Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | Apr. 29, 2020 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 1-34907 | |
Entity Registrant Name | STAG Industrial, Inc. | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 27-3099608 | |
Entity Address, Address Line One | One Federal Street | |
Entity Address, Address Line Two | 23rd Floor | |
Entity Address, City or Town | Boston, | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02110 | |
City Area Code | 617 | |
Local Phone Number | 574-4777 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 148,713,097 | |
Entity Central Index Key | 0001479094 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Central Index Key | 0001479094 | |
Current Fiscal Year End Date | --12-31 | |
Common Stock | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Common stock, $0.01 par value per share | |
Trading Symbol | STAG | |
Security Exchange Name | NYSE | |
Series C Preferred Stock | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | 6.875% Series C Cumulative Redeemable Preferred Stock ($0.01 par value) | |
Trading Symbol | STAG-PC | |
Security Exchange Name | NYSE |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Rental Property: | ||
Land | $ 443,427 | $ 435,923 |
Buildings and improvements, net of accumulated depreciation of $416,654 and $387,633, respectively | 3,155,744 | 3,087,435 |
Deferred leasing intangibles, net of accumulated amortization of $256,537 and $241,304, respectively | 473,610 | 475,149 |
Total rental property, net | 4,072,781 | 3,998,507 |
Cash and cash equivalents | 324,877 | 9,041 |
Restricted cash | 16,506 | 2,823 |
Tenant accounts receivable | 62,144 | 57,592 |
Prepaid expenses and other assets | 37,312 | 38,231 |
Interest rate swaps | 0 | 303 |
Operating lease right-of-use assets | 22,528 | 15,129 |
Assets held for sale, net | 1,157 | 43,019 |
Total assets | 4,537,305 | 4,164,645 |
Liabilities: | ||
Unsecured credit facility | 225,000 | 146,000 |
Unsecured term loans, net | 971,701 | 871,375 |
Unsecured notes, net | 572,982 | 572,883 |
Mortgage notes, net | 54,289 | 54,755 |
Accounts payable, accrued expenses and other liabilities | 55,404 | 53,737 |
Interest rate swaps | 48,714 | 18,819 |
Tenant prepaid rent and security deposits | 21,552 | 21,993 |
Dividends and distributions payable | 18,301 | 17,465 |
Deferred leasing intangibles, net of accumulated amortization of $13,357 and $12,064, respectively | 27,784 | 26,738 |
Operating lease liabilities | 24,464 | 16,989 |
Total liabilities | 2,020,191 | 1,800,754 |
Preferred Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||
Common stock, par value $0.01 per share, 300,000,000 shares authorized at March 31, 2020 and December 31, 2019, respectively, 148,708,031 and 142,815,593 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively | 1,487 | 1,428 |
Additional paid-in capital | 3,142,495 | 2,970,553 |
Cumulative dividends in excess of earnings | (714,799) | (723,027) |
Accumulated other comprehensive loss | (47,860) | (18,426) |
Total stockholders’ equity | 2,456,323 | 2,305,528 |
Noncontrolling interest | 60,791 | 58,363 |
Total equity | 2,517,114 | 2,363,891 |
Total liabilities and equity | 4,537,305 | 4,164,645 |
Series C Preferred Stock | ||
Preferred Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||
Preferred stock | $ 75,000 | $ 75,000 |
Consolidated Balance Sheet (Par
Consolidated Balance Sheet (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Building and Improvements, accumulated depreciation | $ 416,654 | $ 387,633 |
Deferred leasing intangible assets, accumulated amortization | 256,537 | 241,304 |
Deferred leasing intangible liabilities, accumulated amortization | $ 13,357 | $ 12,064 |
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Authorized | 20,000,000 | 20,000,000 |
Preferred Stock, Shares Outstanding | 3,000,000 | 3,000,000 |
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 300,000,000 | 300,000,000 |
Common Stock, Shares, Issued | 148,708,031 | 142,815,593 |
Common Stock, Shares, Outstanding | 148,708,031 | 142,815,593 |
Series C Preferred Stock | ||
Preferred Stock, Shares Issued | 3,000,000 | 3,000,000 |
Preferred Stock, Liquidation Preference Per Share | $ 25 | $ 25 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Revenues [Abstract] | ||
Rental income | $ 118,339 | $ 95,615 |
Other income | 209 | 87 |
Total revenue | 118,548 | 95,702 |
Expenses | ||
Property | 21,947 | 19,511 |
General and administrative | 10,373 | 9,212 |
Depreciation and amortization | 52,688 | 42,303 |
Loss on impairments | 0 | 5,344 |
Other expenses | 476 | 399 |
Total expenses | 85,484 | 76,769 |
Other income (expense) | ||
Interest and other income | 79 | 16 |
Interest expense | (14,864) | (12,834) |
Gain on the sales of rental property, net | 46,759 | 1,274 |
Total other income (expense) | 31,974 | (11,544) |
Net income | 65,038 | 7,389 |
Less: income attributable to noncontrolling interest after preferred stock dividends | 1,598 | 214 |
Net income attributable to STAG Industrial, Inc. | 63,440 | 7,175 |
Less: preferred stock dividends | 1,289 | 1,289 |
Less: amount allocated to participating securities | 79 | 79 |
Net income attributable to common stockholders | $ 62,072 | $ 5,807 |
Weighted average common shares outstanding — basic | 147,570 | 114,721 |
Weighted average common shares outstanding — diluted | 147,656 | 114,993 |
Net income per share — basic and diluted | ||
Net income per share attributable to common stockholders — basic | $ 0.42 | $ 0.05 |
Net income per share attributable to common stockholders — diluted | $ 0.42 | $ 0.05 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 65,038 | $ 7,389 |
Other comprehensive loss: | ||
Loss on interest rate swaps | (30,191) | (6,978) |
Other comprehensive loss | (30,191) | (6,978) |
Comprehensive income | 34,847 | 411 |
Income attributable to noncontrolling interest after preferred stock dividends | (1,598) | (214) |
Other comprehensive loss attributable to noncontrolling interest | 757 | 244 |
Comprehensive income attributable to STAG Industrial, Inc. | $ 34,006 | $ 441 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Preferred Stock | Common Stock | Additional Paid-in Capital | Cumulative Dividends in excess of Earnings | Accumulated Other Comprehensive Income (Loss) | Total Stockholders' Equity | Noncontrolling Interest - Unit holders in Operating Partnership |
Balance at Dec. 31, 2018 | $ 1,669,632 | $ 75,000 | $ 1,122 | $ 2,118,179 | $ (584,979) | $ 4,481 | $ 1,613,803 | $ 55,829 |
Balance (in shares) at Dec. 31, 2018 | 112,165,786 | |||||||
Increase (Decrease) in Stockholders' Equity | ||||||||
Cumulative Effect on Retained Earnings, before Tax | (214) | (214) | (214) | |||||
Proceeds from sales of common stock, net | 148,529 | $ 55 | 148,474 | 148,529 | ||||
Proceeds from sales of common stock (in shares) | 5,441,409 | |||||||
Dividends, Common Stock | (42,834) | |||||||
Dividends | (42,834) | |||||||
Dividends and Distributions, Net | (44,380) | |||||||
Distribution Made to Limited Partner, Cash Distributions Declared | (1,546) | |||||||
Non-cash compensation activity, net | 863 | (1,133) | (1,505) | 2,368 | ||||
Non-cash compensation activity (in shares) | 127,836 | |||||||
Non-cash compensation activity (in excess of earnings) | $ (1) | (373) | ||||||
Redemption of common units to common stock | $ 4 | 6,024 | 6,028 | 6,028 | ||||
Redemption of common units to common stock (in shares) | 439,071 | |||||||
Rebalancing of noncontrolling interest | (4,849) | (4,849) | 4,849 | |||||
Other comprehensive loss | (6,978) | (6,734) | (6,734) | (244) | ||||
Net income | 7,389 | 7,175 | 7,175 | 214 | ||||
Balance at Mar. 31, 2019 | 1,774,841 | 75,000 | $ 1,182 | 2,266,695 | (621,225) | (2,253) | 1,719,399 | 55,442 |
Balance (in shares) at Mar. 31, 2019 | 118,174,102 | |||||||
Balance at Dec. 31, 2018 | 1,669,632 | 75,000 | $ 1,122 | 2,118,179 | (584,979) | 4,481 | 1,613,803 | $ 55,829 |
Balance (in shares) at Dec. 31, 2018 | 112,165,786 | |||||||
Increase (Decrease) in Stockholders' Equity | ||||||||
Redemption of common units to common stock (in shares) | 0 | |||||||
Balance at Dec. 31, 2019 | 2,363,891 | 75,000 | $ 1,428 | 2,970,553 | (723,027) | (18,426) | 2,305,528 | $ 58,363 |
Balance (in shares) at Dec. 31, 2019 | 142,815,593 | |||||||
Increase (Decrease) in Stockholders' Equity | ||||||||
Proceeds from sales of common stock, net | 172,723 | $ 56 | 172,667 | 172,723 | ||||
Proceeds from sales of common stock (in shares) | 5,600,000 | |||||||
Dividends, Common Stock | (54,822) | |||||||
Dividends | (54,822) | |||||||
Dividends and Distributions, Net | (55,718) | |||||||
Distribution Made to Limited Partner, Cash Distributions Declared | 896 | |||||||
Non-cash compensation activity, net | 1,371 | (858) | (1,247) | 2,618 | ||||
Non-cash compensation activity (in shares) | 73,048 | |||||||
Non-cash compensation activity (in excess of earnings) | $ (1) | (390) | ||||||
Redemption of common units to common stock | $ 2 | 3,426 | 3,428 | $ 3,428 | ||||
Redemption of common units to common stock (in shares) | 219,390 | 0 | ||||||
Rebalancing of noncontrolling interest | (3,293) | (3,293) | $ 3,293 | |||||
Other comprehensive loss | (30,191) | (29,434) | (29,434) | (757) | ||||
Net income | 65,038 | 63,440 | 63,440 | 1,598 | ||||
Balance at Mar. 31, 2020 | $ 2,517,114 | $ 75,000 | $ 1,487 | $ 3,142,495 | $ (714,799) | $ (47,860) | $ 2,456,323 | $ 60,791 |
Balance (in shares) at Mar. 31, 2020 | 148,708,031 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities: | ||
Net income | $ 65,038 | $ 7,389 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 52,688 | 42,303 |
Loss on impairments | 0 | 5,344 |
Non-cash portion of interest expense | 676 | 618 |
Amortization of above and below market leases, net | 984 | 961 |
Straight-line rent adjustments, net | (3,849) | (2,256) |
Dividends on forfeited equity compensation | 0 | 6 |
Gain on the sales of rental property, net | (46,759) | (1,274) |
Non-cash compensation expense | 2,852 | 2,278 |
Change in assets and liabilities: | ||
Tenant accounts receivable | (509) | (859) |
Prepaid expenses and other assets | (490) | (2,686) |
Accounts payable, accrued expenses and other liabilities | 390 | (3,775) |
Tenant prepaid rent and security deposits | (441) | (899) |
Total adjustments | 5,542 | 39,761 |
Net cash provided by operating activities | 70,580 | 47,150 |
Cash flows from investing activities: | ||
Acquisitions of land and buildings and improvements | (100,187) | (159,969) |
Additions of land and building and improvements | (16,815) | (5,058) |
Acquisitions of other assets | 450 | 1,049 |
Proceeds from sales of rental property, net | 99,678 | 16,602 |
Acquisition deposits, net | 500 | (2,997) |
Acquisitions of deferred leasing intangibles | (18,706) | (24,345) |
Net cash used in investing activities | (35,980) | (176,816) |
Cash flows from financing activities: | ||
Proceeds from unsecured credit facility | 387,000 | 208,000 |
Repayment of unsecured credit facility | (308,000) | (193,000) |
Proceeds from unsecured term loans | 100,000 | 0 |
Repayment of mortgage notes | (497) | (481) |
Proceeds from sales of common stock, net | 172,771 | 148,645 |
Dividends and distributions | 54,883 | 42,288 |
Repurchase and retirement of share-based compensation | (1,472) | (1,444) |
Net cash provided by financing activities | 294,919 | 119,432 |
Increase (decrease) in cash and cash equivalents and restricted cash | 329,519 | (10,234) |
Cash and cash equivalents and restricted cash—beginning of period | 11,864 | 22,542 |
Cash and cash equivalents and restricted cash—end of period | 341,383 | 12,308 |
Supplemental disclosure: | ||
Cash paid for interest, net of capitalized interest | 12,544 | 10,449 |
Supplemental schedule of non-cash investing and financing activities | ||
Change in additions of land, building, and improvements included in accounts payable, accrued expenses, and other liabilities | (1,080) | (1,094) |
Additions to building and other capital improvements from non-cash compensation | (8) | (14) |
Change in loan fees, costs, and offering costs included in accounts payable, accrued expenses, and other liabilities | (62) | (116) |
Leases cumulative effect adjustment | 0 | (214) |
Dividends and distributions payable | $ 18,301 | $ 15,846 |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business STAG Industrial, Inc. (the “Company”) is an industrial real estate operating company focused on the acquisition and operation of single-tenant, industrial properties throughout the United States. The Company was formed as a Maryland corporation and has elected to be treated and intends to continue to qualify as a real estate investment trust (“REIT”) under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended. The Company is structured as an umbrella partnership REIT, commonly called an UPREIT, and owns substantially all of its assets and conducts substantially all of its business through its operating partnership, STAG Industrial Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”). As of March 31, 2020 and December 31, 2019, the Company owned a 97.5% and 97.5%, respectively, common equity interest in the Operating Partnership. The Company, through its wholly owned subsidiary, is the sole general partner of the Operating Partnership. As used herein, the “Company” refers to STAG Industrial, Inc. and its consolidated subsidiaries and partnerships, including the Operating Partnership, except where context otherwise requires. As of March 31, 2020, the Company owned 456 buildings in 38 states with approximately 91.8 million rentable square feet, consisting of 378 warehouse/distribution buildings, 70 light manufacturing buildings, and eight flex/office buildings. COVID-19 Pandemic Currently, one of the most significant risks and uncertainties facing the Company and the real estate industry generally is the potential adverse effect of the ongoing public health crisis of the novel coronavirus disease (“COVID-19”) pandemic. The extent to which the COVID-19 pandemic impacts the Company’s operations and those of its tenants will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact, and the direct and indirect economic effects of the pandemic and containment measures, among others. Refer to Note 12 for additional information. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Interim Financial Information The accompanying interim financial statements have been presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and with the instructions to Form 10-Q and Regulation S-X for interim financial information. Accordingly, these statements do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, the accompanying interim financial statements include all adjustments, consisting of normal recurring items, necessary for their fair statement in conformity with GAAP. Interim results are not necessarily indicative of results for a full year. The year-end consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the Company’s consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019. Basis of Presentation The Company’s consolidated financial statements include the accounts of the Company, the Operating Partnership, and their subsidiaries. Interests in the Operating Partnership not owned by the Company are referred to as “Noncontrolling Common Units.” These Noncontrolling Common Units are held by other limited partners in the form of common units (“Other Common Units”) and long term incentive plan units (“LTIP units”) issued pursuant to the STAG Industrial, Inc. 2011 Equity Incentive Plan, as amended and restated (the “2011 Plan”). All significant intercompany balances and transactions have been eliminated in the consolidation of entities. The financial statements of the Company are presented on a consolidated basis for all periods presented. New Accounting Standards In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848) . ASU 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the quarter ended March 31, 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur. Restricted Cash The following table presents a reconciliation of cash and cash equivalents and restricted cash reported on the accompanying Consolidated Balance Sheets to amounts reported on the accompanying Consolidated Statements of Cash Flows. Reconciliation of cash and cash equivalents and restricted cash (in thousands) March 31, 2020 December 31, 2019 Cash and cash equivalents $ 324,877 $ 9,041 Restricted cash 16,506 2,823 Total cash and cash equivalents and restricted cash $ 341,383 $ 11,864 Taxes Federal Income Taxes The Company’s taxable REIT subsidiaries recognized net loss of approximately $0 and $12,000 for the three months ended March 31, 2020 and 2019, respectively, which has been included on the accompanying Consolidated Statements of Operations. State and Local Income, Excise, and Franchise Tax State and local income, excise, and franchise taxes in the amount of $0.4 million and $0.2 million have been recorded in other expenses on the accompanying Consolidated Statements of Operations for the three months ended March 31, 2020 and 2019, respectively. Uncertain Tax Positions As of March 31, 2020 and December 31, 2019, there were no liabilities for uncertain tax positions. Concentrations of Credit Risk |
Rental Property
Rental Property | 3 Months Ended |
Mar. 31, 2020 | |
Real Estate [Abstract] | |
