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Loans Payable (Tables)
6 Months Ended
Jun. 30, 2022
Loans Payable  
Schedule of mortgages payables, net

June 30, 

Monthly

Interest

2022

December 31, 

Property

    

Payment

    

Rate

    

Maturity

    

(unaudited)

    

2021

    

Franklin Square (a)

 

Interest only

 

3.808

%  

December 2031

$

13,250,000

$

13,250,000

Hanover Square (b)

 

$

56,882

 

4.25

%  

December 2027

 

10,007,632

 

10,134,667

Ashley Plaza (c)

$

52,795

 

3.75

%  

September 2029

 

11,037,583

 

11,127,111

Brookfield Center (d)

$

22,876

3.90

%

November 2029

4,714,549

4,758,344

Parkway Center (e)

$

19,720

Variable

October 2026

5,033,065

5,090,210

Wells Fargo Facility (f)

$

103,438

4.50

%

June 2027

18,547,934

Lancer Center (g)

6,488,034

Greenbrier Business Center (h)

 

 

4,495,000

Unamortized issuance costs, net

(779,571)

(825,544)

Total mortgages payable, net

 

  

 

  

$

61,811,192

$

54,517,822

(a)The original mortgage loan for the Franklin Square Property in the amount of $14,275,000 matured on October 6, 2021. Effective on October 6, 2021, the Company entered into a forbearance agreement with the current lender extending the maturity date for thirty days with a right to extend the maturity date for an additional thirty days. On November 8, 2021, the Company closed on a new loan in the principal amount of $13,250,000 with a ten-year term and a maturity date of December 6, 2031.  In addition to the funds from the new loan, the Company used $2,242,273 in cash on hand for loan issuance costs (totaling $283,721), to fund escrows and to repay the remaining balance of the original mortgage loan. The Company has guaranteed the payment and performance of the obligations of the new mortgage loan. The new mortgage loan bears interest at a fixed rate of 3.808 percent and is interest only until January 6, 2025, at which time the monthly payment will become $61,800, which includes interest and principal based on a 30 year amortization schedule. The Company accounted for this refinancing transaction under debt extinguishment accounting in accordance with ASC 470. The new mortgage includes covenants for the Company to maintain a net worth of $13,250,000, excluding the assets and liabilities associated with the Franklin Square Property and for the Company to maintain liquid assets of no less than $1,000,000. As of June 30, 2022 and December 31, 2021, the Company believes that it is compliant with these covenants.
(b)The mortgage loan for the Hanover Square Property bears interest at a fixed rate of 4.25 percent until January 1, 2023, when the interest rate will adjust to a new fixed rate which will be determined by adding 3.00 percentage points to the daily average yield on United States Treasury securities adjusted to a constant maturity of five years, as made available by the Federal Reserve Board, with a minimum of 4.25 percent. The fixed monthly payment of $56,882 which includes interest at the fixed rate, and principal, based on a 25 year amortization schedule.  The mortgage loan agreement for the Hanover Square property includes covenants to (i) maintain a Debt Service Coverage Ratio (“DSCR”) in excess of 1.35 and (ii) maintain a loan-to-value of real estate ratio of 75 percent.  As of June 30, 2022 and December 31, 2021, respectively, the Company believes that it is compliant with these covenants.
(c)The mortgage loan for the Ashley Plaza Property bears interest at a fixed rate of 3.75 percent and was interest only for the first twelve months.  Beginning on October 1, 2020, the monthly payment became $52,795 for the remaining term of the loan, which includes interest at the fixed rate, and principal, based on a 30 year amortization schedule.
