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Note 8 - Commitments and Contingencies
12 Months Ended
Dec. 31, 2019
Commitments And Contingencies Disclosure [Abstract]  
Commitments and Contingencies

Note 8 - Commitments and Contingencies

Commitments

As detailed in Note 1 under the heading “—Merger with MedAmerica Properties Inc.” there are six Mergers that have not been completed. The Company will issue an aggregate of 10,400,779 shares of common stock and 573,529 OP units as consideration for the additional Mergers. Until the closing of the remaining Mergers, the Company will continue to manage these six properties and earn management fees.

Leases

At the inception of a lease and over its term, the Company evaluates each lease to determine the proper lease classification. Certain of these leases provide the Company with the contractual right to use and economically benefit from all of the space specified in the lease. Therefore, the Company has determined that they should be evaluated as lease arrangements. As of December 31, 2019, the Company was obligated under operating lease agreements consisting primarily of the Company’s office leases, equipment leases and a ground lease related to a parcel of land adjacent to one of the Company’s properties, which expires in 2035. The Company’s ground lease rent is approximately $8,000 annually and is included in property-related expenses. The majority of the Company’s office leases contain provisions for specified annual increases over the rents of the prior year and are computed based on a specified annual increase over the prior year’s rent, generally between 3.0% and 4.0%. The Company’s office leases have initial terms ranging from 3 to 7 years.

In accordance with the adoption of the new lease accounting standard (see Note 2 “—Recent Accounting Pronouncements”) the Company recorded right-of-use assets (included in Other assets, net on the consolidated balance sheet) and related lease liabilities (included in Accounts payable and accrued expenses on the consolidated balance sheet) for these leases as of January 1, 2019. As of December 31, 2019, the Company’s weighted average remaining lease term is approximately 4.4 years and the weighted average discount rate used to calculate the Company’s lease liability is approximately 6.3%. The Company has not recognized a right-of-use asset and lease liability for leases with terms of 12 months or less and without an option to purchase the underlying asset.   

In calculating the right-of-use assets and related lease liabilities, the Company’s lease payments are typically discounted at its incremental borrowing rate because the interest rate implicit in the lease cannot be readily determined in the absence of key inputs which are typically not reported by our lessors. Judgment was used to estimate the secured borrowing rate associated with our leases and reflects the lease term specific to each lease.

The Company remeasures its lease liabilities monthly at the present value of the future lease payments using the discount rate determined at lease commencement.   Rent expense relating to the operating leases, including straight-line rent, was approximately $0.4 million for each of the years ended December 31, 2019 and 2018 and is recorded in general and administrative in our statements of operations.

The Company’s future minimum lease payments for its operating leases as of December 31, 2019 under ASC 842 were as follows (dollars in thousands):

For the year ending:

 

 

 

 

2020

 

$

418

 

2021

 

 

399

 

2022

 

 

368

 

2023

 

 

311

 

2024

 

 

9

 

Thereafter

 

 

86

 

Total undiscounted future minimum lease payments

 

 

1,591

 

Discount

 

 

(209

)

Operating lease liabilities

 

$

1,382

 

The Company’s future minimum lease payments for its operating leases as of December 31, 2018 under ASC 840 were as follows (dollars in thousands):

For the year ending:

 

 

 

 

2019

 

$

440

 

2020

 

 

410

 

2021

 

 

391

 

2022

 

 

360

 

2023

 

 

303

 

Thereafter

 

 

1

 

Total

 

$

1,905

 

Contingencies

From time to time, the Company or its properties may be subject to claims and suits in the ordinary course of business. The Company’s lessees and borrowers have indemnified, and are obligated to continue to indemnify, the Company against all liabilities arising from the operations of the properties and are further obligated to indemnify it against environmental or title problems affecting the real estate underlying such facilities. The Company is not aware of any pending or threatened litigation that, if resolved against the Company, would have a material adverse effect on its consolidated financial condition, results of operations or cash flows.