Rental Property | Rental Property The following table summarizes the components of rental property as of March 31, 2020 and December 31, 2019. Rental Property (in thousands) March 31, 2020 December 31, 2019 Land $ 443,427 $ 435,923 Buildings, net of accumulated depreciation of $272,953 and $254,458, respectively 2,844,520 2,787,234 Tenant improvements, net of accumulated depreciation of $23,101 and $21,487, respectively 40,442 38,339 Building and land improvements, net of accumulated depreciation of $120,600 and $111,688, respectively 244,045 232,456 Construction in progress 26,737 29,406 Deferred leasing intangibles, net of accumulated amortization of $256,537 and $241,304, respectively 473,610 475,149 Total rental property, net $ 4,072,781 $ 3,998,507 Acquisitions The following table summarizes the acquisitions of the Company during the three months ended March 31, 2020. Market (1) Date Acquired Square Feet Buildings Purchase Price Detroit, MI January 10, 2020 491,049 1 $ 29,543 Rochester, NY January 10, 2020 124,850 1 8,565 Minneapolis/St Paul, MN February 6, 2020 139,875 1 10,460 Sacramento, CA February 6, 2020 160,534 1 18,468 Richmond, VA February 6, 2020 78,128 1 5,481 Milwaukee/Madison, WI February 7, 2020 81,230 1 7,219 Detroit, MI February 11, 2020 311,123 1 23,141 Philadelphia, PA March 9, 2020 78,000 1 6,571 Tulsa, OK March 9, 2020 134,600 1 9,895 Three months ended March 31, 2020 1,599,389 9 $ 119,343 (1) As defined by CoStar Realty Information Inc (“CoStar”). If the building is located outside of a CoStar defined market, the city and state is reflected. The following table summarizes the allocation of the consideration paid at the date of acquisition during the three months ended March 31, 2020 for the acquired assets and liabilities in connection with the acquisitions identified in the table above. Acquired Assets and Liabilities Purchase Price (in thousands) Weighted Average Amortization Period (years) of Intangibles at Acquisition Land $ 9,311 N/A Buildings 84,409 N/A Tenant improvements 1,438 N/A Building and land improvements 4,360 N/A Construction in progress 669 N/A Other assets 450 N/A Deferred leasing intangibles - In-place leases 13,788 7.8 Deferred leasing intangibles - Tenant relationships 6,589 11.1 Deferred leasing intangibles - Above market leases 901 5.5 Deferred leasing intangibles - Below market leases (2,572) 5.4 Total purchase price $ 119,343 The following table summarizes the results of operations for the three months ended March 31, 2020 for the buildings acquired during the three months ended March 31, 2020 included in the Company’s Consolidated Statements of Operations from the date of acquisition. Results of Operations (in thousands) Three months ended March 31, 2020 Total revenue $ 1,942 Net income $ 252 Dispositions During the three months ended March 31, 2020, the Company sold three buildings to third parties comprised of approximately 1.2 million rentable square feet with a net book value of approximately $52.9 million. These buildings contributed approximately $0 and $1.3 million to revenue for the three months ended March 31, 2020 and 2019, respectively. These buildings contributed approximately $(0.1) million and $0.4 million to net income (loss) (exclusive of gain on the sales of rental property, net) for the three months ended March 31, 2020 and 2019, respectively. Net proceeds from the sales of rental property were approximately $99.7 million and the Company recognized the full gain on the sales of rental property, net, of approximately $46.8 million for the three months ended March 31, 2020. Loss on Impairments During the three months ended March 31, 2020, the Company did not recognize any loss on impairments. During the three months ended March 31, 2019, the Company recognized approximately $5.3 million of loss on impairments related to one building. Assets Held for Sale As of March 31, 2020, the related land and building and improvements, net of approximately $0.2 million and $1.0 million, respectively, for one building located in Johnstown, NY was classified as assets held for sale, net on the accompanying Consolidated Balance Sheets. This building did not contribute to revenue for the three months ended March 31, 2020 and 2019, and contributed approximately $40,000 and $44,000 to net loss for the three months ended March 31, 2020 and 2019, respectively. Deferred Leasing Intangibles The following table summarizes the deferred leasing intangibles on the accompanying Consolidated Balance Sheets as of March 31, 2020 and December 31, 2019. March 31, 2020 December 31, 2019 Deferred Leasing Intangibles (in thousands) Gross Accumulated Amortization Net Gross Accumulated Amortization Net Above market leases $ 93,226 $ (34,349) $ 58,877 $ 92,607 $ (32,115) $ 60,492 Other intangible lease assets 636,921 (222,188) 414,733 623,846 (209,189) 414,657 Total deferred leasing intangible assets $ 730,147 $ (256,537) $ 473,610 $ 716,453 $ (241,304) $ 475,149 Below market leases $ 41,141 $ (13,357) $ 27,784 $ 38,802 $ (12,064) $ 26,738 Total deferred leasing intangible liabilities $ 41,141 $ (13,357) $ 27,784 $ 38,802 $ (12,064) $ 26,738 The following table summarizes the amortization expense and the net decrease to rental income for the amortization of deferred leasing intangibles during the three months ended March 31, 2020 and 2019. Three months ended March 31, Deferred Leasing Intangibles Amortization (in thousands) 2020 2019 Net decrease to rental income related to above and below market lease amortization $ 990 $ 967 Amortization expense related to other intangible lease assets $ 20,302 $ 16,814 The following table summarizes the amortization of deferred leasing intangibles over the next five calendar years beginning with 2020 as of March 31, 2020. Year Amortization Expense Related to Other Intangible Lease Assets (in thousands) Net Decrease to Rental Income Related to Above and Below Market Lease Amortization (in thousands) Remainder of 2020 $ 56,849 $ 2,894 2021 $ 65,234 $ 2,770 2022 $ 55,558 $ 2,202 2023 $ 46,998 $ 2,379 2024 $ 38,009 $ 2,687 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | DebtThe following table summarizes the Company’s outstanding indebtedness, including borrowings under the Company’s unsecured credit facility, unsecured term loans, unsecured notes, and mortgage notes as of March 31, 2020 and December 31, 2019. Loan Principal Outstanding as of March 31, 2020 (in thousands) Principal Outstanding as of December 31, 2019 (in thousands) Interest Rate (1)(2) Maturity Date Prepayment Terms (3) Unsecured credit facility: Unsecured Credit Facility (4) $ 225,000 $ 146,000 L + 0.90% January 12, 2024 i Total unsecured credit facility 225,000 146,000 Unsecured term loans: Unsecured Term Loan C (5) 150,000 150,000 2.39 % September 29, 2020 i Unsecured Term Loan B (5) 150,000 150,000 3.05 % March 21, 2021 i Unsecured Term Loan A 150,000 150,000 3.38 % March 31, 2022 i Unsecured Term Loan D 150,000 150,000 2.85 % January 4, 2023 i Unsecured Term Loan E 175,000 175,000 3.92 % January 15, 2024 i Unsecured Term Loan F 200,000 100,000 L + 1.00% January 12, 2025 i Total unsecured term loans 975,000 875,000 Less: Total unamortized deferred financing fees and debt issuance costs (3,299) (3,625) Total carrying value unsecured term loans, net 971,701 871,375 Unsecured notes: Series F Unsecured Notes 100,000 100,000 3.98 % January 5, 2023 ii Series A Unsecured Notes 50,000 50,000 4.98 % October 1, 2024 ii Series D Unsecured Notes 100,000 100,000 4.32 % February 20, 2025 ii Series G Unsecured Notes 75,000 75,000 4.10 % June 13, 2025 ii Series B Unsecured Notes 50,000 50,000 4.98 % July 1, 2026 ii Series C Unsecured Notes 80,000 80,000 4.42 % December 30, 2026 ii Series E Unsecured Notes 20,000 20,000 4.42 % February 20, 2027 ii Series H Unsecured Notes 100,000 100,000 4.27 % June 13, 2028 ii Total unsecured notes 575,000 575,000 Less: Total unamortized deferred financing fees and debt issuance costs (2,018) (2,117) Total carrying value unsecured notes, net 572,982 572,883 Mortgage notes (secured debt): Wells Fargo Bank, National Association CMBS Loan 50,939 51,406 4.31 % December 1, 2022 iii Thrivent Financial for Lutherans 3,649 3,679 4.78 % December 15, 2023 iv Total mortgage notes 54,588 55,085 Add: Total unamortized fair market value premiums 37 39 Less: Total unamortized deferred financing fees and debt issuance costs (336) (369) Total carrying value mortgage notes, net 54,289 54,755 Total / weighted average interest rate (6) $ 1,823,972 $ 1,645,013 3.28 % (1) Interest rate as of March 31, 2020. At March 31, 2020, the one-month LIBOR (“L”) was 0.99288%. The current interest rate is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums. The spread over the applicable rate for the Company’s unsecured credit facility and unsecured term loans is based on the Company’s debt rating, as defined in the respective loan agreements. (2) The unsecured term loans have a stated interest rate of one-month LIBOR plus a spread of 1.0%. As of March 31, 2020, one-month LIBOR for the Unsecured Term Loans A, B, C, D and E was swapped to a fixed rate of 2.38%, 2.05%, 1.39%, 1.85% and 2.92%, respectively. One-month LIBOR for the Unsecured Term Loan F will be swapped to a fixed rate of 2.11% effective July 15, 2020. (3) Prepayment terms consist of (i) pre-payable with no penalty; (ii) pre-payable with penalty; (iii) pre-payable without penalty three months prior to the maturity date, however can be defeased; and (iv) pre-payable without penalty three months prior to the maturity date. (4) The capacity of the unsecured credit facility is $500.0 million. Deferred financing fees and debt issuance costs, net of accumulated amortization related to the unsecured credit facility of approximately $2.2 million and $2.4 million is included in prepaid expenses and other assets on the accompanying Consolidated Balance Sheets as of March 31, 2020 and December 31, 2019, respectively. The maturity date is January 15, 2023, or such later date as may be extended pursuant to two six-month extension options exercisable by the Company in its discretion upon advance written notice. Exercise of each six-month option is subject to the following conditions: (i) absence of a default immediately before the extension and immediately after giving effect to the extension, (ii) accuracy of representations and warranties as of the extension date (both immediately before and after the extension), as if made on the extension date, and (iii) payment of a fee. Neither extension option is subject to lender consent, assuming proper notice and satisfaction of the conditions. (5) Subsequent to March 31, 2020, the Unsecured Term Loan B and Unsecured Term Loan C were repaid in full in connection with the new unsecured term loan agreement entered into on April 17, 2020. Refer to Note 12 for additional details. (6) The weighted average interest rate was calculated using the fixed interest rate swapped on the notional amount of $775.0 million of debt, and is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums. The aggregate undrawn nominal commitment on the unsecured credit facility as of March 31, 2020 was approximately $272.0 million, including issued letters of credit. The Company’s actual borrowing capacity at any given point in time may be less and is restricted to a maximum amount based on the Company’s debt covenant compliance. Total accrued interest for the Company’s indebtedness was approximately $7.7 million and $6.3 million as of March 31, 2020 and December 31, 2019, respectively, and is included in accounts payable, accrued expenses and other liabilities on the accompanying Consolidated Balance Sheets. The following table summarizes the costs included in interest expense related to the Company’s debt arrangements on the accompanying Consolidated Statement of Operations for the three months ended March 31, 2020 and 2019. Three months ended March 31, Costs Included in Interest Expense (in thousands) 2020 2019 Amortization of deferred financing fees and debt issuance costs and fair market value premiums $ 676 $ 618 Facility, unused, and other fees $ 364 $ 383 On March 25, 2020, the Company drew the remaining $100.0 million of the $200.0 million Unsecured Term Loan F that was entered into on July 12, 2019. Financial Covenant Considerations The Company was in compliance with all financial and other covenants as of March 31, 2020 and December 31, 2019 related to its unsecured credit facility, unsecured term loans, unsecured notes, and mortgage notes. The real estate net book value of the properties that are collateral for the Company’s debt arrangements was approximately $84.6 million and $85.5 million at March 31, 2020 and December 31, 2019, respectively, and is limited to senior, property-level secured debt financing arrangements. Fair Value of Debt The following table summarizes the aggregate principal outstanding under the Company’s debt arrangements and the corresponding estimate of fair value as of March 31, 2020 and December 31, 2019. March 31, 2020 December 31, 2019 Indebtedness (in thousands) Principal Outstanding Fair Value Principal Outstanding Fair Value Unsecured credit facility $ 225,000 $ 221,921 $ 146,000 $ 146,000 Unsecured term loans 975,000 962,764 875,000 875,000 Unsecured notes 575,000 574,121 575,000 614,493 Mortgage notes 54,588 53,471 55,085 56,021 Total principal amount 1,829,588 $ 1,812,277 1,651,085 $ 1,691,514 Add: Total unamortized fair market value premiums 37 39 Less: Total unamortized deferred financing fees and debt issuance costs (5,653) (6,111) Total carrying value $ 1,823,972 $ 1,645,013 |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
Mar. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Use of Derivative Financial Instruments | Derivative Financial Instruments Risk Management Objective of Using Derivatives The Company’s use of derivative instruments is limited to the utilization of interest rate swaps to manage interest rate risk exposure on existing and future liabilities and not for speculative purposes. The principal objective of such arrangements is to minimize the risks and related costs associated with the Company’s operating and financial structure. The following table summarizes the Company’s outstanding interest rate swaps as of March 31, 2020. All of the Company’s interest rate swaps are designated as qualifying cash flow hedges. Interest Rate Trade Date Effective Date Notional Amount Fair Value Pay Fixed Interest Rate Receive Variable Interest Rate Maturity Date The Toronto-Dominion Bank Oct-14-2015 Sep-29-2016 $ 25,000 $ (116) 1.3830 % One-month L Sep-29-2020 PNC Bank, N.A. Oct-14-2015 Sep-29-2016 $ 50,000 $ (234) 1.3906 % One-month L Sep-29-2020 Regions Bank Oct-14-2015 Sep-29-2016 $ 35,000 $ (163) 1.3858 % One-month L Sep-29-2020 U.S. Bank, N.A. Oct-14-2015 Sep-29-2016 $ 25,000 $ (118) 1.3950 % One-month L Sep-29-2020 Capital One, N.A. Oct-14-2015 Sep-29-2016 $ 15,000 $ (71) 1.3950 % One-month L Sep-29-2020 Royal Bank of Canada Jan-08-2015 Mar-20-2015 $ 25,000 $ (334) 1.7090 % One-month L Mar-21-2021 The Toronto-Dominion Bank Jan-08-2015 Mar-20-2015 $ 25,000 $ (334) 1.7105 % One-month L Mar-21-2021 The Toronto-Dominion Bank Jan-08-2015 Sep-10-2017 $ 100,000 $ (1,840) 2.2255 % One-month L Mar-21-2021 Wells Fargo, N.A. Jan-08-2015 Mar-20-2015 $ 25,000 $ (775) 1.8280 % One-month L Mar-31-2022 The Toronto-Dominion Bank Jan-08-2015 Feb-14-2020 $ 25,000 $ (1,091) 2.4535 % One-month L Mar-31-2022 Regions Bank Jan-08-2015 Feb-14-2020 $ 50,000 $ (2,204) 2.4750 % One-month L Mar-31-2022 Capital One, N.A. Jan-08-2015 Feb-14-2020 $ 50,000 $ (2,259) 2.5300 % One-month L Mar-31-2022 The Toronto-Dominion Bank Jul-20-2017 Oct-30-2017 $ 25,000 $ (1,077) 1.8485 % One-month L Jan-04-2023 Royal Bank of Canada Jul-20-2017 Oct-30-2017 $ 25,000 $ (1,079) 1.8505 % One-month L Jan-04-2023 Wells Fargo, N.A. Jul-20-2017 Oct-30-2017 $ 25,000 $ (1,079) 1.8505 % One-month L Jan-04-2023 PNC Bank, N.A. Jul-20-2017 Oct-30-2017 $ 25,000 $ (1,077) 1.8485 % One-month L Jan-04-2023 PNC Bank, N.A. Jul-20-2017 Oct-30-2017 $ 50,000 $ (2,154) 1.8475 % One-month L Jan-04-2023 The Toronto-Dominion Bank Jul-24-2018 Jul-26-2019 $ 50,000 $ (4,890) 2.9180 % One-month L Jan-12-2024 PNC Bank, N.A. Jul-24-2018 Jul-26-2019 $ 50,000 $ (4,892) 2.9190 % One-month L Jan-12-2024 Bank of Montreal Jul-24-2018 Jul-26-2019 $ 50,000 $ (4,892) 2.9190 % One-month L Jan-12-2024 U.S. Bank, N.A. Jul-24-2018 Jul-26-2019 $ 25,000 $ (2,446) 2.9190 % One-month L Jan-12-2024 Wells Fargo, N.A. May-02-2019 Jul-15-2020 $ 50,000 $ (4,195) 2.2460 % One-month L Jan-15-2025 U.S. Bank, N.A. May-02-2019 Jul-15-2020 $ 50,000 $ (4,194) 2.2459 % One-month L Jan-15-2025 Regions Bank May-02-2019 Jul-15-2020 $ 50,000 $ (4,195) 2.2459 % One-month L Jan-15-2025 Bank of Montreal Jul-16-2019 Jul-15-2020 $ 50,000 $ (3,005) 1.7165 % One-month L Jan-15-2025 The following table summarizes the fair value of the interest rate swaps outstanding as of March 31, 2020 and December 31, 2019. Balance Sheet Line Item (in thousands) Notional Amount March 31, 2020 Fair Value March 31, 2020 Notional Amount December 31, 2019 Fair Value December 31, 2019 Interest rate swaps-Asset $ — $ — $ 250,000 $ 303 Interest rate swaps-Liability $ 975,000 $ (48,714) $ 850,000 $ (18,819) Cash Flow Hedges of Interest Rate Risk The Company’s objectives in using interest rate swaps are to add stability to interest expense and to manage its exposure to interest rate movements. For derivatives designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in accumulated other comprehensive income (loss) and subsequently reclassified into interest expense in the same periods during which the hedged transaction affects earnings. Amounts reported in accumulated other comprehensive income (loss) related to derivatives designated as qualifying cash flow hedges will be reclassified to interest expense as interest payments are made on the Company’s variable rate debt. The Company estimates that approximately $15.9 million will be reclassified from accumulated other comprehensive loss as an increase to interest expense over the next 12 months. The following table summarizes the effect of cash flow hedge accounting and the location in the consolidated financial statements for the three months ended March 31, 2020 and 2019. Three months ended March 31, Effect of Cash Flow Hedge Accounting (in thousands) 2020 2019 Loss recognized in accumulated other comprehensive loss on interest rate swaps $ 31,087 $ 5,856 Income (loss) reclassified from accumulated other comprehensive loss into income as interest expense $ (896) $ 1,122 Total interest expense presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded $ 14,864 $ 12,834 Credit-risk-related Contingent Features The Company has agreements with each of its derivative counterparties that contain a provision where the Company could be declared in default on its derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to the Company’s default on the indebtedness. As of March 31, 2020, the Company had not breached the provisions of these agreements and had not posted any collateral related to these agreements. If the Company had breached any of these provisions at March 31, 2020, it could have been required to settle its obligations under the agreement of the interest rate swaps in a net liability position by counterparty plus accrued interest for approximately $49.4 million. Fair Value of Interest Rate Swaps The Company’s valuation of the interest rate swaps is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs including interest rate curves. The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees. Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties. However, as of March 31, 2020 and December 31, 2019, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. The following table summarizes the Company’s financial instruments that are accounted for at fair value on a recurring basis as of March 31, 2020 and December 31, 2019. Fair Value Measurements as of March 31, 2020 Using Balance Sheet Line Item (in thousands) Fair Value March 31, 2020 Level 1 Level 2 Level 3 Interest rate swaps-Asset $ — $ — $ — $ — Interest rate swaps-Liability $ (48,714) $ — $ (48,714) $ — Fair Value Measurements as of December 31, 2019 Using Balance Sheet Line Item (in thousands) Fair Value December 31, 2019 Level 1 Level 2 Level 3 Interest rate swaps-Asset $ 303 $ — $ 303 $ — Interest rate swaps-Liability $ (18,819) $ — $ (18,819) $ — |
