DOCUMENT AND ENTITY INFORMATION
DOCUMENT AND ENTITY INFORMATION - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Mar. 30, 2020 | Jun. 30, 2019 | |
Entity Information [Line Items] | |||
Entity Registrant Name | IMH Financial Corp | ||
Entity Central Index Key | 0001397403 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Small Business | true | ||
Entity Public Float | $ 0 | ||
Common Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 1,692,254 | ||
Class B-1 Common Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 3,376,682 | ||
Class B-2 Common Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 3,377,814 | ||
Class B-3 Common Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 6,912,232 | ||
Class B-4 Common Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 313,790 | ||
Class C Common Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 668,903 | ||
Series B-1 Cumulative Convertible Preferred Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 2,604,852 | ||
Series B-2 Cumulative Convertible Preferred Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 5,595,148 | ||
Series B-3 Cumulative Convertible Preferred Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 2,352,941 | ||
Series B-4 Cumulative Convertible Preferred Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 1,875,000 | ||
Series A Preferred Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 22,000 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
ASSETS | ||
Cash and cash equivalents | $ 7,925 | $ 25,452 |
Funds held by lender and restricted cash | 2,564 | 198 |
Mortgage loans, net | 0 | 23,234 |
Real estate held for sale | 25,505 | 7,418 |
Operating properties, net | 45,199 | 33,866 |
Other real estate owned | 33,341 | 33,727 |
Goodwill | 15,357 | 15,357 |
Other intangibles, net | 361 | 641 |
Other receivables | 1,630 | 1,320 |
Investment in unconsolidated entities | 3,753 | 0 |
Other assets | 3,668 | 2,033 |
Property and equipment, net | 305 | 393 |
Total assets | 139,608 | 143,639 |
LIABILITIES | ||
Accounts payable and accrued expenses | 8,383 | 8,385 |
Accrued property taxes | 305 | 305 |
Dividends payable | 2,406 | 857 |
Accrued interest | 162 | 653 |
Customer deposits and funds held for others | 1,281 | 552 |
Notes payable, net of discount | 51,277 | 36,314 |
Total liabilities | 63,814 | 47,066 |
Commitments and contingencies (Note 16) | ||
STOCKHOLDERS' EQUITY (DEFICIT) | ||
Common stock, $.01 par value; 200,000,000 shares authorized; 18,929,496 and 18,596,774 shares issued at December 31, 2019 and 2018, respectively; 16,558,759 and 16,726,610 shares outstanding at December 31, 2019 and 2018, respectively | 189 | 186 |
Less: Treasury stock, at cost, 2,370,737 and 1,870,164 shares at December 31, 2019 and 2018, respectively | (7,286) | (6,286) |
Paid-in capital | 701,379 | 708,523 |
Accumulated deficit | (718,790) | (692,876) |
Total IMH Financial Corporation stockholders' equity (deficit) | (24,508) | 9,547 |
Non-controlling interests | 24,141 | 19,616 |
Total stockholders' equity (deficit) | (367) | 29,163 |
Total liabilities and stockholders’ equity (deficit) | 139,608 | 143,639 |
Series B Redeemable Convertible Preferred Stock | ||
LIABILITIES | ||
Preferred stock, value, issued | 54,356 | 45,663 |
Series A Redeemable Preferred Stock | ||
LIABILITIES | ||
Preferred stock, value, issued | $ 21,805 | $ 21,747 |
CONSOLIDATED BALANCE SHEETS _Pa
CONSOLIDATED BALANCE SHEETS [Parenthetical] - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Common Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, shares authorized | 200,000,000 | 200,000,000 |
Common Stock, shares issued | 18,929,496 | 18,596,774 |
Common Stock, shares outstanding | 16,558,759 | 16,726,610 |
Treasury Stock, shares at cost | 2,370,737 | 1,870,164 |
Series B Redeemable Convertible Preferred Stock | ||
Preferred stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Redeemable Convertible Preferred Stock, shares authorized | 100,000,000 | 100,000,000 |
Redeemable Convertible Preferred Stock, shares outstanding | 12,427,941 | 10,552,941 |
Redeemable Convertible Preferred Stock, liquidation preference | $ 59,870 | $ 51,170 |
Series A Redeemable Preferred Stock | ||
Redeemable Convertible Preferred Stock, shares outstanding | 22,000 | 22,000 |
Redeemable Convertible Preferred Stock, liquidation preference | $ 22,000 | $ 22,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenues | ||
Operating property revenue | $ 10,473,000 | $ 6,647,000 |
Mortgage loan income, net | 1,909,000 | 2,588,000 |
Management fees, investment and other income | 693,000 | 426,000 |
Total revenues | 13,075,000 | 9,661,000 |
Operating Expenses | ||
Operating property direct expenses (exclusive of interest and depreciation) | 15,561,000 | 9,024,000 |
Expenses for non-operating real estate owned | 314,000 | 606,000 |
Professional fees | 4,869,000 | 4,202,000 |
General and administrative expenses | 7,503,000 | 8,816,000 |
Interest expense | 2,342,000 | 3,122,000 |
Depreciation and amortization expense | 2,571,000 | 1,195,000 |
Total operating expenses | 33,160,000 | 26,965,000 |
Other (income) expense | ||
Gain on disposal of assets | (184,000) | (3,938,000) |
Provision for (recovery of) credit losses, net | 1,463,000 | (1,968,000) |
Impairment of real estate owned | 1,475,000 | 581,000 |
Unrealized loss on derivatives | 330,000 | 218,000 |
Settlement and related costs, net | 1,300,000 | 0 |
Equity earnings from unconsolidated entities | (175,000) | 0 |
Other (income) expense | 4,209,000 | (5,107,000) |
Total costs and expenses, net | 37,369,000 | 21,858,000 |
Loss, before provision for income tax | (24,294,000) | (12,197,000) |
Provision for income taxes | 0 | 0 |
Net Loss | (24,294,000) | (12,197,000) |
Net income attributable to non-controlling interests | (1,620,000) | (1,144,000) |
Cash dividends on Series B redeemable convertible preferred stock | (4,010,000) | (2,548,000) |
Deemed dividend on redeemable convertible preferred stock | (2,545,000) | (3,493,000) |
Cash dividends on Series A redeemable preferred stock | (2,017,000) | (1,188,000) |
Net Loss attributable to common shareholders | $ (34,486,000) | $ (20,570,000) |
Loss per Common Share | ||
Net basic and diluted loss per share (in dollars per share) | $ (2.09) | $ (1.23) |
Weighted average common shares outstanding - basic and diluted (in shares) | 16,463,565 | 16,703,866 |
CONSOLIDATED STATEMENT OF STOCK
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands | Total | Class C Common Stock | Class B Common Stock | Common Stock | Treasury Stock | Treasury StockClass C Common Stock | Treasury StockClass B Common Stock | Paid-in Capital | Accumulated Deficit | Total IMH Financial Corporation Stockholders’ Equity (Deficit) | Non-controlling Interest |
Beginning Balances at Dec. 31, 2017 | $ 35,811 | $ 181 | $ (6,286) | $ 714,889 | $ (679,535) | $ 29,249 | $ 6,562 | ||||
Beginning Balances (in shares) at Dec. 31, 2017 | 18,079,522 | 1,826,096 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income (loss) | (12,197) | (13,341) | (13,341) | 1,144 | |||||||
Contributions from Hotel Fund investors | 14,257 | 14,257 | |||||||||
Distributions to Hotel Fund investors | (408) | (408) | |||||||||
Hotel Fund syndication costs | (90) | (90) | (90) | ||||||||
Profit participation distribution to non-controlling interests (Note 6) | (1,939) | (1,939) | |||||||||
Warrant and preferred equity cost accretion | (532) | (532) | (532) | ||||||||
Cash dividends on Series B redeemable convertible preferred stock | (2,548) | (2,548) | (2,548) | ||||||||
Deemed dividend on Series B redeemable convertible preferred stock | (3,493) | (3,493) | (3,493) | ||||||||
Cash dividends on Series A redeemable preferred stock | (1,188) | (1,188) | (1,188) | ||||||||
Stock-based compensation | 426 | $ 5 | 421 | 426 | |||||||
Stock-based compensation (in shares) | 517,252 | ||||||||||
Relinquishment of common stock to treasury | $ 0 | ||||||||||
Relinquishment of common stock to treasury (in shares) | 44,068 | ||||||||||
Ending Balances at Dec. 31, 2018 | $ 29,163 | $ 186 | $ (6,286) | 708,523 | (692,876) | 9,547 | 19,616 | ||||
Ending Balances (in shares) at Dec. 31, 2018 | 27,301,551 | 18,596,774 | 1,870,164 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income (loss) | $ (24,294) | (25,914) | (25,914) | 1,620 | |||||||
Contributions from Hotel Fund investors | 7,518 | 7,518 | |||||||||
Distributions to Hotel Fund investors | (1,397) | (1,397) | |||||||||
Acquisition of non-controlling interests | (1,607) | 1,146 | 1,146 | (2,753) | |||||||
Reclassification of profit participation to liability | (463) | (463) | |||||||||
Hotel Fund syndication costs | (48) | (48) | (48) | ||||||||
Warrant and preferred equity cost accretion | (206) | (206) | (206) | ||||||||
Cash dividends on Series B redeemable convertible preferred stock | (4,010) | (4,010) | (4,010) | ||||||||
Deemed dividend on Series B redeemable convertible preferred stock | (2,545) | (2,545) | (2,545) | ||||||||
Cash dividends on Series A redeemable preferred stock | (2,017) | (2,017) | (2,017) | ||||||||
Stock-based compensation | 539 | $ 3 | 536 | 539 | |||||||
Stock-based compensation (in shares) | 332,722 | ||||||||||
Relinquishment of common stock to treasury | (1,000) | $ 0 | $ (1,000) | (1,000) | |||||||
Relinquishment of common stock to treasury (in shares) | 500,000 | 573 | |||||||||
Ending Balances at Dec. 31, 2019 | $ (367) | $ 189 | $ (7,286) | $ 701,379 | $ (718,790) | $ (24,508) | $ 24,141 | ||||
Ending Balances (in shares) at Dec. 31, 2019 | 29,008,700 | 18,929,496 | 2,370,737 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
OPERATING ACTIVITIES | ||
Net loss | $ (24,294) | $ (12,197) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation and option amortization | 539 | 426 |
Gain on disposal of assets | (184) | (3,938) |
Amortization of deferred financing costs | 250 | 162 |
Depreciation and amortization expense | 2,571 | 1,195 |
Accretion of mortgage income | (55) | (313) |
Accretion of discount on note payable | 263 | 963 |
Non-cash interest expense funded by loan draw | 1,122 | 1,112 |
Impairment of real estate owned | 1,475 | 581 |
Unrealized loss on derivatives | 330 | 218 |
Provision for (recovery of) credit losses | 2,598 | (770) |
Changes in operating assets and liabilities, net of business combination: | ||
Accrued interest receivable | 413 | (253) |
Other receivables | (556) | (155) |
Other assets | (1,964) | (782) |
Accrued property taxes | 0 | 4 |
Accounts payable and accrued expenses | (4,007) | 768 |
Customer deposits and funds held for others | 729 | (2,137) |
Accrued interest | (1,001) | 464 |
Total adjustments, net | 2,523 | (2,455) |
Net cash used in operating activities | (21,771) | (14,652) |
INVESTING ACTIVITIES | ||
Proceeds from sale of mortgage note receivable | 9,653 | 0 |
Mortgage loan principal receipts | 7,638 | 0 |
Proceeds from sale of real estate owned and operating properties and other assets | 836 | 8,692 |
Purchases of property and equipment | (26) | (16) |
Mortgage loan investment and fundings | (4,638) | (3,000) |
Investment in unconsolidated entities | (3,753) | 0 |
Investment in real estate owned and operating properties | (12,170) | (16,676) |
Restricted cash acquired through foreclosure | 2,900 | 0 |
Net cash used in investing activities | 440 | (11,000) |
FINANCING ACTIVITIES | ||
Acquisition of non-controlling interests | (2,753) | 0 |
Proceeds from notes payable | 13,519 | 0 |
Repayments of notes payable | (11,190) | (28) |
Dividends paid | (4,479) | (3,417) |
Purchase of treasury stock | (1,000) | 0 |
Proceeds from issuance of preferred equity | 6,000 | 30,000 |
Equity issuance costs paid | 0 | (396) |
Purchase of Interest rate cap | 0 | (548) |
Contribution of Hotel Fund capital costs | (48) | (90) |
Contributions from Hotel Fund investors | 7,518 | 14,257 |
Distributions to Hotel Fund investors | (1,397) | (408) |
Net cash provided by financing activities | 6,170 | 39,370 |
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | (15,161) | 13,718 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, BEGINNING OF PERIOD | 25,650 | 11,932 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, END OF PERIOD | 10,489 | 25,650 |
SUPPLEMENTAL CASH FLOW INFORMATION | ||
Cash paid for interest | 2,199 | 422 |
Cash paid for taxes | 0 | 16 |
Non-Cash Investing and Financing Transactions: | ||
Foreclosure on investment in mortgage loan | 7,625 | 0 |
Acquisition of Operating property building and operations through foreclosure | 7,379 | 0 |
Assumption of first mortgage, accrued interest and operating liabilities through foreclosure | 13,303 | 0 |
Loan from JP Morgan Chase Funding, Inc., (a related party) for purchase of first mortgage on operating property | 11,000 | 0 |
Lease liability arising from the recognition of right-of-use asset | 1,548 | 0 |
Non-cash interest costs capitalized to operating property | 1,000 | 0 |
Dividends payable | 2,406 | 857 |
Fair value adjustment for partnership interest acquisition | 1,146 | 0 |
Capital expenditures in accounts payable and accrued expenses | $ 803 | $ 1,770 |
BUSINESS, BASIS OF PRESENTATION
BUSINESS, BASIS OF PRESENTATION AND LIQUIDITY | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BUSINESS, BASIS OF PRESENTATION AND LIQUIDITY | BUSINESS, BASIS OF PRESENTATION AND LIQUIDITY Our Company IMH Financial Corporation (together with its subsidiaries, the “Company”) is a real estate investment and finance company based in the southwestern United States engaged in various and diverse facets of the real estate lending and investment process, including origination, acquisition, underwriting, servicing, enforcement, development, marketing, and disposition. The Company’s focus is to invest in, manage and dispose of commercial real estate mortgage investments, hospitality assets, and other real estate assets, and to perform all functions reasonably related thereto, including developing, managing and either holding for investment or disposing of real property acquired through acquisition, foreclosure or other means. Over the past several years, we acquired certain operating properties through deed-in-lieu of foreclosure or purchase which have contributed significantly to our operating revenues and expenses in recent years. While our lending and investment activities decreased modestly from 2018 to 2019, our operating properties continued to drive the majority of Company revenues in fiscal 2019 and 2018 . Our History and Structure We were formed from the conversion of our predecessor entity, IMH Secured Loan Fund, LLC (the “Fund”), into a Delaware corporation. The Fund, which was organized in May 2003, commenced operations in August 2003, focusing on investments in senior short-term whole commercial real estate mortgage loans collateralized by first mortgages on real property. The Fund was externally managed by Investors Mortgage Holdings, Inc. (the “Manager”), which was incorporated in Arizona in June 1997 and is licensed as a mortgage banker by the State of Arizona. Through a series of private placements to accredited investors, the Fund raised $875 million of equity capital from May 2003 through December 2008. Due to the cumulative number of investors in the Fund, the Fund registered under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on April 30, 2007 and began filing periodic reports with the Securities and Exchange Commission, (“SEC”). On June 18, 2010, following approval by members representing 89% of membership units of the Fund voting on the matter, the Fund became internally-managed through the acquisition of the Manager, and converted into a Delaware corporation in a series of transactions that we refer to as the Conversion Transactions. As more fully described in Note 17, during the year ended December 31, 2019, the Company engaged an external investment manager in connection with the Company’s effort to reduce Company overhead. Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The accompanying consolidated financial statements include the accounts of IMH Financial Corporation and the following wholly-owned operating subsidiaries: 11333, Inc. (formerly known as Investors Mortgage Holdings, Inc.), an Arizona corporation, Investors Mortgage Holdings California, Inc., a California corporation, IMH Holdings, LLC, a Delaware limited liability company (“Holdings”), and various other wholly owned subsidiaries established in connection with the acquisition of real estate either through foreclosure or purchase and/or for borrowing purposes, as well as its majority owned or controlled real estate entities and its interests in variable interest entities (“VIEs”) in which the Company is determined to be the primary beneficiary. Holdings is a holding company for IMH Management Services, LLC, an Arizona limited liability company, which provides us and our affiliates with human resources and administrative services, including the supply of employees. Other entities in which we have invested and have the ability to exercise significant influence over operating and financial policies of the investee, but upon which we do not possess control, are accounted for by the equity method of accounting within the financial statements and they are therefore not consolidated. The Company, through certain subsidiaries, obtained certain real estate assets and equity interests in a number of limited liability companies and limited partnerships with various real estate holdings and related assets as a result of certain loan and guarantor enforcement and collection efforts. These entities have been consolidated in the accompanying consolidated financial statements based on the extent of the Company’s controlling financial interest in each such entity. During 2019, we participated in a joint venture sponsored and managed by an affiliate of one of our preferred shareholders, the purpose of which was to provide mezzanine financing on a hotel development in Albuquerque, New Mexico. Since we neither control, manage nor own a majority of joint venture interest, we have accounted for this as an investment in unconsolidated entities. See Note 6 for a further discussion of the effects of the consolidation, our equity investments and VIEs. All significant intercompany accounts and transactions have been eliminated in consolidation. Liquidity and Going Concern We require liquidity and capital resources for our general working capital needs, including maintenance, development costs and capital expenditures for our operating properties and non-operating real estate owned (“REO”) assets, professional fees, general and administrative operating costs, loan enforcement costs, financing costs, debt service payments, and dividends to our preferred shareholders, as well as to acquire our target assets. As of December 31, 2019 , our accumulated deficit aggregated $718.8 million primarily as a result of previous provisions for credit losses recorded between 2008 and 2010 (due primarily to the erosion of the U.S. and global real estate and credit markets during those periods) relating to the decrease in the fair value of the collateral securing our legacy loan portfolio and impairment charges relating to the value of real estate owned (“REO”) assets acquired primarily through foreclosure, as well as on-going net operating losses resulting from the lack of income-producing assets. The Company has met its near-term liquidity requirements by, among other things, obtaining outside financing, selling mortgage loans, and selling the majority of our legacy real estate assets. During the fourth quarter of 2019, in order to meet impending liquidity requirements, we sold one of our mezzanine loan investments with a principal balance of $12.3 million at a discount incurring a loss of $2.6 million , reflected in provision for (recovery of) credit losses, net in the consolidated statements of operations. During the year ended December 31, 2019 , we generated net cash of approximately $0.8 million (after payment of closing expenses and related indebtedness) from the sale of certain REO assets. In addition, subsequent to December 31, 2019, we sold a commercial office building (the “Broadway Tower”) in a cash sale for $19.5 million which, after selling expenses and payoff of underlying secured indebtedness of $11.0 million , netted $8.0 million in cash to the Company (Note 18). In September 2019, the Company entered into a Series B-4 Cumulative Convertible Preferred Stock Subscription Agreement with JPMorgan Chase Funding Inc. (“JPM Funding”), pursuant to which JPM Funding purchased 1,875,000 shares of our Series B-4 Cumulative Convertible Preferred Stock, $0.01 par value per share, (the “Series B-4 Preferred Stock”), at a purchase price of $3.20 per share, for a total purchase price of $6.0 million . The Company is using the proceeds from the sale of these shares for general corporate purposes. Dividends on the Series B-4 Preferred Stock accrue at the rate of 5.65% per year. In connection with the acquisition of MacArthur Place in October 2017, the Company entered into a building loan agreement and related agreements with MidFirst Bank in the amount of $32.3 million (the “MacArthur Loan”). The MacArthur Loan was modified during the first quarter of 2019 to increase the loan facility to $37.0 million and establish certain additional reserve accounts in the amount of $2.0 million for the completion of certain capital projects. The MacArthur Loan has an initial maturity date of October 1, 2020, with two one -year extension options available, contingent upon construction completion and repayment guarantees provided by the Company. The modified MacArthur Loan required the Company to fund minimum equity of $27.7 million , all of which has been funded as of December 31, 2019. The Company has provided a loan repayment guaranty equal to 50% of the original loan’s principal amount, as well as a guaranty of interest and operating deficits and other customary non-recourse carve-out matters such as bankruptcy and environmental matters. Under the guarantees, the Company is required to maintain a minimum Tangible Net Worth, as defined, of $50.0 million and minimum liquidity of $5.0 million throughout the loan term. The Company was in full compliance with such financial covenants as of December 31, 2019 . In addition, the MacArthur Loan requires MacArthur Place to establish various operating and reserve accounts at MidFirst Bank which are subject to a cash management agreement. In the event of default, MidFirst Bank has the ability to take control of such accounts for the allocation and distribution of proceeds in accordance with the cash management agreement. Commencing in November 2017, the Company sponsored an offering under SEC Regulation D of up to $25.0 million of preferred limited liability company interests (the “Preferred Interests”) of the L’Auberge de Sonoma Resort Fund, LLC (the “Hotel Fund”), which was fully subscribed by the second quarter of 2019. The net proceeds of this offering were primarily used to (i) reimburse the Company for its initial $17.8 million common investment in the Hotel Fund and (ii) fund certain renovations and operating losses at the hotel. As of December 31, 2019 , we had cash and cash equivalents of $7.9 million , REO assets held for sale with a carrying value of $25.5 million and other REO assets with a carrying value of $33.3 million that we seek to dispose of within the next 12 months. As mentioned above, we sold our Broadway Tower commercial office building subsequent to December 31, 2019. We continue to evaluate potential disposition strategies for our remaining REO assets and to seek additional sources of debt and equity for investment and working capital purposes. As described in Note 15, at any time after July 24, 2020, each holder of our Series B-1 and B-2 Preferred Stock may require the Company to redeem, out of legally available funds, the shares held by such holder at a price (the “Redemption Price”) equal to the greater of (i) 150% of the sum of the original price per share plus all accrued and unpaid dividends or (ii) the sum of the tangible book value of the Company per share of voting Common Stock plus all accrued and unpaid dividends as of the date of redemption. As of December 31, 2019, the aggregate Redemption Price for the Series B-1 and Series B-2 Preferred Stock would be approximately $39.6 million . In addition, pursuant to an agreement to extend the Redemption Date, a cash payment in the aggregate amount of $2.6 million is due and payable to the holders of the Series B-1 and B-2 Preferred Stock on July 24, 2020 whether or not a redemption is requested. As further described in Note 15, the holders of the Series B-3 and B-4 Preferred Stock may require the Company to redeem, out of legally available funds, those share for $11.6 million and $8.7 million , respectively. The current holders of our Series B Preferred Stock are collectively referred to herein as the “Series B Investors”. We are presently in discussions with the Series B Investors regarding a restructuring of some or all of the terms of these securities. There is no assurance, however, that all or any of the Series B Investors will agree to restructure these securities, or if so, whether the terms will be beneficial to the Company. We expect our primary sources of liquidity over the next twelve months to consist of our proceeds from the disposition of our existing REO assets, proceeds from borrowings and equity issuances, current cash, revenues from ownership or management of hotels, and investment income. Historically, we have used proceeds from the issuance of preferred equity and/or debt, proceeds from the sale of our REO assets, and the liquidation of mortgages and related investments to satisfy our working capital requirements. During the fourth quarter of 2019, in order to meet impending liquidity requirements, we sold one of our mezzanine loan investments with a principal balance of $12.3 million at a discount incurring a loss of $2.6 million . As described above, we sold our Broadway Tower commercial office building in January 2020, netting $8.0 million in cash to the Company after payment of related debt. We also are in discussions with the holders of our Series B Preferred Stock regarding a restructuring or modification of those securities and our obligations. There can be no assurance that these efforts will be successful or that we will sell our remaining REO assets in a timely manner or in obtaining additional or replacement financing, if needed, to sufficiently fund our future operations, redeem our Series B-1 and B-2 Preferred Stock if so required, repay existing debt, or to implement our investment strategy. In the event we are unsuccessful in negotiating a deferral or restructuring of the terms of our Series B-1 and B-2 Preferred Stock, we will be required to fund the redemption of $39.6 million . In the absence of proceeds from asset sales, equity issuances or borrowings to fund the Redemption Price, the required redemption would likely render the Company insolvent. Moreover, our failure to generate sustainable earning assets and to successfully liquidate a significant portion of our REO assets will have a material adverse effect on our business, results of operations and financial position. As more fully described in Note 18 to the consolidated financial statements, the Company may be materially impacted by the outbreak of a novel coronavirus (COVID-19), which was declared a global pandemic by the World Health Organization in March 2020. The consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties. In the absence of favorably resolving the matters described above, the collective nature of these uncertainties create substantial doubt about our ability to continue as a going concern for a period beyond one year from the date of issuance of these consolidated financial statements. The accompanying consolidated financial statements have been prepared assuming the Company will continue to operate as a going concern, which contemplates the realization of assets and settlement of liabilities in the normal course of business. They do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from uncertainty related to its ability to continue as a going concern. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Certain accounting policies involve judgments and uncertainties to such an extent that there is reasonable likelihood that materially different amounts could have been reported under different conditions, or if different assumptions had been used. The Company evaluates its estimates and assumptions on a regular basis. The Company uses historical experience and various other assumptions that are believed to be reasonable under the circumstances to form the basis for making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may materially differ from these estimates and assumptions used in preparation of the consolidated financial statements. Management makes significant estimates regarding the valuation allowance on mortgage loans, impairment of goodwill and intangible assets, the fair value and/or impairment of our real estate owned, operating property and financial instruments, the allocation of purchase price of business and real estate acquisitions, contingencies, stock-based instruments, and income taxes. Variable Interest Entities The Company invests in partnerships and joint ventures that may or may not qualify as “variable interest entities” or “VIEs.” Generally, an entity is determined to be a VIE when either (i) the equity investors (if any) as a group, lack one or more of the essential characteristics of a controlling financial interest, (ii) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support or (iii) the equity investors have voting rights that are not proportionate to their economic interests and substantially all of the activities of the entity involve or are conducted on behalf of an investor that has disproportionately fewer voting rights. The Company consolidates entities that are VIEs for which the Company is determined to be the primary beneficiary. The primary beneficiary is the entity that has both (i) the power to direct the activities that most significantly impact the VIE’s economic performance and (ii) the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. Entities are also considered VIEs where the Company is the general partner (or the equivalent) and the limited partners (or the equivalent) in such investments do not have “kick-out” rights or substantive participating rights. The Company reassesses whether it has a controlling financial interest in any such investments as circumstances warrant. For consolidated VIE’s, the net equity pertaining to unrelated equity owners is reported as non-controlling interests. In instances where the Company is not the primary beneficiary, or the entity does not constitute a VIE, the Company uses the equity method of accounting. Under the equity method of accounting, investments are initially recognized in the consolidated balance sheet at cost, or fair value in the case of legal assignments of such interests, and are subsequently adjusted to reflect the Company’s proportionate share of net earnings or losses of the entity, distributions received, contributions and certain other adjustments, as appropriate. When circumstances indicate there may have been a loss in value of an equity method investment, and the Company determines the loss in value is other than temporary, the Company recognizes an impairment charge to reflect the investment at fair value. Non-controlling Interests Non-controlling interests represent the portion of equity in the Company’s consolidated entities which is not attributable to the Company’s stockholders. Accordingly, non-controlling interests are reported as a component of equity, separate from stockholders’ equity, in the accompanying consolidated balance sheets. The net earnings (loss) allocated to such parties are reported in loss attributable to non-controlling interest income allocation in the accompanying consolidated statements of operations. Investment in Unconsolidated Entities The Company holds ownership interests in an entity that does not meet the criteria under GAAP for consolidation. For this entity, the Company utilizes the equity method of accounting and records the net income and losses from the unconsolidated entity, as applicable, in equity earnings from unconsolidated entities in the accompanying consolidated statements of operations. Comprehensive Income Comprehensive income includes items that impact changes in shareholders’ equity but are not recorded in earnings. The Company did not have any such items during the years ended December 31, 2019 and 2018 . Accordingly, comprehensive income (loss) is equal to net income (loss) for those periods. Cash and Cash Equivalents Cash and cash equivalents are held in depository accounts with financial institutions that are members of the Federal Deposit Insurance Corporation (“FDIC”). Cash balances with institutions may be in excess of federally insured limits or may be invested in time deposits that are not insured by the institution or the FDIC or any other government agency. The Company has never experienced any losses related to these balances. We consider all highly liquid investments purchased with an initial maturity of three months or less to be cash equivalents. As of December 31, 2019 and 2018 , our cash and cash equivalents were invested primarily in money market accounts that invest primarily in U.S. government securities. Due to the short maturity period of the cash equivalents, the carrying amount of these instruments approximate their fair values. Funds Held by Lender and Restricted Cash The balance sheet item, “Funds held by lender and restricted cash” includes amounts maintained in escrow or other restricted accounts deposited into reserve accounts held by lenders for contractually specified purposes, which includes, among other things, property taxes and insurance. The following table provides a reconciliation of cash, cash equivalents, and funds held by lender and restricted cash reported within the consolidated balance sheet that sum to the total of the same such amounts shown in the consolidated statement of cash flows as of December 31, 2019 and 2018 (in thousands): December 31, 2019 2018 Cash and cash equivalents $ 7,925 $ 25,452 Funds held by lender and restricted cash 2,564 198 Total cash, cash equivalents, and restricted cash $ 10,489 $ 25,650 The balance of “Funds held by lender and restricted cash” includes property tax, insurance, and FF&E reserves, as well as construction related reserves for the MacArthur Loan. The December 31, 2019 balance also includes $0.4 million in an account maintained by the loan servicer on the Broadway Tower mortgage loan and is set aside for capital projects and tenant improvements. This account was acquired in connection with our foreclosure and acquisition of the Broadway Tower commercial office building in the second quarter of 2019. Revenue Recognition Revenue is measured based on consideration specified in a contract with a customer. The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer. ASC 606 defines a five-step process to achieve this core principle. The significant accounting policies as a result of the adoption of ASC 606 are set forth below. Operating Property Revenues - Hotel Revenues The Company derives hotel revenues from our hotel in Sonoma, California, which is reflected as operating property revenue in the consolidated statements of operations. Rooms revenue represents revenue from the occupancy of our hotel rooms and is driven by the occupancy and daily rate charged. Rooms revenue also includes revenue for guest no-shows, day use, and early/late departure fees. The contracts for room stays with customers are generally short in duration and revenues are recognized as services are provided over the course of the hotel stay. Food & Beverage (“F&B”) revenue consists of revenue from the restaurants and lounges at our hotel, in-room dining and mini-bar revenue, and banquet/catering revenue from group and social functions. Other F&B revenue may include revenue from audio-visual equipment/services, rental of function rooms, and other F&B related revenue. Revenue is recognized as the services or products are provided. Our hotel property may employ third parties to provide certain services at the property, for example, audio visual services. We evaluate each of these contracts to determine if the hotel is the principal or the agent in the transaction, and record the revenue as appropriate (i.e., gross vs. net). Other revenue consists of ancillary revenue at the property, including attrition and cancellation fees, resort fees, spa and other guest services. Attrition and cancellation fees are recognized for non-cancellable deposits when the customer provides notification of cancellation within established management policy time frames. Taxes collected from customers and submitted to taxing authorities are not recorded in revenue. We identified the following performance obligations in connection with our hotel revenues, for which revenue is recognized as the respective performance obligations are satisfied, which results in recognizing the amount we expect to be entitled to for providing the goods or services: • Cancellable room reservations or ancillary services are satisfied as the good or service is transferred to the hotel guest, which is generally when the room stay occurs. • Noncancellable room reservations and banquet or conference reservations represent a series of distinct goods or services provided over time satisfied as each distinct good or service is provided, which is reflected by the duration of the room reservation. • Material rights for free or discounted goods or services are satisfied at the earlier point in time when the material right expires or the underlying free or discounted good or service is provided to the hotel guest. • Other ancillary goods and services purchased independently of the room reservation at standalone selling prices are considered separate performance obligations, which are satisfied when the related good or service is provided to the hotel guest. • Components of package reservations for which each component could be sold separately to other hotel guests are considered separate performance obligations and are satisfied as set forth above. Hotel revenues primarily consist of hotel room rentals, food and beverage sales, and other ancillary goods and services. Revenue is recognized when rooms are occupied or goods and services have been delivered or rendered, respectively. Payment terms typically align with when the goods and services are provided. Although the transaction prices of room rentals, goods and other services are generally fixed and based on the respective room reservation or other agreement, an estimate to reduce the transaction price is required if a discount is expected to be provided to the customer. For corporate customers, the hotel offers discounts on goods and services sold in package reservations, and the corresponding transaction price is allocated to the performance obligations within the package based on the estimated standalone selling prices of each component. On occasion, the hotel may also provide the customer with a material right to a free or discounted good or service in conjunction with a room reservation or banquet contract. These material rights are considered separate performance obligations to which a portion of the transaction price is allocated based on the estimated standalone selling prices of the good or service, adjusted for the likelihood the hotel guest will exercise the right. Operating Property Revenue - Commercial Real Estate Rental Revenue The Company derives revenues from Broadway Tower, which, as more fully described in Notes 4 and 5, was acquired in May 2019. Rental revenue, which is reflected as operating property revenue in the consolidated statements of operations and is presented in the Mortgage and REO Legacy portfolio and other operations segment, represents revenue from the leasing of commercial office space at Broadway Tower to tenants, common area maintenance charges and parking space rental. Leases with tenants are classified as operating leases and revenue is recognized on a straight line basis over the term of the respective leases. Management Fee Revenue Recognition Management fees are typically composed of a base fee, which typically is a percentage of the hotel revenues, plus an incentive fee, which is generally based on hotel profitability. We recognize base management fees as revenue when we earn them under the contracts. In interim periods and at year-end, we recognize incentive management fees that would be due as if the contracts were to terminate at that date, exclusive of any termination fees payable or receivable by us. Mortgage Loan Income Interest on mortgage loans is recognized as revenue when earned using the interest method based on a 360 or 365 day year, in accordance with the related mortgage loan terms. We do not recognize interest income on loans once they are deemed to be impaired and placed in non-accrual status. Generally, a loan is placed in non-accrual status when it is past its scheduled maturity by more than 90 days , when it becomes delinquent as to interest due by more than 90 days or when the related fair value of the collateral is less than the total principal, accrued interest and related costs. We may determine that a loan, while delinquent in payment status, should not be placed in non-accrual status in instances where the fair value of the loan collateral significantly exceeds the principal and the accrued interest, as we expect that income recognized in such cases is probable of collection. Unless and until we have determined that the value of underlying collateral is insufficient to recover the total contractual amounts due under the loan term, generally our policy is to continue to accrue interest until the loan is more than 90 days delinquent with respect to accrued, uncollected interest or more than 90 days past scheduled maturity, whichever comes first. Mortgage loans classified as held for sale are recorded on the lower of carrying value or fair value less cost to sell. We do not typically remove a loan from non-accrual status until (a) the borrower has brought the respective loan current as to the payment of past due interest, and (b) we are reasonably assured as to the collection of all contractual amounts due under the loan based on the value of the underlying collateral of the loan, the receipt of additional collateral required and the financial ability of the borrower to service our loan. We do not generally reverse accrued interest on loans once they are deemed to be impaired and placed in non-accrual status. In conducting our periodic valuation analysis, we consider the total recorded investment for a particular loan, including outstanding principal, accrued interest, anticipated protective advances for estimated outstanding property taxes for the related property and estimated foreclosure costs, when computing the amount of valuation allowance required. As a result, our valuation allowance may increase based on interest income recognized in prior periods, but subsequently deemed to be uncollectible as a result of our valuation analysis. We generally allocate cash receipts first to interest, except when such payments are specifically designated by the terms of the loan as a principal reduction. Loans with a principal or interest payment one or more days delinquent are in technical default and are subject to various fees and charges including default interest rates, penalty fees and reinstatement fees. Often these fees are negotiated in the normal course of business and, therefore, not subject to estimation. Accordingly, revenue for such fees is recognized over the remaining life of the loan as an adjustment to the interest income yield. We defer fees for loan originations, processing and modifications, net of direct origination costs, at origination and amortize such fees as an adjustment to interest income using the effective interest method. Revenue for non-refundable commitment fees is recognized over the remaining life of the loan as an adjustment to the interest income yield. We defer premiums or discounts arising from acquired loans at acquisition and amortize such premiums or discounts as an adjustment to interest income over the contractual term of the related loan using the effective interest method. We include the unamortized portion of the premium or discount as a part of the net carrying value of the loan on the consolidated balance sheets. Costs not directly paid to the seller of the loan are expensed as incurred and not amortized, except for any fees paid directly to the seller. Recovery of Credit Losses We record recovery of credit losses when either: 1) our fair value analysis indicates an increase in the value of our assets held for sale (but not above our basis); or 2) we collect recoveries against borrowers or guarantors of our loans. We generally pursue enforcement action against guarantors on loans in default. In those circumstances where we obtain a legal judgment against a particular guarantor, he may not have the financial resources to pay the judgment amount in full, or he may take other legal action to avoid payment to us, such as declaring bankruptcy. As a result, the collectability of such amounts is generally not determinable, and as such, we do not record the effects of such judgments until realization of the recovery is deemed probable and when all contingencies relating to recovery have been resolved, which is generally upon receipt of funds or others assets. Upon receipt of such amounts, we recognize the income in recovery of credit losses in the accompanying consolidated statements of operations. (Gain) Loss on Disposal of Assets Gains from sales of real estate related assets are recognized in accordance with applicable accounting standards only when all of the following conditions are met: 1) the sale is consummated, 2) the buyer has demonstrated a commitment to pay and the collectability of the sales price is reasonably assured, 3) if financed, the receivable from the buyer is collateralized by the property and is subject to subordination only by an existing first mortgage and other liens on the property, and 4) the seller has transferred the usual risks and rewards of ownership to the buyer, and is not obligated to perform significant activities after the sale. If a sale of real estate does not meet the foregoing criteria, any potential gain relating to the sale is deferred until such time that the criteria is met. Unconsolidated Entities The Company has held ownership interests in several entities that do not meet the criteria under GAAP for consolidation. For these entities, the Company utilizes the equity method of accounting and records the net income and losses from those unconsolidated entities, as applicable, in equity method income (loss) from unconsolidated entities in the accompanying consolidated statements of operations. As of December 31, 2019 one entity did not meet the criteria under GAAP for consolidation and as of December 31, 2018 , all entities had been consolidated. Advertising and Marketing Costs Advertising costs are charged to expense as incurred. For 2019 and 2018 , our operations incurred advertising costs of $0.9 million and $0.8 million , respectively. Advertising costs related to operations are included in operating property direct expenses and general and administrative expense in the accompanying consolidated statements of operations. Valuation Allowance A loan is deemed to be impaired when, based on current information and events, it is probable that we will be unable to ultimately collect all amounts due according to the contractual terms of the loan agreement and the amount of loss can be reasonably estimated. Our mortgage loans, which are deemed to be collateral dependent, are subject to a valuation allowance based on our determination of the fair value of the subject collateral in relation to the outstanding mortgage balance, including accrued interest and related expected costs to foreclose and sell. We evaluate our mortgage loans for impairment losses on an individual loan basis, except for loans that are cross-collateralized within the same borrowing group. For cross-collateralized loans within the same borrowing group, we perform both an individual loan evaluation as well as a consolidated loan evaluation to assess our overall exposure for such loans. As such, we consider all relevant circumstances to determine impairment and the need for specific valuation allowances. In the event a loan is determined not to be collateral dependent, we measure the fair value of the loan based on the estimated future cash flows of the note discounted at the note’s contractual rate of interest. Since certain loans in our loan portfolio are considered collateral dependent, the extent to which our loans are considered collectible, with consideration given to personal guarantees provided under such loans, is largely dependent on the fair value of the underlying collateral. Fair Value In determining fair value, we have adopted applicable accounting guidance which defines fair value, establishes a framework for measuring fair value, and requires certain disclosures about fair value measurements under GAAP. Specifically, this guidance defines fair value based on exit price, or the price that would be received upon the sale of an asset or the transfer of a liability in an orderly transaction between market participants at the measurement date. Accounting Standards Codification (“ASC”) 820 also establishes a fair value hierarchy that prioritizes and ranks the level of market price observability used in measuring financial instruments. Market price observability is affected by a number of factors, including the type of financial instrument, the characteristics specific to the financial instrument, and the state of the marketplace, including the existence and transparency of transactions between market participants. Financial instruments with readily available quoted prices in active markets generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value. Financial instruments measured and reported at fair value are classified and disclosed based on the observability of inputs used in the determination, as follows: Level 1- Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date; Level 2- Valuations based on quoted market prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active or models for which all significant inputs are observable in the market either directly or indirectly; and Level 3- Valuations based on models that use inputs that are unobservable in the market and significant to the fair value measurement. These inputs require significant judgment or estimation by management of third parties when determining fair value and generally represent anything that does not meet the criteria of Levels 1 and 2. The accounting guidance gives the highest priority to Level 1 inputs, and gives the lowest priority to Level 3 inputs. The value of a financial instrument within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value instrument. We perform an evaluation for impairment for all loans in default as of the applicable measurement date based on the fair value of the collateral if we determine that foreclosure is probable. We generally measure impairment based on the fair value of the underlying collateral of the loans in default because those loans are considered collateral dependent. Impairment is measured at the balance sheet date based on the then fair value of the collateral, less costs to sell, in relation to contractual amounts due under the terms of the loan. In the case of loans that are not deemed to be collateral dependent, we measure impairment based on the present value of expected future cash flows. In addition, we perform a similar evaluation for impairment for all real estate held for sale as of the applicable measurement date based on the fair value of the real estate. In the case of collateral dependent loans, REO held for sale, or other REO, the amount of any improvement in fair value attributable to the passage of time is recorded as a credit to (or recovery of) the provision for credit losses or impairment of REO held for sale or other REO with a corresponding reduction in the valuation allowance. In connection with our assessment of fair value, we may utilize the services of one or more independent third-party valuation firms, other consultants or the Company’s internal asset management department to provide a range of values for selected properties. With respect to valuations received from third-party valuation firms, one of four valuation approaches, or a combination of such approaches, is used in determining the fair value of the underlying collateral of each loan or REO asset held for sale: (1) the development approach; (2) the income capitalization approach; (3) the sales comparison approach; or (4) the cost approach. The valuation approach taken depends on several factors including the type of property, the current status of entitlements and level of development (horizontal or vertical improvements) of the respective project, the likelihood of a bulk sale as opposed to individual unit sales, whether the property is currently or nearly ready to produce income, the current sales price of the property in relation to the cost of development and the availability and reliability of market participant data. We generally select a fair value within a determinable range as provided by our asset management team, unless we or the borrower have received a bona fide written third-party offer on a specific loan’s underlying collateral, or REO asset. In determining a single best estimate of value from the range provided, we consider the macro- and micro-economic data provided by the third-party valuation specialists, supplemented by management’s knowledge of the specific property condition and development status, borrower status, level of interest by market participants, local economic conditions, and related factors. As an alternative to using third-party valuations, we utilize bona fide written third-party offer amounts received, executed purchase and sale agreements, internally prepared discounted cash flow analysis, or internally prepared market comparable assessments, whichever may be determined to be most relevant. We are also required by GAAP to disclose fair value information about financial instruments that are not otherwise reported at fair value in our consolidated balance sheet, to the extent it is practicable to estimate a fair value for those instruments. These disclosure requirements exclude certain financial instruments and all non-financial instruments. As of the dates of the balance sheets, the respective carrying value of all balance sheet financial instruments approximated their fair values. These financial instruments include cash and cash equivalents, funds held by lender and restricted cash, mortgage loans, other receivables, accounts payable, accrued interest, customer deposits and funds held for others, and notes payable. Other than notes payables, the fair values of these financial instruments are assumed to approximate carrying values because these instruments are short term in duration. Fair values of notes payable are assumed to approximate carrying values because the terms of such indebtedness are deemed to be at effective market rates and/or because of the short-term duration of such notes. Loan Charge Offs Loan charge offs generally occur under one of two scenarios: (i) the foreclosure of a loan and transfer of the related collateral to REO status, or (ii) we agree to accept a loan payoff in an amount less than the contractual amount due. Under either scenario, the loan charge-off is generally recorded through the valuation allowance. When a loan is foreclosed and transferred to REO status, the asset is transferred to the applicable REO classification at its then current fair value, less estimated costs to sell. In addition, we record the related liabilities of the REO assumed in the foreclosure, such as outstanding property taxes or special assessment obligations. Our REO assets are classified as either held for development, operating (i.e., a long-lived asset) or held for sale. A loan charged off is recorded as a charge to the valuation allowance at the time of foreclosure in connection with the transfer of the underlying collateral to REO status. The amount of the loan charge off is equal to the difference between a) the contractual amounts due under the loan plus related liabilities assumed, and b) the fair value of the collateral acquired through foreclosure, net of selling costs. At the time of foreclosure, the carrying value of the loan plus related liabilities assumed less the related valuation allowance is compared with the estimated fair value, less costs to sell, on the foreclosure date and the difference, if any, is included in the provision for credit losses (recovery) in the statement of operations. The valuation allowance is netted against the gross carrying value of the loan, and the net balance is recorded as the new basis in the REO assets. Once in REO status, the asset is evaluated for impairment based on accounting criteria for long-lived assets or on a fair value, as appropriate basis. Except in limited circumstances, our mortgage loans are collateralized by first deeds of trust (mortgages) on real property and generally include a personal guarantee by the principals of the borrower and, often times, the loans are secured by additional collateral. Loans that we seek to sell, subsequent to origination or acquisition, are classified as loans held for sale, net of any applicable valuation allowance. Loans classified as held for sale are generally subject to a specific marketing strategy or a plan of sale. Loans held for sale are accounted for at the lower of cost or fair value on an individual basis. Direct costs related to selling such loans are deferred until the related loans are sold and are included in the determination of the gains or losses upon sale. Valuation adjustments related to loans held for sale are reported net of related principal and interest receivable in the consolidated balance sheets and are included in the provision for (recovery of) credit losses in the consolidated statements of operations. Some of the loans we sell are non-performing and generate no cash flow from interest or principal payments. In those cases, a buyer is generally interested in the underlying real estate collateral. Accordingly, we use the criteria applied to our sales of real estate assets, as described above, in recording gains or losses from the sale of such loans. In addition, we also consider the applicable accounting guidance for derecognition of financial assets in connection with our loan sales. Since we do not retain servicing rights, nor do we have any rights or obligations to repurchase such loans, derecognition of such assets upon sale is appropriate. Discounts on Acquired Loans We account for mortgages acquired at a discount in accordance with applicable accounting guidance which requires that the amount representing the excess of cash flows estimated by us at acquisition of the note over the purchase price is to be accreted into interest income over the expected life of the loan (accretable discount) using the effective interest method. Subsequent to acquisition, if cash flow projections improve, and it is determined that the amount and timing of the cash flows related to the nonaccretable discount are reasonably estimable and collection is probable, the corresponding decrease in the nonaccretable discount i |
MORTGAGE LOANS, NET
MORTGAGE LOANS, NET | 12 Months Ended |
Dec. 31, 2019 | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Abstract] | |
MORTGAGE LOANS, NET | MORTGAGE LOANS, NET Lending Activities During the year ended December 31, 2019 , the Company funded $4.6 million under a $13.1 million construction loan commitment that was originated in 2018 which was subsequently refinanced by the borrower who repaid the loan in full in the fourth quarter of 2019. In addition, during the year ended December 31, 2019 , we sold a $12.3 million mezzanine loan at a discount and recorded a corresponding provision for credit loss of $2.6 million , which is reflected in the accompanying consolidated financial statements. During the year ended December 31, 2018 , the Company originated two new loans. In addition to the construction loan described in the above paragraph, the Company originated a mortgage loan for $3.0 million bearing annual interest at 6% plus one-month LIBOR (subject to an 8% interest rate floor), and an exit fee equal to 1% of the principal balance. This loan was repaid in full during the year ended December 31, 2019 . A roll-forward of loan activity for the years ended December 31, 2019 and 2018 follows (in thousands): Principal Outstanding Interest Receivable Valuation Allowance Carrying Value Balance at December 31, 2017 $ 31,820 $ 530 $ (12,682 ) $ 19,668 Additions: Mortgage loan originated 3,000 — — 3,000 Accretion of mortgage income 748 — (381 ) 367 Accretion of origination fees 16 — — 16 Accrued interest revenue — 2,190 — 2,190 Reductions: Mortgage loan origination fee (70 ) — (70 ) Principal and interest repayments — (1,937 ) — (1,937 ) Balance at December 31, 2018 35,514 783 (13,063 ) 23,234 Additions: Construction loan draws 4,639 — — 4,639 Accretion of mortgage income 55 — — 55 Accrued interest revenue — 1,645 — 1,645 Reductions: Principal foreclosure (8,006 ) (750 ) 381 (8,375 ) Non-cash provision for credit losses (2,598 ) — — (2,598 ) Mortgage loan sale (9,653 ) — — (9,653 ) Principal and interest repayments (7,639 ) (1,308 ) — (8,947 ) Balance at December 31, 2019 $ 12,312 $ 370 $ (12,682 ) $ — As of December 31, 2019 , the Company had two loans outstanding with an aggregate average principal and interest balance of $6.3 million , both of which were non-performing and have been fully reserved with a zero carrying value. As of December 31, 2018 , the Company had six loans outstanding with an aggregate average principal and interest balance of $6.0 million , three of which were performing with an aggregate average outstanding principal and accrued interest balance of $7.7 million and bearing an interest rate of 9.4% . As of December 31, 2018 , two non-performing loans have been fully reserved and have a zero carrying value. During the years ended December 31, 2019 and 2018 , we recorded mortgage interest income of $1.9 million and $2.6 million , respectively. As of December 31, 2019 and 2018 , the valuation allowance was $12.7 million and $13.1 million , respectively and represented 100.00% and 37.11% , respectively, of the total outstanding loan principal and accrued interest balances. Geographic Diversification Our mortgage loans consist of loans where the primary collateral is located in various states, as presented below. As of December 31, 2019 and 2018 , the geographical concentration of our loan balances by state was as follows (dollar amounts in thousands): December 31, 2019 December 31, 2018 Outstanding Principal and Interest Valuation Allowance Net Carrying Amount Percent # Outstanding Principal and Interest Valuation Allowance Net Carrying Amount Percent # California $ 12,682 $ (12,682 ) $ — 100.0 % 2 $ 12,682 $ (12,682 ) — 34.9 % 2 Missouri — — — — % — 8,317 (381 ) 7,936 22.9 % 1 Texas — — — — % — 12,298 — 12,298 33.9 % 1 New York — — — — % — 3,000 — 3,000 8.3 % 1 Arizona — — — — % — — — — — % 1 Total $ 12,682 $ (12,682 ) $ — 100.0 % 2 $ 36,297 $ (13,063 ) $ 23,234 100.0 % 6 Interest Rate Information Our loan portfolio includes loans that carry variable and fixed interest rates. All variable interest rate loans are indexed to the Prime Rate and one-month LIBOR. As of December 31, 2019 and 2018 , the Prime Rate was 4.8% and 5.5% , respectively. As of December 31, 2019 and December 31, 2018 , the one-month LIBOR was 1.8% and 2.5% , respectively. As of December 31, 2019 , we had two loans with principal and interest balances totaling $12.7 million and a weighted average interest rate of 12.0% were non-performing loans, of which both were fully reserved. As of December 31, 2018 , we had six loans with principal and interest balances totaling $36.3 million and interest rates ranging from 9.7% to 18.0% . Of this total, three loans with principal and interest balances totaling $20.6 million and a weighted average interest rate of 12.1% were non-performing loans, of which two were fully reserved and one is reserved for $0.4 million , while three loans with principal and interest balances totaling $15.4 million and a weighted average interest rate of 9.4% were performing. Changes in the Portfolio Profile — Scheduled Maturities The outstanding principal and interest balances of mortgage investments, net of the valuation allowance, as of December 31, 2019 and 2018 , have scheduled maturity dates as follows (dollar amounts in thousands): December 31, 2019 Quarter Outstanding Balance Percent # Matured $ 12,682 100.0 % 2 Total principal and interest 12,682 100.0 % 2 Less: valuation allowance (12,682 ) Mortgage loans, net $ — December 31, 2018 Quarter Outstanding Balance Percent # Matured $ 20,999 57.9 % 3 Q4 2019 15,298 42.1 % 3 Total principal and interest 36,297 100.0 % 6 Less: valuation allowance (13,063 ) Mortgage loans, net $ 23,234 From time to time, we may modify certain terms of a loan or extend a loan’s maturity date in an effort to preserve our collateral. Accordingly, repayment dates of the loans may vary from their currently scheduled maturity date. If the maturity date of a loan is not extended, we classify and report the loan as matured. We did not modify any loans during the years ended December 31, 2019 or 2018 . We do not expect payoffs to materialize for nonperforming loans past their maturity dates. We may find it necessary to foreclose, modify, extend, make protective advances or sell such loans in order to protect our collateral, maximize our return or generate additional liquidity. There were two mortgage loan payoffs during 2019 totaling $7.6 million and one mortgage loan sale, which was sold at a discount of $2.6 million for net proceeds of $9.7 million during year ended December 31, 2019 . There were no mortgage loan payoffs during the year ended December 31, 2018 . Summary of Existing Loans in Default During the year ended December 31, 2019 , we foreclosed on a mezzanine loan investment that went into default during 2018 and had a carrying value of $8.2 million as of the date of foreclosure. In May 2019, we foreclosed on the mezzanine loan collateral consisting of 100% of the membership interests in the limited liability company owning the underlying property. We recorded the acquired assets and assumed liabilities at fair value and consolidated the operations commencing on the foreclosure date. See additional discussion in Notes 5 and 8. Concentration by Category based on Collateral Development Status We have historically classified loans into categories for purposes of identifying and managing loan concentrations. The following table summarizes, as of December 31, 2019 and 2018 , respectively, loan principal and interest balances by concentration category (dollars in thousands): December 31, 2019 December 31, 2018 Amount % # Amount % # Entitled Land $ 12,682 100.0 % 2 $ 12,682 34.9 % 3 Existing structure — — % — 23,615 65.1 % 3 Total 12,682 100.0 % 2 36,297 100.0 % 6 Less: Valuation allowance (12,682 ) (13,063 ) Mortgage loans, net $ — $ 23,234 Unless loans are modified and additional loan amounts are advanced to allow a borrower’s project to progress to the next phase of the project’s development, the classifications of our loans generally do not change during the loan term. Thus, in the absence of funding new loans, we do not expect material changes between loan categories with the exception of changes resulting from foreclosures or loan sales. We also classify loans into categories based on the underlying collateral’s projected end-use for purposes of identifying and managing loan concentration and associated risks. As of December 31, 2019 and 2018 , respectively, outstanding principal and interest loan balances by expected end-use of the underlying collateral, were as follows (dollars in thousands): December 31, 2019 December 31, 2018 Amount % # Amount % # Residential $ 12,682 100.0 % 2 $ 13,063 36.0 % 3 Commercial — — % — 23,234 64.0 % 3 Total 12,682 100.0 % 2 36,297 100.0 % 6 Less: valuation allowance (12,682 ) (13,063 ) Net carrying value $ — $ 23,234 Borrower and Borrower Group Concentrations Our investment policy generally provides that aggregate loans outstanding to a borrower or affiliated borrowers should not exceed 20% of the total of the Company’s investment portfolio. Following the origination of a loan, however, the aggregate loans outstanding to a borrower or affiliated borrowers may exceed those thresholds as a result of foreclosures, limited lending activities, and changes in the size and composition of our overall portfolio. As of December 31, 2019 , we have two outstanding non-performing loans that are fully reserved and had a zero carrying value. As of December 31, 2018 , we had six outstanding loans, two of which were performing loans whose aggregate principal and interest carrying value totaled $15.4 million , representing 66% of our total loan portfolio net carrying value. Due to the limited size of our mortgage portfolio, during the year ended December 31, 2019 , 3 individual loans, which have been either sold or repaid as of December 31, 2019 accounted for substantially all of total mortgage income for the year. Similarly, during the year ended December 31, 2018 , three individual loans with average aggregate principal balances totaling $22.9 million accounted for substantially all of total mortgage loan income for the year. |
REVENUE
REVENUE | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | REVENUE The following is a breakdown of revenue by source for the years ended December 31, 2019 and 2018 (in thousands): December 31, 2019 2018 Operating property revenue Commercial real estate rental revenue $ 2,890 $ — Rooms 3,808 3,748 Food and beverage 2,737 1,641 Banquet 251 346 Spa and fitness center 520 635 Other 267 277 Total operating property revenue 10,473 6,647 Mortgage loan income, net 1,909 2,588 Management fees, investment and other income 693 426 Total revenue $ 13,075 $ 9,661 |
OPERATING PROPERTIES, REAL ESTA
OPERATING PROPERTIES, REAL ESTATE HELD FOR SALE AND OTHER REAL ESTATE OWNED | 12 Months Ended |
Dec. 31, 2019 | |
Real Estate [Abstract] | |
OPERATING PROPERTIES, REAL ESTATE HELD FOR SALE AND OTHER REAL ESTATE OWNED | REAL ESTATE HELD FOR SALE AND OTHER REAL ESTATE OWNED As of December 31, 2019 , we held total REO assets of $104.0 million , of which $25.5 million were held for sale, $45.2 million were held as operating properties, and $33.3 million were classified as other real estate owned. At December 31, 2018 , we held total REO assets of $75.0 million , of which $7.4 million was held for sale, $33.9 million were held as operating properties and $33.7 million were classified as other real estate owned. A summary of operating properties and REO assets owned as of December 31, 2019 and 2018 , respectively, by method of acquisition, is as follows (in thousands): Acquired Through Foreclosure and/or Guarantor Settlement Acquired Through Purchase and Costs Incurred Accumulated Depreciation Total 2019 2018 2019 2018 2019 2018 2019 2018 Real Estate Held for Sale $ 26,065 $ 7,418 $ 61 $ — $ (621 ) $ — $ 25,505 $ 7,418 Operating Properties — — 47,440 34,550 (2,241 ) (684 ) 45,199 33,866 Other Real Estate Owned 33,341 33,727 — — — — 33,341 33,727 Total $ 59,406 $ 41,145 $ 47,501 $ 34,550 $ (2,862 ) $ (684 ) $ 104,045 $ 75,011 A summary of operating properties and REO assets owned as of December 31, 2019 and 2018 , respectively, by state, is as follows (dollars in thousands): December 31, 2019 Operating Properties Held For Sale Other Real Estate Owned Total State # of Projects Aggregate Net Carrying Value # of Projects Aggregate Net Carrying Value # of Projects Aggregate Net Carrying Value # of Projects Aggregate Net Carrying Value California 1 $ 45,199 1 $ 137 1 $ 252 3 $ 45,588 Texas — — 1 2,760 — — 1 2,760 Arizona — — 3 2,971 — — 3 2,971 Minnesota — — 2 1,532 — — 2 1,532 Missouri — — 1 18,105 — — 1 18,105 New Mexico — — — — 5 33,089 5 33,089 Total 1 $ 45,199 8 $ 25,505 6 $ 33,341 15 $ 104,045 December 31, 2018 Operating Properties Held For Sale Other REO Total State # of Projects Aggregate Net Carrying Value # of Projects Aggregate Net Carrying Value # of Projects Aggregate Net Carrying Value # of Projects Aggregate Net Carrying Value California 1 $ 33,866 1 $ 137 1 $ 252 3 $ 34,255 Texas — — 1 2,761 1 216 2 2,977 Arizona — — 4 2,988 — — 4 2,988 Minnesota — — 2 1,532 — — 2 1,532 New Mexico — — — — 5 33,259 5 33,259 Total 1 $ 33,866 8 $ 7,418 7 $ 33,727 16 $ 75,011 Following is a roll forward of REO activity for the years ended December 31, 2019 and 2018 (dollars in thousands): Operating # of Held for # of Other Real Estate Owned # of Projects Total Net Balances at December 31, 2017 $ 20,484 1 $ 5,853 2 $ 38,304 15 $ 64,641 Additions: Capital costs additions 14,066 — 243 — 2,080 — 16,389 Transfer — — 6,657 8 (6,657 ) (8 ) — Reductions: Cost of properties sold — — (4,754 ) (2 ) — — (4,754 ) Depreciation and amortization (684 ) — — — — — (684 ) General and administrative expenses — — (581 ) — — — (581 ) Balances at December 31, 2018 33,866 1 7,418 8 33,727 7 75,011 Additions: Capital costs additions 33,091 — — 1 248 — 33,339 Transfer (19,580 ) — 19,580 — Reductions: Cost of properties sold — — (18 ) (1 ) (634 ) (1 ) (652 ) Depreciation and amortization (2,178 ) — — — — — (2,178 ) Impairment of real estate owned — — (1,475 ) — — — (1,475 ) Balances at December 31, 2019 $ 45,199 1 $ 25,505 8 $ 33,341 6 $ 104,045 As described in Note 4, on May 29, 2019, we foreclosed on the membership interests of the limited liability company that owned and operated Broadway Tower, and as a result we acquired the membership interests and assumed the related liabilities of Broadway Tower, all of which were recorded at fair value in accordance with GAAP. The acquired assets consisted of a building, land, furniture and fixtures, operating and reserve cash, and tenant receivables totaling approximately $24.1 million . Liabilities assumed consisted of trade accounts payable and accrued liabilities, and accrued interest and principal on the first mortgage loan totaling approximately $16.3 million . In accordance with ASC 842, we recorded a right of use asset and related lease liability of $0.6 million . Subsequent to December 31, 2019, we sold Broadway Tower for $19.5 million at a loss of $1.5 million , which was recorded as an impairment as of December 31, 2019. REO Sales We have developed formal plans to actively market REO assets designated as held for sale with the expectation that they will sell within a 12 month time frame as of the reporting date. We seek to dispose of the majority of our other REO assets but those assets did not meet one or more of the GAAP criteria in order to be classified as held for sale as of the reporting date (for example, not presently listed with a broker). We are also periodically approached on an unsolicited basis by third parties expressing an interest in purchasing REO assets that may not be classified as held for sale. During the year ended December 31, 2019 , the Company sold REO from two projects (in whole or portions thereof), for $0.8 million (net of transaction costs) resulting in a total net gain on sale of $0.2 million . During the year ended December 31, 2018 , the Company sold REO from two projects (or portions thereof) for $8.7 million (net of transaction costs and other non-cash adjustments), resulting in a total net gain of $3.9 million . REO Planned Development and Operations In the fourth quarter of 2017, we acquired MacArthur Place and undertook a major renovation of the rooms, food and beverage facilities, meeting space, entry and check-in areas, as well as and furniture and fixtures, information technology and landscaping, which was underway during 2018 and 2019 and was substantially completed by the end of 2019. Through December 31, 2019, the Company incurred renovation costs totaling over $28.0 million , of which $12.9 million and $14.1 million was incurred during the years ended December 31, 2019 and 2018 , respectively. Costs and expenses related to operating, holding and maintaining our operating properties and REO assets are expensed as incurred and included in operating property direct expenses, and expenses for non-operating real estate owned in the accompanying consolidated statements of operations. For the years ended December 31, 2019 and 2018 , these costs and expenses were $15.9 million and $9.6 million , respectively. Costs related to the development or improvements of the Company’s real estate assets are generally capitalized and costs relating to holding the assets are generally charged to expense. Total cash outlays for capitalized development costs totaled $12.2 million and $16.7 million for the years ended December 31, 2019 and 2018 , respectively, and consisted primarily of renovation costs for MacArthur Place and well renovation costs incurred at our New Mexico properties’. REO Valuation Considerations Our fair value assessment procedures are more fully described in Note 8. Certain properties are expected to have minimal development activity until a decision is made whether or not to sell the property. The undiscounted cash flow from these properties is based on current comparable sales for the asset in its current condition, less costs to sell and holding costs. Other properties are expected to be developed more extensively to maximize sale proceeds. The undiscounted cash flow from these properties are based on a build-out scenario that considers both the cash inflows and the cash outflows over the duration of the development, which often includes an estimate for required financing. In the absence of available financing, our estimates of undiscounted cash flows assume that we will pay development costs from the disposition of current assets or the raising of additional capital. However, the level of planned development for our individual properties is dependent on several factors, including the current entitlement status of such properties, the cost to develop such properties, our financial resources, the ability to recover development costs, and competitive conditions. Generally, vacant, unentitled land is being held for future sale to an investor or developer with no planned development expenditures by us. In certain instances, we may choose to further develop fully or partially entitled land to maximize interest to developers and our return on investment. Based on our assessment of impairment on our REO assets held for sale and other REO assets, we recorded impairment charges of $1.5 million and $0.6 million for the years ended December 31, 2019 and 2018 , respectively. The 2019 impairment charge relates to the Broadway Tower asset and is based on the terms of sale of this asset which closed in January 2020. Reclassification of Assets from Operating Properties to REO Held for Sale In the fourth quarter of 2019, we reclassified Broadway Tower from an operating property to REO held for sale as a result of management’s decision and actions to dispose of that property. The property was sold in January 2020 as disclosed in Note 18. |
INVESTMENTS IN JOINT VENTURES A
INVESTMENTS IN JOINT VENTURES AND PARTNERSHIPS | 12 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENTS IN JOINT VENTURES AND PARTNERSHIPS | INVESTMENT IN JOINT VENTURES AND PARTNERSHIPS Park City, Utah Lakeside Investment During 2015, the Company, through a consolidated subsidiary, Lakeside DV Holdings, LLC (“Lakeside JV”), contributed $4.2 million in exchange for a 90% interest in a Park City, Utah real estate joint venture (“Lakeside JV”). Upon formation of Lakeside JV, the Company syndicated $1.7 million of its $4.2 million investment to several investors (“Syndicates”) by selling preferred equity interests in Lakeside JV. During the year ended December 31, 2018 , the Company sold the real estate holdings of Lakeside JV for $8.2 million resulting in a gain on sale of $3.5 million . A net cash distribution in the amount of $1.9 million was paid to the Syndicates, comprised of their return of capital and allocation of profits, less repayment of promissory notes described above and interest thereon. Lakeside JV retains a 50% interest in anticipated tax increment financing (“TIF”) to be paid by Wasatch County, Utah. Collection of such proceeds is contingent upon the development of the related real estate which has yet to occur. Accordingly, we have not recorded amounts that may be receivable under this arrangement until such time that those contingencies are satisfied. Equity Interests Acquired through Guarantor Recoveries In 2015, the Company acquired certain real estate assets and equity interests in a number of limited liability companies and limited partnerships with various real estate holdings and related assets in satisfaction of an outstanding receivable from a court-appointed receiver advanced in connection with certain enforcement and collection efforts against the guarantor of a former borrower. The assets of such entities are primarily comprised of real estate holdings, rights to develop water and receivables from other related entities, and liabilities consist primarily of various amounts payable to related entities. The Company presently holds general and limited partner ownership interests in these entities ranging from 3.4% to 100.0% . The Company determined the partnerships are deemed to be variable interest entities and that through its general and limited partnership interests, the Company is the primary beneficiary of such entities because 1) it has the power to direct the activities of the entities that most significantly impact the economic performance of such entities, and 2) with the financial assistance provided to such entities, the Company has the risk of absorbing losses or rights to receive benefits that could be potentially significant to the entities; as such, they should be consolidated. Intercompany receivables and liabilities have been eliminated in consolidation in the accompanying consolidated financial statements. A subsidiary of the Company has advanced a total of $5.0 million to five of the partnerships pursuant to promissory notes and related agreements in order to fund various partnership operating costs and water well infrastructure development costs. The partnership notes are cross-collateralized and secured by the assets of the respective partnerships, bear annual interest rates ranging from the JP Morgan Chase prime rate plus 2.0% ( 6.75% at December 31, 2019 ) to 8.0% . These notes are in default and the Company is exploring its enforcement options. As a result of the consolidation of the related entities, the notes receivable and notes payable and related interest amounts have been eliminated in consolidation. The Company’s consolidated financial statements include the assets, liabilities and results of operations of variable interest entities (“VIEs”) for which the Company is deemed to be the primary beneficiary. The interests of the other VIE equity holders are reflected in net income (loss) attributable to non-controlling interests in the accompanying consolidated statements of operations and non-controlling interest in the accompanying consolidated balance sheets. L’Auberge de Sonoma Hotel Fund In October 2017, the Company, through various subsidiaries, acquired MacArthur Place for a purchase price of $36.0 million . The acquisition of MacArthur Place was funded partially using loan proceeds from MidFirst Bank and the balance was contributed by the Company through the Hotel Fund, which at the time was capitalized exclusively by the Company. In the fourth quarter of 2017, the Company sponsored and commenced an offering of up to $25.0 million of Preferred Interests in the Hotel Fund, which was fully subscribed during the second quarter of 2019. The net proceeds of this offering were used to (i) redeem a portion of the Company’s initial capital contribution to the Hotel Fund, and (ii) fund certain renovation costs of MacArthur Place. Purchasers of the Preferred Interests in the Hotel Fund (the “Preferred Members”) are entitled to a preferred distribution, payable monthly, accruing at a rate of 7.0% per annum on invested capital, cumulative and non-compounding (the “Preferred Distribution”). Prior to the sale or other disposition of MacArthur Place, if the Hotel Fund has insufficient operating cash flow to pay the Preferred Distribution in a given month, the Company is required to provide the funds necessary to pay the Preferred Distribution for such month. Such payments by the Company are treated as additional capital contributions and the Company’s capital account in the Hotel Fund is increased by such amount. As of December 31, 2019, the Company had funded $2.0 million of Preferred Distributions. Moreover, the Company has agreed to fund, in the form of common capital contributions, up to 6.0% of the offering’s gross proceeds as selling commissions and up to 1.0% of the offering’s gross proceeds as nonaccountable expense reimbursements to broker-dealers based on the capital raised by them for the Hotel Fund, which totaled $0.1 million as of December 31, 2019 . In addition, the Company has funded the Hotel Fund’s operating deficit and related activities in the form of non-interest bearing advances in the amount of $8.4 million and $2.4 million as of December 31, 2019 and 2018 , respectively. Excluding the non-interest bearing advances for operating deficits, the funding of Preferred Distributions and broker-dealer commissions and expenses included in our common equity in the Hotel Fund are subordinate to the distribution of capital to Preferred Investors in the event of a sale of MacArthur Place. Additionally, upon the refinance or sale of all or a portion of MacArthur Place, Preferred Members are entitled to receive certain additional preferred distributions (the “Additional Preferred Distribution”) that will result in an overall return of up to 12.0% on the Preferred Interests. Upon a sale of MacArthur Place, the Fund may distribute 10.0% of any excess cash available after the payment of the Additional Preferred Distribution to the Preferred Members pro rata in proportion to the Preferred Interests owned. Any excess amounts are retained by the Company. As of December 31, 2019 and 2018 , the Hotel Fund had sold Preferred Interests in the aggregate amount of $22.5 million and $15.0 million , respectively, which is included in non-controlling interests in the accompanying consolidated balance sheets, while the Company’s preferred interest in the Hotel Fund totaled $2.5 million and $1.7 million at December 31, 2019 and 2018, respectively. The Hotel Fund made Preferred Distributions of $1.4 million and $0.4 million during the years ended December 31, 2019 and 2018 , respectively. The Company is deemed to be the primary beneficiary of the Hotel Fund, and accordingly we have consolidated the Hotel Fund in our consolidated financial statements. Investment in Unconsolidated Entities During the year ended December 31, 2019 , the Company entered into a joint venture agreement with Juniper New Mexico, LLC and Juniper Bishops Manager, LLC (both related parties of Jay Wolf, a director of the Company) to participate in a $10.0 million mezzanine loan to be used to finance the renovation of a luxury resort located in Santa Fe, New Mexico. The mezzanine loan is secondary to a senior mortgage loan funded by an unrelated party. The joint venture is named Juniper Bishops, LLC (“Juniper Bishops” or the “JV”), and is sponsored and managed by Juniper Bishops Manager, LLC, which manages and controls the joint venture. IMH’s subsidiary, IMH Bishops Lodge Mezz Lender, LLC (“IMH BL Mezz Lender”) is a limited member in the joint venture and does not manage, control or have any decision-making powers nor is it the primary beneficiary, and therefore, it is not consolidated. As such, we have accounted for this investment using the equity method of accounting. IMH BL Mezz Lender’s maximum commitment under this investment is $3.9 million (or 39% of the $10.0 million loan), of which $3.8 million was funded as of December 31, 2019 , and balance was funded subsequent to December 31, 2019 . Under the terms of the mezzanine loan agreement, the interest rate of the loan is based on the one-month LIBOR plus 15% with a LIBOR floor of 2.4% , and of which 6.0% is accrued and deferred, and the balance is paid on a current basis. While the Company is entitled to a 7% return under the terms of the JV agreement, the Company expects to receive a total preferred annualized return of 11.4% , less a management fee of 1.5% , of which 5.4% is payable quarterly in arrears, with the remaining 6.0% accrued and to be paid upon maturity in June 2021. During the year ended December 31, 2019 , the Company earned a $0.1 million loan origination fee, $0.2 million in earnings on the investment, and recorded a receivable of $0.1 million as of December 31, 2019 . Consolidated Variable Interest Entities The following table summarizes the carrying amounts of the above referenced entities’ assets and liabilities included in the Company’s consolidated balance sheets at December 31, 2019 and 2018 (in thousands, net of intercompany eliminations): December 31, 2019 December 31, 2018 Total assets $ 99,990 $ 85,240 Total liabilities 59,920 37,770 Net loss (8,550 ) (2,720 ) The Company’s maximum exposure to loss consists of its combined equity in those entities which totaled $28.8 million as of December 31, 2019 . |
DERIVATIVE INSTRUMENTS AND HEDG
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES Interest Rate Derivative We are exposed to risks arising from rising interest rates on our variable rate debt instruments. To manage these risks, we primarily use interest rate derivatives, which currently consist of one interest rate cap. To mitigate the nonperformance risk, we routinely use a third party’s analysis of the creditworthiness of the counterparties, which supports our belief that the counterparties’ nonperformance risk is limited. All derivatives are recorded at fair value. During the year ended December 31, 2018, we entered into an interest rate cap in connection with the mortgage loan on MacArthur Place with a notional amount of $36.0 million and a rate cap of 2.2% . The interest rate cap had an effective date of March 21, 2018 and terminates on March 1, 2021. This instrument was not designated as a cash flow hedge. During the year ended December 31, 2019 , we recorded an adjustment of $0.3 million to adjust the interest rate cap to its fair value, which was zero at December 31, 2019 , and $0.3 million as of December 31, 2018. |
FAIR VALUE
