Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2019 | Nov. 08, 2019 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 000-56050 | |
Entity Registrant Name | KBS GROWTH & INCOME REIT, INC. | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 47-2778257 | |
Entity Address, Address Line One | 800 Newport Center Drive, Suite 700 | |
Entity Address, City or Town | Newport Beach, | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92660 | |
City Area Code | 949 | |
Local Phone Number | 417-6500 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Shell Company | false | |
Entity Central Index Key | 0001631256 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Ex Transition Period | true | |
Class A Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 9,823,391 | |
Class T Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 305,130 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Real estate: | ||
Land | $ 31,309 | $ 31,309 |
Building and improvements | 146,569 | 143,461 |
Tenant origination and absorption costs | 15,097 | 15,981 |
Total real estate, cost | 192,975 | 190,751 |
Less accumulated depreciation and amortization | (22,614) | (17,116) |
Total real estate, net | 170,361 | 173,635 |
Cash and cash equivalents | 4,903 | 6,648 |
Investment in unconsolidated joint venture | 948 | 0 |
Rent and other receivables | 3,634 | 3,058 |
Above-market leases, net | 128 | 150 |
Prepaid expenses and other assets, net | 2,028 | 2,171 |
Total assets | 182,002 | 185,662 |
Liabilities and stockholders’ equity | ||
Notes payable, net | 117,771 | 116,833 |
Accounts payable and accrued liabilities | 2,748 | 3,239 |
Due to affiliates | 5,058 | 3,641 |
Distributions payable | 464 | 433 |
Below-market leases, net | 2,887 | 3,868 |
Other liabilities | 3,281 | 2,057 |
Total liabilities | 132,209 | 130,071 |
Commitments and contingencies (Note 10) | ||
Redeemable common stock | 979 | 1,000 |
Stockholders’ equity | ||
Preferred stock, $.01 par value; 10,000,000 shares authorized, no shares issued and outstanding | 0 | 0 |
Additional paid-in capital | 83,694 | 79,907 |
Cumulative distributions and net losses | (34,981) | (25,413) |
Total stockholders’ equity | 48,814 | 54,591 |
Total liabilities and stockholders’ equity | 182,002 | 185,662 |
Class A Common Stock | ||
Stockholders’ equity | ||
Common stock | 98 | 94 |
Class T Common Stock | ||
Stockholders’ equity | ||
Common stock | $ 3 | $ 3 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2019 | Dec. 31, 2018 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Class A Common Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Preferred stock, shares issued (in shares) | 9,788,922 | 9,386,908 |
Preferred stock, shares outstanding (in shares) | 9,788,922 | 9,386,908 |
Class T Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 302,823 | 294,963 |
Common stock, shares outstanding (in shares) | 302,823 | 294,963 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues: | ||||
Rental income | $ 5,294 | $ 5,460 | $ 15,289 | $ 16,610 |
Other operating income | 68 | 101 | 225 | 261 |
Total revenues | 5,362 | 5,561 | 15,514 | 16,871 |
Expenses: | ||||
Real estate taxes and insurance | 715 | 628 | 2,234 | 2,058 |
General and administrative expenses | 491 | 333 | 1,296 | 1,088 |
Depreciation and amortization | 2,153 | 2,221 | 6,522 | 7,314 |
Interest expense | 1,596 | 974 | 6,054 | 2,742 |
Total expenses | 6,599 | 5,876 | 21,051 | 18,129 |
Other income: | ||||
Interest and other income | 17 | 16 | 50 | 29 |
Equity in income of unconsolidated joint venture | 13 | 0 | 13 | 0 |
Total other income | 30 | 16 | 63 | 29 |
Net loss | (1,207) | (299) | (5,474) | (1,229) |
Common Stock: | ||||
Net loss | (1,207) | (299) | (5,474) | (1,229) |
Class A Common Stock | ||||
Other income: | ||||
Net loss | (1,171) | (290) | (5,310) | (1,192) |
Common Stock: | ||||
Net loss | $ (1,171) | $ (290) | $ (5,310) | $ (1,192) |
Net loss per common share, basic and diluted (in dollars per share) | $ (0.12) | $ (0.03) | $ (0.55) | $ (0.13) |
Weighted-average number of common shares outstanding, basic and diluted (in shares) | 9,756,865 | 9,270,850 | 9,628,701 | 9,154,854 |
Class T Common Stock | ||||
Other income: | ||||
Net loss | $ (36) | $ (9) | $ (164) | $ (37) |
Common Stock: | ||||
Net loss | $ (36) | $ (9) | $ (164) | $ (37) |
Net loss per common share, basic and diluted (in dollars per share) | $ (0.12) | $ (0.03) | $ (0.55) | $ (0.13) |
Weighted-average number of common shares outstanding, basic and diluted (in shares) | 301,643 | 290,153 | 298,994 | 286,846 |
Operating, maintenance, and management | ||||
Expenses: | ||||
Expenses | $ 1,121 | $ 1,207 | $ 3,411 | $ 3,412 |
Property management fees and expenses to affiliate | ||||
Expenses: | ||||
Expenses | 40 | 45 | 122 | 129 |
Asset management fees to affiliate | ||||
Expenses: | ||||
Expenses | $ 483 | $ 468 | $ 1,412 | $ 1,386 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Class A Common Stock | Class T Common Stock | Common StockClass A Common Stock | Common StockClass T Common Stock | Additional Paid-in Capital | Cumulative Distributions and Net Losses |
Balance (in shares) at Dec. 31, 2017 | 9,149,100 | 281,537 | |||||
Balance at Dec. 31, 2017 | $ 59,419 | $ 91 | $ 3 | $ 76,265 | $ (16,940) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (1,229) | $ (1,192) | $ (37) | (1,229) | |||
Issuance of common stock (in shares) | 437,720 | 9,876 | |||||
Issuance of common stock | 3,935 | $ 5 | 3,930 | ||||
Transfers from redeemable common stock | 794 | 794 | |||||
Redemptions of common stock (in shares) | (277,072) | ||||||
Redemptions of common stock | (2,314) | $ (3) | (2,311) | ||||
Distributions declared | (3,588) | (3,588) | |||||
Balance (in shares) at Sep. 30, 2018 | 9,309,748 | 291,413 | |||||
Balance at Sep. 30, 2018 | 57,017 | $ 93 | $ 3 | 78,678 | (21,757) | ||
Balance (in shares) at Jun. 30, 2018 | 9,194,944 | 287,878 | |||||
Balance at Jun. 30, 2018 | 58,052 | $ 92 | $ 3 | 78,145 | (20,188) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (299) | (290) | $ (9) | (299) | |||
Issuance of common stock (in shares) | 114,804 | 3,535 | |||||
Issuance of common stock | 1,040 | $ 1 | 1,039 | ||||
Transfers to redeemable common stock | (506) | (506) | |||||
Distributions declared | (1,270) | (1,270) | |||||
Balance (in shares) at Sep. 30, 2018 | 9,309,748 | 291,413 | |||||
Balance at Sep. 30, 2018 | 57,017 | $ 93 | $ 3 | 78,678 | (21,757) | ||
Balance (in shares) at Dec. 31, 2018 | 294,963 | 9,386,908 | 294,963 | ||||
Balance at Dec. 31, 2018 | 54,591 | $ 94 | $ 3 | 79,907 | (25,413) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (5,474) | (5,310) | $ (164) | (5,474) | |||
Issuance of common stock (in shares) | 402,014 | 10,105 | |||||
Issuance of common stock | 3,791 | $ 4 | 3,787 | ||||
Transfers from redeemable common stock | 21 | 21 | |||||
Redemptions of common stock (in shares) | (2,245) | ||||||
Redemptions of common stock | (21) | (21) | |||||
Distributions declared | (4,094) | (4,094) | |||||
Balance (in shares) at Sep. 30, 2019 | 302,823 | 9,788,922 | 302,823 | ||||
Balance at Sep. 30, 2019 | 48,814 | $ 98 | $ 3 | 83,694 | (34,981) | ||
Balance (in shares) at Jun. 30, 2019 | 9,718,110 | 299,406 | |||||
Balance at Jun. 30, 2019 | 50,726 | $ 97 | $ 3 | 83,012 | (32,386) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (1,207) | $ (1,171) | $ (36) | (1,207) | |||
Issuance of common stock (in shares) | 70,812 | 3,417 | |||||
Issuance of common stock | 683 | $ 1 | 682 | ||||
Distributions declared | (1,388) | (1,388) | |||||
Balance (in shares) at Sep. 30, 2019 | 302,823 | 9,788,922 | 302,823 | ||||
Balance at Sep. 30, 2019 | $ 48,814 | $ 98 | $ 3 | $ 83,694 | $ (34,981) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (5,474,000) | $ (1,229,000) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 6,522,000 | 7,314,000 |
Equity in income of unconsolidated joint venture | (13,000) | 0 |
Deferred rents | (447,000) | (899,000) |
Bad debt expense | 0 | 40,000 |
Amortization of above and below-market leases, net | (959,000) | (1,639,000) |
Amortization of deferred financing costs | 267,000 | 256,000 |
Unrealized loss (gain) on derivative instrument | 1,949,000 | (1,136,000) |
Changes in operating assets and liabilities: | ||
Rents and other receivables | (129,000) | (219,000) |
Prepaid expenses and other assets | (508,000) | (1,038,000) |
Accounts payable and accrued liabilities | (296,000) | (249,000) |
Due to affiliates | 1,417,000 | 1,393,000 |
Other liabilities | (224,000) | (399,000) |
Net cash provided by operating activities | 2,105,000 | 2,195,000 |
Cash Flows from Investing Activities: | ||
Improvements to real estate | (3,303,000) | (1,115,000) |
Investment in unconsolidated joint venture | (935,000) | 0 |
Net cash used in investing activities | (4,238,000) | (1,115,000) |
Cash Flows from Financing Activities: | ||
Proceeds from notes payable | 681,000 | 45,000,000 |
Principal payments on notes payable | 0 | (41,000,000) |
Payments of deferred financing costs | 0 | (6,000) |
Proceeds from issuance of common stock | 2,411,000 | 2,415,000 |
Payments to redeem common stock | (21,000) | (2,314,000) |
Distributions paid to common stockholders | (2,683,000) | (2,037,000) |
Net cash provided by financing activities | 388,000 | 2,058,000 |
Net (decrease) increase in cash and cash equivalents | (1,745,000) | 3,138,000 |
Cash and cash equivalents, beginning of period | 6,648,000 | 2,523,000 |
Cash and cash equivalents, end of period | 4,903,000 | 5,661,000 |
Supplemental Disclosure of Cash Flow Information | ||
Interest paid | 3,848,000 | 3,561,000 |
Supplemental Disclosure of Noncash Investing and Financing Activities: | ||
Distributions payable | 464,000 | 416,000 |
Redeemable common stock payable | 0 | 1,520,000 |
Accrued improvements to real estate | 548,000 | 373,000 |
Dividends paid to common stockholders through common stock issuances pursuant to the distribution reinvestment plan | $ 1,380,000 | $ 1,520,000 |
ORGANIZATION
ORGANIZATION | 9 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATION KBS Growth & Income REIT, Inc. (the “Company”) was formed on January 12, 2015 as a Maryland corporation that elected to be taxed as a real estate investment trust (“REIT”) beginning with the taxable year ended December 31, 2015. Substantially all of the Company’s business is conducted through KBS Growth & Income Limited Partnership (the “Operating Partnership”), a Delaware limited partnership formed on January 14, 2015. The Company is the sole general partner of, and owns a 0.1% partnership interest in, the Operating Partnership. KBS Growth & Income REIT Holdings LLC (“REIT Holdings”), a Delaware limited liability company formed on January 14, 2015, owns the remaining 99.9% partnership interest in the Operating Partnership and is the sole limited partner. The Company is the sole member and manager of REIT Holdings. Subject to certain restrictions and limitations, the business of the Company is externally managed by KBS Capital Advisors LLC (the “Advisor”), an affiliate of the Company, pursuant to an advisory agreement between the Company and the Advisor initially entered into on June 11, 2015, and amended at various times thereafter (the “Advisory Agreement”). The Advisor conducts the Company’s operations and manages its portfolio of core real estate properties. On January 27, 2015, the Company issued 20,000 shares of its common stock to the Advisor at a purchase price of $10.00 per share. On June 11, 2015, these outstanding shares of common stock were designated Class A shares of common stock. As of September 30, 2019, the Company had invested in four office properties and had made an investment in an unconsolidated joint venture. The Company intends to invest in a diverse portfolio of core real estate properties. The Company considers core properties to be existing properties with at least 80% occupancy. Based on the current market outlook, the Company expects its core focus in the U.S. office sector to reflect a value-creating core strategy, which is also known as a core-plus strategy. The Company commenced a private placement offering exempt from registration pursuant to Rule 506(b) of Regulation D of the Securities Act of 1933, as amended, on June 11, 2015, pursuant to which the Company offered a maximum of $105,000,000 in shares of its Class A common stock for sale to accredited investors (the “Initial Private Offering”), of which $5,000,000 of Class A shares were offered pursuant to the Company’s distribution reinvestment plan. The Company ceased offering shares in the primary portion of the Initial Private Offering on April 27, 2016 and processed subscriptions for the primary Initial Private Offering dated on or prior to April 27, 2016 through May 30, 2016. KBS Capital Markets Group LLC (the “Dealer Manager”), an affiliate of the Advisor, served as the dealer manager of the Initial Private Offering pursuant to a dealer manager agreement dated June 11, 2015 (the “Initial Private Offering Dealer Manager Agreement”). On February 4, 2015, the Company filed a registration statement on Form S-11 with the Securities and Exchange Commission (the “SEC”) to register an initial public offering of its common stock to offer a maximum of $1,500,000,000 in shares of common stock for sale to the public in a primary offering, consisting of two classes of shares: Class A and Class T (the “Primary Offering”) and a maximum of $800,000,000 in both classes of shares of its common stock pursuant to the Company’s distribution reinvestment plan (the “DRP Offering” and, together with the Primary Offering, the “Public Offering”). The SEC declared the Company’s registration statement effective on April 28, 2016 and the Company retained the Dealer Manager to serve as the dealer manager of the Public Offering pursuant to a dealer manager agreement dated April 28, 2016 (the “Public Offering Dealer Manager Agreement”). The Company terminated the Primary Offering effective June 30, 2017. The Company continues to offer shares of common stock pursuant to the DRP Offering. In some states, the Company will need to renew the registration statement annually to continue the DRP Offering. The Company may terminate the DRP Offering at any time. On October 3, 2017, the Company launched a private placement offering exempt from registration pursuant to Rule 506(c) of Regulation D of the Securities Act pursuant to which the Company is currently offering a maximum of $1,000,000,000 in shares of its Class A common stock to accredited investors (the “Second Private Offering”). Prior to the launch of the Second Private Offering, on September 29, 2017, the Company entered into a dealer manager agreement (the “NCPS Dealer Agreement”) with the Advisor and North Capital Private Securities Corporation (“NCPS”) in connection with the Second Private Offering. The Company sold 8,548,972 shares of Class A common stock for gross offering proceeds of $76.8 million in the Initial Private Offering, including 74,744 shares of Class A common stock under its distribution reinvestment plan for gross offering proceeds of $0.7 million. The Company sold 122,721 and 270,415 shares of Class A and Class T common stock, respectively, in the Primary Offering for aggregate gross offering proceeds of $3.9 million. As of September 30, 2019, the Company had sold 780,948 and 32,879 shares of Class A and Class T common stock, respectively, in the DRP Offering for aggregate gross offering proceeds of $7.5 million. As of September 30, 2019, the Company had sold 605,207 shares of Class A common stock in the Second Private Offering for aggregate gross offering proceeds of $5.4 million. As of September 30, 2019, the Company had redeemed 422,286 and 2,245 Class A and Class T shares, respectively, for $3.5 million. Additionally, on August 11, 2015, the Company issued 46,362 shares of Class A common stock to the Company’s affiliates, for an aggregate of $0.3 million, in private transactions exempt from the registration requirements pursuant to Section 4(a)(2) of the Securities Act of 1933. