Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | Apr. 18, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | AGREE REALTY CORP | |
Entity Central Index Key | 0000917251 | |
Current Fiscal Year End Date | --12-31 | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Filer Category | Large Accelerated Filer | |
Trading Symbol | ADC | |
Entity Common Stock, Shares Outstanding | 38,467,282 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Real Estate Investments | ||
Land | $ 588,295 | $ 553,704 |
Buildings | 1,287,700 | 1,194,985 |
Less accumulated depreciation | (106,670) | (100,312) |
Real estate investments excluding property under development | 1,769,325 | 1,648,377 |
Property under development | 11,444 | 12,957 |
Net Real Estate Investments | 1,780,769 | 1,661,334 |
Cash and Cash Equivalents | 22,325 | 53,955 |
Cash Held in Escrows | 3,024 | 20 |
Accounts Receivable - Tenants | 23,695 | 21,547 |
Lease intangibles, net of accumulated amortization of $68,985 and $62,543 at March 31, 2019 and December 31, 2018, respectively | 289,928 | 280,153 |
Other Assets, net | 30,596 | 11,180 |
Total Assets | 2,150,337 | 2,028,189 |
LIABILITIES | ||
Mortgage Notes Payable, net | 60,303 | 60,926 |
Unsecured Term Loans, net | 256,244 | 256,419 |
Senior Unsecured Notes, net | 384,117 | 384,064 |
Unsecured Revolving Credit Facility | 71,000 | 19,000 |
Dividends and Distributions Payable | 21,535 | 21,031 |
Accounts Payable, Accrued Expenses, and Other Liabilities | 39,843 | 21,045 |
Lease intangibles, net of accumulated amortization of $16,291 and $15,177 at March 31, 2019 and December 31, 2018, respectively | 27,873 | 27,218 |
Total Liabilities | 860,915 | 789,703 |
EQUITY | ||
Common stock, $.0001 par value, 45,000,000 shares authorized, 38,454,782 and 37,545,790 shares issued and outstanding at March 31, 2019 and December 31, 2018, respectively | 4 | 4 |
Preferred Stock, $.0001 par value per share, 4,000,000 shares authorized | 0 | 0 |
Additional paid-in-capital | 1,334,952 | 1,277,592 |
Dividends in excess of net income | (45,940) | (42,945) |
Accumulated other comprehensive income | (1,950) | 1,424 |
Total Equity - Agree Realty Corporation | 1,287,066 | 1,236,075 |
Non-controlling interest | 2,356 | 2,411 |
Total Equity | 1,289,422 | 1,238,486 |
Total Liabilities and Equity | $ 2,150,337 | $ 2,028,189 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Statement Of Financial Position [Abstract] | ||
Finite-lived intangible assets, accumulated amortization (in dollars) | $ 68,985 | $ 62,543 |
Below market lease, accumulated amortization (in dollars) | $ 16,291 | $ 15,177 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 45,000,000 | 45,000,000 |
Common stock, shares issued | 38,454,782 | 37,545,790 |
Common stock, shares outstanding | 38,454,782 | 37,545,790 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 4,000,000 | 4,000,000 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Revenues | ||
Rental Income | $ 42,345 | $ 32,280 |
Other | 3 | 46 |
Total Revenues | 42,348 | 32,326 |
Operating Expenses | ||
Real estate taxes | 3,622 | 2,377 |
Property operating expenses | 1,739 | 1,516 |
Land lease expense | 195 | 163 |
General and administrative | 4,035 | 2,862 |
Depreciation and amortization | 9,864 | 7,761 |
Provision for impairment | (416) | 0 |
Total Operating Expenses | 19,871 | 14,679 |
Income from Operations | 22,477 | 17,647 |
Other (Expense) Income | ||
Interest expense, net | (7,558) | (5,465) |
Gain (loss) on sale of assets, net | 3,427 | 4,598 |
Income tax benefit (expense) | 170 | (50) |
Other (expense) income | 0 | (94) |
Net Income | 18,516 | 16,636 |
Less Net Income Attributable to Non-Controlling Interest | 169 | 185 |
Net Income Attributable to Agree Realty Corporation | $ 18,347 | $ 16,451 |
Net Income Per Share Attributable to Agree Realty Corporation | ||
Basic | $ 0.49 | $ 0.53 |
Diluted | $ 0.48 | $ 0.53 |
Other Comprehensive Income | ||
Net income | $ 18,516 | $ 16,636 |
Other Comprehensive Income (Loss) - Change in Fair Value of Interest Rate Swaps | (3,405) | 1,920 |
Total Comprehensive Income | 15,111 | 18,556 |
Less Comprehensive Income Attributable to Non-Controlling Interest | 138 | 206 |
Comprehensive Income Attributable to Agree Realty Corporation | $ 14,973 | $ 18,350 |
Weighted Average Number of Common Shares Outstanding - Basic | 37,487,851 | 30,801,471 |
Weighted Average Number of Common Shares Outstanding - Diluted | 38,320,307 | 30,851,058 |
CONSOLIDATED STATEMENT OF EQUIT
CONSOLIDATED STATEMENT OF EQUITY - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Dividends in excess of net income [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Noncontrolling Interest [Member] | Total |
Balance at Dec. 31, 2017 | $ 3 | $ 936,046 | $ (28,763) | $ 1,375 | $ 2,529 | $ 911,190 |
Balance (in shares) at Dec. 31, 2017 | 31,004,900 | |||||
Issuance of common stock, net of issuance costs | (93) | (93) | ||||
Repurchase of common shares | (1,074) | (1,074) | ||||
Repurchase of common shares (in shares) | (22,071) | |||||
Issuance of restricted stock under the Omnibus Incentive Plan (in shares) | 50,841 | |||||
Forfeiture of restricted stock (in shares) | (411) | |||||
Stock-based compensation | 602 | 602 | ||||
Dividends and distributions declared for the period | (16,137) | (181) | (16,318) | |||
Other comprehensive income (loss) - change in fair value of interest rate swaps | 1,899 | 21 | 1,920 | |||
Net income | 16,451 | 185 | 16,636 | |||
Balance at Mar. 31, 2018 | $ 3 | 935,481 | (28,449) | 3,274 | 2,554 | 912,863 |
Balance (in shares) at Mar. 31, 2018 | 31,033,259 | |||||
Balance at Dec. 31, 2017 | $ 3 | 936,046 | (28,763) | 1,375 | 2,529 | 911,190 |
Balance (in shares) at Dec. 31, 2017 | 31,004,900 | |||||
Balance at Dec. 31, 2018 | $ 4 | 1,277,592 | (42,945) | 1,424 | 2,411 | 1,238,486 |
Balance (in shares) at Dec. 31, 2018 | 37,545,790 | |||||
Issuance of common stock, net of issuance costs | $ 0 | 57,845 | 0 | 0 | 0 | 57,845 |
Issuance of common stock, net of issuance costs (in shares) | 874,268 | |||||
Repurchase of common shares | $ 0 | (1,398) | 0 | 0 | 0 | (1,398) |
Repurchase of common shares (in shares) | (21,868) | |||||
Issuance of restricted stock under the Omnibus Incentive Plan | $ 0 | 0 | 0 | 0 | 0 | 0 |
Issuance of restricted stock under the Omnibus Incentive Plan (in shares) | 56,592 | |||||
Stock-based compensation | $ 0 | 913 | 0 | 0 | 0 | 913 |
Dividends and distributions declared for the period | 0 | 0 | (21,342) | 0 | (193) | (21,535) |
Other comprehensive income (loss) - change in fair value of interest rate swaps | 0 | 0 | 0 | (3,374) | (31) | (3,405) |
Net income | 0 | 0 | 18,347 | 0 | 169 | 18,516 |
Balance at Mar. 31, 2019 | $ 4 | $ 1,334,952 | $ (45,940) | $ (1,950) | $ 2,356 | $ 1,289,422 |
Balance (in shares) at Mar. 31, 2019 | 38,454,782 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Cash Flows from Operating Activities | ||
Net income | $ 18,516 | $ 16,636 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 9,864 | 7,761 |
Amortization from above (below) lease intangibles, net | 3,276 | 2,243 |
Amortization from financing and credit facility costs | 325 | 267 |
Stock-based compensation | 913 | 602 |
Provision for impairment | 416 | 0 |
(Gain) loss on sale of assets | (3,427) | (4,598) |
(Increase) decrease in accounts receivable | (2,148) | (2,817) |
(Increase) decrease in other assets | (1,169) | 83 |
Increase (decrease) in accounts payable, accrued expenses, and other liabilities | (3,059) | (2,363) |
Net Cash Provided by Operating Activities | 23,507 | 17,814 |
Cash Flows from Investing Activities | ||
Acquisition of real estate investments and other assets | (142,269) | (99,392) |
Development of real estate investments and other assets (including capitalized interest of $90 in 2019 and $144 in 2018) | (6,116) | (4,843) |
Payment of leasing costs | (100) | (10) |
Net proceeds from sale of assets | 9,834 | 20,044 |
Net Cash Used In Investing Activities | (138,651) | (84,201) |
Cash Flows from Financing Activities | ||
Proceeds from common stock offerings, net | 57,845 | (93) |
Repurchase of common shares | (1,398) | (1,074) |
Unsecured revolving credit facility borrowings (repayments), net | 52,000 | 62,000 |
Payments of mortgage notes payable | (672) | (25,630) |
Payments of unsecured term loans | (190) | (190) |
Dividends paid | (20,838) | (16,122) |
Distributions to Non-Controlling Interest | (193) | (181) |
Payments for financing costs | (36) | (1) |
Net Cash Provided by Financing Activities | 86,518 | 18,709 |
Net Increase (Decrease) in Cash and Cash Equivalents | (28,626) | (47,678) |
Cash and cash equivalents and cash held in escrow, beginning of period | 53,975 | 58,782 |
Cash and cash equivalents and cash held in escrow, end of period | 25,349 | 11,104 |
Supplemental Disclosure of Cash Flow Information | ||
Cash paid for interest (net of amounts capitalized) | 6,902 | 6,226 |
Cash paid for income tax | 646 | 324 |
Supplemental Disclosure of Non-Cash Investing and Financing Activities | ||
Operating lease right of use assets added upon implementation of leases standard on January 1, 2019 | 7,505 | |
Additional operating lease right of use assets added under new ground leases after January 1, 2019 | 12,167 | |
Dividends and limited partners' distributions declared and unpaid | $ 21,535 | $ 16,318 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Statement Of Cash Flows [Abstract] | ||
Real estate inventory, capitalized interest costs | $ 90 | $ 144 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Note 1 – Organization Agree Realty Corporation (the “Company”), a Maryland corporation, is a fully integrated real estate investment trust (“REIT”) primarily focused on the ownership, acquisition, development and management of retail properties net leased to industry leading tenants. The Company was founded in 1971 by its current Executive Chairman, Richard Agree, and our common stock was listed on the New York Stock Exchange (“NYSE”) in 1994. Our assets are held by, and all of our operations are conducted through, directly or indirectly, Agree Limited Partnership (the “Operating Partnership”), of which Agree Realty Corporation is the sole general partner and in which it held a 99.1% interest as of March 31, 2019. Under the partnership agreement of the Operating Partnership, the Company, as the sole general partner, has exclusive responsibility and discretion in the management and control of the Operating Partnership. The terms “Agree Realty,” the "Company," “Management,” "we,” “our” or "us" refer to Agree Realty Corporation and all of its consolidated subsidiaries, including the Operating Partnership. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | Note 2 – Summary of Significant Accounting Policies Basis of Accounting and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10‑Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for audited financial statements. The unaudited condensed consolidated financial statements reflect all adjustments which are, in the opinion of management, necessary for a fair presentation of the results for the interim period presented. Operating results for the three months ended March 31, 2019 may not be indicative of the results that may be expected for the year ending December 31, 2019. Amounts as of December 31, 2018 included in the condensed consolidated financial statements have been derived from the audited consolidated financial statements as of that date. The unaudited condensed consolidated financial statements, included herein, should be read in conjunction with the audited consolidated financial statements and notes thereto, as well as Management’s Discussion and Analysis of Financial Condition and Results of Operations, in our Form 10‑K for the year ended December 31, 2018. The unaudited condensed consolidated financial statements include the accounts of the Company, the Operating Partnership and its wholly-owned subsidiaries. All material intercompany accounts and transactions have been eliminated. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of (1) assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements, and (2) revenues and expenses during the reporting period. Actual results could differ from those estimates. Reclassification The Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Codification 842 Leases (“ASC 842”) using the modified retrospective approach as of January 1, 2019 and elected to apply the transition provisions of the standard at the beginning of the period of adoption. The Company adopted the practical expedient in ASC 842 that alleviates the requirement to separately present lease and non-lease rental income. As a result, all income earned pursuant to tenant leases is reflected as one line, “Rental Income,” in the 2019 condensed consolidated statement of operations. To facilitate comparability, the Company has reclassified prior periods’ lease and non-lease income consistently with the classification employed in 2019. The Company recognizes above- and below-market lease intangibles in connection with most acquisitions of real estate (see Accounting for Acquisitions of Real Estate below). The capitalized above- and below-market lease intangibles are amortized over the remaining term of the related leases. The Company historically presented this amortization as a component of Depreciation and Amortization expense within the Consolidated Statement of Income and Comprehensive Income. During 2019, the Company changed this classification to recognize this amortization as an adjustment of Rental Income. The prior period results have been reclassified to conform to the current year classification. During the three months ended March 31, 2019 and 2018, the Company incurred $3.3 million and $2.2 million of amortization of capitalized above- and below-market lease intangibles, respectively. Segment Reporting The Company is primarily in the business of acquiring, developing and managing retail real estate which is considered to be one reportable segment. The Company has no other reportable segments. Real Estate Investments The Company records the acquisition of real estate at cost, including acquisition and closing costs. For properties developed by the Company, all direct and indirect costs related to planning, development and construction, including interest, real estate taxes and other miscellaneous costs incurred during the construction period, are capitalized for financial reporting purposes and recorded as property under development until construction has been completed. Assets are classified as held for sale based on specific criteria as outlined in ASC 360, Property, Plant & Equipment. Properties classified as “held for sale” are recorded at the lower of their carrying value or their fair value, less anticipated selling costs. Any properties classified as held for sale are not depreciated. Assets are generally classified as held for sale once management has actively engaged in marketing the asset and has received a firm purchase commitment that is expected to close within one year. The Company had no real estate held for sale at March 31, 2019 and December 31, 2018. Accounting for Acquisitions of Real Estate The acquisition of property for investment purposes is typically accounted for as an asset acquisition. The Company allocates the purchase price to land, buildings and identified intangible assets and liabilities, based in each case on their relative estimated fair values and without giving rise to goodwill. Intangible assets and liabilities represent the value of in-place leases and above- or below-market leases. In making estimates of fair values, the Company may use a number of sources, including data provided by independent third parties, as well as information obtained by the Company as a result of its due diligence, including expected future cash flows of the property and various characteristics of the markets where the property is located. In allocating the fair value of the identified intangible assets and liabilities of an acquired property, in-place lease intangibles are valued based on the Company’s estimates of costs related to tenant acquisition and the carrying costs that would be incurred during the time it would take to locate a tenant if the property were vacant, considering current market conditions and costs to execute similar leases at the time of the acquisition. In-place lease intangible assets are amortized to amortization expense over the remaining term of the related leases. Above- and below-market lease intangibles are recorded based on the present value of the difference between the contractual amounts to be paid pursuant to the leases at the time of acquisition and the Company’s estimate of current market lease rates for the property. The capitalized above- and below-market lease intangibles are amortized over the non-cancelable term of the lease unless the Company believes it is reasonably certain that the tenant will renew the lease for an option term in which case the Company amortizes the value attributable to the renewal over the renewal period. Above- and below-market lease intangibles are amortized as a net reduction of rental income (see Reclassifications above). Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. Cash and cash equivalents consist of cash and money market accounts. The account balances periodically exceed the Federal Deposit Insurance Corporation (“FDIC”) insurance coverage, and as a result, there is a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. We had $24.0 million and $52.7 million in cash and cash held in escrow as of March 31, 2019 and December 31, 2018, respectively, in excess of the FDIC insured limit. Accounts Receivable – Tenants The Company reviews the collectability of charges under its tenant operating leases on a regular basis, taking into consideration changes in factors such as the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area where the property is located. In the event that the collectability with respect to any tenant changes, beginning with the adoption of ASC 842 as of January 1, 2019, the Company recognizes an adjustment to rental income. Prior to the adoption of ASC 842, the Company recognized a provision for uncollectible amounts or a direct write-off of the specific rent receivable. The Company’s review of collectability of charges under its operating leases includes any accrued rental revenues related to the straight-line method of reporting rental revenue. The Company’s leases provide for reimbursement from tenants for common area maintenance (“CAM”), insurance, real estate taxes and other operating expenses. A portion of our operating cost reimbursements is estimated each period and is recognized as revenue in the period the recoverable costs are incurred and accrued. Receivables from operating cost reimbursements are included in our Accounts Receivable - Tenants line item in our condensed consolidated balance sheets. The balance of unbilled operating cost reimbursement receivable at March 31, 2019 and December 31, 2018 was $3.8 million and $3.3 million, respectively. In addition, many of the Company’s leases contain rent escalations for which we recognize revenue on a straight-line basis over the non-cancelable lease term. This method results in rental revenue in the early years of a lease being higher than actual cash received, creating a straight-line rent receivable asset which is included in the Accounts Receivable - Tenants line item in our condensed consolidated balance sheets. The balance of straight-line rent receivables at March 31, 2019 and December 31, 2018 was $18.2 million and $16.7 million, respectively. To the extent any of the tenants under these leases becomes unable to pay its contractual cash rents, the Company may be required to write-off the straight-line rent receivable from the tenants, which would reduce rental income. Sales Tax The Company collects various taxes from tenants and remits these amounts, on a net basis, to the applicable taxing authorities. Unamortized Deferred Expenses Deferred expenses recognized as Lease Intangibles and within Other Assets, net on the condensed consolidated balance sheets include debt financing costs related to the Company’s revolving credit facility, leasing costs and lease intangibles, and are amortized as follows: (i) debt financing costs related to the line of credit on a straight-line basis to interest expense over the term of the related loan, which approximates the effective interest method; (ii) leasing costs on a straight-line basis to amortization expense over the term of the related lease entered into; (iii) in-place lease intangibles on a straight-line basis to amortization expense over the remaining term of the related lease acquired; and (iv) above- and below- market lease intangibles on a straight-line basis as a net reduction of rental income over the remaining lease term. See Reclassifications above regarding changes in presentation relating to above-and below- market lease intangibles. The following schedule summarizes the Company’s amortization of deferred expenses for the three months ended March 31, 2019 and 2018 (in thousands): Three Months Ended March 31, 2019 March 31, 2018 Deferred Financing Costs $ 143 $ 101 Leasing Costs 81 43 Lease Intangibles (In-place) 2,052 1,992 Lease Intangibles (Above-Market) 4,374 3,344 Lease Intangibles (Below-Market) (1,098) (1,101) Total $ 5,552 $ 4,379 The following schedule represents estimated future amortization of deferred expenses as of March 31, 2019 (in thousands): 2019 Year Ending December 31, (remaining) 2020 2021 2022 2023 Thereafter Total Deferred Financing Costs $ 413 $ 541 $ 28 $ — $ — $ — $ 982 Leasing Costs 241 365 346 334 300 1,085 2,671 Lease Intangibles (In-place) 7,001 8,805 8,295 7,482 6,806 38,401 76,790 Lease Intangibles (Above-Market) 13,005 17,338 17,150 16,857 16,056 132,732 213,138 Lease Intangibles (Below-Market) (3,397) (4,432) (4,109) (3,210) (2,639) (10,086) (27,873) Total $ 17,263 $ 22,617 $ 21,710 $ 21,463 $ 20,523 $ 162,132 $ 265,708 Earnings per Share Basic earnings per share has been computed by dividing net income less net income attributable to unvested restricted shares by the weighted average number of common shares outstanding less unvested restricted shares. Diluted earnings per share is computed by dividing net income by the weighted average common shares and potentially dilutive common shares outstanding in accordance with the treasury stock method. The following is a reconciliation of the numerator and denominator for the basic net earnings per common share and diluted net earnings per common share computation for each of the periods presented: (in thousands, except for share data) Three months ended March 31, 2019 March 31, 2018 Net income attributable to Agree Realty Corporation $ 18,347 $ 16,451 Less: Income attributable to unvested restricted shares (96) (112) Net income used in basic and diluted earnings per share $ 18,251 $ 16,339 Weighted average number of common shares outstanding 37,688,915 31,013,545 Less: Unvested restricted stock (201,064) (212,074) Weighted average number of common shares outstanding used in basic earnings per share 37,487,851 30,801,471 Weighted average number of common shares outstanding used in basic earnings per share 37,487,851 30,801,471 Effect of dilutive securities: Share-based compensation 65,781 49,587 Effect of dilutive securities: September 2018 forward equity offering 766,675 — Weighted average number of common shares outstanding used in diluted earnings per share 38,320,307 30,851,058 Forward Equity Sales In September 2018, the Company entered into a forward sale agreement to sell an aggregate of 3,500,000 shares of our common stock at a public offering price of $55.20 per share, before issuance costs, underwriters’ discount, and further adjustments as provided for in the forward sale agreement. We are obligated to settle the forward sale agreement no later than September 3, 2019. To account for the forward sale agreements, we considered the accounting guidance governing financial instruments and derivatives and concluded that our forward sale agreement was not a liability as it did not embody obligations to repurchase our shares nor did it embody obligations to issue a variable number of shares for which the monetary value was predominantly fixed, varying with something other than the fair value of the shares, or varying inversely in relation to our shares. We then evaluated whether the agreement met the derivatives and hedging guidance scope exception to be accounted for as an equity instrument, and concluded that the agreement can be classified as an equity contract based on the following assessment: (i) none of the agreement’s exercise contingencies was based on observable markets or indices besides those related to the market for our own stock price and operations; and (ii) none of the settlement provisions precluded the agreement from being indexed to our own stock. We also considered the potential dilution resulting from the forward sale agreement on the earnings per share calculations. We use the treasury stock method to determine the dilution resulting from the forward sale agreement during the period of time prior to settlement. The impact to our weighted-average number of common shares – diluted for the three months ended March 31, 2019, was 766,675 weighted-average incremental shares. Income Taxes (not presented in thousands) The Company has made an election to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”) and related regulations. The Company generally will not be subject to federal income taxes on amounts distributed to stockholders, providing it distributes 100% of its REIT taxable income and meets certain other requirements for qualifying as a REIT. For the periods ending March 31, 2019 and December 31, 2018, the Company believes it has qualified as a REIT. Notwithstanding the Company’s qualification for taxation as a REIT, the Company is subject to certain state taxes on its income and real estate. The Company and its taxable REIT subsidiaries (“TRS”) have made a timely TRS election pursuant to the provisions of the REIT Modernization Act. A TRS is able to engage in activities resulting in income that previously would have been disqualified from being eligible REIT income under the federal income tax regulations. As a result, certain activities of the Company which occur within its TRS entity are subject to federal and state income taxes. All provisions for federal income taxes in the accompanying consolidated financial statements are attributable to the Company’s TRS. As of December 31, 2018, the Company had accrued a deferred income tax liability in the amount of $475,000. This deferred income tax balance represented the federal and state tax effect of deferring income tax in 2007 on the sale of an asset under section 1031 of the Internal Revenue Code. This transaction was accrued within the TRS entities described above. During the three months ended March 31, 2019, the Company restructured its ownership of the TRS to which the deferred tax liability was related, resulting in a reversal of the previously accrued amount. The Company recognized total federal and state tax benefit (expense) of approximately $170,000 and ($50,000) for the three months ended March 31, 2019 and 2018, respectively. Fair Values of Financial Instruments The Company’s estimates of fair value of financial and non-financial assets and liabilities are based on the framework established in the fair value accounting guidance. The framework specifies a hierarchy of valuation inputs which was established to increase consistency, clarity and comparability in fair value measurements and related disclosures. The guidance describes a fair value hierarchy based upon three levels of inputs that may be used to measure fair value, two of which are considered observable and one that is considered unobservable. The following describes the three levels: Level 1 – Valuation is based upon quoted prices in active markets for identical assets or liabilities. Level 2 – Valuation is based upon inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Valuation is generated from model-based techniques that use at least one significant assumption not observable in the market. These unobservable assumptions reflect estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include option pricing models, discounted cash flow models and similar techniques. Recent Accounting Pronouncements In August 2018, the FASB issued ASU No. ASU 2018‑13, “Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018‑13”). These amendments modify the disclosure requirements in Topic 820 on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty. ASU 2018‑13 will be effective for all entities for fiscal years beginning after December 15, 2019, including interim periods in the year of adoption. Early adoption is permitted for any interim or annual period. The Company is in the process of determining the impact of the implementation of ASU 2018‑13, but does not believe it will have a material effect on the Company’s financial statements. In June 2018, the FASB issued ASU No. 2018‑07, “Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting” (“ASU 2018‑07”). These amendments expand the scope of Topic 718, Compensation—Stock Compensation, which currently only includes share-based payments to employees, to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned, and the ASU supersedes Subtopic 505‑50, Equity—Equity-Based Payments to Non-Employees. The Company adopted ASU 2018‑07 on January 1, 2019. The adoption did not have a material effect on its financial statements. In August 2017, the FASB issued ASU No. 2017‑12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities” (“ASU 2017‑12”). The objective of ASU 2017‑12 is to expand hedge accounting for both financial (interest rate) and commodity risks, and create more transparency around how economic results are presented, both on the face of the financial statements and in the footnotes. The Company adopted ASU 2017‑12 on January 1, 2019. The adoption did not have a material effect on the financial statements. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”), which changes how entities measure credit losses for most financial assets. This guidance requires an entity to estimate its lifetime “expected credit loss” and record an allowance that, when deducted from the amortized cost basis of the financial asset, presents the net amount expected to be collected on the financial asset. In November 2018, the FASB issued ASU 2018-19, “Codification Improvements to Topic 326, Financial Instruments – Credit Losses”, which clarified that receivables arising from operating leases are within the scope of the leasing standard (Topic 842). This new standard will be effective for the Company on January 1, 2020. The Company is evaluating the impact this new standard would have on its consolidated financial statements, in the event any of its leases ever were to be classified as sales-type or direct finance leases and become subject to the provisions of ASU 2016-13. In February 2016, the FASB issued ASU No. 2016-02 “Leases” (“ASU 2016-02”). The new standard creates ASC 842 and supersedes FASB ASC 840, Leases, which the company adopted on January 1, 2019 along with related interpretations. The adoption of the new Leases standard ASU 2016-02 generally had, and will have, the following impacts on the Company: • • • • Reclassifications above. • Accounts Receivable – Tenants above. • • Reclassifications above. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2019 | |
Leases | |
Leases | Note 3 – Leases Tenant Leases The Company is primarily focused on the ownership, acquisition, development and management of retail properties leased to industry leading tenants. As of March 31, 2019, our portfolio was approximately 99.7% leased and had a weighted average remaining lease term (excluding extension options) of approximately 10.2 years. A significant majority of our properties are leased to national tenants and approximately 52.4% of our annualized base rent was derived from tenants, or parent entities thereof, with an investment grade credit rating from S&P Global Ratings, Moody’s Investors Service, Fitch Ratings or the National Association of Insurance Commissioners. Substantially all of our tenants are subject to net lease agreements. A net lease typically requires the tenant to be responsible for minimum monthly rent and actual property operating expenses incurred, including property taxes, insurance and maintenance. In addition, our tenants are typically subject to future rent increases based on fixed amounts or increases in the consumer price index and certain leases provide for additional rent calculated as a percentage of the tenants’ gross sales above a specified level. Certain of our properties are subject to leases under which we retain responsibility for specific costs and expenses of the property. Our leases typically provide the tenant one or more multi-year renewal options to extend their leases, subject to generally the same terms and conditions, including rent increases, consistent with the initial lease term. Additionally, some of our tenant leases provide the tenant options to terminate, usually upon certain conditions or events occurring, such as a sales threshold not being met. The Company attempts to maximize the amount it expects to derive from the underlying real estate property following the end of the lease, to the extent it is not extended. We maintain a proactive leasing and capital improvement program that, combined with the quality and locations of our properties, has made our properties attractive to tenants. We intend to continue to hold our properties for long-term investment and, accordingly, place a strong emphasis on the quality of construction and an on-going program of regular and preventative maintenance. However, the residual value of a real estate property is still subject to various market-specific, asset-specific, and tenant-specific risks and characteristics. As the classification of a lease is dependent on the fair value of its cash flows at lease commencement, the residual value of a property represents a significant assumption in our accounting for tenant leases. Similarly, the exercise of options is also subject to these same risks, making a tenant’s lease term another significant variable in a lease’s cash flows. The Company has elected the practical expedient in ASC Topic 842 on not separating non-lease components from associated lease components. The lease and non-lease components combined as a result of this election largely include tenant rentals and maintenance charges, respectively. The Company applies the accounting requirements of ASC Topic 842 to the combined component. The following table includes information regarding the Company’s operating leases for which it is the lessor, for the three months ended March 31, 2019 and as of period end. (presented in thousands) Three months ended March 31, 2019 Total Lease Payments $ 44,361 Less: Variable Lease Payments 5,587 Total Non-Variable Lease Payments $ 38,774 2019 Year Ending December 31, (remaining) 2020 2021 2022 2023 Thereafter Total Lease Payments Receivable $ 121,564 $ 161,339 $ 158,423 $ 154,964 $ 150,561 $ 998,473 $ 1,745,324 Land Lease Obligations The Company is the lessee under land lease agreements for certain of its properties, all of which qualify as operating leases as of March 31, 2019. Our land leases are net lease agreements and do not include variable leasing payments. These leases typically provide multi-year renewal options to extend term as lessee at the Company’s option. Option periods are included in the calculation of the lease obligation liability only when options are reasonably certain to be exercised. In calculating the Company’s lease obligations under the ground leases, the Company uses discount rates estimated to be equal to what the Company would have to pay to borrow on a collateralized basis over a similar term, for an amount equal to the lease payments, in a similar economic environment. The following tables include information on the Company’s land leases for which it is the lessee, for the three months ended March 31, 2019 and as of period end. (presented in thousands) Three months ended March 31, 2019 Operating Lease Costs $ 202 Variable Lease Costs — Total Non-Variable Lease Costs $ 202 Supplemental Disclosure Cash paid for amounts included in the measurement of lease liabilities $ - Operating cash flows from operating leases $ 198 Right-of-use assets obtained in exchange for new operating lease liabilities $ 19,672 Weighted-average remaining lease term - operating leases (years) 37.1 Weighted-average discount rate - operating leases 4.13 % Maturity Analysis of Lease Liabilities ( presented in thousands ) 2019 Year Ending December 31, (remaining) 2020 2021 2022 2023 Thereafter Total Lease Payments $ 934 $ 1,245 $ 1,191 $ 965 $ 965 $ 35,883 $ 41,183 Less: Imputed Interest (601) (785) (766) (753) (744) (17,983) (21,632) Total Lease Liabilities $ 333 $ 460 $ 425 $ 212 $ 221 $ 17,900 $ 19,551 |
