Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Mar. 21, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Transition Report | false | ||
Entity File Number | 000-54376 | ||
Entity Registrant Name | STRATEGIC REALTY TRUST, INC. | ||
Entity Incorporation, State or Country Code | MD | ||
Entity Tax Identification Number | 90-0413866 | ||
Entity Address, Address Line One | 550 W Adams St, Suite 200 | ||
Entity Address, City or Town | Chicago, | ||
Entity Address, State or Province | IL | ||
Entity Address, Postal Zip Code | 60661 | ||
City Area Code | 312 | ||
Local Phone Number | 878-4860 | ||
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 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001446371 | ||
Entity Common Stock, Shares Outstanding | 10,752,966 | ||
Entity Public Float | $ 0 | ||
ICFR Auditor Attestation Flag | false | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --12-31 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2021 | |
Audit Information [Abstract] | |
Auditor Name | Moss Adams LLP |
Auditor Firm ID | 659 |
Auditor Location | Campbell, California |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | |
Investments in real estate | |||
Land | $ 25,400 | $ 25,400 | |
Building and improvements | 27,550 | 32,165 | |
Tenant improvements | 1,753 | 2,199 | |
Real Estate Investment Property, at Cost | 54,703 | 59,764 | |
Accumulated depreciation | (5,148) | (3,797) | |
Investments in real estate, net | 49,555 | 55,967 | |
Properties under development and development costs | |||
Land | 12,958 | 12,958 | |
Development costs | 3,189 | 2,441 | |
Properties under development and development costs | 16,147 | 15,399 | |
Cash, cash equivalents and restricted cash | 2,407 | 2,622 | |
Prepaid expenses and other assets | 129 | 106 | |
Tenant receivables, net of $83 and $708 bad debt reserve | 844 | 566 | |
Deferred Costs, Leasing, Net | 270 | 163 | |
Lease intangibles, net | 500 | 1,013 | |
Assets held for sale | 0 | 3,224 | |
Total assets | [1] | 69,852 | 79,060 |
LIABILITIES | |||
Notes payable, net | 39,780 | 38,339 | |
Accounts payable and accrued expenses | 731 | 674 | |
Amounts due to affiliates | 63 | 11 | |
Other Liabilities | 240 | 134 | |
Below-market lease liabilities, net | 130 | 247 | |
TOTAL LIABILITIES (1) | [1] | 40,944 | 39,405 |
Commitments and contingencies (Note 12) | |||
EQUITY | |||
Preferred stock, $0.01 par value; 50,000,000 shares authorized, none issued and outstanding | 0 | 0 | |
Common stock, $0.01 par value; 400,000,000 shares authorized; 10,752,966 and 10,739,814 shares issued and outstanding at December 31, 2021 and 2020, respectively | 110 | 110 | |
Additional paid-in capital | 94,644 | 94,602 | |
Accumulated deficit | (66,307) | (55,771) | |
Total stockholders’ equity | 28,447 | 38,941 | |
Non-controlling interests | 461 | 714 | |
TOTAL EQUITY | 28,908 | 39,655 | |
TOTAL LIABILITIES AND EQUITY | 69,852 | 79,060 | |
Bad Debt Reserve | $ 83 | $ 708 | |
Preferred Stock, Shares Outstanding | 0 | 0 | |
Preferred Stock, Shares Issued | 0 | 0 | |
Preferred Stock, Shares Authorized | 50,000,000 | 50,000,000 | |
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | |
Common Stock, Shares, Outstanding | 10,752,966 | 10,739,814 | |
Common Stock, Shares, Issued | 10,752,966 | 10,739,814 | |
Common Stock, Shares Authorized | 400,000,000 | 400,000,000 | |
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | |
Variable Interest Entity, Primary Beneficiary [Member] | |||
Investments in real estate | |||
Land | $ 13,026 | $ 13,026 | |
Building and improvements | 5,218 | 10,624 | |
Tenant improvements | 467 | 547 | |
Real Estate Investment Property, at Cost | 18,711 | 24,197 | |
Accumulated depreciation | (520) | (209) | |
Investments in real estate, net | 18,191 | 23,988 | |
Properties under development and development costs | |||
Land | 12,958 | 12,958 | |
Development costs | 3,189 | 2,441 | |
Properties under development and development costs | 16,147 | 15,399 | |
Cash, cash equivalents and restricted cash | 371 | 340 | |
Prepaid expenses and other assets | 13 | 11 | |
Tenant receivables, net of $83 and $708 bad debt reserve | 69 | 0 | |
Lease intangibles, net | 29 | 73 | |
Total assets | [2] | 34,820 | 39,811 |
LIABILITIES | |||
Notes payable, net | [3] | 21,063 | 20,868 |
Accounts payable and accrued expenses | 347 | 212 | |
Amounts due to affiliates | 4 | 0 | |
Other Liabilities | 71 | 33 | |
TOTAL LIABILITIES (1) | $ 21,485 | $ 21,113 | |
[1] | As of December 31, 2021 and 2020, includes approximately $34.8 million and $39.8 million, respectively, of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and approximately $21.5 million and $21.1 million, respectively, of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. Refer to Note 4. “Variable Interest Entities”. | ||
[2] | The assets of the Sunset & Gardner Joint Venture and Wilshire Joint Venture can be used only to settle obligations of the respective consolidated joint ventures. | ||
[3] | As of both December 31, 2021 and 2020, includes approximately $0.2 million and $0.3 million, respectively, of deferred financing costs, net, as a contra-liability. The creditors of the consolidated joint ventures do not have recourse to the general credit of the Company. The notes payable of the Wilshire Joint Venture is partially guaranteed by the Company, refer to Note 8, “Notes Payable, Net”. The notes payable of the Sunset & Gardner Joint Venture is not guaranteed by the Company. |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue: | ||
Rental and reimbursements | $ 2,495 | $ 2,632 |
Expense: | ||
Operating and maintenance | 2,082 | 1,841 |
General and administrative | 1,335 | 1,697 |
Depreciation and amortization | 2,085 | 1,381 |
Interest expense | 1,265 | 785 |
Loss on impairment of real estate | 6,897 | 13,383 |
Total expense | 13,664 | 19,087 |
Operating loss | (11,169) | (16,455) |
Other income: | ||
Net gain on disposal of real estate | 422 | 947 |
Net loss | (10,747) | (15,508) |
Net loss attributable to non-controlling interests | (211) | (308) |
Net loss attributable to common shares | $ (10,536) | $ (15,200) |
Loss per common share - basic and diluted | $ (0.98) | $ (1.41) |
Weighted average shares outstanding used to calculate loss per common share - basic and diluted | 10,740,882 | 10,744,570 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENT OF EQUITY - USD ($) | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Total Stockholders' Equity | Non-controlling Interests |
BALANCE at Dec. 31, 2019 | $ 55,280,000 | $ 110,000 | $ 94,719,000 | $ (40,571,000) | $ 54,258,000 | $ 1,022,000 |
BALANCE (in shares) at Dec. 31, 2019 | 10,759,721 | |||||
Redemption of common shares (in shares) | (19,907) | |||||
Redemption of common shares, value | (117,000) | $ 0 | (117,000) | 0 | (117,000) | 0 |
Net loss | (15,508,000) | 0 | 0 | (15,200,000) | (15,200,000) | (308,000) |
BALANCE at Dec. 31, 2020 | 39,655,000 | $ 110,000 | 94,602,000 | (55,771,000) | 38,941,000 | 714,000 |
BALANCE (in shares) at Dec. 31, 2020 | 10,739,814 | |||||
Net loss | (10,747,000) | $ 0 | 0 | (10,536,000) | (10,536,000) | (211,000) |
BALANCE at Dec. 31, 2021 | 28,908,000 | $ 110,000 | 94,644,000 | (66,307,000) | 28,447,000 | 461,000 |
BALANCE (in shares) at Dec. 31, 2021 | 10,752,966 | |||||
Stock Issued During Period, Value, Conversion of Units | $ 0 | $ 0 | $ (42,000) | $ 0 | $ (42,000) | $ (42,000) |
Stock Issued During Period, Shares, Conversion of Units | 13,152 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (10,747) | $ (15,508) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Net gain on disposal of real estate | (422) | (947) |
Loss on impairment of real estate | 6,897 | 13,383 |
Straight-line rent | (84) | 121 |
Amortization of deferred costs | 412 | 431 |
Depreciation and amortization | 2,085 | 1,381 |
Amortization of above and below-market leases | (85) | (40) |
Provision for losses on tenant receivable | 487 | 674 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other assets | (23) | 8 |
Tenant receivables | (681) | (629) |
Accounts payable and accrued expenses | (288) | 6 |
Amounts due to affiliates | 52 | (129) |
Other liabilities | 107 | (46) |
Net cash used in operating activities | (2,290) | (1,295) |
Cash flows from investing activities: | ||
Proceeds from the sale of real estate | 3,770 | 9,920 |
Investment in properties under development and development costs | (1,824) | (6,926) |
Improvements and capital expenditures | (458) | (665) |
Payments for leasing costs | (268) | (224) |
Net cash provided by investing activities | 1,220 | 2,105 |
Cash flows from financing activities: | ||
Redemption of common shares | 0 | (117) |
Quarterly distributions | 0 | (220) |
Proceeds from notes payable from investments in consolidated variable interest entities | 49 | 4,015 |
Repayment of notes payable | 0 | (8,927) |
Proceeds from Contributions from Affiliates | 1,000 | 0 |
Payment of loan fees from investments in consolidated variable interest entities | (174) | (174) |
Payment of loan fees and financing costs | (20) | (6) |
Net cash provided by (used in) financing activities | 855 | (5,429) |
Net decrease in cash, cash equivalents and restricted cash | (215) | (4,619) |
Cash, cash equivalents and restricted cash – beginning of period | 2,622 | 7,241 |
Cash, cash equivalents and restricted cash – end of period | 2,407 | 2,622 |
Supplemental disclosure of non-cash investing and financing activities and other cash flow information: | ||
Change in accrued liabilities capitalized to investment in development | 16 | (1,629) |
Change to accrued mortgage note payable interest capitalized to investment in development | 4 | 30 |
Amortization of deferred loan fees capitalized to investment in development | 174 | 251 |
Conversion of OP units to common shares | 42 | 0 |
Changes in capital improvements and leasing costs, accrued but not paid | 210 | 83 |
Cash paid for interest, net of amounts capitalized | $ 853 | $ 346 |
ORGANIZATION AND BUSINESS
ORGANIZATION AND BUSINESS | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND BUSINESS | 1. ORGANIZATION AND BUSINESS Strategic Realty Trust, Inc. (the “Company”) was formed on September 18, 2008, as a Maryland corporation. Effective August 22, 2013, the Company changed its name from TNP Strategic Retail Trust, Inc. to Strategic Realty Trust, Inc. The Company believes it qualifies as a real estate investment trust (“REIT”) under the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), and has elected REIT status beginning with the taxable year ended December 31, 2009, the year in which the Company began material operations. Since the Company’s inception, its business has been managed by an external advisor. The Company has no direct employees and all management and administrative personnel responsible for conducting the Company’s business are employed by its advisor. As of December 31, 2021, the Company was externally managed and advised by SRT Advisor, LLC, a Delaware limited liability company (the “Advisor”) pursuant to an advisory agreement with the Advisor (the “Advisory Agreement”) initially executed on August 10, 2013, and subsequently renewed every year through 2022. The current term of the Advisory Agreement terminates on August 9, 2022. Effective April 1, 2021, the Advisor was acquired by PUR SRT Advisors LLC, an affiliate of PUR Management LLC, which is an affiliate of L3 Capital, LLC. L3 Capital, LLC is a real estate investment firm focused on institutional quality, value-add, prime urban retail and mixed-use investment within first tier U.S. metropolitan markets. As a result of this transaction, PUR SRT Advisors LLC, controls SRT Advisor, LLC. Previously, the Advisor was an affiliate of Glenborough, LLC (together with its affiliates, "Glenborough"), a privately held real estate investment and management company. Also effective April 1, 2021, Glenborough and PUR SRT Advisor LLC entered into an agreement pursuant to which PUR SRT Advisor LLC would perform the duties required and receive the benefits of the property management agreements between Glenborough and the Company, subject to Glenborough’s supervision. The above-mentioned transaction had no impact to the Company. Substantially all of the Company’s business is conducted through Strategic Realty Operating Partnership, L.P. (the “OP”). During the Company’s initial public offering (“Offering”), as the Company accepted subscriptions for shares of its common stock, it transferred substantially all of the net proceeds of the Offering to the OP as a capital contribution. The Company is the sole general partner of the OP. As of December 31, 2021 and 2020, the Company owned 98.1% and 98.0%, respectively, of the limited partnership interests in the OP. The Company’s principal demand for funds has been for the acquisition of real estate assets, the payment of operating expenses, interest on outstanding indebtedness, the payment of distributions to stockholders, and investments in development of properties. Substantially all of the proceeds of the Offering, which terminated in February 2013, have been used to fund investments in real properties and other real estate-related assets, for payment of operating expenses, for payment of interest, for payment of various fees and expenses, such as acquisition fees and management fees, and for payment of distributions to stockholders. The Company’s available capital resources, cash and cash equivalents on hand and sources of liquidity are currently limited. The Company expects its future cash needs will be funded using cash from operations, future asset sales, debt financing and the proceeds to the Company from any sale of equity that it may conduct in the future. The Company invests in and manages a portfolio of income-producing retail properties, located in the United States, real estate-owning entities and real estate-related assets. The Company has invested directly, and indirectly through joint ventures, in a portfolio of income-producing retail properties located throughout the United States, with a focus on multi-tenant retail centers, including neighborhood, community and lifestyle shopping centers, multi-tenant shopping centers and free standing single-tenant retail properties. During the first quarter of 2016, the Company invested, through joint ventures, in two significant retail projects under development. During the third quarter of 2020, construction of one of the development projects was completed and placed in service. As of December 31, 2021, this property had approximately 12,000 rentable square feet of retail space, which was 45% leased. As of December 31, 2021, in addition to one development project and the property placed in service, the Company’s portfolio of wholly-owned properties was comprised of six properties, with approximately 27,000 rentable square feet of retail space located in one state, as well as an improved land parcel. As of December 31, 2021, the rentable space at the Company’s retail properties was 86% leased, excluding the property placed in service noted above. COVID-19 Pandemic and Liquidity Currently, a material risk and uncertainty facing the Company, the retail industry, the real estate industry and the economy generally is the adverse effect of the ongoing public health crisis of the novel coronavirus disease (COVID-19) pandemic. The Company continues to monitor the impact of the COVID-19 pandemic on all aspects of its business, including how the pandemic is impacting its tenants and business partners. A majority of the Company’s tenants requested rent deferral or rent abatement as a result of the pandemic. Recently, some of the tenants have resumed paying full or partial rent, as restrictions in California, where all the Company’s properties are located, were lifted in mid-June 2021. As such, the Company is unable to predict the full impact that the pandemic will have on its financial condition, results of operations and cash flows. The full extent to which the COVID-19 pandemic impacts the Company’s operations and those of its tenants will depend on future developments, which are uncertain and cannot be predicted with confidence, including the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact, and the direct and indirect economic effects of the pandemic and containment measures, among others. Since the termination of the Offering in 2013, the Company’s cash flows have been primarily funded by cash provided by property operations, debt financings and the sales of properties. The COVID-19 pandemic has had a material detrimental impact on the Company’s retail tenants and their ability to pay rent and consequently on the Company’s liquidity. As of December 31, 2021, the Company had approximately $1.8 million in cash and cash equivalents. In addition, the Company had approximately $0.6 million of restricted cash (funds held by the lenders for property taxes, insurance, tenant improvements, leasing commissions, capital expenditures, rollover reserves and other financing needs). The Company has taken several steps to preserve capital and increase liquidity, such as: • On March 27, 2020, the Company’s board of directors (the “Board”) decided to suspend the payment of any dividend for the quarter ending March 31, 2020, and will reconsider future dividend payments on a quarter by quarter basis as more information becomes available on the impact of COVID-19 and related impact to the Company. Dividend payments were not reinstated as of December 31, 2021. • Effective May 21, 2020, the Company suspended its Amended and Restated Share Redemption Program (the “SRP”). The SRP will remain suspended and no further redemptions will be made unless and until the Board approves the resumption of the SRP. • Furthermore, the sale of Shops at Turkey Creek, on April 27, 2021, provided the Company with $3.8 million in net proceeds as additional liquidity. Refer to Note 3, “Real Estate Investments” for additional information regarding the sale of Shops at Turkey Creek. • The Company obtained a $4.0 million Unsecured Loan (as defined below) from PUR Holdings Lender, LLC, an affiliate of the Advisor, to be used for working capital and other general corporate purposes. The Unsecured Loan (as defined below) does not have covenants that could trigger a default. The Unsecured Loan matures on December 30, 2022, though we have the option to extend the maturity date until June 30, 2023. • We are actively exploring options should cash flow from operations not sufficiently improve, such as a sale of one or more assets that are not generating positive cash flow. The Company remains in compliance with all the terms of the Wilshire Construction Loan (as defined below), which matures on May 10, 2022 with options to extend for two additional twelve-month periods, subject to certain conditions. Similarly, the Company remains in compliance with the Sunset & Gardner Loan (as defined below), which matures on October 31, 2022. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation and Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) as contained within the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”), including the instructions to Form 10-K and Regulation S-X. The consolidated financial statements include the accounts of the Company, the OP, their direct and indirect owned subsidiaries, and the accounts of joint ventures that are determined to be variable interest entities for which the Company is the primary beneficiary. All significant intercompany balances and transactions are eliminated in consolidation. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the Company’s consolidated financial position, results of operations and cash flows have been included. The Company evaluates the need to consolidate joint ventures and variable interest entities based on standards set forth in ASC Topic 810, Consolidation (“ASC 810”). In determining whether the Company has a controlling interest in a joint venture or a variable interest entity and the requirement to consolidate the accounts of that entity, management considers factors such as ownership interest, authority to make decisions and contractual and substantive participating rights of the partners/members, as well as whether the entity is a variable interest entity for which the Company is the primary beneficiary. As of December 31, 2021 and 2020, the Company held variable interests in two variable interest entities and consolidated those entities. Refer to Note 4. “Variable Interest Entities” for additional information. Non-Controlling Interests The Company’s non-controlling interests are comprised of common units in the OP (“Common Units”). The Company accounts for non-controlling interests in accordance with ASC 810. In accordance with ASC 810, the Company reports non-controlling interests in subsidiaries within equity in the consolidated financial statements, but separate from stockholders’ equity. Net income attributable to non-controlling interests is presented as a reduction from net income in calculating net income attributable to common stockholders on the consolidated statement of operations. Acquisitions or dispositions of non-controlling interests that do not result in a change of control are accounted for as equity transactions. In addition, ASC 810 requires that a parent company recognize a gain or loss in the Company’s results of operations when a subsidiary is deconsolidated upon a change in control. In accordance with ASC 480-10, Distinguishing Liabilities from Equity , non-controlling interests that are determined to be redeemable are carried at their fair value or redemption value as of the balance sheet date and reported as liabilities or temporary equity depending on their terms. The Company periodically evaluates individual non-controlling interests for the ability to continue to recognize the non-controlling interest as permanent equity in the consolidated balance sheets. Any non-controlling interest that fails to qualify as permanent equity will be reclassified as liabilities or temporary equity. All non-controlling interests at December 31, 2021 and 2020, qualified as permanent equity. Use of Estimates The preparation of the Company’s consolidated financial statements requires significant management judgments, assumptions and estimates about matters that are inherently uncertain. These judgments affect the reported amounts of assets and liabilities and the Company’s disclosure of contingent assets and liabilities at the dates of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. With different estimates or assumptions, materially different amounts could be reported in the Company’s consolidated financial statements, and actual results could differ from the estimates or assumptions used by management. Additionally, other companies may utilize different estimates that may impact the comparability of the Company’s consolidated results of operations to those of companies in similar businesses. The Company considers significant estimates to include the carrying amounts and recoverability of investments in real estate, impairments, real estate acquisition purchase price allocations, allowance for doubtful accounts and straight-line rent receivable, estimated useful lives to determine depreciation and amortization and fair value determinations, among others. Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents represent current bank accounts and other bank deposits free of encumbrances and having maturity dates of three months or less from the respective dates of deposit. The Company limits cash investments to financial institutions with high credit standing; therefore, the Company believes it is not exposed to any significant credit risk in cash. Restricted cash includes escrow accounts for real property taxes, insurance, capital expenditures and tenant improvements, debt service and leasing costs held by lenders. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported on the consolidated balance sheets that sum to the total of the same such amounts shown on the consolidated statement of cash flows (amounts in thousands): December 31, 2021 December 31, 2020 Cash and cash equivalents $ 1,833 $ 1,816 Restricted cash 574 806 Total cash, cash equivalents, and restricted cash $ 2,407 $ 2,622 Revenue Recognition Revenues include minimum rents, expense recoveries and percentage rental payments. Minimum rents are recognized on an accrual basis over the terms of the related leases on a straight-line basis when collectability is reasonably assured and the tenant has taken possession or controls the physical use of the leased property. If the lease provides for tenant improvements, the Company determines whether the tenant improvements, for accounting purposes, are owned by the tenant or the Company. When the Company is the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the physical use of the leased asset until the tenant improvements are substantially completed. When the tenant is the owner of the tenant improvements, any tenant improvement allowance that is funded is treated as a lease incentive and amortized as a reduction of revenue over the lease term. Tenant improvement ownership is determined based on various factors including, but not limited to: • whether the lease stipulates how a tenant improvement allowance may be spent; • whether the amount of a tenant improvement allowance is in excess of market rates; • whether the tenant or landlord retains legal title to the improvements at the end of the lease term; • whether the tenant improvements are unique to the tenant or general-purpose in nature; and • whether the tenant improvements are expected to have any residual value at the end of the lease. For leases with minimum scheduled rent increases, the Company recognizes income on a straight-line basis over the lease term when collectability is reasonably assured. Recognizing rental income on a straight-line basis for leases results in recognized revenue amounts which differ from those that are contractually due from tenants on a cash basis. If the Company determines the collectability of straight-line rents is not reasonably assured, the Company limits future recognition to amounts contractually owed and paid, and, when appropriate, establishes an allowance for estimated losses. The Company maintains an allowance for doubtful accounts, including an allowance for straight-line rent receivables, for estimated losses resulting from tenant defaults or the inability of tenants to make contractual rent and tenant recovery payments. The Company monitors the liquidity and creditworthiness of its tenants on an ongoing basis. For straight-line rent amounts, the Company’s assessment is based on amounts estimated to be recoverable over the term of the lease. The Company’s straight-line rent receivable, which is included in tenant receivables, net, on the consolidated balance sheets, was approximately $0.6 million as of December 31, 2021 and 2020. Certain leases contain provisions that require the payment of additional rents based on the respective tenants’ sales volume (contingent or percentage rent) and substantially all contain provisions that require reimbursement of the tenants’ allocable real estate taxes, insurance and common area maintenance costs (“CAM”). Revenue based on percentage of tenants’ sales is recognized only after the tenant exceeds its sales breakpoint. Revenue from tenant reimbursements of taxes, insurance and CAM is recognized in the period that the applicable costs are incurred in accordance with the lease agreement. The Company has elected the lessor practical expedient to not separate common area maintenance and reimbursement of real estate taxes from the associated lease for all existing and new leases as the timing and pattern of payments and associated lease payments are the same. The timing of revenue recognition remains the same for the Company’s existing leases and new leases. Revenues related to the Company’s leases continue to be reported on one line in the presentation within the statement of operations as a result of electing this lessor practical expedient. The Company continues to capitalize its direct leasing costs. These costs are incurred as a result of obtaining new leases, and renewing leases, and are paid to the Company’s Advisor. Additionally, the Company is not a lessee of real estate or equipment, as it is externally managed by its Advisor. Valuation of Accounts Receivable The Company makes estimates of the collectability of its tenant receivables related to base rents, including deferred rents receivable, expense reimbursements and other revenue or income. The Company analyzes tenant receivables, deferred rent receivable, historical bad debts, customer creditworthiness, current economic trends and changes in customer payment terms when evaluating the adequacy of the allowance for doubtful accounts. In addition, with respect to tenants in bankruptcy, the Company will make estimates of the expected recovery of pre-petition and post-petition claims in assessing the estimated collectability of the related receivable. In some cases, the ultimate resolution of these claims can exceed one year. When a tenant is in bankruptcy, the Company will record a bad debt reserve for the tenant’s receivable balance and generally will not recognize subsequent rental revenue until cash is received or until the tenant is no longer in bankruptcy and has the ability to make rental payments. Concentration of Credit Risk A concentration of credit risk arises in the Company’s business when a tenant occupies a substantial amount of space in properties owned by the Company or accounts for a substantial amount of annual revenue. In that event, if the tenant suffers a significant downturn in its business, it may become unable to make its contractual rent payments to the Company, exposing the Company to potential losses in rental revenue, expense recoveries, and percentage rent. Generally, the Company does not obtain security deposits from the nationally-based or regionally-based tenants in support of their lease obligations to the Company. The Company regularly monitors its tenant base to assess potential concentrations of credit risk. As of December 31, 2021, Intent to Dine, LLC, 450 Hayes Valley, LLC, La Conq, LLC each accounted for more than 10% of the Company’s annualized minimum rent. As of December 31, 2021, there were no amounts outstanding from Intent to Dine, LLC, or La Conq, LLC and the amounts outstanding from 450 Hayes Valley, LLC, were immaterial. As of December 31, 2020, in other than the Company’s properties classified as held for sale, 3705 Group, LLC and La Conq, LLC each accounted for more than 10% of the Company’s annualized minimum rent. As of December 31, 2020, $0.3 million was outstanding from 3705 Group, LLC. There were no amounts outstanding from La Conq, LLC. Reportable Segments ASC 280, Segment Reporting , establishes standards for reporting financial and descriptive information about an enterprise’s reportable segments. The Company has one reportable segment, income-producing retail properties, which consists of activities related to investing in real estate. The retail properties are geographically diversified throughout the United States, and the Company evaluates operating performance on an overall portfolio level. Investments in Real Estate The Company applies the provisions of ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business (“ASU 2017-01”) to account for property acquisitions. ASU No. 2017-01 clarifies the framework for determining whether an integrated set of assets and activities meets the definition of a business. The revised framework establishes a screen for determining whether an integrated set of assets and activities is a business and narrows the definition of a business, which is expected to result in fewer transactions being accounted for as business combinations. Acquisitions of integrated sets of assets and activities that do not meet the definition of a business are accounted for as asset acquisitions. Evaluation of business combination or asset acquisition: The Company evaluates each acquisition of real estate to determine if the integrated set of assets and activities acquired meet the definition of a business and need to be accounted for as a business combination. If either of the following criteria is met, the integrated set of assets and activities acquired would not qualify as a business: • Substantially all of the fair value of the gross assets acquired is concentrated in either a single identifiable asset or a group of similar identifiable assets; or • The integrated set of assets and activities is lacking, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs (i.e. revenue generated before and after the transaction). An acquired process is considered substantive if: • The process includes an organized workforce (or includes an acquired contract that provides access to an organized workforce), that is skilled, knowledgeable, and experienced in performing the process; • The process cannot be replaced without significant cost, effort, or delay; or • The process is considered unique or scarce. Generally, the Company expects that acquisitions of real estate will not meet the revised definition of a business because substantially all of the fair value is concentrated in a single identifiable asset or group of similar identifiable assets (i.e. land, buildings, and related intangible assets), or because the acquisition does not include a substantive process in the form of an acquired workforce or an acquired contract that cannot be replaced without significant cost, effort or delay. In asset acquisitions, the purchase consideration, including acquisition costs, is allocated to the individual assets acquired and liabilities assumed on a relative fair value basis. As a result, asset acquisitions do not result in the recognition of goodwill or a bargain purchase gain. Depreciation and amortization is computed using a straight-line method over the estimated useful lives of the assets as follows: Years Buildings and improvements 5 - 30 years Tenant improvements 1 - 15 years Tenant improvement costs recorded as capital assets are depreciated over the tenant’s remaining lease term, which the Company has determined approximates the useful life of the improvement. Expenditures for ordinary maintenance and repairs are expensed to operations as incurred. Significant renovations and improvements that improve or extend the useful lives of assets are capitalized. Acquisition costs related to asset acquisitions are capitalized in the consolidated balance sheets. Properties Under Development The initial cost of properties under development includes the acquisition cost of the property, direct development costs and borrowing costs directly attributable to the development. Borrowing costs associated with direct expenditures on properties under development are capitalized. The amount of capitalized borrowing costs is determined by reference to borrowings specific to the project, where relevant. Borrowing costs are capitalized from the commencement of the development until the date of practical completion. Practical completion is when the property is capable of operating in the manner intended by management. Capitalization of borrowing costs is suspended if there are prolonged periods when development activity is interrupted. Capitalized costs are reduced by any profits from incidental operations. Interest on projects is based on interest rates in place during the development period, and is capitalized until the project is ready for its intended use. The amount of interest capitalized including financing costs amortized during the years ended December 31, 2021 and 2020, was approximately $1.6 million and $2.1 million, respectively. Impairment of Long-lived Assets The Company continually monitors events and changes in circumstances that could indicate that the carrying amounts of its investments in real estate and related intangible assets may not be recoverable. When indicators of potential impairment suggest that the carrying value of real estate and related intangible assets may not be recoverable, the Company assesses the recoverability by estimating whether the Company will recover the carrying value of the real estate and related intangible assets through its undiscounted future cash flows (excluding interest) and its eventual disposition. If, based on this analysis, the Company does not believe that it will be able to recover the carrying value of the real estate and related intangible assets and liabilities, the Company would record an impairment loss to the extent that the carrying value exceeds the estimated fair value of the investments in real estate and related intangible assets. Key inputs that the Company estimates in this analysis include projected rental rates, capital expenditures, property sale capitalization rates, and expected holding period of the property. The Company evaluates its equity investments for impairment in accordance with ASC 320, Investments – Debt and Securities (“ASC 320”). ASC 320 provides guidance for determining when an investment is considered impaired, whether impairment is other-than-temporary, and measurement of an impairment loss. The Company continually monitors its properties under development for impairment. Estimates of future cash flows used to test the recoverability of properties under development are based on their expected service potential when development is substantially complete. Those estimates include cash flows associated with all future expenditures necessary to develop the properties under development, including interest payments that will be capitalized as part of the cost of the properties under development. The Company recorded impairment losses during the years ended December 31, 2021 and 2020 of approximately $6.9 million and $13.4 million, respectively, related to the development project and the operating property it owns through joint ventures, which was included in the Company’s consolidated statements of operations. Fair Value Measurements Under GAAP, the Company is required to measure or disclose certain financial instruments at fair value on a recurring basis. In addition, the Company is required to measure other financial instruments and balances at fair value on a non-recurring basis (e.g., carrying value of impaired real estate loans receivable and long-lived assets). Fair value is defined as the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The GAAP fair value framework uses a three-tiered approach. Fair value measurements are classified and disclosed in one of the following three categories: • Level 1: unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities; • Level 2: quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and • Level 3: prices or valuation techniques where little or no market data is available for inputs that are significant to the fair value measurement. When available, the Company utilizes quoted market prices or other observable inputs (Level 2 inputs), such as interest rates or yield curves, from independent third-party sources to determine fair value and classify such items in Level 1 or Level 2. In instances where the market for a financial instrument is not active, regardless of the availability of a nonbinding quoted market price, observable inputs might not be relevant and could require the Company to use significant judgment to derive a fair value measurement. Additionally, in an inactive market, a market price quoted from an independent third-party may rely more on models with inputs based on information available only to that independent third party. When the Company determines the market for an asset owned by it to be illiquid or when market transactions for similar instruments do not appear orderly, the Company uses several valuation sources (including internal valuations, discounted cash flow analysis and external appraisals) and establishes a fair value by assigning weights to the various valuation sources. Additionally, when determining the fair value of liabilities in circumstances in which a quoted price in an active market for an identical liability is not available, the Company measures fair value using (i) a valuation technique that uses the quoted price of the identical liability when traded as an asset or quoted prices for similar liabilities when traded as assets; or (ii) a present value technique that considers the future cash flows based on contractual obligations discounted by observed or estimated market rates of comparable liabilities. The use of contractual cash flows with regard to amount and timing significantly reduces the judgment applied in arriving at fair value. Changes in assumptions or estimation methodologies can have a material effect on these estimated fair values. In this regard, the derived fair value estimates cannot be substantiated by comparison to independent markets and, in many cases, may not be realized in an immediate settlement of the instrument. The Company considers the following factors to be indicators of an inactive market: (1) there are few recent transactions; (2) price quotations are not based on current information; (3) price quotations vary substantially either over time or among market makers (for example, some brokered markets); (4) indexes that previously were highly correlated with the fair values of the asset or liability are demonstrably uncorrelated with recent indications of fair value for that asset or liability; (5) there is a significant increase in implied liquidity risk premiums, yields, or performance indicators (such as delinquency rates or loss severities) for observed transactions or quoted prices when compared with the Company’s estimate of expected cash flows, considering all available market data about credit and other nonperformance risk for the asset or liability; (6) there is a wide bid-ask spread or significant increase in the bid-ask spread; (7) there is a significant decline or absence of a market for new issuances (that is, a primary market) for the asset or liability or similar assets or liabilities; and (8) little information is released publicly (for example, a principal-to-principal market). The Company considers the following factors to be indicators of non-orderly transactions: (1) there was not adequate exposure to the market for a period before the measurement date to allow for marketing activities that are usual and customary for transactions involving such assets or liabilities under current market conditions; (2) there was a usual and customary marketing period, but the seller marketed the asset or liability to a single market participant; (3) the seller is in or near bankruptcy or receivership (that is, distressed), or the seller was required to sell to meet regulatory or legal requirements (that is, forced); and (4) the transaction price is an outlier when compared with other recent transactions for the same or similar assets or liabilities. Deferred Financing Costs Deferred financing costs represent commitment fees, loan fees, legal fees and other third-party costs associated with obtaining financing. These costs are amortized over the terms of the respective financing agreements using the straight-line method which approximates the effective interest method. Unamortized deferred financing costs are expensed when the associated debt is refinanced or repaid before maturity. Costs incurred in seeking financings that do not close are expensed in the period in which it is determined that the financing will not close. The Company presents deferred financing costs, net of accumulated amortization, as a contra-liability that reduces the carrying amount of the associated note payable, rather than as a deferred asset. Deferred financing costs related to a line-of-credit arrangement are presented on the balance sheet as a deferred asset, regardless of whether there were any outstanding borrowings at period-end. Income Taxes The Company has elected to be taxed as a REIT under the Internal Revenue Code. To qualify as a REIT, the Company must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of the Company’s annual REIT taxable income to stockholders (which is computed without regard to the dividends paid deduction or net capital gain and which does not necessarily equal net income as calculated in accordance with GAAP). As a REIT, the Company generally will not be subject to federal income tax on income that it distributes as dividends to its stockholders. If the Company fails to qualify as a REIT in any taxable year, it will be subject to federal income tax on its taxable income at regular corporate income tax rates and generally will not be permitted to qualify for treatment as a REIT for federal income tax purposes for the four taxable years following the year during which qualification is lost, unless the Internal Revenue Service grants the Company relief under certain statutory provisions. Such an event could materially and adversely affect the Company’s net income and net cash available for distribution to stockholders. However, the Company believes that it is organized and operates in such a manner as to qualify for treatment as a REIT. Even if the Company qualifies as a REIT, it may be subject to certain state or local income taxes, and to U.S. federal income and excise taxes on its undistributed income. The Company evaluates tax positions taken in the consolidated financial statements under the interpretation for accounting for uncertainty in income taxes. As a result of this evaluation, the Company may recognize a tax benefit from an uncertain tax position only if it is “more-likely-than-not” that the tax position will be sustained on examination by taxing authorities. When necessary, deferred income taxes are recognized in certain taxable entities. Deferred income tax is generally a function of the period’s temporary differences (items that are treated differently for tax purposes than for financial reporting purposes). A valuation allowance for deferred income tax assets is provided if all or some portion of the deferred income tax asset may not be realized. Any increase or decrease in the valuation allowance is generally included in deferred income tax expense. The Company’s tax returns remain subject to examination and consequently, the taxability of the distributions is subject to change. Earnings Per Share Basic earnings per share (“EPS”) is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Diluted EPS is computed after adjusting the basic EPS computation for the effect of potentially dilutive securities outstanding during the period. The effect of non-vested shares, if dilutive, is computed using the treasury stock method. The Company accounts for non-vested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) as participating securities, which are included in the computation of earnings per share pursuant to the two-class method. The Company’s excess of distributions over earnings related to participating securities are shown as a reduction in income (loss) attributable to common stockholders in the Company’s computation of EPS. Reclassifications Certain prior period amounts have been reclassified to conform with current period’s presentation. The reclassifications had no effect on the Company’s consolidated financial condition, results of operations, or cash flows. Recent Accounting Pronouncements The FASB issued the following ASUs, which could have potential impact to the Company’s consolidated financial statements: In July 2021, the FASB issued ASU No. 2021-05, Leases (Topic 842): Lessors - Certain Leases with Variable Lease Payments (“ASU 2021-05”). ASU 2021-05 amends the lease classification requirements for lessors to align them with practice under Topic 840. Lessors should classify and account for a lease with variable lease payments that do not depend on a reference index or a rate as an operating lease, if both of the following criteria are met: (1) the lease would have been classified as a sales-type lease or a direct financing lease; (2) the lessor would have otherwise recognized a day-one loss. ASU 2021-05 is effective for fiscal years beginning after December 31, 2021. The adoption of ASU 2021-05 is not expected to have an impact on the Company’s consolidated financial statements. