Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 12, 2021 | |
Document Information Line Items | ||
Entity Registrant Name | MANUFACTURED HOUSING PROPERTIES INC. | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 12,403,680 | |
Amendment Flag | false | |
Entity Central Index Key | 0001277998 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Sep. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 000-51229 | |
Entity Incorporation, State or Country Code | NV | |
Entity Tax Identification Number | 51-0482104 | |
Entity Address, Address Line One | 136 Main Street, | |
Entity Address, City or Town | Pineville | |
Entity Address, State or Province | NC | |
Entity Address, Postal Zip Code | 28134 | |
City Area Code | (980) | |
Local Phone Number | 273-1702 | |
Entity Interactive Data Current | Yes |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Investment Property | ||
Land | $ 15,293,818 | $ 11,293,818 |
Site and Land Improvements | 24,107,172 | 20,924,112 |
Buildings and Improvements | 12,735,309 | 8,019,901 |
Construction in Process | 1,897,258 | 7,092 |
Total Investment Property | 54,033,557 | 40,244,923 |
Accumulated Depreciation and Amortization | (4,187,657) | (2,779,201) |
Net Investment Property | 49,845,900 | 37,465,722 |
Cash and Cash Equivalents, including restricted cash of $541,620 and $339,152, respectively | 2,202,262 | 1,988,857 |
Accounts Receivable, net | 104,235 | 46,952 |
Other Assets | 1,708,716 | 2,895,221 |
Total Assets | 53,861,113 | 42,396,752 |
Liabilities | ||
Accounts Payable | 330,865 | 236,992 |
Notes Payable, net of $1,588,591 and $1,096,629 debt discount, respectively | 38,611,098 | 31,216,738 |
Lines of Credit – Variable Interest Entity, net of $124,693 and $134,051 debt discount, respectively | 4,889,357 | 3,214,916 |
Accrued Liabilities | 346,342 | 237,442 |
Tenant Security Deposits | 541,620 | 339,152 |
Series C Redeemable Preferred Stock, par value $0.01 per share; 47,000 shares authorized, and 2,434 and 0 shares outstanding; redemption value $2,434,000 and $0 as of September 30, 2021 and December 31, 2020, respectively | 2,181,823 | |
Total Liabilities | 46,901,105 | 35,245,240 |
Commitments and Contingencies (See note 7) | ||
Redeemable Preferred Stock – subject to redemption | ||
Series A Cumulative Redeemable Convertible Preferred Stock, par value $0.01 per share; 4,000,000 shares authorized; 1,886,000 and 1,890,000 shares issued and outstanding; redemption value $7,072,500 and $7,087,500 as of September 30, 2021 and December 31, 2020, respectively | 5,723,896 | 5,381,500 |
Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share; 1,000,000 shares authorized; 758,551 and 641,254 shares issued and outstanding; redemption value $11,378,265 and $9,618,810 as of September 30, 2021 and December 31, 2020, respectively | 8,334,340 | 6,692,076 |
Deficit | ||
Common Stock, par value $0.01 per share; 200,000,000 shares authorized; 12,403,680 and 12,398,580 shares are issued and outstanding as of September 30, 2021 and December 31, 2020, respectively | 124,067 | 124,016 |
Additional Paid in Capital | (2,640,506) | (1,052,611) |
Accumulated Deficit | (4,621,293) | (4,443,675) |
Total Manufactured Housing Properties Inc. Deficit | (7,137,732) | (5,372,270) |
Non-controlling interest in Variable Interest Entity | 39,504 | 450,206 |
Total Deficit | (7,098,228) | (4,922,064) |
TOTAL LIABILITIES AND DEFICIT | $ 53,861,113 | $ 42,396,752 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Restricted cash (in Dollars) | $ 541,620 | $ 339,152 |
Notes Payable, net (in Dollars) | 1,588,591 | 1,096,629 |
Variable Interest Entity, net (in Dollars) | $ 124,693 | $ 134,051 |
Common stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized | 200,000,000 | 200,000,000 |
Common stock, issued | 12,403,680 | 12,398,580 |
Common stock, outstanding | 12,403,680 | 12,398,580 |
Series C Redeemable Preferred Stock | ||
Redeemable Preferred Stock par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Redeemable Preferred Stock authorized | 47,000 | 47,000 |
Redeemable Preferred Stock outstanding | 2,434 | 0 |
Preferred stock, redemption value (in Dollars) | $ 2,434,000 | $ 0 |
Series A Cumulative Redeemable Convertible Preferred Stock | ||
Preferred stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized | 4,000,000 | 4,000,000 |
Preferred stock, issued | 1,886,000 | 1,890,000 |
Preferred stock, outstanding | 1,886,000 | 1,890,000 |
Preferred stock, redemption value (in Dollars) | $ 7,072,500 | $ 7,087,500 |
Series B Cumulative Redeemable Preferred Stock | ||
Preferred stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized | 1,000,000 | 1,000,000 |
Preferred stock, issued | 758,551 | 641,254 |
Preferred stock, outstanding | 758,551 | 641,254 |
Preferred stock, redemption value (in Dollars) | $ 11,378,265 | $ 9,618,810 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | [1] | Sep. 30, 2021 | Sep. 30, 2020 | [1] | |
Revenue | ||||||
Rental and related income | $ 2,250,169 | $ 1,700,963 | $ 5,690,227 | $ 4,642,898 | ||
Property sales | 9,000 | 74,244 | ||||
Total revenues | 2,259,169 | 1,700,963 | 5,764,471 | 4,642,898 | ||
Community operating expenses | ||||||
Repair and maintenance | 177,878 | 114,254 | 401,068 | 282,414 | ||
Real estate taxes | 97,328 | 63,246 | 296,568 | 235,045 | ||
Utilities | 189,022 | 153,850 | 488,334 | 429,455 | ||
Insurance | 35,315 | 28,656 | 103,712 | 119,956 | ||
General and administrative expense | 218,830 | 157,733 | 522,952 | 414,696 | ||
Total community operating expenses | 718,373 | 517,739 | 1,812,634 | 1,481,566 | ||
Corporate payroll and overhead | 580,109 | 310,136 | 1,744,576 | 1,081,496 | ||
Depreciation and amortization expense | 507,493 | 447,266 | 1,411,158 | 1,259,713 | ||
Interest expense | 546,065 | 440,997 | 1,439,419 | 1,435,802 | ||
Refinancing costs | 16,675 | |||||
Total expenses | 2,352,040 | 1,716,138 | 6,424,462 | 5,258,577 | ||
Other income | 139,300 | |||||
Loss before provision for income taxes | (92,871) | (15,175) | (520,691) | (615,679) | ||
Provision for income taxes | ||||||
Net Loss | (92,871) | (15,175) | (520,691) | (615,679) | ||
Net income (loss) attributable to non-controlling interest variable interest entity share of net income | (516,506) | 41,649 | (343,073) | 41,972 | ||
Net loss attributable to Manufactured Housing Properties, Inc. | 423,635 | (56,824) | (177,618) | (657,651) | ||
Preferred stock dividends and put option value accretion | ||||||
Series A preferred dividends | 103,394 | 89,500 | 290,561 | 281,720 | ||
Series A preferred put option value accretion | 118,146 | 118,125 | 354,396 | 354,375 | ||
Series B preferred dividends | 151,786 | 114,413 | 427,517 | 310,288 | ||
Series B preferred put option value accretion | 184,254 | 110,807 | 554,780 | 408,834 | ||
Total preferred stock dividends and put option value accretion | 557,580 | 432,845 | 1,627,254 | 1,355,217 | ||
Net loss attributable to common stockholders | $ (133,945) | $ (489,669) | $ (1,804,872) | $ (2,012,868) | ||
Weighted average shares - basic and fully diluted (in Shares) | 12,923,355 | 12,395,376 | 12,921,485 | 12,369,344 | ||
Net loss per share – basic and fully diluted (in Dollars per share) | $ (0.01) | $ (0.04) | $ (0.14) | $ (0.16) | ||
[1] | Prior-period financial information has been retrospectively adjusted as discussed in Note 2. |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders’ Deficit (Unaudited) - USD ($) | COMMON STOCK | ADDITIONAL PAID IN CAPITAL | ACCUMULATED DEFICIT | TOTAL MANUFACTURED HOUSING PROPERTIES INC | NON CONTROLLING INTEREST | Total | |
Balance at Dec. 31, 2019 | [1] | $ 123,361 | $ 759,849 | $ (3,840,085) | $ (2,956,875) | $ 25,707 | $ (2,931,168) |
Balance (in Shares) at Dec. 31, 2019 | [1] | 12,336,080 | |||||
Stock option expense | 539 | 539 | 539 | ||||
Common Stock issuance to preferred share holders | $ 60 | 1,560 | 1,620 | 1,620 | |||
Common Stock issuance to preferred share holders (in Shares) | 6,000 | ||||||
Preferred shares Series A put option value accretion | (118,125) | (118,125) | (118,125) | ||||
Preferred shares Series A dividend | (94,500) | (94,500) | (94,500) | ||||
Preferred shares Series B put option value accretion | (127,368) | (127,368) | (127,368) | ||||
Preferred shares Series B dividends | (92,996) | (92,996) | (92,996) | ||||
Net Income (Loss) | (354,166) | (354,166) | (4,450) | (358,616) | |||
Balance at Mar. 31, 2020 | [1] | $ 123,421 | 328,959 | (4,194,251) | (3,741,871) | 21,257 | (3,720,614) |
Balance (in Shares) at Mar. 31, 2020 | [1] | 12,342,080 | |||||
Stock option expense | 539 | 539 | 539 | ||||
Common Stock issuance to preferred share holders | $ 21 | 546 | 567 | 567 | |||
Common Stock issuance to preferred share holders (in Shares) | 2,100 | ||||||
Common Stock issuance to board of directors | $ 500 | 32,000 | 32,500 | 32,500 | |||
Common Stock issuance to board of directors (in Shares) | 50,000 | ||||||
Preferred shares Series A put option value accretion | (118,125) | (118,125) | (118,125) | ||||
Preferred shares Series A dividend | (97,720) | (97,720) | (97,720) | ||||
Preferred shares Series B put option value accretion | (170,659) | (170,659) | (170,659) | ||||
Preferred shares Series B dividends | (102,879) | (102,879) | (102,879) | ||||
Net Income (Loss) | (246,662) | (246,662) | 4,773 | (241,889) | |||
Balance at Jun. 30, 2020 | [1] | $ 123,942 | (127,339) | (4,440,913) | (4,444,310) | 26,030 | (4,418,280) |
Balance (in Shares) at Jun. 30, 2020 | [1] | 12,394,180 | |||||
Stock option expense | 646 | 646 | 646 | ||||
Common Stock issuance to preferred share holders | $ 30 | 780 | 810 | 810 | |||
Common Stock issuance to preferred share holders (in Shares) | 3,000 | ||||||
Preferred shares Series A put option value accretion | (118,125) | (118,125) | (118,125) | ||||
Preferred shares Series A dividend | (89,500) | (89,500) | (89,500) | ||||
Preferred shares Series B put option value accretion | (110,807) | (110,807) | (110,807) | ||||
Preferred shares Series B dividends | (114,413) | (114,413) | (114,413) | ||||
Distributions | (27,376) | (27,376) | |||||
Net Income (Loss) | (56,824) | (56,824) | 41,649 | (15,175) | |||
Balance at Sep. 30, 2020 | [1] | $ 123,972 | (558,758) | (4,497,737) | (4,932,523) | 40,303 | (4,892,220) |
Balance (in Shares) at Sep. 30, 2020 | [1] | 12,397,180 | |||||
Balance at Dec. 31, 2020 | $ 124,016 | (1,052,611) | (4,443,675) | (5,372,270) | 450,206 | (4,922,064) | |
Balance (in Shares) at Dec. 31, 2020 | 12,398,580 | ||||||
Stock option expense | 646 | 646 | 646 | ||||
Common Stock issuance to preferred share holders | $ 51 | 1,326 | 1,377 | 1,377 | |||
Common Stock issuance to preferred share holders (in Shares) | 5,100 | ||||||
Preferred shares Series A put option value accretion | (118,125) | (118,125) | (118,125) | ||||
Preferred shares Series A dividend | (96,167) | (96,167) | (96,167) | ||||
Preferred shares Series B put option value accretion | (185,839) | (185,839) | (185,839) | ||||
Preferred shares Series B dividends | (129,409) | (129,409) | (129,409) | ||||
Contributions | 12,371 | 12,371 | |||||
Distributions | (20,000) | (20,000) | |||||
Net Income (Loss) | (414,276) | (414,276) | 55,085 | (359,191) | |||
Balance at Mar. 31, 2021 | $ 124,067 | (1,580,179) | (4,857,951) | (6,314,063) | 497,662 | (5,816,401) | |
Balance (in Shares) at Mar. 31, 2021 | 12,403,680 | ||||||
Stock option expense | 37,171 | 37,171 | 37,171 | ||||
Preferred shares Series A put option value accretion | (118,125) | (118,125) | (118,125) | ||||
Preferred shares Series A dividend | (91,000) | (91,000) | (91,000) | ||||
Preferred shares Series B put option value accretion | (184,687) | (184,687) | (184,687) | ||||
Preferred shares Series B dividends | (146,322) | (146,322) | (146,322) | ||||
Distributions | (30,000) | (30,000) | |||||
Net Income (Loss) | (186,977) | (186,977) | 118,348 | (68,629) | |||
Balance at Jun. 30, 2021 | $ 124,067 | (2,083,142) | (5,044,928) | (7,004,003) | 586,010 | (6,417,993) | |
Balance (in Shares) at Jun. 30, 2021 | 12,403,680 | ||||||
Stock option expense | 216 | 216 | 216 | ||||
Preferred shares Series A put option value accretion | (118,146) | (118,146) | (118,146) | ||||
Preferred shares Series A dividend | (103,394) | (103,394) | (103,394) | ||||
Preferred shares Series B put option value accretion | (184,254) | (184,254) | (184,254) | ||||
Preferred shares Series B dividends | (151,786) | (151,786) | (151,786) | ||||
Distributions | (30,000) | (30,000) | |||||
Net Income (Loss) | 423,635 | 423,635 | (516,506) | (92,871) | |||
Balance at Sep. 30, 2021 | $ 124,067 | $ (2,640,506) | $ (4,621,293) | $ (7,137,732) | $ 39,504 | $ (7,098,228) | |
Balance (in Shares) at Sep. 30, 2021 | 12,403,680 | ||||||
[1] | Prior-period financial information has been retrospectively adjusted as discussed in Note 2. |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | [1] | |
Cash Flows from Operating Activities: | |||
Net Loss | $ (520,691) | $ (615,679) | |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Provision for bad debts | 3,802 | ||
Stock option expense | 38,033 | 1,724 | |
Stock compensation expense | 32,500 | ||
Amortization of debt discount | 140,423 | 117,604 | |
Write off mortgage cost | 56,691 | ||
Gain on debt extinguishment | (139,300) | ||
Loss on disposal of homes | 74,494 | ||
Depreciation and amortization | 1,411,158 | 1,259,713 | |
Changes in operating assets and liabilities: | |||
Accounts receivable | (57,283) | (16,500) | |
Other assets | 1,259,065 | 145,141 | |
Accounts payable | 95,250 | (7,060) | |
Tenant security deposits | 202,468 | 58,976 | |
Accrued liabilities | 108,900 | 37,363 | |
Net Cash Provided by Operating Activities | 2,669,208 | 1,017,584 | |
Cash Flows from Investing Activities: | |||
Capital Improvements | (1,243,161) | (964,528) | |
Purchases of investment properties | (2,390,000) | (1,001,000) | |
Net Cash Used in Investing Activities | (3,633,161) | (1,965,528) | |
Cash Flows from Financing Activities: | |||
Repayment of note payable – line of credit related party | (1,730,000) | ||
Proceeds from note payables | 418,134 | ||
Repayment of notes payable | (458,844) | (679,233) | |
Proceeds from issuance of common stock | 2,997 | ||
Proceeds from issuance of preferred stock | 3,519,484 | 1,910,983 | |
Redemption of Series A Preferred Stock | (10,000) | ||
Repayment of note payable - related party | (192,326) | ||
Payment of debt and Series C Preferred Stock costs recorded as debt discount | (927,191) | (238,224) | |
Payment of acquisition costs | (160,384) | ||
Preferred shares dividends | (718,078) | (592,008) | |
Contribution | 12,371 | ||
Distribution | (80,000) | ||
Net Cash Provided by (Used in) Financing Activities | 1,177,358 | (1,099,677) | |
Net change in cash, cash equivalents and restricted cash | 213,405 | (2,047,621) | |
Cash, cash equivalents and restricted cash at beginning of the period | 1,988,857 | 4,147,411 | |
Cash, cash equivalents and restricted cash at end of the period | 2,202,262 | 2,099,790 | |
Cash, cash equivalents and restricted cash consist of the following: | |||
Cash and cash equivalents | 1,660,642 | 1,724,779 | |
Restricted cash | 541,620 | 375,011 | |
Total | 2,202,262 | 2,099,790 | |
Cash, cash equivalents and restricted cash consist of the following: | |||
Cash and cash equivalents | 1,649,705 | 3,826,454 | |
Restricted cash | 339,152 | 320,957 | |
Total | 1,988,857 | 4,147,411 | |
Cash paid for: | |||
Income Taxes | |||
Interest | 1,249,612 | 1,292,484 | |
Non-Cash Investing and Financing Activities | |||
Notes related to acquisitions | 10,072,286 | 4,150,000 | |
Non-cash Preferred stock accretion | 909,175 | 763,209 | |
Stock issued in connection with Series B Preferred Stock issuance | $ 1,377 | ||
[1] | Prior-period financial information has been retrospectively adjusted as discussed in Note 2. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Organization | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION | NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION Organization Manufactured Housing Properties Inc. (the “Company”) is a Nevada corporation whose principal activities are to acquire, own, and operate manufactured housing communities. Basis of Presentation The Company prepares its consolidated financial statements under the accrual basis of accounting, in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q of Regulation S-X. They do not include all information and footnotes required by GAAP for complete financial statements. The December 31, 2020 consolidated balance sheet data were derived from audited financial statements but do not include all disclosures required by GAAP. However, except as disclosed herein, there has been no material change in the information disclosed in the notes to the consolidated financial statements for the year ended December 31, 2020 included in the Company’s Annual Report on Form 10-K, as filed with the Securities and Exchange Commission on March 31, 2021. The interim unaudited condensed consolidated financial statements should be read in conjunction with those consolidated financial statements included in the Form 10-K. In the opinion of management, all adjustments considered necessary for a fair statement of the financial statements, consisting solely of normal recurring adjustments, have been made. Operating results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of the Company, entities controlled by the Company through its direct or indirect ownership of a majority interest and any other entities in which the Company has a controlling financial interest. The Company consolidates variable interest entities (“VIEs”) where the Company is the primary beneficiary. The primary beneficiary of a VIE is the party that has both the power to direct the activities that most significantly impact the VIE’s economic performance and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. The Company’s formation of all subsidiaries and date of consolidation are as follows: Name of Subsidiary State of Formation Date of Formation Ownership Mobile Home Rentals LLC North Carolina September 30, 2016 100 % Pecan Grove MHP LLC North Carolina October 12, 2016 100 % Azalea MHP LLC North Carolina October 25, 2017 100 % Holly Faye MHP LLC North Carolina October 25, 2017 100 % Chatham Pines MHP LLC North Carolina October 31, 2017 100 % Maple Hills MHP LLC North Carolina October 31, 2017 100 % Lakeview MHP LLC South Carolina November 1, 2017 100 % MHP Pursuits LLC North Carolina January 31, 2019 100 % Hunt Club MHP LLC South Carolina March 8, 2019 100 % B&D MHP LLC South Carolina April 4, 2019 100 % Crestview MHP LLC North Carolina June 28, 2019 