Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2023 | Apr. 21, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-38342 | |
Entity Registrant Name | INDUSTRIAL LOGISTICS PROPERTIES TRUST | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 82-2809631 | |
Entity Address, Address Line One | Two Newton Place, | |
Entity Address, Address Line Two | 255 Washington Street, | |
Entity Address, Address Line Three | Suite 300, | |
Entity Address, City or Town | Newton, | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02458-1634 | |
City Area Code | 617 | |
Local Phone Number | 219-1460 | |
Title of 12(b) Security | Common Shares of Beneficial Interest | |
Trading Symbol | ILPT | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 65,565,969 | |
Entity Central Index Key | 0001717307 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 | |
Real estate properties: | |||
Land | $ 1,116,561 | $ 1,117,779 | |
Buildings and improvements | 4,061,589 | 4,058,329 | |
Total real estate properties, gross | 5,178,150 | 5,176,108 | |
Accumulated depreciation | (304,581) | (273,467) | |
Total real estate properties, net | 4,873,569 | 4,902,641 | |
Investment in unconsolidated joint venture | 127,329 | 124,358 | |
Acquired real estate leases, net | 282,947 | 297,445 | |
Cash and cash equivalents | 61,250 | 48,261 | |
Restricted cash | 83,909 | [1] | 92,519 |
Rents receivable, including straight line rents of $84,472 and $80,710, respectively | 111,014 | 107,011 | |
Other assets, net | 94,958 | 103,931 | |
Total assets | 5,634,976 | 5,676,166 | |
LIABILITIES AND EQUITY | |||
Mortgages and notes payable, net | 4,245,651 | 4,244,501 | |
Accounts payable and other liabilities | 75,937 | 73,547 | |
Assumed real estate lease obligations, net | 21,439 | 22,523 | |
Due to related persons | 5,774 | 4,824 | |
Total liabilities | 4,348,801 | 4,345,395 | |
Commitments and contingencies: | |||
Equity: | |||
Common shares of beneficial interest, $.01 par value: 100,000,000 shares authorized; 65,565,969 and 65,568,145 shares issued and outstanding, respectively | 656 | 656 | |
Additional paid in capital | 1,014,585 | 1,014,201 | |
Cumulative net income | 92,376 | 117,185 | |
Cumulative other comprehensive income | 14,885 | 21,903 | |
Cumulative common distributions | (363,877) | (363,221) | |
Total equity attributable to common shareholders | 758,625 | 790,724 | |
Total equity attributable to noncontrolling interest | 527,550 | 540,047 | |
Total equity | 1,286,175 | 1,330,771 | |
Total liabilities and equity | $ 5,634,976 | $ 5,676,166 | |
[1]Restricted cash consists of amounts escrowed for capital expenditures at certain of our mortgaged properties and cash held for the operations of our consolidated joint venture arrangement in which we own a 61% equity interest. |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Straight line rents | $ 84,472 | $ 80,710 |
Common stock, par value per share (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common shares, shares issued (in shares) | 65,565,969 | 65,568,145 |
Common shares, shares outstanding (in shares) | 65,565,969 | 65,568,145 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Revenues [Abstract] | ||
Rental income | $ 110,258 | $ 71,375 |
Expenses: | ||
Real estate taxes | 16,467 | 9,436 |
Other operating expenses | 9,318 | 6,772 |
Depreciation and amortization | 45,457 | 22,878 |
General and administrative | 7,907 | 6,077 |
Total expenses | 79,149 | 45,163 |
Interest and other income | 1,146 | 478 |
Interest expense (including net amortization of debt issuance costs, premiums and discounts of $6,713 and $20,321, respectively) | (70,771) | (40,999) |
Loss on sale of real estate | (974) | 0 |
Realized gain on equity securities | 0 | 1,232 |
Unrealized gain on equity securities | 0 | 2,460 |
Loss on early extinguishment of debt | 0 | (828) |
Loss before income tax expense and equity in earnings of unconsolidated joint venture | (39,490) | (11,445) |
Income tax expense | (17) | (69) |
Equity in earnings of unconsolidated joint venture | 3,961 | 1,727 |
Net loss | (35,546) | (9,787) |
Net loss attributable to noncontrolling interest | 10,737 | 3,273 |
Net loss attributable to common shareholders | (24,809) | (6,514) |
Other comprehensive income: | ||
Unrealized (loss) gain on derivatives | (8,778) | 5,632 |
Less: unrealized gain (loss) on derivatives attributable to noncontrolling interest | 1,760 | (1,724) |
Other comprehensive (loss) income attributable to common shareholders | (7,018) | 3,908 |
Comprehensive loss attributable to common shareholders | $ (31,827) | $ (2,606) |
Weighted average common shares outstanding - basic (in shares) | 65,309 | 65,212 |
Weighted average common shares outstanding - diluted (in shares) | 65,309 | 65,212 |
Per common share data (basic and diluted): | ||
Net loss attributable to common shareholders, basic (in usd per share) | $ (0.38) | $ (0.10) |
Net loss attributable to common shareholders, diluted (in usd per share) | $ (0.38) | $ (0.10) |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||
Amortization of debt issuance costs and premium | $ 6,713 | $ 20,321 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Total Equity Attributable to Common Shareholders | Common shares | Additional Paid-in Capital | Cumulative Net Income | Cumulative Other Comprehensive Income | Cumulative Common Distributions | Total Attributable to Noncontrolling Interest |
Beginning balance (in shares) at Dec. 31, 2021 | 65,404,592 | |||||||
Beginning balance at Dec. 31, 2021 | $ 1,038,042 | $ 1,038,042 | $ 654 | $ 1,012,224 | $ 343,908 | $ 0 | $ (318,744) | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (9,787) | (6,514) | (6,514) | (3,273) | ||||
Share grants | 407 | 407 | 407 | |||||
Share repurchases (in shares) | (333) | |||||||
Share repurchases | (7) | (7) | (7) | |||||
Shares forfeitures (in shares) | (400) | |||||||
Share forfeitures | (1) | (1) | (1) | |||||
Distributions to common shareholders | (21,584) | (21,584) | (21,584) | |||||
Net current period other comprehensive income (loss) | 5,632 | 3,908 | 3,908 | 1,724 | ||||
Contributions from noncontrolling interest | 591,268 | 591,268 | ||||||
Ending balance (in shares) at Mar. 31, 2022 | 65,403,859 | |||||||
Ending balance at Mar. 31, 2022 | 1,603,969 | 1,014,250 | $ 654 | 1,012,622 | 337,394 | 3,908 | (340,328) | 589,719 |
Beginning balance (in shares) at Dec. 31, 2022 | 65,568,145 | |||||||
Beginning balance at Dec. 31, 2022 | 1,330,771 | 790,724 | $ 656 | 1,014,201 | 117,185 | 21,903 | (363,221) | 540,047 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (35,546) | (24,809) | (24,809) | (10,737) | ||||
Share grants | 388 | 388 | 388 | |||||
Share repurchases (in shares) | (976) | |||||||
Share repurchases | (3) | (3) | (3) | |||||
Shares forfeitures (in shares) | (1,200) | |||||||
Share forfeitures | (1) | (1) | (1) | |||||
Distributions to common shareholders | (656) | (656) | (656) | |||||
Net current period other comprehensive income (loss) | (8,778) | (7,018) | (7,018) | (1,760) | ||||
Ending balance (in shares) at Mar. 31, 2023 | 65,565,969 | |||||||
Ending balance at Mar. 31, 2023 | $ 1,286,175 | $ 758,625 | $ 656 | $ 1,014,585 | $ 92,376 | $ 14,885 | $ (363,877) | $ 527,550 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | ||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net loss | $ (35,546) | $ (9,787) | |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Depreciation | 31,224 | 14,992 | |
Net amortization of debt issuance costs, premiums and discounts | 6,713 | 20,320 | |
Amortization of acquired real estate leases and assumed real estate lease obligations | 13,414 | 7,223 | |
Amortization of deferred leasing costs | 559 | 361 | |
Unrealized gain on equity securities | 0 | (2,460) | |
Realized gain on sale of equity securities | 0 | (1,232) | |
Straight line rental income | (3,762) | (1,156) | |
Loss on early extinguishment of debt | 0 | 828 | |
Loss on sale of real estate | 974 | 0 | |
Proceeds from settlement of derivatives | (12,976) | 0 | |
Other non-cash expenses | 6,532 | 696 | |
Distributions of earnings from unconsolidated joint venture | 990 | 1,320 | |
Equity in earnings of unconsolidated joint venture | (3,961) | (1,727) | |
Change in assets and liabilities: | |||
Rents receivable | (242) | (1,309) | |
Deferred leasing costs | (2,401) | (3,226) | |
Other assets | (5,048) | (15,018) | |
Accounts payable and other liabilities | 366 | 22,502 | |
Rents collected in advance | 3,357 | 19,646 | |
Security deposits | 24 | 729 | |
Due to related persons | 950 | 3,937 | |
Net cash provided by operating activities | 1,167 | 56,639 | |
Net Cash Provided by (Used in) Investing Activities, Continuing Operations [Abstract] | |||
Real estate acquisitions | 0 | (3,557,602) | |
Real estate improvements | (3,784) | (618) | |
Proceeds from sale of marketable securities | 0 | 115,735 | |
Proceeds from settlement of derivatives | 12,976 | 0 | |
Proceeds from sale of real estate | 243 | 0 | |
Net cash provided by (used in) investing activities | 9,435 | (3,442,485) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from issuance of mortgage notes payable | 0 | 2,100,000 | |
Repayment of mortgage notes payable | (5,530) | (1,782) | |
Proceeds from secured bridge loan facility | 0 | 1,385,158 | |
Borrowings under revolving credit facility | 0 | 3,000 | |
Repayments of revolving credit facility | 0 | (185,000) | |
Payment of debt issuance costs | (34) | (89,354) | |
Distributions to common shareholders | (656) | (21,584) | |
Proceeds from sale of noncontrolling interest, net | 0 | 587,440 | |
Repurchase of common shares | (3) | 0 | |
Net cash (used in) provided by financing activities | (6,223) | 3,777,878 | |
Increase in cash, cash equivalents and restricted cash | 4,379 | 392,032 | |
Cash, cash equivalents and restricted cash at beginning of period | 140,780 | 29,397 | |
Cash, cash equivalents and restricted cash at end of period | 145,159 | 421,429 | |
SUPPLEMENTAL DISCLOSURES: | |||
Interest paid | 68,600 | 13,021 | |
Income taxes paid | 0 | 57 | |
Interest capitalized | 142 | 3 | |
NON-CASH INVESTING ACTIVITIES: | |||
Real estate acquired by assumption of mortgage notes payable | 0 | 323,432 | |
Real estate improvements accrued not paid | 2,092 | 821 | |
NON-CASH FINANCING ACTIVITIES: | |||
Assumption of mortgage notes payable | 0 | (323,432) | |
Increase in deferred financing fees | 0 | 14,537 | |
SUPPLEMENTAL DISCLOSURE OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH: | |||