Real Estate Investments
Real Estate Investments | 3 Months Ended |
Mar. 31, 2019 | |
Real Estate [Abstract] | |
Real Estate Disclosure [Text Block] | Note 4 – Real Estate Investments Real Estate Portfolio As of March 31, 2019, the Company owned 694 properties, with a total gross leasable area of approximately 11.9 million square feet. Net Real Estate Investments totaled $1.8 billion as of March 31, 2019. As of December 31, 2018, the Company owned 645 properties, with a total gross leasable area of approximately 11.2 million square feet. Net Real Estate Investments totaled $1.7 billion as of December 31, 2018. Acquisitions During the three months ended March 31, 2019, the Company purchased 48 retail net lease assets for approximately $141.7 million, which includes acquisition and closing costs. These properties are located in 22 states and are leased for a weighted average lease term of approximately 12.8 years. The aggregate acquisitions for the three months ended March 31, 2019 were allocated $34.9 million to land, $92.4 million to buildings and improvements, and $14.4 million to lease intangibles. The acquisitions were all cash purchases and there were no contingent considerations associated with these acquisitions. None of the Company’s acquisitions during the first three months of 2019 caused any new or existing tenant to comprise 10% or more of our total assets or generate 10% or more of our total annualized contractual base rent at March 31, 2019. Developments During the three months ended March 31, 2019, the Company completed or had under construction nine developments or Partnership Capital Solutions projects. Dispositions During the three months ended March 31, 2019, the Company sold two properties for net proceeds of $9.8 million and the Company recorded a net gain of $3.4 million. Provision for Impairment The Company reviews long-lived assets, including intangible assets, for possible impairment when certain events or changes in circumstances indicates that the carrying amount of the asset may not be recoverable through operations. Events or changes in circumstances may include significant changes in real estate market conditions and an expectation to sell assets before the end of the previously estimated life. Impairments are measured to the extent the current book value exceeds the estimated fair value of the asset less disposition costs for any assets classified as held for sale. During the three months ended March 31, 2019, the Company recognized provisions for impairment of $0.4 million. There were no provisions for impairment for the three months ended March 31, 2018. The valuation of impaired assets is determined using valuation techniques including discounted cash flow analysis, analysis of recent comparable sales transactions, and purchase offers received from third parties, which are Level 3 inputs. The Company may consider a single valuation technique or multiple valuation techniques, as appropriate, when estimating the fair value of its real estate. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | Note 5 – Debt As of March 31, 2019, the Company had total indebtedness of $775.2 million, including (i) $60.8 million of mortgage notes payable; (ii) $258.4 million of unsecured term loans; (iii) $385.0 million of senior unsecured notes; and (iv) $71.0 million of borrowings under our Credit Facility. Mortgage Notes Payable As of March 31, 2019, the Company had total gross mortgage indebtedness of $60.8 million which was collateralized by related real estate and tenants’ leases with an aggregate net book value of $107.3 million. Including mortgages that have been swapped to a fixed interest rate, the weighted average interest rate on the Company’s mortgage notes payable was 4.10% as of March 31, 2019 and 4.13% as of December 31, 2018. March 31, 2019 December 31, 2018 (not presented in thousands) (in thousands) Note payable in monthly installments of interest only at 3.32% per annum, with a balloon payment due October 2019 $ 21,500 $ 21,500 Note payable in monthly installments of $153,838, including interest at 6.90% per annum, with the final monthly payment due January 2020 1,491 1,922 Note payable in monthly installments of $23,004, including interest at 6.24% per annum, with a balloon payment of $2,781,819 due February 2020 2,848 2,872 Note payable in monthly installments of interest only at 3.60% per annum, with a balloon payment due January 2023 23,640 23,640 Note payable in monthly installments of $35,673, including interest at 5.01% per annum, with a balloon payment of $4,034,627 due September 2023 4,914 4,959 Note payable in monthly installments of $91,675 including interest at 6.27% per annum, with a final monthly payment due July 2026 6,454 6,626 Total principal 60,847 61,519 Unamortized debt issuance costs (544) (593) Total $ 60,303 $ 60,926 The mortgage loans encumbering our properties are generally non-recourse, subject to certain exceptions for which we would be liable for any resulting losses incurred by the lender. These exceptions vary from loan to loan, but generally include fraud or material misrepresentations, misstatements or omissions by the borrower, intentional or grossly negligent conduct by the borrower that harms the property or results in a loss to the lender, filing of a bankruptcy petition by the borrower, either directly or indirectly, and certain environmental liabilities. At March 31, 2019, there were no mortgage loans with partial recourse to us. We have entered into mortgage loans which are secured by multiple properties and contain cross-default and cross-collateralization provisions. Cross-collateralization provisions allow a lender to foreclose on multiple properties in the event that we default under the loan. Cross-default provisions allow a lender to foreclose on the related property in the event a default is declared under another loan. Senior Unsecured Notes The following table presents the Senior Unsecured Notes balance net of unamortized debt issuance costs as of March 31, 2019, and December 31, 2018 (in thousands): March 31, 2019 December 31, 2018 2025 Senior Unsecured Notes $ 50,000 $ 50,000 2027 Senior Unsecured Notes 50,000 50,000 2028 Senior Unsecured Notes 60,000 60,000 2029 Senior Unsecured Notes 100,000 100,000 2030 Senior Unsecured Notes 125,000 125,000 Total Principal 385,000 385,000 Unamortized debt issuance costs (883) (936) Total $ 384,117 $ 384,064 In May 2015, the Company and the Operating Partnership completed a private placement of $100.0 million principal amount of senior unsecured notes. The senior unsecured notes were sold in two series; $50.0 million of 4.16% notes due May 2025 (the “2025 Senior Unsecured Notes”) and $50.0 million of 4.26% notes due May 2027 (the “2027 Senior Unsecured Notes”). The senior unsecured notes were sold only to institutional investors and did not involve a public offering in reliance on the exemption from registration in Section 4(a)(2) of the Securities Act. In July 2016, the Company and the Operating Partnership entered into a note purchase agreement with institutional purchasers. Pursuant to the note purchase agreement, the Operating Partnership completed a private placement of $60.0 million aggregate principal amount of 4.42% senior unsecured notes due July 2028 (the “2028 Senior Unsecured Notes”). The senior unsecured notes were sold only to institutional investors and did not involve a public offering in reliance on the exemption from registration in Section 4(a)(2) of the Securities Act. In August 2017, the Company and the Operating Partnership entered into a note purchase agreement with institutional purchasers. Pursuant to the note purchase agreement, the Operating Partnership completed a private placement of $100.0 million aggregate principal amount of our 4.19% senior unsecured notes due September 2029 (the “2029 Senior Unsecured Notes”). Closing of the private placement was consummated in September 2017; and, on that date, the Operating Partnership issued the senior unsecured notes. The senior unsecured notes were sold only to institutional investors and did not involve a public offering in reliance on the exemption from registration in Section 4(a)(2) of the Securities Act. In September 2018, the Company and the Operating Partnership entered into two supplements to uncommitted master note facilities with institutional purchasers. Pursuant to the supplements, the Operating Partnership completed a private placement of $125.0 million aggregate principal amount of 4.32% senior unsecured notes due September 2030 (the “2030 Senior Unsecured Notes”). The senior unsecured notes were sold only to institutional investors and did not involve a public offering in reliance on the exemption from registration in Section 4(a)(2) of the Securities Act. Unsecured Term Loan Facilities The following table presents the Unsecured Term Loans balance net of unamortized debt issuance costs as of March 31, 2019 and December 31, 2018 (in thousands): March 31, 2019 December 31, 2018 2019 Term Loan $ 18,353 $ 18,543 2023 Term Loan 40,000 40,000 2024 Term Loan Facilities 100,000 100,000 2026 Term Loan 100,000 100,000 Total Principal 258,353 258,543 Unamortized debt issuance costs (2,109) (2,124) Total $ 256,244 $ 256,419 In August 2016, the Company entered into a $20.3 million unsecured amortizing term loan that matures May 2019 (the “2019 Term Loan”). Borrowings under the 2019 Term Loan are priced at LIBOR plus 170 basis points. In order to fix LIBOR on the 2019 Term Loan at 1.92% until maturity, the Company had an interest rate swap agreement in place, which was assigned by the lender under the Mortgage Note to the 2019 Term Loan lender. As of March 31, 2019, $18.4 million was outstanding under the 2019 Term Loan bearing an all-in interest rate of 3.62%, including the swap. In July 2016, the Company completed a $40.0 million unsecured term loan facility that matures July 2023 (the “2023 Term Loan”). Borrowings under the 2023 Term Loan are priced at LIBOR plus 85 to 165 basis points, depending on the Company’s credit rating. The Company entered into an interest rate swap to fix LIBOR at 140 basis points until maturity. As of March 31, 2019, $40.0 million was outstanding under the 2023 Term Loan, which was subject to an all-in interest rate of 2.40%, including the swap. The amended and restated credit agreement, described below, extended the maturity dates of the $65.0 million unsecured term loan facility and $35.0 million unsecured term loan facility (together, the “2024 Term Loan Facilities”) to January 2024. In connection with entering into the amended and restated credit agreement, the prior notes evidencing the existing $65.0 million unsecured term loan facility and $35.0 million unsecured term loan facility were canceled and new notes evidencing the 2024 Term Loan Facilities were executed. Borrowings under the unsecured 2024 Term Loan Facilities bear interest at a variable LIBOR plus 85 to 165 basis points, depending on the Company’s credit rating. The Company utilized existing interest rate swaps to effectively fix the LIBOR at 213 basis points until maturity (refer to Note 7 – Derivative Instruments and Hedging Activity). As of March 31, 2019, $100.0 million was outstanding under the 2024 Term Loan Facilities bearing an all-in interest rate of 3.13%, including the swap. In December 2018, the Company entered into a $100.0 million unsecured term loan facility that matures January 2026 (the “2026 Term Loan”). Borrowings under the 2026 Term Loan are priced at LIBOR plus 145 to 240 basis points, depending on the Company’s credit rating. The Company entered into an interest rate swap to fix LIBOR at 266 basis points until maturity. As of March 31, 2019, $100.0 million was outstanding under the 2026 Term Loan, which was subject to an all-in interest rate of 4.26%, including the swap. Senior Unsecured Revolving Credit Facility In December 2016, the Company amended and restated the credit agreement (the “Credit Agreement”) that governs the Company’s senior unsecured revolving credit facility and the Company’s unsecured term loan facility to increase the aggregate borrowing capacity to $350.0 million. In July 2018, the Company elected to pursue commitments under the accordion option outlined in its senior unsecured revolving credit facility to increase the revolving commitments by $75.0 million, raising the total revolving commitments under the amended and restated credit agreement from $250.0 million to $325.0 million. Including the increased commitments, the amended and restated credit agreement provides for a $325.0 million unsecured revolving credit facility, a $65.0 million unsecured term loan facility and a $35.0 million unsecured term loan facility (referenced above as 2024 Term Loan Facilities). The unsecured revolving credit facility matures January 2021 with options to extend the maturity date to January 2022. The 2024 Term Loan Facilities mature January 2024. The Company has the ability to increase the aggregate borrowing capacity under the credit agreement up to $500.0 million, subject to lender approval. Borrowings under the revolving credit facility bear interest at LIBOR plus 85 to 155 basis points, depending on the Company’s credit rating. Additionally, the Company is required to pay a facility fee at an annual rate of 0 to 55 basis points of the total amount of the revolving credit facility, depending on the Company’s credit rating. The Credit Agreement contains certain financial covenants, including a maximum leverage ratio, a minimum fixed charge coverage ratio, and a maximum percentage of secured debt to total asset value. As of March 31, 2019, and December 31, 2018, the Company had $71.0 million and $19.0 million of outstanding borrowings under the revolving credit facility, respectively, bearing weighted average interest rates of approximately 3.49% and 3.38%, respectively. As of March 31, 2019, $254.0 million was available for borrowing under the revolving credit facility and the Company was in compliance with the credit agreement covenants. Concurrent with the amendment and restatement of the Company’s senior unsecured revolving credit facility, conforming changes were made to the 2023 Term Loan and 2019 Term Loan. The Company and Richard Agree, the Executive Chairman of the Company, are parties to a Reimbursement Agreement dated November 18, 2014. Pursuant to the Reimbursement Agreement, Mr. Agree has agreed to reimburse the Company for any loss incurred under the unsecured revolving credit facility in an amount not to exceed $14.0 million to the extent that the value of the Operating Partnership’s assets available to satisfy the Operating Partnership’s obligation under the revolving credit facility is less than $14.0 million. Debt Maturities The following table presents scheduled principal payments related to our debt as of March 31, 2019 (in thousands): Scheduled Balloon Principal Payment Total Remainder of 2019 $ 2,142 $ 39,791 $ 41,933 2020 1,100 2,767 3,867 2021 (1) 998 71,000 71,998 2022 1,060 — 1,060 2023 1,069 67,656 68,725 Thereafter 2,617 585,000 587,617 Total $ 8,986 $ 766,214 $ 775,200 (1) The balloon payment balance includes the balance outstanding under the Credit Facility as of March 31, 2019. The Credit Facility matures in January 2021, with options to extend the maturity for one year at the Company’s election, subject to certain conditions . Loan Covenants Certain loan agreements contain various restrictive covenants, including the following financial covenants: maximum leverage ratio, maximum secured and secured recourse leverage ratios, minimum tangible net worth and consolidated net worth requirements, a minimum fixed charge coverage ratio, a maximum unencumbered leverage ratio, a minimum unsecured interest expense ratio, a minimum unencumbered interest expense ratio, and a maximum payout ratio. As of March 31, 2019, the most restrictive covenant was the minimum unencumbered interest expense ratio. We were in compliance with all of our loan covenants and obligations as of March 31, 2019. |
Common Stock
Common Stock | 3 Months Ended |
