Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Aug. 01, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | CorEnergy Infrastructure Trust, Inc. | |
Entity Central Index Key | 1,347,652 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2018 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 11,934,575 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Assets | ||
Leased property, net of accumulated depreciation of $82,749,089 and $72,155,753 | $ 455,363,130 | $ 465,956,467 |
Property and equipment, net of accumulated depreciation of $14,312,665 and $12,643,636 | 111,514,726 | 113,158,872 |
Financing notes and related accrued interest receivable, net of reserve of $4,600,000 and $4,100,000 | 1,000,000 | 1,500,000 |
Other equity securities, at fair value | 2,091,181 | 2,958,315 |
Cash and cash equivalents | 14,175,860 | 15,787,069 |
Deferred rent receivable | 25,769,989 | 22,060,787 |
Accounts and other receivables | 3,373,602 | 3,786,036 |
Deferred costs, net of accumulated amortization of $956,999 and $623,764 | 3,171,680 | 3,504,916 |
Prepaid expenses and other assets | 1,068,526 | 742,154 |
Deferred tax asset, net | 4,115,834 | 2,244,629 |
Goodwill | 1,718,868 | 1,718,868 |
Total Assets | 623,363,396 | 633,418,113 |
Liabilities and Equity | ||
Secured credit facilities, net of debt issuance costs of $237,302 and $254,646 | 38,998,698 | 40,745,354 |
Unsecured convertible senior notes, net of discount and debt issuance costs of $1,574,323 and $1,967,917 | 112,425,677 | 112,032,083 |
Asset retirement obligation | 9,426,350 | 9,170,493 |
Accounts payable and other accrued liabilities | 2,512,598 | 2,333,782 |
Management fees payable | 1,814,105 | 1,748,426 |
Income tax liability | 36,971 | 2,204,626 |
Unearned revenue | 5,321,069 | 3,397,717 |
Total Liabilities | 170,535,468 | 171,632,481 |
Equity | ||
Series A Cumulative Redeemable Preferred Stock 7.375%, $130,000,000 liquidation preference ($2,500 per share, $0.001 par value), 10,000,000 authorized; 52,000 issued and outstanding at June 30, 2018 and December 31, 2017 | 130,000,000 | 130,000,000 |
Capital stock, non-convertible, $0.001 par value; 11,933,774 and 11,915,830 shares issued and outstanding at June 30, 2018 and December 31, 2017 (100,000,000 shares authorized) | 11,934 | 11,916 |
Additional paid-in capital | 322,815,994 | 331,773,716 |
Total Equity | 452,827,928 | 461,785,632 |
Total Liabilities and Equity | $ 623,363,396 | $ 633,418,113 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2017 | |
Accumulated depreciation, leased property | $ 82,749,089 | $ 72,155,753 |
Accumulated depreciation, property and equipment | 14,312,665 | 12,643,636 |
Reserve for financing notes and related accrued interest receivable | 4,600,000 | 4,100,000 |
Accumulated amortization, Deferred costs | 956,999 | 623,764 |
Secured debt, debt issuance costs | $ 237,302 | $ 254,646 |
Capital stock non-convertible, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Capital stock non-convertible, shares issued | 11,933,774 | 11,915,830 |
Capital stock non-convertible, shares outstanding | 11,933,774 | 11,915,830 |
Capital stock non-convertible, shares authorized | 100,000,000 | 100,000,000 |
Series A Cumulative Redeemable Preferred Stock [Member] | ||
Preferred stock interest rate | 7.375% | |
Preferred Stock, Liquidation Preference | $ 130,000,000 | $ 130,000,000 |
Preferred Stock, Liquidation Preference (in dollars per share) | $ 2,500 | $ 2,500 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 52,000 | 52,000 |
Preferred stock, shares outstanding | 52,000 | 52,000 |
Convertible Debt [Member] | ||
Discount and debt issuance costs | $ 1,574,323 | $ 1,967,917 |
Consolidated Statements of Inco
Consolidated Statements of Income and Comprehensive Income (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenue | ||||
Lease revenue | $ 18,275,859 | $ 17,050,092 | $ 35,867,718 | $ 34,116,618 |
Transportation and distribution revenue | 3,874,157 | 4,775,780 | 7,827,136 | 9,786,370 |
Total Revenue | 22,150,016 | 21,825,872 | 43,694,854 | 43,902,988 |
Expenses | ||||
Transportation and distribution expenses | 1,534,524 | 1,362,980 | 3,107,420 | 2,698,550 |
General and administrative | 3,107,776 | 2,558,339 | 5,834,833 | 5,619,579 |
Depreciation, amortization and ARO accretion expense | 6,290,082 | 6,005,995 | 12,579,412 | 12,011,903 |
Provision for loan losses | 0 | 0 | 500,000 | 0 |
Total Expenses | 10,932,382 | 9,927,314 | 22,021,665 | 20,330,032 |
Operating Income | 11,217,634 | 11,898,558 | 21,673,189 | 23,572,956 |
Other Income (Expense) | ||||
Net distributions and dividend income | 55,714 | 221,440 | 59,665 | 264,902 |
Net realized and unrealized gain (loss) on other equity securities | (881,100) | 614,634 | (867,134) | 70,426 |
Interest expense | (3,196,248) | (3,202,837) | (6,406,838) | (6,657,234) |
Total Other Expense | (4,021,634) | (2,366,763) | (7,214,307) | (6,321,906) |
Income before income taxes | 7,196,000 | 9,531,795 | 14,458,882 | 17,251,050 |
Taxes | ||||
Current tax expense (benefit) | (10,785) | 57,651 | (46,334) | 23,891 |
Deferred tax expense (benefit) | (604,064) | 38,084 | (1,013,341) | (260,762) |
Income tax expense (benefit), net | (614,849) | 95,735 | (1,059,675) | (236,871) |
Net income | 7,810,849 | 9,436,060 | 15,518,557 | 17,487,921 |
Less: Net Income attributable to non-controlling interest | 0 | 435,888 | 0 | 818,271 |
Net Income attributable to CorEnergy Stockholders | 7,810,849 | 9,000,172 | 15,518,557 | 16,669,650 |
Preferred dividend requirements | 2,396,875 | 2,123,129 | 4,793,750 | 3,160,238 |
Net Income attributable to Common Stockholders | 5,413,974 | 6,877,043 | 10,724,807 | 13,509,412 |
Net Income | 7,810,849 | 9,436,060 | 15,518,557 | 17,487,921 |
Other comprehensive income: | ||||
Changes in fair value of qualifying hedges / AOCI attributable to CorEnergy stockholders | 0 | 3,006 | 0 | 5,978 |
Changes in fair value of qualifying hedges / AOCI attributable to non-controlling interest | 0 | 702 | 0 | 1,396 |
Net Change in Other Comprehensive Income | 0 | 3,708 | 0 | 7,374 |
Total Comprehensive Income | 7,810,849 | 9,439,768 | 15,518,557 | 17,495,295 |
Less: Comprehensive income attributable to non-controlling interest | 0 | 436,590 | 0 | 819,667 |
Comprehensive Income attributable to CorEnergy Stockholders | $ 7,810,849 | $ 9,003,178 | $ 15,518,557 | $ 16,675,628 |
Earnings Per Common Share: | ||||
Basic (in dollars per share) | $ 0.45 | $ 0.58 | $ 0.90 | $ 1.14 |
Diluted (in dollars per share) | $ 0.45 | $ 0.58 | $ 0.90 | $ 1.14 |
Weighted Average Shares of Common Stock Outstanding: | ||||
Basic (in shares) | 11,928,297 | 11,896,616 | 11,923,627 | 11,892,670 |
Diluted (in shares) | 11,928,297 | 11,896,616 | 11,923,627 | 11,892,670 |
Dividends declared per share (in dollars per share) | $ 0.750 | $ 0.750 | $ 1.500 | $ 1.500 |
Consolidated Statement of Equit
Consolidated Statement of Equity - USD ($) | Total | Capital Stock [Member] | Preferred Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Cumulative transition adjustment upon the adoption of ASC 606, net of tax | $ (2,449,245) | $ (2,449,245) | |||
Beginning balance (in shares) at Dec. 31, 2017 | 11,915,830 | 11,915,830 | |||
Beginning balance at Dec. 31, 2017 | $ 461,785,632 | $ 11,916 | $ 130,000,000 | 331,773,716 | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 15,518,557 | 15,518,557 | |||
Series A preferred stock dividends | (4,793,750) | (4,793,750) | |||
Common stock dividends | (17,880,985) | (7,156,178) | (10,724,807) | ||
Common stock issued under director's compensation plan (in shares) | 1,006 | ||||
Common stock issued under director's compensation plan | 37,500 | $ 1 | 37,499 | ||
Reinvestment of dividends paid to common stockholders (in shares) | 16,938 | ||||
Reinvestment of dividends paid to common stockholders | 610,219 | $ 17 | 610,202 | ||
Ending balance at Jun. 30, 2018 | $ 452,827,928 | $ 11,934 | $ 130,000,000 | $ 322,815,994 | $ 0 |
Ending balance (in shares) at Jun. 30, 2018 | 11,933,774 | 11,933,774 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Operating Activities | ||
Net Income | $ 15,518,557 | $ 17,487,921 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Deferred income tax, net | (1,013,341) | (260,762) |
Depreciation, amortization and ARO accretion | 13,286,595 | 12,949,644 |
Provision for loan losses | 500,000 | 0 |
Non-cash settlement of accounts payable | 0 | (171,609) |
Gain on sale of equipment | (3,724) | 0 |
Net distributions and dividend income, including recharacterization of income | 0 | 148,649 |
Net realized and unrealized (gain) loss on other equity securities | 867,134 | (70,426) |
Unrealized gain on derivative contract | 0 | (16,453) |
Common stock issued under directors' compensation plan | 37,500 | 30,000 |
Changes in assets and liabilities: | ||
Increase in deferred rent receivable | (3,709,202) | (3,588,136) |
Decrease in accounts and other receivables | 412,434 | 1,162,548 |
(Increase) decrease in prepaid expenses and other assets | (326,372) | 134,023 |
Increase in management fee payable | 65,679 | 10,301 |
Increase (decrease) in accounts payable and other accrued liabilities | 433,853 | (53,621) |
Decrease in current income tax liability | (2,167,655) | 0 |
Increase (decrease) in unearned revenue | (1,383,757) | 29,695 |
Net cash provided by operating activities | 22,517,701 | 27,791,774 |
Investing Activities | ||
Purchases of property and equipment | (47,883) | (13,745) |
Proceeds from sale of property and equipment | 11,499 | 0 |
Return of capital on distributions received | 0 | 61,828 |
Net cash (used in) provided by investing activities | (36,384) | 48,083 |
Financing Activities | ||
Debt financing costs | (264,010) | (2,512) |
Net offering proceeds on Series A preferred stock | 0 | 71,170,611 |
Dividends paid on Series A preferred stock | (4,793,750) | (3,433,984) |
Dividends paid on common stock | (17,270,766) | (17,318,618) |
Distributions to non-controlling interest | 0 | (480,488) |
Payments on revolving line of credit | 0 | (44,000,000) |
Principal payments on secured credit facilities | (1,764,000) | (4,389,261) |
Net cash (used in) provided by financing activities | (24,092,526) | 1,545,748 |
Net Change in Cash and Cash Equivalents | (1,611,209) | 29,385,605 |
Cash and Cash Equivalents at beginning of period | 15,787,069 | 7,895,084 |
Cash and Cash Equivalents at end of period | 14,175,860 | 37,280,689 |
Supplemental Disclosure of Cash Flow Information | ||
Interest paid | 5,546,660 | 5,777,328 |
Income taxes paid (net of refunds) | 2,121,321 | 132,202 |
Non-Cash Financing Activities | ||
Change in accounts payable and accrued expenses related to debt financing costs | (255,037) | 0 |
Reinvestment of distributions by common stockholders in additional common shares | $ 610,219 | $ 516,565 |
Introduction and Basis of Prese
Introduction and Basis of Presentation | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
INTRODUCTION AND BASIS OF PRESENTATION | INTRODUCTION AND BASIS OF PRESENTATION Introduction CorEnergy Infrastructure Trust, Inc. ("CorEnergy" or "the Company"), was organized as a Maryland corporation and commenced operations on December 8, 2005. The Company's common shares are listed on the New York Stock Exchange ("NYSE") under the symbol "CORR" and its depositary shares representing Series A Preferred Stock are listed on the NYSE under the symbol "CORR PrA". The Company is primarily focused on acquiring and financing real estate assets within the U.S. energy infrastructure sector and concurrently entering into long-term triple-net participating leases with energy companies. The Company also may provide other types of capital, including loans secured by energy infrastructure assets. Targeted assets include pipelines, storage tanks, transmission lines, and gathering systems, among others. These sale-leaseback or real property mortgage transactions provide the energy company with a source of capital that is an alternative to other sources such as corporate borrowing, bond offerings, or equity offerings. Many of the Company's leases contain participation features in the financial performance or value of the underlying infrastructure real property asset. The triple-net lease structure requires that the tenant pay all operating expenses of the business conducted by the tenant, including real estate taxes, insurance, utilities, and expenses of maintaining the asset in good working order. CorEnergy considers its investments in these energy infrastructure assets to be a single business segment and reports them accordingly in its financial statements. Basis of Presentation The accompanying consolidated financial statements include CorEnergy accounts and the accounts of its wholly-owned subsidiaries and have been prepared in accordance with GAAP set forth in the ASC, as published by the FASB, and with the SEC instructions to Form 10-Q, and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The accompanying consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of the Company's financial position, results of operations, and cash flows for the periods presented. There were no adjustments that, in the opinion of management, were not of a normal and recurring nature. All intercompany transactions and balances have been eliminated in consolidation, and the Company's net earnings have been reduced by the portion of net earnings attributable to non-controlling interests, when applicable. The FASB issued ASU 2015-02 "Consolidations (Topic 810) - Amendments to the Consolidation Analysis" ("ASU 2015-02"), which amended previous consolidation guidance, including introducing a separate consolidation analysis specific to limited partnerships and other similar entities. Under this analysis, limited partnerships and other similar entities are considered a variable interest entity ("VIE") unless the limited partners hold substantive kick-out rights or participating rights. Management determined that Pinedale LP and Grand Isle Corridor LP are VIEs under the amended guidance because the limited partners of both partnerships lack both substantive kick-out rights and participating rights. However, based on the general partners' roles and rights as afforded by the partnership agreements and its exposure to losses and benefits of each of the partnerships through its significant limited partner interests, management determined that CorEnergy is the primary beneficiary of both Pinedale LP and Grand Isle Corridor LP. Based upon this evaluation