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What changed in Medalist Diversified REIT, Inc.'s 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of Medalist Diversified REIT, Inc.'s 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+568 added−556 removedSource: 10-K (2025-02-27) vs 10-K (2024-03-06)

Top changes in Medalist Diversified REIT, Inc.'s 2024 10-K

568 paragraphs added · 556 removed · 365 edited across 6 sections

Item 1. Business

Business — how the company describes what it does

213 edited+114 added−112 removed90 unchanged
Biggest changeThe redemption was completed on February 20, 2024. ​ ​ ​ 87 Table of Contents Medalist Diversified REIT, Inc. and Subsidiaries Schedule III - Real Estate Properties and Accumulated Depreciation December 31, 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Initial Cost to Company ​ ​ ​ ​ ​ ​ ​ Gross Amount at Which Carried at Close of Period ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Buildings, ​ ​ ​ ​ Costs Written ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Life on Which ​ ​ ​ ​ ​ ​ ​ ​ Improvements ​ Costs ​ Off Due to ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation ​ ​ ​ ​ ​ ​ ​ ​ and Furniture, ​ Capitalized ​ Impairment ​ Fully ​ ​ ​ Buildings ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ in Latest ​ ​ Encum- ​ ​ ​ ​ Fixtures & ​ Subsequent to ​ and Loss on ​ Amortized ​ ​ ​ and ​ ​ ​ ​ Accumulated ​ Date of ​ Date ​ Income Statements Description ​ brances ​ Land ​ Equipment ​ Acquisition ​ Disposition ​ Improvements ​ Land ​ Improvements ​ Total ​ Depreciation ​ Construction ​ Acquired ​ is Computed Retail properties ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The Shops at Franklin Square ​ $ 13,250,000 ​ $ 3,343,164 ​ $ 15,418,158 (1) $ 1,535,906 ​ $ (309,435) ​ $ (496,597) ​ $ 3,343,164 ​ $ 16,148,032 ​ $ 19,491,196 ​ $ 3,546,784 2006 ​ April 28, 2017 Building - 38 years Gastonia, North Carolina ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 13 years Hanover North Shopping Center (3) ​ 9,640,725 ​ 3,158,882 ​ 8,334,478 (1) 405,755.00 ​ — ​ (374,315) ​ 3,158,882 ​ ​ 8,365,918 ​ 11,524,800 ​ 1,464,699 2007 ​ May 8, 2018 Building - 39 years Mechanicsville, Virginia ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 12 years Ashley Plaza Shopping Center ​ ​ 10,708,557 ​ ​ 3,007,721 ​ ​ 11,191,307 (1) ​ 197,287 ​ ​ — ​ ​ (62,768) ​ ​ 3,007,721 ​ ​ 11,325,826 ​ ​ 14,333,547 ​ ​ 2,578,779 ​ 1977 ​ August 30, 2019 ​ Building - 26.7 years Goldsboro, North Carolina ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 5 years Lancer Center Shopping Center ​ ​ — (2) ​ 2,195,125 ​ ​ 7,684,251 (1) ​ 404,795 ​ ​ (8,681) ​ ​ (50,255) ​ ​ 2,195,125 ​ ​ 8,030,110 ​ ​ 10,225,235 ​ ​ 1,892,862 ​ 1978 ​ May 14, 2021 ​ Building - 14.2 years Lancaster, South Carolina ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 7.5 years Salisbury Shopping Center ​ ​ — (2) ​ 2,383,881 ​ ​ 7,579,377 (1) ​ 67,213 ​ ​ (12,990) ​ ​ (14,003) ​ ​ 2,383,881 ​ ​ 7,619,597 ​ ​ 10,003,478 ​ ​ 890,442 ​ 1987 ​ June 13, 2022 ​ Building - 25 years Salisbury, North Carolina ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 5 years ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total retail properties ​ 33,599,282 ​ 14,088,773 ​ 50,207,571 ​ 2,610,956 ​ (331,106) ​ (997,938) ​ 14,088,773 ​ ​ 51,489,483 ​ 65,578,256 ​ 10,373,566 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Flex property ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Brookfield Center ​ ​ 4,571,410 ​ ​ 714,220 ​ ​ 5,693,147 (1) ​ 194,501 ​ ​ — ​ ​ (7,771) ​ ​ 714,220 ​ ​ 5,879,877 ​ ​ 6,594,097 ​ ​ 1,131,395 ​ 2007 ​ October 3, 2019 ​ Building - 40 years Greenville, South Carolina ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 4.3 years Greenbrier Business Center ​ ​ — (2) ​ 1,292,894 ​ ​ 5,603,909 (1) ​ 321,324 ​ ​ (16,733) ​ ​ (45,034) ​ ​ 1,292,894 ​ ​ 5,863,466 ​ ​ 7,156,360 ​ ​ 586,717 ​ 1987 ​ August 27, 2021 ​ Building - 26 years Chesapeake, Virginia ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 10 years Parkway Center ​ ​ 4,870,403 ​ ​ 430,549 ​ ​ 6,846,487 (1) ​ 336,909 ​ ​ (5,199) ​ ​ (64,277) ​ ​ 430,549 ​ ​ 7,113,920 ​ ​ 7,544,469 ​ ​ 496,974 ​ 1984 ​ November 1, 2021 ​ Building - 42 years Virginia Beach, Virginia ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 11 years ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total flex properties ​ $ 9,441,813 ​ $ 2,437,663 ​ $ 18,143,543 ​ $ 852,734 ​ $ (21,932) ​ $ (117,082) ​ $ 2,437,663 ​ $ 18,857,263 ​ $ 21,294,926 ​ $ 2,215,086 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Wells Fargo Mortgage Facility ​ ​ 17,939,276 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total investment properties ​ $ 60,980,371 ​ $ 16,526,436 ​ $ 68,351,114 ​ $ 3,463,690 ​ $ (353,038) ​ $ (1,115,020) ​ $ 16,526,436 ​ $ 70,346,746 ​ $ 86,873,182 ​ $ 12,588,652 ​ (1) Excludes intangible assets (2) Encumbered by Wells Fargo Mortgage Facility. ​ (3) Asset Held for Sale ​ 88 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Greenbrier ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Franklin Hanover ​ Ashley ​ Clemson ​ Brookfield ​ Lancer ​ Business ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square ​ Square (1) ​ ​ Plaza ​ Best Western (2) ​ Center ​ Center ​ Center ​ Parkway ​ Salisbury ​ Total Investments in real estate - 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at beginning of period - January 1, 2023 ​ $ 19,194,564 ​ $ 11,464,185 ​ $ 14,358,787 ​ $ — ​ $ 6,552,959 ​ $ 10,123,987 ​ $ 6,939,193 ​ $ 7,303,857 ​ $ 9,978,329 ​ $ 85,915,860 Changes during period: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capitalized leasing commissions ​ 101,408 ​ 22,965 ​ ​ 23,907 ​ ​ — ​ ​ 40,295 ​ ​ 88,982 ​ ​ 62,842 ​ ​ 52,682 ​ ​ 39,532 ​ 432,613 Capitalized tenant improvements ​ 343,894 ​ 90,000 ​ ​ — ​ ​ — ​ ​ 6,158 ​ ​ 44,250 ​ ​ 117,781 ​ ​ 226,592 ​ ​ — ​ 828,675 Building and site improvements ​ 56,892 ​ 16,642 ​ ​ 7,489 ​ ​ — ​ ​ — ​ ​ 15,225 ​ ​ 88,525 ​ ​ 24,445 ​ ​ 12,610 ​ 221,828 Loss on impairment of tangible assets ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ (16,733) ​ ​ — ​ ​ (12,990) ​ (29,723) Fully depreciated assets ​ ​ (205,562) ​ (68,992) ​ ​ (56,636) ​ ​ — ​ ​ (5,315) ​ ​ (47,209) ​ ​ (35,248) ​ ​ (63,107) ​ ​ (14,003) ​ ​ (496,072) Balance at end of period - December 31, 2023 ​ $ 19,491,196 ​ $ 11,524,800 ​ $ 14,333,547 ​ $ — ​ $ 6,594,097 ​ $ 10,225,235 ​ $ 7,156,360 ​ $ 7,544,469 ​ $ 10,003,478 ​ $ 86,873,181 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated depreciation - 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at beginning of period ​ $ 3,115,826 ​ $ 1,261,870 ​ $ 2,024,945 ​ $ — ​ $ 847,914 ​ $ 1,198,668 ​ $ 341,562 ​ $ 289,623 ​ $ 320,501 ​ $ 9,400,908 Additions charged to costs and expenses ​ 636,520 ​ 271,821 ​ ​ 610,470 ​ ​ — ​ ​ 288,796 ​ ​ 741,403 ​ ​ 280,403 ​ ​ 270,458 ​ ​ 583,944 ​ 3,683,815 Write off accumulated depreciation of property disposed / fully depreciated assets ​ (205,562) ​ (68,992) ​ ​ (56,636) ​ ​ — ​ ​ (5,315) ​ ​ (47,209) ​ ​ (35,248) ​ ​ (63,107) ​ ​ (14,003) ​ (496,072) Balance at end of period ​ $ 3,546,784 ​ $ 1,464,699 ​ $ 2,578,779 ​ $ — ​ $ 1,131,395 ​ $ 1,892,862 ​ $ 586,717 ​ $ 496,974 ​ $ 890,442 ​ $ 12,588,651 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net investments in real estate - December 31, 2023 ​ $ 15,944,412 ​ $ 10,060,101 ​ $ 11,754,768 ​ $ — ​ $ 5,462,702 ​ $ 8,332,373 ​ $ 6,569,643 ​ $ 7,047,495 ​ $ 9,113,036 ​ $ 74,284,530 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investments in real estate - 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at beginning of period - January 1, 2022 ​ $ 19,220,574 ​ $ 11,683,302 ​ $ 14,296,145 ​ $ 10,568,508 ​ $ 6,445,169 ​ $ 10,071,797 ​ $ 6,898,842 ​ $ 7,280,306 ​ $ — ​ $ 86,464,643 Changes during period: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Acquisitions ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 9,963,258 ​ 9,963,258 Capitalized leasing commissions ​ 139,941 ​ 45,672 ​ ​ 30,679 ​ ​ — ​ ​ 17,188 ​ ​ 11,198 ​ ​ 40,260 ​ ​ 13,372 ​ ​ 2,021 ​ 300,331 Capitalized tenant improvements ​ 10,624 ​ — ​ ​ 27,363 ​ ​ — ​ ​ 93,058 ​ ​ 39,520 ​ ​ — ​ ​ 6,808 ​ ​ — ​ 177,373 Building and site improvements ​ ​ — ​ 10,738 ​ ​ 4,600 ​ ​ 226,508 ​ ​ — ​ ​ 13,199 ​ ​ 9,877 ​ ​ 9,740 ​ ​ 13,050 ​ ​ 287,712 Furniture, fixtures and equipment ​ ​ — ​ ​ — ​ ​ — ​ ​ 253,887 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 253,887 Loss on impairment of tangible assets ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ (8,681) ​ ​ — ​ ​ (5,199) ​ ​ — ​ (13,880) Impairment of assets held for sale ​ — ​ — ​ ​ — ​ ​ (175,671) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ (175,671) Fully depreciated assets ​ ​ (176,576) ​ ​ (275,527) ​ ​ — ​ ​ — ​ ​ (2,456) ​ ​ (3,046) ​ ​ (9,786) ​ ​ (1,170) ​ ​ — ​ (468,561) Dispositions of investment properties ​ ​ — ​ ​ — ​ ​ — ​ ​ (10,873,232) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ (10,873,232) Balance at end of period - December 31, 2022 ​ $ 19,194,564 ​ $ 11,464,185 ​ $ 14,358,787 ​ $ — ​ $ 6,552,959 ​ $ 10,123,987 ​ $ 6,939,193 ​ $ 7,303,857 ​ $ 9,978,329 ​ $ 85,915,860 Accumulated depreciation - 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at beginning of period ​ $ 2,686,982 ​ $ 1,226,885 ​ $ 1,411,023 ​ $ 722,300 ​ $ 579,739 ​ $ 455,898 ​ $ 86,014 ​ $ 41,679 ​ $ — ​ $ 7,210,520 Additions charged to costs and expenses ​ ​ 605,419 ​ 310,512 ​ ​ 613,922 ​ ​ — ​ ​ 270,631 ​ ​ 745,816 ​ ​ 265,334 ​ ​ 249,114 ​ ​ 320,501 ​ 3,381,249 Impairment write-offs ​ ​ (176,576) ​ (275,527) ​ ​ — ​ ​ (722,300) ​ ​ (2,456) ​ ​ (3,046) ​ ​ (9,786) ​ ​ (1,170) ​ ​ — ​ (1,190,861) Balance at end of period ​ $ 3,115,826 ​ $ 1,261,870 ​ $ 2,024,945 ​ $ — ​ $ 847,914 ​ $ 1,198,668 ​ $ 341,562 ​ $ 289,623 ​ $ 320,501 ​ $ 9,400,908 Net investments in real estate - December 31, 2022 ​ $ 16,078,739 ​ $ 10,202,315 ​ $ 12,333,842 ​ $ — ​ $ 5,705,045 ​ $ 8,925,319 ​ $ 6,597,631 ​ $ 7,014,234 ​ $ 9,657,828 ​ $ 76,514,953 (1) Recorded as an asset held for sale on the Company’s consolidated balance sheet as of December 31. 2023.
Biggest changeThe Company used proceeds from the private placement of Common Shares to fund the $1,526,500 for the final redemption and accrued dividends. ​ ​ ​ ​ ​ 102 Table of Contents Medalist Diversified REIT, Inc. and Subsidiaries Schedule III - Real Estate Properties and Accumulated Depreciation December 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Initial Cost to Company ​ ​ ​ ​ ​ ​ ​ Gross Amount at Which Carried at Close of Period ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Buildings, ​ ​ ​ ​ Costs Written ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Life on Which ​ ​ ​ ​ ​ ​ ​ ​ Improvements ​ Costs ​ Off Due to ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation ​ ​ ​ ​ ​ ​ ​ ​ and Furniture, ​ Capitalized ​ Impairment ​ Fully ​ ​ ​ Buildings ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ in Latest ​ ​ Encum- ​ ​ ​ ​ Fixtures & ​ Subsequent to ​ and Loss on ​ Amortized ​ ​ ​ and ​ ​ ​ ​ Accumulated ​ Date of ​ Date ​ Income Statements Description ​ brances ​ Land ​ Equipment ​ Acquisition ​ Disposition ​ Improvements ​ Land ​ Improvements ​ Total ​ Depreciation ​ Construction ​ Acquired ​ is Computed Retail properties ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The Shops at Franklin Square ​ $ 13,250,000 ​ $ 3,343,164 ​ $ 15,418,158 (1) $ 1,780,459 ​ $ (309,435) ​ $ (698,564) ​ $ 3,343,164 ​ $ 16,190,618 ​ $ 19,533,782 ​ $ 3,981,713 2006 ​ April 28, 2017 Building - 38 years Gastonia, North Carolina ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 13 years Hanover North Shopping Center ​ — ​ 397,367 ​ — (1) - ​ — ​ — ​ 397,367 ​ ​ — ​ 397,367 ​ — 2007 ​ May 8, 2018 Building - 39 years Mechanicsville, Virginia ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 12 years Ashley Plaza Shopping Center ​ ​ 10,460,350 ​ ​ 3,007,721 ​ ​ 11,191,307 (1) ​ 451,582 ​ ​ — ​ ​ (810,412) ​ ​ 3,007,721 ​ ​ 10,832,477 ​ ​ 13,840,198 ​ ​ 2,407,702 ​ 1977 ​ August 30, 2019 ​ Building - 26.7 years Goldsboro, North Carolina ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 5 years Lancer Center Shopping Center ​ ​ — (2) ​ 2,195,125 ​ ​ 7,684,251 (1) ​ 525,010 ​ ​ (104,863) ​ ​ (295,988) ​ ​ 2,195,125 ​ ​ 7,808,410 ​ ​ 10,003,535 ​ ​ 2,364,654 ​ 1978 ​ May 14, 2021 ​ Building - 14.2 years Lancaster, South Carolina ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 7.5 years Salisbury Shopping Center ​ ​ — (2) ​ 2,383,881 ​ ​ 7,579,377 (1) ​ 249,423 ​ ​ (13,172) ​ ​ (141,139) ​ ​ 2,383,881 ​ ​ 7,674,489 ​ ​ 10,058,370 ​ ​ 1,325,877 ​ 1987 ​ June 13, 2022 ​ Building - 25 years Salisbury, North Carolina ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 5 years ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total retail properties ​ 23,710,350 ​ 11,327,258 ​ 41,873,093 ​ 3,006,474 ​ (427,470) ​ (1,946,104) ​ 11,327,258 ​ ​ 42,505,994 ​ 53,833,252 ​ 10,079,946 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Flex properties ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Brookfield Center ​ ​ 4,476,429 ​ ​ 714,220 ​ ​ 5,693,147 (1) ​ 194,501 ​ ​ — ​ ​ (527,858) ​ ​ 714,220 ​ ​ 5,359,790 ​ ​ 6,074,010 ​ ​ 796,772 ​ 2007 ​ October 3, 2019 ​ Building - 40 years Greenville, South Carolina ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 4.3 years Greenbrier Business Center ​ ​ — (2) ​ 1,292,894 ​ ​ 5,603,909 (1) ​ 364,434 ​ ​ (16,733) ​ ​ (59,986) ​ ​ 1,292,894 ​ ​ 5,891,624 ​ ​ 7,184,518 ​ ​ 885,092 ​ 1987 ​ August 27, 2021 ​ Building - 26 years Chesapeake, Virginia ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 10 years Parkway Center ​ ​ 4,814,563 ​ ​ 430,549 ​ ​ 6,846,487 (1) ​ 394,920 ​ ​ (5,199) ​ ​ (127,961) ​ ​ 430,549 ​ ​ 7,108,247 ​ ​ 7,538,796 ​ ​ 707,995 ​ 1984 ​ November 1, 2021 ​ Building - 42 years Virginia Beach, Virginia ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 11 years ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total flex properties ​ $ 9,290,992 ​ $ 2,437,663 ​ $ 18,143,543 ​ $ 953,854 ​ $ (21,932) ​ $ (715,804) ​ $ 2,437,663 ​ $ 18,359,661 ​ $ 20,797,324 ​ $ 2,389,859 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ STNL property ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Citibank ​ — ​ ​ 968,690 ​ ​ 1,329,683 ​ ​ — ​ ​ — ​ ​ — ​ ​ 968,690 ​ ​ 1,329,683 ​ ​ 2,298,373 ​ ​ 35,106 1972 ​ March 28, 2024 Building - 35 years Chicago, Illinois ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Site Improvements - 10 years ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total STNL property ​ $ — ​ $ 968,690 ​ $ 1,329,683 ​ $ — ​ $ — ​ $ — ​ $ 968,690 ​ $ 1,329,683 ​ $ 2,298,373 ​ $ 35,106 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Wells Fargo Mortgage Facility ​ ​ 17,509,420 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total investment properties ​ $ 50,510,762 ​ $ 14,733,611 ​ $ 61,346,319 ​ $ 3,960,329 ​ $ (449,403) ​ $ (2,661,908) ​ $ 14,733,611 ​ $ 62,195,338 ​ $ 76,928,949 ​ $ 12,504,911 ​ (1) Excludes intangible assets (2) Encumbered by Wells Fargo Mortgage Facility. ​ ​ 103 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Greenbrier ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Franklin Hanover ​ Ashley ​ Brookfield ​ Lancer ​ Business ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square ​ Square ​ ​ Plaza ​ Center ​ Center ​ Center ​ Parkway ​ Salisbury ​ Citibank ​ Total Investments in real estate - 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at beginning of period - January 1, 2024 ​ $ 19,491,196 ​ $ 11,524,800 ​ $ 14,333,547 ​ $ 6,594,097 ​ $ 10,225,235 ​ $ 7,156,360 ​ $ 7,544,469 ​ $ 10,003,478 ​ $ — ​ $ 86,873,181 Changes during period: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Acquisitions ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 2,298,373 ​ 2,298,373 Capitalized leasing commissions ​ 125,852 ​ — ​ ​ 48,206 ​ ​ — ​ ​ 47,233 ​ ​ 38,159 ​ ​ 29,799 ​ ​ 27,626 ​ ​ — ​ 316,875 Capitalized tenant improvements ​ 45,635 ​ — ​ ​ 135,224 ​ ​ — ​ ​ 67,982 ​ ​ — ​ ​ — ​ ​ 95,472 ​ ​ — ​ 344,313 Capitalized tenant improvement - lease incentives ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 29,645 ​ ​ — ​ 29,645 Building and site improvements ​ 73,067 ​ — ​ ​ 70,865 ​ ​ — ​ ​ 5,000 ​ ​ 4,950 ​ ​ 28,212 ​ ​ 29,467 ​ ​ — ​ 211,561 Loss on impairment of tangible assets ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ (182) ​ ​ — ​ (182) Gain on extinguishment of lease liability ​ — ​ — ​ ​ — ​ ​ — ​ ​ (96,182) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ (96,182) Fully depreciated assets ​ ​ (201,968) ​ — ​ ​ (747,644) ​ ​ (520,087) ​ ​ (245,733) ​ ​ (14,951) ​ ​ (63,684) ​ ​ (127,136) ​ ​ — ​ ​ (1,921,203) Dispositions of investment properties ​ ​ — ​ (11,127,433) ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ (11,127,433) Balance at end of period - December 31, 2024 ​ $ 19,533,782 ​ $ 397,367 ​ $ 13,840,198 ​ $ 6,074,010 ​ $ 10,003,535 ​ $ 7,184,518 ​ $ 7,538,796 ​ $ 10,058,370 ​ $ 2,298,373 ​ $ 76,928,949 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated depreciation - 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at beginning of period ​ $ 3,546,784 ​ $ 1,464,699 ​ $ 2,578,779 ​ $ 1,131,395 ​ $ 1,892,862 ​ $ 586,717 ​ $ 496,974 ​ $ 890,442 ​ $ — ​ $ 12,588,651 Additions charged to costs and expenses ​ 636,897 ​ — ​ ​ 576,567 ​ ​ 185,464 ​ ​ 717,525 ​ ​ 313,327 ​ ​ 274,705 ​ ​ 562,571 ​ ​ 35,106 ​ 3,302,162 Write off accumulated depreciation of property disposed / fully depreciated assets ​ (201,968) ​ (1,464,699) ​ ​ (747,644) ​ ​ (520,087) ​ ​ (245,733) ​ ​ (14,951) ​ ​ (63,684) ​ ​ (127,136) ​ ​ — ​ (3,385,902) Balance at end of period ​ $ 3,981,713 ​ $ — ​ $ 2,407,702 ​ $ 796,772 ​ $ 2,364,654 ​ $ 885,093 ​ $ 707,995 ​ $ 1,325,877 ​ $ 35,106 ​ $ 12,504,911 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net investments in real estate - December 31, 2024 ​ $ — ​ $ 397,367 ​ $ 11,432,496 ​ $ 5,277,238 ​ $ 7,638,881 ​ $ 6,299,425 ​ $ 6,830,801 ​ $ 8,732,493 ​ $ 2,263,267 ​ $ 64,424,038 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investments in real estate - 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at beginning of period - January 1, 2023 ​ $ 19,194,564 ​ $ 11,464,185 ​ $ 14,358,787 ​ $ 6,552,959 ​ $ 10,123,987 ​ $ 6,939,193 ​ $ 7,303,857 ​ $ 9,978,329 ​ $ — ​ $ 85,915,860 Changes during period: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capitalized leasing commissions ​ 101,408 ​ 22,965 ​ ​ 23,907 ​ ​ 40,295 ​ ​ 88,982 ​ ​ 62,842 ​ ​ 52,682 ​ ​ 39,532 ​ ​ — ​ 432,613 Capitalized tenant improvements ​ 343,894 ​ 90,000 ​ ​ - ​ ​ 6,158 ​ ​ 44,250 ​ ​ 117,781 ​ ​ 226,592 ​ ​ — ​ ​ — ​ 828,675 Building and site improvements ​ ​ 56,892 ​ 16,642 ​ ​ 7,489 ​ ​ — ​ ​ 15,225 ​ ​ 88,525 ​ ​ 24,445 ​ ​ 12,610 ​ ​ — ​ ​ 221,828 Loss on impairment of tangible assets ​ — ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ (16,733) ​ ​ — ​ ​ (12,990) ​ ​ — ​ (29,723) Fully depreciated assets ​ ​ (205,562) ​ ​ (68,992) ​ ​ (56,636) ​ ​ (5,315) ​ ​ (47,209) ​ ​ (35,248) ​ ​ (63,107) ​ ​ (14,003) ​ ​ — ​ (496,072) Balance at end of period - December 31, 2023 ​ $ 19,491,196 ​ $ 11,524,800 ​ $ 14,333,547 ​ $ 6,594,097 ​ $ 10,225,235 ​ $ 7,156,360 ​ $ 7,544,469 ​ $ 10,003,478 ​ $ — ​ $ 86,873,181 Accumulated depreciation - 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at beginning of period ​ $ 3,115,826 ​ $ 1,261,870 ​ $ 2,024,945 ​ $ 847,914 ​ $ 1,198,668 ​ $ 341,562 ​ $ 289,623 ​ $ 320,501 ​ $ — ​ $ 9,400,908 Additions charged to costs and expenses ​ ​ 636,520 ​ 271,821 ​ ​ 610,470 ​ ​ 288,796 ​ ​ 741,403 ​ ​ 280,403 ​ ​ 270,458 ​ ​ 583,944 ​ ​ — ​ 3,683,815 Impairment write-offs ​ ​ (205,562) ​ (68,992) ​ ​ (56,636) ​ ​ (5,315) ​ ​ (47,209) ​ ​ (35,248) ​ ​ (63,107) ​ ​ (14,003) ​ ​ — ​ (496,072) Balance at end of period ​ $ 3,546,784 ​ $ 1,464,699 ​ $ 2,578,779 ​ $ 1,131,395 ​ $ 1,892,862 ​ $ 586,717 ​ $ 496,974 ​ $ 890,442 ​ $ — ​ $ 12,588,651 Net investments in real estate - December 31, 2023 ​ $ 15,944,412 ​ $ 10,060,101 ​ $ 11,754,768 ​ $ 5,462,702 ​ $ 8,332,373 ​ $ 6,569,643 ​ $ 7,047,495 ​ $ 9,113,036 ​ $ — ​ $ 74,284,530 ​ ​ 104 Table of Contents EXHIBIT INDEX ​ Exhibit Number Description 3.1 Articles of Incorporation of Medalist Diversified REIT, Inc.* 3.2 Articles Supplementary to the Articles of Incorporation of Medalist Diversified REIT, Inc. designating the Company’s Series A Cumulative Redeemable Preferred Stock, $0.01 par value per share (incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form 8-A filed on February 13, 2020). 3.3 ​ Articles of Amendment to the Articles of Incorporation of Medalist Diversified REIT, Inc. approving the 1-for-8 reverse stock split of the Company’s Common Stock, $0.01 par value per share (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed May 3, 2023). 3.4 ​ Articles of Amendment to the Articles of Incorporation of Medalist Diversified REIT, Inc. decreasing the par value of the Company’s Common Stock, $0.01 par value per share (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K filed May 3, 2023). 3.5 ​ Articles Supplementary to the Articles of Incorporations of Medalist Diversified REIT, Inc. electing to become subject to Section 3-803 of the Maryland General Corporation Law (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed December 29, 2023). 3.6 ​ Articles of Amendment to the Articles of Incorporation of Medalist Diversified REIT, Inc. approving the 1-for-10 reverse stock split of the Company’s Common Stock, $0.01 par value per share (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed July 2, 2024). 3.7 ​ Articles of Amendment to the Articles of Incorporation of Medalist Diversified REIT, Inc. approving the 5-for-1 forward stock split of the Company’s Common Stock, $0.01 par value per share (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K filed on July 2, 2024). 3.8 ​ Articles of Amendment to the Articles of Incorporation of Medalist Diversified REIT, Inc. decreasing the par value of the Company’s Common Stock, $0.01 par value per share (incorporated by reference to Exhibit 3.3 to the Company’s Current Report on Form 8-K filed July 2, 2024). 3.9 Bylaws of Medalist Diversified REIT, Inc. * 4.1 Form of Certificate of Common Stock * 4.2 Form of Certificate of Series A Cumulative Redeemable Preferred Stock (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form 8-A filed on February 13, 2020) 4.3 ​ Description of Medalist Diversified REIT, Inc.’s Securities (incorporated by reference to Exhibit 4.3 to the Company’s Annual Report on Form 10-K filed on March 10, 2023). 10.1 Business Loan Agreement, dated as of November 3, 2017, by and between COF North, LLC and Langley Federal Credit Union * 10.2 Promissory Note, dated as of November 3, 2017, by COF North for the benefit of Langley Federal Credit Union * 10.3 Change in Terms Agreement, dated as of May 8, 2018, by MDR Hanover Square, LLC and PMI Hanover Sq., LLC * 10.4 Deed of Trust, dated as of November 3, 2017, by COF North for the benefit of Langley Federal Credit Union * 10.5 Modification of Deed of Trust, dated as of May 8, 2018, by MDR Hanover Square, LLC and PMI Hanover Sq., LLC for the benefit of Langley Federal Credit Union * 10.6 Tenants in Common Agreement, dated as of May 8, 2018, by and between MDR Hanover Square, LLC and PMI Hanover Sq., LLC * 10.7 Medalist Diversified REIT, Inc. 2018 Equity Incentive Plan * 10.8 Agreement of Limited Partnership of Medalist Diversified Holdings, L.P. * 10.9 First Amendment to Agreement of Limited Partnership of Medalist Diversified Holdings, L.P.
