Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 10, 2021 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0001589061 | |
Entity Registrant Name | Gyrodyne, LLC | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2021 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-37547 | |
Entity Incorporation, State or Country Code | NY | |
Entity Tax Identification Number | 46-3838291 | |
Entity Address, Address Line One | 1 Flowerfield, Suite 24 | |
Entity Address, City or Town | St. James | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 11780 | |
City Area Code | 631 | |
Local Phone Number | 584-5400 | |
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 | |
Title of 12(b) Security | Common Shares of Limited Liability Company Interests | |
Trading Symbol | GYRO | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 1,482,680 |
Consolidated Statements of Net
Consolidated Statements of Net Assets (Liquidation Basis) (Current Period Unaudited) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
LIABILITIES: | ||
Accounts payable | $ 1,077,708 | $ 893,183 |
Accrued liabilities | 834,728 | 556,926 |
Estimated liquidation and operating costs net of estimated receipts | 9,697,881 | |
Basis of Accounting, Liquidation [Member] | ||
ASSETS: | ||
Real estate held for sale | 38,550,000 | 39,050,000 |
Cash and cash equivalents | 6,024,268 | 1,632,231 |
Restricted cash | 0 | 169,000 |
Rent receivable | 34,626 | 21,849 |
Other receivables | 30,313 | 34,751 |
Total Assets | 44,639,207 | 40,907,831 |
LIABILITIES: | ||
Accounts payable | 1,077,708 | 893,183 |
Accrued liabilities | 834,728 | 556,926 |
Deferred rent liability | 175,504 | 15,283 |
Tenant security deposits payable | 253,563 | 241,722 |
Loans payable | 10,086,854 | 5,159,833 |
Estimated liquidation and operating costs net of estimated receipts | 9,697,881 | 11,552,940 |
Total Liabilities | 22,126,238 | 18,419,887 |
Net assets in liquidation | $ 22,512,969 | $ 22,487,944 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Net Assets (Liquidation Basis) (Unaudited) - Basis of Accounting, Liquidation [Member] | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Net assets in liquidation, as of December 31, 2020 | $ 22,487,944 |
Remeasurement of assets and liabilities | 25,025 |
Net increase in liquidation value | 25,025 |
Net assets in liquidation, as of September 30, 2021 | $ 22,512,969 |
Note 1 - The Company
Note 1 - The Company | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. The Company Gyrodyne, LLC (including its subsidiaries, “Gyrodyne”, the “Company” or the “Registrant”) is a limited liability company formed under the laws of the State of New York whose primary business is the management of, and the pursuit of entitlements on, a portfolio of medical office and industrial properties located in Suffolk (“Flowerfield”) and Westchester Counties (“Cortlandt Manor”), New York State. Substantially all of our developed properties are subject to leases in which the tenant reimburses the Company for a portion, all of or substantially all of the costs and/or cost increases for utilities, insurance, repairs, maintenance and real estate taxes. Certain leases provide that the Company is responsible for certain operating expenses. Gyrodyne’s corporate strategy is to enhance the value of Flowerfield and Cortlandt Manor by pursuing entitlement opportunities and enhancing the value of its leases. The Company believes the aforementioned strategy will increase the values for such properties. The value of the real estate reported in the consolidated statements of net assets as of September 30, 2021 December 31, 2020 ( not may no Our efforts to generate the highest values for Flowerfield and Cortlandt Manor may first no 13 may The Company’s remaining real estate investments, each of which is held in a single asset limited liability company wholly owned by the Company, consist of: ● Cortlandt Manor:13.8 ● Flowerfield: 63 acres in St. James, New York, including a 10-acre multi-tenanted industrial park comprising 127,000 rentable square feet. There were an additional 5 acres comprising of two April 2021 ( 6 |
Note 2 - Basis of Quarterly Pre
Note 2 - Basis of Quarterly Presentations | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Basis of Accounting [Text Block] | 2. Basis of Quarterly Presentations The accompanying interim quarterly financial statements have been prepared in conformity with accounting principles generally accepted in the United States (“GAAP”). The consolidated financial statements of the Company included herein have been prepared by the Company pursuant to the rules and regulations of the SEC and, in the opinion of management, reflect all adjustments which are necessary to present fairly the results for the nine September 30, 2021. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations; however, management believes that the disclosures are adequate to make the information presented not This report should be read in conjunction with the audited consolidated financial statements and footnotes therein included in the Annual Report on Form 10 December 31, 2020. |
Note 3 - Summary of Significant