Cash and cash equivalents | 61,250 | 275,075 | |
Restricted cash | [1] | 83,909 | 146,354 |
Total cash, cash equivalents and restricted cash shown in the statements of cash flows | $ 145,159 | $ 421,429 | |
[1]Restricted cash consists of amounts escrowed for capital expenditures at certain of our mortgaged properties and cash held for the operations of our consolidated joint venture arrangement in which we own a 61% equity interest. |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of PresentationThe accompanying condensed consolidated financial statements of Industrial Logistics Properties Trust and its consolidated subsidiaries, or the Company, ILPT, we, us or our, are unaudited. Certain information and disclosures required by U.S. generally accepted accounting principles, or GAAP, for complete financial statements have been condensed or omitted. We believe the disclosures made are adequate to make the information presented not misleading. However, the accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes contained in our Annual Report on Form 10-K for the year ended December 31, 2022, or our 2022 Annual Report. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of results for the interim period have been included. All intercompany transactions and balances with or among our consolidated subsidiaries have been eliminated. Our operating results for interim periods are not necessarily indicative of the results that may be expected for the full year.The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect reported amounts. Actual results could differ from those estimates. Significant estimates in the condensed consolidated financial statements include purchase price allocations, useful lives of fixed assets, and assessment of impairment of real estate and related intangibles. |
Real Estate Investments
Real Estate Investments | 3 Months Ended |
Mar. 31, 2023 | |
Real Estate [Abstract] | |
Real Estate Investments | Real Estate Investments As of March 31, 2023, our portfolio was comprised of 413 consolidated properties containing approximately 59,983,000 rentable square feet, including 226 buildings, leasable land parcels and easements containing approximately 16,729,000 rentable square feet of primarily industrial lands located on the island of Oahu, Hawaii, or our Hawaii Properties, and 187 industrial properties containing approximately 43,254,000 rentable square feet located in 38 other states, or our Mainland Properties, which included 94 properties owned by a consolidated joint venture in which we own a 61% equity interest. As of March 31, 2023, we also owned a 22% equity interest in an unconsolidated joint venture which owns 18 industrial properties located in 12 states totaling approximately 11,726,000 rentable square feet. We operate in one business segment: ownership and leasing of properties that include industrial and logistics buildings and leased industrial lands. We incurred capital expenditures and leasing costs at certain of our properties of $4,931 and $3,765 during the three months ended March 31, 2023 and 2022, respectively. During the three months ended March 31, 2023, we committed $1,937 for expenditures related to tenant improvements and leasing costs for leases executed during the period for approximately 1,143,000 square feet. Committed, but unspent, tenant related obligations based on existing leases as of March 31, 2023 were $25,054, of which $8,365 is expected to be spent during the next 12 months. In March 2023, we received gross proceeds of $270 and recorded a $974 net loss on sale of real estate as a result of a partial eminent domain taking at a property in Everett, Washington. Joint Venture Activities As of March 31, 2023, we had equity investments in our joint ventures that consisted of the following: ILPT Carrying Value ILPT of Investment Number of Square Joint Venture Presentation Ownership at March 31, 2023 Properties Location Feet Mountain Industrial REIT LLC Consolidated 61% N/A 94 Various 20,980,661 The Industrial Fund REIT LLC Unconsolidated 22% $ 127,329 18 Various 11,726,137 Consolidated Joint Venture - Mountain Industrial REIT LLC: We own a 61% equity interest in Mountain Industrial REIT LLC, or our consolidated joint venture. We control our consolidated joint venture and therefore account for the properties owned by this joint venture on a consolidated basis in our condensed consolidated financial statements. We recognized a 39% noncontrolling interest in our condensed consolidated financial statements for the three months ended March 31, 2023 and for the period from this joint venture’s formation date, February 25, 2022, to March 31, 2022. The portion of this joint venture's net loss not attributable to us, or $10,728 and $3,261, for the three months ended March 31, 2023 and for the period from February 25, 2022 to March 31, 2022, respectively, is reported as net loss attributable to noncontrolling interest in our condensed consolidated statements of comprehensive income (loss). This joint venture made no distributions for the three months ended March 31, 2023 or for the period from February 25, 2022 to March 31, 2022. As of March 31, 2023, this joint venture had total assets of $3,064,043 and total liabilities of $1,721,021. Unconsolidated Joint Venture - The Industrial Fund REIT LLC: We own a 22% equity interest in The Industrial Fund REIT LLC, or the unconsolidated joint venture. We account for the unconsolidated joint venture under the equity method of accounting under the fair value option. We recorded a change in the fair value of our investment in the unconsolidated joint venture of $3,961 and $1,727 for the three months ended March 31, 2023 and 2022, respectively, as equity in earnings of unconsolidated joint venture in our condensed consolidated statements of comprehensive income (loss). In addition, the unconsolidated joint venture made aggregate cash distributions to us of $990 and $1,320 during the three months ended March 31, 2023 and 2022, respectively. Consolidated Tenancy in Common: An unrelated third party owns an approximate 33% tenancy in common interest in one property located in Somerset, New Jersey, and we own the remaining 67% tenancy in common interest in this property. The portion of this property’s net loss not attributable to us, or $9 and $12, for the three months ended March 31, 2023 and for the period from February 25, 2022 to March 31, 2022, respectively, is reported as net loss attributable to noncontrolling interest in our condensed consolidated statements of comprehensive income (loss). See Notes 4, 5, 8, 9 and 10 for more information regarding these joint ventures. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2023 | |
Leases [Abstract] | |
Leases | Leases We are a lessor of industrial and logistics properties. Our leases provide our tenants with the contractual right to use and economically benefit from all the physical space specified in their respective leases; therefore, we have determined to evaluate our leases as lease arrangements. We recognize rental income from operating leases on a straight line basis over the lease term when we have determined that the collectability of substantially all of the lease payments is probable. We increased rental income by $3,762 and $1,156 to record revenue on a straight line basis during the three months ended March 31, 2023 and 2022, respectively. We do not include in our measurement of our lease receivables certain variable payments, including payments determined by changes in the index or market-based indices after the inception of the lease, certain tenant reimbursements and other income until the specific events that trigger the variable payments have occurred. Such payments totaled $21,099 and $12,380 for the three months ended March 31, 2023 and 2022, respectively. Right of use assets and lease liabilities. Three of our properties are subject to ground leases and we are also the lessee under a lease for one office property, which we assumed as part of our acquisition of Monmouth Real Estate Investment Corporation, or MNR, in February 2022. For these leases under which we are the lessee, we are required to record a right of use asset and lease liability for all leases with a term greater than 12 months. The values of our right of use assets and related liabilities representing our future obligations under the lease arrangements under which we are the lessee were $4,976 and $5,046, respectively, as of March 31, 2023, and $5,084 and $5,149, respectively, as of December 31, 2022. Our right of use assets and related lease liabilities are included in other assets, net and accounts payable and other liabilities, respectively, in our condensed consolidated balance sheets. We have a sublease for a portion of the MNR lease that expires on December 30, 2029. Rent expense incurred under the MNR lease, net of sublease revenue, if any, was $101 for three months ended March 31, 2023 and $87 for the period from February 25, 2022 to March 31, 2022. Rent expense is included in general and administrative expense in our condensed consolidated statements of comprehensive income (loss). Generally, payments of ground lease obligations are made by our tenants. However, if a tenant does not perform obligations under a ground lease or does not renew any ground lease, we may have to perform obligations under, or renew, the ground lease in order to protect our investment in the affected property. Tenant Concentration Subsidiaries of FedEx Corporation, or FedEx, accounted for $34,787, or 31.6% and $13,468, or 18.9% of our rental income for the three months ended March 31, 2023 and 2022, respectively. In addition, subsidiaries of Amazon.com, Inc., or Amazon, accounted for $7,515, or 6.8% and $5,615, or 7.9% of our rental income for the three months ended March 31, 2023 and 2022, respectively. Geographic Concentration |
Indebtedness
