|
þ
|
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
|
|
|
For the quarterly period ended March 31, 2015
|
|
|
|
or
|
||
|
|
|
o
|
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
|
|
|
For the transition period from
to
|
Maryland
|
|
90-0885534
|
(State of incorporation)
|
|
(I.R.S. Employer Identification No.)
|
|
|
|
50 Rockefeller Plaza
|
|
|
New York, New York
|
|
10020
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Large accelerated filer
o
|
Accelerated filer
o
|
Non-accelerated filer
þ
|
Smaller reporting company
o
|
|
(Do not check if a smaller reporting company)
|
|
|
|
Page No.
|
PART I − FINANCIAL INFORMATION
|
|
|
Item 1. Financial Statements (Unaudited)
|
|
|
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||
|
||
|
||
|
||
|
||
|
||
Item 4.
Controls and Procedures
|
||
|
|
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PART II − OTHER INFORMATION
|
|
|
Item 6.
Exhibits
|
||
|
March 31, 2015
|
|
December 31, 2014
|
||||
Assets
|
|
|
|
||||
Investments in real estate:
|
|
|
|
||||
Real estate, at cost
|
$
|
705,283
|
|
|
$
|
743,735
|
|
Operating real estate, at cost
|
233,983
|
|
|
133,596
|
|
||
Accumulated depreciation
|
(17,253
|
)
|
|
(11,814
|
)
|
||
Net investments in properties
|
922,013
|
|
|
865,517
|
|
||
Real estate under construction (inclusive of $21,773 and $0, respectively, attributable to variable interest entities, or VIEs)
|
42,501
|
|
|
2,258
|
|
||
Net investments in direct financing leases
|
45,588
|
|
|
45,582
|
|
||
Note receivable
|
28,000
|
|
|
28,000
|
|
||
Net investments in real estate
|
1,038,102
|
|
|
941,357
|
|
||
Cash and cash equivalents (inclusive of $8,696 and $0, respectively, attributable to variable interest entities, or VIEs)
|
539,094
|
|
|
429,548
|
|
||
In-place lease intangible assets, net
|
159,320
|
|
|
167,635
|
|
||
Other intangible assets, net
|
23,017
|
|
|
25,667
|
|
||
Goodwill
|
8,770
|
|
|
9,692
|
|
||
Other assets, net (inclusive of $2,787 and $0, respectively, attributable to VIEs)
|
38,530
|
|
|
41,985
|
|
||
Total assets
|
$
|
1,806,833
|
|
|
$
|
1,615,884
|
|
Liabilities and Equity
|
|
|
|
||||
Liabilities:
|
|
|
|
||||
Non-recourse debt
|
$
|
578,973
|
|
|
$
|
430,462
|
|
Bonds payable
|
84,112
|
|
|
91,250
|
|
||
Deferred income taxes
|
26,220
|
|
|
28,753
|
|
||
Accounts payable, accrued expenses and other liabilities (inclusive of $411 and $0, respectively, attributable to VIEs)
|
33,525
|
|
|
26,911
|
|
||
Due to affiliate
|
24,751
|
|
|
20,651
|
|
||
Distributions payable
|
18,666
|
|
|
17,629
|
|
||
Total liabilities
|
766,247
|
|
|
615,656
|
|
||
Commitments and contingencies (
Note 11
)
|
|
|
|
||||
Equity:
|
|
|
|
||||
CPA
®
:18 – Global stockholders’ equity:
|
|
|
|
||||
Preferred stock, $0.001 par value; 50,000,000 shares authorized; none issued
|
—
|
|
|
—
|
|
||
Class A common stock, $0.001 par value; 320,000,000 shares authorized; 101,043,119 and 100,079,255 shares issued, respectively; and 100,713,608 and 99,924,009 shares outstanding, respectively
|
101
|
|
|
100
|
|
||
Class C common stock, $0.001 par value; 80,000,000 shares authorized; 28,667,196 and 18,026,013 shares issued, respectively; and 28,662,440 and 18,026,013 shares outstanding, respectively
|
29
|
|
|
18
|
|
||
Additional paid-in capital
|
1,161,196
|
|
|
1,056,862
|
|
||
Distributions and accumulated losses
|
(141,809
|
)
|
|
(111,878
|
)
|
||
Accumulated other comprehensive loss
|
(46,476
|
)
|
|
(20,941
|
)
|
||
Less: treasury stock at cost 334,267 and 155,246 shares, respectively
|
(3,222
|
)
|
|
(1,520
|
)
|
||
Total CPA
®
:18 – Global stockholders’ equity
|
969,819
|
|
|
922,641
|
|
||
Noncontrolling interests
|
70,767
|
|
|
77,587
|
|
||
Total equity
|
1,040,586
|
|
|
1,000,228
|
|
||
Total liabilities and equity
|
$
|
1,806,833
|
|
|
$
|
1,615,884
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2015
|
|
2014
|
||||
Revenues
|
|
|
|
|
||||
Lease revenues:
|
|
|
|
|
||||
Rental income
|
|
$
|
17,089
|
|
|
$
|
5,659
|
|
Interest income from direct financing leases
|
|
1,019
|
|
|
552
|
|
||
Total lease revenues
|
|
18,108
|
|
|
6,211
|
|
||
Other real estate income
|
|
6,133
|
|
|
421
|
|
||
Other operating income
|
|
2,231
|
|
|
62
|
|
||
Other interest income
|
|
700
|
|
|
—
|
|
||
|
|
27,172
|
|
|
6,694
|
|
||
Operating Expenses
|
|
|
|
|
||||
Depreciation and amortization
|
|
12,119
|
|
|
2,715
|
|
||
Acquisition expenses (inclusive of $5,462 and $15,872, respectively, to a related party)
|
|
6,600
|
|
|
18,994
|
|
||
Property expenses (inclusive of $1,417 and $331, respectively, to a related party)
|
|
3,917
|
|
|
627
|
|
||
Other real estate expenses
|
|
2,593
|
|
|
117
|
|
||
General and administrative (inclusive of $658 and $104, respectively, to a related party)
|
|
1,884
|
|
|
638
|
|
||
|
|
27,113
|
|
|
23,091
|
|
||
Other Income and Expenses
|
|
|
|
|
||||
Interest expense (inclusive of $77 and $20, respectively, to a related party)
|
|
(7,138
|
)
|
|
(2,076
|
)
|
||
Other (expenses) and income
|
|
(2,498
|
)
|
|
54
|
|
||
|
|
(9,636
|
)
|
|
(2,022
|
)
|
||
Loss before income taxes
|
|
(9,577
|
)
|
|
(18,419
|
)
|
||
Provision for income taxes
|
|
(327
|
)
|
|
(24
|
)
|
||
Net Loss
|
|
(9,904
|
)
|
|
(18,443
|
)
|
||
Net (income) loss attributable to noncontrolling interests (inclusive of Available Cash Distributions to a related party of $894 and $69, respectively)
|
|
(1,361
|
)
|
|
3,773
|
|
||
Net Loss Attributable to CPA
®
:18 – Global
|
|
$
|
(11,265
|
)
|
|
$
|
(14,670
|
)
|
|
|
|
|
|
||||
Class A common stock
|
|
|
|
|
||||
Net loss attributable to CPA
®
:18 – Global
|
|
$
|
(8,807
|
)
|
|
$
|
(13,250
|
)
|
Weighted-average shares outstanding
|
|
100,642,226
|
|
|
38,001,011
|
|
||
Loss per share
|
|
$
|
(0.09
|
)
|
|
$
|
(0.35
|
)
|
Distributions Declared Per Share
|
|
$
|
0.1562
|
|
|
$
|
0.1562
|
|
|
|
|
|
|
||||
Class C common stock
|
|
|
|
|
||||
Net loss attributable to CPA
®
:18 – Global
|
|
$
|
(2,458
|
)
|
|
$
|
(1,420
|
)
|
Weighted-average shares outstanding
|
|
22,381,181
|
|
|
3,820,432
|
|
||
Loss per share
|
|
$
|
(0.11
|
)
|
|
$
|
(0.37
|
)
|
Distributions Declared Per Share
|
|
$
|
0.1329
|
|
|
$
|
0.1329
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2015
|
|
2014
|
||||
Net Loss
|
|
$
|
(9,904
|
)
|
|
$
|
(18,443
|
)
|
Other Comprehensive Loss
|
|
|
|
|
||||
Foreign currency translation adjustments
|
|
(33,629
|
)
|
|
(285
|
)
|
||
Change in net unrealized gain (loss) on derivative instruments
|
|
2,026
|
|
|
(663
|
)
|
||
|
|
(31,603
|
)
|
|
(948
|
)
|
||
Comprehensive Loss
|
|
(41,507
|
)
|
|
(19,391
|
)
|
||
|
|
|
|
|
||||
Amounts Attributable to Noncontrolling Interests
|
|
|
|
|
||||
Net (income) loss
|
|
(1,361
|
)
|
|
3,773
|
|
||
Foreign currency translation adjustments
|
|
6,068
|
|
|
324
|
|
||
Comprehensive loss attributable to noncontrolling interests
|
|
4,707
|
|
|
4,097
|
|
||
Comprehensive Loss Attributable to CPA
®
:18 – Global
|
|
$
|
(36,800
|
)
|
|
$
|
(15,294
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
|
CPA
®
:18 – Global Stockholders
|
|
|
|
|
||||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
Additional Paid-In Capital
|
|
Distributions
and
Accumulated
Losses
|
|
Accumulated
Other Comprehensive Loss
|
|
Treasury Stock
|
|
Total CPA
®
:18 – Global Stockholders
|
|
Noncontrolling Interests
|
|
|
||||||||||||||||||||
|
Common Stock
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||
|
Class A
|
|
Class C
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
|
|
|
|
|
|
Total
|
||||||||||||||||||||||||||
Balance at January 1, 2015
|
99,924,009
|
|
|
$
|
100
|
|
|
18,026,013
|
|
|
$
|
18
|
|
|
$
|
1,056,862
|
|
|
$
|
(111,878
|
)
|
|
$
|
(20,941
|
)
|
|
$
|
(1,520
|
)
|
|
$
|
922,641
|
|
|
$
|
77,587
|
|
|
$
|
1,000,228
|
|
Shares issued, net of offering costs
|
833,103
|
|
|
1
|
|
|
10,641,183
|
|
|
11
|
|
|
103,027
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
103,039
|
|
|
—
|
|
|
103,039
|
|
|||||||||
Shares issued to affiliate
|
130,761
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,307
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,307
|
|
|
—
|
|
|
1,307
|
|
|||||||||
Contributions from noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
646
|
|
|
646
|
|
|||||||||
Distributions to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,759
|
)
|
|
(2,759
|
)
|
|||||||||
Distributions declared ($0.1562 and $0.1329 per share to Class A and Class C, respectively)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(18,666
|
)
|
|
—
|
|
|
—
|
|
|
(18,666
|
)
|
|
—
|
|
|
(18,666
|
)
|
|||||||||
Net Loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11,265
|
)
|
|
—
|
|
|
—
|
|
|
(11,265
|
)
|
|
1,361
|
|
|
(9,904
|
)
|
|||||||||
Other Comprehensive Loss:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Foreign currency translation adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(27,561