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES There have been no significant changes to the Company’s accounting policies since it filed its audited financial statements in its Annual Report on Form 10-K for the year ended December 31, 2018, except for the Company’s adoption of the lease accounting standards issued by the Financial Accounting Standards Board (“FASB”) effective on January 1, 2019 and the addition of an accounting policy related to investments in unconsolidated joint ventures. For further information about the Company’s accounting policies, refer to the Company’s consolidated financial statements and notes thereto for the year ended December 31, 2018 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”). Principles of Consolidation and Basis of Presentation The accompanying unaudited consolidated financial statements and condensed notes thereto have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information as contained within the FASB Accounting Standards Codification (“ASC”) and the rules and regulations of the SEC, including the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, the unaudited consolidated financial statements do not include all of the information and footnotes required by GAAP for audited financial statements. In the opinion of management, the financial statements for the unaudited interim periods presented include all adjustments, which are of a normal and recurring nature, necessary for a fair and consistent presentation of the results for such periods. Operating results for the three and nine months ended September 30, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019. The consolidated financial statements include the accounts of the Company, REIT Holdings, the Operating Partnership, and their direct and indirect wholly owned subsidiaries. All significant intercompany balances and transactions are eliminated in consolidation. Use of Estimates The preparation of the consolidated financial statements and the accompanying notes thereto in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could materially differ from those estimates. Investments in Unconsolidated Joint Ventures The Company accounts for investments in unconsolidated joint ventures over which the Company may exercise significant influence, but does not control, using the equity method of accounting. Under the equity method, the investment is initially recorded at cost and subsequently adjusted to reflect additional contributions or distributions and the Company’s proportionate share of equity in the joint venture’s income (loss). The Company recognizes its proportionate share of the ongoing income or loss of the unconsolidated joint venture as equity in income (loss) of unconsolidated joint venture on the consolidated statements of operations. On a quarterly basis, the Company evaluates its investment in an unconsolidated joint venture for other-than-temporary impairments. As of September 30, 2019, the Company did not identify any indicators of impairment related to its unconsolidated real estate joint venture accounted for under the equity method. Segments The Company had invested in four office properties as of September 30, 2019 and had made an investment in an unconsolidated joint venture. Substantially all of the Company’s revenue and net loss is from real estate, and therefore, the Company currently operates in one reportable segment. Per Share Data Basic net income (loss) per share of common stock is calculated by dividing net income (loss) by the weighted-average number of shares of common stock issued and outstanding during such period. Diluted net income (loss) per share of common stock equals basic net income (loss) per share of common stock as there were no potentially dilutive securities outstanding for the nine months ended September 30, 2019 and 2018. For the purpose of determining the weighted average number of shares outstanding, stock dividends issued during the period presented are adjusted retroactively and treated as if they were issued and outstanding for all periods presented. During the three months ended September 30, 2019 and 2018, aggregate cash distributions declared per share of Class A and Class T common stock were $0.13800000 and $0.13293356, respectively. During the nine months ended September 30, 2019 and 2018, aggregate cash distributions declared per share of Class A and Class T common stock were $0.41236183 and $0.38001669, respectively, assuming the share was issued and outstanding each date that was a record date for distributions during the period. Class A and Class T common stock distributions for the period from January 1, 2018 through April 30, 2018 and from May 1, 2018 through September 30, 2018 were each calculated at a rate of $0.00132452 per share per day and $0.00144493 per share per day, respectively. Class A and Class T common stock distributions for the period from January 1, 2019 through May 31, 2019 were calculated at a rate of $0.00151233 per share per day. Distributions declared per common share of Class A and Class T common stock were $0.046 per share for each month commencing June 2019 through September 2019. Distributions declared per common share assumes each share was issued and outstanding each day that was a record date for distributions. In accordance with FASB ASC Topic 260-10-45, Earnings Per Share , the Company uses the two-class method to calculate earnings per share. Basic earnings per share is calculated based on dividends declared (“distributed earnings”) and the rights of common shares and participating securities in any undistributed earnings, which represents net income remaining after deduction of dividends declared during the period. The undistributed earnings are allocated to all outstanding common shares based on the relative percentage of each class of shares to the total number of outstanding shares. The Company does not have any participating securities outstanding other than Class A Common Stock and Class T Common Stock during the periods presented. The Company’s calculated earnings per share for the three and nine months ended September 30, 2019 and 2018 were as follows (in thousands, except share and per share amounts): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2019 2018 2019 2018 Net loss $ (1,207) $ (299) $ (5,474) $ (1,229) Less: Class A Common Stock cash distributions declared 1,347 1,231 3,971 3,479 Less: Class T Common Stock cash distributions declared 41 39 123 109 Undistributed net loss $ (2,595) $ (1,569) $ (9,568) $ (4,817) Class A Common Stock: Undistributed net loss $ (2,518) $ (1,521) $ (9,281) $ (4,671) Class A Common Stock cash distributions declared 1,347 1,231 3,971 3,479 Net loss $ (1,171) $ (290) $ (5,310) $ (1,192) Net loss per common share, basic and diluted $ (0.12) $ (0.03) $ (0.55) $ (0.13) Weighted-average number of common shares outstanding, basic and diluted 9,756,865 9,270,850 9,628,701 9,154,854 Class T Common Stock: Undistributed net loss $ (77) $ (48) $ (287) $ (146) Class T Common Stock cash distributions declared 41 39 123 109 Net loss $ (36) $ (9) $ (164) $ (37) Net loss per common share, basic and diluted $ (0.12) $ (0.03) $ (0.55) $ (0.13) Weighted-average number of common shares outstanding, basic and diluted 301,643 290,153 298,994 286,846 Reclassifications Certain amounts in the Company’s prior period consolidated financial statements have been reclassified to conform to the current period presentation. These reclassifications have not changed the results of operations of prior periods. Upon adoption of the lease accounting standards of Topic 842 on January 1, 2019 (described below), the Company accounted for tenant reimbursements for property taxes, insurance and common area maintenance as variable lease payments and recorded these amounts as rental income on the statement of operations. For the three and nine months ended September 30, 2018, the Company reclassified $1.0 million and $2.9 million, respectively, of tenant reimbursement revenue for property taxes, insurance, and common area maintenance to rental income for comparability purposes. Revenue Recognition - Operating Leases Real Estate On January 1, 2019, the Company adopted the lease accounting standards under Topic 842 including the package of practical expedients for all leases that commenced before the effective date of January 1, 2019. Accordingly, the Company (i) did not reassess whether any expired or existing contracts are or contain leases, (ii) did not reassess the lease classification for any expired or existing lease, and (iii) did not reassess initial direct costs for any existing leases. The Company did not elect the practical expedient related to using hindsight to reevaluate the lease term. In addition, the Company adopted the practical expedient for land easements and did not assess whether existing or expired land easements that were not previously accounted for as leases under the lease accounting standards of Topic 840 are or contain a lease under Topic 842. In addition, Topic 842 provides an optional transition method to allow entities to apply the new lease accounting standards at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings. The Company adopted this transition method upon its adoption of the lease accounting standards of Topic 842, which did not result in a cumulative effect adjustment to the opening balance of retained earnings on January 1, 2019. The Company’s comparative periods presented in the financial statements will continue to be reported under the lease accounting standards of Topic 840. In accordance with Topic 842, tenant reimbursements for property taxes and insurance are included in the single lease component of the lease contract (the right of the lessee to use the leased space) and therefore are accounted for as variable lease payments and are recorded as rental income on the Company’s statement of operations beginning January 1, 2019. In addition, the Company adopted the practical expedient available under Topic 842 to not separate nonlease components from the associated lease component and instead to account for those components as a single component if the nonlease components otherwise would be accounted for under the new revenue recognition standard (Topic 606) and if certain conditions are met, specifically related to tenant reimbursements for common area maintenance which would otherwise be accounted for under the revenue recognition standard. The Company believes the two conditions have been met for tenant reimbursements for common area maintenance as (i) the timing and pattern of transfer of the nonlease components and associated lease components are the same and (ii) the lease component would be classified as an operating lease. Accordingly, tenant reimbursements for common area maintenance are also accounted for as variable lease payments and recorded as rental income on the Company’s statement of operations beginning January 1, 2019. The Company recognizes minimum rent, including rental abatements, lease incentives and contractual fixed increases attributable to operating leases, on a straight-line basis over the term of the related leases when collectibility is probable and records amounts expected to be received in later years as deferred rent receivable. If the lease provides for tenant improvements, the Company determines whether the tenant improvements, for accounting purposes, are owned by the tenant or the Company. When the Company is the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the physical use of the leased asset until the tenant improvements are substantially completed. When the tenant is the owner of the tenant improvements, any tenant improvement allowance (including amounts that can be taken in the form of cash or a credit against the tenant’s rent) that is funded is treated as a lease incentive and amortized as a reduction of rental revenue over the lease term. Tenant improvement ownership is determined based on various factors including, but not limited to: • whether the lease stipulates how a tenant improvement allowance may be spent; • whether the lessee or lessor supervises the construction and bears the risk of cost overruns; • whether the amount of a tenant improvement allowance is in excess of market rates; • whether the tenant or landlord retains legal title to the improvements at the end of the lease term; • whether the tenant improvements are unique to the tenant or general purpose in nature; and • whether the tenant improvements are expected to have any residual value at the end of the lease. In accordance with Topic 842, the Company makes a determination of whether the collectibility of the lease payments in an operating lease is probable. If the Company determines the lease payments are not probable of collection, the Company would fully reserve for any contractual lease payments, deferred rent receivable, and variable lease payments and would recognize rental income only if cash is received. Beginning January 1, 2019, these changes to the Company’s collectibility assessment are reflected as an adjustment to rental income. Prior to January 1, 2019, bad debt expense related to uncollectible accounts receivable and deferred rent receivable was included in operating, maintenance, and management expense in the statement of operations. Any subsequent changes to the collectibility of the allowance for doubtful accounts as of December 31, 2018, which was recorded prior to the adoption of Topic 842, are recorded in operating, maintenance, and management expense in the statement of operations. Beginning January 1, 2019, the Company, as a lessor, records costs to negotiate or arrange a lease that would have been incurred regardless of whether the lease was obtained, such as legal costs incurred to negotiate an operating lease, as an expense and classifies such costs as operating, maintenance, and management expense on the Company’s consolidated statement of operations, as these costs are no longer capitalizable under the definition of initial direct costs under Topic 842. Square Footage, Occupancy and Other Measures Square footage, occupancy, number of tenants and other measures, including annualized base rent and annualized base rent per square foot, or amounts derived from such measures, used to describe real estate investments