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). ASU 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU No. 2020-04 is optional and may be elected over time through December 31, 2022. The Company is evaluating the impact of reference rate reform and whether it will apply any of these practical expedients. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (“ASU 2016-13”). ASU 2016-13 requires a financial asset, measured at amortized cost basis to be presented at the net amount expected to be collected. ASU 2016-13 was effective for fiscal years beginning after December 15, 2019, with adoption permitted for fiscal years beginning after December 15, 2018. Adjustments resulting from adopting ASU 2016-13 shall be applied through a cumulative-effect adjustment to retained earnings. In November 2019, the FASB issued ASU No. 2019-10, Financial Instruments—Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) Effective Dates (“ASU 2019-10”). ASU 2019-10 extended the mandatory effective date for smaller reporting companies to beginning after December 15, 2022. The adoption of Financial Instruments - Credit Losses is not expected to have an impact on the Company’s consolidated financial statements. |
REAL ESTATE INVESTMENTS REAL ES
REAL ESTATE INVESTMENTS REAL ESTATE INVESTMENTS | 12 Months Ended |
Dec. 31, 2021 | |
Real Estate [Abstract] | |
REAL ESTATE INVESTMENTS | 3. REAL ESTATE INVESTMENTS Sale of Properties On April 27, 2021, the Company consummated the disposition of Shops at Turkey Creek, located in Knoxville, Tennessee, for $4.0 million in cash. The disposition of Shops at Turkey Creek resulted in a gain of approximately $0.4 million, which was included in the Company’s consolidated statement of operations. On February 10, 2020, the Company consummated the disposition of Topaz Marketplace, located in Hesperia, California, for approximately $10.5 million in cash. The Company used the net proceeds from the sale to repay the line of credit in its entirety. The disposition of Topaz Marketplace resulted in a gain of approximately $0.9 million, which was included in the Company’s consolidated statement of operations. The Company retained a residual land parcel, that is an improved drive-thru pad. Since the sale of these properties did not represent a strategic shift that will have a major effect on the Company’s operations and financial results, the results of operations of these properties were not reported as discontinued operations in the Company’s consolidated financial statements. The following table represents the net operating income related to Shops at Turkey Creek and Topaz Marketplace, which is included in the Company’s consolidated statements of operations (amounts in thousands): Year Ended December 31, 2021 2020 Operating income $ 57 $ 106 |
VARIABLE INTEREST ENTITIES
VARIABLE INTEREST ENTITIES | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
VARIABLE INTEREST ENTITIES | 4. VARIABLE INTEREST ENTITIES The Company has variable interests in, and is the primary beneficiary of, variable interest entities (“VIEs”) through its investments in (i) the Sunset & Gardner Joint Venture and (ii) the 3032 Wilshire Joint Venture. The Company has consolidated the accounts of these variable interest entities. Sunset & Gardner Joint Venture On January 7, 2016, the Company, through wholly-owned subsidiaries, entered into the Limited Liability Company Agreement of Sunset & Gardner Investors, LLC (the “Sunset & Gardner Joint Venture Agreement”) to form a joint venture (the” Sunset & Gardner Joint Venture”) with Sunset & Gardner LA, LLC (“S&G LA” and, together with the Company, the “Sunset & Gardner Members”), a subsidiary of Cadence Capital Investments, LLC (“Cadence”). The Sunset & Gardner Joint Venture Agreement provides for the ownership and operation of certain real property by the Sunset & Gardner Joint Venture, in which the Company owns a 100% capital interest and a 50% profits interest. In exchange for ownership in the Sunset & Gardner Joint Venture, the Company contributed cash in an amount of $5.3 million in initial capital contributions and has agreed to contribute a minimum of $0.7 million in subsequent capital contributions to the Sunset & Gardner Joint Venture. S&G LA contributed its rights to acquire the real property and agreed to provide certain management and development services. On January 28, 2016, the Sunset & Gardner Joint Venture used the capital contributions of the Company, together with the proceeds of a loan in the amount of $10.7 million, to purchase property located at the corner of Sunset Boulevard and Gardner in Hollywood, California from a third party seller, for a total purchase price of approximately $13.0 million. Pursuant to the Sunset & Gardner Joint Venture Agreement, S&G LA manages and conducts the day-to-day operations and affairs of the Sunset & Gardner Joint Venture, subject to certain major decisions set forth in the Sunset & Gardner Joint Venture Agreement that require the consent of all the Sunset & Gardner Members. The Company has the power to direct the activities of the Sunset & Gardner Joint Venture through its approval process of the activities that most significantly impact the economic performance of the Sunset & Gardner Joint Venture. Such activities include the budgeting, leasing, financings, and ultimately, the sale of the property. Income, losses and distributions are generally allocated based on the Sunset & Gardner Members’ respective capital and profits interests. Through the Company’s commitment to contribute 100% of capital to develop and operate the property through the life of the Sunset & Gardner Joint Venture, the Company has an obligation to absorb losses of the Sunset & Gardner Joint Venture. Additionally, in certain circumstances described in the Sunset & Gardner Joint Venture Agreement, the Company may be required to make additional capital contributions to the Joint Venture, in proportion to the Sunset & Gardner Members’ respective ownership interests. Until the Company has received back its capital contribution and specified preferred returns, all distributions go to the Company; thereafter, the Sunset & Gardner Joint Venture will distribute the profits 50% to the Company and 50% to S&G LA. Additionally, the Company has the ability to buy out S&G LA upon certain conditions per the Operating Agreement. Through December 31, 2021, post the initial capital contributions, the Company made additional capital contributions totaling $8.5 million to the Sunset & Gardner Joint Venture. 3032 Wilshire Joint Venture On December 21, 2015, the Company, through wholly-owned subsidiaries, entered into the Limited Liability Company Agreement of 3032 Wilshire Investors, LLC (the “Wilshire Joint Venture Agreement”) to form a joint venture (the “Wilshire Joint Venture”) with 3032 Wilshire SM, LLC, a subsidiary of Cadence (together with the Company, the “Wilshire Members”). On December 14, 2015, and January 5, 2016, the Company paid deposits in the amounts of $0.5 million and $0.1 million, respectively, toward the acquisition of certain property located at 3032 Wilshire Boulevard and 1210 Berkeley Street in Santa Monica, California (the “Wilshire Property”). On March 7, 2016, the Company contributed $5.7 million to the Wilshire Joint Venture. The Wilshire Joint Venture Agreement provides for the ownership and operation of certain real property by the Wilshire Joint Venture, in which the Company owns a 100% capital interest and a 50% profits interest. On March 8, 2016, the Wilshire Joint Venture used the deposits and capital contribution of the Company, together with the proceeds of a loan in the amount of $8.5 million, to acquire the Wilshire Property from a third-party seller, for a total purchase price of $13.5 million. Pursuant to the Wilshire Joint Venture Agreement, 3032 Wilshire SM manages and conducts the day-to-day operations and affairs of the Wilshire Joint Venture, subject to certain major decisions set forth in the Wilshire Joint Venture Agreement that require the consent of all the Wilshire Members. The Company has the power to direct the activities of the Wilshire Joint Venture through its approval process of the activities that most significantly impact the economic performance of the Wilshire Joint Venture. Such activities include the budgeting, leasing, financings, and ultimately, the sale of the property. Income, losses and distributions are generally allocated based on the Wilshire Members’ respective capital and profits interests. Through the Company’s commitment to contribute 100% of capital to develop and operate the property through the life of the Wilshire Joint Venture, the Company has an obligation to absorb losses of the Wilshire Joint Venture. Additionally, in certain circumstances described in the Wilshire Joint Venture Agreement, the Company may be required to make additional capital contributions to the Wilshire Joint Venture, in proportion to the Wilshire Members’ respective ownership interests. Until the Company has received back its capital contribution and specified preferred returns, all distributions go to the Company; thereafter, the Wilshire Joint Venture will distribute the profits 50% to the Company and 50% to 3032 Wilshire SM. Additionally, the Company has the ability to buy out 3032 Wilshire SM upon certain conditions per the Operating Agreement. During the year ended December 31, 2020, construction of the Wilshire Property was completed and placed in service. Through December 31, 2021, post the initial capital contributions, the Company made additional capital contributions totaling $9.3 million to the Wilshire Joint Venture. The following table reflects the aggregate assets and liabilities of the Sunset & Gardner Joint Venture and the Wilshire Joint Venture, which were consolidated by the Company, as of December 31, 2021 and 2020 (amounts in thousands): December 31, 2021 2020 ASSETS Investments in real estate Land $ 13,026 $ 13,026 Building and improvements 5,218 10,624 Tenant improvements 467 547 18,711 24,197 Accumulated depreciation (520) (209) Investments in real estate, net 18,191 23,988 Properties under development and development costs: Land 12,958 12,958 Development costs 3,189 2,441 Properties under development and development costs 16,147 15,399 Cash, cash equivalents and restricted cash 371 340 Prepaid expenses and other assets, net 13 11 Other receivables, net 69 — Lease intangibles, net 29 73 TOTAL ASSETS (1) $ 34,820 $ 39,811 LIABILITIES Notes payable, net (2) $ 21,063 $ 20,868 Accounts payable and accrued expenses 347 212 Amounts due to affiliates 4 — Other liabilities 71 33 TOTAL LIABILITIES $ 21,485 $ 21,113 (1) The assets of the Sunset & Gardner Joint Venture and Wilshire Joint Venture can be used only to settle obligations of the respective consolidated joint ventures. (2) As of both December 31, 2021 and 2020, includes approximately $0.2 million and $0.3 million, respectively, of deferred financing costs, net, as a contra-liability. The creditors of the consolidated joint ventures do not have recourse to the general credit of the Company. The notes payable of the Wilshire Joint Venture is partially guaranteed by the Company, refer to Note 8, “Notes Payable, Net”. The notes payable of the Sunset & Gardner Joint Venture is not guaranteed by the Company. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2021 | |
Operating Leases, Future Minimum Payments Receivable [Abstract] | |
FUTURE MINIMUM RENTAL INCOME | 5. LEASES Operating Leases The Company’s real estate properties are leased to tenants under operating leases for which the terms and expirations vary. As of December 31, 2021, the leases at the Company’s properties have remaining terms (excluding options to extend) of up to 9.9 years with a weighted-average remaining term (excluding options to extend) of approximately 6.3 years. The leases may have provisions to extend the lease agreements, options for early termination after paying a specified penalty, rights of first refusal to purchase the property at competitive market rates, and other terms and conditions as negotiated. The Company retains substantially all of the risks and benefits of ownership of the real estate assets leased to tenants. Generally, upon the execution of a lease, the Company requires security deposits from tenants in the form of a cash deposit and/or a letter of credit. Amounts required as security deposits vary depending upon the terms of the respective leases and the creditworthiness of the tenant, but generally are not significant amounts. Therefore, exposure to credit risk exists to the extent that a receivable from a tenant exceeds the amount of its security deposit. Security deposits received in cash related to tenant leases are included in other liabilities in the accompanying consolidated balance sheets and totaled approximately $0.1 million as of December 31, 2021 and 2020, respectively. The following table presents the components of income from real estate operations for the year ended December 31, 2021 and 2020 (amounts in thousands): Year Ended 2021 2020 Lease income - operating leases $ 1,999 $ 2,040 Variable lease income (1) 496 592 Rental and reimbursements income $ 2,495 $ 2,632 (1) Primarily includes tenant reimbursements for real estate taxes, insurance, consideration based on sales, common area maintenance, utilities, marketing, and certain other items including negative variable lease income. At the start of the COVID-19 pandemic and shelter-in-place orders, a majority of the Company’s tenants requested rent deferral or rent abatement due to the pandemic and government-mandated restrictions. These tenants totaled approximately 94% of the leased square footage in the Company’s wholly-owned properties. Not all tenant requests resulted in modified agreements nor did the Company forgo its contractual rights under its lease agreements. The Company reviewed these requests on a case-by-case basis and agreed to modifications to some of the tenant leases, while other leases were not modified. Of the total leased square footage in the Company’s wholly-owned properties, 47% of the leases were either (i) not modified and the tenants were able to continue to make their payments or (ii) the leases were modified to provide for a short-term temporary rent deferral or abatement. The rent deferrals generally were one to two months and were to be repaid within 12 months. Any rent abatement was typically one to two months and involved an extension of the tenant's lease. Another 28% of the leases in the Company’s wholly-owned properties were modified to provide ongoing rent relief to the tenant. These lease modifications involved some combination of lease extensions, application of security deposits, temporary rent deferrals, partial rent forgiveness or abatement, and new percentage rent clauses to protect the landlord in the event sales returned to prior levels during the period of the lease modifications. Temporary deferrals resulted in increased receivable balances, with continued recognition of revenue during the deferral period. Lease term extensions with partial rent forgiveness and/or abatement, resulted in adjustments to the amount of revenue recognized on a straight-line basis. The tenants making up the remaining 25% of the Company’s wholly-owned properties’ leased square footage requested lease concessions; however, the Company could not agree with these tenants on lease changes acceptable to both parties. During the year ended December 31, 2021, these tenants terminated their leases and were replaced with new tenants. As of December 31, 2021, approximately $0.3 million of rental income due and payable was outstanding. The Company collected a total of approximately $0.04 million, or 16%, of the outstanding balance in January and February of 2022. Additionally, there was no income which was earned and recognized to date, that was deferred and expected to be collected in future periods. As of December 31, 2021, the future minimum rental income from the Company’s wholly-owned properties under non-cancelable operating leases was as follows (amounts in thousands): 2022 $ 1,806 2023 1,839 2024 1,797 2025 1,549 2026 1,324 Thereafter 5,111 Total $ 13,426 |
LEASE INTANGIBLES AND BELOW-MAR
LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES | 12 Months Ended |
Dec. 31, 2021 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
ACQUIRED LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES | 6. LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES, NET As of December 31, 2021 and 2020, the Company’s above-market lease intangibles, at-market lease intangibles and below-market lease liabilities were as follows (amounts in thousands): December 31, 2021 December 31, 2020 At-Market Lease Intangibles Above-Market Lease Intangibles Below-Market Lease Liabilities At-Market Lease Intangibles Above-Market Lease Intangibles Below-Market Lease Liabilities Cost $ 1,661 $ 82 $ (388) $ 1,629 $ 82 $ (389) Accumulated amortization (1,176) (67) 258 (662) (36) 142 Total $ 485 $ 15 $ (130) $ 967 $ 46 $ (247) Amortization of at-market lease intangible assets is recorded in depreciation and amortization expense and amortization of above-market rent and below-market rent is recorded as a reduction to and increase to rental and reimbursements, respectively, in the consolidated statements of operations. The Company’s amortization of above-market lease intangibles, at-market lease intangibles and below-market lease liabilities for the years ended December 31, 2021 and 2020, were as follows (amounts in thousands): Above-Market Lease Intangibles At-Market Lease Intangibles Below-Market Lease Liabilities Year Ended Year Ended Year Ended 2021 2020 2021 2020 2021 2020 Amortization $ (31) $ (9) $ (514) $ (197) $ 116 $ 49 The scheduled future amortization of at-market lease intangibles, above-market lease intangibles and below-market lease liabilities as of December 31, 2021, was as follows (amounts in thousands): At-Market Lease Intangibles Net Increase in Lease Revenues 2021 $ 96 $ (20) 2022 96 (20) 2023 88 (19) 2024 57 (10) 2025 49 (8) Thereafter 99 (38) Total $ 485 $ (115) |
Deferred Lease Costs
Deferred Lease Costs | 12 Months Ended |
Dec. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure | 7. DEFERRED LEASING COSTS, NET Deferred leasing costs consist primarily of initial direct costs in connection with lease originations. We record amortization of deferred leasing costs on a straight-line basis over the terms of the related leases. As of December 31, 2021 and 2020, details of these deferred costs were as follows (amounts in thousands): December 31, 2021 2020 Deferred leasing costs $ 350 $ 181 Accumulated amortization (80) (18) Deferred leasing costs, net $ 270 $ 163 Amortization of deferred leasing costs is recorded in depreciation and amortization expense in the consolidated statements of operations. The Company’s deferred leasing costs amortization for the years ended December 31, 2021 and 2020, were as follows (amounts in thousands): Year Ended 2021 2020 Amortization of deferred leasing costs $ (118) $ (30) |
NOTES PAYABLE, NET
