Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2023 | Aug. 07, 2023 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 000-52566 | |
Entity Registrant Name | SUMMIT HEALTHCARE REIT, INC. | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 73-1721791 | |
Entity Address, Address Line One | 23382 MILL CREEK DRIVE, SUITE 125, | |
Entity Address, City or Town | LAGUNA HILLS | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92653 | |
City Area Code | 800 | |
Local Phone Number | 978-8136 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 23,027,978 | |
Entity Central Index Key | 0001310383 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
ASSETS | ||
Cash and cash equivalents | $ 11,138,000 | $ 11,572,000 |
Restricted cash | 2,922,000 | 2,591,000 |
Real estate properties, net | 170,158,000 | 173,127,000 |
Intangible lease assets, net | 13,213,000 | 13,704,000 |
Tenant and other receivables, net | 5,571,000 | 5,020,000 |
Other assets, net | 2,098,000 | 2,107,000 |
Equity-method investments | 5,152,000 | 5,182,000 |
Total assets | 210,252,000 | 213,303,000 |
LIABILITIES AND EQUITY | ||
Accounts payable and accrued liabilities | 6,289,000 | 5,585,000 |
Security deposits | 4,651,000 | 4,651,000 |
Loans payable, net of debt issuance costs | 180,054,000 | 180,169,000 |
Total liabilities | 190,994,000 | 190,405,000 |
Commitments and contingencies | ||
Stockholders' Equity | ||
Preferred stock, $0.001 par value; 10,000,000 shares authorized; no shares issued or outstanding at June 30, 2023 and December 31, 2022 | ||
Common stock, $0.001 par value; 290,000,000 shares authorized; 23,027,978 shares issued and outstanding at June 30, 2023 and December 31, 2022 | 23,000 | 23,000 |
Additional paid-in capital | 116,449,000 | 116,432,000 |
Accumulated deficit | (97,391,000) | (93,734,000) |
Total stockholders' equity | 19,081,000 | 22,721,000 |
Noncontrolling interests | 177,000 | 177,000 |
Total equity | 19,258,000 | 22,898,000 |
Total liabilities and equity | $ 210,252,000 | $ 213,303,000 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 290,000,000 | 290,000,000 |
Common stock, shares issued | 23,027,978 | 23,027,978 |
Common stock, shares outstanding | 23,027,978 | 23,027,978 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenues: | ||||
Total rental revenues | $ 5,380,000 | $ 5,435,000 | $ 10,747,000 | $ 10,976,000 |
Resident fees and services | 1,633,000 | 863,000 | 3,002,000 | 1,271,000 |
Acquisition and asset management fees | 147,000 | 165,000 | 295,000 | 330,000 |
Total operating revenue | 7,160,000 | 6,463,000 | 14,044,000 | 12,577,000 |
Expenses: | ||||
Property operating costs | 746,000 | 766,000 | 1,552,000 | 1,539,000 |
Resident costs | 1,056,000 | 818,000 | 2,266,000 | 1,193,000 |
General and administrative | 1,091,000 | 1,132,000 | 2,200,000 | 2,180,000 |
Depreciation and amortization | 1,810,000 | 1,848,000 | 3,615,000 | 3,685,000 |
Total operating expenses | 4,703,000 | 4,564,000 | 9,633,000 | 8,597,000 |
Operating income | 2,457,000 | 1,899,000 | 4,411,000 | 3,980,000 |
Income (loss) from equity-method investees | 117,000 | (1,131,000) | 242,000 | (489,000) |
Other income | 100,000 | 161,000 | 196,000 | 163,000 |
Interest expense | (4,336,000) | (3,105,000) | (8,470,000) | (6,136,000) |
Net loss | (1,662,000) | (2,176,000) | (3,621,000) | (2,482,000) |
Noncontrolling interests' share in net (income) loss | (19,000) | (18,000) | (36,000) | (37,000) |
Net loss applicable to common stockholders | $ (1,681,000) | $ (2,194,000) | $ (3,657,000) | $ (2,519,000) |
Basic and diluted loss per common share: | ||||
Basic, Net loss applicable to common stockholders | $ (0.07) | $ (0.10) | $ (0.16) | $ (0.11) |
Diluted, Net loss applicable to common stockholders | $ (0.07) | $ (0.10) | $ (0.16) | $ (0.11) |
Weighted average shares used to calculate earnings per common share: | ||||
Basic | 23,027,978 | 23,027,978 | 23,027,978 | 23,027,978 |
Diluted | 23,027,978 | 23,027,978 | 23,027,978 | 23,027,978 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total Stockholders' Equity | Noncontrolling Interests | Total |
Balance at the beginning at Dec. 31, 2021 | $ 23,000 | $ 116,401,000 | $ (85,041,000) | $ 31,383,000 | $ 171,000 | $ 31,554,000 |
Balance at the beginning (in shares) at Dec. 31, 2021 | 23,027,978 | |||||
Stock-based compensation | $ 0 | 8,000 | 0 | 8,000 | 0 | 8,000 |
Distributions paid to noncontrolling interests | 0 | 0 | 0 | 0 | (18,000) | (18,000) |
Net (loss) income | 0 | 0 | (325,000) | (325,000) | 19,000 | (306,000) |
Balance at the ending at Mar. 31, 2022 | $ 23,000 | 116,409,000 | (85,366,000) | 31,066,000 | 172,000 | 31,238,000 |
Balance at the ending (in shares) at Mar. 31, 2022 | 23,027,978 | |||||
Balance at the beginning at Dec. 31, 2021 | $ 23,000 | 116,401,000 | (85,041,000) | 31,383,000 | 171,000 | 31,554,000 |
Balance at the beginning (in shares) at Dec. 31, 2021 | 23,027,978 | |||||
Net (loss) income | (2,482,000) | |||||
Balance at the ending at Jun. 30, 2022 | $ 23,000 | 116,415,000 | (87,560,000) | 28,878,000 | 172,000 | 29,050,000 |
Balance at the ending (in shares) at Jun. 30, 2022 | 23,027,978 | |||||
Balance at the beginning at Mar. 31, 2022 | $ 23,000 | 116,409,000 | (85,366,000) | 31,066,000 | 172,000 | 31,238,000 |
Balance at the beginning (in shares) at Mar. 31, 2022 | 23,027,978 | |||||
Stock-based compensation | $ 0 | 6,000 | 0 | 6,000 | 0 | 6,000 |
Distributions paid to noncontrolling interests | 0 | 0 | 0 | 0 | (18,000) | (18,000) |
Net (loss) income | 0 | 0 | (2,194,000) | (2,194,000) | 18,000 | (2,176,000) |
Balance at the ending at Jun. 30, 2022 | $ 23,000 | 116,415,000 | (87,560,000) | 28,878,000 | 172,000 | 29,050,000 |
Balance at the ending (in shares) at Jun. 30, 2022 | 23,027,978 | |||||
Balance at the beginning at Dec. 31, 2022 | $ 23,000 | 116,432,000 | (93,734,000) | 22,721,000 | 177,000 | 22,898,000 |
Balance at the beginning (in shares) at Dec. 31, 2022 | 23,027,978 | |||||
Stock-based compensation | $ 0 | 7,000 | 0 | 7,000 | 0 | 7,000 |
Distributions paid to noncontrolling interests | 0 | 0 | 0 | 0 | (17,000) | (17,000) |
Net (loss) income | 0 | 0 | (1,976,000) | (1,976,000) | 17,000 | (1,959,000) |
Balance at the ending at Mar. 31, 2023 | $ 23,000 | 116,439,000 | (95,710,000) | 20,752,000 | 177,000 | 20,929,000 |
Balance at the ending (in shares) at Mar. 31, 2023 | 23,027,978 | |||||
Balance at the beginning at Dec. 31, 2022 | $ 23,000 | 116,432,000 | (93,734,000) | 22,721,000 | 177,000 | 22,898,000 |
Balance at the beginning (in shares) at Dec. 31, 2022 | 23,027,978 | |||||
Net (loss) income | (3,621,000) | |||||
Balance at the ending at Jun. 30, 2023 | $ 23,000 | 116,449,000 | (97,391,000) | 19,081,000 | 177,000 | 19,258,000 |
Balance at the ending (in shares) at Jun. 30, 2023 | 23,027,978 | |||||
Balance at the beginning at Mar. 31, 2023 | $ 23,000 | 116,439,000 | (95,710,000) | 20,752,000 | 177,000 | 20,929,000 |
Balance at the beginning (in shares) at Mar. 31, 2023 | 23,027,978 | |||||
Stock-based compensation | $ 0 | 10,000 | 0 | 10,000 | 0 | 10,000 |
Distributions paid to noncontrolling interests | 0 | 0 | 0 | 0 | (19,000) | (19,000) |
Net (loss) income | 0 | 0 | (1,681,000) | (1,681,000) | 19,000 | (1,662,000) |
Balance at the ending at Jun. 30, 2023 | $ 23,000 | $ 116,449,000 | $ (97,391,000) | $ 19,081,000 | $ 177,000 | $ 19,258,000 |
Balance at the ending (in shares) at Jun. 30, 2023 | 23,027,978 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (3,621,000) | $ (2,482,000) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Amortization of debt issuance costs | 457,000 | 457,000 |
Depreciation and amortization | 3,615,000 | 3,685,000 |
Amortization of above-market lease intangible | 32,000 | 32,000 |
Straight-line rents | (606,000) | (748,000) |
Stock-based compensation expense | 17,000 | 14,000 |
(Income) loss from equity-method investees | (242,000) | 489,000 |
Change in operating assets and liabilities: | ||
Tenant and other receivables, net | 279,000 | 202,000 |
Other assets, net | 15,000 | (261,000) |
Accounts payable and accrued liabilities | 768,000 | 2,387,000 |
Net cash provided by operating activities | 714,000 | 3,775,000 |
Cash flows from investing activities: | ||
Additions to real estate and other assets | (170,000) | (132,000) |
Investment in equity-method investees | (156,000) | (722,000) |
Distributions received from equity-method investees | 203,000 | 272,000 |
Net cash used in investing activities | (123,000) | (582,000) |
Cash flows from financing activities: | ||
Payments of loans payable | (572,000) | (551,000) |
Distributions paid to noncontrolling interests | (36,000) | (36,000) |
Deferred financing costs | (86,000) | |
Net cash used in financing activities | (694,000) | (587,000) |
Net (decrease) increase in cash, cash equivalents and restricted cash | (103,000) | 2,606,000 |
Cash, cash equivalents and restricted cash - beginning of period | 14,163,000 | 13,161,000 |
Cash, cash equivalents and restricted cash - end of period | 14,060,000 | 15,767,000 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | $ 7,789,000 | $ 4,809,000 |
Organization
Organization | 6 Months Ended |
Jun. 30, 2023 | |
Organization | |
Organization | 1. Organization Summit Healthcare REIT, Inc. (“Summit”) is a real estate investment trust that owns 100% of 14 properties, 95.3% of four properties, a 10% equity interest in an unconsolidated equity-method investment that holds 17 properties, a 35% equity interest in an unconsolidated equity-method investment that holds one property, a 20% equity interest in an unconsolidated equity-method investment that holds two properties, a 10% equity interest in an unconsolidated equity-method investment that holds nine properties, and a 10% equity interest in an unconsolidated equity-method investment that holds six properties. As used in these notes, the “Company”, “we”, “us” and “our” refer to Summit and its consolidated subsidiaries, including but not limited to Summit Healthcare Operating Partnership, L.P. (the “Operating Partnership”), except where the context otherwise requires. We conduct substantially all of our operations through the Operating Partnership, which is a Delaware limited partnership. We own a 99.88% general partner interest in the Operating Partnership, and Cornerstone Realty Advisors, LLC (“CRA”), a former affiliate, owns a 0.12% limited partnership interest. Summit and the Operating Partnership are managed and operated as one entity, and Summit has no significant assets other than its investment in the Operating Partnership. Summit, as the general partner of the Operating Partnership, controls the Operating Partnership and consolidates the assets, liabilities, and results of operations of the Operating Partnership. Cornerstone Healthcare Partners LLC – Consolidated Joint Venture We own 95% of Cornerstone Healthcare Partners LLC (“CHP LLC”), which was formed in 2012, and the remaining 5% noncontrolling interest is owned by Cornerstone Healthcare Real Estate Fund, Inc. (“CHREF”), an affiliate of CRA. CHP LLC is consolidated within our condensed consolidated financial statements and owns four properties (the “JV Properties”) with another partially owned subsidiary. As of June 30, 2023 and December 31, 2022, we own a 95.3% interest in the four JV Properties, and CHREF owns a 4.7% interest. Summit Union Life Holdings, LLC – Equity-Method Investment In April 2015, through our Operating Partnership, we entered into a limited liability company agreement with Best Years, LLC (“Best Years”), an unrelated entity and a U.S.-based affiliate of Union Life Insurance Co, Ltd. (a Chinese corporation), and formed Summit Union Life Holdings, LLC (the “SUL JV”). The SUL JV is not consolidated in our condensed consolidated financial statements and is accounted for under the equity-method in our condensed consolidated financial statements. As of June 30, 2023 and December 31, 2022, we have a 10% interest in the SUL JV which owns 17 properties. Summit Fantasia Holdings, LLC – Equity-Method Investment In September 2016, through our Operating Partnership, we entered into a limited liability company agreement with Fantasia Investment III LLC (“Fantasia”), an unrelated entity and a U.S.