(d)The mortgage loan for the Brookfield Property bears interest at a fixed rate of 3.90 percent and is interest only for the first twelve months.  Beginning on November 1, 2020, the monthly payment became $22,876 for the remaining term of the loan, which includes interest at the fixed rate, and principal, based on a 30 year amortization schedule.
(e)The mortgage loan for the Parkway Property bears interest at a variable rate based on LIBOR with a minimum rate of 2.25 percent. The interest rate payable is the ICE LIBOR rate plus 225 basis points. As of June 30, 2022 and December 31, 2021, the rate in effect for the Parkway Property mortgage was 3.3117 percent and 2.3493 percent, respectively. The monthly
payment, which varies based on the interest rate in effect each month, includes interest at the variable rate, and principal based on a 30 year amortization schedule.
(f)On June 13, 2022, the Company entered into a mortgage loan facility with Wells Fargo Bank (the “Wells Fargo Mortgage Facility”) in the principal amount of $18,609,500.  The proceeds of this mortgage were used to finance the acquisition of the Salisbury Marketplace Property and to refinance the mortgages payable on the Lancer Center Property and the Greenbrier Business Center Property (see notes (g) and (h), below).  The Wells Fargo Mortgage Facility bears interest at a fixed rate of 4.50 percent for a five year term.  The monthly payment, which includes interest at the fixed rate, and principal, based on a 25 year amortization schedule, is $103,438.  The Company has provided an unconditional guaranty of the payment of and performance under the terms of the Wells Fargo Mortgage Facility.  The Wells Fargo Mortgage Facility credit agreement includes covenants to maintain a debt service coverage ratio of not less than 1.50 to 1.00 on an annual basis, a minimum debt yield of 9.5 percent on the Salisbury Marketplace, Lancer Center and Greenbrier Business Center properties, and the maintenance of liquid assets of not less than $1,500,000.  As of June 30, 2022, the Company believes that it is compliant with these covenants.  
(g)On June 13, 2022, the Company refinanced the mortgage loan for the Lancer Center Property, using proceeds from the Wells Fargo Facility discussed above.  The Company accounted for this refinancing transaction under debt extinguishment accounting in accordance with ASC 470, and for the three and six months ended June 30, 2022, recorded a loss on extinguishment of debt of $113,282.  The original mortgage loan for the Lancer Center Property bore interest at a fixed rate of 4.00 percent.  The monthly payment was $34,667 which included interest at the fixed rate and principal, based on a twenty-five year amortization schedule.
(h)On June 13, 2022, the Company refinanced the mortgage loan for the Greenbrier Business Center Property, using proceeds from the Wells Fargo Facility discussed above. The Company accounted for this refinancing transaction under debt extinguishment accounting in accordance with ASC 470, and for the three and six months ended June 30, 2022, recorded a loss on extinguishment of debt of $56,393.   The Company assumed the original mortgage loan for the Greenbrier Business Center Property from the seller. The original mortgage loan bore interest at a fixed rate of 4.00 percent and would have been interest only until August 1, 2022, at which time the monthly payment would have become $23,873, which would have included interest at the fixed rate, and principal, based on a twenty-five year amortization schedule.

Mortgages payable, net, associated with assets held for sale

The Company’s mortgages payables, net, associated with assets held for sale, consists of the following:

Balance

 

June 30, 

Monthly  

Interest  

2022

December 31, 

Property

    

Payment

    

Rate

    

Maturity

    

(unaudited)

    

2021

 

Clemson Best Western (b)

Interest only

Variable

October 2022

7,750,000

7,750,000

Unamortized issuance costs, net

 

  

 

  

 

  

 

(134,632)

 

(134,632)

Total mortgages payable, net, associated with assets held for sale

 

  

