American Realty Investors (ARL) 10-Q 15 May 20 2020 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2020	May 15, 2020
Cover [Abstract]
Entity Registrant Name	AMERICAN REALTY INVESTORS INC
Entity Central Index Key	0001102238
Document Type	10-Q
Document Period End Date	Mar. 31, 2020
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity File Number	001-15663
Entity Incorporation, State Code	NV
Entity Reporting Status Current	Yes
Entity Interactive Data Current	Yes
Entity Small Business	true
Entity Filer Category	Non-accelerated Filer
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		15,997,076
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2020

CONSOLIDATED BALANCE SHEETS (Un

CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Assets
Real estate, at cost	$ 482,834	$ 469,997
Real estate subject to sales contracts at cost	6,887	7,966
Less accumulated depreciation	(93,144)	(90,173)
Total real estate	396,577	387,790
Notes and interest receivable (including $106,148 in 2020 and $105,524 in 2019 from related parties)	170,918	169,299
Less allowance for estimated losses (including $12,557 and $13,099 in 2020 and 2019 from related parties)	(12,557)	(13,099)
Total notes and interest receivable	158,361	156,200
Cash and cash equivalents	39,946	51,228
Restricted cash	28,158	32,083
Investment in VAA	53,508	59,148
Investment in other unconsolidated investees	8,623	8,507
Receivable from related party	78,779	85,996
Other assets	51,119	49,689
Total assets	815,071	830,641
Liabilities:
Notes and interest payable	260,969	254,873
Bond and interest payable	207,832	229,722
Deferred revenue (including $24,762 in 2020 and 2019 to related parties)	24,762	24,762
Accounts payable and other liabilities (including $12,069 in 2020 and $11,817 in 2019 to related parties)	20,604	24,768
Total liabilities	514,167	534,125
Shareholders' equity:
Preferred stock, Series A: $2.00 par value, authorized 15,000,000 shares, issued 614 and outstanding 1,800,614 in 2020 and 2019 (liquidation preference $10 per share), including 1,800,000 shares held by ARL and its subsidiaries in 2020 and 2019.	5	5
Common stock, $0.01 par value, 100,000,000 shares authorized; 16,412,861 shares issued and 15,997,076 outstanding as of 2020 and 2019, including 140,000 shares held by TCI (consolidated) in 2020 and 2019.	164	164
Treasury stock at cost; 415,785 shares in 2020 and 2019, and 140,000 shares held by TCI (consolidated) as of 2020 and 2019.	(6,395)	(6,395)
Paid-in capital	82,017	82,017
Retained earnings	166,654	163,708
Total American Realty Investors, Inc. shareholders' equity	242,445	239,499
Non-controlling interest	58,459	57,017
Total shareholders' equity	300,904	296,516
Total liabilities and shareholders' equity	$ 815,071	$ 830,641

CONSOLIDATED BALANCE SHEETS (_2

CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Notes and interest receivable	$ 170,918	$ 169,299
Allowance for doubtful accounts	12,557	13,099
Deferred revenue	24,762	24,762
Accounts payable and other liabilities	$ 20,604	$ 24,768
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, authorized (in shares)	100,000,000	100,000,000
Common stock, issued (in shares)	16,412,861	16,412,861
Common stock, outstanding (in shares)	15,997,076	15,997,076
Treasury stock (in shares)	415,785	415,785
Related Parties [Member]
Notes and interest receivable	$ 106,148	$ 105,524
Allowance for doubtful accounts	12,557	13,099
Deferred revenue	24,762	24,762
Accounts payable and other liabilities	$ 12,069	$ 11,817
Series A Preferred Stock [Member]
Preferred stock, par value (in dollars per share)	$ 2	$ 2
Preferred stock, authorized (in shares)	15,000,000	15,000,000
Preferred stock, issued (in shares)	1,800,614	1,800,614
Preferred stock, outstanding (in shares)	614	614
Preferred stock, liquidation preference (in dollars per share)	$ 10	$ 10
ARL and Subsidiaries [Member] | Series A Preferred Stock [Member]
Preferred stock, issued (in shares)	1,800,000	1,800,000
TCI [Member]
Common stock, outstanding (in shares)	140,000	140,000
Treasury stock (in shares)	140,000	140,000

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Revenues:
Rental and other property revenues (including $221 and $113 for the three months ended 2020 and 2019, respectively, from related parties)	$ 11,918	$ 11,929
Expenses:
Property operating expenses (including $242 and $257 for the three months ended 2020 and 2019, respectively, from related parties)	6,310	5,997
Depreciation and amortization	3,394	3,109
General and administrative (including $1,133 and $1,597 for the three months ended 2020 and 2019, respectively, from related parties)	2,795	2,480
Franchise taxes and other expenses	1,496	125
Net income fee to related party	86	100
Advisory fee to related party	2,287	1,853
Total operating expenses	16,368	13,664
Net operating loss	(4,450)	(1,735)
Other income (expenses):
Interest income (including $5,031 and $5,881 for the three months ended 2020 and 2019, respectively, from related parties)	5,754	6,153
Other income	1,212	3,667
Mortgage and loan interest (including $1,915 and $2,307 for the three months ended 2020 and 2019, respectively, from related parties)	(9,602)	(9,968)
Foreign currency transaction (loss) gain	7,843	(5,818)
Loss on extinguishment of debt
Equity loss from VAA	(376)	(1,055)
Earnings from unconsolidated subsidiaries and investees	116	58
Total other income (expenses)	4,947	(6,963)
Income (loss) before gain on land sales, non-controlling interest, and taxes	497	(8,698)
Gain on land sales	4,138	2,216
Net income (loss) from continuing operations before taxes	4,635	(6,482)
State inncome tax expense	(247)
Net income (loss) from continuing operations	4,388	(6,482)
Net income (loss)	4,388	(6,482)
Net (income) loss attributable to non-controlling interest	(1,442)	335
Net income (loss) attributable to American Realty Investors, Inc.	2,946	(6,147)
Net income (loss) applicable to common shares	$ 2,946	$ (6,147)
(Loss) earnings per share - basic
Net income (loss) from continuing operations (in dollars per share)	$ 0.27	$ (0.41)
Net income (loss) applicable to common shares (in dollars per share)	0.18	(0.38)
(Loss) earnings per share - diluted
Net income (loss) from continuing operations (in dollars per share)	0.27	(0.41)
Net income (loss) applicable to common shares (in dollars per share)	$ 0.18	$ (0.38)
Weighted average common shares used in computing earnings per share (in shares)	15,997,076	15,997,076
Weighted average common shares used in computing diluted earnings per share (in shares)	15,997,076	15,997,076
Amounts attributable to American Realty Investors, Inc.
Net income (loss) from continuing operations	$ 4,388	$ (6,482)
Net income (loss) applicable to American Realty Investors, Inc.	$ 2,946	$ (6,147)

CONSOLIDATED STATEMENTS OF OP_2

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Rental and other property revenues	$ 11,918	$ 11,929
Property operating expenses	6,310	5,997
General and administrative	2,795	2,480
Interest income	5,754	6,153
Mortgage and loan interest	9,602	9,968
Related Parties [Member]
Rental and other property revenues	221	113
Property operating expenses	242	257
General and administrative	1,133	1,597
Interest income	5,031	5,881
Mortgage and loan interest	$ 1,915	$ 2,307

CONSOLIDATED STATEMENT OF SHARE

CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (Unaudited) - USD ($) $ in Thousands	Total	Comprehensive Income (Loss) [Member]	Preferred Stock [Member]	Common Stock [Member]	Treasury Stock [Member]	Paid-in Capital [Member]	Retained Earnings [Member]	Non-controlling Interest [Member]
Balance, beginning at Dec. 31, 2018	$ 321,127	$ 106,086	$ 5	$ 164	$ (6,395)	$ 84,885	$ 179,666	$ 62,802
Balance, beginning (in shares) at Dec. 31, 2018				16,412,861
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(6,482)	(6,147)					(6,147)	(335)
Distribution to equity partner	(67)					(67)
Balance, end at Mar. 31, 2019	314,578	99,939	5	$ 164	(6,395)	84,818	173,519	62,467
Balance, end (in shares) at Mar. 31, 2019				16,412,861
Balance, beginning at Dec. 31, 2019	296,516	90,128	5	$ 164	(6,395)	82,017	163,708	57,017
Balance, beginning (in shares) at Dec. 31, 2019				16,412,861
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	4,388	2,946					2,946	1,442
Balance, end at Mar. 31, 2020	$ 300,904	$ 93,074	$ 5	$ 164	$ (6,395)	$ 82,017	$ 166,654	$ 58,459
Balance, end (in shares) at Mar. 31, 2020				16,412,861

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 4,388	$ (6,482)
Total comprehensive income (loss)	4,388	(6,482)
Comprehensive (income) loss attributable to non-controlling interest	(1,442)	335
Comprehensive income (loss) attributable to American Realty Investors, Inc.	$ 2,946	$ (6,147)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Cash Flow From Operating Activities:
Net income (loss)	$ 4,388	$ (6,482)
Adjustments to reconcile net income (loss) applicable to common shares to net cash used in operating activities:
Foreign currency transaction (gain) loss	(7,843)	5,818
Allowance for bad debt	(542)
Gain on sale of land	(4,138)	(2,216)
Depreciation and amortization	3,394	3,109
Amortization of deferred borrowing costs	153	339
Amortization of bond issuance costs	778	592
Loss from joint venture	376	1,055
(Earnings) from unconsolidated subsidiaries and investees	(116)	(58)
(Increase) decrease in assets:
Accrued interest receivable	1,475	1,726
Other assets	(1,408)	4,822
Prepaid expense	(791)	(5,340)
Rent receivables	180	(3,275)
Related party receivables	(151)	(7,971)
Increase (decrease) in liabilities:
Accrued interest payable	(3,193)	(5,466)
Other liabilities	(4,164)	(3,102)
Net cash (used in) operating activities	(11,602)	(16,449)
Cash Flow From Investing Activities:
Proceeds from notes receivables	5,042	255
Origination of notes receivables	(768)	(385)
Acquisition of land held for development	(2,000)	(2,479)
Proceeds from sale of land	5,638	8,715
Distribution from equity investee	5,264
Improvement of income producing properties	(2,289)	(3,699)
Construction and development of new properties	(5,453)	(7,838)
Net cash provided by (used in) investing activities	5,434	(5,431)
Cash Flow From Financing Activities:
Bond payments	(11,561)	(10,378)
Proceeds from notes payable	5,114	8,019
Recurring payment of principal on notes payable	(2,592)	(1,182)
Distributions to equity partner		(67)
Net cash (used in) financing activities	(9,039)	(3,608)
Net (decrease) increase in cash and cash equivalents	(15,207)	(25,488)
Cash and cash equivalents, beginning of period	83,311	106,615
Cash and cash equivalents, end of period	68,104	81,127
Supplemental disclosures of cash flow information:
Cash paid for interest	13,090	$ 10,887
Schedule of noncash investing and financing activities:
Notes payable issued on acquisition of land held for development	$ 3,350