and the Company's 100 percent ownership of the limited partnership interest in both Pinedale LP and Grand Isle Corridor LP, the consolidated financial statements presented include full consolidation with respect to both of the partnerships. Operating results for the three and six months ended June 30, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018 or any other interim or annual period. These consolidated financial statements and Management's Discussion and Analysis of the Financial Condition and Results of Operations should be read in conjunction with CorEnergy's Annual Report on Form 10-K, for the year ended December 31, 2017 , filed with the SEC on February 28, 2018 (the "2017 CorEnergy 10-K"). |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS In May 2014, the FASB issued ASU 2014-09 "Revenue from Contracts with Customers" ("ASU 2014-09" or "ASC 606"), which became effective for all public entities on January 1, 2018, if not adopted early. ASC 606 supersedes previously existing revenue recognition standards with a single model unless those contracts are within the scope of other standards (e.g. leases). The model requires an entity to recognize as revenue the amount of consideration to which it expects to be entitled for the transfer of promised goods or services to customers. A substantial portion of the Company's revenue consists of rental income from leasing arrangements, which is specifically excluded from ASC 606. However, the Company's transportation and distribution revenue is within the scope of the new guidance. The Company adopted ASC 606 effective on January 1, 2018 using the modified retrospective method. The Company elected to apply the guidance only to open contracts as of the effective date. The Company recognized the cumulative effect of applying the new standard as an adjustment to the opening balance of stockholders' equity. The comparative information has not been restated and continues to be reported under accounting standards in effect for those periods. Refer to Note 4 ("Transportation And Distribution Revenue") for further discussion of our transportation and distribution revenue recognition policy, transition impact and related disclosures under ASC 606. In February 2016, the FASB issued ASU 2016-02 "Leases" ("ASU 2016-02"), which amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASU 2016-02 is effective for fiscal years and interim periods beginning after December 15, 2018, with early adoption permitted. At adoption, the standard will be applied using a modified retrospective approach. Management is in the process of evaluating the impact of the standard on its consolidated financial statements and related disclosures. As part of its assessment work, the Company has formed an implementation team, completed training on the new lease standard and is undertaking a review of its contracts. In June 2016, the FASB issued ASU 2016-13 "Financial Instruments - Credit Losses" ("ASU 2016-13"), which introduces an approach based on expected losses to estimate credit losses on certain types of financial instruments. The new model, referred to as the current expected credit losses ("CECL model"), will apply to financial assets subject to credit losses and measured at amortized cost, and certain off-balance sheet credit exposures. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early application of the guidance will be permitted for all entities for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Management is currently evaluating the impact that adopting the new standard will have on the Company's consolidated financial statements but believes that, unless the Company acquires any additional financing receivables, the impact would not be material. |
Leased Properties and Leases
Leased Properties and Leases | 6 Months Ended |
Jun. 30, 2018 | |
Leases [Abstract] | |
LEASED PROPERTIES AND LEASES | LEASED PROPERTIES AND LEASES As of June 30, 2018 , the Company had three significant leased properties located in Oregon, Wyoming, Louisiana, and the Gulf of Mexico, which are leased on a triple-net basis to major tenants, described in the table below. These major tenants are responsible for the payment of all taxes, maintenance, repairs, insurance, and other operating expenses relating to the leased properties. The long-term, triple-net leases generally have an initial term of 11 to 15 years with options for renewals. Lease payments are scheduled to increase at varying intervals during the initial terms of the leases. The following table summarizes the significant leased properties, major tenants and lease terms: Summary of Leased Properties, Major Tenants and Lease Terms Property Grand Isle Gathering System Pinedale LGS Portland Terminal Facility Location Gulf of Mexico/Louisiana Pinedale, WY Portland, OR Tenant Energy XXI GIGS Services, LLC Ultra Wyoming LGS, LLC Zenith Energy Terminals Holdings LLC Asset Description Approximately 153 miles of offshore pipeline with total capacity of 120 thousand Bbls/d, including a 16-acre onshore terminal and saltwater disposal system. Approximately 150 miles of pipelines and four central storage facilities. A 39-acre rail and marine facility property adjacent to the Willamette River with 84 tanks and total storage capacity of approximately 1.5 million barrels. Date Acquired June 2015 December 2012 January 2014 Initial Lease Term 11 years 15 years 15 years (1) Renewal Option Equal to the lesser of 9-years or 75 percent of the remaining useful life 5-year terms 5-year terms Current Monthly Rent Payments 7/1/2017 - 6/30/2018: $2,854,667 $1,776,772 $513,355 Initial Estimated Useful Life 27 years 26 years 30 years (1) The lessee of the Portland Terminal Facility has a purchase option on the facility, which it can exercise with 90-days notice, as well as lease termination options on the fifth and tenth anniversaries of the lease. If exercised, the purchase option and termination options are subject to additional payment provisions and termination fees prescribed under the lease. The future contracted minimum rental receipts for all leases as of June 30, 2018 , are as follows: Future Minimum Lease Receipts (1) Years Ending December 31, Amount 2018 $ 30,919,514 2019 64,103,462 2020 71,264,921 2021 77,445,396 2022 76,553,434 Thereafter 302,242,184 Total $ 622,528,911 (1) Future minimum lease receipts include base rents for the Portland Terminal Facility through its initial 15-year term. The table below displays the Company's individually significant leases as a percentage of total leased properties and total lease revenues for the periods presented: As a Percentage of (1) Leased Properties Lease Revenues For the Three Months Ended For the Six Months Ended June 30, 2018 December 31, 2017 June 30, 2018 June 30, 2017 June 30, 2018 June 30, 2017 Pinedale LGS (2) 39.9 % 39.9 % 35.3 % 30.6 % 34.1 % 30.6 % Grand Isle Gathering System 49.7 % 49.7 % 55.6 % 59.6 % 56.7 % 59.6 % Portland Terminal Facility 10.2 % 10.1 % 9.0 % 9.6 % 9.1 % 9.7 % (1) Insignificant leases are not presented; thus percentages may not sum to 100%. (2) Pinedale LGS lease revenues include variable rent of $1.1 million and $1.5 million for the three and six months ended June 30, 2018, respectively. The following table reflects the depreciation and amortization included in the accompanying Consolidated Statements of Income associated with the Company's leases and leased properties: For the Three Months Ended For the Six Months Ended June 30, 2018 June 30, 2017 June 30, 2018 June 30, 2017 Depreciation Expense GIGS $ 2,751,272 $ 2,438,649 $ 5,502,544 $ 4,877,298 Pinedale 2,217,360 2,217,360 4,434,720 4,434,720 Portland Terminal Facility 318,915 318,915 637,830 637,830 United Property Systems 9,120 9,060 18,242 18,119 Total Depreciation Expense $ 5,296,667 $ 4,983,984 $ 10,593,336 $ 9,967,967 Amortization Expense - Deferred Lease Costs GIGS $ 7,641 $ 7,641 $ 15,282 $ 15,282 Pinedale 15,342 15,342 30,684 30,684 Total Amortization Expense - Deferred Lease Costs $ 22,983 $ 22,983 $ 45,966 $ 45,966 ARO Accretion Expense GIGS $ 127,928 $ 160,629 $ 255,856 $ 321,258 Total ARO Accretion Expense $ 127,928 $ 160,629 $ 255,856 $ 321,258 The following table reflects the deferred costs that are included in the accompanying Consolidated Balance Sheets associated with the Company's leased properties: June 30, 2018 December 31, 2017 Net Deferred Lease Costs GIGS $ 244,601 $ 259,883 Pinedale 581,033 611,717 Total Deferred Lease Costs, net $ 825,634 $ 871,600 Tenant Information Substantially all of the lease tenants' financial results are driven by exploiting naturally occurring oil and natural gas hydrocarbon deposits beneath the Earth's surface. As a result, the tenants' financial results are highly dependent on the performance of the oil and natural gas industry, which is highly competitive and subject to volatility. During the terms of the leases, management monitors the credit quality of its tenants by reviewing their published credit ratings, if available, reviewing publicly available financial statements, or reviewing financial or other operating statements, monitoring news reports regarding the tenants and their respective businesses, and monitoring the timeliness of lease payments and the performance of other financial covenants under their leases. Ultra Petroleum UPL is currently subject to the reporting requirements under the Exchange Act and is required to file with the SEC annual reports containing audited financial statements and quarterly reports containing unaudited financial statements. Its SEC filings can be found at www.sec.gov. Its stock is trading on the NASDAQ under the symbol UPL. The Company makes no representation as to the accuracy or completeness of the audited and unaudited financial statements of UPL but has no reason to doubt the accuracy or completeness of such information. In addition, UPL has no duty, contractual or otherwise, to advise the Company of any events that might have occurred subsequent to the date of such financial statements which could affect the significance or accuracy of such information. None of the information in the public reports of UPL that are filed with the SEC is incorporated by reference into, or in any way form, a part of this filing. Energy Gulf Coast EGC is currently subject to the reporting requirements of the Exchange Act and is required to file with the SEC annual reports containing audited financial statements and quarterly reports containing unaudited financial statements. Its SEC filings can be found at www.sec.gov. Effective March 21, 2018, EGC changed its NASDAQ ticker symbol from EXXI to EGC. The Company makes no representation as to the accuracy or completeness of the audited and unaudited financial statements of EGC but has no reason to doubt the accuracy or completeness of such information. In addition, EGC has no duty, contractual or otherwise, to advise the Company of any events that might have occurred subsequent to the date of such financial statements which could affect the significance or accuracy of such information. None of the information in the public reports of EGC that are filed with the SEC is incorporated by reference into, or in any way form, a part of this filing. Upon closure of the previously announced acquisition of EGC by an affiliate of the privately-held Cox Oil, expected in the third quarter of 2018, EGC will no longer be subject to the filing and reporting requirements of the SEC. Zenith Currently our tenant, Zenith Terminals, has a number of different actions available to it under the Portland Lease Agreement, which include (i) continuing with the current terminal lease, (ii) exercising its buy-out option on the terminal or (iii) terminating the lease at its fifth or tenth anniversaries, subject to the termination provisions in the lease. The Company has entered into amendments with Zenith which have extended the notice period for the fifth anniversary termination option through September 1, 2018. The Company has not received notice with respect to either a buy-out or termination option election and, to date, the terminal lease continues to operate in the same manner as prior to the merger. |
Transportation and Distribution
Transportation and Distribution Revenue | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Transportation and Distribution Revenue | TRANSPORTATION AND DISTRIBUTION REVENUE The Company's contracts related to transportation and distribution revenue are primarily comprised of a mix of natural gas supply, transportation and distribution performance obligations, as well as limited performance obligations related to system maintenance and expansion. Under the Company's natural gas supply, transportation and distribution performance obligations, the customer simultaneously receives and consumes the benefit of the services as natural gas is delivered. Therefore, the transaction price is allocated proportionally over the series of identical performance obligations with each contract. The transaction price is calculated based on (i) index price, plus a contractual markup in the case of natural gas supply agreements (considered variable due to fluctuations in the index), (ii) FERC regulated rates or negotiated rates in the case of transportation agreements and (iii) contracted amounts (with annual CPI escalators) in the case of the Company's distribution agreement. Based on the nature of the agreements, revenue for all but one of the Company's natural gas supply, transportation and distribution performance obligations is recognized on a right to invoice basis as the performance obligations are met, which represents what the Company expects to receive in consideration and is representative of value delivered to the customer. The Company has a contract with Spire that has fixed pricing which varies over the contract term. For this specific contract, the transaction price has been allocated ratably over the contractual performance obligation, as discussed further below. All invoicing is done in the month following service, with payment typically due a month from invoice date. Based on a downward revision of the rate during the Company's long-term natural gas transportation contract with Spire, ASC 606 requires the Company to record the contractual transaction price, and therefore aggregate revenue, from the contract ratably over the term of the contract. Accordingly, on January 1, 2018, the Company recorded a cumulative adjustment to recognize a