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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Colony Northstar, Inc. (delisted) | NYSE:CLNS | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 6.41 | 0 | 01:00:00 |
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FORM 10-Q
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ý
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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COLONY NORTHSTAR, INC.
(Exact Name of Registrant as Specified in Its Charter)
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Maryland
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46-4591526
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(State or Other Jurisdiction of
Incorporation or Organization)
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(I.R.S. Employer
Identification No.)
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Large Accelerated Filer
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ý
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Accelerated Filer
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¨
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Non-Accelerated Filer
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¨
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(Do not check if a smaller reporting company)
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Smaller Reporting Company
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¨
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Emerging Growth Company
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¨
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•
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NorthStar Asset Management Group Inc. ("NSAM"), a real estate focused asset management firm which commenced operations in July 2014 upon the spin-off by NorthStar Realty Finance Corp. ("NorthStar Realty" or "NRF") of its asset management business;
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•
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Colony Capital, Inc. ("Colony"), an internally managed real estate investment trust ("REIT") with investment management capabilities, established in June 2009; and
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•
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NRF, a diversified REIT with investments in multiple classes of commercial real estate, established in October 2004, which was externally managed by NSAM subsequent to the spin-off.
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•
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Colony NorthStar, Inc. beginning January 11, 2017, following the closing of the Merger; and
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•
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Colony for all periods on or prior to the closing of the Merger on January 10, 2017.
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PART I. FINANCIAL INFORMATION
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Page
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Item 1.
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Item 2.
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Item 3.
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Item 4.
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PART II. OTHER INFORMATION
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Item 1.
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Item 1A.
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Item 2.
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Item 3.
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Item 4.
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Item 5.
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Item 6.
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ITEM 1.
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Financial Statements.
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March 31, 2018 (Unaudited)
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December 31, 2017
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||||
Assets
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||||
Cash and cash equivalents
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$
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484,827
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$
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921,822
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Restricted cash
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453,366
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471,078
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Real estate, net
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14,100,874
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14,464,258
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Loans receivable, net ($44,330 and $45,423 at fair value, respectively)
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1,972,179
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3,223,762
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Investments in unconsolidated ventures ($247,983 and $363,901 at fair value, respectively)
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2,549,630
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1,655,239
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Securities, at fair value
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288,900
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383,942
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Goodwill
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1,534,561
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1,534,561
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Deferred leasing costs and intangible assets, net
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691,896
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852,872
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Assets held for sale ($215,162 and $49,498 at fair value, respectively)
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1,002,838
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781,630
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Other assets ($7,267 and $10,150 at fair value, respectively)
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441,839
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444,968
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Due from affiliates
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43,582
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51,518
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Total assets
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$
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23,564,492
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$
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24,785,650
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Liabilities
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Debt, net ($44,103 and $44,542 at fair value, respectively)
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$
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10,495,429
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$
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10,827,810
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Accrued and other liabilities ($158,558 and $212,267 at fair value, respectively)
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791,439
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898,161
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Intangible liabilities, net
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187,864
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191,109
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Liabilities related to assets held for sale
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273,778
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273,298
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Due to affiliates ($10,170 and $20,650 at fair value, respectively)
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13,105
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23,534
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Dividends and distributions payable
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90,791
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188,202
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Total liabilities
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11,852,406
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12,402,114
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Commitments and contingencies (Note 23)
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Redeemable noncontrolling interests
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31,648
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34,144
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Equity
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Stockholders’ equity:
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Preferred stock, $0.01 par value per share; $1,636,605 liquidation preference; 250,000 shares authorized; 65,464 shares issued and outstanding
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1,606,966
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1,606,966
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Common stock, $0.01 par value per share
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Class A, 949,000 shares authorized; 500,643 and 542,599 shares issued and outstanding, respectively
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5,007
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5,426
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Class B, 1,000 shares authorized; 736 shares issued and outstanding
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7
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7
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Additional paid-in capital
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7,634,952
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7,913,622
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Distributions in excess of earnings
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(1,294,996
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)
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(1,165,412
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)
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Accumulated other comprehensive income
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49,037
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47,316
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Total stockholders’ equity
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8,000,973
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8,407,925
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Noncontrolling interests in investment entities
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3,267,834
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3,539,072
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Noncontrolling interests in Operating Company
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411,631
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402,395
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Total equity
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11,680,438
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12,349,392
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Total liabilities, redeemable noncontrolling interests and equity
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$
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23,564,492
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$
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24,785,650
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March 31, 2018 (Unaudited)
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December 31, 2017
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Assets
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Cash
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$
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7,988
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$
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10,969
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Restricted cash
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55,058
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40,084
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Loans receivable, net
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158,383
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546,306
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Securities
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180,313
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250,526
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Real estate, net
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—
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8,073
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Other assets
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719
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13,671
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Total assets
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$
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402,461
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$
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869,629
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Liabilities
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Debt, net
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$
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212,928
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$
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348,250
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Other liabilities
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3,223
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31,299
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Total liabilities
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$
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216,151
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$
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379,549
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Three Months Ended March 31,
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||||||
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2018
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2017
|
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Revenues
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Property operating income
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$
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554,730
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$
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426,854
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Interest income
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63,854
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115,544
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Fee income ($36,772 and $45,789 from affiliates, respectively)
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36,842
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53,250
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Other income ($6,793 and $6,703 from affiliates, respectively)
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11,238
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11,517
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Total revenues
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666,664
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607,165
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Expenses
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Property operating expense
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305,770
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216,349
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Interest expense
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148,889
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126,278
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Investment, servicing and commission expense
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18,653
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11,807
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Transaction costs
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716
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87,340
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Depreciation and amortization
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144,705
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137,420
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Provision for loan loss
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5,375
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6,724
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|
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Impairment loss
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153,398
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8,519
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|
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Compensation expense
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49,484
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91,818
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|
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Administrative expenses
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24,863
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|
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25,914
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|
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Total expenses
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851,853
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712,169
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|
||
Other income (loss)
|
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|
||||
Gain on sale of real estate
|
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18,444
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|
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8,970
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|
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Other gain, net
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75,256
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|
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25,381
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|
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Earnings from investments in unconsolidated ventures
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32,265
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113,992
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|
||
Income (loss) before income taxes
|
|
(59,224
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)
|
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43,339
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|
||
Income tax benefit (expense)
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32,808
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(3,709
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)
|
||
Income (loss) from continuing operations
|
|
(26,416
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)
|
|
39,630
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|
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Income from discontinued operations
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117
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|
|
12,560
|
|
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Net income (loss)
|
|
(26,299
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)
|
|
52,190
|
|
||
Net income (loss) attributable to noncontrolling interests:
|
|
|
|
|
||||
Redeemable noncontrolling interests
|
|
(696
|
)
|
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617
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|
||
Investment entities
|
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20,102
|
|
|
27,059
|
|
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Operating Company
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|
(4,378
|
)
|
|
(1,083
|
)
|
||
Net income (loss) attributable to Colony NorthStar, Inc.
|
|
(41,327
|
)
|
|
25,597
|
|
||
Preferred stock dividends
|
|
31,387
|
|
|
30,813
|
|
||
Net loss attributable to common stockholders
|
|
$
|
(72,714
|
)
|
|
$
|
(5,216
|
)
|
Basic loss per share
|
|
|
|
|
||||
Loss from continuing operations per basic common share
|
|
$
|
(0.14
|
)
|
|
$
|
(0.03
|
)
|
Net loss per basic common share
|
|
$
|
(0.14
|
)
|
|
$
|
(0.01
|
)
|
Diluted loss per share
|
|
|
|
|
||||
Loss from continuing operations per diluted common share
|
|
$
|
(0.14
|
)
|
|
$
|
(0.03
|
)
|
Net loss per diluted common share
|
|
$
|
(0.14
|
)
|
|
$
|
(0.01
|
)
|
Weighted average number of shares
|
|
|
|
|
||||
Basic
|
|
530,680
|
|
|
506,405
|
|
||
Diluted
|
|
530,680
|
|
|
506,405
|
|
||
Dividends declared per common share (Note 16)
|
|
$
|
0.11
|
|
|
$
|
0.27
|
|
|
|
Three Months Ended March 31,
|
||||||
|
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2018
|
|
2017
|
||||
Net income (loss)
|
|
$
|
(26,299
|
)
|
|
$
|
52,190
|
|
Other comprehensive income (loss):
|
|
|
|
|
||||
Other comprehensive income from investments in unconsolidated ventures, net
|
|
1,099
|
|
|
94
|
|
||
Net change in fair value of available-for-sale debt securities
|
|
(20,718
|
)
|
|
(4,994
|
)
|
||
Foreign currency translation adjustments:
|
|
|
|
|
||||
Foreign currency translation gain
|
|
76,401
|
|
|
28,073
|
|
||
Change in fair value of net investment hedges
|
|
(24,378
|
)
|
|
(7,189
|
)
|
||
Net foreign currency translation adjustments
|
|
52,023
|
|
|
20,884
|
|
||
Other comprehensive income
|
|
32,404
|
|
|
15,984
|
|
||
Comprehensive income
|
|
6,105
|
|
|
68,174
|
|
||
Comprehensive income (loss) attributable to noncontrolling interests:
|
|
|
|
|
||||
Redeemable noncontrolling interests
|
|
(696
|
)
|
|
617
|
|
||
Investment entities
|
|
50,209
|
|
|
38,989
|
|
||
Operating Company
|
|
(4,258
|
)
|
|
(837
|
)
|
||
Comprehensive income (loss) attributable to stockholders
|
|
$
|
(39,150
|
)
|
|
$
|
29,405
|
|
|
|
Preferred Stock
|
|
Common Stock
|
|
Additional Paid-in Capital
|
|
Distributions in Excess of Earnings
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
Total Stockholders’ Equity
|
|
Noncontrolling Interests in Investment Entities
|
|
Noncontrolling Interests in Operating Company
|
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Total Equity
|
||||||||||||||||||
|
|
|
|
|||||||||||||||||||||||||||||||||
Balance at December 31, 2016
|
|
607,200
|
|
|
1,672
|
|
|
2,443,100
|
|
|
(246,064
|
)
|
|
(32,109
|
)
|
|
2,773,799
|
|
|
2,453,938
|
|
|
389,190
|
|
|
5,616,927
|
|
|||||||||
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
25,597
|
|
|
—
|
|
|
25,597
|
|
|
27,059
|
|
|
(1,083
|
)
|
|
51,573
|
|
|||||||||
Other comprehensive loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,808
|
|
|
3,808
|
|
|
11,930
|
|
|
246
|
|
|
15,984
|
|
|||||||||
Merger consideration (Note 3)
|
|
1,010,320
|
|
|
3,891
|
|
|
5,714,113
|
|
|
—
|
|
|
—
|
|
|
6,728,324
|
|
|
—
|
|
|
—
|
|
|
6,728,324
|
|
|||||||||
Payment of accrued dividends on preferred stock assumed in Merger
|
|
(12,869
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(12,869
|
)
|
|
—
|
|
|
—
|
|
|
(12,869
|
)
|
|||||||||
Fair value of noncontrolling interests assumed in Merger
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
515,009
|
|
|
8,162
|
|
|
523,171
|
|
|||||||||
Common stock repurchases
|
|
—
|
|
|
(49
|
)
|
|
(66,137
|
)
|
|
—
|
|
|
—
|
|
|
(66,186
|
)
|
|
—
|
|
|
—
|
|
|
(66,186
|
)
|
|||||||||
Equity-based compensation
|
|
—
|
|
|
71
|
|
|
21,418
|
|
|
—
|
|
|
—
|
|
|
21,489
|
|
|
—
|
|
|
11,172
|
|
|
32,661
|
|
|||||||||
Redemption of OP Units for cash and class A common stock
|
|
—
|
|
|
—
|
|
|
638
|
|
|
—
|
|
|
—
|
|
|
638
|
|
|
—
|
|
|
(5,723
|
)
|
|
(5,085
|
)
|
|||||||||
Shares canceled for tax withholdings on vested stock awards
|
|
—
|
|
|
(3
|
)
|
|
(4,667
|
)
|
|
—
|
|
|
—
|
|
|
(4,670
|
)
|
|
—
|
|
|
—
|
|
|
(4,670
|
)
|
|||||||||
Settlement of call spread option
|
|
—
|
|
|
—
|
|
|
6,900
|
|
|
—
|
|
|
—
|
|
|
6,900
|
|
|
—
|
|
|
—
|
|
|
6,900
|
|
|||||||||
Costs of noncontrolling equity
|
|
—
|
|
|
—
|
|
|
(9,209
|
)
|
|
—
|
|
|
—
|
|
|
(9,209
|
)
|
|
—
|
|
|
—
|
|
|
(9,209
|
)
|
|||||||||
Contributions from noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
676,787
|
|
|
—
|
|
|
676,787
|
|
|||||||||
Distributions to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(269,009
|
)
|
|
(9,153
|
)
|
|
(278,162
|
)
|
|||||||||
Preferred stock dividends
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(41,342
|
)
|
|
—
|
|
|
(41,342
|
)
|
|
—
|
|
|
—
|
|
|
(41,342
|
)
|
|||||||||
Common stock dividends declared ($0.27 per share; Note 16)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(139,260
|
)
|
|
—
|
|
|
(139,260
|
)
|
|
—
|
|
|
—
|
|
|
(139,260
|
)
|
|||||||||
Reallocation of equity (Note 2 and 17)
|
|
—
|
|
|
—
|
|
|
(111,696
|
)
|
|
—
|
|
|
4,551
|
|
|
(107,145
|
)
|
|
34,671
|
|
|
72,474
|
|
|
—
|
|
|||||||||
Balance at March 31, 2017
|
|
$
|
1,604,651
|
|
|
$
|
5,582
|
|
|
$
|
7,994,460
|
|
|
$
|
(401,069
|
)
|
|
$
|
(23,750
|
)
|
|
$
|
9,179,874
|
|
|
$
|
3,450,385
|
|
|
$
|
465,285
|
|
|
$
|
13,095,544
|
|
|
|
Preferred Stock
|
|
Common Stock
|
|
Additional Paid-in Capital
|
|
Distributions in Excess of Earnings
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
Total Stockholders’ Equity
|
|
Noncontrolling Interests in Investment Entities
|
|
Noncontrolling Interests in Operating Company
|
|
Total Equity
|
||||||||||||||||||
|
|
|
|
|||||||||||||||||||||||||||||||||
Balance at December 31, 2017
|
|
$
|
1,606,966
|
|
|
$
|
5,433
|
|
|
$
|
7,913,622
|
|
|
$
|
(1,165,412
|
)
|
|
$
|
47,316
|
|
|
$
|
8,407,925
|
|
|
$
|
3,539,072
|
|
|
$
|
402,395
|
|
|
$
|
12,349,392
|
|
Cumulative effect of adoption of new accounting pronouncements (Note 2)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,018
|
)
|
|
(202
|
)
|
|
(1,220
|
)
|
|
—
|
|
|
—
|
|
|
(1,220
|
)
|
|||||||||
Net income (loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(41,327
|
)
|
|
—
|
|
|
(41,327
|
)
|
|
20,102
|
|
|
(4,378
|
)
|
|
(25,603
|
)
|
|||||||||
Other comprehensive income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,177
|
|
|
2,177
|
|
|
30,107
|
|
|
120
|
|
|
32,404
|
|
|||||||||
Common stock repurchases
|
|
—
|
|
|
(423
|
)
|
|
(246,018
|
)
|
|
—
|
|
|
—
|
|
|
(246,441
|
)
|
|
—
|
|
|
—
|
|
|
(246,441
|
)
|
|||||||||
Redemption of OP Units for cash and class A common stock
|
|
—
|
|
|
—
|
|
|
24
|
|
|
—
|
|
|
—
|
|
|
24
|
|
|
—
|
|
|
(2,120
|
)
|
|
(2,096
|
)
|
|||||||||
Equity-based compensation
|
|
—
|
|
|
33
|
|
|
10,722
|
|
|
—
|
|
|
—
|
|
|
10,755
|
|
|
—
|
|
|
1,414
|
|
|
12,169
|
|
|||||||||
Shares canceled for tax withholdings on vested stock awards
|
|
—
|
|
|
(29
|
)
|
|
(31,723
|
)
|
|
—
|
|
|
—
|
|
|
(31,752
|
)
|
|
—
|
|
|
—
|
|
|
(31,752
|
)
|
|||||||||
Deconsolidation of investment entities (Note 4)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(330,980
|
)
|
|
—
|
|
|
(330,980
|
)
|
|||||||||
Contributions from noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
97,867
|
|
|
—
|
|
|
97,867
|
|
|||||||||
Distributions to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(82,512
|
)
|
|
(3,551
|
)
|
|
(86,063
|
)
|
|||||||||
Preferred stock dividends
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(31,387
|
)
|
|
—
|
|
|
(31,387
|
)
|
|
—
|
|
|
—
|
|
|
(31,387
|
)
|
|||||||||
Common stock dividends declared ($0.11 per share)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(55,852
|
)
|
|
—
|
|
|
(55,852
|
)
|
|
—
|
|
|
—
|
|
|
(55,852
|
)
|
|||||||||
Reallocation of equity (Notes 2 and 17)
|
|
—
|
|
|
—
|
|
|
(11,675
|
)
|
|
—
|
|
|
(254
|
)
|
|
(11,929
|
)
|
|
(5,822
|
)
|
|
17,751
|
|
|
—
|
|
|||||||||
Balance at March 31, 2018
|
|
$
|
1,606,966
|
|
|
$
|
5,014
|
|
|
$
|
7,634,952
|
|
|
$
|
(1,294,996
|
)
|
|
$
|
49,037
|
|
|
$
|
8,000,973
|
|
|
$
|
3,267,834
|
|
|
$
|
411,631
|
|
|
$
|
11,680,438
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2018
|
|
2017
|
||||
Cash Flows from Operating Activities
|
|
|
|
|
||||
Net income (loss)
|
|
$
|
(26,299
|
)
|
|
$
|
52,190
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
||||
Amortization of discount and net origination fees on loans receivable and debt securities
|
|
(7,995
|
)
|
|
(18,182
|
)
|
||
Paid-in-kind interest added to loan principal, net of interest received
|
|
(6,486
|
)
|
|
(7,572
|
)
|
||
Straight-line rents
|
|
(7,753
|
)
|
|
(7,906
|
)
|
||
Amortization of above- and below-market lease values, net
|
|
(1,925
|
)
|
|
(1,978
|
)
|
||
Amortization of deferred financing costs and debt discount and premium
|
|
22,802
|
|
|
20,736
|
|
||
Earnings from investments in unconsolidated ventures
|
|
(32,265
|
)
|
|
(113,992
|
)
|
||
Distributions of income from equity method investments
|
|
23,307
|
|
|
19,633
|
|
||
Provision for loan losses
|
|
5,375
|
|
|
6,724
|
|
||
Impairment of real estate and management contract intangibles
|
|
153,398
|
|
|
8,519
|
|
||
Depreciation and amortization
|
|
144,705
|
|
|
137,420
|
|
||
Equity-based compensation
|
|
12,169
|
|
|
32,184
|
|
||
Change in fair value of contingent consideration—Internalization
|
|
(10,480
|
)
|
|
(3,400
|
)
|
||
Gain on sales of real estate, net
|
|
(18,444
|
)
|
|
(6,862
|
)
|
||
Deferred income tax benefit
|
|
(41,465
|
)
|
|
(3,571
|
)
|
||
Other gain, net
|
|
(63,976
|
)
|
|
(22,446
|
)
|
||
(Increase) decrease in other assets and due from affiliates
|
|
(18,742
|
)
|
|
(60,719
|
)
|
||
Increase (decrease) in accrued and other liabilities and due to affiliates
|
|
(30,056
|
)
|
|
(6,580
|
)
|
||
Other adjustments, net
|
|
4,082
|
|
|
(78
|
)
|
||
Net cash provided by operating activities
|
|
99,952
|
|
|
24,120
|
|
||
Cash Flows from Investing Activities
|
|
|
|
|
||||
Contributions to investments in unconsolidated ventures
|
|
(90,680
|
)
|
|
(15,541
|
)
|
||
Return of capital from investments in unconsolidated ventures
|
|
159,929
|
|
|
26,664
|
|
||
Acquisition of loans receivable and securities
|
|
(73,733
|
)
|
|
(538,136
|
)
|
||
Cash and restricted cash assumed in Merger, net of payments for merger-related liabilities (Note 3)
|
|
—
|
|
|
132,377
|
|
||
Net disbursements on originated loans
|
|
(11,573
|
)
|
|
(109,579
|
)
|
||
Repayments of loans receivable
|
|
40,085
|
|
|
90,577
|
|
||
Proceeds from sales of loans receivable and securities
|
|
95,217
|
|
|
58,788
|
|
||
Cash receipts in excess of accretion on purchased credit-impaired loans
|
|
21,463
|
|
|
75,156
|
|
||
Acquisition of and additions to real estate, related intangibles and leasing commissions
|
|
(236,392
|
)
|
|
(175,197
|
)
|
||
Proceeds from sales of real estate, net of debt assumed by buyers
|
|
112,562
|
|
|
903,841
|
|
||
Proceeds from paydown and maturity of securities
|
|
16,709
|
|
|
31,321
|
|
||
Cash and restricted cash contributed to Colony NorthStar Credit (Note 4)
|
|
(141,153
|
)
|
|
—
|
|
||
Payment of cash collateral on derivatives
|
|
(10,900
|
)
|
|
—
|
|
||
Proceeds from sale of investments in unconsolidated venture
|
|
—
|
|
|
239,081
|
|
||
Acquisition of CPI, net of cash and restricted cash acquired (Note 3)
|
|
—
|
|
|
(23,111
|
)
|
||
Investment deposits
|
|
(2,383
|
)
|
|
(9,143
|
)
|
||
Increase in escrow deposits
|
|
—
|
|
|
8,374
|
|
||
Net (payments) receipts on settlement of derivative instruments
|
|
(18,811
|
)
|
|
1,311
|
|
||
Other investing activities, net
|
|
(582
|
)
|
|
(2,997
|
)
|
||
Net cash provided by (used in) investing activities
|
|
(140,242
|
)
|
|
693,786
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2018
|
|
2017
|
||||
Cash Flows from Financing Activities
|
|
|
|
|
||||
Dividends paid to preferred stockholders
|
|
(32,821
|
)
|
|
(33,151
|
)
|
||
Dividends paid to common stockholders
|
|
(146,700
|
)
|
|
(50,724
|
)
|
||
Repurchase of common stock
|
|
(210,274
|
)
|
|
(56,009
|
)
|
||
Borrowings from corporate credit facility
|
|
233,000
|
|
|
458,000
|
|
||
Repayment of borrowings from corporate credit facility
|
|
(183,000
|
)
|
|
(880,600
|
)
|
||
Borrowings from secured debt
|
|
90,550
|
|
|
501,890
|
|
||
Repayments of secured debt
|
|
(139,471
|
)
|
|
(577,568
|
)
|
||
Payment of deferred financing costs
|
|
(5,112
|
)
|
|
(9,439
|
)
|
||
Contributions from noncontrolling interests
|
|
108,270
|
|
|
676,787
|
|
||
Distributions to and redemptions of noncontrolling interests
|
|
(101,426
|
)
|
|
(278,162
|
)
|
||
Shares canceled for tax withholdings on vested stock awards
|
|
(31,752
|
)
|
|
(4,670
|
)
|
||
Other financing activities, net
|
|
—
|
|
|
135
|
|
||
Net cash used in financing activities
|
|
(418,736
|
)
|
|
(253,511
|
)
|
||
Effect of exchange rates on cash, cash equivalents and restricted cash
|
|
4,832
|
|
|
1,027
|
|
||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
|
(454,194
|
)
|
|
465,422
|
|
||
Cash, cash equivalents and restricted cash, beginning of period
|
|
1,393,920
|
|
|
497,886
|
|
||
Cash, cash equivalents and restricted cash, end of period
|
|
$
|
939,726
|
|
|
$
|
963,308
|
|
Reconciliation of cash, cash equivalents, and restricted cash to consolidated balance sheets
|
|
|
|
|
||||
Beginning of the period
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
921,822
|
|
|
$
|
376,005
|
|
Restricted cash
|
|
471,078
|
|
|
121,881
|
|
||
Restricted cash included in assets held for sale
|
|
1,020
|
|
|
—
|
|
||
Total cash, cash equivalents and restricted cash, beginning of period
|
|
$
|
1,393,920
|
|
|
$
|
497,886
|
|
|
|
|
|
|
||||
End of the period
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
484,827
|
|
|
$
|
633,210
|
|
Restricted cash
|
|
453,366
|
|
|
316,288
|
|
||
Restricted cash included in assets held for sale
|
|
1,533
|
|
|
13,810
|
|
||
Total cash, cash equivalents and restricted cash, end of period
|
|
$
|
939,726
|
|
|
$
|
963,308
|
|
|
|
Three Months Ended March 31, 2017
|
||||
(In thousands)
|
|
As Previously Reported
|
|
After Adoption of ASU 2016-18
|
||
Net cash provided by operating activities
|
|
22,920
|
|
|
24,120
|
|
Net cash provided by investing activities
|
|
493,865
|
|
|
693,786
|
|
Net cash used in financing activities
|
|
(246,683
|
)
|
|
(253,511
|
)
|
•
|
Each share of NSAM common stock and performance common stock issued and outstanding immediately prior to the effective time of the Merger was canceled and converted into
one
share of Colony NorthStar class A common stock and performance common stock, respectively;
|
•
|
Each share of class A and class B common stock of Colony issued and outstanding immediately prior to the effective time of the Merger was canceled and converted into the right to receive
1.4663
shares of Colony NorthStar class A and class B common stock for each share of Colony's class A and class B common stock;
|
•
|
Each share of common stock of NRF issued and outstanding prior to the effective time of the Merger was canceled and converted into the right to receive
1.0996
shares of Colony NorthStar class A common stock for each share of NRF common stock;
|
•
|
Each share of each series of the preferred stock of Colony and of NRF issued and outstanding immediately prior to the effective time of the Merger was canceled and converted into the right to receive
one
share of a corresponding series of Colony NorthStar preferred stock with substantially identical preferences, conversion and other rights, voting powers, restrictions, limitations as to dividend, qualification and terms and conditions of redemption; and
|
•
|
Concurrently, the OP issued OP Units to equal the number of OP membership units outstanding on the day prior to the closing of the Merger multiplied by the exchange ratio of
1.4663
.
