Document and Entity Information - shares |
3 Months Ended | |
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Mar. 31, 2018 |
May 01, 2018 |
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Document and Entity Information | ||
Entity Registrant Name | ONE LIBERTY PROPERTIES INC | |
Entity Central Index Key | 0000712770 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 19,133,185 | |
Document Fiscal Year Focus | 2018 | |
Document Fiscal Period Focus | Q1 |
CONSOLIDATED BALANCE SHEETS - USD ($) |
Mar. 31, 2018 |
Dec. 31, 2017 |
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Real estate investments, at cost | |||||
Land | $ 207,979,000 | $ 209,320,000 | |||
Buildings and improvements | 578,250,000 | 566,007,000 | |||
Total real estate investments, at cost | 786,229,000 | 775,327,000 | |||
Less accumulated depreciation | 112,312,000 | 108,953,000 | |||
Real estate investments, net | 673,917,000 | 666,374,000 | |||
Investment in unconsolidated joint ventures | 10,921,000 | 10,723,000 | |||
Cash and cash equivalents | 13,445,000 | 13,766,000 | |||
Restricted cash | 429,000 | 443,000 | |||
Unbilled rent receivable | 14,367,000 | 14,125,000 | |||
Unamortized intangible lease assets, net | 29,147,000 | 30,525,000 | |||
Escrow, deposits and other assets and receivables | 8,132,000 | 6,630,000 | |||
Total assets | [1] | 750,358,000 | 742,586,000 | ||
Liabilities: | |||||
Mortgages payable, net of $3,803 and $3,789 of deferred financing costs, respectively | 389,282,000 | 393,157,000 | |||
Line of credit, net of $546 and $624 of deferred financing costs, respectively | 20,354,000 | 8,776,000 | |||
Dividends payable | 8,581,000 | 8,493,000 | |||
Accrued expenses and other liabilities | 14,835,000 | 16,107,000 | |||
Unamortized intangible lease liabilities, net | 17,057,000 | 17,551,000 | |||
Total liabilities | [1] | 450,109,000 | 444,084,000 | ||
Commitments and contingencies | |||||
One Liberty Properties, Inc. stockholders' equity: | |||||
Preferred stock, $1 par value; 12,500 shares authorized; none issued | |||||
Common stock, $1 par value; 25,000 shares authorized; 18,417 and 18,261 shares issued and outstanding | 18,417,000 | 18,261,000 | |||
Paid-in capital | 276,938,000 | 275,087,000 | |||
Accumulated other comprehensive income | 2,899,000 | 155,000 | |||
Accumulated undistributed net income | 527,000 | 3,257,000 | |||
Total One Liberty Properties, Inc. stockholders' equity | 298,781,000 | 296,760,000 | |||
Non-controlling interests in consolidated joint ventures | [1] | 1,468,000 | 1,742,000 | ||
Total equity | 300,249,000 | 298,502,000 | |||
Total liabilities and equity | $ 750,358,000 | $ 742,586,000 | |||
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CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands |
Mar. 31, 2018 |
Dec. 31, 2017 |
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Preferred stock, par value (in dollars per share) | $ 1 | $ 1 | ||
Preferred stock, shares authorized | 12,500 | 12,500 | ||
Preferred stock, shares issued | 0 | 0 | ||
Common stock, par value (in dollars per share) | $ 1 | $ 1 | ||
Common stock, shares authorized | 25,000 | 25,000 | ||
Common stock, shares issued | 18,417 | 18,261 | ||
Common stock, shares outstanding | 18,417 | 18,261 | ||
Land | $ 207,979 | $ 209,320 | ||
Buildings and improvements | 578,250 | 566,007 | ||
Accumulated depreciation | 112,312 | 108,953 | ||
Non-controlling interests in consolidated joint ventures | [1] | 1,468 | 1,742 | |
Consolidated VIE entities | ||||
Deferred financing costs | 420 | 442 | ||
Land | 14,722 | 17,844 | ||
Buildings and improvements | 28,369 | 31,789 | ||
Accumulated depreciation | 3,363 | 3,811 | ||
Other assets | 4,003 | 4,345 | ||
Real estate debt, net | 27,640 | 32,252 | ||
Other liabilities | 2,745 | 2,885 | ||
Non-controlling interests in consolidated joint ventures | 1,468 | 1,742 | ||
Facility | ||||
Deferred financing costs | 546 | 624 | ||
Mortgages payable | ||||
Deferred financing costs | $ 3,803 | $ 3,789 | ||
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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands |
3 Months Ended | |
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Mar. 31, 2018 |
Mar. 31, 2017 |
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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||
Net income | $ 6,653 | $ 2,886 |
Other comprehensive gain | ||
Net unrealized gain on derivative instruments | 2,696 | 578 |
One Liberty Properties Inc.'s share of joint venture net unrealized gain on derivative instruments | 54 | 28 |
Other comprehensive gain | 2,750 | 606 |
Comprehensive income | 9,403 | 3,492 |
Net income attributable to non-controlling interests | (802) | (21) |
Adjustment for derivative instruments attributable to non-controlling interests | (6) | (3) |
Comprehensive income attributable to One Liberty Properties, Inc. | $ 8,595 | $ 3,468 |
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - $ / shares |
3 Months Ended | |
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Mar. 31, 2018 |
Mar. 31, 2017 |
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CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY | ||
Distributions - common stock, Cash per share (in dollars per share) | $ 0.45 | $ 0.43 |
Organization and Background |
3 Months Ended |
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Mar. 31, 2018 | |
Organization and Background | |
Organization and Background |
Note 1 — Organization and Background
One Liberty Properties, Inc. (“OLP”) was incorporated in 1982 in Maryland. OLP is a self-administered and self-managed real estate investment trust (“REIT”). OLP acquires, owns and manages a geographically diversified portfolio consisting primarily of industrial, retail (including furniture stores and supermarkets), restaurant, health and fitness, and theater properties, many of which are subject to long-term net leases. As of March 31, 2018, OLP owns 119 properties, including five properties owned by consolidated joint ventures and five properties owned by unconsolidated joint ventures. The 119 properties are located in 30 states.
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Summary Accounting Policies |
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Summary Accounting Policies |
Note 2 — Summary Accounting Policies
Principles of Consolidation/Basis of Preparation
The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and include all of the information and disclosures required by U.S. Generally Accepted Accounting Principles (“GAAP”) for interim reporting. Accordingly, they do not include all of the disclosures required by GAAP for complete financial statement disclosures. In the opinion of management, all adjustments of a normal recurring nature necessary for fair presentation have been included. The results of operations for the three months ended March 31, 2018 and 2017 are not necessarily indicative of the results for the full year. These statements should be read in conjunction with the consolidated financial statements and related notes included in OLP’s Annual Report on Form 10-K for the year ended December 31, 2017.
The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.
The consolidated financial statements include the accounts and operations of OLP, its wholly-owned subsidiaries, its joint ventures in which the Company, as defined, has a controlling interest, and variable interest entities (“VIEs”) of which the Company is the primary beneficiary. OLP and its consolidated subsidiaries are referred to herein as the “Company”. Material intercompany items and transactions have been eliminated in consolidation.
Investment in Joint Ventures and Variable Interest Entities
The Financial Accounting Standards Board, or FASB, provides guidance for determining whether an entity is a VIE. VIEs are defined as entities in which equity investors do not have the characteristics of a controlling financial interest or do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support. A VIE is required to be consolidated by its primary beneficiary, which is the party that (i) has the power to control the activities that most significantly impact the VIE’s economic performance and (ii) has the obligation to absorb losses, or the right to receive benefits, of the VIE that could potentially be significant to the VIE.
The Company assesses the accounting treatment for each of its investments, including a review of each venture or limited liability company or partnership agreement, to determine the rights of each party and whether those rights are protective or participating. The agreements typically contain certain protective rights, such as the requirement of partner approval to sell, finance or refinance the property and to pay capital expenditures and operating expenditures outside of the approved budget or operating plan. In situations where, among other things, the Company and its partners jointly (i) approve the annual budget, (ii) approve certain expenditures, (iii) prepare or review and approve the joint venture’s tax return before filing, and (iv) approve each lease at a property, the Company does not consolidate as the Company considers these to be substantive participation rights that result in shared, joint power over the activities that most significantly impact the performance of the joint venture or property. Additionally, the Company assesses the accounting treatment for any interests pursuant to which the Company may have a variable interest as a lessor. Leases may contain certain protective rights, such as the right of sale and the receipt of certain escrow deposits.