ORGANIZATION AND BASIS OF PRESE

ORGANIZATION AND BASIS OF PRESENTATION	3 Months Ended
	Mar. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
ORGANIZATION AND BASIS OF PRESENTATION	NOTE 1. ORGANIZATION AND BASIS OF PRESENTATION Organization As used herein, the terms “ARL”, “the Company”, “we”, “our” or “us” refer to American Realty Investors, Inc., a Nevada corporation, which was formed in 1999. The Company is headquartered in Dallas, Texas and its common stock trades on the New York Stock Exchange (“NYSE”) under the symbol (“ARL”). Over 90% of ARL’s stock is owned by related party entities. ARL and a subsidiary own approximately 78.38% of the outstanding shares of common stock of Transcontinental Realty Investors, Inc. (“TCI”), a Nevada corporation, whose common stock is traded on the NYSE under the symbol (“TCI”). TCI, a subsidiary of ARL, owns approximately 81.15% of the common stock of Income Opportunity Realty Investors, Inc. (“IOR”). Effective July 17, 2009, IOR’s financial results were consolidated with those of ARL and TCI and their subsidiaries. IOR’s common stock is traded on the NYSE American under the symbol (“IOR”). ARL’s Board of Directors is responsible for directing the overall affairs of ARL and for setting the strategic policies that guide the Company. As of April 30, 2011, the Board of Directors delegated the day-to-day management of the Company to Pillar Income Asset Management, Inc. (“Pillar”), a Nevada corporation, under a written Advisory Agreement that is reviewed annually by ARL’s Board of Directors. The directors of ARL are also directors of TCI and IOR. The Chairman of the Board of Directors of ARL also serves as the Chairman of the Board of Directors of TCI and IOR. The officers of ARL also serve as officers of TCI, IOR and Pillar. ARL invests in real estate through direct ownership, leases and partnerships and also invests in mortgage loans on real estate. Pillar Income Asset Management, Inc. (“Pillar”) is the Company’s external Advisor and Cash Manager. Although the Board of Directors is directly responsible for managing the affairs of ARL, and for setting the policies which guide it, the day-to-day operations of ARL are performed by Pillar, as the contractual Advisor, under the supervision of the Board. Pillar’s duties include, but are not limited to: locating, evaluating and recommending real estate and real estate-related investment opportunities and arranging debt and equity financing for the Company with third party lenders and investors. Additionally, Pillar serves as a consultant to the Board with regard to their decisions in connection with ARL’s business plan and investment policy. Pillar also serves as an Advisor and Cash Manager to TCI and IOR. Regis Realty Prime, LLC (“Regis”) manages our commercial properties and provides brokerage services. ARL engages third-party companies to lease and manage its apartment properties. Southern Properties Capital Ltd. a British Virgin Island corporation (“Southern” or “SPC”), is a wholly owned subsidiary of TCI that was incorporated on August 16, 2016 for the purpose of raising funds by issuing debentures that cannot be converted into shares on the Tel-Aviv Stock Exchange (“TASE”). Southern operates in the United States and is primarily involved in investing in, developing, constructing and operating income-producing properties of multi-family residential real estate assets. Southern is included in the consolidated financial statements of TCI. On January 1, 2012, the Company’s subsidiary, TCI, entered into a development agreement with Unified Housing Foundation, Inc. (“UHF”) a non-profit corporation that provides management services for the development of residential apartment projects in the future. This development agreement was terminated December 31, 2013. The Company has also invested in surplus cash notes receivables from UHF and has sold several residential apartment properties to UHF in prior years. Due to this ongoing relationship and the significant investment in the performance of the collateral secured under the notes receivable, UHF has been determined to be a related party. On November 19, 2018, TCI executed an agreement between the Macquarie Group (“Macquarie”) and SPC and TCI to create a joint venture, Victory Abode Apartments, LLC (“VAA”) to address existing and future demand for quality multifamily residential housing through acquisition and development of sustainable Class A multifamily housing in focused secondary and tertiary markets. In connection with the formation of the joint venture, SPC and TCI contributed a portfolio of 49 income producing apartment complexes, and 3 development projects in various stages of construction and received cash consideration of $236.8 million. At the time of the transfer of the properties, the joint venture assumed all liabilities of those properties, including mortgage debt to the Department of Housing and Urban Development (“HUD”). VAA is equally owned and controlled by Abode JVP, LLC, a wholly-owned subsidiary of SPC and Summerset Intermediate Holdings 2 LLC (“Summerset”), a wholly-owned indirect subsidiary of Macquarie. Pursuant to the Agreement, Abode JVP, LLC and Summerset each own voting and profit participation rights of 50% and 49%, respectively (“Class A Members”). The remaining 2% of the profit participation interest is held by Daniel J. Moos ARL’s President and Chief Executive Officer (“Class B Member”) who also serves as the Manager of the joint venture. Properties At March 31, 2020, our portfolio of income-producing properties consisted of: ● Seven commercial properties consisting of five office buildings and two retail properties comprising in aggregate of approximately 1.7 million square feet; ● Ten residential apartment communities owned directly by us comprising in 1,657 units, excluding apartments being developed; ● Approximately 1,982 acres of developed and undeveloped land; and ● Fifty-one residential apartment communities totaling 10,137 units owned by our 50% owned investee VAA. We join with various third-party development companies to construct residential apartment communities. We are in the predevelopment process on several residential apartment communities that have not yet begun construction. The third-party developer typically holds a general partner as well as a majority limited partner interest in a limited partnership formed for the purpose of building a single property, while we generally take a minority limited partner interest in the limited partnership. We may contribute land to the partnership as part of our equity contribution or we may contribute the necessary funds to the partnership to acquire the land. We are required to fund all necessary equity contributions while the third-party developer is responsible for obtaining construction financing, hiring a general contractor and for the overall management, successful completion and delivery of the project. We generally bear all the economic risks and rewards of ownership in these partnerships and therefore include these partnerships in our Consolidated Financial Statements. The third-party developer is paid a developer fee typically equal to a percentage of the construction costs. When the project reaches stabilized occupancy, we acquire the third-party developer’s partnership interests in exchange for any remaining unpaid developer fees. Basis of Presentation The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted in accordance with such rules and regulations, although management believes the disclosures are adequate to prevent the information presented from being misleading. In the opinion of management, all adjustments (consisting of normal recurring matters) considered necessary for a fair presentation have been included. The results of operations for the three months ended March 31, 2019, are not necessarily indicative of the results that may be expected for other interim periods or for the full fiscal year. The year-end Consolidated Balance Sheet at December 31, 2019 was derived from the audited Consolidated Financial Statements at that date, but does not include all of the information and disclosures required by U.S. GAAP for complete financial statements. For further information, refer to the Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. Certain 2019 Consolidated Financial Statement amounts have been reclassified to conform to the 2020 presentation. Principles of Consolidation The accompanying Consolidated Financial Statements include the accounts of the Company, its subsidiaries, generally all of which are wholly-owned, and all entities in which we have a controlling interest. Arrangements that are not controlled through voting or similar rights are accounted for as a Variable Interest Entity (“VIE”), in accordance with the provisions and guidance of ASC Topic 810, “Consolidation”, whereby we have determined that we are a primary beneficiary of the VIE and meet certain criteria of a sole general partner or managing member as identified in accordance with Emerging Issues Task Force (“EITF”) Issue 04-5, Investor’s Accounting for an Investment in a Limited Partnership when the Investor is the Sole General Partner and the Limited Partners have Certain Rights (“EITF 04-5”). VIEs are generally entities that lack sufficient equity to finance their activities without additional financial support from other parties or whose equity holders as a group lack adequate decision making ability, the obligation to absorb expected losses or residual returns of the entity, or have voting rights that are not proportional to their economic interests. The primary beneficiary is generally the entity that provides financial support and bears a majority of the financial risks, authorizes certain capital transactions, or makes operating decisions that materially affect the entity’s financial results. All significant intercompany balances and transactions have been eliminated in consolidation. In determining whether we are the primary beneficiary of a VIE, we consider qualitative and quantitative factors, including, but not limited to: the amount and characteristics of our investment; the obligation or likelihood for us or other investors to provide financial support; our and the other investors’ ability to control or significantly influence key decisions for the VIE; and the similarity with and significance to the business activities of us and the other investors. Significant judgments related to these determinations include estimates about the current future fair values and performance of real estate held by these VIEs and general market conditions. For entities in which we have less than a controlling financial interest or entities where we are not deemed to be the primary beneficiary, the entities are accounted for using the equity method of accounting. Accordingly, our share of the net earnings or losses of these entities is included in consolidated net income. Our investments in Gruppa Florentina, LLC and VAA are accounted for under the equity method. Real Estate, Depreciation and Impairment Real estate assets are stated at the lower of depreciated cost or fair value, if deemed impaired. Major replacements and betterments are capitalized and depreciated over their estimated useful lives. Depreciation is computed on a straight-line basis over the useful lives of the properties (buildings and improvements: 10-40 years; furniture, fixtures and equipment: 5-10 years). The Company continually evaluates the recoverability of the carrying value of its real estate assets using the methodology prescribed in ASC Topic 360 (“ASC 360”), “Property, Plant and Equipment”. Factors considered by management in evaluating impairment of its existing real estate assets held for investment include significant declines in property operating profits, annually recurring property operating losses and other significant adverse changes in general market conditions that are considered permanent in nature. Under ASC 360, a real estate asset held for investment is not considered impaired if the undiscounted, estimated future cash flows of an asset (both the annual estimated cash flow from future operations and the estimated cash flow from the theoretical sale of the asset) over its estimated holding period are in excess of the asset’s net book value at the balance sheet date. If any real estate asset held for investment is considered impaired, a loss is provided to reduce the carrying value of the asset to its estimated fair value. Real Estate Held For Sale We periodically classify real estate assets as “held for sale.” An asset is classified as held for sale after the approval of our Board of Directors, after an active program to sell the asset has commenced and if the sale is probable. One of the deciding factors in determining whether a sale is probable is whether the firm purchase commitment is obtained and whether the sale is probable within the year. Upon the classification of a real estate asset as held for sale, the carrying value of the asset is reduced to the lower of its net book value or its estimated fair value, less costs to sell the asset. Subsequent to the classification of assets as held for sale, no further depreciation expense is recorded. Real estate assets held for sale are stated separately on the accompanying Consolidated Balance Sheets. Upon a decision that the sale is no longer probable, the asset is classified as an operating asset and depreciation expense is reinstated. Cost Capitalization Costs related to planning, developing, leasing and constructing a property are capitalized and classified as Real Estate in the Consolidated Balance Sheets. We capitalize interest to qualifying assets under development based on average accumulated expenditures outstanding during the period. In capitalizing interest to qualifying assets, we first use the interest incurred on specific project debt, if any, and next use the weighted average interest rate of non-project specific debt. We capitalize interest, real estate taxes and certain operating expenses until building construction is substantially complete and the building is ready for its intended use, but no later than one year from the cessation of major construction activity. We capitalize leasing costs which include commissions paid to outside brokers, legal costs incurred to negotiate and document a lease agreement and any internal costs that may be applicable. We allocate these costs to individual tenant leases and amortize them over the related lease term. Fair Value Measurement We apply the guidance in ASC Topic 820, “Fair Value Measurements and Disclosures”, to the valuation of real estate assets. These provisions define fair value as the price that would be received to sell an asset or paid to transfer a liability in a transaction between market participants at the measurement date, establish a hierarchy that prioritizes the information used in developing fair value estimates and require disclosure of fair value measurements by level within the fair value hierarchy. The hierarchy gives the highest priority to quoted prices in active markets (Level 1 measurements) and the lowest priority to unobservable data (Level 3 measurements), such as the reporting entity’s own data. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date and includes three levels defined as follows: Level 1 — Unadjusted quoted prices for identical and unrestricted assets or liabilities in active markets. Level 2 — Quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3 — Unobservable inputs that are significant to the fair value measurement. A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Deferred Costs Costs relating to the financing of properties are deferred and amortized over the life of the related financing agreement. Amortization is reflected as interest expense in the Consolidated Statements of Operations, with remaining terms ranging from 6 months to 40 years. Unamortized financing costs are written off when the financing agreement is extinguished before the maturity date. Related Parties We apply ASC Topic 805, “Business Combinations”, to evaluate business relationships. Related parties are persons or entities who have one or more of the following characteristics, which include entities for which investments in their equity securities would be required; trust for the benefit of persons including principal owners of the entities and members of their immediate families, management personnel of the entity and members of their immediate families and other parties with which the entity may deal if one party controls or can significantly influence the decision making of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests, or affiliates of the entity. Newly Issued Accounting Standards In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement The adoption of ASU 2018-13 did not have a material impact on the Company’s financial position and results of operations. In February 2016, the FASB issued ASU 2016-02, Leases The Company elected the following package of practical expedients provided by the standard: (i) an entity need not reassess whether any expired or existing contract is a lease or contains a lease, (ii) an entity need not reassess the lease classification of any expired or existing leases, and (iii) an entity need not reassess initial direct costs for any existing leases. The Company also elected the short-term lease exception provided for in the standard and therefore only recognizes right-of-use assets and lease liabilities for leases with a term greater than one year. The Company adopted the standard on January 1, 2019, but since no material lease arrangements were identified where the Company was the lessee, there were no right-of-use assets or lease liabilities recorded. In July 2018, the FASB issued ASU 2018-11, Leases – Targeted Improvements, which provided entities with relief from the costs of implementing certain aspects of ASU 2016-02, Leases. The ASU provided a practical expedient which allowed lessors to not separate lease and non-lease components in a contract and allocate the consideration in the contract to the separate components if both: (i) the timing and pattern of revenue recognition for the non-lease component and the related lease component are the same and (ii) the combined single lease component would be classified as an operating lease. The Company elected the practical expedient. The ASU also provided a transition option that permitted entities to not recast the comparative periods presented when transitioning to the standard, which the Company also elected. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). The standard provides companies with a single model for use in accounting for revenue arising from contracts with customers. The scope of this standard specifically excludes lease contracts. The Company adopted the standard on January 1, 2019, but it did not have an impact to the financial statements as the majority of the Company’s revenue is from rental revenue generated from lease contracts.