included in these condensed notes to consolidated financial statements are presented on an unaudited basis and outside the scope of the Company’s independent registered public accounting firm’s review of the Company’s financial statements in accordance with the standards of the United States Public Company Accounting Oversight Board. Recently Issued Accounting Standards Update In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses of Financial Instruments (“ASU No. 2016-13”). ASU No. 2016-13 affects entities holding financial assets and net investments in leases that are not accounted for at fair value through net income. The amendments in ASU No. 2016-13 require a financial asset (or a group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. ASU No. 2016-13 also amends the impairment model for available-for-sale securities. An entity will recognize an allowance for credit losses on available-for-sale debt securities as a contra-account to the amortized cost basis rather than as a direct reduction of the amortized cost basis of the investment, as is currently required. ASU No. 2016-13 also requires new disclosures. For financial assets measured at amortized cost, an entity will be required to disclose information about how it developed its allowance for credit losses, including changes in the factors that influenced management’s estimate of expected credit losses and the reasons for those changes. For financing receivables and net investments in leases measured at amortized cost, an entity will be required to further disaggregate the information it currently discloses about the credit quality of these assets by year of the asset’s origination for as many as five annual periods. For available-for-sale securities, an entity will be required to provide a roll-forward of the allowance for credit losses and an aging analysis for securities that are past due. ASU No. 2016-13 is effective for annual periods beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. During October 2019, the FASB announced that certain entities, including smaller reporting companies, will be allowed additional implementation time with the standard becoming effective for annual periods beginning after December 15, 2022, including interim periods within those fiscal years. The Company is still evaluating the impact of adopting ASU No. 2016-13 on its financial statements, but does not expect the adoption of ASU No. 2016-13 to have a material impact on its financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework -Changes to the Disclosure Requirements for Fair Value Measurement |
REAL ESTATE
REAL ESTATE | 9 Months Ended |
Sep. 30, 2019 | |
Real Estate [Abstract] | |
REAL ESTATE | REAL ESTATE As of September 30, 2019, the Company owned four office properties containing 683,952 rentable square feet, which were collectively 93% occupied. The following table provides summary information regarding the properties owned by the Company as of September 30, 2019 (in thousands): Property Date Acquired City State Property Type Total Real Estate at Cost Accumulated Depreciation Total Real Estate, Net Von Karman Tech Center 08/12/2015 Irvine CA Office $ 20,476 $ (1,927) $ 18,549 Commonwealth Building 06/30/2016 Portland OR Office 78,555 (10,278) 68,277 The Offices at Greenhouse 11/14/2016 Houston TX Office 47,112 (6,863) 40,249 Institute Property 11/09/2017 Chicago IL Office 46,832 (3,546) 43,286 $ 192,975 $ (22,614) $ 170,361 As of September 30, 2019, the following properties represented more than 10% of the Company’s total assets: Property Location Rentable Total Real Estate, Net Percentage of Annualized Base Rent (in thousands) (1) Average Annualized Base Rent per sq. ft. Occupancy Von Karman Tech Center Irvine, CA 101,161 $ 18,549 10.2 % $ 2,185 $ 24.61 87.8 % Commonwealth Building Portland, OR 224,122 68,277 37.5 % 6,091 28.15 96.5 % The Offices at Greenhouse Houston, TX 203,284 40,249 22.1 % 4,206 20.69 100.0 % Institute Property Chicago, IL 155,385 43,286 23.8 % 3,566 27.80 82.6 % _____________________ (1) Annualized base rent represents annualized contractual base rental income as of September 30, 2019, adjusted to straight-line any contractual tenant concessions (including free rent), rent increases and rent decreases from the lease’s inception through the balance of the lease term. Operating Leases The Company’s real estate properties are leased to tenants under operating leases for which the terms and expirations vary. As of September 30, 2019, the leases had remaining terms, excluding options to extend, of up to 9.8 years with a weighted-average remaining term of 3.8 years. Some of the leases have provisions to extend the term of the leases, options for early termination for all or a part of the leased premises after paying a specified penalty, and other terms and conditions as negotiated. The Company retains substantially all of the risks and benefits of ownership of the real estate assets leased to tenants. Generally, upon the execution of a lease, the Company requires a security deposit from the tenant in the form of a cash deposit and/or a letter of credit. The amount required as a security deposit varies depending upon the terms of the respective lease and the creditworthiness of the tenant, but generally is not a significant amount. Therefore, exposure to credit risk exists to the extent that a receivable from a tenant exceeds the amount of its security deposit. Security deposits received in cash related to tenant leases are included in other liabilities in the accompanying consolidated balance sheets and totaled $1.1 million and $1.1 million as of September 30, 2019 and December 31, 2018, respectively. During the nine months ended September 30, 2019 and 2018, the Company recognized deferred rent from tenants, net of lease incentive amortization, of $0.4 million and $0.9 million, respectively. As of September 30, 2019 and December 31, 2018, the cumulative deferred rent balance was $3.4 million and $2.9 million, respectively, and is included in rents and other receivables on the accompanying balance sheets. The cumulative deferred rent balance included $0.2 million and $0.2 million of unamortized lease incentives as of September 30, 2019 and December 31, 2018, respectively. As of September 30, 2019, the future minimum rental income from the Company’s properties under its non-cancelable operating leases was as follows (in thousands): October 1, 2019 through December 31, 2019 $ 3,871 2020 15,825 2021 14,512 2022 12,626 2023 8,714 Thereafter 11,753 $ 67,301 As of September 30, 2019, the Company had a concentration of credit risk related to AECOM, one of the tenants in The Offices at Greenhouse in the engineering industry, which represented 18% of the Company’s annualized base rent. The tenant individually occupied 135,727 rentable square feet, or approximately 21% of the total rentable square feet of the Company’s real estate portfolio, which expires on December 31, 2024, with two five As of September 30, 2019, the Company’s real estate properties were leased to 70 tenants over a diverse range of industries. The Company’s highest tenant industry concentration (greater than 10% of annualized base rent) was as follows: Industry Number of Tenants Annualized Base Rent (1) (in thousands) Percentage of Annualized Base Rent Professional, scientific and technical 13 $ 6,121 38.1 % Information technology 8 2,031 12.7 % _____________________ (1) Annualized base rent represents annualized contractual base rental income as of September 30, 2019, adjusted to straight-line any contractual tenant concessions (including free rent), rent increases and rent decreases from the lease’s inception through the balance of the lease term. |
TENANT ORIGINATION AND ABSORPTI
TENANT ORIGINATION AND ABSORPTION COSTS, ABOVE-MARKET LEASE ASSETS AND BELOW-MARKET LEASE LIABILITIES | 9 Months Ended |
Sep. 30, 2019 | |
Tenant Origination and Absorption Costs, Above-Market Lease Assets and Below-Market Lease Liabilities [Abstract] | |
TENANT ORIGINATION AND ABSORPTION COSTS, ABOVE-MARKET LEASE ASSETS AND BELOW-MARKET LEASE LIABILITIES | TENANT ORIGINATION AND ABSORPTION COSTS, ABOVE-MARKET LEASE ASSETS AND BELOW-MARKET LEASE LIABILITIES As of September 30, 2019 and December 31, 2018, the Company’s tenant origination and absorption costs, above-market lease assets and below-market lease liabilities (excluding fully amortized assets and liabilities and accumulated amortization) were as follows (in thousands): Tenant Origination and Above-Market Below-Market September 30, 2019 December 31, 2018 September 30, 2019 December 31, 2018 September 30, 2019 December 31, 2018 Cost $ 15,097 $ 15,981 $ 213 $ 213 $ (6,389) $ (7,072) Accumulated Amortization (6,941) (5,848) (85) (63) 3,502 3,204 Net Amount $ 8,156 $ 10,133 $ 128 $ 150 $ (2,887) $ (3,868) Increases (decreases) in net income as a result of amortization of the Company’s tenant origination and absorption costs, above-market lease assets and below-market lease liabilities for the three and nine months ended September 30, 2019 and 2018 were as follows (in thousands): Tenant Origination and Above-Market Below-Market For the Three Months Ended September 30, For the Three Months Ended September 30, For the Three Months Ended September 30, 2019 2018 2019 2018 2019 2018 Amortization $ (627) $ (758) $ (7) $ (7) $ 308 $ 403 Tenant Origination and Above-Market Below-Market For the Nine Months Ended September 30, For the Nine Months Ended September 30, For the Nine Months Ended September 30, 2019 2018 2019 2018 2019 2018 Amortization $ (1,977) $ 2,706 $ (22) $ (22) $ 981 $ 1,661 |
INVESTMENT IN UNCONSOLIDATED JO
INVESTMENT IN UNCONSOLIDATED JOINT VENTURE | 9 Months Ended |
Sep. 30, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENT IN UNCONSOLIDATED JOINT VENTURE | INVESTMENT IN UNCONSOLIDATED JOINT VENTURE On June 28, 2019, the Company, through an indirect wholly owned subsidiary, and FGPH 210 W. Chicago LLC (the “JV Partner”), entered into a limited liability company agreement to form a joint venture (the “Joint Venture”). Prior to entering into the Joint Venture, an affiliate of the JV Partner entered into a purchase and sale agreement to acquire an office property containing 16,239 rentable square feet located on approximately 8,072 square feet of land in Chicago, Illinois (“210 W. Chicago”), and such affiliate of the JV Partner assigned the purchase and sale agreement to the Joint Venture and the Joint Venture acquired 210 W. Chicago on June 28, 2019. The Company and the JV Partner each own a 50% equity interest in the Joint Venture, with the Company serving as the manager of the Joint Venture. Major decisions, as defined in the limited liability company agreement, require an affirmative unanimous written consent. Income, losses and distributions are generally allocated based on the members’ respective equity interests. Accordingly, the Company has accounted for its investment in the Joint Venture under the equity method of accounting. |
NOTES PAYABLE
NOTES PAYABLE | 9 Months Ended |
Sep. 30, 2019 | |
Notes Payable [Abstract] | |
NOTES PAYABLE | NOTES PAYABLE As of September 30, 2019, the Company’s notes payable consisted of the following (dollars in thousands): Book Value as of September 30, 2019 Book Value as of December 31, 2018 Contractual Interest Rate as of September 30, 2019 (1) Effective Interest Rate at September 30, 2019 (1) Payment Type Maturity Date (2) Commonwealth Building Mortgage Loan (3) $ 45,681 $ 45,000 One-month LIBOR +1.80% 3.91% Interest Only 02/01/2023 Term Loan (4) 72,800 72,800 One-month LIBOR + 2.00% 4.38% Interest Only 11/09/2020 Notes payable principal outstanding $ 118,481 $ 117,800 Deferred financing costs, net (710) (967) Notes payable, net $ 117,771 $ 116,833 _____________________ (1) Contractual interest rate represents the interest rate in effect under the loan as of September 30, 2019. Effective interest rate is calculated as the actual interest rate in effect as of September 30, 2019 (consisting of the contractual interest rate and the effect of interest rate swaps, if applicable), using interest rate indices as of September 30, 2019, where applicable. (2) Represents the maturity date as of September 30, 2019; subject to certain conditions, the maturity dates of certain loans may be extended beyond the dates shown. (3) As of September 30, 2019, $45.7 million of the Commonwealth Building mortgage loan was outstanding and $5.7 million remained available for future disbursements, subject to certain terms and conditions set forth in the loan documents. (4) As of September 30, 2019, the outstanding balance under the Term Loan consisted of $48.5 million of term commitment and $24.3 million of revolving commitment, which bears interest at a rate per annum equal to 2.0% over one-month LIBOR. As of September 30, 2019, there are two one During the three and nine months ended September 30, 2019, the Company incurred $1.6 million and $6.1 million of interest expense, respectively. During the three and nine months ended September 30, 2018, the Company incurred $1.0 million and $2.7 million of interest expense, respectively. As of September 30, 2019 and December 31, 2018, $0.4 million and $0.4 million of interest expense were payable, respectively. Included in interest expense during the three and nine months ended September 30, 2019 were $0.1 million and $0.3 million of amortization of deferred financing costs, respectively. Included in interest expense during the three and nine months ended September 30, 2018 were $0.1 million and $0.3 million of amortization of deferred financing costs, respectively. Also included in interest expense during the nine months ended September 30, 2018 was $0.2 million of debt refinancing costs. Interest expense was increased by $0.2 million and $1.9 million as a result of a change in fair value of the Company’s derivative instruments for the three and nine months ended September 30, 2019, respectively. Interest expense was reduced by $0.3 million and $1.1 million as a result of a change in fair value of the Company’s derivative instruments for the three and nine months ended September 30, 2018, respectively. The following is a schedule of maturities, including principal amortization payments, for all notes payable outstanding as of September 30, 2019 (in thousands): October 1, 2019 through December 31, 2019 $ — 2020 72,800 2021 — 2022 — 2023 45,681 $ 118,481 |
DERIVATIVE INSTRUMENTS
DERIVATIVE INSTRUMENTS | 9 Months Ended |