The Company accounts for its investments in unconsolidated joint ventures under the equity method of accounting. All investments in unconsolidated joint ventures have sufficient equity at risk to permit the entity to finance its activities without additional subordinated financial support and, as a group, the holders of the equity at risk have power through voting rights to direct the activities of these ventures. As a result, none of these joint ventures are VIEs. In addition, the Company shares power with its co-managing members over these entities, and therefore the entities are not consolidated. These investments are recorded initially at cost, as investments in unconsolidated joint ventures, and subsequently adjusted for their share of equity in earnings, cash contributions and distributions. None of the joint venture debt is recourse to the Company, subject to standard carve-outs.
The Company periodically reviews its investments in unconsolidated joint ventures for other-than-temporary losses in investment value. Any decline that is not expected to be recovered based on the underlying assets of the investment is considered other than temporary and an impairment charge is recorded as a reduction in the carrying value of the investment. During the three months ended March 31, 2018 and 2017, there were no impairment charges related to the Company’s investments in unconsolidated joint ventures.
The Company has elected to follow the cumulative earnings approach when assessing, for the consolidated statement of cash flows, whether the distribution from the investee is a return of the investor’s investment as compared to a return on its investment. The source of the cash generated by the investee to fund the distribution is not a factor in the analysis (that is, it does not matter whether the cash was generated through investee refinancing, sale of assets or operating results). Consequently, the investor only considers the relationship between the cash received from the investee to its equity in the undistributed earnings of the investee, on a cumulative basis, in assessing whether the distribution from the investee is a return on or return of its investment. Cash received from the unconsolidated entity is presumed to be a return on the investment to the extent that, on a cumulative basis, distributions received by the investor are less than its share of the equity in the undistributed earnings of the entity.
Reclassifications
Certain amounts previously reported in the consolidated financial statements have been reclassified in the accompanying consolidated financial statements to conform to the current period’s presentation, primarily to change the presentation of restricted cash on the consolidated statement of cash flows for the three months ended March 31, 2017. The change was made because, as of January 1, 2018, the Company adopted ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, which requires amounts generally described as restricted cash to be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The adoption of this ASU has no impact on the Company’s previously reported consolidated balance sheets, consolidated statements of income, net income or accumulated undistributed net income for the periods presented.
As a result of the adoption of this guidance, the following table depicts the adjustments to the Company’s previously reported consolidated statement of cash flows (amounts in thousands):
The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows (amounts in thousands):
Amounts included in restricted cash represent the cash reserve balance received from an owner/operator at one of the Company’s ground leases to cover certain unit renovation work (see Note 6). Restricted cash included in escrow, deposits and other assets and receivables represent amounts related to real estate tax and other reserve escrows required to be held by lenders in accordance with the Company’s mortgage agreements. The restriction on these escrow reserves will lapse when the related mortgage is repaid.
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Earnings Per Common Share |
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Earnings Per Common Share |
Note 3 — Earnings Per Common Share
Basic earnings per share was determined by dividing net income allocable to common stockholders for each period by the weighted average number of shares of common stock outstanding during the applicable period. Net income is also allocated to the unvested restricted stock outstanding during each period, as the unvested restricted stock is entitled to receive dividends and is therefore considered a participating security. As of March 31, 2018, the shares of common stock underlying the restricted stock units awarded under the 2016 Incentive Plan are excluded from the basic earnings per share calculation, as these units are not participating securities. The restricted stock units issued pursuant to the 2009 and 2016 Incentive Plans are referred to as “RSUs”.
Diluted earnings per share reflects the potential dilution that could occur if securities or other rights exercisable for, or convertible into, common stock were exercised or converted or otherwise resulted in the issuance of common stock that shared in the earnings of the Company.
The following table identifies the impact to the diluted weighted average number of shares of common stock related to the RSUs under the plans identified in the table below:
The following table provides a reconciliation of the numerator and denominator of earnings per share calculations (amounts in thousands, except per share amounts):
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Real Estate Acquisition |
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Real Estate Acquisition |
Note 4 — Real Estate Acquisition
On March 28, 2018, the Company acquired, in a sale-leaseback transaction, an industrial facility located in Pennsburg, Pennsylvania for $12,675,000, leased through 2028, to two tenants affiliated with the seller. The Company determined the gross assets acquired are concentrated in a single identifiable asset. Therefore, the transaction does not meet the definition of a business and is accounted for as an asset acquisition. As such, direct transaction costs of $225,000 associated with this asset acquisition has been capitalized to real estate assets and depreciated over the respective useful lives.
The following chart details the allocation of the purchase price for the Company’s acquisition of real estate during the three months ended March 31, 2018 (amounts in thousands):
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Sale of Property |
3 Months Ended |
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Mar. 31, 2018 | |
Sale of Property | |
Sale of Property |
Note 5 — Sale of Property
On January 30, 2018, the Company sold a property located in Fort Bend, Texas and owned by a consolidated joint venture in which the Company held an 85% interest, for $8,958,000, net of closing costs, and paid off the $4,410,000 mortgage. This property accounted for 0.3% and 1.1% of the Company’s rental income, net, during the three months ended March 31, 2018 and 2017, respectively. The sale resulted in a gain of $2,408,000 which was recorded as Gain on sale of real estate, net, in the consolidated statement of income for the three months ended March 31, 2018. The non-controlling interest’s share of the gain was $776,000.
On January 1, 2018, the Company adopted ASU No. 2017-05, Other Income — Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets, using the modified retrospective transition method. As leasing is the Company’s primary activity, the Company determined that its sales of real estate, which are nonfinancial assets, are sold to noncustomers and fall within the scope of ASC 610-20. The Company determined it would recognize the full gain on the sale of the Fort Bend, Texas property as the Company has no (i) controlling financial interest in the property and (ii) continuing interest or obligation with respect to the property sold. The Company re-assessed and determined there were no open contracts or partial sales and as such, the adoption of this ASU did not (i) result in a cumulative adjustment as of January 1, 2018, and (ii) have any impact on the Company’s consolidated financial statements.
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Variable Interest Entities, Contingent Liabilities and Consolidated Joint Ventures |
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Variable Interest Entities, Contingent Liabilities and Consolidated Joint Ventures |
Note 6 — Variable Interest Entities, Contingent Liabilities and Consolidated Joint Ventures
Variable Interest Entities — Ground Leases
The Company determined that with respect to the properties identified in the table below, it has a variable interest through its ground leases and the three owner/operators (which are affiliated with one another) are VIEs because their equity investment at risk is insufficient to finance its activities without additional subordinated financial support. The Company further determined that it is not the primary beneficiary of any of these VIEs because the Company has shared power over certain activities that most significantly impact the owner/operator’s economic performance (i.e., shared rights on the sale of the property) and therefore, does not consolidate these VIEs for financial statement purposes. Accordingly, the Company accounts for these investments as land and the revenues from the ground leases as Rental income, net. Such rental income amounted to $1,006,000 and $888,000 for the three months ended March 31, 2018 and 2017, respectively.
The following chart details the VIEs through the Company’s ground leases and the aggregate carrying amount and maximum exposure to loss as of March 31, 2018 (dollars in thousands):
Pursuant to the terms of the ground lease for the Wheaton, Illinois property, the owner/operator is obligated to make certain unit renovations as and when units become vacant. Cash reserves to cover such renovation work, received by the Company in conjunction with the purchase of the property, are disbursed when the unit renovations are completed. The related cash reserve balance for this property was $429,000 and $443,000 at March 31, 2018 and December 31, 2017, respectively, and is included in Restricted cash on the consolidated balance sheets.
Variable Interest Entity — Consolidated Joint Ventures
With respect to the five consolidated joint ventures in which the Company holds between a 90% to 95% interest, the Company has determined such ventures are VIEs because the non-controlling interests do not hold substantive kick-out or participating rights.
In each of these consolidated joint ventures, the Company has determined it is the primary beneficiary of the VIE as it has the power to direct the activities that most significantly impact each joint venture’s performance including management, approval of expenditures, and the obligation to absorb the losses or rights to receive benefits. Accordingly, the Company consolidates the operations of these joint ventures for financial statement purposes. The joint ventures’ creditors do not have recourse to the assets of the Company other than those held by these joint ventures.
The following is a summary of the consolidated VIEs’ carrying amounts and classification in the Company’s consolidated balance sheets, none of which are restricted (amounts in thousands):
At March 31, 2018 and December 31, 2017, MCB Real Estate, LLC and its affiliates (‘‘MCB’’) are the Company’s joint venture partner in four consolidated joint ventures in which the Company has aggregate equity investments of approximately $9,604,000 and $9,705,000, respectively.
