Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2020 | Nov. 05, 2020 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 000-55428 | |
Entity Registrant Name | STEADFAST APARTMENT REIT, INC. | |
Entity Central Index Key | 0001585219 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 36-4769184 | |
Entity Address, Address Line One | 18100 Von Karman Avenue | |
Entity Address, Address Line Two | Suite 200 | |
Entity Address, City or Town | Irvine | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92612 | |
City Area Code | 949 | |
Local Phone Number | 569-9700 | |
Title of 12(b) Security | None | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 109,931,015 | |
Former Address | ||
Entity Information [Line Items] | ||
Entity Address, Address Line One | 18100 Von Karman Avenue | |
Entity Address, Address Line Two | Suite 500 | |
Entity Address, City or Town | Irvine | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92612 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Real Estate: | ||
Land | $ 332,223,332 | $ 151,294,208 |
Building and improvements | 2,822,838,232 | 1,369,256,465 |
Tenant origination and absorption costs | 1,976,514 | 0 |
Total real estate held for investment, cost | 3,157,038,078 | 1,520,550,673 |
Less accumulated depreciation and amortization | (365,906,596) | (277,033,046) |
Total real estate held for investment, net | 2,791,131,482 | 1,243,517,627 |
Real estate held for development | 35,183,272 | 5,687,977 |
Real estate held for sale, net | 32,425,732 | 21,665,762 |
Total real estate, net | 2,858,740,486 | 1,270,871,366 |
Cash and cash equivalents | 311,515,756 | 74,806,649 |
Restricted cash | 42,531,779 | 73,614,452 |
Goodwill | 125,220,448 | 0 |
Due from affiliates | 390,099 | 0 |
Rents and other receivables | 4,840,839 | 2,032,774 |
Assets related to real estate held for sale | 91,450 | 118,570 |
Other assets | 11,796,829 | 5,513,315 |
Total assets | 3,355,127,686 | 1,426,957,126 |
Liabilities: | ||
Accounts payable and accrued liabilities | 77,930,891 | 30,265,713 |
Notes Payable, net: | ||
Mortgage notes payable, net | 1,382,058,322 | 560,098,815 |
Credit facilities, net | 744,648,215 | 548,460,230 |
Notes payable related to real estate held for sale, net | 19,334,554 | 0 |
Total notes payable, net | 2,146,041,091 | 1,108,559,045 |
Distributions payable | 8,182,566 | 4,021,509 |
Distributions payable to affiliates | 454,100 | 0 |
Due to affiliates | 275,536 | 7,305,570 |
Liabilities related to real estate held for sale | 696,441 | 788,720 |
Total liabilities | 2,233,580,625 | 1,150,940,557 |
Commitments and contingencies (Note 12) | ||
Redeemable common stock | 0 | 1,202,711 |
Stockholders’ Equity: | ||
Preferred stock, $0.01 par value per share; 100,000,000 shares authorized, no shares issued and outstanding | 0 | 0 |
Additional paid-in capital | 1,602,384,557 | 698,453,981 |
Cumulative distributions and net losses | (588,623,895) | (424,166,210) |
Total Steadfast Apartment REIT, Inc. (“STAR”) stockholders’ equity | 1,014,860,456 | 274,813,858 |
Noncontrolling interest | 106,686,605 | 0 |
Total equity | 1,121,547,061 | 274,813,858 |
Total liabilities and stockholders’ equity | 3,355,127,686 | 1,426,957,126 |
Common Stock | ||
Notes Payable, net: | ||
Distributions payable | 8,636,666 | 4,021,509 |
Stockholders’ Equity: | ||
Value of implied STAR common stock issued as consideration | 1,099,794 | 526,077 |
Convertible Stock | ||
Stockholders’ Equity: | ||
Value of implied STAR common stock issued as consideration | 0 | 10 |
Class A Convertible Stock | ||
Stockholders’ Equity: | ||
Value of implied STAR common stock issued as consideration | $ 0 | $ 0 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2020 | Dec. 31, 2019 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common Stock | ||
Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Stock, shares authorized (in shares) | 999,998,000 | 999,998,000 |
Stock, shares issued (in shares) | 109,979,371 | 52,607,695 |
Stock, shares outstanding (in shares) | 109,979,371 | 52,607,695 |
Convertible Stock | ||
Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Stock, shares authorized (in shares) | 1,000 | 1,000 |
Stock, shares issued (in shares) | 0 | 1,000 |
Stock, shares outstanding (in shares) | 0 | 1,000 |
Class A Convertible Stock | ||
Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Stock, shares authorized (in shares) | 1,000 | 1,000 |
Stock, shares issued (in shares) | 0 | 0 |
Stock, shares outstanding (in shares) | 0 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Revenues: | ||||
Rental income | $ 82,937,828 | $ 43,962,752 | $ 215,817,169 | $ 129,166,798 |
Other income | 732,680 | 228,088 | 1,862,873 | 824,096 |
Total revenues | 83,670,508 | 44,190,840 | 217,680,042 | 129,990,894 |
Expenses: | ||||
Operating, maintenance and management | 21,497,606 | 11,802,969 | 53,713,931 | 32,370,752 |
Real estate taxes and insurance | 12,935,004 | 6,086,781 | 35,346,220 | 19,111,364 |
Fees to affiliates | 8,449,715 | 6,917,303 | 30,586,344 | 19,248,909 |
Depreciation and amortization | 47,564,706 | 18,632,477 | 129,596,268 | 55,430,404 |
Interest expense | 20,628,159 | 12,562,978 | 54,734,431 | 36,962,055 |
General and administrative expenses | 11,775,591 | 2,216,129 | 19,478,747 | 5,881,278 |
Impairment of real estate | 0 | 0 | 5,039,937 | 0 |
Total expenses | 122,850,781 | 58,218,637 | 328,495,878 | 169,004,762 |
Loss before other income | (39,180,273) | (14,027,797) | (110,815,836) | (39,013,868) |
Other income (loss): | ||||
Gain on sale of real estate, net | 1,392,434 | 3,329,078 | 12,777,033 | 3,329,078 |
Interest income | 165,495 | 252,227 | 553,011 | 592,792 |
Insurance proceeds in excess of losses incurred | 112,342 | 56,686 | 236,754 | 391,519 |
Equity in loss from unconsolidated joint venture | (16,711) | 0 | (3,020,111) | 0 |
Fees and other income from affiliates | 390,099 | 0 | 390,099 | 0 |
Loss on debt extinguishment | (621,451) | 0 | (621,451) | (41,609) |
Total other income | 1,422,208 | 3,637,991 | 10,315,335 | 4,271,780 |
Net loss | (37,758,065) | (10,389,806) | (100,500,501) | (34,742,088) |
Loss allocated to noncontrolling interest | (844,653) | 0 | (681,339) | 0 |
Net loss attributable to common stockholders | $ (36,913,412) | $ (10,389,806) | $ (99,819,162) | $ (34,742,088) |
Loss per common share - basic and diluted (in dollars per share) | $ (0.34) | $ (0.20) | $ (1.04) | $ (0.67) |
Weighted average number of common shares outstanding — basic and diluted | 109,663,583 | 52,279,878 | 95,714,116 | 52,096,357 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) | Total | SIR Merger Agreement | STAR III Merger Agreement | Common Stock | Class A Convertible Stock | Common StockCommon Stock | Common StockCommon StockSIR Merger Agreement | Common StockCommon StockSTAR III Merger Agreement | Common StockConvertible Stock | Common StockClass A Convertible Stock | Additional Paid-In Capital | Additional Paid-In CapitalSIR Merger Agreement | Additional Paid-In CapitalSTAR III Merger Agreement | Additional Paid-In CapitalCommon Stock | Additional Paid-In CapitalClass A Convertible Stock | Cumulative Distributions & Net Losses | Total STAR Stockholders’ Equity | Total STAR Stockholders’ EquitySIR Merger Agreement | Total STAR Stockholders’ EquitySTAR III Merger Agreement | Total STAR Stockholders’ EquityCommon Stock | Total STAR Stockholders’ EquityClass A Convertible Stock | Noncontrolling Interest |
Beginning balance (in shares) at Dec. 31, 2018 | 51,723,801 | 1,000 | ||||||||||||||||||||
Beginning balance at Dec. 31, 2018 | $ 345,987,960 | $ 517,238 | $ 10 | $ 684,140,823 | $ (338,670,111) | |||||||||||||||||
Increase (decrease) in Stockholders' Equity | ||||||||||||||||||||||
Issuance of common stock (in shares) | 1,028,077 | |||||||||||||||||||||
Issuance of common stock | 16,050,790 | $ 10,280 | 16,040,510 | |||||||||||||||||||
Repurchase of common stock (in shares) | (410,235) | |||||||||||||||||||||
Repurchase of common stock | (6,000,000) | $ (4,102) | (5,995,898) | |||||||||||||||||||
Distributions declared | (35,056,265) | $ (35,056,265) | (35,056,265) | |||||||||||||||||||
Amortization of stock-based compensation | 39,182 | 39,182 | ||||||||||||||||||||
Net loss | (34,742,088) | |||||||||||||||||||||
Net loss | (34,742,088) | (34,742,088) | ||||||||||||||||||||
Ending balance (in shares) at Sep. 30, 2019 | 52,341,643 | 1,000 | ||||||||||||||||||||
Ending balance at Sep. 30, 2019 | 286,279,579 | $ 523,416 | $ 10 | 694,224,617 | (408,468,464) | |||||||||||||||||
Beginning balance (in shares) at Dec. 31, 2018 | 51,723,801 | 1,000 | ||||||||||||||||||||
Beginning balance at Dec. 31, 2018 | 345,987,960 | $ 517,238 | $ 10 | 684,140,823 | (338,670,111) | |||||||||||||||||
Ending balance (in shares) at Dec. 31, 2019 | 52,607,695 | 1,000 | ||||||||||||||||||||
Ending balance at Dec. 31, 2019 | 274,813,858 | $ 526,077 | $ 10 | 698,453,981 | (424,166,210) | $ 274,813,858 | ||||||||||||||||
Ending balance at Dec. 31, 2019 | 274,813,858 | |||||||||||||||||||||
Beginning balance (in shares) at Jun. 30, 2019 | 52,142,845 | 1,000 | ||||||||||||||||||||
Beginning balance at Jun. 30, 2019 | 305,224,472 | $ 521,428 | $ 10 | 690,921,687 | (386,218,653) | |||||||||||||||||
Increase (decrease) in Stockholders' Equity | ||||||||||||||||||||||
Issuance of common stock (in shares) | 334,187 | |||||||||||||||||||||
Issuance of common stock | 5,293,528 | $ 3,342 | 5,290,186 | |||||||||||||||||||
Repurchase of common stock (in shares) | (135,389) | |||||||||||||||||||||
Repurchase of common stock | (2,000,000) | $ (1,354) | (1,998,646) | |||||||||||||||||||
Distributions declared | (11,860,005) | (11,860,005) | (11,860,005) | |||||||||||||||||||
Amortization of stock-based compensation | 11,390 | 11,390 | ||||||||||||||||||||
Net loss | (10,389,806) | |||||||||||||||||||||
Net loss | (10,389,806) | (10,389,806) | ||||||||||||||||||||
Ending balance (in shares) at Sep. 30, 2019 | 52,341,643 | 1,000 | ||||||||||||||||||||
Ending balance at Sep. 30, 2019 | 286,279,579 | $ 523,416 | $ 10 | 694,224,617 | (408,468,464) | |||||||||||||||||
Beginning balance (in shares) at Dec. 31, 2019 | 52,607,695 | 1,000 | ||||||||||||||||||||
Beginning balance at Dec. 31, 2019 | 274,813,858 | |||||||||||||||||||||
Increase (decrease) in Stockholders' Equity | ||||||||||||||||||||||
Issuance of common stock (in shares) | 1,840,307 | 43,775,314 | 12,240,739 | |||||||||||||||||||
Issuance of common stock | 25,341,288 | $ 693,400,974 | $ 193,893,305 | $ 18,404 | $ 437,753 | $ 122,407 | 25,322,884 | $ 692,963,221 | $ 193,770,898 | 25,341,288 | $ 693,400,974 | $ 193,893,305 | ||||||||||
Issuance of OP Units | 108,200,000 | $ 108,200,000 | ||||||||||||||||||||
Exchange of convertible common stock into Class A convertible common stock (in shares) | (1,000) | 1,000 | ||||||||||||||||||||
Exchange of convertible common stock into Class A convertible common stock | $ (10) | $ 10 | ||||||||||||||||||||
Transfers from redeemable common stock | (1,383,318) | (1,383,318) | (1,383,318) | |||||||||||||||||||
Repurchase of common stock (in shares) | (484,684) | (1,000) | ||||||||||||||||||||
Repurchase of common stock | (6,907,827) | $ (1,000) | $ (4,847) | $ (10) | $ (6,902,980) | $ (990) | $ (6,907,827) | $ (1,000) | ||||||||||||||
Distributions declared | (65,470,579) | (64,638,523) | (64,638,523) | (832,056) | ||||||||||||||||||
Distributions declared | (65,470,579) | |||||||||||||||||||||
Amortization of stock-based compensation | 160,861 | 160,861 | 160,861 | |||||||||||||||||||
Net loss | (100,500,501) | (99,819,162) | (99,819,162) | (681,339) | ||||||||||||||||||
Net loss | (99,819,162) | |||||||||||||||||||||
Ending balance (in shares) at Sep. 30, 2020 | 109,979,371 | 0 | 0 | |||||||||||||||||||
Ending balance at Sep. 30, 2020 | 1,121,547,061 | $ 1,099,794 | $ 0 | $ 0 | 1,602,384,557 | (588,623,895) | 1,014,860,456 | 106,686,605 | ||||||||||||||
Ending balance at Sep. 30, 2020 | 1,014,860,456 | |||||||||||||||||||||
Beginning balance (in shares) at Jun. 30, 2020 | 109,437,702 | 0 | 1,000 | |||||||||||||||||||
Beginning balance at Jun. 30, 2020 | 1,085,247,453 | $ 1,094,377 | $ 0 | $ 10 | 1,596,591,653 | (526,888,587) | 1,070,797,453 | 14,450,000 | ||||||||||||||
Increase (decrease) in Stockholders' Equity | ||||||||||||||||||||||
Issuance of common stock (in shares) | 824,152 | |||||||||||||||||||||
Issuance of common stock | 9,701,833 | $ 8,242 | 9,693,591 | 9,701,833 | ||||||||||||||||||
Issuance of OP Units | 93,750,000 | 93,750,000 | ||||||||||||||||||||
Repurchase of common stock (in shares) | (282,483) | (1,000) | ||||||||||||||||||||
Repurchase of common stock | (4,000,000) | $ (1,000) | $ (2,825) | $ (10) | $ (3,997,175) | $ (990) | $ (4,000,000) | $ (1,000) | ||||||||||||||
Distributions declared | (25,490,638) | (24,821,896) | (24,821,896) | (668,742) | ||||||||||||||||||
Distributions declared | $ (25,490,638) | |||||||||||||||||||||
Amortization of stock-based compensation | 97,478 | 97,478 | 97,478 | |||||||||||||||||||
Net loss | (37,758,065) | (36,913,412) | (36,913,412) | (844,653) | ||||||||||||||||||
Net loss | (36,913,412) | |||||||||||||||||||||
Ending balance (in shares) at Sep. 30, 2020 | 109,979,371 | 0 | 0 | |||||||||||||||||||
Ending balance at Sep. 30, 2020 | 1,121,547,061 | $ 1,099,794 | $ 0 | $ 0 | $ 1,602,384,557 | $ (588,623,895) | $ 1,014,860,456 | $ 106,686,605 | ||||||||||||||
Ending balance at Sep. 30, 2020 | $ 1,014,860,456 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Unaudited) - Parenthetical - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Distributions declared per common share (in dollars per share) | $ 0.226 | $ 0.227 | $ 0.674 | $ 0.673 |
Common Stock | ||||
Distributions declared per common share (in dollars per share) | $ 0.226 | $ 0.227 | $ 0.674 | $ 0.673 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2020 | Jun. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Cash Flows from Operating Activities: | ||||||
Net loss | $ (37,758,065) | $ (10,389,806) | $ (100,500,501) | $ (34,742,088) | ||
Adjustments to reconcile net loss to net cash provided by operating activities: | ||||||
Depreciation and amortization | 47,564,706 | 18,632,477 | 129,596,268 | 55,430,404 | ||
Fees to affiliates paid in common stock | 9,484,039 | 0 | ||||
Loss on disposal of buildings and improvements | 552,793 | 150,978 | ||||
Amortization of deferred financing costs | 573,078 | 256,547 | 1,382,954 | 750,751 | ||
Amortization of stock-based compensation | 160,861 | 39,182 | ||||
Amortization of below market leases | (4,265) | |||||
Change in fair value of interest rate cap agreements | 56,287 | 223,867 | ||||
Gain on sale of real estate | (1,392,434) | (3,329,078) | (12,777,033) | (3,329,078) | ||
Impairment of real estate | 0 | $ 5,039,937 | 0 | 5,039,937 | 0 | $ 0 |
Amortization of loan premiums | (1,297,874) | |||||
Accretion of loan discounts | 338,047 | 0 | ||||
Interest on finance lease furnishings | 47 | 47 | 0 | |||
Loss on debt extinguishment | 621,451 | 0 | 621,451 | 41,609 | ||
Insurance claim recoveries | (777,353) | (706,654) | ||||
Equity in loss from unconsolidated joint venture | 3,020,111 | 0 | ||||
Changes in operating assets and liabilities: | ||||||
Rents and other receivables | (675,979) | (87,831) | ||||
Other assets | (546,777) | (799,448) | ||||
Accounts payable and accrued liabilities | 16,634,701 | 1,014,193 | ||||
Due to affiliates | (7,732,288) | 807,450 | ||||
Due from affiliates | (390,099) | 0 | ||||
Net cash provided by operating activities | 42,185,327 | 18,793,335 | ||||
Cash Flows from Investing Activities: | ||||||
Acquisition of real estate investments | (69,914,948) | 0 | ||||
Cash acquired in connection with the Mergers, net of acquisition costs | 98,283,732 | 0 | ||||
Acquisition of assets from internalization transaction | (29,486,646) | 0 | ||||
Acquisition of real estate held for development | (14,321,851) | (2,158,815) | ||||
Additions to real estate investments | (17,205,299) | (19,206,964) | ||||
Additions to real estate held for development | (10,687,626) | (1,789,630) | ||||
Escrow deposits for pending real estate acquisitions | (1,000,000) | (700,100) | ||||
Capitalized acquisition costs related to mergers | 0 | (10,471) | ||||
Purchase of interest rate cap agreements | (67,000) | (18,000) | ||||
Net proceeds from sale of real estate investments | 81,208,213 | 29,944,301 | ||||
Net proceeds from sale of unconsolidated joint venture | 19,022,280 | 0 | ||||
Proceeds from insurance claims | 1,452,262 | 781,654 | ||||
Cash contribution to unconsolidated joint venture | (274,400) | 0 | ||||
Cash distribution from unconsolidated joint venture | 360,700 | 0 | ||||
Net cash provided by investing activities | 57,369,417 | 6,841,975 | ||||
Cash Flows from Financing Activities: | ||||||
Proceeds from issuance of mortgage notes payable | 2,205,999 | 126,121,000 | ||||
Principal payments on mortgage notes payable | (35,190,503) | (76,105,725) | ||||
Borrowings from credit facilities | 198,808,000 | 0 | ||||
Repurchase of Class A convertible stock | (1,000) | 0 | ||||
Payments of commissions on sale of common stock | (50,051) | (172,278) | ||||
Payment of loan financing deposits | 0 | (254,722) | ||||
Payment of deferred financing costs | (6,753,413) | (798,455) | ||||
Payment of debt extinguishment costs | (324,000) | 0 | ||||
Distributions to common stockholders | (19,712,608) | (6,550,164) | (45,742,635) | (19,085,888) | ||
Repurchase of common stock | (6,907,827) | (6,000,000) | ||||
Net cash provided by financing activities | 106,044,570 | 23,703,932 | ||||
Net increase in cash, cash equivalents and restricted cash | 205,599,314 | 49,339,242 | ||||
Cash, cash equivalents and restricted cash, beginning of the period | 148,539,671 | 72,738,775 | 72,738,775 | |||
Cash, cash equivalents and restricted cash, end of the period | 354,138,985 | 122,078,017 | 354,138,985 | 122,078,017 | 148,539,671 | |
Supplemental Disclosures of Cash Flow Information: | ||||||
Interest paid, net of amounts capitalized of $576,521 and $49,068 for the nine months ended September 30, 2020 and 2019, respectively | 51,556,232 | 36,328,593 | ||||
Supplemental Disclosures of Noncash Flow Transactions: | ||||||
Distributions payable to non-affiliated shareholders | 8,182,566 | 3,873,086 | ||||
Distributions payable to affiliates | 454,100 | 0 | ||||
Class A-2 OP Units issued for real estate | 14,450,000 | 0 | ||||
Class B OP Units issued in exchange for net assets acquired in Internalization Transaction | 93,750,000 | 0 | ||||
Goodwill acquired in the Internalization Transaction | 125,220,448 | 0 | ||||
Affiliate assets acquired in the Internalization Transaction (except for affiliated operating lease right-of-use of $1,570,472, net which is included below in operating lease right-of- use assets ) | 1,066,219 | 0 | ||||
Value of liabilities assumed | 4,701,436 | 0 | ||||
Assumption of mortgage notes payable to acquire real estate | 81,315,122 | 0 | ||||
Premiums on assumed mortgage notes payable | 945,235 | 0 | ||||
Distributions paid to common stockholders through common stock issuances pursuant to the distribution reinvestment plan | 15,857,249 | 16,050,790 | ||||
Redeemable common stock | 0 | 1,182,360 | ||||
Redemptions payable | 4,000,000 | 817,640 | ||||
Accounts payable and accrued liabilities from additions to real estate investments | 111,654 | 729,005 | ||||
Due to affiliates from additions to real estate investments | 25,064 | 62,159 | ||||
Accounts payable and accrued liabilities from capitalized acquisition costs related to the merger with SIR and STAR III | 0 | 503,041 | ||||
Accounts payable and accrued liabilities from additions to real estate held for development | 2,993,037 | 41,434 | ||||
Affiliate accounts payable and accrued liabilities from additions to real estate held for development | 56,427 | 0 | ||||
Due to affiliates for commissions on sales of common stock | 21,237 | 127,673 | ||||
Operating lease right-of-use assets, net | 2,332,352 | 3,462 | ||||
Operating lease liabilities, net | $ 2,347,600 | $ 4,989 | 2,347,600 | 4,989 | ||
Restricted cash held as substitution deposit for MCFA from proceeds from sale of real estate | 0 | 17,514,055 | ||||
Fair value of unconsolidated joint venture assumed in the SIR merger | 22,128,691 | 0 | ||||
STAR RS Holdings, LLC (SRSH) | ||||||
Cash Flows from Operating Activities: | ||||||
Net loss | $ (400,000) | |||||
Supplemental Disclosures of Noncash Flow Transactions: | ||||||
Operating lease right-of-use assets, net | 1,570,472 | |||||
SIR Merger Agreement | ||||||
Supplemental Disclosures of Noncash Flow Transactions: | ||||||
Fair value of real estate acquired in merger | 1,100,742,973 | 0 | ||||
Fair value of equity issued to shareholders in merger | 693,400,974 | 0 | ||||
Fair value of debt assumed in merger | 506,023,982 | 0 | ||||
Value of assets assumed | 3,553,868 | 0 | ||||
Net liabilities assumed in merger | 21,782,302 | 0 | ||||
STAR III Merger Agreement | ||||||
Supplemental Disclosures of Noncash Flow Transactions: | ||||||
Fair value of real estate acquired in merger | 479,559,505 | 0 | ||||
Fair value of equity issued to shareholders in merger | 193,893,305 | 0 | ||||
Fair value of debt assumed in merger | 289,407,045 | 0 | ||||
Value of assets assumed | 2,060,898 | 0 | ||||
Net liabilities assumed in merger | 7,334,616 | 0 | ||||
SIR and STAR III Merger Agreement | ||||||
Supplemental Disclosures of Noncash Flow Transactions: | ||||||
Value of liabilities assumed | 10,489,075 | 0 | ||||
Premiums on assumed mortgage notes payable | $ 14,899,631 | $ 0 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows - Parenthetical - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Statement of Cash Flows [Abstract] | ||||
Capitalized interest | $ 313,902 | $ 49,068 | $ 576,521 | $ 49,068 |
Organization and Business
Organization and Business | 9 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business | Organization and Business Steadfast Apartment REIT, Inc. (the “Company”) was formed on August 22, 2013, as a Maryland corporation that elected to qualify as a real estate investment trust (“REIT”) commencing with the taxable year ended December 31, 2014. On September 3, 2013, the Company was initially capitalized with the sale of 13,500 shares of common stock to Steadfast REIT Investments, LLC, the Company’s former sponsor (“SRI”), at a purchase price of $15.00 per share for an aggregate purchase price of $202,500. SRI is majority owned and controlled indirectly by Rodney F. Emery, the Company’s Chairman of the board of directors and Chief Executive Officer, through Steadfast REIT Holdings, LLC (“Steadfast Holdings”). Steadfast Apartment Advisor, LLC (the “Former Advisor”), a Delaware limited liability company formed on August 22, 2013, invested $1,000 in the Company in exchange for 1,000 shares of non-participating, non-voting convertible stock (the “Convertible Stock”). In connection with the SIR Merger and STAR III Merger (described below), the Former Advisor exchanged the Convertible Stock for new non-participating, non-voting Class A convertible stock (the “Class A Convertible Stock”). In connection with the Internalization Transaction (described below), the Company repurchased the Class A Convertible Stock for $1,000. See Note 8 (Stockholders’ Equity) for further details. The Company owns and operates a diverse portfolio of multifamily properties located in targeted markets throughout the United States. As of September 30, 2020, the Company owned 69 multifamily properties comprising a total of 21,529 apartment homes and three parcels of land held for the development of apartment homes. The Company may acquire additional multifamily properties or pursue multifamily developments in the future. For more information on the Company’s real estate portfolio, see Note 4 (Real Estate). Public Offering On December 30, 2013, the Company commenced its initial public offering to offer a maximum of 66,666,667 shares of common stock for sale to the public at an initial price of $15.00 per share (with discounts available for certain categories of purchasers) (the “Primary Offering”). The Company also registered up to 7,017,544 shares of common stock for sale pursuant to the Company’s distribution reinvestment plan (the “DRP,” and together with the Primary Offering, the “Public Offering”) at an initial price of $14.25 per share. The Company terminated its Public Offering on March 24, 2016, but continues to offer shares of common stock pursuant to the DRP. As of the termination of the Primary Offering on March 24, 2016, the Company had sold 48,625,651 shares of common stock in the Public Offering for gross proceeds of $724,849,631, including 1,011,561 shares of common stock issued pursuant to the DRP for gross offering proceeds of $14,414,752. On May 4, 2020, the Company registered up to 10,000,000 shares of common stock for sale pursuant to the DRP at an initial price of $15.23 per share. As of September 30, 2020, the Company had issued 111,316,079 shares of common stock for gross offering proceeds of $1,712,713,882, including 7,685,999 shares of common stock issued pursuant to the DRP for gross offering proceeds of $114,984,724. On April 17, 2020, the Company’s board of directors determined an estimated value per share of the Company’s common stock of $15.23 as of March 6, 2020 (unaudited). In connection with the determination of an updated estimated value per share, the Company’s board of directors revised the price per share for the DRP to $15.23, effective May 1, 2020. The Company’s board of directors may again, from time to time, in its sole discretion, change the price at which the Company offers shares pursuant to the DRP to reflect changes in the Company’s estimated value per share and other factors that the Company’s board of directors deems relevant. Merger with Steadfast Income REIT, Inc. On August 5, 2019, the Company, Steadfast Income REIT, Inc. (“SIR”), Steadfast Apartment REIT Operating Partnership, L.P., a wholly-owned subsidiary of the Company (the “STAR Operating Partnership”), Steadfast Income REIT Operating Partnership, L.P., the operating partnership of SIR (“SIR OP”), and SI Subsidiary, LLC, a wholly-owned subsidiary of the Company (“SIR Merger Sub”), entered into an Agreement and Plan of Merger (the “SIR Merger Agreement”). Pursuant to the terms and conditions of the SIR Merger Agreement, on March 6, 2020, SIR merged with and into SIR Merger Sub with SIR Merger Sub surviving the merger (the “SIR Merger”). Following the SIR Merger, SIR Merger Sub, as the surviving entity, continued as the Company’s wholly-owned subsidiary. In accordance with the applicable provisions of the Maryland General Corporation Law (“MGCL”), the separate existence of SIR ceased. At the effective time of the SIR Merger, each issued and outstanding share of SIR common stock (or a fraction thereof), $0.01 par value per share, converted into 0.5934 shares of the Company’s common stock. Merger with Steadfast Apartment REIT III, Inc. On August 5, 2019, the Company, Steadfast Apartment REIT III, Inc. (“STAR III”), the STAR Operating Partnership, Steadfast Apartment REIT III Operating Partnership, L.P., the operating partnership of STAR III (the “STAR III OP” ), and SIII Subsidiary, LLC, a wholly-owned subsidiary of the Company (“STAR III Merger Sub”), entered into an Agreement and Plan of Merger (the “STAR III Merger Agreement”). Pursuant to the terms and conditions of the STAR III Merger Agreement, on March 6, 2020, STAR III merged with and into STAR III Merger Sub with STAR III Merger Sub surviving the merger (the “STAR III Merger”, and together with the SIR Merger, the “Mergers”). Following the STAR III Merger, STAR III Merger Sub, as the surviving entity, continued as a wholly-owned subsidiary of the Company. In accordance with the applicable provisions of the MGCL, the separate existence of STAR III ceased. At the effective time of the STAR III Merger, each issued and outstanding share of STAR III common stock (or a fraction thereof), $0.01 par value per share, converted into 1.430 shares of the Company’s common stock. Combined Company Through the Mergers, the Company acquired 36 multifamily properties with 10,166 apartment homes and a 10% interest in one unconsolidated joint venture that owned 20 multifamily properties with a total of 4,584 apartment homes, all of which had a gross real estate value of approximately $1.5 billion. The Combined Company after the Mergers retained the name “Steadfast Apartment REIT, Inc.” Each merger qualified as a “reorganization” under, and within the meaning of, Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”). For more information on the Mergers, see Note 4 (Real Estate). Pre-Internalization Operating Partnerships Merger On August 28, 2020, pursuant to an Agreement and Plan of Merger (the “SIR OP/STAR OP Merger Agreement”), the STAR Operating Partnership merged with and into the SIR OP (the “SIR OP/STAR OP Merger”). The SIR OP/STAR OP Merger is treated for U.S. federal income tax purposes as a tax-deferred contribution by the Company of all of the assets and liabilities of STAR Operating Partnership to SIR OP under Section 721(a) of the Internal Revenue Code. Immediately following the consummation of the SIR OP/STAR OP Merger, on August 28, 2020, pursuant to an Agreement and Plan of Merger (the “Operating Partnership Merger Agreement”), STAR III OP merged with and into SIR OP (the “Operating Partnership Merger” and together with the SIR OP/STAR OP Merger, the “Operating Partnership Mergers”). The Operating Partnership Merger is treated as an “asset over partnership merger” governed by Treasury Regulations Section 1.708-1(c)(3)(i), with SIR OP being the “resulting partnership” and STAR III OP terminating. On August 28, 2020, SIR OP changed its name to “Steadfast Apartment REIT Operating Partnership, L.P.” (the “Current Operating Partnership”). In addition, on August 28, 2020, prior to completion of the Operating Partnership Mergers, the Company acquired STAR III Merger Sub. On August 28, 2020, SIR Merger Sub, as the initial general partner of the Current Operating Partnership, transferred all of its general partnership interests to the Company, and the Company was admitted as a substitute general partner of the Current Operating Partnership. On August 28, 2020, the Company, Steadfast Income Advisor, LLC, the initial limited partner of the Current Operating Partnership (“SIR Advisor”), Steadfast Apartment Advisor III, LLC, a Delaware limited liability company and the special limited partner of the Current Operating Partnership (“STAR III Advisor”), Wellington VVM LLC, a Delaware limited liability company and limited partner of the Current Operating Partnership (“Wellington”), and Copans VVM, LLC, a Delaware limited liability company and limited partner of the Current Operating Partnership (“Copans” and together with “Wellington”, “VV&M”), entered into a Second Amended and Restated Agreement of Limited Partnership of Steadfast Apartment REIT Operating Partnership, L.P. (the “Second A&R Partnership Agreement”) in order to, among other things, reflect the consummation of the Operating Partnership Mergers. The purpose of the Operating Partnership Mergers was to simplify the Company’s corporate structure so that the Company has a single operating partnership that is a direct subsidiary of the Company. Internalization Transaction On August 31, 2020, the Current Operating Partnership and the Company entered into a series of transactions and agreements (such transactions and agreements hereinafter collectively referred to as the “Internalization Transaction”), with SRI, which provided for the internalization of the Company’s external management functions previously provided by the Former Advisor and its affiliates. Prior to the Closing (as defined herein), which took place contemporaneously with the execution of the Contribution & Purchase Agreement (as defined herein) on August 31, 2020 (the “Closing”), Steadfast Investment Properties, Inc., a California corporation (“SIP”), Steadfast REIT Services, Inc., a California corporation (“REIT Services”), and their respective affiliates owned and operated all of the assets necessary to operate the business of the Company and its subsidiaries (the “Business”) and employed all the employees necessary to operate the Business. Pursuant to a Contribution and Purchase Agreement (the “Contribution & Purchase Agreement”) between the Company, the Current Operating Partnership and SRI, SRI contributed to the Current Operating Partnership all of the membership interests in STAR RS Holdings, LLC, a Delaware limited liability company (“SRSH”), and the assets and rights necessary to operate the Business in all material respects, and the liabilities associated with such assets and rights in exchange for $124,999,000, which was paid as follows: (1) $31,249,000 in cash and (2) 6,155,613.92 Class B OP units of limited partnership interests in the Current Operating Partnership (the “Class B OP Units”) having the agreed value set forth in the Contribution & Purchase Agreement. In addition, the Company purchased all of the Class A convertible shares of the Company held by the Former Advisor for $1,000. As a result of the Internalization Transaction, the Company became self-managed and acquired the advisory, investment management and property management business of the Former Advisor by hiring the Transferring Employees (as defined in the Contribution & Purchase Agreement), who comprise the workforce necessary for the management and day-to-day real estate and accounting operations of the Company and the Current Operating Partnership. Prior to the closing of the Internalization Transaction, the Former Advisor was owned by SRI, the Company’s former sponsor. Mr. Emery, the Company’s Chairman of the board of directors and Chief Executive Officer, owns an 86% interest in Steadfast Holdings, the majority owner of SRI. Concurrently with, and as a condition to the execution and delivery of the Contribution & Purchase Agreement, the Company, through STAR REIT Services, LLC, a Delaware limited liability company and indirect subsidiary of the Company (“SRS”), entered into employment agreements with certain key employees. For more information on the Internalization Transaction, see Note 3 (Internalization Transaction). The Former Advisor Prior to the Internalization Transaction, the business of the Company was externally managed by the Former Advisor, pursuant to the Amended and Restated Advisory Agreement effective as of March 6, 2020, by and between the Company and the Former Advisor (as may be amended, the “Advisory Agreement”). On August 31, 2020, prior to the Closing, the Company, the Former Advisor and the Current Operating Partnership entered into a Joinder Agreement (the “Joinder Agreement”) pursuant to which the Current Operating Partnership became a party to the Advisory Agreement. On August 31, 2020, prior to the Closing, the Former Advisor and the Company entered into the First Amendment to the Amended and Restated Advisory Agreement in order to remove certain restrictions in the Advisory Agreement related to business combinations and to provide that any amounts accrued to the Former Advisor commencing on September 1, 2020 will be paid in cash to the Former Advisor by the Current Operating Partnership (the “First Amendment”). In connection with the Internalization Transaction, SRS assumed the rights and obligations of the Advisory Agreement from the Former Advisor. The term of the Advisory Agreement expires on March 6, 2021, and is subject to annual renewal by the Company’s board of directors. The Current Operating Partnership Substantially all of the Company’s business is conducted through the Current Operating Partnership. The Company is the sole general partner of the Current Operating Partnership. The Current Operating Partnership owns, directly or indirectly, all of the properties that the Company has acquired. As of September 30, 2020, the Company owned approximately 94% of the operating partnership units of the Current Operating Partnership. As a result of the Internalization Transaction, SRI owns approximately 5% of the OP Units of the Current Operating Partnership, including approximately 6,155,613.92 Class B OP Units owned by SRI as of September 30, 2020. The remaining 1% of the OP Units are owned by unaffiliated third parties. The Current Operating Partnership may conduct certain activities through the Company’s taxable REIT subsidiary, which is a wholly-owned subsidiary of the Current Operating Partnership. As a condition to the Closing, on August 31, 2020, the Company, as the general partner and parent of the Current Operating Partnership, SRI and VV&M entered into a Third Amended and Restated Agreement of Limited Partnership of the Operating Partnership (the “Operating Partnership Agreement”) to restate the Second A&R Partnership Agreement in order to, among other things, remove references to the limited partner interests previously held by SIR Advisor and STAR III Advisor, reflect the consummation of the contribution, and designate Class B OP Units that were issued as consideration pursuant to the Internalization Transaction. The Operating Partnership Agreement provides that the Current Operating Partnership is operated in a manner that will enable the Company to (1) satisfy the requirements for being classified as a REIT for tax purposes, (2) avoid any federal income or excise tax liability and (3) ensure that the Current Operating Partnership will not be classified as a “publicly traded partnership” for purposes of Section 7704 of the Internal Revenue Code, which classification could result in the Current Operating Partnership being taxed as a corporation. In addition to the administrative and operating costs and expenses incurred by the Current Operating Partnership in acquiring and operating real properties, the Current Operating Partnership pays all of the Company’s administrative costs and expenses, and such expenses are treated as expenses of the Current Operating Partnership. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies There have been no significant changes to the Company’s accounting policies since it filed its audited financial statements in its Annual Report on Form 10-K for the year ended December 31, 2019, other than the Financial Accounting Standards Board (“FASB”) Staff Q&A related to Accounting Standards Codification (“ASC”) 842: Accounting for Lease Concessions Related to the Effects of the COVID-19 Pandemic (the “ASC 842 Q&A”), and noncontrolling interest accounted for in accordance with ASC 810, Consolidation (“ASC 810”), each as further described below. For further information about the Company’s accounting policies, refer to the Company’s consolidated financial statements and notes thereto for the year ended December 31, 2019, included in the Company’s Annual Report on Form 10-K filed with the SEC on March 12, 2020. Principles of Consolidation and Basis of Presentation The consolidated financial statements include the accounts of the Company, the Current Operating Partnership and its wholly-owned subsidiaries. The portion of an entity not wholly-owned by the Company is presented as noncontrolling interest. All significant intercompany balances and transactions are eliminated in consolidation. The financial statements of the Company’s subsidiaries are prepared using accounting policies consistent with those of the Company. The accompanying unaudited consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information as contained within the FASB, ASC and the rules and regulations of the SEC, including the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, the unaudited consolidated financial statements do not include all of the information and footnotes required by GAAP for audited financial statements. In the opinion of management, the financial statements for the unaudited interim periods presented include all adjustments that are of a normal and recurring nature and necessary for a fair and consistent presentation of the results of such periods. Operating results for the three and nine months ended September 30, 2020, are not necessarily indicative of the results that may be expected for the year ending December 31, 2020. The unaudited consolidated financial statements herein should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. Noncontrolling interests Noncontrolling interests represent the portion of equity that the Company does not own in an entity that is consolidated. The Company’s noncontrolling interests are comprised of Class A-2 operating partnership units (“Class A-2 OP Units”) in STAR III OP, the Company’s then- indirect subsidiary, which merged with and into the Current Operating Partnership pursuant to the OP Merger described in Note 1 (Organization and Business), and Class B OP Units of the Current Operating Partnership. The Company accounts for noncontrolling interests in accordance with ASC 810, Consolidation (“ASC 810”). In accordance with ASC 810, the Company reports noncontrolling interests in subsidiaries within equity in the consolidated financial statements, but separate from stockholders’ equity. In accordance with ASC 480, Distinguishing Liabilities from Equity (“ASC 480”), noncontrolling interests that are determined to be redeemable are carried at their fair value or redemption value as of the balance sheet date and reported as liabilities or temporary equity depending on their terms. A noncontrolling interest that fails to qualify as permanent equity will be reclassified as a liability or temporary equity. As of September 30, 2020, the Company’s noncontrolling interests qualified as permanent equity. There were no noncontrolling interests in 2019. For more information on the Company’s noncontrolling interest, see Note 9 (Noncontrolling Interest). Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could materially differ from those estimates. Real Estate Assets Real Estate Purchase Price Allocation Upon the acquisition of real estate properties or other entities owning real estate properties, the Company evaluates whether the acquisition is a business combination or an asset acquisition under ASC 805, Business Combinations (“ASC 805”). For both business combinations and asset acquisitions the Company allocates the purchase price of real estate properties to acquired tangible assets, consisting of land, buildings and improvements, and acquired intangible assets and liabilities, consisting of the value of above-market and below-market leases and the value of in-place leases. For asset acquisitions, the Company capitalizes transaction costs and allocates the purchase price using a relative fair value method allocating all accumulated costs. For business combinations, the Company expenses transaction costs incurred and allocates the purchase price based on the estimated fair value of each separately identifiable asset and liability. Acquisition fees and costs associated with transactions determined to be asset acquisitions are capitalized in total real estate, net in the accompanying consolidated balance sheets. For the three and nine months ended September 30, 2020, all of the Company’s acquisitions were determined to be asset acquisitions, with the exception of the Internalization Transaction, which was accounted for as a business combination. The fair values of the tangible assets of an acquired property (which includes land, buildings and improvements) are determined by valuing the property as if it were vacant, and the “as-if-vacant” value is then allocated to land and buildings and improvements based on management’s determination of the relative fair value of these assets. Management determines the as-if-vacant fair value of a property using methods similar to those used by independent appraisers. Factors considered by management in performing these analyses include an estimate of carrying costs during the expected lease-up periods considering current market conditions and costs to execute similar leases, including leasing commissions and other related costs. In estimating carrying costs, management includes real estate taxes, insurance, and other operating expenses during the expected lease-up periods based on current market conditions. The fair values of above-market and below-market in-place leases are recorded based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) an estimate of fair market lease rates for the corresponding in-place leases, measured over a period equal to the remaining non-cancelable term of the lease including any fixed rate bargain renewal periods, with respect to a below-market lease. The above-market and below-market lease values are capitalized as intangible lease assets or liabilities. Above-market lease values are amortized as an adjustment of rental revenue over the remaining terms of the respective leases. Below-market leases are amortized as an adjustment of rental revenue over the remaining terms of the respective leases, including any fixed rate bargain renewal periods. If a lease were to be terminated prior to its stated expiration, all unamortized amounts of above-market and below-market in-place lease values related to that lease would be recorded as an adjustment to rental revenue. The fair values of in-place leases include an estimate of direct costs associated with obtaining a new resident and opportunity costs associated with lost rentals that are avoided by acquiring an in-place lease. Direct costs associated with obtaining a new resident include commissions, resident improvements, and other direct costs and are estimated based on management’s consideration of current market costs to execute a similar lease. The value of opportunity costs is calculated using the contractual amounts to be paid pursuant to the in-place leases over a market absorption period for a similar lease. These lease intangibles are amortized to depreciation and amortization expense over the remaining terms of the respective leases. If a lease were to be terminated prior to its stated expiration, all unamortized amounts of in-place lease assets relating to that lease would be expensed. Impairment of Real Estate Assets The Company accounts for its real estate assets in accordance with ASC 360, Property, Plant and Equipment (“ASC 360”). ASC 360 requires the Company to continually monitor events and changes in circumstances that could indicate that the carrying amounts of the Company’s real estate and related intangible assets may not be recoverable. When indicators of potential impairment suggest that the carrying value of real estate and related intangible assets and liabilities may not be recoverable, the Company assesses the recoverability of the assets by estimating whether the Company will recover the carrying value of the asset through its undiscounted future cash flows and its eventual disposition. Based on this analysis, if the Company does not believe that it will be able to recover the carrying value of the real estate and related intangible assets and liabilities, the Company records an impairment loss to the extent that the carrying value exceeds the estimated fair value of the real estate and related intangible assets and liabilities. If any assumptions, projections or estimates regarding an asset changes in the future, the Company may have to record an impairment to reduce the net book value of such individual asset. The Company continues to monitor events in connection with the recent outbreak of the novel Coronavirus (“COVID-19”) and evaluates any potential indicators that could suggest that the carrying value of its real estate investments and related intangible assets and liabilities may not be recoverable. The Company recorded an impairment charge related to two of its real estate assets during the nine months ended September 30, 2020. No impairment loss was recorded in 2019. See Note 4 (Real Estate) for details. Property Held for Sale The Company classifies certain long-lived assets as held for sale once the criteria, as defined by GAAP, have been met and are expected to sell within one year. Long-lived assets to be disposed of are reported at the lower of their carrying amount or fair value minus cost to sell, with any write-down recorded to impairment loss on the consolidated statements of operations. Depreciation and amortization is not recorded for assets classified as held for sale. As of each of September 30, 2020 and December 31, 2019, the Company classified one real estate asset, as presented on its consolidated balance sheets. See Note 4 (Real Estate) for details. Goodwill Goodwill represents the excess of consideration paid over the fair value of underlying identifiable net assets of a business acquired. The Company’s goodwill has an indeterminate life and is not amortized, but is tested for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that the asset might be impaired. The Company takes a qualitative approach to consider whether an impairment of goodwill exists prior to quantitatively determining the fair value of the reporting unit in step one of the impairment test. The Company performed its annual assessment on October 1st. The Company recorded goodwill during the three and nine months ended September 30, 2020, in connection with the Internalization Transaction. See Note 3 (Internalization Transaction) for details. Revenue recognition - operating leases The majority of the Company’s revenue is derived from rental revenue, which is accounted for in accordance with Accounting Standards Codification 842, Leases (“ASC 842”). The Company leases apartment homes under operating leases with terms generally of one year or less. Generally, credit investigations are performed for prospective residents and security deposits are obtained. In accordance with ASC 842, the Company recognizes minimum rent, including rental abatements, lease incentives and contractual fixed increases attributable to operating leases, on a straight-line basis over the term of the related leases when collectability is probable and records amounts expected to be received in later years as deferred rent receivable. For lease arrangements when it is not probable that the Company will collect all or substantially all of the remaining lease payments under the term of the lease, rental revenue is limited to the lesser of the rental revenue that would be recognized on a straight-line basis (as applicable) or the lease payments that have been collected from the lessee. Differences between rental revenue recognized and amounts contractually due under the lease agreements are credited or charged to straight-line rent receivable or straight-line rent liability, as applicable. Tenant reimbursements for common area maintenance and other recoverable expenses, are recognized when the services are provided and the performance obligations are satisfied. Tenant reimbursements for common area maintenance are accounted for as variable lease payments and are recorded as rental income on the Company’s statement of operations. Rents and Other receivables In accordance with ASC 842, the Company makes a determination of whether the collectability of the lease payments in an operating lease is probable. If the Company determines the lease payments are not probable of collection, the Company would fully reserve for any contractual lease payments, deferred rent receivable, and variable lease payments and would recognize rental income only if cash is received. The Company exercises judgment in establishing these allowances and considers payment history and current credit status of residents in developing these estimates. Due to the short-term nature of the operating leases, the Company does not maintain a deferred rent receivable related to the straight-lining of rents. Any changes to the Company’s collectability assessment are reflected as an adjustment to rental income. Residents’ payment plans due to COVID-19 In April, 2020, the FASB issued the ASC 842 Q&A to respond to some frequently asked questions about accounting for lease concessions related to the effects of the COVID-19 pandemic. Under ASC 842, modified terms and conditions of a company’s existing lease contracts, such as, changes to lease payments, may affect the economics of the lease for the remainder of the term and are generally accounted for as lease modifications. Some contracts may contain explicit or implicit enforceable rights and obligations that require lease concessions if certain circumstances arise that are beyond the control of the parties to the contract. If a lease contract provides enforceable rights and obligations for concessions in the contract and no changes are made to that contract, the concessions are not accounted for under the lease modification guidance in ASC 842. If concessions granted by lessors are beyond the enforceable rights and obligations in the contract, entities would generally account for those concessions in accordance with the lease modification guidance in ASC 842. The FASB staff has been made aware that, given the unprecedented and global nature of the COVID-19 pandemic, it may be exceedingly challenging for entities to determine whether existing contracts provide enforceable rights and obligations for lease concessions and, if so, whether those concessions are consistent with the terms of the contract or are modifications to a contract. Consequently, for concessions related to the effects of the COVID-19 pandemic, an entity will not have to analyze each contract to determine whether enforceable rights and obligations for concessions exist in the contract and can elect to apply or not apply the lease modification guidance under ASC 842 to those contracts. Entities may make the elections for any lessor-provided concessions related to the effects of the COVID-19 pandemic (e.g., deferrals of lease payments, reduced future lease payments) as long as the concession does not result in a substantial increase in the rights of the lessor or the obligations of the lessee. In addition to that, for concessions that provide a deferral of payments with no substantive changes to the consideration in the original contract, the FASB allows entities to account for the concessions as if no changes to the lease contract were made. Under this method, a lessor would increase its lease receivable and continue to recognize income. During the fiscal quarter ended June 30, 2020, the Company instituted payment plans for its residents that were experiencing hardship due to COVID-19, which the Company refers to as the “COVID-19 Payment Plan.” Pursuant to the COVID-19 Payment Plan, the Company allowed qualifying residents to defer their rent, which is collected by the Company in monthly installment payments over the duration of the current lease or renewal term (which may not exceed 12 months). Additionally, for the months of May and June 2020, the Company began providing certain qualifying residents with a one-time concession to incentivize their performance under the payment plan. If the qualifying resident fails to make payments pursuant to the COVID-19 Payment Plan, the concession is immediately terminated, and the qualifying resident is required to immediately repay the amount of the concession. The Company did not offer residents a payment plan during July 2020 due to the reduced demand for such payment plans in May and June 2020. During the three months ended September 30, 2020, the Company initiated a debt forgiveness program for certain qualifying residents that were experiencing hardship due to COVID-19 and who were in default of their lease payments (the “Debt Forgiveness Program”). Pursuant to the Debt Forgiveness Program, the Company is offering qualifying residents an opportunity to terminate their lease without being liable for any unpaid rent and penalties. The Company elected not to evaluate whether the COVID-19 Payment Plans and the Debt Forgiveness Program are lease modifications and therefore the Company’s policy is to account for the lease contracts with COVID-19 Payment Plans and Debt Forgiveness Program as if no lease modifications occurred. Under this accounting method, a lessor with an operating lease may account for the concession by continuing to recognize a lease receivable until the rental payment is received from the lessee at the revised payment date. If it is determined that the lease receivable is not collectable, the Company would treat that lease contract on a cash basis as defined in ASC 842. As of September 30, 2020, the Company reserved $1,859,126 of accounts receivables which are considered not probable for collection. Investments in Unconsolidated Joint Ventures The Company accounted for investments in unconsolidated joint venture entities in which it would have exercised significant influence over, but did not control, using the equity method of accounting. Under the equity method, the investment was initially recorded at cost including an outside basis difference, which represented the difference between the purchase price the Company paid for its investment in the joint venture and the book value of the Company’s equity in the joint venture, and subsequently adjusted it to reflect additional contributions or distributions, the Company’s proportionate share of equity in the joint venture’s earnings (loss) and amortization of the outside basis difference. The Company recognized its proportionate share of the ongoing income or loss of the unconsolidated joint venture as equity in earnings (loss) of unconsolidated joint venture on the consolidated statements of operations. On a quarterly basis, the Company evaluated its investment in an unconsolidated joint venture for other-than-temporary impairments. The Company recorded an other-than-temporary impairment (“OTTI”) on its investment in unconsolidated joint venture during the nine months ended September 30, 2020. No OTTI was recorded in the three and nine months ended September 30, 2019. See Note 5 (Investment in Unconsolidated Joint Venture) for details. The Company elected the cumulative earnings approach to classify cash receipts from the unconsolidated joint venture on the accompanying consolidated statements of cash flows. Fair Value Measurements Under GAAP, the Company is required to measure certain financial instruments at fair value on a recurring basis. In addition, the Company is required to measure other assets and liabilities at fair value on a non-recurring basis (e.g., carrying value of impaired real estate loans receivable and long-lived assets). Fair value is defined as the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The GAAP fair value framework uses a three-tiered approach. Fair value measurements are classified and disclosed in one of the following three categories: • Level 1: unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities; • Level 2: quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and • Level 3: prices or valuation techniques where little or no market data is available that requires inputs that are both significant to the fair value measurement and unobservable. When available, the Company utilizes quoted market prices from an independent third-party source to determine fair value and will classify such items in Level 1 or Level 2. In instances where the market is not active, regardless of the availability of a nonbinding quoted market price, observable inputs might not be relevant and could require the Company to make a significant adjustment to derive a fair value measurement. Additionally, in an inactive market, a market price quoted from an independent third party may rely more on models with inputs based on information available only to that independent third party. When the Company determines the market for a financial instrument owned by the Company to be illiquid or when market transactions for similar instruments do not appear orderly, the Company uses several valuation sources (including internal valuations, discounted cash flow analysis and quoted market prices) and will establish a fair value by assigning weights to the various valuation sources. The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. There were no transfers between the levels in the fair value hierarchy during the nine months ended September 30, 2020 and 2019. The following describes the valuation methodologies used by the Company to measure fair value, including an indication of the level in the fair value hierarchy in which each asset or liability is generally classified. Interest rate cap agreements - The Company has entered into certain interest rate cap agreements. These derivatives are recorded at fair value. Fair value was based on a model-driven valuation using the associated variable rate curve and an implied market volatility, both of which were observable at commonly quoted intervals for the full term of the interest rate cap agreements. Therefore, the Company’s interest rate cap agreements were classified within Level 2 of the fair value hierarchy and are included in other assets in the accompanying consolidated balance sheets. Changes in the fair value of the interest rate cap agreements are recorded as interest expense in the accompanying consolidated statements of operations. Changes in assumptions or estimation methodologies can have a material effect on these estimated fair values. In this regard, the derived fair value estimates cannot be substantiated by comparison to independent markets and, in many cases, may not be realized in an immediate settlement of the instrument. Fair Value of Financial Instruments The accompanying consolidated balance sheets include the following financial instruments: cash and cash equivalents, restricted cash, rents and other receivables, due from affiliates, accounts payable and accrued liabilities, distributions payable, distributions payable to affiliates, due to affiliates and notes payable. The Company considers the carrying value of cash and cash equivalents, restricted cash, rents and other receivables, accounts payable and accrued liabilities and distributions payable to approximate the fair value of these financial instruments based on the short duration between origination of the instruments and their expected realization. The fair value of amounts due from affiliates, amounts due to affiliates and distributions payable to affiliates is not determinable due to the related party nature of such amounts. The Company has determined that its notes payable, net are classified as Level 3 within the fair value hierarchy. The fair value of the notes payable, net is estimated using a discounted cash flow analysis using borrowing rates available to the Company for debt instruments with similar terms and maturities. As of September 30, 2020 and December 31, 2019, the fair value of the notes payable was $2,289,178,645 and $1,153,445,768, respectively, compared to the carrying value of $2,146,041,091 and $1,108,559,045, respectively. Restricted Cash Restricted cash represents those cash accounts for which the use of funds is restricted by loan covenants, cash that is deposited with a qualified intermediary for reinvestment pursuant to Section 1031 of the Internal Revenue Code and a cash account established in connection with a letter of credit to fund future workers compensation claims. As of September 30, 2020, the Company had a restricted cash balance of $42,531,779, which represented amounts set aside as impounds for future property tax payments, property insurance payments and tenant improvement payments as required by agreements with the Company’s lenders as well as an amount set aside in connection with a letter of credit. As of December 31, 2019, the Company had a restricted cash balance of $73,614,452, which included $36,740,983 in allocated loan amounts held by the lender of the Company’s master credit facility as collateral for two properties sold during the year ended December 31, 2019, $24,720,969 of cash proceeds from the sale of two properties that were being held by qualified intermediaries, and $12,152,500 related to amounts set aside as impounds for future property tax payments, property insurance payments and tenant improvement payments as required by agreements with the Company lenders. The following table represents the components of the cash, cash equivalents and restricted cash presented on the accompanying consolidated statements of cash flows for the nine months ended September 30, 2020 and 2019: September 30, 2020 2019 Cash and cash equivalents $ 311,515,756 $ 74,816,801 Restricted cash 42,531,779 47,261,216 Other assets related to real estate held for sale 91,450 — Total cash, cash equivalents and restricted cash $ 354,138,985 $ 122,078,017 Distribution Policy The Company elected to be taxed, and currently qualifies, as a REIT commencing with the taxable year ended December 31, 2014. To maintain its qualification as a REIT, the Company intends to make distributions each taxable year equal to at least 90% of its REIT taxable income (which is determined without regard to the dividends paid deduction or net capital gain and which does not necessarily equal net income as calculated in accordance with GAAP). Distributions declared during the nine months ended September 30, 2020, were based on daily record dates and calculated at a rate of $0.002459 per share per day during the period from January 1, 2020 through September 30, 2020. Distributions to stockholders are determined by the board of directors of the Company and are dependent upon a number of factors relating to the Company, including funds available for the payment of distributions, financial condition, the timing of property acquisitions, capital expenditure requirements and annual distribution requirements in order for the Company to qualify as a REIT under the Internal Revenue Code. During the three and nine months ended September 30, 2020, the Company declared distributions totaling $0.226 and $0.674 per share of common stock, respectively. During the three and nine months ended September 30, 2019, the Company declared distributions totaling $0.227 and $0.673 per share of common stock, respectively. Lessee Accounting In February 2016, the FASB issued Accounting Standards Update No. 2016-02, “ Leases (Topic 842) ” (“ASU 2016-02”), which requires leases with original lease terms of more than 12 months to be recorded on the balance sheet. For leases with terms greater than 12 months, a right-of-use (“ROU”) lease asset and a lease liability are recognized on the balance sheet at commencement date based on the present value of lease payments over the lease term. Lease renewal or termination options are included in the lease asset and lease liability only if it is reasonably certain that the option to extend would be exercised or the option to terminate would not be exercised. As the implicit rate in most leases are not readily determinable, the Company’s incremental borrowing rate for each lease at commencement date is used to determine the present value of lease payments. Consideration is given to the Company’s recent debt financing transactions, as well as publicly available data for instruments with similar characteristics, adjusted for the respective lease term, when estimating incremental borrowing rates. Lease expense is recognized over the lease term based on an effective interest method for finance leases and on a straight-line basis for operating leases. On January 1, 2019, the Company adopted ASU 2016-02 and its related amendments (collectively, “ASC 842”) using the modified retrospective method. The Company elected the package of practical expedients permitted under the transition guidance, which allowed to carry forward its original assessment of (1) whether contracts are or contain leases, (2) lease classification and (3) initial direct costs. The Company also elected the practical expedient that allows lessees the option to account for lease and non-lease components together as a single component for all classes of underlying assets. See Note 16 (Leases). Equity-Based Compensation The Company’s stock-based compensation consists of restricted stock issued to key employees of the Company, in addition to the Company’s independent directors. The Company accounts for equity-based compensation awards using the fair value method, which requires an estimate of fair value of the award at the time of grant and recognized on a straight-line basis over the requisite service period of the awards. The compensation expense is adjusted for actual forfeitures upon occurrence. Equity-based compensation is classified within general and administrative expenses in the consolidated statements of operations. Per Share Data Basic loss per share attributable to common stockholders for all periods presented are computed by dividing net loss by the weighted average number of shares of the Company’s common stock outstanding for each class of shares outstanding during the period. Diluted loss per share is computed based on the weighted average number of shares of the Company’s common stock and all potentially dilutive securities, if any. Distributions declared per common share assume each share was issued and outstanding each day during the period or based upon the two-class method, whichever is more dilutive. Nonvested shares of the Company’s restricted common stock give rise to potentially dilutive shares of the Company’s common stock but such shares were excluded from the computation of diluted earnings per share because su |
Internalization Transaction
Internalization Transaction | 9 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
Internalization Transaction | Internalization Transaction On August 31, 2020, the Current Operating Partnership and the Company entered into the Internalization Transaction with SRI, which provided for the internalization of the Company’s external management functions provided by the Former Advisor and its affiliates. Pursuant to the Contribution & Purchase Agreement between the Company, the Current Operating Partnership and SRI, SRI contributed to the Current Operating Partnership all of the membership interests in SRSH, and the assets and rights necessary to operate the Business in all material respects, and the liabilities associated with such assets and rights in exchange for $124,999,000, which was paid as follows: (1) $31,249,000 in cash consideration and (2) 6,155,613.92 Class B OP Units having the agreed value of $15.23 per Class B OP Unit at the time of the transaction. The Company also purchased all of the Class A convertible shares of the Company held by the Former Advisor for $1,000. As a result of the Internalization Transaction, the Company became self-managed and acquired the advisory, investment management and property management business of the Former Advisor by hiring the Transferring Employees (as defined in the Contribution & Purchase Agreement), who comprise the workforce necessary for the management and day-to-day real estate and accounting operations of the Company and the Current Operating Partnership. Fair Value of Consideration Transferred The Company accounted for the Internalization Transaction as a business combination under the acquisition method of accounting. Pursuant to the terms of the Internalization Transaction, the following consideration was given in exchange for all of the membership interests in SRSH: Amount Cash consideration $ 31,249,000 Class B OP Units issued 6,155,613.92 Fair value per Class B OP Unit $ 15.23 Fair value of OP Unit Consideration 93,750,000 Promote price 1,000 Accounting value of total consideration $ 125,000,000 Assets Acquired and Liabilities Assumed The Internalization Transaction was accounted for as a business combination under the acquisition method of accounting under ASC 805, which requires, among other things, the assets acquired and liabilities assumed to be recognized at their fair values as of the acquisition date. During the three and nine months ended September 30, 2020, the Company finalized the purchase price allocation of the fair value of consideration transferred (described above) for the Internalization Transaction. The following table summarizes the finalized purchase price allocation as of the date of the Internalization Transaction: Amount Assets: Accounts receivable from affiliates $ 3,908,946 Finance lease right-of-use asset 20,925 Other assets 49,919 Property management agreements intangibles (1) 815,000 Operating lease right-of-use asset 1,651,415 Repurchase of Class A Convertible Stock 1,000 Goodwill 125,220,448 Total assets acquired 131,667,653 Liabilities: Accrued personnel costs (4,995,313) Finance lease liability (20,925) Operating lease liability (1,651,415) Total liabilities assumed (6,667,653) Net assets acquired $ 125,000,000 ______________________________ (1) The intangible assets acquired consist of property management agreements that the Company, acting as advisor and property manager through certain subsidiaries, has with affiliates of SRI (the “SRI Property Management Agreements”). The value of the SRI Property Management Agreements was determined based on a discounted cash flow valuation of the projected revenues of the acquired agreements. The SRI Property Management Agreements are subject to an estimated useful life of one year. As of September 30, 2020, the SRI Property Management Agreements were approximately 9% amortized. Goodwill In connection with the Internalization Transaction, the Company recorded goodwill of $125.2 million as a result of the consideration exceeding the fair value of the net assets acquired. Goodwill represents the estimated future benefits arising from other assets acquired that could not be individually identified and separately recognized. The goodwill recorded represents the Company’s acquired workforce and its ability to generate additional opportunities for revenue and raise additional funds. Pro Forma Financial Information (unaudited) The following condensed pro forma operating information is presented as if the Internalization Transaction and Mergers occurred in 2019 and had been included in operations as of January 1, 2019. The operations acquired in the Internalization Transaction earned $96.5 million in revenue in 2019, approximately $93.9 million of which was earned from the Company and will be eliminated in the Company’s consolidated financial statements on a post-acquisition basis, and approximately $2.5 million of which was earned providing property management services to nine properties owned by SIP and its affiliates and will be recurring revenue to the Company resulting in an immaterial impact on the Company’s net loss of approximately $0.4 million. The pro forma operating information excludes certain nonrecurring adjustments, such as acquisition fees and expenses incurred, to reflect the pro forma impact the acquisition would have on earnings on a continuous basis: Nine Months Ended September 30, 2020 Year Ended December 31, 2019 Revenue $ 221,430,696 $ 323,258,776 Net income (loss) (1)(2) $ (94,314,302) $ 29,545,827 Net income (loss) attributable to noncontrolling interests $ (4,976,871) $ 1,585,124 Net income (loss) attributable to common stockholders (3) $ (89,337,431) $ 27,960,703 Net income (loss) attributable to common stockholders per share - basic and diluted $ (0.93) $ 0.26 ______________________________ (1) The incremental cost of hiring the existing workforce responsible for the Company’s real estate management and operations of $17,906,923 and $17,742,481, was included in pro forma expenses in arriving at the pro forma net income/(loss) for the nine months ended September 30, 2020 and the year ended December 31, 2019, respectively. The pro forma impact of the Internalization Transaction on the Company’s historical results of operations based on the historical net income of SRI and its affiliates was $19,083,158 for the year ended December 31, 2019. (2) Contemporaneously with the closing of the Internalization Transaction, the Company hired 634 employees, previously employed by SRI and its affiliates, to operate all of the assets necessary to operate the business of the Company. (3) Amount is net of net income (loss) attributable to noncontrolling interests and distributions to preferred shareholders. |
Real Estate
Real Estate | 9 Months Ended |
Sep. 30, 2020 | |
Real Estate [Abstract] | |
Real Estate | Real Estate Current Period Acquisitions During the three and nine months ended September 30, 2020, the Company acquired 41 real estate properties, all of which were determined to be asset acquisitions, including 36 real estate properties acquired in the Mergers, two parcels of land for the development of apartment homes and three real estate properties, two of which were acquired through exchanges pursuant to Section 1031 of the Internal Revenue Code. The following is a summary of real estate properties acquired during the nine months ended September 30, 2020: Purchase Price Allocation Property Name Location Purchase Date Properties Homes Land Buildings and Improvements Tenant Origination and Absorption Costs Below Market Leases Discount (Premium) on Assumed Liabilities Total Purchase Price Eleven10 Farmers Market Dallas, TX 1/28/2020 1 313 $ 10,574,569 $ 50,026,284 $ 1,463,076 $ — $ — $ 62,063,929 Patina Flats at the Foundry Loveland, CO 2/11/2020 1 155 2,463,617 41,537,960 1,184,050 (61,845) — 45,123,782 SIR Merger (1) Various 3/6/2020 27 7,527 114,377,468 959,337,747 27,027,759 — 1,391,489 1,102,134,463 STAR III Merger (1) Various 3/6/2020 9 2,639 58,056,275 411,461,858 10,041,373 — (5,802,045) 473,757,461 Arista at Broomfield Broomfield, CO 3/13/2020 1 — 7,283,803 1,121,939 — — — 8,405,742 VV&M Dallas, TX 4/21/2020 1 310 8,207,057 51,299,734 1,407,518 — (945,235) 59,969,074 Flatirons Broomfield, CO 6/19/2020 1 — 8,574,704 145,898 — — — 8,720,602 41 10,944 $ 209,537,493 $ 1,514,931,420 $ 41,123,776 $ (61,845) $ (5,355,791) $ 1,760,175,053 ____________________ (1) In connection with the Mergers, the Company capitalized transaction costs on the accompanying consolidated balance sheets of $28,145,708 under ASC 805 using a relative fair value method (the “Capitalized Transaction Costs”). $26,515,662 and $628,691 of the Capitalized Transaction Costs were incurred upon the completion of the Mergers on March 6, 2020, and were allocated to the real estate acquired and investment in unconsolidated joint venture, respectively, and $1,630,046 of the Capitalized Transaction Costs, which were incurred and initially capitalized to buildings and improvements on the Company’s consolidated balance sheets as of December 31, 2019, were reallocated to the real estate acquired in the Mergers upon the completion of the Mergers. As of September 30, 2020, the Company owned 69 multifamily properties comprising a total of 21,529 apartment homes and three parcels of land held for the development of apartment homes. The total acquisition price of the Company’s multifamily real estate portfolio was $3,113,751,097, excluding land held for the development of apartment homes of $35,183,272. As of September 30, 2020 and December 31, 2019, the Company’s portfolio was approximately 95.9% and 94.6% occupied and the average monthly rent was $1,172 and $1,200, respectively. As of September 30, 2020 and December 31, 2019, investments in real estate and accumulated depreciation and amortization related to the Company’s consolidated real estate properties was as follows: September 30, 2020 Assets Land Building and Improvements (1) Tenant Origination and Absorption Costs Total Real Estate Held for Investment Real Estate Under Development Real Estate Held for Sale Investments in real estate $ 332,223,332 $ 2,822,838,232 $ 1,976,514 $ 3,157,038,078 $ 35,183,272 $ 33,010,463 Less: Accumulated depreciation and amortization — (364,616,228) (1,290,368) (365,906,596) — (584,731) Net investments in real estate and related lease intangibles $ 332,223,332 $ 2,458,222,004 $ 686,146 $ 2,791,131,482 $ 35,183,272 $ 32,425,732 December 31, 2019 Assets Land Building and Improvements (1) Tenant Origination and Absorption Costs Total Real Estate Held for Investment Real Estate Under Development Real Estate Held for Sale Investments in real estate $ 151,294,208 $ 1,369,256,465 $ — $ 1,520,550,673 $ 5,687,977 $ 27,285,576 Less: Accumulated depreciation and amortization — (277,033,046) — (277,033,046) — (5,619,814) Net investments in real estate and related lease intangibles $ 151,294,208 $ 1,092,223,419 $ — $ 1,243,517,627 $ 5,687,977 $ 21,665,762 ____________________ (1) During the year ended December 31, 2019, the Company capitalized $1,630,046 of costs related to the Mergers, included in building and improvements in the accompanying consolidated balance sheets. Total depreciation and amortization expenses were $47,564,706 and $129,596,268 for the three and nine months ended September 30, 2020, and $18,632,477and $55,430,404 for the three and nine months ended September 30, 2019, respectively. Depreciation of the Company’s buildings and improvements was $33,055,972 and $89,122,949 for the three and nine months ended September 30, 2020, and $18,631,573 and $55,429,500 for the three and nine months ended September 30, 2019, respectively. Depreciation of the Company’s acquired fixtures and fittings in the Internalization Transaction was $2,490 for each of the three and nine months ended September 30, 2020. Amortization of the Company’s intangible assets was $14,506,244 and $40,470,829 for the three and nine months ended September 30, 2020 and $0 for the three and nine months ended September 30, 2019, respectively. Amortization of the Company’s tenant origination and absorption costs was $14,431,485 and $40,392,592 for the three and nine months ended September 30, 2020 and $0 for the three and nine months ended September 30, 2019, respectively. Tenant origination and absorption costs had a weighted-average amortization period as of the date of acquisition of less than one year. Amortization of the Company’s operating right-of-use-assets was $3,367 and $6,845 for the three and nine months ended September 30, 2020, and $904 for each of the three and nine months ended September 30, 2019, respectively. This represents the amortization of initial indirect costs included in the measurement of the operating right-of-use assets. Amortization of the Company’s SRI Property Management Agreements was $71,392 for each of the three and nine months ended September 30, 2020. This represents the amortization of the SRI property management costs. Amortization of the Company’s other intangible assets, which consist of below-market leases, was $1,671 and $4,265 for the three and nine months ended September 30, 2020, respectively, and is included as an increase to rental income in the accompanying consolidated condensed statements of operations. Other intangible assets had a weighted-average amortization period as of the date of acquisition of 10 years. Operating Leases As of September 30, 2020, the Company’s real estate portfolio comprised 21,529 residential apartment homes and was 97.4% leased by a diverse group of residents. For the three and nine months ended September 30, 2020 and 2019, the Company’s real estate portfolio earned in excess of 99% and less than 1% of its rental income from residential tenants and commercial tenants, respectively. The residential tenant lease terms consist of lease durations equal to 12 months or less. The commercial tenant leases consist of remaining lease durations varying from 0.25 to 9.6 years. Some residential leases contain provisions to extend the lease agreements, options for early termination after paying a specified penalty and other terms and conditions as negotiated. The Company retains substantially all of the risks and benefits of ownership of the real estate assets leased to residents. Generally, upon the execution of a lease, the Company requires security deposits from residents in the form of a cash deposit. Amounts required as security deposits vary depending upon the terms of the respective leases and the creditworthiness of the tenant, but generally are not significant amounts. Therefore, exposure to credit risk exists to the extent that a receivable from a tenant exceeds the amount of its security deposit. Security deposits received in cash related to tenant leases are included in accounts payables and accrued liabilities in the accompanying consolidated balance sheets and totaled $6,966,388 and $4,351,837 as of September 30, 2020 and December 31, 2019, respectively. The future minimum rental receipts from the Company’s properties under non-cancelable operating leases attributable to commercial tenants as of September 30, 2020, and thereafter is as follows: October 1 through December 31, 2020 $ 54,250 2021 166,983 2022 244,460 2023 250,196 2024 257,214 Thereafter 731,348 $ 1,704,451 As of September 30, 2020 and December 31, 2019, no tenant represented over 10% of the Company’s annualized base rent and there were no significant industry concentrations with respect to its commercial leases. Real Estate Under Development During the three and nine months ended September 30, 2020, the Company owned the following parcels of land held for the development of apartment homes: Development Name Location Purchase Date Land Held for Development Construction in Progress Total Carrying Value Garrison Station Murfreesboro, TN 5/30/2019 $ 2,469,183 $ 15,587,745 $ 18,056,928 Arista at Broomfield Broomfield, CO 3/13/2020 7,283,803 1,121,939 8,405,742 Flatirons Broomfield, CO 6/19/2020 8,574,704 145,898 8,720,602 $ 18,327,690 $ 16,855,582 $ 35,183,272 Property Disposition Ansley at Princeton Lakes On March 6, 2020, in connection with the STAR III Merger, the Company acquired Ansley at Princeton Lakes, a multifamily property located in Atlanta, Georgia, containing 306 apartment homes. The purchase price of Ansley at Princeton Lakes was $51,564,357, including closing costs. On September 30, 2020, the Company sold Ansley at Princeton Lakes for $49,500,000, excluding selling costs of $466,550, resulting in a gain of $1,392,434, which includes reductions to the net book value of the property due to impairment and historical depreciation and amortization expense. The carrying value of Ansley at Princeton Lakes as of the date of sale was $47,641,016. The purchaser of Ansley at Princeton Lakes is not affiliated with the Company or the Former Advisor. Terrace Cove Apartment Homes On August 28, 2014, the Company, through an indirect wholly-owned subsidiary, acquired Terrace Cove Apartment Homes, a multifamily property located in Austin, Texas, containing 304 apartment homes. The purchase price of Terrace Cove Apartment Homes was $23,500,000, exclusive of closing costs. On February 5, 2020, the Company sold Terrace Cove Apartment Homes for $33,875,000, excluding selling costs of $732,529, resulting in a gain of $11,384,599, which includes reductions to the net book value of the property due to historical depreciation and amortization expense. The carrying value of Terrace Cove Apartment Homes as of the date of sale was $21,757,872. The purchaser of Terrace Cove Apartment Homes is not affiliated with the Company or the Former Advisor. The results of operations for the three and nine months ended September 30, 2020 and 2019, through the dates of sale for all properties disposed of through September 30, 2020 were included in continuing operations on the Company’s consolidated statements of operations and are as follows: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2020 2019 2020 2019 Revenues: Rental income $ 974,222 $ 2,480,249 $ 2,713,105 $ 7,315,557 Other income 72,275 12,652 92,408 44,277 Total revenues 1,046,497 2,492,901 2,805,513 7,359,834 Expenses: Operating, maintenance and management 333,859 733,746 967,789 2,068,221 Real estate taxes and insurance 340,839 477,627 680,873 1,575,050 Fees to affiliates 42,467 131,162 141,344 373,819 Depreciation and amortization 664,489 708,267 1,908,139 2,541,133 Interest expense 205,927 — 527,516 — General and administrative expenses 28,306 16,610 44,717 59,156 Impairment of real estate — — 1,770,471 — Total expenses 1,615,887 2,067,412 6,040,849 6,617,379 (Loss) income before other income (569,390) 425,489 (3,235,336) 742,455 Other income: Gain on sale of real estate, net 1,392,434 3,329,078 12,777,033 3,329,078 Interest income 39 2,158 113 5,647 Loss on debt extinguishment (621,451) — (621,451) — Total other income 771,022 3,331,236 12,155,695 3,334,725 Net (loss) income $ 201,632 $ 3,756,725 $ 8,920,359 $ 4,077,180 Real Estate Held for Sale Montecito Apartments On March 6, 2020, in connection with the SIR Merger, the Company acquired Montecito Apartments, a multifamily property located in Austin, Texas, containing 268 apartment homes. As of September 30, 2020, Montecito Apartments, a multifamily property located in Austin, Texas, met all the criteria to be classified as held for sale. Montecito Apartments was sold for $34,700,000, excluding selling costs of $395,883, on October 29, 2020 to an unaffiliated buyer, resulting in a gain of $1,699,349. The carrying value of Montecito Apartments as of the date of sale was $32,604,768, See Note 17 (Subsequent Events) for details. The real estate, other assets, mortgage notes and other liabilities related to Montecito Apartments are disclosed separately for the periods presented in the accompanying consolidated balance sheets. The results of operations from Montecito Apartments for the three and nine months ended September 30, 2020, which are summarized in the following table, were included in continuing operations on the Company’s consolidated statements of operations. For the Three Months Ended September 30, 2020 For the Nine Months Ended September 30, 2020 Revenues $ 864,329 $ 1,979,995 Expenses 1,162,943 6,265,169 Total loss $ (298,614) $ (4,285,174) Completion of Mergers On March 6, 2020, pursuant to the terms and conditions of the SIR Merger Agreement and STAR III Merger Agreement (together the “Merger Agreements”), SIR Merger Sub and STAR III Merger Sub, the surviving entities, continued as wholly-owned subsidiaries of the Company. In accordance with the applicable provisions of the MGCL, the separate existence of SIR and STAR III ceased. The Combined Company retained the name “Steadfast Apartment REIT, Inc.” At the effective time of the Mergers, each issued and outstanding share of SIR and STAR III’s common stock (or a fraction thereof), $0.01 par value per share, was converted into 0.5934 and 1.430 shares of the Company’s common stock, respectively. The following table summarizes the purchase price of SIR and STAR III as of the date of the Mergers: SIR STAR III Class A common stock issued and outstanding $ — $ 3,458,807 Class R common stock issued and outstanding — 475,207 Class T common stock issued and outstanding — 4,625,943 Common stock issued and outstanding 73,770,330 — Total common stock issued and outstanding 73,770,330 8,559,957 Exchange ratio 0.5934 1.430 STAR common stock issued as consideration (1) 43,775,314 12,240,739 STAR’s most recently disclosed estimated value per share 15.84 15.84 Value of implied STAR common stock issued as consideration $ 693,400,974 $ 193,893,305 ____________________ (1) Represents the number of shares of common stock of SIR and STAR III converted into STAR shares upon consummation of the Mergers. The following table shows the purchase price allocation of SIR’s and STAR III’s identifiable assets and liabilities assumed as of the date of the Mergers: SIR STAR III Assets Land $ 114,377,468 $ 58,056,275 Building and improvements 959,337,747 411,461,858 Acquired intangible assets 27,027,759 10,041,373 Other assets, net 122,688,608 21,438,855 Investment in unconsolidated joint venture 22,128,691 — Total assets $ 1,245,560,273 $ 500,998,361 Liabilities Mortgage notes payable $ (506,023,981) $ (289,407,045) Other liabilities (46,135,318) (17,698,011) $ (552,159,299) $ (307,105,056) $ 693,400,974 $ 193,893,305 Capitalized Acquisition Costs Related to the Mergers The SIR Merger and STAR III Merger were each accounted for as an asset acquisition. In accordance with the asset acquisition method of accounting, costs incurred to acquire the asset were capitalized as part of the acquisition price. Upon the execution of the SIR Merger Agreement and the STAR III Merger Agreement on August 5, 2019, the SIR Merger and STAR III Merger were considered probable of occurring, at which point the Company began to capitalize the merger related acquisition costs to building and improvements in the accompanying consolidated balance sheets. Prior to such date, the merger related acquisition costs were expensed to general and administrative expenses in the accompanying consolidated statements of operations. Impairment of Real Estate Assets Ansley at Princeton Lakes and Montecito Apartments |
Investment in Unconsolidated Jo
Investment in Unconsolidated Joint Venture | 9 Months Ended |