FAIR VALUE | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE | FAIR VALUE Valuation Allowance and Fair Value Measurement of Loans, Real Estate Held for Sale, Other REO We perform a valuation analysis of our loans, REO held for sale, other REO and equity investments not less frequently than on a quarterly basis. Evaluating the collectability of a real estate loan is a matter of judgment. We evaluate our real estate loans for impairment on an individual loan basis, except for loans that are cross-collateralized within the same borrowing groups. For cross-collateralized loans within the same borrowing groups, we perform both an individual loan evaluation as well as a consolidated loan evaluation to assess our overall exposure from those loans. In addition to this analysis, we also complete an analysis of our loans as a whole to assess our exposure from loans made in various reporting periods and in terms of geographic diversity. The fact that a loan may be temporarily past due does not necessarily result in a presumption that the loan is impaired. Rather, we consider all relevant circumstances to determine if, and the extent to which, a valuation allowance is required. During the loan evaluation process, we consider the following matters, among others: • an estimate of the net realizable value of any underlying collateral in relation to the outstanding mortgage balance, including accrued interest and related costs; • the present value of cash flows we expect to receive; • the date and reliability of any valuations; • the financial condition of the borrower and any adverse factors that may affect its ability to pay its obligations in a timely manner; • prevailing economic conditions; • historical experience by market and in general; and • an evaluation of industry trends. Impairment for collateral dependent loans is measured at the balance sheet date based on the then fair value of the collateral in relation to contractual amounts due under the terms of the applicable loan if foreclosure is probable. In the case of the loans that are not deemed to be collateral dependent, we measure impairment based on the present value of expected future cash flows. REO assets that are classified as held for sale and other REO are measured at the lower of carrying amount or fair value, less estimated cost to sell. REO assets that are classified as operating properties are considered “held and used” and are evaluated for impairment when circumstances indicate that the carrying amount exceeds the sum of the undiscounted net cash flows expected to result from the development or operation and eventual disposition of the asset. If an asset is considered impaired, an impairment loss is recognized for the difference between the asset’s carrying amount and its fair value, less estimated cost to sell. If we elect to change the disposition strategy for our operating properties or properties to be held and used, and such assets were deemed to be held for sale, we may record additional impairment charges, and the amounts could be significant. We assess the extent, reliability and quality of market participant inputs such as sales pricing, cost data, absorption, discount rates, and other assumptions, as well as the significance of such assumptions in deriving the valuation. We generally employ one of four valuation approaches (as applicable), or a combination of such approaches, in determining the fair value of the underlying collateral of each loan, REO held for sale and other REO asset: (i) the development approach; (ii) the income capitalization approach; (iii) the sales comparison approach; or (iv) the receipt of recent offers on specific properties. The valuation approach taken depends on several factors including: • the type of property; • the current status of entitlement and level of development (horizontal or vertical improvements) of the respective project; • the likelihood of a bulk sale as opposed to individual unit sales; • whether the property is currently or near ready to produce income; • the current sales price of property in relation to cost of development; • the availability and reliability of market participant data; and • the date of an offer received in relation to the reporting period. With respect to properties or loans for which we (or the borrower) have received a bona fide written third-party offer (or entered into a purchase and sale agreement) to buy the related property, we generally utilize the offer or agreement amount even where the amount is outside our current valuation range, as offers and purchase agreements are considered lower (Level 2) inputs. An offer or agreement is only considered for valuation purposes if we deem it to be valid, reasonable, negotiable, and we believe the counterparty has the financial wherewithal to execute the transaction. When deemed appropriate, the offers received may be discounted to allow for potential changes in our on-going negotiations. Factors Affecting Valuation The underlying collateral of our loans, REO held for sale and other REO assets vary by stage of completion, which consists of either raw land (also referred to as pre-entitled land), entitled land, partially developed land, or mostly developed/completed lots or projects. While we continue to utilize third party valuations for selected assets on a periodic basis as circumstances warrant, we rely primarily on our outside asset management consultants and internal staff to gather available market participant data from independent sources to establish assumptions used to derive fair value of the collateral supporting our loans and real estate owned for a majority of our loan and REO assets. Our fair value measurement is based on the highest and best use of each property which is generally consistent with our current use for such property. In addition, our assumptions are based on assumptions that we believe market participants for those assets would also use. During the years ended December 31, 2019 and 2018 , we performed both a macro analysis of market trends and economic estimates, as well as a detailed analysis on selected significant REO assets. In addition, our fair value analysis included a consideration of management’s pricing strategy in disposing of such assets. The following is a summary of the procedures performed in connection with our fair value analysis as of and for the years ended December 31, 2019 and 2018 : 1. We reviewed the status of each of our loans and related collateral to ascertain the likelihood of collecting or recovering all amounts due under the terms of the loans at maturity based on current real estate and credit market conditions. 2. We reviewed the status of each of our REO assets to determine whether such assets continue to be properly classified as held for sale, operating properties or other REO as of the reporting date. 3. For the years ended December 31, 2019 and 2018 , we performed an internal analysis to evaluate fair value for the balance of the portfolio not covered by third-party valuation reports or existing offers or purchase and sale agreements. Our internal analysis of fair value included a review and update of current market participant activity, overall market conditions, the current status of the property, our direct knowledge of local market activity affecting the property, as well as other market indicators obtained through our asset management group and various third parties to determine whether there were any indications of a material increase or decrease in the value of the underlying collateral or REO asset since our previous analysis for such assets. Our asset-specific analysis focused on the higher valued assets of our total loan collateral and REO portfolio. We considered the results of our analysis and the potential valuation implication to the balance of the portfolio based on similar asset types and geographic location. 4. For properties for which we or our borrower has received a bona fide written third-party offer or entered into a purchase and sale agreement to buy our loan or REO asset, we generally utilized the offer or agreement amount in those cases where that amount falls outside our current valuation conclusion. Such offers or agreements are only considered if we deem them to be valid, reasonable and negotiable, and we believe the counter-party has the financial wherewithal to execute the transaction. Following is a table summarizing the methods used by management in estimating fair value as of December 31, 2019 and 2018 : December 31, 2019 % of Carrying Value Mortgage Loans, Net Real Estate Other REO Basis for valuation # Percent # Percent # Percent Third party valuations 0 — % 2 19.4 % 5 99.2 % Third party offers 0 — % 3 77.0 % 1 0.8 % Management analysis 2 100.0 % 3 3.6 % 0 — % Total portfolio 2 100.0 % 8 100.0 % 6 100.0 % December 31, 2018 % of Carrying Value Mortgage Loans, Net Real Estate Other REO Basis for valuation # Percent # Percent # Percent Third party valuations 1 34.2 % 1 18.7 % 6 98.2 % Third party offers 0 — % 3 39.5 % 1 1.8 % Management analysis 5 65.8 % 4 41.8 % 0 — % Total portfolio 6 100.0 % 8 100.0 % 7 100.0 % As of December 31, 2019 and 2018 , the highest and best use for the majority of our real estate collateral, REO held for sale and other REO was deemed to be held for investment and/or future development, rather than being subject to immediate development. A summary of the valuation approaches taken and key assumptions that we utilized to derive fair value, is as follows: December 31, 2019 % of Carrying Value Mortgage Loans, Net Real Estate Other REO Valuation methodology # Percent # Percent # Percent Comparable sales (as-is) 2 100.0 % 5 23.0 % 5 99.2 % Development approach — — % — — % — — % Income capitalization approach — — % — — % — — % Third party offers — — % 3 77.0 % 1 0.8 % Total portfolio 2 100.0 % 8 100.0 % 6 100.0 % December 31, 2018 % of Carrying Value Mortgage Loans, Net Real Estate Other REO Valuation methodology # Percent # Percent # Percent Comparable sales (as-is) 6 100.0 % 7 62.8 % 7 100.0 % Development approach — — % — — % — — % Income capitalization approach — — % — — % — — % Third party offers — — % 1 37.2 % — — % Total portfolio 6 100.0 % 8 100.0 % 7 100.0 % For properties that included either unentitled or entitled raw land lacking any vertical or horizontal improvements the development approach was deemed to be unsupportable because market participant data was insufficient or other assumptions were not readily available. In such cases, the “highest and best use” standard required such property to be classified as “held for investment” purposes until market conditions provide observable development activity to support a valuation model for the development of the planned site. As a result, we utilized a sales comparison approach using available data to determine fair value. Selection of Single Best Estimate of Value The results of our valuation efforts generally provide a range of values for the collateral valued or REO assets rather than a single value. The selection of a value from within a range of values depends upon general overall market conditions as well as specific market conditions for each property valued and its stage of entitlement or development. In selecting the single best estimate of value, we consider the information in the valuation reports, credible purchase offers received and agreements executed, as well as multiple observable and unobservable inputs. Fair Value Measurements of Operating Properties Acquired Through Foreclosure As described in Note 4, on May 29, 2019, we foreclosed on the membership interests of a limited liability company that was pledged as collateral on a defaulted mezzanine note receivable. The limited liability company owns and operates a commercial office building known as Broadway Tower, located in St. Louis, Missouri. Upon foreclosure, we acquired the membership interests in the limited liability company that owns the office building and related assets, and assumed related liabilities of Broadway Tower, all of which were recorded at fair value in accordance with GAAP. The valuation methodology used to conclude our position on the fair value was based on the income approach using a discounted cash flow methodology. Fair Value Measurements of Derivative Instrument As described in Note 7, during the year ended December 31, 2018, we purchased an interest rate cap in order to mitigate our risk on variable debt against rising interest rates. In order to estimate the fair value of this derivative instrument, we use valuation reports from the third party broker who issued the derivative instrument. The report contemplates fair value by using inputs, including market-observable data such as U.S dollar and foreign-denominated interest rate curves, foreign exchange rates, volatilities, and information derived from or corroborated by that market-observable data which are classified as Level 2 inputs in the fair value hierarchy. The fair value method does not contemplate credit valuation adjustments (“CVA”) which would be a Level 3 input as the CVA uses credit spreads which are generally unobservable to the market. The fair value used in these financial statements approximate fair value without the CVA. As of December 31, 2019 , the fair value of the interest rate cap was zero and we recorded an unrealized loss on derivative instruments of $0.3 million during the year ended December 31, 2019 . Fair Value Measurements of Equity Securities As described elsewhere in this Form 10-K, during the year ended December 31, 2019 , we issued 1,875,000 shares of Series B-4 Preferred Stock. In order to estimate the fair value of the securities issued in these transactions pursuant to applicable accounting guidance, we engaged a third party valuation firm to assist us in our fair value assessment as our securities are not traded on an open exchange. In estimating fair value, the valuation firm considered the negotiated terms of these transactions, utilized certain current and prospective financial and operational data provided by management, obtained financial and other data from various public, financial and industry sources, and evaluated applicable economic and industry conditions as of the valuation date and their effects on the Company. Based on this valuation assessment, management estimated the fair value of the equity securities issued or granted in connection with the transaction as follows: Subject securities Estimated Fair Value per Share Series B-4 Preferred Stock $ 3.20 We accounted for the issuance of the Series B-4 Preferred Stock in accordance with applicable accounting guidance, under which we allocated the $6.0 million investment amount to the relative fair value of the Series B-4 Preferred Stock. Valuation Conclusions Based on the results of our evaluation and analysis, we did not record any non-cash provision for credit losses on our loan portfolio during the years ended December 31, 2019 and 2018 . However, we recorded other net recoveries of investment and credit losses totaling $1.5 million and $2.0 million for the years ended December 31, 2019 and 2018 , respectively, resulting from (i) the receipt of cash and/or other assets from guarantors on certain legacy loans, (ii) insurance recoveries, and (iii) additional provisions for credit losses. The Company recorded losses on impairment of REO of $1.5 million and $0.6 million during the years ended December 31, 2019 and 2018 , respectively, to reflect current market conditions and management’s decision to implement a more aggressive pricing strategy to sell the related REO. As of December 31, 2019 , the valuation allowance totaled $12.7 million , representing 100.0% of the total outstanding loan principal and accrued interest balances. As of December 31, 2018 , the valuation allowance totaled $13.1 million , representing 37.1% of the total outstanding loan principal and accrued interest balances. With the existing valuation allowance recorded as of December 31, 2019 , we believe that, as of that date, the fair value of our loans, REO assets held for sale, and other REO is adequate in relation to the net carrying value of the related assets and that no additional valuation allowance or impairment is considered necessary. While the above results reflect management’s assessment of fair value as of December 31, 2019 based on currently available data, we will continue to evaluate our loans and REO assets to determine the appropriateness of the carrying value of such assets. Depending on market conditions, such updates may yield materially different values and potentially increase or decrease the valuation allowance for loans or impairment charges for REO assets. Valuation Categories A summary of our assets measured at fair value on a nonrecurring basis as of December 31, 2019 for which losses were recorded during the year ended December 31, 2019 follows (in thousands): Description December 31, 2019 Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Impairment Charges REO held for sale $ 18,105 $ 18,105 $ — $ 1,475 Derivatives $ — $ — $ — $ 330 Generally, all of our mortgage loans, REO held for sale and other REO are valued using significant unobservable inputs (Level 3) obtained through updated analysis prepared by our asset management staff, except for such assets for which third party offers or executed purchase and sale agreements were used, which are considered Level 2 inputs. Changes in the use of Level 3 valuations are based solely on whether we utilized third party offers or internal assessment for valuation purposes. |
NOTES PAYABLE AND SPECIAL ASSES
NOTES PAYABLE AND SPECIAL ASSESSMENT OBLIGATIONS | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE AND SPECIAL ASSESSMENT OBLIGATIONS | NOTES PAYABLE AND SPECIAL ASSESSMENT OBLIGATIONS As of December 31, 2019 and 2018 , our notes payable and special assessment obligations consisted of the following (in thousands): December 31, 2019 2018 $37.0 million note payable to MidFirst Bank secured by a first lien on MacArthur Place, interest-only payments due monthly at the one month LIBOR (1.76% and 2.50% at December 31, 2019 and 2018, respectively) plus 3.25% to 3.75% depending on compensating balances and meeting certain financial thresholds and terms (total effective interest rate of 5.26% and 6.00% at December 31, 2019 and December 31, 2018, respectively), matures October 1, 2020 with two one-year extension options, with construction completion and partial repayment guarantees provided by the Company. $ 35,454 $ 20,669 $11.0 million note payable to JPMorgan Chase Funding Inc. is secured by the $13.2 million first mortgage note on Broadway Tower, bears interest at one month LIBOR plus 3.45%, requires interest only payments and a balloon payment of unpaid principal and interest upon maturity. The initial maturity date is May 22, 2020, however this note payable was repaid in full in January 2020 in connection with the sale of Broadway Tower as disclosed in Notes 5 and 18. 11,000 — $5.9 million note payable to Southwest Lending LLC secured by real estate in New Mexico, annual interest only payments based on the Wall Street Journal prime rate plus 3.0% through maturity on December 31, 2022 (8.5% and 8.25% at December 31, 2019 and 2018, respectively). 4,940 5,940 Unsecured note payable under class action settlement, face amount of $10.2 million, matured and paid in full on April 29, 2019. — 9,899 $2.3 million special assessment bonds dated between 2002 and 2007, secured by the residential land located in Dakota County, Minnesota, annual interest rate ranging from 6%-7.5%, maturing various dates through 2022 61 90 Total notes payable 51,455 36,598 Less: deferred financing fees of notes payable (178 ) (284 ) Total notes payable $ 51,277 $ 36,314 Interest expense for the year ended December 31, 2019 was $2.3 million , exclusive of $1.0 million of capitalized interest related to the MacArthur loan. Interest expense for the year ended December 31, 2018 was $3.1 million . There was no capitalized interest in 2018. Senior Indebtedness MacArthur Place In October 2017, we closed on a $32.3 million acquisition and construction loan from MidFirst Bank in connection with our purchase of MacArthur Place (the “MacArthur Loan”), of which $19.4 million was utilized for the purchase of MacArthur Place, approximately $10.0 million was set aside to fund planned hotel improvements, and the balance to fund interest reserves and operating capital. In March 2019, the Company entered into a loan modification agreement with MidFirst Bank under which the MacArthur Loan was modified to, among other things, increase the total loan facility from $32.3 million to $37.0 million , increase our equity requirement from $17.4 million to $27.7 million , increase our interest reserve balance, and require the Company to establish certain reserves, including a $2.0 million reserve for anticipated future spa renovations. The principal balance of the MacArthur Loan was $35.5 million and $20.7 million at December 31, 2019 and 2018, respectively. The loan bears floating interest equal to the 30-day LIBOR rate ( 1.76% at December 31, 2019 ) plus 3.50% , which may be reduced by up to 0.25% if certain conditions are met. The loan has an initial term of three years subject to the right of the Company to extend the maturity date for two one -year periods, provided that the loan is in good standing and upon satisfaction of certain other conditions, including payment of an extension fee equal to 0.35% of outstanding principal per extension. The Company is required to make interest-only payments during the initial three year term. During the year ended December 31, 2019 , the Company made draws totaling $14.7 million , of which $13.5 million represented renovation costs and operating draws and $1.2 million represented draws against the interest reserve on the loan. During the year ended year ended December 31, 2018 , the Company made loan draws of $1.1 million representing draws against the interest reserve on the loan. The Company incurred deferred financing fees of $0.5 million which are being amortized over the term of the loan using the effective interest method. The MacArthur Loan is secured by a deed of trust on all MacArthur Place real property and improvements, and a security interest in all furniture, fixtures and equipment, licenses and permits, and MacArthur Place related revenues. The Company agreed to provide a construction completion guaranty with respect to the planned improvement project which shall be released upon payment of all project costs and receipt of a certificate of occupancy. In addition, the Company provided a loan repayment guaranty equal to 50% of the loan principal along with a guaranty of interest and operating deficits, as well as other customary carve-out matters such as bankruptcy and environmental matters. Under the guarantees, the Company is required to maintain a minimum tangible net worth of $50.0 million and minimum liquidity of $5.0 million throughout the term of the loan. Preferred equity is included as a component of equity with respect to the minimum tangible net worth covenant. The Company was in compliance with these covenants and guarantees at December 31, 2019 . In addition, the Company is required to establish various operating and reserve accounts at MidFirst Bank which are subject to a cash management agreement. In the event of default, MidFirst Bank has the ability to take control of such accounts for the allocation and distribution of proceeds in accordance with the cash management agreement. New Mexico Land Purchase Financing During 2015, the Company obtained seller-financing of $5.9 million in connection with the Company’s purchase of certain New Mexico real estate for $6.8 million . The note bears interest at the prime rate as published by The Wall Street Journal (the “WSJ Prime Rate”), recalculated annually, plus 2% through December 31, 2018, and at the WSJ Prime Rate plus 3% thereafter. Under the note, the Company was required to make interest only payments on December 31 of each year. The note had an initial maturity date of December 31, 2019. In December 2019, the parties modified the note to extend the maturity date to December 31, 2022 in exchange for a principal payment of $1.0 million by the Company. No other loan terms were modified nor were any fees paid to outside parties in connection with this debt modification. Exchange Notes In April 2014, we completed an offering of a five -year, 4% , unsecured notes to certain of our shareholders in exchange for common stock held by such shareholders at an exchange price of $8.02 per share (“Exchange Offering”). Upon completion of the Exchange Offering, we issued Exchange Offering notes (“EO Notes”) with a face value of $10.2 million , which were recorded by the Company at fair value of $6.4 million based on the fair value and the imputed effective yield of such notes of 14.6% (as compared to the note rate of 4% ). All outstanding principal and interest on the EO Notes were paid on April 29, 2019. JPMorgan Chase Funding Inc. Master Repurchase Agreement As described in Note 5, during the year ended December 31, 2019, we foreclosed on the collateral securing a defaulted mezzanine note receivable consisting of 100% of the membership interests of a limited liability company that owned Broadway Tower, as a result of which we assumed its assets and liabilities, including a $13.2 million mortgage note payable secured by Broadway Tower. In a related transaction, a subsidiary of the Company purchased the $13.2 million first mortgage note. Since we owned the entity holding the first mortgage note as well as the entity that owed this obligation, the first mortgage loan and related interest have been eliminated in consolidation. The purchase of the first mortgage note was partially funded with an $11.0 million loan under a master repurchase agreement with JPM Funding. Subsequent to December 31, 2019, the $11.0 million note payable to JPM Funding was paid in full in connection with the sale of Broadway Tower, as described in Note 18. Special Assessment Obligation As of December 31, 2019 and 2018, obligations arising from our allocated share of certain community facilities district special revenue bonds and special assessments had remaining balances of $0.1 million and $0.1 million , respectively. The special assessment obligation is secured by certain parcels of land in Apple Valley North, Minnesota, held by the Company with a carrying value of $0.1 million as of December 31, 2019. Our notes payable and special assessment obligations have the following scheduled maturities as of December 31, 2019 (in thousands): Year Amount 2020 $ 46,481 2021 26 2022 4,948 Less: deferred financing costs of notes payable (178 ) Total $ 51,277 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION Operating segments are defined as components of an enterprise that engage in business activity from which revenues are earned and expenses incurred for which discrete financial information is available that is evaluated regularly by our chief operating decision makers in deciding how to allocate resources and in assessing performance. Hospitality and Entertainment Operations — Consists of revenues less direct operating expenses, depreciation and amortization relating to our hotel, spa, and food & beverage operations. This segment also reflects the carrying value of such assets and the related financing and operating obligations. Mortgage and REO – Legacy Portfolio and Other Operations — Consists of the collection, workout and sale of new and legacy mortgage loan investments and REO assets, including financing of such asset sales. This also encompasses the carrying costs of such assets and other related expenses. This segment also reflects the carrying value of such assets and the related financing and operating obligations. This segment has also historically included rental revenue, less direct property operating expenses (maintenance and repairs, real estate taxes, management fees, and other operating expenses), depreciation and amortization from commercial and residential real estate leasing operations, and the carrying value of such assets and the related financing and operating obligations. Corporate and Other — Consists of our centralized general and administrative and corporate treasury activities. This segment also includes reclassifications and eliminations between the reportable operating segments and reflects the carrying value of corporate fixed assets and the related financing and operating obligations. The information presented in our reportable segments tables that follow are based in part on internal allocations which involve management judgment. Substantially all revenues recorded are from external customers. There is no material intersegment activity. Consolidated financial information for our reportable operating segments as of December 31, 2019 and 2018 and for the years then ended is summarized as follows (in thousands): December 31, Balance Sheet Items 2019 2018 Total Assets Mortgage and REO - Legacy portfolio and other operations $ 66,266 $ 67,658 Hospitality and entertainment operations 67,510 52,753 Corporate and other 5,832 23,228 Consolidated total $ 139,608 $ 143,639 Expenditures for additions to long-lived assets Mortgage and REO - Legacy portfolio and other operations $ 248 $ 2,323 Hospitality and entertainment operations 14,433 14,353 Corporate and other 26 16 Consolidated total $ 14,707 $ 16,692 Year Ended December 31, 2019 Income Statement Items Mortgage and REO Legacy Portfolio and Other Operations Hospitality and Entertainment Operations Corporate and Other Consolidated Revenues Mortgage loan income $ 1,909 $ — $ — $ 1,909 Operating property, management fees, and other 3,058 7,583 525 11,166 Total revenue 4,967 7,583 525 13,075 Total operating expenses 5,952 18,129 9,079 33,160 Other (income) expense Gain on disposal of assets, net (184 ) — — (184 ) Provision for (Recovery of) credit losses 1,463 — — 1,463 Impairment of real estate owned, net 1,475 — — 1,475 Unrealized loss on derivatives — 330 — 330 Settlement and related costs, net — — 1,300 1,300 Equity earnings of unconsolidated entities (175 ) — — (175 ) Total other expense, net 2,579 330 1,300 4,209 Total costs and expense, net 8,531 18,459 10,379 37,369 Loss, before income taxes (3,564 ) (10,876 ) (9,854 ) (24,294 ) Provision for income taxes — — — — Net loss $ (3,564 ) $ (10,876 ) $ (9,854 ) $ (24,294 ) Year Ended December 31, 2018 Income Statement Items Mortgage and REO Legacy Portfolio and Other Operations Hospitality and Entertainment Operations Corporate and Other Consolidated Revenues Mortgage loan income $ 2,588 $ — $ — $ 2,588 Operating property, management fees, and other 4 6,888 181 7,073 Total revenue 2,592 6,888 181 9,661 Total operating expenses 2,990 12,761 11,214 26,965 Other (income) expense Gain on disposal of assets, net (3,938 ) — — (3,938 ) Recovery of credit losses (1,968 ) — — (1,968 ) Impairment of real estate owned, net 581 — — 581 Unrealized loss on derivative — 218 — 218 Total other (income) expense, net (5,325 ) 218 — (5,107 ) Total costs and expense, net (2,335 ) 12,979 11,214 21,858 Income (loss), before income taxes 4,927 (6,091 ) (11,033 ) (12,197 ) Provision for income taxes — — — — Net income (loss) $ 4,927 $ (6,091 ) $ (11,033 ) $ (12,197 ) |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS AND GOODWILL | INTANGIBLE ASSETS AND GOODWILL In connection with the purchase of MacArthur Place in 2017, we allocated a portion of the total purchase price to certain intangible assets and goodwill. Of the total $16.3 million allocated to purchased intangibles, $15.4 million , $0.8 million , $0.1 million were allocated to goodwill, customer relationships, and trade name and other, respectively. The changes in the carrying amount of intangibles and goodwill allocated to our Hospitality and Entertainment Operations segment for the years ended December 31, 2019 and 2018 is as follows (in thousands): Goodwill Other Intangible Assets, Net Balance at December 31, 2017 $ 15,380 $ 958 Reductions: Purchase price adjustment (23 ) — Amortization expense — (317 ) Balance at December 31, 2018 15,357 641 Reductions: Amortization expense — (280 ) Balance at December 31, 2019 $ 15,357 $ 361 A summary of our intangible assets and goodwill as of December 31, 2019 and 2018 is as follows (in thousands): Gross Carrying Amount Accumulated Amortization Net Carrying Amount 2019 2018 2019 2018 2019 2018 Amortizing Intangible Assets: Trade name and other $ 90 $ 90 $ (29 ) $ (16 ) $ 61 $ 74 Customer relationships 800 800 (600 ) (333 ) 200 467 Non-Amortizing Intangible Assets: Liquor license 100 100 — — 100 100 Goodwill 15,357 15,357 — — 15,357 15,357 $ 16,347 $ 16,347 $ (629 ) $ (349 ) $ 15,718 $ 15,998 Trade name and other, and customer relationships have weighted-average useful lives from the date of purchase of 7.0 years and 3.0 years , respectively. Goodwill and our liquor license are not subject to amortization due to the indeterminable life of such assets. Amortization expense relating to our purchased intangible assets was $0.3 million for each of the years ended December 31, 2019 and 2018 , respectively. We performed an impairment assessment on goodwill and intangible assets, and based on this assessment no impairment charges were recorded for the years ended December 31, 2019 and 2018. See Note 8 for further information regarding our valuation analysis for operating properties. As of December 31, 2019 , expected amortization expense for our purchased amortizing intangible assets for each of the next five years and thereafter is as follows (in thousands): Year Amount 2020 $ 213 2021 13 2022 13 2023 13 2024 9 Total $ 261 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Operating Properties Our operating property carrying values at December 31, 2019 consist of land and certain depreciable assets such as buildings, improvements, and furniture and equipment assets relating to MacArthur Place. A summary of these assets, at cost less accumulated depreciation and amortization, as of December 31, 2019 and 2018 , follows (in thousands): December 31, 2019 2018 Buildings and improvements $ 32,742 $ 13,650 Furniture, fixtures and equipment 5,559 1,087 Computer equipment 1,538 6 Landscape 2,294 — Total depreciable assets 42,133 14,743 Less accumulated depreciation and amortization (2,411 ) (855 ) Total depreciable assets, net 39,722 13,888 Land 4,920 4,920 Construction in progress 557 15,058 Property and equipment, net $ 45,199 $ 33,866 Our REO and operating property held for sale, and other REO consist of land and certain depreciable assets (prior to being classified as held for sale) such as buildings, improvements, and furniture and equipment assets. At December 31, 2019, the depreciable assets in this category relate exclusively to Broadway Tower. A summary of these assets, at cost less accumulated depreciation and amortization, as of December 31, 2019 and 2018 , follows (in thousands): December 31, 2019 2018 Buildings and improvements $ 17,018 $ — Tenant Improvements 1,509 — Furniture, fixtures and equipment 199 — Total depreciable assets 18,726 — Less accumulated depreciation and amortization (621 ) — Total depreciable assets, net 18,105 — Land 7,400 7,418 Property and equipment, net $ 25,505 $ 7,418 Other Property and Equipment In addition to these assets, the Company owns other property and equipment related primarily to our corporate activities, which consisted of the following at December 31, 2019 and 2018 (in thousands): December 31, 2019 2018 Computer and communications equipment $ 828 $ 802 Leasehold improvements 389 389 Furniture and equipment 42 42 Total depreciable assets 1,259 1,233 Less accumulated depreciation and amortization (954 ) (840 ) Property and equipment, net $ 305 $ 393 Depreciation and amortization on REO and corporate property and equipment is computed on a straight-line basis over the estimated useful lives of the related assets, which range from 5 to 29 years. Depreciation and amortization expense recorded for our depreciable assets totaled $2.3 million and $0.9 million for the years ended December 31, 2019 and 2018 , respectively. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
LEASES | LEASES Lessor On May 29, 2019, we foreclosed on all of the membership interests of Hertz Broadway Tower, LLC, (“Hertz Broadway”), the owner of Broadway Tower. As a result, we acquired Broadway Tower, its related assets and business operations, and assumed related liabilities. The Company assumed 60 commercial office leases for the building’s floor space and parking spaces. Prior to this foreclosure transaction, Hertz Broadway accounted for the leases under ASC 840 - Leases. Thereafter, the Company adopted the requirements of ASU 2016-02 with respect to such leases. The lessor accounting model under ASU 2016-02 is similar to existing guidance, however, it limits the capitalization of initial direct leasing costs, such as internally generated costs. The adoption of ASU 2016-02 for these leases did not have an impact in our consolidated financial statements. The Company elected the practical expedient package outlined in ASU No. 2016-02 under which we were not required to reassess whether the agreements contain a lease. Accordingly, we carried forward the previous classification of the leases as operating and did not have to reassess previously recorded initial direct costs. The Company’s operating leases have non-cancellable lease terms ranging between 0.5 years to 9.5 years as of December 31, 2019 . Certain leases with tenants contain options to extend or terminate the lease agreements. The Company believes the residual value risk is not a primary risk because of the long-lived nature of the asset. The following table presents minimum lease revenues and variable lease revenue for the years ended December 31, 2019 and 2018 (in thousands): Year ended December 31, 2019 2018 Lease revenue Fixed rent - Minimum lease revenue $ 2,574 $ — Variable lease revenue 315 — Total lease revenue $ 2,889 $ — As disclosed in Note 18, Broadway Tower was sold subsequent to year end. Lessee We have operating leases for our corporate headquarters office space and certain office equipment. Our leases have remaining lease terms of between one to four years. The lease for our corporate office includes an option to extend the lease term for up to five years. This option is not included in the calculation of the ROU assets and lease liabilities because the Company is not reasonably certain that it will exercise the option. Lease expense was $0.3 million for each of the years ended December 31, 2019 and 2018 , respectively, which is included in general and administrative expenses in the accompanying consolidated statements of operations. As disclosed in Note 17, Juniper Investment Advisors, LLC (“JIA”) has also sublet a portion of the Company’s office space. During the year ended December 31, 2019 , we recorded expense reimbursements from JIA for the sublease of office space and certain overhead charges of $0.1 million . Variable lease payments are not included in the calculation of the right-of-use asset and lease liability due to uncertainty of the payment amount and were $0.1 million for each of the years ended December 31, 2019 and 2018 , respectively. Supplemental cash flow information related to leases for the year ended December 31, 2019 (in thousands) : Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating lease $ 465 Non-cash investing and financing activities: Right-of-use assets and lease liabilities recorded upon adoption of ASC 842 Right-of-use assets $ 1,574 Lease liabilities $ 1,693 Supplemental balance sheet information related to leases as of December 31, 2019 was as follows (thousands, except lease term and discount rate): Operating leases Operating lease right-of-use assets in other assets $ 1,217 Operating lease liabilities in accounts payable and other accrued expenses $ 1,311 Weighted average remaining lease term 2.8 years Operating leases - Weighted average discount rate 7.1 % The following represents future payments on operating leases as of December 31, 2019 (in thousands): Years ending Amount 2020 $ 575 2021 577 2022 304 Total lease payments 1,456 Less imputed interest (145 ) Total $ 1,311 As of December 31, 2018, future minimum lease payments required under these various lease agreements are as follows (in thousands): Years ending Amount 2019 $ 305 2020 307 2021 308 2022 233 Total $ 1,153 |
LEASES | LEASES Lessor On May 29, 2019, we foreclosed on all of the membership interests of Hertz Broadway Tower, LLC, (“Hertz Broadway”), the owner of Broadway Tower. As a result, we acquired Broadway Tower, its related assets and business operations, and assumed related liabilities. The Company assumed 60 commercial office leases for the building’s floor space and parking spaces. Prior to this foreclosure transaction, Hertz Broadway accounted for the leases under ASC 840 - Leases. Thereafter, the Company adopted the requirements of ASU 2016-02 with respect to such leases. The lessor accounting model under ASU 2016-02 is similar to existing guidance, however, it limits the capitalization of initial direct leasing costs, such as internally generated costs. The adoption of ASU 2016-02 for these leases did not have an impact in our consolidated financial statements. The Company elected the practical expedient package outlined in ASU No. 2016-02 under which we were not required to reassess whether the agreements contain a lease. Accordingly, we carried forward the previous classification of the leases as operating and did not have to reassess previously recorded initial direct costs. The Company’s operating leases have non-cancellable lease terms ranging between 0.5 years to 9.5 years as of December 31, 2019 . Certain leases with tenants contain options to extend or terminate the lease agreements. The Company believes the residual value risk is not a primary risk because of the long-lived nature of the asset. The following table presents minimum lease revenues and variable lease revenue for the years ended December 31, 2019 and 2018 (in thousands): Year ended December 31, 2019 2018 Lease revenue Fixed rent - Minimum lease revenue $ 2,574 $ — Variable lease revenue 315 — Total lease revenue $ 2,889 $ — As disclosed in Note 18, Broadway Tower was sold subsequent to year end. Lessee We have operating leases for our corporate headquarters office space and certain office equipment. Our leases have remaining lease terms of between one to four years. The lease for our corporate office includes an option to extend the lease term for up to five years. This option is not included in the calculation of the ROU assets and lease liabilities because the Company is not reasonably certain that it will exercise the option. Lease expense was $0.3 million for each of the years ended December 31, 2019 and 2018 , respectively, which is included in general and administrative expenses in the accompanying consolidated statements of operations. As disclosed in Note 17, Juniper Investment Advisors, LLC (“JIA”) has also sublet a portion of the Company’s office space. During the year ended December 31, 2019 , we recorded expense reimbursements from JIA for the sublease of office space and certain overhead charges of $0.1 million . Variable lease payments are not included in the calculation of the right-of-use asset and lease liability due to uncertainty of the payment amount and were $0.1 million for each of the years ended December 31, 2019 and 2018 , respectively. Supplemental cash flow information related to leases for the year ended December 31, 2019 (in thousands) : Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating lease $ 465 Non-cash investing and financing activities: Right-of-use assets and lease liabilities recorded upon adoption of ASC 842 Right-of-use assets $ 1,574 Lease liabilities $ 1,693 Supplemental balance sheet information related to leases as of December 31, 2019 was as follows (thousands, except lease term and discount rate): Operating leases Operating lease right-of-use assets in other assets $ 1,217 Operating lease liabilities in accounts payable and other accrued expenses $ 1,311 Weighted average remaining lease term 2.8 years Operating leases - Weighted average discount rate 7.1 % The following represents future payments on operating leases as of December 31, 2019 (in thousands): Years ending Amount 2020 $ 575 2021 577 2022 304 Total lease payments 1,456 Less imputed interest (145 ) Total $ 1,311 As of December 31, 2018, future minimum lease payments required under these various lease agreements are as follows (in thousands): Years ending Amount 2019 $ 305 2020 307 2021 308 2022 233 Total $ 1,153 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company recorded no tax benefit or expense during the years ended December 31, 2019 and 2018 . A reconciliation of the expected income tax expense (benefit) at the statutory federal income tax rate of 21% to the Company’s actual provision for income taxes and the effective tax rate for the years ended December 31, 2019 and 2018 , respectively, is as follows (amounts in thousands): 2019 2018 Total % Total % Computed Tax Benefit at Federal Statutory Rate of 21% $ (5,101 ) 21.0 % $ (2,561 ) 21.0 % Permanent Differences: State Taxes, Net of Federal Benefit (708 ) 2.9 % (454 ) 3.7 % Change in Valuation Allowance 5,578 (22.9 )% 3,245 (26.6 )% Rate change 68 (0.3 )% — — % Other true-up 17 (0.1 )% (267 ) 2.2 % Other Permanent Differences 146 (0.6 )% 37 (0.3 )% Provision (Benefit) for Income Taxes $ — — % $ — — % Deferred income tax assets and liabilities result from differences between the timing of the recognition of assets and liabilities for financial reporting purposes and for income tax return purposes. These assets and liabilities are measured using the enacted tax rates and laws that are currently in effect. The significant components of deferred tax assets and liabilities in the consolidated balance sheets for continuing operations as of December 31, 2019 and 2018 , respectively, were as follows (in thousands): Deferred Tax Assets 2019 2018 Loss carryforward $ 113,784 $ 106,676 Allowance for credit loss 2,512 2,619 Impairment of real estate owned 3,022 2,665 Reserve against judgment 8,687 9,826 Capitalized real estate costs 338 339 Accrued expenses 822 521 Stock based compensation 536 477 Fixed assets and other (2,827 ) (1,828 ) Total deferred tax assets before valuation allowance 126,874 121,295 Valuation allowance (126,874 ) (121,295 ) Total deferred tax assets net of valuation allowance $ — $ — Upon the execution of the Conversion Transactions (which included a recapitalization of the Fund), we became a corporation and subject to Federal and state income tax. Under GAAP, a change in tax status from a non-taxable entity to a taxable entity requires recording deferred taxes as of the date of change in tax status. For tax purposes, the Conversion Transactions were a contribution of assets at historical tax basis for holders of the Fund that are subject to federal income tax and at fair market value for holders that are not subject to federal income tax. The temporary differences that gave rise to deferred tax assets and liabilities upon recapitalization of the Company were primarily related to the valuation allowance for loans held for sale and certain impairments of REO assets which were recorded on our books but deferred for tax reporting purposes. As of December 31, 2019 , we had approximately $58.9 million of built-in unrealized tax losses in our portfolio of loans and REO assets, as well as other deferred tax assets, and approximately $474.8 million of federal and $279.9 million of state net operating loss (“NOL”) carryforwards, which will begin to expire in 2031. As of December 31, 2018 , we had approximately $61.8 million of built-in unrealized tax losses and approximately $445.4 million of federal and $256.4 million of state NOL carryforwards. We evaluated the deferred tax assets to determine if it was more likely than not that it would be realized and concluded that a valuation allowance was required for the net deferred tax assets. In making the determination of the amount of valuation allowance, we evaluated both positive and negative evidence including our recent historical financial performance, forecasts of our future income, tax planning strategies and assessments of current and future economic and business conditions. Utilization of the NOL carryforwards may be subject to a substantial annual limitation due to an “ownership change” that may have occurred or that could occur in the future, pursuant to Section 382 of the Internal Revenue Code of 1986, as amended (“Code”), as well as similar state provisions. These ownership changes may limit the amount of NOL carryforwards that can be utilized annually to offset future taxable income. In general, an “ownership change” under Section 382 of the Code results from a transaction or series of transactions over a three-year period resulting in an ownership change of more than 50% of the outstanding stock of a company by certain stockholders or public groups. In 2017, the Company conducted an analysis to assess whether an ownership change has occurred since the Company’s formation. Based on the results of this analysis and updates to the original analysis in 2019, the Company believes it has not experienced a Section 382 ownership change since the Company’s formation. If such an ownership change were to occur, utilization of the NOL carryforwards would be subject to an annual limitation under Section 382. The annual limitation, which is determined by first multiplying the value of the Company’s stock at the time of the ownership change by the applicable long-term, tax-exempt rate, could be subject to additional adjustments. Any limitation may result in the expiration of a portion of the NOL carryforwards before utilization. Due to the existence of the valuation allowance provided against our deferred tax assets, future changes in the Company’s unrecognized tax benefits would not impact its effective tax rate. Any carryforwards that might expire prior to utilization as a result of a limitation under Section 382 would be removed from deferred tax assets with a corresponding reduction of the valuation allowance. The Company has not identified any uncertain tax positions and does not believe it will have any material changes in the next 12 months. Interest and penalties accrued, if any, relating to uncertain tax positions will be recognized as a component of the income tax provision. However, since there are no uncertain tax positions, we have not recorded any accrued interest or penalties. The Company is subject to U.S. federal and state taxes in the normal course of business, and its income tax returns are subject to examination by the relevant tax authorities. Tax years 2016-2018 are still open for examination by Federal tax authorities and tax years 2015-2018 are generally open for examination by state tax authorities. The Company has not utilized net operating loss carryforwards which were generated in the tax years 2010-2014, so the statute of limitations for these years remains open for purposes of adjusting the amounts of the losses carried forward from those years. |