100 % Springlake MHP LLC Georgia October 10, 2019 100 % ARC MHP LLC South Carolina November 13, 2019 100 % Countryside MHP LLC South Carolina March 12, 2020 100 % Evergreen MHP LLC Tennessee March 17, 2020 100 % Golden Isles MHP LLC Georgia March 16, 2021 100 % Anderson MHP LLC South Carolina June 2, 2021 100 % Capital View MHP LLC South Carolina August 6, 2021 100 % Hidden Oaks MHP LLC South Carolina August 6, 2021 100 % North Raleigh MHP LLC* North Carolina September 16, 2021 100 % Gvest Finance LLC North Carolina December 11, 2018 VIE Gvest Homes I LLC Delaware November 9, 2020 VIE Brainerd Place LLC Delaware February 24, 2021 VIE Bull Creek LLC Delaware April 13, 2021 VIE Gvest Anderson Homes LLC Delaware June 22, 2021 VIE Gvest Capital View Homes LLC Delaware August 6, 2021 VIE Gvest Hidden Oaks Homes LLC Delaware August 6, 2021 VIE Gvest Springlake Homes LLC* Delaware September 24, 2021 VIE * During the three and nine months ended September 30, 2021, there was no activity in North Raleigh MHP LLC nor Gvest Springlake Homes LLC. All intercompany transactions and balances have been eliminated in consolidation. The Company does not have a majority or minority interest in any other company, either consolidated or unconsolidated. Revenue Recognition Mobile home sale revenues are recognized in accordance with Topic 606 of the Financial Accounting Standards Board (“FASB”) ASC for revenue recognition. On January 1, 2018, the Company adopted Accounting Standards Update (“ASU”) 2014-09, which is a comprehensive new revenue recognition model that requires revenue to be recognized in a manner to depict the transfer of goods or services to a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services. The Company considers revenue realized or realizable and earned when all the five following criteria are met: (1) identification of the contract with a customer, (2) identification of the performance obligations in the contract, (3) determination of the transaction price, (4) allocation of the transaction price to the performance obligations in the contract, and (5) recognition of revenue when (or as) we satisfy a performance obligation. Under ASC 842, the Company must assess on an individual lease basis whether it is probable that the Company will collect the future lease payments. The Company considers the tenant’s payment history and current credit status when assessing collectability. When collectability is not deemed probable, the Company will write-off the tenant’s receivables, including straight-line rent receivable, and limit lease income to cash received. The Company’s revenues primarily consist of rental revenues and fee and other income. The Company has the following revenue sources and revenue recognition policies: ● Rental revenues include revenues from the leasing of land lot or a combination of both, the mobile home and land at our properties to tenants. o Revenues from the leasing of land lot or a combination of both, the mobile home and land at the Company’s properties to tenants include (i) lease components, including land lot or a combination of both, the mobile home and land, and (ii) reimbursement of utilities and account for the components as a single lease component in accordance with Accounting Standards Codification (“ASC”) 842. o Revenues derived from fixed lease payments are recognized on a straight-line basis over the non-cancelable period of the lease. The Company commences rental revenue recognition when the underlying asset is available for use by the lessee. Revenue derived from the reimbursement of utilities are generally recognized in the same period as the related expenses are incurred. The Company’s leases are month-to-month. ● Fee and other income include late fees, violation fees and other revenue arising from contractual agreements with third parties. This revenue is recognized as the services are transferred in accordance with ASC 606. Accounts Receivable Accounts receivable consist primarily of amounts currently due from residents. Accounts receivables are reported in the balance sheet at outstanding principal adjusted for any charge-offs and the allowance for losses. The Company records an allowance for bad debt when receivables are over 90 days old. Acquisitions The Company accounts for acquisitions as asset acquisitions in accordance with ASC 805, “Business Combinations,” and allocates the purchase price of the property based upon the fair value of the assets acquired, which generally consist of land, site and land improvements, buildings and improvements and rental homes. The Company allocates the purchase price of an acquired property generally determined by internal evaluation as well as third-party appraisal of the property obtained in conjunction with the purchase. Variable Interest Entities In December 2020, the Company sold 305 park owned homes in four communities to Gvest Finance LLC, a company owned and controlled by the Company’s parent company, Gvest Real Estate Capital LLC, an entity whose sole owner is Raymond M. Gee, the Company’s chairman and chief executive officer, and to its wholly owned subsidiary Gvest Homes I LLC, for a total of $4,648,967. The Company also executed a management agreement with these entities to manage the homes while remitting to the Company all income, less expenses and 5% of the debt service payment. During the nine months ended September 30, 2021, Gvest Finance LLC formed four new wholly owned subsidiaries, Gvest Anderson Homes LLC, Gvest Capital View Homes LLC, Gvest Hidden Oaks Homes LLC, and Gvest Springlake Homes LLC. In 2021, the Company formed two entities, Brainerd Place LLC and Bull Creek LLC, for the purpose of exploring opportunities to develop mobile home communities. The Company owns 49% and Gvest Real Estate LLC, an entity whose sole owner is Raymond M. Gee owns 51%. The Company also executed operating agreements with these entities which designate Gvest Capital Management LLC, a company owned and controlled by Gvest Real Estate Capital LLC as manager with the authority, power, and discretion to manage and control the entities’ business decisions. The operating agreements require the Company to make cash contributions to the entities to fund their activities, operations, and existence, if the Company approves the contribution requests from the manager, which ultimately provides the Company with power to direct the economically significant activities of these entities. Primarily due to the Company’s common ownership by Mr. Gee, its power to direct the activities of these entities that most significantly impact their economic performance, and the fact that the Company has the obligation to absorb losses or the right to receive benefits from these entities that could potentially be significant to these entities, Gvest Finance LLC, Gvest Homes I LLC, Gvest Anderson Homes LLC, Gvest Capital View Homes LLC, Gvest Hidden Oaks Homes LLC, Gvest Springlake Homes LLC, Brainerd Place LLC, and Bull Creek LLC are considered to be VIEs in accordance applicable GAAP. A company with interests in a VIE must consolidate the entity if the company is deemed to be the primary beneficiary of the VIE; that is, if it has both (1) the power to direct the economically significant activities of the entity and (2) the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE. Such a determination requires management to evaluate circumstances and relationships that may be difficult to understand and to make a significant judgment, and to repeat the evaluation at each subsequent reporting date. In accordance with applicable GAAP, because of the common ownership among the entities, the consolidation of the VIEs have been accounted for retrospectively as of the beginning of the first period presented in the unaudited condensed consolidated Net Income (Loss) Per Share Basic net income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding, including vested stock options during the period. Diluted net income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding plus the weighted average number of net shares that would be issued upon exercise of stock options pursuant to the treasury stock method. For the nine months ended September 30, 2021, the potentially dilutive penny options for the purchase of 519,675 shares of common stock were included in basic loss per share. Total dilutive securities outstanding as of September 30, 2021 and 2020 totaled 186,500 and 136,500 stock options, respectively, 1,886,000 convertible Preferred Series A shares which are convertible into common shares at $2.50 per share for a total of 754,400, which are not included in dilutive loss per share as the effect would be anti-dilutive. Use of Estimates The presentation of financial statements in conformity with GAAP requires management to make estimates and assumptions that effect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results could differ from those estimates. Investment Property and Equipment and Depreciation Investment property which consists of property and equipment are carried at cost. Depreciation for Sites and Building is computed principally on the straight-line method over the estimated useful lives of the assets (ranging from 15 to 25 years). Depreciation of Improvements to Sites and Buildings, Rental Homes and Equipment and Vehicles is computed principally on the straight-line method over the estimated useful lives of the assets (ranging from 3 to 25 years). Land Development Costs are not depreciated until they are put in use, at which time they are capitalized as Sites and Land Improvements. Interest Expense pertaining to Land Development Costs are capitalized. Maintenance and Repairs are charged to expense as incurred and improvements are capitalized. The costs and related accumulated depreciation of property sold or otherwise disposed of are removed from the financial statement and any gain or loss is reflected in the current period’s results of operations. Impairment Policy The Company applies FASB ASC 360-10, “Property, Plant & Equipment,” to measure impairment in real estate investments. Rental properties are individually evaluated for impairment when conditions exist which may indicate that it is probable that the sum of expected future cash flows (on an undiscounted basis without interest) from a rental property is less than the carrying value under its historical net cost basis. These expected future cash flows consider factors such as future operating income, trends and prospects as well as the effects of leasing demand, competition and other factors. Upon determination that a permanent impairment has occurred, rental properties are reduced to their fair value. For properties to be disposed of, an impairment loss is recognized when the fair value of the property, less the estimated cost to sell, is less than the carrying amount of the property measured at the time there is a commitment to sell the property and/or it is actively being marketed for sale. A property to be disposed of is reported at the lower of its carrying amount or its estimated fair value, less its cost to sell. Subsequent to the date that a property is held for disposition, depreciation expense is not recorded. There was no impairment during the nine months ended September 30, 2021 and 2020. Cash and Cash Equivalents The Company considers all highly liquid financial instruments purchased with an original maturity of three months or less to be cash equivalents. The Company maintains cash balances at banks and deposits at times may exceed federally insured limits. Management believes that the financial institutions that hold the Company’s cash are financially secure and, accordingly, minimal credit risk exists. At September 30, 2021 and December 31, 2020, the Company had approximately $794,000 and $641,000 above the FDIC-insured limit, respectively, including restricted cash held for tenant security deposits of $541,620 and $339,152, respectively. Stock Based Compensation All stock based payments to employees, nonemployee consultants, and to nonemployee directors for their services as directors, including any grants of restricted stock and stock options, are measured at fair value on the grant date and recognized in the statements of operations as compensation or other expense over the relevant service period in accordance with FASB ASC Topic 718. Stock based payments to nonemployees are recognized as an expense over the period of performance. Such payments are measured at fair value at the earlier of the date a performance commitment is reached or the date performance is completed. In addition, for awards that vest immediately and are nonforfeitable the measurement date is the date the award is issued. The Company recorded stock option expense of $38,033 and $1,724 during the nine months ended September 30, 2021 and 2020, respectively. Fair Value of Financial Instruments The Company follows paragraph 825-10-50-10 of the FASB ASC for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB ASC to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in GAAP and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. Reclassifications Certain amounts in the prior period presentation have been reclassified to conform with the current presentation. For the nine months ended September 30, 2020, the Company reclassed approximately $16,000 from general and administrative expense to corporate payroll and overhead and $131,000 from amortization expense to interest expense on the unaudited condensed consolidated statements of operations. For the three months ended September 30, 2020, the Company reclassed approximately $2,000 from corporate payroll and overhead to general and administrative expense and $58,000 from amortization expense to interest expense on the unaudited condensed consolidated statements of operations. Also for the year ended December 31, 2020, the Company reclassed approximately $7,000 from buildings to breakout separately as construction in process for comparison purposes to the current period. Income Taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, the Company determines deferred tax assets and liabilities on the basis of the differences between the financial statement and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company recognizes deferred tax assets to the extent that the Company believes that these assets are more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines that it would be able to realize its deferred tax assets in the future in excess of their net recorded amount, the Company would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company recognizes interest and penalties, if any, with income tax expense in the accompanying consolidated statement of operations. As of September 30, 2021, and December 31, 2020, there were no such accrued interest or penalties. Recent Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” ASU 2016-13 requires that entities use a new forward looking “expected loss” model that generally will result in the earlier recognition of allowance for credit losses. The measurement of expected credit losses is based upon historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. ASU No. 2016-13 is effective for annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2022. The Company is currently evaluating the potential impact this standard may have on the consolidated financial statements. In May 2020, the Securities and Exchange Commission adopted amendments to the financial disclosure requirements in Regulation S-X relating to the acquisition and disposition of businesses by registrants. The amendments, including Rule 3-05, Financial Statements of Businesses Acquired or to Be Acquired; Rule 3-14, Special Instructions for Real Estate Operations to Be Acquired; and Article 11, Pro Forma Financial Information, focus on the financial information required to be disclosed in connection with the acquisition and disposition of businesses, real estate operations, and investment companies and generally increased the thresholds at which acquisitions are deemed significant and require additional disclosures. consolidated Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying unaudited condensed consolidated financial statements. Impact of Coronavirus Pandemic In December 2019, a novel strain of coronavirus was reported to have surfaced in Wuhan, China. On March 11, 2020, the World Health Organization declared the outbreak a pandemic, and on March 13, 2020, the United States declared a national emergency. Most states and cities, including where the Company’s properties are located, have reacted by instituting quarantines, restrictions on travel, “stay at home” rules and restrictions on the types of businesses that may continue to operate, as well as guidance in response to the pandemic and the need to contain it. The rules and restrictions put in place have had a negative impact on the economy and business activity and may adversely impact the ability of the Company’s tenants, many of whom may be restricted in their ability to work, to pay their rent as and when due. In addition, the Company’s property managers may be limited in their ability to properly maintain the Company’s properties. Enforcing the Company’s rights as landlord against tenants who fail to pay rent or otherwise do not comply with the terms of their leases may not be possible as many jurisdictions, including those where are properties are located, have established rules and/or regulations preventing us from evicting tenants for certain periods in response to the pandemic. If the Company is unable to enforce its rights as landlords, our business would be materially affected. If the current pace of the pandemic does not continue to slow and the spread of the virus is not contained, the Company’s business operations could be further delayed or interrupted. The Company expects that government and health authorities may announce new or extend existing restrictions, which could require the Company to make further adjustments to its operations in order to comply with any such restrictions. The duration of any business disruption cannot be reasonably estimated at this time but may materially affect the Company’s ability to operate its business and result in additional costs. The extent to which the pandemic may impact the Company’s results will depend on future developments, which are highly uncertain and cannot be predicted as of the date of this report, including new information that may emerge concerning the severity of the pandemic and steps taken to contain the pandemic or treat its impact, among others. Nevertheless, the pandemic and the current financial, economic and capital markets environment present material uncertainty and risk with respect to the Company’s performance, financial condition, results of operations and cash flows. |