Sep. 30, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investment in Unconsolidated Joint Venture | Investment in Unconsolidated Joint VentureOn March 6, 2020, upon consummation of the SIR Merger, the Company acquired a 10% interest in BREIT Steadfast MF JV LP (the “Joint Venture”), which consisted of 20 multifamily properties with a total of 4,584 apartment homes. On July 16, 2020 (the “JV Disposition Date”), the Company sold its joint venture interest for $19,278,280. The Company did not exercise significant influence, nor did it control the Joint Venture and had accounted for its former investment in the Joint Venture under the equity method of accounting. Income, losses, contributions and distributions were generally allocated based on the members’ respective equity interests. The Company recognized an OTTI on its investment in the Joint Venture of $2,442,411 during the three months ended June 30, 2020. The OTTI was a result of the Company receiving an indication of value in connection with negotiating a sale of the Company’s joint venture interest at a disposition price that was less than the carrying value of the Joint Venture. The OTTI is included in equity in loss from unconsolidated joint venture on the Company’s consolidated statements of operations. In determining the fair value of the Joint Venture, the Company considered Level 3 inputs. See Note 15 (Fair Value Measurement), for details. As of the JV Disposition Date, the book value of the Company’s investment in the Joint Venture was $18,955,478, which included $8,662,003, primarily consisting of an accounting outside basis difference of $8,067,010, net and capitalized transaction costs of $594,993, net. The accounting outside basis difference represented the difference between the purchase price the Company paid for its investment in the Joint Venture in connection with the SIR Merger and the book value of the Company’s equity in the Joint Venture as of the JV Disposition Date. The capitalized transaction costs relate to acquiring the interest in the Joint Venture through the consummation of the SIR Merger. During the three and nine months ended September 30, 2020, $58,144 and $490,586 of amortization of the basis difference was included in equity in losses from unconsolidated joint venture on the accompanying consolidated statements of operations, respectively. The Company recorded the gain on sale of the investment in unconsolidated joint venture of $66,802 in equity in losses from unconsolidated joint venture on the accompanying consolidated statements of operations. During the three and nine months ended September 30, 2020, the Company received distributions of $0 and $360,700 related to its investment in the Joint Venture, respectively. Unaudited financial information for the Joint Venture for the periods from March 6, 2020 through the JV Disposition Date, is summarized below: For the Period from July 1, 2020 through July 16, 2020 For the Period from March 6, 2020 through July 16, 2020 Revenues $ 2,779,246 $ 23,313,921 Expenses (3,079,277) (25,078,993) Other income 46,341 225,914 Net loss $ (253,690) $ (1,539,158) Company’s proportional net loss $ (25,369) $ (153,916) Amortization of outside basis (58,144) (490,586) Impairment of unconsolidated joint venture — (2,442,411) Gain on sale of unconsolidated joint venture 66,802 66,802 Equity in losses of unconsolidated joint venture $ (16,711) $ (3,020,111) |
Other Assets
Other Assets | 9 Months Ended |
Sep. 30, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | Other Assets As of September 30, 2020 and December 31, 2019, other assets consisted of: September 30, 2020 December 31, 2019 Prepaid expenses $ 7,354,973 $ 1,521,084 SRI Property Management Agreements, net 744,628 — Interest rate cap agreements (Note 14) 16,955 132 Escrow deposits for pending real estate acquisitions 500,000 2,600,300 Other deposits 717,004 1,342,615 Corporate computers, net 58,370 — Lease right-of-use assets, net (Note 17) (1) 2,404,899 49,184 Other assets $ 11,796,829 $ 5,513,315 ____________________ (1) As of September 30, 2020, lease ROU assets, net included finance lease ROU asset, net of $19,905 and operating ROU assets, net of $2,384,994. As of December 31, 2019, lease ROU assets, net included finance lease ROU asset, net of $0 and operating ROU assets, net of $49,184. Amortization of the Company’s SRI Property Management Agreements for each of the three and nine months ended September 30, 2020 was $71,392. Amortization of the Company’s initial indirect costs included in the measurement of the operating ROU assets for the three and nine months ended September 30, 2020, was $3,367 and $6,845, respectively. Amortization of the Company’s initial indirect costs included in the measurement of the operating ROU assets for the three and nine months ended September 30, 2019, was $904 and $904, respectively. See Note 16 (Leases) for details. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt Mortgage Notes Payable The following is a summary of mortgage notes payable, net, secured by individual properties as of September 30, 2020 and December 31, 2019. September 30, 2020 Interest Rate Range Weighted Average Interest Rate Type Number of Instruments Maturity Date Range Minimum Maximum Principal Outstanding Variable rate (1) 4 10/16/2022 - 1/1/2027 1-Mo LIBOR + 1.88% 1-Mo LIBOR + 2.31% 2.28% $ 109,585,999 Fixed rate 43 10/1/2022 - 10/1/2056 3.19 % 4.66 % 3.85% 1,294,240,476 Mortgage notes payable, gross 47 3.73% 1,403,826,475 Premiums and discounts, net (2) 4,680,952 Deferred financing costs, net (3) (7,114,551) Mortgage notes payable, net $ 1,401,392,876 December 31, 2019 Interest Rate Range Weighted Average Interest Rate Type Number of Instruments Maturity Date Range Minimum Maximum Principal Outstanding Variable rate (1) 2 1/1/2025 - 9/1/2025 1-Mo LIBOR + 1.88% 1-Mo LIBOR + 2.28% 3.82% $ 75,670,000 Fixed rate 14 7/1/2025 - 5/1/2054 3.36 % 4.60 % 3.96% 488,805,387 Mortgage notes payable, gross 16 3.94% 564,475,387 Deferred financing costs, net (3) (4,376,572) Mortgage notes payable, net $ 560,098,815 ___________ (1) See Note 14 (Derivative Financial Instruments) for a discussion of the interest rate cap agreements used to manage the exposure to interest rate movement on the Company’s variable rate loans. (2) The following table summarizes debt premiums and discounts as of September 30, 2020, including the unamortized portion included in the principal balance as well as amounts amortized included in interest expense in the accompanying consolidated statements of operations: Unamortized Portion of Net Debt Premium (Discount) as of September 30, 2020 Amortization of Debt (Premium) Discount During the Nine Months Ended September 30, Amortized Net Debt Premium (Discount) as of September 30, 2020 $ 15,844,866 $ (1,297,874) $ 14,546,992 (10,179,526) 313,486 (9,866,040) $ 5,665,340 $ (984,388) $ 4,680,952 (3) Accumulated amortization related to deferred financing costs as of September 30, 2020 and December 31, 2019 was $3,144,973 and $2,215,461, respectively. Construction loan On October 16, 2019, the Company entered into an agreement with PNC Bank, National Association (“PNC Bank”) for a construction loan related to the development of a multifamily property known as Garrison Station in an aggregate principal amount not to exceed $19,800,000 for a thirty-six month initial term and two twelve month mini-perm extensions. The rate of interest is daily LIBOR plus 2.00%, which then reduces to daily LIBOR plus 1.80% upon achieving completion as defined in the construction loan agreement and at debt service coverage ratio of 1.15x. The loan includes a 0.4% fee at closing, a 0.1% fee upon exercising the mini-perm and a 0.1% fee upon extending the mini-perm, each payable to PNC Bank. There is an exit fee of 1% which will be waived if permanent financing is secured through PNC Bank or one of its affiliates. As of September 30, 2020 and December 31, 2019, the principal outstanding balance on the construction loan was $2,205,999 and $0, respectively, and included within mortgage notes payable, net on the accompanying consolidated balance sheets. Credit Facilities Master Credit Facility On July 31, 2018, 16 indirect wholly-owned subsidiaries of the Company entered into a Master Credit Facility Agreement (“MCFA”) with Berkeley Point Capital, LLC (“Facility Lender”) for an aggregate principal amount of $551,669,000. On February 11, 2020, in connection with the financing of Patina Flats at the Foundry, the Company and the Facility Lender amended the MCFA to substitute Patina Flats at the Foundry and Fielders Creek, the then-unencumbered multifamily property owned by the Company, as collateral for the three multifamily properties disposed of and released from the MCFA. The Company also increased its outstanding borrowings pursuant to the MCFA by $40,468,000, a portion of which was attributable to the acquisition of Patina Flats at the Foundry. The MCFA provides for four tranches: (i) a fixed rate loan in the aggregate principal amount of $331,001,400 that accrues interest at 4.43% per annum; (ii) a fixed rate loan in the aggregate principal amount of $137,917,250 that accrues interest at 4.57%; (iii) a variable rate loan in the aggregate principal amount of $82,750,350 that accrues interest at the one-month LIBOR plus 1.70%; and (iv) a fixed rate loan in the aggregate principal amount of $40,468,000 that accrues interest at 3.34%. The first three tranches have a maturity date of August 1, 2028, and the fourth tranche has a maturity date of March 1, 2030, unless in each case the maturity date is accelerated in accordance with the terms of the loan documents. Interest only payments are payable monthly through August 1, 2025 and April 1, 2027 on the first three tranches and fourth tranche, respectively, with interest and principal payments due monthly thereafter. The Company paid $2,072,480 in the aggregate in loan origination fees to the Facility Lender in connection with the refinancings, and paid the Former Advisor a loan coordination fee of $3,061,855. PNC Master Credit Facility On June 17, 2020, the Company, through seven indirect wholly-owned subsidiaries (each, a “Borrower” and collectively, the “Borrowers”), entered into a Master Credit Facility Agreement (the “PNC MCFA,”), a fixed rate Multifamily Note and a variable rate Multifamily Note (collectively, the “Notes”) and the other loan documents for the benefit of PNC Bank. The PNC MCFA provides for two tranches: (i) a fixed rate loan in the aggregate principal amount of $79,170,000 that accrues interest at 2.82% per annum; and (ii) a variable rate loan in the aggregate principal amount of $79,170,000 that accrues interest at the one-month LIBOR plus 2.135%. If LIBOR is no longer posted through electronic transmission, is no longer available or, in PNC Bank’s determination, is no longer widely accepted or has been replaced as the index for similar financial instruments, PNC Bank will choose a new index taking into account general comparability to LIBOR and other factors, including any adjustment factor to preserve the relative economic positions of the Borrowers and PNC Bank with respect to any advances made pursuant to the PNC MCFA. The Company paid $633,360 in the aggregate in loan origination fees to PNC Bank in connection with the financings, and paid the Former Advisor a loan coordination fee of $791,700. Revolving Credit Loan Facility On June 26, 2020, the Company entered into a revolving credit loan facility (the “Revolver”) with PNC Bank in an amount not to exceed $65,000,000. The Revolver provides for advances (each, a “Revolver Loan” and collectively, the “Revolver Loans”) solely for the purpose of financing costs in connection with acquisitions and development of real estate projects and for general corporate purposes (subject to certain debt service and loan to value requirements). The Revolver has a maturity date of June 26, 2023, subject to extension. Advances made under the Revolver are secured by the Landings of Brentwood, as evidenced by the Loan Agreement, the Credit Facility Notes (the “Notes”), the Deed of Trust and a Guaranty from the Company (the “Guaranty,” together with the Loan Agreement and the Notes, the “Loan Documents”). The Company has the option to select the interest rate in respect of the outstanding unpaid principal amount of the Revolver Loans from the following options: (1) a fluctuating rate per annum equal to the sum of the daily LIBOR rate plus the daily LIBOR rate spread or (2) a fluctuating rate per annum equal to the base rate plus the alternate rate spread. As of September 30, 2020 and December 31, 2019, the advances obtained and certain financing costs incurred under the MCFA, PNC MCFA and the Revolver, which are included in credit facilities, net, in the accompanying consolidated balance sheets, are summarized in the following table. Amount of Advance as of September 30, 2020 December 31, 2019 Principal balance on MCFA, gross $ 592,137,000 $ 551,669,000 Principal balance on PNC MCFA, gross 158,340,000 — Principal balance on Revolver, gross — — Deferred financing costs, net on MCFA (1) (3,555,957) (3,208,770) Deferred financing costs, net on PNC MCFA (2) (1,736,067) — Deferred financing costs, net on Revolver (3) (536,761) — Credit facilities, net $ 744,648,215 $ 548,460,230 ___________ (1) Accumulated amortization related to deferred financing costs in respect of the MCFA as of September 30, 2020 and December 31, 2019, was $1,179,157 and $832,187, respectively. (2) Accumulated amortization related to deferred financing costs in respect of the PNC MCFA as of September 30, 2020 and December 31, 2019, was $53,152 and $0, respectively. (3) Accumulated amortization related to deferred financing costs in respect of the Revolver as of September 30, 2020 and December 31, 2019, was $52,118 and $0, respectively. Assumed Debt as a Result of the Completion of Mergers On March 6, 2020, upon consummation of the Mergers, the Company assumed all of SIR’s and STAR III’s obligations under the outstanding mortgage loans secured by 29 properties. The Company recognized the fair value of the assumed notes payable in the Mergers of $795,431,027, which consists of the assumed principal balance of $791,020,471 and a net premium of $4,410,556. The following is a summary of the terms of the assumed loans on the date of the Mergers: Interest Rate Range Type Number of Instruments Maturity Date Range Minimum Maximum Principal Outstanding At Merger Date Variable rate 2 1/1/2027 - 9/1/2027 1-Mo LIBOR + 2.195% 1-Mo LIBOR + 2.31% $ 64,070,000 Fixed rate 27 10/1/2022 - 10/1/2056 3.19% 4.66% 726,950,471 Assumed Principal Mortgage Notes Payable 29 $ 791,020,471 Maturity and Interest The following is a summary of the Company’s aggregate maturities as of September 30, 2020: Maturities During the Years Ending December 31, Contractual Obligations Total Remainder of 2020 2021 2022 2023 2024 Thereafter Principal payments on outstanding debt (1) $ 2,154,303,475 $ 1,654,287 $ 8,723,709 $ 37,047,540 $ 60,646,440 $ 58,164,822 $ 1,988,066,677 ______________ (1) Scheduled principal payments on outstanding debt obligations are based on the terms of the notes payable agreements. Amounts exclude deferred financing costs, net and debt premiums (discounts), net associated with the notes payable. The Company’s notes payable contain customary financial and non-financial debt covenants. At September 30, 2020, the Company was in compliance with all debt covenants. For the three and nine months ended September 30, 2020, the Company incurred interest expense of $20,628,159 and $54,734,431, respectively. Interest expense for the three and nine months ended September 30, 2020, includes amortization of deferred financing costs totaling $573,078 and $1,382,954, net unrealized loss from the change in fair value of interest rate cap agreements of $29,093 and $56,287, amortization of net loan premiums and discounts of $(431,387) and $(959,827) and costs associated with the refinancing of debt of $0 and $42,881, net of capitalized interest of $313,902 and $576,521, and imputed interest on the finance lease portion of the sublease of $47 and $47, respectively. The capitalized interest is included in real estate held for development on the consolidated balance sheets. For the three and nine months ended September 30, 2019, the Company incurred interest expense of $12,562,978 and $36,962,055, respectively. Interest expense for the three and nine months ended September 30, 2019, includes amortization of deferred financing costs of $256,547 and $750,751, net unrealized losses from the change in fair value of interest rate cap agreements of $24,144 and $223,867 and credit facility commitment fees of $0 and $2,137, net of capitalized interest of $49,068 and $49,068, respectively. The capitalized interest is included in real estate held for development on the consolidated balance sheets. Interest expense of $6,653,424 and $3,954,686 was payable as of September 30, 2020 and December 31, 2019, respectively, and is included in accounts payable and accrued liabilities in the accompanying consolidated balance sheets. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity General Pursuant to the Company’s Articles of Amendment and Restatement (as supplemented, the “Charter”), the total number of shares of capital stock authorized for issuance is 1,100,000,000 shares, consisting of 999,998,000 shares of common stock with a par value of $0.01 per share, 1,000 shares of Class A non-participating, non-voting convertible stock with a par value of $0.01 per share, 1,000 shares of non-participating, non-voting convertible stock with a par value of $0.01 per share and 100,000,000 shares of preferred stock with a par value of $0.01 per share. Common Stock The shares of the Company’s common stock entitle the holders to one vote per share on all matters upon which stockholders are entitled to vote, to receive dividends and other distributions as authorized by the Company’s board of directors in accordance with the MGCL and to all rights of a stockholder pursuant to the MGCL. The common stock has no preferences or preemptive, conversion or exchange rights. On September 3, 2013, the Company issued 13,500 shares of common stock to SRI, the Company’s former sponsor, for $202,500. From inception through March 24, 2016, the date of the termination of the Primary Offering, the Company had issued 48,625,651 shares of common stock in its Public Offering for offering proceeds of $640,012,497, including 1,011,561 shares of common stock issued pursuant to the DRP for total proceeds of $14,414,752, net of offering costs of $84,837,134. The offering costs primarily consisted of selling commissions and dealer manager fees paid in the Primary Offering. Following the termination of the Public Offering, the Company continues to offer shares pursuant to the DRP. On May 4, 2020, the Company amended its registration statement for the DRP to register up to 10,000,000 shares of common stock for sale at an initial price of $15.23. On March 6, 2020, the Company issued 43,775,314 shares of its common stock to SIR’s stockholders and 12,240,739 shares of its common stock to STAR III’s stockholders in connection with the Mergers. As of September 30, 2020, the Company had issued 111,316,079 shares of common stock for offering proceeds of $1,627,876,748, including 7,685,999 shares of common stock issued pursuant to the DRP for total proceeds of $114,984,724, net of offering costs of $84,837,134. As further discussed in Note 11 (Incentive Award Plan and Independent Director Compensation), the shares of restricted common stock granted to the Company’s independent directors prior to the Internalization Transaction, vest and become non-forfeitable in four four The issuance and vesting activity for the nine months ended September 30, 2020 and year ended December 31, 2019, for the restricted stock issued to the Company’s independent directors were as follows: Nine Months Ended September 30, 2020 Year Ended December 31, 2019 Nonvested shares at the beginning of the period 7,497 7,497 Granted shares 6,666 4,998 Vested shares (4,166) (4,998) Nonvested shares at the end of the period 9,997 7,497 Additionally, the weighted average fair value of restricted common stock issued to the Company’s independent directors for the nine months ended September 30, 2020 and year ended December 31, 2019 was as follows: Grant Year Weighted Average Fair Value 2019 $15.84 2020 15.84 Included in general and administrative expenses is $18,309 and $81,692 for the three and nine months ended September 30, 2020, and $11,390 and $39,182 for the three and nine months ended September 30, 2019, respectively, for compensation expense related to the issuance of restricted common stock to the Company’s independent directors. As of September 30, 2020, the compensation expense related to the issuance of the restricted common stock to the Company’s independent directors not yet recognized was $122,074. The weighted average remaining term of the restricted common stock issued to the Company’s independent directors was approximately 1.2 years as of September 30, 2020. As of September 30, 2020, no shares of restricted common stock issued to the independent directors have been forfeited. Issuance of Restricted Stock Awards to Key Employees In connection with the Internalization Transaction, on September 1, 2020, certain key employees of the Company were issued restricted stock grants under the terms of the Company’s Amended and Restated 2013 Incentive Plan (the “Incentive Award Plan”), which grants had been approved by the Special Committee and the board of directors. The grants to the key employees of the Company were made pursuant to a restricted stock grant agreement. The grants vest 50% on the second anniversary of the grant date and 50% on the third anniversary of the grant date (collectively, the “2020 Restricted Stock Awards”). The 2020 Restricted Stock Award provides that vesting is subject to the key employee’s continued employment with the Company through each applicable vesting date, except in the event of death or disability, in which case, any unvested portion of the awards will become fully vested. In addition, the Restricted Stock Award provides the key employee with rights as a stockholder in respect of the awards’ vested and unvested shares, including the right to vote and the right to dividends. In the event of a termination of a key employee’s employment by the Company without cause or by the key employee for good reason within 12 months following a change in control, any unvested portion of the 2020 Restricted Stock Award will become fully vested at the time of such termination, provided that if the 2020 Restricted Stock Award is unvested at the time of a change in control of the Company and are not assumed or substituted for equivalent awards as part of the change in control transaction, the 2020 Restricted Stock Awards will become fully vested at the time of the change in control transaction. The fair value of grants issued was approximately $2,850,000. Total compensation expense related to the 2020 Restricted Stock Awards for the three and nine months ended September 30, 2020 was $79,169, and was included in general and administrative costs on the accompanying consolidated statements of operations. As of September 30, 2020, the compensation expense related to the issuance of the restricted common stock to the key employees not yet recognized was $2,770,831. The weighted average remaining term of the restricted common stock issued to the Company’s key employees was approximately 2.4 years as of September 30, 2020. As of September 30, 2020, no shares of restricted common stock issued to the Company’s key employees have been forfeited. Investment Management Fee and Loan Coordination Fee Paid to Former Advisor in Shares Following the completion of the Mergers on March 6, 2020 and until the closing of the Internalization Transaction, all pursuant to the Advisory Agreement, the Company paid the Former Advisor a monthly investment management fee, payable 50% in cash and 50% in shares of the Company’s common stock at the estimated value per share at the time of issuance. The shares of common stock fully vest and become non-forfeitable upon payment of the monthly investment management fee. The fair value of the vested common stock at the date of issuance, using the most recent publicly disclosed estimated value per share, is recorded in stockholders’ equity in the accompanying consolidated balance sheets. Investment management fees incurred in shares, included in fees to affiliates in the accompanying consolidated statements of operations, were $2,863,215 and $8,367,340, respectively, for the three and nine months ended September 30, 2020. No investment management fees were incurred in shares for the three and nine months ended September 30, 2019. Following the closing of the Mergers on March 6, 2020 and until the closing of the Internalization Transaction, all pursuant to the Advisory Agreement, the Company paid the Former Advisor a loan coordination fee in shares of the Company’s common stock at the estimated value per share at the time of issuance. The loan coordination fee was payable in shares equals 0.5% of the amount of debt financed or refinanced (in each case, other than at the time of the acquisition of a property) or the Company’s proportionate share of the amount refinanced in the case of investments made through a joint venture. Loan coordination fees incurred in shares and included in fees to affiliates in the accompanying consolidated statements of operations, were $0 and $1,116,700 for the three and nine months ended September 30, 2020. No loan coordination fees were incurred in shares for the three and nine months ended September 30, 2019. Convertible Stock and Class A Convertible Stock Prior to completion of the Mergers on March 6, 2020, the Company’s then-outstanding Convertible Stock would have been converted into shares of the Company’s common stock if and when: (A) the Company had made total distributions on the then-outstanding shares of the Company’s common stock equal to the original issue price of those shares plus an aggregate 6.0% cumulative, non-compounded, annual return on the original issue price of those shares, (B) the Company listed its common stock for trading on a national securities exchange, or (C) the Company’s then Advisory Agreement was terminated or not renewed (other than for “cause” as defined in the Advisory Agreement). In the event of a termination or non-renewal of the Advisory Agreement for cause, all of the shares of the Convertible Stock would have been repurchased by the Company for $1.00. In general, each share of Convertible Stock would convert into a number of shares of common stock equal to 1/1000 of the quotient of (A) 15% of the excess of (1) the Company’s “enterprise value” plus the aggregate value of distributions paid to date on the then outstanding shares of the Company’s common stock over (2) the aggregate purchase price paid by stockholders for those outstanding shares of common stock plus an aggregated 6.0% cumulative, non-compounded, annual return on the original issue price of those outstanding shares, divided by (B) the Company’s enterprise value divided by the number of outstanding shares of common stock on an as-converted basis, in each case calculated as of the date of the conversion. In connection with the Mergers, the Company and the Former Advisor exchanged the then-outstanding Convertible Stock for new Class A Convertible Stock. The Class A Convertible Stock would have been converted into shares of the Company’s common stock if (1) the Company had made total distributions of money or other property to its stockholders (with respect to SIR and STAR III, including in each case distributions paid to SIR and STAR III stockholders prior to the closing of the Mergers), which the Company refers to collectively as the “Class A Distributions,” equal to the original issue price of the Company’s shares of common stock, shares of common stock of SIR and shares of common stock of STAR III (the “Common Equity”), plus an aggregate 6.0% cumulative, non-compounded, annual return on the original issue price of those shares, (2) the Company listed its common stock for trading on a national securities exchange or enters into a merger whereby holders of the Company’s common stock receive listed securities of another issuer or (3) the Company’s Advisory Agreement was terminated or not renewed (other than for “cause” as defined in the Advisory Agreement), each of the above is referred to as a “Triggering Event.” Upon any of these Triggering Events, each share of Class A Convertible Stock would have been converted into a number of shares of the Company’s common stock equal to 1/1000 of the quotient of (A) 15% of the amount, if any, by which (i) the “Class A Enterprise Value” plus the aggregate value of the Class A Distributions paid to date on the Common Equity exceeded (ii) the aggregate purchase price paid by stockholders for the Common Equity plus an aggregated 6.0% cumulative, non-compounded, annual return on the original issue price of the Common Equity as of the date of the Triggering Event, divided by (B) the Class A Enterprise Value divided by the number of the Company’s outstanding common shares on an as-converted basis as of the date of Triggering Event. Preferred Stock The Charter provides the Company’s board of directors with the authority to issue one or more classes or series of preferred stock, and prior to the issuance of such shares of preferred stock, the board of directors shall have the power from time to time to classify or reclassify, in one or more series, any unissued shares and designate the preferences, rights and privileges of such shares of preferred stock. The Company’s board of directors is authorized to amend the Charter without the approval of the stockholders to increase the aggregate number of authorized shares of capital stock or the number of shares of any class or series that the Company has authority to issue. As of September 30, 2020 and December 31, 2019, no shares of the Company’s preferred stock were issued and outstanding. Distribution Reinvestment Plan The Company’s board of directors has approved the DRP through which common stockholders may elect to reinvest an amount equal to the distributions declared on their shares of common stock in additional shares of the Company’s common stock in lieu of receiving cash distributions. The purchase price per share under the DRP initially was $14.25. On April 17, 2020, the Company’s board of directors approved a price per share for the DRP of $15.23, effective May 1, 2020, in connection with the determination of an estimated value per share of the Company’s common stock. The Company’s board of directors may again, in its sole discretion, from time to time, change this price based upon changes in the Company’s estimated value per share and other factors that the Company’s board of directors deems relevant. No sales commissions or dealer manager fees are payable on shares sold through the DRP. The Company’s board of directors may amend, suspend or terminate the DRP at its discretion at any time upon ten days’ notice to the Company’s stockholders. Following any termination of the DRP, all subsequent distributions to stockholders will be made in cash. Share Repurchase Plan and Redeemable Common Stock The Company’s share repurchase plan may provide an opportunity for stockholders to have their shares of common stock repurchased by the Company, subject to certain restrictions and limitations. No shares can be repurchased under the Company’s share repurchase plan until after the first anniversary of the date of purchase of such shares; provided, however, that this holding period shall not apply to repurchases requested within two years after the death or disability of a stockholder. On March 14, 2018, the board of directors of the Company determined to amend the terms of the Company’s share repurchase plan effective as of April 15, 2018 to (1) limit the amount of shares repurchased pursuant to the Company’s share repurchase plan each quarter to $2,000,000 and (2) revise the repurchase price to an amount equal to 93% of the estimated value per share. Prior to the March 3, 2020 amendments (described below), the share repurchase price was further reduced based on how long the stockholder had held the shares as follows: Share Purchase Anniversary Repurchase Price on Repurchase Date (1) Less than 1 year No Repurchase Allowed 1 year 92.5% of the Share Repurchase Price (2) 2 years 95.0% of the Share Repurchase Price (2) 3 years 97.5% of the Share Repurchase Price (2) 4 years 100% of the Share Repurchase Price (2) In the event of a stockholder’s death or disability (3) Average Issue Price for Shares (4) ________________ (1) As adjusted for any stock dividends, combinations, splits, recapitalizations or any similar transaction with respect to the shares of common stock. Repurchase price includes the full amount paid for each share, including all sales commissions and dealer manager fees. (2) The “Share Repurchase Price” equals 93% of the estimated value per share determined by the Company’s board of directors. (3) The required one-year holding period does not apply to repurchases requested within two years after the death or disability of a stockholder. (4) The purchase price per share for shares repurchased upon the death or disability of a stockholder will be equal to the average issue price per share for all of the stockholder’s shares. The purchase price per share for shares repurchased pursuant to the Company’s share repurchase plan is further reduced by the aggregate amount of net proceeds per share, if any, distributed to the Company’s stockholders prior to the Repurchase Date (defined below) as a result of the sale of one or more of the Company’s assets that constitutes a return of capital as a result of such sales. Repurchases of shares of the Company’s common stock are made quarterly upon written request to the Company at least 15 days prior to the end of the applicable quarter. Repurchase requests are honored approximately 30 days following the end of the applicable quarter (“Repurchase Date”). Stockholders may withdraw their repurchase request at any time up to three In connection with the announcement of the then-proposed SIR Merger and STAR III Merger, on August 5, 2019, the Company’s board of directors approved the Amended and Restated Share Repurchase Plan (the “Amended & Restated SRP”), which became effective September 5, 2019, and applied to repurchases made on the Repurchase Dates subsequent to the effective date of the Amended & Restated SRP. Under the Amended & Restated SRP, the Company only repurchased shares of common stock in connection with the death or qualifying disability (as defined in the Amended and Restated SRP) of a stockholder. Repurchases pursuant to the Amended & Restated SRP continued to be limited to $2,000,000 per quarter. On March 3, 2020, in connection with the closing of the SIR Merger and the STAR III Merger, the Company’s board of directors amended its share repurchase plan to: (1) allow all stockholders to request repurchases (as opposed to death and disability only), (2) limit the amount of shares repurchased pursuant to the share repurchase plan each quarter to $4,000,000 and (3) set the repurchase price in all instances (including death and disability) to an amount equal to 93% of the most recent publicly disclosed estimated value per share. The $4,000,000 quarterly limit was first in effect on the repurchase date at April 30, 2020, with respect to repurchases for the three months ended March 31, 2020, but was limited to death and disability only. The Amended & Restated SRP was open to all repurchase requests beginning April 1, 2020. The current share repurchase price is $14.16 per share, which represents 93% of the most recently published estimated value per share of $15.23. The Company is not obligated to repurchase shares of its common stock under the share repurchase plan. In no event shall repurchases under the share repurchase plan exceed 5% of the weighted average number of shares of common stock outstanding during the prior calendar year or the $2,000,000 limit for any quarter put in place by the Company’s board of directors, which increased to $4,000,000 beginning in the second quarter of 2020. There is no fee in connection with a repurchase of shares of the Company’s common stock pursuant to the Company’s share repurchase plan. As of September 30, 2020 and December 31, 2019, the Company had recorded $4,000,000 and $797,289, respectively, which represents 281,220 (pursuant to the Amended & Restated SRP) and 53,152 shares of common stock, respectively, in accounts payable and accrued liabilities on the accompanying consolidated balance sheets related to these unfulfilled repurchase requests, all of which were repurchased on the October 31, 2020 and January 31, 2020 repurchase dates. During the three and nine months ended September 30, 2020, the Company repurchased a total of 282,483 and 484,684 shares with a total repurchase value of $4,000,000 and $6,907,827, and received requests for repurchases of 1,568,908 and 4,382,676 shares with a total repurchase value of $22,215,732 and $62,058,686, respectively. During the three and nine months ended September 30, 2019, the Company repurchased a total of 135,389 and 410,234 shares with a total repurchase value of $2,000,000 and $6,000,000, and received requests for the repurchase of 55,301 and 851,817 shares with a total repurchase value of $819,634 and $12,443,570, respectively. The Company cannot guarantee that the funds set aside for the share repurchase plan will be sufficient to accommodate all repurchase requests made in any quarter. In the event that the Company does not have sufficient funds available to repurchase all of the shares of the Company’s common stock for which repurchase requests have been submitted in any quarter, priority will be given to repurchase requests in the case of the death or disability of a stockholder. If the Company repurchases less than all of the shares subject to a repurchase request in any quarter, with respect to any shares which have not been repurchased, the Company will treat the shares that have not been repurchased as a request for repurchase in the following quarter pursuant to the limitations of the share repurchase plan and when sufficient funds are available, unless the stockholder withdraws the request for repurchase. Such pending requests will be honored among all requests for repurchases in any given repurchase period as follows: first, pro rata as to repurchases sought upon a stockholder’s death or disability; next in exigent circumstances as determined by the Company’s board of directors in its sole discretion and finally, pro rata as to other repurchase requests. The Company’s board of directors may, in its sole discretion, amend, suspend or terminate the share repurchase plan at any time upon 30 days’ notice to its stockholders if it determines that the funds available to fund the share repurchase plan are needed for other business or operational purposes or that amendment, suspension or termination of the share repurchase plan is in the best interest of the Company’s stockholders. Therefore, a stockholder may not have the opportunity to make a repurchase request prior to any potential termination or suspension of the Company’s share repurchase plan. The share repurchase plan will terminate in the event that a secondary market develops for the Company’s shares of common stock. For the three and nine months ended September 30, 2020, the Company reclassified $0 and $1,383,318, net of $4,000,000 and $6,907,827 of fulfilled repurchase requests, from permanent equity to temporary equity, which was included as redeemable common stock on the accompanying balance sheets. For the three and nine months ended September 30, 2019, the Company reclassified $1,182,360, net pursuant to the share repurchase program from accounts payable and accrued liabilities to temporary equity. Distributions The Company’s long-term goal is to pay distributions solely from cash flow from operations. However, because the Company may receive income from interest or rents at various times during the Company’s fiscal year and because the Company may need cash flow from operations during a particular period to fund capital expenditures and other expenses, the Company expects that at times during the Company’s operational stage, the Company will declare distributions in anticipation of cash flow that the Company expects to receive during a later period, and the Company expects to pay these distributions in advance of its actual receipt of these funds. The Company’s board of directors has the authority under its organizational documents, to the extent permitted by Maryland law, to fund distributions from sources such as borrowings, offering proceeds or advances and the deferral of fees and expense reimbursements by the Former Advisor, in its sole discretion. The Company has not established a limit on the amount of proceeds it may use to fund distributions from sources other than cash flow from operations. If the Company pays distributions from sources other than cash flow from operations, the Company will have fewer funds available and stockholders’ overall return on their investment in the Company may be reduced. To maintain the Company’s qualification as a REIT, the Company must make aggregate annual distributions to its stockholders of at least 90% of its REIT taxable income (which is computed without regard to the dividends-paid deduction or net capital gain and which does not necessarily equal net income as calculated in accordance with GAAP). If the Company meets the REIT qualification requirements, the Company generally will not be subject to federal income tax on the income that the Company distributes to its stockholders each year. Distributions Declared The Company’s board of directors approved a cash distribution that accrues at a rate of $0.002459 per day for each share of the Company’s common stock during each of the three and nine months ended September 30, 2020, which, if paid over a 366-day period is equivalent to $0.90 per share. During the three and nine months ended September 30, 2019, cash distributions accrued at a rate of $0.002466 per day for each share, which, if paid over a 365-day period, is equivalent to $0.90 per share. The distributions declared accrue daily to stockholders of record as of the close of business on each day and are payable in cumulative amounts on or before the third day of each calendar month with respect to the prior month. There is no guarantee that the Company will continue to pay distributions at this rate or at all. Distributions declared for the three and nine months ended September 30, 2020, were $25,490,638 and $65,470,579, including $5,366,210 and $15,865,995, or 352,345 and 1,028,773 shares of common stock, respectively, attributable to the DRP. Distributions declared for the three and nine months ended September 30, 2019, were $11,860,005 and $35,056,265, including $5,269,020 and $15,899,564, or 332,640 and 1,018,429 shares of common stock, respectively, attributable to the DRP. As of September 30, 2020 and December 31, 2019, $8,636,666 and $4,021,509 of distributions declared were payable, which included $1,752,986 and $1,744,240, or 115,101 shares and 110,116 shares of common stock, attributable to the DRP, respectively. Distributions Paid For the three and nine months ended September 30, 2020, the Company paid cash distributions of $19,712,608 and $45,742,635, which related to distributions declared for each day in the period from June 1, 2020 through August 31, 2020 and December 1, 2019 through August 31, 2020, respectively. Additionally, for the three and nine months ended September 30, 2020, 352,832 shares and 1,023,791 shares of common stock were issued pursuant to the DRP for gross offering proceeds of $5,373,636 and $15,857,249, respectively. For the three and nine months ended September 30, 2020, the Company paid total distributions of $25,086,244 and $61,599,884, respectively. Included within distributions paid in the accompanying consolidated statements of cash flows is $744,461, which was a payable assumed by the Company in the Mergers and paid during the nine months ended September 30, 2020. For the three and nine months ended September 30, 2019, the Company paid cash distributions of $6,550,164 and $19,085,888, which related to distributions declared for each day in the period from June 1, 2019 through August 31, 2019 and December 1, 2018 through August 31, 2019, respectively. Additionally, for the three and nine months ended September 30, 2019, 334,187 shares and 1,028,071 shares of common stock were issued pursuant to the DRP for gross offering proceeds of $5,293,528 and $16,050,790, respectively. For the three and nine months ended September 30, 2019, the Company paid total distributions of $11,843,692 and $35,136,678, respectively. |
Noncontrolling Interest
Noncontrolling Interest | 9 Months Ended |
Sep. 30, 2020 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interest | Noncontrolling Interest Noncontrolling interests represent operating partnership interests in the Current Operating Partnership of which the Company is the general partner. Class A-2 Operating Partnership Units Class A-2 OP Units were issued as part of the consideration to purchase VV&M Apartments. STAR III OP, the Company’s then- indirect subsidiary, agreed to acquire the 310-unit multifamily property located in Dallas, Texas known as VV&M Apartments for an aggregate purchase price of $59,250,000, pursuant to the terms of a Contribution Agreement, dated as of March 20, 2020 (the “Contribution Agreement”), by and among STAR III OP, as Purchaser, and VV&M. On April 21, 2020 (the “VV&M Closing Date”), VV&M contributed the VV&M Apartments to STAR III OP, and STAR III OP issued 948,785 Class A-2 OP Units at an estimated value per unit of $15.23, the fair value determined at the date of transaction, or $14,450,000 in the aggregate, to VV&M, all in accordance with the Contribution Agreement. On the VV&M Closing Date, STAR III OP and VV&M entered into the Second A&R Partnership Agreement. The Second A&R Partnership Agreement provides for VV&M to request STAR III OP to: (i) repurchase the outstanding Class A-2 OP Units after five years from the Closing Date (the “Put”), or (ii) convert the Class A-2 OP Units into shares of common stock of the Company. STAR III OP has the right to repurchase the Class A-2 OP Units after five years from the VV&M Closing Date and can exercise its option to settle the Put in shares of common stock of the Company. The Class A-2 OP Units receive distributions at the same rate paid to holders of the Company’s common stock and are allocated a share of the income or loss on a pro rata basis of the then- three operating partnerships combined. The Company has evaluated the terms of the Second A&R Partnership Agreement and in accordance with ASC 480, determined that the Class A-2 OP Units are properly recognized as permanent equity on the consolidated balance sheets. On August 28, 2020, STAR III OP merged with and into the Current Operating Partnership and VV&M owns the Class A-2 operating partnership units in the Current Operating Partnership pursuant to the Operating Partnership Agreement on substantially the same terms described above. Class B Operating Partnership Units Class B OP Units were issued as part of the Internalization Transaction as discussed in Note 1 (Organization and Business). The Class B OP Units were valued at $15.23 per unit at the time of the transaction. On August 31, 2020, the closing date of the Internalization Transaction, the Company, VV&M, STAR OP and SRI entered into the Operating Partnership Agreement. The Operating Partnership Agreement includes a provision for SRI to request the repurchase of all outstanding Class B OP Units, one year from the Closing Date; however, under the terms of the Contribution Agreement, SRI is precluded from redeeming or transferring the Class B OP Units for two years from the closing date of the Internalization Transaction. The Operating Partnership Agreement also includes a provision for the Company to settle the repurchase request in shares of the Company’s common stock rather than in cash, in its sole discretion as the general partner of the Current Operating Partnership. The Class B OP Units receive distributions at the same rate paid to holders of the Company’s common stock and are allocated a share of the Current Operating Partnership and its subsidiaries’ net income or losses on a pro rata basis. The Company has evaluated the terms of the Operating Partnership Agreement and in accordance with ASC 480, determined that the Class B OP Units are properly recognized as permanent equity on the consolidated balance sheets. As of September 30, 2020, noncontrolling interests were approximately 6.46% of total shares and 7.42% of weighted average shares outstanding (both measures assuming Class A-2 OP Units and Class B OP Units were converted to common stock). The following summarizes the activity for noncontrolling interests recorded as equity for the three and nine months ended September 30, 2020: Three Months Ended September 30, 2020 Nine Months Ended September 30, 2020 Issuance of Class A-2 OP Units $ — $ 14,450,000 Issuance of Class B OP Units 93,750,000 93,750,000 Loss allocated to Class A-2 OP Units (700,327) (537,013) Loss allocated to Class B OP Units (144,326) (144,326) Distributions to Class A-2 OP Units (214,642) (377,956) Distributions to Class B OP Units (454,100) (454,100) Noncontrolling interests $ 92,236,605 $ 106,686,605 |