contract liability of approximately $3.3 million , and a corresponding reduction to beginning equity (net of deferred tax impact). The adjustment reflects the difference in amounts previously recognized as invoiced, versus cumulative revenues earned under the contract on a straight-line basis in accordance with ASC 606, as of the date of adoption. The contract liability will continue to accumulate additional unrecognized performance obligations at a rate of approximately $992 thousand per quarter until the contractual rate decrease takes effect in November 2018. Following the rate decline, recognized performance obligations will exceed amounts invoiced and the contract liability is expected to decline at a rate of approximately $138 thousand per quarter through the end of the contract in October 2030. As of June 30, 2018 , the revenue allocated to the remaining performance obligation under this contract is approximately $66.2 million . The Company's contracts also contain performance obligations related to system maintenance and expansion, which are completed on an as-needed basis. The work performed is specific and tailored to the customer's needs and there are no alternative uses for the services provided. Therefore, as the work is being completed, control is transferring to the customer. These services are billed at the Company's cost, plus an agreed upon margin, and the Company has an enforceable right to payment for services provided. The Company invoices for this service on a monthly basis according to an agreed upon billing schedule. Revenue is recognized on an input method, based on the actual cost of a service as a measure of performance obligations satisfaction, which the Company determined to be the method which faithfully depicts the transfer of services. Differences between the amounts invoiced and revenue recognized under the input method are reflected as an asset or liability on the Consolidated Balance Sheet. Any differences are generally expected to be recognized within a year. The table below summarizes the Company's contract asset and contract liability balances related to its transportation and distribution revenue contracts as of June 30, 2018 : Contract Asset (1) Contract Liability (2) Beginning Balance January 1, 2018 $ 328,033 $ — Cumulative Transition Adjustment Upon Adoption of ASC 606 — 3,307,109 Unrecognized Performance Obligations (418,314 ) 1,984,266 Recognized Performance Obligations 111,656 — Ending Balance June 30, 2018 $ 21,375 $ 5,291,375 (1) The contract asset balance is included in prepaid expenses and other assets in the Consolidated Balance Sheets. (2) The contract liability balance is included in unearned revenue in the Consolidated Balance Sheets. The following is a breakout of the Company's transportation and distribution revenue for the three and six months ended June 30, 2018 and 2017 : For the Three Months Ended For the Six Months Ended June 30, 2018 June 30, 2017 June 30, 2018 June 30, 2017 Natural gas transportation contracts 66.1 % 74.1 % 66.3 % 72.9 % Natural gas distribution contracts 27.2 % 21.4 % 26.8 % 20.7 % In accordance with ASC 606 transition disclosure requirements, the cumulative effect of changes made to the Consolidated Balance Sheet as of January 1, 2018 for the adoption of ASC 606 were as follows: Balance Sheet Balance at December 31, 2017 Adjustments Due to ASC 606 Balance at Assets Deferred Tax Asset $ 2,244,629 $ 857,864 $ 3,102,493 Liabilities Unearned revenue 3,397,717 3,307,109 6,704,826 Equity Additional paid in capital 331,773,716 (2,449,245 ) 329,324,471 The tables below disclose the impact of adoption on the Consolidated Balance Sheet and Consolidated Statement of Income as of and for the period ended June 30, 2018 : As of June 30, 2018 Balance Sheet As Reported Balances Without Adoption of ASC 606 Effect of Change Higher/(Lower) Assets Deferred Tax Asset $ 4,115,834 $ 2,743,252 $ 1,372,582 Liabilities Unearned revenue 5,321,069 29,694 5,291,375 Equity Additional paid in capital 322,815,994 326,734,786 (3,918,792 ) For the Three Months Ended June 30, 2018 For the Six Months Ended June 30, 2018 Statement of Income As Reported Balances Without Adoption of ASC 606 Effect of Change Higher/(Lower) As Reported Balances Without Adoption of ASC 606 Effect of Change Higher/(Lower) Revenues Transportation and distribution revenue $ 3,874,157 $ 4,866,290 $ (992,133 ) $ 7,827,136 $ 9,811,402 $ (1,984,266 ) Taxes Deferred tax benefit (604,064 ) (346,705 ) (257,359 ) (1,013,341 ) (498,622 ) (514,719 ) |
Financing Notes Receivable
Financing Notes Receivable | 6 Months Ended |
Jun. 30, 2018 | |
Receivables [Abstract] | |
FINANCING NOTES RECEIVABLE | FINANCING NOTES RECEIVABLE Financing notes receivable are presented at face value plus accrued interest receivable and deferred loan origination costs, and net of related direct loan origination income. Each quarter the Company reviews its financing notes receivable to determine if the balances are realizable based on factors affecting the collectability of those balances. Factors may include credit quality, timeliness of required periodic payments, past due status, and management discussions with obligors. The Company evaluates the collectability of both interest and principal of each of its loans to determine if an allowance is needed. An allowance will be recorded when, based on current information and events, the Company determines it is probable that it will be unable to collect all amounts due according to the existing contractual terms. If the Company does determine an allowance is necessary, the amount deemed uncollectable is expensed in the period of determination. An insignificant delay or shortfall in the amount of payments does not necessarily result in the recording of an allowance. Generally, when interest and/or principal payments on a loan become past due, or if management otherwise does not expect the borrower to be able to service its debt and other obligations, the Company will place the loan on non-accrual status and will generally cease recognizing financing revenue on that loan until all principal and interest have been brought current. Interest income recognition is resumed if and when the previously reserved for financing notes become contractually current and performance has been demonstrated. Payments received subsequent to the recording of an allowance will be recorded as a reduction to principal. Four Wood Financing Note Receivable As a result of decreased economic activity by SWD, the Company recorded a provision for loan loss with respect to the SWD Loans and the loans were placed on non-accrual status during the first quarter of 2016. During the first quarter of 2018, the Company recorded an additional provision for loan loss on the SWD Loans of $500 thousand . The balance of the loans has been valued based on the enterprise value of SWD, the collateral supporting the loans, at $1.0 million and $1.5 million as of June 30, 2018 and December 31, 2017 , respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Deferred income taxes reflect the net tax effect of temporary differences between the carrying amount of assets and liabilities for financial reporting and tax purposes. Components of the Company's deferred tax assets and liabilities as of June 30, 2018 and December 31, 2017 , are as follows: Deferred Tax Assets and Liabilities June 30, 2018 December 31, 2017 Deferred Tax Assets: Deferred contract revenue $ 1,372,582 $ — Net operating loss carryforwards 1,602,683 957,719 Loan loss provision 263,508 247,814 Basis reduction of investment in partnerships 233,158 261,549 Other loss carryforwards 2,965,320 2,965,321 Sub-total $ 6,437,251 $ 4,432,403 Deferred Tax Liabilities: Net unrealized gain on investment securities $ (134,317 ) $ (342,669 ) Cost recovery of leased and fixed assets (2,177,589 ) (1,845,105 ) Basis reduction in tax goodwill (9,511 ) — Sub-total $ (2,321,417 ) $ (2,187,774 ) Total net deferred tax asset $ 4,115,834 $ 2,244,629 As of June 30, 2018 , the total deferred tax assets and liabilities presented above relate to the Company's TRSs. The Company recognizes the tax benefits of uncertain tax positions only when the position is "more likely than not" to be sustained upon examination by the tax authorities based on the technical merits of the tax position. The Company's policy is to record interest and penalties on uncertain tax positions as part of tax expense. Tax years subsequent to the year ended December 31, 2013 remain open to examination by federal and state tax authorities. The Tax Cuts and Jobs Act (the "2017 Tax Act") was enacted on December 22, 2017. The 2017 Tax Act reduces the US federal corporate tax rate from 35 percent to 21 percent. The 2017 Tax Act also repealed the alternative minimum tax for corporations. The Company has completed its provisional accounting for the tax effects of enactment of the 2017 Tax Act. Due to the timing and complexities of the new legislation, the SEC has issued Staff Accounting Bulletin 118, which allows for the recognition of provisional amounts during a measurement period similar to the measurement period used when accounting for business combinations. The Company remeasured deferred tax assets and liabilities based on the updated rates at which they are expected to reverse in the future, in the table above, which resulted in a $1.3 million transition adjustment that reduced net deferred tax assets at December 31, 2017. The Company will continue to assess the impact of the new tax legislation, as well as any future regulations and updates, and will record any additional impacts as identified during the measurement period, if necessary. Total income tax expense (benefit) differs from the amount computed by applying the federal statutory income tax rate of 21 percent for the three and six months ended June 30, 2018 and 35 percent for the three and six months ended June 30, 2017 to income from operations and other income and expense for the periods presented, as follows: Income Tax Expense (Benefit) For the Three Months Ended For the Six Months Ended June 30, 2018 June 30, 2017 June 30, 2018 June 30, 2017 Application of statutory income tax rate $ 1,511,160 $ 3,158,922 $ 3,036,365 $ 5,726,827 State income taxes, net of federal tax expense (benefit) (121,069 ) 3,786 (265,019 ) (31,651 ) Federal Tax Attributable to Income of Real Estate Investment Trust (2,004,940 ) (3,066,973 ) (3,819,436 ) (5,932,047 ) Other — — (11,585 ) — Total income tax expense (benefit) $ (614,849 ) $ 95,735 $ (1,059,675 ) $ (236,871 ) The components of income tax expense (benefit) include the following for the periods presented: Components of Income Tax Expense (Benefit) For the Three Months Ended For the Six Months Ended June 30, 2018 June 30, 2017 June 30, 2018 June 30, 2017 Current tax expense (benefit) Federal $ (8,537 ) $ 52,031 $ (36,676 ) $ 21,562 State (net of federal tax expense (benefit)) (2,248 ) 5,620 (9,658 ) 2,329 Total current tax expense (benefit) $ (10,785 ) $ 57,651 $ (46,334 ) $ 23,891 Deferred tax expense (benefit) Federal $ (485,243 ) $ 39,918 $ (757,981 ) $ (226,782 ) State (net of federal tax expense (benefit)) (118,821 ) (1,834 ) (255,360 ) (33,980 ) Total deferred tax expense (benefit) $ (604,064 ) $ 38,084 $ (1,013,341 ) $ (260,762 ) Total income tax expense (benefit), net $ (614,849 ) $ 95,735 $ (1,059,675 ) $ (236,871 ) |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Property and equipment consist of the following: Property and Equipment June 30, 2018 December 31, 2017 Land $ 580,000 $ 580,000 Natural gas pipeline 124,303,315 124,303,315 Vehicles and trailers 675,517 650,634 Office equipment and computers 268,559 268,559 Gross property and equipment $ 125,827,391 $ 125,802,508 Less: accumulated depreciation (14,312,665 ) (12,643,636 ) Net property and equipment $ 111,514,726 $ 113,158,872 Depreciation expense was $843 thousand and $1.7 million for the three and six months ended June 30, 2018 , respectively, and $838 thousand and $1.7 million for the three and six months ended June 30, 2017 , respectively. |
Management Agreement
Management Agreement | 6 Months Ended |
Jun. 30, 2018 | |
Agreements [Abstract] | |
MANAGEMENT AGREEMENT | MANAGEMENT AGREEMENT The Company pays its manager, Corridor, pursuant to a Management Agreement as described in the 2017 CorEnergy 10-K. Fees incurred under the Management Agreement for the three and six months ended June 30, 2018 were $1.9 million and $3.8 million , respectively, compared to $1.8 million and $3.6 million for the three and six months ended June 30, 2017 , respectively. Fees incurred under the Management Agreement are reported in the general and administrative line item on the Consolidated Statements of Income. The Company pays its administrator, Corridor, pursuant to an Administrative Agreement. Fees incurred under the Administrative Agreement for the three and six months ended June 30, 2018 were $70 thousand and $139 thousand , respectively, compared to $67 thousand and $134 thousand for the three and six months ended June 30, 2017 , respectively. Fees incurred under the Administrative Agreement are reported in the general and administrative line item on the Consolidated Statements of Income. |
Fair Value