Mar. 31, 2019 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | Note 6 – Common and Preferred Stock Shelf Registration In June 2017, the Company filed an automatic shelf registration statement on Form S‑3, registering an unspecified amount at an indeterminant aggregate initial offering price of common stock, preferred stock, depositary shares and warrants. The Company may periodically offer one or more of these securities in amounts, prices and on terms to be announced when and if these securities are offered. The specifics of any future offerings, along with the use of proceeds of any securities offered, will be described in detail in a prospectus supplement, or other offering materials, at the time of any offering. ATM Program In May 2018, the Company entered into a $250.0 million at-the-market equity program (“ATM Program”) through which the Company may, from time to time, sell shares of common stock. In addition to selling shares of common stock, the Company may enter into forward sale agreements through its ATM Program. During the year ended December 31, 2018, the Company issued 3,057,263 shares of common stock under the ATM Program. During the three months ended March 31, 2019, the Company issued an additional 874,268 shares of common stock under this program at an average price of $66.79, realizing gross proceeds of approximately $58.4 million. The Company had approximately $10.4 million remaining under the ATM program as of March 31, 2019. Forward Sale Agreement In September 2018, the Company entered into a follow-on offering of 3,500,000 shares of common stock in connection with a forward sale agreement. As of March 31, 2019, the Company has not received proceeds from the sale of shares of its common stock by the forward purchaser. Selling common stock through the forward sale agreement enabled the Company to set the price of such shares upon pricing the offering (subject to certain adjustments) while delaying the issuance of such shares and the receipt of the net proceeds by the Company. The forward sale agreement is required to be settled no later than September 3, 2019. Preferred Stock During the three months ended March 31, 2019, the Company redesignated and reclassified all 200,000 authorized but unissued shares of the Company’s Series A Junior Participating Preferred Stock as authorized but unissued and unclassified shares of preferred stock, par value $.0001 per share, of the Company without further designation. The number of preferred shares the Company has the authority to issue remains at 4,000,000, all of which are unclassified and undesignated. |
Dividends and Distribution Paya
Dividends and Distribution Payable | 3 Months Ended |
Mar. 31, 2019 | |
Stockholders' Equity Note [Abstract] | |
Dividends And Distributions Payable [Text Block] | Note 7 – Dividends and Distribution Payable On February 26, 2019, the Company declared a dividend of $0.555 per share (and distributions per unit) for the quarter ended March 31, 2019. The holders of limited partnership interests in the Operating Partnership (“OP Units”) were entitled to an equal distribution per OP Unit held as of March 29, 2019. The dividends and distributions payable were recorded as liabilities on the Company’s consolidated balance sheet at March 31, 2019. The dividend has been reflected as a reduction of stockholders’ equity and the distribution has been reflected as a reduction of the limited partners’ non-controlling interest. These amounts were paid on April 12, 2019. Dividends per share (and distributions per unit) declared for the quarter ended March 31, 2018 were $0.520. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activity | 3 Months Ended |
Mar. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | Note 8 – Derivative Instruments and Hedging Activity Background The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risk, including interest rate, liquidity and credit risk primarily by managing the amount, sources and duration of its debt funding and, to a limited extent, the use of derivative instruments. For additional information regarding the leveling of our derivatives (refer to Note 10 – Fair Value Measurements). The Company’s objective in using interest rate derivatives is to manage its exposure to interest rate movements and add stability to interest expense. To accomplish this objective, the Company uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable rate amounts from a counterparty in exchange for the Company making fixed rate payments over the life of the agreement without exchange of the underlying notional amount. Recent Activity In March 2019, the Company entered into forward-starting interest rate swap agreements to hedge against changes in future cash flows resulting from changes in interest rates from the trade date through the forecasted issuance date of $100 million of long-term debt. The Company is hedging its exposure to the variability in future cash flows for a forecasted issuance of long-term debt over a maximum period of one year. As of March 31, 2019, these interest rate swaps were valued as a liability of approximately $0.5 million. Prior Derivative Transactions In April 2012, the Company entered into an amortizing forward-starting interest rate swap agreement to hedge against changes in future cash flows resulting from changes in interest rates on $22.3 million in variable-rate borrowings. Under the terms of the interest rate swap agreement, the Company receives from the counterparty interest on the notional amount based on one month LIBOR and pays to the counterparty a fixed rate of 1.92%. The notional amount as of March 31, 2019 is $18.4 million. This swap effectively converted $22.3 million of variable-rate borrowings to fixed-rate borrowings from July 1, 2013 to May 1, 2019. As of March 31, 2019, this interest rate swap was nominally valued as an asset. In September 2013, the Company entered into an interest rate swap agreement to hedge against changes in future cash flows resulting from changes in interest rates on $35.0 million in variable-rate borrowings. Under the terms of the interest rate swap agreement, the Company receives from the counterparty interest on the notional amount based on one month LIBOR and pays to the counterparty a fixed rate of 2.20%. This swap effectively converted $35.0 million of variable-rate borrowings to fixed-rate borrowings from October 3, 2013 to September 29, 2020. As of March 31, 2019, this interest rate swap was valued as an asset of approximately $0.1 million. In July 2014, the Company entered into interest rate swap agreements to hedge against changes in future cash flows resulting from changes in interest rates on $65.0 million in variable-rate borrowings. Under the terms of the interest rate swap agreement, the Company receives from the counterparty interest on the notional amount based on one month LIBOR and pays to the counterparty a fixed rate of 2.09%. This swap effectively converted $65.0 million of variable-rate borrowings to fixed-rate borrowings from July 21, 2014 to July 21, 2021. As of March 31, 2019, this interest rate swap was valued as an asset of approximately $0.2 million. In September 2017, the Company entered into an interest rate swap agreement to hedge against changes in future cash flows resulting from changes in interest rates on $40.0 million in variable-rate borrowings. Under the terms of the interest rate swap agreement, the Company receives from the counterparty interest on the notional amount based on one month LIBOR and pays to the counterparty a fixed rate of 1.40%. This swap effectively converted $40.0 million of variable-rate borrowings to fixed-rate borrowings from August 1, 2016 to July 1, 2023. As of March 31, 2019, this interest rate swap was valued as an asset of approximately $1.2 million. In December 2018, the Company entered into interest rate swap agreements to hedge against changes in future cash flows resulting from changes in interest rates on $100.0 million in variable-rate borrowings. Under the terms of the interest rate swap agreements, the Company receives from the counterparty interest on the notional amount based on one month LIBOR and pays to the counterparty a fixed rate of 2.66%. This swap effectively converts $100.0 million of variable-rate borrowings to fixed-rate borrowings from December 27, 2018 to January 15, 2026. As of March 31, 2019, this interest rate swap was valued as a liability of approximately $3.0 million. Recognition On January 1, 2019, the Company adopted ASU No. 2017-12, "Targeted Improvements to Accounting for Hedging Activities", which provided changes in hedge accounting recognition and presentation requirements. We now recognize all changes in fair value for hedging instruments designated and qualifying for cash flow hedge accounting treatment as a component of Other Comprehensive Income (OCI), as opposed to previously recognizing the ineffective portion, if any, directly in earnings. Upon adoption, there were no adjustments to recognize relating to previously recorded derivatives transactions or amounts. Net realized gains or losses resulting from derivatives that were settled in conjunction with planned fixed rate financings or refinancings continue to be included in accumulated OCI during the term of the hedged debt transaction. Amounts reported in accumulated OCI related to currently outstanding interest rate derivatives are recognized as an adjustment to income as interest payments are made on our variable-rate debt. Realized gains or losses on settled derivative instruments included in accumulated OCI are recognized as an adjustment over the term of the hedged debt transaction. During the next twelve months, the Company estimates that an additional $0.4 million will be reclassified as a reduction to interest expense. The Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk (in thousands, except number of instruments): Number of Instruments Notional March 31, December 31, March 31, December 31, Interest Rate Derivatives 2019 2018 2019 2018 Interest Rate Swap 13 10 $ 258,353 $ 258,543 The table below presents the estimated fair value of the Company’s derivative financial instruments, as well as their classification in the consolidated balance sheets (in thousands). Asset Derivatives March 31, 2019 December 31, 2018 Fair Value Fair Value Derivatives designated as cash flow hedges: Interest Rate Swaps $ 1,440 $ 2,539 Liability Derivatives March 31, 2019 December 31, 2018 Fair Value Fair Value Derivatives designated as cash flow hedges: Interest Rate Swaps $ 3,441 $ 1,135 The table below displays the effect of the Company’s derivative financial instruments in the consolidated statements of operations and other comprehensive loss for the three months ended March 31, 2019 and 2018 (in thousands). Location of Income/(Loss) Derivatives in Reclassified from Amount of Income/(Loss) Cash Flow Accumulated OCI Reclassified from Hedging Amount of Income/(Loss) Recognized into Income Accumulated OCI into Expense Relationships in OCI on Derivative (Effective Portion) (Effective Portion) (Effective Portion) Three Months Ended March 31, 2019 2018 2019 2018 Interest rate swaps $ (3,216) $ 1,920 Interest Expense $ 188 $ (83) Credit-risk-related Contingent Features The Company has agreements with its derivative counterparties that contain a provision where the Company could be declared in default on its derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to the Company’s default on the indebtedness. As of March 31, 2019, the fair value of derivatives in a net liability position related to these agreements, which includes accrued interest but excludes any adjustment for nonperformance risk, was $2.5 million. Although the derivative contracts are subject to master netting arrangements, which serve as credit mitigants to both us and our counterparties under certain situations, we do not net our derivative fair values or any existing rights or obligations to cash collateral on the consolidated balance sheets. The table below presents a gross presentation of the effects of offsetting and a net presentation of the Company’s derivatives as of March 31, 2019 and December 31, 2018. The gross amounts of derivative assets or liabilities can be reconciled to the Tabular Disclosure of Fair Values of Derivative Instruments above, which also provides the location that derivative assets and liabilities are presented on the consolidated balance sheets (in thousands): Offsetting of Derivative Assets as of March 31, 2019 Gross Amounts Net Amounts of Offset in the Assets presented Gross Amounts Not Offset in the Gross Amounts Statement of in the statement Statement of Financial Position of Recognized Financial of Financial Financial Cash Collateral Assets Position Position Instruments Received Net Amount Derivatives $ 1,440 $ — $ 1,440 $ (966) $ — $ 474 Offsetting of Derivative Liabilities as of March 31, 2019 Net Amounts of Gross Amounts Liabilities Offset in the presented in the Gross Amounts Not Offset in the Gross Amounts Statement of statement of Statement of Financial Position of Recognized Financial Financial Financial Cash Collateral Liabilities Position Position Instruments Posted Net Amount Derivatives $ 3,441 $ — $ 3,441 $ (966) $ — $ 2,475 Offsetting of Derivative Assets as of December 31, 2018 Gross Amounts Net Amounts of Offset in the Assets presented Gross Amounts Not Offset in the Gross Amounts Statement of in the statement Statement of Financial Position of Recognized Financial of Financial Financial Cash Collateral Assets Position Position Instruments Received Net Amount Derivatives $ 2,539 $ — $ 2,539 $ (575) $ — $ 1,964 Offsetting of Derivative Liabilities as of December 31, 2018 Net Amounts of Gross Amounts Liabilities Offset in the presented in the Gross Amounts Not Offset in the Gross Amounts Statement of statement of Statement of Financial Position of Recognized Financial Financial Financial Cash Collateral Liabilities Position Position Instruments Posted Net Amount Derivatives $ 1,135 $ — $ 1,135 $ (575) $ — $ 560 |
Discontinued Operations
Discontinued Operations | 3 Months Ended |
Mar. 31, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | Note 9 – Discontinued Operations There were no properties classified as discontinued operations for the three months ended March 31, 2019. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | Note 10 – Fair Value Measurements Assets and Liabilities Measured at Fair Value The Company accounts for fair values in accordance with FASB Accounting Standards Codification Topic 820 Fair Value Measurements and Disclosure (ASC 820). ASC 820 defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. ASC 820 applies to reported balances that are required or permitted to be measured at fair value under existing accounting pronouncements; accordingly, the standard does not require any new fair value measurements of reported balances. ASC 820 emphasizes that fair value is a market-based measurement, not an entity-specific measurement. Therefore, a fair value measurement should be determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, ASC 820 establishes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs may include quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates, foreign exchange rates, and yield curves that are observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, which are typically based on an entity’s own assumptions, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls, is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Derivative Financial Instruments Currently, the Company uses interest rate swap agreements to manage its interest rate risk. The valuation of these instruments is determined using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves. To comply with the provisions of ASC 820, the Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees. Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties. However, as of March 31, 2019, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. The table below presents the Company’s assets and liabilities measured at fair value on a recurring basis as of March 31, 2019 and December 31, 2018 (in thousands): Total Fair Value Level 2 March 31, 2019 Derivative assets - interest rate swaps $ 1,440 $ 1,440 Derivative liabilities - interest rate swaps $ 3,441 $ 3,441 December 31, 2018 Derivative assets - interest rate swaps $ 2,539 $ 2,539 Derivative liabilities - interest rate swaps $ 1,135 $ 1,135 The carrying values of cash and cash equivalents, receivables and accounts payable and accrued liabilities are reasonable estimates of their fair values because of the short maturity of these financial instruments. The Company estimated the fair value of our debt based on our incremental borrowing rates for similar types of borrowing arrangements with the same remaining maturity and on the discounted estimated future cash payments to be made for other debt. The discount rate used to calculate the fair value of debt approximates current lending rates for loans and assumes the debt is outstanding through maturity. Since such amounts are estimates that are based on limited available market information for similar transactions, which is a Level 2 non-recurring measurement, there can be no assurance that the disclosed value of any financial instrument could be realized by immediate settlement of the instrument. Fixed rate debt (including variable rate debt swapped to fixed, excluding the value of the derivatives) with carrying values of $700.7 million and $701.4 million as of March 31, 2019 and December 31, 2018, respectively, had fair values of approximately $713.8 million and $702.00 million, respectively. Variable rate debt’s fair value is estimated to be equal to the carrying values of $71.0 million and $19.0 million, as of March 31, 2019 and December 31, 2018, respectively. |
Equity Incentive Plan
Equity Incentive Plan | 3 Months Ended |
