Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 12, 2022 | |
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 | 12,462,013 | |
Amendment Flag | false | |
Entity Central Index Key | 0001277998 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Jun. 30, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
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 - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Investment Property | ||
Land | $ 22,508,158 | $ 18,854,760 |
Site and Land Improvements | 37,703,886 | 35,133,079 |
Buildings and Improvements | 19,730,527 | 14,666,296 |
Construction in Process | 2,943,578 | 3,030,456 |
Total Investment Property | 82,886,149 | 71,684,591 |
Accumulated Depreciation | (6,390,849) | (4,832,300) |
Net Investment Property | 76,495,300 | 66,852,291 |
Cash and Cash Equivalents, including restricted cash of $810,280 and $705,195, respectively | 3,070,280 | 2,106,329 |
Accounts Receivable | 287,284 | 175,955 |
Other Assets | 2,430,053 | 913,205 |
TOTAL ASSETS | 82,282,917 | 70,047,780 |
Liabilities | ||
Accounts Payable | 679,600 | 477,484 |
Notes Payable, net of $2,390,363 and $2,064,294 debt discount, respectively | 52,723,981 | 48,891,483 |
Lines of Credit – Variable Interest Entity, net of $173,508 and $151,749 debt discount, respectively | 7,787,643 | 6,200,607 |
Lines of Credit – Related Party | 4,000,000 | 150,000 |
Note Payable – Related Party | 1,500,000 | 1,500,000 |
Accrued Liabilities including amounts due to related parties of $9,250 and $250,000, respectively | 547,575 | 1,235,001 |
Tenant Security Deposits | 810,280 | 705,195 |
Series C Redeemable Preferred Stock, par value $0.01 per share; 47,000 shares authorized; 12,037 and 5,734 shares issued and outstanding; redemption value $12,036,900 and $5,734,400 as of June 30, 2022 and December 31, 2021, respectively | 11,168,125 | 5,214,370 |
Total Liabilities | 79,217,204 | 64,374,140 |
Commitments and Contingencies (See note 6) | ||
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 shares issued and outstanding; redemption value $7,072,500 as of June 30, 2022 and December 31, 2021 | 6,077,521 | 5,841,771 |
Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share; 1,000,000 shares authorized; 758,551 shares issued and outstanding; redemption value $11,378,265 as of June 30, 2022 and December 31, 2021 | 8,887,102 | 8,518,594 |
Deficit | ||
Common Stock, par value $0.01 per share; 200,000,000 shares authorized; 12,412,013 and 12,403,680 shares are issued and outstanding as of June 30, 2022 and December 31, 2021, respectively | 124,120 | 124,037 |
Additional Paid in Capital | (4,179,314) | (3,160,712) |
Accumulated Deficit | (6,395,718) | (4,672,537) |
Total Manufactured Housing Properties Inc. Deficit | (10,450,912) | (7,709,212) |
Non-controlling interest in Variable Interest Entities | (1,447,998) | (977,513) |
Total Deficit | (11,898,910) | (8,686,725) |
TOTAL LIABILITIES AND DEFICIT | $ 82,282,917 | $ 70,047,780 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parentheticals) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Restricted cash (in Dollars) | $ 810,280 | $ 705,195 |
Notes Payable, net (in Dollars) | 2,390,363 | 2,064,294 |
Variable Interest Entity, net (in Dollars) | 173,508 | 151,749 |
Accrued Liabilities (in Dollars) | $ 9,250 | $ 250,000 |
Common stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized | 200,000,000 | 200,000,000 |
Common stock, issued | 12,412,013 | 12,403,680 |
Common stock, outstanding | 12,412,013 | 12,403,680 |
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 issued | 12,037 | 5,734 |
Redeemable Preferred Stock outstanding | 12,037 | 5,734 |
Redeemable preferred stock, redemption value (in Dollars) | $ 12,036,900 | $ 5,734,400 |
Preferred stock, issued | 12,037 | 5,734 |
Preferred stock, outstanding | 12,037 | 5,734 |
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 | 1,886,000 |
Preferred stock, outstanding | 1,886,000 | 1,886,000 |
Preferred stock, redemption value (in Dollars) | $ 7,072,500 | $ 7,072,500 |
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 | 758,551 |
Preferred stock, outstanding | 758,551 | 758,551 |
Preferred stock, redemption value (in Dollars) | $ 11,378,265 | $ 11,378,265 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenue | ||||
Rental and related income | $ 3,283,777 | $ 1,776,377 | $ 6,323,799 | $ 3,440,058 |
Gross revenues from home sales | 87,594 | 23,061 | 102,594 | 65,244 |
Total revenues | 3,371,371 | 1,799,438 | 6,426,393 | 3,505,302 |
Community operating expenses | ||||
Repair and maintenance | 327,265 | 115,394 | 515,819 | 223,190 |
Real estate taxes | 217,093 | 56,846 | 397,922 | 199,240 |
Utilities | 239,985 | 142,325 | 475,880 | 299,312 |
Insurance | 78,999 | 40,609 | 139,297 | 68,397 |
General and administrative expense | 405,044 | 159,112 | 781,240 | 304,122 |
Total community operating expenses | 1,268,386 | 514,286 | 2,310,158 | 1,094,261 |
Corporate payroll and overhead | 1,254,918 | 583,733 | 2,163,996 | 1,164,467 |
Depreciation expense | 818,975 | 462,042 | 1,578,679 | 903,665 |
Interest expense | 1,235,048 | 447,306 | 2,336,741 | 893,354 |
Refinancing costs | 15,751 | 15,751 | 16,675 | |
Cost of home sales | 122,269 | 154,734 | ||
Total expenses | 4,715,347 | 2,007,367 | 8,560,059 | 4,072,422 |
Other income | 139,300 | 139,300 | ||
Net loss before provision for income taxes | (1,343,976) | (68,629) | (2,133,666) | (427,820) |
Provision for income taxes | ||||
Net loss | (1,343,976) | (68,629) | (2,133,666) | (427,820) |
Net income (loss) attributable to non-controlling interest variable interest entities | (250,915) | 118,348 | (410,485) | 173,433 |
Net income (loss) attributable to Manufactured Housing Properties, Inc. | (1,093,061) | (186,977) | (1,723,181) | (601,253) |
Preferred stock dividends and put option value accretion | ||||
Series A preferred dividends | 94,300 | 91,000 | 188,600 | 187,167 |
Series A preferred put option value accretion | 117,875 | 118,125 | 235,746 | 236,250 |
Series B preferred dividends | 151,785 | 146,322 | 303,570 | 275,731 |
Series B preferred put option value accretion | 184,254 | 184,687 | 368,508 | 370,526 |
Total preferred stock dividends and put option value accretion | 548,214 | 540,134 | 1,096,424 | 1,069,674 |
Net loss attributable to common stockholders | $ (1,641,275) | $ (727,111) | $ (2,819,605) | $ (1,670,927) |
Weighted average shares - basic and fully diluted (in Shares) | 12,835,977 | 12,923,355 | 12,833,928 | 12,921,463 |
Net loss per share – basic and fully diluted (in Dollars per share) | $ (0.13) | $ (0.06) | $ (0.22) | $ (0.13) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations (Unaudited) (Parentheticals) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Statement [Abstract] | ||||
Weighted average shares - basic and fully diluted (in Shares) | 12,919,302 | 12,923,355 | 12,917,253 | 12,921,463 |
Net loss per share – basic and fully diluted (in Dollars per share) | $ (0.11) | $ (0.06) | $ (0.20) | $ (0.13) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Deficit (Unaudited) - USD ($) | Total | COMMON STOCK | ADDITIONAL PAID IN CAPITAL | ACCUMULATED DEFICIT | TOTAL MANUFACTURING HOUSING PROPERTIES INC. | NON CONTROLLING INTEREST |
Balance at Dec. 31, 2020 | $ (4,922,064) | $ 124,016 | $ (1,052,611) | $ (3,574,194) | $ (4,502,789) | $ (419,275) |
Balance (in Shares) at Dec. 31, 2020 | 12,398,580 | |||||
Stock option expense | 646 | 646 | 646 | |||
Preferred shares Series A dividends | (96,167) | (96,167) | (96,167) | |||
Preferred shares Series A put option value accretion | (118,125) | (118,125) | (118,125) | |||
Preferred shares Series B dividends | (129,409) | (129,409) | (129,409) | |||
Preferred shares Series B put option value accretion | (185,839) | (185,839) | (185,839) | |||
Common Stock issuance to preferred share holders | 1,377 | $ 51 | 1,326 | 1,377 | ||
Common Stock issuance to preferred share holders (in Shares) | 5,100 | |||||
Contributions to VIE | 12,371 | 12,371 | ||||
Distributions from VIE | (20,000) | (20,000) | ||||
Net Income (Loss) | (359,191) | (414,276) | (414,276) | 55,085 | ||
Balance at Mar. 31, 2021 | (5,816,401) | $ 124,067 | (1,580,179) | (3,988,470) | (5,444,582) | (371,819) |
Balance (in Shares) at Mar. 31, 2021 | 12,403,680 | |||||
Balance at Dec. 31, 2020 | $ (4,922,064) | $ 124,016 | (1,052,611) | (3,574,194) | (4,502,789) | (419,275) |
Balance (in Shares) at Dec. 31, 2020 | 12,398,580 | |||||
Common Stock issued through stock options (in Shares) | 5,100 | |||||
Net Income (Loss) | $ (427,820) | |||||
Balance at Jun. 30, 2021 | (6,417,993) | $ 124,067 | (2,083,142) | (4,175,447) | (6,134,522) | (283,471) |
Balance (in Shares) at Jun. 30, 2021 | 12,403,680 | |||||
Balance at Mar. 31, 2021 | (5,816,401) | $ 124,067 | (1,580,179) | (3,988,470) | (5,444,582) | (371,819) |
Balance (in Shares) at Mar. 31, 2021 | 12,403,680 | |||||
Stock option expense | 37,171 | 37,171 | 37,171 | |||
Preferred shares Series A dividends | (91,000) | (91,000) | (91,000) | |||
Preferred shares Series A put option value accretion | (118,125) | (118,125) | (118,125) | |||
Preferred shares Series B dividends | (146,322) | (146,322) | (146,322) | |||
Preferred shares Series B put option value accretion | (184,687) | (184,687) | (184,687) | |||
Distributions from VIE | (30,000) | (30,000) | ||||
Net Income (Loss) | (68,629) | (186,977) | (186,977) | 118,348 | ||
Balance at Jun. 30, 2021 | (6,417,993) | $ 124,067 | (2,083,142) | (4,175,447) | (6,134,522) | (283,471) |
Balance (in Shares) at Jun. 30, 2021 | 12,403,680 | |||||
Balance at Dec. 31, 2021 | (8,686,725) | $ 124,037 | (3,160,712) | (4,672,537) | (7,709,212) | (977,513) |
Balance (in Shares) at Dec. 31, 2021 | 12,403,680 | |||||
Stock option expense | 49,760 | 49,760 | 49,760 | |||
Preferred shares Series A dividends | (94,300) | (94,300) | (94,300) | |||
Preferred shares Series A put option value accretion | (117,871) | (117,871) | (117,871) | |||
Preferred shares Series B dividends | (151,785) | (151,785) | (151,785) | |||
Preferred shares Series B put option value accretion | (184,254) | (184,254) | (184,254) | |||
Distributions from VIE | (30,000) | (30,000) | ||||
Net Income (Loss) | (789,690) | (630,120) | (630,120) | (159,570) | ||
Balance at Mar. 31, 2022 | (10,004,865) | $ 124,037 | (3,659,162) | (5,302,657) | (8,837,782) | (1,167,083) |
Balance (in Shares) at Mar. 31, 2022 | 12,403,680 | |||||
Balance at Dec. 31, 2021 | $ (8,686,725) | $ 124,037 | (3,160,712) | (4,672,537) | (7,709,212) | (977,513) |
Balance (in Shares) at Dec. 31, 2021 | 12,403,680 | |||||
Common Stock issued through stock options (in Shares) | 8,333 | |||||
Net Income (Loss) | $ (2,133,666) | |||||
Balance at Jun. 30, 2022 | (11,898,910) | $ 124,120 | (4,179,314) | (6,395,718) | (10,450,912) | (1,447,998) |
Balance (in Shares) at Jun. 30, 2022 | 12,412,013 | |||||
Balance at Mar. 31, 2022 | (10,004,865) | $ 124,037 | (3,659,162) | (5,302,657) | (8,837,782) | (1,167,083) |
Balance (in Shares) at Mar. 31, 2022 | 12,403,680 | |||||
Stock option expense | 28,062 | 28,062 | 28,062 | |||
Common Stock issued through stock options | 83 | $ 83 | 83 | |||
Common Stock issued through stock options (in Shares) | 8,333 | |||||
Preferred shares Series A dividends | (94,300) | (94,300) | (94,300) | |||
Preferred shares Series A put option value accretion | (117,875) | (117,875) | (117,875) | |||
Preferred shares Series B dividends | (151,785) | (151,785) | (151,785) | |||
Preferred shares Series B put option value accretion | (184,254) | (184,254) | (184,254) | |||
Distributions from VIE | (30,000) | (30,000) | ||||
Net Income (Loss) | (1,343,976) | (1,093,061) | (1,093,061) | (250,915) | ||
Balance at Jun. 30, 2022 | $ (11,898,910) | $ 124,120 | $ (4,179,314) | $ (6,395,718) | $ (10,450,912) | $ (1,447,998) |
Balance (in Shares) at Jun. 30, 2022 | 12,412,013 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash Flows from Operating Activities: | ||
Net Loss | $ (2,133,666) | $ (427,820) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Stock option expense | 77,822 | 37,817 |
Amortization of debt discount | 306,230 | 79,835 |
Write off debt issuance costs recorded as debt discount | 15,751 | 56,691 |
Write off acquisition and development pursuit costs | 60,759 | |
Gain on debt extinguishment | (139,300) | |
Loss on sale of homes | 52,140 | |
Depreciation | 1,578,679 | 903,665 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (111,329) | (10,588) |
Other assets | 316,864 | 691,910 |
Accounts payable | 202,116 | 42,181 |
Tenant security deposits | 105,085 | 65,641 |
Accrued liabilities | (444,026) | 37,232 |
Net Cash Provided by Operating Activities | 26,425 | 1,337,264 |
Cash Flows from Investing Activities: | ||
Capital improvements | (1,507,382) | (697,769) |
Proceeds from sales of homes | 102,594 | 65,244 |
Purchases of investment properties | (3,697,135) | (750,000) |
Payment of pursuit costs | (113,964) | |
Payment of acquisition costs | (296,170) | |
Net Cash Used in Investing Activities | (5,512,057) | (1,382,525) |
Cash Flows from Financing Activities: | ||
Proceeds from lines of credit, related party | 4,700,000 | |
Repayment of note payable – lines of credit, related party | (850,000) | |
Proceeds from notes payable | 1,875,000 | |
Repayment of notes payable | (1,916,434) | (292,698) |
Proceeds from lines of credit - VIEs | 596,563 | |
Repayment of lines of credit - VIEs | (682,646) | |
Proceeds from exercise of options | 83 | |
Proceeds from issuance of preferred stock | 6,297,617 | 1,087,485 |
Payment of debt costs and Series C Preferred Stock costs recorded as debt discount | (1,263,667) | (128,052) |
Fees paid in advance for debt | (1,761,363) | |
Series A and Series B Preferred share dividends | (485,570) | (462,898) |
Contribution to VIE | 12,371 | |
Distributions from VIE | (60,000) | (50,000) |
Net Cash Provided by Financing Activities | 6,449,583 | 166,208 |
Net change in cash, cash equivalents and restricted cash | 963,951 | 120,947 |
Cash, cash equivalents and restricted cash at beginning of the period | 2,106,329 | 1,988,857 |
Cash, cash equivalents and restricted cash at end of the period | 3,070,280 | 2,109,804 |
End of period | ||
Cash and cash equivalents | 2,260,000 | 1,705,011 |
Restricted cash | 810,280 | 404,793 |
Total | 3,070,280 | 2,109,804 |
Beginning of period | ||
Cash and cash equivalents | 1,401,134 | 1,649,705 |
Restricted cash | 705,195 | 339,152 |
Total | 2,106,329 | 1,988,857 |
Cash paid for: | ||
Income Taxes | ||
Interest | 1,448,072 | 804,511 |