Fair Value | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE | FAIR VALUE The following tables set forth the Company's assets and liabilities measured at fair value on a recurring basis, by level within the fair value hierarchy, as of June 30, 2018 and December 31, 2017 : June 30, 2018 Fair Value Total Level 1 Level 2 Level 3 Assets: Other equity securities $ 2,091,181 $ — $ — $ 2,091,181 Total Assets $ 2,091,181 $ — $ — $ 2,091,181 December 31, 2017 Fair Value Total Level 1 Level 2 Level 3 Assets: Other equity securities $ 2,958,315 $ — $ — $ 2,958,315 Total Assets $ 2,958,315 $ — $ — $ 2,958,315 At June 30, 2018 and December 31, 2017 , the only assets and liabilities measured at fair value on a recurring basis were the Company's equity securities. The changes for all Level 3 securities measured at fair value on a recurring basis using significant unobservable inputs for the six months ended June 30, 2018 and 2017 are as follows: Level 3 Rollforward For the Six Months Ended June 30, 2018 Fair Value Beginning Balance Acquisitions Disposals Total Realized and Unrealized Gains (Losses) Included in Net Income Return of Capital Adjustments Impacting Cost Basis of Securities Fair Value Ending Balance Changes in Unrealized Gains (Losses), Included In Net Income, Relating to Securities Still Held (1) Other equity securities $ 2,958,315 $ — $ — $ (867,134 ) $ — $ 2,091,181 $ (867,134 ) Total $ 2,958,315 $ — $ — $ (867,134 ) $ — $ 2,091,181 $ (867,134 ) For the Six Months Ended June 30, 2017 Other equity securities $ 9,287,209 $ — $ — $ 70,426 $ (210,477 ) $ 9,147,158 $ 70,426 Total $ 9,287,209 $ — $ — $ 70,426 $ (210,477 ) $ 9,147,158 $ 70,426 (1) Located in Net realized and unrealized gain on other equity securities in the Consolidated Statements of Income The Company utilizes the beginning of reporting period method for determining transfers between levels. There were no transfers between levels 1, 2 or 3 for the six months ended June 30, 2018 and 2017 . Valuation Techniques and Unobservable Inputs The Company's other equity securities, which represent securities issued by private companies, are classified as Level 3 assets and the Company has elected to report at fair value under the fair value option. Significant judgment is required in selecting the assumptions used to determine the fair values of these investments. As of both June 30, 2018 and December 31, 2017 , the Company's investment in Lightfoot and Arc Terminal Joliet Holdings are its only remaining private company investments. The Company's Lightfoot investment consists of a 6.6 percent and 1.5 percent equity interest in Lightfoot LP and Lightfoot GP, respectively. As of both June 30, 2018 and December 31, 2017 , Lightfoot's only material asset consists of its remaining investment in Gulf LNG, a 1.5 billion cubic feet per day ("bcf/d") receiving, storage, and regasification terminal in Pascagoula, Mississippi. Additionally, the Company owns a 0.6 percent interest in Arc Terminal Joliet Holdings, which was acquired in conjunction with the terms of Zenith's acquisition of Arc Logistics discussed below. On December 21, 2017, Zenith closed its acquisition of Arc Logistics, except for terms pending with respect to the Gulf LNG arbitration with ENI USA. Under the terms of the agreement, Zenith will purchase the remaining 4.16 percent of Lightfoot's Gulf LNG interest ("the Conditional Interest") for an additional $27.3 million upon a successful outcome (as defined) of the Gulf LNG arbitration with Eni USA that is described below. On March 1, 2016, an affiliate of Gulf LNG received a Notice of Disagreement and Disputed Statements and a Notice of Arbitration from Eni USA, one of the two companies that had entered into a terminal use agreement for capacity of the liquefied natural gas facility owned by Gulf LNG and its subsidiaries. On June 29, 2018, the arbitration panel delivered its award, and the panel's ruling calls for the termination of the agreement and Eni USA's payment of compensation to Gulf LNG. As a result, the Company recorded a loss on its Lightfoot investment of $881 thousand and $867 thousand for the three and six months ended June 30, 2018 , respectively. The loss is recorded in net realized and unrealized gain (loss) on other equity securities in the Consolidated Statements of Income. The Company's remaining private company investments in Lightfoot and Arc Terminal Joliet holdings represent less than 0.5 percent of its total assets. The fair value of the Company's private company investments at June 30, 2018 and December 31, 2017 was approximately $2.1 million and $3.0 million , respectively. As of June 30, 2018 , the Lightfoot fair value estimate is based on Level 3 valuation assumptions and judgments, including probability weighted discounted cash flow analyses for various forecasted scenarios. The discount rate used in the cash flow analyses was developed by considering several factors, including the Company's minority interest in the investment. This valuation methodology is considered a change from prior periods. As of December 31, 2017 , the Lightfoot fair value estimate was determined using recent transaction data and expected proceeds, discounted using a risk-free rate through the expected receipt date. As of both June 30, 2018 and December 31, 2017, the Arc Terminal Joliet fair value estimate was determined using recent transaction data. Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Company's investment may fluctuate from period to period. Additionally, the fair value of the Company's investment may differ from the values that would have been used had a ready market existed for such investment and may differ materially from the values that the Company may ultimately realize. The following section describes the valuation methodologies used by the Company for estimating fair value for financial instruments not recorded at fair value, but fair value is included for disclosure purposes only, as required under disclosure guidance related to the fair value of financial instruments. Cash and Cash Equivalents — The carrying value of cash, amounts due from banks, federal funds sold and securities purchased under resale agreements approximates fair value. Financing Notes Receivable — The financing notes receivable are valued on a non-recurring basis. The financing notes receivable are reviewed for impairment when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Financing Notes with carrying values that are not expected to be recovered through future cash flows are written-down to their estimated net realizable value. Estimates of realizable value are determined based on unobservable inputs, including estimates of future cash flow generation and value of collateral underlying the notes. Secured Credit Facilities — The fair value of the Company's long-term variable-rate and fixed-rate debt under its secured credit facilities approximates carrying value. Unsecured Convertible Senior Notes — The fair value of the unsecured convertible senior notes is estimated using quoted market prices. Carrying and Fair Value Amounts Level within fair value hierarchy June 30, 2018 December 31, 2017 Carrying Amount (1) Fair Value Carrying Amount (1) Fair Value Financial Assets: Cash and cash equivalents Level 1 $ 14,175,860 $ 14,175,860 $ 15,787,069 $ 15,787,069 Financing notes receivable (Note 5) Level 3 $ 1,000,000 $ 1,000,000 $ 1,500,000 $ 1,500,000 Financial Liabilities: Secured Credit Facilities Level 2 $ 38,998,698 $ 38,998,698 $ 40,745,354 $ 40,745,354 Unsecured convertible senior notes Level 1 $ 112,425,677 $ 132,032,520 $ 112,032,083 $ 139,101,660 (1) The carrying value of debt balances are presented net of unamortized original issuance discount and debt issuance costs. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The following is a summary of the Company's debt facilities and balances as of June 30, 2018 and December 31, 2017 : Total Commitment or Original Principal Quarterly Principal Payments June 30, 2018 December 31, 2017 Maturity Date Amount Outstanding Interest Amount Outstanding Interest CorEnergy Secured Credit Facility: CorEnergy Revolver $ 160,000,000 $ — 7/28/2022 $ — 4.84 % $ — 4.32 % MoGas Revolver 1,000,000 — 7/28/2022 — 4.84 % — 4.32 % Omega Line of Credit 1,500,000 — 7/31/2019 — 6.09 % — 5.57 % Pinedale Secured Credit Facility: Amended Pinedale Term Credit Facility 41,000,000 882,000 12/29/2022 39,236,000 6.50 % 41,000,000 6.50 % 7.00% Unsecured Convertible Senior Notes 115,000,000 — 6/15/2020 114,000,000 7.00 % 114,000,000 7.00 % Total Debt $ 153,236,000 $ 155,000,000 Less: Unamortized deferred financing costs (1) $ 333,827 $ 375,309 Unamortized discount on 7.00% Convertible Senior Notes 1,477,798 1,847,254 Long-term debt, net of deferred financing costs $ 151,424,375 $ 152,777,437 Debt due within one year $ 3,528,000 $ 3,528,000 (1) Unamortized deferred financing costs related to our revolving credit facilities are included in Deferred Costs in the Assets section of the Consolidated Balance Sheets. Refer to the "Deferred Financing Costs" paragraph below. CorEnergy Credit Facility On July 28, 2017, the Company entered into an amendment and restatement of the CorEnergy Credit Facility with Regions Bank (as lender and administrative agent for other participating lenders). The amended facility provides for borrowing commitments of up to $161.0 million , consisting of (i) $160.0 million on the CorEnergy Revolver, subject to borrowing base limitations, and (ii) $1.0 million on the MoGas Revolver. The amended facility has a 5 -year term maturing on July 28, 2022 , and provides for a springing maturity on February 28, 2020, and thereafter, if the Company fails to meet certain liquidity requirements from the springing maturity date through the maturity of the Company's convertible notes on June 15, 2020. Borrowings under the credit facility will generally bear interest on the outstanding principal amount using a LIBOR pricing grid that is expected to equal a LIBOR rate plus an applicable margin of 2.75 percent to 3.75 percent , based on the Company's senior secured recourse leverage ratio. Total availability is subject to a borrowing base. The CorEnergy Credit Facility contains, among other restrictions, certain financial covenants including the maintenance of certain financial ratios, as well as default and cross-default provisions customary for transactions of this nature (with applicable customary grace periods). As of June 30, 2018 , the Company was in compliance with all covenants of the CorEnergy Credit Facility. As of June 30, 2018 , the Company had approximately $145.6 million and $1.0 million of availability under the CorEnergy Revolver and MoGas Revolver, respectively. Pinedale Credit Facility On December 20, 2012, Pinedale LP closed on a $70.0 million secured term credit facility. On March 4, 2016, the Company obtained a consent from its lenders under the CorEnergy Credit Facility, which permitted the Company to utilize the CorEnergy Credit Facility to refinance the Company's pro rata share of the remaining balance of the Pinedale secured term credit facility. On March 30, 2016, the Company and Prudential (collectively, "the Refinancing Lenders"), refinanced the remaining $58.5 million principal balance of the $70.0 million credit facility (on a pro rata basis equal to their respective equity interests in Pinedale LP, with the Company's 81.05 percent share being approximately $47.4 million ) and executed a series of agreements assigning the credit facility to CorEnergy Infrastructure Trust, Inc. as Agent for the Refinancing Lenders. The facility was further modified to extend the maturity date to March 30, 2021; to increase the LIBOR Rate to the greater of (i) 1.00 percent and (ii) the one-month LIBOR rate; and to increase the LIBOR Rate Spread to 7.00 percent per annum. On December 29, 2017, Pinedale LP entered into the Amended Pinedale Term Credit Facility with Prudential and a group of lenders affiliated with Prudential as the sole lenders and Prudential serving as administrative agent. Under the terms of the Amended Pinedale Term Credit Facility, Pinedale LP was provided with a 5 -year $41.0 million term loan facility, bearing interest at a fixed rate of 6.5 percent , which matures on December 29, 2022. Principal payments of $294 thousand , plus accrued interest, are payable monthly. The Amended Pinedale Term Credit Facility was utilized to pay off the balance due to the Refinancing Lenders under the previously existing Pinedale LP credit facility. Outstanding balances under the facility are secured by the Pinedale LGS assets. The Amended Pinedale Term Credit Facility contains, among other restrictions, specific financial covenants including the maintenance of certain financial coverage ratios and a minimum net worth requirement which, along with other provisions of the credit facility, limit cash dividends and loans by Pinedale LP to the Company. At June 30, 2018 , the net assets of Pinedale LP were $139.6 million and Pinedale LP was in compliance with all of the financial covenants of the Amended Pinedale Term Credit Facility. Deferred Financing Costs A summary of deferred financing cost amortization expenses for the three and six months ended June 30, 2018 and 2017 is as follows: For the Three Months Ended For the Six Months Ended June 30, 2018 June 30, 2017 June 30, 2018 June 30, 2017 CorEnergy Credit Facility $ 143,635 $ 272,074 $ 287,270 $ 544,148 Pinedale Credit Facility 13,205 — 26,317 — Total Deferred Debt Cost Amortization Expense (1)(2) $ 156,840 $ 272,074 $ 313,587 $ 544,148 (1) Amortization of deferred debt issuance costs is included in interest expense in the Consolidated Statements of Income. (2) For the amount of deferred debt cost amortization relating to the Convertible Notes included in the Consolidated Statements of Income, refer to the Convertible Note Interest Expense table below. CorEnergy Credit Facilities Prior to the July 28, 2017 amendment and restatement, previously existing deferred financing costs related to the CorEnergy Credit Facility were approximately $1.8 million , of which approximately $1.6 million continue to be deferred and amortized under the amended and restated facility. Additionally, the Company incurred approximately $1.3 million in new debt issuance costs which have been deferred and are being amortized over the term of the new facility. Total deferred financing costs of $2.9 million are being amortized on a straight-line basis over the 5 -year term of the amended and restated CorEnergy Credit Facility. Amended Pinedale Term Credit Facility In connection with entering into the Amended Pinedale Term Credit Facility, Pinedale LP incurred approximately $367 thousand in new debt issuance costs, of which $264 thousand were deferred and are being amortized on a straight-line basis over the 5 -year term of the Amended Pinedale Term Credit Facility. Contractual Payments The remaining contractual principal payments as of June 30, 2018 under the Pinedale credit facility are as follows: Year Pinedale Credit Facility 2018 $ 1,764,000 2019 3,528,000 2020 3,528,000 2021 3,528,000 2022 26,888,000 Thereafter — Total Remaining Contractual Payments $ 39,236,000 Convertible Debt On June 29, 2015, the Company completed a public offering of $115.0 million aggregate principal amount of 7.00% Convertible Senior Notes Due 2020 (the "Convertible Notes"). The Convertible Notes mature on June 15, 2020 and bear interest at a rate of 7.00 percent per annum, payable semi-annually in arrears on June 15 and December 15 of each year, beginning on December 15, 2015. On May 23, 2016, the Company repurchased $1.0 million of its convertible bonds on the open market. The following is a summary of the impact of Convertible Notes on interest expense for the three and six months ended June 30, 2018 and 2017 : Convertible Note Interest Expense For the Three Months Ended For the Six Months Ended June 30, 2018 June 30, 2017 June 30, 2018 June 30, 2017 7.00% Convertible Notes $ 1,995,000 $ 1,995,000 $ 3,990,000 $ 3,990,000 Discount Amortization 184,728 184,728 369,456 369,456 Deferred Debt Issuance Amortization 12,069 12,069 24,138 24,138 Total Convertible Note Interest Expense $ 2,191,797 $ 2,191,797 $ 4,383,594 $ 4,383,594 The Convertible Notes were initially issued with an underwriters' discount of $3.7 million which is being amortized over the life of the Convertible Notes. Including the impact of the convertible debt discount and related deferred debt issuance costs, the effective interest rate on the Convertible Notes is approximately 7.7 percent for each of the three and six months ended June 30, 2018 and 2017 . |