-based affiliate of Fantasia Holdings Group Co., Limited (a Chinese corporation listed on the Stock Exchange of Hong Kong (HKEX)), and formed Summit Fantasia Holdings, LLC (the “Fantasia I JV”). The Fantasia I JV is not consolidated in our condensed consolidated financial statements and is accounted for under the equity-method in our condensed consolidated financial statements. As of June 30, 2023 and December 31, 2022, we have a 35% interest in the Fantasia I JV which owns one property. Summit Fantasia Holdings II, LLC – Equity-Method Investment In December 2016, through our Operating Partnership, we entered into a limited liability company agreement with Fantasia, and formed Summit Fantasia Holdings II, LLC (the “Fantasia II JV”). The Fantasia II JV is not consolidated in our condensed consolidated financial statements and is accounted for under the equity-method in our condensed consolidated financial statements. As of June 30, 2023 and December 31, 2022, we have a 20% interest in the Fantasia II JV which owns two properties. Summit Fantasia Holdings III, LLC– Equity-Method Investment In July 2017, through our Operating Partnership, we entered into a limited liability company agreement with Fantasia and formed Summit Fantasia Holdings III, LLC (the “Fantasia III JV”). The Fantasia III JV is not consolidated in our condensed consolidated financial statements and is accounted for under the equity-method in our condensed consolidated financial statements. As of June 30, 2023 and December 31, 2022, we have a 10% interest in the Fantasia III JV which owns nine properties. Summit Fantasy Pearl Holdings, LLC– Equity-Method Investment In October 2017, through our Operating Partnership, we entered into a limited liability company agreement with Fantasia, Atlantis Senior Living 9, LLC, a Delaware limited liability company (“Atlantis”), and Fantasy Pearl LLC, a Delaware limited liability company (“Fantasy”), and formed Summit Fantasy Pearl Holdings, LLC (the “FPH JV”). The FPH JV is not consolidated in our condensed consolidated financial statements and is accounted for under the equity-method in our condensed consolidated financial statements. As of June 30, 2023 and December 31, 2022, we have a 10% interest in the FPH JV which owns six properties. Taxable REIT Subsidiaries Summit Healthcare Asset Management, LLC Summit Healthcare Asset Management, LLC (“SAM TRS”) is our wholly-owned taxable REIT subsidiary (“TRS”). We serve as the manager of the SUL JV, Fantasia I JV, Fantasia II JV, Fantasia III JV, and FPH JV (collectively, our “Equity-Method Investments”), and provide management services in exchange for fees and reimbursements. All asset management fees earned by us are paid to SAM TRS and expenses incurred by us, as the manager, are reimbursed from SAM TRS. See Notes 5 and 7 for further information. SHOP TRS LLC SHOP TRS LLC (“SHOP TRS”) is our wholly-owned taxable REIT subsidiary that is the sole member for two of our 100% owned real estate properties that are leased to an affiliated subsidiary (see Note 3 under Pennington Gardens Operations LLC (“Pennington Gardens”) and Sundial Operations LLC (“Sundial Assisted Living”), collectively, the “Operated Properties”) and the operations are consolidated in our condensed consolidated financial statements. Coronavirus (COVID-19) The world was, and continues to be, impacted by the COVID-19 pandemic. The healthcare industry was among those most adversely affected by the COVID-19 pandemic. In 2022, two of our tenants experienced a material adverse effect on their operations related to COVID-19, which affected their ability to make rent payments in 2022 and resulted in the termination of the leases and becoming Operated Properties (see Note 3 for further information). Additionally, see Note 5 for further discussion related to our Equity-Method Investments. The extent to which COVID-19 could continue to impact our business, cash flow and results of operations is highly uncertain and cannot be predicted with confidence. The fluidity of this situation precludes any prediction as to the ultimate material adverse impact on the demand for senior housing and skilled nursing and presents material uncertainty and risk with respect to our business, operations, financial condition and liquidity, including recording impairments, lease modifications and credit losses in future periods. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies For more information regarding our significant accounting policies and estimates, please refer to “Summary of Significant Accounting Policies” contained in the consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2022 filed with the Securities and Exchange Commission (“SEC”) on March 31, 2023. The accompanying condensed consolidated balance sheet at December 31, 2022 has been derived from the audited consolidated financial statements at that date. We assume that users of these condensed consolidated financial statements have read or have access to the audited December 31, 2022 consolidated financial statements and contained in our Annual Report on Form 10-K for the year ended December 31, 2022 filed with the SEC on March 31, 2023 and that the adequacy of additional disclosure needed for a fair presentation, except in regard to material contingencies, may be determined in that context. Accordingly, footnotes and other disclosures which would substantially duplicate those contained in our most recent Annual Report on Form 10-K for the year ended December 31, 2022 have been omitted in this report. Principles of Consolidation and Basis of Presentation The accompanying condensed consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries, the Operating Partnership and its consolidated companies and are prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). All intercompany accounts and transactions have been eliminated in consolidation. The accompanying financial information reflects all adjustments, which are, in the opinion of management, of a normal recurring nature and necessary for a fair presentation of our financial position, results of operations and cash flows for the interim periods. Interim results of operations are not necessarily indicative of the results to be expected for the full year. Operating results for the three and six months ended June 30, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023. Restricted Cash The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same such amounts shown on the condensed consolidated statements of cash flows. June 30, December 31, 2023 2022 Cash and cash equivalents $ 11,138,000 $ 11,572,000 Restricted cash 2,922,000 2,591,000 Total cash, cash equivalents, and restricted cash shown on the condensed consolidated statements of cash flows $ 14,060,000 $ 14,163,000 |
Investments in Real Estate Prop
Investments in Real Estate Properties | 6 Months Ended |
Jun. 30, 2023 | |
Investments in Real Estate Properties | |
Investments in Real Estate Properties | 3. Investments in Real Estate Properties As of June 30, 2023 and December 31, 2022, our investments in real estate properties, including those held by our consolidated subsidiaries (excluding the 35 properties owned by our unconsolidated Equity-Method Investments), are set forth below: June 30, December 31, 2023 2022 Land $ 15,565,000 $ 15,565,000 Buildings and improvements 166,989,000 166,989,000 Less: accumulated depreciation (18,264,000) (15,985,000) Buildings and improvements, net 148,725,000 151,004,000 Furniture and fixtures 12,570,000 12,440,000 Less: accumulated depreciation (6,702,000) (5,882,000) Furniture and fixtures, net 5,868,000 6,558,000 Real estate properties, net $ 170,158,000 $ 173,127,000 For the three months ended June 30, 2023 and 2022, depreciation expense (excluding lease intangibles amortization and leasing commission amortization) was approximately $1.6 million and $1.6 million, respectively. For the six months ended June 30, 2023 and 2022, depreciation expense (excluding intangible lease amortization and leasing commission amortization) was approximately $3.1 million and $3.2 million, respectively. As of June 30, 2023, our portfolio consisted of 18 real estate properties, 16 of which were 100% leased to the tenants of the related facilities. The other two properties are each 100% leased to an affiliated subsidiary (see below under Pennington Gardens Operations LLC and Sundial Operations LLC). During 2022, our tenants for the Pennington Gardens and Sundial Assisted Living facilities experienced a material adverse effect on their operations related to COVID-19 and other operator issues that affected their ability to make their rent payments in 2022. As a result, we experienced the following impacts: Pennington Gardens Operations LLC In February 2022, our former tenant’s lease was terminated and we received approximately $0.2 million under a settlement agreement which is recorded in total rental revenues in the condensed consolidated statements of operations. Concurrently, we entered into a management agreement with a new operator that began operating the facility, Pennington Gardens and we entered into a new lease agreement with Pennington Gardens Operations LLC, the newly formed operating company for Pennington Gardens, which is a wholly owned subsidiary of SHOP TRS. As such, the operations of Pennington Gardens are consolidated in our financial statements beginning February 11, 2022, and all intercompany transactions have been eliminated. For the three and six months ended June 30, 2023 and for the period from February 11, 2022 through June 30, 2022, revenues from Pennington Gardens Operations are recorded under resident fees and services and costs are recorded under resident costs in the condensed consolidated statements of operations. Sundial Operations LLC In June 2022, our former tenant’s lease was terminated and we entered into a management agreement with a new operator that began operating the facility, Sundial Assisted Living. Concurrently, we entered into a new lease agreement with Sundial Operations LLC, the newly formed operating company for Sundial Assisted Living, which is a wholly owned subsidiary of SHOP TRS. As such, for the three and six months ended June 30, 2023 and for the period from June 7, 2022 through June 30, 2022, the operations of Sundial Assisted Living are consolidated in our financial statements and revenues from Sundial Assisted Living are recorded under resident fees and services and costs are recorded under resident costs in the condensed consolidated statements of operations. The following table provides summary information regarding our portfolio (excluding the 35 properties owned by our unconsolidated Equity-Method Investments and the $12.75 million loan from Oxford Finance, LLC (“Oxford”) (see Note 4) with Summit Georgia Holdings LLC, our wholly-owned subsidiary) as of June 30, 2023: Loans Payable, Excluding Debt Purchase Issuance Property Location Date Purchased Type (1) Price Costs Sheridan Care Center Sheridan, OR August 3, 2012 SNF $ 4,100,000 $ 3,916,000 Fernhill Care Center Portland, OR August 3, 2012 SNF 4,500,000 3,435,000 Friendship Haven Healthcare and Rehabilitation Center Galveston County, TX September 14, 2012 SNF 15,000,000 11,219,000 Pacific Health and Rehabilitation Center Tigard, OR December 24, 2012 SNF 8,140,000 5,727,000 Brookstone of Aledo Aledo, IL July 2, 2013 AL 8,625,000 6,531,000 Sundial Assisted Living Redding, CA December 18, 2013 AL 3,500,000 3,655,000 Pennington Gardens Chandler, AZ July 17, 2017 AL/MC 13,400,000 9,960,000 Yucaipa Hill Post Acute Yucaipa, CA July 2, 2021 SNF 10,715,000 8,014,000 Creekside Post Acute Yucaipa, CA July 2, 2021 SNF 4,780,000 3,575,000 University Post Acute Mentone, CA July 2, 2021 SNF 4,560,000 3,411,000 Calhoun Health Center Calhoun, GA December 30, 2021 SNF 7,670,000 6,549,000 Maple Ridge Health Care Center Cartersville, GA December 30, 2021 SNF 13,548,000 11,568,000 Chatsworth Health Care Center Chatsworth, GA December 30, 2021 SNF 29,785,000 25,432,000 East Lake Arbor Decatur, GA December 30, 2021 SNF 15,640,000 13,354,000 Fairburn Health Care Center Fairburn, GA December 30, 2021 SNF 14,644,000 12,503,000 Grandview Health Care Center Jasper, GA December 30, 2021 SNF 10,061,000 8,591,000 Rosemont at Stone Mountain Stone Mountain, GA December 30, 2021 SNF 23,908,000 20,414,000 Willowwood Nursing Center & Rehab Flowery Branch, GA December 30, 2021 SNF 14,744,000 12,589,000 Total: $ 207,320,000 $ 170,443,000 (1) SNF is an abbreviation for skilled nursing facility. AL is an abbreviation for assisted living facility. MC is an abbreviation for memory care facility. Future Minimum Lease Payments The future minimum lease payments to be received under our existing tenant operating leases (excluding the 35 properties owned by our unconsolidated Equity-Method Investments and the intercompany lease between our wholly-owned subsidiaries: Summit Chandler LLC and Pennington Gardens, and HP Redding LLC and Sundial) as of June 30, 2023, for the period from July 1, 2023 to December 31, 2023 and for each of the four following years and thereafter ending December 31 are as follows: Years ending July 1, 2023 to December 31, 2023 $ 9,006,000 2024 18,272,000 2025 18,566,000 2026 18,865,000 2027 19,168,000 Thereafter 146,294,000 $ 230,171,000 2023 Acquisitions None . 2022 Acquisitions None. Impairment of Real Estate Properties As a result of our ongoing analysis for potential impairment of our investments in real estate, we may be required to adjust the carrying value of certain assets to their estimated fair values, or estimated fair value less selling costs, under certain circumstances. No impairments were recorded during the six months ended June 30, 2023 or 2022. |
Loans Payable
Loans Payable | 6 Months Ended |
Jun. 30, 2023 | |
Loans Payable | |