The Company also receives payments for these reimbursements from substantially all its tenants on a monthly basis throughout the year. The Company recognizes differences between previously estimated recoveries and the final billed amounts in the year in which the amounts become final.
The Company also receives payments for these reimbursements from substantially all its tenants on a monthly basis throughout the year. The Company recognizes differences between previously estimated recoveries and the estimated final billed amounts in the year in which the amounts become final.
Under ASC 360, depreciation of assets held for sale is discontinued, so no further depreciation or amortization was recorded subsequent to December 1, 2023.
Under ASC 360, depreciation of assets held for sale is discontinued, so no further depreciation or amortization was recorded subsequent to December 1, 2023.
For purposes of calculating the asset management fee, the Company’s stockholders’ equity means: (a) the sum of (1) the net proceeds from (or equity value assigned to) all issuances of the Company’s equity and equity equivalent securities (including common stock, common stock equivalents, preferred stock and Operating Partnership Units issued by the Company’s operating partnership) since inception (allocated on a pro rata daily basis for such issuances during the fiscal quarter of any such issuance), plus (2) the Company’s retained earnings at the end of the most recently completed calendar quarter (without taking into account any non-cash equity compensation expense incurred in current or prior periods), less (b) any amount that the Company has paid to repurchase its common stock issued in this or any subsequent offering.
For purposes of calculating the asset management fee, the Company’s stockholders’ equity means: (a) the sum of (1) the net proceeds from (or equity value assigned to) all issuances of the Company’s equity and equity equivalent securities (including common stock, common stock equivalents, preferred stock and OP Units issued by the Company’s operating partnership) since inception (allocated on a pro rata daily basis for such issuances during the fiscal quarter of any such issuance), plus (2) the Company’s retained earnings at the end of the most recently completed calendar quarter (without taking into account any non-cash equity compensation expense incurred in current or prior periods), less (b) any amount that the Company has paid to repurchase its common stock issued in this or any subsequent offering.
The Company reports changes in the fair value of the derivative in other income on its consolidated statements of operations. ​ For the period from September 1, 2022 through June 30, 2023, LIBOR, and for the period from July 1, 2023 through December 31, 2023, SOFR exceeded the 3% cap , and payments from the Interest Rate Protection Transaction reduced the Company’s net interest expense.
The Company reports changes in the fair value of the derivative in other income on its consolidated statements of operations. ​ For the period from September 1, 2022 through June 30, 2023, LIBOR, and for the period from July 1, 2023 through December 31, 2024, SOFR, exceeded the 3% cap , and payments from the Interest Rate Protection Transaction reduced the Company’s net interest expense.
These obligations include covenants for the Company to maintain a net worth of $11,400,000 , excluding the liabilities associated with the mortgage loan for the Ashley Plaza Property, and for the Company to maintain liquid assets of no less than $1,140,000 . As of December 31, 2023, the Company believes that it is compliant with these covenants.
These obligations include covenants for the Company to maintain a net worth of $11,400,000 , excluding the liabilities associated with the mortgage loan for the Ashley Plaza Property, and for the Company to maintain liquid assets of no less than $1,140,000 . As of December 31, 2024 and 2023, the Company believes that it is compliant with these covenants.
To the extent impairment has occurred, the Company charges to income the excess of the carrying value of the property over its estimated fair value. The Company estimates fair value using unobservable data such as projected future operating income, estimated capitalization rates, or multiples, leasing prospects and local market information.
To the extent impairment has occurred, the Company charges against income the excess of the carrying value of the property over its estimated fair value. The Company estimates fair value using unobservable data such as projected future operating income, estimated capitalization rates, or multiples, leasing prospects and local market information.
During the year ended December 31, 2023, the Company determined that the carrying value of certain intangible assets associated with the three leases on which tenants should be written off and recorded a loss on impairment of $26,898 for the year ended December 31, 2023.
During the year ended December 31, 2023, the Company determined that the carrying value of certain intangible assets associated with the three leases on which tenants defaulted should be written off and recorded a loss on impairment of $26,898 for the year ended December 31, 2023.
On the consolidated statements of operations, the subsidiaries are reported at the consolidated amount, including both the amount attributable to the Company and noncontrolling interests. The Company’s consolidated statements of changes in stockholders’ equity includes beginning balances, activity for the period and ending balances for shareholders’ equity, noncontrolling interests and total equity.
On the consolidated statements of operations, the subsidiaries are reported at the consolidated amount, including both the amount attributable to the Company and noncontrolling interests. The Company’s consolidated statements of changes in stockholders’ equity includes beginning balances, activity for the period and ending balances for stockholders’ equity, noncontrolling interests and total equity.
The second noncontrolling interest is in the Parkway Property in which the Company owns an 82% tenancy in common interest through its subsidiary and an outside party owns an 18% tenancy in common interest. The Parkway Property's net income (loss) is allocated to the noncontrolling ownership interest based on its 18% ownership.
The second noncontrolling interest is in the Parkway Property in which the Company owns an 82% tenancy in common interest through its subsidiary and an outside party owns an 18% tenancy in common interest. The Parkway Property's net loss is allocated to the noncontrolling ownership interest based on its 18% ownership.
Limited partners in the Operating Partnership who have held their Operating Partnership Units for one year or longer have the right to redeem their common Operating Partnership Units for cash or, at the REIT’s option, Common Shares at a ratio of Operating Partnership Unit for one common share.
Limited partners in the Operating Partnership who have held their OP Units for one year or longer have the right to redeem their common OP Units for cash or, at the REIT’s option, Common Shares at a ratio of OP Unit for one common share.
The Company places its cash and cash equivalents and any restricted cash held by the Company on deposit with financial institutions in the United States which are insured by the Federal Deposit Insurance Company (“FDIC”) up to $250,000.
The Company places its cash and cash equivalents and any restricted cash held by the Company on deposit with financial institutions in the United States which are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000.
The Equity Incentive Plan permits the grant of stock options, stock appreciation rights, stock awards, performance units, incentive awards and other equity-based awards (including LTIP units of the Company’s Operating Partnership) to its employees or an affiliate (as defined in the Equity Incentive Plan) of the Company and for up to the greater of (i) 30,000 Common Shares and (ii) eight percent (8)% of the number of fully diluted shares of the Company’s Common Shares (taking into account interests in the Operating Partnership that may become convertible into Common Shares).
The Equity Incentive Plan permits the grant of stock options, stock appreciation rights, stock awards, performance units, incentive awards and other equity-based awards (including LTIP units of the Company’s Operating Partnership) to its employees or an affiliate (as defined in the Equity Incentive Plan) of the Company and for up to the greater of (i) 15,000 Common Shares and (ii) eight percent (8%) of the number of fully diluted shares of the Company’s Common Shares (taking into account interests in the Operating Partnership that may become convertible into Common Shares).
The repurchase program does not obligate the Company to acquire any particular amount of shares, and the repurchase program may be suspended or discontinued at any time at the Company's discretion.
The repurchase program does not obligate the Company to acquire any particular amount of Common Shares, and the repurchase program may be suspended or discontinued at any time at the Company’s discretion.
The Company did not record any conditional asset retirement obligation liabilities during years ended December 31, 2023 and 2022, respectively. Cash and Cash Equivalents and Restricted Cash The Company considers all highly liquid investments purchased with an original maturity of 90 days or less to be cash and cash equivalents. Cash equivalents are carried at cost, which approximates fair value.
The Company did not record any conditional asset retirement obligation liabilities during years ended December 31, 2024 and 2023, respectively. Cash and Cash Equivalents and Restricted Cash The Company considers all highly liquid investments purchased with an original maturity of 90 days or less to be cash and cash equivalents. Cash equivalents are carried at cost, which approximates fair value.
Level 3 inputs are unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. During November 2023, the Company committed to a plan to sell an asset group associated with the Hanover Square Shopping Center Property that includes the land, site improvements, building, and building improvements.
Level 3 inputs are unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. During November 2023, the Company committed to a plan to sell an asset group associated with the Hanover Square Shopping Center Property that included the land, site improvements, building, and building improvements.
These amounts are included in the loss on impairment reported on the Company’s consolidated statement of operations for the year ended December 31, 2023 and 2022. ​ Intangible Assets The Company also reviews its intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value of its intangible assets may not be recoverable, but at least annually.
These amounts are included in the loss on impairment reported on the Company’s consolidated statement of operations for the year ended December 31, 2023. ​ Intangible Assets The Company also reviews its intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value of its intangible assets may not be recoverable, but at least annually.
The Wells Fargo Mortgage Facility credit agreement includes covenants to maintain a debt service coverage ratio of not less than 1.50 to 1.00 on an annual basis, a minimum debt yield of 9.5% on the Salisbury Marketplace Property, the Lancer Center Property and the Greenbrier Business Center Property, and the maintenance of liquid assets of not less than $1,500,000 .
The Wells Fargo Mortgage Facility credit agreement includes covenants to maintain a debt service coverage ratio of not less than 1.50 to 1.00 on an annual basis, a combined minimum debt yield of 9.5% on the Salisbury Marketplace Property, the Lancer Center Property, the Greenbrier Business Center Property, and the Citibank Property, and the maintenance of liquid assets of not less than $1,500,000 .
Elliott, MDR Greenbrier LLC and The Old Point National Bank of Phoebus (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on September 2, 2021) . 10.14 ​ Promissory Note, made as of June 7, 2021, by Medalist Fund II-B, LLC for the benefit of The Old Point National Bank of Phoebus (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on September 2, 2021) . 90 Table of Contents 10.15 ​ Business Loan Agreement, dated as of June 7, 2021, by and between Medalist Fund II-B, LLC and The Old Point National Bank of Phoebus (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on September 2, 2021). 10.16 ​ Tenants in Common Agreement, dated as of November 1, 2021, by and between PMI Parkway, LLC and MDR Parkway, LLC (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on November 8, 2021). 10.17 ​ Promissory Note, made as of November 1, 2021, by PMI Parkway, LLC and MDR Parkway, LLC for the benefit of TIAA, FSB (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on November 8, 2021). 10.18 ​ Loan Agreement, made as of November 8, 2021, by and between MDR Franklin Square, LLC and DBR Investments Co.
Elliott, MDR Greenbrier LLC and The Old Point National Bank of Phoebus (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on September 2, 2021) . 10.14 ​ Promissory Note, made as of June 7, 2021, by Medalist Fund II-B, LLC for the benefit of The Old Point National Bank of Phoebus (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on September 2, 2021) . 10.15 ​ Business Loan Agreement, dated as of June 7, 2021, by and between Medalist Fund II-B, LLC and The Old Point National Bank of Phoebus (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on September 2, 2021). 10.16 ​ Tenants in Common Agreement, dated as of November 1, 2021, by and between PMI Parkway, LLC and MDR Parkway, LLC (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on November 8, 2021). 10.17 ​ Promissory Note, made as of November 1, 2021, by PMI Parkway, LLC and MDR Parkway, LLC for the benefit of TIAA, FSB (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on November 8, 2021). 10.18 ​ Loan Agreement, made as of November 8, 2021, by and between MDR Franklin Square, LLC and DBR Investments Co.
Messier and Elliott. Under these agreements, the Company assumed guaranties related to environmental waste and acts of fraud, among others, and consented to certain covenants (discussed above) to maintain minimum net worth and liquidity levels. For the Franklin Square Property mortgage loan, the termination of the Management Agreement was considered an event of default.
Under these agreements, the Company assumed guaranties related to environmental waste and acts of fraud, among others, and consented to certain covenants (discussed above) to maintain minimum net worth and liquidity levels. For the Franklin Square Property mortgage loan, the termination of the Management Agreement was considered an event of default.
(d) The mortgage loan for the Brookfield Property bears interest at a fixed rate of 3.90 % and was interest only for the first twelve months. Beginning on November 1, 2020, the monthly payment became $22,876 for the remaining term of the loan, which includes interest at the fixed rate, and principal, based on a thirty-year amortization schedule.
(c) The mortgage loan for the Brookfield Property bears interest at a fixed rate of 3.90 % and was interest only for the first twelve months. Beginning on November 1, 2020, the monthly payment became $22,876 for the remaining term of the loan, which includes interest at the fixed rate, and principal, based on a thirty-year amortization schedule.
The mortgage loan includes covenants for the Company to maintain a net worth of $ 13,250,000 , excluding the assets and liabilities associated with the Franklin Square Property and for the Company to maintain liquid assets of no less than $1,000,000 . As of December 31, 2023 and 2022, the Company believes that it is compliant with these covenants.
The mortgage loan includes covenants for the Company to maintain a net worth of $ 13,250,000 , excluding the assets and liabilities associated with the Franklin Square Property and for the Company to maintain liquid assets of no less than $1,000,000 . As of December 31, 2024 and 2023, the Company believes that it is compliant with these covenants.
While these types of investments are not intended to be a primary focus, the Company may make such investments at the discretion of the Company’s Board of Directors (the “Board”). For all periods prior to July 18, 2023, the Company was externally managed by Medalist Fund Manager, Inc. (the “Manager”).
While these types of investments are not intended to be a primary focus, the Company may make such investments at the discretion of the Company’s Board. For all periods prior to July 18, 2023, the Company was externally managed by Medalist Fund Manager, Inc. (the “Manager”).
ASU 2020-04 was issued to provide companies impacted by these changes with the opportunity to elect certain expedients and exceptions that are intended to ease the potential burden of accounting for or recognizing the effects of reference rate reform on financial reporting.
ASU 2020-04 was issued to provide companies impacted by these changes with the opportunity to elect certain expedients and exceptions that were intended to ease the potential burden of accounting for or recognizing the effects of reference rate reform on financial reporting.
Financial market regulators in certain jurisdictions throughout the world undertook reference rate reform initiatives to guide the transition and modification of debt agreements and other contracts that are based on LIBOR to the successor reference rate designated to replace it.
Financial market regulators in certain jurisdictions throughout the world undertook reference rate reform initiatives to guide the transition and modification of debt agreements and other contracts that were based on LIBOR to the successor reference rate designated to replace it.
The Company determined that the carrying value of the capitalized leasing commission and tenant improvements associated with this lease and which were recorded as a component of investment properties on the Company’s consolidated balance sheets should be written off and recorded a loss on impairment of $12,990 for the year ended December 31, 2023.
The Company determined that the carrying value of the capitalized leasing commission and tenant improvements associated with this lease and which were recorded as a component of investment properties on the Company’s consolidated balance sheets should be written off and recorded a loss on impairment of $12,990 75 Table of Contents for the year ended December 31, 2023.
In order to maintain this REIT status, the regulations require the Company to distribute at least 90% of its taxable income to shareholders and meet certain other asset and income tests, as well as other requirements.
In order to maintain this REIT status, the regulations require the Company to distribute at least 90% of its taxable income to stockholders and meet certain other asset and income tests, as well as other requirements.
(incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on November 2, 2020). 10.13 ​ Assignment, Assumption and Release Agreement, dated as of August 27, 2021, by and among Medalist Fund II-B, LLC, Thomas E. Messier, William R.
(incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on November 2, 2020). 105 Table of Contents 10.13 ​ Assignment, Assumption and Release Agreement, dated as of August 27, 2021, by and among Medalist Fund II-B, LLC, Thomas E. Messier, William R.
As a result, as of December 1, 2023, the Company reclassified these assets, and the related mortgage payable, net, for the Hanover Square Property as assets held for sale and liabilities associated with assets held for sale, respectively.
As a result, as of December 1, 2023, the Company reclassified these assets, and the related mortgage payable, net, for the Hanover Square Shopping Center Property as assets held for sale and liabilities associated with assets held for sale, respectively.
Elliott receives a fee equal to 5% of the property management fees paid by the Company to Dodson Properties, LLC or its affiliates. ​ 10. Segment Information The Company establishes operating segments at the property level and aggregates individual properties into reportable segments based on product types in which the Company has investments.
Elliott received a fee equal to 5% of the property management fees paid by the Company to Dodson Properties or its affiliates. ​ ​ 10. Segment Information The Company establishes operating segments at the property level and aggregates individual properties into reportable segments based on product types in which the Company has investments.
Diluted earnings per share is computed by dividing the net income attributable to common shareholders, excluding the net loss attributable to noncontrolling interests, by the weighted average number of Common Shares, including any dilutive shares.
Diluted earnings per share is computed by dividing the net income attributable to common stockholders, excluding the net loss attributable to noncontrolling interests, by the weighted average number of Common Shares, including any dilutive shares.
No incentive fees were earned or paid during the year ended December 31, 2023 or 2022, or at any time during the term of the Management Agreement. ​ 84 Table of Contents Colin Elliott Effective as of March 1, 2020, the Company entered into a consulting agreement (the “Consulting Agreement”), with Gunston Consulting, LLC (the “Consultant”), pursuant to which the Consultant agreed to provide certain financial and accounting consulting services to the Company, and the Company agreed to pay the Consultant an annual fee and annual stock grants awarded by the Compensation Committee and agreed to reimburse the Consultant for certain expenses to be authorized by the Company.
No incentive fees were earned or paid during the year ended December 31, 2024 or 2023, or at any time during the term of the Management Agreement. ​ Colin Elliott Effective as of March 1, 2020, the Company entered into a consulting agreement (the “Consulting Agreement”), with Gunston Consulting, LLC (the “Consultant”), pursuant to which the Consultant agreed to provide certain financial and accounting consulting services to the Company, and the Company agreed to pay the Consultant an annual fee and annual stock grants awarded by the Compensation Committee and agreed to reimburse the Consultant for certain expenses to be authorized by the Company.
The Company includes these reimbursements, along with other revenue derived from late fees and seasonal events, on the consolidated statements of operations under the captions "Retail center property revenues” and “Flex center property revenues.” (See Recent Accounting Pronouncements, below.) This significantly reduces the Company’s exposure to increases in costs and operating expenses resulting from inflation or other outside factors.
The Company includes these reimbursements, along with other revenue derived from late fees and seasonal events, on the consolidated statements of operations under the captions "Retail center property revenues”, “Flex center property revenues,” and “Single tenant net lease property revenues.” (See Recent Accounting Pronouncements, below.) This significantly reduces the Company’s exposure to increases in costs and operating expenses resulting from inflation or other outside factors.
No such expenses were recorded for the year ended December 31, 2022. ​ 74 Table of Contents Mortgages payable, net, associated with assets held for sale ​ The Company’s mortgages payables, net, associated with assets held for sale, consists of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Monthly ​ Interest ​ ​ ​ December 31, Property Payment Rate Maturity ​ 2023 2022 Hanover Square (a) $ 78,098 6.94 % December 2027 ​ ​ 9,640,725 ​ ​ — Unamortized issuance costs, net ​ ​ (51,837) ​ — Total mortgages payable, net, associated with assets held for sale ​ ​ ​ ​ ​ $ 9,588,888 ​ $ — ​ (a) The mortgage loan for the Hanover Square Property bore interest at a fixed rate of 4.25 % until January 1, 2023, when the interest rate adjusted to a fixed rate of 6.94 %, which was determined by adding 3.00% to the daily average yield on United States Treasury securities adjusted to a constant maturity of five years , as made available by the Federal Reserve Board, with a minimum of 4.25 %.
No such expenses were recorded for the year ended December 31, 2024. ​ Mortgages payable, net, associated with assets held for sale ​ The Company’s mortgages payables, net, associated with assets held for sale, consists of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Monthly ​ Interest ​ ​ ​ December 31, Property ​ Payment Rate ​ Maturity ​ 2024 2023 Hanover Square (a) ​ $ 78,098 6.94 % ​ December 2027 ​ $ — ​ $ 9,640,725 Unamortized issuance costs, net ​ ​ ​ ​ — ​ (51,837) Total mortgages payable, net, associated with assets held for sale ​ ​ ​ ​ ​ ​ ​ $ — ​ $ 9,588,888 ​ (a) The mortgage loan for the Hanover Square Shopping Center Property bore interest at a fixed rate of 4.25 % until January 1, 2023, when the interest rate adjusted to a fixed rate of 6.94 %, which was determined by adding 3.00% to the daily average yield on United States Treasury securities adjusted to a constant maturity of five years , as made available by the Federal Reserve Board, with a minimum of 4.25 %.
Effective for the year ended December 31, 2023, the Company is no longer classified as an emerging growth company but has retained its classification as a smaller reporting company and therefore follows implementation dates applicable to smaller reporting companies with respect to new accounting pronouncements.
Beginning with the year ended December 31, 2023, the Company is no longer classified as an emerging growth company but has retained its classification as a smaller reporting company and therefore follows implementation dates applicable to smaller reporting companies with respect to new accounting pronouncements.
Intangible assets (or liabilities) such as above or below-market leases and in-place lease value are recorded at fair value and are amortized as an adjustment to rental revenue or amortization expense, as appropriate, over the remaining terms of the underlying leases.
Intangible assets (or liabilities) such as above or below-market leases and in-place lease value are recorded at fair value and are amortized as an adjustment to rental revenue or amortization expense, as appropriate, over the remaining terms of the underlying 73 Table of Contents leases.
Assets held for sale ​ The Company records properties as assets held for sale, and any associated mortgages payable, net, as mortgages payable, net, associated with assets held for sale, on the Company's consolidated balance sheets when management has committed to a plan to sell the assets, actively seeks a buyer for the assets, and the consummation of the sale is considered probable and is expected within one year. ​ During November 2023, the Company committed to a plan to sell an asset group associated with the Hanover Square Property that includes the land, site improvements, building, and building improvements.
Assets held for sale ​ The Company records properties as assets held for sale, and any associated mortgages payable, net, as mortgages payable, net, associated with assets held for sale, on the Company's consolidated balance sheets when management has committed to a plan to sell the assets, actively seeks a buyer for the assets, and the consummation of the sale is considered probable and is expected within one year. ​ During November 2023, the Company committed to a plan to sell an asset group associated with the Hanover Square Shopping Center Property that includes the land associated with the Hanover Square Shopping Center (excluding the land associated with the Hanover Square Outparcel), site improvements, building, building improvements and tenant improvements.
Credit Losses on Financial Instruments In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This update enhances the methodology of measuring expected credit losses to include the use of forward-looking information to better calculate credit loss estimates.
Credit Losses on Financial Instruments In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit 80 Table of Contents Losses on Financial Instruments . This update enhances the methodology of measuring expected credit losses to include the use of forward-looking information to better calculate credit loss estimates.
Several of these presentation and disclosure requirements are applicable to the Company, including disclosures related to mortgaged assets, unused lines of credit, the presentation of gains and losses from derivative instruments in the statement of cash flows, and the tax status of distributions to stockholders.
Several of these presentation and disclosure requirements are applicable to the Company, including disclosures related to mortgaged assets, unused lines of credit, the presentation 81 Table of Contents of gains and losses from derivative instruments in the statement of cash flows, and the tax status of distributions to stockholders.