Note 3 - Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | 3. Summary of Significant Accounting Policies Gyrodyne intends to dissolve after it completes the disposition of all of its real property assets, applies the proceeds of such dispositions first September 1, 2015 205 30, may 205 30. Principles of Consolidation - Basis of Presentation - Liquidation Basis of Accounting no Under the liquidation basis of accounting, all the Company’s assets have been stated at their estimated net realizable value, or liquidation value, (which represents the estimated amount of cash that Gyrodyne will collect on the disposal of assets as it carries out the plan of liquidation), which is based on current contracts, estimates and other indications of sales value (predicated on current values). All liabilities of the Company, including those estimated costs associated with implementing the plan of liquidation, have been stated at their estimated settlement amounts. These amounts are presented in the accompanying statements of net assets. These estimates are periodically reviewed and adjusted as appropriate. There can be no not may may December 31, 2022. December 31, 2022 not may no The Company’s assumptions and estimates (including the sales proceeds of all its real estate holdings, selling costs, retention bonus payments, rental revenues, rental expenses, capital expenditures, land entitlement costs, general and administrative fees, director and officer liability and reimbursement, post liquidation insurance tail coverage policy and final liquidation costs) are based on completing the liquidation by December 31, 2022. Management Estimates Cash equivalents - Allowance for doubtful accounts 19 Estimated Distributions per Share New Accounting Pronouncements - not September 30, 2021, not |
Note 4 - Statements of Net Asse
Note 4 - Statements of Net Assets in Liquidation | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Liquidation Basis of Accounting [Text Block] | 4. Statements of Net Assets in Liquidation Net assets in liquidation on September 30, 2021 December 31, 2020 September 2021 ( 7 The cash balance at the end of the liquidation period (currently estimated to be December 31, 2022, may December 31, 2022: 1. The estimated cash receipts from the operation of the Company’s properties net of rental property related expenditures as well as costs expected to be incurred to preserve or improve the net realizable value of the properties at their estimated gross sales proceeds. 2. Net proceeds from the sale of all the Company’s real estate holdings. 3. The general and administrative expenses and or liabilities associated with operations and the liquidation of the Company including severance, director and officer liability coverage including post liquidation tail policy coverage, and financial and legal fees to complete the liquidation. 4. Costs for the pursuit of entitlements on the Flowerfield and Cortlandt Manor properties. 5. Retention bonus amounts (See Note 12 6. Costs, including principal payments, net of drawdowns on the Company’s credit facilities to fund tenant improvements and working capital and related fees. The Company estimates the net realizable value of its real estate assets by using income and market valuation techniques. The Company may 3 No. 820, may The Company estimates that it will incur approximately $998,000 (included in the consolidated statement of net assets as part of the estimated liquidation and operating costs net of receipts, See Note 5 October 2021 December 31, 2022, nine September 30, 2021, first $998,000 $170,000 first October 2021 not may may September 30, 2021 ( not may no The net assets as of September 30, 2021 ( December 31, 2020 ( not may may not September 30, 2021 may |
Note 5 - Estimated Liquidation
Note 5 - Estimated Liquidation and Operating Costs Net of Estimated Receipts | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Liquidation Basis of Accounting, Liability for Estimated Costs in Excess of Receipts [Text Block] | 5. Estimated Liquidation and Operating Costs Net of Estimated Receipts The liquidation basis of accounting requires the Company to estimate net cash flows from operations and to accrue all costs associated with implementing and completing the plan of liquidation. The Company currently estimates that it will incur liquidation and operating costs net of estimated receipts during the liquidation period of $9,697,881, excluding the gross proceeds from the real estate sales. These amounts can vary significantly due to, among other things, land entitlement costs, the timing and estimates for executing and renewing leases, capital expenditures to maintain the real estate at its current estimated realizable value and estimates of tenant improvement costs, the timing of property sales and any direct/indirect costs incurred that are related to the sales (e.g., retention bonuses on the sale of the Cortlandt Manor and Flowerfield properties, costs to address buy side due diligence inclusive of administrative fees, legal fees and property costs to address items arising from such due diligence and not The change in the liability for estimated operating costs in excess of estimated receipts during liquidation from January 1, 2021 September 30, 2021 January 1, 2021 Expenditures/ (Receipts) Remeasurement of Assets and Liabilities September 30, 2021 Assets: Estimated rents and reimbursements $ 4,926,648 $ (1,977,425 ) $ 362,192 $ 3,311,415 Prepaid expenses and other assets 848,972 149,723 - 998,695 Liabilities: Property operating costs (3,061,404 ) 1,229,711 (91,745 ) (1,923,438 ) Common area capital expenditures (460,638 ) 92,546 - (368,092 ) Land entitlement costs (1,490,699 ) 492,672 - (998,027 )* Corporate expenditures (6,344,342 ) 1,773,509 (224,685 ) (4,795,518 ) Selling costs on real estate assets (3,057,997 ) 69,298 (20,737 ) (3,009,436 ) Retention bonus payments to Directors, executives and employees** (2,913,480 ) - - (2,913,480 ) Liability for estimated liquidation and operating costs net of estimated receipts $ (11,552,940 ) $ 1,830,034 $ 25,025 $ (9,697,881 ) * The Company reached agreements with certain service vendors to defer payment of approximately $170,000 of the $998,000 until the closing of the first ** The amounts reported are based on the provisions of the retention bonus plan and the reported amount of the real estate assets estimated net realizable value. Based on the estimated real estate value of the Cortlandt property, aggregate proceeds from the sale of the two not |