Distributions to each joint venture partner are determined pursuant to the applicable operating agreement and may not be pro rata to the equity interest each partner has in the applicable venture.
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Investment in Unconsolidated Joint Ventures |
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Mar. 31, 2018 | |
Investment in Unconsolidated Joint Ventures | |
Investment in Unconsolidated Joint Ventures |
Note 7 — Investment in Unconsolidated Joint Ventures
At March 31, 2018 and December 31, 2017, the Company’s five unconsolidated joint ventures each owned and operated one property. The Company’s equity investment in such unconsolidated joint ventures at such dates totaled $10,921,000 and $10,723,000, respectively. The Company recorded equity in earnings of $195,000 and $245,000 for the three months ended March 31, 2018 and 2017, respectively.
At March 31, 2018, MCB is the Company’s joint venture partner in one of these unconsolidated joint ventures in which the Company has an equity investment of $8,324,000.
On April 5, 2018, an unconsolidated joint venture sold its building and a portion of its land, located in Savannah, Georgia for $2,600,000, net of closing costs. The Company anticipates its 50% share of the gain from this sale will be approximately $70,000, which will be recognized in the three months ending June 30, 2018. The unconsolidated joint venture retained approximately 5 acres of land at this property.
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Allowance for Doubtful Accounts |
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Mar. 31, 2018 | |
Allowance for Doubtful Accounts | |
Allowance for Doubtful Accounts |
Note 8 — Allowance for Doubtful Accounts
The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of a tenant to make required rent and other payments. If the financial condition of a specific tenant were to deteriorate, adversely impacting its ability to make payments, allowances may be required. At March 31, 2018 and December 31, 2017, there was no balance in allowance for doubtful accounts.
The Company records bad debt expense as a reduction of rental income and/or tenant reimbursements.
During the three months ended March 31, 2017, the Company recorded bad debt expense of $296,000 related to tenant reimbursements due from a former tenant that filed for Chapter 11 bankruptcy protection. In connection with this tenant, the Company wrote-off (i) $263,000 of unbilled straight-line rent receivable as a reduction to rental income and (ii) $646,000 of tenant origination costs as an increase to depreciation expense. There was no bad debt expense in the three months ended March 31, 2018.
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Debt Obligations |
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Debt Obligations |
Note 9 — Debt Obligations
Mortgages Payable
The following table details the Mortgages payable, net, balances per the consolidated balance sheets (amounts in thousands):
Line of Credit
The Company has a credit facility with Manufacturers & Traders Trust Company, People’s United Bank, VNB New York, LLC, and Bank Leumi USA, pursuant to which the Company may borrow up to $100,000,000, subject to borrowing base requirements. The facility, which matures December 31, 2019, provides that the Company pay an interest rate equal to the one month LIBOR rate plus an applicable margin ranging from 175 basis points to 300 basis points depending on the ratio of the Company’s total debt to total value, as determined pursuant to the facility. At March 31, 2018 and 2017, the applicable margin was 175 basis points. An unused facility fee of .25% per annum applies to the facility. The average interest rate on the facility was approximately 3.35% and 2.52% for the three months ended March 31, 2018 and 2017, respectively. The Company was in compliance with all covenants at March 31, 2018.
The following table details the Line of credit, net, balances per the consolidated balance sheets (amounts in thousands):
At May 2, 2018, there was an outstanding balance of $15,300,000 (before unamortized deferred financing costs) under the facility.
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Related Party Transactions |
3 Months Ended |
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Mar. 31, 2018 | |
Related Party Transactions | |
Related Party Transactions |
Note 10 — Related Party Transactions
Compensation and Services Agreement
Pursuant to the compensation and services agreement with Majestic Property Management Corp. (“Majestic”), the Company pays fees to Majestic and Majestic provides to the Company the services of all affiliated executive, administrative, legal, accounting, clerical and property management personnel, as well as property acquisition, sale and lease consulting and brokerage services, consulting services with respect to mortgage financings and construction supervisory services. Majestic is wholly-owned by the Company’s vice-chairman and certain of the Company’s executive officers are officers of, and are compensated by, Majestic. The fee the Company pays Majestic is negotiated each year by Majestic and the Compensation and/or Audit Committees of the Company’s Board of Directors, and is approved by such committees and the independent directors.
In consideration for the services described above, the Company paid Majestic $678,000 and $665,000 for the three months ended March 31, 2018 and 2017, respectively. Included in these fees are $299,000 and $285,000 of property management costs for the three months ended March 31, 2018 and 2017, respectively. The property management fee portion of the compensation and services agreement is paid based on 1.5% and 2.0% of the rental payments (including tenant reimbursements) actually received by the Company from net lease tenants and operating lease tenants, respectively. The Company does not pay Majestic property management fees with respect to properties managed by third parties. Majestic credits against the fees due to it under the compensation and services agreement any management or other fees received by it from any joint venture in which the Company is a joint venture partner. The compensation and services agreement also provides for an additional payment to Majestic of $54,000 for each of the three months ended March 31, 2018 and 2017, for the Company’s share of all direct office expenses, including rent, telephone, postage, computer services, internet usage and supplies. The Company does not pay any fees or expenses to Majestic for such services except for the fees described in this paragraph.
Executive officers and others providing services to the Company under the compensation and services agreement were awarded shares of restricted stock and RSUs under the Company’s stock incentive plans (described in Note 12). The related expense charged to the Company’s operations was $417,000 and $381,000 for the three months ended March 31, 2018 and 2017, respectively.
The fees paid under the compensation and services agreement (except for the property management fees which are included in Real estate expenses) and the costs of the stock incentive plans are included in General and administrative expense on the consolidated statements of income for the three months ended March 31, 2018 and 2017.
Joint Venture Partners and Affiliates
The Company paid an aggregate of $43,000 and $49,000 for the three months ended March 31, 2018 and 2017, respectively, to its consolidated joint venture partners or their affiliates (none of whom are officers, directors or employees of the Company) for property management fees, which are included in Real estate expenses on the consolidated statements of income.
The Company’s unconsolidated joint ventures paid management fees of $51,000 and $46,000 for the three months ended March 31, 2018 and 2017, respectively, to the other partner of the venture, which reduced Equity in earnings of unconsolidated joint ventures on the consolidated statements of income by $25,000 and $23,000 for the three months ended March 31, 2018 and 2017, respectively.
Other
During the three months ended March 31, 2018 and 2017, the Company paid quarterly fees of $69,000 to the Company’s chairman and $27,500 to the Company’s vice-chairman. These fees are included in General and administrative expenses on the consolidated statements of income.
The Company obtains its property insurance in conjunction with Gould Investors L.P. (“Gould Investors”), a related party, and reimburses Gould Investors annually for the Company’s insurance cost relating to its properties. Included in Real estate expenses on the consolidated statements of income is insurance expense of $201,000 and $173,000 for the three months ended March 31, 2018 and 2017, respectively of amounts reimbursed to Gould Investors in prior periods.
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Common Stock Cash Dividend |
3 Months Ended |
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Mar. 31, 2018 | |
Common Stock Cash Dividend | |
Common Stock Cash Dividend |
Note 11 — Common Stock Cash Dividend
On March 12, 2018, the Board of Directors declared a quarterly cash dividend of $.45 per share on the Company’s common stock, totaling $8,581,000. The quarterly dividend was paid on April 6, 2018 to stockholders of record on March 27, 2018.
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Stock Based Compensation |
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Stock Based Compensation |
Note 12 — Stock Based Compensation
The Company’s 2016 Incentive Plan (‘‘Plan’’), approved by the Company’s stockholders in June 2016, permits the Company to grant, among other things, stock options, restricted stock, RSUs, performance share awards and dividend equivalent rights and any one or more of the foregoing to its employees, officers, directors and consultants. A maximum of 750,000 shares of the Company’s common stock is authorized for issuance pursuant to this Plan. As of March 31, 2018, (i) restricted stock awards with respect to 284,850 shares had been issued, of which 100 shares were forfeited and 3,000 shares had vested, and (ii) as further described below, RSUs with respect to 76,250 shares had been issued and are outstanding.
Under the Company’s 2012 Incentive Plan, as of March 31, 2018, 500,700 shares had been issued, of which 3,350 shares were forfeited and 127,450 shares had vested. No additional awards may be granted under this plan.