Indebtedness | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Indebtedness | Indebtedness As of March 31, 2023, our outstanding indebtedness consisted of the following: Net Book Value Principal Balance as of of Collateral March 31, December 31, Interest At March 31, Entity Type Secured By: 2023 (1) 2022 (1) Rate Maturity 2023 ILPT Floating Rate - Interest only 104 Properties $ 1,235,000 $ 1,235,000 6.18% 10/09/24 $ 1,064,535 ILPT Fixed Rate - Interest only 186 Properties 650,000 650,000 4.31% 02/07/29 490,194 ILPT Fixed Rate - Interest only 17 Properties 700,000 700,000 4.42% 03/09/32 515,084 Mountain JV (2) Floating Rate - Interest only 82 Properties 1,400,000 1,400,000 6.17% 03/09/24 1,895,603 Mountain JV (2) Fixed Rate - Amortizing One Property 13,034 13,556 3.76% 10/01/28 62,799 Mountain JV (2) Fixed Rate - Amortizing One Property 4,720 4,865 3.77% 04/01/30 39,447 Mountain JV (2) Fixed Rate - Amortizing One Property 4,992 5,145 3.85% 04/01/30 39,447 Mountain JV (2) Fixed Rate - Amortizing One Property 13,987 14,392 3.56% 09/01/30 50,554 Mountain JV (2) Fixed Rate - Amortizing One Property 12,368 12,691 3.67% 05/01/31 29,419 Mountain JV (2) Fixed Rate - Amortizing One Property 13,842 14,144 4.14% 07/01/32 44,460 Mountain JV (2) Fixed Rate - Amortizing One Property 30,376 30,949 4.02% 10/01/33 86,555 Mountain JV (2) Fixed Rate - Amortizing One Property 42,432 43,219 4.13% 11/01/33 131,092 Mountain JV (2) Fixed Rate - Amortizing One Property 25,744 26,175 3.10% 06/01/35 47,387 Mountain JV (2) Fixed Rate - Amortizing One Property 41,425 42,087 2.95% 01/01/36 101,199 Mountain JV (2) Fixed Rate - Amortizing One Property 45,553 46,109 4.27% 11/01/37 112,286 Mountain JV (2) Fixed Rate - Amortizing One Property 51,360 52,031 3.25% 01/01/38 115,824 Total indebtedness $ 4,284,833 $ 4,290,363 $ 4,825,885 Unamortized debt issuance costs (39,182) (45,862) Total indebtedness, net $ 4,245,651 $ 4,244,501 (1) The principal balances are the amounts stated in contracts. In accordance with GAAP, our carrying values and recorded interest expense may be different because of market conditions at the time we assumed certain of these debts. (2) Mountain JV is our consolidated joint venture in which we own a 61% equity interest . See Notes 2, 5, 8, 9 and 10 for more information regarding this joint venture. Our $1,235,000 interest only floating rate loan, secured by 104 of our properties, or the ILPT Floating Rate Loan, matures in October 2024, subject to three, one year extension options, and requires that interest be paid at an annual rate of secured overnight financing rate, or SOFR, which is capped at an annual rate of 2.25% for the initial term of the ILPT Floating Rate Loan, plus a weighted average premium of 3.93%. The interest rate payable on the ILPT Floating Rate Loan as of March 31, 2023 and the weighted average interest rate for the three months ended March 31, 2023 were both 6.18%. Subject to the satisfaction of certain conditions, we have the option to prepay up to $247,000 of the ILPT Floating Rate Loan at par with no premium, and to prepay the balance of the ILPT Floating Rate Loan in full or in part at any time, subject to a premium, and beginning in October 2023, without a premium. Our $1,400,000 interest only floating rate loan, secured by 82 properties owned by our consolidated joint venture, or the Floating Rate Loan, matures in March 2024, subject to three, one year extension options, and requires that interest be paid at an annual rate of SOFR, which is capped at an annual rate of 3.40% through the initial term of the Floating Rate Loan, plus a premium of 2.77%. The interest rate payable on the Floating Rate Loan as of March 31, 2023 was 6.17%. The weighted average annual interest rate payable under the Floating Rate Loan was 6.17% for the three months ended March 31, 2023, and was 3.01% for the period from February 25, 2022 to March 31, 2022. Subject to the satisfaction of certain conditions, we have the option to prepay up to $280,000 of the Floating Rate Loan at par with no premium, and to prepay the balance of the Floating Rate Loan at any time, subject to a premium. See Note 10 for more information regarding our interest rate caps. The following table provides a summary of the mortgage debts of the unconsolidated joint venture: Principal Balance Interest at March 31, Joint Venture (Unconsolidated) Rate Maturity Date 2023 (1) Mortgage notes payable (secured by one property in Florida) 3.60% (2) 10/1/2023 $ 56,980 Mortgage notes payable (secured by 5 properties in four states) 5.30% 10/1/2027 97,000 Mortgage notes payable (secured by 11 other properties in eight states) 3.33% (2) 11/7/2029 350,000 Weighted average/total 3.74% (2) $ 503,980 (1) Amounts are not adjusted for our minority interest; none of the debt is recourse to us. (2) Includes the effect of mark to market purchase accounting. The agreements governing certain of our indebtedness contain customary covenants and provide for acceleration of payment of all amounts due thereunder upon the occurrence and continuation of certain events of default. |
Fair Value of Assets and Liabil
Fair Value of Assets and Liabilities | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Assets and Liabilities | Fair Value of Assets and Liabilities Our financial instruments include cash and cash equivalents, restricted cash, rents receivable, floating and fixed rate loans, accounts payable, rents collected in advance, interest rate caps, security deposits and amounts due from or to related persons. At March 31, 2023 and December 31, 2022, the fair value of our financial instruments approximated their carrying values in our condensed consolidated financial statements, due to their short term nature or floating interest rates, except as follows: At March 31, 2023 At December 31, 2022 Carrying Estimated Carrying Estimated Value (1) Fair Value Value (1) Fair Value Fixed rate loan, 3.76% interest rate, due in 2028 $ 13,034 $ 12,461 $ 13,556 $ 12,784 Fixed rate loan, 4.31% interest rate, due in 2029 646,805 464,814 646,669 592,295 Fixed rate loan, 3.77% interest rate, due in 2030 4,720 4,482 4,865 4,553 Fixed rate loan, 3.85% interest rate, due in 2030 4,992 4,753 5,145 4,829 Fixed rate loan, 3.56% interest rate, due in 2030 13,987 13,140 14,392 13,315 Fixed rate loan, 3.67% interest rate, due in 2031 12,368 11,604 12,691 11,713 Fixed rate loan, 4.42% interest rate, due in 2032 694,847 642,257 694,704 623,133 Fixed rate loan, 4.14% interest rate, due in 2032 13,842 13,163 14,144 13,182 Fixed rate loan, 4.02% interest rate, due in 2033 30,376 28,177 30,949 28,195 Fixed rate loan, 4.13% interest rate, due in 2033 42,432 39,560 43,219 39,573 Fixed rate loan, 3.10% interest rate, due in 2035 25,744 22,489 26,175 22,373 Fixed rate loan, 2.95% interest rate, due in 2036 41,425 35,696 42,087 35,444 Fixed rate loan, 4.27% interest rate, due in 2037 45,553 42,419 46,109 41,880 Fixed rate loan, 3.25% interest rate, due in 2038 51,360 44,453 52,031 43,878 $ 1,641,485 $ 1,379,468 $ 1,646,736 $ 1,487,147 (1) Includes unamortized debt issuance costs, premiums and discounts of $8,348 and $8,627 as of March 31, 2023 and December 31, 2022, respectively. We estimate the fair value of our mortgage notes payable using discounted cash flow analyses and current prevailing market rates as of the measurement date (Level 3 inputs). As Level 3 inputs are unobservable, our estimated fair value may differ materially from the actual fair value. The table below presents certain of our assets measured on a recurring and non-recurring basis at fair value at March 31, 2023 and December 31, 2022, categorized by the level of inputs as defined in the fair value hierarchy under GAAP, used in the valuation of each asset: Quoted Prices in Significant Other Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs Total (Level 1) (Level 2) (Level 3) At March 31, 2023 Recurring fair value measurements Investment in unconsolidated joint venture (1) $ 127,329 $ — $ — $ 127,329 Interest rate cap derivatives (2) $ 58,215 $ — $ 58,215 $ — At December 31, 2022 Recurring fair value measurements Investment in unconsolidated joint venture (1) $ 124,358 $ — $ — $ 124,358 Interest rate cap derivatives (2) $ 73,133 $ — $ 73,133 $ — Non-recurring fair value measurements Real estate properties (3) $ 555,123 $ — $ — $ 555,123 (1) The investment in the unconsolidated joint venture reflected in our condensed consolidated balance sheet is reported at fair value based on significant unobservable inputs (Level 3 inputs). The significant unobservable inputs used in the fair value are discount rates of between 5.25% and 7.00%, exit capitalization rates of between 4.95% and 6.00%, holding periods of approximately 10 years and market rents. Our assumptions are based on the location, type and nature of each property, and current and anticipated market conditions, which are derived from appraisers, industry publications and our experience. See Notes 2, 4, 8 and 9 for more information regarding this joint venture. (2) Our derivative assets are carried at fair value as required by GAAP. The estimated fair values of the derivative assets are based on current market prices in secondary markets for similar derivative contracts, (Level 2 inputs). See Notes 4 and 11 for more information regarding our derivatives and hedging activities. |
Shareholders' Equity
Shareholders' Equity | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders’ Equity Common Share Purchases: During the three months ended March 31, 2023, we purchased an aggregate of 976 of our common shares, valued at a weighted average price of $3.33 per common share, from certain former officers and employees of The RMR Group LLC, or RMR, in satisfaction of tax withholding and payment obligations in connection with the vesting of awards of our common shares. Distributions: During the three months ended March 31, 2023, we declared and paid regular quarterly distributions to common shareholders as follows: Declaration Date Record Date Payment Date Distribution Per Share Total Distribution January 12, 2023 January 23, 2023 February 16, 2023 $ 0.01 $ 656 On April 13, 2023, we declared a regular quarterly distribution to common shareholders of record on April 24, 2023 of $0.01 per share, or approximately $656. We expect to pay this distribution to our shareholders on or about May 18, 2023 using cash balances. |
Per Common Share Amounts
