Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Mar. 28, 2023 | Jun. 30, 2022 | |
Document Information Line Items | |||
Entity Registrant Name | MANUFACTURED HOUSING PROPERTIES INC. | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Common Stock, Shares Outstanding | 12,493,012 | ||
Entity Public Float | $ 512,415 | ||
Amendment Flag | false | ||
Entity Central Index Key | 0001277998 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Document Period End Date | Dec. 31, 2022 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity File Number | 000-51229 | ||
Entity Incorporation, State or Country Code | NV | ||
Entity Tax Identification Number | 51-0482104 | ||
Entity Address, Address Line One | 136 Main Street | ||
Entity Address, City or Town | Pineville | ||
Entity Address, State or Province | NC | ||
Entity Address, Postal Zip Code | 28134 | ||
City Area Code | (980) | ||
Local Phone Number | 273-1702 | ||
Title of 12(g) Security | Common Stock | ||
Entity Interactive Data Current | Yes | ||
Auditor Firm ID | 711 | ||
Auditor Name | Friedman llp | ||
Auditor Location | Marlton, New Jersey |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Investment Property | ||
Land | $ 30,263,687 | $ 18,854,760 |
Site and Land Improvements | 44,035,649 | 35,133,079 |
Buildings and Improvements | 23,229,657 | 14,666,296 |
Construction in Process | 2,541,376 | 3,030,456 |
Total Investment Property | 100,070,369 | 71,684,591 |
Accumulated Depreciation | (8,225,976) | (4,832,300) |
Net Investment Property | 91,844,393 | 66,852,291 |
Cash and Cash Equivalents | 5,090,369 | 1,401,134 |
Restricted Cash | 5,315,246 | 705,195 |
Accounts Receivable | 368,081 | 175,955 |
Other Assets | 975,064 | 913,205 |
Total Assets | 103,593,153 | 70,047,780 |
Liabilities | ||
Accounts Payable | 755,124 | 477,484 |
Notes Payable, net of $3,666,214 and $2,064,294 debt discount, respectively | 75,883,866 | 48,891,483 |
Line of Credit – Variable Interest Entity, net of $160,372 and $151,749 debt discount, respectively | 6,208,947 | 6,200,607 |
Line of Credit – Related Party | 2,000,000 | 150,000 |
Note Payable – Related Party | 1,500,000 | |
Accrued Liabilities including amounts due to related parties of $1,154,166 and $250,000, respectively | 2,054,438 | 1,235,001 |
Tenant Security Deposits | 879,676 | 705,195 |
Series C Redeemable Preferred Stock, par value $0.01 per share; 47,000 shares authorized; 21,584 and 5,734 shares issued and outstanding; redemption value $21,584,002 and $5,734,400 as of December 31, 2022 and 2021, respectively | 20,177,187 | 5,214,370 |
Total Liabilities | 107,959,238 | 64,374,140 |
Commitments and Contingencies (See note 6) | ||
Redeemable Preferred Stock – subject to redemption | ||
Series A Cumulative Redeemable Convertible Preferred Stock, par value $0.01 per share; 4,000,000 shares authorized; 1,826,000 and 1,886,000 shares issued and outstanding; redemption value $6,847,500 and $7,072,500 as of December 31, 2022 and 2021, respectively | 6,107,916 | 5,841,771 |
Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share; 1,000,000 shares authorized; 747,951 and 758,551 shares issued and outstanding; redemption value $11,219,265 and $11,378,265 as of December 31, 2022 and 2021, respectively | 9,122,218 | 8,518,594 |
Deficit | ||
Common Stock, par value $0.01 per share; 200,000,000 shares authorized; 12,493,012 and 12,403,680 shares are issued and outstanding as of December 31, 2022 and 2021, respectively | 124,930 | 124,037 |
Additional Paid in Capital | (5,428,984) | (3,160,712) |
Accumulated Deficit | (12,521,376) | (4,672,537) |
Total Manufactured Housing Properties Inc. Deficit | (17,825,430) | (7,709,212) |
Non-controlling interest in Variable Interest Entities | (1,770,789) | (977,513) |
Total Deficit | (19,596,219) | (8,686,725) |
TOTAL LIABILITIES AND DEFICIT | $ 103,593,153 | $ 70,047,780 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Notes Payable, net (in Dollars) | $ 3,666,214 | $ 2,064,294 |
Variable Interest Entity, net (in Dollars) | 160,372 | 151,749 |
Accrued Liabilities (in Dollars) | $ 1,154,166 | $ 250,000 |
Common stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized | 200,000,000 | 200,000,000 |
Common stock, issued | 12,493,012 | 12,403,680 |
Common stock, outstanding | 12,493,012 | 12,403,680 |
Series C Redeemable Preferred Stock | ||
Redeemable Preferred Stock par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Redeemable Preferred Stock authorized | 47,000 | 47,000 |
Redeemable Preferred Stock issued | 21,584 | 5,734 |
Redeemable Preferred Stock outstanding | 21,584 | 5,734 |
Redeemable preferred stock, redemption value (in Dollars) | $ 21,584,002 | $ 5,734,400 |
Series A Cumulative Redeemable Convertible Preferred Stock | ||
Preferred stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized | 4,000,000 | 4,000,000 |
Preferred stock, issued | 1,826,000 | 1,886,000 |
Preferred stock, outstanding | 1,826,000 | 1,886,000 |
Preferred stock, redemption value (in Dollars) | $ 6,847,500 | $ 7,072,500 |
Series B Cumulative Redeemable Preferred Stock | ||
Preferred stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized | 1,000,000 | 1,000,000 |
Preferred stock, issued | 747,951 | 758,551 |
Preferred stock, outstanding | 747,951 | 758,551 |
Preferred stock, redemption value (in Dollars) | $ 11,219,265 | $ 11,378,265 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue | ||
Rental and related income | $ 13,994,175 | $ 8,328,294 |
Gross revenue from home sales | 208,098 | 87,744 |
Total revenues | 14,202,273 | 8,416,038 |
Community operating expenses | ||
Repair and maintenance | 1,107,449 | 529,899 |
Real estate taxes | 783,049 | 463,148 |
Utilities | 1,025,028 | 691,830 |
Insurance | 326,840 | 125,159 |
General and administrative expense | 1,952,308 | 821,234 |
Total community operating expenses | 5,194,674 | 2,631,270 |
Corporate payroll and overhead | 5,053,771 | 3,013,810 |
Depreciation expense | 3,441,413 | 2,060,882 |
Interest expense | 5,525,839 | 2,243,876 |
Refinancing costs | 3,620,422 | 110,691 |
Cost of home sales | 269,572 | 53,761 |
Total expenses | 23,105,691 | 10,114,290 |
Other income | 500 | 139,300 |
Gain on sale of community | 102,665 | |
Net loss before provision for income taxes | (8,800,253) | (1,558,952) |
Provision for income taxes | ||
Net loss | (8,800,253) | (1,558,952) |
Net loss attributable to non-controlling interest variable interest entities | (952,588) | (460,609) |
Net loss attributable to Manufactured Housing Properties Inc. | (7,847,665) | (1,098,343) |
Preferred stock dividends and put option value accretion | ||
Series A preferred dividends | 376,078 | 384,864 |
Series A preferred put option value accretion | 469,743 | 472,271 |
Series B preferred dividends | 605,019 | 579,303 |
Series B preferred put option value accretion | 709,584 | 739,034 |
Total preferred stock dividends and put option value accretion | 2,160,424 | 2,175,472 |
Net loss attributable to common stockholders | $ (10,008,089) | $ (3,273,815) |
Weighted average shares – basic and fully diluted (in Shares) | 12,798,852 | 13,058,917 |
Net loss per share – basic and fully diluted (in Dollars per share) | $ (0.78) | $ (0.25) |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parentheticals) - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | ||
Weighted average shares - basic and fully diluted (in Shares) | 12,798,852 | 13,058,917 |
Net loss per share – basic and fully diluted (in Dollars per share) | $ (0.78) | $ (0.25) |
Consolidated Statement of Chang
Consolidated Statement of Changes in Deficit Equity - USD ($) | COMMON STOCK | ADDITIONAL PAID IN CAPITAL | ACCUMULATED DEFICIT | TOTAL MANUFACTURED HOUSING PROPERTIES INC. | NON CONTROLLING INTEREST | Total |
Balance at Dec. 31, 2020 | $ 124,016 | $ (1,052,611) | $ (3,574,194) | $ (4,502,789) | $ (419,275) | $ (4,922,064) |
Balance (in Shares) at Dec. 31, 2020 | 12,398,580 | |||||
Stock option expense | 66,015 | 66,015 | 66,015 | |||
Preferred shares Series A dividends | (384,864) | (384,864) | (384,864) | |||
Preferred shares Series A put option value accretion | (472,271) | (472,271) | (472,271) | |||
Preferred shares Series B dividends | (579,303) | (579,303) | (579,303) | |||
Preferred shares Series B put option value accretion | (739,034) | (739,034) | (739,034) | |||
Common Stock issuance to preferred share holders | $ 21 | 1,356 | 1,377 | 1,377 | ||
Common Stock issuance to preferred share holders (in Shares) | 5,100 | |||||
Contributions to VIE | 12,371 | 12,371 | ||||
Distributions from VIE | (110,000) | (110,000) | ||||
Net Income (Loss) | (1,098,343) | (1,098,343) | (460,609) | (1,558,952) | ||
Balance at Dec. 31, 2021 | $ 124,037 | (3,160,712) | (4,672,537) | (7,709,212) | (977,513) | (8,686,725) |
Balance (in Shares) at Dec. 31, 2021 | 12,403,680 | |||||
Stock option expense | 170,290 | 170,290 | 170,290 | |||
Common Stock issued through stock options | $ 893 | 893 | 893 | |||
Common Stock issued through stock options (in Shares) | 89,332 | |||||
Preferred shares Series A dividends | (376,078) | (376,078) | (376,078) | |||
Preferred shares Series A put option value accretion | (469,743) | (469,743) | (469,743) | |||
Preferred shares Series B dividends | (605,019) | (605,019) | (605,019) | |||
Preferred shares Series B put option value accretion | (709,584) | (709,584) | (709,584) | |||
Distributions from VIE | (120,000) | (120,000) | ||||
Intercompany Transfer of Homes – Deemed Dividend | (278,138) | (278,138) | 278,138 | |||
Joint Ventures Adjustment | (1,174) | (1,174) | 1,174 | |||
Net Income (Loss) | (7,847,665) | (7,847,665) | (952,588) | (8,800,253) | ||
Balance at Dec. 31, 2022 | $ 124,930 | $ (5,428,984) | $ (12,521,376) | $ (17,825,430) | $ (1,770,789) | $ (19,596,219) |
Balance (in Shares) at Dec. 31, 2022 | 12,493,012 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (8,800,253) | $ (1,558,952) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Gain on sale of community | (102,665) | |
Stock option expense | 170,290 | 66,015 |
Amortization of debt discount | 669,931 | 230,173 |
Write off debt issuance costs recorded as debt discount | 2,219,591 | 135,339 |
Write off acquisition and development pursuit costs | 117,599 | |
Prepayment penalty upon debt extinguishment | 1,400,831 | |
Gain on debt extinguishment | (139,300) | |
Loss on sale of homes | 61,474 | 39,313 |
Depreciation | 3,441,413 | 2,060,882 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (192,126) | (129,003) |
Other assets | 458,364 | 118,309 |
Accounts payable | 256,040 | 241,869 |
Tenant security deposits | 174,481 | 366,043 |
Accrued liabilities | 65,237 | 747,559 |
Net Cash Provided by (Used in) Operating Activities | (59,793) | 2,178,247 |
Cash Flows from Investing Activities: | ||
Capital improvements | (2,289,095) | (2,026,414) |
Proceeds from sales of homes | 208,098 | 87,744 |
Purchases of investment properties | (7,856,769) | (6,617,000) |
Payment of pursuit costs | (343,678) | |
Payment of acquisition costs | (615,823) | (481,781) |
Net Cash Used in Investing Activities | (10,897,267) | (9,037,451) |
Cash Flows from Financing Activities: | ||
Proceeds from related party debt | 4,700,000 | 1,650,000 |
Repayment of related party debt | (4,350,000) | |
Proceeds from refinanced notes payable and lines of credit | 67,086,313 | 6,746,731 |
Repayment of notes payable upon refinance | (52,774,771) | (4,309,272) |
Repayment of lines of credit upon refinance - VIEs | (3,085,607) | (1,676,634) |
Repayment of notes payable | (518,622) | (599,896) |
Proceeds from lines of credit – VIEs | 1,000,000 | |
Repayment of lines of credit – VIEs | (203,919) | (55,965) |
Proceeds from exercise of options | 893 | |
Proceeds from issuance of preferred stock | 15,849,602 | 6,821,884 |
Payment of debt and Series C Preferred Stock costs recorded as debt discount | (4,615,257) | (1,526,376) |
Prepayment penalty upon debt extinguishment | (1,400,831) | |
Redemption of Preferred Stock | (309,558) | (12,000) |
Fees paid in advance for debt | (25,000) | |
Series A and Series B Preferred share dividends | (976,897) | (964,167) |
Contribution to VIE | 12,371 | |
Distributions from VIE | (120,000) | (110,000) |
Net Cash Provided by Financing Activities | 19,256,346 | 6,976,676 |
Net change in cash, cash equivalents and restricted cash | 8,299,286 | 117,472 |
Cash, cash equivalents and restricted cash at beginning of the year | 2,106,329 | 1,988,857 |
Cash, cash equivalents and restricted cash at end of the year | 10,405,615 | 2,106,329 |
Cash, cash equivalents and restricted cash consist of the following: | ||
Cash and cash equivalents | 5,090,369 | 1,401,134 |
Restricted cash | 5,315,246 | 705,195 |
Total | 10,405,615 | 2,106,329 |
Cash and cash equivalents | 1,401,134 | 1,649,705 |
Restricted cash | 705,195 | 339,152 |
Total | 2,106,329 | 1,988,857 |
Cash paid for: | ||
Income taxes | ||
Interest | $ 3,710,600 | $ 2,184,891 |
Series C Preferred share dividends (in Shares) | 764,456 | 49,292 |
Non-Cash Investing and Financing Activities | ||
Notes and lines of credit related to acquisitions and capital improvements | $ 18,088,735 | $ 22,449,312 |
Non-cash Series A and B Preferred Stock accretion | 1,179,327 | 1,211,305 |
Debt issuance costs included in accounts payable and accrued liabilities | 1,021,660 | 250,000 |
Stock issued in connection with Series B Preferred Stock issuance | 1,377 | |
Proceeds from sale of community in receivables | $ 250,000 |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Organization | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION | NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION Organization Manufactured Housing Properties Inc. (the “Company”) is a Nevada corporation whose principal activities are to acquire, own, and operate manufactured housing communities. Basis of Presentation The Company prepares its consolidated financial statements under the accrual basis of accounting, in conformity with accounting principles generally accepted in the United States of America (“GAAP”). Principles of Consolidation The consolidated financial statements include the accounts of the Company, entities controlled by the Company through its direct or indirect ownership of a majority interest, and any other entities in which the Company has a controlling financial interest. The Company consolidates variable interest entities (“VIEs”) where the Company is the primary beneficiary. The primary beneficiary of a VIE is the party that has both the power to direct the activities that most significantly impact the VIE’s economic performance, and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. The Company’s formation of all subsidiaries and VIE’s date of consolidation are as follows: Name of Subsidiary State of Formation Date of Formation Ownership Pecan Grove MHP LLC North Carolina October 12, 2016 100% Azalea MHP LLC North Carolina October 25, 2017 100% Holly Faye MHP LLC North Carolina October 25, 2017 100% Chatham Pines MHP LLC North Carolina October 31, 2017 100% Maple Hills MHP LLC North Carolina October 31, 2017 100% Lakeview MHP LLC South Carolina November 1, 2017 100% MHP Pursuits LLC North Carolina January 31, 2019 100% Mobile Home Rentals LLC North Carolina September 30, 2016 100% Hunt Club MHP LLC South Carolina March 8, 2019 100% B&D MHP LLC South Carolina April 4, 2019 100% Crestview MHP LLC North Carolina June 28, 2019 100% Springlake MHP LLC Georgia October 10, 2019 100% ARC MHP LLC South Carolina November 13, 2019 100% Countryside MHP LLC South Carolina March 12, 2020 100% Evergreen MHP LLC Tennessee March 17, 2020 100% Golden Isles MHP LLC Georgia March 16, 2021 100% Anderson MHP LLC South Carolina June 2, 2021 100% Capital View MHP LLC South Carolina August 6, 2021 100% Hidden Oaks MHP LLC South Carolina August 6, 2021 100% North Raleigh MHP LLC North Carolina September 16, 2021 100% Carolinas 4 MHP LLC North Carolina November 30, 2021 100% Charlotte 3 Park MHP LLC North Carolina December 10, 2021 100% Sunnyland MHP LLC Georgia January 7, 2022 100% Warrenville MHP LLC South Carolina February 15, 2022 100% Solid Rock MHP LLC South Carolina June 6, 2022 100% Spaulding MHP LLC Georgia June 10, 2022 100% Raeford MHP Development LLC North Carolina June 20, 2022 100% Solid Rock MHP Homes LLC South Carolina June 22, 2022 100% Name of Subsidiary State of Formation Date of Formation Ownership Country Estates MHP LLC* North Carolina July 6, 2022 100% Statesville MHP LLC North Carolina July 6, 2022 100% Timberview MHP LLC North Carolina July 7, 2022 100% Red Fox MHP LLC North Carolina July 7, 2022 100% Northview MHP LLC North Carolina July 8, 2022 100% Meadowbrook MHP LLC South Carolina July 25, 2022 100% Sunnyland 2 MHP LLC Georgia July 27, 2022 100% Dalton 3 MHP LLC* Georgia August 8, 2022 100% MHP Home Holdings LLC North Carolina August 17, 2022 100% Glynn Acres MHP LLC Georgia September 9, 2022 100% Wake Forest 2 MHP LLC North Carolina October 27, 2022 100% MACRAL Properties LLC North Carolina November 14, 2022** 100% Ron-Ran Enterprises LLC North Carolina November 14, 2022** 100% Country Aire MHP LLC* South Carolina December 1, 2022 100% Mobile Cottage MHP LLC North Carolina December 7, 2022 100% Merritt Place MHP LLC* Georgia December 6, 2022 100% MHR Home Development LLC* Delaware January 19, 2023 100% Gvest Finance LLC North Carolina December 11, 2018 VIE Gvest Homes I LLC Delaware November 9, 2020 VIE Brainerd Place LLC Delaware February 24, 2021 VIE Bull Creek LLC Delaware April 13, 2021 VIE Gvest Anderson Homes LLC Delaware June 22, 2021 VIE Gvest Capital View Homes LLC Delaware August 6, 2021 VIE Gvest Hidden Oaks Homes LLC Delaware August 6, 2021 VIE Gvest Springlake Homes LLC Delaware September 24, 2021 VIE Gvest Carolinas 4 Homes LLC Delaware November 13, 2021 VIE Gvest Sunnyland Homes LLC Delaware January 6, 2022 VIE Gvest Warrenville Homes LLC Delaware February 14, 2022 VIE Gvest Wake Forest 2 Homes LLC North Carolina October 27, 2022 VIE * During the year ended December 31, 2022, there was no activity in Country Estates LLC, Dalton 3 MHP LLC, Country Aire MHP LLC, Merritt Place MHP LLC, and MHR Home Development LLC. ** Date LLC interest was acquired. All intercompany transactions and balances have been eliminated in consolidation. The Company does not have a majority or minority interest in any other company, either consolidated or unconsolidated. Revenue Recognition Rental and related income is generated from lease agreements for our manufactured housing sites and homes. The lease component of these agreements is accounted for under Topic 842 of the Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC, for leases. Under ASC 842, the Company must assess on an individual lease basis whether it is probable that we will collect the future lease payments. The Company considers the tenant’s payment history and current credit status when assessing collectability. When collectability is not deemed probable, the Company will write-off the tenant’s receivables, including straight-line rent receivable, and limit lease income to cash received. The Company’s revenues primarily consist of rental revenues and other rental related fee income. The Company has the following revenue sources and revenue recognition policies: ● Rental revenues include revenues from the leasing of land lot or a combination of both, the mobile home and land at our properties to tenants. ● Revenues from the leasing of land lot or a combination of both, the mobile home and land at the Company’s properties to tenants include (i) lease components, including land lot or a combination of both, the mobile home and land, and (ii) reimbursement of utilities and account for the components as a single lease component in accordance with ASC 842. ● Revenues derived from fixed lease payments are recognized on a straight-line basis over the non-cancelable period of the lease. The Company commences rental revenue recognition when the underlying asset is available for use by the lessee. Revenue derived from the reimbursement of utilities are generally recognized in the same period as the related expenses are incurred. The majority of the Company’s leases are month-to-month. Revenue from sales of manufactured homes is recognized in accordance with the core principle of ASC 606, at the time of closing when control of the home transfers to the customer. After closing of the sale transaction, the Company generally has no remaining performance obligation. Accounts Receivable Accounts receivable consist primarily of amounts currently due from residents. Accounts receivables are reported in the balance sheet at outstanding principal adjusted for any charge-offs and the allowance for losses. The Company records an allowance for bad debt when receivables are over 90 days old. Variable Interest Entities In December 2020, the Company entered into a property management agreement with Gvest Finance LLC, a company owned and controlled by the Company’s parent company, Gvest Real Estate Capital LLC, an entity whose sole owner is Raymond M. Gee, the Company’s chairman and chief executive officer, and has subsequently entered into property management agreements with Gvest Homes I LLC, Gvest Anderson Homes LLC, Gvest Capital View Homes LLC, Gvest Hidden Oaks Homes LLC, Gvest Springlake Homes LLC, Gvest Carolinas 4 Homes LLC, Gvest Sunnyland Homes LLC, Gvest Warrenville Homes LLC and Gvest Wake Forest 2 Homes LLC, which are all wholly owned subsidiaries of Gvest Finance LLC. Under the property management agreements, the Company manages the homes owned by the VIEs and the VIEs remit to the Company all income, less any sums paid out for operational expenses and debt service but retain 5% of the debt service payment as a reserve. Additionally, during 2021, the Company formed two entities, Brainerd Place LLC and Bull Creek LLC, for the purpose of exploring opportunities to develop mobile home communities. The Company owns 49% of these entities and Gvest Real Estate LLC, an entity whose sole owner is Raymond M. Gee, owns 51%. The Company also executed operating agreements with these entities which designate Gvest Capital Management LLC, a company owned and controlled by Gvest Real Estate Capital LLC, as manager with the authority, power, and discretion to manage and control the entities’ business decisions. The operating agreements require the Company to make cash contributions to the entities to fund their activities, operations, and existence, if the Company approves the contribution requests from the manager, which ultimately provides the Company with power to direct the economically significant activities of these entities. A company with interests in a VIE must consolidate the entity if the company is deemed to be the primary beneficiary of the VIE; that is, if it has both (1) the power to direct the economically significant activities of the entity and (2) the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE. Such a determination requires management to evaluate circumstances and relationships that may be difficult to understand and to make a significant judgment, and to repeat the evaluation at each subsequent reporting date. Primarily due to the Company’s common ownership by Mr. Gee, its power to direct the activities of these entities that most significantly impact their economic performance, and the fact that the Company has the obligation to absorb losses or the right to receive benefits from these entities that could potentially be significant to these entities, the entities listed above are considered to be VIEs in accordance with applicable GAAP. Net Income (Loss) Per Share Basic net income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding, including vested stock options during the period. Diluted net income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding plus the weighted average number of net shares that would be issued upon exercise of stock options pursuant to the treasury stock method. For the year ended December 31, 2022, the potentially dilutive penny options for the purchase of 358,843 shares of Common Stock were included in basic loss per share. Other securities outstanding as of December 31, 2022 not included in dilutive loss per share, as the effect would be anti-dilutive, were 179,999 unvested stock options and 1,826,000 shares of Series A Cumulative Redeemable Convertible Preferred Stock, which are convertible into Common Stock for a total of 1,826,000 