Stockholder's Equity
Stockholder's Equity | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
STOCKHOLDER'S EQUITY | STOCKHOLDERS' EQUITY PREFERRED STOCK As of June 30, 2018 , the Company has a total of 5,200,000 depository shares outstanding, or 52,000 whole shares of its 7.375% Series A Preferred Stock. See Note 13 ("Subsequent Events") for further information regarding the declaration of a dividend on the 7.375% Series A Preferred Stock. COMMON STOCK As of June 30, 2018 , the Company has 11,933,774 of common shares issued and outstanding. See Note 13 ("Subsequent Events") for further information regarding the declaration of a dividend on the common stock. SHELF REGISTRATION On February 18, 2016, the Company had a new shelf registration statement declared effective by the SEC, pursuant to which it may publicly offer additional debt or equity securities with an aggregate offering price of up to $600.0 million . As of June 30, 2018 , the Company has issued 79,153 shares of common stock under the its dividend reinvestment plan pursuant to the February 18, 2016 shelf, reducing availability by approximately $2.4 million . Shelf availability was further reduced by approximately $73.8 million as a result of the follow-on offering of additional 7.375% Series A Preferred Stock during the second quarter of 2017. As of June 30, 2018 , availability on the current shelf registration is approximately $523.8 million . |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Basic earnings per share data is computed based on the weighted-average number of shares of common stock outstanding during the periods. Diluted EPS data is computed based on the weighted-average number of shares of common stock outstanding, including all potentially issuable shares of common stock. Diluted EPS for the three and six months ended June 30, 2018 and 2017 excludes the impact to income and the number of shares outstanding from the conversion of the 7.00% Convertible Senior Notes because such impact is antidilutive. If converted, the 7.00% Convertible Senior Notes would result in an additional 3,454,545 common shares outstanding. For the Three Months Ended For the Six Months Ended June 30, 2018 June 30, 2017 June 30, 2018 June 30, 2017 Net income attributable to CorEnergy stockholders $ 7,810,849 $ 9,000,172 $ 15,518,557 $ 16,669,650 Less: preferred dividend requirements 2,396,875 2,123,129 4,793,750 3,160,238 Net income attributable to common stockholders $ 5,413,974 $ 6,877,043 $ 10,724,807 $ 13,509,412 Weighted average shares - basic 11,928,297 11,896,616 11,923,627 11,892,670 Basic earnings per share $ 0.45 $ 0.58 $ 0.90 $ 1.14 Net income attributable to common stockholders (from above) $ 5,413,974 $ 6,877,043 $ 10,724,807 $ 13,509,412 Add: After tax effect of convertible interest — — — — Income attributable for dilutive securities $ 5,413,974 $ 6,877,043 $ 10,724,807 $ 13,509,412 Weighted average shares - diluted 11,928,297 11,896,616 11,923,627 11,892,670 Diluted earnings per share $ 0.45 $ 0.58 $ 0.90 $ 1.14 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS The Company performed an evaluation of subsequent events through the date of the issuance of these financial statements and determined that no additional items require recognition or disclosure, except for the following: Common Stock Dividend Declaration On July 25, 2018 , the Company's Board of Directors declared a 2018 second quarter dividend of $0.75 per share for CorEnergy common stock. The dividend is payable on August 31, 2018 to stockholders of record on August 17, 2018 . Preferred Stock Dividend Declaration On July 25, 2018 , the Company's Board of Directors also declared a dividend of $0.4609375 per depositary share for its 7.375% Series A Preferred Stock. The preferred stock dividend is payable on August 31, 2018 to stockholders of record on August 17, 2018 . Preferred Stock Repurchase Program The Company's Board of Directors authorized a share repurchase program for the Company to buy up to $10.0 million of its preferred stock, which will commence August 6, 2018. The Company plans to repurchase shares from time to time through open market transactions, including through block purchases, in privately negotiated transactions or otherwise. The timing, manner, price and amount of any repurchases are to be determined by senior management, depending on market prices and other conditions, and will be made in accordance with the Company's covenants under the CorEnergy Credit Facility. Purchases may be made through the program through August 5, 2019. The Company is not obligated to repurchase any shares of stock under the program and may terminate the program at any time. The Company did not repurchase any preferred shares during the six months ended June 30, 2018 . |
Recent Accounting Pronounceme20
Recent Accounting Pronouncements (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements include CorEnergy accounts and the accounts of its wholly-owned subsidiaries and have been prepared in accordance with GAAP set forth in the ASC, as published by the FASB, and with the SEC instructions to Form 10-Q, and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The accompanying consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of the Company's financial position, results of operations, and cash flows for the periods presented. There were no adjustments that, in the opinion of management, were not of a normal and recurring nature. All intercompany transactions and balances have been eliminated in consolidation, and the Company's net earnings have been reduced by the portion of net earnings attributable to non-controlling interests, when applicable. The FASB issued ASU 2015-02 "Consolidations (Topic 810) - Amendments to the Consolidation Analysis" ("ASU 2015-02"), which amended previous consolidation guidance, including introducing a separate consolidation analysis specific to limited partnerships and other similar entities. Under this analysis, limited partnerships and other similar entities are considered a variable interest entity ("VIE") unless the limited partners hold substantive kick-out rights or participating rights. Management determined that Pinedale LP and Grand Isle Corridor LP are VIEs under the amended guidance because the limited partners of both partnerships lack both substantive kick-out rights and participating rights. However, based on the general partners' roles and rights as afforded by the partnership agreements and its exposure to losses and benefits of each of the partnerships through its significant limited partner interests, management determined that CorEnergy is the primary beneficiary of both Pinedale LP and Grand Isle Corridor LP. Based upon this evaluation and the Company's 100 percent ownership of the limited partnership interest in both Pinedale LP and Grand Isle Corridor LP, the consolidated financial statements presented include full consolidation with respect to both of the partnerships. Operating results for the three and six months ended June 30, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018 or any other interim or annual period. These consolidated financial statements and Management's Discussion and Analysis of the Financial Condition and Results of Operations should be read in conjunction with CorEnergy's Annual Report on Form 10-K, for the year ended December 31, 2017 , filed with the SEC on February 28, 2018 (the "2017 CorEnergy 10-K"). |
Recent Accounting Pronouncements | RECENT ACCOUNTING PRONOUNCEMENTS In May 2014, the FASB issued ASU 2014-09 "Revenue from Contracts with Customers" ("ASU 2014-09" or "ASC 606"), which became effective for all public entities on January 1, 2018, if not adopted early. ASC 606 supersedes previously existing revenue recognition standards with a single model unless those contracts are within the scope of other standards (e.g. leases). The model requires an entity to recognize as revenue the amount of consideration to which it expects to be entitled for the transfer of promised goods or services to customers. A substantial portion of the Company's revenue consists of rental income from leasing arrangements, which is specifically excluded from ASC 606. However, the Company's transportation and distribution revenue is within the scope of the new guidance. The Company adopted ASC 606 effective on January 1, 2018 using the modified retrospective method. The Company elected to apply the guidance only to open contracts as of the effective date. The Company recognized the cumulative effect of applying the new standard as an adjustment to the opening balance of stockholders' equity. The comparative information has not been restated and continues to be reported under accounting standards in effect for those periods. Refer to Note 4 ("Transportation And Distribution Revenue") for further discussion of our transportation and distribution revenue recognition policy, transition impact and related disclosures under ASC 606. In February 2016, the FASB issued ASU 2016-02 "Leases" ("ASU 2016-02"), which amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASU 2016-02 is effective for fiscal years and interim periods beginning after December 15, 2018, with early adoption permitted. At adoption, the standard will be applied using a modified retrospective approach. Management is in the process of evaluating the impact of the standard on its consolidated financial statements and related disclosures. As part of its assessment work, the Company has formed an implementation team, completed training on the new lease standard and is undertaking a review of its contracts. In June 2016, the FASB issued ASU 2016-13 "Financial Instruments - Credit Losses" ("ASU 2016-13"), which introduces an approach based on expected losses to estimate credit losses on certain types of financial instruments. The new model, referred to as the current expected credit losses ("CECL model"), will apply to financial assets subject to credit losses and measured at amortized cost, and certain off-balance sheet credit exposures. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early application of the guidance will be permitted for all entities for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Management is currently evaluating the impact that adopting the new standard will have on the Company's consolidated financial statements but believes that, unless the Company acquires any additional financing receivables, the impact would not be material. |
Leased Properties and Leases (T
Leased Properties and Leases (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Leases [Abstract] | |
Significant leased properties, major tenants and lease terms | The following table summarizes the significant leased properties, major tenants and lease terms: Summary of Leased Properties, Major Tenants and Lease Terms Property Grand Isle Gathering System Pinedale LGS Portland Terminal Facility Location Gulf of Mexico/Louisiana Pinedale, WY Portland, OR Tenant Energy XXI GIGS Services, LLC Ultra Wyoming LGS, LLC Zenith Energy Terminals Holdings LLC Asset Description Approximately 153 miles of offshore pipeline with total capacity of 120 thousand Bbls/d, including a 16-acre onshore terminal and saltwater disposal system. Approximately 150 miles of pipelines and four central storage facilities. A 39-acre rail and marine facility property adjacent to the Willamette River with 84 tanks and total storage capacity of approximately 1.5 million barrels. Date Acquired June 2015 December 2012 January 2014 Initial Lease Term 11 years 15 years 15 years (1) Renewal Option Equal to the lesser of 9-years or 75 percent of the remaining useful life 5-year terms 5-year terms Current Monthly Rent Payments 7/1/2017 - 6/30/2018: $2,854,667 $1,776,772 $513,355 Initial Estimated Useful Life 27 years 26 years 30 years (1) The lessee of the Portland Terminal Facility has a purchase option on the facility, which it can exercise with 90-days notice, as well as lease termination options on the fifth and tenth anniversaries of the lease. If exercised, the purchase option and termination options are subject to additional payment provisions and termination fees prescribed under the lease. |
Schedule of future minimum lease receipts | The future contracted minimum rental receipts for all leases as of June 30, 2018 , are as follows: Future Minimum Lease Receipts (1) Years Ending December 31, Amount 2018 $ 30,919,514 2019 64,103,462 2020 71,264,921 2021 77,445,396 2022 76,553,434 Thereafter 302,242,184 Total $ 622,528,911 (1) Future minimum lease receipts include base rents for the Portland Terminal Facility through its initial 15-year term. |
Schedule of Significant Leases | The table below displays the Company's individually significant leases as a percentage of total leased properties and total lease revenues for the periods presented: As a Percentage of (1) Leased Properties Lease Revenues For the Three Months Ended For the Six Months Ended June 30, 2018 December 31, 2017 June 30, 2018 June 30, 2017 June 30, 2018 June 30, 2017 Pinedale LGS (2) 39.9 % 39.9 % 35.3 % 30.6 % 34.1 % 30.6 % Grand Isle Gathering System 49.7 % 49.7 % 55.6 % 59.6 % 56.7 % 59.6 % Portland Terminal Facility 10.2 % 10.1 % 9.0 % 9.6 % 9.1 % 9.7 % (1) Insignificant leases are not presented; thus percentages may not sum to 100%. (2) Pinedale LGS lease revenues include variable rent of $1.1 million and $1.5 million for the three and six months ended June 30, 2018, respectively. |