Related Party Arrangements
Related Party Arrangements | 9 Months Ended |
Sep. 30, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Arrangements | Related Party Arrangements Prior to the Closing, on August 31, 2020, the Former Advisor was the Company’s advisor and, as such, supervised and managed the Company’s day-to-day operations and selected the Company’s real property investments and real estate-related assets, subject to oversight by the Company’s board of directors. The Former Advisor also provided marketing, sales and client services on the Company’s behalf. The Former Advisor was owned by SRI, the Company’s former sponsor. Mr. Emery, the Company’s Chairman of the board of directors and Chief Executive Officer, owns an 86% interest in Steadfast Holdings, the majority owner of SRI. Ms. del Rio, the Company’s then Secretary and affiliated director, owns a 7% interest in Steadfast Holdings. Since 2014, Ms. Neyland, the Company’s President, Chief Financial Officer and Treasurer, earned an annual 5% profit interest from Steadfast Holdings. Crossroads Capital Multifamily, LLC (“Crossroads Capital Multifamily”), owns a 25% membership interest in SRI. Pursuant to the Third Amended and Restated Operating Agreement of SRI effective as of January 1, 2014, as amended, distributions are allocated to each member of SRI in an amount equal to such member’s accrued and unpaid 10% preferred return, as defined in the Third Amended and Restated Operating Agreement. Thereafter, all distributions to Crossroads Capital Multifamily were subordinated to distributions to the other member of SRI, Steadfast Holdings, until Steadfast Holdings had received an amount equal to certain expenses, including certain organization and offering costs, incurred by Steadfast Holdings and its affiliates on our behalf. During the eight months ended August 31, 2020, all of our other officers and directors, other than our independent directors, were officers of our Former Advisor and officers, limited partners and/or members of our former sponsor and other affiliates of our Former Advisor. Prior to the Closing, the Company and the STAR Operating Partnership operated pursuant to the Advisory Agreement with the Former Advisor which had a one-year term expiring March 6, 2021. Pursuant to the Advisory Agreement, the Company was obligated to pay the Former Advisor specified fees upon the provision of certain services, the investment of funds in real estate and real estate-related investments and the management of the Company’s investments and for other services (including, but not limited to, the disposition of investments). Subject to the limitations described below, the Company was also obligated to reimburse the Former Advisor and its affiliates for organization and offering costs incurred by the Former Advisor and its affiliates on behalf of the Company, as well as acquisition and origination expenses and certain operating expenses incurred on behalf of the Company or incurred in connection with providing services to the Company. Summarized below are the related party transactions incurred by the Company for the three and nine months ended September 30, 2020 and 2019, respectively, and any related amounts payable and (receivable) as of September 30, 2020 and December 31, 2019: Incurred (Received) For the Incurred (Received) For the Payable (Receivable) as of Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 September 30, 2020 December 31, 2019 Consolidated Statements of Operations: Expensed Investment management fees (1) $ 5,648,468 $ 4,190,746 $ 19,537,998 $ 12,525,074 $ 20 $ 4,120,353 Acquisition expenses (2) 10,270 5,933 11,381 98,594 — — Loan coordination fees (1) — 542,833 1,605,652 542,833 — 600,000 Disposition fees (3) 256,000 310,000 594,750 310,000 — 591,000 Disposition transaction costs (3) — 3,252 5,144 3,252 — — Property management: Fees (1) 1,618,611 1,276,621 5,484,468 3,756,048 — 418,173 Reimbursement of onsite personnel (4) 4,926,692 3,937,443 17,402,120 11,441,579 — 843,763 Reimbursement of other (1) 1,182,636 907,103 3,958,226 2,424,954 — 50,778 Reimbursement of property operations (4) 42,026 28,519 230,225 78,261 — 11,465 Reimbursement of property G&A (2) 30,480 14,269 114,696 76,101 — 7,000 Other operating expenses (2) 1,134,085 493,915 2,798,549 1,322,066 174,096 463,301 Reimbursement of personnel benefits (5) 470,925 — 470,925 — 4,412 — Insurance proceeds (6) — — (150,000) — — — Property insurance (6) 9,214 891,113 2,449,166 1,533,091 — (542,324) Rental revenue (8) (12,133) (14,745) (53,162) (44,235) — — Transition services agreement income (6) (62,000) — (62,000) — (62,000) — SRI Property management fee income (6) (71,446) — (71,446) — (71,446) — Other reimbursement income (6) (38,487) — (38,487) — (38,487) — Reimbursement of onsite personnel income (6) (218,166) — (218,166) — (218,166) — Consolidated Balance Sheets: Net assets acquired in internalization transaction (9) 123,236,646 — 123,236,646 — — — Sublease security deposit (10) 85,000 — 85,000 — — — Deferred financing costs (10) — 3,594 49,050 3,594 — — Capitalized to Real Estate Capitalized development service fee (12) 151,071 — 453,213 — 50,357 50,357 Capitalized investment management fees (12) 78,053 — 257,721 — 6,070 25,811 Capitalized development costs (12) — — 3,030 — — — Acquisition expenses (13) 36,470 278,311 426,389 497,023 19,345 — Acquisition fees (13) — — 17,717,639 48,343 — — Loan coordination fees (13) — — 8,812,071 — — — Construction management: Fees (14) 153,826 492,218 536,098 953,635 — 43,757 Reimbursement of labor costs (14) 70,238 117,871 236,477 379,176 — 8,525 Additional paid-in capital Selling commissions — — — — 21,236 71,287 Distributions (15) 454,378 — 454,378 — 454,100 — Issuance of Class B OP Units (16) 93,750,000 — 93,750,000 — — — Redemption of convertible stock (16) 1,000 — 1,000 — — — $ 232,943,857 $ 13,478,996 $ 300,088,751 $ 35,949,389 $ 339,537 $ 6,763,246 _____________________ 1) Included in fees to affiliates in the accompanying consolidated statements of operations. 2) Included in general and administrative expenses in the accompanying consolidated statements of operations. 3) Included in gain on sale of real estate, net in the accompanying consolidated statements of operations. 4) Included in operating, maintenance and management in the accompanying consolidated statements of operations. 5) Represents reimbursements of employee benefits to SIP (the company who contracted with the insurance carrier, and is responsible for collecting employee benefits from the Company, pursuant to the Transition Services Agreement). The reimbursements include the employee and employer benefit cost portion. The former is collected by the Company via salary deductions and is then remitted to SIP who in turn remits it to the insurance carrier. The latter is included in operating, maintenance and management and general and administrative expenses in the accompanying consolidated statements of operations. 6) Included in other income in the accompanying consolidated statements of operations. 7) Property related insurance expense and the amortization of the prepaid insurance deductible account are included in general and administrative expenses in the accompanying consolidated statements of operations. The amortization of the prepaid property insurance is included in operating, maintenance and management expenses in the accompanying consolidated statements of operations. The prepaid insurance is included in other assets in the accompanying consolidated balance sheets upon payment. 8) Included in rental income in the accompanying consolidated statements of operations. 9) In connection with the Internalization Transaction, the Company became self-managed and acquired the advisory, asset management and property management business of the Former Advisor resulting in the recognition of net assets assumed in the Internalization Transaction of $123,236,646, which consists of goodwill of $125,220,448, other assets of $2,717,634 and accounts payable and accrued liabilities of $4,701,436, all of which are included in the accompanying consolidated balance sheets. 10) Included in other assets in the accompanying consolidated balance sheets. 11) Included in notes payable, net in the accompanying consolidated balance sheets. 12) Included in real estate held for development in the accompanying consolidated balance sheets. 13) Included in total real estate, net in the accompanying consolidated balance sheets. 14) Included in building and improvements in the accompanying consolidated balance sheets. 15) Included in cumulative distributions and net losses in the accompanying consolidated balance sheets. 16) In connection with the Internalization Transaction, in exchange for acquiring the advisory, asset management and property management business of the Former Advisor and its affiliates, the Company paid its former sponsor, total consideration of $124,999,000 which consists of $31,249,000 in cash consideration, 6,155,613.92 of Class B OP Units valued at $15.23 per unit or $93,750,000. The Class B OP Units are included within noncontrolling interests in the accompanying consolidated balance sheets. In addition, the Company purchased all of the Class A convertible shares of the Company held by the Former Advisor for $1,000. Investment Management Fee Prior to the completion of the Mergers on March 6, 2020, the Company paid the Former Advisor a monthly investment management fee equal to one-twelfth of 1.0% of (1) the cost of real properties and real estate-related assets acquired directly by the Company or (2) the Company’s allocable cost of each investment in real property or real estate related asset acquired through a joint venture. The investment management fee is calculated including the amount actually paid or budgeted to fund acquisition fees, acquisition expenses, cost of development, construction or improvement and any debt attributable to such investments, or the Company’s proportionate share thereof in the case of investments made through joint ventures. Following the completion of the Mergers and until the Closing, the Company paid the Former Advisor a monthly investment management fee, which is calculated on the same basis as described above, and payable 50% in cash and 50% in shares of the Company’s common stock. Investment management fees of $4,328,191 and $8,367,340 pertaining to the 50% payable in shares of the Company common stock were paid for the three and nine months ended September 30, 2020. Following the Closing, investment management fees paid by the Company are intercompany transactions and are eliminated in consolidation. Acquisition Fees and Expenses Prior to the completion of the Mergers, the Company paid the Former Advisor an acquisition fee equal to 1.0% of the cost of investment, which includes the amount actually paid or budgeted to fund the acquisition, origination, development, construction or improvement (i.e. value enhancement) of any real property or real estate-related asset acquired. In addition to acquisition fees, the Company reimbursed the Former Advisor for amounts directly incurred by the Former Advisor and amounts the Former Advisor paid to third parties in connection with the selection, evaluation, acquisition and development of a property or acquisition of real estate-related assets, whether or not the Company ultimately acquired the property or the real estate-related assets. Following the completion of the Mergers and until the Closing, the Company paid the Former Advisor an acquisition fee of 0.5%, which was calculated on the same basis as above. In connection with the Mergers, the Company paid the Former Advisor an acquisition fee of $16,281,487, which was capitalized to the acquired real estate and investment in unconsolidated joint venture in the accompanying consolidated balance sheets. The Charter limits the Company’s ability to pay acquisition fees if the total of all acquisition fees and expenses relating to the purchase would exceed 4.5% of the contract purchase price. Under the Charter, a majority of the Company’s board of directors, including a majority of the independent directors, is required to approve any acquisition fees (or portion thereof) that would cause the total of all acquisition fees and expenses relating to an acquisition to exceed 4.5% of the contract purchase price. Following the Closing, acquisition fees and expenses paid by the Company are intercompany transactions and are eliminated on consolidation. Loan Coordination Fee Prior to the completion of the Mergers, the Company paid the Former Advisor or its affiliate a loan coordination fee equal to 1.0% of the initial amount of new debt financed or outstanding debt assumed in connection with the acquisition, development, construction, improvement or origination of a property or a real estate-related asset. In addition, in connection with any financing or the refinancing of any debt (in each case, other than identified at the time of the acquisition of a property or a real estate-related asset), the Company paid the Former Advisor or its affiliate a loan coordination fee equal to 0.75% of the amount of debt financed or refinanced. In some instances, the Company and the Former Advisor agreed to a loan coordination fee of $100,000 per loan refinanced. Following the completion of the Mergers and until the Closing, the Company paid the Former Advisor or one of its affiliates, in cash, the loan coordination fee equal to 0.5% of (1) the initial amount of new debt financed or outstanding debt assumed in connection with the acquisition, development, construction, improvement or origination of any type of real estate asset or real estate-related asset acquired directly or (2) the Company’s allocable portion of the purchase price and therefore the related debt in connection with the acquisition or origination of any type of real estate asset or real estate-related asset acquired through a joint venture. In connection with the Mergers, the Company paid the Former Advisor a loan coordination fee of $7,910,205, which was capitalized to the acquired real estate and investment in unconsolidated joint venture in the accompanying consolidated balance sheets. As compensation for services rendered in connection with any financing or the refinancing of any debt (in each case, other than at the time of the acquisition of a property), the Company also paid the Former Advisor or one of its affiliates, in the form of shares equal to such amount, a loan coordination fee equal to 0.5% of the amount refinanced or the Company’s proportionate share of the amount refinanced in the case of investments made through a joint venture. Loan coordination fees of $0 and $1,116,700 were paid in shares of the Company common stock for the three and nine months ended September 30, 2020. Following the Closing, loan coordination fees paid by the Company are intercompany transactions and are eliminated in consolidation. Property Management Fees and Expenses Prior to the Closing, the Company was party to property management agreements (each, as amended from time to time, a “Property Management Agreement”) with Steadfast Management Company, Inc., an affiliate of SRI (the “Former Property Manager”), in connection with the management of each of the Company’s properties. Pursuant to each Property Management Agreement, the Company paid the Former Property Manager a monthly management fee equal to a range from 2.5% to 3.5% of each property’s gross revenues (as defined in the respective Property Management Agreements) for each month, as determined by the Former Advisor and approved by a majority of the Company’s board of directors, including a majority of the independent directors. Each Property Management Agreement had an initial one-year term and continued thereafter on a month-to-month basis unless either party gives 60-days’ prior notice of its desire to terminate the Property Management Agreement, provided that the Company could terminate the Property Management Agreement at any time upon a determination of gross negligence, willful misconduct or bad acts of the Former Property Manager or its employees or upon an uncured breach of the Property Management Agreement upon 30 days’ prior written notice to the Former Property Manager. In addition to the property management fee, the Property Management Agreements also specified certain other reimbursements payable to the Former Property Manager for benefit administration, information technology infrastructure, licenses, support and training services and capital expenditures supervision. The Company also reimbursed the Former Property Manager for the salaries and related benefits of on-site property management employees. In connection with the Internalization Transaction, the Company terminated its existing property-level property management agreements with the Former Property Manager. Following the Closing, property management fees (“Internal Property Management Fees”) paid by the Company are intercompany transactions and are eliminated in consolidation. Construction Management Fees and Expenses Prior to Closing, the Company was party to construction management agreements (each, a “Construction Management Agreement”) with Pacific Coast Land & Construction, Inc., an affiliate of SRI (the “Former Construction Manager”), in connection with capital improvements and renovation or value-enhancement projects for certain properties the Company acquires. The construction management fee payable with respect to each property under the Construction Management Agreements ranged from 6.0% to 12.0% of the costs of the improvements for which the Construction Manager had planning and oversight authority. Generally, each Construction Management Agreement could have been be terminated by either party with 30 days’ prior written notice to the other party. Construction management fees were capitalized to the respective real estate properties in the period in which they were incurred as such costs relate to capital improvements and renovations for apartment homes taken out of service while they undergo the planned renovation. The Company also reimbursed the Former Construction Manager for the salaries and related benefits of certain of its employees for time spent working on capital improvements and renovations. In connection with the Internalization Transaction, the Company terminated its existing Construction Management Agreements with the Former Construction Manager. Development Services The Company is a party to a development services agreement (the “Development Services Agreement”) with Steadfast Multifamily Development, Inc., an affiliate of SRI (the “Developer”), in connection with certain development projects, pursuant to which the Developer receives a development fee and reimbursement for certain expenses for overseeing the development project. The Company entered into a Development Services Agreement with the Developer in connection with the Garrison Station, the Arista at Broomfield and the Flatirons development projects that provided for a development fee equal to 4% of the hard and soft costs of the development project (as defined in the applicable Development Services Agreement) as specified in the Development Services Agreement. 75% of the development fee is paid in 14 monthly installments and the remaining 25% is paid upon delivery of a certificate of occupancy by the Developer to the Company. Property Insurance The Company deposited amounts with an affiliate of SRI, the Company’s former sponsor, to fund a prepaid insurance deductible account to cover the cost of required insurance deductibles across all properties of the Company and other affiliated entities of the Company’s former sponsor. Upon filing a major claim, proceeds from the insurance deductible account could be used by the Company or another affiliate of SRI. In addition, the Company deposited amounts with an affiliate of the Company’s former sponsor to cover the cost of property and property related insurance across certain properties of the Company. Other Operating Expense Reimbursement In addition to the various fees paid to the Former Advisor, the Company was obligated to pay directly or reimburse all expenses incurred by the Former Advisor in providing services to the Company, including the Company’s allocable share of the Former Advisor’s overhead, such as rent, employee costs, utilities and information technology costs. The Company was not to reimburse the Former Advisor for employee costs in connection with services for which the Former Advisor or its affiliates received acquisition fees or disposition fees or for the salaries the Former Advisor paid to the Company’s executive officers. The Charter limits the Company’s total operating expenses during any four fiscal quarters to the greater of 2% of the Company’s average invested assets or 25% of the Company’s net income for the same period (the “2%/25% Limitation”). The Company was to reimburse the Former Advisor, at the end of each fiscal quarter, for operating expenses incurred by the Former Advisor; provided, however, that the Company did not reimburse the Former Advisor at the end of any fiscal quarter for operating expenses that exceed the 2%/25% Limitation unless the independent directors determined that such excess expenses were justified based on unusual and non-recurring factors. The Former Advisor was obligated to reimburse the Company for the amount by which the Company’s operating expenses for the preceding four fiscal quarters then ended exceeded the 2%/25% Limitation, unless approved by the independent directors. For purposes of determining the 2%/25% Limitation amount, “average invested assets” means the average monthly book value of the Company’s assets invested directly or indirectly in equity interests and loans secured by real estate during the 12-month period before deducting depreciation, bad debts reserves or other non-cash reserves. “Total operating expenses” means all expenses paid or incurred by the Company that are in any way related to the Company’s operation, including the Company’s allocable share of Former Advisor overhead, but excluding (a) the expenses of raising capital such as organization and offering expenses, legal, audit, accounting, underwriting, brokerage, listing, registration and other fees, printing and other such expenses and taxes incurred in connection with the issuance, distribution, transfer, listing and registration of shares of the Company’s common stock; (b) interest payments; (c) taxes; (d) non-cash expenditures such as depreciation, amortization and bad debt reserves; (e) reasonable incentive fees based on the gain in the sale of the Company’s assets; (f) acquisition fees and acquisition expenses (including expenses relating to potential acquisitions that the Company does not close) and investment management fees; (g) real estate commissions on the resale of investments; and (h) other expenses connected with the acquisition, disposition, management and ownership of investments (including the costs of foreclosure, insurance premiums, legal services, maintenance, repair and improvement of real property). As of September 30, 2020, the Company’s total operating expenses, as defined above, did not exceed the 2%/25% Limitation. Disposition Fee Prior to the completion of the Mergers, if the Former Advisor or its affiliates provided a substantial amount of services in connection with the sale of a property or real estate-related asset as determined by a majority of the Company’s independent directors, the Company paid the Former Advisor or its affiliates a fee equivalent to one-half of the brokerage commissions paid, but in no event to exceed 1.0% of the sales price of each property or real estate-related asset sold. Following the completion of the Mergers and until the Closing, the disposition fee payable to the Former Advisor was one-half of the brokerage commissions paid, but in no event to exceed 0.5% of the sales price of each property or real estate-related asset sold. To the extent the disposition fee was paid upon the sale of any assets other than real property, it was included as an operating expense for purposes of the 2%/25% Limitation. Following the Closing, disposition fees paid by the Company are intercompany transactions and are eliminated in consolidation. Selling Commissions and Dealer Manager Fees The Company entered into a Dealer Manager Agreement with Stira Capital Markets Group, LLC, an affiliate of SRI (the “Dealer Manager”), in connection with the Public Offering. The Company paid the Dealer Manager up to 7% and 3% of the gross offering proceeds from the Primary Offering as selling commissions and dealer manager fees, respectively. The Dealer Manager reallowed 100% of sales commissions earned to participating broker-dealers. The Dealer Manager could also reallow to any participating broker-dealer a portion of the dealer manager fee that was attributable to that participating broker-dealer for certain marketing costs of that participating broker-dealer. The Dealer Manager negotiated the reallowance of the dealer manager fee on a case-by-case basis with each participating broker-dealer subject to various factors associated with the cost of the marketing program. The Company allowed a participating broker-dealer to elect to receive the 7% selling commissions at the time of sale or elect to have the selling commission paid on a trailing basis. A participating broker-dealer that elected to receive a trailing selling commission is paid as follows: 3% at the time of sale and the remaining 4% paid ratably (1% per year) on each of the first four Class A Convertible Stock In connection with the Mergers, the Company and the Former Advisor exchanged the then outstanding Convertible Stock for the new Class A Convertible Stock. The Class A Convertible Stock would convert into shares of the Company’s common stock if (1) the Company had made total Class A Distributions equal to the original issue price of the Common Equity, plus an aggregate 6.0% cumulative, non-compounded, annual return on the original issue price of those shares, (2) the Company listed its common stock for trading on a national securities exchange or entered into a merger whereby holders of the Company’s common stock received listed securities of another issuer or (3) the Company’s Advisory Agreement was terminated or not renewed (other than for “cause” as defined in the Advisory Agreement). Upon any of these Triggering Events, each share of Class A Convertible Stock would have been converted into a number of shares of the Company’s common stock equal to 1/1000 of the quotient of (A) 15% of the amount, if any, by which (i) the Class A Enterprise Value plus the aggregate value of the Class A Distributions paid to date on the Common Equity exceeds (ii) the aggregate purchase price paid by stockholders for the Common Equity plus an aggregated 6.0% cumulative, non-compounded, annual return on the original issue price of the Common Equity as of the date of the Triggering Event, divided by (B) the Class A Enterprise Value divided by the number of the Company’s outstanding common shares on an as-converted basis as of the date of Triggering Event. In connection with the Internalization Transaction, the Company repurchased the Class A Convertible Stock for $1,000. See Note 8 (Stockholders’ Equity) for details. Ancillary Internalization Transaction Agreements Transition Services Agreement As a condition to Closing, on August 31, 2020, the Company and SIP entered into a Transition Services Agreement (the “Transition Services Agreement”), pursuant to which, commencing on August 31, 2020 until March 31, 2021, unless earlier terminated pursuant to the Transition Services Agreement or extended by mutual consent, SIP will continue to provide certain operational and administrative support at cost plus 15% to the Company, which may include support relating to, without limitation, shared legal, and tax support as set forth in the Transition Services Agreement. Similarly, the Company agreed to provide certain services to SIP and its affiliates at cost plus 15%, which may include acquisition, disposition and financing support, legal support, shared information technology and human resources. SRI Property Management Agreements In connection with the Internalization Transaction, the Company terminated its existing property-level property management agreements with the Former Property Manager, an affiliate of SRI. On August 31, 2020, SRS, entered into the SRI Property Management Agreement with an affiliate of SRI to provide property management services in connection with certain properties owned by SIP or its affiliates. Pursuant to each SRI Property Management Agreement, SRS will receive a monthly management fee equal to 2.0% of each property’s gross collections for such month. Each SRI Property Management Agreement has an initial one-year term and will continue thereafter on a month-to-month basis unless the owner of the property terminates the SRI Property Management Agreement with 60 days’ prior written notice or upon the determination of gross negligence, willful misconduct or bad acts of SRS or its employees with 30 days’ prior written notice to SRS. After the first one-year term, either party may terminate the SRI Property Management Agreement in the event of a material breach that remains uncured for a period of 30 days after written notification of such breach. As of September 30, 2020, the Company recognized the SRI Property Management Agreements asset, net of $744,628 within other assets on the accompanying consolidate balance sheets. Registration Rights Agreement As a condition to the Closing, on August 31, 2020, the Company, the Current Operating Partnership and SRI entered into a registration rights agreement (the “Registration Rights Agreement”). Upon the terms and conditions in the Operating Partnership Agreement, the Class B OP Units are redeemable for shares of the Company’s common stock. Pursuant to the Registration Rights Agreement, SRI (or any successor holder) may not transfer the Class B OP Units until August 31, 2022 (the “Lock-Up Expiration”). Beginning on the fifth anniversary of the Closing, SRI (or any successor holder) may request the Company to register for resale under the Securities Act of 1933, as amended, shares of the Company’s common stock issued or issuable to such holder. The Company agreed to use commercially reasonable efforts to file a registration statement on Form S-3 within 30 days of such request and within 60 days of such request in the case of a registration statement on Form S-11 or such other appropriate form. The Company will cause such registration statement to become effective as soon as reasonably practicable thereafter. The Registration Rights Agreement also grants SRI (or any successor holder) certain “piggyback” registration rights after the Lock-Up Expiration. Non-Competition Agreement As a condition to the Closing, on August 31, 2020, the Company entered into a Non-Competition Agreement (the “Non-Competition Agreement”) with Rodney F. Emery, the majority indirect owner of SRI and the Company’s Chairman and Chief Executive Officer, providing that from the date of the Closing until the date that is 30 months from August 31, 2020 (the “Restricted Period”), in general, Mr. Emery shall not, directly or indirectly, (i) solicit certain employees or service providers of the Company, subject to certain exceptions, or (ii) solicit certain customers, vendors, suppliers, agents, partners or other similar parties with the purpose of causing such parties or their affiliates to cease doing business with the Company or otherwise interfere with the Company’s business relationships with third parties. During the Restricted Period, Mr. Emery, subject to limited exceptions provided in the Non-Competition Agreement, in general (i) shall not, and shall cause his respective affiliates not to, engage in the business of managing, operating, directing and supervising the operations and administration of multifamily assets of the class and type owned by the Company as of August 31, 2020 (the “Assets”) (such business activities described in this subsection (i) being the “Restricted Business”), (ii) shall, consistent with past practice, present each opportunity and investment fully and accurately to the Company’s board of directors prior to his or his affiliates acquisition of any Assets and only make such investment on behalf of himself or his affiliates if the Company’s board of directors declines the opportunity; and (iii) shall not engage with or otherwise acquire an interest in, directly or indirectly, any business or enterprise that primarily |
Incentive Award Plan and Indepe
Incentive Award Plan and Independent Director Compensation | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Incentive Award Plan and Independent Director Compensation | Incentive Award Plan and Independent Director Compensation The Company’s Incentive Award Plan provides for the grant of equity awards to its employees, directors and consultants and those of the Company’s affiliates. The Incentive Award Plan authorizes the grant of non-qualified and incentive stock options, restricted stock awards, restricted stock units, stock appreciation rights, dividend equivalents and other stock-based awards or cash-based awards. Under the independent directors’ compensation plan and subject to such plan’s conditions and restrictions, each of the Company’s independent directors received 3,333 shares of restricted common stock once the Company raised $2,000,000 in gross offering proceeds in the Public Offering. Each subsequent independent director that joins the Company’s board of directors receives 3,333 shares of restricted common stock upon election to the Company’s board of directors. In addition, on the date following an independent director’s re-election to the Company’s board of directors, he or she receives 1,666 shares of restricted common stock. On March 6, 2020, the Company granted 3,333 shares of restricted common stock pursuant to the independent directors’ compensation plan to each of its two newly elected independent directors. One-fourth of the shares of restricted common stock generally vest and become non-forfeitable upon issuance and the remaining portion will vest in three On September 15, 2020, the Company’s board of directors approved an amendment to the independent directors’ compensation plan, pursuant to which, each of the Company’s current independent directors is entitled to receive an annual retainer of $75,000 in cash and $75,000 in shares of restricted common stock upon election or subsequent annual election to the Company’s board of directors. These shares generally vest in four equal annual installments beginning on the date of grant and ending on the third anniversary of the date of grant; provided, however, that the restricted stock will become fully vested on the earlier to occur of: (1) the termination of the independent director’s service as a director due to his or her death or disability, or (2) a change in control of the Company. The Company recorded stock-based compensation expense of $18,309 and $81,692 for the three and nine months ended September 30, 2020 and $11,390 and $39,182 for the three and nine months ended September 30, 2019, respectively, related to the independent directors’ restricted common stock. In addition to the stock awards, prior to September 15, 2020, the Company paid each of its independent directors an annual retainer of $55,000, prorated for any partial term (the audit committee chairperson receives an additional $10,000 annual retainer, prorated for any partial term). The independent directors were also paid for attending meetings as follows: (i) $2,500 for each board meeting attended in person, (ii) $1,500 for each committee meeting attended in person in such director’s capacity as a committee member, (iii) $1,000 for each board meeting attended via teleconference (not to exceed $4,000 for any one set of meetings attended on any given day). In connection with meetings of the special committee, the independent directors received $1,000 for each teleconference meeting and $1,500 for each in-person meeting. The chairman of the special committee also received a $60,000 retainer and the other special committee members received a $50,000 retainer. All directors also receive reimbursement of reasonable out of pocket expenses incurred in connection with attendance at meetings of the board of directors. Beginning September 15, 2020, the effective date of the amendment to the independent directors’ compensation plan, the Company pays each of its independent directors an annual retainer of $75,000 in cash and $75,000 in stock, prorated for any partial term (the audit committee chairperson receives an additional $15,000 annual retainer, the compensation committee chairperson receives an additional $10,000 annual retainer, the investment committee chairperson receives an additional $10,000 annual retainer, the nominating and corporate governance committee chairperson receives an additional $10,000 annual retainer, and the lead independent director receives an additional $25,000 annual retainer, prorated for any partial term). The independent directors are also paid $2,000 for each in-person or telephonic committee meeting attended (not to exceed $4,000 for any one set of meetings attended on any given day). Further, directors may elect to receive any cash fees in fully-vested shares of common stock of the Company. Director compensation is an operating expense of the Company that, prior to the Closing, was subject to the operating expense reimbursement obligation of the Former Advisor discussed in Note 10 (Related Party Arrangements). The Company recorded an operating expense of $228,750 and $765,750 for the three and nine months ended September 30, 2020, and $94,750 and $346,750 for the three and nine months ended September 30, 2019, related to the independent directors’ annual cash retainer and attending board and committee meetings, which is included in general and administrative expenses in the accompanying consolidated statements of operations. As of September 30, 2020 and December 31, 2019, $228,750 and $61,750, respectively, related to the independent directors’ annual retainer paid in cash and board and committee meetings attendance is included in accounts payable and accrued liabilities in the consolidated balance sheets. In connection with the Internalization Transaction, on September 1, 2020, certain key employees of the Company were issued restricted stock grants under the terms of the Incentive Award Plan, which grants had been approved by the Special Committee and the board of directors. The grants to the key employees of the Company were made pursuant to a restricted stock grant agreement. See Note 8 (Stockholders’ Equity) for further details. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Economic Dependency Prior to the Closing, the Company was dependent on the Former Advisor for certain services that are essential to the Company, including the identification, evaluation, negotiation, purchase and disposition of real estate and real estate-related investments; management of the daily operations of the Company’s real estate and real estate-related investment portfolio; and other general and administrative responsibilities. As a result of the Internalization Transaction, the Company became self-managed and acquired the advisory, asset management and property management business of the Former Advisor by hiring the Transferring Employees (as defined in the Contribution & Purchase Agreement), who comprise the workforce necessary for the management and day-to-day real estate and accounting operations of the Company and the Current Operating Partnership. The Company’s own employees now provide the services that the Former Advisor provided, as described above. Concentration of Credit Risk The geographic concentration of the Company’s portfolio makes it particularly susceptible to adverse economic developments in the Atlanta, Georgia and Dallas, Texas, apartment markets. Any adverse economic or real estate developments in these markets, such as business layoffs or downsizing, relocations of businesses, increased competition from other apartment communities, decrease in demand for apartments or any other changes, could adversely affect the Company’s operating results and its ability to make distributions to stockholders. Environmental As an owner of real estate, the Company is subject to various environmental laws of federal, state and local governments. The Company is not aware of any environmental liability that could have a material adverse effect on its financial condition or results of operations. However, changes in applicable environmental laws and regulations, the uses and conditions of properties in the vicinity of the Company’s properties, the activities of its residents and other environmental conditions of which the Company is unaware with respect to the properties could result in future environmental liabilities. Legal Matters From time to time, the Company is subject, or party, to legal proceedings that arise in the ordinary course of its business. Management is not aware of any legal proceedings of which the outcome is reasonably likely to have a material adverse effect on the Company’s results of operations or financial condition nor is the Company aware of any such legal proceedings contemplated by government agencies. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following table presents a reconciliation of net loss attributable to common stockholders and shares used in calculating basic and diluted loss per share, or EPS, for the three and nine months ended September 30, 2020 and 2019: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Net loss attributable to common stockholders $ (36,913,412) $ (10,389,806) $ (99,819,162) $ (34,742,088) Less: Distributions related to unvested restricted stockholders (1) (16,066) (841) (20,840) (2,523) Numerator for loss per common share — basic $ (36,929,478) $ (10,390,647) $ (99,840,002) $ (34,744,611) Weighted average common shares outstanding — basic and diluted (2) 109,663,583 52,279,878 95,714,116 52,096,357 Loss per common share — basic and diluted $ (0.34) $ (0.20) $ (1.04) $ (0.67) _____________________ (1) Unvested restricted stockholders that have a right to participate in dividends declared on common stock are accounted for as participating securities and reflected in the calculation of basic and diluted EPS under the two-class method. (2) The Company excluded all unvested restricted common shares outstanding issued to the Company’s independent directors, certain key employees, the Class A-2 OP Units and the Class B OP Units from the calculation of diluted loss per common share as the effect would have been antidilutive. |
Derivative Financial Instrument
Derivative Financial Instruments | 9 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments The Company uses interest rate derivatives with the objective of managing exposure to interest rate movements thereby minimizing the effect of interest rate changes and the effect they could have on future cash flows. Interest rate cap agreements are used to accomplish this objective. The following table provides the terms of the Company’s interest rate derivative instruments that were in effect at September 30, 2020 and December 31, 2019: September 30, 2020 Type Maturity Date Range Based on Number of Instruments Notional Amount Variable Rate Weighted Average Rate Cap Fair Value Interest Rate Cap 12/1/2020 - 7/1/2023 One-Month LIBOR 13 $ 543,703,350 0.15% 3.27% $ 16,955 December 31, 2019 Type Maturity Date Range Based on Number of Instruments Notional Amount Variable Rate Weighted Average Rate Cap Fair Value Interest Rate Cap 1/1/2020 - 8/1/2021 One-Month LIBOR 9 $ 343,017,350 1.76% 3.45% $ 132 The interest rate cap agreements are not designated as effective cash flow hedges. Accordingly, the Company records any changes in the fair value of the interest rate cap agreements as interest expense. The change in the fair value of the interest rate cap agreements for the three and nine months ended September 30, 2020, resulted in an unrealized loss of $29,093 and $56,287, respectively, and for the three and nine months ended September 30, 2019, resulted in an unrealized loss of $24,144 and $223,867, respectively, which is included in interest expense in the accompanying consolidated statements of operations. During the three and nine months ended September 30, 2020 and 2019, the Company acquired interest rate cap agreements of $20,000 and $67,000 and $18,000 and $18,000, respectively, and did not receive settlement proceeds. The Company also acquired interest cap agreements of $6,110 during the nine months ended September 30, 2020, in connections with the Mergers. The fair value of the interest rate cap agreements of $16,955 and $132 as of September 30, 2020 and December 31, 2019, respectively, is included in other assets on the accompanying consolidated balance sheets. |
Fair Value Measurement
