Stock Class T | ||
Class of Stock [Line Items] | ||
Number of Shares | 250,000,000 | 250,000,000 |
Par Value | $ 0.01 | $ 0.01 |
Common Stock Class S | ||
Class of Stock [Line Items] | ||
Number of Shares | 250,000,000 | 250,000,000 |
Par Value | $ 0.01 | $ 0.01 |
Common Stock Class D | ||
Class of Stock [Line Items] | ||
Number of Shares | 250,000,000 | 250,000,000 |
Par Value | $ 0.01 | $ 0.01 |
Common Stock Class I | ||
Class of Stock [Line Items] | ||
Number of Shares | 250,000,000 | 250,000,000 |
Par Value | $ 0.01 | $ 0.01 |
Summary of Significant Accoun19
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2017 | |
Significant Accounting Policies [Line Items] | ||
Cash equivalents | $ 0 | $ 0 |
Minimum REIT distribution percentage | 90.00% | |
Common stock repurchase limitations of aggregate NAV per month percentage | 2.00% | |
Common stock repurchase limitations of aggregate NAV per calendar quarter percentage | 5.00% | |
Minimum hold period for repurchases without a discount | 1 year | |
Repurchase percentage within one year at a discount | 95.00% | |
Advisor | ||
Significant Accounting Policies [Line Items] | ||
Period to reimburse the advisor for all organization and offering expenses | 60 months | |
Inception to date organization and offering expenses | $ 4,200,000 | $ 3,000,000 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Related Party Transaction [Line Items] | |
Advisory agreement date | Dec. 15, 2017 |
Advisor | |
Related Party Transaction [Line Items] | |
Expense advanced by a related party | $ 51,064 |
Percentage of management fee on NAV per annum | 1.25% |
Special Limited Partner | |
Related Party Transaction [Line Items] | |
Annual hurdle percentage | 5.00% |
Performance participation distribution percentage | 12.50% |
Dealer Manager | |
Related Party Transaction [Line Items] | |
Annual stockholder servicing fee percentage of gross proceeds limit | 8.75% |
Annual stockholder servicing fee percentage of gross proceeds limit (all sources) | 10.00% |
Dealer Manager | Common Stock Class T | |
Related Party Transaction [Line Items] | |
Upfront selling commissions percentage | 3.00% |
Upfront dealer manager fee percentage | 0.50% |
Annual stockholder servicing fee percentage | 0.85% |
Dealer Manager | Common Stock Class S | |
Related Party Transaction [Line Items] | |
Annual stockholder servicing fee percentage | 0.85% |
Dealer Manager | Common Stock Class S | Maximum | |
Related Party Transaction [Line Items] | |
Upfront selling commissions percentage | 3.50% |
Dealer Manager | Common Stock Class D | |
Related Party Transaction [Line Items] | |
Annual stockholder servicing fee percentage | 0.25% |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) | Jul. 10, 2018 |
Subsequent Event | |
Subsequent Event [Line Items] | |
Period advisor agreed to waive management fee post escrow break | 3 months |