|
(In thousands, except price per share)
|
|
NSAM
|
|
NRF
|
|
Total
|
||||||
Outstanding shares of common stock prior to closing of the Merger
|
|
190,202
|
|
|
183,147
|
|
|
|
||||
Replacement equity-based awards attributable to pre-combination services
(i)
|
|
300
|
|
|
150
|
|
|
|
||||
|
|
190,502
|
|
|
183,297
|
|
|
|
||||
Exchange ratio
(ii)
|
|
1.4663
|
|
|
1.3335
|
|
|
|
||||
Implied shares of Colony common stock issued in consideration
|
|
129,920
|
|
|
137,456
|
|
|
267,376
|
|
|||
Price per share of Colony class A common stock
|
|
$
|
21.52
|
|
|
$
|
21.52
|
|
|
$
|
21.52
|
|
Fair value of implied shares of Colony common stock issued in consideration
|
|
$
|
2,795,890
|
|
|
$
|
2,958,039
|
|
|
$
|
5,753,929
|
|
Fair value of Colony NorthStar preferred stock issued
(iii)
|
|
—
|
|
|
1,010,320
|
|
|
1,010,320
|
|
|||
Fair value of NRF stock owned by NSAM
(iv)
|
|
(43,795
|
)
|
|
—
|
|
|
(43,795
|
)
|
|||
Total merger consideration
|
|
$
|
2,752,095
|
|
|
$
|
3,968,359
|
|
|
$
|
6,720,454
|
|
(i)
|
Represents the portion of non-employee restricted stock unit awards that did not vest upon consummation of the Merger and pertains to services rendered prior to the Merger.
|
(ii)
|
Represents (a) the pre-determined exchange ratio of one share of Colony common stock for
1.4663
shares of Colony NorthStar common stock; and (b) the derived exchange ratio of one share of Colony common stock for
1.3335
shares of NRF common stock based on the pre-determined exchange ratio of one NRF share of common stock for
1.0996
shares of Colony NorthStar common stock.
|
(iii)
|
Fair value of Colony NorthStar preferred stock issued was measured based on the shares of NRF preferred stock outstanding at the Closing Date and the closing traded price of the respective series of NRF preferred stock on the Closing Date, including accrued dividends, as follows:
|
(In thousands, except price per share)
|
|
Number of Shares Outstanding
|
|
Price Per Share
|
|
Fair Value
|
|||||
NRF preferred stock
|
|
|
|
|
|
|
|||||
Series A 8.75%
|
|
2,467
|
|
|
$
|
25.61
|
|
|
$
|
63,182
|
|
Series B 8.25%
|
|
13,999
|
|
|
25.15
|
|
|
352,004
|
|
||
Series C 8.875%
|
|
5,000
|
|
|
25.80
|
|
|
128,995
|
|
||
Series D 8.50%
|
|
8,000
|
|
|
25.82
|
|
|
206,597
|
|
||
Series E 8.75%
|
|
10,000
|
|
|
25.95
|
|
|
259,542
|
|
||
Fair value of Colony NorthStar preferred stock issued
|
|
39,466
|
|
|
|
|
$
|
1,010,320
|
|
(iv)
|
Represents
2.7 million
shares of NRF common stock owned by NSAM prior to the Merger and canceled upon consummation of the Merger, valued at the closing price of NRF common stock of
$16.13
on the Closing Date.
|
|
|
Final Amounts at December 31, 2017
|
||||||||||
(In thousands)
|
|
NSAM
|
|
NRF
|
|
Total
|
||||||
Assets
|
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
|
$
|
152,858
|
|
|
$
|
107,751
|
|
|
$
|
260,609
|
|
Restricted cash
|
|
18,052
|
|
|
158,762
|
|
|
176,814
|
|
|||
Real estate
|
|
—
|
|
|
9,874,406
|
|
|
9,874,406
|
|
|||
Loans receivable
|
|
28,485
|
|
|
331,056
|
|
|
359,541
|
|
|||
Investments in unconsolidated ventures
|
|
76,671
|
|
|
544,111
|
|
|
620,782
|
|
|||
Securities
|
|
3,065
|
|
|
427,560
|
|
|
430,625
|
|
|||
Identifiable intangible assets
|
|
661,556
|
|
|
352,551
|
|
|
1,014,107
|
|
|||
Management agreement between NSAM and NRF
|
|
1,514,085
|
|
|
—
|
|
|
1,514,085
|
|
|||
Assets held for sale
|
|
—
|
|
|
2,096,671
|
|
|
2,096,671
|
|
|||
Other assets
|
|
93,455
|
|
|
681,003
|
|
|
774,458
|
|
|||
Total assets
|
|
2,548,227
|
|
|
14,573,871
|
|
|
17,122,098
|
|
|||
Liabilities
|
|
|
|
|
|
|
||||||
Debt
|
|
—
|
|
|
6,723,222
|
|
|
6,723,222
|
|
|||
Intangible liabilities
|
|
—
|
|
|
213,218
|
|
|
213,218
|
|
|||
Management agreement between NSAM and NRF
|
|
—
|
|
|
1,514,085
|
|
|
1,514,085
|
|
|||
Liabilities related to assets held for sale
|
|
—
|
|
|
1,281,406
|
|
|
1,281,406
|
|
|||
Tax liabilities
|
|
169,387
|
|
|
60,446
|
|
|
229,833
|
|
|||
Accrued and other liabilities
|
|
979,969
|
|
|
307,450
|
|
|
1,287,419
|
|
|||
Total liabilities
|
|
1,149,356
|
|
|
10,099,827
|
|
|
11,249,183
|
|
|||
Redeemable noncontrolling interests
|
|
78,843
|
|
|
—
|
|
|
78,843
|
|
|||
Noncontrolling interests—investment entities
|
|
—
|
|
|
505,685
|
|
|
505,685
|
|
|||
Noncontrolling interests—Operating Company
|
|
8,162
|
|
|
—
|
|
|
8,162
|
|
|||
Fair value of net assets acquired
|
|
$
|
1,311,866
|
|
|
$
|
3,968,359
|
|
|
$
|
5,280,225
|
|
|
|
|
|
|
|
|
||||||
Merger consideration
|
|
2,752,095
|
|
|
3,968,359
|
|
|
6,720,454
|
|
|||
Goodwill
|
|
$
|
1,440,229
|
|
|
$
|
—
|
|
|
$
|
1,440,229
|
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Transaction costs
|
|
|
|
|
||||
Fees to investment bankers contingent upon consummation of the Merger
|
|
$
|
—
|
|
|
$
|
66,800
|
|
Other fees
|
|
716
|
|
|
16,828
|
|
||
|
|
716
|
|
|
83,628
|
|
||
Compensation expense
|
|
|
|
|
||||
Equity-based compensation for replacement awards to NSAM executives
|
|
3,297
|
|
|
26,049
|
|
||
Severance and other employee transition
|
|
2,685
|
|
|
15,498
|
|
||
|
|
5,982
|
|
|
41,547
|
|
||
Administrative expense
|
|
2,138
|
|
|
3,968
|
|
||
Total Merger-related costs
|
|
$
|
8,836
|
|
|
$
|
129,143
|
|
(In thousands)
|
|
Final Amounts at December 31, 2017
|
||
Consideration
|
|
|
||
Carrying value of loans receivable outstanding at the time of restructuring
|
|
$
|
182,644
|
|
Cash
|
|
49,537
|
|
|
Total consideration
|
|
$
|
232,181
|
|
Identifiable assets acquired and liabilities assumed
|
|
|
||
Cash
|
|
$
|
303
|
|
Real estate
|
|
543,649
|
|
|
Real estate held for sale
|
|
21,605
|
|
|
Lease intangibles and other assets
|
|
40,285
|
|
|
Debt
|
|
(277,590
|
)
|
|
Tax liabilities
|
|
(32,078
|
)
|
|
Lease intangibles and other liabilities
|
|
(61,205
|
)
|
|
Liabilities related to assets held for sale
|
|
(2,788
|
)
|
|
Fair value of net assets acquired
|
|
$
|
232,181
|
|
•
|
Carrying value of the Company’s junior mezzanine loan to the borrower which is considered to be effectively settled upon the consensual foreclosure;
|
•
|
Cash to pay down principal and accrued interest on the borrower’s senior mortgage and senior mezzanine debt to achieve a compliant debt yield, and payment of an extension fee to exercise an extension option on the senior mortgage debt; and
|
•
|
In consideration of the former preferred equity holder of the borrower providing certain releases, waivers and covenants to and in favor of the Company and certain investment vehicles managed by the Company in executing the consensual foreclosure, the former preferred equity holder is entitled to an amount up to
$13.0 million
based on the performance of the THL Hotel Portfolio, subject to meeting certain repayment and return thresholds to the Company (and certain investment vehicles managed by the Company).
|
(In thousands)
|
|
As Reported At December 31, 2017
|
|
Measurement Period Adjustments
|
|
As Reported
At March 31, 2018
|
||||||
Consideration
|
|
|
|
|
|
|
||||||
Carrying value of the Company's junior mezzanine loan receivable at the time of foreclosure
|
|
$
|
310,932
|
|
|
$
|
—
|
|
|
$
|
310,932
|
|
Cash
|
|
43,643
|
|
|
—
|
|
|
43,643
|
|
|||
Contingent consideration (Note 14)
|
|
6,771
|
|
|
—
|
|
|
6,771
|
|
|||
Total consideration
|
|
$
|
361,346
|
|
|
$
|
—
|
|
|
$
|
361,346
|
|
Identifiable assets acquired and liabilities assumed
|
|
|
|
|
|
|
||||||
Cash
|
|
$
|
16,188
|
|
|
$
|
—
|
|
|
$
|
16,188
|
|
Real estate
|
|
1,193,205
|
|
|
(130
|
)
|
|
1,193,075
|
|
|||
Real estate held for sale
|
|
68,625
|
|
|
—
|
|
|
68,625
|
|
|||
Intangible and other assets
|
|
34,913
|
|
|
3,062
|
|
|
37,975
|
|
|||
Debt
|
|
(907,867
|
)
|
|
—
|
|
|
(907,867
|
)
|
|||
Intangible and other liabilities
|
|
(43,718
|
)
|
|
(2,932
|
)
|
|
(46,650
|
)
|
|||
Fair value of net assets acquired
|
|
$
|
361,346
|
|
|
$
|
—
|
|
|
$
|
361,346
|
|
(In thousands)
|
|
January 31, 2018
|
||
Assets
|
|
|
||
Cash and cash equivalents
|
|
$
|
99,883
|
|
Restricted cash
|
|
41,270
|
|
|
Real estate
|
|
219,748
|
|
|
Loans receivable
|
|
1,287,994
|
|
|
Investments in unconsolidated ventures
|
|
208,738
|
|
|
Deferred leasing costs and intangible assets
|
|
10,831
|
|
|
Other assets
|
|
25,755
|
|
|
|
|
1,894,219
|
|
|
Liabilities
|
|
|
||
Debt
|
|
$
|
379,927
|
|
Accrued and other liabilities
|
|
41,318
|
|
|
|
|
421,245
|
|
|
Noncontrolling interests
|
|
|
||
Noncontrolling interests—investment entities
|
|
330,980
|
|
|
Noncontrolling interests—Operating Company
|
|
64,294
|
|
|
|
|
395,274
|
|
|
Equity attributable to Colony NorthStar, Inc.
|
|
$
|
1,077,700
|
|
(In thousands)
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
Land
|
|
$
|
2,307,415
|
|
|
$
|
2,011,794
|
|
Buildings and improvements
|
|
11,848,970
|
|
|
12,403,794
|
|
||
Tenant improvements
|
|
148,629
|
|
|
134,709
|
|
||
Furniture, fixtures and equipment
|
|
371,059
|
|
|
383,855
|
|
||
Construction in progress
|
|
106,001
|
|
|
108,403
|
|
||
|
|
14,782,074
|
|
|
15,042,555
|
|
||
Less: Accumulated depreciation
|
|
(681,200
|
)
|
|
(578,297
|
)
|
||
Real estate assets, net
|
|
$
|
14,100,874
|
|
|
$
|
14,464,258
|
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Proceeds from sales of real estate
|
|
$
|
112,562
|
|
|
$
|
903,841
|
|
Gain on sale of real estate
|
|
18,444
|
|
|
8,970
|
|
(1)
|
Dollar amounts of purchase price and allocation to assets acquired and liabilities assumed are translated using foreign exchange rates as of the respective dates of acquisition, where applicable.
|
(2)
|
Useful life of real estate acquired in
2018
is
30
years for buildings,
8
to
14
years for site improvements,
4
to
10
years for tenant improvements and
4
to
10
years for lease intangibles.
|
(3)
|
Includes acquisition of
$11.0 million
of land for co-development with operating partners.
|
(4)
|
In September 2017,
90%
of equity in the property holding entity was syndicated to third party investors. The new equity partners were granted certain participation rights in the business, resulting in a deconsolidation of the investment. The interest retained by the Company is reflected as an equity method investment.
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Rental income
|
|
$
|
162,614
|
|
|
$
|
151,243
|
|
Tenant reimbursements
|
|
38,922
|
|
|
31,525
|
|
||
Resident fee income
(1)
|
|
69,217
|
|
|
65,694
|
|
||
Hotel operating income
|
|
283,977
|
|
|
178,392
|
|
||
|
|
$
|
554,730
|
|
|
$
|
426,854
|
|
(1)
|
Healthcare properties that operate through management agreements with independent third-party operators through structures permitted by the REIT Investment Diversification and Empowerment Act of 2007 (“RIDEA”) allows us, through a TRS, to have direct exposure to resident fee income and incur customary related operating expenses.
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||||||||||||||||||||
($ in thousands)
|
|
Unpaid Principal Balance
|
|
Carrying
Value
|
|
Weighted
Average
Coupon
|
|
Weighted Average Maturity in Years
|
|
Unpaid Principal Balance
|
|
Carrying
Value
|
|
Weighted
Average
Coupon
|
|
Weighted Average Maturity in Years
|
||||||||||
Loans at amortized cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Non-PCI Loans
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Fixed rate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Mortgage loans
|
|
$
|
626,159
|
|
|
$
|
635,516
|
|
|
9.7
|
%
|
|
3.3
|
|
$
|
1,081,030
|
|
|
$
|
1,082,513
|
|
|
9.1
|
%
|
|
2.8
|
Securitized loans
(1)
|
|
32,219
|
|
|
33,083
|
|
|
5.8
|
%
|
|
17.0
|
|
35,566
|
|
|
36,603
|
|
|
5.9
|
%
|
|
16.8
|
||||
Mezzanine loans
|
|
337,543
|
|
|
334,861
|
|
|
11.8
|
%
|
|
1.7
|
|
459,433
|
|
|
456,463
|
|
|
12.2
|
%
|
|
2.3
|
||||
Corporate loans
|
|
46,837
|
|
|
46,539
|
|
|
9.9
|
%
|
|
9.8
|
|
46,840
|
|
|
46,592
|
|
|
9.9
|
%
|
|
10.0
|
||||
|
|
1,042,758
|
|
|
1,049,999
|
|
|
|
|
|
|
1,622,869
|
|
|
1,622,171
|
|
|
|
|
|
||||||
Variable rate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Mortgage loans
|
|
212,809
|
|
|
222,920
|
|
|
3.5
|
%
|
|
0.8
|
|
414,428
|
|
|
423,199
|
|
|
6.0
|
%
|
|
1.7
|
||||
Securitized loans
(1)
|
|
79,612
|
|
|
78,625
|
|
|
5.2
|
%
|
|
17.8
|
|
461,489
|
|
|
462,203
|
|
|
6.4
|
%
|
|
3.5
|
||||
Mezzanine loans
|
|
—
|
|
|
—
|
|
|
—
|
%
|
|
0.0
|
|
34,391
|
|
|
34,279
|
|
|
9.8
|
%
|
|
1.3
|
||||
|
|
292,421
|
|
|
301,545
|
|
|
|
|
|
|
910,308
|
|
|
919,681
|
|
|
|
|
|
||||||
|
|
1,335,179
|
|
|
1,351,544
|
|
|
|
|
|
|
2,533,177
|
|
|
2,541,852
|
|
|
|
|
|
||||||
PCI Loans
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Mortgage loans
|
|
1,817,498
|
|
|
623,434
|
|
|
|
|
|
|
1,865,423
|
|
|
682,125
|
|
|
|
|
|
||||||
Securitized loans
|
|
22,986
|
|
|
3,180
|
|
|
|
|
|
|
23,298
|
|
|
3,400
|
|
|
|
|
|
||||||
Mezzanine loans
|
|
7,425
|
|
|
3,671
|
|
|
|
|
|
|
7,425
|
|
|
3,671
|
|
|
|
|
|
||||||
|
|
1,847,909
|
|
|
630,285
|
|
|
|
|
|
|
1,896,146
|
|
|
689,196
|
|
|
|
|
|
||||||
Allowance for loan losses
|
|
|
|
|
(53,980
|
)
|
|
|
|
|
|
|
|
|
(52,709
|
)
|
|
|
|
|
||||||
|
|
3,183,088
|
|
|
1,927,849
|
|
|
|
|
|
|
4,429,323
|
|
|
3,178,339
|
|
|
|
|
|
||||||
Loans at fair value
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Securitized loans
(2)
|
|
72,122
|
|
|
44,330
|
|
|
|
|
|
|
72,511
|
|
|
45,423
|
|
|
|
|
|
||||||
Total loans receivable
|
|
$
|
3,255,210
|
|
|
$
|
1,972,179
|
|
|
|
|
|
|
$
|
4,501,834
|
|
|
$
|
3,223,762
|
|
|
|
|
|
(1)
|
Represents loans held in securitization trusts that are consolidated by the Company (Note
15
).