Per Common Share Amounts | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Per Common Share Amounts | Per Common Share Amounts We calculate basic earnings per common share by dividing net loss attributable to common shareholders by the weighted average number of our common shares outstanding during the period. We calculate diluted earnings per share using the more dilutive of the two class method or the treasury stock method. Unvested common share awards, and the related impact on earnings, are considered when calculating diluted earnings per share. The calculation of basic and diluted earnings per share is as follows: Three Months Ended March 31, 2023 2022 Numerators: Net loss attributable to common shareholders $ (24,809) $ (6,514) Loss attributable to unvested participating securities 3 — Net loss attributable to common shareholder used in calculating earnings per share $ (24,806) $ (6,514) Denominators: Weighted average common shares for basic earnings per share 65,309 65,212 Effect of dilutive securities: unvested share awards — — Weighted average common shares for diluted earnings per share (1) 65,309 65,212 Net loss attributable to common shareholders per common share - basic and diluted $ (0.38) $ (0.10) (1) For the three months ended March 31, 2023 and 2022, 257 and 18 unvested common shares, respectively, were not included in the calculation of diluted earnings per share because doing so would have been antidilutive. |
Business and Property Managemen
Business and Property Management Agreements with RMR | 3 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
Business and Property Management Agreements with RMR | Business and Property Management Agreements with RMR We have no employees. The personnel and various services we require to operate our business are provided to us by RMR. We have two agreements with RMR to provide management services to us: (1) a business management agreement, which relates to our business generally; and (2) a property management agreement, which relates to our property level operations. Pursuant to our business management agreement with RMR, we recognized net business management fees of $5,726 and $4,399 for the three months ended March 31, 2023 and 2022, respectively. Based on our common share total return, as defined in our business management agreement, as of March 31, 2023 and 2022, no incentive fees are included in the net business management fees we recognized for the three months ended March 31, 2023 or 2022. The actual amount of annual incentive fees for 2023, if any, will be based on our common share total return, as defined in our business management agreement, for the three-year period ending December 31, 2023, and will be payable in January 2024. We did not incur any incentive fee payable to RMR for the year ended December 31, 2022. We include business management fees in general and administrative expenses in our condensed consolidated statements of comprehensive income (loss). RMR provides management services to our two joint ventures. See Note 9 for further information regarding our joint ventures’ management arrangements with RMR and the related impact on our management fees payable to RMR. Pursuant to our property management agreement with RMR, we recognized aggregate property management and construction supervision fees of $3,452 and $2,763 for the three months ended March 31, 2023 and 2022, respectively. Of these amounts, for the three months ended March 31, 2023 and 2022, $3,319 and $2,098, respectively, were expensed to other operating expenses in our condensed consolidated financial statements and $133 and $31, respectively, were capitalized as building improvements in our condensed consolidated balance sheets. The amounts capitalized are being depreciated over the estimated useful lives of the related capital assets. We are generally responsible for all our operating expenses, including certain expenses incurred or arranged by RMR on our behalf. We are generally not responsible for payment of RMR’s employment, office or administrative expenses incurred to provide management services to us, except for the employment and related expenses of RMR’s employees assigned to work exclusively or partly at our properties, our share of the wages, benefits and other related costs of RMR’s centralized accounting personnel, our share of RMR’s costs for providing our internal audit function, or as otherwise agreed. Our property level operating expenses are generally incorporated into the rents charged to our tenants, including certain payroll and related costs incurred by RMR. We reimbursed RMR $1,841 and $1,604 for these expenses and costs for the three months ended March 31, 2023 and 2022, respectively. These amounts are included in other operating expenses and general and administrative expenses, as applicable, in our condensed consolidated statements of comprehensive income (loss). Management Agreements Between Our Joint Ventures and RMR. We have two separate joint venture arrangements, our consolidated joint venture and the unconsolidated joint venture. See Notes 2, 4, 5, 9 and 10 for further information about these joint ventures. RMR provides management services to both of these joint ventures. We are not obligated to pay management fees to RMR under our management agreements with RMR for the services it provides to the unconsolidated joint venture. We are obligated to pay management fees to RMR under our management agreements with RMR for the services it provides regarding our consolidated joint venture; however, that joint venture pays management fees directly to RMR, and any such fees paid by our consolidated joint venture are credited against the fees payable by us to RMR. See Note 9 for further information regarding our relationships, agreements and transactions with RMR. |
Related Person Transactions
Related Person Transactions | 3 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Person Transactions | Related Person Transactions We have relationships and historical and continuing transactions with RMR, The RMR Group Inc., or RMR Inc., and others related to them, including other companies to which RMR or its subsidiaries provide management services and some of which have trustees, directors or officers who are also our Trustees or officers. RMR is a majority owned subsidiary of RMR Inc. The Chair of our Board of Trustees and one of our Managing Trustees, Adam D. Portnoy, is the sole trustee, an officer and the controlling shareholder of ABP Trust, which is the controlling shareholder of RMR Inc., the chair of the board of directors, a managing director and the president and chief executive officer of RMR Inc. and an officer and employee of RMR. Matthew P. Jordan, our other Managing Trustee, is an executive vice president and the chief financial officer and treasurer of RMR Inc., an officer and employee of RMR and an officer of ABP Trust. John G. Murray, one of our Managing Trustees until June 1, 2022 and our President and Chief Executive Officer until March 31, 2022, also serves as an officer and employee of RMR, and each of our current officers is also an officer and employee of RMR. Some of our Independent Trustees also serve as independent trustees or independent directors of other public companies to which RMR or its subsidiaries provide management services. Adam D. Portnoy serves as chair of the boards and as a managing trustee or managing director of those companies. Other officers of RMR, including Messrs. Jordan and Murray and certain of our officers, serve as managing trustees, managing directors or officers of certain of these companies. Our Manager, RMR . We have two agreements with RMR to provide management services to us. See Note 8 for further information regarding our management agreements with RMR. Joint Ventures. We have two separate joint venture arrangements. RMR provides management services to each of these joint ventures. See Notes 2, 4, 5, 8 and 10 for further information regarding our joint ventures and RMR’s management agreements with our joint ventures. As of December 31, 2022 and March 31, 2023, we owed $616 and $640, respectively, to the unconsolidated joint venture for rents that we collected on behalf of that joint venture. These amounts are presented as due to related persons in our condensed consolidated balance sheet. We paid these amounts in January 2023 and April 2023, respectively. For further information about these and other such relationships and certain other related person transactions, see our 2022 Annual Report. |
Derivatives and Hedging Activit
Derivatives and Hedging Activities | 3 Months Ended |
Mar. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging Activities | Derivatives and Hedging Activities Risk Management Objective of Using Derivatives We are exposed to certain risks relating to our ongoing business operations, including the impact of changes in interest rates. The only risk currently managed by us using derivative instruments is a part of our interest rate risk. We have an interest rate cap agreement to manage our interest rate risk exposure on each of the ILPT Floating Rate Loan and the Floating Rate Loan, both with interest payable at a rate equal to SOFR plus a premium. The use of derivative financial instruments carries certain risks, including the risk that the counterparties to these contractual arrangements are not able to perform under the agreements. To mitigate this risk, we only enter into derivative financial instruments with counterparties with high credit ratings and with major financial institutions with which we or our related parties may also have other financial relationships. We do not anticipate that any of the counterparties will fail to meet their obligations. Cash Flow Hedges of Interest Rate Risk As required by Accounting Standards Codification 815, Derivatives and Hedging , we record all derivatives on the balance sheet at fair value. The following table summarizes the terms of our outstanding interest rate cap agreements designated as cash flow hedges of interest rate risk as of March 31, 2023: Interest Rate Derivative Balance Sheet Line Item Underlying Instrument Number of Instruments Strike Rate Notional Amount Fair Value at March 31, 2023 Interest Rate Cap Other assets Floating Rate Loan (1) 1 3.40% $ 1,400,000 $ 18,386 Interest Rate Cap Other assets ILPT Floating Rate Loan 2 2.25% $ 1,235,000 $ 39,829 (1) The Floating Rate Loan was entered into by our consolidated joint venture. Interest rate caps designated as cash flow hedges involve the receipt of variable amounts from a counterparty if interest rates rise above the strike rate on the contract in exchange for an up-front premium. For derivatives designated and qualifying as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in accumulated other comprehensive income (loss) and subsequently reclassified into interest expense in the same period during which the hedged transaction affects earnings. Gains and losses on the derivative representing hedge components excluded from the assessment of effectiveness are recognized over the life of the hedge on a systematic and rational basis, as documented at hedge inception in accordance with our accounting policy election. The earnings recognition of excluded components is presented in interest expense. Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest expense as interest payments are made on our applicable debt. Three Months Ended March 31, 2023 2022 Amount of (loss) gain recognized in cumulative other comprehensive income (loss) $ (3,776) $ 5,375 Amount reclassified from cumulative other comprehensive income (loss) into interest expense (5,002) 257 Unrealized (loss) gain on derivative instrument recognized in cumulative other comprehensive (loss) income, net $ (8,778) $ 5,632 |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | The accompanying condensed consolidated financial statements of Industrial Logistics Properties Trust and its consolidated subsidiaries, or the Company, ILPT, we, us or our, are unaudited. Certain information and disclosures required by U.S. generally accepted accounting principles, or GAAP, for complete financial statements have been condensed or omitted. We believe the disclosures made are adequate to make the information presented not misleading. However, the accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes contained in our Annual Report on Form 10-K for the year ended December 31, 2022, or our 2022 Annual Report. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of results for the interim period have been included. All intercompany transactions and balances with or among our consolidated subsidiaries have been eliminated. Our operating results for interim periods are not necessarily indicative of the results that may be expected for the full year. |
Use of Estimates | The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect reported amounts. Actual results could differ from those estimates. Significant estimates in the condensed consolidated financial statements include purchase price allocations, useful lives of fixed assets, and assessment of impairment of real estate and related intangibles. |
Real Estate Investments (Tables
Real Estate Investments (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Real Estate [Abstract] | |
Schedule of Investment in Unconsolidated Joint Ventures | As of March 31, 2023, we had equity investments in our joint ventures that consisted of the following: ILPT Carrying Value ILPT of Investment Number of Square Joint Venture Presentation Ownership at March 31, 2023 Properties Location Feet Mountain Industrial REIT LLC Consolidated 61% N/A 94 Various 20,980,661 The Industrial Fund REIT LLC Unconsolidated 22% $ 127,329 18 Various 11,726,137 |
Indebtedness (Tables)
Indebtedness (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Indebtedness | As of March 31, 2023, our outstanding indebtedness consisted of the following: Net Book Value Principal Balance as of of Collateral March 31, December 31, Interest At March 31, Entity Type Secured By: 2023 (1) 2022 (1) Rate Maturity 2023 ILPT Floating Rate - Interest only 104 Properties $ 1,235,000 $ 1,235,000 6.18% 10/09/24 $ 1,064,535 ILPT Fixed Rate - Interest only 186 Properties 650,000 650,000 4.31% 02/07/29 490,194 ILPT Fixed Rate - Interest only 17 Properties 700,000 700,000 4.42% 03/09/32 515,084 Mountain JV (2) Floating Rate - Interest only 82 Properties 1,400,000 1,400,000 6.17% 03/09/24 1,895,603 Mountain JV (2) Fixed Rate - Amortizing One Property 13,034 13,556 3.76% 10/01/28 62,799 Mountain JV (2) Fixed Rate - Amortizing One Property 4,720 4,865 3.77% 04/01/30 39,447 Mountain JV (2) Fixed Rate - Amortizing One Property 4,992 5,145 3.85% 04/01/30 39,447 Mountain JV (2) Fixed Rate - Amortizing One Property 13,987 14,392 3.56% 09/01/30 50,554 Mountain JV (2) Fixed Rate - Amortizing One Property 12,368 12,691 3.67% 05/01/31 29,419 Mountain JV (2) Fixed Rate - Amortizing One Property 13,842 14,144 4.14% 07/01/32 44,460 Mountain JV (2) Fixed Rate - Amortizing One Property 30,376 30,949 4.02% 10/01/33 86,555 Mountain JV (2) Fixed Rate - Amortizing One Property 42,432 43,219 4.13% 11/01/33 131,092 Mountain JV (2) Fixed Rate - Amortizing One Property 25,744 26,175 3.10% 06/01/35 47,387 Mountain JV (2) Fixed Rate - Amortizing One Property 41,425 42,087 2.95% 01/01/36 101,199 Mountain JV (2) Fixed Rate - Amortizing One Property 45,553 46,109 4.27% 11/01/37 112,286 Mountain JV (2) Fixed Rate - Amortizing One Property 51,360 52,031 3.25% 01/01/38 115,824 Total indebtedness $ 4,284,833 $ 4,290,363 $ 4,825,885 Unamortized debt issuance costs (39,182) (45,862) Total indebtedness, net $ 4,245,651 $ 4,244,501 (1) The principal balances are the amounts stated in contracts. In accordance with GAAP, our carrying values and recorded interest expense may be different because of market conditions at the time we assumed certain of these debts. (2) Mountain JV is our consolidated joint venture in which we own a 61% equity interest . See Notes 2, 5, 8, 9 and 10 for more information regarding this joint venture. The following table provides a summary of the mortgage debts of the unconsolidated joint venture: Principal Balance Interest at March 31, Joint Venture (Unconsolidated) Rate Maturity Date 2023 (1) Mortgage notes payable (secured by one property in Florida) 3.60% (2) 10/1/2023 $ 56,980 Mortgage notes payable (secured by 5 properties in four states) 5.30% 10/1/2027 97,000 Mortgage notes payable (secured by 11 other properties in eight states) 3.33% (2) 11/7/2029 350,000 Weighted average/total 3.74% (2) $ 503,980 (1) Amounts are not adjusted for our minority interest; none of the debt is recourse to us. (2) Includes the effect of mark to market purchase accounting. The agreements governing certain of our indebtedness contain customary covenants and provide for acceleration of payment of all amounts due thereunder upon the occurrence and continuation of certain events of default. |
Fair Value of Assets and Liab_2
Fair Value of Assets and Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying Value and the Estimated Fair Market Value of Mortgage Notes Payable | At March 31, 2023 and December 31, 2022, the fair value of our financial instruments approximated their carrying values in our condensed consolidated financial statements, due to their short term nature or floating interest rates, except as follows: At March 31, 2023 At December 31, 2022 Carrying Estimated Carrying Estimated Value (1) Fair Value Value (1) Fair Value Fixed rate loan, 3.76% interest rate, due in 2028 $ 13,034 $ 12,461 $ 13,556 $ 12,784 Fixed rate loan, 4.31% interest rate, due in 2029 646,805 464,814 646,669 592,295 Fixed rate loan, 3.77% interest rate, due in 2030 4,720 4,482 4,865 4,553 Fixed rate loan, 3.85% interest rate, due in 2030 4,992 4,753 5,145 4,829 Fixed rate loan, 3.56% interest rate, due in 2030 13,987 13,140 14,392 13,315 Fixed rate loan, 3.67% interest rate, due in 2031 12,368 11,604 12,691 11,713 Fixed rate loan, 4.42% interest rate, due in 2032 694,847 642,257 694,704 623,133 Fixed rate loan, 4.14% interest rate, due in 2032 13,842 13,163 14,144 13,182 Fixed rate loan, 4.02% interest rate, due in 2033 30,376 28,177 30,949 28,195 Fixed rate loan, 4.13% interest rate, due in 2033 42,432 39,560 43,219 39,573 Fixed rate loan, 3.10% interest rate, due in 2035 25,744 22,489 26,175 22,373 Fixed rate loan, 2.95% interest rate, due in 2036 41,425 35,696 42,087 35,444 Fixed rate loan, 4.27% interest rate, due in 2037 45,553 42,419 46,109 41,880 Fixed rate loan, 3.25% interest rate, due in 2038 51,360 44,453 52,031 43,878 $ 1,641,485 $ 1,379,468 $ 1,646,736 $ 1,487,147 (1) Includes unamortized debt issuance costs, premiums and discounts of $8,348 and $8,627 as of March 31, 2023 and December 31, 2022, respectively. |
Schedule of Fair Value Measurements, Recurring and Nonrecurring | The table below presents certain of our assets measured on a recurring and non-recurring basis at fair value at March 31, 2023 and December 31, 2022, categorized by the level of inputs as defined in the fair value hierarchy under GAAP, used in the valuation of each asset: Quoted Prices in Significant Other Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs Total (Level 1) (Level 2) (Level 3) At March 31, 2023 Recurring fair value measurements Investment in unconsolidated joint venture (1) $ 127,329 $ — $ — $ 127,329 Interest rate cap derivatives (2) $ 58,215 $ — $ 58,215 $ — At December 31, 2022 Recurring fair value measurements Investment in unconsolidated joint venture (1) $ 124,358 $ — $ — $ 124,358 Interest rate cap derivatives (2) $ 73,133 $ — $ 73,133 $ — Non-recurring fair value measurements Real estate properties (3) $ 555,123 $ — $ — $ 555,123 (1) The investment in the unconsolidated joint venture reflected in our condensed consolidated balance sheet is reported at fair value based on significant unobservable inputs (Level 3 inputs). The significant unobservable inputs used in the fair value are discount rates of between 5.25% and 7.00%, exit capitalization rates of between 4.95% and 6.00%, holding periods of approximately 10 years and market rents. Our assumptions are based on the location, type and nature of each property, and current and anticipated market conditions, which are derived from appraisers, industry publications and our experience. See Notes 2, 4, 8 and 9 for more information regarding this joint venture. (2) Our derivative assets are carried at fair value as required by GAAP. The estimated fair values of the derivative assets are based on current market prices in secondary markets for similar derivative contracts, (Level 2 inputs). See Notes 4 and 11 for more information regarding our derivatives and hedging activities. |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Schedule of Distributions Declared and Paid | During the three months ended March 31, 2023, we declared and paid regular quarterly distributions to common shareholders as follows: Declaration Date Record Date Payment Date Distribution Per Share Total Distribution January 12, 2023 January 23, 2023 February 16, 2023 $ 0.01 $ 656 |
Per Common Share Amounts (Table