INVESTMENT IN VAA

INVESTMENT IN VAA	3 Months Ended
	Mar. 31, 2020
Equity Method Investments and Joint Ventures [Abstract]
INVESTMENT IN VAA	NOTE 2. INVESTMENT IN VAA On November 19, 2018, TCI executed an agreement with Macquarie Group (“Macquarie”) to create a joint venture, Victory Abode Apartments, LLC (“VAA”) to address existing and future demand for quality multifamily residential housing through acquisition and development of sustainable Class A multifamily housing in focused secondary and tertiary markets. The Company accounts for its investment in VAA under the equity method of accounting. Under the equity method of accounting, our net equity in the investment is reflected within the Consolidated Balance Sheets in the caption ‘Investment in VAA’, and our share of the net income or loss from the joint venture is included within the Consolidated Statements of Operations in the caption ‘Equity earnings from VAA’. The joint venture agreements may designate different percentage allocations among investors for profits and losses; however, our recognition of joint venture income or loss generally follows the joint venture’s distribution priorities, which may change upon the achievement of certain investment return thresholds and other agreed upon adjustments. The following is a summary of the financial position and results of operations of VAA (dollars in thousands): For the period ended March 31, 2020 2019 Balance Sheet Net real estate assets $ 1,239,252 $ 1,257,557 Other assets 48,968 67,020 Debt, net (834,826 ) (796,065 ) Other liabilities (261,620 ) (275,448 ) Total equity (191,774 ) (253,064 ) For the Three Months Ended March 31, 2020 2019 Results of Operations Total revenue $ 29,660 $ 27,401 Total property, operating, and maintenance expenses (13,842 ) (14,169 ) Interest expense (15,074 ) (15,070 ) Depreciation and Amortization (7,657 ) (15,233 ) Total other expense (982 ) (675 ) Net loss $ (7,895 ) $ (17,746 ) Below is a reconciliation of our allocation of income or loss from VAA. For the Three Months Ended March 31, 2020 2019 VAA net loss $ (7,895 ) $ (17,746 ) Adjustments to reconcile to income (loss) from VAA Interest expense on mezzanine loan 5,873 6,089 In-place lease intangibles - amortization expense — 8,336 Depreciation basis differences 1,270 1,211 Net loss $ (752 ) $ (2,110 ) Percentage ownership in VAA 50 % 50 % Loss from VAA $ (376 ) $ (1,055 )

REAL ESTATE ACTIVITY

REAL ESTATE ACTIVITY	3 Months Ended
	Mar. 31, 2020
Real Estate [Abstract]
REAL ESTATE ACTIVITY	NOTE 3. REAL ESTATE ACTIVITY Below is a summary of the real estate owned as of March 31, 2020 and December 31, 2019 (dollars in thousands): March 31, December 31, 2020 2019 Apartments $ 157,753 $ 156,173 Apartments under construction 33,166 22,363 Commercial properties 230,133 229,424 Land held for development 61,782 62,037 Real estate subject to sales contract 6,887 7,966 Total real estate, at cost, less impairment $ 489,721 $ 477,963 Less accumulated deprecation (93,144 ) (90,173 ) Total real estate, net of depreciation $ 396,577 $ 387,790 The following is a description of our significant real estate and financing transactions for the three months ended March 31, 2020: ● Sold a combined 18.7 acres of land in Farmers Branch, Texas and Forney, Texas to third parties for an aggregate sales price of $5.7 million and recognized a gain on the sale of approximately $4.1 million. ● Acquired 100% of the membership interest in EQK Portage, LLC, which owns approximately 49.2 acres of land in Kent, OH. The Company purchased the land for development at a purchase price of $5.4 million, consisting of $2.0 million in cash and a 3.4 million note payable. The note has an interest rate of 10% and a maturity date of November 13, 2024. ● Purchased notes receivables from related parties for an aggregate purchase price of $7.4 million. No gain or loss was recognized from the purchase of the notes receivables (refer to Note 5). ● Paid $11.6 million in Series A bond principal and $7.3 million interests payments in Series A, B and C bonds. ● Converted $16.0 million to approximately 59.8 million (NIS) for the upcoming July 31, 2020 payment to the bond holders for principal and interest on Series A, B, and C Bonds. The Company continues to invest in the development of apartment projects. During the three months ended March 31, 2020, we have invested $5.4 million related to the construction or predevelopment of various apartment complexes out of which $0.3 million represents capitalized interest costs.

SUPPLEMENTAL CASH FLOW INFORMAT

SUPPLEMENTAL CASH FLOW INFORMATION	3 Months Ended
	Mar. 31, 2020
Supplemental Cash Flow Elements [Abstract]
SUPPLEMENTAL CASH FLOW INFORMATION	NOTE 4. SUPPLEMENTAL CASH FLOW INFORMATION For the three months ended March 31, 2020 and 2019, the Company paid interest expense of $13.1 million and $10.9 million, respectively. Cash and cash equivalents, and restricted cash for the three months ended March 31, 2020 and 2019 was $68.1 million and $81.1 million, respectively. The following is a reconciliation of the Company’s cash and cash equivalents, and restricted cash to the total presented in the consolidated statement of cash flows March 31, 2020 2019 Cash and cash equivalents $ 39,946 $ 28,163 Restricted cash (cash held in escrow) 14,031 34,690 Restricted cash (certificate of deposits) 2,854 11,876 Restricted cash (held with Trustee) 11,273 6,398 Total cash, cash equivalents and restricted cash $ 68,104 $ 81,127 Amounts included in restricted cash represent funds set aside to meet contractual obligations with certain financial institutions for the payment of reserve replacement deposits and tax and insurance escrow. In addition, restricted cash includes funds to the Bond’s Trustee for payment of principal and interests.

NOTES AND INTEREST RECEIVABLE

NOTES AND INTEREST RECEIVABLE	3 Months Ended
	Mar. 31, 2020
Receivables [Abstract]
NOTES AND INTEREST RECEIVABLE	NOTE 5. NOTES AND INTEREST RECEIVABLE A portion of our assets are invested in mortgage notes receivable, principally secured by real estate. We may originate mortgage loans in conjunction with providing purchase money financing of property sales. Notes receivable are generally collateralized by real estate or interests in real estate and guarantees, unless noted otherwise, are so secured. Management intends to service and hold for investment the mortgage notes in our portfolio. A majority of the notes receivable provide for principal to be paid at maturity. Below is a summary of our notes receivable as of March 31, 2020 (dollars in thousands): Maturity Interest Borrower Date Rate Amount Security Performing loans: Prospectus Endeavors 4, LLC 01/23 12.00% 5,907 Secured Prospectus Endeavors 6, LLC 10/22 12.00% 496 Secured Oulan-Chikh Family Trust 03/21 8.00% 174 Secured H198, LLC (McKinney Ranch Land) 09/20 6.00% 4,554 Secured Forest Pines phase I 11/20 5.00% 2,869 Secured Spyglass Apartments of Ennis, LP 11/20 5.00% 5,335 Secured Bellwether Ridge 05/20 5.00% 3,853 Secured Parc at Windmill Farms 05/20 5.00% 7,697 Secured Autumn Breeze Apts 10/21 5.00% 1,414 Secured Plum Tree 10/21 5.00% 492 Secured Parc at Ingleside 12/21 5.00% 1,827 Secured RNC Revolving Line of Credit 09/24 5.00% 8,851 Secured Steeple Crest 10/20 5.00% 6,665 Secured RAI PFBL 2018 Purch Fee Note Weatherford 12/21 12.00% 525 Secured Unified Housing Foundation, Inc. (Echo Station) (1) 12/32 12.00% 1,481 Secured Unified Housing Foundation, Inc. (Inwood on the Park) (1) 12/32 12.00% 3,639 Secured Unified Housing Foundation, Inc. (Kensington Park) (1) 12/32 12.00% 3,933 Secured Unified Housing Foundation, Inc. (Lakeshore Villas) (1) 12/32 12.00% 2,000 Secured Unified Housing Foundation, Inc. (Lakeshore Villas) (1) 12/32 12.00% 6,369 Secured Unified Housing Foundation, Inc. (Lakeshore Villas) (1) 12/32 12.00% 2,732 Secured Unified Housing Foundation, Inc. (Limestone Ranch) (1) 12/32 12.00% 1,953 Secured Unified Housing Foundation, Inc. (Limestone Ranch) (1) 12/32 12.00% 2,000 Secured Unified Housing Foundation, Inc. (Limestone Ranch) (1) 12/32 12.00% 4,000 Secured Unified Housing Foundation, Inc. (Timbers of Terrell) (1) 12/32 12.00% 1,323 Secured Unified Housing Foundation, Inc. (1) 12/21 12.00% 10,401 Unsecured Unified Housing Foundation, Inc. (1) 06/20 12.00% 5,314 Unsecured Unified Housing Foundation, Inc. (1) 03/22 12.00% 4,782 Unsecured Unified Housing Foundation, Inc. (Lakeshore Villas) (1) 07/21 12.00% 838 Secured Unified Housing Foundation, Inc. (Limestone Ranch) (1) 07/21 12.00% 773 Secured Unified Housing Foundation, Inc. (Marquis at Vista Ridge) (1) 07/21 12.00% 839 Secured Unified Housing Foundation, Inc. (Timbers at the Park) (1) 07/21 12.00% 432 Secured Unified Housing Foundation, Inc. (Bella Vista) (1) 08/21 12.00% 212 Secured Unified Housing Foundation, Inc. (1) 10/21 12.00% 6,832 Unsecured Unified Housing Foundation, Inc. (1) 12/32 12.00% 497 Unsecured Unified Housing Foundation, Inc. (1) 03/23 12.00% 61 Unsecured Unified Housing Foundation, Inc. (1) 03/23 12.00% 1,482 Unsecured Unified Housing Foundation, Inc. (1) 03/23 12.00% 4,792 Unsecured Unified Housing Foundation, Inc. (1) 03/23 12.00% 716 Unsecured Unified Housing Foundation, Inc. (1) 03/23 12.00% 317 Unsecured Realty Advisors Management, Inc. (1) 12/22 2.28% 20,387 Unsecured One Realco Corporation 01/23 3.00% 7,000 Unsecured Other related party notes (1) (2) Various Various 1,825 Various secured interests Other non-related party notes Various Various 11,692 Various secured interests Accrued interest 11,637 Total Performing $ 170,918 Allowance for estimated losses (12,557 ) Total $ 158,361 (1) Related party notes. (2) An allowance was taken for estimated losses at full value of note. We invest in mortgage loans, secured by mortgages that are subordinate to one or more prior liens either on the fee or a leasehold interest in real estate. Recourse on such loans ordinarily includes the real estate on which the loan is made, other collateral and guarantees. At March 31, 2020, we had mortgage loans and accrued interest receivable from related parties, net of allowances, totaling $96.9 million and recognized interest income of $8.1 million related to these notes receivables. During the quarter just ended, the Company collected $5.0 million and purchased from a related party $7.4 million of notes receivables with an interest rate of 12% and maturity date of March 2023. The Company has various notes receivable from Unified Housing foundation, Inc. (“UHF”). UHF is determined to be a related party due to our significant investment in the performance of the collateral secured under the notes receivable. Payments are due from surplus cash flow from operations, sale or refinancing of the underlying properties. These notes are cross collateralized to the extent that any surplus cash available from any of the properties underlying these notes will be used to repay outstanding interest and principal for the remaining notes. Furthermore, any surplus cash available from any of the properties UHF owns, besides the properties underlying these notes, can be used to repay outstanding interest and principal for these notes. The allowance on the notes was a purchase allowance that was netted against the notes when acquired.

INVESTMENT IN UNCONSOLIDATED IN

INVESTMENT IN UNCONSOLIDATED INVESTEES	3 Months Ended
	Mar. 31, 2020
Equity Method Investments and Joint Ventures [Abstract]
INVESTMENT IN UNCONSOLIDATED INVESTEES	NOTE 6. INVESTMENT IN UNCONSOLIDATED INVESTEES The summary data presented below includes our investments accounted for under the equity method, except for our investment in VAA which is discussed in detail in Note 2 ‘Investment in VAA’. The Company owns a 20% interest in Gruppa Florentina, LLC which is the sole shareholder of Milano Restaurants International Corporation, (“Milano”) which operates 33 pizza parlors under the trade name “Me-N-Ed’s Pizza Parlors” and four pizza parlors operating under the trade name “Blast 825 Pizza”, located primarily in Central and Northern California. Milano has a 100% ownership interest in Siena Corp, which operates two grills under the trade names “Me-N-Ed’s Victory Grill” and “Me-N-Ed’s Coney Island Grill”. Milano has a 100% ownership interest in Piazza del Pane, Inc., which operates two restaurants located in Central California. Milano also has 23 franchised locations, including two operating, under the trade name Angelo & Vito’s Pizzerias. The following is a summary of the financial position and results of operations as of March 31, 2020 and 2019 from our investees (dollars in thousands): For the period ended March 31, SUMMARY OF FINANCIAL POSITION: 2020 2019 Real estate, net of accumulated depreciation $ 12,403 $ 13,530 Notes receivable 11,053 11,508 Other assets 33,416 31,381 Notes payable (9,159 ) (9,853 ) Other liabilities (7,052 ) (6,584 ) Shareholders’ equity/partners capital (40,661 ) (39,982 ) For the three months ended March 31, SUMMARY OF OPERATIONS: 2020 2019 Revenue $ 13,414 $ 13,626 Depreciation (351 ) (364 ) Operating expenses (12,342 ) (12,815 ) Interest expense (141 ) (156 ) Income (loss) from continuing operations $ 580 $ 291 Net income (loss) $ 580 $ 291 Company’s 20% proportionate share of earnings $ 116 $ 58

NOTES AND INTEREST PAYABLE

NOTES AND INTEREST PAYABLE	3 Months Ended
	Mar. 31, 2020
Debt Disclosure [Abstract]
NOTES AND INTEREST PAYABLE	NOTE 7. NOTES AND INTEREST PAYABLE Below is a summary of our notes and interest payable as of March 31, 2020 and December 31, 2019 (dollars in thousands): March 31, December 31, 2020 2019 Apartments $ 120,370 $ 120,024 Apartments under Construction 16,710 9,017 Commercial 92,319 92,838 Land 17,644 19,128 Corporate and other notes 20,266 20,429 Total notes payable $ 267,309 $ 261,436 Less: unamortized deferred borrowing costs (7,189 ) (7,342 Total outstanding notes payable, net $ 260,120 $ 254,094 Accrued Interest 849 779 Total notes payable, net and accrued interest $ 260,969 $ 254,873 During the three months ended March 31, 2020, the Company drew down $4.3 million in construction loans to fund the development of various apartment projects. In addition, TCI through one of its subsidiaries issued a note payable of $3.4 million to purchase land for development in Kent, Ohio. The note has an interest rate of 10% and a maturity date of November 13, 2024.