Retrospective Application of Co
Retrospective Application of Consolidation | 9 Months Ended |
Sep. 30, 2021 | |
Revision Of Prior Year Immaterial Misstatement [Abstract] | |
RETROSPECTIVE APPLICATION OF CONSOLIDATION | NOTE 2 – RETROSPECTIVE APPLICATION OF CONSOLIDATION The Company consolidates the accounts of Gvest Finance LLC, Gvest Homes I LLC, Gvest Anderson Homes LLC, Gvest Capital View Homes LLC, Gvest Hidden Oaks Homes LLC, Gvest Springlake Homes LLC, Brainerd Place LLC, and Bull Creek LLC. In accordance with applicable GAAP, due to common ownership among the entities, the consolidation has been accounted for retrospectively as of the beginning of the first period presented in the consolidated financial statements. The balances reported for the three and nine months ended September 30, 2020 on the condensed consolidated statement of operations, statement of deficit, and statements of cash flows have been adjusted accordingly. |
Variable Interest Entities
Variable Interest Entities | 9 Months Ended |
Sep. 30, 2021 | |
Variable Interest Entities [Abstract] | |
VARIABLE INTEREST ENTITIES | NOTE 3 – VARIABLE INTEREST ENTITIES The Company consolidates the accounts of Gvest Finance LLC, Gvest Homes I LLC, Gvest Anderson Homes LLC, Gvest Capital View Homes LLC, Gvest Hidden Oaks Homes LLC, Gvest Springlake Homes LLC, Brainerd Place LLC, and Bull Creek LLC and will continue to do so until they are no longer considered VIEs. During the nine months ended September 30, 2021, Gvest Finance LLC formed four wholly-owned subsidiaries Gvest Anderson Homes LLC, Gvest Capital View Homes LLC, Gvest Hidden Oaks Homes LLC, and Gvest Springlake Homes LLC and the Company formed two entities, Brainerd Place LLC and Bull Creek LLC, all of which are considered VIEs. Included in the unaudited condensed consolidated results of operations for the three months ended September 30, 2021 and 2020 were $516,506 net loss and $41,649 net income, respectively after deducting an additional management fee equal to cash flow after debt service per the management agreement of $328,762 and $0, respectively. Included in the unaudited condensed consolidated results of operations for the nine months ended September 30, 2021 and 2020 were $343,073 net loss and $41,972 net income, respectively, after deducting an additional management fee equal to cash flow after debt service per the management agreement of $587,762 and $0, respectively. The Company charged and recorded this additional management fee on September 30, 2021 which represented the total fee owed year-to-date. The consolidated balance sheets as of September 30, 2021 and December 31, 2020 included the following amounts related to the consolidated VIEs. September 30, December 31, Assets Investment Property $ 12,273,144 $ 6,036,057 Accumulated Depreciation and Amortization (632,260 ) (387,780 ) Net Investment Property 11,640,884 5,648,277 Cash and Cash Equivalents 463,889 9,234 Accounts Receivable, net 39,232 3,506 Other Assets 950,935 14,652 Total Assets $ 13,094,940 $ 5,675,669 Liabilities and Deficit Accounts Payable $ 80,410 $ 4,969 Notes Payable, net of $13,083 and $0 debt discount 5,816,416 1,994,640 Lines of Credit, net of $124,693 and $134,051 debt discount 4,889,357 3,214,916 Accrued Liabilities* 2,269,253 9,439 Tenant Security Deposits - 1,499 Total Liabilities 13,055,436 5,225,463 Non-Controlling interest 39,504 450,206 Total Non-controlling interest in variable interest entity equity 39,504 450,206 * Included in accrued liabilities is an intercompany balance of $2,158,046 and $0 as of September 30, 2021 and December 31, 2020, respectively. The intercompany balances have been eliminated on the consolidated balance sheet. |
Investment Property
Investment Property | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
INVESTMENT PROPERTY | NOTE 4 – INVESTMENT PROPERTY The following table summarizes the Company’s property and equipment balances which are generally used to depreciate the assets on a straight-line basis: September 30, December 31, Investment Property Land $ 15,293,818 $ 11,293,818 Site and Land Improvements 24,107,172 20,924,112 Buildings and Improvements 12,735,309 8,019,901 Construction in Process 1,897,258 7,092 Total Investment Property 54,033,557 40,244,923 Less: Accumulated Depreciation and Amortization (4,187,657 ) (2,779,201 ) Net Investment Property $ 49,845,900 $ 37,465,722 Depreciation expense and amortization of acquisition costs totaled $50 7,493 $1,4 11,158 During the nine months ended September 30, 2021, the Gvest Finance LLC, the Company’s VIE, acquired thirty-three new manufactured homes for $1,626,863 for use in our Springlake community that are not yet occupiable and still in the set-up phase as of September 30, 2021. These homes are included in Construction in Process on our balance sheet. In prior filings, Construction in Process account included homes undergoing renovations between tenants and was immaterial and thus, was included in the Buildings and Improvements line item and not separately stated on the unaudited condensed consolidated balance sheet. The December 31, 2020 Investment Property balances have been reclassified to separately state $7,092 Construction in Process for purposes of comparison across periods. During the nine months ended September 30, 2021, the Company acquired four manufactured housing communities; one in Brunswick, Georgia, one in Anderson, South Carolina and two in Columbia, South Carolina, and accounted for all as asset acquisitions. Total gross acquisition costs incurred with 2021 acquisitions of $154,672 are included in Site and Land Improvements, $5,713 are included in Buildings and Improvements, and $1,269 of accumulated amortization of these acquisition costs are included in the above table and on the unaudited condensed consolidated balance sheet for the nine months ended September 30, 2021. The Company acquired two manufactured housing communities in Lancaster, South Carolina and Morristown, Tennessee and accounted for them as asset acquisitions during the nine months ended September 30, 2020 (See note 5). |
Acquisitions and Disposals
Acquisitions and Disposals | 9 Months Ended |
Sep. 30, 2021 | |
Acquisitions and Disposals [Abstract] | |
ACQUISITIONS AND DISPOSALS | NOTE 5 – ACQUISITIONS AND DISPOSALS The Company completed four acquisitions during the nine months ended September 30, 2021. These were asset acquisitions from third parties and have been accounted for as asset acquisitions. The mobile homes included in the buildings column of the table below were acquired by the Company’s VIEs: Gvest Finance LLC, Gvest Homes I LLC, Gvest Anderson Homes LLC, Gvest Capital View Homes LLC, and Gvest Hidden Oaks Homes LLC and are included in consolidation. Acquisition Date Name Land Improvements Building Total Purchase Price March 2020 Countryside MHP $ 152,880 $ 3,194,245 $ 352,875 $ 3,700,000 March 2020 Evergreen MHP 340,000 1,111,000 - 1,451,000 $ 492,880 $ 4,305,245 $ 352,875 $ 5,151,000 March 2021 Golden Isles MHP $ 1,050,000 $ 487,500 $ - $ 1,537,500 March 2021 Golden Isles Gvest - - 785,784 785,784 July 2021 Anderson MHP 2,310,000 877,945 (b) 120,390 3,308,335 July 2021 Anderson Gvest - - 2,009,568 2,009,568 September 2021 Capital View MHP 350,000 776,063 - 1,126,063 September 2021 Capital View Gvest - - 343,943 343,943 September 2021 Hidden Oaks MHP 290,000 864,585 - 1,154,585 September 2021 Hidden Oaks Gvest - - 417,831 417,831 $ 4,000,000 $ 3,006,093 $ 3,677,516 $ 10,683,609 (b) Anderson MHP also purchased vehicles and equipment totaling $156,465 which is included in the improvements column above. Butternut Sale In December 2020, the Company sold the Butternut manufactured housing community for a total sale price of $2,100,000. The cost net of accumulated depreciation of the community at the time of the sale was $1,338,022. The Company wrote off mortgage costs of $109,529 which is included in refinancing costs on the consolidated statement of operations. The Company recognized a gain on the sale of the property of $761,978 during the year ended December 31, 2020. Pro-forma Financial Information The following unaudited pro-forma information presents the combined results of operations for the nine months ended September 30, 2021 as if the acquisitions of Golden Isles, Anderson, Capital View, and Hidden Oaks manufactured housing communities and the acquisition of the North Raleigh community which occurred subsequent to September 30, 2021 (see Note 10) had been completed on January 1, 2021. The following unaudited pro-forma information also presents the combined results of operations for the nine months ended September 30, 2020 as if the acquisitions of the Countryside and Evergreen communities, the disposition of the Butternut manufactured housing community, the sale of the mobile homes within the ARC, Crestview, Countryside, and Maple communities in December 2020 to our VIEs Gvest Finance LLC and Gvest Homes I LLC, the four acquisitions which occurred during the nine months ended September 30, 2021, and the North Raleigh acquisition which occurred in October 2021 had been completed on January 1, 2020. Nine Months Nine Months Total revenue $ 7,758,568 7,200,417 Total expenses 4,473,025 3,653,292 Depreciation expense 1,794,426 1,693,790 Interest expense 1,852,965 1,999,089 Other income 139,300 - Net income (loss) $ (222,548 ) (145,754 ) Net income (loss) attributable to non-controlling interest (416,469 ) (490,875 ) Net income (loss) attributable to Manufactured Housing Properties, Inc 193,921 345,121 Preferred stock dividends / accretion 1,627,254 1,355,217 Net income (loss) $ (1,433,333 ) (1,010,096 ) Net loss per share $ (0.11 ) (0.08 ) Three Months Three Months Total revenue $ 2,691,532 2,497,607 Total expenses 1,474,842 1,171,186 Depreciation expense 604,926 575,476 Interest expense 645,722 615,521 Net income (loss) $ (33,958 ) 135,424 Net income (loss) attributable to non-controlling interest (526,607 ) (135,966 ) Net income (loss) attributable to Manufactured Housing Properties, Inc 492,649 271,390 Preferred stock dividends / accretion 557,580 432,845 Net income (loss) $ (64,931 ) (161,455 ) Net loss per share $ (0.01 ) (0.01 ) |
Promissory Notes
Promissory Notes | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
PROMISSORY NOTES | NOTE 6 – PROMISSORY NOTES Promissory Notes The Company has issued promissory notes payable to lenders related to the acquisition of its manufactured housing communities and mobile homes. These promissory notes range from 3.31% to 6.62% with 5 to 30 years principal amortization. Two of the promissory notes had initial 12 month, seven have an initial 24 month, one has an initial 60 month, and one promissory note has a 180 month period of interest only payments. The promissory notes are secured by the real estate assets and $33,126,883 for sixteen loans were guaranteed by Raymond M. Gee. On May 1, 2020, the Company received a $139,300 Paycheck Protection Program (the “PPP”) loan from the United States Small Business Administration (the “SBA”) under provisions of the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”). The PPP loan has a two-year term and bears interest at a rate of 1.0% per annum. Monthly principal and interest payments are deferred for six months after the date of disbursement. The PPP loan may be prepaid at any time prior to maturity with no prepayment penalties. The PPP loan contains events of default and other provisions customary for a loan of this type. The PPP provides that the loan may be partially or wholly forgiven if the funds are used for certain qualifying expenses as described in the CARES Act. The Company used the proceeds from the PPP loan for qualifying expenses and applied for forgiveness of the PPP loan in accordance with the terms of the CARES Act. The loan was forgiven by the SBA on June 7, 2021. As of September 30, 2021, the outstanding balance on these notes was $40,199,689. The following are the terms of these notes: Maturity Date Interest Rate Balance 09/30/21 Balance 12/31/20 Pecan Grove MHP LLC 02/22/29 5.250 % 2,986,791 3,037,625 Azalea MHP LLC 03/01/29 5.400 % 795,701 810,741 Holly Faye MHP LLC 03/01/29 5.400 % 579,825 579,825 Chatham MHP LLC 04/01/24 5.875 % 1,708,006 1,734,828 Lakeview MHP LLC 03/01/29 5.400 % 1,812,446 1,832,264 B&D MHP LLC 05/02/29 5.500 % 1,789,424 1,818,303 Hunt Club MHP LLC 01/01/33 3.430 % 2,410,247 2,445,011 Crestview MHP LLC 12/31/30 3.250 % 4,714,717 4,800,000 Maple Hills MHP LLC 12/01/30 3.250 % 2,357,359 2,400,000 Springlake MHP LLC* 11/14/21 3.310 % 4,000,000 4,000,000 ARC MHP LLC 01/01/30 5.500 % 3,829,029 3,885,328 Countryside MHP LLC 03/20/50 5.500 % 1,690,130 1,700,000 Evergreen MHP LLC 04/01/32 3.990 % 1,120,305 1,135,502 Golden Isles MHP LLC 03/31/26 4.000 % 787,500 - Anderson MHP LLC 07/10/26 5.210 % 2,153,807 - Capital View MHP LLC 09/10/26 5.390 % 817,064 - Hidden Oaks MHP LLC 09/10/26 5.330 % 823,440 - Gvest Finance LLC (B&D homes) 05/01/24 5.000 % 666,853 694,640 Gvest Finance LLC (Countryside homes) 03/20/50 5.500 % 1,292,454 1,300,000 Gvest Finance LLC (Golden Isles homes) 03/31/36 4.000 % 787,500 - Gvest Finance LLC (Springlake homes)* 04/01/36 6.620 % 311,402 - Gvest Anderson Homes LLC 07/10/26 5.210 % 2,006,193 - Gvest Capital View Homes LLC 09/10/26 5.390 % 342,936 - Gvest Hidden Oaks Homes LLC 09/10/26 5.330 % 416,560 - PPP Loan 05/01/22 1.000 % - 139,300 Total note payables 40,199,689 32,313,367 Discount Direct Lender Fees (1,588,591 ) (1,096,629 ) Total net of Discount $ 38,611,098 $ 31,216,738 *The Springlake MHP LLC and Gvest Finance LLC (Springlake homes) notes listed above were refinanced on November 12, 2021. See Note 10 for more details. Related Party Promissory Note On May 8, 2017, the Company issued a promissory note to Metrolina Loan Holdings, LLC (“Metrolina”) in the principal amount of $3,000,000. The note is interest only payment based on 8%, and 10% deferred until maturity to be paid with principal balance. The note originally awarded Metrolina 455,000 shares of Common Stock as consideration, which resulted in making Metrolina a related party due to its significant ownership. During the year ended December 31, 2019, the Company paid off the entire balance on the note of $2,754,550 plus interest and amended the agreement to allow for the redeployment of the $3,000,000 available, eliminated the conversion option whereby Metrolina could convert the ratio of total outstanding debt at time of exercise of the option into an amount of newly issued shares of the Company’s Common Stock determined by dividing the outstanding indebtedness by $3,000,000 multiplied by 10% with a cap of 864,500 shares. The amendment resulted in issuing an additional 545,000 shares with a fair value of $305,200 for a total of 1,000,000 shares awarded to Metrolina. The note gives Metrolina the right and option to purchase its pro rata share of debt or equity securities issued to maintain up to 10% equity interest in the Company at the most recent price of any equity transaction for seven years from the amendment dated February 26, 2019. This note was to mature in May of 2023. In September 2020, we paid off the full balance and terminated the note. Revolving Promissory Note On October 1, 2017, the Company issued a revolving promissory note to Raymond M. Gee pursuant to which the Company may borrow up to $1,500,000 from Mr. Gee on a revolving basis for working capital purposes. This note has a five-year term with no annual interest and principal payment is deferred until the maturity date. In December 2020, we paid off the full balance. ; however, the line of credit is still available to the Company Line of Credit – Occupied Home Facility On December 24, 2020, Gvest Homes I LLC entered into a loan agreement with a lender for a commitment amount of up to $ 20,000,0000 The loan bears interest at 8.375% and maturity date of the loan is January 1, 2030. Pursuant to the agreement, the Company is obligated to pay a fee to the lender equal to 1% of the amount of each advance which funding fee shall be deducted from the then available commitment amount. The advances are guaranteed by Raymond M. Gee. On December 24, 2020 the lender agreed to advance $3,348,967 to the Company. The lender agreed to increase this amount to $3,422,260 offset with payments made by the Company of $35,073 during the nine months ended September 30, 2021, of which $850,000 was due from the lender as of the balance sheet date. As of September 30, 2021 and December 31, 2020, the outstanding balance on this line of credit was $3,387,187 and $3,348,967, respectively presented on the balance sheet net of discount direct lender fees of $124,693 and $134,051, respectively. Line of Credit – Floor Plan and Rental Financing Facility On July 26, 2021, Gvest Finance LLC entered into a floorplan credit agreement, rental homes credit agreement, and a credit and security supplemental agreement pursuant to which the lender has agreed to make available to Gvest Finance LLC a secured credit facility whose joint aggregate credit limit is $5,000,000, consisting of (i) a credit limit of up to $1,000,000 under a floorplan line to be used to finance the acquisition of manufactured homes for retail sale and (ii) a credit limit of up to $4,000,000 under a rental line to finance the acquisition of rental homes. The lender subsequently agreed to extend the credit limit for the floorplan line to $2,000,000. As of September 30, 2021 and 2020, the balance on the floorplan line of credit was $1,626,863 and $0, respectively, and Gvest Finance LLC has not borrowed funds under the rental homes line of credit. This facility was refinanced on November 12. 