Loans Payable | 4. Loans Payable As of June 30, 2023 and December 31, 2022, our loans payable consisted of the following: June 30, 2023 December 31, 2022 Loans payable to Lument (formerly ORIX Real Estate Capital, LLC) (insured by HUD) in monthly installments of approximately $183,000, including interest, ranging from a fixed rate of 2.79% to 4.2%, due in September 2039 through April 2055, and as of June 30, 2023 and December 31, 2022, collateralized by Sheridan, Fernhill, Pacific Health, Aledo, Sundial and Friendship Haven. $ 34,484,000 $ 34,976,000 Loan payable to Capital One Multifamily Finance, LLC (insured by HUD) in monthly installments of approximately $49,000, including interest at a fixed rate of 4.23%, due in September 2053, and collateralized by Pennington Gardens. 9,959,000 10,039,000 Loan payable to CIBC Bank, USA in monthly installments of approximately of $133,000 including cash collateral fund payments, variable interest rate (9.3% and 8.2% at June 30, 2023 and December 31, 2022, respectively), due in July 2024, and as of December 31, 2022, collateralized by Yucaipa Hill Post Acute, Creekside Post Acute and University Post Acute (“CA3 Properties”). 15,000,000 15,000,000 Loan payable to CIBC Bank, USA in monthly installments of approximately $600,000 (interest only through December 2023) variable interest rate (8.7% and 7.7% at June 30, 2023 and December 31, 2022, respectively), due in December 2024, and collateralized by Calhoun Health Center, Maple Ridge Health Care Center, Chatsworth Health Care Center, East Lake Arbor, Fairburn Health Care Center, Grandview Health Care Center, Rosemont at Stone Mountain, and Willowwood Nursing Center & Rehab (“GA8 Properties”). 91,000,000 91,000,000 Loan payable to Oxford Finance, LLC in monthly installments of approximately $260,000 (interest only through maturity), variable interest rate (16.2% and 15.1% at June 30, 2023 and December 31, 2022, respectively) due in March 2025, collateralized in second position by the GA8 Properties. 20,000,000 20,000,000 Mezzanine Loan payable to Oxford Finance, LLC in monthly installments of approximately $168,000 (interest only through maturity), variable interest rate (16.2% and 15.1% at June 30, 2023 and December 31, 2022, respectively) due in December 2026, secured by the equity interests of our wholly-owned subsidiary, Summit Georgia Holdings LLC, the parent holding company for the GA8 Properties. 12,750,000 12,750,000 183,193,000 183,765,000 Less debt issuance costs (3,139,000) (3,596,000) Total loans payable $ 180,054,000 $ 180,169,000 As of June 30, 2023, we have total debt obligations of approximately $183.2 million that will mature between 2024 and 2055. See Note 3 for loans payable balance for each property. All of the loans payable have certain financial and non-financial covenants, including ratios and financial statement considerations. As of June 30, 2023, we were in compliance with all of our debt covenants except for our GA8 Properties which were out of compliance with their consolidated minimum EBITDAR covenant. We have requested a waiver. During the three months ended June 30, 2023 and 2022, we incurred approximately $4.1 million and $2.7 million of interest expense, respectively, excluding debt issuance costs, amortization and interest expense related to the Oxford mezzanine loan as noted below (“Oxford Monthly Fee”), related to our loans payable. During the six months ended June 30, 2023 and 2022, we incurred approximately $8.0 million and $5.2 million, respectively, of interest expense (excluding debt issuance costs, amortization and interest expense related to the Oxford Monthly Fee) related to our loans payable. In connection with our loans payable, we incurred debt issuance costs. As of June 30, 2023 and December 31, 2022, the unamortized balance of the debt issuance costs was approximately $3.1 million and $3.6 million, respectively. These debt issuance costs are being amortized over the life of their respective financing agreements using the straight-line basis which approximates the effective interest rate method. For each of the three months ended June 30, 2023 and 2022, $0.2 million of debt issuance costs were amortized and included in interest expense in our condensed consolidated statements of operations. For each of the six months ended June 30, 2023 and 2022, $0.5 million of debt issuance costs were amortized and included in interest expense in our condensed consolidated statements of operations. During the three months ended June 30, 2023 and 2022, we incurred approximately $0 million and $0.2 million, respectively, of interest expense related to the Oxford Monthly Fee which is included in interest expense in our condensed consolidated statements of operations. During the six months ended June 30, 2023 and 2022, we incurred approximately $0 million and $0.4 million, respectively of interest expense related to the Oxford Monthly Fee and is included in interest expense in our condensed consolidated statements of operations. The principal payments due on the loans payable (excluding debt issuance costs) for the period from July 1, 2023 to December 31, 2023 and for each of the four following years and thereafter ending December 31 are as follows: Principal Years Ending Amount July 1, 2023 to December 31, 2023 $ 584,000 2024 107,201,000 2025 21,246,000 2026 14,042,000 2027 1,341,000 Thereafter 38,779,000 $ 183,193,000 The following information notes our loan activity: CA3 Properties In 2021, we entered into a first priority $15.0 million mortgage loan collateralized by the CA3 Properties with CIBC Bank, USA (“CIBC”). See table above listing loans payable for futher information. GA8 Properties In 2021, we acquired our interest in the GA8 Properties subject to a $91.0 million first priority mortgage loan with CIBC collateralized by those properties, a $20.0 million subordinated term loan with Oxford Financing LLC (“Oxford”) collateralized by those properties and a $12.75 million mezzanine loan with Oxford secured by the equity interests of the wholly-owned subsidiary, Summit Georgia Holdings LLC, the parent holding company for the GA8 Properties. See table above listing loans payable for futher information. HUD-insured loans We have six properties with HUD-insured loans from Lument Capital (formerly ORIX Real Estate Capital, LLC) and one property with a HUD-insured loan from Capital One Multifamily Finance, LLC. See table above listing loans payable for further information. All of the HUD-insured loans are subject to customary representations, warranties and ongoing covenants and agreements with respect to the operation of the facilities, including the provision for certain maintenance and other reserve accounts for property tax, insurance, and capital expenditures, with respect to the facilities all as described in the HUD agreements. These reserves are included in restricted cash in our condensed consolidated balance sheets. |
Equity-Method Investments
Equity-Method Investments | 6 Months Ended |
Jun. 30, 2023 | |
Equity-Method Investments | |
Equity-Method Investments | 5. Equity-Method Investments As of June 30, 2023 and December 31, 2022, the balances of our Equity-Method Investments were approximately $5.2 million and $5.2 million, respectively, and are as follows: Summit Union Life Holdings, LLC The SUL JV will exist until an event of dissolution occurs, as defined in the limited liability company agreement of the SUL JV (the “SUL LLC Agreement”). Under the SUL LLC Agreement, net operating cash flow of the SUL JV is distributed monthly, first to the Operating Partnership and Best Years pari passu pari passu For the six months ended June 30, 2023 and 2022, we invested approximately $156,000 and $650,000, respectively, related to capital calls for the SUL JV. During 2022, the SUL JV entered into agreements with brokers to market three properties for sale, however, no agreements for such sales have been executed. As of June 30, 2023 and December 31, 2022, the balance of our equity-method investment related to the SUL JV was approximately $2.4 million and $2.4 million, respectively. Summit Fantasia Holdings, LLC The Fantasia I JV will exist until an event of dissolution occurs, as defined in the limited liability company agreement of the Fantasia JV (the “Fantasia I LLC Agreement”). Under the Fantasia I LLC Agreement, net operating cash flow of the Fantasia I JV is distributed quarterly, first to the Operating Partnership and Fantasia pari passu pari passu For the six months ended June 30, 2023 and 2022, we invested approximately $0 and $72,000, respectively, related to capital calls for the Fantasia I JV. In June 2022, the Fantasia I JV recorded an impairment charge of approximately $3.2 million and we recorded our 35% share of the impairment of approximately $1.1 million in loss from equity-method investees in the condensed consolidated statements of operations for the three and six months ended June 30, 2022. Additionally, we determined the fair value of our investment in the Fantasia I JV to be impaired and recorded a $0.1 million impairment charge which is recorded in the loss from equity-method investees in the condensed consolidated statements of operations for the three and six months ended June 30, 2022. In August 2022, the Fantasia I JV agreed to sell its remaining property, Sun Oak Assisted Living. In July 2023, Fantasia assigned their 65% interest, for no consideration, in the Fantasia I JV to Summit. As of June 30, 2023 and December 31, 2022, our equity-method investment related to the Fantasia I JV was $0. Summit Fantasia Holdings II, LLC The Fantasia II JV will exist until an event of dissolution occurs, as defined in the limited liability company agreement of the Fantasia II JV (the “Fantasia II LLC Agreement”). Under the Fantasia II LLC Agreement, net operating cash flow of the Fantasia II JV is distributed quarterly, first to the Operating Partnership and Fantasia pari passu pari passu In June 2023, the tenant for the two properties in the Fantasia II JV filed for receivership. The two properties are currently being operated by the receivership estate in conjunction with a third party manager under a one-year management agreement. As of June 30, 2023, there has been no change in the tenant leases and the Fantasia II JV is currently negotiating with the receiver and manager regarding ongoing lease terms. As of June 30, 2023 and December 31, 2022, the balance of our equity-method investment related to the Fantasia II JV was approximately $1.2 million and $1.2 million, respectively. Summit Fantasia Holdings III, LLC The Fantasia III JV will continue until an event of dissolution occurs, as defined in the limited liability company agreement of the Fantasia III JV (the “Fantasia III LLC Agreement”). Under the Fantasia III LLC Agreement, net operating cash flow of the Fantasia III JV is distributed quarterly, first to the Operating Partnership and Fantasia pari passu pari passu As of June 30, 2023 and December 31, 2022, the balance of our equity-method investment related to the Fantasia III JV was approximately $1.6 million and $1.6 million, respectively. Summit Fantasy Pearl Holdings, LLC The FPH JV will continue until an event of dissolution occurs, as defined in the limited liability company agreement of the FPH JV (the “FPH LLC Agreement”). Under the FPH LLC Agreement, net operating cash flow of the FPH JV is distributed quarterly, first to the members pari passu pari passu In December 2022, Summit recorded an impairment of approximately $0.2 million in the FPH JV due to issues related to tenant operations, and consequently, reduced our equity-method investment balance to $0. As of June 30, 2023 and December 31, 2022, the balance of our equity-method investment related to the FPH JV was $0. Distributions from Equity-Method Investments As of June 30, 2023 and December 31, 2022, we have distributions receivable, which are included in tenant and other receivables in our condensed consolidated balance sheets, as follows: June 30, December 31, 2023 2022 SUL JV $ 266,000 $ 259,000 Fantasia I JV — — Fantasia II JV 30,000 55,000 Fantasia III JV 54,000 22,000 FPH JV 64,000 64,000 Total $ 414,000 $ 400,000 For the six months ended June 30, 2023 and 2022, we have received cash distributions, which are included in our cash flows from operating activities in tenant and other receivables, and cash flows from investing activities, as follows: Six Months Ended June 30, 2023 Six Months Ended June 30, 2022 Cash Flow Cash Flow Cash Flow Cash Flow Total Cash from from Total Cash from from Distributions Operating Investing Distributions Operating Investing Received Activities Activities Received Activities Activities SUL JV $ 266,000 $ 92,000 $ 174,000 $ 286,000 $ 63,000 $ 223,000 Fantasia I JV — — — — — — Fantasia II JV 135,000 106,000 29,000 156,000 107,000 49,000 Fantasia III JV 12,000 12,000 — 48,000 48,000 — FPH JV — — — 56,000 56,000 — Total $ 413,000 $ 210,000 $ 203,000 $ 546,000 $ 274,000 $ 272,000 Asset Management Fees We serve as the manager of our Equity-Method Investments and provide management services in exchange for fees and reimbursements. As the manager, we are paid an annual asset management fee for managing the properties held by our Equity-Method Investments, as defined in those agreements. For the three months ended June 30, 2023 and 2022, we recorded approximately $0.1 million and $0.2 million, respectively, in asset management fees from our Equity-Method Investments. For each of the six months ended June 30, 2023 and 2022, we recorded approximately $0.3 million in asset management fees from our Equity-Method Investments (see Note 7). |