Per Common Share Amounts (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Common Shares, Basic and Diluted | The calculation of basic and diluted earnings per share is as follows: Three Months Ended March 31, 2023 2022 Numerators: Net loss attributable to common shareholders $ (24,809) $ (6,514) Loss attributable to unvested participating securities 3 — Net loss attributable to common shareholder used in calculating earnings per share $ (24,806) $ (6,514) Denominators: Weighted average common shares for basic earnings per share 65,309 65,212 Effect of dilutive securities: unvested share awards — — Weighted average common shares for diluted earnings per share (1) 65,309 65,212 Net loss attributable to common shareholders per common share - basic and diluted $ (0.38) $ (0.10) (1) For the three months ended March 31, 2023 and 2022, 257 and 18 unvested common shares, respectively, were not included in the calculation of diluted earnings per share because doing so would have been antidilutive. |
Derivatives and Hedging Activ_2
Derivatives and Hedging Activities (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Swap Derivatives | The following table summarizes the terms of our outstanding interest rate cap agreements designated as cash flow hedges of interest rate risk as of March 31, 2023: Interest Rate Derivative Balance Sheet Line Item Underlying Instrument Number of Instruments Strike Rate Notional Amount Fair Value at March 31, 2023 Interest Rate Cap Other assets Floating Rate Loan (1) 1 3.40% $ 1,400,000 $ 18,386 Interest Rate Cap Other assets ILPT Floating Rate Loan 2 2.25% $ 1,235,000 $ 39,829 (1) The Floating Rate Loan was entered into by our consolidated joint venture. |
Schedule of Effects on Consolidated Statements of Income and Comprehensive Income | Three Months Ended March 31, 2023 2022 Amount of (loss) gain recognized in cumulative other comprehensive income (loss) $ (3,776) $ 5,375 Amount reclassified from cumulative other comprehensive income (loss) into interest expense (5,002) 257 Unrealized (loss) gain on derivative instrument recognized in cumulative other comprehensive (loss) income, net $ (8,778) $ 5,632 |
Real Estate Investments - Narra
Real Estate Investments - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | |
Mar. 31, 2022 USD ($) | Mar. 31, 2023 USD ($) ft² property state segment building | Mar. 31, 2022 USD ($) | |
Real Estate Properties [Line Items] | |||
Number of properties owned | property | 413 | ||
Rentable square feet (in sqft) | ft² | 59,983,000 | ||
Number of business segments | segment | 1 | ||
Capital expenditures incurred | $ 4,931 | $ 3,765 | |
Commitments related to tenant improvements and leasing costs | $ 1,937 | ||
Tenant improvements (in sqft) | ft² | 1,143,000 | ||
Committed but unspent tenant related obligations | $ 25,054 | ||
Committed but unspent tenant related obligations expected to be spent in the next 12 months | 8,365 | ||
Net loss attributable to noncontrolling interest | 10,737 | 3,273 | |
Equity in earnings of unconsolidated joint venture | $ 3,961 | 1,727 | |
Mountain Industrial REIT LLC | |||
Real Estate Properties [Line Items] | |||
Noncontrolling interest, ownership percentage by noncontrolling owners | 39% | ||
Mountain Industrial REIT LLC | |||
Real Estate Properties [Line Items] | |||
Net loss attributable to noncontrolling interest | $ 3,261 | $ 10,728 | |
Mountain Industrial REIT LLC | Other Joint Venture Investor | |||
Real Estate Properties [Line Items] | |||
Joint venture, total assets | 3,064,043 | ||
Joint venture, liabilities | $ 1,721,021 | ||
Twelve Mainland Properties | |||
Real Estate Properties [Line Items] | |||
Rentable square feet (in sqft) | ft² | 11,726,000 | ||
Number of states where real estate is located | state | 12 | ||
Ownership interest | 22% | ||
Number of properties contributed | property | 18 | ||
The Industrial Fund REIT LLC | |||
Real Estate Properties [Line Items] | |||
Cash distributions | $ 990 | $ 1,320 | |
Consolidated | Mountain Industrial REIT LLC | |||
Real Estate Properties [Line Items] | |||
Number of properties owned | property | 94 | ||
Rentable square feet (in sqft) | ft² | 20,980,661 | ||
Ownership interest | 61% | ||
Number of properties contributed | property | 94 | ||
Hawaii | |||
Real Estate Properties [Line Items] | |||
Rentable square feet (in sqft) | ft² | 16,729,000 | ||
Number of buildings, leasable land parcels easements | building | 226 | ||
Other States | |||
Real Estate Properties [Line Items] | |||
Number of properties owned | property | 187 | ||
Rentable square feet (in sqft) | ft² | 43,254,000 | ||
Number of states where real estate is located | state | 38 | ||
Everett, WA | Land | Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||
Real Estate Properties [Line Items] | |||
Proceeds from sale of real estate | $ 270 | ||
Net loss on sale of real estate | $ 974 | ||
Somerset, New Jersey | Mountain Industrial REIT LLC | Unrelated Third Party | |||
Real Estate Properties [Line Items] | |||
Noncontrolling interest, ownership percentage by noncontrolling owners | 33% | ||
Somerset, New Jersey | Mountain Industrial REIT LLC | |||
Real Estate Properties [Line Items] | |||
Ownership interest | 67% | ||
Net loss attributable to noncontrolling interest | $ 12 | $ 9 | |
Number of properties | property | 1 |
Real Estate Investments - Joint
Real Estate Investments - Joint Venture Activities (Details) $ in Thousands | Mar. 31, 2023 USD ($) ft² property | Dec. 31, 2022 USD ($) |
Unconsolidated | ||
Investment in unconsolidated joint venture | $ | $ 127,329 | $ 124,358 |
Rentable square feet (in sqft) | 59,983,000 | |
Mountain Industrial REIT LLC | Consolidated | ||
Unconsolidated | ||
Ownership interest | 61% | |
Number of properties contributed | property | 94 | |
Rentable square feet (in sqft) | 20,980,661 | |
The Industrial Fund REIT LLC | Joint Venture | ||
Unconsolidated | ||
Ownership interest | 22% | |
Investment in unconsolidated joint venture | $ | $ 127,329 | |
Number of properties contributed | property | 18 | |
Rentable square feet (in sqft) | 11,726,137 |
Leases (Details)
Leases (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | ||
Mar. 31, 2022 USD ($) | Mar. 31, 2023 USD ($) property | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Lessor, Lease, Description [Line Items] | ||||
Straight line rental income | $ 3,762 | $ 1,156 | ||
Certain variable payments | $ 21,099 | 12,380 | ||
Number of properties subject to ground leases | property | 3 | |||
Lessee, number of properties under an operating lease | property | 1 | |||
Right-of-use asset | $ 4,976 | $ 5,084 | ||
Operating lease liability | 5,046 | $ 5,149 | ||
Sublease revenue | $ 87 | 101 | ||
Rental income | $ 110,258 | $ 71,375 | ||
Sales Revenue, Net | Geographic Concentration Risk | Hawaii | ||||
Lessor, Lease, Description [Line Items] | ||||
Concentration risk | 27.40% | 37.40% | ||
Subsidiaries Of FedEx Corp | ||||
Lessor, Lease, Description [Line Items] | ||||
Rental income | $ 34,787 | $ 13,468 | ||
Subsidiaries Of FedEx Corp | Sales Revenue, Net | Customer Concentration Risk | ||||
Lessor, Lease, Description [Line Items] | ||||
Concentration risk | 31.60% | 18.90% | ||
Subsidiaries of Amazon.com, Inc. | ||||
Lessor, Lease, Description [Line Items] | ||||
Rental income | $ 7,515 | $ 5,615 | ||
Subsidiaries of Amazon.com, Inc. | Sales Revenue, Net | Customer Concentration Risk | ||||
Lessor, Lease, Description [Line Items] | ||||
Concentration risk | 6.80% | 7.90% |
Indebtedness - Schedule of Outs
Indebtedness - Schedule of Outstanding Indebtedness (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 USD ($) property | Dec. 31, 2022 USD ($) | |
Debt Instrument [Line Items] | ||
Total indebtedness | $ 4,284,833 | $ 4,290,363 |
Unamortized debt issuance costs | (39,182) | (45,862) |
Total indebtedness, net | 4,245,651 | 4,244,501 |
Net book value of collateral | $ 4,825,885 | |
Mountain Industrial REIT LLC | ||
Debt Instrument [Line Items] | ||
Percentage of interest in subsidiaries | 61% | |
Fixed rate loan, 3.76% interest rate, due in 2028 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 3.76% | |
Fixed rate loan, 3.77% interest rate, due in 2030 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 3.77% | |
Fixed rate loan, 3.85% interest rate, due in 2030 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 3.85% | |
Fixed rate loan, 3.56% interest rate, due in 2030 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 3.56% | |
Fixed rate loan, 3.67% interest rate, due in 2031 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 3.67% | |
Fixed rate loan, 4.02% interest rate, due in 2033 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 4.02% | |
Fixed rate loan, 4.13% interest rate, due in 2033 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 4.13% | |
Fixed rate loan, 3.10% interest rate, due in 2035 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 3.10% | |
Fixed rate loan, 2.95% interest rate, due in 2036 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 2.95% | |
Fixed rate loan, 4.27% interest rate, due in 2037 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 4.27% | |
Fixed rate loan, 3.25% interest rate, due in 2038 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 3.25% | |
Floating Rate Loan | ||
Debt Instrument [Line Items] | ||
Total indebtedness, net | $ 1,400 | |
Floating Rate Loan | Floating Rate Loan, 6.18%, due in 2024 | ||
Debt Instrument [Line Items] | ||
Total indebtedness | $ 1,235,000 | 1,235,000 |
Interest rate (as a percent) | 6.18% | |
Net book value of collateral | $ 1,064,535 | |
Floating Rate Loan | Floating Rate Loan, 6.17%, due in 2024 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 82 | |
Total indebtedness | $ 1,400,000 | 1,400,000 |
Interest rate (as a percent) | 6.17% | |
Net book value of collateral | $ 1,895,603 | |
Fixed Rate Loan | Fixed Rate Loan, 4.31%, due in 2029 | ||
Debt Instrument [Line Items] | ||
Total indebtedness | $ 650,000 | 650,000 |
Interest rate (as a percent) | 4.31% | |
Net book value of collateral | $ 490,194 | |
Fixed Rate Loan | Fixed Rate Loan, 4.42%, due in 2032 | ||
Debt Instrument [Line Items] | ||
Total indebtedness | $ 700,000 | 700,000 |
Interest rate (as a percent) | 4.42% | |
Net book value of collateral | $ 515,084 | |
Fixed Rate Loan | Fixed rate loan, 3.76% interest rate, due in 2028 | ||
Debt Instrument [Line Items] | ||
Total indebtedness | $ 13,034 | 13,556 |
Interest rate (as a percent) | 3.76% | |
Net book value of collateral | $ 62,799 | |
Fixed Rate Loan | Fixed rate loan, 3.77% interest rate, due in 2030 | ||
Debt Instrument [Line Items] | ||
Total indebtedness | $ 4,720 | 4,865 |
Interest rate (as a percent) | 3.77% | |
