Investments in Real Estate

9 Months Ended

Sep. 30, 2023

Note 3 – Investments in Real Estate

The Company acquired 14 properties during the three and nine months ended September 30, 2023, detailed below:

•

On August 10, 2023, the Company and the Operating Partnership entered into a purchase agreement with Modiv, Inc., now known as Modiv Industrial, Inc. ("Modiv"), and certain of its indirect subsidiaries, pursuant to which the Operating Partnership purchased from such indirect subsidiaries of Modiv, a 13-property portfolio of single tenant retail properties for $42,000,000 (the "Modiv Portfolio") and incurred closing costs of $1.9 million and subject to prorations and credits as set forth in the purchase agreement. The purchase price consisted of $30,000,000 in cash and $12,000,000 a new series of preferred stock of the Company designated as Series A Redeemable Preferred Stock (the "Series A Preferred Stock") issued to Modiv Operating Partnership, L.P ("Modiv OP"). The cash portion of the purchase price was financed with a combination of (i) cash on hand, (ii) a new $21.0 million secured debt facility from Valley National Bank (Valley"), and (iii) a $12.0 million preferred equity investment by LC2-NNN Pref, LLC an affiliate of Loci Capital Partners (“LC2”). As a result of the foregoing transactions, GIP SPE, a wholly-owned subsidiary, serves as a holding company for the various indirect subsidiaries of the Company that hold the properties included in the Modiv Portfolio plus the eight previously owned properties that were previously financed through loans with Valley.


	Modiv Portfolio
Land	$	7,982,005
Building and site improvements		29,420,653
Tenant improvements		1,306,202
Acquired lease intangible assets		5,764,759
Total real estate investments	$	44,473,619
Less: Acquired lease intangible liabilities		(548,945	)
Total real estate investments, net	$	43,924,674

•

On September 7, 2023, the Company entered into a purchase agreement pursuant to which the Company purchased the remaining tenancy-in-common ("TIC") interest in its Rockford, IL property leased by La-Z-Boy for $1,318,367 and incurred closing costs of $37,034 for total consideration of $1,355,401. The Company recorded the acquisition under the cost accumulation method. Pursuant to the Amended and Restated Limited Liability Company Agreement for GIP SPE, entered into by the Operating Partnership and LC2, LC2 was obligated to make an additional $2.1 million capital contribution in GIP SPE upon completion of the acquisition of the Rockford TIC Interest. This additional capital contribution was made on September 11, 2023.


	La-Z-Boy - Rockford, IL
Land	$	1,437,353
Building and site improvements		2,412,905
Tenant improvements		33,497
Acquired lease intangible assets		421,250
Total real estate investments	$	4,305,005

The Company acquired three properties during the three and nine months ended September 30, 2022, detailed below:

•

On January 7, 2022, the Company acquired an approximately 10,900 square foot single tenant medical-retail property leased to Fresenius Medical Care (NYSE: FMS) located in Chicago, Illinois. The acquisition was financed with a $1,550,000 promissory note and the balance with cash on hand.

•

On January 14, 2022, the Company acquired an approximately 2,600 square foot single tenant retail property leased to Starbucks Coffee (NASDAQ: SBUX) located in Tampa, Florida. The acquisition was financed with the issuance of a redeemable non-controlling interest of $1,109,570, debt of $1,050,000 and the balance with cash on hand.

•

On March 9, 2022, the Company acquired a leasehold interest in a ground lease and corresponding assignment of an approximately 88,400 square foot single tenant retail property leased to Kohl's Corporation (NYSE: KSS) located in Tucson, Arizona. The acquisition was financed with a $3,650,000 promissory note and the balance with cash on hand.

The following table details the properties acquired during the three and nine months ended September 30, 2022.


	Fresenius-Chicago, IL			Starbucks -Tampa, FL			Kohl's -Tucson, AZ			Total
Land	$	1,690,837		$	1,443,262		$	-		$	3,134,099
Building and site improvements		1,217,395			700,859			6,175,908			8,094,162
Tenant improvements		55,041			20,504			349,136			424,681
Acquired lease intangible assets		276,013			112,830			981,203			1,370,046
Total real estate investments	$	3,239,286		$	2,277,455		$	7,506,247		$	13,022,988
Right of use asset		-			-			6,304,334			6,304,334
Less: Acquired lease intangible liabilities		(19,864	)		(13,497	)		(131,999	)		(165,360	)
Less: Lease liability		-			-			(6,304,334	)		(6,304,334	)
Total real estate investments, net	$	3,219,422		$	2,263,958		$	7,374,248		$	12,857,628