Receivables
Receivables | 6 Months Ended |
Jun. 30, 2023 | |
Receivables | |
Receivables | 6. Receivables Tenant and Other Receivables, Net Tenant and other receivables, net consists of: June 30, December 31, 2023 2022 Straight-line rent receivables $ 4,468,000 $ 3,862,000 Distribution receivables from Equity-Method Investments 414,000 400,000 Asset management fees 302,000 375,000 Other receivables 387,000 383,000 Total $ 5,571,000 $ 5,020,000 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2023 | |
Related Party Transactions | |
Related Party Transactions | 7. Related Party Transactions Equity-Method Investments See Notes 5 and 6 for further discussion of distributions and asset management fees related to our Equity-Method Investments. |
Intangible Lease Assets
Intangible Lease Assets | 6 Months Ended |
Jun. 30, 2023 | |
Intangible Lease Assets | |
Intangible Lease Assets | 8. Intangible Lease Assets Intangible lease assets are as follows: June 30, December 31, 2023 2022 In-place leases $ 13,778,000 $ 13,778,000 Less: accumulated amortization (1,396,000) (937,000) In-place leases, net 12,382,000 12,841,000 Above-market leases 959,000 959,000 Less: accumulated amortization (128,000) (96,000) Above-market leases, net 831,000 863,000 Total intangible lease assets, net $ 13,213,000 $ 13,704,000 For each of the three months ended June 30, 2023 and 2022, amortization expense for intangible lease assets was approximately $0.2 million, of which approximately $16,000 relates to the amortization of above market leases which is included within rental revenues in the accompanying condensed consolidated statements of operations. For each of the six months ended June 30, 2023 and 2022, amortization expense for intangible lease assets was approximately $0.5 million, of which approximately $32,000 relates to the amortization of above-market leases which is included within rental revenues in the accompanying condensed consolidated statements of operations. Expected future amortization of the intangible lease assets as of June 30, 2023, for the period from July 1, 2023 to December 31, 2023 and for each of the four following years and thereafter ending December 31 are as follows: Years ending December 31, July 1, 2023 to December 31, 2023 $ 490,000 2024 980,000 2025 980,000 2026 980,000 2027 980,000 Thereafter 8,803,000 $ 13,213,000 |
Right of Use (ROU) Asset - Oper
Right of Use (ROU) Asset - Operating | 6 Months Ended |
Jun. 30, 2023 | |
Right of Use (ROU) Asset - Operating | |
Right of Use (ROU) Asset - Operating | 9. Right of Use (ROU) Asset - Operating In November 2022, we entered into an operating lease for office space (“Office Lease”) for a period of sixty-six The Office Lease is classified as an operating lease. A “right to use” or “ROU asset” represents the right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at commencement date based on the present value of lease payments over the lease term. The Office Lease did not provide an explicit rate of interest; therefore we used an estimated incremental borrowing rate of 5% based on a fully collateralized and fully amortizing loan with a maturity date of the same length as the lease that is based on information available at the commencement date in determining the present value of lease payments. The Office Lease does not contain material residual value guarantees or material restrictive covenants. Supplemental balance sheet information related to the Office Lease are as follows: Component Consolidated Balance Sheet Caption June 30, 2023 December 31, 2022 Right of use asset - operating Other assets, net $ 766,000 $ 833,000 Lease liability - operating Accounts payable and accrued liabilities $ 957,000 $ 933,000 Lease expense is presented as part of continuing operations within general and administrative expenses in the condensed consolidated statements of operations. For the three months ended June 30, 2023, we recognized approximately $45,000 in lease expense and for the six months ended June 30, 2023, we recognized approximately $90,000 in lease expense. The lease payments will be classified within operating activities in the consolidated statements of cash flows. As of June 30, 2023, we had not made any lease payments and the weighted average remaining lease term is 4.7 years. Lease payments on the Office Lease for the period from July 1, 2023 to December 31, 2023 and for each of the four following years and thereafter ending December 31 are as follows: Year Lease payments July 1, 2023 to December 31, 2023 $ 103,000 2024 211,000 2025 217,000 2026 224,000 2027 231,000 Thereafter 99,000 Total lease payments $ 1,085,000 Less imputed interest (128,000) Total lease liability $ 957,000 |
Concentration of Risk
Concentration of Risk | 6 Months Ended |
Jun. 30, 2023 | |
Concentration of Risk | |
Concentration of Risk | 10. Concentration of Risk Our cash is generally invested in short-term money market instruments. As of June 30, 2023, we had cash accounts in excess of FDIC-insured limits. During March 2023, in response to the banking crisis, we transferred cash balances in excess of FDIC-insured limits from a smaller regional bank to a multi-national bank. To date, we have not experienced losses or lack of access to cash in our cash and cash equivalent accounts. As of June 30, 2023, we owned eight properties in Georgia, four properties in California, three properties in Oregon, one property in Texas, one property in Illinois, and one property in Arizona (excluding the 35 properties held by our Equity-Method Investments). Accordingly, there is a geographic concentration of risk subject to economic conditions in certain states. Additionally, for the three months ended June 30, 2023, we leased our 16 real estate properties to 14 different tenants under long-term triple net leases, and three of the 14 tenants each represented more than 10% of our rental revenue. For the three months ended June 30, 2022, 16 of our real estate properties were leased to 14 different tenants under long-term triple net leases, and three of the 14 tenants each represented more than 10% of our rental revenue. For the six months ended June 30, 2023, 16 of our real estate properties were leased to 14 different tenants under long-term triple net leases, and three of the 14 tenants each represented more than 10% of our rental revenue. For the six months ended June 30, 2022, 16 of our real estate properties were leased to 14 different tenants under long-term triple net leases, and three of the 14 tenants each represented more than 10% of our rental revenue. As of June 30, 2023, our GA8 Properties are considered to be a significant asset concentration as the aggregate net assets of the GA8 Properties were greater than 20% of our total assets due to cross-default provisions in the leases. |
Fair Value Measurements of Fina
Fair Value Measurements of Financial Instruments | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Measurements of Financial Instruments | |
Fair Value Measurements of Financial Instruments | 11. Fair Value Measurements of Financial Instruments Our condensed consolidated balance sheets include the following financial instruments: cash and cash equivalents, restricted cash, tenant and other receivables, certain other assets, accounts payable and accrued liabilities, security deposits and loans payable. With the exception of the loans payable discussed below, we consider the carrying values to approximate fair value for such financial instruments because of the short period of time between origination of the instruments and their expected payment. As of June 30, 2023 and December 31, 2022, the fair value of our HUD-insured loans payable was $36.5 million and $38.9 million, compared to the principal balance (excluding debt discount) of $44.4 million and $45.0 million, respectively. The fair value of loans payable was estimated using lending rates available to us for financial instruments with similar terms and maturities. The fair value of our fixed rate debt was estimated by discounting the future cash flows using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining maturities. As the inputs to our valuation estimate are neither observable in nor supported by market activity, our loans payable are classified as Level 3 liability within the fair value hierarchy. As of June 30, 2023 and December 31, 2022, we believe the carrying amounts of our variable rate debt are reasonably estimated at their notional amounts as there have been minimal changes to the fixed spread portion of interest rates for similar loans observed in the market, and as the variable portion of our interest rates fluctuate with the associated market indices. As the inputs to our valuation estimate are neither observable in nor supported by market activity, our loans payable are classified as Level 3 liability within the fair value hierarchy. As of June 30, 2023 and December 31, 2022, we do not have any significant financial assets or financial liabilities that are measured at fair value on a recurring basis in our condensed consolidated financial statements. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies | |
Commitments and Contingencies | 12. Commitments and Contingencies We inspect our properties under a Phase I assessment for the presence of hazardous or toxic substances. While there can be no assurance that a material environmental liability does not exist, we are not currently aware of any environmental liability with respect to the properties that would have a material effect on our consolidated financial condition, results of operations and cash flows. Further, we are not aware of any environmental liability or any unasserted claim or assessment with respect to an environmental liability that we believe would require additional disclosure or the recording of a loss contingency. Our commitments and contingencies include the usual obligations of real estate owners and licensed operators in the normal course of business. In the opinion of management, these matters are not expected to have a material impact on our consolidated financial condition, results of operations and cash flows. We are also subject to contingent losses resulting from litigation against the Company. Legal Proceedings HCRE In September 2015, a bankruptcy petition was filed against Healthcare Real Estate Partners, LLC (“HCRE”) by the investors in Healthcare Real Estate Fund, LLC and Healthcare Real Estate Qualified Purchasers Fund, LLC (collectively, the “Funds”). HCRE did not timely respond to the involuntary petition and the Bankruptcy Court entered an Order of Relief making HCRE a debtor in bankruptcy. As a result, HCRE was removed as manager under the Funds’ operating agreement. Thereafter the Company became the manager of the Funds and purchased the investors’ interests in the Funds for approximately $0.9 million. Following the subsequent dismissal of the involuntary bankruptcy petition filed against it, HCRE filed a motion for attorneys’ fees and damages and a separate complaint for violation of the automatic stay against the petitioning creditors and the Company in the United States Bankruptcy Court of the District of Delaware. The Bankruptcy Court granted a motion to dismiss the complaint for violation of the automatic stay filed jointly by the petitioning creditors and us, and dismissed the complaint with prejudice. HCRE appealed the Bankruptcy Court’s decision to the United States District Court for the District of Delaware which affirmed the Bankruptcy Court’s dismissal of the complaint in a decision dated September 9, 2018. On October 11, 2018, HCRE appealed the District Court’s decision affirming the Bankruptcy Court’s dismissal of the complaint to the United States Court of Appeals for the Third Circuit. On October 22, 2019, the Third Circuit granted HCRE’s appeal, reversing the District Court and holding that HCRE could assert the adversary complaint seeking damages for violation of the automatic stay. The Company filed a Petition for Rehearing on November 5, 2019 asserting that HCRE is not entitled to assert a claim for damages for violation of the automatic stay. This Petition was denied and the mandate was issued sending the matter back to the Bankruptcy Court. The Bankruptcy Court held a status conference on February 4, 2021, and subsequently entered scheduling orders to govern discovery and pretrial matters. The parties filed dispositive motions, including a motion filed by the Company and the petitioning creditors for judgment on the pleadings. On February 4, 2022, the Bankruptcy Court entered an order denying the motion for judgment on the pleadings on the basis that the Bankruptcy Court would consider the points raised therein after trial. The Bankruptcy Court also entered an order denying HCRE’s motion to dismiss certain counterclaims and severing certain other counterclaims asserted by the petitioning creditors and the Company against HCRE on jurisdictional grounds, with the effect that