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Volume 2, Issue 32
September 22, 2011 |
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This edition of the newsletter includes information from SEC
filings for the period September 7 through September 21, 2011.
To quickly
access articles within a specific category, please click
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877-256-2304
www.BlueVaultPartners.com |
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The 2Q 2011 Report was released on September 16, 2011. To access a copy online, click here.
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There were no new product registrations for the period September 7 through September 21, 2011.
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American Realty Capital Daily Net Asset Value Trust, Inc.
On September 15, 2011, the board of directors declared a distribution rate equal to $0.63 per annum based on the common stock price of the Company’s securities. The dividend will be calculated at a rate of $0.0017260274 per day and corresponds to a 6.36% annualized rate based on the retail share price of $9.90 and a 6.30% annualized rate (net of the platform fee) based on the institutional share price of $9.00.
American Realty Capital – Retail Centers of America, Inc.
On September 19, 2011, the Board of Directors declared a distribution rate equal to a 6.40% annualized rate based on the common stock share price of $10.00 and will be calculated at a rate of $0.0017534247 per day. The distributions will accrue commencing the later of 30 days following the Company’s initial property acquisition and the Company’s satisfaction of the escrow conditions of its reasonable best efforts public offering of common stock. |
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Apple REIT Ten, Inc.
On September 1, 2011, the Company closed on the purchase of two hotels for a total purchase price of $44.8 million. To view a copy of the filing, click here
Behringer Harvard Opportunity REIT I, Inc.
An indirect subsidiary of the Company is currently the borrower under a Loan Agreement dated July 30, 2008 (“Frisco Square Loan”) with Bank of America, N.A. as administrative agent and lender and with another lending institution that is party to the Frisco Square Loan.
On July 30, 2008, the Company entered into the Frisco Square Loan. The Frisco Square Loan consists of five separate tranches with varying payment terms and bears interest at annual rates based on LIBOR plus applicable margins ranging from 3.5% to 4.5%. The Frisco Square Loan is secured by Frisco Square and matured on July 28, 2011. Effective July 28, 2011, the Company reached an agreement with the lenders to extend the maturity date of the Frisco Square Loan to August 28, 2011. To view a copy of the filing, click here
Carey Watermark Investors Incorporated
On September 6, 2011, the Company completed a joint venture investment with HRI Properties, the owner of the leasehold interests in the Chateau Bourbon Hotel, a 251-room hotel property with 20,000 square feet of leasable commercial space located in the French Quarter of New Orleans, Louisiana and an adjacent parking garage. CWI acquired an 80% interest in the joint venture (the “New Orleans Venture”) for approximately $31.3 million, which includes CWI’s commitment related to its allocable share of the New Orleans Venture’s debt (as described below) and a capital contribution of $12.3 million. To view a copy of the filing, click here
CNL Lifestyle Properties, Inc.
On August 31, 2011, the Company acquired seven senior living facilities in two separate transactions and increased its portfolio of senior housing communities to 43 properties. Six of these properties were acquired from affiliates of Foster Hospitality Group, Inc., a regional seniors housing developer and operator based in Springfield, Missouri, for a purchase price of $47.0 million (the “Culpepper Communities”). The Company also purchased a retirement community offering independent living, assisted living and skilled nursing services that was owned and operated by an affiliate of Generations, LLC, a regional seniors housing developer and operator based in Portland, Oregon, for a purchase price of $41.0 million (“Town Center Village”). To view a copy of the filing, click here
Cornerstone Core Properties REIT, Inc.
On August 31, 2011, the Company became obligated under a purchase and sale agreement in connection with the sale of the 2111 South Industrial Park by J3 Harmon, L.L.C., a non-related party, for a purchase price of $950,000. To view a copy of the filing, click here
On August 31, 2011, the Company also became obligated under a purchase and sale agreement in connection with the sale of the Mack Deer Valley and Pinnacle Park Business Center properties by Columbia Industrial Properties Midwest, LLC, a non-related party, for a purchase price of approximately $25.6 million. To view a copy of the filing, click here
Hartman Short Term Income Properties XX, Inc.
On September 13, 2011, the Company acquired an additional 7% limited liability company interest in Hartman Richardson Heights LLC (the “Joint Venture”) from Hartman XIX for $1,340,500 cash. Following the transaction the Company owns 49% and Hartman XIX owns 51% of the Joint Venture. To view a copy of the filing, click here
Hines Global REIT, Inc.