Equity
Equity | 3 Months Ended |
Mar. 31, 2020 | |
Stockholders' Equity Note [Abstract] | |
Equity | Equity Preferred Stock The following table summarizes the Company’s outstanding preferred stock issuances as of March 31, 2020. Preferred Stock Issuances Issuance Date Number of Shares Liquidation Value Per Share Interest Rate 6.875% Series C Cumulative Redeemable Preferred Stock ("Series C Preferred Stock") March 17, 2016 3,000,000 $ 25.00 6.875 % The following tables summarize the dividends attributable to the Company’s outstanding preferred stock issuances during the three months ended March 31, 2020 and the year ended December 31, 2019. Quarter Ended 2020 Declaration Date Series C Payment Date March 31 January 8, 2020 $ 0.4296875 March 31, 2020 Total $ 0.4296875 Quarter Ended 2019 Declaration Date Series C Payment Date December 31 October 15, 2019 $ 0.4296875 December 31, 2019 September 30 July 15, 2019 0.4296875 September 30, 2019 June 30 April 9, 2019 0.4296875 July 1, 2019 March 31 January 10, 2019 0.4296875 April 1, 2019 Total $ 1.7187500 On April 9, 2020, the Company’s board of directors declared the Series C Preferred Stock dividends for the quarter ending June 30, 2020 at a quarterly rate of $0.4296875 per share. Common Stock The following table summarizes the terms of the Company’s at-the market (“ATM”) common stock offering program as of March 31, 2020. ATM Common Stock Offering Program Date Maximum Aggregate Offering Price (in thousands) Aggregate Common Stock Available as of March 31, 2020 (in thousands) 2019 $600 million ATM February 14, 2019 $ 600,000 $ 318,248 The table below summarizes the activity under the ATM common stock offering program during the year ended December 31, 2019 (in thousands, except share data). There was no activity under the ATM common stock offering program during the three months ended March 31, 2020. Year ended December 31, 2019 ATM Common Stock Offering Program Shares Weighted Average Price Per Share Net 2019 $600 million ATM 9,711,706 $ 29.01 $ 279,156 Total/weighted average 9,711,706 $ 29.01 $ 279,156 On January 13, 2020, the Company completed an underwritten public offering of an aggregate 10,062,500 shares of common stock at a price to the underwriters of $30.9022 per share, consisting of (i) 5,600,000 shares offered directly by the Company and (ii) 4,462,500 shares offered by the forward dealer in connection with certain forward sale agreements (including 1,312,500 shares offered pursuant to the underwriters’ option to purchase additional shares, which option was exercised in full). The offering closed on January 16, 2020 and the Company received net proceeds from the sale of shares offered directly by the Company of approximately $173.1 million. Subject to the Company’s right to elect cash or net share settlement, the Company has the ability to settle the forward sales agreements at any time through scheduled maturity date of the forward sale agreements of January 13, 2021. The following tables summarize the dividends attributable to the Company’s outstanding shares of common stock that were declared during the three months ended March 31, 2020 and the year ended December 31, 2019. Month Ended 2020 Declaration Date Record Date Per Share Payment Date March 31 January 8, 2020 March 31, 2020 $ 0.12 April 15, 2020 February 29 January 8, 2020 February 28, 2020 0.12 March 16, 2020 January 31 January 8, 2020 January 31, 2020 0.12 February 18, 2020 Total $ 0.36 Month Ended 2019 Declaration Date Record Date Per Share Payment Date December 31 October 15, 2019 December 31, 2019 $ 0.119167 January 15, 2020 November 30 October 15, 2019 November 29, 2019 0.119167 December 16, 2019 October 31 October 15, 2019 October 31, 2019 0.119167 November 15, 2019 September 30 July 15, 2019 September 30, 2019 0.119167 October 15, 2019 August 31 July 15, 2019 August 30, 2019 0.119167 September 16, 2019 July 31 July 15, 2019 July 31, 2019 0.119167 August 15, 2019 June 30 April 9, 2019 June 28, 2019 0.119167 July 15, 2019 May 31 April 9, 2019 May 31, 2019 0.119167 June 17, 2019 April 30 April 9, 2019 April 30, 2019 0.119167 May 15, 2019 March 31 January 10, 2019 March 29, 2019 0.119167 April 15, 2019 February 28 January 10, 2019 February 28, 2019 0.119167 March 15, 2019 January 31 January 10, 2019 January 31, 2019 0.119167 February 15, 2019 Total $ 1.430004 On April 9, 2020, the Company’s board of directors declared the common stock dividends for the months ending April 30, 2020, May 31, 2020, and June 30, 2020 at a monthly rate of $0.12 per share of common stock. Restricted Shares of Common Stock Restricted shares of common stock granted on February 13, 2020 and January 8, 2020 to certain employees of the Company, subject to the recipient’s continued employment, will vest in four equal installments on January 1 of each year beginning in 2021. Refer to Note 8 for a discussion of the restricted shares of common stock granted on January 8, 2020 pursuant to the January 6, 2017 performance units. The following table summarizes activity related to the Company’s unvested restricted shares of common stock for the three months ended March 31, 2020 and the year ended December 31, 2019. Unvested Restricted Shares of Common Stock Shares Balance at December 31, 2018 190,462 Granted 110,830 (1) Vested (101,109) (2) Forfeited (7,138) Balance at December 31, 2019 193,045 Granted 75,419 (1) Vested (78,010) (2) Forfeited (542) Balance at March 31, 2020 189,912 (1) The fair value per share on the grant date of February 13, 2020, January 8, 2020, and January 7, 2019 was $32.64, $31.49, and $24.85, respectively. (2) The Company repurchased and retired 33,119 and 28,504 restricted shares of common stock that vested during the three months ended March 31, 2020 and the year ended December 31, 2019, respectively. The weighted average grant date fair value of unvested restricted shares of common stock was $24.38 per share at January 1, 2020, $31.60 per share granted during the three months ended March 31, 2020, $23.11 per share vested during the three months ended March 31, 2020, $24.85 per share forfeited during the three months ended March 31, 2020, and $27.77 per share at March 31, 2020. The unrecognized compensation expense associated with the Company’s restricted shares of common stock at March 31, 2020 was approximately $4.7 million and is expected to be recognized over a weighted average period of approximately 2.9 years. The following table summarizes the fair value at vesting for the restricted shares of common stock that vested during the three months ended March 31, 2020 and 2019. Three months ended March 31, Vested Restricted Shares of Common Stock 2020 2019 Vested restricted shares of common stock 78,010 78,431 Fair value of vested restricted shares of common stock (in thousands) $ 2,463 $ 1,951 |
Noncontrolling Interest
Noncontrolling Interest | 3 Months Ended |
Mar. 31, 2020 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interest | Noncontrolling Interest The following table summarizes the activity for noncontrolling interest in the Company for the three months ended March 31, 2020 and the year ended December 31, 2019. Noncontrolling Interest LTIP Units Other Total Noncontrolling Interest Balance at December 31, 2018 1,616,200 2,453,234 4,069,434 3.5 % Granted/Issued 364,173 — 364,173 N/A Forfeited (16,618) — (16,618) N/A Conversions from LTIP units to Other Common Units (266,397) 266,397 — N/A Redemptions from Other Common Units to common stock — (680,137) (680,137) N/A Balance at December 31, 2019 1,697,358 2,039,494 3,736,852 2.5 % Granted/Issued 278,806 — 278,806 N/A Forfeited — — — N/A Conversions from LTIP units to Other Common Units (197,775) 197,775 — N/A Redemptions from Other Common Units to common stock — (219,390) (219,390) N/A Balance at March 31, 2020 1,778,389 2,017,879 3,796,268 2.5 % The weighted average grant date fair value of outstanding LTIP units was $21.64 per unit at January 1, 2020, $29.47 per unit granted during the three months ended March 31, 2020, $18.72 per unit converted during the three months ended March 31, 2020, and $23.19 per unit at March 31, 2020. LTIP Units LTIP units granted on January 8, 2020 to non-employee, independent directors, subject to the recipient’s continued service, will vest on January 1, 2021. LTIP units granted on January 8, 2020 to certain senior executive officers and senior employees, subject to the recipient’s continued employment, will vest quarterly over four years, with the first vesting date having been March 31, 2020. Refer to Note 8 for a discussion of the LTIP units granted on January 8, 2020 pursuant to the January 6, 2017 performance units. The fair value of the LTIP units at the date of grant was determined by a lattice-binomial option-pricing model based on a Monte Carlo simulation. The fair value of the LTIP units are based on Level 3 inputs and are non-recurring fair value measurements. The following table summarizes the assumptions used in valuing such LTIP units granted during the three months ended March 31, 2020 (excluding those LTIP units granted pursuant to the January 6, 2017 performance units; refer to Note 8 for details). LTIP Units Assumptions Grant date January 8, 2020 Expected term (years) 10 Expected volatility 18.0 % Expected dividend yield 5.75 % Risk-free interest rate 1.61 % Fair value of LTIP units at issuance (in thousands) $ 4,030 LTIP units at issuance 136,741 Fair value unit price per LTIP unit at issuance $ 29.47 The following table summarizes activity related to the Company’s unvested LTIP units for the three months ended March 31, 2020 and the year ended December 31, 2019. Unvested LTIP Units LTIP Units Balance at December 31, 2018 251,216 Granted 364,173 Vested (371,423) Forfeited (16,618) Balance at December 31, 2019 227,348 Granted 278,806 Vested (130,187) Forfeited — Balance at March 31, 2020 375,967 The weighted average grant date fair value of unvested LTIP units was $23.37 per unit at January 1, 2020, $29.47 per unit granted during the three months ended March 31, 2020, $27.37 per unit vested during the three months ended March 31, 2020, and $26.51 per unit at March 31, 2020. The unrecognized compensation expense associated with the Company’s LTIP units at March 31, 2020 was approximately $7.5 million and is expected to be recognized over a weighted average period of approximately 2.6 years. The following table summarizes the fair value at vesting for the LTIP units that vested during the three months ended March 31, 2020 and 2019. Three months ended March 31, Vested LTIP units 2020 2019 Vested LTIP units 130,187 157,689 Fair value of vested LTIP units (in thousands) $ 3,861 $ 4,063 |
Equity Incentive Plan
Equity Incentive Plan | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Incentive Plan | Equity Incentive Plan On January 8, 2020, the Company granted performance units approved by the compensation committee of the board of directors under the 2011 Plan to certain key employees of the Company. The terms of the performance units granted on January 8, 2020 are substantially the same as the terms of the performance units granted on January 7, 2019, except that the measuring period commenced on January 1, 2020 and ends on December 31, 2022. The fair value of the performance units at the date of grant was determined by a lattice-binomial option-pricing model based on a Monte Carlo simulation. The fair value of the performance units are based on Level 3 inputs and are non-recurring fair value measurements. The performance unit equity compensation expense is recognized ratably from the grant date into earnings over the vesting period. The following table summarizes the assumptions used in valuing the performance units granted during the three months ended March 31, 2020. Performance Units Assumptions Grant date January 8, 2020 Expected volatility 17.4 % Expected dividend yield 5.75 % Risk-free interest rate 1.59 % Fair value of performance units grant (in thousands) $ 5,389 On December 31, 2019 the measuring period pursuant to the January 6, 2017 performance units concluded and it was determined that the Company’s total stockholder return exceeded the threshold percentage and return hurdle. The compensation committee of the board of directors approved the issuance of 76,096 vested LTIP units and 46,376 vested shares of common stock to the participants (of which 18,241 shares of common stock were repurchased and retired), which were issued on January 8, 2020. The compensation committee of the board of directors also approved the issuance of 65,969 LTIP units and 3,398 restricted shares of common stock that will vest on December 31, 2020, which were issued on January 8, 2020. The unrecognized compensation expense associated with the Company’s performance units at March 31, 2020 was approximately $10.0 million and is expected to be recognized over a weighted average period of approximately 2.2 years. Non-cash Compensation Expense The following table summarizes the amount recorded in general and administrative expenses in the accompanying Consolidated Statements of Operations for the amortization of restricted shares of common stock, LTIP units, performance units, and the Company’s director compensation for the three months ended March 31, 2020 and 2019. Three months ended March 31, Non-Cash Compensation Expense (in thousands) 2020 2019 Restricted shares of common stock $ 467 $ 427 LTIP units 964 887 Performance units 1,307 859 Director compensation (1) 114 105 Total non-cash compensation expense $ 2,852 $ 2,278 (1) All of the Company’s independent directors elected to receive shares of common stock in lieu of cash for their service during the three months ended March 31, 2020 and 2019. The number of shares of common stock granted is calculated based on the trailing ten days average common stock price ending on the third business day preceding the grant date. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Leases | Leases Lessor Leases The Company has operating leases in which it is the lessor for its rental property. Certain leases contain variable lease payments based upon changes in the Consumer Price Index (“CPI”). Certain leases contain options to renew or terminate the lease, and options for the lessee to purchase the rental property, all of which are predominately at the sole discretion of the lessee. The following table summarizes the components of rental income recognized during the three months ended March 31, 2020 and 2019 included in the accompanying Consolidated Statements of Operations. Three months ended March 31, Rental Income (in thousands) 2020 2019 Fixed lease payments $ 90,396 $ 72,117 Variable lease payments 25,006 22,181 Straight-line rental income 3,927 2,284 Net decrease to rental income related to above and below market lease amortization (990) (967) Total rental income $ 118,339 $ 95,615 As of March 31, 2020 and December 31, 2019, the Company had accrued rental income of approximately $48.3 million and $44.3 million, respectively, included in tenant accounts receivable on the accompanying Consolidated Balance Sheets. As of March 31, 2020 and December 31, 2019, the Company had approximately $28.2 million and $22.6 million, respectively, of total lease security deposits available in the form of existing letters of credit, which are not reflected on the accompanying Consolidated Balance Sheets. As of March 31, 2020 and December 31, 2019, the Company had approximately $0.7 million and $0.7 million, respectively, of lease security deposits available in cash, which are included in restricted cash on the accompanying Consolidated Balance Sheets. The Company’s remaining lease security deposits are commingled in cash and cash equivalents. These funds may be used to settle tenant accounts receivables in the event of a default under the related lease. As of March 31, 2020 and December 31, 2019, the Company’s total liability associated with these lease security deposits was approximately $9.9 million and $9.8 million, respectively, and is included in tenant prepaid rent and security deposits on the accompanying Consolidated Balance Sheets. The Company estimates that billings for real estate taxes, which are the responsibility of certain tenants under the terms of their leases and are not reflected on the Company’s consolidated financial statements, was approximately $4.8 million and $3.9 million for the three months ended March 31, 2020 and 2019, respectively. These amounts would have been the maximum real estate tax expense of the Company, excluding any penalties or interest, had the tenants not met their contractual obligations for these periods. The following table summarizes the maturity of fixed lease payments under the Company’s leases as of March 31, 2020. Year Maturity of Fixed Lease Payments (in thousands) Remainder of 2020 $ 273,733 2021 $ 333,967 2022 $ 297,877 2023 $ 256,251 2024 $ 212,829 Thereafter $ 798,803 Lessee Leases The Company has operating leases in which it is the lessee for ground leases and its corporate office lease. These leases have remaining lease terms of approximately 6.3 years to 46.8 years. Certain ground leases contain options to extend the leases for five years to 20 years, all of which are reasonably certain to be exercised, and are included in the computation of the Company’s right-of-use assets and operating lease liabilities. The following table summarizes supplemental information related to operating lease right-of-use assets and operating lease liabilities recognized in the Company’s Consolidated Balance Sheets as of March 31, 2020 and December 31, 2019. Operating Lease Term and Discount Rate March 31, 2020 December 31, 2019 Weighted average remaining lease term (years) 27.1 36.0 Weighted average discount rate 6.8 % 7.1 % The following table summarizes the operating lease cost recognized during the three months ended March 31, 2020 and 2019 included in the Company’s Consolidated Statements of Operations. Three months ended March 31, Operating Lease Cost (in thousands) 2020 2019 Operating lease cost included in property expense attributable to ground leases $ 331 $ 331 Operating lease cost included in general and administrative expense attributable to corporate office lease 318 266 Total operating lease cost $ 649 $ 597 The following table summarizes supplemental cash flow information related to operating leases recognized during the three months ended March 31, 2020 and 2019 in the Company’s Consolidated Statements of Cash Flows. Three months ended March 31, Operating Leases (in thousands) 2020 2019 Cash paid for amounts included in the measurement of lease liabilities (operating cash flows) $ 571 $ 569 Right-of-use assets obtained in exchange for new lease liabilities $ 7,718 $ — The following table summarizes the maturity of operating lease liabilities under the Company’s ground leases and corporate office lease as of March 31, 2020. Year Maturity of Operating Lease Liabilities (1) (in thousands) Remainder of 2020 $ 1,723 2021 2,102 2022 2,975 2023 3,021 2024 3,064 Thereafter 50,017 Total lease payments 62,902 Less: Imputed interest (38,438) Present value of operating lease liabilities $ 24,464 (1) Operating lease liabilities do not include estimates of CPI rent changes required by certain ground lease agreements. Therefore, actual payments may differ than those presented. |