such counterclaims may be pursued in the United States District Court. Trial in the Bankruptcy Court was conducted on January 9 and 10, 2023, with final concluding arguments presented on January 19, 2023. On May 12, 2023, the Court issued an opinion to award the plaintiffs $75,000 for reimbursement of legal fees related to the filing of the involuntary bankruptcy petition plus $517,000 for reimbursement of attorney’s fees related to the stay violation. The court has not yet entered an order or judgment, and will consider post-trial motions before finalizing such amounts. In May 2023, Summit filed notice for an appeal. Based on the assessment by management, as of June 30, 2023, the Company has accrued $75,000 for the reimbursement of legal fees and $0 for the $517,000 in attorney’s fees as we believe that a loss is currently not probable under Accounting Standards Codification 450, “Contingencies.” Eikanas Dispute On May 15, 2023, the Board of Directors of the Company sent Kent Eikanas, the then-Chief Executive Officer, written notice of various deficiencies in his performance , thereby initiating the 60-day cure period required by Mr. Eikanas’s Amended and Restated Employment Agreement, dated October 19, 2021. On June 5, 2023, Mr. Eikanas filed a lawsuit against the Company in the Superior Court of California for, among other things, wrongful termination and breach of contract, and seeking unspecified monetary damages. Based on the assessment by management, the Company believes that a loss is currently not probable or estimable under ASC 450, “Contingencies”, and as of June 30, 2023, no accrual has been made with regard to the claim. See Note 14 under Executive Management Changes for further information. Indemnification and Employment Agreements We have entered into indemnification agreements with certain of our executive officers and directors which indemnify them against all judgments, penalties, fines and amounts paid in settlement and all expenses actually and reasonably incurred by him or her in connection with any proceeding. Additionally, effective October 19, 2021, we entered into new employment agreements with our executive officers, Kent Eikanas (Chief Executive Officer) and Elizabeth Pagliarini (Chief Financial Officer), for a term of three years. These employment agreements include customary terms relating to salary, bonus, position, duties and benefits (including eligibility for equity compensation), as well as a cash payment following a change in control of the Company, as defined in such agreements. On July 14, 2023, the employment agreement with Mr. Eikanas was terminated (see Note 14 for further information). Management of our Equity-Method Investments As the manager of our Equity-Method Investments, we are responsible for the day-to-day management. Additionally, we could be subject to a capital call from our Equity-Method Investments (see Note 5 for capital call activity). |
Equity
Equity | 6 Months Ended |
Jun. 30, 2023 | |
Equity | |
Equity | 13. Equity Share-Based Compensation Plans Upon the grant of stock options, we determine the exercise price by using our estimated per-share value, which is calculated by aggregating the estimated fair value of our investments in real estate and the estimated fair value of our other assets, subtracting the book value of our liabilities, utilizing a discount for the fact that the shares are not currently traded on a national securities exchange and a lack of a control premium, and divided by the total by the number of our common shares outstanding at the time the options were granted. The fair value of each grant is estimated on the date of grant using the Black-Scholes option-pricing model. Assumptions required by the model include the risk-free interest rate, the expected life of the options, the expected stock price volatility over the expected life of the options, and the expected distribution yield. Compensation expense for employee stock options is recognized ratably over the vesting term. The expected life of the options was based on the simplified method as we do not have sufficient historical exercise data. The risk-free interest rate was based on the U.S. Treasury yield curve at the date of grant with maturity dates approximating the expected term of the options at the date of grant. Volatility was based on historical volatility of the stock prices for a sample of publicly traded companies with risk profiles similar to ours. The valuation model applied in this calculation utilizes highly subjective assumptions that could potentially change over time, including the expected stock price volatility and the expected life of an option. On April 1, 2023, we granted 80,000 stock options to our non-executive employees under our Summit Healthcare REIT, Inc. 2015 Omnibus Incentive Plan (“Incentive Plan”). The stock options vest monthly beginning on May 1, 2023 and continuing over a three-year period through April 1, 2026. The options expire 10 years from the grant date. The weighted-average fair value per share of the stock options granted was $0.91. The estimated fair value using the Black-Scholes option-pricing model with the following weighted average assumptions: 2023 Stock options granted 80,000 Expected volatility 37.3 % Expected term 5.75 years Risk-free interest rate 3.65 % Dividend yield — % Fair value per share $ 0.91 The following table summarizes our stock options as of June 30, 2023: Weighted Weighted Average Average Remaining Aggregate Exercise Contractual Intrinsic Options Price Term Value Options outstanding at January 1, 2023 1,948,908 $ 2.10 Granted 80,000 $ 2.18 Exercised — Cancelled/forfeited — Options outstanding at June 30, 2023 2,028,908 $ 2.10 4.70 $ 1,279,000 Options exercisable at June 30, 2023 1,903,852 $ 2.09 4.04 $ 1,219,000 For our outstanding non-vested options as of June 30, 2023, the weighted average grant date fair value per share was $0.91. As of June 30, 2023, we have unrecognized stock-based compensation expense related to unvested stock options which is expected to be recognized as follows: Years Ending December 31, 2023 $ 24,000 2024 49,000 2025 32,000 2026 8,000 $ 113,000 The stock-based compensation expense reported for the three months ended June 30, 2023 and 2022 was approximately $10,000 and $6,000, respectively, and is included in general and administrative expense in the condensed consolidated statements of operations. The stock-based compensation expense reported for the six months ended June 30, 2023 and 2022 was approximately $17,000 and $14,000, respectively, and is included in general and administrative expense in the condensed consolidated statements of operations. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Events | |
Subsequent Events | 14. Subsequent Events Fantasia I JV On July 3, 2023, the majority member in the Fantasia I JV assigned its 65% interest, for no consideration, to Summit. As such, as of July 2023, Summit will own of Fantasia I JV. The assets and liabilities of the Fantasia I JV will be consolidated in our condensed consolidated financial statements beginning in July 2023. Additionally, there is an executed purchase and sale agreement for the real estate and associated facility which meets the criteria as held for sale, and is expected to close in September 2023. Executive Management Changes On July 14, 2023 (the “Termination Date”), the Board of Directors (the “Board”) of the Company terminated, for cause, Kent Eikanas from his position as Chief Executive Officer and Secretary of the Company, after Mr. Eikanas was given written notice of and failed to cure various deficiencies in his performance following the expiration of a 60 -day cure period. Per the terms of his employment agreement, upon Mr. Eikanas’ termination for cause, Mr. Eikanas is also deemed to have resigned, as of the Termination Date, from all positions with the Company and its subsidiaries, the Board and any boards of directors or managers of any of Company’s subsidiaries and affiliates. Effective July 15, 2023, the Board of Directors of the Company appointed Elizabeth Pagliarini as Chief Executive Officer and Secretary. Additionally, effective July 15, 2023, the Board of Directors of the Company also appointed Sharyn Grant Chief Financial Officer and Treasurer of the Company. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Summary of Significant Accounting Policies | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The accompanying condensed consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries, the Operating Partnership and its consolidated companies and are prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). All intercompany accounts and transactions have been eliminated in consolidation. The accompanying financial information reflects all adjustments, which are, in the opinion of management, of a normal recurring nature and necessary for a fair presentation of our financial position, results of operations and cash flows for the interim periods. Interim results of operations are not necessarily indicative of the results to be expected for the full year. Operating results for the three and six months ended June 30, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023. |
Restricted Cash | Restricted Cash The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same such amounts shown on the condensed consolidated statements of cash flows. June 30, December 31, 2023 2022 Cash and cash equivalents $ 11,138,000 $ 11,572,000 Restricted cash 2,922,000 2,591,000 Total cash, cash equivalents, and restricted cash shown on the condensed consolidated statements of cash flows $ 14,060,000 $ 14,163,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Summary of Significant Accounting Policies | |
Schedule of reconciliation of cash, cash equivalents, and restricted cash | June 30, December 31, 2023 2022 Cash and cash equivalents $ 11,138,000 $ 11,572,000 Restricted cash 2,922,000 2,591,000 Total cash, cash equivalents, and restricted cash shown on the condensed consolidated statements of cash flows $ 14,060,000 $ 14,163,000 |
Investments in Real Estate Pr_2
Investments in Real Estate Properties (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Investments in Real Estate Properties | |
Schedule of investments in real estate properties | June 30, December 31, 2023 2022 Land $ 15,565,000 $ 15,565,000 Buildings and improvements 166,989,000 166,989,000 Less: accumulated depreciation (18,264,000) (15,985,000) Buildings and improvements, net 148,725,000 151,004,000 Furniture and fixtures 12,570,000 12,440,000 Less: accumulated depreciation (6,702,000) (5,882,000) Furniture and fixtures, net 5,868,000 6,558,000 Real estate properties, net $ 170,158,000 $ 173,127,000 |
Schedule of real estate properties | Loans Payable, Excluding Debt Purchase Issuance Property Location Date Purchased Type (1) Price Costs Sheridan Care Center Sheridan, OR August 3, 2012 SNF $ 4,100,000 $ 3,916,000 Fernhill Care Center Portland, OR August 3, 2012 SNF 4,500,000 3,435,000 Friendship Haven Healthcare and Rehabilitation Center Galveston County, TX September 14, 2012 SNF 15,000,000 11,219,000 Pacific Health and Rehabilitation Center Tigard, OR December 24, 2012 SNF 8,140,000 5,727,000 Brookstone of Aledo Aledo, IL July 2, 2013 AL 8,625,000 6,531,000 Sundial Assisted Living Redding, CA December 18, 2013 AL 3,500,000 3,655,000 Pennington Gardens Chandler, AZ July 17, 2017 AL/MC 13,400,000 9,960,000 Yucaipa Hill Post Acute Yucaipa, CA July 2, 2021 SNF 10,715,000 8,014,000 Creekside Post Acute Yucaipa, CA July 2, 2021 SNF 4,780,000 3,575,000 University Post Acute Mentone, CA July 2, 2021 SNF 4,560,000 3,411,000 Calhoun Health Center Calhoun, GA December 30, 2021 SNF 7,670,000 6,549,000 Maple Ridge Health Care Center Cartersville, GA December 30, 2021 SNF 13,548,000 11,568,000 Chatsworth Health Care Center Chatsworth, GA December 30, 2021 SNF 29,785,000 25,432,000 East Lake Arbor Decatur, GA December 30, 2021 SNF 15,640,000 13,354,000 Fairburn Health Care Center Fairburn, GA December 30, 2021 SNF 14,644,000 12,503,000 Grandview Health Care Center Jasper, GA December 30, 2021 SNF 10,061,000 8,591,000 Rosemont at Stone Mountain Stone Mountain, GA December 30, 2021 SNF 23,908,000 20,414,000 Willowwood Nursing Center & Rehab Flowery Branch, GA December 30, 2021 SNF 14,744,000 12,589,000 Total: $ 207,320,000 $ 170,443,000 (1) SNF is an abbreviation for skilled nursing facility. AL is an abbreviation for assisted living facility. MC is an abbreviation for memory care facility. |
Schedule of future minimum lease payments | Years ending July 1, 2023 to December 31, 2023 $ 9,006,000 2024 18,272,000 2025 18,566,000 2026 18,865,000 2027 19,168,000 Thereafter 146,294,000 $ 230,171,000 |
Loans Payable (Tables)
Loans Payable (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Loans Payable | |