|
)
|
|
—
|
|
|
(27,561
|
)
|
|
(6,068
|
)
|
|
(33,629
|
)
|
|||||||||
Change in net unrealized gain on derivative instruments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,026
|
|
|
—
|
|
|
2,026
|
|
|
—
|
|
|
2,026
|
|
|||||||||
Repurchase of shares
|
(174,265
|
)
|
|
—
|
|
|
(4,756
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,702
|
)
|
|
(1,702
|
)
|
|
—
|
|
|
(1,702
|
)
|
|||||||||
Balance at March 31, 2015
|
100,713,608
|
|
|
$
|
101
|
|
|
28,662,440
|
|
|
$
|
29
|
|
|
$
|
1,161,196
|
|
|
$
|
(141,809
|
)
|
|
$
|
(46,476
|
)
|
|
$
|
(3,222
|
)
|
|
$
|
969,819
|
|
|
$
|
70,767
|
|
|
$
|
1,040,586
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Balance at January 1, 2014
|
21,290,097
|
|
|
$
|
21
|
|
|
2,776,001
|
|
|
$
|
3
|
|
|
$
|
215,371
|
|
|
$
|
(2,567
|
)
|
|
$
|
(94
|
)
|
|
$
|
—
|
|
|
$
|
212,734
|
|
|
$
|
37,737
|
|
|
$
|
250,471
|
|
Shares issued, net of offering costs
|
38,003,231
|
|
|
38
|
|
|
2,218,382
|
|
|
2
|
|
|
359,512
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
359,552
|
|
|
—
|
|
|
359,552
|
|
|||||||||
Shares issued to affiliate
|
21,540
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
215
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
215
|
|
|
—
|
|
|
215
|
|
|||||||||
Contributions from noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
95,889
|
|
|
95,889
|
|
|||||||||
Distributions to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8,357
|
)
|
|
(8,357
|
)
|
|||||||||
Distributions declared ($0.1562 and $0.1329 per share to Class A and Class C, respectively)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,259
|
)
|
|
—
|
|
|
—
|
|
|
(6,259
|
)
|
|
—
|
|
|
(6,259
|
)
|
|||||||||
Net Loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14,670
|
)
|
|
—
|
|
|
—
|
|
|
(14,670
|
)
|
|
(3,773
|
)
|
|
(18,443
|
)
|
|||||||||
Other Comprehensive Loss:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Foreign currency translation adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
39
|
|
|
—
|
|
|
39
|
|
|
(324
|
)
|
|
(285
|
)
|
|||||||||
Change in net unrealized loss on derivative instruments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(663
|
)
|
|
—
|
|
|
(663
|
)
|
|
—
|
|
|
(663
|
)
|
|||||||||
Balance at March 31, 2014
|
59,314,868
|
|
|
$
|
59
|
|
|
4,994,383
|
|
|
$
|
5
|
|
|
$
|
575,098
|
|
|
$
|
(23,496
|
)
|
|
$
|
(718
|
)
|
|
$
|
—
|
|
|
$
|
550,948
|
|
|
$
|
121,172
|
|
|
$
|
672,120
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2015
|
|
2014
|
||||
Cash Flows — Operating Activities
|
|
|
|
|
||||
Net Cash Provided by (Used in) Operating Activities
|
|
$
|
9,586
|
|
|
$
|
(131
|
)
|
|
|
|
|
|
||||
Cash Flows — Investing Activities
|
|
|
|
|
||||
Acquisitions of real estate and direct financing leases, net of cash acquired
|
|
(147,423
|
)
|
|
(350,937
|
)
|
||
Change in investing restricted cash
|
|
7,884
|
|
|
(5,707
|
)
|
||
Value added taxes paid in connection with acquisition of real estate
|
|
(2,564
|
)
|
|
(34,071
|
)
|
||
Funding for build-to-suit projects
|
|
(2,137
|
)
|
|
—
|
|
||
Payment of deferred acquisition fees to an affiliate
|
|
(1,069
|
)
|
|
(644
|
)
|
||
Value added taxes refunded in connection with acquisition of real estate
|
|
—
|
|
|
2,672
|
|
||
Net Cash Used in Investing Activities
|
|
(145,309
|
)
|
|
(388,687
|
)
|
||
|
|
|
|
|
||||
Cash Flows — Financing Activities
|
|
|
|
|
||||
Proceeds from issuance of shares, net of issuance costs
|
|
104,920
|
|
|
357,447
|
|
||
Proceeds from mortgage financing
|
|
185,616
|
|
|
115,883
|
|
||
Scheduled payments of mortgage principal
|
|
(18,295
|
)
|
|
(328
|
)
|
||
Distributions paid
|
|
(17,631
|
)
|
|
(1,821
|
)
|
||
Distributions to noncontrolling interests
|
|
(2,759
|
)
|
|
(8,357
|
)
|
||
Payment of deferred financing costs and mortgage deposits
|
|
(2,562
|
)
|
|
(1,794
|
)
|
||
Purchase of treasury stock
|
|
(1,702
|
)
|
|
—
|
|
||
Contributions from noncontrolling interests
|
|
646
|
|
|
95,889
|
|
||
Receipt of tenant security deposits
|
|
7
|
|
|
4,072
|
|
||
Proceeds from bond financing
|
|
—
|
|
|
52,066
|
|
||
Net Cash Provided by Financing Activities
|
|
248,240
|
|
|
613,057
|
|
||
|
|
|
|
|
||||
Change in Cash and Cash Equivalents During the Period
|
|
|
|
|
||||
Effect of exchange rate changes on cash and cash equivalents
|
|
(2,971
|
)
|
|
299
|
|
||
Net increase in cash and cash equivalents
|
|
109,546
|
|
|
224,538
|
|
||
Cash and cash equivalents, beginning of period
|
|
429,548
|
|
|
109,061
|
|
||
Cash and cash equivalents, end of period
|
|
$
|
539,094
|
|
|
$
|
333,599
|
|
|
|
Three Months Ended March 31, 2014
|
||||||||||
|
|
As Reported
|
|
Revisions
|
|
As Revised
|
||||||
Revenues
|
|
|
|
|
|
|
||||||
Total revenues
|
|
$
|
6,694
|
|
|
$
|
—
|
|
|
$
|
6,694
|
|
Operating Expenses
|
|
|
|
|
|
|
||||||
Total operating expenses
|
|
23,091
|
|
|
—
|
|
|
23,091
|
|
|||
Other Income and Expenses
|
|
|
|
|
|
|
||||||
Other income and (expenses)
(b)
|
|
230
|
|
|
(176
|
)
|
|
54
|
|
|||
|
|
(1,846
|
)
|
|
(176
|
)
|
|
(2,022
|
)
|
|||
Loss before income taxes
|
|
(18,243
|
)
|
|
(176
|
)
|
|
(18,419
|
)
|
|||
Benefit from (provision for) income taxes
(a)
|
|
263
|
|
|
(287
|
)
|
|
(24
|
)
|
|||
Net Loss
|
|
(17,980
|
)
|
|
(463
|
)
|
|
(18,443
|
)
|
|||
Net loss attributable to noncontrolling interests
(a)
|
|
3,743
|
|
|
30
|
|
|
3,773
|
|
|||
Net Loss Attributable to CPA
®
:18 – Global
|
|
$
|
(14,237
|
)
|
|
$
|
(433
|
)
|
|
$
|
(14,670
|
)
|
|
|
|
|
|
|
|
||||||
Class A common stock
|
|
|
|
|
|
|
||||||
Net loss attributable to CPA
®
:18 – Global
|
|
$
|
(12,856
|
)
|
|
$
|
(394
|
)
|
|
$
|
(13,250
|
)
|
Weighted-average shares outstanding
|
|
38,001,011
|
|
|
—
|
|
|
38,001,011
|
|
|||
Loss per share
|
|
$
|
(0.34
|
)
|
|
$
|
(0.01
|
)
|
|
$
|
(0.35
|
)
|
|
|
|
|
|
|
|
||||||
Class C common stock
|
|
|
|
|
|
|
||||||
Net loss attributable to CPA
®
:18 – Global
|
|
$
|
(1,381
|
)
|
|
$
|
(39
|
)
|
|
$
|
(1,420
|
)
|
Weighted-average shares outstanding
|
|
3,820,432
|
|
|
—
|
|
|
3,820,432
|
|
|||
Loss per share
|
|
$
|
(0.36
|
)
|
|
$
|
(0.01
|
)
|
|
$
|
(0.37
|
)
|
|
|
Three Months Ended March 31, 2014
|
||||||||||
|
|
As Reported
|
|
Revisions
|
|
As Revised
|
||||||
Net Loss
(a) (b)
|
|
$
|
(17,980
|
)
|
|
$
|
(463
|
)
|
|
$
|
(18,443
|
)
|
Other Comprehensive Loss
|
|
|
|
|
|
|
||||||
Foreign currency translation adjustments
(b)
|
|
(461
|
)
|
|
176
|
|
|
(285
|
)
|
|||
Change in net unrealized loss on derivative instruments
|
|
(663
|
)
|
|
—
|
|
|
(663
|
)
|
|||
|
|
(1,124
|
)
|
|
176
|
|
|
(948
|
)
|
|||
Comprehensive Loss
|
|
(19,104
|
)
|
|
(287
|
)
|
|
(19,391
|
)
|
|||
|
|
|
|
|
|
|
||||||
Amounts Attributable to Noncontrolling Interests
|
|
|
|
|
|
|
||||||
Net loss
(a)
|
|
3,743
|
|
|
30
|
|
|
3,773
|
|
|||
Foreign currency translation adjustments
|
|
324
|
|
|
—
|
|
|
324
|
|
|||
Comprehensive loss attributable to noncontrolling interests
|
|
4,067
|
|
|
30
|
|
|
4,097
|
|
|||
Comprehensive Loss Attributable to CPA
®
:18 – Global
|
|
$
|
(15,037
|
)
|
|
$
|
(257
|
)
|
|
$
|
(15,294
|
)
|
|
CPA
®
:18 – Global Stockholders
|
|
|
|
|
||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
Additional Paid-In Capital
|
|
Distributions
and
Accumulated
Losses
(a) (b)
|
|
Accumulated
Other Comprehensive Loss
(b)
|
|
Total CPA
®
:18 – Global Stockholders
|
|
Noncontrolling Interests
(a)
|
|
|
||||||||||||||||||
|
Common Stock
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||
|
Class A
|
|
Class C
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||
Balance at
March 31, 2014
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
|
|
|
|
|
Total
|
|||||||||||||||||||||||
As Reported
|
59,314,868
|
|
|
$
|
59
|
|
|
4,994,383
|
|
|
$
|
5
|
|
|
$
|
575,098
|
|
|
$
|
(23,063
|
)
|
|
$
|
(894
|
)
|
|
$
|
551,205
|
|
|
$
|
121,202
|
|
|
$
|
672,407
|
|
Revisions
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(433
|
)
|
|
176
|
|
|
(257
|
)
|
|
(30
|
)
|
|
(287
|
)
|
||||||||
As Revised
|
59,314,868
|
|
|
$
|
59
|
|
|
4,994,383
|
|
|
$
|
5
|
|
|
$
|
575,098
|
|
|
$
|
(23,496
|
)
|
|
$
|
(718
|
)
|
|
$
|
550,948
|
|
|
$
|
121,172
|
|
|
$
|
672,120
|
|
(a)
|
In connection with the error identified above, we also made an adjustment to reflect the correction of one other out-of-period adjustment that was identified during 2014 and recorded this adjustment in the prior period presented. This adjustment related to the initial recognition of deferred tax balances related to the misinterpretation of tax requirements in the corresponding foreign jurisdictions, and as a result we did not recognize a deferred tax liability and corresponding deferred tax expense within the correct reporting period.
|
(b)
|
These adjustments are the result of the error we identified related to foreign currency matters, as discussed above.