Fair Value Measurement | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement The following tables reflect the Company’s assets required to be measured at fair value on a recurring basis on the consolidated balance sheets: September 30, 2020 Fair Value Measurements Using Level 1 Level 2 Level 3 Recurring Basis: Assets: Interest rate cap agreements (1) $ — $ 16,955 $ — December 31, 2019 Fair Value Measurements Using Level 1 Level 2 Level 3 Recurring Basis: Assets: Interest rate cap agreements (1) $ — $ 132 $ — The following table reflects the Company’s assets required to be measured at fair value on a nonrecurring basis on the consolidated balance sheets: September 30, 2020 Fair Value Measurements Using Level 1 Level 2 Level 3 Nonrecurring Basis: Assets: Impaired real estate (2) $ — $ — $ 32,425,732 ___________ (1) See Note 14 (Derivative Financial Instruments) for a discussion of the interest rate cap agreements used to manage the exposure to interest rate movement on the Company’s variable rate loans. (2) During the fiscal quarter June 30, 2020, the Company impaired real estate assets that have been actively marketed for sale at a disposition price that is less than their carrying value. The valuation technique used for the fair value of all impaired real estate assets was the expected net sales proceeds. The Company determined that the valuation fall under Level 3 of the fair value hierarchy. The carrying value of impaired real estate assets may be subsequently increased or decreased after the measurement date due to capital improvements, depreciation, or sale. During the three months ended June 30, 2020, the Company recorded impairment charges of $5,039,937, of which $1,770,471 pertained Ansley on Princeton Lakes, that was sold on September 30, 2020. See Note 4 (Real Estate) for details. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Leases | Leases Lessee The Company leases office space, a parking garage, furniture, fixtures and office equipment. The Company has lease agreements with lease and non-lease components, which are generally accounted for separate from each other. A limited number of leases include options to renew or options to extend the lease term. The exercise of lease renewal options is at the Company’s sole discretion. The depreciable life of lease ROU assets are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of lease costs were as follows: Three Months Ended September 30, Lease Cost Classification 2020 2019 Operating Lease cost (1) Operating, maintenance and management $ 11,340 $ 1,462 Operating Lease cost (1) General and administrative 80,516 — Finance lease cost Amortization of leased assets Depreciation and amortization 1,020 — Accretion of lease liabilities Interest expense 47 — Total lease cost $ 92,923 $ 1,462 Nine Months Ended September 30, Lease Cost Classification 2020 2019 Operating Lease cost (1) Operating, maintenance and management $ 27,867 $ 1,528 Operating Lease cost (1) General and administrative 80,516 — Finance lease cost Amortization of leased assets Depreciation and amortization 1,020 — Accretion of lease liabilities Interest expense 47 — Total lease cost $ 109,450 $ 1,528 _____________________ (1) Includes short-term leases and variable lease costs, which are immaterial. Other information related to leases was as follows: Lease Term and Discount Rate September 30, 2020 December 31, 2019 Weighted average remaining lease term (in years) Operating leases 3.5 3.6 Finance leases 1.7 0.0 Weighted average discount rate Operating Leases 3.2 % 4.0 % Finance Leases 2.9 % — % Nine Months Ended September 30, Supplemental Disclosure of Cash Flows Information 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows related to operating leases $ 213,698 $ 52,652 Operating cash outflows related to finance leases $ 1,020 $ — Financing cash outflows related to finance leases $ — $ — Operating Leases The following table sets forth as of September 30, 2020, the undiscounted cash flows of the Company’s scheduled lease obligations for future minimum payments for the three months ending December 31, 2020 and for each of the next four years ending December 31, and thereafter, as well as the reconciliation of those cash flows to operating lease liabilities on the Company’s accompanying consolidated balance sheets: Year Amount Remainder of 2020 $ 289,793 2021 1,172,439 2022 611,239 2023 188,990 2024 122,026 Thereafter 361,416 Total undiscounted operating lease payments $ 2,745,903 Less: interest (398,303) Present value of operating lease liabilities $ 2,347,600 Finance Leases The following table sets forth as of September 30, 2020, the undiscounted cash flows of the Company’s scheduled obligations for future minimum payments for the three months ending December 31, 2020 and for each of the next four years ending December 31 and thereafter, as well as a reconciliation of those cash flows to finance lease liabilities: Year Amount Remainder of 2020 $ 3,065 2021 12,240 2022 5,100 2023 — 2024 — Thereafter — Total undiscounted finance lease payments $ 20,405 Less: interest (453) Present value of finance lease liabilities $ 19,952 |
Leases | Leases Lessee The Company leases office space, a parking garage, furniture, fixtures and office equipment. The Company has lease agreements with lease and non-lease components, which are generally accounted for separate from each other. A limited number of leases include options to renew or options to extend the lease term. The exercise of lease renewal options is at the Company’s sole discretion. The depreciable life of lease ROU assets are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of lease costs were as follows: Three Months Ended September 30, Lease Cost Classification 2020 2019 Operating Lease cost (1) Operating, maintenance and management $ 11,340 $ 1,462 Operating Lease cost (1) General and administrative 80,516 — Finance lease cost Amortization of leased assets Depreciation and amortization 1,020 — Accretion of lease liabilities Interest expense 47 — Total lease cost $ 92,923 $ 1,462 Nine Months Ended September 30, Lease Cost Classification 2020 2019 Operating Lease cost (1) Operating, maintenance and management $ 27,867 $ 1,528 Operating Lease cost (1) General and administrative 80,516 — Finance lease cost Amortization of leased assets Depreciation and amortization 1,020 — Accretion of lease liabilities Interest expense 47 — Total lease cost $ 109,450 $ 1,528 _____________________ (1) Includes short-term leases and variable lease costs, which are immaterial. Other information related to leases was as follows: Lease Term and Discount Rate September 30, 2020 December 31, 2019 Weighted average remaining lease term (in years) Operating leases 3.5 3.6 Finance leases 1.7 0.0 Weighted average discount rate Operating Leases 3.2 % 4.0 % Finance Leases 2.9 % — % Nine Months Ended September 30, Supplemental Disclosure of Cash Flows Information 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows related to operating leases $ 213,698 $ 52,652 Operating cash outflows related to finance leases $ 1,020 $ — Financing cash outflows related to finance leases $ — $ — Operating Leases The following table sets forth as of September 30, 2020, the undiscounted cash flows of the Company’s scheduled lease obligations for future minimum payments for the three months ending December 31, 2020 and for each of the next four years ending December 31, and thereafter, as well as the reconciliation of those cash flows to operating lease liabilities on the Company’s accompanying consolidated balance sheets: Year Amount Remainder of 2020 $ 289,793 2021 1,172,439 2022 611,239 2023 188,990 2024 122,026 Thereafter 361,416 Total undiscounted operating lease payments $ 2,745,903 Less: interest (398,303) Present value of operating lease liabilities $ 2,347,600 Finance Leases The following table sets forth as of September 30, 2020, the undiscounted cash flows of the Company’s scheduled obligations for future minimum payments for the three months ending December 31, 2020 and for each of the next four years ending December 31 and thereafter, as well as a reconciliation of those cash flows to finance lease liabilities: Year Amount Remainder of 2020 $ 3,065 2021 12,240 2022 5,100 2023 — 2024 — Thereafter — Total undiscounted finance lease payments $ 20,405 Less: interest (453) Present value of finance lease liabilities $ 19,952 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Distributions Paid On October 1, 2020, the Company paid distributions of $8,112,574, which related to distributions declared for each day in the period from September 1, 2020 through September 30, 2020 and consisted of cash distributions paid in the amount of $6,359,588 and $1,752,986 in shares issued pursuant to the DRP. On November 2, 2020, the Company paid distributions of $8,391,000, which related to distributions declared for each day in the period from October 1, 2020 through October 31, 2020 and consisted of cash distributions paid in the amount of $6,579,899 and $1,811,101 in shares issued pursuant to the DRP. Shares Repurchased On October 30, 2020, the Company repurchased 281,220 shares of its common stock for a total repurchase value of $4,000,000, or $14.22 per share, pursuant to the Company’s share repurchase plan. Distributions Declared On October 14, 2020, the Company’s board of directors approved and authorized a daily distribution to stockholders of record as of the close of business on each day of the period commencing on November 1, 2020 and ending on November 31, 2020. The distributions will be equal to $0.002459 per share of the Company’s common stock per day. The distributions for each record date in November 2020 will be paid in December 2020. The distributions will be payable to stockholders from legally available funds therefor. On November 5, 2020, the Company’s board of directors approved and authorized a daily distribution to stockholders of record as of the close of business on each day of the period commencing on December 1, 2020 and ending on December 31, 2020. The distributions will be equal to $0.002459 per share of the Company’s common stock per day. The distributions for each record date in December 2020 will be paid in January 2021. The distributions will be payable to stockholders from legally available funds therefor. Sale of Montecito Apartments On March 6, 2020, in connection with the SIR Merger, the Company acquired Montecito Apartments, a multifamily property located in Austin, Texas, containing 268 apartment homes. The purchase price of Montecito Apartments was $36,461,172. On October 29, 2020, the Company sold Montecito Apartments for $34,700,000, excluding selling costs of $395,883, resulting in a gain of $1,699,349, which includes reductions to the net book value of the property due to impairment and historical depreciation and amortization expense. The carrying value of Montecito Apartments as of the date of sale was $32,604,768. The purchaser of Montecito Apartments is not affiliated with the Company or its affiliates. Purchases and Sale Agreement On October 20, 2020, the Company entered into a Purchase and Sale Agreement to acquire Los Robles (the “Los Robles Property”) located in San Antonio, Texas, for a purchase price of $51,500,000, exclusive of closing costs. The Company intends to finance the acquisition of the Los Robles Property with cash proceeds from the disposition of Montecito Apartments in a tax-free exchange pursuant to Section 1031 of the Internal Revenue Code. The Los Robles Property contains 306 apartment homes consisting of 186 one-bedroom apartments and 120 two-bedroom apartments that average 909 square feet. The Company expects to complete the acquisition of the Los Robles Property on November 19, 2020. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | The consolidated financial statements include the accounts of the Company, the Current Operating Partnership and its wholly-owned subsidiaries. The portion of an entity not wholly-owned by the Company is presented as noncontrolling interest. All significant intercompany balances and transactions are eliminated in consolidation. The financial statements of the Company’s subsidiaries are prepared using accounting policies consistent with those of the Company. |
Basis of Presentation | The accompanying unaudited consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information as contained within the FASB, ASC and the rules and regulations of the SEC, including the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, the unaudited consolidated financial statements do not include all of the information and footnotes required by GAAP for audited financial statements. In the opinion of management, the financial statements for the unaudited interim periods presented include all adjustments that are of a normal and recurring nature and necessary for a fair and consistent presentation of the results of such periods. Operating results for the three and nine months ended September 30, 2020, are not necessarily indicative of the results that may be expected for the year ending December 31, 2020. The unaudited consolidated financial statements herein should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. |
Noncontrolling interests | Noncontrolling interests Noncontrolling interests represent the portion of equity that the Company does not own in an entity that is consolidated. The Company’s noncontrolling interests are comprised of Class A-2 operating partnership units (“Class A-2 OP Units”) in STAR III OP, the Company’s then- indirect subsidiary, which merged with and into the Current Operating Partnership pursuant to the OP Merger described in Note 1 (Organization and Business), and Class B OP Units of the Current Operating Partnership. The Company accounts for noncontrolling interests in accordance with ASC 810, Consolidation (“ASC 810”). In accordance with ASC 810, the Company reports noncontrolling interests in subsidiaries within equity in the consolidated financial statements, but separate from stockholders’ equity. In accordance with ASC 480, Distinguishing Liabilities from Equity (“ASC 480”), noncontrolling interests that are determined to be redeemable are carried at their fair value or redemption value as of the balance sheet date and reported as liabilities or temporary equity depending on their terms. A noncontrolling interest that fails to qualify as permanent equity will be reclassified as a liability or temporary equity. As of September 30, 2020, the Company’s noncontrolling interests qualified as permanent equity. There were no noncontrolling interests in 2019. For more information on the Company’s noncontrolling interest, see Note 9 (Noncontrolling Interest). |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could materially differ from those estimates. |
Real Estate Assets | Real Estate Assets Real Estate Purchase Price Allocation Upon the acquisition of real estate properties or other entities owning real estate properties, the Company evaluates whether the acquisition is a business combination or an asset acquisition under ASC 805, Business Combinations (“ASC 805”). For both business combinations and asset acquisitions the Company allocates the purchase price of real estate properties to acquired tangible assets, consisting of land, buildings and improvements, and acquired intangible assets and liabilities, consisting of the value of above-market and below-market leases and the value of in-place leases. For asset acquisitions, the Company capitalizes transaction costs and allocates the purchase price using a relative fair value method allocating all accumulated costs. For business combinations, the Company expenses transaction costs incurred and allocates the purchase price based on the estimated fair value of each separately identifiable asset and liability. Acquisition fees and costs associated with transactions determined to be asset acquisitions are capitalized in total real estate, net in the accompanying consolidated balance sheets. For the three and nine months ended September 30, 2020, all of the Company’s acquisitions were determined to be asset acquisitions, with the exception of the Internalization Transaction, which was accounted for as a business combination. The fair values of the tangible assets of an acquired property (which includes land, buildings and improvements) are determined by valuing the property as if it were vacant, and the “as-if-vacant” value is then allocated to land and buildings and improvements based on management’s determination of the relative fair value of these assets. Management determines the as-if-vacant fair value of a property using methods similar to those used by independent appraisers. Factors considered by management in performing these analyses include an estimate of carrying costs during the expected lease-up periods considering current market conditions and costs to execute similar leases, including leasing commissions and other related costs. In estimating carrying costs, management includes real estate taxes, insurance, and other operating expenses during the expected lease-up periods based on current market conditions. The fair values of above-market and below-market in-place leases are recorded based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) an estimate of fair market lease rates for the corresponding in-place leases, measured over a period equal to the remaining non-cancelable term of the lease including any fixed rate bargain renewal periods, with respect to a below-market lease. The above-market and below-market lease values are capitalized as intangible lease assets or liabilities. Above-market lease values are amortized as an adjustment of rental revenue over the remaining terms of the respective leases. Below-market leases are amortized as an adjustment of rental revenue over the remaining terms of the respective leases, including any fixed rate bargain renewal periods. If a lease were to be terminated prior to its stated expiration, all unamortized amounts of above-market and below-market in-place lease values related to that lease would be recorded as an adjustment to rental revenue. The fair values of in-place leases include an estimate of direct costs associated with obtaining a new resident and opportunity costs associated with lost rentals that are avoided by acquiring an in-place lease. Direct costs associated with obtaining a new resident include commissions, resident improvements, and other direct costs and are estimated based on management’s consideration of current market costs to execute a similar lease. The value of opportunity costs is calculated using the contractual amounts to be paid pursuant to the in-place leases over a market absorption period for a similar lease. These lease intangibles are amortized to depreciation and amortization expense over the remaining terms of the respective leases. If a lease were to be terminated prior to its stated expiration, all unamortized amounts of in-place lease assets relating to that lease would be expensed. Impairment of Real Estate Assets The Company accounts for its real estate assets in accordance with ASC 360, Property, Plant and Equipment (“ASC 360”). ASC 360 requires the Company to continually monitor events and changes in circumstances that could indicate that the carrying amounts of the Company’s real estate and related intangible assets may not be recoverable. When indicators of potential impairment suggest that the carrying value of real estate and related intangible assets and liabilities may not be recoverable, the Company assesses the recoverability of the assets by estimating whether the Company will recover the carrying value of the asset through its undiscounted future cash flows and its eventual disposition. Based on this analysis, if the Company does not believe that it will be able to recover the carrying value of the real estate and related intangible assets and liabilities, the Company records an impairment loss to the extent that the carrying value exceeds the estimated fair value of the real estate and related intangible assets and liabilities. If any assumptions, projections or estimates regarding an asset changes in the future, the Company may have to record an impairment to reduce the net book value of such individual asset. The Company continues to monitor events in connection with the recent outbreak of the novel Coronavirus (“COVID-19”) and evaluates any potential indicators that could suggest that the carrying value of its real estate investments and related intangible assets and liabilities may not be recoverable. The Company recorded an impairment charge related to two of its real estate assets during the nine months ended September 30, 2020. No impairment loss was recorded in 2019. See Note 4 (Real Estate) for details. |
Property Held for Sale | Property Held for Sale The Company classifies certain long-lived assets as held for sale once the criteria, as defined by GAAP, have been met and are expected to sell within one year. Long-lived assets to be disposed of are reported at the lower of their carrying amount or fair value minus cost to sell, with any write-down recorded to impairment loss on the consolidated statements of operations. Depreciation and amortization is not recorded for assets classified as held for sale. As of each of September 30, 2020 and December 31, 2019, the Company classified one real estate asset, as presented on its consolidated balance sheets. See Note 4 (Real Estate) for details. |
Goodwill | Goodwill Goodwill represents the excess of consideration paid over the fair value of underlying identifiable net assets of a business acquired. The Company’s goodwill has an indeterminate life and is not amortized, but is tested for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that the asset might be impaired. The Company takes a qualitative approach to consider whether an impairment of goodwill exists prior to quantitatively determining the fair value of the reporting unit in step one of the impairment test. The Company performed its annual assessment on October 1st. The Company recorded goodwill during the three and nine months ended September 30, 2020, in connection with the Internalization Transaction. See Note 3 (Internalization Transaction) for details. |
Revenue recognition - operating leases | Revenue recognition - operating leases The majority of the Company’s revenue is derived from rental revenue, which is accounted for in accordance with Accounting Standards Codification 842, Leases (“ASC 842”). The Company leases apartment homes under operating leases with terms generally of one year or less. Generally, credit investigations are performed for prospective residents and security deposits are obtained. In accordance with ASC 842, the Company recognizes minimum rent, including rental abatements, lease incentives and contractual fixed increases attributable to operating leases, on a straight-line basis over the term of the related leases when collectability is probable and records amounts expected to be received in later years as deferred rent receivable. For lease arrangements when it is not probable that the Company will collect all or substantially all of the remaining lease payments under the term of the lease, rental revenue is limited to the lesser of the rental revenue that would be recognized on a straight-line basis (as applicable) or the lease payments that have been collected from the lessee. Differences between rental revenue recognized and amounts contractually due under the lease agreements are credited or charged to straight-line rent receivable or straight-line rent liability, as applicable. Tenant reimbursements for common area maintenance and other recoverable expenses, are recognized when the services are provided and the performance obligations are satisfied. Tenant reimbursements for common area maintenance are accounted for as variable lease payments and are recorded as rental income on the Company’s statement of operations. |
Rents and Other receivables | Rents and Other receivables In accordance with ASC 842, the Company makes a determination of whether the collectability of the lease payments in an operating lease is probable. If the Company determines the lease payments are not probable of collection, the Company would fully reserve for any contractual lease payments, deferred rent receivable, and variable lease payments and would recognize rental income only if cash is received. The Company exercises judgment in establishing these allowances and considers payment history and current credit status of residents in developing these estimates. Due to the short-term nature of the operating leases, the Company does not maintain a deferred rent receivable related to the straight-lining of rents. Any changes to the Company’s collectability assessment are reflected as an adjustment to rental income. Residents’ payment plans due to COVID-19 In April, 2020, the FASB issued the ASC 842 Q&A to respond to some frequently asked questions about accounting for lease concessions related to the effects of the COVID-19 pandemic. Under ASC 842, modified terms and conditions of a company’s existing lease contracts, such as, changes to lease payments, may affect the economics of the lease for the remainder of the term and are generally accounted for as lease modifications. Some contracts may contain explicit or implicit enforceable rights and obligations that require lease concessions if certain circumstances arise that are beyond the control of the parties to the contract. If a lease contract provides enforceable rights and obligations for concessions in the contract and no changes are made to that contract, the concessions are not accounted for under the lease modification guidance in ASC 842. If concessions granted by lessors are beyond the enforceable rights and obligations in the contract, entities would generally account for those concessions in accordance with the lease modification guidance in ASC 842. The FASB staff has been made aware that, given the unprecedented and global nature of the COVID-19 pandemic, it may be exceedingly challenging for entities to determine whether existing contracts provide enforceable rights and obligations for lease concessions and, if so, whether those concessions are consistent with the terms of the contract or are modifications to a contract. Consequently, for concessions related to the effects of the COVID-19 pandemic, an entity will not have to analyze each contract to determine whether enforceable rights and obligations for concessions exist in the contract and can elect to apply or not apply the lease modification guidance under ASC 842 to those contracts. Entities may make the elections for any lessor-provided concessions related to the effects of the COVID-19 pandemic (e.g., deferrals of lease payments, reduced future lease payments) as long as the concession does not result in a substantial increase in the rights of the lessor or the obligations of the lessee. In addition to that, for concessions that provide a deferral of payments with no substantive changes to the consideration in the original contract, the FASB allows entities to account for the concessions as if no changes to the lease contract were made. Under this method, a lessor would increase its lease receivable and continue to recognize income. During the fiscal quarter ended June 30, 2020, the Company instituted payment plans for its residents that were experiencing hardship due to COVID-19, which the Company refers to as the “COVID-19 Payment Plan.” Pursuant to the COVID-19 Payment Plan, the Company allowed qualifying residents to defer their rent, which is collected by the Company in monthly installment payments over the duration of the current lease or renewal term (which may not exceed 12 months). Additionally, for the months of May and June 2020, the Company began providing certain qualifying residents with a one-time concession to incentivize their performance under the payment plan. If the qualifying resident fails to make payments pursuant to the COVID-19 Payment Plan, the concession is immediately terminated, and the qualifying resident is required to immediately repay the amount of the concession. The Company did not offer residents a payment plan during July 2020 due to the reduced demand for such payment plans in May and June 2020. During the three months ended September 30, 2020, the Company initiated a debt forgiveness program for certain qualifying residents that were experiencing hardship due to COVID-19 and who were in default of their lease payments (the “Debt Forgiveness Program”). Pursuant to the Debt Forgiveness Program, the Company is offering qualifying residents an opportunity to terminate their lease without being liable for any unpaid rent and penalties. The Company elected not to evaluate whether the COVID-19 Payment Plans and the Debt Forgiveness Program are lease modifications and therefore the Company’s policy is to account for the lease contracts with COVID-19 Payment Plans and Debt Forgiveness Program as if no lease modifications occurred. Under this accounting method, a lessor with an operating lease may account for the concession by continuing to recognize a lease receivable until the rental payment is received from the lessee at the revised payment date. If it is determined that the lease receivable is not collectable, the Company would treat that lease contract on a cash basis as defined in ASC 842. As of September 30, 2020, the Company reserved $1,859,126 of accounts receivables which are considered not probable for collection. |
Investments in Unconsolidated Joint Ventures | Investments in Unconsolidated Joint Ventures The Company accounted for investments in unconsolidated joint venture entities in which it would have exercised significant influence over, but did not control, using the equity method of accounting. Under the equity method, the investment was initially recorded at cost including an outside basis difference, which represented the difference between the purchase price the Company paid for its investment in the joint venture and the book value of the Company’s equity in the joint venture, and subsequently adjusted it to reflect additional contributions or distributions, the Company’s proportionate share of equity in the joint venture’s earnings (loss) and amortization of the outside basis difference. The Company recognized its proportionate share of the ongoing income or loss of the unconsolidated joint venture as equity in earnings (loss) of unconsolidated joint venture on the consolidated statements of operations. On a quarterly basis, the Company evaluated its investment in an unconsolidated joint venture for other-than-temporary impairments. The Company recorded an other-than-temporary impairment (“OTTI”) on its investment in unconsolidated joint venture during the nine months ended September 30, 2020. No OTTI was recorded in the three and nine months ended September 30, 2019. See Note 5 (Investment in Unconsolidated Joint Venture) for details. The Company elected the cumulative earnings approach to classify cash receipts from the unconsolidated joint venture on the accompanying consolidated statements of cash flows. |
Fair Value Measurements | Fair Value Measurements Under GAAP, the Company is required to measure certain financial instruments at fair value on a recurring basis. In addition, the Company is required to measure other assets and liabilities at fair value on a non-recurring basis (e.g., carrying value of impaired real estate loans receivable and long-lived assets). Fair value is defined as the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The GAAP fair value framework uses a three-tiered approach. Fair value measurements are classified and disclosed in one of the following three categories: • Level 1: unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities; • Level 2: quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and • Level 3: prices or valuation techniques where little or no market data is available that requires inputs that are both significant to the fair value measurement and unobservable. When available, the Company utilizes quoted market prices from an independent third-party source to determine fair value and will classify such items in Level 1 or Level 2. In instances where the market is not active, regardless of the availability of a nonbinding quoted market price, observable inputs might not be relevant and could require the Company to make a significant adjustment to derive a fair value measurement. Additionally, in an inactive market, a market price quoted from an independent third party may rely more on models with inputs based on information available only to that independent third party. When the Company determines the market for a financial instrument owned by the Company to be illiquid or when market transactions for similar instruments do not appear orderly, the Company uses several valuation sources (including internal valuations, discounted cash flow analysis and quoted market prices) and will establish a fair value by assigning weights to the various valuation sources. The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. There were no transfers between the levels in the fair value hierarchy during the nine months ended September 30, 2020 and 2019. The following describes the valuation methodologies used by the Company to measure fair value, including an indication of the level in the fair value hierarchy in which each asset or liability is generally classified. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The accompanying consolidated balance sheets include the following financial instruments: cash and cash equivalents, restricted cash, rents and other receivables, due from affiliates, accounts payable and accrued liabilities, distributions payable, distributions payable to affiliates, due to affiliates and notes payable. The Company considers the carrying value of cash and cash equivalents, restricted cash, rents and other receivables, accounts payable and accrued liabilities and distributions payable to approximate the fair value of these financial instruments based on the short duration between origination of the instruments and their expected realization. The fair value of amounts due from affiliates, amounts due to affiliates and distributions payable to affiliates is not determinable due to the related party nature of such amounts. The Company has determined that its notes payable, net are classified as Level 3 within the fair value hierarchy. |
Restricted Cash | Restricted CashRestricted cash represents those cash accounts for which the use of funds is restricted by loan covenants, cash that is deposited with a qualified intermediary for reinvestment pursuant to Section 1031 of the Internal Revenue Code and a cash account established in connection with a letter of credit to fund future workers compensation claims. |
Distribution Policy | Distributions to stockholders are determined by the board of directors of the Company and are dependent upon a number of factors relating to the Company, including funds available for the payment of distributions, financial condition, the timing of property acquisitions, capital expenditure requirements and annual distribution requirements in order for the Company to qualify as a REIT under the Internal Revenue Code. |
Lessee Accounting | Lessee Accounting In February 2016, the FASB issued Accounting Standards Update No. 2016-02, “ Leases (Topic 842) ” (“ASU 2016-02”), which requires leases with original lease terms of more than 12 months to be recorded on the balance sheet. For leases with terms greater than 12 months, a right-of-use (“ROU”) lease asset and a lease liability are recognized on the balance sheet at commencement date based on the present value of lease payments over the lease term. |
Equity-Based Compensation | Equity-Based Compensation The Company’s stock-based compensation consists of restricted stock issued to key employees of the Company, in addition to the Company’s independent directors. The Company accounts for equity-based compensation awards using the fair value method, which requires an estimate of fair value of the award at the time of grant and recognized on a straight-line basis over the requisite service period of the awards. The compensation expense is adjusted for actual forfeitures upon occurrence. Equity-based compensation is classified within general and administrative expenses in the consolidated statements of operations. |
Per Share Data | Per Share Data Basic loss per share attributable to common stockholders for all periods presented are computed by dividing net loss by the weighted average number of shares of the Company’s common stock outstanding for each class of shares outstanding during the period. Diluted loss per share is computed based on the weighted average number of shares of the Company’s common stock and all potentially dilutive securities, if any. Distributions declared per common share assume each share was issued and outstanding each day during the period or based upon the two-class method, whichever is more dilutive. Nonvested shares of the Company’s restricted common stock give rise to potentially dilutive shares of the Company’s common stock but such shares were excluded from the computation of diluted earnings per share because such shares were anti-dilutive during the period. In accordance with FASB ASC Topic 260-10-45, Earnings Per Share , the Company uses the two-class method to calculate earnings per share. Basic earnings per share is calculated based on dividends declared and the rights of common shares and participating securities in any undistributed earnings, which represents net income remaining after deduction of dividends declared during the period. The undistributed earnings are allocated to all outstanding common shares based on the relative percentage of each class of shares to the total number of outstanding shares. |
Segment Disclosure | Segment Disclosure The Company has determined that it has one reportable segment with activities related to investing in multifamily properties. The Company’s investments in real estate are in different geographic regions, and management evaluates operating performance on an individual asset level. However, as each of the Company’s assets has similar economic characteristics, residents and products and services, its assets have been aggregated into one reportable segment. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326) , and subsequent amendments to the guidance including, ASU 2018-19 in November 2018, ASU 2019-04 in April 2019, ASU 2019-05 in May 2019, ASUs 2019-10 and 2019-11 in November 2019, and ASU 2020-02 in February 2020 (as amended “ASU 2016-13”). ASU 2016-13 requires more timely recording of credit losses on loans and other financial instruments that are not accounted for at fair value through net income (loss), including loans held for investment, held-to-maturity debt securities, trade and other receivables, net investment in leases and other such commitments. ASU 2016-13 requires that financial assets measured at amortized cost be presented at the net amount expected to be collected, through an allowance for credit losses that is deducted from the amortized cost basis. The amendments in ASU 2016-13 require the Company to measure all expected credit losses based upon historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the financial assets and eliminates the “incurred loss” methodology in current GAAP. This guidance does not apply to operating lease receivables arising from operating leases, which are within the scope of ASC 842. ASU 2016-13 is effective for annual periods beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption was permitted for annual periods beginning after December 15, 2018, including interim periods within those fiscal years. The Company adopted ASU 2016-13 on January 1, 2020. The adoption of this guidance did not have a material impact on the Company’s consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The FASB issued ASU 2018-13 to improve the effectiveness of fair value measurement disclosures by adding, eliminating, and modifying certain disclosure requirements. The issuance of ASU 2018-13 is part of a disclosure framework project. The disclosure framework project’s objective and primary focus are to improve the effectiveness of disclosures in the notes to financial statements by facilitating clear communication of the information required by GAAP that is most important to users of each entity’s financial statements. Achieving the objective of improving the effectiveness of the notes to financial statements includes: (1) the development of a framework that promotes consistent decisions by the FASB board about disclosure requirements and (2) the appropriate exercise of discretion by reporting entities. The amendments in ASU 2018-13 modify the disclosure requirements on fair value measurements in Topic 820 , Fair Value Measurement, based on the concepts in FASB Concepts Statement, Conceptual Framework for Financial Reporting-Chapter 8: Notes to Financial Statements, including the consideration of costs and benefits. ASU 2018-13 removed certain disclosure requirements under Topic 820 such as the disclosure requirements of the valuation process for level 3 fair value measurements and modified and added certain of the disclosure requirements in Topic 820 . ASU 2018-13 requires prospective and retrospective application depending on the amendment and is effective for annual periods beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption was permitted. The Company adopted ASU 2016-13 on January 1, 2020. The adoption of this guidance did not have a material impact on the Company’s consolidated financial statements. In January 2020, the FASB issued ASU 2020-01, Investments-Equity Securities (Topic 321) , Investments-Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815): Clarifying the Interactions between Topic 321, Topic 323, and Topic 815, (“ASU 2020-01”), which clarifies the interaction between the accounting for equity securities under Topic 321 , the accounting for equity method investments in Topic 323 , and the accounting for certain forward contracts and purchased options in Topic 815 . ASU 2020-01 is effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. Early adoption is permitted. The amendments in ASU 2020-01 should be applied prospectively. The Company is currently assessing the impact of ASU 2020-01 on its consolidated financial statements and does not expect a material impact on its consolidated financial statements and related disclosures from the adoption of ASU 2020-01. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). ASU 2020-04 provided practical expedients to address existing guidance on contract modifications and hedge accounting due to the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates (together “IBORs”) to alternative reference rates, such as the Secured Overnight Financing Rate (“SOFR”). In July 2017, the Financial Conduct Authority announced it intended to stop compelling banks to submit rates for the calculation of LIBOR after 2021. The Company refers to this transition as reference rate reform. The first practical expedient allows companies to elect to not apply certain modification accounting requirements to debt, derivative and lease contracts affected by reference rate reform if certain criteria are met. These criteria include the following: (i) the contract referenced an IBOR rate that is expected to be discontinued; (ii) the modified terms directly replace or have the potential to replace the IBOR rate that is expected to be discontinued; and (iii) any contemporaneous changes to other terms that change or have the potential to change the amount and timing of contractual cash flows must be related to the replacement of the IBOR rate. If the contract meets all three criteria, there is no requirement for remeasurement of the contract at the modification date or reassessment of the previous accounting determination. The second practical expedient allows companies to change the reference rate and other critical terms related to the reference rate reform in derivative hedge documentation without having to de-designate the hedging relationship. This allows for companies to continue applying hedge accounting to existing cash flow and net investment hedges. ASU 2020-04 was effective upon issuance on a prospective basis beginning January 1, 2020 and may be elected over time as reference rate reform activities occur. The Company is currently evaluating the impact ASU 2020-04 has on its debt, derivative and lease contracts that are eligible for modification relief and may apply those elections as needed. The Company does not expect a material impact on its consolidated financial statements and related disclosures from the adoption of ASU 2020-04. In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging— Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in Entity’s Own Equity (“ASU 2020-06”) . ASU 2020-06 addresses issues identified as a result of the complexity associated with applying GAAP for certain financial instruments with characteristics of liabilities and equity. For convertible instruments, ASU 2020-06 reduces the number of accounting models for convertible debt instruments and convertible preferred stock. ASU 2020-06 also enhances information transparency by making targeted improvements to the disclosures for convertible instruments and earnings per share guidance. ASU 2020-06 also amends the guidance for the derivatives scope exception for contracts in an entity’s own equity and amends the related earnings per share guidance. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years. Early adoption is permitted but no earlier than fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. The guidance in ASU 2020-06 can be applied through a modified retrospective method of transition or a fully retrospective method of transition. The Company is currently assessing the impact of ASU 2020-06 on its consolidated financial statements and related disclosures from the adoption of ASU 2020-06. In October 2020, the FASB issued ASU 2020-10, Codification Improvements (“ASU 2020-10”). ASU 2020-10 contains improvements to GAAP by ensuring that all guidance that requires or provides an option for an entity to provide information in the notes to financial statements is codified in the disclosure section of GAAP. ASU 2020-10 also contains codifications that are varied in nature and may affect the application of the guidance in cases in which the original guidance may have been unclear. ASU 2020-10 is effective for fiscal years beginning after December 15, 2020. Early adoption is permitted. The Company does not expect a material impact on its consolidated financial statements and related disclosures from the adoption of ASU 2020-10. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Cash, Cash Equivalents, and Restricted Cash | The following table represents the components of the cash, cash equivalents and restricted cash presented on the accompanying consolidated statements of cash flows for the nine months ended September 30, 2020 and 2019: September 30, 2020 2019 Cash and cash equivalents $ 311,515,756 $ 74,816,801 Restricted cash 42,531,779 47,261,216 Other assets related to real estate held for sale 91,450 — Total cash, cash equivalents and restricted cash $ 354,138,985 $ 122,078,017 |
Schedule of Cash, Cash Equivalents, and Restricted Cash | The following table represents the components of the cash, cash equivalents and restricted cash presented on the accompanying consolidated statements of cash flows for the nine months ended September 30, 2020 and 2019: September 30, 2020 2019 Cash and cash equivalents $ 311,515,756 $ 74,816,801 Restricted cash 42,531,779 47,261,216 Other assets related to real estate held for sale 91,450 — Total cash, cash equivalents and restricted cash $ 354,138,985 $ 122,078,017 |