$

7,615,368

$

7,615,368

(a)As of March 31, 2021, the Company reclassified the mortgage loan for the Clemson Best Western Property to mortgages payable, net, associated with assets held for sale.  The mortgage loan for the Clemson Best Western Property bears interest at a variable rate based on LIBOR with a minimum rate of 7.15 percent. The interest rate payable is the USD LIBOR one-month rate plus 4.9 percent. As of June 30, 2022 and December 31, 2021, respectively, the rate in effect for the Clemson Best Western Property mortgage was 7.15 percent. The mortgage payable on the Clemson Best Western Property matures on October 6, 2022. The Company has an option to extend the term of the mortgage by one year, until October 6, 2023, under certain conditions which the Clemson Best Western Property may not meet. If the Company has not been successful in its efforts to sell the Clemson Best Western Property by the loan maturity date, the Company plans to refinance the mortgage.  While the Company believes the fair value of the Clemson Best Western Property exceeds the outstanding balance of the mortgage payable, there is no guarantee that the Company will be successful in refinancing the mortgage.

Schedule of convertible debentures

    

    

    

    

Debt

    

Principal

Issuance

Net Cash

Tranche

Closing Date

Amount

Discount

Costs – Cash

Proceeds

Tranche 1

October 27, 2020

$

1,500,000

$

(75,000)

$

(155,555)

$

1,269,445

Tranche 2

December 22, 2020

 

2,000,000

(100,000)

(207,407)

1,692,593

Tranche 3

January 5, 2021

 

1,500,000

 

(75,000)

 

(155,555)

1,269,445

Total

 

  

$

5,000,000

$

(250,000)

$

(518,517)

$

4,231,483

Schedule of interest expense, including amortization of capitalized issuance costs and payments received from the Company's interest rate protection transactions for the Hampton Inn Property and Clemson Best Western Property

For the three months ended June 30, 2022

(unaudited)

    

    

Amortization

    

    

Mortgage

of discounts and

Other

Interest

capitalized

interest

Expense

issuance costs

expense

Total

Franklin Square mortgage

$

127,542

    

$

7,093

    

$

    

$

134,635

Hanover Square mortgage

 

106,564

 

3,222

 

 

109,786

Hampton Inn mortgage

 

 

 

 

Ashley Plaza mortgage

 

104,793

 

4,357

 

 

109,150

Clemson Best Western mortgage

 

140,071

 

 

180

 

140,251

Brookfield Center mortgage

 

46,548

 

2,837

 

 

49,385

Lancer Center mortgage

51,433

4,772

56,205

Greenbrier Business Center mortgage

36,459

462

36,921

Parkway Center mortgage

38,092

2,756

40,848

Wells Fargo Mortgage Facility

41,871

41,871

Amortization and preferred stock dividends on mandatorily redeemable preferred stock

55,104

100,000

155,104

Total interest expense

$

693,373

$

80,603

$

100,180

$

874,156

For the three months ended June 30, 2021

(unaudited)

    

    

Amortization

    

    

Mortgage

of discounts and

Other

Interest

capitalized

interest

Expense

issuance costs

expense

Total

Franklin Square mortgage

$

169,594

    

$

2,322

    

$

    

$

171,916

Hanover Square mortgage

 

109,233

 

3,223

 

 

112,456

Hampton Inn mortgage

 

170,878

 

 

4,511

 

175,389

Ashley Plaza mortgage

 

106,771

 

4,357

 

 

111,128

Clemson Best Western mortgage

 

140,071

 

 

3,914

 

143,985

Brookfield Center mortgage

 

47,396

 

2,838

 

 

50,234

Lancer Center mortgage

34,534

3,658

38,192

Amortization and preferred stock dividends on mandatorily redeemable preferred stock

50,530

100,000

150,530

Amortization and interest on convertible debentures

263,163

6,267

269,430

Other interest

 

 

 

1,036

 

1,036

Total interest expense

$

778,477

$

330,091

$

115,728

$

1,224,296

 

For the six months ended June 30, 2022

 

(unaudited)

 

    

Amortization

    

    

 

Mortgage

of discounts and

Other

 

Interest

capitalized

interest

 

Expense

issuance costs

expense

Total

Franklin Square mortgage

$

253,682

    

$

14,186

    

$

    

$

267,868

Hanover Square mortgage

 

211,418

 