Series C Preferred share dividends included in interest expense | 275,137 | |
Non-Cash Investing and Financing Activities | ||
Notes related to acquisitions | 5,875,735 | 2,195,846 |
Non-cash Preferred stock accretion | 604,254 | 606,776 |
Stock issued in connection with Series B Preferred Stock issuance | $ 1,377 |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Organization | 6 Months Ended |
Jun. 30, 2022 | |
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, 2021 consolidated balance sheet data was derived from audited financial statements but does 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, 2021 included in the Company’s Annual Report on Form 10-K, as filed with the Securities and Exchange Commission on March 31, 2022. 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 six months ended June 30, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. 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 VIEs’ date of consolidation are as follows: Name of Subsidiary State of Formation Date of Formation Ownership 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% Mobile Home Rentals LLC North Carolina September 30, 2016 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% Carolinas 4 MHP LLC North Carolina November 30, 2021 100% Charlotte 3 Park MHP LLC North Carolina December 10, 2021 100% Sunnyland MHP LLC Georgia January 7, 2022 100% Warrenville MHP LLC South Carolina February 15, 2022 100% Solid Rock MHP LLC* South Carolina June 6, 2022 100% Spaulding MHP LLC Georgia June 10, 2022 100% Raeford MHP Development LLC North Carolina June 20, 2022 100% Solid Rock MHP Homes LLC* South Carolina June 22, 2022 100% Country Estates MHP LLC* North Carolina July 6, 2022 100% Statesville MHP LLC* North Carolina July 6, 2022 100% Timberview MHP LLC* North Carolina July 7, 2022 100% Red Fox MHP LLC* North Carolina July 7, 2022 100% Northview MHP LLC* North Carolina July 8, 2022 100% Meadowbrook MHP LLC* South Carolina July 25, 2022 100% Sunnyland 2 MHP LLC* Georgia July 27, 2022 100% Dalton 3 MHP LLC* Georgia August 8, 2022 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 Gvest Carolinas 4 Homes LLC Delaware November 13, 2021 VIE Gvest Sunnyland Homes LLC Delaware January 6, 2022 VIE Gvest Warrenville Homes LLC Delaware February 14, 2022 VIE * During the three and six months ended June 30, 2022, there was no activity in Solid Rock MHP LLC, Solid Rock MHP Homes LLC, Red Fox MHP LLC, Meadowbrook MHP LLC, Sunnyland 2 MHP LLC, Country Estates MHP LLC, Northview MHP LLC, Statesville MHP LLC, Timberview MHP LLC, and Dalton 3 MHP 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 rental and related income is generated from lease agreements for our sites and homes. The lease component of these agreements is accounted for under Topic 842 of the Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC, for leases. Under ASC 842, the Company must assess on an individual lease basis whether it is probable that we 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 other rental related fee 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. ● 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 ASC 842. ● 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 majority of the Company’s leases are month-to-month. Revenue from sales of manufactured homes is recognized in accordance with the core principle of ASC 606, at the time of closing when control of the home transfers to the customer. After closing of the sale transaction, the Company generally has no remaining performance obligation. Accounts Receivable Accounts receivable consist primarily of amounts currently due from residents. Accounts receivable are reported in the balance sheet at outstanding principal adjusted for any charge-offs and 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 entered into a property management agreement with 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 has subsequently entered into property management agreements with Gvest Homes I LLC, Gvest Anderson Homes LLC, Gvest Capital View Homes LLC, Gvest Hidden Oaks Homes LLC, Gvest Springlake Homes LLC, Gvest Carolinas 4 Homes LLC, Gvest Sunnyland Homes LLC and Gvest Warrenville Homes LLC, which are all wholly owned subsidiaries of Gvest Finance LLC. Under the property management agreements, the Company manages the homes owned by the VIEs and the VIEs remit to the Company all income, less any sums paid out for operational expenses and debt service but retain 5% of the debt service payment as a reserve. Additionally, during 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% of these entities 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. 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. 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, the entities listed above are considered to be VIEs in accordance applicable GAAP. 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 penny 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 six months ended June 30, 2022, the potentially dilutive penny options for the purchase of 428,176 shares of Common Stock were included in basic loss per share. Other securities outstanding as of June 30, 2022 not included in dilutive loss per share, as the effect would be anti-dilutive, were 1,886,000 shares of Series A Cumulative Redeemable Convertible Preferred Stock, which are convertible into Common Stock for a total of 1,886,000 shares. For the six months ended June 30, 2021, the potentially dilutive penny options for the purchase of 519,675 shares of Common Stock were included in basic loss per share. Other securities outstanding as of June 30, 2021 not included in dilutive loss per share, as the effect would be anti-dilutive, were 186,500 stock options and 1,890,000 shares of Series A Cumulative Redeemable Convertible Preferred Stock, which were convertible into Common Stock for a total of 1,890,000 shares. 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 Depreciation Investment real property and equipment are carried at cost. Depreciation of buildings, improvements to sites and buildings, rental homes, 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 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 three and six months ended June 30, 2022 and 2021. 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 June 30, 2022 and December 31, 2021, the Company had approximately $1,830,000 and $763,000 above the FDIC-insured limit, respectively, including restricted cash held for tenant security deposits of $810,280 and $705,195, 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 $77,822 and $37,817 during the six months ended June 30, 2022 and 2021, 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. Most of the Company’s financial assets do not have a quoted market value. Therefore, estimates of fair value are necessarily based on a number of significant assumptions (many of which involve events outside the control of management). Such assumptions include assessments of current economic conditions, perceived risks associated with these financial instruments and their counterparties, future expected loss experience and other factors. Given the uncertainties surrounding these assumptions, the reported fair values represent estimates only and, therefore, cannot be compared to the historical accounting model. Use of different assumptions or methodologies is likely to result in significantly different fair value estimates. The fair value of cash and cash equivalents, accounts receivables, and accounts payable approximates their current carrying amounts since all such items are short-term in nature. The fair value of variable and fixed rate mortgages payable and lines of credit approximate their current carrying amounts on the balance sheet since such amounts payable are at approximately a weighted average current market rate of interest. 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 unaudited condensed consolidated statement of operations. As of June 30, 2022, and December 31, 2021, there were no such accrued interest or penalties. Reclassifications Certain amounts in the prior period presentation have been reclassified to conform with the current presentation. For the six months ended June 30, 2021, the Company reclassed $65,244 from cash used for capital improvements to proceeds from sale of homes within the net cash used in investing activities section of the unaudited condensed consolidated statement of cash flows. 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. 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. Some states and cities, including some where the Company’s properties are located, 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 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. 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. 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. |
Variable Interest Entities
Variable Interest Entities | 6 Months Ended |
Jun. 30, 2022 | |
Variable Interest Entities [Abstract] | |
VARIABLE INTEREST ENTITIES | NOTE 2 – VARIABLE INTEREST ENTITIES During the six months ended June 30, 2022, Gvest Finance LLC formed two wholly owned subsidiaries, Gvest Sunnyland Homes LLC and Gvest Warrenville Homes LLC, both of which are considered VIEs. 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, Gvest Carolinas 4 Homes LLC, Gvest Sunnyland Homes LLC, Gvest Warrenville Homes LLC, Brainerd Place LLC, and Bull Creek LLC and will continue to do so until they are no longer considered VIEs. Included in the unaudited condensed consolidated results of operations for the three months ended June 30, 2022 and 2021 were net loss of $250,915 and net income of $118,348, respectively, after deducting an additional management fee equal to cash flow after debt service per the management agreement of $222,566 and $0, respectively. Included in the unaudited condensed consolidated results of operations for the six months ended June 30, 2022 and 2021 were net loss of $410,485 and net income of $173,433, respectively, after deducting an additional management fee equal to cash flow after debt service per the management agreement of $305,579 and $0, respectively. The consolidated balance sheets as of June 30, 2022 and December 31, 2021 included the following amounts related to the consolidated VIEs. June 30, December 31, (Unaudited) Assets Investment Property $ 18,613,820 $ 14,144,268 Accumulated Depreciation (881,741 ) (597,650 ) Net Investment Property 17,732,079 13,546,618 Cash and Cash Equivalents 53,184 98,900 Accounts Receivable 95,882 60,506 Other Assets 244,108 158,920 Total Assets $ 18,125,253 $ 13,864,944 Liabilities and Deficit Accounts Payable $ 250,317 $ 169,298 Notes Payable, net of 27,558 and $0 debt discount, respectively 8,557,022 6,793,319 Line of Credit, net of $173,508 and $151,749 debt discount, respectively 7,787,643 6,200,607 Accrued Liabilities* 2,978,269 1,679,233 Total Liabilities 19,573,251 14,842,457 Non-controlling Interest (1,447,998 ) (977,513 ) Total Non-controlling Interest in Variable Interest Entities (1,447,998 ) (977,513 ) * Included in accrued liabilities is an intercompany balance of $2,859,303 and $1,515,715 as of June 30, 2022 and December 31, 2021, respectively. The intercompany balances have been eliminated on the consolidated balance sheet. |
Investment Property
Investment Property | 6 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
INVESTMENT PROPERTY | NOTE 3 – INVESTMENT PROPERTY The following table summarizes the Company’s property and equipment balances are generally used to depreciate the assets on a straight-line basis: June 30, December 31, (Unaudited) Investment Property Land $ 22,508,158 $ 18,854,760 Site and Land Improvements 37,703,886 35,133,079 Buildings and Improvements 19,730,527 14,666,296 Construction in Process 2,943,578 3,030,456 Total Investment Property 82,886,149 71,684,591 Accumulated Depreciation (6,390,849 ) (4,832,300 ) Net Investment Property $ 76,495,300 $ 66,852,291 Depreciation expense totaled $818,975 and $462,042 for the three months ended June 30, 2022 and 2021, respectively, and $1,578,679 and $903,665 for the six months ended June 30, 2022 and 2021, respectively. During the six months ended June 30, 2022, Gvest Finance LLC, the Company’s VIE, purchased twenty-five new manufactured homes for approximately $1,300,000 for use in the Golden Isles, Springlake, Sunnyland, and Crestview communities. The majority of these recently purchased homes along with several new homes purchased during the first quarter of 2022 are not yet occupiable and still in the set-up phase as of June 30, 2022 and included in Construction in Process on the balance sheet as June 30, 2022. During the year ended December 31, 2021, Gvest Finance LLC, acquired thirty-four new manufactured homes for approximately $1,900,000 including set up costs for use in the Springlake community and fourteen new manufactured homes for approximately $860,000 including set up costs for use in the Golden Isles community that were not yet occupiable and were still in the set-up phase as of December 31, 2021 and were included in Construction in Process on the balance sheet as of that date. |
Acquisitions and Dispositions
Acquisitions and Dispositions | 6 Months Ended |
Jun. 30, 2022 | |
Acquisitions and Disposals [Abstract] | |
