Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Mar. 01, 2018 | Jun. 30, 2017 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | BLACK CREEK INDUSTRIAL REIT IV INC. | ||
Entity Central Index Key | 1,625,941 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 0 | ||
Class T | |||
Class of Stock [Line Items] | |||
Entity Common Stock, Shares Outstanding | 3,634,376 | ||
Class W | |||
Class of Stock [Line Items] | |||
Entity Common Stock, Shares Outstanding | 6,250 | ||
Class I | |||
Class of Stock [Line Items] | |||
Entity Common Stock, Shares Outstanding | 288,171 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
ASSETS | ||
Cash and cash equivalents | $ 10,565,337 | $ 1,639,961 |
Restricted cash | 481,410 | 481,410 |
Prepaid expenses | 419,844 | 259,717 |
Due from affiliates | 190,577 | 148,810 |
Debt issuance costs, net | 887,370 | 0 |
Other assets | 4,317 | 0 |
Total assets | 12,548,855 | 2,529,898 |
Liabilities | ||
Accounts payable and accrued liabilities | 210,423 | 100,914 |
Line of credit | 0 | 0 |
Notes payable to stockholders, net | 352,764 | 303,376 |
Due to affiliates | 1,323,537 | 0 |
Dividends payable | 56,227 | 11,121 |
Total liabilities | 1,942,951 | 415,411 |
Commitments and contingencies (Note 11) | ||
Stockholders' equity: | ||
Preferred stock, $0.01 par value - 200,000,000 shares authorized, none issued and outstanding | 0 | 0 |
Additional paid-in capital | 10,858,599 | 2,297,353 |
Accumulated deficit | (266,075) | (186,419) |
Total stockholders' equity | 10,604,904 | 2,113,487 |
Noncontrolling interests | 1,000 | 1,000 |
Total equity | 10,605,904 | 2,114,487 |
Total liabilities and equity | 12,548,855 | 2,529,898 |
Class T | ||
Stockholders' equity: | ||
Common stock, $0.01 par value per share | 9,763 | 70 |
Class W | ||
Stockholders' equity: | ||
Common stock, $0.01 par value per share | 62 | 0 |
Class I | ||
Stockholders' equity: | ||
Common stock, $0.01 par value per share | $ 2,555 | $ 2,483 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 200,000,000 | 200,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Class T | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,200,000,000 | 1,200,000,000 |
Common stock, shares issued | 976,271 | 7,000 |
Common stock, shares outstanding | 976,271 | 7,000 |
Class W | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares issued | 6,250 | 0 |
Common stock, shares outstanding | 6,250 | 0 |
Class I | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 225,000,000 | 225,000,000 |
Common stock, shares issued | 255,538 | 248,349 |
Common stock, shares outstanding | 255,538 | 248,349 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues: | |||
Rental revenues | $ 0 | $ 0 | $ 0 |
Total revenues | 0 | 0 | 0 |
Operating expenses: | |||
General and administrative expenses | 1,145,305 | 269,612 | 0 |
Organization expenses, related party | 77,864 | 40,000 | 0 |
Total operating expenses | 1,223,169 | 309,612 | 0 |
Operating loss | (1,223,169) | (309,612) | 0 |
Other income and (expenses): | |||
Interest income | 263 | 82 | 0 |
Interest expense and other | (308,898) | (15,267) | 0 |
Total other expenses | (308,635) | (15,185) | 0 |
Total expenses before expense support | (1,531,804) | (324,797) | 0 |
Total expense support from the Advisor | 1,734,931 | 149,499 | 0 |
Net income (expenses) after expense support | 203,127 | (175,298) | 0 |
Net income (loss) | 203,127 | (175,298) | 0 |
Net income (loss) attributable to noncontrolling interests | 0 | 0 | 0 |
Net income (loss) attributable to common stockholders | $ 203,127 | $ (175,298) | $ 0 |
Weighted-average shares outstanding (in shares) | 380,597 | 39,896 | 20,000 |
Net income (loss) per common share - basic and diluted (in dollars per share) | $ 0.53 | $ (4.39) | $ 0 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Noncontrolling Interests |
Beginning balance at Dec. 31, 2014 | $ 201,000 | $ 200 | $ 199,800 | $ 0 | $ 1,000 |
Beginning balance, shares at Dec. 31, 2014 | 20,000 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | 0 | 0 | |||
Issuance of common stock, shares | 0 | ||||
Ending balance at Dec. 31, 2015 | 201,000 | $ 200 | 199,800 | 0 | 1,000 |
Ending balance, shares at Dec. 31, 2015 | 20,000 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | (175,298) | (175,298) | |||
Issuance of common stock | 2,124,600 | $ 2,353 | 2,122,247 | ||
Issuance of common stock, shares | 235,349 | ||||
Upfront offering costs, including selling commissions, dealer manager fees, and offering costs | (24,694) | (24,694) | |||
Dividends to stockholders | (11,121) | (11,121) | 0 | ||
Ending balance at Dec. 31, 2016 | 2,114,487 | $ 2,553 | 2,297,353 | (186,419) | 1,000 |
Ending balance, shares at Dec. 31, 2016 | 255,349 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | 203,127 | 203,127 | |||
Issuance of common stock | 10,281,768 | $ 9,827 | 10,271,941 | ||
Issuance of common stock, shares | 982,710 | ||||
Upfront offering costs, including selling commissions, dealer manager fees, and offering costs | (1,305,191) | (1,305,191) | |||
Trailing offering costs, consisting of distribution fees | (393,504) | (405,504) | 12,000 | ||
Dividends to stockholders | (294,783) | (294,783) | |||
Dividends to stockholders, shares | 9,143 | ||||
Ending balance at Dec. 31, 2017 | $ 10,605,904 | $ 12,380 | $ 10,858,599 | $ (266,075) | $ 1,000 |
Ending balance, shares at Dec. 31, 2017 | 1,238,059 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Operating activities: | |||
Net income (loss) | $ 203,127 | $ (175,298) | $ 0 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||
Amortization of debt issuance costs | 152,473 | 2,058 | 0 |
Changes in operating assets and liabilities: | |||
Prepaid expenses and other assets | (162,948) | (259,717) | 0 |
Accounts payable and accrued liabilities | 109,509 | 100,914 | 0 |
Due from / to affiliates, net | (38,324) | (148,810) | 0 |
Net cash provided by (used in) operating activities | 263,837 | (480,853) | 0 |
Financing activities: | |||
Proceeds from notes to stockholders | 0 | 375,400 | 0 |
Debt issuance costs paid | (990,453) | (74,082) | 0 |
Proceeds from issuance of common stock | 9,933,342 | 2,124,600 | 0 |
Offering costs paid upon issuance of common stock | (175,848) | (24,694) | 0 |
Distributions paid to common stockholders | (101,724) | 0 | 0 |
Distribution fees paid | (3,778) | 0 | 0 |
Net cash provided by financing activities | 8,661,539 | 2,401,224 | 0 |
Net increase in cash, cash equivalents and restricted cash | 8,925,376 | 1,920,371 | 0 |
Cash, cash equivalents, and restricted cash, at beginning of period | 2,121,371 | 201,000 | 201,000 |
Cash, cash equivalents and restricted cash, at end of period | $ 11,046,747 | $ 2,121,371 | $ 201,000 |
DESCRIPTION OF BUSINESS
DESCRIPTION OF BUSINESS | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS | 1. DESCRIPTION OF BUSINESS Black Creek Industrial REIT IV Inc. (the “Company”) is a Maryland corporation formed on August 12, 2014. Unless the context otherwise requires, the “Company” refers to Black Creek Industrial REIT IV Inc. and its consolidated subsidiary, BCI IV Operating Partnership LP (the “Operating Partnership”). The Company was formed to make equity and debt investments in income-producing real estate assets consisting primarily of high-quality distribution warehouses and other industrial properties that are leased to creditworthy corporate customers throughout the U.S. Although the Company intends to focus investment activities primarily on distribution warehouses and other industrial properties, its charter and bylaws do not preclude it from investing in other types of commercial property, real estate debt, or real estate-related equity securities. As of December 31, 2017 , the Company had neither purchased nor contracted to purchase any properties, real estate debt, or real estate-related equity securities, nor had any probable acquisitions been identified. The Company operates as a real estate investment trust (“REIT”) for federal income tax purposes, and will elect to be treated as a REIT beginning with its taxable year ended December 31, 2017 . The Company utilizes an Umbrella Partnership Real Estate Investment Trust (“UPREIT”) organizational structure to hold all or substantially all of its properties and securities through the Operating Partnership, of which the Company is the sole general partner and a limited partner. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). In the opinion of management, the accompanying consolidated financial statements contain all adjustments and eliminations, consisting only of normal recurring adjustments necessary for a fair presentation in conformity with GAAP. Basis of Consolidation The consolidated financial statements include the accounts of Black Creek Industrial REIT IV Inc. and the Operating Partnership, as well as amounts related to noncontrolling interests. See “Noncontrolling Interests” below for further detail concerning the accounting policies regarding noncontrolling interests. All material intercompany accounts and transactions have been eliminated. Use of Estimates GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Actual results could differ from these estimates. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the period they are determined to be necessary. Reclassifications Certain items in the Company’s consolidated statement of cash flows for 2016 have been reclassified to conform to the 2017 presentation. Due to a new accounting standard adopted for the period ending December 31, 2017, restricted cash and restricted cash equivalents have been reclassified to be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the consolidated statements of cash flows. Cash and Cash Equivalents Cash and cash equivalents consist of cash on hand and highly liquid investments with original maturities of three months or less. Accounts Payable and Accrued Liabilities Accounts payable and accrued liabilities primarily consist of amounts payable related to compensation to the Company’s independent directors and fees related to the line of credit. Debt Issuance Costs Debt issuance costs include fees and costs incurred to obtain long-term financing. These fees and costs are amortized to interest expense over the terms of the related credit facilities. Unamortized deferred financing costs are written off if debt is retired before its maturity date. Debt issuance costs related to the line of credit include up-front fees and costs incurred in order to close on the commitments for the line of credit. As such, these costs are recorded as an asset on the consolidated balance sheets. Debt issuance costs related to the notes payable to certain stockholders are recorded as a direct deduction from the principal amount of that liability. Distribution Fees Distribution fees are paid monthly. Distribution fees are accrued upon the issuance of Class T shares and Class W shares. The Company accrues for: (i) the monthly amount payable as of the balance sheet date, and (ii) the estimated amount of distribution fees to be paid in future periods based on the Class T shares and Class W shares outstanding as of the balance sheet date. The accrued distribution fees are reflected in additional paid-in capital in stockholders’ equity. See “ Note 8 ” for additional information regarding when distribution fees become payable. Noncontrolling Interests Due to the Company’s control of the Operating Partnership through its sole general partner interest and its limited partner interest, the Company consolidates the Operating Partnership. The limited partner interests not owned by the Company are presented as noncontrolling interests in the consolidated financial statements. The noncontrolling interests are reported on the consolidated balance sheets within permanent equity, separate from stockholders’ equity. As the limited partner interests do not participate in the profits and losses of the Operating Partnership, there is no net income or loss attributable to the noncontrolling interests on the consolidated statements of operations. See “ Note 10 ” for additional information. Organization and Offering Expenses Organization costs are expensed as incurred and offering expenses associated with the Company’s public offerings are recorded as a reduction of gross offering proceeds in additional paid-in capital. See “ Note 8 ” for additional information regarding when organization and offering expenses become reimbursable. Income Taxes The Company currently operates as a REIT under the Internal Revenue Code of 1986, as amended, for federal income tax purposes, and will elect to be treated as such beginning with its taxable year ended December 31, 2017 . As a REIT, the Company generally is not subject to federal income taxes on net income it distributes to stockholders. The Company intends to make timely distributions sufficient to satisfy the annual distribution requirements. If the Company fails to qualify as a REIT in any taxable year, the Company will be subject to federal income tax on its taxable income at regular corporate tax rates. Even if the Company qualifies for taxation as a REIT, the Company may be subject to certain state and local taxes on its income and property and federal income and excise taxes on its undistributed income. Net Income (Loss) Per Common Share The Company computes net income (loss) per common share by dividing net income (loss) by the weighted-average number of common shares outstanding during the period for each class. There are no class specific expenses and each class of common stock shares equally in the profits and losses of the Company. There were no dilutive shares for the years ended December 31, 2017 , 2016 and 2015 . Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents. At times, balances with any one financial institution may exceed the Federal Deposit Insurance Corporation insurance limits. The Company believes it mitigates this risk by investing its cash with high-credit quality financial institutions. Fair Value Measurements Fair value measurements are determined based on the assumptions that market participants would use in pricing the asset or liability. Fair value measurements are categorized into one of three levels of the fair value hierarchy based on the lowest level of significant input used. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. 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. Considerable judgment and a high degree of subjectivity are involved in developing these estimates. These estimates may differ from the actual amounts that the Company could realize upon settlement. The fair value hierarchy is as follows: Level 1—Quoted (unadjusted) prices in active markets for identical assets or liabilities. Level 2—Other observable inputs, either directly or indirectly, other than quoted prices included in Level 1, including: • Quoted prices for similar assets/liabilities in active markets; • Quoted prices for identical or similar assets/liabilities in non-active markets (e.g., few transactions, limited information, non-current prices, high variability over time); • Inputs other than quoted prices that are observable for the asset/liability (e.g., interest rates, yield curves, volatilities, default rates); and • Inputs that are derived principally from or corroborated by other observable market data. Level 3—Unobservable inputs that cannot be corroborated by observable market data. Recently Adopted Accounting Standards In August 2016, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2016-15, “Statement of Cash Flows (Topic 230)” (“ASU 2016-15”), which provides guidance on eight cash flow classification issues and on reducing diversity in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. Current GAAP does not include specific guidance on these eight cash flow classification issues. In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230): Restricted Cash,” (“ASU 2016-18”) which requires companies to include restricted cash and restricted cash equivalents with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. ASU 2016-18 requires disclosure of a reconciliation between the statement of financial position and the statement of cash flows when the statement of financial position includes more than one line item for cash, cash equivalents, restricted cash, and restricted cash equivalents. Entities with material restricted cash and restricted cash equivalents balances will be required to disclose the nature of the restrictions. ASU 2016-15 and ASU 2016-18 are effective for annual and interim reporting periods beginning after December 15, 2017, with early adoption permitted. The Company adopted this guidance beginning with the year ended December 31, 2017. As required, the Company retrospectively applied the guidance in ASU 2016-18 to the prior periods presented, which resulted in an increase in net cash provided by financing activities of $481,410 on the consolidated statements of cash flows for the year ended December 31, 2016. The adoption of this guidance did not have a significant impact on the Company’s consolidated financial statements other than the Company updating the presentation of restricted cash in its current statement of cash flows to conform to the new requirements. |