Schedule of debt | June 30, 2023 December 31, 2022 Loans payable to Lument (formerly ORIX Real Estate Capital, LLC) (insured by HUD) in monthly installments of approximately $183,000, including interest, ranging from a fixed rate of 2.79% to 4.2%, due in September 2039 through April 2055, and as of June 30, 2023 and December 31, 2022, collateralized by Sheridan, Fernhill, Pacific Health, Aledo, Sundial and Friendship Haven. $ 34,484,000 $ 34,976,000 Loan payable to Capital One Multifamily Finance, LLC (insured by HUD) in monthly installments of approximately $49,000, including interest at a fixed rate of 4.23%, due in September 2053, and collateralized by Pennington Gardens. 9,959,000 10,039,000 Loan payable to CIBC Bank, USA in monthly installments of approximately of $133,000 including cash collateral fund payments, variable interest rate (9.3% and 8.2% at June 30, 2023 and December 31, 2022, respectively), due in July 2024, and as of December 31, 2022, collateralized by Yucaipa Hill Post Acute, Creekside Post Acute and University Post Acute (“CA3 Properties”). 15,000,000 15,000,000 Loan payable to CIBC Bank, USA in monthly installments of approximately $600,000 (interest only through December 2023) variable interest rate (8.7% and 7.7% at June 30, 2023 and December 31, 2022, respectively), due in December 2024, and collateralized by Calhoun Health Center, Maple Ridge Health Care Center, Chatsworth Health Care Center, East Lake Arbor, Fairburn Health Care Center, Grandview Health Care Center, Rosemont at Stone Mountain, and Willowwood Nursing Center & Rehab (“GA8 Properties”). 91,000,000 91,000,000 Loan payable to Oxford Finance, LLC in monthly installments of approximately $260,000 (interest only through maturity), variable interest rate (16.2% and 15.1% at June 30, 2023 and December 31, 2022, respectively) due in March 2025, collateralized in second position by the GA8 Properties. 20,000,000 20,000,000 Mezzanine Loan payable to Oxford Finance, LLC in monthly installments of approximately $168,000 (interest only through maturity), variable interest rate (16.2% and 15.1% at June 30, 2023 and December 31, 2022, respectively) due in December 2026, secured by the equity interests of our wholly-owned subsidiary, Summit Georgia Holdings LLC, the parent holding company for the GA8 Properties. 12,750,000 12,750,000 183,193,000 183,765,000 Less debt issuance costs (3,139,000) (3,596,000) Total loans payable $ 180,054,000 $ 180,169,000 |
Schedule of maturities of long-term debt | The principal payments due on the loans payable (excluding debt issuance costs) for the period from July 1, 2023 to December 31, 2023 and for each of the four following years and thereafter ending December 31 are as follows: Principal Years Ending Amount July 1, 2023 to December 31, 2023 $ 584,000 2024 107,201,000 2025 21,246,000 2026 14,042,000 2027 1,341,000 Thereafter 38,779,000 $ 183,193,000 |
Equity-Method Investments (Tabl
Equity-Method Investments (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Equity-Method Investments | |
Schedule of distributions receivable | June 30, December 31, 2023 2022 SUL JV $ 266,000 $ 259,000 Fantasia I JV — — Fantasia II JV 30,000 55,000 Fantasia III JV 54,000 22,000 FPH JV 64,000 64,000 Total $ 414,000 $ 400,000 |
Schedule of cash distributions | Six Months Ended June 30, 2023 Six Months Ended June 30, 2022 Cash Flow Cash Flow Cash Flow Cash Flow Total Cash from from Total Cash from from Distributions Operating Investing Distributions Operating Investing Received Activities Activities Received Activities Activities SUL JV $ 266,000 $ 92,000 $ 174,000 $ 286,000 $ 63,000 $ 223,000 Fantasia I JV — — — — — — Fantasia II JV 135,000 106,000 29,000 156,000 107,000 49,000 Fantasia III JV 12,000 12,000 — 48,000 48,000 — FPH JV — — — 56,000 56,000 — Total $ 413,000 $ 210,000 $ 203,000 $ 546,000 $ 274,000 $ 272,000 |
Receivables (Tables)
Receivables (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Receivables | |
Schedule of tenant and other receivables | June 30, December 31, 2023 2022 Straight-line rent receivables $ 4,468,000 $ 3,862,000 Distribution receivables from Equity-Method Investments 414,000 400,000 Asset management fees 302,000 375,000 Other receivables 387,000 383,000 Total $ 5,571,000 $ 5,020,000 |
Intangible Lease Assets (Tables
Intangible Lease Assets (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Intangible Lease Assets | |
Schedule of intangible lease assets | June 30, December 31, 2023 2022 In-place leases $ 13,778,000 $ 13,778,000 Less: accumulated amortization (1,396,000) (937,000) In-place leases, net 12,382,000 12,841,000 Above-market leases 959,000 959,000 Less: accumulated amortization (128,000) (96,000) Above-market leases, net 831,000 863,000 Total intangible lease assets, net $ 13,213,000 $ 13,704,000 |
Schedule of expected future amortization of the intangible lease assets | Years ending December 31, July 1, 2023 to December 31, 2023 $ 490,000 2024 980,000 2025 980,000 2026 980,000 2027 980,000 Thereafter 8,803,000 $ 13,213,000 |
Right of Use (ROU) Asset - Op_2
Right of Use (ROU) Asset - Operating (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Right of Use (ROU) Asset - Operating | |
Schedule of supplemental balance sheet information related to the office lease | Component Consolidated Balance Sheet Caption June 30, 2023 December 31, 2022 Right of use asset - operating Other assets, net $ 766,000 $ 833,000 Lease liability - operating Accounts payable and accrued liabilities $ 957,000 $ 933,000 |
Schedule of lease payments on the office lease | Lease payments on the Office Lease for the period from July 1, 2023 to December 31, 2023 and for each of the four following years and thereafter ending December 31 are as follows: Year Lease payments July 1, 2023 to December 31, 2023 $ 103,000 2024 211,000 2025 217,000 2026 224,000 2027 231,000 Thereafter 99,000 Total lease payments $ 1,085,000 Less imputed interest (128,000) Total lease liability $ 957,000 |
Equity (Tables)
Equity (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Equity | |
Schedule of estimated fair value using assumptions | The estimated fair value using the Black-Scholes option-pricing model with the following weighted average assumptions: 2023 Stock options granted 80,000 Expected volatility 37.3 % Expected term 5.75 years Risk-free interest rate 3.65 % Dividend yield — % Fair value per share $ 0.91 |
Schedule of stock options | Weighted Weighted Average Average Remaining Aggregate Exercise Contractual Intrinsic Options Price Term Value Options outstanding at January 1, 2023 1,948,908 $ 2.10 Granted 80,000 $ 2.18 Exercised — Cancelled/forfeited — Options outstanding at June 30, 2023 2,028,908 $ 2.10 4.70 $ 1,279,000 Options exercisable at June 30, 2023 1,903,852 $ 2.09 4.04 $ 1,219,000 |
Schedule of unrecognized stock-based compensation expense | Years Ending December 31, 2023 $ 24,000 2024 49,000 2025 32,000 2026 8,000 $ 113,000 |
Organization (Details)
Organization (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 USD ($) property | Dec. 31, 2022 USD ($) property | |
Organization | ||
Equity-method investments | $ | $ 5,152,000 | $ 5,182,000 |
Unconsolidated | ||
Organization | ||
Equity method investment ownership percentage | 10% | |
Number of owned properties | 17 | |
Summit Healthcare Operating Partnership, L.P | ||
Organization | ||
Limited partnership interest | 99.88% | |
Summit Healthcare Operating Partnership, L.P | Consolidated | ||
Organization | ||
Equity method investment ownership percentage | 100% | |
Number of owned properties | 14 | |
Summit Healthcare Operating Partnership, L.P | Cornerstone Realty Advisors, LLC | ||
Organization | ||
Limited partnership interest | 0.12% | |
Cornerstone Healthcare Partners LLC | ||
Organization | ||
Limited partnership interest | 95% | |
Cornerstone Healthcare Real Estate Fund | ||
Organization | ||
Limited liability company (LLC) or limited partnership (LP), members or limited partners, ownership interest by affiliates | 5% | |
JV Properties | ||
Organization | ||
Number of owned properties | 4 | 4 |
Noncontrolling interest, ownership percentage by noncontrolling owners | 4.70% | 4.70% |
Summit Union Life Holdings, LLC | ||
Organization | ||
Number of owned properties | 17 | 17 |
Limited liability company (LLC) or limited partnership (LP), members or limited partners, ownership interest by affiliates | 10% | 10% |
Real estate investment trust own percentage | 10% | |
Four Jv Properties | ||
Organization | ||
Limited liability company (LLC) or limited partnership (LP), members or limited partners, ownership interest by affiliates | 95.30% | 95.30% |
Limited partnership interest | 95.30% | |
Fantasia III JV | ||
Organization | ||
Number of owned properties | 9 | 9 |
Limited liability company (LLC) or limited partnership (LP), members or limited partners, ownership interest by affiliates | 10% | 10% |
Summit Fantasy Pearl Holdings, LLC | ||
Organization | ||
Number of owned properties | 6 | 6 |
Limited partnership interest | 10% | 10% |
Fantasia II JV | ||
Organization | ||
Number of owned properties | 2 | 2 |
Limited liability company (LLC) or limited partnership (LP), members or limited partners, ownership interest by affiliates | 20% | |
Fantasia II JV | Unconsolidated | ||
Organization | ||
Equity method investment ownership percentage | 20% | 20% |
Fantasia I JV | ||
Organization | ||
Number of owned properties | 1 | 1 |
Limited liability company (LLC) or limited partnership (LP), members or limited partners, ownership interest by affiliates | 35% | 35% |
Limited partnership interest | 35% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Restricted Cash (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Dec. 31, 2021 |
Summary of Significant Accounting Policies | ||||
Cash and cash equivalents | $ 11,138,000 | $ 11,572,000 | ||
Restricted cash | 2,922,000 | 2,591,000 | ||
Total cash, cash equivalents, and restricted cash shown on the consolidated statements of cash flows | $ 14,060,000 | $ 14,163,000 | $ 15,767,000 | $ 13,161,000 |
Investments in Real Estate Pr_3
Investments in Real Estate Properties - Investments in real estate properties (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Investments in Real Estate Properties | ||
Real estate properties, net | $ 170,158,000 | $ 173,127,000 |
Land | ||
Investments in Real Estate Properties | ||
Real estate properties, net | 15,565,000 | 15,565,000 |
Buildings and improvements | ||
Investments in Real Estate Properties | ||
Investments in real estate | 166,989,000 | 166,989,000 |
Less: accumulated depreciation | (18,264,000) | (15,985,000) |
Real estate properties, net | 148,725,000 | 151,004,000 |
Furniture and Fixture | ||
Investments in Real Estate Properties | ||
Investments in real estate | 12,570,000 | 12,440,000 |
Less: accumulated depreciation | (6,702,000) | (5,882,000) |
Real estate properties, net | $ 5,868,000 | $ 6,558,000 |
Investments in Real Estate Pr_4
Investments in Real Estate Properties - Summary information regarding portfolio (Details) | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Investments in Real Estate Properties | |
Purchase Price | $ 207,320,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 170,443,000 |
Sheridan Care Center | |
Investments in Real Estate Properties | |
Location | Sheridan, OR |
Date Purchased | Aug. 03, 2012 |
Type | SNF |
Purchase Price | $ 4,100,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 3,916,000 |
Fernhill Care Center | |
Investments in Real Estate Properties | |
Location | Portland, OR |
Date Purchased | Aug. 03, 2012 |
Type | SNF |
Purchase Price | $ 4,500,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 3,435,000 |
Friendship Haven Healthcare and Rehabilitation Center | |
Investments in Real Estate Properties | |
Location | Galveston County, TX |
Date Purchased | Sep. 14, 2012 |
Type | SNF |
Purchase Price | $ 15,000,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 11,219,000 |
Pacific Health and Rehabilitation Center | |
Investments in Real Estate Properties | |
Location | Tigard, OR |
Date Purchased | Dec. 24, 2012 |
Type | SNF |
Purchase Price | $ 8,140,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 5,727,000 |
Brookstone of Aledo | |
Investments in Real Estate Properties | |
Location | Aledo, IL |
Date Purchased | Jul. 02, 2013 |
Type | AL |
Purchase Price | $ 8,625,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 6,531,000 |
Sundial Assisted Living | |
Investments in Real Estate Properties | |
Location | Redding, CA |
Date Purchased | Dec. 18, 2013 |
Type | AL |
Purchase Price | $ 3,500,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 3,655,000 |
Pennington Gardens | |
Investments in Real Estate Properties | |
Location | Chandler, AZ |
Date Purchased | Jul. 17, 2017 |
Type | AL/MC |
Purchase Price | $ 13,400,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 9,960,000 |
Yucaipa Hill Post Acute | |
Investments in Real Estate Properties | |
Location | Yucaipa, CA |
Date Purchased | Jul. 02, 2021 |
Type | SNF |
Purchase Price | $ 10,715,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 8,014,000 |
Creekside Post Acute | |
Investments in Real Estate Properties | |
Location | Yucaipa, CA |
Date Purchased | Jul. 02, 2021 |
Type | SNF |
Purchase Price | $ 4,780,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 3,575,000 |
University Post Acute | |
Investments in Real Estate Properties | |
Location | Mentone, CA |
Date Purchased | Jul. 02, 2021 |
