Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Mar. 12, 2018 | Jun. 30, 2017 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | Summit Healthcare REIT, Inc | ||
Entity Central Index Key | 1,310,383 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 0 | ||
Entity Common Stock, Shares Outstanding | 23,027,978 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
ASSETS | ||
Cash and cash equivalents | $ 3,851,000 | $ 10,755,000 |
Restricted cash | 3,447,000 | 3,806,000 |
Real estate properties, net | 69,063,000 | 58,517,000 |
Notes receivable | 3,854,000 | 4,801,000 |
Deferred costs and deposits | 9,000 | 240,000 |
Tenant and other receivables, net | 4,106,000 | 3,319,000 |
Deferred leasing commissions, net | 1,273,000 | 1,413,000 |
Other assets, net | 225,000 | 179,000 |
Equity-method investments | 9,241,000 | 5,095,000 |
Assets of Friendswood TRS held for sale | 1,762,000 | 1,278,000 |
Total assets | 96,831,000 | 89,403,000 |
LIABILITIES AND EQUITY | ||
Accounts payable and accrued liabilities | 1,902,000 | 2,098,000 |
Accrued salaries and benefits | 96,000 | 151,000 |
Security deposits | 1,208,000 | 1,208,000 |
Loans payable, net of debt issuance costs | 60,831,000 | 51,717,000 |
Liabilities of Friendswood TRS held for sale | 898,000 | 986,000 |
Total liabilities | 64,935,000 | 56,160,000 |
Commitments and contingencies | ||
Stockholders’ Equity | ||
Preferred stock, $0.001 par value; 10,000,000 shares authorized; no shares issued or outstanding at December 31, 2017 and 2016 | 0 | 0 |
Common stock, $0.001 par value; 290,000,000 shares authorized; 23,027,978 shares issued and outstanding at December 31, 2017 and 2016 | 23,000 | 23,000 |
Additional paid-in capital | 117,349,000 | 117,243,000 |
Accumulated deficit | (86,040,000) | (84,767,000) |
Total stockholders’ equity | 31,332,000 | 32,499,000 |
Noncontrolling interests | 564,000 | 744,000 |
Total equity | 31,896,000 | 33,243,000 |
Total liabilities and equity | $ 96,831,000 | $ 89,403,000 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 290,000,000 | 290,000,000 |
Common stock, shares issued | 23,027,978 | 23,027,978 |
Common stock, shares outstanding | 23,027,978 | 23,027,978 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Revenues: | ||
Rental revenues | $ 6,386,000 | $ 6,677,000 |
Tenant reimbursements | 862,000 | 856,000 |
Acquisition and asset management fees | 838,000 | 496,000 |
Interest income from notes receivable | 180,000 | 163,000 |
Revenues, Total | 8,266,000 | 8,192,000 |
Expenses: | ||
Property operating costs | 989,000 | 1,023,000 |
General and administrative | 5,051,000 | 4,711,000 |
Depreciation and amortization | 3,083,000 | 3,509,000 |
Costs and Expenses, Total | 9,123,000 | 9,243,000 |
Operating loss | (857,000) | (1,051,000) |
Income from equity-method investees | 586,000 | 216,000 |
Other income | 40,000 | 110,000 |
Interest expense | (3,013,000) | (3,044,000) |
Gain on disposition of real estate properties | 0 | 2,888,000 |
Loss from continuing operations | (3,244,000) | (881,000) |
Income from discontinued operations | 1,933,000 | 387,000 |
Net loss | (1,311,000) | (494,000) |
Noncontrolling interests’ share in net loss (income) | 38,000 | (307,000) |
Net loss applicable to common stockholders | $ (1,273,000) | $ (801,000) |
Basic and diluted loss per common share: | ||
Continuing operations | $ (0.14) | $ (0.05) |
Discontinued operations | 0.08 | 0.02 |
Net loss applicable to common stockholders | $ (0.06) | $ (0.03) |
Weighted average shares used to calculate basic and diluted net loss per common share | 23,027,978 | 23,027,978 |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY - USD ($) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Total Stockholders' Equity [Member] | Noncontrolling Interests [Member] |
Balance at Dec. 31, 2015 | $ 33,979,000 | $ 23,000 | $ 117,215,000 | $ (83,966,000) | $ 33,272,000 | $ 707,000 |
Balance (in shares) at Dec. 31, 2015 | 23,027,978 | |||||
Stock-based compensation | 28,000 | $ 0 | 28,000 | 0 | 28,000 | 0 |
Distributions paid to noncontrolling interest | (270,000) | 0 | 0 | 0 | 0 | (270,000) |
Net (loss) income | (494,000) | 0 | 0 | (801,000) | (801,000) | 307,000 |
Balance at Dec. 31, 2016 | 33,243,000 | $ 23,000 | 117,243,000 | (84,767,000) | 32,499,000 | 744,000 |
Balance (in shares) at Dec. 31, 2016 | 23,027,978 | |||||
Stock-based compensation | 106,000 | $ 0 | 106,000 | 0 | 106,000 | 0 |
Distributions paid to noncontrolling interest | (142,000) | 0 | 0 | 0 | 0 | (142,000) |
Net (loss) income | (1,311,000) | 0 | 0 | (1,273,000) | (1,273,000) | (38,000) |
Balance at Dec. 31, 2017 | $ 31,896,000 | $ 23,000 | $ 117,349,000 | $ (86,040,000) | $ 31,332,000 | $ 564,000 |
Balance (in shares) at Dec. 31, 2017 | 23,027,978 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (1,311,000) | $ (494,000) |
Adjustments to reconcile net loss to net cash and cash equivalents provided by operating activities: | ||
Amortization of debt issuance costs | 212,000 | 137,000 |
Depreciation and amortization | 3,139,000 | 3,559,000 |
Straight line rents | (662,000) | (584,000) |
Bad debt expense | 219,000 | 79,000 |
Stock-based compensation expense | 106,000 | 28,000 |
Gain on disposition of real estate properties | 0 | (2,888,000) |
Income from equity-method investees | (586,000) | (216,000) |
Change in operating assets and liabilities: | ||
Restricted cash related to current activities | (134,000) | (15,000) |
Tenant and other receivables, net | 319,000 | 307,000 |
Other assets | 52,000 | 234,000 |
Accounts payable and accrued liabilities | (78,000) | 650,000 |
Accrued salaries and benefits | (83,000) | (134,000) |
Net cash and cash equivalents provided by operating activities | 1,193,000 | 663,000 |
Cash flows from investing activities: | ||
Restricted cash | 327,000 | 1,149,000 |
Real estate acquisitions and capitalized costs | (13,452,000) | 0 |
Deferred costs and deposits | 0 | (222,000) |
Real estate improvements | (194,000) | (146,000) |
Sale of Medford | 0 | 10,557,000 |
Proceeds from contribution of properties, net of cash and restricted cash contributed | 0 | 2,814,000 |
Investments in equity-method investees | (4,624,000) | (3,119,000) |
Distributions received from equity-method investees | 596,000 | 315,000 |
Payments from notes receivable | 947,000 | 32,000 |
Net cash and cash equivalents (used in) provided by investing activities | (16,400,000) | 11,380,000 |
Cash flows from financing activities: | ||
Proceeds from issuance of loans payable | 10,050,000 | 0 |
(Payments) refunds of deferred financing costs | (172,000) | 21,000 |
Payments of loans payable | (976,000) | (7,640,000) |
Distributions paid to non-controlling interests | (142,000) | (270,000) |
Net cash and cash equivalents provided by (used in) financing activities | 8,760,000 | (7,889,000) |
Net (decrease) increase in cash and cash equivalents | (6,447,000) | 4,154,000 |
Cash and cash equivalents - beginning of year | 10,755,000 | 6,603,000 |
Cash and cash equivalents - end of year (including cash of TRS) | 4,310,000 | 10,757,000 |
Cash and cash equivalents of FWD TRS held for sale - end of year (see Note 11) | (459,000) | (2,000) |
Cash and cash equivalents - end of year | 3,851,000 | 10,755,000 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest: | $ 2,492,000 | $ 2,908,000 |
CONSOLIDATED STATEMENTS OF CAS7
CONSOLIDATED STATEMENTS OF CASH FLOWS - non-cash effect | 1 Months Ended |
Apr. 30, 2016USD ($) | |
Contribution of Property | $ 3,927,000 |
Loans payable, net | |
Contribution of Property | 4,685,000 |
Real estate properties | |
Contribution of Property | (8,536,000) |
Other assets | |
Contribution of Property | (677,000) |
Other liabilities | |
Contribution of Property | $ 601,000 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. Organization Summit Healthcare REIT, Inc. (“Summit”) is a real estate investment trust that owns 100 95 10 20 We conduct substantially all of our operations through Summit Healthcare Operating Partnership, L.P. (the “Operating Partnership”), which is a Delaware limited partnership. As of December 31, 2017, we own a 99.88 0.12 Cornerstone Healthcare Partners LLC We own 95 5 As of December 31, 2017, we own a 95.3 4.7 95 5 Summit Healthcare Asset Management, LLC (TRS) Summit Healthcare Asset Management, LLC is our wholly-owned TRS (“SAM TRS”). We serve as the manager of our equity-method investments (see below) and provide management services in exchange for fees and reimbursements. All acquisition fees and asset management fees earned by us will be paid to SAM TRS and expenses incurred by us, as the manager, will be reimbursed to us from SAM TRS. See Notes 5 and 7 for further information. Friendswood TRS Friendswood TRS (“Friendswood TRS”) is our wholly-owned TRS, which is the licensed operator and tenant of Friendship Haven Healthcare and Rehabilitation Center (“Friendship Haven”). In December 2017, we entered into a Membership Interest Purchase, Assignment, Resignation and Release Agreement (“MIPA”) with HMG Park Manor of Friendswood, LLC (“HMG”), pursuant to which the Company agreed to sell Friendswood TRS to HMG, the current management company of Friendship Haven. The sale was completed on January 1, 2018 and pursuant to the MIPA, we transferred all of our rights, title, and membership interest in Friendswood TRS to HMG. See Notes 2 and 11 for further information regarding the classification of assets, liabilities and operations for Friendswood TRS as of December 31, 2017 and 2016. Equity-Method Investments Summit Union Life Holdings, LLC On April 29, 2015, through our Operating Partnership, we entered into a limited liability company agreement (as amended, the “SUL LLC Agreement”) with Best Years, LLC (“Best Years”), an unrelated entity and a U.S.-based affiliate of Union Life Insurance Co, Ltd. (a Chinese corporation), and formed Summit Union Life Holdings, LLC (the “SUL JV”). The SUL JV is not consolidated in our consolidated financial statements and is accounted for under the equity-method in our consolidated financial statements (see Note 5). As of December 31, 2017 and 2016, we have a 10 Summit Fantasia Holdings, LLC On September 27, 2016, through our Operating Partnership, we entered into a limited liability company agreement (the “Fantasia LLC Agreement”) with Fantasia Investment III LLC (“Fantasia”), an unrelated entity and a U.S.-based affiliate of Fantasia Holdings Group Co., Limited (a Chinese corporation listed on the Stock Exchange of Hong Kong (HKEX)), and formed Summit Fantasia Holdings, LLC (the “Fantasia JV”). The Fantasia JV is not consolidated in our consolidated financial statements and is accounted for under the equity-method in our consolidated financial statements. As of December 31, 2017 and 2016, we have a 20 Summit Fantasia Holdings II, LLC On December 23, 2016, through our Operating Partnership, we entered into a limited liability company agreement (the “Fantasia II LLC Agreement”) with Fantasia, and formed Summit Fantasia Holdings II, LLC (the “Fantasia II JV”). The Fantasia II JV is not consolidated in our consolidated financial statements and is accounted for under the equity-method in our consolidated financial statements. As of December 31, 2017 and 2016, we have a 20 Summit Fantasia Holdings III, LLC On July 27, 2017, through our Operating Partnership, we entered into a limited liability company agreement (“Fantasia III LLC Agreement”) with Fantasia and formed Summit Fantasia Holdings III, LLC (the “Fantasia III JV”). The Fantasia III JV is not consolidated in our consolidated financial statements and is accounted for under the equity-method in the Company’s consolidated financial statements. As of December 31, 2017, we have a 10 Summit Fantasy Pearl Holdings, LLC On October 2, 2017, through our Operating Partnership, we entered into a limited liability company agreement (“FPH LLC Agreement”) with Fantasia, Atlantis Senior Living 9, LLC, a Delaware limited liability company (“Atlantis”), and Fantasy Pearl LLC, a Delaware limited liability company (“Fantasy”), and formed Summit Fantasy Pearl Holdings, LLC (the “FPH JV”). The FPH JV is not consolidated in our consolidated financial statements and will be accounted for under the equity-method in the Company’s consolidated financial statements. As of December 31, 2017, we have a 10 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | 2. Summary of Significant Accounting Policies The summary of significant accounting policies presented below is designed to assist in understanding our consolidated financial statements. Such consolidated financial statements and accompanying notes are the representations of our management, which is responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America, or GAAP, in all material respects, and have been consistently applied in preparing the accompanying consolidated financial statements. The consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries, the Operating Partnership (of which the Company owns 99.88 95 The Financial Accounting Standards Board (“FASB”) issued Accounting Standard Codification (“ASC”) 810, Consolidation The preparation of our consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. We base these estimates on various assumptions that we believe to be reasonable under the circumstances, and these estimates form the basis for our judgments concerning the carrying values of assets and liabilities that are not readily apparent from other sources. We periodically evaluate these estimates and judgments based on available information and experience. Actual results could differ from our estimates under different assumptions and conditions. If actual results significantly differ from our estimates, our financial condition and results of operations could be materially impacted. We consider all short-term, highly liquid investments that are readily convertible to cash with a maturity of three months or less at the time of purchase to be cash equivalents. As of December 31, 2017, we had cash accounts in excess of FDIC-insured limits. We do not believe we are exposed to any significant credit risk on cash and cash equivalents. Restricted cash represents cash held in interest bearing accounts related to impound reserve accounts for property taxes, insurance and capital improvements or commitments as required under the terms of our loans payable agreements. Based on the intended use of the restricted cash, we have classified changes in restricted cash within the statements of cash flows as operating for property taxes and insurance, and investing activities for capital and other commitments. We allocate the purchase price of our properties in accordance with ASC 805 Business Combinations We are required to make subjective assessments as to the estimated useful lives of our depreciable assets. We consider the period of future benefit of the assets to determine the appropriate estimated useful lives. Depreciation of our assets is being charged to expense on a straight-line basis over the estimated useful lives. We depreciate the fair value allocated to building and improvements over estimated useful lives ranging from 15 39 We estimate the value of furniture and fixtures based on the assets’ depreciated replacement cost. We depreciate the fair value allocated to furniture and fixtures over estimated useful lives ranging from three six We evaluate the recoverability of the carrying value of our real estate properties on a property-by-property basis. On a quarterly basis, we review our properties for recoverability when events or circumstances, including significant physical changes in the