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2015
|
|
2014
|
||||
Amounts Included in the Consolidated Statements of Operations
|
|
|
|
|
||||
Acquisition expenses
|
|
$
|
5,462
|
|
|
$
|
15,872
|
|
Asset management fees
|
|
1,417
|
|
|
331
|
|
||
Available Cash Distribution
|
|
894
|
|
|
69
|
|
||
Shareholder servicing fee
|
|
500
|
|
|
88
|
|
||
Personnel and overhead reimbursements
|
|
158
|
|
|
16
|
|
||
Interest expense on deferred acquisition fees
|
|
77
|
|
|
20
|
|
||
|
|
$
|
8,508
|
|
|
$
|
16,396
|
|
|
|
|
|
|
||||
Other Transaction Fees Incurred
|
|
|
|
|
||||
Selling commissions and dealer manager fees
|
|
$
|
3,678
|
|
|
$
|
38,670
|
|
Current acquisition fees
|
|
3,466
|
|
|
484
|
|
||
Deferred acquisition fees
|
|
2,773
|
|
|
798
|
|
||
Offering costs
|
|
453
|
|
|
471
|
|
||
|
|
$
|
10,370
|
|
|
$
|
40,423
|
|
|
|
|
|
|
||||
|
|
March 31, 2015
|
|
December 31, 2014
|
||||
Due to Affiliate
|
|
|
|
|
||||
Deferred acquisition fees, including interest
|
|
$
|
18,947
|
|
|
$
|
17,525
|
|
Current acquisition fees
|
|
3,636
|
|
|
—
|
|
||
Accounts payable
|
|
874
|
|
|
2,702
|
|
||
Reimbursable costs
|
|
806
|
|
|
46
|
|
||
Asset management fees payable
|
|
488
|
|
|
378
|
|
||
|
|
$
|
24,751
|
|
|
$
|
20,651
|
|
•
|
$108.3 million
, of which our share was
$55.2 million
, or
51%
, for an office facility located in Stavanger, Norway on October 31, 2014;
|
•
|
$147.9 million
, of which our share was
$74.0 million
, or
50%
, for an office facility located in Warsaw, Poland on March 31, 2014;
|
•
|
$97.0 million
, of which our share was
$77.6 million
, or
80%
, for a retail portfolio consisting of
five
properties located in Croatia on December 18, 2013; and
|
•
|
$115.6 million
, of which our share was
$57.8 million
, or
50%
, for an office facility located in Austin, Texas on August 20, 2013.
|
|
March 31, 2015
|
|
December 31, 2014
|
||||
Land
|
$
|
102,158
|
|
|
$
|
104,604
|
|
Buildings
|
603,125
|
|
|
639,131
|
|
||
Less: Accumulated depreciation
|
(14,928
|
)
|
|
(10,875
|
)
|
||
|
$
|
690,355
|
|
|
$
|
732,860
|
|
|
March 31, 2015
|
|
December 31, 2014
|
||||
Land
|
$
|
48,205
|
|
|
$
|
28,040
|
|
Buildings
|
185,778
|
|
|
105,556
|
|
||
Less: Accumulated depreciation
|
(2,325
|
)
|
|
(939
|
)
|
||
|
$
|
231,658
|
|
|
$
|
132,657
|
|
•
|
$4.0 million
for a facility in Panama City Beach, Florida on March 10, 2015;
|
•
|
$6.0 million
for a facility in Lady Lake, Florida on February 25, 2015;
|
•
|
$3.0 million
for a facility in Sebastian, Florida on February 18, 2015;
|
•
|
$7.5 million
for a facility in Tallahassee, Florida on February 4, 2015;
|
•
|
$9.2 million
for a facility in Valrico, Florida on January 29, 2015; and
|
•
|
$15.6 million
for a facility in Naples, Florida on January 28, 2015.
|
|
|
2015 Business Combinations
(a)
|
||||||||||
|
|
Net-Leased Property
|
|
Operating Properties
|
|
Total
|
||||||
Cash consideration
|
|
$
|
6,821
|
|
|
$
|
105,029
|
|
|
$
|
111,850
|
|
Assets acquired at fair value:
|
|
|
|
|
|
|
||||||
Land
|
|
$
|
1,022
|
|
|
$
|
20,166
|
|
|
$
|
21,188
|
|
Buildings
|
|
4,815
|
|
|
79,796
|
|
|
84,611
|
|
|||
In-place lease intangible assets
|
|
984
|
|
|
7,095
|
|
|
8,079
|
|
|||
Above-market rent intangible assets
|
|
—
|
|
|
137
|
|
|
137
|
|
|||
Other assets assumed
|
|
—
|
|
|
5
|
|
|
5
|
|
|||
|
|
6,821
|
|
|
107,199
|
|
|
114,020
|
|
|||
Liabilities assumed at fair value:
|
|
|
|
|
|
|
||||||
Below-market rent intangible liabilities
|
|
—
|
|
|
(85
|
)
|
|
(85
|
)
|
|||
Other liabilities assumed
|
|
—
|
|
|
(240
|
)
|
|
(240
|
)
|
|||
|
|
—
|
|
|
(325
|
)
|
|
(325
|
)
|
|||
Total identifiable net assets
|
|
6,821
|
|
|
106,874
|
|
|
113,695
|
|
|||
Amounts attributable to noncontrolling interest
|
|
—
|
|
|
(1,845
|
)
|
|
(1,845
|
)
|
|||
|
|
$
|
6,821
|
|
|
$
|
105,029
|
|
|
$
|
111,850
|
|
|
|
Net-Leased Property
|
|
Operating Properties
|
|
|
||||||
|
|
March 24, 2015 through
March 31, 2015 |
|
Respective Acquisition Dates through
March 31, 2015 |
|
Total
|
||||||
Revenues
|
|
$
|
15
|
|
|
$
|
3,401
|
|
|
$
|
3,416
|
|
|
|
|
|
|
|
|
||||||
Net loss
|
|
$
|
(731
|
)
|
|
$
|
(4,445
|
)
|
|
$
|
(5,176
|
)
|
Net loss attributable to noncontrolling interest
|
|
—
|
|
|
11
|
|
|
11
|
|
|||
Net loss attributable to CPA
®
:18 – Global stockholders
|
|
$
|
(731
|
)
|
|
$
|
(4,434
|
)
|
|
$
|
(5,165
|
)
|
(a)
|
The purchase price for each transaction was allocated to the assets acquired and liabilities assumed based upon their preliminary fair values. The information in this table is based on the best estimates of management as of the date of this Report. We are in the process of finalizing our assessment of the fair value of the assets acquired and liabilities assumed. Accordingly, the fair value of these assets acquired and liabilities assumed are subject to change.
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2015
|
|
2014
|
||||
Pro forma total revenues
(a)
|
|
$
|
27,564
|
|
|
$
|
12,194
|
|
Pro forma net loss
(b)
|
|
(5,813
|
)
|
|
(22,733
|
)
|
||
Pro forma net (income) loss attributable to noncontrolling interests
|
|
(1,361
|
)
|
|
3,608
|
|
||
Pro forma net loss attributable to CPA
®
:18 – Global
|
|
$
|
(7,174
|
)
|
|
$
|
(19,125
|
)
|
|
|
|
|
|
||||
Pro forma loss per Class A share:
|
|
|
|
|
||||
Net loss attributable to CPA
®
:18 – Global
|
|
$
|
(5,460
|
)
|
|
$
|
(17,218
|
)
|
Weighted-average shares outstanding
|
|
100,642,226
|
|
|
38,001,011
|
|
||
Loss per share
|
|
$
|
(0.05
|
)
|
|
$
|
(0.45
|
)
|
|
|
|
|
|
||||
Pro forma loss per Class C share:
|
|
|
|
|
||||
Net loss attributable to CPA
®
:18 – Global
|
|
$
|
(1,714
|
)
|
|
$
|
(1,907
|
)
|
Weighted-average shares outstanding
|
|
22,381,181
|
|
|
3,820,432
|
|
||
Loss per share
|
|
$
|
(0.08
|
)
|
|
$
|
(0.50
|
)
|
(a)
|
Pro forma total revenues includes revenues from lease contracts based on the terms in place at
March 31, 2015
and does not include adjustments to contingent rental amounts.
|
(b)
|
The pro forma table above presents acquisition expenses related to our significant business combinations of
$4.2 million
as if they were incurred on January 1, 2014.
|
|
March 31, 2015
|
|
December 31, 2014
|
||||
Beginning balance
|
$
|
2,258
|
|
|
$
|
—
|
|
Capitalized funds
|
41,421
|
|
|
20,617
|
|
||
Foreign currency translation adjustments, building improvements and other
|
(901
|
)
|
|
—
|
|
||
Placed into service
|
(311
|
)
|
|
(18,502
|
)
|
||
Capitalized interest
|
34
|
|
|
143
|
|
||
Ending balance
|
$
|
42,501
|
|
|
$
|
2,258
|
|
|
|
March 31, 2015
|
|
December 31, 2014
|
||||
Minimum lease payments receivable
|
|
$
|
89,613
|
|
|
$
|
86,338
|
|
Unguaranteed residual value
|
|
45,473
|
|
|
45,473
|
|
||
|
|
135,086
|
|
|
131,811
|
|
||
Less: unearned income
|
|
(89,498
|
)
|
|
(86,229
|
)
|
||
|
|
$
|
45,588
|
|
|
$
|
45,582
|
|
|
|
Number of Tenants/Obligors at
|
|
Carrying Value at
|
||||||||
Internal Credit Quality Indicator
|
|
March 31, 2015
|
|
December 31, 2014
|
|
March 31, 2015
|
|
December 31, 2014
|
||||
1
|
|
—
|
|
—
|
|
$
|
—
|
|
|
$
|
—
|
|
2
|
|
1
|
|
1
|
|
8,988
|
|
|
8,962
|
|
||
3
|
|
4
|
|
4
|
|
64,600
|
|
|
64,620
|
|
||
4
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
||
5
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
||
|
|
0
|
|
|
|
$
|
73,588
|
|
|
$
|
73,582
|
|
|
Weighted-Average Life
|
|
Amount
|
||
Amortizable Intangible Assets
|
|
|
|
||
In-place lease
|
1.6
|
|
$
|
8,079
|
|
Above-market rent
|
3.8
|
|
137
|
|
|
|
|
|
$
|
8,216
|
|
Amortizable Intangible Liabilities
|
|
|
|
||
Below-market rent
|
6.9
|
|
$
|
(85
|
)
|
|
|
Total
|
||
Balance at January 1, 2015
|
|
$
|
9,692
|
|
Foreign currency translation
|
|
(922
|
)
|
|
Balance at March 31, 2015
|
|
$
|
8,770
|
|
|
March 31, 2015
|
|
December 31, 2014
|
||||||||||||||||||||
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
|
Net Carrying Amount
|
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
|
Net Carrying Amount
|
||||||||||||
Amortizable Intangible Assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
In-place lease
|
$
|
175,121
|
|
|
$
|
(15,801
|
)
|
|
$
|
159,320
|
|
|
$
|
177,970
|
|
|
$
|
(10,335
|
)
|
|
$
|
167,635
|
|
Below-market ground lease
|
13,995
|
|
|
(191
|
)
|
|
13,804
|
|
|
15,790
|
|
|
(167
|
)
|
|
15,623
|
|
||||||
Above-market rent
|
9,769
|
|
|
(556
|
)
|
|
9,213
|
|
|
10,424
|
|
|
(380
|
)
|
|
10,044
|
|
||||||
|
198,885
|
|
|
(16,548
|
)
|
|
182,337
|
|
|
204,184
|
|
|
(10,882
|
)
|
|
193,302
|
|
||||||
Unamortizable Intangible Assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Goodwill
|
8,770
|
|
|
—
|
|
|
8,770
|
|
|
9,692
|
|
|
—
|
|
|
9,692
|
|
||||||
Total intangible assets
|
$
|
207,655
|
|
|
$
|
(16,548
|
)
|
|
$
|
191,107
|
|
|
$
|
213,876
|
|
|
$
|
(10,882
|
)
|
|
$
|
202,994
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Amortizable Intangible Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Below-market rent
|
$
|
(6,255
|
)
|
|
$
|
457
|
|
|
$
|
(5,798
|
)
|
|
$
|
(6,276
|
)
|
|
$
|
347
|
|
|
$
|
(5,929
|
)
|
Above-market ground lease
|
(121
|
)
|
|
1
|
|
|
(120
|
)
|
|
(127
|
)
|
|
—
|
|
|
(127
|
)
|
||||||
Total intangible liabilities
|
$
|
(6,376
|
)
|
|
$
|
458
|
|
|
$
|
(5,918
|
)
|
|
$
|
(6,403
|
)
|
|
$
|
347
|
|
|
$
|
(6,056
|
)
|
Years Ending December 31,
|
|
Net Decrease in Rental Income
|
|
Increase to Amortization/Property Expense
|
|
Net
|
||||||
2015 (remaining)
|
|
$
|
274
|
|
|
$
|
15,980
|
|
|
$
|
16,254
|
|
2016
|
|
356
|
|
|
19,019
|
|
|
19,375
|
|
|||
2017
|
|
313
|
|
|
13,967
|
|
|
14,280
|
|
|||
2018
|
|
266
|
|
|
12,676
|
|
|
12,942
|
|
|||
2019
|
|
256
|
|
|
12,173
|
|
|
12,429
|
|
|||
Thereafter
|
|
1,950
|
|
|
99,189
|
|
|
101,139
|
|
|||
|
|
$
|
3,415
|
|
|
$
|
173,004
|
|
|
$
|
176,419
|
|
|
|
|
March 31, 2015
|
|
December 31, 2014
|
||||||||||||
|
Level
|
|
Carrying Value
|
|
Fair Value
|
|
Carrying Value
|
|
Fair Value
|
||||||||
Debt
(a)
|
3
|
|
$
|
663,085
|
|
|
$
|
684,910
|
|
|
$
|
521,712
|
|
|
$
|
540,577
|
|
Note receivable
(b)
|
3
|
|
28,000
|
|
|
28,000
|
|
|
28,000
|
|
|
28,000
|
|
||||
Deferred acquisition fees payable
(c)
|
3
|
|
18,947
|
|
|
18,934
|
|
|
17,525
|
|
|
17,520
|
|
(a)
|
We determined the estimated fair value of these financial instruments using a discounted cash flow model with rates that take into account the credit of the tenant/obligor and interest rate risk. We also considered the value of the underlying collateral taking into account the quality of the collateral, the credit quality of the tenant/obligor, the time until maturity, and the current market interest rate.