For accounting purposes, the restricted stock is not included in the shares shown as outstanding on the balance sheet until they vest; however, dividends are paid on the unvested shares. The restricted stock grants are charged to General and administrative expense over the respective vesting periods based on the market value of the common stock on the grant date. Unless earlier forfeited because the participant’s relationship with the Company terminated, unvested restricted stock awards vest on the fifth anniversary of the grant date, and under certain circumstances may vest earlier.
In 2017, the Company granted RSUs exchangeable for up to 76,250 shares of common stock upon satisfaction, through June 30, 2020, of specified conditions. Specifically, up to 50% of these RSUs vest upon achievement of metrics related to average annual total stockholder return (the “TSR Awards”), which metrics meet the definition of a market condition, and up to 50% vest upon achievement of metrics related to average annual return on capital (the “ROC Awards”), which metrics meet the definition of a performance condition. The holders of the RSUs are not entitled to dividends or to vote the underlying shares until such RSUs vest and shares are issued. Accordingly, the shares underlying these RSUs are not included in the shares shown as outstanding on the balance sheet. For the ROC Awards, the performance assumptions are re-evaluated quarterly. Expense is not recognized on the RSUs which the Company does not expect to vest as a result of service conditions or the Company’s performance expectations.
The total amount recorded as deferred compensation is $1,002,000, based on performance and market assumptions and will be charged to General and administrative expense over the three year performance cycle. None of these RSUs were forfeited or vested during the three months ended March 31, 2018.
In 2010, RSUs exchangeable for up to 200,000 shares of common stock were awarded pursuant to the Company’s 2009 Incentive Plan. The holders of RSUs were not entitled to dividends or to vote the underlying shares until the RSUs vested and the underlying shares were issued. During 2017, 113,584 shares of common stock underlying the RSUs were deemed to have vested and were issued. RSUs with respect to the balance of 86,416 shares were forfeited.
The following is a summary of the activity of the equity incentive plans:
As of March 31, 2018, total compensation costs of $9,118,000 and $816,000 related to non-vested restricted stock awards and RSUs, respectively, have not yet been recognized. These compensation costs will be charged to General and administrative expense over the remaining respective vesting periods. The weighted average vesting period is 2.9 years for the restricted stock and 2.3 years for the RSUs.
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Fair Value Measurements |
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Fair Value Measurements | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Measurements |
Note 13 — Fair Value Measurements
The Company measures the fair value of financial instruments 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, a fair value hierarchy distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity and the reporting entity’s own assumptions about market participant assumptions. In accordance with the fair value hierarchy, Level 1 assets/liabilities are valued based on quoted prices for identical instruments in active markets, Level 2 assets/liabilities are valued based on quoted prices in active markets for similar instruments, on quoted prices in less active or inactive markets, or on other “observable” market inputs and Level 3 assets/liabilities are valued based significantly on “unobservable” market inputs.
The carrying amounts of cash and cash equivalents, restricted cash, escrow, deposits and other assets and receivables (excluding interest rate swaps), dividends payable, and accrued expenses and other liabilities (excluding interest rate swaps), are not measured at fair value on a recurring basis, but are considered to be recorded at amounts that approximate fair value.
At March 31, 2018, the $393,349,000 estimated fair value of the Company’s mortgages payable is greater than their $393,085,000 carrying value (before unamortized deferred financing costs) by approximately $264,000 assuming a blended market interest rate of 4.25% based on the 8.7 year weighted average remaining term to maturity of the mortgages. At December 31, 2017, the $397,103,000 estimated fair value of the Company’s mortgages payable is greater than their $396,946,000 carrying value (before unamortized deferred financing costs) by approximately $157,000 assuming a blended market interest rate of 4.25% based on the 8.7 year weighted average remaining term to maturity of the mortgages.
At March 31, 2018 and December 31, 2017, the carrying amount of the Company’s line of credit (before unamortized deferred financing costs) of $20,900,000 and $9,400,000, respectively, approximates its fair value.
The fair value of the Company’s mortgages payable and line of credit are estimated using unobservable inputs such as available market information and discounted cash flow analysis based on borrowing rates the Company believes it could obtain with similar terms and maturities. These fair value measurements fall within Level 3 of the fair value hierarchy.
Considerable judgment is necessary to interpret market data and develop estimated fair value. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.
Fair Value on a Recurring Basis
The fair value of the Company’s derivative financial instruments, using Level 2 inputs, was determined to be the following (amounts in thousands):
The Company does not own any financial instruments that are measured on a recurring basis and that are classified as Level 1 or 3.
The Company’s objective in using interest rate swaps is to add stability to interest expense. The Company does not use derivatives for trading or speculative purposes.
Fair values are approximated using widely accepted valuation techniques including discounted cash flow analysis on the expected cash flows of the derivatives. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities.
Although the Company has determined 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 it use Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by the Company and its counterparty. As of March 31, 2018, the Company has assessed and determined the impact of the credit valuation adjustments on the overall valuation of its derivative positions is not significant. As a result, the Company determined its derivative valuation is classified in Level 2 of the fair value hierarchy.
As of March 31, 2018, the Company had entered into 28 interest rate derivatives, all of which were interest rate swaps, related to 28 outstanding mortgage loans with an aggregate $132,039,000 notional amount and mature between 2018 and 2028 (weighted average remaining term to maturity of 6.8 years). Such interest rate swaps, all of which were designated as cash flow hedges, converted LIBOR based variable rate mortgages to fixed annual rate mortgages (with interest rates ranging from 3.02% to 5.38% and a weighted average interest rate of 4.11% at March 31, 2018). The fair values of the Company’s derivatives in asset and liability positions are reflected as other assets or other liabilities on the consolidated balance sheets.
Three of the Company’s unconsolidated joint ventures, in which wholly-owned subsidiaries of the Company are 50% partners, had two interest rate derivatives outstanding at March 31, 2018 which were designated as cash flow hedges. One of these interest rate swaps with a $7,022,000 notional amount has an interest rate of 3.49% and matures in 2022. The other interest rate swap with a $3,402,000 notional amount had an interest rate of 5.81%. In connection with the sale of one of these unconsolidated joint venture properties in Savannah, Georgia, this swap was terminated when the related mortgage was paid off at its maturity in April 2018 (see Note 7).
The following table presents the effect of the Company’s derivative financial instruments on the consolidated statements of income for the periods presented (amounts in thousands):
No amounts were reclassified from Accumulated other comprehensive income into Interest expense or Equity in earnings as a result of forecasted transactions being no longer probable of occurring for the three months ended March 31, 2018 and 2017. No gain or loss was recognized with respect to amounts excluded from effectiveness testing on the Company’s cash flow hedges for the three months ended March 31, 2018 and 2017.
During the twelve months ending March 31, 2019, the Company estimates an additional $94,000 will be reclassified from other Accumulated other comprehensive income as an increase to Interest expense and $12,000 will be reclassified from Accumulated other comprehensive income as an increase to Equity in earnings of unconsolidated joint ventures.
The derivative agreements in effect at March 31, 2018 provide that if the wholly-owned subsidiary of the Company which is a party to the agreement defaults or is capable of being declared in default on any of its indebtedness, then a default can be declared on such subsidiary’s derivative obligation. In addition, the Company is a party to the derivative agreements and if there is a default by the subsidiary on the loan subject to the derivative agreement to which the Company is a party and if there are swap breakage losses on account of the derivative being terminated early, then the Company could be held liable for such swap breakage losses, if any.
As of March 31, 2018 and December 31, 2017, the fair value of the derivatives in a liability position, including accrued interest of $24,000 and $53,000, respectively, but excluding any adjustments for nonperformance risk, was approximately $436,000 and $1,638,000, respectively. In the event the Company breaches any of the contractual provisions of the derivative contracts, it would be required to settle its obligations thereunder at their termination liability value of $436,000 and $1,638,000 as of March 31, 2018 and December 31, 2017, respectively. This termination liability value, net of adjustments for nonperformance risk of $29,000 and $93,000, is included in Accrued expenses and other liabilities on the consolidated balance sheet at March 31, 2018 and December 31, 2017, respectively.
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Commitments |
3 Months Ended |
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Mar. 31, 2018 | |
Commitments | |
Commitments |
Note 14 — Commitments
The Company is contractually required to expend approximately $7,800,000 through 2018 for building expansion and improvements at its property tenanted by L-3 Communications, located in Hauppauge, New York, of which $5,256,000 has been spent through March 31, 2018.