|
(2)
|
Represents loans held by a securitization trust that is consolidated by a NorthStar CDO. The NorthStar CDO is in turn consolidated by the Company. The Company elected the fair value option and adopted the measurement alternative to value the loans receivable at the same fair value as the bonds payable issued by the consolidated securitization trust. (Note
14
)
|
(In thousands)
|
Current or Less Than 30 Days Past Due
|
|
30-59 Days Past Due
|
|
60-89 Days Past Due
|
|
90 Days or More Past Due and Nonaccrual
|
|
Total Non-PCI Loans
|
||||||||||
March 31, 2018
|
$
|
1,126,605
|
|
|
$
|
4,251
|
|
|
$
|
89,315
|
|
|
$
|
131,373
|
|
|
$
|
1,351,544
|
|
December 31, 2017
|
2,268,599
|
|
|
145,986
|
|
|
9,410
|
|
|
117,857
|
|
|
2,541,852
|
|
|
|
Unpaid Principal Balance
|
|
Gross Carrying Value
|
|
Allowance for Loan Losses
|
||||||||||||||
(In thousands)
|
|
|
With Allowance for Loan Losses
|
|
Without Allowance for Loan Losses
|
|
Total
|
|
||||||||||||
March 31, 2018
|
|
$
|
160,684
|
|
|
$
|
84,858
|
|
|
$
|
75,069
|
|
|
$
|
159,927
|
|
|
$
|
6,308
|
|
December 31, 2017
|
|
383,594
|
|
|
138,136
|
|
|
248,759
|
|
|
386,895
|
|
|
7,424
|
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Average carrying value before allowance for loan losses
|
|
$
|
273,410
|
|
|
$
|
103,795
|
|
Total interest income recognized during the period impaired
|
|
29
|
|
|
756
|
|
(In thousands)
|
|
January 2017
|
||
Contractually required payments including interest
|
|
$
|
1,154,596
|
|
Less: Nonaccretable difference
|
|
(878,257
|
)
|
|
Cash flows expected to be collected
|
|
276,339
|
|
|
Less: Accretable yield
|
|
(23,594
|
)
|
|
Fair value of loans acquired
|
|
$
|
252,745
|
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Beginning accretable yield
|
|
$
|
42,435
|
|
|
$
|
52,572
|
|
Additions
|
|
—
|
|
|
23,594
|
|
||
Dispositions
|
|
(2,565
|
)
|
|
—
|
|
||
Changes in accretable yield
|
|
1,989
|
|
|
5,187
|
|
||
Accretion recognized in earnings
|
|
(12,579
|
)
|
|
(15,809
|
)
|
||
Effect of changes in foreign exchange rates
|
|
354
|
|
|
81
|
|
||
Ending accretable yield
|
|
$
|
29,634
|
|
|
$
|
65,625
|
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||||||||||
(In thousands)
|
|
Allowance for Loan Losses
|
|
Carrying Value
|
|
Allowance for Loan Losses
|
|
Carrying Value
|
||||||||
Non-PCI loans
|
|
$
|
6,308
|
|
|
$
|
84,858
|
|
|
$
|
7,424
|
|
|
$
|
138,136
|
|
PCI loans
|
|
47,672
|
|
|
161,098
|
|
|
45,285
|
|
|
169,789
|
|
||||
|
|
$
|
53,980
|
|
|
$
|
245,956
|
|
|
$
|
52,709
|
|
|
$
|
307,925
|
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Allowance for loan losses at January 1
|
|
$
|
52,709
|
|
|
$
|
67,980
|
|
Contribution to Colony NorthStar Credit (Note 4)
|
|
(518
|
)
|
|
—
|
|
||
Provision for loan losses, net
|
|
5,375
|
|
|
6,724
|
|
||
Charge-off
|
|
(3,586
|
)
|
|
(5,234
|
)
|
||
Allowance for loan losses at March 31
|
|
$
|
53,980
|
|
|
$
|
69,470
|
|
(In thousands)
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
Equity method investments
|
|
|
|
|
||||
Investment ventures
|
|
$
|
2,240,057
|
|
|
$
|
1,297,180
|
|
Private funds
|
|
199,661
|
|
|
229,874
|
|
||
|
|
2,439,718
|
|
|
1,527,054
|
|
||
Other equity investments
|
|
|
|
|
||||
Investment ventures
|
|
89,129
|
|
|
89,261
|
|
||
Private funds and retail companies
|
|
20,783
|
|
|
38,924
|
|
||
|
|
109,912
|
|
|
128,185
|
|
||
|
|
$
|
2,549,630
|
|
|
$
|
1,655,239
|
|
($ in thousands)
|
|
|
|
Ownership Interest
at
March 31, 2018
(1)
|
|
Carrying Value at
|
||||||
Investments
|
|
Description
|
|
|
March 31, 2018
|
|
December 31, 2017
|
|||||
Colony NorthStar Credit Real Estate, Inc.
|
|
Common equity in publicly traded commercial real estate credit REIT managed by the Company and membership units in its operating subsidiary
|
(2)
|
36.6%
|
|
$
|
1,161,930
|
|
|
$
|
—
|
|
NorthStar Realty Europe Corp
|
|
Common equity in publicly traded equity REIT managed by the Company
|
(2)
|
10.3%
|
|
73,978
|
|
|
73,578
|
|
||
RXR Realty
|
|
Common equity in investment venture with a real estate investor, developer and investment manager
|
|
27.2%
|
|
107,468
|
|
|
105,082
|
|
||
Preferred equity
|
|
Preferred equity investments with underlying real estate
|
(3)
|
NA
|
|
465,527
|
|
|
440,704
|
|
||
ADC investments
|
|
Investments in acquisition, development and construction loans in which the Company participates in residual profits from the projects, and the risk and rewards of the arrangements are more similar to those associated with investments in joint ventures
|
(4)
|
Various
|
|
166,464
|
|
|
331,268
|
|
||
Private funds
|
|
General partner and/or limited partner interests in private funds
|
|
Various
|
|
27,716
|
|
|
25,101
|
|
||
Other investment ventures
|
|
Interests in 16 investments, each with no more than $61 million carrying value at March 31, 2018
|
|
Various
|
|
188,652
|
|
|
187,420
|
|
||
Fair value option
|
|
Interests in initial stage or real estate development ventures and limited partnership interests in private funds
|
|
Various
|
|
247,983
|
|
|
363,901
|
|
||
|
|
|
|
|
|
$
|
2,439,718
|
|
|
$
|
1,527,054
|
|
(1)
|
The Company's ownership interest represents capital contributed to date and may not be reflective of the Company's economic interest in the entity because of provisions in operating agreements governing various matters, such as classes of partner or member interests, allocations of profits and losses, preferential returns and guaranty of debt. Each equity method investment has been determined to be either a VIE for which the Company was not deemed to be the primary beneficiary or a voting interest entity in which the Company does not have the power to control through a majority of voting interest or through other arrangements.
|
(2)
|
The Company's role as manager is under the supervision and direction of the respective board of directors, which includes representatives from the Company but the majority of whom are independent directors. In connection with the Company's investment in NRE, the Company has an ownership waiver under NRE’s charter which allows the Company to own up to
45%
of NRE’s common stock, and to the extent the Company owns more than
25%
of NRE’s common stock, the Company will vote the excess shares in the same proportion that the remaining NRE shares not owned by the Company are voted.
|
(3)
|
Some preferred equity investments may not have a stated ownership interest.
|
(4)
|
The Company owns varying levels of stated equity interests in certain ADC investments as well as profit participation interests in real estate ventures without a stated ownership interest in other ADC investments.
|
|
|
|
|
Gross Cumulative Unrealized
|
|
|
||||||||||
(in thousands)
|
|
Amortized Cost
|
|
Gains
|
|
Losses
|
|
Fair Value
|
||||||||
March 31, 2018
|
|
|
|
|
|
|
|
|
||||||||
Available-for-sale debt securities:
|
|
|
|
|
|
|
|
|
||||||||
CRE securities of consolidated N-Star CDOs
(1)
:
|
|
|
|
|
|
|
|
|
||||||||
CMBS
|
|
$
|
136,192
|
|
|
$
|
2,687
|
|
|
$
|
(7,361
|
)
|
|
$
|
131,518
|
|
Other securities
(2)
|
|
11,549
|
|
|
2,093
|
|
|
(190
|
)
|
|
13,452
|
|
||||
N-Star CDO bonds
(3)
|
|
83,411
|
|
|
2,498
|
|
|
(5,744
|
)
|
|
80,165
|
|
||||
CMBS and other securities
(4)
|
|
27,861
|
|
|
568
|
|
|
(6
|
)
|
|
28,423
|
|
||||
|
|
259,013
|
|
|
7,846
|
|
|
(13,301
|
)
|
|
253,558
|
|
||||
Equity securities of consolidated fund
|
|
|
|
|
|
|
|
35,342
|
|
|||||||
|
|
|
|
|
|
|
|
$
|
288,900
|
|
||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
||||||||
Available-for-sale debt securities:
|
|
|
|
|
|
|
|
|
||||||||
CRE securities of consolidated N-Star CDOs
(1)
:
|
|
|
|
|
|
|
|
|
||||||||
CMBS
|
|
$
|
144,476
|
|
|
$
|
3,999
|
|
|
$
|
(530
|
)
|
|
$
|
147,945
|
|
Other securities
(2)
|
|
61,302
|
|
|
5,994
|
|
|
(313
|
)
|
|
66,983
|
|
||||
N-Star CDO bonds
(3)
|
|
88,374
|
|
|
2,778
|
|
|
(219
|
)
|
|
90,933
|
|
||||
CMBS and other securities
(4)
|
|
38,928
|
|
|
3,739
|
|
|
(186
|
)
|
|
42,481
|
|
||||
|
|
333,080
|
|
|
16,510
|
|
|
(1,248
|
)
|
|
348,342
|
|
||||
Equity securities of consolidated fund
|
|
|
|
|
|
|
|
35,600
|
|
|||||||
|
|
|
|
|
|
|
|
$
|
383,942
|
|
(3)
|
Excludes principal amount of N-Star CDO bonds held by the Company in its consolidated CDOs that are eliminated upon consolidation of
$136.9 million
at
March 31, 2018
and
$140.1 million
at
December 31, 2017
.
|
(4)
|
Includes CMBS of
$27.6 million
at
March 31, 2018
and
$25.1 million
at
December 31, 2017
held by a sponsored investment company, which is consolidated by the Company through its seed capital. Other securities include a trust preferred security and certain investments in other third party CDO bonds.
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Available-for-sale debt securities:
|
|
|
|
|
||||
Proceeds from sale
|
|
$
|
63,185
|
|
|
$
|
24,788
|
|
Gross realized gain
|
|
8,384
|
|
|
567
|
|
||
Equity securities of consolidated fund:
|
|
|
|
|
||||
Realized gain, net
|
|
499
|
|
|
—
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||||||||||||||||||
|
Less Than 12 Months
|
|
More Than 12 Months
|
|
Less Than 12 Months
|
||||||||||||||||||
(In thousands)
|
Fair Value
|
|
Gross Unrealized Loss
|
|
Fair Value
|
|
Gross Unrealized Loss
|
|
Fair Value
|
|
Gross Unrealized Loss
|
||||||||||||
CRE securities of consolidated N-Star CDOs:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
CMBS
|
$
|
83,214
|
|
|
$
|
(6,930
|
)
|
|
$
|
1,966
|
|
|
$
|
(431
|
)
|
|
$
|
2,229
|
|
|
$
|
(530
|
)
|
Other securities
|
4,603
|
|
|
(190
|
)
|
|
—
|
|
|
—
|
|
|
8,218
|
|
|
(313
|
)
|
||||||
N-Star CDO bonds
|
43,125
|
|
|
(5,744
|
)
|
|
—
|
|
|
—
|
|
|
13,392
|
|
|
(219
|
)
|
||||||
CMBS and other securities
|
—
|
|
|
—
|
|
|
1
|
|
|
(6
|
)
|
|
12,956
|
|
|
(186
|
)
|
||||||
|
$
|
130,942
|
|
|
$
|
(12,864
|
)
|
|
$
|
1,967
|
|
|
$
|
(437
|
)
|
|
$
|
36,795
|
|
|
$
|
(1,248
|
)
|
(In thousands)
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
Outstanding principal
|
|
$
|
377,993
|
|
|
$
|
411,174
|
|
Amortized cost
|
|
14,196
|
|
|
26,761
|
|
||
Carrying value
|
|
21,599
|
|
|
31,789
|
|
(In thousands)
|
|
January 2017
|
||
Contractually required payments including interest
|
|
$
|
574,088
|
|
Less: Nonaccretable difference
|
|
(449,261
|
)
|
|
Cash flows expected to be collected
|
|
124,827
|
|
|
Less: Accretable yield
|
|
(70,283
|
)
|
|
Fair value of PCI debt securities acquired
|
|
$
|
54,544
|
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Beginning accretable yield
|
|
$
|
44,610
|
|
|
$
|
—
|
|
Assumed through the Merger
|
|
—
|
|
|
70,283
|
|
||
Accretion recognized in earnings
|
|
(2,143
|
)
|
|
(4,146
|
)
|
||
Reduction due to payoffs or disposals
|
|
(9,335
|
)
|
|
—
|
|
||
Net reclassifications to nonaccretable difference
|
|
819
|
|
|
(5,437
|
)
|
||
Ending accretable yield
|
|
$
|
33,951
|
|
|
$
|
60,700
|
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Beginning balance
|
|
$
|
1,534,561
|
|
|
$
|
680,127
|
|
Business combinations
(1)
|
|
—
|
|
|
1,285,502
|
|
||
Transfer to held for sale
(2)
|
|
—
|
|
|
(248,264
|
)
|
||
Ending balance
(3)
|
|
$
|
1,534,561
|
|
|
$
|
1,717,365
|
|
(1)
|
Amount does not reflect the effects of subsequent measurement period adjustments that were made within a one year period following consummation of the Merger.
|
(2)
|
Represents goodwill assigned to the Townsend investment management reporting unit that was acquired as part of the Merger, transferred to held for sale as of March 31, 2017 and subsequently sold on December 29, 2017.
|
(3)
|
Total goodwill amount is not deductible for income tax purposes.
|
(In thousands)
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
Balance by reporting segment:
|
|
|
|
|
||||
Industrial
|
|
$
|
20,000
|
|
|
$
|
20,000
|
|
Investment management
|
|
1,514,561
|
|
|
1,514,561
|
|
||
|
|
$
|
1,534,561
|
|
|
$
|
1,534,561
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||||||||||||||||||
(In thousands)
|
Carrying Amount (Net of Impairment)
(1)
|
|
Accumulated Amortization
|
|
Net Carrying Amount
|
|
Carrying Amount (Net of Impairment)
(1)
|
|
Accumulated Amortization
|
|
Net Carrying Amount
|
||||||||||||
Deferred Leasing Costs and Intangible Assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
In-place lease values
|
$
|
245,989
|
|
|
$
|
(111,770
|
)
|
|
$
|
134,219
|
|
|
$
|
243,037
|
|
|
$
|
(98,021
|
)
|
|
$
|
145,016
|
|
Above-market lease values
|
163,270
|
|
|
(39,521
|
)
|
|
123,749
|
|
|
166,571
|
|
|
(34,968
|
)
|
|
131,603
|
|
||||||
Below-market ground lease obligations
|
36,100
|
|
|
(524
|
)
|
|
35,576
|
|
|
29,625
|
|
|
(316
|
)
|
|
29,309
|
|
||||||
Deferred leasing costs
|
125,581
|
|
|
(41,809
|
)
|
|
83,772
|
|
|
121,765
|
|
|
(38,389
|
)
|
|
83,376
|
|
||||||
Lease incentives
|
14,578
|
|
|
(560
|
)
|
|
14,018
|
|
|
14,565
|
|
|
(298
|
)
|
|
14,267
|
|
||||||
Trade name
(2)
|
79,700
|
|
|
(3,932
|
)
|
|
75,768
|
|
|
79,700
|
|
|
(3,131
|
)
|
|
76,569
|
|
||||||
Investment management contracts
|
201,698
|
|
|
(75,925
|
)
|
|
125,773
|
|
|
342,127
|
|
|
(70,394
|
)
|
|
271,733
|
|
||||||
Customer relationships
|
59,400
|
|
|
(11,572
|
)
|
|
47,828
|
|
|
59,400
|
|
|
(10,421
|
)
|
|
48,979
|
|
||||||
Other
(3)
|
53,741
|
|
|
(2,548
|
)
|
|
51,193
|
|
|
54,061
|
|
|
(2,041
|
)
|
|
52,020
|
|
||||||
Total deferred leasing costs and intangible assets
|
$
|
980,057
|
|
|
$
|
(288,161
|
)
|
|
$
|
691,896
|
|
|
$
|
1,110,851
|
|
|
$
|
(257,979
|
)
|
|
$
|
852,872
|
|
Intangible Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Below-market lease values
|
$
|
215,866
|
|
|
$
|
(43,057
|
)
|
|
$
|
172,809
|
|
|
$
|
214,833
|
|
|
$
|
(36,426
|
)
|
|
$
|
178,407
|
|
Above-market ground lease obligations
|
16,019
|
|
|
(964
|
)
|
|
15,055
|
|
|
13,417
|
|
|
(715
|
)
|
|
12,702
|
|
||||||
Total intangible liabilities
|
$
|
231,885
|
|
|
$
|
(44,021
|
)
|
|
$
|
187,864
|
|
|
$
|
228,250
|
|
|
$
|
(37,141
|
)
|
|
$
|
191,109
|
|
(1)
|
For intangible assets and intangible liabilities recognized in connection with business combinations, purchase price allocations may be subject to adjustments during the measurement period, not to exceed one year from date of acquisition, based upon new information obtained about facts and circumstances that existed at time of acquisition. Amounts are presented net of impairments and write-offs, including contracts written off in connection with the Combination (Notes
4
and
14
).
|
(2)
|
The NSAM trade name is amortized over its useful life of
20 years
, while Colony trade name is determined to have an indefinite useful life and not currently subject to amortization.
|
(3)
|
Represents primarily the value of certificates of need associated with certain healthcare portfolios which are not amortized and franchise agreements associated with certain hotel properties which are amortized over
10
to
15
years.
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Above-market lease values
|
|
$
|
(5,183
|
)
|
|
$
|
(5,514
|
)
|
Below-market lease values
|
|
7,108
|
|
|
7,440
|
|
||
Lease incentives
|
|
(262
|
)
|
|
—
|
|
||
Net increase (decrease) to rental income
|
|
$
|
1,663
|
|
|
$
|
1,926
|
|
|
|
|
|
|
||||
Above-market ground lease obligations
|
|
$
|
(286
|
)
|
|
$
|
(171
|
)
|
Below-market ground lease obligations
|
|
463
|
|
|
119
|
|
||
Net increase (decrease) to ground rent expense
|
|
$
|
177
|
|
|
$
|
(52
|
)
|
|
|
|
|
|
||||
In-place lease values
|
|
$
|
12,405
|
|
|
$
|
19,935
|
|
Deferred leasing costs
|
|
4,171
|
|
|
4,246
|
|
||
Trade name
|
|
804
|
|
|
856
|
|
||
Investment management contracts
|
|
5,686
|
|
|
8,218
|
|
||
Customer relationships
|
|
1,152
|
|
|
2,940
|
|
||
Other
|
|
515
|
|
|
2,275
|
|
||
Amortization expense
|
|
$
|
24,733
|
|
|
$
|
38,470
|
|
|
Year Ending December 31,
|
|
|
||||||||||||||||||||||||
(In thousands)
|
Remaining 2018
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023 and Thereafter
|
|
Total
|
||||||||||||||
Above-market lease values
|
$
|
(13,186
|
)
|
|
$
|
(16,696
|
)
|
|
$
|
(15,823
|
)
|
|
$
|
(14,962
|
)
|
|
$
|
(13,649
|
)
|
|
$
|
(49,433
|
)
|
|
$
|
(123,749
|
)
|
Below-market lease values
|
19,187
|
|
|
23,962
|
|
|
21,714
|
|
|
19,941
|
|
|
18,510
|
|
|
69,495
|
|
|
172,809
|
|
|||||||
Lease incentives
|
796
|
|
|
1,061
|
|
|
1,066
|
|
|
1,128
|
|
|
1,127
|
|
|
8,840
|
|
|
14,018
|
|
|||||||
Increase to rental income
|
$
|
6,797
|
|
|
$
|
8,327
|
|
|
$
|
6,957
|
|
|
$
|
6,107
|
|
|
$
|
5,988
|
|
|
$
|
28,902
|
|
|
$
|
63,078
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Above-market ground lease obligations
|
$
|
(664
|
)
|
|
$
|
(867
|
)
|
|
$
|
(867
|
)
|
|
$
|
(867
|
)
|
|
$
|
(867
|
)
|
|
$
|
(10,923
|
)
|
|
$
|
(15,055
|
)
|
Below-market ground lease obligations
|
752
|
|
|
796
|
|
|
796
|
|
|
796
|
|
|
796
|
|
|
31,640
|
|
|
35,576
|
|
|||||||
Increase to rent expense
|
$
|
88
|
|
|
$
|
(71
|
)
|
|
$
|
(71
|
)
|
|
$
|
(71
|
)
|
|
$
|
(71
|
)
|
|
$
|
20,717
|
|
|
$
|
20,521
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
In-place lease values
|
$
|
21,224
|
|
|
$
|
21,050
|
|
|
$
|
16,209
|
|
|
$
|
11,112
|
|
|
$
|
8,954
|
|
|
$
|
55,670
|
|
|
$
|
134,219
|
|
Deferred leasing costs
|
12,936
|
|
|
14,730
|
|
|
12,090
|
|
|
9,314
|
|
|
7,327
|
|
|
27,375
|
|
|
83,772
|
|
|||||||
Trade name
|
2,412
|
|
|
3,214
|
|
|
3,214
|
|
|
3,214
|
|
|
3,214
|
|
|
45,000
|
|
|
60,268
|
|
|||||||
Investment management contracts
|
12,211
|
|
|
14,586
|
|
|
13,746
|
|
|
13,137
|
|
|
12,719
|
|
|
59,374
|
|
|
125,773
|
|
|||||||
Customer relationships
|
3,455
|
|
|
4,607
|
|
|
4,607
|
|
|
4,607
|
|
|
4,607
|
|
|
25,945
|
|
|
47,828
|
|
|||||||
Other
|
1,506
|
|
|
2,013
|
|
|
2,013
|
|
|
2,013
|
|
|
2,014
|
|
|
14,040
|
|
|
23,599
|
|
|||||||
Amortization expense
|
$
|
53,744
|
|
|
$
|
60,200
|
|
|
$
|
51,879
|
|
|
$
|
43,397
|
|
|
$
|
38,835
|
|
|
$
|
227,404
|
|
|
$
|
475,459
|
|
(In thousands)
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
Assets
|
|
|
|
|
||||
Restricted cash
|
|
$
|
1,533
|
|
|
$
|
1,020
|
|
Real estate, net
|
|
935,096
|
|
|
720,686
|
|
||
Goodwill
(1)
|
|
20,000
|
|
|
20,000
|
|
||
Intangible assets, net
|
|
34,935
|
|
|
37,337
|
|
||
Other assets
|
|
11,274
|
|
|
2,587
|
|
||
Total assets held for sale
|
|
$
|
1,002,838
|
|
|
$
|
781,630
|
|
|
|
|
|
|
||||
Liabilities
|
|
|
|
|
||||
Secured debt, net
(2)
|
|
$
|
215,366
|
|
|
$
|
196,905
|
|
Lease intangibles and other liabilities, net
|
|
58,412
|
|
|
76,393
|
|
||
Total liabilities related to assets held for sale
|
|
$
|
273,778
|
|
|
$
|
273,298
|
|
(1)
|
Associated with the broker-dealer business that is held for sale.
|
(2)
|
Represents only debt that is expected to be assumed by the buyer upon sale of the related asset.
|
(In thousands)
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
Capital expenditures reserves
(1)
|
|
$
|
238,368
|
|
|
$
|
249,612
|
|
Real estate escrow reserves
(2)
|
|
36,441
|
|
|
42,420
|
|
||
Borrower escrow deposits
|
|
11,419
|
|
|
41,545
|
|
||
Working capital and other reserves
(3)
|
|
22,518
|
|
|
23,043
|
|
||
Tenant lock boxes
(4)
|
|
18,422
|
|
|
16,486
|
|
||
Restricted cash of consolidated N-Star CDOs
(5)
|
|
55,058
|
|
|
13,656
|
|
||
Other
|
|
71,140
|
|
|
84,316
|
|
||
Total restricted cash
|
|
$
|
453,366
|
|
|
$
|
471,078
|
|
(1)
|
Represents primarily capital improvements, furniture, fixtures and equipment, tenant improvements, lease renewal and replacement reserves related to real estate assets.