|
(b)
|
We estimated that the fair value of the note receivable approximated its carrying value.
|
(c)
|
We determined the estimated fair value of our deferred acquisition fees based on an estimate of discounted cash flows using two significant unobservable inputs, which are the leverage adjusted unsecured spread and an illiquidity adjustment of
107
basis points and
75
basis points, respectively. Significant increases or decreases to these inputs in isolation would result in a significant change in the fair value measurement.
|
Derivatives Designated as Hedging Instruments
|
|
Balance Sheet Location
|
|
Asset Derivatives Fair Value at
|
|
Liability Derivatives Fair Value at
|
||||||||||||
|
|
March 31, 2015
|
|
December 31, 2014
|
|
March 31, 2015
|
|
December 31, 2014
|
||||||||||
Foreign currency forward contracts
|
|
Other assets, net
|
|
$
|
6,552
|
|
|
$
|
3,664
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest rate swaps
|
|
Accounts payable, accrued expenses and other liabilities
|
|
—
|
|
|
—
|
|
|
(3,283
|
)
|
|
(2,501
|
)
|
||||
|
|
|
|
$
|
6,552
|
|
|
$
|
3,664
|
|
|
$
|
(3,283
|
)
|
|
$
|
(2,501
|
)
|
|
|
Amount of Gain (Loss) Recognized in
Other Comprehensive Loss on Derivatives
(Effective Portion)
|
||||||
|
|
Three Months Ended March 31,
|
||||||
Derivatives in Cash Flow Hedging Relationships
|
|
2015
|
|
2014
(a)
|
||||
Interest rate swaps
|
|
$
|
(782
|
)
|
|
$
|
(372
|
)
|
Foreign currency forward contracts
|
|
2,808
|
|
|
(291
|
)
|
||
Derivatives in Net Investment Hedging Relationship
(b)
|
|
|
|
|
||||
Foreign currency forward contracts
|
|
80
|
|
|
—
|
|
||
Total
|
|
$
|
2,106
|
|
|
$
|
(663
|
)
|
(a)
|
When originally filed, the amounts included in this column for the three months ended March 31, 2014 included amounts with the signs reversed. These amounts are revised to present the correct sign designation.
|
(b)
|
The effective portion of the change in fair value and the settlement of these contracts are reported in the foreign currency translation adjustment section of Other comprehensive loss until the underlying investment is sold, at which time we reclassify the gain or loss to earnings.
|
|
|
|
|
Amount of Gain (Loss) Reclassified from
Other Comprehensive Loss on Derivatives into Income (Effective Portion)
|
||||||
|
|
Location of Gain (Loss)
|
|
Three Months Ended March 31,
|
||||||
Derivatives in Cash Flow Hedging Relationships
|
|
Recognized in Income
|
|
2015
|
|
2014
|
||||
Interest rate swaps
|
|
Interest expense
|
|
$
|
(300
|
)
|
|
$
|
(111
|
)
|
Foreign currency forward contracts
|
|
Other income and (expenses)
|
|
256
|
|
|
—
|
|
||
Total
|
|
|
|
$
|
(44
|
)
|
|
$
|
(111
|
)
|
Interest Rate Derivatives
|
|
Number of Instruments
|
|
Notional
Amount |
|
Fair Value at
March 31, 2015
(a)
|
||||
Interest rate swaps
|
|
6
|
|
43,033
|
|
USD
|
|
$
|
(3,131
|
)
|
Interest rate swaps
|
|
1
|
|
5,505
|
|
GBP
|
|
(152
|
)
|
|
|
|
|
|
|
|
|
$
|
(3,283
|
)
|
(a)
|
Fair value amount is based on the exchange rate of the British pound sterling at
March 31, 2015
, as applicable.
|
Foreign Currency Derivatives
|
|
Number of Instruments
|
|
Notional
Amount |
|
Fair Value at
March 31, 2015 (a) |
||||
Designated as Cash Flow Hedging Instruments
|
|
|
|
|
|
|
|
|||
Foreign currency forward contracts
|
|
45
|
|
17,285
|
|
EUR
|
|
$
|
4,726
|
|
Foreign currency forward contracts
|
|
36
|
|
59,963
|
|
NOK
|
|
1,735
|
|
|
Designated as Net Investment Hedging Instruments
|
|
|
|
|
|
|
|
|||
Foreign currency forward contracts
|
|
5
|
|
8,320
|
|
NOK
|
|
91
|
|
|
|
|
|
|
|
|
|
$
|
6,552
|
|
(a)
|
Fair value amounts are based on the exchange rate of the euro or the Norwegian krone, as applicable, at
March 31, 2015
.
|
|
|
|
|
|
|
|
|
Carrying Amount at
|
|||||||
Tenant/Property
|
|
Interest Rate
|
|
Rate Type
|
|
Maturity Date
|
|
March 31, 2015
|
|
December 31, 2014
|
|||||
Non-Recourse Debt:
|
|
|
|
|
|
|
|
|
|
|
|||||
Infineon Technologies AG
|
|
3.1
|
%
|
|
Fixed
|
|
2/28/2017
|
|
$
|
12,097
|
|
|
$
|
13,756
|
|
Truffle Portfolio/Oakbank Portfolio
(a)
|
|
3.9
|
%
|
|
Variable
|
|
12/11/2019
|
|
10,858
|
|
|
11,401
|
|
||
Club Med Albion Resorts, or Albion Resorts
(b)
|
|
4.0
|
%
|
|
Fixed
|
|
2/26/2020
|
|
25,810
|
|
|
19,264
|
|
||
Konzum d. d.
|
|
5.8
|
%
|
|
Fixed
|
|
12/31/2020
|
|
32,571
|
|
|
37,038
|
|
||
Bank Pekao S.A.
|
|
3.3
|
%
|
|
Fixed
|
|
3/10/2021
|
|
57,399
|
|
|
64,852
|
|
||
Dupont Place Apartments
|
|
3.8
|
%
|
|
Fixed
|
|
11/1/2021
|
|
14,140
|
|
|
14,140
|
|
||
Gentry’s Walk
|
|
3.8
|
%
|
|
Fixed
|
|
11/1/2021
|
|
15,330
|
|
|
15,330
|
|
||
Brantley Pines
(c)
|
|
3.8
|
%
|
|
Fixed
|
|
2/1/2022
|
|
19,040
|
|
|
—
|
|
||
Pinnacle Ridge
(c)
|
|
3.8
|
%
|
|
Fixed
|
|
2/1/2022
|
|
24,045
|
|
|
—
|
|
||
Royal Vopak NV
|
|
2.2
|
%
|
|
Fixed
|
|
2/9/2022
|
|
36,811
|
|
|
—
|
|
||
State Farm Automobile Company
(d)
|
|
4.5
|
%
|
|
Fixed
|
|
9/10/2023
|
|
72,800
|
|
|
72,800
|
|
||
Crowne Group Inc.
(a)
|
|
5.5
|
%
|
|
Variable
|
|
12/30/2023
|
|
15,864
|
|
|
15,967
|
|
||
Self-storage – Multiple properties
(e)
|
|
4.9
|
%
|
|
Fixed
|
|
2/1/2024
|
|
14,500
|
|
|
14,500
|
|
||
Automobile Protection Corporation
(a)
|
|
5.1
|
%
|
|
Variable
|
|
2/5/2024
|
|
3,727
|
|
|
3,752
|
|
||
Solo Cup Operating Company
(d)
|
|
5.1
|
%
|
|
Fixed
|
|
2/6/2024
|
|
47,250
|
|
|
47,250
|
|
||
Swift Spinning Inc.
|
|
5.0
|
%
|
|
Fixed
|
|
5/1/2024
|
|
7,710
|
|
|
7,738
|
|
||
Janus International
(a)
|
|
4.9
|
%
|
|
Variable
|
|
5/5/2024
|
|
11,538
|
|
|
11,538
|
|
||
Bell Telephone Company
|
|
4.6
|
%
|
|
Fixed
|
|
6/11/2024
|
|
8,000
|
|
|
8,000
|
|
||
Self-storage – Multiple properties
(f)
|
|
4.4
|
%
|
|
Fixed
|
|
10/11/2024
|
|
23,000
|
|
|
23,000
|
|
||
Cooper Tire & Rubber Company
(a)
|
|
4.7
|
%
|
|
Variable
|
|
10/31/2024
|
|
6,704
|
|
|
6,704
|
|
||
Barnsco Inc.
|
|
4.5
|
%
|
|
Fixed
|
|
11/14/2024
|
|
5,200
|
|
|
5,200
|
|
||
Alliant Techsystems Inc.
|
|
4.2
|
%
|
|
Fixed
|
|
1/6/2025
|
|
27,650
|
|
|
27,650
|
|
||
Belk Inc.
|
|
4.3
|
%
|
|
Fixed
|
|
2/10/2025
|
|
28,225
|
|
|
—
|
|
||
Self-storage – Multiple properties
(c) (g)
|
|
4.3
|
%
|
|
Fixed
|
|
3/11/2025
|
|
48,139
|
|
|
—
|
|
||
North American Lighting Inc.
|
|
4.8
|
%
|
|
Fixed
|
|
5/6/2026
|
|
7,325
|
|
|
7,325
|
|
||
Air Enterprises Acquisition
|
|
5.3
|
%
|
|
Fixed
|
|
4/1/2039
|
|
3,240
|
|
|
3,257
|
|
||
|
|
|
|
|
|
|
|
$
|
578,973
|
|
|
$
|
430,462
|
|
|
Bonds Payable:
|
|
|
|
|
|
|
|
|
|
|
|||||
Apply Sorco AS
|
|
4.4
|
%
|
|
Fixed
|
|
10/31/2021
|
|
$
|
44,254
|
|
|
$
|
48,151
|
|
Siemens AS
(h)
|
|
3.5
|
%
|
|
Variable
|
|
12/15/2025
|
|
39,858
|
|
|
43,099
|
|
||
|
|
|
|
|
|
|
|
$
|
84,112
|
|
|
$
|
91,250
|
|
(a)
|
These mortgage loans have variable interest rates, which have been effectively converted to fixed rates through the use of interest rate swaps (
Note 9
). The interest rates presented for these mortgage loans reflect the interest rate swaps in effect at
March 31, 2015
.
|
(b)
|
On February 27, 2015, we completed the refinancing of our Albion Resorts mortgage loans and consolidated them into one mortgage loan. We recognized a
$0.2 million
gain on the extinguishment of debt within Other expenses and income in the consolidated financial statements during the
three months ended March 31, 2015
, which related to the aforementioned refinancing.
|
(c)
|
These mortgage loans were entered into or assumed in conjunction with the 2015 Acquisitions as described in
Note 5
. During the
three months ended March 31, 2015
, we capitalized
$2.9 million
of deferred financing costs related to these loans. We amortize deferred financing costs over the term of the related mortgage loan using a method which approximates the effective interest method.