NOTES PAYABLE, NET | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | 8. NOTES PAYABLE, NET On December 24, 2019, the Company entered into a Loan Agreement (the “SRT Loan Agreement”) with PFP Holding Company, LLC (the “SRT Lender”) for a non-recourse secured loan (the “SRT Loan”). The SRT Loan is secured by first deeds of trust on the Company’s five San Francisco assets (Fulton Shops, 8 Octavia, 400 Grove, 450 Hayes and 388 Fulton Street) as well as the Company’s Silverlake Collection located in Los Angeles. The SRT Loan matures on January 9, 2023. The Company has an option to extend the term of the loan for two additional twelve-month periods, subject to the satisfaction of certain covenants and conditions contained in the SRT Loan Agreement. The Company has the right to prepay the SRT Loan in whole at any time or in part from time to time, subject to the payment of yield maintenance payments if such prepayment occurs in the first 18 months of the loan term, calculated through the 18th monthly payment date, as well as certain expenses, costs or liabilities potentially incurred by the SRT Lender as a result of the prepayment and subject to certain other conditions contained in the loan documents. Individual properties may be released from the SRT Loan collateral in connection with bona fide third-party sales, subject to compliance with certain covenants and conditions contained in the SRT Loan Agreement. Any prepayment or repayment on or before the first 12 months of the loan term in connection with a bona fide third-party sale of a property securing the SRT Loan shall only require the payment of yield maintenance payments calculated through the 12th monthly payment date. As of December 31, 2021, the SRT Loan had a principal balance of approximately $18.0 million. The SRT Loan is a floating LIBOR rate loan which bears interest at 30-day LIBOR (with a floor of 1.50%) plus 2.80%. The default rate is equal to 5% above the rate that otherwise would be in effect. Monthly payments are interest-only with the entire principal balance and all outstanding interest due at maturity. Pursuant to the SRT Loan, the Company must comply with certain matters contained in the loan documents including but not limited to, (i) requirements to deliver audited and unaudited financial statements, SEC filings, tax returns, pro forma budgets, and quarterly compliance certificates, and (ii) minimum limits on the Company’s liquidity and tangible net worth. The SRT Loan contains customary covenants, including, without limitation, covenants with respect to maintenance of properties and insurance, compliance with laws and environmental matters, covenants limiting or prohibiting the creation of liens, and transactions with affiliates. At December 31, 2021, the Company was in compliance with the loan requirements in effect as of that date. In connection with the SRT Loan, the Company executed customary non-recourse carveout and environmental guaranties, together with limited additional assurances with regard to the condominium structures of the San Francisco assets. On May 7, 2019, the Company refinanced and repaid its financing from Loan Oak Fund, LLC with a new construction loan from ReadyCap Commercial, LLC (the “Lender”) (the “Wilshire Construction Loan”). As of December 31, 2021, the Wilshire Construction Loan had a principal balance of approximately $12.6 million, with future funding available up to a total of approximately $13.9 million, and bears an interest rate of 1-month LIBOR (with a floor of 2.467%) plus an interest margin of 4.25% per annum, payable monthly. The Wilshire Loan is scheduled to mature on May 10, 2022, with options to extend for two additional twelve-month periods, subject to certain conditions as stated in the loan agreement. The Wilshire Construction Loan is secured by a first Deed of Trust on the Wilshire Property. The Company executed a guaranty that guaranties that the loan interest reserve amounts are kept in compliance with the terms of the loan agreement. The Lender also required that a principal in the upstream owner of the Company’s joint venture partner in the Wilshire Joint Venture (the “Guarantor”), guarantees performance of borrower’s obligations under the loan agreement with respect to the completion of capital improvements to the property. The Company executed an Indemnity Agreement in favor of the Guarantor against liability under that completion guaranty except to the extent caused by gross negligence or willful misconduct, as well as for liabilities incurred under the Environmental Indemnity Agreement executed by the Guarantor in favor of the Lender. The Company used working capital funds of approximately $3.1 million to repay the difference between the Wilshire Construction Loan initial advance and the prior loan, to pay transaction costs, as well as to fund certain required interest and construction reserves. Pursuant to the Wilshire Construction Loan, the Company must comply with certain matters contained in the loan documents including but not limited to minimum limits on the Company’s liquidity and tangible net worth. The Company remains in compliance with all the terms of the Wilshire Construction Loan. On October 29, 2018, the Company entered into a loan agreement with Lone Oak Fund, LLC (the “Sunset & Gardner Loan”). The Sunset & Gardner Loan has a principal balance of approximately $8.7 million, and had an interest rate of 6.9% per annum. The original Sunset & Gardner Loan agreement matured on October 31, 2019. The Company extended the Sunset & Gardner Loan for an additional twelve-month period under the same terms, with an interest rate of 6.5% per annum. On July 31, 2020, the Company extended the Sunset & Gardner Loan for an additional twelve-month period under the same terms, with an interest rate of 7.3% per annum. On July 21, 2021, the Company extended the Sunset & Gardner Loan for an additional twelve-month period under the same terms, with an interest rate of 7.9% per annum. The new maturity date is October 31, 2022. The Sunset & Gardner Loan is secured by a first Deed of Trust on the Sunset & Gardner Property. The following is a schedule of future principal payments for all of the Company’s notes payable outstanding as of December 31, 2021 (amounts in thousands): 2022 $ 22,258 2023 18,000 Total future principal payments 40,258 Unamortized financing costs, net 478 Notes payable, net $ 39,780 The following table sets forth interest costs incurred by the Company for the periods presented (amounts in thousands): Year Ended 2021 2020 Expensed Interest costs, net of amortization of deferred financing costs $ 853 $ 346 Amortization of deferred financing costs 412 439 Total interest expensed $ 1,265 $ 785 Capitalized Interest costs, net of amortization of deferred financing costs $ 1,430 $ 1,833 Amortization of deferred financing costs 174 251 Total interest capitalized $ 1,604 $ 2,084 As of both December 31, 2021 and 2020, interest expense payable was approximately $0.2 million, including an amount related to the variable interest entities of approximately $0.1 million, for each period. |
FAIR VALUE DISCLOSURES
FAIR VALUE DISCLOSURES | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE DISCLOSURES | 9. FAIR VALUE DISCLOSURES The Company believes the total carrying values reflected on its consolidated balance sheets for cash, cash equivalents and restricted cash, accounts receivable, accounts payable and accrued expenses, amounts due to affiliates, mortgage loan and construction loan secured by properties under development, and the Company’s multi-property secured financing, reasonably approximated their fair values based on their nature, terms, and interest rates that approximate current market rates at December 31, 2021. As part of the Company’s ongoing evaluation of the Company’s real estate portfolio, the Company estimates the fair value of its investments in real estate by obtaining outside independent appraisals on all of the operating properties. The appraised values are compared with the carrying values of its real estate portfolio to determine if there are indications of impairment. Using Level 3 measurements, including each property’s undiscounted cash flow, which took into account each property’s expected cash flow from operations, anticipated holding period and estimated proceeds from disposition, as well as a terminal capitalization rate of 4.60%, the Company determined that the carrying values of the operating property it owns through the Wilshire Joint Venture and the development property owned by the Sunset & Gardner Joint Venture were not fully recoverable. As such, for the year ended December 31, 2021, the Company recorded impairment losses of approximately $5.6 million and $1.3 million, respectively, related to the Wilshire Property and the development property owned by the Sunset & Gardner Joint Venture, respectively. For the year ended December 31, 2020, the Company recorded impairment losses of approximately $4.4 million and $8.9 million, respectively, related to the Wilshire Property and the development property owned by the Sunset & Gardner Joint Venture, respectively. The impairment amounts were determined using Level 3 measurements, including each property’s undiscounted cash flow, which took into account each property’s expected cash flow from operations, anticipated holding period and estimated proceeds from disposition, as well as terminal capitalization rates that range from 4.23% to 4.50%. |
EQUITY
EQUITY | 12 Months Ended |
Dec. 31, 2021 | |
Stockholders' Equity Note [Abstract] | |
EQUITY | 10. EQUITY Common Stock Under the Company’s Articles of Amendment and Restatement (the “Charter”), the Company has the authority to issue 400,000,000 shares of common stock. All shares of common stock have a par value of $0.01 per share. On February 7, 2013, the Company terminated the Offering and ceased offering its securities. The Company sold 10,688,940 shares of common stock in its primary offering for gross operating proceeds of $104.7 million, 391,182 shares of common stock under the distribution reinvestment plan (“DRIP”) for gross offering proceeds of $3.6 million, granted 50,000 shares of restricted stock and issued 273,729 common shares to pay a portion of a special distribution on November 4, 2015. Cumulatively, through December 31, 2021, pursuant to the Original Share Redemption Program and the Amended and Restated Share Redemption Program (the “SRP”), the Company has redeemed 878,458 shares sold in the Offering and/or the DRIP for $6.2 million. Common Units of the OP On May 26, 2011, in connection with the acquisition of Pinehurst Square East, a retail property located in Bismarck, North Dakota, the OP issued 287,472 Common Units to certain of the sellers of Pinehurst Square East who elected to receive Common Units for an aggregate value of approximately $2.6 million, or $9.00 per Common Unit. On March 12, 2012, in connection with the acquisition of Turkey Creek, a retail property located in Knoxville, Tennessee, the OP issued 144,324 Common Units to certain of the sellers of Turkey Creek who elected to receive Common Units for an aggregate value of approximately $1.4 million, or $9.50 per Common Unit. During the year ended December 31, 2021, 13,152 of Common Units were converted into the Company’s common shares for an aggregate basis of approximately $42 thousand. Pursuant to the Advisory Agreement, in April 2014 the Company caused the OP to issue to the Advisor a separate series of limited partnership interests of the OP in exchange for a capital contribution to the OP of $1 thousand (the “Special Units”). The terms of the Special Units entitle the Advisor to (i) 15% of the Company’s net sale proceeds upon disposition of its assets after the Company’s stockholders receive a return of their investment plus a 7% cumulative, non-compounded rate of return or (ii) an equivalent amount in the event that the Company lists its shares of common stock on a national securities exchange or upon certain terminations of the Advisory Agreement after the Company’s stockholders are deemed to have received a return of their investment plus a 7% cumulative, non-compounded rate of return. The holders of Common Units, other than the Company and the holder of the Special Units, generally have the right to cause the OP to redeem all or a portion of their Common Units for, at the Company’s sole discretion, shares of the Company’s common stock, cash or a combination of both. If the Company elects to redeem Common Units for shares of common stock, the Company will generally deliver one share of common stock for each Common Unit redeemed. Holders of Common Units, other than the Company and the holders of the Special Units, may exercise their redemption rights at any time after one year following the date of issuance of their Common Units; provided, however, that a holder of Common Units may not deliver more than two redemption notices in a single calendar year and may not exercise a redemption right for less than 1,000 Common Units, unless such holder holds less than 1,000 Common Units, in which case, it must exercise its redemption right for all of its Common Units. Preferred Stock The Charter authorizes the Company to issue 50,000,000 shares of $0.01 par value preferred stock. As of December 31, 2021 and 2020, no shares of preferred stock were issued and outstanding. Share Redemption Program On April 1, 2015, the Company’s board of directors approved the reinstatement of the share redemption program (which had been suspended since January 15, 2013) and adopted the SRP. Under the SRP, only shares submitted for repurchase in connection with the death or “qualifying disability” (as defined in the SRP) of a stockholder are eligible for repurchase by the Company. Under the current SRP, as amended to date, the number of shares to be redeemed is limited to the lesser of (i) a total of $3.8 million for redemptions sought upon a stockholder’s death and a total of $1.2 million for redemptions sought upon a stockholder’s qualifying disability, and (ii) 5% of the weighted-average number of shares of the Company’s common stock outstanding during the prior calendar year. Share repurchases pursuant to the SRP are made at the sole discretion of the Company. The Company reserves the right to reject any redemption request for any reason or no reason or to amend or terminate the share redemption program at any time subject to the notice requirements in the SRP. The redemption price for shares that are redeemed is 100% of the Company’s most recent estimated net asset value per share as of the applicable redemption date. A redemption request must be made within one year after the stockholder’s death or qualifying disability. The SRP provides that any request to redeem less than $5,000 worth of shares will be treated as a request to redeem all of the stockholder’s shares. If the Company cannot honor all redemption requests received in a given quarter, all requests, including death and qualifying disability redemptions, will be honored on a pro rata basis. If the Company does not completely satisfy a redemption request in one quarter, it will treat the unsatisfied portion as a request for redemption in the next quarter when funds are available for redemption, unless the request is withdrawn. The Company may increase or decrease the amount of funding available for redemptions under the SRP on ten business days’ notice to stockholders. Shares submitted for redemption during any quarter will be redeemed on the penultimate business day of such quarter. The record date for quarterly distributions has historically been and is expected to continue to be the last business day of each quarter; therefore, shares that are redeemed during any quarter are expected to be redeemed prior to the record date and thus would not be eligible to receive the distribution declared for such quarter. In order to preserve cash in light of the uncertainty relating to the duration of shelter-in-place orders and the economic impact of COVID-19 on the Company, by unanimous written consent executed on April 21, 2020, the board of directors approved the suspension of the SRP, which offered redemption opportunities only in connection with a stockholder’s death or qualifying disability. The suspension of the SRP became effective on May 21, 2020. The SRP will remain suspended and no further redemptions will be made until the board of directors approves the resumption of the SRP. During the suspension, the Company will continue to accept death and qualifying disability redemption filings from stockholders, but will not take any action with regard to those requests until the board of directors has elected to lift the suspension and provided the terms and conditions for any continuation of the SRP. There is no guarantee if or when the board of directors will lift the suspension, and if they do, what the terms will be. The following table summarizes share redemption activity during the year ended December 31, 2020 (amounts in thousands, except shares): Year Ended 2020 Shares of common stock redeemed 19,907 Purchase price $ 117 There were no share redemptions during the year ended December 31, 2021. Cumulatively, through December 31, 2021, pursuant to the Original Share Redemption Program and the Amended and Restated SRP, the Company has redeemed 878,458 shares sold in the Offering and/or its dividend reinvestment plan for $6.2 million. Quarterly Distributions In order to qualify as a REIT, the Company is required to distribute at least 90% of its annual REIT taxable income, subject to certain adjustments, to its stockholders. Some or all of the Company’s distributions have been paid, and in the future may continue to be paid from sources other than cash flows from operations. The Company’s board of directors evaluates the Company’s ability to make quarterly distributions based on the Company’s operational cash needs. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | 11. EARNINGS PER SHARE EPS is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during each period. The following table sets forth the computation of the Company’s basic and diluted earnings per share for the years ended December 31, 2021 and 2020 (amounts in thousands, except shares and per share amounts): Year Ended 2021 2020 Numerator - basic and diluted Net loss $ (10,747) $ (15,508) Net loss attributable to non-controlling interests (211) (308) Net loss attributable to common shares $ (10,536) $ (15,200) Denominator - basic and diluted Basic weighted average common shares 10,740,882 10,744,570 Common Units (1) — — Diluted weighted average common shares 10,740,882 10,744,570 Loss per common share - basic and diluted Net loss attributable to common shares $ (0.98) $ (1.41) (1) For the years ended December 31, 2021 and 2020, the effect of 204,323 and 217,475 of convertible Common Units pursuant to the redemption rights outlined in the Company’s registration statement on Form S-11 have not been included as they would not be dilutive. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transaction, Due from (to) Related Party [Abstract] | |
RELATED PARTY TRANSACTIONS | 12. RELATED PARTY TRANSACTIONS On August 7, 2013, the Company entered into the Advisory Agreement with the Advisor, which has been renewed for successive terms with a current expiration date of August 9, 2022. The Advisor manages the Company’s business as the Company’s external advisor pursuant to the Advisory Agreement. Pursuant to the Advisory Agreement, the Company will pay the Advisor specified fees for services related to the investment of funds in real estate and real estate-related investments, management of the Company’s investments and for other services. Effective April 1, 2021, PUR SRT Advisors LLC, controls SRT Advisor, LLC. Previously, Glenborough controlled the Advisor. The Company is party to property management agreements with respect to each of its properties pursuant to which Glenborough was engaged to serve as property manager. Effective April 1, 2021, Glenborough and PUR SRT Advisor LLC entered into an agreement pursuant to which PUR SRT Advisor LLC would perform the duties required and receive the benefits of the property management agreements, subject to Glenborough’s supervision. As a result, PUR SRT Advisor LLC is currently providing property management services to the Company and receiving the fees described below. The property management agreements expire August 10, 2022 and will automatically renew every year, unless expressly terminated. On December 30, 2021, the Company obtained a $4.0 million unsecured loan (the “Unsecured Loan”) from PUR Holdings Lender, LLC, an affiliate of the Advisor. The Unsecured Loan has a term of 12 months with an interest rate of 7.0% per annum, compounding monthly with the ability to pay-off during the term of the loan. The Unsecured Loan requires draw downs in increments of no less than approximately $0.3 million. The Company has the right to prepay or repay the Unsecured Loan in whole or in part at any time without penalty. The Unsecured Loan will be due and payable upon the earlier of 12 months or the termination of the Advisory Agreement by the Company. On March 15, 2022, we and PUR Holdings Lender, LLC, amended the loan agreement to allow for an extension of the maturity date of the Unsecured Loan by six months, from December 30, 2022 to June 30, 2023, if we provide PUR Holdings Lender, LLC, with notice, pay an extension fee, and no event of default has occurred. The Unsecured Loan is guaranteed by the Company. The Company paid $20 thousand in financing fees, at the close of the loan. As of December 31, 2021 the Unsecured Loan had an outstanding balance of $1.0 million. On March 3, 2021, the Company obtained a $2.5 million Standby Loan Commitment (the “Loan”) from Glenborough Property Partners, LLC, an affiliate of the Advisor prior to April 1, 2021. As a result of the sale of Shops at Turkey Creek, refer to Note 3, “Real Estate Investments”, the Loan was not executed and as such, the Standby Commitment expired. Summary of Related Party Fees The following table sets forth the Advisor related party costs incurred and payable by the Company for the periods presented (amounts in thousands): Incurred Payable as of Year Ended December 31, Expensed 2021 2020 2021 2020 Legal leasing fees $ 2 $ — $ — $ — Asset management fees 589 636 48 — Reimbursement of operating expenses 57 23 — — Property management fees 65 81 11 9 Disposition fees 50 157 — — Total $ 763 $ 897 $ 59 $ 9 Capitalized Acquisition fees $ 11 $ 18 $ 4 $ — Leasing fees 52 113 — — Legal leasing fees 10 42 — — Construction management fees 35 138 — 2 Financing coordination fees 87 44 — — Total $ 195 $ 355 $ 4 $ 2 Acquisition Fees Under the Advisory Agreement, the Advisor is entitled to receive an acquisition fee equal to 1% of (1) the cost of each investment acquired directly by the Company or (2) the Company’s allocable cost of an investment acquired pursuant to a joint venture, in each case including purchase price, acquisition expenses and any debt attributable to such investments. An acquisition fee is capitalized by the Company when the related transaction does not qualify as a business combination; otherwise an acquisition fee is expensed. Financing Coordination Fees Under the Advisory Agreement, the Advisor is entitled to receive a financing