LINE OF CREDIT
LINE OF CREDIT | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
LINE OF CREDIT | 3. LINE OF CREDIT On September 18, 2017, the Company entered into a credit facility agreement with an initial aggregate revolving loan commitment of $100,000,000 . The Company has the ability from time to time to increase the size of the credit facility by up to an additional $500,000,000 for a total of up to $600,000,000 , subject to receipt of lender commitments and satisfaction of other conditions. Any increase to the size of the credit facility may be in the form of an increase in the aggregate revolving loan commitments, the establishment of a term loan, or a combination of both. The maturity date of the line of credit is September 18, 2020, and may be extended pursuant to two one -year extension options, subject to continuing compliance with certain financial covenants and other customary conditions. Borrowings under the line of credit will be charged interest based on either: (i) the London Interbank Offered Rate (“LIBOR”) plus a margin ranging from 1.60% to 2.50% ; or (ii) an alternative base rate plus a margin ranging from 0.60% to 1.50% , each depending on the Company’s consolidated leverage ratio. Customary fall-back provisions apply if LIBOR is unavailable. The line of credit is available for general corporate purposes including, but not limited to, the acquisition and operation of permitted investments by the Company. A pledge of equity interests in the Company’s subsidiaries that directly own unencumbered properties will be provided until such time as the Company elects to terminate such pledges, subject to satisfaction of certain financial covenants. As of December 31, 2017 , the Company did not own any properties, and accordingly, there were no amounts outstanding under the line of credit. Unamortized debt issuance costs and accumulated amortization of debt issuance costs related to the line of credit were $887,370 and $103,083 , respectively, as of December 31, 2017 . Additionally, the Company’s interest expense for the year ended December 31, 2017 , included $103,083 of amortization of financing costs related to the line of credit. There were no deferred financing costs related to the line of credit for the years ended December 31, 2016 and 2015. 4. NOTES PAYABLE TO STOCKHOLDERS On December 1, 2016, the Company issued to each of the 125 separate investors in the Private Offering (as described in “ Note 6 ”) a promissory note with a principal amount of approximately $ 3,003 (each a “Note” and collectively, the “Notes”). The purchase price for each Note was approximately $ 3,003 , for an aggregate amount of approximately $ 375,400 . The Company pays interest on the unpaid principal amount of the Notes at a fixed rate of 18.25% per annum per Note payable semi-annually in arrears. The Notes mature on November 30, 2046. Some or all of the Notes may be prepaid by the Company at any time, in whole or in part, provided that (i) the Company will pay on the date of such prepayment all accrued and unpaid interest due on such prepaid principal amount to and including the date of prepayment and (ii) if the prepayment occurs prior to the eighteen-month anniversary of the issue date of the Note, the Company will pay on the date of such prepayment a one-time premium equal to $ 300 per Note. The Company issued the Notes as part of the Private Offering in a private transaction exempt from the registration requirements pursuant to Section 4(a)(2) of the Securities Act and Rule 506 promulgated thereunder. Unamortized debt issuance costs related to the Notes were $22,636 and $72,024 as of December 31, 2017 and 2016 , respectively. Accumulated amortization of debt issuance costs related to the Notes were $51,446 and $ 2,058 as of December 31, 2017 and 2016 , respectively. Additionally, the Company’s interest expense for the years ended December 31, 2017 and 2016 , included $49,388 and $2,058 , respectively, of amortization of financing costs related to the Notes. There were no deferred financing costs related to the Notes for the year ended December 31, 2015. |
NOTES PAYABLE TO STOCKHOLDERS
NOTES PAYABLE TO STOCKHOLDERS | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE TO STOCKHOLDERS | 3. LINE OF CREDIT On September 18, 2017, the Company entered into a credit facility agreement with an initial aggregate revolving loan commitment of $100,000,000 . The Company has the ability from time to time to increase the size of the credit facility by up to an additional $500,000,000 for a total of up to $600,000,000 , subject to receipt of lender commitments and satisfaction of other conditions. Any increase to the size of the credit facility may be in the form of an increase in the aggregate revolving loan commitments, the establishment of a term loan, or a combination of both. The maturity date of the line of credit is September 18, 2020, and may be extended pursuant to two one -year extension options, subject to continuing compliance with certain financial covenants and other customary conditions. Borrowings under the line of credit will be charged interest based on either: (i) the London Interbank Offered Rate (“LIBOR”) plus a margin ranging from 1.60% to 2.50% ; or (ii) an alternative base rate plus a margin ranging from 0.60% to 1.50% , each depending on the Company’s consolidated leverage ratio. Customary fall-back provisions apply if LIBOR is unavailable. The line of credit is available for general corporate purposes including, but not limited to, the acquisition and operation of permitted investments by the Company. A pledge of equity interests in the Company’s subsidiaries that directly own unencumbered properties will be provided until such time as the Company elects to terminate such pledges, subject to satisfaction of certain financial covenants. As of December 31, 2017 , the Company did not own any properties, and accordingly, there were no amounts outstanding under the line of credit. Unamortized debt issuance costs and accumulated amortization of debt issuance costs related to the line of credit were $887,370 and $103,083 , respectively, as of December 31, 2017 . Additionally, the Company’s interest expense for the year ended December 31, 2017 , included $103,083 of amortization of financing costs related to the line of credit. There were no deferred financing costs related to the line of credit for the years ended December 31, 2016 and 2015. 4. NOTES PAYABLE TO STOCKHOLDERS On December 1, 2016, the Company issued to each of the 125 separate investors in the Private Offering (as described in “ Note 6 ”) a promissory note with a principal amount of approximately $ 3,003 (each a “Note” and collectively, the “Notes”). The purchase price for each Note was approximately $ 3,003 , for an aggregate amount of approximately $ 375,400 . The Company pays interest on the unpaid principal amount of the Notes at a fixed rate of 18.25% per annum per Note payable semi-annually in arrears. The Notes mature on November 30, 2046. Some or all of the Notes may be prepaid by the Company at any time, in whole or in part, provided that (i) the Company will pay on the date of such prepayment all accrued and unpaid interest due on such prepaid principal amount to and including the date of prepayment and (ii) if the prepayment occurs prior to the eighteen-month anniversary of the issue date of the Note, the Company will pay on the date of such prepayment a one-time premium equal to $ 300 per Note. The Company issued the Notes as part of the Private Offering in a private transaction exempt from the registration requirements pursuant to Section 4(a)(2) of the Securities Act and Rule 506 promulgated thereunder. Unamortized debt issuance costs related to the Notes were $22,636 and $72,024 as of December 31, 2017 and 2016 , respectively. Accumulated amortization of debt issuance costs related to the Notes were $51,446 and $ 2,058 as of December 31, 2017 and 2016 , respectively. Additionally, the Company’s interest expense for the years ended December 31, 2017 and 2016 , included $49,388 and $2,058 , respectively, of amortization of financing costs related to the Notes. There were no deferred financing costs related to the Notes for the year ended December 31, 2015. |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | 5. FAIR VALUE OF FINANCIAL INSTRUMENTS The Company estimates fair value of its financial instruments using available market information and valuation methodologies it believes to be appropriate for these purposes. As of December 31, 2017 and December 31, 2016 , the fair values of cash and cash equivalents, restricted cash, due from/to affiliates, accounts payable and accrued liabilities, and dividends payable approximate their carrying values due to the short-term nature of these instruments. The Company’s financial instrument for which it is practicable to estimate fair value is the Notes payable to investors in the Private Offering, as defined in “ Note 6 .” The carrying value and fair value of the Notes were as follows: As of December 31, 2017 As of December 31, 2016 Carrying Fair Carrying Fair Value Value Value Value Notes payable to stockholders $ 375,400 $ 375,400 $ 375,400 $ 375,400 The fair value of the Notes is estimated based on the Company’s estimate of current market interest rates over a comparable term for similar instruments. The Notes are classified as Level 3 due to the unobservable nature of the inputs. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | 6. STOCKHOLDERS' EQUITY Initial Public Offering On November 25, 2014, the Company filed a registration statement with the SEC on Form S-11 in connection with the initial public offering of up to $2,000,000,000 in shares of common stock (the “Initial Public Offering”). The registration statement was subsequently declared effective on February 18, 2016. On July 1, 2016, the Company filed a post-effective amendment to its registration statement that reclassified the Company’s common stock offered pursuant to its registration statement into Class A shares, Class T shares and Class W shares. The SEC declared the post-effective amendment effective on August 8, 2016 . Pursuant to its registration statement, as amended, the Company is offering for sale up to $1,500,000,000 in shares of common stock at a price of $10.00 per Class A share, $9.4180 per Class T share and $9.0355 per Class W share, and up to $500,000,000 in shares under the Company’s distribution reinvestment plan at a price of $9.0355 per share for all classes. Effective as of May 19, 2017, the Company amended its charter to re-designate the Class A shares of its common stock as Class I shares of its common stock. Therefore, all Class A shares of the Company’s common stock offered or outstanding prior to May 19, 2017 are now designated as Class I shares. On July 3, 2017, the SEC declared the Company’s amended registration statement effective. Pursuant to this amended registration statement, the Company is offering for sale up to $1,500,000,000 in shares of common stock in any combination of Class T shares, Class W shares and Class I shares, and up to $500,000,000 in shares under the Company’s distribution reinvestment plan in any combination of Class T shares, Class W shares and Class I shares. The Company is offering shares of its common stock at the “transaction price,” plus applicable selling commissions and dealer manager fees. The “transaction price” generally is equal to the net asset value (“NAV”) per share of the Company’s common stock most recently disclosed. Until the Company initially determines an NAV per share, the transaction price will be equal to $10.00 per share. Accordingly, shares of the Company’s common stock are being offered in its primary offering at a price of $10.4712 per Class T share, $10.00 per Class W share and $10.00 per Class I share. The Company will determine the NAV on a monthly basis and the Company expects the initial determination will be as of a date no later than June 30, 2018. Thereafter, the offering price per share for each class of its common stock will vary. Shares issued pursuant to the Company’s distribution reinvestment plan are offered at the transaction price, as indicated above, in effect on the distribution date. The Company may update a previously disclosed transaction price in cases where the Company believes there has been a material change (positive or negative) to the Company’s NAV per share relative to the most recently disclosed monthly NAV per share. The Class T shares, Class W shares, and Class I shares, all of which are collectively referred to herein as shares of common stock, have identical rights and privileges, including identical voting rights, but have differing fees that are payable on a class-specific basis. The per share amount of distributions paid on Class T shares and Class W shares will be lower than the per share amount of distributions paid on Class I shares because of the distribution fees payable with respect to Class T shares and Class W shares sold in the primary offering. The Company is offering to sell its common stock in any combination of the share classes with an aggregate dollar value up to the maximum offering amount. The Company has the right to reallocate the shares of common stock offered between the Company’s primary offering and the Company’s distribution reinvestment plan. Black Creek Capital Markets, LLC (the “Dealer Manager”), a related party, provides dealer manager services in connection with the Initial Public Offering. The Initial Public Offering is a best efforts offering, which means that the Dealer Manager is not required to sell any specific number or dollar amount of shares of common stock in the Initial Public Offering, but will use its best efforts to sell the shares of common stock. The Initial Public Offering is a continuous offering that is expected to end no later than February 18, 2019, unless extended by the Company’s board of directors in accordance with federal securities laws. Private Offering On December 1 , 2016, the Company issued to each of 125 separate investors 56 Class A shares of common stock and 56 Class T shares of common stock. The purchase price for all shares was $8.90 per share. In the aggregate, the Company issued 7,000 Class A shares and 7,000 Class T shares for $124,600 (the “Private Offering”). The Company issued these shares of common stock in a private transaction exempt from the registration requirements pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and Rule 506 promulgated thereunder. In conjunction with issuing these shares, the Company incurred offering costs of $24,694 . These costs were determined to be a cost of raising capital and were recorded as additional paid-in capital. The Private Offering also included the issuance of promissory notes to the investors, as described in “ Note 4 .” The Company raised $500,000 from the Private Offering, which included the issuance of common stock and the Notes. Of this aggregate amount, the Company deposited $481,410 with a third-party escrow agent. This deposit was made pursuant to an escrow agreement the Company entered into in connection with the issuance of the Notes. The funds were held in escrow as security for the repayment of the Notes and are equal to the amount necessary to repay the principal of the Notes, two semi-annual interest payments and the pre-payment premiums that would apply if the Notes were prepaid up to 18 months after issuance. The third-party escrow agent released the escrowed funds to the Company in January 2018 after the Company had raised at least $10,000,000 in the Initial Public Offering from investors unaffiliated with the Company. Summary of the Public and Private Offerings A summary of the Company’s Initial Public Offering (including shares sold through the primary offering and the distribution reinvestment plan (“DRIP”)) and its Private Offering, as of December 31, 2017 , is as follows: Notes to Class T Class W Class I Stockholders (1) Total Amount of gross proceeds raised: Primary offering (2) $ 10,137,589 $ — $ 2,000,000 $ — $ 12,137,589 DRIP (2) 10,519 — 42,281 — 52,800 Private offering (3) 62,300 — 62,300 375,400 500,000 Total offering $ 10,210,408 $ — $ 2,104,581 $ 375,400 $ 12,690,389 Number of shares issued: Primary offering 968,140 — 221,349 — 1,189,489 DRIP 1,052 — 4,375 — 5,427 Private offering (3) 7,000 — 7,000 — 14,000 Stock dividends 79 6,250 2,814 — 9,143 Total offering 976,271 6,250 235,538 — 1,218,059 (1) Amount relates to notes payable issued to investors in the Private Offering. See “ Note 4 ” for additional details. (2) As of December 31, 2017 , the Company had raised sufficient offering proceeds to satisfy the minimum offering requirements with respect to all states other than Pennsylvania. Subscriptions from Pennsylvania residents will not be released from escrow until subscriptions for shares totaling at least $75,000,000 have been received from all sources. (3) The Private Offering closed on December 1, 2016. As of December 31, 2017 , $1,987,809,611 in shares of common stock remained available for sale pursuant to the Initial Public Offering in any combination of Class T, Class W and Class I shares, including $499,947,200 in shares of common stock available for sale through the Company’s distribution reinvestment plan, which may be reallocated for sale in the primary offering. Common Stock The following table summarizes the changes in the shares outstanding for each class of common stock for the periods presented below: Class T Class W Class I Total Shares Shares Shares (1) Shares Balance as of December 31, 2014 — — 20,000 20,000 Issuance of common stock — — — — Balance as of December 31, 2015 — — 20,000 20,000 Issuance of common stock: Primary shares — — 221,349 221,349 Private offering shares 7,000 — 7,000 14,000 Balance as of December 31, 2016 7,000 — 248,349 255,349 Issuance of common stock: Primary shares 968,140 — — 968,140 DRIP 1,052 — 4,375 5,427 Stock dividends 79 6,250 2,814 9,143 Balance as of December 31, 2017 976,271 6,250 255,538 1,238,059 (1) In November 2014, the Company sold 20,000 shares of Class A common stock to the Advisor. See “ Note 8 ” for additional information. Dividends Prior to the third quarter of 2017, cash distributions were paid on a quarterly basis and were calculated for each day the stockholder had been a stockholder of record during such quarter. Beginning with the third quarter of 2017, cash distributions have been paid on a monthly basis and are calculated as of monthly record dates. Cash distributions for stockholders who had elected to participate in the Company’s distribution reinvestment plan were reinvested into shares of the same class of the Company’s common stock as the shares to which the distributions related. In addition to the cash distributions, the Company’s board of directors authorized special daily stock dividends to all common stockholders of record as of the close of business on each day for the first, second and third quarters of 2017 in an amount equal to 0.0000410959 of a share of common stock on each outstanding share of common stock. These special stock dividends were issued as additional shares of the same class of the Company’s common stock as the shares to which the stock dividends related. The special stock dividends were issued and recorded in our stockholder records on the first business day of the calendar month immediately following the last day of the applicable calendar quarter. Stock dividends for each stockholder were calculated for each day the stockholder had been a stockholder of record during such quarter. In addition to the special stock dividends, the Company’s board of directors authorized the issuance of a stock dividend to all holders of Class T shares, whereby each Class T shareholder of record as of the close of business on September 29, 2017 received 50 Class W shares. This stock dividend was issued following the close of business on October 2, 2017. The Company refers to cash distributions and stock dividends collectively as dividends. Cash Distributions. The following table summarizes the Company’s quarterly cash distribution activity on a quarterly basis (including distributions reinvested in shares of the Company’s common stock): Amount Declared per Paid Reinvested Distribution Gross 2017 December 31 $ 0.13625 $ 45,868 $ 43,601 $ 12,000 $ 101,469 September 30 0.13625 24,459 10,986 — 35,445 June 30 0.12950 23,162 10,216 — 33,378 March 31 0.12950 23,076 10,040 — 33,116 Total $ 116,565 $ 74,843 $ 12,000 $ 203,408 2016 December 31 (4) $ 0.12950 $ 7,517 $ 3,604 $ — $ 11,121 (1) Amounts reflect the distribution rate authorized by the Company’s board of directors per Class T share, per Class W share, and per Class I share of common stock. As noted above, commencing with the third quarter of 2017, distributions were declared and paid as of monthly record dates. These monthly distributions have been aggregated and presented on a quarterly basis. The distributions on Class T shares and Class W shares of common stock were reduced by the respective distribution fees that were payable with respect to such Class T shares and Class W shares. (2) Distribution fees are paid monthly to the Dealer Manager with respect to Class T shares and Class W shares issued in the primary portion of the Initial Public Offering only. Refer to “ Note 8 ” for further detail regarding distribution fees. (3) Gross distributions are total distributions before the deduction of any distribution fees relating to Class T shares and Class W shares. (4) Cash distributions were authorized to all common stockholders of record as of the close of business on each day commencing on the date that the minimum offering requirements were met in connection with the Initial Public Offering and ending on the last day of the quarter in which the minimum offering requirements were met (the “Initial Quarter”). The Company met the minimum offering requirements in connection with the Initial Public Offering on November 30, 2016. Accordingly, the Initial Quarter commenced on that date and ended on December 31, 2016. Redemptions Subject to certain restrictions and limitations, a stockholder may redeem shares of the Company’s common stock, regardless of share class, for cash at a price equal to the transaction price in effect as of the last calendar day of that month, except that shares of the Company’s common stock that have not been outstanding for at least one year will be redeemed at 95.0% of the transaction price and Class T shares that have been outstanding for at least one year but less than two years will be redeemed at 97.5% of the transaction price. The “transaction price” generally will be equal to the NAV per share of the Company’s common stock most recently disclosed by the Company. Redemptions are limited by the Company in accordance with a monthly and quarterly cap. While the Company is not obligated to redeem shares of its common stock under its share redemption program, it intends to redeem shares under its share redemption program on a monthly basis. However, the Company’s board of directors may determine from time to time to adjust the timing of redemptions or suspend, terminate or otherwise modify the Company’s share redemption program. As of December 31, 2017 , the Company had not redeemed any shares of its common stock and had not received any requests for redemptions. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 7. INCOME TAXES The Company has concluded there were no uncertain tax positions as of December 31, 2017 , 2016 and 2015 . The U.S. is the major tax jurisdiction for the Company and the earliest tax year subject to examination by the taxing authority is 2014 . Distributions Distributions to stockholders are characterized for federal income tax purposes as: (i) ordinary income; (ii) non-taxable return of capital; or (iii) long-term capital gain. Distributions that exceed the Company’s current and accumulated tax earnings and profits constitute a return of capital and reduce the stockholders’ basis in the common shares. To the extent that a distribution exceeds both current and accumulated earnings and profits and the stockholders’ basis in the common shares, the distributions will generally be treated as a gain from the sale or exchange of such stockholders’ common shares. Under the new tax laws effective January 1, 2018, all distributions (other than distributions designated as capital gain distributions and distributions traceable to distributions from a taxable REIT subsidiary) which are received by a pass-through entity or an individual, are eligible for a 20% deduction from gross income. This eligibility for a 20% deduction will expire as of 2025. At the beginning of each year, the Company notifies its stockholders of the taxability of the distributions paid during the preceding year. The unaudited preliminary taxability of the Company’s 2017 distributions was: For the Year Ended December 31, 2017 Ordinary income — % Non-taxable return of capital 100.0 Long-term capital gain — Total distribution 100.0 % As distributions were not paid until January 2017, there was no taxability of the Company’s distributions for the years ended 2016 or 2015 . |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 8. RELATED PARTY TRANSACTIONS The Company relies on the Advisor, a related party, to manage the Company’s day-to-day operating and acquisition activities and to implement the Company’s investment strategy pursuant to the terms of the fifth amended and restated advisory agreement, dated March 5, 2018 (the “Advisory Agreement”), by and among the Company, the Operating Partnership and the Advisor. The current term of the Advisory Agreement ends July 1, 2018, subject to renewals by the Company’s board of directors for an unlimited number of successive one -year periods. The Dealer Manager provides dealer manager services in connection with the Initial Public Offering pursuant to the terms of the second amended and restated dealer manager agreement, effective as of July 1, 2017 (the “Dealer Manager Agreement”), by and among the Company, the Advisor and the Dealer Manager. Black Creek Property Management Company LLC (the “Property Manager”) may perform certain property management services on behalf of the Company and the Operating Partnership. BCI IV Advisors Group LLC, the sponsor of the Company (the “Sponsor”), which owns the Advisor, is presently directly or indirectly majority owned by John A. Blumberg, James R. Mulvihill and Evan H. Zucker and/or their affiliates and the Sponsor and the Advisor are jointly controlled by Messrs. Blumberg, Mulvihill and Zucker and/or their affiliates. The Dealer Manager and the Property Manager are presently each directly or indirectly majority owned, controlled and/or managed by Messrs. Blumberg, Mulvihill and/or Zucker and/or their affiliates. Mr. Zucker is the Chairman of our board of directors. The Advisor, the Sponsor, the Dealer Manager and the Property Manager receive compensation in the form of fees and expense reimbursements for services relating to the Initial Public Offering and for the investment and management of the Company’s assets. The following is a description of the fees and expense reimbursements payable to the Advisor, the Sponsor, the Property Manager and the Dealer Manager. This summary does not purport to be a complete summary of the Advisory Agreement, the Dealer Manager Agreement, the amended and restated management agreement between the Company and the Property Manager, and the third amended and restated limited partnership agreement of the Operating Partnership, and is qualified in its entirety by reference to such agreements, which are incorporated by reference as exhibits to this Annual Report on Form 10-K. Selling Commissions, Dealer Manager Fees and Distribution Fees. The Dealer Manager is entitled to receive upfront selling commissions and dealer manager fees with respect to Class T shares sold in the primary offering. The upfront selling commissions and dealer manager fees are calculated as a percentage of the offering price at the time of purchase of such shares. All or a portion of the upfront selling commissions and dealer manager fees will be retained by, or reallowed to, participating broker dealers. In addition, the Dealer Manager is entitled to receive ongoing distribution fees based on the NAV of Class T shares and Class W shares sold in the primary offering. The distribution fees will be payable monthly in arrears and will be paid on a continuous basis from year to year. The Dealer Manager will reallow the distribution fees to participating broker dealers and broker dealers servicing accounts of investors who own Class T shares and/or Class W shares. The following table details the selling commissions, dealer manager fees and distribution fees applicable for each share class. Class T Class W Class I Selling commissions (as % of offering price) up to 2.0% —% —% Dealer manager fees (as % of offering price) up to 2.5% —% —% Distribution fees ( as % of NAV per annum) 1.0% 0.5% —% The Company will cease paying the distribution fees with respect to individual Class T shares and Class W shares when they are no longer outstanding, including as a result of a conversion to Class I shares. Each Class T share or Class W share held within a stockholder’s account shall automatically and without any action on the part of the holder thereof convert into a number of Class I shares at the applicable conversion rate on the earliest of: (i) a listing of any shares of the Company’s common stock on a national securities exchange; (ii) the Company’s merger or consolidation with or into another entity, or the sale or other disposition of all or substantially all of the Company’s assets; and (iii) the end of the month in which the Dealer Manager, in conjunction with the Company’s transfer agent, determines that the total upfront selling commissions, upfront dealer manager fees and ongoing distribution fees paid with respect to all shares of such class held by such stockholder within such account (including shares purchased through the distribution reinvestment plan or received as stock dividends) equals or exceeds 8.5% of the aggregate purchase price of all shares of such class held by such stockholder within such account and purchased in the primary offering. Advisory Fee. The advisory fee consists of a fixed component and a performance component. The fixed component of the advisory fee includes a fee that will be paid monthly to the Advisor for asset management services provided to the Company and a fee payable to the Advisor in connection with a disposition. The following table details the fixed component of the advisory fee. Fixed Component % of aggregate cost of real property assets located in the U.S. (per annum) 0.80% % of aggregate cost of real property assets located outside the U.S. (per annum) 1.20% % of aggregate cost or investment of any interest in any other real estate-related entity or debt investment or other investment (per annum) 0.80% % of total consideration paid in connection with the disposition of real property or a