Sep. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS | DERIVATIVE INSTRUMENTS The Company enters into derivative instruments for risk management purposes to hedge its exposure to cash flow variability caused by changing interest rates. The primary goal of the Company’s risk management practices related to interest rate risk is to prevent changes in interest rates from adversely impacting the Company’s ability to achieve its investment return objectives. The Company does not enter into derivatives for speculative purposes. The Company enters into interest rate swaps as a fixed rate payer to mitigate its exposure to rising interest rates on its variable rate notes payable. The value of interest rate swaps is primarily impacted by interest rates, market expectations about interest rates, and the remaining life of the instrument. In general, increases in interest rates, or anticipated increases in interest rates, will increase the value of the fixed rate payer position and decrease the value of the variable rate payer position. As the remaining life of the interest rate swap decreases, the value of both positions will generally move towards zero. The following table summarizes the notional amount and other information related to the Company’s interest rate swaps as of September 30, 2019 and December 31, 2018. The notional amount is an indication of the extent of the Company’s involvement in each instrument at that time, but does not represent exposure to credit, interest rate or market risks (dollars in thousands): September 30, 2019 December 31, 2018 Weighted-Average Weighted-Average Remaining Term in Years Derivative Instruments Number of Instruments Notional Amount Number of Instruments Notional Amount Reference Rate as of September 30, 2019 Derivative instruments not designated as hedging instruments Interest Rate Swaps 2 $ 78,533 2 $ 78,533 One-month LIBOR/ Fixed at 2.07% - 2.82% 2.36% 2.71 The following table sets forth the fair value of the Company’s derivative instruments as well as their classification on the consolidated balance sheets as of September 30, 2019 and December 31, 2018 (dollars in thousands): September 30, 2019 December 31, 2018 Derivative Instruments Balance Sheet Location Number of Fair Value Number of Fair Value Derivative instruments not designated as hedging instruments Interest Rate Swaps Prepaid expenses and other assets, at fair value — $ — 1 $ 501 Interest Rate Swaps Other liabilities, at fair value 2 $ (1,856) 1 $ (409) The change in fair value of a derivative instrument that is not designated as a cash flow hedge is included in interest expense in the accompanying consolidated statements of operations. The following table summarizes the effects of derivative instruments on the Company’s consolidated statements of operations (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2019 2018 2019 2018 Income statement related Derivatives not designated as hedging instruments Realized loss (gain) recognized on interest rate swaps $ 21 $ — $ (57) $ — Unrealized loss (gain) on interest rate swaps 222 (325) 1,949 (1,136) Increase (decrease) in interest expense as a result of derivatives $ 243 $ (325) $ 1,892 $ (1,136) |
FAIR VALUE DISCLOSURES
FAIR VALUE DISCLOSURES | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE DISCLOSURES | FAIR VALUE DISCLOSURES Under GAAP, the Company is required to measure certain financial instruments at fair value on a recurring basis. In addition, the Company is required to measure other non-financial and financial assets at fair value on a non-recurring basis (e.g., carrying value of long-lived assets). Fair value, as defined under GAAP, is the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The GAAP fair value framework uses a three-tiered approach. Fair value measurements are classified and disclosed in one of the following three categories: • Level 1: unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities; • Level 2: quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and • Level 3: prices or valuation techniques where little or no market data is available that requires inputs that are both significant to the fair value measurement and unobservable. The fair value for certain financial instruments is derived using a combination of market quotes, pricing models and other valuation techniques that involve significant management judgment. The price transparency of financial instruments is a key determinant of the degree of judgment involved in determining the fair value of the Company’s financial instruments. Financial instruments for which actively quoted prices or pricing parameters are available and for which markets contain orderly transactions will generally have a higher degree of price transparency than financial instruments for which markets are inactive or consist of non-orderly trades. The Company evaluates several factors when determining if a market is inactive or when market transactions are not orderly. The following is a summary of the methods and assumptions used by management in estimating the fair value of each class of financial instrument for which it is practicable to estimate the fair value: Cash and cash equivalents, rent and other receivables, and accounts payable and accrued liabilities: These balances approximate their fair values due to the short maturities of these items. Derivative instruments: The Company’s derivative instruments are presented at fair value on the accompanying consolidated balance sheets. The valuation of these instruments is determined using a proprietary model that utilizes observable inputs. As such, the Company classifies these inputs as Level 2 inputs. The proprietary model uses the contractual terms of the derivatives, including the period to maturity, as well as observable market-based inputs, including interest rate curves and volatility. The fair values of interest rate swaps are estimated using the market standard methodology of netting the discounted fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on an expectation of interest rates (forward curves) derived from observable market interest rate curves. In addition, credit valuation adjustments, which consider the impact of any credit risks to the contracts, are incorporated in the fair values to account for potential nonperformance risk. Notes payable: The fair value of the Company’s notes payable is estimated using a discounted cash flow analysis based on management’s estimates of current market interest rates for instruments with similar characteristics, including remaining loan term, loan-to-value ratio, type of collateral and other credit enhancements. Additionally, when determining the fair value of liabilities in circumstances in which a quoted price in an active market for an identical liability is not available, the Company measures fair value using (i) a valuation technique that uses the quoted price of the identical liability when traded as an asset or quoted prices for similar liabilities when traded as assets or (ii) another valuation technique that is consistent with the principles of fair value measurement, such as the income approach or the market approach. The Company classifies these inputs as Level 3 inputs. The following were the face values, carrying amounts and fair values of the Company’s notes payable as of September 30, 2019 and December 31, 2018, which carrying amounts generally do not approximate the fair values (in thousands): September 30, 2019 December 31, 2018 Face Value Carrying Amount Fair Value Face Value Carrying Amount Fair Value Financial liabilities: Notes payable $ 118,481 $ 117,771 $ 119,307 $ 117,800 $ 116,833 $ 118,911 Disclosure of the fair values of financial instruments is based on pertinent information available to the Company as of the period end and requires a significant amount of judgment. The actual value could be materially different from the Company’s estimate of value. As of September 30, 2019, the Company measured the following derivative instruments at fair value (in thousands): Fair Value Measurements Using Total Quoted Prices in Active Markets Significant Other Observable Inputs Significant Unobservable Inputs Recurring Basis: Liability derivative - interest rate swaps $ (1,856) $ — $ (1,856) $ — |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Pursuant to the Advisory Agreement, the Initial Private Offering Dealer Manager Agreement and the Public Offering Dealer Manager Agreement, the Company is or was obligated to pay the Advisor and the Dealer Manager specified fees upon the provision of certain services related to the Initial Private Offering and the Public Offering, the investment of funds in real estate, management of the Company’s investments and for other services (including, but not limited to, the disposition of investments). The Company was also obligated to reimburse the Advisor and Dealer Manager for certain organization and offering costs incurred by the Advisor and the Dealer Manager on behalf of the Company, and the Company is obligated to reimburse the Advisor for acquisition and origination expenses and certain operating expenses incurred on behalf of the Company or incurred in connection with providing services to the Company. The Advisor is entitled to certain other fees, including an incentive fee upon achieving certain performance goals, as detailed in the Advisory Agreement. In addition, the Advisor will pay all offering expenses related to the Second Private Offering without reimbursement by the Company. In addition, in connection with certain property acquisitions, the Company, through indirect wholly owned subsidiaries, has entered into separate Property Management Agreements (defined below) with KBS Management Group, LLC, an affiliate of the Advisor (the “Co-Manager”). The Company has also entered into a fee reimbursement agreement with the Dealer Manager pursuant to which the Company agreed to reimburse the Dealer Manager for certain fees and expenses it incurs for administering the Company’s participation in the DTCC Alternative Investment Product Platform with respect to certain accounts of the Company’s investors serviced through the platform. The Advisor also serves or served as the advisor for KBS Real Estate Investment Trust, Inc. (“KBS REIT I”), KBS Real Estate Investment Trust II, Inc. (“KBS REIT II”), KBS Real Estate Investment Trust III, Inc. (“KBS REIT III”), Pacific Oak Strategic Opportunity REIT, Inc., formerly KBS Strategic Opportunity REIT, Inc. (“Pacific Oak Strategic Opportunity REIT”), KBS Legacy Partners Apartment REIT, Inc. (“KBS Legacy Partners Apartment REIT”) and Pacific Oak Strategic Opportunity REIT II, Inc., formerly KBS Strategic Opportunity REIT II, Inc. (“Pacific Oak Strategic Opportunity REIT II”). Effective October 31, 2019, the respective advisory agreements between the Advisor and Pacific Oak Strategic Opportunity REIT and Pacific Oak Strategic Opportunity REIT II terminated. The Dealer Manager also serves or served as the dealer manager for KBS REIT I, KBS REIT II, KBS REIT III, Pacific Oak Strategic Opportunity REIT, KBS Legacy Partners Apartment REIT and Pacific Oak Strategic Opportunity REIT II. The Dealer Manager notified Pacific Oak Strategic Opportunity REIT and Pacific Oak Strategic Opportunity REIT II that the dealer manager agreements between the respective parties will terminate on December 31, 2019. On November 1, 2019, Pacific Oak Strategic Opportunity REIT and Pacific Oak Strategic Opportunity REIT II each entered into advisory agreements with a new external advisor, Pacific Oak Capital Advisors, LLC. Pacific Oak Capital Advisors, LLC is part of a group of companies formed, owned and managed by Keith D. Hall and Peter McMillan III. Together, through GKP Holding LLC, Messrs. Hall and McMillan, indirectly own a 33 1/3% interest in the Advisor and the Dealer Manager. As of January 1, 2018, the Company, together with KBS REIT II, KBS REIT III, Pacific Oak Strategic Opportunity REIT, KBS Legacy Partners Apartment REIT, Pacific Oak Strategic Opportunity REIT II, the Dealer Manager, the Advisor and other KBS affiliated entities, had entered into an errors and omissions and directors and officers liability insurance program where the lower tiers of such insurance coverage were shared. The cost of these lower tiers is allocated by the Advisor and its insurance broker among each of the various entities covered by the program and is billed directly to each entity. At the June 2018 renewal, Pacific Oak Strategic Opportunity REIT, Pacific Oak Strategic Opportunity REIT II and KBS Legacy Partners Apartment REIT elected to cease participation in the program and obtained separate insurance coverage. In June 2019, the Company renewed its participation in the program. The program is effective through June 30, 2020. During the nine months ended September 30, 2019 and 2018, no other business transactions occurred between the Company and KBS REIT I, KBS REIT II, KBS REIT III, Pacific Oak Strategic Opportunity REIT, KBS Legacy Partners Apartment REIT and Pacific Oak Strategic Opportunity REIT II. Pursuant to the terms of these agreements, summarized below are the related-party costs incurred by the Company for the three and nine months ended September 30, 2019 and 2018, and any related amounts payable as of September 30, 2019 and December 31, 2018 (in thousands). Incurred Payable as of Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 September 30, 2019 December 31, 2018 Expensed Asset management fees (1) $ 483 $ 468 $ 1,412 $ 1,386 $ 3,686 $ 2,274 Reimbursement of operating expenses (2) 49 38 139 144 21 16 Property management fees (3) 40 45 122 129 13 13 Other Arrangement Advisor advance for cash distributions (4) — — — — 1,338 1,338 $ 572 $ 551 $ 1,673 $ 1,659 $ 5,058 $ 3,641 _____________________ (1) The asset management fee is a monthly fee payable to the Advisor in an amount equal to one-twelfth of 1.0% of the cost of the Company’s investments including the portion of the investment that is debt financed. As of September 30, 2019, the Company had accrued and deferred payment of $3.7 million of asset management fees related to October 2017 through September 2019. (2) See “Reimbursable Operating Expenses” below. (3) See “Real Estate Property Co-Management Agreements” below. (4) See “Advance from the Advisor” below. Reimbursable Operating Expenses Reimbursable operating expenses primarily related to directors and officers liability insurance, legal fees, state and local taxes, accounting software and cybersecurity related expenses incurred by the Advisor under the Advisory Agreement. The Company has reimbursed the Advisor for the Company’s allocable portion of the salaries, benefits and overhead of internal audit department personnel providing services to the Company. These amounts totaled $48,303 and $138,681 for the three and nine months ended September 30, 2019, respectively and $38,519 and $141,731 for the three and nine months ended September 30, 2018, respectively, and were the only type of employee costs reimbursed under the Advisory Agreement. The Company does not reimburse for employee costs in connection with services for which the Advisor earned or earns acquisition, origination or disposition fees (other than reimbursement of travel and communication expenses) or for the salaries or benefits the Advisor or its affiliates may pay to the Company’s executive officers. In addition to the amounts above, the Company reimburses the Advisor for certain of the Company’s direct costs incurred from third parties that were initially paid by the Advisor on behalf of the Company. Effective September 29, 2017, the Company eliminated its obligation to reimburse expenses incurred by the Advisor in connection with providing services pursuant to the Advisory Agreement, other than (i) the allocable portion of the costs of the internal audit department and (ii) promotional