property, significant adverse changes in general economic conditions and significant deteriorations of the underlying cash flows of the property, indicate that the carrying amount of the property may not be recoverable. The need to recognize an impairment charge is based on estimated undiscounted future cash flows from a property compared to the carrying value of that property. If recognition of an impairment charge is necessary, it is measured as the amount by which the carrying amount of the property exceeds the fair value of the property. We recorded no impairment charges in 2017 and 2016. ASC 825, Financial Instruments Fair value represents the estimate of the proceeds to be received, or paid in the case of a liability, in a current transaction between willing parties. ASC 820, Fair Value Measurement, Financial assets and liabilities are categorized based on the inputs to the valuation techniques as follows: Level 1. Level 2. Level 3. Assets and liabilities measured at fair value are classified according to the lowest level input that is significant to their valuation. A financial instrument that has a significant unobservable input along with significant observable inputs may still be classified as a Level 3 instrument. We generally determine or calculate the fair value of financial instruments using quoted market prices in active markets when such information is available or use appropriate present value or other valuation techniques, such as discounted cash flow analyses, incorporating available market discount rate information for similar types of instruments and our estimates for non-performance and liquidity risk. These techniques are significantly affected by the assumptions used, including the discount rate, credit spreads, and estimates of future cash flow. There were no assets measured at fair value on a nonrecurring basis during the year ended December 31, 2017. Our consolidated balance sheets include the following financial instruments: cash and cash equivalents, restricted cash, notes receivable, deposits, tenant and other receivables, certain other assets, accounts payable and accrued liabilities, security deposits and loans payable. With the exception of the Nantucket note receivable (see Note 6) and loans payable discussed below, we consider the carrying values to approximate fair value for such financial instruments because of the short period of time between origination of the instruments and their expected payment. As of December 31, 2017 and 2016, the fair value of the Nantucket note receivable (see Note 6) was $ 4.0 4.9 3.8 4.7 As of December 31, 2017 and 2016, the fair value of loans payable was $ 63.3 54.3 62.6 53.5 4.4 7.8 4.9 At December 31, 2017 and 2016, we do not have any significant financial assets or financial liabilities that are measured at fair value on a recurring basis in our consolidated financial statements. We analyze our contractual and/or other interests to determine whether such interests constitute an interest in a variable interest entity (“VIE”) in accordance with ASC 810, Consolidation Tenant and other receivables are comprised of rental and reimbursement billings due from tenants, the cumulative amount of future adjustments necessary to present rental income on a straight-line basis and distributions receivable. Tenant receivables for rental revenues are recorded at the original amount earned, less an allowance for any doubtful accounts. Management assesses the likelihood of realizing tenant receivables and other fees on an ongoing basis and provides for allowances as such balances, or portions thereof, are estimated to become uncollectible. As of December 31, 2017 and 2016, there were no allowances recorded for tenant receivables. Deferred costs and deposits primarily consist of deposits and costs paid for potential acquisitions. Costs incurred with potential financing arrangements are recorded as deferred financing costs. Costs incurred in connection with completed debt financing are recorded as debt issuance costs. Debt issuance costs are amortized using the straight-line basis which approximates the effective interest rate method, over the contractual terms of the respective financings, and are presented net of loans payable in loans payable, net of debt issuance costs, in the consolidated balance sheets. Leasing commissions (paid to CRA prior to April 1, 2014) were capitalized at cost and are being amortized on a straight-line basis over the related lease term. As of December 31, 2017 and 2016, total costs incurred were $ 1.9 1.3 1.4 0.1 0.2 Other assets consist primarily of deferred financing costs, prepaid insurance and property taxes. Additionally, other assets will be amortized to expense over their future service periods. Balances without future economic benefit are expensed as they are identified. We report our investments in unconsolidated entities, over whose operating and financial policies we have the ability to exercise significant influence but not control, under the equity method of accounting. Under this method of accounting, our pro rata share of the applicable entity’s earnings or losses is included in our consolidated statements of operations. We initially record our investments based on either the carrying value for properties contributed or the cash invested. We evaluate our equity-method investments for impairment whenever events or changes in circumstances indicate that the carrying value of our investments may exceed the fair value. If it is determined that a decline in the fair value of our investments is not temporary, and if such reduced fair value is below its carrying value, an impairment is recorded. Determining fair value involves significant judgment. Our estimates consider available evidence including the present value of the expected future cash flows discounted at market rates, general economic conditions and other relevant factors. We did not record any impairments related to our equity-method investments for the years ended December 31, 2017 and 2016. Revenue is recognized after four basic criteria are met. These four criteria include persuasive evidence of an arrangement, the rendering of service, fixed and determinable income and reasonably assured collectability. Leases with fixed annual rental escalators are recognized on a straight-line basis over the initial lease period, subject to a collectability assessment. Because our leases provide for free rent, lease incentives, or other rental increases at specified intervals, we straight-line the recognition of revenue, which results in the recording of a receivable for rent not yet due under the lease terms. Our rental revenues are comprised of lease rental income and straight-line rent. Straight line rent for the years ended December 31, 2017 and 2016 was approximately $ 0.7 0.6 Acquisition and asset management fees are recorded as earned. We record stock-based compensation expense for share-based payments to employees and directors, including grants of stock options based on the estimated fair value of the options on the date of grant using the Black-Scholes option-pricing model. Compensation expense is recognized ratably over the vesting term and is included in general and administrative expense in our consolidated statements of operations. See Note 10 for further information. Noncontrolling interest relates to the interest in the consolidated entities that are not wholly-owned by us. As of December 31, 2017 and 2016, the non-controlling interest mainly relates to CHP, LLC. ASC 810-10-65, “ Consolidation” We periodically evaluate individual noncontrolling interests for the ability to continue to recognize the noncontrolling interest as permanent equity in the consolidated balance sheets. Any noncontrolling interest that fails to qualify as permanent equity will be reclassified as temporary equity and adjusted to the greater of (a) the carrying amount, or (b) its redemption value as of the end of the period in which the determination is made. We have elected to be taxed as a REIT, under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the “Code”) beginning with our taxable year ending December 31, 2006. To qualify as a REIT, we must meet certain organizational and operational requirements, including a requirement to currently distribute at least 90 We have elected to treat Friendswood TRS and SAM TRS as taxable REIT subsidiaries, which generally may engage in any business, including the provision of customary or non-customary services for our tenants. These TRS entities are treated as a regular corporation and are subject to federal income tax and applicable state income and franchise taxes at regular corporate rates. As of December 31, 2017, Friendswood TRS has net deferred tax assets which include $ 106,000 32,000 40,000 917,000 The Tax Cuts and Jobs Act was enacted in December 2017 and is generally effective for tax years beginning in 2018. This new legislation is not expected to have a material adverse effect on the Company’s business and contains several potentially favorable provisions. However, the Company has recorded a reduction of approximately $14,000 to its deferred tax assets to reflect the lower Federal corporate tax rate and other provisions effective in 2018. Correspondingly, the valuation allowance will also decrease by $14,000. Uncertain Tax Positions In accordance with the requirements of ASC 740, “ Income Taxes,” Basic and diluted net loss per common share applicable to common stockholders is computed by dividing net loss applicable to common stockholders by the weighted-average number of common shares outstanding for the period. For each of the years ended December 31, 2017 and 2016, 895,408 400,000 1.3 0.8 23,027,978 The Company declared no cash distributions per common share during the years ended December 31, 2017 and 2016. In November 2016, Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. The amendments require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. As a result, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The amendments are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. The amendments should be applied using a retrospective transition method to each period presented. Once adopted, restricted cash will be presented with cash and cash equivalents in our consolidated statements of cash flows and, at December 31, 2017, that amount was approximately $ 3.4 In February 2016, the FASB issued ASU No. 2016-02, Leases 0.3 The FASB has issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date. Revenue from Contracts with Customers (Topic 606). We have evaluated the impact that our adoption of this new revenue recognition standard in the first quarter of 2018 will have on our rental revenues and we do not expect this to have a significant impact on our consolidated financial statements as our rental revenue relates to triple net leases and related tenant reimbursements, which are excluded from this standard. Non-lease components will be evaluated under this standard upon adoption of ASU No. 2016-02. Additionally, we have completed our evaluation of the impact this standard will have on our interest income revenue and acquisition and asset management fees. Interest income from our notes receivable is excluded from this standard. Acquisition fees are earned and paid at the time we close the acquisition, and therefore satisfying our performance obligations. We earn our asset management fees based on a percentage of the purchase price or equity raised. As the manager, our duty is to manage the day-to-day operations of the special-purpose entities (“SPE”), which own the properties. We record asset management fees monthly as our performance obligations are satisfied. Revenue recognition for acquisition and asset management fees will not change under the new standard, and as such, it will not have a material impact on our consolidated financial statements. The Company has elected the modified retrospective transition method. Upon adoption of this ASU in 2018, the Company anticipates that additional disclosures will be necessary to separately disclose the components of our total revenue. Certain amounts related to the assets, liabilities and operations of Friendswood TRS have been reclassified in the Company’s consolidated balance sheets and consolidated statements of operations for prior year to conform to the current period presentation due to the classification of Friendswood TRS as held for sale (see Note 11). These reclassifications had no effect on total assets or liabilities or cash flows from operating activities. The reclassifications for the year ended December 31, 2016 increased our loss from continuing operations by $ 387,000 (494,000) (801,000) |
Investments in Real Estate Prop
Investments in Real Estate Properties | 12 Months Ended |
Dec. 31, 2017 | |
Real Estate [Abstract] | |
Real Estate Disclosure [Text Block] | 3. Investments in Real Estate Properties 2017 2016 Land $ 7,318,000 $ 5,548,000 Buildings and improvements 69,254,000 58,322,000 Less: accumulated depreciation (9,012,000) (6,996,000) Buildings and improvements, net 60,242,000 51,326,000 Furniture and fixtures 6,755,000 5,981,000 Less: accumulated depreciation (5,252,000) (4,338,000) Furniture and fixtures, net 1,503,000 1,643,000 Real estate properties, net $ 69,063,000 $ 58,517,000 Depreciation expense for the years ended December 31, 2017 and 2016 was approximately $ 2.9 3.4 As of December 31, 2017, our portfolio consisted of 11 100 Property Location Date Purchased Type (2) Purchase Loans Number of Sheridan Care Center Sheridan, OR August 3, 2012 SNF $ 4,100,000 $ 4,778,000 51 Fernhill Care Center Portland, OR August 3, 2012 SNF 4,500,000 4,191,000 63 Friendship Haven Healthcare (1) Galveston County, September 14, 2012 SNF 15,000,000 6,880,000 150 Pacific Health and Tigard, OR December 24, 2012 SNF 8,140,000 6,987,000 73 Danby House Winston-Salem, January 31, 2013 AL/MC 9,700,000 7,642,000 100 Brookstone of Aledo Aledo, IL July 2, 2013 AL 8,625,000 7,216,000 66 The Shelby House Shelby, NC October 4, 2013 AL 4,500,000 4,721,000 72 The Hamlet House Hamlet, NC October 4, 2013 AL 6,500,000 3,989,000 60 The Carteret House Newport, NC October 4, 2013 AL 4,300,000 3,365,000 64 Sundial Assisted Living Redding, CA December 18, 2013 AL 3,500,000 2,800,000 65 Pennington Gardens Chandler, AZ July 17, 2017 AL/MC 13,400,000 10,050,000 90 Total: $ 82,265,000 $ 62,619,000 854 (1) Friendswood TRS became the licensed operator and tenant of the facility on May 1, 2014. In December 2017, we entered into an agreement to sell Friendswood TRS, the licensed operator and tenant of the facility, to the current management company, HMG Services, L.L.C. (“HMG”) (see Note 11). The sale was completed on January 1, 2018. (2) SNF is an abbreviation for skilled nursing facility. AL is an abbreviation for assisted living facility. MC is an abbreviation for memory care facility. Future Minimum Lease Payments Years ending December 31, 2018 7,607,000 2019 7,740,000 2020 7,902,000 2021 8,068,000 2022 8,237,000 Thereafter 60,988,000 $ 100,542,000 2017 Acquisition Pennington Gardens On July 17, 2017, we acquired a 100 13.4 52,000 1.8 10.9 750,000 15 Acquisitions - 2016 None |
Loans Payable