liquidity event involving gross market capitalization of the Company upon occurrence of a listing 1.00% The performance component of the advisory fee, which generally will be paid to the Sponsor in its capacity as holder of a separate series of partnership interests in the Operating Partnership with special distribution rights (the “Special Units”), is a performance based amount in the form of an allocation and distribution. This amount will be paid to the Sponsor, so long as the Advisory Agreement has not been terminated, as a performance participation interest with respect to the Special Units or, at the election of the Sponsor, all or a portion of this amount will be paid instead to the Advisor in the form of an allocation and distribution, as described in the Advisory Agreement. The performance component of the advisory fee is calculated as the lesser of: (1) 12.5% of (a) the annual total return amount less (b) any loss carryforward; and (2) the amount equal to (x) the annual total return amount, less (y) any loss carryforward, less (z) the amount needed to achieve an annual total return amount equal to 5.0% of the NAV per Fund Interest at the beginning of such year (the “Hurdle Amount”). The foregoing calculations are calculated on a per Fund Interest basis and multiplied by the weighted average Fund Interests outstanding during the year. In no event will the performance component of the advisory fee be less than zero. “Fund Interests” means the outstanding shares of the Company’s common stock and any Operating Partnership units (the “OP Units”) held by third parties. Accordingly, if the annual total return amount exceeds the Hurdle Amount plus the amount of any loss carryforward, then the Sponsor or the Advisor, as applicable, will earn a performance component equal to 100.0% of such excess, but limited to 12.5% of the annual total return amount that is in excess of the loss carryforward. The “annual total return amount” referred to above means all distributions paid or accrued per Fund Interest plus any change in NAV per Fund Interest since the end of the prior calendar year, adjusted to exclude the negative impact on annual total return resulting from the Company’s payment or obligation to pay, or distribute, as applicable, the performance component of the advisory fee as well as ongoing distribution fees (i.e., the Company’s ongoing class-specific fees). Until the Company determines an NAV, the initial NAV will be deemed to equal $10.00 per Fund Interest. If the performance component is being calculated with respect to a year in which the Company completes a liquidity event, for purposes of determining the annual total return amount, the change in NAV per Fund Interest will be deemed to equal the difference between the NAV per Fund Interest as of the end of the prior calendar year and the value per Fund Interest determined in connection with such liquidity event, as described in the Advisory Agreement. The “loss carryforward” referred to above tracks any negative annual total return amounts from prior years and offsets the positive annual total return amount for purposes of the calculation of the performance component of the advisory fee. The loss carryforward was zero as of the effective date of the Advisory Agreement. The performance component of the advisory fee (a) will not be calculated, accrued or paid with respect to any year in which the Company has not determined an initial NAV per share in accordance with the Company’s valuation procedures, (b) will begin to be calculated and accrued from and after the Company’s determination of the initial NAV per share, and (c) will be calculated for the entirety of the year in which the initial NAV per share is determined, using a beginning NAV per share of $10.00 as of January 1 st . As of December 31, 2017, no advisory fees had been incurred. As of December 31, 2017 , no advisory fees had been incurred. Property Management and Leasing Fees. Property management fees may be paid to the Property Manager or its affiliates in an amount equal to a market based percentage of the annual gross revenues of each real property owned by the Company and managed by the Property Manager. Such fee is expected to range from 2.0% to 5.0% of annual gross revenues. In addition, the Company may pay the Property Manager or its affiliates a separate fee for initially leasing‑up the Company’s real properties, for leasing vacant space in the Company’s real properties and for renewing or extending current leases on the Company’s real properties. Such leasing fee will be in an amount that is usual and customary for comparable services rendered to similar assets in the geographic market of the asset (generally expected to range from 2.0% to 8.0% of the projected first year’s annual gross revenues of the property); provided, however, that the Company will only pay a leasing fee to the Property Manager or its affiliates if the Property Manager or its affiliates provide leasing services, directly or indirectly. No property management nor leasing fees had been incurred as of December 31, 2017 . Organization and Offering Expenses. The Advisor has agreed to advance all of the Company’s organization and offering expenses on the Company’s behalf, excluding upfront selling commissions, dealer manager fees and distribution fees, through June 30, 2018. The Company will reimburse the Advisor for all such advanced expenses ratably over the 60 months following June 30, 2018. Beginning July 1, 2018, the Company will reimburse the Advisor for any organization and offering expenses that it pays on the Company’s behalf as and when paid. The Company’s total cumulative organization and offering expenses may not exceed 15.0% of the gross proceeds from the primary offering. As such, the Company does not consider organization and offering expenses above that amount to be currently payable, but such amounts may become payable in the future. Fees from Other Services. The Company retains certain of the Advisor’s affiliates, from time to time, for services relating to the Company’s investments or its operations, which may include property management services, leasing services, corporate services, statutory services, transaction support services, construction and development management, and loan management and servicing, and within one or more such categories, providing services in respect of asset and/or investment administration, accounting, technology, tax preparation, finance, treasury, operational coordination, risk management, insurance placement, human resources, legal and compliance, valuation and reporting‑related services, as well as services related to mortgage servicing, group purchasing, healthcare, consulting/brokerage, capital markets/credit origination, property, title and/or other types of insurance, management consulting and other similar operational matters. Any fees paid to the Advisor’s affiliates for any such services will not reduce the advisory fees. Any such arrangements will be at market rates or reimbursement of costs. The table below summarizes the fees and expenses incurred by the Company for services provided by the Advisor and its affiliates, and by the Dealer Manager related to the services described above, and any related amounts payable: For the Year Ended December 31, Payable as of December 31, 2017 December 31, 2016 (in thousands) 2017 2016 2015 Expensed: Organization costs (1) $ 77,864 $ 40,000 $ — $ 77,591 $ — Other expense reimbursements (2) 184,598 688 — 59,416 688 Total $ 262,462 $ 40,688 $ — $ 137,007 $ 688 Additional Paid-In Capital: Selling commissions $ 202,752 $ — $ — $ — $ — Dealer manager fees 253,440 — — — — Offering costs (1) 848,999 — — 848,999 — Distribution fees (3) 405,504 — — 401,726 — Total $ 1,710,695 $ — $ — $ 1,250,725 $ — (1) As of December 31, 2017 , the Advisor had incurred $7,216,404 of offering costs and $117,864 of organization costs on behalf of the Company. As of December 31, 2017 , the amount payable to the Advisor relating to organization and offering expenses was $926,590 , of which $77,591 related to organization costs. The Company had previously reimbursed the Advisor $40,273 related to organization costs pursuant to the advisory agreement in effect through June 30, 2017. (2) Other expense reimbursements include certain expenses incurred in connection with the services provided to the Company under the Advisory Agreement. These reimbursements include a portion of compensation expenses of individual employees of the Advisor, including certain of the Company’s named executive officers, related to activities for which the Advisor does not otherwise receive a separate fee. The Company reimbursed the Advisor approximately $152,093 for the year ended December 31, 2017 . Also, there were no amounts reimbursed to the Advisor for the years ended December 31, 2016 and 2015. There were also no amounts reimbursed to the Advisor for the years ended December 31, 2017 , 2016 or 2015 for the salary, bonus and benefits of the principal financial officer, Thomas G. McGonagle, or principal executive officer, Dwight L. Merriman III, for services provided to the Company. The principal executive officer and principal financial officer provide services to and receive additional compensation from affiliates of the Company’s Advisor that the Company does not reimburse. The remaining amount of other expense reimbursements relate to other general overhead and administrative expenses including, but not limited to, allocated rent paid to both third parties and affiliates of the Advisor, equipment, utilities, insurance, travel and entertainment. (3) The distribution fees accrue daily and are payable monthly in arrears. As of December 31, 2017 , the monthly amount of distribution fees payable of $8,222 is included in dividends payable on the consolidated balance sheets. Additionally, the Company accrues for future estimated amounts payable based on the shares outstanding as of the balance sheet date. As of December 31, 2017, the future estimated amounts payable of $393,504 are included in due to affiliates on the consolidated balance sheets. There were no distribution fees payable as of December 31, 2016. Transactions with Affiliates In November 2014, the Company sold 20,000 shares of Class A common stock to the Advisor at a price of $10.00 per share. Additionally, the Operating Partnership issued 20,000 OP Units to the Company in exchange for $200,000 . The Operating Partnership also issued 100 Special Units to the Sponsor for consideration of $1,000 . The Special Units are classified as noncontrolling interests. Expense Support Agreement On October 27, 2016, the Company entered into an Expense Support Agreement (the “Expense Support Agreement”) with the Operating Partnership and the Advisor. See the 2016 Form 10-K for a description of the Expense Support Agreement in effect for the six months ended June 30, 2017. Effective July 1, 2017, the Expense Support Agreement was amended and restated. Pursuant to the amended and restated Expense Support Agreement, effective for each quarter commencing October 1, 2016 and ending June 30, 2020, the Advisor has agreed to defer payment of all or a portion of the fixed component of the advisory fee otherwise payable to it pursuant to the Advisory Agreement, if the sum of (i) funds from operations (“FFO”) as disclosed in the Company’s quarterly and annual reports, (ii) the Company’s acquisition expenses and (iii) the performance component of the advisory fee for a particular quarter (collectively, the “Expense Support Threshold”) is less than the aggregate gross cash distributions declared for such quarter, assuming all such cash distributions had been declared at the aggregate distribution rate for Class I shares authorized by the Company’s board of directors for such quarter (“Baseline Distributions”). The amount of the fixed component of the advisory fee that will be deferred for a particular quarter, if any, will equal the lesser of (i) the difference between the Expense Support Threshold and Baseline Distributions for such quarter and (ii) the entire fixed component of the advisory fee payable to the Advisor pursuant to the Advisory Agreement for such quarter. In addition, if in a given calendar quarter, the Expense Support Threshold is less than Baseline Distributions for such quarter, and the deferred fixed component of the advisory fee is not sufficient to satisfy the shortfall for such quarter, or a “Deficiency,” the Advisor will be required to fund certain of the Company’s or the Operating Partnership’s expenses in an amount equal to such Deficiency. In no event will the aggregate of the deferred fixed component of the advisory fee and the Deficiency support payments exceed $15,000,000 (the “Maximum Amount”). Subject to certain conditions, the Advisor is entitled to reimbursement from the Company for any fixed component of the advisory fee that is deferred and any Deficiency support payments that the Advisor makes pursuant to the Expense Support Agreement; provided, that, the Company will not be obligated to reimburse the Advisor for any amount not reimbursed by the Company to the Advisor within three years after the quarter in which such reimbursable amount originated. For any quarter in which the Expense Support Threshold exceeds Baseline Distributions for that quarter, the Expense Support Agreement requires that the Company reimburse the Advisor in an amount equal to the lesser of (i) the difference between the Expense Support Threshold and Baseline Distributions and (ii) the sum of all outstanding reimbursable amounts, including any Deficiency support payments. Further, in the event that the Company terminates the Advisory Agreement without cause and not in connection with a liquidity event, any reimbursable amounts that have not expired or been repaid pursuant to the terms of the Expense Support Agreement will become immediately due and payable to the Advisor. The Company’s obligation to reimburse the Advisor will be non-interest bearing. During the term of the Expense Support Agreement, the Company may be able to use cash flow from operations to pay distributions to its stockholders that would otherwise be used to pay the fixed component of the advisory fee or expenses. Although the Expense Support Agreement has an effective term through June 30, 2020, the Expense Support Agreement may be terminated prior thereto without cause or penalty by a majority of the Company’s independent directors upon 30 days’ prior written notice to the Advisor. In addition, the Advisor’s obligations under the Expense Support Agreement will immediately terminate upon the earlier to occur of (i) the termination or non-renewal of the Advisory Agreement, (ii) the Company’s delivery of notice to the Advisor of its intention to terminate or not renew the Advisory Agreement, (iii) the Company’s completion of a liquidity event or (iv) the time the Advisor has deferred, waived or paid the Maximum Amount. Further, the Advisor may elect to immediately terminate its obligations under the Expense Support Agreement if the Company modifies the calculation of FFO. Except with respect to the early termination events described above, any obligation of the Advisor to make payments under the Expense Support Agreement with respect to the calendar quarter ending June 30, 2020 will remain operative and in full force and effect through the end of such quarter. When the Expense Support Agreement terminates, the Advisor will not have an obligation to defer fees or support expenses in order to support the Company’s cash distributions. Notwithstanding the foregoing, amounts deferred or reimbursed pursuant to the Expense Support Agreement shall survive any termination or expiration and remain subject to the reimbursement terms described above without modification. The table below provides information regarding the fees deferred and expense support provided by the Advisor, pursuant to the Expense Support Agreement. As of December 31, 2017 , the aggregate amount paid by the Advisor pursuant to the Expense Support Agreement was $1,884,430 . No amounts had been reimbursed to the Advisor by the Company as of December 31, 2017 . For the Year Ended December 31, 2017 2016 2015 Fees deferred $ — $ — $ — Other expenses supported 1,734,931 149,499 — Total expense support from Advisor (1) $ 1,734,931 $ 149,499 $ — (1) As of December 31, 2017 and 2016 , $196,118 and $149,499 , respectively, of expense support was payable to the Company by the Advisor. |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 12 Months Ended |
