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Note 3 - Real Estate
12 Months Ended
Dec. 31, 2023
Real Estate [Abstract]  
Real Estate

Note 3 – Real Estate

2023 Disposal of Real Estate

On June 30, 2023, the Company completed the sale of the Spotswood Valley Square Shopping Center for a sales price of $23.0 million in cash and recognized a net gain of $11.6 million in its consolidated statements of operations. The Company used $11.8 million of the proceeds to repay the mortgage loan secured by the Spotswood Valley Square Shopping Center, $2.3 million to redeem the Lamont Street Preferred Interest (as defined below) and $0.6 million to pay transaction costs.

On July 20, 2023, the Company completed the sale of Dekalb Plaza for a sales price of $23.1 million in cash and recognized a net loss of $0.1 million in its consolidated statements of operations. The Company used $17.4 million of the proceeds to paydown a portion

of the Basis Term Loan and $0.7 million to pay transaction costs. The Company recognized approximately $2.4 million of impairment expenses on assets held for sale for the year ended December 31, 2023 in its consolidated statements of operations.

2022 Real Estate Acquisitions

On November 23, 2022, the Company completed the acquisition of the mixed-use property known as Midtown Row. As consideration for Midtown Row, the Company paid $118.7 million in cash and the Operating Partnership issued 448,180 Common OP units and 1,842,917 Preferred OP units. The cash portion of the purchase price was funded with proceeds generated from a $76.0 million mortgage loan secured by the property, a $15.0 million mezzanine loan and $28.4 million from the Fortress Preferred Equity Investment (as defined below). The Company incurred approximately $1.4 million of transaction costs that were capitalized since the transaction was accounted for as an asset acquisition.

In addition, on November 23, 2022, the Company completed the Merger to acquire Lamar Station Plaza West. Total consideration for the property included the issuance of 573,529 Common OP units and the repayment of approximately $7.8 million bonds and loans held by Lamont Street Partners, LLC (“Lamont Street”). In connection with the Merger, the Company incurred approximately $0.3 million of transaction costs that were capitalized since the transaction was accounted for as an asset acquisition. The Company also assumed the $15.5 million mortgage loan secured by the property and issued Lamont Street warrants to purchase 500,000 shares of the Company's common stock.

The following table provides additional information regarding total consideration for the properties acquired during 2022.

(in thousands)

 

 

 

Cash paid to prior owners using Preferred Equity Investment

 

$

28,426

 

Cash paid to prior owners

 

 

450

 

Fair value of Common OP units issued

 

 

807

 

Fair value of Preferred OP units issued

 

 

4,220

 

Fair value of warrants issued

 

 

391

 

Prior owner debt paid off at closing using Preferred Equity Investment

 

 

7,759

 

Cash paid to prior owners using net proceeds from mortgage and mezzanine debt

 

 

89,750

 

Transaction costs

 

 

1,750

 

Cash acquired in acquisition

 

 

(943

)

Total Cost of Acquisition

 

$

132,610

 

The following table reflects the relative fair value of assets acquired and liabilities assumed related to the properties acquired during 2022.

(in thousands)

 

 

 

Land

 

$

16,734

 

Building

 

 

116,908

 

Building and site improvements

 

 

6,459

 

Intangible lease assets

 

 

5,939

 

Furniture and equipment

 

 

1,681

 

Total real estate assets acquired

 

 

147,721

 

Other assets

 

 

3,645

 

Total assets acquired

 

 

151,366

 

Accounts payable and accrued liabilities

 

 

(3,077

)

Intangible lease liabilities

 

 

(213

)

Assumed mortgage indebtedness

 

 

(15,466

)

Total liabilities assumed

 

 

(18,756

)

Assets acquired net of liabilities assumed

 

$

132,610

 

On February 8, 2022, the Company entered into a purchase and sale agreement (the “Initial Colfax Agreement”) to acquire a parcel for a purchase price of $2.5 million in cash. On July 1, 2022, the Initial Colfax Agreement automatically terminated in accordance with its terms as a result of the closing not occurring by June 30, 2022. In connection with the termination of the Initial Colfax Agreement, the Company forfeited its $0.3 million deposit. During the year ended December 31, 2022, the Company recognized approximately $0.3 million of real estate related acquisition costs within general and administrative in its consolidated statements of operations related to the forfeiture of the deposit.

On September 29, 2022, the Company entered into a second purchase and sale agreement (the “Second Colfax Agreement”) to acquire the above land parcel for $2.3 million in cash (the “Colfax Parcel Acquisition”). Pursuant to the Second Colfax Agreement, the Company made a deposit of $0.1 million in October 2022. On November 23, 2022, the Company completed the Colfax Parcel Acquisition and recorded approximately $0.1 million of transaction costs that were capitalized since the transaction was accounted for as an asset acquisition.