Stockholders' Equity

12 Months Ended

Dec. 31, 2019

STOCKHOLDERS’ EQUITY

The Company raises capital for its investments primarily through public offerings of its common stock. In connection with the Restructuring and the Follow-On Offering, on November 30, 2017, the Company (i) redesignated its issued and outstanding Class A shares of common stock, Class T shares of common stock, Class I shares of common stock and Class J shares of common stock as “Class AX shares,” “Class TX shares,” “Class IX shares” and “Class JX shares,” (collectively, the “IPO Shares”) respectively, and (ii) reclassified the authorized but unissued portion of its common stock into four additional classes of shares of common stock: “Class T shares,” “Class S shares,” “Class D shares,” and “Class I shares.” The Company is offering its shares of common stock in the Follow-on Offering in any combination of Class T shares, Class S shares, Class D shares and Class I shares (collectively, the “Follow-on Offering Shares”). All shares of the Company’s common stock have the same voting rights and rights upon liquidation, although distributions received by the Company’s stockholders are expected to differ due to the distribution and stockholder servicing fees payable with respect to the applicable share classes, which reduce distributions.

The Company complies with the FASB ASC 480 “Distinguishing Liabilities from Equity” which requires, among other things, that financial instruments that represent a mandatory obligation of the Company to repurchase shares be classified as liabilities and reported at settlement value. When shares are tendered for redemption and approved by the board of directors, the Company will reclassify such obligations from equity to an accrued liability based upon their respective settlement values and redeem those shares in the subsequent month pursuant to the Company’s current share redemption program.

Common Stock

As of December 31, 2019 and 2018, the Company had the following classes of shares of common stock authorized, issued and outstanding (in thousands):



	December 31, 2019		December 31, 2018
	Shares Authorized	Shares Issued and Outstanding	Shares Authorized	Shares Issued and Outstanding
Class AX common stock, $0.001 par value per share	40,000	18,885	40,000	19,123
Class TX common stock, $0.001 par value per share	40,000	19,901	40,000	19,969
Class IX common stock, $0.001 par value per share	10,000	91	10,000	96
Class JX common stock, $0.001 par value per share	10,000	—	10,000	—
Class T common stock, $0.001 par value per share	350,000	28,837	350,000	2,858
Class S common stock, $0.001 par value per share	350,000	—	350,000	—
Class D common stock, $0.001 par value per share	350,000	6,927	350,000	1,479
Class I common stock, $0.001 par value per share	350,000	7,206	350,000	59

The tables below provide information regarding the issuances and redemptions of each class of shares of the Company’s common stock during the year ended December 31, 2019, 2018 and 2017 (in thousands). There were no Class JX and S shares issued, redeemed or outstanding during the year ended December 31, 2019.



	Class AX					Class TX					Class IX				Class T				Class D				Class I				Total
	Shares		Amount			Shares		Amount			Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount
Balance as of January 1, 2019	19,123		$	19		19,969		$	21		96		$	—	2,858		$	3	1,479		$	1	59		$	—	43,584		$	44
Issuance of common shares	532		1			611		2			4		—		26,008		26		5,471		5		7,179		7		39,805		41
Redemption of common shares	(770	)	(1		)	(679	)	(1		)	(9	)	—		(29	)	—		(23	)	—		(32	)	—		(1,542	)	(2		)
Balance as of December 31, 2019	18,885		$	19		19,901		$	22		91		$	—	28,837		$	29	6,927		$	6	7,206		$	7	81,847		$	83



	Class AX					Class TX					Class IX			Class T			Class D			Class I			Total
	Shares		Amount			Shares		Amount			Shares	Amount		Shares	Amount		Shares	Amount		Shares	Amount		Shares		Amount
Balance as of January 1, 2018	19,206		$	19		19,958		$	20		92	$	—	—	$	—	—	$	—	—	$	—	39,256		$	39
Issuance of common shares	566		1			635		2			4	—		2,858	3		1,479	1		59	—		5,601		7
Redemption of common shares	(649	)	(1		)	(624	)	(1		)	—	—		—	—		—	—		—	—		(1,273	)	(2		)
Balance as of December 31, 2018	19,123		$	19		19,969		$	21		96	$	—	2,858	$	3	1,479	$	1	59	$	—	43,584		$	44



	Class AX					Class TX					Class IX			Total
	Shares		Amount			Shares		Amount			Shares	Amount		Shares		Amount
Balance as of January 1, 2017	16,469		$	16		10,074		$	10		—	$	—	26,543		$	26
Issuance of common shares	3,874		4			10,841		11			92	—		14,807		15
Redemption of common shares ⁽¹⁾	(1,137	)	(1		)	(957	)	(1		)	—	—		(2,094	)	(2		)
Balance as of December 31, 2017	19,206		$	19		19,958		$	20		92	$	—	39,256		$	39


(1)	Prior to the commencement of our Follow-on Offering, in October 2017, the Company commenced a self-tender offer for up to $200.0 million in IPO Shares at a price of $9.69 per share. The Company redeemed a total of 1.9 million IPO Shares for an aggregate cost of $18.7 million in November 2017 in connection with the Company’s self-tender offer.

Distributions

With the authorization of the Company’s board of directors, the Company declared distributions monthly from January 2019 through March 31, 2020 at a gross distribution rate of $0.05208 per month, for each share class, less any applicable distribution and stockholder servicing fees. Distributions will be made on all classes of the Company’s common stock at the same time. All distributions were paid in cash or reinvested in shares of the Company’s common stock for those participating in the Company’s distribution reinvestment plan and have been paid or issued, respectively, on the first business day following the completion of the month to which they relate. Distributions reinvested pursuant to the Company’s distribution reinvestment plan were reinvested in shares of the same class as the shares on which the distributions were made. Some or all of the cash distributions may be paid from sources other than cash flows from operations.

The following table outlines the Company’s total distributions declared to stockholders for the years ended December 31, 2019, 2018 and 2017, including the breakout between the distributions declared in cash and those reinvested pursuant to the Company’s distribution reinvestment plan (in thousands).



	Stockholders
Distributions for the Years Ended	Cash Distributions		Distributions Reinvested		Total Declared
December 31, 2019	$	16,112	$	19,446	$	35,558
December 31, 2018	$	10,480	$	12,146	$	22,626
December 31, 2017	$	9,226	$	10,547	$	19,773

The table below outlines the net distributions declared for each class of shares for the years ended December 31, 2019, 2018 and 2017. The net distributions presented below are representative of the gross distribution rate declared by the Company’s board of directors less any applicable ongoing distribution and stockholder servicing fees, which is more fully described in Note 8 — Related Party Transactions.



	2019		2018		2017
Distributions declared per Class AX share, net	$	0.63	$	0.61	$	0.60
Distributions declared per Class TX share, net	$	0.52	$	0.51	$	0.50
Distributions declared per Class IX share, net	$	0.60	$	0.59	$	0.39
Distributions declared per Class T share, net	$	0.52	$	0.51	$	—
Distributions declared per Class S share, net	$	0.52	$	0.51	$	—
Distributions declared per Class D share, net	$	0.60	$	0.59	$	—
Distributions declared per Class I share, net	$	0.63	$	0.61	$	—