costs and expenses related to the leasing of properties. The Advisor must reimburse the Company the amount by which the Company’s aggregate total operating expenses for the four fiscal quarters then ended exceed the greater of 2% of the Company’s average invested assets or 25% of the Company’s net income, unless the conflicts committee has determined that such excess expenses were justified based on unusual and non-recurring factors. Operating expenses for the four fiscal quarters ended September 30, 2019 did not exceed the charter-imposed limitation. Advance from the Advisor The Advisor advanced funds to the Company, which are non-interest bearing, for distribution record dates through the period ended May 31, 2016. As of September 30, 2019, the total advanced funds due to the Advisor from the Company was approximately $1.3 million. The Company is only obligated to repay the Advisor for its advance if and to the extent that: (i) the Company’s modified funds from operations (“MFFO”), as such term is defined by the Institute for Portfolio Alternatives and interpreted by the Company, for the immediately preceding month exceeds the amount of cash distributions declared for record dates of such prior month (an “MFFO Surplus”), and the Company will pay the Advisor the amount of the MFFO Surplus to reduce the principal amount outstanding under the advance, provided that such payments shall only be made if management in its sole discretion expects an MFFO Surplus to be recurring for at least the next two calendar quarters, determined on a quarterly basis; or (ii) Excess proceeds from third-party financings are available (“Excess Proceeds”), provided that the amount of any such Excess Proceeds that may be used to repay the principal amount outstanding under the advance shall be determined by the conflicts committee in its sole discretion. In determining whether Excess Proceeds are available to repay the advance, the Company’s conflicts committee will consider whether cash on hand could have been used to reduce the amount of third-party financing provided to us. If such cash could have been used instead of third-party financing, the third-party financing proceeds will be available to repay the advance. Real Estate Property Co-Management Agreements In connection with its property acquisitions, the Company, through separate, indirect, wholly-owned subsidiaries, entered into separate property management agreements (each, a “Property Management Agreement”) with the Co-Manager for each of its properties. Under each Property Management Agreement, the Co-Manager will provide certain management services related to these properties in addition to those provided by the third-party property managers. In exchange for these services, the Company will pay the Co-Manager a monthly fee equal to a percentage of the rent, payable and actually collected for the month from each of the properties. Each Property Management Agreement has an initial term of one year and will be deemed renewed for successive one Property Name Effective Date Annual Fee Percentage Von Karman Tech Center 07/31/2015 1.50% Commonwealth Building 07/01/2016 1.25% The Offices at Greenhouse 11/14/2016 0.25% Institute Property 11/09/2017 1.00% Organization and Offering Costs Offering costs include all expenses incurred in connection with the offerings of securities by the Company. Organization costs include all expenses incurred in connection with the formation of the Company, including but not limited to legal fees and other costs to incorporate the Company. With respect to the Public Offering, the Advisor and the Dealer Manager generally paid the organization and offering expenses of the Company incurred in the Primary Offering (other than selling commissions, dealer manager fees and stockholder servicing fees) directly. The Company reimbursed the Advisor, the Dealer Manager and its affiliates up to 1% of gross proceeds raised in the Primary Offering for commercially reasonable organization and offering expenses (other than selling commissions, dealer manager fees and stockholder servicing fees). The Advisor, the Dealer Manager and their affiliates were responsible for all organization and other offering expenses (which excludes selling commissions, dealer manager fees and stockholder servicing fees) paid related to the Primary Offering to the extent they exceeded 1% of gross proceeds raised in the Primary Offering. The Company did not reimburse the Dealer Manager for wholesaling compensation expenses. During the Initial Private Offering, the Company was obligated to reimburse the Advisor and its affiliates for all organization and offering costs (excluding wholesaling compensation expenses) paid by them on behalf of the Company. The Advisor has agreed to pay directly all offering expenses related to the Second Private Offering without reimbursement by the Company. Through September 30, 2019, the Advisor and its affiliates had incurred organization and other offering costs (which exclude selling commissions, dealer manager fees and stockholder servicing fees) on the Company’s behalf in connection with the Public Offering of approximately $4.4 million. As of September 30, 2019, the Company had recorded $39,000 of organization and other offering expenses related to the Public Offering, which amount represents the Company’s maximum liability for organization and other offering costs as of September 30, 2019 based on the limitations described above. As of September 30, 2019, the Company had recorded $1.5 million of organization and other offering costs related to the Initial Private Offering. Organization costs were expensed as incurred and offering costs are deferred and charged to stockholders’ equity as such amounts were reimbursed to the Advisor, the Dealer Manager or their affiliates from the gross proceeds of the applicable offering. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Economic Dependency The Company depends on the Advisor for certain services that are essential to the Company, including the identification, evaluation, negotiation, acquisition and disposition of investments; management of the daily operations of the Company’s investment portfolio; and other general and administrative responsibilities. In the event that the Advisor is unable to provide such services, the Company will be required to obtain such services from other sources. Legal Matters From time to time, the Company may become party to legal proceedings that arise in the ordinary course of its business. Management is not aware of any legal proceedings of which the outcome is probable or reasonably possible to have a material adverse effect on the Company’s results of operations or financial condition, which would require accrual or disclosure of the contingency and possible range of loss. Additionally, the Company has not recorded any loss contingencies related to legal proceedings in which the potential loss is deemed to be remote. Environmental As an owner of real estate, the Company is subject to various environmental laws of federal, state and local governments. Although there can be no assurance, the Company is not aware of any environmental liability that could have a material adverse effect on its financial condition or results of operations. However, changes in applicable environmental laws and regulations, the uses and conditions of properties in the vicinity of the Company’s property, the activities of its tenants and other environmental conditions of which the Company is unaware with respect to the property could result in future environmental liabilities. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2019 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS The Company evaluates subsequent events up until the date the consolidated financial statements are issued. Cash Distributions Paid On October 1, 2019, the Company paid cash distributions of $0.5 million, which related to a distribution declared for September 2019 in the amount of $0.046 per share of common stock to stockholders of record as of the close of business on September 27, 2019. On November 1, 2019, the Company paid cash distributions of $0.5 million, which related to a distribution declared for October 2019 in the amount of $0.046 per share of common stock to stockholders of record as of the close of business on October 30, 2019. Distributions Authorized |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying unaudited consolidated financial statements and condensed notes thereto have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information as contained within the FASB Accounting Standards Codification (“ASC”) and the rules and regulations of the SEC, including the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, the unaudited consolidated financial statements do not include all of the information and footnotes required by GAAP for audited financial statements. In the opinion of management, the financial statements for the unaudited interim periods presented include all adjustments, which are of a normal and recurring nature, necessary for a fair and consistent presentation of the results for such periods. Operating results for the three and nine months ended September 30, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019. |
Principles of Consolidation | The consolidated financial statements include the accounts of the Company, REIT Holdings, the Operating Partnership, and their direct and indirect wholly owned subsidiaries. All significant intercompany balances and transactions are eliminated in consolidation. |
Use of Estimates | The preparation of the consolidated financial statements and the accompanying notes thereto in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could materially differ from those estimates. |
Investments in Unconsolidated Joint Ventures | The Company accounts for investments in unconsolidated joint ventures over which the Company may exercise significant influence, but does not control, using the equity method of accounting. Under the equity method, the investment is initially recorded at cost and subsequently adjusted to reflect additional contributions or distributions and the Company’s proportionate share of equity in the joint venture’s income (loss). The Company recognizes its proportionate share of the ongoing income or loss of the unconsolidated joint venture as equity in income (loss) of unconsolidated joint venture on the consolidated statements of operations. On a quarterly basis, the Company evaluates its investment in an unconsolidated joint venture for other-than-temporary impairments. As of September 30, 2019, the Company did not identify any indicators of impairment related to its unconsolidated real estate joint venture accounted for under the equity method. |
Segments | The Company had invested in four office properties as of September 30, 2019 and had made an investment in an unconsolidated joint venture. Substantially all of the Company’s revenue and net loss is from real estate, and therefore, the Company currently operates in one reportable segment. |
Per Share Data | Basic net income (loss) per share of common stock is calculated by dividing net income (loss) by the weighted-average number of shares of common stock issued and outstanding during such period. Diluted net income (loss) per share of common stock equals basic net income (loss) per share of common stock as there were no potentially dilutive securities outstanding for the nine months ended September 30, 2019 and 2018. For the purpose of determining the weighted average number of shares outstanding, stock dividends issued during the period presented are adjusted retroactively and treated as if they were issued and outstanding for all periods presented. During the three months ended September 30, 2019 and 2018, aggregate cash distributions declared per share of Class A and Class T common stock were $0.13800000 and $0.13293356, respectively. During the nine months ended September 30, 2019 and 2018, aggregate cash distributions declared per share of Class A and Class T common stock were $0.41236183 and $0.38001669, respectively, assuming the share was issued and outstanding each date that was a record date for distributions during the period. Class A and Class T common stock distributions for the period from January 1, 2018 through April 30, 2018 and from May 1, 2018 through September 30, 2018 were each calculated at a rate of $0.00132452 per share per day and $0.00144493 per share per day, respectively. Class A and Class T common stock distributions for the period from January 1, 2019 through May 31, 2019 were calculated at a rate of $0.00151233 per share per day. Distributions declared per common share of Class A and Class T common stock were $0.046 per share for each month commencing June 2019 through September 2019. Distributions declared per common share assumes each share was issued and outstanding each day that was a record date for distributions. In accordance with FASB ASC Topic 260-10-45, Earnings Per Share , the Company uses the two-class method to calculate earnings per share. Basic earnings per share is calculated based on dividends declared (“distributed earnings”) and the rights of common shares and participating securities in any undistributed earnings, which represents net income remaining after deduction of dividends declared during the period. The undistributed earnings are allocated to all outstanding common shares based on the relative percentage of each class of shares to the total number of outstanding shares. The Company does not have any participating securities outstanding other than Class A Common Stock and Class T Common Stock during the periods presented. |
Reclassifications | Certain amounts in the Company’s prior period consolidated financial statements have been reclassified to conform to the current period presentation. These reclassifications have not changed the results of operations of prior periods. Upon adoption of the lease accounting standards of Topic 842 on January 1, 2019 (described below), the Company accounted for tenant reimbursements for property taxes, insurance and common area maintenance as variable lease payments and recorded these amounts as rental income on the statement of operations. For the three and nine months ended September 30, 2018, the Company reclassified $1.0 million and $2.9 million, respectively, of tenant reimbursement revenue for property taxes, insurance, and common area maintenance to rental income for comparability purposes. |