Schedule of Depreciation, Amortization and Accretion | The following table reflects the depreciation and amortization included in the accompanying Consolidated Statements of Income associated with the Company's leases and leased properties: For the Three Months Ended For the Six Months Ended June 30, 2018 June 30, 2017 June 30, 2018 June 30, 2017 Depreciation Expense GIGS $ 2,751,272 $ 2,438,649 $ 5,502,544 $ 4,877,298 Pinedale 2,217,360 2,217,360 4,434,720 4,434,720 Portland Terminal Facility 318,915 318,915 637,830 637,830 United Property Systems 9,120 9,060 18,242 18,119 Total Depreciation Expense $ 5,296,667 $ 4,983,984 $ 10,593,336 $ 9,967,967 Amortization Expense - Deferred Lease Costs GIGS $ 7,641 $ 7,641 $ 15,282 $ 15,282 Pinedale 15,342 15,342 30,684 30,684 Total Amortization Expense - Deferred Lease Costs $ 22,983 $ 22,983 $ 45,966 $ 45,966 ARO Accretion Expense GIGS $ 127,928 $ 160,629 $ 255,856 $ 321,258 Total ARO Accretion Expense $ 127,928 $ 160,629 $ 255,856 $ 321,258 |
Schedule of Deferred Lease Costs | The following table reflects the deferred costs that are included in the accompanying Consolidated Balance Sheets associated with the Company's leased properties: June 30, 2018 December 31, 2017 Net Deferred Lease Costs GIGS $ 244,601 $ 259,883 Pinedale 581,033 611,717 Total Deferred Lease Costs, net $ 825,634 $ 871,600 |
Transportation and Distributi22
Transportation and Distribution Revenue (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Contract with Customer, Asset and Liability | The table below summarizes the Company's contract asset and contract liability balances related to its transportation and distribution revenue contracts as of June 30, 2018 : Contract Asset (1) Contract Liability (2) Beginning Balance January 1, 2018 $ 328,033 $ — Cumulative Transition Adjustment Upon Adoption of ASC 606 — 3,307,109 Unrecognized Performance Obligations (418,314 ) 1,984,266 Recognized Performance Obligations 111,656 — Ending Balance June 30, 2018 $ 21,375 $ 5,291,375 (1) The contract asset balance is included in prepaid expenses and other assets in the Consolidated Balance Sheets. (2) The contract liability balance is included in unearned revenue in the Consolidated Balance Sheets. |
Schedules of Concentration of Risk | The following is a breakout of the Company's transportation and distribution revenue for the three and six months ended June 30, 2018 and 2017 : For the Three Months Ended For the Six Months Ended June 30, 2018 June 30, 2017 June 30, 2018 June 30, 2017 Natural gas transportation contracts 66.1 % 74.1 % 66.3 % 72.9 % Natural gas distribution contracts 27.2 % 21.4 % 26.8 % 20.7 % |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | In accordance with ASC 606 transition disclosure requirements, the cumulative effect of changes made to the Consolidated Balance Sheet as of January 1, 2018 for the adoption of ASC 606 were as follows: Balance Sheet Balance at December 31, 2017 Adjustments Due to ASC 606 Balance at Assets Deferred Tax Asset $ 2,244,629 $ 857,864 $ 3,102,493 Liabilities Unearned revenue 3,397,717 3,307,109 6,704,826 Equity Additional paid in capital 331,773,716 (2,449,245 ) 329,324,471 The tables below disclose the impact of adoption on the Consolidated Balance Sheet and Consolidated Statement of Income as of and for the period ended June 30, 2018 : As of June 30, 2018 Balance Sheet As Reported Balances Without Adoption of ASC 606 Effect of Change Higher/(Lower) Assets Deferred Tax Asset $ 4,115,834 $ 2,743,252 $ 1,372,582 Liabilities Unearned revenue 5,321,069 29,694 5,291,375 Equity Additional paid in capital 322,815,994 326,734,786 (3,918,792 ) For the Three Months Ended June 30, 2018 For the Six Months Ended June 30, 2018 Statement of Income As Reported Balances Without Adoption of ASC 606 Effect of Change Higher/(Lower) As Reported Balances Without Adoption of ASC 606 Effect of Change Higher/(Lower) Revenues Transportation and distribution revenue $ 3,874,157 $ 4,866,290 $ (992,133 ) $ 7,827,136 $ 9,811,402 $ (1,984,266 ) Taxes Deferred tax benefit (604,064 ) (346,705 ) (257,359 ) (1,013,341 ) (498,622 ) (514,719 ) |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Components of deferred tax assets and liabilities | Components of the Company's deferred tax assets and liabilities as of June 30, 2018 and December 31, 2017 , are as follows: Deferred Tax Assets and Liabilities June 30, 2018 December 31, 2017 Deferred Tax Assets: Deferred contract revenue $ 1,372,582 $ — Net operating loss carryforwards 1,602,683 957,719 Loan loss provision 263,508 247,814 Basis reduction of investment in partnerships 233,158 261,549 Other loss carryforwards 2,965,320 2,965,321 Sub-total $ 6,437,251 $ 4,432,403 Deferred Tax Liabilities: Net unrealized gain on investment securities $ (134,317 ) $ (342,669 ) Cost recovery of leased and fixed assets (2,177,589 ) (1,845,105 ) Basis reduction in tax goodwill (9,511 ) — Sub-total $ (2,321,417 ) $ (2,187,774 ) Total net deferred tax asset $ 4,115,834 $ 2,244,629 |
Total income tax expense | Total income tax expense (benefit) differs from the amount computed by applying the federal statutory income tax rate of 21 percent for the three and six months ended June 30, 2018 and 35 percent for the three and six months ended June 30, 2017 to income from operations and other income and expense for the periods presented, as follows: Income Tax Expense (Benefit) For the Three Months Ended For the Six Months Ended June 30, 2018 June 30, 2017 June 30, 2018 June 30, 2017 Application of statutory income tax rate $ 1,511,160 $ 3,158,922 $ 3,036,365 $ 5,726,827 State income taxes, net of federal tax expense (benefit) (121,069 ) 3,786 (265,019 ) (31,651 ) Federal Tax Attributable to Income of Real Estate Investment Trust (2,004,940 ) (3,066,973 ) (3,819,436 ) (5,932,047 ) Other — — (11,585 ) — Total income tax expense (benefit) $ (614,849 ) $ 95,735 $ (1,059,675 ) $ (236,871 ) |
Components of income tax expense | The components of income tax expense (benefit) include the following for the periods presented: Components of Income Tax Expense (Benefit) For the Three Months Ended For the Six Months Ended June 30, 2018 June 30, 2017 June 30, 2018 June 30, 2017 Current tax expense (benefit) Federal $ (8,537 ) $ 52,031 $ (36,676 ) $ 21,562 State (net of federal tax expense (benefit)) (2,248 ) 5,620 (9,658 ) 2,329 Total current tax expense (benefit) $ (10,785 ) $ 57,651 $ (46,334 ) $ 23,891 Deferred tax expense (benefit) Federal $ (485,243 ) $ 39,918 $ (757,981 ) $ (226,782 ) State (net of federal tax expense (benefit)) (118,821 ) (1,834 ) (255,360 ) (33,980 ) Total deferred tax expense (benefit) $ (604,064 ) $ 38,084 $ (1,013,341 ) $ (260,762 ) Total income tax expense (benefit), net $ (614,849 ) $ 95,735 $ (1,059,675 ) $ (236,871 ) |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consist of the following: Property and Equipment June 30, 2018 December 31, 2017 Land $ 580,000 $ 580,000 Natural gas pipeline 124,303,315 124,303,315 Vehicles and trailers 675,517 650,634 Office equipment and computers 268,559 268,559 Gross property and equipment $ 125,827,391 $ 125,802,508 Less: accumulated depreciation (14,312,665 ) (12,643,636 ) Net property and equipment $ 111,514,726 $ 113,158,872 |
Fair Value (Tables)
Fair Value (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Assets and liabilities measured on a recurring basis | The following tables set forth the Company's assets and liabilities measured at fair value on a recurring basis, by level within the fair value hierarchy, as of June 30, 2018 and December 31, 2017 : June 30, 2018 Fair Value Total Level 1 Level 2 Level 3 Assets: Other equity securities $ 2,091,181 $ — $ — $ 2,091,181 Total Assets $ 2,091,181 $ — $ — $ 2,091,181 December 31, 2017 Fair Value Total Level 1 Level 2 Level 3 Assets: Other equity securities $ 2,958,315 $ — $ — $ 2,958,315 Total Assets $ 2,958,315 $ — $ — $ 2,958,315 |
The changes for all Level 3 assets measured at fair value on a recurring basis using significant unobservable inputs | The changes for all Level 3 securities measured at fair value on a recurring basis using significant unobservable inputs for the six months ended June 30, 2018 and 2017 are as follows: Level 3 Rollforward For the Six Months Ended June 30, 2018 Fair Value Beginning Balance Acquisitions Disposals Total Realized and Unrealized Gains (Losses) Included in Net Income Return of Capital Adjustments Impacting Cost Basis of Securities Fair Value Ending Balance Changes in Unrealized Gains (Losses), Included In Net Income, Relating to Securities Still Held (1) Other equity securities $ 2,958,315 $ — $ — $ (867,134 ) $ — $ 2,091,181 $ (867,134 ) Total $ 2,958,315 $ — $ — $ (867,134 ) $ — $ 2,091,181 $ (867,134 ) For the Six Months Ended June 30, 2017 Other equity securities $ 9,287,209 $ — $ — $ 70,426 $ (210,477 ) $ 9,147,158 $ 70,426 Total $ 9,287,209 $ — $ — $ 70,426 $ (210,477 ) $ 9,147,158 $ 70,426 (1) Located in Net realized and unrealized gain on other equity securities in the Consolidated Statements of Income |
Carrying and Fair Value Amounts | Carrying and Fair Value Amounts Level within fair value hierarchy June 30, 2018 December 31, 2017 Carrying Amount (1) Fair Value Carrying Amount (1) Fair Value Financial Assets: Cash and cash equivalents Level 1 $ 14,175,860 $ 14,175,860 $ 15,787,069 $ 15,787,069 Financing notes receivable (Note 5) Level 3 $ 1,000,000 $ 1,000,000 $ 1,500,000 $ 1,500,000 Financial Liabilities: Secured Credit Facilities Level 2 $ 38,998,698 $ 38,998,698 $ 40,745,354 $ 40,745,354 Unsecured convertible senior notes Level 1 $ 112,425,677 $ 132,032,520 $ 112,032,083 $ 139,101,660 (1) The carrying value of debt balances are presented net of unamortized original issuance discount and debt issuance costs. |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following is a summary of the Company's debt facilities and balances as of June 30, 2018 and December 31, 2017 : Total Commitment or Original Principal Quarterly Principal Payments June 30, 2018 December 31, 2017 Maturity Date Amount Outstanding Interest Amount Outstanding Interest CorEnergy Secured Credit Facility: CorEnergy Revolver $ 160,000,000 $ — 7/28/2022 $ — 4.84 % $ — 4.32 % MoGas Revolver 1,000,000 — 7/28/2022 — 4.84 % — 4.32 % Omega Line of Credit 1,500,000 — 7/31/2019 — 6.09 % — 5.57 % Pinedale Secured Credit Facility: Amended Pinedale Term Credit Facility 41,000,000 882,000 12/29/2022 39,236,000 6.50 % 41,000,000 6.50 % 7.00% Unsecured Convertible Senior Notes 115,000,000 — 6/15/2020 114,000,000 7.00 % 114,000,000 7.00 % Total Debt $ 153,236,000 $ 155,000,000 Less: Unamortized deferred financing costs (1) $ 333,827 $ 375,309 Unamortized discount on 7.00% Convertible Senior Notes 1,477,798 1,847,254 Long-term debt, net of deferred financing costs $ 151,424,375 $ 152,777,437 Debt due within one year $ 3,528,000 $ 3,528,000 (1) Unamortized deferred financing costs related to our revolving credit facilities are included in Deferred Costs in the Assets section of the Consolidated Balance Sheets. Refer to the "Deferred Financing Costs" paragraph below. A summary of deferred financing cost amortization expenses for the three and six months ended June 30, 2018 and 2017 is as follows: For the Three Months Ended For the Six Months Ended June 30, 2018 June 30, 2017 June 30, 2018 June 30, 2017 CorEnergy Credit Facility $ 143,635 $ 272,074 $ 287,270 $ 544,148 Pinedale Credit Facility 13,205 — 26,317 — Total Deferred Debt Cost Amortization Expense (1)(2) $ 156,840 $ 272,074 $ 313,587 $ 544,148 (1) Amortization of deferred debt issuance costs is included in interest expense in the Consolidated Statements of Income. (2) For the amount of deferred debt cost amortization relating to the Convertible Notes included in the Consolidated Statements of Income, refer to the Convertible Note Interest Expense table below. |
Schedule of Maturities of Long-term Debt | The remaining contractual principal payments as of June 30, 2018 under the Pinedale credit facility are as follows: Year Pinedale Credit Facility 2018 $ 1,764,000 2019 3,528,000 2020 3,528,000 2021 3,528,000 2022 26,888,000 Thereafter — Total Remaining Contractual Payments $ 39,236,000 |
Components of convertible debt | The following is a summary of the impact of Convertible Notes on interest expense for the three and six months ended June 30, 2018 and 2017 : Convertible Note Interest Expense For the Three Months Ended For the Six Months Ended June 30, 2018 June 30, 2017 June 30, 2018 June 30, 2017 7.00% Convertible Notes $ 1,995,000 $ 1,995,000 $ 3,990,000 $ 3,990,000 Discount Amortization 184,728 184,728 369,456 369,456 Deferred Debt Issuance Amortization 12,069 12,069 24,138 24,138 Total Convertible Note Interest Expense $ 2,191,797 $ 2,191,797 $ 4,383,594 $ 4,383,594 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted earnings per share | Basic earnings per share data is computed based on the weighted-average number of shares of common stock outstanding during the periods. Diluted EPS data is computed based on the weighted-average number of shares of common stock outstanding, including all potentially issuable shares of common stock. Diluted EPS for the three and six months ended June 30, 2018 and 2017 excludes the impact to income and the number of shares outstanding from the conversion of the 7.00% Convertible Senior Notes because such impact is antidilutive. If converted, the 7.00% Convertible Senior Notes would result in an additional 3,454,545 common shares outstanding. For the Three Months Ended For the Six Months Ended June 30, 2018 June 30, 2017 June 30, 2018 June 30, 2017 Net income attributable to CorEnergy stockholders $ 7,810,849 $ 9,000,172 $ 15,518,557 $ 16,669,650 Less: preferred dividend requirements 2,396,875 2,123,129 4,793,750 3,160,238 Net income attributable to common stockholders $ 5,413,974 $ 6,877,043 $ 10,724,807 $ 13,509,412 Weighted average shares - basic 11,928,297 11,896,616 11,923,627 11,892,670 Basic earnings per share $ 0.45 $ 0.58 $ 0.90 $ 1.14 Net income attributable to common stockholders (from above) $ 5,413,974 $ 6,877,043 $ 10,724,807 $ 13,509,412 Add: After tax effect of convertible interest — — — — Income attributable for dilutive securities $ 5,413,974 $ 6,877,043 $ 10,724,807 $ 13,509,412 Weighted average shares - diluted 11,928,297 11,896,616 11,923,627 11,892,670 Diluted earnings per share $ 0.45 $ 0.58 $ 0.90 $ 1.14 |
Introduction and Basis of Pre28
Introduction and Basis of Presentation - Additional Information (Details) | Dec. 29, 2017 | Jun. 30, 2015 |