2021 and the original lines of credit remain available to the Company. See Note 10 for more details. The floorplan line of credit interest is calculated at a schedule as follows: (i) Day 1-360: LIBOR plus 6% per annum; (ii) Day 361-720: LIBOR plus 7% per annum; and (iii) Day 721+: LIBOR plus 8% per annum. Interest shall also accrue at the lesser of (a) the “LIBOR Rate”, plus 10% per annum and (b) the maximum lawful rate of interest permitted under applicable law. Interest shall be payable monthly, in arrears, and shall be due and payable on or before the 15th day of the month following the month in which such interest accrues. During the three and nine months ended September 30, 2021 and 2020, total interest expense was $0. The maturity date of the of the floorplan line of credit will vary based on each statement of financial transaction (“SOFT”), a report identifying the funded homes and the applicable financial terms. Gvest Finance LLC promises to repay each floor plan advance as follows: (i) Gvest Finance LLC shall pay a principal amount in an amount equal to the original principal amount of such advance multiplied by the percentage specified in the applicable SOFT, commencing on the 15 th th th The floorplan line of credit agreement contains customary events of default and customary representations, warranties, and other covenants for loans of this type. The floorplan and rental lines of credit are guaranteed by Raymond M. Gee. Maturities of Long-Term Obligations for Five Years and Beyond The minimum annual principal payments of notes payable at September 30, 2021 by fiscal year were: 2021 5,805,035 2022 767,332 2023 838,250 2024 3,053,686 2025 899,882 Thereafter 33,849,554 Total minimum principal payments $ 45,213,739 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 7 – COMMITMENTS AND CONTINGENCIES From time to time, the Company may become involved in various lawsuits and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise that may harm its business. The Company is currently not aware of any such legal proceedings or claims that they believe will have, individually or in the aggregate, a material adverse effect on its business, financial condition or operating results. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2021 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 8 – STOCKHOLDERS’ EQUITY Preferred Stock The Company is authorized to issue up to 10,000,000 shares of preferred stock, $0.01 par value. Series A Preferred Stock On May 8, 2019, the Company filed a certificate of designation with the Nevada Secretary of State pursuant to which the Company designated 4,000,000 shares of its preferred stock as Series A Cumulative Convertible Preferred Stock (the “Series A Preferred Stock”). The Series A Preferred Stock has the following voting powers, designations, preferences and relative rights, qualifications, limitations or restrictions: Ranking pari passu Dividend Rate and Payment Dates Liquidation Preference Stockholder Optional Conversion Company Call and Stockholder Put Options Voting Rights As of September 30, 2021, there were 1,886,000 shares of Series A Preferred Stock issued and outstanding and the Series A Preferred Stock balance was made up of Series A Preferred Stock totaling $4,715,000 and accretion of put options totaling $1,008,896. As of December 31, 2020, there were 1,890,000 shares of Series A Preferred Stock issued and outstanding and the Series A Preferred Stock balance was made up of Series A Preferred Stock totaling $4,725,000 and accretion of put options totaling $656,500. Series B Preferred Stock On December 2, 2019, the Company filed a certificate of designation with the Nevada Secretary of State pursuant to which the Company designated 1,000,000 shares of its preferred stock as Series B Cumulative Redeemable Preferred Stock (the “Series B Preferred Stock”). The Series B Preferred Stock has the following voting powers, designations, preferences and relative rights, qualifications, limitations or restrictions: Ranking pari passu Dividend Rate and Payment Dates Liquidation Preference Company Call and Stockholder Put Options Voting Rights No Conversion Right On November 1, 2019, the Company launched an offering under Regulation A of Section 3(6) of the Securities Act of 1933, as, amended, for Tier 2 offerings, pursuant to which the Company offered up to 1,000,000 shares of Series B Preferred Stock at an offering price of $10.00 per share, for a maximum offering amount of $10,000,000. In addition, the Company offered bonus shares to early investors in this offering, whereby the first 400 investors would receive, in addition to Series B Preferred Stock, 100 shares of Common Stock, regardless of the amount invested, for a total of up to 40,000 shares of Common Stock. This offering terminated on March 30, 2021. During the nine months ended September 30, 2021, the Company sold an aggregate of 117,297 shares of Series B Preferred Stock for total gross proceeds of $1,172,970. After deducting a placement fee and other expenses, the Company received net proceeds of $1,087,485. During the nine months ended September 30, 2020, the Company sold an aggregate of 205,569 shares of Series B Preferred Stock for total gross proceeds of $2,055,690. After deducting a placement fee and other expenses, the Company received net proceeds of $1,910,383. As of September 30, 2021, there were 758,551 shares of Series B Preferred Stock issued and outstanding and the Series B Preferred Stock balance was made up of Series B Preferred Stock, net of commissions, totaling $7,185,716 and accretion of put options totaling $1,148,623. As of December 31, 2020, there were 641,254 shares of Series B Preferred Stock issued and outstanding and the Series B Preferred Stock balance was made up of Series B Preferred Stock, net of commissions, totaling $6,096,855 and accretion of put options totaling $595,221. Series C Preferred Stock On May 24, 2021, the Company filed an amended and restated certificate of designation with the Nevada Secretary of State pursuant to which the Company designated 47,000 shares of its preferred stock as Series C Cumulative Redeemable Preferred Stock (the “Series C Preferred Stock”). The Company filed this designation in anticipation of the launching of a new offering under Regulation A of Section 3(6) of the Securities Act of 1933, as amended, for Tier 2 offerings, pursuant to which the Company plans to offer up to 47,000 shares of Series C Preferred Stock at an offering price of $1,000 per share for a maximum offering amount of $47 million. The offering was qualified by the SEC and launched in June 2021. The Series C Preferred Stock has the following voting powers, designations, preferences and relative rights, qualifications, limitations or restrictions: Ranking pari passu Stated Value Dividend Rate and Payment Dates Liquidation Preference pari passu Redemption Request at the Option of a Holder ● 11% if the redemption is requested on or before the first anniversary of the original issuance of such shares; ● 8% if the redemption is requested after the first anniversary and on or before the second anniversary of the original issuance of such shares; ● 5% if the redemption is requested after the second anniversary and on or before the third anniversary of the original issuance of such shares; and ● after the third anniversary of the date of original issuance of shares to be redeemed, no redemption fee shall be subtracted from the redemption price. Optional Redemption by the Company provided, th Mandatory Redemption by the Company th Voting Rights. No Conversion Right In accordance with ASC 480-10, the Series C Preferred Stock is treated as a liability net of unamortized debt issuance costs on the balance sheet because the Company has an unconditional obligation to redeem the Series C Preferred Stock During the nine months ended September 30, 2021, the Company sold an aggregate of 2,434 shares of Series C Preferred Stock for total gross proceeds of $2,434,000. After deducting a placement fee and other expenses, the Company received net proceeds of $2,266,955. The Company capitalized approximately $91,000 of issuance costs during the nine months ended September 31, 2021 which is included in the Series C Redeemable preferred Stock on the condensed consolidated balance sheet. Common Stock The Company is authorized to issue up to 200,000,000 shares of Common Stock, par value $0.01 per share. As of September 30, 2021 and December 31, 2020, there were 12,403,680 and 12,398,580 shares of Common Stock issued and outstanding, respectively. Stock Issued for Service During the nine months ended September 30, 2021, the Company did not issue any shares of Common Stock for services. In April 2020, the Company issued 50,000 shares of Common Stock to board members with a value of $32,500. Stock Issued for Cash During the nine months ended September 30, 2021 and 2020, the Company issued 5,100 and 11,100 shares of Common Stock, respectively, to early investors in the Company’s prior Regulation A offering for Series B Preferred Stock, valued at $1,377 and $2,997, respectively. Equity Incentive Plan In December 2017, the Board of Directors, with the approval of a majority of the stockholders of the Company, adopted the Manufactured Housing Properties Inc. Stock Compensation Plan (the “Plan”) which is administered by the Compensation Committee. As of September 30, 2021, there were 706,175 shares granted and 293,825 shares remaining available under the Plan. The Company has issued options to directors and officers under the Plan. One third of the options vest immediately, and two thirds vest in equal annual installments over a two-year period. The Company issued 50,000 options in January 2021. The Company recorded stock option expense of $38,033 and $1,724 during the nine months ended September 30, 2021 and 2020, respectively. The following table summarizes the stock options outstanding as of September 30, 2021: Number of Weighted Weighted Outstanding at December 31, 2020 656,175 $ 0.03 7.7 Granted 50,000 2.24 9.3 Exercised - - - Forfeited / cancelled / expired - - - Outstanding at September 30, 2021 706,175 $ 0.22 6.8 The aggregate intrinsic value in the table above represents the total intrinsic value (the difference between the Company’s closing stock price at fiscal year-end and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holder had all options holders exercised their options on September 30, 2021. As of September 30, 2021, there were 706,175 “in-the-money” options with an aggregate intrinsic value of $2,133,591. The following table summarizes information concerning options outstanding as of September 30, 2021. Strike Price Outstanding Weighted Weighted Vested stock Weighted $ 0.01 519,675 6.2 $ 0.01 519,675 $ 0.01 $ 0.27 136,500 8.3 $ 0.27 91,000 $ 0.27 $ 0.27 50,000 9.3 $ 0.27 16,667 $ 0.27 The table below presents the weighted average expected life in years of options granted under the Plan as described above. The risk-free rate of the stock options is based on the U.S. Treasury yield curve in effect at the time of grant, which corresponds with the expected term of the option granted. The fair value of stock options was estimated using the Black Scholes option pricing model with the following assumptions for grants made during the periods indicated. Risk-free interest rate 0.26 - 1.40 % Expected dividend yield 0.00 % Expected volatility 16.03 – 273.98 % Expected life of options (in years) 6.5 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 9 – RELATED PARTY TRANSACTIONS On October 1, 2017, the Company issued a revolving promissory note to Raymond M. Gee, the Company’s chairman and chief executive officer, pursuant to which the Company may borrow up to $1,500,000 from Mr. Gee on a revolving basis for working capital purposes. This note has a five-year term with no annual interest and principal payment is deferred until the maturity date. In December 2020, the Company paid off the full balance. As of September 30, 2021 and December 31, 2020, the outstanding balance on this note was $0; however, the line of credit is still available to the Company. On May 8, 2017, the Company issued a promissory note to Metrolina in the principal amount of $3,000,000. The note is interest only payment based on 8%, and 10% deferred until maturity to be paid with principal balance. The note originally awarded Metrolina 455,000 shares of Common Stock as consideration, which resulted in making Metrolina a related party due to its significant ownership. During the year ended December 31, 2019, the Company paid off the entire balance on the note of $2,754,550 plus interest and amended the agreement to allow for the redeployment of the $3,000,000 available, eliminated the conversion option whereby Metrolina could convert the ratio of total outstanding debt at time of exercise of the option into an amount of newly issued shares of the Company’s Common Stock determined by dividing the outstanding indebtedness by $3,000,000 multiplied by 10% with a cap of 864,500 shares. The amendment resulted in issuing an additional 545,000 shares with a fair value of $305,200 for a total of 1,000,000 shares awarded to Metrolina. The note gives Metrolina the right and option to purchase its pro rata share of debt or equity securities issued to maintain up to 10% equity interest in the Company at the most recent price of any equity transaction for seven years from the amendment dated February 26, 2019. This note was to mature in May of 2023. In September 2020, the Company paid off the full balance and terminated the loan facility. As of September 30, 2021 and December 31, 2020, the balance on this note was $0. During the nine months ended September 30, 2021 and 2020, the Company recorded interest expense related to the note totaling $0 and $56,441 respectively, and $0 and $36,028 during the three months ended September 30, 2021 and 2020, respectively. The related party note was guaranteed by Raymond M. Gee. In August 2019, the Company entered into an office lease agreement with Gvest Real Estate Capital LLC for the lease of its offices. As of January 2021, the lease is $12,000 per month and is on a month-to-month term. Prior to that date, the lease was $4,000 per month. Total rent expense for the nine months ended September 30, 2021 and 2020 was $108,000 and $36,000, respectively, and $36,000 and $12,000 for the three months ended September 30, 2021 and 2020, respectively. During the nine months ended September 30, 2021, Raymond M. Gee received fees totaling $400,000 for his personal guarantees on four promissory notes relating to the acquisitions of the assets acquired by the Company at our Anderson, Capital View, and Hidden Oaks Communities. During the nine months ended September 30, 2020, Mr. Gee received a $50,000 fee for his personal guarantee on a promissory note relating to a loan for one of the Company’s acquisitions and $70,000 fee for his personal guarantee on a promissory note relating to the refinancing of our loans for Butternut MHP Land LLC. See Note 3 for information regarding related party VIEs. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 10 – SUBSEQUENT EVENTS Series C Preferred Stock Subsequent to September 30, 2021, the Company completed three closings of the Regulation A offering pursuant to which the Company sold an aggregate of 980 shares of Series C Preferred Stock to investors for total gross proceeds of $980,000. After deducting the broker dealer commission, escrow fee, and dealer manager fee, the Company received net proceeds of $913,851. North Raleigh Acquisition and Related Financing On July 1, 2021, MHP Pursuits LLC, a wholly owned subsidiary of the Company, entered into a purchase and sale agreement (the “Franklin/Granville Purchase Agreement”) with Truman Properties LLC, Birdsong Properties LLC, CCE Properties LLC, and Youngsville MHP LLC for the purchase of five manufactured housing communities located in Franklin and Granville Counties, North Carolina consisting of 137 sites on approximately 135 acres for a total purchase price of $7,450,000. On October 22, 2021, MHP Pursuits LLC assigned the purchase agreement to the Company’s newly formed wholly owned subsidiary North Raleigh MHP LLC (“North Raleigh MHP”), pursuant to an assignment of purchase and sale agreement. On October 25, 2021, closing of the purchase agreement was completed and North Raleigh MHP purchased the communities. Proforma financial information for North Raleigh MHP is included in the unaudited proforma combined results of operations in Note 5. In connection with the closing, on October 25, 2021, North Raleigh MHP entered into a loan agreement with Liberty Bankers Life Insurance Company (“Liberty”) for a loan in the principal amount of $5,323,000 and North Raleigh MHP issued a promissory note to Liberty for the same amount. The Liberty note bears interest at a rate of 4.75% per annum with payments to begin December 1, 2021 and matures on November 1, 2026. Principal and interest, in the amount of $30,347 per month, shall be due and payable based on a twenty-five (25) year amortization schedule. North Raleigh MHP may prepay the Liberty note in part or in full at any time if it pays a prepayment premium calculated in accordance with the Liberty loan agreement. The Liberty loan is secured by a first priority security interest in the property pursuant to an assignment of leases, rents, and profits and a deed of trust, security agreement and fixture filing with assignment of rents that North Raleigh MHP entered into with the lender. The Liberty loan is guaranteed by the Company pursuant to a limited guaranty agreement dated October 25, 2021. On October 22, 2021, the Company entered into a loan agreement with Metrolina, a related party due to its significant ownership, for a loan in the principal amount of $1,500,000 and issued a promissory note to the lender for the same amount. The funds from the Metrolina note were used to pay the remainder of the purchase price, or $2,127,000, and closing costs. The Metrolina note bears interest at a rate of 18% per annum with payments to begin November 1, 2021 and matures on April 1, 2023. Monthly payments for the term of the note shall be interest-only based on the principal outstanding and days in the period. During the first six months of the note, any prepayment would require the Company to pay a yield maintenance fee equal to six months of interest. Thereafter, the loan may be prepaid at any time without penalty or fee. The Metrolina note is unsecured and is guaranteed by Raymond M. Gee. The loan agreements contain customary closing conditions, representations and warranties, financial and other covenants and events of default for loans of their type. Idlewild Acres Purchase and Sale Agreement On October 20, 2021, MHP Pursuits LLC entered into a purchase and sale agreement with Gary Coffey for the purchase of a manufactured housing community located in Morganton, North Carolina consisting of 61 sites on approximately 31.29 acres for a total purchase price of $2,750,000. As of November 15, 2021, closing of this agreement has not occurred. Alterri Purchase and Sale Agreement On October 22, 2021, MHP Pursuits LLC entered into a purchase and sale agreement with Alterri Properties LLC for the purchase of two manufactured housing communities located in Asheboro, North