|
(2)
|
Represents primarily insurance, real estate tax, repair and maintenance, tenant security deposits and other escrows related to real estate assets.
|
(3)
|
Represents reserves for working capital and property development expenditures, as well as in connection with letter of credit provisions, as required in joint venture arrangements with the Federal Deposit Insurance Corporation.
|
(4)
|
Represents tenant rents held in lock boxes controlled by the lender. The Company receives the monies after application of rent receipts to service its debt.
|
(5)
|
Represents proceeds from repayments and/or sales of debt securities which are pending distribution in consolidated N-Star CDOs
.
|
(In thousands)
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
Interest receivable
|
|
$
|
15,211
|
|
|
$
|
21,529
|
|
Straight-line rents
|
|
52,522
|
|
|
45,598
|
|
||
Hotel-related reserves
(1)
|
|
31,603
|
|
|
29,208
|
|
||
Investment deposits and pending deal costs
|
|
3,231
|
|
|
1,706
|
|
||
Deferred financing costs, net
(2)
|
|
9,044
|
|
|
10,068
|
|
||
Contingent consideration escrow account
(3)
|
|
17,302
|
|
|
15,730
|
|
||
Derivative assets
(Note 13)
|
|
7,267
|
|
|
10,152
|
|
||
Prepaid taxes and deferred tax assets, net
|
|
53,445
|
|
|
79,063
|
|
||
Receivables from resolution of investments
(4)
|
|
5,539
|
|
|
15,215
|
|
||
Contributions receivable
(5)
|
|
12,000
|
|
|
25,501
|
|
||
Accounts receivable
(6)
|
|
95,446
|
|
|
87,744
|
|
||
Prepaid expenses
|
|
37,291
|
|
|
29,526
|
|
||
Other assets
|
|
49,693
|
|
|
20,296
|
|
||
Fixed assets, net
|
|
52,245
|
|
|
53,632
|
|
||
Total other assets
|
|
$
|
441,839
|
|
|
$
|
444,968
|
|
(1)
|
Represents reserves held by the Company's third party managers at certain of the Company's hotel properties to fund furniture, fixtures and equipment expenditures. Funding is made periodically based on a percentage of hotel operating income.
|
(2)
|
Deferred financing costs relate to revolving credit arrangements.
|
(3)
|
Contingent consideration escrow account holds certificates of deposit and cash for dividends paid on OP units held in escrow for the contingent consideration that may be earned by certain executives in connection with the acquisition of the investment management business of Colony's former manager (Note
14
). Upon settlement of the contingent consideration in connection with the Internalization at the end of the earnout period on June 30, 2018, dividends that were paid on OP units earned will be paid to the executives.
|
(4)
|
Represents primarily proceeds from loan payoffs held in escrow at
March 31, 2018
.
|
(5)
|
Represents contributions receivable from noncontrolling interests in investment entities as a result of capital calls made at quarter end.
|
(6)
|
Includes receivables for hotel operating income and resident fees as well as rent and other tenant receivables. Presented net of total allowance for bad debt of approximately
$7.0 million
and
$5.6 million
at
March 31, 2018
and December 31,
2017
, respectively.
|
(In thousands)
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
Tenant security deposits
|
|
$
|
28,107
|
|
|
$
|
27,560
|
|
Borrower escrow deposits
|
|
16,925
|
|
|
46,231
|
|
||
Deferred income
(1)
|
|
47,639
|
|
|
42,457
|
|
||
Interest payable
|
|
40,523
|
|
|
42,462
|
|
||
Derivative liabilities (Note 13)
|
|
150,798
|
|
|
204,848
|
|
||
Contingent consideration—THL Hotel Portfolio (Note 3)
|
|
7,760
|
|
|
7,419
|
|
||
Share repurchase payable
(2)
|
|
36,166
|
|
|
—
|
|
||
Current and deferred income tax liability
|
|
130,444
|
|
|
166,276
|
|
||
Accrued compensation
|
|
33,877
|
|
|
77,483
|
|
||
Accrued real estate and other taxes
|
|
77,155
|
|
|
77,060
|
|
||
Other accrued expenses
|
|
88,394
|
|
|
107,508
|
|
||
Accounts payable and other liabilities
|
|
133,651
|
|
|
98,857
|
|
||
Total accrued and other liabilities
|
|
$
|
791,439
|
|
|
$
|
898,161
|
|
(1)
|
Represents primarily prepaid rental income and interest income held in reserve accounts.
|
(2)
|
Represents the Company's common stock repurchases with trade date in March 2018 and settlement date in April 2018.
|
(In thousands)
|
|
Corporate Credit Facility
(1)
|
|
Convertible and Exchangeable Senior Notes
|
|
Secured and Unsecured Debt
(2)
|
|
Securitization Bonds Payable
|
|
Junior Subordinated Notes
|
|
Total Debt
|
||||||||||||
March 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Debt at amortized cost
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Principal
|
|
$
|
100,000
|
|
|
$
|
616,105
|
|
|
$
|
9,531,911
|
|
|
$
|
253,829
|
|
|
$
|
280,117
|
|
|
$
|
10,781,962
|
|
Premium (discount), net
|
|
NA
|
|
|
3,024
|
|
|
(70,648
|
)
|
|
(84,971
|
)
|
|
(82,552
|
)
|
|
(235,147
|
)
|
||||||
Deferred financing costs
|
|
NA
|
|
|
(8,351
|
)
|
|
(87,104
|
)
|
|
(34
|
)
|
|
—
|
|
|
(95,489
|
)
|
||||||
|
|
100,000
|
|
|
610,778
|
|
|
9,374,159
|
|
|
168,824
|
|
|
197,565
|
|
|
10,451,326
|
|
||||||
Debt at fair value
(3)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
44,103
|
|
|
—
|
|
|
44,103
|
|
||||||
|
|
$
|
100,000
|
|
|
$
|
610,778
|
|
|
$
|
9,374,159
|
|
|
$
|
212,927
|
|
|
$
|
197,565
|
|
|
$
|
10,495,429
|
|
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Debt at amortized cost
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Principal
|
|
$
|
50,000
|
|
|
$
|
616,105
|
|
|
$
|
9,792,169
|
|
|
$
|
391,231
|
|
|
$
|
280,117
|
|
|
$
|
11,129,622
|
|
Premium (discount), net
|
|
NA
|
|
|
3,131
|
|
|
(78,634
|
)
|
|
(87,319
|
)
|
|
(83,064
|
)
|
|
(245,886
|
)
|
||||||
Deferred financing costs
|
|
NA
|
|
|
(8,905
|
)
|
|
(91,360
|
)
|
|
(203
|
)
|
|
—
|
|
|
(100,468
|
)
|
||||||
|
|
50,000
|
|
|
610,331
|
|
|
9,622,175
|
|
|
303,709
|
|
|
197,053
|
|
|
10,783,268
|
|
||||||
Debt at fair value
(3)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
44,542
|
|
|
—
|
|
|
44,542
|
|
||||||
|
|
$
|
50,000
|
|
|
$
|
610,331
|
|
|
$
|
9,622,175
|
|
|
$
|
348,251
|
|
|
$
|
197,053
|
|
|
$
|
10,827,810
|
|
(1)
|
Deferred financing costs related to the corporate credit facility is recorded in other assets.
|
(2)
|
Debt with carrying value of
$168.5 million
at
March 31, 2018
and
$202.8 million
at
December 31, 2017
were related to financing on assets held for sale. Debt associated with assets held for sale that will be assumed by the buyer is included in liabilities related to assets held for sale (Note
10
).
|
(3)
|
Represents a securitization trust that is consolidated by a NorthStar CDO. The NorthStar CDO is in turn consolidated by the Company. The Company elected the fair value option to value the bonds payable issued by the consolidated securitization trust (Note
14
).
|
|
Fixed Rate
|
|
Variable Rate
|
|
Total
|
|||||||||||||||||||||||
($ in thousands)
|
Outstanding Principal
|
|
Weighted Average Interest Rate (Per Annum)
|
|
Weighted Average Years Remaining to Maturity
|
|
Outstanding Principal
|
|
Weighted Average Interest Rate (Per Annum)
|
|
Weighted Average Years Remaining to Maturity
|
|
Outstanding Principal
|
|
Weighted Average Interest Rate (Per Annum)
|
|
Weighted Average Years Remaining to Maturity
|
|||||||||||
March 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Recourse
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Corporate credit facility
|
$
|
—
|
|
|
—
|
%
|
|
0.0
|
|
|
$
|
100,000
|
|
|
4.13
|
%
|
|
2.8
|
|
|
$
|
100,000
|
|
|
4.13
|
%
|
|
2.8
|
Convertible and exchangeable senior notes
|
616,105
|
|
|
4.27
|
%
|
|
3.8
|
|
|
—
|
|
|
—
|
%
|
|
0.0
|
|
|
616,105
|
|
|
4.27
|
%
|
|
3.8
|
|||
Junior subordinated debt
|
—
|
|
|
—
|
%
|
|
0.0
|
|
|
280,117
|
|
|
5.18
|
%
|
|
18.2
|
|
|
280,117
|
|
|
5.18
|
%
|
|
18.2
|
|||
Secured debt
(1)
|
38,714
|
|
|
5.02
|
%
|
|
7.7
|
|
|
—
|
|
|
—
|
%
|
|
0.0
|
|
|
38,714
|
|
|
5.02
|
%
|
|
7.7
|
|||
|
654,819
|
|
|
|
|
|
|
380,117
|
|
|
|
|
|
|
1,034,936
|
|
|
|
|
|
|
Fixed Rate
|
|
Variable Rate
|
|
Total
|
|||||||||||||||||||||||
($ in thousands)
|
Outstanding Principal
|
|
Weighted Average Interest Rate (Per Annum)
|
|
Weighted Average Years Remaining to Maturity
|
|
Outstanding Principal
|
|
Weighted Average Interest Rate (Per Annum)
|
|
Weighted Average Years Remaining to Maturity
|
|
Outstanding Principal
|
|
Weighted Average Interest Rate (Per Annum)
|
|
Weighted Average Years Remaining to Maturity
|
|||||||||||
Non-recourse
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Securitization bonds payable
|
17,279
|
|
|
2.73
|
%
|
|
31.5
|
|
|
236,550
|
|
|
2.38
|
%
|
|
34.4
|
|
|
253,829
|
|
|
2.41
|
%
|
|
34.2
|
|||
Secured debt
(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Healthcare
|
2,168,925
|
|
|
4.65
|
%
|
|
2.7
|
|
|
1,109,495
|
|
|
6.30
|
%
|
|
1.7
|
|
|
3,278,420
|
|
|
5.21
|
%
|
|
2.4
|
|||
Industrial
|
1,014,030
|
|
|
3.81
|
%
|
|
11.1
|
|
|
—
|
|
|
—
|
%
|
|
0.0
|
|
|
1,014,030
|
|
|
3.81
|
%
|
|
11.1
|
|||
Hospitality
|
9,918
|
|
|
12.78
|
%
|
|
0.4
|
|
|
2,599,681
|
|
|
4.99
|
%
|
|
0.9
|
|
|
2,609,599
|
|
|
5.02
|
%
|
|
0.9
|
|||
Other Real Estate Equity
|
272,909
|
|
|
3.96
|
%
|
|
4.4
|
|
|
1,809,348
|
|
|
4.25
|
%
|
|
2.1
|
|
|
2,082,257
|
|
|
4.21
|
%
|
|
2.4
|
|||
Real Estate Debt
|
—
|
|
|
—
|
%
|
|
0.0
|
|
|
508,891
|
|
|
4.33
|
%
|
|
2.6
|
|
|
508,891
|
|
|
4.33
|
%
|
|
2.6
|
|||
|
3,483,061
|
|
|
|
|
|
|
6,263,965
|
|
|
|
|
|
|
9,747,026
|
|
|
|
|
|
||||||||
Total debt
|
$
|
4,137,880
|
|
|
|
|
|
|
$
|
6,644,082
|
|
|
|
|
|
|
$
|
10,781,962
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Recourse
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Corporate credit facility
|
$
|
—
|
|
|
—
|
%
|
|
—
|
|
|
$
|
50,000
|
|
|
3.51
|
%
|
|
3.0
|
|
|
$
|
50,000
|
|
|
3.51
|
%
|
|
3.0
|
Convertible and exchangeable senior notes
|
616,105
|
|
|
4.27
|
%
|
|
4.0
|
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
616,105
|
|
|
4.27
|
%
|
|
4.0
|
|||
Junior subordinated debt
|
—
|
|
|
—
|
%
|
|
—
|
|
|
280,117
|
|
|
4.56
|
%
|
|
18.4
|
|
|
280,117
|
|
|
4.56
|
%
|
|
18.4
|
|||
Secured debt
(1)
|
39,219
|
|
|
5.02
|
%
|
|
7.9
|
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
39,219
|
|
|
5.02
|
%
|
|
7.9
|
|||
|
655,324
|
|
|
|
|
|
|
330,117
|
|
|
|
|
|
|
985,441
|
|
|
|
|
|
||||||||
Non-recourse
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Securitization bonds payable
|
30,132
|
|
|
3.45
|
%
|
|
29.9
|
|
|
361,099
|
|
|
3.02
|
%
|
|
28.4
|
|
|
391,231
|
|
|
3.05
|
%
|
|
28.5
|
|||
Secured debt
(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Healthcare
|
2,168,936
|
|
|
4.65
|
%
|
|
2.9
|
|
|
1,119,320
|
|
|
5.75
|
%
|
|
2.0
|
|
|
3,288,256
|
|
|
5.03
|
%
|
|
2.6
|
|||
Industrial
|
1,014,229
|
|
|
3.50
|
%
|
|
11.4
|
|
|
—
|
|
|
—
|
%
|
|
0.0
|
|
|
1,014,229
|
|
|
3.50
|
%
|
|
11.4
|
|||
Hospitality
|
9,038
|
|
|
11.00
|
%
|
|
0.6
|
|
|
2,599,681
|
|
|
4.67
|
%
|
|
1.1
|
|
|
2,608,719
|
|
|
4.69
|
%
|
|
1.1
|
|||
Other Real Estate Equity
|
374,789
|
|
|
4.07
|
%
|
|
5.5
|
|
|
1,841,209
|
|
|
4.02
|
%
|
|
2.3
|
|
|
2,215,998
|
|
|
4.03
|
%
|
|
2.8
|
|||
Real Estate Debt
|
—
|
|
|
—
|
%
|
|
—
|
|
|
625,748
|
|
|
4.05
|
%
|
|
2.6
|
|
|
625,748
|
|
|
4.05
|
%
|
|
2.6
|
|||
|
3,597,124
|
|
|
|
|
|
|
6,547,057
|
|
|
|
|
|
|
10,144,181
|
|
|
|
|
|
||||||||
Total debt
|
$
|
4,252,448
|
|
|
|
|
|
|
$
|
6,877,174
|
|
|
|
|
|
|
$
|
11,129,622
|
|
|
|
|
|
(1)
|
The fixed rate recourse debt represents
two
promissory notes secured by the Company's aircraft.
|
(2)
|
Mortgage debt in the healthcare and other real estate equity segments with aggregate outstanding principal of
$447.2 million
at
March 31, 2018
and
$384.5 million
at
December 31, 2017
were either in payment default or were not in compliance with certain debt and/or lease covenants. The Company is negotiating with the lenders to restructure or otherwise refinance the debt.
|
Description
|
|
Issuance Date
|
|
Due Date
|
|
Interest Rate
|
|
Conversion or Exchange Price (per share of common stock)
|
|
Conversion or Exchange Ratio
(2)
(In Shares)
|
|
Conversion or Exchange Shares (in thousands)
|
|
Earliest Redemption Date
|
|
Outstanding Principal
|
||||||||||
|
|
|
|
|
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||||||||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||||||
5.00% Convertible Notes
|
|
April 2013
|
|
April 15, 2023
|
|
5.00
|
|
$
|
15.76
|
|
|
63.4700
|
|
|
12,694
|
|
|
April 22, 2020
|
|
$
|
200,000
|
|
|
$
|
200,000
|
|
3.875% Convertible Notes
|
|
January and June 2014
|
|
January 15, 2021
|
|
3.875
|
|
16.57
|
|
|
60.3431
|
|
|
24,288
|
|
|
January 22, 2019
|
|
402,500
|
|
|
402,500
|
|
|||
5.375% Exchangeable Notes
|
|
June 2013
(1)
|
|
June 15, 2033
|
|
5.375
|
|
12.04
|
|
|
83.0837
|
|
|
1,155
|
|
|
June 15, 2023
|
|
13,605
|
|
|
13,605
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
616,105
|
|
|
$
|
616,105
|
|
(1)
|
Represents initial date of issuance of exchangeable senior notes by NRF prior to the Merger.
|
(2)
|
The conversion or exchange rate for convertible and exchangeable senior notes is subject to periodic adjustments to reflect the carried-forward adjustments relating to common stock splits, reverse stock splits, common stock adjustments in connection with spin-offs and cumulative cash dividends paid on the Company's common stock since the issuance of the convertible and exchangeable senior notes. The conversion or exchange ratios are presented in shares of common stock per
$1,000
principal of each convertible or exchangeable note.
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
2018
|
|
2017
|
|||||
Interest expensed
|
|
$
|
148,889
|
|
|
$
|
126,278
|
|
Interest capitalized
|
|
429
|
|
|
—
|
|
||
Total interest incurred
|
|
$
|
149,318
|
|
|
$
|
126,278
|
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||||||||||||||||||
(In thousands)
|
|
Designated Hedges
|
|
Non-Designated Hedges
|
|
Total
|
|
Designated Hedges
|
|
Non-Designated Hedges
|
|
Total
|
||||||||||||
Derivative Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Foreign exchange contracts
|
|
$
|
4,594
|
|
|
$
|
1,373
|
|
|
$
|
5,967
|
|
|
$
|
8,009
|
|
|
$
|
975
|
|
|
$
|
8,984
|
|
Interest rate contracts
|
|
—
|
|
|
1,300
|
|
|
1,300
|
|
|
—
|
|
|
1,168
|
|
|
1,168
|
|
||||||
Included in other assets
|
|
$
|
4,594
|
|
|
$
|
2,673
|
|
|
$
|
7,267
|
|
|
$
|
8,009
|
|
|
$
|
2,143
|
|
|
$
|
10,152
|
|
Derivative Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Foreign exchange contracts
|
|
$
|
(39,404
|
)
|
|
$
|
(7,854
|
)
|
|
$
|
(47,258
|
)
|
|
$
|
(39,101
|
)
|
|
$
|
(5,307
|
)
|
|
$
|
(44,408
|
)
|
Interest rate contracts
|
|
—
|
|
|
(103,540
|
)
|
|
(103,540
|
)
|
|
—
|
|
|
(160,440
|
)
|
|
(160,440
|
)
|
||||||
Included in accrued and other liabilities
|
|
$
|
(39,404
|
)
|
|
$
|
(111,394
|
)
|
|
$
|
(150,798
|
)
|
|
$
|
(39,101
|
)
|
|
$
|
(165,747
|
)
|
|
$
|
(204,848
|
)
|
•
|
forward contracts whereby the Company agrees to sell an amount of foreign currency for an agreed upon amount of U.S. dollars; and
|
•
|
foreign exchange collars (caps and floors) without upfront premium costs, which consist of a combination of currency options with single date expirations, whereby the Company gains protection against foreign currency weakening below a specified level and pays for that protection by giving up gains from foreign currency appreciation above a specified level.
|
|
|
Notional Amount
(in thousands)
|
|
|
|
Strike Rate / Forward Rate
|
|
|
||
Instrument Type
|
|
Non-Designated
|
|
Index
|
|
|
Expiration
|
|||
Interest rate swaps
|
|
$
|
2,000,000
|
|
|
3-Month LIBOR
|
|
3.39%
|
|
December 2029
|
Interest rate swaps
|
|
$
|
229
|
|
|
1-Month LIBOR
|
|
5.12%
|
|
July 2018
|
Interest rate caps
|
|
$
|
6,427,513
|
|
|
1-Month LIBOR
|
|
2.46% - 5.70%
|
|
June 2018 to November 2019
|
Interest rate caps
|
|
$
|
221,270
|
|
|
3-Month LIBOR
|
|
3.50%
|
|
August 2018 to March 2019
|
Interest rate caps
|
|
€
|
555,589
|
|
|
3-Month EURIBOR
|
|
0.75% - 1.50%
|
|
October 2018 to September 2022
|
Interest rate caps
|
|
£
|
429,904
|
|
|
3-Month GBP LIBOR
|
|
2.0% - 2.5%
|
|
November 2018 to February 2020
|
Basis swap
|
|
$
|
10,000
|
|
|
(1)
|
|
(1)
|
|
January 2019
|
Deliverable swap futures
|
|
$
|
16,134
|
|
|
(2)
|
|
(2)
|
|
June 2018
|
(1)
|
Basis swap is held by a consolidated N-Star CDO, paying 3-month LIBOR plus
1.95%
and receiving 1-month LIBOR plus
1.88%
, used to economically hedge the timing of payments between certain underlying securities and corresponding bonds issued by the consolidated N-Star CDO.
|
(2)
|
A consolidated sponsored investment company sold a 10-year USD deliverable swap futures contract to economically hedge the interest rate exposure on its long dated fixed rate securities.