Leases | Real Estate On January 1, 2019, the Company adopted the lease accounting standards under Topic 842 including the package of practical expedients for all leases that commenced before the effective date of January 1, 2019. Accordingly, the Company (i) did not reassess whether any expired or existing contracts are or contain leases, (ii) did not reassess the lease classification for any expired or existing lease, and (iii) did not reassess initial direct costs for any existing leases. The Company did not elect the practical expedient related to using hindsight to reevaluate the lease term. In addition, the Company adopted the practical expedient for land easements and did not assess whether existing or expired land easements that were not previously accounted for as leases under the lease accounting standards of Topic 840 are or contain a lease under Topic 842. In addition, Topic 842 provides an optional transition method to allow entities to apply the new lease accounting standards at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings. The Company adopted this transition method upon its adoption of the lease accounting standards of Topic 842, which did not result in a cumulative effect adjustment to the opening balance of retained earnings on January 1, 2019. The Company’s comparative periods presented in the financial statements will continue to be reported under the lease accounting standards of Topic 840. In accordance with Topic 842, tenant reimbursements for property taxes and insurance are included in the single lease component of the lease contract (the right of the lessee to use the leased space) and therefore are accounted for as variable lease payments and are recorded as rental income on the Company’s statement of operations beginning January 1, 2019. In addition, the Company adopted the practical expedient available under Topic 842 to not separate nonlease components from the associated lease component and instead to account for those components as a single component if the nonlease components otherwise would be accounted for under the new revenue recognition standard (Topic 606) and if certain conditions are met, specifically related to tenant reimbursements for common area maintenance which would otherwise be accounted for under the revenue recognition standard. The Company believes the two conditions have been met for tenant reimbursements for common area maintenance as (i) the timing and pattern of transfer of the nonlease components and associated lease components are the same and (ii) the lease component would be classified as an operating lease. Accordingly, tenant reimbursements for common area maintenance are also accounted for as variable lease payments and recorded as rental income on the Company’s statement of operations beginning January 1, 2019. The Company recognizes minimum rent, including rental abatements, lease incentives and contractual fixed increases attributable to operating leases, on a straight-line basis over the term of the related leases when collectibility is probable and records amounts expected to be received in later years as deferred rent receivable. If the lease provides for tenant improvements, the Company determines whether the tenant improvements, for accounting purposes, are owned by the tenant or the Company. When the Company is the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the physical use of the leased asset until the tenant improvements are substantially completed. When the tenant is the owner of the tenant improvements, any tenant improvement allowance (including amounts that can be taken in the form of cash or a credit against the tenant’s rent) that is funded is treated as a lease incentive and amortized as a reduction of rental revenue over the lease term. Tenant improvement ownership is determined based on various factors including, but not limited to: • whether the lease stipulates how a tenant improvement allowance may be spent; • whether the lessee or lessor supervises the construction and bears the risk of cost overruns; • whether the amount of a tenant improvement allowance is in excess of market rates; • whether the tenant or landlord retains legal title to the improvements at the end of the lease term; • whether the tenant improvements are unique to the tenant or general purpose in nature; and • whether the tenant improvements are expected to have any residual value at the end of the lease. In accordance with Topic 842, the Company makes a determination of whether the collectibility of the lease payments in an operating lease is probable. If the Company determines the lease payments are not probable of collection, the Company would fully reserve for any contractual lease payments, deferred rent receivable, and variable lease payments and would recognize rental income only if cash is received. Beginning January 1, 2019, these changes to the Company’s collectibility assessment are reflected as an adjustment to rental income. Prior to January 1, 2019, bad debt expense related to uncollectible accounts receivable and deferred rent receivable was included in operating, maintenance, and management expense in the statement of operations. Any subsequent changes to the collectibility of the allowance for doubtful accounts as of December 31, 2018, which was recorded prior to the adoption of Topic 842, are recorded in operating, maintenance, and management expense in the statement of operations. |
Square Footage, Occupancy and Other Measures | Square footage, occupancy, number of tenants and other measures, including annualized base rent and annualized base rent per square foot, or amounts derived from such measures, used to describe real estate investments included in these condensed notes to consolidated financial statements are presented on an unaudited basis and outside the scope of the Company’s independent registered public accounting firm’s review of the Company’s financial statements in accordance with the standards of the United States Public Company Accounting Oversight Board. |
Recently Issued Accounting Standards Updates | In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses of Financial Instruments (“ASU No. 2016-13”). ASU No. 2016-13 affects entities holding financial assets and net investments in leases that are not accounted for at fair value through net income. The amendments in ASU No. 2016-13 require a financial asset (or a group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. ASU No. 2016-13 also amends the impairment model for available-for-sale securities. An entity will recognize an allowance for credit losses on available-for-sale debt securities as a contra-account to the amortized cost basis rather than as a direct reduction of the amortized cost basis of the investment, as is currently required. ASU No. 2016-13 also requires new disclosures. For financial assets measured at amortized cost, an entity will be required to disclose information about how it developed its allowance for credit losses, including changes in the factors that influenced management’s estimate of expected credit losses and the reasons for those changes. For financing receivables and net investments in leases measured at amortized cost, an entity will be required to further disaggregate the information it currently discloses about the credit quality of these assets by year of the asset’s origination for as many as five annual periods. For available-for-sale securities, an entity will be required to provide a roll-forward of the allowance for credit losses and an aging analysis for securities that are past due. ASU No. 2016-13 is effective for annual periods beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. During October 2019, the FASB announced that certain entities, including smaller reporting companies, will be allowed additional implementation time with the standard becoming effective for annual periods beginning after December 15, 2022, including interim periods within those fiscal years. The Company is still evaluating the impact of adopting ASU No. 2016-13 on its financial statements, but does not expect the adoption of ASU No. 2016-13 to have a material impact on its financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework -Changes to the Disclosure Requirements for Fair Value Measurement |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Earnings Per Share, Including Two Class Method | The Company’s calculated earnings per share for the three and nine months ended September 30, 2019 and 2018 were as follows (in thousands, except share and per share amounts): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2019 2018 2019 2018 Net loss $ (1,207) $ (299) $ (5,474) $ (1,229) Less: Class A Common Stock cash distributions declared 1,347 1,231 3,971 3,479 Less: Class T Common Stock cash distributions declared 41 39 123 109 Undistributed net loss $ (2,595) $ (1,569) $ (9,568) $ (4,817) Class A Common Stock: Undistributed net loss $ (2,518) $ (1,521) $ (9,281) $ (4,671) Class A Common Stock cash distributions declared 1,347 1,231 3,971 3,479 Net loss $ (1,171) $ (290) $ (5,310) $ (1,192) Net loss per common share, basic and diluted $ (0.12) $ (0.03) $ (0.55) $ (0.13) Weighted-average number of common shares outstanding, basic and diluted 9,756,865 9,270,850 9,628,701 9,154,854 Class T Common Stock: Undistributed net loss $ (77) $ (48) $ (287) $ (146) Class T Common Stock cash distributions declared 41 39 123 109 Net loss $ (36) $ (9) $ (164) $ (37) Net loss per common share, basic and diluted $ (0.12) $ (0.03) $ (0.55) $ (0.13) Weighted-average number of common shares outstanding, basic and diluted 301,643 290,153 298,994 286,846 |
REAL ESTATE (Tables)
REAL ESTATE (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Real Estate [Abstract] | |
Schedule of Real Estate | The following table provides summary information regarding the properties owned by the Company as of September 30, 2019 (in thousands): Property Date Acquired City State Property Type Total Real Estate at Cost Accumulated Depreciation Total Real Estate, Net Von Karman Tech Center 08/12/2015 Irvine CA Office $ 20,476 $ (1,927) $ 18,549 Commonwealth Building 06/30/2016 Portland OR Office 78,555 (10,278) 68,277 The Offices at Greenhouse 11/14/2016 Houston TX Office 47,112 (6,863) 40,249 Institute Property 11/09/2017 Chicago IL Office 46,832 (3,546) 43,286 $ 192,975 $ (22,614) $ 170,361 |
Schedules of Concentration of Risk, by Risk Factor | As of September 30, 2019, the following properties represented more than 10% of the Company’s total assets: Property Location Rentable Total Real Estate, Net Percentage of Annualized Base Rent (in thousands) (1) Average Annualized Base Rent per sq. ft. Occupancy Von Karman Tech Center Irvine, CA 101,161 $ 18,549 10.2 % $ 2,185 $ 24.61 87.8 % Commonwealth Building Portland, OR 224,122 68,277 37.5 % 6,091 28.15 96.5 % The Offices at Greenhouse Houston, TX 203,284 40,249 22.1 % 4,206 20.69 100.0 % Institute Property Chicago, IL 155,385 43,286 23.8 % 3,566 27.80 82.6 % _____________________ (1) Annualized base rent represents annualized contractual base rental income as of September 30, 2019, adjusted to straight-line any contractual tenant concessions (including free rent), rent increases and rent decreases from the lease’s inception through the balance of the lease term. |
Schedule of Future Minimum Rental Income for Company's Properties | As of September 30, 2019, the future minimum rental income from the Company’s properties under its non-cancelable operating leases was as follows (in thousands): October 1, 2019 through December 31, 2019 $ 3,871 2020 15,825 2021 14,512 2022 12,626 2023 8,714 Thereafter 11,753 $ 67,301 |
Schedules of Concentration of Risk, by Industry | As of September 30, 2019, the Company’s real estate properties were leased to 70 tenants over a diverse range of industries. The Company’s highest tenant industry concentration (greater than 10% of annualized base rent) was as follows: Industry Number of Tenants Annualized Base Rent (1) (in thousands) Percentage of Annualized Base Rent Professional, scientific and technical 13 $ 6,121 38.1 % Information technology 8 2,031 12.7 % _____________________ |
TENANT ORIGINATION AND ABSORP_2
TENANT ORIGINATION AND ABSORPTION COSTS, ABOVE-MARKET LEASE ASSETS AND BELOW-MARKET LEASE LIABILITIES (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Tenant Origination and Absorption Costs, Above-Market Lease Assets and Below-Market Lease Liabilities [Abstract] | |
Tenant Origination and Absorption Costs, Above-Market Lease Assets and Below-Market Lease Liabilities | As of September 30, 2019 and December 31, 2018, the Company’s tenant origination and absorption costs, above-market lease assets and below-market lease liabilities (excluding fully amortized assets and liabilities and accumulated amortization) were as follows (in thousands): Tenant Origination and Above-Market Below-Market September 30, 2019 December 31, 2018 September 30, 2019 December 31, 2018 September 30, 2019 December 31, 2018 Cost $ 15,097 $ 15,981 $ 213 $ 213 $ (6,389) $ (7,072) Accumulated Amortization (6,941) (5,848) (85) (63) 3,502 3,204 Net Amount $ 8,156 $ 10,133 $ 128 $ 150 $ (2,887) $ (3,868) |
Amortization of Tenant Origination and Absorption Costs, Above-Market Leases and Below-Market Lease Liabilities | Increases (decreases) in net income as a result of amortization of the Company’s tenant origination and absorption costs, above-market lease assets and below-market lease liabilities for the three and nine months ended September 30, 2019 and 2018 were as follows (in thousands): Tenant Origination and Above-Market Below-Market For the Three Months Ended September 30, For the Three Months Ended September 30, For the Three Months Ended September 30, 2019 2018 2019 2018 2019 2018 Amortization $ (627) $ (758) $ (7) $ (7) $ 308 $ 403 Tenant Origination and Above-Market Below-Market For the Nine Months Ended September 30, For the Nine Months Ended September 30, For the Nine Months Ended September 30, 2019 2018 2019 2018 2019 2018 Amortization $ (1,977) $ 2,706 $ (22) $ (22) $ 981 $ 1,661 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Notes Payable [Abstract] | |
Schedule of Long-term Debt Instruments | As of September 30, 2019, the Company’s notes payable consisted of the following (dollars in thousands): Book Value as of September 30, 2019 Book Value as of December 31, 2018 Contractual Interest Rate as of September 30, 2019 (1) Effective Interest Rate at September 30, 2019 (1) Payment Type Maturity Date (2) Commonwealth Building Mortgage Loan (3) $ 45,681 $ 45,000 One-month LIBOR +1.80% 3.91% Interest Only 02/01/2023 Term Loan (4) 72,800 72,800 One-month LIBOR + 2.00% 4.38% Interest Only 11/09/2020 Notes payable principal outstanding $ 118,481 $ 117,800 Deferred financing costs, net (710) (967) Notes payable, net $ 117,771 $ 116,833 _____________________ (1) Contractual interest rate represents the interest rate in effect under the loan as of September 30, 2019. Effective interest rate is calculated as the actual interest rate in effect as of September 30, 2019 (consisting of the contractual interest rate and the effect of interest rate swaps, if applicable), using interest rate indices as of September 30, 2019, where applicable. (2) Represents the maturity date as of September 30, 2019; subject to certain conditions, the maturity dates of certain loans may be extended beyond the dates shown. (3) As of September 30, 2019, $45.7 million of the Commonwealth Building mortgage loan was outstanding and $5.7 million remained available for future disbursements, subject to certain terms and conditions set forth in the loan documents. (4) As of September 30, 2019, the outstanding balance under the Term Loan consisted of $48.5 million of term commitment and $24.3 million of revolving commitment, which bears interest at a rate per annum equal to 2.0% over one-month LIBOR. As of September 30, 2019, there are two one |
