Stockholder's Equity

12 Months Ended

Dec. 31, 2018

Note 7. Stockholder’s Equity

Below is a summary of transactions with respect to shares of the Company’s common stock during the years ended December 31, 2018 and 2017:

	Shares
	Class F		Class Y		Class T		Class S		Class D		Class M			Class I		Total
Balance as of December 31, 2016		8,000		—		—		—		—		—			—		8,000
Issuance of common stock		968,796		190,023		—		—		—		—			—		1,158,819
Reinvestment of distributions		12,005		1,091		—		—		—		—			—		13,096
Balance as of December 31, 2107		988,801		191,114		—		—		—		—			—		1,179,915
Issuance of common stock		1,387,498		—		123,923		3,752		60,774		421,104			127,882		2,124,933
Reinvestment of distributions		95,565		1,899		658		21		160		867			644		99,814
Redemptions of common stock		—		—		—		—		—		(3,979	)		—		(3,979	)
Balance as of December 31, 2018		2,471,864		193,013		124,581		3,773		60,934		417,992			128,526		3,400,683

	Amount
	Class F		Class Y		Class T			Class S			Class D			Class M			Class I		Total
Balance as of December 31, 2016	$	200	$	—	$	—		$	—		$	—		$	—		$	—	$	200
Issuance of common stock		24,240		4,758		—			—			—			—			—		28,998
Reinvestment of distributions		301		27		—			—			—			—			—		328
Balance as of December 31, 2017		24,741		4,785		—			—			—			—			—		29,526
Issuance of common stock		34,175		—		3,104			94			1,522			10,581			3,151		52,627
Reinvestment of distributions		2,353		47		16			1			4			22			16		2,459
Redemptions of common stock		—		—		—			—			—			(100	)		—		(100	)
Accrued stockholder servicing fees (1)		—		—		(133	)		(4	)		(19	)		(767	)		—		(923	)
Balance as of December 31, 2018	$	61,269	$	4,832	$	2,987		$	91		$	1,507		$	9,736		$	3,167	$	83,589

(1)

Stockholder servicing fees only apply to Class T, Class S, Class D and Class M shares. Under GAAP, the Company accrues future stockholder servicing fees in an amount equal to its best estimate of fees payable to FS Investment Solutions at the time such shares are sold. For purposes of NAV, the Company recognizes the stockholder servicing fee as a reduction of NAV on a monthly basis. As a result, the estimated liability for the future stockholder servicing fees, which are accrued at the time each share is sold, will have no effect on the NAV of any class.

Status of Offerings

As of March 15, 2019, the Company has issued

4,003,468

shares of common stock (consisting of

2,488,989

shares of Class F common stock,

193,013

shares of Class Y common stock,

290,064

shares of Class T common stock,

3,776

shares of Class S common stock,

80,676

shares of Class D common stock,

654,255

shares of Class M common stock and

292,695

shares of Class I common stock), including shares issued pursuant to its distribution reinvestment plan, for gross proceeds of $99,801.

Share Repurchase Plan

The Company has adopted an amended and restated share repurchase plan, or share repurchase plan, whereby on a monthly basis, stockholders may request that the Company repurchase all or any portion of their shares. Class F shares and Class Y shares are not eligible to participate in the Company’s share repurchase plan until September 2019. The repurchase of shares is limited to no more than 2% of the Company’s aggregate NAV per month of all classes of shares then participating in the share repurchase plan and no more than 5% of the Company’s aggregate NAV per calendar quarter of all classes of shares then participating in the share repurchase plan, which means that in any 12-month period, the Company limits repurchases to approximately 20% of the total NAV of all classes of shares then participating in the share repurchase plan. The Company’s board of directors may modify, suspend or terminate the share repurchase plan if it deems such action to be in the Company’s best interest and the best interest of its stockholders. During the years ended December 31, 2018 and 2017 the Company repurchased 3,979 and 0, respectively, of shares of common stock representing a total of $100 and $0, respectively. The Company had no unfulfilled repurchase requests during the year ended December 31, 2018.

Distribution Reinvestment Plan

Pursuant to the Company’s amended distribution reinvestment plan, or DRIP, holders of shares of any class of the Company’s common stock may elect to have their cash distributions reinvested in additional shares of the Company’s common stock. The purchase price for shares pursuant to the DRIP will be equal to the transaction price for such shares at the time the distribution is payable.