Loans Payable | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | 4. Loans Payable December 31, 2017 December 31, 2016 Loan payable to Capital One, National Association in monthly installments of approximately $36,000, including interest at LIBOR plus 2.95% (4.3% at December 31, 2017), due in July 2018, and collateralized by Pennington Gardens. $ 10,050,000 $ - Loan payable to Healthcare Financial Solutions, LLC in monthly installments of approximately $15,000, including interest at LIBOR (floor of 0.50%) plus 4.0% (5.3% at December 31, 2017 and 5.0% at December 31, 2016, respectively), due in October 2018, and collateralized by Sundial Assisted Living. $ 2,800,000 $ 2,800,000 Loan payable to Oxford Finance, LLC in monthly installments of approximately $53,000, including interest at LIBOR (floor of 0.75%) plus 6.50% (8.1% as of December 31, 2017 and 7.25% as of December 31, 2016, respectively) due in October 2019, collateralized by Friendship Haven. 6,880,000 6,978,000 Loans payable to Lancaster Pollard (insured by HUD) in monthly installments of approximately $209,000, including interest, ranging from a fixed rate of 3.70% to 3.78%, due in September 2039 through January 2051, and collateralized by Sheridan, Fernhill, Pacific Health, Shelby, Hamlet, Carteret, Aledo and Danby. 42,889,000 43,768,000 62,619,000 53,546,000 Less debt issuance costs (1,788,000) (1,829,000) Total loans payable $ 60,831,000 $ 51,717,000 We have total debt obligations of approximately $ 62.6 In connection with our loans payable, we incurred debt issuance costs. The unamortized balance of the debt issuance costs was approximately $ 1.8 0.2 0.1 During the years ended December 31, 2017 and 2016, we incurred approximately $ 2.8 2.9 Year Principal 2018 13,870,000 2019 7,725,000 2020 986,000 2021 1,024,000 2022 1,063,000 Thereafter 37,951,000 $ 62,619,000 The following information notes the loan activity for the years ended December 31, 2017 and 2016: Capital One, National Association In July 2017, in conjunction with the acquisition of Pennington Gardens (see Note 3), we entered into a first priority $ 10.1 2.95 July 17, 2018 0.2 Healthcare Financial Solutions, LLC (a.k.a. Capital One) We have an amended loan agreement for the Sundial Assisted Living property located in Redding with Healthcare Financial Solutions, LLC (“HFS”). See table above listing loans payable for further information. The loan was interest-only through January 2017 and then the loan payments increased to approximately $ 15,000 53,000 Oxford Finance, LLC We have a secured term loan agreement with Oxford Finance, LLC collateralized by the Friendship Haven facility. See table above listing loans payable for further information. Prior to the maturity date, we may prepay the loan, in whole, subject to certain terms and by paying an exit fee as further described in the loan agreement. Lancaster Pollard Mortgage Company, LLC We have several properties with HUD-insured loans from the Lancaster Pollard Mortgage Company, LLC (“Lancaster Pollard”). See table above listing loans payable for further information. All of the HUD-insured loans are subject to customary representations, warranties and ongoing covenants and agreements with respect to the operation of the facilities, including the provision for certain maintenance and other reserve accounts for property tax, insurance, and capital expenditures, with respect to the facilities all as described in the HUD agreements. These reserves are included in restricted cash in our consolidated balance sheets. |
Equity-Method Investments
Equity-Method Investments | 12 Months Ended |
Dec. 31, 2017 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments and Joint Ventures Disclosure [Text Block] | 5. Equity-Method Investments As of December 31, 2017 and 2016, the balances of our Equity-Method Investments were approximately $ 9.2 5.1 Summit Union Life Holdings, LLC In April 2015, we formed the SUL JV, which is owned 10 90 In April 2015, the Operating Partnership recorded a receivable for approximately $ 362,000 122,000 56,000 184,000 362,000 Under the SUL LLC Agreement, net operating cash flow of the SUL JV will be distributed monthly, first to the Operating Partnership and Best Years pari passu 9 10 pari passu In April 2017, one of the JV 2 properties that owed Summit approximately $ 110,000 5,000 105,000 As of December 31, 2017 and 2016, the balance of our equity-method investment related to the SUL JV was approximately $ 3.6 3.8 Summit Fantasia Holdings, LLC In September 2016, we formed the Fantasia JV, which is owned 20 80 Under the Fantasia LLC Agreement, net operating cash flow of the Fantasia JV will be distributed quarterly, first to the Operating Partnership and Fantasia pari passu 8 pari passu As of December 31, 2017 and 2016, the balance of our equity-method investment related to the Fantasia JV was approximately $ 1.1 1.2 Summit Fantasia Holdings II, LLC In December 2016, we formed the Fantasia II JV, which is owned 20 80 On February 28, 2017, through the Fantasia II JV, we acquired a 20 27 1.9 0.2 Under the Fantasia II LLC Agreement, net operating cash flow of the Fantasia JV will be distributed quarterly, first to the Operating Partnership and Fantasia pari passu pari passu As of December 31, 2017, the balance of our equity-method investment related to the Fantasia II JV was approximately $ 1.8 Summit Fantasia Holdings III, LLC On July 27, 2017, through our Operating Partnership, we entered into a limited liability company agreement (“Fantasia III LLC Agreement”) with Fantasia and formed Summit Fantasia Holdings III, LLC (the “Fantasia III JV”). The Fantasia III JV is not consolidated in our condensed consolidated financial statements and is accounted for under the equity-method in the Company’s condensed consolidated financial statements. On August 10, 2017, through the Fantasia III JV, we acquired a 10 60 2.0 Under the Fantasia III LLC Agreement, net operating cash flow of the Fantasia III JV will be distributed quarterly, first to the Operating Partnership and Fantasia pari passu pari passu As of December 31, 2017, the balance of our equity-method investment related to the Fantasia III JV was approximately $ 1.8 Summit Fantasy Pearl Holdings, LLC On October 2, 2017, through our Operating Partnership, we entered into the FPH LLC Agreement with Fantasia, Atlantis and Fantasy, and formed the FPH JV. The FPH JV is not consolidated in our consolidated financial statements and will be accounted for under the equity-method in the Company’s condensed consolidated financial statements. In November 2017, through the FPH JV, we acquired a 10 29.5 Under the FPH LLC Agreement, net operating cash flow of the FPH JV will be distributed quarterly, first to the members pari passu pari passu As of December 31, 2017, the balance of our equity-method investment related to the FPH JV was approximately $ 0.9 Summarized Financial Data for Equity-Method Investments SUL JV Fantasia JV Fantasia II JV Fantasia III JV FPH JV Revenue $ 15,657,000 $ 2,027,000 $ 2,789,000 $ 3,021,000 $ 493,000 Net Operating Income $ 14,316,000 $ 1,799,000 $ 2,378,000 $ 2,286,000 $ 412,000 Income from Operations $ 8,156,000 $ 1,037,000 $ 1,604,000 $ 1,618,000 $ 237,000 Net Income $ 3,561,000 $ 119,000 $ 681,000 $ 648,000 $ 51,000 Summit interest in Equity-Method Investments net income $ 356,000 $ 24,000 $ 136,000 $ 65,000 $ 5,000 Our Equity-Method Investments combined, are considered to be significant equity-method investments. The results of operations of our Equity-Method Investments for the year ending December 31, 2016 are summarized below: SUL JV Fantasia JV Revenue $ 12,391,000 $ 329,000 Net Operating Income $ 10,823,000 $ 300,000 Income from Operations $ 6,404,000 $ 173,000 Net Income $ 2,114,000 $ 26,000 Summit interest in Equity-Method Investments net income $ 211,000 $ 5,000 Distributions from Equity-Method Investments December 31, December 31, SUL JV $ 169,000 $ 365,000 Fantasia JV 30,000 31,000 Fantasia II JV 58,000 - Fantasia III JV 97,000 - FPH JV 17,000 - Total $ 371,000 $ 396,000 Year Ended December 31, 2017 Year Ended December 31, 2016 Total Cash Cash Flow Cash Flow Total Cash Cash Flow Cash Flow SUL JV $ 690,000 $ 356,000 $ 334,000 $ 526,000 $ 211,000 $ 315,000 Fantasia JV 180,000 24,000 156,000 - - - Fantasia II JV 237,000 136,000 101,000 - - - Fantasia III JV 70,000 65,000 5,000 - - - FPH JV - - - - - - Total $ 1,177,000 $ 581,000 $ 596,000 $ 526,000 $ 211,000 $ 315,000 Acquisition and Asset Management Fees We serve as the manager of our Equity-Method Investments and provide management services in exchange for fees and reimbursements. As the manager, we are paid an acquisition fee, as defined in the agreements. Additionally, we are paid an annual asset management fee for managing the properties held by our Equity-Method Investments, as defined in the agreements. For the years ended December 31, 2017 and 2016, we recorded approximately $ 0.8 0.5 |
Receivables
Receivables | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | 6. Receivables Notes Receivable Fernhill Note In September 2014, we loaned approximately $ 140,000 6 0.1 Nantucket Note On January 7, 2015, through our Operating Partnership, we sold Sherburne Commons to The Residences at Sherburne Commons, Inc. (“Sherburne Buyer”), an unaffiliated Massachusetts non-profit corporation, in exchange for $ 5.0 The $5.0 million purchase money note was collateralized by the Sherburne Commons property, bears an annual interest rate of 3.5 December 31, 2017 0.9 3.8 4.0 0.2 For the years ended December 31, 2017 and 2016, we received interest payments from the note of approximately $ 177,000 158,000 Tenant and Other Receivables, net December 31, December 31, Straight-line rent receivables $ 3,046,000 $ 2,384,000 Distribution receivables from Equity-Method Investments 371,000 396,000 Receivable from JV 2 properties 184,000 362,000 Asset management fees 170,000 100,000 Other receivables 335,000 77,000 Total $ 4,106,000 $ 3,319,000 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | 7. Related Party Transactions CRA Prior to the termination of our advisory agreement on April 1, 2014 with CRA (our former advisor, a related party), we incurred costs related to fees paid and costs reimbursed for services rendered to us by CRA through March 31, 2014. Some of the fees we had paid to CRA were considered to be in excess of allowed amounts and, therefore, CRA was required to reimburse us for the amount of the excess costs we paid to them. As of December 31, 2017 and 2016, the receivables from CRA are fully reserved due to the uncertainty of collectability and are included in tenant and other receivables in our consolidated balance sheets (see Note 9). Receivables Reserves Balance Organizational and offering costs $ 738,000 $ (738,000) $ - Asset management fees and expenses 32,000 (32,000) - Operating expenses (direct and indirect) 189,000 (189,000) - Operating expenses (2%/25% Test) 1,717,000 (1,717,000) - Total Real Estate Properties $ 2,676,000 $ (2,676,000) $ - Equity-Method Investments See Note 5 for further discussion of distributions and acquisition and asset management fees related to our Equity-Method Investments. |
Concentration of Risk
Concentration of Risk | 12 Months Ended |
Dec. 31, 2017 | |
Risks and Uncertainties [Abstract] | |
Concentration Risk Disclosure [Text Block] | 8. Concentration of Risk Our cash is generally invested in investment-grade short-term money market instruments. As of December 31, 2017, we had cash and cash equivalent accounts in excess of FDIC-insured limits. However, we do not believe the risk associated with this excess is significant. As of December 31, 2017, we owned one property in California, three properties in Oregon, four properties in North Carolina, one property in Texas, one property in Illinois, and one property in Arizona (excluding the 36 properties held by our Equity-Method Investments). Accordingly, there is a geographic concentration of risk subject to economic conditions in certain states. Additionally, for the year ended December 31, 2017, we leased our 11 real estate properties to four different tenants under long-term triple net leases, three of which comprise 55 30 13 56 33 As of December 31, 2017 and 2016, we have one tenant that constitutes a significant asset concentration, as the net assets of the tenant were 33 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | 9. Commitments and Contingencies We inspect our properties under a Phase I assessment for the presence of hazardous or toxic substances. While there can be no assurance that a material environmental liability does not exist, we are not currently aware of any environmental liability with respect to the properties that would have a material effect on our consolidated financial condition, results of operations and cash flows. Further, we are not aware of any environmental liability or any unasserted claim or assessment with respect to an environmental liability that we believe would require additional disclosure or the recording of a loss contingency. Our commitments and contingencies include the usual obligations of real estate owners and licensed operators in the normal course of business. In the opinion of management, these matters are not expected to have a material impact on our consolidated financial condition, results of operations and cash flows. We are also subject to contingent losses resulting from litigation against the Company. On April 1, 2014, CRA and Cornerstone Ventures, Inc. filed a complaint in the Superior Court of California for the County of Orange-Central Justice Center, Case No. 30-2014-00714004-CU-BT-CJC, naming the Company, its directors and two of its officers as defendants, seeking declaratory and injunctive relief and compensatory and punitive damages. On September 17, 2014, we filed a First Amended Cross-Complaint seeking compensatory damages and an accounting pursuant to Sections 10(c)(i) and 17(c)(ii) of the Advisory Agreement and including any monies Plaintiffs and Terry Roussel directly or indirectly received from or paid to the Company. On February 22, 2018, the action was assigned to a different trial judge and no trial date has yet been set. We continue to believe that all of plaintiffs’ claims are without merit and will continue to vigorously defend ourselves. A bankruptcy petition was filed against Healthcare Real Estate Partners, LLC (“HCRE”) by the investors in Healthcare Real Estate Fund, LLC and Healthcare Real Estate Qualified Purchasers Fund, LLC (collectively, the “Funds”). HCRE did not timely respond to the involuntary petition and the Bankruptcy Court entered an Order of Relief making HCRE a debtor in bankruptcy. As a result, HCRE was removed as manager under the Funds’ operating agreement. Thereafter the Company became the manager of the Funds and purchased the investors’ interests in the Funds. Following the subsequent dismissal of the involuntary bankruptcy petition filed against it, HCRE filed a motion for attorneys’ fees and damages and a separate complaint for violation of the automatic stay against the petitioning creditors and the Company in the United States Bankruptcy Court of the District of Delaware. The Bankruptcy Court granted a motion to dismiss the complaint for violation of the automatic stay filed jointly by the petitioning creditors and us, and dismissed the complaint with prejudice. HCRE appealed the Bankruptcy Court’s decision to the United States District Court for the District of Delaware and the appeal is being briefed by the parties. The Bankruptcy Court has stayed all litigation on HCRE’s motion for damages pending resolution of the appeal on the complaint for violation of the automatic stay by the District Court. We believe that all of HCRE’s remaining alleged claims are without merit and will vigorously defend ourselves. Delbert Freeman filed an action against us and Mr. Eikanas on December 21, 2017 for breach of contract arising out of the sale of the Athens project in Georgia. We originally guaranteed a lease for the development of the Athens project, which was ultimately sold to a third party. Mr. Freeman sued for breach of contract based on an allegation that he was not paid profits he was promised from the proceeds of the project. Mr. Freeman is also alleging that he was promised consulting fees of $ 270,000 10,000 Lake Forest Lease Year Lease payments 2018 89,000 2019 100,000 2020 104,000 2021 108,000 2022 36,000 $ 437,000 Indemnification and Employment Agreements The Company has entered into indemnification agreements with certain officers and directors of the Company against all judgments, penalties, fines and amounts paid in settlement and all expenses actually and reasonably incurred by him or her in connection with any proceeding. Additionally, in September 2015, the Company entered into three-year employment agreements with its officers which include customary terms relating to salary, bonus, position, duties and benefits (including eligibility for equity compensation), as well as a cash payment following a change in control of the Company, as defined in such agreements. In September 2016, the Compensation Committee approved a 2016 executive compensation plan and there were no changes to the 2016 executive compensation plan in 2017. Management of our Equity-Method Investments As the manager of our Equity-Method Investments, we are responsible for managing the day-to-day operations and are, thus, subject to contingencies that may arise in the normal course of their operations. Additionally, we could be subject to a capital call from our Equity-Method Investments. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | 10. Equity Common Stock Our articles of incorporation authorize 290,000,000 0.001 10,000,000 0.001 Distributions Our distribution reinvestment plan was suspended indefinitely effective December 31, 2010. At this time, we cannot provide any assurance as to if or when we will resume distributions or our distribution reinvestment plan. We did not pay any distributions to stockholders for the years ended December 31, 2017 and 2016. Share-Based Compensation Plans Upon the grant of stock options, we determine the exercise price by using our estimated per-share value, which is calculated by aggregating the estimated fair value of our investments in real estate and the estimated fair value of our other assets, subtracting the estimated fair value of our liabilities, which approximate book value, utilizing a discount for the fact that the shares are not currently traded on a national securities exchange and a control premium, and divided by the total by the number of our common shares outstanding at the time the options were granted. The fair value of each grant is estimated on the date of grant using the Black-Scholes option-pricing model. Assumptions required by the model include the risk-free interest rate, the expected life of the options, the expected stock price volatility over the expected life of the options, and the expected distribution yield. Compensation expense for employee stock options is recognized ratably over the vesting term. The expected life of the options was based on evaluations of expected future exercise behavior. The risk-free interest rate was based on the U.S. Treasury yield curve at the date of grant with maturity dates approximating the expected term of the options at the date of grant. Volatility was based on historical volatility of the stock prices for a sample of publicly traded companies with risk profiles similar to ours. The valuation model applied in this calculation utilizes highly subjective assumptions that could potentially change over time, including the expected stock price volatility and the expected life of an option. Summit Healthcare REIT, Inc. 2015 Omnibus Incentive Plan On October 28, 2015, we adopted the Summit Healthcare REIT, Inc. 2015 Omnibus Incentive Plan (“Incentive Plan”). The purpose of the Incentive Plan is to provide a means through which to attract and retain key personnel and to provide a means whereby current or prospective directors, officers, employees, consultants and advisors can acquire and maintain an equity interest in us, or be paid incentive compensation, including incentive compensation measured by reference to the value of our common stock, thereby strengthening their commitment to our welfare and aligning their interests with those of our stockholders. We may grant non-qualified stock options and incentive stock options, stock appreciation rights, restricted stock and restricted stock units, and performance based compensation awards. Stock options granted under the Incentive Plan are required to have a per share exercise price that is not less than 100% of the fair market value of our common stock underlying such stock options on the date an option is granted (other than in the case of options that are substitute awards). All stock options that are intended to qualify as incentive stock options must be granted pursuant to an award agreement expressly stating that the option is intended to qualify as an incentive stock option, and will be subject to the terms and conditions that comply with the rules as may be prescribed by Section 422 of the Code. The maximum term for stock options granted under the Incentive Plan will be ten years from the initial date of grant. The Incentive Plan provides that the total number of shares of common stock that may be issued is 3,000,000 2,104,592 On January 1, 2017, the Compensation Committee of the Board of Directors approved the issuance of 99,000 10 0.35 In March 2017, 182,796 33 67 10 0.29 On April 3, 2017, the Compensation Committee of the Board of Directors approved the issuance of 170,000 33 67 10 0.30 In November 2017, 43,612 33 67 10 0.32 2017 Stock options granted 495,408 Expected Volatility 23.50% Expected lives 2.2 years Risk-free interest rate 1.27% Dividends 0% Fair value per share $0.31 Options Weighted Weighted Aggregate Options outstanding at January 1, 2017 400,000 $ 1.72 Granted 495,408 2.05 Exercised Cancelled/forfeited Options outstanding at December 31, 2017 895,408 $ 1.90 8.61 $ 805,000 Options exercisable at December 31, 2017 662,307 $ 1.85 8.42 $ 631,000 0.31 Years Ending December 31, 2018 $ 51,000 2019 21,000 2020 1,000 $ 73,000 The stock-based compensation expense reported for the years ended December 31, 2017 and 2016 was approximately $ 106,000 28,000 |
Dispositions
Dispositions | 12 Months Ended |
Dec. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | 11. Dispositions In accordance with ASC 360, Property, Plant &; Equipment TRS Held for Sale In December 2017, we determined to sell our wholly-owned subsidiary, Friendswood TRS. In December 2017, we entered into a Membership Interest Purchase, Assignment, Resignation and Release Agreement (“MIPA”) with HMG Park Manor of Friendswood, LLC (“HMG”), pursuant to which we agreed to sell Friendswood TRS, the licensed operator and tenant of Friendship Haven Healthcare and Rehabilitation Center (“Friendship Haven”), to HMG, the current management company of Friendship Haven. We made the decision to sell Friendswood TRS primarily because we are not in the business of operating facilities, we are in the business of acquiring senior housing facilities and leasing them to independent third party operators under triple-net leases. Friendswood TRS recorded the operations of Friendship Haven as resident services and fee income and resident services costs in their financial statements, which were then consolidated in our consolidated balance sheets and consolidated statements of operations and cash flows. The sale represents a strategic shift to divest ourselves of being a tenant and licensed operator of our facilities and will have a major effect on the Company’s operations and financial results as we will no longer record resident services and fee income and resident services costs. The sale was effective as of January 1, 2018. Prior year consolidated financial statements have been restated to present the operations of Friendswood TRS as a discontinued operation and assets and liabilities as held for sale. The sale was completed on January 1, 2018 and pursuant to the MIPA, we transferred all of our rights, title, and membership interest in Friendswood TRS to HMG. As a result of the sale, as of January 1, 2018, Friendswood TRS will no longer be consolidated in our consolidated financial statements. In connection with the sale, Friendswood TRS entered into an Amended and Restated 10-year triple-net lease with two five-year renewal options, with CHP Friendswood SNF, LLC, our majority-owned consolidated subsidiary. Prior to the sale, HMG provided management services to Friendship Haven pursuant to a management agreement with Friendswood TRS. We do not have any continuing obligations under the management agreement post-sale. The Operating Partnership entered into an amended and restated promissory note with Friendswood TRS for approximately $ 1.1 January 1, 2018 22,000 95,000 4.25 December 31, December 31, Revenues: Resident services and fee income $ 9,354,000 $ 8,194,000 Other revenues 11,000 10,000 9,365,000 8,204,000 Expenses: Property operating costs 603,000 684,000 Resident services costs 6,657,000 7,011,000 General and administrative 116,000 72,000 Depreciation and amortization 56,000 50,000 7,432,000 7,817,000 Income from discontinued operations $ 1,933,000 $ 387,000 December 31, December 31, ASSETS: Cash and cash equivalents $ 459,000 $ 2,000 Real estate properties, net 320,000 222,000 Tenant and other receivables, net 947,000 943,000 Other assets 36,000 111,000 Total assets $ 1,762,000 $ 1,278,000 LIABILITIES: Accounts payable and accrued liabilities 821,000 881,000 Accrued salaries and benefits 77,000 105,000 Total liabilities of property held for sale (not eliminated) $ 898,000 $ 986,000 Intercompany note payable (eliminated in consolidation) 972,000 996,000 Total liabilities $ 1,870,000 $ 1,982,000 Total operating, investing and financing activities from cash flows of the discontinued operations were $ 455,000 (71,000) 72,000 (137,000) (102,000) 72,000 Disposal of real estate On April 29, 2016, we contributed Riverglen to the SUL JV (see Note 5) and, therefore, Riverglen is no longer consolidated in our condensed consolidated financial statements. The aggregate net value of Riverglen at the date of the contribution was approximately $ 3.9 9.2 5.3 4.7 Medford Purchase Option and Sale In September 2016, the option holder for our Medford property provided notice to us to exercise its option to purchase the property. On October 31, 2016, we sold the Medford property. The total sale price was $ 10.8 3.8 1.3 8.0 6.7 2.8 |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | 12. Segment Reporting ASC 280, Segment Reporting |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | 13. Subsequent Events In December 2017, we determined to sell our wholly-owned subsidiary, Friendswood TRS. The sale was completed on January 1, 2018 and pursuant to the MIPA, we transferred all of our rights, title, and membership interest in Friendswood TRS to HMG. As a result of the sale, as of January 1, 2018, Friendswood TRS will no longer be consolidated in our consolidated financial statements. See Note 11 for further information. In January 2018, we received approximately $ 4.0 Issuance of Stock Options On January 1, 2018, the Compensation Committee of the Board of Directors approved the issuance of 41,500 10 Land Purchase In January 2018, we entered in a purchase and sale agreement to purchase the land under the HP Redding facility, Sundial Assisted Living, for $ 685,000 25,000 |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Principles of Consolidation and Basis of Presentation The consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries, the Operating Partnership (of which the Company owns 99.88 95 The Financial Accounting Standards Board (“FASB”) issued Accounting Standard Codification (“ASC”) 810, Consolidation |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of our consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. We base these estimates on various assumptions that we believe to be reasonable under the circumstances, and these estimates form the basis for our judgments concerning the carrying values of assets and liabilities that are not readily apparent from other sources. We periodically evaluate these estimates and judgments based on available information and experience. Actual results could differ from our estimates under different assumptions and conditions. If actual results significantly differ from our estimates, our financial condition and results of operations could be materially impacted. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents We consider all short-term, highly liquid investments that are readily convertible to cash with a maturity of three months or less at the time of purchase to be cash equivalents. As of December 31, 2017, we had cash accounts in excess of FDIC-insured limits. We do not believe we are exposed to any significant credit risk on cash and cash equivalents. |
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block] | Restricted Cash Restricted cash represents cash held in interest bearing accounts related to impound reserve accounts for property taxes, insurance and capital improvements or commitments as required under the terms of our loans payable agreements. Based on the intended use of the restricted cash, we have classified changes in restricted cash within the statements of cash flows as operating for property taxes and insurance, and investing activities for capital and other commitments. |