Leases | Leases Lessor Leases The Company has operating leases in which it is the lessor for its rental property. Certain leases contain variable lease payments based upon changes in the Consumer Price Index (“CPI”). Certain leases contain options to renew or terminate the lease, and options for the lessee to purchase the rental property, all of which are predominately at the sole discretion of the lessee. The following table summarizes the components of rental income recognized during the three months ended March 31, 2020 and 2019 included in the accompanying Consolidated Statements of Operations. Three months ended March 31, Rental Income (in thousands) 2020 2019 Fixed lease payments $ 90,396 $ 72,117 Variable lease payments 25,006 22,181 Straight-line rental income 3,927 2,284 Net decrease to rental income related to above and below market lease amortization (990) (967) Total rental income $ 118,339 $ 95,615 As of March 31, 2020 and December 31, 2019, the Company had accrued rental income of approximately $48.3 million and $44.3 million, respectively, included in tenant accounts receivable on the accompanying Consolidated Balance Sheets. As of March 31, 2020 and December 31, 2019, the Company had approximately $28.2 million and $22.6 million, respectively, of total lease security deposits available in the form of existing letters of credit, which are not reflected on the accompanying Consolidated Balance Sheets. As of March 31, 2020 and December 31, 2019, the Company had approximately $0.7 million and $0.7 million, respectively, of lease security deposits available in cash, which are included in restricted cash on the accompanying Consolidated Balance Sheets. The Company’s remaining lease security deposits are commingled in cash and cash equivalents. These funds may be used to settle tenant accounts receivables in the event of a default under the related lease. As of March 31, 2020 and December 31, 2019, the Company’s total liability associated with these lease security deposits was approximately $9.9 million and $9.8 million, respectively, and is included in tenant prepaid rent and security deposits on the accompanying Consolidated Balance Sheets. The Company estimates that billings for real estate taxes, which are the responsibility of certain tenants under the terms of their leases and are not reflected on the Company’s consolidated financial statements, was approximately $4.8 million and $3.9 million for the three months ended March 31, 2020 and 2019, respectively. These amounts would have been the maximum real estate tax expense of the Company, excluding any penalties or interest, had the tenants not met their contractual obligations for these periods. The following table summarizes the maturity of fixed lease payments under the Company’s leases as of March 31, 2020. Year Maturity of Fixed Lease Payments (in thousands) Remainder of 2020 $ 273,733 2021 $ 333,967 2022 $ 297,877 2023 $ 256,251 2024 $ 212,829 Thereafter $ 798,803 Lessee Leases The Company has operating leases in which it is the lessee for ground leases and its corporate office lease. These leases have remaining lease terms of approximately 6.3 years to 46.8 years. Certain ground leases contain options to extend the leases for five years to 20 years, all of which are reasonably certain to be exercised, and are included in the computation of the Company’s right-of-use assets and operating lease liabilities. The following table summarizes supplemental information related to operating lease right-of-use assets and operating lease liabilities recognized in the Company’s Consolidated Balance Sheets as of March 31, 2020 and December 31, 2019. Operating Lease Term and Discount Rate March 31, 2020 December 31, 2019 Weighted average remaining lease term (years) 27.1 36.0 Weighted average discount rate 6.8 % 7.1 % The following table summarizes the operating lease cost recognized during the three months ended March 31, 2020 and 2019 included in the Company’s Consolidated Statements of Operations. Three months ended March 31, Operating Lease Cost (in thousands) 2020 2019 Operating lease cost included in property expense attributable to ground leases $ 331 $ 331 Operating lease cost included in general and administrative expense attributable to corporate office lease 318 266 Total operating lease cost $ 649 $ 597 The following table summarizes supplemental cash flow information related to operating leases recognized during the three months ended March 31, 2020 and 2019 in the Company’s Consolidated Statements of Cash Flows. Three months ended March 31, Operating Leases (in thousands) 2020 2019 Cash paid for amounts included in the measurement of lease liabilities (operating cash flows) $ 571 $ 569 Right-of-use assets obtained in exchange for new lease liabilities $ 7,718 $ — The following table summarizes the maturity of operating lease liabilities under the Company’s ground leases and corporate office lease as of March 31, 2020. Year Maturity of Operating Lease Liabilities (1) (in thousands) Remainder of 2020 $ 1,723 2021 2,102 2022 2,975 2023 3,021 2024 3,064 Thereafter 50,017 Total lease payments 62,902 Less: Imputed interest (38,438) Present value of operating lease liabilities $ 24,464 (1) Operating lease liabilities do not include estimates of CPI rent changes required by certain ground lease agreements. Therefore, actual payments may differ than those presented. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share During the three months ended March 31, 2020 and 2019, there were 181,747 and 213,856, respectively, of unvested restricted shares of common stock on a weighted average basis that were considered participating securities. The following table reconciles the numerators and denominators in the computation of basic and diluted earnings per common share for the three months ended March 31, 2020 and 2019. Three months ended March 31, Earnings Per Share (in thousands, except per share data) 2020 2019 Numerator Net income attributable to common stockholders $ 62,072 $ 5,807 Denominator Weighted average common shares outstanding — basic 147,570 114,721 Effect of dilutive securities (1) Share-based compensation 86 272 Shares issuable under forward sales agreements — — Weighted average common shares outstanding — diluted 147,656 114,993 Net income per share — basic and diluted Net income per share attributable to common stockholders — basic $ 0.42 $ 0.05 Net income per share attributable to common stockholders — diluted $ 0.42 $ 0.05 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and ContingenciesThe Company is subject to various legal proceedings and claims that arise in the ordinary course of business. These matters are generally covered by insurance subject to deductible requirements. Management believes that the ultimate settlement of these actions will not have a material adverse effect on the Company’s financial position, results of operations, or cash flows.The Company has letters of credit of approximately $3.0 million as of March 31, 2020 related to construction projects and certain other agreements. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The following non-recognized subsequent events were noted. On April 17, 2020, the Company entered into a $300.0 million unsecured term loan agreement. In connection with the new unsecured term loan agreement, the $150.0 million Unsecured Term Loan B and the $150.0 million Unsecured Term Loan C were repaid in full. The new unsecured term loan bears a current interest rate of LIBOR plus a spread of 1.5% based on the Company’s debt rating, as defined in the loan agreement, and subject to a minimum rate for LIBOR of 0.25%. The new unsecured term loan matures on April 16, 2021, subject to two one year extension options at the Company's discretion, and subject to certain conditions (other than lender discretion) such as the absence of default and the payment of an extension fee. On April 20, 2020, the Company entered into four interest rate swaps with a total notional amount of $300.0 million which fix LIBOR at 0.27725% on the new unsecured term loan. The interest rate swaps do not cover the interest rate floor. As a result, the Company’s effective interest rate will be 1.77725% plus the amount, if any, by which LIBOR is below 0.25%. The interest rate swaps become effective on September 29, 2020 and March 19, 2021 upon the maturity of the interest rate swaps previously designated to the Unsecured Term Loan B and Unsecured Term Loan C and mature on April 18, 2023. COVID-19 Pandemic The Company is closely monitoring the impact of the COVID-19 pandemic on all aspects of its business, including how the pandemic will impact its tenants and business partners. While the Company did not incur significant disruptions from the COVID-19 pandemic during the three months ended March 31, 2020, a number of the Company’s tenants have recently requested rent deferral or rent abatement as a result of the pandemic, and therefore, the Company is unable to predict the impact that the pandemic will have on its financial condition, results of operations and cash flows due to numerous uncertainties. The Company is evaluating each tenant rent relief request on an individual basis, considering a number of factors. Not all tenant requests will ultimately result in modified agreements, nor is the Company forgoing its contractual rights under its lease agreements. The extent to which the COVID-19 pandemic impacts the Company’s operations and those of its tenants will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact, and the direct and indirect economic effects of the pandemic and containment measures, among others. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Quarterly Financial Information | Interim Financial Information The accompanying interim financial statements have been presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and with the instructions to Form 10-Q and Regulation S-X for interim financial information. Accordingly, these statements do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, the accompanying interim financial statements include all adjustments, consisting of normal recurring items, necessary for their fair statement in conformity with GAAP. Interim results are not necessarily indicative of results for a full year. The year-end consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the Company’s consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019. |
Basis of Presentation | Basis of Presentation The Company’s consolidated financial statements include the accounts of the Company, the Operating Partnership, and their subsidiaries. Interests in the Operating Partnership not owned by the Company are referred to as “Noncontrolling Common Units.” These Noncontrolling Common Units are held by other limited partners in the form of common units (“Other Common Units”) and long term incentive plan units (“LTIP units”) issued pursuant to the STAG Industrial, Inc. 2011 Equity Incentive Plan, as amended and restated (the “2011 Plan”). All significant intercompany balances and transactions have been eliminated in the consolidation of entities. The financial statements of the Company are presented on a consolidated basis for all periods presented. |
New Accounting Pronouncements | New Accounting Standards In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848) . ASU 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the quarter ended March 31, 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Cash, Cash Equivalents and Restricted Cash (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Cash, Cash Equivalents and Restricted Cash | The following table presents a reconciliation of cash and cash equivalents and restricted cash reported on the accompanying Consolidated Balance Sheets to amounts reported on the accompanying Consolidated Statements of Cash Flows. Reconciliation of cash and cash equivalents and restricted cash (in thousands) March 31, 2020 December 31, 2019 Cash and cash equivalents $ 324,877 $ 9,041 Restricted cash 16,506 2,823 Total cash and cash equivalents and restricted cash $ 341,383 $ 11,864 |
Rental Property (Tables)
Rental Property (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Real Estate [Abstract] | |
Schedule of components of rental property | The following table summarizes the components of rental property as of March 31, 2020 and December 31, 2019. Rental Property (in thousands) March 31, 2020 December 31, 2019 Land $ 443,427 $ 435,923 Buildings, net of accumulated depreciation of $272,953 and $254,458, respectively 2,844,520 2,787,234 Tenant improvements, net of accumulated depreciation of $23,101 and $21,487, respectively 40,442 38,339 Building and land improvements, net of accumulated depreciation of $120,600 and $111,688, respectively 244,045 232,456 Construction in progress 26,737 29,406 Deferred leasing intangibles, net of accumulated amortization of $256,537 and $241,304, respectively 473,610 475,149 Total rental property, net $ 4,072,781 $ 3,998,507 |
Schedule of real estate properties acquired | The following table summarizes the acquisitions of the Company during the three months ended March 31, 2020. Market (1) Date Acquired Square Feet Buildings Purchase Price Detroit, MI January 10, 2020 491,049 1 $ 29,543 Rochester, NY January 10, 2020 124,850 1 8,565 Minneapolis/St Paul, MN February 6, 2020 139,875 1 10,460 Sacramento, CA February 6, 2020 160,534 1 18,468 Richmond, VA February 6, 2020 78,128 1 5,481 Milwaukee/Madison, WI February 7, 2020 81,230 1 7,219 Detroit, MI February 11, 2020 311,123 1 23,141 Philadelphia, PA March 9, 2020 78,000 1 6,571 Tulsa, OK March 9, 2020 134,600 1 9,895 Three months ended March 31, 2020 1,599,389 9 $ 119,343 (1) As defined by CoStar Realty Information Inc (“CoStar”). If the building is located outside of a CoStar defined market, the city and state is reflected. |
Summary of allocation of the consideration paid for the acquired assets and liabilities in connection with the acquisition of buildings at the date of acquisition | The following table summarizes the allocation of the consideration paid at the date of acquisition during the three months ended March 31, 2020 for the acquired assets and liabilities in connection with the acquisitions identified in the table above. Acquired Assets and Liabilities Purchase Price (in thousands) Weighted Average Amortization Period (years) of Intangibles at Acquisition Land $ 9,311 N/A Buildings 84,409 N/A Tenant improvements 1,438 N/A Building and land improvements 4,360 N/A Construction in progress 669 N/A Other assets 450 N/A Deferred leasing intangibles - In-place leases 13,788 7.8 Deferred leasing intangibles - Tenant relationships 6,589 11.1 Deferred leasing intangibles - Above market leases 901 5.5 Deferred leasing intangibles - Below market leases (2,572) 5.4 Total purchase price $ 119,343 |
Schedule of pro forma information for acquired properties | The following table summarizes the results of operations for the three months ended March 31, 2020 for the buildings acquired during the three months ended March 31, 2020 included in the Company’s Consolidated Statements of Operations from the date of acquisition. Results of Operations (in thousands) Three months ended March 31, 2020 Total revenue $ 1,942 Net income $ 252 |