|
(d)
|
These mortgage loans have payments that are interest-only until their respective maturity dates.
|
(e)
|
This mortgage loan is allocated between our St. Petersburg Self Storage and Kissimmee Self Storage investments, which are jointly and severally liable for any possible defaults on the loan.
|
(f)
|
This mortgage loan is allocated to the six self-storage properties purchased from July 22, 2014 through October 9, 2014.
|
(g)
|
On February 18, 2015, we obtained a mortgage loan for
$48.1 million
, which was allocated to the nine self-storage properties purchased from October 28, 2014 through February 18, 2015.
|
(h)
|
These bonds are inflation-linked to the Norwegian consumer price index, or CPI, and the annual principal balance will increase as that inflation index increases.
|
Years Ending December 31,
|
|
Total
|
||
2015 (remainder)
|
|
$
|
1,737
|
|
2016
|
|
2,816
|
|
|
2017
|
|
14,878
|
|
|
2018
|
|
3,553
|
|
|
2019
|
|
14,672
|
|
|
Thereafter through 2039
|
|
624,523
|
|
|
|
|
662,179
|
|
|
Unamortized premium
|
|
906
|
|
|
Total
|
|
$
|
663,085
|
|
|
Three Months Ended March 31, 2015
|
|
Three Months Ended March 31, 2014
|
||||||||||||||||||
|
Weighted-Average
Shares Outstanding |
|
Allocation of Loss
|
|
Loss
Per Share |
|
Weighted-Average
Shares Outstanding
|
|
Allocation of Loss
|
|
Loss
Per Share
|
||||||||||
Class A common stock
|
100,642,226
|
|
|
$
|
(8,807
|
)
|
|
$
|
(0.09
|
)
|
|
38,001,011
|
|
|
$
|
(13,250
|
)
|
|
$
|
(0.35
|
)
|
Class C common stock
|
22,381,181
|
|
|
(2,458
|
)
|
|
(0.11
|
)
|
|
3,820,432
|
|
|
(1,420
|
)
|
|
(0.37
|
)
|
||||
Net loss attributable to CPA
®
:18 – Global
|
|
|
$
|
(11,265
|
)
|
|
|
|
|
|
$
|
(14,670
|
)
|
|
|
|
Three Months Ended March 31, 2015
|
||||||||||
|
Gains and Losses
on Derivative Instruments
|
|
Foreign Currency Translation Adjustments
|
|
Total
|
||||||
Beginning balance
|
$
|
1,152
|
|
|
$
|
(22,093
|
)
|
|
$
|
(20,941
|
)
|
Other comprehensive income (loss) before reclassifications
|
1,982
|
|
|
(33,629
|
)
|
|
(31,647
|
)
|
|||
Amounts reclassified from accumulated other comprehensive loss to:
|
|
|
|
|
|
||||||
Interest expense
|
300
|
|
|
—
|
|
|
300
|
|
|||
Other income and (expenses)
|
(256
|
)
|
|
—
|
|
|
(256
|
)
|
|||
Net current-period Other comprehensive income (loss)
|
2,026
|
|
|
(33,629
|
)
|
|
(31,603
|
)
|
|||
Net current-period Other comprehensive loss attributable to noncontrolling interests
|
—
|
|
|
6,068
|
|
|
6,068
|
|
|||
Ending balance
|
$
|
3,178
|
|
|
$
|
(49,654
|
)
|
|
$
|
(46,476
|
)
|
|
Three Months Ended March 31, 2014
|
||||||||||
|
Gains and Losses
on Derivative Instruments
|
|
Foreign Currency Translation Adjustments
|
|
Total
|
||||||
Beginning balance
|
$
|
(219
|
)
|
|
$
|
125
|
|
|
$
|
(94
|
)
|
Other comprehensive loss before reclassifications
|
(774
|
)
|
|
(285
|
)
|
|
(1,059
|
)
|
|||
Amounts reclassified from accumulated other comprehensive loss to:
|
|
|
|
|
|
||||||
Interest expense
|
111
|
|
|
—
|
|
|
111
|
|
|||
Net current-period Other comprehensive loss
|
(663
|
)
|
|
(285
|
)
|
|
(948
|
)
|
|||
Net current-period Other comprehensive loss attributable to noncontrolling interests
|
—
|
|
|
324
|
|
|
324
|
|
|||
Ending balance
|
$
|
(882
|
)
|
|
$
|
164
|
|
|
$
|
(718
|
)
|
|
|
March 31, 2015
|
|
December 31, 2014
|
||||
Number of net-leased properties
|
|
49
|
|
|
47
|
|
||
Number of operating properties
(a)
|
|
25
|
|
|
16
|
|
||
Number of tenants
(b)
|
|
77
|
|
|
73
|
|
||
Total square footage (in thousands)
(c)
|
|
10,465
|
|
|
8,942
|
|
||
Occupancy — Single-tenant
(b) (c)
|
|
100.0
|
%
|
|
100.0
|
%
|
||
Occupancy — Multi-tenant
(c) (d)
|
|
91.4
|
%
|
|
91.0
|
%
|
||
Weighted-average lease term — Single tenant properties (in years)
(b) (c)
|
|
13.2
|
|
|
13.2
|
|
||
Weighted-average lease term — Multi-tenant properties (in years)
(c)
(d)
|
|
7.9
|
|
|
8.3
|
|
||
Number of countries
|
|
8
|
|
|
8
|
|
||
Total assets (in thousands)
|
|
$
|
1,806,833
|
|
|
$
|
1,615,884
|
|
Net investments in real estate (in thousands)
|
|
1,038,102
|
|
|
941,357
|
|
||
Funds raised — cumulative to date (in thousands)
|
|
1,242,287
|
|
|
1,143,111
|
|
|
|
Three Months Ended March 31,
|
||||||
(dollars in thousands, except exchange rate)
|
|
2015
|
|
2014
|
||||
Acquisition volume — consolidated
(d) (e)
|
|
$
|
258,938
|
|
|
$
|
374,722
|
|
Acquisition volume —
pro rata
(c) (e)
|
|
200,411
|
|
|
296,543
|
|
||
Financing obtained — consolidated
|
|
182,070
|
|
|
167,949
|
|
||
Financing obtained —
pro rata
(c)
|
|
182,070
|
|
|
159,362
|
|
||
Average U.S. dollar/euro exchange rate
(f)
|
|
1.1272
|
|
|
1.3705
|
|
||
Increase in the U.S. CPI
(g)
|
|
0.6
|
%
|
|
1.5
|
%
|
||
Increase in the Harmonized Index of Consumer Prices
(g)
|
|
0.2
|
%
|
|
0.1
|
%
|
||
Increase in the Norwegian CPI
(g)
|
|
0.7
|
%
|
|
0.7
|
%
|
(a)
|
At
March 31, 2015
, our operating portfolio consisted of
20
wholly-owned self-storage properties and
five
multi-family properties.
|
(b)
|
Represents our single tenant and multi-tenant properties within our net-leased portfolio and, accordingly, excludes all operating properties. We consider a property to be multi-tenant if it does not have a single tenant that comprises more than 75% of the contractual minimum annualized base rent, or ABR, for the property.
|
(c)
|
Represents pro rata basis. See
Terms and Definitions
below for a description of pro rata metrics.
|
(d)
|
Represents our multi-tenant properties within our net-leased portfolio and, accordingly, excludes all operating properties.
|
(e)
|
Amount includes acquisition-related expenses, which were included in Acquisition expenses in the consolidated financial statements.
|
(f)
|
The average conversion rate for the U.S. dollar in relation to the euro decreased during the
three months ended March 31, 2015
as compared to the same period in 2014, resulting in a negative impact on earnings in 2015 from our euro-denominated investments.
|
(g)
|
Many of our lease agreements include contractual increases indexed to changes in the CPI or other similar indices.
|
|
|
Consolidated
|
|
Pro Rata
|
||||||||||
Tenant/Lease Guarantor
|
|
ABR
|
|
Percent
|
|
ABR
|
|
Percent
|
||||||
Bank Pekao S.A.
(a)
|
|
$
|
8,057
|
|
|
12
|
%
|
|
$
|
4,029
|
|
|
7
|
%
|
State Farm Automobile Co.
|
|
7,097
|
|
|
10
|
%
|
|
3,549
|
|
|
6
|
%
|
||
Konzum d.d.
(a)
|
|
6,082
|
|
|
9
|
%
|
|
4,866
|
|
|
8
|
%
|
||
Solo Cup Operating Company
|
|
5,646
|
|
|
8
|
%
|
|
5,646
|
|
|
10
|
%
|
||
Apply Sorco AS
(a)
|
|
5,335
|
|
|
8
|
%
|
|
2,721
|
|
|
5
|
%
|
||
Albion Resorts
(a)
|
|
4,686
|
|
|
7
|
%
|
|
4,686
|
|
|
8
|
%
|
||
Siemens AS
(a)
|
|
4,429
|
|
|
6
|
%
|
|
4,429
|
|
|
8
|
%
|
||
Royal Vopak NV
(a)
|
|
3,629
|
|
|
5
|
%
|
|
3,629
|
|
|
6
|
%
|
||
Alliant Techsystems Inc.
|
|
3,199
|
|
|
5
|
%
|
|
3,199
|
|
|
6
|
%
|
||
Belk, Inc.
|
|
2,974
|
|
|
4
|
%
|
|
2,974
|
|
|
5
|
%
|
||
Total
|
|
$
|
51,134
|
|
|
74
|
%
|
|
$
|
39,728
|
|
|
69
|
%
|
(a)
|
ABR amounts are subjected to fluctuations in foreign currency exchange rates.
|
|
|
Consolidated
|
|
Pro Rata
|
||||||||||
Region
|
|
ABR
|
|
Percent
|
|
ABR
|
|
Percent
|
||||||
United States
|
|
|
|
|
|
|
|
|
||||||
Midwest
(a)
|
|
$
|
14,936
|
|
|
22
|
%
|
|
$
|
14,936
|
|
|
26
|
%
|
South
(b)
|
|
11,296
|
|
|
16
|
%
|
|
7,748
|
|
|
13
|
%
|
||
East
(c)
|
|
3,851
|
|
|
6
|
%
|
|
3,851
|
|
|
7
|
%
|
||
West
|
|
396
|
|
|
1
|
%
|
|
396
|
|
|
1
|
%
|
||
U.S. Total
|
|
30,479
|
|
|
45
|
%
|
|
26,931
|
|
|
47
|
%
|
||
|
|
|
|
|
|
|
|
|
||||||
International
|
|
|
|
|
|
|
|
|
||||||
Norway
|
|
10,043
|
|
|
14
|
%
|
|
7,429
|
|
|
13
|
%
|
||
Poland
|
|
8,182
|
|
|
12
|
%
|
|
4,091
|
|
|
7
|
%
|
||
Croatia
|
|
6,082
|
|
|
9
|
%
|
|
4,866
|
|
|
8
|
%
|
||
Netherlands
|
|
4,737
|
|
|
7
|
%
|
|
4,737
|
|
|
8
|
%
|
||
Mauritius
|
|
4,686
|
|
|
7
|
%
|
|
4,686
|
|
|
8
|
%
|
||
United Kingdom
(d)
|
|
3,790
|
|
|
5
|
%
|
|
3,790
|
|
|
7
|
%
|
||
Germany
|
|
1,417
|
|
|
1
|
%
|
|
1,417
|
|
|
2
|
%
|
||
International Total
|
|
38,937
|
|
|
55
|
%
|
|
31,016
|
|
|
53
|
%
|
||
|
|
|
|
|
|
|
|
|
||||||
Total
|
|
$
|
69,416
|
|
|
100
|
%
|
|
$
|
57,947
|
|
|
100
|
%
|
|
|
|
|
|
|
|
|
|
||||||
|
|
Consolidated
|
|
Pro Rata
|
||||||||||
Property Type
|
|
ABR
|
|
Percent
|
|
ABR
|
|
Percent
|
||||||
Office
|
|
$
|
37,012
|
|
|
53
|
%
|
|
$
|
26,758
|
|
|
46
|
%
|
Warehouse
|
|
11,437
|
|
|
16
|
%
|
|
11,437
|
|
|
20
|
%
|
||
Industrial
|
|
9,747
|
|
|
14
|
%
|
|
9,747
|
|
|
17
|
%
|
||
Retail
|
|
6,534
|
|
|
10
|
%
|
|
5,319
|
|
|
9
|
%
|
||
Hotel
|
|
4,686
|
|
|
7
|
%
|
|
4,686
|
|
|
8
|
%
|
||
|
|
$
|
69,416
|
|
|
100
|
%
|
|
$
|
57,947
|
|
|
100
|
%
|
(a)
|
Pro rata ABR for the Midwest region contains a concentration of
10%
for our Solo Cup Operating Company property located in Illinois, and
6%
for our Alliant Techsystems Inc. property located in Minnesota.