Pinedale LP [Member] | ||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||
Controlling economic interest | 100.00% | |
Grand Isle Corridor Gathering LP [Member] | ||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||
Controlling economic interest | 100.00% |
Leased Properties and Leases -
Leased Properties and Leases - Additional Information (Details) bbl / d in Thousands, bbl in Millions | 6 Months Ended |
Jun. 30, 2018USD ($)abbl / dfacilitytankleased_propertymibbl | |
Sale Leaseback Transaction [Line Items] | |
Number of significant leased properties | leased_property | 3 |
Minimum [Member] | |
Sale Leaseback Transaction [Line Items] | |
Initial Lease Term | 11 years |
Maximum [Member] | |
Sale Leaseback Transaction [Line Items] | |
Initial Lease Term | 15 years |
Grand Isle Gathering System [Member] | |
Sale Leaseback Transaction [Line Items] | |
Initial Lease Term | 11 years |
Renewal Option | 9 years |
Renewal Term, percentage of remaining useful life | 75.00% |
Length of offshore pipeline (in miles) | mi | 153 |
Pipeline capacity (in bbl/day) | bbl / d | 120 |
Number of acres in the onshore terminal and saltwater disposal system (in acres) | a | 16 |
Current Monthly Rent Payments | $ 2,854,667 |
Expected future monthly rent payments | $ 2,860,917 |
Initial Estimated Useful Life | 27 years |
Pinedale Liquids Gathering System [Member] | |
Sale Leaseback Transaction [Line Items] | |
Initial Lease Term | 15 years |
Renewal Option | 5 years |
Length of offshore pipeline (in miles) | mi | 150 |
Number of storage facilities | facility | 4 |
Current Monthly Rent Payments | $ 1,776,772 |
Initial Estimated Useful Life | 26 years |
Portland Terminal Facility [Member] | |
Sale Leaseback Transaction [Line Items] | |
Initial Lease Term | 15 years |
Renewal Option | 5 years |
Acres owned (in acres) | a | 39 |
Number of tanks | tank | 84 |
Crude oil and petroleum product storage capacity (in bbl) | bbl | 1.5 |
Current Monthly Rent Payments | $ 513,355 |
Initial Estimated Useful Life | 30 years |
Exercise period of purchase option | 90 days |
Leased Properties and Leases 30
Leased Properties and Leases - Future Minimum Lease Receipts (Details) | Jun. 30, 2018USD ($) |
Sale Leaseback Transaction [Line Items] | |
2,018 | $ 30,919,514 |
2,019 | 64,103,462 |
2,020 | 71,264,921 |
2,021 | 77,445,396 |
2,022 | 76,553,434 |
Thereafter | 302,242,184 |
Total | $ 622,528,911 |
Portland Terminal Facility [Member] | |
Sale Leaseback Transaction [Line Items] | |
Lease term | 15 years |
Leased Properties and Leases 31
Leased Properties and Leases - Significant Leases (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Pinedale LGS [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Percentage of total leased properties | 39.90% | 39.90% | 39.90% | ||
Percentage of leased property revenue | 35.30% | 30.60% | 34.10% | 30.60% | |
Variable rent | $ 1.1 | $ 1.5 | |||
Grand Isle Gathering System [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Percentage of total leased properties | 49.70% | 49.70% | 49.70% | ||
Percentage of leased property revenue | 55.60% | 59.60% | 56.70% | 59.60% | |
Portland Terminal Facility [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Percentage of total leased properties | 10.20% | 10.20% | 10.10% | ||
Percentage of leased property revenue | 9.00% | 9.60% | 9.10% | 9.70% |
Leased Properties and Leases 32
Leased Properties and Leases - Amortization and Depreciation Expense (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Sale Leaseback Transaction [Line Items] | |||||
Depreciation Expense | $ 843,000 | $ 838,000 | $ 1,700,000 | $ 1,700,000 | |
All Properties [Member] | |||||
Sale Leaseback Transaction [Line Items] | |||||
Depreciation Expense | 5,296,667 | 4,983,984 | 10,593,336 | 9,967,967 | |
Amortization Expense - Deferred Lease Costs | 22,983 | 22,983 | 45,966 | 45,966 | |
ARO Accretion Expense | 127,928 | 160,629 | 255,856 | 321,258 | |
Net Deferred Lease Costs | 825,634 | 825,634 | $ 871,600 | ||
GIGS [Member] | |||||
Sale Leaseback Transaction [Line Items] | |||||
Depreciation Expense | 2,751,272 | 2,438,649 | 5,502,544 | 4,877,298 | |
Amortization Expense - Deferred Lease Costs | 7,641 | 7,641 | 15,282 | 15,282 | |
ARO Accretion Expense | 127,928 | 160,629 | 255,856 | 321,258 | |
Net Deferred Lease Costs | 244,601 | 244,601 | 259,883 | ||
Pinedale [Member] | |||||
Sale Leaseback Transaction [Line Items] | |||||
Depreciation Expense | 2,217,360 | 2,217,360 | 4,434,720 | 4,434,720 | |
Amortization Expense - Deferred Lease Costs | 15,342 | 15,342 | 30,684 | 30,684 | |
Net Deferred Lease Costs | 581,033 | 581,033 | $ 611,717 | ||
Portland Terminal Facility [Member] | |||||
Sale Leaseback Transaction [Line Items] | |||||
Depreciation Expense | 318,915 | 318,915 | 637,830 | 637,830 | |
United Property Systems [Member] | |||||
Sale Leaseback Transaction [Line Items] | |||||
Depreciation Expense | $ 9,120 | $ 9,060 | $ 18,242 | $ 18,119 |
Transportation and Distributi33
Transportation and Distribution Revenue - Additional Information (Details) - USD ($) | Jan. 01, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Oct. 31, 2030 |
Concentration Risk [Line Items] | ||||||
Cumulative Transition Adjustment Upon Adoption of ASC 606 | $ 3,300,000 | $ 3,307,109 | ||||
Unrecognized performance obligations | $ 992,000 | 1,984,266 | ||||
Remaining performance obligation | $ 66,200,000 | $ 66,200,000 | ||||
Natural Gas Transportation Contract [Member] | Product and services [Member] | Revenue [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Concentration percentage | 66.10% | 74.10% | 66.30% | 72.90% | ||
Natural Gas Distribution Contract [Member] | Product and services [Member] | Revenue [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Concentration percentage | 27.20% | 21.40% | 26.80% | 20.70% | ||
Forecast [Member] | ||||||
Concentration Risk [Line Items] | ||||||
Recognized performance obligations quarterly | $ 138,000 |
Transportation and Distributi34
Transportation and Distribution Revenue - Contract Assets and Liabilities (Details) - USD ($) | Jan. 01, 2018 | Jun. 30, 2018 | Jun. 30, 2018 |
Change In Contract With Customer, Asset [Roll Forward] | |||
Beginning Balance | $ 328,033 | $ 328,033 | |
Cumulative Transition Adjustment Upon Adoption of ASC 606 | 0 | ||
Unrecognized Performance Obligations | (418,314) | ||
Recognized Performance Obligations | 111,656 | ||
Ending Balance | $ 21,375 | 21,375 | |
Change In Contract With Customer, Liability [Roll Forward] | |||
Beginning Balance | 0 | 0 | |
Cumulative Transition Adjustment Upon Adoption of ASC 606 | $ 3,300,000 | 3,307,109 | |
Unrecognized Performance Obligations | 992,000 | 1,984,266 | |
Recognized Performance Obligations | 0 | ||
Ending Balance | $ 5,291,375 | $ 5,291,375 |
Transportation and Distributi35
Transportation and Distribution Revenue - Balance Sheet and Income Statement (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Jan. 01, 2018 | Dec. 31, 2017 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||
Transportation and distribution revenue | $ 3,874,157 | $ 4,775,780 | $ 7,827,136 | $ 9,786,370 | ||
Deferred Tax Asset | 4,115,834 | 4,115,834 | $ 3,102,493 | $ 2,244,629 | ||
Unearned revenue | 5,321,069 | 5,321,069 | 6,704,826 | 3,397,717 | ||
Additional paid-in capital | 322,815,994 | 322,815,994 | 329,324,471 | 331,773,716 | ||
Deferred tax benefit | (604,064) | $ 38,084 | (1,013,341) | $ (260,762) | ||
Balances Without Adoption of ASC 606 [Member] | ||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||
Deferred Tax Asset | 2,244,629 | |||||
Unearned revenue | 3,397,717 | |||||
Additional paid-in capital | $ 331,773,716 | |||||
Balances Without Adoption of ASC 606 [Member] | ASU 2014-09 [Member] | ||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||
Transportation and distribution revenue | 4,866,290 | 9,811,402 | ||||
Deferred Tax Asset | 2,743,252 | 2,743,252 | ||||
Unearned revenue | 29,694 | 29,694 | ||||
Additional paid-in capital | 326,734,786 | 326,734,786 | ||||
Deferred tax benefit | (346,705) | (498,622) | ||||
Effect of Change Higher/(Lower) [Member] | ASU 2014-09 [Member] | ||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||
Transportation and distribution revenue | (992,133) | (1,984,266) | ||||
Deferred Tax Asset | 1,372,582 | 1,372,582 | 857,864 | |||
Unearned revenue | 5,291,375 | 5,291,375 | 3,307,109 | |||
Additional paid-in capital | (3,918,792) | (3,918,792) | $ (2,449,245) | |||
Deferred tax benefit | $ (257,359) | $ (514,719) |
Financing Notes Receivable - Na
Financing Notes Receivable - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Provision for loan losses | $ 0 | $ 0 | $ 500,000 | $ 0 | ||
REIT Loan [Member] | SWD Enterprises [Member] | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Receivable | $ 1,000,000 | $ 1,000,000 | $ 1,500,000 | |||
SWD Enterprises [Member] | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Provision for loan losses | $ 500,000 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Deferred Tax Assets: | ||
Deferred contract revenue | $ 1,372,582 | $ 0 |
Net operating loss carryforwards | 1,602,683 | 957,719 |
Loan loss provision | 263,508 | 247,814 |
Basis reduction of investment in partnerships | 233,158 | 261,549 |
Other loss carryforwards | 2,965,320 | 2,965,321 |
Sub-total | 6,437,251 | 4,432,403 |
Deferred Tax Liabilities: | ||
Net unrealized gain on investment securities | (134,317) | (342,669) |
Cost recovery of leased and fixed assets | (2,177,589) | (1,845,105) |
Basis reduction in tax goodwill | (9,511) | 0 |
Sub-total | (2,321,417) | (2,187,774) |
Total net deferred tax asset | $ 4,115,834 | $ 2,244,629 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||||
Transition adjustment which reduced net deferred tax assets | $ 1.3 | ||||
Federal statutory income tax rate | 21.00% | 35.00% | 21.00% | 35.00% |
Income Taxes - Income Tax Expen
Income Taxes - Income Tax Expense (Benefit) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Total income tax expense (benefit) differs from the amount computed by applying the federal statutory income tax rates net investment income and net realized and unrealized gains on investments | ||||
Application of statutory income tax rate | $ 1,511,160 | $ 3,158,922 | $ 3,036,365 | $ 5,726,827 |
State income taxes, net of federal tax expense (benefit) | (121,069) | 3,786 | (265,019) | (31,651) |
Federal Tax Attributable to Income of Real Estate Investment Trust | (2,004,940) | (3,066,973) | (3,819,436) | (5,932,047) |
Other | 0 | 0 | (11,585) | 0 |
Income tax expense (benefit), net | $ (614,849) | $ 95,735 | $ (1,059,675) | $ (236,871) |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Benefit) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Current tax expense (benefit) | ||||
Federal | $ (8,537) | $ 52,031 | $ (36,676) | $ 21,562 |
State (net of federal tax expense (benefit)) | (2,248) | 5,620 | (9,658) | 2,329 |
Total current tax expense (benefit) | (10,785) | 57,651 | (46,334) | 23,891 |
Deferred tax expense (benefit) | ||||
Federal | (485,243) | 39,918 | (757,981) | (226,782) |
State (net of federal tax expense (benefit)) | (118,821) | (1,834) | (255,360) | (33,980) |
Total deferred tax expense (benefit) | (604,064) | 38,084 | (1,013,341) | (260,762) |
Income tax expense (benefit), net | $ (614,849) | $ 95,735 | $ (1,059,675) | $ (236,871) |
Property and Equipment - Proper
Property and Equipment - Property and Equipment (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Component of property and equipment | |||||
Gross property and equipment | $ 125,827,391 | $ 125,827,391 | $ 125,802,508 | ||
Less: accumulated depreciation | (14,312,665) | (14,312,665) | (12,643,636) | ||
Net property and equipment | 111,514,726 | 111,514,726 | 113,158,872 | ||
Depreciation Expense | 843,000 | $ 838,000 | 1,700,000 | $ 1,700,000 | |
Land [Member] | |||||
Component of property and equipment | |||||
Gross property and equipment | 580,000 | 580,000 | 580,000 | ||
Natural gas pipeline [Member] | |||||
Component of property and equipment | |||||
Gross property and equipment | 124,303,315 | 124,303,315 | 124,303,315 | ||
Vehicles and trailers [Member] | |||||
Component of property and equipment | |||||
Gross property and equipment | 675,517 | 675,517 | 650,634 | ||
Office equipment and computers [Member] | |||||
Component of property and equipment | |||||
Gross property and equipment | $ 268,559 | $ 268,559 | $ 268,559 |
Management Agreement (Details)
Management Agreement (Details) - General and Administrative Expense [Member] - Corridor Infra Trust Management [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Management Agreement [Line Items] | ||||
Management fee | $ 1,900 | $ 1,800 | $ 3,800 | $ 3,600 |
Administrative fee | $ 70 | $ 67 | $ 139 | $ 134 |
Fair Value - Assets and Liabili
Fair Value - Assets and Liabilities Measured on a Recurring Basis (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Assets: | ||
Other equity securities | $ 2,091,181 | $ 2,958,315 |
Total Assets | 2,091,181 | 2,958,315 |
Level 1 [Member] | ||
Assets: | ||
Other equity securities | 0 | 0 |
Total Assets | 0 | 0 |
Level 2 [Member] | ||
Assets: | ||
Other equity securities | 0 | 0 |
Total Assets | 0 | 0 |
Level 3 [Member] | ||
Assets: | ||
Other equity securities | 2,091,181 | 2,958,315 |
Total Assets | $ 2,091,181 | $ 2,958,315 |
Fair Value - Additional Informa
Fair Value - Additional Information (Details) | Dec. 21, 2017USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($)Bcf / d | Jun. 30, 2017USD ($) | Dec. 31, 2017USD ($) |
Schedule of Equity Method Investments [Line Items] | ||||||
Net realized and unrealized gain (loss) on other equity securities | $ (881,100) | $ 614,634 | $ (867,134) | $ 70,426 | ||
Investments at fair value | $ 2,091,181 | $ 2,091,181 | $ 2,958,315 | |||
Lightfoot Capital Partners LP [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Equity interest percentage | 6.60% | 6.60% | 6.60% | |||
Net realized and unrealized gain (loss) on other equity securities | $ (881,000) | $ (867,000) | ||||
Lightfoot GP [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Equity interest percentage | 1.50% | 1.50% | 1.50% | |||
Lightfoot Capital Partners LP [Member] | Gulf LNG [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Receiving and regasification terminal, volume per day (bcf/d) | Bcf / d | 1.5 | |||||
Arc Terminal Joliet Holdings [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Equity interest percentage | 0.60% | 0.60% | ||||