Schedule of Finite-Lived Intangible Assets and Below Market Leases | The following table summarizes the deferred leasing intangibles on the accompanying Consolidated Balance Sheets as of March 31, 2020 and December 31, 2019. March 31, 2020 December 31, 2019 Deferred Leasing Intangibles (in thousands) Gross Accumulated Amortization Net Gross Accumulated Amortization Net Above market leases $ 93,226 $ (34,349) $ 58,877 $ 92,607 $ (32,115) $ 60,492 Other intangible lease assets 636,921 (222,188) 414,733 623,846 (209,189) 414,657 Total deferred leasing intangible assets $ 730,147 $ (256,537) $ 473,610 $ 716,453 $ (241,304) $ 475,149 Below market leases $ 41,141 $ (13,357) $ 27,784 $ 38,802 $ (12,064) $ 26,738 Total deferred leasing intangible liabilities $ 41,141 $ (13,357) $ 27,784 $ 38,802 $ (12,064) $ 26,738 The following table summarizes the amortization expense and the net decrease to rental income for the amortization of deferred leasing intangibles during the three months ended March 31, 2020 and 2019. Three months ended March 31, Deferred Leasing Intangibles Amortization (in thousands) 2020 2019 Net decrease to rental income related to above and below market lease amortization $ 990 $ 967 Amortization expense related to other intangible lease assets $ 20,302 $ 16,814 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The following table summarizes the amortization of deferred leasing intangibles over the next five calendar years beginning with 2020 as of March 31, 2020. Year Amortization Expense Related to Other Intangible Lease Assets (in thousands) Net Decrease to Rental Income Related to Above and Below Market Lease Amortization (in thousands) Remainder of 2020 $ 56,849 $ 2,894 2021 $ 65,234 $ 2,770 2022 $ 55,558 $ 2,202 2023 $ 46,998 $ 2,379 2024 $ 38,009 $ 2,687 |
Below Market Lease, Future Amortization Income | The following table summarizes the amortization of deferred leasing intangibles over the next five calendar years beginning with 2020 as of March 31, 2020. Year Amortization Expense Related to Other Intangible Lease Assets (in thousands) Net Decrease to Rental Income Related to Above and Below Market Lease Amortization (in thousands) Remainder of 2020 $ 56,849 $ 2,894 2021 $ 65,234 $ 2,770 2022 $ 55,558 $ 2,202 2023 $ 46,998 $ 2,379 2024 $ 38,009 $ 2,687 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Summary of the mortgage notes payable, unsecured term loans and credit facility | The following table summarizes the Company’s outstanding indebtedness, including borrowings under the Company’s unsecured credit facility, unsecured term loans, unsecured notes, and mortgage notes as of March 31, 2020 and December 31, 2019. Loan Principal Outstanding as of March 31, 2020 (in thousands) Principal Outstanding as of December 31, 2019 (in thousands) Interest Rate (1)(2) Maturity Date Prepayment Terms (3) Unsecured credit facility: Unsecured Credit Facility (4) $ 225,000 $ 146,000 L + 0.90% January 12, 2024 i Total unsecured credit facility 225,000 146,000 Unsecured term loans: Unsecured Term Loan C (5) 150,000 150,000 2.39 % September 29, 2020 i Unsecured Term Loan B (5) 150,000 150,000 3.05 % March 21, 2021 i Unsecured Term Loan A 150,000 150,000 3.38 % March 31, 2022 i Unsecured Term Loan D 150,000 150,000 2.85 % January 4, 2023 i Unsecured Term Loan E 175,000 175,000 3.92 % January 15, 2024 i Unsecured Term Loan F 200,000 100,000 L + 1.00% January 12, 2025 i Total unsecured term loans 975,000 875,000 Less: Total unamortized deferred financing fees and debt issuance costs (3,299) (3,625) Total carrying value unsecured term loans, net 971,701 871,375 Unsecured notes: Series F Unsecured Notes 100,000 100,000 3.98 % January 5, 2023 ii Series A Unsecured Notes 50,000 50,000 4.98 % October 1, 2024 ii Series D Unsecured Notes 100,000 100,000 4.32 % February 20, 2025 ii Series G Unsecured Notes 75,000 75,000 4.10 % June 13, 2025 ii Series B Unsecured Notes 50,000 50,000 4.98 % July 1, 2026 ii Series C Unsecured Notes 80,000 80,000 4.42 % December 30, 2026 ii Series E Unsecured Notes 20,000 20,000 4.42 % February 20, 2027 ii Series H Unsecured Notes 100,000 100,000 4.27 % June 13, 2028 ii Total unsecured notes 575,000 575,000 Less: Total unamortized deferred financing fees and debt issuance costs (2,018) (2,117) Total carrying value unsecured notes, net 572,982 572,883 Mortgage notes (secured debt): Wells Fargo Bank, National Association CMBS Loan 50,939 51,406 4.31 % December 1, 2022 iii Thrivent Financial for Lutherans 3,649 3,679 4.78 % December 15, 2023 iv Total mortgage notes 54,588 55,085 Add: Total unamortized fair market value premiums 37 39 Less: Total unamortized deferred financing fees and debt issuance costs (336) (369) Total carrying value mortgage notes, net 54,289 54,755 Total / weighted average interest rate (6) $ 1,823,972 $ 1,645,013 3.28 % (1) Interest rate as of March 31, 2020. At March 31, 2020, the one-month LIBOR (“L”) was 0.99288%. The current interest rate is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums. The spread over the applicable rate for the Company’s unsecured credit facility and unsecured term loans is based on the Company’s debt rating, as defined in the respective loan agreements. (2) The unsecured term loans have a stated interest rate of one-month LIBOR plus a spread of 1.0%. As of March 31, 2020, one-month LIBOR for the Unsecured Term Loans A, B, C, D and E was swapped to a fixed rate of 2.38%, 2.05%, 1.39%, 1.85% and 2.92%, respectively. One-month LIBOR for the Unsecured Term Loan F will be swapped to a fixed rate of 2.11% effective July 15, 2020. (3) Prepayment terms consist of (i) pre-payable with no penalty; (ii) pre-payable with penalty; (iii) pre-payable without penalty three months prior to the maturity date, however can be defeased; and (iv) pre-payable without penalty three months prior to the maturity date. (4) The capacity of the unsecured credit facility is $500.0 million. Deferred financing fees and debt issuance costs, net of accumulated amortization related to the unsecured credit facility of approximately $2.2 million and $2.4 million is included in prepaid expenses and other assets on the accompanying Consolidated Balance Sheets as of March 31, 2020 and December 31, 2019, respectively. The maturity date is January 15, 2023, or such later date as may be extended pursuant to two six-month extension options exercisable by the Company in its discretion upon advance written notice. Exercise of each six-month option is subject to the following conditions: (i) absence of a default immediately before the extension and immediately after giving effect to the extension, (ii) accuracy of representations and warranties as of the extension date (both immediately before and after the extension), as if made on the extension date, and (iii) payment of a fee. Neither extension option is subject to lender consent, assuming proper notice and satisfaction of the conditions. (5) Subsequent to March 31, 2020, the Unsecured Term Loan B and Unsecured Term Loan C were repaid in full in connection with the new unsecured term loan agreement entered into on April 17, 2020. Refer to Note 12 for additional details. (6) The weighted average interest rate was calculated using the fixed interest rate swapped on the notional amount of $775.0 million of debt, and is not adjusted to include the amortization of deferred financing fees or debt issuance costs incurred in obtaining debt or any unamortized fair market value premiums. |
Interest Income and Interest Expense Disclosure [Table Text Block] | The following table summarizes the costs included in interest expense related to the Company’s debt arrangements on the accompanying Consolidated Statement of Operations for the three months ended March 31, 2020 and 2019. Three months ended March 31, Costs Included in Interest Expense (in thousands) 2020 2019 Amortization of deferred financing fees and debt issuance costs and fair market value premiums $ 676 $ 618 Facility, unused, and other fees $ 364 $ 383 |
Schedule of aggregate carrying value of the debt and the corresponding estimate of fair value | The following table summarizes the aggregate principal outstanding under the Company’s debt arrangements and the corresponding estimate of fair value as of March 31, 2020 and December 31, 2019. March 31, 2020 December 31, 2019 Indebtedness (in thousands) Principal Outstanding Fair Value Principal Outstanding Fair Value Unsecured credit facility $ 225,000 $ 221,921 $ 146,000 $ 146,000 Unsecured term loans 975,000 962,764 875,000 875,000 Unsecured notes 575,000 574,121 575,000 614,493 Mortgage notes 54,588 53,471 55,085 56,021 Total principal amount 1,829,588 $ 1,812,277 1,651,085 $ 1,691,514 Add: Total unamortized fair market value premiums 37 39 Less: Total unamortized deferred financing fees and debt issuance costs (5,653) (6,111) Total carrying value $ 1,823,972 $ 1,645,013 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments [Table Text Block] | The following table summarizes the Company’s outstanding interest rate swaps as of March 31, 2020. All of the Company’s interest rate swaps are designated as qualifying cash flow hedges. Interest Rate Trade Date Effective Date Notional Amount Fair Value Pay Fixed Interest Rate Receive Variable Interest Rate Maturity Date The Toronto-Dominion Bank Oct-14-2015 Sep-29-2016 $ 25,000 $ (116) 1.3830 % One-month L Sep-29-2020 PNC Bank, N.A. Oct-14-2015 Sep-29-2016 $ 50,000 $ (234) 1.3906 % One-month L Sep-29-2020 Regions Bank Oct-14-2015 Sep-29-2016 $ 35,000 $ (163) 1.3858 % One-month L Sep-29-2020 U.S. Bank, N.A. Oct-14-2015 Sep-29-2016 $ 25,000 $ (118) 1.3950 % One-month L Sep-29-2020 Capital One, N.A. Oct-14-2015 Sep-29-2016 $ 15,000 $ (71) 1.3950 % One-month L Sep-29-2020 Royal Bank of Canada Jan-08-2015 Mar-20-2015 $ 25,000 $ (334) 1.7090 % One-month L Mar-21-2021 The Toronto-Dominion Bank Jan-08-2015 Mar-20-2015 $ 25,000 $ (334) 1.7105 % One-month L Mar-21-2021 The Toronto-Dominion Bank Jan-08-2015 Sep-10-2017 $ 100,000 $ (1,840) 2.2255 % One-month L Mar-21-2021 Wells Fargo, N.A. Jan-08-2015 Mar-20-2015 $ 25,000 $ (775) 1.8280 % One-month L Mar-31-2022 The Toronto-Dominion Bank Jan-08-2015 Feb-14-2020 $ 25,000 $ (1,091) 2.4535 % One-month L Mar-31-2022 Regions Bank Jan-08-2015 Feb-14-2020 $ 50,000 $ (2,204) 2.4750 % One-month L Mar-31-2022 Capital One, N.A. Jan-08-2015 Feb-14-2020 $ 50,000 $ (2,259) 2.5300 % One-month L Mar-31-2022 The Toronto-Dominion Bank Jul-20-2017 Oct-30-2017 $ 25,000 $ (1,077) 1.8485 % One-month L Jan-04-2023 Royal Bank of Canada Jul-20-2017 Oct-30-2017 $ 25,000 $ (1,079) 1.8505 % One-month L Jan-04-2023 Wells Fargo, N.A. Jul-20-2017 Oct-30-2017 $ 25,000 $ (1,079) 1.8505 % One-month L Jan-04-2023 PNC Bank, N.A. Jul-20-2017 Oct-30-2017 $ 25,000 $ (1,077) 1.8485 % One-month L Jan-04-2023 PNC Bank, N.A. Jul-20-2017 Oct-30-2017 $ 50,000 $ (2,154) 1.8475 % One-month L Jan-04-2023 The Toronto-Dominion Bank Jul-24-2018 Jul-26-2019 $ 50,000 $ (4,890) 2.9180 % One-month L Jan-12-2024 PNC Bank, N.A. Jul-24-2018 Jul-26-2019 $ 50,000 $ (4,892) 2.9190 % One-month L Jan-12-2024 Bank of Montreal Jul-24-2018 Jul-26-2019 $ 50,000 $ (4,892) 2.9190 % One-month L Jan-12-2024 U.S. Bank, N.A. Jul-24-2018 Jul-26-2019 $ 25,000 $ (2,446) 2.9190 % One-month L Jan-12-2024 Wells Fargo, N.A. May-02-2019 Jul-15-2020 $ 50,000 $ (4,195) 2.2460 % One-month L Jan-15-2025 U.S. Bank, N.A. May-02-2019 Jul-15-2020 $ 50,000 $ (4,194) 2.2459 % One-month L Jan-15-2025 Regions Bank May-02-2019 Jul-15-2020 $ 50,000 $ (4,195) 2.2459 % One-month L Jan-15-2025 Bank of Montreal Jul-16-2019 Jul-15-2020 $ 50,000 $ (3,005) 1.7165 % One-month L Jan-15-2025 |
Schedule of interest rate swaps | The following table summarizes the fair value of the interest rate swaps outstanding as of March 31, 2020 and December 31, 2019. Balance Sheet Line Item (in thousands) Notional Amount March 31, 2020 Fair Value March 31, 2020 Notional Amount December 31, 2019 Fair Value December 31, 2019 Interest rate swaps-Asset $ — $ — $ 250,000 $ 303 Interest rate swaps-Liability $ 975,000 $ (48,714) $ 850,000 $ (18,819) |
Schedule of the location in the financial statements of the gain or loss recognized on interest rate swaps | The following table summarizes the effect of cash flow hedge accounting and the location in the consolidated financial statements for the three months ended March 31, 2020 and 2019. Three months ended March 31, Effect of Cash Flow Hedge Accounting (in thousands) 2020 2019 Loss recognized in accumulated other comprehensive loss on interest rate swaps $ 31,087 $ 5,856 Income (loss) reclassified from accumulated other comprehensive loss into income as interest expense $ (896) $ 1,122 Total interest expense presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded $ 14,864 $ 12,834 |
Schedule of financial instruments accounted for at fair value on a recurring basis | The following table summarizes the Company’s financial instruments that are accounted for at fair value on a recurring basis as of March 31, 2020 and December 31, 2019. Fair Value Measurements as of March 31, 2020 Using Balance Sheet Line Item (in thousands) Fair Value March 31, 2020 Level 1 Level 2 Level 3 Interest rate swaps-Asset $ — $ — $ — $ — Interest rate swaps-Liability $ (48,714) $ — $ (48,714) $ — Fair Value Measurements as of December 31, 2019 Using Balance Sheet Line Item (in thousands) Fair Value December 31, 2019 Level 1 Level 2 Level 3 Interest rate swaps-Asset $ 303 $ — $ 303 $ — Interest rate swaps-Liability $ (18,819) $ — $ (18,819) $ — |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Stock by Class | The following table summarizes the Company’s outstanding preferred stock issuances as of March 31, 2020. Preferred Stock Issuances Issuance Date Number of Shares Liquidation Value Per Share Interest Rate 6.875% Series C Cumulative Redeemable Preferred Stock ("Series C Preferred Stock") March 17, 2016 3,000,000 $ 25.00 6.875 % |
Dividends Declared [Table Text Block] | The following tables summarize the dividends attributable to the Company’s outstanding preferred stock issuances during the three months ended March 31, 2020 and the year ended December 31, 2019. Quarter Ended 2020 Declaration Date Series C Payment Date March 31 January 8, 2020 $ 0.4296875 March 31, 2020 Total $ 0.4296875 Quarter Ended 2019 Declaration Date Series C Payment Date December 31 October 15, 2019 $ 0.4296875 December 31, 2019 September 30 July 15, 2019 0.4296875 September 30, 2019 June 30 April 9, 2019 0.4296875 July 1, 2019 March 31 January 10, 2019 0.4296875 April 1, 2019 Total $ 1.7187500 |
Schedule of stock sale activity | The following table summarizes the terms of the Company’s at-the market (“ATM”) common stock offering program as of March 31, 2020. ATM Common Stock Offering Program Date Maximum Aggregate Offering Price (in thousands) Aggregate Common Stock Available as of March 31, 2020 (in thousands) 2019 $600 million ATM February 14, 2019 $ 600,000 $ 318,248 The table below summarizes the activity under the ATM common stock offering program during the year ended December 31, 2019 (in thousands, except share data). There was no activity under the ATM common stock offering program during the three months ended March 31, 2020. Year ended December 31, 2019 ATM Common Stock Offering Program Shares Weighted Average Price Per Share Net 2019 $600 million ATM 9,711,706 $ 29.01 $ 279,156 Total/weighted average 9,711,706 $ 29.01 $ 279,156 On January 13, 2020, the Company completed an underwritten public offering of an aggregate 10,062,500 shares of common stock at a price to the underwriters of $30.9022 per share, consisting of (i) 5,600,000 shares offered directly by the Company and (ii) 4,462,500 shares offered by the forward dealer in connection with certain forward sale agreements (including 1,312,500 shares offered pursuant to the underwriters’ option to purchase additional shares, which option was exercised in full). The offering closed on January 16, 2020 and the Company received net proceeds from the sale of shares offered directly by the Company of approximately $173.1 million. Subject to the Company’s right to elect cash or net share settlement, the Company has the ability to settle the forward sales agreements at any time through scheduled maturity date of the forward sale agreements of January 13, 2021. |
Common Stock Dividends Declared [Table Text Block] | The following tables summarize the dividends attributable to the Company’s outstanding shares of common stock that were declared during the three months ended March 31, 2020 and the year ended December 31, 2019. Month Ended 2020 Declaration Date Record Date Per Share Payment Date March 31 January 8, 2020 March 31, 2020 $ 0.12 April 15, 2020 February 29 January 8, 2020 February 28, 2020 0.12 March 16, 2020 January 31 January 8, 2020 January 31, 2020 0.12 February 18, 2020 Total $ 0.36 Month Ended 2019 Declaration Date Record Date Per Share Payment Date December 31 October 15, 2019 December 31, 2019 $ 0.119167 January 15, 2020 November 30 October 15, 2019 November 29, 2019 0.119167 December 16, 2019 October 31 October 15, 2019 October 31, 2019 0.119167 November 15, 2019 September 30 July 15, 2019 September 30, 2019 0.119167 October 15, 2019 August 31 July 15, 2019 August 30, 2019 0.119167 September 16, 2019 July 31 July 15, 2019 July 31, 2019 0.119167 August 15, 2019 June 30 April 9, 2019 June 28, 2019 0.119167 July 15, 2019 May 31 April 9, 2019 May 31, 2019 0.119167 June 17, 2019 April 30 April 9, 2019 April 30, 2019 0.119167 May 15, 2019 March 31 January 10, 2019 March 29, 2019 0.119167 April 15, 2019 February 28 January 10, 2019 February 28, 2019 0.119167 March 15, 2019 January 31 January 10, 2019 January 31, 2019 0.119167 February 15, 2019 Total $ 1.430004 |
Schedule of activity related to unvested restricted stock awards | The following table summarizes activity related to the Company’s unvested restricted shares of common stock for the three months ended March 31, 2020 and the year ended December 31, 2019. Unvested Restricted Shares of Common Stock Shares Balance at December 31, 2018 190,462 Granted 110,830 (1) Vested (101,109) (2) Forfeited (7,138) Balance at December 31, 2019 193,045 Granted 75,419 (1) Vested (78,010) (2) Forfeited (542) Balance at March 31, 2020 189,912 (1) The fair value per share on the grant date of February 13, 2020, January 8, 2020, and January 7, 2019 was $32.64, $31.49, and $24.85, respectively. (2) The Company repurchased and retired 33,119 and 28,504 restricted shares of common stock that vested during the three months ended March 31, 2020 and the year ended December 31, 2019, respectively. |