|
(b)
|
Pro rata ABR for the South region contains a concentration of
6%
for our State Farm Automobile Company property located in Texas.
|
(c)
|
Pro rata ABR for the East region contains a concentration of
5%
for our Belk, Inc. property located in South Carolina.
|
(d)
|
Represents the multi-tenant properties within our net-lease portfolio.
|
|
|
Consolidated
|
|
Pro Rata
|
||||||||||
Industry Type
|
|
ABR
|
|
Percent
|
|
ABR
|
|
Percent
|
||||||
Oil and Gas
|
|
$
|
9,625
|
|
|
14
|
%
|
|
$
|
7,011
|
|
|
12
|
%
|
Banking
|
|
8,057
|
|
|
12
|
%
|
|
4,029
|
|
|
7
|
%
|
||
Insurance
|
|
7,590
|
|
|
11
|
%
|
|
4,041
|
|
|
7
|
%
|
||
Grocery
|
|
6,082
|
|
|
9
|
%
|
|
4,866
|
|
|
8
|
%
|
||
Containers, Packaging, and Glass
|
|
5,646
|
|
|
8
|
%
|
|
5,646
|
|
|
10
|
%
|
||
Capital Equipment
|
|
5,267
|
|
|
8
|
%
|
|
5,267
|
|
|
9
|
%
|
||
Construction and Building
|
|
5,075
|
|
|
7
|
%
|
|
5,075
|
|
|
9
|
%
|
||
Hotel, Gaming, and Leisure
|
|
4,763
|
|
|
7
|
%
|
|
4,724
|
|
|
8
|
%
|
||
Retail Stores
|
|
4,726
|
|
|
7
|
%
|
|
4,726
|
|
|
8
|
%
|
||
Metals and Mining
|
|
3,199
|
|
|
5
|
%
|
|
3,199
|
|
|
6
|
%
|
||
High Tech Industries
|
|
1,417
|
|
|
2
|
%
|
|
1,417
|
|
|
2
|
%
|
||
Consumer Goods: Non-Durable
|
|
1,258
|
|
|
2
|
%
|
|
1,258
|
|
|
2
|
%
|
||
Services: Consumer
|
|
1,088
|
|
|
2
|
%
|
|
1,088
|
|
|
2
|
%
|
||
Telecommunications
|
|
1,017
|
|
|
1
|
%
|
|
994
|
|
|
2
|
%
|
||
Utilities: Electric
|
|
997
|
|
|
1
|
%
|
|
997
|
|
|
2
|
%
|
||
Chemicals, Plastics, and Rubber
|
|
950
|
|
|
1
|
%
|
|
950
|
|
|
2
|
%
|
||
Automotive
|
|
936
|
|
|
1
|
%
|
|
936
|
|
|
2
|
%
|
||
Transportation: Cargo
|
|
914
|
|
|
1
|
%
|
|
914
|
|
|
1
|
%
|
||
Services: Business
|
|
615
|
|
|
1
|
%
|
|
615
|
|
|
1
|
%
|
||
Other
(a)
|
|
194
|
|
|
—
|
%
|
|
194
|
|
|
—
|
%
|
||
|
|
$
|
69,416
|
|
|
100
|
%
|
|
$
|
57,947
|
|
|
100
|
%
|
(a)
|
Includes ABR from tenants in the following industries: media: advertising, printing and publishing; and consumer goods: durable.
|
|
|
Consolidated
(a)
|
|
Pro Rata
(a)
|
||||||||||||||||
Year of Lease Expiration
(b)
|
|
Number of Leases Expiring
|
|
ABR
|
|
Percent
|
|
Number of Leases Expiring
|
|
ABR
|
|
Percent
|
||||||||
Remaining 2015
|
|
5
|
|
|
$
|
157
|
|
|
—
|
%
|
|
5
|
|
|
$
|
155
|
|
|
—
|
%
|
2016
|
|
3
|
|
|
106
|
|
|
—
|
%
|
|
3
|
|
|
68
|
|
|
—
|
%
|
||
2017
|
|
3
|
|
|
374
|
|
|
1
|
%
|
|
3
|
|
|
374
|
|
|
1
|
%
|
||
2018
|
|
7
|
|
|
280
|
|
|
—
|
%
|
|
7
|
|
|
257
|
|
|
—
|
%
|
||
2019
|
|
8
|
|
|
1,049
|
|
|
2
|
%
|
|
8
|
|
|
1,049
|
|
|
2
|
%
|
||
2020
|
|
6
|
|
|
771
|
|
|
1
|
%
|
|
6
|
|
|
771
|
|
|
1
|
%
|
||
2021
|
|
2
|
|
|
229
|
|
|
—
|
%
|
|
2
|
|
|
229
|
|
|
—
|
%
|
||
2022
|
|
3
|
|
|
184
|
|
|
—
|
%
|
|
3
|
|
|
184
|
|
|
—
|
%
|
||
2023
|
|
6
|
|
|
14,092
|
|
|
20
|
%
|
|
6
|
|
|
10,063
|
|
|
17
|
%
|
||
2024
|
|
9
|
|
|
4,674
|
|
|
7
|
%
|
|
9
|
|
|
4,674
|
|
|
8
|
%
|
||
2025
|
|
4
|
|
|
4,935
|
|
|
7
|
%
|
|
4
|
|
|
4,935
|
|
|
9
|
%
|
||
2026
|
|
2
|
|
|
1,844
|
|
|
3
|
%
|
|
2
|
|
|
1,844
|
|
|
3
|
%
|
||
2027
|
|
7
|
|
|
4,580
|
|
|
7
|
%
|
|
7
|
|
|
4,580
|
|
|
8
|
%
|
||
2028
|
|
3
|
|
|
12,554
|
|
|
18
|
%
|
|
3
|
|
|
6,391
|
|
|
11
|
%
|
||
Thereafter
|
|
19
|
|
|
23,587
|
|
|
34
|
%
|
|
19
|
|
|
22,373
|
|
|
40
|
%
|
||
|
|
87
|
|
|
$
|
69,416
|
|
|
100
|
%
|
|
87
|
|
|
$
|
57,947
|
|
|
100
|
%
|
(a)
|
Assumes tenant does not exercise renewal option.
|
(b)
|
These maturities also include our multi-tenant properties, which generally have a shorter duration than our single tenant properties, and on a combined basis represent both consolidated and pro rata ABR of
$3.8 million
. All the years listed above include multi-tenant properties, except 2026.
|
Location
|
|
Number of Properties
|
|
Square Footage
|
||
Florida
|
|
12
|
|
|
1,261
|
|
Georgia
|
|
3
|
|
|
502
|
|
Texas
|
|
3
|
|
|
236
|
|
California
|
|
2
|
|
|
182
|
|
Hawaii
|
|
2
|
|
|
95
|
|
North Carolina
|
|
1
|
|
|
292
|
|
South Carolina
|
|
1
|
|
|
63
|
|
United Kingdom
(a)
|
|
1
|
|
|
—
|
|
Total
|
|
25
|
|
|
2,631
|
|
(a)
|
Represents a build-to-suit project for a student housing development (
Note 5
).
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2015
|
|
2014
|
||||
Total revenues
|
|
$
|
27,172
|
|
|
$
|
6,694
|
|
Net loss attributable to CPA
®
:18 – Global
|
|
(11,265
|
)
|
|
(14,670
|
)
|
||
|
|
|
|
|
||||
Cash distributions paid
|
|
17,631
|
|
|
1,821
|
|
||
|
|
|
|
|
||||
Net cash provided by (used in) operating activities
|
|
9,586
|
|
|
(131
|
)
|
||
Net cash used in investing activities
|
|
(145,309
|
)
|
|
(388,687
|
)
|
||
Net cash provided by financing activities
|
|
248,240
|
|
|
613,057
|
|
||
|
|
|
|
|
||||
Supplemental financial measures:
|
|
|
|
|
||||
Funds (used in) from operations, or FFO
(a)
|
|
(562
|
)
|
|
(12,529
|
)
|
||
Modified funds from operations, or MFFO
(a)
|
|
8,261
|
|
|
2,263
|
|
(a)
|
We consider the performance metrics listed above, including FFO and MFFO, which are supplemental measures that are not defined by GAAP, both referred to as non-GAAP measures, to be important measures in the evaluation of our results of operations and capital resources. We evaluate our results of operations with a primary focus on the ability to generate cash flow necessary to meet our objective of funding distributions to stockholders. See
Supplemental Financial Measures
below for our definitions of these non-GAAP measures and reconciliations to their most directly comparable GAAP measures.