BONDS AND BONDS INTEREST PAYABL

BONDS AND BONDS INTEREST PAYABLE	3 Months Ended
	Mar. 31, 2020
Debt Disclosure [Abstract]
BONDS AND BONDS INTEREST PAYABLE	NOTE 8. BONDS AND BONDS INTEREST PAYABLE Following is the outstanding balance of SPC’s Bonds and interest payable as of March 31, 2020 and December 31, 2019 (dollars in thousands): March 31, December 31, 2020 2019 Bonds (Series A) $ 78,541 $ 92,653 Bonds (Series B) 38,626 39,844 Bonds (Series B expansion) 20,281 20,920 Bonds (Series C) 77,139 79,572 Total outstanding bonds $ 214,587 $ 232,989 Less: deferred bond issuance costs (8,946 ) (9,724 ) Total outstanding bonds, net 205,641 223,265 Accrued Interest 2,191 6,457 Total outstanding bonds, net and accrued interest $ 207,832 $ 229,722 The aggregate maturity of the bonds are as follows: March 31, December 31, Year 2020 2019 2020 $ 11,220 $ 23,148 2021 34,222 35,301 2022 34,222 35,301 2023 111,361 114,873 2024 11,781 12,153 Thereafter 11,781 12,213 $ 214,587 $ 232,989 On January 31, 2020, the Company paid $11.6 million in Series A bond principal and $7.3 million in interests payments in Series A, B and C bonds, respectively.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2020
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 9. RELATED PARTY TRANSACTIONS During the ordinary course of business, we have related party transactions that include, but are not limited to, rental income, interest income, interest expense, general and administrative costs, commissions, management fees, and property expenses. In addition, we have assets and liabilities that include related party amounts. The related party amounts included in assets and liabilities, and the related party revenues and expenses received and paid are shown on the face of the Consolidated Financial Statements. The following table reflects the reconciliation of the beginning and ending balances of accounts receivable from and (accounts payable) to related parties as of March 31, 2020 (dollars in thousands): Pillar Related party receivable, December 31, 2019 85,996 Cash transfers 2,911 Advisory fees (2,287 ) Net income fee (86 ) Cost reimbursements (1,118 ) Interest income 1,103 Notes receivable purchased (7,368 ) Expenses (paid) received by Advisor 21 Financing (mortgage payments) (240 ) Intercompany property transfers (153 ) Related party receivable, March 31, 2020 $ 78,779

DEFERRED INCOME

DEFERRED INCOME	3 Months Ended
	Mar. 31, 2020
Deferred Income
DEFERRED INCOME	NOTE 10. DEFERRED INCOME In previous years, the Company has sold properties to related parties where we have had continuing involvement in the form of management or financial assistance associated with the sale of the properties. Because of the continuing involvement associated with the sale, the sales criteria for the full accrual method is not met, and as such the Company has deferred some or all of the gain recognition and accounted for the sale by applying the finance, deposit, installment or cost recovery methods, as appropriate, until the sales criteria is met. The gain on these transactions have been deferred until the properties are sold to a non-related third party. As of March 31, 2020, we had deferred gain of $24.8 million.

OPERATING SEGMENTS

OPERATING SEGMENTS	3 Months Ended
	Mar. 31, 2020
Segment Reporting [Abstract]
OPERATING SEGMENTS	NOTE 11. OPERATING SEGMENTS Our segments are based on our method of internal reporting which classifies our operations by property type. Our property types are grouped into commercial properties, apartments, land and other operating segments. Significant differences among the accounting policies of the operating segments as compared to the Consolidated Financial Statements principally involve the calculation and allocation of administrative and other expenses. Management evaluates the performance of each of the operating segments and allocates resources to them based on their net operating income and cash flow. Items of income that are not reflected in the segments are interest, other income, gain on debt extinguishment, gain on condemnation award, equity in partnerships and gains on sale of real estate. Expenses that are not reflected in the segments are provision for losses, advisory, net income and incentive fees, general and administrative, non-controlling interests and net loss from discontinued operations before gains on sale of real estate. The segment labeled as “Other” consists of revenue and operating expenses related to the notes receivable and corporate debt. Presented below is our reportable segments’ operating income for the three months ended March 31, 2020 and 2019, including segment assets and expenditures (dollars in thousands): Commercial For the Three Months Ended March 31, 2020 Properties Apartments Land Other Total Rental and other property revenues $ 7,884 $ 4,032 $ — $ 2 $ 11,918 Property operating expenses (4,109 ) (1,930 ) (99 ) (172 ) (6,310 ) Depreciation (2,522 ) (872 ) (3,394 ) Mortgage and loan interest (1,371 ) (1,172 ) (281 ) (6,778 ) (9,602 ) Interest income — — — 5,754 5,754 Gain on land sales — — 4,138 — 4,138 Segment operating (loss) income $ (118 ) $ 58 $ 3,758 $ (1,194 ) $ 2,504 Capital expenditures $ 709 $ 7,033 $ 2,000 $ — 9,742 Real estate assets $ 148,424 $ 179,484 $ 68,669 $ — 396,577 Property Sales Sales price $ — $ — $ 5,712 $ — $ 5,712 Cost of sale — — (1,574 ) — (1,574 ) Gain on sale $ — $ — $ 4,138 $ — $ 4,138 Commercial For the Three Months Ended March 31, 2019 Properties Apartments Land Other Total Rental and other property revenues $ 8,227 $ 3,700 $ — $ 2 $ 11,929 Property operating expenses (3,936 ) (2,058 ) 43 (46 ) (5,997 ) Depreciation (2,375 ) (734 ) — — (3,109 ) Mortgage and loan interest (1,967 ) (934 ) (329 ) (6,738 ) (9,968 ) Interest income — — — 6,153 6,153 Gain on land sales — — 2,216 — 2,216 Segment operating (loss) income $ (51 ) $ (26 ) $ 1,930 $ (629 ) $ 1,224 Capital expenditures 3,690 — 5,167 — 8,857 Real estate assets 154,791 150,841 80,845 — 386,477 Property Sales Sales price $ — $ — $ 8,715 $ — $ 8,715 Cost of sale — — (6,499 ) — (6,499 ) Gain on sale $ — $ — $ 2,216 $ — $ 2,216 The table below reflects the reconciliation of segment information to the corresponding amounts in the Consolidated Statements of Operations for the three months ended March 31, 2020 and 2019 (dollars in thousands): For the Three Months Ended March 31, 2020 2019 Segment operating income $ 2,504 $ 1,224 Other non-segment items of income (expense) General and administrative (2,795 ) (2,480 ) Franchise taxes and other expenses (1,496 ) (125 ) Net income fee to related party (86 ) (100 ) Advisory fee to related party (2,287 ) (1,853 ) Other income 1,212 3,667 Foreign Currency Transaction gain (loss) 7,843 (5,818 ) Loss from joint venture (376 ) (1,055 ) Earnings from unconsolidated investees 116 58 Net income (loss) from continuing operations $ 4,635 $ (6,482 ) The table below reflects a reconciliation of the segment information to the corresponding amounts in the Consolidated Balance Sheets (dollars in thousands): As of March 31, 2020 2019 Segment assets $ 396,577 $ 386,477 Investments in unconsolidated investees 62,131 75,634 Notes and interest receivable 158,361 124,462 Other assets 198,002 228,240 Total assets $ 815,071 $ 814,813

COMMITMENTS, CONTINGENCIES, AND

COMMITMENTS, CONTINGENCIES, AND LIQUIDITY	3 Months Ended
	Mar. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS, CONTINGENCIES, AND LIQUIDITY	NOTE 12. COMMITMENTS, CONTINGENCIES, AND LIQUIDITY Liquidity. Partnership Buyouts Litigation. Guarantees. ART and ART Midwest, Inc. A formerly owned entity (American Realty Trust, Inc.) and its former subsidiary (ART Midwest, Inc.) have been parties to a litigation with Mr. David Clapper and entities related to Mr. Clapper (collectively, the “Clapper Parties”). The matter originally involved a transaction in 1998 in which ART Midwest, Inc. was to acquire eight residential apartment complexes from the Clapper Parties. Through the years, a number of rulings, both for and against American Realty Trust, Inc. “ART” and ART Midwest, Inc., were issued. In October 2011, a ruling was issued under which the Clapper Parties received a judgment for approximately $74 million, including $26 million in actual damages and $48 million interest. The ruling was against ART and ART Midwest, Inc., but no other entity. During February 2014, the Court of Appeals affirmed a portion of the judgment in favor of the Clapper Parties, but also ruled that a double counting of a significant portion of the damages had occurred and remanded the case back to the trial court to recalculate the damage award, as well as pre- and post-judgment interest thereon. Subsequently, the trial court recalculated the damage award, reducing it to approximately $59 million, inclusive of actual damages and then current interest. ART was also a significant owner of a partnership interest in the partnership that was awarded the initial damages in this matter. The Clapper Parties subsequently filed a new lawsuit against ARI, its subsidiary EQK Holdings, Inc. “EQK”, and ART. The Clapper Parties seek damages from ARL for payment by ART to ARL of ART’s stock in EQK in exchange for a release of the Antecedent Debt owed by ART to ARI. In February 2018 the court determined that this legal matter should not have been filed in federal court and therefore granted motions to dismiss on jurisdictional grounds. In June 2018, the court overruled its own grant of motions to dismiss and reinstated the case. We continue to vigorously defend the case and management believes it has defenses to the claims. The case has not been set for trial. In 2005, ART filed suit against a major national law firm over the initial transaction. That action was initially abated while the principal case with the Clapper Parties was pending, but the abatement was lifted. The trial court subsequently dismissed the case on procedural grounds, but ART filed a notice of appeal. The appeal was heard in February 2018 and the case was subsequently appealed to the Texas Supreme Court. The Application for Review was denied by the Texas Supreme Court and the denial was appealed by a Motion for Rehearing. The Court denied the Motion for Rehearing in May 2020. In January 2012, the Company sold all of the issued and outstanding stock of ART to an unrelated party for a promissory note in the amount of $10 million. At December 31, 2012, the Company fully reserved and valued the note at zero. Dynex Capital, Inc. On July 20, 2015, the 68 th An original trial in 2004, which also included Dynex Capital, Inc. as a defendant, resulted in a jury awarding damages in favor of Basic for “lost opportunity,” as well as damages in favor of ART and in favor of TCI and its subsidiaries for “increased costs” and “lost opportunity.” The original Trial Court judge ignored the jury’s findings, however, and entered a “Judgment Notwithstanding the Verdict” (“JNOV”) in favor of the Dynex entities (the judge held the Plaintiffs were not entitled to any damages from the Dynex entities). After numerous appeals by all parties, Dynex Capital, Inc. was ultimately dismissed from the case and the remaining claims against Dynex Commercial were remanded to the Trial Court for a new judgment consistent with the jury’s findings. The Court entered the new Final Judgment against Dynex Commercial, Inc. on July 20, 2015. The Final Judgment entered against Dynex Commercial, Inc. on July 20, 2015 awarded Basic was $0.256 million in damages, plus pre-judgment interest of $0.192 million for a total amount of $0.448 million. The Judgment awarded ART was $14.2 million in damages, plus pre-judgment interest of $10.6 million for a total amount of $24.8 million. The Judgment awarded TCI was $11.1 million, plus pre-judgment interest of $8.4 million for a total amount of $19.5 million. The Judgment also awarded Basic, ART, and TCI post-judgment interest at the rate of 5% per annum from April 25, 2014 until the date their respective damages were paid. Lastly, the Judgement awarded Basic, ART, and TCI was $1.6 million collectively in attorneys’ fees from Dynex Commercial, Inc. TCI is working with counsel to identify assets and collect on the Final Judgment against Dynex Commercial, Inc., as well as pursue additional claims, if any, against Dynex Capital, Inc. Post judgment interest continues to accrue. Berger Litigation On February 4, 2019, an individual claiming to be a stockholder holding 7,900 shares of Common Stock of Income Opportunity Realty Investors, Inc. (“IOR”) filed a Complaint in the United States District Court for the Northern District of Texas, Dallas Division, individually and allegedly derivatively on behalf of IOR, against Transcontinental Realty Investors, Inc. (“TCI”), American Realty Investors, Inc. (“ARL”), (TCI is a shareholder of IOR, ARL is a shareholder of TCI) Pillar Income Asset Management, Inc. (“Pillar”), ( collectively the “Companies”), certain officers and directors of the Companies (“Additional Parties”) and two other individuals. The Complaint filed alleges that the sale and/or exchange of certain tangible and intangible property between the Companies and IOR during the last ten years of business operations constitutes a breach of fiduciary duty by the one or more of Companies, the Additional Defendants and/or the directors of IOR. The case alleges other related claims. The Plaintiff seeks certification as a representative of IOR and all of its shareholders, unspecified damages, a return to IOR of various funds and an award of costs, expenses, disbursements (including Plaintiff’s attorneys’ fees) and prejudgment and post-judgment interest. The named Defendants intend to vigorously defend the action, deny all of the allegations of the Complaint, and believe the allegations to be wholly without any merit. The Defendants have filed motions to dismiss the case in its entirety in June 2019 which are currently still pending. The named Defendants intend to vigorously defend the action, deny all of the allegations of the Complaint, and believe the allegations to be wholly without any merit. On February 26, 2020, the Court denied IOR’s demand futility motion. The remaining Defendants filed motions to dismiss the case in its entirety in June 2019. The motions were granted in part and denied in part in the first quarter of 2020. Discovery is expected to begin in May of 2020.