The Reverse Stock Split took effect at 5:00 p.m.
The 2024 Reverse Stock Split took effect at 5:00 p.m.
For the year ended December 31, 2021, the Company incurred $503,910 in acquisition fees associated with the Lancer Center Property, Greenbrier Business Center Property and Parkway Property, which were allocated and added to the fair value of the Lancer Center Property, Greenbrier Business Center Property and Parkway Property tangible assets.
For the year ended December 31, 2021, the Company incurred $503,910 in acquisition fees 98 Table of Contents associated with the Lancer Center Property, Greenbrier Business Center Property and Parkway Property, which were allocated and added to the fair value of the Lancer Center Property, Greenbrier Business Center Property and Parkway Property tangible assets.
The Company concludes that it is probable that the Company will be able to meet its obligations arising within one year of the date of issuance of these consolidated financial statements within the parameters set forth in the accounting guidance. ​ ​ 3.
The Company concludes that it is probable that the Company will be able to meet its obligations arising within one year of the date of issuance of these consolidated financial statements within the parameters set forth in the accounting guidance. ​ 82 Table of Contents 3.
The $132,500 consent fee is recorded as part of the management restructuring fee on the consolidated statement of operations for the year ended December 31, 2023.
The $132,500 consent fee was recorded as part of the management restructuring fee on the consolidated statement of operations for the year ended December 31, 2023.
The Company further adjusts funds from operations (“FFO”) for certain items that are not added to net income in the National Association of Real Estate Investment Trusts’ (NAREIT) definition of FFO, such as acquisition expenses, equity based compensation expenses, and any other non-recurring or non-cash expenses, which are costs that do not relate to the operating performance of the Company’s properties, and subtract recurring capital expenditures (and, when calculating the incentive fee only, we further adjust FFO to include any realized gains or losses on real estate investments).
The Company further adjusts funds from operations (“FFO”) for certain items that are not added to net income in the NAREIT White Paper’s definition of FFO, such as acquisition expenses, equity based compensation expenses, and any other non-recurring or non-cash expenses, which are costs that do not relate to the operating performance of the Company’s properties, and subtract recurring capital expenditures (and, when calculating the incentive fee only, we further adjust FFO to include any realized gains or losses on real estate investments).
Payments to the Company from the Interest Rate Protection Transaction are recorded as an offset to interest expense on the Company’s consolidated statements of operations for the years ended December 31, 2023 and 2022. ​ Wells Fargo Line of Credit On June 13, 2022, the Company, through its wholly owned subsidiaries, entered into a loan agreement with Wells Fargo Bank for a $1,500,000 line of credit (the “Wells Fargo Line of Credit”).
Payments to the Company from the Interest Rate Protection Transaction are recorded as an offset to interest expense on the Company’s consolidated statements of operations for the years ended December 31, 2024 and 2023. ​ Wells Fargo Line of Credit On June 13, 2022, the Company, through its wholly-owned subsidiaries, entered into a loan agreement with Wells Fargo Bank, National Association for a $1,500,000 line of credit (the “Original Wells Fargo Line of Credit”).
Debt With Conversion Options In August 2020, the FASB issued ASU 2020-06, Debt - Debt With Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in an Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity.
Recently Adopted Accounting Pronouncements Debt With Conversion Options In August 2020, the FASB issued ASU 2020-06, Debt - Debt With Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in an Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity.
The first category is the allocation of acquisition costs to tenant improvements that is recorded on the Company’s consolidated balance sheet as of the date of the Company’s acquisition of the investment property. The second category are tenant improvement costs incurred and paid by the Company subsequent to the acquisition of the investment property.
The first category is the allocation of acquisition costs to tenant improvements that is recorded on the Company’s consolidated balance sheets as of the date of the Company’s acquisition of the investment property. The second category is tenant improvement costs incurred and paid by the Company subsequent to the acquisition of the investment property.
The Manager oversaw the Company’s overall business and affairs and had broad discretion to make operating decisions on behalf of the Company and to make investment decisions. On July 18, 2023, the Company and the Manager entered into the Termination Agreement terminating the Management Agreement.
The Manager oversaw the 97 Table of Contents Company’s overall business and affairs and had broad discretion to make operating decisions on behalf of the Company and to make investment decisions. On July 18, 2023, the Company and the Manager entered into the Termination Agreement terminating the Management Agreement.
In accordance with the guidance on derivatives and hedging, the Company records all derivatives on the balance sheet at fair value under other assets. The Company determines fair value based on the three-level valuation hierarchy for fair value measurement. Level 1 inputs are quoted prices in active markets for identical assets or liabilities.
In accordance with the guidance on derivatives and hedging, the Company records 89 Table of Contents all derivatives on the balance sheet at fair value under other assets. The Company determines fair value based on the three-level valuation hierarchy for fair value measurement. Level 1 inputs are quoted prices in active markets for identical assets or liabilities.
One half of the acquisition fee, or $100,762 was paid in cash and one half of the acquisition fee was accrued in connection with the Deferral Agreement.
One half of the acquisition fee, or $100,762 was paid in cash to the Manager and one half of the acquisition fee was accrued in connection with the Deferral Agreement.
Pursuant to the terms of the 2023 Manager Letter Agreement, the Company further amended the Management Agreement, which provides for the deferral of the acquisition fee payable to the Manager in certain circumstances, to clarify that the Deferred Acquisition Fee Amount (as defined in the 2021 Manager Letter Agreement) will be deferred until the earlier of (i) the date that the public trading price of the Company’s common stock, as reported on the Nasdaq Capital Market, reaches a closing trading price of at least $40.00 per share (adjusted to reflect the Reverse Stock Split); (ii) the effective date of the termination of the Management Agreement as the result of an election by the Company to terminate the Management Agreement (other than on account of any of the events specified in clauses (i) through (vi) of Section 11(a) of the Management Agreement); and (iii) a Change in Control. ​ For the year ended December 31, 2022, the Company incurred $201,524 in acquisition fees associated with the Salisbury Marketplace Property acquisition, which were allocated and added to the fair value of the Salisbury Marketplace Property tangible assets.
Pursuant to the terms of the 2023 Manager Letter Agreement, the Company further amended the Management Agreement, which provides for the deferral of the acquisition fee payable to the Manager in certain circumstances, to clarify that the Deferred Acquisition Fee Amount (as defined in the 2021 Manager Letter Agreement) will be deferred until the earlier of (i) the date that the public trading price of the Company’s common stock, as reported on the Nasdaq Capital Market, reached a closing trading price of at least $80.00 per share (as adjusted to reflect the Company’s May 3, 2023 1 -for-8 reverse stock split and the Company’s 2024 Stock Splits); (ii) the effective date of the termination of the Management Agreement as the result of an election by the Company to terminate the Management Agreement (other than on account of any of the events specified in clauses (i) through (vi) of Section 11(a) of the Management Agreement); and (iii) a Change in Control. ​ During the year ended December 31, 2022, the Company incurred $201,524 in acquisition fees associated with the Salisbury Marketplace Property acquisition, which were allocated and added to the fair value of the Salisbury Marketplace Property tangible assets.
A past due receivable triggers certain events such as notices, fees and other allowable and required actions per the lease. As of December 31, 2023 and 2022, the Company’s allowance for uncollectible rent totaled $13,413 and $47,109, respectively, which are comprised of amounts specifically identified based on management’s review of individual tenants’ outstanding receivables.
A past due receivable triggers certain events such as notices, fees and other allowable and required actions per the lease. As of December 31, 2024 and 2023, the Company’s allowance for uncollectible rent totaled $0 and $13,413, respectively, which are comprised of amounts specifically identified based on management’s review of individual tenants’ outstanding receivables.
Attached as Exhibit 101 to this report are the following documents formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) Consolidated Balance Sheets; (ii) Consolidated Statements of Operations; (iii) Consolidated Statements of Equity; (iv) Consolidated Statements of Cash Flows; and (v) Notes to Consolidated Financial Statements. ​ 92 Table of Contents SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. ​ ​ ​ ​ ​ MEDALIST DIVERSIFIED REIT, INC. ​ ​ ​ Date: March 6, 2024 By: /s/ Francis P.
Attached as Exhibit 101 to this report are the following documents formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) Consolidated Balance Sheets; (ii) Consolidated Statements of Operations; (iii) Consolidated Statements of Equity; (iv) Consolidated Statements of Cash Flows; and (v) Notes to Consolidated Financial Statements. ​ 108 Table of Contents SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. ​ ​ ​ ​ ​ MEDALIST DIVERSIFIED REIT, INC. ​ ​ ​ Date: February 27, 2025 By: /s/ Francis P.
The Operating Partnership Units and the equivalent Common Shares attributable to the convertible debentures have been excluded from the Company’s diluted earnings per share calculation because their inclusion would be antidilutive.
The OP Units and the equivalent Common Shares attributable to the convertible debentures have been excluded from the Company’s diluted earnings per share calculation because their inclusion would be antidilutive.
Environmental laws govern the presence, maintenance, and removal of hazardous materials in buildings, and if the Company does not comply with such laws, it could face fines 82 Table of Contents for such noncompliance.
Environmental laws govern the presence, maintenance, and removal of hazardous materials in buildings, and if the Company does not comply with such laws, it could face fines for such noncompliance.
Management determined that no additional general reserve is considered necessary as of December 31, 2023 and 2022, respectively.
Management determined that no additional general reserve is considered necessary as of December 31, 2024 and 2023, respectively.
Summary of Significant Accounting Policies Investment Properties The Company has adopted Accounting Standards Update (“ASU”) 2017-01, Business Combinations (Topic 805) , which clarifies the framework for determining whether an integrated set of assets and activities meets the definition of a business.
Summary of Significant Accounting Policies Investment Properties The Company has adopted ASU 2017-01, Business Combinations (Topic 805) , which clarifies the framework for determining whether an integrated set of assets and activities meets the definition of a business.
Under this agreement, the Company’s interest rate exposure is capped at 5.25% if USD 1-Month ICE LIBOR exceeds 3%. Effective on July 1, 2023, the interest rate index under the Interest Rate Protection Transaction automatically converted to SOFR. As of December 31, 2023, SOFR was 5.35% and as of December 31, 2022, USD 1-Month ICE LIBOR was 4.39%.
Under this agreement, the Company’s interest rate exposure is capped at 5.25% if USD 1-Month ICE LIBOR exceeds 3%. Effective on July 1, 2023, the interest rate index under the Interest Rate Protection Transaction automatically converted to SOFR. As of December 31, 2024 and 2023, SOFR was 4.33% and 5.35%, respectively.
Revenue Recognition Retail and Flex Center Property Revenues The Company recognizes minimum rents from its retail center properties and flex center properties on a straight-line basis over the terms of the respective leases which results in an unbilled rent asset being recorded on the consolidated balance sheets.
Revenue Recognition Retail, Flex, and Single Tenant Net Lease Property Revenues The Company recognizes minimum rents from its retail center properties, flex center properties and STNL properties on a straight-line basis over the terms of the respective leases which results in an unbilled rent asset being recorded on the consolidated balance sheets.
As of December 31, 2023 and 2022, the Company reported $1,109,782 and $1,022,153, respectively, in unbilled rent. The Company’s leases generally require the tenant to reimburse the Company for a substantial portion of its expenses incurred in operating, maintaining, repairing, insuring and managing the shopping center and common areas (collectively defined as Common Area Maintenance or “CAM” expenses).
As of December 31, 2024 and 2023, the Company reported $1,114,365 and $1,109,782, respectively, in unbilled rent. The Company’s leases generally require the tenant to reimburse the Company for a substantial portion of its expenses incurred in operating, maintaining, repairing, insuring and managing the shopping center and common areas (collectively defined as Common Area Maintenance or “CAM” expenses).
The Company includes these tenant reimbursement revenues on the consolidated statements of operations under the captions "Retail center property revenues” and “Flex center property revenues.” ​ The Company recognizes lease termination fees in the period that the lease is terminated and collection of the fees is reasonably assured.
The Company includes these tenant reimbursement revenues on the consolidated statements of operations under the captions "Retail center property revenues”, “Flex center property revenues”, and “Single tenant net lease property revenues.” 77 Table of Contents The Company recognizes lease termination fees in the period that the lease is terminated and collection of the fees is reasonably assured.
The Company’s portfolio of properties is dependent upon regional and local economic conditions and is geographically concentrated in the Mid-Atlantic, specifically in South Carolina, North Carolina and Virginia, which represented 100% of the total annualized base revenues of the properties in its portfolio as of December 31, 2023.
The Company’s portfolio of properties is dependent upon regional and local economic conditions and is geographically concentrated in the Mid-Atlantic, specifically in South Carolina, North Carolina and Virginia, which represented approximately 99% of the total annualized base revenues of the properties in its portfolio as of December 31, 2024.
Our objective in using interest rate caps is to limit our exposure to interest rate movements. ​ As of December 31, 2023 and 2022, all of the Company’s long-term debt either bore interest at fixed rates or was capped to a fixed rate.
Our objective in using interest rate caps is to limit our exposure to interest rate movements. ​ 96 Table of Contents As of December 31, 2024 and 2023, all of the Company’s long-term debt either bore interest at fixed rates or was capped to a fixed rate.
The REIT intends to make distributions in a manner that will result in limited partners of the Operating Partnership receiving distributions at the same rate per Operating Partnership Unit as dividends per share are paid to the REIT’s holders of Common Shares.
Under the Agreement of Limited Partnership, distributions to OP Unit holders are made at the discretion of the REIT. The REIT intends to make distributions in a manner that will result in limited partners of the Operating Partnership receiving distributions at the same rate per OP Unit as dividends per share are paid to the REIT’s holders of Common Shares.
(2) Excludes intangible assets and liabilities (see Note 2, above, for a discussion of the Company’s accounting treatment of intangible assets), escrow deposits and property reserves. The Company’s depreciation expense on investment properties was $3,683,815 and $3,381,249 for the years ended December 31, 2023 and 2022, respectively .
(2) Excludes intangible assets and liabilities (see Note 2, above, for a discussion of the Company’s accounting treatment of intangible assets), escrow deposits and property reserves. The Company’s depreciation expense on investment properties was $3,299,199 and $3,683,815 for the years ended December 31, 2024 and 2023, respectively .
Rent and other receivables Rent and other receivables include tenant receivables related to base rents and tenant reimbursements. Rent and other receivables do not include receivables attributable to recording rents on a straight-line basis, which are included in unbilled rent, discussed above.
Rent and other receivables do not include receivables attributable to recording rents on a straight-line basis, which are included in unbilled rent, discussed above.
Amortization of the discount and deferred financing costs related to the mandatorily redeemable preferred stock totaling $243,054 and $222,881 was included in interest expense for the years ended December 31, 2023 and 2022, respectively, in the accompany ing consolidated statements of operations.
Amortization of the discount and deferred financing costs related to the mandatorily redeemable preferred stock totaling $246,966 and $243,054 was included in interest expense for the years ended December 31, 2024 and 2023, respectively, in the accompany ing consolidated statements of operations.
If the 63 Table of Contents Company fails to qualify as a REIT, it will be subject to tax at regular corporate rates for the years in which it fails to qualify.
If the Company fails to qualify as a REIT, it will be subject to tax at regular corporate rates for the years in which it fails to qualify.
Capitalized tenant improvements The Company carries two categories of capitalized tenant improvements on its consolidated balance sheets, both of which are recorded under investment properties, net, on the Company’s consolidated balance sheets.
Capitalized tenant improvements The Company carries three categories of capitalized tenant improvements on its consolidated balance sheets, all of which are recorded under investment properties, net, on the Company’s consolidated balance sheets.
Staffing Agreement ​ The Company has entered into the Staffing Agreement with the Consultant to employ staff on behalf of the Company. The Consultant’s sole member is C. Brent Winn, Jr., our Chief Financial Officer.
Elliott under the Consulting Agreement. Staffing Agreement ​ The Company has entered into the Staffing Agreement with the Consultant to employ staff on behalf of the Company. The Consultant’s sole member is C. Brent Winn, Jr., the Company’s Chief Financial Officer.
During the year ended December 31, 2023, 16% of the Hanover Square Property’s net income of $48,209 or $7,714 was allocated to the noncontrolling ownership interest. During the year ended December 31, 2022, 16% of the Hanover Square Property’s net income of $237,651 or $38,023 was allocated to the noncontrolling ownership interest.
During the year ended December 31, 2023, 16% of the Hanover Square Property’s net income of $48,209 , or $7,714 , was allocated to the noncontrolling ownership interest.
During the years ended December 31, 2023 and 2022, respectively, the Company recognized $117,767 and $311,116, in retail center and flex center property tenant reimbursement revenues resulting from differences between the final billed amounts and previously estimated recoveries.
During the years ended December 31, 2024 and 2023, the Company recognized $164,239 and $117,767, respectively, in retail center, flex center property and STNL property tenant reimbursement revenues resulting from differences between the estimated final billed amounts and previously estimated recoveries.
On each January 1 during the term of the Equity Incentive Plan, the maximum number of Common Shares that may be issued under the Equity Incentive Plan will increase by eight percent (8%) of any additional Common Shares or interests in the Operating Partnership issued (i) after the completion date the Company’s initial registered public offering of Common Shares, in the case of the January 1, 2019 adjustment, or (ii) in the preceding calendar year, in the case of any adjustment subsequent to January 1, 2020.
The fair value of the grants was determined by the market price of the Company’s Common Shares on the effective date of the grant. 94 Table of Contents On each January 1 during the term of the Equity Incentive Plan, the maximum number of Common Shares that may be issued under the Equity Incentive Plan will increase by eight percent (8%) of any additional Common Shares or interests in the Operating Partnership issued (i) after the completion date the Company’s initial registered public offering of Common Shares, in the case of the January 1, 2019 adjustment, or (ii) in the preceding calendar year, in the case of any adjustment subsequent to January 1, 2020.
The third noncontrolling ownership interest is the common units of the Operating Partnership (the “Operating Partnership Units”) that are not held by the REIT.
The third noncontrolling ownership interest consists of the common units of the Operating Partnership (the “OP Units”) that are not held by the REIT.
Instead, each holder of Common Shares that otherwise would have received fractional Common Shares received, in lieu of such fractional Common Shares, cash in an amount equal to the applicable fraction multiplied by the closing price of the Common Shares on Nasdaq on May 3, 2023 (as adjusted for the Reverse Stock Split).
Instead, each stockholder that otherwise would have received fractional shares received, in lieu of such fractional shares, cash in an amount equal to the applicable fraction multiplied by the closing price of the Common Shares on Nasdaq on July 2, 2024 (as adjusted for the 2024 Reverse Stock Split).
The Company paid the Deferred Acquisition Fee on July 18, 2023 and, as a result, as of December 31, 2023, had no further Deferred Acquisition Fees accrued on its consolidated balance sheets. ​ Prior to the termination of the Management Agreement, the Manager would have been entitled to an incentive fee, payable quarterly, equal to an amount, not less than zero, equal to the difference between (1) the product of (x) 20% and (y) the difference between (i) Adjusted Funds from Operations (AFFO) (as further defined below) for the previous 12-month period, and (ii) the product of (A) the weighted average of the issue price of equity securities issued in this offering and in future offerings and transactions, multiplied by the weighted average number of all shares of common stock outstanding on a fully-diluted basis (including any restricted stock units, any restricted shares of common stock and Operating Partnership Units) in the previous 12-month period, exclusive of equity securities issued prior to this offering, and (B) 7%, and (2) the sum of any incentive fee paid to the Manager with respect to the first three calendar quarters of such previous 12-month period.
No such costs were paid during the year ended December 31, 2024. ​ Prior to the termination of the Management Agreement, the Manager would have been entitled to an incentive fee, payable quarterly, equal to an amount, not less than zero, equal to the difference between (1) the product of (x) 20% and (y) the difference between (i) Adjusted Funds from Operations (AFFO) (as further defined below) for the previous 12-month period, and (ii) the product of (A) the weighted average of the issue price of equity securities issued in this offering and in future offerings and transactions, multiplied by the weighted average number of all shares of common stock outstanding on a fully-diluted basis (including any restricted stock units, any restricted shares of common stock and OP Units) in the previous 12-month period, exclusive of equity securities issued prior to this offering, and (B) 7%, and (2) the sum of any incentive fee paid to the Manager with respect to the first three calendar quarters of such previous 12-month period.
The REIT is the sole general partner of the Operating Partnership and owned a 98.81% interest in the Operating Partnership as of December 31, 2023 and 2022.
The REIT is the sole general partner of the Operating Partnership and owned a 77.40% and 98.81% interest in the Operating Partnership as of December 31, 2024 and 2023, respectively.
Pursuant to a Letter Agreement, dated March 19, 2021, by and among the Company, the Operating Partnership and the Manager (the “2021 Manager Letter Agreement”), which amended the Management Agreement, the Manager agreed to defer payment of one-half of any acquisition fee payable to the Manager from that date until the earlier of: (i) the date that the public trading price of our common stock, as reported on the Nasdaq Capital Market, reaches a closing trading price of at least $5.00 per share (as the same may be proportionately adjusted to reflect a stock split or reverse stock split); (ii) the effective date of the termination of the Management 83 Table of Contents Agreement as the result of an election by the Company to terminate the Management Agreement (other than on account of any of the events specified in clauses (i) through (vi) of Section 11(a) of the Management Agreement); and (iii) a Change in Control (the “Deferral Agreement”). ​ On March 10, 2023, the Company announced that the Board established the Special Committee to explore potential strategic alternatives focusing on maximizing stockholder value .
Pursuant to a Letter Agreement, dated March 19, 2021, by and among the Company, the Operating Partnership and the Manager (the “2021 Manager Letter Agreement”), which amended the Management Agreement, the Manager agreed to defer payment of one-half of any acquisition fee payable to the Manager from that date until the earlier of: (i) the date that the public trading price of the Company’s Common Shares, as reported on the Nasdaq Capital Market, reached a closing trading price of at least $80.00 per share (as adjusted to reflect the Company’s May 3, 2023 1 -for-8 reverse stock split and the Company’s 2024 Stock Splits); (ii) the effective date of the termination of the Management Agreement as the result of an election by the Company to terminate the Management Agreement (other than on account of any of the events specified in clauses (i) through (vi) of Section 11(a) of the Management Agreement); and (iii) a Change in Control (the “Deferral Agreement”). ​ On March 10, 2023, the Company announced that the Board established a special committee consisting of independent members of the Company’s Board (the “Special Committee”) to explore potential strategic alternatives focusing on maximizing stockholder value .
Noncontrolling Interests The ownership interests not held by the REIT are considered noncontrolling interests. There are three elements of noncontrolling interests in the capital structure of the Company. These noncontrolling interests have been reported in equity on the consolidated balance sheets but separate from the Company’s equity.
The Company’s actual results could differ from these estimates. 78 Table of Contents Noncontrolling Interests The ownership interests not held by the REIT are considered noncontrolling interests. There are three elements of noncontrolling interests in the capital structure of the Company. These noncontrolling interests have been reported in equity on the consolidated balance sheets but separate from the Company’s equity.
Use of Estimates The Company has made estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and revenues and expenses during the reported period. The Company’s actual results could differ from these estimates.
Use of Estimates The Company has made estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and revenues and expenses during the reported period.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThis approach is designed to mitigate risks related to data breach or other security incidents originating from third-party service providers. ​ We are not aware of any risks from cybersecurity threats, including as a result of any cybersecurity incidents, which have materially affected or are reasonably likely to materially affect our company, including our business strategy, results of operations, or financial condition. ​ Governance ​ The Board holds oversight responsibility over our strategy and risk management, including material risks related to cybersecurity threats.
Biggest changeThis approach is designed to mitigate risks related to data breach or other security incidents originating from third-party service providers. ​ 30 Table of Contents As of December 31, 2024, we are not aware of any risks from cybersecurity threats, including as a result of any cybersecurity incidents, which have materially affected or are reasonably likely to materially affect our company, including our business strategy, results of operations, or financial condition but we cannot provide assurance that they will not be materially affected in the future by such risks or any future material incidents.
Winn currently oversees key functions for the Company’s accounting, finance, and treasury strategies, including risk management. In addition, Mr. Winn leads our cybersecurity risk oversight and the development and enhancement of 7 Table of Contents internal controls designed to prevent, detect, address, and mitigate the risk of cyber incidents.
Winn currently oversees key functions for our company’s accounting, finance, and treasury strategies, including risk management. In addition, Mr. Winn leads our cybersecurity risk oversight and the development and enhancement of internal controls designed to prevent, detect, address, and mitigate the risk of cyber incidents.
Our business operations and financial reporting rely on the secure collection, storage, transmission, and other processing of proprietary, confidential, and sensitive data. ​ We have implemented and maintain various information security processes designed to identify, assess and manage material risks from cybersecurity threats to our critical computer networks, third-party hosted services, hardware and software, and our critical data, including financial information and other confidential information that is proprietary, strategic or competitive in nature, and tenant data (“Information Systems and Data”). ​ We rely on our management and third-party service providers, as described further below, to manage any perceived cybersecurity threats and risks.
Our business operations and financial reporting rely on the secure collection, storage, transmission, and other processing of proprietary, confidential, and sensitive data. ​ We have implemented and maintain various information security processes designed to identify, assess and manage material risks from cybersecurity threats to our critical computer networks, third-party hosted services, hardware and software, and our critical data, including financial information and other confidential information that is proprietary, strategic or competitive in nature, and tenant data (“Information Systems and Data”).
This oversight is executed directly by the Board through management. Our management, represented by our Chief Financial Officer, Brent Winn, leads our cybersecurity risk assessment and management processes and oversees their implementation and maintenance. Mr. Winn is an experienced compliance and risk management professional and has served as Chief Financial Officer since September 2020. Mr.
Our management, represented by our Chief Financial Officer, Brent Winn, leads our cybersecurity risk assessment and management processes and oversees their implementation and maintenance. Mr. Winn is an experienced compliance and risk management professional and has served as Chief Financial Officer since September 2020. Mr.
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Our management will report any serious cybersecurity incidents to our Board. ​
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Our cybersecurity risk management processes are integrated into our broader enterprise risk management framework.
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Cybersecurity risks are assessed and managed alongside other material risks, including financial, operational, legal, and strategic risks, to ensure a comprehensive approach to risk oversight. ​ We rely on our management and third-party service providers, as described further below, to manage any perceived cybersecurity threats and risks.