|
|
|
Three Months Ended March 31,
|
||||||||||
|
|
2015
|
|
2014
|
|
Change
|
||||||
Revenues
|
|
|
|
|
|
|
||||||
Lease revenues
|
|
$
|
18,108
|
|
|
$
|
6,211
|
|
|
$
|
11,897
|
|
Operating property revenues
|
|
6,133
|
|
|
421
|
|
|
5,712
|
|
|||
Reimbursable tenant costs
|
|
2,194
|
|
|
52
|
|
|
2,142
|
|
|||
Interest income and other
|
|
737
|
|
|
10
|
|
|
727
|
|
|||
|
|
27,172
|
|
|
6,694
|
|
|
20,478
|
|
|||
Operating Expenses
|
|
|
|
|
|
|
||||||
Depreciation and amortization:
|
|
|
|
|
|
|
||||||
Net-leased properties
|
|
7,881
|
|
|
2,491
|
|
|
5,390
|
|
|||
Operating properties
|
|
4,238
|
|
|
224
|
|
|
4,014
|
|
|||
|
|
12,119
|
|
|
2,715
|
|
|
9,404
|
|
|||
Property expenses:
|
|
|
|
|
|
|
||||||
Operating properties
|
|
2,597
|
|
|
118
|
|
|
2,479
|
|
|||
Reimbursable tenant costs
|
|
2,194
|
|
|
52
|
|
|
2,142
|
|
|||
Asset management fees
|
|
1,417
|
|
|
331
|
|
|
1,086
|
|
|||
Net-leased properties
|
|
302
|
|
|
243
|
|
|
59
|
|
|||
|
|
6,510
|
|
|
744
|
|
|
5,766
|
|
|||
Acquisition expenses
|
|
6,600
|
|
|
18,994
|
|
|
(12,394
|
)
|
|||
General and administrative
|
|
1,884
|
|
|
638
|
|
|
1,246
|
|
|||
|
|
27,113
|
|
|
23,091
|
|
|
4,022
|
|
|||
Operating Income (Loss)
|
|
59
|
|
|
(16,397
|
)
|
|
16,456
|
|
|||
Other Income and Expenses
|
|
|
|
|
|
|
||||||
Interest expense
|
|
(7,138
|
)
|
|
(2,076
|
)
|
|
(5,062
|
)
|
|||
Other (expenses) and income
|
|
(2,498
|
)
|
|
54
|
|
|
(2,552
|
)
|
|||
|
|
(9,636
|
)
|
|
(2,022
|
)
|
|
(7,614
|
)
|
|||
Loss before income taxes
|
|
(9,577
|
)
|
|
(18,419
|
)
|
|
8,842
|
|
|||
Provision for income taxes
|
|
(327
|
)
|
|
(24
|
)
|
|
(303
|
)
|
|||
Net Loss
|
|
(9,904
|
)
|
|
(18,443
|
)
|
|
8,539
|
|
|||
Net (income) loss attributable to noncontrolling interests
|
|
(1,361
|
)
|
|
3,773
|
|
|
(5,134
|
)
|
|||
Net Loss Attributable to CPA
®
:18 – Global
|
|
$
|
(11,265
|
)
|
|
$
|
(14,670
|
)
|
|
$
|
3,405
|
|
MFFO
|
|
$
|
8,261
|
|
|
$
|
2,263
|
|
|
$
|
5,998
|
|
|
Three Months Ended March 31,
|
||||||||||
|
2015
|
|
2014
|
|
Change
|
||||||
Existing Net-Leased Properties
|
|
|
|
|
|
||||||
Lease revenues
|
$
|
4,137
|
|
|
$
|
4,469
|
|
|
$
|
(332
|
)
|
Depreciation and amortization
|
(1,476
|
)
|
|
(1,621
|
)
|
|
145
|
|
|||
Property expenses
|
136
|
|
|
(195
|
)
|
|
331
|
|
|||
Property level contribution
|
2,797
|
|
|
2,653
|
|
|
144
|
|
|||
Recently Acquired Net-Leased Properties
|
|
|
|
|
|
||||||
Lease revenues
|
13,971
|
|
|
1,742
|
|
|
12,229
|
|
|||
Depreciation and amortization
|
(6,406
|
)
|
|
(869
|
)
|
|
(5,537
|
)
|
|||
Property expenses
|
(438
|
)
|
|
(48
|
)
|
|
(390
|
)
|
|||
Property level contribution
|
7,127
|
|
|
825
|
|
|
6,302
|
|
|||
Operating Properties
|
|
|
|
|
|
||||||
Revenues
|
6,133
|
|
|
421
|
|
|
5,712
|
|
|||
Property expenses
|
(2,597
|
)
|
|
(118
|
)
|
|
(2,479
|
)
|
|||
Depreciation and amortization
|
(4,237
|
)
|
|
(225
|
)
|
|
(4,012
|
)
|
|||
Property level contribution
|
(701
|
)
|
|
78
|
|
|
(779
|
)
|
|||
Total Property Level Contribution
|
|
|
|
|
|
||||||
Lease revenues
|
18,108
|
|
|
6,211
|
|
|
11,897
|
|
|||
Property expenses
|
(302
|
)
|
|
(243
|
)
|
|
(59
|
)
|
|||
Operating property revenues
|
6,133
|
|
|
421
|
|
|
5,712
|
|
|||
Operating property expenses
|
(2,597
|
)
|
|
(118
|
)
|
|
(2,479
|
)
|
|||
Depreciation and amortization
|
(12,119
|
)
|
|
(2,715
|
)
|
|
(9,404
|
)
|
|||
Property Level Contribution
|
9,223
|
|
|
3,556
|
|
|
5,667
|
|
|||
Add other income:
|
|
|
|
|
|
||||||
Non-rent related revenue and other
|
737
|
|
|
10
|
|
|
727
|
|
|||
Less other expenses:
|
|
|
|
|
|
||||||
Acquisition expenses
|
(6,600
|
)
|
|
(18,994
|
)
|
|
12,394
|
|
|||
General and administrative
|
(1,884
|
)
|
|
(638
|
)
|
|
(1,246
|
)
|
|||
Asset management fees
|
(1,417
|
)
|
|
(331
|
)
|
|
(1,086
|
)
|
|||
Operating Income (Loss)
|
$
|
59
|
|
|
$
|
(16,397
|
)
|
|
$
|
16,456
|
|
|
March 31, 2015
|
|
December 31, 2014
|
||||
Carrying Value
|
|
|
|
||||
Fixed rate
|
$
|
541,686
|
|
|
$
|
429,251
|
|
Variable rate:
|
|
|
|
||||
Amount subject to floating interest rate
|
39,858
|
|
|
54,501
|
|
||
Amount subject to interest rate swap
|
81,541
|
|
|
37,960
|
|
||
|
121,399
|
|
|
92,461
|
|
||
|
$
|
663,085
|
|
|
$
|
521,712
|
|
Percent of Total Debt
|
|
|
|
||||
Fixed rate
|
82
|
%
|
|
82
|
%
|
||
Variable rate
|
18
|
%
|
|
18
|
%
|
||
|
100
|
%
|
|
100
|
%
|
||
Weighted-Average Interest Rate at End of Period
|
|
|
|
||||
Fixed rate
|
4.1
|
%
|
|
4.5
|
%
|
||
Variable rate
(a)
|
4.2
|
%
|
|
4.2
|
%
|
(a)
|
The impact of our derivative instruments is reflected in the weighted-average interest rates above.
|
|
Total
|
|
Less than
1 year
|
|
1-3 years
|
|
3-5 years
|
|
More than
5 years
|
||||||||||
Debt — principal
(a)
|
$
|
662,179
|
|
|
$
|
2,366
|
|
|
$
|
17,956
|
|
|
$
|
44,573
|
|
|
$
|
597,284
|
|
Interest on borrowings and
deferred acquisition fees
|
220,914
|
|
|
28,092
|
|
|
54,889
|
|
|
53,763
|
|
|
84,170
|
|
|||||
Capital commitments
(c)
|
109,095
|
|
|
109,095
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Deferred acquisition fees — principal
(b)
|
18,195
|
|
|
8,748
|
|
|
9,447
|
|
|
—
|
|
|
—
|
|
|||||
Other lease commitments
(d)
|
4,844
|
|
|
206
|
|
|
417
|
|
|
418
|
|
|
3,803
|
|
|||||
Asset retirement obligations, net
(e)
|
2,027
|
|
|
2,027
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
$
|
1,017,254
|
|
|
$
|
150,534
|
|
|
$
|
82,709
|
|
|
$
|
98,754
|
|
|
$
|
685,257
|
|
(a)
|
Represents the non-recourse debt and bonds payable that we obtained in connection with our investments. Excludes
$0.9 million
of unamortized premium, which was included in Non-recourse debt and Bonds payable at
March 31, 2015
.
|
(b)
|
Represents deferred acquisition fees due to the advisor as a result of our acquisitions. These fees are scheduled to be paid in three equal annual installments from the date of each respective acquisition.
|
(c)
|
Capital commitments include our current build-to-suit project of
$108.2 million
(
Note 5
) and
$0.9 million
related to other construction commitments.
|
(d)
|
Other lease commitments consist of rental obligations under ground leases and our share of future rents payable pursuant to our advisory agreement for the purpose of leasing office space used for the administration of real estate entities. Amounts are allocated among WPC, the CPA
®
REITs, and CWI (
Note 4
).
|
(e)
|
Represents the future amount of obligations estimated for the removal of asbestos and environmental waste in connection with certain of our acquisitions, payable upon the retirement or sale of the assets (
Note 5
).
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2015
|
|
2014
(a)
|
||||
Net loss attributable to CPA
®
:18 – Global
|
|
$
|
(11,265
|
)
|
|
$
|
(14,670
|
)
|
Adjustments:
|
|
|
|
|
||||
Depreciation and amortization of real property
|
|
12,160
|
|
|
2,701
|
|
||
Proportionate share of adjustments for noncontrolling interests to arrive at FFO
|
|
(1,457
|
)
|
|
(560
|
)
|
||
Total adjustments
|
|
10,703
|
|
|
2,141
|
|
||
FFO — as defined by NAREIT
|
|
(562
|
)
|
|
(12,529
|
)
|
||
Adjustments:
|
|
|
|
|
||||
Acquisition expenses
(b)
|
|
6,600
|
|
|
19,029
|
|
||
Unrealized losses (gains) on foreign currency, derivatives and other
|
|
3,530
|
|
|
(3
|
)
|
||
Straight-line and other rent adjustments
(c)
|
|
(1,005
|
)
|
|
(376
|
)
|
||
Realized (gains) losses on foreign currency, derivatives and other
|
|
(397
|
)
|
|
211
|
|
||
Gain on extinguishment of debt
|
|
(248
|
)
|
|
—
|
|
||
Amortization of premium on debt investments and fair market value adjustments, net
|
|
186
|
|
|
92
|
|
||
Above- and below-market rent intangible lease amortization, net
(d)
|
|
97
|
|
|
(33
|
)
|
||
Proportionate share of adjustments for noncontrolling interests to arrive at MFFO
|
|
60
|
|
|
(4,128
|
)
|
||
Total adjustments
|
|
8,823
|
|
|
14,792
|
|
||
MFFO
|
|
$
|
8,261
|
|
|
$
|
2,263
|
|
(a)
|
In the course of preparing our 2014 consolidated financial statements, we discovered an error related to our accounting for a subsidiary’s functional currency. We corrected this error, and one other error previously recorded as out-of-period adjustment, and revised our consolidated financial statements for all prior periods impacted. Accordingly, our financial results for the prior period presented herein have been revised for the correction of such errors (
Note 3
). The correction of errors resulted in an increase to Net loss attributable to CPA
®
:18 – Global of
$0.4 million
, a reduction in FFO of
$0.4 million
, and a decrease to MFFO of
$0.3 million
for the three months ended March 31, 2014.
|
(b)
|
Prior to the first quarter of 2015, includes Acquisition expenses and amortization of deferred acquisition fees. In evaluating investments in real estate, management differentiates the costs to acquire the investment from the operations derived from the investment. Such information would be comparable only for non-listed REITs that have completed their acquisition activity and have other similar operating characteristics. By excluding expensed acquisition costs and amortization of deferred acquisition fees, management believes MFFO provides useful supplemental information that is comparable for each type of real estate investment and is consistent with management’s analysis of the investing and operating performance of our properties. Acquisition fees and expenses include payments to the advisor or third parties. Acquisition fees and expenses under GAAP are considered operating expenses and as expenses included in the determination of net income (loss) and income (loss) from continuing operations, both of which are performance measures under GAAP. All paid and accrued acquisition fees and expenses will have negative effects on returns to stockholders, the potential for future
|
(c)
|
Under GAAP, rental receipts are allocated to periods using an accrual basis. This may result in income recognition that is significantly different than underlying contract terms. By adjusting for these items (to reflect such payments from a GAAP accrual basis to a cash basis of disclosing the rent and lease payments), management believes that MFFO provides useful supplemental information on the realized economic impact of lease terms and debt investments, provides insight on the contractual cash flows of such lease terms and debt investments, and aligns results with management’s analysis of operating performance.
|
(d)
|
Under GAAP, certain intangibles are accounted for at cost and reviewed at least annually for impairment, and certain intangibles are assumed to diminish predictably in value over time and amortized, similar to depreciation and amortization of other real estate related assets that are excluded from FFO. However, because real estate values and market lease rates historically rise or fall with market conditions, management believes that by excluding charges relating to amortization of these intangibles, MFFO provides useful supplemental information on the performance of the real estate.
|
|
2015 (Remainder)
|
|
2016
|
|
2017
|
|
2018
|
|
2019
|
|
Thereafter
|
|
Total
|
|
Fair value
|
||||||||||||||||
Fixed-rate debt
(a)
|
$
|
1,341
|
|
|
$
|
1,894
|
|
|
$
|
13,787
|
|
|
$
|
2,462
|
|
|
$
|
2,723
|
|
|
$
|
519,491
|
|
|
$
|
541,698
|
|
|
$
|
585,731
|
|
Variable rate debt
(a)
|
$
|
396
|
|
|
$
|
922
|
|
|
$
|
1,091
|
|
|
$
|
1,091
|
|
|
$
|
11,949
|
|
|
$
|
105,032
|
|
|
$
|
120,481
|
|
|
$
|
99,179
|
|
(a)
|
Amounts are based on the exchange rate at
March 31, 2015
, as applicable.