Schedule of vested restricted shares of common stock activity | The following table summarizes the fair value at vesting for the restricted shares of common stock that vested during the three months ended March 31, 2020 and 2019. Three months ended March 31, Vested Restricted Shares of Common Stock 2020 2019 Vested restricted shares of common stock 78,010 78,431 Fair value of vested restricted shares of common stock (in thousands) $ 2,463 $ 1,951 |
Noncontrolling Interest (Tables
Noncontrolling Interest (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling interest activity | The following table summarizes the activity for noncontrolling interest in the Company for the three months ended March 31, 2020 and the year ended December 31, 2019. Noncontrolling Interest LTIP Units Other Total Noncontrolling Interest Balance at December 31, 2018 1,616,200 2,453,234 4,069,434 3.5 % Granted/Issued 364,173 — 364,173 N/A Forfeited (16,618) — (16,618) N/A Conversions from LTIP units to Other Common Units (266,397) 266,397 — N/A Redemptions from Other Common Units to common stock — (680,137) (680,137) N/A Balance at December 31, 2019 1,697,358 2,039,494 3,736,852 2.5 % Granted/Issued 278,806 — 278,806 N/A Forfeited — — — N/A Conversions from LTIP units to Other Common Units (197,775) 197,775 — N/A Redemptions from Other Common Units to common stock — (219,390) (219,390) N/A Balance at March 31, 2020 1,778,389 2,017,879 3,796,268 2.5 % |
Schedule of share-based payment award, LTIP unit awards, valuation assumptions | The following table summarizes the assumptions used in valuing such LTIP units granted during the three months ended March 31, 2020 (excluding those LTIP units granted pursuant to the January 6, 2017 performance units; refer to Note 8 for details). LTIP Units Assumptions Grant date January 8, 2020 Expected term (years) 10 Expected volatility 18.0 % Expected dividend yield 5.75 % Risk-free interest rate 1.61 % Fair value of LTIP units at issuance (in thousands) $ 4,030 LTIP units at issuance 136,741 Fair value unit price per LTIP unit at issuance $ 29.47 |
Schedule of activity related to unvested LTIP unit awards | The following table summarizes activity related to the Company’s unvested LTIP units for the three months ended March 31, 2020 and the year ended December 31, 2019. Unvested LTIP Units LTIP Units Balance at December 31, 2018 251,216 Granted 364,173 Vested (371,423) Forfeited (16,618) Balance at December 31, 2019 227,348 Granted 278,806 Vested (130,187) Forfeited — Balance at March 31, 2020 375,967 |
Schedule of vested LTIP unit award activity | The following table summarizes the fair value at vesting for the LTIP units that vested during the three months ended March 31, 2020 and 2019. Three months ended March 31, Vested LTIP units 2020 2019 Vested LTIP units 130,187 157,689 Fair value of vested LTIP units (in thousands) $ 3,861 $ 4,063 |
Equity Incentive Plan (Tables)
Equity Incentive Plan (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of share-based payment award, performance unit awards, valuation assumptions | The following table summarizes the assumptions used in valuing the performance units granted during the three months ended March 31, 2020. Performance Units Assumptions Grant date January 8, 2020 Expected volatility 17.4 % Expected dividend yield 5.75 % Risk-free interest rate 1.59 % Fair value of performance units grant (in thousands) $ 5,389 |
Summary of Equity Compensation Expense | The following table summarizes the amount recorded in general and administrative expenses in the accompanying Consolidated Statements of Operations for the amortization of restricted shares of common stock, LTIP units, performance units, and the Company’s director compensation for the three months ended March 31, 2020 and 2019. Three months ended March 31, Non-Cash Compensation Expense (in thousands) 2020 2019 Restricted shares of common stock $ 467 $ 427 LTIP units 964 887 Performance units 1,307 859 Director compensation (1) 114 105 Total non-cash compensation expense $ 2,852 $ 2,278 (1) All of the Company’s independent directors elected to receive shares of common stock in lieu of cash for their service during the three months ended March 31, 2020 and 2019. The number of shares of common stock granted is calculated based on the trailing ten days average common stock price ending on the third business day preceding the grant date. |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Operating Lease, Lease Income [Table Text Block] | The following table summarizes the components of rental income recognized during the three months ended March 31, 2020 and 2019 included in the accompanying Consolidated Statements of Operations. Three months ended March 31, Rental Income (in thousands) 2020 2019 Fixed lease payments $ 90,396 $ 72,117 Variable lease payments 25,006 22,181 Straight-line rental income 3,927 2,284 Net decrease to rental income related to above and below market lease amortization (990) (967) Total rental income $ 118,339 $ 95,615 |
Lessor, Operating Lease, Payments to be Received, Maturity | The following table summarizes the maturity of fixed lease payments under the Company’s leases as of March 31, 2020. Year Maturity of Fixed Lease Payments (in thousands) Remainder of 2020 $ 273,733 2021 $ 333,967 2022 $ 297,877 2023 $ 256,251 2024 $ 212,829 Thereafter $ 798,803 |
Lease, Cost [Table Text Block] | The following table summarizes supplemental information related to operating lease right-of-use assets and operating lease liabilities recognized in the Company’s Consolidated Balance Sheets as of March 31, 2020 and December 31, 2019. Operating Lease Term and Discount Rate March 31, 2020 December 31, 2019 Weighted average remaining lease term (years) 27.1 36.0 Weighted average discount rate 6.8 % 7.1 % The following table summarizes the operating lease cost recognized during the three months ended March 31, 2020 and 2019 included in the Company’s Consolidated Statements of Operations. Three months ended March 31, Operating Lease Cost (in thousands) 2020 2019 Operating lease cost included in property expense attributable to ground leases $ 331 $ 331 Operating lease cost included in general and administrative expense attributable to corporate office lease 318 266 Total operating lease cost $ 649 $ 597 The following table summarizes supplemental cash flow information related to operating leases recognized during the three months ended March 31, 2020 and 2019 in the Company’s Consolidated Statements of Cash Flows. Three months ended March 31, Operating Leases (in thousands) 2020 2019 Cash paid for amounts included in the measurement of lease liabilities (operating cash flows) $ 571 $ 569 Right-of-use assets obtained in exchange for new lease liabilities $ 7,718 $ — |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | The following table summarizes the maturity of operating lease liabilities under the Company’s ground leases and corporate office lease as of March 31, 2020. Year Maturity of Operating Lease Liabilities (1) (in thousands) Remainder of 2020 $ 1,723 2021 2,102 2022 2,975 2023 3,021 2024 3,064 Thereafter 50,017 Total lease payments 62,902 Less: Imputed interest (38,438) Present value of operating lease liabilities $ 24,464 (1) Operating lease liabilities do not include estimates of CPI rent changes required by certain ground lease agreements. Therefore, actual payments may differ than those presented. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of computation of basic and diluted earnings per common share | The following table reconciles the numerators and denominators in the computation of basic and diluted earnings per common share for the three months ended March 31, 2020 and 2019. Three months ended March 31, Earnings Per Share (in thousands, except per share data) 2020 2019 Numerator Net income attributable to common stockholders $ 62,072 $ 5,807 Denominator Weighted average common shares outstanding — basic 147,570 114,721 Effect of dilutive securities (1) Share-based compensation 86 272 Shares issuable under forward sales agreements — — Weighted average common shares outstanding — diluted 147,656 114,993 Net income per share — basic and diluted Net income per share attributable to common stockholders — basic $ 0.42 $ 0.05 Net income per share attributable to common stockholders — diluted $ 0.42 $ 0.05 |
Organization and Description _2
Organization and Description of Business (Details) ft² in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020ft²buildingstate | Dec. 31, 2019 | |
Real Estate Properties [Line Items] | ||
Number of properties | 456 | |
Number of states in which the entity owned buildings | state | 38 | |
Area (in square feet) | ft² | 91.8 | |
STAG Industrial, Inc. [Member] | ||
Real Estate Properties [Line Items] | ||
Ownership interest in Operating Partnership (as a percent) | 97.50% | 97.50% |
Warehouse - Distribution buildings | ||
Real Estate Properties [Line Items] | ||
Number of properties | 378 | |
Light Manufacturing buildings | ||
Real Estate Properties [Line Items] | ||
Number of properties | 70 | |
Flex/Office Buildings | ||
Real Estate Properties [Line Items] | ||
Number of properties | 8 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 324,877 | $ 9,041 | ||
Restricted cash | 16,506 | 2,823 | ||
Cash and cash equivalents and restricted cash—end of period | $ 341,383 | $ 11,864 | $ 12,308 | $ 22,542 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Taxes (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Business Acquisition [Line Items] | |||
Net income | $ 65,038,000 | $ 7,389,000 | |
State and local income, excise and franchise taxes | 400,000 | 200,000 | |
Liabilities for uncertain tax positions | 0 | $ 0 | |
Real Estate Investment Trust | |||
Business Acquisition [Line Items] | |||
Net income | $ 0 | $ (12,000) |
Rental Property - Summary (Deta
Rental Property - Summary (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Property Subject to or Available for Operating Lease [Line Items] | ||
Rental property, net | $ 4,072,781 | $ 3,998,507 |
Deferred leasing intangible assets, accumulated amortization | 256,537 | 241,304 |
Land | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Rental property, net | 443,427 | 435,923 |
Buildings, net of accumulated depreciation of $272,953 and $254,458, respectively | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Rental property, net | 2,844,520 | 2,787,234 |
Rental property, accumulated depreciation | 272,953 | 254,458 |
Tenant improvements, net of accumulated depreciation of $23,101 and $21,487, respectively | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Rental property, net | 40,442 | 38,339 |
Rental property, accumulated depreciation | 23,101 | 21,487 |
Building and land improvements, net of accumulated depreciation of $120,600 and $111,688, respectively | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Rental property, net | 244,045 | 232,456 |
Rental property, accumulated depreciation | 120,600 | 111,688 |
Construction in progress | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Rental property, net | 26,737 | 29,406 |
Deferred leasing intangibles, net of accumulated amortization of $256,537 and $241,304, respectively | ||
Property Subject to or Available for Operating Lease [Line Items] | ||
Rental property, net | $ 473,610 | $ 475,149 |
Rental Property - Acquisitions
Rental Property - Acquisitions (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($)ft²building | |
Business Acquisition [Line Items] | |
Area (in square feet) | 91,800,000 |
Acquisitions 2020 | |
Business Acquisition [Line Items] | |
Area (in square feet) | 1,599,389 |
Number of Buildings Acquired | building | 9 |
Business Combination, Consideration Transferred | $ | $ 119,343 |
Canton, MI - 1-10-20 | |
Business Acquisition [Line Items] | |
Area (in square feet) | 491,049 |
Number of Buildings Acquired | building | 1 |
Business Combination, Consideration Transferred | $ | $ 29,543 |
Rochester, NY - 1-10-20 | |
Business Acquisition [Line Items] | |
Area (in square feet) | 124,850 |
Number of Buildings Acquired | building | 1 |
Business Combination, Consideration Transferred | $ | $ 8,565 |
Hudson, WI - 2-6-20 | |
Business Acquisition [Line Items] | |
Area (in square feet) | 139,875 |
Number of Buildings Acquired | building | 1 |
Business Combination, Consideration Transferred | $ | $ 10,460 |
McClellan, CA - 2-6-20 | |
Business Acquisition [Line Items] | |
Area (in square feet) | 160,534 |
Number of Buildings Acquired | building | 1 |
Business Combination, Consideration Transferred | $ | $ 18,468 |
Richmond, VA - 2-6-20 | |
Business Acquisition [Line Items] | |
Area (in square feet) | 78,128 |
Number of Buildings Acquired | building | 1 |
Business Combination, Consideration Transferred | $ | $ 5,481 |
Muskego, WI - 2-7-20 | |
Business Acquisition [Line Items] | |
Area (in square feet) | 81,230 |
Number of Buildings Acquired | building | 1 |
Business Combination, Consideration Transferred | $ | $ 7,219 |
Warren, MI - 2-11-20 | |
Business Acquisition [Line Items] | |
Area (in square feet) | 311,123 |
Number of Buildings Acquired | building | 1 |
Business Combination, Consideration Transferred | $ | $ 23,141 |
Langhorne, PA - 3-9-20 | |
Business Acquisition [Line Items] | |
Area (in square feet) | 78,000 |
Number of Buildings Acquired | building | 1 |
Business Combination, Consideration Transferred | $ | $ 6,571 |
Tulsa, OK - 3-9-20 | |
Business Acquisition [Line Items] | |
Area (in square feet) | 134,600 |
Number of Buildings Acquired | building | 1 |
Business Combination, Consideration Transferred | $ | $ 9,895 |
Rental Property - Acquisition_2
Rental Property - Acquisitions - Allocation of Consideration (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Allocation of the consideration paid for the acquired assets and liabilities | |
Land | $ 9,311 |
Buildings | 84,409 |
Tenant improvements | 1,438 |
Building and land improvements | 4,360 |
Other assets | 450 |
Total purchase price | 119,343 |
Construction in progress | |
Allocation of the consideration paid for the acquired assets and liabilities | |
Construction in progress | 669 |
In-place leases | |
Allocation of the consideration paid for the acquired assets and liabilities | |
Deferred leasing intangibles | $ (13,788) |
Weighted average amortization period of lease intangibles | 7 years 9 months 18 days |
Tenant relationships | |
Allocation of the consideration paid for the acquired assets and liabilities | |
Deferred leasing intangibles | $ (6,589) |
Weighted average amortization period of lease intangibles | 11 years 1 month 6 days |
Above market leases | |
Allocation of the consideration paid for the acquired assets and liabilities | |
Deferred leasing intangibles | $ (901) |
Weighted average amortization period of lease intangibles | 5 years 6 months |
Below market leases | |
Allocation of the consideration paid for the acquired assets and liabilities | |
Deferred leasing intangibles | $ 2,572 |
Weighted average amortization period of lease intangibles | 5 years 4 months 24 days |
Rental Property - Acquisition_3
Rental Property - Acquisitions - Results of Operations (Details) - Acquisitions 2020 $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Business Acquisition [Line Items] | |
Revenue | $ 1,942 |
Net income (loss) | $ 252 |
Rental Property - Disposals (De
Rental Property - Disposals (Details) ft² in Millions | 3 Months Ended | ||
Mar. 31, 2020USD ($)ft²building | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Number of buildings disposed | building | 456 | ||
Area (in square feet) | ft² | 91.8 | ||
Carrying value of property sold | $ 4,072,781,000 | $ 3,998,507,000 | |
Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Number of buildings disposed | building | 3 | ||
Area (in square feet) | ft² | 1.2 | ||
Carrying value of property sold | $ 52,900,000 | ||
Contribution to revenue | 0 | $ 1,300,000 | |
Disposal Group, Including Discontinued Operation, Operating Income (Loss) | (100,000) | $ 400,000 | |
Net proceeds from sales of rental property | 99,700,000 | ||
Gain (Loss) on Sale | $ 46,800,000 |
Rental Property - Loss on Impai
Rental Property - Loss on Impairments (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2019USD ($)building | |
Real Estate [Abstract] | |
Impairment of Real Estate | $ | $ 5.3 |
Number of Buildings Impaired | building | 1 |
Rental Property - Held for Sale
Rental Property - Held for Sale (Details) | 3 Months Ended | ||
Mar. 31, 2020USD ($)building | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($) | |
Long Lived Assets Held-for-sale [Line Items] | |||
Real Estate Held-for-sale | $ 1,157,000 | $ 43,019,000 | |
Number of properties | building | 456 | ||
Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | |||
Long Lived Assets Held-for-sale [Line Items] | |||
Number of properties | building | 1 | ||
Disposal Group, Including Discontinued Operation, Operating Income (Loss) | $ (40,000) | $ (44,000) | |
Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | Land [Member] | |||
Long Lived Assets Held-for-sale [Line Items] | |||
Real Estate Held-for-sale | 200,000 | ||
Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | Building and Building Improvements [Member] | |||
Long Lived Assets Held-for-sale [Line Items] | |||
Real Estate Held-for-sale | $ 1,000,000 |
Rental Property - Deferred Leas
Rental Property - Deferred Leasing Intangibles (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | |||
Deferred leasing intangibles, gross | $ 730,147 | $ 716,453 | |
Deferred leasing intangibles assets, accumulated amortization | (256,537) | (241,304) | |
Deferred leasing intangibles, net | 473,610 | 475,149 | |
Below market lease, gross | 41,141 | 38,802 | |
Below market lease, accumulated amortization | (13,357) | (12,064) | |
Below market lease, net | 27,784 | 26,738 | |
Net decrease to rental income related to above and below market lease amortization | 990 | $ 967 | |