Dec. 31, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | 9. SUPPLEMENTAL CASH FLOW INFORMATION Supplemental cash flow information and disclosure of non-cash investing and financing activities is as follows: For the Year Ended December 31, 2017 2016 2015 Interest paid $ 83,649 $ 13,209 $ — Dividends payable 56,227 11,121 — Future estimated distribution fees payable 393,504 — — Distributions reinvested in common stock 52,800 — — Accrued offering costs due to the Advisor 926,590 — — Offering proceeds due from transfer agent 1,496 — — Restricted Cash As of December 31, 2017 , restricted cash consisted of amounts deposited with a third-party escrow agent related to the Notes issued pursuant to the Private Offering. See “ Note 4 ” for further information on the Notes, and “ Note 6 ” for further information on the Private Offering. The following table presents a reconciliation of the beginning of period and end of period cash, cash equivalents and restricted cash reported within the consolidated balance sheets to the totals shown in the consolidated statements of cash flows: For the Year Ended December 31, 2017 2016 2015 Beginning of period: Cash and cash equivalents $ 1,639,961 $ 201,000 $ 201,000 Restricted cash 481,410 — — Cash, cash equivalents and restricted cash $ 2,121,371 $ 201,000 $ 201,000 End of period: Cash and cash equivalents $ 10,565,337 $ 1,639,961 $ 201,000 Restricted cash 481,410 481,410 — Cash, cash equivalents and restricted cash $ 11,046,747 $ 2,121,371 $ 201,000 |
NONCONTROLLING INTERESTS
NONCONTROLLING INTERESTS | 12 Months Ended |
Dec. 31, 2017 | |
Noncontrolling Interest [Abstract] | |
NONCONTROLLING INTERESTS | 10. NONCONTROLLING INTERESTS Special Units In November 2014, the Operating Partnership issued 100 Special Units to the parent of the Advisor for consideration of $1,000 . The holder of the Special Units does not participate in the profits and losses of the Operating Partnership. The Sponsor in its capacity as holder of the Special Units will be paid a performance based amount in the form of an allocation and distribution. Refer to “ Note 8 ” for details regarding the performance component of the advisory fee. This amount will be paid to the Sponsor, so long as the Advisory Agreement has not been terminated, as a performance participation interest with respect to the Special Units or, at the election of the Sponsor, will be paid instead to the Advisor in the form of an allocation and distribution, as described in the Advisory Agreement. The limited partner interests not owned by the Company are presented as noncontrolling interests in the consolidated financial statements. The noncontrolling interests are reported on the consolidated balance sheets within permanent equity, separate from stockholders’ equity. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 11. COMMITMENTS AND CONTINGENCIES The Company and the Operating Partnership are not presently involved in any material litigation nor, to the Company’s knowledge, is any material litigation threatened against the Company. |
SELECTED QUARTERLY FINANCIAL DA
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | 12. SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) Selected quarterly financial data is as follows: For the Quarter Ended March 31 June 30 September 30 December 31 2017 Total revenues $ — $ — $ — $ — Total operating expenses $ (251,928 ) $ (306,376 ) $ (377,557 ) $ (287,308 ) Total other expenses $ (33,224 ) $ (33,224 ) $ (56,477 ) $ (185,710 ) Expense support from the Advisor $ 318,196 $ 372,773 $ 469,447 $ 574,515 Net income $ 33,044 $ 33,173 $ 35,413 $ 101,497 Net income attributable to common stockholders $ 33,044 $ 33,173 $ 35,413 $ 101,497 Net income per common share - basic and diluted (1) $ 0.13 $ 0.13 $ 0.14 $ 0.14 Weighted-average shares outstanding 255,726 257,713 259,912 744,932 2016 Total revenues $ — $ — $ — $ — Total operating expenses $ — $ (88,763 ) $ (59,375 ) $ (161,474 ) Total other expenses $ — $ — $ — $ (15,185 ) Expense support from the Advisor $ — $ — $ — $ 149,499 Net loss $ — $ (88,763 ) $ (59,375 ) $ (27,160 ) Net loss attributable to common stockholders $ — $ (88,763 ) $ (59,375 ) $ (27,160 ) Net loss per common share - basic and diluted (1) $ — $ (4.44 ) $ (2.97 ) $ (0.27 ) Weighted-average shares outstanding 20,000 20,000 20,000 99,150 (1) Quarterly net loss per common share amounts do not total the annual net loss per common share amount due to changes in the number of weighted-average shares outstanding calculated on a quarterly and annual basis and included in the net loss per share calculation. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 13. SUBSEQUENT EVENTS Status of Offering A summary of the Company’s Initial Public Offering (including shares sold through the primary offering and the distribution reinvestment plan (“DRIP”)) and its Private Offering, as of March 1, 2018 is as follows: Notes to Class T Class W Class I Stockholders (1) Total Amount of gross proceeds raised: Primary offering (2) $ 28,036,420 $ — $ 2,015,000 $ — $ 30,051,420 DRIP (2) 71,714 — 49,784 — 121,498 Private offering (3) 62,300 — 62,300 375,400 500,000 Total offering $ 28,170,434 $ — $ 2,127,084 $ 375,400 $ 30,672,918 Number of shares issued: Primary offering 2,677,479 — 222,849 — 2,900,328 DRIP 7,171 — 5,125 — 12,296 Private offering (3) 7,000 — 7,000 — 14,000 Stock dividends 79 6,250 2,814 — 9,143 Total offering 2,691,729 6,250 237,788 — 2,935,767 (1) Amount relates to promissory notes issued to stockholders in the Private Offering. See “Note 4” for additional details. (2) As of March 1, 2018 , the Company had raised sufficient offering proceeds to satisfy the minimum offering requirements with respect to all states other than Pennsylvania. Subscriptions from Pennsylvania residents will not be released from escrow until subscriptions for shares totaling at least $75,000,000 have been received from all sources. (3) The Private Offering closed on December 1, 2016. As of March 1, 2018 , $1,969,827,082 in shares of the Company’s common stock remained available for sale pursuant to the Initial Public Offering in any combination of Class T shares, Class W shares or Class I shares, including $499,878,502 in shares of common stock available for sale through the Company’s distribution reinvestment plan, which may be reallocated for sale in the primary offering. Completed Acquisitions Ontario Industrial Center. On February 26, 2018, the Company acquired one industrial building located in the Southern California market (the “Ontario Industrial Center”). The total purchase price was $10,565,250 , exclusive of transfer taxes, due diligence expenses, acquisition costs and other closing costs. Acquisitions Under Contract Gothard Industrial Center. On February 23, 2018, the Company entered into a purchase agreement to acquire one industrial building in the Southern California market (the “Gothard Industrial Center”). The total purchase price is expected to be $10,075,000 , exclusive of transfer taxes, due diligence expenses, acquisitions costs and other closing costs. In connection with the execution of the purchase agreement, the Company deposited $400,000 into an escrow account. The acquisition of the Gothard Industrial Center is expected to close during the second quarter of 2018, but there can be no assurance the acquisition will be completed. The consummation of the acquisition is subject to the Company’s completion of due diligence and various closing conditions to be met by the parties. If the Company does not close on the acquisition, there are circumstances under which the Company may forfeit its deposit. |
SUMMARY OF SIGNIFICANT ACCOUN20
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). In the opinion of management, the accompanying consolidated financial statements contain all adjustments and eliminations, consisting only of normal recurring adjustments necessary for a fair presentation in conformity with GAAP. |
Basis of Consolidation | Basis of Consolidation The consolidated financial statements include the accounts of Black Creek Industrial REIT IV Inc. and the Operating Partnership, as well as amounts related to noncontrolling interests. See “Noncontrolling Interests” below for further detail concerning the accounting policies regarding noncontrolling interests. All material intercompany accounts and transactions have been eliminated. |
Use of Estimates | Use of Estimates GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Actual results could differ from these estimates. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the period they are determined to be necessary. |
Reclassifications | Reclassifications Certain items in the Company’s consolidated statement of cash flows for 2016 have been reclassified to conform to the 2017 presentation. Due to a new accounting standard adopted for the period ending December 31, 2017, restricted cash and restricted cash equivalents have been reclassified to be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the consolidated statements of cash flows. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of cash on hand and highly liquid investments with original maturities of three months or less. |
Accounts Payable and Accrued Liabilities | Accounts Payable and Accrued Liabilities Accounts payable and accrued liabilities primarily consist of amounts payable related to compensation to the Company’s independent directors and fees related to the line of credit. |
Debt Issuance Costs | Debt Issuance Costs Debt issuance costs include fees and costs incurred to obtain long-term financing. These fees and costs are amortized to interest expense over the terms of the related credit facilities. Unamortized deferred financing costs are written off if debt is retired before its maturity date. Debt issuance costs related to the line of credit include up-front fees and costs incurred in order to close on the commitments for the line of credit. As such, these costs are recorded as an asset on the consolidated balance sheets. Debt issuance costs related to the notes payable to certain stockholders are recorded as a direct deduction from the principal amount of that liability. |
Distribution Fees | Distribution Fees Distribution fees are paid monthly. Distribution fees are accrued upon the issuance of Class T shares and Class W shares. The Company accrues for: (i) the monthly amount payable as of the balance sheet date, and (ii) the estimated amount of distribution fees to be paid in future periods based on the Class T shares and Class W shares outstanding as of the balance sheet date. The accrued distribution fees are reflected in additional paid-in capital in stockholders’ equity. See “ Note 8 ” for additional information regarding when distribution fees become payable. |
Noncontrolling Interests | Noncontrolling Interests Due to the Company’s control of the Operating Partnership through its sole general partner interest and its limited partner interest, the Company consolidates the Operating Partnership. The limited partner interests not owned by the Company are presented as noncontrolling interests in the consolidated financial statements. The noncontrolling interests are reported on the consolidated balance sheets within permanent equity, separate from stockholders’ equity. As the limited partner interests do not participate in the profits and losses of the Operating Partnership, there is no net income or loss attributable to the noncontrolling interests on the consolidated statements of operations. See “ Note 10 ” for additional information. |
Organization and Offering Expenses | Organization and Offering Expenses Organization costs are expensed as incurred and offering expenses associated with the Company’s public offerings are recorded as a reduction of gross offering proceeds in additional paid-in capital. See “ Note 8 ” for additional information regarding when organization and offering expenses become reimbursable. |
Income Taxes | Income Taxes The Company currently operates as a REIT under the Internal Revenue Code of 1986, as amended, for federal income tax purposes, and will elect to be treated as such beginning with its taxable year ended December 31, 2017 . As a REIT, the Company generally is not subject to federal income taxes on net income it distributes to stockholders. The Company intends to make timely distributions sufficient to satisfy the annual distribution requirements. If the Company fails to qualify as a REIT in any taxable year, the Company will be subject to federal income tax on its taxable income at regular corporate tax rates. Even if the Company qualifies for taxation as a REIT, the Company may be subject to certain state and local taxes on its income and property and federal income and excise taxes on its undistributed income. |
Net Income (Loss) Per Common Share | Net Income (Loss) Per Common Share The Company computes net income (loss) per common share by dividing net income (loss) by the weighted-average number of common shares outstanding during the period for each class. There are no class specific expenses and each class of common stock shares equally in the profits and losses of the Company. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents. At times, balances with any one financial institution may exceed the Federal Deposit Insurance Corporation insurance limits. The Company believes it mitigates this risk by investing its cash with high-credit quality financial institutions. |
Fair Value Measurements | Fair Value Measurements Fair value measurements are determined based on the assumptions that market participants would use in pricing the asset or liability. Fair value measurements are categorized into one of three levels of the fair value hierarchy based on the lowest level of significant input used. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. 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. Considerable judgment and a high degree of subjectivity are involved in developing these estimates. These estimates may differ from the actual amounts that the Company could realize upon settlement. The fair value hierarchy is as follows: Level 1—Quoted (unadjusted) prices in active markets for identical assets or liabilities. Level 2—Other observable inputs, either directly or indirectly, other than quoted prices included in Level 1, including: • Quoted prices for similar assets/liabilities in active markets; • Quoted prices for identical or similar assets/liabilities in non-active markets (e.g., few transactions, limited information, non-current prices, high variability over time); • Inputs other than quoted prices that are observable for the asset/liability (e.g., interest rates, yield curves, volatilities, default rates); and • Inputs that are derived principally from or corroborated by other observable market data. Level 3—Unobservable inputs that cannot be corroborated by observable market data. |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards In August 2016, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2016-15, “Statement of Cash Flows (Topic 230)” (“ASU 2016-15”), which provides guidance on eight cash flow classification issues and on reducing diversity in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. Current GAAP does not include specific guidance on these eight cash flow classification issues. In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230): Restricted Cash,” (“ASU 2016-18”) which requires companies to include restricted cash and restricted cash equivalents with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. ASU 2016-18 requires disclosure of a reconciliation between the statement of financial position and the statement of cash flows when the statement of financial position includes more than one line item for cash, cash equivalents, restricted cash, and restricted cash equivalents. Entities with material restricted cash and restricted cash equivalents balances will be required to disclose the nature of the restrictions. ASU 2016-15 and ASU 2016-18 are effective for annual and interim reporting periods beginning after December 15, 2017, with early adoption permitted. The Company adopted this guidance beginning with the year ended December 31, 2017. As required, the Company retrospectively applied the guidance in ASU 2016-18 to the prior periods presented, which resulted in an increase in net cash provided by financing activities of $481,410 on the consolidated statements of cash flows for the year ended December 31, 2016. The adoption of this guidance did not have a significant impact on the Company’s consolidated financial statements other than the Company updating the presentation of restricted cash in its current statement of cash flows to conform to the new requirements. |