ACQUISITIONS AND DISPOSITIONS | NOTE 4 – ACQUISITIONS AND DISPOSITIONS During the six months ended June 30, 2022, the Company acquired four communities and one large parcel of undeveloped land. These were acquisitions from third parties and have been accounted for as asset acquisitions. On January 31, 2022, the Company purchased a manufactured housing community located in Byron, Georgia consisting of 73 sites on approximately 18.57 acres and an adjacent parcel of 15.09 acres of undeveloped land for a total purchase price of $2,200,000. Sunnyland MHP LLC purchased the land and land improvements and the Company’s VIE, Gvest Sunnyland Homes LLC, purchased the homes. On March 31, 2022, the Company purchased two manufactured housing communities located in Warrenville, South Carolina consisting of 85 sites on approximately 45 acres for a total purchase price of $3,050,000. Warrenville MHP LLC purchased the land and land improvements and the Company’s VIE, Gvest Warrenville Homes LLC, purchased the homes. On June 17, 2022, the Company purchased a manufactured housing community located in Brunswick, Georgia consisting of 72 sites on approximately 17 acres for a total purchase price of $2,000,000. Spaulding MHP LLC purchased the land, land improvements, and homes. On June 28, 2022, the Company, through its wholly owned subsidiary Raeford MHP Development LLC, purchased 62 acres of undeveloped land zoned for approximately 200 mobile home lots in Raeford, North Carolina, a town in the Fayetteville Metropolitan Statistical Area for a total purchase price of $650,000. The Company entered into various purchase agreements during and after the year ended June 30, 2022 totaling an aggregate purchase price commitment of $21,738,000 which are inclusive of probable and non-probable acquisitions that have the potential to close at a future date. See Note 9 for more information about two community acquisitions that occurred subsequent to June 30, 2022. During the six months ended June 30, 2021, the Company acquired one community located in Brunswick, Georgia consisting of 107 sites on approximately 17 acres for a total purchase price of $2,325,000. Golden Isles MHP LLC purchased the land and land improvements and the Company’s VIE, Gvest Finance LLC, purchased the homes. This was an acquisition from a third party and has been accounted for as an asset acquisition. Acquisition Date Name (number of communities) Land Improvements Building Total March 2021 Golden Isles MHP $ 1,050,000 $ 487,500 $ - $ 1,537,500 March 2021 Golden Isles Gvest - - 787,500 787,500 Total Purchase Price $ 1,050,000 $ 487,500 $ 787,500 $ 2,325,000 Acquisition Costs - 123,319 250 123,569 Total Investment Property $ 1,050,000 $ 610,819 $ 787,750 $ 2,448,569 January 2022 Sunnyland MHP $ 672,400 $ 891,580 $ - $ 1,563,980 January 2022 Sunnyland Gvest - - 636,020 636,020 March 2022 Warrenville MHP (2) 975,397 853,473 - 1,828,870 March 2022 Warrenville Gvest (2) - - 1,221,130 1,221,130 June 2022 Spaulding MHP 1,217,635 304,409 477,956 2,000,000 June 2022 Raeford MHP Parcel 650,000 - - 650,000 Total Purchase Price $ 3,515,432 $ 2,049,462 $ 2,335,106 $ 7,900,000 Acquisition Costs 139,502 78,757 60,356 278,615 Total Investment Property $ 3,654,934 $ 2,128,219 $ 2,395,462 $ 8,178,615 Pro-forma Financial Information The following unaudited pro-forma information presents the combined results of operations for the three and six months ended June 30, 2022 as if all acquisitions of manufactured housing communities during the three and six months ended June 30, 2022, as well as several probable future acquisitions, had all occurred on January 1, 2022. The below also presents the combined results of operations for the three and six months ended June 30, 2021 as if all acquisitions of manufactured housing communities during the year ended December 31, 2021 and during the three and six months ended June 30, 2022, as well as several probable future acquisitions, had all occurred on January 1, 2021. Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Revenue $ 3,922,613 $ 3,633,142 $ 7,708,707 $ 7,270,337 Community operating expenses 1,535,595 1,348,137 2,912,618 2,806,577 Corporate payroll and overhead expenses 1,254,918 583,733 2,163,996 1,164,467 Depreciation expense 972,911 977,801 1,922,654 1,953,287 Interest expense 1,432,720 968,208 2,783,505 1,950,908 Refinance costs 15,751 - 15,751 16,675 Cost of home sales 122,269 - 154,734 - Other income - 139,300 - 139,300 Net income (loss) (1,411,551 ) (105,437 ) (2,244,551 ) (482,277 ) Net income (loss) attributable to non-controlling interest (250,915 ) 58,954 (425,107 ) 46,762 Net loss attributable to Manufactured Housing Properties, Inc (1,160,636 ) (164,391 ) (1,819,444 ) (529,039 ) Preferred stock dividends / accretion 548,214 540,134 1,096,424 1,069,674 Net income (loss) $ (1,708,852 ) $ (704,525 ) $ (2,915,868 ) $ (1,598,713 ) Net loss per share $ (0.13 ) $ (0.05 ) $ (0.23 ) $ (0.12 ) |
Promissory Notes
Promissory Notes | 6 Months Ended |
Jun. 30, 2022 | |
Promissory Notes [Abstract] | |
PROMISSORY NOTES | NOTE 5 – 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. The interest rates on these promissory notes range from 3.250% to 5.875% with 5 to 30 years principal amortization. Three of the promissory notes had an initial 12 month, one an initial 18 month, six an initial 24 month, six an initial 36 month, one an initial 60 month, and one promissory note a 180 month period of interest only payments. The promissory notes are secured by the real estate assets and twenty-one loans totaling $45,308,733 are guaranteed by Raymond M. Gee. As of June 30, 2022, the outstanding balance on these notes was $55,114,344. The following are the terms of these notes: Maturity Interest Balance Balance Pecan Grove MHP LLC 02/22/29 5.250 % $ 2,933,462 $ 2,969,250 Azalea MHP LLC 03/01/29 5.400 % 811,027 790,481 Holly Faye MHP LLC 03/01/29 5.400 % 546,753 579,825 Chatham MHP LLC 04/01/24 5.875 % 1,679,979 1,698,800 Lakeview MHP LLC 03/01/29 5.400 % 1,789,063 1,805,569 B&D MHP LLC 05/02/29 5.500 % 1,755,502 1,779,439 Hunt Club MHP LLC 01/01/33 3.430 % 2,374,578 2,398,689 Crestview MHP LLC 12/31/30 3.250 % 4,617,309 4,682,508 Maple Hills MHP LLC 12/01/30 3.250 % 2,308,655 2,341,254 Springlake MHP LLC 12/10/26 4.750 % 4,016,250 4,016,250 ARC MHP LLC 01/01/30 5.500 % 3,770,365 3,809,742 Countryside MHP LLC 03/20/50 5.500 % 1,669,702 1,684,100 Evergreen MHP LLC 04/01/32 3.990 % 1,104,642 1,115,261 Golden Isles MHP LLC 03/31/26 4.000 % 787,500 787,500 Anderson MHP LLC* 07/10/26 5.210 % 2,153,807 2,153,807 Capital View MHP LLC* 09/10/26 5.390 % 817,064 817,064 Hidden Oaks MHP LLC* 09/10/26 5.330 % 823,440 823,440 North Raleigh MHP LLC 11/01/26 4.750 % 5,247,746 5,304,409 Charlotte 3 Park MHP LLC (Dixie, Driftwood, Meadowbrook) (1) 03/01/22 5.000 % - 1,500,000 Charlotte 3 Park MHP LLC (Dixie, Driftwood, Meadowbrook)* 11/01/28 4.250 % 1,875,000 - Carolinas 4 MHP LLC (Asheboro, Morganton)* 01/10/27 5.300 % 3,105,070 3,105,070 Sunnyland MHP LLC* 02/10/27 5.370 % 1,123,980 - Warrenville MHP LLC* 03/10/27 5.590 % 1,218,870 - Gvest Finance LLC (B&D homes) 05/01/24 5.000 % 634,733 657,357 Gvest Finance LLC (Countryside homes) 03/20/50 5.500 % 1,276,834 1,287,843 Gvest Finance LLC (Golden Isles homes) 03/31/36 4.000 % 787,500 787,500 Gvest Anderson Homes LLC* 07/10/26 5.210 % 1,992,015 2,006,193 Gvest Capital View Homes LLC* 09/10/26 5.390 % 342,936 342,936 Gvest Hidden Oaks Homes LLC* 09/10/26 5.330 % 411,063 416,560 Gvest Carolinas 4 Homes LLC (Asheboro, Morganton)* 01/10/27 5.300 % 1,282,349 1,294,930 Gvest Sunnyland Homes LLC* 02/10/27 5.370 % 636,020 - Gvest Warrenville Homes LLC* 03/10/27 5.590 % 1,221,130 - Total Notes Payable $ 55,114,344 $ 50,955,777 Discount Direct Lender Fees (2,390,363 ) (2,064,294 ) Total Net of Discount $ 52,723,981 $ 48,891,483 (1) The Company repaid the Charlotte 3 Park MHP LLC note payable of $1,500,000 on March 1, 2022 and recognized refinancing cost expense totaling $15,751. This community was refinanced on April 14, 2022 with a different lender and the Company capitalized $258,023 of debt issuance costs related to the new note. * The notes indicated above are subject to certain financial covenants. Lines of Credit – Variable Interest Entities Facility Borrower Community Maturity Interest Maximum Balance Balance Occupied Home Facility (1) Gvest Homes I LLC ARC, Crestview, Maple 01/01/30 8.375% $ 20,000,000 $ 2,484,999 $ 2,517,620 Multi-Community Rental Home Facility Gvest Finance LLC ARC, Golden Isles Various (3) Greater of 3.25% or Prime, + 375 bps $ 4,000,000 $ 1,218,259 $ 838,000 Multi-Community Floorplan Home Facility (1)(2) Gvest Finance LLC Golden Isles, Springlake, Sunnyland, Crestview Various (3) LIBOR + 6 – 8% based on days outstanding $ 2,000,000 $ 1,768,849 $ 1,104,255 Springlake Home Facility (2) Gvest Finance LLC Springlake 12/10/26 6.75% $ 3,300,000 $ 2,489,044 $ 1,892,481 Total Lines of Credit - VIEs $ 7,961,151 $ 6,352,356 Discount Direct Lender Fees $ (173,508 ) $ (151,749 ) Total Net of Discount $ 7,787,643 $ 6,200,607 (1) During the six months ended June 30, 2022, the Company drew down $19,145 related to the Occupied Home Facility and $1,251,321 related to the Multi-Community Floorplan Home Facility and $414,578 was transferred from the Multi-Community Floorplan Home Facility to the Multi-Community Rental Home Facility as the homes became occupied as rental units. Also during the six month ended June 30 2022, the Company drew down $596,563 related to the Springlake Home Facility and used the proceeds to pay down the same amount on the Multi-Community Floorplan Home Facility so that all homes at Springlake were financed by one lender. (2) Payments on the Multi-Community Floorplan Home Facility advances are interest only until each advance is paid off or transferred to the Multi-Community Rental Home Facility and payments on the Springlake Home Facility are interest only for the first six months. (3) The maturity date of the of the Multi-Community Floorplan Line of Credit will vary based on each statement of financial transaction, a report identifying the funded homes and the applicable financial terms. The agreements for each of the above line of credit facilities require the maintenance of certain financial ratios or other affirmative and negative covenants. All the above line of credit facilities are guaranteed by Raymond M. Gee. Metrolina Promissory Note On October 22, 2021, the Company issued a promissory note to Metrolina Loan Holdings, LLC (“Metrolina”), a significant stockholder, in the principal amount of $1,500,000. The note bears interest at a rate of 18% per annum and matures on April 1, 2023. During the first six months of the note, any prepayment would have required 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 note is guaranteed by Raymond M. Gee. As of June 30, 2022 and December 31, 2021, the balance on this note was $1,500,000. During the six months ended June 30, 2022 and 2021, interest expense totaled $133,890 and $0, respectively. During the three months ended June 30, 2022 and 2021, interest expense totaled $67,315 and $0, respectively. Raymond M. Gee Promissory Note On October 1, 2017, the Company issued a revolving promissory note to Raymond M. Gee, pursuant to which the Company could borrow up to $1,500,000 from Mr. Gee on a revolving basis for working capital purposes. In September 2020, the Company paid off the full balance; however, the line of credit remained available to the Company until it was cancelled in December 2021. As of June 30, 2022 and December 31, 2021, there was no outstanding balance on the note. Gvest Revolving Promissory Note On December 27, 2021, the Company issued a revolving promissory note to Gvest Real Estate Capital, LLC, an entity whose sole owner is Raymond M. Gee, the Company’s chairman and chief executive officer, pursuant to which the Company may borrow up to $1,500,000 on a revolving basis for working capital or acquisition purposes. On the same date, the Company borrowed $150,000. During the six months ended June 30, 2022, the maximum credit limit on this note was increased to $2,000,000 and the Company borrowed an aggregate of $2,700,000 and repaid $850,000. As of June 30, 2022 and December 31, 2021, the outstanding balance on this note was $2,000,000 and $150,000, respectively. This note has a five-year term and is interest-only based on an 15% annual rate through the maturity date and is unsecured. During the three and six months ended June 30, 2022 and 2021, interest expense totaled $13,657 and $0 and $28,375 and $0, respectively. NAV Real Estate LLC Promissory Note On June 29, 2022, the Company issued a revolving promissory note to NAV RE, LLC, an entity whose owners are Adam Martin, the Company’s chief investment officer, and his spouse pursuant to which the Company may borrow up to $2,000,000 on a revolving basis for working capital or acquisition purposes. On the same date, the Company borrowed $2,000,000. As of June 30, 2022, the outstanding principal balance on this note was $2,000,000. This note has a five-year term and is interest-only based on an 15% annual rate through the maturity date and is unsecured. During the three and six months ended June 30, 2022, interest expense totaled $833. Pending Debt Refinance During the six months ended June 30, 2022, the Company entered into an agreement with a lender to potentially refinance several of their loans pursuant to which the Company paid $1,668,690 in financing costs which are included in other assets on the balance sheet. As of the date of this report, the company has not entered into a binding agreement and are still negotiating loan proceeds and terms of the new loans. Maturities of Long-Term Obligations for Five Years and Beyond The minimum annual principal payments of notes payable at June 30, 2022 by fiscal year were: 2022 434,661 2023 2,724,612 2024 5,084,441 2025 1,365,854 2026 19,111,728 Thereafter 39,854,199 Total minimum principal payments $ 68,575,494 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 6 – 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 | 6 Months Ended |