STOCKHOLDERS' EQUITY AND EARNIN
STOCKHOLDERS' EQUITY AND EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCKHOLDERS' EQUITY AND EARNINGS PER SHARE | STOCKHOLDERS’ EQUITY AND EARNINGS PER SHARE Our capital structure consisted of the following at December 31, 2019 and 2018 : December 31, 2019 2018 Authorized Total Issued Total Issued Common Stock Common Stock 150,208,500 2,105,616 1,772,894 Class B Common Stock Class B-1 4,023,400 3,811,342 3,811,342 Class B-2 4,023,400 3,811,342 3,811,342 Class B-3 8,165,700 7,735,169 7,735,169 Class B-4 781,644 627,579 627,579 Total Class B Common Stock 16,994,144 15,985,432 15,985,432 Class C Common Stock 15,803,212 838,448 838,448 Class D Common Stock 16,994,144 — — Total Common Stock 200,000,000 18,929,496 18,596,774 Preferred Stock Series B Cumulative Convertible 100,000,000 12,427,941 10,552,941 Series A Redeemable — 22,000 22,000 Total Preferred Stock 100,000,000 12,449,941 10,574,941 Total 300,000,000 31,379,437 29,171,715 Less: Treasury Stock (2,370,737 ) (1,870,164 ) Total issued and outstanding 29,008,700 27,301,551 Common Stock Shares of Common Stock, Class B Common Stock, Class C Common Stock, and Class D Common Stock share proportionately in our earnings and losses attributable to common shareholders. There are no shares of Class D Common Stock outstanding as of December 31, 2019 or 2018 . Class B, C, and D Common Stock Holders of our Common Stock generally have the same relative powers and preferences, except for certain transfer restrictions, as follows: • Class B Common Stock - The Class B common stock, which was issued in exchange for membership units of the Fund, the stock of the Manager or membership units of Holdings, is held by a custodian and divided into four separate series of Class B common stock. The Class B-1, B-2 and B-3 common stock are not eligible for conversion into common stock until, and subject to transfer restrictions that lapse upon, predetermined intervals of six , nine or 12 months following the earlier of (1) consummation of an initial public offering or (2) the 90th day following notice given by the board of directors not to pursue an initial public offering, in the case of each of the Class B-1, Class B-2 and Class B-3 common stock, respectively. If, at any time after the five -month anniversary of the consummation of an initial public offering, the closing price of the Company’s common stock is greater than 125% of the offering price in an initial public offering for 20 consecutive trading days, all shares of Class B-1, Class B-2 and Class B-3 common stock will be convertible into shares of our common stock and will not be subject to restrictions on transfer under the Company’s certificate of incorporation. Each share of Class B-4 common stock will be convertible to one share of Common Stock upon the four -year anniversary of the consummation of the Conversion Transactions. The transfer restrictions will terminate earlier if (1) any time after five months from the first day of trading on a national securities exchange, either the market capitalization (based on the closing price of the Company’s common stock) or the Company’s book value will have exceeded $730.4 million (subject to upward adjustment by the amount of any net proceeds from new capital raised in an initial public offering or otherwise, and to downward adjustment by the amount of any dividends or distributions paid on membership units of the Fund or the Company’s securities after the Conversion Transactions), or (2) after entering into an employment agreement approved by the Company’s compensation committee, the holder of Class B common stock is terminated without cause, as this term is defined in their employment agreements as approved by the Company’s compensation committee. In addition, unless the Company has both (i) raised an aggregate of at least $50 million in one or more transactions through the issuance of new equity securities, new indebtedness with a maturity of no less than one year, or any combination thereof, and (ii) completed a listing on a national securities exchange, then, in the event of a liquidation of the Company, no portion of the proceeds from the liquidation will be payable to the shares of Class B-4 common stock until such proceeds exceed $730.4 million . All shares of Class B common stock automatically convert into Common Stock upon consummation of a change of control as defined in the certificate of incorporation. To provide additional incentive for holders of Class B common stock to remain longer-term investors, we agreed to pay, subject to the availability of legally distributable funds, a Special Dividend to Class B stockholders of $0.95 a share to all stockholders who have retained continuous ownership of their shares through the 12 month period following an initial public offering. • Class C Common Stock – There is one series of Class C common stock which is also held by the custodian and will either be redeemed for cash or converted into shares of Class B common stock. Following the consummation of an initial public offering, we may, in our sole discretion, use up to 30% of the net proceeds from the offering (up to an aggregate of $50 million ) to effect a pro rata redemption of Class C common stock (based upon the number of shares of Class C common stock held by each stockholder) at the initial public offering price, less selling commissions and discounts paid or allowed to the underwriters in the initial public offering. It is expected that the amount the stockholders of Class C common stock will receive per share will be less than the amount of their original investment in the Fund per unit. Any shares of Class C common stock that are not so redeemed will automatically convert into shares of Class B common stock as follows: 25% of the outstanding shares of Class C common stock will convert into shares of Class B-1 common stock, 25% will convert into shares of Class B-2 common stock and 50% will convert into shares of Class B-3 common stock. • Class D Common Stock – If any holder of Class B common stock submits a notice of conversion to the custodian, but represents to the custodian that the holder has not complied with the applicable transfer restrictions, all shares of Class B common stock held by the holder will be automatically converted into Class D common stock and will not be entitled to the Special Dividend and will not be convertible into common stock until the 12 -month anniversary of an IPO and, then, only if the holder submits a representation to the custodian that the applicable holder has complied with the applicable transfer restrictions in the 90 days prior to such representation and is not currently in violation. If any shares of Class B common stock owned by a particular holder are automatically converted into shares of Class D common stock, as discussed above, then each share of Class C common stock owned by the holder will convert into one share of Class D common stock. Preferred Stock In 2014, the Company issued a total of 8.2 million shares of the Company’s Series B-1 and B-2 Cumulative Convertible Preferred Stock (“Series B-1 and B-2 Preferred Stock”) to certain investor groups in exchange for $26.4 million (the “Preferred Investment”). Effective April 1, 2019, the holders of our Series B Preferred Stock agreed to a one -year extension of the redemption date for the shares of our Series B-1 and B-2 Preferred Stock they respectively hold in exchange for an aggregate payment by the Company of $2.6 million to the holders of the Series B-1 and B-2 Preferred Stock on July 24, 2020 whether or not a redemption is requested. In February 2018, JPM Funding purchased 2,352,941 shares of our Series B-3 Cumulative Convertible Preferred Stock, $0.01 par value per share (the “Series B-3 Preferred Stock”), at a purchase price of $3.40 per share, for a total purchase price of $8.0 million . On September 25, 2019, JPM Funding purchased 1,875,000 shares of our Series B-4 Cumulative Convertible Preferred Stock, $0.01 par value per share (the “Series B-4 Preferred Stock”), and collectively with the Series B-1 Preferred Stock, Series B-2 Preferred Stock, and Series B-3 Preferred Stock, the “Series B Preferred Stock”), at a purchase price of $3.20 per share, for a total purchase price of $6.0 million . Current holders of our Series B Preferred Stock are collectively referred to herein as the “Series B Investors.” Except for certain voting and transfer rights, and different dividend and redemption provisions of the Series B-3 and Series B-4 Preferred Stock described below, the rights and obligations of the Series B Preferred Stock are substantially the same. The description below provides a summary of certain material terms of the Series B Preferred Stock: • Dividends . Dividends on the Series B Preferred Stock are cumulative and accrue from the issue date and compound quarterly at the rate of 8% for the Series B-1 and B-2 Preferred Stock and 5.65% for the Series B-3 and B-4 Preferred Stock, of the issue price per year, payable quarterly in arrears. Subject to certain dividend rights and restrictions, no dividend may be paid on any capital stock of the Company during any fiscal year unless all accrued dividends on the Series B Preferred Stock have been paid in full, except for dividends on shares of voting Common Stock. In the event that any dividends are declared with respect to the voting Common Stock or any junior ranking securities, the holders of the Series B Preferred Stock are entitled to receive additional dividends over the stated 8% dividend rate - see additional descriptions below. During year ended December 31, 2019 and 2018 , we recorded preferred investment dividends on our Series B-1 and B-2 Preferred Stock of $3.5 million and $2.1 million , respectively, or $0.28 and $0.20 per preferred share, respectively, and there were no arrearages at December 31, 2019 . Pursuant to the terms of the redemption extension described above, we accrued and recorded the cash consent payment due on the Series B-1 and B-2 Preferred Stock of $1.3 million during the year ended December 31, 2019 or $0.11 per preferred share. During years ended December 31, 2019 and December 31, 2018 , we recorded preferred investment dividends on our Series B-3 Preferred Stock of $0.5 million and $0.4 million , respectively, or $0.04 and $0.04 per preferred share, respectively. During the year ended December 31, 2019 , we recorded preferred investment dividends on our Series B-4 Preferred Stock of $0.1 million or $0.01 per preferred share. • Redemption upon Demand . At any time after July 24, 2020 in the case of Series B-1 and B-2 Preferred Stock, at any time after February 9, 2023 in the case of Series B-3 Preferred Stock, and at any time after September 24, 2024 in the case of Series B-4 Preferred Stock, or at any time in the event certain defaults have occurred if at least 85% of the holders choose, each holder of Series B Preferred Stock may require the Company to redeem, out of legally available funds, the shares of Series B Preferred Stock held by such holder at a price (the “Redemption Price”) equal to the greater of (i) 150% of the sum of the original price per share in the case of Series B-1 and B-2 Preferred Stock, and 145% in the case of Series B-3 and B-4 Preferred Stock, plus all accrued and unpaid dividends or (ii) the sum of the tangible book value of the Company per share of voting Common Stock plus all accrued and unpaid dividends, as of the date of redemption. Such events of default may include default on debt or non-appealable judgments against the Company in excess of certain balances, failure to comply timely with the Company’s reporting obligations under the Exchange Act, or proceedings or investigations against the Company relating to any alleged noncompliance with certain regulations. Based on the initial Series B-1 and B-2 Preferred Investment of $26.4 million , the Redemption Price would presently be $39.6 million , resulting in a redemption premium of $13.2 million . Based on the initial Series B-3 Preferred Investment of $8.0 million , the Redemption Price would presently be $11.6 million , resulting in a redemption premium of $3.6 million . Based on the initial Series B-4 Preferred Investment of $6.0 million , the Redemption Price would presently be $8.7 million , resulting in a redemption premium of $2.7 million . In accordance with applicable accounting standards, Series B preferred stock is classified as temporary or “mezzanine” equity on the balance sheet and we have elected to amortize the redemption premium using the effective interest method as an imputed dividend over the holding term of the preferred stock. During years ended December 31, 2019 and 2018 , we recorded amortization of the redemption premium of $2.5 million and $3.5 million , respectively, as deemed dividends to preferred shareholders. • Optional Redemption. If at any time a holder holds less than 15% of the number of shares of Series B Preferred Stock originally issued to it (subject to adjustment), the Company may elect to redeem all shares of Series B Preferred Stock held by such holder at a price equal to the greater of (i) 160% and 145% of the sum of original issue price for the Series B-1 and B-2 Preferred Stock and the Series B-3 and B-4 Preferred Stock, respectively, of (x) the original price per share, plus (y) any accrued and unpaid dividends, whether or not declared, until redeemed, and (ii) the sum of (x) the per share book value per share as of the date of such redemption, plus (y) any accrued and unpaid dividends, whether or not declared, until redeemed, with a 30 -day notice given by the Company. • Liquidation Preference . Upon a “deemed liquidation event” of the Company, before any payment or distribution is made to or set apart for the holders of any junior ranking securities, the holders of shares of Series B Preferred Stock will be entitled to receive a liquidation preference of 150% and 145% of the sum of original issue price for the Series B-1 and B-2 Preferred Stock and the Series B-3 and B-4 Preferred Stock, respectively, plus all accrued and unpaid dividends, subject to other provisions. • Conversion . Each share of Series B Preferred Stock is convertible at any time by any holder thereof into a number of shares of Common Stock initially equal to the sum of the original price per share of Series B Preferred Stock plus all accrued and unpaid dividends, divided by the conversion price then in effect. The initial conversion price is equal to the original price per share of Series B Preferred Stock, subject to adjustment. However, all issued and outstanding shares of Series B Preferred Stock will automatically convert into shares of Common Stock at the conversion price then in effect upon the closing of a sale of shares of Common Stock at a price equal to or greater than 2.25 times the original price per share of the Series B Preferred Stock, subject to adjustment, in a firm commitment underwritten public offering and the listing of the Common Stock on a national securities exchange resulting in at least $75.0 million of gross proceeds. At December 31, 2019 , the 8.2 million shares of Series B-1 and B-2 Preferred Stock, the 2.4 million shares of B-3 Preferred Stock and the 1.9 million shares of the B-4 Preferred Stock are convertible into a corresponding number shares of Common Stock on a one-to-one basis. • Voting Rights . Holders of Series B Preferred Stock are entitled to vote on an as-converted basis on all matters on which holders of voting Common Stock are entitled to vote. For so long as each initial purchaser of the Series B Preferred Stock holds 50% or more of the number of shares of Series B Preferred Stock it was issued on the original issuance date of the Series B Preferred Stock, the holders of such stock, each voting as a single class, are each entitled to vote for the election of one member of the board of directors (Series B Directors). In addition, for so long as either of the initial purchaser of the Series B Preferred Stock holds 50% or more of the number of shares of Series B-1 Preferred Stock or Series B-2 Preferred Stock, respectively, issued to such person on the original issuance date of the Series B Preferred Stock, the holders of the Series B-1 Preferred Stock and Series B-2 Preferred Stock, by majority vote of the holders of each such series of Series B Preferred Stock, are entitled to vote for the election of one additional independent member of the board of directors. • Investment Committee . The Series B Directors, along with the Company’s Chief Executive Officer (if then serving as a director of the Company), serve as members of the Investment Committee of the Company’s board of directors (the "Investment Committee"). The Investment Committee assists the board of directors with the evaluation of the Company’s investment policies and strategies. On October 28, 2019, JPM Funding, in its capacity as the holder of Series B-2 Preferred Stock, elected Daniel Rood, Executive Director of JPM Funding, to serve on the Company’s board of directors pursuant to rights granted to JPM Funding under the Second Amended and Restated Certificate of Designation of the Series B-1 Cumulative Convertible Preferred Stock, Series B-2 Cumulative Convertible Preferred Stock, and Series B-3 Cumulative Convertible Preferred Stock, as amended, replacing Chadwick Parson as the Series B-2 Director following Mr. Parson’s departure from JPMorgan & Co. and the appointment of Mr. Parson as Chief Executive Officer and Chairman of the Board of Directors of the Company. In addition to serving on the Board of Directors of the Company, Mr. Rood serves on the Investment Committee. • Required Liquidation . Under the Second Amended and Restated Certificate of Designation authorizing the Series B Preferred Stock (the “Restated Certificate of Designation”), if at any time we are not in compliance with certain of our obligations to the holders of the Series B Preferred Stock and we fail to pay (i) full dividends on the Series B Preferred Stock for two consecutive fiscal quarters or (ii) the Redemption Price within 180 days following the later of (x) demand therefore resulting from such non-compliance and (y) July 24, 2020 in the case of the Series B-1 and B-2 Preferred Stock, February 9, 2023 in the case of the Series B-2 Preferred Stock, and September 24, 2024 in the case of the Series B-4 Preferred Stock, unless a certain percentage of the holders of the Series B Preferred Stock elect otherwise, we will be required to use our best efforts to commence a liquidation of the Company. • Other Restrictive Covenants . The Second Amended and Restated Certificate of Designation also contains certain restrictive covenants, which require the consent of a certain percentage of the holders of the Series B Preferred Stock as a condition to us taking certain actions, including without limitation the following: limit the amount of our operating expense or capital expenditure in excess of budgeted amounts; sell, encumber or otherwise transfer certain assets, unless approved in our annual budget subject to certain exceptions; dissolve, liquidate or consolidate our business; enter into any agreement or plan of merger or consolidation; engage in any business activity not related to the ownership and operation of mortgage loans or real property; hire or terminate certain key personnel or consultants; bankruptcy of a subsidiary; default on debt over certain thresholds that entitle the creditor to accelerate repayment; judgments against the Company over $2.0 million that are not timely cured or appealed; failure to file timely with the SEC; or commencement of legal proceedings or investigations in conjunction with noncompliance with regulations. Under the Second Amended and Restated Certificate of Designation for the Series B Preferred Shares, we cannot exceed 103% of the aggregate line item expenditures in our annual operating budget approved by the Series B Investors without their prior written approval. We were in breach of this covenant for the year ended December 31, 2019 for certain expenses that exceeded the approved budget by more than 103% . However, subsequent to December 31, 2019 , we obtained a waiver of this breach from the Series B Investors. The Second Amended and Restated Certificate of Designation contains numerous provisions relating to dividend preferences, redemption rights, liquidation preferences and requirements, conversion rights, voting rights, investment committee participation and other restrictive covenants with respect to the Series B Preferred Stock. In connection with the issuance of the Series B-3 Preferred Stock, on February 9, 2018, the Company issued to JPM Funding a warrant to acquire up to 600,000 shares of the Company’s common stock (the “JPM Warrant”). The JPM Warrant is exercisable at any time on or after February 9, 2021 for a two ( 2 ) year period, and has an exercise price of $2.25 per share. The JPM Warrant provides for certain adjustments that may be made to the exercise price and the number of shares issuable upon exercise due to customary anti-dilution provisions based on future corporate events. The JPM Warrant is exercisable in cash, and subject to certain conditions may also be exercised on a cashless basis. The warrant is classified as stockholders’ equity under the applicable guidance and was recorded at relative fair value at issuance as is described in Note 8. Series A Redeemable Preferred Stock Issuance On May 31, 2018, the Company entered into a Series A Senior Perpetual Preferred Stock Subscription Agreement (the “Series A Subscription Agreement”) with JPM Funding. pursuant to which, JPM Funding purchased 22,000 shares of Series A Preferred Stock, at a purchase price of $1,000 per share (the “Face Value”), for a total purchase price of $22.0 million . The Series A Preferred Stock ranks senior with respect to dividend and redemption rights and rights upon liquidation, dissolution or winding up of the Company to all other classes or series of shares of the Company’s preferred and common stock and to all other equity securities issued by the Company from time to time. The Series A Preferred Stock is non-voting stock. Holders of the Series A Preferred Stock are entitled to receive a liquidation preference equal to the sum of the Face Value of the Series A Preferred Stock plus all accrued and unpaid dividends. Dividends on the Series A Preferred Stock are cumulative and accrue from the issue date at the rate of 7.5% of the issue price per year, payable quarterly in arrears on or before the last day of each calendar quarter. In addition, if any dividends or other amounts treated for U.S. federal tax income purposes as distributions with respect to the Series A Preferred Stock (“Distributions”) paid to a person treated as a corporation for U.S. federal income tax purposes that holds Series A Preferred Stock (a “Corporate Holder”) do not qualify in whole or in part for the benefit of the dividends received deduction (the “DRD”) under Section 243 of the Internal Revenue Code of 1986, as amended (the “Code”) because the Company does not have sufficient earnings and profits for U.S. federal income tax purposes with respect to all or a portion of such Distributions, then the Company shall make an additional distribution to such Corporate Holder as described in the Certificate of Designation of Series A Senior Perpetual Preferred Stock (the “Certificate of Designation”), but effectively in an amount equal to the tax benefit that would have otherwise been received by the Corporate Holder if the Distribution did qualify for the DRD (the “DRD Gross-Up Distribution”). If a Corporate Holder receives any dividend, Distribution (including any DRD Gross-Up Distribution) or other payment treated as a dividend under the Code that constitutes in whole or in part an “extraordinary dividend” under Section 1059(c)(1) of the Code or would otherwise be subject to Section 1059 of the Code (an “Extraordinary Dividend”), then the Company shall make an additional distribution to such Corporate Holder as described in the Certificate of Designation, but effectively in an amount equal to the tax benefit that would have otherwise been received by the Corporate Holder if the dividend, Distribution or other payment did not constitute an Extraordinary Dividend under Section 1059 of the Code (the “Section 1059 Gross-Up Distribution”). No Section 1059 Gross‑Up Distribution shall be payable with respect to any dividend or distribution paid after the second (2nd) anniversary of the initial issuance of the Series A Preferred Stock to any Corporate Holder other than JPM Funding. The Company may elect to pay a DRD Gross-Up Distribution or a Section 1059 Gross‑Up Distribution either in additional shares of Series A Preferred Stock having an aggregate Face Value equal to such DRD Gross-Up Distribution or Section 1059 Gross‑Up Distribution, respectively, or in cash, except that in connection with or following the disposition of the Series A Preferred Stock by such Corporate Holder, such payments shall be made in cash. For the year ended December 31, 2019 and 2018 , we recorded DRD Gross-Up Distributions payable of $0.3 million and $0.2 million , respectively, and no Extraordinary Dividend or Section 1059 Gross-Up Distribution. During the year ended December 31, 2019 and 2018 , we recorded a total of $2.0 million and $1.2 million of dividends (inclusive of the DRD Gross-Up Distributions) related to Series A Preferred Stock, respectively. The Company has certain call rights with respect to the Series A Preferred Stock and the holders of Series A Preferred Stock can put the instrument for cash at any time on or after May 31, 2023 or in the event certain events or defaults occur, each as set forth in the Series A Certificate of Designation. The provisions described above relating to the Real Estate Exemption are also applicable to the Series A Preferred Stock. Accordingly, a violation of that provision would result in an acceleration of the put rights of the holder of Series A Preferred Stock. Series B and Series A Preferred stock are classified as mezzanine equity in the accompanying consolidated balance sheets. Treasury Stock On January 11, 2019, the Company concluded a tender offer to purchase up to 477,170 shares of Class B Common Stock and 22,830 shares of Class C common stock for $2.00 per share. The tender offer was over-subscribed and the 500,000 shares were purchased on a pro rata basis among the participating shareholders. The repurchase of these shares was treated as a treasury stock repurchase as reflected in the consolidated balance sheet. In addition, during the years ended December 31, 2019 and 2018 , an aggregate of 573 shares of Class B common stock and 44,068 shares of Class C common stock were relinquished to the Company for no consideration to the shareholder, respectively. Share-Based Compensation Our First Amended and Restated 2010 IMH Financial Corporation Employee Stock Incentive Plan (“Equity Incentive Plan”) provides for awards of stock options, stock appreciation rights, restricted stock units and other performance based awards to our officers, employees, directors and certain consultants. The maximum number of shares of common stock available to be issued under such awards was not to exceed 2,700,000 common shares, subject to increase to 3,300,000 shares after an initial public offering. The 2014 IMH Financial Corporation Non-Employee Director Compensation Plan (the “Director Plan”) provides for the issuance of up to 300,000 shares of common stock. Pursuant to the Director Plan, eligible directors are entitled to the compensation set forth below for their service as a member of the board of directors and its committees. The Director Plan provides for, among other things, an annual grant of restricted common stock in an amount equal to $20,000 based on the fair market value of such shares as determined under the Director Plan. These annual awards vest in full over twelve months and are issuable following the annual appointment of the board position. Only those directors who meet the independence standards under the rules of the New York Stock Exchange and the Securities and Exchange Commission are eligible to participate. Unless sooner terminated by the board of directors, the Director Plan will terminate on August 6, 2024. During the year ended December 31, 2019 , the Company issued 332,722 shares of common stock pursuant to previous restricted stock awards. During the year ended December 31, 2019 , the Company granted 474,405 shares of restricted stock to certain executives of the Company, net of certain elections made by the executives under Section 83(b) of the Code and the award agreements, vesting in three equal parts on each of January 1, 2020, January 1, 2021, and January 1, 2022. We granted 117,449 options to employees pursuant to our Equity Incentive Plan during the year ended December 31, 2019 which have an exercise price of $2.69 per share and have an estimated fair value of $1.09 per option and all options vest over a three year term. During the year ended December 31, 2019 , 67,715 options were forfeited. During the year ended December 31, 2018 , the Company issued 517,252 shares of common stock pursuant to previous restricted stock awards. During the year ended December 31, 2018 , the Company granted 114,865 shares of restricted stock to certain executives of the Company, net of certain elections made by the executives under Section 83(b) of the Code and the award agreements, vesting in three equal parts on each of January 1, 2018, January 1, 2019, and January 1, 2020. We granted 110,979 options to employees pursuant to our Equity Incentive Plan during the year ended December 31, 2018 . 30,000 of those options have an exercise price of $1.81 per share and have an estimated fair value of $0.73 per option. 80,979 of those options have an exercise price of $2.65 per share and have an estimated fair value of $1.06 per option. During the year ended December 31, 2018 , 63,849 options were forfeited. In addition, during the year ended December 31, 2018, the Company issued a total of 74,136 shares of restricted common stock to our non-employee independent directors pursuant to the 2014 Non-Employee Director Compensation Plan for fiscal year 2017. 44,132 of those shares have a fair value of $1.81 upon issuance and vested on June 29, 2018. 30,004 shares had a fair value upon issuance of $2.67 and vested on June 30, 2019. We account for the issuance of common stock, stock options and warrants in accordance with applicable accounting guidance. The compensation expense for such awards are determined based on the fair value of a share of the common stock, as determined by an independent consultant as our stock is not traded on an open exchange, and using valuation models and techniques, as appropriate. The options generally have a contractual term of ten years. Certain stock option grants vested ratably on the first, second and third anniversaries of the date of grant, while other stock options vested ratably on a monthly basis over three years from the date of grant. The fair value of stock-based awards is estimated on the date of grant using the Black-Scholes valuation model. For employee options, we use the simplified method to estimate the period of time that options granted are expected to be outstanding. Expected volatility is based on the historical volatility of our peer companies’ stock for the length of time corresponding to the expected term of the option. The expected dividend yield is based on our historical and projected dividend payments. The risk-free interest rate is based on the U.S. treasury yield curve on the grant date for the expected term of the option. In order to estimate the fair value of the securities subject to these transactions pursuant to applicable accounting standards, we utilize information provided by an independent third-party valuation firm incorporating financial and other information, including prospective financial information, provided by us, as well as information obtained from various public, financial, and industry sources. Based on this analysis, management estimated the fair value of the restricted stock awards issued or granted for the years ended December 31, 2019 and 2018 was $1.65 and $2.67 per share, respectively. For stock options issued during the years ended December 31, 2019 and 2018 , the fair value was estimated at the date of grant using the Black-Scholes option-pricing model based on the exercise price of the award and other assumptions relating to expected dividend yield, expected stock price volatility, risk-free interest rate, and expected life of opt |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Construction and Related Guarantees As described in Note 9, the Company agreed to provide MidFirst Bank with a loan repayment guaranty equal to 50% of the sum of the outstanding principal and accrued and unpaid interest on the MacArthur Loan, plus a guaranty of 50% of hotel operating costs, enforcement costs under the loan (if any), and recourse amounts that may come due (if any). The Company has also provided a construction completion guaranty with respect to the planned renovations of MacArthur Place. The construction completion guaranty will be released upon payment of all project costs and receipt of a certificate of occupancy. The MidFirst Bank loan documents also require that the loan remain “in balance” throughout its term, such that the remaining undisbursed loan funds exceed the aggregate of (i) future expenditures by the borrower to complete the renovations in accordance with the approved construction budget and (ii) loan interest. If the loan becomes out of balance, the Company must fund the difference. Excess costs incurred to date have been funded by the Hotel Fund or the Company, and management expects that the Hotel Fund or the Company will fund any further excess renovation costs. Guarantor Recovery We have pursued and periodically receive favorable judgments against guarantors in connection with their personal guarantees of certain legacy loans on which we previously foreclosed. Similarly, we have filed claims against certain insurance providers and other parties for reimbursement of amounts we believe are due to the Company under such policies. Due to the uncertainty of the nature and extent of the available assets of these guarantors to pay the judgment amounts or amounts collectible under insurance claims, we do not record recoveries for any amounts due under such judgments or claims, except to the extent we have received assets without contingencies. We continue to pursue, investigate and evaluate the assets available of guarantors to collect all amounts due under judgments received in our favor. However, to the extent that such amounts are not determinable, they have not been recognized as recovery income in the accompanying consolidated statements of operations. Further recoveries under this and other judgments received in our favor will be recognized when realization of the recovery is deemed probable and when all contingencies relating to recovery have been resolved. During the year ended December 31, 2019, we recorded cash and/or other asset recoveries of $1.1 million , which is included and netted against a $2.6 million non-cash provision for credit loss, resulting in the net $1.5 million provision for credit losses on the accompanying consolidated statement of operations. During the year ended December 31, 2018, we recorded cash and/or other asset recoveries of $2.0 million from guarantor settlements, insurance recoveries, and other settlements. Employee Benefit Plans 401(k) Retirement Savings Plan The Company, through its human resource provider, participates in a 401(k) (the “401k Plan”) retirement savings plan that allows for eligible participants to defer compensation, subject to certain limitations imposed by the Code. The Company may provide a discretionary matching contribution of up to 4% of each participant’s eligible compensation. During the years ended December 31, 2019 and 2018 , the Company’s matching contributions were $0.1 million and $0.2 million , respectively, which is included in general and administrative expenses in the accompanying consolidated statement of operations. Deferred Compensation Plan The Company maintains a non-qualified deferred compensation plan (the “Plan”), which allows a select group of executive employees to defer a portion of their compensation. Such deferred compensation is distributable in cash in accordance with the rules of the Plan. Deferred compensation amounts under such plan as of December 31, 2019 and 2018 , totaled approximately $0.2 million and are included in other accrued expenses in our consolidated balance sheets. Distributions to participants can be either in one lump sum payment or annual installments as elected by the participants. Legal Matters We may be a party to litigation as the plaintiff or defendant in the ordinary course of business. While various asserted and unasserted claims may exist, resolution of these matters cannot be predicted with certainty. We establish reserves for legal claims when payments associated with the claims become probable and the payments can be reasonably estimated. Given the uncertainty of predicting the outcome of litigation and regulatory matters, it is generally difficult to predict what the eventual outcome will be, and when the matter will be resolved. The actual costs of resolving legal claims may be materially higher or lower than any amounts reserved for the claims. Partnership Claims In August 2016, a limited liability company member of Carinos Properties, LLC (“Carinos”) and Unit 6 Partners, LLC (“UP6”), filed a complaint in the United States District Court for the District of Arizona (“Federal Court”) generally alleging the Company breached its fiduciary duty to plaintiff under ERISA with respect to certain property we own in New Mexico. In April 2018, the court denied the Company’s motion for summary judgment in the case, but stayed any further action in the case pending the results of related litigation before the state trial court (“State Court”) described below. Damages were not specified in the Federal Court. During the year ended December 31, 2019, a settlement and release agreement in this matter was executed which resulted in, among other things, 1) dismissal of this litigation, and 2) the Company’s receipt of the limited partner interests in the underlying entities (which had the impact of decreasing the non-controlling interest recorded for such interests in the accompanying financial statements), in exchange for cash payment of $2.7 million . The Company did not incur a loss as a result of this transaction as the fair value of the limited partner interests received exceeded the cash payment amount. Partnership Settlement In the first quarter of 2017, Recorp-New Mexico Associates Limited Partnership (“RNMA I”) conducted a capital call pursuant to its organizational documents. As a result of the capital call, certain limited partnership interests in RNMA I were transferred to one or more subsidiaries of the Company. One of the limited partners in RNMA I whose limited partnership interests were transferred filed suit challenging the effectiveness of the transfer and forfeiture of his limited partnership interests in State Court. On January 4, 2019, the court issued a minute entry, holding, among other things, that the limited partner’s limited partnership interest in RNMA I was not forfeited. On January 22, 2019, the subsidiary of the Company filed a motion for a new trial on the minute entry ruling. On March 21, 2019, the court issued an order staying its January 4, 2019 minute entry ruling, and granting a new trial. An evidentiary hearing was held in early August 2019 on certain factual questions, and the court requested post trial briefing in September 2019. The State Court issued its ruling in November 2019. In summary, the Court ruled (i) the limited partners of RNMA I properly noticed the removal of Recorp Partners, Inc. (“RPI”) as the general partner effective as of December 2017 which rendered all actions taken by RPI from and after that date “ultra vires” or ineffective - including the purported capital call in the first quarter of 2017 and the resulting transfer and forfeiture of the limited partnership interest of all limited partners, and (ii) Stockholder, LLC, a wholly owned subsidiary of the Company, is the sole owner of all of the stock of RPI as the corporate general partner of RNMA I. As a result of this ruling, the Company has timely filed a notice of appeal of this ruling in the state appellate court, and RPI has made demand on the RNMA I limited partners pursuant to the governing partnership documents for an arbitration to challenge the merits of the notice of removal as the general partner. Subsequent to December 31, 2019, the Company commenced negotiations to settle this matter with the limited partners in RNMA I. Pursuant to an offer made by the Company to the limited partners, the Company offered to buy the interests of limited partners for a cash payment of $1.3 million . While the limited partners did not respond to the settlement offer before the offer expiration date, by the offer made, the Company’s management has expressed a willingness to settle this offer for this amount and, accordingly, we have accrued a settlement loss of $1.3 million for this matter in the accompanying consolidated financial statements. In September 2017, the State Court ordered the termination of the receivership over Stockholder, LLC, a wholly-owned subsidiary of the Company (“Stockholder”). Stockholder is the owner of all of the shares of stock in certain corporations that act as the general partner / limited liability company manager of several entities that own land and/or certain water interests in New Mexico. David Maniatis (“Maniatis”) timely filed a notice of appeal of this order to the State Court of Appeals. That appeal is currently pending. In December 2017, the State Court entered an interim “stay” order in the Company’s case against judgment debtor Maniatis and his affiliates enjoining the Company from taking any further collection action against Maniatis, pending an accounting of all previous debt collection activities and a trial on certain limited issues involving the calculation of interest and penalties on the original defaulted debt guaranteed by Maniatis. The stay order also temporarily inhibited the Company from effecting the sale or transfer of all or any part of the property previously acquired by the Company through litigation involving Maniatis, including approximately 7,000 acres of land and related water interests in New Mexico, and 111 acres of land in Texas. In the second quarter of 2019, the State Court lifted the stay on all property previously acquired by the Company through litigation involving Maniatis except for the ownership interests in, and property held by, RNMA I. The ownership interests in, and property of, RNMA I remain subject to the stay until the date that is 30 days after the resolution of the above-described RNMA I dispute. Management does not believe that loss is probable and, accordingly, no amounts have been accrued for this matter in the accompanying consolidated financial statements. In April 2019, the New Mexico state trial court amended an order enjoining certain individuals from taking any action with regard to certain real property in the Rio West/Albuquerque project. The amendment expanded the injunction to include Recorp/IMH from transferring any partnership ownership interests (or assets owned by these partnerships) until further order of the court. This entire case was dismissed on September 18, 2019, and all injunctions (as modified) have been terminated. The deadline to appeal the dismissal of these actions has expired. Intercreditor Agreement Claim The Company and certain of our subsidiaries are defendants in a case that is in the Arizona District Court. The case arose from claims by another creditor of the Justin 123 receivership alleging breach of contract and other related claims stemming from a Partial Settlement and Intercreditor Agreement entered into among the major creditors, including the claimant and certain of our subsidiaries. The suit sought damages totaling $0.3 million , plus attorney fees and punitive damages. During the fourth quarter of 2019, the Company settled this claim for a payment of $0.1 million . Hotel Fund Obligations As discussed in Note 6, if the Hotel Fund has insufficient operating cash flow to pay the Preferred Distribution in a given month, the Company has agreed to provide the funds necessary to pay the Preferred Distribution for such month. Such payments are treated as additional capital contributions and the Company’s capital account is increased by such amount. As of December 31, 2019 and 2018, the Company had funded $2.0 million and $0.5 million , respectively, under this provision. Moreover, we, as the sponsor, have agreed to fund, in the form of common capital contributions, up to 6.0% of gross proceeds as selling commissions and up to 1.0% of gross proceeds as nonaccountable expense reimbursements to broker-dealers based on the capital raised by them for the Hotel Fund. As of December 31, 2019 and 2018, the Company had funded $0.1 million under this provision. These portions of our common equity in the Hotel Fund are subordinate to the distribution of capital to Preferred Investors in the event of a capital transaction. The timing and amount of remaining required shortfall funding is indeterminable and could be material to the Company’s operations and liquidity. Other We are subject to oversight by various state and federal regulatory authorities, including, but not limited to, the Arizona Corporation Commission, the Arizona Department of Financial Institutions (Banking), and the SEC. Our income tax returns have not been examined by taxing authorities and all statutorily open years remain subject to examination. |
RELATED PARTY TRANSACTIONS AND