FAIR VALUE OF FINANCIAL INSTR21
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair value of notes payable | The carrying value and fair value of the Notes were as follows: As of December 31, 2017 As of December 31, 2016 Carrying Fair Carrying Fair Value Value Value Value Notes payable to stockholders $ 375,400 $ 375,400 $ 375,400 $ 375,400 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Summary of Public and Private Offerings | A summary of the Company’s Initial Public Offering (including shares sold through the primary offering and the distribution reinvestment plan (“DRIP”)) and its Private Offering, as of December 31, 2017 , is as follows: Notes to Class T Class W Class I Stockholders (1) Total Amount of gross proceeds raised: Primary offering (2) $ 10,137,589 $ — $ 2,000,000 $ — $ 12,137,589 DRIP (2) 10,519 — 42,281 — 52,800 Private offering (3) 62,300 — 62,300 375,400 500,000 Total offering $ 10,210,408 $ — $ 2,104,581 $ 375,400 $ 12,690,389 Number of shares issued: Primary offering 968,140 — 221,349 — 1,189,489 DRIP 1,052 — 4,375 — 5,427 Private offering (3) 7,000 — 7,000 — 14,000 Stock dividends 79 6,250 2,814 — 9,143 Total offering 976,271 6,250 235,538 — 1,218,059 (1) Amount relates to notes payable issued to investors in the Private Offering. See “ Note 4 ” for additional details. (2) As of December 31, 2017 , the Company had raised sufficient offering proceeds to satisfy the minimum offering requirements with respect to all states other than Pennsylvania. Subscriptions from Pennsylvania residents will not be released from escrow until subscriptions for shares totaling at least $75,000,000 have been received from all sources. (3) The Private Offering closed on December 1, 2016. |
Summary of Changes in Shares Outstanding and Aggregate Par Value of Outstanding Shares for Each Class of Common Stock | The following table summarizes the changes in the shares outstanding for each class of common stock for the periods presented below: Class T Class W Class I Total Shares Shares Shares (1) Shares Balance as of December 31, 2014 — — 20,000 20,000 Issuance of common stock — — — — Balance as of December 31, 2015 — — 20,000 20,000 Issuance of common stock: Primary shares — — 221,349 221,349 Private offering shares 7,000 — 7,000 14,000 Balance as of December 31, 2016 7,000 — 248,349 255,349 Issuance of common stock: Primary shares 968,140 — — 968,140 DRIP 1,052 — 4,375 5,427 Stock dividends 79 6,250 2,814 9,143 Balance as of December 31, 2017 976,271 6,250 255,538 1,238,059 (1) In November 2014, the Company sold 20,000 shares of Class A common stock to the Advisor. See “ Note 8 ” for additional information. |
Cash Distribution | |
Dividends Table | The following table summarizes the Company’s quarterly cash distribution activity on a quarterly basis (including distributions reinvested in shares of the Company’s common stock): Amount Declared per Paid Reinvested Distribution Gross 2017 December 31 $ 0.13625 $ 45,868 $ 43,601 $ 12,000 $ 101,469 September 30 0.13625 24,459 10,986 — 35,445 June 30 0.12950 23,162 10,216 — 33,378 March 31 0.12950 23,076 10,040 — 33,116 Total $ 116,565 $ 74,843 $ 12,000 $ 203,408 2016 December 31 (4) $ 0.12950 $ 7,517 $ 3,604 $ — $ 11,121 (1) Amounts reflect the distribution rate authorized by the Company’s board of directors per Class T share, per Class W share, and per Class I share of common stock. As noted above, commencing with the third quarter of 2017, distributions were declared and paid as of monthly record dates. These monthly distributions have been aggregated and presented on a quarterly basis. The distributions on Class T shares and Class W shares of common stock were reduced by the respective distribution fees that were payable with respect to such Class T shares and Class W shares. (2) Distribution fees are paid monthly to the Dealer Manager with respect to Class T shares and Class W shares issued in the primary portion of the Initial Public Offering only. Refer to “ Note 8 ” for further detail regarding distribution fees. (3) Gross distributions are total distributions before the deduction of any distribution fees relating to Class T shares and Class W shares. (4) Cash distributions were authorized to all common stockholders of record as of the close of business on each day commencing on the date that the minimum offering requirements were met in connection with the Initial Public Offering and ending on the last day of the quarter in which the minimum offering requirements were met (the “Initial Quarter”). The Company met the minimum offering requirements in connection with the Initial Public Offering on November 30, 2016. Accordingly, the Initial Quarter commenced on that date and ended on December 31, 2016. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Preliminary Taxability of Distributions on Common Shares | The unaudited preliminary taxability of the Company’s 2017 distributions was: For the Year Ended December 31, 2017 Ordinary income — % Non-taxable return of capital 100.0 Long-term capital gain — Total distribution 100.0 % |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Dealer Manager Fees | The following table details the selling commissions, dealer manager fees and distribution fees applicable for each share class. Class T Class W Class I Selling commissions (as % of offering price) up to 2.0% —% —% Dealer manager fees (as % of offering price) up to 2.5% —% —% Distribution fees ( as % of NAV per annum) 1.0% 0.5% —% |
Schedule of Fixed Component for Advisory Fee | The following table details the fixed component of the advisory fee. Fixed Component % of aggregate cost of real property assets located in the U.S. (per annum) 0.80% % of aggregate cost of real property assets located outside the U.S. (per annum) 1.20% % of aggregate cost or investment of any interest in any other real estate-related entity or debt investment or other investment (per annum) 0.80% % of total consideration paid in connection with the disposition of real property or a liquidity event involving gross market capitalization of the Company upon occurrence of a listing 1.00% |
Summary of Fees and Expenses Incurred by Company | The table below summarizes the fees and expenses incurred by the Company for services provided by the Advisor and its affiliates, and by the Dealer Manager related to the services described above, and any related amounts payable: For the Year Ended December 31, Payable as of December 31, 2017 December 31, 2016 (in thousands) 2017 2016 2015 Expensed: Organization costs (1) $ 77,864 $ 40,000 $ — $ 77,591 $ — Other expense reimbursements (2) 184,598 688 — 59,416 688 Total $ 262,462 $ 40,688 $ — $ 137,007 $ 688 Additional Paid-In Capital: Selling commissions $ 202,752 $ — $ — $ — $ — Dealer manager fees 253,440 — — — — Offering costs (1) 848,999 — — 848,999 — Distribution fees (3) 405,504 — — 401,726 — Total $ 1,710,695 $ — $ — $ 1,250,725 $ — (1) As of December 31, 2017 , the Advisor had incurred $7,216,404 of offering costs and $117,864 of organization costs on behalf of the Company. As of December 31, 2017 , the amount payable to the Advisor relating to organization and offering expenses was $926,590 , of which $77,591 related to organization costs. The Company had previously reimbursed the Advisor $40,273 related to organization costs pursuant to the advisory agreement in effect through June 30, 2017. (2) Other expense reimbursements include certain expenses incurred in connection with the services provided to the Company under the Advisory Agreement. These reimbursements include a portion of compensation expenses of individual employees of the Advisor, including certain of the Company’s named executive officers, related to activities for which the Advisor does not otherwise receive a separate fee. The Company reimbursed the Advisor approximately $152,093 for the year ended December 31, 2017 . Also, there were no amounts reimbursed to the Advisor for the years ended December 31, 2016 and 2015. There were also no amounts reimbursed to the Advisor for the years ended December 31, 2017 , 2016 or 2015 for the salary, bonus and benefits of the principal financial officer, Thomas G. McGonagle, or principal executive officer, Dwight L. Merriman III, for services provided to the Company. The principal executive officer and principal financial officer provide services to and receive additional compensation from affiliates of the Company’s Advisor that the Company does not reimburse. The remaining amount of other expense reimbursements relate to other general overhead and administrative expenses including, but not limited to, allocated rent paid to both third parties and affiliates of the Advisor, equipment, utilities, insurance, travel and entertainment. (3) The distribution fees accrue daily and are payable monthly in arrears. As of December 31, 2017 , the monthly amount of distribution fees payable of $8,222 is included in dividends payable on the consolidated balance sheets. Additionally, the Company accrues for future estimated amounts payable based on the shares outstanding as of the balance sheet date. As of December 31, 2017, the future estimated amounts payable of $393,504 are included in due to affiliates on the consolidated balance sheets. There were no distribution fees payable as of December 31, 2016. |
Schedule of Fees Waived or Expense Supported by the Advisor and Reimbursements to the Advisor by the Company | The table below provides information regarding the fees deferred and expense support provided by the Advisor, pursuant to the Expense Support Agreement. As of December 31, 2017 , the aggregate amount paid by the Advisor pursuant to the Expense Support Agreement was $1,884,430 . No amounts had been reimbursed to the Advisor by the Company as of December 31, 2017 . For the Year Ended December 31, 2017 2016 2015 Fees deferred $ — $ — $ — Other expenses supported 1,734,931 149,499 — Total expense support from Advisor (1) $ 1,734,931 $ 149,499 $ — (1) As of December 31, 2017 and 2016 , $196,118 and $149,499 , respectively, of expense support was payable to the Company by the Advisor. |
SUPPLEMENTAL CASH FLOW INFORM25
SUPPLEMENTAL CASH FLOW INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental cash flow information | The following table presents a reconciliation of the beginning of period and end of period cash, cash equivalents and restricted cash reported within the consolidated balance sheets to the totals shown in the consolidated statements of cash flows: For the Year Ended December 31, 2017 2016 2015 Beginning of period: Cash and cash equivalents $ 1,639,961 $ 201,000 $ 201,000 Restricted cash 481,410 — — Cash, cash equivalents and restricted cash $ 2,121,371 $ 201,000 $ 201,000 End of period: Cash and cash equivalents $ 10,565,337 $ 1,639,961 $ 201,000 Restricted cash 481,410 481,410 — Cash, cash equivalents and restricted cash $ 11,046,747 $ 2,121,371 $ 201,000 Supplemental cash flow information and disclosure of non-cash investing and financing activities is as follows: For the Year Ended December 31, 2017 2016 2015 Interest paid $ 83,649 $ 13,209 $ — Dividends payable 56,227 11,121 — Future estimated distribution fees payable 393,504 — — Distributions reinvested in common stock 52,800 — — Accrued offering costs due to the Advisor 926,590 — — Offering proceeds due from transfer agent 1,496 — — |
SELECTED QUARTERLY FINANCIAL 26
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data | Selected quarterly financial data is as follows: For the Quarter Ended March 31 June 30 September 30 December 31 2017 Total revenues $ — $ — $ — $ — Total operating expenses $ (251,928 ) $ (306,376 ) $ (377,557 ) $ (287,308 ) Total other expenses $ (33,224 ) $ (33,224 ) $ (56,477 ) $ (185,710 ) Expense support from the Advisor $ 318,196 $ 372,773 $ 469,447 $ 574,515 Net income $ 33,044 $ 33,173 $ 35,413 $ 101,497 Net income attributable to common stockholders $ 33,044 $ 33,173 $ 35,413 $ 101,497 Net income per common share - basic and diluted (1) $ 0.13 $ 0.13 $ 0.14 $ 0.14 Weighted-average shares outstanding 255,726 257,713 259,912 744,932 2016 Total revenues $ — $ — $ — $ — Total operating expenses $ — $ (88,763 ) $ (59,375 ) $ (161,474 ) Total other expenses $ — $ — $ — $ (15,185 ) Expense support from the Advisor $ — $ — $ — $ 149,499 Net loss $ — $ (88,763 ) $ (59,375 ) $ (27,160 ) Net loss attributable to common stockholders $ — $ (88,763 ) $ (59,375 ) $ (27,160 ) Net loss per common share - basic and diluted (1) $ — $ (4.44 ) $ (2.97 ) $ (0.27 ) Weighted-average shares outstanding 20,000 20,000 20,000 99,150 (1) Quarterly net loss per common share amounts do not total the annual net loss per common share amount due to changes in the number of weighted-average shares outstanding calculated on a quarterly and annual basis and included in the net loss per share calculation. |
SUBSEQUENT EVENTS (Tables)
SUBSEQUENT EVENTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Status Update Of Public and Private Offerings [Member] | |
Summary of Company's Public and Private Offerings | A summary of the Company’s Initial Public Offering (including shares sold through the primary offering and the distribution reinvestment plan (“DRIP”)) and its Private Offering, as of March 1, 2018 is as follows: Notes to Class T Class W Class I Stockholders (1) Total Amount of gross proceeds raised: Primary offering (2) $ 28,036,420 $ — $ 2,015,000 $ — $ 30,051,420 DRIP (2) 71,714 — 49,784 — 121,498 Private offering (3) 62,300 — 62,300 375,400 500,000 Total offering $ 28,170,434 $ — $ 2,127,084 $ 375,400 $ 30,672,918 Number of shares issued: Primary offering 2,677,479 — 222,849 — 2,900,328 DRIP 7,171 — 5,125 — 12,296 Private offering (3) 7,000 — 7,000 — 14,000 Stock dividends 79 6,250 2,814 — 9,143 Total offering 2,691,729 6,250 237,788 — 2,935,767 (1) Amount relates to promissory notes issued to stockholders in the Private Offering. See “Note 4” for additional details. (2) As of March 1, 2018 , the Company had raised sufficient offering proceeds to satisfy the minimum offering requirements with respect to all states other than Pennsylvania. Subscriptions from Pennsylvania residents will not be released from escrow until subscriptions for shares totaling at least $75,000,000 have been received from all sources. (3) The Private Offering closed on December 1, 2016. |
SUMMARY OF SIGNIFICANT ACCOUN28
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accounting Policies [Abstract] | |||
Net income (loss) attributable to noncontrolling interests | $ 0 | $ 0 | $ 0 |
Dilutive shares | 0 | 0 | 0 |
Organization and Nature of Operations [Line Items] | |||
Net cash provided by financing activities | $ 8,661,539 | $ 2,401,224 | $ 0 |
Accounting Standards Update 2016-18 | |||
Organization and Nature of Operations [Line Items] | |||
Net cash provided by financing activities | $ 481,410 |
LINE OF CREDIT - Additional Inf
LINE OF CREDIT - Additional Information (Details) | Sep. 18, 2017USD ($)Extension | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Line of Credit Facility [Line Items] | ||||