EARNINGS PER SHARE

EARNINGS PER SHARE	3 Months Ended
	Mar. 31, 2020
Earnings Per Share [Abstract]
EARNINGS PER SHARE	NOTE 13. EARNINGS PER SHARE Earnings Per Share (“EPS”) have been computed pursuant to the provisions of ASC Topic 260, “Earnings Per Share”. The computation of basic EPS is calculated by dividing net income available to common shareholders from continuing operations, adjusted for preferred dividends, by the weighted-average number of common shares outstanding during the period. Shares issued during the period shall be weighted for the portion of the period that they were outstanding. As of March 31, 2020, the Company have 614 shares issued and 1,800,614 shares outstanding of Series A 10.0% cumulative convertible preferred stock. These shares may be converted into common stock at 90% of the average daily closing price of the common stock for the prior 20 trading days. These are considered in the computation of diluted earnings per share if the effect of applying the if-converted method is dilutive. Of the issued 1,800,614 shares of Series A 10.0% cumulative convertible preferred stock, 1,800,000 shares are held by ARL and its subsidiaries. Dividends are not paid on the shares owned by ARL.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2020
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 14. SUBSEQUENT EVENTS During 2020, a strain of coronavirus (“COVID – 19”) was reported worldwide, resulting in decreased economic activity and concerns about the pandemic, which would adversely affect the broader global economy. The Company is taking all necessary steps to keep our business premises, tenants, vendors and employees in a safe environment and are constantly monitoring the impact of COVID – 19. As a result of the impact of COVID-19 on global financial markets, we have experienced volatility in foreign currency exchange rates. Extreme market volatility and disruption caused by COVID-19 may impact Company’s ability to raise additional capital through debt financing activities, our ability to repay or refinance maturing liabilities, or impact the terms of any new obligations, which in turn may have an adverse impact on our credit ratings. As we have no near term debt maturities we believe there is currently no adverse impact on the Company financing activities and credit ratings. The extent to which COVID-19 will impact our business and financial results will depend on future developments, which are highly uncertain and cannot be predicted at this time due to the rapid evolution of this uncertain situation. The date to which events occurring after March 31, 2020, the date of the most recent balance sheet, have been evaluated for possible adjustment to the Consolidated Financial Statements or disclosure is May 15, 2020, which is the date on which the Consolidated Financial Statements were available to be issued.

ORGANIZATION AND BASIS OF PRE_2

ORGANIZATION AND BASIS OF PRESENTATION (Policies)	3 Months Ended
	Mar. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted in accordance with such rules and regulations, although management believes the disclosures are adequate to prevent the information presented from being misleading. In the opinion of management, all adjustments (consisting of normal recurring matters) considered necessary for a fair presentation have been included. The results of operations for the three months ended March 31, 2019, are not necessarily indicative of the results that may be expected for other interim periods or for the full fiscal year. The year-end Consolidated Balance Sheet at December 31, 2019 was derived from the audited Consolidated Financial Statements at that date, but does not include all of the information and disclosures required by U.S. GAAP for complete financial statements. For further information, refer to the Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. Certain 2019 Consolidated Financial Statement amounts have been reclassified to conform to the 2020 presentation.
Principles of Consolidation	Principles of Consolidation The accompanying Consolidated Financial Statements include the accounts of the Company, its subsidiaries, generally all of which are wholly-owned, and all entities in which we have a controlling interest. Arrangements that are not controlled through voting or similar rights are accounted for as a Variable Interest Entity (“VIE”), in accordance with the provisions and guidance of ASC Topic 810, “Consolidation”, whereby we have determined that we are a primary beneficiary of the VIE and meet certain criteria of a sole general partner or managing member as identified in accordance with Emerging Issues Task Force (“EITF”) Issue 04-5, Investor’s Accounting for an Investment in a Limited Partnership when the Investor is the Sole General Partner and the Limited Partners have Certain Rights (“EITF 04-5”). VIEs are generally entities that lack sufficient equity to finance their activities without additional financial support from other parties or whose equity holders as a group lack adequate decision making ability, the obligation to absorb expected losses or residual returns of the entity, or have voting rights that are not proportional to their economic interests. The primary beneficiary is generally the entity that provides financial support and bears a majority of the financial risks, authorizes certain capital transactions, or makes operating decisions that materially affect the entity’s financial results. All significant intercompany balances and transactions have been eliminated in consolidation. In determining whether we are the primary beneficiary of a VIE, we consider qualitative and quantitative factors, including, but not limited to: the amount and characteristics of our investment; the obligation or likelihood for us or other investors to provide financial support; our and the other investors’ ability to control or significantly influence key decisions for the VIE; and the similarity with and significance to the business activities of us and the other investors. Significant judgments related to these determinations include estimates about the current future fair values and performance of real estate held by these VIEs and general market conditions. For entities in which we have less than a controlling financial interest or entities where we are not deemed to be the primary beneficiary, the entities are accounted for using the equity method of accounting. Accordingly, our share of the net earnings or losses of these entities is included in consolidated net income. Our investments in Gruppa Florentina, LLC and VAA are accounted for under the equity method.
Real Estate, Depreciation and Impairment	Real Estate, Depreciation and Impairment Real estate assets are stated at the lower of depreciated cost or fair value, if deemed impaired. Major replacements and betterments are capitalized and depreciated over their estimated useful lives. Depreciation is computed on a straight-line basis over the useful lives of the properties (buildings and improvements: 10-40 years; furniture, fixtures and equipment: 5-10 years). The Company continually evaluates the recoverability of the carrying value of its real estate assets using the methodology prescribed in ASC Topic 360 (“ASC 360”), “Property, Plant and Equipment”. Factors considered by management in evaluating impairment of its existing real estate assets held for investment include significant declines in property operating profits, annually recurring property operating losses and other significant adverse changes in general market conditions that are considered permanent in nature. Under ASC 360, a real estate asset held for investment is not considered impaired if the undiscounted, estimated future cash flows of an asset (both the annual estimated cash flow from future operations and the estimated cash flow from the theoretical sale of the asset) over its estimated holding period are in excess of the asset’s net book value at the balance sheet date. If any real estate asset held for investment is considered impaired, a loss is provided to reduce the carrying value of the asset to its estimated fair value.
Real Estate Held For Sale	Real Estate Held For Sale We periodically classify real estate assets as “held for sale.” An asset is classified as held for sale after the approval of our Board of Directors, after an active program to sell the asset has commenced and if the sale is probable. One of the deciding factors in determining whether a sale is probable is whether the firm purchase commitment is obtained and whether the sale is probable within the year. Upon the classification of a real estate asset as held for sale, the carrying value of the asset is reduced to the lower of its net book value or its estimated fair value, less costs to sell the asset. Subsequent to the classification of assets as held for sale, no further depreciation expense is recorded. Real estate assets held for sale are stated separately on the accompanying Consolidated Balance Sheets. Upon a decision that the sale is no longer probable, the asset is classified as an operating asset and depreciation expense is reinstated.
Cost Capitalization	Cost Capitalization Costs related to planning, developing, leasing and constructing a property are capitalized and classified as Real Estate in the Consolidated Balance Sheets. We capitalize interest to qualifying assets under development based on average accumulated expenditures outstanding during the period. In capitalizing interest to qualifying assets, we first use the interest incurred on specific project debt, if any, and next use the weighted average interest rate of non-project specific debt. We capitalize interest, real estate taxes and certain operating expenses until building construction is substantially complete and the building is ready for its intended use, but no later than one year from the cessation of major construction activity. We capitalize leasing costs which include commissions paid to outside brokers, legal costs incurred to negotiate and document a lease agreement and any internal costs that may be applicable. We allocate these costs to individual tenant leases and amortize them over the related lease term.
Fair Value Measurement	Fair Value Measurement We apply the guidance in ASC Topic 820, “Fair Value Measurements and Disclosures”, to the valuation of real estate assets. These provisions define fair value as the price that would be received to sell an asset or paid to transfer a liability in a transaction between market participants at the measurement date, establish a hierarchy that prioritizes the information used in developing fair value estimates and require disclosure of fair value measurements by level within the fair value hierarchy. The hierarchy gives the highest priority to quoted prices in active markets (Level 1 measurements) and the lowest priority to unobservable data (Level 3 measurements), such as the reporting entity’s own data. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date and includes three levels defined as follows: Level 1 — Unadjusted quoted prices for identical and unrestricted assets or liabilities in active markets. Level 2 — Quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3 — Unobservable inputs that are significant to the fair value measurement. A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
Deferred Costs	Deferred Costs Costs relating to the financing of properties are deferred and amortized over the life of the related financing agreement. Amortization is reflected as interest expense in the Consolidated Statements of Operations, with remaining terms ranging from 6 months to 40 years. Unamortized financing costs are written off when the financing agreement is extinguished before the maturity date.
Related Parties	Related Parties We apply ASC Topic 805, “Business Combinations”, to evaluate business relationships. Related parties are persons or entities who have one or more of the following characteristics, which include entities for which investments in their equity securities would be required; trust for the benefit of persons including principal owners of the entities and members of their immediate families, management personnel of the entity and members of their immediate families and other parties with which the entity may deal if one party controls or can significantly influence the decision making of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests, or affiliates of the entity.
Newly Issued Accounting Standards	Newly Issued Accounting Standards In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement The adoption of ASU 2018-13 did not have a material impact on the Company’s financial position and results of operations. In February 2016, the FASB issued ASU 2016-02, Leases The Company elected the following package of practical expedients provided by the standard: (i) an entity need not reassess whether any expired or existing contract is a lease or contains a lease, (ii) an entity need not reassess the lease classification of any expired or existing leases, and (iii) an entity need not reassess initial direct costs for any existing leases. The Company also elected the short-term lease exception provided for in the standard and therefore only recognizes right-of-use assets and lease liabilities for leases with a term greater than one year. The Company adopted the standard on January 1, 2019, but since no material lease arrangements were identified where the Company was the lessee, there were no right-of-use assets or lease liabilities recorded. In July 2018, the FASB issued ASU 2018-11, Leases – Targeted Improvements, which provided entities with relief from the costs of implementing certain aspects of ASU 2016-02, Leases. The ASU provided a practical expedient which allowed lessors to not separate lease and non-lease components in a contract and allocate the consideration in the contract to the separate components if both: (i) the timing and pattern of revenue recognition for the non-lease component and the related lease component are the same and (ii) the combined single lease component would be classified as an operating lease. The Company elected the practical expedient. The ASU also provided a transition option that permitted entities to not recast the comparative periods presented when transitioning to the standard, which the Company also elected. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). The standard provides companies with a single model for use in accounting for revenue arising from contracts with customers. The scope of this standard specifically excludes lease contracts. The Company adopted the standard on January 1, 2019, but it did not have an impact to the financial statements as the majority of the Company’s revenue is from rental revenue generated from lease contracts.

INVESTMENT IN VAA (Tables)

INVESTMENT IN VAA (Tables)	3 Months Ended
	Mar. 31, 2020
Equity Method Investments and Joint Ventures [Abstract]
Schedule of the financial position and results of operations of VAA	The following is a summary of the financial position and results of operations of VAA (dollars in thousands): For the period ended March 31, 2020 2019 Balance Sheet Net real estate assets $ 1,239,252 $ 1,257,557 Other assets 48,968 67,020 Debt, net (834,826 ) (796,065 ) Other liabilities (261,620 ) (275,448 ) Total equity (191,774 ) (253,064 ) For the Three Months Ended March 31, 2020 2019 Results of Operations Total revenue $ 29,660 $ 27,401 Total property, operating, and maintenance expenses (13,842 ) (14,169 ) Interest expense (15,074 ) (15,070 ) Depreciation and Amortization (7,657 ) (15,233 ) Total other expense (982 ) (675 ) Net loss $ (7,895 ) $ (17,746 ) Below is a reconciliation of our allocation of income or loss from VAA. For the Three Months Ended March 31, 2020 2019 VAA net loss $ (7,895 ) $ (17,746 ) Adjustments to reconcile to income (loss) from VAA Interest expense on mezzanine loan 5,873 6,089 In-place lease intangibles - amortization expense — 8,336 Depreciation basis differences 1,270 1,211 Net loss $ (752 ) $ (2,110 ) Percentage ownership in VAA 50 % 50 % Loss from VAA $ (376 ) $ (1,055 )

REAL ESTATE ACTIVITY (Tables)

REAL ESTATE ACTIVITY (Tables)	3 Months Ended
	Mar. 31, 2020
Real Estate [Abstract]
Schedule of the real estate owned	Below is a summary of the real estate owned as of March 31, 2020 and December 31, 2019 (dollars in thousands): March 31, December 31, 2020 2019 Apartments $ 157,753 $ 156,173 Apartments under construction 33,166 22,363 Commercial properties 230,133 229,424 Land held for development 61,782 62,037 Real estate subject to sales contract 6,887 7,966 Total real estate, at cost, less impairment $ 489,721 $ 477,963 Less accumulated deprecation (93,144 ) (90,173 ) Total real estate, net of depreciation $ 396,577 $ 387,790

SUPPLEMENTAL CASH FLOW INFORM_2

SUPPLEMENTAL CASH FLOW INFORMATION (Tables)	3 Months Ended
	Mar. 31, 2020
Supplemental Cash Flow Elements [Abstract]
Reconciliation of cash and cash equivalents and restricted cash	The following is a reconciliation of the Company’s cash and cash equivalents, and restricted cash to the total presented in the consolidated statement of cash flows March 31, 2020 2019 Cash and cash equivalents $ 39,946 $ 28,163 Restricted cash (cash held in escrow) 14,031 34,690 Restricted cash (certificate of deposits) 2,854 11,876 Restricted cash (held with Trustee) 11,273 6,398 Total cash, cash equivalents and restricted cash $ 68,104 $ 81,127