Lightfoot and Arc Terminal Joliet Holdings [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Investment percentage of total assets | 0.50% | 0.50% | ||||
Gulf LNG [Member] | Zenith [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Percentage of interest acquired | 4.16% | |||||
Payment to acquire | $ 27,300,000 |
Fair Value - Changes in Level 3
Fair Value - Changes in Level 3 Securities (Details) - Level 3 [Member] - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair Value Beginning Balance | $ 2,958,315 | $ 9,287,209 |
Acquisitions | 0 | 0 |
Disposals | 0 | 0 |
Total Realized and Unrealized Gains (Losses) Included in Net Income | (867,134) | 70,426 |
Return of Capital Adjustments Impacting Cost Basis of Securities | 0 | (210,477) |
Fair Value Ending Balance | 2,091,181 | 9,147,158 |
Changes in Unrealized Gains (Losses), Included In Net Income, Relating to Securities Still Held | (867,134) | 70,426 |
Other Equity Securities [Member] | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair Value Beginning Balance | 2,958,315 | 9,287,209 |
Acquisitions | 0 | 0 |
Disposals | 0 | 0 |
Total Realized and Unrealized Gains (Losses) Included in Net Income | (867,134) | 70,426 |
Return of Capital Adjustments Impacting Cost Basis of Securities | 0 | (210,477) |
Fair Value Ending Balance | 2,091,181 | 9,147,158 |
Changes in Unrealized Gains (Losses), Included In Net Income, Relating to Securities Still Held | $ (867,134) | $ 70,426 |
Fair Value - Carrying and Fair
Fair Value - Carrying and Fair Value Amounts (Details) - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Carrying Amount [Member] | Level 1 [Member] | ||
Financial Assets: | ||
Cash and cash equivalents | $ 14,175,860 | $ 15,787,069 |
Financial Liabilities: | ||
Unsecured convertible senior notes | 112,425,677 | 112,032,083 |
Carrying Amount [Member] | Level 2 [Member] | ||
Financial Liabilities: | ||
Secured Credit Facilities | 38,998,698 | 40,745,354 |
Carrying Amount [Member] | Level 3 [Member] | ||
Financial Assets: | ||
Financing notes receivable | 1,000,000 | 1,500,000 |
Fair Value [Member] | Level 1 [Member] | ||
Financial Assets: | ||
Cash and cash equivalents | 14,175,860 | 15,787,069 |
Financial Liabilities: | ||
Unsecured convertible senior notes | 132,032,520 | 139,101,660 |
Fair Value [Member] | Level 2 [Member] | ||
Financial Liabilities: | ||
Secured Credit Facilities | 38,998,698 | 40,745,354 |
Fair Value [Member] | Level 3 [Member] | ||
Financial Assets: | ||
Financing notes receivable | $ 1,000,000 | $ 1,500,000 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2018 | Dec. 31, 2017 | Jun. 29, 2015 | |
Debt Instrument [Line Items] | |||
Amount Outstanding | $ 153,236,000 | $ 155,000,000 | |
Unamortized deferred financing costs | 237,302 | 254,646 | |
Total Remaining Contractual Payments | 151,424,375 | 152,777,437 | |
Debt due within one year | 3,528,000 | 3,528,000 | |
7.00% Unsecured Convertible Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Unamortized discount | 1,477,798 | 1,847,254 | |
Line of Credit [Member] | Revolving Credit Facility [Member] | CorEnergy Revolver [Member] | |||
Debt Instrument [Line Items] | |||
Total Commitment or Original Principal | 160,000,000 | ||
Quarterly Principal Payments | 0 | ||
Amount Outstanding | $ 0 | $ 0 | |
Effective interest rate | 4.84% | 4.32% | |
Line of Credit [Member] | Revolving Credit Facility [Member] | MoGas Revolver [Member] | |||
Debt Instrument [Line Items] | |||
Total Commitment or Original Principal | $ 1,000,000 | ||
Quarterly Principal Payments | 0 | ||
Amount Outstanding | $ 0 | $ 0 | |
Effective interest rate | 4.84% | 4.32% | |
Line of Credit [Member] | Revolving Credit Facility [Member] | Omega Line of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Total Commitment or Original Principal | $ 1,500,000 | ||
Quarterly Principal Payments | 0 | ||
Amount Outstanding | $ 0 | $ 0 | |
Effective interest rate | 6.09% | 5.57% | |
Secured Debt [Member] | Term Loan [Member] | Amended Pinedale Term Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Total Commitment or Original Principal | $ 41,000,000 | ||
Quarterly Principal Payments | 882,000 | ||
Amount Outstanding | $ 39,236,000 | $ 41,000,000 | |
Interest Rate | 6.50% | 6.50% | |
Total Remaining Contractual Payments | $ 39,236,000 | ||
Convertible Debt [Member] | |||
Debt Instrument [Line Items] | |||
Unamortized discount | 3,700,000 | ||
Convertible Debt [Member] | 7.00% Unsecured Convertible Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Total Commitment or Original Principal | 115,000,000 | $ 115,000,000 | |
Quarterly Principal Payments | 0 | ||
Amount Outstanding | $ 114,000,000 | $ 114,000,000 | |
Interest Rate | 7.00% | 7.00% | 7.00% |
Convertible Debt And Secured Debt [Member] | |||
Debt Instrument [Line Items] | |||
Unamortized deferred financing costs | $ 333,827 | $ 375,309 |
Debt - CorEnergy Credit Facilit
Debt - CorEnergy Credit Facility (Details) - Line of Credit [Member] - Amended And Restated CorEnergy Credit Facility [Member] - USD ($) | Jul. 28, 2017 | Jun. 30, 2018 |
Line of Credit Facility [Line Items] | ||
Face amount | $ 161,000,000 | |
Debt term | 5 years | |
CorEnergy Revolver [Member] | ||
Line of Credit Facility [Line Items] | ||
Face amount | $ 160,000,000 | |
Available borrowing capacity | $ 145,600,000 | |
MoGas Revolver [Member] | ||
Line of Credit Facility [Line Items] | ||
Face amount | $ 1,000,000 | |
Available borrowing capacity | $ 1,000,000 | |
Minimum [Member] | LIBOR [Member] | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 2.75% | |
Maximum [Member] | LIBOR [Member] | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate | 3.75% |
Debt - Pinedale Credit Facility
Debt - Pinedale Credit Facility (Details) - USD ($) | Dec. 29, 2017 | Mar. 30, 2016 | Jun. 30, 2018 | Dec. 31, 2017 | Dec. 20, 2012 |
Line of Credit Facility [Line Items] | |||||
Principal balance | $ 38,998,698 | $ 40,745,354 | |||
Pinedale LP [Member] | Amended Pinedale Term Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt term | 5 years | ||||
Face amount | $ 41,000,000 | ||||
Coupon rate percentage | 6.50% | ||||
Principal payment | $ 294,000 | ||||
Pinedale Liquids Gathering System [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Net assets | $ 139,600,000 | ||||
Secured Debt [Member] | Pinedale LP [Member] | Secured Term Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | $ 70,000,000 | ||||
Principal balance | $ 58,500,000 | ||||
Basis spread on variable rate | 1.00% | ||||
General Partner [Member] | Pinedale Liquids Gathering System [Member] | Pinedale GP [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Controlling economic interest | 81.05% | ||||
Value of controlling economic interest | $ 47,400,000 | ||||
Maximum [Member] | Secured Debt [Member] | LIBOR [Member] | Pinedale LP [Member] | Secured Term Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate | 7.00% |
Debt - Amortization of Deferred
Debt - Amortization of Deferred Financing Costs (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Line of Credit [Member] | CorEnergy Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Deferred debt issuance amortization | $ 1,600,000 | |||
Interest Expense [Member] | Line of Credit [Member] | ||||
Debt Instrument [Line Items] | ||||
Deferred debt issuance amortization | $ 156,840 | $ 272,074 | 313,587 | $ 544,148 |
Interest Expense [Member] | Line of Credit [Member] | CorEnergy Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Deferred debt issuance amortization | 143,635 | 272,074 | 287,270 | 544,148 |
Interest Expense [Member] | Secured Debt [Member] | Pinedale Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Deferred debt issuance amortization | $ 13,205 | $ 0 | $ 26,317 | $ 0 |
Debt - CorEnergy Credit Facil51
Debt - CorEnergy Credit Facilities/Amended Pinedale Term Credit Facility (Details) - USD ($) | Dec. 29, 2017 | Jul. 28, 2017 | Jun. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||||
Unamortized deferred financing costs | $ 237,302 | $ 254,646 | ||
CorEnergy Credit Facility [Member] | Line of Credit [Member] | ||||
Debt Instrument [Line Items] | ||||
Unamortized deferred financing costs | $ 1,800,000 | 1,300,000 | ||
Deferred debt issuance amortization | 1,600,000 | |||
Amended And Restated CorEnergy Credit Facility [Member] | Line of Credit [Member] | ||||
Debt Instrument [Line Items] | ||||
Deferred debt issuance amortization | $ 2,900,000 | |||
Debt term | 5 years | |||
Pinedale LP [Member] | Amended Pinedale Term Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Unamortized deferred financing costs | $ 367,000 | |||
Deferred debt issuance amortization | $ 264,000 | |||
Debt term | 5 years |
Debt - Long Term Debt Maturitie
Debt - Long Term Debt Maturities (Details) - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Total Remaining Contractual Payments | $ 151,424,375 | $ 152,777,437 |
Secured Debt [Member] | Term Loan [Member] | Amended Pinedale Term Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
2,018 | 1,764,000 | |
2,019 | 3,528,000 | |
2,020 | 3,528,000 | |
2,021 | 3,528,000 | |
2,022 | 26,888,000 | |
Thereafter | 0 | |
Total Remaining Contractual Payments | $ 39,236,000 |
Debt - Convertible Debt Informa
Debt - Convertible Debt Information (Details) - USD ($) | May 23, 2016 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | Jun. 29, 2015 |
Debt Instrument [Line Items] | |||||||
Repurchases of convertible debt | $ 1,000,000 | ||||||
Convertible Senior Notes Due 2020 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Amount of underwriter's discount | $ 1,477,798 | $ 1,477,798 | $ 1,847,254 | ||||
Convertible Debt [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Amount of underwriter's discount | $ 3,700,000 | $ 3,700,000 | |||||
Effective percentage | 7.70% | 7.70% | 7.70% | 7.70% | |||
Convertible Debt [Member] | Convertible Senior Notes Due 2020 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | $ 115,000,000 | $ 115,000,000 | $ 115,000,000 | ||||
Debt instrument coupon rate | 7.00% | 7.00% | 7.00% | 7.00% |
Debt - Convertible Debt (Detail
Debt - Convertible Debt (Details) - Convertible Debt [Member] - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Debt Instrument [Line Items] | ||||
Interest expense | $ 2,191,797 | $ 2,191,797 | $ 4,383,594 | $ 4,383,594 |
Discount Amortization | 184,728 | 184,728 | 369,456 | 369,456 |
Deferred Debt Issuance Amortization | 12,069 | 12,069 | 24,138 | 24,138 |
7.00% Unsecured Convertible Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest expense | $ 1,995,000 | $ 1,995,000 | $ 3,990,000 | $ 3,990,000 |
Stockholder's Equity (Details)
Stockholder's Equity (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 28 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | Feb. 18, 2016 | |
Class of Stock [Line Items] | |||||
Shares of common stock issued (in shares) | 11,933,774 | 11,933,774 | 11,915,830 | ||
Aggregate offering price of shelf registration | $ 600,000,000 | ||||
Reinvestment of dividends paid to common stockholders | $ 610,219 | ||||
Current availability under shelf registration | $ 523,800,000 | $ 523,800,000 | |||
Series A Cumulative Redeemable Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Preferred stock interest rate | 7.375% | ||||
Depositary Shares [Member] | |||||
Class of Stock [Line Items] | |||||
Shares outstanding | 5,200,000 | 5,200,000 | |||
Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Shares outstanding | 52,000 | 52,000 | |||
Preferred Stock [Member] | Series A Cumulative Redeemable Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Preferred stock interest rate | 7.375% | ||||
Dividend Reinvestment Plan [Member] | |||||
Class of Stock [Line Items] | |||||
Reinvestment of distributions to stockholders (in shares) | 79,153 | ||||
Reinvestment of dividends paid to common stockholders | $ 2,400,000 | ||||
Underwritten Public Offering [Member] | Depositary Shares [Member] | |||||
Class of Stock [Line Items] | |||||
Reduction in shelf registration availability | $ 73,800,000 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | Jun. 29, 2015 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||
Net income attributable to CorEnergy stockholders | $ 7,810,849 | $ 9,000,172 | $ 15,518,557 | $ 16,669,650 | ||
Less: preferred dividend requirements | 2,396,875 | 2,123,129 | 4,793,750 | 3,160,238 | ||
Net Income attributable to Common Stockholders | $ 5,413,974 | $ 6,877,043 | $ 10,724,807 | $ 13,509,412 | ||
Weighted average shares - basic (in shares) | 11,928,297 | 11,896,616 | 11,923,627 | 11,892,670 | ||
Basic earnings per share (in dollars per share) | $ 0.45 | $ 0.58 | $ 0.90 | $ 1.14 | ||
Net income attributable to common stockholders | $ 5,413,974 | $ 6,877,043 | $ 10,724,807 | $ 13,509,412 | ||
Add: After tax effect of convertible interest | 0 | 0 | 0 | 0 | ||
Income attributable for dilutive securities | $ 5,413,974 | $ 6,877,043 | $ 10,724,807 | $ 13,509,412 | ||
Weighted average shares - diluted (in shares) | 11,928,297 | 11,896,616 | 11,923,627 | 11,892,670 | ||
Diluted earnings per share (in dollars per share) | $ 0.45 | $ 0.58 | $ 0.90 | $ 1.14 | ||
Convertible Debt [Member] | Convertible Senior Notes Due 2020 [Member] | ||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||
Debt instrument coupon rate | 7.00% | 7.00% | 7.00% | 7.00% | ||
Shares issued upon conversion | 3,454,545 | 3,454,545 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | Jul. 25, 2018 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Aug. 06, 2018 |
Subsequent Event [Line Items] | ||||||
Dividends declared per share (in dollars per share) | $ 0.750 | $ 0.750 | $ 1.500 | $ 1.500 | ||
Common Stock [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Dividends declared per share (in dollars per share) | $ 0.75 | |||||
Series A Cumulative Redeemable Preferred Stock [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Coupon rate percentage | 7.375% | |||||
Series A Cumulative Redeemable Preferred Stock [Member] | Depositary Shares [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Depositary stock, dividends declared per share (in dollars per share) | $ 0.4609375 | |||||
Series A Cumulative Redeemable Preferred Stock [Member] | Preferred Stock [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Coupon rate percentage | 7.375% | |||||
Forecast [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Authorized repurchase amount | $ 10,000,000 |