Mar. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Note 11 – Equity Incentive Plan The Company estimates the fair value of restricted stock grants at the date of grant and amortizes those amounts into expense on a straight line basis or amount vested, if greater, over the appropriate vesting period. As of March 31, 2019, there was $9.6 million of total unrecognized compensation costs related to the outstanding restricted stock, which is expected to be recognized over a weighted average period of 3.7 years. The Company used 0% for the forfeiture rate for determining the fair value of restricted stock. The holder of a restricted stock award is generally entitled at all times on and after the date of issuance of the restricted shares to exercise the rights of a stockholder of the Company, including the right to vote the shares and the right to receive dividends on the shares. Restricted stock activity is summarized as follows: Shares Weighted Average Outstanding Grant Date (in thousands) Fair Value Unvested restricted stock at December 31, 2018 212 $ 42.74 Restricted stock granted 52 $ 65.68 Restricted stock vested (63) $ 38.96 Unvested restricted stock at March 31, 2019 201 $ 50.31 Performance Units On February 23, 2019 certain executive officers received performance units. Performance units are subject to a three-year performance period, at the conclusion of which, shares awarded are to be determined by the Company’s total shareholder return compared to the constituents of the MSCI US REIT Index and a defined peer group. 50% of the award is based upon the total shareholder return percentile rank versus the MSCI US REIT index for the three-year performance period; and 50% of the award is based upon TSR percentile rank versus a specified net lease peer group for the three-year performance period. Vesting of the performance units following their issuance will occur ratably over a three-year period, with the initial vesting occurring immediately following the conclusion of the performance period such that all shares vest within five years of the original award date of February 23, 2019. The grant date fair value of these awards is determined using a Monte Carlo simulation pricing model and compensation expense is amortized on an attribution method over a five-year period. The Monte Carlo simulation pricing model for the 2019 grants utilized the following assumptions: (i) expected term of 2.9 years (equal to the remaining performance measurement period at the grant date), (ii) volatility of 19.7% (based on historical volatility), (iii) dividend yield of 3.4% (based on the most recently paid dividend at grant date), (iv) risk-free rate of 2.5% (interpolated based on 2- and 3-year rates). Compensation expense related to performance units is determined at the grant date and is not adjusted throughout the measurement or vesting periods. In 2018, the Company granted performance share awards. These shares have substantially identical terms to the performance unit awards granted in 2019. As of March 31, 2019, there was $3.2 million of total unrecognized compensation costs related to the outstanding performance shares and units, which is expected to be recognized over a weighted average period of 4.4 years. The Company used 0% for the forfeiture rate for determining the fair value of performance shares and units. Performance share and unit activity is summarized as follows: Target Number Weighted Average of Awards Grant Date (in thousands) Fair Value Performance shares at December 31, 2018 31 $ 47.73 Performance units granted 30 $ 65.66 Performance shares and units at March 31, 2019 61 $ 56.57 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Note 12 – Subsequent Events In connection with the preparation of its financial statements, the Company has evaluated events that occurred subsequent to March 31, 2019 through the date on which these financial statements were available to be issued to determine whether any of these events required disclosure in the financial statements. There were no reportable subsequent events or transactions. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | Basis of Accounting and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10‑Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for audited financial statements. The unaudited condensed consolidated financial statements reflect all adjustments which are, in the opinion of management, necessary for a fair presentation of the results for the interim period presented. Operating results for the three months ended March 31, 2019 may not be indicative of the results that may be expected for the year ending December 31, 2019. Amounts as of December 31, 2018 included in the condensed consolidated financial statements have been derived from the audited consolidated financial statements as of that date. The unaudited condensed consolidated financial statements, included herein, should be read in conjunction with the audited consolidated financial statements and notes thereto, as well as Management’s Discussion and Analysis of Financial Condition and Results of Operations, in our Form 10‑K for the year ended December 31, 2018. The unaudited condensed consolidated financial statements include the accounts of the Company, the Operating Partnership and its wholly-owned subsidiaries. All material intercompany accounts and transactions have been eliminated. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of (1) assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements, and (2) revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Reclassification, Policy [Policy Text Block] | Reclassification The Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Codification 842 Leases (“ASC 842”) using the modified retrospective approach as of January 1, 2019 and elected to apply the transition provisions of the standard at the beginning of the period of adoption. The Company adopted the practical expedient in ASC 842 that alleviates the requirement to separately present lease and non-lease rental income. As a result, all income earned pursuant to tenant leases is reflected as one line, “Rental Income,” in the 2019 condensed consolidated statement of operations. To facilitate comparability, the Company has reclassified prior periods’ lease and non-lease income consistently with the classification employed in 2019. The Company recognizes above- and below-market lease intangibles in connection with most acquisitions of real estate (see Accounting for Acquisitions of Real Estate below). The capitalized above- and below-market lease intangibles are amortized over the remaining term of the related leases. The Company historically presented this amortization as a component of Depreciation and Amortization expense within the Consolidated Statement of Income and Comprehensive Income. During 2019, the Company changed this classification to recognize this amortization as an adjustment of Rental Income. The prior period results have been reclassified to conform to the current year classification. During the three months ended March 31, 2019 and 2018, the Company incurred $3.3 million and $2.2 million of amortization of capitalized above- and below-market lease intangibles, respectively. |
Segment Reporting, Policy [Policy Text Block] | Segment Reporting The Company is primarily in the business of acquiring, developing and managing retail real estate which is considered to be one reportable segment. The Company has no other reportable segments. |
Real Estate, Policy [Policy Text Block] | Real Estate Investments The Company records the acquisition of real estate at cost, including acquisition and closing costs. For properties developed by the Company, all direct and indirect costs related to planning, development and construction, including interest, real estate taxes and other miscellaneous costs incurred during the construction period, are capitalized for financial reporting purposes and recorded as property under development until construction has been completed. Assets are classified as held for sale based on specific criteria as outlined in ASC 360, Property, Plant & Equipment. Properties classified as “held for sale” are recorded at the lower of their carrying value or their fair value, less anticipated selling costs. Any properties classified as held for sale are not depreciated. Assets are generally classified as held for sale once management has actively engaged in marketing the asset and has received a firm purchase commitment that is expected to close within one year. The Company had no real estate held for sale at March 31, 2019 and December 31, 2018. |
Purchase Accounting For Acquisitions Of Real Estate [Policy Text Block] | Accounting for Acquisitions of Real Estate The acquisition of property for investment purposes is typically accounted for as an asset acquisition. The Company allocates the purchase price to land, buildings and identified intangible assets and liabilities, based in each case on their relative estimated fair values and without giving rise to goodwill. Intangible assets and liabilities represent the value of in-place leases and above- or below-market leases. In making estimates of fair values, the Company may use a number of sources, including data provided by independent third parties, as well as information obtained by the Company as a result of its due diligence, including expected future cash flows of the property and various characteristics of the markets where the property is located. In allocating the fair value of the identified intangible assets and liabilities of an acquired property, in-place lease intangibles are valued based on the Company’s estimates of costs related to tenant acquisition and the carrying costs that would be incurred during the time it would take to locate a tenant if the property were vacant, considering current market conditions and costs to execute similar leases at the time of the acquisition. In-place lease intangible assets are amortized to amortization expense over the remaining term of the related leases. Above- and below-market lease intangibles are recorded based on the present value of the difference between the contractual amounts to be paid pursuant to the leases at the time of acquisition and the Company’s estimate of current market lease rates for the property. The capitalized above- and below-market lease intangibles are amortized over the non-cancelable term of the lease unless the Company believes it is reasonably certain that the tenant will renew the lease for an option term in which case the Company amortizes the value attributable to the renewal over the renewal period. Above- and below-market lease intangibles are amortized as a net reduction of rental income (see Reclassifications above). |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. Cash and cash equivalents consist of cash and money market accounts. The account balances periodically exceed the Federal Deposit Insurance Corporation (“FDIC”) insurance coverage, and as a result, there is a concentration of credit risk related to amounts on deposit in excess of FDIC insurance coverage. We had $24.0 million and $52.7 million in cash and cash held in escrow as of March 31, 2019 and December 31, 2018, respectively, in excess of the FDIC insured limit. |
Trade and Other Accounts Receivable, Policy [Policy Text Block] | Accounts Receivable – Tenants The Company reviews the collectability of charges under its tenant operating leases on a regular basis, taking into consideration changes in factors such as the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area where the property is located. In the event that the collectability with respect to any tenant changes, beginning with the adoption of ASC 842 as of January 1, 2019, the Company recognizes an adjustment to rental income. Prior to the adoption of ASC 842, the Company recognized a provision for uncollectible amounts or a direct write-off of the specific rent receivable. The Company’s review of collectability of charges under its operating leases includes any accrued rental revenues related to the straight-line method of reporting rental revenue. The Company’s leases provide for reimbursement from tenants for common area maintenance (“CAM”), insurance, real estate taxes and other operating expenses. A portion of our operating cost reimbursements is estimated each period and is recognized as revenue in the period the recoverable costs are incurred and accrued. Receivables from operating cost reimbursements are included in our Accounts Receivable - Tenants line item in our condensed consolidated balance sheets. The balance of unbilled operating cost reimbursement receivable at March 31, 2019 and December 31, 2018 was $3.8 million and $3.3 million, respectively. In addition, many of the Company’s leases contain rent escalations for which we recognize revenue on a straight-line basis over the non-cancelable lease term. This method results in rental revenue in the early years of a lease being higher than actual cash received, creating a straight-line rent receivable asset which is included in the Accounts Receivable - Tenants line item in our condensed consolidated balance sheets. The balance of straight-line rent receivables at March 31, 2019 and December 31, 2018 was $18.2 million and $16.7 million, respectively. To the extent any of the tenants under these leases becomes unable to pay its contractual cash rents, the Company may be required to write-off the straight-line rent receivable from the tenants, which would reduce rental income. |
Sales Tax [Policy Text Block] | Sales Tax The Company collects various taxes from tenants and remits these amounts, on a net basis, to the applicable taxing authorities. |
Deferred Charges, Policy [Policy Text Block] | Unamortized Deferred Expenses Deferred expenses recognized as Lease Intangibles and within Other Assets, net on the condensed consolidated balance sheets include debt financing costs related to the Company’s revolving credit facility, leasing costs and lease intangibles, and are amortized as follows: (i) debt financing costs related to the line of credit on a straight-line basis to interest expense over the term of the related loan, which approximates the effective interest method; (ii) leasing costs on a straight-line basis to amortization expense over the term of the related lease entered into; (iii) in-place lease intangibles on a straight-line basis to amortization expense over the remaining term of the related lease acquired; and (iv) above- and below- market lease intangibles on a straight-line basis as a net reduction of rental income over the remaining lease term. See Reclassifications above regarding changes in presentation relating to above-and below- market lease intangibles. The following schedule summarizes the Company’s amortization of deferred expenses for the three months ended March 31, 2019 and 2018 (in thousands): Three Months Ended March 31, 2019 March 31, 2018 Deferred Financing Costs $ 143 $ 101 Leasing Costs 81 43 Lease Intangibles (In-place) 2,052 1,992 Lease Intangibles (Above-Market) 4,374 3,344 Lease Intangibles (Below-Market) (1,098) (1,101) Total $ 5,552 $ 4,379 The following schedule represents estimated future amortization of deferred expenses as of March 31, 2019 (in thousands): 2019 Year Ending December 31, (remaining) 2020 2021 2022 2023 Thereafter Total Deferred Financing Costs $ 413 $ 541 $ 28 $ — $ — $ — $ 982 Leasing Costs 241 365 346 334 300 1,085 2,671 Lease Intangibles (In-place) 7,001 8,805 8,295 7,482 6,806 38,401 76,790 Lease Intangibles (Above-Market) 13,005 17,338 17,150 16,857 16,056 132,732 213,138 Lease Intangibles (Below-Market) (3,397) (4,432) (4,109) (3,210) (2,639) (10,086) (27,873) Total $ 17,263 $ 22,617 $ 21,710 $ 21,463 $ 20,523 $ 162,132 $ 265,708 |
Earnings Per Share, Policy [Policy Text Block] | Earnings per Share Basic earnings per share has been computed by dividing net income less net income attributable to unvested restricted shares by the weighted average number of common shares outstanding less unvested restricted shares. Diluted earnings per share is computed by dividing net income by the weighted average common shares and potentially dilutive common shares outstanding in accordance with the treasury stock method. The following is a reconciliation of the numerator and denominator for the basic net earnings per common share and diluted net earnings per common share computation for each of the periods presented: (in thousands, except for share data) Three months ended March 31, 2019 March 31, 2018 Net income attributable to Agree Realty Corporation $ 18,347 $ 16,451 Less: Income attributable to unvested restricted shares (96) (112) Net income used in basic and diluted earnings per share $ 18,251 $ 16,339 Weighted average number of common shares outstanding 37,688,915 31,013,545 Less: Unvested restricted stock (201,064) (212,074) Weighted average number of common shares outstanding used in basic earnings per share 37,487,851 30,801,471 Weighted average number of common shares outstanding used in basic earnings per share 37,487,851 30,801,471 Effect of dilutive securities: Share-based compensation 65,781 49,587 Effect of dilutive securities: September 2018 forward equity offering 766,675 — Weighted average number of common shares outstanding used in diluted earnings per share 38,320,307 30,851,058 |