On August 25, 2011, the Company acquired all of the share capital of Maxrange and Fibersoft Limited, for the sole purpose of acquiring Gogolevsky 11, a nine-story office building located in Moscow, Russia. Gogolevsky 11 consists of 85,740 square feet of rentable area that is 100% leased to six tenants. The net purchase price for Gogolevsky 11 was $96.1 million, exclusive of transaction costs, financing fees and working capital reserves. To view a copy of the filing, click here
In addition, on September 19, 2011, the Company issued a press release relating to Hines Global’s acquisition of 250 Royall Street on September 9, 2011. To view this filing, click here
KBS Real Estate Investment Trust III, Inc.
The Company has entered into a purchase and sale agreement to acquire a five-story office building containing 173,962 rentable square feet located on approximately 4.3 acres of land in Austin, Texas (“Domain Gateway”). On August 22, 2011, the Company's external advisor, KBS Capital Advisors LLC (the “Advisor”), entered into a purchase and sale agreement with Domain Gateway I, LP (the “Seller”), an affiliate of RREEF Domain Limited Partnership, to purchase Domain Gateway. On September 14, 2011, the Advisor assigned this purchase and sale agreement to an indirect wholly owned subsidiary of the Company for $0.5 million, which is the amount of the first deposit under the purchase and sale agreement. Subsequent to the assignment, the Company made an additional deposit of $2.5 million under the purchase and sale agreement. The purchase price of Domain Gateway is approximately $48.0 million plus closing costs. To view a copy of the filing, click here
KBS Real Estate Investment Trust, Inc.
On September 1, 2011, the Company entered into (a) a Collateral Transfer and Settlement Agreement with, among other parties, GKK Stars Acquisition LLC, the wholly owned subsidiary of Gramercy Capital Corp. that indirectly owns the Gramercy real estate portfolio, to effect the orderly transfer of certain assets and liabilities of the Gramercy real estate portfolio to the Company in satisfaction of certain debt obligations owed by wholly owned subsidiaries of Gramercy to the Company, (b) an Acknowledgment and Consent Agreement with, among other parties, Goldman Sachs Mortgage Company and Citicorp North America, Inc. , and (c) a second amendment to the Repurchase Agreements (defined below).
As of September 1, 2011, the book value of the GKK Mezzanine Loan was $458.4 million, the book value of the GKK Subordinated Mortgage Loan was $34.3 million and the book value of the GKK Junior Mezzanine Tranche was $6.7 million, net of a purchase discount. To view a copy of the filing, click here
Strategic Storage Trust, Inc.
On September 7, 2011, the Company executed a purchase and sale agreement with unaffiliated third parties for the acquisition of 12 self storage facilities located in Georgia and Florida. The purchase price for the Homeland Portfolio is $84 million, plus closing costs and acquisition fees. The Registrant expects this acquisition to close in the fourth quarter of 2011 and intends to seek participation of a joint venture partner in the acquisition of the Homeland Portfolio. To view a copy of the filing, click here
TNP Strategic Retail Trust, Inc.
As previously disclosed, the Company entered into an Assignment and Assumption Agreement with an affiliate of the Company whereby TNP SRT Topaz assumed the Real Estate Purchase Agreement and Escrow Instructions, dated April 29, 2011, relating to the acquisition of a multitenant retail property located in Hesperia, California commonly known as the Topaz Marketplace (the “Topaz Property”) from Hesperia – Main Street, LLC, a third party seller (the “Seller”).
On September 14, 2011, TNP SRT Topaz and the Seller entered into the fifth amendment to the Purchase Agreement. The Fifth Amendment extends the outside date for the closing of the acquisition of the Topaz Property from September 14, 2011 to September 23, 2011. In connection with the Fifth Amendment, the Company increased its earnest money deposit by $1,000,000, which is applicable to the purchase price to be paid at closing, and paid the Seller a $97,500 extension fee, which is not applicable to the purchase price to be paid at closing. Both of these payments are non-refundable except in limited circumstances, such as a failure to close the acquisition of the Topaz Property due to Seller’s default or breach under the Purchase Agreement. To view a copy of the filing, click here
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American Realty Capital Healthcare Trust Acquires
The Company announced that, on September 19, 2011, the Company, through its sponsor, American Realty Capital V, LLC, closed on three properties aggregating $60.9 million in purchase price that represent the initial tranche of a portfolio of 12 high-quality, income producing healthcare facilities. These acquisitions increase the total size of the portfolio under management to $68.9 million. To view a copy of the filing, click here
Behringer Harvard Multifamily REIT I, Inc.