coordination fee equal to 1% of the amount made available and/or outstanding under any (1) financing obtained or assumed, directly or indirectly, by the Company or the OP and used to acquire or originate investments, or (2) the refinancing of any financing obtained or assumed, directly or indirectly, by the Company or the OP. Asset Management Fees Under the Advisory Agreement, the Advisor is entitled to receive an asset management fee equal to a monthly fee of one-twelfth (1/12th) of 0.6% of the higher of (1) aggregate cost on a GAAP basis (before non-cash reserves and depreciation) of all investments the Company owns, including any debt attributable to such investments, or (2) the fair market value of the Company’s investments (before non-cash reserves and depreciation) if the board of directors has authorized the estimate of a fair market value of the Company’s investments; provided, however, that the asset management fee will not be less than $250,000 in the aggregate during any one calendar year. Reimbursement of Operating Expenses The Company reimburses the Advisor for all expenses paid or incurred by the Advisor in connection with the services provided to the Company, subject to the limitation that the Company will not reimburse the Advisor for any amount by which the Company’s total operating expenses (including the asset management fee described above) at the end of the four preceding fiscal quarters exceeded the greater of (1) 2% of its average invested assets (as defined in the Company’s Articles of Amendment and Restatement (the “Charter”)); or (2) 25% of its net income (as defined in the Charter) determined without reduction for any additions to depreciation, bad debts or other similar non-cash expenses and excluding any gain from the sale of the Company’s assets for that period (the “2%/25% Guideline”). The Advisor is required to reimburse the Company quarterly for any amounts by which total operating expenses exceed the 2%/25% Guideline in the previous expense year that the independent directors do not approve. The Company will not reimburse the Advisor for any of its personnel costs or other overhead costs except for customary reimbursements for personnel costs under property management agreements entered into between the OP and the Advisor or its affiliates. Notwithstanding the above, the Company may reimburse the Advisor for expenses in excess of the 2%/25% Guideline if a majority of the independent directors determine that such excess expenses are justified based on unusual and non-recurring factors. Pursuant to an amendment to the Advisory Agreement entered on August 2, 2018, the board of directors, including a majority of the independent directors identified certain unusual and non-recurring factors that would justify reimbursement to the Advisor of amounts in excess of the 2%/25% Guidelines and confirmed that the Advisor would not be obligated to reimburse the Company for these excess amounts to the extent the excess was caused by such factors. For the years ended December 31, 2021 and 2020, the Company’s total operating expenses (as defined in the Charter) did not exceed the 2%/25% Guideline. Property Management Fees Under the property management agreements the Company pays property management fees calculated at a maximum of up to 4% of the properties’ gross revenue. Disposition Fees Under the Advisory Agreement, if the Advisor or its affiliates provide a substantial amount of services, as determined by the Company’s independent directors, in connection with the sale of a real property, the Advisor or its affiliates may be paid disposition fees up to 50% of a customary and competitive real estate commission, but not to exceed 3% of the contract sales price of each property sold. Leasing Fees Under the property management agreements, the Company pays a separate fee for the leases of new tenants, and for expansions, extensions and renewals of existing tenants in an amount not to exceed the fee customarily charged by similarly situated parties rendering similar services in the same geographic area for similar properties. Legal Leasing Fees Under the property management agreements, the Company pays a market-based legal leasing fee for the negotiation and production of new leases, renewals, and amendments. Construction Management Fees In connection with the construction or repair in or about a property, the property manager is responsible for coordinating and facilitating the planning and the performance of all construction and in exchange the Company pays a fee equal to 5% of the hard costs for the project in question. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 13. COMMITMENTS AND CONTINGENCIES Economic Dependency The Company is dependent on the Advisor and its affiliates for certain services that are essential to the Company, including the identification, evaluation, negotiation, purchase, and disposition of real estate and real estate-related investments, management of the daily operations of the Company’s real estate and real estate-related investment portfolio, and other general and administrative responsibilities. In the event that the Advisor is unable to provide such services to the Company, the Company will be required to obtain such services from other sources. Environmental As an owner of real estate, the Company is subject to various environmental laws of federal, state and local governments. The Company is not aware of any environmental liability that could have a material adverse effect on its consolidated financial |
SUBSEQUENT EVENTS SUBSEQUENT EV
SUBSEQUENT EVENTS SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | 14. SUBSEQUENT EVENTS Other Events Effective February 2, 2022, Glenborough entered into an Assignment and Assumption Agreement to assign its interest in various Property and Asset Management Agreements (the “Management Agreements”) to PUR SRT Advisors, LLC (“PUR”). Subsidiaries of the Company are parties to the Management Agreements and consented to the assignment. Since April 1, 2021, PUR has controlled SRT Advisor, LLC, the Company’s external advisor, and is an affiliate of PUR Management LLC, which is an affiliate of L3 Capital, LLC (“L3 Capital”). Previously, the Company’s advisor was an affiliate of Glenborough. In all other material respects, the terms of the Management Agreements remain unchanged. Change of Officers Effective February 2, 2022, Andrew Batinovich notified the Company of his resignation as Chief Executive Officer, Corporate Secretary, and a director of the Company, effective immediately. Effective February 2, 2022, the Board of Directors appointed Matthew Schreiber, 41, to serve as Chief Executive Officer of the Company. Mr. Schreiber was also elected to serve as a director of the Company to fill the vacancy created by Mr. Batinovich’s resignation. He continues to serve as Assistant Secretary of the Company, a role he has held since May 2021. Prior to his appointment as Chief Executive Officer, Mr. Schreiber served as Chief Operating Officer and Senior Vice President of the Company, positions he had held since May 2021. Effective February 2, 2022, the Board of Directors appointed Domenic Lanni, 51, to serve as Chief Operating Officer. As Chief Operating Officer, Mr. Lanni will be the Company’s principal operating officer and will assume the responsibilities that were previously performed by Mr. Schreiber, who acted as the principal operating officer of the Company since May 2021. |
SEC Schedule, Article 12-28, Re
SEC Schedule, Article 12-28, Real Estate and Accumulated Depreciation | 12 Months Ended |
Dec. 31, 2021 | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure [Abstract] | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure | STRATEGIC REALTY TRUST, INC. AND SUBSIDIARIES SCHEDULE III — REAL ESTATE OPERATING PROPERTIES AND ACCUMULATED DEPRECIATION December 31, 2021 (amounts in thousands) Initial Cost to Company Cost Capitalized Subsequent to Acquisition (1) Gross Amount of Which Carried at Life on which Depreciation in Latest Statement of Operations is Computed (3) Encumbrances Land Building Land Building Total (2) Accumulated Depreciation Acquisition Date Topaz Marketplace $ — $ 2,120 $ 10,724 $ (12,590) $ 254 $ — $ 254 $ — 9/23/2011 n/a 400 Grove Street 1,450 1,009 1,813 — 1,009 1,813 2,822 (332) 6/14/2016 5-30 8 Octavia Street 1,500 728 1,847 803 728 2,650 3,378 (415) 6/14/2016 5-30 Fulton Shops 2,200 1,187 3,254 2 1,187 3,256 4,443 (647) 7/27/2016 5-30 450 Hayes 3,650 2,324 5,009 367 2,324 5,376 7,700 (997) 12/22/2016 5-30 388 Fulton 2,300 1,109 2,943 319 1,112 3,259 4,371 (642) 01/04/2017 5-30 Silver Lake 6,900 5,747 6,646 631 5,760 7,264 13,024 (1,595) 01/11/2017 5-30 Wilshire Property 12,560 12,893 613 5,205 13,026 5,685 18,711 (520) 03/08/2016 5-30 Total $ 30,560 $ 27,117 $ 32,849 $ (5,263) $ 25,400 $ 29,303 $ 54,703 $ (5,148) (1) The cost capitalized subsequent to acquisition may include negative balances resulting from the write-off and impairment of real estate assets, and parcel sales. (2) The aggregate net tax basis of land and buildings for federal income tax purposes is $61.7 million. (3) Buildings and building improvements are depreciated over their useful lives as shown. Tenant improvements are amortized over the life of the related lease, which with our current portfolio can vary from 1 year to over 15 years. (in thousands) Year Ended December 31, 2021 2020 Real Estate: Balance at the beginning of the year $ 59,764 $ 38,532 Improvements 668 565 Dispositions (101) (2) Impairments (5,628) (4,447) Balances associated with changes in reporting presentation (1) — 25,116 Balance at the end of the year $ 54,703 $ 59,764 Accumulated Depreciation: Balance at the beginning of the year $ 3,797 $ 3,308 Depreciation expense 1,452 1,154 Dispositions (101) (2) Balances associated with changes in reporting presentation (1) — (663) Balance at the end of the year $ 5,148 $ 3,797 (1) The balances associated with changes in reporting presentation represent real estate and accumulated depreciation reclassified as assets held for sale. See accompanying report of independent registered public accounting firm. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) as contained within the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”), including the instructions to Form 10-K and Regulation S-X. The consolidated financial statements include the accounts of the Company, the OP, their direct and indirect owned subsidiaries, and the accounts of joint ventures that are determined to be variable interest entities for which the Company is the primary beneficiary. All significant intercompany balances and transactions are eliminated in consolidation. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the Company’s consolidated financial position, results of operations and cash flows have been included. The Company evaluates the need to consolidate joint ventures and variable interest entities based on standards set forth in ASC Topic 810, Consolidation (“ASC 810”). In determining whether the Company has a controlling interest in a joint venture or a variable interest entity and the requirement to consolidate the accounts of that entity, management considers factors such as ownership interest, authority to make decisions and contractual and substantive participating rights of the partners/members, as well as whether the entity is a variable interest entity for which the Company is the primary beneficiary. As of December 31, 2021 and 2020, the Company held variable interests in two variable interest entities and consolidated those entities. Refer to Note 4. “Variable Interest Entities” for additional information. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents represent current bank accounts and other bank deposits free of encumbrances and having maturity dates of three months or less from the respective dates of deposit. The Company limits cash investments to financial institutions with high credit standing; therefore, the Company believes it is not exposed to any significant credit risk in cash. Restricted cash includes escrow accounts for real property taxes, insurance, capital expenditures and tenant improvements, debt service and leasing costs held by lenders. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported on the consolidated balance sheets that sum to the total of the same such amounts shown on the consolidated statement of cash flows (amounts in thousands): December 31, 2021 December 31, 2020 Cash and cash equivalents $ 1,833 $ 1,816 Restricted cash 574 806 Total cash, cash equivalents, and restricted cash $ 2,407 $ 2,622 |
Reclassifications | Reclassifications Certain prior period amounts have been reclassified to conform with current period’s presentation. The reclassifications had no effect on the Company’s consolidated financial condition, results of operations, or cash flows. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The FASB issued the following ASUs, which could have potential impact to the Company’s consolidated financial statements: In July 2021, the FASB issued ASU No. 2021-05, Leases (Topic 842): Lessors - Certain Leases with Variable Lease Payments (“ASU 2021-05”). ASU 2021-05 amends the lease classification requirements for lessors to align them with practice under Topic 840. Lessors should classify and account for a lease with variable lease payments that do not depend on a reference index or a rate as an operating lease, if both of the following criteria are met: (1) the lease would have been classified as a sales-type lease or a direct financing lease; (2) the lessor would have otherwise recognized a day-one loss. ASU 2021-05 is effective for fiscal years beginning after December 31, 2021. The adoption of ASU 2021-05 is not expected to have an impact on the Company’s consolidated financial statements. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”). ASU 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU No. 2020-04 is optional and may be elected over time through December 31, 2022. The Company is evaluating the impact of reference rate reform and whether it will apply any of these practical expedients. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (“ASU 2016-13”). ASU 2016-13 requires a financial asset, measured at amortized cost basis to be presented at the net amount expected to be collected. ASU 2016-13 was effective for fiscal years beginning after December 15, 2019, with adoption permitted for fiscal years beginning after December 15, 2018. Adjustments resulting from adopting ASU 2016-13 shall be applied through a cumulative-effect adjustment to retained earnings. In November 2019, the FASB issued ASU No. 2019-10, Financial Instruments—Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) Effective Dates (“ASU 2019-10”). ASU 2019-10 extended the mandatory effective date for smaller reporting companies to beginning after December 15, 2022. The adoption of Financial Instruments - Credit Losses is not expected to have an impact on the Company’s consolidated financial statements. |
NonControllingInterests | Non-Controlling Interests The Company’s non-controlling interests are comprised of common units in the OP (“Common Units”). The Company accounts for non-controlling interests in accordance with ASC 810. In accordance with ASC 810, the Company reports non-controlling interests in subsidiaries within equity in the consolidated financial statements, but separate from stockholders’ equity. Net income attributable to non-controlling interests is presented as a reduction from net income in calculating net income attributable to common stockholders on the consolidated statement of operations. Acquisitions or dispositions of non-controlling interests that do not result in a change of control are accounted for as equity transactions. In addition, ASC 810 requires that a parent company recognize a gain or loss in the Company’s results of operations when a subsidiary is deconsolidated upon a change in control. In accordance with ASC 480-10, Distinguishing Liabilities from Equity , non-controlling interests that are determined to be redeemable are carried at their fair value or redemption value as of the balance sheet date and reported as liabilities or temporary equity depending on their terms. The Company periodically evaluates individual non-controlling interests for the ability to continue to recognize the non-controlling interest as permanent equity in the consolidated balance sheets. Any non-controlling interest that fails to qualify as permanent equity will be reclassified as liabilities or temporary equity. All non-controlling interests at December 31, 2021 and 2020, qualified as permanent equity. |
Use of Estimates, Policy | Use of Estimates The preparation of the Company’s consolidated financial statements requires significant management judgments, assumptions and estimates about matters that are inherently uncertain. These judgments affect the reported amounts of assets and liabilities and the Company’s disclosure of contingent assets and liabilities at the dates of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. With different estimates or assumptions, materially different amounts could be reported in the Company’s consolidated financial statements, and actual results could differ from the estimates or assumptions used by management. Additionally, other companies may utilize different estimates that may impact the comparability of the Company’s consolidated results of operations to those of companies in similar businesses. The Company considers significant estimates to include the carrying amounts and recoverability of investments in real estate, impairments, real estate acquisition purchase price allocations, allowance for doubtful accounts and straight-line rent receivable, estimated useful lives to determine depreciation and amortization and fair value determinations, among others. |
Basis of Accounting, Policy | Principles of Consolidation and Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) as contained within the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) and the rules and regulations of the Securities and Exchange Commission (the “SEC”), including the instructions to Form 10-K and Regulation S-X. The consolidated financial statements include the accounts of the Company, the OP, their direct and indirect owned subsidiaries, and the accounts of joint ventures that are determined to be variable interest entities for which the Company is the primary beneficiary. All significant intercompany balances and transactions are eliminated in consolidation. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the Company’s consolidated financial position, results of operations and cash flows have been included. The Company evaluates the need to consolidate joint ventures and variable interest entities based on standards set forth in ASC Topic 810, Consolidation (“ASC 810”). In determining whether the Company has a controlling interest in a joint venture or a variable interest entity and the requirement to consolidate the accounts of that entity, management considers factors such as ownership interest, authority to make decisions and contractual and substantive participating rights of the partners/members, as well as whether the entity is a variable interest entity for which the Company is the primary beneficiary. As of December 31, 2021 and 2020, the Company held variable interests in two variable interest entities and consolidated those entities. Refer to Note 4. “Variable Interest Entities” for additional information. |
Revenue | Revenue Recognition Revenues include minimum rents, expense recoveries and percentage rental payments. Minimum rents are recognized on an accrual basis over the terms of the related leases on a straight-line basis when collectability is reasonably assured and the tenant has taken possession or controls the physical use of the leased property. If the lease provides for tenant improvements, the Company determines whether the tenant improvements, for accounting purposes, are owned by the tenant or the Company. When the Company is the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the physical use of the leased asset until the tenant improvements are substantially completed. When the tenant is the owner of the tenant improvements, any tenant improvement allowance that is funded is treated as a lease incentive and amortized as a reduction of revenue over the lease term. Tenant improvement ownership is determined based on various factors including, but not limited to: • whether the lease stipulates how a tenant improvement allowance may be spent; • whether the amount of a tenant improvement allowance is in excess of market rates; • whether the tenant or landlord retains legal title to the improvements at the end of the lease term; • whether the tenant improvements are unique to the tenant or general-purpose in nature; and • whether the tenant improvements are expected to have any residual value at the end of the lease. For leases with minimum scheduled rent increases, the Company recognizes income on a straight-line basis over the lease term when collectability is reasonably assured. Recognizing rental income on a straight-line basis for leases results in recognized revenue amounts which differ from those that are contractually due from tenants on a cash basis. If the Company determines the collectability of straight-line rents is not reasonably assured, the Company limits future recognition to amounts contractually owed and paid, and, when appropriate, establishes an allowance for estimated losses. The Company maintains an allowance for doubtful accounts, including an allowance for straight-line rent receivables, for estimated losses resulting from tenant defaults or the inability of tenants to make contractual rent and tenant recovery payments. The Company monitors the liquidity and creditworthiness of its tenants on an ongoing basis. For straight-line rent amounts, the Company’s assessment is based on amounts estimated to be recoverable over the term of the lease. The Company’s straight-line rent receivable, which is included in tenant receivables, net, on the consolidated balance sheets, was approximately $0.6 million as of December 31, 2021 and 2020. Certain leases contain provisions that require the payment of additional rents based on the respective tenants’ sales volume (contingent or percentage rent) and substantially all contain provisions that require reimbursement of the tenants’ allocable real estate taxes, insurance and common area maintenance costs (“CAM”). Revenue based on percentage of tenants’ sales is recognized only after the tenant exceeds its sales breakpoint. Revenue from tenant reimbursements of taxes, insurance and CAM is recognized in the period that the applicable costs are incurred in accordance with the lease agreement. The Company has elected the lessor practical expedient to not separate common area maintenance and reimbursement of real estate taxes from the associated lease for all existing and new leases as the timing and pattern of payments and associated lease payments are the same. The timing of revenue recognition remains the same for the Company’s existing leases and new leases. Revenues related to the Company’s leases continue to be reported on one line in the presentation within the statement of operations as a result of electing this lessor practical expedient. The Company continues to capitalize its direct leasing costs. These costs are incurred as a result of obtaining new leases, and renewing leases, and are paid to the Company’s Advisor. Additionally, the Company is not a lessee of real estate or equipment, as it is externally managed by its Advisor. |
