MERGER AND SELF-MANAGEMENT TRANSACTION (Tables)

12 Months Ended

Dec. 31, 2019

The following table summarizes the allocation of the purchase price to the fair values assigned to the BrixInvest assets acquired and liabilities assumed as of December 31, 2019, the closing date of the Self-Management Transaction. These fair values are based on internal Company and independent external third-party valuations:



Fair Values Assigned	December 31, 2019
Assets:
Cash and cash equivalents	$	204,176
Prepaid expenses and other assets	305,212
Operating lease right-of-use asset	2,386,877
Intangible assets	7,700,000
Liabilities:
Short-term notes payable	(4,800,000		)
Due to affiliates	(630,820		)
Bank line of credit	(800,000		)
Accounts payable and other liabilities	(2,070,968		)
Operating lease liability	(2,386,877		)
Net	(92,400		)
Add: Cancellation of investment in the Company	107,400
Less: Contribution of Class M OP Units and Class P OP Units	50,603,000
Goodwill	$	50,588,000

The following table summarizes the allocation of the purchase price to the fair values assigned to the REIT I assets acquired and liabilities assumed as of December 31, 2019, the Merger closing date. These fair values are based on internal Company and independent external third-party valuations:



Fair Values Assigned	December 31, 2019
Assets:
Real estate property, including above/below lease intangibles	$	151,099,097
Cash and cash equivalents	1,612,331
Tenant receivable	310,169
Prepaid expenses and other assets	51,924
Liabilities:
Mortgage notes payable, net	(62,985,425		)
Accounts payable and other liabilities	(2,243,156		)
Net	87,844,940
Less: Cancellation of investment in REIT I (Note 5)	(3,091,489		)
Capitalized transaction-related costs	(3,044,480		)
Net Assets Acquired	$	81,708,971

Class M OP Units Conversion

The Class M OP Units are eligible for an increase in the conversion ratio (conversion ratio enhancement) if the Company achieves both of the targets for assets under management (“AUM”) and adjusted funds from operations (“AFFO”) in a given year as set forth below:



	Hurdles
	AUM		AFFO Per Share		Class M
	($ in billions)		($)		Conversion Ratio
Initial Conversion Ratio					1:5.00
Fiscal Year 2021	$	0.860	$	0.59	1:5.75
Fiscal Year 2022	$	1.175	$	0.65	1:7.50
Fiscal Year 2023	$	1.551	$	0.70	1:9.00

Unaudited Pro Forma Financial Information

The following table presents unaudited pro forma financial information for the years ended December 31, 2019 and 2018:

Year ended December 31, 2019



Pro Forma Financial Information (Unaudited)	Company			REIT I			BrixInvest			Adjustments			Consolidated
Revenue	$	24,544,958		$	13,132,226		$	7,814,987		$	(5,524,969	)	$	39,967,202
Net loss	$	(4,415,992	)	$	(1,311,153	)	$	(2,719,200	)	$	2,678,782		$	(5,767,563	)
Loss per share:
Basic and diluted	$	(0.29	)	$	(0.16	)	$	(3.97	)				$	(0.22	)
Weighted average shares:
Basic and diluted	15,036,474			8,340,602			684,268			2,333,090			26,394,434

Year ended December 31, 2018



Pro Forma Financial Information (Unaudited)	Company			REIT I			BrixInvest			Adjustments			Consolidated
Revenue	$	17,984,625		$	13,166,631		$	9,715,769		$	(7,556,678	)	$	33,310,347
Net loss	$	(1,801,724	)	$	(896,595	)	$	(48,875	)	$	(4,610,233	)	$	(7,357,427	)
Loss per share:
Basic and diluted	$	(0.16	)	$	(0.11	)	$	(0.07	)				$	(0.33	)
Weighted average shares:
Basic and diluted	11,069,864			8,404,346			684,268			2,333,090			22,491,568

Other Intangible Assets Acquired

The fair values of the intangible assets as of December 31, 2019, and useful lives are as follows:



Intangible Assets	Weighted-Average Useful Life	Amount
Customer list	5.0 years	$	4,800,000
Web services technology, domains and licenses	3.0 years	2,900,000
Total		$	7,700,000