Jun. 30, 2022 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 7 – 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 Cumulative Convertible 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 pari passu Stockholder Optional Conversion Company Call and Stockholder Put Options Voting Rights As of June 30, 2022 and December 31, 2021, there were 1,886,000 shares of Series A Preferred Stock issued and outstanding. As of June 30, 2022, the Series A Preferred Stock balance was made up of Series A Preferred Stock totaling $4,715,000 and accretion of put options totaling $1,362,521. As of December 31, 2021, the Series A Preferred Stock balance was made up of Series A Preferred Stock totaling $4,715,000 and accretion of put options totaling $1,126,771. Series B Cumulative Redeemable 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 pari passu 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 received, in addition to Series B Preferred Stock, 100 shares of Common Stock, regardless of the amount invested, for a total of 40,000 shares of Common Stock. This offering terminated on March 30, 2021 thus, the Company sold no shares of Series B Preferred Stock during the six months ended June 30, 2022. During the six months ended June 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. As of June 30, 2022, 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 $1,701,386. As of December 31, 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 $1,332,878. Series C Cumulative Redeemable 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 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 and is presented net of unamortized debt issuance costs on the balance sheet because the Company has an unconditional obligation to redeem the Series C Preferred Stock and dividends on the Preferred C Stock are included in interest expense. On June 11, 2021, the Company launched a new offering under Regulation A of Section 3(6) of the Securities Act for Tier 2 offerings, pursuant to which the Company is offering 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. During the six months ended June 30, 2022, the Company sold an aggregate of 6,303 shares of Series C Preferred Stock for total gross proceeds of $6,297,617. After deducting a placement fee and other expenses, the Company received net proceeds of $5,877,935. As of June 30, 2022 there were 12,037 shares of Series C Preferred Stock issued and outstanding and the Series C Preferred Stock balance was made up of Series C Preferred Stock gross proceeds totaling $12,032,017 net of total unamortized debt issuance costs of $863,892. As of December 31, 2021, there were 5,734 shares of Series C Preferred Stock issued and outstanding and the Series C Preferred Stock balance was made up of Series C Preferred Stock gross proceeds totaling $5,734,400 net of total unamortized debt issuance costs of $520,030. 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 June 30, 2022 and December 31, 2021, there were 12,412,013 and 12,403,680 shares of Common Stock issued and outstanding, respectively. Stock Issued for Cash During the six months ended June 30, 2022, the Company issued 8,333 shares of Common Stock upon employee exercise of stock options for total exercise price of $83. During the six months ended June 30, 2021, the Company issued 5,100 shares of Common Stock, valued at $1,377, to early investors in the prior Regulation A offering. 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 June 30, 2022, there were 574,842 shares granted and 425,158 shares remaining available under the Plan. The Company has issued options to directors, officers, and employees under the Plan. During the six months ended June 30, 2022 and 2021, the Company issued 145,000 and 50,000 options and recorded stock option expense of $77,822 and $37,817, respectively. The aggregate fair value of the options issued was $570,221. The vesting schedule for 100,000 options issued to an officer in April 2022 is as follows: one third vest after one year, and two thirds vest in equal installments over the succeeding two-year period. The vesting schedule for the other 45,000 options issued during the six months ended 2022 is as follows: one third vest immediately, and two thirds vest in equal annual installments over the succeeding two-year period. All options were granted at a price of $0.01 per share, which represents a price that may be deemed to be below the market value per share of the Company’s common stock as defined by the Plan. The following table summarizes the stock options outstanding as of June 30, 2022: Number of Weighted Weighted Outstanding at December 31, 2021 706,175 $ 0.01 6.6 Granted 145,000 0.01 9.7 Exercised (8,333 ) (0.01 ) (9.6 ) Forfeited / cancelled / expired (268,000 ) (0.01 ) (6.1 ) Outstanding at June 30, 2022 574,842 $ 0.01 6.9 Exercisable at June 30, 2022 428,176 0.01 6.0 As of June 30, 2022, there were 574,842 “in-the-money” options with an aggregate intrinsic value of $1,057,709. The aggregate intrinsic value 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 June 30, 2022. The following table summarizes information concerning options outstanding as of June 30, 2022. Strike Price Outstanding Weighted Weighted Vested stock Weighted $ 0.01 338,675 5.5 $ 0.01 338,675 $ 0.01 $ 0.01 49,500 7.5 $ 0.01 49,500 $ 0.01 $ 0.01 50,000 8.5 $ 0.01 33,333 $ 0.01 $ 0.01 136,667 9.7 $ 0.01 6,667 $ 0.01 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. Stock option assumptions June 30, June 30, Risk-free interest rate 1.40-2.84% 0.26-1.40% Expected dividend yield 0.00% 0.00% Expected volatility 237.85-249.77% 16.03-273.98% Expected life of options (in years) 6.5-7 6.5 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 8 – RELATED PARTY TRANSACTIONS See Note 5 for information regarding the promissory notes issued to Metrolina, a significant stockholder, the revolving promissory note issued to Gvest Real Estate Capital, LLC, an entity whose sole owner is Raymond M. Gee, the Company’s chairman and chief executive officer, and the revolving promissory note issued to NAV Real Estate, LLC, an entity whose owners are Adam Martin, the Company’s chief investment officer, and his spouse. In August 2019, the Company entered into an office lease agreement with 136 Main Street LLC, an entity whose sole owner is Gvest Real Estate LLC, whose sole owner is Mr. Gee, for the lease of the Company’s offices. The lease is $12,000 per month and is on a month-to-month term. During the six months ended June 30, 2022 and 2021, the Company paid $72,000 of rent expense to 136 Main Street LLC. During the three months ended June 30, 2022 and 2021, the Company paid $36,000 of rent expense to 136 Main Street LLC. During the six months ended June 30, 2022, Raymond M. Gee received fees totaling $620,000 for his personal guaranty on certain promissory notes relating to the acquisitions of mobile home communities owned by the Company, including $250,000 in relation to the Asheboro and Morganton acquisitions which were accrued for at December 31, 2021 and paid in January 2022. During the six months ended June 30, 2021, Mr. Gee received no fees for his personal guaranty. See Note 2 for information regarding related party VIEs. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 9 – SUBSEQUENT EVENTS Additional Closings of Regulation A Offering Subsequent to June 30, 2022, we sold an aggregate of 1,447 shares of Series C Preferred Stock in additional closings of this offering for total gross proceeds of $1,447,000. After deducting a placement fee, we received net proceeds of approximately $1,349,728. Red Fox Run Acquisition On February 11, 2022, MHP Pursuits LLC entered into a purchase and sale agreement with an individual for the purchase of a manufactured housing community located in Clyde, North Carolina, a part of the Asheville Metropolitan Statistical Area, consisting of 51 sites and 51 homes on approximately 9 acres for a total purchase price of $3,050,000. On July 12, 2022, MHP Pursuits LLC assigned its rights and obligations in the purchase agreement to Red Fox MHP LLC, an entity wholly owned by the Company, pursuant to an assignment of purchase and sale agreement. On July 29, 2022, closing of the purchase agreement was completed and Red Fox MHP LLC purchased the land, land improvement, and buildings. Proforma financial information is included in the unaudited proforma combined results of operations in Note 4. In connection with the closing of the property, on July 29, 2022, Red Fox MHP LLC entered into a loan agreement with Charlotte Metro Credit Union for a loan in the principal amount of $2,250,000 and issued a promissory note to the lender for the same amount. Interest on the disbursed and unpaid principal balance accrues as follows: (a) from the date funds are first disbursed at a rate of 5.25% per annum, interest only for the first twenty-four months, and (b) on September 1, 2024, interest on the disbursed and unpaid principal balance accrues at a rate 5.25% per annum until maturity. Interest is calculated on the basis of a 365-day year and the actual number of calendar days elapsed. Payments will begin on September 1, 2024 and continue the 1 st The note is secured by a first priority security interest in the property and is guaranteed by the Company and Raymond M. Gee. The loan agreement and note contain customary financial and other covenants and events of default for a loan of its type. Solid Rock Acquisition On February 25, 2022, MHP Pursuits LLC entered into a purchase and sale agreement with K10 Enterprises LLC for the purchase of a manufactured housing community located in Leesville, South Carolina, consisting of 39 sites and homes on approximately 11 acres for a total purchase price of $1,700,000. On July 7, 2022, MHP Pursuits LLC assigned its rights and obligations in the purchase agreement to Solid Rock MHP LLC and Solid Rock MHP Homes LLC, wholly owned subsidiaries of the Company, pursuant to an assignment of purchase and sale agreement. On July 7, 2022, closing of the purchase agreement was completed and Solid Rock MHP LLC purchased the land and land improvements and Solid Rock MHP Home LLC purchased the buildings. Proforma financial information is included in the unaudited proforma combined results of operations in Note 4. In connection with the closing of the property, on July 7, 2022, Solid Rock MHP LLC entered into a loan agreement with United Bank for a loan in the principal amount of $1,125,000 and issued a promissory note to the lender for the same amount. Interest on the disbursed and unpaid principal balance accrues from the date funds are first disbursed at a rate of 5% per annum, interest only for the first twelve months. The interest rate may change on June 30, 2027 and every five years thereafter based on the Wall Street Journal U.S. Prime Rate plus 1 percentage point with the minimum rate being 5%. Interest is calculated on the basis of a 360-day year and the actual number of calendar days elapsed. Payments began on July 30, 2022 and continue the 30 th may prepay the note in part or in full at any time if it pays a prepayment premium calculated in accordance with the loan agreement. The note is secured by a first priority security interest in the property and is guaranteed by Raymond M. Gee. The loan agreement and note contain customary financial and other covenants and events of default for a loan of its type. Stock Options Exercise On August 2, 2022, the Company issued 50,000 common shares upon exercise of stock options pursuant to the Stock Compensation Plan administered by the Compensation Committee and a settlement agreement and release between the Company and a former employee. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
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, 2021 consolidated balance sheet data was derived from audited financial statements but does 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, 2021 included in the Company’s Annual Report on Form 10-K, as filed with the Securities and Exchange Commission on March 31, 2022. 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 six months ended June 30, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. |
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 VIEs’ date of consolidation are as follows: Name of Subsidiary State of Formation Date of Formation Ownership 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% Mobile Home Rentals LLC North Carolina September 30, 2016 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% Carolinas 4 MHP LLC North Carolina November 30, 2021 100% Charlotte 3 Park MHP LLC North Carolina December 10, 2021 100% Sunnyland MHP LLC Georgia January 7, 2022 100% Warrenville MHP LLC South Carolina February 15, 2022 100% Solid Rock MHP LLC* South Carolina June 6, 2022 100% Spaulding MHP LLC Georgia June 10, 2022 100% Raeford MHP Development LLC North Carolina June 20, 2022 100% Solid Rock MHP Homes LLC* South Carolina June 22, 2022 100% Country Estates MHP LLC* North Carolina July 6, 2022 100% Statesville MHP LLC* North Carolina July 6, 2022 100% Timberview MHP LLC* North Carolina July 7, 2022 100% Red Fox MHP LLC* North Carolina July 7, 2022 100% Northview MHP LLC* North Carolina July 8, 2022 100% Meadowbrook MHP LLC* South Carolina July 25, 2022 100% Sunnyland 2 MHP LLC* Georgia July 27, 2022 100% Dalton 3 MHP LLC* Georgia August 8, 2022 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 Gvest Carolinas 4 Homes LLC Delaware November 13, 2021 VIE Gvest Sunnyland Homes LLC Delaware January 6, 2022 VIE Gvest Warrenville Homes LLC Delaware February 14, 2022 VIE * During the three and six months ended June 30, 2022, there was no activity in Solid Rock MHP LLC, Solid Rock MHP Homes LLC, Red Fox MHP LLC, Meadowbrook MHP LLC, Sunnyland 2 MHP LLC, Country Estates MHP LLC, Northview MHP LLC, Statesville MHP LLC, Timberview MHP LLC, and Dalton 3 MHP 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 rental and related income is generated from lease agreements for our sites and homes. The lease component of these agreements is accounted for under Topic 842 of the Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC, for leases. Under ASC 842, the Company must assess on an individual lease basis whether it is probable that we 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 other rental related fee 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. ● 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 ASC 842. ● 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 majority of the Company’s leases are month-to-month. Revenue from sales of manufactured homes is recognized in accordance with the core principle of ASC 606, at the time of closing when control of the home transfers to the customer. After closing of the sale transaction, the Company generally has no remaining performance obligation. |
Accounts Receivable | Accounts Receivable Accounts receivable consist primarily of amounts currently due from residents. Accounts receivable are reported in the balance sheet at outstanding principal adjusted for any charge-offs and 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 entered into a property management agreement with 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 has subsequently entered into property management agreements with Gvest Homes I LLC, Gvest Anderson Homes LLC, Gvest Capital View Homes LLC, Gvest Hidden Oaks Homes LLC, Gvest Springlake Homes LLC, Gvest Carolinas 4 Homes LLC, Gvest Sunnyland Homes LLC and Gvest Warrenville Homes LLC, which are all wholly owned subsidiaries of Gvest Finance LLC. Under the property management agreements, the Company manages the homes owned by the VIEs and the VIEs remit to the Company all income, less any sums paid out for operational expenses and debt service but retain 5% of the debt service payment as a reserve. Additionally, during 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% of these entities 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. 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. 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, the entities listed above are considered to be VIEs in accordance applicable GAAP. |