shares. For the year ended December 31, 2021, the potentially dilutive penny options for the purchase of 656,175 shares of Common Stock were included in basic loss per share. Other securities outstanding as of December 31, 2021 not included in dilutive loss per share, as the effect would be anti-dilutive, were 50,000 unvested stock options and 1,886,000 shares of Series A Cumulative Redeemable Convertible Preferred Stock, which are convertible into Common Stock for a total of 1,886,000 shares. Use of Estimates The presentation of financial statements in conformity with GAAP requires management to make estimates and assumptions that effect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results could differ from those estimates. Leases Rental revenue is generated from lease agreements with tenants for lease of sites and manufactured homes where the Company is the lessor. These terms of these leases are generally annual or month-to-month and are renewable upon the consent of both parties and contain no option to purchase the underlying assets. Therefore, these leases between the Company and its residents are accounted for as operating leases in accordance with ASC 842. As discussed in Note 8, the Company is the lessee in a lease agreement for its corporate office space with a related party entity owned and controlled by Raymond M. Gee, the Company’s CEO and chairman. The lease term is month-to-month, the lease is terminable by either party if written, thirty-day notice is given, and the lease contains no option to purchase the facility. This lease is accounted for as an operating lease. Pursuant to ASC 842-20-25-2, the Company elected the short-term lease measurement exception whereby lease expense is recognized on a straight-line basis over the term of the lease with no right-of-use asset or lease liability recognized on the consolidated balance sheet. Acquisitions The Company accounts for acquisitions as asset acquisitions in accordance with ASC 805, “Business Combinations,” and allocates the purchase price of the property based upon the fair value of the assets acquired, which generally consist of land, site and land improvements, buildings and improvements and rental homes. The Company allocates the purchase price of an acquired property generally determined by a third-party purchase price allocation report based on appraisals and obtained in conjunction with the purchase. Debt Issuance Costs. Costs incurred in connection with obtaining financing are deferred and amortized on a straight-line basis over the term of the related obligation with the amortization included as a component of interest expense in the statement of operations. The unamortized balance of the debt issuance costs is presented in the consolidated balance sheet as direct reduction from the carrying amount of the debt. Upon prepayment, refinance, or substantial modification of a debt obligation, the related unamortized costs are written off to expense. Investment Property and Depreciation Investment real property and equipment are carried at cost. Depreciation of buildings, improvements to sites and buildings, rental homes, equipment, and vehicles is computed principally on the straight-line method over the estimated useful lives of the assets (ranging from 3 to 25 years). Maintenance and repairs are charged to expense as incurred and improvements are capitalized. Management uses its professional judgement to determine whether such costs meet the criteria for capitalization or must be expensed as incurred. The costs and related accumulated depreciation of property sold or otherwise disposed of are removed from the financial statement and any gain or loss is reflected in the current period’s results of operations. For development and expansion projects, the Company capitalizes direct project costs, such as construction, architectural and legal fees, as well as indirect project costs such as interest. Land development costs are not depreciated until they are put in use, at which time they are capitalized as land improvements. Impairment Policy The Company applies FASB ASC 360-10, “Property, Plant & Equipment,” to measure impairment in real estate investments. Rental properties are individually evaluated for impairment when conditions exist which may indicate that it is probable that the sum of expected future cash flows (on an undiscounted basis without interest) from a rental property is less than the carrying value under its historical net cost basis. These expected future cash flows consider factors such as future operating income, trends and prospects as well as the effects of leasing demand, competition and other factors. Upon determination that a permanent impairment has occurred, rental properties are reduced to their fair value. For properties to be disposed of, an impairment loss is recognized when the fair value of the property, less the estimated cost to sell, is less than the carrying amount of the property measured at the time there is a commitment to sell the property and/or it is actively being marketed for sale. A property to be disposed of is reported at the lower of its carrying amount or its estimated fair value, less its cost to sell. After the date we determine that a property is held for disposition, depreciation expense is not recorded. There was no impairment during the years ended December 31, 2022 and 2021. Cash, Cash Equivalents, and Restricted Cash The Company considers all highly liquid financial instruments purchased with an original maturity of three months or less to be cash equivalents. As of December 31, 2022, the restricted cash balance of $5,315,246 was comprised of $879,676 of cash reserved for tenant security deposits and lender escrows for capital improvements, insurance, and real estate taxes in the amount of $4,435,570. As of December 31, 2021, restricted cash consisted of $705,195 related to cash reserved for tenant security deposits. The Company maintains cash balances at banks and deposits at times may exceed federally insured limits. Management believes that the financial institutions that hold the Company’s cash are financially secure and although the Company bears risk to amounts in excess of FDIC insured limits, it does not anticipate any losses. As of December 31, 2022 and 2021, the Company had approximately $4,006,000 and $763,000 above the FDIC-insured limit, respectively. Liquidity The consolidated financial statements have been prepared in conformity with GAAP, which contemplate continuation of the Company as a going concern. The Company has incurred net losses each year since inception and has experienced slightly negative cash flows from operations during the year ended December 31, 2022. The portfolio refinance with KeyBank discussed in Note 5 drove the large net loss for the year ended December 31, 2022, which is a non-recurring cost going forward. Additionally, the Company is in an acquisitive, growth stage whereby it has more than doubled the number of home sites in its portfolio of manufactured housing communities over the past two years. The Company acquires communities and invests in physical improvements, implements operational efficiencies to cut costs, works to improve occupancy and collections, and increases rents based on each respective market all to stabilize the acquired communities to their full potential. The Company increased the number of home sites in its portfolio by 27% over the twelve months ended December 31, 2022, which are still stabilizing. The Company has incurred additional corporate payroll and overhead and interest expense in order to accomplish such growth which has driven losses and used operating cash flow. The Company’s principal demands for cash are operating and administrative expenses, dividends on preferred stock, debt service payments, capital expenditures to improve properties, and community acquisitions. The Company expects to fund its operating cash requirements over the next year through a combination of cash on hand, net cash provided by its property operations, and if necessary, borrowings from related party lines of credit available for working capital or other cash flow needs. Additionally, proceeds from the KeyBank portfolio refinance were used to pay off debt attached to a significant percentage of Company owned manufactured homes which are now unencumbered and can be sold to generate liquidity, if needed. The Company’s continued growth depends on the availability of suitable properties which meet the Company’s investment criteria and appropriate financing, which includes its ability to raise capital. There is no guarantee that any of these additional opportunities will materialize or that the Company will be able to take advantage of such opportunities. There can be no assurance that financing will be available in amounts or terms acceptable to the Company, if at all. Proceeds from issuance of Series C Preferred Stock and cash held in escrow with lenders will fund the Company’s capital improvement projects and acquisitions. To the extent that funds or appropriate communities are not available, fewer acquisitions and capital improvements will be made. Stock Based Compensation All stock based payments to employees, nonemployee consultants, and to nonemployee directors for their services as directors, including any grants of restricted stock and stock options, are measured at fair value on the grant date and recognized in the statements of operations as compensation or other expense over the relevant service period in accordance with FASB ASC Topic 718. Stock based payments to nonemployees are recognized as an expense over the period of performance. Such payments are measured at fair value at the earlier of the date a performance commitment is reached, or the date performance is completed. In addition, for awards that vest immediately and are nonforfeitable the measurement date is the date the award is issued. The Company recorded stock option expense of $170,290 and $66,015 during the years ended December 31, 2022 and 2021, respectively. Fair Value of Financial Instruments The Company follows paragraph 825-10-50-10 of the FASB ASC for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB ASC to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in GAAP and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. Most of the Company’s financial assets do not have a quoted market value. Therefore, estimates of fair value are necessarily based on a number of significant assumptions (many of which involve events outside the control of management). Such assumptions include assessments of current economic conditions, perceived risks associated with these financial instruments and their counterparties, future expected loss experience and other factors. Given the uncertainties surrounding these assumptions, the reported fair values represent estimates only and, therefore, cannot be compared to the historical accounting model. Use of different assumptions or methodologies is likely to result in significantly different fair value estimates. The fair value of cash and cash equivalents, accounts receivables, and accounts payable approximates their current carrying amounts since all such items are short-term in nature. The fair value of variable and fixed rate mortgages payable and lines of credit approximate their current carrying amounts on the balance sheet since such amounts payable are at approximately a weighted average current market rate of interest. Income Taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, the Company determines deferred tax assets and liabilities based on the differences between the financial statement and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company recognizes deferred tax assets to the extent that the Company believes that these assets are more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines that it would be able to realize its deferred tax assets in the future in excess of their net recorded amount, the Company would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company recognizes interest and penalties, if any, with income tax expense in the accompanying consolidated statement of operations. As of December 31, 2022, and December 31, 2021, there were no such accrued interest or penalties. Reclassifications Certain amounts in the prior period presentation have been reclassified to conform with the current presentation. For the year ended December 31, 2021, the Company reclassed $705,195 cash reserved for tenant security deposits to separately present as restricted cash on the consolidated balance sheet. On the Form 10-K as filed, the Company presented the net gain from sale of homes in property sales revenue on the consolidated statement of operations. For the year ended December 31, 2021 within this report, the Company reclassed $53,761 cost of home sales to a separate expense line item on the consolidated statement of operations and gross proceeds from home sales is presented in revenue. For the year ended December 31, 2021, the Company reclassed $87,744 from loss on home sales in within the net cash provided by operating activities section to proceeds from sale of homes within the net cash used in investing activities section of the consolidated statement of cash flows. For the year ended December 31, 2021, the Company also reclassified several line items within the net cash provided by financing activities section of the consolidated statement of cash flows to separately show refinancing activity from regular debt service payments. Recent Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” ASU 2016-13 requires that entities use a new forward looking “expected loss” model that generally will result in the earlier recognition of allowance for credit losses. The measurement of expected credit losses is based upon historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. ASU No. 2016-13 is effective for annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2022. The Company is currently evaluating the potential impact this standard may have on the consolidated financial statements. Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying consolidated financial statements. Impact of Coronavirus Pandemic In December 2019, a novel strain of coronavirus was reported to have surfaced in Wuhan, China. On March 11, 2020, the World Health Organization declared the outbreak a pandemic, and on March 13, 2020, the United States declared a national emergency. Some states and cities, including some where the Company’s properties are located, reacted by instituting quarantines, restrictions on travel, “stay at home” rules and restrictions on the types of businesses that may continue to operate, as well as guidance in response to the pandemic and the need to contain it. The rules and restrictions put in place had a negative impact on the economy and business activity and may adversely impact the ability of the Company’s tenants, many of whom may be restricted in their ability to work, to pay their rent as and when due. Enforcing the Company’s rights as landlord against tenants who fail to pay rent or otherwise do not comply with the terms of their leases may not be possible as many jurisdictions, including those where are properties are located, have established rules and/or regulations preventing us from evicting tenants for certain periods in response to the pandemic. If the Company is unable to enforce its rights as landlords, our business would be materially affected. The extent to which the pandemic may impact the Company’s results will depend on future developments, which are highly uncertain and cannot be predicted as of the date of this report, including new information that may emerge concerning the severity of the pandemic and steps taken to contain the pandemic or treat its impact, among others. Nevertheless, the pandemic and the current financial, economic, and capital markets environment present material uncertainty and risk with respect to the Company’s performance, financial condition, results of operations and cash flows. |
Variable Interest Entities
Variable Interest Entities | 12 Months Ended |
Dec. 31, 2022 | |
Variable Interest Entities [Abstract] | |
VARIABLE INTEREST ENTITIES | NOTE 2 – VARIABLE INTEREST ENTITIES During the year ended December 31, 2022, Gvest Finance LLC formed three wholly owned subsidiaries, Gvest Sunnyland Homes LLC, Gvest Warrenville Homes LLC and Gvest Wake Forest 2 Homes LLC, all of which are considered VIEs. The Company consolidates the accounts of Gvest Finance LLC, Gvest Homes I LLC, Gvest Anderson Homes LLC, Gvest Capital View Homes LLC, Gvest Hidden Oaks Homes LLC, Gvest Springlake Homes LLC, Gvest Carolinas 4 Homes LLC, Brainerd Place LLC, and Bull Creek LLC, Gvest Sunnyland Homes LLC, Gvest Warrenville Homes LLC, and Gvest Wake Forest 2 Homes LLC, and will continue to do so until they are no longer considered VIEs. During the year ended December 31, 2022, the Company refinanced most of its debt and used the refinance proceeds to pay off loans totaling $4,664,384 for which homes owned by Gvest Anderson Homes LLC, Gvest Capital View Homes LLC, Gvest Hidden Oaks Homes LLC, Gvest Carolinas 4 Homes LLC and Gvest Sunnyland Homes LLC were collateral. Homes in these communities were transferred to the Company’s wholly owned subsidiary, MHP Home Holdings LLC, in exchange for the debt paid off on behalf of these VIE entities owned by Gvest Finance LLC and intercompany debt forgiven totaling $460,226. This change in ownership of the homes is reflected in the current period’s balance sheet and the difference between the debt paid off and forgiven and the cost basis of the assets exchanged is reflected as an adjustment to additional paid in capital of $278,138 on the statement of changes in deficit which is eliminated in consolidation. Furthermore, the Company used refinance proceeds to pay off loans held by Gvest Finance LLC and Gvest Springlake Homes LLC which financed homes in the Springlake and Countryside communities. An intercompany loan of $2,893,981 is included in accrued liabilities and eliminated in consolidation equal to the Countryside and Springlake debt and refinance costs paid by the Company on the VIEs’ behalf that have not yet been repaid as of the date of this report. See Note 5 for more information about the refinance. Included in the consolidated results of operations for the year ended December 31, 2022 and 2021 were a net loss of $952,588 and $460,609, respectively, after deducting an additional management fee equal to cash flow after debt service per the management agreement of $349,417 and $579,703, respectively. The consolidated balance sheets as of December 31, 2022 and 2021 included the following amounts related to the consolidated VIEs. 2022 2021 Assets Investment Property $ 14,688,424 $ 14,144,268 Accumulated Depreciation (997,240 ) (597,650 ) Net Investment Property 13,691,184 13,546,618 Cash and Cash Equivalents 40,080 98,900 Accounts Receivable 60,538 60,506 Other Assets 194,871 158,920 Total Assets $ 13,986,673 $ 13,864,944 Liabilities and Deficit Accounts Payable $ 206,882 $ 169,298 Notes Payable, net of $45,790 and $0 debt discount, respectively 3,035,455 6,793,319 Line of Credit, net of $160,372 and $151,749 debt discount, respectively 6,208,947 6,200,607 Accrued Liabilities (1) 6,306,178 1,679,233 Tenant Security Deposits - - Total Liabilities 15,757,462 14,842,457 Non-Controlling interest (1,770,789 ) (977,513 ) Total Non-controlling interest in variable interest entity equity (1,770,789 ) (977,513 ) (1) Included in other liabilities is an intercompany balance of $6,232,561 and $1,515,715 as of December 31, 2022 and 2021, respectively. The intercompany balances have been eliminated on the consolidated balance sheet. |
Investment Property
Investment Property | 12 Months Ended |
Dec. 31, 2022 | |
Investment Property [Abstract] | |
INVESTMENT PROPERTY | NOTE 3 – INVESTMENT PROPERTY The following table summarizes the Company’s property and equipment balances that are generally used to depreciate the assets on a straight-line basis: 2022 2021 Investment Property Land $ 30,263,687 $ 18,854,760 Site and Land Improvements 44,035,649 35,133,079 Buildings and Improvements 23,229,657 14,666,296 Construction in Process 2,541,376 3,030,456 Total Investment Property 100,070,369 71,684,591 Accumulated Depreciation (8,225,976 ) (4,832,300 ) Net Investment Property $ 91,844,393 66,852,291 Depreciation expense for the years ended December 31, 2022 and 2021 was $3,441,413 and $2,060,882, respectively. During the year ended December 31, 2022, Gvest Finance LLC, the Company’s VIE, purchased 25 new manufactured homes for approximately $1,300,000 for use in the Golden Isles, Springlake, Sunnyland, and Crestview communities. The majority of these recently purchased homes along with several new homes purchased during 2021 are not yet occupiable and still in the set-up phase as of December 31, 2022 and are included in Construction in Process on the balance sheet as of that date. During the year ended December 31, 2021, Gvest Finance LLC acquired 34 new manufactured homes for approximately $1,900,000 including set up costs for use in the Springlake community and 14 new manufactured homes for approximately $860,000 including set up costs for use in the Golden Isles community that were not yet occupiable and were still in the set-up phase as of December 31, 2021 and were included in Construction in Process on the balance sheet as of that date. |
Acquisitions and Dispositions
Acquisitions and Dispositions | 12 Months Ended |
Dec. 31, 2022 | |
Acquisitions and Disposals [Abstract] | |