Type | SNF |
Purchase Price | $ 4,560,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 3,411,000 |
Calhoun Health Center | |
Investments in Real Estate Properties | |
Location | Calhoun, GA |
Date Purchased | Dec. 30, 2021 |
Type | SNF |
Purchase Price | $ 7,670,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 6,549,000 |
Maple Ridge Health Care Center | |
Investments in Real Estate Properties | |
Location | Cartersville, GA |
Date Purchased | Dec. 30, 2021 |
Type | SNF |
Purchase Price | $ 13,548,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 11,568,000 |
Chatsworth Health Care Center | |
Investments in Real Estate Properties | |
Location | Chatsworth, GA |
Date Purchased | Dec. 30, 2021 |
Type | SNF |
Purchase Price | $ 29,785,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 25,432,000 |
East Lake Arbor | |
Investments in Real Estate Properties | |
Location | Decatur, GA |
Date Purchased | Dec. 30, 2021 |
Type | SNF |
Purchase Price | $ 15,640,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 13,354,000 |
Fairburn Health Care Center | |
Investments in Real Estate Properties | |
Location | Fairburn, GA |
Date Purchased | Dec. 30, 2021 |
Type | SNF |
Purchase Price | $ 14,644,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 12,503,000 |
Grandview Health Care Center | |
Investments in Real Estate Properties | |
Location | Jasper, GA |
Date Purchased | Dec. 30, 2021 |
Type | SNF |
Purchase Price | $ 10,061,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 8,591,000 |
Rosemont at Stone Mountain | |
Investments in Real Estate Properties | |
Location | Stone Mountain, GA |
Date Purchased | Dec. 30, 2021 |
Type | SNF |
Purchase Price | $ 23,908,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 20,414,000 |
Willowwood Nursing Center & Rehab | |
Investments in Real Estate Properties | |
Location | Flowery Branch, GA |
Date Purchased | Dec. 30, 2021 |
Type | SNF |
Purchase Price | $ 14,744,000 |
Loans Payable, Excluding Debt Issuance Costs | $ 12,589,000 |
Investments in Real Estate Pr_5
Investments in Real Estate Properties - Future Minimum Lease Payments (Details) | Jun. 30, 2023 USD ($) |
Investments in Real Estate Properties | |
July 1, 2023 to December 31, 2023 | $ 9,006,000 |
2024 | 18,272,000 |
2025 | 18,566,000 |
2026 | 18,865,000 |
2027 | 19,168,000 |
Thereafter | 146,294,000 |
Future minimum lease payments | $ 230,171,000 |
Investments in Real Estate Pr_6
Investments in Real Estate Properties (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Feb. 28, 2022 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) property | Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) property | Dec. 31, 2022 USD ($) | Jun. 30, 2023 | Jun. 30, 2023 property | |
Investments in Real Estate Properties | ||||||||
Depreciation | $ 1,600,000 | $ 1,600,000 | $ 3,100,000 | $ 3,200,000 | ||||
Number of leased real estate properties | 16 | 16 | 18 | 16 | ||||
Percentage of real estate properties | 100% | |||||||
Asset Impairment Charges | $ 0 | $ 0 | ||||||
Pennington Gardens facility in Chandler, Arizona | ||||||||
Investments in Real Estate Properties | ||||||||
Rent receivable written off | $ 200,000 | |||||||
Summit Georgia Holdings LLC | ||||||||
Investments in Real Estate Properties | ||||||||
Number of leased real estate properties | property | 35 | |||||||
Principal amount of loan | $ 12,750,000 | $ 12,750,000 | ||||||
Pennington Gardens and Sundial Operations LLC | ||||||||
Investments in Real Estate Properties | ||||||||
Percentage of real estate properties | 100% |
Loans Payable - Debt (Details)
Loans Payable - Debt (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Loans Payable | ||
Principal balance excluding debt discount | $ 183,193,000 | $ 183,765,000 |
Less debt issuance costs | (3,139,000) | (3,596,000) |
Total loans payable | 180,054,000 | 180,169,000 |
Lument Capital (formerly ORIX Real Estate Capital, LLC) | ||
Loans Payable | ||
Principal balance excluding debt discount | 34,484,000 | 34,976,000 |
Capital One Multifamily Finance LLC | ||
Loans Payable | ||
Principal balance excluding debt discount | 9,959,000 | 10,039,000 |
CIBC Bank | SOFR | ||
Loans Payable | ||
Principal balance excluding debt discount | 91,000,000 | 91,000,000 |
US Oxford Finance, LLC | SOFR | ||
Loans Payable | ||
Principal balance excluding debt discount | 20,000,000 | 20,000,000 |
US Oxford Finance, LLC | GA8 Properties | ||
Loans Payable | ||
Principal balance excluding debt discount | $ 12,750,000 | $ 12,750,000 |
Loans Payable - (Parenthetical)
Loans Payable - (Parenthetical) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Loans Payable | |||||
Interest expense (excluding debt issuance costs amortization and interest expense related to the Oxford mezzanine loan) | $ 4,100,000 | $ 2,700,000 | $ 8,000,000 | $ 5,200,000 | |
Lument Capital (formerly ORIX Real Estate Capital, LLC) | |||||
Loans Payable | |||||
Debt instrument, periodic payment | $ 183,000 | $ 183,000 | |||
Lument Capital (formerly ORIX Real Estate Capital, LLC) | Minimum | |||||
Loans Payable | |||||
Stated percentage on interest rate | 2.79% | 2.79% | 2.79% | ||
Lument Capital (formerly ORIX Real Estate Capital, LLC) | Maximum | |||||
Loans Payable | |||||
Stated percentage on interest rate | 4.20% | 4.20% | 4.20% | ||
Capital One Multifamily Finance LLC | |||||
Loans Payable | |||||
Debt instrument, periodic payment | $ 49,000 | ||||
Stated percentage on interest rate | 4.23% | 4.23% | |||
CIBC Bank | CA3 Properties | |||||
Loans Payable | |||||
Debt instrument, periodic payment | $ 133,000 | ||||
Variable interest rate | 9.30% | 8.20% | |||
CIBC Bank | GA8 Properties | SOFR | |||||
Loans Payable | |||||
Debt instrument, periodic payment | $ 600,000 | ||||
Variable interest rate | 8.70% | 7.70% | |||
US Oxford Finance, LLC | |||||
Loans Payable | |||||
Debt instrument, periodic payment | $ 260,000 | ||||
Periodic payment | $ 168,000 | $ 168,000 | |||
US Oxford Finance, LLC | SOFR | |||||
Loans Payable | |||||
Variable interest rate | 16.20% | 15.10% |
Loans Payable - Maturities of l
Loans Payable - Maturities of long term debt (Details) | Jun. 30, 2023 USD ($) |
Loans Payable | |
July 1, 2023 to December 31, 2023 | $ 584,000 |
2024 | 107,201,000 |
2025 | 21,246,000 |
2026 | 14,042,000 |
2027 | 1,341,000 |
Thereafter | 38,779,000 |
Total | $ 183,193,000 |
Loans Payable - Additional info
Loans Payable - Additional information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Jul. 02, 2021 | |
Loans Payable | |||||||
Loans payable | $ 183,193,000 | $ 183,193,000 | $ 183,765,000 | ||||
Interest expense (excluding debt issuance costs amortization and interest expense related to the Oxford mezzanine loan) | 4,100,000 | $ 2,700,000 | 8,000,000 | $ 5,200,000 | |||
Debt instrument unamortized cost | 3,139,000 | 3,139,000 | 3,596,000 | ||||
Amortization of debt issuance costs | 200,000 | 500,000 | 500,000 | ||||
Interest expense related to Oxford monthly fee | 0 | $ 200,000 | 0 | $ 400,000 | |||
GA8 Properties | Summit Georgia Holdings LLC | |||||||
Loans Payable | |||||||
Principal amount of loan | $ 12,750,000 | ||||||
CIBC Bank | SOFR | |||||||
Loans Payable | |||||||
Loans payable | 91,000,000 | 91,000,000 | 91,000,000 | ||||
CIBC Bank | SOFR | |||||||
Loans Payable | |||||||
Loans payable | 15,000,000 | 15,000,000 | $ 15,000,000 | ||||
CIBC Bank | CA3 Properties | |||||||
Loans Payable | |||||||
Debt instrument, periodic payment | $ 133,000 | ||||||
Principal amount of loan | $ 15,000,000 | ||||||
Interest on loan with SOFR | 9.30% | 8.20% | |||||
CIBC Bank | GA8 Properties | SOFR | |||||||
Loans Payable | |||||||
Debt instrument, periodic payment | $ 600,000 | ||||||
Interest on loan with SOFR | 8.70% | 7.70% | |||||
US Oxford Finance, LLC | |||||||
Loans Payable | |||||||
Debt instrument, periodic payment | $ 260,000 | ||||||
US Oxford Finance, LLC | SOFR | |||||||
Loans Payable | |||||||
Loans payable | 20,000,000 | $ 20,000,000 | $ 20,000,000 | ||||
Interest on loan with SOFR | 16.20% | 15.10% | |||||
US Oxford Finance, LLC | GA8 Properties | |||||||
Loans Payable | |||||||
Loans payable | 12,750,000 | $ 12,750,000 | $ 12,750,000 | ||||
Lument Capital (formerly ORIX Real Estate Capital, LLC) | |||||||
Loans Payable | |||||||
Loans payable | $ 34,484,000 | 34,484,000 | 34,976,000 | ||||
Debt instrument, periodic payment | $ 183,000 | $ 183,000 | |||||
Lument Capital (formerly ORIX Real Estate Capital, LLC) | Minimum | |||||||
Loans Payable | |||||||
Stated percentage on interest rate | 2.79% | 2.79% | 2.79% | ||||
Lument Capital (formerly ORIX Real Estate Capital, LLC) | Maximum | |||||||
Loans Payable | |||||||
Stated percentage on interest rate | 4.20% | 4.20% | 4.20% | ||||
First priority mortgage loan | GA8 Properties | |||||||
Loans Payable | |||||||
Principal amount of loan | 91,000,000 | ||||||
Second priority mortgage loan | GA8 Properties | |||||||
Loans Payable | |||||||
Principal amount of loan | $ 20,000,000 |
Equity-Method Investments - Dis
Equity-Method Investments - Distributions receivable (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Equity-Method Investments | ||
Distributions receivable | $ 414,000 | $ 400,000 |
SUL JV | ||
Equity-Method Investments | ||
Distributions receivable | 266,000 | 259,000 |
Fantasia I JV | ||
Equity-Method Investments | ||
Distributions receivable | 0 | |
Fantasia II JV | ||
Equity-Method Investments | ||
Distributions receivable | 30,000 | 55,000 |
Fantasia III JV | ||
Equity-Method Investments | ||
Distributions receivable | 54,000 | 22,000 |
FPH JV | ||
Equity-Method Investments | ||
Distributions receivable | $ 64,000 | $ 64,000 |
Equity-Method Investments - Cas
Equity-Method Investments - Cash Distributions (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Equity-Method Investments | ||
Total Cash Distributions Received | $ 413,000 | $ 546,000 |
Cash Flow from Operating Activities | 210,000 | 274,000 |
Cash Flow from Investing Activities | 203,000 | 272,000 |
SUL JV | ||
Equity-Method Investments | ||
Total Cash Distributions Received | 266,000 | 286,000 |
Cash Flow from Operating Activities | 92,000 | 63,000 |
Cash Flow from Investing Activities | 174,000 | 223,000 |
Fantasia I JV | ||
Equity-Method Investments | ||
Total Cash Distributions Received | 0 | 0 |
Cash Flow from Operating Activities | 0 | 0 |
Cash Flow from Investing Activities | 0 | 0 |
Fantasia II JV | ||
Equity-Method Investments | ||
Total Cash Distributions Received | 135,000 | 156,000 |
Cash Flow from Operating Activities | 106,000 | 107,000 |
Cash Flow from Investing Activities | 29,000 | 49,000 |
Fantasia III JV | ||
Equity-Method Investments | ||
Total Cash Distributions Received | 12,000 | 48,000 |
Cash Flow from Operating Activities | 12,000 | 48,000 |
Cash Flow from Investing Activities | 0 | 0 |
FPH JV | ||
Equity-Method Investments | ||
Total Cash Distributions Received | 0 | 56,000 |
Cash Flow from Operating Activities | 0 | 56,000 |
Cash Flow from Investing Activities | $ 0 | $ 0 |
Equity-Method Investments - Add
Equity-Method Investments - Additional information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jul. 03, 2023 | Dec. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Equity-Method Investments | ||||||
Equity-method investment | $ 5,182,000 | $ 5,152,000 | $ 5,152,000 | |||
SUL JV. | ||||||
Equity-Method Investments | ||||||
Invested to capital calls | 156,000 | |||||
Fantasia JV. | ||||||
Equity-Method Investments | ||||||
Invested to capital calls | 0 | |||||
Equity method investment ownership percentage | 0.35% | 0.35% | ||||
Equity Method Investments | ||||||
Equity-Method Investments | ||||||
Asset management fees | 100,000 | $ 200,000 | 300,000 | $ 300,000 | ||
Summit Union Life Holdings, LLC | ||||||
Equity-Method Investments | ||||||
Equity-method investment | 2,400,000 | 2,400,000 | $ 2,400,000 | |||
Minimum percentage of interest in annual return | 9% | |||||
Percentage of interest in annual return | 10% | |||||
Summit Union Life Holdings, LLC | Operating Partnership | ||||||
Equity-Method Investments | ||||||
Percentage of interest | 25% | |||||
Percentage of interest in capital proceeds from the sale of properties held | 25% | |||||
Summit Union Life Holdings, LLC | Best Years Llc | ||||||
Equity-Method Investments | ||||||
Percentage of interest | 75% | |||||
Percentage of interest in capital proceeds from the sale of properties held | 75% | |||||
SUL JV | ||||||
Equity-Method Investments | ||||||
Invested to capital calls | 650,000 | |||||
Summit Fantasia Holdings Llc | ||||||
Equity-Method Investments | ||||||
Equity-method investment | 0 | 0 | $ 0 | |||
Percentage of interest in annual return | 8% | |||||
Summit Fantasia Holdings Llc | Subsequent events | Summit Healthcare Operating Partnership, L.P | ||||||
Equity-Method Investments | ||||||
Percentage of ownership interest assigned | 65% | |||||
Consideration for interest assigned | $ 0 | |||||
Summit Fantasia Holdings Llc | Operating Partnership | ||||||
Equity-Method Investments | ||||||
Percentage of interest | 50% | |||||
Percentage of interest in capital proceeds from the sale of properties held | 50% | |||||
Summit Fantasia Holdings Llc | Fantasia JV. | ||||||