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Attacks are increasingly sophisticated and increasing in volume, and attackers respond rapidly to changes in defensive measures.
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Accordingly, risks related to a cybersecurity event, including litigation and enforcement risks, are elevated due to the dynamic nature and sophistication and frequency of these threats. ​ Governance ​ The Board holds oversight responsibility over our strategy and risk management, including material risks related to cybersecurity threats. This oversight is executed directly by the Board through management.
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Our management will report any material cybersecurity incidents to our Board. ​ Our cybersecurity efforts are managed through third-party service providers and third-party software providers who will notify Mr. Winn of a significant cybersecurity incident report that details the nature of the incident, the measures taken to mitigate its impact, and the steps implemented to remediate the situation.
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We receive periodic summary reports from our providers that outline emerging threats, trends, and the overall effectiveness of our current cybersecurity controls. These processes ensure that Mr. Winn remains actively informed and engaged in overseeing the prevention, detection, mitigation, and remediation of cybersecurity incidents. ​

Item 2. Properties

Properties — owned and leased real estate

59 edited+21 added−24 removed24 unchanged
Biggest changeAlthough we sold our interest in the Clemson Best Western Hotel Property on September 29, 2022, for the year ended December 31, 2022, we continue to include hotel properties as a third reportable segment. ​ ​ ​ ​ ​ Name Type Description Franklin Square Property ​ Retail ​ 134,239 square foot retail property located at 3940 East Franklin Boulevard in Gastonia, North Carolina 28056, on 10.293 acres, built in 2006 and 2007, that is 98.6% leased as of December 31, 2023 and anchored by Ashley Furniture and Altitude. ​ ​ ​ ​ ​ Hanover Square Property ​ Retail ​ 73,440 square foot retail property located at 7230 Bell Creek Road in Mechanicsville, Virginia 23111, on 9.630 acres, built in 2007, that is 96.7% leased as of December 31, 2023 and anchored by Marshalls and Old Navy. ​ ​ ​ ​ ​ Ashley Plaza Property ​ Retail ​ 164,012 square foot retail property located at 201–221 North Berkeley Boulevard in Goldsboro, North Carolina 27534, built in 1977 and fully renovated in 2018, that is 98.0% leased as of December 31, 2023, and is anchored by Hobby Lobby, Harbor Freight, Ashley Home Store and Planet Fitness. ​ ​ ​ ​ ​ Brookfield Center Property ​ Flex ​ 64,880 square foot flex-industrial property located at 48 Brookfield Center Drive, Greenville, South Carolina 29607, built in 2007, that is 100% leased as of December 31, 2023, and is anchored by Gravitopia Trampoline Park, S&ME, Inc., and Turning Point Greenville Church. ​ ​ ​ ​ ​ Lancer Center Property ​ Retail ​ 181,590 square foot retail property located at 1256 Highway 9 Bypass West, Lancaster, South Carolina, 29270, built in 1987 and substantially renovated in 2013, that is 100% leased as of December 31, 2023, and is anchored by Badcock Furniture, KJ’s Market and Big Lots. ​ ​ ​ ​ ​ Greenbrier Business Center Property ​ Flex ​ 89,280 square foot flex-industrial property located at 1244 Executive Boulevard, Chesapeake, Virginia, 23320, built in 1987 that is 95.1% leased as of December 31, 2023 and is anchored by Bridge Church. ​ ​ ​ ​ ​ Parkway Property ​ Flex ​ 64,109 square foot, two building flex-industrial property located at 2697 International Parkway, Virginia Beach, Virginia 23452, built in 1984 that is 100% leased as of December 31, 2023 and is anchored by GBRS Group and First Onsite. ​ ​ ​ ​ ​ Salisbury Marketplace Property ​ Retail ​ 79,732 square foot retail property located at 2106 Statesville Boulevard, Salisbury, North Carolina 28147, built in 1987, that is 85.3% leased as of December 31, 2023 and is anchored by Food Lion, CitiTrends and Family Dollar. ​ Franklin Square Property On April 28, 2017, we purchased from Medalist Fund I, LLC, a Virginia limited liability company, which was also managed by the Manager, the Franklin Square Property through a wholly owned subsidiary.
Biggest changeAs of December 31, 2024, we had the following reportable segments: (i) retail center properties, consisting of the Franklin Square Property, the Ashley Plaza Property, the Lancer Center Property and the Salisbury Marketplace Property; (ii) flex center properties, consisting of the Brookfield Center Property, the Greenbrier Business Center Property and an undivided 82% tenant in common interest in the Parkway Property; and (iii) STNL properties, consisting of the Citibank Property, the East Coast Wings Property and the T-Mobile Property. ​ ​ ​ ​ ​ Name Type Description Ashley Plaza Property ​ Retail ​ 156,012 square foot retail property located at 201–221 North Berkeley Boulevard in Goldsboro, North Carolina 27534, built in 1977 and fully renovated in 2018, that is 100% leased as of December 31, 2024, and is anchored by Hobby Lobby, Harbor Freight, Ashley Home Store and Planet Fitness. ​ ​ ​ ​ ​ Franklin Square Property ​ Retail ​ 134,239 square foot retail property located at 3940 East Franklin Boulevard in Gastonia, North Carolina 28056, on 10.293 acres, built in 2006 and 2007, that is 100% leased as of December 31, 2024 and anchored by Ashley Furniture and Altitude. ​ ​ ​ ​ ​ Lancer Center Property ​ Retail ​ 181,590 square foot retail property located at 1256 Highway 9 Bypass West, Lancaster, South Carolina, 29270, built in 1987 and substantially renovated in 2013, that is 80.2% leased as of December 31, 2024, and is anchored by KJ’s Market and Big Lots. ​ ​ ​ ​ ​ Salisbury Marketplace Property ​ Retail ​ 79,732 square foot retail property located at 2106 Statesville Boulevard, Salisbury, North Carolina 28147, built in 1987, that is 88.3% leased as of December 31, 2024 and is anchored by Food Lion, CitiTrends and Family Dollar. ​ ​ ​ ​ ​ Brookfield Center Property ​ Flex ​ 64,880 square foot flex-industrial property located at 48 Brookfield Center Drive, Greenville, South Carolina 29607, built in 2007, that is 100% leased as of December 31, 2024, and is anchored by Gravitopia Trampoline Park, S&ME, Inc., and Turning Point Greenville Church. 31 Table of Contents ​ ​ ​ ​ ​ Greenbrier Business Center Property ​ Flex ​ 89,280 square foot flex-industrial property located at 1244 Executive Boulevard, Chesapeake, Virginia, 23320, built in 1987 that is 94.8% leased as of December 31, 2024 and is anchored by Bridge Church. ​ ​ ​ ​ ​ Parkway Property ​ Flex ​ 64,109 square foot, two building flex-industrial property located at 2697 International Parkway, Virginia Beach, Virginia 23452, built in 1984 that is 100% leased as of December 31, 2024 and is anchored by GBRS Group and First Onsite. ​ ​ ​ ​ ​ Citibank Property ​ Single Tenant Net Lease ​ 4,350 square foot retail bank property located at 3535 N.
The Greenbrier Business Center Property On August 27, 2021, we purchased from Medalist Fund II-B, LLC, a Virginia limited liability company, which was also managed by the Manager, the Greenbrier Business Center Property, located at 1244 Executive Boulevard, Chesapeake, Virginia, 23320, for $7,250,000.
Greenbrier Business Center Property On August 27, 2021, we purchased from Medalist Fund II-B, LLC, a Virginia limited liability company, which was also managed by the Manager, the Greenbrier Business Center Property, located at 1244 Executive Boulevard, Chesapeake, Virginia, 23320, for $7,250,000.
(2) The percentage of aggregate annual rent is determined by dividing (i) the annual rent (see note 1) related to expiring leases by (ii) the property’s total 2023 rent. Parkway Property On November 1, 2021, we acquired an undivided 82% tenant-in-common interest in the Parkway Property from Continental Parkway, LLC, a Virginia limited liability company and unaffiliated seller.
(2) The percentage of aggregate annual rent is determined by dividing (i) the annual rent (see note 1) related to expiring leases by (ii) the property’s total 2024 rent. Parkway Property On November 1, 2021, we acquired an undivided 82% tenant in common interest in the Parkway Property from Continental Parkway, LLC, a Virginia limited liability company and unaffiliated seller.
The Parkway Property is comprised of two flex warehouse buildings totaling approximately 64,109 square feet and is located on 4.39 acres of land at 2697 International Parkway, Virginia Beach, Virginia, 23452. The contract purchase price for the Parkway Property was $7,300,000.
The Parkway Property is comprised of two flex warehouse buildings totaling approximately 64,109 square feet and is located on 4.39 acres of land at 2697 International Parkway, Virginia Beach, 39 Table of Contents Virginia, 23452. The contract purchase price for the Parkway Property was $7,300,000.
Our company acquired an 82% interest in the Parkway Property, and PMI Parkway, LLC owns the remaining 18% interest. The Parkway Property was built in 1984, was 100% leased as of December 31, 2023, and is anchored by First Onsite and GBRS Group.
Our company acquired an 82% interest in the Parkway Property, and PMI Parkway, LLC owns the remaining 18% interest. The Parkway Property was built in 1984, was 100% leased as of December 31, 2024, and is anchored by First Onsite and GBRS Group.
The Brookfield Center Property was built in 2007, was 100% leased as of December 31, 2023, and is anchored by the Gravitopia Trampoline Park, S&ME, Inc., and Turning Point Greenville Church.
The Brookfield Center Property was built in 2007, was 100% leased as of December 31, 2024, and is anchored by the Gravitopia Trampoline Park, S&ME, Inc., and Turning Point Greenville Church.
Average effective annual rent per square foot for the five preceding years was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 2022 2021 2020 2019 Average Effective Annual Rent Per Square Foot (1) ​ $ 5.84 ​ $ 5.61 ​ $ 5.52 ​ $ 5.55 ​ $ 5.61 ​ (1) Average effective rent per square foot represents the average annual rent for all occupied space for the respective periods after accounting for rent abatements and concessions but before accounting for tenant reimbursements or rent deferrals.
Average effective annual rent per square foot for the five preceding years was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2023 2022 2021 2020 Average Effective Annual Rent Per Square Foot (1) ​ $ 5.96 ​ $ 5.84 ​ $ 5.61 ​ $ 5.52 ​ $ 5.55 ​ (1) Average effective rent per square foot represents the average annual rent for all occupied space for the respective periods after accounting for rent abatements and concessions but before accounting for tenant reimbursements or rent deferrals.
We acquired the Parkway Property with $2,138,795 in cash from us, $469,492 in cash from an unaffiliated tenant-in-common, and net mortgage loan proceeds of approximately 16 Table of Contents $4,989,737, or the Parkway Property Loan. Our company purchased the Parkway Property as a tenant-in-common with PMI Parkway, LLC, an unaffiliated party.
We acquired the Parkway Property with $2,138,795 in cash from us, $469,492 in cash from an unaffiliated tenant in common, and net mortgage loan proceeds of approximately $4,989,737, or the Parkway Property Loan. Our company purchased the Parkway Property as a tenant in common with PMI Parkway, LLC, an unaffiliated party.
The Salisbury Marketplace Property was built in 1987, was 85.3% leased as of December 31, 2023, and is anchored by Food Lion, CitiTrends and Family Dollar. The purchase price and closing costs for the Salisbury Marketplace Property were financed with $3,746,561 in equity and net mortgage loan proceeds of $6,533,153 from the Wells Fargo Mortgage Facility (see below).
The Salisbury Marketplace Property was built in 1987, was 88.3% leased as of December 31, 2024, and is anchored by Food Lion, CitiTrends and Family Dollar. The purchase price and closing costs for the Salisbury Marketplace Property were financed with $3,746,561 in equity and net mortgage loan proceeds of $6,533,153 from the Wells Fargo Mortgage Facility (see below).
(2) The percentage of aggregate annual rent is determined by dividing (i) the annual rent (see note 1) related to expiring leases by (ii) the property’s total 2023 rent.
(2) The percentage of aggregate annual rent is determined by dividing (i) the annual rent (see note 1) related to expiring leases by (ii) the property’s total 2024 rent.
(2) The percentage of aggregate annual rent is determined by dividing (i) the annual rent (see note 1) related to expiring leases by (ii) the property’s total 2023 rent.
(2) The percentage of aggregate annual rent is determined by dividing (i) the annual rent (see note 1) related to expiring leases by (ii) the property’s total 2024 rent.
(2) The percentage of aggregate annual rent is determined by dividing (i) the annual rent (see note 1) related to expiring leases by (ii) the property’s total 2023 rent.
(2) The percentage of aggregate annual rent is determined by dividing (i) the annual rent (see note 1) related to expiring leases by (ii) the property’s total 2024 rent.
(2) The percentage of aggregate annual rent is determined by dividing (i) the annual rent (see note 1) related to expiring leases by (ii) the property’s total 2023 rent.
(2) The percentage of aggregate annual rent is determined by dividing (i) the annual rent (see note 1) related to expiring leases by (ii) the property’s total 2024 rent.
Brookfield Center Property On October 3, 2019, we purchased from Appian-Brookfield South 48, LLC, a South Carolina limited liability company and 12 Table of Contents unaffiliated seller, Brookfield Center, a 64,880 square foot flex-industrial property located at 48 Brookfield Center Drive, Greenville, South Carolina 29607, or the Brookfield Center Property, for $6,700,000.
Brookfield Center Property On October 3, 2019, we purchased from Appian-Brookfield South 48, LLC, a South Carolina limited liability company and unaffiliated seller, Brookfield Center, a 64,880 square foot flex-industrial property located at 48 Brookfield Center Drive, Greenville, South Carolina 29607, or the Brookfield Center Property, for $6,700,000.
As of December 31, 2023, tenants occupying 10% or more of the rentable square footage included: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage ​ ​ ​ ​ ​ ​ ​ ​ Leased ​ of Rentable ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square ​ Square ​ 2023 ​ Lease ​ Renewal Tenant ​ Business ​ Footage ​ Footage ​ Annual Rent ​ Expiration ​ Options Ashley Furniture Retail 34,682 25.8 % $ 277,456 12/31/2025 12/31/2030 12/31/2035 Altitude Trampoline Park Entertainment 30,000 22.4 % 270,000 7/31/2029 7/31/2034 7/31/2039 7/31/2044 ​ Occupancy data for the five preceding years (as of December 31) was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 2022 2021 2020 2019 Occupancy Rate 98.6 % 93.2 % 81.2 % 82.3 % 92.4 % ​ Average effective annual rent per square foot for the five preceding years was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ 2022 2021 2020 2019 Average Effective Annual Rent Per Square Foot (1) ​ $ 13.27 ​ $ 12.09 ​ $ 11.72 ​ $ 12.67 ​ $ 13.47 (1) Average effective rent per square foot represents the average annual rent for all occupied space for the respective periods after accounting for rent abatements and concessions but before accounting for tenant reimbursements or rent deferrals.
As of December 31, 2024, tenants occupying 10% or more of the rentable square footage included: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage ​ ​ ​ ​ ​ ​ ​ ​ Leased ​ of Rentable ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square ​ Square ​ 2024 ​ Lease ​ Renewal Tenant ​ Business ​ Footage ​ Footage ​ Annual Rent ​ Expiration ​ Options Ashley Furniture Retail 34,682 25.8 % $ 277,456 12/31/2025 12/31/2030 12/31/2035 Altitude Trampoline Park Entertainment 30,000 22.3 % 282,500 7/31/2029 7/31/2034 7/31/2039 7/31/2044 ​ Occupancy data for the five preceding years (as of December 31) was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2023 2022 2021 2020 Occupancy Rate 100.0 % 98.6 % 93.2 % 81.2 % 82.3 % ​ Average effective annual rent per square foot for the five preceding years was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ 2023 2022 2021 2020 Average Effective Annual Rent Per Square Foot (1) ​ $ 14.71 ​ $ 13.27 ​ $ 12.09 ​ $ 11.72 ​ $ 12.67 (1) Average effective rent per square foot represents the average annual rent for all occupied space for the respective periods after accounting for rent abatements and concessions but before accounting for tenant reimbursements or rent deferrals.
As of December 31, 2023, tenants occupying 10% or more of the rentable square footage included: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage ​ ​ ​ ​ ​ ​ ​ ​ Leased ​ of Rentable ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square ​ Square ​ 2023 ​ Lease ​ Renewal Tenant ​ Business ​ Footage ​ Footage ​ Annual Rent ​ Expiration ​ Options Bridge Church Religious 10,913 12.2 % $ 79,077 10/31/2025 None ​ Occupancy data for the five preceding years (as of December 31) was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 2022 2021 2020 2019 Occupancy Rate 95.1 % 79.9 % 86.8 % 91.4 % 82.2 % ​ (1) Occupancy rates for 2019 through 2020 are derived from data from the prior owner.
As of December 31, 2024, tenants occupying 10% or more of the rentable square footage included: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage ​ ​ ​ ​ ​ ​ ​ ​ Leased ​ of Rentable ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square ​ Square ​ 2024 ​ Lease ​ Renewal Tenant ​ Business ​ Footage ​ Footage ​ Annual Rent ​ Expiration ​ Options Bridge Church Religious 10,913 12.2 % $ 81,450 10/31/2025 None ​ Occupancy data for the five preceding years (as of December 31) was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2023 2022 2021 2020 Occupancy Rate 94.8 % 95.1 % 79.9 % 86.8 % 91.4 % ​ (1) Occupancy rates for 2020 are derived from data from the prior owner.
The Greenbrier Business Center was built in 1987, was 95.1% leased as of December 31, 2023 and is anchored by Bridge Church. The purchase price and closing costs were financed with $3,097,162 in equity and the assumption of a secured mortgage loan, net, of $4,481,600, or the Initial Greenbrier Business Center Loan.
The Greenbrier Business Center was built in 1987, was 94.8% leased as of December 31, 2024 and is anchored by Bridge Church. The purchase price and closing costs were financed with $3,097,162 in equity and the assumption of a secured mortgage loan, net, of $4,481,600, or the Initial Greenbrier Business Center Loan.
For the years ending December 31, 2019 and 2020, data is from the prior owner. For the year ended December 31, 2021, we owned Lancer Center for seven months.
For the year ending December 31, 2020, data is from the prior owner. For the year ended December 31, 2021, we owned Lancer Center for seven months.
The Franklin Square 8 Table of Contents Property, built in 2006 and 2007, was 98.6% leased as of December 31, 2023, is anchored by Ashley Furniture, and Altitude Trampoline Park, and is located in Gastonia, North Carolina. The Original Franklin Square Loan was made on February 10, 2016 in the principal amount of $14,275,000 and assumed by us at acquisition.
The Franklin Square Property, built in 2006 and 2007, was 100% leased as of December 31, 2024, is anchored by Ashley Furniture, and Altitude Trampoline Park, and is located in Gastonia, North Carolina. 33 Table of Contents The Original Franklin Square Loan was made on February 10, 2016 in the principal amount of $14,275,000 and assumed by us at acquisition.
As of December 31, 2023, tenants occupying 10% or more of the rentable square footage included: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage ​ ​ ​ ​ ​ ​ ​ ​ Leased ​ of Rentable ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square ​ Square ​ 2023 ​ Lease ​ Renewal Tenant ​ Business ​ Footage ​ Footage ​ Annualized Rent ​ Expiration ​ Options First Onsite Construction 7,760 12.1 % $ 73,720 7/31/2028 None GBRS Group Consulting 16,386 25.6 % $ 157,655 8/31/2025 8/31/2030 ​ Occupancy data for the five preceding years (as of December 31) was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 2022 2021 2020 2019 Occupancy Rate (1) ​ 100.0 % 100.0 % 100.0 % 100.0 % 76.6 % ​ (1) Occupancy rates for 2019 and 2020 are derived from data from the prior owner. 17 Table of Contents Average effective annual rent per square foot for the five preceding years was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 2022 2021 ​ 2020 2019 Average Effective Annual Rent Per Square Foot (1) ​ $ 8.31 ​ $ 9.40 ​ $ 10.12 ​ $ 8.22 ​ $ 6.80 ​ (1) Average effective rent per square foot represents the average annual rent for all occupied space for the respective periods after accounting for rent abatements and concessions but before accounting for tenant reimbursements or rent deferrals.
As of December 31, 2024, tenants occupying 10% or more of the rentable square footage included: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage ​ ​ ​ ​ ​ ​ ​ ​ Leased ​ of Rentable ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square ​ Square ​ 2024 ​ Lease ​ Renewal Tenant ​ Business ​ Footage ​ Footage ​ Annualized Rent ​ Expiration ​ Options First Onsite Construction 7,760 12.1 % $ 75,194 7/31/2028 None GBRS Group Consulting 16,386 25.6 % $ 160,900 8/31/2025 8/31/2030 ​ Occupancy data for the five preceding years (as of December 31) was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2023 2022 2021 2020 Occupancy Rate (1) ​ 100.0 % 100.0 % 100.0 % 100.0 % 100.0 % ​ (1) Occupancy rates for 2020 are derived from data from the prior owner. 40 Table of Contents Average effective annual rent per square foot for the five preceding years was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2023 2022 ​ 2021 2020 Average Effective Annual Rent Per Square Foot (1) ​ $ 9.36 ​ $ 8.31 ​ $ 9.40 ​ $ 10.12 ​ $ 8.22 ​ (1) Average effective rent per square foot represents the average annual rent for all occupied space for the respective periods after accounting for rent abatements and concessions but before accounting for tenant reimbursements or rent deferrals.
The average annual rent per square foot is based on rents from the prior owner for the period from January, 2021 through May, 2021 and on rents from our ownership period from June, 2021 through December, 2021.
The average annual rent per square foot is based on rents from the prior owner for period from January, 2022 through June, 2022 and on rents from our ownership period from July, 2022 through December, 2022.
The Ashley Plaza Property was built in 1977, fully renovated in 2018, was 98.0% leased as of December 31, 2023, and is anchored by Hobby Lobby, Harbor Freight, Ashley Home Store and Planet Fitness.
The Ashley Plaza Property was built in 1977, fully renovated in 2018, was 100% leased as of December 31, 2024, and is anchored by Hobby Lobby, Harbor Freight, Ashley Home Store and Planet Fitness.
Average effective annual rent per square foot for the five preceding years was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 2022 2021 2020 2019 Average Effective Annual Rent Per Square Foot (1) ​ $ 7.79 ​ $ 6.83 ​ $ 6.65 ​ $ 5.79 ​ $ 6.30 ​ (1) Average effective rent per square foot represents the average annual rent for all occupied space for the respective periods after accounting for rent abatements and concessions but before accounting for tenant reimbursements or rent deferrals.
Average effective annual rent per square foot for the five preceding years was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2023 2022 2021 2020 Average Effective Annual Rent Per Square Foot (1) ​ $ 9.23 ​ $ 7.96 ​ $ 6.92 ​ $ 6.65 ​ $ 5.79 ​ (1) Average effective rent per square foot represents the average annual rent for all occupied space for the respective periods after accounting for rent abatements and concessions but before accounting for tenant reimbursements or rent deferrals.
The roof is a combination of (i) a flat, mechanically fastened, single ply thermoplastic membrane system and (ii) a flat, built-up roofing with granular surface modified bitumen cap sheet system. Parking is available for estimated 624 spaces.
The roof is a combination of (i) a flat, mechanically fastened, single ply thermoplastic membrane system and (ii) a flat, built-up roofing with granular surface modified bitumen cap sheet system. The parking area is comprised of approximately 624 spaces.
The buildings are constructed on a deep foundation system consisting of piles or caissons and grade 15 Table of Contents beams. The ground floor consists of reinforced concrete slab. The exterior structural walls are constructed with structural steel framing consisting of columns, beams and open web steel joists. The rooves are flat and consist of PVC roofing membrane.
The buildings are constructed on a deep foundation system consisting of piles or caissons and grade beams. The ground floor consists of reinforced concrete slab. The exterior structural walls are constructed with structural steel framing consisting of columns, beams and open web steel joists. The rooves are flat and consist of PVC roofing membrane. The parking area comprises 171 spaces.
As of December 31, 2023, tenants occupying 10% or more of the rentable square footage included: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage ​ ​ ​ ​ ​ ​ ​ ​ ​ of ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Leased ​ Rentable ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square ​ Square ​ 2023 ​ Lease ​ Renewal Tenant ​ Business ​ Footage ​ Footage ​ Annual Rent ​ Expiration ​ Options Ashley Home Store Retail 17,920 10.9 % $ 163,968 8/31/2028 8/31/2033 8/31/2038 8/31/2043 8/31/2048 Harbor Freight Tools Retail 21,416 13.1 % $ 159,840 2/28/2029 2/28/2034 2/28/2039 Hobby Lobby Retail 50,000 30.5 % $ 250,000 3/31/2029 3/31/2034 3/31/2039 3/31/2044 Planet Fitness Fitness 20,131 12.3 % $ 181,179 4/30/2030 4/30/2033 4/30/2038 ​ Occupancy data for the five preceding years (as of December 31) was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 2022 2021 2020 2019 Occupancy Rate 98.0 % 100.0 % 100.0 % 98.0 % 98.0 % ​ Average effective annual rent per square foot for the five preceding years was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 2022 2021 2020 2019 Average Effective Annual Rent Per Square Foot (1) ​ $ 8.50 ​ $ 8.24 ​ $ 8.11 ​ $ 7.98 ​ $ 7.74 ​ (1) Average effective rent per square foot represents the average annual rent for all occupied space for the respective periods after accounting for rent abatements and concessions but before accounting for tenant reimbursements.