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Unrealized gain (loss):
|
|
|
|
|
||||
Non-designated interest rate contracts
|
|
$
|
56,657
|
|
|
$
|
22,592
|
|
|
|
Gross Amounts of Assets (Liabilities) Included on Consolidated Balance Sheets
|
|
Gross Amounts Not Offset on Consolidated Balance Sheets
|
|
Net Amounts of Assets (Liabilities)
|
||||||||||
(In thousands)
|
|
|
(Assets) Liabilities
|
|
Cash Collateral Received (Pledged)
|
|
||||||||||
March 31, 2018
|
|
|
|
|
|
|
|
|
||||||||
Derivative Assets
|
|
|
|
|
|
|
|
|
||||||||
Foreign exchange contracts
|
|
$
|
5,967
|
|
|
$
|
(5,920
|
)
|
|
$
|
—
|
|
|
$
|
47
|
|
Interest rate contracts
|
|
1,300
|
|
|
(1
|
)
|
|
—
|
|
|
1,299
|
|
||||
|
|
$
|
7,267
|
|
|
$
|
(5,921
|
)
|
|
$
|
—
|
|
|
$
|
1,346
|
|
Derivative Liabilities
|
|
|
|
|
|
|
|
|
||||||||
Foreign exchange contracts
|
|
$
|
(47,258
|
)
|
|
$
|
5,920
|
|
|
$
|
6,403
|
|
|
$
|
(34,935
|
)
|
Interest rate contracts
|
|
(103,540
|
)
|
|
1
|
|
|
4,500
|
|
|
(99,039
|
)
|
||||
|
|
$
|
(150,798
|
)
|
|
$
|
5,921
|
|
|
$
|
10,903
|
|
|
$
|
(133,974
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
||||||||
Derivative Assets
|
|
|
|
|
|
|
|
|
||||||||
Foreign exchange contracts
|
|
$
|
8,984
|
|
|
$
|
(8,944
|
)
|
|
$
|
—
|
|
|
$
|
40
|
|
Interest rate contracts
|
|
1,168
|
|
|
(4
|
)
|
|
—
|
|
|
1,164
|
|
||||
|
|
$
|
10,152
|
|
|
$
|
(8,948
|
)
|
|
$
|
—
|
|
|
$
|
1,204
|
|
Derivative Liabilities
|
|
|
|
|
|
|
|
|
||||||||
Foreign exchange contracts
|
|
$
|
(44,408
|
)
|
|
$
|
8,944
|
|
|
$
|
—
|
|
|
$
|
(35,464
|
)
|
Interest rate contracts
|
|
(160,440
|
)
|
|
4
|
|
|
1,900
|
|
|
(158,536
|
)
|
||||
|
|
$
|
(204,848
|
)
|
|
$
|
8,948
|
|
|
$
|
1,900
|
|
|
$
|
(194,000
|
)
|
|
|
Fair Value Measurements
|
||||||||||||||
(In thousands)
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
March 31, 2018
|
|
|
|
|
|
|
|
|
||||||||
Assets
|
|
|
|
|
|
|
|
|
||||||||
Loans receivable—securitized loans
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
44,330
|
|
|
$
|
44,330
|
|
Investments in unconsolidated ventures
|
|
—
|
|
|
—
|
|
|
247,983
|
|
|
247,983
|
|
||||
Debt securities available for sale
|
|
|
|
|
|
|
|
|
||||||||
CRE securities of consolidated N-Star CDOs:
|
|
|
|
|
|
|
|
|
||||||||
CMBS
|
|
—
|
|
|
—
|
|
|
131,518
|
|
|
131,518
|
|
||||
Other securities
|
|
—
|
|
|
—
|
|
|
13,452
|
|
|
13,452
|
|
||||
N-Star CDO bonds
|
|
—
|
|
|
—
|
|
|
80,165
|
|
|
80,165
|
|
||||
CMBS and other securities
|
|
—
|
|
|
27,619
|
|
|
804
|
|
|
28,423
|
|
||||
Equity securities of consolidated fund
|
|
35,342
|
|
|
—
|
|
|
—
|
|
|
35,342
|
|
||||
Other assets—derivative assets
|
|
—
|
|
|
7,267
|
|
|
—
|
|
|
7,267
|
|
||||
Liabilities
|
|
|
|
|
|
|
|
|
||||||||
Debt—securitization bonds payable
|
|
—
|
|
|
—
|
|
|
44,103
|
|
|
44,103
|
|
||||
Other liabilities
—
derivative liabilities
|
|
—
|
|
|
150,798
|
|
|
—
|
|
|
150,798
|
|
||||
Other liabilities—contingent consideration for THL Hotel Portfolio
|
|
—
|
|
|
—
|
|
|
7,760
|
|
|
7,760
|
|
||||
Due to affiliates—contingent consideration for Internalization
|
|
—
|
|
|
—
|
|
|
10,170
|
|
|
10,170
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
||||||||
Assets
|
|
|
|
|
|
|
|
|
||||||||
Loans receivable—securitized loans
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
45,423
|
|
|
$
|
45,423
|
|
Investments in unconsolidated ventures
|
|
—
|
|
|
—
|
|
|
363,901
|
|
|
363,901
|
|
||||
Debt securities available for sale
|
|
|
|
|
|
|
|
|
||||||||
CRE securities of consolidated N-Star CDOs:
|
|
|
|
|
|
|
|
|
||||||||
CMBS
|
|
—
|
|
|
—
|
|
|
147,945
|
|
|
147,945
|
|
||||
Other securities
|
|
—
|
|
|
—
|
|
|
66,983
|
|
|
66,983
|
|
||||
N-Star CDO bonds
|
|
—
|
|
|
—
|
|
|
90,933
|
|
|
90,933
|
|
||||
CMBS and other securities
|
|
—
|
|
|
25,099
|
|
|
17,382
|
|
|
42,481
|
|
||||
Equity securities of consolidated fund
|
|
35,600
|
|
|
—
|
|
|
—
|
|
|
35,600
|
|
||||
Other assets—derivative assets
|
|
—
|
|
|
10,152
|
|
|
—
|
|
|
10,152
|
|
||||
Liabilities
|
|
|
|
|
|
|
|
|
||||||||
Debt—securitization bonds payable
|
|
—
|
|
|
—
|
|
|
44,542
|
|
|
44,542
|
|
||||
Other liabilities
—
derivative liabilities
|
|
—
|
|
|
204,848
|
|
|
—
|
|
|
204,848
|
|
||||
Other liabilities—contingent consideration for THL Hotel Portfolio
|
|
—
|
|
|
—
|
|
|
7,419
|
|
|
7,419
|
|
||||
Due to affiliates—contingent consideration for Internalization
|
|
—
|
|
|
—
|
|
|
20,650
|
|
|
20,650
|
|
|
|
|
|
Valuation Technique
|
|
Key Unobservable Inputs
|
|
Input Value
|
|
Effect on Fair Value from Increase in Input Value
(1)
|
||
Financial Instrument
|
|
Fair Value
(In thousands)
|
|
|
|
Weighted Average
(Range)
|
|
|||||
March 31, 2018
|
|
|
|
|
|
|
|
|
|
|
||
Investments in unconsolidated ventures—private funds
|
|
$
|
171,945
|
|
|
Discounted cash flows
|
|
Discount rate
|
|
14.6%
(12.0% - 20.0%) |
|
Decrease
|
Investments in unconsolidated ventures—others
|
|
26,712
|
|
|
Discounted cash flows
|
|
Discount rate
|
|
14.3%
(8.8% - 15.5%) |
|
Decrease
|
|
Investments in unconsolidated ventures—others
|
|
49,326
|
|
|
Recent transaction price
(2)
|
|
Not applicable
|
|
Not applicable
|
|
Not applicable
|
|
N-Star CDO bonds
|
|
80,165
|
|
|
Discounted cash flows
|
|
Discount rate
|
|
19.5%
(10.6% - 68.3%) |
|
Decrease
|
|
Due to affiliates—contingent consideration for Internalization
|
|
10,170
|
|
|
Monte Carlo simulation
|
|
Benchmark FFO volatility
|
|
11.8%
|
|
Increase
|
|
|
|
|
|
|
|
Equity volatility
|
|
18.7%
|
|
Increase
|
||
|
|
|
|
|
|
Correlation
(3)
|
|
80.0%
|
|
Increase
|
||
Other liabilities—contingent consideration for THL Hotel Portfolio
|
|
7,760
|
|
|
Discounted cash flows
|
|
Discount rate
|
|
20.0%
|
|
Decrease
|
|
|
|
|
|
|
|
|
|
|
|
|
||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
||
Investments in unconsolidated ventures—private funds
|
|
$
|
204,774
|
|
|
Discounted cash flows
|
|
Discount rate
|
|
14.6%
(11.0% - 20.0%) |
|
Decrease
|
Investments in unconsolidated ventures—others
|
|
26,408
|
|
|
Discounted cash flows
|
|
Discount rate
|
|
14.2%
(8.8% - 14.8%) |
|
Decrease
|
|
Investments in unconsolidated ventures—others
|
|
132,719
|
|
|
Recent transaction price
(2)
|
|
Not applicable
|
|
Not applicable
|
|
Not applicable
|
|
N-Star CDO bonds
|
|
90,933
|
|
|
Discounted cash flows
|
|
Discount rate
|
|
24.0%
(10.8% - 87.4%) |
|
Decrease
|
|
Due to affiliates—contingent consideration for Internalization
|
|
20,650
|
|
|
Monte Carlo simulation
|
|
Benchmark FFO volatility
|
|
11.8%
|
|
Increase
|
|
|
|
|
|
|
|
Equity volatility
|
|
18.7%
|
|
Increase
|
||
|
|
|
|
|
|
Correlation (3)
|
|
80.0%
|
|
Increase
|
||
Other liabilities—contingent consideration for THL Hotel Portfolio
|
|
7,419
|
|
|
Discounted cash flows
|
|
Discount rate
|
|
20.0%
|
|
Decrease
|
(1)
|
Represents the directional change in fair value that would result from an increase to the corresponding unobservable input. A decrease to the unobservable input would have the reverse effect. Significant increases or decreases in these inputs in isolation could result in significantly higher or lower fair value measures.
|
(2)
|
Represents transacted price for investments acquired in the fourth quarter of 2017 and first quarter of 2018.
|
(3)
|
Represents assumed correlation between Benchmark FFO and the Company's class A common stock price.
|
|
|
Level 3 Assets
|
|
Level 3 Liabilities
|
||||||||||||||||||||
(In thousands)
|
|
Loans Receivable
|
|
Investments in Unconsolidated Ventures
|
|
Securities
|
|
Debt
|
|
Due To Affiliates
—
Contingent Consideration for Internalization
|
|
Other Liabilities—Contingent Consideration for THL Hotel Portfolio
|
||||||||||||
Fair value at December 31, 2016
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(41,250
|
)
|
|
$
|
—
|
|
Acquired through the Merger
|
|
—
|
|
|
416,696
|
|
|
427,560
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Purchases or contributions
|
|
—
|
|
|
73
|
|
|
21,321
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Paydowns or distributions
|
|
—
|
|
|
(26,746
|
)
|
|
(31,321
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Realized gains (losses) in earnings
|
|
—
|
|
|
—
|
|
|
(1,193
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Unrealized gains (losses):
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
In earnings
|
|
—
|
|
|
10,961
|
|
|
—
|
|
|
—
|
|
|
3,400
|
|
|
—
|
|
||||||
In other comprehensive income (loss)
|
|
—
|
|
|
—
|
|
|
(5,652
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Fair value at March 31, 2017
|
|
$
|
—
|
|
|
$
|
400,984
|
|
|
$
|
410,715
|
|
|
$
|
—
|
|
|
$
|
(37,850
|
)
|
|
$
|
—
|
|
Unrealized gains (losses) on ending balance:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
In earnings
|
|
$
|
—
|
|
|
$
|
10,961
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,400
|
|
|
$
|
—
|
|
In other comprehensive income (loss)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(5,652
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Fair value at December 31, 2017
|
|
$
|
45,423
|
|
|
$
|
363,901
|
|
|
$
|
323,243
|
|
|
$
|
(44,542
|
)
|
|
$
|
(20,650
|
)
|
|
$
|
(7,419
|
)
|
Purchases or contributions
|
|
—
|
|
|
60,044
|
|
|
2,969
|
|
|
389
|
|
|
—
|
|
|
—
|
|
||||||
Paydowns, distributions or sales
|
|
(389
|
)
|
|
(158,943
|
)
|
|
(83,588
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Contribution to Colony NorthStar Credit (Note 4)
|
|
—
|
|
|
(26,134
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Realized gains (losses) in earnings
|
|
—
|
|
|
2,842
|
|
|
4,030
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Unrealized gains (losses):
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
In earnings
|
|
(704
|
)
|
|
6,273
|
|
|
—
|
|
|
50
|
|
|
10,480
|
|
|
(341
|
)
|
||||||
In other comprehensive income (loss)
|
|
—
|
|
|
—
|
|
|
(20,715
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Fair value at March 31, 2018
|
|
$
|
44,330
|
|
|
$
|
247,983
|
|
|
$
|
225,939
|
|
|
$
|
(44,103
|
)
|
|
$
|
(10,170
|
)
|
|
$
|
(7,760
|
)
|
Unrealized gains (losses) on ending balance:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
In earnings
|
|
$
|
(704
|
)
|
|
$
|
6,021
|
|
|
$
|
—
|
|
|
$
|
50
|
|
|
$
|
10,480
|
|
|
$
|
(341
|
)
|
In other comprehensive income (loss)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(5,457
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
March 31, 2018
|
||||||
(In thousands)
|
|
Fair Value
|
|
Unfunded Commitments
|
||||
Private fund—real estate
|
|
$
|
11,630
|
|
|
$
|
14,493
|
|
Non-traded REITs—real estate
|
|
9,153
|
|
|
—
|
|
|
|
March 31, 2018
|
|
December 31, 2017
|
||||||||||||||||||||
(In thousands)
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||||||
Real estate held for sale
|
|
$
|
32,842
|
|
|
$
|
157,217
|
|
|
$
|
190,059
|
|
|
$
|
13,252
|
|
|
$
|
36,246
|
|
|
$
|
49,498
|
|
Real estate held for investment
|
|
—
|
|
|
51,747
|
|
|
51,747
|
|
|
—
|
|
|
224,935
|
|
|
224,935
|
|
||||||
Intangible assets—investment management contracts
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
51,100
|
|
|
51,100
|
|
||||||
Investments in unconsolidated ventures
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,871
|
|
|
11,871
|
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Impairment loss
|
|
|
|
|
||||
Real estate held for sale
|
|
$
|
8,763
|
|
|
$
|
3,351
|
|
Real estate held for investment
|
|
4,206
|
|
|
5,168
|
|
||
Intangible assets—investment management contracts
|
|
140,429
|
|
|
—
|
|
||
Earnings from investments in unconsolidated ventures
|
|
—
|
|
|
2,144
|
|
|
|
Fair Value Measurements
|
|
Carrying Value
|
||||||||||||||||
(In thousands)
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
|||||||||||
March 31, 2018
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Loans at amortized cost
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,978,977
|
|
|
$
|
1,978,977
|
|
|
$
|
1,927,849
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Debt at amortized cost
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Corporate credit facility
|
|
—
|
|
|
100,000
|
|
|
—
|
|
|
100,000
|
|
|
100,000
|
|
|||||
Convertible and exchangeable senior notes
|
|
565,350
|
|
|
13,979
|
|
|
—
|
|
|
579,329
|
|
|
610,778
|
|
|||||
Secured and unsecured debt
|
|
—
|
|
|
—
|
|
|
9,454,051
|
|
|
9,454,051
|
|
|
9,374,159
|
|
|||||
Securitization bonds payable
|
|
—
|
|
|
16,546
|
|
|
149,254
|
|
|
165,800
|
|
|
168,824
|
|
|||||
Junior subordinated debt
|
|
—
|
|
|
—
|
|
|
199,411
|
|
|
199,411
|
|
|
197,565
|
|
|||||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Loans at amortized cost
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,232,301
|
|
|
$
|
3,232,301
|
|
|
$
|
3,178,339
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Debt at amortized cost
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Corporate credit facility
|
|
—
|
|
|
50,000
|
|
|
—
|
|
|
50,000
|
|
|
9,622,175
|
|
|||||
Convertible senior notes
|
|
608,491
|
|
|
13,979
|
|
|
—
|
|
|
622,470
|
|
|
610,331
|
|
|||||
Secured and unsecured debt
|
|
—
|
|
|
—
|
|
|
9,703,680
|
|
|
9,703,680
|
|
|
9,622,175
|
|
|||||
Securitization bonds payable
|
|
—
|
|
|
132,815
|
|
|
169,908
|
|
|
302,723
|
|
|
303,709
|
|
|||||
Junior subordinated debt
|
|
—
|
|
|
—
|
|
|
216,316
|
|
|
216,316
|
|
|
197,053
|
|
|
|
Number of Shares
|
|||||||
(In thousands)
|
|
Preferred Stock
|
|
Class A Common Stock
|
|
Class B Common Stock
|
|||
Shares outstanding at December 31, 2016
|
|
25,030
|
|
|
166,440
|
|
|
770
|
|
Consideration for the Merger
(1)
|
|
39,466
|
|
|
392,120
|
|
|
—
|
|
Shares canceled
(2)
|
|
—
|
|
|
(2,984
|
)
|
|
—
|
|
Shares issued upon redemption of OP units
|
|
—
|
|
|
45
|
|
|
—
|
|
Repurchase of common stock
|
|
—
|
|
|
(4,933
|
)
|
|
—
|
|
Equity-based compensation, net of forfeitures
|
|
—
|
|
|
7,075
|
|
|
—
|
|
Shares canceled for tax withholding on vested stock awards
|
|
—
|
|
|
(359
|
)
|
|
—
|
|
Shares outstanding at March 31, 2017
|
|
64,496
|
|
|
557,404
|
|
|
770
|
|
|
|
|
|
|
|
|
|||
Shares outstanding at December 31, 2017
|
|
65,464
|
|
|
542,599
|
|
|
736
|
|
Shares issued upon redemption of OP Units
|
|
—
|
|
|
2
|
|
|
—
|
|
Repurchase of common stock
|
|
—
|
|
|
(42,306
|
)
|
|
—
|
|
Equity-based compensation, net of forfeitures
|
|
—
|
|
|
3,257
|
|
|
—
|
|
Shares canceled for tax withholding on vested stock awards
|
|
—
|
|
|
(2,909
|
)
|
|
—
|
|
Shares outstanding at March 31, 2018
|
|
65,464
|
|
|
500,643
|
|
|
736
|
|
(1)
|
Shares were legally issued by Colony NorthStar, as the surviving combined company, as consideration for the Merger. However, as the Merger was accounted for as a reverse acquisition, the consideration transferred was measured based upon the number of shares of common stock and preferred stock that Colony, as the accounting acquirer, would theoretically have to issue to the shareholders of NSAM and NRF to achieve the same ratio of ownership in Colony NorthStar upon completion of the Merger (Note
3
).
|
(2)
|
Represents NRF shares held by NSAM that were canceled upon consummation of the Merger, after giving effect to the exchange ratio.
|
Description
|
|
Dividend Rate Per Annum
|
|
Initial Issuance Date
|
|
Shares Outstanding
(in thousands)
|
|
Par Value
(in thousands)
|
|
Liquidation Preference
(in thousands)
|
|
Earliest Redemption Date
|
||||||
Series B
|
|
8.25
|
%
|
|
February 2007
(1)
|
|
6,114
|
|
|
$
|
61
|
|
|
$
|
152,855
|
|
|
Currently redeemable
|
Series D
|
|
8.5
|
%
|
|
April 2013
(1)
|
|
8,000
|
|
|
80
|
|
|
200,000
|
|
|
April 10, 2018
|
||
Series E
|
|
8.75
|
%
|
|
May 2014
(1)
|
|
10,000
|
|
|
100
|
|
|
250,000
|
|
|
May 15, 2019
|
||
Series G
|
|
7.5
|
%
|
|
June 2014
(1)
|
|
3,450
|
|
|
35
|
|
|
86,250
|
|
|
June 19, 2019
|
||
Series H
|
|
7.125
|
%
|
|
April 2015
(1)
|
|
11,500
|
|
|
115
|
|
|
287,500
|
|
|
April 13, 2020
|
||
Series I
|
|
7.15
|
%
|
|
June 2017
|
|
13,800
|
|
|
138
|
|
|
345,000
|
|
|
June 5, 2022
|
||
Series J
|
|
7.125
|
%
|
|
September 2017
|
|
12,600
|
|
|
126
|
|
|
315,000
|
|
|
September 22, 2022
|
||
|
|
|
|
|
|
65,464
|
|
|
$
|
655
|
|
|
$
|
1,636,605
|
|
|
|
(1)
|
Represents initial issuance date pre-Merger by NRF or Colony, as applicable.
|
(In thousands)
|
|
Company's Share in AOCI of Equity Method Investments
|
|
Unrealized Gain (Loss) on Securities
|
|
Unrealized Gain (Loss) on Cash Flow Hedges
|
|
Foreign Currency Translation Gain (Loss)
|
|
Unrealized Gain (Loss) on Net Investment Hedges
|
|
Total
|
||||||||||||
AOCI at December 31, 2016
|
|
$
|
85
|
|
|
$
|
(112
|
)
|
|
$
|
(41
|
)
|
|
$
|
(76,426
|
)
|
|
$
|
44,385
|
|
|
$
|
(32,109
|
)
|
Other comprehensive income (loss) before reclassifications
|
|
76
|
|
|
(5,107
|
)
|
|
41
|
|
|
22,271
|
|
|
(8,813
|
)
|
|
8,468
|
|
||||||
Amounts reclassified from AOCI
|
|
23
|
|
|
(106
|
)
|
|
—
|
|
|
934
|
|
|
(960
|
)
|
|
(109
|
)
|
||||||
AOCI at March 31, 2017
|
|
$
|
184
|
|
|
$
|
(5,325
|
)
|
|
$
|
—
|
|
|
$
|
(53,221
|
)
|
|
$
|
34,612
|
|
|
$
|
(23,750
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
AOCI at December 31, 2017
|
|
$
|
5,616
|
|
|
$
|
14,418
|
|
|
$
|
—
|
|
|
$
|
45,931
|
|
|
$
|
(18,649
|
)
|
|
$
|
47,316
|
|
Cumulative effect of adoption of new accounting pronouncements
|
|
(202
|
)
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
(202
|
)
|
||||||
Other comprehensive income (loss) before reclassifications
|
|
1,009
|
|
|
(15,736
|
)
|
|
—
|
|
|
35,759
|
|
|
(18,534
|
)
|
|
2,498
|
|
||||||
Amounts reclassified from AOCI
|
|
—
|
|
|
(3,800
|
)
|
|
—
|
|
|
4,163
|
|
|
(938
|
)
|
|
(575
|
)
|
||||||
AOCI at March 31, 2018
|
|
$
|
6,423
|
|
|
$
|
(5,118
|
)
|
|
$
|
—
|
|
|
$
|
85,853
|
|
|
$
|
(38,121
|
)
|
|
$
|
49,037
|
|
(In thousands)
|
|
Unrealized Gain (Loss) on Securities
|
|
Foreign Currency Translation Gain (Loss)
|
|
Unrealized Gain (Loss) on Net Investment Hedges
|
|
Total
|
||||||||
AOCI at December 31, 2016
|
|
$
|
(527
|
)
|
|
$
|
(57,213
|
)
|
|
$
|
11,798
|
|
|
$
|
(45,942
|
)
|
Other comprehensive income (loss) before reclassifications
|
|
981
|
|
|
12,106
|
|
|
(1,954
|
)
|
|
11,133
|
|
||||
Amounts reclassified from AOCI
|
|
(454
|
)
|
|
994
|
|
|
257
|
|
|
797
|
|
||||
AOCI at March 31, 2017
|
|
$
|
—
|
|
|
$
|
(44,113
|
)
|
|
$
|
10,101
|
|
|
$
|
(34,012
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
AOCI at December 31, 2017
|
|
$
|
—
|
|
|
$
|
38,948
|
|
|
$
|
3,127
|
|
|
$
|
42,075
|
|
Other comprehensive income (loss) before reclassifications
|
|
—
|
|
|
29,242
|
|
|
(4,817
|
)
|
|
24,425
|
|
||||
Amounts reclassified from AOCI
|
|
—
|
|
|
4,415
|
|
|
1,267
|
|
|
5,682
|
|
||||
AOCI at March 31, 2018
|
|
$
|
—
|
|
|
$
|
72,605
|
|
|
$
|
(423
|
)
|
|
$
|
72,182
|
|
(In thousands)
|
|
Three Months Ended March 31,
|
|
Affected Line Item in the
Consolidated Statements of Operations |
||||||
Component of AOCI reclassified into earnings
|
2018
|
|
2017
|
|
||||||
Realized gain (loss) on marketable securities
|
|
$
|
7,906
|
|
|
$
|
106
|
|
|
Other gain (loss), net
|
Other-than-temporary impairment and write-offs of securities
|
|
(4,106
|
)
|
|
—
|
|
|
Other gain (loss), net
|
||
Release of cumulative translation adjustments
|
|
(4,163
|
)
|
|
(934
|
)
|
|
Other gain (loss), net
|
||
Unrealized gain (loss) on dedesignated net investment hedges
|
|
(1,498
|
)
|
|
—
|
|
|
Other gain (loss), net
|
||
Realized gain (loss) on net investment hedges
|
|
2,436
|
|
|
960
|
|
|
Other gain (loss), net
|
||
Release of equity in AOCI of unconsolidated ventures
|
|
—
|
|
|
(23
|
)
|
|
Earnings from investments in unconsolidated ventures
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Beginning balance
|
|
$
|
34,144
|
|
|
$
|
—
|
|
Assumed through the Merger
|
|
—
|
|
|
78,843
|
|
||
Contributions
|
|
250
|
|
|
—
|
|
||
Distributions
|
|
(2,050
|
)
|
|
—
|
|
||
Net income
|
|
(696
|
)
|
|
617
|
|
||
Currency translation adjustment and other
|
|
—
|
|
|
12
|
|
||
Ending balance
|
|
$
|
31,648
|
|
|
$
|
79,472
|
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Revenues
|
|
|
|
|
||||
Property operating income
|
|
$
|
716
|
|
|
$
|
33,857
|
|
Other income
|
|
—
|
|
|
2,257
|
|
||
Expenses
|
|
|
|
|
||||
Property operating expenses
|
|
(589
|
)
|
|
(12,395
|
)
|
||
Interest expense
|
|
—
|
|
|
(9,028
|
)
|
||
Loss on sale of real estate assets
|
|
—
|
|
|
(2,108
|
)
|
||
Other expenses
|
|
(10
|
)
|
|
(23
|
)
|
||
Net income from discontinued operations
|
|
117
|
|
|
12,560
|
|
||
Net income from discontinued operations attributable to:
|
|
|
|
|
||||
Noncontrolling interests in investment entities
|
|
(53
|
)
|
|
—
|
|
||
Noncontrolling interests in Operating Company
|
|
(3
|
)
|
|
—
|
|
||
Net income from discontinued operations attributable to Colony NorthStar, Inc.