Forward Equity Sales, Policy [Policy Text Block] | Forward Equity Sales In September 2018, the Company entered into a forward sale agreement to sell an aggregate of 3,500,000 shares of our common stock at a public offering price of $55.20 per share, before issuance costs, underwriters’ discount, and further adjustments as provided for in the forward sale agreement. We are obligated to settle the forward sale agreement no later than September 3, 2019. To account for the forward sale agreements, we considered the accounting guidance governing financial instruments and derivatives and concluded that our forward sale agreement was not a liability as it did not embody obligations to repurchase our shares nor did it embody obligations to issue a variable number of shares for which the monetary value was predominantly fixed, varying with something other than the fair value of the shares, or varying inversely in relation to our shares. We then evaluated whether the agreement met the derivatives and hedging guidance scope exception to be accounted for as an equity instrument, and concluded that the agreement can be classified as an equity contract based on the following assessment: (i) none of the agreement’s exercise contingencies was based on observable markets or indices besides those related to the market for our own stock price and operations; and (ii) none of the settlement provisions precluded the agreement from being indexed to our own stock. We also considered the potential dilution resulting from the forward sale agreement on the earnings per share calculations. We use the treasury stock method to determine the dilution resulting from the forward sale agreement during the period of time prior to settlement. The impact to our weighted-average number of common shares – diluted for the three months ended March 31, 2019, was 766,675 weighted-average incremental shares. |
Income Tax, Policy [Policy Text Block] | Income Taxes (not presented in thousands) The Company has made an election to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”) and related regulations. The Company generally will not be subject to federal income taxes on amounts distributed to stockholders, providing it distributes 100% of its REIT taxable income and meets certain other requirements for qualifying as a REIT. For the periods ending March 31, 2019 and December 31, 2018, the Company believes it has qualified as a REIT. Notwithstanding the Company’s qualification for taxation as a REIT, the Company is subject to certain state taxes on its income and real estate. The Company and its taxable REIT subsidiaries (“TRS”) have made a timely TRS election pursuant to the provisions of the REIT Modernization Act. A TRS is able to engage in activities resulting in income that previously would have been disqualified from being eligible REIT income under the federal income tax regulations. As a result, certain activities of the Company which occur within its TRS entity are subject to federal and state income taxes. All provisions for federal income taxes in the accompanying consolidated financial statements are attributable to the Company’s TRS. As of December 31, 2018, the Company had accrued a deferred income tax liability in the amount of $475,000. This deferred income tax balance represented the federal and state tax effect of deferring income tax in 2007 on the sale of an asset under section 1031 of the Internal Revenue Code. This transaction was accrued within the TRS entities described above. During the three months ended March 31, 2019, the Company restructured its ownership of the TRS to which the deferred tax liability was related, resulting in a reversal of the previously accrued amount. The Company recognized total federal and state tax benefit (expense) of approximately $170,000 and ($50,000) for the three months ended March 31, 2019 and 2018, respectively. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Values of Financial Instruments The Company’s estimates of fair value of financial and non-financial assets and liabilities are based on the framework established in the fair value accounting guidance. The framework specifies a hierarchy of valuation inputs which was established to increase consistency, clarity and comparability in fair value measurements and related disclosures. The guidance describes a fair value hierarchy based upon three levels of inputs that may be used to measure fair value, two of which are considered observable and one that is considered unobservable. The following describes the three levels: Level 1 – Valuation is based upon quoted prices in active markets for identical assets or liabilities. Level 2 – Valuation is based upon inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Valuation is generated from model-based techniques that use at least one significant assumption not observable in the market. These unobservable assumptions reflect estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include option pricing models, discounted cash flow models and similar techniques. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In August 2018, the FASB issued ASU No. ASU 2018‑13, “Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018‑13”). These amendments modify the disclosure requirements in Topic 820 on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty. ASU 2018‑13 will be effective for all entities for fiscal years beginning after December 15, 2019, including interim periods in the year of adoption. Early adoption is permitted for any interim or annual period. The Company is in the process of determining the impact of the implementation of ASU 2018‑13, but does not believe it will have a material effect on the Company’s financial statements. In June 2018, the FASB issued ASU No. 2018‑07, “Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting” (“ASU 2018‑07”). These amendments expand the scope of Topic 718, Compensation—Stock Compensation, which currently only includes share-based payments to employees, to include share-based payments issued to nonemployees for goods or services. Consequently, the accounting for share-based payments to nonemployees and employees will be substantially aligned, and the ASU supersedes Subtopic 505‑50, Equity—Equity-Based Payments to Non-Employees. The Company adopted ASU 2018‑07 on January 1, 2019. The adoption did not have a material effect on its financial statements. In August 2017, the FASB issued ASU No. 2017‑12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities” (“ASU 2017‑12”). The objective of ASU 2017‑12 is to expand hedge accounting for both financial (interest rate) and commodity risks, and create more transparency around how economic results are presented, both on the face of the financial statements and in the footnotes. The Company adopted ASU 2017‑12 on January 1, 2019. The adoption did not have a material effect on the financial statements. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”), which changes how entities measure credit losses for most financial assets. This guidance requires an entity to estimate its lifetime “expected credit loss” and record an allowance that, when deducted from the amortized cost basis of the financial asset, presents the net amount expected to be collected on the financial asset. In November 2018, the FASB issued ASU 2018-19, “Codification Improvements to Topic 326, Financial Instruments – Credit Losses”, which clarified that receivables arising from operating leases are within the scope of the leasing standard (Topic 842). This new standard will be effective for the Company on January 1, 2020. The Company is evaluating the impact this new standard would have on its consolidated financial statements, in the event any of its leases ever were to be classified as sales-type or direct finance leases and become subject to the provisions of ASU 2016-13. In February 2016, the FASB issued ASU No. 2016-02 “Leases” (“ASU 2016-02”). The new standard creates ASC 842 and supersedes FASB ASC 840, Leases, which the company adopted on January 1, 2019 along with related interpretations. The adoption of the new Leases standard ASU 2016-02 generally had, and will have, the following impacts on the Company: • • • • Reclassifications above. • Accounts Receivable – Tenants above. • • Reclassifications above. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Amortization of Deferred Expenses [Table Text Block] | The following schedule summarizes the Company’s amortization of deferred expenses for the three months ended March 31, 2019 and 2018 (in thousands): Three Months Ended March 31, 2019 March 31, 2018 Deferred Financing Costs $ 143 $ 101 Leasing Costs 81 43 Lease Intangibles (In-place) 2,052 1,992 Lease Intangibles (Above-Market) 4,374 3,344 Lease Intangibles (Below-Market) (1,098) (1,101) Total $ 5,552 $ 4,379 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | The following schedule represents estimated future amortization of deferred expenses as of March 31, 2019 (in thousands): 2019 Year Ending December 31, (remaining) 2020 2021 2022 2023 Thereafter Total Deferred Financing Costs $ 413 $ 541 $ 28 $ — $ — $ — $ 982 Leasing Costs 241 365 346 334 300 1,085 2,671 Lease Intangibles (In-place) 7,001 8,805 8,295 7,482 6,806 38,401 76,790 Lease Intangibles (Above-Market) 13,005 17,338 17,150 16,857 16,056 132,732 213,138 Lease Intangibles (Below-Market) (3,397) (4,432) (4,109) (3,210) (2,639) (10,086) (27,873) Total $ 17,263 $ 22,617 $ 21,710 $ 21,463 $ 20,523 $ 162,132 $ 265,708 |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | The following is a reconciliation of the numerator and denominator for the basic net earnings per common share and diluted net earnings per common share computation for each of the periods presented: (in thousands, except for share data) Three months ended March 31, 2019 March 31, 2018 Net income attributable to Agree Realty Corporation $ 18,347 $ 16,451 Less: Income attributable to unvested restricted shares (96) (112) Net income used in basic and diluted earnings per share $ 18,251 $ 16,339 Weighted average number of common shares outstanding 37,688,915 31,013,545 Less: Unvested restricted stock (201,064) (212,074) Weighted average number of common shares outstanding used in basic earnings per share 37,487,851 30,801,471 Weighted average number of common shares outstanding used in basic earnings per share 37,487,851 30,801,471 Effect of dilutive securities: Share-based compensation 65,781 49,587 Effect of dilutive securities: September 2018 forward equity offering 766,675 — Weighted average number of common shares outstanding used in diluted earnings per share 38,320,307 30,851,058 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Leases | |
Summary of lease income | The following table includes information regarding the Company’s operating leases for which it is the lessor, for the three months ended March 31, 2019 and as of period end. (presented in thousands) Three months ended March 31, 2019 Total Lease Payments $ 44,361 Less: Variable Lease Payments 5,587 Total Non-Variable Lease Payments $ 38,774 |
Summary of lease income to be received | 2019 Year Ending December 31, (remaining) 2020 2021 2022 2023 Thereafter Total Lease Payments Receivable $ 121,564 $ 161,339 $ 158,423 $ 154,964 $ 150,561 $ 998,473 $ 1,745,324 |
Summary of lease costs | The following tables include information on the Company’s land leases for which it is the lessee, for the three months ended March 31, 2019 and as of period end. (presented in thousands) Three months ended March 31, 2019 Operating Lease Costs $ 202 Variable Lease Costs — Total Non-Variable Lease Costs $ 202 Supplemental Disclosure Cash paid for amounts included in the measurement of lease liabilities $ - Operating cash flows from operating leases $ 198 Right-of-use assets obtained in exchange for new operating lease liabilities $ 19,672 Weighted-average remaining lease term - operating leases (years) 37.1 Weighted-average discount rate - operating leases 4.13 % |
Summary of maturity analysis of lease liabilities | Maturity Analysis of Lease Liabilities ( presented in thousands ) 2019 Year Ending December 31, (remaining) 2020 2021 2022 2023 Thereafter Total Lease Payments $ 934 $ 1,245 $ 1,191 $ 965 $ 965 $ 35,883 $ 41,183 Less: Imputed Interest (601) (785) (766) (753) (744) (17,983) (21,632) Total Lease Liabilities $ 333 $ 460 $ 425 $ 212 $ 221 $ 17,900 $ 19,551 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Schedule of Maturities of Long-term Debt [Table Text Block] | The following table presents scheduled principal payments related to our debt as of March 31, 2019 (in thousands): Scheduled Balloon Principal Payment Total Remainder of 2019 $ 2,142 $ 39,791 $ 41,933 2020 1,100 2,767 3,867 2021 (1) 998 71,000 71,998 2022 1,060 — 1,060 2023 1,069 67,656 68,725 Thereafter 2,617 585,000 587,617 Total $ 8,986 $ 766,214 $ 775,200 (1) The balloon payment balance includes the balance outstanding under the Credit Facility as of March 31, 2019. The Credit Facility matures in January 2021, with options to extend the maturity for one year at the Company’s election, subject to certain conditions . |
Mortgages [Member] | |
Schedule of Long-term Debt Instruments [Table Text Block] | March 31, 2019 December 31, 2018 (not presented in thousands) (in thousands) Note payable in monthly installments of interest only at 3.32% per annum, with a balloon payment due October 2019 $ 21,500 $ 21,500 Note payable in monthly installments of $153,838, including interest at 6.90% per annum, with the final monthly payment due January 2020 1,491 1,922 Note payable in monthly installments of $23,004, including interest at 6.24% per annum, with a balloon payment of $2,781,819 due February 2020 2,848 2,872 Note payable in monthly installments of interest only at 3.60% per annum, with a balloon payment due January 2023 23,640 23,640 Note payable in monthly installments of $35,673, including interest at 5.01% per annum, with a balloon payment of $4,034,627 due September 2023 4,914 4,959 Note payable in monthly installments of $91,675 including interest at 6.27% per annum, with a final monthly payment due July 2026 6,454 6,626 Total principal 60,847 61,519 Unamortized debt issuance costs (544) (593) Total $ 60,303 $ 60,926 |
Senior Unsecured Notes [Member] | |
Schedule of Long-term Debt Instruments [Table Text Block] | The following table presents the Senior Unsecured Notes balance net of unamortized debt issuance costs as of March 31, 2019, and December 31, 2018 (in thousands): March 31, 2019 December 31, 2018 2025 Senior Unsecured Notes $ 50,000 $ 50,000 2027 Senior Unsecured Notes 50,000 50,000 2028 Senior Unsecured Notes 60,000 60,000 2029 Senior Unsecured Notes 100,000 100,000 2030 Senior Unsecured Notes 125,000 125,000 Total Principal 385,000 385,000 Unamortized debt issuance costs (883) (936) Total $ 384,117 $ 384,064 |
Unsecured Debt [Member] | |
Schedule of Long-term Debt Instruments [Table Text Block] | The following table presents the Unsecured Term Loans balance net of unamortized debt issuance costs as of March 31, 2019 and December 31, 2018 (in thousands): March 31, 2019 December 31, 2018 2019 Term Loan $ 18,353 $ 18,543 2023 Term Loan 40,000 40,000 2024 Term Loan Facilities 100,000 100,000 2026 Term Loan 100,000 100,000 Total Principal 258,353 258,543 Unamortized debt issuance costs (2,109) (2,124) Total $ 256,244 $ 256,419 |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activity (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Notional Amounts of Outstanding Derivative Positions [Table Text Block] | The Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk (in thousands, except number of instruments): Number of Instruments Notional March 31, December 31, March 31, December 31, Interest Rate Derivatives 2019 2018 2019 2018 Interest Rate Swap 13 10 $ 258,353 $ 258,543 |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | The table below presents the estimated fair value of the Company’s derivative financial instruments, as well as their classification in the consolidated balance sheets (in thousands). Asset Derivatives March 31, 2019 December 31, 2018 Fair Value Fair Value Derivatives designated as cash flow hedges: Interest Rate Swaps $ 1,440 $ 2,539 Liability Derivatives March 31, 2019 December 31, 2018 Fair Value Fair Value Derivatives designated as cash flow hedges: Interest Rate Swaps $ 3,441 $ 1,135 |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) [Table Text Block] | The table below displays the effect of the Company’s derivative financial instruments in the consolidated statements of operations and other comprehensive loss for the three months ended March 31, 2019 and 2018 (in thousands). Location of Income/(Loss) Derivatives in Reclassified from Amount of Income/(Loss) Cash Flow Accumulated OCI Reclassified from Hedging Amount of Income/(Loss) Recognized into Income Accumulated OCI into Expense Relationships in OCI on Derivative (Effective Portion) (Effective Portion) (Effective Portion) Three Months Ended March 31, 2019 2018 2019 2018 Interest rate swaps $ (3,216) $ 1,920 Interest Expense $ 188 $ (83) |