Parking consists of approximately 481 spaces. 32 Table of Contents As of December 31, 2024, tenants occupying 10% or more of the rentable square footage included: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage ​ ​ ​ ​ ​ ​ ​ ​ ​ of ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Leased ​ Rentable ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square ​ Square ​ 2024 ​ Lease ​ Renewal Tenant ​ Business ​ Footage ​ Footage ​ Annual Rent ​ Expiration ​ Options Ashley Home Store Retail 17,920 11.5 % $ 169,344 8/31/2028 8/31/2033 8/31/2038 8/31/2043 8/31/2048 Harbor Freight Tools Retail 21,416 13.7 % $ 159,840 2/28/2029 2/28/2034 2/28/2039 Hobby Lobby Retail 50,000 32.0 % $ 259,375 3/31/2029 3/31/2034 3/31/2039 3/31/2044 Planet Fitness Fitness 20,131 12.9 % $ 181,179 4/30/2030 4/30/2033 4/30/2038 ​ Occupancy data for the five preceding years (as of December 31) was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2023 2022 2021 2020 Occupancy Rate 100.0 % 98.0 % 100.0 % 100.0 % 98.0 % ​ Average effective annual rent per square foot for the five preceding years was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2023 2022 2021 2020 Average Effective Annual Rent Per Square Foot (1) ​ $ 7.90 ​ $ 7.94 ​ $ 7.73 ​ $ 7.08 ​ $ 6.94 ​ (1) Average effective rent per square foot represents the average annual rent for all occupied space for the respective periods after accounting for rent abatements and concessions but before accounting for tenant reimbursements.
On June 13, 2022, we repaid the Initial Greenbrier Business Center Loan using proceeds from the Wells Fargo Mortgage Facility (see below). The Greenbrier Business Center Property consists of three (3) one-story flex warehouse buildings totaling approximately 89,280 square feet of rentable area.
The Initial Greenbrier Business Center Loan would have matured on July 1, 2026. On June 13, 2022, we repaid the Initial Greenbrier Business Center Loan using proceeds from the Wells Fargo Mortgage Facility (see below). 38 Table of Contents The Greenbrier Business Center Property consists of three (3) one-story flex warehouse buildings totaling approximately 89,280 square feet of rentable area.
The purchase price and closing costs for the Lancer Center Property were financed with $3,783,515 in equity and net mortgage loan proceeds of $6,421,870 from a senior mortgage loan, in the original principal amount of $6,565,000, or the Initial Lancer Center Loan.
Big Lots’ rent is current through February 28, 2025.) The purchase price and closing costs for the Lancer Center Property were financed with $3,783,515 in equity and net mortgage loan proceeds of $6,421,870 from a senior mortgage loan, in the original principal amount of $6,565,000, or the Initial Lancer Center Loan.
As of December 31, 2023, SOFR was 5.35% and as of December 31, 2022, USD 1-Month ICE LIBOR was 4.39%. ​ In connection with our acquisition of the Parkway Property, we, through a subsidiary, entered into the Tenants in Common Agreement with PMI Parkway, LLC, or the Parkway TIC Agreement.
As of December 31, 2024 and 2023, SOFR was 4.33% and 5.35%, respectively. ​ In connection with our acquisition of the Parkway Property, we, through a subsidiary, entered into the Tenants in Common Agreement with PMI Parkway, LLC, or the Parkway TIC Agreement.
For the year ended December 31, 2021, we owned the Parkway Property for two months. The average annual rent per square foot is based on rents from the prior owner for period from January, 2021 through October, 2021 and on rents from our ownership period from November, 2021 through December, 2021.
The average annual rent per square foot is based on rents from the prior owner for period from January, 2021 through October, 2021 and on rents from our ownership period from November, 2021 through December, 2021.
The roof is a combination of (i) a flat, membrane with gravel ballast and (ii) a flat, unballasted EPDM membrane.
The roof is a combination of (i) a flat, membrane with gravel ballast and (ii) a flat, unballasted EPDM membrane. The parking area is comprised of approximately 276 spaces.
As of December 31, 2023, tenants occupying 10% or more of the rentable square footage included: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Leased ​ of Rentable ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square ​ Square ​ 2023 ​ Lease ​ Renewal Tenant ​ Business ​ Footage ​ Footage ​ Annual Rent ​ Expiration ​ Options Turning Point Greenville Church Religious 9,000 13.9 % $ 102,109 9/30/2025 None S&ME Engineering 8,582 13.2 % $ 97,161 10/31/2027 10/31/2030 Gravitopia Entertainment 35,160 54.2 % $ 283,588 4/30/2026 4/30/2031 ​ ​ Occupancy data for the five preceding years (as of December 31) was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ 2022 2021 2020 2019 Occupancy Rate 100.0 % 100.0 % 100.0 % 93.8 % 93.8 % ​ ​ Average effective annual rent per square foot for the five preceding years was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ 2022 2021 2020 2019 Average Effective Annual Rent Per Square Foot (1) ​ $ 9.41 ​ $ 9.30 ​ $ 8.38 ​ $ 8.33 ​ $ 6.52 ​ (1) Average effective rent per square foot represents the average annual rent for all occupied space for the respective periods after accounting for rent abatements and concessions but before accounting for tenant reimbursements. ​ ​ 13 Table of Contents Lease expirations in the next 10 years are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2025 2026 2027 ​ 2028 2029 2030 2031 2032 2033 ​ Leases Expiring ​ — ​ ​ 1 ​ ​ 2 ​ ​ 2 ​ ​ — ​ ​ 1 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square Footage ​ — ​ ​ 9,000 ​ ​ 39,206 ​ ​ 12,628 ​ ​ — ​ ​ 4,046 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Annual Rent (1) ​ $ — ​ $ 106,612 ​ $ 344,365 ​ $ 178,545 ​ $ — ​ $ 45,223 ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of Aggregate Annual Rent (2) ​ — ​ ​ 17.5 % ​ 56.4 % ​ 29.3 % ​ — % ​ 7.4 % — % — % — % ​ — % ​ (1) Annual rent is determined by multiplying the monthly rent in effect at the time of the lease expiration by 12 months.
Parking is available for approximately 273 automobiles on asphalt-paved parking areas, including 12 ADA accessible spaces. 37 Table of Contents As of December 31, 2024, tenants occupying 10% or more of the rentable square footage included: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Leased ​ of Rentable ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square ​ Square ​ 2024 ​ Lease ​ Renewal Tenant ​ Business ​ Footage ​ Footage ​ Annual Rent ​ Expiration ​ Options Turning Point Greenville Church (1) Religious 9,000 13.9 % $ 104,741 2/28/2025 None S&ME Engineering 8,582 13.2 % $ 106,202 10/31/2027 10/31/2030 Gravitopia Entertainment 35,160 54.2 % $ 289,260 4/30/2026 4/30/2031 ​ ​ (1) Turning Point Greenville Church has notified us that it is dissolving and will vacate its space on February 28, 2025, in advance of its lease expiration date of September 30, 2025. ​ Occupancy data for the five preceding years (as of December 31) was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ 2023 2022 2021 2020 Occupancy Rate 100.0 % 100.0 % 100.0 % 100.0 % 93.8 % ​ ​ Average effective annual rent per square foot for the five preceding years was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ 2023 2022 2021 2020 Average Effective Annual Rent Per Square Foot (1) ​ $ 9.73 ​ $ 9.41 ​ $ 9.30 ​ $ 8.38 ​ $ 8.33 ​ (1) Average effective rent per square foot represents the average annual rent for all occupied space for the respective periods after accounting for rent abatements and concessions but before accounting for tenant reimbursements. ​ Lease expirations in the next 10 years are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 2026 2027 2028 ​ 2029 2030 2031 2032 2033 2034 ​ Leases Expiring ​ 1 ​ ​ 2 ​ ​ 2 ​ ​ — ​ ​ 1 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square Footage ​ 9,000 ​ ​ 39,208 ​ ​ 12,628 ​ ​ — ​ ​ 4,046 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Annual Rent (1) ​ $ 106,612 ​ $ 344,365 ​ $ 178,545 ​ $ — ​ $ 45,223 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of Aggregate Annual Rent (2) ​ 16.9 % ​ 54.6 % ​ 28.3 % ​ — % ​ 7.2 % ​ — % — % — % — % ​ — % ​ (1) Annual rent is determined by multiplying the monthly rent in effect at the time of the lease expiration by 12 months.
For the year ended December 31, 2021, we owned Greenbrier Business Center for four months. The average annual rent per square foot is based on rents from the prior owner for period from January, 2021 through August, 2021 and on rents from our ownership period from September, 2021 through December, 2021.
The average annual rent per square foot is based on rents from the prior owner for period from January, 2021 through August, 2021 and on rents from our ownership period from September, 2021 through December, 2021.
Lancer Center Property On May 14, 2021, we purchased from BVC Lancer, LLC, a South Carolina limited liability company and unaffiliated seller, Lancer Center, a 181,590 square foot retail property located at 1256 SC-9 By Pass West, Lancaster, South Carolina, 29720, or the Lancer Center Property, for $10,100,000 exclusive of closing costs and a $200,000 credit to us for major repairs.
(2) The percentage of aggregate annual rent is determined by dividing (i) the annual rent (see note 1) related to expiring leases by (ii) the property’s total 2024 rent. 34 Table of Contents Lancer Center Property On May 14, 2021, we purchased from BVC Lancer, LLC, a South Carolina limited liability company and unaffiliated seller, Lancer Center, a 181,590 square foot retail property located at 1256 SC-9 By Pass West, Lancaster, South Carolina, 29720, or the Lancer Center Property, for $10,100,000 exclusive of closing costs and a $200,000 credit to us for major repairs.
Parking is available for estimated 276 spaces. 18 Table of Contents As of December 31, 2023, tenants occupying 10% or more of the rentable square footage included: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage ​ ​ ​ ​ ​ ​ ​ ​ Leased ​ of Rentable ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square ​ Square ​ 2023 ​ Lease ​ Renewal Tenant ​ Business ​ Footage ​ Footage ​ Annual Rent ​ Expiration ​ Options Food Lion Retail 31,762 39.8 % $ 324,096 12/31/2032 12/31/2037 12/31/2042 12/31/2047 12/31/2052 12/31/2057 12/31/2062 CitiTrends Retail 12,500 15.7 % $ 113,850 9/30/2027 9/30/2032 Family Dollar Retail 8,470 10.6 % $ 87,115 12/31/2033 12/31/2038 12/31/2043 ​ Occupancy data for the five preceding years (as of December 31) was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 2022 2021 2020 2019 Occupancy Rate (1) ​ 85.3 % 91.2 % 89.3 % 85.3 % 83.8 % ​ (1) Occupancy rates for 2019 through 2021 are derived from data from the prior owner.
As of December 31, 2024, tenants occupying 10% or more of the rentable square footage included: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage ​ ​ ​ ​ ​ ​ ​ ​ Leased ​ of Rentable ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square ​ Square ​ 2024 ​ Lease ​ Renewal Tenant ​ Business ​ Footage ​ Footage ​ Annual Rent ​ Expiration ​ Options Food Lion Retail 31,762 39.8 % $ 324,096 12/31/2032 12/31/2037 12/31/2042 12/31/2047 12/31/2052 12/31/2057 12/31/2062 CitiTrends Retail 12,500 15.7 % $ 113,850 9/30/2027 9/30/2032 Family Dollar Retail 8,470 10.6 % $ 88,935 12/31/2033 12/31/2038 12/31/2043 ​ Occupancy data for the five preceding years (as of December 31) was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2023 2022 2021 2020 Occupancy Rate (1) ​ 85.2 % 85.3 % 91.2 % 89.3 % 85.3 % ​ (1) Occupancy rates for 2020 and 2021 are derived from data from the prior owner. 36 Table of Contents Average effective annual rent per square foot for the five preceding years was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2023 2022 ​ 2021 2020 Average Effective Annual Rent Per Square Foot (1) ​ $ 9.44 ​ $ 10.01 ​ $ 9.68 ​ $ 9.60 ​ $ 9.10 ​ (1) Average effective rent per square foot represents the average annual rent for all occupied space for the respective periods after accounting for rent abatements and concessions but before accounting for tenant reimbursements or rent deferrals.
For the year ended December 31, 2022, we owned the Salisbury Marketplace Property for approximately six months. The average annual rent per square foot is based on rents from the prior owner for period from January, 2022 through June, 2022 and on rents from our ownership period from July, 2022 through December, 2022.
Average effective rent per square foot for the years ended December 31, 2020 and December 31, 2021 are based on rents from the prior owner. For the year ended December 31, 2022, we owned the Salisbury Marketplace Property for approximately six months.
Lease expirations in the next 10 years are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 Leases Expiring ​ 4 ​ ​ 6 ​ ​ 7 ​ ​ — ​ ​ 2 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square Footage ​ 13,625 ​ ​ 33,974 ​ ​ 30,363 ​ ​ — ​ ​ 6,968 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Annual Rent (1) ​ $ 122,528 ​ $ 290,779 ​ $ 330,151 ​ $ — ​ $ 84,948 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of Aggregate Annual Rent (2) ​ 17.6 % ​ 41.8 % ​ 47.4 % ​ — % ​ 12.2 % ​ — % ​ — % ​ — % — % — % ​ (1) Annual rent is determined by multiplying the monthly rent in effect at the time of the lease expiration by 12 months.
Lease expirations in the next 10 years are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 Leases Expiring ​ 6 ​ ​ 7 ​ ​ 2 ​ ​ 2 ​ ​ 1 ​ ​ 1 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square Footage ​ 33,269 ​ ​ 30,363 ​ ​ 5,011 ​ ​ 6,968 ​ ​ 1,893 ​ ​ 7,178 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Annual Rent (1) ​ $ 295,150 ​ $ 330,151 ​ $ 65,708 ​ $ 84,948 ​ $ 41,825 ​ $ 68,105 ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of Aggregate Annual Rent (2) ​ 35.8 % ​ 40.0 % ​ 8.0 % ​ 10.3 % ​ 5.1 % ​ 8.3 % ​ — % ​ — % — % — % ​ (1) Annual rent is determined by multiplying the monthly rent in effect at the time of the lease expiration by 12 months.
The Franklin Square Loan may not be prepaid prior to its maturity, but our company has the right to initiate a defeasance according to the terms of the loan agreement. We have guaranteed all amounts due under the Franklin Square Loan.
The Franklin Square Loan may not be prepaid prior to its maturity, but we have the right to initiate a defeasance according to the terms of the loan agreement. We have guaranteed all amounts due under the Franklin Square Loan. The loan agreement includes a covenant to maintain a debt service coverage ratio of 1.25 to 1.0 for the property.
Lease expirations in the next 10 years are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 ​ Leases Expiring ​ ​ 2 ​ ​ 2 ​ ​ 3 ​ ​ 1 ​ ​ — ​ ​ 2 ​ ​ — ​ ​ — ​ ​ 1 ​ ​ 1 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square Footage ​ 2,550 ​ ​ 2,250 ​ ​ 8,050 ​ ​ 12,500 ​ ​ — ​ ​ 2,400 ​ ​ — ​ ​ — ​ ​ 31,762 ​ ​ 8,470 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Annual Rent (1) ​ $ 38,789 ​ $ 21,579 ​ $ 118,347 ​ $ 113,850 ​ $ — ​ $ 37,982 ​ $ — ​ $ — ​ $ 324,096 ​ $ 93,382 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of Aggregate Annual Rent (2) ​ 5.0 % ​ 2.8 % ​ 15.3 % ​ 14.7 % ​ — % ​ 4.9 % ​ — % ​ — % ​ 41.8 % ​ 12.0 % ​ (1) Annual rent is determined by multiplying the monthly rent in effect at the time of the lease expiration by 12 months.
Lease expirations in the next 10 years are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 ​ Leases Expiring ​ ​ 1 ​ ​ 2 ​ ​ 2 ​ ​ — ​ ​ 3 ​ ​ 2 ​ ​ — ​ ​ 1 ​ ​ 1 ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square Footage ​ 1,200 ​ ​ 4,700 ​ ​ 14,000 ​ ​ — ​ ​ 3,450 ​ ​ 3,550 ​ ​ — ​ ​ 31,762 ​ ​ 8,470 ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Annual Rent (1) ​ $ 15,255 ​ $ 73,797 ​ $ 126,945 ​ $ — ​ $ 65,478 ​ $ 63,932 ​ $ — ​ $ 324,096 ​ $ 93,382 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of Aggregate Annual Rent (2) ​ 2.0 % ​ 9.8 % ​ 16.9 % ​ — % ​ 8.7 % ​ 8.5 % ​ — % ​ 43.0 % ​ 12.4 % ​ — % ​ (1) Annual rent is determined by multiplying the monthly rent in effect at the time of the lease expiration by 12 months.
The Ashley Plaza Loan may not be prepaid until June 1, 2029, subject to certain conditions and limitations contained in the loan documents. The Ashley Plaza Loan is secured by the Ashley Plaza Property. The Ashley Plaza Property consists of a single-story, main retail strip building and two pad sites, all constructed in 1977.
The Ashley Plaza Loan may not be prepaid until June 1, 2029, subject to certain conditions and limitations contained in the loan documents. The Ashley Plaza Loan is secured by the Ashley Plaza Property. The purchase of the Ashley Plaza Property included two developed outparcels.
Foundations consist of continuous, concrete spread footers. The floor is a reinforced concrete slab-on-grade. The building superstructure utilizes load bearing CMU, interior steel columns supporting steel beams and open web steel joists supporting metal decking. The exterior walls consist of exterior insulation and finishing system, ribbed and painted concrete masonry unit walls.
The Ashley Plaza Property consists of a single-story, main retail strip building constructed in 1977. Foundations consist of continuous, concrete spread footers. The floor is a reinforced concrete slab-on-grade. The building superstructure utilizes load bearing concrete masonry units (CMU), interior steel columns supporting steel beams and open web steel joists supporting metal decking.
The building superstructure consists of concrete tilt-up panels with steel columns and steel stud infill walls. The roof is flat and consists of a single ply thermoplastic polyolefin (TPO) membrane. Parking is available for 273 automobiles on asphalt-paved parking areas, including 12 ADA accessible spaces.
The building superstructure consists of concrete tilt-up panels with steel columns and steel stud infill walls. The roof is flat and consists of a single ply TPO membrane.
As of December 31, 2023 and 2022 the rate in effect for the Parkway Property Loan was 7.05% and 4.3117%, respectively. The monthly payment, which varies based on the interest rate in effect each month, includes interest at the variable rate, and principal based on a thirty-year amortization schedule.
The monthly payment, which varies based on the interest rate in effect each month, includes interest at the variable rate, and principal based on a thirty-year amortization schedule.
Lease expirations in the next 10 years are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2025 2026 2027 2028 2029 2030 2031 2032 ​ 2033 Leases Expiring ​ 2 ​ ​ 1 ​ ​ 1 ​ ​ 1 ​ ​ 3 ​ ​ 1 ​ ​ 1 ​ ​ — ​ ​ 2 ​ ​ 1 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square Footage ​ 4,645 ​ ​ 4,000 ​ ​ 3,000 ​ ​ 1,400 ​ ​ 36,045 ​ ​ 50,000 ​ ​ 20,131 ​ ​ — ​ ​ 8,656 ​ ​ 11,400 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Annual Rent (1) ​ $ 58,457 ​ $ 42,000 ​ $ 105,000 ​ $ 40,575 ​ $ 312,916 ​ $ 262,500 ​ $ 181,179 ​ $ — ​ $ 143,344 ​ $ 147,675 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of Aggregate Annual Rent (2) ​ 4.2 % ​ 3.0 % ​ 7.5 % ​ 2.9 % ​ 22.5 % ​ 18.8 % ​ 13.0 % ​ — % ​ 10.3 % ​ 10.6 % ​ ​ (1) Annual rent is determined by multiplying the monthly rent in effect at the time of the lease expiration by 12 months.
Lease expirations in the next 10 years are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 2026 2027 2028 2029 2030 2031 2032 2033 ​ 2034 Leases Expiring ​ 1 ​ ​ — ​ ​ 2 ​ ​ 3 ​ ​ 1 ​ ​ 2 ​ ​ 1 ​ ​ 1 ​ ​ 1 ​ ​ 1 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square Footage ​ — ​ ​ — ​ ​ 2,975 ​ ​ 35,870 ​ ​ 50,000 ​ ​ 24,131 ​ ​ 6,564 ​ ​ 3,656 ​ ​ 11,400 ​ ​ 21,416 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Annual Rent (1) ​ $ 13,000 ​ $ — ​ $ 75,664 ​ $ 348,827 ​ $ 262,500 ​ $ 228,179 ​ $ 122,747 ​ $ 41,100 ​ $ 147,675 ​ $ 167,832 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of Aggregate Annual Rent (2) ​ 1.1 % ​ — % ​ 6.1 % ​ 28.3 % ​ 21.3 % ​ 18.5 % ​ 10.0 % ​ 3.3 % ​ 12.0 % ​ 13.6 % ​ ​ (1) Annual rent is determined by multiplying the monthly rent in effect at the time of the lease expiration by 12 months.
The Initial Greenbrier Business Center Loan bore interest at a fixed rate of 4.00% and required monthly interest only payments during the first 12 months of its term. The Initial Greenbrier Business Center Loan would have matured on July 1, 2026.
The Initial Greenbrier Business Center Loan was originally made on June 7, 2021 in the principal amount of $4,495,000 and assumed by us at acquisition. The Initial Greenbrier Business Center Loan bore interest at a fixed rate of 4.00% and required monthly interest only payments during the first 12 months of its term.
Lease expirations in the next 10 years are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2025 2026 2027 2028 2029 2030 2031 2032 ​ 2033 ​ Leases Expiring ​ 3 ​ ​ 6 ​ ​ 2 ​ ​ 4 ​ ​ 1 ​ ​ 3 ​ ​ — ​ ​ — ​ ​ 1 ​ ​ 1 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square Footage ​ 8,119 ​ ​ 48,997 ​ ​ 5,260 ​ ​ 13,296 ​ ​ 4,823 ​ ​ 33,937 ​ ​ — ​ ​ — ​ ​ 12,632 ​ ​ 5,295 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Annual Rent (1) ​ $ 192,627 ​ $ 603,247 ​ $ 126,544 ​ $ 334,612 ​ $ 97,710 ​ $ 406,229 ​ $ — ​ $ — ​ $ 187,585 ​ $ 78,913 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of Aggregate Annual Rent (2) ​ 10.8 % ​ 33.9 % ​ 7.1 % ​ 18.8 % ​ 5.5 % ​ 22.8 % ​ — % ​ — % ​ 10.5 % ​ 4.4 % 9 Table of Contents (1) Annual rent is determined by multiplying the monthly rent in effect at the time of the lease expiration by 12 months.
Lease expirations in the next 10 years are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 2026 2027 2028 2029 2030 2031 2032 2033 ​ 2034 ​ Leases Expiring ​ 5 ​ ​ 2 ​ ​ 4 ​ ​ 1 ​ ​ 6 ​ ​ — ​ ​ — ​ ​ 2 ​ ​ 1 ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square Footage ​ 44,472 ​ ​ 5,260 ​ ​ 13,296 ​ ​ 4,823 ​ ​ 42,056 ​ ​ — ​ ​ — ​ ​ 14,512 ​ ​ 5,295 ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Annual Rent (1) ​ $ 505,493 ​ $ 126,544 ​ $ 356,168 ​ $ 121,710 ​ $ 613,448 ​ $ — ​ $ — ​ $ 230,825 ​ $ 78,913 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of Aggregate Annual Rent (2) ​ 25.6 % ​ 6.4 % ​ 18.0 % ​ 6.2 % ​ 31.1 % ​ — % ​ — % ​ 11.7 % ​ 4.0 % ​ — % (1) Annual rent is determined by multiplying the monthly rent in effect at the time of the lease expiration by 12 months.
Lease expirations in the next 10 years are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 ​ Leases Expiring ​ ​ 10 ​ ​ 4 ​ ​ 4 ​ ​ — ​ ​ 2 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square Footage ​ 19,790 ​ ​ 22,146 ​ ​ 9,153 ​ ​ — ​ ​ 13,020 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Annual Rent (1) ​ $ 207,153 ​ $ 118,543 ​ $ 95,322 ​ $ — ​ $ 143,391 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of Aggregate Annual Rent (2) ​ 38.9 % ​ 22.2 % ​ 17.9 % ​ — % ​ 26.9 % ​ — % ​ — % ​ — % ​ — % ​ — % ​ (1) Annual rent is determined by multiplying the monthly rent in effect at the time of the lease expiration by 12 months.
Lease expirations in the next 10 years are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 ​ Leases Expiring ​ ​ 4 ​ ​ 6 ​ ​ 3 ​ ​ 3 ​ ​ 2 ​ ​ 1 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square Footage ​ 22,146 ​ ​ 13,844 ​ ​ 6,100 ​ ​ 14,146 ​ ​ 6,098 ​ ​ 1,775 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Annual Rent (1) ​ $ 224,266 ​ $ 142,188 ​ $ 67,071 ​ $ 155,495 ​ $ 69,885 ​ $ 20,577 ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of Aggregate Annual Rent (2) ​ 37.4 % ​ 23.7 % ​ 11.2 % ​ 25.9 % ​ 11.6 % ​ 3.4 % ​ — % ​ — % ​ — % ​ — % ​ (1) Annual rent is determined by multiplying the monthly rent in effect at the time of the lease expiration by 12 months.
Average effective rent per square foot for 2019 and 2020 are based on rents from the prior owner.
Average effective rent per square foot for the year ended December 31, 2020 are based on rents from the prior owner. For the year ended December 31, 2021, we owned Greenbrier Business Center for four months.
For the year ended December 31, 2019, we owned Ashley Plaza for four months. The average annual rent per square foot is based on rents from the prior owner for period from January, 2019 through August, 2019 and on rents from our ownership period from September, 2019 through December, 2019.
Average effective rent per square foot for the year ended December 31, 2020 is based on rents from the prior owner. For the year ended December 31, 2021, we owned the Parkway Property for two months.
After the discontinuation of the London Interbank Offered Rate (“LIBOR”) on June 30, 2023, the ICE LIBOR index was replaced by Term SOFR, with an adjusted margin of 236.44 basis points. Under the terms of the mortgage, the interest rate payable each month may not change by greater than 1% during any six-month period and 2% during any 12-month period.
After the discontinuation of the London Interbank Offered Rate (“LIBOR”) on June 30, 2023, the ICE LIBOR index was replaced by the CME Term Secured Overnight Financing Rate Index (“SOFR”), with an adjusted margin of 236.44 basis points.
The Lancer Center Property was built in 1987, was 100% leased as of December 31, 2023, and is anchored by Badcock Furniture, KJ’s Market and Big Lots.
The Lancer Center Property was built in 1987, was 80.2% leased as of December 31, 2024, and is anchored by KJ’s Market and Big Lots. (While the Big Lots lease is currently in effect, Big Lots has declared bankruptcy and is in the process of transferring the lease to a successor tenant.