ACQUISITIONS AND DISPOSITIONS | NOTE 4 – ACQUISITIONS AND DISPOSITIONS During the year ended December 31, 2022, the Company acquired 13 communities and two large parcels of undeveloped land. These were acquisitions from third parties and have been accounted for as asset acquisitions. On January 31, 2022, the Company purchased a manufactured housing community located in Byron, Georgia consisting of 73 sites on approximately 18.57 acres and an adjacent parcel of 15.09 acres of undeveloped land for a total purchase price of $2,200,000. Sunnyland MHP LLC purchased the land and land improvements and the Company’s VIE, Gvest Sunnyland Homes LLC, purchased the homes. On March 31, 2022, the Company purchased two manufactured housing communities located in Warrenville, South Carolina consisting of 85 sites on approximately 45 acres for a total purchase price of $3,050,000. Warrenville MHP LLC purchased the land and land improvements and the Company’s VIE, Gvest Warrenville Homes LLC, purchased the homes. On June 17, 2022, the Company purchased a manufactured housing community located in Brunswick, Georgia consisting of 72 sites on approximately 17 acres for a total purchase price of $2,000,000. Spaulding MHP LLC purchased the land, land improvements, and homes. On June 28, 2022, the Company, through its wholly owned subsidiary Raeford MHP Development LLC, purchased 62 acres of undeveloped land zoned for approximately 200 mobile home lots in Raeford, North Carolina, a town in the Fayetteville Metropolitan Statistical Area for a total purchase price of $650,000. On July 7, 2022, the Company purchased a manufactured housing community located in Leesville, North Carolina consisting of 39 sites on approximately 11 acres for a total purchase price of $1,700,000. Solid Rock MHP LLC purchased the land and land improvements, and Solid Rock MHP Homes LLC purchased homes. On July 29, 2022, the Company purchased a manufactured housing community located in Clyde, North Carolina consisting of 51 sites on approximately 9 acres for a total purchase price of $3,044,769. Red Fox MHP LLC purchased the land, land improvements, and homes. On September 14, 2022, the Company purchased three manufactured housing communities located in Statesville, Thomasville, and Trinity, North Carolina consisting of 122 sites on approximately 75 acres for a total purchase price of $5,350,000. Statesville MHP LLC, Northview MHP LLC, and Timberview MHP LLC purchased the land and land improvements, and MHP Home Holdings LLC purchased the homes. On October 7, 2022, the Company purchased a manufactured housing community located in Brunswick, Georgia consisting of 21 sites on approximately 2.9 acres for a total purchase price of $1,125,000. Glynn Acres MHP LLC purchased the land, land improvements, and homes. On November 14, 2022, the Company purchased 100% membership interests in two LLCs which owned two manufactured housing communities located in Wake Forest, North Carolina, a part of the Raleigh metropolitan area, consisting of 72 sites on approximately 43 acres for a total purchase price of $4,500,000. Wake Forest 2 MHP LLC purchased the LLC membership interests which included the assets that make up the Cooley’s and Country Road communities. On the same day, Gvest Wake Forest 2 Homes LLC purchased the homes. On December 20, 2022, the Company purchased a manufactured housing community located in Morganton, North Carolina consisting of 23 sites on approximately 13 acres for a total purchase price of $650,000 that is in close proximity to another community in our portfolio. Mobile Cottage MHP LLC purchased the land, land improvements, and homes. During the year ended December 31, 2021, the Company acquired 24 manufactured housing communities as detailed below and accounted for all as asset acquisitions. Acquisition Date Name (number of communities, if multiple) Land Improvements Building Total Purchase January 2022 Sunnyland MHP $ 672,400 $ 891,580 $ - $ 1,563,980 January 2022 Sunnyland Gvest - - 636,020 636,020 March 2022 Warrenville MHP (2) 975,397 853,473 - 1,828,870 March 2022 Warrenville Gvest - - 1,221,130 1,221,130 June 2022 Spaulding MHP 1,217,635 304,409 477,956 2,000,000 June 2022 Raeford MHP Parcel 650,000 - - 650,000 July 2022 Solid Rock MHP 1,001,966 206,928 491,106 1,700,000 July 2022 Red Fox MHP 1,622,748 840,560 581,461 3,044,769 September 2022 Statesville MHP 1,078,015 1,100,473 120,729 2,299,217 September 2022 Northview MHP 505,319 247,045 116,979 869,343 September 2022 Timberview MHP 1,010,639 1,021,868 148,933 2,181,440 October 2022 Glynn Acres MHP 451,375 294,375 379,250 1,125,000 November 2022 Cooley’s MHP 863,806 1,359,737 - 2,223,543 November 2022 Cooley’s Gvest - - 276,457 276,457 November 2022 Country Road MHP 814,755 760,345 - 1,575,100 November 2022 Country Road Gvest - - 424,900 424,900 December 2022 Mobile Cottage MHP 204,062 269,410 176,528 650,000 Total Purchase Price $ 11,068,117 $ 8,150,203 $ 5,051,449 $ 24,269,769 Acquisition Costs 348,755 149,701 92,902 591,358 Total Investment Property $ 11,416,872 $ 8,299,904 $ 5,144,351 $ 24,861,127 Acquisition Date Name (number of communities, if multiple) Land Improvements Building Total Purchase March 2021 Golden Isles MHP $ 1,050,000 $ 487,500 $ - $ 1,537,500 March 2021 Golden Isles Gvest - - 787,500 787,500 July 2021 Anderson MHP (10) 2,310,000 763,417 (a) 120,390 3,193,807 July 2021 Anderson Gvest - - 2,006,193 2,006,193 September 2021 Capital View MHP 350,000 757,064 - 1,107,064 September 2021 Capital View Gvest - - 342,936 342,936 September 2021 Hidden Oaks MHP 290,000 843,440 - 1,133,440 September 2021 Hidden Oaks Gvest - - 416,560 416,560 October 2021 North Raleigh MHP (5) 1,613,828 4,505,268 1,330,904 7,450,000 December 2021 Dixie MHP 59,133 658,351 32,516 750,000 December 2021 Driftwood MHP 53,453 352,163 19,384 425,000 December 2021 Meadowbrook MHP 410,421 781,379 133,200 1,325,000 December 2021 Asheboro MHP (2) 723,778 1,411,726 - 2,135,504 December 2021 Asheboro Gvest - - 614,496 614,496 December 2021 Morganton MHP 223,542 1,846,024 - 2,069,566 December 2021 Morganton Gvest - - 680,434 680,434 Total Purchase Price $ 7,084,155 $ 12,406,332 $ 6,484,513 $ 25,975,000 Acquisition Costs - 474,568 7,213 481,781 Total Investment Property $ 7,084,155 $ 12,880,900 $ 6,491,726 $ 26,456,781 (a) Anderson MHP LLC also purchased vehicles and equipment totaling $156,465 which is included in the improvements column above. During the year ended December 31, 2022, the Company sold the Chambert Forest community within the Anderson portfolio consisting of 11 lots and homes for a contract price of $250,000. This disposition resulted in a gain of $102,665, which is reflected in gain on sale of property on the consolidated statement of operations. The Company entered into various purchase agreements during and after the year ended December 31, 2022 totaling an aggregate purchase price commitment of $12,700,000 inclusive of probable and non-probable acquisitions that have not yet closed as of the date of this filing. See Note 10 for information about acquisitions that occurred subsequent to December 31, 2022. Pro-forma Financial Information (unaudited) The following unaudited pro-forma information presents the combined results of operations for the years ended December 31, 2022 and 2021 as if the 2022, 2021, and 2023 acquisitions of manufactured housing communities listed above had occurred on January 1, 2021. The Company acquired two communities in 2023 which are disclosed in Note 10. The following pro-forma information is based on seller provided historical financial information and estimates of in-place rents and expenses as of the time of each acquisition combined with the Company’s projected debt service and depreciation expenses. This pro-forma does not include any projected rent increases. Unaudited For the Years Ended 2022 2021 Total revenue $ 16,396,569 $ 15,064,806 Total community operating expenses 5,879,048 5,184,272 Corporate payroll and overhead 5,053,771 3,013,810 Depreciation expense 4,020,903 3,971,688 Interest expense 6,723,915 4,700,371 Refinance costs 3,620,422 110,691 Cost of home sales 269,572 53,761 Other income 500 139,300 Gain on sale of community 102,665 - Net loss $ (9,067,897 ) $ (1,830,487 ) Net loss attributable to non-controlling interest (991,834 ) (690,393 ) Net loss attributable to Manufactured Housing Properties, Inc. (8,076,063 ) (1,140,094 ) Preferred stock dividends / accretion 2,160,424 2,175,472 Net loss $ (10,236,487 ) $ (3,315,566 ) Net loss per share $ (0.80 ) $ (0.25 ) |
Promissory Notes and Lines of C
Promissory Notes and Lines of Credit | 12 Months Ended |
Dec. 31, 2022 | |
Promissory Notes [Abstract] | |
PROMISSORY NOTES AND LINES OF CREDIT | NOTE 5 – PROMISSORY NOTES AND LINES OF CREDIT Promissory Notes The Company has issued promissory notes payable to lenders related to the acquisition of its manufactured housing communities. The interest rates on outstanding promissory notes range from 4% to 7.39% with 5 to 30 years principal amortization. The promissory notes are secured by the real estate assets and 31 notes totaling $75,583,029 are guaranteed by Raymond M. Gee, the Company’s chairman and chief executive officer. On September 1, 2022, the Company, through its wholly owned subsidiaries, entered into 23 loan agreements with KeyBank National Association (“KeyBank”) and Fannie Mae for a total principal balance of $62,000,000. The loan proceeds were primarily used to pay off third party notes and line of credit with various other lenders totaling approximately $54,000,000, promissory note issued to Metrolina Loan Holdings, LLC for $1,500,000 and a revolving promissory Note issued to Gvest Real Estates Capital LLC for $2,000,000. KeyBank withheld approximately $4,000,000 in escrow for planned capital projects to improve the financed communities which is included in restricted cash. The Company recognized refinancing expense of $3,604,672 in connection with the debt we extinguished including write-off of net unamortized debt issuance costs totaling $2,203,841, prepayment penalties of $1,385,596, and other fees of $15,234. The new loans with KeyBank are interest-only at 4.87% for the first 60 months of the term with principal and interest payments continuing thereafter until maturity on September 1, 2032. The Company may prepay the notes in part or in full subject to prepayment penalties if repaid before May 31, 2032, and without penalty if repaid on or subsequent to that date. The loans are secured by the real estate, which predominately excludes mobile homes, and are guaranteed by the Company and Raymond M. Gee. The Company capitalized $2,842,213 of debt issuance costs in connection with this refinancing including a $1,000,000 accrued guaranty fee owed to Raymond M. Gee to be paid at a later date. As of December 31, 2022 and 2021, the outstanding balance on all third-party promissory notes was $79,550,080 and $50,955,777, respectively. The following are the terms of these notes: Maturity Interest Interest Balance Balance Pecan Grove MHP LLC 02/22/29 5.250 % - $ - $ 2,969,250 Pecan Grove MHP LLC - KeyBank* 09/01/32 4.870 % 60 4,489,000 - Azalea MHP LLC 03/01/29 5.400 % - 790,481 Azalea MHP LLC - KeyBank* 09/01/32 4.870 % 60 1,830,000 - Holly Faye MHP LLC 03/01/29 5.400 % - 579,825 Holly Faye MHP LLC - KeyBank* 09/01/32 4.870 % 60 1,608,000 - Chatham MHP LLC 04/01/24 5.875 % - 1,698,800 Chatham MHP LLC - KeyBank* 09/01/32 4.870 % 60 2,263,000 - Lakeview MHP LLC 03/01/29 5.400 % - 1,805,569 Lakeview MHP LLC - KeyBank* 09/01/32 4.870 % 60 3,229,000 - B&D MHP LLC 05/02/29 5.500 % - 1,779,439 B&D MHP LLC - KeyBank* 09/01/32 4.870 % 60 2,887,000 - Hunt Club MHP LLC 01/01/33 3.430 % - 2,398,689 Hunt Club MHP LLC - KeyBank* 09/01/32 4.870 % 60 2,756,000 - Crestview MHP LLC 12/31/30 3.250 % - 4,682,508 Crestview MHP LLC - KeyBank* 09/01/32 4.870 % 60 4,625,000 - Maple Hills MHP LLC 12/01/30 3.250 % - 2,341,254 Maple Hills MHP LLC - KeyBank* 09/01/32 4.870 % 60 2,570,000 - Springlake MHP LLC* 12/10/26 4.750 % 12 4,016,250 Springlake MHP LLC - KeyBank* 09/01/32 4.870 % 60 6,590,000 - ARC MHP LLC 01/01/30 5.500 % - 3,809,742 ARC MHP LLC - KeyBank* 09/01/32 4.870 % 60 3,687,000 - Countryside MHP LLC 03/20/50 5.500 % 12 1,684,100 Countryside MHP LLC - KeyBank* 09/01/32 4.870 % 60 4,343,000 - Evergreen MHP LLC 04/01/32 3.990 % - 1,115,261 Evergreen MHP LLC - KeyBank* 09/01/32 4.870 % 60 2,604,000 - Golden Isles MHP LLC 03/31/26 4.000 % - 787,500 Golden Isles MHP LLC - KeyBank* 09/01/32 4.870 % 60 1,987,000 - Anderson MHP LLC* 07/10/26 5.210 % 24 2,153,807 Anderson MHP LLC - KeyBank* 09/01/32 4.870 % 60 5,118,000 - Capital View MHP LLC* 09/10/26 5.390 % 24 817,064 Capital View MHP LLC - KeyBank* 09/01/32 4.870 % 60 829,000 - Hidden Oaks MHP LLC* 09/10/26 5.330 % 24 823,440 Hidden Oaks MHP LLC - KeyBank* 09/01/32 4.870 % 60 764,000 - North Raleigh MHP LLC 11/01/26 4.750 % - 5,304,409 North Raleigh MHP LLC - KeyBank* 09/01/32 4.870 % 60 5,279,000 - Charlotte 3 Park MHP LLC (Dixie, Driftwood, Meadowbrook) (1) 03/01/22 5.000 % 2 - 1,500,000 Charlotte 3 Park MHP LLC (Dixie, Driftwood, Meadowbrook) (2) 11/01/28 4.250 % - - - Charlotte 3 Park MHP LLC (Dixie) – KeyBank* 09/01/32 4.870 % 60 485,000 - Charlotte 3 Park MHP LLC (Driftwood) - KeyBank* 09/01/32 4.870 % 60 274,000 - Carolinas 4 MHP LLC (Asheboro, Morganton)* 01/10/27 5.300 % 36 - 3,105,070 Carolinas 4 MHP LLC (Asheboro) - KeyBank* 09/01/32 4.870 % 60 1,374,000 - Maturity Interest Interest Balance Balance Carolinas 4 MHP LLC (Morganton) - KeyBank* 09/01/32 4.870 % 60 1,352,000 - Sunnyland MHP LLC (2) 02/10/27 5.370 % 36 - - Sunnyland MHP LLC - KeyBank* 09/01/32 4.870 % 60 1,057,000 - Warrenville MHP LLC* 03/10/27 5.590 % 36 1,218,870 - Spaulding MHP LLC 07/22/43 WSJ Prime +1 12 1,600,000 - Solid Rock MHP LLC 06/30/32 5.000 % 12 925,000 - Red Fox MHP LLC 08/01/32 5.250 % 24 2,250,000 - Statesville MHP LLC* 09/13/25 SOFR +2.35 % 36 1,519,925 - Timberview MHP LLC* 09/13/25 SOFR +2.35 % 36 1,418,075 - Northview MHP LLC - land (Seller Finance) 09/15/27 6.000 % 60 792,654 - Statesville, Northview, and Timberview MHP LLC - homes (Seller Finance) 09/15/27 6.000 % 60 407,345 - Glynn Acres MHP LLC 11/01/42 6.000 % - 898,052 - Wake Forest MHP LLC (Cooley’s, Country Road)* 12/10/27 7.390 % 36 3,038,914 - Mobile Cottage MHP LLC 12/20/27 5.000 % 30 400,000 - Gvest Finance LLC (B&D homes) 05/01/24 5.000 % - 614,809 657,357 Gvest Finance LLC (Countryside homes) 03/20/50 5.500 % - - 1,287,843 Gvest Finance LLC (Golden Isles homes) 03/31/31 4.000 % 120 684,220 787,500 Gvest Anderson Homes LLC* 07/10/26 5.210 % 24 - 2,006,193 Gvest Capital View Homes LLC* 09/10/26 5.390 % 24 - 342,936 Gvest Hidden Oaks Homes LLC* 09/10/26 5.330 % 24 - 416,560 Gvest Carolinas 4 Homes LLC (Asheboro, Morganton)* 01/10/27 5.300 % 36 - 1,294,930 Gvest Sunnyland Homes LLC (2) 02/10/27 5.370 % 36 - - Gvest Warrenville Homes LLC* 03/10/27 5.590 % 36 1,221,130 - Gvest Wake Forest 2 Homes LLC (Cooley’s, Country Road homes)* 12/10/27 7.390 % 36 561,086 Total Notes Payable 79,550,080 50,955,777 Discount Direct Lender Fees (3,666,214 ) (2,064,294 ) Total Net of Discount 75,883,866 48,891,483 (1) The Company repaid the Charlotte 3 Park MHP LLC note payable of $1,500,000 on March 1, 2022 and recognized refinancing cost expense totaling $15,751. This community was refinanced on April 14, 2022 with a different lender and the Company capitalized $258,023 of debt issuance costs related to the new note. (2) The Company entered into and paid off these promissory notes within the year ended December 31, 2022. * The notes indicated above are subject to certain financial covenants. Lines of Credit – Variable Interest Entities Facility Borrower Community Maturity Interest Maximum Balance Balance Occupied Home Facility (1) Gvest Homes I LLC ARC, Crestview, Maple 01/01/30 8.375% $ 20,000,000 $ 2,424,896 $ 2,517,620 Multi-Community Rental Home Facility Gvest Finance LLC ARC, Golden Isles, Springlake Various (3) Greater of 3.25% or Prime, + 375 bps $ 5,000,000 $ 2,561,380 $ 838,000 Multi-Community Floorplan Home Facility (1)(2) Gvest Finance LLC Golden Isles, Springlake, Sunnyland, Crestview Various (3) LIBOR + 6 – 8% based on days outstanding $ 4,000,000 $ 1,383,043 $ 1,104,255 Springlake Home Facility (2) Gvest Finance LLC Springlake 12/10/26 6.75% $ 3,300,000 $ - $ 1,892,481 Total Lines of Credit - VIEs $ 6,369,319 $ 6,352,356 Discount Direct Lender Fees $ (160,372 ) $ (151,749 ) Total Net of Discount $ 6,208,947 $ 6,200,607 (1) During the year ended December 31, 2022, Gvest Homes I LLC drew down $19,145 related to the Occupied Home Facility and $1,675,735 related to the Multi-Community Floorplan Home Facility and $791,867 was transferred from the Multi-Community Floorplan Home Facility to the Multi-Community Rental Home Facility as the homes became occupied as rental units. Payments on the Multi-Community Floorplan Home Facility advances are interest only until each advance is paid off or transferred to the Multi-Community Rental Home Facility. (2) Payments on the Springlake Home Facility were interest only for the first six months. During the first quarter of 2022, Gvest Finance LLC drew down $596,563 related to the Springlake Home Facility and used the proceeds to pay down the same amount on the Multi-Community Floorplan Home Facility so that all homes at Springlake were financed by one lender. On September 1, 2022, in connection with KeyBank refinancing, the Company repaid the outstanding balance of this facility on behalf of Gvest Finance LLC. During the fourth quarter of 2022, Gvest Finance LLC refinanced many of the Springlake homes adding $1,014,750 to the Muti-Community Rental Home Facility and used the proceeds to repay the Company. (3) The maturity date of the of the Multi-Community Floorplan and Rental Lines of Credit will vary based on each statement of financial transaction, a report identifying the funded homes and the applicable financial terms. The agreements for each of the above line of credit facilities require the maintenance of certain financial ratios or other affirmative and negative covenants. All the above line of credit facilities are guaranteed by Raymond M. Gee. Metrolina Promissory Note On October 22, 2021, the Company issued a promissory note to Metrolina Loan Holdings, LLC (“Metrolina”), a significant stockholder, in the principal amount of $1,500,000. As of December 31, 2021, the balance on this note was $1,500,000. On September 2, 2022, the Company repaid the full outstanding balance of the loan with proceeds from the KeyBank portfolio refinance. The note bore interest at a rate of 18% per annum and was set to mature on April 1, 2023. The note was guaranteed by Raymond M. Gee. During the years ended December 31, 2022 and 2021, interest expense totaled $181,233 and $51,780, respectively. Gvest Revolving Promissory Note On December 27, 2021, the Company issued a revolving promissory note to Gvest Real Estate Capital, LLC, an entity whose sole owner is Raymond M. Gee, pursuant to which the Company may borrow up to $1,500,000 on a revolving basis for working capital or acquisition purposes. As of December 31, 2021, the outstanding balance on this note was $150,000. On September 9, 2022, the Company paid off the full balance with proceeds from the KeyBank portfolio refinance. During the period while the note was outstanding, the maximum credit limit on this note was increased to $2,000,000 and the Company borrowed an aggregate of $2,700,000. This note had a five-year term and was interest-only based on a 15% annual rate through the maturity date and was unsecured. During the years ended December 31, 2022 and 2021, interest expense totaled $87,542 and $21 respectively. NAV Real Estate, LLC Promissory Note On June 29, 2022, the Company issued a revolving promissory note to NAV RE, LLC, an entity whose owners are Adam Martin, the Company’s chief investment officer, and his spouse, pursuant to which the Company may borrow up to $2,000,000 on a revolving basis for working capital or acquisition purposes. On the same date, the Company borrowed $2,000,000. As of December 31, 2022, the outstanding principal balance on this note was $2,000,000. This note has a five-year term and is interest-only based on an 15% annual rate through the maturity date and is unsecured. During the years ended December 31, 2022 and 2021, interest expense totaled $154,167 and $0, respectively. Maturities of Long-Term Obligations for Five Years and Beyond The minimum annual principal payments of notes payable, related party debt, and lines of credit at December 31, 2022 by fiscal year were: 2023 $ 391,877 2024 1,680,934 2025 3,396,663 2026 520,885 2027 10,247,833 Thereafter 71,681,207 Total minimum principal payments $ 87,919,399 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 6 – COMMITMENTS AND CONTINGENCIES From time to time, the Company may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise that may harm its business. The Company is currently not aware of any such legal proceedings or claims that they believe will have, individually or in the aggregate, a material adverse effect on its business, financial condition or operating results. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2022 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 7 – STOCKHOLDERS’ EQUITY Preferred Stock The Company is authorized to issue up to 10,000,000 shares of preferred stock, $0.01 par value. Series A Cumulative Redeemable Convertible Preferred Stock On May 8, 2019, the Company filed a certificate of designation with the Nevada Secretary of State pursuant to which the Company designated 4,000,000 shares of its preferred stock as Series A Cumulative Redeemable Convertible Preferred Stock (the “Series A Preferred Stock”). The Series A Preferred Stock has the following voting powers, designations, preferences and relative rights, qualifications, limitations or restrictions: Ranking pari passu Dividend Rate and Payment Dates Liquidation Preference pari passu Stockholder Optional Conversion Company Call and Stockholder Put Options Voting Rights As of December 31, 2022, there were 1,826,000 outstanding shares of Series A Preferred Stock and the Series A Preferred Stock balance was made up of Series A Preferred Stock totaling $4,565,000 and accretion of put options totaling $1,542,916. As of December 31, 2021, there were 1,886,000 outstanding shares of Series A Preferred Stock and the Series A Preferred Stock balance was made up of Series A Preferred Stock totaling $4,715,000 and accretion of put options totaling $1,126,771. Series B Cumulative Redeemable Preferred Stock On December 2, 2019, the Company filed a certificate of designation with the Nevada Secretary of State pursuant to which the Company designated 1,000,000 shares of its preferred stock as Series B Cumulative Redeemable Preferred Stock (the “Series B Preferred Stock”). The Series B Preferred Stock has the following voting powers, designations, preferences and relative rights, qualifications, limitations or restrictions: Ranking pari passu Dividend Rate and Payment Dates Liquidation Preference pari passu Company Call and Stockholder Put Options Voting Rights No Conversion Right On November 1, 2019, the Company launched an offering under Regulation A of Section 3(6) of the Securities Act of 1933, as, amended (the “Securities Act”), for Tier 2 offerings, pursuant to which the Company offered up to 1,000,000 shares of Series B Preferred Stock at an offering price of $10.00 per share, for a maximum offering amount of $10,000,000. In addition, the Company offered bonus shares to early investors in this offering, whereby the first 400 investors received, in addition to Series B Preferred Stock, 100 shares of Common Stock, regardless of the amount invested, for a total of 40,000 shares of Common Stock. During the year ended 2021, the Company sold an aggregate of 117,297 shares of Series B Preferred Stock for total gross proceeds of $1,172,970. After deducting a placement fee and other expenses, the Company received net proceeds of $1,087,485. This offering terminated on March 30, 2021. As of December 31, 2022, there were 747,951 shares of Series B Preferred Stock issued and outstanding and the Series B Preferred Stock balance was made up of Series B Preferred Stock, net of commissions, totaling $7,079,716 and accretion of put options totaling $2,042,502. As of December 31, 2021, there were 758,551 shares of Series B Preferred Stock issued and outstanding and the Series B Preferred Stock balance was made up of Series B Preferred Stock, net of commissions, totaling $7,185,716 and accretion of put options totaling $1,332,878. Series C Preferred Stock On May 24, 2021, the Company filed an amended and restated certificate of designation with the Nevada Secretary of State pursuant to which the Company designated 47,000 shares of its preferred stock as Series C Cumulative Redeemable Preferred Stock (the “Series C Preferred Stock”). The Series C Preferred Stock has the following voting powers, designations, preferences and relative rights, qualifications, limitations or restrictions: Ranking pari passu Stated Value Dividend Rate and Payment Dates Liquidation Preference pari passu Redemption Request at the Option of a Holder ● 11% if the redemption is requested on or before the first anniversary of the original issuance of such shares; ● 8% if the redemption is requested after the first anniversary and on or before the second anniversary of the original issuance of such shares; ● 5% if the redemption is requested after the second anniversary and on or before the third anniversary of the original issuance of such shares; and ● after the third anniversary of the date of original issuance of shares to be redeemed, no redemption fee shall be subtracted from the redemption price. Optional Redemption by the Company provided, th Mandatory Redemption by the Company th Voting Rights. No Conversion Right In accordance with ASC 480-10, the Series C Preferred Stock is treated as a liability because the Company has an unconditional obligation to redeem the Series C Preferred Stock. Therefore, the Series C Preferred Stock is presented net of unamortized debt issuance costs on the balance sheet and dividends on the Preferred C Stock are included in interest expense. On June 11, 2021, the Company launched a new offering under Regulation A of Section 3(6) of the Securities Act for Tier 2 offerings, pursuant to which the Company is offering up to 47,000 shares of Series C Preferred Stock at an offering price of $1,000 per share for a maximum offering amount of $47 million. During the year ended December 31, 2022, the Company sold an aggregate of 15,849.6 shares of Series C Preferred Stock for total gross proceeds of $15,849,602. After deducting a placement fee and broker dealer commissions, the Company received net proceeds of $14,786,508. In addition to the placement fee and broker dealer commissions, the Company capitalized an additional $91,886 of other issuance costs associated with the offering which, net of amortization expense, offset with the net proceeds on the balance sheet. During the year ended December 