Note 6 - Disposition Activities
Note 6 - Disposition Activities | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | 6. Disposition Activities On April 26, 2021, not May 11, 2020. Terminated Contracts Flowerfield - On March 16, 2021, August 27, 2019, Cortlandt Manor - On February 1, 2021, December 7, 2019) |
Note 7 - Loans Payable
Note 7 - Loans Payable | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 7. Loans Payable The Company secured a non-revolving credit line for up to $3,000,000 (the “Original Line”) with a bank, which closed on March 21, 2018. first eight April 30, 2021 April 30, 2028 April 30, 2021, 7 2% 1/8 not The first March 29, 2019 December 31, 2018. no To secure access to additional working capital through the final sale date of the Flowerfield industrial buildings, the Company secured a second January 24, 2019. first twenty-four January 20, 2028 ( May 20, 2021 May 20, 2028 ( May 20, 2021, 7 2% 1/8 not Both lines are secured by approximately 31.8 acres of the Flowerfield Industrial Park including the related buildings and leases. As of December 31, 2020, To secure access to additional working capital, the Company, through its subsidiary GSD Cortlandt, LLC (“GSD Cortlandt”) secured a loan evidenced by a non-revolving business line of credit agreement and promissory note with the Original Line bank for up to $2,500,000 which closed on July 16, 2020. 12 1% 1/8 no four three one February 22, 2021, January 28, 2021, September 15, 2021. On September 15, 2021, five five 3.75% five thirty first thirty twenty-five not seventy not 1 not The Mortgage Loan may first first five second second four third third three fourth fourth two fifth fifth one no sixty sixty third two fifty The Mortgage Loan is secured by the Cortlandt property located at 1985 5.01 The total debt payable mature as follows: Years Ending September 30, 2022 $ 269,636 2023 280,108 2024 290,987 2025 302,288 2026 314,028 Thereafter 8,629,807 Total $ 10,086,854 |
Note 8 - Accounts Payable and A
Note 8 - Accounts Payable and Accrued Liabilities | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | 8. Accounts payable and Accrued Liabilities Accounts Payable Accrued Liabilities September 30, 2021 December 31, 2020 September 30, 2021 December 31, 2020 Current accounts payable $ 200,501 $ 241,963 Accrued liabilities $ 192,728 $ 188,554 Deferred accounts payable (a) 877,207 651,220 Deferred Compensation to Directors (b) 642,000 368,372 Total $ 1,077,708 $ 893,183 Total $ 834,728 $ 556,926 (a) The Company reached agreements with certain service vendors to defer payment until the closing of the first (b) The director fees and interest accrued under the deferred Compensation Plan where each director elected to defer 100% 2021 2020. |
Note 9 - Income Taxes
Note 9 - Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 9. Income Taxes As a limited liability company, Gyrodyne is not 1065, 1 2018, 2019, 2020. The Bipartisan Budget Act of 2015 “2015 December 31, 2017. 2015 December 31, 2017 may January 1, 2018 |
Note 10 - Credit Quality of Ren
Note 10 - Credit Quality of Rents Receivable | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | 10. Credit Quality of Rents Receivable The Company’s standard lease terms include rent due on the first ten not one The Company manages its billing and collection process internally to enable timely identification of collection issues. The controls and related processes enable the Company to timely identify and establish payment plans to minimize material losses from defaults. In accordance with generally accepted accounting principles, the Company identifies high risk collectibles, records them on a cash basis and does not |
Note 11 - Concentration of Cred
Note 11 - Concentration of Credit Risk | 9 Months Ended |
Sep. 30, 2021 | |
Credit Concentration Risk [Member] | |
Notes to Financial Statements | |
Concentration Risk Disclosure [Text Block] | 11. Concentration of Credit Risk Financial instruments, which potentially subject the Company to concentrations of credit risk, consist principally of cash and cash equivalents. The Company places its temporary cash investments with high credit quality financial institutions and generally limits the amount of credit exposure in any one not not not September 30, 2021 December 31, 2020. For the nine September 30, 2021 three three September 30, 2021 The current economic challenges facing state and local budgets impacted most of the Company’s largest tenants. In addition, the current economic challenges stemming from the coronavirus are disproportionately impacting tenants that are not 2021 no |
Note 12 - Commitments
