Note 4 - Real Estate

12 Months Ended

Dec. 31, 2019

Note 4 – Real Estate

2019 Real Estate Acquisitions

As a result of the completion of the Initial Mergers on December 27, 2019 and a subsequent Merger on December 31, 2019 described in detail in Note 1 under the heading “—Merger with MedAmerica Properties Inc.”, the Company acquired ten retail shopping centers. Total consideration to acquire the properties was approximately $130.8 million, which includes approximately $4.2 million of transaction costs that were capitalized since these transactions were accounted for as asset acquisitions. The following table provides additional information regarding the total consideration for the properties (dollars in thousands).

Cash paid to prior owners	$	910
Value of common shares issued		57,645
Value of OP Units issued		6,135
Prior owner debt and preferred equity paid off at closing		64,945
Transaction costs		4,216
Cash acquired in acquisitions		(3,081	)
Total Cost of Acquisitions	$	130,770

The following table reflects the relative fair value of assets acquired and liabilities assumed related to the ten properties acquired by the Company on December 27, 2019 and December 31, 2019 (dollars in thousands).

Land	$	34,350
Building		103,238
Building and site improvements		15,734
Intangible lease assets		20,222
Total real estate assets acquired		173,544
Other assets		2,725
Total assets acquired		176,269
Accounts payable and accrued expenses		(6,814	)
Intangible lease liabilities		(3,451	)
Deferred tax liabilities		(16,985	)
Assumed mortgage and other indebtedness		(18,249	)
Total liabilities assumed		(45,499	)
Assets acquired net of liabilities assumed	$	130,770

2020 Real Estate Acquisitions

On July 2, 2020, the Company completed the Merger to acquire Lamar Station Plaza East. Total consideration for the property was approximately $4.3 million, which included the issuance of 884,143 common shares, the payment of approximately $0.2 million in cash to the prior investors and the assumption of $2.5 million in debt. Additionally, on July 2, 2020, the Company entered into a loan modification agreement, which increased the maximum principal amount available under the assumed loan agreement to $4.1 million. Additional discussion of this loan modification agreement is included in Note 7 under the heading “—2020 Forbearance Agreements and Debt Amendments”.

On January 10, 2020, the Company completed the acquisition of the fee-simple interest in the land that the Cromwell Field Shopping Center is located on under a leasehold interest for approximately $2.2 million. Upon acquisition of the land, the Company leases the land to the owner of the Cromwell Field Shopping Center pursuant to a ground lease. Once the Company completes the Merger to acquire the Cromwell Field Shopping Center leasehold interest, the ground lease will be terminated. The Company has a mortgage on the land of approximately $1.4 million.