Above market leases | |||
Finite-Lived Intangible Assets [Line Items] | |||
Deferred leasing intangibles, gross | 93,226 | 92,607 | |
Deferred leasing intangibles assets, accumulated amortization | (34,349) | (32,115) | |
Deferred leasing intangibles, net | 58,877 | 60,492 | |
Other intangible lease assets | |||
Finite-Lived Intangible Assets [Line Items] | |||
Deferred leasing intangibles, gross | 636,921 | 623,846 | |
Deferred leasing intangibles assets, accumulated amortization | (222,188) | (209,189) | |
Deferred leasing intangibles, net | 414,733 | $ 414,657 | |
Amortization expense related to other intangible lease assets | 20,302 | $ 16,814 | |
Estimated Net Amortization of In-Place Leases, Leasing Commissions and Tenant Relationships | |||
Remainder of 2020 | 56,849 | ||
2021 | 65,234 | ||
2022 | 55,558 | ||
2023 | 46,998 | ||
2024 | 38,009 | ||
Net decrease to rental income related to above and below market lease amortization | |||
Estimated Net Amortization of In-Place Leases, Leasing Commissions and Tenant Relationships | |||
Remainder of 2020 | 2,894 | ||
2021 | 2,770 | ||
2022 | 2,202 | ||
2023 | 2,379 | ||
2024 | $ 2,687 |
Debt - Summary (Details)
Debt - Summary (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 1,829,588 | $ 1,651,085 |
Unamortized debt issuance costs | (5,653) | (6,111) |
Unamortized fair market value premium | 37 | 39 |
Principal outstanding | $ 1,823,972 | 1,645,013 |
Weighted average interest rate | 3.28% | |
Interest Rate Swaps | ||
Debt Instrument [Line Items] | ||
Derivative notional amount swapped | $ 775,000 | |
London Interbank Offered Rate (LIBOR) [Member] | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 0.99288% | |
Unsecured Credit Facility | ||
Debt Instrument [Line Items] | ||
Principal outstanding | $ 225,000 | 146,000 |
Debt Instrument, Maturity Date | Jan. 12, 2024 | |
Maximum borrowing capacity | $ 500,000 | |
Unsecured Credit Facility | Prepaid Expenses and Other Assets | ||
Debt Instrument [Line Items] | ||
Unamortized debt issuance costs | $ (2,200) | (2,400) |
Unsecured Credit Facility | London Interbank Offered Rate (LIBOR) [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 0.90% | |
Unsecured Term Loans | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 975,000 | 875,000 |
Unamortized debt issuance costs | (3,299) | (3,625) |
Principal outstanding | 971,701 | 871,375 |
Unsecured Term Loans | $150 Million Wells Fargo Unsecured Term Loan C | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 150,000 | 150,000 |
Debt Instrument, Interest Rate, Effective Percentage | 2.39% | |
Debt Instrument, Maturity Date | Sep. 29, 2020 | |
Fixed Interest Rate (as a percent) | 1.39% | |
Unsecured Term Loans | $150 Million Wells Fargo Unsecured Term Loan B | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 150,000 | 150,000 |
Debt Instrument, Interest Rate, Effective Percentage | 3.05% | |
Debt Instrument, Maturity Date | Mar. 21, 2021 | |
Fixed Interest Rate (as a percent) | 2.05% | |
Unsecured Term Loans | $150 Million Wells Fargo Unsecured Term Loan A | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 150,000 | 150,000 |
Debt Instrument, Interest Rate, Effective Percentage | 3.38% | |
Debt Instrument, Maturity Date | Mar. 31, 2022 | |
Fixed Interest Rate (as a percent) | 2.38% | |
Unsecured Term Loans | $150 Million Unsecured Term Loan D [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 150,000 | 150,000 |
Debt Instrument, Interest Rate, Effective Percentage | 2.85% | |
Debt Instrument, Maturity Date | Jan. 4, 2023 | |
Fixed Interest Rate (as a percent) | 1.85% | |
Unsecured Term Loans | $175 Million Unsecured Term Loan E [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 175,000 | 175,000 |
Debt Instrument, Interest Rate, Effective Percentage | 3.92% | |
Debt Instrument, Maturity Date | Jan. 15, 2024 | |
Fixed Interest Rate (as a percent) | 2.92% | |
Unsecured Term Loans | $200 Million Unsecured Term Loan F [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 200,000 | 100,000 |
Debt Instrument, Maturity Date | Jan. 12, 2025 | |
Fixed Interest Rate (as a percent) | 2.11% | |
Unsecured Term Loans | $200 Million Unsecured Term Loan F [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |
Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 575,000 | 575,000 |
Unamortized debt issuance costs | (2,018) | (2,117) |
Principal outstanding | 572,982 | 572,883 |
Unsecured Notes | $100 Million Series F Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 100,000 | 100,000 |
Stated interest rate | 3.98% | |
Debt Instrument, Maturity Date | Jan. 5, 2023 | |
Unsecured Notes | $50 Million Series A Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 50,000 | 50,000 |
Stated interest rate | 4.98% | |
Debt Instrument, Maturity Date | Oct. 1, 2024 | |
Unsecured Notes | $100 Million Series D Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 100,000 | 100,000 |
Stated interest rate | 4.32% | |
Debt Instrument, Maturity Date | Feb. 20, 2025 | |
Unsecured Notes | $75 Million Series G Unsecured Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 75,000 | 75,000 |
Stated interest rate | 4.10% | |
Debt Instrument, Maturity Date | Jun. 13, 2025 | |
Unsecured Notes | $50 Million Series B Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 50,000 | 50,000 |
Stated interest rate | 4.98% | |
Debt Instrument, Maturity Date | Jul. 1, 2026 | |
Unsecured Notes | $80 Million Series C Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 80,000 | 80,000 |
Stated interest rate | 4.42% | |
Debt Instrument, Maturity Date | Dec. 30, 2026 | |
Unsecured Notes | $20 Million Series E Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 20,000 | 20,000 |
Stated interest rate | 4.42% | |
Debt Instrument, Maturity Date | Feb. 20, 2027 | |
Unsecured Notes | $100 Million Series H Unsecured Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 100,000 | 100,000 |
Stated interest rate | 4.27% | |
Debt Instrument, Maturity Date | Jun. 13, 2028 | |
Mortgage Loans Payable | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 54,588 | 55,085 |
Unamortized debt issuance costs | (336) | (369) |
Unamortized fair market value premium | 37 | 39 |
Principal outstanding | 54,289 | 54,755 |
Mortgage Loans Payable | Wells Fargo Bank, National Association CMBS Loan | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 50,939 | 51,406 |
Stated interest rate | 4.31% | |
Debt Instrument, Maturity Date | Dec. 1, 2022 | |
Penalty free prepayment period | 3 months | |
Mortgage Loans Payable | Thrivent Financial for Lutherans Due December 15, 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 3,649 | $ 3,679 |
Stated interest rate | 4.78% | |
Debt Instrument, Maturity Date | Dec. 15, 2023 | |
Penalty free prepayment period | 3 months |
Debt - 2020 Activity (Details)
Debt - 2020 Activity (Details) - USD ($) $ in Thousands | Mar. 25, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||||
Debt Instrument, Unused Borrowing Capacity, Amount | $ 272,000 | |||
Net book value of properties that are collateral for debt arrangements | 84,600 | $ 85,500 | ||
Accounts Payable and Accrued Liabilities [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest payable | 7,700 | $ 6,300 | ||
Interest Expense [Member] | ||||
Debt Instrument [Line Items] | ||||
Amortization of deferred financing fees | 676 | 618 | ||
Line of Credit Facility, Commitment Fee Amount | $ 364 | $ 383 | ||
$200 Million Unsecured Term Loan F [Member] | ||||
Debt Instrument [Line Items] | ||||
Proceeds from Issuance of Debt | $ 100,000 |
Debt - Fair Value (Details)
Debt - Fair Value (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 1,829,588 | $ 1,651,085 |
Unamortized fair market value premium | 37 | 39 |
Unamortized debt issuance costs | (5,653) | (6,111) |
Principal outstanding | 1,823,972 | 1,645,013 |
Long-term debt, fair value | 1,812,277 | 1,691,514 |
Unsecured Credit Facility | ||
Debt Instrument [Line Items] | ||
Principal outstanding | 225,000 | 146,000 |
Long-term debt, fair value | 221,921 | 146,000 |
Unsecured Term Loans | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 975,000 | 875,000 |
Unamortized debt issuance costs | (3,299) | (3,625) |
Principal outstanding | 971,701 | 871,375 |
Long-term debt, fair value | 962,764 | 875,000 |
Unsecured Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 575,000 | 575,000 |
Unamortized debt issuance costs | (2,018) | (2,117) |
Principal outstanding | 572,982 | 572,883 |
Long-term debt, fair value | 574,121 | 614,493 |
Mortgage Loans Payable | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 54,588 | 55,085 |
Unamortized fair market value premium | 37 | 39 |
Unamortized debt issuance costs | (336) | (369) |
Principal outstanding | 54,289 | 54,755 |
Long-term debt, fair value | $ 53,471 | $ 56,021 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Risk Management and Unsecured Loan Swaps (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Interest Rate Swaps | ||
Unsecured Term Loan Swaps | ||
Notional amount assets | $ 0 | $ 250,000 |
Notional amount liabilities | 975,000 | 850,000 |
Notional amount liabilities | 975,000 | $ 850,000 |
Interest Rate Derivative, The Toronto-Dominion Bank, September 29, 2016 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (116) | |
Fixed Interest Rate (as a percent) | 1.383% | |
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (116) | |
Fixed Interest Rate (as a percent) | 1.383% | |
Interest Rate Derivative, PNC Bank, September 29, 2016 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (234) | |
Fixed Interest Rate (as a percent) | 1.3906% | |
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (234) | |
Fixed Interest Rate (as a percent) | 1.3906% | |
Interest Rate Derivative, Regions Bank, September 29, 2016 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 35,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (163) | |
Fixed Interest Rate (as a percent) | 1.3858% | |
Notional amount liabilities | $ 35,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (163) | |
Fixed Interest Rate (as a percent) | 1.3858% | |
Interest Rate Derivative, US Bank, September 29, 2016 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (118) | |
Fixed Interest Rate (as a percent) | 1.395% | |
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (118) | |
Fixed Interest Rate (as a percent) | 1.395% | |
Interest Rate Derivative, Capital One, September 29, 2016 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 15,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (71) | |
Fixed Interest Rate (as a percent) | 1.395% | |
Notional amount liabilities | $ 15,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (71) | |
Fixed Interest Rate (as a percent) | 1.395% | |
Interest Rate Derivative, Royal Bank of Canada, March 20, 2015 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (334) | |
Fixed Interest Rate (as a percent) | 1.709% | |
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (334) | |
Fixed Interest Rate (as a percent) | 1.709% | |
Interest Rate Derivative, The Toronto-Dominion Bank, March 20, 2015 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (334) | |
Fixed Interest Rate (as a percent) | 1.7105% | |
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (334) | |
Fixed Interest Rate (as a percent) | 1.7105% | |
Interest Rate Derivative, The Toronto-Dominion Bank, September 10, 2017 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 100,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (1,840) | |
Fixed Interest Rate (as a percent) | 2.2255% | |
Notional amount liabilities | $ 100,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (1,840) | |
Fixed Interest Rate (as a percent) | 2.2255% | |
Interest Rate Derivative, Wells Fargo Bank, March 20, 2015 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (775) | |
Fixed Interest Rate (as a percent) | 1.828% | |
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (775) | |
Fixed Interest Rate (as a percent) | 1.828% | |
Interest Rate Derivative, The Toronto-Dominion Bank, February 14, 2020 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (1,091) | |
Fixed Interest Rate (as a percent) | 2.4535% | |
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (1,091) | |
Fixed Interest Rate (as a percent) | 2.4535% | |
Interest Rate Derivative, Regions Bank, February 14, 2020 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (2,204) | |
Fixed Interest Rate (as a percent) | 2.475% | |
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (2,204) | |
Fixed Interest Rate (as a percent) | 2.475% | |
Interest Rate Derivative, Capital One, February 14, 2020 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (2,259) | |
Fixed Interest Rate (as a percent) | 2.53% | |
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (2,259) | |
Fixed Interest Rate (as a percent) | 2.53% | |
Interest Rate Derivative, The Toronto-Dominion Bank, October 30, 2017 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (1,077) | |
Fixed Interest Rate (as a percent) | 1.8485% | |
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (1,077) | |
Fixed Interest Rate (as a percent) | 1.8485% | |
Interest Rate Derivative, Royal Bank of Canada, October 30, 2017 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (1,079) | |
Fixed Interest Rate (as a percent) | 1.8505% | |
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (1,079) | |
Fixed Interest Rate (as a percent) | 1.8505% | |
Interest Rate Derivative, Wells Fargo Bank, October 30, 2017 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (1,079) | |
Fixed Interest Rate (as a percent) | 1.8505% | |
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (1,079) | |
Fixed Interest Rate (as a percent) | 1.8505% | |
Interest Rate Derivative, PNC Bank, $25m, October 30, 2017 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (1,077) | |
Fixed Interest Rate (as a percent) | 1.8485% | |
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (1,077) | |
Fixed Interest Rate (as a percent) | 1.8485% | |
Interest Rate Derivative, PNC Bank, $50m, October 30, 2017 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (2,154) | |
Fixed Interest Rate (as a percent) | 1.8475% | |
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (2,154) | |
Fixed Interest Rate (as a percent) | 1.8475% | |
Interest Rate Derivative, The Toronto-Dominion Bank, July 26, 2019 [Member] | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (4,890) | |
Fixed Interest Rate (as a percent) | 2.918% | |
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (4,890) | |
Fixed Interest Rate (as a percent) | 2.918% | |
Interest Rate Derivative, PNC Bank, July 26, 2019 [Member] | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (4,892) | |
Fixed Interest Rate (as a percent) | 2.919% | |
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (4,892) | |
Fixed Interest Rate (as a percent) | 2.919% | |
Interest Rate Derivative, Bank of Montreal, July 26, 2019 [Member] | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (4,892) | |
Fixed Interest Rate (as a percent) | 2.919% | |
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (4,892) | |
Fixed Interest Rate (as a percent) | 2.919% | |
Interest Rate Derivative, US Bank, July 26, 2019 [Member] | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (2,446) | |
Fixed Interest Rate (as a percent) | 2.919% | |
Notional amount liabilities | $ 25,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (2,446) | |
Fixed Interest Rate (as a percent) | 2.919% | |
Interest Rate Derivative, Wells Fargo Bank, July 15, 2020 [Member] | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (4,195) | |
Fixed Interest Rate (as a percent) | 2.246% | |
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (4,195) | |
Fixed Interest Rate (as a percent) | 2.246% | |
Interest Rate Derivative, US Bank, July 15, 2020 [Member] | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (4,194) | |
Fixed Interest Rate (as a percent) | 2.2459% | |
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (4,194) | |
Fixed Interest Rate (as a percent) | 2.2459% | |
Interest Rate Derivative, Regions Bank, July 15, 2020 [Member] | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (4,195) | |
Fixed Interest Rate (as a percent) | 2.2459% | |
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (4,195) | |
Fixed Interest Rate (as a percent) | 2.2459% | |
Interest Rate Derivative, Bank of Montreal, July 15, 2020 | ||
Unsecured Term Loan Swaps | ||
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (3,005) | |
Fixed Interest Rate (as a percent) | 1.7165% | |
Notional amount liabilities | $ 50,000 | |
Derivative Liability, Fair Value, Gross Liability | $ (3,005) | |
Fixed Interest Rate (as a percent) | 1.7165% |
Derivative Financial Instrume_4
Derivative Financial Instruments - FV of Interest Rate Swaps (Details) - Interest Rate Swaps - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Fair value of the interest rate swaps outstanding | ||
Notional amount assets | $ 0 | $ 250,000 |
Fair value - assets | 0 | 303 |
Notional amount liabilities | 975,000 | 850,000 |
Fair Value - liabilities | $ (48,714) | $ (18,819) |
Derivative Financial Instrume_5
Derivative Financial Instruments - Cash Flow Hedges and Contingent Features (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash Flow Hedges of Interest Rate Risk | ||
Total interest expense presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded | $ 14,864,000 | $ 12,834,000 |
Interest Rate Swaps | ||
Cash Flow Hedges of Interest Rate Risk | ||
Additional amount reclassified from accumulated other comprehensive income (loss) as a increase (decrease) to interest expense over the next twelve months | 15,900,000 | |
Loss recognized in accumulated other comprehensive loss on interest rate swaps | 31,087,000 | 5,856,000 |
Income (loss) reclassified from accumulated other comprehensive loss into income as interest expense | (896,000) | 1,122,000 |
Total interest expense presented in the Consolidated Statements of Operations in which the effects of cash flow hedges are recorded | 14,864,000 | $ 12,834,000 |
Assets Needed for Immediate Settlement, Aggregate Fair Value | $ 49,400,000 |