Note 12 - Commitments | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Commitments Disclosure [Text Block] | 12. Commitments As of September 30, 2021, Management employment agreements with bonus* and severance commitment contingencies $ 350,000 Other employee severance commitment contingencies 81,716 Total $ 431,716 *Excludes Retention Bonus Payments Employment agreements - 6 The Company also has an employment agreement with its Chief Operating Officer (“COO”) executed on May 8, 2014 6 January 25, 2018, Under Company policy the aggregate severance commitment contingency to other employees is approximately $81,716. Retention Bonus Plan- May 2014, three no The Plan provides for a bonus pool funded with an amount equal to 5% of the specified appraised value of such properties (set forth in the Plan), so long as the gross selling price of a property is at least equal to its 2013 2013 2013 first 10% 10% 20%. The bonus pool is distributable in the following proportions to the named participants in the bonus plan for so long as they are directors or employees of the Company: Board Members/Employees Bonus Pool Percentage Board Members(a) 65.000 % Chief Executive Officer 15.474 % Chief Operations Officer 13.926 % Officer Discretionary Amount (b) 1.750 % Other Employees 3.850 % Total 100.000 % (a) 15% for the Chairman and 10% for each of the other five (b) The officer discretionary amount of 1.75% will be allocated to the officers within the discretion of the Board. Such shares of the bonus pool are earned only upon the completion of the sale of a property at a gross selling price equal to or greater than its Adjusted Appraised Value and is paid to the named beneficiaries of the Plan or their designees within 60 60 The Plan provides that no No. 3 2013 The Plan provides for vesting of benefits upon the sale of each individual post-subdivision lot at Flowerfield and Cortlandt Manor. It also provides for entitlement to a future benefit in the event of death, voluntary termination following substantial reduction in compensation or board fees, mutually agreed separation to right-size the board or involuntary termination without cause, except that a participant will only be eligible to receive a benefit to the extent that a property is sold within three four December 31 Under the Plan, there were no nine September 30, 2021. Deferred Compensation Plan - December 6, 2019, January 1, 2020. may December 15, 2026, 100% 2020 2021. |
Note 13 - Contingencies
Note 13 - Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Contingencies Disclosure [Text Block] | 13. Contingencies Putative Class Action Lawsuit - August 14, 2015, 2014. General - not |
Note 14 - Fair Value of Financi
Note 14 - Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 14. Fair Value of Financial Instruments Assets and Liabilities Measured at Fair-Value The Company follows authoritative guidance on the fair value option for financial assets, which permits companies to choose to measure certain financial instruments and other items at fair-value in order to mitigate volatility in reported earnings caused by measuring related assets and liabilities differently. However, the Company adopted the liquidation basis of accounting, and therefore reports all assets and liabilities at net realizable value. The guidance emphasizes that fair-value is a market-based measurement, not 1 2 No. 820, 3 Fair Value Measurements - September 1, 2015; The Company estimates the net realizable value of its real estate assets by using income and market valuation techniques. The Company may 3 may |
Note 15 - COVID-19
Note 15 - COVID-19 | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Effect of Covid-19 Pandemic [Text Block] | 15. COVID- 19 The COVID- 19 19 first two The U.S economy has been growing as COVID- 19 19 19 19 may 19 Beginning March 16, 2020, Small businesses have been and are expected to continue to be adversely affected disproportionately by the economic ramifications of COVID- 19. not 2021. 19 may may 19 19 The extent of the impact of COVID- 19 19 may 19. As a result of the foregoing developments, we are unable to determine what the ultimate impact will be on our timeline for seeking entitlements and selling properties, and ultimately on the amount proceeds and distributions from those sales. For more information and risks relating to the pandemic on us and our business, see “Part I, Item 2, 19” 1A, December 31, 2020 10 |
Note 16 - Related Party Transac
Note 16 - Related Party Transactions | 9 Months Ended |
Sep. 30, 2021 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | 16. Related Party Transactions The Company has entered into various leasing arrangements with a not no Term Square Feet Annual Rent Total Commitment (net of abatement, excluding renewal options) Jan 2021-Dec 2022 2,284 $ 19,414 $ 38,828 Jan 2021-Dec 2022 1,817 -(a) -(a) Jan 2021-Dec 2022 1,905 $ 16,193 $ 32,385 (a)The Company understood that the tenant’s main intent was to sublease the space to artists, on a short-term basis, after which such subtenant artists would transition into their own space leased directly from the Company. Under the master lease, the tenant has the right to sublease the space without prior written consent for use as an art studio, art school or related use. Under the terms of the master lease, rent is payable by the tenant only to the extent the space is sublet, at the rent amount per square foot payable by the subtenant up to a maximum of $10 per square foot per year. The maximum annual and total lease commitment of up to $18,170 and $36,340, respectively. Any space not may not nine September 30, 2021 During the nine September 30, 2021, The independent members of the Board of the Company approved all of the leasing transactions described above. The Chairman is also a partner of the firm Lamb & Barnosky, LLP that provided pro bono legal representation to the aforementioned not |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation - |
Liquidation Basis of Accounting [Policy Text Block] | Basis of Presentation - Liquidation Basis of Accounting no Under the liquidation basis of accounting, all the Company’s assets have been stated at their estimated net realizable value, or liquidation value, (which represents the estimated amount of cash that Gyrodyne will collect on the disposal of assets as it carries out the plan of liquidation), which is based on current contracts, estimates and other indications of sales value (predicated on current values). All liabilities of the Company, including those estimated costs associated with implementing the plan of liquidation, have been stated at their estimated settlement amounts. These amounts are presented in the accompanying statements of net assets. These estimates are periodically reviewed and adjusted as appropriate. There can be no not may may December 31, 2022. December 31, 2022 not may no The Company’s assumptions and estimates (including the sales proceeds of all its real estate holdings, selling costs, retention bonus payments, rental revenues, rental expenses, capital expenditures, land entitlement costs, general and administrative fees, director and officer liability and reimbursement, post liquidation insurance tail coverage policy and final liquidation costs) are based on completing the liquidation by December 31, 2022. |
Use of Estimates, Policy [Policy Text Block] | Management Estimates |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash equivalents - |
Loans and Leases Receivable, Allowance for Loan Losses Policy [Policy Text Block] | Allowance for doubtful accounts 19 |
Earnings Per Share, Policy [Policy Text Block] | Estimated Distributions per Share |
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Pronouncements - not September 30, 2021, not |
Note 5 - Estimated Liquidatio_2
Note 5 - Estimated Liquidation and Operating Costs Net of Estimated Receipts (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Liquidation Basis of Accounting, Change in Liability for Estimated Costs in Excess of Estimated Receipts [Table Text Block] | January 1, 2021 Expenditures/ (Receipts) Remeasurement of Assets and Liabilities September 30, 2021 Assets: Estimated rents and reimbursements $ 4,926,648 $ (1,977,425 ) $ 362,192 $ 3,311,415 Prepaid expenses and other assets 848,972 149,723 - 998,695 Liabilities: Property operating costs (3,061,404 ) 1,229,711 (91,745 ) (1,923,438 ) Common area capital expenditures (460,638 ) 92,546 - (368,092 ) Land entitlement costs (1,490,699 ) 492,672 - (998,027 )* Corporate expenditures (6,344,342 ) 1,773,509 (224,685 ) (4,795,518 ) Selling costs on real estate assets (3,057,997 ) 69,298 (20,737 ) (3,009,436 ) Retention bonus payments to Directors, executives and employees** (2,913,480 ) - - (2,913,480 ) Liability for estimated liquidation and operating costs net of estimated receipts $ (11,552,940 ) $ 1,830,034 $ 25,025 $ (9,697,881 ) |
Note 7 - Loans Payable (Tables)
Note 7 - Loans Payable (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Maturities of Long-term Debt [Table Text Block] | Years Ending September 30, 2022 $ 269,636 2023 280,108 2024 290,987 2025 302,288 2026 314,028 Thereafter 8,629,807 Total $ 10,086,854 |
Note 8 - Accounts Payable and_2
Note 8 - Accounts Payable and Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | Accounts Payable Accrued Liabilities September 30, 2021 December 31, 2020 September 30, 2021 December 31, 2020 Current accounts payable $ 200,501 $ 241,963 Accrued liabilities $ 192,728 $ 188,554 Deferred accounts payable (a) 877,207 651,220 Deferred Compensation to Directors (b) 642,000 368,372 Total $ 1,077,708 $ 893,183 Total $ 834,728 $ 556,926 |
Note 12 - Commitments (Tables)
Note 12 - Commitments (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Other Commitments [Table Text Block] | Management employment agreements with bonus* and severance commitment contingencies $ 350,000 Other employee severance commitment contingencies 81,716 Total $ 431,716 |
Schedule of Allocation of Bonus Pool Percentage [Table Text Block] | Board Members/Employees Bonus Pool Percentage Board Members(a) 65.000 % Chief Executive Officer 15.474 % Chief Operations Officer 13.926 % Officer Discretionary Amount (b) 1.750 % Other Employees 3.850 % Total 100.000 % |
Note 16 - Related Party Trans_2
Note 16 - Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Notes Tables | |
Schedule of Related Party Transactions [Table Text Block] | Term Square Feet Annual Rent Total Commitment (net of abatement, excluding renewal options) Jan 2021-Dec 2022 2,284 $ 19,414 $ 38,828 Jan 2021-Dec 2022 1,817 -(a) -(a) Jan 2021-Dec 2022 1,905 $ 16,193 $ 32,385 |
Note 1 - The Company (Details T
Note 1 - The Company (Details Textual) | Sep. 01, 2015USD ($) | Sep. 30, 2021USD ($)aft² |
St. James, New York [Member] | Controlled by Parent Company [Member] | ||
Area of Real Estate Property (Square Foot) | 63 | |
Multi-Tenant Industrial Park [Member] | ||
Area of Real Estate Property (Square Foot) | 10 | |
Flowerfield Industrial Park [Member] | ||
Area of Real Estate Property (Square Foot) | ft² | 127,000 | |
Zoned Residential, and Non-contiguous to the Flowerfield Property [Member] | ||
Area of Land (Acre) | 5 | |
Cortlandt Manor Medical Center [Member] | ||
Area of Land (Acre) | 13.8 | |
Area of Real Estate Property (Square Foot) | ft² | 34,000 | |
The Corporation [Member] | ||
Maximum Value of Asset to Effect Dissolution | $ | $ 1,000,000 | $ 1,000,000 |
Note 3 - Summary of Significa_2
Note 3 - Summary of Significant Accounting Policies (Details Textual) - USD ($) | Sep. 01, 2015 | Sep. 30, 2021 |
The Corporation [Member] | ||
Maximum Value of Asset to Effect Dissolution | $ 1,000,000 | $ 1,000,000 |
Note 4 - Statements of Net As_2
Note 4 - Statements of Net Assets in Liquidation (Details Textual) - USD ($) | 9 Months Ended | 21 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2022 | Dec. 31, 2020 | |
Liquidation Basis of Accounting, Net Increase (Decrease) in Liquidation Value Per Share (in dollars per share) | $ 0.01 | ||
Liquidation Basis of Accounting, Land Entitlement Costs Incurred | $ 998,000 | ||
Liquidation Basis of Accounting, Land Entitlement Costs Incurred, Amount Deferred | 170,000 | ||
Basis of Accounting, Liquidation [Member] | |||