Valuation of Accounts Receivable | Valuation of Accounts Receivable The Company makes estimates of the collectability of its tenant receivables related to base rents, including deferred rents receivable, expense reimbursements and other revenue or income. |
Concentration Risk, Credit Risk, Policy | Concentration of Credit Risk A concentration of credit risk arises in the Company’s business when a tenant occupies a substantial amount of space in properties owned by the Company or accounts for a substantial amount of annual revenue. In that event, if the tenant suffers a significant downturn in its business, it may become unable to make its contractual rent payments to the Company, exposing the Company to potential losses in rental revenue, expense recoveries, and percentage rent. Generally, the Company does not obtain security deposits from the nationally-based or regionally-based tenants in support of their lease obligations to the Company. The Company regularly monitors its tenant base to assess potential concentrations of credit risk. As of December 31, 2021, Intent to Dine, LLC, 450 Hayes Valley, LLC, La Conq, LLC each accounted for more than 10% of the Company’s annualized minimum rent. As of December 31, 2021, there were no amounts outstanding from Intent to Dine, LLC, or La Conq, LLC and the amounts outstanding from 450 Hayes Valley, LLC, were immaterial. |
Segment Reporting, Policy | Reportable Segments ASC 280, Segment Reporting , establishes standards for reporting financial and descriptive information about an enterprise’s reportable segments. The Company has one reportable segment, income-producing retail properties, which consists of activities related to investing in real estate. The retail properties are geographically diversified throughout the United States, and the Company evaluates operating performance on an overall portfolio level. |
Investments in Real Estate | Investments in Real Estate The Company applies the provisions of ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business (“ASU 2017-01”) to account for property acquisitions. ASU No. 2017-01 clarifies the framework for determining whether an integrated set of assets and activities meets the definition of a business. The revised framework establishes a screen for determining whether an integrated set of assets and activities is a business and narrows the definition of a business, which is expected to result in fewer transactions being accounted for as business combinations. Acquisitions of integrated sets of assets and activities that do not meet the definition of a business are accounted for as asset acquisitions. Evaluation of business combination or asset acquisition: The Company evaluates each acquisition of real estate to determine if the integrated set of assets and activities acquired meet the definition of a business and need to be accounted for as a business combination. If either of the following criteria is met, the integrated set of assets and activities acquired would not qualify as a business: • Substantially all of the fair value of the gross assets acquired is concentrated in either a single identifiable asset or a group of similar identifiable assets; or • The integrated set of assets and activities is lacking, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs (i.e. revenue generated before and after the transaction). An acquired process is considered substantive if: • The process includes an organized workforce (or includes an acquired contract that provides access to an organized workforce), that is skilled, knowledgeable, and experienced in performing the process; • The process cannot be replaced without significant cost, effort, or delay; or • The process is considered unique or scarce. Generally, the Company expects that acquisitions of real estate will not meet the revised definition of a business because substantially all of the fair value is concentrated in a single identifiable asset or group of similar identifiable assets (i.e. land, buildings, and related intangible assets), or because the acquisition does not include a substantive process in the form of an acquired workforce or an acquired contract that cannot be replaced without significant cost, effort or delay. In asset acquisitions, the purchase consideration, including acquisition costs, is allocated to the individual assets acquired and liabilities assumed on a relative fair value basis. As a result, asset acquisitions do not result in the recognition of goodwill or a bargain purchase gain. Depreciation and amortization is computed using a straight-line method over the estimated useful lives of the assets as follows: Years Buildings and improvements 5 - 30 years Tenant improvements 1 - 15 years Tenant improvement costs recorded as capital assets are depreciated over the tenant’s remaining lease term, which the Company has determined approximates the useful life of the improvement. Expenditures for ordinary maintenance and repairs are expensed to operations as incurred. Significant renovations and improvements that improve or extend the useful lives of assets are capitalized. Acquisition costs related to asset acquisitions are capitalized in the consolidated balance sheets. |
Properties Under Development, Policy | Properties Under Development The initial cost of properties under development includes the acquisition cost of the property, direct development costs and borrowing costs directly attributable to the development. Borrowing costs associated with direct expenditures on properties under development are capitalized. The amount of capitalized borrowing costs is determined by reference to borrowings specific to the project, where relevant. Borrowing costs are capitalized from the commencement of the development until the date of practical completion. Practical completion is when the property is capable of operating in the manner intended by management. Capitalization of borrowing costs is suspended if there are prolonged periods when development activity is interrupted. Capitalized costs are reduced by any profits from incidental operations. Interest on projects is based on interest rates in place during the development period, and is capitalized until the project is ready for its intended use. The amount of interest capitalized including financing costs amortized during the years ended December 31, 2021 and 2020, was approximately $1.6 million and $2.1 million, respectively. |
Fair Value Measurement, Policy | Fair Value Measurements Under GAAP, the Company is required to measure or disclose certain financial instruments at fair value on a recurring basis. In addition, the Company is required to measure other financial instruments and balances at fair value on a non-recurring basis (e.g., carrying value of impaired real estate loans receivable and long-lived assets). Fair value is defined as the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The GAAP fair value framework uses a three-tiered approach. Fair value measurements are classified and disclosed in one of the following three categories: • Level 1: unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities; • Level 2: quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and • Level 3: prices or valuation techniques where little or no market data is available for inputs that are significant to the fair value measurement. When available, the Company utilizes quoted market prices or other observable inputs (Level 2 inputs), such as interest rates or yield curves, from independent third-party sources to determine fair value and classify such items in Level 1 or Level 2. In instances where the market for a financial instrument is not active, regardless of the availability of a nonbinding quoted market price, observable inputs might not be relevant and could require the Company to use significant judgment to derive a fair value measurement. Additionally, in an inactive market, a market price quoted from an independent third-party may rely more on models with inputs based on information available only to that independent third party. When the Company determines the market for an asset owned by it to be illiquid or when market transactions for similar instruments do not appear orderly, the Company uses several valuation sources (including internal valuations, discounted cash flow analysis and external appraisals) and establishes a fair value by assigning weights to the various valuation sources. Additionally, when determining the fair value of liabilities in circumstances in which a quoted price in an active market for an identical liability is not available, the Company measures fair value using (i) a valuation technique that uses the quoted price of the identical liability when traded as an asset or quoted prices for similar liabilities when traded as assets; or (ii) a present value technique that considers the future cash flows based on contractual obligations discounted by observed or estimated market rates of comparable liabilities. The use of contractual cash flows with regard to amount and timing significantly reduces the judgment applied in arriving at fair value. Changes in assumptions or estimation methodologies can have a material effect on these estimated fair values. In this regard, the derived fair value estimates cannot be substantiated by comparison to independent markets and, in many cases, may not be realized in an immediate settlement of the instrument. The Company considers the following factors to be indicators of an inactive market: (1) there are few recent transactions; (2) price quotations are not based on current information; (3) price quotations vary substantially either over time or among market makers (for example, some brokered markets); (4) indexes that previously were highly correlated with the fair values of the asset or liability are demonstrably uncorrelated with recent indications of fair value for that asset or liability; (5) there is a significant increase in implied liquidity risk premiums, yields, or performance indicators (such as delinquency rates or loss severities) for observed transactions or quoted prices when compared with the Company’s estimate of expected cash flows, considering all available market data about credit and other nonperformance risk for the asset or liability; (6) there is a wide bid-ask spread or significant increase in the bid-ask spread; (7) there is a significant decline or absence of a market for new issuances (that is, a primary market) for the asset or liability or similar assets or liabilities; and (8) little information is released publicly (for example, a principal-to-principal market). The Company considers the following factors to be indicators of non-orderly transactions: (1) there was not adequate exposure to the market for a period before the measurement date to allow for marketing activities that are usual and customary for transactions involving such assets or liabilities under current market conditions; (2) there was a usual and customary marketing period, but the seller marketed the asset or liability to a single market participant; (3) the seller is in or near bankruptcy or receivership (that is, distressed), or the seller was required to sell to meet regulatory or legal requirements (that is, forced); and (4) the transaction price is an outlier when compared with other recent transactions for the same or similar assets or liabilities. |
Deferred Financing Costs, Policy | Deferred Financing Costs Deferred financing costs represent commitment fees, loan fees, legal fees and other third-party costs associated with obtaining financing. These costs are amortized over the terms of the respective financing agreements using the straight-line method which approximates the effective interest method. Unamortized deferred financing costs are expensed when the associated debt is refinanced or repaid before maturity. Costs incurred in seeking financings that do not close are expensed in the period in which it is determined that the financing will not close. The Company presents deferred financing costs, net of accumulated amortization, as a contra-liability that reduces the carrying amount of the associated note payable, rather than as a deferred asset. Deferred financing costs related to a line-of-credit arrangement are presented on the balance sheet as a deferred asset, regardless of whether there were any outstanding borrowings at period-end. |
Income Tax, Policy | Income Taxes The Company has elected to be taxed as a REIT under the Internal Revenue Code. To qualify as a REIT, the Company must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of the Company’s annual REIT taxable income to stockholders (which is computed without regard to the dividends paid deduction or net capital gain and which does not necessarily equal net income as calculated in accordance with GAAP). As a REIT, the Company generally will not be subject to federal income tax on income that it distributes as dividends to its stockholders. If the Company fails to qualify as a REIT in any taxable year, it will be subject to federal income tax on its taxable income at regular corporate income tax rates and generally will not be permitted to qualify for treatment as a REIT for federal income tax purposes for the four taxable years following the year during which qualification is lost, unless the Internal Revenue Service grants the Company relief under certain statutory provisions. Such an event could materially and adversely affect the Company’s net income and net cash available for distribution to stockholders. However, the Company believes that it is organized and operates in such a manner as to qualify for treatment as a REIT. Even if the Company qualifies as a REIT, it may be subject to certain state or local income taxes, and to U.S. federal income and excise taxes on its undistributed income. The Company evaluates tax positions taken in the consolidated financial statements under the interpretation for accounting for uncertainty in income taxes. As a result of this evaluation, the Company may recognize a tax benefit from an uncertain tax position only if it is “more-likely-than-not” that the tax position will be sustained on examination by taxing authorities. When necessary, deferred income taxes are recognized in certain taxable entities. Deferred income tax is generally a function of the period’s temporary differences (items that are treated differently for tax purposes than for financial reporting purposes). A valuation allowance for deferred income tax assets is provided if all or some portion of the deferred income tax asset may not be realized. Any increase or decrease in the valuation allowance is generally included in deferred income tax expense. The Company’s tax returns remain subject to examination and consequently, the taxability of the distributions is subject to change. |
Earnings Per Share, Policy | Earnings Per Share Basic earnings per share (“EPS”) is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Diluted EPS is computed after adjusting the basic EPS computation for the effect of potentially dilutive securities outstanding during the period. The effect of non-vested shares, if dilutive, is computed using the treasury stock method. The Company accounts for non-vested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) as participating securities, which are included in the computation of earnings per share pursuant to the two-class method. The Company’s excess of distributions over earnings related to participating securities are shown as a reduction in income (loss) attributable to common stockholders in the Company’s computation of EPS. |
Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy | Impairment of Long-lived Assets The Company continually monitors events and changes in circumstances that could indicate that the carrying amounts of its investments in real estate and related intangible assets may not be recoverable. When indicators of potential impairment suggest that the carrying value of real estate and related intangible assets may not be recoverable, the Company assesses the recoverability by estimating whether the Company will recover the carrying value of the real estate and related intangible assets through its undiscounted future cash flows (excluding interest) and its eventual disposition. If, based on this analysis, the Company does not believe that it will be able to recover the carrying value of the real estate and related intangible assets and liabilities, the Company would record an impairment loss to the extent that the carrying value exceeds the estimated fair value of the investments in real estate and related intangible assets. Key inputs that the Company estimates in this analysis include projected rental rates, capital expenditures, property sale capitalization rates, and expected holding period of the property. The Company evaluates its equity investments for impairment in accordance with ASC 320, Investments – Debt and Securities (“ASC 320”). ASC 320 provides guidance for determining when an investment is considered impaired, whether impairment is other-than-temporary, and measurement of an impairment loss. The Company continually monitors its properties under development for impairment. Estimates of future cash flows used to test the recoverability of properties under development are based on their expected service potential when development is substantially complete. Those estimates include cash flows associated with all future expenditures necessary to develop the properties under development, including interest payments that will be capitalized as part of the cost of the properties under development. The Company recorded impairment losses during the years ended December 31, 2021 and 2020 of approximately $6.9 million and $13.4 million, respectively, related to the development project and the operating property it owns through joint ventures, which was included in the Company’s consolidated statements of operations. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | |
Cash, Cash Equivalents and Restricted Cash [Table Text Block] | The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported on the consolidated balance sheets that sum to the total of the same such amounts shown on the consolidated statement of cash flows (amounts in thousands): December 31, 2021 December 31, 2020 Cash and cash equivalents $ 1,833 $ 1,816 Restricted cash 574 806 Total cash, cash equivalents, and restricted cash $ 2,407 $ 2,622 |
REAL ESTATE INVESTMENTS REAL _2
REAL ESTATE INVESTMENTS REAL ESTATE INVESTMENTS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Real Estate [Abstract] | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | The following table represents the net operating income related to Shops at Turkey Creek and Topaz Marketplace, which is included in the Company’s consolidated statements of operations (amounts in thousands): Year Ended December 31, 2021 2020 Operating income $ 57 $ 106 |
VARIABLE INTEREST ENTITIES (Tab
VARIABLE INTEREST ENTITIES (Tables) | 12 Months Ended | |
Dec. 31, 2021 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Schedule of Variable Interest Entities | The following table reflects the aggregate assets and liabilities of the Sunset & Gardner Joint Venture and the Wilshire Joint Venture, which were consolidated by the Company, as of December 31, 2021 and 2020 (amounts in thousands): December 31, 2021 2020 ASSETS Investments in real estate Land $ 13,026 $ 13,026 Building and improvements 5,218 10,624 Tenant improvements 467 547 18,711 24,197 Accumulated depreciation (520) (209) Investments in real estate, net 18,191 23,988 Properties under development and development costs: Land 12,958 12,958 Development costs 3,189 2,441 Properties under development and development costs 16,147 15,399 Cash, cash equivalents and restricted cash 371 340 Prepaid expenses and other assets, net 13 11 Other receivables, net 69 — Lease intangibles, net 29 73 TOTAL ASSETS (1) $ 34,820 $ 39,811 LIABILITIES Notes payable, net (2) $ 21,063 $ 20,868 Accounts payable and accrued expenses 347 212 Amounts due to affiliates 4 — Other liabilities 71 33 TOTAL LIABILITIES $ 21,485 $ 21,113 (1) The assets of the Sunset & Gardner Joint Venture and Wilshire Joint Venture can be used only to settle obligations of the respective consolidated joint ventures. (2) As of both December 31, 2021 and 2020, includes approximately $0.2 million and $0.3 million, respectively, of deferred financing costs, net, as a contra-liability. The creditors of the consolidated joint ventures do not have recourse to the general credit of the Company. The notes payable of the Wilshire Joint Venture is partially guaranteed by the Company, refer to Note 8, “Notes Payable, Net”. The notes payable of the Sunset & Gardner Joint Venture is not guaranteed by the Company. | [1],[2] |
[1] | As of both December 31, 2021 and 2020, includes approximately $0.2 million and $0.3 million, respectively, of deferred financing costs, net, as a contra-liability. The creditors of the consolidated joint ventures do not have recourse to the general credit of the Company. The notes payable of the Wilshire Joint Venture is partially guaranteed by the Company, refer to Note 8, “Notes Payable, Net”. The notes payable of the Sunset & Gardner Joint Venture is not guaranteed by the Company. | |
[2] | The assets of the Sunset & Gardner Joint Venture and Wilshire Joint Venture can be used only to settle obligations of the respective consolidated joint ventures. |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended | |
Dec. 31, 2021 | ||
Operating Leased Assets [Line Items] | ||