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 penny 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 six months ended June 30, 2022, the potentially dilutive penny options for the purchase of 428,176 shares of Common Stock were included in basic loss per share. Other securities outstanding as of June 30, 2022 not included in dilutive loss per share, as the effect would be anti-dilutive, were 1,886,000 shares of Series A Cumulative Redeemable Convertible Preferred Stock, which are convertible into Common Stock for a total of 1,886,000 shares. For the six months ended June 30, 2021, the potentially dilutive penny options for the purchase of 519,675 shares of Common Stock were included in basic loss per share. Other securities outstanding as of June 30, 2021 not included in dilutive loss per share, as the effect would be anti-dilutive, were 186,500 stock options and 1,890,000 shares of Series A Cumulative Redeemable Convertible Preferred Stock, which were convertible into Common Stock for a total of 1,890,000 shares. |
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 Depreciation | Investment Property and Depreciation Investment real property and equipment are carried at cost. Depreciation of buildings, improvements to sites and buildings, rental homes, 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 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 three and six months ended June 30, 2022 and 2021. |
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 June 30, 2022 and December 31, 2021, the Company had approximately $1,830,000 and $763,000 above the FDIC-insured limit, respectively, including restricted cash held for tenant security deposits of $810,280 and $705,195, 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 $77,822 and $37,817 during the six months ended June 30, 2022 and 2021, 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. Most of the Company’s financial assets do not have a quoted market value. Therefore, estimates of fair value are necessarily based on a number of significant assumptions (many of which involve events outside the control of management). Such assumptions include assessments of current economic conditions, perceived risks associated with these financial instruments and their counterparties, future expected loss experience and other factors. Given the uncertainties surrounding these assumptions, the reported fair values represent estimates only and, therefore, cannot be compared to the historical accounting model. Use of different assumptions or methodologies is likely to result in significantly different fair value estimates. The fair value of cash and cash equivalents, accounts receivables, and accounts payable approximates their current carrying amounts since all such items are short-term in nature. The fair value of variable and fixed rate mortgages payable and lines of credit approximate their current carrying amounts on the balance sheet since such amounts payable are at approximately a weighted average current market rate of interest. |
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 unaudited condensed consolidated statement of operations. As of June 30, 2022, and December 31, 2021, there were no such accrued interest or penalties. |
Reclassifications | Reclassifications Certain amounts in the prior period presentation have been reclassified to conform with the current presentation. For the six months ended June 30, 2021, the Company reclassed $65,244 from cash used for capital improvements to proceeds from sale of homes within the net cash used in investing activities section of the unaudited condensed consolidated statement of cash flows. |
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. 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. Some states and cities, including some where the Company’s properties are located, 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 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. 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. 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) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Schedule of subsidiaries and VIE’s date of consolidation | Name of Subsidiary State of Formation Date of Formation Ownership 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% Mobile Home Rentals LLC North Carolina September 30, 2016 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% Carolinas 4 MHP LLC North Carolina November 30, 2021 100% Charlotte 3 Park MHP LLC North Carolina December 10, 2021 100% Sunnyland MHP LLC Georgia January 7, 2022 100% Warrenville MHP LLC South Carolina February 15, 2022 100% Solid Rock MHP LLC* South Carolina June 6, 2022 100% Spaulding MHP LLC Georgia June 10, 2022 100% Raeford MHP Development LLC North Carolina June 20, 2022 100% Solid Rock MHP Homes LLC* South Carolina June 22, 2022 100% Country Estates MHP LLC* North Carolina July 6, 2022 100% Statesville MHP LLC* North Carolina July 6, 2022 100% Timberview MHP LLC* North Carolina July 7, 2022 100% Red Fox MHP LLC* North Carolina July 7, 2022 100% Northview MHP LLC* North Carolina July 8, 2022 100% Meadowbrook MHP LLC* South Carolina July 25, 2022 100% Sunnyland 2 MHP LLC* Georgia July 27, 2022 100% Dalton 3 MHP LLC* Georgia August 8, 2022 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 Gvest Carolinas 4 Homes LLC Delaware November 13, 2021 VIE Gvest Sunnyland Homes LLC Delaware January 6, 2022 VIE Gvest Warrenville Homes LLC Delaware February 14, 2022 VIE |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Schedule of consolidated balance sheets | June 30, December 31, (Unaudited) Assets Investment Property $ 18,613,820 $ 14,144,268 Accumulated Depreciation (881,741 ) (597,650 ) Net Investment Property 17,732,079 13,546,618 Cash and Cash Equivalents 53,184 98,900 Accounts Receivable 95,882 60,506 Other Assets 244,108 158,920 Total Assets $ 18,125,253 $ 13,864,944 Liabilities and Deficit Accounts Payable $ 250,317 $ 169,298 Notes Payable, net of 27,558 and $0 debt discount, respectively 8,557,022 6,793,319 Line of Credit, net of $173,508 and $151,749 debt discount, respectively 7,787,643 6,200,607 Accrued Liabilities* 2,978,269 1,679,233 Total Liabilities 19,573,251 14,842,457 Non-controlling Interest (1,447,998 ) (977,513 ) Total Non-controlling Interest in Variable Interest Entities (1,447,998 ) (977,513 ) * Included in accrued liabilities is an intercompany balance of $2,859,303 and $1,515,715 as of June 30, 2022 and December 31, 2021, respectively. The intercompany balances have been eliminated on the consolidated balance sheet. |
Investment Property (Tables)
Investment Property (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | June 30, December 31, (Unaudited) Investment Property Land $ 22,508,158 $ 18,854,760 Site and Land Improvements 37,703,886 35,133,079 Buildings and Improvements 19,730,527 14,666,296 Construction in Process 2,943,578 3,030,456 Total Investment Property 82,886,149 71,684,591 Accumulated Depreciation (6,390,849 ) (4,832,300 ) Net Investment Property $ 76,495,300 $ 66,852,291 |
Acquisitions and Dispositions (
Acquisitions and Dispositions (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Acquisitions and Disposals [Abstract] | |
Schedule of asset acquisitions from third parties and have been accounted for as asset acquisitions | Acquisition Date Name (number of communities) Land Improvements Building Total March 2021 Golden Isles MHP $ 1,050,000 $ 487,500 $ - $ 1,537,500 March 2021 Golden Isles Gvest - - 787,500 787,500 Total Purchase Price $ 1,050,000 $ 487,500 $ 787,500 $ 2,325,000 Acquisition Costs - 123,319 250 123,569 Total Investment Property $ 1,050,000 $ 610,819 $ 787,750 $ 2,448,569 January 2022 Sunnyland MHP $ 672,400 $ 891,580 $ - $ 1,563,980 January 2022 Sunnyland Gvest - - 636,020 636,020 March 2022 Warrenville MHP (2) 975,397 853,473 - 1,828,870 March 2022 Warrenville Gvest (2) - - 1,221,130 1,221,130 June 2022 Spaulding MHP 1,217,635 304,409 477,956 2,000,000 June 2022 Raeford MHP Parcel 650,000 - - 650,000 Total Purchase Price $ 3,515,432 $ 2,049,462 $ 2,335,106 $ 7,900,000 Acquisition Costs 139,502 78,757 60,356 278,615 Total Investment Property $ 3,654,934 $ 2,128,219 $ 2,395,462 $ 8,178,615 |
Schedule of pro-forma information | Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Revenue $ 3,922,613 $ 3,633,142 $ 7,708,707 $ 7,270,337 Community operating expenses 1,535,595 1,348,137 2,912,618 2,806,577 Corporate payroll and overhead expenses 1,254,918 583,733 2,163,996 1,164,467 Depreciation expense 972,911 977,801 1,922,654 1,953,287 Interest expense 1,432,720 968,208 2,783,505 1,950,908 Refinance costs 15,751 - 15,751 16,675 Cost of home sales 122,269 - 154,734 - Other income - 139,300 - 139,300 Net income (loss) (1,411,551 ) (105,437 ) (2,244,551 ) (482,277 ) Net income (loss) attributable to non-controlling interest (250,915 ) 58,954 (425,107 ) 46,762 Net loss attributable to Manufactured Housing Properties, Inc (1,160,636 ) (164,391 ) (1,819,444 ) (529,039 ) Preferred stock dividends / accretion 548,214 540,134 1,096,424 1,069,674 Net income (loss) $ (1,708,852 ) $ (704,525 ) $ (2,915,868 ) $ (1,598,713 ) Net loss per share $ (0.13 ) $ (0.05 ) $ (0.23 ) $ (0.12 ) |
Promissory Notes (Tables)
Promissory Notes (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Promissory Notes [Abstract] | |
Schedule of outstanding balance on these notes | Maturity Interest Balance Balance Pecan Grove MHP LLC 02/22/29 5.250 % $ 2,933,462 $ 2,969,250 Azalea MHP LLC 03/01/29 5.400 % 811,027 790,481 Holly Faye MHP LLC 03/01/29 5.400 % 546,753 579,825 Chatham MHP LLC 04/01/24 5.875 % 1,679,979 1,698,800 Lakeview MHP LLC 03/01/29 5.400 % 1,789,063 1,805,569 B&D MHP LLC 05/02/29 5.500 % 1,755,502 1,779,439 Hunt Club MHP LLC 01/01/33 3.430 % 2,374,578 2,398,689 Crestview MHP LLC 12/31/30 3.250 % 4,617,309 4,682,508 Maple Hills MHP LLC 12/01/30 3.250 % 2,308,655 2,341,254 Springlake MHP LLC 12/10/26 4.750 % 4,016,250 4,016,250 ARC MHP LLC 01/01/30 5.500 % 3,770,365 3,809,742 Countryside MHP LLC 03/20/50 5.500 % 1,669,702 1,684,100 Evergreen MHP LLC 04/01/32 3.990 % 1,104,642 1,115,261 Golden Isles MHP LLC 03/31/26 4.000 % 787,500 787,500 Anderson MHP LLC* 07/10/26 5.210 % 2,153,807 2,153,807 Capital View MHP LLC* 09/10/26 5.390 % 817,064 817,064 Hidden Oaks MHP LLC* 09/10/26 5.330 % 823,440 823,440 North Raleigh MHP LLC 11/01/26 4.750 % 5,247,746 5,304,409 Charlotte 3 Park MHP LLC (Dixie, Driftwood, Meadowbrook) (1) 03/01/22 5.000 % - 1,500,000 Charlotte 3 Park MHP LLC (Dixie, Driftwood, Meadowbrook)* 11/01/28 4.250 % 1,875,000 - Carolinas 4 MHP LLC (Asheboro, Morganton)* 01/10/27 5.300 % 3,105,070 3,105,070 Sunnyland MHP LLC* 02/10/27 5.370 % 1,123,980 - Warrenville MHP LLC* 03/10/27 5.590 % 1,218,870 - Gvest Finance LLC (B&D homes) 05/01/24 5.000 % 634,733 657,357 Gvest Finance LLC (Countryside homes) 03/20/50 5.500 % 1,276,834 1,287,843 Gvest Finance LLC (Golden Isles homes) 03/31/36 4.000 % 787,500 787,500 Gvest Anderson Homes LLC* 07/10/26 5.210 % 1,992,015 2,006,193 Gvest Capital View Homes LLC* 09/10/26 5.390 % 342,936 342,936 Gvest Hidden Oaks Homes LLC* 09/10/26 5.330 % 411,063 416,560 Gvest Carolinas 4 Homes LLC (Asheboro, Morganton)* 01/10/27 5.300 % 1,282,349 1,294,930 Gvest Sunnyland Homes LLC* 02/10/27 5.370 % 636,020 - Gvest Warrenville Homes LLC* 03/10/27 5.590 % 1,221,130 - Total Notes Payable $ 55,114,344 $ 50,955,777 Discount Direct Lender Fees (2,390,363 ) (2,064,294 ) Total Net of Discount $ 52,723,981 $ 48,891,483 |
Schedule of lines of credit – variable interest entities | Facility Borrower Community Maturity Interest Maximum Balance Balance Occupied Home Facility (1) Gvest Homes I LLC ARC, Crestview, Maple 01/01/30 8.375% $ 20,000,000 $ 2,484,999 $ 2,517,620 Multi-Community Rental Home Facility Gvest Finance LLC ARC, Golden Isles Various (3) Greater of 3.25% or Prime, + 375 bps $ 4,000,000 $ 1,218,259 $ 838,000 Multi-Community Floorplan Home Facility (1)(2) Gvest Finance LLC Golden Isles, Springlake, Sunnyland, Crestview Various (3) LIBOR + 6 – 8% based on days outstanding $ 2,000,000 $ 1,768,849 $ 1,104,255 Springlake Home Facility (2) Gvest Finance LLC Springlake 12/10/26 6.75% $ 3,300,000 $ 2,489,044 $ 1,892,481 Total Lines of Credit - VIEs $ 7,961,151 $ 6,352,356 Discount Direct Lender Fees $ (173,508 ) $ (151,749 ) Total Net of Discount $ 7,787,643 $ 6,200,607 |
Schedule of minimum annual principal payments of notes payable | 2022 434,661 2023 2,724,612 2024 5,084,441 2025 1,365,854 2026 19,111,728 Thereafter 39,854,199 Total minimum principal payments $ 68,575,494 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Stockholders' Equity Note [Abstract] | |
Schedule of summarizes the stock options outstanding | Number of Weighted Weighted Outstanding at December 31, 2021 706,175 $ 0.01 6.6 Granted 145,000 0.01 9.7 Exercised (8,333 ) (0.01 ) (9.6 ) Forfeited / cancelled / expired (268,000 ) (0.01 ) (6.1 ) Outstanding at June 30, 2022 574,842 $ 0.01 6.9 Exercisable at June 30, 2022 428,176 0.01 6.0 |
Schedule of summarizes information concerning options outstanding | Strike Price Outstanding Weighted Weighted Vested stock Weighted $ 0.01 338,675 5.5 $ 0.01 338,675 $ 0.01 $ 0.01 49,500 7.5 $ 0.01 49,500 $ 0.01 $ 0.01 50,000 8.5 $ 0.01 33,333 $ 0.01 $ 0.01 136,667 9.7 $ 0.01 6,667 $ 0.01 |
Schedule of black scholes option pricing model with the following assumptions for grants made during the periods indicated | Stock option assumptions June 30, June 30, Risk-free interest rate 1.40-2.84% 0.26-1.40% Expected dividend yield 0.00% 0.00% Expected volatility 237.85-249.77% 16.03-273.98% Expected life of options (in years) 6.5-7 6.5 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies and Organization (Details) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Debt service plus | 5% | |||
Gvest real estate LLC Percentage | 49% | |||
Chairman and chief executive officer percentage | 51% | |||
Purchase of shares of Common Stock | 428,176 | |||
Options for purchase of common stock | 519,675 | |||
Federal deposit insurance corporation expense | $ 763,000 | $ 1,830,000 | ||
Security deposits | 810,280 | $ 705,195 | ||
Stock option expense | $ 77,822 | $ 37,817 | ||
Tax benefit percentage | 50% | |||
Payments for capital improvement | $ 65,244 | |||
Minimum [Member] | ||||
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Estimated useful lives | 3 years | |||
Maximum [Member] | ||||
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Estimated useful lives | 25 years | |||