Net Assets, Ending Balance | $ 22,512,969 | $ 22,487,944 | |
Liquidation Basis of Accounting, Common Stock Per Share, Net (in dollars per share) | $ 15.18 | $ 15.17 | |
Common Stock, Shares, Outstanding, Ending Balance (in shares) | 1,482,680 | ||
Liquidation Basis of Accounting, Net Increase (Decrease) in Liquidation Value | $ 25,025 | ||
Operating Lease, Lease Income, Total | 362,000 | ||
Liquidation Basis of Accounting, Savings in General and Administrative Expenses | 153,000 | ||
Liquidation Basis of Accounting, Increase in Miscellaneous Other Income | 6,000 | ||
Liquidation Basis of Accounting, Remeasurement Gain (Loss) on Interest Expense | (117,000) | ||
Liquidation Basis of Accounting, Remeasurement Gain (Loss) on Debt Closing Prepayment Fees | (266,000) | ||
Liquidation Basis of Accounting, Remeasurement Gain (Loss) on Liability Property Operating Costs | (91,745) | ||
Liquidation Basis of Accounting, Remeasurement Gain (Loss) on Liability Selling Costs on Real Estate Assets | (20,737) | ||
Liquidation Basis of Accounting, Land Entitlement Costs Incurred | 493,000 | ||
Liquidation Basis of Accounting, Land Entitlement Costs Incurred, Amount Deferred | $ 166,000 | ||
Liquidation Basis of Accounting, Common Stock Per Share (in dollars per share) | $ 15.18 | $ 15.17 | |
Forecast [Member] | |||
Liquidation Basis of Accounting, Land Entitlement Costs | $ 998,000 |
Note 5 - Estimated Liquidatio_3
Note 5 - Estimated Liquidation and Operating Costs Net of Estimated Receipts (Details Textual) | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Liquidation Basis of Accounting, Accrued Costs to Dispose of Assets and Liabilities | $ 9,697,881 |
Liquidation Basis of Accounting, Land Entitlement Costs Incurred, Amount Deferred | 170,000 |
Liquidation Basis of Accounting, Land Entitlement Costs Incurred | $ 998,000 |
Note 5 - Estimated Liquidatio_4
Note 5 - Estimated Liquidation and Operating Costs Net of Estimated Receipts - Changes in Liability for Estimated Costs in Excess of Estimated Receipts (Details) | 9 Months Ended | |
Sep. 30, 2021USD ($) | ||
Liability for estimated liquidation and operating costs net of estimated receipts | $ (9,697,881) | |
Basis of Accounting, Liquidation [Member] | ||
Estimated rents and reimbursements | 4,926,648 | |
Estimated rents and reimbursements | (1,977,425) | |
Estimated rents and reimbursements | 362,192 | |
Estimated rents and reimbursements | 3,311,415 | |
Prepaid expenses and other assets | 848,972 | |
Prepaid expenses and other assets | 149,723 | |
Prepaid expenses and other assets | 998,695 | |
Property operating costs | (3,061,404) | |
Property operating costs | 1,229,711 | |
Property operating costs | (91,745) | |
Property operating costs | (1,923,438) | |
Common area capital expenditures | (460,638) | |
Common area capital expenditures | 92,546 | |
Common area capital expenditures | 0 | |
Common area capital expenditures | (368,092) | |
Land entitlement costs | (1,490,699) | |
Land entitlement costs | 492,672 | |
Land entitlement costs | 0 | |
Land entitlement costs | (998,027) | [1] |
Corporate expenditures | (6,344,342) | |
Corporate expenditures | 1,773,509 | |
Corporate expenditures | (224,685) | |
Corporate expenditures | (4,795,518) | |
Selling costs on real estate assets | (3,057,997) | |
Selling costs on real estate assets | 69,298 | |
Selling costs on real estate assets | (20,737) | |
Selling costs on real estate assets | (3,009,436) | |
Retention bonus payments to Directors, executives and employees** | (2,913,480) | [2] |
Retention bonus payments to Directors, executives and employees** | 0 | [2] |
Retention bonus payments to Directors, executives and employees** | 0 | [2] |
Retention bonus payments to Directors, executives and employees** | (2,913,480) | [2] |
Liability for estimated liquidation and operating costs net of estimated receipts | (11,552,940) | |
Liability for estimated liquidation and operating costs net of estimated receipts | 1,830,034 | |
Liability for estimated liquidation and operating costs net of estimated receipts | 25,025 | |
Liability for estimated liquidation and operating costs net of estimated receipts | $ (9,697,881) | |
[1] | The Company reached agreements with certain service vendors to defer payment of approximately $210,000 of the $1.11 million until the closing of the first property lot sale that is the subject of either the Flowerfield or Cortlandt Manor subdivision, respectively. | |
[2] | The amounts reported are based on the provisions of the retention bonus plan and the reported amount of the real estate assets estimated net realizable value. Based on the estimated real estate value of the Cortlandt property, aggregate proceeds from the sale of the two Cortlandt lots would not exceed the adjusted floor under the retention bonus plan and therefore the above table only reflects the projected bonus from the sale of the Flowerfield property. |
Note 6 - Disposition Activiti_2
Note 6 - Disposition Activities (Details Textual) | Dec. 07, 2019USD ($)a | Aug. 27, 2019USD ($)a | Apr. 26, 2021USD ($)a |
Flowerfield Complex in Smithtown, New York [Member] | |||
Area of Land (Acre) | a | 9 | ||
Flowerfield Complex in Smithtown, New York [Member] | BSL St. James LLC [Member] | |||
Proceeds from Sale of Property, Plant, and Equipment, Total | $ | $ 16,800,000 | ||
Cortlandt Manor Property In New York [Member] | |||
Area of Land (Acre) | a | 4.5 | ||
Proceeds from Sale of Property, Plant, and Equipment, Total | $ | $ 5,720,000 | ||
Sale of Vacant Land [Member] | |||
Area of Real Estate Property (Square Foot) | a | 5 | ||
Sale of Real Estate Property, Purchase Price | $ | $ 500,000 |
Note 7 - Loans Payable (Details