Internalization Transaction (Ta
Internalization Transaction (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
Schedule of Net Consideration | The Company accounted for the Internalization Transaction as a business combination under the acquisition method of accounting. Pursuant to the terms of the Internalization Transaction, the following consideration was given in exchange for all of the membership interests in SRSH: Amount Cash consideration $ 31,249,000 Class B OP Units issued 6,155,613.92 Fair value per Class B OP Unit $ 15.23 Fair value of OP Unit Consideration 93,750,000 Promote price 1,000 Accounting value of total consideration $ 125,000,000 The following is a summary of real estate properties acquired during the nine months ended September 30, 2020: Purchase Price Allocation Property Name Location Purchase Date Properties Homes Land Buildings and Improvements Tenant Origination and Absorption Costs Below Market Leases Discount (Premium) on Assumed Liabilities Total Purchase Price Eleven10 Farmers Market Dallas, TX 1/28/2020 1 313 $ 10,574,569 $ 50,026,284 $ 1,463,076 $ — $ — $ 62,063,929 Patina Flats at the Foundry Loveland, CO 2/11/2020 1 155 2,463,617 41,537,960 1,184,050 (61,845) — 45,123,782 SIR Merger (1) Various 3/6/2020 27 7,527 114,377,468 959,337,747 27,027,759 — 1,391,489 1,102,134,463 STAR III Merger (1) Various 3/6/2020 9 2,639 58,056,275 411,461,858 10,041,373 — (5,802,045) 473,757,461 Arista at Broomfield Broomfield, CO 3/13/2020 1 — 7,283,803 1,121,939 — — — 8,405,742 VV&M Dallas, TX 4/21/2020 1 310 8,207,057 51,299,734 1,407,518 — (945,235) 59,969,074 Flatirons Broomfield, CO 6/19/2020 1 — 8,574,704 145,898 — — — 8,720,602 41 10,944 $ 209,537,493 $ 1,514,931,420 $ 41,123,776 $ (61,845) $ (5,355,791) $ 1,760,175,053 ____________________ |
Summary of Purchase Price Allocation | The following table summarizes the finalized purchase price allocation as of the date of the Internalization Transaction: Amount Assets: Accounts receivable from affiliates $ 3,908,946 Finance lease right-of-use asset 20,925 Other assets 49,919 Property management agreements intangibles (1) 815,000 Operating lease right-of-use asset 1,651,415 Repurchase of Class A Convertible Stock 1,000 Goodwill 125,220,448 Total assets acquired 131,667,653 Liabilities: Accrued personnel costs (4,995,313) Finance lease liability (20,925) Operating lease liability (1,651,415) Total liabilities assumed (6,667,653) Net assets acquired $ 125,000,000 ______________________________ (1) The intangible assets acquired consist of property management agreements that the Company, acting as advisor and property manager through certain subsidiaries, has with affiliates of SRI (the “SRI Property Management Agreements”). The value of the SRI Property Management Agreements was determined based on a discounted cash flow valuation of the projected revenues of the acquired agreements. The SRI Property Management Agreements are subject to an estimated useful life of one year. As of September 30, 2020, the SRI Property Management Agreements were approximately 9% amortized. The following table shows the purchase price allocation of SIR’s and STAR III’s identifiable assets and liabilities assumed as of the date of the Mergers: SIR STAR III Assets Land $ 114,377,468 $ 58,056,275 Building and improvements 959,337,747 411,461,858 Acquired intangible assets 27,027,759 10,041,373 Other assets, net 122,688,608 21,438,855 Investment in unconsolidated joint venture 22,128,691 — Total assets $ 1,245,560,273 $ 500,998,361 Liabilities Mortgage notes payable $ (506,023,981) $ (289,407,045) Other liabilities (46,135,318) (17,698,011) $ (552,159,299) $ (307,105,056) $ 693,400,974 $ 193,893,305 |
Schedule of Pro Forma Operating Information | The pro forma operating information excludes certain nonrecurring adjustments, such as acquisition fees and expenses incurred, to reflect the pro forma impact the acquisition would have on earnings on a continuous basis: Nine Months Ended September 30, 2020 Year Ended December 31, 2019 Revenue $ 221,430,696 $ 323,258,776 Net income (loss) (1)(2) $ (94,314,302) $ 29,545,827 Net income (loss) attributable to noncontrolling interests $ (4,976,871) $ 1,585,124 Net income (loss) attributable to common stockholders (3) $ (89,337,431) $ 27,960,703 Net income (loss) attributable to common stockholders per share - basic and diluted $ (0.93) $ 0.26 ______________________________ (1) The incremental cost of hiring the existing workforce responsible for the Company’s real estate management and operations of $17,906,923 and $17,742,481, was included in pro forma expenses in arriving at the pro forma net income/(loss) for the nine months ended September 30, 2020 and the year ended December 31, 2019, respectively. The pro forma impact of the Internalization Transaction on the Company’s historical results of operations based on the historical net income of SRI and its affiliates was $19,083,158 for the year ended December 31, 2019. (2) Contemporaneously with the closing of the Internalization Transaction, the Company hired 634 employees, previously employed by SRI and its affiliates, to operate all of the assets necessary to operate the business of the Company. (3) Amount is net of net income (loss) attributable to noncontrolling interests and distributions to preferred shareholders. |
Real Estate (Tables)
Real Estate (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Real Estate [Abstract] | |
Schedule of Real Estate Properties Acquired | The Company accounted for the Internalization Transaction as a business combination under the acquisition method of accounting. Pursuant to the terms of the Internalization Transaction, the following consideration was given in exchange for all of the membership interests in SRSH: Amount Cash consideration $ 31,249,000 Class B OP Units issued 6,155,613.92 Fair value per Class B OP Unit $ 15.23 Fair value of OP Unit Consideration 93,750,000 Promote price 1,000 Accounting value of total consideration $ 125,000,000 The following is a summary of real estate properties acquired during the nine months ended September 30, 2020: Purchase Price Allocation Property Name Location Purchase Date Properties Homes Land Buildings and Improvements Tenant Origination and Absorption Costs Below Market Leases Discount (Premium) on Assumed Liabilities Total Purchase Price Eleven10 Farmers Market Dallas, TX 1/28/2020 1 313 $ 10,574,569 $ 50,026,284 $ 1,463,076 $ — $ — $ 62,063,929 Patina Flats at the Foundry Loveland, CO 2/11/2020 1 155 2,463,617 41,537,960 1,184,050 (61,845) — 45,123,782 SIR Merger (1) Various 3/6/2020 27 7,527 114,377,468 959,337,747 27,027,759 — 1,391,489 1,102,134,463 STAR III Merger (1) Various 3/6/2020 9 2,639 58,056,275 411,461,858 10,041,373 — (5,802,045) 473,757,461 Arista at Broomfield Broomfield, CO 3/13/2020 1 — 7,283,803 1,121,939 — — — 8,405,742 VV&M Dallas, TX 4/21/2020 1 310 8,207,057 51,299,734 1,407,518 — (945,235) 59,969,074 Flatirons Broomfield, CO 6/19/2020 1 — 8,574,704 145,898 — — — 8,720,602 41 10,944 $ 209,537,493 $ 1,514,931,420 $ 41,123,776 $ (61,845) $ (5,355,791) $ 1,760,175,053 ____________________ |
Schedule of Accumulated Depreciation and Amortization Related to Consolidated Real Estate Properties and Related Intangibles | As of September 30, 2020 and December 31, 2019, investments in real estate and accumulated depreciation and amortization related to the Company’s consolidated real estate properties was as follows: September 30, 2020 Assets Land Building and Improvements (1) Tenant Origination and Absorption Costs Total Real Estate Held for Investment Real Estate Under Development Real Estate Held for Sale Investments in real estate $ 332,223,332 $ 2,822,838,232 $ 1,976,514 $ 3,157,038,078 $ 35,183,272 $ 33,010,463 Less: Accumulated depreciation and amortization — (364,616,228) (1,290,368) (365,906,596) — (584,731) Net investments in real estate and related lease intangibles $ 332,223,332 $ 2,458,222,004 $ 686,146 $ 2,791,131,482 $ 35,183,272 $ 32,425,732 December 31, 2019 Assets Land Building and Improvements (1) Tenant Origination and Absorption Costs Total Real Estate Held for Investment Real Estate Under Development Real Estate Held for Sale Investments in real estate $ 151,294,208 $ 1,369,256,465 $ — $ 1,520,550,673 $ 5,687,977 $ 27,285,576 Less: Accumulated depreciation and amortization — (277,033,046) — (277,033,046) — (5,619,814) Net investments in real estate and related lease intangibles $ 151,294,208 $ 1,092,223,419 $ — $ 1,243,517,627 $ 5,687,977 $ 21,665,762 ____________________ (1) During the year ended December 31, 2019, the Company capitalized $1,630,046 of costs related to the Mergers, included in building and improvements in the accompanying consolidated balance sheets. |
Schedule of Operating Lease Maturity | The future minimum rental receipts from the Company’s properties under non-cancelable operating leases attributable to commercial tenants as of September 30, 2020, and thereafter is as follows: October 1 through December 31, 2020 $ 54,250 2021 166,983 2022 244,460 2023 250,196 2024 257,214 Thereafter 731,348 $ 1,704,451 |
Schedule of Real Estate Under Development | During the three and nine months ended September 30, 2020, the Company owned the following parcels of land held for the development of apartment homes: Development Name Location Purchase Date Land Held for Development Construction in Progress Total Carrying Value Garrison Station Murfreesboro, TN 5/30/2019 $ 2,469,183 $ 15,587,745 $ 18,056,928 Arista at Broomfield Broomfield, CO 3/13/2020 7,283,803 1,121,939 8,405,742 Flatirons Broomfield, CO 6/19/2020 8,574,704 145,898 8,720,602 $ 18,327,690 $ 16,855,582 $ 35,183,272 |
Disposal Groups, Including Discontinued Operations | The results of operations for the three and nine months ended September 30, 2020 and 2019, through the dates of sale for all properties disposed of through September 30, 2020 were included in continuing operations on the Company’s consolidated statements of operations and are as follows: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2020 2019 2020 2019 Revenues: Rental income $ 974,222 $ 2,480,249 $ 2,713,105 $ 7,315,557 Other income 72,275 12,652 92,408 44,277 Total revenues 1,046,497 2,492,901 2,805,513 7,359,834 Expenses: Operating, maintenance and management 333,859 733,746 967,789 2,068,221 Real estate taxes and insurance 340,839 477,627 680,873 1,575,050 Fees to affiliates 42,467 131,162 141,344 373,819 Depreciation and amortization 664,489 708,267 1,908,139 2,541,133 Interest expense 205,927 — 527,516 — General and administrative expenses 28,306 16,610 44,717 59,156 Impairment of real estate — — 1,770,471 — Total expenses 1,615,887 2,067,412 6,040,849 6,617,379 (Loss) income before other income (569,390) 425,489 (3,235,336) 742,455 Other income: Gain on sale of real estate, net 1,392,434 3,329,078 12,777,033 3,329,078 Interest income 39 2,158 113 5,647 Loss on debt extinguishment (621,451) — (621,451) — Total other income 771,022 3,331,236 12,155,695 3,334,725 Net (loss) income $ 201,632 $ 3,756,725 $ 8,920,359 $ 4,077,180 |
Schedule of Real Estate Held for Sale | The results of operations from Montecito Apartments for the three and nine months ended September 30, 2020, which are summarized in the following table, were included in continuing operations on the Company’s consolidated statements of operations. For the Three Months Ended September 30, 2020 For the Nine Months Ended September 30, 2020 Revenues $ 864,329 $ 1,979,995 Expenses 1,162,943 6,265,169 Total loss $ (298,614) $ (4,285,174) |
Preliminary Estimated Purchase Price | The following table summarizes the purchase price of SIR and STAR III as of the date of the Mergers: SIR STAR III Class A common stock issued and outstanding $ — $ 3,458,807 Class R common stock issued and outstanding — 475,207 Class T common stock issued and outstanding — 4,625,943 Common stock issued and outstanding 73,770,330 — Total common stock issued and outstanding 73,770,330 8,559,957 Exchange ratio 0.5934 1.430 STAR common stock issued as consideration (1) 43,775,314 12,240,739 STAR’s most recently disclosed estimated value per share 15.84 15.84 Value of implied STAR common stock issued as consideration $ 693,400,974 $ 193,893,305 ____________________ (1) Represents the number of shares of common stock of SIR and STAR III converted into STAR shares upon consummation of the Mergers. |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the finalized purchase price allocation as of the date of the Internalization Transaction: Amount Assets: Accounts receivable from affiliates $ 3,908,946 Finance lease right-of-use asset 20,925 Other assets 49,919 Property management agreements intangibles (1) 815,000 Operating lease right-of-use asset 1,651,415 Repurchase of Class A Convertible Stock 1,000 Goodwill 125,220,448 Total assets acquired 131,667,653 Liabilities: Accrued personnel costs (4,995,313) Finance lease liability (20,925) Operating lease liability (1,651,415) Total liabilities assumed (6,667,653) Net assets acquired $ 125,000,000 ______________________________ (1) The intangible assets acquired consist of property management agreements that the Company, acting as advisor and property manager through certain subsidiaries, has with affiliates of SRI (the “SRI Property Management Agreements”). The value of the SRI Property Management Agreements was determined based on a discounted cash flow valuation of the projected revenues of the acquired agreements. The SRI Property Management Agreements are subject to an estimated useful life of one year. As of September 30, 2020, the SRI Property Management Agreements were approximately 9% amortized. The following table shows the purchase price allocation of SIR’s and STAR III’s identifiable assets and liabilities assumed as of the date of the Mergers: SIR STAR III Assets Land $ 114,377,468 $ 58,056,275 Building and improvements 959,337,747 411,461,858 Acquired intangible assets 27,027,759 10,041,373 Other assets, net 122,688,608 21,438,855 Investment in unconsolidated joint venture 22,128,691 — Total assets $ 1,245,560,273 $ 500,998,361 Liabilities Mortgage notes payable $ (506,023,981) $ (289,407,045) Other liabilities (46,135,318) (17,698,011) $ (552,159,299) $ (307,105,056) $ 693,400,974 $ 193,893,305 |
Investment in Unconsolidated _2
Investment in Unconsolidated Joint Venture (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Unaudited financial information for the Joint Venture for the periods from March 6, 2020 through the JV Disposition Date, is summarized below: For the Period from July 1, 2020 through July 16, 2020 For the Period from March 6, 2020 through July 16, 2020 Revenues $ 2,779,246 $ 23,313,921 Expenses (3,079,277) (25,078,993) Other income 46,341 225,914 Net loss $ (253,690) $ (1,539,158) Company’s proportional net loss $ (25,369) $ (153,916) Amortization of outside basis (58,144) (490,586) Impairment of unconsolidated joint venture — (2,442,411) Gain on sale of unconsolidated joint venture 66,802 66,802 Equity in losses of unconsolidated joint venture $ (16,711) $ (3,020,111) |
Other Assets (Tables)
Other Assets (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Assets | As of September 30, 2020 and December 31, 2019, other assets consisted of: September 30, 2020 December 31, 2019 Prepaid expenses $ 7,354,973 $ 1,521,084 SRI Property Management Agreements, net 744,628 — Interest rate cap agreements (Note 14) 16,955 132 Escrow deposits for pending real estate acquisitions 500,000 2,600,300 Other deposits 717,004 1,342,615 Corporate computers, net 58,370 — Lease right-of-use assets, net (Note 17) (1) 2,404,899 49,184 Other assets $ 11,796,829 $ 5,513,315 ____________________ (1) As of September 30, 2020, lease ROU assets, net included finance lease ROU asset, net of $19,905 and operating ROU assets, net of $2,384,994. As of December 31, 2019, lease ROU assets, net included finance lease ROU asset, net of $0 and operating ROU assets, net of $49,184. |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Summary of Mortgage Notes Payable Secured by Real Property | The following is a summary of mortgage notes payable, net, secured by individual properties as of September 30, 2020 and December 31, 2019. September 30, 2020 Interest Rate Range Weighted Average Interest Rate Type Number of Instruments Maturity Date Range Minimum Maximum Principal Outstanding Variable rate (1) 4 10/16/2022 - 1/1/2027 1-Mo LIBOR + 1.88% 1-Mo LIBOR + 2.31% 2.28% $ 109,585,999 Fixed rate 43 10/1/2022 - 10/1/2056 3.19 % 4.66 % 3.85% 1,294,240,476 Mortgage notes payable, gross 47 3.73% 1,403,826,475 Premiums and discounts, net (2) 4,680,952 Deferred financing costs, net (3) (7,114,551) Mortgage notes payable, net $ 1,401,392,876 December 31, 2019 Interest Rate Range Weighted Average Interest Rate Type Number of Instruments Maturity Date Range Minimum Maximum Principal Outstanding Variable rate (1) 2 1/1/2025 - 9/1/2025 1-Mo LIBOR + 1.88% 1-Mo LIBOR + 2.28% 3.82% $ 75,670,000 Fixed rate 14 7/1/2025 - 5/1/2054 3.36 % 4.60 % 3.96% 488,805,387 Mortgage notes payable, gross 16 3.94% 564,475,387 Deferred financing costs, net (3) (4,376,572) Mortgage notes payable, net $ 560,098,815 ___________ (1) See Note 14 (Derivative Financial Instruments) for a discussion of the interest rate cap agreements used to manage the exposure to interest rate movement on the Company’s variable rate loans. (2) The following table summarizes debt premiums and discounts as of September 30, 2020, including the unamortized portion included in the principal balance as well as amounts amortized included in interest expense in the accompanying consolidated statements of operations: Unamortized Portion of Net Debt Premium (Discount) as of September 30, 2020 Amortization of Debt (Premium) Discount During the Nine Months Ended September 30, Amortized Net Debt Premium (Discount) as of September 30, 2020 $ 15,844,866 $ (1,297,874) $ 14,546,992 (10,179,526) 313,486 (9,866,040) $ 5,665,340 $ (984,388) $ 4,680,952 (3) Accumulated amortization related to deferred financing costs as of September 30, 2020 and December 31, 2019 was $3,144,973 and $2,215,461, respectively. The following is a summary of the terms of the assumed loans on the date of the Mergers: Interest Rate Range Type Number of Instruments Maturity Date Range Minimum Maximum Principal Outstanding At Merger Date Variable rate 2 1/1/2027 - 9/1/2027 1-Mo LIBOR + 2.195% 1-Mo LIBOR + 2.31% $ 64,070,000 Fixed rate 27 10/1/2022 - 10/1/2056 3.19% 4.66% 726,950,471 Assumed Principal Mortgage Notes Payable 29 $ 791,020,471 |
Summary of Advances Obtained and Certain Financing Costs Incurred Under the Credit Facility | As of September 30, 2020 and December 31, 2019, the advances obtained and certain financing costs incurred under the MCFA, PNC MCFA and the Revolver, which are included in credit facilities, net, in the accompanying consolidated balance sheets, are summarized in the following table. Amount of Advance as of September 30, 2020 December 31, 2019 Principal balance on MCFA, gross $ 592,137,000 $ 551,669,000 Principal balance on PNC MCFA, gross 158,340,000 — Principal balance on Revolver, gross — — Deferred financing costs, net on MCFA (1) (3,555,957) (3,208,770) Deferred financing costs, net on PNC MCFA (2) (1,736,067) — Deferred financing costs, net on Revolver (3) (536,761) — Credit facilities, net $ 744,648,215 $ 548,460,230 ___________ (1) Accumulated amortization related to deferred financing costs in respect of the MCFA as of September 30, 2020 and December 31, 2019, was $1,179,157 and $832,187, respectively. (2) Accumulated amortization related to deferred financing costs in respect of the PNC MCFA as of September 30, 2020 and December 31, 2019, was $53,152 and $0, respectively. |
Summary of Aggregate Maturities | The following is a summary of the Company’s aggregate maturities as of September 30, 2020: Maturities During the Years Ending December 31, Contractual Obligations Total Remainder of 2020 2021 2022 2023 2024 Thereafter Principal payments on outstanding debt (1) $ 2,154,303,475 $ 1,654,287 $ 8,723,709 $ 37,047,540 $ 60,646,440 $ 58,164,822 $ 1,988,066,677 ______________ (1) Scheduled principal payments on outstanding debt obligations are based on the terms of the notes payable agreements. Amounts exclude deferred financing costs, net and debt premiums (discounts), net associated with the notes payable. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Schedule of Restricted Stock Issued to Independent Directors as Compensation for Services | The issuance and vesting activity for the nine months ended September 30, 2020 and year ended December 31, 2019, for the restricted stock issued to the Company’s independent directors were as follows: Nine Months Ended September 30, 2020 Year Ended December 31, 2019 Nonvested shares at the beginning of the period 7,497 7,497 Granted shares 6,666 4,998 Vested shares (4,166) (4,998) Nonvested shares at the end of the period 9,997 7,497 Additionally, the weighted average fair value of restricted common stock issued to the Company’s independent directors for the nine months ended September 30, 2020 and year ended December 31, 2019 was as follows: Grant Year Weighted Average Fair Value 2019 $15.84 2020 15.84 |
Schedule of Share Repurchase Plan Following Estimated Value Per Share of Common Stock is Published | Prior to the March 3, 2020 amendments (described below), the share repurchase price was further reduced based on how long the stockholder had held the shares as follows: Share Purchase Anniversary Repurchase Price on Repurchase Date (1) Less than 1 year No Repurchase Allowed 1 year 92.5% of the Share Repurchase Price (2) 2 years 95.0% of the Share Repurchase Price (2) 3 years 97.5% of the Share Repurchase Price (2) 4 years 100% of the Share Repurchase Price (2) In the event of a stockholder’s death or disability (3) Average Issue Price for Shares (4) ________________ (1) As adjusted for any stock dividends, combinations, splits, recapitalizations or any similar transaction with respect to the shares of common stock. Repurchase price includes the full amount paid for each share, including all sales commissions and dealer manager fees. (2) The “Share Repurchase Price” equals 93% of the estimated value per share determined by the Company’s board of directors. (3) The required one-year holding period does not apply to repurchases requested within two years after the death or disability of a stockholder. (4) The purchase price per share for shares repurchased upon the death or disability of a stockholder will be equal to the average issue price per share for all of the stockholder’s shares. |
Schedule of Share Repurchase Plan Prior to Estimated Value Per Share of Common Stock is Published | Prior to the March 3, 2020 amendments (described below), the share repurchase price was further reduced based on how long the stockholder had held the shares as follows: Share Purchase Anniversary Repurchase Price on Repurchase Date (1) Less than 1 year No Repurchase Allowed 1 year 92.5% of the Share Repurchase Price (2) 2 years 95.0% of the Share Repurchase Price (2) 3 years 97.5% of the Share Repurchase Price (2) 4 years 100% of the Share Repurchase Price (2) In the event of a stockholder’s death or disability (3) Average Issue Price for Shares (4) ________________ (1) As adjusted for any stock dividends, combinations, splits, recapitalizations or any similar transaction with respect to the shares of common stock. Repurchase price includes the full amount paid for each share, including all sales commissions and dealer manager fees. (2) The “Share Repurchase Price” equals 93% of the estimated value per share determined by the Company’s board of directors. (3) The required one-year holding period does not apply to repurchases requested within two years after the death or disability of a stockholder. (4) The purchase price per share for shares repurchased upon the death or disability of a stockholder will be equal to the average issue price per share for all of the stockholder’s shares. |
Noncontrolling Interest (Tables
Noncontrolling Interest (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Noncontrolling Interest [Abstract] | |
Schedule of activity for noncontrolling interests recorded as equity | The following summarizes the activity for noncontrolling interests recorded as equity for the three and nine months ended September 30, 2020: Three Months Ended September 30, 2020 Nine Months Ended September 30, 2020 Issuance of Class A-2 OP Units $ — $ 14,450,000 Issuance of Class B OP Units 93,750,000 93,750,000 Loss allocated to Class A-2 OP Units (700,327) (537,013) Loss allocated to Class B OP Units (144,326) (144,326) Distributions to Class A-2 OP Units (214,642) (377,956) Distributions to Class B OP Units (454,100) (454,100) Noncontrolling interests $ 92,236,605 $ 106,686,605 |
Related Party Arrangements (Tab
Related Party Arrangements (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of Amounts Attributable to the Advisor and its Affiliates | Summarized below are the related party transactions incurred by the Company for the three and nine months ended September 30, 2020 and 2019, respectively, and any related amounts payable and (receivable) as of September 30, 2020 and December 31, 2019: Incurred (Received) For the Incurred (Received) For the Payable (Receivable) as of Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 September 30, 2020 December 31, 2019 Consolidated Statements of Operations: Expensed Investment management fees (1) $ 5,648,468 $ 4,190,746 $ 19,537,998 $ 12,525,074 $ 20 $ 4,120,353 Acquisition expenses (2) 10,270 5,933 11,381 98,594 — — Loan coordination fees (1) — 542,833 1,605,652 542,833 — 600,000 Disposition fees (3) 256,000 310,000 594,750 310,000 — 591,000 Disposition transaction costs (3) — 3,252 5,144 3,252 — — Property management: Fees (1) 1,618,611 1,276,621 5,484,468 3,756,048 — 418,173 Reimbursement of onsite personnel (4) 4,926,692 3,937,443 17,402,120 11,441,579 — 843,763 Reimbursement of other (1) 1,182,636 907,103 3,958,226 2,424,954 — 50,778 Reimbursement of property operations (4) 42,026 28,519 230,225 78,261 — 11,465 Reimbursement of property G&A (2) 30,480 14,269 114,696 76,101 — 7,000 Other operating expenses (2) 1,134,085 493,915 2,798,549 1,322,066 174,096 463,301 Reimbursement of personnel benefits (5) 470,925 — 470,925 — 4,412 — Insurance proceeds (6) — — (150,000) — — — Property insurance (6) 9,214 891,113 2,449,166 1,533,091 — (542,324) Rental revenue (8) (12,133) (14,745) (53,162) (44,235) — — Transition services agreement income (6) (62,000) — (62,000) — (62,000) — SRI Property management fee income (6) (71,446) — (71,446) — (71,446) — Other reimbursement income (6) (38,487) — (38,487) — (38,487) — Reimbursement of onsite personnel income (6) (218,166) — (218,166) — (218,166) — Consolidated Balance Sheets: Net assets acquired in internalization transaction (9) 123,236,646 — 123,236,646 — — — Sublease security deposit (10) 85,000 — 85,000 — — — Deferred financing costs (10) — 3,594 49,050 3,594 — — Capitalized to Real Estate Capitalized development service fee (12) 151,071 — 453,213 — 50,357 50,357 Capitalized investment management fees (12) 78,053 — 257,721 — 6,070 25,811 Capitalized development costs (12) — — 3,030 — — — Acquisition expenses (13) 36,470 278,311 426,389 497,023 19,345 — Acquisition fees (13) — — 17,717,639 48,343 — — Loan coordination fees (13) — — 8,812,071 — — — Construction management: Fees (14) 153,826 492,218 536,098 953,635 — 43,757 Reimbursement of labor costs (14) 70,238 117,871 236,477 379,176 — 8,525 Additional paid-in capital Selling commissions — — — — 21,236 71,287 Distributions (15) 454,378 — 454,378 — 454,100 — Issuance of Class B OP Units (16) 93,750,000 — 93,750,000 — — — Redemption of convertible stock (16) 1,000 — 1,000 — — — $ 232,943,857 $ 13,478,996 $ 300,088,751 $ 35,949,389 $ 339,537 $ 6,763,246 _____________________ 1) Included in fees to affiliates in the accompanying consolidated statements of operations. 2) Included in general and administrative expenses in the accompanying consolidated statements of operations. 3) Included in gain on sale of real estate, net in the accompanying consolidated statements of operations. 4) Included in operating, maintenance and management in the accompanying consolidated statements of operations. 5) Represents reimbursements of employee benefits to SIP (the company who contracted with the insurance carrier, and is responsible for collecting employee benefits from the Company, pursuant to the Transition Services Agreement). The reimbursements include the employee and employer benefit cost portion. The former is collected by the Company via salary deductions and is then remitted to SIP who in turn remits it to the insurance carrier. The latter is included in operating, maintenance and management and general and administrative expenses in the accompanying consolidated statements of operations. 6) Included in other income in the accompanying consolidated statements of operations. 7) Property related insurance expense and the amortization of the prepaid insurance deductible account are included in general and administrative expenses in the accompanying consolidated statements of operations. The amortization of the prepaid property insurance is included in operating, maintenance and management expenses in the accompanying consolidated statements of operations. The prepaid insurance is included in other assets in the accompanying consolidated balance sheets upon payment. 8) Included in rental income in the accompanying consolidated statements of operations. 9) In connection with the Internalization Transaction, the Company became self-managed and acquired the advisory, asset management and property management business of the Former Advisor resulting in the recognition of net assets assumed in the Internalization Transaction of $123,236,646, which consists of goodwill of $125,220,448, other assets of $2,717,634 and accounts payable and accrued liabilities of $4,701,436, all of which are included in the accompanying consolidated balance sheets. 10) Included in other assets in the accompanying consolidated balance sheets. 11) Included in notes payable, net in the accompanying consolidated balance sheets. 12) Included in real estate held for development in the accompanying consolidated balance sheets. 13) Included in total real estate, net in the accompanying consolidated balance sheets. 14) Included in building and improvements in the accompanying consolidated balance sheets. 15) Included in cumulative distributions and net losses in the accompanying consolidated balance sheets. 16) In connection with the Internalization Transaction, in exchange for acquiring the advisory, asset management and property management business of the Former Advisor and its affiliates, the Company paid its former sponsor, total consideration of $124,999,000 which consists of $31,249,000 in cash consideration, 6,155,613.92 of Class B OP Units valued at $15.23 per unit or $93,750,000. The Class B OP Units are included within noncontrolling interests in the accompanying consolidated balance sheets. In addition, the Company purchased all of the Class A convertible shares of the Company held by the Former Advisor for $1,000. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table presents a reconciliation of net loss attributable to common stockholders and shares used in calculating basic and diluted loss per share, or EPS, for the three and nine months ended September 30, 2020 and 2019: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Net loss attributable to common stockholders $ (36,913,412) $ (10,389,806) $ (99,819,162) $ (34,742,088) Less: Distributions related to unvested restricted stockholders (1) (16,066) (841) (20,840) (2,523) Numerator for loss per common share — basic $ (36,929,478) $ (10,390,647) $ (99,840,002) $ (34,744,611) Weighted average common shares outstanding — basic and diluted (2) 109,663,583 52,279,878 95,714,116 52,096,357 Loss per common share — basic and diluted $ (0.34) $ (0.20) $ (1.04) $ (0.67) _____________________ (1) Unvested restricted stockholders that have a right to participate in dividends declared on common stock are accounted for as participating securities and reflected in the calculation of basic and diluted EPS under the two-class method. (2) The Company excluded all unvested restricted common shares outstanding issued to the Company’s independent directors, certain key employees, the Class A-2 OP Units and the Class B OP Units from the calculation of diluted loss per common share as the effect would have been antidilutive. |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Derivatives | The following table provides the terms of the Company’s interest rate derivative instruments that were in effect at September 30, 2020 and December 31, 2019: September 30, 2020 Type Maturity Date Range Based on Number of Instruments Notional Amount Variable Rate Weighted Average Rate Cap Fair Value Interest Rate Cap 12/1/2020 - 7/1/2023 One-Month LIBOR 13 $ 543,703,350 0.15% 3.27% $ 16,955 December 31, 2019 Type Maturity Date Range Based on Number of Instruments Notional Amount Variable Rate Weighted Average Rate Cap Fair Value Interest Rate Cap 1/1/2020 - 8/1/2021 One-Month LIBOR 9 $ 343,017,350 1.76% 3.45% $ 132 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements, Recurring and Nonrecurring | The following tables reflect the Company’s assets required to be measured at fair value on a recurring basis on the consolidated balance sheets: September 30, 2020 Fair Value Measurements Using Level 1 Level 2 Level 3 Recurring Basis: Assets: Interest rate cap agreements (1) $ — $ 16,955 $ — December 31, 2019 Fair Value Measurements Using Level 1 Level 2 Level 3 Recurring Basis: Assets: Interest rate cap agreements (1) $ — $ 132 $ — The following table reflects the Company’s assets required to be measured at fair value on a nonrecurring basis on the consolidated balance sheets: September 30, 2020 Fair Value Measurements Using Level 1 Level 2 Level 3 Nonrecurring Basis: Assets: Impaired real estate (2) $ — $ — $ 32,425,732 ___________ (1) See Note 14 (Derivative Financial Instruments) for a discussion of the interest rate cap agreements used to manage the exposure to interest rate movement on the Company’s variable rate loans. (2) During the fiscal quarter June 30, 2020, the Company impaired real estate assets that have been actively marketed for sale at a disposition price that is less than their carrying value. The valuation technique used for the fair value of all impaired real estate assets was the expected net sales proceeds. The Company determined that the valuation fall under Level 3 of the fair value hierarchy. The carrying value of impaired real estate assets may be subsequently increased or decreased after the measurement date due to capital improvements, depreciation, or sale. During the three months ended June 30, 2020, the Company recorded impairment charges of $5,039,937, of which $1,770,471 pertained Ansley on Princeton Lakes, that was sold on September 30, 2020. See Note 4 (Real Estate) for details. |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Schedule of Lease Cost | The components of lease costs were as follows: Three Months Ended September 30, Lease Cost Classification 2020 2019 Operating Lease cost (1) Operating, maintenance and management $ 11,340 $ 1,462 Operating Lease cost (1) General and administrative 80,516 — Finance lease cost Amortization of leased assets Depreciation and amortization 1,020 — Accretion of lease liabilities Interest expense 47 — Total lease cost $ 92,923 $ 1,462 Nine Months Ended September 30, Lease Cost Classification 2020 2019 Operating Lease cost (1) Operating, maintenance and management $ 27,867 $ 1,528 Operating Lease cost (1) General and administrative 80,516 — Finance lease cost Amortization of leased assets Depreciation and amortization 1,020 — Accretion of lease liabilities Interest expense 47 — Total lease cost $ 109,450 $ 1,528 _____________________ (1) Includes short-term leases and variable lease costs, which are immaterial. Other information related to leases was as follows: Lease Term and Discount Rate September 30, 2020 December 31, 2019 Weighted average remaining lease term (in years) Operating leases 3.5 3.6 Finance leases 1.7 0.0 Weighted average discount rate Operating Leases 3.2 % 4.0 % Finance Leases 2.9 % — % Nine Months Ended September 30, Supplemental Disclosure of Cash Flows Information 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows related to operating leases $ 213,698 $ 52,652 Operating cash outflows related to finance leases $ 1,020 $ — Financing cash outflows related to finance leases $ — $ — |
Schedule of Operating Lease Maturity | The following table sets forth as of September 30, 2020, the undiscounted cash flows of the Company’s scheduled lease obligations for future minimum payments for the three months ending December 31, 2020 and for each of the next four years ending December 31, and thereafter, as well as the reconciliation of those cash flows to operating lease liabilities on the Company’s accompanying consolidated balance sheets: Year Amount Remainder of 2020 $ 289,793 2021 1,172,439 2022 611,239 2023 188,990 2024 122,026 Thereafter 361,416 Total undiscounted operating lease payments $ 2,745,903 Less: interest (398,303) Present value of operating lease liabilities $ 2,347,600 |
Schedule of Finance Lease Maturity | Finance Leases The following table sets forth as of September 30, 2020, the undiscounted cash flows of the Company’s scheduled obligations for future minimum payments for the three months ending December 31, 2020 and for each of the next four years ending December 31 and thereafter, as well as a reconciliation of those cash flows to finance lease liabilities: Year Amount Remainder of 2020 $ 3,065 2021 12,240 2022 5,100 2023 — 2024 — Thereafter — Total undiscounted finance lease payments $ 20,405 Less: interest (453) Present value of finance lease liabilities $ 19,952 |
Organization and Business - Nar
Organization and Business - Narrative (Details) | Aug. 31, 2020USD ($)$ / sharesshares | Mar. 06, 2020$ / sharesshares | Sep. 03, 2013USD ($)$ / sharesshares | Aug. 22, 2013USD ($)shares | Sep. 30, 2020$ / shares | Sep. 30, 2020USD ($) | Sep. 30, 2020multifamily_property | Sep. 30, 2020apartment | Sep. 30, 2020apartment_home | Sep. 30, 2020 | Sep. 30, 2020joint_venture | Sep. 30, 2020property | Sep. 30, 2020parcelOfLand | Dec. 31, 2019$ / shares |
Multifamily | ||||||||||||||
Initial capitalization | ||||||||||||||
Number of multifamily properties | multifamily_property | 69 | |||||||||||||
Multifamily | Joint Venture | ||||||||||||||
Initial capitalization | ||||||||||||||
Number of multifamily properties | multifamily_property | 20 | |||||||||||||
Residential Real Estate | ||||||||||||||
Initial capitalization | ||||||||||||||
Homes | 21,529 | 21,529 | ||||||||||||
Number of parcels of land held for development | 3 | 2 | ||||||||||||
Unconsolidated Properties | Joint Venture | ||||||||||||||
Initial capitalization | ||||||||||||||
Number of apartment homes | apartment | 4,584 | |||||||||||||
Common Stock | ||||||||||||||
Initial capitalization | ||||||||||||||
Stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||||||||
Convertible Stock | ||||||||||||||
Initial capitalization | ||||||||||||||
Stock, par value (in dollars per share) | $ / shares | 0.01 | 0.01 | ||||||||||||
Class A Convertible Stock | ||||||||||||||
Initial capitalization | ||||||||||||||
Promote price | $ | $ 1,000 | |||||||||||||
Stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||||||||
Operating Partnership Units | ||||||||||||||
Initial capitalization | ||||||||||||||
Ownership percentage | 94.00% | |||||||||||||
Sponsor | Common Stock | ||||||||||||||
Initial capitalization | ||||||||||||||
Issuance of common stock (in shares) | 13,500 | |||||||||||||
Share price (in dollars per share) | $ / shares | $ 15 | |||||||||||||
Issuance of common stock | $ | $ 202,500 | |||||||||||||
Advisor | Convertible Stock | ||||||||||||||
Initial capitalization | ||||||||||||||
Issuance of common stock (in shares) | 1,000 | |||||||||||||
Issuance of common stock | $ | $ 1,000 | |||||||||||||
SIR Merger Agreement | ||||||||||||||
Initial capitalization | ||||||||||||||
Stock, par value (in dollars per share) | $ / shares | $ 0.01 | |||||||||||||
Entity shares issued per acquiree share | 0.5934 | |||||||||||||
SIR Merger Agreement | Sponsor | Common Stock | ||||||||||||||
Initial capitalization | ||||||||||||||
Issuance of common stock (in shares) | 43,775,314 | |||||||||||||
STAR III Merger Agreement | ||||||||||||||
Initial capitalization | ||||||||||||||
Stock, par value (in dollars per share) | $ / shares | $ 0.01 | |||||||||||||
Entity shares issued per acquiree share | 1.430 | |||||||||||||
STAR III Merger Agreement | Sponsor | Common Stock | ||||||||||||||
Initial capitalization | ||||||||||||||
Issuance of common stock (in shares) | 12,240,739 | |||||||||||||
SIR and STAR III Merger Agreement | ||||||||||||||
Initial capitalization | ||||||||||||||
Gross real estate assets | $ | $ 1,500,000,000 | |||||||||||||
SIR and STAR III Merger Agreement | Multifamily | ||||||||||||||
Initial capitalization | ||||||||||||||
Number of multifamily properties | multifamily_property | 36 | |||||||||||||
SIR and STAR III Merger Agreement | Residential Real Estate | ||||||||||||||
Initial capitalization | ||||||||||||||
Homes | apartment_home | 10,166 | |||||||||||||
SIR and STAR III Merger Agreement | Unconsolidated Properties | ||||||||||||||
Initial capitalization | ||||||||||||||
Number of unconsolidated joint ventures | joint_venture | 1 | |||||||||||||
Number of apartment homes | apartment_home | 4,584 | |||||||||||||
SIR and STAR III Merger Agreement | Unconsolidated Properties | Joint Venture | ||||||||||||||
Initial capitalization | ||||||||||||||
Number of multifamily properties | multifamily_property | 20 | |||||||||||||
SIR and STAR III Merger Agreement | Unconsolidated Properties | Steadfast Apartment REIT, Inc. | ||||||||||||||
Initial capitalization | ||||||||||||||
Noncontrolling interest, ownership percentage | 10.00% | |||||||||||||
STAR RS Holdings, LLC (SRSH) | ||||||||||||||
Initial capitalization | ||||||||||||||
Share price (in dollars per share) | $ / shares | $ 15.23 | |||||||||||||
Value of consideration transferred excluding convertible shares | $ | $ 124,999,000 | |||||||||||||
Cash consideration | $ | $ 31,249,000 | |||||||||||||
STAR RS Holdings, LLC (SRSH) | Board of Directors Chairman and Chief Executive Officer | ||||||||||||||
Initial capitalization | ||||||||||||||
Percentage of voting interests acquired | 86.00% | |||||||||||||
STAR RS Holdings, LLC (SRSH) | Class A Convertible Stock | ||||||||||||||
Initial capitalization | ||||||||||||||
Promote price | $ | $ 1,000 | |||||||||||||
STAR RS Holdings, LLC (SRSH) | Class B OP Units | ||||||||||||||
Initial capitalization | ||||||||||||||
Number of Class B units issued (in shares) | 6,155,613.92 | |||||||||||||
Steadfast Apartment REIT, Inc. | SIR Merger Agreement | ||||||||||||||
Initial capitalization | ||||||||||||||
Stock, par value (in dollars per share) | $ / shares | $ 0.01 | |||||||||||||
Entity shares issued per acquiree share | 1.430 | |||||||||||||
Steadfast Apartment REIT, Inc. | STAR III Merger Agreement | ||||||||||||||
Initial capitalization | ||||||||||||||
Entity shares issued per acquiree share | 0.5934 | |||||||||||||
SRI and Affiliates | Operating Partnership Units | ||||||||||||||
Initial capitalization | ||||||||||||||
Ownership percentage | 5.00% | |||||||||||||
Unaffiliated Third Parties | Operating Partnership Units | ||||||||||||||
Initial capitalization | ||||||||||||||
Ownership percentage | 1.00% |
Organization and Business - N_2
Organization and Business - Narrative - Public Offering (Details) - Common Stock - USD ($) | May 04, 2020 | Mar. 24, 2016 | Dec. 30, 2013 | Sep. 30, 2020 | Mar. 24, 2016 | Mar. 24, 2016 | Apr. 17, 2020 | Mar. 14, 2018 |
IPO | ||||||||
Public Offering Information | ||||||||
Issuance of common stock (in shares) | 48,625,651 | 111,316,079 | 48,625,651 | |||||
Proceeds from issuance of common stock | $ 724,849,631 | $ 1,712,713,882 | $ 640,012,497 | |||||
Primary Offering | ||||||||
Public Offering Information | ||||||||
Maximum number of shares authorized for sale under registration statement (in shares) | 66,666,667 | |||||||
Registration statement, price per share (in dollars per share) | $ 15 | |||||||
Distribution Reinvestment Plan | ||||||||
Public Offering Information | ||||||||
Maximum number of shares authorized for sale under registration statement (in shares) | 10,000,000 | 7,017,544 | ||||||
Registration statement, price per share (in dollars per share) | $ 15.23 | $ 14.25 | $ 15.23 | $ 14.25 | ||||
Issuance of common stock (in shares) | 7,685,999 | 1,011,561 | ||||||
Proceeds from issuance of common stock | $ 114,984,724 | $ 14,414,752 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative - Noncontrolling interests (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||
Noncontrolling interest | $ 106,686,605 | $ 0 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Narrative - Real Estate Assets (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2020USD ($)multifamily_property | Jun. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($)multifamily_property | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($) | |
Accounting Policies [Abstract] | ||||||
Number of real estate properties impaired | multifamily_property | 2 | 2 | ||||
Impairment of real estate | $ | $ 0 | $ 5,039,937 | $ 0 | $ 5,039,937 | $ 0 | $ 0 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Narrative - Property Held for Sale (Details) - multifamily_property | Sep. 30, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||
Number of real estate assets held for sale | 1 | 1 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Narrative - Rents and Other receivables (Details) | Sep. 30, 2020USD ($) |
Accounting Policies [Abstract] | |
Reserve of lease receivables considered not probably for collection | $ 1,859,126 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Narrative - Investments in Unconsolidated Joint Ventures (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |
Jun. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2019 | |
Joint Venture | |||
Schedule of Equity Method Investments [Line Items] | |||
Other than temporary impairment loss | $ 2,442,411 | $ 0 | $ 0 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Narrative - Fair Value of Financial Instruments (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying value | $ 1,382,058,322 | $ 560,098,815 |
Estimate of Fair Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Notes payable, fair value | 2,289,178,645 | 1,153,445,768 |
Reported Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying value | $ 2,146,041,091 | $ 1,108,559,045 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Narrative - Restricted Cash (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 |