Real Estate, Policy [Policy Text Block] | Investments in Real Estate and Depreciation We allocate the purchase price of our properties in accordance with ASC 805 Business Combinations We are required to make subjective assessments as to the estimated useful lives of our depreciable assets. We consider the period of future benefit of the assets to determine the appropriate estimated useful lives. Depreciation of our assets is being charged to expense on a straight-line basis over the estimated useful lives. We depreciate the fair value allocated to building and improvements over estimated useful lives ranging from 15 39 We estimate the value of furniture and fixtures based on the assets’ depreciated replacement cost. We depreciate the fair value allocated to furniture and fixtures over estimated useful lives ranging from three six |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Impairment of Real Estate Assets We evaluate the recoverability of the carrying value of our real estate properties on a property-by-property basis. On a quarterly basis, we review our properties for recoverability when events or circumstances, including significant physical changes in the property, significant adverse changes in general economic conditions and significant deteriorations of the underlying cash flows of the property, indicate that the carrying amount of the property may not be recoverable. The need to recognize an impairment charge is based on estimated undiscounted future cash flows from a property compared to the carrying value of that property. If recognition of an impairment charge is necessary, it is measured as the amount by which the carrying amount of the property exceeds the fair value of the property. We recorded no impairment charges in 2017 and 2016. |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurements ASC 825, Financial Instruments Fair value represents the estimate of the proceeds to be received, or paid in the case of a liability, in a current transaction between willing parties. ASC 820, Fair Value Measurement, Financial assets and liabilities are categorized based on the inputs to the valuation techniques as follows: Level 1. Level 2. Level 3. Assets and liabilities measured at fair value are classified according to the lowest level input that is significant to their valuation. A financial instrument that has a significant unobservable input along with significant observable inputs may still be classified as a Level 3 instrument. We generally determine or calculate the fair value of financial instruments using quoted market prices in active markets when such information is available or use appropriate present value or other valuation techniques, such as discounted cash flow analyses, incorporating available market discount rate information for similar types of instruments and our estimates for non-performance and liquidity risk. These techniques are significantly affected by the assumptions used, including the discount rate, credit spreads, and estimates of future cash flow. There were no assets measured at fair value on a nonrecurring basis during the year ended December 31, 2017. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value Measurement of Financial Instruments Our consolidated balance sheets include the following financial instruments: cash and cash equivalents, restricted cash, notes receivable, deposits, tenant and other receivables, certain other assets, accounts payable and accrued liabilities, security deposits and loans payable. With the exception of the Nantucket note receivable (see Note 6) and loans payable discussed below, we consider the carrying values to approximate fair value for such financial instruments because of the short period of time between origination of the instruments and their expected payment. As of December 31, 2017 and 2016, the fair value of the Nantucket note receivable (see Note 6) was $ 4.0 4.9 3.8 4.7 As of December 31, 2017 and 2016, the fair value of loans payable was $ 63.3 54.3 62.6 53.5 4.4 7.8 4.9 At December 31, 2017 and 2016, we do not have any significant financial assets or financial liabilities that are measured at fair value on a recurring basis in our consolidated financial statements. |
Consolidation, Variable Interest Entity, Policy [Policy Text Block] | Variable Interest Entities We analyze our contractual and/or other interests to determine whether such interests constitute an interest in a variable interest entity (“VIE”) in accordance with ASC 810, Consolidation |
Trade and Other Accounts Receivable, Unbilled Receivables, Policy [Policy Text Block] | Tenant and Other Receivables and Valuation of Receivables Tenant and other receivables are comprised of rental and reimbursement billings due from tenants, the cumulative amount of future adjustments necessary to present rental income on a straight-line basis and distributions receivable. Tenant receivables for rental revenues are recorded at the original amount earned, less an allowance for any doubtful accounts. Management assesses the likelihood of realizing tenant receivables and other fees on an ongoing basis and provides for allowances as such balances, or portions thereof, are estimated to become uncollectible. As of December 31, 2017 and 2016, there were no allowances recorded for tenant receivables. |
Deferred Charges, Policy [Policy Text Block] | Deferred Costs and Deposits Deferred costs and deposits primarily consist of deposits and costs paid for potential acquisitions. |
Deferred Financing Costs [Policy Text Block] | Deferred Financing Costs Costs incurred with potential financing arrangements are recorded as deferred financing costs. Costs incurred in connection with completed debt financing are recorded as debt issuance costs. Debt issuance costs are amortized using the straight-line basis which approximates the effective interest rate method, over the contractual terms of the respective financings, and are presented net of loans payable in loans payable, net of debt issuance costs, in the consolidated balance sheets. |
Deferred Leasing Commissions [Policy Text Block] | Deferred Leasing Commissions Leasing commissions (paid to CRA prior to April 1, 2014) were capitalized at cost and are being amortized on a straight-line basis over the related lease term. As of December 31, 2017 and 2016, total costs incurred were $ 1.9 1.3 1.4 0.1 0.2 |
Other Assets [Policy Text Block] | Other Assets Other assets consist primarily of deferred financing costs, prepaid insurance and property taxes. Additionally, other assets will be amortized to expense over their future service periods. Balances without future economic benefit are expensed as they are identified. |
Equity Method Investments, Policy [Policy Text Block] | Equity-Method Investments We report our investments in unconsolidated entities, over whose operating and financial policies we have the ability to exercise significant influence but not control, under the equity method of accounting. Under this method of accounting, our pro rata share of the applicable entity’s earnings or losses is included in our consolidated statements of operations. We initially record our investments based on either the carrying value for properties contributed or the cash invested. We evaluate our equity-method investments for impairment whenever events or changes in circumstances indicate that the carrying value of our investments may exceed the fair value. If it is determined that a decline in the fair value of our investments is not temporary, and if such reduced fair value is below its carrying value, an impairment is recorded. Determining fair value involves significant judgment. Our estimates consider available evidence including the present value of the expected future cash flows discounted at market rates, general economic conditions and other relevant factors. We did not record any impairments related to our equity-method investments for the years ended December 31, 2017 and 2016. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition Revenue is recognized after four basic criteria are met. These four criteria include persuasive evidence of an arrangement, the rendering of service, fixed and determinable income and reasonably assured collectability. Leases with fixed annual rental escalators are recognized on a straight-line basis over the initial lease period, subject to a collectability assessment. Because our leases provide for free rent, lease incentives, or other rental increases at specified intervals, we straight-line the recognition of revenue, which results in the recording of a receivable for rent not yet due under the lease terms. Our rental revenues are comprised of lease rental income and straight-line rent. Straight line rent for the years ended December 31, 2017 and 2016 was approximately $ 0.7 0.6 Acquisition and asset management fees are recorded as earned. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Compensation We record stock-based compensation expense for share-based payments to employees and directors, including grants of stock options based on the estimated fair value of the options on the date of grant using the Black-Scholes option-pricing model. Compensation expense is recognized ratably over the vesting term and is included in general and administrative expense in our consolidated statements of operations. See Note 10 for further information. |
Consolidation, Subsidiary Stock Issuances, Policy [Policy Text Block] | Noncontrolling Interest in Consolidated Subsidiary Noncontrolling interest relates to the interest in the consolidated entities that are not wholly-owned by us. As of December 31, 2017 and 2016, the non-controlling interest mainly relates to CHP, LLC. ASC 810-10-65, “ Consolidation” We periodically evaluate individual noncontrolling interests for the ability to continue to recognize the noncontrolling interest as permanent equity in the consolidated balance sheets. Any noncontrolling interest that fails to qualify as permanent equity will be reclassified as temporary equity and adjusted to the greater of (a) the carrying amount, or (b) its redemption value as of the end of the period in which the determination is made. |
Regulatory Income Taxes, Policy [Policy Text Block] | We have elected to be taxed as a REIT, under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the “Code”) beginning with our taxable year ending December 31, 2006. To qualify as a REIT, we must meet certain organizational and operational requirements, including a requirement to currently distribute at least 90 We have elected to treat Friendswood TRS and SAM TRS as taxable REIT subsidiaries, which generally may engage in any business, including the provision of customary or non-customary services for our tenants. These TRS entities are treated as a regular corporation and are subject to federal income tax and applicable state income and franchise taxes at regular corporate rates. As of December 31, 2017, Friendswood TRS has net deferred tax assets which include $ 106,000 32,000 40,000 917,000 The Tax Cuts and Jobs Act was enacted in December 2017 and is generally effective for tax years beginning in 2018. This new legislation is not expected to have a material adverse effect on the Company’s business and contains several potentially favorable provisions. However, the Company has recorded a reduction of approximately $ 14,000 14,000 |
Income Tax Uncertainties, Policy [Policy Text Block] | Uncertain Tax Positions In accordance with the requirements of ASC 740, “ Income Taxes,” |
Basic and Diluted Net Loss Per Common Share Applicable to Common Shares [Policy Text Block] | Basic and Diluted Net Loss and Distributions per Common Share Basic and diluted net loss per common share applicable to common stockholders is computed by dividing net loss applicable to common stockholders by the weighted-average number of common shares outstanding for the period. For each of the years ended December 31, 2017 and 2016, 895,408 400,000 1.3 0.8 23,027,978 The Company declared no cash distributions per common share during the years ended December 31, 2017 and 2016. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Pronouncements In November 2016, Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. The amendments require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. As a result, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The amendments are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. The amendments should be applied using a retrospective transition method to each period presented. Once adopted, restricted cash will be presented with cash and cash equivalents in our consolidated statements of cash flows and, at December 31, 2017, that amount was approximately $ 3.4 In February 2016, the FASB issued ASU No. 2016-02, Leases 0.3 The FASB has issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date. Revenue from Contracts with Customers (Topic 606). We have evaluated the impact that our adoption of this new revenue recognition standard in the first quarter of 2018 will have on our rental revenues and we do not expect this to have a significant impact on our consolidated financial statements as our rental revenue relates to triple net leases and related tenant reimbursements, which are excluded from this standard. Non-lease components will be evaluated under this standard upon adoption of ASU No. 2016-02. Additionally, we have completed our evaluation of the impact this standard will have on our interest income revenue and acquisition and asset management fees. Interest income from our notes receivable is excluded from this standard. Acquisition fees are earned and paid at the time we close the acquisition, and therefore satisfying our performance obligations. We earn our asset management fees based on a percentage of the purchase price or equity raised. As the manager, our duty is to manage the day-to-day operations of the special-purpose entities (“SPE”), which own the properties. We record asset management fees monthly as our performance obligations are satisfied. Revenue recognition for acquisition and asset management fees will not change under the new standard, and as such, it will not have a material impact on our consolidated financial statements. The Company has elected the modified retrospective transition method. Upon adoption of this ASU in 2018, the Company anticipates that additional disclosures will be necessary to separately disclose the components of our total revenue. |
Reclassification, Policy [Policy Text Block] | Reclassifications Certain amounts related to the assets, liabilities and operations of Friendswood TRS have been reclassified in the Company’s consolidated balance sheets and consolidated statements of operations for prior year to conform to the current period presentation due to the classification of Friendswood TRS as held for sale (see Note 11). These reclassifications had no effect on total assets or liabilities or cash flows from operating activities. The reclassifications for the year ended December 31, 2016 increased our loss from continuing operations by $ 387,000 (494,000) (801,000) |
Investments in Real Estate Pr22
Investments in Real Estate Properties (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Real Estate [Abstract] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | As of December 31, 2017 and 2016, investments in real estate properties including those held by our consolidated subsidiaries: 2017 2016 Land $ 7,318,000 $ 5,548,000 Buildings and improvements 69,254,000 58,322,000 Less: accumulated depreciation (9,012,000) (6,996,000) Buildings and improvements, net 60,242,000 51,326,000 Furniture and fixtures 6,755,000 5,981,000 Less: accumulated depreciation (5,252,000) (4,338,000) Furniture and fixtures, net 1,503,000 1,643,000 Real estate properties, net $ 69,063,000 $ 58,517,000 |
Schedule of Real Estate Properties [Table Text Block] | The following table provides summary information regarding our portfolio (excluding the 36 properties owned by our unconsolidated Equity-Method Investments) as of December 31, 2017: Property Location Date Purchased Type (2) Purchase Loans Number of Sheridan Care Center Sheridan, OR August 3, 2012 SNF $ 4,100,000 $ 4,778,000 51 Fernhill Care Center Portland, OR August 3, 2012 SNF 4,500,000 4,191,000 63 Friendship Haven Healthcare (1) Galveston County, September 14, 2012 SNF 15,000,000 6,880,000 150 Pacific Health and Tigard, OR December 24, 2012 SNF 8,140,000 6,987,000 73 Danby House Winston-Salem, January 31, 2013 AL/MC 9,700,000 7,642,000 100 Brookstone of Aledo Aledo, IL July 2, 2013 AL 8,625,000 7,216,000 66 The Shelby House Shelby, NC October 4, 2013 AL 4,500,000 4,721,000 72 The Hamlet House Hamlet, NC October 4, 2013 AL 6,500,000 3,989,000 60 The Carteret House Newport, NC October 4, 2013 AL 4,300,000 3,365,000 64 Sundial Assisted Living Redding, CA December 18, 2013 AL 3,500,000 2,800,000 65 Pennington Gardens Chandler, AZ July 17, 2017 AL/MC 13,400,000 10,050,000 90 Total: $ 82,265,000 $ 62,619,000 854 (1) Friendswood TRS became the licensed operator and tenant of the facility on May 1, 2014. In December 2017, we entered into an agreement to sell Friendswood TRS, the licensed operator and tenant of the facility, to the current management company, HMG Services, L.L.C. (“HMG”) (see Note 11). The sale was completed on January 1, 2018. (2) SNF is an abbreviation for skilled nursing facility. AL is an abbreviation for assisted living facility. MC is an abbreviation for memory care facility. |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | The future minimum lease payments to be received under existing operating leases for properties owned as of December 31, 2017 are as follows: Years ending December 31, 2018 7,607,000 2019 7,740,000 2020 7,902,000 2021 8,068,000 2022 8,237,000 Thereafter 60,988,000 $ 100,542,000 |