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New Accounting Pronouncements |
3 Months Ended |
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Mar. 31, 2018 | |
New Accounting Pronouncements | |
New Accounting Pronouncements |
Note 15 — New Accounting Pronouncements
In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities, which amends the presentation and disclosure requirements for hedge accounting and changes how companies assess hedge effectiveness. This ASU is intended to more closely align hedge accounting with companies’ risk management strategies, simplify the application of hedge accounting, and increase transparency as to the scope and results of hedging programs. The Company early adopted this guidance on January 1, 2018 using the modified retrospective transition method and its adoption did not have any impact on the Company’s previously reported income from operations, net income or accumulated undistributed net income for the periods presented.
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The guidance replaces the current “incurred loss” model with an “expected loss” approach. The guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted after December 2018. The Company is evaluating the new guidance to determine if, and to the extent, it will impact the consolidated financial statements.
In February 2016, the FASB issued ASU No. 2016-02, Leases, which amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. The effective date of the standard will be fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, and early adoption is permitted. The new leases standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. The Company is currently evaluating this new standard. The Company anticipates adopting this guidance effective as of January 1, 2019 and will apply the modified retrospective approach.
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which outlines a new, single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The new model requires revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration a company expects to receive in exchange for those goods or services. In July 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, which delays the effective date of ASU No. 2014-09 by one year. In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net), which is intended to improve the operability and understandability of the implementation guidance on principal versus agent considerations. ASU No. 2014-09, ASU No. 2015-14 and ASU No. 2016-08 are herein collectively referred to as the “New Revenue Recognition Standards”. The Company adopted the New Revenue Recognition Standards on January 1, 2018 using the modified retrospective transition method. The Company’s main revenue streams are rental revenues and tenant reimbursements. Such revenues are related to lease contracts with tenants which currently fall within the scope of ASC Topic 840, and will fall within the scope of ASC Topic 842 upon the adoption of ASU No. 2016-02 on January 1, 2019 (the Company’s sales of real estate are within the scope of ASU No. 2017-05, see Note 5). Accordingly, the adoption of the New Revenue Recognition Standards did not (i) result in a cumulative adjustment as of January 1, 2018, and (ii) have any impact on the Company’s consolidated financial statements.
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Subsequent Events |
3 Months Ended |
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Mar. 31, 2018 | |
Subsequent Events | |
Subsequent Events |
Note 16 — Subsequent Events
From April 1, 2018 through May 7, 2018, the Company sold 10,600 shares through its equity offering program for proceeds of $254,000, net of commissions of $2,600. There were no sales during the three months ended March 31, 2018.
Subsequent events have been evaluated and except as disclosed herein, there were no other events relative to the consolidated financial statements that require additional disclosure.
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Summary Accounting Policies (Policies) |
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Principles of Consolidation/Basis of Preparation |
Principles of Consolidation/Basis of Preparation
The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and include all of the information and disclosures required by U.S. Generally Accepted Accounting Principles (“GAAP”) for interim reporting. Accordingly, they do not include all of the disclosures required by GAAP for complete financial statement disclosures. In the opinion of management, all adjustments of a normal recurring nature necessary for fair presentation have been included. The results of operations for the three months ended March 31, 2018 and 2017 are not necessarily indicative of the results for the full year. These statements should be read in conjunction with the consolidated financial statements and related notes included in OLP’s Annual Report on Form 10-K for the year ended December 31, 2017.
The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.
The consolidated financial statements include the accounts and operations of OLP, its wholly-owned subsidiaries, its joint ventures in which the Company, as defined, has a controlling interest, and variable interest entities (“VIEs”) of which the Company is the primary beneficiary. OLP and its consolidated subsidiaries are referred to herein as the “Company”. Material intercompany items and transactions have been eliminated in consolidation.
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Investment in Joint Ventures and Variable Interest Entities |
Investment in Joint Ventures and Variable Interest Entities
The Financial Accounting Standards Board, or FASB, provides guidance for determining whether an entity is a VIE. VIEs are defined as entities in which equity investors do not have the characteristics of a controlling financial interest or do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support. A VIE is required to be consolidated by its primary beneficiary, which is the party that (i) has the power to control the activities that most significantly impact the VIE’s economic performance and (ii) has the obligation to absorb losses, or the right to receive benefits, of the VIE that could potentially be significant to the VIE.
The Company assesses the accounting treatment for each of its investments, including a review of each venture or limited liability company or partnership agreement, to determine the rights of each party and whether those rights are protective or participating. The agreements typically contain certain protective rights, such as the requirement of partner approval to sell, finance or refinance the property and to pay capital expenditures and operating expenditures outside of the approved budget or operating plan. In situations where, among other things, the Company and its partners jointly (i) approve the annual budget, (ii) approve certain expenditures, (iii) prepare or review and approve the joint venture’s tax return before filing, and (iv) approve each lease at a property, the Company does not consolidate as the Company considers these to be substantive participation rights that result in shared, joint power over the activities that most significantly impact the performance of the joint venture or property. Additionally, the Company assesses the accounting treatment for any interests pursuant to which the Company may have a variable interest as a lessor. Leases may contain certain protective rights, such as the right of sale and the receipt of certain escrow deposits.
The Company accounts for its investments in unconsolidated joint ventures under the equity method of accounting. All investments in unconsolidated joint ventures have sufficient equity at risk to permit the entity to finance its activities without additional subordinated financial support and, as a group, the holders of the equity at risk have power through voting rights to direct the activities of these ventures. As a result, none of these joint ventures are VIEs. In addition, the Company shares power with its co-managing members over these entities, and therefore the entities are not consolidated. These investments are recorded initially at cost, as investments in unconsolidated joint ventures, and subsequently adjusted for their share of equity in earnings, cash contributions and distributions. None of the joint venture debt is recourse to the Company, subject to standard carve-outs.
The Company periodically reviews its investments in unconsolidated joint ventures for other-than-temporary losses in investment value. Any decline that is not expected to be recovered based on the underlying assets of the investment is considered other than temporary and an impairment charge is recorded as a reduction in the carrying value of the investment. During the three months ended March 31, 2018 and 2017, there were no impairment charges related to the Company’s investments in unconsolidated joint ventures.
The Company has elected to follow the cumulative earnings approach when assessing, for the consolidated statement of cash flows, whether the distribution from the investee is a return of the investor’s investment as compared to a return on its investment. The source of the cash generated by the investee to fund the distribution is not a factor in the analysis (that is, it does not matter whether the cash was generated through investee refinancing, sale of assets or operating results). Consequently, the investor only considers the relationship between the cash received from the investee to its equity in the undistributed earnings of the investee, on a cumulative basis, in assessing whether the distribution from the investee is a return on or return of its investment. Cash received from the unconsolidated entity is presumed to be a return on the investment to the extent that, on a cumulative basis, distributions received by the investor are less than its share of the equity in the undistributed earnings of the entity.
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Reclassifications |
Reclassifications
Certain amounts previously reported in the consolidated financial statements have been reclassified in the accompanying consolidated financial statements to conform to the current period’s presentation, primarily to change the presentation of restricted cash on the consolidated statement of cash flows for the three months ended March 31, 2017. The change was made because, as of January 1, 2018, the Company adopted ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, which requires amounts generally described as restricted cash to be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The adoption of this ASU has no impact on the Company’s previously reported consolidated balance sheets, consolidated statements of income, net income or accumulated undistributed net income for the periods presented.
As a result of the adoption of this guidance, the following table depicts the adjustments to the Company’s previously reported consolidated statement of cash flows (amounts in thousands):
The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows (amounts in thousands):
Amounts included in restricted cash represent the cash reserve balance received from an owner/operator at one of the Company’s ground leases to cover certain unit renovation work (see Note 6). Restricted cash included in escrow, deposits and other assets and receivables represent amounts related to real estate tax and other reserve escrows required to be held by lenders in accordance with the Company’s mortgage agreements. The restriction on these escrow reserves will lapse when the related mortgage is repaid.