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash | $ 42,531,779 | $ 73,614,452 | $ 47,261,216 |
Allocated Loan Amounts Held by Lender of Master Credit Facility | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash | 36,740,983 | ||
Cash Proceeds from Sale of Property, Held by Intermediaries | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash | 24,720,969 | ||
Amounts Set Aside as Impounds for Future Property Tax Payments, Property Insurance Payments and Tenant Improvement Payments as Required by Agreements with Lenders | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash | $ 12,152,500 |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Schedule of Cash, Cash and Cash Equivalents and Restricted Cash (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2018 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 311,515,756 | $ 74,806,649 | $ 74,816,801 | |
Restricted cash | 42,531,779 | 73,614,452 | 47,261,216 | |
Other assets related to real estate held for sale | 91,450 | 0 | ||
Total cash, cash equivalents and restricted cash | $ 354,138,985 | $ 148,539,671 | $ 122,078,017 | $ 72,738,775 |
Summary of Significant Accou_12
Summary of Significant Accounting Policies - Narrative - Distribution Policy (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Accounting Policies [Abstract] | ||||
REIT taxable income planned distribution rate | 90.00% | |||
Common share, distribution rate per share per day, declared (in dollars per share) | $ 0.002466 | $ 0.002459 | $ 0.002466 | |
Distributions declared per common share (in dollars per share) | $ 0.226 | $ 0.227 | $ 0.674 | $ 0.673 |
Summary of Significant Accou_13
Summary of Significant Accounting Policies - Narrative - Segment Disclosure (Details) | 9 Months Ended |
Sep. 30, 2020segment | |
Accounting Policies [Abstract] | |
Number of reportable segments | 1 |
Internalization Transaction (De
Internalization Transaction (Details) - USD ($) | Aug. 31, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 125,220,448 | $ 125,220,448 | $ 0 | |||
Pro forma revenue | 221,430,696 | 323,258,776 | ||||
Company revenues | 83,670,508 | $ 44,190,840 | 217,680,042 | $ 129,990,894 | ||
Net loss | 37,758,065 | $ 10,389,806 | 100,500,501 | $ 34,742,088 | ||
Class A Convertible Stock | ||||||
Business Acquisition [Line Items] | ||||||
Promote price | $ 1,000 | |||||
STAR RS Holdings, LLC (SRSH) | ||||||
Business Acquisition [Line Items] | ||||||
Value of consideration transferred excluding convertible shares | 124,999,000 | |||||
Cash consideration | $ 31,249,000 | |||||
Fair value per Class B OP Unit (in dollars per share) | $ 15.23 | |||||
Goodwill | $ 125,220,448 | $ 125,220,448 | $ 125,220,448 | |||
Pro forma revenue | 96,500,000 | |||||
Property management services | 2,500,000 | |||||
Net loss | 400,000 | |||||
STAR RS Holdings, LLC (SRSH) | Consolidation, Eliminations | ||||||
Business Acquisition [Line Items] | ||||||
Company revenues | $ 93,900,000 | |||||
STAR RS Holdings, LLC (SRSH) | Class B OP Units | ||||||
Business Acquisition [Line Items] | ||||||
Number of Class B units issued (in shares) | 6,155,613.92 | |||||
STAR RS Holdings, LLC (SRSH) | Class A Convertible Stock | ||||||
Business Acquisition [Line Items] | ||||||
Promote price | $ 1,000 |
Internalization Transaction - S
Internalization Transaction - Schedule of Net Consideration (Details) - USD ($) | Aug. 31, 2020 | Sep. 30, 2020 |
Business Acquisition [Line Items] | ||
Accounting value of total consideration | $ 3,113,751,097 | |
Class A Convertible Stock | ||
Business Acquisition [Line Items] | ||
Promote price | $ 1,000 | |
STAR RS Holdings, LLC (SRSH) | ||
Business Acquisition [Line Items] | ||
Cash consideration | $ 31,249,000 | |
Fair value per Class B OP Unit (in dollars per share) | $ 15.23 | |
Fair value of OP Unit Consideration | $ 93,750,000 | |
Accounting value of total consideration | $ 125,000,000 | |
STAR RS Holdings, LLC (SRSH) | Class B OP Units | ||
Business Acquisition [Line Items] | ||
Number of Class B units issued (in shares) | 6,155,613.92 | |
STAR RS Holdings, LLC (SRSH) | Class A Convertible Stock | ||
Business Acquisition [Line Items] | ||
Promote price | $ 1,000 |
Internalization Transaction -_2
Internalization Transaction - Schedule of Purchase Price Allocation (Details) - USD ($) | 9 Months Ended | ||
Sep. 30, 2020 | Aug. 31, 2020 | Dec. 31, 2019 | |
Assets | |||
Goodwill | $ 125,220,448 | $ 0 | |
Contract-Based Intangible Assets | |||
Liabilities | |||
Useful life | 1 year | ||
Amortization percentage | 9.00% | ||
STAR RS Holdings, LLC (SRSH) | |||
Assets | |||
Accounts receivable from affiliates | $ 3,908,946 | ||
Finance lease right-of-use asset | 20,925 | ||
Other assets | 49,919 | ||
Property management agreements intangibles | 815,000 | ||
Operating lease right-of-use asset | 1,651,415 | ||
Repurchase of Class A Convertible Stock | 1,000 | ||
Goodwill | 125,220,448 | $ 125,220,448 | |
Total assets | 131,667,653 | ||
Liabilities | |||
Accrued personnel costs | (4,995,313) | ||
Finance lease liability | (20,925) | ||
Operating lease liability | (1,651,415) | ||
Total liabilities assumed | (6,667,653) | ||
Net assets acquired | $ 125,000,000 | $ 123,236,646 |
Internalization Transaction -_3
Internalization Transaction - Schedule of Pro Forma Operating Information (Details) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2020USD ($)$ / shares | Dec. 31, 2019USD ($)$ / shares | Aug. 31, 2020$ / shares | |
Business Acquisition [Line Items] | |||
Revenue | $ 221,430,696 | $ 323,258,776 | |
Net income (loss) | $ (94,314,302) | $ 29,545,827 | |
Net income (loss) attributable to common stockholders per share - basic and diluted (in dollars per share) | $ / shares | $ (0.93) | $ 0.26 | |
Hiring of existing workforce responsible for real estate management | $ 17,906,923 | ||
Hiring of existing workforce responsible for operations | 17,742,481 | ||
STAR RS Holdings, LLC (SRSH) | |||
Business Acquisition [Line Items] | |||
Revenue | $ 96,500,000 | ||
Entity Number of Employees | $ / shares | 634 | ||
SRI and Affiliates | |||
Business Acquisition [Line Items] | |||
Net income (loss) | 19,083,158 | ||
Noncontrolling Interest | |||
Business Acquisition [Line Items] | |||
Net income (loss) | (4,976,871) | 1,585,124 | |
Total STAR Stockholders’ Equity | |||
Business Acquisition [Line Items] | |||
Net income (loss) | $ (89,337,431) | $ 27,960,703 |
Real Estate - Narrative (Detail
Real Estate - Narrative (Details) | Sep. 30, 2020USD ($) | Mar. 06, 2020USD ($)$ / sharesshares | Feb. 05, 2020USD ($) | Aug. 28, 2014USD ($)apartment_home | Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($)tenant | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($)tenant | Sep. 30, 2020USD ($) | Sep. 30, 2020multifamily_property | Sep. 30, 2020apartment | Sep. 30, 2020apartment_home | Sep. 30, 2020property | Sep. 30, 2020parcelOfLand | Sep. 30, 2020 | Mar. 06, 2020multifamily_property | Mar. 06, 2020apartment_home |
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Accounting value of total consideration | $ 3,113,751,097 | ||||||||||||||||||
Average percentage of real estate portfolio occupied | 95.90% | 94.60% | |||||||||||||||||
Average monthly collected rent | $ 1,172 | $ 1,200 | |||||||||||||||||
Depreciation and amortization | $ 47,564,706 | $ 18,632,477 | 129,596,268 | $ 55,430,404 | |||||||||||||||
Amortization of intangible assets | 14,506,244 | 0 | 40,470,829 | 0 | |||||||||||||||
Amortization of right of use leased asset | 3,367 | 904 | 6,845 | 904 | |||||||||||||||
Amortization of other intangible assets | 1,671 | $ 4,265 | |||||||||||||||||
Weighted-average amortization period of other intangible assets as of the date of acquisition | 10 years | ||||||||||||||||||
Security deposit liability | 97.40% | ||||||||||||||||||
Impairment of real estate | 0 | $ 5,039,937 | 0 | $ 5,039,937 | 0 | 0 | |||||||||||||
Property Management Fees and Expenses | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Amortization of intangible assets | 71,392 | 71,392 | |||||||||||||||||
Ansley at Princeton Lakes | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Impairment of real estate | 1,770,471 | ||||||||||||||||||
Montecito Apartments | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Impairment of real estate | $ 3,269,466 | ||||||||||||||||||
Residential Real Estate | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Number of parcels of land held for development | 3 | 2 | |||||||||||||||||
Homes | 21,529 | 21,529 | |||||||||||||||||
Multifamily | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Properties | multifamily_property | 69 | ||||||||||||||||||
Building and Building Improvements | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Depreciation | 33,055,972 | 18,631,573 | 89,122,949 | 55,429,500 | |||||||||||||||
Furniture and Fixtures | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Depreciation | 2,490 | 2,490 | |||||||||||||||||
Tenant Origination and Absorption Costs | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Amortization of intangible assets | $ 14,431,485 | $ 0 | 40,392,592 | $ 0 | |||||||||||||||
Accounts Payable and Accrued Liabilities | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Average monthly collected rent | $ 6,966,388 | $ 4,351,837 | |||||||||||||||||
Real estate portfolio earned in excess of rental income from residential tenants | 99.00% | ||||||||||||||||||
Real estate portfolio earned in excess of rental income from commercial tenants | 1.00% | ||||||||||||||||||
1031 Exchange | Residential Real Estate | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Properties | property | 36 | ||||||||||||||||||
SIR Merger Agreement | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
SIR and STAR III common stock, par value (in dollars per share) | $ / shares | $ 0.01 | ||||||||||||||||||
Business combination, shares issued per acquiree share (in shares) | shares | 0.5934 | ||||||||||||||||||
STAR III Merger Agreement | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
SIR and STAR III common stock, par value (in dollars per share) | $ / shares | $ 0.01 | ||||||||||||||||||
Business combination, shares issued per acquiree share (in shares) | shares | 1.430 | ||||||||||||||||||
Atlanta, Georgia | Multifamily | Ansley at Princeton Lakes | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Land held for the development of apartment homes | $ 47,641,016 | ||||||||||||||||||
Proceeds from sale | $ 49,500,000 | ||||||||||||||||||
Selling costs | 466,550 | ||||||||||||||||||
Gain on disposition of business | $ 1,392,434 | ||||||||||||||||||
Atlanta, Georgia | Ansley at Princeton Lakes | Multifamily | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Homes | apartment_home | 306 | ||||||||||||||||||
Accounting value of total consideration | $ 51,564,357 | ||||||||||||||||||
Austin, Texas | Multifamily | Terrace Cove Apartment Homes | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Land held for the development of apartment homes | $ 21,757,872 | ||||||||||||||||||
Proceeds from sale | 33,875,000 | ||||||||||||||||||
Selling costs | 732,529 | ||||||||||||||||||
Gain on disposition of business | 11,384,599 | ||||||||||||||||||
Austin, Texas | Multifamily | Montecito Apartments | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Land held for the development of apartment homes | 32,604,768 | ||||||||||||||||||
Proceeds from sale | 34,700,000 | ||||||||||||||||||
Selling costs | 395,883 | ||||||||||||||||||
Gain on disposition of business | $ 1,699,349 | ||||||||||||||||||
Austin, Texas | Terrace Cove Apartment Homes | Multifamily | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Homes | apartment_home | 304 | ||||||||||||||||||
Accounting value of total consideration | $ 23,500,000 | ||||||||||||||||||
Austin, Texas | Montecito Apartments | Multifamily | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Homes | 268 | 268 | |||||||||||||||||
Accounting value of total consideration | $ 36,461,172 | ||||||||||||||||||
Steadfast Apartment REIT, Inc. | SIR Merger Agreement | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
SIR and STAR III common stock, par value (in dollars per share) | $ / shares | $ 0.01 | ||||||||||||||||||
Business combination, shares issued per acquiree share (in shares) | shares | 1.430 | ||||||||||||||||||
Steadfast Apartment REIT, Inc. | STAR III Merger Agreement | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Business combination, shares issued per acquiree share (in shares) | shares | 0.5934 | ||||||||||||||||||
Land Held for Development | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Land held for the development of apartment homes | $ 35,183,272 | ||||||||||||||||||
Residential Tenants | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Lease terms | 12 months | 12 months | 12 months | ||||||||||||||||
Tenant | Customer Concentration Risk | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Number of tenants | tenant | 0 | 0 | |||||||||||||||||
Minimum | Commercial Tenants | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Remaining lease durations | 3 months | 3 months | 3 months | ||||||||||||||||
Maximum | Commercial Tenants | |||||||||||||||||||
Real Estate Investment Property and Accumulated Depreciation and Amortization [Line Items] | |||||||||||||||||||
Remaining lease durations | 9 years 7 months 6 days | 9 years 7 months 6 days | 9 years 7 months 6 days |
Real Estate - Schedule of Busin
Real Estate - Schedule of Business Acquisitions (Details) | Jun. 19, 2020USD ($)propertyapartment_home | Apr. 21, 2020USD ($)apartment_homeproperty | Mar. 13, 2020USD ($)propertyapartment_home | Mar. 06, 2020USD ($)apartment_homeproperty | Feb. 11, 2020USD ($)propertyapartment_home | Jan. 28, 2020USD ($)propertyapartment_home | Sep. 30, 2020USD ($)apartment_homeproperty | Dec. 31, 2019USD ($) |
Business Acquisition [Line Items] | ||||||||
Capitalized acquisition costs | $ 28,145,708 | |||||||
Building and Improvements | ||||||||
Business Acquisition [Line Items] | ||||||||
Capitalized acquisition costs | $ 1,630,046 | |||||||
Unconsolidated Properties | ||||||||
Business Acquisition [Line Items] | ||||||||
Capitalized acquisition costs | 628,691 | |||||||
Residential Real Estate | ||||||||
Business Acquisition [Line Items] | ||||||||
Properties | property | 41 | |||||||
Homes | apartment_home | 10,944 | |||||||
Tenant Origination and Absorption Costs | $ 41,123,776 | |||||||
Below Market Leases | (61,845) | |||||||
Discount (Premium) on Assumed Liabilities | (5,355,791) | |||||||
Total Purchase Price | 1,760,175,053 | |||||||
Capitalized acquisition costs | $ 26,515,662 | |||||||
Residential Real Estate | Land | ||||||||
Business Acquisition [Line Items] | ||||||||
Property, plant and equipment | 209,537,493 | |||||||
Residential Real Estate | Buildings and Improvements | ||||||||
Business Acquisition [Line Items] | ||||||||
Property, plant and equipment | $ 1,514,931,420 | |||||||
Eleven10 at Farmers Market | Residential Real Estate | ||||||||
Business Acquisition [Line Items] | ||||||||
Properties | property | 1 | |||||||
Homes | apartment_home | 313 | |||||||
Tenant Origination and Absorption Costs | $ 1,463,076 | |||||||
Below Market Leases | 0 | |||||||
Discount (Premium) on Assumed Liabilities | 0 | |||||||
Total Purchase Price | 62,063,929 | |||||||
Eleven10 at Farmers Market | Residential Real Estate | Land | ||||||||
Business Acquisition [Line Items] | ||||||||
Property, plant and equipment | 10,574,569 | |||||||
Eleven10 at Farmers Market | Residential Real Estate | Buildings and Improvements | ||||||||
Business Acquisition [Line Items] | ||||||||
Property, plant and equipment | $ 50,026,284 | |||||||
Patina Flats at the Foundry | Residential Real Estate | ||||||||
Business Acquisition [Line Items] | ||||||||
Properties | property | 1 | |||||||
Homes | apartment_home | 155 | |||||||
Tenant Origination and Absorption Costs | $ 1,184,050 | |||||||
Below Market Leases | (61,845) | |||||||
Discount (Premium) on Assumed Liabilities | 0 | |||||||
Total Purchase Price | 45,123,782 | |||||||
Patina Flats at the Foundry | Residential Real Estate | Land | ||||||||
Business Acquisition [Line Items] | ||||||||
Property, plant and equipment | 2,463,617 | |||||||
Patina Flats at the Foundry | Residential Real Estate | Buildings and Improvements | ||||||||
Business Acquisition [Line Items] | ||||||||
Property, plant and equipment | $ 41,537,960 | |||||||
SIR Merger Agreement | Residential Real Estate | ||||||||
Business Acquisition [Line Items] | ||||||||
Properties | property | 27 | |||||||
Homes | apartment_home | 7,527 | |||||||
Tenant Origination and Absorption Costs | $ 27,027,759 | |||||||
Below Market Leases | 0 | |||||||
Discount (Premium) on Assumed Liabilities | 1,391,489 | |||||||
Total Purchase Price | 1,102,134,463 | |||||||
SIR Merger Agreement | Residential Real Estate | Land | ||||||||
Business Acquisition [Line Items] | ||||||||
Property, plant and equipment | 114,377,468 | |||||||
SIR Merger Agreement | Residential Real Estate | Buildings and Improvements | ||||||||
Business Acquisition [Line Items] | ||||||||
Property, plant and equipment | $ 959,337,747 | |||||||
STAR III Merger Agreement | Residential Real Estate | ||||||||
Business Acquisition [Line Items] | ||||||||
Properties | property | 9 | |||||||
Homes | apartment_home | 2,639 | |||||||
Tenant Origination and Absorption Costs | $ 10,041,373 | |||||||
Below Market Leases | 0 | |||||||
Discount (Premium) on Assumed Liabilities | (5,802,045) | |||||||
Total Purchase Price | 473,757,461 | |||||||
STAR III Merger Agreement | Residential Real Estate | Land | ||||||||
Business Acquisition [Line Items] | ||||||||
Property, plant and equipment | 58,056,275 | |||||||
STAR III Merger Agreement | Residential Real Estate | Buildings and Improvements | ||||||||
Business Acquisition [Line Items] | ||||||||
Property, plant and equipment | $ 411,461,858 | |||||||
Arista at Broomfield | Residential Real Estate | ||||||||
Business Acquisition [Line Items] | ||||||||
Properties | property | 1 | |||||||
Homes | apartment_home | 0 | |||||||
Tenant Origination and Absorption Costs | $ 0 | |||||||
Below Market Leases | 0 | |||||||
Discount (Premium) on Assumed Liabilities | 0 | |||||||
Total Purchase Price | 8,405,742 | |||||||
Arista at Broomfield | Residential Real Estate | Land | ||||||||
Business Acquisition [Line Items] | ||||||||
Property, plant and equipment | 7,283,803 | |||||||
Arista at Broomfield | Residential Real Estate | Buildings and Improvements | ||||||||
Business Acquisition [Line Items] | ||||||||
Property, plant and equipment | $ 1,121,939 | |||||||
VV&M | Residential Real Estate | ||||||||
Business Acquisition [Line Items] | ||||||||
Properties | property | 1 | |||||||
Homes | apartment_home | 310 | |||||||
Tenant Origination and Absorption Costs | $ 1,407,518 | |||||||
Below Market Leases | 0 | |||||||
Discount (Premium) on Assumed Liabilities | (945,235) | |||||||
Total Purchase Price | 59,969,074 | |||||||
VV&M | Residential Real Estate | Land | ||||||||
Business Acquisition [Line Items] | ||||||||
Property, plant and equipment | 8,207,057 | |||||||
VV&M | Residential Real Estate | Buildings and Improvements | ||||||||
Business Acquisition [Line Items] | ||||||||
Property, plant and equipment | $ 51,299,734 | |||||||
Flatirons | Residential Real Estate | ||||||||
Business Acquisition [Line Items] | ||||||||
Properties | property | 1 | |||||||
Homes | apartment_home | 0 | |||||||
Tenant Origination and Absorption Costs | $ 0 | |||||||
Below Market Leases | 0 | |||||||
Discount (Premium) on Assumed Liabilities | 0 | |||||||
Total Purchase Price | 8,720,602 | |||||||
Flatirons | Residential Real Estate | Land | ||||||||
Business Acquisition [Line Items] | ||||||||
Property, plant and equipment | 8,574,704 | |||||||
Flatirons | Residential Real Estate | Buildings and Improvements | ||||||||
Business Acquisition [Line Items] | ||||||||
Property, plant and equipment | $ 145,898 |
Real Estate - Schedule of Accum
Real Estate - Schedule of Accumulated Depreciation and Amortization Related to Consolidated Real Estate Properties and Related Intangibles (Details) - USD ($) | Mar. 06, 2020 | Dec. 31, 2019 | Sep. 30, 2020 |
Real Estate [Line Items] | |||
Investments in real estate | $ 1,520,550,673 | $ 3,157,038,078 | |
Less: Accumulated depreciation and amortization | (277,033,046) | (365,906,596) | |
Net investments in real estate and related lease intangibles | 1,243,517,627 | 2,791,131,482 | |
Acquisition costs capitalized | $ 28,145,708 | ||
Building and Improvements | |||
Real Estate [Line Items] | |||
Acquisition costs capitalized | 1,630,046 | ||
Land | |||
Real Estate [Line Items] | |||
Investments in real estate | 151,294,208 | 332,223,332 | |
Less: Accumulated depreciation and amortization | 0 | 0 | |
Net investments in real estate and related lease intangibles | 151,294,208 | 332,223,332 | |
Building and Improvements | |||
Real Estate [Line Items] | |||
Investments in real estate | 1,369,256,465 | 2,822,838,232 | |
Less: Accumulated depreciation and amortization | (277,033,046) | (364,616,228) | |
Net investments in real estate and related lease intangibles | 1,092,223,419 | 2,458,222,004 | |
Tenant Origination and Absorption Costs | |||
Real Estate [Line Items] | |||
Investments in real estate | 0 | 1,976,514 | |
Less: Accumulated depreciation and amortization | 0 | (1,290,368) | |
Net investments in real estate and related lease intangibles | 0 | 686,146 | |
Real Estate Under Development | |||
Real Estate [Line Items] | |||
Investments in real estate | 5,687,977 | 35,183,272 | |
Less: Accumulated depreciation and amortization | 0 | 0 | |
Net investments in real estate and related lease intangibles | 5,687,977 | 35,183,272 | |
Real Estate Held for Sale | |||
Real Estate [Line Items] | |||
Investments in real estate | 27,285,576 | 33,010,463 | |
Less: Accumulated depreciation and amortization | (5,619,814) | (584,731) | |
Net investments in real estate and related lease intangibles | $ 21,665,762 | $ 32,425,732 |
Real Estate - Schedule of Opera
Real Estate - Schedule of Operating Leases Maturity (Details) | Sep. 30, 2020USD ($) |
Real Estate [Abstract] | |
October 1 through December 31, 2020 | $ 54,250 |
2021 | 166,983 |
2022 | 244,460 |
2023 | 250,196 |
2024 | 257,214 |
Thereafter | 731,348 |
Total undiscounted operating lease payments | $ 1,704,451 |
Real Estate - Schedule of Real
Real Estate - Schedule of Real Estate Under Development (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Real Estate [Line Items] | ||
Land Held for Development | $ 3,157,038,078 | $ 1,520,550,673 |
Land Held for Development | ||
Real Estate [Line Items] | ||
Land Held for Development | 18,327,690 | |
Total Carrying Value | 35,183,272 | |
Land Held for Development | TENNESSEE | Garrison Station | ||
Real Estate [Line Items] | ||
Land Held for Development | 2,469,183 | |
Land Held for Development | COLORADO | Arista at Broomfield | ||
Real Estate [Line Items] | ||
Land Held for Development | 7,283,803 | |
Land Held for Development | COLORADO | Flatirons | ||
Real Estate [Line Items] | ||
Land Held for Development | 8,574,704 | |
Real Estate Under Development | ||
Real Estate [Line Items] | ||
Construction in Progress | 16,855,582 | |
Total Carrying Value | 35,183,272 | |
Real Estate Under Development | TENNESSEE | Garrison Station | ||
Real Estate [Line Items] | ||
Construction in Progress | 15,587,745 | |
Total Carrying Value | 18,056,928 | |
Real Estate Under Development | COLORADO | Arista at Broomfield | ||
Real Estate [Line Items] | ||
Construction in Progress | 1,121,939 | |
Total Carrying Value | 8,405,742 | |
Real Estate Under Development | COLORADO | Flatirons | ||
Real Estate [Line Items] | ||
Construction in Progress | 145,898 | |
Total Carrying Value | $ 8,720,602 |
Real Estate - Schedule of Ope_2
Real Estate - Schedule of Operations (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Revenues: | ||||
Rental income | $ 974,222 | $ 2,480,249 | $ 2,713,105 | $ 7,315,557 |
Other income | 72,275 | 12,652 | 92,408 | 44,277 |
Total revenues | 1,046,497 | 2,492,901 | 2,805,513 | 7,359,834 |
Expenses: | ||||
Operating, maintenance and management | 333,859 | 733,746 | 967,789 | 2,068,221 |
Real estate taxes and insurance | 340,839 | 477,627 | 680,873 | 1,575,050 |
Fees to affiliates | 42,467 | 131,162 | 141,344 | 373,819 |
Depreciation and amortization | 664,489 | 708,267 | 1,908,139 | 2,541,133 |
Interest expense | 205,927 | 0 | 527,516 | 0 |
General and administrative expenses | 28,306 | 16,610 | 44,717 | 59,156 |
Impairment of real estate | 0 | 0 | 1,770,471 | 0 |
Total expenses | 1,615,887 | 2,067,412 | 6,040,849 | 6,617,379 |
(Loss) income before other income | (569,390) | 425,489 | (3,235,336) | 742,455 |
Other income: | ||||
Gain on sale of real estate, net | 1,392,434 | 3,329,078 | 12,777,033 | 3,329,078 |
Interest income | 39 | 2,158 | 113 | 5,647 |
Loss on debt extinguishment | (621,451) | 0 | (621,451) | 0 |
Total other income | 771,022 | 3,331,236 | 12,155,695 | 3,334,725 |
Net (loss) income | $ 201,632 | $ 3,756,725 | $ 8,920,359 | $ 4,077,180 |
Real Estate - Schedule of Rea_2
Real Estate - Schedule of Real Estate Held for Sale (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Real Estate [Line Items] | ||||
Expenses | $ 122,850,781 | $ 58,218,637 | $ 328,495,878 | $ 169,004,762 |
Total loss | (298,614) | (4,285,174) | ||
Montecito Apartments | Residential Real Estate | ||||
Real Estate [Line Items] | ||||
Revenues | 864,329 | 1,979,995 | ||
Expenses | $ 1,162,943 | $ 6,265,169 |
Real Estate - Preliminary Estim
Real Estate - Preliminary Estimated Purchase Price (Details) | Mar. 06, 2020USD ($)$ / sharesshares |
SIR Merger Agreement | |
Business Acquisition [Line Items] | |
Common stock issued and outstanding (in shares) | 73,770,330 |
Exchange ratio (in shares) | 0.5934 |
SIR Merger Agreement | Steadfast Apartment REIT, Inc. | |
Business Acquisition [Line Items] | |
Exchange ratio (in shares) | 1.430 |
STAR common stock issued as consideration (in shares) | 43,775,314 |
STAR's most recently disclosed estimated value per share (in dollars per share) | $ / shares | $ 15.84 |
Value of implied STAR common stock issued as consideration | $ | $ 693,400,974 |
STAR III Merger Agreement | |
Business Acquisition [Line Items] | |
Common stock issued and outstanding (in shares) | 8,559,957 |
Exchange ratio (in shares) | 1.430 |
STAR III Merger Agreement | Steadfast Apartment REIT, Inc. | |
Business Acquisition [Line Items] | |
Exchange ratio (in shares) | 0.5934 |
STAR common stock issued as consideration (in shares) | 12,240,739 |
STAR's most recently disclosed estimated value per share (in dollars per share) | $ / shares | $ 15.84 |
Value of implied STAR common stock issued as consideration | $ | $ 193,893,305 |
STAR III Merger Agreement | Class A | |
Business Acquisition [Line Items] | |
Common stock issued and outstanding (in shares) | 3,458,807 |
STAR III Merger Agreement | Class R | |
Business Acquisition [Line Items] | |
Common stock issued and outstanding (in shares) | 475,207 |
STAR III Merger Agreement | Class T | |
Business Acquisition [Line Items] | |
Common stock issued and outstanding (in shares) | 4,625,943 |
Real Estate - Identifiable Asse
Real Estate - Identifiable Assets and Liabilities Assumed (Details) | Mar. 06, 2020USD ($) |
SIR Merger Agreement | |
Assets | |
Land | $ 114,377,468 |
Building and improvements | 959,337,747 |
Acquired intangible assets | 27,027,759 |
Other assets, net | 122,688,608 |
Investment in unconsolidated joint venture | 22,128,691 |
Total assets | 1,245,560,273 |
Liabilities | |
Mortgage notes payable | (506,023,981) |
Other liabilities | (46,135,318) |
Total liabilities assumed | (552,159,299) |
Fair value of net assets acquired | 693,400,974 |
STAR III Merger Agreement | |
Assets | |
Land | 58,056,275 |
Building and improvements | 411,461,858 |
Acquired intangible assets | 10,041,373 |
Other assets, net | 21,438,855 |
Investment in unconsolidated joint venture | 0 |
Total assets | 500,998,361 |
Liabilities | |
Mortgage notes payable | (289,407,045) |
Other liabilities | (17,698,011) |
Total liabilities assumed | (307,105,056) |
Fair value of net assets acquired | $ 193,893,305 |
Investment in Unconsolidated _3
Investment in Unconsolidated Joint Venture - Narrative (Details) | Jul. 16, 2020USD ($) | Sep. 30, 2020USD ($)multifamily_propertyapartment | Jun. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($)multifamily_propertyapartment | Sep. 30, 2019USD ($) | Mar. 06, 2020 |
Schedule of Equity Method Investments [Line Items] | |||||||
Gain on sale of investment in unconsolidated joint venture | $ 66,802 | ||||||
Joint Venture | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Other than temporary impairment loss | $ 2,442,411 | $ 0 | $ 0 | ||||
Investment in unconsolidated joint venture | $ 18,955,478 | ||||||
Adjustment to the book value of the investment in joint venture | 8,662,003 | ||||||
Outside basis difference | 8,067,010 | ||||||
Capitalized transaction costs | 594,993 | ||||||
Amortization of outside basis | $ 58,144 | 490,586 | |||||
Proceeds from equity method investment distributions | $ 0 | $ 360,700 | |||||
Unconsolidated Properties | Joint Venture | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Number of apartment homes | apartment | 4,584 | 4,584 | |||||
Proceeds from sale of joint venture | $ 19,278,280 | ||||||
Unconsolidated Properties | Joint Venture | Joint Venture | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Noncontrolling interest, ownership percentage | 10.00% | ||||||
Multifamily | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Properties | multifamily_property | 69 | 69 | |||||
Multifamily | Joint Venture | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Properties | multifamily_property | 20 | 20 |
Investment in Unconsolidated _4
Investment in Unconsolidated Joint Venture - Schedule of Financial Statement Amounts (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 4 Months Ended | 9 Months Ended | ||
Jul. 16, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Jul. 16, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | |
Equity Method Investment, Summarized Financial Information [Abstract] | ||||||
Revenues | $ 83,670,508 | $ 44,190,840 | $ 217,680,042 | $ 129,990,894 | ||
Net loss | (36,913,412) | $ (10,389,806) | (99,819,162) | (34,742,088) | ||
Gain on sale of investment in unconsolidated joint venture | 66,802 | |||||
Equity in losses of unconsolidated joint venture | (3,020,111) | $ 0 | ||||
Joint Venture | ||||||
Equity Method Investment, Summarized Financial Information [Abstract] | ||||||
Amortization of outside basis | $ 58,144 | $ 490,586 | ||||
Joint Venture | BREIT Steadfast MF JV LP | ||||||
Equity Method Investment, Summarized Financial Information [Abstract] | ||||||
Revenues | $ 2,779,246 | $ 23,313,921 | ||||
Expenses | (3,079,277) | (25,078,993) | ||||
Other income | 46,341 | 225,914 | ||||
Net loss | (253,690) | (1,539,158) | ||||
Company’s proportional net loss | (25,369) | (153,916) | ||||
Amortization of outside basis | (58,144) | (490,586) | ||||
Impairment of unconsolidated joint venture | 0 | (2,442,411) | ||||
Gain on sale of investment in unconsolidated joint venture | 66,802 | 66,802 | ||||
Equity in losses of unconsolidated joint venture | $ (16,711) | $ (3,020,111) |
Other Assets (Details)
Other Assets (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Schedule of Other Assets [Line Items] | |||||
Prepaid expenses | $ 7,354,973 | $ 7,354,973 | $ 1,521,084 | ||
SRI Property Management Agreements, net | 744,628 | 744,628 | 0 | ||
Interest rate cap agreements | 16,955 | 16,955 | 132 | ||
Escrow deposits for pending real estate acquisitions | 500,000 | 500,000 | 2,600,300 | ||
Other deposits | 717,004 | 717,004 | 1,342,615 | ||
Lease right-of-use assets, net | 2,404,899 | 2,404,899 | 49,184 | ||
Other assets | 11,796,829 | 11,796,829 | 5,513,315 | ||
Finance lease, right-of-use asset, net | 19,905 | 19,905 | 0 | ||
Operating lease right-of-use asset,net | 2,384,994 | 2,384,994 | 49,184 | ||
Amortization of intangible assets | 14,506,244 | $ 0 | 40,470,829 | $ 0 | |
Amortization of right of use leased asset | $ 3,367 | $ 904 | $ 6,845 | $ 904 | |
Operating lease, right-of-use asset, statement of financial position | sfar:DeferredFinancingCostsAndOtherAssetsNet | sfar:DeferredFinancingCostsAndOtherAssetsNet | |||
Property Management Fees and Expenses | |||||
Schedule of Other Assets [Line Items] | |||||
Amortization of intangible assets | $ 71,392 | $ 71,392 | |||
Computer Equipment | |||||
Schedule of Other Assets [Line Items] | |||||
Corporate computers, net | $ 58,370 | $ 58,370 | $ 0 |
Debt - Summary of Mortgage Note
Debt - Summary of Mortgage Notes Payable Secured by Real Property (Details) | Mar. 06, 2020USD ($)instrument | Sep. 30, 2020USD ($)instrument | Dec. 31, 2019USD ($)instrument |
Debt Instrument [Line Items] | |||
Total notes payable, net | $ 2,146,041,091 | $ 1,108,559,045 | |
Notes Payable to Banks | |||
Debt Instrument [Line Items] | |||
Number of Instruments | instrument | 29 | 47 | 16 |
Weighted Average Interest Rate | 3.73% | 3.94% | |
Principal Outstanding | $ 791,020,471 | $ 1,403,826,475 | $ 564,475,387 |
Premiums and discounts, net | 4,680,952 | ||
Deferred financing costs, net | (7,114,551) | (4,376,572) | |
Total notes payable, net | 1,401,392,876 | 560,098,815 | |
Unamortized premium, gross | 15,844,866 | ||
Amortization of premium | (1,297,874) | ||
Debt instrument, premium | 14,546,992 | ||
Unamortized discount, gross | (10,179,526) | ||
Amortization of debt discount | 313,486 | ||
Debt instrument, discount | (9,866,040) | ||
Unamortized discount (premium), gross total | 5,665,340 | ||
Amortization of debt discount (premium) | (984,388) | ||
Amortized net debt premium (discount) | 4,680,952 | ||
Accumulated amortization of deferred financing costs | $ 3,144,973 | $ 2,215,461 | |
Notes Payable to Banks | Variable Rate | |||
Debt Instrument [Line Items] | |||
Number of Instruments | instrument | 2 | 4 | 2 |
Weighted Average Interest Rate | 2.28% | 3.82% | |
Principal Outstanding | $ 64,070,000 | $ 109,585,999 | $ 75,670,000 |
Notes Payable to Banks | Variable Rate | Minimum | LIBOR | |||
Debt Instrument [Line Items] | |||
Variable rate | 2.195% | 1.88% | 1.88% |
Notes Payable to Banks | Variable Rate | Maximum | LIBOR | |||
Debt Instrument [Line Items] | |||
Variable rate | 2.31% | 2.31% | 2.28% |
Notes Payable to Banks | Fixed Rate | |||
Debt Instrument [Line Items] | |||
Number of Instruments | instrument | 27 | 43 | 14 |
Weighted Average Interest Rate | 3.85% | 3.96% | |
Principal Outstanding | $ 726,950,471 | $ 1,294,240,476 | $ 488,805,387 |
Notes Payable to Banks | Fixed Rate | Minimum | |||
Debt Instrument [Line Items] | |||
Fixed rate | 3.19% | 3.19% | 3.36% |
Notes Payable to Banks | Fixed Rate | Maximum | |||
Debt Instrument [Line Items] | |||
Fixed rate | 4.66% | 4.66% | 4.60% |
Debt - Narrative (Details)
Debt - Narrative (Details) | Jun. 17, 2020USD ($)trancheSubsidiary | Oct. 16, 2019USD ($)extensionRate | Jul. 31, 2018USD ($)Subsidiarytranche | Sep. 30, 2020USD ($)instrument | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($)instrument | Sep. 30, 2019USD ($) | Jun. 26, 2020USD ($) | Mar. 06, 2020USD ($)instrument | Dec. 31, 2019USD ($)instrument |
Debt Instrument [Line Items] | ||||||||||
Interest expense | $ 20,628,159 | $ 12,562,978 | $ 54,734,431 | $ 36,962,055 | ||||||
Amortization of deferred financing costs | 573,078 | 256,547 | 1,382,954 | 750,751 | ||||||
Unrealized loss | 56,287 | 223,867 | ||||||||
Credit facility commitment fees | 0 | 42,881 | ||||||||
Capitalized interest | 313,902 | 49,068 | 576,521 | 49,068 | ||||||
Interest on finance lease portion of sublease | $ 47 | $ 47 | 0 | |||||||
Seasoning fees | 0 | 2,137 | ||||||||
Notes Payable to Banks | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of Instruments | instrument | 47 | 47 | 29 | 16 | ||||||
Amortization of debt discount (premium) | $ (431,387) | $ (959,827) | ||||||||
Accounts Payable and Accrued Liabilities | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Interest payable | 6,653,424 | 6,653,424 | $ 3,954,686 | |||||||
Interest Rate Cap | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Unrealized loss | 29,093 | $ 24,144 | 56,287 | $ 223,867 | ||||||
SIR and STAR III Merger Agreement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Fair value of assumed notes payable | $ 795,431,027 | |||||||||
Assumed principal balance | 791,020,471 | |||||||||
Net premium | $ 4,410,556 | |||||||||
PNC Bank | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Repayments of debt | $ 19,800,000 | |||||||||
Debt instrument, term | 36 months | |||||||||
Number of extensions | extension | 2 | |||||||||
Mini perm extensions | 12 months | |||||||||
Berkeley Point Capital LLC | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit facility, borrowing capacity | $ 137,917,250 | |||||||||
Line of Credit, PNC Bank | PNC Bank | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Coverage ratio | Rate | 115.00% | |||||||||
Closing fee | 0.40% | |||||||||
Mini-perm fee percentage | 0.10% | |||||||||
Loan exit fee | 1.00% | |||||||||
Amounts outstanding on construction loan | $ 2,205,999 | $ 2,205,999 | $ 0 | |||||||
Line of Credit, PNC Bank | Maximum | PNC Bank | LIBOR | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Variable rate | 2.00% | |||||||||
Line of Credit, PNC Bank | Minimum | PNC Bank | LIBOR | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Variable rate | 1.80% | |||||||||
Master Credit Facility Agreement | Berkeley Point Capital LLC | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of tranches | tranche | 4 | |||||||||
Master Credit Facility Agreement | Berkeley Point Capital LLC | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit facility, borrowing capacity | $ 551,669,000 | |||||||||
Master Credit Facility Agreement | Subsidiaries | Berkeley Point Capital LLC | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of subsidiaries refinanced under revolving credit facility | Subsidiary | 16 | |||||||||
Master Credit Facility Agreement Tranche 4 | Berkeley Point Capital LLC | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit facility, borrowing capacity | $ 40,468,000 | |||||||||
Fixed rate | 3.34% | |||||||||
Master Credit Facility Agreement Tranche 1 | Berkeley Point Capital LLC | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit facility, borrowing capacity | $ 331,001,400 | |||||||||
Fixed rate | 4.43% | |||||||||
Master Credit Facility Agreement Tranche 2 | Berkeley Point Capital LLC | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Fixed rate | 4.57% | |||||||||
Master Credit Facility Agreement Tranche 3 | Berkeley Point Capital LLC | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit facility, borrowing capacity | $ 82,750,350 | |||||||||
Master Credit Facility Agreement Tranche 3 | Berkeley Point Capital LLC | LIBOR | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Variable rate | 1.70% | |||||||||
CME Loan | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Advisory fee, amount | $ 3,061,855 | |||||||||
CME Loan | Revolving Credit Facility | Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Loan fee amount | $ 2,072,480 | |||||||||
PNC MCFA | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Advisory fee, amount | $ 791,700 | |||||||||
PNC MCFA | Revolving Credit Facility | Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Loan fee amount | $ 633,360 | |||||||||
PNC MCFA | PNC Bank | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of tranches | tranche | 2 | |||||||||
PNC MCFA | Subsidiaries | PNC Bank | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Number of subsidiaries refinanced under revolving credit facility | Subsidiary | 7 | |||||||||
PNC MCFA Tranche 1 | PNC Bank | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Fixed rate | 2.82% | |||||||||
PNC MCFA Tranche 1 | Subsidiaries | PNC Bank | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit facility, borrowing capacity | $ 79,170,000 | |||||||||
PNC MCFA Tranche 2 | PNC Bank | LIBOR | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Variable rate | 2.135% | |||||||||
PNC MCFA Tranche 2 | Subsidiaries | PNC Bank | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit facility, borrowing capacity | $ 79,170,000 | |||||||||
Revolver Loan | PNC Bank | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit facility, borrowing capacity | $ 65,000,000 |
Debt - Summary of Advances Obta
Debt - Summary of Advances Obtained and Certain Financing Costs Incurred Under the Credit Facility (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Line of Credit Facility [Line Items] | ||
Revolving credit facilities | $ 744,648,215 | $ 548,460,230 |
PNC MCFA | ||
Line of Credit Facility [Line Items] | ||
Revolving credit facilities | 158,340,000 | 0 |
Accumulated amortization of deferred financing costs | 53,152 | 0 |
Revolver Loan | ||
Line of Credit Facility [Line Items] | ||
Revolving credit facilities | 0 | 0 |
Deferred financing costs, net | (536,761) | 0 |
Accumulated amortization of deferred financing costs | 52,118 | 0 |
Line of Credit | PNC MCFA | ||
Line of Credit Facility [Line Items] | ||
Deferred financing costs, net | (1,736,067) | 0 |
Revolving Credit Facility | ||
Line of Credit Facility [Line Items] | ||
Accumulated amortization of deferred financing costs | 1,179,157 | 832,187 |
Residential Real Estate | Master Credit Facility Agreement | ||
Line of Credit Facility [Line Items] | ||
Deferred financing costs, net | (3,555,957) | (3,208,770) |
Residential Real Estate | Line of Credit | Master Credit Facility Agreement | ||
Line of Credit Facility [Line Items] | ||
Revolving credit facilities | $ 592,137,000 | $ 551,669,000 |
Debt - Summary of Aggregate Mat
Debt - Summary of Aggregate Maturities (Details) | Sep. 30, 2020USD ($) |
Debt Disclosure [Abstract] | |
Total | $ 2,154,303,475 |
Remainder of 2020 | 1,654,287 |
2021 | 8,723,709 |
2022 | 37,047,540 |
2023 | 60,646,440 |
2024 | 58,164,822 |
Thereafter | $ 1,988,066,677 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative - General (Details) - $ / shares | Sep. 30, 2020 | Dec. 31, 2019 |
Class of Stock [Line Items] | ||
Common and preferred shares authorized (in shares) | 1,100,000,000 | |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common Stock | ||
Class of Stock [Line Items] | ||
Common stock, shares authorized (in shares) | 999,998,000 | |
Stock, par value (in dollars per share) | $ 0.01 | |
Class A Convertible Stock | ||
Class of Stock [Line Items] | ||
Common stock, shares authorized (in shares) | 1,000 | 1,000 |
Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Convertible Stock | ||
Class of Stock [Line Items] | ||
Common stock, shares authorized (in shares) | 1,000 | 1,000 |
Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Stockholders' Equity - Narrat_2
Stockholders' Equity - Narrative - Common Stock (Details) | Sep. 15, 2020USD ($) | May 04, 2020$ / sharesshares | Mar. 06, 2020shares | Mar. 24, 2016USD ($)shares | Dec. 30, 2013$ / sharesshares | Sep. 03, 2013USD ($)$ / sharesshares | Sep. 30, 2020USD ($)shares | Sep. 30, 2019USD ($)shares | Sep. 30, 2020USD ($)voteshares | Sep. 30, 2019USD ($)shares | Mar. 24, 2016USD ($)shares | Mar. 24, 2016USD ($)shares | Apr. 17, 2020$ / shares | Mar. 14, 2018$ / shares |
Class of Stock [Line Items] | ||||||||||||||
Number of votes (per share) | vote | 1 | |||||||||||||
Compensation expense related to the issuance of restricted common stock | $ 160,861 | $ 39,182 | ||||||||||||
Restricted Stock | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Compensation expense related to the issuance of the restricted common stock not yet recognized | $ 79,169 | $ 79,169 | ||||||||||||
Weighted-average remaining term | 1 year 2 months 12 days | |||||||||||||
Forfeited shares (in shares) | shares | 0 | |||||||||||||
Independent Directors Compensation Plan | Restricted Stock | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Compensation expense related to the issuance of the restricted common stock not yet recognized | $ 122,074 | |||||||||||||
Common Stock | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Stock issued during period, dividend reinvestment plan (in shares) | shares | 352,832 | 334,187 | 1,023,791 | 1,028,071 | ||||||||||
Common Stock | Independent Directors Compensation Plan | Restricted Stock | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Number of equal annual vesting installments | 4 years | 4 years | ||||||||||||
Compensation expense related to the issuance of restricted common stock | $ 18,309 | $ 11,390 | $ 81,692 | $ 39,182 | ||||||||||
Common Stock | Independent Directors Compensation Plan | Restricted Stock | General and administrative | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Compensation expense related to the issuance of restricted common stock | $ 18,309 | $ 11,390 | $ 81,692 | $ 39,182 | ||||||||||
Common Stock | IPO | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Issuance of common stock (in shares) | shares | 48,625,651 | 111,316,079 | 48,625,651 | |||||||||||
Proceeds from issuance of common stock | $ 724,849,631 | $ 1,712,713,882 | $ 640,012,497 | |||||||||||
Net proceeds from the issuance of common stock | $ 1,627,876,748 | |||||||||||||
Common Stock | Distribution Reinvestment Plan | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Issuance of common stock (in shares) | shares | 7,685,999 | 1,011,561 | ||||||||||||
Proceeds from issuance of common stock | $ 114,984,724 | $ 14,414,752 | ||||||||||||
Stock issued during period, dividend reinvestment plan (in shares) | shares | 1,011,561 | |||||||||||||
Net proceeds from issuance of common stock, dividend reinvestment plan | $ 14,414,752 | |||||||||||||
Commissions on sales of common stock and related dealer manager fees to affiliates | 84,837,134 | $ 84,837,134 | ||||||||||||
Maximum number of shares authorized for sale under registration statement (in shares) | shares | 10,000,000 | 7,017,544 | ||||||||||||
Share price (in dollars per share) | $ / shares | $ 15.23 | $ 14.25 | $ 15.23 | $ 14.25 | ||||||||||
Net proceeds from the issuance of common stock | 114,984,724 | |||||||||||||
Common Stock | Sponsor | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Issuance of common stock (in shares) | shares | 13,500 | |||||||||||||
Issuance of common stock | $ 202,500 | |||||||||||||
Share price (in dollars per share) | $ / shares | $ 15 | |||||||||||||
Common Stock | Sponsor | SIR Merger Agreement | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Issuance of common stock (in shares) | shares | 43,775,314 | |||||||||||||
Common Stock | Sponsor | STAR III Merger Agreement | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Issuance of common stock (in shares) | shares | 12,240,739 | |||||||||||||
Directors | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Annual amount | $ 75,000 | $ 55,000 | ||||||||||||
Director's retainer, value of restricted stock upon election | $ 75,000 | |||||||||||||