Carolina consisting of 84 sites on approximately 45.4 acres for a total purchase price of $2,750,000. As of November 15, 2021, closing of this agreement has not occurred. Sunnyland Purchase and Sale Agreement On November 3, 2021, MHP Pursuits LLC entered into a purchase and sale agreement with Billie Jean Faust for the purchase of a manufactured housing community located in Byron, Georgia consisting of 73 sites on approximately 18.57 acres for a total purchase price of $2,200,000. As of November 15, 2021, closing of this agreement has not occurred. York Purchase and Sale Agreement On November 2, 2021, Bull Creek LLC, a VIE, entered into a purchase and sale agreement with Rachel Holler for the purchase of 150 acres of undeveloped land and a mobile home community with 60 sites on approximately 10 acres in York, South Carolina for a total purchase price of $2,200,000. As of November 15, 2021, closing of this agreement has not occurred. Springlake Refinance On November 12, 2021, Springlake MHP LLC entered into a loan agreement with First Bank for a loan in the principal amount of $4,016,250 and issued a promissory note to the lender in the same amount. The funds from the loan were used on November 12, 2021 to pay off the Springlake MHP LLC with Truist Bank which was set to mature November 14, 2021. The First Bank note bears interest at the lesser of the Wall Street Journal prime rate plus one percent or 4.75% per annum with payments to begin January 10, 2022 and matures on December 10, 2026. Payment for the first twelve (12) months of the term of the note shall be interest-only based on the principal outstanding, days in the period, and daily interest rate. Thereafter, principal and interest shall be due and payable based on a twenty-five (25) year amortization schedule. Springlake MHP LLC may prepay the note in part or in full subject to exit fees set out in the loan agreement. The First Bank loan is secured by a first-priority security interest in the land and lot rent due under all leases and is guaranteed by the Company and Raymond M. Gee. Also on November 12, 2021, Gvest Springlake Homes LLC, a wholly owned subsidiary of our VIE, Gvest Finance LLC, entered into a loan and security agreement with First Bank for a line of credit in the principal amount of $2,000,000 and issued a promissory note to the lender in the same amount. The immediate advance of funds from the line of credit was used on November 12, 2021 to pay off Gvest Finance LLC’s loan for Springlake homes with 21 st The First Bank line of credit bears interest at the lesser of the Wall Street Journal prime rate plus one percent or 6.75% per annum with principal and interest payments to begin on January 10, 2022. Principal and interest payments shall be due and payable on each advance allocated to each new home based on a fifteen (15) year amortization period and each advance allocated to a used home will be based on an amortization period ranging from twelve to five years determined by the age of the used home. The note matures on December 10, 2026. Gvest Springlake Homes LLC may prepay the note in full subject to exit fees set out in the loan agreement. Additionally, Gvest Springlake Homes LLC is required to make to mandatory prepayments prior to the maturity date if for any reason the aggregate principal amount of the loan outstanding exceeds $2,000,000, upon sale of a home securing the loan, the home collateral becomes ineligible as defined by the loan agreement, or if Springlake MHP LLC pays of its land loan with First Bank. The First Bank line of credit loan is secured by a first-priority security interest in rent due under all leases and all assets owned by Gvest Springlake Homes LLC and is guaranteed by Gvest Finance and Raymond M. Gee pursuant to guaranty agreements dated November 12, 2021. Both loan agreements contain customary representations and warranties, financial and other covenants and events of default for loans of their type. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Organization | Organization Manufactured Housing Properties Inc. (the “Company”) is a Nevada corporation whose principal activities are to acquire, own, and operate manufactured housing communities. |
Basis of Presentation | Basis of Presentation The Company prepares its consolidated financial statements under the accrual basis of accounting, in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q of Regulation S-X. They do not include all information and footnotes required by GAAP for complete financial statements. The December 31, 2020 consolidated balance sheet data were derived from audited financial statements but do not include all disclosures required by GAAP. However, except as disclosed herein, there has been no material change in the information disclosed in the notes to the consolidated financial statements for the year ended December 31, 2020 included in the Company’s Annual Report on Form 10-K, as filed with the Securities and Exchange Commission on March 31, 2021. The interim unaudited condensed consolidated financial statements should be read in conjunction with those consolidated financial statements included in the Form 10-K. In the opinion of management, all adjustments considered necessary for a fair statement of the financial statements, consisting solely of normal recurring adjustments, have been made. Operating results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. |
Principles of Consolidation | Principles of Consolidation The unaudited condensed consolidated financial statements include the accounts of the Company, entities controlled by the Company through its direct or indirect ownership of a majority interest and any other entities in which the Company has a controlling financial interest. The Company consolidates variable interest entities (“VIEs”) where the Company is the primary beneficiary. The primary beneficiary of a VIE is the party that has both the power to direct the activities that most significantly impact the VIE’s economic performance and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. The Company’s formation of all subsidiaries and date of consolidation are as follows: Name of Subsidiary State of Formation Date of Formation Ownership Mobile Home Rentals LLC North Carolina September 30, 2016 100 % Pecan Grove MHP LLC North Carolina October 12, 2016 100 % Azalea MHP LLC North Carolina October 25, 2017 100 % Holly Faye MHP LLC North Carolina October 25, 2017 100 % Chatham Pines MHP LLC North Carolina October 31, 2017 100 % Maple Hills MHP LLC North Carolina October 31, 2017 100 % Lakeview MHP LLC South Carolina November 1, 2017 100 % MHP Pursuits LLC North Carolina January 31, 2019 100 % Hunt Club MHP LLC South Carolina March 8, 2019 100 % B&D MHP LLC South Carolina April 4, 2019 100 % Crestview MHP LLC North Carolina June 28, 2019 100 % Springlake MHP LLC Georgia October 10, 2019 100 % ARC MHP LLC South Carolina November 13, 2019 100 % Countryside MHP LLC South Carolina March 12, 2020 100 % Evergreen MHP LLC Tennessee March 17, 2020 100 % Golden Isles MHP LLC Georgia March 16, 2021 100 % Anderson MHP LLC South Carolina June 2, 2021 100 % Capital View MHP LLC South Carolina August 6, 2021 100 % Hidden Oaks MHP LLC South Carolina August 6, 2021 100 % North Raleigh MHP LLC* North Carolina September 16, 2021 100 % Gvest Finance LLC North Carolina December 11, 2018 VIE Gvest Homes I LLC Delaware November 9, 2020 VIE Brainerd Place LLC Delaware February 24, 2021 VIE Bull Creek LLC Delaware April 13, 2021 VIE Gvest Anderson Homes LLC Delaware June 22, 2021 VIE Gvest Capital View Homes LLC Delaware August 6, 2021 VIE Gvest Hidden Oaks Homes LLC Delaware August 6, 2021 VIE Gvest Springlake Homes LLC* Delaware September 24, 2021 VIE * During the three and nine months ended September 30, 2021, there was no activity in North Raleigh MHP LLC nor Gvest Springlake Homes LLC. All intercompany transactions and balances have been eliminated in consolidation. The Company does not have a majority or minority interest in any other company, either consolidated or unconsolidated. |
Revenue Recognition | Revenue Recognition Mobile home sale revenues are recognized in accordance with Topic 606 of the Financial Accounting Standards Board (“FASB”) ASC for revenue recognition. On January 1, 2018, the Company adopted Accounting Standards Update (“ASU”) 2014-09, which is a comprehensive new revenue recognition model that requires revenue to be recognized in a manner to depict the transfer of goods or services to a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services. The Company considers revenue realized or realizable and earned when all the five following criteria are met: (1) identification of the contract with a customer, (2) identification of the performance obligations in the contract, (3) determination of the transaction price, (4) allocation of the transaction price to the performance obligations in the contract, and (5) recognition of revenue when (or as) we satisfy a performance obligation. Under ASC 842, the Company must assess on an individual lease basis whether it is probable that the Company will collect the future lease payments. The Company considers the tenant’s payment history and current credit status when assessing collectability. When collectability is not deemed probable, the Company will write-off the tenant’s receivables, including straight-line rent receivable, and limit lease income to cash received. The Company’s revenues primarily consist of rental revenues and fee and other income. The Company has the following revenue sources and revenue recognition policies: ● Rental revenues include revenues from the leasing of land lot or a combination of both, the mobile home and land at our properties to tenants. o Revenues from the leasing of land lot or a combination of both, the mobile home and land at the Company’s properties to tenants include (i) lease components, including land lot or a combination of both, the mobile home and land, and (ii) reimbursement of utilities and account for the components as a single lease component in accordance with Accounting Standards Codification (“ASC”) 842. o Revenues derived from fixed lease payments are recognized on a straight-line basis over the non-cancelable period of the lease. The Company commences rental revenue recognition when the underlying asset is available for use by the lessee. Revenue derived from the reimbursement of utilities are generally recognized in the same period as the related expenses are incurred. The Company’s leases are month-to-month. ● Fee and other income include late fees, violation fees and other revenue arising from contractual agreements with third parties. This revenue is recognized as the services are transferred in accordance with ASC 606. |
Accounts Receivable | Accounts Receivable Accounts receivable consist primarily of amounts currently due from residents. Accounts receivables are reported in the balance sheet at outstanding principal adjusted for any charge-offs and the allowance for losses. The Company records an allowance for bad debt when receivables are over 90 days old. |
Acquisitions | Acquisitions The Company accounts for acquisitions as asset acquisitions in accordance with ASC 805, “Business Combinations,” and allocates the purchase price of the property based upon the fair value of the assets acquired, which generally consist of land, site and land improvements, buildings and improvements and rental homes. The Company allocates the purchase price of an acquired property generally determined by internal evaluation as well as third-party appraisal of the property obtained in conjunction with the purchase. |
Variable Interest Entities | Variable Interest Entities In December 2020, the Company sold 305 park owned homes in four communities to Gvest Finance LLC, a company owned and controlled by the Company’s parent company, Gvest Real Estate Capital LLC, an entity whose sole owner is Raymond M. Gee, the Company’s chairman and chief executive officer, and to its wholly owned subsidiary Gvest Homes I LLC, for a total of $4,648,967. The Company also executed a management agreement with these entities to manage the homes while remitting to the Company all income, less expenses and 5% of the debt service payment. During the nine months ended September 30, 2021, Gvest Finance LLC formed four new wholly owned subsidiaries, Gvest Anderson Homes LLC, Gvest Capital View Homes LLC, Gvest Hidden Oaks Homes LLC, and Gvest Springlake Homes LLC. In 2021, the Company formed two entities, Brainerd Place LLC and Bull Creek LLC, for the purpose of exploring opportunities to develop mobile home communities. The Company owns 49% and Gvest Real Estate LLC, an entity whose sole owner is Raymond M. Gee owns 51%. The Company also executed operating agreements with these entities which designate Gvest Capital Management LLC, a company owned and controlled by Gvest Real Estate Capital LLC as manager with the authority, power, and discretion to manage and control the entities’ business decisions. The operating agreements require the Company to make cash contributions to the entities to fund their activities, operations, and existence, if the Company approves the contribution requests from the manager, which ultimately provides the Company with power to direct the economically significant activities of these entities. Primarily due to the Company’s common ownership by Mr. Gee, its power to direct the activities of these entities that most significantly impact their economic performance, and the fact that the Company has the obligation to absorb losses or the right to receive benefits from these entities that could potentially be significant to these entities, Gvest Finance LLC, Gvest Homes I LLC, Gvest Anderson Homes LLC, Gvest Capital View Homes LLC, Gvest Hidden Oaks Homes LLC, Gvest Springlake Homes LLC, Brainerd Place LLC, and Bull Creek LLC are considered to be VIEs in accordance applicable GAAP. A company with interests in a VIE must consolidate the entity if the company is deemed to be the primary beneficiary of the VIE; that is, if it has both (1) the power to direct the economically significant activities of the entity and (2) the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE. Such a determination requires management to evaluate circumstances and relationships that may be difficult to understand and to make a significant judgment, and to repeat the evaluation at each subsequent reporting date. In accordance with applicable GAAP, because of the common ownership among the entities, the consolidation of the VIEs have been accounted for retrospectively as of the beginning of the first period presented in the unaudited condensed consolidated |
Net Income (Loss) Per Share | Net Income (Loss) Per Share Basic net income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding, including vested stock options during the period. Diluted net income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding plus the weighted average number of net shares that would be issued upon exercise of stock options pursuant to the treasury stock method. For the nine months ended September 30, 2021, the potentially dilutive penny options for the purchase of 519,675 shares of common stock were included in basic loss per share. Total dilutive securities outstanding as of September 30, 2021 and 2020 totaled 186,500 and 136,500 stock options, respectively, 1,886,000 convertible Preferred Series A shares which are convertible into common shares at $2.50 per share for a total of 754,400, which are not included in dilutive loss per share as the effect would be anti-dilutive. |
Use of Estimates | Use of Estimates The presentation of financial statements in conformity with GAAP requires management to make estimates and assumptions that effect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results could differ from those estimates. |
Investment Property and Equipment and Depreciation | Investment Property and Equipment and Depreciation Investment property which consists of property and equipment are carried at cost. Depreciation for Sites and Building is computed principally on the straight-line method over the estimated useful lives of the assets (ranging from 15 to 25 years). Depreciation of Improvements to Sites and Buildings, Rental Homes and Equipment and Vehicles is computed principally on the straight-line method over the estimated useful lives of the assets (ranging from 3 to 25 years). Land Development Costs are not depreciated until they are put in use, at which time they are capitalized as Sites and Land Improvements. Interest Expense pertaining to Land Development Costs are capitalized. Maintenance and Repairs are charged to expense as incurred and improvements are capitalized. The costs and related accumulated depreciation of property sold or otherwise disposed of are removed from the financial statement and any gain or loss is reflected in the current period’s results of operations. |
Impairment Policy | Impairment Policy The Company applies FASB ASC 360-10, “Property, Plant & Equipment,” to measure impairment in real estate investments. Rental properties are individually evaluated for impairment when conditions exist which may indicate that it is probable that the sum of expected future cash flows (on an undiscounted basis without interest) from a rental property is less than the carrying value under its historical net cost basis. These expected future cash flows consider factors such as future operating income, trends and prospects as well as the effects of leasing demand, competition and other factors. Upon determination that a permanent impairment has occurred, rental properties are reduced to their fair value. For properties to be disposed of, an impairment loss is recognized when the fair value of the property, less the estimated cost to sell, is less than the carrying amount of the property measured at the time there is a commitment to sell the property and/or it is actively being marketed for sale. A property to be disposed of is reported at the lower of its carrying amount or its estimated fair value, less its cost to sell. Subsequent to the date that a property is held for disposition, depreciation expense is not recorded. There was no impairment during the nine months ended September 30, 2021 and 2020. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid financial instruments purchased with an original maturity of three months or less to be cash equivalents. The Company maintains cash balances at banks and deposits at times may exceed federally insured limits. Management believes that the financial institutions that hold the Company’s cash are financially secure and, accordingly, minimal credit risk exists. At September 30, 2021 and December 31, 2020, the Company had approximately $794,000 and $641,000 above the FDIC-insured limit, respectively, including restricted cash held for tenant security deposits of $541,620 and $339,152, respectively. |