Series A Cumulative Redeemable Convertible Preferred Stock [Member] | ||||
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Convertible preferred stock | 1,886,000 | 1,890,000 | ||
Convertible into common stock | 1,886,000 | 1,890,000 | ||
Stock option [Member] | ||||
Summary of Significant Accounting Policies and Organization (Details) [Line Items] | ||||
Convertible preferred stock | 186,500 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation | 6 Months Ended | |
Jun. 30, 2022 | ||
Pecan Grove MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Pecan Grove MHP LLC | |
State of Formation | North Carolina | |
Date of Formation | October 12, 2016 | |
Ownership | 100% | |
Azalea MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Azalea MHP LLC | |
State of Formation | North Carolina | |
Date of Formation | October 25, 2017 | |
Ownership | 100% | |
Holly Faye MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Holly Faye MHP LLC | |
State of Formation | North Carolina | |
Date of Formation | October 25, 2017 | |
Ownership | 100% | |
Chatham Pines MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Chatham Pines MHP LLC | |
State of Formation | North Carolina | |
Date of Formation | October 31, 2017 | |
Ownership | 100% | |
Maple Hills MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Maple Hills MHP LLC | |
State of Formation | North Carolina | |
Date of Formation | October 31, 2017 | |
Ownership | 100% | |
Lakeview MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Lakeview MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | November 1, 2017 | |
Ownership | 100% | |
MHP Pursuits LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | MHP Pursuits LLC | |
State of Formation | North Carolina | |
Date of Formation | January 31, 2019 | |
Ownership | 100% | |
Mobile Home Rentals LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Mobile Home Rentals LLC | |
State of Formation | North Carolina | |
Date of Formation | September 30, 2016 | |
Ownership | 100% | |
Hunt Club MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Hunt Club MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | March 8, 2019 | |
Ownership | 100% | |
B&D MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | B&D MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | April 4, 2019 | |
Ownership | 100% | |
Crestview MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Crestview MHP LLC | |
State of Formation | North Carolina | |
Date of Formation | June 28, 2019 | |
Ownership | 100% | |
Springlake MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Springlake MHP LLC | |
State of Formation | Georgia | |
Date of Formation | October 10, 2019 | |
Ownership | 100% | |
ARC MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | ARC MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | November 13, 2019 | |
Ownership | 100% | |
Countryside MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Countryside MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | March 12, 2020 | |
Ownership | 100% | |
Evergreen MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Evergreen MHP LLC | |
State of Formation | Tennessee | |
Date of Formation | March 17, 2020 | |
Ownership | 100% | |
Golden Isles MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Golden Isles MHP LLC | |
State of Formation | Georgia | |
Date of Formation | March 16, 2021 | |
Ownership | 100% | |
Anderson MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Anderson MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | June 2, 2021 | |
Ownership | 100% | |
Capital View MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Capital View MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | August 6, 2021 | |
Ownership | 100% | |
Hidden Oaks MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Hidden Oaks MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | August 6, 2021 | |
Ownership | 100% | |
North Raleigh MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | North Raleigh MHP LLC | |
State of Formation | North Carolina | |
Date of Formation | September 16, 2021 | |
Ownership | 100% | |
Carolinas 4 MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Carolinas 4 MHP LLC | |
State of Formation | North Carolina | |
Date of Formation | November 30, 2021 | |
Ownership | 100% | |
Charlotte 3 Park MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Charlotte 3 Park MHP LLC | |
State of Formation | North Carolina | |
Date of Formation | December 10, 2021 | |
Ownership | 100% | |
Sunnyland MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Sunnyland MHP LLC | |
State of Formation | Georgia | |
Date of Formation | January 7, 2022 | |
Ownership | 100% | |
Warrenville MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Warrenville MHP LLC | |
State of Formation | South Carolina | |
Date of Formation | February 15, 2022 | |
Ownership | 100% | |
Solid Rock MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Solid Rock MHP LLC* | [1] |
State of Formation | South Carolina | [1] |
Date of Formation | June 6, 2022 | [1] |
Ownership | 100% | [1] |
Spaulding MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Spaulding MHP LLC | |
State of Formation | Georgia | |
Date of Formation | June 10, 2022 | |
Ownership | 100% | |
Raeford MHP Development LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Raeford MHP Development LLC | |
State of Formation | North Carolina | |
Date of Formation | June 20, 2022 | |
Ownership | 100% | |
Solid Rock MHP Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Solid Rock MHP Homes LLC* | [1] |
State of Formation | South Carolina | [1] |
Date of Formation | June 22, 2022 | [1] |
Ownership | 100% | [1] |
Country Estates MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Country Estates MHP LLC* | [1] |
State of Formation | North Carolina | [1] |
Date of Formation | July 6, 2022 | [1] |
Ownership | 100% | [1] |
Statesville MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Statesville MHP LLC* | [1] |
State of Formation | North Carolina | [1] |
Date of Formation | July 6, 2022 | [1] |
Ownership | 100% | [1] |
Timberview MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Timberview MHP LLC* | [1] |
State of Formation | North Carolina | [1] |
Date of Formation | July 7, 2022 | [1] |
Ownership | 100% | [1] |
Red Fox MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Red Fox MHP LLC* | [1] |
State of Formation | North Carolina | [1] |
Date of Formation | July 7, 2022 | [1] |
Ownership | 100% | [1] |
Northview MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Northview MHP LLC* | [1] |
State of Formation | North Carolina | [1] |
Date of Formation | July 8, 2022 | [1] |
Ownership | 100% | [1] |
Meadowbrook MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Meadowbrook MHP LLC* | [1] |
State of Formation | South Carolina | [1] |
Date of Formation | July 25, 2022 | [1] |
Ownership | 100% | [1] |
Sunnyland 2 MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Sunnyland 2 MHP LLC* | [1] |
State of Formation | Georgia | [1] |
Date of Formation | July 27, 2022 | [1] |
Ownership | 100% | [1] |
Dalton 3 MHP LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Dalton 3 MHP LLC* | [1] |
State of Formation | Georgia | [1] |
Date of Formation | August 8, 2022 | [1] |
Ownership | 100% | [1] |
Gvest Finance LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | 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 and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Gvest Homes I LLC | |
State of Formation | Delaware | |
Date of Formation | November 9, 2020 | |
Ownership | VIE | |
Brainerd Place LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Brainerd Place LLC | |
State of Formation | Delaware | |
Date of Formation | February 24, 2021 | |
Ownership | VIE | |
Bull Creek LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | 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 and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | 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 and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | 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 and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | 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 and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Gvest Springlake Homes LLC | |
State of Formation | Delaware | |
Date of Formation | September 24, 2021 | |
Ownership | VIE | |
Gvest Carolinas 4 Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Gvest Carolinas 4 Homes LLC | |
State of Formation | Delaware | |
Date of Formation | November 13, 2021 | |
Ownership | VIE | |
Gvest Sunnyland Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Gvest Sunnyland Homes LLC | |
State of Formation | Delaware | |
Date of Formation | January 6, 2022 | |
Ownership | VIE | |
Gvest Warrenville Homes LLC [Member] | ||
Summary of Significant Accounting Policies and Organization (Details) - Schedule of subsidiaries and VIE’s date of consolidation [Line Items] | ||
Name of Subsidiary | Gvest Warrenville Homes LLC | |
State of Formation | Delaware | |
Date of Formation | February 14, 2022 | |
Ownership | VIE | |
[1]During the three and six months ended June 30, 2022, there was no activity in Solid Rock MHP LLC, Solid Rock MHP Homes LLC, Red Fox MHP LLC, Meadowbrook MHP LLC, Sunnyland 2 MHP LLC, Country Estates MHP LLC, Northview MHP LLC, Statesville MHP LLC, Timberview MHP LLC, and Dalton 3 MHP LLC. |
Variable Interest Entities (Det
Variable Interest Entities (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | |||||
Net income loss | $ 250,915 | $ 118,348 | $ 410,485 | $ 173,433 | |
Management fee | 222,566 | $ 0 | 305,579 | $ 0 | |
Accumulated manufactured housing properties | $ 2,859,303 | $ 2,859,303 | $ 1,515,715 |
Variable Interest Entities (D_2
Variable Interest Entities (Details) - Schedule of consolidated balance sheets - Variable Interest Entities [Member] - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | |
Assets | |||
Investment Property | $ 18,613,820 | $ 14,144,268 | |
Accumulated Depreciation | (881,741) | (597,650) | |
Net Investment Property | 17,732,079 | 13,546,618 | |
Cash and Cash Equivalents | 53,184 | 98,900 | |
Accounts Receivable | 95,882 | 60,506 | |
Other Assets | 244,108 | 158,920 | |
Total Assets | 18,125,253 | 13,864,944 | |
Liabilities and Deficit | |||
Accounts Payable | 250,317 | 169,298 | |
Notes Payable, net of 27,558 and $0 debt discount, respectively | 8,557,022 | 6,793,319 | |
Line of Credit, net of $173,508 and $151,749 debt discount, respectively | 7,787,643 | 6,200,607 | |
Accrued Liabilities | [1] | 2,978,269 | 1,679,233 |
Total Liabilities | 19,573,251 | 14,842,457 | |
Non-controlling Interest | (1,447,998) | (977,513) | |
Total Non-controlling Interest in Variable Interest Entities | $ (1,447,998) | $ (977,513) | |
[1] Included in accrued liabilities is an intercompany balance of $2,859,303 and $1,515,715 as of June 30, 2022 and December 31, 2021, respectively. The intercompany balances have been eliminated on the consolidated balance sheet. |
Variable Interest Entities (D_3
Variable Interest Entities (Details) - Schedule of consolidated balance sheets (Parentheticals) - Variable Interest Entities [Member] - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Notes Payable, net | $ 27,558 | $ 27,558 |
Notes Payable, debt discount | 0 | 0 |
Line of Credit, net | 166,504 | 166,504 |
Line of Credit, debt discount | $ 151,749 | $ 151,749 |
Investment Property (Details)
Investment Property (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Investment Property (Details) [Line Items] | |||||
Depreciation expense | $ 818,975 | $ 462,042 | $ 1,578,679 | $ 903,665 | |
Nine New Manufactured Homes [Member] | |||||
Investment Property (Details) [Line Items] | |||||
Manufactured homes | 1,300,000 | ||||
Thirty-Four New Manufactured Homes [Member] | |||||
Investment Property (Details) [Line Items] | |||||
Manufactured homes | $ 1,900,000 | ||||
Fourteen New Manufactured Homes [Member] | |||||
Investment Property (Details) [Line Items] | |||||
Manufactured homes | $ 860,000 |
Investment Property (Details) -
Investment Property (Details) - Schedule of property and equipment - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Investment Property | ||
Land | $ 22,508,158 | $ 18,854,760 |
Site and Land Improvements | 37,703,886 | 35,133,079 |
Buildings and Improvements | 19,730,527 | 14,666,296 |
Construction in Process | 2,943,578 | 3,030,456 |
Total Investment Property | 82,886,149 | 71,684,591 |
Accumulated Depreciation | (6,390,849) | (4,832,300) |
Net Investment Property | $ 76,495,300 | $ 66,852,291 |
Acquisitions and Dispositions_2
Acquisitions and Dispositions (Details) | 1 Months Ended | ||||
Jan. 31, 2022 | Jun. 28, 2022 USD ($) m² | Jun. 17, 2022 USD ($) m² | Mar. 31, 2022 USD ($) m² | Jun. 30, 2021 USD ($) m² | |
Acquisitions and Dispositions (Details) [Line Items] | |||||
Acres (in Square Meters) | m² | 62 | 17 | 45 | 17 | |
Total purchase price | $ 650,000 | $ 2,000,000 | $ 3,050,000 | $ 2,325,000 | |
Aggregate purchase price | $ 21,738,000 | ||||
Land and land improvements [Member] | |||||
Acquisitions and Dispositions (Details) [Line Items] | |||||
Number of acres square description | On January 31, 2022, the Company purchased a manufactured housing community located in Byron, Georgia consisting of 73 sites on approximately 18.57 acres and an adjacent parcel of 15.09 acres of undeveloped land for a total purchase price of $2,200,000. |
Acquisitions and Dispositions_3
Acquisitions and Dispositions (Details) - Schedule of asset acquisitions from third parties and have been accounted for as asset acquisitions | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Golden Isles MHP [Member] | |
Business Acquisition [Line Items] | |
Acquisition Date | March 2021 |
Land | $ 1,050,000 |
Improvements | 487,500 |
Building | |
Total Purchase Price | $ 1,537,500 |
Golden Isles Gvest [Member] | |
Business Acquisition [Line Items] | |
Acquisition Date | March 2021 |
Land | |
Improvements | |
Building | 787,500 |
Total Purchase Price | $ 787,500 |
Sunnyland MHP [Member] | |
Business Acquisition [Line Items] | |
Acquisition Date | January 2022 |
Land | $ 672,400 |
Improvements | 891,580 |
Building | |
Total Purchase Price | $ 1,563,980 |
Sunnyland Gvest [Member] | |
Business Acquisition [Line Items] | |
Acquisition Date | January 2022 |
Land | |
Improvements | |
Building | 636,020 |
Total Purchase Price | $ 636,020 |
Warrenville MHP [Member] | |
Business Acquisition [Line Items] | |