Directors | IPO | Independent Directors Compensation Plan | Restricted Stock | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Number of equal annual vesting installments | 3 years |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Restricted Stock Issued to Independent Directors as Compensation for Services (Details) - Restricted Stock - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Nonvested shares at the beginning of the period (in shares) | 7,497 | 7,497 |
Granted shares (in shares) | 6,666 | 4,998 |
Vested shares (in shares) | (4,166) | (4,998) |
Nonvested shares at the end of the period (in shares) | 9,997 | 7,497 |
Common Stock | Independent Directors Compensation Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Shares granted, grant date fair value (in dollars per share) | $ 15.84 | $ 15.84 |
Stockholders' Equity - Narrat_3
Stockholders' Equity - Narrative - Issuance of Restricted Stock Awards to Key Employees (Details) - USD ($) | Sep. 01, 2020 | Sep. 30, 2020 | Sep. 30, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation expense remaining | $ 2,770,831 | $ 2,770,831 | |
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value of grants issued | $ 2,850,000 | ||
Compensation expense related to the issuance of the restricted common stock not yet recognized | $ 79,169 | $ 79,169 | |
Weighted average remaining term of the restricted common stock | 2 years 4 months 24 days | ||
Forfeited shares (in shares) | 0 | ||
Restricted Stock | Second Anniversary | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares of restricted stock vesting percentage | 50.00% | ||
Restricted Stock | Third Anniversary | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares of restricted stock vesting percentage | 50.00% |
Stockholders' Equity - Narrat_4
Stockholders' Equity - Narrative - Investment Management Fee and Loan Coordination Fee Paid to Former Advisor in Shares (Details) - USD ($) | Mar. 06, 2020 | Mar. 05, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Cash paid for investment management fee, percent | 50.00% | |||||
Shares paid for investment management fee, percent | 50.00% | |||||
Fees to affiliates | $ 8,449,715 | $ 6,917,303 | $ 30,586,344 | $ 19,248,909 | ||
Advisor | Loan Coordination Fee | Advisor | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Loan coordination fee, acquisitions | 0.50% | 1.00% | ||||
Investment Advisory, Management and Administrative Service | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Fees to affiliates | 2,863,215 | 0 | 8,367,340 | 0 | ||
Loan Coordination Fees | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Fees to affiliates | $ 0 | $ 0 | $ 1,116,700 | $ 0 |
Stockholders' Equity - Narrat_5
Stockholders' Equity - Narrative - Convertible Stock (Details) - Advisor - Class A Convertible Stock | Mar. 06, 2020 | Sep. 30, 2013$ / shares |
Class of Stock [Line Items] | ||
Aggregate percentage of cumulative, non-compounded, annual return on the original issue price added to total distributions qualifying for conversion of stock | 6.00% | 6.00% |
Convertible stock redemption price (in dollars per share) | $ 1 | |
Common stock, conversion basis multiplier | 0.0010 | 0.0010 |
Convertible stock, percentage applied to the excess of enterprise value, including distributions to date | 15.00% | 15.00% |
Stockholders' Equity - Narrat_6
Stockholders' Equity - Narrative - Preferred Stock (Details) | 9 Months Ended | |
Sep. 30, 2020classshares | Dec. 31, 2019shares | |
Equity [Abstract] | ||
Preferred stock, number of classes or series the Board of Directors is authorized to classify or reclassify | class | 1 | |
Preferred stock, number of classes or series the Board of Directors is authorized to issue | class | 1 | |
Preferred stock, shares issued (in shares) | shares | 0 | 0 |
Preferred stock, shares outstanding (in shares) | shares | 0 | 0 |
Stockholders' Equity - Narrat_7
Stockholders' Equity - Narrative - Distribution Reinvestment Plan (Details) - Distribution Reinvestment Plan - USD ($) | 9 Months Ended | ||||
Sep. 30, 2020 | May 04, 2020 | Apr. 17, 2020 | Mar. 14, 2018 | Dec. 30, 2013 | |
Class of Stock [Line Items] | |||||
Sales commissions or dealer manager fees payable on shares sold under the plan | $ 0 | ||||
Notice period for termination of plan | 10 days | ||||
Common Stock | |||||
Class of Stock [Line Items] | |||||
Share price (in dollars per share) | $ 15.23 | $ 15.23 | $ 14.25 | $ 14.25 |
Stockholders' Equity - Narrat_8
Stockholders' Equity - Narrative - Share Repurchase Plan and Redeemable Common Stock (Details) | Apr. 30, 2020USD ($) | Mar. 03, 2020USD ($) | Sep. 05, 2019USD ($) | Mar. 14, 2018USD ($)$ / shares | Sep. 30, 2020USD ($)$ / sharesshares | Sep. 30, 2019USD ($)shares | Sep. 30, 2020USD ($)asset$ / sharesshares | Sep. 30, 2019USD ($)shares | Dec. 31, 2019USD ($)shares | May 04, 2020$ / shares | Apr. 17, 2020$ / shares | Dec. 30, 2013$ / shares |
Class of Stock [Line Items] | ||||||||||||
Authorized amount, per quarter | $ 2,000,000 | $ 2,000,000 | $ 4,000,000 | |||||||||
Limit on repurchase, percent | 93.00% | 5.00% | ||||||||||
Transfers from redeemable common stock | $ 1,383,318 | |||||||||||
Share Repurchase Plan | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Number of company assets sold that constitute a return of capital as a result of such sale. | asset | 1 | |||||||||||
Written request period for repurchase of shares | 15 days | |||||||||||
Payment period following the repurchase date for honoring repurchase requests | 30 days | |||||||||||
Minimum number of days prior to repurchase date a repurchase request may be withdrawn | 3 days | |||||||||||
Notice period for amendment, suspension, or termination of share repurchase plan | 30 days | |||||||||||
Share Repurchase Plan | Common Stock | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Number of shares that can be repurchased under Company's share repurchase plan after first anniversary of date of purchase of shares (in shares) | shares | 0 | 0 | ||||||||||
Share repurchase plan, maximum period of time allowed from date of death or disability of shareholder to request holding period exemption for shares to be repurchased | 2 years | |||||||||||
Value of stock redeemed | $ 4,000,000 | $ 2,000,000 | $ 6,907,827 | $ 6,000,000 | ||||||||
Unfulfilled repurchase requests (in shares) | shares | 281,220 | 281,220 | 53,152 | |||||||||
Shares redeemed (in shares) | shares | 282,483 | 135,389 | 484,684 | 410,234 | ||||||||
Stock requested for redemption (in shares) | shares | 1,568,908 | 55,301 | 4,382,676 | 851,817 | ||||||||
Stock requested for redemption, amount | $ 22,215,732 | $ 819,634 | $ 62,058,686 | $ 12,443,570 | ||||||||
Transfers from redeemable common stock | $ 0 | $ 1,182,360 | $ 1,383,318 | $ 1,182,360 | ||||||||
Share Repurchase Plan As Amended | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Authorized amount, per quarter | $ 2,000,000 | |||||||||||
Limit on repurchase, percent | 93.00% | |||||||||||
Estimated share price (in dollars per share) | $ / shares | $ 14.16 | $ 14.16 | ||||||||||
Accounts Payable and Accrued Liabilities | Share Repurchase Plan | Common Stock | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Value of stock redeemed | $ 4,000,000 | $ 797,289 | ||||||||||
Distribution Reinvestment Plan | Common Stock | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Share price (in dollars per share) | $ / shares | $ 14.25 | $ 15.23 | $ 15.23 | $ 14.25 | ||||||||
Distribution Reinvestment Plan | Share Repurchase Plan As Amended | Common Stock | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Share price (in dollars per share) | $ / shares | $ 15.23 | $ 15.23 | ||||||||||
SIR and STAR III Merger Agreement | Share Repurchase Plan As Amended | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Authorized amount, per quarter | $ 4,000,000 | $ 4,000,000 | ||||||||||
Repurchase price as percentage of estimated fair value | 93.00% |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Share Repurchase Plan Prior to and Following Estimated Value Per Share of Common Stock is Published (Details) | Mar. 06, 2020 | Mar. 03, 2020 | Mar. 14, 2018 | Mar. 29, 2016 | Sep. 30, 2020 |
Class of Stock [Line Items] | |||||
Limit on repurchase, percent | 93.00% | 5.00% | |||
Share Repurchase Plan Pre Published Valuation | Common Stock | |||||
Class of Stock [Line Items] | |||||
Less than 1 year | 0.00% | ||||
1 year | 92.50% | ||||
2 years | 95.00% | ||||
3 years | 97.50% | ||||
4 years | 100.00% | ||||
Share Repurchase Plan Post Published Valuation | Common Stock | |||||
Class of Stock [Line Items] | |||||
Less than 1 year | 0.00% | ||||
1 year | 92.50% | ||||
2 years | 95.00% | ||||
3 years | 97.50% | ||||
4 years | 100.00% | ||||
Share Repurchase Plan | Common Stock | |||||
Class of Stock [Line Items] | |||||
Share repurchase plan, maximum period of time allowed from date of death or disability of shareholder to request holding period exemption for shares to be repurchased | 2 years |
Stockholders' Equity - Narrat_9
Stockholders' Equity - Narrative - Distributions Declared (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Class of Stock [Line Items] | |||||
Common share, distribution rate per share per day, declared (in dollars per share) | $ 0.002466 | $ 0.002459 | $ 0.002466 | ||
Common share distribution rate per share per day paid (in dollars per share) | $ 0.90 | $ 0.90 | |||
Dividends | $ 11,860,005 | $ 35,056,265 | |||
Dividends payable | $ 8,182,566 | $ 8,182,566 | $ 4,021,509 | ||
Common Stock | |||||
Class of Stock [Line Items] | |||||
Common share, distribution rate per share per day, declared (in dollars per share) | $ 0.002459 | $ 0.002459 | |||
Common share distribution rate per share per day paid (in dollars per share) | $ 0.90 | $ 0.90 | |||
Dividends | $ 25,490,638 | 11,860,005 | $ 65,470,579 | 35,056,265 | |
Dividends, common stock, distribution reinvestment plan | $ 5,366,210 | $ 5,269,020 | $ 15,865,995 | $ 15,899,564 | |
Dividends, common stock, distribution reinvestment plan (in shares) | 352,345 | 332,640 | 1,028,773 | 1,018,429 | |
Dividends payable | $ 8,636,666 | $ 8,636,666 | 4,021,509 | ||
Dividends payable, DRP | $ 1,752,986 | $ 1,744,240 | |||
Dividends payable, DRP (in shares) | 115,101 | 110,116 |
Stockholders' Equity - Narra_10
Stockholders' Equity - Narrative - Distributions Paid (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Class of Stock [Line Items] | ||||
Payments of ordinary dividends, common stock | $ 19,712,608 | $ 6,550,164 | $ 45,742,635 | $ 19,085,888 |
Proceeds from issuance of common stock, dividend reinvestment plan | 5,373,636 | |||
Distributions paid, common stock, including distribution reinvestment plan | 25,086,244 | $ 11,843,692 | 61,599,884 | $ 35,136,678 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Dividends Payable | $ 744,461 | $ 744,461 | ||
Common Class A | ||||
Class of Stock [Line Items] | ||||
Stock issued during period, dividend reinvestment plan (in shares) | 352,832 | 334,187 | 1,023,791 | 1,028,071 |
Proceeds from issuance of common stock, dividend reinvestment plan | $ 5,293,528 | $ 15,857,249 | $ 16,050,790 |
Noncontrolling Interest (Detail
Noncontrolling Interest (Details) | Aug. 31, 2020$ / shares | Apr. 21, 2020USD ($)$ / sharesshares | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Mar. 20, 2020USD ($)multifamily_property |
Noncontrolling Interest [Line Items] | |||||
Class A-2 OP Units issued for real estate | $ 14,450,000 | $ 0 | |||
STAR III OP | |||||
Noncontrolling Interest [Line Items] | |||||
Noncontrolling interest, percentage of total shares | 6.46% | ||||
Noncontrolling interest, weighted average percentage of total shares | 7.42% | ||||
STAR III OP | |||||
Noncontrolling Interest [Line Items] | |||||
Vesting period | 5 years | ||||
STAR III OP and STAR III OP | |||||
Noncontrolling Interest [Line Items] | |||||
Number of Class A-2 OP units issued (in shares) | shares | 948,785 | ||||
Share price (in dollars per share) | $ / shares | $ 15.23 | ||||
Class A-2 OP Units issued for real estate | $ 14,450,000 | ||||
VV&M Apartments | |||||
Noncontrolling Interest [Line Items] | |||||
Business acquisition, aggregate purchase price | $ 59,250,000 | ||||
VV&M Apartments | STAR III OP | |||||
Noncontrolling Interest [Line Items] | |||||
Multifamily properties | multifamily_property | 310 | ||||
VV&M Apartments | STAR III OP and STAR III OP | |||||
Noncontrolling Interest [Line Items] | |||||
Vesting period | 1 year | ||||
STAR RS Holdings, LLC (SRSH) | |||||
Noncontrolling Interest [Line Items] | |||||
Share price (in dollars per share) | $ / shares | $ 15.23 | ||||
STAR RS Holdings, LLC (SRSH) | STAR III OP and STAR III OP | |||||
Noncontrolling Interest [Line Items] | |||||
Vesting period | 2 years |
Noncontrolling Interest - Sched
Noncontrolling Interest - Schedule of Activity for Noncontrolling Interests Recorded as Equity (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Noncontrolling Interest [Line Items] | ||||
Issuance of OP Units | $ 93,750,000 | $ 108,200,000 | ||
Loss allocated to noncontrolling interest | (844,653) | $ 0 | (681,339) | $ 0 |
Distributions declared | (25,490,638) | (65,470,579) | ||
Noncontrolling Interest | ||||
Noncontrolling Interest [Line Items] | ||||
Issuance of OP Units | 93,750,000 | 108,200,000 | ||
Distributions declared | (668,742) | (832,056) | ||
Noncontrolling interest | 92,236,605 | 106,686,605 | ||
Class A-2 OP Units | ||||
Noncontrolling Interest [Line Items] | ||||
Loss allocated to noncontrolling interest | (700,327) | (537,013) | ||
Class A-2 OP Units | Noncontrolling Interest | ||||
Noncontrolling Interest [Line Items] | ||||
Issuance of OP Units | 0 | 14,450,000 | ||
Distributions declared | (214,642) | (377,956) | ||
Class B OP Units | ||||
Noncontrolling Interest [Line Items] | ||||
Loss allocated to noncontrolling interest | (144,326) | (144,326) | ||
Class B OP Units | Noncontrolling Interest | ||||
Noncontrolling Interest [Line Items] | ||||
Issuance of OP Units | 93,750,000 | 93,750,000 | ||
Distributions declared | $ (454,100) | $ (454,100) |
Related Party Arrangements - Na
Related Party Arrangements - Narrative (Details) | Aug. 31, 2020 |
Related Party Transaction [Line Items] | |
Term of agreement | 1 year |
SRI Former Sponsor | Crossroads Capital Multifamily, LLC | |
Related Party Transaction [Line Items] | |
Percentage of voting interests acquired | 25.00% |
Board of Directors Chairman and Chief Executive Officer | STAR RS Holdings, LLC (SRSH) | |
Related Party Transaction [Line Items] | |
Percentage of voting interests acquired | 86.00% |
Prior Secretary and Affiliated Director | STAR RS Holdings, LLC (SRSH) | |
Related Party Transaction [Line Items] | |
Percentage of voting interests acquired | 7.00% |
President, Chief Financial Officer, and Treasurer | STAR RS Holdings, LLC (SRSH) | |
Related Party Transaction [Line Items] | |
Percentage of profit interest earned | 5.00% |
Related Party Arrangements - Sc
Related Party Arrangements - Schedule of Amounts Attributable to the Advisor and its Affiliates - Amounts Incurred and Payable (Details) - USD ($) | Aug. 31, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 |
Related Party Transaction [Line Items] | ||||||
Goodwill | $ 125,220,448 | $ 125,220,448 | $ 0 | |||
Class A Convertible Stock | ||||||
Related Party Transaction [Line Items] | ||||||
Promote price | $ 1,000 | |||||
STAR RS Holdings, LLC (SRSH) | ||||||
Related Party Transaction [Line Items] | ||||||
Net assets acquired | 123,236,646 | 125,000,000 | 125,000,000 | |||
Goodwill | 125,220,448 | 125,220,448 | 125,220,448 | |||
Other assets | 2,717,634 | |||||
Accounts payable and accrued liabilities | 4,701,436 | |||||
Value of consideration transferred excluding convertible shares | 124,999,000 | |||||
Cash consideration | $ 31,249,000 | |||||
Fair value per Class B OP Unit (in dollars per share) | $ 15.23 | |||||
Fair value of OP Unit Consideration | $ 93,750,000 | |||||
STAR RS Holdings, LLC (SRSH) | Class B OP Units | ||||||
Related Party Transaction [Line Items] | ||||||
Number of Class B units issued (in shares) | 6,155,613.92 | |||||
STAR RS Holdings, LLC (SRSH) | Class A Convertible Stock | ||||||
Related Party Transaction [Line Items] | ||||||
Promote price | $ 1,000 | |||||
Advisor | Advisor and its Affiliates | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 232,943,857 | $ 13,478,996 | 300,088,751 | $ 35,949,389 | ||
Payable (Prepaid) as of end of period | 339,537 | 339,537 | 6,763,246 | |||
Advisor | Advisor and its Affiliates | Investment management fees | Fees to Affiliates | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 5,648,468 | 4,190,746 | 19,537,998 | 12,525,074 | ||
Payable (Prepaid) as of end of period | 20 | 20 | 4,120,353 | |||
Advisor | Advisor and its Affiliates | Acquisition Expenses | General and administrative | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 10,270 | 5,933 | 11,381 | 98,594 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 0 | |||
Advisor | Advisor and its Affiliates | Loan Coordination Fees | Fees to Affiliates | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 0 | 542,833 | 1,605,652 | 542,833 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 600,000 | |||
Advisor | Advisor and its Affiliates | Disposition Fee | Gains (Losses) on Sales of Investment Real Estate | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 256,000 | 310,000 | 594,750 | 310,000 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 591,000 | |||
Advisor | Advisor and its Affiliates | Disposition Transaction Costs | Gains (Losses) on Sales of Investment Real Estate | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 0 | 3,252 | 5,144 | 3,252 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 0 | |||
Advisor | Advisor and its Affiliates | Property Management, Fees | Fees to Affiliates | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 1,618,611 | 1,276,621 | 5,484,468 | 3,756,048 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 418,173 | |||
Advisor | Advisor and its Affiliates | Property Management, Reimbursement of Onsite Personnel | Operating, maintenance and management | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 4,926,692 | 3,937,443 | 17,402,120 | 11,441,579 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 843,763 | |||
Advisor | Advisor and its Affiliates | Property Management, Other Fees | Fees to Affiliates | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 1,182,636 | 907,103 | 3,958,226 | 2,424,954 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 50,778 | |||
Advisor | Advisor and its Affiliates | Property Management, Other Fees - Property Operations | Operating, maintenance and management | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 42,026 | 28,519 | 230,225 | 78,261 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 11,465 | |||
Advisor | Advisor and its Affiliates | Property Management, Other Fees - G&A | General and administrative | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 30,480 | 14,269 | 114,696 | 76,101 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 7,000 | |||
Advisor | Advisor and its Affiliates | Other Operating Expenses | General and administrative | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 1,134,085 | 493,915 | 2,798,549 | 1,322,066 | ||
Payable (Prepaid) as of end of period | 174,096 | 174,096 | 463,301 | |||
Advisor | Advisor and its Affiliates | Reimbursement of Onsite Personnel Benefits | Nonoperating Income (Expense) | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 470,925 | 0 | 470,925 | 0 | ||
Payable (Prepaid) as of end of period | 4,412 | 4,412 | 0 | |||
Advisor | Advisor and its Affiliates | Insurance Proceeds | Nonoperating Income (Expense) | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 0 | 0 | 150,000 | 0 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 0 | |||
Advisor | Advisor and its Affiliates | Property Insurance | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 9,214 | 891,113 | 2,449,166 | 1,533,091 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 542,324 | |||
Advisor | Advisor and its Affiliates | Rental Revenue | Operating Lease, Lease Income | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 12,133 | 14,745 | 53,162 | 44,235 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 0 | |||
Advisor | Advisor and its Affiliates | Transaction Services Agreement Income | Nonoperating Income (Expense) | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 62,000 | 0 | 62,000 | 0 | ||
Payable (Prepaid) as of end of period | 62,000 | 62,000 | 0 | |||
Advisor | Advisor and its Affiliates | Internal Property Management Fee Income | Nonoperating Income (Expense) | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 71,446 | 0 | 71,446 | 0 | ||
Payable (Prepaid) as of end of period | 71,446 | 71,446 | 0 | |||
Advisor | Advisor and its Affiliates | Other Reimbursement Income | Nonoperating Income (Expense) | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 38,487 | 0 | 38,487 | 0 | ||
Payable (Prepaid) as of end of period | 38,487 | 38,487 | 0 | |||
Advisor | Advisor and its Affiliates | Reimbursement of Onsite Personnel Income | Nonoperating Income (Expense) | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 218,166 | 0 | 218,166 | 0 | ||
Payable (Prepaid) as of end of period | 218,166 | 218,166 | 0 | |||
Advisor | Advisor and its Affiliates | Net Assets Acquired in Internalization Transaction | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 123,236,646 | 0 | 123,236,646 | 0 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 0 | |||
Advisor | Advisor and its Affiliates | Sublease Security Deposit | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 85,000 | 0 | 85,000 | 0 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 0 | |||
Advisor | Advisor and its Affiliates | Deferred Financing Costs | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 0 | 3,594 | 49,050 | 3,594 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 0 | |||
Advisor | Advisor and its Affiliates | Capitalized development services fee | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 151,071 | 0 | 453,213 | 0 | ||
Payable (Prepaid) as of end of period | 50,357 | 50,357 | 50,357 | |||
Advisor | Advisor and its Affiliates | Capitalized investment management fees | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 78,053 | 0 | 257,721 | 0 | ||
Payable (Prepaid) as of end of period | 6,070 | 6,070 | 25,811 | |||
Advisor | Advisor and its Affiliates | Capitalized development costs | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 0 | 0 | 3,030 | 0 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 0 | |||
Advisor | Advisor and its Affiliates | Acquisition Fees and Expenses | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 36,470 | 278,311 | 426,389 | 497,023 | ||
Payable (Prepaid) as of end of period | 19,345 | 19,345 | 0 | |||
Advisor | Advisor and its Affiliates | Acquisition Fees | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 0 | 0 | 17,717,639 | 48,343 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 0 | |||
Advisor | Advisor and its Affiliates | Loan coordination fees | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 0 | 0 | 8,812,071 | 0 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 0 | |||
Advisor | Advisor and its Affiliates | Construction Management Fees | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 153,826 | 492,218 | 536,098 | 953,635 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 43,757 | |||
Advisor | Advisor and its Affiliates | Construction Management Reimbursement of Labor Costs | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 70,238 | 117,871 | 236,477 | 379,176 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 8,525 | |||
Advisor | Advisor and its Affiliates | Selling Commissions | Additional Paid-In Capital | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 0 | 0 | 0 | 0 | ||
Payable (Prepaid) as of end of period | 21,236 | 21,236 | 71,287 | |||
Advisor | Advisor and its Affiliates | Dividends Payable | Additional Paid-In Capital | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 454,378 | 0 | 454,378 | 0 | ||
Payable (Prepaid) as of end of period | 454,100 | 454,100 | 0 | |||
Advisor | Advisor and its Affiliates | Issuance of Class B OP Units | Additional Paid-In Capital | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 93,750,000 | 0 | 93,750,000 | 0 | ||
Payable (Prepaid) as of end of period | 0 | 0 | 0 | |||
Advisor | Advisor and its Affiliates | Redemption of Convertible Stock | Additional Paid-In Capital | ||||||
Related Party Transaction [Line Items] | ||||||
Incurred (Received) in the period | 1,000 | $ 0 | 1,000 | $ 0 | ||
Payable (Prepaid) as of end of period | $ 0 | $ 0 | $ 0 |
Related Party Arrangements - _2
Related Party Arrangements - Narrative - Investment Management Fee (Details) - USD ($) | Mar. 06, 2020 | Sep. 30, 2020 | Sep. 30, 2020 |
Related Party Transaction [Line Items] | |||
Cash paid for investment management fee, percent | 50.00% | ||
Shares paid for investment management fee, percent | 50.00% | ||
Advisor | Investment management fees | |||
Related Party Transaction [Line Items] | |||
Monthly investment management fee, percentage | 0.0833% | ||
Cash paid for investment management fee, percent | 50.00% | ||
Shares paid for investment management fee, percent | 50.00% | 50.00% | |
Investment management fees paid, in shares | $ 4,328,191 | $ 8,367,340 |
Related Party Arrangements - _3
Related Party Arrangements - Narrative - Acquisition Fees and Expenses (Details) - Advisor - Advisor - Acquisition Fees and Expenses - USD ($) | Mar. 06, 2020 | Sep. 30, 2020 |
Related Party Transaction [Line Items] | ||
Acquisition fee, percent | 0.50% | 1.00% |
Acquisition fee | $ 16,281,487 | |
Acquisition fee payable without board approval as a percent of total contract price | 4.50% |
Related Party Arrangements - _4
Related Party Arrangements - Narrative - Loan Coordination Fee (Details) - USD ($) | Mar. 06, 2020 | Mar. 05, 2020 | Sep. 30, 2020 | Sep. 30, 2020 |
Related Party Transaction [Line Items] | ||||
Loan coordination fee paid, in shares | $ 0 | $ 1,116,700 | ||
Advisor | Advisor | Loan Coordination Fee | ||||
Related Party Transaction [Line Items] | ||||
Loan coordination fee, acquisitions | 0.50% | 1.00% | ||
Loan coordination fee, other than acquisitions | 0.50% | 0.75% | ||
Loan coordination advisory fee, other loan fees agreed upon | $ 100,000 | $ 100,000 | ||
Loan coordination fee included in connection with merger | $ 7,910,205 |
Related Party Arrangements - _5
Related Party Arrangements - Narrative - Property Management Fees and Expenses (Details) | Aug. 31, 2020 | Sep. 30, 2020 |
Related Party Transaction [Line Items] | ||
Term of agreement | 1 year | |
Property Management Fees and Expenses | Steadfast Management Company | Property Manager | ||
Related Party Transaction [Line Items] | ||
Term of agreement | 1 year | |
Number of uncured days needed to terminate agreement | 60 days | |
Notice needed to terminate agreement | 30 days | |
Property Management Fees and Expenses | Steadfast Management Company | Minimum | Property Manager | ||
Related Party Transaction [Line Items] | ||
Property management fee, percent fee | 2.50% | |
Property Management Fees and Expenses | Steadfast Management Company | Maximum | Property Manager | ||
Related Party Transaction [Line Items] | ||
Property management fee, percent fee | 3.50% |
Related Party Arrangements - _6
Related Party Arrangements - Narrative - Construction Management Fee and Development Services Agreement (Details) - Affiliated Entity | 9 Months Ended |
Sep. 30, 2020 | |
Pacific Coast Land & Construction, Inc. | Construction Management Fee | |
Construction management fees and expenses | |
Construction management agreement, notice of termination of contract, period | 30 days |
Pacific Coast Land & Construction, Inc. | Construction Management Fee | Minimum | |
Construction management fees and expenses | |
Construction management fee, percent | 6.00% |
Pacific Coast Land & Construction, Inc. | Construction Management Fee | Maximum | |
Construction management fees and expenses | |
Construction management fee, percent | 12.00% |
Steadfast Multifamily Development, Inc. | Development Services Agreement | |
Development services agreement | |
Development services agreement fee, percent | 4.00% |
Development services agreement fee paid over installment period, percent | 75.00% |
Development services agreement fee, period | 14 months |
Development services agreement fee paid at certificate of occupancy, percent | 25.00% |
Related Party Arrangements - _7
Related Party Arrangements - Narrative - Other Operating Expense Reimbursements (Details) - Advisor - Advisor - Other Operating Expense Reimbursement | 9 Months Ended |
Sep. 30, 2020quarter | |
Related Party Transaction [Line Items] | |
Operating expense limitation, number of rolling quarters | 4 |
Operating expenses limitation as a percentage of average invested assets | 2.00% |
Operating expenses limitation as a percentage of net income | 25.00% |
Average invested assets, calculation period | 12 months |
Related Party Arrangements - _8
Related Party Arrangements - Narrative - Disposition Fee (Details) - Advisor - Advisor - Disposition Fee | Mar. 06, 2020 | Mar. 05, 2020 | Sep. 30, 2020 |
Related Party Transaction [Line Items] | |||
Disposition fee, maximum percent of brokerage commission paid threshold | 50.00% | 50.00% | |
Disposition fee, percentage of sales price | 1.00% | ||
Property sale disposition fee, maximum percentage of total sale price | 0.50% | ||
Operating expenses limitation as a percentage of average invested assets | 2.00% | ||
Operating expenses limitation as a percentage of net income | 25.00% |
Related Party Arrangements - _9
Related Party Arrangements - Narrative - Selling Commissions and Dealer Manager Fees (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | |
Related Party Transaction [Line Items] | ||
Sales commission earned reallowed to participating broker dealers, percentage | 100.00% | |
Steadfast Capital Markets Group, LLC | Dealer Manager | Sales Commissions | Primary Offering | ||
Related Party Transaction [Line Items] | ||
Sales commission, percentage of gross offering proceeds | 7.00% | |
Sales commission, percentage of gross offering proceeds, at time of sale | 3.00% | |
Sales commission, percentage of gross offering proceeds, remaining after sale | 4.00% | |
Sales commission, percentage of gross offering proceeds, ratable on each of the first five anniversaries | 1.00% | |
Selling commissions on gross offering proceeds from sales of common stock | 4 years | |
Steadfast Capital Markets Group, LLC | Dealer Manager | Dealer Manager Fees | Primary Offering | ||
Related Party Transaction [Line Items] | ||
Dealer manager fees, percentage of gross offering proceeds | 3.00% | |
Steadfast Capital Markets Group, LLC | Dealer Manager | Sales Commissions and Dealer Manager Fees | Distribution Reinvestment Plan | ||
Related Party Transaction [Line Items] | ||
Sales commissions or dealer manager fees paid | $ 0 | |
Advisor | Advisor and its Affiliates | ||
Related Party Transaction [Line Items] | ||
Amount payable | 339,537 | $ 6,763,246 |
Additional Paid-In Capital | Advisor | Advisor and its Affiliates | Sales Commissions Paid | ||
Related Party Transaction [Line Items] | ||
Amount payable | $ 21,236 | $ 71,287 |
Related Party Arrangements -_10
Related Party Arrangements - Narrative- Class A Convertible Stock (Details) - USD ($) | Aug. 31, 2020 | Mar. 06, 2020 | Sep. 30, 2013 |
Convertible Stock | Advisor | |||
Related Party Transaction [Line Items] | |||
Aggregate percentage of cumulative, non-compounded, annual return on the original issue price added to total distributions qualifying for conversion of stock | 6.00% | ||
Convertible stock, percentage applied to the excess of enterprise value, including distributions to date | 15.00% | ||
Class A Convertible Stock | |||
Related Party Transaction [Line Items] | |||
Promote price | $ 1,000 | ||
Class A Convertible Stock | Advisor | |||
Related Party Transaction [Line Items] | |||
Aggregate percentage of cumulative, non-compounded, annual return on the original issue price added to total distributions qualifying for conversion of stock | 6.00% | 6.00% | |
Convertible stock, percentage applied to the excess of enterprise value, including distributions to date | 15.00% | 15.00% |
Related Party Arrangements -_11
Related Party Arrangements - Narrative - Transition Services Agreement (Details) - Transition Services Agreement | Aug. 31, 2020 |
Related Party Transaction [Line Items] | |
Professional fees, cost plus, percentage | 15.00% |
Steadfast Investment Properties | |
Related Party Transaction [Line Items] | |
Professional fees, cost plus, percentage | 15.00% |
Related Party Arrangements -_12
Related Party Arrangements - Narrative - SRI Property Management Agreements (Details) - USD ($) | Aug. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2019 |
Related Party Transaction [Line Items] | |||
Term of agreement | 1 year | ||
Assets | $ 3,355,127,686 | $ 1,426,957,126 | |
Affiliate of SRI | SRI Property Management Agreements | Property Manager | |||
Related Party Transaction [Line Items] | |||
Property management fee, percent fee | 2.00% | ||
Term of agreement | 1 year | ||
Number of uncured days needed to terminate agreement | 60 days | ||
Notice needed to terminate agreement | 30 days | ||
Assets | $ 744,628 |
Related Party Arrangements - No
Related Party Arrangements - Non-Competition Agreement (Details) | Aug. 31, 2020 |
Related Party Transactions [Abstract] | |
Restricted period after closing | 30 months |
Related Party Arrangements -_13
Related Party Arrangements - Narrative - Sub-Lease (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | |
Related Party Transaction [Line Items] | ||||
Sub-Lease remaining lease term | 20 months | 20 months | ||
Operating lease right-of-use asset,net | $ 2,384,994 | $ 2,384,994 | $ 49,184 | |
Operating lease liabilities, net | 2,347,600 | 2,347,600 | $ 4,989 | |
Finance lease, right-of-use asset, net | 19,905 | 19,905 | $ 0 | |
Present value of finance lease liabilities | 19,952 | 19,952 | ||
Sublease expense | 80,517 | 47 | ||
Building | ||||
Related Party Transaction [Line Items] | ||||
Operating lease right-of-use asset,net | 1,570,472 | 1,570,472 | ||
Operating lease liabilities, net | 1,572,283 | 1,572,283 | ||
Furniture and Fixtures | ||||
Related Party Transaction [Line Items] | ||||
Finance lease, right-of-use asset, net | 19,905 | 19,905 | ||
Present value of finance lease liabilities | $ 19,952 | $ 19,952 |
Incentive Award Plan and Inde_2
Incentive Award Plan and Independent Director Compensation (Details) | Sep. 15, 2020USD ($) | Mar. 06, 2020directorshares | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($)shares | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($) |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Amortization of stock-based compensation | $ 160,861 | $ 39,182 | |||||
Expenses | $ 122,850,781 | $ 58,218,637 | 328,495,878 | 169,004,762 | |||
Director Annual Retainer Expense | Directors | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Amount payable | 228,750 | 228,750 | $ 61,750 | ||||
Common Stock | Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Proceeds from issuance of common stock | 2,000,000 | ||||||
Independent Directors Compensation Plan | Restricted Stock | Common Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of equal annual vesting installments | 4 years | 4 years | |||||
Amortization of stock-based compensation | 18,309 | 11,390 | 81,692 | 39,182 | |||
Directors | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Annual amount | $ 75,000 | 55,000 | |||||
Director's retainer, value of restricted stock upon election | 75,000 | ||||||
Annual amount, additional due audit committee chairperson | 10,000 | ||||||
Board meeting attendance fee | 2,500 | ||||||
Committee meeting attendance fee | 1,500 | ||||||
Teleconference attendance fee | 1,000 | ||||||
Teleconference attendance fee, daily maximum | 4,000 | ||||||
Expenses | $ 228,750 | $ 94,750 | $ 765,750 | $ 346,750 | |||
Directors | Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Director's Compensation, Per Meeting Attended | 2,000 | ||||||
Directors | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Director's Compensation, Per Meeting Attended | 4,000 | ||||||
Directors | Independent Directors Compensation Plan | Restricted Stock | IPO | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares received under plan (in shares) | shares | 3,333 | ||||||
Shares entitled to be received upon re-election to Board of Directors (in shares) | shares | 1,666 | ||||||
Shares of restricted stock vesting percentage | 25.00% | ||||||
Shares appointed to board of directors (in shares) | shares | 3,333 | ||||||
Number of independent directors | director | 2 | ||||||
Number of equal annual vesting installments | 3 years | ||||||
Independent Directors Compensation Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Teleconference attendance fee | $ 1,000 | ||||||
In-person meeting fee | 1,500 | ||||||
Chairman of Special Committee | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Annual amount | 60,000 | ||||||
Other Special Committee Members | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Annual amount | $ 50,000 | ||||||
Audit Committee Chairperson | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Annual amount | 15,000 | ||||||
Compensation Committee Chairperson | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Annual amount | 10,000 | ||||||
Investment Committee Chairperson | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Annual amount | 10,000 | ||||||
Nominating and Corporate Governance Committee Chairperson | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Annual amount | 10,000 | ||||||
Lead Independent Director | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Annual amount | $ 25,000 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Earnings Per Share [Abstract] | ||||
Net loss | $ (36,913,412) | $ (10,389,806) | $ (99,819,162) | $ (34,742,088) |
Less: Distributions related to unvested restricted stockholders | (16,066) | (841) | (20,840) | (2,523) |
Numerator for loss per common share — basic | $ (36,929,478) | $ (10,390,647) | $ (99,840,002) | $ (34,744,611) |
Weighted average common shares outstanding - basic and diluted (in shares) | 109,663,583 | 52,279,878 | 95,714,116 | 52,096,357 |
Loss per common share - basic and diluted (in dollars per share) | $ (0.34) | $ (0.20) | $ (1.04) | $ (0.67) |
Derivative Financial Instrume_3
Derivative Financial Instruments - Schedule of Interest Rate Derivatives (Details) - Interest Rate Cap - Cash Flow Hedging - Not Designated as Hedging Instrument | Sep. 30, 2020USD ($)instrument | Dec. 31, 2019USD ($)instrument |
Derivative [Line Items] | ||
Number of Instruments | instrument | 13 | 9 |
Notional Amount | $ 543,703,350 | $ 343,017,350 |
Weighted Average Rate Cap | 3.27% | 3.45% |
Fair Value | $ 16,955 | $ 132 |
One-Month LIBOR | ||
Derivative [Line Items] | ||
Variable Rate | 0.15% | 1.76% |
Derivative Financial Instrume_4
Derivative Financial Instruments - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Derivative [Line Items] | |||||
Unrealized loss | $ 56,287 | $ 223,867 | |||
Purchase of interest rate cap agreements | 67,000 | 18,000 | |||
Interest Rate Cap | |||||
Derivative [Line Items] | |||||
Unrealized loss | $ 29,093 | $ 24,144 | 56,287 | 223,867 | |
Purchase of interest rate cap agreements | 20,000 | 18,000 | 67,000 | 18,000 | |
Interest Rate Cap | SIR and STAR III Merger Agreement | |||||
Derivative [Line Items] | |||||
Purchase of interest rate cap agreements | 6,110 | ||||
Interest Rate Cap | Deferred Financing Costs | |||||
Derivative [Line Items] | |||||
Fair value of interest rate cap agreements | 16,955 | 16,955 | $ 132 | ||
Interest Rate Cap | Interest expense | |||||
Derivative [Line Items] | |||||
Unrealized loss | $ 29,093 | $ 24,144 | $ 56,287 | $ 223,867 |
Fair Value Measurement (Details
Fair Value Measurement (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2020 | Jun. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of real estate | $ 0 | $ 5,039,937 | $ 0 | $ 5,039,937 | $ 0 | $ 0 |
Ansley at Princeton Lakes | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of real estate | 1,770,471 | |||||
Montecito Apartments | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of real estate | $ 3,269,466 | |||||
Interest Rate Cap | Level 1 | Fair Value, Recurring | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Interest rate cap agreements | 0 | 0 | 0 | |||
Interest Rate Cap | Level 1 | Fair Value, Nonrecurring | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of real estate | 0 | |||||
Interest Rate Cap | Level 2 | Fair Value, Recurring | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Interest rate cap agreements | 16,955 | 16,955 | 132 | |||
Interest Rate Cap | Level 2 | Fair Value, Nonrecurring | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of real estate | 0 | |||||
Interest Rate Cap | Level 3 | Fair Value, Recurring | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Interest rate cap agreements | $ 0 | 0 | $ 0 | |||
Interest Rate Cap | Level 3 | Fair Value, Nonrecurring | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Impairment of real estate | $ 32,425,732 |
Leases (Details)
Leases (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Lessee, Lease, Description [Line Items] | |||||
Interest on finance lease portion of sublease | $ 47 | $ 47 | $ 0 | ||
Total lease cost | $ 92,923 | $ 1,462 | $ 109,450 | 1,528 | |
Weighted average remaining lease term (in years) | |||||
Operating leases | 3 years 6 months | 3 years 6 months | 3 years 7 months 6 days | ||
Finance leases | 1 year 8 months 12 days | 1 year 8 months 12 days | 0 years | ||
Weighted average discount rate | |||||
Operating Leases | 3.20% | 3.20% | 4.00% | ||
Finance Leases | 2.90% | 2.90% | 0.00% | ||
Cash paid for amounts included in the measurement of lease liabilities: | |||||
Operating cash outflows related to operating leases | $ 213,698 | 52,652 | |||
Operating cash outflows related to finance leases | 1,020 | 0 | |||
Financing cash outflows related to finance leases | 0 | 0 | |||
Operating, maintenance and management | |||||
Lessee, Lease, Description [Line Items] | |||||
Operating Lease cost | $ 11,340 | 1,462 | 27,867 | 1,528 | |
General and administrative | |||||
Lessee, Lease, Description [Line Items] | |||||
Operating Lease cost | 80,516 | 0 | 80,516 | 0 | |
Depreciation and amortization | |||||
Lessee, Lease, Description [Line Items] | |||||
Amortization of leased assets | 1,020 | 0 | 1,020 | 0 | |
Interest expense | |||||
Lessee, Lease, Description [Line Items] | |||||
Interest on finance lease portion of sublease | $ 47 | $ 0 | $ 47 | $ 0 |
Leases - Maturities of Operatin
Leases - Maturities of Operating and Finance Lease Liabilities (Details) - USD ($) | Sep. 30, 2020 | Sep. 30, 2019 |
Operating Leases, After Adoption of 842: | ||
Remainder of 2020 | $ 289,793 | |
2021 | 1,172,439 | |
2022 | 611,239 | |
2023 | 188,990 | |
2024 | 122,026 | |
Thereafter | 361,416 | |
Total undiscounted operating lease payments | 2,745,903 | |
Less: interest | (398,303) | |
Present value of operating lease liabilities | 2,347,600 | $ 4,989 |
Finance Leases, After Adoption of 842: | ||
Remainder of 2020 | 3,065 | |
2021 | 12,240 | |
2022 | 5,100 | |
2023 | 0 | |
2024 | 0 | |
Thereafter | 0 | |
Total undiscounted finance lease payments | 20,405 | |
Less: interest | (453) | |
Present value of finance lease liabilities | $ 19,952 |
Subsequent Events (Details)
Subsequent Events (Details) | Nov. 05, 2020$ / shares | Nov. 02, 2020USD ($) | Oct. 30, 2020USD ($)$ / sharesshares | Oct. 29, 2020USD ($) | Oct. 20, 2020USD ($)multifamily_property | Oct. 14, 2020$ / shares | Oct. 01, 2020USD ($) | Mar. 06, 2020USD ($)apartment_home | Feb. 05, 2020USD ($) | Sep. 30, 2020USD ($)$ / shares | Sep. 30, 2019USD ($)$ / shares | Sep. 30, 2020USD ($)$ / shares | Sep. 30, 2019USD ($)$ / shares | Mar. 06, 2020multifamily_property |
Subsequent Event [Line Items] | ||||||||||||||
Distributions paid, common stock, including distribution reinvestment plan | $ 25,086,244 | $ 11,843,692 | $ 61,599,884 | $ 35,136,678 | ||||||||||
Payments of ordinary dividends, common stock | 19,712,608 | 6,550,164 | $ 45,742,635 | 19,085,888 | ||||||||||
Repurchase of common stock | $ 2,000,000 | $ 6,000,000 | ||||||||||||
Common share, distribution rate per share per day, declared (in dollars per share) | $ / shares | $ 0.002466 | $ 0.002459 | $ 0.002466 | |||||||||||
Accounting value of total consideration | $ 3,113,751,097 | |||||||||||||
Multifamily | Austin, Texas | Montecito Apartments | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Proceeds from sale | $ 34,700,000 | |||||||||||||
Selling costs | 395,883 | |||||||||||||
Gain on disposition of business | 1,699,349 | |||||||||||||
Land held for the development of apartment homes | $ 32,604,768 | |||||||||||||
Multifamily | Austin, Texas | Montecito Apartments | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Homes | 268 | 268 | ||||||||||||
Accounting value of total consideration | $ 36,461,172 | |||||||||||||
Common Stock | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Repurchase of common stock | $ 4,000,000 | $ 6,907,827 | ||||||||||||
Common share, distribution rate per share per day, declared (in dollars per share) | $ / shares | $ 0.002459 | $ 0.002459 | ||||||||||||
Subsequent Event | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Distributions paid, common stock, including distribution reinvestment plan | $ 8,391,000 | $ 8,112,574 | ||||||||||||
Common share, distribution rate per share per day, declared (in dollars per share) | $ / shares | $ 0.002459 | $ 0.002459 | ||||||||||||
Subsequent Event | Multifamily | Austin, Texas | Montecito Apartments | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Proceeds from sale | $ 34,700,000 | |||||||||||||
Gain on disposition of business | $ 1,699,349 | |||||||||||||
Subsequent Event | Multifamily | Austin, Texas | Los Robles Property | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Homes | multifamily_property | 306 | |||||||||||||
Accounting value of total consideration | $ 51,500,000 | |||||||||||||
Subsequent Event | One-Bedroom Apartmerts | Austin, Texas | Los Robles Property | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Homes | multifamily_property | 186 | |||||||||||||
Subsequent Event | Two-Bedroom Apartments | Austin, Texas | Los Robles Property | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Homes | multifamily_property | 120 | |||||||||||||
Subsequent Event | Share Repurchase Plan | Common Stock | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Share repurchased (in shares) | shares | 281,220 | |||||||||||||
Repurchase of common stock | $ 4,000,000 | |||||||||||||
Share price (in dollars per share) | $ / shares | $ 14.22 | |||||||||||||
Subsequent Event | Dividend Paid | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Payments of ordinary dividends, common stock | 6,579,899 | 6,359,588 | ||||||||||||
Shares issued pursuant to DRP | $ 1,811,101 | $ 1,752,986 |