Offsetting Assets And Liabilities [Table Text Block] | The gross amounts of derivative assets or liabilities can be reconciled to the Tabular Disclosure of Fair Values of Derivative Instruments above, which also provides the location that derivative assets and liabilities are presented on the consolidated balance sheets (in thousands): Offsetting of Derivative Assets as of March 31, 2019 Gross Amounts Net Amounts of Offset in the Assets presented Gross Amounts Not Offset in the Gross Amounts Statement of in the statement Statement of Financial Position of Recognized Financial of Financial Financial Cash Collateral Assets Position Position Instruments Received Net Amount Derivatives $ 1,440 $ — $ 1,440 $ (966) $ — $ 474 Offsetting of Derivative Liabilities as of March 31, 2019 Net Amounts of Gross Amounts Liabilities Offset in the presented in the Gross Amounts Not Offset in the Gross Amounts Statement of statement of Statement of Financial Position of Recognized Financial Financial Financial Cash Collateral Liabilities Position Position Instruments Posted Net Amount Derivatives $ 3,441 $ — $ 3,441 $ (966) $ — $ 2,475 Offsetting of Derivative Assets as of December 31, 2018 Gross Amounts Net Amounts of Offset in the Assets presented Gross Amounts Not Offset in the Gross Amounts Statement of in the statement Statement of Financial Position of Recognized Financial of Financial Financial Cash Collateral Assets Position Position Instruments Received Net Amount Derivatives $ 2,539 $ — $ 2,539 $ (575) $ — $ 1,964 Offsetting of Derivative Liabilities as of December 31, 2018 Net Amounts of Gross Amounts Liabilities Offset in the presented in the Gross Amounts Not Offset in the Gross Amounts Statement of statement of Statement of Financial Position of Recognized Financial Financial Financial Cash Collateral Liabilities Position Position Instruments Posted Net Amount Derivatives $ 1,135 $ — $ 1,135 $ (575) $ — $ 560 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Derivative Liabilities at Fair Value [Table Text Block] | The table below presents the Company’s assets and liabilities measured at fair value on a recurring basis as of March 31, 2019 and December 31, 2018 (in thousands): Total Fair Value Level 2 March 31, 2019 Derivative assets - interest rate swaps $ 1,440 $ 1,440 Derivative liabilities - interest rate swaps $ 3,441 $ 3,441 December 31, 2018 Derivative assets - interest rate swaps $ 2,539 $ 2,539 Derivative liabilities - interest rate swaps $ 1,135 $ 1,135 |
Equity Incentive Plan (Tables)
Equity Incentive Plan (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | Restricted stock activity is summarized as follows: Shares Weighted Average Outstanding Grant Date (in thousands) Fair Value Unvested restricted stock at December 31, 2018 212 $ 42.74 Restricted stock granted 52 $ 65.68 Restricted stock vested (63) $ 38.96 Unvested restricted stock at March 31, 2019 201 $ 50.31 |
Summary of activity of performance shares | Target Number Weighted Average of Awards Grant Date (in thousands) Fair Value Performance shares at December 31, 2018 31 $ 47.73 Performance units granted 30 $ 65.66 Performance shares and units at March 31, 2019 61 $ 56.57 |
Organization (Details)
Organization (Details) | 3 Months Ended |
Mar. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest | 99.10% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Amortization of Deferred Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
Amortization of Deferred Charges | $ 5,552 | $ 4,379 |
Credit Facility Financing Costs [Member] | ||
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
Amortization of Deferred Charges | 143 | 101 |
Leasing Costs [Member] | ||
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
Amortization of Deferred Charges | 81 | 43 |
Lease Intangibles (In-place) | ||
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
Amortization of Deferred Charges | 2,052 | 1,992 |
Lease Intangibles (Above-Market) | ||
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
Amortization of Deferred Charges | 4,374 | 3,344 |
Lease Intangibles (Below-Market) | ||
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
Amortization of Below Market Lease | $ (1,098) | $ (1,101) |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Future Amortization of Deferred Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Year Ending December 31, | ||
2019 | $ 17,263 | |
2020 | 22,617 | |
2021 | 21,710 | |
2022 | 21,463 | |
2023 | 20,523 | |
Thereafter | 162,132 | |
Total | 265,708 | |
Total | (27,873) | $ (27,218) |
Credit Facility Financing Costs [Member] | ||
Year Ending December 31, | ||
2019 | 413 | |
2020 | 541 | |
2021 | 28 | |
2022 | 0 | |
2023 | 0 | |
Thereafter | 0 | |
Total | 982 | |
Leasing Costs [Member] | ||
Year Ending December 31, | ||
2019 | 241 | |
2020 | 365 | |
2021 | 346 | |
2022 | 334 | |
2023 | 300 | |
Thereafter | 1,085 | |
Total | 2,671 | |
Lease Intangibles (In-place) | ||
Year Ending December 31, | ||
2019 | 7,001 | |
2020 | 8,805 | |
2021 | 8,295 | |
2022 | 7,482 | |
2023 | 6,806 | |
Thereafter | 38,401 | |
Total | 76,790 | |
Lease Intangibles (Above-Market) | ||
Year Ending December 31, | ||
2019 | 13,005 | |
2020 | 17,338 | |
2021 | 17,150 | |
2022 | 16,857 | |
2023 | 16,056 | |
Thereafter | 132,732 | |
Total | 213,138 | |
Lease Intangibles (Below-Market) | ||
Year Ending December 31, | ||
2019 | (3,397) | |
2020 | (4,432) | |
2021 | (4,109) | |
2022 | (3,210) | |
2023 | (2,639) | |
Thereafter | (10,086) | |
Total | $ (27,873) |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Earnings per Share (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Earnings Per Share Basic And Diluted [Line Items] | ||
Net income attributable to Agree Realty Corporation | $ 18,347 | $ 16,451 |
Less: Income attributable to unvested restricted shares | (96) | (112) |
Net income used in basic and diluted earnings per share | $ 18,251 | $ 16,339 |
Weighted average number of common shares outstanding | 37,688,915 | 31,013,545 |
Less: Unvested restricted stock | (201,064) | (212,074) |
Weighted average number of common shares outstanding used in basic earnings per share | 37,487,851 | 30,801,471 |
Weighted average number of common shares outstanding used in basic earnings per share | 37,487,851 | 30,801,471 |
Effect of dilutive securities: restricted stock | 65,781 | 49,587 |
Weighted average number of common shares outstanding used in diluted earnings per share | 38,320,307 | 30,851,058 |
September 2018 Forward Sales [Member] | ||
Earnings Per Share Basic And Diluted [Line Items] | ||
Effect of dilutive securities: forward equity offering | 766,675 | 0 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |||
Sep. 30, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | Jan. 01, 2019 | Dec. 31, 2018 | |
Accounting Policies [Line Items] | |||||
Percentage of Operating Partnership Owned | 99.10% | ||||
Number of Reportable Segments | 1 | ||||
Real Estate Held for Sale, net | $ 0 | $ 0 | |||
Cash in Excess of FDIC Insured Amounts | 24,000,000 | 52,700,000 | |||
Deferred Rent Receivables, Net | 18,200,000 | 16,700,000 | |||
Deferred income tax liability | 475,000 | 475,000 | |||
Income tax benefit (expense) | 170,000 | $ (50,000) | |||
Proceeds From Issuance Of Common Stock | 57,845,000 | $ (93,000) | |||
Lease liabilities | $ 19,551,000 | ||||
ASU 2016-02 | Restatement | |||||
Accounting Policies [Line Items] | |||||
Right of use assets | $ 7,500,000 | ||||
Lease liabilities | $ 7,500,000 | ||||
September 2018 Forward Sales [Member] | |||||
Accounting Policies [Line Items] | |||||
Forward Contract Indexed to Issuer's Equity, Shares | 3,500,000 | ||||
Forward Contract Indexed to Issuer's Equity, Forward Rate Per Share | $ 55.20 | ||||
Forward Contract Indexed to Issuer's Equity, Settlement Date | Sep. 3, 2019 | ||||
Incremental Common Shares Attributable to Dilutive Effect of Equity Forward Agreements | 766,675 | 0 | |||
Unbilled Revenues [Member] | |||||
Accounting Policies [Line Items] | |||||
Accounts Receivable, Gross | $ 3,800,000 | $ 3,300,000 |
Leases (Details)
Leases (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Leases | |
Percentage of portfolio leased | 99.70% |
Weighted average remaining lease term | 10 years 2 months 12 days |
Option to extend lease | true |
Option to terminate lease | True |
Annualized base rent derived from tenants (as a percent) | 52.40% |
Lease Income | |
Total Lease Payments | $ 44,361 |
Less: Variable Lease Income | 5,587 |
Total Non-Variable Lease Payments | 38,774 |
Lessor, Operating Lease, Payments, Fiscal Year Maturity [Abstract] | |
2019 (Remaining) | 121,564 |
2020 | 161,339 |
2021 | 158,423 |
2022 | 154,964 |
2023 | 150,561 |
Thereafter | 998,473 |
Lease payments receivable | $ 1,745,324 |
Leases - Land Lease Obligations
Leases - Land Lease Obligations (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Lease costs | |
Operating Lease Costs | $ 202 |
Total | 202 |
Operating cash flows from operating leases | 198 |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 19,672 |
Weighted average remaining lease term (in years) | 37 years 1 month 6 days |
Weighted-average discount rate - operating leases | 4.13% |
Maturity Analysis of Lease Liabilities | |
Lease Payment 2019 (remaining) | $ 934 |
Lease Payment 2020 | 1,245 |
Lease Payment 2021 | 1,191 |
Lease Payment 2022 | 965 |
Lease Payment 2023 | 965 |
Lease Payment Thereafter | 35,883 |
Lease Payments Total | 41,183 |
Imputed Interest 2019 (remaining) | (601) |
Imputed Interest 2020 | (785) |
Imputed Interest 2021 | (766) |
Imputed Interest 2022 | (753) |
Imputed Interest 2023 | (744) |
Imputed Interest Thereafter | (17,983) |
Imputed Interest Total | (21,632) |
Total Lease Liabilities 2019 (remaining) | 333 |
Total Lease Liabilities 2020 | 460 |
Total Lease Liabilities 2021 | 425 |
Total Lease Liabilities 2022 | 212 |
Total Lease Liabilities 2023 | 221 |
Total Lease Liabilities Thereafter | 17,900 |
Total Lease Liabilities | $ 19,551 |
Real Estate Investments (Detail
Real Estate Investments (Details) $ in Thousands, ft² in Millions | 3 Months Ended | ||
Mar. 31, 2019USD ($)ft²site | Mar. 31, 2018USD ($) | Dec. 31, 2018USD ($)ft² | |
Real Estate Properties [Line Items] | |||
Number of Real Estate Properties | 694 | 645 | |
Land Subject to Ground Leases | ft² | 11.9 | 11.2 | |
Net Real Estate Investments | $ 1,780,769 | $ 1,661,334 | |
Number of Development and Partner Capital Solutions Projects Construction | site | 9 | ||
Number of properties sold | 2 | ||
Proceeds from Sale of Real Estate | $ 9,800 | ||
Gains (Losses) on Sales of Investment Real Estate | 3,400 | ||
Provision for impairment | (416) | $ 0 | |
Impairment of Long-Lived Assets Held-for-use | 400 | ||
Business Acquisition 2019 [Member] | |||
Real Estate Properties [Line Items] | |||
Payments to Acquire Property, Plant, and Equipment | $ 141,700 | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life (in year) | 12 years 9 months 18 days | ||
Retail Net Lease Assets Purchased | 48 | ||
Number Of States Properties Located | 22 | ||
Number of Contracts or Customers Comprising Ten Percent or More Of Company's Total Assets or Total Rent | 0 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Land | $ 34,900 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Buildings | 92,400 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 14,400 | ||
Contingent consideration | $ 0 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2018 | Jul. 31, 2018 | Jul. 31, 2016 | May 31, 2015 | Mar. 31, 2019 | Dec. 31, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2016 | Aug. 31, 2016 | Nov. 14, 2014 | |
Debt Instrument [Line Items] | ||||||||||||
Long-term Debt, Total | $ 775,200 | |||||||||||
Debt Instrument, Description of Variable Rate Basis | Borrowings under the revolving credit facility bear interest at LIBOR plus 85 to 155 basis points, depending on the Company's credit rating. Additionally, the Company is required to pay a facility fee at an annual rate of 0 to 55 basis points of the total amount of the revolving credit facility, depending on the Company's credit rating. | |||||||||||
Long-term Line of Credit | $ 71,000 | $ 19,000 | ||||||||||
Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Reimbursement Agreement, Amount | $ 14,000 | |||||||||||
Revolving Credit Facility [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long-term Debt, Weighted Average Interest Rate | 3.49% | 3.38% | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 325,000 | $ 254,000 | $ 250,000 | $ 350,000 | ||||||||
Long-term Line of Credit | $ 71,000 | $ 19,000 | ||||||||||
Line of Credit Facility, Expiration Date | Jan. 1, 2021 | |||||||||||
Line of Credit Facility, Increase (Decrease), Net | $ 75,000 | |||||||||||
Revolving Credit Facility [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Credit facility fee (as a percent) | 0.00% | |||||||||||
Revolving Credit Facility [Member] | Minimum [Member] | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Spread on variable rate | 0.085% | |||||||||||
Revolving Credit Facility [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 500,000 | |||||||||||
Credit facility fee (as a percent) | 0.055% | |||||||||||
Revolving Credit Facility [Member] | Maximum [Member] | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Spread on variable rate | 0.155% | |||||||||||
2019 Term Loan [Member] | Revolving Credit Facility [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Description of Variable Rate Basis | Borrowings under the 2019 Term Loan are priced at LIBOR plus 170 basis points. In order to fix LIBOR on the 2019 Term Loan at 1.92% until maturity, the Company had an interest rate swap agreement in place, which was assigned by the lender under the Mortgage Note to the 2019 Term Loan lender | |||||||||||
2023 Term Loan [Member] | Revolving Credit Facility [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Description of Variable Rate Basis | Borrowings under the 2023 Term Loan are priced at LIBOR plus 85 to 165 basis points, depending on the Company's credit rating. The Company entered into an interest rate swap to fix LIBOR at 140 basis points until maturity | |||||||||||
2024 Term Loan Facility One [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Description of Variable Rate Basis | Borrowings under the unsecured 2024 Term Loan Facilities bear interest at a variable LIBOR plus 85 to 165 basis points, depending on the Company's credit rating. The Company utilized existing interest rate swaps to effectively fix the LIBOR at 213 basis points until maturity (refer to Note 7 – Derivative Instruments and Hedging Activity). | |||||||||||
2026 Term Loan [Member] | Revolving Credit Facility [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Description of Variable Rate Basis | Borrowings under the 2026 Term Loan are priced at LIBOR plus 145 to 240 basis points, depending on the Company's credit rating. The Company entered into an interest rate swap to fix LIBOR at 266 basis points until maturity. | |||||||||||
Mortgages [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long-term Debt, Total | $ 60,303 | $ 60,926 | ||||||||||
Long-term Debt, Gross | 60,847 | $ 61,519 | ||||||||||
Debt Instrument, Collateral Amount | $ 107,300 | |||||||||||
Long-term Debt, Weighted Average Interest Rate | 4.10% | 4.13% | ||||||||||
Unsecured Debt [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long-term Debt, Total | $ 256,244 | $ 256,419 | ||||||||||
Long-term Debt, Gross | $ 258,353 | 258,543 | ||||||||||
Unsecured Debt [Member] | 2025 Senior Unsecured Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.16% | |||||||||||
Unsecured Debt [Member] | 2027 Senior Unsecured Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.26% | |||||||||||
Debt Instrument, Face Amount | $ 50,000 | |||||||||||
Unsecured Debt [Member] | 2028 Senior Unsecured Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.42% | |||||||||||
Unsecured Debt [Member] | 2029 Senior Unsecured Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.19% | |||||||||||
Unsecured Debt [Member] | 2030 Senior Unsecured Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Face Amount | $ 125,000 | |||||||||||
Debt Instrument, Maturity Date | Sep. 30, 2030 | |||||||||||
Unsecured Debt [Member] | 2019 Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long-term Debt, Gross | $ 18,353 | 18,543 | ||||||||||
Debt Instrument, Derivative Instrument Basis Fixed Rate | 1.92% | |||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.62% | |||||||||||
Debt Instrument, Face Amount | $ 20,300 | |||||||||||
Debt Instrument, Maturity Date | May 1, 2019 | |||||||||||
Unsecured Debt [Member] | 2019 Term Loan [Member] | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Spread on variable rate | 0.17% | |||||||||||
Unsecured Debt [Member] | 2023 Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long-term Debt, Gross | $ 40,000 | 40,000 | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 2.40% | |||||||||||
Debt Instrument, Face Amount | $ 40,000 | |||||||||||
Debt Instrument, Maturity Date | Jul. 1, 2023 | |||||||||||
Unsecured Debt [Member] | 2023 Term Loan [Member] | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Derivative Instrument Basis Fixed Rate | 0.14% | |||||||||||
Unsecured Debt [Member] | 2023 Term Loan [Member] | Minimum [Member] | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Spread on variable rate | 0.085% | |||||||||||
Unsecured Debt [Member] | 2023 Term Loan [Member] | Maximum [Member] | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Spread on variable rate | 0.165% | |||||||||||
Unsecured Debt [Member] | 2024 Term Loan Facility One [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 65,000 | |||||||||||
Unsecured Debt [Member] | 2024 Term Loan Facility Two [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 35,000 | |||||||||||
Unsecured Debt [Member] | 2024 Term Loans [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long-term Debt, Gross | $ 100,000 | 100,000 | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.13% | |||||||||||
Debt Instrument, Maturity Date | Jan. 31, 2024 | |||||||||||
Unsecured Debt [Member] | 2024 Term Loans [Member] | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt Instrument, Derivative Instrument Basis Fixed Rate | 0.213% | |||||||||||
Unsecured Debt [Member] | 2024 Term Loans [Member] | Minimum [Member] | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Spread on variable rate | 0.085% | |||||||||||
Unsecured Debt [Member] | 2024 Term Loans [Member] | Maximum [Member] | LIBOR | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Spread on variable rate | 0.165% | |||||||||||
Unsecured Debt [Member] | 2026 Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long-term Debt, Gross | $ 100,000 | 100,000 | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.26% | |||||||||||
Debt Instrument, Face Amount | $ 100,000 | |||||||||||
Debt Instrument, Maturity Date | Jan. 1, 2026 | |||||||||||