Stock Based Compensation | Stock Based Compensation All stock based payments to employees, nonemployee consultants, and to nonemployee directors for their services as directors, including any grants of restricted stock and stock options, are measured at fair value on the grant date and recognized in the statements of operations as compensation or other expense over the relevant service period in accordance with FASB ASC Topic 718. Stock based payments to nonemployees are recognized as an expense over the period of performance. Such payments are measured at fair value at the earlier of the date a performance commitment is reached or the date performance is completed. In addition, for awards that vest immediately and are nonforfeitable the measurement date is the date the award is issued. The Company recorded stock option expense of $38,033 and $1,724 during the nine months ended September 30, 2021 and 2020, respectively. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company follows paragraph 825-10-50-10 of the FASB ASC for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB ASC to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in GAAP and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. |
Reclassifications | Reclassifications Certain amounts in the prior period presentation have been reclassified to conform with the current presentation. For the nine months ended September 30, 2020, the Company reclassed approximately $16,000 from general and administrative expense to corporate payroll and overhead and $131,000 from amortization expense to interest expense on the unaudited condensed consolidated statements of operations. For the three months ended September 30, 2020, the Company reclassed approximately $2,000 from corporate payroll and overhead to general and administrative expense and $58,000 from amortization expense to interest expense on the unaudited condensed consolidated statements of operations. Also for the year ended December 31, 2020, the Company reclassed approximately $7,000 from buildings to breakout separately as construction in process for comparison purposes to the current period. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, the Company determines deferred tax assets and liabilities on the basis of the differences between the financial statement and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company recognizes deferred tax assets to the extent that the Company believes that these assets are more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines that it would be able to realize its deferred tax assets in the future in excess of their net recorded amount, the Company would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company recognizes interest and penalties, if any, with income tax expense in the accompanying consolidated statement of operations. As of September 30, 2021, and December 31, 2020, there were no such accrued interest or penalties. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” ASU 2016-13 requires that entities use a new forward looking “expected loss” model that generally will result in the earlier recognition of allowance for credit losses. The measurement of expected credit losses is based upon historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. ASU No. 2016-13 is effective for annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2022. The Company is currently evaluating the potential impact this standard may have on the consolidated financial statements. In May 2020, the Securities and Exchange Commission adopted amendments to the financial disclosure requirements in Regulation S-X relating to the acquisition and disposition of businesses by registrants. The amendments, including Rule 3-05, Financial Statements of Businesses Acquired or to Be Acquired; Rule 3-14, Special Instructions for Real Estate Operations to Be Acquired; and Article 11, Pro Forma Financial Information, focus on the financial information required to be disclosed in connection with the acquisition and disposition of businesses, real estate operations, and investment companies and generally increased the thresholds at which acquisitions are deemed significant and require additional disclosures. consolidated Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying unaudited condensed consolidated financial statements. |
Impact of Coronavirus Pandemic | Impact of Coronavirus Pandemic In December 2019, a novel strain of coronavirus was reported to have surfaced in Wuhan, China. On March 11, 2020, the World Health Organization declared the outbreak a pandemic, and on March 13, 2020, the United States declared a national emergency. Most states and cities, including where the Company’s properties are located, have reacted by instituting quarantines, restrictions on travel, “stay at home” rules and restrictions on the types of businesses that may continue to operate, as well as guidance in response to the pandemic and the need to contain it. The rules and restrictions put in place have had a negative impact on the economy and business activity and may adversely impact the ability of the Company’s tenants, many of whom may be restricted in their ability to work, to pay their rent as and when due. In addition, the Company’s property managers may be limited in their ability to properly maintain the Company’s properties. Enforcing the Company’s rights as landlord against tenants who fail to pay rent or otherwise do not comply with the terms of their leases may not be possible as many jurisdictions, including those where are properties are located, have established rules and/or regulations preventing us from evicting tenants for certain periods in response to the pandemic. If the Company is unable to enforce its rights as landlords, our business would be materially affected. If the current pace of the pandemic does not continue to slow and the spread of the virus is not contained, the Company’s business operations could be further delayed or interrupted. The Company expects that government and health authorities may announce new or extend existing restrictions, which could require the Company to make further adjustments to its operations in order to comply with any such restrictions. The duration of any business disruption cannot be reasonably estimated at this time but may materially affect the Company’s ability to operate its business and result in additional costs. The extent to which the pandemic may impact the Company’s results will depend on future developments, which are highly uncertain and cannot be predicted as of the date of this report, including new information that may emerge concerning the severity of the pandemic and steps taken to contain the pandemic or treat its impact, among others. Nevertheless, the pandemic and the current financial, economic and capital markets environment present material uncertainty and risk with respect to the Company’s performance, financial condition, results of operations and cash flows. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies and Organization (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Schedule of subsidiaries | Name of Subsidiary State of Formation Date of Formation Ownership Mobile Home Rentals LLC North Carolina September 30, 2016 100 % Pecan Grove MHP LLC North Carolina October 12, 2016 100 % Azalea MHP LLC North Carolina October 25, 2017 100 % Holly Faye MHP LLC North Carolina October 25, 2017 100 % Chatham Pines MHP LLC North Carolina October 31, 2017 100 % Maple Hills MHP LLC North Carolina October 31, 2017 100 % Lakeview MHP LLC South Carolina November 1, 2017 100 % MHP Pursuits LLC North Carolina January 31, 2019 100 % Hunt Club MHP LLC South Carolina March 8, 2019 100 % B&D MHP LLC South Carolina April 4, 2019 100 % Crestview MHP LLC North Carolina June 28, 2019 100 % Springlake MHP LLC Georgia October 10, 2019 100 % ARC MHP LLC South Carolina November 13, 2019 100 % Countryside MHP LLC South Carolina March 12, 2020 100 % Evergreen MHP LLC Tennessee March 17, 2020 100 % Golden Isles MHP LLC Georgia March 16, 2021 100 % Anderson MHP LLC South Carolina June 2, 2021 100 % Capital View MHP LLC South Carolina August 6, 2021 100 % Hidden Oaks MHP LLC South Carolina August 6, 2021 100 % North Raleigh MHP LLC* North Carolina September 16, 2021 100 % Gvest Finance LLC North Carolina December 11, 2018 VIE Gvest Homes I LLC Delaware November 9, 2020 VIE Brainerd Place LLC Delaware February 24, 2021 VIE Bull Creek LLC Delaware April 13, 2021 VIE Gvest Anderson Homes LLC Delaware June 22, 2021 VIE Gvest Capital View Homes LLC Delaware August 6, 2021 VIE Gvest Hidden Oaks Homes LLC Delaware August 6, 2021 VIE Gvest Springlake Homes LLC* Delaware September 24, 2021 VIE * During the three and nine months ended September 30, 2021, there was no activity in North Raleigh MHP LLC nor Gvest Springlake Homes LLC. |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Variable Interest Entities [Abstract] | |
Schedule of consolidated financial statements | September 30, December 31, Assets Investment Property $ 12,273,144 $ 6,036,057 Accumulated Depreciation and Amortization (632,260 ) (387,780 ) Net Investment Property 11,640,884 5,648,277 Cash and Cash Equivalents 463,889 9,234 Accounts Receivable, net 39,232 3,506 Other Assets 950,935 14,652 Total Assets $ 13,094,940 $ 5,675,669 Liabilities and Deficit Accounts Payable $ 80,410 $ 4,969 Notes Payable, net of $13,083 and $0 debt discount 5,816,416 1,994,640 Lines of Credit, net of $124,693 and $134,051 debt discount 4,889,357 3,214,916 Accrued Liabilities* 2,269,253 9,439 Tenant Security Deposits - 1,499 Total Liabilities 13,055,436 5,225,463 Non-Controlling interest 39,504 450,206 Total Non-controlling interest in variable interest entity equity 39,504 450,206 |
Investment Property (Tables)
Investment Property (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | September 30, December 31, Investment Property Land $ 15,293,818 $ 11,293,818 Site and Land Improvements 24,107,172 20,924,112 Buildings and Improvements 12,735,309 8,019,901 Construction in Process 1,897,258 7,092 Total Investment Property 54,033,557 40,244,923 Less: Accumulated Depreciation and Amortization (4,187,657 ) (2,779,201 ) Net Investment Property $ 49,845,900 $ 37,465,722 |
Acquisitions and Disposals (Tab
Acquisitions and Disposals (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Acquisitions and Disposals [Abstract] | |
Schedule of asset acquisitions from third parties and have been accounted for as asset acquisitions | Acquisition Date Name Land Improvements Building Total Purchase Price March 2020 Countryside MHP $ 152,880 $ 3,194,245 $ 352,875 $ 3,700,000 March 2020 Evergreen MHP 340,000 1,111,000 - 1,451,000 $ 492,880 $ 4,305,245 $ 352,875 $ 5,151,000 March 2021 Golden Isles MHP $ 1,050,000 $ 487,500 $ - $ 1,537,500 March 2021 Golden Isles Gvest - - 785,784 785,784 July 2021 Anderson MHP 2,310,000 877,945 (b) 120,390 3,308,335 July 2021 Anderson Gvest - - 2,009,568 2,009,568 September 2021 Capital View MHP 350,000 776,063 - 1,126,063 September 2021 Capital View Gvest - - 343,943 343,943 September 2021 Hidden Oaks MHP 290,000 864,585 - 1,154,585 September 2021 Hidden Oaks Gvest - - 417,831 417,831 $ 4,000,000 $ 3,006,093 $ 3,677,516 $ 10,683,609 |
Schedule of pro-forma information | Nine Months Nine Months Total revenue $ 7,758,568 7,200,417 Total expenses 4,473,025 3,653,292 Depreciation expense 1,794,426 1,693,790 Interest expense 1,852,965 1,999,089 Other income 139,300 - Net income (loss) $ (222,548 ) (145,754 ) Net income (loss) attributable to non-controlling interest (416,469 ) (490,875 ) Net income (loss) attributable to Manufactured Housing Properties, Inc 193,921 345,121 Preferred stock dividends / accretion 1,627,254 1,355,217 Net income (loss) $ (1,433,333 ) (1,010,096 ) Net loss per share $ (0.11 ) (0.08 ) Three Months Three Months Total revenue $ 2,691,532 2,497,607 Total expenses 1,474,842 1,171,186 Depreciation expense 604,926 575,476 Interest expense 645,722 615,521 Net income (loss) $ (33,958 ) 135,424 Net income (loss) attributable to non-controlling interest (526,607 ) (135,966 ) Net income (loss) attributable to Manufactured Housing Properties, Inc 492,649 271,390 Preferred stock dividends / accretion 557,580 432,845 Net income (loss) $ (64,931 ) (161,455 ) Net loss per share $ (0.01 ) (0.01 ) |
Promissory Notes (Tables)
Promissory Notes (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of outstanding balance on these notes | Maturity Date Interest Rate Balance 09/30/21 Balance 12/31/20 Pecan Grove MHP LLC 02/22/29 5.250 % 2,986,791 3,037,625 Azalea MHP LLC 03/01/29 5.400 % 795,701 810,741 Holly Faye MHP LLC 03/01/29 5.400 % 579,825 579,825 Chatham MHP LLC 04/01/24 5.875 % 1,708,006 1,734,828 Lakeview MHP LLC 03/01/29 5.400 % 1,812,446 1,832,264 B&D MHP LLC 05/02/29 5.500 % 1,789,424 1,818,303 Hunt Club MHP LLC 01/01/33 3.430 % 2,410,247 2,445,011 Crestview MHP LLC 12/31/30 3.250 % 4,714,717 4,800,000 Maple Hills MHP LLC 12/01/30 3.250 % 2,357,359 2,400,000 Springlake MHP LLC* 11/14/21 3.310 % 4,000,000 4,000,000 ARC MHP LLC 01/01/30 5.500 % 3,829,029 3,885,328 Countryside MHP LLC 03/20/50 5.500 % 1,690,130 1,700,000 Evergreen MHP LLC 04/01/32 3.990 % 1,120,305 1,135,502 Golden Isles MHP LLC 03/31/26 4.000 % 787,500 - Anderson MHP LLC 07/10/26 5.210 % 2,153,807 - Capital View MHP LLC 09/10/26 5.390 % 817,064 - Hidden Oaks MHP LLC 09/10/26 5.330 % 823,440 - Gvest Finance LLC (B&D homes) 05/01/24 5.000 % 666,853 694,640 Gvest Finance LLC (Countryside homes) 03/20/50 5.500 % 1,292,454 1,300,000 Gvest Finance LLC (Golden Isles homes) 03/31/36 4.000 % 787,500 - Gvest Finance LLC (Springlake homes)* 04/01/36 6.620 % 311,402 - Gvest Anderson Homes LLC 07/10/26 5.210 % 2,006,193 - Gvest Capital View Homes LLC 09/10/26 5.390 % 342,936 - Gvest Hidden Oaks Homes LLC 09/10/26 5.330 % 416,560 - PPP Loan 05/01/22 1.000 % - 139,300 Total note payables 40,199,689 32,313,367 Discount Direct Lender Fees (1,588,591 ) (1,096,629 ) Total net of Discount $ 38,611,098 $ 31,216,738 |
Schedule of minimum annual principal payments of notes payable | 2021 5,805,035 2022 767,332 2023 838,250 2024 3,053,686 2025 899,882 Thereafter 33,849,554 Total minimum principal payments $ 45,213,739 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Stockholders' Equity Note [Abstract] | |
Schedule of stock options outstanding | Number of Weighted Weighted Outstanding at December 31, 2020 656,175 $ 0.03 7.7 Granted 50,000 2.24 9.3 Exercised - - - Forfeited / cancelled / expired - - - Outstanding at September 30, 2021 706,175 $ 0.22 6.8 |
Schedule of summarizes information concerning options outstanding | Strike Price Outstanding Weighted Weighted Vested stock Weighted $ 0.01 519,675 6.2 $ 0.01 519,675 $ 0.01 $ 0.27 136,500 8.3 $ 0.27 91,000 $ 0.27 $ 0.27 50,000 9.3 $ 0.27 16,667 $ 0.27 |
Schedule of stock option assumptions | Risk-free interest rate 0.26 - 1.40 % Expected dividend yield 0.00 % Expected volatility 16.03 – 273.98 % Expected life of options (in years) 6.5 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies and Organization (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Subsidiary total | $ 4,648,967 | |||
Debt service plus | 5.00% | |||
Gvest real estate LLC Percentage | 49.00% | |||
Chairman and chief executive officer percentage | 51.00% | |||
Options for purchase of common stock (in Shares) | 519,675 | |||
Dilutive securities outstanding (in Shares) | 186,500 | 136,500 | ||
Federal deposit insurance corporation expense | $ 794,000 | $ 641,000 | ||
Security deposits | 541,620 | 339,152 | ||
Stock option expense | $ 38,033 | |||
General and administrative expense | $ 2,000 | $ 16,000 | ||
Interest expense | $ 131,000 | |||
Amortization expense | $ 58,000 | |||
Company reclassed buildings to breakout | $ 7,000 | |||
Tax benefit percentage | 50.00% | |||
Minimum [Member] | ||||
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Estimated useful lives | 3 years | |||
Minimum [Member] | Sites and Building [Member] | ||||
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Estimated useful lives | 15 years | |||
Maximum [Member] | ||||
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Estimated useful lives | 25 years | |||
Maximum [Member] | Sites and Building [Member] | ||||
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Estimated useful lives | 25 years | |||
Series A Preferred Stock [Member] | ||||
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Convertible share (in Shares) | 1,886,000 | |||
Convertible share price (in Dollars per share) | $ 2.5 | |||
Common shares issued (in Shares) | 754,400 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries | 9 Months Ended | |
Sep. 30, 2021 | ||
Subsidiary One [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Mobile Home Rentals LLC | |
State of Formation | North Carolina | |
Date of Formation | September 30, 2016 | |
Ownership | 100.00% | |
Subsidiary Two [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Pecan Grove MHP LLC | |
State of Formation | North Carolina | |
Date of Formation | October 12, 2016 | |
Ownership | 100.00% | |
Subsidiary Three [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Azalea MHP LLC | |
State of Formation | North Carolina | |
Date of Formation | October 25, 2017 | |
Ownership | 100.00% | |
Subsidiary Four [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Holly Faye MHP LLC | |
State of Formation | North Carolina | |
Date of Formation | October 25, 2017 | |
Ownership | 100.00% | |
Subsidiary Five [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Chatham Pines MHP LLC | |
State of Formation | North Carolina | |
Date of Formation | October 31, 2017 | |
Ownership | 100.00% | |
Subsidiary Six [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Maple Hills MHP LLC | |
State of Formation | North Carolina | |
Date of Formation | October 31, 2017 | |
Ownership | 100.00% | |
Subsidiary Seven [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Lakeview MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | November 1, 2017 | |
Ownership | 100.00% | |
Subsidiary Eight [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | MHP Pursuits LLC | |
State of Formation | North Carolina | |
Date of Formation | January 31, 2019 | |