|
Summary Accounting Policies (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2018 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary Accounting Policies | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of table depicts the adjustments to the Company's previously reported consolidated statement of cash flows |
As a result of the adoption of this guidance, the following table depicts the adjustments to the Company’s previously reported consolidated statement of cash flows (amounts in thousands):
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets |
The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows (amounts in thousands):
|
Earnings Per Common Share (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Mar. 31, 2018 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Earnings Per Common Share | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of impact to the diluted weighted average number of shares of common stock related to the RSUs |
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of reconciliation of the numerator and denominator of earnings per share calculations |
The following table provides a reconciliation of the numerator and denominator of earnings per share calculations (amounts in thousands, except per share amounts):
|
Real Estate Acquisition (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2018 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Real Estate Acquisition | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of allocation of the purchase price for the company's acquisitions of real estate |
The following chart details the allocation of the purchase price for the Company’s acquisition of real estate during the three months ended March 31, 2018 (amounts in thousands):
|
Variable Interest Entities, Contingent Liabilities and Consolidated Joint Ventures (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Mar. 31, 2018 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Unconsolidated JV | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Variable Interest Entities through Ground Leases and Carrying Amount and Maximum Exposure to Loss |
The following chart details the VIEs through the Company’s ground leases and the aggregate carrying amount and maximum exposure to loss as of March 31, 2018 (dollars in thousands):
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consolidated JV | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of our variable interests in identified VIEs |
The following is a summary of the consolidated VIEs’ carrying amounts and classification in the Company’s consolidated balance sheets, none of which are restricted (amounts in thousands):
|
Debt Obligations (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2018 | |||||||||||||||||||||||||||||||||||||||||||||||||
Debt Obligations | |||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Mortgages payable, net |
The following table details the Mortgages payable, net, balances per the consolidated balance sheets (amounts in thousands):
|
||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Line of credit, net |
The following table details the Line of credit, net, balances per the consolidated balance sheets (amounts in thousands):
|
Stock Based Compensation (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Mar. 31, 2018 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock Based Compensation | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of the activity of the equity incentive plans |
|
Fair Value Measurements (Tables) |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Mar. 31, 2018 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Measurements | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of derivative financial instruments measured at fair value, using Level 2 inputs |
The fair value of the Company’s derivative financial instruments, using Level 2 inputs, was determined to be the following (amounts in thousands):
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of effect of derivative financial instruments on statements of income |
The following table presents the effect of the Company’s derivative financial instruments on the consolidated statements of income for the periods presented (amounts in thousands):
|
Organization and Background (Details) |
Mar. 31, 2018
state
property
|
---|---|
Organization and Background | |
Number of real estate properties | 119 |
Number of states in which properties are located | state | 30 |
Properties owned by consolidated joint ventures | |
Organization and Background | |
Number of real estate properties | 5 |
Properties owned by unconsolidated joint ventures | |
Organization and Background | |
Number of real estate properties | 5 |
Summary Accounting Policies - Investment in Joint Ventures and Variable Interest Entities (Details) $ in Thousands |
3 Months Ended |
---|---|
Mar. 31, 2018
USD ($)
item
| |
Investment in Joint Ventures and Variable Interest Entities | |
Number of Unconsolidated Joint Venture VIEs | item | 0 |
Recourse debt of joint venture | $ 0 |
Impairment charge relating to investments in unconsolidated joint ventures | $ 0 |
Real Estate Acquisition (Details) |
Mar. 28, 2018
USD ($)
item
|
Mar. 31, 2018
USD ($)
|
---|---|---|
Real Estate Acquisitions | ||
Number of tenants affiliated with the seller | item | 2 | |
Transaction costs capitalized to real estate assets | $ 225,000 | |
Pennsburg, Pennsylvania | ||
Real Estate Acquisitions | ||
Purchase price to acquire sale-leaseback transaction | $ 12,675,000 | |
Campania International/U.S. Tape industrial facility, Pennsburg, Pennsylvania | ||
Allocation of purchase price for the company's real estate acquisitions | ||
Land | $ 1,776,000 | |
Building | 10,397,000 | |
Building Improvements | 727,000 | |
Total | $ 12,900,000 |
Sale of Property (Details) - USD ($) |
3 Months Ended | |||
---|---|---|---|---|
Jan. 30, 2018 |
Mar. 31, 2018 |
Mar. 31, 2017 |
Jan. 31, 2018 |
|
Sale of Properties | ||||
Total sales price, net of closing costs | $ 8,958,000 | |||
Mortgage loan paid off | $ 9,099,000 | |||
Property located in Fort Bend, Texas | ||||
Sale of Properties | ||||
Ownership percentage | 85.00% | |||
Property located in Fort Bend, Texas | Consolidated JV | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||
Sale of Properties | ||||
Mortgage balance paid off | $ 4,410,000 | |||
Ownership percentage | 85.00% | |||
Rental revenue percentage from property | 0.30% | 1.10% | ||
Gain on Sales of Real Estate, Net | $ 2,408,000 | |||
Property located in Fort Bend, Texas | Consolidated JV | Non-Controlling Interests in Consolidated Joint Ventures | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||
Sale of Properties | ||||
Non-controlling interest's share of the gain | $ 776,000 | |||
Sale of Property | Property located in Fort Bend, Texas | Consolidated JV | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||
Sale of Properties | ||||
Sales Price | $ 8,958,000 |
Variable Interest Entities, Contingent Liabilities and Consolidated Joint Ventures - Ground Leases (Details) |
1 Months Ended | 3 Months Ended | ||
---|---|---|---|---|
Nov. 30, 2017
USD ($)
|
Mar. 31, 2018
USD ($)
item
|
Mar. 31, 2017
USD ($)
|
Dec. 31, 2017
USD ($)
|
|
Variable Interest Entities | ||||
Number of VIEs through ground leases | item | 3 | |||
Owner/operator supplemental mortgage | $ 7,556,000 | |||
Owner/operator original mortgage | 43,824,000 | |||
Fixed rent payment due to second mortgage | $ 5,906,000 | |||
Cash Reserves - ground lease | $ 429,000 | $ 443,000 | ||
Accrued expenses and other liabilities | ||||
Variable Interest Entities | ||||
Fixed rent payment balance | 5,816,000 | $ 5,870,000 | ||
The Meadows Apartments, Lakemoor, Illinois; Briarbrook Village Apartments, Wheaton, Illinois and Vue Apartments, Beachwood, Ohio | ||||
Variable Interest Entities | ||||
Land Contract Purchase Price | $ 33,726,000 | |||
Units in Apartment Complex | item | 1,186 | |||
Owner/ Operator Mortgage from Third Party | $ 158,210,000 | |||
Carrying Amount and Maximum Exposure to Loss | 34,029,000 | |||
The Meadows Apartments, Lakemoor, Illinois | ||||
Variable Interest Entities | ||||
Land Contract Purchase Price | $ 9,300,000 | |||
Units in Apartment Complex | item | 496 | |||
Owner/ Operator Mortgage from Third Party | $ 51,355,000 | |||
The Meadows Apartments, Lakemoor, Illinois | Land | ||||
Variable Interest Entities | ||||
Carrying Amount and Maximum Exposure to Loss | 9,592,000 | |||