Equity-Method Investments | ||||||
Invested to capital calls | 72,000 | |||||
Summit Fantasia Holdings Llc | Fantasia Investment III LLC | ||||||
Equity-Method Investments | ||||||
Percentage of interest | 50% | |||||
Percentage of interest in capital proceeds from the sale of properties held | 50% | |||||
Summit Fantasia Holdings II, LLC | ||||||
Equity-Method Investments | ||||||
Equity-method investment | 1,200,000 | 1,200,000 | $ 1,200,000 | |||
Percentage of interest in annual return | 8% | |||||
Summit Fantasia Holdings II, LLC | Operating Partnership | ||||||
Equity-Method Investments | ||||||
Percentage of interest | 30% | |||||
Percentage of interest in capital proceeds from the sale of properties held | 30% | |||||
Summit Fantasia Holdings II, LLC | Fantasia Investment III LLC | ||||||
Equity-Method Investments | ||||||
Percentage of interest | 70% | |||||
Percentage of interest in capital proceeds from the sale of properties held | 70% | |||||
Summit Fantasia Holdings III, LLC | ||||||
Equity-Method Investments | ||||||
Equity-method investment | 1,600,000 | 1,600,000 | $ 1,600,000 | |||
Percentage of interest in annual return | 9% | |||||
Summit Fantasia Holdings III, LLC | Operating Partnership | ||||||
Equity-Method Investments | ||||||
Percentage of interest | 25% | |||||
Percentage of interest in capital proceeds from the sale of properties held | 25% | |||||
Summit Fantasia Holdings III, LLC | Fantasia Investment III LLC | ||||||
Equity-Method Investments | ||||||
Percentage of interest | 75% | |||||
Percentage of interest in capital proceeds from the sale of properties held | 75% | |||||
Summit Fantasy Pearl Holdings, LLC | ||||||
Equity-Method Investments | ||||||
Equity-method investment | 0 | $ 0 | $ 0 | |||
Percentage of interest in annual return | 9% | |||||
Impairment charge | $ 200,000 | |||||
Summit Fantasy Pearl Holdings, LLC | Operating Partnership | ||||||
Equity-Method Investments | ||||||
Percentage of interest | 20% | |||||
Percentage of interest in capital proceeds from the sale of properties held | 20% | |||||
Summit Fantasy Pearl Holdings, LLC | Fantasia Investment III LLC | ||||||
Equity-Method Investments | ||||||
Percentage of interest | 7.25% | |||||
Percentage of interest in capital proceeds from the sale of properties held | 7.25% | |||||
Summit Fantasy Pearl Holdings, LLC | Summit Fantasy Pearl Holdings, LLC- Equity-Method Investment | ||||||
Equity-Method Investments | ||||||
Percentage of interest | 65.25% | |||||
Percentage of interest in capital proceeds from the sale of properties held | 65.25% | |||||
Summit Fantasy Pearl Holdings, LLC | Atlantis | ||||||
Equity-Method Investments | ||||||
Percentage of interest | 7.50% | |||||
Percentage of interest in capital proceeds from the sale of properties held | 7.50% | |||||
Fantasia I JV | ||||||
Equity-Method Investments | ||||||
Impairment loss of related to equity-method investments | 3,200,000 | |||||
Impairment charge | 1,100,000 | 1,100,000 | ||||
Fair Value of distributions receivable | $ 100,000 | $ 100,000 |
Receivables (Details)
Receivables (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Receivables | ||
Straight-line rent receivables | $ 4,468,000 | $ 3,862,000 |
Distribution receivables from Equity-Method Investments | 414,000 | 400,000 |
Asset management fees | 302,000 | 375,000 |
Other receivables | 387,000 | 383,000 |
Total | $ 5,571,000 | $ 5,020,000 |
Intangible Lease Assets (Detail
Intangible Lease Assets (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Intangible Lease Assets | |||||
Intangible lease assets, net | $ 13,213,000 | $ 13,213,000 | $ 13,704,000 | ||
Amortization expense for intangible lease assets | 500,000 | $ 500,000 | |||
Amortization of above market leases | 32,000 | $ 32,000 | |||
In-place leases | |||||
Intangible Lease Assets | |||||
Intangible lease assets, gross | 13,778,000 | 13,778,000 | 13,778,000 | ||
Less: accumulated amortization | (1,396,000) | (1,396,000) | (937,000) | ||
Intangible lease assets, net | 12,382,000 | 12,382,000 | 12,841,000 | ||
In-place leases | Rental revenues | |||||
Intangible Lease Assets | |||||
Amortization expense for intangible lease assets | 200,000 | $ 200,000 | |||
Amortization of above market leases | 16,000 | $ 16,000 | |||
Above-market leases | |||||
Intangible Lease Assets | |||||
Intangible lease assets, gross | 959,000 | 959,000 | 959,000 | ||
Less: accumulated amortization | (128,000) | (128,000) | (96,000) | ||
Intangible lease assets, net | $ 831,000 | $ 831,000 | $ 863,000 |
Intangible Lease Assets - Expec
Intangible Lease Assets - Expected future amortization (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Intangible Lease Assets | ||
July 1, 2023 to December 31, 2023 | $ 490,000 | |
2024 | 980,000 | |
2025 | 980,000 | |
2026 | 980,000 | |
2027 | 980,000 | |
Thereafter | 8,803,000 | |
Intangible lease assets, net | $ 13,213,000 | $ 13,704,000 |
Right of Use (ROU) Asset - Op_3
Right of Use (ROU) Asset - Operating (Details) | 1 Months Ended |
Nov. 30, 2022 USD ($) | |
Right of Use (ROU) Asset - Operating | |
Estimated incremental borrowing rate | 5% |
Temporary License | |
Right of Use (ROU) Asset - Operating | |
Termination term of lease after substantial completion of certain tenant improvements in office space | 5 years |
Standard Office Lease | |
Right of Use (ROU) Asset - Operating | |
Initial annual base rent | $ 204,399 |
Increase in initial annual base rent (as a percent) | 3% |
Lease term under three separate triple net leases | 66 months |
Right of Use (ROU) Asset - Op_4
Right of Use (ROU) Asset - Operating - Supplemental balance sheet information related to the Office Lease (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | |
Right of Use (ROU) Asset - Operating | |||
Lease liability - operating | $ 957,000 | $ 957,000 | |
Operating lease expense | $ 45,000 | $ 90,000 | |
Weighted average remaining lease term | 4 years 8 months 12 days | 4 years 8 months 12 days | |
LH Lease | |||
Right of Use (ROU) Asset - Operating | |||
Right of use asset - operating | $ 766,000 | $ 766,000 | $ 833,000 |
Right of use asset - operating, Location | Other Assets | Other Assets | Other Assets |
Lease liability - operating | $ 957,000 | $ 957,000 | $ 933,000 |
Lease liability, location | Accounts Payable and Accrued Liabilities | Accounts Payable and Accrued Liabilities | Accounts Payable and Accrued Liabilities |
Right of Use (ROU) Asset - Op_5
Right of Use (ROU) Asset - Operating - Lease payments (Details) | Jun. 30, 2023 USD ($) |
Maturity of lease payments | |
July 1, 2023 to December 31, 2023 | $ 103,000 |
2024 | 211,000 |
2025 | 217,000 |
2026 | 224,000 |
2027 | 231,000 |
Thereafter | 99,000 |
Total lease payments | 1,085,000 |
Less imputed interest | (128,000) |
Total lease liability | $ 957,000 |
Concentration of Risk (Details)
Concentration of Risk (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 tenant | Jun. 30, 2022 tenant property | Jun. 30, 2023 tenant | Jun. 30, 2022 property tenant | Jun. 30, 2023 property | |
Concentration of Risk | |||||
Number of owned properties held by equity method investment | 35 | ||||
Number of leased real estate properties | 18 | 16 | 18 | 16 | 16 |
Number of tenants under long-term triple net leases | tenant | 14 | 14 | 14 | 14 | |
Number of tenants represents more than 10% of our rental revenue | tenant | 3 | 3 | 3 | 3 | |
Customer concentration risk | Tenant | Assets, Total | |||||
Concentration of Risk | |||||
Concentration risk, percentage | 20% | ||||
Customer concentration risk | Tenant One | Tenant One, Concentration Risk | |||||
Concentration of Risk | |||||
Concentration risk, percentage | 10% | 10% | 10% | 10% | |
Georgia | |||||
Concentration of Risk | |||||
Number of owned properties | 8 | ||||
California | |||||
Concentration of Risk | |||||
Number of owned properties | 4 | ||||
Oregon | |||||
Concentration of Risk | |||||
Number of owned properties | 3 | ||||
Texas | |||||
Concentration of Risk | |||||
Number of owned properties | 1 | ||||
Illinois | |||||
Concentration of Risk | |||||
Number of owned properties | 1 | ||||
Arizona | |||||
Concentration of Risk | |||||
Number of owned properties | 1 |
Fair Value Measurements of Fi_2
Fair Value Measurements of Financial Instruments (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Fair Value Measurements of Financial Instruments | ||
Principal balance excluding debt discount | $ 183,193,000 | $ 183,765,000 |
HUD | ||
Fair Value Measurements of Financial Instruments | ||
Fair value of loans payable | 36,500,000 | 38,900,000 |
Principal balance excluding debt discount | $ 44,400,000 | $ 45,000,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | 6 Months Ended | ||
May 15, 2023 | May 12, 2023 | Jun. 30, 2023 | |
Commitments and Contingencies | |||
Purchased the investors' interests | $ 900,000 | ||
Cure period of Kent Eikanas | 60 days | ||
Legal fees | |||
Commitments and Contingencies | |||
Amount awarded to the plaintiffs | $ 75,000 | ||
Accrued contingencies | 75,000 | ||
Attorney's fees | |||
Commitments and Contingencies | |||
Amount awarded to the plaintiffs | $ 517,000 | 517,000 | |
Accrued contingencies | $ 0 |
Equity - Black-Scholes option-p
Equity - Black-Scholes option-pricing model (Details) - $ / shares | 6 Months Ended | |
Apr. 01, 2023 | Jun. 30, 2023 | |
Equity | ||
Stock options granted | 80,000 | |
Expected volatility | 37.30% | |
Expected term | 5 years 9 months | |
Risk-free interest rate | 3.65% | |
Fair value per share | $ 0.91 | $ 0.91 |
Equity - Stock options (Details
Equity - Stock options (Details) | 6 Months Ended |
Jun. 30, 2023 USD ($) $ / shares shares | |
Equity | |
Options outstanding, Beginning Balance | 1,948,908 |
Options outstanding, Granted | 80,000 |
Options outstanding, Exercised | 0 |
Options outstanding, Ending Balance | 2,028,908 |
Options exercisable, Ending Balance | 1,903,852 |
Weighted Average Exercise Price, Outstanding at Beginning Balance | $ / shares | $ 2.10 |
Weighted Average Exercise Price, Granted | $ / shares | 2.18 |
Weighted Average Exercise Price, Outstanding at Ending Balance | $ / shares | 2.10 |
Weighted Average Exercise Price, Exercisable at Ending Balance | $ / shares | $ 2.09 |
Options outstanding, Weighted Average Remaining Contractual Term | 4 years 8 months 12 days |
Options exercisable, Weighted Average Remaining Contractual Term | 4 years 14 days |
Options outstanding, Aggregate Intrinsic Value | $ | $ 1,279,000 |
Options exercisable, Aggregate Intrinsic Value | $ | $ 1,219,000 |
Equity - Unrecognized stock-bas
Equity - Unrecognized stock-based compensation expense (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Equity | ||||
Unrecognized stock-based compensation expense related to unvested stock options, net of forfeitures | $ 113,000 | $ 113,000 | ||
General and administrative expense | ||||
Equity | ||||
Stock-based compensation expense | 10,000 | $ 6,000 | 17,000 | $ 14,000 |
2023 | ||||
Equity | ||||
Unrecognized stock-based compensation expense related to unvested stock options, net of forfeitures | 24,000 | 24,000 | ||
2024 | ||||
Equity | ||||
Unrecognized stock-based compensation expense related to unvested stock options, net of forfeitures | 49,000 | 49,000 | ||
2025 | ||||
Equity | ||||
Unrecognized stock-based compensation expense related to unvested stock options, net of forfeitures | 32,000 | 32,000 | ||
2026 | ||||
Equity | ||||
Unrecognized stock-based compensation expense related to unvested stock options, net of forfeitures | $ 8,000 | $ 8,000 |
Equity - Additional Information
Equity - Additional Information (Details) - $ / shares | 6 Months Ended | |
Apr. 01, 2023 | Jun. 30, 2023 | |
Equity | ||
Stock options granted | 80,000 | |
Weighted average grant date fair value (per share) | $ 0.91 | |
Omnibus Incentive Plan | Non-executive employee | ||
Equity | ||
Stock options granted | 80,000 | |
Vesting period | 3 years | |
Expiration period | 10 years |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | Jul. 14, 2023 | Jul. 03, 2023 | May 15, 2023 | Jul. 31, 2023 |
Subsequent Events | ||||
Cure period of Kent Eikanas | 60 days | |||
Subsequent events | ||||
Subsequent Events | ||||
Cure period of Kent Eikanas | 60 days | |||
Subsequent events | Summit Fantasia Holdings Llc | ||||
Subsequent Events | ||||
Equity method investment, ownership percentage | 100% | |||
Subsequent events | Summit Fantasia Holdings Llc | Summit Healthcare Operating Partnership, L.P | ||||
Subsequent Events | ||||
Percentage of ownership interest assigned | 65% | |||
Consideration for interest assigned | $ 0 |
Equity-Method Investments - Sum
Equity-Method Investments - Summarized Financial Data for Equity-Method Investments (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Equity-Method Investments | |||||
Revenue | $ 7,160,000 | $ 6,463,000 | $ 14,044,000 | $ 12,577,000 | |
Net income (loss) | (1,681,000) | (2,194,000) | (3,657,000) | (2,519,000) | |
Straight-line rent receivables | 4,468,000 | 4,468,000 | $ 3,862,000 | ||
Income (loss) from equity-method investees | 117,000 | $ (1,131,000) | 242,000 | $ (489,000) | |
Equity-method investments | $ 5,152,000 | $ 5,152,000 | $ 5,182,000 |