Note 7 - Loans Payable (Details Textual) | Sep. 15, 2021USD ($) | Apr. 30, 2021USD ($) | Jan. 28, 2021USD ($) | Jul. 16, 2020USD ($) | Mar. 29, 2019USD ($) | Jan. 24, 2019USD ($) | Mar. 21, 2018USD ($) | Jul. 16, 2020USD ($) | Sep. 30, 2021a | May 20, 2021USD ($) |
Term Loan [Member] | ||||||||||
Debt Instrument, Face Amount | $ 4,950,000 | |||||||||
Term Loan [Member] | If Maturity Date Is Extended [Member] | ||||||||||
Debt Instrument, Covenant, Maximum Loan to Value Ratio of the Property | 70.00% | |||||||||
Debt Instrument, Covenant, Minimum Debt Service Coverage Ratio | 1.3 | |||||||||
Debt Instrument, Fee Amount | $ 150 | |||||||||
Extended Term Loan [Member] | ||||||||||
Debt Instrument, Amortization Period (Year) | 30 years | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.75% | |||||||||
Real Estate Securing Mortgage Loan [Member] | Flowerfield Industrial Park [Member] | ||||||||||
Area of Real Estate Property (Square Foot) | a | 31.8 | |||||||||
If Maturity Date Is Extended [Member] | Term Loan [Member] | ||||||||||
Debt Instrument, Amortization Period (Year) | 25 years | |||||||||
US Treasury (UST) Interest Rate [Member] | Extended Term Loan [Member] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | |||||||||
Non-revolving Credit Line [Member] | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 3,000,000 | $ 3,000,000 | ||||||||
Debt Instrument, Interest Only Phase, Term (Month) | 8 months | |||||||||
Debt Instrument, Interest and Principal Phase, Term (Month) | 84 months | 84 months | ||||||||
Long-term Line of Credit, Total | $ 2,200,000 | |||||||||
Proceeds from Lines of Credit, Total | $ 1,100,000 | $ 1,100,000 | ||||||||
Debt Instrument, Unused Borrowing Capacity, Amount | $ 800,000 | |||||||||
Non-revolving Credit Line [Member] | Federal Home Loan Bank Rate [Member] | After Interest Only Payment Period [Member] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | |||||||||
Debt Instrument, Amortization Period (Year) | 20 years | |||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.85% | |||||||||
Non-revolving Credit Line [Member] | Federal Home Loan Bank Rate [Member] | After Interest Only Payment Period [Member] | Minimum [Member] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.85% | |||||||||
Non-revolving Credit Line 2 [Member] | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 3,000,000 | |||||||||
Debt Instrument, Interest Only Phase, Term (Month) | 24 months | |||||||||
Debt Instrument, Interest and Principal Phase, Term (Month) | 84 months | |||||||||
Long-term Line of Credit, Total | $ 3,000,000 | |||||||||
Non-revolving Credit Line 2 [Member] | After Interest Only Payment Period [Member] | ||||||||||
Debt Instrument, Amortization Period (Year) | 20 years | |||||||||
Debt Instrument, Interest Rate, Effective Percentage | 3.85% | |||||||||
Non-revolving Credit Line 2 [Member] | Federal Home Loan Bank Rate [Member] | After Interest Only Payment Period [Member] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | |||||||||
Non-revolving Credit Line 2 [Member] | Federal Home Loan Bank Rate [Member] | After Interest Only Payment Period [Member] | Minimum [Member] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.85% | |||||||||
Non-revolving Credit Line 3 [Member] | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 2,500,000 | $ 2,500,000 | ||||||||
Debt Instrument, Interest Only Phase, Term (Month) | 24 months | |||||||||
Proceeds from Lines of Credit, Total | $ 670,235 | $ 379,765 | ||||||||
Repayments of Debt | $ 1,050,000 | |||||||||
Non-revolving Credit Line 3 [Member] | Term Loan [Member] | ||||||||||
Debt Instrument, Term (Year) | 5 years | |||||||||
Debt Instrument, Extension Term (Year) | 5 years | |||||||||
Non-revolving Credit Line 3 [Member] | Interest Only Period of Payments [Member] | Minimum [Member] | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.75% | 4.75% | ||||||||
Non-revolving Credit Line 3 [Member] | Prime Rate [Member] | Interest Only Period of Payments [Member] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% |
Note 7 - Loans Payable - Loan M
Note 7 - Loans Payable - Loan Maturity (Details) | Sep. 30, 2021USD ($) |
2022 | $ 269,636 |
2023 | 280,108 |
2024 | 290,987 |
2025 | 302,288 |
2026 | 314,028 |
Thereafter | 8,629,807 |
Total | $ 10,086,854 |
Note 8 - Accounts Payable and_3
Note 8 - Accounts Payable and Accrued Liabilities (Details Textual) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Director Fees, Deferred, Percentage | 100.00% | 100.00% |
Note 8 - Accounts Payable and_4
Note 8 - Accounts Payable and Accrued Liabilities - Accounts Payable and Accrued Liabilities (Details) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 | |
Current accounts payable | $ 200,501 | $ 241,963 | |
Accrued liabilities | 192,728 | 188,554 | |
Deferred accounts payable (a) | [1] | 877,207 | 651,220 |
Deferred Compensation to Directors | [2] | 642,000 | 368,372 |
Total accounts payable | 1,077,708 | 893,183 | |
Total, accrued liabilities | $ 834,728 | $ 556,926 | |
[1] | The Company reached agreements with certain service vendors to defer payment until the closing of the first property lot sale that is the subject of either the Flowerfield or Cortlandt Manor subdivision, respectively. | ||
[2] | The director fees and interest accrued under the deferred Compensation Plan where each director elected to defer 100% of his fees for 2021 and 2020. This amount also includes the deferred compensation of a former Board advisor per an agreement to defer payments due. |
Note 9 - Income Taxes (Details
Note 9 - Income Taxes (Details Textual) | 6 Months Ended |
Jun. 30, 2021 | |
Open Tax Year | 2018 2019 2020 |
Note 11 - Concentration of Cr_2