Net book value of collateral | $ 39,447 | |
Fixed Rate Loan | Fixed rate loan, 3.85% interest rate, due in 2030 | ||
Debt Instrument [Line Items] | ||
Total indebtedness | $ 4,992 | 5,145 |
Interest rate (as a percent) | 3.85% | |
Net book value of collateral | $ 39,447 | |
Fixed Rate Loan | Fixed rate loan, 3.56% interest rate, due in 2030 | ||
Debt Instrument [Line Items] | ||
Total indebtedness | $ 13,987 | 14,392 |
Interest rate (as a percent) | 3.56% | |
Net book value of collateral | $ 50,554 | |
Fixed Rate Loan | Fixed rate loan, 3.67% interest rate, due in 2031 | ||
Debt Instrument [Line Items] | ||
Total indebtedness | $ 12,368 | 12,691 |
Interest rate (as a percent) | 3.67% | |
Net book value of collateral | $ 29,419 | |
Fixed Rate Loan | Fixed Rate Loan, 4.14%, due in 2032 | ||
Debt Instrument [Line Items] | ||
Total indebtedness | $ 13,842 | 14,144 |
Interest rate (as a percent) | 4.14% | |
Net book value of collateral | $ 44,460 | |
Fixed Rate Loan | Fixed rate loan, 4.02% interest rate, due in 2033 | ||
Debt Instrument [Line Items] | ||
Total indebtedness | $ 30,376 | 30,949 |
Interest rate (as a percent) | 4.02% | |
Net book value of collateral | $ 86,555 | |
Fixed Rate Loan | Fixed rate loan, 4.13% interest rate, due in 2033 | ||
Debt Instrument [Line Items] | ||
Total indebtedness | $ 42,432 | 43,219 |
Interest rate (as a percent) | 4.13% | |
Net book value of collateral | $ 131,092 | |
Fixed Rate Loan | Fixed rate loan, 3.10% interest rate, due in 2035 | ||
Debt Instrument [Line Items] | ||
Total indebtedness | $ 25,744 | 26,175 |
Interest rate (as a percent) | 3.10% | |
Net book value of collateral | $ 47,387 | |
Fixed Rate Loan | Fixed rate loan, 2.95% interest rate, due in 2036 | ||
Debt Instrument [Line Items] | ||
Total indebtedness | $ 41,425 | 42,087 |
Interest rate (as a percent) | 2.95% | |
Net book value of collateral | $ 101,199 | |
Fixed Rate Loan | Fixed rate loan, 4.27% interest rate, due in 2037 | ||
Debt Instrument [Line Items] | ||
Total indebtedness | $ 45,553 | 46,109 |
Interest rate (as a percent) | 4.27% | |
Net book value of collateral | $ 112,286 | |
Fixed Rate Loan | Fixed rate loan, 3.25% interest rate, due in 2038 | ||
Debt Instrument [Line Items] | ||
Total indebtedness | $ 51,360 | $ 52,031 |
Interest rate (as a percent) | 3.25% | |
Net book value of collateral | $ 115,824 | |
ILPT Floating Rate Loan | Floating Rate Loan, 6.18%, due in 2024 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 104 | |
Total indebtedness, net | $ 1,235 | |
Mortgage note payable | ||
Debt Instrument [Line Items] | ||
Total indebtedness | $ 503,980 | |
Weighted average interest rate (as a percent) | 3.74% | |
Mortgage note payable | Floating Rate Loan, 6.18%, due in 2024 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 104 | |
Mortgage note payable | Fixed Rate Loan, 4.31%, due in 2029 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 186 | |
Mortgage note payable | Fixed Rate Loan, 4.42%, due in 2032 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 17 | |
Mortgage note payable | Floating Rate Loan, 6.17%, due in 2024 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 82 | |
Mortgage note payable | Fixed rate loan, 3.76% interest rate, due in 2028 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 1 | |
Mortgage note payable | Fixed rate loan, 3.77% interest rate, due in 2030 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 1 | |
Mortgage note payable | Fixed rate loan, 3.85% interest rate, due in 2030 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 1 | |
Mortgage note payable | Fixed rate loan, 3.56% interest rate, due in 2030 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 1 | |
Mortgage note payable | Fixed rate loan, 3.67% interest rate, due in 2031 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 1 | |
Mortgage note payable | Fixed Rate Loan, 4.14%, due in 2032 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 1 | |
Mortgage note payable | Fixed rate loan, 4.02% interest rate, due in 2033 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 1 | |
Mortgage note payable | Fixed rate loan, 4.13% interest rate, due in 2033 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 1 | |
Mortgage note payable | Fixed rate loan, 3.10% interest rate, due in 2035 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 1 | |
Mortgage note payable | Fixed rate loan, 2.95% interest rate, due in 2036 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 1 | |
Mortgage note payable | Fixed rate loan, 4.27% interest rate, due in 2037 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 1 | |
Mortgage note payable | Fixed rate loan, 3.25% interest rate, due in 2038 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 1 | |
Mortgage note payable | Mortgage Note Payable, 3.60%, Due In 2023 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 1 | |
Total indebtedness | $ 56,980 | |
Interest rate (as a percent) | 3.60% | |
Mortgage note payable | Mortgage Note Payable 3.33% Due in 2029 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 5 | |
Total indebtedness | $ 97,000 | |
Interest rate (as a percent) | 5.30% | |
Mortgage note payable | Mortgage Note Payable, 5.30%, Due In 2027 | ||
Debt Instrument [Line Items] | ||
Number of properties used as collateral | property | 11 | |
Total indebtedness | $ 350,000 | |
Interest rate (as a percent) | 3.33% |
Indebtedness - Narrative (Detai
Indebtedness - Narrative (Details) | 1 Months Ended | 3 Months Ended | |||
Feb. 25, 2022 option | Mar. 31, 2022 | Mar. 31, 2023 USD ($) property | Mar. 31, 2022 option | Dec. 31, 2022 USD ($) | |
Debt Instrument [Line Items] | |||||
Debt outstanding | $ 4,245,651,000 | $ 4,244,501,000 | |||
ILPT Floating Rate Loan | Floating Rate Loan, 6.18%, due in 2024 | |||||
Debt Instrument [Line Items] | |||||
Debt outstanding | $ 1,235,000 | ||||
Number of properties used as collateral | property | 104 | ||||
Number of options to extend maturity date | option | 3 | ||||
Extension period | 1 year | ||||
Weighted average interest rate (as a percent) | 6.18% | ||||
Prepayment terms without premium amount | $ 247,000 | ||||
ILPT Floating Rate Loan | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 2.25% | ||||
ILPT Floating Rate Loan | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Floating Rate Loan, 6.18%, due in 2024 | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 3.93% | ||||
Floating Rate Loan | |||||
Debt Instrument [Line Items] | |||||
Debt outstanding | $ 1,400,000 | ||||
Floating Rate Loan | Floating Rate Loan, 6.18%, due in 2024 | |||||
Debt Instrument [Line Items] | |||||
Interest rate (as a percent) | 6.18% | ||||
Floating Rate Loan | Floating Rate Loan, 6.17%, due in 2024 | |||||
Debt Instrument [Line Items] | |||||
Number of properties used as collateral | property | 82 | ||||
Number of options to extend maturity date | option | 3 | ||||
Extension period | 1 year | ||||
Weighted average interest rate (as a percent) | 3.01% | 6.17% | |||
Prepayment terms without premium amount | $ 280,000 | ||||
Interest rate (as a percent) | 6.17% | ||||
Floating Rate Loan | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 3.40% | ||||
Floating Rate Loan | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Floating Rate Loan, 6.17%, due in 2024 | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate (as a percent) | 2.77% |
Fair Value of Assets and Liab_3
Fair Value of Assets and Liabilities - Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Fair Value of Financial Instruments | ||
Fixed rate loan | $ 4,245,651 | $ 4,244,501 |
Fixed rate loan, 3.76% interest rate, due in 2028 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 3.76% | |
Fixed rate loan, 4.31% interest rate, due in 2029 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 4.31% | |
Fixed rate loan, 3.77% interest rate, due in 2030 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 3.77% | |
Fixed rate loan, 3.85% interest rate, due in 2030 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 3.85% | |
Fixed rate loan, 3.56% interest rate, due in 2030 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 3.56% | |
Fixed rate loan, 3.67% interest rate, due in 2031 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 3.67% | |
Fixed rate loan, 4.42% interest rate, due in 2032 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 4.42% | |
Fixed rate loan, 4.14% interest rate, due in 2032 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 4.14% | |
Fixed rate loan, 4.02% interest rate, due in 2033 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 4.02% | |
Fixed rate loan, 4.13% interest rate, due in 2033 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 4.13% | |
Fixed rate loan, 3.10% interest rate, due in 2035 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 3.10% | |
Fixed rate loan, 2.95% interest rate, due in 2036 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 2.95% | |
Fixed rate loan, 4.27% interest rate, due in 2037 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 4.27% | |
Fixed rate loan, 3.25% interest rate, due in 2038 | ||
Fair Value of Financial Instruments | ||
Interest rate (as a percent) | 3.25% | |
Carrying Amount | ||
Fair Value of Financial Instruments | ||
Long-term debt | $ 1,641,485 | 1,646,736 |
Unamortized premiums | 8,348 | 8,627 |
Carrying Amount | Fixed rate loan, 3.76% interest rate, due in 2028 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 13,034 | 13,556 |
Carrying Amount | Fixed rate loan, 4.31% interest rate, due in 2029 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 646,805 | 646,669 |
Carrying Amount | Fixed rate loan, 3.77% interest rate, due in 2030 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 4,720 | 4,865 |
Carrying Amount | Fixed rate loan, 3.85% interest rate, due in 2030 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 4,992 | 5,145 |
Carrying Amount | Fixed rate loan, 3.56% interest rate, due in 2030 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 13,987 | 14,392 |
Carrying Amount | Fixed rate loan, 3.67% interest rate, due in 2031 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 12,368 | 12,691 |
Carrying Amount | Fixed rate loan, 4.42% interest rate, due in 2032 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 694,847 | 694,704 |
Carrying Amount | Fixed rate loan, 4.14% interest rate, due in 2032 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 13,842 | 14,144 |