Line of credit | $ 0 | $ 0 | ||
Amortization of debt issuance costs | 152,473 | 2,058 | $ 0 | |
Line of Credit | Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Aggregate borrowing capacity | $ 100,000,000 | |||
Additional borrowing capacity | 500,000,000 | |||
Maximum borrowing capacity | $ 600,000,000 | |||
Number of one year extensions | Extension | 2 | |||
Extension term | 1 year | |||
Line of credit | 0 | |||
Debt issuance costs | 887,370 | |||
Accumulated amortization of debt issuance costs | 103,083 | |||
Amortization of debt issuance costs | $ 103,083 | $ 0 | ||
Line of Credit | Revolving Credit Facility | LIBOR | Minimum | ||||
Line of Credit Facility [Line Items] | ||||
Spread on variable rate | 1.60% | |||
Line of Credit | Revolving Credit Facility | LIBOR | Maximum | ||||
Line of Credit Facility [Line Items] | ||||
Spread on variable rate | 2.50% | |||
Line of Credit | Revolving Credit Facility | Base Rate | Minimum | ||||
Line of Credit Facility [Line Items] | ||||
Spread on variable rate | 0.60% | |||
Line of Credit | Revolving Credit Facility | Base Rate | Maximum | ||||
Line of Credit Facility [Line Items] | ||||
Spread on variable rate | 1.50% |
NOTES PAYABLE TO STOCKHOLDERS -
NOTES PAYABLE TO STOCKHOLDERS - Additional Information (Detail) | Dec. 01, 2016USD ($)Investor$ / Note | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Debt Instrument [Line Items] | ||||
Amortization of debt issuance costs | $ 152,473 | $ 2,058 | $ 0 | |
Promissory Note [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt issuance costs | 22,636 | 72,024 | ||
Accumulated amortization of debt issuance costs | 51,446 | 2,058 | ||
Amortization of debt issuance costs | 49,388 | $ 2,058 | $ 0 | |
Private Offering | ||||
Debt Instrument [Line Items] | ||||
Number of investors in the Private Offering | Investor | 125 | |||
Promissory note issued per note | $ / Note | 3,003 | |||
Promissory note principal amount | $ 375,400 | |||
Percentage of interest | 18.25% | |||
Private Offering | Promissory Note [Member] | ||||
Debt Instrument [Line Items] | ||||
Prepayment premium per note | $ 300 |
FAIR VALUE OF FINANCIAL INSTR31
FAIR VALUE OF FINANCIAL INSTRUMENTS (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Fair Value Disclosures [Abstract] | ||
Carrying value of the notes payable to stockholders | $ 375,400 | $ 375,400 |
Fair value of the notes payable to stockholders | $ 375,400 | $ 375,400 |
STOCKHOLDERS' EQUITY - Addition
STOCKHOLDERS' EQUITY - Additional Information (Detail) | Oct. 02, 2017 | Dec. 01, 2016USD ($)Investor$ / sharesshares | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($)shares | Mar. 01, 2018USD ($) | Jan. 31, 2018USD ($) | Jul. 03, 2017USD ($)$ / shares | Aug. 08, 2016USD ($)$ / shares | Feb. 18, 2016USD ($) | Nov. 30, 2014shares |
Stockholders Equity [Line Items] | |||||||||||||
Offering costs | $ 1,305,191 | $ 24,694 | |||||||||||
Number of shares redeemed | shares | 0 | ||||||||||||
Minimum | Pennsylvania | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Minimum common stock subscription value | $ 75,000,000 | ||||||||||||
IPO | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Maximum dollar value of common stock in public offering | $ 2,000,000,000 | ||||||||||||
Dollar value of common stock in offering, primary shares | $ 1,500,000,000 | $ 1,500,000,000 | |||||||||||
Offering price of common stock per share, primary shares (in dollars per share) | $ / shares | $ 10 | ||||||||||||
Dollar value of common stock in offering, DRIP shares | $ 500,000,000 | $ 500,000,000 | |||||||||||
Total amount of common stock remaining available for sale $ | 1,987,809,611 | ||||||||||||
Amount remaining available for sale through distribution reinvestment plan | 499,947,200 | ||||||||||||
Private Offering | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Number of investors in the Private Offering | Investor | 125 | ||||||||||||
Common stock value | $ 124,600 | ||||||||||||
Offering costs | 24,694 | ||||||||||||
Proceeds from issuance of common stock | 500,000 | ||||||||||||
Amount on deposit with the escrow agent | $ 481,410 | ||||||||||||
Class A | IPO | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Offering price of common stock per share, primary shares (in dollars per share) | $ / shares | $ 10 | ||||||||||||
Offering price of common stock per share, DRIP shares | $ / shares | 9.0355 | ||||||||||||
Class A | Private Offering | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Offering price of common stock per share, primary shares (in dollars per share) | $ / shares | $ 8.90 | ||||||||||||
Number of common stock issued per investor in the Private Offering | shares | 56 | ||||||||||||
Number of common stock issued in the Private Offering | shares | 7,000 | ||||||||||||
Class T | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Common stock value | $ 9,763 | $ 70 | |||||||||||
Common stock, shares issued | shares | 976,271 | 7,000 | |||||||||||
Redemption percentage of common stock that's been outstanding more than one year but less than two years | 97.50% | ||||||||||||
Number of shares redeemed | shares | 0 | ||||||||||||
Class T | IPO | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Offering price of common stock per share, primary shares (in dollars per share) | $ / shares | $ 10.4712 | 9.4180 | |||||||||||
Offering price of common stock per share, DRIP shares | $ / shares | 9.0355 | ||||||||||||
Class T | Private Offering | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Offering price of common stock per share, primary shares (in dollars per share) | $ / shares | $ 8.90 | ||||||||||||
Number of common stock issued per investor in the Private Offering | shares | 56 | ||||||||||||
Number of common stock issued in the Private Offering | shares | 7,000 | ||||||||||||
Class W | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Common stock value | $ 62 | $ 0 | |||||||||||
Common stock, shares issued | shares | 6,250 | 0 | |||||||||||
Dividend shares issued per share (in shares) | 50 | ||||||||||||
Number of shares redeemed | shares | 0 | ||||||||||||
Class W | IPO | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Offering price of common stock per share, primary shares (in dollars per share) | $ / shares | 10 | 9.0355 | |||||||||||
Offering price of common stock per share, DRIP shares | $ / shares | $ 9.0355 | ||||||||||||
Class I | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Common stock value | $ 2,555 | $ 2,483 | |||||||||||
Common stock, shares issued | shares | 255,538 | 248,349 | |||||||||||
Number of shares redeemed | shares | 0 | ||||||||||||
Class I | IPO | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Offering price of common stock per share, primary shares (in dollars per share) | $ / shares | $ 10 | ||||||||||||
Stock Dividends | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Special daily stock dividend shares | 0.0000410959 | 0.0000410959 | 0.0000410959 | ||||||||||
Common Stock | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Redemption percentage of common stock that's been outstanding less than one year | 95.00% | ||||||||||||
Common Stock | BCI IV Advisors LLC (the Advisor) | Class A | Affiliated Entity | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Common stock, shares issued | shares | 20,000 | ||||||||||||
Subsequent Event | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Total amount of common stock remaining available for sale $ | $ 1,969,827,082 | ||||||||||||
Amount remaining available for sale through distribution reinvestment plan | 499,878,502 | ||||||||||||
Subsequent Event | Minimum | Pennsylvania | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Minimum common stock subscription value | $ 75,000,000 | ||||||||||||
Subsequent Event | IPO | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Minimum common stock subscription value | $ 10,000,000 |
STOCKHOLDERS' EQUITY - Summary
STOCKHOLDERS' EQUITY - Summary of Company's Offerings (Detail) | Dec. 31, 2017USD ($)shares |
Stockholders Equity [Line Items] | |
Amount of gross proceeds raised | $ | $ 12,690,389 |
Number of shares sold | 1,218,059 |
Primary Offering | |
Stockholders Equity [Line Items] | |
Amount of gross proceeds raised | $ | $ 12,137,589 |
Number of shares sold | 1,189,489 |
DRIP Offering | |
Stockholders Equity [Line Items] | |
Amount of gross proceeds raised | $ | $ 52,800 |
Number of shares sold | 5,427 |
Private Offering | |
Stockholders Equity [Line Items] | |
Amount of gross proceeds raised | $ | $ 500,000 |
Number of shares sold | 14,000 |
Stock Dividends | |
Stockholders Equity [Line Items] | |
Number of shares sold | 9,143 |
Class T | |
Stockholders Equity [Line Items] | |
Amount of gross proceeds raised | $ | $ 10,210,408 |
Number of shares sold | 976,271 |
Class T | Primary Offering | |
Stockholders Equity [Line Items] | |
Amount of gross proceeds raised | $ | $ 10,137,589 |
Number of shares sold | 968,140 |
Class T | DRIP Offering | |
Stockholders Equity [Line Items] | |
Amount of gross proceeds raised | $ | $ 10,519 |
Number of shares sold | 1,052 |
Class T | Private Offering | |
Stockholders Equity [Line Items] | |
Amount of gross proceeds raised | $ | $ 62,300 |
Number of shares sold | 7,000 |
Class T | Stock Dividends | |
Stockholders Equity [Line Items] | |
Number of shares sold | 79 |
Class W | |
Stockholders Equity [Line Items] | |
Number of shares sold | 6,250 |
Class W | Stock Dividends | |
Stockholders Equity [Line Items] | |
Number of shares sold | 6,250 |
Class I | |
Stockholders Equity [Line Items] | |
Amount of gross proceeds raised | $ | $ 2,104,581 |
Number of shares sold | 235,538 |
Class I | Primary Offering | |
Stockholders Equity [Line Items] | |
Amount of gross proceeds raised | $ | $ 2,000,000 |
Number of shares sold | 221,349 |
Class I | DRIP Offering | |
Stockholders Equity [Line Items] | |
Amount of gross proceeds raised | $ | $ 42,281 |
Number of shares sold | 4,375 |
Class I | Private Offering | |
Stockholders Equity [Line Items] | |
Amount of gross proceeds raised | $ | $ 62,300 |
Number of shares sold | 7,000 |
Class I | Stock Dividends | |
Stockholders Equity [Line Items] | |
Number of shares sold | 2,814 |
Notes to Stockholders | |
Stockholders Equity [Line Items] | |
Amount of gross proceeds raised | $ | $ 375,400 |
Notes to Stockholders | Private Offering | |
Stockholders Equity [Line Items] | |
Amount of gross proceeds raised | $ | $ 375,400 |
STOCKHOLDERS' EQUITY - Summar34
STOCKHOLDERS' EQUITY - Summary of Changes in Shares Outstanding for Each Class of Common Stock (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Nov. 30, 2014 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Issuance of common stock | $ 10,281,768 | $ 2,124,600 | ||
Common Stock | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance, shares | 255,349 | 20,000 | 20,000 | |
Issuance of common stock | $ 9,827 | $ 2,353 | ||
Issuance of common stock, shares | 982,710 | 235,349 | 0 | |
Issuance of common stock, Primary shares, shares | 968,140 | 221,349 | ||
Issuance of common stock, Private offering shares, shares | 14,000 | |||
Issuance of common stock, DRIP, shares | 5,427 | |||
Issuance of common stock, stock dividends, shares | 9,143 | |||
Ending balance, shares | 1,238,059 | 255,349 | 20,000 | |
Class T | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance, shares | 7,000 | |||
Ending balance, shares | 976,271 | 7,000 | ||
Common stock, shares issued | 976,271 | 7,000 | ||
Class T | Common Stock | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance, shares | 7,000 | 0 | 0 | |
Issuance of common stock, shares | 0 | |||
Issuance of common stock, Primary shares, shares | 968,140 | 0 | ||
Issuance of common stock, Private offering shares, shares | 7,000 | |||
Issuance of common stock, DRIP, shares | 1,052 | |||
Issuance of common stock, stock dividends, shares | 79 | |||
Ending balance, shares | 976,271 | 7,000 | 0 | |
Class W | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance, shares | 0 | |||
Ending balance, shares | 6,250 | 0 | ||
Common stock, shares issued | 6,250 | 0 | ||
Class W | Common Stock | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance, shares | 0 | 0 | 0 | |
Issuance of common stock, shares | 0 | |||
Issuance of common stock, Primary shares, shares | 0 | 0 | ||
Issuance of common stock, Private offering shares, shares | 0 | |||
Issuance of common stock, DRIP, shares | 0 | |||
Issuance of common stock, stock dividends, shares | 6,250 | |||
Ending balance, shares | 6,250 | 0 | 0 | |
Class I | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance, shares | 248,349 | |||
Ending balance, shares | 255,538 | 248,349 | ||
Common stock, shares issued | 255,538 | 248,349 | ||
Class I | Common Stock | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance, shares | 248,349 | 20,000 | 20,000 | |
Issuance of common stock, shares | 0 | |||
Issuance of common stock, Primary shares, shares | 0 | 221,349 | ||
Issuance of common stock, Private offering shares, shares | 7,000 | |||
Issuance of common stock, DRIP, shares | 4,375 | |||
Issuance of common stock, stock dividends, shares | 2,814 | |||
Ending balance, shares | 255,538 | 248,349 | 20,000 | |
Class A | Common Stock | Affiliated Entity | BCI IV Advisors LLC (the Advisor) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Common stock, shares issued | 20,000 |
STOCKHOLDERS' EQUITY - Summar35
STOCKHOLDERS' EQUITY - Summary of Company's Distribution Activity (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2016 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Stockholders Equity [Line Items] | ||||||||
Distribution Fees | $ 406,000 | $ 0 | $ 0 | |||||
Gross Distributions | 294,783 | $ 11,121 | ||||||
Cash Distribution | ||||||||
Stockholders Equity [Line Items] | ||||||||
Declared per Common Share (in dollars per share) | $ 0.1295 | $ 0.13625 | $ 0.13625 | $ 0.1295 | $ 0.1295 | |||
Paid in Cash | $ 7,517 | $ 45,868 | $ 24,459 | $ 23,162 | $ 23,076 | 116,565 | ||
Reinvested in Shares | 3,604 | 43,601 | 10,986 | 10,216 | 10,040 | 74,843 | ||
Distribution Fees | 0 | 12,000 | 0 | 0 | 0 | 12,000 | ||
Gross Distributions | $ 11,121 | $ 101,469 | $ 35,445 | $ 33,378 | $ 33,116 | $ 203,408 |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Impact on uncertain tax positions from results of operations | $ 0 | $ 0 | $ 0 |
Tax payable upon dividend distribution | $ 0 | $ 0 |
INCOME TAXES - Preliminary Taxa
INCOME TAXES - Preliminary Taxability of Distributions on Common Shares (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Ordinary income | 0.00% |
Non-taxable return of capital | 100.00% |
Long-term capital gain | 0.00% |
Total distribution | 100.00% |
RELATED PARTY TRANSACTIONS - Se
RELATED PARTY TRANSACTIONS - Selling Commissions, Dealer Manager Fees and Distribution Fees (Details) | Jul. 01, 2017 | Dec. 31, 2017 |
Advisor | ||
Related Party Transaction [Line Items] | ||
Advisory agreement period | 1 year | |
Dealer manager | Affiliated Entity | Distribution fees | ||
Related Party Transaction [Line Items] | ||
Threshold in criteria for ceased distribution fees, percent of fees and commissions paid to aggregate purchase price of shares of a class held by a stockholder | 8.50% | |
Class W | Dealer manager | Affiliated Entity | Selling commission fees | ||
Related Party Transaction [Line Items] | ||
Selling commissions (as % of offering price), up to this percent | 0.00% | |
Class W | Dealer manager | Affiliated Entity | Dealer manager fees | ||
Related Party Transaction [Line Items] | ||
Dealer manager fees (as % of offering price), up to this percent | 0.00% | |
Class W | Dealer manager | Affiliated Entity | Distribution fees | ||
Related Party Transaction [Line Items] | ||
Distribution fees ( as % of NAV per annum) | 0.50% | |
Class I | Dealer manager | Affiliated Entity | Selling commission fees | ||
Related Party Transaction [Line Items] | ||
Selling commissions (as % of offering price), up to this percent | 0.00% | |
Class I | Dealer manager | Affiliated Entity | Dealer manager fees | ||
Related Party Transaction [Line Items] | ||
Dealer manager fees (as % of offering price), up to this percent | 0.00% | |
