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Note 1 - Nature of Operations
9 Months Ended
Sep. 30, 2019
Notes to Financial Statements  
Nature of Operations [Text Block]
Note
1.
Nature of Operations
 
MedAmerica Properties Inc. (the “Company” or “MedAmerica”) was originally organized under the laws of the Commonwealth of Massachusetts in
1985,
under the name VMS Hotel Investment Trust, for the purpose of investing in mortgage loans. The Company was subsequently reorganized as a Delaware corporation in
1987
and changed its name to B.H.I.T. Inc. In
2010,
the Company changed its name from B.H.I.T. Inc. to Banyan Rail Services Inc. From
2009
to
2012,
the Company experienced severe losses from an operating subsidiary in the rail services sector. In
2016,
after exploring various industries and researching numerous companies, the board of directors elected to pursue investing in commercial real estate. In
2018,
the Company began negotiating a transaction with a sponsor of real estate properties located in the United States. The Company entered into a letter of intent with the sponsor in
September 2018,
which was amended in
November 2018
and
April 2019.
 
On
May 28, 2019,
the Company and certain of its newly formed subsidiaries described further below entered into
19
separate agreements and plans of merger (collectively, the “Merger Agreements” and the “Transaction”) with each of Broad Street Realty, LLC (the “BSR”), Broad Street Ventures, LLC (“BSV”) and each of BSV Avondale LLC, BSV Colonial Investors LLC, BSV Coral Hills Investors LLC, BSV Crestview Square LLC, BSV Cromwell Parent LLC, BSV Cypress Point Investors LLC, BSV Dekalb LLC, BSV Greenwood Investors LLC, BSV Highlandtown Investors LLC, BSV Hollinswood LLC, BSV Lamont Investors LLC, BSV Lamonticello Investors LLC, BSV LSP East Investors LLC, BSV Patrick Street Member LLC, BSV Premier Brookhill LLC, BSV Spotswood Investors LLC and BSV West Broad Investors LLC (collectively, the “Broad Street Entities”). Pursuant to the Merger Agreements, in a series of
19
mergers, BSR, BSV and each Broad Street Entity will merge with and into a subsidiary of the Company (the “Merger Subs”) with BSR, BSV and each Broad Street Entity surviving (collectively, the “Mergers”). MedAmerica following the completion of the Mergers is referred to herein as the “Combined Company.” Pursuant to the Merger Agreements, the name of the Combined Company will be changed to “Broad Street Realty, Inc.” prior to the closing of the Mergers.
 
On
April 9, 2019,
our board of directors approved a proposed amendment to our bylaws to remove Section
2.2
of our bylaws, which prohibited the Company from compensating our directors (the “bylaw amendment”) and recommended to our stockholders adoption of the bylaw amendment and ratification of past compensation paid by MedAmerica to our directors (the “board compensation”). Delaware law permits the holders of a majority of our outstanding shares to approve the bylaw amendment and ratify the board compensation by written consent without holding a meeting. The amendment to the By-laws became effective
May 17, 2019. 
This amendment had
no
impact on previously reported results of operations.