Operating Lease, Lease Income [Table Text Block] | The following table presents the components of income from real estate operations for the year ended December 31, 2021 and 2020 (amounts in thousands): Year Ended 2021 2020 Lease income - operating leases $ 1,999 $ 2,040 Variable lease income (1) 496 592 Rental and reimbursements income $ 2,495 $ 2,632 (1) Primarily includes tenant reimbursements for real estate taxes, insurance, consideration based on sales, common area maintenance, utilities, marketing, and certain other items including negative variable lease income. | [1] |
Lessor, Operating Lease, Payment to be Received, Fiscal Year Maturity | As of December 31, 2021, the future minimum rental income from the Company’s wholly-owned properties under non-cancelable operating leases was as follows (amounts in thousands): 2022 $ 1,806 2023 1,839 2024 1,797 2025 1,549 2026 1,324 Thereafter 5,111 Total $ 13,426 | |
[1] | Primarily includes tenant reimbursements for real estate taxes, insurance, consideration based on sales, common area maintenance, utilities, marketing, and certain other items including negative variable lease income. |
LEASE INTANGIBLES AND BELOW-M_2
LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
Acquired Lease Intangibles and Below Market Lease Liabilities | As of December 31, 2021 and 2020, the Company’s above-market lease intangibles, at-market lease intangibles and below-market lease liabilities were as follows (amounts in thousands): December 31, 2021 December 31, 2020 At-Market Lease Intangibles Above-Market Lease Intangibles Below-Market Lease Liabilities At-Market Lease Intangibles Above-Market Lease Intangibles Below-Market Lease Liabilities Cost $ 1,661 $ 82 $ (388) $ 1,629 $ 82 $ (389) Accumulated amortization (1,176) (67) 258 (662) (36) 142 Total $ 485 $ 15 $ (130) $ 967 $ 46 $ (247) |
Amortization Of Finite Lease Intangibles and Below-Market Lease Liabilities | The Company’s amortization of above-market lease intangibles, at-market lease intangibles and below-market lease liabilities for the years ended December 31, 2021 and 2020, were as follows (amounts in thousands): Above-Market Lease Intangibles At-Market Lease Intangibles Below-Market Lease Liabilities Year Ended Year Ended Year Ended 2021 2020 2021 2020 2021 2020 Amortization $ (31) $ (9) $ (514) $ (197) $ 116 $ 49 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The scheduled future amortization of at-market lease intangibles, above-market lease intangibles and below-market lease liabilities as of December 31, 2021, was as follows (amounts in thousands): At-Market Lease Intangibles Net Increase in Lease Revenues 2021 $ 96 $ (20) 2022 96 (20) 2023 88 (19) 2024 57 (10) 2025 49 (8) Thereafter 99 (38) Total $ 485 $ (115) |
Deferred Lease Costs (Tables)
Deferred Lease Costs (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Deferred Leasing Costs [Table] | As of December 31, 2021 and 2020, details of these deferred costs were as follows (amounts in thousands): December 31, 2021 2020 Deferred leasing costs $ 350 $ 181 Accumulated amortization (80) (18) Deferred leasing costs, net $ 270 $ 163 |
Deferred Lease Costs Amortization [Table] | The Company’s deferred leasing costs amortization for the years ended December 31, 2021 and 2020, were as follows (amounts in thousands): Year Ended 2021 2020 Amortization of deferred leasing costs $ (118) $ (30) |
NOTES PAYABLE, NET (Tables)
NOTES PAYABLE, NET (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of maturities for notes payable outstanding | The following is a schedule of future principal payments for all of the Company’s notes payable outstanding as of December 31, 2021 (amounts in thousands): 2022 $ 22,258 2023 18,000 Total future principal payments 40,258 Unamortized financing costs, net 478 Notes payable, net $ 39,780 |
Interest Income and Interest Expense Disclosure | The following table sets forth interest costs incurred by the Company for the periods presented (amounts in thousands): Year Ended 2021 2020 Expensed Interest costs, net of amortization of deferred financing costs $ 853 $ 346 Amortization of deferred financing costs 412 439 Total interest expensed $ 1,265 $ 785 Capitalized Interest costs, net of amortization of deferred financing costs $ 1,430 $ 1,833 Amortization of deferred financing costs 174 251 Total interest capitalized $ 1,604 $ 2,084 |
EQUITY (Tables)
EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Stockholders' Equity Note [Abstract] | |
Share Redemption Program | The following table summarizes share redemption activity during the year ended December 31, 2020 (amounts in thousands, except shares): Year Ended 2020 Shares of common stock redeemed 19,907 Purchase price $ 117 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Company's basic and diluted (loss)earnings per share | The following table sets forth the computation of the Company’s basic and diluted earnings per share for the years ended December 31, 2021 and 2020 (amounts in thousands, except shares and per share amounts): Year Ended 2021 2020 Numerator - basic and diluted Net loss $ (10,747) $ (15,508) Net loss attributable to non-controlling interests (211) (308) Net loss attributable to common shares $ (10,536) $ (15,200) Denominator - basic and diluted Basic weighted average common shares 10,740,882 10,744,570 Common Units (1) — — Diluted weighted average common shares 10,740,882 10,744,570 Loss per common share - basic and diluted Net loss attributable to common shares $ (0.98) $ (1.41) (1) For the years ended December 31, 2021 and 2020, the effect of 204,323 and 217,475 of convertible Common Units pursuant to the redemption rights outlined in the Company’s registration statement on Form S-11 have not been included as they would not be dilutive. |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transaction, Due from (to) Related Party [Abstract] | |
Related Party Transactions | The following table sets forth the Advisor related party costs incurred and payable by the Company for the periods presented (amounts in thousands): Incurred Payable as of Year Ended December 31, Expensed 2021 2020 2021 2020 Legal leasing fees $ 2 $ — $ — $ — Asset management fees 589 636 48 — Reimbursement of operating expenses 57 23 — — Property management fees 65 81 11 9 Disposition fees 50 157 — — Total $ 763 $ 897 $ 59 $ 9 Capitalized Acquisition fees $ 11 $ 18 $ 4 $ — Leasing fees 52 113 — — Legal leasing fees 10 42 — — Construction management fees 35 138 — 2 Financing coordination fees 87 44 — — Total $ 195 $ 355 $ 4 $ 2 |
SEC Schedule, Article 12-28, _2
SEC Schedule, Article 12-28, Real Estate and Accumulated Depreciation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure [Abstract] | |
Schedule of Real Estate Properties | (amounts in thousands) Initial Cost to Company Cost Capitalized Subsequent to Acquisition (1) Gross Amount of Which Carried at Life on which Depreciation in Latest Statement of Operations is Computed (3) Encumbrances Land Building Land Building Total (2) Accumulated Depreciation Acquisition Date Topaz Marketplace $ — $ 2,120 $ 10,724 $ (12,590) $ 254 $ — $ 254 $ — 9/23/2011 n/a 400 Grove Street 1,450 1,009 1,813 — 1,009 1,813 2,822 (332) 6/14/2016 5-30 8 Octavia Street 1,500 728 1,847 803 728 2,650 3,378 (415) 6/14/2016 5-30 Fulton Shops 2,200 1,187 3,254 2 1,187 3,256 4,443 (647) 7/27/2016 5-30 450 Hayes 3,650 2,324 5,009 367 2,324 5,376 7,700 (997) 12/22/2016 5-30 388 Fulton 2,300 1,109 2,943 319 1,112 3,259 4,371 (642) 01/04/2017 5-30 Silver Lake 6,900 5,747 6,646 631 5,760 7,264 13,024 (1,595) 01/11/2017 5-30 Wilshire Property 12,560 12,893 613 5,205 13,026 5,685 18,711 (520) 03/08/2016 5-30 Total $ 30,560 $ 27,117 $ 32,849 $ (5,263) $ 25,400 $ 29,303 $ 54,703 $ (5,148) (1) The cost capitalized subsequent to acquisition may include negative balances resulting from the write-off and impairment of real estate assets, and parcel sales. (2) The aggregate net tax basis of land and buildings for federal income tax purposes is $61.7 million. (3) Buildings and building improvements are depreciated over their useful lives as shown. Tenant improvements are amortized over the life of the related lease, which with our current portfolio can vary from 1 year to over 15 years. |
Schedule III Real Estate and Accumulated Depreciation | (in thousands) Year Ended December 31, 2021 2020 Real Estate: Balance at the beginning of the year $ 59,764 $ 38,532 Improvements 668 565 Dispositions (101) (2) Impairments (5,628) (4,447) Balances associated with changes in reporting presentation (1) — 25,116 Balance at the end of the year $ 54,703 $ 59,764 Accumulated Depreciation: Balance at the beginning of the year $ 3,797 $ 3,308 Depreciation expense 1,452 1,154 Dispositions (101) (2) Balances associated with changes in reporting presentation (1) — (663) Balance at the end of the year $ 5,148 $ 3,797 (1) The balances associated with changes in reporting presentation represent real estate and accumulated depreciation reclassified as assets held for sale. |
ORGANIZATION AND BUSINESS (Deta
ORGANIZATION AND BUSINESS (Details Textual) ft² in Thousands, $ in Thousands | Apr. 27, 2021USD ($) | Dec. 31, 2021USD ($)ft² | Dec. 31, 2020USD ($) |
Real Estate Properties [Line Items] | |||
Number of Real Estate Properties | 6 | ||
Net Rentable Area | ft² | 27 | ||
Number of States in which Entity Operates | 1 | ||
Percent of Real Estate Properties Leased | 86.00% | ||
Cash and Cash Equivalents | $ 1,833 | $ 1,816 | |
Restricted Cash | $ 574 | $ 806 | |
Shops at Turkey Creek | |||
Real Estate Properties [Line Items] | |||
Proceeds from Sale of Buildings | $ 3,800 | ||
Wilshire Joint Venture [Member] | |||
Real Estate Properties [Line Items] | |||
Net Rentable Area | ft² | 12 | ||
Percent of Real Estate Properties Leased | 45.00% | ||
Strategic Realty Trust [Member] | |||
Real Estate Properties [Line Items] | |||
Partnership Interest Ownership Percentage | 98.10% | 98.00% |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | |||
Cash and Cash Equivalents | $ 1,833 | $ 1,816 | |
Restricted Cash | 574 | 806 | |
Cash, cash equivalents and restricted cash | $ 2,407 | $ 2,622 | $ 7,241 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES IMPAIRMENTS OF LONG-LIVED ASSETS (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Impairment, Long-Lived Asset, Held-for-Use [Abstract] | ||
Loss on impairment of real estate | $ 6,897 | $ 13,383 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Concentration of Credit Risk (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
3705 Group LLC [Member] | ||
Concentration Risk [Line Items] | ||
Fair Value, Concentration of Risk, Accounts Receivable | $ 0.3 | |
La Conq, LLC [Member] | ||
Concentration Risk [Line Items] | ||
Fair Value, Concentration of Risk, Accounts Receivable | $ 0 | $ 0 |
Intent to Dine, LLC [Member] | ||
Concentration Risk [Line Items] | ||
Fair Value, Concentration of Risk, Accounts Receivable | $ 0 |
Accounting Policies (Details)
Accounting Policies (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Accounting Policies [Abstract] | ||
Deferred Rent Receivables, Net | $ 0.6 | $ 0.6 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Real Estate Investments (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Maximum [Member] | Building and Building Improvements | |
Accounting Policies [Abstract] | |
Property, Plant and Equipment, Useful Life | 30 years |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 30 years |
Maximum [Member] | Leasehold Improvements | |
Accounting Policies [Abstract] | |
Property, Plant and Equipment, Useful Life | 15 years |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 15 years |
Minimum [Member] | Building and Building Improvements | |
Accounting Policies [Abstract] | |
Property, Plant and Equipment, Useful Life | 5 years |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Minimum [Member] | Leasehold Improvements | |
Accounting Policies [Abstract] | |
Property, Plant and Equipment, Useful Life | 1 year |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 1 year |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Properties Under Development (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||
Interest Costs Capitalized | $ 1.6 | $ 2.1 |
REAL ESTATE INVESTMENTS (Detail
REAL ESTATE INVESTMENTS (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Apr. 27, 2021 | Feb. 10, 2020 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Net gain on disposal of real estate | $ 422 | $ 947 | ||
Operating Income (loss) | (11,169) | (16,455) | ||
Shops at Turkey Creek | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Sales Price | $ 4,000 | |||
Net gain on disposal of real estate | 400 | |||
Operating Income (loss) | $ 57 | 106 | ||
Topaz Marketplace [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Sales Price | $ 10,500 | |||
Net gain on disposal of real estate | $ 900 |
VARIABLE INTEREST ENTITIES SUNS
VARIABLE INTEREST ENTITIES SUNSET & GARDER (Details) - Sunset and Gardner Joint Venture [Member] - USD ($) $ in Millions | Jan. 28, 2016 | Jan. 07, 2016 | Dec. 31, 2021 |
Variable Interest Entity [Line Items] | |||
Payments to Acquire Interest in Joint Venture | $ 5.3 | ||
CapitalInterestPercentageInJointVenture | 100.00% | ||
Proceeds from Loan Originations | $ 10.7 | ||
Payments to Acquire Real Estate | $ 13 | ||
Profit Sharing Ratio of Joint Venture | 50.00% | ||
Subsequent Contribution [Member] | |||
Variable Interest Entity [Line Items] | |||
Payments to Acquire Interest in Joint Venture | $ 8.5 | ||
Strategic Realty Trust [Member] | |||
Variable Interest Entity [Line Items] | |||
Profit Sharing Ratio of Joint Venture | 50.00% | ||
Sunset Gardner LA LLC | |||
Variable Interest Entity [Line Items] | |||
Profit Sharing Ratio of Joint Venture | 50.00% | ||
Minimum [Member] | Subsequent Contribution [Member] | |||
Variable Interest Entity [Line Items] | |||
Payments to Acquire Interest in Joint Venture | $ 0.7 |
VARIABLE INTEREST ENTITIES 3032
VARIABLE INTEREST ENTITIES 3032 WILSHIRE (Details) - USD ($) $ in Millions | Mar. 08, 2016 | Mar. 07, 2016 | Jan. 28, 2016 | Jan. 07, 2016 | Dec. 31, 2021 | Jan. 05, 2016 | Dec. 14, 2015 |
Wilshire Joint Venture [Member] | |||||||
Variable Interest Entity [Line Items] | |||||||
Payments to Acquire Interest in Joint Venture | $ 5.7 | ||||||
Proceeds from Loan Originations | $ 8.5 | ||||||
Deposits Assets, Current | $ 0.1 | $ 0.5 | |||||
Payments to Acquire Real Estate | $ 13.5 | ||||||
CapitalInterestPercentageInJointVenture | 100.00% | ||||||
Wilshire Joint Venture [Member] | Subsequent Contribution [Member] | |||||||
Variable Interest Entity [Line Items] | |||||||
Payments to Acquire Interest in Joint Venture | $ 9.3 | ||||||
Wilshire Joint Venture [Member] | Strategic Realty Trust [Member] | |||||||
Variable Interest Entity [Line Items] | |||||||
Profit Sharing Ratio of Joint Venture | 50.00% | ||||||
Wilshire Joint Venture [Member] | 3032 Wilshire SM | |||||||
Variable Interest Entity [Line Items] | |||||||
Profit Sharing Ratio of Joint Venture | 50.00% | ||||||
Sunset and Gardner Joint Venture [Member] | |||||||
Variable Interest Entity [Line Items] | |||||||
Payments to Acquire Interest in Joint Venture | $ 5.3 | ||||||
Proceeds from Loan Originations | 10.7 | ||||||
Payments to Acquire Real Estate | $ 13 | ||||||
CapitalInterestPercentageInJointVenture | 100.00% | ||||||
Profit Sharing Ratio of Joint Venture | 50.00% | ||||||
Sunset and Gardner Joint Venture [Member] | Subsequent Contribution [Member] | |||||||
Variable Interest Entity [Line Items] | |||||||
Payments to Acquire Interest in Joint Venture | $ 8.5 | ||||||
Sunset and Gardner Joint Venture [Member] | Strategic Realty Trust [Member] | |||||||
Variable Interest Entity [Line Items] | |||||||
Profit Sharing Ratio of Joint Venture | 50.00% | ||||||
Sunset and Gardner Joint Venture [Member] | Sunset Gardner LA LLC | |||||||
Variable Interest Entity [Line Items] | |||||||
Profit Sharing Ratio of Joint Venture | 50.00% |
VARIABLE INTEREST ENTITIES (Det
VARIABLE INTEREST ENTITIES (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Real Estate Investment Property, Net [Abstract] | ||||
Land | $ 25,400 | $ 25,400 | ||
Building and improvements | 27,550 | 32,165 | ||
Tenant improvements | 1,753 | 2,199 | ||
Real Estate Investment Property, at Cost | 54,703 | 59,764 | ||
Accumulated depreciation | (5,148) | (3,797) | ||
Investments in real estate, net | 49,555 | 55,967 | ||
Properties under development and development costs: | ||||
Land | 12,958 | 12,958 | ||
Development costs | 3,189 | 2,441 | ||
Properties under development and development costs | 16,147 | 15,399 | ||
Cash, cash equivalents and restricted cash | 2,407 | 2,622 | $ 7,241 | |
Prepaid expenses and other assets, net | 129 | 106 | ||
Other receivables, net | 844 | 566 | ||
Lease intangibles, net | 500 | 1,013 | ||
Total assets | [1] | 69,852 | 79,060 | |
LIABILITIES | ||||
Notes payable | 39,780 | 38,339 | ||
Accounts payable and accrued expenses | 731 | 674 | ||
Amounts due to affiliates | 63 | 11 | ||
Other liabilities | 240 | 134 | ||
TOTAL LIABILITIES (1) | [1] | 40,944 | 39,405 | |
Variable Interest Entity, Primary Beneficiary [Member] | ||||
Real Estate Investment Property, Net [Abstract] | ||||
Land | 13,026 | 13,026 | ||
Building and improvements | 5,218 | 10,624 | ||
Tenant improvements | 467 | 547 | ||
Real Estate Investment Property, at Cost | 18,711 | 24,197 | ||
Accumulated depreciation | (520) | (209) | ||
Investments in real estate, net | 18,191 | 23,988 | ||
Properties under development and development costs: | ||||
Land | 12,958 | 12,958 | ||
Development costs | 3,189 | 2,441 | ||
Properties under development and development costs | 16,147 | 15,399 | ||
Cash, cash equivalents and restricted cash | 371 | 340 | ||
Prepaid expenses and other assets, net | 13 | 11 | ||
Other receivables, net | 69 | 0 | ||
Lease intangibles, net | 29 | 73 | ||
Total assets | [2] | 34,820 | 39,811 | |
LIABILITIES | ||||
Notes payable | [3] | 21,063 | 20,868 | |
Accounts payable and accrued expenses | 347 | 212 | ||
Amounts due to affiliates | 4 | 0 | ||
Other liabilities | 71 | 33 | ||
TOTAL LIABILITIES (1) | 21,485 | 21,113 | ||
Deferred Costs | $ 200 | $ 300 | ||
[1] | As of December 31, 2021 and 2020, includes approximately $34.8 million and $39.8 million, respectively, of assets related to consolidated variable interest entities that can be used only to settle obligations of the consolidated variable interest entities and approximately $21.5 million and $21.1 million, respectively, of liabilities of consolidated variable interest entities for which creditors do not have recourse to the general credit of the Company. Refer to Note 4. “Variable Interest Entities”. | |||
[2] | The assets of the Sunset & Gardner Joint Venture and Wilshire Joint Venture can be used only to settle obligations of the respective consolidated joint ventures. | |||
[3] | As of both December 31, 2021 and 2020, includes approximately $0.2 million and $0.3 million, respectively, of deferred financing costs, net, as a contra-liability. The creditors of the consolidated joint ventures do not have recourse to the general credit of the Company. The notes payable of the Wilshire Joint Venture is partially guaranteed by the Company, refer to Note 8, “Notes Payable, Net”. The notes payable of the Sunset & Gardner Joint Venture is not guaranteed by the Company. |
LEASES (Details Textual)
LEASES (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Lessee, Operating Lease, Term of Contract | 9 years 10 months 24 days | |
Operating Leases Weighted Average Remaining Term | 6 years 3 months 18 days | |
Security Deposit | $ 100,000 | $ 100,000 |
Real Estate Properties [Line Items] | ||
Deferred Income | $ 0 | |
COVID-19 [Member] | ||
Real Estate Properties [Line Items] | ||
Percentage of Tenants Requested Relief Square Feet | 94.00% | |
Unmodified leases | 47.00% | |
Modified leases | 28.00% | |
Leases in default | 25.00% |
LEASES LEASES (Income from Real
LEASES LEASES (Income from Real Estate Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | ||
Leases [Abstract] | |||
Lease income - operating leases | $ 1,999 | $ 2,040 | |
Variable lease income (1) | [1] | 496 | 592 |
Rental and reimbursements income | $ 2,495 | $ 2,632 | |
[1] | Primarily includes tenant reimbursements for real estate taxes, insurance, consideration based on sales, common area maintenance, utilities, marketing, and certain other items including negative variable lease income. |
LEASES LEASES (Rental Income Ou
LEASES LEASES (Rental Income Outstanding and Deferred) (Details) - USD ($) $ in Thousands | Feb. 28, 2022 | Dec. 31, 2021 |
Tenant Receivables [Line Items] | ||
Accounts Receivable, before Allowance for Credit Loss | $ 300 | |
Subsequent Event [Member] | ||
Tenant Receivables [Line Items] | ||
Subsequent collection of outstanding accounts receivable | $ 40 | |
Subsequent collection of outstanding accounts receivable, percent | 16.00% |
LEASES (Future Minimum Lease Pa
LEASES (Future Minimum Lease Payments) (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Operating Leases, Future Minimum Payments Receivable [Abstract] | |
2022 | $ 1,806 |
2023 | 1,839 |
2024 | 1,797 |
2025 | 1,549 |
2026 | 1,324 |
Thereafter | 5,111 |
Total | $ 13,426 |
LEASE INTANGIBLES AND BELOW-M_3
LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Lease intangibles, net | $ 500 | $ 1,013 |
Below - Market Lease Liabilities, Cost | (388) | (389) |
Below - Market Lease Liabilities, Accumulated amortization | 258 | 142 |
Below Market Lease, Net | (130) | (247) |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Below Market Lease, Net | 130 | 247 |
Lease intangibles, net | 500 | 1,013 |
Above Market Leases | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Lease Intangibles, Cost | 82 | 82 |
Lease Intangibles, Accumulated amortization | (67) | (36) |
Lease intangibles, net | 15 | 46 |
Below Market Lease, Net | 115 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Below Market Lease, Amortization Income, Year One | (20) | |
Below Market Lease, Amortization Income, Year Two | (20) | |
Below Market Lease, Amortization Income, Year Three | (19) | |
Below Market Lease, Amortization Income, Year Four | (10) | |
Below Market Lease, Amortization Income, Year Five | (8) | |
Below Market Lease, Amortization Income, after Year Five | (38) | |
Below Market Lease, Net | (115) | |
Lease intangibles, net | 15 | 46 |
Amortization of Intangible Assets | (31) | (9) |
Leases, Acquired-in-Place | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Lease Intangibles, Cost | 1,661 | 1,629 |
Lease Intangibles, Accumulated amortization | (1,176) | (662) |
Lease intangibles, net | 485 | 967 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Expected Amortization, Year One | 96 | |