RELATED PARTY TRANSACTIONS AND COMMITMENTS | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS AND COMMITMENTS | RELATED PARTY TRANSACTIONS AND COMMITMENTS Contractual Agreements Interim CEO Arrangement During the year ended December 31, 2019 , the Company entered into a Termination of Employment Agreement, Release and Additional Compensation Agreement with Mr. Bain, the Company’s former Chairman of the Board and Chief Executive Officer (the “Bain Termination Agreement”) as well as certain other agreements. The material terms of these agreements are summarized below. 1) On July 30, 2019, the Company entered into a Consulting Services Agreement (the “ ITH Consulting Services Agreement ”) with ITH Partners, LLC, a Nevada limited liability company (“ITH”), pursuant to which ITH agreed to provide certain consulting services to the Company for a ninety ( 90 ) day period commencing effective as of July 25, 2019, subject to automatic thirty ( 30 ) day renewals unless earlier terminated by the parties as provided therein. Mr. Bain is the Managing Director of ITH. Pursuant to the ITH Consulting Services Agreement, Mr. Bain was appointed to fill a vacancy on the Board of Directors of the Company (created when Mr. Bain’s employment terminated and he stepped down from the Board of Directors) and served as interim Co-Chairman and Chief Executive Officer of the Company until November 1, 2019. The ITH Consulting Services Agreement imposes certain limitations on the authority of Mr. Bain to act on behalf of the Company. In exchange for ITH’s services under this agreement, the Company agreed to pay ITH a monthly consulting fee of $30,000 commencing August 1, 2019. The Company elected to terminate this agreement effective December 15, 2019; 2) Mr. Bain received a cash bonus of $0.6 million for his 2018 services (which was paid during year ended December 31, 2019 ) and $0.35 million for his 2019 services, to be paid no later than March 31, 2020 (which has been accrued in the accompanying consolidated financial statement in general and administrative expenses); 3) Mr. Bain is entitled to receive two payments of $0.25 million each by no later than January 31, 2020 (which was paid subsequent to year end) and January 31, 2021, respectively; 4) Mr. Bain is entitled to receive a Legacy Asset Performance Fee (“LAPF”), as calculated in accordance with his prior employment agreement, in connection with the disposition of the Company’s interests in the assets of the New Mexico Partnerships (the “New Mexico Assets”) provided that such disposition occurs prior to December 31, 2022; 5) On July 30, 2019, the Company and ITH also entered into a Consulting Services Agreement (the “New Mexico Asset Consulting Agreement”) pursuant to which ITH agreed to provide certain consulting services to the Company with respect to certain real property located in Sandoval County, New Mexico (the “New Mexico Asset”) for a period expiring on the earlier to occur of (a) consummation of the sale of all or substantially all of the New Mexico Asset and (b) December 31, 2022, unless such agreement is earlier terminated by the parties as provided therein. During the term of the New Mexico Asset Consulting Agreement, Mr. Bain is obligated to report to the Company’s Board of Directors and will serve as president of various corporations that serve as general partner of those entities that own the New Mexico Asset. The agreement also imposes certain limitations on the authority of Mr. Bain to act on behalf of the Company. In exchange for ITH’s services under this agreement, the Company has agreed to pay ITH a base monthly consulting fee of $5,000 commencing August 1, 2019, and an incentive bonus in the event that the Net Cash received from the sale of the New Mexico Asset exceeds certain minimum thresholds, after the payment of various reimbursements and expenses. ; and 6) All unvested equity awards and deferred compensation benefits granted to Mr. Bain were vested. During the year ended December 31, 2019 , the Company paid Mr. Bain $0.2 million , net of certain withholdings, under the ITH Consulting Services Agreement and $20 thousand under the New Mexico Asset Consulting Agreement. Under the terms of his employment agreement that expired on July 24, 2019, Mr. Bain is entitled to, among other things, legacy fee payments derived from the value of the disposition of certain legacy assets held by the Company as of December 31, 2010, if such assets are sold at values in excess of 110% of their carrying value as of December 31, 2010. Mr. Bain earned legacy fees of $0.1 million during each of the years ended December 31, 2019 and 2018 . CEO Employment Agreement Effective August 30, 2019, the Company and Chadwick Parson entered into an Executive Employment Agreement (the “Parson Employment Agreement”) pursuant to which, effective November 1, 2019 (the “Commencement Date”), Mr. Parson began serving as the Company’s Chief Executive Officer and was appointed as Chairman of the Board of Directors. The initial term of the Parson Employment Agreement runs through December 31, 2024 (the “Initial Term”). The Initial Term shall automatically be extended for successive one -year periods, unless otherwise terminated (i) for cause or (ii) in the event that the Company or Mr. Parson notifies the other party in writing that the Initial Term (or any subsequent renewal term) shall not be renewed, no later than the 180 days prior to the expiration of such term. In exchange for Mr. Parson’s services, the Company has agreed to pay Mr. Parson an annual base salary of $800,000 (subject to a 3% annual cost of living increase), which may be reduced by the Company, but in no event to an amount less than $500,000 , if the Company does not secure at least $75.0 million in new capital by the 30 -month anniversary of the Commencement Date. Mr. Parson is also entitled to annual incentive compensation based on objectives as may be set forth by the Board’s Compensation Committee. Mr. Parson shall also be entitled to earn a one-time cash bonus of $900,000 in the event the Company closes a restructuring or recapitalization event within 30 months of the Commencement Date, which shall be payable within 30 days following such restructuring or recapitalization event. In addition, the Company agreed to award Mr. Parson, on the Commencement Date, 400,000 restricted shares of the Company’s common stock under the terms of an award agreement entered into between the Company and Mr. Parson pursuant to the terms and provisions of the Equity Stock Incentive Plan. Those shares vest ratably over a three year period from the Commencement Date, unless such vesting is otherwise accelerated as set forth in the award agreement. Mr. Parson is entitled to a relocation allowance of up to $0.2 million . In the event of termination without Cause or if Mr. Parson resigns with Good Reason (as both terms are defined in the Parson Employment Agreement), Mr. Parson will be entitled to any unpaid accrued amounts due, the immediate vesting of all unvested equity-based grants, a prorated amount of any incentive compensation earned during the year of termination, and severance pay equal to the amount of any base salary that would be otherwise payable throughout the Initial Term (and if terminated after the third anniversary of the Commencement Date, an additional amount equal to the one year of base pay), but in no event shall the severance amount exceed three times of his base salary. Juniper Capital Partners, LLC and Related Entities In July 2014, the Company and JCP Realty Advisors, LLC (“JCP Realty”) entered into a consulting services agreement (the “JCP Consulting Agreement”) pursuant to which JCP Realty agreed to perform various services for the Company, including, but not limited to, (a) advising the Company with respect to identifying, structuring, and analyzing investment opportunities, and (b) assisting the Company in managing and liquidating assets, including non-performing assets. Our director, Jay Wolf, is the Managing Member of Juniper Capital Partners, the parent company of JCP Realty. The initial term of the JCP Consulting Agreement was three years and was automatically renewable for an additional two years unless notice of termination was provided by either party. The Company and JCP Realty entered into an amendment of the JCP Consulting Agreement dated October 17, 2017 pursuant to which: (i) the term was extended for two years that ended on July 24, 2019; (ii) the annual base consulting fee was reduced from $0.6 million to $0.5 million (subject to possible upward adjustment based on an annual review by our board of directors); and (iii) JCP Realty is entitled to receive an origination fee of up to 1.25% on any loans or investments in real estate, preferred equity or mezzanine securities that are originated or identified by JCP Realty (subject to a reduced fee based on the increasing size of the loan or investment). JCP Realty is also entitled to legacy fee payments derived from the disposition of certain assets held by the Company as of December 31, 2010 to persons or opportunities arising through the efforts of JCP Realty equal to 5.5% of the positive difference derived by subtracting (i) 110% of our December 31, 2010 valuation mark of that asset from (ii) the gross sales proceeds (on a legacy asset by asset basis without any offset for losses realized on any individual asset sales). During the years ended December 31, 2019 and 2018 , we incurred base consulting fees to JCP Realty of $0.2 million and $0.5 million , respectively. JCP Realty earned legacy fees of $0.1 million and $0.2 million during the years ended December 31, 2019 and 2018 , respectively. The JCP Consulting Agreement terminated on July 24, 2019. JIA Asset Management Agreement On August 14, 2019, the Company entered into a non-discretionary investment advisory agreement (the “JIA Advisory Agreement”) with Juniper Investment Advisors, LLC, a Delaware limited liability company (“JIA”), with an effective commencement date of August 1, 2019, pursuant to which JIA agreed to manage certain assets of the Company, including the Company’s loan portfolio and certain of its legacy real-estate owned properties. Under the terms of the JIA Advisory Agreement, the Company will pay JIA management fees ranging from 1.0% to 1.5% of the net asset value of certain assets under management, as well as a performance fee equal to 20% of the net profits from those assets upon disposition after the Company has received an annualized 7% return on its investment from those assets and recovery of the Company’s basis in such assets. In connection with the JIA Advisory Agreement, certain employees of the Company have transitioned to become employees of JIA, and JIA has also sublet a portion of the Company’s office space. During the year ended December 31, 2019 , we incurred base consulting fees to JIA of $0.1 million and recorded expense reimbursements from JIA for the sublease of office space and certain overhead charges of $0.1 million . Jay Wolf, a director of the Company, is one of the managing partners of JIA. Notes from Certain Investors in Lakeside JV During the year ended December 31, 2017, certain of the investors in the Lakeside JV executed promissory notes in favor of a subsidiary of the Company totaling $0.7 million . During the year ended December 31, 2018, Lakeside JV sold its real estate assets and the notes were repaid along with accrued interest of $56 thousand . Under applicable accounting guidance, the notes receivable were netted against the non-controlling interest balance in the accompanying consolidated balance sheet. Notes Receivable from Certain Partnerships During 2016, a subsidiary of the Company executed promissory notes with certain partnerships to loan up to $0.7 million for the funding of various costs of such partnerships. During the year ended December 31, 2018 , the notes were amended to increase the collective lending facility to a maximum of $5.0 million to cover the partnerships’ anticipated operating and capital expenditures. As of December 31, 2019 , the total principal advanced under these notes was $5.5 million , including $0.5 million of protective advances in excess of the facility’s maximum face amount. The promissory notes earn interest at rates ranging from the JP Morgan Chase Prime rate plus 2.0% ( 6.75% at December 31, 2019 ) to 8.0% and have maturity dates which are the earliest to occur of: (1) the date of transfer of the partnership’s real estate assets; (2) the date on which the current general partner resigns, withdraws or is removed as general partner; or (3) July 31, 2018. As such, the promissory notes are presently in default and the Company is exploring its enforcement options. The promissory notes are cross collateralized and secured by real estate and other assets owned by such partnerships. These promissory notes and the related accrued interest receivable have been eliminated in consolidation. Investment in Unconsolidated Entities As described in Note 6, during the year ended December 31, 2019 , the Company entered into a joint venture agreement with Juniper New Mexico, LLC and Juniper Bishops Manager, LLC (both related parties of Jay Wolf, a director of the Company) to participate in a $10.0 million mezzanine loan to be used to finance the renovation of a luxury resort located in Santa Fe, New Mexico. The mezzanine loan is secondary to a senior mortgage loan funded by an unrelated party. The JV is sponsored and managed by Juniper Bishops Manager, LLC, which manages and controls the joint venture. IMH BL Mezz Lender’s maximum commitment under this investment is $3.9 million (or 39% of the $10.0 million loan), of which $3.8 million was funded as of December 31, 2019 and is reflected in investment in unconsolidated entities in the accompanying consolidated balance sheets. The Company funded $0.1 million of its remaining obligation subsequent to December 31, 2019 . |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Waiver of Compliance Under the Second Amended and Restated Certificate of Designation for the Series B Preferred Shares, we cannot exceed 103% of the aggregate line item expenditures in our annual operating budget approved by the Series B Investors without their prior written approval. We were in breach of this covenant for the year ended December 31, 2019 for certain expenses that exceeded the approved budget by more than 103% . However, subsequent to December 31, 2019, we obtained a waiver of this breach from the Series B Investors. Broadway Tower Sale On January 22, 2020, the Company closed on the sale of Broadway Tower, for the selling price of $19.5 million , net of purchase price adjustments. After selling related expenses due at closing (i.e., selling commissions and closing costs), the net proceeds realized by the Company was $8.0 million , after payment of related indebtedness of $11.0 million , resulting in an estimated loss on sale of $1.5 million , which was accrued and recorded as an impairment charge in the accompany consolidated statement of operations for the year ended December 31, 2019. Guarantor Settlement During the year ended December 31, 2019, we pursued enforcement action against the original borrower and guarantor of the Broadway Tower loan based on the terms of the loan guaranty, which was in dispute by the guarantor. In January 2020, we entered into a general mutual release and settlement agreement whereby the Company agreed to withdraw its claims and disputes in exchange for a cash payment of $1.75 million which was collected within 5 days of the execution of that agreement. Partnership Settlement Subsequent to December 31, 2019, the Company commenced negotiations to settle a legal matter with the limited partners in RNMA I (see Note 16). Pursuant to an offer made by the Company to the limited partners, the Company offered to buy the interests of limited partners for a cash payment of $1.3 million . While settlement negotiations remain ongoing, by the offer made, the Company’s management has expressed a willingness to settle this offer for this amount and, accordingly, we have accrued a settlement loss of $1.3 million for this matter in the accompanying consolidated financial statements. Novel Coronavirus ( COVID-19) Matters On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus originating in Wuhan, China (the “COVID-19 outbreak”) and the risks to the international community as the virus spreads globally beyond its point of origin. In March 2020, the WHO classified the COVID-19 outbreak as a pandemic, based on the rapid increase in exposure globally. The full impact of the COVID-19 outbreak continues to evolve as of the date of this report. The extent to which the Company’s business may be affected by the current outbreak of the Coronavirus will largely depend on both current and future developments, including its duration, spread and treatment, and related travel advisories and restrictions, which could impact overall demand in the hospitality industry, all of which are highly uncertain and cannot be reasonably predicted. On March 17, 2020, in response to the COVID-19 pandemic, the Company temporarily closed its MacArthur Place hotel located in Sonoma, California. We expect the hotel will remain closed to the public for an undetermined period of time, and until permitted by federal, state and local instructions to reopen. If closure of or demand for the Company’s hotel rooms and other services is negatively impacted for an extended period, as a result of cancellations, travel restrictions, governmental travel advisories and/or state of emergency declarations, the Company’s hospitality business and financial results could be materially and adversely impacted. Further, as a result of the uncertainty when the MacArthur Place hotel may be able to reopen, we furloughed certain employees of the hotel and may elect to take further actions with respect to our employees in the future. As such, it is uncertain as to the full magnitude that the pandemic will have on the Company’s consolidated financial condition, liquidity, and future results of operations. Management is actively monitoring the global situation on its consolidated financial condition, liquidity, operations, suppliers, industry, and workforce. Given the daily evolution of the COVID-19 outbreak and the global responses to curb its spread, the Company is not able to estimate the effects of the COVID-19 outbreak on its consolidated results of operations, financial condition, or liquidity for fiscal year 2020. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Certain accounting policies involve judgments and uncertainties to such an extent that there is reasonable likelihood that materially different amounts could have been reported under different conditions, or if different assumptions had been used. The Company evaluates its estimates and assumptions on a regular basis. The Company uses historical experience and various other assumptions that are believed to be reasonable under the circumstances to form the basis for making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may materially differ from these estimates and assumptions used in preparation of the consolidated financial statements. |
Variable Interest Entities | Variable Interest Entities The Company invests in partnerships and joint ventures that may or may not qualify as “variable interest entities” or “VIEs.” Generally, an entity is determined to be a VIE when either (i) the equity investors (if any) as a group, lack one or more of the essential characteristics of a controlling financial interest, (ii) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support or (iii) the equity investors have voting rights that are not proportionate to their economic interests and substantially all of the activities of the entity involve or are conducted on behalf of an investor that has disproportionately fewer voting rights. The Company consolidates entities that are VIEs for which the Company is determined to be the primary beneficiary. The primary beneficiary is the entity that has both (i) the power to direct the activities that most significantly impact the VIE’s economic performance and (ii) the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. Entities are also considered VIEs where the Company is the general partner (or the equivalent) and the limited partners (or the equivalent) in such investments do not have “kick-out” rights or substantive participating rights. The Company reassesses whether it has a controlling financial interest in any such investments as circumstances warrant. For consolidated VIE’s, the net equity pertaining to unrelated equity owners is reported as non-controlling interests. In instances where the Company is not the primary beneficiary, or the entity does not constitute a VIE, the Company uses the equity method of accounting. Under the equity method of accounting, investments are initially recognized in the consolidated balance sheet at cost, or fair value in the case of legal assignments of such interests, and are subsequently adjusted to reflect the Company’s proportionate share of net earnings or losses of the entity, distributions received, contributions and certain other adjustments, as appropriate. When circumstances indicate there may have been a loss in value of an equity method investment, and the Company determines the loss in value is other than temporary, the Company recognizes an impairment charge to reflect the investment at fair value. |
Noncontrolling Interests | Non-controlling Interests Non-controlling interests represent the portion of equity in the Company’s consolidated entities which is not attributable to the Company’s stockholders. Accordingly, non-controlling interests are reported as a component of equity, separate from stockholders’ equity, in the accompanying consolidated balance sheets. The net earnings (loss) allocated to such parties are reported in loss attributable to non-controlling interest income allocation in the accompanying consolidated statements of operations. |
Comprehensive Income | Comprehensive Income Comprehensive income includes items that impact changes in shareholders’ equity but are not recorded in earnings. The Company did not have any such items during the years ended December 31, 2019 and 2018 . Accordingly, comprehensive income (loss) is equal to net income (loss) for those periods. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents are held in depository accounts with financial institutions that are members of the Federal Deposit Insurance Corporation (“FDIC”). Cash balances with institutions may be in excess of federally insured limits or may be invested in time deposits that are not insured by the institution or the FDIC or any other government agency. The Company has never experienced any losses related to these balances. We consider all highly liquid investments purchased with an initial maturity of three months or less to be cash equivalents. As of December 31, 2019 and 2018 , our cash and cash equivalents were invested primarily in money market accounts that invest primarily in U.S. government securities. Due to the short maturity period of the cash equivalents, the carrying amount of these instruments approximate their fair values. |
Restricted Cash and Cash Equivalents | Funds Held by Lender and Restricted Cash The balance sheet item, “Funds held by lender and restricted cash” includes amounts maintained in escrow or other restricted accounts deposited into reserve accounts held by lenders for contractually specified purposes, which includes, among other things, property taxes and insurance. |
Revenue Recognition | Revenue Recognition Revenue is measured based on consideration specified in a contract with a customer. The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer. ASC 606 defines a five-step process to achieve this core principle. The significant accounting policies as a result of the adoption of ASC 606 are set forth below. Operating Property Revenues - Hotel Revenues The Company derives hotel revenues from our hotel in Sonoma, California, which is reflected as operating property revenue in the consolidated statements of operations. Rooms revenue represents revenue from the occupancy of our hotel rooms and is driven by the occupancy and daily rate charged. Rooms revenue also includes revenue for guest no-shows, day use, and early/late departure fees. The contracts for room stays with customers are generally short in duration and revenues are recognized as services are provided over the course of the hotel stay. Food & Beverage (“F&B”) revenue consists of revenue from the restaurants and lounges at our hotel, in-room dining and mini-bar revenue, and banquet/catering revenue from group and social functions. Other F&B revenue may include revenue from audio-visual equipment/services, rental of function rooms, and other F&B related revenue. Revenue is recognized as the services or products are provided. Our hotel property may employ third parties to provide certain services at the property, for example, audio visual services. We evaluate each of these contracts to determine if the hotel is the principal or the agent in the transaction, and record the revenue as appropriate (i.e., gross vs. net). Other revenue consists of ancillary revenue at the property, including attrition and cancellation fees, resort fees, spa and other guest services. Attrition and cancellation fees are recognized for non-cancellable deposits when the customer provides notification of cancellation within established management policy time frames. Taxes collected from customers and submitted to taxing authorities are not recorded in revenue. We identified the following performance obligations in connection with our hotel revenues, for which revenue is recognized as the respective performance obligations are satisfied, which results in recognizing the amount we expect to be entitled to for providing the goods or services: • Cancellable room reservations or ancillary services are satisfied as the good or service is transferred to the hotel guest, which is generally when the room stay occurs. • Noncancellable room reservations and banquet or conference reservations represent a series of distinct goods or services provided over time satisfied as each distinct good or service is provided, which is reflected by the duration of the room reservation. • Material rights for free or discounted goods or services are satisfied at the earlier point in time when the material right expires or the underlying free or discounted good or service is provided to the hotel guest. • Other ancillary goods and services purchased independently of the room reservation at standalone selling prices are considered separate performance obligations, which are satisfied when the related good or service is provided to the hotel guest. • Components of package reservations for which each component could be sold separately to other hotel guests are considered separate performance obligations and are satisfied as set forth above. Hotel revenues primarily consist of hotel room rentals, food and beverage sales, and other ancillary goods and services. Revenue is recognized when rooms are occupied or goods and services have been delivered or rendered, respectively. Payment terms typically align with when the goods and services are provided. Although the transaction prices of room rentals, goods and other services are generally fixed and based on the respective room reservation or other agreement, an estimate to reduce the transaction price is required if a discount is expected to be provided to the customer. For corporate customers, the hotel offers discounts on goods and services sold in package reservations, and the corresponding transaction price is allocated to the performance obligations within the package based on the estimated standalone selling prices of each component. On occasion, the hotel may also provide the customer with a material right to a free or discounted good or service in conjunction with a room reservation or banquet contract. These material rights are considered separate performance obligations to which a portion of the transaction price is allocated based on the estimated standalone selling prices of the good or service, adjusted for the likelihood the hotel guest will exercise the right. Operating Property Revenue - Commercial Real Estate Rental Revenue The Company derives revenues from Broadway Tower, which, as more fully described in Notes 4 and 5, was acquired in May 2019. Rental revenue, which is reflected as operating property revenue in the consolidated statements of operations and is presented in the Mortgage and REO Legacy portfolio and other operations segment, represents revenue from the leasing of commercial office space at Broadway Tower to tenants, common area maintenance charges and parking space rental. Leases with tenants are classified as operating leases and revenue is recognized on a straight line basis over the term of the respective leases. Management Fee Revenue Recognition Management fees are typically composed of a base fee, which typically is a percentage of the hotel revenues, plus an incentive fee, which is generally based on hotel profitability. We recognize base management fees as revenue when we earn them under the contracts. In interim periods and at year-end, we recognize incentive management fees that would be due as if the contracts were to terminate at that date, exclusive of any termination fees payable or receivable by us. Mortgage Loan Income Interest on mortgage loans is recognized as revenue when earned using the interest method based on a 360 or 365 day year, in accordance with the related mortgage loan terms. We do not recognize interest income on loans once they are deemed to be impaired and placed in non-accrual status. Generally, a loan is placed in non-accrual status when it is past its scheduled maturity by more than 90 days , when it becomes delinquent as to interest due by more than 90 days or when the related fair value of the collateral is less than the total principal, accrued interest and related costs. We may determine that a loan, while delinquent in payment status, should not be placed in non-accrual status in instances where the fair value of the loan collateral significantly exceeds the principal and the accrued interest, as we expect that income recognized in such cases is probable of collection. Unless and until we have determined that the value of underlying collateral is insufficient to recover the total contractual amounts due under the loan term, generally our policy is to continue to accrue interest until the loan is more than 90 days delinquent with respect to accrued, uncollected interest or more than 90 days past scheduled maturity, whichever comes first. Mortgage loans classified as held for sale are recorded on the lower of carrying value or fair value less cost to sell. We do not typically remove a loan from non-accrual status until (a) the borrower has brought the respective loan current as to the payment of past due interest, and (b) we are reasonably assured as to the collection of all contractual amounts due under the loan based on the value of the underlying collateral of the loan, the receipt of additional collateral required and the financial ability of the borrower to service our loan. We do not generally reverse accrued interest on loans once they are deemed to be impaired and placed in non-accrual status. In conducting our periodic valuation analysis, we consider the total recorded investment for a particular loan, including outstanding principal, accrued interest, anticipated protective advances for estimated outstanding property taxes for the related property and estimated foreclosure costs, when computing the amount of valuation allowance required. As a result, our valuation allowance may increase based on interest income recognized in prior periods, but subsequently deemed to be uncollectible as a result of our valuation analysis. We generally allocate cash receipts first to interest, except when such payments are specifically designated by the terms of the loan as a principal reduction. Loans with a principal or interest payment one or more days delinquent are in technical default and are subject to various fees and charges including default interest rates, penalty fees and reinstatement fees. Often these fees are negotiated in the normal course of business and, therefore, not subject to estimation. Accordingly, revenue for such fees is recognized over the remaining life of the loan as an adjustment to the interest income yield. We defer fees for loan originations, processing and modifications, net of direct origination costs, at origination and amortize such fees as an adjustment to interest income using the effective interest method. Revenue for non-refundable commitment fees is recognized over the remaining life of the loan as an adjustment to the interest income yield. We defer premiums or discounts arising from acquired loans at acquisition and amortize such premiums or discounts as an adjustment to interest income over the contractual term of the related loan using the effective interest method. We include the unamortized portion of the premium or discount as a part of the net carrying value of the loan on the consolidated balance sheets. Costs not directly paid to the seller of the loan are expensed as incurred and not amortized, except for any fees paid directly to the seller. Recovery of Credit Losses We record recovery of credit losses when either: 1) our fair value analysis indicates an increase in the value of our assets held for sale (but not above our basis); or 2) we collect recoveries against borrowers or guarantors of our loans. We generally pursue enforcement action against guarantors on loans in default. In those circumstances where we obtain a legal judgment against a particular guarantor, he may not have the financial resources to pay the judgment amount in full, or he may take other legal action to avoid payment to us, such as declaring bankruptcy. As a result, the collectability of such amounts is generally not determinable, and as such, we do not record the effects of such judgments until realization of the recovery is deemed probable and when all contingencies relating to recovery have been resolved, which is generally upon receipt of funds or others assets. Upon receipt of such amounts, we recognize the income in recovery of credit losses in the accompanying consolidated statements of operations. (Gain) Loss on Disposal of Assets Gains from sales of real estate related assets are recognized in accordance with applicable accounting standards only when all of the following conditions are met: 1) the sale is consummated, 2) the buyer has demonstrated a commitment to pay and the collectability of the sales price is reasonably assured, 3) if financed, the receivable from the buyer is collateralized by the property and is subject to subordination only by an existing first mortgage and other liens on the property, and 4) the seller has transferred the usual risks and rewards of ownership to the buyer, and is not obligated to perform significant activities after the sale. If a sale of real estate does not meet the foregoing criteria, any potential gain relating to the sale is deferred until such time that the criteria is met. |
Unconsolidated Entities | Unconsolidated Entities The Company has held ownership interests in several entities that do not meet the criteria under GAAP for consolidation. For these entities, the Company utilizes the equity method of accounting and records the net income and losses from those unconsolidated entities, as applicable, in equity method income (loss) from unconsolidated entities in the accompanying consolidated statements of operations. As of December 31, 2019 one entity did not meet the criteria under GAAP for consolidation and as of December 31, 2018 , all entities had been consolidated. |
Advertising and Marketing Costs | Advertising and Marketing Costs Advertising costs are charged to expense as incurred. |
Valuation Allowance | Valuation Allowance A loan is deemed to be impaired when, based on current information and events, it is probable that we will be unable to ultimately collect all amounts due according to the contractual terms of the loan agreement and the amount of loss can be reasonably estimated. Our mortgage loans, which are deemed to be collateral dependent, are subject to a valuation allowance based on our determination of the fair value of the subject collateral in relation to the outstanding mortgage balance, including accrued interest and related expected costs to foreclose and sell. We evaluate our mortgage loans for impairment losses on an individual loan basis, except for loans that are cross-collateralized within the same borrowing group. For cross-collateralized loans within the same borrowing group, we perform both an individual loan evaluation as well as a consolidated loan evaluation to assess our overall exposure for such loans. As such, we consider all relevant circumstances to determine impairment and the need for specific valuation allowances. In the event a loan is determined not to be collateral dependent, we measure the fair value of the loan based on the estimated future cash flows of the note discounted at the note’s contractual rate of interest. Since certain loans in our loan portfolio are considered collateral dependent, the extent to which our loans are considered collectible, with consideration given to personal guarantees provided under such loans, is largely dependent on the fair value of the underlying collateral. |
Fair Value | Fair Value In determining fair value, we have adopted applicable accounting guidance which defines fair value, establishes a framework for measuring fair value, and requires certain disclosures about fair value measurements under GAAP. Specifically, this guidance defines fair value based on exit price, or the price that would be received upon the sale of an asset or the transfer of a liability in an orderly transaction between market participants at the measurement date. Accounting Standards Codification (“ASC”) 820 also establishes a fair value hierarchy that prioritizes and ranks the level of market price observability used in measuring financial instruments. Market price observability is affected by a number of factors, including the type of financial instrument, the characteristics specific to the financial instrument, and the state of the marketplace, including the existence and transparency of transactions between market participants. Financial instruments with readily available quoted prices in active markets generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value. Financial instruments measured and reported at fair value are classified and disclosed based on the observability of inputs used in the determination, as follows: Level 1- Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date; Level 2- Valuations based on quoted market prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active or models for which all significant inputs are observable in the market either directly or indirectly; and Level 3- Valuations based on models that use inputs that are unobservable in the market and significant to the fair value measurement. These inputs require significant judgment or estimation by management of third parties when determining fair value and generally represent anything that does not meet the criteria of Levels 1 and 2. The accounting guidance gives the highest priority to Level 1 inputs, and gives the lowest priority to Level 3 inputs. The value of a financial instrument within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value instrument. We perform an evaluation for impairment for all loans in default as of the applicable measurement date based on the fair value of the collateral if we determine that foreclosure is probable. We generally measure impairment based on the fair value of the underlying collateral of the loans in default because those loans are considered collateral dependent. Impairment is measured at the balance sheet date based on the then fair value of the collateral, less costs to sell, in relation to contractual amounts due under the terms of the loan. In the case of loans that are not deemed to be collateral dependent, we measure impairment based on the present value of expected future cash flows. In addition, we perform a similar evaluation for impairment for all real estate held for sale as of the applicable measurement date based on the fair value of the real estate. In the case of collateral dependent loans, REO held for sale, or other REO, the amount of any improvement in fair value attributable to the passage of time is recorded as a credit to (or recovery of) the provision for credit losses or impairment of REO held for sale or other REO with a corresponding reduction in the valuation allowance. In connection with our assessment of fair value, we may utilize the services of one or more independent third-party valuation firms, other consultants or the Company’s internal asset management department to provide a range of values for selected properties. With respect to valuations received from third-party valuation firms, one of four valuation approaches, or a combination of such approaches, is used in determining the fair value of the underlying collateral of each loan or REO asset held for sale: (1) the development approach; (2) the income capitalization approach; (3) the sales comparison approach; or (4) the cost approach. The valuation approach taken depends on several factors including the type of property, the current status of entitlements and level of development (horizontal or vertical improvements) of the respective project, the likelihood of a bulk sale as opposed to individual unit sales, whether the property is currently or nearly ready to produce income, the current sales price of the property in relation to the cost of development and the availability and reliability of market participant data. We generally select a fair value within a determinable range as provided by our asset management team, unless we or the borrower have received a bona fide written third-party offer on a specific loan’s underlying collateral, or REO asset. In determining a single best estimate of value from the range provided, we consider the macro- and micro-economic data provided by the third-party valuation specialists, supplemented by management’s knowledge of the specific property condition and development status, borrower status, level of interest by market participants, local economic conditions, and related factors. As an alternative to using third-party valuations, we utilize bona fide written third-party offer amounts received, executed purchase and sale agreements, internally prepared discounted cash flow analysis, or internally prepared market comparable assessments, whichever may be determined to be most relevant. We are also required by GAAP to disclose fair value information about financial instruments that are not otherwise reported at fair value in our consolidated balance sheet, to the extent it is practicable to estimate a fair value for those instruments. These disclosure requirements exclude certain financial instruments and all non-financial instruments. As of the dates of the balance sheets, the respective carrying value of all balance sheet financial instruments approximated their fair values. These financial instruments include cash and cash equivalents, funds held by lender and restricted cash, mortgage loans, other receivables, accounts payable, accrued interest, customer deposits and funds held for others, and notes payable. Other than notes payables, the fair values of these financial instruments are assumed to approximate carrying values because these instruments are short term in duration. Fair values of notes payable are assumed to approximate carrying values because the terms of such indebtedness are deemed to be at effective market rates and/or because of the short-term duration of such notes. |
Loan Charge Offs | Loan Charge Offs Loan charge offs generally occur under one of two scenarios: (i) the foreclosure of a loan and transfer of the related collateral to REO status, or (ii) we agree to accept a loan payoff in an amount less than the contractual amount due. Under either scenario, the loan charge-off is generally recorded through the valuation allowance. When a loan is foreclosed and transferred to REO status, the asset is transferred to the applicable REO classification at its then current fair value, less estimated costs to sell. In addition, we record the related liabilities of the REO assumed in the foreclosure, such as outstanding property taxes or special assessment obligations. Our REO assets are classified as either held for development, operating (i.e., a long-lived asset) or held for sale. A loan charged off is recorded as a charge to the valuation allowance at the time of foreclosure in connection with the transfer of the underlying collateral to REO status. The amount of the loan charge off is equal to the difference between a) the contractual amounts due under the loan plus related liabilities assumed, and b) the fair value of the collateral acquired through foreclosure, net of selling costs. At the time of foreclosure, the carrying value of the loan plus related liabilities assumed less the related valuation allowance is compared with the estimated fair value, less costs to sell, on the foreclosure date and the difference, if any, is included in the provision for credit losses (recovery) in the statement of operations. The valuation allowance is netted against the gross carrying value of the loan, and the net balance is recorded as the new basis in the REO assets. Once in REO status, the asset is evaluated for impairment based on accounting criteria for long-lived assets or on a fair value, as appropriate basis. Except in limited circumstances, our mortgage loans are collateralized by first deeds of trust (mortgages) on real property and generally include a personal guarantee by the principals of the borrower and, often times, the loans are secured by additional collateral. Loans that we seek to sell, subsequent to origination or acquisition, are classified as loans held for sale, net of any applicable valuation allowance. Loans classified as held for sale are generally subject to a specific marketing strategy or a plan of sale. Loans held for sale are accounted for at the lower of cost or fair value on an individual basis. Direct costs related to selling such loans are deferred until the related loans are sold and are included in the determination of the gains or losses upon sale. Valuation adjustments related to loans held for sale are reported net of related principal and interest receivable in the consolidated balance sheets and are included in the provision for (recovery of) credit losses in the consolidated statements of operations. Some of the loans we sell are non-performing and generate no cash flow from interest or principal payments. In those cases, a buyer is generally interested in the underlying real estate collateral. Accordingly, we use the criteria applied to our sales of real estate assets, as described above, in recording gains or losses from the sale of such loans. In addition, we also consider the applicable accounting guidance for derecognition of financial assets in connection with our loan sales. Since we do not retain servicing rights, nor do we have any rights or obligations to repurchase such loans, derecognition of such assets upon sale is appropriate. |
Discounts on Acquired Loans | Discounts on Acquired Loans We account for mortgages acquired at a discount in accordance with applicable accounting guidance which requires that the amount representing the excess of cash flows estimated by us at acquisition of the note over the purchase price is to be accreted into interest income over the expected life of the loan (accretable discount) using the effective interest method. Subsequent to acquisition, if cash flow projections improve, and it is determined that the amount and timing of the cash flows related to the nonaccretable discount are reasonably estimable and collection is probable, the corresponding decrease in the nonaccretable discount is transferred to the accretable discount and is accreted into interest income over the remaining life of the loan using the effective interest method. If cash flow projections deteriorate subsequent to acquisition, or if the probability of the timing or amount to be collected is indeterminable, the decline is accounted for through the provision for credit loss. No accretion is recorded until such time that the timing and amount to be collected under such loans is determinable and probable as to collection. |