31, 2021, the Company sold an aggregate of 5,734.4 As of December 31, 2022, there were 21,584 outstanding shares of Series C Preferred Stock and the Series C Preferred Stock balance was made up of Series C Preferred Stock totaling $21,584,002 net of $1,406,815 unamortized debt issuance costs. As of December 31, 2021, there were 5,734 outstanding shares of Series C Preferred Stock and the Series C Preferred Stock balance was made up of Series C Preferred Stock totaling $5,734,400 net of $520,030 unamortized debt issuance costs. Common Stock The Company is authorized to issue up to 200,000,000 shares of Common Stock, par value $0.01 per share. As of December 31, 2022 and 2021, there were 12,493,012 and 12,403,680 shares of Common Stock issued and outstanding, respectively. Stock Issued for Cash During the years ended December 31, 2022, the Company issued 89,332 shares of Common Stock upon employee exercise of stock options for total exercise price of $893. During the year ended December 31, 2021, the Company issued 5,100 shares of Common Stock to early investors in the Series B Preferred Regulation A offering, valued at $1,377. The offering terminated in March 2021. Equity Incentive Plan In December 2017, the Board of Directors, with the approval of a majority of the stockholders of the Company, adopted the Manufactured Housing Properties Inc. Stock Compensation Plan (the “Plan”) which is administered by the Compensation Committee. As of December 31, 2022, there were 538,842 shares granted and 461,158 shares remaining available under the Plan. The Company has issued options to directors, officers, and employees under the Plan. During the years ended December 31, 2022 and 2021, the Company issued 195,000 and 50,000 options and recorded stock option expense of $170,290 and $38,033, respectively. The aggregate fair value of the options issued during the year ended December 31, 2022 was $595,140. The vesting schedule for 100,000 options issued to an officer in April 2022 is as follows: one third vest after one year, and two thirds vest in equal installments over the succeeding two-year period. The vesting schedule for the other 45,000 options issued during the year ended 2022 and for the 50,000 options issued in 2021 is as follows: one third vest immediately, and two thirds vest in equal annual installments over the succeeding two-year period. With the exception of 50,000 options issued in December 2022, all options were granted at a price of $0.01 per share, which represents a price that may be deemed to be below the market value per share of the Company’s common stock as defined by the Plan. The following table summarizes the stock options outstanding as of December 31, 2022: Number of Weighted Weighted Outstanding at December 31, 2021 706,175 $ 0.01 6.6 Granted 195,000 0.14 9.4 Exercised (93,333 ) 0.01 6.1 Forfeited / cancelled / expired (269,000 ) 0.01 5.6 Outstanding at December 31, 2022 538,842 $ 0.06 6.8 Exercisable at December 31, 2022 358,843 $ 0.03 5.6 The aggregate intrinsic value in the table above represents the total intrinsic value (the difference between the Company’s closing stock price at fiscal year-end and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holder had all options holders exercised their options on December 31, 2021. As of December 31, 2022, there were 538,842 “in-the-money” options with an aggregate intrinsic value of $643,664. The following table summarizes the stock options outstanding as of December 31, 2021: Number of Weighted Weighted Outstanding at December 31, 2020 656,175 $ 0.01 7.7 Granted 50,000 0.01 9.0 Exercised - - - Forfeited / cancelled / expired - - - Outstanding at December 31, 2021 706,175 $ 0.01 6.6 Exercisable at December 31, 2021 672,842 $ 0.01 6.4 The aggregate intrinsic value in the table above represents the total intrinsic value (the difference between the Company’s closing stock price at fiscal year-end and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holder had all options holders exercised their options on December 31, 2020. As of December 31, 2021, there were 706,175 “in-the-money” options with an aggregate intrinsic value of $2,040,846. The following table summarizes information concerning options outstanding as of December 31, 2022. Strike Price Outstanding Weighted average Weighted average Vested Weighted average $ 0.01 288,675 4.9 $ 0.01 288,675 $ 0.01 $ 0.01 13,500 7.0 $ 0.01 13,500 $ 0.01 $ 0.01 50,000 8.0 $ 0.01 33,333 $ 0.01 $ 0.01 – 0.50 186,667 9.4 $ 0.14 23,334 $ 0.36 The following table summarizes information concerning options outstanding as of December 31, 2021. Strike Price Outstanding Weighted average Weighted average Vested Weighted average $ 0.01 519,675 5.9 $ 0.01 519,675 $ 0.01 $ 0.01 136,500 8.0 $ 0.01 136,500 $ 0.01 $ 0.01 50,000 9.0 $ 0.01 16,667 $ 0.01 The table below presents the weighted average expected life in years of options granted under the Plan as described above. The risk-free rate of the stock options is based on the U.S. Treasury yield curve in effect at the time of grant, which corresponds with the expected term of the option granted. The fair value of stock options was estimated using the Black Scholes option pricing model with the following assumptions for grants made during the periods indicated. Stock option assumptions December 31, December 31, Risk-free interest rate 1.40-3.97 % 0.26 – 1.40 % Expected dividend yield 0.00 % 0.00 % Expected volatility 227.92-249.77 % 16.03 – 273.98 % Expected life of options (in years) 6.5-7 6.5 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 8 – RELATED PARTY TRANSACTIONS See Note 2 for information regarding related party VIEs. See Note 5 for information regarding the promissory notes issued to Metrolina, a significant stockholder, the revolving promissory notes issued to Raymond M. Gee, the Company’s chairman and chief executive officer, and the revolving promissory note issued to NAV Real Estate LLC, an entity whose owners are Adam Martin, the Company’s chief investment officer, and his spouse. In August 2019, the Company entered into an office lease agreement with 136 Main Street LLC, an entity whose sole owner is Gvest Real Estate LLC, whose sole owner is Mr. Gee, for the lease of our the Company’s office. The lease is $12,000 per month and is on a month-to-month term. During the years ended December 31, 2022 and 2021, the Company paid $144,000 and $144,000, respectively, of rent expense to 136 Main Street LLC. On April 1, 2022, the Company entered into an agreement with Gvest Capital LLC, an entity whose sole owner is Raymond M. Gee, and its employee Michael P. Kelly, a significant beneficial stockholder, whereby the Company pays a fee per completed acquisition and a monthly retainer fee to Mr. Kelly for his legal services in connection with acquisitions and other operating matters. During the year ended December 31, 2022, the Company paid Mr. Kelly $95,000. On May 2, 2022, the Company entered into a consulting agreement with Two Oaks Capital LLC, and entity whose sole owner is John Gee, a member of our board of directors and son of Raymond M. Gee, for consulting services related to the KeyBank Refinance totaling $32,000. On September 1, 2022, the Company entered into a consulting agreement with Gvest Real Estate Capital, LLC, an entity whose sole owner is Raymond M. Gee, for development consulting and management services related to several upcoming, potential manufactured home community development projects at the Sunnyland and Raeford properties and assistance with major capital improvement projects at existing communities. The consulting agreement is for $8,000 per month and is on a month-to-month term. During the year ended December 31, 2022, the Company paid $32,000 for development consulting services to Gvest Real Estate Capital LLC. During the year ended December 31, 2022, Raymond M. Gee received fees totaling $1,230,000 for his personal guaranty on certain promissory notes relating to the acquisition and refinancing of mobile home communities owned by the Company, including $250,000 in relation to the Asheboro and Morganton acquisitions which were accrued for at December 31, 2021 and paid in January 2022. The Company also accrued a $1,000,000 guaranty fee owed to Raymond M. Gee, during the year ended December 31, 2022, for his personal guaranty of the KeyBank $62,000,000 portfolio refinance made up of several loans to be paid at a later date. During the year ended December 31, 2021, Mr. Gee received $500,000 for his personal guaranties on promissory notes relating to the refinancing and acquisitions of manufactured housing communities owned by the Company and the Company also accrued $250,000 of guaranty fees which were paid in January 2022. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Taxes [Abstract] | |
INCOME TAXES | NOTE 9 – INCOME TAXES On December 22, 2017, the Tax Cuts and Jobs Act (the “TCJA”) was enacted to significantly reform the Internal Revenue Code of 1987, as amended (the “IRC”). The TCJA, among other things, contained significant changes to corporate taxation, including a reduction of the corporate tax rate from a top marginal rate of 35% to a flat rate of 21%; a limitation of the tax deduction for interest expense; a limitation of the deduction for net operating losses to 80% of current year taxable income and elimination of net operating loss carrybacks, in each case, for losses arising in taxable years beginning after December 31, 2017 (though any such tax losses may be carried forward indefinitely); and modifying or repealing many business deductions and credits. The Company has significant business interest expense; however, the TCJA provision implementing a limitation of the tax deduction for interest expense does not apply to the Company as it qualifies for the small business exemption. The Company’s VIEs are single member LLCs that the Company does not own but are consolidated pursuant to applicable GAAP because the Company is deemed to be the primary beneficiary of the VIEs. As single member LLCs, these entities are considered disregarded for income tax purposes and are not included in the Company’s tax return. Therefore, the VIEs are not included in the tax information presented below. As of December 31, 2022 and 2021, the Company had net deferred tax assets principally arising from the net operating loss carry forwards for income tax purposes multiplied by the Federal statutory tax rate of 21% and the states at their various rates. As management of the Company cannot determine that it is more likely than not that we will realize the benefit of the deferred tax assets, a valuation allowance equal to the deferred tax asset has been established at December 31, 2022 and 2021. As of December 31, 2022, and 2021, the Company had Federal net operating loss carryforwards of approximately $24,556,871 and $19,257,499, respectively. The change in the valuation allowance for the years ended December 31, 2022 and 2021 was $1,156,890 and $1,352,630, respectively. The provision to return true up adjustment primarily related to a depreciation true up on the amended 2020 tax return and the 2021 tax return. The significant components of the current income tax benefit at December 31, 2022 and 2021 were as follows: For the Years Ended December 31, December 31, Statutory rate applied to income (loss) before income taxes $ (2,124,784 ) $ (383,885 ) Increase (decrease) in income taxes results from: VIE loss 229,998 112,958 Nondeductible Preferred C dividends 208,704 - Change in effective rate (28,092 ) - Change in valuation allowance 1,156,890 (1,352,630 ) Provision to return true up 557,284 1,623,557 Income tax expense (benefit) $ - $ - The difference between income tax expense computed by applying the federal statutory corporate tax rate and provision for actual income tax is as follows: For the Years Ended December 31, December 31, Income tax benefit - Federal 21.00 % 21.00 % Income tax benefit - State 3.14 % 3.62 % VIE loss -2.61 % -7.25 % Nondeductible Preferred C dividends -2.37 % - % Change in effective rate 0.32 % - % Change in valuation allowance -13.15 % 86.77 % Provision to return true up -6.33 % -104.14 % Income tax expense (benefit) 0.00 % 0.00 % Deferred income taxes result from temporary differences in the recognition of income and expenses for the financial reporting purposes and for tax purposes. The effects of temporary differences that gave rise to net deferred tax assets are as follows: For the Years Ended December 31, December 31, Deferred tax liabilities: Depreciation $ (2,561,333 ) $ (2,431,793 ) Amortization (73 ) (14,372 ) Related party accrued interest 37,223 - Other (572 ) (584 ) Deferred tax assets: Operating loss carryforwards 5,486,412 4,251,516 Gross deferred tax assets 2,961,657 1,804,767 Valuation allowance (2,961,657 ) (1,804,767 ) Net deferred income tax asset $ - $ - |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 10 – SUBSEQUENT EVENTS Additional Closings of Regulation A Offering Subsequent to December 31, 2022, the Company sold an aggregate of 3,874 shares of Series C Preferred Stock in additional closings of this offering for total gross proceeds of $3,874,500. After deducting a placement fee, the Company received net proceeds of approximately $3,613,371. Country Aire Acquisition On September 21, 2022, MHP Pursuits LLC, the Company’s wholly owned subsidiary, entered into a purchase and sale agreement with a third-party for the purchase of a manufactured housing community located in Simpsonville, South Carolina, consisting of 107 sites all occupied by tenant-owned manufactured homes on approximately 21 acres for a total purchase price of $5,350,000. On December 9, 2022, MHP Pursuits LLC assigned its rights and obligations in the purchase agreement to Country Aire MHP LLC, an entity wholly owned by the Company, pursuant to an assignment of purchase and sale agreement. On January 12, 2023, closing of the purchase agreement was completed and Country Aire MHP LLC purchased the community. Proforma financial information is included in the unaudited proforma combined results of operations in Note 4 of the notes to condensed consolidated financial statements. In connection with the closing of the property, on January 12, 2023, Country Aire MHP LLC entered into a loan agreement with KeyBank National Association, for a loan in the principal amount of $3,500,000 and issued a promissory note to the lender for the same amount. Interest on the disbursed and unpaid principal balance accrues from the date funds are first disbursed at adjusted daily simple SOFR plus a margin rate of 2.25% per annum, interest only until the initial maturity date of September 13, 2025. A twelve-month extension of the maturity date is available which if exercised, the loan would amortize during this period. Country Aire MHP LLC may prepay the note in part or in full prior to the maturity date subject to an exit fee as defined in the loan agreement. The note is secured by a first priority security interest in the property and the note is guaranteed by the Company and Raymond M. Gee. The loan agreement and note contain customary financial and other covenants and events of default for a loan of its type. Merritt Place Acquisition On October 20, 2022, MHP Pursuits LLC, the Company’s wholly owned subsidiary, entered into a purchase and sale agreement with a third-party for the purchase of a manufactured housing community located in Brunswick, Georgia, consisting of 40 developed sites, 14 sites to be developed by the seller, and 24 homes on approximately 17.8 acres for a total purchase price of $2,400,000. On January 12, 2023, MHP Pursuits LLC assigned its rights and obligations in the purchase agreement to Merritt Place MHP LLC, an entity wholly owned by the Company, pursuant to an assignment of purchase and sale agreement. On January 27, 2023, closing of the purchase agreement was completed and Merritt Place MHP LLC purchased the land, land improvements, and buildings, further expanding the Company’s presence in the Brunswick market. Proforma financial information is included in the unaudited proforma combined results of operations in Note 4 of the notes to condensed consolidated financial statements. In connection with the acquisition of the property, on January 27, 2023, Merritt Place MHP LLC entered into a loan agreement with the seller, Merritt Place Rentals LLC, for a loan in the principal amount of $300,000 and issued a promissory note to the lender for the same amount. The note stipulates that Merritt Place MHP LLC will repay the note in full within 5 days of the seller-lender completing development of 14 additional sites. Interest is not charged under this note. Also in connection with the acquisition of the property, on January 27, 2023, Merritt Place MHP LLC entered into a loan agreement with PrimeSouth Bank, for a loan in the principal amount of $1,680,000 and issued a promissory note to the lender for the same amount. PrimeSouth Bank agreed to loan an additional $240,000 to Merritt Place MHP LLC upon the completion of the development of 14 additional lots. Interest on the disbursed and unpaid principal balance accrues from the date funds are first disbursed at an initial variable rate of 8.00% per annum and thereafter based on the daily Wall Street Journal Prime Rate plus a margin of 1.00%. Payments will be interest only until maturity on January 27, 2024. Merritt Place MHP LLC may prepay the PrimeSouth Bank note in part or in full subject to a penalty as defined in the loan agreement and the note is guaranteed by Raymond M. Gee. Both notes are secured by first priority security interests in the property. The loan agreement and notes contain customary financial and other covenants and events of default for real estate loans. S tock Option Grant On February 16, 2023, the Company issued 50,000 stock options to a key employee pursuant to the Stock Compensation Plan administered by the Compensation Committee. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Organization | Organization Manufactured Housing Properties Inc. (the “Company”) is a Nevada corporation whose principal activities are to acquire, own, and operate manufactured housing communities. |
Basis of Presentation | Basis of Presentation The Company prepares its consolidated financial statements under the accrual basis of accounting, in conformity with accounting principles generally accepted in the United States of America (“GAAP”). |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company, entities controlled by the Company through its direct or indirect ownership of a majority interest, and any other entities in which the Company has a controlling financial interest. The Company consolidates variable interest entities (“VIEs”) where the Company is the primary beneficiary. The primary beneficiary of a VIE is the party that has both the power to direct the activities that most significantly impact the VIE’s economic performance, and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. The Company’s formation of all subsidiaries and VIE’s date of consolidation are as follows: Name of Subsidiary State of Formation Date of Formation Ownership Pecan Grove MHP LLC North Carolina October 12, 2016 100% Azalea MHP LLC North Carolina October 25, 2017 100% Holly Faye MHP LLC North Carolina October 25, 2017 100% Chatham Pines MHP LLC North Carolina October 31, 2017 100% Maple Hills MHP LLC North Carolina October 31, 2017 100% Lakeview MHP LLC South Carolina November 1, 2017 100% MHP Pursuits LLC North Carolina January 31, 2019 100% Mobile Home Rentals LLC North Carolina September 30, 2016 100% Hunt Club MHP LLC South Carolina March 8, 2019 100% B&D MHP LLC South Carolina April 4, 2019 100% Crestview MHP LLC North Carolina June 28, 2019 100% Springlake MHP LLC Georgia October 10, 2019 100% ARC MHP LLC South Carolina November 13, 2019 100% Countryside MHP LLC South Carolina March 12, 2020 100% Evergreen MHP LLC Tennessee March 17, 2020 100% Golden Isles MHP LLC Georgia March 16, 2021 100% Anderson MHP LLC South Carolina June 2, 2021 100% Capital View MHP LLC South Carolina August 6, 2021 100% Hidden Oaks MHP LLC South Carolina August 6, 2021 100% North Raleigh MHP LLC North Carolina September 16, 2021 100% Carolinas 4 MHP LLC North Carolina November 30, 2021 100% Charlotte 3 Park MHP LLC North Carolina December 10, 2021 100% Sunnyland MHP LLC Georgia January 7, 2022 100% Warrenville MHP LLC South Carolina February 15, 2022 100% Solid Rock MHP LLC South Carolina June 6, 2022 100% Spaulding MHP LLC Georgia June 10, 2022 100% Raeford MHP Development LLC North Carolina June 20, 2022 100% Solid Rock MHP Homes LLC South Carolina June 22, 2022 100% Name of Subsidiary State of Formation Date of Formation Ownership Country Estates MHP LLC* North Carolina July 6, 2022 100% Statesville MHP LLC North Carolina July 6, 2022 100% Timberview MHP LLC North Carolina July 7, 2022 100% Red Fox MHP LLC North Carolina July 7, 2022 100% Northview MHP LLC North Carolina July 8, 2022 100% Meadowbrook MHP LLC South Carolina July 25, 2022 100% Sunnyland 2 MHP LLC Georgia July 27, 2022 100% Dalton 3 MHP LLC* Georgia August 8, 2022 100% MHP Home Holdings LLC North Carolina August 17, 2022 100% Glynn Acres MHP LLC Georgia September 9, 2022 100% Wake Forest 2 MHP LLC North Carolina October 27, 2022 100% MACRAL Properties LLC North Carolina November 14, 2022** 100% Ron-Ran Enterprises LLC North Carolina November 14, 2022** 100% Country Aire MHP LLC* South Carolina December 1, 2022 100% Mobile Cottage MHP LLC North Carolina December 7, 2022 100% Merritt Place MHP LLC* Georgia December 6, 2022 100% MHR Home Development LLC* Delaware January 19, 2023 100% Gvest Finance LLC North Carolina December 11, 2018 VIE Gvest Homes I LLC Delaware November 9, 2020 VIE Brainerd Place LLC Delaware February 24, 2021 VIE Bull Creek LLC Delaware April 13, 2021 VIE Gvest Anderson Homes LLC Delaware June 22, 2021 VIE Gvest Capital View Homes LLC Delaware August 6, 2021 VIE Gvest Hidden Oaks Homes LLC Delaware August 6, 2021 VIE Gvest Springlake Homes LLC Delaware September 24, 2021 VIE Gvest Carolinas 4 Homes LLC Delaware November 13, 2021 VIE Gvest Sunnyland Homes LLC Delaware January 6, 2022 VIE Gvest Warrenville Homes LLC Delaware February 14, 2022 VIE Gvest Wake Forest 2 Homes LLC North Carolina October 27, 2022 VIE * During the year ended December 31, 2022, there was no activity in Country Estates LLC, Dalton 3 MHP LLC, Country Aire MHP LLC, Merritt Place MHP LLC, and MHR Home Development LLC. ** Date LLC interest was acquired. All intercompany transactions and balances have been eliminated in consolidation. The Company does not have a majority or minority interest in any other company, either consolidated or unconsolidated. |
Revenue Recognition | Revenue Recognition Rental and related income is generated from lease agreements for our manufactured housing sites and homes. The lease component of these agreements is accounted for under Topic 842 of the Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC, for leases. Under ASC 842, the Company must assess on an individual lease basis whether it is probable that we will collect the future lease payments. The Company considers the tenant’s payment history and current credit status when assessing collectability. When collectability is not deemed probable, the Company will write-off the tenant’s receivables, including straight-line rent receivable, and limit lease income to cash received. The Company’s revenues primarily consist of rental revenues and other rental related fee income. The Company has the following revenue sources and revenue recognition policies: ● Rental revenues include revenues from the leasing of land lot or a combination of both, the mobile home and land at our properties to tenants. ● Revenues from the leasing of land lot or a combination of both, the mobile home and land at the Company’s properties to tenants include (i) lease components, including land lot or a combination of both, the mobile home and land, and (ii) reimbursement of utilities and account for the components as a single lease component in accordance with ASC 842. ● Revenues derived from fixed lease payments are recognized on a straight-line basis over the non-cancelable period of the lease. The Company commences rental revenue recognition when the underlying asset is available for use by the lessee. Revenue derived from the reimbursement of utilities are generally recognized in the same period as the related expenses are incurred. The majority of the Company’s leases are month-to-month. Revenue from sales of manufactured homes is recognized in accordance with the core principle of ASC 606, at the time of closing when control of the home transfers to the customer. After closing of the sale transaction, the Company generally has no remaining performance obligation. |