Schedule of Maturities of Long-term Debt | The following is a schedule of maturities, including principal amortization payments, for all notes payable outstanding as of September 30, 2019 (in thousands): October 1, 2019 through December 31, 2019 $ — 2020 72,800 2021 — 2022 — 2023 45,681 $ 118,481 |
DERIVATIVE INSTRUMENTS (Tables)
DERIVATIVE INSTRUMENTS (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Notional and Fair Value of Interest Rate Swaps | The following table summarizes the notional amount and other information related to the Company’s interest rate swaps as of September 30, 2019 and December 31, 2018. The notional amount is an indication of the extent of the Company’s involvement in each instrument at that time, but does not represent exposure to credit, interest rate or market risks (dollars in thousands): September 30, 2019 December 31, 2018 Weighted-Average Weighted-Average Remaining Term in Years Derivative Instruments Number of Instruments Notional Amount Number of Instruments Notional Amount Reference Rate as of September 30, 2019 Derivative instruments not designated as hedging instruments Interest Rate Swaps 2 $ 78,533 2 $ 78,533 One-month LIBOR/ Fixed at 2.07% - 2.82% 2.36% 2.71 |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table sets forth the fair value of the Company’s derivative instruments as well as their classification on the consolidated balance sheets as of September 30, 2019 and December 31, 2018 (dollars in thousands): September 30, 2019 December 31, 2018 Derivative Instruments Balance Sheet Location Number of Fair Value Number of Fair Value Derivative instruments not designated as hedging instruments Interest Rate Swaps Prepaid expenses and other assets, at fair value — $ — 1 $ 501 Interest Rate Swaps Other liabilities, at fair value 2 $ (1,856) 1 $ (409) |
Schedule of Derivative Instruments in Statement of Operations | The following table summarizes the effects of derivative instruments on the Company’s consolidated statements of operations (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2019 2018 2019 2018 Income statement related Derivatives not designated as hedging instruments Realized loss (gain) recognized on interest rate swaps $ 21 $ — $ (57) $ — Unrealized loss (gain) on interest rate swaps 222 (325) 1,949 (1,136) Increase (decrease) in interest expense as a result of derivatives $ 243 $ (325) $ 1,892 $ (1,136) |
FAIR VALUE DISCLOSURES (Tables)
FAIR VALUE DISCLOSURES (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Face Value, Carrying Amounts and Fair Value | The following were the face values, carrying amounts and fair values of the Company’s notes payable as of September 30, 2019 and December 31, 2018, which carrying amounts generally do not approximate the fair values (in thousands): September 30, 2019 December 31, 2018 Face Value Carrying Amount Fair Value Face Value Carrying Amount Fair Value Financial liabilities: Notes payable $ 118,481 $ 117,771 $ 119,307 $ 117,800 $ 116,833 $ 118,911 |
Fair Value, Assets Measured on Recurring Basis | As of September 30, 2019, the Company measured the following derivative instruments at fair value (in thousands): Fair Value Measurements Using Total Quoted Prices in Active Markets Significant Other Observable Inputs Significant Unobservable Inputs Recurring Basis: Liability derivative - interest rate swaps $ (1,856) $ — $ (1,856) $ — |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Costs | Pursuant to the terms of these agreements, summarized below are the related-party costs incurred by the Company for the three and nine months ended September 30, 2019 and 2018, and any related amounts payable as of September 30, 2019 and December 31, 2018 (in thousands). Incurred Payable as of Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 September 30, 2019 December 31, 2018 Expensed Asset management fees (1) $ 483 $ 468 $ 1,412 $ 1,386 $ 3,686 $ 2,274 Reimbursement of operating expenses (2) 49 38 139 144 21 16 Property management fees (3) 40 45 122 129 13 13 Other Arrangement Advisor advance for cash distributions (4) — — — — 1,338 1,338 $ 572 $ 551 $ 1,673 $ 1,659 $ 5,058 $ 3,641 _____________________ (1) The asset management fee is a monthly fee payable to the Advisor in an amount equal to one-twelfth of 1.0% of the cost of the Company’s investments including the portion of the investment that is debt financed. As of September 30, 2019, the Company had accrued and deferred payment of $3.7 million of asset management fees related to October 2017 through September 2019. (2) See “Reimbursable Operating Expenses” below. (3) See “Real Estate Property Co-Management Agreements” below. (4) See “Advance from the Advisor” below. |
Schedule of Annual Fee Percentage | Property Name Effective Date Annual Fee Percentage Von Karman Tech Center 07/31/2015 1.50% Commonwealth Building 07/01/2016 1.25% The Offices at Greenhouse 11/14/2016 0.25% Institute Property 11/09/2017 1.00% |
ORGANIZATION (Details)
ORGANIZATION (Details) | Aug. 11, 2015USD ($)shares | Sep. 30, 2019USD ($)Investmentspropertyshares | Sep. 30, 2018USD ($)shares | Sep. 30, 2019USD ($)Investmentspropertyshares | Sep. 30, 2018USD ($)shares | Sep. 30, 2019USD ($)Investmentspropertyshares | Sep. 30, 2019USD ($)Investmentspropertyshares | Dec. 31, 2018shares | Oct. 03, 2017shares | Jun. 11, 2015shares | Feb. 04, 2015USD ($) | Jan. 27, 2015$ / sharesshares |
Organizational Structure [Line Items] | ||||||||||||
Managing member or general partner, ownership interest | 0.10% | |||||||||||
Members or limited partners, ownership interest | 99.90% | |||||||||||
Number of investments in unconsolidated joint venture | Investments | 1 | 1 | 1 | 1 | ||||||||
Core property, minimum percent of occupancy | 80.00% | 80.00% | 80.00% | 80.00% | ||||||||
Issuance of common stock | $ | $ 683,000 | $ 1,040,000 | $ 3,791,000 | $ 3,935,000 | ||||||||
Redemptions of common stock | $ | $ 21,000 | $ 2,314,000 | ||||||||||
Class T Common Stock | ||||||||||||
Organizational Structure [Line Items] | ||||||||||||
Common stock, shares issued (in shares) | 302,823 | 302,823 | 302,823 | 302,823 | 294,963 | |||||||
Maximum | Class A Common Stock | Second Private Placement | ||||||||||||
Organizational Structure [Line Items] | ||||||||||||
Shares authorized for issuance | 1,000,000,000 | |||||||||||
Common Stock | Public Offering | ||||||||||||
Organizational Structure [Line Items] | ||||||||||||
Issuance of common stock | $ | $ 3,900,000 | |||||||||||
Stock issued during period, dividend reinvestment plan | $ | $ 7,500,000 | |||||||||||
Common Stock | Class A Common Stock | ||||||||||||
Organizational Structure [Line Items] | ||||||||||||
Shares authorized for dividend reinvestment plan | 5,000,000 | |||||||||||
Issuance of common stock (in shares) | 46,362 | 70,812 | 114,804 | 402,014 | 437,720 | |||||||
Issuance of common stock | $ | $ 300,000 | $ 1,000 | $ 1,000 | $ 4,000 | $ 5,000 | |||||||
Redemptions of common stock (in shares) | 277,072 | 422,286 | ||||||||||
Redemptions of common stock | $ | $ 3,000 | $ 3,500,000 | ||||||||||
Common Stock | Class A Common Stock | Private Placement | ||||||||||||
Organizational Structure [Line Items] | ||||||||||||
Issuance of common stock (in shares) | 8,548,972 | |||||||||||
Issuance of common stock | $ | $ 76,800,000 | |||||||||||
Stock issued during period, dividend reinvestment plan (in shares) | 74,744 | |||||||||||
Stock issued during period, dividend reinvestment plan | $ | $ 700,000 | |||||||||||
Common Stock | Class A Common Stock | Public Offering | ||||||||||||
Organizational Structure [Line Items] | ||||||||||||
Issuance of common stock (in shares) | 122,721 | |||||||||||
Stock issued during period, dividend reinvestment plan (in shares) | 780,948 | |||||||||||
Common Stock | Class A Common Stock | Second Private Offering | ||||||||||||
Organizational Structure [Line Items] | ||||||||||||
Issuance of common stock (in shares) | 605,207 | |||||||||||
Issuance of common stock | $ | $ 5,400,000 | |||||||||||
Common Stock | Class T Common Stock | ||||||||||||
Organizational Structure [Line Items] | ||||||||||||
Issuance of common stock (in shares) | 3,417 | 3,535 | 10,105 | 9,876 | ||||||||
Redemptions of common stock (in shares) | 2,245 | 2,245 | ||||||||||
Common Stock | Class T Common Stock | Public Offering | ||||||||||||
Organizational Structure [Line Items] | ||||||||||||
Issuance of common stock (in shares) | 270,415 | |||||||||||
Stock issued during period, dividend reinvestment plan (in shares) | 32,879 | |||||||||||
Common Stock | Maximum | ||||||||||||
Organizational Structure [Line Items] | ||||||||||||
Shares authorized for issuance, value | $ | $ 1,500,000,000 | |||||||||||
Shares authorized for dividend reinvestment plan | $ | $ 800,000,000 | |||||||||||
Common Stock | Maximum | Class A Common Stock | ||||||||||||
Organizational Structure [Line Items] | ||||||||||||
Shares authorized for issuance | 105,000,000 | |||||||||||
Office Building | ||||||||||||
Organizational Structure [Line Items] | ||||||||||||
Number of real estate properties | property | 4 | 4 | 4 | 4 | ||||||||
KBS Capital Advisors LLC | ||||||||||||
Organizational Structure [Line Items] | ||||||||||||
Common stock, shares issued (in shares) | 20,000 | |||||||||||
Purchase price per share (in usd per share) | $ / shares | $ 10 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details) $ in Millions | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2018USD ($) | Sep. 30, 2019propertyInvestmentssegment | Sep. 30, 2018USD ($) | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Number of reportable segments | segment | 1 | ||
Number of investments in unconsolidated joint venture | Investments | 1 | ||
Office Building | |||
Real Estate Properties [Line Items] | |||
Number of real estate properties | property | 4 | ||
Accounting Standards Update 2016-02 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Tenant reimbursement revenue | $ | $ 1 | $ 2.9 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Per Share Data (Details) - $ / shares | 3 Months Ended | 4 Months Ended | 5 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Apr. 30, 2018 | May 31, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Accounting Policies [Abstract] | ||||||||
Potentially dilutive securities | 0 | 0 | ||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||
Distribution rate per share per day, declared (in dollars per share) | $ 0.00132452 | $ 0.00151233 | $ 0.00144493 | |||||
Common share, distribution calculation monthly rate per share (in dollars per share) | $ 0.046 | |||||||
Class A Common Stock | ||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||
Distributions declared per share (in dollars per share) | $ 0.13800000 | $ 0.41236183 | ||||||
Class T Common Stock | ||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||
Distributions declared per share (in dollars per share) | $ 0.13293356 | $ 0.38001669 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - EPS Two-class Method (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Net loss | $ (1,207) | $ (299) | $ (5,474) | $ (1,229) |
Undistributed net loss | (2,595) | (1,569) | (9,568) | (4,817) |
Class A Common Stock | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Net loss | (1,171) | (290) | (5,310) | (1,192) |
Less: Common Stock cash distributions declared | 1,347 | 1,231 | 3,971 | 3,479 |
Undistributed net loss | $ (2,518) | $ (1,521) | $ (9,281) | $ (4,671) |
Net loss per common share, basic and diluted (in dollars per share) | $ (0.12) | $ (0.03) | $ (0.55) | $ (0.13) |
Weighted-average number of common shares outstanding, basic and diluted (in shares) | 9,756,865 | 9,270,850 | 9,628,701 | 9,154,854 |
Class T Common Stock | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Net loss | $ (36) | $ (9) | $ (164) | $ (37) |
Less: Common Stock cash distributions declared | 41 | 39 | 123 | 109 |
Undistributed net loss | $ (77) | $ (48) | $ (287) | $ (146) |
Net loss per common share, basic and diluted (in dollars per share) | $ (0.12) | $ (0.03) | $ (0.55) | $ (0.13) |
Weighted-average number of common shares outstanding, basic and diluted (in shares) | 301,643 | 290,153 | 298,994 | 286,846 |
REAL ESTATE - Additional Inform
REAL ESTATE - Additional Information (Details) | 9 Months Ended | |
Sep. 30, 2019USD ($)ft²property | Sep. 30, 2018USD ($) | |
Real Estate Properties [Line Items] | ||
Allowance for doubtful accounts | $ 0 | $ 40,000 |
Adjustments to Rental Income | ||
Real Estate Properties [Line Items] | ||
Allowance for doubtful accounts | 500,000 | |
Operating, Maintenance, and Management Expense | ||
Real Estate Properties [Line Items] | ||
Allowance for doubtful accounts | $ (27,000) | $ 40,000 |
Office Building | ||
Real Estate Properties [Line Items] | ||
Number of real estate properties | property | 4 | |
Rentable Square Feet | ft² | 683,952 | |
Occupancy | 93.00% |
REAL ESTATE - Schedule of Real
REAL ESTATE - Schedule of Real Estate Investments (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | |
Real Estate Properties [Line Items] | ||
Total Real Estate at Cost | $ 192,975 | $ 190,751 |
Accumulated Depreciation and Amortization | (22,614) | (17,116) |
Total real estate, net | $ 170,361 | $ 173,635 |
Von Karman Tech Center | Office Building | ||
Real Estate Properties [Line Items] | ||
Date Acquired | Aug. 12, 2015 | |
Total Real Estate at Cost | $ 20,476 | |
Accumulated Depreciation and Amortization | (1,927) | |
Total real estate, net | $ 18,549 | |
Commonwealth Building | Office Building | ||
Real Estate Properties [Line Items] | ||
Date Acquired | Jun. 30, 2016 | |
Total Real Estate at Cost | $ 78,555 | |
Accumulated Depreciation and Amortization | (10,278) | |
Total real estate, net | $ 68,277 | |
The Offices at Greenhouse | Office Building | ||
Real Estate Properties [Line Items] | ||
Date Acquired | Nov. 14, 2016 | |
Total Real Estate at Cost | $ 47,112 | |
Accumulated Depreciation and Amortization | (6,863) | |
Total real estate, net | $ 40,249 | |
Institute Property | Office Building | ||
Real Estate Properties [Line Items] | ||
Date Acquired | Nov. 9, 2017 | |
Total Real Estate at Cost | $ 46,832 | |
Accumulated Depreciation and Amortization | (3,546) | |
Total real estate, net | $ 43,286 |
REAL ESTATE - Assets Concentrat
REAL ESTATE - Assets Concentration Risk (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019USD ($)ft²$ / ft² | Dec. 31, 2018USD ($) | |
Concentration Risk [Line Items] | ||
Total Real Estate, Net (in thousands) | $ 170,361 | $ 173,635 |
Von Karman Tech Center | Assets, Total | ||
Concentration Risk [Line Items] | ||
Rentable Square Feet | ft² | 101,161 | |
Total Real Estate, Net (in thousands) | $ 18,549 | |
Percentage of Total Assets | 10.20% | |
Annualized Base Rent | $ 2,185 | |
Average Annualized Base Rent per sq. ft. | $ / ft² | 24.61 | |
Occupancy | 87.80% | |
Commonwealth Building | Assets, Total | ||
Concentration Risk [Line Items] | ||
Rentable Square Feet | ft² | 224,122 | |
Total Real Estate, Net (in thousands) | $ 68,277 | |
Percentage of Total Assets | 37.50% | |