|
|
$
|
61
|
|
|
$
|
12,560
|
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands, except per share data)
|
|
2018
|
|
2017
|
||||
Net income (loss) allocated to common stockholders
|
|
|
|
|
||||
Income (loss) from continuing operations
|
|
$
|
(26,416
|
)
|
|
$
|
39,630
|
|
Income from discontinued operations
|
|
117
|
|
|
12,560
|
|
||
Net income (loss)
|
|
(26,299
|
)
|
|
52,190
|
|
||
Net (income) loss attributable to noncontrolling interests:
|
|
|
|
|
||||
Redeemable noncontrolling interests
|
|
696
|
|
|
(617
|
)
|
||
Investment entities
|
|
(20,102
|
)
|
|
(27,059
|
)
|
||
Operating Company
|
|
4,378
|
|
|
1,083
|
|
||
Net income (loss) attributable to Colony NorthStar, Inc.
|
|
(41,327
|
)
|
|
25,597
|
|
||
Preferred dividends
|
|
(31,387
|
)
|
|
(30,813
|
)
|
||
Net loss attributable to common stockholders
|
|
(72,714
|
)
|
|
(5,216
|
)
|
||
Net income allocated to participating securities
|
|
(629
|
)
|
|
(2,238
|
)
|
||
Net loss allocated to common stockholders—basic
|
|
(73,343
|
)
|
|
(7,454
|
)
|
||
Interest expense attributable to convertible notes
(1)
|
|
—
|
|
|
—
|
|
||
Net loss allocated to common stockholders—diluted
|
|
$
|
(73,343
|
)
|
|
$
|
(7,454
|
)
|
Weighted average common shares outstanding
(2)
|
|
|
|
|
||||
Weighted average number of common shares outstanding—basic
|
|
530,680
|
|
|
506,405
|
|
||
Weighted average effect of dilutive shares
(1)(3)
|
|
—
|
|
|
—
|
|
||
Weighted average number of common shares outstanding—diluted
|
|
530,680
|
|
|
506,405
|
|
||
Basic loss per share
|
|
|
|
|
||||
Loss from continuing operations
|
|
$
|
(0.14
|
)
|
|
$
|
(0.03
|
)
|
Income from discontinued operations
|
|
0.00
|
|
|
0.02
|
|
||
Net loss attributable to common stockholders per basic common share
|
|
$
|
(0.14
|
)
|
|
$
|
(0.01
|
)
|
Diluted loss per share
|
|
|
|
|
||||
Loss from continuing operations
|
|
$
|
(0.14
|
)
|
|
$
|
(0.03
|
)
|
Income from discontinued operations
|
|
0.00
|
|
|
0.02
|
|
||
Net loss attributable to common stockholders per diluted common share
|
|
$
|
(0.14
|
)
|
|
$
|
(0.01
|
)
|
(1)
|
For the three months ended
March 31, 2018
and
2017
, excluded from the calculation of diluted earnings per share is the effect of adding back
$7.1 million
and
$7.3 million
of interest expense, respectively, and
38,112,100
and
38,717,000
weighted average dilutive common share equivalents, respectively, for the assumed conversion or exchange of the Company's outstanding convertible and exchangeable notes, as applicable, as their inclusion would be antidilutive.
|
(2)
|
As a result of the Merger, each outstanding share of common stock of Colony was exchanged for
1.4663
of newly issued common shares of Colony NorthStar. Accordingly, the historical share counts used to calculate the weighted average number of shares for the three months ended March 31, 2017 reflect the exchange ratio of
1.4663
applied to shares outstanding prior to the Closing Date.
|
(3)
|
For the three months ended March 31, 2018,
662,900
weighted average unvested non-participating restricted shares were not included in the calculation of diluted earnings per share as their inclusion would be antidilutive. OP Units, subject to lock-up agreements, may be redeemed for registered or unregistered class A common shares on a
one
-for-one basis. At
March 31, 2018
and
2017
, there were
32,280,500
and
34,313,300
redeemable OP Units, respectively. These OP Units would not be dilutive and were not included in the computation of diluted earnings per share for all periods presented. Also excluded from the computation of diluted earnings per share are shares of the Company's class A common stock that are contingently issuable pursuant to the contingent consideration arrangement (Note
14
) and PSUs (Note
21
) as the performance targets would not have been met had the contingency period ended on
March 31, 2018
.
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Institutional funds
|
|
$
|
13,141
|
|
|
$
|
14,827
|
|
Non-traded REITs
|
|
11,459
|
|
|
22,237
|
|
||
Public companies
—
NRE, Colony NorthStar Credit
|
|
12,172
|
|
|
3,170
|
|
||
Broker-dealer, Townsend and other clients
|
|
70
|
|
|
13,016
|
|
||
|
|
$
|
36,842
|
|
|
$
|
53,250
|
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Base management fees ($34,176 and $38,984 from affiliates, respectively)
|
|
$
|
34,176
|
|
|
$
|
42,775
|
|
Asset management fees—from affiliates
|
|
674
|
|
|
606
|
|
||
Acquisition and disposition fees—from affiliates
|
|
1,922
|
|
|
5,929
|
|
||
Incentive fees—from affiliates
|
|
—
|
|
|
270
|
|
||
Other fee income
|
|
70
|
|
|
3,670
|
|
||
Total fee income
|
|
$
|
36,842
|
|
|
$
|
53,250
|
|
•
|
Private Funds
—
generally
1%
per annum of the limited partners' net funded capital;
|
•
|
Non-Traded REITs—
1%
to
1.25%
per annum of gross assets for NorthStar/RXR NY Metro and for NorthStar Income I and NorthStar Income II (through January 31, 2018 only), as well as
1.5%
per annum of most recently published net asset value (as may be subsequently adjusted for any special distribution) for NorthStar Healthcare. Effective January 1, 2018,
$2.5 million
per quarter of base management fee for NorthStar Healthcare will be paid in shares of NorthStar Healthcare common stock at a price per share equal to its most recently published net asset value per share (as may be subsequently adjusted for any special distribution);
|
•
|
Investment Companies—
1.25%
per annum of average net assets;
|
•
|
NRE
—
a variable fee based on the European Public Real Estate Association Net Asset Value, as defined in the management agreement. Prior to 2018, it was a fixed fee of
$14.2 million
per annum, subject to increase by an amount equal to
1.5%
per annum of certain provisions in accordance with terms set out in its governing agreement; and
|
•
|
Colony NorthStar Credit
—
1.5%
per annum of Colony NorthStar Credit's stockholders' equity (as defined in its management agreement).
|
|
2018 PSU Grant
|
|
Expected volatility of CLNS class A common stock
(1)
|
38
|
%
|
Expected CLNS annual dividend yield
(2)
|
7.6
|
%
|
Risk-free rate (per annum)
(3)
|
2.44
|
%
|
(1)
|
Based on a combination of implied volatilities on actively traded stock options and historical volatilities, on the stock of the Company and the specified peer group.
|
(2)
|
Based on an average of the Company's current and historical dividend yields.
|
(3)
|
Based on the prevailing 3-year zero coupon US Treasury yield on grant date.
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Compensation expense (including $22 and $0 amortization of fair value of dividend equivalent right)
|
|
$
|
12,191
|
|
|
$
|
31,577
|
|
Earnings from investments in unconsolidated ventures
|
|
—
|
|
|
61
|
|
||
Investment, servicing and commission expense
|
|
—
|
|
|
546
|
|
||
|
|
$
|
12,191
|
|
|
$
|
32,184
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted Average Grant Date Fair Value
|
|||||||||||
|
|
Restricted Stock
|
|
LTIP Units
|
|
DSUs
|
|
PSUs
(1)
|
|
Total
|
|
PSUs
|
|
All Other Awards
|
|||||||||
Unvested shares and units at December 31, 2017
|
|
9,149,516
|
|
|
3,506,387
|
|
|
78,267
|
|
|
—
|
|
|
12,734,170
|
|
|
$
|
—
|
|
|
$
|
14.53
|
|
Granted
|
|
3,257,393
|
|
|
|
|
|
13,659
|
|
|
2,138,858
|
|
|
5,409,910
|
|
|
6.05
|
|
|
6.27
|
|
||
Vested
|
|
(6,160,624
|
)
|
|
(3,506,387
|
)
|
|
(11,615
|
)
|
|
—
|
|
|
(9,678,626
|
)
|
|
—
|
|
|
14.63
|
|
||
Forfeited
|
|
(674
|
)
|
|
|
|
|
|
|
|
—
|
|
|
(674
|
)
|
|
—
|
|
|
6.08
|
|
||
Unvested shares and units at March 31, 2018
|
|
6,245,611
|
|
|
—
|
|
|
80,311
|
|
|
2,138,858
|
|
|
8,464,780
|
|
|
$
|
6.05
|
|
|
$
|
10.11
|
|
(1)
|
Represents the number of PSUs granted which does not reflect potential increases or decreases that could result from the final outcome of the total shareholder return at the end of the performance period.
|
(In thousands)
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
Due from Affiliates
|
|
|
|
|
||||
Investment vehicles and unconsolidated ventures
|
|
|
|
|
||||
Fee income
|
|
$
|
25,338
|
|
|
$
|
19,366
|
|
Cost reimbursements and recoverable expenses
|
|
16,823
|
|
|
30,749
|
|
||
Employees and other affiliates
|
|
1,421
|
|
|
1,403
|
|
||
|
|
$
|
43,582
|
|
|
$
|
51,518
|
|
Due to Affiliates
|
|
|
|
|
||||
Investment vehicles and unconsolidated ventures
|
|
$
|
2,935
|
|
|
$
|
2,884
|
|
Employees
—
contingent consideration for Internalization
|
|
10,170
|
|
|
20,650
|
|
||
|
|
$
|
13,105
|
|
|
$
|
23,534
|
|
•
|
direct and indirect operating costs, including but not limited to compensation, overhead and other administrative costs, for managing the operations of the non-traded REITs, investment companies and Colony NorthStar Credit, with reimbursements for non-traded REITs limited to the greater of
2%
of average invested assets or
25%
of net income (net of base management fees);
|
•
|
direct costs of personnel dedicated solely to NRE plus
20%
of such personnel costs for related overhead charges, not to exceed, in aggregate, specified thresholds as set out in the NRE management agreement;
|
•
|
cost incurred in performing investment due diligence for retail companies and private funds managed by the Company (presented gross on the consolidated statement of operations effective January 1, 2018);
|
•
|
equity awards granted by NRE and Colony NorthStar Credit to employees of the Company, which are recorded gross on the consolidated statement of operations as other income and compensation expense (see Note
21
);
|
•
|
certain expenses incurred on behalf of the clients of Townsend such as legal, due diligence and investment advisory team travel expenses (in 2017 only);
|
•
|
services provided to the Company's unconsolidated investment ventures for servicing and managing their loan portfolios, including foreclosed properties;
|
•
|
administrative services provided to an equity method investee (through July 2017 only); and
|
•
|
administrative services provided to certain senior executives of the Company.
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Retail companies
|
|
$
|
2,387
|
|
|
$
|
5,335
|
|
Public companies
—
NRE and Colony NorthStar Credit
|
|
1,750
|
|
|
—
|
|
||
Private funds and other
|
|
1,844
|
|
|
703
|
|
||
Equity awards of NRE and Colony NorthStar Credit (Note 21)
|
|
812
|
|
|
—
|
|
||
Townsend
|
|
—
|
|
|
665
|
|
||
|
|
$
|
6,793
|
|
|
$
|
6,703
|
|
•
|
Healthcare—
The Company's healthcare segment is composed of a diverse portfolio of medical office buildings, senior housing, skilled nursing facilities and other healthcare properties, including hospitals. The Company earns rental income from medical office buildings as well as senior housing and skilled nursing facilities structured under net leases to healthcare operators, and resident fee income from senior housing operating facilities that operate through management agreements with independent third party operators.
|
•
|
Industrial—
The Company's industrial segment is composed primarily of light industrial assets in infill locations throughout the U.S. that are vital for e-commerce and other tenants that require increasingly quick delivery times.
|
•
|
Hospitality—
The Company's hotel portfolio is composed of primarily extended stay hotels and premium branded select service hotels primarily located in major metropolitan markets in the U.S. with the majority affiliated with top hotel brands.
|
•
|
CLNC—
This represents the Company's investment in Colony NorthStar Credit, a commercial real estate credit REIT with a diverse portfolio consisting of senior mortgage loans, mezzanine loans, preferred equity, debt securities and net lease properties predominantly in the U.S. Following the Combination, the Company presents Colony NorthStar Credit in a separate reportable segment.
|
•
|
Other Equity and Debt—
The Company's other equity and debt segment includes our portfolios of net lease, multifamily and multi-tenant office properties, the THL Hotel Portfolio, our interest in a portfolio of CRE loans and securities, limited partnership interests in real estate private equity funds and various other equity investments.
|
•
|
Investment Management—
The Company generates fee income through investment management services, sponsoring numerous investment products across a diverse set of institutional and retail investors.
|
(In thousands)
|
|
Healthcare
|
|
Industrial
|
|
Hospitality
|
|
CLNC
|
|
Other Equity and Debt
|
|
Investment Management
|
|
Amounts Not Allocated to Segments
|
|
Total
|
||||||||||||||||
Three Months Ended March 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Total revenues
|
|
$
|
152,595
|
|
|
$
|
68,753
|
|
|
$
|
195,782
|
|
|
$
|
—
|
|
|
$
|
205,154
|
|
|
$
|
42,521
|
|
|
$
|
1,859
|
|
|
$
|
666,664
|
|
Property operating expenses
|
|
66,966
|
|
|
20,811
|
|
|
136,095
|
|
|
—
|
|
|
81,898
|
|
|
—
|
|
|
—
|
|
|
305,770
|
|
||||||||
Interest expense
|
|
50,941
|
|
|
10,190
|
|
|
34,361
|
|
|
—
|
|
|
40,280
|
|
|
—
|
|
|
13,117
|
|
|
148,889
|
|
||||||||
Depreciation and amortization
|
|
41,127
|
|
|
29,945
|
|
|
35,457
|
|
|
—
|
|
|
28,969
|
|
|
7,676
|
|
|
1,531
|
|
|
144,705
|
|
||||||||
Provision for loan loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,375
|
|
|
—
|
|
|
—
|
|
|
5,375
|
|
||||||||
Impairment loss
|
|
3,780
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,189
|
|
|
140,429
|
|
|
—
|
|
|
153,398
|
|
||||||||
Gain on sale of real estate
|
|
—
|
|
|
2,293
|
|
|
—
|
|
|
—
|
|
|
16,151
|
|
|
—
|
|
|
—
|
|
|
18,444
|
|
||||||||
Earnings (losses) from investments in unconsolidated ventures
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,654
|
)
|
|
27,217
|
|
|
8,702
|
|
|
—
|
|
|
32,265
|
|
||||||||
Income tax benefit (expense)
|
|
(998
|
)
|
|
(3
|
)
|
|
1,481
|
|
|
—
|
|
|
(4,539
|
)
|
|
36,803
|
|
|
64
|
|
|
32,808
|
|
||||||||
Income (loss) from continuing operations
|
|
(12,534
|
)
|
|
6,321
|
|
|
(11,886
|
)
|
|
(3,654
|
)
|
|
68,431
|
|
|
(84,624
|
)
|
|
11,530
|
|
|
(26,416
|
)
|
||||||||
Income from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
117
|
|
|
—
|
|
|
—
|
|
|
117
|
|
||||||||
Net income (loss)
|
|
(12,534
|
)
|
|
6,321
|
|
|
(11,886
|
)
|
|
(3,654
|
)
|
|
68,548
|
|
|
(84,624
|
)
|
|
11,530
|
|
|
(26,299
|
)
|
||||||||
Net income (loss) attributable to Colony NorthStar, Inc.
|
|
(10,360
|
)
|
|
1,278
|
|
|
(10,050
|
)
|
|
(3,446
|
)
|
|
49,109
|
|
|
(80,520
|
)
|
|
12,662
|
|
|
(41,327
|
)
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Three Months Ended March 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Total revenues
|
|
$
|
138,813
|
|
|
$
|
57,042
|
|
|
$
|
175,713
|
|
|
$
|
—
|
|
|
$
|
175,086
|
|
|
$
|
59,640
|
|
|
$
|
871
|
|
|
$
|
607,165
|
|
Property operating expenses
|
|
60,686
|
|
|
16,497
|
|
|
118,491
|
|
|
—
|
|
|
20,675
|
|
|
—
|
|
|
—
|
|
|
216,349
|
|
||||||||
Interest expense
|
|
41,092
|
|
|
12,426
|
|
|
27,249
|
|
|
—
|
|
|
30,819
|
|
|
—
|
|
|
14,692
|
|
|
126,278
|
|
||||||||
Depreciation and amortization
|
|
40,881
|
|
|
24,639
|
|
|
30,041
|
|
|
—
|
|
|
28,218
|
|
|
12,483
|
|
|
1,158
|
|
|
137,420
|
|
||||||||
Provision for loan loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,724
|
|
|
—
|
|
|
—
|
|
|
6,724
|
|
||||||||
Impairment loss
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,519
|
|
|
—
|
|
|
—
|
|
|
8,519
|
|
||||||||
Gain on sale of real estate
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,970
|
|
|
—
|
|
|
—
|
|
|
8,970
|
|
||||||||
Earnings from investments in unconsolidated ventures
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
108,837
|
|
|
5,155
|
|
|
—
|
|
|
113,992
|
|
||||||||
Income tax benefit (expense)
|
|
(2,242
|
)
|
|
598
|
|
|
(38
|
)
|
|
—
|
|
|
(1,333
|
)
|
|
(2,069
|
)
|
|
1,375
|
|
|
(3,709
|
)
|
||||||||
Income (loss) from continuing operations
|
|
(9,266
|
)
|
|
519
|
|
|
(3,616
|
)
|
|
—
|
|
|
179,908
|
|
|
19,989
|
|
|
(147,904
|
)
|
|
39,630
|
|
||||||||
Income from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,560
|
|
|
12,560
|
|
||||||||
Net income (loss)
|
|
(9,266
|
)
|
|
519
|
|
|
(3,616
|
)
|
|
—
|
|
|
179,908
|
|
|
19,989
|
|
|
(135,344
|
)
|
|
52,190
|
|
||||||||
Net income (loss) attributable to Colony NorthStar, Inc.
|
|
(8,438
|
)
|
|
(62
|
)
|
|
(2,993
|
)
|
|
—
|
|
|
143,912
|
|
|
18,260
|
|
|
(125,082
|
)
|
|
25,597
|
|
(In thousands)
|
|
Healthcare
|
|
Industrial
|
|
Hospitality
|
|
CLNC
|
|
Other Equity and Debt
|
|
Investment Management
|
|
Amounts Not Allocated to Segments
|
|
Total
|
||||||||||||||||
March 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Total assets
|
|
$
|
5,792,926
|
|
|
$
|
2,852,496
|
|
|
$
|
4,084,845
|
|
|
$
|
1,161,930
|
|
|
$
|
7,395,831
|
|
|
$
|
2,127,652
|
|
|
$
|
148,812
|
|
|
$
|
23,564,492
|
|
Equity method investments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,161,930
|
|
|
1,058,206
|
|
|
215,840
|
|
|
3,742
|
|
|
2,439,718
|
|
||||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Total assets
|
|
$
|
5,813,552
|
|
|
$
|
2,810,135
|
|
|
$
|
4,094,596
|
|
|
$
|
—
|
|
|
$
|
9,251,829
|
|
|
$
|
2,714,974
|
|
|
$
|
100,564
|
|
|
$
|
24,785,650
|
|
Equity method investments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,315,629
|
|
|
207,683
|
|
|
3,742
|
|
|
1,527,054
|
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Total income by geography:
|
|
|
|
|
||||
United States
|
|
$
|
613,661
|
|
|
$
|
643,128
|
|
Europe
|
|
78,173
|
|
|
70,427
|
|
||
Other
|
|
302
|
|
|
899
|
|
||
Total
(1)
|
|
$
|
692,136
|
|
|
$
|
714,454
|
|
(In thousands)
|
|
March 31, 2018
|
|
December 31, 2017
|
||||
Long-lived assets by geography:
|
|
|
|
|
||||
United States
|
|
$
|
12,804,315
|
|
|
$
|
13,224,197
|
|
Europe
|
|
1,791,331
|
|
|
1,749,282
|
|
||
Total
(2)
|
|
$
|
14,595,646
|
|
|
$
|
14,973,479
|
|
(1)
|
Total income includes earnings from investments in unconsolidated ventures and excludes cost reimbursement income from affiliates.
|
(2)
|
Long-lived assets comprise real estate, real estate related intangible assets and fixed assets, and exclude financial instruments and assets held for sale.