Loans Payable (Tables)
Loans Payable (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | As of December 31, 2017 and 2016, loans payable consisted of the following: December 31, 2017 December 31, 2016 Loan payable to Capital One, National Association in monthly installments of approximately $36,000, including interest at LIBOR plus 2.95% (4.3% at December 31, 2017), due in July 2018, and collateralized by Pennington Gardens. $ 10,050,000 $ - Loan payable to Healthcare Financial Solutions, LLC in monthly installments of approximately $15,000, including interest at LIBOR (floor of 0.50%) plus 4.0% (5.3% at December 31, 2017 and 5.0% at December 31, 2016, respectively), due in October 2018, and collateralized by Sundial Assisted Living. $ 2,800,000 $ 2,800,000 Loan payable to Oxford Finance, LLC in monthly installments of approximately $53,000, including interest at LIBOR (floor of 0.75%) plus 6.50% (8.1% as of December 31, 2017 and 7.25% as of December 31, 2016, respectively) due in October 2019, collateralized by Friendship Haven. 6,880,000 6,978,000 Loans payable to Lancaster Pollard (insured by HUD) in monthly installments of approximately $209,000, including interest, ranging from a fixed rate of 3.70% to 3.78%, due in September 2039 through January 2051, and collateralized by Sheridan, Fernhill, Pacific Health, Shelby, Hamlet, Carteret, Aledo and Danby. 42,889,000 43,768,000 62,619,000 53,546,000 Less debt issuance costs (1,788,000) (1,829,000) Total loans payable $ 60,831,000 $ 51,717,000 |
Schedule of Maturities of Long-term Debt [Table Text Block] | The principal payments due on the loans payable (excluding debt issuance costs) for each of the five following years and thereafter ending December 31 are as follows: Year Principal 2018 13,870,000 2019 7,725,000 2020 986,000 2021 1,024,000 2022 1,063,000 Thereafter 37,951,000 $ 62,619,000 |
Equity-Method Investments (Tabl
Equity-Method Investments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity Method Investments [Table Text Block] | Our Equity-Method Investments are significant equity-method investments in the aggregate. The results of operations of our Equity-Method Investments for the year ending December 31, 2017 are summarized below: SUL JV Fantasia JV Fantasia II JV Fantasia III JV FPH JV Revenue $ 15,657,000 $ 2,027,000 $ 2,789,000 $ 3,021,000 $ 493,000 Net Operating Income $ 14,316,000 $ 1,799,000 $ 2,378,000 $ 2,286,000 $ 412,000 Income from Operations $ 8,156,000 $ 1,037,000 $ 1,604,000 $ 1,618,000 $ 237,000 Net Income $ 3,561,000 $ 119,000 $ 681,000 $ 648,000 $ 51,000 Summit interest in Equity-Method Investments net income $ 356,000 $ 24,000 $ 136,000 $ 65,000 $ 5,000 Our Equity-Method Investments combined, are considered to be significant equity-method investments. The results of operations of our Equity-Method Investments for the year ending December 31, 2016 are summarized below: SUL JV Fantasia JV Revenue $ 12,391,000 $ 329,000 Net Operating Income $ 10,823,000 $ 300,000 Income from Operations $ 6,404,000 $ 173,000 Net Income $ 2,114,000 $ 26,000 Summit interest in Equity-Method Investments net income $ 211,000 $ 5,000 |
Schedule Of Distribution From Equity Method Investments [Table Text Block] | As of December 31, 2017 and 2016, we have distributions receivable, which is included in tenant and other receivables in our consolidated balance sheets, as follows: December 31, December 31, SUL JV $ 169,000 $ 365,000 Fantasia JV 30,000 31,000 Fantasia II JV 58,000 - Fantasia III JV 97,000 - FPH JV 17,000 - Total $ 371,000 $ 396,000 |
Schedule Of Cash Distributions Included In Cash Flows From Operating And Investing Activities [Table Text Block] | For the years ended December 31, 2017 and 2016, we have received cash distributions, which are included in our cash flows from operating activities in tenant and other receivables, and cash flows from investing activities, using the cumulative earnings approach, as follows: Year Ended December 31, 2017 Year Ended December 31, 2016 Total Cash Cash Flow Cash Flow Total Cash Cash Flow Cash Flow SUL JV $ 690,000 $ 356,000 $ 334,000 $ 526,000 $ 211,000 $ 315,000 Fantasia JV 180,000 24,000 156,000 - - - Fantasia II JV 237,000 136,000 101,000 - - - Fantasia III JV 70,000 65,000 5,000 - - - FPH JV - - - - - - Total $ 1,177,000 $ 581,000 $ 596,000 $ 526,000 $ 211,000 $ 315,000 |
Receivables (Tables)
Receivables (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | Tenant and other receivables, net consists of: December 31, December 31, Straight-line rent receivables $ 3,046,000 $ 2,384,000 Distribution receivables from Equity-Method Investments 371,000 396,000 Receivable from JV 2 properties 184,000 362,000 Asset management fees 170,000 100,000 Other receivables 335,000 77,000 Total $ 4,106,000 $ 3,319,000 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions [Table Text Block] | As of December 31, 2017 and 2016, we had the following receivables and reserves: Receivables Reserves Balance Organizational and offering costs $ 738,000 $ (738,000) $ - Asset management fees and expenses 32,000 (32,000) - Operating expenses (direct and indirect) 189,000 (189,000) - Operating expenses (2%/25% Test) 1,717,000 (1,717,000) - Total Real Estate Properties $ 2,676,000 $ (2,676,000) $ - |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Lake Forest Lease [Member] | |
Schedule Of Future Minimum Rental Payment For Operating Leases [Table Text Block] | We entered into a lease agreement, as amended, for corporate office space located in Lake Forest, California, which expires in April 2022. Lease payments for the next five years are as follows: Year Lease payments 2018 89,000 2019 100,000 2020 104,000 2021 108,000 2022 36,000 $ 437,000 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The estimated fair value using the Black-Scholes option-pricing model with the following weighted average assumptions: 2017 Stock options granted 495,408 Expected Volatility 23.50% Expected lives 2.2 years Risk-free interest rate 1.27% Dividends 0% Fair value per share $0.31 |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | The following table summarizes our stock options as of December, 2017: Options Weighted Weighted Aggregate Options outstanding at January 1, 2017 400,000 $ 1.72 Granted 495,408 2.05 Exercised Cancelled/forfeited Options outstanding at December 31, 2017 895,408 $ 1.90 8.61 $ 805,000 Options exercisable at December 31, 2017 662,307 $ 1.85 8.42 $ 631,000 |
Schedule of Unrecognized Compensation Cost, Nonvested Awards [Table Text Block] | For our outstanding non-vested options as of December 31, 2017, the weighted average grant date fair value per share was $ 0.31 Years Ending December 31, 2018 $ 51,000 2019 21,000 2020 1,000 $ 73,000 |
Dispositions (Tables)
Dispositions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | The income from discontinued operations presented in the consolidated statements of operations related to Friendswood TRS consists for the following for the years ended December 31, 2017 and 2016: December 31, December 31, Revenues: Resident services and fee income $ 9,354,000 $ 8,194,000 Other revenues 11,000 10,000 9,365,000 8,204,000 Expenses: Property operating costs 603,000 684,000 Resident services costs 6,657,000 7,011,000 General and administrative 116,000 72,000 Depreciation and amortization 56,000 50,000 7,432,000 7,817,000 Income from discontinued operations $ 1,933,000 $ 387,000 The assets and liabilities of the discontinued operations are presented separately under the captions “Assets of Friendswood TRS held for sale” and “Liabilities of Friendswood TRS held for sale,” respectively, in the accompanying consolidated balance sheets at December 31, 2017 and 2016, and consist of the following: December 31, December 31, ASSETS: Cash and cash equivalents $ 459,000 $ 2,000 Real estate properties, net 320,000 222,000 Tenant and other receivables, net 947,000 943,000 Other assets 36,000 111,000 Total assets $ 1,762,000 $ 1,278,000 LIABILITIES: Accounts payable and accrued liabilities 821,000 881,000 Accrued salaries and benefits 77,000 105,000 Total liabilities of property held for sale (not eliminated) $ 898,000 $ 986,000 Intercompany note payable (eliminated in consolidation) 972,000 996,000 Total liabilities $ 1,870,000 $ 1,982,000 |
Organization (Details Textual)
Organization (Details Textual) | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Nov. 30, 2017 | Feb. 28, 2017 | |
Organization [Line Items] | ||||
Equity Method Investment, Ownership Percentage | 10.00% | 20.00% | ||
Cornerstone Operating Partnership [Member] | ||||
Organization [Line Items] | ||||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest | 99.88% | |||
Cornerstone Operating Partnership [Member] | Cornerstone Realty Advisors, LLC [Member] | ||||
Organization [Line Items] | ||||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest by Affiliates | 0.12% | |||
Cornerstone Healthcare Partners [Member] | ||||
Organization [Line Items] | ||||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest | 95.00% | |||
Cornerstone Healthcare Real Estate Fund [Member] | ||||
Organization [Line Items] | ||||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest by Affiliates | 5.00% | |||
JV Properties [Member] | ||||
Organization [Line Items] | ||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 4.70% | |||
Summit Union Life Holding [Member] | ||||
Organization [Line Items] | ||||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest | 10.00% | 10.00% | ||
Summit Healthcare Five Properties One [Member] | ||||
Organization [Line Items] | ||||
Real Estate Investment Trust Owne Percentage | 100.00% | |||
Summit Healthcare Five Properties Two [Member] | ||||
Organization [Line Items] | ||||
Real Estate Investment Trust Owne Percentage | 95.00% | |||
Five Jv Propertie [Member] | Chref One [Member] | ||||
Organization [Line Items] | ||||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest | 95.00% | |||
Five Jv Propertie [Member] | Chref Two [Member] | ||||
Organization [Line Items] | ||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 5.00% | |||
Four Jv Propertie [Member] | ||||
Organization [Line Items] | ||||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest | 95.30% | |||
Summit Health Care Two Properties [Member] | ||||
Organization [Line Items] | ||||
Equity Method Investment, Ownership Percentage | 20.00% | |||
Summit Fantasia Holdings Llc [Member] | ||||
Organization [Line Items] | ||||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest | 20.00% | 20.00% | ||
Fantasia Three Jv [Member] | ||||
Organization [Line Items] | ||||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest by Affiliates | 10.00% | |||
Fantasia Two Jv [Member] | ||||
Organization [Line Items] | ||||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest by Affiliates | 20.00% | 20.00% | ||
Summit Fantasy Pearl Holdings, LLC [Member] | ||||
Organization [Line Items] | ||||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest by Affiliates | 10.00% | |||
Equity Method Investment, Ownership Percentage | 10.00% |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Summary of Significant Accounting Policies [Line Items] | ||
Noncontrolling Interest, Ownership Percentage by Parent | 95.00% | |
Loans Payable, Fair Value Disclosure | $ 63,300,000 | $ 54,300,000 |
Loans Payable | $ 62,619,000 | $ 53,546,000 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 895,408 | 400,000 |
Deferred Costs, Leasing, Net, Total | $ 1,273,000 | $ 1,413,000 |
Amortization | 100,000 | 200,000 |
Straight Line Rent | 662,000 | 584,000 |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest | $ (3,244,000) | $ (881,000) |
Weighted Average Number Of Shares Outstanding, Basic and Diluted | 23,027,978 | 23,027,978 |
Notes Receivable, Fair Value Disclosure | $ 4,000,000 | $ 4,900,000 |
Notes Receivable Net | 3,854,000 | 4,801,000 |
Deferred Costs, Total | 1,900,000 | 1,900,000 |
State Income Tax Expense Benefit | 32,000 | 40,000 |
Restricted Cash and Cash Equivalents | 3,447,000 | 3,806,000 |
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent | 387,000 | |
Net Income (Loss) Available to Common Stockholders, Basic | (801,000) | |
Net Income (Loss), Including Portion Attributable To Noncontrolling Interest | (1,311,000) | $ (494,000) |
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | 300,000 | |
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Amount | 14,000 | |
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | $ 14,000 | |
Operating Partnership [Member] | ||
Summary of Significant Accounting Policies [Line Items] | ||
Noncontrolling Interest, Ownership Percentage by Parent | 99.88% | |
Friendswood TRS [Member] | ||
Summary of Significant Accounting Policies [Line Items] | ||
Deferred Tax Assets, Operating Loss Carryforwards, State and Local | $ 106,000 | |
Summit Healthcare Asset Management Llc [Member] | ||
Summary of Significant Accounting Policies [Line Items] | ||
Deferred Tax Assets, Valuation Allowance | $ 917,000 | |
Real Estate Investment Trust [Member] | ||
Summary of Significant Accounting Policies [Line Items] | ||
Percentage of Taxable Income | 90.00% | |
Minimum [Member] | ||
Summary of Significant Accounting Policies [Line Items] | ||
Fair Value, Inputs Discount Rate, Loans payable | 4.40% | |
Minimum [Member] | Furniture and Fixtures [Member] | ||
Summary of Significant Accounting Policies [Line Items] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Minimum [Member] | Building Improvements [Member] | ||
Summary of Significant Accounting Policies [Line Items] | ||
Property, Plant and Equipment, Useful Life | 15 years | |
Maximum [Member] | ||
Summary of Significant Accounting Policies [Line Items] | ||
Fair Value, Inputs Discount Rate, Loans payable | 7.80% | |
Maximum [Member] | Furniture and Fixtures [Member] | ||
Summary of Significant Accounting Policies [Line Items] | ||
Property, Plant and Equipment, Useful Life | 6 years | |
Maximum [Member] | Building Improvements [Member] | ||
Summary of Significant Accounting Policies [Line Items] | ||
Property, Plant and Equipment, Useful Life | 39 years | |
Weighted Average [Member] | ||
Summary of Significant Accounting Policies [Line Items] | ||
Fair Value, Inputs Discount Rate, Loans payable | 4.90% |
Investments in Real Estate Pr32
Investments in Real Estate Properties (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Real Estate Properties [Line Items] | ||
Real estate properties, net | $ 69,063,000 | $ 58,517,000 |
Land [Member] | ||
Real Estate Properties [Line Items] | ||
Real estate properties, net | 7,318,000 | 5,548,000 |
Buildings and improvements | ||
Real Estate Properties [Line Items] | ||
Investments in real estate | 69,254,000 | 58,322,000 |
Less: accumulated depreciation | (9,012,000) | (6,996,000) |
Real estate properties, net | 60,242,000 | 51,326,000 |
Furniture and Fixture [Member] | ||
Real Estate Properties [Line Items] | ||
Investments in real estate | 6,755,000 | 5,981,000 |
Less: accumulated depreciation | (5,252,000) | (4,338,000) |
Real estate properties, net | $ 1,503,000 | $ 1,643,000 |
Investments in Real Estate Pr33
Investments in Real Estate Properties (Details 1) | 12 Months Ended | |