NOTES AND INTEREST RECEIVABLE (

NOTES AND INTEREST RECEIVABLE (Tables)	3 Months Ended
	Mar. 31, 2020
Receivables [Abstract]
Schedule of notes receivable	Below is a summary of our notes receivable as of March 31, 2020 (dollars in thousands): Maturity Interest Borrower Date Rate Amount Security Performing loans: Prospectus Endeavors 4, LLC 01/23 12.00% 5,907 Secured Prospectus Endeavors 6, LLC 10/22 12.00% 496 Secured Oulan-Chikh Family Trust 03/21 8.00% 174 Secured H198, LLC (McKinney Ranch Land) 09/20 6.00% 4,554 Secured Forest Pines phase I 11/20 5.00% 2,869 Secured Spyglass Apartments of Ennis, LP 11/20 5.00% 5,335 Secured Bellwether Ridge 05/20 5.00% 3,853 Secured Parc at Windmill Farms 05/20 5.00% 7,697 Secured Autumn Breeze Apts 10/21 5.00% 1,414 Secured Plum Tree 10/21 5.00% 492 Secured Parc at Ingleside 12/21 5.00% 1,827 Secured RNC Revolving Line of Credit 09/24 5.00% 8,851 Secured Steeple Crest 10/20 5.00% 6,665 Secured RAI PFBL 2018 Purch Fee Note Weatherford 12/21 12.00% 525 Secured Unified Housing Foundation, Inc. (Echo Station) (1) 12/32 12.00% 1,481 Secured Unified Housing Foundation, Inc. (Inwood on the Park) (1) 12/32 12.00% 3,639 Secured Unified Housing Foundation, Inc. (Kensington Park) (1) 12/32 12.00% 3,933 Secured Unified Housing Foundation, Inc. (Lakeshore Villas) (1) 12/32 12.00% 2,000 Secured Unified Housing Foundation, Inc. (Lakeshore Villas) (1) 12/32 12.00% 6,369 Secured Unified Housing Foundation, Inc. (Lakeshore Villas) (1) 12/32 12.00% 2,732 Secured Unified Housing Foundation, Inc. (Limestone Ranch) (1) 12/32 12.00% 1,953 Secured Unified Housing Foundation, Inc. (Limestone Ranch) (1) 12/32 12.00% 2,000 Secured Unified Housing Foundation, Inc. (Limestone Ranch) (1) 12/32 12.00% 4,000 Secured Unified Housing Foundation, Inc. (Timbers of Terrell) (1) 12/32 12.00% 1,323 Secured Unified Housing Foundation, Inc. (1) 12/21 12.00% 10,401 Unsecured Unified Housing Foundation, Inc. (1) 06/20 12.00% 5,314 Unsecured Unified Housing Foundation, Inc. (1) 03/22 12.00% 4,782 Unsecured Unified Housing Foundation, Inc. (Lakeshore Villas) (1) 07/21 12.00% 838 Secured Unified Housing Foundation, Inc. (Limestone Ranch) (1) 07/21 12.00% 773 Secured Unified Housing Foundation, Inc. (Marquis at Vista Ridge) (1) 07/21 12.00% 839 Secured Unified Housing Foundation, Inc. (Timbers at the Park) (1) 07/21 12.00% 432 Secured Unified Housing Foundation, Inc. (Bella Vista) (1) 08/21 12.00% 212 Secured Unified Housing Foundation, Inc. (1) 10/21 12.00% 6,832 Unsecured Unified Housing Foundation, Inc. (1) 12/32 12.00% 497 Unsecured Unified Housing Foundation, Inc. (1) 03/23 12.00% 61 Unsecured Unified Housing Foundation, Inc. (1) 03/23 12.00% 1,482 Unsecured Unified Housing Foundation, Inc. (1) 03/23 12.00% 4,792 Unsecured Unified Housing Foundation, Inc. (1) 03/23 12.00% 716 Unsecured Unified Housing Foundation, Inc. (1) 03/23 12.00% 317 Unsecured Realty Advisors Management, Inc. (1) 12/22 2.28% 20,387 Unsecured One Realco Corporation 01/23 3.00% 7,000 Unsecured Other related party notes (1) (2) Various Various 1,825 Various secured interests Other non-related party notes Various Various 11,692 Various secured interests Accrued interest 11,637 Total Performing $ 170,918 Allowance for estimated losses (12,557 ) Total $ 158,361 (1) Related party notes. (2) An allowance was taken for estimated losses at full value of note.

INVESTMENT IN UNCONSOLIDATED _2

INVESTMENT IN UNCONSOLIDATED INVESTEES (Tables)	3 Months Ended
	Mar. 31, 2020
Equity Method Investments and Joint Ventures [Abstract]
Schedule for summary of financial position and results of operations from our investees	The following is a summary of the financial position and results of operations as of March 31, 2020 and 2019 from our investees (dollars in thousands): For the period ended March 31, SUMMARY OF FINANCIAL POSITION: 2020 2019 Real estate, net of accumulated depreciation $ 12,403 $ 13,530 Notes receivable 11,053 11,508 Other assets 33,416 31,381 Notes payable (9,159 ) (9,853 ) Other liabilities (7,052 ) (6,584 ) Shareholders’ equity/partners capital (40,661 ) (39,982 ) For the three months ended March 31, SUMMARY OF OPERATIONS: 2020 2019 Revenue $ 13,414 $ 13,626 Depreciation (351 ) (364 ) Operating expenses (12,342 ) (12,815 ) Interest expense (141 ) (156 ) Income (loss) from continuing operations $ 580 $ 291 Net income (loss) $ 580 $ 291 Company’s 20% proportionate share of earnings $ 116 $ 58

NOTES AND INTEREST PAYABLE (Tab

NOTES AND INTEREST PAYABLE (Tables)	3 Months Ended
	Mar. 31, 2020
Debt Disclosure [Abstract]
Schedule of notes and interest payable	Below is a summary of our notes and interest payable as of March 31, 2020 and December 31, 2019 (dollars in thousands): March 31, December 31, 2020 2019 Apartments $ 120,370 $ 120,024 Apartments under Construction 16,710 9,017 Commercial 92,319 92,838 Land 17,644 19,128 Corporate and other notes 20,266 20,429 Total notes payable $ 267,309 $ 261,436 Less: unamortized deferred borrowing costs (7,189 ) (7,342 Total outstanding notes payable, net $ 260,120 $ 254,094 Accrued Interest 849 779 Total notes payable, net and accrued interest $ 260,969 $ 254,873

BONDS AND BONDS INTEREST PAYA_2

BONDS AND BONDS INTEREST PAYABLE (Tables)	3 Months Ended
	Mar. 31, 2020
Debt Disclosure [Abstract]
Schedule of bonds and interest payable	Following is the outstanding balance of SPC’s Bonds and interest payable as of March 31, 2020 and December 31, 2019 (dollars in thousands): March 31, December 31, 2020 2019 Bonds (Series A) $ 78,541 $ 92,653 Bonds (Series B) 38,626 39,844 Bonds (Series B expansion) 20,281 20,920 Bonds (Series C) 77,139 79,572 Total outstanding bonds $ 214,587 $ 232,989 Less: deferred bond issuance costs (8,946 ) (9,724 ) Total outstanding bonds, net 205,641 223,265 Accrued Interest 2,191 6,457 Total outstanding bonds, net and accrued interest $ 207,832 $ 229,722
Schedule of aggregate maturity of the bonds	The aggregate maturity of the bonds are as follows: March 31, December 31, Year 2020 2019 2020 $ 11,220 $ 23,148 2021 34,222 35,301 2022 34,222 35,301 2023 111,361 114,873 2024 11,781 12,153 Thereafter 11,781 12,213 $ 214,587 $ 232,989

RELATED PARTY TRANSACTIONS (Tab

RELATED PARTY TRANSACTIONS (Tables)	3 Months Ended
	Mar. 31, 2020
Related Party Transactions [Abstract]
Schedule of accounts receivable from and (accounts payable) to related parties	The following table reflects the reconciliation of the beginning and ending balances of accounts receivable from and (accounts payable) to related parties as of March 31, 2020 (dollars in thousands): Pillar Related party receivable, December 31, 2019 85,996 Cash transfers 2,911 Advisory fees (2,287 ) Net income fee (86 ) Cost reimbursements (1,118 ) Interest income 1,103 Notes receivable purchased (7,368 ) Expenses (paid) received by Advisor 21 Financing (mortgage payments) (240 ) Intercompany property transfers (153 ) Related party receivable, March 31, 2020 $ 78,779

OPERATING SEGMENTS (Tables)

OPERATING SEGMENTS (Tables)	3 Months Ended
	Mar. 31, 2020
Segment Reporting [Abstract]
Schedule of operating segment, including segment assets and expenditures	Presented below is our reportable segments’ operating income for the three months ended March 31, 2020 and 2019, including segment assets and expenditures (dollars in thousands): Commercial For the Three Months Ended March 31, 2020 Properties Apartments Land Other Total Rental and other property revenues $ 7,884 $ 4,032 $ — $ 2 $ 11,918 Property operating expenses (4,109 ) (1,930 ) (99 ) (172 ) (6,310 ) Depreciation (2,522 ) (872 ) (3,394 ) Mortgage and loan interest (1,371 ) (1,172 ) (281 ) (6,778 ) (9,602 ) Interest income — — — 5,754 5,754 Gain on land sales — — 4,138 — 4,138 Segment operating (loss) income $ (118 ) $ 58 $ 3,758 $ (1,194 ) $ 2,504 Capital expenditures $ 709 $ 7,033 $ 2,000 $ — 9,742 Real estate assets $ 148,424 $ 179,484 $ 68,669 $ — 396,577 Property Sales Sales price $ — $ — $ 5,712 $ — $ 5,712 Cost of sale — — (1,574 ) — (1,574 ) Gain on sale $ — $ — $ 4,138 $ — $ 4,138 Commercial For the Three Months Ended March 31, 2019 Properties Apartments Land Other Total Rental and other property revenues $ 8,227 $ 3,700 $ — $ 2 $ 11,929 Property operating expenses (3,936 ) (2,058 ) 43 (46 ) (5,997 ) Depreciation (2,375 ) (734 ) — — (3,109 ) Mortgage and loan interest (1,967 ) (934 ) (329 ) (6,738 ) (9,968 ) Interest income — — — 6,153 6,153 Gain on land sales — — 2,216 — 2,216 Segment operating (loss) income $ (51 ) $ (26 ) $ 1,930 $ (629 ) $ 1,224 Capital expenditures 3,690 — 5,167 — 8,857 Real estate assets 154,791 150,841 80,845 — 386,477 Property Sales Sales price $ — $ — $ 8,715 $ — $ 8,715 Cost of sale — — (6,499 ) — (6,499 ) Gain on sale $ — $ — $ 2,216 $ — $ 2,216
Schedule of reconciliaton of segment information to consolidated statements of operations	The table below reflects the reconciliation of segment information to the corresponding amounts in the Consolidated Statements of Operations for the three months ended March 31, 2020 and 2019 (dollars in thousands): For the Three Months Ended March 31, 2020 2019 Segment operating income $ 2,504 $ 1,224 Other non-segment items of income (expense) General and administrative (2,795 ) (2,480 ) Franchise taxes and other expenses (1,496 ) (125 ) Net income fee to related party (86 ) (100 ) Advisory fee to related party (2,287 ) (1,853 ) Other income 1,212 3,667 Foreign Currency Transaction gain (loss) 7,843 (5,818 ) Loss from joint venture (376 ) (1,055 ) Earnings from unconsolidated investees 116 58 Net income (loss) from continuing operations $ 4,635 $ (6,482 )
Schedule of reconciliaton segment information to consolidated balance sheets	The table below reflects a reconciliation of the segment information to the corresponding amounts in the Consolidated Balance Sheets (dollars in thousands): As of March 31, 2020 2019 Segment assets $ 396,577 $ 386,477 Investments in unconsolidated investees 62,131 75,634 Notes and interest receivable 158,361 124,462 Other assets 198,002 228,240 Total assets $ 815,071 $ 814,813

ORGANIZATION AND BASIS OF PRE_3

ORGANIZATION AND BASIS OF PRESENTATION (Details Narrative) $ in Thousands	Nov. 19, 2018USD ($)ApartmentProject	Mar. 31, 2020aft²NumberApartmentProperties
Acres of land | a		1,982
Victory Abode Apartments, LLC [Member]
Percentage of ownership		50.00%
Number of income-producing properties | Apartment	49	51
Cash consideration | $	$ 236,800
Number of apartment units | Number		10,137
Projects in development | Project	3
Commercial lProperties [Member]
Number of income-producing properties		7
Rentable square feet | ft²		1,700,000
Office Buildings [Member]
Number of income-producing properties		5
Retail Properties [Member]
Number of income-producing properties		2
Apartment Buildings [Member]
Number of income-producing properties | Apartment		10
Number of apartment units | Number		1,657
TCI [Member]
Ownership interest		78.38%
Income Opportunity Realty Investors, Inc. [Member] | TCI [Member]
Ownership interest		81.15%
Victory Abode Apartments, LLC [Member] | Class A [Member] | Abode JVP, LLC [Member]
Voting interest in joint venture		50.00%
Profit participation rights percentage		49.00%
Victory Abode Apartments, LLC [Member] | Class A [Member] | Summerset Intermediate Holdings 2 LLC [Member]
Voting interest in joint venture		50.00%
Profit participation rights percentage		49.00%
Victory Abode Apartments, LLC [Member] | Daniel J. Moos ARL's President and Chief Executive Officer [Member] | Class B [Member]
Profit participation rights percentage		2.00%
Minimum [Member]
Amortization life of financing properties		6 months
Minimum [Member] | Related Parties [Member] | ARL [Member]
Ownership interest		90.00%
Maximum [Member]
Amortization life of financing properties		40 years
Buildings and Improvements [Member] | Minimum [Member]
Useful life of fixed assets		10 years
Buildings and Improvements [Member] | Maximum [Member]
Useful life of fixed assets		40 years
Furniture, Fixtures and Equipment [Member] | Minimum [Member]
Useful life of fixed assets		5 years
Furniture, Fixtures and Equipment [Member] | Maximum [Member]
Useful life of fixed assets		10 years