Class I | Dealer manager | Affiliated Entity | Distribution fees | ||
Related Party Transaction [Line Items] | ||
Distribution fees ( as % of NAV per annum) | 0.00% | |
Class T | Dealer manager | Affiliated Entity | Selling commission fees | ||
Related Party Transaction [Line Items] | ||
Selling commissions (as % of offering price), up to this percent | 2.00% | |
Class T | Dealer manager | Affiliated Entity | Dealer manager fees | ||
Related Party Transaction [Line Items] | ||
Dealer manager fees (as % of offering price), up to this percent | 2.50% | |
Class T | Dealer manager | Affiliated Entity | Distribution fees | ||
Related Party Transaction [Line Items] | ||
Distribution fees ( as % of NAV per annum) | 1.00% |
RELATED PARTY TRANSACTIONS - Ad
RELATED PARTY TRANSACTIONS - Advisory Fee (Details) - USD ($) | Jul. 01, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Related Party Transaction [Line Items] | ||||
Fees incurred with related parties | $ 262,000 | $ 41,000 | $ 0 | |
Advisor | Affiliated Entity | Advisory Fees | ||||
Related Party Transaction [Line Items] | ||||
% of aggregate cost or investment of any interest in any other real estate-related entity or debt investment or other investment (per annum) | 0.80% | |||
% of total consideration paid in connection with the disposition of real property or a liquidity event involving gross market capitalization of the Company upon occurrence of a listing | 1.00% | |||
Threshold for performance component of advisory fee | 12.50% | |||
Threshold of annual total return as % of NAV | 5.00% | |||
Performance component earned for excess return over the hurdle amount | 100.00% | |||
Maximum performance component limited to % of total annual return | 12.50% | |||
Estimated NAV per share (in dollars per share) | $ 10 | |||
Loss carryforward | $ 0 | |||
Fees incurred with related parties | $ 0 | |||
Advisor | UNITED STATES | Affiliated Entity | Advisory Fees | ||||
Related Party Transaction [Line Items] | ||||
% of aggregate cost of real property assets | 0.80% | |||
Advisor | Outside the U.S. | Affiliated Entity | Advisory Fees | ||||
Related Party Transaction [Line Items] | ||||
% of aggregate cost of real property assets | 1.20% |
RELATED PARTY TRANSACTIONS - Pr
RELATED PARTY TRANSACTIONS - Property Management and Leasing Fees (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||
Fees incurred with related parties | $ 262,000 | $ 41,000 | $ 0 |
Minimum | Affiliated Entity | Advisor | |||
Related Party Transaction [Line Items] | |||
Property management fee, percentage | 2.00% | ||
Leasing fee, percentage | 2.00% | ||
Maximum | Affiliated Entity | Advisor | |||
Related Party Transaction [Line Items] | |||
Property management fee, percentage | 5.00% | ||
Leasing fee, percentage | 8.00% | ||
Property Manager | Affiliated Entity | Property Management Fees | |||
Related Party Transaction [Line Items] | |||
Fees incurred with related parties | $ 0 | ||
Property Manager | Affiliated Entity | Leasing Fees | |||
Related Party Transaction [Line Items] | |||
Fees incurred with related parties | $ 0 |
RELATED PARTY TRANSACTIONS - Or
RELATED PARTY TRANSACTIONS - Organization and Offering Expenses (Details) | Jul. 01, 2017 | Dec. 31, 2017 |
Related Party Transaction [Line Items] | ||
Threshold criteria of organization and offering expenses | 15.00% | |
Affiliated Entity | Advisor | ||
Related Party Transaction [Line Items] | ||
Period of reimbursement to advisor for advanced expenses | 60 months |
RELATED PARTY TRANSACTIONS - Su
RELATED PARTY TRANSACTIONS - Summary of Fees and Expenses Incurred by Company (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Expensed: | |||
Organization costs, incurred | $ 77,864 | $ 40,000 | $ 0 |
Other expenses reimbursements, incurred | 185,000 | 1,000 | 0 |
Total | 262,000 | 41,000 | 0 |
Organization costs, payable | 77,591 | 0 | |
Other expenses reimbursements, payable | 59,000 | 1,000 | |
Total | 137,000 | 1,000 | |
Additional Paid in Capital: | |||
Selling commissions, incurred | 203,000 | 0 | 0 |
Dealer manager fees, incurred | 253,000 | 0 | 0 |
Offering costs, incurred | 849,000 | 0 | 0 |
Distribution fees, incurred | 406,000 | 0 | 0 |
Total | 1,711,000 | 0 | 0 |
Selling commissions, payable | 0 | 0 | |
Dealer manager fees, payable | 0 | 0 | |
Offering costs, payable | 849,000 | 0 | |
Distribution fees, payable | 402,000 | 0 | |
Total | 1,251,000 | 0 | |
Organization and offering expenses payable | 926,590 | ||
Monthly distribution fees payable | 8,222 | ||
Future estimated distribution fees payable | 393,504 | 0 | 0 |
Affiliated Entity | Advisor | |||
Additional Paid in Capital: | |||
Offering costs incurred by Advisor | 7,216,404 | ||
Organization costs incurred by Advisor | 117,864 | ||
Reimbursement related to organization costs | 40,273 | ||
Advisor | |||
Additional Paid in Capital: | |||
Reimbursements for services | 152,093 | 0 | 0 |
Advisor | Principal Financial Officer and Principal Executive Officer | |||
Additional Paid in Capital: | |||
Reimbursements for services | $ 0 | $ 0 | $ 0 |
RELATED PARTY TRANSACTIONS - Tr
RELATED PARTY TRANSACTIONS - Transactions with Affiliates (Details) | Nov. 19, 2014USD ($)$ / sharesshares |
Related Party Transaction [Line Items] | |
Special units issued | 100 |
Value of special units issued | $ | $ 1,000 |
General And Limited Partner | |
Related Party Transaction [Line Items] | |
Operating partnership units issued | 20,000 |
Operating partnership units value | $ | $ 200,000 |
ILT Advisors Group LLC | |
Related Party Transaction [Line Items] | |
Special units issued | 100 |
Value of special units issued | $ | $ 1,000 |
Class A | Common Stock | Advisor | |
Related Party Transaction [Line Items] | |
Common stock, shares issued | 20,000 |
Share price (in dollars per share) | $ / shares | $ 10 |
RELATED PARTY TRANSACTIONS - Ex
RELATED PARTY TRANSACTIONS - Expense Support Agreement (Details) - Affiliated Entity - USD ($) | Jul. 01, 2017 | Dec. 31, 2017 |
Amended and Restated Expense Support Agreement | ||
Related Party Transaction [Line Items] | ||
Maximum for aggregate of the deferred fixed component of the advisory fee and the Deficiency support payments | $ 15,000,000 | |
Period the Company may not be obligated to reimburse Advisor under agreement terms | 3 years | |
Termination notice period for expense support agreement | 30 days | |
Expense Support Agreement | ||
Related Party Transaction [Line Items] | ||
Aggregate amount paid by the Advisor pursuant to the expense support agreement | $ 1,884,430 | |
Reimbursements paid to advisor for organization costs | $ 0 |
RELATED PARTY TRANSACTIONS - Sc
RELATED PARTY TRANSACTIONS - Schedule of Fees Waived or Expense Supported by the Advisor and Reimbursements to the Advisor by the Company (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||||||||||
Total expense support from the Advisor | $ 574,515 | $ 469,447 | $ 372,773 | $ 318,196 | $ 149,499 | $ 0 | $ 0 | $ 0 | $ 1,734,931 | $ 149,499 | $ 0 |
Expense support payable to the company by the Advisor | $ 196,118 | $ 149,499 | 196,118 | 149,499 | |||||||
Expense Support Agreement | Affiliated Entity | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Fees deferred | 0 | 0 | 0 | ||||||||
Other expenses supported | 1,734,931 | 149,499 | 0 | ||||||||
Total expense support from the Advisor | $ 1,734,931 | $ 149,499 | $ 0 |
SUPPLEMENTAL CASH FLOW INFORM46
SUPPLEMENTAL CASH FLOW INFORMATION - Disclosure of Non-Cash Investing and Financing Activities (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Supplemental Cash Flow Elements [Abstract] | |||
Interest paid | $ 83,649 | $ 13,209 | $ 0 |
Dividends payable | 56,227 | 11,121 | 0 |
Future estimated distribution fees payable | 393,504 | 0 | 0 |
Distributions reinvested in common stock | 52,800 | 0 | 0 |
Accrued offering costs due to the Advisor | 926,590 | 0 | 0 |
Offering proceeds due from transfer agent | $ 1,000 | $ 0 | $ 0 |
SUPPLEMENTAL CASH FLOW INFORM47
SUPPLEMENTAL CASH FLOW INFORMATION - Restricted Cash (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Supplemental Cash Flow Elements [Abstract] | ||||
Cash and cash equivalents | $ 10,565,337 | $ 1,639,961 | $ 201,000 | $ 201,000 |
Restricted cash | 481,410 | 481,410 | 0 | 0 |
Cash, cash equivalents and restricted cash | $ 11,046,747 | $ 2,121,371 | $ 201,000 | $ 201,000 |
NONCONTROLLING INTERESTS - Addi
NONCONTROLLING INTERESTS - Additional Information (Detail) | Nov. 19, 2014USD ($)shares |
Noncontrolling Interest [Abstract] | |
Special units issued | shares | 100 |
Value of special units issued | $ | $ 1,000 |
SELECTED QUARTERLY FINANCIAL 49
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) - Quarterly Financial Data (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total revenues | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Total operating expenses | (287,308) | (377,557) | (306,376) | (251,928) | (161,474) | (59,375) | (88,763) | 0 | (1,223,169) | (309,612) | 0 |
Total other expenses | (185,710) | (56,477) | (33,224) | (33,224) | (15,185) | 0 | 0 | 0 | (308,635) | (15,185) | 0 |
Expense support from the Advisor | 574,515 | 469,447 | 372,773 | 318,196 | 149,499 | 0 | 0 | 0 | 1,734,931 | 149,499 | 0 |
Net income (loss) | 101,497 | 35,413 | 33,173 | 33,044 | (27,160) | (59,375) | (88,763) | 0 | 203,127 | (175,298) | 0 |
Net loss attributable to common stockholders | $ 101,497 | $ 35,413 | $ 33,173 | $ 33,044 | $ (27,160) | $ (59,375) | $ (88,763) | $ 0 | $ 203,127 | $ (175,298) | $ 0 |
Net income (loss) per common share - basic and diluted (in dollars per share) | $ 0.14 | $ 0.14 | $ 0.13 | $ 0.13 | $ (0.27) | $ (2.97) | $ (4.44) | $ 0 | $ 0.53 | $ (4.39) | $ 0 |
Weighted-average shares outstanding (in shares) | 744,932 | 259,912 | 257,713 | 255,726 | 99,150 | 20,000 | 20,000 | 20,000 | 380,597 | 39,896 | 20,000 |
SUBSEQUENT EVENTS - Summary of
SUBSEQUENT EVENTS - Summary of Company's Public and Private Offerings (Detail) - USD ($) | Mar. 01, 2018 | Dec. 31, 2017 |
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 12,690,389 | |
Number of shares sold | 1,218,059 | |
Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 30,672,918 | |
Number of shares sold | 2,935,767 | |
Pennsylvania | Minimum | ||
Subsidiary, Sale of Stock [Line Items] | ||
Minimum common stock subscription value | $ 75,000,000 | |
Pennsylvania | Minimum | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Minimum common stock subscription value | $ 75,000,000 | |
Primary Offering | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 12,137,589 | |
Number of shares sold | 1,189,489 | |
Primary Offering | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 30,051,420 | |
Number of shares sold | 2,900,328 | |
DRIP Offering | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 52,800 | |
Number of shares sold | 5,427 | |
DRIP Offering | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 121,498 | |
Number of shares sold | 12,296 | |
Private Offering | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 500,000 | |
Number of shares sold | 14,000 | |
Private Offering | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 500,000 | |
Number of shares sold | 14,000 | |
Stock Dividends | ||
Subsidiary, Sale of Stock [Line Items] | ||
Number of shares sold | 9,143 | |
Stock Dividends | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Number of shares sold | 9,143 | |
Class T | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 10,210,408 | |
Number of shares sold | 976,271 | |
Class T | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 28,170,434 | |
Number of shares sold | 2,691,729 | |
Class T | Primary Offering | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 10,137,589 | |
Number of shares sold | 968,140 | |
Class T | Primary Offering | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 28,036,420 | |
Number of shares sold | 2,677,479 | |
Class T | DRIP Offering | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 10,519 | |
Number of shares sold | 1,052 | |
Class T | DRIP Offering | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 71,714 | |
Number of shares sold | 7,171 | |
Class T | Private Offering | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 62,300 | |
Number of shares sold | 7,000 | |
Class T | Private Offering | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 62,300 | |
Number of shares sold | 7,000 | |
Class T | Stock Dividends | ||
Subsidiary, Sale of Stock [Line Items] | ||
Number of shares sold | 79 | |
Class T | Stock Dividends | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Number of shares sold | 79 | |
Class W | ||
Subsidiary, Sale of Stock [Line Items] | ||
Number of shares sold | 6,250 | |
Class W | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 0 | |
Number of shares sold | 6,250 | |
Class W | Primary Offering | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 0 | |
Number of shares sold | 0 | |
Class W | DRIP Offering | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 0 | |
Number of shares sold | 0 | |
Class W | Private Offering | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 0 | |
Number of shares sold | 0 | |
Class W | Stock Dividends | ||
Subsidiary, Sale of Stock [Line Items] | ||
Number of shares sold | 6,250 | |
Class W | Stock Dividends | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Number of shares sold | 6,250 | |
Class I | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 2,104,581 | |
Number of shares sold | 235,538 | |
Class I | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 2,127,084 | |
Number of shares sold | 237,788 | |
Class I | Primary Offering | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 2,000,000 | |
Number of shares sold | 221,349 | |
Class I | Primary Offering | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 2,015,000 | |
Number of shares sold | 222,849 | |
Class I | DRIP Offering | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 42,281 | |
Number of shares sold | 4,375 | |
Class I | DRIP Offering | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 49,784 | |
Number of shares sold | 5,125 | |
Class I | Private Offering | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 62,300 | |
Number of shares sold | 7,000 | |
Class I | Private Offering | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 62,300 | |
Number of shares sold | 7,000 | |
Class I | Stock Dividends | ||
Subsidiary, Sale of Stock [Line Items] | ||
Number of shares sold | 2,814 | |
Class I | Stock Dividends | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Number of shares sold | 2,814 | |
Notes to Stockholders | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 375,400 | |
Notes to Stockholders | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 375,400 | |
Notes to Stockholders | Primary Offering | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | 0 | |
Notes to Stockholders | DRIP Offering | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | 0 | |
Notes to Stockholders | Private Offering | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 375,400 | |
Notes to Stockholders | Private Offering | Subsequent Event | ||
Subsidiary, Sale of Stock [Line Items] | ||
Amount of gross proceeds raised | $ 375,400 |
SUBSEQUENT EVENTS - Additional
SUBSEQUENT EVENTS - Additional Information (Detail) - Subsequent Event | Feb. 26, 2018USD ($)Building | Feb. 23, 2018USD ($)Building | Mar. 01, 2018USD ($) |
Subsequent Event [Line Items] | |||
Total amount of common stock remaining available for sale | $ 1,969,827,082 | ||
Amount remaining available for sale through distribution reinvestment plan | $ 499,878,502 | ||
Ontario Industrial Center | |||
Subsequent Event [Line Items] | |||
Total purchase price | $ 10,565,250 | ||
Ontario Industrial Center | Industrial | |||
Subsequent Event [Line Items] | |||
Number of real estate properties | Building | 1 | ||
Gothard Industrial Center | |||
Subsequent Event [Line Items] | |||
Total purchase price | $ 10,075,000 | ||
Amount on deposit with the escrow agent | $ 400,000 | ||
Gothard Industrial Center | Industrial | |||
Subsequent Event [Line Items] | |||
Number of real estate properties | Building | 1 |