Dec. 31, 2017USD ($) | ||
Real Estate Properties [Line Items] | ||
Purchase Price | $ 82,265,000 | |
Loans Payable, excluding debt discounts | $ 62,619,000 | |
Number Of Beds | 854 | |
Sheridan Care Center [Member] | ||
Real Estate Properties [Line Items] | ||
Location | Sheridan, OR | |
Date Purchased | Aug. 3, 2012 | |
Type Of property | SNF | [1] |
Purchase Price | $ 4,100,000 | |
Loans Payable, excluding debt discounts | $ 4,778,000 | |
Number Of Beds | 51 | |
Fern Hill Care Center [Member] | ||
Real Estate Properties [Line Items] | ||
Location | Portland, OR | |
Date Purchased | Aug. 3, 2012 | |
Type Of property | SNF | [1] |
Purchase Price | $ 4,500,000 | |
Loans Payable, excluding debt discounts | $ 4,191,000 | |
Number Of Beds | 63 | |
Friendship Haven Healthcare and Rehabilitation Center [Member] | ||
Real Estate Properties [Line Items] | ||
Location | Galveston County, TX | [2] |
Date Purchased | Sep. 14, 2012 | [2] |
Type Of property | SNF | [1],[2] |
Purchase Price | $ 15,000,000 | [2] |
Loans Payable, excluding debt discounts | $ 6,880,000 | [2] |
Number Of Beds | 150 | [2] |
Pacific Health and Rehabilitation Center [Member] | ||
Real Estate Properties [Line Items] | ||
Location | Tigard, OR | |
Date Purchased | Dec. 24, 2012 | |
Type Of property | SNF | [1] |
Purchase Price | $ 8,140,000 | |
Loans Payable, excluding debt discounts | $ 6,987,000 | |
Number Of Beds | 73 | |
Danby House [Member] | ||
Real Estate Properties [Line Items] | ||
Location | Winston-Salem, NC | |
Date Purchased | Jan. 31, 2013 | |
Type Of property | AL/MC | [1] |
Purchase Price | $ 9,700,000 | |
Loans Payable, excluding debt discounts | $ 7,642,000 | |
Number Of Beds | 100 | |
Brookstone of Aledo [Member] | ||
Real Estate Properties [Line Items] | ||
Location | Aledo, IL | |
Date Purchased | Jul. 2, 2013 | |
Type Of property | AL | [1] |
Purchase Price | $ 8,625,000 | |
Loans Payable, excluding debt discounts | $ 7,216,000 | |
Number Of Beds | 66 | |
The Shelby House [Member] | ||
Real Estate Properties [Line Items] | ||
Location | Shelby, NC | |
Date Purchased | Oct. 4, 2013 | |
Type Of property | AL | [1] |
Purchase Price | $ 4,500,000 | |
Loans Payable, excluding debt discounts | $ 4,721,000 | |
Number Of Beds | 72 | |
The Hamlet House [Member] | ||
Real Estate Properties [Line Items] | ||
Location | Hamlet, NC | |
Date Purchased | Oct. 4, 2013 | |
Type Of property | AL | [1] |
Purchase Price | $ 6,500,000 | |
Loans Payable, excluding debt discounts | $ 3,989,000 | |
Number Of Beds | 60 | |
The Carteret House [Member] | ||
Real Estate Properties [Line Items] | ||
Location | Newport, NC | |
Date Purchased | Oct. 4, 2013 | |
Type Of property | AL | [1] |
Purchase Price | $ 4,300,000 | |
Loans Payable, excluding debt discounts | $ 3,365,000 | |
Number Of Beds | 64 | |
Sundial Assisted Living [Member] | ||
Real Estate Properties [Line Items] | ||
Location | Redding, CA | |
Date Purchased | Dec. 18, 2013 | |
Type Of property | AL | [1] |
Purchase Price | $ 3,500,000 | |
Loans Payable, excluding debt discounts | $ 2,800,000 | |
Number Of Beds | 65 | |
Pennington Gardens [Member] | ||
Real Estate Properties [Line Items] | ||
Location | Chandler, AZ | |
Date Purchased | Jul. 17, 2017 | |
Type Of property | AL/MC | [1] |
Purchase Price | $ 13,400,000 | |
Loans Payable, excluding debt discounts | $ 10,050,000 | |
Number Of Beds | 90 | |
[1] | SNF is an abbreviation for skilled nursing facility. AL is an abbreviation for assisted living facility. MC is an abbreviation for memory care facility. | |
[2] | Friendswood TRS became the licensed operator and tenant of the facility on May 1, 2014. In December 2017, we entered into an agreement to sell Friendswood TRS, the licensed operator and tenant of the facility, to the current management company, HMG Services, L.L.C. (“HMG”) (see Note 11). The sale was completed on January 1, 2018. |
Investments in Real Estate Pr34
Investments in Real Estate Properties (Details 2) | Dec. 31, 2017USD ($) |
Real Estate Properties [Line Items] | |
2,018 | $ 7,607,000 |
2,019 | 7,740,000 |
2,020 | 7,902,000 |
2,021 | 8,068,000 |
2,022 | 8,237,000 |
Thereafter | 60,988,000 |
Operating Leases, Future Minimum Payments Receivable | $ 100,542,000 |
Investments in Real Estate Pr35
Investments in Real Estate Properties (Details Textual) | 1 Months Ended | 12 Months Ended | |
Jul. 17, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Real Estate Properties [Line Items] | |||
Number of Real Estate Properties | 11 | ||
Percentage of Real Estate Properties | 100.00% | ||
Depreciation | $ 2,900,000 | $ 3,400,000 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Land | $ 1,800,000 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Buildings | $ 10,900,000 | ||
Pennington Gardens [Member] | |||
Real Estate Properties [Line Items] | |||
Lessor Leasing Arrangements, Operating Leases, Term of Contract | 15 years | ||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||
Business Combination, Consideration Transferred | $ 13,400,000 | ||
Business Combination, Acquisition Related Costs | 52,000 | ||
Furniture and Fixtures [Member] | Pennington Gardens [Member] | |||
Real Estate Properties [Line Items] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | $ 750,000 |
Loans Payable (Details)
Loans Payable (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 62,619,000 | $ 53,546,000 |
Less debt issuance costs | (1,788,000) | (1,829,000) |
Total loans payable | 60,831,000 | 51,717,000 |
General Electric Capital Corporation [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | 10,050,000 | 0 |
Lancaster Pollard Mortgage Company, LLC [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | 42,889,000 | 43,768,000 |
Oxford Finance, LLC [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | 2,800,000 | 2,800,000 |
Housing and Healthcare Finance [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 6,880,000 | $ 6,978,000 |
Loans Payable (Details) _Parent
Loans Payable (Details) [Parenthetical] - USD ($) | 1 Months Ended | 12 Months Ended | |
Jul. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | |
Capital One National Association Loan [Member] | |||
Debt Instrument, Periodic Payment | $ 36,000 | ||
Debt Instrument, Description of Variable Rate Basis | LIBOR plus 2.95% | ||
Debt Instrument, Basis Spread on Variable Rate | 2.95% | 2.95% | |
Debt Instrument, Interest Rate, Stated Percentage | 4.30% | ||
Debt Instrument, Maturity Date, Description | due in July 2018 | ||
Healthcare Financial Solutions Llc [Member] | |||
Debt Instrument, Periodic Payment | $ 15,000 | ||
Debt Instrument, Description of Variable Rate Basis | LIBOR (floor of 0.50%) plus 4.0% | ||
Debt Instrument, Basis Spread on Variable Rate | 4.00% | ||
Debt Instrument, Interest Rate, Stated Percentage | 5.30% | 5.00% | |
Debt Instrument, Maturity Date, Description | due in October 2018 | ||
Oxford Finance, LLC [Member] | |||
Debt Instrument, Periodic Payment | $ 53,000 | ||
Debt Instrument, Description of Variable Rate Basis | LIBOR (floor of 0.75%) plus 6.50% | ||
Debt Instrument, Basis Spread on Variable Rate | 6.50% | ||
Debt Instrument, Interest Rate, Stated Percentage | 8.10% | 7.25% | |
Debt Instrument, Maturity Date, Description | due in October 2019 | ||
Lancaster Pollard Mortgage Company, LLC [Member] | |||
Debt Instrument, Periodic Payment | $ 209,000 | ||
Debt Instrument, Maturity Date, Description | due in September 2039 through January 2051 | ||
Lancaster Pollard Mortgage Company, LLC [Member] | Maximum [Member] | |||
Debt Instrument, Interest Rate, Stated Percentage | 3.78% | ||
Lancaster Pollard Mortgage Company, LLC [Member] | Minimum [Member] | |||
Debt Instrument, Interest Rate, Stated Percentage | 3.70% |
Loans Payable (Details 1)
Loans Payable (Details 1) | Dec. 31, 2017USD ($) |
Debt Instrument [Line Items] | |
2,018 | $ 13,870,000 |
2,019 | 7,725,000 |
2,020 | 986,000 |
2,021 | 1,024,000 |
2,022 | 1,063,000 |
Thereafter | 37,951,000 |
Total | $ 62,619,000 |
Loans Payable (Details Textual)
Loans Payable (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | |
Jul. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | |||
Interest Expense, Debt | $ 2,800,000 | $ 2,900,000 | |
Long-term Debt, Gross | 62,619,000 | 53,546,000 | |
Debt Instrument, Unamortized Discount | 1,788,000 | 1,829,000 | |
Amortization of Debt Discount (Premium) | 200,000 | $ 100,000 | |
Restricted Cash | 53,000 | ||
Hfs Formerly Ge Capital [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Periodic Payment | 15,000 | ||
Capital One National Association Loan [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Periodic Payment | $ 36,000 | ||
Debt Instrument, Face Amount | $ 10,100,000 | ||
Debt Instrument, Maturity Date | Jul. 17, 2018 | ||
Debt Instrument, Basis Spread on Variable Rate | 2.95% | 2.95% | |
Payments of Financing Costs | $ 200,000 |
Equity-Method Investments (Deta
Equity-Method Investments (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Schedule of Equity Method Investments [Line Items] | ||
Revenue | $ 8,266,000 | $ 8,192,000 |
Net Operating Income | (857,000) | (1,051,000) |
Income from Operations | 387,000 | |
Net Income | (1,273,000) | (801,000) |
Summit interest in Equity-Method Investments net income | 586,000 | 216,000 |
SUL JV [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Revenue | 15,657,000 | 12,391,000 |
Net Operating Income | 14,316,000 | 10,823,000 |
Income from Operations | 8,156,000 | 6,404,000 |
Net Income | 3,561,000 | 2,114,000 |
Summit interest in Equity-Method Investments net income | 356,000 | 211,000 |
Fantasia JV [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Revenue | 2,027,000 | 329,000 |
Net Operating Income | 1,799,000 | 300,000 |
Income from Operations | 1,037,000 | 173,000 |
Net Income | 119,000 | 26,000 |
Summit interest in Equity-Method Investments net income | 24,000 | $ 5,000 |
Fantasia II JV [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Revenue | 2,789,000 | |
Net Operating Income | 2,378,000 | |
Income from Operations | 1,604,000 | |
Net Income | 681,000 | |
Summit interest in Equity-Method Investments net income | 136,000 | |
Fantasia III JV [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Revenue | 3,021,000 | |
Net Operating Income | 2,286,000 | |
Income from Operations | 1,618,000 | |
Net Income | 648,000 | |
Summit interest in Equity-Method Investments net income | 65,000 | |
FPH JV [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Revenue | 493,000 | |
Net Operating Income | 412,000 | |
Income from Operations | 237,000 | |
Net Income | 51,000 | |
Summit interest in Equity-Method Investments net income | $ 5,000 |
Equity-Method Investments (De41
Equity-Method Investments (Details 1) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Dividends Receivable | $ 371,000 | $ 396,000 |
SUL JV | ||
Dividends Receivable | 169,000 | 365,000 |
Fantasia JV | ||
Dividends Receivable | 30,000 | 31,000 |
Fantasia II JV | ||
Dividends Receivable | 58,000 | 0 |
Fantasia III JV | ||
Dividends Receivable | 97,000 | 0 |
FPH JV | ||
Dividends Receivable | $ 17,000 | $ 0 |
Equity-Method Investments (De42
Equity-Method Investments (Details 2) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Total Cash Distributions Received | $ 1,177,000 | $ 526,000 |
Cash Flow from Operating | 581,000 | 211,000 |
Cash Flow from Investing | 596,000 | 315,000 |
SUL JV | ||
Total Cash Distributions Received | 690,000 | 526,000 |
Cash Flow from Operating | 356,000 | 211,000 |
Cash Flow from Investing | 334,000 | 315,000 |
Fantasia JV | ||
Total Cash Distributions Received | 180,000 | 0 |
Cash Flow from Operating | 24,000 | 0 |
Cash Flow from Investing | 156,000 | 0 |
Fantasia II JV | ||
Total Cash Distributions Received | 237,000 | 0 |
Cash Flow from Operating | 136,000 | 0 |
Cash Flow from Investing | 101,000 | 0 |
Fantasia III JV | ||
Total Cash Distributions Received | 70,000 | 0 |
Cash Flow from Operating | 65,000 | 0 |
Cash Flow from Investing | 5,000 | 0 |
FPH JV | ||
Total Cash Distributions Received | 0 | 0 |
Cash Flow from Operating | 0 | 0 |
Cash Flow from Investing | $ 0 | $ 0 |
Equity-Method Investments (De43
Equity-Method Investments (Details Textual) - USD ($) | Aug. 10, 2017 | Nov. 30, 2017 | Apr. 30, 2017 | Feb. 28, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Apr. 30, 2015 |
Equity Method Investment, Ownership Percentage | 20.00% | 10.00% | ||||||
Equity Method Investments | $ 9,241,000 | $ 5,095,000 | ||||||
Dividends Receivable | $ 371,000 | 396,000 | ||||||
Noncontrolling Interest, Ownership Percentage By Parent | 95.00% | |||||||
Proceeds from Dividends Received | $ 581,000 | 211,000 | ||||||
Disposal Group, Including Discontinued Operation, Accounts, Notes and Loans Receivable, Net | $ 947,000 | 943,000 | ||||||
Summit Fantasia Holdings III, LLC [Member] | ||||||||
Limited Liability Company or Limited Partnership, Managing Member or General Partner, Compensation | Under the Fantasia III LLC Agreement, net operating cash flow of the Fantasia III JV will be distributed quarterly, first to the Operating Partnership and Fantasia pari passu until each member has received an amount equal to its accrued, but unpaid 9% return, and thereafter 75% to Fantasia and 25% to the Operating Partnership. All capital proceeds from the sale of the properties held by the Fantasia III JV, a refinancing or another capital event, will be paid first to the Operating Partnership and Fantasia pari passu until each has received an amount equal to its accrued but unpaid 9% return plus its total capital contribution, and thereafter 75% to Fantasia and 25% to the Operating Partnership. | |||||||
Equity Method Investment, Ownership Percentage | 10.00% | |||||||
Equity Method Investments | $ 2,000,000 | $ 1,800,000 | ||||||
Payments to Acquire Businesses, Gross | $ 60,000,000 | $ 27,000,000 | ||||||
SUL JV acquired [Member] | ||||||||
Limited Liability Company or Limited Partnership, Managing Member or General Partner, Compensation | Under the SUL LLC Agreement, net operating cash flow of the SUL JV will be distributed monthly, first to the Operating Partnership and Best Years pari passu up to a 9% to 10% annual return, as defined, and thereafter to Best Years 75% and the Operating Partnership 25%. All capital proceeds from the sale of the properties held by the SUL JV, a refinancing or another capital event will be paid first to the Operating Partnership and Best Years pari passu until each has received an amount equal to its accrued but unpaid 9% to 10% return plus its total contribution, and thereafter to Best Years 75% and the Operating Partnership 25%. | |||||||
Proceeds from Dividends Received | $ 122,000 | |||||||
Disposal Group, Including Discontinued Operation, Accounts, Notes and Loans Receivable, Net | $ 105,000 | |||||||
Summit Fantasia ll Holdings LLC [Member] | ||||||||
Limited Liability Company or Limited Partnership, Managing Member or General Partner, Compensation | Under the Fantasia II LLC Agreement, net operating cash flow of the Fantasia JV will be distributed quarterly, first to the Operating Partnership and Fantasia pari passu until each member has received an amount equal to its accrued, but unpaid 8% return, and thereafter 70% to Fantasia and 30% to the Operating Partnership. All capital proceeds from the sale of the properties held by the Fantasia II JV, a refinancing or another capital event, will be paid first to the Operating Partnership and Fantasia pari passu until each has received an amount equal to its accrued but unpaid 8% return plus its total capital contribution, and thereafter 70% to Fantasia and 30% to the Operating Partnership. | |||||||