INVESTMENT IN VAA (Details)

INVESTMENT IN VAA (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Balance Sheet
Net real estate assets	$ 396,577		$ 387,790
Other assets	51,119		49,689
Total equity	(242,445)		$ (239,499)
Results of Operations
Total revenue	11,918	$ 11,929
Depreciation and Amortization	(3,394)	(3,109)
Net loss	116	58
Adjustments to reconcile to income (loss) from VAA
Loss from VAA	(376)	(1,055)
Victory Abode Apartments, LLC [Member]
Balance Sheet
Net real estate assets	1,239,252	1,257,557
Other assets	48,968	67,020
Debt, net	(834,826)	(796,065)
Other liabilities	(261,620)	(275,448)
Total equity	(191,774)	(253,064)
Results of Operations
Total revenue	29,660	27,401
Total property, operating, and maintenance expenses	(13,842)	(14,169)
Interest expense	(15,074)	(15,070)
Depreciation and Amortization	(7,657)	(15,233)
Total other expense	(982)	(675)
Net loss	(7,895)	(17,746)
Adjustments to reconcile to income (loss) from VAA
Interest expense on mezzanine loan	5,873	6,089
In-place lease intangibles - amortization expense		8,336
Depreciation basis differences	1,270	1,211
Net loss	$ (752)	$ (2,110)
Percentage ownership in VAA	50.00%	50.00%
Loss from VAA	$ (376)	$ (1,055)

REAL ESTATE ACTIVITY (Details)

REAL ESTATE ACTIVITY (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Real Estate [Abstract]
Apartments	$ 157,753	$ 156,173
Apartments under construction	33,166	22,363
Commercial properties	230,133	229,424
Land held for development	61,782	62,037
Real estate subject to sales contract	6,887	7,966
Total real estate, at cost, less impairment	489,721	477,963
Less accumulated deprecation	(93,144)	(90,173)
Total real estate, net of depreciation	$ 396,577	$ 387,790

REAL ESTATE ACTIVITY (Details N

REAL ESTATE ACTIVITY (Details Narrative) $ in Thousands	3 Months Ended
	Mar. 31, 2020USD ($)a	Mar. 31, 2019USD ($)
Gain on sale of land	$ 4,138	$ 2,216
Payment for construction or predevelopment of various apartment complexes	5,400
Capitalized interest costs	300
Payments to acquire land	2,000	2,479
Purchase of notes receivable	768	$ 385
Series A Bonds [Member]
Payment of bond principal	11,600
Series A, B and C Bonds [Member]
Debt instrument principal amount	16,000
Payment of interest	7,300
Series A, B and C Bonds [Member] | Israel, New Shekels [Member]
Debt instrument principal amount	$ 59,800
Related Party [Member]
Maturity date	Mar. 31, 2023
Purchase of notes receivable	$ 7,400
Related Party [Member] | Notes Receivable [Member]
Maturity date	Mar. 31, 2023
Purchase of notes receivable	$ 7,400
Farmers Branch, Texas [Member]
Area of land sold | a	18.7
Proceeds from sale of land	$ 5,700
Gain on sale of land	$ 4,100
Kent, OH [Member] | EQK Portage, LLC [Member]
Percentage of interest acquired	100.00%
Area of land purchased | a	49.2
Purchase price of properties	$ 5,400
Payments to acquire land	2,000
Debt instrument principal amount	$ 3,400
Interest rate	10.00%
Maturity date	Nov. 13, 2024

SUPPLEMENTAL CASH FLOW INFORM_3

SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019	Mar. 31, 2019	Dec. 31, 2018
Cash and cash equivalents	$ 39,946		$ 28,163
Restricted cash	28,158	$ 32,083
Total cash, cash equivalents and restricted cash	68,104	$ 83,311	81,127	$ 106,615
Held In Escrow [Member]
Restricted cash	14,031		34,690
Certificates of Deposit [Member]
Restricted cash	2,854		11,876
Held with Trustee [Member]
Restricted cash	$ 11,273		$ 6,398

SUPPLEMENTAL CASH FLOW INFORM_4

SUPPLEMENTAL CASH FLOW INFORMATION (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019	Dec. 31, 2018
Supplemental Cash Flow Elements [Abstract]
Interest expense paid	$ 13,090	$ 10,887
Cash and cash equivalents, and restricted cash	$ 68,104	$ 81,127	$ 83,311	$ 106,615

NOTES AND INTEREST RECEIVABLE_2

NOTES AND INTEREST RECEIVABLE (Details) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2020	Dec. 31, 2019
Notes and interest receivable		$ 170,918
Allowance for estimated losses		(12,557)	$ (13,099)
Total notes and interest receivable		158,361	$ 156,200
Performing Loans [Member]
Notes and interest receivable		11,637
Accrued interest		170,918
Allowance for estimated losses		(12,557)
Total notes and interest receivable		$ 158,361
Prospectus Endeavors 4, LLC [Member] | Performing Loans [Member]
Description of property		Prospectus Endeavors 4, LLC
Maturity Date		Jan. 31, 2023
Interest Rate		12.00%
Notes and interest receivable		$ 5,907
Description of Security		Secured
Prospectus Endeavors 6, LLC [Member] | Performing Loans [Member]
Description of property		Prospectus Endeavors 6, LLC
Maturity Date		Oct. 31, 2022
Interest Rate		12.00%
Notes and interest receivable		$ 496
Description of Security		Secured
Oulan-Chikh Family Trust [Member] | Performing Loans [Member]
Description of property		Oulan-Chikh Family Trust
Maturity Date		Mar. 31, 2021
Interest Rate		8.00%
Notes and interest receivable		$ 174
Description of Security		Secured
H198, LLC (McKinney Ranch Land) [Member] | Performing Loans [Member]
Description of property		H198, LLC (McKinney Ranch Land)
Maturity Date		Sep. 30, 2020
Interest Rate		6.00%
Notes and interest receivable		$ 4,554
Description of Security		Secured
Forest Pines [Member] | Performing Loans [Member]
Description of property		Forest Pines phase I
Maturity Date		Nov. 30, 2020
Interest Rate		5.00%
Notes and interest receivable		$ 2,869
Description of Security		Secured
Spyglass Apartments of Ennis, LP [Member] | Performing Loans [Member]
Description of property		Spyglass Apartments of Ennis, LP
Maturity Date		Nov. 30, 2020
Interest Rate		5.00%
Notes and interest receivable		$ 5,335
Description of Security		Secured
Bellwether Ridge [Member] | Performing Loans [Member]
Description of property		Bellwether Ridge
Maturity Date		May 31, 2020
Interest Rate		5.00%
Notes and interest receivable		$ 3,853
Description of Security		Secured
Parc at Windmill Farms [Member] | Performing Loans [Member]
Description of property		Parc at Windmill Farms
Maturity Date		May 31, 2020
Interest Rate		5.00%
Notes and interest receivable		$ 7,697
Description of Security		Secured
Autumn Breeze [Member] | Performing Loans [Member]
Description of property		Autumn Breeze Apts
Maturity Date		Oct. 31, 2021
Interest Rate		5.00%
Notes and interest receivable		$ 1,414
Description of Security		Secured
Plum Tree [Member] | Performing Loans [Member]
Description of property		Plum Tree
Maturity Date		Oct. 31, 2021
Interest Rate		5.00%
Notes and interest receivable		$ 492
Description of Security		Secured
Parc at Ingleside [Member] | Performing Loans [Member]
Description of property		Parc at Ingleside
Maturity Date		Dec. 31, 2021
Interest Rate		5.00%
Notes and interest receivable		$ 1,827
Description of Security		Secured
RNC Revolving Line Of Credit [Member] | Performing Loans [Member]
Description of property		RNC Revolving Line of Credit
Maturity Date		Sep. 30, 2024
Interest Rate		5.00%
Notes and interest receivable		$ 8,851
Description of Security		Secured
Steeple Crest [Member] | Performing Loans [Member]
Description of property		Steeple Crest
Maturity Date		Oct. 31, 2020
Interest Rate		5.00%
Notes and interest receivable		$ 6,665
Description of Security		Secured
RAI PFBL 2018 Purch Fee Note Weatherford [Member] | Performing Loans [Member]
Description of property		RAI PFBL 2018 Purch Fee Note Weatherford
Maturity Date		Dec. 31, 2021
Interest Rate		12.00%
Notes and interest receivable		$ 525
Description of Security		Secured
Unified Housing Foundation, Inc. (Echo Station) [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc. (Echo Station)
Maturity Date	[1]	Dec. 31, 2032
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 1,481
Description of Security	[1]	Secured
Unified Housing Foundation, Inc. (Inwood on the Park) [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc. (Inwood on the Park)
Maturity Date	[1]	Dec. 31, 2032
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 3,639
Description of Security	[1]	Secured
Unified Housing Foundation, Inc. (Kensington Park) [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc. (Kensington Park)
Maturity Date	[1]	Dec. 31, 2032
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 3,933
Description of Security	[1]	Secured
Unified Housing Foundation, Inc. (Lakeshore Villas) [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc. (Lakeshore Villas)
Maturity Date	[1]	Dec. 31, 2032
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 2,000
Description of Security	[1]	Secured
Unified Housing Foundation, Inc. (Lakeshore Villas) [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc. (Lakeshore Villas)
Maturity Date	[1]	Dec. 31, 2032
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 6,369
Description of Security	[1]	Secured
Unified Housing Foundation, Inc. (Lakeshore Villas) [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc. (Lakeshore Villas)
Maturity Date	[1]	Dec. 31, 2032
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 2,732
Description of Security	[1]	Secured
Unified Housing Foundation, Inc. (Limestone Ranch) [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc. (Limestone Ranch)
Maturity Date	[1]	Dec. 31, 2032
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 1,953
Description of Security	[1]	Secured
Unified Housing Foundation, Inc. (Limestone Ranch) [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc. (Limestone Ranch)
Maturity Date	[1]	Dec. 31, 2032
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 2,000
Description of Security	[1]	Secured
Unified Housing Foundation, Inc. (Limestone Ranch) [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc. (Limestone Ranch)
Maturity Date	[1]	Dec. 31, 2032
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 4,000
Description of Security	[1]	Secured
Unified Housing Foundation, Inc. (Timbers of Terrell) [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc. (Timbers of Terrell)
Maturity Date	[1]	Dec. 31, 2032
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 1,323
Description of Security	[1]	Secured
Unified Housing Foundation, Inc. [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc.
Maturity Date	[1]	Dec. 31, 2021
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 10,401
Description of Security	[1]	Unsecured
Unified Housing Foundation, Inc. [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc.
Maturity Date	[1]	Jun. 30, 2020
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 5,314
Description of Security	[1]	Unsecured
Unified Housing Foundation, Inc. [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc.
Maturity Date	[1]	Mar. 31, 2022
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 4,782
Description of Security	[1]	Unsecured
Unified Housing Foundation, Inc. (Lakeshore Villas) [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc. (Lakeshore Villas)
Maturity Date	[1]	Jul. 31, 2021
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 838
Description of Security	[1]	Secured
Unified Housing Foundation, Inc. (Limestone Ranch) [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc. (Limestone Ranch)
Maturity Date	[1]	Jul. 31, 2021
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 773
Description of Security	[1]	Secured
Unified Housing Foundation, Inc. (Marquis at Vista Ridge) [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc. (Marquis @ Vista Ridge)
Maturity Date	[1]	Jul. 31, 2021
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 839
Description of Security	[1]	Secured
Unified Housing Foundation, Inc. (Timbers at the Park) [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc. (Timbers at the Park)
Maturity Date	[1]	Jul. 31, 2021
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 432
Description of Security	[1]	Secured
Unified Housing Foundation, Inc. (Bella Vista) [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc. (Bella Vista)
Maturity Date	[1]	Aug. 31, 2021
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 212
Description of Security	[1]	Secured
Unified Housing Foundation, Inc. [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc.
Maturity Date	[1]	Oct. 31, 2021
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 6,832
Description of Security	[1]	Unsecured
Unified Housing Foundation, Inc. [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc.
Maturity Date	[1]	Dec. 31, 2032
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 497
Description of Security	[1]	Unsecured
Unified Housing Foundation, Inc. [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc.
Maturity Date	[1]	Mar. 31, 2023
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 61
Description of Security	[1]	Unsecured
Unified Housing Foundation, Inc. [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc.
Maturity Date	[1]	Mar. 31, 2023
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 1,482
Description of Security	[1]	Unsecured
Unified Housing Foundation, Inc. [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc.
Maturity Date	[1]	Mar. 31, 2023
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 4,792
Description of Security	[1]	Unsecured
Unified Housing Foundation, Inc. [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc.
Maturity Date	[1]	Mar. 31, 2023
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 716
Description of Security	[1]	Unsecured
Unified Housing Foundation, Inc. [Member] | Performing Loans [Member]
Description of property	[1]	Unified Housing Foundation, Inc.
Maturity Date	[1]	Mar. 31, 2023
Interest Rate	[1]	12.00%
Notes and interest receivable	[1]	$ 317
Description of Security	[1]	Unsecured
Realty Advisors Mgmt [Member] | Performing Loans [Member]
Description of property	[1]	Realty Advisors Management, Inc.
Maturity Date	[1]	Dec. 31, 2022
Interest Rate	[1]	2.28%
Notes and interest receivable	[1]	$ 20,387
Description of Security	[1]	Unsecured
One Realco Corp [Member] | Performing Loans [Member]
Description of property		One Realco Corporation
Maturity Date		Jan. 31, 2023
Interest Rate		3.00%
Notes and interest receivable		$ 7,000
Description of Security		Unsecured
Other Related Party Notes [Member] | Performing Loans [Member]
Description of property	[1],[2]	Other related party notes
Description of maturity date	[1],[2]	Various
Description of Interest Rate	[1],[2]	Various
Notes and interest receivable	[1],[2]	$ 1,825
Description of Security	[1],[2]	Various secured interests
Other Non-Related Party Notes [Member] | Performing Loans [Member]
Description of property		Other non-related party notes
Description of maturity date		Various
Description of Interest Rate		Various
Notes and interest receivable		$ 11,692
Description of Security		Various secured interests
[1]	Related party notes.
[2]	An allowance was taken for estimated losses at full value of note.