Acquisition Date | March 2022 |
Land | $ 975,397 |
Improvements | 853,473 |
Building | |
Total Purchase Price | $ 1,828,870 |
Warrenville Gvest [Member] | |
Business Acquisition [Line Items] | |
Acquisition Date | March 2022 |
Land | |
Improvements | |
Building | 1,221,130 |
Total Purchase Price | $ 1,221,130 |
Spaulding MHP [Member] | |
Business Acquisition [Line Items] | |
Acquisition Date | June 2022 |
Land | $ 1,217,635 |
Improvements | 304,409 |
Building | 477,956 |
Total Purchase Price | $ 2,000,000 |
Raeford MHP Parcel [Member] | |
Business Acquisition [Line Items] | |
Acquisition Date | June 2022 |
Land | $ 650,000 |
Improvements | |
Building | |
Total Purchase Price | 650,000 |
March 2021 [Member] | Total Purchase Price [Member] | |
Business Acquisition [Line Items] | |
Land | 1,050,000 |
Improvements | 487,500 |
Building | 787,500 |
Total Purchase Price | 2,325,000 |
March 2021 [Member] | Acquisition Costs [Member] | |
Business Acquisition [Line Items] | |
Land | |
Improvements | 123,319 |
Building | 250 |
Total Purchase Price | 123,569 |
March 2021 [Member] | Total Investment Property [Member] | |
Business Acquisition [Line Items] | |
Land | 1,050,000 |
Improvements | 610,819 |
Building | 787,750 |
Total Purchase Price | 2,448,569 |
June 2022 [Member] | Total Purchase Price [Member] | |
Business Acquisition [Line Items] | |
Land | 3,515,432 |
Improvements | 2,049,462 |
Building | 2,335,106 |
Total Purchase Price | 7,900,000 |
June 2022 [Member] | Acquisition Costs [Member] | |
Business Acquisition [Line Items] | |
Land | 139,502 |
Improvements | 78,757 |
Building | 60,356 |
Total Purchase Price | 278,615 |
June 2022 [Member] | Total Investment Property [Member] | |
Business Acquisition [Line Items] | |
Land | 3,654,934 |
Improvements | 2,128,219 |
Building | 2,395,462 |
Total Purchase Price | $ 8,178,615 |
Acquisitions and Dispositions_4
Acquisitions and Dispositions (Details) - Schedule of pro-forma information - Pro Forma [Member] - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Acquisitions and Dispositions (Details) - Schedule of pro-forma information [Line Items] | ||||
Revenue | $ 3,922,613 | $ 3,633,142 | $ 7,708,707 | $ 7,270,337 |
Community operating expenses | 1,535,595 | 1,348,137 | 2,912,618 | 2,806,577 |
Corporate payroll and overhead expenses | 1,254,918 | 583,733 | 2,163,996 | 1,164,467 |
Depreciation expense | 972,911 | 977,801 | 1,922,654 | 1,953,287 |
Interest expense | 1,432,720 | 968,208 | 2,783,505 | 1,950,908 |
Refinance costs | 15,751 | 15,751 | 16,675 | |
Cost of home sales | 122,269 | 154,734 | ||
Other income | 139,300 | 139,300 | ||
Net income (loss) | (1,411,551) | (105,437) | (2,244,551) | (482,277) |
Net income (loss) attributable to non-controlling interest | (250,915) | 58,954 | (425,107) | 46,762 |
Net loss attributable to Manufactured Housing Properties, Inc | (1,160,636) | (164,391) | (1,819,444) | (529,039) |
Preferred stock dividends / accretion | 548,214 | 540,134 | 1,096,424 | 1,069,674 |
Net income (loss) | $ (1,708,852) | $ (704,525) | $ (2,915,868) | $ (1,598,713) |
Net loss per share (in Dollars per share) | $ (0.13) | $ (0.05) | $ (0.23) | $ (0.12) |
Promissory Notes (Details)
Promissory Notes (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||
Apr. 14, 2022 | Mar. 01, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Jun. 29, 2022 | Dec. 27, 2021 | Oct. 22, 2021 | Oct. 01, 2017 | |
Promissory Notes (Details) [Line Items] | |||||||||||
Loans amount | $ 45,308,733 | $ 45,308,733 | |||||||||
Note payable | $ 52,723,981 | 52,723,981 | $ 48,891,483 | ||||||||
Cost expense | $ 15,751 | ||||||||||
Debt issuance costs | $ 258,023 | ||||||||||
Drew down related to occupied home facility | 19,145 | ||||||||||
Related to the multi-community floorplan home facility | 1,251,321 | ||||||||||
Transferred to multicommunity floorplan home facility | 414,578 | ||||||||||
Drew down related to springlake home facility | $ 596,563 | ||||||||||
Promissory notes, description | This note has a five-year term and is interest-only based on an 15% annual rate through the maturity date and is unsecured. | ||||||||||
Financing costs | $ 1,668,690 | ||||||||||
Minimum [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Promissory notes range | 3.25% | 3.25% | |||||||||
Promissory notes term | 5 years | ||||||||||
Maximum [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Promissory notes range | 5.875% | 5.875% | |||||||||
Promissory notes term | 30 years | ||||||||||
Gvest Real Estate Capital LLC [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Borrowing amount | $ 150,000 | ||||||||||
NAV Real Estate LLC Promissory Note [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Borrowing amount | $ 2,000,000 | ||||||||||
Mr. Gee [Member] | Raymond M. Gee Promissory Note [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Borrowing amount | $ 1,500,000 | ||||||||||
MHP LLC [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Note payable | $ 1,500,000 | ||||||||||
Metrolina Loan Holdings, LLC [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Principal amount | $ 1,500,000 | ||||||||||
Interest expense | $ 133,890 | $ 0 | |||||||||
Metrolina Promissory Notes [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Interest rate per annum | 18% | 18% | |||||||||
Maturity date | Apr. 01, 2023 | ||||||||||
Balance note | $ 1,500,000 | $ 1,500,000 | 1,500,000 | ||||||||
Interest expense | 67,315 | $ 0 | |||||||||
Gvest Real Estate Capital LLC [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Outstanding balance | 2,000,000 | $ 150,000 | |||||||||
Interest expense | 13,657 | $ 0 | 28,375 | $ 0 | |||||||
Borrowing amount | 2,700,000 | 2,700,000 | |||||||||
Maximum credit limit note increased | 2,000,000 | 2,000,000 | |||||||||
Amount repaid | 850,000 | ||||||||||
Gvest Real Estate Capital LLC [Member] | Gvest Revolving Promissory Notes [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Borrowing amount | $ 1,500,000 | ||||||||||
NAV Real Estate LLC [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Outstanding balance | 2,000,000 | ||||||||||
Interest expense | $ 833 | ||||||||||
NAV Real Estate LLC [Member] | NAV Real Estate LLC Promissory Note [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Borrowing amount | $ 2,000,000 | ||||||||||
Promissory Notes [Member] | |||||||||||
Promissory Notes (Details) [Line Items] | |||||||||||
Outstanding balance | $ 55,114,344 |
Promissory Notes (Details) - Sc
Promissory Notes (Details) - Schedule of outstanding balance on these notes - USD ($) | 6 Months Ended | ||
Jun. 30, 2022 | Dec. 31, 2021 | ||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Totals note payables | $ 55,114,344 | $ 50,955,777 | |
Discount Direct Lender Fees | (2,390,363) | (2,064,294) | |
Total Net of Discount | $ 52,723,981 | 48,891,483 | |
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 | $ 2,933,462 | 2,969,250 | |
Azalea MHP LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | Mar. 01, 2029 | ||
Interest Rate | 5.40% | ||
Totals note payables | $ 811,027 | 790,481 | |
Holly Faye MHP LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | Mar. 01, 2029 | ||
Interest Rate | 5.40% | ||
Totals note payables | $ 546,753 | 579,825 | |
Chatham MHP LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | Apr. 01, 2024 | ||
Interest Rate | 5.875% | ||
Totals note payables | $ 1,679,979 | 1,698,800 | |
Lakeview MHP LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | Mar. 01, 2029 | ||
Interest Rate | 5.40% | ||
Totals note payables | $ 1,789,063 | 1,805,569 | |
B&D MHP LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | May 02, 2029 | ||
Interest Rate | 5.50% | ||
Totals note payables | $ 1,755,502 | 1,779,439 | |
Hunt Club MHP LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | Jan. 01, 2033 | ||
Interest Rate | 3.43% | ||
Totals note payables | $ 2,374,578 | 2,398,689 | |
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 | $ 4,617,309 | 4,682,508 | |
Maple Hills MHP LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | Dec. 01, 2030 | ||
Interest Rate | 3.25% | ||
Totals note payables | $ 2,308,655 | 2,341,254 | |
Springlake MHP LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | Dec. 10, 2026 | ||
Interest Rate | 4.75% | ||
Totals note payables | $ 4,016,250 | 4,016,250 | |
ARC MHP LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | Jan. 01, 2030 | ||
Interest Rate | 5.50% | ||
Totals note payables | $ 3,770,365 | 3,809,742 | |
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 | $ 1,669,702 | 1,684,100 | |
Evergreen MHP LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | Apr. 01, 2032 | ||
Interest Rate | 3.99% | ||
Totals note payables | $ 1,104,642 | 1,115,261 | |
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% | ||
Totals note payables | $ 787,500 | 787,500 | |
Anderson MHP LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | [1] | Jul. 10, 2026 | |
Interest Rate | [1] | 5.21% | |
Totals note payables | [1] | $ 2,153,807 | 2,153,807 |
Capital View MHP LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | [1] | Sep. 10, 2026 | |
Interest Rate | [1] | 5.39% | |
Totals note payables | [1] | $ 817,064 | 817,064 |
Hidden Oaks MHP LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | [1] | Sep. 10, 2026 | |
Interest Rate | [1] | 5.33% | |
Totals note payables | [1] | $ 823,440 | 823,440 |
North Raleigh MHP LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | Nov. 01, 2026 | ||
Interest Rate | 4.75% | ||
Totals note payables | $ 5,247,746 | 5,304,409 | |
Charlotte 3 Park MHP LLC (Dixie, Driftwood, Meadowbrook) [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | [2] | Mar. 01, 2022 | |
Interest Rate | [2] | 5% | |
Totals note payables | [2] | 1,500,000 | |
Charlotte 3 Park MHP LLC (Dixie, Driftwood, Meadowbrook) [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | [1] | Nov. 01, 2028 | |
Interest Rate | [1] | 4.25% | |
Totals note payables | [1] | $ 1,875,000 | |
Carolinas 4 MHP LLC (Asheboro, Morganton) [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | [1] | Jan. 10, 2027 | |
Interest Rate | [1] | 5.30% | |
Totals note payables | [1] | $ 3,105,070 | 3,105,070 |
Sunnyland MHP LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | [1] | Feb. 10, 2027 | |
Interest Rate | [1] | 5.37% | |
Totals note payables | [1] | $ 1,123,980 | |
Warrenville MHP LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | [1] | Mar. 10, 2027 | |
Interest Rate | [1] | 5.59% | |
Totals note payables | [1] | $ 1,218,870 | |
Gvest Finance LLC (B&D homes) [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | May 01, 2024 | ||
Interest Rate | 5% | ||
Totals note payables | $ 634,733 | 657,357 | |
Gvest Finance LLC (Countryside homes) [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 | $ 1,276,834 | 1,287,843 | |
Gvest Finance LLC (Golden Isles homes) [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | Mar. 31, 2036 | ||
Interest Rate | 4% | ||
Totals note payables | $ 787,500 | 787,500 | |
Gvest Anderson Homes LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | [1] | Jul. 10, 2026 | |
Interest Rate | [1] | 5.21% | |
Totals note payables | [1] | $ 1,992,015 | 2,006,193 |
Gvest Capital View Homes LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | [1] | Sep. 10, 2026 | |
Interest Rate | [1] | 5.39% | |
Totals note payables | [1] | $ 342,936 | 342,936 |
Gvest Hidden Oaks Homes LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | [1] | Sep. 10, 2026 | |
Interest Rate | [1] | 5.33% | |
Totals note payables | [1] | $ 411,063 | 416,560 |
Gvest Carolinas 4 Homes LLC (Asheboro, Morganton) [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | [1] | Jan. 10, 2027 | |
Interest Rate | [1] | 5.30% | |
Totals note payables | [1] | $ 1,282,349 | 1,294,930 |
Gvest Sunnyland Homes LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | [1] | Feb. 10, 2027 | |
Interest Rate | [1] | 5.37% | |
Totals note payables | [1] | $ 636,020 | |
Gvest Warrenville Homes LLC [Member] | |||
Promissory Notes (Details) - Schedule of outstanding balance on these notes [Line Items] | |||
Maturity Date | [1] | Mar. 10, 2027 | |
Interest Rate | [1] | 5.59% | |
Totals note payables | [1] | $ 1,221,130 | |
[1]The notes indicated above are subject to certain financial covenants.[2]The Company repaid the Charlotte 3 Park MHP LLC note payable of $1,500,000 on March 1, 2022 and recognized refinancing cost expense totaling $15,751. This community was refinanced on April 14, 2022 with a different lender and the Company capitalized $258,023 of debt issuance costs related to the new note. |
Promissory Notes (Details) - _2
Promissory Notes (Details) - Schedule of lines of credit – variable interest entities - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | ||
Promissory Notes (Details) - Schedule of lines of credit – variable interest entities [Line Items] | |||
Total Lines of Credit - VIEs | $ 7,961,151 | $ 6,352,356 | |
Discount Direct Lender Fees | (173,508) | (151,749) | |
Total Net of Discount | $ 7,787,643 | 6,200,607 | |
Occupied Home Facility [Member] | |||
Promissory Notes (Details) - Schedule of lines of credit – variable interest entities [Line Items] | |||
Borrower | [1] | Gvest Homes I LLC | |
Community | [1] | ARC, Crestview, Maple | |
Maturity Date | [1] | 01/01/30 | |
Interest Rate | [1] | 8.375% | |
Maximum Credit Limit | [1] | $ 20,000,000 | |
Total Lines of Credit - VIEs | [1] | $ 2,484,999 | 2,517,620 |
Multi-Community Rental Home Facility [Member] | |||
Promissory Notes (Details) - Schedule of lines of credit – variable interest entities [Line Items] | |||
Borrower | Gvest Finance LLC | ||
Community | ARC, Golden Isles | ||
Maturity Date | [2] | Various (3) | |
Interest Rate | Greater of 3.25% or Prime, + 375 bps | ||
Maximum Credit Limit | $ 4,000,000 | ||
Total Lines of Credit - VIEs | $ 1,218,259 | 838,000 | |
Multi-Community Floorplan Home Facility [Member] | |||
Promissory Notes (Details) - Schedule of lines of credit – variable interest entities [Line Items] | |||
Borrower | [1],[3] | Gvest Finance LLC | |
Community | Golden Isles, Springlake, Sunnyland, Crestview | ||
Maturity Date | [1],[2],[3] | Various (3) | |
Interest Rate | [1],[3] | LIBOR + 6 – 8% based on days outstanding | |
Maximum Credit Limit | [1],[3] | $ 2,000,000 | |
Total Lines of Credit - VIEs | [1],[3] | $ 1,768,849 | 1,104,255 |
Springlake Home Facility [Member] | |||
Promissory Notes (Details) - Schedule of lines of credit – variable interest entities [Line Items] | |||
Borrower | [3] | Gvest Finance LLC | |
Community | [3] | Springlake | |