Carrying Amount | Fixed rate loan, 4.02% interest rate, due in 2033 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 30,376 | 30,949 |
Carrying Amount | Fixed rate loan, 4.13% interest rate, due in 2033 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 42,432 | 43,219 |
Carrying Amount | Fixed rate loan, 3.10% interest rate, due in 2035 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 25,744 | 26,175 |
Carrying Amount | Fixed rate loan, 2.95% interest rate, due in 2036 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 41,425 | 42,087 |
Carrying Amount | Fixed rate loan, 4.27% interest rate, due in 2037 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 45,553 | 46,109 |
Carrying Amount | Fixed rate loan, 3.25% interest rate, due in 2038 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 51,360 | 52,031 |
Estimated Fair Value | ||
Fair Value of Financial Instruments | ||
Long-term debt | 1,379,468 | 1,487,147 |
Estimated Fair Value | Fixed rate loan, 3.76% interest rate, due in 2028 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 12,461 | 12,784 |
Estimated Fair Value | Fixed rate loan, 4.31% interest rate, due in 2029 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 464,814 | 592,295 |
Estimated Fair Value | Fixed rate loan, 3.77% interest rate, due in 2030 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 4,482 | 4,553 |
Estimated Fair Value | Fixed rate loan, 3.85% interest rate, due in 2030 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 4,753 | 4,829 |
Estimated Fair Value | Fixed rate loan, 3.56% interest rate, due in 2030 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 13,140 | 13,315 |
Estimated Fair Value | Fixed rate loan, 3.67% interest rate, due in 2031 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 11,604 | 11,713 |
Estimated Fair Value | Fixed rate loan, 4.42% interest rate, due in 2032 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 642,257 | 623,133 |
Estimated Fair Value | Fixed rate loan, 4.14% interest rate, due in 2032 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 13,163 | 13,182 |
Estimated Fair Value | Fixed rate loan, 4.02% interest rate, due in 2033 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 28,177 | 28,195 |
Estimated Fair Value | Fixed rate loan, 4.13% interest rate, due in 2033 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 39,560 | 39,573 |
Estimated Fair Value | Fixed rate loan, 3.10% interest rate, due in 2035 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 22,489 | 22,373 |
Estimated Fair Value | Fixed rate loan, 2.95% interest rate, due in 2036 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 35,696 | 35,444 |
Estimated Fair Value | Fixed rate loan, 4.27% interest rate, due in 2037 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | 42,419 | 41,880 |
Estimated Fair Value | Fixed rate loan, 3.25% interest rate, due in 2038 | ||
Fair Value of Financial Instruments | ||
Fixed rate loan | $ 44,453 | $ 43,878 |
Fair Value of Assets and Liab_4
Fair Value of Assets and Liabilities - Assets Measured on Recurring Basis (Details) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) property | |
Fair Value of Financial Instruments | ||
Real estate properties | $ 4,873,569 | $ 4,902,641 |
Loss on impairment of real estate | 100,747 | |
Fair Value, Inputs, Level 3 | ||
Fair Value of Financial Instruments | ||
Holding period | 10 years | |
Fair Value, Inputs, Level 3 | Minimum | Measurement Input, Discount Rate | ||
Fair Value of Financial Instruments | ||
Unconsolidated joint venture measurement input | 0.0525 | |
Fair Value, Inputs, Level 3 | Minimum | Measurement Input, Exit Capitalization Rate | ||
Fair Value of Financial Instruments | ||
Unconsolidated joint venture measurement input | 0.0495 | |
Fair Value, Inputs, Level 3 | Maximum | Measurement Input, Discount Rate | ||
Fair Value of Financial Instruments | ||
Unconsolidated joint venture measurement input | 0.0700 | |
Fair Value, Inputs, Level 3 | Maximum | Measurement Input, Exit Capitalization Rate | ||
Fair Value of Financial Instruments | ||
Unconsolidated joint venture measurement input | 0.0600 | |
Fair Value, Recurring | ||
Fair Value of Financial Instruments | ||
Investments in unconsolidated joint venture | $ 127,329 | 124,358 |
Interest rate cap derivatives | 58,215 | 73,133 |
Fair Value, Recurring | Fair Value, Inputs, Level 1 | ||
Fair Value of Financial Instruments | ||
Investments in unconsolidated joint venture | 0 | 0 |
Interest rate cap derivatives | 0 | 0 |
Fair Value, Recurring | Fair Value, Inputs, Level 2 | ||
Fair Value of Financial Instruments | ||
Investments in unconsolidated joint venture | 0 | 0 |
Interest rate cap derivatives | 58,215 | 73,133 |
Fair Value, Recurring | Fair Value, Inputs, Level 3 | ||
Fair Value of Financial Instruments | ||
Investments in unconsolidated joint venture | 127,329 | 124,358 |
Interest rate cap derivatives | $ 0 | 0 |
Fair Value, Nonrecurring | ||
Fair Value of Financial Instruments | ||
Real estate properties | 555,123 | |
Fair Value, Nonrecurring | Fair Value, Inputs, Level 1 | ||
Fair Value of Financial Instruments | ||
Real estate properties | 0 | |
Fair Value, Nonrecurring | Fair Value, Inputs, Level 2 | ||
Fair Value of Financial Instruments | ||
Real estate properties | 0 | |
Fair Value, Nonrecurring | Fair Value, Inputs, Level 3 | ||
Fair Value of Financial Instruments | ||
Real estate properties | $ 555,123 | |
Fair Value, Nonrecurring | Fair Value, Inputs, Level 3 | Monmouth Real Estate Investment Corporation | ||
Fair Value of Financial Instruments | ||
Number of properties impaired | property | 25 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |||
Apr. 13, 2023 | Feb. 16, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Shareholders' Equity | ||||
Dividends paid (in dollars per share) | $ 0.01 | |||
Total Distribution | $ 656 | $ 656 | $ 21,584 | |
Common shares | ||||
Shareholders' Equity | ||||
Share repurchases to pay for tax withholding (in shares) | 976 | 333 | ||
Share price (in dollars per share) | $ 3.33 | |||
Subsequent Event | ||||
Shareholders' Equity | ||||
Common distributions declared (in dollars per share) | $ 0.01 | |||
Dividends Payable | $ 656 |
Per Common Shares Amounts (Deta
Per Common Shares Amounts (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Numerators: | ||
Net loss attributable to common shareholders | $ (24,809) | $ (6,514) |
Loss attributable to unvested participating securities | 3 | 0 |
Net loss attributable to common shareholder used in calculating earnings per share | $ (24,806) | $ (6,514) |
Denominators: | ||
Weighted average common shares for basic earnings per share (in shares) | 65,309 | 65,212 |
Effect of dilutive securities: unvested share awards (in shares) | 0 | 0 |
Weighted average common shares for diluted earnings per share (in shares) | 65,309 | 65,212 |
Net loss attributable to common shareholders per common share - basic (in usd per share) | $ (0.38) | $ (0.10) |
Net loss attributable to common shareholders per common share - diluted (in usd per share) | $ (0.38) | $ (0.10) |
Unvested Share Awards | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of EPS | 257 | 18 |
Business and Property Managem_2
Business and Property Management Agreements with RMR (Details) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 USD ($) employee agreement joint_venture | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Related Party Transaction [Line Items] | |||
Number of employees | employee | 0 | ||
Business management fees | $ 5,726,000 | $ 4,399,000 | |
Incentive fee expense | 0 | 0 | $ 0 |
Due to related persons | $ 5,774,000 | 4,824,000 | |
Number of joint venture agreements | agreement | 2 | ||
Joint Venture | |||
Related Party Transaction [Line Items] | |||
Number of joint ventures | joint_venture | 2 | ||
Reit Management And Research L L C | |||
Related Party Transaction [Line Items] | |||
Number of management service agreements | agreement | 2 | ||
Management service agreement term | 3 years | ||
Related party reimbursement expense | $ 1,841,000 | 1,604,000 | |
Reit Management And Research L L C | |||
Related Party Transaction [Line Items] | |||
Number of management service agreements | agreement | 2 | ||
Construction supervision fees | $ 3,452,000 | 2,763,000 | |
Property Management and Construction Supervision Fees | Other Operating Income (Expense) | Reit Management And Research L L C | |||
Related Party Transaction [Line Items] | |||
Expenses from transactions | 3,319,000 | $ 2,098,000 | |
Capitalized Costs | Reit Management And Research L L C | Investment Building and Building Improvements | |||
Related Party Transaction [Line Items] | |||
Due to related persons | $ 133,000 | $ 31,000 |
Related Person Transactions (De
Related Person Transactions (Details) $ in Thousands | Mar. 31, 2023 agreement | Dec. 31, 2022 USD ($) | Mar. 31, 2022 USD ($) |
Related Party Transaction [Line Items] | |||
Number of joint venture agreements | 2 | ||
Reit Management And Research L L C | |||
Related Party Transaction [Line Items] | |||
Number of management service agreements | 2 | ||
Industrial Fund | Rents Collected For Joint Venture | |||
Related Party Transaction [Line Items] | |||
Due from Related Parties | $ | $ 616 | $ 640 |
Derivatives and Hedging Activ_3
Derivatives and Hedging Activities - Schedule of Interest Rate Cap Agreements (Details) - Interest Rate Swap - Cash Flow Hedging - Designated as Hedging Instrument $ in Thousands | Mar. 31, 2023 USD ($) derivative_instrument |
Floating Rate Loan | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Number of Instruments | derivative_instrument | 1 |
Strike Rate | 3.40% |
Notional Amount | $ 1,400,000 |
Fair Value at March 31, 2023 | $ 18,386 |
ILPT Floating Rate Loan | |
Derivative Instruments, Gain (Loss) [Line Items] | |
Number of Instruments | derivative_instrument | 2 |
Strike Rate | 2.25% |
Notional Amount | $ 1,235,000 |
Fair Value at March 31, 2023 | $ 39,829 |
Derivatives and Hedging Activ_4
Derivatives and Hedging Activities - Schedule of Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Amount of (loss) gain recognized in cumulative other comprehensive income (loss) | $ (3,776) | $ 5,375 |
Amount reclassified from cumulative other comprehensive income (loss) into interest expense | (5,002) | 257 |
Unrealized (loss) gain on derivative instrument recognized in cumulative other comprehensive (loss) income, net | $ (8,778) | $ 5,632 |