Accounts Receivable | Accounts Receivable Accounts receivable consist primarily of amounts currently due from residents. Accounts receivables are reported in the balance sheet at outstanding principal adjusted for any charge-offs and the allowance for losses. The Company records an allowance for bad debt when receivables are over 90 days old. |
Variable Interest Entities | Variable Interest Entities In December 2020, the Company entered into a property management agreement with Gvest Finance LLC, a company owned and controlled by the Company’s parent company, Gvest Real Estate Capital LLC, an entity whose sole owner is Raymond M. Gee, the Company’s chairman and chief executive officer, and has subsequently entered into property management agreements with Gvest Homes I LLC, Gvest Anderson Homes LLC, Gvest Capital View Homes LLC, Gvest Hidden Oaks Homes LLC, Gvest Springlake Homes LLC, Gvest Carolinas 4 Homes LLC, Gvest Sunnyland Homes LLC, Gvest Warrenville Homes LLC and Gvest Wake Forest 2 Homes LLC, which are all wholly owned subsidiaries of Gvest Finance LLC. Under the property management agreements, the Company manages the homes owned by the VIEs and the VIEs remit to the Company all income, less any sums paid out for operational expenses and debt service but retain 5% of the debt service payment as a reserve. Additionally, during 2021, the Company formed two entities, Brainerd Place LLC and Bull Creek LLC, for the purpose of exploring opportunities to develop mobile home communities. The Company owns 49% of these entities and Gvest Real Estate LLC, an entity whose sole owner is Raymond M. Gee, owns 51%. The Company also executed operating agreements with these entities which designate Gvest Capital Management LLC, a company owned and controlled by Gvest Real Estate Capital LLC, as manager with the authority, power, and discretion to manage and control the entities’ business decisions. The operating agreements require the Company to make cash contributions to the entities to fund their activities, operations, and existence, if the Company approves the contribution requests from the manager, which ultimately provides the Company with power to direct the economically significant activities of these entities. A company with interests in a VIE must consolidate the entity if the company is deemed to be the primary beneficiary of the VIE; that is, if it has both (1) the power to direct the economically significant activities of the entity and (2) the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE. Such a determination requires management to evaluate circumstances and relationships that may be difficult to understand and to make a significant judgment, and to repeat the evaluation at each subsequent reporting date. Primarily due to the Company’s common ownership by Mr. Gee, its power to direct the activities of these entities that most significantly impact their economic performance, and the fact that the Company has the obligation to absorb losses or the right to receive benefits from these entities that could potentially be significant to these entities, the entities listed above are considered to be VIEs in accordance with applicable GAAP. |
Net Income (Loss) Per Share | Net Income (Loss) Per Share Basic net income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding, including vested stock options during the period. Diluted net income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding plus the weighted average number of net shares that would be issued upon exercise of stock options pursuant to the treasury stock method. For the year ended December 31, 2022, the potentially dilutive penny options for the purchase of 358,843 shares of Common Stock were included in basic loss per share. Other securities outstanding as of December 31, 2022 not included in dilutive loss per share, as the effect would be anti-dilutive, were 179,999 unvested stock options and 1,826,000 shares of Series A Cumulative Redeemable Convertible Preferred Stock, which are convertible into Common Stock for a total of 1,826,000 shares. For the year ended December 31, 2021, the potentially dilutive penny options for the purchase of 656,175 shares of Common Stock were included in basic loss per share. Other securities outstanding as of December 31, 2021 not included in dilutive loss per share, as the effect would be anti-dilutive, were 50,000 unvested stock options and 1,886,000 shares of Series A Cumulative Redeemable Convertible Preferred Stock, which are convertible into Common Stock for a total of 1,886,000 shares. |
Use of Estimates | Use of Estimates The presentation of financial statements in conformity with GAAP requires management to make estimates and assumptions that effect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results could differ from those estimates. |
Leases | Leases Rental revenue is generated from lease agreements with tenants for lease of sites and manufactured homes where the Company is the lessor. These terms of these leases are generally annual or month-to-month and are renewable upon the consent of both parties and contain no option to purchase the underlying assets. Therefore, these leases between the Company and its residents are accounted for as operating leases in accordance with ASC 842. As discussed in Note 8, the Company is the lessee in a lease agreement for its corporate office space with a related party entity owned and controlled by Raymond M. Gee, the Company’s CEO and chairman. The lease term is month-to-month, the lease is terminable by either party if written, thirty-day notice is given, and the lease contains no option to purchase the facility. This lease is accounted for as an operating lease. Pursuant to ASC 842-20-25-2, the Company elected the short-term lease measurement exception whereby lease expense is recognized on a straight-line basis over the term of the lease with no right-of-use asset or lease liability recognized on the consolidated balance sheet. |
Acquisitions | Acquisitions The Company accounts for acquisitions as asset acquisitions in accordance with ASC 805, “Business Combinations,” and allocates the purchase price of the property based upon the fair value of the assets acquired, which generally consist of land, site and land improvements, buildings and improvements and rental homes. The Company allocates the purchase price of an acquired property generally determined by a third-party purchase price allocation report based on appraisals and obtained in conjunction with the purchase. |
Debt Issuance Costs | Debt Issuance Costs. Costs incurred in connection with obtaining financing are deferred and amortized on a straight-line basis over the term of the related obligation with the amortization included as a component of interest expense in the statement of operations. The unamortized balance of the debt issuance costs is presented in the consolidated balance sheet as direct reduction from the carrying amount of the debt. Upon prepayment, refinance, or substantial modification of a debt obligation, the related unamortized costs are written off to expense. |
Investment Property and Depreciation | Investment Property and Depreciation Investment real property and equipment are carried at cost. Depreciation of buildings, improvements to sites and buildings, rental homes, equipment, and vehicles is computed principally on the straight-line method over the estimated useful lives of the assets (ranging from 3 to 25 years). Maintenance and repairs are charged to expense as incurred and improvements are capitalized. Management uses its professional judgement to determine whether such costs meet the criteria for capitalization or must be expensed as incurred. The costs and related accumulated depreciation of property sold or otherwise disposed of are removed from the financial statement and any gain or loss is reflected in the current period’s results of operations. For development and expansion projects, the Company capitalizes direct project costs, such as construction, architectural and legal fees, as well as indirect project costs such as interest. Land development costs are not depreciated until they are put in use, at which time they are capitalized as land improvements. |
Impairment Policy | Impairment Policy The Company applies FASB ASC 360-10, “Property, Plant & Equipment,” to measure impairment in real estate investments. Rental properties are individually evaluated for impairment when conditions exist which may indicate that it is probable that the sum of expected future cash flows (on an undiscounted basis without interest) from a rental property is less than the carrying value under its historical net cost basis. These expected future cash flows consider factors such as future operating income, trends and prospects as well as the effects of leasing demand, competition and other factors. Upon determination that a permanent impairment has occurred, rental properties are reduced to their fair value. For properties to be disposed of, an impairment loss is recognized when the fair value of the property, less the estimated cost to sell, is less than the carrying amount of the property measured at the time there is a commitment to sell the property and/or it is actively being marketed for sale. A property to be disposed of is reported at the lower of its carrying amount or its estimated fair value, less its cost to sell. After the date we determine that a property is held for disposition, depreciation expense is not recorded. There was no impairment during the years ended December 31, 2022 and 2021. |
Cash, Cash Equivalents, and Restricted Cash | Cash, Cash Equivalents, and Restricted Cash The Company considers all highly liquid financial instruments purchased with an original maturity of three months or less to be cash equivalents. As of December 31, 2022, the restricted cash balance of $5,315,246 was comprised of $879,676 of cash reserved for tenant security deposits and lender escrows for capital improvements, insurance, and real estate taxes in the amount of $4,435,570. As of December 31, 2021, restricted cash consisted of $705,195 related to cash reserved for tenant security deposits. The Company maintains cash balances at banks and deposits at times may exceed federally insured limits. Management believes that the financial institutions that hold the Company’s cash are financially secure and although the Company bears risk to amounts in excess of FDIC insured limits, it does not anticipate any losses. As of December 31, 2022 and 2021, the Company had approximately $4,006,000 and $763,000 above the FDIC-insured limit, respectively. |
Liquidity | Liquidity The consolidated financial statements have been prepared in conformity with GAAP, which contemplate continuation of the Company as a going concern. The Company has incurred net losses each year since inception and has experienced slightly negative cash flows from operations during the year ended December 31, 2022. The portfolio refinance with KeyBank discussed in Note 5 drove the large net loss for the year ended December 31, 2022, which is a non-recurring cost going forward. Additionally, the Company is in an acquisitive, growth stage whereby it has more than doubled the number of home sites in its portfolio of manufactured housing communities over the past two years. The Company acquires communities and invests in physical improvements, implements operational efficiencies to cut costs, works to improve occupancy and collections, and increases rents based on each respective market all to stabilize the acquired communities to their full potential. The Company increased the number of home sites in its portfolio by 27% over the twelve months ended December 31, 2022, which are still stabilizing. The Company has incurred additional corporate payroll and overhead and interest expense in order to accomplish such growth which has driven losses and used operating cash flow. The Company’s principal demands for cash are operating and administrative expenses, dividends on preferred stock, debt service payments, capital expenditures to improve properties, and community acquisitions. The Company expects to fund its operating cash requirements over the next year through a combination of cash on hand, net cash provided by its property operations, and if necessary, borrowings from related party lines of credit available for working capital or other cash flow needs. Additionally, proceeds from the KeyBank portfolio refinance were used to pay off debt attached to a significant percentage of Company owned manufactured homes which are now unencumbered and can be sold to generate liquidity, if needed. The Company’s continued growth depends on the availability of suitable properties which meet the Company’s investment criteria and appropriate financing, which includes its ability to raise capital. There is no guarantee that any of these additional opportunities will materialize or that the Company will be able to take advantage of such opportunities. There can be no assurance that financing will be available in amounts or terms acceptable to the Company, if at all. Proceeds from issuance of Series C Preferred Stock and cash held in escrow with lenders will fund the Company’s capital improvement projects and acquisitions. To the extent that funds or appropriate communities are not available, fewer acquisitions and capital improvements will be made. |
Stock Based Compensation | Stock Based Compensation All stock based payments to employees, nonemployee consultants, and to nonemployee directors for their services as directors, including any grants of restricted stock and stock options, are measured at fair value on the grant date and recognized in the statements of operations as compensation or other expense over the relevant service period in accordance with FASB ASC Topic 718. Stock based payments to nonemployees are recognized as an expense over the period of performance. Such payments are measured at fair value at the earlier of the date a performance commitment is reached, or the date performance is completed. In addition, for awards that vest immediately and are nonforfeitable the measurement date is the date the award is issued. The Company recorded stock option expense of $170,290 and $66,015 during the years ended December 31, 2022 and 2021, respectively. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company follows paragraph 825-10-50-10 of the FASB ASC for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB ASC to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in GAAP and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. Most of the Company’s financial assets do not have a quoted market value. Therefore, estimates of fair value are necessarily based on a number of significant assumptions (many of which involve events outside the control of management). Such assumptions include assessments of current economic conditions, perceived risks associated with these financial instruments and their counterparties, future expected loss experience and other factors. Given the uncertainties surrounding these assumptions, the reported fair values represent estimates only and, therefore, cannot be compared to the historical accounting model. Use of different assumptions or methodologies is likely to result in significantly different fair value estimates. The fair value of cash and cash equivalents, accounts receivables, and accounts payable approximates their current carrying amounts since all such items are short-term in nature. The fair value of variable and fixed rate mortgages payable and lines of credit approximate their current carrying amounts on the balance sheet since such amounts payable are at approximately a weighted average current market rate of interest. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, the Company determines deferred tax assets and liabilities based on the differences between the financial statement and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company recognizes deferred tax assets to the extent that the Company believes that these assets are more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines that it would be able to realize its deferred tax assets in the future in excess of their net recorded amount, the Company would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company recognizes interest and penalties, if any, with income tax expense in the accompanying consolidated statement of operations. As of December 31, 2022, and December 31, 2021, there were no such accrued interest or penalties. |
Reclassifications | Reclassifications Certain amounts in the prior period presentation have been reclassified to conform with the current presentation. For the year ended December 31, 2021, the Company reclassed $705,195 cash reserved for tenant security deposits to separately present as restricted cash on the consolidated balance sheet. On the Form 10-K as filed, the Company presented the net gain from sale of homes in property sales revenue on the consolidated statement of operations. For the year ended December 31, 2021 within this report, the Company reclassed $53,761 cost of home sales to a separate expense line item on the consolidated statement of operations and gross proceeds from home sales is presented in revenue. For the year ended December 31, 2021, the Company reclassed $87,744 from loss on home sales in within the net cash provided by operating activities section to proceeds from sale of homes within the net cash used in investing activities section of the consolidated statement of cash flows. For the year ended December 31, 2021, the Company also reclassified several line items within the net cash provided by financing activities section of the consolidated statement of cash flows to separately show refinancing activity from regular debt service payments. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” ASU 2016-13 requires that entities use a new forward looking “expected loss” model that generally will result in the earlier recognition of allowance for credit losses. The measurement of expected credit losses is based upon historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. ASU No. 2016-13 is effective for annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2022. The Company is currently evaluating the potential impact this standard may have on the consolidated financial statements. Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying consolidated financial statements. |
Impact of Coronavirus Pandemic | Impact of Coronavirus Pandemic In December 2019, a novel strain of coronavirus was reported to have surfaced in Wuhan, China. On March 11, 2020, the World Health Organization declared the outbreak a pandemic, and on March 13, 2020, the United States declared a national emergency. Some states and cities, including some where the Company’s properties are located, reacted by instituting quarantines, restrictions on travel, “stay at home” rules and restrictions on the types of businesses that may continue to operate, as well as guidance in response to the pandemic and the need to contain it. The rules and restrictions put in place had a negative impact on the economy and business activity and may adversely impact the ability of the Company’s tenants, many of whom may be restricted in their ability to work, to pay their rent as and when due. Enforcing the Company’s rights as landlord against tenants who fail to pay rent or otherwise do not comply with the terms of their leases may not be possible as many jurisdictions, including those where are properties are located, have established rules and/or regulations preventing us from evicting tenants for certain periods in response to the pandemic. If the Company is unable to enforce its rights as landlords, our business would be materially affected. The extent to which the pandemic may impact the Company’s results will depend on future developments, which are highly uncertain and cannot be predicted as of the date of this report, including new information that may emerge concerning the severity of the pandemic and steps taken to contain the pandemic or treat its impact, among others. Nevertheless, the pandemic and the current financial, economic, and capital markets environment present material uncertainty and risk with respect to the Company’s performance, financial condition, results of operations and cash flows. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies and Organization (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of subsidiaries and VIE’s date of consolidation | Name of Subsidiary State of Formation Date of Formation Ownership Pecan Grove MHP LLC North Carolina October 12, 2016 100% Azalea MHP LLC North Carolina October 25, 2017 100% Holly Faye MHP LLC North Carolina October 25, 2017 100% Chatham Pines MHP LLC North Carolina October 31, 2017 100% Maple Hills MHP LLC North Carolina October 31, 2017 100% Lakeview MHP LLC South Carolina November 1, 2017 100% MHP Pursuits LLC North Carolina January 31, 2019 100% Mobile Home Rentals LLC North Carolina September 30, 2016 100% Hunt Club MHP LLC South Carolina March 8, 2019 100% B&D MHP LLC South Carolina April 4, 2019 100% Crestview MHP LLC North Carolina June 28, 2019 100% Springlake MHP LLC Georgia October 10, 2019 100% ARC MHP LLC South Carolina November 13, 2019 100% Countryside MHP LLC South Carolina March 12, 2020 100% Evergreen MHP LLC Tennessee March 17, 2020 100% Golden Isles MHP LLC Georgia March 16, 2021 100% Anderson MHP LLC South Carolina June 2, 2021 100% Capital View MHP LLC South Carolina August 6, 2021 100% Hidden Oaks MHP LLC South Carolina August 6, 2021 100% North Raleigh MHP LLC North Carolina September 16, 2021 100% Carolinas 4 MHP LLC North Carolina November 30, 2021 100% Charlotte 3 Park MHP LLC North Carolina December 10, 2021 100% Sunnyland MHP LLC Georgia January 7, 2022 100% Warrenville MHP LLC South Carolina February 15, 2022 100% Solid Rock MHP LLC South Carolina June 6, 2022 100% Spaulding MHP LLC Georgia June 10, 2022 100% Raeford MHP Development LLC North Carolina June 20, 2022 100% Solid Rock MHP Homes LLC South Carolina June 22, 2022 100% Name of Subsidiary State of Formation Date of Formation Ownership Country Estates MHP LLC* North Carolina July 6, 2022 100% Statesville MHP LLC North Carolina July 6, 2022 100% Timberview MHP LLC North Carolina July 7, 2022 100% Red Fox MHP LLC North Carolina July 7, 2022 100% Northview MHP LLC North Carolina July 8, 2022 100% Meadowbrook MHP LLC South Carolina July 25, 2022 100% Sunnyland 2 MHP LLC Georgia July 27, 2022 100% Dalton 3 MHP LLC* Georgia August 8, 2022 100% MHP Home Holdings LLC North Carolina August 17, 2022 100% Glynn Acres MHP LLC Georgia September 9, 2022 100% Wake Forest 2 MHP LLC North Carolina October 27, 2022 100% MACRAL Properties LLC North Carolina November 14, 2022** 100% Ron-Ran Enterprises LLC North Carolina November 14, 2022** 100% Country Aire MHP LLC* South Carolina December 1, 2022 100% Mobile Cottage MHP LLC North Carolina December 7, 2022 100% Merritt Place MHP LLC* Georgia December 6, 2022 100% MHR Home Development LLC* Delaware January 19, 2023 100% Gvest Finance LLC North Carolina December 11, 2018 VIE Gvest Homes I LLC Delaware November 9, 2020 VIE Brainerd Place LLC Delaware February 24, 2021 VIE Bull Creek LLC Delaware April 13, 2021 VIE Gvest Anderson Homes LLC Delaware June 22, 2021 VIE Gvest Capital View Homes LLC Delaware August 6, 2021 VIE Gvest Hidden Oaks Homes LLC Delaware August 6, 2021 VIE Gvest Springlake Homes LLC Delaware September 24, 2021 VIE Gvest Carolinas 4 Homes LLC Delaware November 13, 2021 VIE Gvest Sunnyland Homes LLC Delaware January 6, 2022 VIE Gvest Warrenville Homes LLC Delaware February 14, 2022 VIE Gvest Wake Forest 2 Homes LLC North Carolina October 27, 2022 VIE |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Variable Interest Entities [Abstract] | |