Maturity Date | [3] | 12/10/26 | |
Interest Rate | [3] | 6.75% | |
Maximum Credit Limit | [3] | $ 3,300,000 | |
Total Lines of Credit - VIEs | [3] | $ 2,489,044 | $ 1,892,481 |
[1]During the six months ended June 30, 2022, the Company drew down $19,145 related to the Occupied Home Facility and $1,251,321 related to the Multi-Community Floorplan Home Facility and $414,578 was transferred from the Multi-Community Floorplan Home Facility to the Multi-Community Rental Home Facility as the homes became occupied as rental units. Also during the six month ended June 30 2022, the Company drew down $596,563 related to the Springlake Home Facility and used the proceeds to pay down the same amount on the Multi-Community Floorplan Home Facility so that all homes at Springlake were financed by one lender.[2]The maturity date of the of the Multi-Community Floorplan Line of Credit will vary based on each statement of financial transaction, a report identifying the funded homes and the applicable financial terms.[3]Payments on the Multi-Community Floorplan Home Facility advances are interest only until each advance is paid off or transferred to the Multi-Community Rental Home Facility and payments on the Springlake Home Facility are interest only for the first six months. |
Promissory Notes (Details) - _3
Promissory Notes (Details) - Schedule of minimum annual principal payments of notes payable - Notes Payable [Member] | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Promissory Notes (Details) - Schedule of minimum annual principal payments of notes payable [Line Items] | |
2022 | $ 434,661 |
2023 | 2,724,612 |
2024 | 5,084,441 |
2025 | 1,365,854 |
2026 | 19,111,728 |
Thereafter | 39,854,199 |
Total minimum principal payments | $ 68,575,494 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Jun. 11, 2021 | May 24, 2021 | Dec. 02, 2019 | Nov. 01, 2019 | Apr. 30, 2022 | Jun. 30, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | May 08, 2019 | |
Stockholders' Equity (Details) [Line Items] | ||||||||||
Option value accretion | $ 235,746 | $ 235,746 | $ 236,250 | |||||||
Option value accretion | $ 370,526 | |||||||||
Designation, description | 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. | |||||||||
Accrued dividends | $ 82,746 | |||||||||
Redemptions limited percentage | 4% | |||||||||
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% | |||||||||
Common Stock, shares authorized (in Shares) | 200,000,000 | 200,000,000 | 200,000,000 | |||||||
Common stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |||||||
Common Stock, shares issued (in Shares) | 12,412,013 | 12,412,013 | 12,403,680 | |||||||
Common stock shares outstanding (in Shares) | 12,412,013 | 12,412,013 | 12,403,680 | |||||||
Stock issued for cash shares (in Shares) | 8,333 | 5,100 | ||||||||
Stock Issued for cash value | $ 83 | |||||||||
Granted shares (in Shares) | 574,842 | 574,842 | 706,175 | |||||||
Stock options issued, value (in Shares) | 100,000 | 145,000 | 50,000 | |||||||
Stock option expense | $ 77,822 | $ 37,817 | ||||||||
Aggregate fair value of the options issued | $ 570,221 | |||||||||
Option issued (in Shares) | 45,000 | |||||||||
Granted price, per share (in Dollars per share) | $ 0.01 | |||||||||
Aggregate share of money options (in Shares) | 574,842 | |||||||||
Aggregate intrinsic value | $ 1,057,709 | $ 1,057,709 | ||||||||
Preferred Stock [Member] | ||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||
Preferred stock shares, authorized (in Shares) | 10,000,000 | 10,000,000 | ||||||||
Preferred stock par value (in Dollars per share) | $ 0.01 | $ 0.01 | ||||||||
Equity Incentive Plan [Member] | ||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||
Granted shares (in Shares) | 574,842 | 574,842 | ||||||||
Series A Preferred Stock [Member] | ||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||
Preferred stock shares, authorized (in Shares) | 4,000,000 | 4,000,000 | 4,000,000 | |||||||
Preferred stock par value (in Dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |||||||
Preferred stock, designated shares (in Shares) | 4,000,000 | |||||||||
Cumulative dividends, per shares (in Dollars per share) | 0.017 | $ 0.017 | ||||||||
Dividend rate, percentage | 8% | |||||||||
Liquidation preference per share (in Dollars per share) | 2.5 | $ 2.5 | ||||||||
Dividends paid | $ 188,600 | 187,167 | ||||||||
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 | $ 2.5 | ||||||||
Preferred stock, issued (in Shares) | 1,886,000 | 1,886,000 | 1,886,000 | |||||||
Preferred stock, outstanding (in Shares) | 1,886,000 | 1,886,000 | 1,886,000 | |||||||
Preferred stock totaling | $ 4,715,000 | $ 4,715,000 | ||||||||
Accretion of put options totaling | $ 1,362,521 | $ 1,126,771 | ||||||||
Series B Preferred Stock [Member] | ||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||
Preferred stock shares, authorized (in Shares) | 1,000,000 | 1,000,000 | 1,000,000 | |||||||
Preferred stock par value (in Dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |||||||
Liquidation preference per share (in Dollars per share) | $ 10 | $ 10 | ||||||||
Dividends paid | $ 303,570 | $ 275,731 | ||||||||
Preferred stock, issued (in Shares) | 758,551 | 758,551 | 758,551 | |||||||
Preferred stock, outstanding (in Shares) | 758,551 | 758,551 | 758,551 | |||||||
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. | |||||||||
Option value accretion | $ 368,508 | |||||||||
Offering bonus, description | In addition, the Company offered bonus shares to early investors in this offering, whereby the first 400 investors received, in addition to Series B Preferred Stock, 100 shares of Common Stock, regardless of the amount invested, for a total of 40,000 shares of Common Stock. | |||||||||
Aggregate sale of shares (in Shares) | 117,297 | |||||||||
Total gross proceeds | $ 1,172,970 | |||||||||
Received net proceeds | 1,087,485 | |||||||||
Net of commissions | 7,185,716 | $ 7,185,716 | ||||||||
Accretion of put options total | 1,701,386 | $ 1,332,878 | ||||||||
Series C Preferred Stock [Member] | ||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||
Dividends paid | $ 275,137 | |||||||||
Preferred stock, issued (in Shares) | 47,000 | 12,037 | 12,037 | 5,734 | ||||||
Preferred stock, outstanding (in Shares) | 12,037 | 12,037 | 5,734 | |||||||
Total gross proceeds | $ 6,297,617 | |||||||||
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 | $ 55,785 | |||||||||
Preferred stock per share (in Dollars per share) | $ 1,000 | |||||||||
Maximum offering amount | $ 47,000,000 | |||||||||
Aggregate of shares (in Shares) | 6,303 | |||||||||
Received net proceed | $ 5,877,935 | |||||||||
Gross proceeds totaling | 12,032,017 | $ 5,734,400 | ||||||||
Net of total unamortized debt issuance costs | $ 863,892 | $ 863,892 | $ 520,030 | |||||||
Common Stock [Member] | ||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||
Common Stock, shares authorized (in Shares) | 200,000,000 | 200,000,000 | ||||||||
Common stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 | ||||||||
Total exercise price (in Dollars per share) | $ 83 | |||||||||
Stock Issued for cash value | $ 1,377 | |||||||||
Equity Incentive Plan [Member] | ||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||
Remaining shares under plan (in Shares) | 425,158 | |||||||||
Granted price, per share (in Dollars per share) | $ 0.01 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - Schedule of summarizes the stock options outstanding | 6 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Schedule of summarizes the stock options outstanding [Abstract] | |
Number of options, outstanding beginning balance | shares | 706,175 |
Weighted average exercise price (per share), outstanding beginning balance | $ / shares | $ 0.01 |
Weighted average remaining contractual term (in years), outstanding beginning balance | 6 years 7 months 6 days |
Number of options, granted | shares | 145,000 |
Weighted average exercise price (per share), granted | $ / shares | $ 0.01 |
Weighted average remaining contractual term (in years), granted | 9 years 8 months 12 days |
Number of options, exercised | shares | (8,333) |
Weighted average exercise price (per share), exercised | $ / shares | $ (0.01) |
Weighted average remaining contractual term (in years), exercised | 9 years 7 months 6 days |
Number of options, forfeited / cancelled / expired | shares | (268,000) |
Weighted average exercise price (per share), forfeited / cancelled / expired | $ / shares | $ (0.01) |
Weighted average remaining contractual term (in years), forfeited / cancelled / expired | 6 years 1 month 6 days |
Number of options, outstanding ending balance | shares | 574,842 |
Weighted average exercise price (per share), outstanding ending balance | $ / shares | $ 0.01 |
Weighted average remaining contractual term (in years), outstanding ending balance | 6 years 10 months 24 days |
Number of options, exercisable | shares | 428,176 |
Weighted average exercise price (per share), exercisable | $ / shares | $ 0.01 |
Weighted average remaining contractual term (in years), exercisable | 6 years |
Stockholders' Equity (Details_2
Stockholders' Equity (Details) - Schedule of summarizes information concerning options outstanding - Strike Price Range 0.01 [Member] | 6 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Stockholders' Equity (Details) - Schedule of summarizes information concerning options outstanding [Line Items] | |
Strike Price Range | $ 0.01 |
Outstanding stock options (in Shares) | shares | 338,675 |
Weighted average remaining contractual term (in years) | 5 years 6 months |
Weighted average outstanding strike price | $ 0.01 |
Vested stock options (in Shares) | shares | 338,675 |
Weighted average vested strike price | $ 0.01 |
Strike Price Range | $ 0.01 |
Outstanding stock options (in Shares) | shares | 49,500 |
Weighted average remaining contractual term (in years) | 7 years 6 months |
Weighted average outstanding strike price | $ 0.01 |
Vested stock options (in Shares) | shares | 49,500 |
Weighted average vested strike price | $ 0.01 |
Strike Price Range | $ 0.01 |
Outstanding stock options (in Shares) | shares | 50,000 |
Weighted average remaining contractual term (in years) | 8 years 6 months |
Weighted average outstanding strike price | $ 0.01 |
Vested stock options (in Shares) | shares | 33,333 |
Weighted average vested strike price | $ 0.01 |
Strike Price Range | $ 0.01 |
Outstanding stock options (in Shares) | shares | 136,667 |
Weighted average remaining contractual term (in years) | 9 years 8 months 12 days |
Weighted average outstanding strike price | $ 0.01 |
Vested stock options (in Shares) | shares | 6,667 |
Weighted average vested strike price | $ 0.01 |
Stockholders' Equity (Details_3
Stockholders' Equity (Details) - Schedule of black scholes option pricing model with the following assumptions for grants made during the periods indicated | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Stockholders' Equity (Details) - Schedule of black scholes option pricing model with the following assumptions for grants made during the periods indicated [Line Items] | ||
Expected dividend yield | 0% | 0% |
Expected life of options (in years) | 6 years 6 months | |
Minimum [Member] | ||
Stockholders' Equity (Details) - Schedule of black scholes option pricing model with the following assumptions for grants made during the periods indicated [Line Items] | ||
Risk-free interest rate | 1.40% | 0.26% |
Expected volatility | 237.85% | 16.03% |
Expected life of options (in years) | 6 years 6 months | |
Maximum [Member] | ||
Stockholders' Equity (Details) - Schedule of black scholes option pricing model with the following assumptions for grants made during the periods indicated [Line Items] | ||
Risk-free interest rate | 2.84% | 1.40% |
Expected volatility | 249.77% | 273.98% |
Expected life of options (in years) | 7 years |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Related Party Transactions [Abstract] | ||||||
Lease amount per month | $ 12,000 | |||||
Rent expense paid | $ 36,000 | $ 36,000 | $ 72,000 | $ 72,000 | ||
Fees received | $ 620,000 | $ 250,000 |
Subsequent Events (Details)
Subsequent Events (Details) | 6 Months Ended | |||||
Jun. 30, 2022 USD ($) shares | Aug. 02, 2022 shares | Jul. 29, 2022 USD ($) | Jul. 07, 2022 USD ($) | Feb. 25, 2022 USD ($) m² | Feb. 10, 2022 USD ($) m² | |
Subsequent Events (Details) [Line Items] | ||||||
Net proceeds | $ 1,349,728 | |||||
Series C Preferred Stock [Member] | ||||||
Subsequent Events (Details) [Line Items] | ||||||
Aggregate of shares (in Shares) | shares | 1,447 | |||||
Total gross proceeds | $ 1,447,000 | |||||
Subsequent Event [Member] | ||||||
Subsequent Events (Details) [Line Items] | ||||||
Principal amount | $ 2,250,000 | |||||
Exercise of stock options (in Shares) | shares | 50,000 | |||||
MHP Pursuits LLC [Member] | ||||||
Subsequent Events (Details) [Line Items] | ||||||
Number of sites | 51 | |||||
Number of homes | 51 | |||||
Number of acres (in Square Meters) | m² | 11 | 9 | ||||
Total purchase price | $ 1,700,000 | $ 3,050,000 | ||||
Principal amount | $ 1,125,000 | |||||
Red Fox Run Acquisition [Member] | ||||||
Subsequent Events (Details) [Line Items] | ||||||
Subsequent event, description | Interest on the disbursed and unpaid principal balance accrues as follows: (a) from the date funds are first disbursed at a rate of 5.25% per annum, interest only for the first twenty-four months, and (b) on September 1, 2024, interest on the disbursed and unpaid principal balance accrues at a rate 5.25% per annum until maturity. Interest is calculated on the basis of a 365-day year and the actual number of calendar days elapsed. Payments will begin on September 1, 2024 and continue the 1st of every month until maturity on August 1, 2032. Red Fox MHP LLC may prepay the note in part or in full at any time without penalty. | |||||
Solid Rock Acquisition [Member] | ||||||
Subsequent Events (Details) [Line Items] | ||||||
Subsequent event, description | Interest on the disbursed and unpaid principal balance accrues from the date funds are first disbursed at a rate of 5% per annum, interest only for the first twelve months. The interest rate may change on June 30, 2027 and every five years thereafter based on the Wall Street Journal U.S. Prime Rate plus 1 percentage point with the minimum rate being 5%. Interest is calculated on the basis of a 360-day year and the actual number of calendar days elapsed. Payments began on July 30, 2022 and continue the 30th of every month until maturity on July 7, 2032. |