The Briarbrook Village Apartments Wheaton, Illinois | ||||
Variable Interest Entities | ||||
Land Contract Purchase Price | $ 10,530,000 | |||
Units in Apartment Complex | item | 342 | |||
Owner/ Operator Mortgage from Third Party | $ 39,411,000 | |||
The Briarbrook Village Apartments Wheaton, Illinois | Land | ||||
Variable Interest Entities | ||||
Carrying Amount and Maximum Exposure to Loss | 10,536,000 | |||
The Vue Apartments, Beachwood, Ohio | ||||
Variable Interest Entities | ||||
Land Contract Purchase Price | $ 13,896,000 | |||
Units in Apartment Complex | item | 348 | |||
Owner/ Operator Mortgage from Third Party | $ 67,444,000 | |||
The Vue Apartments, Beachwood, Ohio | Land | ||||
Variable Interest Entities | ||||
Carrying Amount and Maximum Exposure to Loss | 13,901,000 | |||
The Meadows Apartment Lakemoor, Illinois; Briarbrook Village Apartment, Wheaton, Illinois; and Vue Apartment, Beachwood, Ohio | ||||
Variable Interest Entities | ||||
Revenue from the ground lease | $ 1,006,000 | $ 888,000 |
Variable Interest Entities, Contingent Liabilities and Consolidated Joint Ventures - Consolidated Joint Ventures (Details) - Consolidated JV |
3 Months Ended |
---|---|
Mar. 31, 2018
item
| |
Variable Interest Entities | |
Number of joint ventures with controlling interest | 5 |
Minimum | |
Variable Interest Entities | |
Ownership interest in consolidated joint venture of the company (as a percent) | 90.00% |
Maximum | |
Variable Interest Entities | |
Ownership interest in consolidated joint venture of the company (as a percent) | 95.00% |
Variable Interest Entities, Contingent Liabilities and Consolidated Joint Ventures - Summary of Consolidated VIE's (Details) - USD ($) $ in Thousands |
Mar. 31, 2018 |
Dec. 31, 2017 |
||
---|---|---|---|---|
Consolidated VIEs Carrying Amount of Assets and Liabilities | ||||
Unbilled rent receivable | $ 14,367 | $ 14,125 | ||
Unamortized intangible lease assets, net | 29,147 | 30,525 | ||
Escrow, deposits and other assets and receivables | 8,132 | 6,630 | ||
Mortgages payable | 389,282 | 393,157 | ||
Accrued expenses and other liabilities | 14,835 | 16,107 | ||
Unamortized intangible lease liabilities, net | 17,057 | 17,551 | ||
Accumulated other comprehensive income (loss) | 2,899 | 155 | ||
Non-controlling interests in consolidated joint ventures | [1] | 1,468 | 1,742 | |
Consolidated VIE entities | ||||
Consolidated VIEs Carrying Amount of Assets and Liabilities | ||||
Land | 14,722 | 17,844 | ||
Buildings and improvements, net of accumulated depreciation of $3,363 and $3,811, respectively | 28,369 | 31,789 | ||
Cash | 875 | 1,145 | ||
Unbilled rent receivable | 1,091 | 1,011 | ||
Unamortized intangible lease assets, net | 1,027 | 1,241 | ||
Escrow, deposits and other assets and receivables | 1,010 | 948 | ||
Mortgages payable | 27,640 | 32,252 | ||
Accrued expenses and other liabilities | 838 | 870 | ||
Unamortized intangible lease liabilities, net | 1,907 | 2,015 | ||
Accumulated other comprehensive income (loss) | 68 | (1) | ||
Non-controlling interests in consolidated joint ventures | 1,468 | 1,742 | ||
Accumulated depreciation | 3,363 | 3,811 | ||
Unamortized deferred financing costs | $ 420 | $ 442 | ||
|
Variable Interest Entities, Contingent Liabilities and Consolidated Joint Ventures - MCB Real Estate, LLC (Details) |
3 Months Ended | ||
---|---|---|---|
Mar. 31, 2018
USD ($)
item
|
Jan. 31, 2018 |
Dec. 31, 2017
USD ($)
|
|
Property located in Fort Bend, Texas | |||
Consolidated VIEs Carrying Amount of Assets and Liabilities | |||
Ownership percentage | 85.00% | ||
Consolidated JV | |||
Consolidated VIEs Carrying Amount of Assets and Liabilities | |||
Number of joint ventures with controlling interest | 5 | ||
MCB Real Estate LLC And Its Affiliates | Consolidated JV | |||
Consolidated VIEs Carrying Amount of Assets and Liabilities | |||
Number of joint ventures with controlling interest | 4 | ||
Investment in consolidated joint ventures | $ | $ 9,604,000 | $ 9,705,000 |
Investment in Unconsolidated Joint Ventures (Details) |
3 Months Ended | 12 Months Ended | ||
---|---|---|---|---|
Apr. 05, 2018
USD ($)
item
|
Mar. 31, 2018
USD ($)
property
item
|
Mar. 31, 2017
USD ($)
|
Dec. 31, 2017
USD ($)
property
item
|
|
Investment in Unconsolidated Joint Ventures | ||||
Number of unconsolidated joint ventures | item | 5 | 5 | ||
Number of properties owned and operated by each unconsolidated joint venture | property | 1 | 1 | ||
Investment in unconsolidated joint ventures | $ 10,921,000 | $ 10,723,000 | ||
Equity in earnings of unconsolidated joint ventures | 195,000 | $ 245,000 | ||
Share of gain (as a percent) | 50.00% | |||
Gain on sale of real estate | $ 70,000 | |||
Acres of land retained | item | 5 | |||
Georgia | ||||
Investment in Unconsolidated Joint Ventures | ||||
Proceeds from the sale of a building and a portion of the land | $ 2,600,000 | |||
MCB Real Estate LLC And Its Affiliates | ||||
Investment in Unconsolidated Joint Ventures | ||||
Investment in unconsolidated joint ventures | $ 8,324,000 |
Allowance for Doubtful Accounts (Details) - USD ($) |
3 Months Ended | ||
---|---|---|---|
Mar. 31, 2017 |
Mar. 31, 2018 |
Dec. 31, 2017 |
|
Allowance for Doubtful Accounts | |||
Balance in allowance for doubtful accounts | $ 0 | $ 0 | |
Bad debt expense | $ 296,000 | ||
Write-off of unbilled rent receivable | 263,000 | ||
Write-off of unamortized intangible lease assets | $ 646,000 |
Debt Obligations- Mortgage Payable current (Details) - USD ($) |
Mar. 31, 2018 |
Dec. 31, 2017 |
---|---|---|
Mortgages Payable | ||
Mortgages payable, net | $ 389,282,000 | $ 393,157,000 |
Mortgages payable | ||
Mortgages Payable | ||
Mortgages payable, gross | 393,085,000 | 396,946,000 |
Unamortized deferred financing costs | (3,803,000) | (3,789,000) |
Mortgages payable, net | $ 389,282,000 | $ 393,157,000 |
Debt Obligations - Line of Credit (Details) - USD ($) |
3 Months Ended | |||
---|---|---|---|---|
Mar. 31, 2018 |
Mar. 31, 2017 |
May 02, 2018 |
Dec. 31, 2017 |
|
Line of Credit | ||||
Line of credit, net | $ 20,354,000 | $ 8,776,000 | ||
Facility | ||||
Line of Credit | ||||
Unused facility fee (as a percent) | 0.25% | |||
Interest rate during the period (as a percent) | 3.35% | 2.52% | ||
Line of credit, gross | $ 20,900,000 | 9,400,000 | ||
Unamortized deferred financing costs | (546,000) | (624,000) | ||
Facility | Credit Facility | ||||
Line of Credit | ||||
Line of credit, gross | 20,900,000 | $ 15,300,000 | 9,400,000 | |
Unamortized deferred financing costs | (546,000) | (624,000) | ||
Line of credit, net | 20,354,000 | $ 8,776,000 | ||
Facility | Credit Facility | Maximum | ||||
Line of Credit | ||||
Borrowing capacity | $ 100,000,000 | |||
Facility | LIBOR | Credit Facility | ||||
Line of Credit | ||||
Spread on variable interest rate (as a percent) | 1.75% | 1.75% | ||
Facility | LIBOR | Credit Facility | Maximum | ||||
Line of Credit | ||||
Spread on variable interest rate (as a percent) | 3.00% | |||
Facility | LIBOR | Credit Facility | Minimum | ||||
Line of Credit | ||||
Spread on variable interest rate (as a percent) | 1.75% |
Related Party Transactions (Details) - USD ($) |
3 Months Ended | |
---|---|---|
Mar. 31, 2018 |
Mar. 31, 2017 |
|
Related Party Transaction | ||
Share based compensation charged to operations | $ 826,000 | $ 742,200 |
Majestic | ||
Related Party Transaction | ||
Fees under compensation and services agreement | 678,000 | 665,000 |
Property management costs allocated to real estate expenses | 299,000 | 285,000 |
Additional payment for the entity's share of all direct office expenses | 54,000 | 54,000 |
Executive officers and others | ||
Related Party Transaction | ||
Share based compensation charged to operations | 417,000 | 381,000 |
Joint venture partners | ||
Related Party Transaction | ||
Real estate property management costs | 43,000 | 49,000 |
Corporate joint venture | ||
Related Party Transaction | ||
Aggregate fees paid to other partners | 51,000 | 46,000 |
Decrease in equity earnings, joint venture transaction | 25,000 | 23,000 |
Chairman | General and administrative expense | ||
Related Party Transaction | ||
Fee paid | 69,000 | 69,000 |
Vice Chairman | General and administrative expense | ||
Related Party Transaction | ||
Fee paid | 27,500 | 27,500 |
Gould Investors L.P. | ||
Related Party Transaction | ||
Insurance Reimbursement | $ 201,000 | $ 173,000 |
Net lease tenants | Majestic | ||
Related Party Transaction | ||