Schedule of consolidated balance sheets | 2022 2021 Assets Investment Property $ 14,688,424 $ 14,144,268 Accumulated Depreciation (997,240 ) (597,650 ) Net Investment Property 13,691,184 13,546,618 Cash and Cash Equivalents 40,080 98,900 Accounts Receivable 60,538 60,506 Other Assets 194,871 158,920 Total Assets $ 13,986,673 $ 13,864,944 Liabilities and Deficit Accounts Payable $ 206,882 $ 169,298 Notes Payable, net of $45,790 and $0 debt discount, respectively 3,035,455 6,793,319 Line of Credit, net of $160,372 and $151,749 debt discount, respectively 6,208,947 6,200,607 Accrued Liabilities (1) 6,306,178 1,679,233 Tenant Security Deposits - - Total Liabilities 15,757,462 14,842,457 Non-Controlling interest (1,770,789 ) (977,513 ) Total Non-controlling interest in variable interest entity equity (1,770,789 ) (977,513 ) (1) Included in other liabilities is an intercompany balance of $6,232,561 and $1,515,715 as of December 31, 2022 and 2021, respectively. The intercompany balances have been eliminated on the consolidated balance sheet. |
Investment Property (Tables)
Investment Property (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment balances | 2022 2021 Investment Property Land $ 30,263,687 $ 18,854,760 Site and Land Improvements 44,035,649 35,133,079 Buildings and Improvements 23,229,657 14,666,296 Construction in Process 2,541,376 3,030,456 Total Investment Property 100,070,369 71,684,591 Accumulated Depreciation (8,225,976 ) (4,832,300 ) Net Investment Property $ 91,844,393 66,852,291 |
Acquisitions and Dispositions (
Acquisitions and Dispositions (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Acquisitions and Disposals [Abstract] | |
Schedule of asset acquisitions from third parties and have been accounted for as asset acquisitions | Acquisition Date Name (number of communities, if multiple) Land Improvements Building Total Purchase January 2022 Sunnyland MHP $ 672,400 $ 891,580 $ - $ 1,563,980 January 2022 Sunnyland Gvest - - 636,020 636,020 March 2022 Warrenville MHP (2) 975,397 853,473 - 1,828,870 March 2022 Warrenville Gvest - - 1,221,130 1,221,130 June 2022 Spaulding MHP 1,217,635 304,409 477,956 2,000,000 June 2022 Raeford MHP Parcel 650,000 - - 650,000 July 2022 Solid Rock MHP 1,001,966 206,928 491,106 1,700,000 July 2022 Red Fox MHP 1,622,748 840,560 581,461 3,044,769 September 2022 Statesville MHP 1,078,015 1,100,473 120,729 2,299,217 September 2022 Northview MHP 505,319 247,045 116,979 869,343 September 2022 Timberview MHP 1,010,639 1,021,868 148,933 2,181,440 October 2022 Glynn Acres MHP 451,375 294,375 379,250 1,125,000 November 2022 Cooley’s MHP 863,806 1,359,737 - 2,223,543 November 2022 Cooley’s Gvest - - 276,457 276,457 November 2022 Country Road MHP 814,755 760,345 - 1,575,100 November 2022 Country Road Gvest - - 424,900 424,900 December 2022 Mobile Cottage MHP 204,062 269,410 176,528 650,000 Total Purchase Price $ 11,068,117 $ 8,150,203 $ 5,051,449 $ 24,269,769 Acquisition Costs 348,755 149,701 92,902 591,358 Total Investment Property $ 11,416,872 $ 8,299,904 $ 5,144,351 $ 24,861,127 Acquisition Date Name (number of communities, if multiple) Land Improvements Building Total Purchase March 2021 Golden Isles MHP $ 1,050,000 $ 487,500 $ - $ 1,537,500 March 2021 Golden Isles Gvest - - 787,500 787,500 July 2021 Anderson MHP (10) 2,310,000 763,417 (a) 120,390 3,193,807 July 2021 Anderson Gvest - - 2,006,193 2,006,193 September 2021 Capital View MHP 350,000 757,064 - 1,107,064 September 2021 Capital View Gvest - - 342,936 342,936 September 2021 Hidden Oaks MHP 290,000 843,440 - 1,133,440 September 2021 Hidden Oaks Gvest - - 416,560 416,560 October 2021 North Raleigh MHP (5) 1,613,828 4,505,268 1,330,904 7,450,000 December 2021 Dixie MHP 59,133 658,351 32,516 750,000 December 2021 Driftwood MHP 53,453 352,163 19,384 425,000 December 2021 Meadowbrook MHP 410,421 781,379 133,200 1,325,000 December 2021 Asheboro MHP (2) 723,778 1,411,726 - 2,135,504 December 2021 Asheboro Gvest - - 614,496 614,496 December 2021 Morganton MHP 223,542 1,846,024 - 2,069,566 December 2021 Morganton Gvest - - 680,434 680,434 Total Purchase Price $ 7,084,155 $ 12,406,332 $ 6,484,513 $ 25,975,000 Acquisition Costs - 474,568 7,213 481,781 Total Investment Property $ 7,084,155 $ 12,880,900 $ 6,491,726 $ 26,456,781 |
Schedule of pro-forma information | Unaudited For the Years Ended 2022 2021 Total revenue $ 16,396,569 $ 15,064,806 Total community operating expenses 5,879,048 5,184,272 Corporate payroll and overhead 5,053,771 3,013,810 Depreciation expense 4,020,903 3,971,688 Interest expense 6,723,915 4,700,371 Refinance costs 3,620,422 110,691 Cost of home sales 269,572 53,761 Other income 500 139,300 Gain on sale of community 102,665 - Net loss $ (9,067,897 ) $ (1,830,487 ) Net loss attributable to non-controlling interest (991,834 ) (690,393 ) Net loss attributable to Manufactured Housing Properties, Inc. (8,076,063 ) (1,140,094 ) Preferred stock dividends / accretion 2,160,424 2,175,472 Net loss $ (10,236,487 ) $ (3,315,566 ) Net loss per share $ (0.80 ) $ (0.25 ) |
Promissory Notes and Lines of_2
Promissory Notes and Lines of Credit (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Promissory Notes [Abstract] | |
Schedule of outstanding balance | Maturity Interest Interest Balance Balance Pecan Grove MHP LLC 02/22/29 5.250 % - $ - $ 2,969,250 Pecan Grove MHP LLC - KeyBank* 09/01/32 4.870 % 60 4,489,000 - Azalea MHP LLC 03/01/29 5.400 % - 790,481 Azalea MHP LLC - KeyBank* 09/01/32 4.870 % 60 1,830,000 - Holly Faye MHP LLC 03/01/29 5.400 % - 579,825 Holly Faye MHP LLC - KeyBank* 09/01/32 4.870 % 60 1,608,000 - Chatham MHP LLC 04/01/24 5.875 % - 1,698,800 Chatham MHP LLC - KeyBank* 09/01/32 4.870 % 60 2,263,000 - Lakeview MHP LLC 03/01/29 5.400 % - 1,805,569 Lakeview MHP LLC - KeyBank* 09/01/32 4.870 % 60 3,229,000 - B&D MHP LLC 05/02/29 5.500 % - 1,779,439 B&D MHP LLC - KeyBank* 09/01/32 4.870 % 60 2,887,000 - Hunt Club MHP LLC 01/01/33 3.430 % - 2,398,689 Hunt Club MHP LLC - KeyBank* 09/01/32 4.870 % 60 2,756,000 - Crestview MHP LLC 12/31/30 3.250 % - 4,682,508 Crestview MHP LLC - KeyBank* 09/01/32 4.870 % 60 4,625,000 - Maple Hills MHP LLC 12/01/30 3.250 % - 2,341,254 Maple Hills MHP LLC - KeyBank* 09/01/32 4.870 % 60 2,570,000 - Springlake MHP LLC* 12/10/26 4.750 % 12 4,016,250 Springlake MHP LLC - KeyBank* 09/01/32 4.870 % 60 6,590,000 - ARC MHP LLC 01/01/30 5.500 % - 3,809,742 ARC MHP LLC - KeyBank* 09/01/32 4.870 % 60 3,687,000 - Countryside MHP LLC 03/20/50 5.500 % 12 1,684,100 Countryside MHP LLC - KeyBank* 09/01/32 4.870 % 60 4,343,000 - Evergreen MHP LLC 04/01/32 3.990 % - 1,115,261 Evergreen MHP LLC - KeyBank* 09/01/32 4.870 % 60 2,604,000 - Golden Isles MHP LLC 03/31/26 4.000 % - 787,500 Golden Isles MHP LLC - KeyBank* 09/01/32 4.870 % 60 1,987,000 - Anderson MHP LLC* 07/10/26 5.210 % 24 2,153,807 Anderson MHP LLC - KeyBank* 09/01/32 4.870 % 60 5,118,000 - Capital View MHP LLC* 09/10/26 5.390 % 24 817,064 Capital View MHP LLC - KeyBank* 09/01/32 4.870 % 60 829,000 - Hidden Oaks MHP LLC* 09/10/26 5.330 % 24 823,440 Hidden Oaks MHP LLC - KeyBank* 09/01/32 4.870 % 60 764,000 - North Raleigh MHP LLC 11/01/26 4.750 % - 5,304,409 North Raleigh MHP LLC - KeyBank* 09/01/32 4.870 % 60 5,279,000 - Charlotte 3 Park MHP LLC (Dixie, Driftwood, Meadowbrook) (1) 03/01/22 5.000 % 2 - 1,500,000 Charlotte 3 Park MHP LLC (Dixie, Driftwood, Meadowbrook) (2) 11/01/28 4.250 % - - - Charlotte 3 Park MHP LLC (Dixie) – KeyBank* 09/01/32 4.870 % 60 485,000 - Charlotte 3 Park MHP LLC (Driftwood) - KeyBank* 09/01/32 4.870 % 60 274,000 - Carolinas 4 MHP LLC (Asheboro, Morganton)* 01/10/27 5.300 % 36 - 3,105,070 Carolinas 4 MHP LLC (Asheboro) - KeyBank* 09/01/32 4.870 % 60 1,374,000 - Maturity Interest Interest Balance Balance Carolinas 4 MHP LLC (Morganton) - KeyBank* 09/01/32 4.870 % 60 1,352,000 - Sunnyland MHP LLC (2) 02/10/27 5.370 % 36 - - Sunnyland MHP LLC - KeyBank* 09/01/32 4.870 % 60 1,057,000 - Warrenville MHP LLC* 03/10/27 5.590 % 36 1,218,870 - Spaulding MHP LLC 07/22/43 WSJ Prime +1 12 1,600,000 - Solid Rock MHP LLC 06/30/32 5.000 % 12 925,000 - Red Fox MHP LLC 08/01/32 5.250 % 24 2,250,000 - Statesville MHP LLC* 09/13/25 SOFR +2.35 % 36 1,519,925 - Timberview MHP LLC* 09/13/25 SOFR +2.35 % 36 1,418,075 - Northview MHP LLC - land (Seller Finance) 09/15/27 6.000 % 60 792,654 - Statesville, Northview, and Timberview MHP LLC - homes (Seller Finance) 09/15/27 6.000 % 60 407,345 - Glynn Acres MHP LLC 11/01/42 6.000 % - 898,052 - Wake Forest MHP LLC (Cooley’s, Country Road)* 12/10/27 7.390 % 36 3,038,914 - Mobile Cottage MHP LLC 12/20/27 5.000 % 30 400,000 - Gvest Finance LLC (B&D homes) 05/01/24 5.000 % - 614,809 657,357 Gvest Finance LLC (Countryside homes) 03/20/50 5.500 % - - 1,287,843 Gvest Finance LLC (Golden Isles homes) 03/31/31 4.000 % 120 684,220 787,500 Gvest Anderson Homes LLC* 07/10/26 5.210 % 24 - 2,006,193 Gvest Capital View Homes LLC* 09/10/26 5.390 % 24 - 342,936 Gvest Hidden Oaks Homes LLC* 09/10/26 5.330 % 24 - 416,560 Gvest Carolinas 4 Homes LLC (Asheboro, Morganton)* 01/10/27 5.300 % 36 - 1,294,930 Gvest Sunnyland Homes LLC (2) 02/10/27 5.370 % 36 - - Gvest Warrenville Homes LLC* 03/10/27 5.590 % 36 1,221,130 - Gvest Wake Forest 2 Homes LLC (Cooley’s, Country Road homes)* 12/10/27 7.390 % 36 561,086 Total Notes Payable 79,550,080 50,955,777 Discount Direct Lender Fees (3,666,214 ) (2,064,294 ) Total Net of Discount 75,883,866 48,891,483 |
Schedule of lines of credit – variable interest entities | Facility Borrower Community Maturity Interest Maximum Balance Balance Occupied Home Facility (1) Gvest Homes I LLC ARC, Crestview, Maple 01/01/30 8.375% $ 20,000,000 $ 2,424,896 $ 2,517,620 Multi-Community Rental Home Facility Gvest Finance LLC ARC, Golden Isles, Springlake Various (3) Greater of 3.25% or Prime, + 375 bps $ 5,000,000 $ 2,561,380 $ 838,000 Multi-Community Floorplan Home Facility (1)(2) Gvest Finance LLC Golden Isles, Springlake, Sunnyland, Crestview Various (3) LIBOR + 6 – 8% based on days outstanding $ 4,000,000 $ 1,383,043 $ 1,104,255 Springlake Home Facility (2) Gvest Finance LLC Springlake 12/10/26 6.75% $ 3,300,000 $ - $ 1,892,481 Total Lines of Credit - VIEs $ 6,369,319 $ 6,352,356 Discount Direct Lender Fees $ (160,372 ) $ (151,749 ) Total Net of Discount $ 6,208,947 $ 6,200,607 |
Schedule of minimum annual principal payments of notes payable | 2023 $ 391,877 2024 1,680,934 2025 3,396,663 2026 520,885 2027 10,247,833 Thereafter 71,681,207 Total minimum principal payments $ 87,919,399 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Stockholders' Equity Note [Abstract] | |
Schedule of summarizes the stock options outstanding | Number of Weighted Weighted Outstanding at December 31, 2021 706,175 $ 0.01 6.6 Granted 195,000 0.14 9.4 Exercised (93,333 ) 0.01 6.1 Forfeited / cancelled / expired (269,000 ) 0.01 5.6 Outstanding at December 31, 2022 538,842 $ 0.06 6.8 Exercisable at December 31, 2022 358,843 $ 0.03 5.6 Number of Weighted Weighted Outstanding at December 31, 2020 656,175 $ 0.01 7.7 Granted 50,000 0.01 9.0 Exercised - - - Forfeited / cancelled / expired - - - Outstanding at December 31, 2021 706,175 $ 0.01 6.6 Exercisable at December 31, 2021 672,842 $ 0.01 6.4 |
Schedule of summarizes information concerning options outstanding | Strike Price Outstanding Weighted average Weighted average Vested Weighted average $ 0.01 288,675 4.9 $ 0.01 288,675 $ 0.01 $ 0.01 13,500 7.0 $ 0.01 13,500 $ 0.01 $ 0.01 50,000 8.0 $ 0.01 33,333 $ 0.01 $ 0.01 – 0.50 186,667 9.4 $ 0.14 23,334 $ 0.36 Strike Price Outstanding Weighted average Weighted average Vested Weighted average $ 0.01 519,675 5.9 $ 0.01 519,675 $ 0.01 $ 0.01 136,500 8.0 $ 0.01 136,500 $ 0.01 $ 0.01 50,000 9.0 $ 0.01 16,667 $ 0.01 |
Schedule of stock option assumptions | Stock option assumptions December 31, December 31, Risk-free interest rate 1.40-3.97 % 0.26 – 1.40 % Expected dividend yield 0.00 % 0.00 % Expected volatility 227.92-249.77 % 16.03 – 273.98 % Expected life of options (in years) 6.5-7 6.5 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Taxes [Abstract] | |
Schedule of current income tax benefit | For the Years Ended December 31, December 31, Statutory rate applied to income (loss) before income taxes $ (2,124,784 ) $ (383,885 ) Increase (decrease) in income taxes results from: VIE loss 229,998 112,958 Nondeductible Preferred C dividends 208,704 - Change in effective rate (28,092 ) - Change in valuation allowance 1,156,890 (1,352,630 ) Provision to return true up 557,284 1,623,557 Income tax expense (benefit) $ - $ - |
Schedule of federal statutory corporate tax rate | For the Years Ended December 31, December 31, Income tax benefit - Federal 21.00 % 21.00 % Income tax benefit - State 3.14 % 3.62 % VIE loss -2.61 % -7.25 % Nondeductible Preferred C dividends -2.37 % - % Change in effective rate 0.32 % - % Change in valuation allowance -13.15 % 86.77 % Provision to return true up -6.33 % -104.14 % Income tax expense (benefit) 0.00 % 0.00 % |
Schedule of net deferred tax assets | For the Years Ended December 31, December 31, Deferred tax liabilities: Depreciation $ (2,561,333 ) $ (2,431,793 ) Amortization (73 ) (14,372 ) Related party accrued interest 37,223 - Other (572 ) (584 ) Deferred tax assets: Operating loss carryforwards 5,486,412 4,251,516 Gross deferred tax assets 2,961,657 1,804,767 Valuation allowance (2,961,657 ) (1,804,767 ) Net deferred income tax asset $ - $ - |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies and Organization (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Sep. 01, 2022 | Dec. 31, 2020 | |
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Debt service | 5% | |||
Gvest real estate LLC percentage | 49% | |||
Sole owner owns, percentage | 51% | |||
Options purchase shares (in Shares) | 358,843 | 656,175 | ||
Restricted cash | $ 5,315,246 | $ 705,195 | $ 339,152 | |
Security deposits | 879,676 | 705,195 | ||
Estate taxes amount | 4,435,570 | $ 4,000,000 | ||
Federal deposit insurance corporation expense | $ 4,006,000 | 763,000 | ||
Portfolio percentage | 27% | |||
Stock option expense | $ 170,290 | 66,015 | ||
Tax benefit percentage | 50% | |||
Cost of sale | 53,761 | |||
Proceeds from sales of homes | $ 208,098 | $ 87,744 | ||
Minimum [Member] | ||||
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Estimated useful lives | 3 years | |||
Maximum [Member] | ||||
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Estimated useful lives | 25 years | |||
Series A Cumulative Redeemable Convertible Preferred Stock [Member] | ||||
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Convertible preferred stock (in Shares) | 1,826,000 | 1,886,000 | ||
Convertible common stock (in Shares) | 1,826,000 | 1,886,000 | ||
Restricted Cash [Member] | ||||
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Security deposits | $ 705,195 | |||
Stock Option [Member] | ||||
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Convertible preferred stock (in Shares) | 179,999 | 50,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation | 12 Months Ended | |
Dec. 31, 2022 | ||
Pecan Grove MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | October 12, 2016 | |
Ownership | 100% | |
Azalea MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | October 25, 2017 | |
Ownership | 100% | |
Holly Faye MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | October 25, 2017 | |
Ownership | 100% | |
Chatham Pines MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | October 31, 2017 | |
Ownership | 100% | |
Maple Hills MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | October 31, 2017 | |
Ownership | 100% | |
Lakeview MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | South Carolina | |
Date of Formation | November 1, 2017 | |
Ownership | 100% | |
MHP Pursuits LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | January 31, 2019 | |
Ownership | 100% | |
Mobile Home Rentals LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | September 30, 2016 | |
Ownership | 100% | |
Hunt Club MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | South Carolina | |
Date of Formation | March 8, 2019 | |
Ownership | 100% | |
B&D MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | South Carolina | |
Date of Formation | April 4, 2019 | |
Ownership | 100% | |
Crestview MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | June 28, 2019 | |
Ownership | 100% | |
Springlake MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Georgia | |
Date of Formation | October 10, 2019 | |
Ownership | 100% | |
ARC MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | South Carolina | |
Date of Formation | November 13, 2019 | |
Ownership | 100% | |
Countryside MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | South Carolina | |
Date of Formation | March 12, 2020 | |
Ownership | 100% | |
Evergreen MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Tennessee | |
Date of Formation | March 17, 2020 | |
Ownership | 100% | |
Golden Isles MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Georgia | |
Date of Formation | March 16, 2021 | |
Ownership | 100% | |
Anderson MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | South Carolina | |
Date of Formation | June 2, 2021 | |
Ownership | 100% | |
Capital View MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | South Carolina | |
Date of Formation | August 6, 2021 | |
Ownership | 100% | |
Hidden Oaks MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | South Carolina | |
Date of Formation | August 6, 2021 | |
Ownership | 100% | |
North Raleigh MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | September 16, 2021 | |
Ownership | 100% | |
Carolinas 4 MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | November 30, 2021 | |
Ownership | 100% | |
Charlotte 3 Park MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | December 10, 2021 | |
Ownership | 100% | |
Sunnyland MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Georgia | |
Date of Formation | January 7, 2022 | |
Ownership | 100% | |
Warrenville MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | South Carolina | |
Date of Formation | February 15, 2022 | |
Ownership | 100% | |
Solid Rock MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | South Carolina | |
Date of Formation | June 6, 2022 | |
Ownership | 100% | |
Spaulding MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Georgia | |
Date of Formation | June 10, 2022 | |
Ownership | 100% | |
Raeford MHP Development LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | June 20, 2022 | |
Ownership | 100% | |
Solid Rock MHP Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | South Carolina | |
Date of Formation | June 22, 2022 | |
Ownership | 100% | |
Country Estates MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | [1] |
Date of Formation | July 6, 2022 | [1] |
Ownership | 100% | [1] |
Statesville MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | July 6, 2022 | |
Ownership | 100% | |
Timberview MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | July 7, 2022 | |
Ownership | 100% | |
Red Fox MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | July 7, 2022 | |
Ownership | 100% | |
Northview MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | July 8, 2022 | |
Ownership | 100% | |
Meadowbrook MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | South Carolina | |
Date of Formation | July 25, 2022 | |
Ownership | 100% | |
Sunnyland 2 MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Georgia | |
Date of Formation | July 27, 2022 | |
Ownership | 100% | |
Dalton 3 MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Georgia | [1] |
Date of Formation | August 8, 2022 | [1] |
Ownership | 100% | [1] |
MHP Home Holdings LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | August 17, 2022 | |
Ownership | 100% | |
Glynn Acres MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Georgia | |
Date of Formation | September 9, 2022 | |
Ownership | 100% | |
Wake Forest 2 MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | October 27, 2022 | |
Ownership | 100% | |
MACRAL Properties LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | November 14, 2022** | [2] |
Ownership | 100% | |
Ron-Ran Enterprises LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | November 14, 2022** | [2] |
Ownership | 100% | |
Country Aire MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | South Carolina | [1] |
Date of Formation | December 1, 2022 | [1] |
Ownership | 100% | [1] |
Mobile Cottage MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | December 7, 2022 | |
Ownership | 100% | |
Merritt Place MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Georgia | [1] |
Date of Formation | December 6, 2022 | [1] |
Ownership | 100% | [1] |
MHR Home Development LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Delaware | [1] |
Date of Formation | January 19, 2023 | [1] |
Ownership | 100% | [1] |
Gvest Finance LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | December 11, 2018 | |
Ownership | VIE | |
Gvest Homes I LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Delaware | |
Date of Formation | November 9, 2020 | |
Ownership | VIE | |
Brainerd Place LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Delaware | |
Date of Formation | February 24, 2021 | |
Ownership | VIE | |
Bull Creek LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Delaware | |
Date of Formation | April 13, 2021 | |
Ownership | VIE | |
Gvest Anderson Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Delaware | |
Date of Formation | June 22, 2021 | |
Ownership | VIE | |
Gvest Capital View Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Delaware | |
Date of Formation | August 6, 2021 | |
Ownership | VIE | |
Gvest Hidden Oaks Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Delaware | |
Date of Formation | August 6, 2021 | |
Ownership | VIE | |
Gvest Springlake Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Delaware | |
Date of Formation | September 24, 2021 | |
Ownership | VIE | |
Gvest Carolinas 4 Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Delaware | |
Date of Formation | November 13, 2021 | |
Ownership | VIE | |
Gvest Sunnyland Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Delaware | |
Date of Formation | January 6, 2022 | |
Ownership | VIE | |
Gvest Warrenville Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | Delaware | |
Date of Formation | February 14, 2022 | |
Ownership | VIE | |
Gvest Wake Forest 2 Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
State of Formation | North Carolina | |
Date of Formation | October 27, 2022 | |
Ownership | VIE | |
[1]During the year ended December 31, 2022, there was no activity in Country Estates LLC, Dalton 3 MHP LLC, Country Aire MHP LLC, Merritt Place MHP LLC, and MHR Home Development LLC.[2]Date LLC interest acquired. |
Variable Interest Entities (Det
Variable Interest Entities (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Variable Interest Entities [Abstract] | ||
Loans totaling | $ 4,664,384 | |
Debt paid | 460,226 | |
Additional paid in capital | 278,138 | |
Short-term loan | 2,893,981 | |
Net income loss | 952,588 | $ 460,609 |
Management fee | 349,417 | 579,703 |
Other liabilities | $ 6,232,561 | $ 1,515,715 |
Variable Interest Entities (D_2
Variable Interest Entities (Details) - Schedule of consolidated balance sheets - Variable Interest Entities [Member] - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | |
Assets | |||
Investment Property | $ 14,688,424 | $ 14,144,268 | |
Accumulated Depreciation | (997,240) | (597,650) | |
Net Investment Property | 13,691,184 | 13,546,618 | |
Cash and Cash Equivalents | 40,080 | 98,900 | |
Accounts Receivable | 60,538 | 60,506 | |
Other Assets | 194,871 | 158,920 | |
Total Assets | 13,986,673 | 13,864,944 | |
Liabilities and Deficit | |||
Accounts Payable | 206,882 | 169,298 | |
Notes Payable, net of $45,790 and $0 debt discount, respectively | 3,035,455 | 6,793,319 | |
Line of Credit, net of $160,372 and $151,749 debt discount, respectively | 6,208,947 | 6,200,607 | |
Accrued Liabilities | [1] | 6,306,178 | 1,679,233 |
Tenant Security Deposits | |||
Total Liabilities | 15,757,462 | 14,842,457 | |
Non-Controlling interest | (1,770,789) | (977,513) | |
Total Non-controlling interest in variable interest entity equity | $ (1,770,789) | $ (977,513) | |
[1] Included in other liabilities is an intercompany balance of $6,232,561 and $1,515,715 as of December 31, 2022 and 2021, respectively. The intercompany balances have been eliminated on the consolidated balance sheet. |