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
|
|
|
|
|
||||
Cash paid for interest, net of capitalized interest of $429 and $0, respectively
|
|
$
|
121,934
|
|
|
$
|
88,029
|
|
Cash paid for income taxes (received for income tax refunds), net
|
|
(9,430
|
)
|
|
1,249
|
|
||
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES:
|
|
|
|
|
||||
Dividends and distributions payable
|
|
$
|
90,791
|
|
|
$
|
175,498
|
|
Net assets of CLNS Investment Entities deconsolidated, net of cash and restricted cash contributed (Note 4)
|
|
936,547
|
|
|
—
|
|
||
Redemption of OP Units for common stock
|
|
24
|
|
|
638
|
|
||
Improvements in operating real estate in accrued and other liabilities
|
|
14,274
|
|
|
246
|
|
||
Change in contributions receivable from noncontrolling interests
|
|
13,501
|
|
|
—
|
|
||
Redemption of OP Units for cash in accrued and other liabilities
|
|
2,096
|
|
|
5,085
|
|
||
Share repurchase payable (Note 11)
|
|
36,166
|
|
|
10,177
|
|
||
Assets acquired in Merger, net of cash and restricted cash assumed (Note 3)
|
|
—
|
|
|
17,024,350
|
|
||
Liabilities assumed in Merger (Note 3)
|
|
—
|
|
|
11,416,937
|
|
||
Noncontrolling interests assumed in Merger (Note 3)
|
|
—
|
|
|
602,014
|
|
||
Common stock issued for acquisition of NSAM and NRF (Note 3)
|
|
—
|
|
|
5,718,004
|
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Preferred stock issued for acquisition of NRF (Note 3)
|
|
—
|
|
|
1,010,320
|
|
||
Debt assumed by buyer in sale of manufactured housing portfolio (Note 18)
|
|
—
|
|
|
1,258,558
|
|
||
Net assets acquired in CPI restructuring, net of cash and restricted cash assumed (Note 3)
|
|
—
|
|
|
219,278
|
|
||
Investment deposits applied to acquisition of loans receivable, real estate and CPI Group
|
|
—
|
|
|
66,020
|
|
||
Foreclosures on collateral assets of originated or acquired loans receivable
|
|
—
|
|
|
8,167
|
|
||
Proceeds from loan repayments and asset sales held in escrow
|
|
—
|
|
|
45,870
|
|
||
Costs associated with contributions from noncontrolling interests
|
|
—
|
|
|
2,444
|
|
•
|
the market, economic and environmental conditions in the healthcare, hospitality and industrial real estate, other commercial real estate equity and debt, and investment management sectors;
|
•
|
any decrease in our net income and funds from operations as a result of the Merger or otherwise, or our other acquisition activity;
|
•
|
our ability to integrate and maintain consistent standards and controls following the Merger, including our ability to manage our acquisitions effectively and to realize the anticipated benefits of such acquisitions;
|
•
|
our ability to realize substantial efficiencies and synergies as well as anticipated strategic and financial benefits of the Merger;
|
•
|
our exposure to risks to which we have not historically been exposed, including liabilities with respect to the assets acquired through the Merger and our other acquisitions;
|
•
|
our business and investment strategy, including the ability of the businesses in which we have a significant investment (such as Colony NorthStar Credit Real Estate, Inc. (NYSE:CLNC)) to execute their business strategies;
|
•
|
performance of our investments relative to our expectations and the impact on our actual return on invested equity, as well as the cash provided by these investments and available for distribution;
|
•
|
our ability to grow our business by raising capital for the companies that we manage;
|
•
|
our ability to deploy capital into new investments consistent with our business strategies, including the earnings profile of such new investments;
|
•
|
the impact of adverse conditions affecting a specific asset class in which we have investments;
|
•
|
the availability of attractive investment opportunities;
|
•
|
our ability to achieve any of the anticipated benefits of the combination of our captive broker-dealer with S2K Financial Holdings, LLC;
|
•
|
our ability to satisfy and manage our capital requirements;
|
•
|
the general volatility of the securities markets in which we participate;
|
•
|
our ability to obtain and maintain financing arrangements, including securitizations;
|
•
|
changes in interest rates and the market value of our assets;
|
•
|
interest rate mismatches between our assets and any borrowings used to fund such assets;
|
•
|
effects of hedging instruments on our assets;
|
•
|
the impact of economic conditions on third parties on which we rely;
|
•
|
any litigation and contractual claims against us and our affiliates, including potential settlement and litigation of such claims;
|
•
|
adverse domestic or international economic conditions and the impact on the commercial real estate or real-estate related sectors;
|
•
|
the impact of legislative, regulatory and competitive changes;
|
•
|
actions, initiatives and policies of the U.S. and non-U.S. governments and changes to U.S. or non-U.S. government policies and the execution and impact of these actions, initiatives and policies;
|
•
|
our ability to maintain our qualification as a real estate investment trust for U.S. federal income tax purposes;
|
•
|
our ability to maintain our exemption from registration as an investment company under the Investment Company Act of 1940, as amended (the “1940 Act”);
|
•
|
availability of qualified personnel;
|
•
|
our ability to make or maintain distributions to our stockholders; and
|
•
|
our understanding of our competition.
|
•
|
Healthcare—
Our healthcare segment is composed of a diverse portfolio of medical office buildings, senior housing, skilled nursing and other healthcare properties, including hospitals. We earn rental income from medical office buildings as well as senior housing and skilled nursing facilities structured under net leases to healthcare operators, and resident fee income from senior housing operating facilities that operate through management agreements with independent third-party operators.
|
•
|
Industrial—
Our industrial segment is composed primarily of light industrial assets in infill locations throughout the U.S. that are vital for e-commerce and other tenants that require increasingly quick delivery times.
|
•
|
Hospitality—
Our hotel portfolio is composed of primarily extended stay hotels and premium branded select service hotels primarily located in major metropolitan markets, in the U.S. with the majority affiliated with top hotel brands.
|
•
|
CLNC—
This represents our investment in Colony NorthStar Credit, a commercial real estate credit REIT with a diverse portfolio consisting primarily of senior mortgage loans, mezzanine loans, preferred equity, debt securities and net lease properties predominantly in the U.S.
|
•
|
Other Equity and Debt—
Our other equity and debt segment includes our portfolios of net lease, multifamily and multi-tenant office properties, the THL Hotel Portfolio, our interest in a portfolio of CRE loans and securities, limited partnership interests in real estate private equity funds and various other equity investments.
|
•
|
Investment Management—
We generate fee income through investment management services, sponsoring numerous investment products across a diverse set of institutional and retail investors.
|
•
|
Consummated the Combination to create Colony NorthStar Credit, a prominent publicly-listed commercial real estate credit REIT. Colony NorthStar Credit's class A common stock began trading on the NYSE on February 1, 2018; and
|
•
|
Syndicated 30% of our portfolio of distressed CRE loans in Ireland to a third party investor for $67.0 million.
|
•
|
Repurchased
42.3 million
shares of our class A common stock for
$246 million
under our $300 million stock repurchase program announced in February 2018
|
•
|
Closed on a new co-sponsored digital real estate infrastructure vehicle on February 28, 2018, in partnership with Digital Bridge. At March 31, 2018, total callable commitments of the fund was $1.95 billion, inclusive of our capital commitments of $162 million.
|
(in thousands)
|
Total Revenues
|
|
Net Income (Loss)
|
|
Net Income (Loss) Attributable to Colony NorthStar, Inc.
|
||||||||||||||||||
Three Months Ended March 31,
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||||||
Healthcare
|
$
|
152,595
|
|
|
$
|
138,813
|
|
|
$
|
(12,534
|
)
|
|
$
|
(9,266
|
)
|
|
$
|
(10,360
|
)
|
|
$
|
(8,438
|
)
|
Industrial
|
68,753
|
|
|
57,042
|
|
|
6,321
|
|
|
519
|
|
|
1,278
|
|
|
(62
|
)
|
||||||
Hospitality
|
195,782
|
|
|
175,713
|
|
|
(11,886
|
)
|
|
(3,616
|
)
|
|
(10,050
|
)
|
|
(2,993
|
)
|
||||||
CLNC
|
—
|
|
|
—
|
|
|
(3,654
|
)
|
|
—
|
|
|
(3,446
|
)
|
|
—
|
|
||||||
Other Equity and Debt
|
205,154
|
|
|
175,086
|
|
|
68,548
|
|
|
179,908
|
|
|
49,109
|
|
|
143,912
|
|
||||||
Investment Management
|
42,521
|
|
|
59,640
|
|
|
(84,624
|
)
|
|
19,989
|
|
|
(80,520
|
)
|
|
18,260
|
|
||||||
Amounts not allocated to segments
|
1,859
|
|
|
871
|
|
|
11,530
|
|
|
(135,344
|
)
|
|
12,662
|
|
|
(125,082
|
)
|
||||||
|
$
|
666,664
|
|
|
$
|
607,165
|
|
|
$
|
(26,299
|
)
|
|
$
|
52,190
|
|
|
$
|
(41,327
|
)
|
|
$
|
25,597
|
|
(in thousands)
|
|
Healthcare
|
|
Industrial
|
|
Hospitality
|
|
CLNC
|
|
Other Equity and Debt
|
|
Investment Management
|
|
Amounts Not Allocated to Segments
|
|
Total
|
||||||||||||||||
March 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Real estate, net
|
|
$
|
5,182,736
|
|
|
$
|
2,598,689
|
|
|
$
|
3,861,241
|
|
|
$
|
—
|
|
|
$
|
2,458,208
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
14,100,874
|
|
Loans receivable, net
|
|
74,713
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,897,466
|
|
|
—
|
|
|
—
|
|
|
1,972,179
|
|
||||||||
Investments in unconsolidated ventures
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,161,930
|
|
|
1,161,465
|
|
|
222,493
|
|
|
3,742
|
|
|
2,549,630
|
|
||||||||
Securities, at fair value
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
288,900
|
|
|
—
|
|
|
—
|
|
|
288,900
|
|
||||||||
Debt, net
|
|
3,238,668
|
|
|
1,001,506
|
|
|
2,564,648
|
|
|
—
|
|
|
2,743,551
|
|
|
—
|
|
|
947,056
|
|
|
10,495,429
|
|
||||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Real estate, net
|
|
$
|
5,298,168
|
|
|
$
|
2,451,091
|
|
|
$
|
3,881,857
|
|
|
$
|
—
|
|
|
$
|
2,833,142
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
14,464,258
|
|
Loans receivable, net
|
|
70,641
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,153,121
|
|
|
—
|
|
|
—
|
|
|
3,223,762
|
|
||||||||
Investments in unconsolidated ventures
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,425,498
|
|
|
225,999
|
|
|
3,742
|
|
|
1,655,239
|
|
||||||||
Securities, at fair value
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
383,942
|
|
|
—
|
|
|
—
|
|
|
383,942
|
|
||||||||
Debt, net
|
|
3,242,837
|
|
|
1,001,458
|
|
|
2,560,485
|
|
|
—
|
|
|
3,126,428
|
|
|
—
|
|
|
896,602
|
|
|
10,827,810
|
|
|
|
Three Months Ended March 31,
|
|
|
||||||||
(In thousands)
|
|
2018
|
|
2017
|
|
Change
|
||||||
Revenues
|
|
|
|
|
|
|
||||||
Property operating income
|
|
$
|
554,730
|
|
|
$
|
426,854
|
|
|
$
|
127,876
|
|
Interest income
|
|
63,854
|
|
|
115,544
|
|
|
(51,690
|
)
|
|||
Fee income
|
|
36,842
|
|
|
53,250
|
|
|
(16,408
|
)
|
|||
Other income
|
|
11,238
|
|
|
11,517
|
|
|
(279
|
)
|
|||
Total revenues
|
|
666,664
|
|
|
607,165
|
|
|
59,499
|
|
|||
Expenses
|
|
|
|
|
|
|
||||||
Property operating expense
|
|
305,770
|
|
|
216,349
|
|
|
89,421
|
|
|||
Interest expense
|
|
148,889
|
|
|
126,278
|
|
|
22,611
|
|
|||
Investment, servicing and commission expense
|
|
18,653
|
|
|
11,807
|
|
|
6,846
|
|
|||
Transaction costs
|
|
716
|
|
|
87,340
|
|
|
(86,624
|
)
|
|||
Depreciation and amortization
|
|
144,705
|
|
|
137,420
|
|
|
7,285
|
|
|||
Provision for loan loss
|
|
5,375
|
|
|
6,724
|
|
|
(1,349
|
)
|
|||
Impairment loss
|
|
153,398
|
|
|
8,519
|
|
|
144,879
|
|
|||
Compensation expense
|
|
49,484
|
|
|
91,818
|
|
|
(42,334
|
)
|
|||
Administrative expenses
|
|
24,863
|
|
|
25,914
|
|
|
(1,051
|
)
|
|||
Total expenses
|
|
851,853
|
|
|
712,169
|
|
|
139,684
|
|
|||
Other income
|
|
|
|
|
|
|
||||||
Gain on sale of real estate
|
|
18,444
|
|
|
8,970
|
|
|
9,474
|
|
|||
Earnings from investments in unconsolidated ventures
|
|
32,265
|
|
|
113,992
|
|
|
(81,727
|
)
|
|||
Other gain, net
|
|
75,256
|
|
|
25,381
|
|
|
49,875
|
|
|||
Income before income taxes
|
|
(59,224
|
)
|
|
43,339
|
|
|
(102,563
|
)
|
|||
Income tax benefit (expense)
|
|
32,808
|
|
|
(3,709
|
)
|
|
36,517
|
|
|||
Income (loss) from continuing operations
|
|
(26,416
|
)
|
|
39,630
|
|
|
(66,046
|
)
|
|||
Income from discontinued operations
|
|
117
|
|
|
12,560
|
|
|
(12,443
|
)
|
|||
Net income (loss)
|
|
(26,299
|
)
|
|
52,190
|
|
|
(78,489
|
)
|
|||
Net income (loss) attributable to noncontrolling interests:
|
|
|
|
|
|
|
||||||
Redeemable noncontrolling interests
|
|
(696
|
)
|
|
617
|
|
|
(1,313
|
)
|
|||
Investment entities
|
|
20,102
|
|
|
27,059
|
|
|
(6,957
|
)
|
|||
Operating Company
|
|
(4,378
|
)
|
|
(1,083
|
)
|
|
(3,295
|
)
|
|||
Net income (loss) attributable to Colony NorthStar, Inc.
|
|
(41,327
|
)
|
|
25,597
|
|
|
(66,924
|
)
|
|||
Preferred stock dividends
|
|
31,387
|
|
|
30,813
|
|
|
574
|
|
|||
Net loss attributable to common stockholders
|
|
$
|
(72,714
|
)
|
|
$
|
(5,216
|
)
|
|
(67,498
|
)
|
|
|
Three Months Ended March 31,
|
|
|
||||||||
(In thousands)
|
|
2018
|
|
2017
|
|
Change
|
||||||
Property operating income:
|
|
|
|
|
|
|
||||||
Healthcare
|
|
$
|
151,137
|
|
|
$
|
137,431
|
|
|
$
|
13,706
|
|
Industrial
|
|
67,637
|
|
|
56,679
|
|
|
10,958
|
|
|||
Hospitality
|
|
195,259
|
|
|
175,670
|
|
|
19,589
|
|
|||
Other Equity and Debt
|
|
140,697
|
|
|
57,074
|
|
|
83,623
|
|
|||
|
|
$
|
554,730
|
|
|
$
|
426,854
|
|
|
127,876
|
|
|
Property operating expenses:
|
|
|
|
|
|
|
||||||
Healthcare
|
|
$
|
66,966
|
|
|
$
|
60,686
|
|
|
$
|
6,280
|
|
Industrial
|
|
20,811
|
|
|
16,497
|
|
|
4,314
|
|
|||
Hospitality
|
|
136,095
|
|
|
118,491
|
|
|
17,604
|
|
|||
Other Equity and Debt
|
|
81,898
|
|
|
20,675
|
|
|
61,223
|
|
|||
|
|
$
|
305,770
|
|
|
$
|
216,349
|
|
|
89,421
|
|
(1)
|
Our same store portfolio consisted of the same 305 buildings that are stabilized and held for use during the
three months ended March 31, 2018
and 2017. Properties acquired, disposed or held for sale during these periods are excluded. Stabilized properties are held for more than one year or are greater than 90% leased.
|
|
|
Three Months Ended March 31,
|
|
|
||||||||
(In thousands)
|
|
2018
|
|
2017
|
|
Change
|
||||||
Institutional funds
|
|
$
|
13,141
|
|
|
$
|
14,827
|
|
|
$
|
(1,686
|
)
|
Non-traded REITs
|
|
11,459
|
|
|
22,237
|
|
|
(10,778
|
)
|
|||
Public companies
—
NRE, Colony NorthStar Credit
|
|
12,172
|
|
|
3,170
|
|
|
9,002
|
|
|||
Broker-dealer, Townsend private funds and other clients
|
|
70
|
|
|
13,016
|
|
|
(12,946
|
)
|
|||
|
|
$
|
36,842
|
|
|
$
|
53,250
|
|
|
(16,408
|
)
|
|
|
Three Months Ended March 31,
|
|
|
||||||||
(In thousands)
|
|
2018
|
|
2017
|
|
Change
|
||||||
Investment-level financing:
|
|
|
|
|
|
|
||||||
Healthcare
|
|
$
|
50,941
|
|
|
$
|
41,092
|
|
|
$
|
9,849
|
|
Industrial
|
|
10,190
|
|
|
12,426
|
|
|
(2,236
|
)
|
|||
Hospitality
|
|
34,361
|
|
|
27,249
|
|
|
7,112
|
|
|||
Other Equity and Debt
|
|
40,280
|
|
|
30,819
|
|
|
9,461
|
|
|||
Corporate-level debt
|
|
13,117
|
|
|
14,692
|
|
|
(1,575
|
)
|
|||
|
|
$
|
148,889
|
|
|
$
|
126,278
|
|
|
22,611
|
|
|
|
Three Months Ended March 31,
|
|
|
||||||||
(In thousands)
|
|
2018
|
|
2017
|
|
Change
|
||||||
Non-PCI loans
|
|
$
|
2,662
|
|
|
$
|
2,475
|
|
|
$
|
187
|
|
PCI loans
|
|
2,713
|
|
|
4,249
|
|
|
(1,536
|
)
|
|||
Total provision for loan losses
|
|
$
|
5,375
|
|
|
$
|
6,724
|
|
|
(1,349
|
)
|
|
|
Three Months Ended March 31,
|
|
|
||||||||
(In thousands)
|
|
2018
|
|
2017
|
|
Change
|
||||||
Healthcare
|
|
$
|
3,780
|
|
|
$
|
—
|
|
|
$
|
3,780
|
|
Other Equity and Debt
|
|
9,189
|
|
|
8,519
|
|
|
670
|
|
|||
Investment Management
|
|
140,429
|
|
|
—
|
|
|
140,429
|
|
|||
|
|
$
|
153,398
|
|
|
$
|
8,519
|
|
|
144,879
|
|
|
|
Three Months Ended March 31,
|
|
|
||||||||
(In thousands)
|
|
2018
|
|
2017
|
|
Change
|
||||||
Cash compensation and benefits
|
|
$
|
34,608
|
|
|
$
|
44,743
|
|
|
$
|
(10,135
|
)
|
Equity-based compensation
|
|
8,894
|
|
|
5,528
|
|
|
3,366
|
|
|||
|
|
43,502
|
|
|
50,271
|
|
|
(6,769
|
)
|
|||
Merger-related compensation expense:
|
|
|
|
|
|
|
||||||
Equity-based compensation for replacement awards to NSAM executives subject to one year vesting
|
|
3,297
|
|
|
26,049
|
|
|
(22,752
|
)
|
|||
Severance and other employee transition
|
|
2,685
|
|
|
15,498
|
|
|
(12,813
|
)
|
|||
|
|
5,982
|
|
|
41,547
|
|
|
(35,565
|
)
|
|||
Total compensation expense
|
|
$
|
49,484
|
|
|
$
|
91,818
|
|
|
(42,334
|
)
|
|
|
Three Months Ended March 31,
|
|
|
||||||||
(In thousands)
|
|
2018
|
|
2017
|
|
Change
|
||||||
Industrial
|
|
$
|
2,293
|
|
|
$
|
—
|
|
|
$
|
2,293
|
|
Other Equity and Debt
|
|
16,151
|
|
|
8,970
|
|
|
7,181
|
|
|||
|
|
$
|
18,444
|
|
|
$
|
8,970
|
|
|
9,474
|
|
|
|
Three Months Ended March 31,
|
|
|
||||||||
(In thousands)
|
|
2018
|
|
2017
|
|
Change
|
||||||
CLNC
|
|
$
|
(3,654
|
)
|
|
$
|
—
|
|
|
$
|
(3,654
|
)
|
Other Equity and Debt
|
|
27,217
|
|
|
108,837
|
|
|
(81,620
|
)
|
|||
Investment Management
|
|
8,702
|
|
|
5,155
|
|
|
3,547
|
|
|||
|
|
$
|
32,265
|
|
|
$
|
113,992
|
|
|
(81,727
|
)
|
•
|
$30.5 million higher gain on a non-designated out-of-money interest rate swap (liability) assumed through the Merger due to rising interest rates. The swap was intended to hedge future refinancing risk on certain NRF mortgage debt;
|
•
|
$9.9 million gain recorded in connection with the Combination, which represents the excess of fair value over carrying value of the Company's equity interest in the CLNS Investment Entities, retained through the Company’s 37% interest in Colony NorthStar Credit (refer to Note
4
of the consolidated financial statements);
|
•
|
$7.1 million higher gain due to a decrease in fair value of the contingent consideration liability in connection with Colony's management internalization in 2015 (refer to Note
14
of the consolidated financial statements);
|
•
|
$8.4 million gain on sale of CRE debt securities; and
|
•
|
$1.2 million higher gain on remeasurement of a foreign currency loan receivable in our healthcare segment.
|
•
|
$4.4 million loss due to an other-than-temporary impairment on N-Star CDOs and CMBS held by consolidated N-Star CDOs.