NOTES AND INTEREST RECEIVABLE_3

NOTES AND INTEREST RECEIVABLE (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Notes and interest receivable	$ 158,361		$ 156,200
Collection of notes receivable	5,042	$ 255
Purchase of notes receivable	768	$ 385
Related Parties [Member]
Notes and interest receivable	96,900
Accrued interest	8,100
Collection of notes receivable	5,000
Purchase of notes receivable	$ 7,400
Maturity date	Mar. 31, 2023
Interest rate	12.00%

INVESTMENT IN UNCONSOLIDATED _3

INVESTMENT IN UNCONSOLIDATED INVESTEES (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Real estate, net of accumulated depreciation	$ 396,577		$ 387,790
Total notes and interest receivable	158,361		156,200
Other assets	51,119		49,689
Notes payable	(260,969)		(254,873)
Shareholders' equity/partners capital	(242,445)		$ (239,499)
Revenue	11,918	$ 11,929
Depreciation	(3,394)	(3,109)
Income (loss) from continuing operations	4,388	(6,482)
Net income (loss) attributable to American Realty Investors, Inc.	2,946	(6,147)
Company's 20% proportionate share of earnings	116	58
Gruppa Florentina LLC [Member]
Real estate, net of accumulated depreciation	12,403	13,530
Total notes and interest receivable	11,053	11,508
Other assets	33,416	31,381
Notes payable	(9,159)	(9,853)
Other liabilities	(7,052)	(6,584)
Shareholders' equity/partners capital	(40,661)	(39,982)
Revenue	13,414	13,626
Depreciation	(351)	(364)
Operating expenses	(12,342)	(12,815)
Interest expense	(141)	(156)
Income (loss) from continuing operations	580	291
Net income (loss) attributable to American Realty Investors, Inc.	580	291
Company's 20% proportionate share of earnings	$ 116	$ 58

INVESTMENT IN UNCONSOLIDATED _4

INVESTMENT IN UNCONSOLIDATED INVESTEES (Details Narrative)	Mar. 31, 2020PizzaParlorGrillRestaurantFranchise
Gruppa Florentina LLC [Member]
Percentage of ownership	20.00%
Milano [Member] | Me-N-Ed's Pizza Parlors [Member]
Number of pizza parlor | PizzaParlor	33
Milano [Member] | Blast 825 Pizza [Member]
Number of pizza parlor | PizzaParlor	4
Milano [Member] | Siena Corp [Member]
Investee's ownership percentage	100.00%
Number of grill | Grill	2
Milano [Member] | Piazza del Pane, Inc. [Member]
Investee's ownership percentage	100.00%
Number of restaurants | Restaurant	2
Milano [Member] | Franchised Units [Member]
Number of franchise | Franchise	23
Milano [Member] | Franchised Units [Member] | Angelo & Vito's Pizzerias [Member]
Number of franchise | Franchise	2

NOTES AND INTEREST PAYABLE (Det

NOTES AND INTEREST PAYABLE (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Total notes payable	$ 267,309	$ 261,436
Less: unamortized deferred borrowing costs	(7,189)	(7,342)
Total outstanding notes payable, net	260,120	254,094
Accrued Interest	849	779
Total notes payable, net and accrued interest	260,969	254,873
Apartments [Member]
Total notes payable	120,370	120,024
Apartments Under Construction [Member]
Total notes payable	16,710	9,017
Commercial [Member]
Total notes payable	92,319	92,838
Land [Member]
Total notes payable	17,644	19,128
Corporate and Other Notes [Member]
Total notes payable	$ 20,266	$ 20,429

NOTES AND INTEREST PAYABLE (D_2

NOTES AND INTEREST PAYABLE (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Construction loan	$ 4,300
Notes payable	260,969	$ 254,873
Subsidiaries [Member] | Kent, OH [Member]
Notes payable	$ 3,400
Interest rate	10.00%
Maturity date	Nov. 30, 2024

BONDS AND BONDS INTEREST PAYA_3

BONDS AND BONDS INTEREST PAYABLE (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Less: deferred bond issuance costs	$ (7,189)	$ (7,342)
Accrued Interest	849	779
Bonds (Series A) [Member]
Total outstanding bonds	78,541	92,653
Bonds (Series B) [Member]
Total outstanding bonds	38,626	39,844
Bonds (Series B expansion) [Member]
Total outstanding bonds	20,281	20,920
Bonds (Series C) [Member]
Total outstanding bonds	77,139	79,572
Bonds [Member]
Total outstanding bonds	214,587	232,989
Less: deferred bond issuance costs	(8,946)	(9,724)
Total outstanding bonds, net	205,641	223,265
Accrued Interest	2,191	6,457
Total oustanding bonds, net and accrued interest	$ 207,832	$ 229,722

BONDS AND BONDS INTEREST PAYA_4

BONDS AND BONDS INTEREST PAYABLE (Details 1) - Bonds [Member] - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Year ended December 31,
2020	$ 11,220	$ 23,148
2021	34,222	35,301
2022	34,222	35,301
2023	111,361	114,873
2024	11,781	12,153
Thereafter	11,781	12,213
Total	$ 214,587	$ 232,989

BONDS AND BOND INTEREST PAYABLE

BONDS AND BOND INTEREST PAYABLE (Details Narrative) $ in Thousands	Jan. 31, 2020USD ($)
Bonds (Series A) [Member]
Payment of bond principal	$ 11,600
Payment of interest	7,300
Bonds (Series B) [Member]
Payment of interest	7,300
Bonds (Series C) [Member]
Payment of interest	$ 7,300

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Related party receivables [Roll Forward]
Advisory fees	$ (2,287)	$ (1,853)
Net income fee	(86)	$ (100)
Pillar Income Asset Management, Inc [Member]
Related party receivables [Roll Forward]
Related party receivable, beginning balance, December 31, 2019	85,996
Cash transfers	2,911
Advisory fees	(2,287)
Net income fee	(86)
Cost reimbursements	(1,118)
Interest income	1,103
Notes receivable purchased	(7,368)
Expenses (paid) received by Advisor	21
Financing (mortgage payments)	(240)
Intercompany property transfers	(153)
Related party receivable, ending balance, March 31, 2020	$ 78,779

DEFERRED INCOME (Details Narrat

DEFERRED INCOME (Details Narrative) $ in Thousands	Mar. 31, 2020USD ($)
Deferred Income
Deferred gain	$ 24,800

OPERATING SEGMENTS (Details)

OPERATING SEGMENTS (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Segment Reporting Information [Line Items]
Rental and other property revenues	$ 11,918	$ 11,929
Property operating expenses	(6,310)	(5,997)
Depreciation	(3,394)	(3,109)
Gain on land sales	4,138	2,216
Segment operating (loss) income	(4,450)	(1,735)
Real estate assets	396,577		$ 387,790
Operating Segments [Member]
Segment Reporting Information [Line Items]
Rental and other property revenues	11,918	11,929
Property operating expenses	(6,310)	(5,997)
Depreciation	(3,394)	(3,109)
Mortgage and loan interest	(9,602)	(9,968)
Interest income	5,754	6,153
Gain on land sales	4,138	2,216
Segment operating (loss) income	2,504	1,224
Capital expenditures	9,742	8,857
Real estate assets	396,577	386,477
Property Sales
Sales price	5,712	8,715
Cost of sale	(1,574)	(6,499)
Gain on sale	4,138	2,216
Commercial Properties [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Rental and other property revenues	7,884	8,227
Property operating expenses	(4,109)	(3,936)
Depreciation	(2,522)	(2,375)
Mortgage and loan interest	(1,371)	(1,967)
Segment operating (loss) income	(118)	(51)
Capital expenditures	709	3,690
Real estate assets	148,424	154,791
Apartments [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Rental and other property revenues	4,032	3,700
Property operating expenses	(1,930)	(2,058)
Depreciation	(872)	(734)
Mortgage and loan interest	(1,172)	(934)
Segment operating (loss) income	58	(26)
Capital expenditures	7,033
Real estate assets	179,484	150,841
Land [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Property operating expenses	(99)	43
Mortgage and loan interest	(281)	(329)
Gain on land sales	4,138	2,216
Segment operating (loss) income	3,758	1,930
Capital expenditures	2,000	5,167
Real estate assets	68,669	80,845
Property Sales
Sales price	5,712	8,715
Cost of sale	(1,574)	(6,499)
Gain on sale	4,138	2,216
Other [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Rental and other property revenues	2	2
Property operating expenses	(172)	(46)
Mortgage and loan interest	(6,778)	(6,738)
Interest income	5,754	6,153
Segment operating (loss) income	$ (1,194)	$ (629)

OPERATING SEGMENTS (Details 1)

OPERATING SEGMENTS (Details 1) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Segment Reporting [Abstract]
Segment operating income	$ 2,504	$ 1,224
Other non-segment items of income (expense)
General and administrative	(2,795)	(2,480)
Franchise taxes and other expenses	(1,496)	(125)
Net income fee to related party	(86)	(100)
Advisory fee to related party	(2,287)	(1,853)
Other income	1,212	3,667
Foreign Currency Transaction gain (loss)	7,843	(5,818)
Loss from joint venture	(376)	(1,055)
Earnings from unconsolidated investees	116	58
Net income (loss) from continuing operations	$ 4,388	$ (6,482)

OPERATING SEGMENTS (Details 2)

OPERATING SEGMENTS (Details 2) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019	Mar. 31, 2019
Real estate assets	$ 396,577	$ 387,790
Investments in unconsolidated investees	8,623	8,507
Total assets	815,071	$ 830,641
Segment Reconciling Items [Member]
Real estate assets	396,577		$ 386,477
Investments in unconsolidated investees	62,131		75,634
Notes and interest receivable	158,361		124,462
Other assets	198,002		228,240
Total assets	$ 815,071		$ 814,813

COMMITMENTS, CONTINGENCIES AND

COMMITMENTS, CONTINGENCIES AND LIQUIDITY (Details Narrative) - USD ($) $ in Thousands	Jul. 20, 2015	Jan. 31, 2012	Oct. 31, 2011	Mar. 31, 2020	Dec. 31, 2019	Feb. 04, 2019	Dec. 31, 2012
Notes and interest receivable				$ 170,918	$ 169,299
Common stock held by shareholder of lawsuit						7,900
Dynex Capital, Inc.Litigation [Member]
Unfunded loan commitment	$ 160,000
Awarded attorney fees	$ 1,600
Post-judgment interest rate	5.00%
Dynex Capital, Inc.Litigation [Member] | Subsidiaries [Member]
Damages awarded value	$ 19,500
Actual damages awarded value	11,100
Interest damages awarded value	8,400
Dynex Capital, Inc.Litigation [Member] | American Reality Trust, Inc. [Member]
Damages awarded value	24,800
Actual damages awarded value	14,200
Interest damages awarded value	10,600
Dynex Capital, Inc.Litigation [Member] | Basic Capital Management, Inc. [Member]
Damages awarded value	448
Actual damages awarded value	256
Interest damages awarded value	$ 192
ART and ART Midwest, Inc. Litigation [Member]
Damages awarded value		$ 59,000	$ 74,000
Actual damages awarded value			26,000
Interest damages awarded value			$ 48,000
Notes and interest receivable		$ 10,000					$ 0
UHF Debt Guarantee [Member]
Loan guarantee amount				$ 24,300

EARNINGS PER SHARE (Details Nar

EARNINGS PER SHARE (Details Narrative) - Series A Preferred Stock [Member] - shares	3 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Series A Preferred stock, issued (in shares)	1,800,614	1,800,614
Series A Preferred stock, outstanding (in shares)	614	614
Series A Preferred stock, dividend percentage	10.00%
Percentage of the average daily closing price of common stock	90.00%
Number of trading days	20 days
ARL and Subsidiaries [Member]
Series A Preferred stock, issued (in shares)	1,800,000	1,800,000