Ownership | 100.00% | |
Subsidiary Nine [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Hunt Club MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | March 8, 2019 | |
Ownership | 100.00% | |
Subsidiary Ten [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | B&D MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | April 4, 2019 | |
Ownership | 100.00% | |
Subsidiary Eleven [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Crestview MHP LLC | |
State of Formation | North Carolina | |
Date of Formation | June 28, 2019 | |
Ownership | 100.00% | |
Subsidiary Twelve [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Springlake MHP LLC | |
State of Formation | Georgia | |
Date of Formation | October 10, 2019 | |
Ownership | 100.00% | |
Subsidiary Thirteen [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | ARC MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | November 13, 2019 | |
Ownership | 100.00% | |
Subsidiary Fourteen [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Countryside MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | March 12, 2020 | |
Ownership | 100.00% | |
Subsidiary Fifteen [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Evergreen MHP LLC | |
State of Formation | Tennessee | |
Date of Formation | March 17, 2020 | |
Ownership | 100.00% | |
Subsidiary Sixteen [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Golden Isles MHP LLC | |
State of Formation | Georgia | |
Date of Formation | March 16, 2021 | |
Ownership | 100.00% | |
Subsidiary Seventeen [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Anderson MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | June 2, 2021 | |
Ownership | 100.00% | |
Subsidiary Eighteen [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Capital View MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | August 6, 2021 | |
Ownership | 100.00% | |
Subsidiary Nineteen [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Hidden Oaks MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | August 6, 2021 | |
Ownership | 100.00% | |
Subsidiary Twenty [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | North Raleigh MHP LLC* | [1] |
State of Formation | North Carolina | [1] |
Date of Formation | September 16, 2021 | [1] |
Ownership | 100.00% | [1] |
Gvest Finance LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Gvest Finance LLC | |
State of Formation | North Carolina | |
Date of Formation | December 11, 2018 | |
Ownership | VIE | |
Gvest Homes I LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Gvest Homes I LLC | |
State of Formation | Delaware | |
Date of Formation | November 9, 2020 | |
Ownership | VIE | |
Subsidiary Twenty One [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Brainerd Place LLC | |
State of Formation | Delaware | |
Date of Formation | February 24, 2021 | |
Ownership | VIE | |
Subsidiary Twenty Two [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Bull Creek LLC | |
State of Formation | Delaware | |
Date of Formation | April 13, 2021 | |
Ownership | VIE | |
Gvest Anderson Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Gvest Anderson Homes LLC | |
State of Formation | Delaware | |
Date of Formation | June 22, 2021 | |
Ownership | VIE | |
Gvest Capital View Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Gvest Capital View Homes LLC | |
State of Formation | Delaware | |
Date of Formation | August 6, 2021 | |
Ownership | VIE | |
Gvest Hidden Oaks Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Gvest Hidden Oaks Homes LLC | |
State of Formation | Delaware | |
Date of Formation | August 6, 2021 | |
Ownership | VIE | |
Gvest Springlake Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries [Line Items] | ||
Name of Subsidiary/VIE | Gvest Springlake Homes LLC* | |
State of Formation | Delaware | |
Date of Formation | September 24, 2021 | |
Ownership | VIE | |
[1] | During the three and nine months ended September 30, 2021, there was no activity in North Raleigh MHP LLC nor Gvest Springlake Homes LLC. |
Variable Interest Entities (Det
Variable Interest Entities (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Variable Interest Entities [Abstract] | |||||
Net operating income/loss | $ 516,506 | $ 41,649 | |||
Additional management fee | 328,762 | $ 0 | $ 587,762 | $ 0 | |
Net income (loss) | 343,073 | $ 41,972 | |||
Accrued liabilities | $ 2,158,046 | $ 2,158,046 | $ 0 |
Variable Interest Entities (D_2
Variable Interest Entities (Details) - Schedule of consolidated financial statements - VIE's [Member] - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 | |
Assets | |||
Investment Property | $ 12,273,144 | $ 6,036,057 | |
Accumulated Depreciation | (632,260) | (387,780) | |
Net Investment Property | 11,640,884 | 5,648,277 | |
Cash and Cash Equivalents | 463,889 | 9,234 | |
Accounts Receivable, net | 39,232 | 3,506 | |
Other Assets | 950,935 | 14,652 | |
Total Assets | 13,094,940 | 5,675,669 | |
Liabilities and Deficit | |||
Accounts Payable | 80,410 | 4,969 | |
Notes Payable, net of $13,083 and $0 debt discount | 5,816,416 | 1,994,640 | |
Lines of Credit, net of $124,693 and $134,051 debt discount | 4,889,357 | 3,214,916 | |
Accrued Liabilities | [1] | 2,269,253 | 9,439 |
Tenant Security Deposits | 1,499 | ||
Total Liabilities | 13,055,436 | 5,225,463 | |
Non-Controlling interest | 39,504 | 450,206 | |
Total Non-controlling interest in variable interest entity equity | $ 39,504 | $ 450,206 | |
[1] | Included in accrued liabilities is an intercompany balance of $2,158,046 and $0 as of September 30, 2021 and December 31, 2020, respectively. The intercompany balances have been eliminated on the consolidated balance sheet. |
Variable Interest Entities (D_3
Variable Interest Entities (Details) - Schedule of consolidated financial statements (Parentheticals) - VIE's [Member] - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Notes Payable, net of debt discount | $ 13,083 | $ 0 |
Lines of Credit, net of debt discount | $ 124,693 | $ 134,051 |
Investment Property (Details)
Investment Property (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Investment Property (Details) [Line Items] | |||||
Depreciation expense | $ 507,493 | $ 447,266 | $ 1,411,158 | $ 1,259,713 | |
Manufactured homes | 1,626,863 | ||||
Investment property balances | $ 7,092 | ||||
Total gross acquisition costs | 154,672 | ||||
Site and Land Improvements []Member[ | |||||
Investment Property (Details) [Line Items] | |||||
Total gross acquisition costs | 5,713 | ||||
Building Improvements [Member] | |||||
Investment Property (Details) [Line Items] | |||||
Total gross acquisition costs | $ 1,269 |
Investment Property (Details) -
Investment Property (Details) - Schedule of property and equipment - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Investment Property | ||
Land | $ 15,293,818 | $ 11,293,818 |
Site and Land Improvements | 24,107,172 | 20,924,112 |
Buildings and Improvements | 12,735,309 | 8,019,901 |
Construction in Process | 1,897,258 | 7,092 |
Total Investment Property | 54,033,557 | 40,244,923 |
Less: Accumulated Depreciation and Amortization | (4,187,657) | (2,779,201) |
Net Investment Property | $ 49,845,900 | $ 37,465,722 |
Acquisitions and Disposals (Det
Acquisitions and Disposals (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Disclosure Text Block Supplement [Abstract] | ||
Vehicles and equipment | $ 156,465 | |
Total sale price | $ 2,100,000 | |
Accumulated amortization | 1,338,022 | |
Mortgage costs | 109,529 | |
Gain on sale of property | $ 761,978 |
Acquisitions and Disposals (D_2
Acquisitions and Disposals (Details) - Schedule of asset acquisitions from third parties and have been accounted for as asset acquisitions | 9 Months Ended | |
Sep. 30, 2021USD ($) | ||
Countryside MHP [Member] | ||
Business Acquisition [Line Items] | ||
Acquisition Date | March 2020 | |
Land | $ 152,880 | |
Improvements | 3,194,245 | |
Building | 352,875 | |
Acquisition Cost | $ 3,700,000 | |
Evergreen MHP [Member] | ||
Business Acquisition [Line Items] | ||
Acquisition Date | March 2020 | |
Land | $ 340,000 | |
Improvements | 1,111,000 | |
Building | ||
Acquisition Cost | 1,451,000 | |
Evergreen One [Member] | ||
Business Acquisition [Line Items] | ||
Land | 492,880 | |
Improvements | 4,305,245 | |
Building | 352,875 | |
Acquisition Cost | $ 5,151,000 | |
Golden Isles MHP [Member] | ||
Business Acquisition [Line Items] | ||
Acquisition Date | March 2021 | |
Land | $ 1,050,000 | |
Improvements | 487,500 | |
Building | ||
Acquisition Cost | $ 1,537,500 | |
Golden Isles Gvest [Member] | ||
Business Acquisition [Line Items] | ||
Acquisition Date | March 2021 | |
Land | ||
Improvements | ||
Building | 785,784 | |
Acquisition Cost | $ 785,784 | |
Anderson MHP [Member] | ||
Business Acquisition [Line Items] | ||
Acquisition Date | July 2021 | |
Land | $ 2,310,000 | |
Improvements | 877,945 | [1] |
Building | 120,390 | |
Acquisition Cost | $ 3,308,335 | |
Anderson Gvest [Member] | ||
Business Acquisition [Line Items] | ||
Acquisition Date | July 2021 | |
Land | ||
Improvements | ||
Building | 2,009,568 | |
Acquisition Cost | $ 2,009,568 | |
Capital View MHP [Member] | ||
Business Acquisition [Line Items] | ||
Acquisition Date | September 2021 | |
Land | $ 350,000 | |
Improvements | 776,063 | |
Building | ||
Acquisition Cost | $ 1,126,063 | |
Capital View Gvest [Member] | ||
Business Acquisition [Line Items] | ||
Acquisition Date | September 2021 | |
Land | ||
Improvements | ||
Building | 343,943 | |
Acquisition Cost | $ 343,943 | |
Hidden Oaks MHP [Member] | ||
Business Acquisition [Line Items] | ||
Acquisition Date | September 2021 | |
Land | $ 290,000 | |
Improvements | 864,585 | |
Building | ||
Acquisition Cost | $ 1,154,585 | |
Hidden Oaks Gvest [Member] | ||
Business Acquisition [Line Items] | ||
Acquisition Date | September 2021 | |
Land | ||
Improvements | ||
Building | 417,831 | |
Acquisition Cost | 417,831 | |
Hidden Oaks Gvest One [Member] | ||
Business Acquisition [Line Items] | ||
Land | 4,000,000 | |
Improvements | 3,006,093 | |
Building | 3,677,516 | |
Acquisition Cost | $ 10,683,609 | |
[1] | Anderson MHP also purchased vehicles and equipment totaling $156,465 which is included in the improvements column above. |
Acquisitions and Disposals (D_3
Acquisitions and Disposals (Details) - Schedule of pro-forma information - USD ($) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021 | Sep. 30, 2021 | |
Consolidated [Member] | ||
Acquisitions and Disposals (Details) - Schedule of pro-forma information [Line Items] | ||
Total revenue | $ 2,691,532 | $ 7,758,568 |
Total expenses | 1,474,842 | 4,473,025 |
Depreciation expense | 604,926 | 1,794,426 |
Interest expense | 645,722 | 1,852,965 |
Other income | 139,300 | |
Net income (loss) | (33,958) | (222,548) |
Net income (loss) attributable to non-controlling interest | (526,607) | (416,469) |
Net income (loss) attributable to Manufactured Housing Properties, Inc | 492,649 | 193,921 |
Preferred stock dividends / accretion | 557,580 | 1,627,254 |
Net income (loss) | $ (64,931) | $ (1,433,333) |
Net loss per share (in Dollars per share) | $ (0.01) | $ (0.11) |
Acquisitions/Disposition [Member] | ||
Acquisitions and Disposals (Details) - Schedule of pro-forma information [Line Items] | ||
Total revenue | $ 2,497,607 | $ 7,200,417 |
Total expenses | 1,171,186 | 3,653,292 |
Depreciation expense | 575,476 | 1,693,790 |
Interest expense | 615,521 | 1,999,089 |
Net income (loss) | 135,424 | (145,754) |
Net income (loss) attributable to non-controlling interest | (135,966) | (490,875) |
Net income (loss) attributable to Manufactured Housing Properties, Inc | 271,390 | 345,121 |
Preferred stock dividends / accretion | 432,845 | 1,355,217 |
Net income (loss) | $ (161,455) | $ (1,010,096) |
Net loss per share (in Dollars per share) | $ (0.01) | $ (0.08) |
Promissory Notes (Details)
Promissory Notes (Details) - USD ($) | May 01, 2020 | May 08, 2017 | Dec. 24, 2021 | Jul. 26, 2021 | Dec. 24, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Oct. 01, 2017 |
Promissory Notes (Details) [Line Items] | |||||||||||
Sixteen loan amount | $ 33,126,883 | $ 33,126,883 | |||||||||
Outstanding balance | $ 0 | ||||||||||
Debt instrument notes, description | Monthly principal and interest payments are deferred for six months after the date of disbursement. | ||||||||||
Outstanding balance | 45,213,739 | $ 45,213,739 | |||||||||
Borrowing amount | $ 1,500,000 | ||||||||||
Commitment amount | $ 200,000,000 | ||||||||||
lender agreed to increase amount | $ 8,500,000 | $ 3,422,260 | |||||||||
Bears interest rate | 8.375% | ||||||||||
Pay fee lender equal percentage | 1.00% | ||||||||||
Advance amount | $ 3,348,967 | ||||||||||
Offset payments | $ 35,073 | ||||||||||
Due from lender | 850,000 | ||||||||||
Outstanding balance | 3,387,187 | 3,348,967 | |||||||||
Discount direct lender fees | $ 124,693 | $ 134,051 | |||||||||
Line of credit agreement description | Gvest Finance LLC entered into a floorplan credit agreement, rental homes credit agreement, and a credit and security supplemental agreement pursuant to which the lender has agreed to make available to Gvest Finance LLC a secured credit facility whose joint aggregate credit limit is $5,000,000, consisting of (i) a credit limit of up to $1,000,000 under a floorplan line to be used to finance the acquisition of manufactured homes for retail sale and (ii) a credit limit of up to $4,000,000 under a rental line to finance the acquisition of rental homes. The lender subsequently agreed to extend the credit limit for the floorplan line to $2,000,000. | ||||||||||
Line of credit interest description | (i) Day 1-360: LIBOR plus 6% per annum; (ii) Day 361-720: LIBOR plus 7% per annum; and (iii) Day 721+: LIBOR plus 8% per annum. Interest shall also accrue at the lesser of (a) the “LIBOR Rate”, plus 10% per annum and (b) the maximum lawful rate of interest permitted under applicable law. Interest shall be payable monthly, in arrears, and shall be due and payable on or before the 15th day of the month following the month in which such interest accrues. | ||||||||||
Total interest expense | $ 0 | $ 0 | $ 0 | $ 0 | |||||||
Metrolina Loan Holdings, LLC [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Related party promissory note, description | the Company issued a promissory note to Metrolina Loan Holdings, LLC (“Metrolina”) in the principal amount of $3,000,000. The note is interest only payment based on 8%, and 10% deferred until maturity to be paid with principal balance. The note originally awarded Metrolina 455,000 shares of Common Stock as consideration, which resulted in making Metrolina a related party due to its significant ownership. During the year ended December 31, 2019, the Company paid off the entire balance on the note of $2,754,550 plus interest and amended the agreement to allow for the redeployment of the $3,000,000 available, eliminated the conversion option whereby Metrolina could convert the ratio of total outstanding debt at time of exercise of the option into an amount of newly issued shares of the Company’s Common Stock determined by dividing the outstanding indebtedness by $3,000,000 multiplied by 10% with a cap of 864,500 shares. The amendment resulted in issuing an additional 545,000 shares with a fair value of $305,200 for a total of 1,000,000 shares awarded to Metrolina. The note gives Metrolina the right and option to purchase its pro rata share of debt or equity securities issued to maintain up to 10% equity interest in the Company at the most recent price of any equity transaction for seven years from the amendment dated February 26, 2019. This note was to mature in May of 2023. | ||||||||||
Minimum [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Promissory notes range | 3.31% | 3.31% | |||||||||
Promissory notes term | 5 years | ||||||||||
Maximum [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Promissory notes range | 6.62% | 6.62% | |||||||||
Promissory notes term | 30 years | ||||||||||
Promissory Notes [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Outstanding balance | $ 40,199,689 | $ 40,199,689 | |||||||||
Revolving Promissory Note [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Outstanding balance | $ 0 | $ 0 | |||||||||
Paycheck Protection Program [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Outstanding balance | $ 139,300 | ||||||||||
Bears interest rate | 1.00% |
Promissory Notes (Details) - Sc
Promissory Notes (Details) - Schedule of outstanding balance on these notes - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Totals note payables | $ 40,199,689 | $ 32,313,367 |
Discount Direct Lender Fees | (1,588,591) | (1,096,629) |
Total net of Discount | $ 38,611,098 | 31,216,738 |
Pecan Grove MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Feb. 22, 2029 | |
Interest Rate | 5.25% | |
Totals note payables | $ 2,986,791 | 3,037,625 |
Azalea MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Mar. 1, 2029 | |
Interest Rate | 5.40% | |
Totals note payables | $ 795,701 | 810,741 |
Holly Faye MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Mar. 1, 2029 | |
Interest Rate | 5.40% | |
Totals note payables | $ 579,825 | 579,825 |
Chatham MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Apr. 1, 2024 | |
Interest Rate | 5.875% | |
Totals note payables | $ 1,708,006 | 1,734,828 |
Lakeview MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Mar. 1, 2029 | |
Interest Rate | 5.40% | |
Totals note payables | $ 1,812,446 | 1,832,264 |
B&D MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | May 2, 2029 | |
Interest Rate | 5.50% | |
Totals note payables | $ 1,789,424 | 1,818,303 |
Hunt Club MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Jan. 1, 2033 | |
Interest Rate | 3.43% | |
Totals note payables | $ 2,410,247 | 2,445,011 |
Crestview MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Dec. 31, 2030 | |
Interest Rate | 3.25% | |
Totals note payables | $ 4,714,717 | 4,800,000 |
Maple Hills MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Dec. 1, 2030 | |
Interest Rate | 3.25% | |
Totals note payables | $ 2,357,359 | 2,400,000 |
Springlake MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Nov. 14, 2021 | |
Interest Rate | 3.31% | |
Totals note payables | $ 4,000,000 | 4,000,000 |
ARC MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Jan. 1, 2030 | |
Interest Rate | 5.50% | |
Totals note payables | $ 3,829,029 | 3,885,328 |
Countryside MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Mar. 20, 2050 | |
Interest Rate | 5.50% | |
Totals note payables | $ 1,690,130 | 1,700,000 |
Evergreen MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Apr. 1, 2032 | |