|
Lease Revenues
(a)
|
|
2015 (Remainder)
|
|
2016
|
|
2017
|
|
2018
|
|
2019
|
|
Thereafter
|
|
Total
|
||||||||||||||
Euro
(b)
|
|
$
|
19,132
|
|
|
$
|
24,443
|
|
|
$
|
28,746
|
|
|
$
|
29,864
|
|
|
$
|
29,766
|
|
|
$
|
262,223
|
|
|
$
|
394,174
|
|
Norwegian krone
(c)
|
|
7,623
|
|
|
10,156
|
|
|
10,143
|
|
|
10,143
|
|
|
10,143
|
|
|
76,989
|
|
|
125,197
|
|
|||||||
British pound sterling
(d)
|
|
2,836
|
|
|
3,781
|
|
|
3,781
|
|
|
3,781
|
|
|
3,433
|
|
|
13,237
|
|
|
30,849
|
|
|||||||
|
|
$
|
29,591
|
|
|
$
|
38,380
|
|
|
$
|
42,670
|
|
|
$
|
43,788
|
|
|
$
|
43,342
|
|
|
$
|
352,449
|
|
|
$
|
550,220
|
|
Debt Service
(a)
|
|
2015 (Remainder)
|
|
2016
|
|
2017
|
|
2018
|
|
2019
|
|
Thereafter
|
|
Total
|
||||||||||||||
Euro
(b)
|
|
$
|
5,130
|
|
|
$
|
6,782
|
|
|
$
|
18,047
|
|
|
$
|
6,525
|
|
|
$
|
14,507
|
|
|
$
|
146,550
|
|
|
$
|
197,541
|
|
Norwegian krone
(c)
|
|
3,334
|
|
|
3,334
|
|
|
3,334
|
|
|
3,334
|
|
|
3,334
|
|
|
96,080
|
|
|
112,750
|
|
|||||||
British pound sterling
(d)
|
|
320
|
|
|
426
|
|
|
425
|
|
|
425
|
|
|
11,279
|
|
|
—
|
|
|
12,875
|
|
|||||||
|
|
$
|
8,784
|
|
|
$
|
10,542
|
|
|
$
|
21,806
|
|
|
$
|
10,284
|
|
|
$
|
29,120
|
|
|
$
|
242,630
|
|
|
$
|
323,166
|
|
(a)
|
Amounts are based on the applicable exchange rates at
March 31, 2015
. Contractual rents and debt obligations are denominated in the functional currency of the country of each property.
|
(b)
|
We estimate that, for a 1% increase or decrease in the exchange rate between the euro and the U.S. dollar, there would be a corresponding change in the projected estimated property-level cash flow at
March 31, 2015
of
$2.0 million
.
|
(c)
|
We estimate that, for a 1% increase or decrease in the exchange rate between the Norwegian krone and the U.S. dollar, there would be a corresponding change in the projected estimated property-level cash flow at
March 31, 2015
of
$0.2 million
.
|
(d)
|
We estimate that, for a 1% increase or decrease in the exchange rate between the British pound sterling and the U.S. dollar, there would be a corresponding change in the projected estimated property-level cash flow at
March 31, 2015
of
$0.1 million
.
|
•
|
45%
related to domestic properties, which include concentrations in Texas of
11%
;
|
•
|
55%
related to international properties, which include concentrations in Norway
14%
and Poland
12%
;
|
•
|
53%
related to office properties,
16%
related to warehouse properties,
14%
related to industrial properties and
10%
related to retail properties; and
|
•
|
14%
related to the oil and gas industry,
12%
related to the banking industry, and
11%
related to the insurance industry.
|
|
Common Stock
|
|
|
||||||||
|
Class A
|
|
Class C
|
|
Total
|
||||||
Shares registered
(a)
|
100,000,000
|
|
|
26,737,968
|
|
|
126,737,968
|
|
|||
Aggregate price of offering amount registered
(a)
|
$
|
1,000,000
|
|
|
$
|
250,000
|
|
|
$
|
1,250,000
|
|
Shares sold
(b)
|
97,937
|
|
|
28,336
|
|
|
126,273
|
|
|||
Aggregated offering price of amount sold
|
$
|
977,410
|
|
|
$
|
264,877
|
|
|
$
|
1,242,287
|
|
Direct or indirect payments to directors, officers, general partners
of the issuer or their associates; to persons owning ten percent or more of any class of equity securities of the issuer; and to affiliates of the issuer |
(72,914
|
)
|
|
(5,734
|
)
|
|
(78,648
|
)
|
|||
Direct or indirect payments to others
|
(31,258
|
)
|
|
(5,975
|
)
|
|
(37,233
|
)
|
|||
Net offering proceeds to the issuer after deducting expenses
|
$
|
873,238
|
|
|
$
|
253,168
|
|
|
1,126,406
|
|
|
Purchases of real estate, net of financing and noncontrolling interest
|
|
|
|
|
(532,270
|
)
|
|||||
Cash distributions paid to stockholders
|
|
|
|
|
(55,249
|
)
|
|||||
Repayment of mortgage financing
|
|
|
|
|
(19,964
|
)
|
|||||
Repurchase of shares
|
|
|
|
|
(3,222
|
)
|
|||||
Working capital
(c)
|
|
|
|
|
23,393
|
|
|||||
Temporary investments in cash and cash equivalents
|
|
|
|
|
$
|
539,094
|
|
(a)
|
These amounts are based on the assumption that the shares sold in our initial public offering will be composed of 80% Class A common stock and 20% Class C common stock.
|
(b)
|
Excludes shares issued to affiliates, including the advisor, and shares issued pursuant to our distribution reinvestment and stock purchase plan. We ceased accepting new orders for shares of Class A and Class C common stock on June 30, 2014 and March 27, 2015, respectively. We closed our offering on April 2, 2015.
|
(c)
|
Working capital has been reduced to reflect
$65.9 million
of acquisition expenses.
|
|
|
Class A
|
|
Class C
|
|
|
|
|
||||||||||
2015 Period
|
|
Total number of Class A
shares purchased (a) |
|
Average price
paid per share |
|
Total number of Class C
shares purchased (a) |
|
Average price
paid per share |
|
Total number of shares
purchased as part of publicly announced plans or program (a) |
|
Maximum number (or
approximate dollar value) of shares that may yet be purchased under the plans or program (a) |
||||||
January
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
N/A
|
|
N/A
|
||
February
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
N/A
|
|
N/A
|
||
March
|
|
174,265
|
|
|
$
|
9.52
|
|
|
4,756
|
|
|
$
|
8.88
|
|
|
N/A
|
|
N/A
|
Total
|
|
174,265
|
|
|
|
|
4,756
|
|
|
|
|
|
|
|
(a)
|
Represents shares of our Class A and Class C common stock repurchased under our redemption plan, pursuant to which we may elect to redeem shares at the request of our stockholders who have held their shares for at least one year from the date of their issuance, subject to certain exceptions, conditions, and limitations. The maximum amount of shares purchasable by us in any period depends on a number of factors and is at the discretion of our board of directors. We satisfied all of the above redemption requests received during the three months ended
March 31, 2015
. We generally receive fees in connection with share redemptions.
|
Exhibit No.
|
|
Description
|
|
Method of Filing
|
10.1
|
|
Amended and Restated Advisory Agreement, dated as of January 1, 2015, by and among Corporate Property Associates 18 – Global Incorporated, CPA:18 Limited Partnership and Carey Asset Management Corp.
|
|
Incorporated by reference to Exhibit 10.15 to W. P. Carey’s Annual Report on Form 10-K filed on March 2, 2015
|
|
|
|
|
|
10.2
|
|
Amended and Restated Agreement of Limited Partnership, dated as of January 1, 2015, by and between Corporate Property Associates 18 – Global Incorporated and WPC-CPA
®
Holdings, LLC
|
|
Incorporated by reference to Exhibit 10.5 to Annual Report on Form 10-K filed on March 27, 2015
|
|
|
|
|
|
10.3
|
|
Amended and Restated Asset Management Agreement, dated as of May 13, 2015, by and among, Corporate Property Associates 18 – Global Incorporated, CPA:18 Limited Partnership and W. P. Carey & Co. B.V.
|
|
Filed herewith
|
|
|
|
|
|
31.1
|
|
Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
Filed herewith
|
|
|
|
|
|
31.2
|
|
Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
Filed herewith
|
|
|
|
|
|
32
|
|
Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
Filed herewith
|
|
|
|
|
|
101
|
|
The following materials from Corporate Property Associates 18 – Global Incorporated’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015, formatted in XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets at March 31, 2015 and December 31, 2014, (ii) Consolidated Statements of Operations for the three months ended March 31, 2015 and 2014, (iii) Consolidated Statements of Comprehensive Loss for the three months ended March 31, 2015 and 2014, (iv) Consolidated Statements of Equity for the three months ended March 31, 2015 and 2014, (v) Consolidated Statements of Cash Flows for the three months ended March 31, 2015 and 2014, and (vi) Notes to Consolidated Financial Statements.
|
|
Filed herewith
|
|
|
|
Corporate Property Associates 18 – Global Incorporated
|
Date:
|
May 15, 2015
|
|
|
|
|
By:
|
/s/ Catherine D. Rice
|
|
|
|
Catherine D. Rice
|
|
|
|
Chief Financial Officer
|
|
|
|
(Principal Financial Officer)
|
|
|
|
|
Date:
|
May 15, 2015
|
|
|
|
|
By:
|
/s/ Hisham A. Kader
|
|
|
|
Hisham A. Kader
|
|
|
|
Chief Accounting Officer
|
|
|
|
(Principal Accounting Officer)
|
Exhibit No.
|
|
Description
|
|
Method of Filing
|
10.1
|
|
Amended and Restated Advisory Agreement, dated as of January 1, 2015, by and among Corporate Property Associates 18 – Global Incorporated, CPA:18 Limited Partnership and Carey Asset Management Corp.
|
|
Incorporated by reference to Exhibit 10.15 to W. P. Carey’s Annual Report on Form 10-K filed on March 2, 2015
|
|
|
|
|
|
10.2
|
|
Amended and Restated Agreement of Limited Partnership, dated as of January 1, 2015, by and between Corporate Property Associates 18 – Global Incorporated and WPC-CPA
®
Holdings, LLC
|
|
Incorporated by reference to Exhibit 10.5 to Annual Report on Form 10-K filed on March 27, 2015
|
|
|
|
|
|
10.3
|
|
Amended and Restated Asset Management Agreement, dated as of May 13, 2015, by and among, Corporate Property Associates 18 – Global Incorporated, CPA:18 Limited Partnership and W. P. Carey & Co. B.V.
|
|
Filed herewith
|
|
|
|
|
|
31.1
|
|
Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
Filed herewith
|
|
|
|
|
|
31.2
|
|
Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
Filed herewith
|
|
|
|
|
|
32
|
|
Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
Filed herewith
|
|
|
|
|
|
101
|
|
The following materials from Corporate Property Associates 18 – Global Incorporated’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015, formatted in XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets at March 31, 2015 and December 31, 2014, (ii) Consolidated Statements of Operations for the three months ended March 31, 2015 and 2014, (iii) Consolidated Statements of Comprehensive Loss for the three months ended March 31, 2015 and 2014, (iv) Consolidated Statements of Equity for the three months ended March 31, 2015 and 2014, (v) Consolidated Statements of Cash Flows for the three months ended March 31, 2015 and 2014, and (vi) Notes to Consolidated Financial Statements.
|
|
Filed herewith
|
Name:
|
Thomas E. Zacharias
|
Title:
|
Chief Operating Officer
|
Name:
|
Thomas E. Zacharias
|
Title:
|
Chief Operating Officer
|
Name:
|
Kelly van Krieken
|
Title:
|
Managing Director
|
Name:
|
Gawein Heymans
|
Title:
|
Managing Director
|
Transaction Type
|
Flat Rate (per Transaction)
|
Acquisitions
|
0.25% of Total Investment Cost
|
Asset Management Transactions:
|
|
Financings
|
$20,000
|
Lease Amendments – Simple
|
$7,000
|
Lease Amendments – Complex
|
$50,000
|
Dispositions
|
$25,000
|
Lines of Credit
|
$100,000
|
Other Corporate Matters
|
$2,000
|
|
|
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Corporate Property Associates 18 – Global Incorporated;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an Annual Report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Corporate Property Associates 18 – Global Incorporated;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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(a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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(c)
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(d)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an Annual Report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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(a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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(b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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1.
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The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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2.
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Corporate Property Associates 18 – Global Incorporated.
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