6,445

 

 

217,863

Hampton Inn mortgage

 

 

 

 

Ashley Plaza mortgage

 

208,940

 

8,715

 

 

217,655

Clemson Best Western mortgage

 

278,602

 

 

566

 

279,168

Brookfield Center mortgage

 

92,802

 

5,675

 

 

98,477

Lancer Center mortgage

115,179

11,928

127,107

Greenbrier Business Center mortgage

81,409

1,155

82,564

Parkway Center mortgage

68,467

5,513

73,980

Wells Fargo Mortgage Facility

41,871

41,871

Amortization and preferred stock dividends on mandatorily redeemable preferred stock

109,027

200,000

309,027

Total interest expense

$

1,352,370

$

162,644

$

200,566

$

1,715,580

 

For the six months ended June 30, 2021

(unaudited)

 

    

Amortization

    

    

 

Mortgage

of discounts and

Other

 

Interest

capitalized

interest

 

Expense

issuance costs

expense

Total

Franklin Square mortgage

$

337,325

    

$

4,644

    

$

    

$

341,969

Hanover Square mortgage

 

220,065

 

6,457

 

 

226,522

Hampton Inn mortgage

 

339,878

 

9,000

 

8,889

 

357,767

Ashley Plaza mortgage

 

212,857

 

8,716

 

 

221,573

Clemson Best Western mortgage

 

278,602

 

22,437

 

5,490

 

306,529

Brookfield Center mortgage

 

94,480

 

5,676

 

 

100,156

Lancer Center mortgage

34,534

3,658

38,192

Amortization and preferred stock dividends on mandatorily redeemable preferred stock

99,979

200,000

299,979

Amortization and interest on convertible debentures

1,718,487

42,486

1,760,973

Other interest

 

 

 

4,768

 

4,768

Total interest expense

$

1,517,741

$

1,879,054

$

261,633

$

3,658,428

Schedule of interest accrued and accumulated amortization of capitalized issuance costs

As of June 30, 2022

(unaudited)

As of December 31, 2021

    

    

Accumulated

    

     

Accumulated

amortization of

amortization

capitalized

Accrued

of capitalized

Accrued interest

issuance costs

interest

issuance costs

Franklin Square mortgage

$

42,046

$

16,550

$

$

2,364

Hanover Square mortgage

 

35,443

 

53,435

 

38,287

 

46,990

Ashley Plaza mortgage

 

34,493

 

49,394

 

 

40,679

Clemson Best Western mortgage

 

46,177

 

134,622

 

47,716

 

134,622

Brookfield Center mortgage

 

15,321

 

31,217

 

15,979

 

25,542

Lancer Center mortgage

22,042

17,971

Greenbrier Business Center mortgage

15,482

924

Parkway Center mortgage

13,891

7,351

9,966

1,838

Amortization and accrued preferred stock dividends (1) on mandatorily redeemable preferred stock

70,004

475,785

70,004

366,758

Total

$

257,375

$

768,354

$

219,476

$

637,688

(1)

Recorded as accrued interest under accounts payable and accrued liabilities on the Company’s condensed consolidated balance sheets as of June 30, 2022 and December 31, 2021, respectively.

Schedule of principal repayments on indebtedness

Mortgages

Payable Associated

Mortgages

With Assets

Payable

Held for Sale

Total

For the remaining six months ending December 31, 2022

    

$

530,942

     

$

7,750,000

    

$

8,280,942

2023

 

1,100,621

1,100,621

2024

 

1,141,026

1,141,026

2025

 

1,428,252

1,428,252

2026

 

1,487,310

1,487,310

Thereafter

 

56,902,612

56,902,612

Total principal payments and debt maturities

62,590,763

7,750,000

70,340,763

Less unamortized issuance costs

 

(779,571)

(134,632)

(914,203)

Net principal payments and debt maturities

$

61,811,192

$

7,615,368

$

69,426,560