Property management fee (as a percent) | 1.50% | |
Operating lease tenants | Majestic | ||
Related Party Transaction | ||
Property management fee (as a percent) | 2.00% |
Common Stock Cash Dividend (Details) - USD ($) |
3 Months Ended | ||
---|---|---|---|
Mar. 12, 2018 |
Mar. 31, 2018 |
Mar. 31, 2017 |
|
Common Stock Cash Dividend | |||
Quarterly cash dividend declared (in dollars per share) | $ 0.45 | ||
Cash dividend declared | $ 8,581,000 | $ 8,581,000 | $ 7,912,000 |
Stock Based Compensation (Details) - USD ($) |
3 Months Ended | |
---|---|---|
Mar. 31, 2018 |
Mar. 31, 2017 |
|
Total charge to operations: | ||
Share based compensation charged to operations | $ 826,000 | $ 742,200 |
Restricted stock | ||
Stock Based Compensation | ||
Vesting period | 5 years | |
Summary of the activity of the incentive plans | ||
Number of shares | 144,750 | 140,100 |
Average per share grant price (in dollars per share) | $ 25.31 | $ 24.75 |
Deferred compensation to be recognized over vesting period | $ 3,664,000 | $ 3,467,000 |
Non-vested beginning of year (in shares) | 612,900 | 591,750 |
Number of non-vested shares: | ||
Non-vested beginning of year (in shares) | 612,900 | 591,750 |
Vested during year (in shares) | (106,000) | (104,950) |
Forfeitures (in shares) | (500) | |
Non-vested end of year (in shares) | 651,650 | 626,400 |
Restricted stock and RSU grants: | ||
Weighted average per share value of non-vested shares (based on grant price) (in dollars per share) | $ 23.56 | $ 19.25 |
Value of stock vested during the year (based on grant price) | $ 2,289,000 | $ 1,760,000 |
Weighted average per share value of shares forfeited during the year (based on grant price) (in dollars per share) | $ 22.64 | |
Total charge to operations: | ||
Share based compensation charged to operations | 735,000 | $ 693,900 |
Compensation costs related to non-vested awards that have not yet been recognized | $ 9,118,000 | |
Approximate weighted average vesting period | 2 years 10 months 24 days | |
RSUs | ||
Stock Based Compensation | ||
Percentage of units to be vested on satisfaction of performance criteria of average total stockholder return | 50.00% | |
Percent of number of units to be vested on satisfaction of performance criteria related to average annual return on capital | 50.00% | |
Summary of the activity of the incentive plans | ||
Non-vested beginning of year (in shares) | 76,250 | 200,000 |
Number of non-vested shares: | ||
Non-vested beginning of year (in shares) | 76,250 | 200,000 |
Forfeitures (in shares) | 0 | 0 |
Non-vested end of year (in shares) | 76,250 | 200,000 |
Total charge to operations: | ||
Share based compensation charged to operations | $ 91,000 | $ 48,300 |
Compensation costs related to non-vested awards that have not yet been recognized | $ 816,000 | |
Approximate weighted average vesting period | 2 years 3 months 18 days | |
2016 Incentive Plan | ||
Stock Based Compensation | ||
Number of shares authorized for issuance | 750,000 | |
Shares vested pursuant to Plan | 3,000 | |
2016 Incentive Plan | Restricted stock | ||
Summary of the activity of the incentive plans | ||
Number of shares | 284,850 | |
Number of non-vested shares: | ||
Forfeitures (in shares) | (100) | |
2016 Incentive Plan | RSUs | ||
Number of non-vested shares: | ||
Non-vested end of year (in shares) | 76,250 | |
2012 Incentive Plan | ||
Stock Based Compensation | ||
Shares issued pursuant to plan | 500,700 | |
Shares forfeited pursuant to Plan | 3,350 | |
Shares vested pursuant to Plan | 127,450 | |
Summary of the activity of the incentive plans | ||
Number of shares | 0 | |
Pay-for-performance program | RSUs | General and administrative expense | ||
Summary of the activity of the incentive plans | ||
Deferred compensation to be recognized over vesting period | $ 1,002,000 |
Fair Value Measurements - Available for Sale (Details) - USD ($) |
3 Months Ended | 12 Months Ended |
---|---|---|
Mar. 31, 2018 |
Dec. 31, 2017 |
|
Facility | ||
Fair Value of Financial Instruments | ||
Line of credit, gross | $ 20,900,000 | $ 9,400,000 |
Recurring | Level 2 | Interest rate swap | ||
Financial assets: | ||
Derivative financial instruments | 3,201,000 | 1,615,000 |
Financial liabilities: | ||
Derivative financial instruments | 383,000 | 1,492,000 |
Mortgages payable | ||
Fair Value of Financial Instruments | ||
Estimated fair value of mortgages payable | 393,349,000 | 397,103,000 |
Carrying value of mortgage loans | 393,085,000 | 396,946,000 |
Excess of fair value over carrying value | $ 264,000 | $ 157,000 |
Blended or estimated market interest rate (as a percent) | 4.25% | 4.25% |
Weighted average remaining term of the mortgages | 8 years 8 months 12 days | 8 years 8 months 12 days |
Fair Value Measurements - Interest Rate Derivatives (Details) - Interest rate derivatives - Cash flow hedges |
3 Months Ended |
---|---|
Mar. 31, 2018
USD ($)
item
| |
Fair Value Measurements | |
Number of interest rate derivatives held | 28 |
Number of mortgage loans outstanding | 28 |
Number of mortgage loans designated as cash flow hedges | 28 |
Notional Amount | $ | $ 132,039,000 |
Weighted average maturity | 6 years 9 months 18 days |
Weighted average annual interest rate (as a percent) | 4.11% |
Minimum | |
Fair Value Measurements | |
Fixed Interest Rate (as a percent) | 3.02% |
Maximum | |
Fair Value Measurements | |
Fixed Interest Rate (as a percent) | 5.38% |
Fair Value Measurements - Derivative Instruments, Gain (Loss) (Details) - Cash flow hedges |
3 Months Ended | 12 Months Ended | |
---|---|---|---|
Mar. 31, 2018
USD ($)
item
|
Mar. 31, 2017
USD ($)
|
Dec. 31, 2017
USD ($)
|
|
Interest rate swap | |||
Fair Value Measurements | |||
Amount of gain recognized on derivatives in Other comprehensive income | $ 2,500,000 | $ 69,000 | |
Amount of reclassification from Accumulated other comprehensive income into Interest expense | (196,000) | (509,000) | |
Reclassification of gain (loss) | |||
Amount of reclassification from Accumulated other comprehensive income into Interest expense or Equity as a result of forecasted transaction being no longer probable of occurring | 0 | 0 | |
Additional amount to be reclassified during the next twelve months | 94,000 | ||
Credit risk related contingent feature | |||
Accrued interest on derivative in a liability position | 24,000 | $ 53,000 | |
Fair value of derivative in a liability position, including accrued interest but excluding adjustments for nonperformance risk | 436,000 | 1,638,000 | |
Termination value of derivative agreement | $ 436,000 | 1,638,000 | |
Interest rate swap | Unconsolidated joint ventures | |||
Fair Value Measurements | |||
Number of unconsolidated joint ventures of the entity with interest rate derivatives outstanding | item | 3 | ||
Percentage of ownership in unconsolidated joint venture | 50.00% | ||
Number interest rate derivatives outstanding | item | 2 | ||
Amount of gain recognized on derivatives in Other comprehensive income | $ 46,000 | 9,000 | |
Amount of (loss) reclassification from Accumulated other comprehensive income (loss) into Equity in earnings of unconsolidated joint ventures | (8,000) | $ (19,000) | |
Reclassification of gain (loss) | |||
Additional amount to be reclassified during the next twelve months | 12,000 | ||
Interest rate swap | Accrued expenses and other liabilities | |||
Credit risk related contingent feature | |||
Adjustments for nonperformance risk | 29,000 | $ 93,000 | |
3.49% Interest rate swaps | Unconsolidated joint ventures | |||
Fair Value Measurements | |||
Notional Amount | $ 7,022,000 | ||
Fixed Interest Rate (as a percent) | 3.49% | ||
5.81% Interest rate swaps | Unconsolidated joint ventures | |||
Fair Value Measurements | |||
Notional Amount | $ 3,402,000 | ||
Fixed Interest Rate (as a percent) | 5.81% |
Commitments (Details) - Building located In Hauppauge, New York - USD ($) |
Dec. 31, 2018 |
Mar. 31, 2018 |
---|---|---|
Contractual obligation | $ 7,800,000 | |
Amount spent to date for improvement obligation | $ 5,256,000 |
Subsequent Events (Details) - USD ($) |
1 Months Ended | 3 Months Ended |
---|---|---|
May 07, 2018 |
Mar. 31, 2018 |
|
Shares Issued Through Equity Offering Program | ||
Number of shares sold (in shares) | 0 | |
Subsequent event | ||
Shares Issued Through Equity Offering Program | ||
Number of shares sold (in shares) | 10,600 | |
Proceeds from sale of shares, net of commission and before offering costs | $ 254,000 | |
Payment of commissions on sale of shares | $ 2,600 |