On September 19, 2011, the company filed a copy of its 2011 Second Quarter Report Summary for investors. To view a copy of the investor materials, click here
Behringer Harvard REIT I, Inc.
On September 9, 2011, the company filed a copy of its 2011 Second Quarter Report Summary for investors. To view a copy of the investor materials, click here
Bluerock Enhanced Multifamily Trust, Inc.
On August 31, 2011, the Company entered into a Secured Promissory Note Modification Agreement with Bluerock Special Opportunity + Income Fund II, LLC, an affiliate of the Company’s sponsor, to extend the maturity date of its $1.9 million affiliate loan. The Affiliate Loan is related to the Company’s investment in the joint venture through which it acquired the 240-unit multifamily community known as the Estates at Perimeter. The Agreement extends the Affiliate Loan for an additional six-month period from August 31, 2011 to February 28, 2012. All other terms of the Affiliate Loan remain unchanged. To view a copy of the filing, click here
Cornerstone Core Properties REIT, Inc.
As a condition to determining that the total operating expenses for the five-fiscal-quarter period ended June 30, 2011 are justified on the basis of unusual and non-recurring factors, the board of directors has required Cornerstone Realty Advisors, LLC, to reduce by 25% the asset management fees that it is required to pay to the Advisor under the amended and restated advisory agreement.
On August 31, 2011, the Company executed an amendment to the amended and restated advisory agreement to provide that, commencing on October 1, 2011, the asset management fee payable to the Advisor shall be reduced from the current monthly rate of one-twelfth of 1.0% of Average Invested Assets to a monthly rate of one-twelfth of 0.75% of Average Invested Assets. The other terms of the amended and restated advisory agreement are unaffected by the amendment and remain in effect.
For the five-fiscal-quarter period ended June 30, 2011, total operating expenses again exceeded the greater of 2% of the average invested assets and 25% of the net income. The Company incurred operating expenses of approximately $5.0 million and incurred an Excess Amount of approximately $1.3 million during the five quarters ended June 30, 2011. Based upon the factors cited above, the amendment of the advisory agreement to reduce asset management fees payable to the Advisor and the Advisor’s current progress toward developing strategic alternatives for consideration by the independent directors, the board of directors (including a majority of the independent directors) has determined that the Excess Amount is justified as unusual and non-recurring. As a condition to this determination, the Excess Amount shall be carried over and included in total operating expenses in subsequent periods, with any waiver dependent on the Advisor’s satisfactory progress with respect to executing the strategic alternative to be chosen by the independent directors. To view a copy of the filing, click here
Dividend Capital Total Realty Trust Inc.
On September 7, 2011, the Circuit Court of Fairfax County, Virginia, entered a final order of dismissal of the civil action titled Northrop Grumman Systems Corporation v. iStar NG, LP et al. (No. CL 2010 10025), after a settlement was reached among Dividend Capital Total Realty Trust Inc., iStar NG, LP, TRT Acquisitions, LLC and TRT NOIP Colshire—McLean LLC, iStar Financial Inc., and Northrop Grumman Systems Corporation (“Plaintiff”). The Order dismisses all claims, affirmative defenses and counterclaims with prejudice and provides that, as between Plaintiff and Defendants, each will bear their own attorneys’ fees and costs. To view a copy of the filing, click here
Griffin Capital Net Lease REIT, Inc.
On September 14, 2011, the board of directors extended the termination date of its initial public offering from November 6, 2011 until November 6, 2012, which is three years after the effective date of the initial public offering. The board of directors of the Registrant reserves the right to terminate the initial public offering at any time prior to November 6, 2012. To view a copy of the filing, click here
Grubb & Ellis Healthcare REIT II, Inc.
As previously reported on July 23, 2010, the Company entered into a $25,000,000 secured revolving line of credit with Bank of America, N.A., whereby it initially secured the Bank of America Line of Credit with two of its properties, Lacombe Medical Office Building located in Lacombe, Louisiana and Parkway Medical Center, located in Beachwood, Ohio. The Company further secured the Bank of America Line of Credit with: (i) St. Vincent Medical Office Building located in Cleveland, Ohio and Livingston Medical Arts Pavilion located in Livingston, Texas, on September 15, 2010; (ii) Sylva Medical Office Building located in Sylva, North Carolina on November 15, 2010; and (iii) Ennis Medical Office Building, located in Ennis, Texas on January 28, 2011.