Senior Unsecured Debt [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long-term Debt, Total | 384,117 | 384,064 | ||||||||||
Long-term Debt, Gross | 385,000 | 385,000 | ||||||||||
Debt Instrument, Face Amount | 100,000 | |||||||||||
Senior Unsecured Debt [Member] | 2025 Senior Unsecured Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long-term Debt, Gross | 50,000 | 50,000 | ||||||||||
Debt Instrument, Face Amount | $ 50,000 | |||||||||||
Debt Instrument, Maturity Date | May 31, 2025 | |||||||||||
Senior Unsecured Debt [Member] | 2027 Senior Unsecured Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long-term Debt, Gross | $ 50,000 | 50,000 | ||||||||||
Debt Instrument, Maturity Date | May 31, 2027 | |||||||||||
Senior Unsecured Debt [Member] | 2028 Senior Unsecured Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long-term Debt, Gross | $ 60,000 | 60,000 | ||||||||||
Debt Instrument, Face Amount | $ 60,000 | |||||||||||
Debt Instrument, Maturity Date | Jul. 31, 2028 | |||||||||||
Senior Unsecured Debt [Member] | 2029 Senior Unsecured Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long-term Debt, Gross | $ 100,000 | 100,000 | ||||||||||
Debt Instrument, Face Amount | $ 100,000 | |||||||||||
Debt Instrument, Maturity Date | Sep. 30, 2029 | |||||||||||
Senior Unsecured Debt [Member] | 2030 Senior Unsecured Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long-term Debt, Gross | $ 125,000 | $ 125,000 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.32% |
Debt - Mortgages Payable (Detai
Debt - Mortgages Payable (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | ||
Long-term Debt, Total | $ 775,200,000 | |
Mortgages [Member] | ||
Debt Instrument [Line Items] | ||
Total | 60,847,000 | $ 61,519,000 |
Unamortized debt issuance costs | (544,000) | (593,000) |
Long-term Debt, Total | 60,303,000 | 60,926,000 |
Notes Payable Due October 2019 3.32 percent [Member] | Mortgages [Member] | ||
Debt Instrument [Line Items] | ||
Total | $ 21,500,000 | 21,500,000 |
Debt Instrument, Interest Rate, Stated Percentage | 3.32% | |
Debt Instrument, Maturity Date | Oct. 1, 2019 | |
Notes Payable Due January 2020 6.90 Percent [Member] | Mortgages [Member] | ||
Debt Instrument [Line Items] | ||
Total | $ 1,491,000 | 1,922,000 |
Debt Instrument, Periodic Payment, Principal | $ 153,838 | |
Debt Instrument, Interest Rate, Stated Percentage | 6.90% | |
Debt Instrument, Maturity Date | Jan. 1, 2020 | |
Notes Payable Due February 2020 6.24 Percent [Member] | Mortgages [Member] | ||
Debt Instrument [Line Items] | ||
Total | $ 2,848,000 | 2,872,000 |
Debt Instrument, Periodic Payment, Principal | 23,004 | |
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | $ 2,781,819 | |
Debt Instrument, Interest Rate, Stated Percentage | 6.24% | |
Debt Instrument, Maturity Date | Feb. 1, 2020 | |
Notes Payable Due January 2023 3.60 Percent [Member] | Mortgages [Member] | ||
Debt Instrument [Line Items] | ||
Total | $ 23,640,000 | 23,640,000 |
Debt Instrument, Interest Rate, Stated Percentage | 3.60% | |
Debt Instrument, Maturity Date | Jan. 1, 2023 | |
Notes Payable Due September 2023 5.01 Percent [Member] | Mortgages [Member] | ||
Debt Instrument [Line Items] | ||
Total | $ 4,914,000 | 4,959,000 |
Debt Instrument, Periodic Payment, Principal | 35,673 | |
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid | $ 4,034,627 | |
Debt Instrument, Interest Rate, Stated Percentage | 5.01% | |
Debt Instrument, Maturity Date | Sep. 1, 2023 | |
Notes Payable Due July 2026 6.27 Percent [Member] | Mortgages [Member] | ||
Debt Instrument [Line Items] | ||
Total | $ 6,454,000 | $ 6,626,000 |
Debt Instrument, Periodic Payment, Principal | $ 91,675 | |
Debt Instrument, Interest Rate, Stated Percentage | 6.27% | |
Debt Instrument, Maturity Date | Jul. 1, 2026 |
Debt - Senior Unsecured Notes (
Debt - Senior Unsecured Notes (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2017 |
Long-term Debt, Total | $ 775,200 | |
Senior Unsecured Debt [Member] | ||
Total Principal | 385,000 | $ 385,000 |
Unamortized debt issuance costs | (883) | (936) |
Long-term Debt, Total | 384,117 | 384,064 |
Senior Unsecured Debt [Member] | 2025 Senior Unsecured Notes [Member] | ||
Total Principal | 50,000 | 50,000 |
Senior Unsecured Debt [Member] | 2027 Senior Unsecured Notes [Member] | ||
Total Principal | 50,000 | 50,000 |
Senior Unsecured Debt [Member] | 2028 Senior Unsecured Notes [Member] | ||
Total Principal | 60,000 | 60,000 |
Senior Unsecured Debt [Member] | 2029 Senior Unsecured Notes [Member] | ||
Total Principal | 100,000 | 100,000 |
Senior Unsecured Debt [Member] | 2030 Senior Unsecured Notes [Member] | ||
Total Principal | $ 125,000 | $ 125,000 |
Debt - Unsecured Term Loan Faci
Debt - Unsecured Term Loan Facilities (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2017 |
Long-term Debt, Total | $ 775,200 | |
Unsecured Debt [Member] | ||
Total Principal | 258,353 | $ 258,543 |
Unamortized debt issuance costs | (2,109) | (2,124) |
Long-term Debt, Total | 256,244 | 256,419 |
Unsecured Debt [Member] | 2019 Term Loan [Member] | ||
Total Principal | 18,353 | 18,543 |
Unsecured Debt [Member] | 2023 Term Loan [Member] | ||
Total Principal | 40,000 | 40,000 |
Unsecured Debt [Member] | 2024 Term Loans [Member] | ||
Total Principal | 100,000 | 100,000 |
Unsecured Debt [Member] | 2026 Term Loan [Member] | ||
Total Principal | $ 100,000 | $ 100,000 |
Debt - Debt Maturities (Details
Debt - Debt Maturities (Details) $ in Thousands | Mar. 31, 2019USD ($) |
Long Term Debt Maturities Repayments Of Principal Line Items | |
Remainder of 2019 | $ 41,933 |
2020 | 3,867 |
2021 | 71,998 |
2022 | 1,060 |
2023 | 68,725 |
Thereafter | 587,617 |
Total | 775,200 |
Scheduled Principal [Member] | |
Long Term Debt Maturities Repayments Of Principal Line Items | |
Remainder of 2019 | 2,142 |
2020 | 1,100 |
2021 | 998 |
2022 | 1,060 |
2023 | 1,069 |
Thereafter | 2,617 |
Total | 8,986 |
Debt Instrument Balloon Payment [Member] | |
Long Term Debt Maturities Repayments Of Principal Line Items | |
Remainder of 2019 | 39,791 |
2020 | 2,767 |
2021 | 71,000 |
2022 | 0 |
2023 | 67,656 |
Thereafter | 585,000 |
Total | $ 766,214 |
Common Stock (Details)
Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | May 31, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Class of Stock [Line Items] | |||||
Proceeds From Issuance Of Common Stock | $ 57,845 | $ (93) | |||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | |||
Preferred stock, shares authorized | 4,000,000 | 4,000,000 | |||
Series A Junior Participating Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Preferred Stock, Redesignated of Shares Authorized | 200,000 | ||||
Common Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Stock Issued During Period, Shares, New Issues | 874,268 | ||||
Common Stock [Member] | Forward Sale Agreement [Member] | |||||
Class of Stock [Line Items] | |||||
Stock Issued During Period, Shares, New Issues | 3,500,000 | ||||
At-Market Equity Program [Member] | Common Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Stock Issued During Period, Shares, New Issues | 874,268 | 3,057,263 | |||
Proceeds From Issuance Of Common Stock | $ 58,400 | ||||
Gross Amount Remaining To Be Issued | $ 10,400 | ||||
Value Of Equity Instruments To Be Issued | $ 250,000 | ||||
Common stock Average Price | $ 66.79 | ||||
September 2018 Forward Sales [Member] | |||||
Class of Stock [Line Items] | |||||
Forward Contract Indexed to Issuer's Equity, Settlement Date | Sep. 3, 2019 |
Dividends and Distribution Pa_2
Dividends and Distribution Payable (Details) - $ / shares | Feb. 26, 2019 | Mar. 31, 2018 |
Agree Limited Partnership [Member] | ||
Dividends Payable [Line Items] | ||
Dividends Payable, Amount Per Share (in dollars per share) | $ 0.555 | $ 0.520 |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activity (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2017 | Jul. 31, 2014 | Sep. 30, 2013 | Apr. 30, 2012 | Mar. 31, 2019 | Dec. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Description of Interest Rate Cash Flow Hedge Activities | the Company receives from the counterparty interest on the notional amount based on one month LIBOR and pays to the counterparty a fixed rate of 2.20%. | |||||
Derivative, Net Liability Position, Aggregate Fair Value | $ 2.5 | |||||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Net Amount to be Transferred | 0.4 | |||||
Interest Rate Swap Agreement One [Member] | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative, Notional Amount | $ 22.3 | 18.4 | ||||
Derivative, Inception Date | Oct. 3, 2013 | Jul. 1, 2013 | ||||
Derivative, Maturity Date | Sep. 29, 2020 | May 1, 2019 | ||||
Description of Interest Rate Cash Flow Hedge Activities | the Company receives from the counterparty interest on the notional amount based on one month LIBOR and pays to the counterparty a fixed rate of 1.92%. | |||||
Fixed interest rate | 1.92% | |||||
Derivative, Amount of Hedged Item | $ 22.3 | |||||
Interest Rate Swap Agreement Two [Member] | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative, Notional Amount | $ 35 | |||||
Derivative, Inception Date | Aug. 1, 2016 | |||||
Derivative, Maturity Date | Jul. 1, 2023 | |||||
Fixed interest rate | 2.20% | |||||
Derivative, Amount of Hedged Item | $ 35 | |||||
Fair Value, Net Asset (Liability) | 0.1 | |||||
Interest Rate Swap Agreement Three [Member] | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative, Notional Amount | $ 65 | |||||
Derivative, Inception Date | Jul. 21, 2014 | |||||
Derivative, Maturity Date | Jul. 21, 2021 | |||||
Description of Interest Rate Cash Flow Hedge Activities | the Company receives from the counterparty interest on the notional amount based on one month LIBOR and pays to the counterparty a fixed rate of 2.09%. | |||||
Fixed interest rate | 2.09% | |||||
Derivative, Amount of Hedged Item | $ 65 | |||||
Fair Value, Net Asset (Liability) | 0.2 | |||||
Interest Rate Swap Agreement Four [Member] | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Description of Interest Rate Cash Flow Hedge Activities | the Company receives from the counterparty interest on the notional amount based on one month LIBOR and pays to the counterparty a fixed rate of 1.40%. | |||||
Interest Rate Swap Agreement Five [Member] | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative, Notional Amount | $ 40 | |||||
Fixed interest rate | 1.40% | |||||
Derivative, Amount of Hedged Item | $ 40 | |||||
Fair Value, Net Asset (Liability) | 1.2 | |||||
Interest Rate Swap Agreement Six [Member] | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative, Notional Amount | $ 100 | |||||
Derivative, Inception Date | Dec. 27, 2018 | |||||
Derivative, Maturity Date | Jan. 15, 2026 | |||||
Description of Interest Rate Cash Flow Hedge Activities | the Company receives from the counterparty interest on the notional amount based on one month LIBOR and pays to the counterparty a fixed rate of 2.66% | |||||
Fixed interest rate | 2.66% | |||||
Derivative, Amount of Hedged Item | $ 100 | |||||
Fair Value, Net Asset (Liability) | $ (3) | |||||
Interest Rate Swap Agreement Seven [Member] | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative, Notional Amount | 100 | |||||
Fair Value, Net Asset (Liability) | $ (0.5) |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activity - Interest Rate Derivatives (Details) - Interest Rate Swap [Member] Unit13 in Thousands, $ in Thousands | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Interest Rate Derivatives, Number of Instruments | 13 | 10 |
Interest Rate Derivatives, Notional Amount | $ 258,353 | $ 258,543 |
Derivative Instruments and He_5
Derivative Instruments and Hedging Activity - Fair Value (Details) - Interest Rate Swap [Member] - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Derivatives designated as cash flow hedges | ||
Interest Rate Cash Flow Hedge Asset at Fair Value | $ 1,440 | $ 2,539 |
Interest Rate Cash Flow Hedge Liability at Fair Value | $ 3,441 | $ 1,135 |
Derivative Instruments and He_6
Derivative Instruments and Hedging Activity - Consolidated statements of operations and other comprehensive loss (Details) - Interest Rate Swap [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Instruments, Amount of Income/(Loss) Recognized in OCI on Derivative (Effective Portion) | $ (3,216) | $ 1,920 |
Interest Expense [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Instruments, Amount of Income/(Loss) Reclassified from Accumulated OCI into Expense (Effective Portion) | $ 188 | $ (83) |
Derivative Instruments and He_7
Derivative Instruments and Hedging Activity - Offsetting of Derivative Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Gross Amounts of Recognized Assets | $ 1,440 | $ 2,539 |
Gross Amounts Offset in the Statement of Financial Position | 0 | 0 |
Net Amounts of Assets presented in the statement of Financial Position | 1,440 | 2,539 |
Gross Amounts Not Offset in the Statement of Financial Position, Financial Instruments | (966) | (575) |
Gross Amounts Not Offset in the Statement of Financial Position, Cash Collateral Received | 0 | 0 |
Gross Amounts Not Offset in the Statement of Financial Position, Net Amount | 474 | 1,964 |
Gross Amounts of Recognized Liabilities | 3,441 | 1,135 |
Gross Amounts Offset in the Statement of Financial Position | 0 | 0 |
Net Amounts of Liabilities presented in the statement of Financial Position | 3,441 | 1,135 |
Gross Amounts Not Offset in the Statement of Financial Position, Financial Instruments | (966) | (575) |
Gross Amounts Not Offset in the Statement of Financial Position, Cash Collateral Received | 0 | 0 |
Gross Amounts Not Offset in the Statement of Financial Position, Net Amount | $ 2,475 | $ 560 |
Discontinued Operations (Detail
Discontinued Operations (Detail) | 3 Months Ended |
Mar. 31, 2019property | |
Discontinued Operations and Disposal Groups [Abstract] | |
Number of Properties Classified As Discontinued Operations | 0 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Carrying Values | Fixed rate debt | ||
Derivative [Line Items] | ||
Value of debt | $ 700.7 | $ 701.4 |
Carrying Values | Variable rate debt | ||
Derivative [Line Items] | ||
Value of debt | 71 | 19 |
Fair Values | Fixed rate debt | ||
Derivative [Line Items] | ||
Value of debt | $ 713.8 | $ 702 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Assets and Liabilities (Details) - Interest Rate Swap [Member] - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 1,440 | $ 2,539 |
Derivative liabilities | 3,441 | 1,135 |
Fair Value, Inputs, Level 2 [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 1,440 | 2,539 |
Derivative liabilities | $ 3,441 | $ 1,135 |
Equity Incentive Plan (Details)
Equity Incentive Plan (Details) - USD ($) shares in Thousands, $ in Millions | Feb. 23, 2019 | Mar. 31, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized compensation | $ 9.6 | |
Fair Value Inputs Forfeiture Rate | 0.00% | |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized compensation recognition period | 3 years 8 months 12 days | |
Shares Outstanding, Restricted stock granted | 52 | |
Performance Shares [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized compensation, other than options | $ 3.2 | |
Unrecognized compensation recognition period | 4 years 4 months 24 days | |
Vesting period | 3 years | |
Shares Outstanding, Restricted stock granted | 30 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 2 years 10 months 24 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 19.70% | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 3.40% | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 2.50% | 0.00% |
Share-based Compensation Arrangement by Share-based Payment Award, Amortization Expense, Term | 5 years | |
Performance Shares [Member] | Share-based Compensation Award, Tranche One [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 50.00% | |
Performance Shares [Member] | Share-based Compensation Award, Tranche Two [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 50.00% | |
Performance Shares [Member] | Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 5 years |
Equity Incentive Plan - Restric
Equity Incentive Plan - Restricted share activity (Details) shares in Thousands | 3 Months Ended |
Mar. 31, 2019$ / sharesshares | |
Restricted Stock [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares Outstanding, Unvested restricted stock at beginning of the period | shares | 212 |
Shares Outstanding, Restricted stock granted | shares | 52 |
Shares Outstanding, Restricted stock vested | shares | (63) |
Shares Outstanding, Unvested restricted stock at end of the period | shares | 201 |
Weighted Average Grant Date Fair Value, Unvested restricted stock at beginning of the period (in dollars per share) | $ / shares | $ 42.74 |
Weighted Average Grant Date Fair Value, Restricted stock granted (in dollars per share) | $ / shares | 65.68 |
Weighted Average Grant Date Fair Value, Restricted stock vested (in dollars per share) | $ / shares | 38.96 |
Weighted Average Grant Date Fair Value, Unvested restricted stock at end of the period (in dollars per share) | $ / shares | $ 50.31 |
Performance Shares [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares Outstanding, Unvested restricted stock at beginning of the period | shares | 31 |
Shares Outstanding, Restricted stock granted | shares | 30 |
Shares Outstanding, Unvested restricted stock at end of the period | shares | 61 |
Weighted Average Grant Date Fair Value, Unvested restricted stock at beginning of the period (in dollars per share) | $ / shares | $ 47.73 |
Weighted Average Grant Date Fair Value, Restricted stock granted (in dollars per share) | $ / shares | 65.66 |
Weighted Average Grant Date Fair Value, Unvested restricted stock at end of the period (in dollars per share) | $ / shares | $ 56.57 |