As of December 31, 2023, tenants occupying 10% or more of the rentable square footage included: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage ​ ​ ​ ​ ​ ​ ​ ​ Leased ​ of Rentable ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square ​ Square ​ 2023 ​ Lease ​ Renewal Tenant ​ Business ​ Footage ​ Footage ​ Annual Rent ​ Expiration ​ Options Badcock Furniture Retail 35,876 19.8 % $ 108,000 6/30/2029 6/30/2034 K.J.’s Market Retail 34,100 18.8 % $ 140,640 12/31/2025 12/31/2030 12/31/2035 12/31/2040 12/31/2045 12/31/2050 Big Lots Retail 28,527 15.6 % $ 148,349 2/28/2034 2/28/2039 2/28/2044 ​ 14 Table of Contents Occupancy data for the five preceding years (as of December 31) was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 2022 2021 2020 2019 Occupancy Rate (1) 100.0 % 100.0 % 100.0 % 97.2 % 99.0 % ​ (1) Occupancy rates for 2020 and 2019 are derived from data from the prior owner.
As of December 31, 2024, tenants occupying 10% or more of the rentable square footage included: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage ​ ​ ​ ​ ​ ​ ​ ​ Leased ​ of Rentable ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square ​ Square ​ 2024 ​ Lease ​ Renewal Tenant ​ Business ​ Footage ​ Footage ​ Annual Rent ​ Expiration ​ Options K.J.’s Market Retail 34,100 18.8 % $ 140,640 12/31/2025 12/31/2030 12/31/2035 12/31/2040 12/31/2045 12/31/2050 Big Lots (1) Retail 28,527 15.6 % $ 128,334 2/28/2034 2/28/2039 2/28/2044 ​ (1) While the Big Lots lease is currently in effect, Big Lots has declared bankruptcy and is in the process of transferring the lease to a successor tenant.
The exterior walls are a combination of insulation and finish system, metal panel siding, brick veneer and textured concrete masonry units (CMU). Retail storefronts are double-pane glass set in anodized aluminum frames. The roof is flat with fully-adhered, thermoplastic olefin membrane roof system. The parking area comprises 435 spaces.
The Franklin Square Property is an eight building one-floor retail center totaling approximately 134,239 gross leasable area. The building is concrete slab on grade with spread footings. The exterior walls are a combination of insulation and finish system, metal panel siding, brick veneer and textured CMU. Retail storefronts are double-pane glass set in anodized aluminum frames.
Lease expirations in the next 10 years are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 Leases Expiring ​ 4 ​ ​ 3 ​ ​ 3 ​ ​ 2 ​ ​ 4 ​ ​ 2 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square Footage ​ 17,629 ​ ​ 38,700 ​ ​ 24,300 ​ ​ 3,200 ​ ​ 16,580 ​ ​ 37,876 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Annual Rent (1) ​ $ 145,240 ​ $ 216,546 ​ $ 164,679 ​ $ 52,594 ​ $ 178,976 ​ $ 128,872 ​ $ — ​ $ — ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of Aggregate Annual Rent (2) ​ 13.7 % ​ 20.4 % ​ 15.5 % ​ 5.0 % ​ 16.9 % ​ 12.1 % ​ — % ​ — % — % — % ​ (1) Annual rent is determined by multiplying the monthly rent in effect at the time of the lease expiration by 12 months.
The average annual rent per square foot is based on rents from the prior owner for the period from January, 2021 through May, 2021 and on rents from our ownership period from June, 2021 through December, 2021. 35 Table of Contents Lease expirations in the next 10 years are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 Leases Expiring ​ 4 ​ ​ 3 ​ ​ 3 ​ ​ 3 ​ ​ 2 ​ ​ — ​ ​ 1 ​ ​ — ​ ​ — ​ ​ 2 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Square Footage ​ 40,200 ​ ​ 24,300 ​ ​ 4,700 ​ ​ 16,580 ​ ​ 10,329 ​ ​ — ​ ​ 6,300 ​ ​ — ​ ​ — ​ ​ 43,257 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Annual Rent (1) ​ $ 235,491 ​ $ 164,679 ​ $ 71,344 ​ $ 117,776 ​ $ 115,406 ​ $ — ​ $ 97,776 ​ $ — ​ $ — ​ $ 254,714 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percentage of Aggregate Annual Rent (2) ​ 21.8 % ​ 15.2 % ​ 6.6 % ​ 10.9 % ​ 10.7 % ​ — % ​ 9.0 % ​ — % — % 23.5 % ​ (1) Annual rent is determined by multiplying the monthly rent in effect at the time of the lease expiration by 12 months.
LLC’s undivided 16% interest in the Hanover Square Outparcel. Ashley Plaza Property On August 30, 2019, we purchased from RCG-Goldsboro, LLC, a Georgia limited liability company and unaffiliated seller, Ashley Plaza, a 164,012 square foot retail property located at 201–221 North Berkeley Boulevard in Goldsboro, North Carolina 27534, or the Ashley Plaza Property, for $15,200,000.
Central Avenue, Chicago, Illinois 60634, built in 1954 and renovated in 1995, that is 100% leased as of December 31, 2024 and is occupied by Citibank. ​ ​ ​ ​ ​ East Coast Wings Property ​ Single Tenant Net Lease ​ 5,000 square foot restaurant property located in Goldsboro, North Carolina, built in 1977 that is 100% leased as of December 31, 2024, formerly reported as part of the Ashley Plaza Property, that is occupied by East Coast Wings. ​ ​ ​ ​ ​ T-Mobile Property ​ Single Tenant Net Lease ​ 3,000 square foot retail property located in Goldsboro, North Carolina, built in 1977 that is 100% leased as of December 31, 2024, formerly reported as part of the Ashley Plaza Property, that is occupied by T-Mobile. ​ Ashley Plaza Property On August 30, 2019, we purchased from RCG-Goldsboro, LLC, a Georgia limited liability company and unaffiliated seller, Ashley Plaza, a 156,012 square foot retail property located at 201–221 North Berkeley Boulevard in Goldsboro, North Carolina 27534, or the Ashley Plaza Property, for $15,200,000.
(2) The percentage of aggregate annual rent is determined by dividing (i) the annual rent (see note 1) related to expiring leases by (ii) the property’s total 2023 rent.
(2) The percentage of aggregate annual rent is determined by dividing (i) the annual rent (see note 1) related to expiring leases by (ii) the property’s total 2024 rent. Single Tenant Net Lease Properties Citibank Property On March 28, 2024, we purchased a retail bank property located at 3535 North Central Avenue, Chicago, IL 60634 from RMP 3535 N.
The purchase price for the Franklin Square Property was $20,500,000 paid through a combination of cash and assumed, secured debt, or the Original Franklin Square Loan. Our total investment, including acquisition and closing costs, escrows and lease reserves was approximately $22,054,071.
Our total investment, including acquisition and closing costs, escrows and lease reserves was approximately $22,054,071.
The roof is low-sloped 11 Table of Contents with a portion covered by a single play TPO roof membrane and a portion covered by tar and gravel roofing. Parking is available for five hundred and sixty-seven (567) automobiles on asphalt-paved parking areas.
The exterior walls consist of exterior insulation and finishing system, ribbed and painted concrete masonry unit walls. The roof is low-sloped with a portion covered by a single ply thermoplastic polyolefin (TPO) roof membrane and a portion covered by tar and gravel roofing.
(2) The percentage of aggregate annual rent is determined by dividing (i) the annual rent (see note 1) related to expiring leases by (ii) the property’s total 2023 rent. ​ 19 Table of Contents Wells Fargo Mortgage Facility ​ On June 13, 2022, we entered into a mortgage loan facility with Wells Fargo Bank in the principal amount of $18,609,500.
(3) The East Cost Wings and T-Mobile Properties were previously reported as part of the Ashley Plaza Property. ​ Wells Fargo Mortgage Facility ​ On June 13, 2022, we entered into a mortgage loan facility with Wells Fargo Bank in the principal amount of $18,609,500.
Removed
As of December 31, 2023, we had the following reportable segments: (i) retail center properties, consisting of the Franklin Square Property, an undivided 84% tenant-in-common interest in the Hanover Square Property, the Ashley Plaza Property, the Lancer Center Property and the Salisbury Marketplace Property; and (ii) flex center properties, consisting of the Brookfield Center Property, the Greenbrier Business Center Property and an undivided 82% tenant-in-common interest in the Parkway Property.
Added
The East Coast Wings Property consists of a 5,000 square foot building and the T-Mobile Property consists of a 3,000 square foot building. In prior periods, these two outparcel properties were included in the Ashley Plaza disclosures. However, with the expansion of our investment strategy to include STNL properties, these two developed outparcels are discussed as separate STNL properties, below.
Removed
The loan agreement includes a covenant to maintain a debt service coverage ratio of 1.25 to 1.0 for the property. The Franklin Square Property is an eight building one-floor retail center totaling approximately 134,239 gross leasable area. The building is concrete slab on grade with spread footings.
Added
Franklin Square Property On April 28, 2017, we purchased from Medalist Fund I, LLC, a Virginia limited liability company, which was also managed by the Manager, the Franklin Square Property through a wholly-owned subsidiary. The purchase price for the Franklin Square Property was $20,500,000 paid through a combination of cash and assumed, secured debt, or the Original Franklin Square Loan.
Removed
Hanover Square Property On May 8, 2018, we acquired an undivided 84% tenant-in-common interest in the Shops at the Hanover Square Property from COF North, LLC, a Virginia limited liability company and unaffiliated seller.
Added
The roof is flat with fully-adhered, thermoplastic olefin membrane roof system. The parking area comprises approximately 435 spaces.
Removed
The property is comprised of (i) an approximately 73,440 square foot retail center located on 8.766 acres of land at 7230 Bell Creek Road in Mechanicsville, Virginia 23111 (the “Hanover Square Shopping Center Property”) and (ii) a contiguous, undeveloped parcel of land totaling 0.864 acres (the “Hanover Square Outparcel”). We refer to both parcels herein as the Hanover Square Property.
Added
Big Lots’ rent is current through February 28, 2025. ​ Occupancy data for the five preceding years (as of December 31) was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 2023 2022 2021 2020 Occupancy Rate (1) 80.2 % 100.0 % 100.0 % 100.0 % 97.2 % ​ (1) Occupancy rates for 2020 are derived from data from the prior owner.
Removed
The contract purchase price for the Hanover Square Property was $12,173,000. We acquired the Hanover Square Property with $3,291,404 in cash from us, $648,120 in cash from an unaffiliated tenant-in-common, and the assumption of a secured loan of approximately $8,527,315 from Langley Federal Credit Union, which amount was increased by an additional $372,685, or the Hanover Square Property Loan.
Added
Under the terms of the mortgage, the interest rate payable each month may not change by greater than 1% during any six-month period and 2% during any 12-month period. As of December 31, 2024 and 2023 the rate in effect for the Parkway Property Loan was 6.92% and 7.05%, respectively.
Removed
We purchased the Hanover Square Property as a tenant-in-common with PMI Hanover Sq. LLC, an unaffiliated party. We acquired an 84% interest in the Hanover Square Property, and PMI Hanover Sq. LLC owns the remaining 16% interest.
Added
Central Ave., LLC, a Delaware limited liability company. The sole manager and member of RMP 3535 N. Central Ave., LLC is CWS BET Seattle, LP, a Delaware limited partnership, a company controlled and owned by Frank Kavanaugh, our President, Chief Executive Officer and Chairman of our Board.
Removed
The retail center forming a part of the Hanover Square Property was built in 2007 and, as of December 31, 2023, was 96.7% leased. We assumed the Hanover Square Property Loan as of the closing of the acquisition. The Hanover Square Property Loan matures on December 1, 2027.
Added
The purchase price was $2,400,000, exclusive of closing costs, paid with a combination of (i) 208,695 units in Medalist Diversified Holdings, LP (the “Operating Partnership”) (such units, the “OP Units”), valued at approximately $11.50 per OP Unit; and (ii) $15,209 in cash on hand to cover the seller’s transaction costs (such as title/escrow fees, transfer taxes, legals fees, etc.).
Removed
The Hanover Square Property Loan requires monthly payments of principal, on a 25-year amortization schedule, and interest during the term. On May 8, 2020, we entered into a refinancing transaction with the mortgage lender for the Hanover Square Property which increased the mortgage amount and reduced the interest rate.
Added
The purchase price was determined based on the appraised value of the Central Avenue Property, as determined by an independent appraiser hired by us. The Citibank Property consists of a single, 4,350 square foot building on a 0.45 acre parcel of land.
Removed
Under this transaction, the principal amount of the loan was increased to $10,500,000 and the interest rate reduced to a fixed rate of 4.25% until January 1, 2023, resulting in a fixed monthly payment, which includes principal and interest, of $56,882.
Added
The building is concrete slab on grade with tilt-up precast concrete wall panels with steel columns and beams and an open web joist roof structure. The parking area comprises approximately 24 spaces. As of December 31, 2024, the Citibank Property was 100% leased to Citibank, N.A. a national banking association.
Removed
On January 1, 2023, the fixed interest rate adjusted to 6.94%, which was determined by adding 3.00% to the daily average yield on United States Treasury securities adjusted to a constant maturity of five years, as made available by the Federal Reserve Board, with a minimum of 4.25%.
Added
The effective annual rent per square foot in 2024 (including periods during which the Citibank Property was owned by the prior owner) was $15.23, which reflects six months of free rent during the year ended December 31, 2024.
Removed
On January 1, 2023, the fixed monthly payment, which includes principal and interest, increased to $78,098. In connection with our acquisition of the Hanover Square Property, we, through a subsidiary, entered into the Tenants in Common Agreement with PMI Hanover Sq. LLC, or the Hanover Square TIC Agreement.

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Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeITEM 4. MINE SAFETY DISCLOSURES Not Applicable. ​ 20 Table of Contents PART II
Biggest changeITEM 4. MINE SAFETY DISCLOSURES Not Applicable. ​ 43 Table of Contents PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeUnder this authorization, we repurchased 33,509 shares of our common stock at a total cost of $278,277 and an average price of $8.30 per share. On October 18, 2023, the Board approved the repurchase of an additional 200,000 Common Shares for a maximum price of $6.00 per share under the Common Stock Repurchase Program.
Biggest changeOn October 18, 2023, the Board approved the repurchase of an additional 100,000 Common Shares for a maximum price of $12.00 per share, as adjusted for our July 2, 2024 reverse and forward stock splits, under the Common Stock Repurchase Program.
From time to time, our Board may approve the repurchase of our shares of common stock or Series A Preferred Stock, par value $0.01 per share, through open market purchases or otherwise. Recent Sales of Unregistered Securities None.
From time to time, our Board may approve the repurchase of our shares of common stock, par value $0.01 per share, through open market purchases or otherwise.
On March 5, 2024, the closing sale price of our common stock on the Nasdaq Capital Market was $5.55. On December 31, 2023, we had approximately 7,583 holders of record of our common stock.
On February 26, 2025, the closing sale price of our common stock on the Nasdaq Capital Market was $12.71. On December 31, 2024, we had approximately 4,049 holders of record of our common stock.
Issuer Repurchases of Equity Securities On December 21, 2021, the Board authorized a share repurchase program (the “Common Stock Repurchase Program”) whereby we may repurchase up to 62,500 shares of our common stock for a maximum price of $38.40 per share.
Issuer Repurchases of Equity Securities On December 21, 2021, the Board authorized a share repurchase program (the “Common Stock Repurchase Program”) whereby we may repurchase up to 31,250 shares of our common stock for a maximum price of $76.80 per share, as adjusted for our May 3, 2023 reverse split and our July 2, 2024 reverse and forward stock splits.
Following the approval of the increase, we may purchase up to 228,991 Common Shares in total under the program. During the three months ended December 31, 2023, we did not make any share repurchases. ​ ​ ​ ITEM 6. [RESERVED]
Following the approval of the increase, we were authorized to purchase up to 114,495 Common Shares in total under the program. ​ ​ ​ ITEM 6. [RESERVED]
Added
Recent Sales of Unregistered Securities On December 13, 2024, we entered into a series of Subscription Agreements (the “Subscription Agreements”) with certain investors, including our company’s Chief Financial Officer and two directors, for the issuance and sale of 230,000 shares of our common stock, par value $0.01 per share (the “Common Shares”), in a private placement (the “Private Placement”), at a purchase price of $12.50 per share.
Added
The Private Placement was exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), pursuant to the exemption for transactions by an issuer not involving any public offering under Rule 506(b) under Regulation D of the Securities Act. The Common Shares were offered without any general solicitation by us or our representatives.
Added
The Common Shares issued and sold in the Private Placement are not registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or an applicable exemption from the registration requirements.
Added
Under this authorization, we repurchased 16,755 shares of our common stock at a total cost of $278,277 and an average price of $16.61 per share, as adjusted for our May 3, 2023 reverse split and our July 2, 2024 reverse and forward stock splits.
Added
On October 18, 2023, the Board approved the repurchase of an additional 100,000 Common Shares for a maximum price of $12.00 per share under the Common Stock Repurchase Program. Following the approval of the increase, we were authorized to purchase up to 114,495 Common Shares in total under the program.
Added
During the year ended December 31, 2024, our company repurchased 2,830 Common Shares at a total cost of $32,467, including $62 in fees associated with this repurchase, and at an average price of $11.45 per Common Share (excluding the impact of fees).
Added
During the year ended December 31, 2023, we did not make any share repurchases. ​ 44 Table of Contents The following information provides details of our common stock repurchases for the three months ended December 31, 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Period ​ Total number of shares (or units) purchased ​ ​ Average price paid per share (or unit) ​ Total number of shares (or units) purchased as part of publicly announced plans or programs ​ Maximum number (or approximate dollar value) of shares (or units) that may yet be purchased under the plans or programs (1) October 1 – October 31, 2024 ​ — ​ $ — ​ — ​ 111,665 November 1 – November 30, 2024 ​ — ​ ​ — ​ — ​ 111,665 December 1 – December 31, 2024 ​ — ​ ​ — ​ — ​ 111,665 Total ​ — ​ $ — ​ — ​ 111,665 ​ 1) On December 21, 2021, the Board authorized a share repurchase program whereby we may repurchase up to 31,250 shares of our common stock for a maximum price of $76.80 per share, as adjusted for our July 2, 2024 reverse and forward stock splits.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeIncreased revenues of $280,810 from the Franklin Square Property due to new leasing activity, $7,818 from the Ashley Plaza Property, and $446,748 from the ownership of the Salisbury Marketplace Property for the full 12 months ending December 31, 2023 were offset by reduced revenues of $20,773 from the Hanover Square Property due to decreased occupancy and $226 from the Lancer Center Property. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended ​ ​ ​ ​ ​ December 31, ​ Increase / ​ ​ 2023 2022 ​ (Decrease) Retail Center Properties ​ ​ ​ Franklin Square Property ​ $ 2,386,147 ​ $ 2,105,337 ​ $ 280,810 Hanover Square Property ​ 1,354,804 ​ 1,375,537 ​ (20,733) Ashley Plaza Property ​ 1,750,180 ​ 1,742,362 ​ 7,818 Lancer Center Property ​ ​ 1,275,462 ​ ​ 1,275,688 ​ ​ (226) Salisbury Property ​ ​ 1,001,581 ​ ​ 554,833 ​ ​ 446,748 ​ ​ $ 7,768,174 ​ $ 7,053,757 ​ $ 714,417 32 Table of Contents ​ Revenues from hotel properties were $0 for the year ended December 31, 2023, a decrease of $1,507,649 from revenues from hotel properties for the year ended December 31, 2022, due to the sale of the Clemson Best Western Property on September 29, 2022. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended ​ ​ ​ ​ ​ December 31, ​ Increase / ​ ​ 2023 2022 ​ (Decrease) Hotel Property ​ ​ ​ Clemson Best Western Property ​ $ — ​ $ 1,507,649 ​ $ (1,507,649) ​ ​ $ — ​ $ 1,507,649 ​ $ (1,507,649) ​ Revenues from the flex center properties were $2,504,652 for the year ended December 31, 2023, a decrease of $25,267 over revenues from flex center properties for year ended December 31, 2023 due to reduced revenues from the Parkway Property of $52,987 offset by increased revenues from the Greenbrier Business Center Property of $26,402 and the Brookfield Center Property of $1,318. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended ​ ​ ​ ​ ​ December 31, ​ Increase / ​ ​ 2023 2022 ​ (Decrease) Flex Center Properties ​ ​ ​ ​ ​ ​ ​ ​ ​ Brookfield Center Property ​ $ 837,160 ​ $ 835,842 ​ $ 1,318 Greenbrier Business Center Property ​ ​ 900,466 ​ ​ 874,064 ​ ​ 26,402 Parkway Center Property ​ ​ 767,026 ​ ​ 820,013 ​ ​ (52,987) ​ ​ $ 2,504,652 ​ $ 2,529,919 ​ $ (25,267) ​ Operating Expenses Total operating expenses were $11,269,990 for the year ended December 31, 2023, consisting of $1,932,277 in expenses from retail center properties, $731,522 in expenses from the flex center properties, $1,390,941 in legal, accounting and other professional fees, $484,345 in corporate general and administrative expenses, $2,066,521 in management restructuring expenses, a $90,221 loss on impairment, and $4,574,163 in depreciation and amortization. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended ​ ​ ​ ​ ​ December 31, ​ Increase / ​ ​ 2023 2022 ​ (Decrease) Operating Expenses ​ ​ ​ Retail center properties (1) ​ $ 1,932,277 ​ $ 1,950,511 ​ $ (18,234) Hotel property ​ — ​ 1,335,801 ​ (1,335,801) Flex center properties (2) ​ 731,522 ​ 693,374 ​ 38,148 Total Investment Property Operating Expenses ​ 2,663,799 ​ 3,979,686 ​ (1,315,887) Share based compensation expenses ​ — ​ 483,100 ​ (483,100) Legal, accounting and other professional fees (3) ​ 1,390,941 ​ 1,627,881 ​ (236,940) Corporate general and administrative expenses ​ 484,345 ​ 457,653 ​ 26,692 Management restructuring expenses ​ ​ 2,066,521 ​ — ​ 2,066,521 Loss on impairment ​ 90,221 ​ 36,670 ​ 53,551 Impairment of assets held for sale ​ — ​ 175,671 ​ (175,671) Other expenses ​ ​ — ​ 227,164 ​ (227,164) Depreciation and amortization ​ 4,574,163 ​ 4,706,823 ​ (132,660) Total Operating Expenses ​ $ 11,269,990 ​ $ 11,694,648 ​ $ (424,658) (1) Includes $18,578 and $38,401 of bad debt expense for the years ended December 31, 2023 and 2022, respectively.
Biggest changeDecreased revenues of $1,047,479 due to the sale of the Hanover Square Property on March 13, 2024 and $58,150 from the Salisbury Marketplace Property due to decreased occupancy during the year ended December 31, 2024, were partially offset by increased revenues of $107,592 from the Franklin Square Property due to new leasing activity, $77,475 from the Lancer Center Property due to new leasing activity and $3,382 from the Ashley Plaza Property due to annual rent escalations. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended ​ ​ ​ ​ ​ December 31, ​ Increase / ​ ​ 2024 2023 ​ (Decrease) Retail Center Properties ​ ​ ​ Franklin Square Property ​ $ 2,493,739 ​ $ 2,386,147 ​ $ 107,592 Hanover Square Property ​ 307,325 ​ 1,354,804 ​ (1,047,479) Ashley Plaza Property ​ 1,527,302 ​ 1,523,920 ​ 3,382 Lancer Center Property ​ ​ 1,352,937 ​ ​ 1,275,462 ​ ​ 77,475 Salisbury Property ​ ​ 943,431 ​ ​ 1,001,581 ​ ​ (58,150) Total Retail Center Revenues ​ $ 6,624,734 ​ $ 7,541,914 ​ $ (917,180) ​ Revenues from the flex center properties were $2,750,499 for the year ended December 31, 2024, an increase of $245,847 over revenues from flex center properties for the year ended December 31, 2023 due to increased revenues from the Parkway Property of $39,914 and increased revenues from the Greenbrier Business Center Property of $169,423, both due to new leasing activity, and increased revenues from the Brookfield Center Property of $36,510 due to increased tenant reimbursements of common area maintenance expenses. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended ​ ​ ​ ​ ​ December 31, ​ Increase / ​ ​ 2024 2023 ​ (Decrease) Flex Center Properties ​ ​ ​ ​ ​ ​ ​ ​ ​ Brookfield Center Property ​ $ 873,670 ​ $ 837,160 ​ $ 36,510 Greenbrier Business Center Property ​ ​ 1,069,889 ​ ​ 900,466 ​ ​ 169,423 Parkway Center Property ​ ​ 806,940 ​ ​ 767,026 ​ ​ 39,914 Total Flex Center Revenues ​ $ 2,750,499 ​ $ 2,504,652 ​ $ 245,847 ​ Revenues from STNL properties were $359,894 for the year ended December 31, 2024, an increase of $133,634 from revenues from STNL properties for the year ended December 31, 2023, due to new STNL property revenue of $114,573 from the acquisition of the Citibank Property and $19,201 from a rent escalation in the lease for the T-Mobile Property, offset by a slight decline of $140 from the East Coast Wings Property due to decreased tenant reimbursements of common area maintenance expenses. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended ​ ​ ​ ​ ​ December 31, ​ Increase / ​ ​ 2024 2023 ​ (Decrease) Single Tenant Net Lease Properties ​ ​ ​ East Cost Wings Property ​ $ 106,372 ​ $ 106,512 ​ $ (140) T-Mobile Property ​ ​ 138,949 ​ ​ 119,748 ​ ​ 19,201 Citibank Property ​ ​ 114,573 ​ ​ — ​ ​ 114,573 55 Table of Contents Total Single Tenant Net Lease Revenues ​ $ 359,894 ​ $ 226,260 ​ $ 133,634 Operating Expenses Total operating expenses were $8,723,519 for the year ended December 31, 2024, consisting of $1,661,808 in expenses from retail center properties, $697,864 in expenses from flex center properties, $31,977 in expenses from STNL properties, $277,500 in share-based compensation, $1,170,270 in legal, accounting and other professional fees, $968,435 in corporate general and administrative expenses, a $182 loss on impairment, and $3,915,483 in depreciation and amortization. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended ​ ​ ​ ​ ​ December 31, ​ Increase / ​ ​ 2024 2023 ​ (Decrease) Operating Expenses ​ ​ ​ Retail center properties (1) ​ $ 1,661,808 ​ $ 1,901,102 ​ $ (239,294) Flex center properties (2) ​ 697,864 ​ 731,522 ​ (33,658) Single tenant net lease properties ​ 31,977 ​ 31,175 ​ 802 Total Investment Property Operating Expenses ​ 2,391,649 ​ 2,663,799 ​ (272,150) Share based compensation expenses ​ 277,500 ​ — ​ 277,500 Legal, accounting and other professional fees (3) ​ 1,170,270 ​ 1,390,941 ​ (220,671) Corporate general and administrative expenses ​ 968,435 ​ 484,345 ​ 484,090 Management restructuring expenses ​ ​ — ​ 2,066,521 ​ (2,066,521) Loss on impairment ​ 182 ​ 90,221 ​ (90,039) Depreciation and amortization ​ 3,915,483 ​ 4,574,163 ​ (658,680) Total Operating Expenses ​ $ 8,723,519 ​ $ 11,269,990 ​ $ (2,546,471) (1) Includes $39,910 and $18,578 of bad debt expense for the years ended December 31, 2024 and 2023, respectively.