Interest Rate | 3.99% | |
Totals note payables | $ 1,120,305 | 1,135,502 |
Golden Isles MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Mar. 31, 2026 | |
Interest Rate | 4.00% | |
Totals note payables | $ 787,500 | |
Anderson MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Jul. 10, 2026 | |
Interest Rate | 5.21% | |
Totals note payables | $ 2,153,807 | |
Capital View MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Sep. 10, 2026 | |
Interest Rate | 5.39% | |
Totals note payables | $ 817,064 | |
Hidden Oaks MHP LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Sep. 10, 2026 | |
Interest Rate | 5.33% | |
Totals note payables | $ 823,440 | |
Gvest B&D [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | May 1, 2024 | |
Interest Rate | 5.00% | |
Totals note payables | $ 666,853 | 694,640 |
Gvest Countryside [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Mar. 20, 2050 | |
Interest Rate | 5.50% | |
Totals note payables | $ 1,292,454 | 1,300,000 |
Gvest Golden Isles [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Mar. 31, 2036 | |
Interest Rate | 4.00% | |
Totals note payables | $ 787,500 | |
Gvest Springlake [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Apr. 1, 2036 | |
Interest Rate | 6.62% | |
Totals note payables | $ 311,402 | |
Gvest Anderson Homes LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Jul. 10, 2026 | |
Interest Rate | 5.21% | |
Totals note payables | $ 2,006,193 | |
Gvest Capital View Homes LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Sep. 10, 2026 | |
Interest Rate | 5.39% | |
Totals note payables | $ 342,936 | |
Gvest Hidden Oaks Homes LLC [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | Sep. 10, 2026 | |
Interest Rate | 5.33% | |
Totals note payables | $ 416,560 | |
PPP Loan [Member] | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | ||
Maturity Date | May 1, 2022 | |
Interest Rate | 1.00% | |
Totals note payables | $ 139,300 |
Promissory Notes (Details) - _2
Promissory Notes (Details) - Schedule of minimum annual principal payments of notes payable | Sep. 30, 2021USD ($) |
Schedule of minimum annual principal payments of notes payable [Abstract] | |
2021 | $ 5,805,035 |
2022 | 767,332 |
2023 | 838,250 |
2024 | 3,053,686 |
2025 | 899,882 |
Thereafter | 33,849,554 |
Total minimum principal payments | $ 45,213,739 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | May 24, 2021 | Nov. 01, 2019 | May 08, 2019 | Apr. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Jan. 31, 2021 |
Stockholders' Equity (Details) [Line Items] | ||||||||
Preferred stock balance | $ 758,551 | |||||||
Accretion of put options (in Shares) | 1,008,896 | |||||||
Accretion of put options | $ 1,148,623 | |||||||
Preferred Stock issued and outstandings (in Shares) | 641,254 | |||||||
Designation, description | The Company filed this designation in anticipation of the launching of a new offering under Regulation A of Section 3(6) of the Securities Act of 1933, as amended, for Tier 2 offerings, pursuant to which the Company plans to offer up to 47,000 shares of Series C Preferred Stock at an offering price of $1,000 per share for a maximum offering amount of $47 million. | |||||||
Paid dividends | $ 3,488 | |||||||
Dividends | $ 0 | |||||||
Redemptions limited percentage | 4.00% | |||||||
Percentage of aggregate redemption price, description | ●11% if the redemption is requested on or before the first anniversary of the original issuance of such shares; ● 8% if the redemption is requested after the first anniversary and on or before the second anniversary of the original issuance of such shares; ● 5% if the redemption is requested after the second anniversary and on or before the third anniversary of the original issuance of such shares; and ●after the third anniversary of the date of original issuance of shares to be redeemed, no redemption fee shall be subtracted from the redemption price. | |||||||
Redemption price include premium stated value | 10.00% | |||||||
Issuance costs | $ 91,000 | |||||||
Common Stock, shares authorized (in Shares) | 200,000,000 | 200,000,000 | ||||||
Common stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 | ||||||
Common Stock, shares issued (in Shares) | 12,403,680 | 12,398,580 | ||||||
Common stock shares outstanding (in Shares) | 12,403,680 | 12,398,580 | ||||||
Stock Issued for cash value | $ 32,500 | |||||||
Stock issued for cash shares (in Shares) | 5,100 | 11,100 | ||||||
Stock Issued for cash value | $ 1,377 | $ 2,997 | ||||||
Granted shares (in Shares) | 706,175 | 656,175 | ||||||
Stock option expense | $ 38,033 | $ 1,724 | ||||||
Aggregate share of money options (in Shares) | 706,175 | |||||||
Aggregate intrinsic value | $ 2,133,591 | |||||||
Equity Incentive Plan [Member] | ||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||
Granted shares (in Shares) | 706,175 | |||||||
Remaining shares under plan (in Shares) | 293,825 | |||||||
Shares issued (in Shares) | 50,000 | |||||||
Board members [Member] | ||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||
Stock Issued for service shares (in Shares) | 50,000 | |||||||
Preferred Stock [Member] | ||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||
Preferred stock shares, authorized (in Shares) | 10,000,000 | |||||||
Preferred stock par value (in Dollars per share) | $ 0.01 | |||||||
Series A Preferred Stock [Member] | ||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||
Preferred stock shares, authorized (in Shares) | 4,000,000 | 4,000,000 | ||||||
Preferred stock par value (in Dollars per share) | $ 0.01 | $ 0.01 | ||||||
Preferred stock, designated shares (in Shares) | 4,000,000 | |||||||
Cumulative dividends, per shares (in Dollars per share) | $ 0.017 | |||||||
Dividend rate, percentage | 8.00% | |||||||
Liquidation preference per share (in Dollars per share) | $ 2.5 | |||||||
Dividends paid | $ 290,561 | $ 281,720 | ||||||
Liquidation preference (in Shares) | 2.5 | |||||||
Conversion price (in Dollars per share) | $ 2.5 | |||||||
Common Stock is greater than liquidation preference, per shares (in Dollars per share) | $ 2.5 | |||||||
Redemption the outstanding shares (in Dollars per share) | $ 3.75 | |||||||
Percentage of original issue price | 150.00% | |||||||
Price equal (in Dollars per share) | $ 3.75 | |||||||
Original issue purchase price | 150.00% | |||||||
Preferred stock put option cost | $ 354,396 | |||||||
Preferred stock balance (in Shares) | 1,886,000 | |||||||
Preferred stock balance | $ 4,715,000 | |||||||
Preferred stock issued and outstanding (in Shares) | 1,890,000 | |||||||
Preferred stock balance | $ 4,725,000 | |||||||
Accretion of put options (in Shares) | 656,500 | |||||||
Shares issued (in Shares) | 754,400 | |||||||
Preferred Class A [Member] | ||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||
Preferred stock put option cost | $ 354,375 | |||||||
Series B Preferred Stock [Member] | ||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||
Preferred stock shares, authorized (in Shares) | 1,000,000 | 1,000,000 | ||||||
Preferred stock par value (in Dollars per share) | $ 0.01 | $ 0.01 | ||||||
Liquidation preference per share (in Dollars per share) | $ 10 | |||||||
Dividends paid | $ 427,517 | 310,288 | ||||||
Preferred stock balance | $ 554,780 | $ 408,834 | $ 595,221 | |||||
Preferred stock balance | $ 6,096,855 | |||||||
Cumulative redeemable preferred stock (in Shares) | 1,000,000 | |||||||
Dividend rate and payment dates, description | Holders of Series B Preferred Stock will be entitled to receive cumulative dividends in the amount of $0.067 per share each month, which is equivalent to the annual rate of 8% of the $10.00 liquidation preference per share; provided that upon an event of default (generally defined as the Company’s failure to pay dividends when due or to redeem shares when requested by a holder), such amount shall be increased to $0.083 per month, which is equivalent to the annual rate of 10% of the $10.00 liquidation preference per share. | |||||||
Offering Share of preferred stock (in Shares) | 1,000,000 | |||||||
Offering price per share (in Dollars per share) | $ 10 | |||||||
Maximum offering amount | $ 10,000,000 | |||||||
Offering bonus, description | In addition, the Company offered bonus shares to early investors in this offering, whereby the first 400 investors would receive, in addition to Series B Preferred Stock, 100 shares of Common Stock, regardless of the amount invested, for a total of up to 40,000 shares of Common Stock. | |||||||
Aggregate sale of shares (in Shares) | 117,297 | 205,569 | ||||||
Gross proceeds | $ 1,172,970 | $ 2,055,690 | ||||||
Net proceeds | 1,087,485 | |||||||
Received net proceeds | $ 1,910,383 | |||||||
Net of commissions | 7,185,716 | |||||||
Series C Preferred Stock [Member] | ||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||
Designated shares (in Dollars per share) | $ 47,000 | |||||||
Initial stated value | $ 1,000 | |||||||
Description of dividends | Holders of Series C Preferred Stock are entitled to receive cumulative monthly cash dividends at a per annum rate of 7% of the stated value (or $5.83 per share each month based on the initial stated value). | |||||||
Accrued dividends | $ 18,555 | |||||||
Aggregate of shares (in Shares) | 2,434 | |||||||
Total gross proceeds | $ 2,434,000 | |||||||
Received net proceed | $ 2,266,955 | |||||||
Common Stock [Member] | ||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||
Common Stock, shares authorized (in Shares) | 200,000,000 | |||||||
Common stock, par value (in Dollars per share) | $ 0.01 | |||||||
Common Stock, shares issued (in Shares) | 12,403,680 | |||||||
Common stock shares outstanding (in Shares) | 12,398,580 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - Schedule of stock options outstanding | 9 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Schedule of stock options outstanding [Abstract] | |
Number of options Outstanding beginning balance | shares | 656,175 |
Weighted average exercise price (per share) Outstanding beginning balance | $ / shares | $ 0.03 |
Weighted average remaining contractual term (in years) Outstanding beginning balance | 7 years 8 months 12 days |
Number of options Granted | shares | 50,000 |
Weighted average exercise price (per share) Granted | $ / shares | $ 2.24 |
Weighted average remaining contractual term (in years) Granted | 9 years 3 months 18 days |
Number of options Exercised | shares | |
Weighted average exercise price (per share) Exercised | $ / shares | |
Weighted average remaining contractual term (in years) Exercised | |
Number of options Forfeited / cancelled / expired | shares | |
Weighted average exercise price (per share) Forfeited / cancelled / expired | $ / shares | |
Weighted average remaining contractual term (in years) Forfeited / cancelled / expired | |
Number of options Outstanding ending balance | shares | 706,175 |
Weighted average exercise price (per share) Outstanding ending balance | $ / shares | $ 0.22 |
Weighted average remaining contractual term (in years) Outstanding ending balance | 6 years 9 months 18 days |
Stockholders' Equity (Details_2
Stockholders' Equity (Details) - Schedule of summarizes information concerning options outstanding | 9 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Strike Price Range 0.01 [Member] | |
Stockholders' Equity (Details) - Schedule of summarizes information concerning options outstanding [Line Items] | |
Strike Price Range ($) | $ 0.01 |
Outstanding stock options (in Shares) | shares | 519,675 |
Weighted average remaining contractual term (in years) | 6 years 2 months 12 days |
Weighted average outstanding strike price | $ 0.01 |
Vested stock options (in Shares) | shares | 519,675 |
Weighted average vested strike price | $ 0.01 |
Strike Price Range 0.27 [Member] | |
Stockholders' Equity (Details) - Schedule of summarizes information concerning options outstanding [Line Items] | |
Strike Price Range ($) | $ 0.27 |
Outstanding stock options (in Shares) | shares | 136,500 |
Weighted average remaining contractual term (in years) | 8 years 3 months 18 days |
Weighted average outstanding strike price | $ 0.27 |
Vested stock options (in Shares) | shares | 91,000 |
Weighted average vested strike price | $ 0.27 |
Strike Price Range 0.27 [Member] | |
Stockholders' Equity (Details) - Schedule of summarizes information concerning options outstanding [Line Items] | |
Strike Price Range ($) | $ 0.27 |
Outstanding stock options (in Shares) | shares | 50,000 |
Weighted average remaining contractual term (in years) | 9 years 3 months 18 days |
Weighted average outstanding strike price | $ 0.27 |
Vested stock options (in Shares) | shares | 16,667 |
Weighted average vested strike price | $ 0.27 |
Stockholders' Equity (Details_3
Stockholders' Equity (Details) - Schedule of stock option assumptions | 9 Months Ended |
Sep. 30, 2021 | |
Stockholders' Equity (Details) - Schedule of stock option assumptions [Line Items] | |
Expected dividend yield | 0.00% |
Expected life of options (in years) | 6 years 6 months |
Minimum [Member] | |
Stockholders' Equity (Details) - Schedule of stock option assumptions [Line Items] | |
Risk-free interest rate | 0.26% |
Expected volatility | 16.03% |
Maximum [Member] | |
Stockholders' Equity (Details) - Schedule of stock option assumptions [Line Items] | |
Risk-free interest rate | 1.40% |
Expected volatility | 273.98% |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | May 08, 2017 | Jan. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Oct. 01, 2017 |
Related Party Transactions (Details) [Line Items] | |||||||||
Outstanding balance amount | $ 0 | $ 0 | |||||||
Payment based percentage | 8.00% | ||||||||
Interest rate | 10.00% | ||||||||
Common Stock, shares (in Shares) | 5,100 | 11,100 | |||||||
Related party transaction, description | During the year ended December 31, 2019, the Company paid off the entire balance on the note of $2,754,550 plus interest and amended the agreement to allow for the redeployment of the $3,000,000 available, eliminated the conversion option whereby Metrolina could convert the ratio of total outstanding debt at time of exercise of the option into an amount of newly issued shares of the Company’s Common Stock determined by dividing the outstanding indebtedness by $3,000,000 multiplied by 10% with a cap of 864,500 shares. | ||||||||
Debt Instrument, Periodic Payment, Interest | $ 2,754,550 | ||||||||
Redeployment amount | $ 3,000,000 | ||||||||
Issuing of additional shares (in Shares) | 545,000 | ||||||||
Fair value | $ 305,200 | ||||||||
Debt or equity securities issued rate | 10.00% | ||||||||
Interest expenses | $ 0 | $ 36,028 | $ 0 | $ 56,441 | |||||
Lease and rental expenses | 36,000 | $ 12,000 | 108,000 | $ 36,000 | |||||
Lease cost | 4,000 | ||||||||
Relating promissory notes | $ 400,000 | $ 400,000 | |||||||
Debt, description | During the nine months ended September 30, 2020, Mr. Gee received a $50,000 fee for his personal guarantee on a promissory note relating to a loan for one of the Company’s acquisitions and $70,000 fee for his personal guarantee on a promissory note relating to the refinancing of our loans for Butternut MHP Land LLC. | ||||||||
Guarantee fee | $ 70,000 | ||||||||
Mr. Gee [Member] | |||||||||
Related Party Transactions (Details) [Line Items] | |||||||||
Working capital | $ 1,500,000 | ||||||||
Metrolina Loan Holdings, LLC [Member] | |||||||||
Related Party Transactions (Details) [Line Items] | |||||||||
Principal amount | $ 3,000,000 | ||||||||
Common Stock, shares (in Shares) | 455,000 | ||||||||
Fair value of shares awarded (in Shares) | 1,000,000 | ||||||||
Gvest Real Estate Capital LLC [Member] | |||||||||
Related Party Transactions (Details) [Line Items] | |||||||||
Lease and rental expenses | $ 12,000 |
Subsequent Events (Details)
Subsequent Events (Details) | Nov. 02, 2021 | Jul. 01, 2021USD ($)m² | Oct. 31, 2021USD ($)shares | Oct. 22, 2021USD ($) | Sep. 30, 2021USD ($) | Nov. 12, 2021USD ($) | Oct. 25, 2021USD ($) | Dec. 31, 2020USD ($) |
Subsequent Events (Details) [Line Items] | ||||||||
Principal amount | $ 0 | |||||||
Subsequent event, description | The Liberty note bears interest at a rate of 4.75% per annum with payments to begin December 1, 2021 and matures on November 1, 2026. Principal and interest, in the amount of $30,347 per month, shall be due and payable based on a twenty-five (25) year amortization schedule. North Raleigh MHP may prepay the Liberty note in part or in full at any time if it pays a prepayment premium calculated in accordance with the Liberty loan agreement. | |||||||
Metrolina note , description | The Metrolina note bears interest at a rate of 18% per annum with payments to begin November 1, 2021 and matures on April 1, 2023. | |||||||
Outstanding balance | $ 2,000,000 | |||||||
Subsequent Event [Member] | ||||||||
Subsequent Events (Details) [Line Items] | ||||||||
Principal amount | $ 1,500,000 | $ 5,323,000 | ||||||
Purchase price | $ 2,127,000 | |||||||
Sale Agreement , Description | On October 22, 2021, MHP Pursuits LLC entered into a purchase and sale agreement with Alterri Properties LLC for the purchase of two manufactured housing communities located in Asheboro, North Carolina consisting of 84 sites on approximately 45.4 acres for a total purchase price of $2,750,000. | |||||||
Franklin/Granville Purchase and Sale Agreement [Member] | ||||||||
Subsequent Events (Details) [Line Items] | ||||||||
Number of manufactured housing communities | 5 | |||||||
Number of sites | 137 | |||||||
Number of acres (in Square Meters) | m² | 135 | |||||||
Total purchase price | $ 7,450,000 | |||||||
Forecast [Member] | ||||||||
Subsequent Events (Details) [Line Items] | ||||||||
Sale Agreement , Description | On November 2, 2021, Bull Creek LLC, a VIE, entered into a purchase and sale agreement with Rachel Holler for the purchase of 150 acres of undeveloped land and a mobile home community with 60 sites on approximately 10 acres in York, South Carolina for a total purchase price of $2,200,000. | |||||||
Bear interest | 4.75% | |||||||
Forecast [Member] | Springlake MHP LLC [Member] | ||||||||
Subsequent Events (Details) [Line Items] | ||||||||
Principal amount | $ 4,016,250 | |||||||
Bear interest | 1.00% | |||||||
Forecast [Member] | Gvest Springlake Homes LLC [Member] | ||||||||
Subsequent Events (Details) [Line Items] | ||||||||
Principal amount | $ 2,000,000 | |||||||
Series C Preferred Stock [Member] | Subsequent Event [Member] | ||||||||
Subsequent Events (Details) [Line Items] | ||||||||
Offering shares (in Shares) | shares | 980 | |||||||
Gross proceeds | $ 980,000 | |||||||
Net Proceeds | $ 913,851 |