Derivative Financial Instrume_6
Derivative Financial Instruments - FV on Recurring Basis (Details) - Interest Rate Swaps - Fair value on recurring basis - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Assets (liabilities): | ||
Interest rate swaps-Asset | $ 0 | $ 303 |
Interest rate swaps-Liability | (48,714) | (18,819) |
Level 1 | ||
Assets (liabilities): | ||
Interest rate swaps-Asset | 0 | 0 |
Interest rate swaps-Liability | 0 | 0 |
Level 2 | ||
Assets (liabilities): | ||
Interest rate swaps-Asset | 0 | 303 |
Interest rate swaps-Liability | (48,714) | (18,819) |
Level 3 | ||
Assets (liabilities): | ||
Interest rate swaps-Asset | 0 | 0 |
Interest rate swaps-Liability | $ 0 | $ 0 |
Equity - Preferred Stock (Detai
Equity - Preferred Stock (Details) - $ / shares | Apr. 09, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2019 |
Class of Stock [Line Items] | |||||||
Preferred Stock, Shares Authorized | 20,000,000 | 20,000,000 | 20,000,000 | ||||
Series C Preferred Stock | |||||||
Class of Stock [Line Items] | |||||||
Preferred Stock, Shares Issued | 3,000,000 | 3,000,000 | 3,000,000 | ||||
Preferred Stock, Liquidation Preference Per Share | $ 25 | $ 25 | $ 25 | ||||
Dividend rate (as a percent) | 6.875% | ||||||
Preferred Stock, Dividends Per Share, Declared | $ 0.4296875 | $ 0.4296875 | $ 0.4296875 | $ 0.4296875 | $ 0.4296875 | $ 1.7187500 | |
Dividends Payable, Date Declared | Jan. 8, 2020 | Oct. 15, 2019 | Jul. 15, 2019 | Apr. 9, 2019 | Jan. 10, 2019 | ||
Dividends Payable, Date to be Paid | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jul. 1, 2019 | Apr. 1, 2019 | ||
Subsequent Event [Member] | Series C Preferred Stock | |||||||
Class of Stock [Line Items] | |||||||
Preferred Stock, Dividends Per Share, Declared | $ 0.4296875 |
Equity - Common Stock ATM (Deta
Equity - Common Stock ATM (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 16, 2020 | Jan. 13, 2020 | Dec. 31, 2019 | Mar. 31, 2020 |
Class of Stock [Line Items] | ||||
Common Stock, Shares Authorized | 300,000,000 | 300,000,000 | ||
Net proceeds from the sale of common stock | $ 173,100 | |||
Sale of Stock, Number of Shares Issued in Transaction | 10,062,500 | |||
Shares Issued, Price Per Share | $ 30.9022 | |||
Warrant [Member] | ||||
Class of Stock [Line Items] | ||||
Sale of Stock, Number of Shares Issued in Transaction | 4,462,500 | |||
Common Stock | ||||
Class of Stock [Line Items] | ||||
Sale of Stock, Number of Shares Issued in Transaction | 5,600,000 | |||
At The Market Program 2019 $600 Million | ||||
Class of Stock [Line Items] | ||||
Common Stock Value Authorized under Stock Offering Program | $ 600,000 | |||
At The Market Program 2019 $600 Million | Common Stock | ||||
Class of Stock [Line Items] | ||||
Aggregate value of common stock available to be sold under the ATM | $ 318,248 | |||
Number of shares sold | 9,711,706 | |||
Net proceeds from the sale of common stock | $ 279,156 | |||
Over-Allotment Option | ||||
Class of Stock [Line Items] | ||||
Sale of Stock, Number of Shares Issued in Transaction | 1,312,500 | |||
Weighted Average | At The Market Program 2019 $600 Million | Common Stock | ||||
Class of Stock [Line Items] | ||||
Sale of Stock, Price Per Share | $ 29.01 |
Equity - Common Stock Dividends
Equity - Common Stock Dividends (Details) - $ / shares | Apr. 09, 2020 | Mar. 31, 2020 | Feb. 29, 2020 | Jan. 31, 2020 | Dec. 31, 2019 | Nov. 30, 2019 | Oct. 31, 2019 | Sep. 30, 2019 | Aug. 31, 2019 | Jul. 31, 2019 | Jun. 30, 2019 | May 31, 2019 | Apr. 30, 2019 | Mar. 31, 2019 | Feb. 28, 2019 | Jan. 31, 2019 | Mar. 31, 2020 | Dec. 31, 2019 |
Class of Stock [Line Items] | ||||||||||||||||||
Common Stock, Shares Authorized | 300,000,000 | 300,000,000 | 300,000,000 | 300,000,000 | ||||||||||||||
Common Stock, Dividends, Per Share, Cash Paid | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 1.430004 | |||||
Common Stock, Dividends, Per Share, Declared | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.119167 | $ 0.36 | $ 1.430004 | |
Subsequent Event [Member] | ||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||
Common Stock, Dividends, Per Share, Declared | $ 0.12 | |||||||||||||||||
Common Stock | ||||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||||
Dividends Payable, Date Declared | Jan. 8, 2020 | Jan. 8, 2020 | Jan. 8, 2020 | Oct. 15, 2019 | Oct. 15, 2019 | Oct. 15, 2019 | Jul. 15, 2019 | Jul. 15, 2019 | Jul. 15, 2019 | Apr. 9, 2019 | Apr. 9, 2019 | Apr. 9, 2019 | Jan. 10, 2019 | Jan. 10, 2019 | Jan. 10, 2019 | |||
Dividends Payable, Date to be Paid | Apr. 15, 2020 | Mar. 16, 2020 | Feb. 18, 2020 | Jan. 15, 2020 | Dec. 16, 2019 | Nov. 15, 2019 | Oct. 15, 2019 | Sep. 16, 2019 | Aug. 15, 2019 | Jul. 15, 2019 | Jun. 17, 2019 | May 15, 2019 | Apr. 15, 2019 | Mar. 15, 2019 | Feb. 15, 2019 |
Equity - Restricted Stock (Deta
Equity - Restricted Stock (Details) - Restricted stock - USD ($) $ / shares in Units, $ in Thousands | Feb. 13, 2020 | Jan. 08, 2020 | Jan. 07, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Jan. 01, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period (in years) | 4 years | 4 years | |||||
Shares | |||||||
Unvested at beginning of period (in shares) | 193,045 | 190,462 | 190,462 | ||||
Granted (in shares) | 75,419 | 110,830 | |||||
Vested (in shares) | (78,010) | (78,431) | (101,109) | ||||
Forfeited (in shares) | (542) | (7,138) | |||||
Unvested at end of period (in shares) | 189,912 | 193,045 | |||||
Fair value of restricted stock per share at grant date | $ 32.64 | $ 31.49 | $ 24.85 | $ 31.60 | |||
Stock Repurchased and Retired During Period, Shares | 33,119 | 28,504 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 27.77 | $ 24.38 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | 23.11 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 24.85 | ||||||
Unrecognized compensation costs | $ 4,700 | ||||||
Unrecognized compensation costs, period for recognition | 2 years 10 months 24 days | ||||||
Vested (in shares) | (78,010) | (78,431) | (101,109) | ||||
Fair value of shares vested | $ 2,463 | $ 1,951 |
Noncontrolling Interest - Summa
Noncontrolling Interest - Summary (Details) - $ / shares | Jan. 08, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Jan. 01, 2020 | Dec. 31, 2018 |
Limited Partner | |||||
Noncontrolling interest | |||||
Noncontrolling interest ownership percentage | 2.50% | 2.50% | 3.50% | ||
LTIP Units | |||||
Noncontrolling interest | |||||
stag_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsOutstandingWeightedAverageGrantDateFairValue | $ 23.19 | $ 21.64 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 29.47 | 29.47 | |||
stag_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsConvertedWeightedAverageGrantDateFairValue | $ 18.72 | ||||
Noncontrolling Interest - Unit holders in Operating Partnership | |||||
Noncontrolling interest | |||||
Units outstanding, balance at beginning of period (in units) | 3,736,852 | 4,069,434 | |||
Granted/Issued | 278,806 | 364,173 | |||
Forfeited | 0 | 16,618 | |||
Conversions from LTIP units to Other Common Units | 0 | 0 | |||
Redemptions from Other Common Units to common stock | 219,390 | 680,137 | |||
Units outstanding, balance at end of period (in units) | 3,796,268 | 3,736,852 | |||
LTIP Units | Noncontrolling Interest - Unit holders in Operating Partnership | |||||
Noncontrolling interest | |||||
Units outstanding, balance at beginning of period (in units) | 1,697,358 | 1,616,200 | |||
Granted/Issued | 278,806 | 364,173 | |||
Forfeited | 0 | 16,618 | |||
Conversions from LTIP units to Other Common Units | 197,775 | 266,397 | |||
Redemptions from Other Common Units to common stock | 0 | 0 | |||
Units outstanding, balance at end of period (in units) | 1,778,389 | 1,697,358 | |||
Other Common Units | Noncontrolling Interest - Unit holders in Operating Partnership | |||||
Noncontrolling interest | |||||
Units outstanding, balance at beginning of period (in units) | 2,039,494 | 2,453,234 | |||
Granted/Issued | 0 | 0 | |||
Forfeited | 0 | 0 | |||
Conversions from LTIP units to Other Common Units | 197,775 | 266,397 | |||
Redemptions from Other Common Units to common stock | 219,390 | 680,137 | |||
Units outstanding, balance at end of period (in units) | 2,017,879 | 2,039,494 |
Noncontrolling Interest - LTIP
Noncontrolling Interest - LTIP FV Assumptions (Details) - LTIP Units - USD ($) | Jan. 08, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Assumptions | |||
Expected term (years) | 10 years | ||
Expected volatility | 18.00% | ||
Expected dividend yield | 5.75% | ||
Risk-free interest rate | 1.61% | ||
Fair value of LTIP units at issuance (in thousands) | $ 4,030,000 | ||
Granted (in shares) | 136,741 | 278,806 | 364,173 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 29.47 | $ 29.47 | |
Share-based Compensation Award, Tranche One [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period (in years) | 4 years | ||
Independent Director | Share-based Compensation Award, Tranche One [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period (in years) | 1 year |
Noncontrolling Interest - LTI_2
Noncontrolling Interest - LTIP Units (Details) - LTIP Units - USD ($) $ / shares in Units, $ in Thousands | Jan. 08, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Jan. 01, 2020 |
Units | |||||
Unvested at beginning of period (in shares) | 227,348 | 251,216 | 251,216 | ||
Granted | 136,741 | 278,806 | 364,173 | ||
Vested (in units) | (130,187) | (157,689) | (371,423) | ||
Forfeited (in units) | 0 | (16,618) | |||
Unvested at end of period (in shares) | 375,967 | 227,348 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 26.51 | $ 23.37 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 29.47 | 29.47 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 27.37 | ||||
Unrecognized compensation costs | $ 7,500 | ||||
Unrecognized compensation costs, period for recognition | 2 years 7 months 6 days | ||||
Vested (in units) | 130,187 | 157,689 | 371,423 | ||
Fair value of units vested | $ 3,861 | $ 4,063 |
Equity Incentive Plan - Perform
Equity Incentive Plan - Performance Plan Assumptions (Details) - Performance shares $ in Thousands | Jan. 08, 2020USD ($) |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility | 17.40% |
Expected dividend yield | 5.75% |
Risk-free interest rate | 1.59% |
Fair value of performance units grant (in thousands) | $ 5,389 |
Equity Incentive Plan - 2020 Ac
Equity Incentive Plan - 2020 Activity (Details) - USD ($) $ in Millions | Feb. 13, 2020 | Jan. 08, 2020 | Jan. 07, 2019 | Mar. 31, 2020 | Dec. 31, 2019 |
LTIP Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted | 136,741 | 278,806 | 364,173 | ||
Unrecognized compensation costs | $ 7.5 | ||||
Unrecognized compensation costs, period for recognition | 2 years 7 months 6 days | ||||
Restricted stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period (in years) | 4 years | 4 years | |||
Stock Repurchased and Retired During Period, Shares | 33,119 | 28,504 | |||
Granted | 75,419 | 110,830 | |||
Unrecognized compensation costs | $ 4.7 | ||||
Unrecognized compensation costs, period for recognition | 2 years 10 months 24 days | ||||
Performance shares | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation costs | $ 10 | ||||
Unrecognized compensation costs, period for recognition | 2 years 2 months 12 days | ||||
Performance Units Granted in 2017 [Domain] | LTIP Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period (in years) | 1 year | ||||
Issuance of vested LTIP units and shares | 76,096 | ||||
Stock Repurchased and Retired During Period, Shares | 18,241 | ||||
Granted | 65,969 | ||||
Performance Units Granted in 2017 [Domain] | Common Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Issuance of vested LTIP units and shares | 46,376 | ||||
Performance Units Granted in 2017 [Domain] | Restricted stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period (in years) | 1 year | ||||
Granted | 3,398 |
Equity Incentive Plan - Equity
Equity Incentive Plan - Equity Non-cash Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
General and Administrative Expenses | ||
Equity Incentive Plan | ||
Share-based compensation | $ 2,852 | $ 2,278 |
Restricted stock | General and Administrative Expenses | ||
Equity Incentive Plan | ||
Share-based compensation | 467 | 427 |
LTIP Units | General and Administrative Expenses | ||
Equity Incentive Plan | ||
Share-based compensation | 964 | 887 |
Performance shares | General and Administrative Expenses | ||
Equity Incentive Plan | ||
Share-based compensation | 1,307 | 859 |
Independent Director | General and Administrative Expenses | ||
Equity Incentive Plan | ||
Share-based compensation | $ 114 | $ 105 |
Common Stock | Independent Director | ||
Equity Incentive Plan | ||
Number of days of average trailing stock price used to calculate number of shares of common stock granted | 10 days | 10 days |
Leases - Rental Income (Details
Leases - Rental Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Leases [Abstract] | ||
Fixed lease payments | $ 90,396 | $ 72,117 |
Variable lease payments | 25,006 | 22,181 |
Straight-line rental income | 3,927 | 2,284 |
Net decrease to rental income related to above and below market lease amortization | (990) | (967) |
Rental income | $ 118,339 | $ 95,615 |
Leases - Tenant Accounts Receiv
Leases - Tenant Accounts Receivable (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Lease Security Deposits Available in Letters of Credit | $ 28.2 | $ 22.6 | |
Lease security deposits in restricted cash | 0.7 | 0.7 | |
Lease security deposits included in tenant prepaid rent and security deposits on the Balance Sheet | 9.9 | 9.8 | |
Real Estate Taxes, Tenant Responsibility | 4.8 | $ 3.9 | |
Accrued Income Receivable [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Deferred Rent Receivables, Net | $ 48.3 | $ 44.3 |
Leases - Maturity of Fixed Leas
Leases - Maturity of Fixed Lease Payments (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Leases [Abstract] | |
2020 | $ 273,733 |
2021 | 333,967 |
2022 | 297,877 |
2023 | 256,251 |
2024 | 212,829 |
Thereafter | $ 798,803 |
Leases - Lessee Leases (Details
Leases - Lessee Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Lessee, Lease, Description [Line Items] | |||
Operating Lease, Weighted Average Remaining Lease Term | 27 years 1 month 6 days | 36 years | |
Operating Lease, Weighted Average Discount Rate, Percent | 6.80% | 7.10% | |
Lease, Cost | $ 649 | $ 597 | |
Operating Lease, Payments | 571 | 569 | |
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | $ 7,718 | 0 | |
Minimum [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, Operating Lease, Term of Contract | 6 years 3 months 18 days | ||
Lessee, Operating Lease, Renewal Term | 5 years | ||
Maximum [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, Operating Lease, Term of Contract | 46 years 9 months 18 days | ||
Lessee, Operating Lease, Renewal Term | 20 years | ||
Operating Expense [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Lease, Cost | $ 331 | 331 | |
General and Administrative Expenses | |||
Lessee, Lease, Description [Line Items] | |||
Lease, Cost | $ 318 | $ 266 |
Leases - Maturity of Operating
Leases - Maturity of Operating Lease Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
2020 | $ 1,723 | |
2021 | 2,102 | |
2022 | 2,975 | |
2023 | 3,021 | |
2024 | 3,064 | |
Thereafter | 50,017 | |
Lessee, Operating Lease, Liability, Payments, Due | 62,902 | |
Less: Imputed interest | (38,438) | |
Operating lease liabilities | $ 24,464 | $ 16,989 |
Earnings Per Share (Details)
Earnings Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Earnings Per Share [Abstract] | ||
Participating securities | 181,747 | 213,856 |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliation of Numerator and Denominator (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Numerator | ||
Net income attributable to common stockholders | $ 62,072 | $ 5,807 |
Denominator | ||
Weighted average common shares outstanding — basic | 147,570 | 114,721 |
Shares issuable under forward sales agreements | 0 | 0 |
Weighted average common shares outstanding — diluted | 147,656 | 114,993 |
Net income per share — basic and diluted | ||
Net income per share attributable to common stockholders — basic | $ 0.42 | $ 0.05 |
Net income per share attributable to common stockholders — diluted | $ 0.42 | $ 0.05 |
Restricted stock | ||
Net income per share — basic and diluted | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 182 | 214 |
Stock Compensation Plan | ||
Denominator | ||
Share-based compensation | 86 | 272 |
Commitments and Contingencies -
Commitments and Contingencies - Agreements (Details) $ in Millions | Mar. 31, 2020USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Letters of credit outstanding | $ 3 |
Subsequent Events - Debt (Detai
Subsequent Events - Debt (Details) $ in Thousands | Apr. 17, 2020USD ($) | Apr. 20, 2020USD ($)derivative | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Subsequent Event [Line Items] | ||||
Long-term debt, gross | $ 1,829,588 | $ 1,651,085 | ||
Derivative, Number of Instruments Held | derivative | 4 | |||
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Derivative, Number of Instruments Held | derivative | 4 | |||
Derivative notional amount swapped | $ 300,000 | |||
Fixed Interest Rate (as a percent) | 0.27725% | |||
Debt Instrument, Interest Rate, Effective Percentage | 1.77725% | |||
$300 Million Unsecured Term Loan [Member] | Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Long-term debt, gross | $ 300,000 | |||
$300 Million Unsecured Term Loan [Member] | Subsequent Event [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Subsequent Event [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | |||
$300 Million Unsecured Term Loan [Member] | Subsequent Event [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||
Subsequent Event [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 0.25% | |||
$150 Million Wells Fargo Unsecured Term Loan B | Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Repayments of Debt | $ 150,000 | |||
$150 Million Wells Fargo Unsecured Term Loan C | Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Repayments of Debt | $ 150,000 |