Revenue Recognition Principal components of our total revenues for our retail center properties and flex center properties include base rents and tenant reimbursements. We accrue minimum (base) rent on a straight-line basis over the terms of the respective leases which results in an unbilled rent asset or deferred rent liability being recorded on the balance sheet.
Revenue Recognition Principal components of our total revenues for our retail center properties, flex center properties and STNL revenues include base rents and tenant reimbursements. We accrue minimum (base) rent on a straight-line basis over the terms of the respective leases which results in an unbilled rent asset or deferred rent liability being recorded on the balance sheet.
The proceeds of the Wells Fargo Mortgage Facility were used to finance the acquisition of the Salisbury Marketplace Property and to refinance the mortgages payable on the Lancer Center Property and the Greenbrier Business Center Property. The Wells Fargo Mortgage Facility bears interest at a fixed rate of 4.50% for a five-year term.
The proceeds of this mortgage were used to finance the acquisition of the Salisbury Marketplace Property and to refinance the mortgages payable on the Lancer Center Property and the Greenbrier Business Center Property. The Wells Fargo Mortgage Facility bears interest at a fixed rate of 4.50% for a five-year term.
These obligations include covenants for our company to maintain a net worth of $4,850,000, excluding the liabilities associated with the mortgage loan for the Brookfield Property and for our company to maintain liquid assets of no less than $485,000. As of December 31, 2023 and 2022, respectively, our company believes that we are compliant with these covenants.
These obligations include covenants for our company to maintain a net worth of $4,850,000, excluding the liabilities associated with the mortgage loan for the Brookfield Property and for our company to maintain liquid assets of no less than $485,000. As of December 31, 2024 and 2023, respectively, our company believes that we are compliant with these covenants.
The mortgage includes covenants for our company to maintain a net worth of $13,250,000, excluding the assets and liabilities associated with the Franklin Square Property and to maintain liquid assets of no less than $1,000,000. As of December 31, 2023 and 2022, respectively, our company believes that we are compliant with these covenants.
The mortgage includes covenants for our company to maintain a net worth of $13,250,000, excluding the assets and liabilities associated with the Franklin Square Property and to maintain liquid assets of no less than $1,000,000. As of December 31, 2024 and 2023, respectively, our company believes that we are compliant with these covenants.
(d) The mortgage loan for the Brookfield Property bears interest at a fixed rate of 3.90% and is interest only for the first twelve months. Beginning on November 1, 2020, the monthly payment became $22,876 for the remaining term of the loan, which includes interest at the fixed rate, and principal, based on a thirty-year amortization schedule.
(c) The mortgage loan for the Brookfield Property bears interest at a fixed rate of 3.90% and is interest only for the first twelve months. Beginning on November 1, 2020, the monthly payment became $22,876 for the remaining term of the loan, which includes interest at the fixed rate, and principal, based on a thirty-year amortization schedule.
(e) The interest rate for the mortgage loan for the Parkway Property was originally based on ICE LIBOR plus 225 basis points, with a minimum rate of 2.25%. After the discontinuation of LIBOR on June 30, 2023, the ICE LIBOR index was replaced by Term SOFR, with an adjusted margin of 236.44 basis points.
(d) The interest rate for the mortgage loan for the Parkway Property was originally based on ICE LIBOR plus 225 basis points, with a minimum rate of 2.25%. After the discontinuation of LIBOR on June 30, 2023, the ICE LIBOR index was replaced by Term SOFR, with an adjusted margin of 236.44 basis points.
As of December 31, 2023 and 2022, respectively, our company believes that we are compliant with this covenant. On October 28, 2021, our company entered into the Interest Rate Protection Transaction to limit our exposure to increases in interest rates on the variable rate mortgage loan on the Parkway Property.
As of December 31, 2024 and 2023, respectively, our company believes that we are compliant with this covenant. On October 28, 2021, our company entered into the Interest Rate Protection Transaction to limit our exposure to increases in interest rates on the variable rate mortgage loan on the Parkway Property.
Additionally, since the adjustments to GAAP net income, such as depreciation and amortization, used in the reconciliation of net income (loss) to determine FFO are not allocated between shareholders and noncontrolling interests (i.e. 100% of depreciation and amortization are “added back” without reduction to reflect the noncontrolling owners’ interest in such items), our company believes that the appropriate starting point for the calculation is the net income (loss) before allocation to noncontrolling interests.
Additionally, since the adjustments to GAAP net income, such as depreciation and amortization, used in the reconciliation of net income (loss) to determine FFO are not allocated between common stockholders and noncontrolling interests (i.e. 100% of depreciation and amortization are “added back” without reduction to reflect the noncontrolling owners’ interest in such items), our company believes that the appropriate starting point for the calculation is the net income (loss) before allocation to noncontrolling interests.
The monthly payment, which varies based on the interest rate in effect each month, includes interest at the variable rate, and principal based on a thirty-year amortization schedule. The mortgage loan for the Parkway Property includes a covenant to 26 Table of Contents maintain a debt service coverage ratio of not less than 1.30 to 1.00 on an annual basis.
The monthly payment, which varies based on the interest rate in effect each month, includes interest at the variable rate, and principal based on a thirty-year amortization schedule. The mortgage loan for the Parkway Property includes a covenant to maintain a debt service coverage ratio of not less than 1.30 to 1.00 on an annual basis.
Payments to our company from the Interest Rate Protection Transaction are recorded as an offset to interest expense on our company’s consolidated statements of operations for the years ended years ended December 31, 2023 and 2022, respectively.
Payments to our company from the Interest Rate Protection Transaction are recorded as an offset to interest expense on our company’s consolidated statements of operations for the years ended years ended December 31, 2024 and 2023, respectively.
For the period from September 1, 2022 through December 31, 2023, the applicable index (LIBOR or SOFR), exceeded the 3% cap, and payments from the Interest Rate Protection Transaction reduced our company’s net interest expense.
For the period from September 1, 2022 through December 31, 2024, the applicable index (LIBOR or SOFR), exceeded the 3% cap, and payments from the Interest Rate Protection Transaction reduced our company’s net interest expense.
If we fail to qualify as a REIT in any taxable year, we will be subject to regular federal and state corporate income taxes and may not be able to elect to qualify as a REIT for four subsequent taxable years.
If we fail to qualify as a REIT in any taxable year, we will be subject to regular federal and state corporate income taxes and may not be able to elect to qualify as a REIT for five subsequent taxable years.
Until the termination of the Management Agreement, t he Manager made all investment decisions for our company. The Manager oversaw our company’s overall business and affairs and had broad discretion to make operating decisions on behalf of our company and to make investment decisions.
Until the termination of the Management Agreement, the Manager made all investment decisions for our company. The Manager oversaw our company’s overall business and affairs and had broad discretion to make operating decisions on behalf of our company and to make investment decisions.
(f) On June 13, 2022, our company entered into a mortgage loan facility with Wells Fargo Bank (the “Wells Fargo Mortgage Facility”) in the principal amount of $18,609,500.
(e) On June 13, 2022, our company entered into a mortgage loan facility with Wells Fargo Bank (the “Wells Fargo Mortgage Facility”) in the principal amount of $18,609,500.
These obligations include covenants for our company to maintain a net worth of $11,400,000, excluding the liabilities associated with the mortgage loan for the Ashley Plaza Property and for our company to maintain liquid assets of no less than $1,100,000. As of December 31, 2023 and 2022, respectively, our company believes that we are compliant with these covenants.
These obligations include covenants for our company to maintain a net worth of $11,400,000, excluding the liabilities associated with the mortgage loan for the Ashley Plaza Property and for our company to maintain liquid assets of no less than $1,140,000. As of December 31, 2024 and 2023, respectively, our company believes that we are compliant with these covenants.
As defined by NAREIT, FFO represents net income (computed in accordance with GAAP), excluding gains (or losses) from sales of property, plus real estate related depreciation and amortization (excluding amortization of loan origination costs and above and below market leases) and after adjustments for unconsolidated partnerships and joint ventures.
As defined in the NAREIT White Paper, FFO represents net income (computed in accordance with GAAP), excluding gains (or losses) from sales of property, plus real estate related depreciation and amortization (excluding amortization of loan origination costs and above and below market leases) and after adjustments for unconsolidated partnerships and joint ventures.
NAREIT’s December 2018 White Paper encourages companies reporting FFO to “make supplemental disclosure of all material non-cash revenues and expenses affecting their results for each period.” We believe that the computation of FFO in accordance with NAREIT’s definition includes certain items that are not indicative of the results provided by our operating portfolio and affect the comparability of our period-over-period performance.
The NAREIT White Paper encourages companies reporting FFO to “make supplemental disclosure of all material non-cash revenues and expenses affecting their results for each period.” We believe that the computation of FFO in accordance with the NAREIT White Paper’s definition includes certain items that are not indicative of the results provided by our operating portfolio and affect the comparability of our period-over-period performance.
Under the terms of the mortgage, the interest rate payable each month may not change by greater than 1% during any six-month period and 2% during any 12-month period. As of December 31, 2023 and 2022 the rate in effect for the Parkway Property mortgage was 7.05% and 6.37%, respectively.
Under the terms of the mortgage, the interest rate payable each month may not change by greater than 1% during any six-month period and 2% during any 12-month period. As of December 31, 2024 and 2023 the rate in effect for the Parkway Property mortgage was 6.92% and 7.05%, respectively.
On May 2, 2023, our company and Wells Fargo Bank entered into the First Amendment to Revolving Line of Credit Note which extended the maturity date of the Wells Fargo Line of Credit to June 9, 2024.
On May 2, 2023, our company and Wells Fargo Bank, National Association entered into the First Amendment to the Revolving Line of Credit Note which extended the maturity date of the Original Wells Fargo Line of Credit to June 9, 2024.
Fair values for these assets are not directly observable and estimates are based on comparable market data and other information which is subjective in nature, including estimated cash flow projections that utilize appropriate discount and capitalization rates and available market information.
Fair values for these assets are not directly observable and 51 Table of Contents estimates are based on comparable market data and other information which is subjective in nature, including estimated cash flow projections that utilize appropriate discount and capitalization rates and available market information.
In applying applicable accounting guidance, management considered our company’s current financial 29 Table of Contents condition and liquidity sources, including current funds available, forecasted future cash flows and our company’s obligations due over the next twelve months, as well as our company’s recurring business operating expenses.
In applying applicable accounting guidance, management considered our company’s current financial condition and liquidity sources, including current funds available, forecasted future cash flows and our company’s obligations due over the next twelve months, as well as our company’s recurring business operating expenses.
Accordingly, we believe FFO provides a valuable alternative measurement tool to GAAP when presenting our operating results. ​ NAREIT’s December 2018 White Paper states, “FFO of a REIT includes the FFO of all consolidated properties, including consolidated, partially owned affiliates”.
Accordingly, we believe FFO provides a valuable alternative measurement tool to GAAP when presenting our operating results. ​ The NAREIT White Paper states, “FFO of a REIT includes the FFO of all consolidated properties, including consolidated, partially owned affiliates”.
(2) Depreciation of tenant improvements, including those (i) acquired as part of the purchase of the retail center and flex center properties and (ii) those constructed by our company for the retail center properties and flex center property subsequent to their acquisition.
(2) Depreciation of tenant improvements, including those (i) acquired as part of the purchase of the retail center and flex center properties and (ii) those constructed by our company for the retail center properties and flex center property subsequent to their acquisition. (3) Depreciation of tenant improvements recorded as lease incentives.
Other expense for the year ended December 31, 2023 consisted of $84,564 in expense related to the fair value change of the interest rate cap. ​ Net Loss Net loss was $4,573,354 for the year ended December 31, 2023, before adjustments for net income (loss) attributable to noncontrolling interests.
Other expense for the year ended December 31, 2023 consisted of $84,564 in expense related to the fair value change of the interest rate cap. ​ Net Income (Loss) Net income was $744,325 for the year ended December 31, 2024, before adjustments for net income (loss) attributable to noncontrolling interests.
(5) Adjustment to FFO resulting from non-cash expenses recognized as a result of decreases in the fair value of the interest rate caps for the Parkway Property and Clemson Best Western Property. (6) Adjustment to FFO for amortization of non-cash expenses recognized as a result of amortizing loan issuance costs over the terms of the respective mortgages.
(5) Adjustment to FFO resulting from non-cash expenses recognized as a result of decreases in the fair value of the interest rate caps for the Parkway Property. 60 Table of Contents (6) Adjustment to FFO for amortization of non-cash expenses recognized as a result of amortizing loan issuance costs over the terms of the respective mortgages.
Rents and Other Tenant Receivables For our retail center and flex center properties, we record a tenant receivable for amounts due from tenants such as base rents, tenant reimbursements and other charges allowed under the lease terms.
Rents and Other Tenant Receivables We record a tenant receivable for amounts due from tenants such as base rents, tenant reimbursements and other charges allowed under the lease terms.
Specifically, “To the extent there is an impairment write-down of depreciable real estate … related to a REIT’s main business, the write-down is excluded from FFO (i.e., adjusted from net income in calculating FFO).” Additionally, NAREIT’s December 2018 White Paper provides guidance on gains or losses on the sale of assets, stating “the REIT has the option to include or exclude such gains and losses in the calculation of FFO.” (6) Consistent with the treatment of impairment write-downs, our company includes an adjustment for its loss on extinguishment of debt.
Specifically, “To the extent there is an impairment write-down of depreciable real estate … related to a REIT’s main business, the write-down is excluded from FFO (i.e., adjusted from net income in calculating FFO).” Additionally, the NAREIT White Paper provides guidance on gains or losses on the sale of assets, stating “the REIT has the option to include or exclude such gains and losses in the calculation of FFO.” (8) Consistent with the treatment of impairment write-downs, our company includes an adjustment for its gain on extinguishment of lease liability, loss on extinguishment of debt, and loss on redemption of mandatorily redeemable preferred stock.
(7) Adjustment to FFO for amortization of non-cash expenses recognized as a result of amortizing the preferred stock discount over its five-year term. (8) Adjustment to FFO for amortization of non-cash expenses recognized as a result of amortizing the preferred stock offering costs over its five-year term.
(7) Adjustment to FFO for amortization of non-cash expenses recognized as a result of amortizing the mandatorily redeemable preferred stock discount and offering costs over the mandatorily redeemable preferred stock’s five-year term.
Acquisition of Investments in Real Estate The adoption of ASU 2017-01, as discussed in Note 2, “Summary of Significant Accounting Policies” of the consolidated financial statements included in this report, has impacted our accounting framework for the acquisition of investment properties.
Acquisition of Investments in Real Estate The adoption of Accounting Standards Update (“ASU”) 2017-01, Business Combinations (Topic 805) , as discussed in Note 2, “Summary of Significant Accounting Policies” of the consolidated financial statements included in this report, has impacted our accounting framework for the acquisition of investment properties.
Cash flows from operating activities has two components. The first component consists of net operating loss adjusted for non-cash operating activities. During the year ended December 31, 2023, operating activities adjusted for non-cash items resulted in net cash provided by operating activities of $229,141.
Cash flows from operating activities has two components. The first component consists of net operating income (loss) adjusted for non-cash operating activities. During the year ended December 31, 2024, operating activities adjusted for non-cash items resulted in net cash provided by operating activities of $2,317,671.
In addition, we believe that AFFO is a useful supplemental measure for the investing community to use in comparing us to other REITs as many REITs provide some form of adjusted or modified FFO.
In addition, we believe that AFFO is a useful supplemental measure for the investing community to use in comparing us to other REITs as many REITs provide some form of adjusted or modified FFO. However, there can be no assurance that AFFO presented by us is comparable to the adjusted or modified FFO of other REITs.
(9) NAREIT’s December 2018 White Paper provides guidance on non-cash revenues and expenses, stating, “To provide an opportunity for consistent analysis of operating results among REITs, NAREIT encourages those reporting FFO to make supplemental disclosure of all material non-cash revenues and expenses affecting their results for each period.
(8) Adjustment to FFO resulting from non-cash expenses recorded for share-based compensation. ​ (9) The NAREIT White Paper provides guidance on non-cash revenues and expenses, stating, “To provide an opportunity for consistent analysis of operating results among REITs, the NAREIT White Paper encourages those reporting FFO to make supplemental disclosure of all material non-cash revenues and expenses affecting their results for each period.
Internal liquidity to fund operating needs are expected to be provided primarily by the rental receipts from our retail and flex center properties. Cash Flows At December 31, 2023, our consolidated cash and restricted cash on hand totaled $3,809,605 compared to consolidated cash on hand of $5,662,853 at December 31, 2022.
Internal liquidity to fund operating needs are expected to be provided primarily by the rental receipts from our retail center properties, flex center properties, and STNL properties. 52 Table of Contents Cash Flows At December 31, 2024, our consolidated cash and restricted cash on hand totaled $6,072,736 compared to consolidated cash on hand of $3,809,605 at December 31, 2023.
During the year ended December 31, 2022, net changes in asset and liability accounts resulted in $436,414 in cash used operations.
During the year ended December 31, 2023, net changes in asset and liability accounts resulted in $125,128 in cash used in operations.
As of December 31, 2023 and 2022, the Wells Fargo Line of Credit had an outstanding balance of $1,000,000 and $0, respectively. Outstanding balances on the Wells Fargo Line of Credit will bear interest at a floating rate of 2.25% above daily SOFR. As of December 31, 2023 and 2022, SOFR was 5.35% and 4.3%, respectively.
As of December 31, 2024 and December 31, 2023, the Original Wells Fargo Line of Credit had an outstanding balance of $0 and $1,000,000, respectively. Outstanding balances on the Original Wells Fargo Line of Credit bore interest at a floating rate of 2.25% above daily SOFR.
Recent Trends and Activities Reverse 1-for-8 Stock Split ​ On May 3, 2023, our company completed a reverse stock split of its Common Shares, and a corresponding adjustment to the outstanding common units of the Operating Partnership, at a ratio of 1-for-8 (the “Reverse Stock Split”). The Reverse Stock Split took effect at 5:00 p.m.
Reverse 1-for-10 Stock Split and Forward 5-for-1 Stock Split ​ On July 2, 2024, our company completed a reverse stock split of its Common Shares, and a corresponding adjustment to the outstanding common units of the Operating Partnership, at a ratio of 1-for-10 (the “Reverse Stock Split”). The Reverse Stock Split took effect at 5:00 p.m.
During the year ended December 31, 2023, our cash used by financing activities consisted of $1,085,480 in principal payments for our company’s mortgages, $383,665 in dividends and distributions and $4,999 to retire fractional shares resulting from the reverse stock split, offset by $1,000,000 in proceeds from the line of credit, short term.
During the year ended December 31, 2023, our cash used by financing activities consisted of $1,085,480 in principal payments for our company’s mortgages, $383,665 in dividends and distributions and $4,999 to retire fractional shares resulting from the reverse stock split, offset by $1,000,000 in proceeds from the line of credit, short term. ​ Future Liquidity Needs Liquidity for general operating needs and our company’s investment properties is generally provided by the rental receipts from our retail properties, flex center properties and STNL properties, if any.
Because the shares of our common stock vested immediately, the fair value of the grants, or $250,000, was recorded to share based compensation expense on our consolidated statements of operations on the effective date of the grant.
Because the Common Shares and OP Units vested immediately, the fair value of the grants, or $384,683, was recorded to share based compensation expense on our company’s condensed consolidated statements of operations on the effective date of the grant.
Off-Balance Sheet Arrangements As of December 31, 2023 and 2022, we have no off-balance sheet arrangements. Summary of Critical Accounting Policies The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to use judgment in the application of accounting policies, including making estimates and assumptions.
Summary of Critical Accounting Policies The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to use judgment in the application of accounting policies, including making estimates and assumptions.
Because the shares vested immediately, the fair value of the grants, or $233,100, was recorded to share based compensation expense on our consolidated statements of operations on the effective date of the grant.
Because the Common Shares and OP Units vested immediately, the fair value of the grants, or $277,500, was recorded to share based compensation expense on our company’s condensed consolidated statements of operations on the effective date of the grant.
In addition to liquidity required to fund these dividends and principal payments, we may also incur some level of capital expenditures for our existing properties that cannot be passed on to our tenants. Our company plans to pay these obligations through a combination of cash on hand, potential dispositions and operating cash.
In addition to liquidity required to fund these dividends and principal payments, we may also incur some level of capital expenditures for our existing properties that cannot be passed on to our tenants.
The second component consists of changes in assets and liabilities. Increases in assets and decreases in liabilities result in cash used in operations. Decreases in assets and increases in liabilities result in cash provided by operations. During the year ended December 31, 2023, net changes in asset and liability accounts resulted in $125,128 in cash used operations.
Increases in assets and decreases in liabilities result in cash used in operations. Decreases in assets and increases in liabilities result in cash provided by operations. During the year ended December 31, 2024, net changes in asset and liability accounts resulted in $521,534 in cash used in operations.
After adjusting for noncontrolling interests, the net loss attributable to Medalist common shareholders for the year ended December 31, 2023 decreased by $197,962 over the year ended December 31, 2022. ​ Funds from Operations ​ We use funds from operations (“FFO”), a non-GAAP measure, as an alternative measure of our operating performance, specifically as it relates to results of operations and liquidity.
After adjusting for noncontrolling interests, the net income attributable to our common stockholders for the year ended December 31, 2024 increased by $4,598,803 over the year ended December 31, 2023. ​ 58 Table of Contents Funds from Operations ​ We use funds from operations (“FFO”), a non-GAAP measure, as an alternative measure of our operating performance, specifically as it relates to results of operations and liquidity.
Our company serves as the general partner of Medalist Diversified Holdings, LP which was formed as a Delaware limited partnership on September 29, 2015.
Our company serves as the general partner of Medalist Diversified Holdings, LP which was formed as a Delaware limited partnership on September 29, 2015. Our company was formed to acquire, reposition, renovate, lease and manage income-producing properties.
We compute FFO in accordance with standards established by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”) in its March 1995 White Paper (as amended in November 1999, April 2002 and December 2018).
We compute FFO in accordance with standards established by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”) in its December 2018 White Paper (the “NAREIT White Paper”).
Cash from operating activities, investing activities and financing activities for the year ended December 31, 2023 are as follows: Operating Activities During the year ended December 31, 2023 our cash provided by operating activities was $104,013 compared to cash provided by operating activities of $1,194,626 for the year ended December 31, 2022, a decrease in cash provided by operating activities of $1,090,613.
Cash from operating activities, investing activities and financing activities for the year ended December 31, 2024 are as follows: Operating Activities During the year ended December 31, 2024, our cash provided by operating activities was $1,796,137 compared to cash provided by operating activities of $104,013 for the year ended December 31, 2023, an increase in cash provided by operating activities of $1,692,124.
As of December 31, 2023, our company believes that it is compliant with these covenants. Wells Fargo Line of Credit On June 13, 2022, our company, through its wholly owned subsidiaries, entered into a loan agreement with Wells Fargo Bank for a $1,500,000 line of credit (the “Wells Fargo Line of Credit”).
Wells Fargo Line of Credit On June 13, 2022, our company, through its wholly-owned subsidiaries, entered into a loan agreement with Wells Fargo Bank, National Association for a $1,500,000 line of credit (the “Original Wells Fargo Line of Credit”).
(5) NAREIT’s December 2018 White Paper provides guidance for the treatment of impairment write-downs.
(7) The NAREIT White Paper provides guidance for the treatment of impairment write-downs.
After adjusting for noncontrolling interests, the net loss attributable to our common shareholders was $4,571,279. Net loss was $4,732,214 for the year ended December 31, 2022, before adjustments for net income (loss) attributable to noncontrolling interests.
After adjusting for noncontrolling interests, the net loss attributable to our common stockholders was $4,571,279, for the year ended December 31, 2023. ​ Net income for the year ended December 31, 2024 increased by $5,317,679 over the year ended December 31, 2023, before adjustments for net income (loss) attributable to noncontrolling interests.
While these types of investments are not intended to be a primary focus, we may make such investments in our discretion.
While these types of investments are not intended to be a primary focus, we may make such investments in our discretion. As of December 31, 2024, we owned four retail properties, three flex properties and three STNL properties.
(2) Includes $44,704 and $8,531 of bad debt expense for the years ended December 31, 2023 and 2022, respectively.
(2) Includes $0 and $6,120 of bad debt expense for the years ended December 31, 2024 and 2023, respectively.
Other Income During the year ended December 31, 2023, other income was $49,274, a decrease of $187,226 from other income of $236,500 for the year ended December 31, 2022. Other income for the year ended December 31, 2023 consisted of interest income of $38,308 and lease termination fee income of $10,966.
Other income for the year ended December 31, 2023 consisted of interest income of $38,308 and lease termination fee income of $10,966. ​ Other Expense ​ During the year ended December 31, 2024, other expense was $56,325, a decrease of $28,239 from other expense of $84,564 for the year ended December 31, 2023.