|
|
|
Healthcare
|
|
Industrial
|
|
Hospitality
|
||||||||||||||||||
|
|
Three Months Ended March 31,
|
|
Three Months Ended March 31,
|
|
Three Months Ended March 31,
|
||||||||||||||||||
(In thousands)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||||||
Total revenues
|
|
$
|
152,595
|
|
|
$
|
138,813
|
|
|
$
|
68,753
|
|
|
$
|
57,042
|
|
|
$
|
195,782
|
|
|
$
|
175,713
|
|
Straight-line rent revenue and amortization of above- and below-market lease intangibles
|
|
(4,319
|
)
|
|
(6,999
|
)
|
|
(2,297
|
)
|
|
(1,663
|
)
|
|
(7
|
)
|
|
(14
|
)
|
||||||
Interest income
|
|
—
|
|
|
—
|
|
|
(532
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Other income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(488
|
)
|
|
—
|
|
||||||
Property operating expenses
(1)
|
|
(66,966
|
)
|
|
(60,686
|
)
|
|
(20,811
|
)
|
|
(16,497
|
)
|
|
(136,095
|
)
|
|
(118,491
|
)
|
||||||
Transaction, investment and servicing costs
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(101
|
)
|
|
—
|
|
|
—
|
|
||||||
Compensation expense
(1)
|
|
—
|
|
|
—
|
|
|
(480
|
)
|
|
(583
|
)
|
|
—
|
|
|
—
|
|
||||||
NOI or EBITDA
|
|
$
|
81,310
|
|
|
$
|
71,128
|
|
|
$
|
44,633
|
|
|
$
|
38,198
|
|
|
$
|
59,192
|
|
|
$
|
57,208
|
|
(1)
|
For healthcare and hospitality, fees paid to third parties for property management are included in property operating expenses. For industrial, compensation costs of employees engaged in property management and operations are included in compensation expense.
|
(In thousands)
|
|
Three Months Ended
March 31, 2018 |
||
Total revenues
|
|
$
|
152,595
|
|
Net loss attributable to Colony NorthStar, Inc.
|
|
(10,360
|
)
|
(In thousands)
|
|
March 31, 2018
|
||
Real estate
|
|
|
||
Held for investment
|
|
$
|
5,182,736
|
|
Held for sale
|
|
133,156
|
|
|
Debt
|
|
3,238,668
|
|
|
|
Number of Buildings
|
|
Capacity
|
|
Average Occupancy
(1)
|
|
Average Remaining Lease Term (Years)
|
|||||
Medical office buildings
|
|
108
|
|
|
3.8 million
|
|
square feet
|
|
83.2
|
%
|
|
N/A
|
|
Senior housing
—
operating
|
|
109
|
|
|
6,436
|
|
units
|
|
86.4
|
%
|
|
N/A
|
|
Net lease—senior housing
|
|
83
|
|
|
4,153
|
|
units
|
|
83.2
|
%
|
|
11.8
|
|
Net lease—skilled nursing facilities
|
|
99
|
|
|
11,829
|
|
beds
|
|
82.7
|
%
|
|
6.8
|
|
Net lease—hospitals
|
|
14
|
|
|
872
|
|
beds
|
|
55.3
|
%
|
|
11.2
|
|
Total
|
|
413
|
|
|
|
|
|
82.8
|
%
|
|
8.9
|
|
(1)
|
Occupancy represents property operator's patient occupancy for all types except medical office buildings. Average occupancy is based on the number of units, beds or square footage by type of facility. Occupancy percentage is as of the last day of the quarter presented for medical office buildings, average of the quarter presented for senior housing
—
operating, and average of the prior quarter for net lease properties.
|
Payor Sources
|
|
Revenue Mix %
(1)
|
|
Private Pay
|
|
58
|
%
|
Medicaid
|
|
31
|
%
|
Medicare
|
|
11
|
%
|
Total
|
|
100
|
%
|
(1)
|
Excludes two operating partners who do not track or report payor source data, representing approximately 2% of revenues for the trailing twelve month period.
|
(In thousands)
|
|
Three Months Ended
March 31, 2018 |
||
Total revenues
|
|
$
|
68,753
|
|
Net income attributable to Colony NorthStar, Inc.
|
|
1,278
|
|
(In thousands)
|
|
March 31, 2018
|
||
Real estate
|
|
|
||
Held for investment
|
|
$
|
2,598,689
|
|
Held for sale
|
|
2,489
|
|
|
Debt
|
|
1,001,506
|
|
|
|
Three Months Ended March 31,
|
|
2018 vs. 2017
|
|||||||||||
($ in thousands)
|
|
2018
|
|
2017
|
|
$ Change
|
|
% Change
|
|||||||
NOI—Industrial
|
|
$
|
44,633
|
|
|
$
|
38,198
|
|
|
$
|
6,435
|
|
|
16.8
|
%
|
|
|
Number of Buildings
|
|
Rentable Square Feet
(in thousands)
|
|
Leased %
|
|
Average Remaining Lease Term (Years)
|
||||
March 31, 2018
|
|
378
|
|
|
45,592
|
|
|
94.4
|
%
|
|
3.8
|
|
December 31, 2017
|
|
369
|
|
|
43,325
|
|
|
95.1
|
%
|
|
3.7
|
|
•
|
At
March 31, 2018
, 76% of our tenants (based on leased square feet) were international and national companies, with the top ten tenants making up approximately 9% of our portfolio based on annualized base rent.
|
•
|
Total portfolio leased percentage declined from
95.1%
at
December 31, 2017
to
94.4%
at
March 31, 2018
. Notwithstanding, leasing activity and tenant demand continue to remain strong, with initial rental rates on new and renewal leases commencing in the first quarter of 2018 experiencing an 8% growth compared to prior ending rents.
|
•
|
At
March 31, 2018
, no more than 18.5% of existing leases by square footage were scheduled to expire in any single year over the next ten years.
|
|
|
Number of Buildings
|
|
Rentable Square Feet
(in thousands)
|
|
Weighted Average Leased % At Acquisition
|
|
Purchase Price
(1)
(in thousands)
|
|
Gross Sales Price
(in thousands)
|
|
Realized Gain
(in thousands) |
|||||||||
Acquisitions
(2)
|
|
10
|
|
|
2,449
|
|
|
95
|
%
|
|
$
|
179,203
|
|
|
NA
|
|
|
NA
|
|
||
Dispositions
|
|
1
|
|
|
181
|
|
|
NA
|
|
|
NA
|
|
|
$
|
11,000
|
|
|
$
|
2,293
|
|
(1)
|
Purchase price includes capitalized transaction costs for asset acquisitions.
|
(2)
|
Includes acquisition of
$11.0 million
of land for co-development with operating partners.
|
•
|
At
March 31, 2018
. there was one building in New Jersey that was held for sale.
|
(In thousands)
|
|
Three Months Ended
March 31, 2018 |
||
Total revenues
|
|
$
|
195,782
|
|
Net loss attributable to Colony NorthStar, Inc.
|
|
(10,050
|
)
|
(In thousands)
|
|
March 31, 2018
|
||
Real estate
|
|
|
||
Held for investment
|
|
$
|
3,861,241
|
|
Debt
|
|
2,564,648
|
|
|
|
Three Months Ended March 31,
|
|
2018 vs. 2017
|
|||||||||||
($ in thousands)
|
|
2018
|
|
2017
|
|
$ Change
|
|
% Change
|
|||||||
Select service
|
|
$
|
32,365
|
|
|
$
|
31,198
|
|
|
$
|
1,167
|
|
|
3.7
|
%
|
Extended stay
|
|
22,918
|
|
|
23,510
|
|
|
(592
|
)
|
|
(2.5
|
)%
|
|||
Full service
|
|
3,909
|
|
|
2,500
|
|
|
1,409
|
|
|
56.4
|
%
|
|||
Total
|
|
$
|
59,192
|
|
|
$
|
57,208
|
|
|
$
|
1,984
|
|
|
3.5
|
%
|
Brands
|
|
% by Rooms
|
|
Marriott
|
|
79
|
%
|
Hilton
|
|
16
|
%
|
Hyatt
|
|
4
|
%
|
Intercontinental
|
|
1
|
%
|
Total
|
|
100
|
%
|
Type
|
|
Number of Hotel Properties
|
|
Number of Rooms
|
|
Average Occupancy
|
|
ADR
(1)
|
|
RevPAR
(2)
|
|||||||
Select service
|
|
97
|
|
|
13,193
|
|
|
68.4
|
%
|
|
$
|
123
|
|
|
$
|
84
|
|
Extended stay
|
|
66
|
|
|
7,936
|
|
|
74.3
|
%
|
|
130
|
|
|
96
|
|
||
Full service
|
|
4
|
|
|
962
|
|
|
67.7
|
%
|
|
181
|
|
|
123
|
|
||
Total
|
|
167
|
|
|
22,091
|
|
|
70.5
|
%
|
|
128
|
|
|
90
|
|
(1)
|
Average daily rate (“ADR”) is calculated by dividing room revenue by total rooms sold.
|
(2)
|
Revenue per available room (“RevPAR”) is calculated by dividing room revenue by room nights available for the period.
|
(In thousands)
|
|
Three Months Ended
March 31, 2018 |
|
Total revenues
|
|
205,154
|
|
Net income attributable to Colony NorthStar, Inc.
|
|
49,109
|
|
Type
|
|
Carrying Value
(In thousands)
|
||
Real estate
|
|
|
||
Held for investment
|
|
$
|
2,458,208
|
|
Held for sale
|
|
799,452
|
|
|
Investments in unconsolidated ventures
|
|
|
||
NRE
|
|
73,978
|
|
|
Third party private funds acquired through the Merger, at fair value
|
|
171,945
|
|
|
Other
(1)
|
|
915,542
|
|
|
Loans receivable
|
|
1,897,466
|
|
|
CRE debt securities, at fair value
|
|
253,558
|
|
|
Debt
(2)
|
|
2,743,551
|
|
(1)
|
Significant investments include acquisition, development and construction loans (
$166.5 million
) and preferred equity investments (
$465.5 million
).
|
(2)
|
At
March 31, 2018
, debt totaling $661.4 million was related to real estate held for sale, including $215.4 million of debt to be assumed by the buyers upon sale of the property holding entities.
|
•
|
Upon closing of the Combination on January 31, 2018, we contributed
$1.9 billion
of assets and
$0.4 billion
of liabilities or net equity of
$1.1 billion
(net of noncontrolling interests) from our other equity and debt segment to Colony NorthStar Credit. This included certain of our U.S. commercial real estate loans, net lease properties, limited partnership interests in third party private funds as well as acquisition, development and construction loans accounted for as equity method investments, which represent transferable assets consistent with Colony NorthStar Credit's strategy. In consideration for our contribution, we received common shares in Colony NorthStar Credit and membership units in its operating subsidiary. As discussed in Note
4
to the consolidated financial statements, we deconsolidated the subsidiaries holding the contributed interests, resulting in the recognition of a gain of
$9.9 million
, measured as the excess of fair value over carrying value of our retained interests. At
March 31, 2018
, we hold a
36.6%
interest (on a fully diluted basis) in Colony NorthStar Credit.
|
•
|
In March 2018, we syndicated 30% of equity in our portfolio of distressed CRE loans in Ireland to a third party investor for $67.0 million.
|
•
|
Continued disposition of non-core real estate, predominantly in Europe, generated total gains of
$16.2 million
.
|
(In thousands)
|
|
Three Months Ended
March 31, 2018 |
||
Total revenues
(1)
|
|
$
|
42,521
|
|
Net loss attributable to Colony NorthStar, Inc.
|
|
(80,520
|
)
|
(1)
|
Includes
$4.1 million
of cost reimbursement income from retail companies, NRE and Colony NorthStar Credit, which is recorded gross as income and expense in the results of operations.
|
(In billions)
|
|
March 31, 2018
|
|
December 31, 2017
|
Third party AUM
(1)
|
|
$27.5
|
|
$26.9
|
(1)
|
Assets for which the Company and its affiliates provide investment management services, including assets for which the Company may or may not charge management fees and/or incentives. AUM is based on reported gross undepreciated carrying value of managed investments as reported by each underlying vehicle at
March 31, 2018
. AUM further includes a) uncalled capital commitments and b) the Company’s pro-rata share of assets of each affiliate's real estate investment management platform as presented and calculated by the affiliate.
|
Type
|
|
Products
|
|
Description
|
|
AUM
(in billions)
|
||
Institutional funds
|
|
Credit funds, opportunistic funds, value-add funds, Colony industrial open end fund and other co-investment vehicles
|
|
Earns base and asset management fees from all managed funds and potential for incentives on sponsored funds
|
|
$
|
9.8
|
|
Retail Companies
|
|
NorthStar Healthcare
|
|
Earns base management fees from all retail companies, disposition fees from NorthStar Healthcare and potential for incentives (except for NorthStar/Townsend)
|
|
3.7
|
|
|
|
NorthStar/RXR NY Metro
(1)
|
|
|
|
||||
|
NorthStar Capital Income Fund
|
|
|
|
||||
|
NorthStar/Townsend
(2)
|
|
|
|
||||
Public companies
|
|
NorthStar Realty Europe Corp.
|
|
NYSE-listed European equity REIT
|
|
2.2
|
|
|
|
Colony NorthStar Real Estate Credit, Inc.
(3)
|
|
NYSE-listed credit REIT
|
|
3.1
|
|
||
|
|
|
Earns base management fees and potential for incentives
|
|
|
|||
Non-wholly owned real estate investment management platform
|
|
Joint venture investments in co-sponsored investment vehicles and third party asset managers
|
|
Earns share of earnings from investments in unconsolidated ventures
|
|
8.7
|
|
|
|
|
Includes co-sponsored digital real estate infrastructure vehicle, investments in RXR Realty (27% interest in a real estate investor, developer and asset manager with AUM of $18 billion) and AHI (43% interest in a healthcare asset manager and sponsor of non-traded vehicles with AUM of $3 billion)
|
|
|
||||
|
|
|
|
|
|
$
|
27.5
|
|
(1)
|
Fee income is shared between the Company and its co-advisor, RXR Realty.
|
(2)
|
NorthStar/Townsend Institutional Real Estate Fund Inc. (“NorthStar/Townsend”) submitted a registration statement on Form N-2 to the SEC in May 2017, which as of May 7, 2018, is not yet effective. Townsend is the advisor for NorthStar/Townsend and an affiliate of Colony NorthStar will act as administrator and sub-advisor for certain investments. Fee income will be shared between Townsend and Colony NorthStar.
|
(3)
|
Represents 3rd party ownership share at
March 31, 2018
of CLNC's pro rata share of total assets, excluding consolidated securitization trusts.
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Net loss attributable to common stockholders
|
|
$
|
(72,714
|
)
|
|
$
|
(5,216
|
)
|
Adjustments for FFO attributable to common interests in Operating Company and common stockholders:
|
|
|
|
|
||||
Net income attributable to noncontrolling common interests in Operating Company
|
|
(4,378
|
)
|
|
(1,083
|
)
|
||
Real estate depreciation and amortization
|
|
143,906
|
|
|
128,545
|
|
||
Impairment of real estate
|
|
14,940
|
|
|
8,513
|
|
||
Gain on sales of real estate
|
|
(22,925
|
)
|
|
(6,993
|
)
|
||
Less: Adjustments attributable to noncontrolling interests in investment entities
(1)
|
|
(40,763
|
)
|
|
(32,695
|
)
|
||
FFO attributable to common interests in Operating Company and common stockholders
|
|
$
|
18,066
|
|
|
$
|
91,071
|
|
(1)
|
For the
three months ended March 31, 2018
, adjustments attributable to noncontrolling interests in investment entities include
$43.7 million
of real estate depreciation and amortization,
$7.8 million
of impairment of real estate, offset by
$10.7 million
of gain on sales of real estate. For the three months ended March 31, 2017, adjustments attributable to noncontrolling interests in investment entities include $32.6 million of real estate depreciation and amortization, $5.7 million of impairment of real estate, offset by $5.6 million of gain on sales of real estate.
|
|
|
Healthcare
|
|
Industrial
|
|
Hospitality
|
||||||||||||||||||
|
|
Three Months Ended March 31,
|
|
Three Months Ended March 31,
|
|
Three Months Ended March 31,
|
||||||||||||||||||
(In thousands)
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||||||
Income (loss) from continuing operations
|
|
$
|
(12,534
|
)
|
|
$
|
(9,266
|
)
|
|
$
|
6,321
|
|
|
$
|
519
|
|
|
$
|
(11,886
|
)
|
|
$
|
(3,616
|
)
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Straight-line rent revenue and amortization of above- and below-market lease intangibles
|
|
(4,319
|
)
|
|
(6,999
|
)
|
|
(2,297
|
)
|
|
(1,663
|
)
|
|
(7
|
)
|
|
(14
|
)
|
||||||
Interest income
|
|
—
|
|
|
—
|
|
|
(532
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Other income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(488
|
)
|
|
—
|
|
||||||
Interest expense
|
|
50,941
|
|
|
41,092
|
|
|
10,190
|
|
|
12,426
|
|
|
34,361
|
|
|
27,249
|
|
||||||
Transaction, investment and servicing costs
|
|
2,310
|
|
|
2,123
|
|
|
74
|
|
|
—
|
|
|
1,542
|
|
|
1,737
|
|
||||||
Depreciation and amortization
|
|
41,127
|
|
|
40,881
|
|
|
29,945
|
|
|
24,639
|
|
|
35,457
|
|
|
30,041
|
|
||||||
Impairment loss
|
|
3,780
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Compensation and administrative expense
|
|
1,933
|
|
|
2,519
|
|
|
3,222
|
|
|
2,875
|
|
|
2,017
|
|
|
1,697
|
|
||||||
Gain on sale of real estate
|
|
—
|
|
|
—
|
|
|
(2,293
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Other (gain) loss, net
|
|
(2,926
|
)
|
|
(1,464
|
)
|
|
—
|
|
|
—
|
|
|
(323
|
)
|
|
76
|
|
||||||
Income tax (benefit) expense
|
|
998
|
|
|
2,242
|
|
|
3
|
|
|
(598
|
)
|
|
(1,481
|
)
|
|
38
|
|
||||||
NOI or EBITDA
|
|
$
|
81,310
|
|
|
$
|
71,128
|
|
|
$
|
44,633
|
|
|
$
|
38,198
|
|
|
$
|
59,192
|
|
|
$
|
57,208
|
|
•
|
acquisitions of our target assets and related ongoing commitments;
|
•
|
our general partner commitments to our future investment vehicles and co-investment commitments to other investment vehicles;
|
•
|
principal and interest payments on our borrowings, including interest obligation on our corporate level debt;
|
•
|
our operations, including compensation, administrative and overhead costs;
|
•
|
distributions to our stockholders;
|
•
|
acquisitions of common stock under our common stock repurchase program; and
|
•
|
income tax liabilities of taxable REIT subsidiaries and of the Company subject to limitations as a REIT.
|
•
|
cash on hand;
|
•
|
our credit facilities;
|
•
|
fees received from our investment management business;
|
•
|
cash flow generated from our investments, both from operations and return of capital;
|
•
|
proceeds from full or partial realization of investments;
|
•
|
investment-level financing;
|
•
|
proceeds from public or private equity and debt offerings; and
|
•
|
third party capital commitments of sponsored investment vehicles.
|
Declaration Date
|
|
Record Date
|
|
Payment Date
|
|
Dividend Per Share
|
||
February 26, 2018
|
|
March 30, 2018
|
|
April 16, 2018
|
|
$
|
0.11
|
|
May 8, 2018
|
|
June 29, 2018
|
|
July 16, 2018
|
|
0.11
|
|
|
|
|
|
Shares Outstanding
March 31, 2018
(In thousands)
|
|
Quarterly Cash Distributions
|
|||||||
Description
|
|
Dividend Rate Per Annum
|
|
|
Total
(In thousands)
|
|
Per Share
|
||||||
Series B
|
|
8.25%
|
|
6,114
|
|
|
$
|
3,153
|
|
|
$
|
0.5156250
|
|
Series D
|
|
8.5%
|
|
8,000
|
|
|
4,250
|
|
|
0.5312500
|
|
||
Series E
|
|
8.75%
|
|
10,000
|
|
|
5,469
|
|
|
0.5468750
|
|
||
Series G
|
|
7.5%
|
|
3,450
|
|
|
1,617
|
|
|
0.4687500
|
|
||
Series H
|
|
7.125%
|
|
11,500
|
|
|
5,121
|
|
|
0.4453125
|
|
||
Series I
|
|
7.15%
|
|
13,800
|
|
|
6,167
|
|
|
0.4468750
|
|
||
Series J
|
|
7.125%
|
|
12,600
|
|
|
5,611
|
|
|
0.4453125
|
|
||
|
|
|
|
65,464
|
|
|
$
|
31,388
|
|
|
|
|
|
Three Months Ended March 31,
|
||||||
(In thousands)
|
|
2018
|
|
2017
|
||||
Net cash provided by (used in):
|
|
|
|
|
||||
Operating activities
|
|
$
|
99,952
|
|
|
$
|
24,120
|
|
Investing activities
|
|
(140,242
|
)
|
|
693,786
|
|
||
Financing activities
|
|
(418,736
|
)
|
|
(253,511
|
)
|
Period
|
|
Total Number of Shares Purchased
|
|
Weighted Average Price Paid per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Program
|
|
Maximum Approximate Dollar Value that May Yet Be Purchased Under the Program
|
||||||
January 1, 2018 through January 31, 2018
|
|
—
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
||
February 1, 2018 through February 28, 2018
|
|
—
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
||
March 1, 2018 through March 31, 2018
|
|
42,306,294
|
|
|
5.82
|
|
|
42,306,294
|
|
|
53,982,106
|
|
||
Total
|
|
42,306,294
|
|
|
$
|
5.82
|
|
|
42,306,294
|
|
|
$
|
53,982,106
|
|
Exhibit Number
|
|
Description
|
|
|
|
|
||
|
||
|
|
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
101**
|
|
Financial statements from the Quarterly Report on Form 10-Q of Colony NorthStar, Inc. for the quarter ended March 31, 2018, formatted in XBRL (eXtensible Business Reporting Language): (1) Consolidated Balance Sheets, (2) Consolidated Statements of Operations, (3) Consolidated Statements of Comprehensive Income, (4) Consolidated Statements of Equity, (5) Consolidated Statements of Cash Flows and (6) Notes to Consolidated Financial Statements.
|
*
|
Filed herewith
|
**
|
Pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
|
COLONY NORTHSTAR, INC.
|
||
|
|
|
By:
|
|
/s/ Richard B. Saltzman
|
|
|
Richard B. Saltzman
|
|
|
Chief Executive Officer
|
|
|
|
By:
|
|
/s/ Darren J. Tangen
|
|
|
Darren J. Tangen
|
|
|
Chief Financial Officer (Principal Financial Officer)
|
|
|
|
By:
|
|
/s/ Neale Redington
|
|
|
Neale Redington
|
|
|
Chief Accounting Officer (Principal Accounting Officer)
|
1 Year Colony NorthStar, Inc. Chart |
1 Month Colony NorthStar, Inc. Chart |
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