Furthermore, as previously disclosed on May 5, 2011, the Company modified the terms of the Bank of America Line of Credit by entering into an amended loan agreement with Bank of America, or the Bank of America Line of Credit Modification, on May 4, 2011, which, amongst other things, provide for an increase in the aggregate maximum principal amount available under the line of credit from $25,000,000 to $45,000,000, subject to certain borrowing base conditions as disclosed in Current Report on Form 8-K filed on May 5, 2011.
On September 14, 2011, the Company further secured the Bank of America Line of Credit, as amended, by executing a future advance leasehold deed of trust, assignment of leases and rents, security agreement and fixture filing securing future advances on St. Anthony North Medical Office Building located in Denver, Colorado, or the St. Anthony North MOB property, for the benefit of Bank of America, N.A.
As a result of the Bank of America Line of Credit Modification and based on the value of the seven properties securing the Bank of America Line of Credit, as amended, the aggregate borrowing capacity is $38,435,000 as of September 14, 2011. To view a copy of the filing, click here
Inland American Real Estate Trust, Inc.
On September 8, 2011, the Company held a second quarter 2011 webcast for stockholders and financial advisors and filed a copy of the presentation materials used during that webcast. To view a copy of the presentation, click here
On September 12, 2011, the Company filed a copy of a letter to be distributed to its stockholders. To view the letter, click here
Inland Diversified Real Estate Trust, Inc.
Effective September 8, 2011, the Company entered into an amended and restated business management agreement with its business manager, Inland Diversified Business Manager & Advisor, Inc., and entered into amended and restated master management agreements with each of its real estate managers.
Under the Amended Business Management Agreement, the Company has reduced the amount of the maximum business management fee. More specifically, it is now required to pay the Business Manager a quarterly business management fee equal to a percentage of “average invested assets,” calculated as follows:
- if the Company has declared distributions during the prior calendar quarter just ended, in an amount equal to or greater than an average 7% annualized distribution rate (assuming a share was purchased for $10.00), the Company will pay a fee equal to 0.1875% of the average invested assets for that prior calendar quarter;
- if the Company has declared distributions during the prior calendar quarter just ended, in an amount equal to or greater than an average 6% annualized distribution rate but less than an average 7% annualized distribution rate (in each case, assuming a share was purchased for $10.00), the Company will pay a fee equal to 0.1625% of the average invested assets for that prior calendar quarter;
- if the Company has declared distributions during the prior calendar quarter just ended, in an amount equal to or greater than an average 5% annualized distribution rate but less than an average 6% annualized distribution rate (in each case, assuming a share was purchased for $10.00), the Company will pay a fee equal to 0.125% of the average invested assets for that prior calendar quarter; or
- if the Company does not satisfy the criteria in (1), (2) or (3) above in a particular calendar quarter just ended, it will not pay a business management fee for that prior calendar quarter.
Assuming that (1), (2) or (3) above is satisfied, the Business Manager may decide, in its sole discretion, to be paid an amount less than the total amount that may be paid. If the Business Manager decides to accept less in any particular quarter, the excess amount that is not paid may, in the Business Manager’s sole discretion, be waived permanently or accrued, without interest, to be paid at a later point in time.
For more information, please click here
Strategic Storage Trust, Inc.
On September 14, 2011, the Company held a webinar for registered representatives and stockholders to review its second quarter financial results and provide a 2011 portfolio and acquisition update. To view a copy of the presentation, click here
On September 12, 2011, the Company entered into a Dealer Manager Agreement with Select Capital Corporation in connection with the Registrant's follow-on public offering of securities. The Company expects the Second Offering to commence in September 2011. To view a copy of the filing, click here
Wells Real Estate Investment Trust II, Inc.
On September 12, 2011, the Company completed its offer to exchange $250,000,000 aggregate principal amount of its 5.875% Senior Notes due 2018, each of which have been registered under the Securities Act of 1933, for any and all of its previously placed private outstanding 5.875% Senior Notes due 2018. The Exchange Offer expired at 5:00 p.m., New York City time, on September 12, 2011. A total of $250,000,000 of the 5.875% Senior Notes due 2018, representing 100% of the outstanding principal amount of such notes, were validly tendered and accepted for exchange by the Issuer. To view a copy of the filing, click here |
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American Realty Capital Daily Net Asset Value Trust, Inc.
On September 20, 2011, the Company filed a supplement to the prospectus with an update regarding the status of the offering, shares currently outstanding, and prospectus updates relating to Management and Conflicts of Interest. To view a copy of the filing, click here
In addition, on September 7, 2011, the Company filed a supplement to the prospectus to disclose operating information, including the status of the offering and the shares currently available for sale; update disclosure regarding the advisory agreement; and update disclosure regarding the presentation of funds from operations and modified funds from operations. To view a copy of the filing, click here
American Realty Capital Healthcare Trust, Inc.