Asset Management Fees | $ 800,000 | 500,000 | ||||||
FPH JV [Member] | ||||||||
Equity Method Investments | $ 900,000 | |||||||
Summit Fantasia Holdings Llc [Member] | ||||||||
Limited Liability Company or Limited Partnership, Managing Member or General Partner, Compensation | Under the Fantasia LLC Agreement, net operating cash flow of the Fantasia JV will be distributed quarterly, first to the Operating Partnership and Fantasia pari passu until each member has received an amount equal to its accrued, but unpaid 8% return, and thereafter 70% to Fantasia and 30% to the Operating Partnership. All capital proceeds from the sale of the properties held by the Fantasia JV, a refinancing or another capital event, will be paid first to the Operating Partnership and Fantasia pari passu until each has received an amount equal to its accrued but unpaid 8% return plus its total capital contribution, and thereafter 70% to Fantasia and 30% to the Operating Partnership. | |||||||
Asset Management Fees | 200,000 | |||||||
Equity Method Investments | $ 1,900,000 | $ 1,100,000 | $ 1,200,000 | |||||
Noncontrolling Interest, Ownership Percentage By Parent | 20.00% | |||||||
Summit Fantasy Pearl Holdings, LLC [Member] | ||||||||
Limited Liability Company or Limited Partnership, Managing Member or General Partner, Compensation | Under the FPH LLC Agreement, net operating cash flow of the FPH JV will be distributed quarterly, first to the members pari passu until each member has received an amount equal to its accrued, but unpaid 9% return, and thereafter 65.25% to Fantasy, 7.5% to Atlantis, 7.25% to Fantasia and 20% to the Operating Partnership. All capital proceeds from the sale of the properties held by the FPH JV, a refinancing or another capital event, will be paid to the members pari passu until each has received an amount equal to its accrued but unpaid 9% return plus its total capital contribution, and thereafter 65.25% to Fantasy, 7.5% to Atlantis, 7.25% to Fantasia, and 20% to the Operating Partnership. | |||||||
Equity Method Investment, Ownership Percentage | 10.00% | |||||||
Payments to Acquire Businesses, Gross | $ 29,500,000 | |||||||
Fantasia Investment III LLC [Member] | ||||||||
Equity Method Investment, Ownership Percentage | 80.00% | 80.00% | ||||||
Summit Union Life Holdings, LLC [Member] | ||||||||
Equity Method Investments | $ 3,600,000 | $ 3,800,000 | ||||||
Operating Partnership Llc [Member] | ||||||||
Equity Method Investment, Ownership Percentage | 20.00% | 10.00% | ||||||
Best Years Llc [Member] | Minimum [Member] | ||||||||
Equity Method Investment, Ownership Percentage | 9.00% | |||||||
Best Years Llc [Member] | Maximum [Member] | ||||||||
Equity Method Investment, Ownership Percentage | 10.00% | |||||||
SUL Joint Venture [Member] | ||||||||
Noncontrolling Interest, Ownership Percentage By Parent | 90.00% | |||||||
JV 2 Properties [Member] | ||||||||
Dividends Receivable | $ 110,000 | $ 184,000 | $ 362,000 | $ 362,000 | ||||
Proceeds from Dividends Received | 56,000 | |||||||
Adjustment To Additional Paid In Capital Increase From Cash Addition | $ 5,000 |
Receivables (Details)
Receivables (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Straight-line rent receivables | $ 3,046,000 | $ 2,384,000 |
Distribution receivables from Equity-Method Investments | 371,000 | 396,000 |
Receivable from JV 2 properties | 184,000 | 362,000 |
Asset management fees | 170,000 | 100,000 |
Other receivables | 335,000 | 77,000 |
Total | $ 4,106,000 | $ 3,319,000 |
Receivables (Details Textual)
Receivables (Details Textual) - USD ($) | Dec. 21, 2017 | Jan. 07, 2015 | Jan. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2014 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Interest Income Note Receivable | $ 177,000 | $ 158,000 | |||||
Financing Receivable, Net | $ 3,854,000 | 4,801,000 | |||||
Receivable with Imputed Interest, Effective Yield (Interest Rate) | 4.25% | ||||||
Receivable with Imputed Interest, Face Amount | $ 1,100,000 | ||||||
Receivable with Imputed Interest, Due Date | Jan. 1, 2018 | ||||||
Proceeds from Sale of Notes Receivable | $ 947,000 | 32,000 | |||||
Subsequent Event [Member] | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Proceeds from Sale of Notes Receivable | $ 4,000,000 | ||||||
Nantucket Note [Member] | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Accounts and Notes Receivable, Net | 3,800,000 | ||||||
Proceeds from Sale of Notes Receivable | $ 900,000 | ||||||
Nantucket Note [Member] | Subsequent Event [Member] | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Proceeds from Sale of Notes Receivable | $ 4,000,000 | ||||||
Gain (Loss) on Sale of Notes Receivable | $ 200,000 | ||||||
Sherburne Commons, Inc., Money Note [Member] | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Receivable with Imputed Interest, Effective Yield (Interest Rate) | 3.50% | ||||||
Receivable with Imputed Interest, Face Amount | $ 5,000,000 | ||||||
Receivable with Imputed Interest, Due Date | Dec. 31, 2017 | ||||||
Operator [Member] | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Financing Receivable, Net | $ 100,000 | $ 0.1 | $ 140,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 6.00% |
Related Party Transactions (Det
Related Party Transactions (Details) - Cornerstone Realty Advisors, LLC [Member] | Dec. 31, 2017USD ($) |
Receivables | $ 2,676,000 |
Reserves | (2,676,000) |
Balance | 0 |
Organizational and offering costs [Member] | |
Receivables | 738,000 |
Reserves | (738,000) |
Balance | 0 |
Asset management fees and expenses [Member] | |
Receivables | 32,000 |
Reserves | (32,000) |
Balance | 0 |
Operating expenses (direct and indirect) [Member] | |
Receivables | 189,000 |
Reserves | (189,000) |
Balance | 0 |
Operating expenses (2%/25% Test) [Member] | |
Receivables | 1,717,000 |
Reserves | (1,717,000) |
Balance | $ 0 |
Related Party Transactions (D47
Related Party Transactions (Details Textual) | 12 Months Ended |
Dec. 31, 2017 | |
Minimum [Member] | |
Related Party Transaction [Line Items] | |
Percentage Of Restricted Operating Expenses | 2.00% |
Maximum [Member] | |
Related Party Transaction [Line Items] | |
Percentage Of Restricted Operating Expenses | 25.00% |
Concentration of Risk (Details
Concentration of Risk (Details Textual) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Tenant One, Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 55.00% | 56.00% |
Tenant Two, Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 30.00% | 33.00% |
Tenant Three, Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 13.00% | |
Assets, Total [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 33.00% | 38.00% |
Commitments and Contingencies49
Commitments and Contingencies (Details) - Lake Forest Lease [Member] | Dec. 31, 2017USD ($) |
Operating Leased Assets [Line Items] | |
2,018 | $ 89,000 |
2,019 | 100,000 |
2,020 | 104,000 |
2,021 | 108,000 |
2,022 | 36,000 |
Operating Leases, Future Minimum Payments Due | $ 437,000 |
Commitments and Contingencies50
Commitments and Contingencies (Details Textual) | Dec. 21, 2017USD ($) |
consulting fees | $ 270,000 |
Alleged agreement [Member] | |
consulting fees | $ 10,000 |
Equity (Details)
Equity (Details) | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock options granted | shares | 495,408 |
Expected Volatility | 23.50% |
Expected lives | 2 years 2 months 12 days |
Risk-free interest rate | 1.27% |
Dividends | 0.00% |
Fair value per share | $ / shares | $ 0.31 |
Equity (Details 1)
Equity (Details 1) | 12 Months Ended |
Dec. 31, 2017USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Options outstanding, Beginning Balance | 400,000 |
Options, Granted | 495,408 |
Options, Exercised | 0 |
Options, Cancelled/forfeited | 0 |
Options outstanding, Ending Balance | 895,408 |
Options Exercisable, Ending Balance | 662,307 |
Weighted Average Exercise Price, Outstanding at Beginning Balance | $ / shares | $ 1.72 |
Weighted Average Exercise Price, Granted | $ / shares | 2.05 |
Weighted Average Exercise Price, Outstanding at Ending Balance | $ / shares | 1.9 |
Weighted Average Exercise Price, Exercisable at Ending Balance | $ / shares | $ 1.85 |
Options Outstanding, Weighted Average Remaining Contractual Term | 8 years 7 months 10 days |
Options Exercisable, Weighted Average Remaining Contractual Term | 8 years 5 months 1 day |
Options outstanding, Aggregate Intrinsic Value | $ | $ 805,000 |
Options Exercisable, Aggregate Intrinsic Value | $ | $ 631,000 |
Equity (Details 2)
Equity (Details 2) | Dec. 31, 2017USD ($) |
Schedule of Equity Method Investments [Line Items] | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 73,000 |
Employee Service Sharebased Compensation Nonvested Awards Compensation Cost To Be Recognizedin Two Years [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | 51,000 |
Employee Service Sharebased Compensation Nonvested Awards Compensation Cost To Be Recognizedin Three Years [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | 21,000 |
Employee Service Sharebased Compensation Nonvested Awards Compensation Cost To Be Recognizedin Four Years Member [Member] | |
Schedule of Equity Method Investments [Line Items] | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 1,000 |
Equity (Details Textual)
Equity (Details Textual) - USD ($) | Apr. 03, 2017 | Nov. 30, 2017 | Mar. 31, 2017 | Jan. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 |
Schedule of Equity [Line Items] | ||||||
Common Stock, Shares Authorized | 290,000,000 | 290,000,000 | ||||
Common Stock, Par Or Stated Value Per Share | $ 0.001 | $ 0.001 | ||||
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 | ||||
Preferred Stock, Par Or Stated Value Per Share | $ 0.001 | $ 0.001 | ||||
Options, Granted | 495,408 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 0.31 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 8 years 7 months 10 days | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Exercise Price, Beginning Balance | $ 0.31 | |||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 2.05 | |||||
General and Administrative Expense [Member] | ||||||
Schedule of Equity [Line Items] | ||||||
Allocated Share-based Compensation Expense | $ 106,000 | $ 28,000 | ||||
Executive Management [Member] | ||||||
Schedule of Equity [Line Items] | ||||||
Options, Granted | 182,796 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 33.00% | |||||
Executive Management [Member] | Vest in Equal Monthly Installment [Member] | ||||||
Schedule of Equity [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 67.00% | |||||
Omnibus Incentive Plan [Member] | ||||||
Schedule of Equity [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 3,000,000 | |||||
Options, Granted | 170,000 | 43,612 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 0.29 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 10 years | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Exercise Price, Beginning Balance | $ 0.32 | |||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0.30 | |||||
Common Stock, Capital Shares Reserved for Future Issuance | 2,104,592 | |||||
Omnibus Incentive Plan [Member] | Executive Management [Member] | ||||||
Schedule of Equity [Line Items] | ||||||
Options, Granted | 99,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 33.00% | 33.00% | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 0.35 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 10 years | |||||
Omnibus Incentive Plan [Member] | Executive Management [Member] | Vest in Equal Monthly Installment [Member] | ||||||
Schedule of Equity [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 67.00% | 67.00% | ||||
Director Incentive Stock Plan [Member] | ||||||
Schedule of Equity [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 10 years | 10 years |
Dispositions (Details)
Dispositions (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Revenues: | ||
Resident services and fee income | $ 9,354,000 | $ 8,194,000 |
Other revenues | 11,000 | 10,000 |
Disposal Group, Including Discontinued Operation, Revenue | 9,365,000 | 8,204,000 |
Expenses: | ||
Property operating costs | 603,000 | 684,000 |
Resident services costs | 6,657,000 | 7,011,000 |
General and administrative | 116,000 | 72,000 |
Depreciation and amortization | 56,000 | 50,000 |
Disposal Group, Including Discontinued Operation, Total Expenses | 7,432,000 | 7,817,000 |
Income from discontinued operations | $ 1,933,000 | $ 387,000 |
Dispositions (Details 1)
Dispositions (Details 1) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
ASSETS: | ||
Cash and cash equivalents | $ 459,000 | $ 2,000 |
Real estate properties, net | 320,000 | 222,000 |
Tenant and other receivables, net | 947,000 | 943,000 |
Other assets | 36,000 | 111,000 |
Total assets | 1,762,000 | 1,278,000 |
LIABILITIES: | ||
Accounts payable and accrued liabilities | 821,000 | 881,000 |
Accrued salaries and benefits | 77,000 | 105,000 |
Total liabilities of property held for sale (not eliminated) | 898,000 | 986,000 |
Intercompany note payable (eliminated in consolidation) | 972,000 | 996,000 |
Total liabilities | $ 1,870,000 | $ 1,982,000 |
Dispositions (Details Textual)
Dispositions (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Oct. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Apr. 29, 2016 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Loans Payable, Total | $ 60,831,000 | $ 51,717,000 | |||
Assets | 96,831,000 | 89,403,000 | |||
Gain (Loss) on Sale of Properties | $ 2,800,000 | ||||
Receivable with Imputed Interest, Face Amount | $ 1,100,000 | ||||
Receivable with Imputed Interest, Due Date | Jan. 1, 2018 | ||||
Receivable with Imputed Interest, Periodic payment | $ 22,000 | ||||
Receivable with Imputed Interest, Discount | $ 95,000 | ||||
Receivable with Imputed Interest, Effective Yield (Interest Rate) | 4.25% | ||||
Cash Provided by (Used in) Operating Activities, Discontinued Operations | $ 455,000 | (137,000) | |||
Cash Provided by (Used in) Investing Activities, Discontinued Operations | (71,000) | (102,000) | |||
Cash Provided by (Used in) Financing Activities, Discontinued Operations | $ 72,000 | $ 72,000 | |||
Medford Property [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Right to Purchase the Property, Value | $ 10,800,000 | ||||
Cash | 3,800,000 | ||||
Assets | 8,000,000 | ||||
Loans Payable Transferred Upon Disposition Of Properties | 6,700,000 | ||||
Property, Plant and Equipment, Net | $ 1,300,000 | ||||
Riverglen [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Net Value Of Properties | $ 3,900,000 | ||||
Operating Partnership [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Equity Method Investment, Summarized Financial Information, Assets | 9,200,000 | ||||
Equity Method Investment, Summarized Financial Information, Liabilities | 5,300,000 | ||||
Loans Payable, Total | $ 4,700,000 |
Subsequent Events (Details Text
Subsequent Events (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Subsequent Event [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 495,408 | |||
Proceeds from Sale of Notes Receivable | $ 947,000 | $ 32,000 | ||
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Proceeds from Sale of Notes Receivable | $ 4,000,000 | |||
Payments to Acquire Land | $ 685,000 | |||
Security Deposit | $ 25,000 | |||
Subsequent Event [Member] | Incentive Plan [Member] | ||||
Subsequent Event [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | |||
Subsequent Event [Member] | Incentive Plan [Member] | Employee [Member] | ||||
Subsequent Event [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 41,500 |