Real Estate Held for Sale | Real Estate Held for Sale Real estate held for sale consists primarily of assets that have been acquired in satisfaction of a loan receivable, such as in the case of foreclosure. When a loan is foreclosed upon and the underlying collateral is transferred to REO status, an assessment of the fair value is made, and the asset is transferred to real estate held for sale at fair value less estimated costs to sell. We typically obtain a fair value report on REO assets within 90 days of the foreclosure of the related loan. Valuation adjustments required at the date of transfer are charged off against the valuation allowance. Our classification of a particular REO asset as held for sale depends on various factors, including our intent to sell the property, the anticipated timing of such disposition and whether a formal plan of disposition has been adopted. If management undertakes a specific plan to dispose of real estate owned within twelve months and the real estate is transferred to held for sale status, the fair value of the real estate may be less than the estimated future undiscounted cash flows of the property when the real estate was held for sale, and that difference may be material. Subsequent to transfer, real estate held for sale is carried at the lower of carrying amount (transferred value) or fair value, less estimated selling costs. Our real estate held for sale is carried at the transferred value, less cumulative impairment charges. Real estate held for sale requires periodic evaluation for impairment which is conducted at each reporting period. When circumstances indicate that there is a possibility of impairment, we will assess the future undiscounted cash flows of the property and determine whether they exceed the carrying amount of the asset. In the event these cash flows are insufficient, we determine the fair value of the asset and record an impairment charge equal to the difference between the fair value and the then-current carrying value. The impairment charge is recognized in the consolidated statement of operations. Upon sale of REO assets, any difference between the net carrying value and net sales proceeds is charged or credited to operating results in the period of sale as a gain or loss on disposal of assets, assuming certain revenue recognition criteria are met. See revenue recognition policy above. |
Operating Properties | Operating Properties Operating properties consist of both operating assets acquired through foreclosure and operating assets that have been purchased by the Company, which the Company has elected to hold for on-going operations. At December 31, 2019, our operating properties consisted of 1) MacArthur Place, a hotel and spa located in Sonoma, California, that was acquired through purchase in the fourth quarter of 2017, and 2) Broadway Tower, a commercial office building located in St. Louis, Missouri, acquired through a foreclosure action in May 2019. Broadway Tower was sold in January 2020 and, accordingly, is included in real estate held for sale in the accompanying consolidated balance sheet. |
Other Real Estate Owned | Other Real Estate Owned Other REO includes those assets which are generally available for sale but, for a variety of reasons, are not currently being marketed for sale as of the reporting date, or those which are not expected to be disposed of within 12 months. |
Property and Equipment | Property and Equipment Property and equipment is recorded at cost, net of accumulated depreciation and amortization. Costs to develop, and improve or extend the life of property and equipment are capitalized, while costs for normal repairs and maintenance are expensed as incurred. Depreciation and amortization are computed on a straight line basis over the estimated useful life of the related assets, which range from 5 to 29 years . Gains or losses on the sale or retirement of assets are included in income when the assets are retired or sold provided there is reasonable assurance of the collectability of the sales price and any future activities to be performed by us relating to the assets sold are insignificant. Upon the acquisition of real estate, we assess the fair value of acquired assets (including land, buildings and improvements, identified intangibles, such as acquired above and below-market leases, acquired in-place leases and tenant relationships) and acquired liabilities and we allocate the purchase price based on these assessments. |
Goodwill | Goodwill We assess goodwill for potential impairment in the fourth quarter of each fiscal year, or during the year if an event or other circumstance indicates that we may not be able to recover the carrying amount of the net assets of the reporting unit. In evaluating goodwill for impairment, we first assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount. Qualitative factors that we consider generally include macroeconomic and industry conditions, overall financial performance, and other relevant entity-specific events. If we bypass the qualitative assessment, or if we conclude that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then we perform a two-step goodwill impairment test to identify potential goodwill impairment and measure the amount of goodwill impairment we will recognize, if any. In the first step of the two-step goodwill impairment test, we compare the estimated fair value of the reporting unit with its carrying value. If the estimated fair value of the reporting unit exceeds its carrying amount, no further analysis is required or performed. However, if the estimated fair value of the reporting unit is less than its carrying amount, we proceed to the second step and calculate the implied fair value of the reporting unit goodwill to determine whether any impairment loss is necessary. We calculate the implied fair value of the reporting unit goodwill by allocating the estimated fair value of the reporting unit to all of the unit’s assets and liabilities as if the unit had been acquired in a business combination. If the carrying value of the reporting unit’s goodwill exceeds the implied fair value of the goodwill, we recognize an impairment loss in the amount of that excess. In allocating the estimated fair value of the reporting unit to all of the assets and liabilities of the reporting unit, we use available industry and market data, as well as our historical experience and knowledge of the industry. We calculate the estimated fair value of a reporting unit using a combination of standard valuation methodologies, as applicable, which typically include the income and market approaches. For the income approach, we use internally developed discounted cash flow models that include the following assumptions, among others: projections of revenues, expenses, and related cash flows based on assumed long-term growth rates and demand trends; expected future investments to enhance overall unit value; and estimated discount rates. For the market approach, we use internal analyses based primarily on market comparables. We base these assumptions on our historical data and experience, third-party appraisals, industry projections, micro and macro general economic condition projections, and our expectations. |
Intangibles and Long-Lived Assets | Intangibles and Long-Lived Assets For real estate assets that are classified as held for sale, the Company records impairment losses if the fair value of the asset net of estimated selling costs is less than the carrying amount. Management reviews each long-lived asset for the existence of any indicators of impairment. If indicators of impairment are present, the Company calculates the expected undiscounted future cash flows to be derived from that asset. If the undiscounted cash flows are less than the carrying amount of the asset, the Company reduces the asset to its fair value, and records an impairment charge for the excess of the net book value over the estimated fair value. We assess indefinite-lived intangible assets for potential impairment and continued indefinite use at the end of each fiscal year, or during the year if an event or other circumstance indicates that we may not be able to recover the carrying amount of the asset. Similar to goodwill, we may first assess qualitative factors to determine whether it is more likely than not that the fair value of the indefinite-lived intangible is less than its carrying amount. If the carrying value of the asset exceeds the fair value, we recognize an impairment loss in the amount of that excess. We test definite-lived intangibles and long-lived asset groups for recoverability when changes in circumstances indicate that we may not be able to recover the carrying value; for example, when there are material adverse changes in projected revenues or expenses, significant underperformance relative to historical or projected operating results, or significant negative industry or economic trends. We also test recoverability when management has committed to a plan to sell or otherwise dispose of an asset group and we expect to complete the plan within a year. We evaluate recoverability of an asset group by comparing its carrying value to the future net undiscounted cash flows that we expect the asset group will generate. If the comparison indicates that we will not be able to recover the carrying value of an asset group, we recognize an impairment loss for the amount by which the carrying value exceeds the estimated fair value. When we recognize an impairment loss for assets to be held and used, we depreciate the adjusted carrying amount of those assets over their remaining useful life. We calculate the estimated fair value of an intangible asset or asset group using the income approach or the market approach. We generally utilize similar assumptions and methodology for the income approach applied in the assessment of goodwill. For the market approach, we use internal analyses based primarily on market comparables and assumptions about market capitalization rates, growth rates, and inflation. |
Segment Reporting | Segment Reporting Our operations are organized and managed according to a number of factors, including line of business categories and geographic locations. As our business has evolved from that of a lender to an owner/operator of various types of real properties, our reportable segments have also changed in order to more effectively manage and assess operating performance. As permitted under applicable accounting guidance, certain operations have been aggregated into operating segments having similar economic characteristics and products. The Company’s reportable segments include the following: Mortgage and REO-Legacy Portfolio and Other Operations, Hospitality and Entertainment Operations, and Corporate and Other. |
Loss Contingencies | Loss Contingencies Certain conditions may exist as of the date the financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company’s management and its legal counsel assess such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company’s legal counsel evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. The Company records a liability in the consolidated financial statements for loss contingencies when a loss is known or considered probable and the amount is reasonably estimable. If the reasonable estimate of a known or probable loss is a range, and no amount within the range is a better estimate than any other, the minimum amount of the range is accrued. If a material loss is reasonably possible but not known or probable, and is reasonably estimable, then the nature of the contingent liability and the estimated loss or range of loss, if determinable and material, is disclosed. |
Stock-Based Compensation | Stock Based Compensation The Company accounts for its equity-based compensation awards using the fair value method, which requires an estimate of fair value of the award at the time of grant. The Company recognizes the compensation expense related to the time-based vesting criteria on a straight-line basis over the requisite service period. Accruals of compensation cost for an award with a performance condition shall be based on the probable outcome of that performance condition. Therefore, compensation cost shall be accrued if it is probable that the performance condition will be achieved and shall not be accrued if it is not probable that the performance condition will be achieved. |
Series B Cumulative Convertible Preferred Stock | Series B Cumulative Convertible Preferred Stock The Company’s Series B-1, B-2, B-3 and B-4 Cumulative Convertible Preferred Stock (collectively, the “Series B Preferred Stock”) is convertible into common stock on a one-to-one basis, and is redeemable five years from the issuance date at the option of the holder for a redemption price equal to of the greater of (i) the specified redemption premium of the original share purchase price or (ii) the tangible net book value per share at redemption. The Series B Preferred Stock is reported in the mezzanine equity section of the accompanying consolidated balance sheet. Since the Series B Preferred Stock does not have a mandatory redemption date (rather it is at the option of the holder), under applicable accounting guidance, the Company has elected to amortize the redemption premium over the five year redemption period using the effective interest method and recording this as a deemed dividend, rather than recording the entire accretion of the redemption premium as a deemed dividend upon issuance. The Company is required to assess whether the Series B Preferred Stock is redeemable at each reporting period. |
Lessee Accounting | Lessee Accounting The Company adopted the provisions of Accounting Standards Update 2016-02, Leases, effective January 1, 2019. We determine if an arrangement is a lease at inception. Operating lease right-of-use (“ROU”) assets are recorded in “Other assets” and operating lease liabilities are recorded in “Accounts payable and accrued expenses” in the accompanying consolidated balance sheet (Note 13). Finance leases, none of which existed as of the adoption of Accounting Standards Codification (“ASC”) 842 or as of December 31, 2019 , would be reflected in property and equipment and other liabilities in our consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. We use the implicit rate when readily determinable. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. We have elected the practical expedient and therefore we account for the lease and non-lease components as a single lease component for all classes of underlying assets. Further, we elected to adopt a short-term lease exception policy on all classes of underlying assets, permitting us to not apply the recognition requirements of this standard to short-term leases (i.e. leases with terms of 12 months or less). |
Lessor Accounting | Lessor Accounting On May 29, 2019, the Company acquired the Broadway Tower, a commercial office building, which leases office space to various tenants. The assumed leases were previously accounted for according to ASC 840 and were classified as operating leases. The Company did not reassess the lease classification as allowed under the practical expedient package elected by the Company. Pursuant to ASC 842 – 30, the Company will classify a lease as a sales – type lease if: (i) the lease transfers ownership of the underlying asset to the lessee by the end of the lease term, (ii) the lease grants the lessee an option to purchase the underlying asset that the lessee is reasonably certain to exercise, (iii) the lease term is for the major part of the remaining economic life of the underlying asset, (iv) the present value of the sum of the lease payments and any residual value guaranteed by the lessee that is not already reflected in the lease payments equals or exceeds substantially all (90% or more) of the fair value of the underlying asset, or (v) the underlying asset is of such a specialized nature that it is expected to have no alternative use to the lessor at the end of the lease term. As of December 31, 2019 , none of our leases, as a lessor, met the above criteria to be classified as a sale – type lease. Pursuant to ASC 842 – 30, when none of the sales-type lease classification criteria are met, a lessor would classify the lease as a direct financing lease when both of the following criteria are met: (i) the present value of the sum of the lease payments and any residual value guaranteed by the lessee that is not already reflected in the lease payments and/or any other third party unrelated to the lessor equals or exceeds substantially all (90% or more) of the fair value of the underlying asset and (ii) it is probable that the lessor will collect the lease payments plus any amount necessary to satisfy a residual value guarantee. As of December 31, 2019 , none of our leases, as a lessor, met the above criteria to be classified as a financing lease. Pursuant to ASC 842 – 30, a lessor would classify a lease as an operating lease when none of the sales-type or direct financing lease classification criteria are met. As of December 31, 2019 , all leases of the Company’s rental properties were classified as operating leases. The Company has lease agreements with lease and non-lease components. The Company has elected to not separate non-lease components from lease components for all classes of underlying assets (primarily real estate assets) and will account for the combined components as commercial real estate rental revenue. Non-lease components included in commercial real estate rental revenue include certain tenant reimbursements for maintenance services, (including common-area maintenance services or “CAM”). Variable consideration for costs that are not contract components (e.g., real estate taxes, utilities) are excluded from total consideration and would be recorded as incurred by the lessee and earned by the lessor. As a lessor, the Company has further determined that this policy will be effective only on a lease that has been classified as an operating lease and the revenue recognition pattern and timing is the same for both types of components. Therefore, ASC 842-30 has been applied to these lease contracts for both types of components. |
Earnings Per Share | Earnings per Share Basic net income (loss) per share (“EPS”) is computed by dividing net income (loss) reduced by preferred stock dividends and amounts allocated to certain non-vested share-based payment awards, if applicable, by the weighted-average number of common shares outstanding during the period. Diluted EPS reflects potential dilution to EPS that occurs if securities are exercised or converted as calculated using the treasury stock method. |
Income Taxes | Income Taxes We recognize deferred tax assets and liabilities and record a deferred income tax (benefit) provision when there are differences between assets and liabilities measured for financial reporting and for income tax purposes. We regularly review our deferred tax assets to assess our potential realization and establish a valuation allowance for such assets when we believe it is more likely than not that we will not recognize some portion of the deferred tax asset. Generally, we record any change in the valuation allowance in income tax expense. Income tax expense includes (i) deferred tax expense, which generally represents the net change in the deferred tax asset or liability balance during the year plus any change in the valuation allowance and (ii) current tax expense, which represents the amount of taxes currently payable to or receivable from a taxing authority plus amounts accrued for income tax contingencies (including both penalty and interest). In evaluating our ability to realize our deferred tax assets, we consider all available positive and negative evidence regarding the ultimate realizability of our deferred tax assets, including past operating results and our forecast of future taxable income. In addition, general uncertainty surrounding future economic and business conditions have increased the likelihood of volatility in our future earnings. Further, to date we have not demonstrated the ability to be profitable. Accordingly, we have recorded a full valuation allowance against our net deferred tax assets. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Changes to GAAP are established by the Financial Accounting Standards Board (“FASB”) in the form of accounting standards updates (“ASUs”) to the FASB’s ASC. The Company considers the applicability and impact of all ASUs. Adopted Accounting Standards In February 2016, the FASB issued ASU 2016-02, Leases (“ASU 2016-02”). This new standard establishes a ROU model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. In July 2018, the FASB issued ASU No. 2018-11 which provides an alternative transition method that allows entities to apply the new leases standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company has adopted the requirements of ASU 2016-02 on January 1, 2019, the first day of fiscal year 2019, and using the optional transition method. The Company elected the practical expedient package outlined in ASU No. 2016-02 under which we did not have to reassess whether an arrangement contains a lease, we carried forward our previous classification of leases as operating, and we did not have to reassess previously recorded initial direct costs. There was an increase in assets of $1.6 million and liabilities of $1.7 million due to the recognition of the required ROU asset and corresponding liability for all lease obligations that are currently classified as operating leases with the difference of $0.1 million related to existing deferred rent that reduced the ROU asset recorded. The adoption of this standard did not have an impact in our consolidated statements of operations. In August 2018, the SEC adopted the final rule under SEC Release No. 33-10532, Disclosure Update and Simplification , amending certain disclosure requirements that were redundant, duplicative, overlapping, outdated or superseded. In addition, the amendments expanded the requirements on the analysis of stockholders' equity for interim financial statements. Under the amendments, an analysis of changes in each caption of stockholders' equity presented in the balance sheet must be provided in a note or separate statement. The analysis should present a reconciliation of the beginning balance to the ending balance of each period for which a statement of comprehensive income is required to be filed. The Company has adopted the requirements of this accounting pronouncement in fiscal 2019. Accounting Standards Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (ASU 2016-13) . The ASU requires an organization to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to better inform their credit loss estimates. Many of the loss estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the full amount of expected credit losses. Organizations will continue to use judgment to determine which loss estimation method is appropriate for their circumstances. Additionally, the ASU amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. For smaller reporting public companies, this update will be effective for interim and annual periods beginning after December 15, 2022, as amended by the FASB in 2019. We have not yet determined the impact the adoption of ASU 2016-13 will have on the Company’s consolidated financial statements and related disclosures. In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment (“ASU 2017-04”), which simplifies the current two-step goodwill impairment test by eliminating Step 2 of the test. The guidance requires a one-step impairment test in which an entity compares the fair value of a reporting unit with its carrying amount and recognizes an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, if any. This guidance is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years, and should be applied on a prospective basis. Early adoption is permitted for the interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company has preliminarily determined that there will be no material impact of the adoption of this guidance on its financial statements and related disclosures. |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Class of Stock [Line Items] | |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents, and funds held by lender and restricted cash reported within the consolidated balance sheet that sum to the total of the same such amounts shown in the consolidated statement of cash flows as of December 31, 2019 and 2018 (in thousands): December 31, 2019 2018 Cash and cash equivalents $ 7,925 $ 25,452 Funds held by lender and restricted cash 2,564 198 Total cash, cash equivalents, and restricted cash $ 10,489 $ 25,650 |
Series B Preferred Stock | |
Class of Stock [Line Items] | |
Schedule of Redeemable Convertible Preferred Stock | A roll forward of the balance of Series B Preferred Stock for the years ended December 31, 2019 and 2018 is as follows (in thousands): Balance at December 31, 2017 $ 34,859 Issuance of redeemable convertible preferred stock, less issuance costs and warrant accretion 7,311 Deemed dividend on redeemable convertible preferred stock 3,493 Balance at December 31, 2018 45,663 Issuance of redeemable convertible preferred stock 6,000 Issuance costs and warrant accretion 148 Deemed dividend on redeemable convertible preferred stock 2,545 Balance at December 31, 2019 $ 54,356 |
Series A Preferred Stock | |
Class of Stock [Line Items] | |
Schedule of Redeemable Convertible Preferred Stock | A roll forward of the balance of Series A Redeemable Preferred Stock for the year ended December 31, 2019 is as follows (in thousands): Balance at December 31, 2017 $ — Issuance of redeemable preferred stock 22,000 Less issuance costs, net of accretion (253 ) Balance at December 31, 2018 21,747 Accretion of issuance costs 58 Balance at December 31, 2019 $ 21,805 |
MORTGAGE LOANS, NET (Tables)
MORTGAGE LOANS, NET (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Abstract] | |
Schedule Of Participating Mortgage Loans and Investment Of Lending Activities | A roll-forward of loan activity for the years ended December 31, 2019 and 2018 follows (in thousands): Principal Outstanding Interest Receivable Valuation Allowance Carrying Value Balance at December 31, 2017 $ 31,820 $ 530 $ (12,682 ) $ 19,668 Additions: Mortgage loan originated 3,000 — — 3,000 Accretion of mortgage income 748 — (381 ) 367 Accretion of origination fees 16 — — 16 Accrued interest revenue — 2,190 — 2,190 Reductions: Mortgage loan origination fee (70 ) — (70 ) Principal and interest repayments — (1,937 ) — (1,937 ) Balance at December 31, 2018 35,514 783 (13,063 ) 23,234 Additions: Construction loan draws 4,639 — — 4,639 Accretion of mortgage income 55 — — 55 Accrued interest revenue — 1,645 — 1,645 Reductions: Principal foreclosure (8,006 ) (750 ) 381 (8,375 ) Non-cash provision for credit losses (2,598 ) — — (2,598 ) Mortgage loan sale (9,653 ) — — (9,653 ) Principal and interest repayments (7,639 ) (1,308 ) — (8,947 ) Balance at December 31, 2019 $ 12,312 $ 370 $ (12,682 ) $ — |
Schedule Of Participating Mortgage Loans and Investment Of Lending Activities By State | As of December 31, 2019 and 2018 , the geographical concentration of our loan balances by state was as follows (dollar amounts in thousands): December 31, 2019 December 31, 2018 Outstanding Principal and Interest Valuation Allowance Net Carrying Amount Percent # Outstanding Principal and Interest Valuation Allowance Net Carrying Amount Percent # California $ 12,682 $ (12,682 ) $ — 100.0 % 2 $ 12,682 $ (12,682 ) — 34.9 % 2 Missouri — — — — % — 8,317 (381 ) 7,936 22.9 % 1 Texas — — — — % — 12,298 — 12,298 33.9 % 1 New York — — — — % — 3,000 — 3,000 8.3 % 1 Arizona — — — — % — — — — — % 1 Total $ 12,682 $ (12,682 ) $ — 100.0 % 2 $ 36,297 $ (13,063 ) $ 23,234 100.0 % 6 |
Schedule Of Maturity Of Mortgage Loans On Real Estate | The outstanding principal and interest balances of mortgage investments, net of the valuation allowance, as of December 31, 2019 and 2018 , have scheduled maturity dates as follows (dollar amounts in thousands): December 31, 2019 Quarter Outstanding Balance Percent # Matured $ 12,682 100.0 % 2 Total principal and interest 12,682 100.0 % 2 Less: valuation allowance (12,682 ) Mortgage loans, net $ — December 31, 2018 Quarter Outstanding Balance Percent # Matured $ 20,999 57.9 % 3 Q4 2019 15,298 42.1 % 3 Total principal and interest 36,297 100.0 % 6 Less: valuation allowance (13,063 ) Mortgage loans, net $ 23,234 |
Schedule Of Mortgage Loans On Real Estate By Concentration Category | The following table summarizes, as of December 31, 2019 and 2018 , respectively, loan principal and interest balances by concentration category (dollars in thousands): December 31, 2019 December 31, 2018 Amount % # Amount % # Entitled Land $ 12,682 100.0 % 2 $ 12,682 34.9 % 3 Existing structure — — % — 23,615 65.1 % 3 Total 12,682 100.0 % 2 36,297 100.0 % 6 Less: Valuation allowance (12,682 ) (13,063 ) Mortgage loans, net $ — $ 23,234 |
Schedule Of Mortgage Loans On Real Estate By Expected End Use Of Underlying Collateral | As of December 31, 2019 and 2018 , respectively, outstanding principal and interest loan balances by expected end-use of the underlying collateral, were as follows (dollars in thousands): December 31, 2019 December 31, 2018 Amount % # Amount % # Residential $ 12,682 100.0 % 2 $ 13,063 36.0 % 3 Commercial — — % — 23,234 64.0 % 3 Total 12,682 100.0 % 2 36,297 100.0 % 6 Less: valuation allowance (12,682 ) (13,063 ) Net carrying value $ — $ 23,234 |
REVENUE (Tables)
REVENUE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following is a breakdown of revenue by source for the years ended December 31, 2019 and 2018 (in thousands): December 31, 2019 2018 Operating property revenue Commercial real estate rental revenue $ 2,890 $ — Rooms 3,808 3,748 Food and beverage 2,737 1,641 Banquet 251 346 Spa and fitness center 520 635 Other 267 277 Total operating property revenue 10,473 6,647 Mortgage loan income, net 1,909 2,588 Management fees, investment and other income 693 426 Total revenue $ 13,075 $ 9,661 |
OPERATING PROPERTIES, REAL ES_2
OPERATING PROPERTIES, REAL ESTATE HELD FOR SALE AND OTHER REAL ESTATE OWNED (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Real Estate [Abstract] | |
Schedule Of Real Estate Owned Assets Acquired Through Foreclosure By State | A summary of operating properties and REO assets owned as of December 31, 2019 and 2018 , respectively, by method of acquisition, is as follows (in thousands): Acquired Through Foreclosure and/or Guarantor Settlement Acquired Through Purchase and Costs Incurred Accumulated Depreciation Total 2019 2018 2019 2018 2019 2018 2019 2018 Real Estate Held for Sale $ 26,065 $ 7,418 $ 61 $ — $ (621 ) $ — $ 25,505 $ 7,418 Operating Properties — — 47,440 34,550 (2,241 ) (684 ) 45,199 33,866 Other Real Estate Owned 33,341 33,727 — — — — 33,341 33,727 Total $ 59,406 $ 41,145 $ 47,501 $ 34,550 $ (2,862 ) $ (684 ) $ 104,045 $ 75,011 |
Schedule Of Real Estate Owned Assets Acquired Through Foreclosure | A summary of operating properties and REO assets owned as of December 31, 2019 and 2018 , respectively, by state, is as follows (dollars in thousands): December 31, 2019 Operating Properties Held For Sale Other Real Estate Owned Total State # of Projects Aggregate Net Carrying Value # of Projects Aggregate Net Carrying Value # of Projects Aggregate Net Carrying Value # of Projects Aggregate Net Carrying Value California 1 $ 45,199 1 $ 137 1 $ 252 3 $ 45,588 Texas — — 1 2,760 — — 1 2,760 Arizona — — 3 2,971 — — 3 2,971 Minnesota — — 2 1,532 — — 2 1,532 Missouri — — 1 18,105 — — 1 18,105 New Mexico — — — — 5 33,089 5 33,089 Total 1 $ 45,199 8 $ 25,505 6 $ 33,341 15 $ 104,045 December 31, 2018 Operating Properties Held For Sale Other REO Total State # of Projects Aggregate Net Carrying Value # of Projects Aggregate Net Carrying Value # of Projects Aggregate Net Carrying Value # of Projects Aggregate Net Carrying Value California 1 $ 33,866 1 $ 137 1 $ 252 3 $ 34,255 Texas — — 1 2,761 1 216 2 2,977 Arizona — — 4 2,988 — — 4 2,988 Minnesota — — 2 1,532 — — 2 1,532 New Mexico — — — — 5 33,259 5 33,259 Total 1 $ 33,866 8 $ 7,418 7 $ 33,727 16 $ 75,011 Following is a roll forward of REO activity for the years ended December 31, 2019 and 2018 (dollars in thousands): Operating # of Held for # of Other Real Estate Owned # of Projects Total Net Balances at December 31, 2017 $ 20,484 1 $ 5,853 2 $ 38,304 15 $ 64,641 Additions: Capital costs additions 14,066 — 243 — 2,080 — 16,389 Transfer — — 6,657 8 (6,657 ) (8 ) — Reductions: Cost of properties sold — — (4,754 ) (2 ) — — (4,754 ) Depreciation and amortization (684 ) — — — — — (684 ) General and administrative expenses — — (581 ) — — — (581 ) Balances at December 31, 2018 33,866 1 7,418 8 33,727 7 75,011 Additions: Capital costs additions 33,091 — — 1 248 — 33,339 Transfer (19,580 ) — 19,580 — Reductions: Cost of properties sold — — (18 ) (1 ) (634 ) (1 ) (652 ) Depreciation and amortization (2,178 ) — — — — — (2,178 ) Impairment of real estate owned — — (1,475 ) — — — (1,475 ) Balances at December 31, 2019 $ 45,199 1 $ 25,505 8 $ 33,341 6 $ 104,045 |
INVESTMENTS IN JOINT VENTURES_2
INVESTMENTS IN JOINT VENTURES AND PARTNERSHIPS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Equity Method Investments | The following table summarizes the carrying amounts of the above referenced entities’ assets and liabilities included in the Company’s consolidated balance sheets at December 31, 2019 and 2018 (in thousands, net of intercompany eliminations): December 31, 2019 December 31, 2018 Total assets $ 99,990 $ 85,240 Total liabilities 59,920 37,770 Net loss (8,550 ) (2,720 ) |
FAIR VALUE (Tables)
FAIR VALUE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule Of Fair Value Valuation Basis | Following is a table summarizing the methods used by management in estimating fair value as of December 31, 2019 and 2018 : December 31, 2019 % of Carrying Value Mortgage Loans, Net Real Estate Other REO Basis for valuation # Percent # Percent # Percent Third party valuations 0 — % 2 19.4 % 5 99.2 % Third party offers 0 — % 3 77.0 % 1 0.8 % Management analysis 2 100.0 % 3 3.6 % 0 — % Total portfolio 2 100.0 % 8 100.0 % 6 100.0 % December 31, 2018 % of Carrying Value Mortgage Loans, Net Real Estate Other REO Basis for valuation # Percent # Percent # Percent Third party valuations 1 34.2 % 1 18.7 % 6 98.2 % Third party offers 0 — % 3 39.5 % 1 1.8 % Management analysis 5 65.8 % 4 41.8 % 0 — % Total portfolio 6 100.0 % 8 100.0 % 7 100.0 % |
Schedule Of Fair Value Valuation Methodology | A summary of the valuation approaches taken and key assumptions that we utilized to derive fair value, is as follows: December 31, 2019 % of Carrying Value Mortgage Loans, Net Real Estate Other REO Valuation methodology # Percent # Percent # Percent Comparable sales (as-is) 2 100.0 % 5 23.0 % 5 99.2 % Development approach — — % — — % — — % Income capitalization approach — — % — — % — — % Third party offers — — % 3 77.0 % 1 0.8 % Total portfolio 2 100.0 % 8 100.0 % 6 100.0 % December 31, 2018 % of Carrying Value Mortgage Loans, Net Real Estate Other REO Valuation methodology # Percent # Percent # Percent Comparable sales (as-is) 6 100.0 % 7 62.8 % 7 100.0 % Development approach — — % — — % — — % Income capitalization approach — — % — — % — — % Third party offers — — % 1 37.2 % — — % Total portfolio 6 100.0 % 8 100.0 % 7 100.0 % |
Schedule of Fair Value Measurements of Equity Securities | Based on this valuation assessment, management estimated the fair value of the equity securities issued or granted in connection with the transaction as follows: Subject securities Estimated Fair Value per Share Series B-4 Preferred Stock $ 3.20 |
Fair Value, by Balance Sheet Grouping | A summary of our assets measured at fair value on a nonrecurring basis as of December 31, 2019 for which losses were recorded during the year ended December 31, 2019 follows (in thousands): Description December 31, 2019 Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Impairment Charges REO held for sale $ 18,105 $ 18,105 $ — $ 1,475 Derivatives $ — $ — $ — $ 330 |
NOTES PAYABLE AND SPECIAL ASS_2
NOTES PAYABLE AND SPECIAL ASSESSMENT OBLIGATIONS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | As of December 31, 2019 and 2018 , our notes payable and special assessment obligations consisted of the following (in thousands): December 31, 2019 2018 $37.0 million note payable to MidFirst Bank secured by a first lien on MacArthur Place, interest-only payments due monthly at the one month LIBOR (1.76% and 2.50% at December 31, 2019 and 2018, respectively) plus 3.25% to 3.75% depending on compensating balances and meeting certain financial thresholds and terms (total effective interest rate of 5.26% and 6.00% at December 31, 2019 and December 31, 2018, respectively), matures October 1, 2020 with two one-year extension options, with construction completion and partial repayment guarantees provided by the Company. $ 35,454 $ 20,669 $11.0 million note payable to JPMorgan Chase Funding Inc. is secured by the $13.2 million first mortgage note on Broadway Tower, bears interest at one month LIBOR plus 3.45%, requires interest only payments and a balloon payment of unpaid principal and interest upon maturity. The initial maturity date is May 22, 2020, however this note payable was repaid in full in January 2020 in connection with the sale of Broadway Tower as disclosed in Notes 5 and 18. 11,000 — $5.9 million note payable to Southwest Lending LLC secured by real estate in New Mexico, annual interest only payments based on the Wall Street Journal prime rate plus 3.0% through maturity on December 31, 2022 (8.5% and 8.25% at December 31, 2019 and 2018, respectively). 4,940 5,940 Unsecured note payable under class action settlement, face amount of $10.2 million, matured and paid in full on April 29, 2019. — 9,899 $2.3 million special assessment bonds dated between 2002 and 2007, secured by the residential land located in Dakota County, Minnesota, annual interest rate ranging from 6%-7.5%, maturing various dates through 2022 61 90 Total notes payable 51,455 36,598 Less: deferred financing fees of notes payable (178 ) (284 ) Total notes payable $ 51,277 $ 36,314 |
Contractual Obligation Fiscal Year Maturity Schedule | Our notes payable and special assessment obligations have the following scheduled maturities as of December 31, 2019 (in thousands): Year Amount 2020 $ 46,481 2021 26 2022 4,948 Less: deferred financing costs of notes payable (178 ) Total $ 51,277 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Consolidated financial information for our reportable operating segments as of December 31, 2019 and 2018 and for the years then ended is summarized as follows (in thousands): December 31, Balance Sheet Items 2019 2018 Total Assets Mortgage and REO - Legacy portfolio and other operations $ 66,266 $ 67,658 Hospitality and entertainment operations 67,510 52,753 Corporate and other 5,832 23,228 Consolidated total $ 139,608 $ 143,639 Expenditures for additions to long-lived assets Mortgage and REO - Legacy portfolio and other operations $ 248 $ 2,323 Hospitality and entertainment operations 14,433 14,353 Corporate and other 26 16 Consolidated total $ 14,707 $ 16,692 Year Ended December 31, 2019 Income Statement Items Mortgage and REO Legacy Portfolio and Other Operations Hospitality and Entertainment Operations Corporate and Other Consolidated Revenues Mortgage loan income $ 1,909 $ — $ — $ 1,909 Operating property, management fees, and other 3,058 7,583 525 11,166 Total revenue 4,967 7,583 525 13,075 Total operating expenses 5,952 18,129 9,079 33,160 Other (income) expense Gain on disposal of assets, net (184 ) — — (184 ) Provision for (Recovery of) credit losses 1,463 — — 1,463 Impairment of real estate owned, net 1,475 — — 1,475 Unrealized loss on derivatives — 330 — 330 Settlement and related costs, net — — 1,300 1,300 Equity earnings of unconsolidated entities (175 ) — — (175 ) Total other expense, net 2,579 330 1,300 4,209 Total costs and expense, net 8,531 18,459 10,379 37,369 Loss, before income taxes (3,564 ) (10,876 ) (9,854 ) (24,294 ) Provision for income taxes — — — — Net loss $ (3,564 ) $ (10,876 ) $ (9,854 ) $ (24,294 ) Year Ended December 31, 2018 Income Statement Items Mortgage and REO Legacy Portfolio and Other Operations Hospitality and Entertainment Operations Corporate and Other Consolidated Revenues Mortgage loan income $ 2,588 $ — $ — $ 2,588 Operating property, management fees, and other 4 6,888 181 7,073 Total revenue 2,592 6,888 181 9,661 Total operating expenses 2,990 12,761 11,214 26,965 Other (income) expense Gain on disposal of assets, net (3,938 ) — — (3,938 ) Recovery of credit losses (1,968 ) — — (1,968 ) Impairment of real estate owned, net 581 — — 581 Unrealized loss on derivative — 218 — 218 Total other (income) expense, net (5,325 ) 218 — (5,107 ) Total costs and expense, net (2,335 ) 12,979 11,214 21,858 Income (loss), before income taxes 4,927 (6,091 ) (11,033 ) (12,197 ) Provision for income taxes — — — — Net income (loss) $ 4,927 $ (6,091 ) $ (11,033 ) $ (12,197 ) |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination | The changes in the carrying amount of intangibles and goodwill allocated to our Hospitality and Entertainment Operations segment for the years ended December 31, 2019 and 2018 is as follows (in thousands): Goodwill Other Intangible Assets, Net Balance at December 31, 2017 $ 15,380 $ 958 Reductions: Purchase price adjustment (23 ) — Amortization expense — (317 ) Balance at December 31, 2018 15,357 641 Reductions: Amortization expense — (280 ) Balance at December 31, 2019 $ 15,357 $ 361 A summary of our intangible assets and goodwill as of December 31, 2019 and 2018 is as follows (in thousands): Gross Carrying Amount Accumulated Amortization Net Carrying Amount 2019 2018 2019 2018 2019 2018 Amortizing Intangible Assets: Trade name and other $ 90 $ 90 $ (29 ) $ (16 ) $ 61 $ 74 Customer relationships 800 800 (600 ) (333 ) 200 467 Non-Amortizing Intangible Assets: Liquor license 100 100 — — 100 100 Goodwill 15,357 15,357 — — 15,357 15,357 $ 16,347 $ 16,347 $ (629 ) $ (349 ) $ 15,718 $ 15,998 |
Finite-lived Intangible Assets Amortization Expense | As of December 31, 2019 , expected amortization expense for our purchased amortizing intangible assets for each of the next five years and thereafter is as follows (in thousands): Year Amount 2020 $ 213 2021 13 2022 13 2023 13 2024 9 Total $ 261 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | A summary of these assets, at cost less accumulated depreciation and amortization, as of December 31, 2019 and 2018 , follows (in thousands): December 31, 2019 2018 Buildings and improvements $ 32,742 $ 13,650 Furniture, fixtures and equipment 5,559 1,087 Computer equipment 1,538 6 Landscape 2,294 — Total depreciable assets 42,133 14,743 Less accumulated depreciation and amortization (2,411 ) (855 ) Total depreciable assets, net 39,722 13,888 Land 4,920 4,920 Construction in progress 557 15,058 Property and equipment, net $ 45,199 $ 33,866 In addition to these assets, the Company owns other property and equipment related primarily to our corporate activities, which consisted of the following at December 31, 2019 and 2018 (in thousands): December 31, 2019 2018 Computer and communications equipment $ 828 $ 802 Leasehold improvements 389 389 Furniture and equipment 42 42 Total depreciable assets 1,259 1,233 Less accumulated depreciation and amortization (954 ) (840 ) Property and equipment, net $ 305 $ 393 A summary of these assets, at cost less accumulated depreciation and amortization, as of December 31, 2019 and 2018 , follows (in thousands): December 31, 2019 2018 Buildings and improvements $ 17,018 $ — Tenant Improvements 1,509 — Furniture, fixtures and equipment 199 — Total depreciable assets 18,726 — Less accumulated depreciation and amortization (621 ) — Total depreciable assets, net 18,105 — Land 7,400 7,418 Property and equipment, net $ 25,505 $ 7,418 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Lessor, Operating Lease Disclosure | The following table presents minimum lease revenues and variable lease revenue for the years ended December 31, 2019 and 2018 (in thousands): Year ended December 31, 2019 2018 Lease revenue Fixed rent - Minimum lease revenue $ 2,574 $ — Variable lease revenue 315 — Total lease revenue $ 2,889 $ — |
Components of Lease Expense | Supplemental cash flow information related to leases for the year ended December 31, 2019 (in thousands) : Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating lease $ 465 Non-cash investing and financing activities: Right-of-use assets and lease liabilities recorded upon adoption of ASC 842 Right-of-use assets $ 1,574 Lease liabilities $ 1,693 Supplemental balance sheet information related to leases as of December 31, 2019 was as follows (thousands, except lease term and discount rate): Operating leases Operating lease right-of-use assets in other assets $ 1,217 Operating lease liabilities in accounts payable and other accrued expenses $ 1,311 Weighted average remaining lease term 2.8 years Operating leases - Weighted average discount rate 7.1 % |
Lessee, Future Lease Payments | The following represents future payments on operating leases as of December 31, 2019 (in thousands): Years ending Amount 2020 $ 575 2021 577 2022 304 Total lease payments 1,456 Less imputed interest (145 ) Total $ 1,311 |
Lessee, Future Minimum Lease Payments | As of December 31, 2018, future minimum lease payments required under these various lease agreements are as follows (in thousands): Years ending Amount 2019 $ 305 2020 307 2021 308 2022 233 Total $ 1,153 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the expected income tax expense (benefit) at the statutory federal income tax rate of 21% to the Company’s actual provision for income taxes and the effective tax rate for the years ended December 31, 2019 and 2018 , respectively, is as follows (amounts in thousands): 2019 2018 Total % Total % Computed Tax Benefit at Federal Statutory Rate of 21% $ (5,101 ) 21.0 % $ (2,561 ) 21.0 % Permanent Differences: State Taxes, Net of Federal Benefit (708 ) 2.9 % (454 ) 3.7 % Change in Valuation Allowance 5,578 (22.9 )% 3,245 (26.6 )% Rate change 68 (0.3 )% — — % Other true-up 17 (0.1 )% (267 ) 2.2 % Other Permanent Differences 146 (0.6 )% 37 (0.3 )% Provision (Benefit) for Income Taxes $ — — % $ — — % |
Schedule of Deferred Tax Assets and Liabilities | The significant components of deferred tax assets and liabilities in the consolidated balance sheets for continuing operations as of December 31, 2019 and 2018 , respectively, were as follows (in thousands): Deferred Tax Assets 2019 2018 Loss carryforward $ 113,784 $ 106,676 Allowance for credit loss 2,512 2,619 Impairment of real estate owned 3,022 2,665 Reserve against judgment 8,687 9,826 Capitalized real estate costs 338 339 Accrued expenses 822 521 Stock based compensation 536 477 Fixed assets and other (2,827 ) (1,828 ) Total deferred tax assets before valuation allowance 126,874 121,295 Valuation allowance (126,874 ) (121,295 ) Total deferred tax assets net of valuation allowance $ — $ — |