Note 11 - Concentration of Credit Risk (Details Textual) - Rental Income [Member] - Customer Concentration Risk [Member] | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2021 | |
Customer 1 [Member] | ||
Concentration Risk, Percentage | 23.00% | |
Customer 2 [Member] | ||
Concentration Risk, Percentage | 22.00% | |
Customer 3 [Member] | ||
Concentration Risk, Percentage | 10.00% | |
Small Businesses and Not-for-Profit Corporations [Member] | Forecast [Member] | ||
Concentration Risk, Percentage | 39.00% |
Note 12 - Commitments (Details
Note 12 - Commitments (Details Textual) - USD ($) | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Jan. 01, 2020 | May 31, 2014 | |
Other Commitment, Total | $ 431,716 | |||
Bonus Pool Funding as Percentage of Appraised Value of Contributed Properties | 5.00% | |||
Additional Bonus Pool Funding, Percentage of Gross Sales Price on First Ten Percent Of Property Appreciation | 10.00% | |||
Additional Bonus Pool, Funding Percentage of Gross Sales Price on Second Ten Percent of Property Appreciation | 15.00% | |||
Additional Bonus Pool Funding, Percentage of Gross Sales Price on Property Appreciation Greater than Twenty Percent | 20.00% | |||
Deferred Compensation Arrangement with Individual, Distribution Paid | $ 0 | |||
Deferred Compensation Arrangement Fixed Interest Rate | 5.00% | |||
Director Fees, Deferred, Percentage | 100.00% | 100.00% | ||
Chief Executive Officer [Member] | Bonus Payable [Member] | ||||
Other Commitment, Total | $ 125,000 | |||
Other Employees [Member] | ||||
Supplemental Unemployment Benefits, Severance Benefits | $ 81,716 | |||
Board of Directors Chairman [Member] | ||||
Bonus Pool Distribution Proportions | 15.00% | |||
Other 5 Directors [Member] | ||||
Bonus Pool Distribution Proportions | 10.00% | |||
Executives and Employees [Member] | ||||
Bonus Pool Distribution Proportions | 1.75% |
Note 12 - Commitments - Other C
Note 12 - Commitments - Other Commitments (Details) | Sep. 30, 2021USD ($) | |
Contractual obligation | $ 431,716 | |
Management Employment Agreements with Bonus and Severance Commitment Contingencies [Member] | ||
Contractual obligation | 350,000 | [1] |
Other Employee Severance Commitment Contingencies [Member] | ||
Contractual obligation | $ 81,716 | |
[1] | Excludes Retention Bonus Payments |
Note 12 - Commitments - Allocat
Note 12 - Commitments - Allocation of Retention Bonus (Details) | Sep. 30, 2021 | |
Bonus pool percentage | 100.00% | |
Board Members [Member] | ||
Bonus pool percentage | 65.00% | [1] |
Chief Executive Officer [Member] | ||
Bonus pool percentage | 15.474% | |
Chief Operating Officer [Member] | ||
Bonus pool percentage | 13.926% | |
Officer [Member] | ||
Bonus pool percentage | 1.75% | [2] |
Other Employees [Member] | ||
Bonus pool percentage | 3.85% | |
[1] | 15% for the Chairman and 10% for each of the other five directors. | |
[2] | The officer discretionary amount of 1.75% will be allocated to the officers within the discretion of the Board. |
Note 15 - COVID-19 (Details Tex
Note 15 - COVID-19 (Details Textual) - Small Businesses and Not-for-Profit Corporations [Member] - Forecast [Member] | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Operating Lease, Lease Income, Total | $ 859,000 |
Rental Income [Member] | Customer Concentration Risk [Member] | |
Concentration Risk, Percentage | 39.00% |
Note 16 - Related Party Trans_3
Note 16 - Related Party Transactions (Details Textual) - Not-for-profit Corporation [Member] | 1 Months Ended | 9 Months Ended |
Feb. 28, 2019USD ($) | Sep. 30, 2021USD ($) | |
Operating Lease, Lease Income, Total | $ 26,705 | |
Lease Term August 2016 Through December 2018 [Member] | ||
Rent Amount Per Square Foot Per Month, Maximum | 10 | |
Annual Rent | $ 18,170 | |
Operating Leases, Maximum Total Lease Commitment | $ 36,340 | |
Commitments, Fair Value Disclosure | 13,627 | |
Operating Leases, Additional Commitment | $ 36,340 |
Note 16 - Related Party Trans_4
Note 16 - Related Party Transactions - Summary of Leasing Arrangements (Details) - Not-for-profit Corporation [Member] | 9 Months Ended | |
Sep. 30, 2021USD ($)ft² | ||
Lease Term Jan 2019 Through December 2020 [Member] | ||
Square Feet (Square Foot) | ft² | 2,284 | |
Annual Rent | $ 19,414 | |
Jan 2021-Dec 2022 | $ 38,828 | |
Lease Term Jan 2019 Through December 2020 1 [Member] | ||
Square Feet (Square Foot) | ft² | 1,817 | |
Annual Rent | $ 0 | [1] |
Jan 2021-Dec 2022 | $ 0 | [1] |
Lease Term Jan 2019 Through December 2020 2 [Member] | ||
Square Feet (Square Foot) | ft² | 1,905 | |
Annual Rent | $ 16,193 | |
Jan 2021-Dec 2022 | $ 32,385 | |
[1] | The Company understood that the tenant’s main intent was to sublease the space to artists, on a short-term basis, after which such subtenant artists would transition into their own space leased directly from the Company. Under the master lease, the tenant has the right to sublease the space without prior written consent for use as an art studio, art school or related use. Under the terms of the master lease, rent is payable by the tenant only to the extent the space is sublet, at the rent amount per square foot payable by the subtenant up to a maximum of $10 per square foot per year. The maximum annual and total lease commitment of up to $18,170 and $36,340, respectively. Any space not subleased may be used by the tenant rent-free for certain stated art uses, although the tenant is responsible for certain passthrough expenses such as electric and heat. Since rent is only due if the space is sublet, the Company believes the fair value of the space to the extent not sublet reflects a below market lease over the nine months ending September 30, 2021 of $13,627 and total commitments of up to $36,340. |