Finite-Lived Intangible Asset, Expected Amortization, Year Two | 96 | |
Finite-Lived Intangible Asset, Expected Amortization, Year Three | 88 | |
Finite-Lived Intangible Asset, Expected Amortization, Year Four | 57 | |
Finite-Lived Intangible Asset, Expected Amortization, Year Five | 49 | |
Finite-Lived Intangible Asset, Expected Amortization, after Year Five | 99 | |
Lease intangibles, net | 485 | 967 |
Amortization of Intangible Assets | $ (514) | $ (197) |
LEASE INTANGIBLES AND BELOW-M_4
LEASE INTANGIBLES AND BELOW-MARKET LEASE LIABILITIES LEASE INTANGIBLE AND BELOW-MARKET LEASE AMORTIZATION (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Amortization [Abstract] | ||
Amortization of Below-Market Lease Liabilities | $ 116 | $ 49 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Lease intangibles, net | 500 | 1,013 |
Below - Market Lease Liabilities, Cost | (388) | (389) |
Below - Market Lease Liabilities, Accumulated amortization | 258 | 142 |
Below Market Lease, Net | (130) | (247) |
Leases, Acquired-in-Place | ||
Amortization [Abstract] | ||
Amortization of Intangible Assets | (514) | (197) |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Lease intangibles, net | 485 | 967 |
Lease Intangibles, Cost | 1,661 | 1,629 |
Lease Intangibles, Accumulated amortization | (1,176) | (662) |
Above Market Leases | ||
Amortization [Abstract] | ||
Amortization of Intangible Assets | (31) | (9) |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Lease intangibles, net | 15 | 46 |
Lease Intangibles, Cost | 82 | 82 |
Lease Intangibles, Accumulated amortization | (67) | $ (36) |
Below Market Lease, Net | $ 115 |
Deferred Lease Costs (Details)
Deferred Lease Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Deferred Costs, Leasing, Gross | $ 350 | $ 181 |
Deferred Costs, Leasing, Accumulated Amortization | (80) | (18) |
Deferred Costs, Leasing, Net | 270 | 163 |
Amortization of Deferred Charges | $ 118 | $ 30 |
NOTES PAYABLE, NET NOTES PAYABL
NOTES PAYABLE, NET NOTES PAYABLE, NET (Multi-Property Secured Financing) (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Debt Instrument [Line Items] | |
Secured Debt | $ 18 |
Secured Debt [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Maturity Date | Jan. 9, 2023 |
Debt Instrument, Description of Variable Rate Basis | 30-day LIBOR |
Debt Instrument, Basis Spread on Variable Rate | 2.80% |
Secured Debt [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Basis Spread on Variable Rate | 1.50% |
Measurement Input, Default Rate [Member] | Secured Debt [Member] | |
Debt Instrument [Line Items] | |
Debt Instrument, Basis Spread on Variable Rate | 5.00% |
NOTES PAYABLE, NET (Loans Secur
NOTES PAYABLE, NET (Loans Secured by Properties Under Development) (Details) - USD ($) | May 07, 2019 | Mar. 07, 2016 | Jan. 28, 2016 | Dec. 31, 2021 | Nov. 09, 2021 | Jul. 21, 2021 | Jun. 30, 2021 | Oct. 31, 2019 |
Short-term Debt [Line Items] | ||||||||
Interest Rate | 7.00% | |||||||
Secured Debt [Member] | ||||||||
Short-term Debt [Line Items] | ||||||||
Debt Instrument, Description of Variable Rate Basis | 30-day LIBOR | |||||||
Debt Instrument, Basis Spread on Variable Rate | 2.80% | |||||||
Debt Instrument, Maturity Date | Jan. 9, 2023 | |||||||
Wilshire Joint Venture [Member] | ||||||||
Short-term Debt [Line Items] | ||||||||
Proceeds from Loan Originations | $ 8,500,000 | |||||||
Payments to Acquire Interest in Joint Venture | $ 5,700,000 | |||||||
Wilshire Joint Venture [Member] | ||||||||
Short-term Debt [Line Items] | ||||||||
Proceeds from Loan Originations | $ 12,600,000 | |||||||
Debt Instrument, Description of Variable Rate Basis | 1-month LIBOR | |||||||
Debt Instrument, Basis Spread on Variable Rate | 4.25% | |||||||
Debt Instrument, Maturity Date | May 10, 2022 | |||||||
Sunset and Gardner Joint Venture [Member] | ||||||||
Short-term Debt [Line Items] | ||||||||
Proceeds from Loan Originations | $ 8,700,000 | |||||||
Interest Rate | 7.90% | 6.50% | 6.90% | |||||
Debt Instrument, Interest Rate, Effective Percentage | 7.30% | |||||||
Debt Instrument, Maturity Date | Oct. 31, 2022 | |||||||
Maximum [Member] | Wilshire Joint Venture [Member] | ||||||||
Short-term Debt [Line Items] | ||||||||
Proceeds from Loan Originations | $ 13,900,000 | |||||||
Minimum [Member] | Secured Debt [Member] | ||||||||
Short-term Debt [Line Items] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | |||||||
Minimum [Member] | Wilshire Joint Venture [Member] | ||||||||
Short-term Debt [Line Items] | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.467% | |||||||
Subsequent Contribution [Member] | Wilshire Joint Venture [Member] | ||||||||
Short-term Debt [Line Items] | ||||||||
Payments to Acquire Interest in Joint Venture | $ 3,100,000 |
NOTES PAYABLE, NET (Future Prin
NOTES PAYABLE, NET (Future Principal Payments) (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Schedule of maturities for notes payable outstanding | ||
2022 | $ 22,258 | |
2023 | 18,000 | |
Total (1) | 40,258 | |
Deferred Costs | 478 | |
Notes payable, net | $ 39,780 | $ 38,339 |
NOTES PAYABLE, NET NOTES PAYA_2
NOTES PAYABLE, NET NOTES PAYABLE, NET (Interest Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Short-term Debt [Line Items] | ||
Interest Income (Expense), Net | $ 853 | $ 346 |
Amortization of Deferred Financing Costs | 412 | 439 |
Interest expense | 1,265 | 785 |
Interest Costs Capitalized | 1,600 | 2,100 |
Interest Payable | 200 | 200 |
Variable Interest Entity, Primary Beneficiary [Member] | ||
Short-term Debt [Line Items] | ||
Interest Costs Incurred | 1,430 | 1,833 |
Amortization of Deferred Financing Costs | 174 | 251 |
Interest Costs Capitalized | 1,604 | 2,084 |
Interest Payable | $ 100 | $ 100 |
FAIR VALUE DISCLOSURES (Details
FAIR VALUE DISCLOSURES (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loss on impairment of real estate | $ 6,897 | $ 13,383 |
Fair Value, Inputs, Level 3 | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
FairValueInputsTerminalCapitalizationRate | 4.60% | |
Fair Value, Inputs, Level 3 | Minimum [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
FairValueInputsTerminalCapitalizationRate | 4.23% | |
Fair Value, Inputs, Level 3 | Maximum [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
FairValueInputsTerminalCapitalizationRate | 4.50% | |
Wilshire Joint Venture [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loss on impairment of real estate | $ 5,600 | $ 4,400 |
Sunset and Gardner Joint Venture [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loss on impairment of real estate | $ 1,300 | $ 8,900 |
EQUITY (Common Stock) (Details)
EQUITY (Common Stock) (Details) - USD ($) $ / shares in Units, $ in Millions | Nov. 04, 2015 | Feb. 07, 2013 | Dec. 31, 2021 | Dec. 31, 2020 |
Class of Stock [Line Items] | ||||
Common Stock, Shares Authorized | 400,000,000 | 400,000,000 | ||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | ||
Common Stock, Shares, Issued | 10,752,966 | 10,739,814 | ||
Common Stock | ||||
Class of Stock [Line Items] | ||||
Common Stock, Shares Authorized | 400,000,000 | |||
Common Stock, Par or Stated Value Per Share | $ 0.01 | |||
Common Stock, Shares, Issued | 10,688,940 | |||
Proceeds from Issuance of Common Stock | $ 104.7 | |||
Stock Issued During Period, Shares, Dividend Reinvestment Plan | 391,182 | |||
Proceeds from Issuance of Common Stock, Dividend Reinvestment Plan | $ 3.6 | |||
SpecialDistributionShaesIssuedtoStockholders | 273,729 | |||
Cumulative stock redeemed to date, shares | 878,458 | |||
Cumulative stock redeemed to date, value | $ 6.2 | |||
Restricted Stock | ||||
Class of Stock [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 50,000 |
EQUITY Common Units of the OP (
EQUITY Common Units of the OP (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 30, 2014 | Dec. 31, 2021 | Mar. 12, 2012 | May 26, 2011 |
Class of Stock [Line Items] | ||||
Stock Issued During Period, Value, Conversion of Units | $ 0 | |||
Affiliated Entity | ||||
Class of Stock [Line Items] | ||||
Proceeds from Contributed Capital | $ 1 | |||
Operating Partnership Interest | 15.00% | |||
Cumulative Rate of Return | 7.00% | |||
Common Stock | ||||
Class of Stock [Line Items] | ||||
Stock Issued During Period, Shares, Conversion of Units | 13,152 | |||
Stock Issued During Period, Value, Conversion of Units | $ 0 | |||
AntidilutedConvertibleCommonUnitsOfRedemption | 1,000 | |||
Additional Paid-in Capital | ||||
Class of Stock [Line Items] | ||||
Stock Issued During Period, Value, Conversion of Units | $ 42 | |||
Pinehurst [Member] | ||||
Class of Stock [Line Items] | ||||
Common Unit, Issued | 287,472 | |||
Common Unit, Issuance Value | $ 2,600 | |||
Common Unit, Issuance Value per Unit | $ 9 | |||
Shops at Turkey Creek | ||||
Class of Stock [Line Items] | ||||
Common Unit, Issued | 144,324 | |||
Common Unit, Issuance Value | $ 1,400 | |||
Common Unit, Issuance Value per Unit | $ 9.50 |
EQUITY Preferred Stock (Details
EQUITY Preferred Stock (Details) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Equity [Abstract] | ||
Preferred Stock, Shares Authorized | 50,000,000 | 50,000,000 |
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
EQUITY (Share Redemption) (Deta
EQUITY (Share Redemption) (Details) - USD ($) | Nov. 04, 2015 | Dec. 31, 2021 | Dec. 31, 2020 |
Class of Stock [Line Items] | |||
Common Stock Outstanding Percentage | 5.00% | ||
Redemption Price for Shares Percentage | 100.00% | ||
Share Redemption Amount Minimum Limit | $ 5,000 | ||
Stock Redeemed or Called During Period, Value | $ 117,000 | ||
Common Stock, Shares Authorized | 400,000,000 | 400,000,000 | |
Common Stock | |||
Class of Stock [Line Items] | |||
Stock Redeemed or Called During Period, Shares | 0 | 19,907 | |
Stock Redeemed or Called During Period, Value | $ 117,000 | ||
Cumulative stock redeemed to date, shares | 878,458 | ||
Cumulative stock redeemed to date, value | $ 6,200,000 | ||
SpecialDistributionShaesIssuedtoStockholders | 273,729 | ||
Common Stock, Shares Authorized | 400,000,000 | ||
Death of a shareholder [Member] | |||
Class of Stock [Line Items] | |||
Stock Repurchase Program, Authorized Amount | $ 3,800,000 | ||
Disability of a Shareholder [Member] | |||
Class of Stock [Line Items] | |||
Stock Repurchase Program, Authorized Amount | $ 1,200,000 |
EQUITY EQUITY (Quarterly Distri
EQUITY EQUITY (Quarterly Distribution (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Stockholders' Equity Note [Abstract] | |
Minimum Percentage of Taxable Income Distributed to Shareholders | 90.00% |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | ||
Numerator - basic and diluted | |||
Net loss | $ (10,747) | $ (15,508) | |
Net loss attributable to non-controlling interests | (211) | (308) | |
Net loss attributable to common shares | $ (10,536) | $ (15,200) | |
Denominator - basic and diluted | |||
Basic weighted average common shares | 10,740,882 | 10,744,570 | |
Common Units (1) | [1] | 0 | 0 |
Diluted weighted average common shares | 10,740,882 | 10,744,570 | |
Loss per common share - basic and diluted | |||
Net loss attributable to common shares | $ (0.98) | $ (1.41) | |
[1] | he effect of 204,323 and 217,475 of convertible Common Units pursuant to the redemption rights outlined in the Company’s registration statement on Form S-11 have not been included as they would not be dilutive. |
EARNINGS PER SHARE (Details Tex
EARNINGS PER SHARE (Details Textual) - shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Antidiluted Convertible Common Units of Redemption | 204,323 | 217,475 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 30, 2021 | Nov. 09, 2021 | Mar. 03, 2021 | |
Summarized below are the related-party transactions | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 4,000 | $ 2,500 | |||
Minimum [Member] | |||||
Summarized below are the related-party transactions | |||||
Line of Credit Facility, Current Borrowing Capacity | $ 300 | ||||
Secured Line Of Credit [Member] | |||||
Summarized below are the related-party transactions | |||||
Payments of Debt Issuance Costs | $ 20 | ||||
Expensed legal leasing fees | Advisor Fees [Member] | |||||
Summarized below are the related-party transactions | |||||
Related-party costs, Incurred | 2 | $ 0 | |||
Related-party costs, Payable | 0 | 0 | |||
Expensed Asset management Fees [Member] | Advisor Fees [Member] | |||||
Summarized below are the related-party transactions | |||||
Related-party costs, Incurred | 589 | 636 | |||
Related-party costs, Payable | 48 | 0 | |||
Expensed Reimbursement Of Operating Expenses [Member] | Advisor Fees [Member] | |||||
Summarized below are the related-party transactions | |||||
Related-party costs, Incurred | 57 | 23 | |||
Related-party costs, Payable | 0 | 0 | |||
Expensed Property Management Fees [Member] | Advisor Fees [Member] | |||||
Summarized below are the related-party transactions | |||||
Related-party costs, Incurred | 65 | 81 | |||
Related-party costs, Payable | 11 | 9 | |||
Expensed Disposition Fees [Member] | Advisor Fees [Member] | |||||
Summarized below are the related-party transactions | |||||
Related-party costs, Incurred | 50 | 157 | |||
Related-party costs, Payable | 0 | 0 | |||
Capitalized Acquisition Fees [Member] | Advisor Fees [Member] | |||||
Summarized below are the related-party transactions | |||||
Related-party costs, Incurred | 11 | 18 | |||
Related-party costs, Payable | 4 | 0 | |||
Capitalized Leasing Fees [Member] | Advisor Fees [Member] | |||||
Summarized below are the related-party transactions | |||||
Related-party costs, Incurred | 52 | 113 | |||
Related-party costs, Payable | 0 | 0 | |||
Capitalized Legal Leasing Fees [Member] | Advisor Fees [Member] | |||||
Summarized below are the related-party transactions | |||||
Related-party costs, Incurred | 10 | 42 | |||
Related-party costs, Payable | 0 | 0 | |||
Capitalized Construction Management Fees [Member] | Advisor Fees [Member] | |||||
Summarized below are the related-party transactions | |||||
Related-party costs, Incurred | 35 | 138 | |||
Related-party costs, Payable | 0 | 2 | |||
Financing Coordination Fees, Capitalized [Member] | Advisor Fees [Member] | |||||
Summarized below are the related-party transactions | |||||
Related-party costs, Incurred | 87 | 44 | |||
Related-party costs, Payable | 0 | 0 | |||
Expensed [Member] | Advisor Fees [Member] | |||||
Summarized below are the related-party transactions | |||||
Related-party costs, Incurred | 763 | 897 | |||
Related-party costs, Payable | 59 | 9 | |||
Capitalized [Member] | Advisor Fees [Member] | |||||
Summarized below are the related-party transactions | |||||
Related-party costs, Incurred | 195 | 355 | |||
Related-party costs, Payable | $ 4 | $ 2 |
RELATED PARTY TRANSACTIONS (D_2
RELATED PARTY TRANSACTIONS (Details) (Narrative) - USD ($) | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 30, 2021 | Nov. 09, 2021 | Mar. 03, 2021 | |
Related Party Transaction [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 4,000,000 | $ 2,500,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | |||
Line of Credit, Current | $ 1,000,000 | |||
Secured Line Of Credit [Member] | ||||
Related Party Transaction [Line Items] | ||||
Payments of Debt Issuance Costs | $ 20,000 | |||
Advisor Fees [Member] | ||||
Related Party Transaction [Line Items] | ||||
Company pays Advisor an acquisition and origination fee for cost of investments acquired | 1.00% | |||
Financing Coordination Fee, percentage | 1.00% | |||
Company pays Advisor a monthly asset management fee on all real estate investments | 0.60% | |||
Percentage of Average Invested Assets | 2.00% | |||
Percent of Net Income | 25.00% | |||
Advisor or its affiliates also will be paid disposition fees of a customary and competitive real estate commission | 50.00% | |||
SRT Manager [Member] | ||||
Related Party Transaction [Line Items] | ||||
Property Management Fee, Percent Fee | 4.00% | |||
Construction Management Fee, percentage | 5.00% | |||
Asset Management [Member] | ||||
Related Party Transaction [Line Items] | ||||
Asset Management Fees | $ 250,000 | |||
Maximum [Member] | Advisor Fees [Member] | ||||
Related Party Transaction [Line Items] | ||||
Advisor or its affiliates also will be paid disposition fees of the contract price | 3.00% |
SCHEDULE III - REAL ESTATE OPER
SCHEDULE III - REAL ESTATE OPERATING PROPERTIES AND ACCUMULATED DEPRECIATION (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | $ 30,560 | ||
Land | 27,117 | ||
Building & Improvements | 32,849 | ||
Cost Capitalized Subsequent to Acquisition(1) | (5,263) | ||
Land | 25,400 | ||
Building & Improvements | 29,303 | ||
Total(2) | 54,703 | $ 59,764 | $ 38,532 |
Accumulated Depreciation | (5,148) | $ (3,797) | $ (3,308) |
Federal Income Tax Basis | 61,700 | ||
Topaz Marketplace [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | 0 | ||
Land | 2,120 | ||
Building & Improvements | 10,724 | ||
Cost Capitalized Subsequent to Acquisition(1) | (12,590) | ||
Land | 254 | ||
Building & Improvements | 0 | ||
Total(2) | 254 | ||
Accumulated Depreciation | $ 0 | ||
Acquisition Date | Sep. 23, 2011 | ||
400 Grove [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | $ 1,450 | ||
Land | 1,009 | ||
Building & Improvements | 1,813 | ||
Cost Capitalized Subsequent to Acquisition(1) | 0 | ||
Land | 1,009 | ||
Building & Improvements | 1,813 | ||
Total(2) | 2,822 | ||
Accumulated Depreciation | $ (332) | ||
Acquisition Date | Jun. 14, 2016 | ||
400 Grove [Member] | Minimum [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Life on which Depreciation in Latest Statement of Operations is Computed(3) | 5 years | ||
400 Grove [Member] | Maximum [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Life on which Depreciation in Latest Statement of Operations is Computed(3) | 30 years | ||
8 Octavia [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | $ 1,500 | ||
Land | 728 | ||
Building & Improvements | 1,847 | ||
Cost Capitalized Subsequent to Acquisition(1) | 803 | ||
Land | 728 | ||
Building & Improvements | 2,650 | ||
Total(2) | 3,378 | ||
Accumulated Depreciation | $ (415) | ||
Acquisition Date | Jun. 14, 2016 | ||
8 Octavia [Member] | Minimum [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Life on which Depreciation in Latest Statement of Operations is Computed(3) | 5 years | ||
8 Octavia [Member] | Maximum [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Life on which Depreciation in Latest Statement of Operations is Computed(3) | 30 years | ||
Fulton Shops [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | $ 2,200 | ||
Land | 1,187 | ||
Building & Improvements | 3,254 | ||
Cost Capitalized Subsequent to Acquisition(1) | 2 | ||
Land | 1,187 | ||
Building & Improvements | 3,256 | ||
Total(2) | 4,443 | ||
Accumulated Depreciation | $ (647) | ||
Acquisition Date | Jul. 27, 2016 | ||
Fulton Shops [Member] | Minimum [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Life on which Depreciation in Latest Statement of Operations is Computed(3) | 5 years | ||
Fulton Shops [Member] | Maximum [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Life on which Depreciation in Latest Statement of Operations is Computed(3) | 30 years | ||
450 Hayes [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | $ 3,650 | ||
Land | 2,324 | ||
Building & Improvements | 5,009 | ||
Cost Capitalized Subsequent to Acquisition(1) | 367 | ||
Land | 2,324 | ||
Building & Improvements | 5,376 | ||
Total(2) | 7,700 | ||
Accumulated Depreciation | $ (997) | ||
Acquisition Date | Dec. 22, 2016 | ||
450 Hayes [Member] | Minimum [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Life on which Depreciation in Latest Statement of Operations is Computed(3) | 5 years | ||
450 Hayes [Member] | Maximum [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Life on which Depreciation in Latest Statement of Operations is Computed(3) | 30 years | ||
388 Fulton [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | $ 2,300 | ||
Land | 1,109 | ||
Building & Improvements | 2,943 | ||
Cost Capitalized Subsequent to Acquisition(1) | 319 | ||
Land | 1,112 | ||
Building & Improvements | 3,259 | ||
Total(2) | 4,371 | ||
Accumulated Depreciation | $ (642) | ||
Acquisition Date | Jan. 4, 2017 | ||
388 Fulton [Member] | Minimum [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Life on which Depreciation in Latest Statement of Operations is Computed(3) | 5 years | ||
388 Fulton [Member] | Maximum [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Life on which Depreciation in Latest Statement of Operations is Computed(3) | 30 years | ||
Silver Lake [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | $ 6,900 | ||
Land | 5,747 | ||
Building & Improvements | 6,646 | ||
Cost Capitalized Subsequent to Acquisition(1) | 631 | ||
Land | 5,760 | ||
Building & Improvements | 7,264 | ||
Total(2) | 13,024 | ||
Accumulated Depreciation | $ (1,595) | ||
Acquisition Date | Jan. 11, 2017 | ||
Silver Lake [Member] | Minimum [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Life on which Depreciation in Latest Statement of Operations is Computed(3) | 5 years | ||
Silver Lake [Member] | Maximum [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Life on which Depreciation in Latest Statement of Operations is Computed(3) | 30 years | ||
Wilshire Property | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Encumbrances | $ 12,560 | ||
Land | 12,893 | ||
Building & Improvements | 613 | ||
Cost Capitalized Subsequent to Acquisition(1) | 5,205 | ||
Land | 13,026 | ||
Building & Improvements | 5,685 | ||
Total(2) | 18,711 | ||
Accumulated Depreciation | $ (520) | ||
Acquisition Date | Mar. 8, 2016 | ||
Wilshire Property | Minimum [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Life on which Depreciation in Latest Statement of Operations is Computed(3) | 5 years | ||
Wilshire Property | Maximum [Member] | |||
SEC Schedule III, Real Estate and Accumulated Depreciation [Line Items] | |||
Life on which Depreciation in Latest Statement of Operations is Computed(3) | 30 years |
SEC Schedule, Article 12-28, _3
SEC Schedule, Article 12-28, Real Estate and Accumulated Depreciation (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate [Roll Forward] | ||
Balance at the beginning of the year | $ 59,764 | $ 38,532 |
Improvements | 668 | 565 |
Dispositions | (101) | (2) |
Impairments | (5,628) | (4,447) |
Balances associated with changes in reporting presentation (1) | 0 | 25,116 |
Balance at the end of the year | 54,703 | 59,764 |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate, Accumulated Depreciation [Roll Forward] | ||
Balance at the beginning of the year | 3,797 | 3,308 |
Depreciation expense | 1,452 | 1,154 |
Dispositions | (101) | (2) |
Balances associated with changes in reporting presentation (1) | 0 | $ (663) |
Federal Income Tax Basis | $ 61,700 |