STOCKHOLDERS' EQUITY AND EARN_2
STOCKHOLDERS' EQUITY AND EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stockholders Equity | Our capital structure consisted of the following at December 31, 2019 and 2018 : December 31, 2019 2018 Authorized Total Issued Total Issued Common Stock Common Stock 150,208,500 2,105,616 1,772,894 Class B Common Stock Class B-1 4,023,400 3,811,342 3,811,342 Class B-2 4,023,400 3,811,342 3,811,342 Class B-3 8,165,700 7,735,169 7,735,169 Class B-4 781,644 627,579 627,579 Total Class B Common Stock 16,994,144 15,985,432 15,985,432 Class C Common Stock 15,803,212 838,448 838,448 Class D Common Stock 16,994,144 — — Total Common Stock 200,000,000 18,929,496 18,596,774 Preferred Stock Series B Cumulative Convertible 100,000,000 12,427,941 10,552,941 Series A Redeemable — 22,000 22,000 Total Preferred Stock 100,000,000 12,449,941 10,574,941 Total 300,000,000 31,379,437 29,171,715 Less: Treasury Stock (2,370,737 ) (1,870,164 ) Total issued and outstanding 29,008,700 27,301,551 |
Fair Value Inputs, Instruments Classified in Shareholders' Equity, Quantitative Information | For stock options issued during the years ended December 31, 2019 and 2018 , the fair value was estimated at the date of grant using the Black-Scholes option-pricing model based on the exercise price of the award and other assumptions relating to expected dividend yield, expected stock price volatility, risk-free interest rate, and expected life of options granted which were as follows: December 31, 2019 2018 Expected stock price volatility 40 % 40 % Risk-free interest rate 2.5 % 2.3 % Expected life of options (years) 5.5 5.5 Expected dividend yield 0 0 Discount for lack of marketability 25 % 25 % |
Schedule of Share-based Compensation, Stock Options, Activity | A summary of stock option and restricted stock activity as of and for the years ended December 31, 2019 and 2018 , is presented below: Stock Options Restricted Stock Outstanding At Shares Exercise Price Per Share Remaining Contractual Term (in years) Aggregate Intrinsic Value (in millions) Time-Based Restricted Shares December 31, 2017 1,055,497 $ 6.74 0.0 $ — 791,510 Granted 110,979 2.42 — — 249,496 Exercised or vested — — — — (517,252 ) Forfeited, expired and other adjustments (63,849 ) (6.52 ) — — — December 31, 2018 1,102,627 5.25 0.3 — 523,754 Granted 117,449 2.69 — — 443,372 Exercised or vested — — — — (332,722 ) Forfeited, expired and other adjustments (67,715 ) (6.77 ) — — (82,176 ) December 31, 2019 1,152,361 $ 6.15 1.63 $ — 552,228 |
Schedule of Earnings Per Share, Basic and Diluted | The following table presents a reconciliation of net loss to net loss attributable to common shareholders used in the basic and diluted earnings per share calculations for the years ended December 31, 2019 and 2018 (amounts in thousands, except for per share data): Years Ended December 31, 2019 2018 Earnings allocable to common shares: Numerator - Loss Attributable to Common Shareholders: Net loss $ (24,294 ) $ (12,197 ) Net income attributable to non-controlling interest (1,620 ) (1,144 ) Preferred dividends (8,572 ) (7,229 ) Net loss attributable to common shareholders (34,486 ) (20,570 ) Denominator - Weighted average shares: Weighted average common shares outstanding for basic and diluted earnings per common share 16,463,565 16,703,866 Basic and diluted earnings per common share: Net loss per share (1.57 ) (0.80 ) Preferred dividends per share (0.52 ) (0.43 ) Net loss attributable to common shareholder per share (2.09 ) (1.23 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following securities were not included in the computation of diluted net loss per share as their effect would have been anti-dilutive (presented on a weighted average balance): Years Ended December 31, 2019 2018 Options to purchase common stock 1,108,029 1,081,716 Restricted stock 337,931 351,628 Warrants to purchase common stock 2,600,000 2,535,890 Convertible preferred stock 11,056,366 10,301,531 Total 15,102,326 14,270,765 |
BUSINESS, BASIS OF PRESENTATI_2
BUSINESS, BASIS OF PRESENTATION AND LIQUIDITY (Details) | Jan. 22, 2020USD ($) | Sep. 25, 2019USD ($)$ / sharesshares | Apr. 01, 2019USD ($) | Oct. 02, 2017 | Jan. 31, 2020USD ($) | Sep. 30, 2019USD ($)$ / sharesshares | Nov. 30, 2017USD ($) | Oct. 31, 2017USD ($) | Mar. 30, 2020USD ($) | Dec. 31, 2019USD ($)Loan | Mar. 31, 2019USD ($)renewal_option | Dec. 31, 2017USD ($) | Dec. 31, 2019USD ($)Loanrenewal_option | Dec. 31, 2018USD ($)Loan | Dec. 31, 2008USD ($) | Feb. 28, 2018$ / sharesshares | Dec. 31, 2014shares | Jun. 18, 2010 |
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Amount of fund equity capital raised | $ 875,000,000 | |||||||||||||||||
Percentage of membership units of Fund which approved the Fund to be internally managed | 89.00% | |||||||||||||||||
Accumulated deficit | $ 718,790,000 | $ 718,790,000 | $ 692,876,000 | |||||||||||||||
Number of loans | Loan | 2 | 6 | ||||||||||||||||
Provision for (recovery of) credit losses, net | 2,600,000 | $ 1,463,000 | $ (1,968,000) | |||||||||||||||
Proceeds from sale of REO | 836,000 | 8,692,000 | ||||||||||||||||
Proceeds from issuance of preferred equity | 6,000,000 | 30,000,000 | ||||||||||||||||
Cash and cash equivalents | 7,925,000 | 7,925,000 | 25,452,000 | |||||||||||||||
REO assets acquired through foreclosure | 104,045,000 | $ 64,641,000 | 104,045,000 | 75,011,000 | ||||||||||||||
Operating Properties | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Proceeds from sale of REO | 800,000 | |||||||||||||||||
REO assets acquired through foreclosure | 45,199,000 | 20,484,000 | 45,199,000 | 33,866,000 | ||||||||||||||
Real Estate Held for Sale | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
REO assets acquired through foreclosure | 25,505,000 | 5,853,000 | 25,505,000 | 7,418,000 | ||||||||||||||
Other Real Estate Owned | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
REO assets acquired through foreclosure | 33,341,000 | 38,304,000 | 33,341,000 | 33,727,000 | ||||||||||||||
MacArthur Loan | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Proceeds from issuance of debt | $ 32,300,000 | $ 14,700,000 | ||||||||||||||||
Number of extensions available for loans acquired | renewal_option | 2 | 2 | ||||||||||||||||
Maturity term | 1 year | 1 year | ||||||||||||||||
Hotel | MacArthur Place | MacArthur Loan | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Proceeds from issuance of debt | 19,400,000 | |||||||||||||||||
Required minimum liquidity | $ 5,000,000 | $ 37,000,000 | ||||||||||||||||
Reserve accounts | 2,000,000 | |||||||||||||||||
Repayment guaranty | 50.00% | 50.00% | ||||||||||||||||
Required minimum net worth | $ 50,000,000 | |||||||||||||||||
Preferred Interests | L’Auberge Fund Manager, LLC | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Preferred distribution rate | 7.00% | |||||||||||||||||
Proceeds from private offering | $ 25,000,000 | $ 22,500,000 | $ 15,000,000 | |||||||||||||||
Private offering acquired | $ 17,800,000 | |||||||||||||||||
Series B-4 Preferred Stock | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Preferred stock par value (in dollars per share) | $ / shares | $ 0.01 | |||||||||||||||||
Preferred stock, redemption amount | 8,700,000 | $ 8,700,000 | ||||||||||||||||
Series B-4 Preferred Stock | JPMorgan Chase Funding Inc. | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Preferred stock issued (in shares) | shares | 1,875,000 | 1,875,000 | ||||||||||||||||
Preferred stock par value (in dollars per share) | $ / shares | $ 0.01 | |||||||||||||||||
Preferred stock purchase price (in dollars per share) | $ / shares | $ 3.20 | $ 3.20 | ||||||||||||||||
Proceeds from issuance of preferred equity | $ 6,000,000 | $ 6,000,000 | ||||||||||||||||
Preferred distribution rate | 5.65% | |||||||||||||||||
Series B-1 and B-2 Cumulative Convertible Preferred Stock | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Preferred stock issued (in shares) | shares | 8,200,000 | |||||||||||||||||
Preferred distribution rate | 8.00% | |||||||||||||||||
Preferred stock redemption price | 150.00% | |||||||||||||||||
Preferred stock, redemption amount | 39,600,000 | $ 39,600,000 | ||||||||||||||||
Series B-1 and B-2 Cumulative Convertible Preferred Stock | JPMorgan Chase Funding Inc. | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Proceeds from issuance of preferred equity | $ 2,600,000 | $ 2,600,000 | ||||||||||||||||
Series B-3 Cumulative Convertible Preferred Stock | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Preferred stock par value (in dollars per share) | $ / shares | $ 0.01 | |||||||||||||||||
Preferred distribution rate | 5.65% | |||||||||||||||||
Preferred stock redemption price | 145.00% | |||||||||||||||||
Preferred stock, redemption amount | 11,600,000 | $ 11,600,000 | ||||||||||||||||
Series B-3 Cumulative Convertible Preferred Stock | JPMorgan Chase Funding Inc. | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Preferred stock issued (in shares) | shares | 2,352,941 | |||||||||||||||||
Series B-4 Cumulative Convertible Preferred Stock | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Preferred stock, redemption amount | 8,700,000 | 8,700,000 | ||||||||||||||||
Commitment to Fund Equity | Hotel | MacArthur Loan | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Commitment to provide funds | $ 17,400,000 | $ 27,700,000 | $ 27,700,000 | $ 27,700,000 | ||||||||||||||
Mortgage Receivable | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Number of loans | Loan | 2 | 6 | ||||||||||||||||
Mezzanine Loan | Mortgage Receivable | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Number of loans | Loan | 1 | |||||||||||||||||
Mortgage loans, net | $ 12,300,000 | $ 12,300,000 | ||||||||||||||||
Broadway Tower | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Proceeds from sale of REO | $ 800,000 | $ 8,700,000 | ||||||||||||||||
Broadway Tower | Subsequent Event | ||||||||||||||||||
Business, Basis of Presentation and Liquidity [Line Items] | ||||||||||||||||||
Proceeds from sale of REO | $ 19,500,000 | $ 19,500,000 | ||||||||||||||||
Payment of closing costs | 11,000,000 | |||||||||||||||||
Net proceeds from sale of REO | $ 8,000,000 | $ 8,000,000 | $ 8,000,000 |
SIGNIFICANT ACCOUNTING POLICI_4
SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019 | Dec. 31, 2018 | May 29, 2019 | Jan. 01, 2019 | May 31, 2018 | |
Schedule of Significant Accounting Policies, General [Line Items] | |||||
Advertising expense | $ 900 | $ 800 | |||
Operating lease right-of-use assets | 1,217 | ||||
Operating lease liabilities | $ 1,311 | ||||
Minimum | |||||
Schedule of Significant Accounting Policies, General [Line Items] | |||||
Useful life | 5 years | ||||
Maximum | |||||
Schedule of Significant Accounting Policies, General [Line Items] | |||||
Useful life | 29 years | ||||
ASU 2016-02 | |||||
Schedule of Significant Accounting Policies, General [Line Items] | |||||
Operating lease right-of-use assets | $ 1,600 | ||||
Operating lease liabilities | $ 1,700 | ||||
Deferred rent credit | $ 100 | ||||
Series A Preferred Stock | JPMorgan Chase Funding Inc. | |||||
Schedule of Significant Accounting Policies, General [Line Items] | |||||
Preferred stock issued (in shares) | 22,000 | 22,000 | |||
Preferred stock, purchase price, value | $ 22,000 | $ 22,000 | |||
Broadway Tower | |||||
Schedule of Significant Accounting Policies, General [Line Items] | |||||
Restricted cash acquired through foreclosure | $ 400 | ||||
Operating lease right-of-use assets | $ 600 | ||||
Operating lease liabilities | $ 600 |
SIGNIFICANT ACCOUNTING POLICI_5
SIGNIFICANT ACCOUNTING POLICIES - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Accounting Policies [Abstract] | |||
Cash and cash equivalents | $ 7,925 | $ 25,452 | |
Funds held by lender and restricted cash | 2,564 | 198 | |
Total cash, cash equivalents, and restricted cash | $ 10,489 | $ 25,650 | $ 11,932 |
SIGNIFICANT ACCOUNTING POLICI_6
SIGNIFICANT ACCOUNTING POLICIES - Series B Preferred Stock (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Redeemable Convertible Preferred Stock [Roll Forward] | ||
Deemed dividend on redeemable convertible preferred stock | $ (2,545) | $ (3,493) |
Series B Preferred Stock | ||
Redeemable Convertible Preferred Stock [Roll Forward] | ||
Beginning Balance | 45,663 | 34,859 |
Issuance of redeemable convertible preferred stock, less issuance costs and warrant accretion | 7,311 | |
Deemed dividend on redeemable convertible preferred stock | 2,545 | 3,493 |
Issuance of redeemable convertible preferred stock | 6,000 | |
Issuance costs and warrant accretion | 148 | |
Ending Balance | $ 54,356 | $ 45,663 |
SIGNIFICANT ACCOUNTING POLICI_7
SIGNIFICANT ACCOUNTING POLICIES SIGNIFICANT ACCOUNTING POLICIES - Series A Preferred Stock (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Redeemable Convertible Preferred Stock [Roll Forward] | ||
Less issuance costs, net of accretion | $ 0 | $ (396) |
Accretion of issuance costs | 0 | 396 |
Series A Preferred Stock | ||
Redeemable Convertible Preferred Stock [Roll Forward] | ||
Beginning Balance | 21,747 | 0 |
Issuance of redeemable preferred stock | 22,000 | |
Less issuance costs, net of accretion | (58) | (253) |
Accretion of issuance costs | 58 | 253 |
Ending Balance | $ 21,805 | $ 21,747 |
MORTGAGE LOANS, NET - Narrative
MORTGAGE LOANS, NET - Narrative (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
May 31, 2019 | Dec. 31, 2019USD ($)Loan | Dec. 31, 2019USD ($)Loan | Dec. 31, 2018USD ($)Loan | Dec. 31, 2017USD ($) | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Construction loan draws | $ 4,639,000 | ||||
Provision for (recovery of) credit losses, net | $ 2,598,000 | ||||
Number of new loans | Loan | 2 | ||||
Number of Loans | Loan | 2 | 6 | |||
Carrying amount of mortgages | $ 0 | $ 0 | $ 23,234,000 | $ 19,668,000 | |
Mortgage loan income, net | $ 1,909,000 | 2,588,000 | |||
Mortgage loan payoffs, number of loans | Loan | 2 | ||||
Mortgage loan payoffs | $ 7,600,000 | 0 | |||
Mortgage loan sale discounted rate, number of loans | Loan | 1 | ||||
Mortgage loan sale discounted rate | $ 2,600,000 | ||||
Mortgage loan payoffs and sale, net | $ 9,700,000 | ||||
Maximum percentage of mortgage loan | 20.00% | 20.00% | |||
Mortgage Loan Borrowing Group | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Mortgage loans principal amount | $ 15,400,000 | ||||
Mortgage loans outstanding principal percentage | 66.00% | ||||
Mortgage Receivable | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Loans | Loan | 2 | 6 | |||
Carrying amount of mortgages | $ 6,300,000 | $ 6,300,000 | $ 6,000,000 | ||
Loans receivable valuation allowance (percentage) | 100.00% | 100.00% | 37.11% | ||
Mortgage loans principal amount | $ 12,700,000 | $ 12,700,000 | $ 36,300,000 | ||
Mortgage Receivable | Minimum | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Annual interest rate | 9.70% | ||||
Mortgage Receivable | Maximum | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Annual interest rate | 18.00% | ||||
Nonperforming Financing Receivable | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Mortgage loans weighted average interest rate | 12.00% | 12.00% | |||
Mortgage loans principal amount | $ 12,700,000 | $ 12,700,000 | |||
Mortgage loans principal amount, number of loans | Loan | 2 | 2 | |||
Nonperforming Financing Receivable | Mortgage Receivable | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Mortgage loans principal amount | $ 20,600,000 | ||||
Mortgage loans, number of loans entered into default | Loan | 1 | ||||
Performing Financing Receivable | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Annual interest rate | 9.40% | ||||
Mortgage loans principal amount | $ 15,400,000 | ||||
Mortgage loans principal amount, number of loans | Loan | 3 | ||||
Performing Financing Receivable | Three Individual Mortgage Loan | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Loans | Loan | 3 | ||||
Mortgage loans principal amount | $ 22,900,000 | ||||
Performing Financing Receivable | Mortgage Receivable | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Loans | Loan | 2 | 3 | |||
Carrying amount of mortgages | $ 7,700,000 | ||||
Mortgage loans weighted average interest rate | 9.40% | ||||
LIBOR | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Annual interest rate | 2.50% | ||||
Prime Rate | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Annual interest rate | 4.80% | 5.50% | |||
Originated Mortgage Loan | Mortgage Receivable | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
New loan originations, face amount | $ 3,000,000 | $ 3,000,000 | $ 13,100,000 | ||
Variable interest rate | 6.00% | ||||
Exit fee, percentage | 1.00% | ||||
Originated Mortgage Loan | Mortgage Receivable | Minimum | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Annual interest rate | 8.00% | ||||
Mezzanine Loan | Mortgage Receivable | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Mortgage loans, net | $ 8,200,000 | ||||
Membership interests in LLC, percentage | 100.00% | ||||
Mezzanine Loan | Mortgage Receivable | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Mortgage loans, net | $ 12,300,000 | 12,300,000 | |||
Number of Loans | Loan | 1 | ||||
Fully Reserved Loan | Nonperforming Financing Receivable | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Mortgage loans weighted average interest rate | 12.10% | ||||
Mortgage loans principal amount, number of loans | Loan | 3 | ||||
Fully Reserved Loan | Nonperforming Financing Receivable | Mortgage Receivable | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Carrying amount of mortgages | $ 0 | $ 0 | |||
Mortgage loans principal amount | $ 13,100,000 | ||||
Mortgage loans principal amount, number of loans | Loan | 2 | ||||
Mortgage loan, reserved amount | $ 400,000 |
REVENUE (Details)
REVENUE (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 13,075 | $ 9,661 |
Total operating property revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 10,473 | 6,647 |
Commercial real estate rental revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 2,890 | 0 |
Rooms | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 3,808 | 3,748 |
Food and beverage | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 2,737 | 1,641 |
Banquet | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 251 | 346 |
Spa and fitness center | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 520 | 635 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 267 | 277 |
Mortgage loan income, net | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 1,909 | 2,588 |
Management fees, investment and other income | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 693 | $ 426 |
MORTGAGE LOANS, NET - Loan Acti
MORTGAGE LOANS, NET - Loan Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Movement in Mortgage Loans On Real Estate Principal Amount [Roll Forward] | ||
Principal Outstanding, Beginning Balances | $ 35,514 | $ 31,820 |
Principal Outstanding, Additions: | ||
Mortgage loan originated | 3,000 | |
Construction loan draws | 4,639 | |
Accretion of mortgage income | 55 | 748 |
Accretion of origination fees | 16 | |
Accrued interest revenue | 0 | 0 |
Principal Outstanding, Reductions: | ||
Mortgage loan origination fee | (70) | |
Principal foreclosure | (8,006) | |
Non-cash provision for credit losses | (2,598) | |
Mortgage loan sale | (9,653) | |
Principal and interest repayments | (7,639) | 0 |
Principal Outstanding, Ending Balances | 12,312 | 35,514 |
Movement in Mortgage Loans On Real Estate Interest Receivable [Roll Forward] | ||
Interest Receivable, Beginning Balances | 783 | 530 |
Additions, Interest Receivable: | ||
Mortgage loan originated | 0 | |
Construction loan draws | 0 | |
Accretion of mortgage income | 0 | 0 |
Accretion of origination fees | 0 | |
Accrued interest revenue | 1,645 | 2,190 |
Reductions, Interest Receivable: | ||
Mortgage loan origination fee | ||
Principal foreclosure | (750) | |
Non-cash provision for credit losses | 0 | |
Mortgage loan sale | 0 | |
Principal and interest repayments | (1,308) | (1,937) |
Interest Receivable, Ending Balances | 370 | 783 |
Movement in Allowance for Loan and Lease Losses, Real Estate [Roll Forward] | ||
Valuation Allowance, Begining Balances | (13,063) | (12,682) |
Valuation Allowance, Additions: | ||
Mortgage loan originated | 0 | |
Construction loan draws | 0 | |
Accretion of mortgage income | 0 | (381) |
Accretion of origination fees | 0 | |
Accrued interest revenue | 0 | 0 |
Valuation Allowance, Reductions: | ||
Mortgage loan origination fee | 0 | |
Principal foreclosure | 381 | |
Non-cash provision for credit losses | 0 | |
Mortgage loan sale | 0 | |
Principal and interest repayments | 0 | 0 |
Valuation Allowance, Ending Balances | (12,682) | (13,063) |
SEC Schedule, 12-29, Real Estate Companies, Investment in Movement in Mortgage Loans on Real Estate [Roll Forward] | ||
Mortgage Loans, Beginning Balances, Carrying Value | 23,234 | 19,668 |
Net Carrying Value, Additions : | ||
Mortgage loan originated | 3,000 | |
Construction loan draws | 4,639 | |
Accretion of mortgage income | 55 | 367 |
Accretion of origination fees | 16 | |
Accrued interest revenue | 1,645 | 2,190 |
Net Carrying Value, Reductions : | ||
Mortgage loan origination fee | (70) | |
Principal foreclosure | (8,375) | |
Non-cash provision for credit losses | (2,598) | |
Mortgage loan sale | (9,653) | |
Principal and interest repayments | (8,947) | (1,937) |
Mortgage Loans, Ending Balances, Carrying Value | $ 0 | $ 23,234 |
MORTGAGE LOANS, NET - Loans by
MORTGAGE LOANS, NET - Loans by State (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($)LoanLoans | Dec. 31, 2018USD ($)LoanLoans | Dec. 31, 2017USD ($) | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Outstanding Principal and Interest | $ 12,682 | $ 36,297 | |
Valuation Allowance | (12,682) | (13,063) | $ (12,682) |
Net Carrying Amount | $ 0 | $ 23,234 | $ 19,668 |
Loan Percentage | 100.00% | 100.00% | |
Number of Loans | Loan | 2 | 6 | |
California | |||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Outstanding Principal and Interest | $ 12,682 | $ 12,682 | |
Valuation Allowance | (12,682) | (12,682) | |
Net Carrying Amount | $ 0 | $ 0 | |
Loan Percentage | 100.00% | 34.90% | |
Number of Loans | Loan | 2 | 2 | |
Missouri | |||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Outstanding Principal and Interest | $ 0 | $ 8,317 | |
Valuation Allowance | 0 | (381) | |
Net Carrying Amount | $ 0 | $ 7,936 | |
Loan Percentage | 0.00% | 22.90% | |
Number of Loans | Loan | 0 | 1 | |
Texas | |||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Outstanding Principal and Interest | $ 0 | $ 12,298 | |
Valuation Allowance | 0 | 0 | |
Net Carrying Amount | $ 0 | $ 12,298 | |
Loan Percentage | 0.00% | 33.90% | |
Number of Loans | Loans | 0 | 1 | |
New York | |||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Outstanding Principal and Interest | $ 0 | $ 3,000 | |
Valuation Allowance | 0 | 0 | |
Net Carrying Amount | $ 0 | $ 3,000 | |
Loan Percentage | 0.00% | 8.30% | |
Number of Loans | Loans | 0 | 1 | |
Arizona | |||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Outstanding Principal and Interest | $ 0 | $ 0 | |
Valuation Allowance | 0 | 0 | |
Net Carrying Amount | $ 0 | $ 0 | |
Loan Percentage | 0.00% | 0.00% | |
Number of Loans | Loan | 0 | 1 |
MORTGAGE LOANS, NET - Loans b_2
MORTGAGE LOANS, NET - Loans by Maturity (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($)Loan | Dec. 31, 2018USD ($)Loan | Dec. 31, 2017USD ($) | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Outstanding Balance | $ 12,682 | $ 36,297 | |
Less: valuation allowance | (12,682) | (13,063) | $ (12,682) |
Net Carrying Amount | $ 0 | $ 23,234 | $ 19,668 |
Total Loan Percentage | 100.00% | 100.00% | |
Number of Loans | Loan | 2 | 6 | |
Matured | |||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Outstanding Balance | $ 12,682 | $ 20,999 | |
Percentage of Loans | 100.00% | 57.90% | |
Number of Loans | Loan | 2 | 3 | |
Q4 2019 | |||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Outstanding Balance | $ 15,298 | ||
Percentage of Loans | 42.10% | ||
Number of Loans | Loan | 3 |
MORTGAGE LOANS, NET - Loans b_3
MORTGAGE LOANS, NET - Loans by Concentration Category (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($)Loan | Dec. 31, 2018USD ($)Loan | Dec. 31, 2017USD ($) | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Principal Amount | $ 12,682 | $ 36,297 | |
Less: valuation allowance | (12,682) | (13,063) | $ (12,682) |
Net Carrying Amount | $ 0 | $ 23,234 | $ 19,668 |
Loan Percentage | 100.00% | 100.00% | |
Number of Loans | Loan | 2 | 6 | |
Entitled Land | |||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Principal Amount | $ 12,682 | $ 12,682 | |
Loan Percentage | 100.00% | 34.90% | |
Number of Loans | Loan | 2 | 3 | |
Entitled Land | |||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Principal Amount | $ 0 | $ 23,615 | |
Loan Percentage | 0.00% | 65.10% | |
Number of Loans | Loan | 0 | 3 |
MORTGAGE LOANS, NET - Loans b_4
MORTGAGE LOANS, NET - Loans by Expected End-Use (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($)Loan | Dec. 31, 2018USD ($)Loan | Dec. 31, 2017USD ($) | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Principal Amount | $ 12,682 | $ 36,297 | |
Less: valuation allowance | (12,682) | (13,063) | $ (12,682) |
Net Carrying Amount | $ 0 | $ 23,234 | $ 19,668 |
Loan Percentage | 100.00% | 100.00% | |
Number of Loans | Loan | 2 | 6 | |
Residential | |||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Principal Amount | $ 12,682 | $ 13,063 | |
Loan Percentage | 100.00% | 36.00% | |
Number of Loans | Loan | 2 | 3 | |
Commercial | |||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||
Principal Amount | $ 0 | $ 23,234 | |
Loan Percentage | 0.00% | 64.00% | |
Number of Loans | Loan | 0 | 3 |
OPERATING PROPERTIES, REAL ES_3
OPERATING PROPERTIES, REAL ESTATE HELD FOR SALE AND OTHER REAL ESTATE OWNED - Narrative (Details) $ in Thousands | Jan. 22, 2020USD ($) | Mar. 30, 2020USD ($) | Dec. 31, 2019USD ($)Property | Dec. 31, 2018USD ($)Property | Dec. 31, 2019USD ($) | May 29, 2019USD ($) | Dec. 31, 2017USD ($) |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||
REO assets acquired through foreclosure | $ 104,045 | $ 75,011 | $ 104,045 | $ 64,641 | |||
Assets | 139,608 | 143,639 | 139,608 | ||||
Liabilities | 63,814 | 47,066 | 63,814 | ||||
Operating lease right-of-use assets | 1,217 | 1,217 | |||||
Operating lease liabilities | 1,311 | 1,311 | |||||
Proceeds from sale of REO | 836 | 8,692 | |||||
Net gain (loss) on sale of investment real estate | 184 | 3,938 | |||||
Renovation costs | 12,900 | 14,100 | 28,000 | ||||
Real estate operating costs and expenses | 15,900 | 9,600 | |||||
Cash outlays for capitalized development costs | 12,170 | 16,676 | |||||
Impairment of real estate owned | 1,475 | 581 | |||||
Real Estate Held for Sale | |||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||
REO assets acquired through foreclosure | 25,505 | 7,418 | 25,505 | 5,853 | |||
Impairment of real estate owned | 1,475 | ||||||
Operating Properties | |||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||
REO assets acquired through foreclosure | 45,199 | 33,866 | 45,199 | 20,484 | |||
Proceeds from sale of REO | 800 | ||||||
Impairment of real estate owned | 0 | ||||||
Other Real Estate Owned | |||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||
REO assets acquired through foreclosure | 33,341 | 33,727 | $ 33,341 | $ 38,304 | |||
Impairment of real estate owned | 0 | ||||||
Broadway Tower | |||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||
Assets | $ 24,100 | ||||||
Liabilities | 16,300 | ||||||
Operating lease right-of-use assets | 600 | ||||||
Operating lease liabilities | $ 600 | ||||||
Proceeds from sale of REO | 800 | 8,700 | |||||
Net gain (loss) on sale of investment real estate | $ 200 | $ 3,900 | |||||
Number of real estate properties sold (in properties) | Property | 2 | 2 | |||||
Subsequent Event | Broadway Tower | |||||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||||
Proceeds from sale of REO | $ 19,500 | $ 19,500 | |||||
Net gain (loss) on sale of investment real estate | $ (1,500) | $ (1,500) |
OPERATING PROPERTIES, REAL ES_4
OPERATING PROPERTIES, REAL ESTATE HELD FOR SALE AND OTHER REAL ESTATE OWNED - Operating Properties and REO Assets (Details) $ in Thousands | Dec. 31, 2019USD ($)Project | Dec. 31, 2018USD ($) | Dec. 31, 2018projects | Dec. 31, 2018Project | Dec. 31, 2017USD ($)Project |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Acquired Through Foreclosure and/or Guarantor Settlement | $ 59,406 | $ 41,145 | |||
Acquired Through Purchase and Costs Incurred | 47,501 | 34,550 | |||
Accumulated Depreciation | $ (2,862) | (684) | |||
Number of Projects | 15 | 16 | |||
Real Estate Acquired through Foreclosure | $ (104,045) | (75,011) | $ (64,641) | ||
Real Estate Held for Sale | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Acquired Through Foreclosure and/or Guarantor Settlement | 26,065 | 7,418 | |||
Acquired Through Purchase and Costs Incurred | 61 | 0 | |||
Accumulated Depreciation | $ (621) | 0 | |||
Number of Projects | 8 | 8 | 8 | 2 | |
Real Estate Acquired through Foreclosure | $ (25,505) | (7,418) | $ (5,853) | ||
Operating Properties | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Acquired Through Foreclosure and/or Guarantor Settlement | 0 | 0 | |||
Acquired Through Purchase and Costs Incurred | 47,440 | 34,550 | |||
Accumulated Depreciation | $ (2,241) | (684) | |||
Number of Projects | 1 | 1 | 1 | 1 | |
Real Estate Acquired through Foreclosure | $ (45,199) | (33,866) | $ (20,484) | ||
Other Real Estate Owned | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Acquired Through Foreclosure and/or Guarantor Settlement | 33,341 | 33,727 | |||
Acquired Through Purchase and Costs Incurred | 0 | 0 | |||
Accumulated Depreciation | $ 0 | 0 | |||
Number of Projects | 6 | 7 | 7 | 15 | |
Real Estate Acquired through Foreclosure | $ (33,341) | (33,727) | $ (38,304) | ||
California | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 3 | 3 | |||
Real Estate Acquired through Foreclosure | $ (45,588) | (34,255) | |||
California | Real Estate Held for Sale | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 1 | 1 | |||
Real Estate Acquired through Foreclosure | $ (137) | (137) | |||
California | Operating Properties | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 1 | 1 | |||
Real Estate Acquired through Foreclosure | $ (45,199) | (33,866) | |||
California | Other Real Estate Owned | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 1 | 1 | |||
Real Estate Acquired through Foreclosure | $ (252) | (252) | |||
Texas | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 1 | 2 | |||
Real Estate Acquired through Foreclosure | $ (2,760) | (2,977) | |||
Texas | Real Estate Held for Sale | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 1 | 1 | |||
Real Estate Acquired through Foreclosure | $ (2,760) | (2,761) | |||
Texas | Operating Properties | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 0 | 0 | |||
Real Estate Acquired through Foreclosure | $ 0 | 0 | |||
Texas | Other Real Estate Owned | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 0 | 1 | |||
Real Estate Acquired through Foreclosure | $ 0 | (216) | |||
Arizona | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 3 | 4 | |||
Real Estate Acquired through Foreclosure | $ (2,971) | (2,988) | |||
Arizona | Real Estate Held for Sale | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 3 | 4 | |||
Real Estate Acquired through Foreclosure | $ (2,971) | (2,988) | |||
Arizona | Operating Properties | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 0 | 0 | |||
Real Estate Acquired through Foreclosure | $ 0 | 0 | |||
Arizona | Other Real Estate Owned | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 0 | 0 | |||
Real Estate Acquired through Foreclosure | $ 0 | 0 | |||
Minnesota | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 2 | 2 | |||
Real Estate Acquired through Foreclosure | $ (1,532) | (1,532) | |||
Minnesota | Real Estate Held for Sale | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 2 | 2 | |||
Real Estate Acquired through Foreclosure | $ (1,532) | (1,532) | |||
Minnesota | Operating Properties | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 0 | 0 | |||
Real Estate Acquired through Foreclosure | $ 0 | 0 | |||
Minnesota | Other Real Estate Owned | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 0 | 0 | |||
Real Estate Acquired through Foreclosure | $ 0 | 0 | |||
Missouri | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | Project | 1 | ||||
Real Estate Acquired through Foreclosure | $ (18,105) | ||||
Missouri | Real Estate Held for Sale | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | Project | 1 | ||||
Real Estate Acquired through Foreclosure | $ (18,105) | ||||
Missouri | Operating Properties | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | Project | 0 | ||||
Real Estate Acquired through Foreclosure | $ 0 | ||||
Missouri | Other Real Estate Owned | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | Project | 0 | ||||
Real Estate Acquired through Foreclosure | $ 0 | ||||
New Mexico | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 5 | 5 | |||
Real Estate Acquired through Foreclosure | $ (33,089) | (33,259) | |||
New Mexico | Real Estate Held for Sale | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 0 | 0 | |||
Real Estate Acquired through Foreclosure | $ 0 | 0 | |||
New Mexico | Operating Properties | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 0 | 0 | |||
Real Estate Acquired through Foreclosure | $ 0 | 0 | |||
New Mexico | Other Real Estate Owned | |||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | |||||
Number of Projects | 5 | 5 | |||
Real Estate Acquired through Foreclosure | $ (33,089) | $ (33,259) |
OPERATING PROPERTIES, REAL ES_5
OPERATING PROPERTIES, REAL ESTATE HELD FOR SALE AND OTHER REAL ESTATE OWNED - REO Activity Roll Forward (Details) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019USD ($) | Dec. 31, 2019Project | Dec. 31, 2018USD ($) | Dec. 31, 2018projects | Dec. 31, 2018Project | |
Movement in Real Estate Acquired Through Foreclosure [Roll Forward] | |||||
Real Estate Held for Sale, Beginning Balances | $ 75,011 | $ 64,641 | |||
Additions: | |||||
Capital costs additions | 33,339 | 16,389 | |||
Transfer | 0 | 0 | |||
Reductions: | |||||
Cost of properties sold | (652) | (4,754) | |||
Impairment of real estate owned | (1,475) | (581) | |||
Depreciation and amortization | (2,178) | (684) | |||
General and administrative expenses | (581) | ||||
Real Estate Held for Sale, Ending Balances | 104,045 | 75,011 | |||
Movement in Mortgage Loans On Real Estate Number Of Projects [Roll Forward] | |||||
Mortgage Loans on Real Estate, Beginning Balance | projects | |||||
Number of Projects, Reductions: | |||||
Mortgage Loans on Real Estate, Ending Balance | 15 | 16 | |||
Operating Properties | |||||
Movement in Real Estate Acquired Through Foreclosure [Roll Forward] | |||||
Real Estate Held for Sale, Beginning Balances | 33,866 | 20,484 | |||
Additions: | |||||
Capital costs additions | 33,091 | 14,066 | |||
Transfer | (19,580) | 0 | |||
Reductions: | |||||
Cost of properties sold | 0 | 0 | |||
Impairment of real estate owned | 0 | ||||
Depreciation and amortization | (2,178) | (684) | |||
General and administrative expenses | 0 | ||||
Real Estate Held for Sale, Ending Balances | 45,199 | 33,866 | |||
Movement in Mortgage Loans On Real Estate Number Of Projects [Roll Forward] | |||||
Mortgage Loans on Real Estate, Beginning Balance | 1 | 1 | |||
Number of Projects, Additions: | |||||
Capital costs additions | Project | 0 | 0 | |||
Transfer | Project | 0 | 0 | |||
Number of Projects, Reductions: | |||||
Cost of properties sold | Project | 0 | 0 | |||
Impairment of real estate owned | Project | 0 | ||||
Depreciation and amortization | Project | 0 | 0 | |||
General and administrative expenses | Project | 0 | ||||
Mortgage Loans on Real Estate, Ending Balance | 1 | 1 | 1 | ||
Real Estate Held for Sale | |||||
Movement in Real Estate Acquired Through Foreclosure [Roll Forward] | |||||
Real Estate Held for Sale, Beginning Balances | 7,418 | 5,853 | |||
Additions: | |||||
Capital costs additions | 0 | 243 | |||
Transfer | 19,580 | 6,657 | |||
Reductions: | |||||
Cost of properties sold | (18) | (4,754) | |||
Impairment of real estate owned | (1,475) | ||||
Depreciation and amortization | 0 | 0 | |||
General and administrative expenses | (581) | ||||
Real Estate Held for Sale, Ending Balances | 25,505 | 7,418 | |||
Movement in Mortgage Loans On Real Estate Number Of Projects [Roll Forward] | |||||
Mortgage Loans on Real Estate, Beginning Balance | 8 | 2 | |||
Number of Projects, Additions: | |||||
Capital costs additions | Project | 1 | 0 | |||
Transfer | Project | 8 | ||||
Number of Projects, Reductions: | |||||
Cost of properties sold | Project | (1) | (2) | |||
Impairment of real estate owned | Project | 0 | ||||
Depreciation and amortization | Project | 0 | 0 | |||
General and administrative expenses | Project | 0 | ||||
Mortgage Loans on Real Estate, Ending Balance | 8 | 8 | 8 | ||
Other Real Estate Owned | |||||
Movement in Real Estate Acquired Through Foreclosure [Roll Forward] | |||||
Real Estate Held for Sale, Beginning Balances | 33,727 | 38,304 | |||
Additions: | |||||
Capital costs additions | 248 | 2,080 | |||
Transfer | (6,657) | ||||
Reductions: | |||||
Cost of properties sold | (634) | 0 | |||
Impairment of real estate owned | 0 | ||||
Depreciation and amortization | 0 | 0 | |||
General and administrative expenses | 0 | ||||
Real Estate Held for Sale, Ending Balances | $ 33,341 | $ 33,727 | |||
Movement in Mortgage Loans On Real Estate Number Of Projects [Roll Forward] | |||||
Mortgage Loans on Real Estate, Beginning Balance | 7 | 15 | |||
Number of Projects, Additions: | |||||
Capital costs additions | Project | 0 | 0 | |||
Transfer | Project | (8) | ||||
Number of Projects, Reductions: | |||||
Cost of properties sold | Project | (1) | 0 | |||
Impairment of real estate owned | Project | 0 | ||||
Depreciation and amortization | Project | 0 | 0 | |||
General and administrative expenses | Project | 0 | ||||
Mortgage Loans on Real Estate, Ending Balance | 6 | 7 | 7 |
INVESTMENTS IN JOINT VENTURES_3
INVESTMENTS IN JOINT VENTURES AND PARTNERSHIPS - Narrative (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Oct. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2019USD ($)partnership | Dec. 31, 2018USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2016USD ($) | |
Schedule of Equity Method Investments [Line Items] | ||||||
Contributions from Hotel Fund investors | $ 7,518,000 | $ 14,257,000 | ||||
Proceeds from sale of real estate owned and operating properties and other assets | 836,000 | 8,692,000 | ||||
Gain on sale of real estate | 184,000 | 3,938,000 | ||||
Expense reimbursements to broker-dealers | 48,000 | 90,000 | ||||
Profit distribution to related party | 1,397,000 | 408,000 | ||||
Mortgage loan origination fee | 70,000 | |||||
Mortgage loan receivable | ||||||
Unconsolidated Partnerships | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Maximum borrowing capacity | $ 5,000,000 | $ 700,000 | ||||
Number of partnerships | partnership | 5 | |||||
Effective rate (percentage) | 6.75% | |||||
Lakeside JV | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Payments to acquire equity method investments | $ 4,200,000 | |||||
Ownership percentage by fund manager | 90.00% | |||||
Proceeds from sale of real estate owned and operating properties and other assets | 8,200,000 | |||||
Gain on sale of real estate | 3,500,000 | |||||
Utah JV | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Contributions from Hotel Fund investors | $ 1,900,000 | $ 1,700,000 | ||||
Ownership percentage by noncontrolling owners | 50.00% | |||||
Minimum | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Equity method investment ownership percentage | 3.40% | |||||
Maximum | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Equity method investment ownership percentage | 100.00% | |||||
Prime Rate | Minimum | Unconsolidated Partnerships | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Variable rate | 2.00% | |||||
Prime Rate | Maximum | Unconsolidated Partnerships | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Variable rate | 8.00% | |||||
L’Auberge Fund Manager, LLC | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Noninterest-bearing advances | $ 8,400,000 | $ 2,400,000 | ||||
Maximum exposure to loss | $ 28,800,000 | |||||
L’Auberge Fund Manager, LLC | Preferred Interests | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership percentage by fund manager | 10.00% | |||||
Proceeds from private offering | $ 25,000,000 | $ 22,500,000 | 15,000,000 | |||
Preferred distribution rate | 7.00% | |||||
Funded preferred distributions | $ 2,000,000 | |||||
Selling commissions as % of gross proceeds | 6.00% | |||||
Nonaccountable expense reimbursements broker-dealers as percent of gross proceeds | 1.00% | |||||
Expense reimbursements to broker-dealers | $ 100,000 | |||||
Preferred return, percentage | 12.00% | |||||
Preferred interest | $ 2,500,000 | $ 1,700,000 | ||||
Hotel | MacArthur Place | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Payments to acquire hotel | $ 36,000,000 | |||||
Mezzanine Loan | Affiliated Entity | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Preferred return, percentage | 11.40% | |||||
Debt | $ 10,000,000 | |||||
Total commitment, percentage | 39.00% | |||||
Loan interest rate, percentage | 15.00% | |||||
Accrued quarterly rate, percentage | 6.00% | |||||
Entitled return, percentage | 7.00% | |||||
Management fee, percentage | 1.50% | |||||
Annual rate, percentage | 5.40% | |||||
Mortgage loan origination fee | $ 100,000 | |||||
Mortgage loan earnings | 200,000 | |||||
Mortgage loan receivable | $ 100,000 | |||||
Mezzanine Loan | Minimum | Affiliated Entity | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Loan interest rate, percentage | 2.40% | |||||
Real Estate Loan | Affiliated Entity | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Total commitment | $ 3,900,000 | |||||
Commitment funded | 3,800,000 | |||||
Real Estate Loan | Maximum | Affiliated Entity | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Total commitment | $ 3,900,000 |
INVESTMENTS IN JOINT VENTURES_4
INVESTMENTS IN JOINT VENTURES AND PARTNERSHIPS - Carrying Amounts of Assets and Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Cash and Cash Equivalents | ||
Schedule of Equity Method Investments [Line Items] | ||
Total assets | $ 99,990 | $ 85,240 |
Real Estate and Related Assets | ||
Schedule of Equity Method Investments [Line Items] | ||
Total liabilities | 59,920 | 37,770 |
Other Assets | ||
Schedule of Equity Method Investments [Line Items] | ||
Net loss | $ (8,550) | $ (2,720) |
DERIVATIVE INSTRUMENTS AND HE_2
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Unrealized loss on derivatives | $ 330,000 | $ 218,000 |
Interest Rate Cap | Designated as Hedging Instrument | Cash Flow Hedging | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Notional amount | $ 36,000,000 | |
Cap interest rate | 2.20% | |
Unrealized loss on derivatives | 300,000 | $ 300,000 |
Fair value of derivative | $ 0 |
FAIR VALUE - Valuation Basis (D
FAIR VALUE - Valuation Basis (Details) - Loan | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Third party valuations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Mortgage Loans Held For Sale, valuation basis, number of loans | 0 | 1 |
Mortgage Loans Held For Sale, valuation basis, percent | 0.00% | 34.20% |
Real Estate Held For Sale, valuation basis, number of loans | 2 | 1 |
Real Estate Held For Sale, valuation basis, percent | 19.40% | 18.70% |
Other Real Estate Owned, valuation basis, number of loans | 5 | 6 |
Other Real Estate Owned, valuation basis, percent | 99.20% | 98.20% |
Third party offers | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Mortgage Loans Held For Sale, valuation basis, number of loans | 0 | 0 |
Mortgage Loans Held For Sale, valuation basis, percent | 0.00% | 0.00% |
Real Estate Held For Sale, valuation basis, number of loans | 3 | 3 |
Real Estate Held For Sale, valuation basis, percent | 77.00% | 39.50% |
Other Real Estate Owned, valuation basis, number of loans | 1 | 1 |
Other Real Estate Owned, valuation basis, percent | 0.80% | 1.80% |
Management analysis | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Mortgage Loans Held For Sale, valuation basis, number of loans | 2 | 5 |
Mortgage Loans Held For Sale, valuation basis, percent | 100.00% | 65.80% |
Real Estate Held For Sale, valuation basis, number of loans | 3 | 4 |
Real Estate Held For Sale, valuation basis, percent | 3.60% | 41.80% |
Other Real Estate Owned, valuation basis, number of loans | 0 | 0 |
Other Real Estate Owned, valuation basis, percent | 0.00% | 0.00% |
Total portfolio | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Mortgage Loans Held For Sale, valuation basis, number of loans | 2 | 6 |
Mortgage Loans Held For Sale, valuation basis, percent | 100.00% | 100.00% |
Real Estate Held For Sale, valuation basis, number of loans | 8 | 8 |
Real Estate Held For Sale, valuation basis, percent | 100.00% | 100.00% |
Other Real Estate Owned, valuation basis, number of loans | 6 | 7 |
Other Real Estate Owned, valuation basis, percent | 100.00% | 100.00% |
FAIR VALUE - Valuation Methodol
FAIR VALUE - Valuation Methodology (Details) - Loan | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Comparable sales (as-is) | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Mortgage Loans Held For Sale, valuation methodology, number of loans | 2 | 6 |
Mortgage Loans Held For Sale, valuation methodology, percent | 100.00% | 100.00% |
Real Estate Held For Sale, valuation methodology, number of loans | 5 | 7 |
Real Estate Held For Sale, valuation methodology, percent | 23.00% | 62.80% |
Other Real Estate Owned, valuation methodology, number of loans | 5 | 7 |
Other Real Estate Owned, valuation methodology, percent | 99.20% | 100.00% |
Development approach | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Mortgage Loans Held For Sale, valuation methodology, number of loans | 0 | 0 |
Mortgage Loans Held For Sale, valuation methodology, percent | 0.00% | 0.00% |
Real Estate Held For Sale, valuation methodology, number of loans | 0 | 0 |
Real Estate Held For Sale, valuation methodology, percent | 0.00% | 0.00% |
Other Real Estate Owned, valuation methodology, number of loans | 0 | 0 |
Other Real Estate Owned, valuation methodology, percent | 0.00% | 0.00% |
Income capitalization approach | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Mortgage Loans Held For Sale, valuation methodology, number of loans | 0 | 0 |
Mortgage Loans Held For Sale, valuation methodology, percent | 0.00% | 0.00% |
Real Estate Held For Sale, valuation methodology, number of loans | 0 | 0 |
Real Estate Held For Sale, valuation methodology, percent | 0.00% | 0.00% |
Other Real Estate Owned, valuation methodology, number of loans | 0 | 0 |
Other Real Estate Owned, valuation methodology, percent | 0.00% | 0.00% |
Third party offers | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Mortgage Loans Held For Sale, valuation methodology, number of loans | 0 | 0 |
Mortgage Loans Held For Sale, valuation methodology, percent | 0.00% | 0.00% |
Real Estate Held For Sale, valuation methodology, number of loans | 3 | 1 |