Distributions

The Company generally intends to distribute substantially all of its taxable income, which does not necessarily equal net income as calculated in accordance with GAAP, to its stockholders each year to comply with the REIT provisions of the Code. All distributions will be made at the discretion of the Company’s board of directors and will depend upon its taxable income, financial condition, maintenance of REIT status, applicable law, and other factors as the Company’s board of directors deems relevant.

The following table reflects the cash distributions per share that the Company paid on its common stock during the year ended December 31, 2018 (share classes showing no distributions in a period are a result of no shares of that class being outstanding as of such date):

Record Date (1)	Class F		Class Y		Class T		Class S		Class D		Class M		Class I
January 30, 2018	$	0.1510	$	0.1510	$	—	$	—	$	—	$	—	$	0.1510
February 27, 2018		0.1510		0.1510		—		—		—		—		0.1510
March 29, 2018		0.1510		0.1510		—		—		—		—		0.1510
April 27, 2018		0.1510		0.1510		0.1424		—		0.1434		—		0.1296
May 30, 2018		0.1510		0.1510		0.0946		0.1182		0.1298		0.1394		0.1258
June 28, 2018		0.1510		0.1510		0.1376		0.1087		0.1370		0.1234		0.1276
July 30, 2018		0.1510		0.1510		0.1042		0.1073		0.1188		0.1188		0.1250
August 30, 2018		0.1510		0.1510		0.1042		0.1073		0.1188		0.1188		0.1250
September 27, 2018		0.1510		0.1510		0.1042		0.1073		0.1188		0.1188		0.1250
October 30, 2018		0.1510		0.1510		0.1073		0.1073		0.1188		0.1188		0.1250
November 29, 2018		0.1510		0.1510		0.1073		0.1073		0.1188		0.1188		0.1250
December 28, 2018 (2)		0.1510		0.1510		0.1073		0.1073		0.1188		0.1188		0.1250
Total	$	1.8120	$	1.8120	$	1.0091	$	0.8707	$	1.1230	$	0.9756	$	1.5860

(1)	For distributions paid through June 29, 2018, the Company declared a gross distribution amount of $ 0.1510 per share for each class of its outstanding common stock and paid out a net distribution amount for each class of its outstanding common stock that represents this gross amount less any applicable class-specific expenses including stockholder servicing fees and advisory fees. Beginning with the July 31, 2018 payment date, the Company began declaring a fixed net distribution amount for each class of its outstanding common stock that takes into account any applicable class-specific expenses. The fixed net distribution amount for Class T shares increased from $ 0.1042 to $ 0.1073 per share beginning with the October 31, 2018 payment date due to the decrease in stockholder servicing fees payable with respect to Class T Shares from 1.00 % to 0.85 % per annum that occurred in connection with the Offering Modifications.

(2)	Distribution was paid on January 2, 2019.

The following table reflects the cash distributions per share that the Company has declared on its common stock during the years ended

December 31, 2018 and 2017:

	Year Ended December 31,
	2018					2017
	Amount		Percentage			Amount		Percentage
Distributions:
Paid or payable in cash	$	1,488		38	%	$	79		19	%
Reinvested in shares		2,459		62	%		328		81	%
Total distributions	$	3,947		100	%	$	407		100	%
Source of distributions:
Cash flows from operating activities	$	3,947		100	%	$	407		100	%
Offering proceeds		—		—			—		—
Total sources of distributions	$	3,947		100	%	$	407		100	%
Net cash provided by operating activities (1)	$	5,198				$	579

(1)

Cash flows from operating activities are supported by expense support payments from the Company’s advisor and sub-advisor pursuant to the Company’s amended and restated expense limitation agreement. See Note 6 for additional information regarding the Company’s amended and restated expense limitation agreement.

The Company currently declares and pays regular cash distributions on a monthly basis. On November 9, 2018 and March 13, 2019, the Company’s board of directors declared regular monthly cash distributions for January through March 2019 and April through June 2019, respectively, for each class of its outstanding common stock in the net distribution amounts per share set forth below:

Class F			Class Y				Class T				Class S				Class D				Class M				Class I
$	0.1510		$	0.1510			$	0.1073			$	0.1073			$	0.1188			$	0.1188			$	0.1250

The distributions for each class of outstanding common stock have been or will be paid monthly to stockholders of record as of the monthly record dates previously determined by the Company’s board of directors. These distributions have been or will be paid in cash or reinvested in shares of the Company’s common stock for stockholders participating in the Company’s DRIP.