Variable Interest Entities (D_3
Variable Interest Entities (Details) - Schedule of consolidated balance sheets (Parentheticals) - Variable Interest Entities [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Notes Payable, net | $ 45,790 | $ 45,790 |
Notes Payable, debt discount | 0 | 0 |
Line of Credit, net | 160,372 | 160,372 |
Line of Credit, debt discount | $ 151,749 | $ 151,749 |
Investment Property (Details)
Investment Property (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Investment Property (Details) [Line Items] | ||
Depreciation expense | $ 3,441,413 | $ 2,060,882 |
Nine New Manufactured Homes [Member] | ||
Investment Property (Details) [Line Items] | ||
Manufactured homes | $ 1,300,000 | |
Thirty-Four New Manufactured Homes [Member] | ||
Investment Property (Details) [Line Items] | ||
Manufactured homes | 1,900,000 | |
Fourteen New Manufactured Homes [Member] | ||
Investment Property (Details) [Line Items] | ||
Manufactured homes | $ 860,000 |
Investment Property (Details) -
Investment Property (Details) - Schedule of property and equipment balances - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Investment Property | ||
Land | $ 30,263,687 | $ 18,854,760 |
Site and Land Improvements | 44,035,649 | 35,133,079 |
Buildings and Improvements | 23,229,657 | 14,666,296 |
Construction in Process | 2,541,376 | 3,030,456 |
Total Investment Property | 100,070,369 | 71,684,591 |
Accumulated Depreciation | (8,225,976) | (4,832,300) |
Net Investment Property | $ 91,844,393 | $ 66,852,291 |
Acquisitions and Dispositions_2
Acquisitions and Dispositions (Details) | 1 Months Ended | 12 Months Ended | |||||||||
Jul. 29, 2022 m² shares | Dec. 31, 2022 USD ($) | Dec. 20, 2022 USD ($) m² | Nov. 14, 2022 USD ($) m² | Oct. 07, 2022 USD ($) m² | Sep. 14, 2022 USD ($) m² | Jul. 07, 2022 USD ($) m² | Jun. 28, 2022 USD ($) m² | Jun. 17, 2022 USD ($) m² | Mar. 31, 2022 USD ($) m² | Jan. 31, 2022 USD ($) m² | |
Acquisitions and Disposals [Abstract] | |||||||||||
Approximate acres (in Square Meters) | m² | 18.57 | ||||||||||
Acres (in Square Meters) | m² | 9 | 13 | 43 | 2.9 | 75 | 11 | 62 | 17 | 45 | 15.09 | |
Total purchase price | $ 650,000 | $ 4,500,000 | $ 1,125,000 | $ 5,350,000 | $ 1,700,000 | $ 650,000 | $ 2,000,000 | $ 3,050,000 | $ 2,200,000 | ||
Total purchase price of shares (in Shares) | shares | 3,044,769 | ||||||||||
Membership interest | 100% | ||||||||||
Vehicles and equipment | $ 156,465 | ||||||||||
Contract price | 250,000 | ||||||||||
Gain of sale | 102,665 | ||||||||||
Aggregate amount | $ 12,700,000 |
Acquisitions and Dispositions_3
Acquisitions and Dispositions (Details) - Schedule of asset acquisitions from third parties and have been accounted for as asset acquisitions - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | ||
Sunnyland MHP [Member] | |||
Business Acquisition [Line Items] | |||
Land | $ 672,400 | ||
Improvements | 891,580 | ||
Building | |||
Total Purchase Price | 1,563,980 | ||
Sunnyland Gvest [Member] | |||
Business Acquisition [Line Items] | |||
Land | |||
Improvements | |||
Building | 636,020 | ||
Total Purchase Price | 636,020 | ||
Warrenville MHP [Member] | |||
Business Acquisition [Line Items] | |||
Land | 975,397 | ||
Improvements | 853,473 | ||
Building | |||
Total Purchase Price | 1,828,870 | ||
Warrenville Gvest [Member] | |||
Business Acquisition [Line Items] | |||
Land | |||
Improvements | |||
Building | 1,221,130 | ||
Total Purchase Price | 1,221,130 | ||
Spaulding MHP [Member] | |||
Business Acquisition [Line Items] | |||
Land | 1,217,635 | ||
Improvements | 304,409 | ||
Building | 477,956 | ||
Total Purchase Price | 2,000,000 | ||
Raeford MHP Parcel [Member] | |||
Business Acquisition [Line Items] | |||
Land | 650,000 | ||
Improvements | |||
Building | |||
Total Purchase Price | 650,000 | ||
Solid Rock MHP [Member] | |||
Business Acquisition [Line Items] | |||
Land | 1,001,966 | ||
Improvements | 206,928 | ||
Building | 491,106 | ||
Total Purchase Price | 1,700,000 | ||
Red Fox MHP [Member] | |||
Business Acquisition [Line Items] | |||
Land | 1,622,748 | ||
Improvements | 840,560 | ||
Building | 581,461 | ||
Total Purchase Price | 3,044,769 | ||
Statesville MHP [Member] | |||
Business Acquisition [Line Items] | |||
Land | 1,078,015 | ||
Improvements | 1,100,473 | ||
Building | 120,729 | ||
Total Purchase Price | 2,299,217 | ||
Northview MHP [Member] | |||
Business Acquisition [Line Items] | |||
Land | 505,319 | ||
Improvements | 247,045 | ||
Building | 116,979 | ||
Total Purchase Price | 869,343 | ||
Timberview MHP [Member] | |||
Business Acquisition [Line Items] | |||
Land | 1,010,639 | ||
Improvements | 1,021,868 | ||
Building | 148,933 | ||
Total Purchase Price | 2,181,440 | ||
Glynn Acres MHP LLC [Member] | |||
Business Acquisition [Line Items] | |||
Land | 451,375 | ||
Improvements | 294,375 | ||
Building | 379,250 | ||
Total Purchase Price | 1,125,000 | ||
Cooley’s MHP LLC [Member] | |||
Business Acquisition [Line Items] | |||
Land | 863,806 | ||
Improvements | 1,359,737 | ||
Building | |||
Total Purchase Price | 2,223,543 | ||
Cooley’s Gvest [Member] | |||
Business Acquisition [Line Items] | |||
Land | |||
Improvements | |||
Building | 276,457 | ||
Total Purchase Price | 276,457 | ||
Country Road MHP LLC [Member] | |||
Business Acquisition [Line Items] | |||
Land | 814,755 | ||
Improvements | 760,345 | ||
Building | |||
Total Purchase Price | 1,575,100 | ||
Country Road Gvest [Member] | |||
Business Acquisition [Line Items] | |||
Land | |||
Improvements | |||
Building | 424,900 | ||
Total Purchase Price | 424,900 | ||
Mobile Cottage MHP [Member] | |||
Business Acquisition [Line Items] | |||
Land | 204,062 | ||
Improvements | 269,410 | ||
Building | 176,528 | ||
Total Purchase Price | 650,000 | ||
Total Purchase Price [Member] | |||
Business Acquisition [Line Items] | |||
Land | 11,068,117 | $ 7,084,155 | |
Improvements | 8,150,203 | 12,406,332 | |
Building | 5,051,449 | 6,484,513 | |
Total Purchase Price | 24,269,769 | 25,975,000 | |
Acquisition Costs [Member] | |||
Business Acquisition [Line Items] | |||
Land | 348,755 | ||
Improvements | 149,701 | 474,568 | |
Building | 92,902 | 7,213 | |
Total Purchase Price | 591,358 | 481,781 | |
Total Investment Property [Member] | |||
Business Acquisition [Line Items] | |||
Land | 11,416,872 | 7,084,155 | |
Improvements | 8,299,904 | 12,880,900 | |
Building | 5,144,351 | 6,491,726 | |
Total Purchase Price | $ 24,861,127 | 26,456,781 | |
Golden Isles MHP LLC [Member] | |||
Business Acquisition [Line Items] | |||
Land | 1,050,000 | ||
Improvements | 487,500 | ||
Building | |||
Total Purchase Price | 1,537,500 | ||
Golden Isles Gvest [Member] | |||
Business Acquisition [Line Items] | |||
Land | |||
Improvements | |||
Building | 787,500 | ||
Total Purchase Price | 787,500 | ||
Anderson MHP [Member] | |||
Business Acquisition [Line Items] | |||
Land | 2,310,000 | ||
Improvements | [1] | 763,417 | |
Building | 120,390 | ||
Total Purchase Price | 3,193,807 | ||
Anderson Gvest [Member] | |||
Business Acquisition [Line Items] | |||
Land | |||
Improvements | |||
Building | 2,006,193 | ||
Total Purchase Price | 2,006,193 | ||
Capital View MHP [Member] | |||
Business Acquisition [Line Items] | |||
Land | 350,000 | ||
Improvements | 757,064 | ||
Building | |||
Total Purchase Price | 1,107,064 | ||
Capital View Gvest [Member] | |||
Business Acquisition [Line Items] | |||
Land | |||
Improvements | |||
Building | 342,936 | ||
Total Purchase Price | 342,936 | ||
Hidden Oaks MHP [Member] | |||
Business Acquisition [Line Items] | |||
Land | 290,000 | ||
Improvements | 843,440 | ||
Building | |||
Total Purchase Price | 1,133,440 | ||
Hidden Oaks Gvest [Member] | |||
Business Acquisition [Line Items] | |||
Land | |||
Improvements | |||
Building | 416,560 | ||
Total Purchase Price | 416,560 | ||
North Raleigh MHP LLC [Member] | |||
Business Acquisition [Line Items] | |||
Land | 1,613,828 | ||
Improvements | 4,505,268 | ||
Building | 1,330,904 | ||
Total Purchase Price | 7,450,000 | ||
Dixie MHP [Member] | |||
Business Acquisition [Line Items] | |||
Land | 59,133 | ||
Improvements | 658,351 | ||
Building | 32,516 | ||
Total Purchase Price | 750,000 | ||
Driftwood MHP [Member] | |||
Business Acquisition [Line Items] | |||
Land | 53,453 | ||
Improvements | 352,163 | ||
Building | 19,384 | ||
Total Purchase Price | 425,000 | ||
Meadowbrook MHP LLC [Member] | |||
Business Acquisition [Line Items] | |||
Land | 410,421 | ||
Improvements | 781,379 | ||
Building | 133,200 | ||
Total Purchase Price | 1,325,000 | ||
Asheboro MHP [Member] | |||
Business Acquisition [Line Items] | |||
Land | 723,778 | ||
Improvements | 1,411,726 | ||
Building | |||
Total Purchase Price | 2,135,504 | ||
Asheboro Gvest [Member] | |||
Business Acquisition [Line Items] | |||
Land | |||
Improvements | |||
Building | 614,496 | ||
Total Purchase Price | 614,496 | ||
Morganton MHP [Member] | |||
Business Acquisition [Line Items] | |||
Land | 223,542 | ||
Improvements | 1,846,024 | ||
Building | |||
Total Purchase Price | 2,069,566 | ||
Morganton Gvest[Member] | |||
Business Acquisition [Line Items] | |||
Land | |||
Improvements | |||
Building | 680,434 | ||
Total Purchase Price | $ 680,434 | ||
[1]Anderson MHP LLC also purchased vehicles and equipment totaling $156,465 which is included in the improvements column above. |
Acquisitions and Dispositions_4
Acquisitions and Dispositions (Details) - Schedule of pro-forma information - Pro Forma [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Acquisitions and Dispositions (Details) - Schedule of pro-forma information [Line Items] | ||
Total revenue | $ 16,396,569 | $ 15,064,806 |
Total community operating expenses | 5,879,048 | 5,184,272 |
Corporate payroll and overhead | 5,053,771 | 3,013,810 |
Depreciation expense | 4,020,903 | 3,971,688 |
Interest expense | 6,723,915 | 4,700,371 |
Refinance costs | 3,620,422 | 110,691 |
Cost of home sales | 269,572 | 53,761 |
Other income | 500 | 139,300 |
Gain on sale of community | 102,665 | |
Net loss | (9,067,897) | (1,830,487) |
Net loss attributable to non-controlling interest | (991,834) | (690,393) |
Net loss attributable to Manufactured Housing Properties, Inc. | (8,076,063) | (1,140,094) |
Preferred stock dividends / accretion | 2,160,424 | 2,175,472 |
Net loss | $ (10,236,487) | $ (3,315,566) |
Net loss per share (in Dollars per share) | $ (0.8) | $ (0.25) |
Promissory Notes and Lines of_3
Promissory Notes and Lines of Credit (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Sep. 09, 2022 | Sep. 02, 2022 | Sep. 01, 2022 | Apr. 14, 2022 | Mar. 01, 2022 | Mar. 31, 2022 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Jun. 29, 2022 | Oct. 22, 2021 | Oct. 01, 2017 | |
Promissory Notes and Lines of Credit (Details) [Line Items] | ||||||||||||
Promissory notes range | 4.87% | |||||||||||
Promissory notes term | 60 months | |||||||||||
Principal amount | $ 62,000,000 | |||||||||||
Escrow | 4,000,000 | $ 4,435,570 | ||||||||||
Refinancing expense | 3,604,672 | |||||||||||
Net unamortized debt issuance costs | 2,203,841 | |||||||||||
Prepayment penalties | 1,385,596 | |||||||||||
Other fees | $ 15,234 | |||||||||||
Maturity date | Sep. 01, 2032 | |||||||||||
Debt issuance costs | $ 2,842,213 | |||||||||||
Note payable | 75,883,866 | $ 48,891,483 | ||||||||||
Cost expense | $ 15,751 | |||||||||||
Debt issuance costs | $ 258,023 | |||||||||||
Drew down related to occupied home facility | 19,145 | |||||||||||
Transferred amount | 1,675,735 | |||||||||||
Related to the multi-community floorplan home facility | 791,867 | |||||||||||
Relate party amount | $ 596,563 | |||||||||||
Rental home facility proceeds amount | $ 1,014,750 | |||||||||||
Annual Interest Rate | 15% | |||||||||||
Promissory notes, description | This note has a five-year term and is interest-only based on an 15% annual rate through the maturity date and is unsecured. | |||||||||||
Minimum [Member] | ||||||||||||
Promissory Notes and Lines of Credit (Details) [Line Items] | ||||||||||||
Promissory notes range | 4% | |||||||||||
Promissory notes term | 5 years | |||||||||||
Maximum [Member] | ||||||||||||
Promissory Notes and Lines of Credit (Details) [Line Items] | ||||||||||||
Promissory notes range | 7.39% | |||||||||||
Promissory notes term | 30 years | |||||||||||
Other lenders [Member] | ||||||||||||
Promissory Notes and Lines of Credit (Details) [Line Items] | ||||||||||||
Principal amount | $ 54,000,000 | |||||||||||
Gvest Real Estate Capital LLC [Member] | ||||||||||||
Promissory Notes and Lines of Credit (Details) [Line Items] | ||||||||||||
Borrowing amount | 150,000 | |||||||||||
NAV Real Estate LLC Promissory Note [Member] | ||||||||||||
Promissory Notes and Lines of Credit (Details) [Line Items] | ||||||||||||
Borrowing amount | $ 2,000,000 | |||||||||||
Promissory Notes [Member] | ||||||||||||
Promissory Notes and Lines of Credit (Details) [Line Items] | ||||||||||||
Outstanding balance | $ 79,550,080 | 50,955,777 | ||||||||||
Mr. Gee [Member] | Raymond M. Gee Promissory Note [Member] | ||||||||||||
Promissory Notes and Lines of Credit (Details) [Line Items] | ||||||||||||
Borrowing amount | $ 1,500,000 | |||||||||||
Raymond M. Gee Promissory Note [Member] | ||||||||||||
Promissory Notes and Lines of Credit (Details) [Line Items] | ||||||||||||
Loans amount | 75,583,029 | |||||||||||
Maturity date | May 31, 2032 | |||||||||||
Debt issuance costs | $ 1,000,000 | |||||||||||
Metrolina Promissory Notes [Member] | ||||||||||||
Promissory Notes and Lines of Credit (Details) [Line Items] | ||||||||||||
Principal amount | 1,500,000 | |||||||||||
Balance note | 1,500,000 | |||||||||||
Interest rate per annum | 18% | |||||||||||
Maturity date | Apr. 01, 2023 | |||||||||||
Interest expense | 87,542 | 21 | ||||||||||
Gvest Real Estate Capital LLC [Member] | ||||||||||||
Promissory Notes and Lines of Credit (Details) [Line Items] | ||||||||||||
Line of credit | $ 2,000,000 | |||||||||||
Interest expense | $ 51,780 | |||||||||||
Borrowing amount | $ 2,700,000 | |||||||||||
Maximum credit limit note increased | $ 2,000,000 | |||||||||||
MHP LLC [Member] | ||||||||||||
Promissory Notes and Lines of Credit (Details) [Line Items] | ||||||||||||
Note payable | $ 1,500,000 | |||||||||||
Metrolina Loan Holdings, LLC [Member] | ||||||||||||
Promissory Notes and Lines of Credit (Details) [Line Items] | ||||||||||||
Principal amount | $ 1,500,000 | |||||||||||
Interest expense | 154,167 | $ 0 | ||||||||||
NAV Real Estate LLC [Member] | ||||||||||||
Promissory Notes and Lines of Credit (Details) [Line Items] | ||||||||||||
Outstanding balance | $ 2,000,000 | |||||||||||
NAV Real Estate LLC [Member] | NAV Real Estate LLC Promissory Note [Member] | ||||||||||||
Promissory Notes and Lines of Credit (Details) [Line Items] | ||||||||||||
Borrowing amount | $ 2,000,000 |
Promissory Notes and Lines of_4
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance - USD ($) | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | |||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Jan. 27, 2024 | |||
Totals note payables | $ 79,550,080 | $ 50,955,777 | ||
Discount Direct Lender Fees | (3,666,214) | (2,064,294) | ||
Total Net of Discount | $ 75,883,866 | 48,891,483 | ||
Pecan Grove MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Feb. 22, 2029 | |||
Interest Rate | 5.25% | |||
Totals note payables | 2,969,250 | |||
Pecan Grove MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 4,489,000 | ||
Azalea MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Mar. 01, 2029 | |||
Interest Rate | 5.40% | |||
Totals note payables | 790,481 | |||
Azalea MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 1,830,000 | ||
Holly Faye MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Mar. 01, 2029 | |||
Interest Rate | 5.40% | |||
Totals note payables | 579,825 | |||
Holly Faye MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 1,608,000 | ||
Chatham MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Apr. 01, 2024 | |||
Interest Rate | 5.875% | |||
Totals note payables | 1,698,800 | |||
Chatham MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 2,263,000 | ||
Lakeview MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Mar. 01, 2029 | |||
Interest Rate | 5.40% | |||
Totals note payables | 1,805,569 | |||
Lakeview MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 3,229,000 | ||
B&D MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | May 02, 2029 | |||
Interest Rate | 5.50% | |||
Totals note payables | 1,779,439 | |||
B&D MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 2,887,000 | ||
Hunt Club MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Jan. 01, 2033 | |||
Interest Rate | 3.43% | |||
Totals note payables | 2,398,689 | |||
Hunt Club MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 2,756,000 | ||
Crestview MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Dec. 31, 2030 | |||
Interest Rate | 3.25% | |||
Totals note payables | 4,682,508 | |||
Crestview MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 4,625,000 | ||
Maple Hills MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Dec. 01, 2030 | |||
Interest Rate | 3.25% | |||
Totals note payables | 2,341,254 | |||
Maple Hills MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 2,570,000 | ||
Springlake MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Dec. 10, 2026 | ||
Interest Rate | [1] | 4.75% | ||
Interest Only Period (Months) | [1] | 12 months | ||
Totals note payables | [1] | 4,016,250 | ||
Springlake MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 6,590,000 | ||
ARC MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Jan. 01, 2030 | |||
Interest Rate | 5.50% | |||
Totals note payables | 3,809,742 | |||
ARC MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 3,687,000 | ||
Countryside MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Mar. 20, 2050 | |||
Interest Rate | 5.50% | |||
Interest Only Period (Months) | 12 months | |||
Totals note payables | 1,684,100 | |||
Countryside MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 4,343,000 | ||
Evergreen MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Apr. 01, 2032 | |||
Interest Rate | 3.99% | |||
Totals note payables | 1,115,261 | |||
Evergreen MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 2,604,000 | ||
Golden Isles MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Mar. 31, 2026 | |||
Interest Rate | 4% | |||
Totals note payables | 787,500 | |||
Golden Isles MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 1,987,000 | ||
Anderson MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Jul. 10, 2026 | ||
Interest Rate | [1] | 5.21% | ||
Interest Only Period (Months) | [1] | 24 months | ||
Totals note payables | [1] | 2,153,807 | ||
Anderson MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 5,118,000 | ||
Capital View MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 10, 2026 | ||
Interest Rate | [1] | 5.39% | ||
Interest Only Period (Months) | [1] | 24 months | ||
Totals note payables | [1] | 817,064 | ||
Capital View MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Sep. 01, 2032 | |||
Interest Rate | 4.87% | |||
Interest Only Period (Months) | 60 months | |||
Totals note payables | $ 829,000 | |||
Hidden Oaks MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 10, 2026 | ||
Interest Rate | [1] | 5.33% | ||
Interest Only Period (Months) | [1] | 24 months | ||
Totals note payables | [1] | 823,440 | ||
Hidden Oaks MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 764,000 | ||
North Raleigh MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Nov. 01, 2026 | |||
Interest Rate | 4.75% | |||
Totals note payables | 5,304,409 | |||
North Raleigh MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 5,279,000 | ||
Charlotte 3 Park MHP LLC (Dixie, Driftwood, Meadowbrook) [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [2] | Mar. 01, 2022 | ||
Interest Rate | [2] | 5% | ||
Interest Only Period (Months) | [2] | 2 months | ||
Totals note payables | [2] | 1,500,000 | ||
Charlotte 3 Park MHP LLC (Dixie, Driftwood, Meadowbrook) [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1],[3] | Nov. 01, 2028 | ||
Interest Rate | [1],[3] | 4.25% | ||
Totals note payables | [1],[3] | |||
Charlotte 3 Park MHP LLC (Dixie) - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Sep. 01, 2032 | |||
Interest Rate | 4.87% | |||
Interest Only Period (Months) | 60 months | |||
Totals note payables | $ 485,000 | |||
Charlotte 3 Park MHP LLC (Driftwood) - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 274,000 | ||
Carolinas 4 MHP LLC (Asheboro, Morganton) [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Jan. 10, 2027 | ||
Interest Rate | [1] | 5.30% | ||
Interest Only Period (Months) | [1] | 36 months | ||
Totals note payables | [1] | 3,105,070 | ||
Carolinas 4 MHP LLC (Asheboro) - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 1,374,000 | ||
Carolinas 4 MHP LLC (Morganton) - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 1,352,000 | ||
Sunnyland MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Feb. 10, 2027 | ||
Interest Rate | [1] | 5.37% | ||
Interest Only Period (Months) | [1] | 36 months | ||
Totals note payables | [1] | |||
Sunnyland MHP LLC - KeyBank [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 01, 2032 | ||
Interest Rate | [1] | 4.87% | ||
Interest Only Period (Months) | [1] | 60 months | ||
Totals note payables | [1] | $ 1,057,000 | ||
Warrenville MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Mar. 10, 2027 | ||
Interest Rate | [1] | 5.59% | ||
Interest Only Period (Months) | [1] | 36 months | ||
Totals note payables | [1] | $ 1,218,870 | ||
Spaulding MHP LLC One [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Jul. 22, 2043 | |||
Interest Only Period (Months) | 12 months | |||
Totals note payables | $ 1,600,000 | |||
Interest Rate | WSJ Prime +1 | |||
Solid Rock MHP LLC One [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Jun. 30, 2032 | |||
Interest Rate | 5% | |||
Interest Only Period (Months) | 12 months | |||
Totals note payables | $ 925,000 | |||
Red Fox MHP LLC One [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Aug. 01, 2032 | |||
Interest Rate | 5.25% | |||
Interest Only Period (Months) | 24 months | |||
Totals note payables | $ 2,250,000 | |||
Statesville MHP LLC One [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 13, 2025 | ||
Interest Rate | [1] | |||
Interest Only Period (Months) | [1] | 36 months | ||
Totals note payables | [1] | $ 1,519,925 | ||
Timberview MHP LLC One [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 13, 2025 | ||
Interest Rate | [1] | |||
Interest Only Period (Months) | [1] | 36 months | ||
Totals note payables | [1] | $ 1,418,075 | ||
Northview MHP LLC - land (Seller Finance) [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Sep. 15, 2027 | |||
Interest Rate | 6% | |||
Interest Only Period (Months) | 60 months | |||
Totals note payables | $ 792,654 | |||
Statesville, Northview, and Timberview MHP LLC - homes (Seller Finance) [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Sep. 15, 2027 | |||
Interest Rate | 6% | |||
Interest Only Period (Months) | 60 months | |||
Totals note payables | $ 407,345 | |||
Glynn Acres MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Nov. 01, 2042 | |||
Interest Rate | 6% | |||
Totals note payables | $ 898,052 | |||
Wake Forest MHP LLC (Cooley’s, Country Road) [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Dec. 10, 2027 | |||
Interest Rate | 7.39% | |||
Interest Only Period (Months) | 36 months | |||
Totals note payables | $ 3,038,914 | |||
Mobile Cottage MHP LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Dec. 20, 2027 | |||
Interest Rate | 5% | |||
Interest Only Period (Months) | 30 months | |||
Totals note payables | $ 400,000 | |||
Gvest Finance LLC (B&D homes) [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | May 01, 2024 | |||
Interest Rate | 5% | |||
Totals note payables | $ 614,809 | 657,357 | ||
Gvest Finance LLC (Countryside homes) [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Mar. 20, 2050 | |||
Interest Rate | 5.50% | |||
Totals note payables | 1,287,843 | |||
Gvest Finance LLC (Golden Isles homes) [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Mar. 31, 2031 | |||
Interest Rate | 4% | |||
Interest Only Period (Months) | 120 months | |||
Totals note payables | $ 684,220 | 787,500 | ||
Gvest Anderson Homes LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Jul. 10, 2026 | ||