Annualized Base Rent | $ 6,091 | |
Average Annualized Base Rent per sq. ft. | $ / ft² | 28.15 | |
Occupancy | 96.50% | |
The Offices at Greenhouse | Assets, Total | ||
Concentration Risk [Line Items] | ||
Rentable Square Feet | ft² | 203,284 | |
Total Real Estate, Net (in thousands) | $ 40,249 | |
Percentage of Total Assets | 22.10% | |
Annualized Base Rent | $ 4,206 | |
Average Annualized Base Rent per sq. ft. | $ / ft² | 20.69 | |
Occupancy | 100.00% | |
Institute Property | Assets, Total | ||
Concentration Risk [Line Items] | ||
Rentable Square Feet | ft² | 155,385 | |
Total Real Estate, Net (in thousands) | $ 43,286 | |
Percentage of Total Assets | 23.80% | |
Annualized Base Rent | $ 3,566 | |
Average Annualized Base Rent per sq. ft. | $ / ft² | 27.80 | |
Occupancy | 82.60% |
REAL ESTATE - Operating Leases,
REAL ESTATE - Operating Leases, Additional Information (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Operating Leased Assets [Line Items] | |||
Weighted average remaining lease term | 3 years 9 months 18 days | ||
Recognition of deferred revenue | $ 447 | $ 899 | |
Deferred rent receivables | 3,400 | $ 2,900 | |
Unamortized lease incentives | 200 | 200 | |
Other liabilities, at fair value | |||
Operating Leased Assets [Line Items] | |||
Security deposit liability | $ 1,100 | $ 1,100 | |
Maximum | |||
Operating Leased Assets [Line Items] | |||
Remaining terms | 9 years 9 months 18 days |
REAL ESTATE - Future Minimum Re
REAL ESTATE - Future Minimum Rental Income (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Real Estate [Abstract] | |
October 1, 2019 through December 31, 2019 | $ 3,871 |
2020 | 15,825 |
2021 | 14,512 |
2022 | 12,626 |
2023 | 8,714 |
Thereafter | 11,753 |
Future minimum rental income | $ 67,301 |
REAL ESTATE - Concentration Ris
REAL ESTATE - Concentration Risk (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($)ft²extensiontenant$ / ft² | |
Concentration Risk [Line Items] | |
Number of tenants | 70 |
Customer Concentration Risk | |
Concentration Risk [Line Items] | |
Annualized base rent | $ | $ 2.9 |
Average Annualized Base Rent per sq. ft. | $ / ft² | 21.37 |
Customer Concentration Risk | Expires on December 31, 2024 | |
Concentration Risk [Line Items] | |
Extension options | extension | 2 |
Extension period | 5 years |
Customer Concentration Risk | Annualized Rent | |
Concentration Risk [Line Items] | |
Number of tenants | 1 |
Concentration risk, percentage | 18.00% |
Customer Concentration Risk | Rentable Square Feet | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 21.00% |
Net rentable area | ft² | 135,727 |
REAL ESTATE - Highest Tenant In
REAL ESTATE - Highest Tenant Industry Concentrations- Grater than 10% of Annual Base Rent (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($)tenant | |
Concentration Risk [Line Items] | |
Number of Tenants | 70 |
Professional, scientific and technical | |
Concentration Risk [Line Items] | |
Number of Tenants | 13 |
Annualized Base Rent | $ | $ 6,121 |
Percentage of Annualized Base Rent | 38.10% |
Information technology | |
Concentration Risk [Line Items] | |
Number of Tenants | 8 |
Annualized Base Rent | $ | $ 2,031 |
Percentage of Annualized Base Rent | 12.70% |
TENANT ORIGINATION AND ABSORP_3
TENANT ORIGINATION AND ABSORPTION COSTS, ABOVE-MARKET LEASE ASSETS AND BELOW-MARKET LEASE LIABILITIES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Tenant Origination and Absorption Costs, Above-Market Lease Assets and Below-Market Lease Liabilities [Abstract] | |||||
Tenant Origination And Absorption Costs, Cost | $ 15,097 | $ 15,097 | $ 15,981 | ||
Tenant Origination and Absorption Costs, Accumulated Amortization | (6,941) | (6,941) | (5,848) | ||
Tenant Origination and Absorption Costs, Net Amount | 8,156 | 8,156 | 10,133 | ||
Tenant Origination and Absorption Costs, Amortization | (627) | $ (758) | (1,977) | $ 2,706 | |
Above-Market Lease Assets, Cost | 213 | 213 | 213 | ||
Above-Market Lease Assets, Accumulated Amortization | (85) | (85) | (63) | ||
Above-Market Lease Assets, Net Amount | 128 | 128 | 150 | ||
Above-Market Lease Assets, Amortization | (7) | (7) | (22) | (22) | |
Below-Market Lease Liabilities, Cost | (6,389) | (6,389) | (7,072) | ||
Below-Market Lease Liabilities, Accumulated Amortization | 3,502 | 3,502 | 3,204 | ||
Below-Market Lease Liabilities, Net Amount | (2,887) | (2,887) | $ (3,868) | ||
Below-Market Lease Liabilities, Amortization | $ 308 | $ 403 | $ 981 | $ 1,661 |
INVESTMENT IN UNCONSOLIDATED _2
INVESTMENT IN UNCONSOLIDATED JOINT VENTURE (Details) $ in Thousands | Sep. 30, 2019USD ($) | Jun. 28, 2019USD ($)ft²property | Dec. 31, 2018USD ($) |
Schedule of Equity Method Investments [Line Items] | |||
Investment in unconsolidated joint venture | $ 948 | $ 0 | |
210 W. Chicago | Office Building | KBS Growth & Income REIT, Inc. | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 50.00% | ||
JV Partner | 210 W. Chicago | Office Building | |||
Schedule of Equity Method Investments [Line Items] | |||
Number of real estate properties acquired | property | 1 | ||
Net rentable area | ft² | 16,239 | ||
Area of land | ft² | 8,072 | ||
Ownership percentage | 50.00% | ||
Investment in unconsolidated joint venture | 900 | $ 5,400 | |
Current borrowing capacity | $ 3,800 | ||
Transaction costs | $ 100 |
NOTES PAYABLE - Schedule of Lon
NOTES PAYABLE - Schedule of Long-term Debt Instruments (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019USD ($)extension | Dec. 31, 2018USD ($) | |
Debt Instrument [Line Items] | ||
Notes payable principal outstanding | $ 118,481 | $ 117,800 |
Deferred financing costs, net | (710) | (967) |
Notes payable, net | 117,771 | 116,833 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Notes payable principal outstanding | $ 72,800 | 72,800 |
Effective Interest Rate | 4.38% | |
Mortgage | Commonwealth Building Mortgage Loan | ||
Debt Instrument [Line Items] | ||
Notes payable principal outstanding | $ 45,681 | $ 45,000 |
Effective Interest Rate | 3.91% | |
Amount outstanding | $ 45,700 | |
Unused borrowing capacity, amount | $ 5,700 | |
Mortgage | Commonwealth Building Mortgage Loan | One-month LIBOR | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1.80% | |
Secured Debt | Term Loan | ||
Debt Instrument [Line Items] | ||
Amount outstanding | $ 48,500 | |
Number of extensions | extension | 2 | |
Extension period | 1 year | |
Secured Debt | Term Loan | One-month LIBOR | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 2.00% | |
Secured Debt | Term Loan | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Amount outstanding | $ 24,300 |
NOTES PAYABLE - Additional Info
NOTES PAYABLE - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Notes Payable [Abstract] | |||||
Interest expense | $ 1,596 | $ 974 | $ 6,054 | $ 2,742 | |
Interest payable, current | 400 | 400 | $ 400 | ||
Amortization of deferred financing costs | 100 | 100 | 267 | 256 | |
Debt refinancing costs | 200 | ||||
Interest Rate Swaps | |||||
Derivative [Line Items] | |||||
Unrealized (gain) loss on derivatives | $ 200 | $ (300) | $ 1,900 | $ (1,100) |
NOTES PAYABLE - Schedule of Mat
NOTES PAYABLE - Schedule of Maturities of Long-Term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Notes Payable [Abstract] | ||
October 1, 2019 through December 31, 2019 | $ 0 | |
2020 | 72,800 | |
2021 | 0 | |
2022 | 0 | |
2023 | 45,681 | |
Total notes payable, net | $ 118,481 | $ 117,800 |
DERIVATIVE INSTRUMENTS - Notion
DERIVATIVE INSTRUMENTS - Notional Amount (Details) - Derivative instruments not designated as hedging instruments - Interest Rate Swaps | 9 Months Ended | |
Sep. 30, 2019USD ($)Investments | Dec. 31, 2018USD ($)Investments | |
Derivative [Line Items] | ||
Number of Instruments | Investments | 2 | 2 |
Notional Amount | $ | $ 78,533,000 | $ 78,533,000 |
Weighted-Average Fix Pay Rate | 2.36% | |
Weighted-Average Remaining Term in Years | 2 years 8 months 15 days | |
Minimum | One-month LIBOR | ||
Derivative [Line Items] | ||
Reference Rate | 2.07% | |
Maximum | One-month LIBOR | ||
Derivative [Line Items] | ||
Reference Rate | 2.82% |
DERIVATIVE INSTRUMENTS - Balanc
DERIVATIVE INSTRUMENTS - Balance Sheet (Details) - Derivative instruments not designated as hedging instruments - Interest Rate Swaps $ in Thousands | Sep. 30, 2019USD ($)Investments | Dec. 31, 2018USD ($)Investments |
Derivative [Line Items] | ||
Number of Instruments | 2 | 2 |
Prepaid expenses and other assets, at fair value | ||
Derivative [Line Items] | ||
Number of Instruments | 0 | 1 |
Asset, Fair Value | $ | $ 0 | $ 501 |
Other liabilities, at fair value | ||
Derivative [Line Items] | ||
Number of Instruments | 2 | 1 |
Liability, Fair Value | $ | $ (1,856) | $ (409) |
DERIVATIVE INSTRUMENTS - Statem
DERIVATIVE INSTRUMENTS - Statement of Operations (Details) - Derivative instruments not designated as hedging instruments - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Derivative [Line Items] | ||||
Increase (decrease) in interest expense as a result of derivatives | $ 243 | $ (325) | $ 1,892 | $ (1,136) |
Interest Rate Swaps | ||||
Derivative [Line Items] | ||||
Realized loss (gain) recognized on interest rate swaps | 21 | 0 | (57) | 0 |
Unrealized loss (gain) on interest rate swaps | $ 222 | $ (325) | $ 1,949 | $ (1,136) |
FAIR VALUE DISCLOSURES - Carryi
FAIR VALUE DISCLOSURES - Carrying Amounts of Notes Payable (Details) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes payable, Face Value | $ 118,481,000 | $ 117,800,000 |
Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes payable, Value | 117,771,000 | 116,833,000 |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes payable, Value | $ 119,307,000 | $ 118,911,000 |
FAIR VALUE DISCLOSURES - Schedu
FAIR VALUE DISCLOSURES - Schedule of Assets and Liabilities at Fair Value (Details) - Recurring Basis - Interest Rate Swaps $ in Thousands | Sep. 30, 2019USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Liability derivative | $ (1,856) |
Quoted Prices in Active Markets for Identical Assets (Level 1) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Liability derivative | 0 |
Significant Other Observable Inputs (Level 2) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Liability derivative | (1,856) |
Significant Unobservable Inputs (Level 3) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Liability derivative | $ 0 |
RELATED PARTY TRANSACTIONS - Re
RELATED PARTY TRANSACTIONS - Related-party Costs (Details) - USD ($) $ in Thousands | Aug. 09, 2017 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Dec. 31, 2018 |
Related Party Transaction [Line Items] | |||||||
Payable as of | $ 5,058 | $ 5,058 | $ 5,058 | $ 3,641 | |||
Advisor and Dealer Manager | |||||||
Related Party Transaction [Line Items] | |||||||
Incurred | 572 | $ 551 | 1,673 | $ 1,659 | |||
Payable as of | 5,058 | 5,058 | 5,058 | 3,641 | |||
Advisor and Dealer Manager | Asset management fees | |||||||
Related Party Transaction [Line Items] | |||||||
Expenses | 483 | 468 | 1,412 | 1,386 | |||
Payable as of | 3,686 | 3,686 | 3,686 | 2,274 | |||
Advisor and Dealer Manager | Reimbursement of operating expenses | |||||||
Related Party Transaction [Line Items] | |||||||
Expenses | 49 | 38 | 139 | 144 | |||
Payable as of | 21 | 21 | 21 | 16 | |||
Advisor and Dealer Manager | Property management fees | |||||||
Related Party Transaction [Line Items] | |||||||
Expenses | 40 | 45 | 122 | 129 | |||
Payable as of | 13 | 13 | 13 | 13 | |||
Advisor and Dealer Manager | Advisor advance for cash distributions | |||||||
Related Party Transaction [Line Items] | |||||||
Incurred | 0 | $ 0 | 0 | $ 0 | |||
Payable as of | 1,338 | 1,338 | 1,338 | $ 1,338 | |||
KBS Capital Advisors LLC | |||||||
Related Party Transaction [Line Items] | |||||||
Payable as of | $ 1,300 | $ 1,300 | 1,300 | ||||
Deferred payment | $ 3,700 | ||||||
KBS Capital Advisors LLC | Cost of Investments | |||||||
Related Party Transaction [Line Items] | |||||||
Property management fee, percent fee | 1.00% |
RELATED PARTY TRANSACTIONS - Ad
RELATED PARTY TRANSACTIONS - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Nov. 01, 2019 | Dec. 31, 2018 | |
Related Party Transaction [Line Items] | ||||||
Payment for administrative fees | $ 48,303 | $ 38,519 | $ 138,681 | $ 141,731 | ||
Limit of total operating expenses as a percent of net income for the four most recently completed fiscal quarters | 2.00% | |||||
Limit of total operating expenses as a percent of average invested assets | 25.00% | |||||
Due to affiliates | 5,058,000 | 5,058,000 | $ 3,641,000 | |||
Private Placement | ||||||
Related Party Transaction [Line Items] | ||||||
Other organization and offering costs | 1,500,000 | 1,500,000 | ||||
KBS Capital Advisors LLC | ||||||
Related Party Transaction [Line Items] | ||||||
Due to affiliates | 1,300,000 | 1,300,000 | ||||
KBS Capital Advisors LLC | Public Offering | ||||||
Related Party Transaction [Line Items] | ||||||
Offering costs, other than selling commissions and dealer manager fees | 4,400,000 | 4,400,000 | ||||
Organization and offering costs | $ 39,000 | $ 39,000 | ||||
KBS Capital Advisors LLC | Public Offering | Minimum | ||||||
Related Party Transaction [Line Items] | ||||||
Reimbursable offering costs determination, gross offering costs, percentage | 1.00% | 1.00% | ||||
KBS Capital Advisors LLC | Second Private Placement | ||||||
Related Party Transaction [Line Items] | ||||||
Amounts of transaction | $ 5,300,000 | |||||
KBS Capital Advisors LLC | GKP Holding LLC | Subsequent Event | ||||||
Related Party Transaction [Line Items] | ||||||
Ownership percentage | 33.33% |
RELATED PARTY TRANSACTIONS - _2
RELATED PARTY TRANSACTIONS - Real Estate Property Co-Management Agreement (Details) - KBS Management Group, LLC | 9 Months Ended |
Sep. 30, 2019 | |
Related Party Transaction [Line Items] | |
Initial term of management agreements | 1 year |
Successive periods, renewal | 1 year |
Period of termination notice | 30 days |
Period of termination notice with cause | 5 days |
Von Karman Tech Center | |
Related Party Transaction [Line Items] | |
Annual fee percentage | 1.50% |
Commonwealth Building | |
Related Party Transaction [Line Items] | |
Annual fee percentage | 1.25% |
The Offices at Greenhouse | |
Related Party Transaction [Line Items] | |
Annual fee percentage | 0.25% |
Institute Property | |
Related Party Transaction [Line Items] | |
Annual fee percentage | 1.00% |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 01, 2019 | Oct. 01, 2019 | Dec. 31, 2019 | Nov. 30, 2019 | Oct. 31, 2019 | Sep. 30, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 |
Subsequent Event [Line Items] | ||||||||||
Distributions declared | $ 1,388 | $ 1,270 | $ 4,094 | $ 3,588 | ||||||
Dividend Paid | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Distributions declared per share (in dollars per share) | $ 0.046 | |||||||||
Dividend Declared | Forecast | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Distributions declared per share (in dollars per share) | $ 0.046 | $ 0.046 | ||||||||
Subsequent Event | Dividend Paid | ||||||||||
Subsequent Event [Line Items] | ||||||||||
Distributions declared | $ 500 | $ 500 | ||||||||
Distributions declared per share (in dollars per share) | $ 0.046 |