The fair value of the grants was determined by the market price of our shares of our common stock on the effective date of the grant. 25 Table of Contents Financing Activities Mortgages payable Our company financed its acquisitions of its investment properties through mortgages, as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Monthly ​ Interest ​ ​ ​ December 31, Property Payment Rate Maturity ​ 2023 2022 Franklin Square (a) ​ Interest only ​ 3.808 % December 2031 ​ $ 13,250,000 ​ $ 13,250,000 Hanover Square (b) ​ $ 78,098 ​ 6.94 % December 2027 ​ — ​ 9,877,867 Ashley Plaza (c) ​ $ 52,795 ​ 3.75 % September 2029 ​ 10,708,557 ​ 10,930,370 Brookfield Center (d) ​ $ 22,876 ​ 3.90 % November 2029 ​ 4,571,410 ​ 4,663,206 Parkway Center (e) ​ $ 28,161 ​ ​ Variable ​ November 2031 ​ ​ 4,870,403 ​ ​ 4,992,427 Wells Fargo Facility (f) ​ $ 103,438 ​ ​ 4.50 % June 2027 ​ ​ 17,939,276 ​ ​ 18,351,981 Total mortgages payable ​ ​ ​ ​ ​ ​ ​ ​ ​ $ 51,339,646 ​ $ 62,065,851 ​ Amounts presented do not reflect unamortized loan issuance costs.
Financing Activities Mortgages payable Our company financed its acquisitions of its investment properties through mortgages, as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Monthly ​ Interest ​ ​ ​ December 31, Property Payment Rate Maturity ​ 2024 2023 Franklin Square (a) ​ Interest only ​ 3.808 % December 2031 ​ $ 13,250,000 ​ $ 13,250,000 Ashley Plaza (b) ​ $ 52,795 ​ 3.75 % September 2029 ​ 10,460,350 ​ 10,708,557 Brookfield Center (c) ​ $ 22,876 ​ 3.90 % November 2029 ​ 4,476,429 ​ 4,571,410 Parkway Center (d) ​ $ 28,161 ​ ​ Variable ​ November 2031 ​ ​ 4,814,563 ​ ​ 4,870,403 Wells Fargo Mortgage Facility (e) ​ $ 103,438 ​ ​ 4.50 % June 2027 ​ ​ 17,509,420 ​ ​ 17,939,276 Total mortgages payable ​ ​ ​ ​ ​ ​ ​ ​ ​ $ 50,510,762 ​ $ 51,339,646 ​ Amounts presented do not reflect unamortized loan issuance costs.
The net of (i) the $229,141 increase in cash provided by operations from the first category and (ii) the $125,128 cash used by operations from the second category results in a total increase of cash provided in operations of $104,013 for the year ended December 31, 2023.
The net of (i) the $2,317,671 increase in cash provided by operations from the first category and (ii) the $521,534 cash used by operations from the second category results in a total increase of cash provided in operations of $1,796,137 for the year ended December 31, 2024.
Our company financed its acquisitions of its assets held for sale through mortgages, which as of December 31, 2023 are recorded as mortgages payable, net, associated with assets held for sale, on our consolidated balance sheets, as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Monthly ​ Interest ​ ​ ​ December 31, Property Payment Rate Maturity 2023 2022 Hanover Square (a) $ 78,098 ​ 6.94 % December 2027 ​ $ 9,640,725 ​ $ — Total mortgages payable associated with assets held for sale ​ ​ ​ ​ ​ ​ ​ $ 9,640,725 ​ $ — ​ Amounts presented do not reflect unamortized loan issuance costs.
Our company sold the Hanover Square Shopping Center Property on March 13, 2024 and repaid the mortgage payable. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Monthly ​ Interest ​ ​ ​ December 31, Property ​ Payment Rate ​ Maturity 2024 2023 Hanover Square (a) ​ $ 78,098 ​ 6.94 % ​ December 2027 ​ $ — ​ $ 9,640,725 Total mortgages payable associated with assets held for sale ​ ​ ​ ​ ​ ​ ​ ​ ​ $ — ​ $ 9,640,725 ​ 50 Table of Contents Amounts presented do not reflect unamortized loan issuance costs.
However, there can be no assurance that AFFO presented by us is comparable to the adjusted or modified FFO of other REITs. 37 Table of Contents Total AFFO for the years ended December 31, 2023 and 2022 was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended ​ ​ December 31, ​ 2023 2022 Funds from operations ​ $ 91,030 ​ $ 997,253 Amortization of above market leases (1) ​ 93,696 ​ 188,903 Amortization of below market leases (2) ​ (368,803) ​ (415,624) Straight line rent (3) ​ (100,010) ​ (149,831) Capital expenditures (4) ​ (1,483,117) ​ (1,019,304) Decrease (increase) in fair value of interest rate cap (5) ​ 84,564 ​ (220,881) Amortization of loan issuance costs (6) ​ 106,882 ​ 107,595 Amortization of preferred stock discount and offering costs (7) ​ 243,054 ​ 222,881 Share-based compensation (8) ​ — ​ 483,100 Bad debt expense (9) ​ 63,282 ​ 46,932 Adjusted funds from operations (AFFO) ​ $ (1,269,422) ​ $ 241,024 (1) Adjustment to FFO resulting from non-cash amortization of intangible assets.
Total AFFO for the years ended December 31, 2024 and 2023 was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended ​ ​ December 31, ​ ​ 2024 2023 Funds from operations ​ $ 1,908,177 ​ $ 91,030 Amortization of above market leases (1) ​ 40,850 ​ 93,696 Amortization of below market leases (2) ​ (296,211) ​ (368,803) Straight line rent (3) ​ (99,106) ​ (100,010) Capital expenditures (4) ​ (902,397) ​ (1,483,117) Decrease (increase) in fair value of interest rate cap (5) ​ 56,325 ​ 84,564 Amortization of loan issuance costs (6) ​ 100,479 ​ 106,882 Amortization of preferred stock discount and offering costs (7) ​ 246,966 ​ 243,054 Share-based compensation (8) ​ 277,500 ​ - Bad debt expense (9) ​ 39,910 ​ 63,282 Adjusted funds from operations (AFFO) ​ $ 1,372,493 ​ $ (1,269,422) (1) Adjustment to FFO resulting from non-cash amortization of intangible assets.
The Wells Fargo Line of Credit has a one-year, renewable term, is unconditionally guaranteed by our company, and any outstanding balances are secured by the Lancer Center Property, the Greenbrier Business Center Property and the Salisbury Marketplace Property.
The Expanded Wells Fargo Line of Credit is secured by the Lancer Center Property, the Greenbrier Business Center Property, the Salisbury Marketplace Property and the Citibank Property, is unconditionally guaranteed by our company, and any outstanding balances will be due on the September 30, 2026 maturity date.
The primary, non-operating liquidity needs of our company are $5,000,000 to retire our mandatorily redeemable preferred stock in February, 2025, $1,000,000 to reduce the balance on our line of credit to $0, $22,994 to pay the dividends and distributions to common shareholders and Operating Partnership Unit holders, and $100,000 to pay the dividends to holders of our mandatorily redeemable preferred stock that were declared on January 10, 2023 and payable February 6, 2024 to holders of record on February 2, 2024, and $1,093,581 in principal payments due on its mortgages payable during the 12-month period from January 1, 2024 through December 31, 2024.
The primary, non-operating liquidity needs of our company are $1,526,140 to redeem the remaining 60,000 shares of our mandatorily redeemable preferred stock on January 10, 2025, pursuant to the redemption notice issued on December 10, 2024, $114,643 to pay the dividends to common stockholders and distributions to OP Unit holders that were declared on January 7, 2024 and payable January 23, 2025 to holders of record on January 20, 2025, and $1,088,084 in principal payments due on its mortgages payable during the 12-month period from January 1, 2025 through December 31, 2025.
Interest expense above includes non-cash amortization of discounts and capitalized issuance costs related to the mandatorily redeemable preferred stock and the convertible debentures. See Note 5 of the accompanying notes to the consolidated financial statements.
Interest expense above includes non-cash amortization of discounts and capitalized issuance costs related to the mandatorily redeemable preferred stock. See Note 5 of the accompanying notes to the consolidated financial statements. Other Income During the year ended December 31, 2024, other income was $88,856, an increase of $39,582 from other income of $49,274 for the year ended December 31, 2023.
This decrease of $311,286 in cash used in operations resulting from changes in assets and liabilities is a result of decreased changes in accounts payable and accrued liabilities of $6,162, increased changes in other assets of $225,544, decreased changes in unbilled rent of $49,821, offset by increased changes in rent and other receivables, net, of $29,759.
This increase of $396,406 in cash used in operations resulting from changes in assets and liabilities is a result of increased changes in rent and other receivables, net, of $124,922, increased changes in other assets of $466,171, partially offset by decreased changes in accounts payable and accrued liabilities of $193,783, and decreased changes in unbilled rent of $904.
After adjusting for noncontrolling interests, the net loss attributable to Medalist common shareholders was $4,769,241, for the year ended December 31, 2022. ​ Net loss for the year ended December 31, 2023 decreased by $158,860 over the year ended December 31, 2022, before adjustments for net loss attributable to noncontrolling interests.
After adjusting for noncontrolling interests, the net income attributable to our common stockholders was $27,524. Net loss was $4,573,354 for the year ended December 31, 2023, before adjustments for net income (loss) attributable to noncontrolling interests.
(c) The mortgage loan for the Ashley Plaza Property bears interest at a fixed rate of 3.75% and was interest only for the first twelve months. Beginning on October 1, 2020, the monthly payment became $52,795 for the remaining term of the loan, which includes interest at the fixed rate, and principal, based on a thirty-year amortization schedule.
Beginning on October 1, 2020, the monthly payment became $52,795 for the remaining term of the loan, which includes interest at the fixed rate, and principal, based on a thirty-year amortization schedule. Effective on December 26, 2023, 49 Table of Contents our company assumed certain guaranty obligations under the Ashley Plaza mortgage loan related to the Guaranty Substitution (see below).
(3) Amortization of leasing commissions paid for the retail center properties and flex center property subsequent to the acquisition of the properties. (4) Amortization of (i) intangible assets acquired as part of the purchase of the retail center properties and flex center property, including leasing commissions, leases in place and legal and marketing costs.
(4) Amortization of leasing commissions paid for the retail center properties and flex center property subsequent to the acquisition of the properties.
Investing Activities During the year ended December 31, 2023, our cash used in investing activities was $1,483,117, compared to cash used in investing activities of $9,319,181 during the year ended December 31, 2022, a decrease in cash used in investing activities of $7,836,064. ​ 30 Table of Contents During the year ended December 31, 2023, cash used in investing activities consisted of $1,483,117 in capitalized expenditures, including $210,505 in building improvements, $11,323 in site improvements, $432,613 in tenant improvements and $828,676 in leasing commissions.
During the year ended December 31, 2023, cash used in investing activities consisted of $1,483,117 in capitalized expenditures, including $210,505 in building improvements, $11,323 in site improvements, $432,613 in tenant improvements and $828,676 in leasing commissions. ​ The non-cash investing activity for the year ended December 31, 2024, that did not affect our cash provided by investing activities, was the issuance of $2,400,000 of OP Units for the acquisition of the Citibank Property.
The effective date of the grants was November 22, 2022. The shares granted vested immediately and are unrestricted. However, the Equity Incentive Plan includes other restrictions on the sale of shares issued under the Equity Incentive Plan.
The Common Shares granted vested immediately and are unrestricted. The OP Units granted vest immediately but are not convertible to Common Shares until January 15, 2026. However, the Equity Incentive Plan includes other restrictions on the sale of shares issued under the Equity Incentive Plan.
The effective date of the grants was March 2, 2022. The shares of our common stock granted vested immediately and are unrestricted. However, the Equity Incentive Plan includes other restrictions on the sale of shares issued under the Equity Incentive Plan.
The Common Shares granted vested immediately and are unrestricted. The OP Units granted vest immediately but are not convertible to Common Shares until January 18, 2025. However, the Equity Incentive Plan includes other restrictions on the sale of shares issued under the Equity Incentive Plan.
Results of Operations Year ended December 31, 2023 Revenues Total revenue was $10,272,826 for the year ended December 31, 2023, consisting of $7,768,174 in revenues from retail center properties and $2,504,652 from flex center properties.
Results of Operations Year ended December 31, 2024 Revenues Total revenue was $9,735,127 for the year ended December 31, 2024, consisting of $6,624,734 in revenues from retail center properties, $2,750,499 from flex center properties and $359,894 from STNL properties.
As of December 31, 2023, our company owned and operated eight investment properties, the Shops at Franklin Square (the “Franklin Square Property”), a 134,239 square foot retail property located in Gastonia, North Carolina, the Hanover North Shopping Center (the “Hanover Square Property”), a 73,440 square foot retail property located in Mechanicsville, Virginia, the Ashley Plaza Shopping Center (the “Ashley Plaza Property”), a 164,012 square foot retail property located in Goldsboro, North Carolina, Brookfield Center (the “Brookfield Center Property”), a 64,880 square foot mixed-use industrial/office property located in Greenville, South Carolina, the Lancer Center, a 181,590 square foot retail property located in Lancaster, South Carolina (the “Lancer Center Property”), the Greenbrier Business Center (the “Greenbrier Business Center Property”), an 89,280 square foot mixed-use industrial/office property located in Chesapeake, Virginia, Parkway 3 & 4 (the “Parkway Property”), a 64,109 square foot mixed-use industrial office property located in Virginia Beach, Virginia, and the Salisbury Marketplace Shopping Center, a 79,732 square foot retail property located in Salisbury, North Carolina (the “Salisbury Marketplace Property”).
As of December 31, 2024, our retail center properties consisted of (i) the Shops at Franklin Square, a 134,239 square foot retail property located in Gastonia, North Carolina (the “Franklin Square Property”), (ii) the Ashley Plaza Shopping Center, a 156,012 square foot retail property located in Goldsboro, North Carolina (the “Ashley Plaza Property”), (iii) the Lancer Center, a 181,590 square foot retail 45 Table of Contents property located in Lancaster, South Carolina (the “Lancer Center Property”), and (iv) the Salisbury Marketplace Shopping Center, a 79,732 square foot retail property located in Salisbury, North Carolina (the “Salisbury Marketplace Property”).
Since the termination of the Management Agreement, our company has been managed internally as directed by our company’s Board of Directors (the “Board”). Our company’s stockholders are not involved in its day-to-day affairs. Reporting Segments We establish operating segments at the property level and aggregate individual properties into reportable segments based on product types in which we have investments.
Since the termination of the Management Agreement, and for the full year ended December 31, 2024, our company has been managed internally as directed by the Board. Our company’s stockholders are not involved in its day-to-day affairs.
As of December 31, 2023, we owned 84% of the Hanover Square Property as a tenant in common with a noncontrolling owner which owned the remaining 16% interest and 82% of the Parkway Property as a tenant in common with a noncontrolling owner which owns the remaining 18% interest.
Our company owned 84% of the Hanover Square Shopping Center Property as a tenant in common with a noncontrolling owner which owned the remaining 16% interest. Our company and its tenant in common partner retained ownership of the 0.86 acre outparcel (the “Hanover Square Outparcel”).
This allows our company to use FFO as a tool to measure the overall performance of its investment properties, as a whole, not just the portion of the investment properties controlled by our company’s shareholders. 36 Table of Contents Below is our company’s FFO, which is a non-GAAP measurement, for the years ended December 31, 2023 and 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended ​ ​ December 31, ​ 2023 2022 Net loss ​ $ (4,573,354) ​ ​ (4,732,214) Depreciation of tangible real property assets (1) ​ 2,695,058 ​ ​ 2,561,843 Depreciation of tenant improvements (2) ​ 836,096 ​ ​ 718,704 Amortization of leasing commissions (3) ​ 152,661 ​ ​ 100,702 Amortization of intangible assets (4) ​ 890,348 ​ ​ 1,325,574 Loss on disposal of investment property (5) ​ ​ — ​ ​ 421,096 Loss on impairment (5) ​ 90,221 ​ ​ 36,670 Impairment of assets held for sale (5) ​ — ​ ​ 175,671 Loss on extinguishment of debt (6) ​ ​ — ​ ​ 389,207 Funds from operations ​ $ 91,030 ​ $ 997,253 (1) Depreciation expense for buildings, site improvements and furniture and fixtures.
Below is our company’s FFO, which is a non-GAAP measurement, for the years ended December 31, 2024 and 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended ​ ​ December 31, ​ 2024 2023 Net income (loss) ​ $ 744,325 ​ ​ (4,573,354) Depreciation of tangible real property assets (1) ​ 2,342,416 ​ ​ 2,695,058 Depreciation of tenant improvements (2) ​ 757,318 ​ ​ 836,096 Amortization of tenant improvement lease incentives (3) ​ ​ 2,964 ​ ​ — Amortization of leasing commissions (4) ​ 199,465 ​ ​ 152,661 Amortization of intangible assets (5) ​ 616,284 ​ ​ 890,348 Gain on disposal of investment property (6) ​ ​ (2,819,502) ​ ​ — Loss on impairment (7) ​ 182 ​ ​ 90,221 Gain on extinguishment of lease liability (8) ​ ​ (34,792) ​ ​ — Loss on extinguishment of debt (8) ​ ​ 51,837 ​ ​ — Loss on redemption of mandatorily redeemable preferred stock (8) ​ 47,680 ​ ​ — Funds from operations (FFO) ​ $ 1,908,177 ​ $ 91,030 (1) Depreciation expense for buildings, site improvements and furniture and fixtures.
The purchase price for the Salisbury Marketplace Property was $10,025,000 paid through a combination of cash provided by our company and the incurrence of new mortgage debt. Our company’s total investment was $10,279,714 and we incurred $254,714 of acquisition and closing costs which were capitalized and added to the tangible assets acquired.
The purchase price for the United Rentals Property was $3,145,000 paid through the issuance of 251,600 OP Units at a price of $12.50 per OP Unit. Our company’s total investment was $3,187,446. Our company incurred $42,446 of closing costs which were capitalized and added to the tangible assets acquired.
(3) Includes $518,845 and $593,218 in expenses paid to the Consultant pursuant to the initial Consulting Agreement and subsequent Staffing Agreement for the years ended December 31, 2023 and 2022, respectively. 33 Table of Contents Operating expenses for retail center properties were $1,932,277 for the year ended December 31, 2023, a decrease of $18,234 from retail center property operating expenses for the year ended December 31, 2022.
(2) Includes $0 and $44,704 of bad debt expense for the years ended December 31, 2024 and 2023, respectively. (3) Includes $734,114 and $518,845 in expenses paid to the Consultant pursuant to the initial Consulting Agreement and subsequent Staffing Agreement for the years ended December 31, 2024 and 2023, respectively.
Other income for the year ended December 31, 2022 consisted of $220,881 in income related to the fair value change of the interest rate cap, interest income of $11,706 and miscellaneous income of $3,913. ​ ​ 35 Table of Contents Other Expense ​ During the year ended December 31, 2023, other expense was $84,564, an increase of $84,564 from other expense of $0 for the year ended December 31, 2022.
Other expense for the year ended December 31, 2024 consisted of $56,325 in expense related to the fair value change of the interest rate cap.
Eastern Time on May 3, 2023 (the “Effective Time”) and automatically converted every eight Common Shares outstanding at that time into one Common Share. The Reverse Stock Split was intended to help our company regain compliance with Nasdaq’s Minimum Bid Price Requirement.
Eastern Time on July 2, 2024 (the “Effective Time”) and automatically converted every ten Common Shares outstanding at that time into one Common Share.
During the year ended December 31, 2022, operating activities adjusted for non-cash items resulted in net cash provided in operating activities of $1,631,040. The decrease of $1,401,899 in cash flows from operating activities for the year ended December 31, 2023 was a result of management restructuring expenses of $2,066,521, offset by improved net operating income from our investment properties.
During the year ended December 31, 2023, operating activities adjusted for non-cash items resulted in net cash provided in operating activities of $229,141.
This decrease was a result of increased investment property operating income of $497,388, decreased share based compensation expenses of $483,100, decreased legal, accounting and other professional fees of $236,940, decreased impairment of assets held for sale of $175,671 related to the Clemson Best Western Property, decreased other operating expenses of $227,164, decreased depreciation and amortization expenses of $132,660, decreased loss on disposition of investment properties of $421,096, and decreased loss on extinguishment of debt of $389,207, offset by increased bad debt expense of $16,350, increased corporate general and administrative expenses of $26,692, increased loss on impairment of $53,551, and increased management restructuring expenses of $2,066,521. ​ Interest Expense ​ Interest expense was $3,540,900 and $3,555,088 for the years ended December 31, 2023 and 2022, respectively, as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended ​ ​ ​ ​ ​ December 31, ​ Increase / ​ ​ 2023 2022 ​ (Decrease) Franklin Square ​ $ 539,940 ​ $ 539,940 ​ $ — Hanover Square ​ 707,604 ​ 439,188 ​ 268,416 Ashley Plaza ​ 428,442 ​ 436,731 ​ (8,289) Clemson Best Western ​ — ​ 427,244 ​ (427,244) Brookfield Center ​ 194,065 ​ 197,620 ​ (3,555) Lancer Center ​ ​ — ​ ​ 127,107 ​ ​ (127,107) Greenbrier Business Center ​ ​ — ​ ​ 82,564 ​ ​ (82,564) Parkway Center ​ ​ 138,388 ​ ​ 201,824 ​ ​ (63,436) Wells Fargo Mortgage Facility ​ ​ 855,434 ​ ​ 479,989 ​ ​ 375,445 Wells Fargo Line of Credit ​ ​ 33,973 ​ ​ — ​ ​ 33,973 Amortization and preferred stock dividends on mandatorily redeemable preferred stock ​ 643,054 ​ 622,881 ​ 20,173 Total interest expense ​ $ 3,540,900 ​ $ 3,555,088 ​ $ (14,188) ​ Total interest expense for the year ended December 31, 2023 decreased by $14,188 over the year ended December 31, 2022.
This increase was a result of the gain on the sale of the Hanover Square Property of $2,819,502, decreased bad debt expense of $23,372, decreased legal, accounting and other professional fees of $220,671 due to decreased asset management fees resulting from the termination of the Management Agreement during the year ended December 31, 2023, decreased management restructuring expenses of $2,066,521 resulting from the Termination Agreement and paid during the year ended December 31, 2023, decreased loss on impairment of $90,039, and decreased depreciation and amortization expenses of $658,680 due to the sale of the Hanover Square Shopping Center Property, offset by decreased investment property operating income of $288,921 also primarily due to the sale of the Hanover Square Shopping Center Property, increased corporate general and administrative expenses of $484,090 primarily due to increased compensation and benefit expenses, increased share based compensation expenses of $277,500, increased loss on redemption of mandatorily redeemable preferred stock of $47,680, and increased loss on extinguishment of debt of $51,837. ​ 57 Table of Contents Interest Expense ​ Interest expense was $3,019,799 and $3,540,900 for the years ended December 31, 2024 and 2023, respectively, as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the year ended ​ ​ ​ ​ ​ December 31, ​ Increase / ​ ​ 2024 2023 ​ (Decrease) Franklin Square ​ $ 541,341 ​ $ 539,940 ​ $ 1,401 Hanover Square ​ 129,248 ​ 707,604 ​ (578,356) Ashley Plaza ​ 420,980 ​ 428,442 ​ (7,462) Brookfield Center ​ 190,880 ​ 194,065 ​ (3,185) Parkway Center ​ ​ 245,938 ​ ​ 138,388 ​ ​ 107,550 Wells Fargo Mortgage Facility ​ ​ 843,696 ​ ​ 889,407 ​ ​ (45,711) Wells Fargo Line of Credit ​ ​ 17,700 ​ ​ — ​ ​ 17,700 Amortization and preferred stock dividends on mandatorily redeemable preferred stock ​ 625,456 ​ 643,054 ​ (17,598) Other interest ​ 4,560 ​ — ​ 4,560 Total interest expense ​ $ 3,019,799 ​ $ 3,540,900 ​ $ (521,101) ​ Total interest expense for the year ended December 31, 2024 decreased by $521,101 over the year ended December 31, 2023.
The non-cash investing activity during the year ended December 31, 2022 was $1,455,777 in restricted cash that was released upon the repayment of the Clemson Best Western Property mortgage payable. ​ Financing Activities ​ During the year ended December 31, 2023, our cash used by financing activities was $474,144 compared to cash provided by financing activities of $6,403,431 during the year ended December 31, 2022, an increase in cash used by financing activities of $6,877,575.
The non-cash investing activity for 53 Table of Contents the year ended December 31, 2023, that did not affect our cash provided by investing activities, was the transfer of investment properties, net, to assets held for sale, net of $9,707,154. ​ Financing Activities ​ During the year ended December 31, 2024, our cash used by financing activities was $1,595,413 compared to cash used by financing activities of $474,144 during the year ended December 31, 2023, an increase in cash used by financing activities of $1,121,269.
To meet these future liquidity needs, our company has the following resources: · $2,234,603 in unrestricted cash as of December 31, 2023; ● $1,575,002 held in lender reserves for the purposes of tenant improvements, leasing commissions, real estate taxes and insurance premiums; · Our company’s $1,500,000 line of credit with Wells Fargo Bank, which had a $1,000,000 outstanding balance as of December 31, 2023; ​ 31 Table of Contents · Cash generated from operations during the year ended December 31, 2024, if any; · Projected proceeds from the sale of the Hanover Square Shopping Center of approximately $2,600,000, which is expected to close during March, 2024; and ● Potential proceeds from issuances of Common Shares under our company’s shelf registration or under the Standby Equity Purchase Agreement (see note 7 of the notes to the consolidated financial statements), although there is no guarantee that any such issuances will be successful in raising additional funds.
Our company plans to pay these obligations through a combination of cash on hand, potential dispositions and operating cash. ​ To meet these future liquidity needs, our company has the following resources: ● $4,776,021 in unrestricted cash as of December 31, 2024; ● $1,296,715 held in lender reserves for the purposes of tenant improvements, leasing commissions, real estate taxes and insurance premiums; · Our company’s $4,000,000 line of credit with Wells Fargo Bank, National Association, which has an available balance of $4,000,000 as of December 31, 2024, and matures on September 30, 2026, and which our company is prohibited from using for the redemption of its mandatorily redeemable preferred stock; and ​ · Cash generated from operations during the year ended December 31, 2025, if any.

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