Interest Rate | [1] | 5.21% | ||
Interest Only Period (Months) | [1] | 24 months | ||
Totals note payables | [1] | 2,006,193 | ||
Gvest Capital View Homes LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 10, 2026 | ||
Interest Rate | [1] | 5.39% | ||
Interest Only Period (Months) | [1] | 24 months | ||
Totals note payables | [1] | 342,936 | ||
Gvest Hidden Oaks Homes LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Sep. 10, 2026 | ||
Interest Rate | [1] | 5.33% | ||
Interest Only Period (Months) | [1] | 24 months | ||
Totals note payables | [1] | 416,560 | ||
Gvest Carolinas 4 Homes LLC (Asheboro, Morganton) [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Jan. 10, 2027 | ||
Interest Rate | [1] | 5.30% | ||
Interest Only Period (Months) | [1] | 36 months | ||
Totals note payables | [1] | 1,294,930 | ||
Gvest Sunnyland Homes LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1],[3] | Feb. 10, 2027 | ||
Interest Rate | [1],[3] | 5.37% | ||
Interest Only Period (Months) | [1],[3] | 36 months | ||
Totals note payables | [1],[3] | |||
Gvest Warrenville Homes LLC [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | [1] | Mar. 10, 2027 | ||
Interest Rate | [1] | 5.59% | ||
Interest Only Period (Months) | [1] | 36 months | ||
Totals note payables | [1] | $ 1,221,130 | ||
Gvest Wake Forest 2 Homes LLC (Cooley’s, Country Road homes) [Member] | ||||
Promissory Notes and Lines of Credit (Details) - Schedule of outstanding balance [Line Items] | ||||
Maturity Date | Dec. 10, 2027 | |||
Interest Rate | 7.39% | |||
Interest Only Period (Months) | 36 months | |||
Totals note payables | $ 561,086 | |||
[1]The notes indicated above are subject to certain financial covenants.[2]The Company repaid the Charlotte 3 Park MHP LLC note payable of $1,500,000 on March 1, 2022 and recognized refinancing cost expense totaling $15,751. This community was refinanced on April 14, 2022 with a different lender and the Company capitalized $258,023 of debt issuance costs related to the new note.[3]The Company entered into and paid off these promissory notes within the year ended December 31, 2022. |
Promissory Notes and Lines of_5
Promissory Notes and Lines of Credit (Details) - Schedule of lines of credit – variable interest entities - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | ||
Promissory Notes and Lines of Credit (Details) - Schedule of lines of credit – variable interest entities [Line Items] | |||
Total Lines of Credit - VIEs | $ 6,369,319 | $ 6,352,356 | |
Discount Direct Lender Fees | (160,372) | (151,749) | |
Total Net of Discount | 6,208,947 | $ 6,200,607 | |
Occupied Home Facility [Member] | |||
Promissory Notes and Lines of Credit (Details) - Schedule of lines of credit – variable interest entities [Line Items] | |||
Borrower | [1] | Gvest Homes I LLC | |
Community | [1] | ARC, Crestview, Maple | |
Maturity Date | [1] | 01/01/30 | |
Interest Rate | [1] | 8.375% | |
Maximum Credit Limit | [1] | $ 20,000,000 | |
Total Lines of Credit - VIEs | [1] | 2,424,896 | $ 2,517,620 |
Multi-Community Rental Home Facility [Member] | |||
Promissory Notes and Lines of Credit (Details) - Schedule of lines of credit – variable interest entities [Line Items] | |||
Borrower | Gvest Finance LLC | ||
Community | ARC, Golden Isles, Springlake | ||
Maturity Date | [2] | Various (3) | |
Interest Rate | Greater of 3.25% or Prime, + 375 bps | ||
Maximum Credit Limit | $ 5,000,000 | ||
Total Lines of Credit - VIEs | 2,561,380 | $ 838,000 | |
Multi-Community Floorplan Home Facility [Member] | |||
Promissory Notes and Lines of Credit (Details) - Schedule of lines of credit – variable interest entities [Line Items] | |||
Borrower | [1],[3] | Gvest Finance LLC | |
Community | Golden Isles, Springlake, Sunnyland, Crestview | ||
Maturity Date | [1],[2],[3] | Various (3) | |
Interest Rate | [1],[3] | LIBOR + 6 – 8% based on days outstanding | |
Maximum Credit Limit | [1],[3] | $ 4,000,000 | |
Total Lines of Credit - VIEs | [1],[3] | 1,383,043 | $ 1,104,255 |
Springlake Home Facility [Member] | |||
Promissory Notes and Lines of Credit (Details) - Schedule of lines of credit – variable interest entities [Line Items] | |||
Borrower | [3] | Gvest Finance LLC | |
Community | [3] | Springlake | |
Maturity Date | [3] | 12/10/26 | |
Interest Rate | [3] | 6.75% | |
Maximum Credit Limit | [3] | $ 3,300,000 | |
Total Lines of Credit - VIEs | [3] | $ 1,892,481 | |
[1]During the year ended December 31, 2022, Gvest Homes I LLC drew down $19,145 related to the Occupied Home Facility and $1,675,735 related to the Multi-Community Floorplan Home Facility and $791,867 was transferred from the Multi-Community Floorplan Home Facility to the Multi-Community Rental Home Facility as the homes became occupied as rental units. Payments on the Multi-Community Floorplan Home Facility advances are interest only until each advance is paid off or transferred to the Multi-Community Rental Home Facility.[2]The maturity date of the of the Multi-Community Floorplan and Rental Lines of Credit will vary based on each statement of financial transaction, a report identifying the funded homes and the applicable financial terms.[3]Payments on the Springlake Home Facility were interest only for the first six months. During the first quarter of 2022, Gvest Finance LLC drew down $596,563 related to the Springlake Home Facility and used the proceeds to pay down the same amount on the Multi-Community Floorplan Home Facility so that all homes at Springlake were financed by one lender. On September 1, 2022, in connection with KeyBank refinancing, the Company repaid the outstanding balance of this facility on behalf of Gvest Finance LLC. During the fourth quarter of 2022, Gvest Finance LLC refinanced many of the Springlake homes adding $1,014,750 to the Muti-Community Rental Home Facility and used the proceeds to repay the Company. |
Promissory Notes and Lines of_6
Promissory Notes and Lines of Credit (Details) - Schedule of minimum annual principal payments of notes payable - Notes Payable [Member] | Dec. 31, 2022 USD ($) |
Promissory Notes and Lines of Credit (Details) - Schedule of minimum annual principal payments of notes payable [Line Items] | |
2023 | $ 391,877 |
2024 | 1,680,934 |
2025 | 3,396,663 |
2026 | 520,885 |
2027 | 10,247,833 |
Thereafter | 71,681,207 |
Total minimum principal payments | $ 87,919,399 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||
Jun. 11, 2021 | May 24, 2021 | Dec. 02, 2019 | Nov. 01, 2019 | Apr. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | May 08, 2019 | |
Stockholders' Equity (Details) [Line Items] | |||||||||
Accretion of put options totaling | $ 1,126,771 | ||||||||
Designation, description | the Company launched an offering under Regulation A of Section 3(6) of the Securities Act of 1933, as, amended (the “Securities Act”), for Tier 2 offerings, pursuant to which the Company offered up to 1,000,000 shares of Series B Preferred Stock at an offering price of $10.00 per share, for a maximum offering amount of $10,000,000. | ||||||||
Redemptions limited percentage | 4% | ||||||||
Percentage of aggregate redemption price, description | ●11% if the redemption is requested on or before the first anniversary of the original issuance of such shares; ● 8% if the redemption is requested after the first anniversary and on or before the second anniversary of the original issuance of such shares; ● 5% if the redemption is requested after the second anniversary and on or before the third anniversary of the original issuance of such shares; and ● after the third anniversary of the date of original issuance of shares to be redeemed, no redemption fee shall be subtracted from the redemption price. | ||||||||
Redemption price include premium stated value | 10% | ||||||||
Common Stock, shares authorized (in Shares) | 200,000,000 | 200,000,000 | |||||||
Common stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 | |||||||
Common Stock, shares issued (in Shares) | 12,493,012 | 12,403,680 | |||||||
Common stock shares outstanding (in Shares) | 12,493,012 | 12,403,680 | |||||||
Common Stock issued through stock options (in Shares) | 5,100 | ||||||||
Exercise price | $ 893 | ||||||||
Stock Issued for cash value | $ 893 | ||||||||
Granted shares (in Shares) | 538,842 | 706,175 | 656,175 | ||||||
Stock options issued, value (in Shares) | 195,000 | ||||||||
Stock option expense | $ 170,290 | $ 38,033 | |||||||
Fair value options issued | $ 595,140 | ||||||||
Option issued (in Shares) | 100,000 | 45,000 | 50,000 | ||||||
Granted price, per share (in Dollars per share) | $ 0.14 | $ 0.01 | |||||||
Aggregate share of money options (in Shares) | 538,842 | 706,175 | |||||||
Aggregate intrinsic value | $ 643,664 | $ 2,040,846 | |||||||
Preferred Stock [Member] | |||||||||
Stockholders' Equity (Details) [Line Items] | |||||||||
Preferred stock shares, authorized (in Shares) | 10,000,000 | ||||||||
Preferred stock par value (in Dollars per share) | $ 0.01 | ||||||||
Series A Preferred Stock [Member] | |||||||||
Stockholders' Equity (Details) [Line Items] | |||||||||
Preferred stock shares, authorized (in Shares) | 4,000,000 | 4,000,000 | |||||||
Preferred stock par value (in Dollars per share) | $ 0.01 | $ 0.01 | |||||||
Preferred stock, designated shares (in Shares) | 4,000,000 | ||||||||
Cumulative dividends, per shares (in Dollars per share) | $ 0.017 | ||||||||
Dividend rate, percentage | 8% | ||||||||
Liquidation preference per share (in Dollars per share) | $ 2.5 | ||||||||
Paid dividends | $ 376,078 | $ 384,864 | |||||||
Liquidation preference (in Shares) | 2.5 | ||||||||
Conversion price (in Dollars per share) | $ 2.5 | ||||||||
Common stock is greater than liquidation preference, per shares (in Dollars per share) | $ 2.5 | ||||||||
Option value accretion | $ 469,743 | 472,271 | |||||||
Preferred stock totaling | 1,826,000 | 5,734 | |||||||
Accretion of put options totaling | $ 4,565,000 | $ 1,542,916 | |||||||
Preferred stock, issued (in Shares) | 1,826,000 | 1,886,000 | |||||||
Preferred stock, outstanding (in Shares) | 1,826,000 | 1,886,000 | |||||||
Preferred stock balance | $ 4,715,000 | ||||||||
Series B Preferred Stock [Member] | |||||||||
Stockholders' Equity (Details) [Line Items] | |||||||||
Preferred stock shares, authorized (in Shares) | 1,000,000 | 1,000,000 | |||||||
Preferred stock par value (in Dollars per share) | $ 0.01 | $ 0.01 | |||||||
Liquidation preference per share (in Dollars per share) | $ 10 | ||||||||
Option value accretion | $ 709,584 | $ 739,034 | |||||||
Preferred stock, issued (in Shares) | 747,951 | 758,551 | |||||||
Preferred stock, outstanding (in Shares) | 747,951 | 758,551 | |||||||
Cumulative redeemable preferred stock (in Shares) | 1,000,000 | ||||||||
Dividend rate and payment dates, description | Holders of Series B Preferred Stock will be entitled to receive cumulative dividends in the amount of $0.067 per share each month, which is equivalent to the annual rate of 8% of the $10.00 liquidation preference per share; provided that upon an event of default (generally defined as the Company’s failure to pay dividends when due or to redeem shares when requested by a holder), such amount shall be increased to $0.083 per month, which is equivalent to the annual rate of 10% of the $10.00 liquidation preference per share. | ||||||||
Offering bonus, description | In addition, the Company offered bonus shares to early investors in this offering, whereby the first 400 investors received, in addition to Series B Preferred Stock, 100 shares of Common Stock, regardless of the amount invested, for a total of 40,000 shares of Common Stock. | ||||||||
Aggregate sale of shares (in Shares) | 117,297 | ||||||||
Total gross proceeds | $ 1,172,970 | ||||||||
Received net proceeds | 1,087,485 | ||||||||
Accretion of put options total | $ 7,079,716 | 1,332,878 | |||||||
Net of commissions | 2,042,502 | 7,185,716 | |||||||
Series C Preferred Stock [Member] | |||||||||
Stockholders' Equity (Details) [Line Items] | |||||||||
Paid dividends | 764,456 | 49,292 | |||||||
Accretion of put options totaling | 5,734,400 | ||||||||
Preferred stock, issued (in Shares) | 47,000 | ||||||||
Total gross proceeds | 15,849,602 | ||||||||
Received net proceeds | 14,786,508 | 5,345,207 | |||||||
Designated shares (in Dollars per share) | $ 47,000 | ||||||||
Initial stated value | $ 1,000 | ||||||||
Description of dividends | Holders of Series C Preferred Stock are entitled to receive cumulative monthly cash dividends at a per annum rate of 7% of the stated value (or $5.83 per share each month based on the initial stated value). | ||||||||
Accrued dividends | $ 99,936 | $ 26,960 | |||||||
Offering Price | $ 1,000 | ||||||||
Maximum offering amount | $ 47,000,000 | ||||||||
Redeemable Preferred Stock issued (in Shares) | 91,886 | ||||||||
Redeemable Preferred Stock outstanding (in Shares) | 21,584 | 5,734 | |||||||
Redeemable preferred stock shares (in Shares) | 5,734.4 | ||||||||
Gross proceeds totaling | $ 1,406,815 | $ 5,734,400 | |||||||
Other issuance costs | 159,515 | ||||||||
Preferred stock shares issued (in Shares) | 21,584 | ||||||||
Preferred stock shares outstanding (in Shares) | 21,584,002 | ||||||||
Net of total unamortized debt issuance costs | 520,030 | ||||||||
Common Stock [Member] | |||||||||
Stockholders' Equity (Details) [Line Items] | |||||||||
Common Stock, shares authorized (in Shares) | 200,000,000 | ||||||||
Common stock, par value (in Dollars per share) | $ 0.01 | ||||||||
Common Stock issued through stock options (in Shares) | 89,332 | ||||||||
Stock Issued for cash value | $ 1,377 | ||||||||
Equity Incentive Plan [Member] | |||||||||
Stockholders' Equity (Details) [Line Items] | |||||||||
Granted shares (in Shares) | 538,842 | ||||||||
Remaining shares under plan (in Shares) | 461,158 | ||||||||
Stock options issued, value (in Shares) | 50,000 | ||||||||
Granted price, per share (in Dollars per share) | $ 0.01 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - Schedule of summarizes the stock options outstanding - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule Of Summarizes The Stock Options Outstanding Abstract | ||
Number of options, outstanding beginning balance | 706,175 | 656,175 |
Weighted average exercise price (per share), outstanding beginning balance | $ 0.01 | $ 0.01 |
Weighted average remaining contractual term (in years), outstanding beginning balance | 6 years 7 months 6 days | 7 years 8 months 12 days |
Number of options, outstanding ending balance | 538,842 | 706,175 |
Weighted average exercise price (per share), outstanding ending balance | $ 0.06 | $ 0.01 |
Weighted average remaining contractual term (in years), outstanding ending balance | 6 years 9 months 18 days | 6 years 7 months 6 days |
Number of options, exercisable | 358,843 | 672,842 |
Weighted average exercise price (per share), exercisable | $ 0.03 | $ 0.01 |
Weighted average remaining contractual term (in years), exercisable | 5 years 7 months 6 days | 6 years 4 months 24 days |
Number of options, granted | 195,000 | 50,000 |
Weighted average exercise price (per share), granted | $ 0.14 | $ 0.01 |
Weighted average remaining contractual term (in years), granted | 9 years 4 months 24 days | 9 years |
Number of options, exercised | (93,333) | |
Weighted average exercise price (per share), exercised | $ 0.01 | |
Weighted average remaining contractual term (in years), exercised | 6 years 1 month 6 days | |
Number of options, forfeited / cancelled / expired | (269,000) | |
Weighted average exercise price (per share), forfeited / cancelled / expired | $ 0.01 | |
Weighted average remaining contractual term (in years), forfeited / cancelled / expired | 5 years 7 months 6 days |
Stockholders' Equity (Details_2
Stockholders' Equity (Details) - Schedule of summarizes information concerning options outstanding - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Strike Price One [Member] | ||
Stockholders' Equity (Details) - Schedule of summarizes information concerning options outstanding [Line Items] | ||
Strike Price Range | $ 0.01 | |
Outstanding stock options (in Shares) | 288,675 | |
Weighted average remaining contractual term (in years) | 4 years 10 months 24 days | |
Weighted average outstanding strike price | $ 0.01 | |
Vested stock options (in Shares) | 288,675 | |
Weighted average vested strike price | $ 0.01 | |
Strike Price Two [Member] | ||
Stockholders' Equity (Details) - Schedule of summarizes information concerning options outstanding [Line Items] | ||
Strike Price Range | $ 0.01 | |
Outstanding stock options (in Shares) | 13,500 | |
Weighted average remaining contractual term (in years) | 7 years | |
Weighted average outstanding strike price | $ 0.01 | |
Vested stock options (in Shares) | 13,500 | |
Weighted average vested strike price | $ 0.01 | |
Strike Price Three [Member] | ||
Stockholders' Equity (Details) - Schedule of summarizes information concerning options outstanding [Line Items] | ||
Strike Price Range | $ 0.01 | |
Outstanding stock options (in Shares) | 50,000 | |
Weighted average remaining contractual term (in years) | 8 years | |
Weighted average outstanding strike price | $ 0.01 | |
Vested stock options (in Shares) | 33,333 | |
Weighted average vested strike price | $ 0.01 | |
Strike Price Four [Member] | ||
Stockholders' Equity (Details) - Schedule of summarizes information concerning options outstanding [Line Items] | ||
Outstanding stock options (in Shares) | 186,667 | |
Weighted average remaining contractual term (in years) | 9 years 4 months 24 days | |
Weighted average outstanding strike price | $ 0.14 | |
Vested stock options (in Shares) | 23,334 | |
Weighted average vested strike price | $ 0.36 | |
Strike Price Four [Member] | Minimum [Member] | ||
Stockholders' Equity (Details) - Schedule of summarizes information concerning options outstanding [Line Items] | ||
Strike Price Range | 0.01 | |
Strike Price Four [Member] | Maximum [Member] | ||
Stockholders' Equity (Details) - Schedule of summarizes information concerning options outstanding [Line Items] | ||
Strike Price Range | $ 0.5 | |
Strike Price Five [Member] | ||
Stockholders' Equity (Details) - Schedule of summarizes information concerning options outstanding [Line Items] | ||
Strike Price Range | $ 0.01 | |
Outstanding stock options (in Shares) | 519,675 | |
Weighted average remaining contractual term (in years) | 5 years 10 months 24 days | |
Weighted average outstanding strike price | $ 0.01 | |
Vested stock options (in Shares) | 519,675 | |
Weighted average vested strike price | $ 0.01 | |
Strike Price Six [Member] | ||
Stockholders' Equity (Details) - Schedule of summarizes information concerning options outstanding [Line Items] | ||
Strike Price Range | $ 0.01 | |
Outstanding stock options (in Shares) | 136,500 | |
Weighted average remaining contractual term (in years) | 8 years | |
Weighted average outstanding strike price | $ 0.01 | |
Vested stock options (in Shares) | 136,500 | |
Weighted average vested strike price | $ 0.01 | |
Strike Price Seven [Member] | ||
Stockholders' Equity (Details) - Schedule of summarizes information concerning options outstanding [Line Items] | ||
Strike Price Range | $ 0.01 | |
Outstanding stock options (in Shares) | 50,000 | |
Weighted average remaining contractual term (in years) | 9 years | |
Weighted average outstanding strike price | $ 0.01 | |
Vested stock options (in Shares) | 16,667 | |
Weighted average vested strike price | $ 0.01 |
Stockholders' Equity (Details_3
Stockholders' Equity (Details) - Schedule of stock option assumptions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Stockholders' Equity (Details) - Schedule of stock option assumptions [Line Items] | ||
Expected dividend yield | 0% | 0% |
Expected life of options (in years) | 6 years 6 months | |
Minimum [Member] | ||
Stockholders' Equity (Details) - Schedule of stock option assumptions [Line Items] | ||
Risk-free interest rate | 1.40% | 0.26% |
Expected volatility | 227.92% | 16.03% |
Expected life of options (in years) | 6 years 6 months | |
Maximum [Member] | ||
Stockholders' Equity (Details) - Schedule of stock option assumptions [Line Items] | ||
Risk-free interest rate | 3.97% | 1.40% |
Expected volatility | 249.77% | 273.98% |
Expected life of options (in years) | 7 years |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 12 Months Ended | |||
May 02, 2022 | Jan. 01, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Related Party Transactions [Abstract] | ||||
Lease amount per month | $ 12,000 | |||
Company paid amount | 144,000 | $ 144,000 | ||
Related party amount paid | 95,000 | |||
Personal guaranties on promissory notes | $ 32,000 | |||
Consulting agreement per month | $ 8,000 | |||
Development consulting services amount | 32,000 | |||
Received fees amount | 1,230,000 | |||
Fees received | 250,000 | |||
Accrued guaranty fee | 1,000,000 | |||
Personal guaranty for key bank | 62,000,000,000,000 | |||
encom receivrd | $ 500,000 | |||
Guaranty fees | $ 250,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |
Dec. 22, 2017 | Dec. 31, 2021 | Dec. 31, 2022 | |
Income Taxes [Abstract] | |||
Corporate tax rate | 35% | ||
Flat rate | 21% | ||
Taxable income percentage | 80% | 21% | |
Net operating loss carryforwards | $ 19,257,499 | $ 24,556,871 | |
Valuation allowance | $ 1,352,630 | $ 1,156,890 |
Income Taxes (Details) - Schedu
Income Taxes (Details) - Schedule of current income tax benefit - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule Of Current Income Tax Benefit Abstract | ||
Statutory rate applied to income (loss) before income taxes | $ (2,124,784) | $ (383,885) |
Increase (decrease) in income taxes results from: | ||
VIE loss | 229,998 | 112,958 |
Nondeductible Preferred C dividends | 208,704 | |
Change in effective rate | (28,092) | |
Change in valuation allowance | 1,156,890 | (1,352,630) |
Provision to return true up | 557,284 | 1,623,557 |
Income tax expense (benefit) |
Income Taxes (Details) - Sche_2
Income Taxes (Details) - Schedule of federal statutory corporate tax rate | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule Of Federal Statutory Corporate Tax Rate Abstract | ||
Income tax benefit - Federal | 21% | 21% |
Income tax benefit - State | 3.14% | 3.62% |
VIE loss | (2.61%) | (7.25%) |
Nondeductible Preferred C dividends | (2.37%) | |
Change in effective rate | 0.32% | |
Change in valuation allowance | (13.15%) | 86.77% |
Provision to return true up | (6.33%) | (104.14%) |
Income tax expense (benefit) | 0% | 0% |
Income Taxes (Details) - Sche_3
Income Taxes (Details) - Schedule of net deferred tax assets - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Deferred tax liabilities: | ||
Depreciation | $ (2,561,333) | $ (2,431,793) |
Amortization | (73) | (14,372) |
Related party accrued interest | 37,223 | |
Other | (572) | (584) |
Deferred tax assets: | ||
Operating loss carryforwards | 5,486,412 | 4,251,516 |
Gross deferred tax assets | 2,961,657 | 1,804,767 |
Valuation allowance | (2,961,657) | (1,804,767) |
Net deferred income tax asset |
Subsequent Events (Details)
Subsequent Events (Details) | 1 Months Ended | 12 Months Ended | |||||
Jan. 27, 2023 USD ($) | Dec. 31, 2022 USD ($) shares | Feb. 16, 2023 shares | Jan. 12, 2023 USD ($) | Oct. 20, 2022 USD ($) a | Sep. 21, 2022 USD ($) m² | Jan. 31, 2022 m² | |
Subsequent Events (Details) [Line Items] | |||||||
Net proceeds | $ 3,613,371 | ||||||
Number of acres | m² | 18.57 | ||||||
Total purchase price | $ 5,350,000 | ||||||
Margin rate | 2.25% | ||||||
Maturity date | Jan. 27, 2024 | ||||||
Variable rate | 8% | ||||||
Series C Preferred Stock [Member] | |||||||
Subsequent Events (Details) [Line Items] | |||||||
Aggregate of preferred shares (in Shares) | shares | 3,874 | ||||||
Total gross proceeds | $ 3,874,500 | ||||||
Subsequent Event [Member] | |||||||
Subsequent Events (Details) [Line Items] | |||||||
Principal amount | $ 1,680,000 | $ 3,500,000 | |||||
Exercise of stock options (in Shares) | shares | 50,000 | ||||||
MHP Pursuits LLC [Member] | |||||||
Subsequent Events (Details) [Line Items] | |||||||
Number of acres | 17.8 | 21 | |||||
Total purchase price | $ 2,400,000 | ||||||
Margin rate | 1% | ||||||
Maturity date | Sep. 13, 2025 | ||||||
Number of homes | 24 | ||||||
Merritt Place MHP LLC [Member] | Subsequent Event [Member] | |||||||
Subsequent Events (Details) [Line Items] | |||||||
Principal amount | 300,000 | ||||||
Additional loan | $ 240,000 |