On September 7, 2011, the Company filed a supplement to the prospectus to disclose operating information, including the status of the offering, update disclosure regarding the advisory agreement; update disclosure regarding the presentation of funds from operations and modified funds from operations; and clarify disclosure relating to the process of subscribing for shares. To view a copy of the filing, click here
American Realty Capital — Retail Centers Of America, Inc.
On September 19, 2011, the Company filed a supplement to the prospectus with an update regarding the status of the offering, shares currently outstanding and the declaration of distributions. To view a copy of the filing, click here
CB Richard Ellis Realty Trust
On September 20, 2011, the Company filed a supplement to the prospectus with an update regarding the Duke Joint Venture Loans whereby on August 25, 2011, the Duke joint venture closed on two loans with Principal Life Insurance Company totaling approximately $25,000,000 ($20,000,000 at the 80% pro rata share of the Duke joint venture). To view this filing, click here
Griffin Capital Net Lease REIT, Inc.
On September 16, 2011, the Company filed a supplement to the prospectus with an update regarding the status of the offering, the extension of the initial public offering; and changes to the state specific suitability standards in the “Suitability Standards” section of the prospectus. To view this filing, click here
Hartman Short Term Income Properties XX, Inc.
On September 19, 2011, the Company filed a supplement to the prospectus with an update regarding the status of the offering, the Acquisition of additional interest in a shopping center in Richardson, Texas; updates to the Modification of Directors and Executive Officers Section; Incorporation by reference of certain information into the prospectus; and a Modified form of Subscription Agreement. To view this filing, click here
Inland Diversified Real Estate Trust, Inc.
On September 8, 2011, the Company filed a supplement to the prospectus to describe important changes to the agreements with the Business Manager, Real Estate Managers and dealer manager. The changes limit the fees or costs paid or reimbursed to these entities. This Supplement also describes a new policy, just adopted by the board of directors regarding the estimated per share valuation. To view this filing, click here
On September 13, 2011, the Company filed a supplement to the prospectus with an update regarding its prior investment programs. To view this filing, click here
KBS Real Estate Investment Trust III, Inc.
On September 15, 2011, the Company filed a supplement to the prospectus to provide information relating to the probable real estate investment in Domain Gateway. To view this filing, click here
Lightstone Value Plus Real Estate Investment Trust II, Inc.
On September 8, 2011, the Company filed a supplement to the prospectus with an update regarding the status of the offering, to disclose that ICON Securities Corp. has become the dealer manager of the offering pursuant to an assignment and amendment of the Dealer Manager Agreement between the Company and Lightstone Securities; provide an update regarding recent adverse business developments affecting the sponsor’s prior program and non-program properties; and update and clarify the plan of distribution. To view this filing, click here
Moody National REIT I, Inc.
On September 19, 2011, the Company filed a supplement to the prospectus with an update regarding the status of the offering, the reelection of the four directors at the annual meeting of stockholders; and an update to the stock ownership table in the prospectus. To view this filing, click here
Phillips Edison – Arc Shopping Center REIT Inc.
On September 20, 2011, the Company filed a supplement to the prospectus with an update regarding the status of the offering, the entry into a joint venture with a group of institutional international investors advised by CBRE Investors Global Multi Manager; and an updated risk factor relating to this joint venture arrangement. To view this filing, click here
TNP Strategic Retail Trust, Inc.
On September 15, 2011, the Company filed a supplement to the prospectus with an update regarding the status of the offering, the commencement of the public offering in the State of Ohio; and suitability standards with respect to investors in the State of Ohio. To view this filing, click here
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Healthcare Trust of America, Inc.
The Company filed a copy of an invitation for stockholders to attend 2011 Annual Meeting to be held on November 9, 2011 at 9:00 a.m. local time, at The Westin Kierland Resort & Spa, 6902 East Greenway Parkway, Scottsdale, Arizona 85254. To view this filing, click here
Lightstone Value Plus Real Estate Investment Trust, Inc.
On September 20, 2011, the Company held its annual meeting of stockholders. All five directors were elected to serve until the 2012 annual meeting of stockholders and until their successors are duly elected and qualify. To view this filing, click here
Lightstone Value Plus Real Estate Investment Trust II, Inc.
On September 20, 2011, the Company held its annual meeting of stockholders. All five directors were elected to serve until the 2012 annual meeting of stockholders and until their successors are duly elected and qualify. To view this filing, click here
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