Real Estate Held For Sale, valuation methodology, percent | 77.00% | 37.20% |
Other Real Estate Owned, valuation methodology, number of loans | 1 | 0 |
Other Real Estate Owned, valuation methodology, percent | 0.80% | 0.00% |
Total portfolio | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Mortgage Loans Held For Sale, valuation methodology, number of loans | 2 | 6 |
Mortgage Loans Held For Sale, valuation methodology, percent | 100.00% | 100.00% |
Real Estate Held For Sale, valuation methodology, number of loans | 8 | 8 |
Real Estate Held For Sale, valuation methodology, percent | 100.00% | 100.00% |
Other Real Estate Owned, valuation methodology, number of loans | 6 | 7 |
Other Real Estate Owned, valuation methodology, percent | 100.00% | 100.00% |
FAIR VALUE - Fair Value of Equi
FAIR VALUE - Fair Value of Equity Securities Issued (Details) | 12 Months Ended |
Dec. 31, 2019$ / shares | |
Series B-4 Preferred Stock | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Estimated Fair Value per Share | $ 3.20 |
FAIR VALUE - Assets Measured on
FAIR VALUE - Assets Measured on Nonrecurring Basis (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivatives | $ 104,045 | $ 75,011 | $ 64,641 |
Nonrecurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
REO held for sale | 18,105 | ||
Derivatives | 0 | ||
Nonrecurring | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
REO held for sale | 18,105 | ||
Derivatives | 0 | ||
Nonrecurring | Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
REO held for sale | 0 | ||
REO held for sale, impairment charges | 1,475 | ||
Derivatives | 0 | ||
Derivatives, impairment charges | $ 330 |
FAIR VALUE - Narrative (Details
FAIR VALUE - Narrative (Details) - USD ($) shares in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Unrealized loss on derivatives | $ 330,000 | $ 218,000 | ||
Recovery of credit losses | $ 2,600,000 | 1,463,000 | (1,968,000) | |
Impairment of real estate owned | 1,475,000 | 581,000 | ||
Valuation allowance | 12,682,000 | 12,682,000 | 13,063,000 | $ 12,682,000 |
Mortgage Receivable | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Valuation allowance | $ 12,700,000 | $ 12,700,000 | $ 13,100,000 | |
Loans receivable valuation allowance (percentage) | 100.00% | 100.00% | 37.11% | |
Series B-4 Preferred Stock | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Preferred stock issued | 1,875 | |||
Preferred stock, purchase price, value | $ 6,000,000 | $ 6,000,000 | ||
Designated as Hedging Instrument | Interest Rate Cap | Cash Flow Hedging | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair value of derivative | $ 0 | 0 | ||
Unrealized loss on derivatives | $ 300,000 | $ 300,000 |
NOTES PAYABLE AND SPECIAL ASS_3
NOTES PAYABLE AND SPECIAL ASSESSMENT OBLIGATIONS - Notes Payable and Special Assessment Obligations (Details) | 12 Months Ended | |
Dec. 31, 2019USD ($)renewal_option | Dec. 31, 2018USD ($) | |
Debt Instrument [Line Items] | ||
Debt | $ 51,277,000 | |
Special assessment bond | 100,000 | $ 100,000 |
Secured Debt | $37.0 Million Note Payable | ||
Debt Instrument [Line Items] | ||
Face Amount | $ 37,000,000 | |
Stated interest rate | 5.26% | 6.00% |
Maturity term | 1 year | |
Number of extensions available for loans acquired | renewal_option | 2 | |
Secured Debt | $5.9 Million Note Payable | ||
Debt Instrument [Line Items] | ||
Face Amount | $ 5,900,000 | |
Stated interest rate | 8.50% | 8.25% |
Unsecured Debt | Legal Settlement | ||
Debt Instrument [Line Items] | ||
Face Amount | $ 10,200,000 | |
Unsecured Debt | Special Assessment Bonds | ||
Debt Instrument [Line Items] | ||
Face Amount | $ 2,300,000 | |
LIBOR | ||
Debt Instrument [Line Items] | ||
Annual interest rate | 2.50% | |
LIBOR | Secured Debt | $37.0 Million Note Payable | ||
Debt Instrument [Line Items] | ||
Variable rate | 3.25% | 3.75% |
Annual interest rate | 1.76% | 2.50% |
Prime Rate | ||
Debt Instrument [Line Items] | ||
Annual interest rate | 4.80% | 5.50% |
Prime Rate | Secured Debt | $5.9 Million Note Payable | ||
Debt Instrument [Line Items] | ||
Variable rate | 3.00% | |
Minimum | Unsecured Debt | Special Assessment Bonds | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 6.00% | |
Maximum | Unsecured Debt | Special Assessment Bonds | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 7.50% | |
Continuing Operations | ||
Debt Instrument [Line Items] | ||
Debt | $ 51,455,000 | $ 36,598,000 |
Less: deferred financing fees of notes payable | (178,000) | (284,000) |
Total notes payable | 51,277,000 | 36,314,000 |
Continuing Operations | Special Assessment Bonds | ||
Debt Instrument [Line Items] | ||
Special assessment bond | 61,000 | 90,000 |
Continuing Operations | Secured Debt | $37.0 Million Note Payable | ||
Debt Instrument [Line Items] | ||
Debt | 35,454,000 | 20,669,000 |
Continuing Operations | Secured Debt | $11.0 Million Note Payable | ||
Debt Instrument [Line Items] | ||
Debt | 11,000,000 | 0 |
Continuing Operations | Secured Debt | $5.9 Million Note Payable | ||
Debt Instrument [Line Items] | ||
Debt | 4,940,000 | 5,940,000 |
Continuing Operations | Unsecured Debt | Legal Settlement | ||
Debt Instrument [Line Items] | ||
Debt | 0 | $ 9,899,000 |
JPMorgan Chase Funding Inc. | Secured Debt | $11.0 Million Note Payable | ||
Debt Instrument [Line Items] | ||
Mortgage loans in process of foreclosure | 13,200,000 | |
Face Amount | $ 11,000,000 | |
Maturity term | 1 year | |
JPMorgan Chase Funding Inc. | LIBOR | Secured Debt | $11.0 Million Note Payable | ||
Debt Instrument [Line Items] | ||
Variable rate | 3.45% |
NOTES PAYABLE AND SPECIAL ASS_4
NOTES PAYABLE AND SPECIAL ASSESSMENT OBLIGATIONS - Narrative (Details) | Oct. 02, 2017 | Dec. 31, 2019USD ($) | Oct. 31, 2017USD ($) | Apr. 30, 2014USD ($)$ / shares | Mar. 30, 2020USD ($) | Mar. 31, 2019USD ($)renewal_option | Dec. 31, 2019USD ($)renewal_option | Dec. 31, 2018USD ($) | Dec. 31, 2015USD ($) |
Debt Instrument [Line Items] | |||||||||
Interest expense | $ 2,342,000 | $ 3,122,000 | |||||||
Non-cash interest costs capitalized to operating property | 1,000,000 | 0 | |||||||
Unamortized discount | $ 178,000 | 178,000 | |||||||
Debt | 51,277,000 | 51,277,000 | |||||||
Special assessment bond | 100,000 | 100,000 | 100,000 | ||||||
Special assessment bond carrying value | 100,000 | 100,000 | |||||||
Exchange Offering Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt amount | $ 10,200,000 | ||||||||
Stated interest rate | 4.00% | ||||||||
Fair value disclosure | $ 6,400,000 | ||||||||
Effective rate (percentage) | 14.60% | ||||||||
MacArthur Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest expense | 3,100,000 | ||||||||
Non-cash interest costs capitalized to operating property | 1,000,000 | 0 | |||||||
Proceeds from issuance of debt | $ 32,300,000 | $ 14,700,000 | |||||||
Interest rate reduction, other conditions | 0.25% | ||||||||
Debt term | 3 years | ||||||||
Number of extensions available for loans acquired | renewal_option | 2 | 2 | |||||||
Maturity term | 1 year | 1 year | |||||||
Extension fee | 0.35% | ||||||||
Deferred financing fees | $ 500,000 | ||||||||
New Mexico Land Purchase Financing | Notes Payable to Banks | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt amount | $ 5,900,000 | ||||||||
Debt | $ 6,800,000 | ||||||||
Principal payment | 1,000,000 | ||||||||
Special Assessment Bonds | Unsecured Debt | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt amount | $ 2,300,000 | $ 2,300,000 | |||||||
Special Assessment Bonds | Unsecured Debt | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Stated interest rate | 7.50% | 7.50% | |||||||
Special Assessment Bonds | Unsecured Debt | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Stated interest rate | 6.00% | 6.00% | |||||||
Subordinated Debt | |||||||||
Debt Instrument [Line Items] | |||||||||
Maturity term | 5 years | ||||||||
Stated interest rate | 4.00% | ||||||||
Debt offered in exchange for common stock shares exchange price per share | $ / shares | $ 8.02 | ||||||||
JPMorgan Chase Funding Inc. | |||||||||
Debt Instrument [Line Items] | |||||||||
Mortgage loans in process of foreclosure | $ 13,200,000 | $ 13,200,000 | |||||||
Master repurchase agreement | $ 11,000,000 | ||||||||
JPMorgan Chase Funding Inc. | Subsequent Event | |||||||||
Debt Instrument [Line Items] | |||||||||
Master repurchase agreement, paid | $ 11,000,000 | ||||||||
LIBOR | |||||||||
Debt Instrument [Line Items] | |||||||||
Annual interest rate | 2.50% | ||||||||
LIBOR | MacArthur Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Variable rate | 3.50% | ||||||||
Annual interest rate | 1.76% | ||||||||
Prime Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Annual interest rate | 4.80% | 5.50% | |||||||
Prime Rate | New Mexico Land Purchase Financing | Notes Payable to Banks | |||||||||
Debt Instrument [Line Items] | |||||||||
Variable rate | 3.00% | 2.00% | |||||||
Interest Reserve | MacArthur Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Proceeds from issuance of debt | $ 1,200,000 | $ 1,100,000 | |||||||
Hotel | MacArthur Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt amount | 32,300,000 | $ 37,000,000 | |||||||
Renovation Cost | MacArthur Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Proceeds from issuance of debt | 13,500,000 | ||||||||
MacArthur Place | Hotel | MacArthur Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Proceeds from issuance of debt | $ 19,400,000 | ||||||||
Reserve accounts | 2,000,000 | ||||||||
Repayment guaranty | 50.00% | 50.00% | |||||||
Required minimum net worth | $ 50,000,000 | ||||||||
Required minimum liquidity | 5,000,000 | 37,000,000 | |||||||
MacArthur Place | Hotel Improvements | MacArthur Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Proceeds from issuance of debt | 10,000,000 | ||||||||
MacArthur Place | Spa Renovation | MacArthur Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Reserve accounts | 2,000,000 | 2,000,000 | |||||||
Continuing Operations | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt | 51,455,000 | 51,455,000 | 36,598,000 | ||||||
Deferred financing fees | 178,000 | 178,000 | 284,000 | ||||||
Continuing Operations | MacArthur Loan | Secured Debt | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt | 35,500,000 | 35,500,000 | 20,700,000 | ||||||
Continuing Operations | Special Assessment Bonds | |||||||||
Debt Instrument [Line Items] | |||||||||
Special assessment bond | 61,000 | 61,000 | $ 90,000 | ||||||
Commitment to Fund Equity | Hotel | MacArthur Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Commitment to provide funds | $ 27,700,000 | $ 17,400,000 | $ 27,700,000 | $ 27,700,000 | |||||
Mortgage Receivable | Mezzanine Loan | JPMorgan Chase Funding Inc. | |||||||||
Debt Instrument [Line Items] | |||||||||
Pledged equity interest, collateral percent | 100.00% |
NOTES PAYABLE AND SPECIAL ASS_5
NOTES PAYABLE AND SPECIAL ASSESSMENT OBLIGATIONS - Scheduled Maturities (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Year | |
2020 | $ 46,481 |
2021 | 26 |
2022 | 4,948 |
Less: deferred financing costs of notes payable | (178) |
Total | $ 51,277 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Balance Sheet Items | |||
Total Assets | $ 139,608,000 | $ 139,608,000 | $ 143,639,000 |
Expenditures for additions to long-lived assets | 14,707,000 | 16,692,000 | |
Revenues [Abstract] | |||
Mortgage loan income | 1,909,000 | 2,588,000 | |
Operating property, management fees, and other | 11,166,000 | 7,073,000 | |
Total revenue | 13,075,000 | 9,661,000 | |
Expenses [Abstract] | |||
Total operating expenses | 33,160,000 | 26,965,000 | |
Other (income) expense | |||
Gain on disposal of assets, net | (184,000) | (3,938,000) | |
Provision for (recovery of) credit losses, net | 2,600,000 | 1,463,000 | (1,968,000) |
Impairment of real estate owned | 1,475,000 | 581,000 | |
Unrealized loss on derivatives | 330,000 | 218,000 | |
Settlement and related costs, net | 1,300,000 | 0 | |
Equity earnings from unconsolidated entities | (175,000) | 0 | |
Other (income) expense | 4,209,000 | (5,107,000) | |
Total costs and expense, net | 37,369,000 | 21,858,000 | |
Loss, before provision for income tax | (24,294,000) | (12,197,000) | |
Provision for income taxes | 0 | 0 | |
Net Loss | (24,294,000) | (12,197,000) | |
Mortgage and REO Legacy Portfolio and Other Operations | |||
Balance Sheet Items | |||
Total Assets | 66,266,000 | 66,266,000 | 67,658,000 |
Expenditures for additions to long-lived assets | 248,000 | 2,323,000 | |
Revenues [Abstract] | |||
Mortgage loan income | 1,909,000 | 2,588,000 | |
Operating property, management fees, and other | 3,058,000 | 4,000 | |
Total revenue | 4,967,000 | 2,592,000 | |
Expenses [Abstract] | |||
Total operating expenses | 5,952,000 | 2,990,000 | |
Other (income) expense | |||
Gain on disposal of assets, net | (184,000) | (3,938,000) | |
Provision for (recovery of) credit losses, net | 1,463,000 | (1,968,000) | |
Impairment of real estate owned | 1,475,000 | 581,000 | |
Unrealized loss on derivatives | 0 | 0 | |
Settlement and related costs, net | 0 | ||
Equity earnings from unconsolidated entities | (175,000) | ||
Other (income) expense | 2,579,000 | (5,325,000) | |
Total costs and expense, net | 8,531,000 | (2,335,000) | |
Loss, before provision for income tax | (3,564,000) | 4,927,000 | |
Provision for income taxes | 0 | ||
Net Loss | (3,564,000) | 4,927,000 | |
Hospitality and Entertainment Operations | |||
Balance Sheet Items | |||
Total Assets | 67,510,000 | 67,510,000 | 52,753,000 |
Expenditures for additions to long-lived assets | 14,433,000 | 14,353,000 | |
Revenues [Abstract] | |||
Mortgage loan income | 0 | 0 | |
Operating property, management fees, and other | 7,583,000 | 6,888,000 | |
Total revenue | 7,583,000 | 6,888,000 | |
Expenses [Abstract] | |||
Total operating expenses | 18,129,000 | 12,761,000 | |
Other (income) expense | |||
Gain on disposal of assets, net | 0 | 0 | |
Provision for (recovery of) credit losses, net | 0 | 0 | |
Impairment of real estate owned | 0 | 0 | |
Unrealized loss on derivatives | 330,000 | 218,000 | |
Settlement and related costs, net | 0 | ||
Equity earnings from unconsolidated entities | 0 | ||
Other (income) expense | 330,000 | 218,000 | |
Total costs and expense, net | 18,459,000 | 12,979,000 | |
Loss, before provision for income tax | (10,876,000) | (6,091,000) | |
Provision for income taxes | 0 | ||
Net Loss | (10,876,000) | (6,091,000) | |
Corporate and Other | |||
Balance Sheet Items | |||
Total Assets | $ 5,832,000 | 5,832,000 | 23,228,000 |
Expenditures for additions to long-lived assets | 26,000 | 16,000 | |
Revenues [Abstract] | |||
Mortgage loan income | 0 | 0 | |
Operating property, management fees, and other | 525,000 | 181,000 | |
Total revenue | 525,000 | 181,000 | |
Expenses [Abstract] | |||
Total operating expenses | 9,079,000 | 11,214,000 | |
Other (income) expense | |||
Gain on disposal of assets, net | 0 | 0 | |
Provision for (recovery of) credit losses, net | 0 | 0 | |
Impairment of real estate owned | 0 | 0 | |
Unrealized loss on derivatives | 0 | 0 | |
Settlement and related costs, net | 1,300,000 | ||
Equity earnings from unconsolidated entities | 0 | ||
Other (income) expense | 1,300,000 | 0 | |
Total costs and expense, net | 10,379,000 | 11,214,000 | |
Loss, before provision for income tax | (9,854,000) | (11,033,000) | |
Provision for income taxes | 0 | ||
Net Loss | $ (9,854,000) | $ (11,033,000) |
INTANGIBLE ASSETS AND GOODWIL_2
INTANGIBLE ASSETS AND GOODWILL - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets and goodwill, gross | $ 16,347 | $ 16,347 |
Goodwill | 15,357 | 15,357 |
Accumulated amortization | 300 | |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amortizing intangible assets, gross | $ 800 | 800 |
Amortizing intangible assets, weighted-average useful life | 3 years | |
Trade name and other | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amortizing intangible assets, gross | $ 90 | $ 90 |
Amortizing intangible assets, weighted-average useful life | 7 years |
INTANGIBLE ASSETS AND GOODWIL_3
INTANGIBLE ASSETS AND GOODWILL - Hospitality and Entertainment Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill [Roll Forward] | ||
Goodwill, at beginning | $ 15,357 | |
Goodwill, at end | 15,357 | $ 15,357 |
Intangible Assets [Roll Forward] | ||
Other intangibles, at beginning | 641 | |
Amortization expense | (300) | |
Other intangibles, at end | 361 | 641 |
Hospitality and Entertainment Operations | ||
Goodwill [Roll Forward] | ||
Goodwill, at beginning | 15,357 | 15,380 |
Goodwill purchase price adjustment | (23) | |
Goodwill, at end | 15,357 | 15,357 |
Intangible Assets [Roll Forward] | ||
Other intangibles, at beginning | 641 | 958 |
Amortization expense | (280) | (317) |
Other intangibles, at end | $ 361 | $ 641 |
INTANGIBLE ASSETS AND GOODWIL_4
INTANGIBLE ASSETS AND GOODWILL - Intangible Assets and Goodwill (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Goodwill | $ 15,357 | $ 15,357 |
Intangible assets and goodwill, gross | 16,347 | 16,347 |
Accumulated amortization | (629) | (349) |
Total | 261 | |
Intangible assets and goodwill, net | 15,718 | 15,998 |
Trade name and other | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amortizing intangible assets, gross | 90 | 90 |
Accumulated amortization | (29) | (16) |
Total | 61 | 74 |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amortizing intangible assets, gross | 800 | 800 |
Accumulated amortization | (600) | (333) |
Total | 200 | 467 |
Liquor license | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Non-amortizing intangible assets | $ 100 | $ 100 |
INTANGIBLE ASSETS AND GOODWIL_5
INTANGIBLE ASSETS AND GOODWILL - Maturity (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 | $ 213 |
2021 | 13 |
2022 | 13 |
2023 | 13 |
2024 | 9 |
Total | $ 261 |
PROPERTY AND EQUIPMENT - Operat
PROPERTY AND EQUIPMENT - Operating Properties (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, net | $ 305 | $ 393 |
Tenant Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total depreciable assets, gross | 1,509 | 0 |
Landscape | ||
Property, Plant and Equipment [Line Items] | ||
Total depreciable assets, gross | 2,294 | 0 |
Real Estate Owned and Operating Properties | ||
Property, Plant and Equipment [Line Items] | ||
Total depreciable assets, gross | 42,133 | 14,743 |
Less accumulated depreciation and amortization | (2,411) | (855) |
Total depreciable assets, net | 39,722 | 13,888 |
Property and equipment, net | 45,199 | 33,866 |
Real Estate Owned and Operating Properties | Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total depreciable assets, gross | 32,742 | 13,650 |
Real Estate Owned and Operating Properties | Furniture, fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total depreciable assets, gross | 5,559 | 1,087 |
Real Estate Owned and Operating Properties | Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total depreciable assets, gross | 1,538 | 6 |
Real Estate Owned and Operating Properties | Land | ||
Property, Plant and Equipment [Line Items] | ||
Total non-depreciable assets, gross | 4,920 | 4,920 |
Real Estate Owned and Operating Properties | Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total non-depreciable assets, gross | 557 | 15,058 |
Real Estate Owned and Operating Properties Held-for-Sale | ||
Property, Plant and Equipment [Line Items] | ||
Total depreciable assets, gross | 18,726 | 0 |
Less accumulated depreciation and amortization | (621) | 0 |
Total depreciable assets, net | 18,105 | 0 |
Property and equipment, net | 25,505 | 7,418 |
Real Estate Owned and Operating Properties Held-for-Sale | Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total depreciable assets, gross | 17,018 | 0 |
Real Estate Owned and Operating Properties Held-for-Sale | Furniture, fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total depreciable assets, gross | 199 | 0 |
Real Estate Owned and Operating Properties Held-for-Sale | Land | ||
Property, Plant and Equipment [Line Items] | ||
Total non-depreciable assets, gross | $ 7,400 | $ 7,418 |
PROPERTY AND EQUIPMENT - Other
PROPERTY AND EQUIPMENT - Other Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, net | $ 305 | $ 393 |
Other Property and Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,259 | 1,233 |
Less accumulated depreciation and amortization | (954) | (840) |
Property and equipment, net | 305 | 393 |
Other Property and Equipment | Computer and communications equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 828 | 802 |
Other Property and Equipment | Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 389 | 389 |
Other Property and Equipment | Furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 42 | $ 42 |
PROPERTY AND EQUIPMENT - Narrat
PROPERTY AND EQUIPMENT - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 5 years | |
Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 29 years | |
Operating Properties | ||
Property, Plant and Equipment [Line Items] | ||
Depreciation and amortization expense | $ 2.3 | $ 0.9 |
Operating Properties | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 5 years | |
Operating Properties | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful life | 29 years |
LEASES - Narrative (Details)
LEASES - Narrative (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | May 29, 2019Loan | |
Lessee, Lease, Description [Line Items] | |||
Lessee, renewal term (in years) | 5 years | ||
Operating lease expense | $ 300 | $ 300 | |
Variable lease payment | $ 100 | $ 100 | |
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Non-cancelable lease term (in years) | 6 months | ||
Lessee, remaining lease term (in years) | 1 year | ||
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Non-cancelable lease term (in years) | 9 years 6 months | ||
Lessee, remaining lease term (in years) | 4 years | ||
Broadway Tower | |||
Lessee, Lease, Description [Line Items] | |||
Number of loans | Loan | 60 | ||
Juniper Investment Advisors, LLC | |||
Lessee, Lease, Description [Line Items] | |||
Expense reimbursement | $ 63 |
LEASES - Lease Revenue (Details
LEASES - Lease Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Leases [Abstract] | ||
Fixed rent - Minimum lease revenue | $ 2,574 | $ 0 |
Variable lease revenue | 315 | 0 |
Total lease revenue | $ 2,889 | $ 0 |
LEASES - Supplemental Financial
LEASES - Supplemental Financial Statement Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Operating cash flows from operating lease | $ 465 |
Right-of-use assets | 1,574 |
Lease liabilities | 1,693 |
Operating lease right-of-use assets in other assets | 1,217 |
Operating lease liabilities in accounts payable and other accrued expenses | $ 1,311 |
Weighted average remaining lease term | 2 years 9 months 18 days |
Operating leases - Weighted average discount rate | 7.10% |
LEASES - Future Lease Payments
LEASES - Future Lease Payments (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Leases [Abstract] | |
2020 | $ 575 |
2021 | 577 |
2022 | 304 |
Total lease payments | 1,456 |
Less imputed interest | (145) |
Operating lease liabilities | $ 1,311 |
LEASES - Future Minimum Lease P
LEASES - Future Minimum Lease Payments (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 305 |
2020 | 307 |
2021 | 308 |
2022 | 233 |
Total | $ 1,153 |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of the Expected Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | ||
Computed Tax Benefit at Federal Statutory Rate of 21% | $ (5,101) | $ (2,561) |
Permanent Differences: | ||
State Taxes, Net of Federal Benefit | (708) | (454) |
Change in Valuation Allowance | 5,578 | 3,245 |
Rate change | 68 | 0 |
Other true-up | 17 | (267) |
Other Permanent Differences | 146 | 37 |
Provision (Benefit) for Income Taxes | $ 0 | $ 0 |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | ||
Computed Tax Benefit at Federal Statutory Rate of 21% | 21.00% | 21.00% |
Permanent Differences: | ||
State Taxes, Net of Federal Benefit | 2.90% | 3.70% |
Change in Valuation Allowance | (22.90%) | (26.60%) |
Rate change | (0.30%) | 0.00% |
Other true-up | (0.10%) | 2.20% |
Other Permanent Differences | (0.60%) | (0.30%) |
Provision (Benefit) for Income Taxes | 0.00% | 0.00% |
INCOME TAXES - Components of De
INCOME TAXES - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred Tax Assets | ||
Loss carryforward | $ 113,784 | $ 106,676 |
Allowance for credit loss | 2,512 | 2,619 |
Impairment of real estate owned | 3,022 | 2,665 |
Reserve against judgment | 8,687 | 9,826 |
Capitalized real estate costs | 338 | 339 |
Accrued expenses | 822 | 521 |
Stock based compensation | 536 | 477 |
Fixed assets and other | (2,827) | (1,828) |
Total deferred tax assets before valuation allowance | 126,874 | 121,295 |
Valuation allowance | (126,874) | (121,295) |
Total deferred tax assets net of valuation allowance | $ 0 | $ 0 |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Income Tax Contingency [Line Items] | ||
Unrecognized tax benefits | $ 58.9 | $ 61.8 |
IRS | ||
Income Tax Contingency [Line Items] | ||
Operating loss carryforwards | 474.8 | 445.4 |
State and Local Jurisdiction | ||
Income Tax Contingency [Line Items] | ||
Operating loss carryforwards | $ 279.9 | $ 256.4 |
STOCKHOLDERS' EQUITY AND EARN_3
STOCKHOLDERS' EQUITY AND EARNINGS PER SHARE - Capital Structure (Details) - shares | Dec. 31, 2019 | Dec. 31, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common Stock, shares authorized | 200,000,000 | 200,000,000 |
Common Stock, shares issued | 18,929,496 | 18,596,774 |
Total shares authorized | 300,000,000 | |
Total shares issued | 31,379,437 | 29,171,715 |
Less: Treasury Stock | (2,370,737) | (1,870,164) |
Total issued and outstanding | 29,008,700 | 27,301,551 |
Common Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common Stock, shares authorized | 150,208,500 | |
Common Stock, shares issued | 2,105,616 | 1,772,894 |
Class B-1 Common Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common Stock, shares authorized | 4,023,400 | |
Common Stock, shares issued | 3,811,342 | 3,811,342 |
Class B-2 Common Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common Stock, shares authorized | 4,023,400 | |
Common Stock, shares issued | 3,811,342 | 3,811,342 |
Class B-3 Common Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common Stock, shares authorized | 8,165,700 | |
Common Stock, shares issued | 7,735,169 | 7,735,169 |
Class B-4 Common Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common Stock, shares authorized | 781,644 | |
Common Stock, shares issued | 627,579 | 627,579 |
Class B Common Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common Stock, shares authorized | 16,994,144 | |
Common Stock, shares issued | 15,985,432 | 15,985,432 |
Class C Common Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common Stock, shares authorized | 15,803,212 | |
Common Stock, shares issued | 838,448 | 838,448 |
Class D Common Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common Stock, shares authorized | 16,994,144 | |
Common Stock, shares issued | 0 | 0 |
Common Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common Stock, shares authorized | 200,000,000 | |
Common Stock, shares issued | 18,929,496 | 18,596,774 |
Series B Cumulative Convertible | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Preferred Stock, shares authorized | 100,000,000 | |
Preferred Stock, shares issued | 12,427,941 | 10,552,941 |
Series A Redeemable Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Preferred Stock, shares issued | 22,000 | 22,000 |
Preferred Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Preferred Stock, shares authorized | 100,000,000 | |
Preferred Stock, shares issued | 12,449,941 | 10,574,941 |
STOCKHOLDERS' EQUITY AND EARN_4
STOCKHOLDERS' EQUITY AND EARNINGS PER SHARE - Narrative (Details) | Sep. 25, 2019USD ($)$ / sharesshares | Apr. 01, 2019USD ($) | Jan. 11, 2019$ / sharesshares | May 31, 2018USD ($)$ / sharesshares | Feb. 09, 2018$ / sharesshares | Sep. 30, 2019USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($)fiscal_quarter$ / sharesshares | Dec. 31, 2014USD ($)shares | Feb. 28, 2018USD ($)$ / sharesshares | Dec. 31, 2017shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common Stock, shares outstanding | 16,558,759 | 16,726,610 | |||||||||
Cash dividends on redeemable convertible preferred stock | $ | $ (4,010,000) | $ (2,548,000) | |||||||||
Vesting period | 3 years | ||||||||||
Deemed dividend on redeemable convertible preferred stock | $ | $ (2,545,000) | $ (3,493,000) | |||||||||
Preferred stock optional redemption percentage | 15.00% | ||||||||||
Ratio used to determine conversion price | 2.25 | ||||||||||
Treasury stock purchase (in shares) | 500,000 | ||||||||||
Treasury stock acquired, average cost per share | $ / shares | $ 2 | ||||||||||
Designation restrictive covenants, judgment threshold | $ | $ 2,000,000 | ||||||||||
Options granted (in shares) | 117,449 | 110,979 | |||||||||
Exercise price of shares granted (in dollars per share) | $ / shares | $ 2.69 | $ 2.42 | |||||||||
Forfeitures in period (in shares) | (67,715) | (63,849) | |||||||||
Shares outstanding | 1,152,361 | 1,102,627 | 1,055,497 | ||||||||
Options, vested, number of shares | 1,046,195.33333333 | ||||||||||
Warrant or right, outstanding | 2,600,000 | ||||||||||
Stock-based compensation and option amortization | $ | $ 539,000 | $ 426,000 | |||||||||
Preferred stock dividends | $ | 2,017,000 | 1,188,000 | |||||||||
Proceeds from issuance of preferred equity | $ | 6,000,000 | 30,000,000 | |||||||||
DRD Gross-Up Distribution | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Cash dividends on redeemable convertible preferred stock | $ | $ (300,000) | $ (200,000) | |||||||||
Equity Incentive Plan | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Shares authorized for issuance | 2,700,000 | ||||||||||
Number of additional shares authorized | 3,300,000 | ||||||||||
Stock Incentive Plan 2010 | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Vesting period | 3 years | 3 years | |||||||||
Fair per share granted (in dollars per share) | $ / shares | $ 1.09 | $ 0.73 | |||||||||
Options granted (in shares) | 117,449 | 110,979 | |||||||||
Exercise price of shares granted (in dollars per share) | $ / shares | $ 2.69 | $ 1.81 | |||||||||
Forfeitures in period (in shares) | (63,849) | ||||||||||
Stock-based compensation and option amortization | $ | $ 641,000 | $ 510,000 | |||||||||
Share-based compensation cost not yet recognized | $ | $ 1,100,000 | ||||||||||
Period of recognition | 1 year 5 months 19 days | ||||||||||
Stock Incentive Plan 2010 | $1.81 Exercise Price | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Stock-based compensation (in shares) | 30,000 | ||||||||||
Stock Incentive Plan 2010 | $2.65 Exercise Price | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Stock-based compensation (in shares) | 80,979 | ||||||||||
Fair per share granted (in dollars per share) | $ / shares | $ 1.06 | ||||||||||
Exercise price of shares granted (in dollars per share) | $ / shares | $ 2.65 | ||||||||||
2014 Non-Employee Director Compensation Plan | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Shares authorized for issuance | 300,000 | ||||||||||
Annual grant of restricted common stock, value | $ | $ 20,000 | ||||||||||
JPMorgan Chase Funding Inc. | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Warrant, authorized issuance | 600,000 | ||||||||||
Warrant, period | 2 years | ||||||||||
Warrant, exercise price per share (in USD per share) | $ / shares | $ 2.25 | ||||||||||
Common Class B1, B2 and B3 | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Predetermined lapse internal one in transfer restriction term | 6 months | ||||||||||
Predetermined lapse internal two in transfer restriction term | 9 months | ||||||||||
Predetermined lapse internal three in transfer restriction term | 12 months | ||||||||||
Length of period after initial public offering in conversion term | 5 months | ||||||||||
Threshold percentage of offering price (greater than 125%) | 125.00% | ||||||||||
Period to reach threshold percentage of offering price term | 20 days | ||||||||||
Class B-1 Common Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Class C Common Stock conversion percentage | 25.00% | ||||||||||
Class B-2 Common Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Class C Common Stock conversion percentage | 25.00% | ||||||||||
Class B-3 Common Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Class C Common Stock conversion percentage | 50.00% | ||||||||||
Class B-4 Common Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Length of period after initial public offering in conversion term | 4 years | ||||||||||
Convertible conversion rate | 1 | ||||||||||
Threshold book value of entity in transfer restriction term | $ | $ 730,400,000 | ||||||||||
Series B-1 and B-2 Cumulative Convertible Preferred Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Preferred stock issued (in shares) | 8,200,000 | ||||||||||
Deemed dividend on redeemable convertible preferred stock | $ | $ 26,400,000 | ||||||||||
Preferred distribution rate | 8.00% | ||||||||||
Cash dividends on redeemable convertible preferred stock | $ | $ (3,460,000) | $ (2,140,000) | |||||||||
Preferred dividends per share (in dollars per share) | $ / shares | $ (0.28) | $ (0.20) | |||||||||
Cash consent payment | $ | $ (1,300,000) | ||||||||||
Cash consent payment (in dollars per share) | $ / shares | $ (0.11) | ||||||||||
Preferred stock redemption price | 150.00% | ||||||||||
Preferred stock, liquidation preference, percent | 150.00% | ||||||||||
Preferred stock, value, issued | $ | $ 26,400,000 | ||||||||||
Preferred stock, redemption amount | $ | 39,600,000 | ||||||||||
Preferred stock redemption premium | $ | $ 13,200,000 | ||||||||||
Preferred Stock, shares issued upon conversion | 8,200,000 | ||||||||||
Series B-1 and B-2 Cumulative Convertible Preferred Stock | JPMorgan Chase Funding Inc. | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Warrant, period | 1 year | ||||||||||
Proceeds from issuance of preferred equity | $ | $ 2,600,000 | $ 2,600,000 | |||||||||
Series B-1 and B-2 Cumulative Convertible Preferred Stock | Maximum | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Preferred stock redemption price | 160.00% | ||||||||||
Series B-3 Cumulative Convertible Preferred Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Preferred distribution rate | 5.65% | ||||||||||
Cash dividends on redeemable convertible preferred stock | $ | $ (458,000) | $ (408,000) | |||||||||
Preferred dividends per share (in dollars per share) | $ / shares | $ (0.04) | $ (0.04) | |||||||||
Preferred stock redemption price | 145.00% | ||||||||||
Preferred stock, liquidation preference, percent | 145.00% | ||||||||||
Preferred stock, value, issued | $ | $ 8,000,000 | ||||||||||
Preferred stock, redemption amount | $ | $ 11,600,000 | ||||||||||
Preferred stock redemption premium | $ | 3,600,000 | ||||||||||
Preferred Stock, shares issued upon conversion | 2,400,000 | ||||||||||
Preferred stock par value (in dollars per share) | $ / shares | $ 0.01 | ||||||||||
Series B-3 Cumulative Convertible Preferred Stock | JPMorgan Chase Funding Inc. | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Preferred stock issued (in shares) | 2,352,941 | ||||||||||
Price of stock issued (in usd per share) | $ / shares | $ 3.40 | ||||||||||
Preferred stock, purchase price, value | $ | $ 8,000,000 | ||||||||||
Series B-3 Cumulative Convertible Preferred Stock | Maximum | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Preferred stock redemption price | 145.00% | ||||||||||
Series B-4 Preferred Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Cash dividends on redeemable convertible preferred stock | $ | $ (92,000) | ||||||||||
Preferred dividends per share (in dollars per share) | $ / shares | $ (0.01) | ||||||||||
Preferred stock, value, issued | $ | $ 6,000,000 | ||||||||||
Preferred stock, redemption amount | $ | $ 8,700,000 | ||||||||||
Preferred stock redemption premium | $ | 2,700,000 | ||||||||||
Preferred Stock, shares issued upon conversion | 1,900,000 | ||||||||||
Estimated fair value per share | $ / shares | $ 3.20 | ||||||||||
Preferred stock par value (in dollars per share) | $ / shares | $ 0.01 | ||||||||||
Preferred stock, purchase price, value | $ | $ 6,000,000 | ||||||||||
Series B-4 Preferred Stock | JPMorgan Chase Funding Inc. | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Preferred stock issued (in shares) | 1,875,000 | 1,875,000 | |||||||||
Preferred distribution rate | 5.65% | ||||||||||
Proceeds from issuance of preferred equity | $ | $ 6,000,000 | $ 6,000,000 | |||||||||
Preferred stock par value (in dollars per share) | $ / shares | $ 0.01 | ||||||||||
Preferred stock purchase price (in dollars per share) | $ / shares | $ 3.20 | $ 3.20 | |||||||||
Series B Preferred Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Preferred stock dividend rate percentage additional shares | 8.00% | ||||||||||
Preferred stock, redemption, minimum percentage of share holders | 85.00% | ||||||||||
Preferred stock, redemption notice | 30 days | ||||||||||
Deemed dividend on redeemable convertible preferred stock | $ | $ 2,545,000 | $ 3,493,000 | |||||||||
Gross proceeds of underwritten public offering in conversion terms | $ | $ 75,000,000 | ||||||||||
Preferred stock, vote on as-converted, minimum percent of original issue | 50.00% | ||||||||||
Preferred stock, trigger for redemption, number of quarters dividend, not paid in full | fiscal_quarter | 2 | ||||||||||
Preferred stock, redemption period after trigger for redemption | 180 days | ||||||||||
Covenant, maximum excess of certain expenses over approved budget, percent | 103.00% | ||||||||||
Covenant, excess of certain expenses over approved budget, percent, actual | 103.00% | ||||||||||
Series A Preferred Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Preferred distribution rate | 7.50% | ||||||||||
Cash dividends on redeemable convertible preferred stock | $ | $ (2,000,000) | $ (1,200,000) | |||||||||
Series A Preferred Stock | JPMorgan Chase Funding Inc. | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Preferred stock issued (in shares) | 22,000 | 22,000 | |||||||||
Estimated fair value per share | $ / shares | $ 1,000 | ||||||||||
Preferred stock, purchase price, value | $ | $ 22,000,000 | $ 22,000,000 | |||||||||
Class B Common Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Dividends payable amount per share (in dollars per share) | $ / shares | $ 0.95 | ||||||||||
Dividends, share holding period | 12 months | ||||||||||
Treasury stock purchase (in shares) | 477,170 | ||||||||||
Relinquishment of common stock to treasury | 573 | ||||||||||
Class B Common Stock | Minimum | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Threshold amount of new equity securities issued in conversion term | $ | $ 50,000,000 | ||||||||||
Threshold maturity term of new indebtedness in conversion term | 1 year | ||||||||||
Class C Common Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Maximum percentage of net proceeds used in pro rata redemption | 30.00% | ||||||||||
Maximum net proceeds used in pro rata redemption | $ | $ 50,000,000 | ||||||||||
Treasury stock purchase (in shares) | 22,830 | ||||||||||
Relinquishment of common stock to treasury | 44,068 | ||||||||||
Class D Common Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common Stock, shares outstanding | 0 | 0 | |||||||||
Length of period after initial public offering in conversion term | 12 months | ||||||||||
Period prior to representation submitted by shareholder in conversion term | 90 years | ||||||||||
Conversion of stock, shares issued | 1 | ||||||||||
Restricted Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Shares, granted | 443,372 | 249,496 | |||||||||
Non-option equity instruments, outstanding | 552,228 | 523,754 | 791,510 | ||||||||
Restricted Stock | 2014 Non-Employee Director Compensation Plan | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Options, vested, weighted average grant date fair value | $ / shares | $ 1.65 | $ 2.67 | |||||||||
Restricted Stock | Certain Executives | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Shares, granted | 474,405 | 114,865 | |||||||||
Common Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Stock-based compensation (in shares) | 332,722 | 517,252 | |||||||||
Common Stock | 2014 Non-Employee Director Compensation Plan | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Stock-based compensation (in shares) | 74,136 | ||||||||||
Tranche One | Common Stock | 2014 Non-Employee Director Compensation Plan | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Stock-based compensation (in shares) | 44,132 | ||||||||||
Fair per share granted (in dollars per share) | $ / shares | $ 1.81 | ||||||||||
Tranche Two | Common Stock | 2014 Non-Employee Director Compensation Plan | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Stock-based compensation (in shares) | 30,004 | ||||||||||
Fair per share granted (in dollars per share) | $ / shares | $ 2.67 |
STOCKHOLDERS' EQUITY AND EARN_5
STOCKHOLDERS' EQUITY AND EARNINGS PER SHARE - Black-Scholes Option-Pricing Model (Details) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Expected stock price volatility | 40.00% | 40.00% |
Risk-free interest rate | 2.50% | 2.30% |
Expected term of options (in years) | 5 years 6 months | 5 years 6 months |
Expected dividend yield | 0.00% | 0.00% |
Discount for lack of marketability | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Alternative investment, measurement input | 0.25 | 0.25 |
STOCKHOLDERS' EQUITY AND EARN_6
STOCKHOLDERS' EQUITY AND EARNINGS PER SHARE - Summary of Stock Activity (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Shares, outstanding, beginning balance | 1,102,627 | 1,055,497 | |
Shares, granted | 117,449 | 110,979 | |
Shares, exercised or vested | 0 | 0 | |
Shares, forfeited or expired | (67,715) | (63,849) | |
Shares, outstanding, ending balance | 1,152,361 | 1,102,627 | 1,055,497 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Exercise Price Per Share, outstanding, beginning balance | $ 5.25 | $ 6.74 | |
Exercise Price Per Share, granted | 2.69 | 2.42 | |
Exercise Price Per Share, exercised or vested | 0 | 0 | |
Exercise Price Per Share, forfeited or expired | (6.77) | (6.52) | |
Exercise Price Per Share, outstanding, ending balance | $ 6.15 | $ 5.25 | $ 6.74 |
Remaining Contractual Term, outstanding | 1 year 7 months 17 days | 3 months 18 days | 3 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Aggregate Intrinsic Value [Abstract] | |||
Aggregate Intrinsic Value, outstanding, beginning balance | $ 0 | $ 0 | |
Aggregate Intrinsic Value, granted | 0 | 0 | |
Aggregate Intrinsic Value, exercised or vested | 0 | 0 | |
Aggregate Intrinsic Value, forfeited or expired | 0 | 0 | |
Aggregate Intrinsic Value, outstanding, ending balance | $ 0 | $ 0 | $ 0 |
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Shares, outstanding, beginning balance | 523,754 | 791,510 | |
Shares, granted | 443,372 | 249,496 | |
Shares, exercised or vested | (332,722) | (517,252) | |
Shares, forfeited or expired | (82,176) | 0 | |
Shares, outstanding, ending balance | 552,228 | 523,754 | 791,510 |
STOCKHOLDERS' EQUITY AND EARN_7
STOCKHOLDERS' EQUITY AND EARNINGS PER SHARE - Reconciliation of Net Loss (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Net loss | $ (24,294) | $ (12,197) |
Net income attributable to non-controlling interest | (1,620) | (1,144) |
Preferred dividends | (8,572) | (7,229) |
Net Loss attributable to common shareholders | $ (34,486) | $ (20,570) |
Weighted average common shares outstanding - basic and diluted (in shares) | 16,463,565 | 16,703,866 |
Basic and diluted earnings per common share: | ||
Net loss per share (in dollars per share) | $ (1.57) | $ (0.80) |
Preferred dividends per share (in dollars per share) | 0.52 | 0.43 |
Basic and diluted, continuing operations (in dollars per share) | $ (2.09) | $ (1.23) |
STOCKHOLDERS' EQUITY AND EARN_8
STOCKHOLDERS' EQUITY AND EARNINGS PER SHARE - Antidilutive Securities Excluded (Details) - shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Antidilutive securities excluded from earnings per share | 15,102,326 | 14,270,765 |
Options to purchase common stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Antidilutive securities excluded from earnings per share | 1,108,029 | 1,081,716 |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Antidilutive securities excluded from earnings per share | 337,931 | 351,628 |
Warrants to purchase common stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Antidilutive securities excluded from earnings per share | 2,600,000 | 2,535,890 |
Convertible preferred stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Antidilutive securities excluded from earnings per share | 11,056,366 | 10,301,531 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands | Oct. 02, 2017 | Oct. 31, 2017 | Mar. 30, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($)a |
Commitments and Contingencies [Line Items] | ||||||
Cash and other asset recoveries | $ (1,100) | |||||
Non-cash provision for credit losses | (2,598) | |||||
Recovery of credit losses | $ 2,600 | $ 1,463 | $ (1,968) | |||
Employer match percentage | 4.00% | |||||
Employer contribution in period | $ 100 | 200 | ||||
Deferred compensation plan | 200 | 200 | 200 | |||
Fund expense reimbursements | 2,000 | 500 | ||||
Carinos Properties, LLC | ||||||
Commitments and Contingencies [Line Items] | ||||||
Payments for legal settlements | 2,700 | |||||
Intercreditor Agreement Claim | ||||||
Commitments and Contingencies [Line Items] | ||||||
Amount sought by third party | $ 300 | |||||
Amount claim settled | $ 100 | |||||
New Mexico | Pending Litigation | Maniatis | ||||||
Commitments and Contingencies [Line Items] | ||||||
Area of land (in acres) | a | 7,000 | |||||
Texas | Pending Litigation | ||||||
Commitments and Contingencies [Line Items] | ||||||
Area of land (in acres) | a | 111 | |||||
Hotel | ||||||
Commitments and Contingencies [Line Items] | ||||||
Fund expense reimbursements | $ (100) | $ (100) | ||||
Hotel | MacArthur Loan | MacArthur Place | ||||||
Commitments and Contingencies [Line Items] | ||||||
Repayment guaranty | 50.00% | 50.00% | ||||
L’Auberge Fund Manager, LLC | Preferred Interests | ||||||
Commitments and Contingencies [Line Items] | ||||||
Selling commissions as % of gross proceeds | 6.00% | |||||
Nonaccountable expense reimbursements broker-dealers as percent of gross proceeds | 1.00% | |||||
Subsequent Event | Pending Litigation | RNMA I | ||||||
Commitments and Contingencies [Line Items] | ||||||
Payments for legal settlements | $ 1,300 | |||||
Settlement loss | $ 1,300 |
RELATED PARTY TRANSACTIONS AN_2
RELATED PARTY TRANSACTIONS AND COMMITMENTS (Details) | Aug. 14, 2019 | Jul. 30, 2019USD ($) | Oct. 17, 2017USD ($) | Oct. 16, 2017USD ($) | Dec. 31, 2010 | Jul. 31, 2014 | Mar. 30, 2020USD ($) | Dec. 31, 2019USD ($)paymentshares | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Mr. Bain | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Number of future payments | payment | 2 | ||||||||||
Amount of future payment one | $ 250,000 | ||||||||||
Mr. Bain | Board of Directors Chairman and Chief Executive Officer | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Bonus payment for services | 350,000 | $ 600,000 | |||||||||
Chief Executive Officer | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Base salary | $ 800,000 | ||||||||||
Recapitalization event, term | 30 months | ||||||||||
CEO Legacy Fees | Chief Executive Officer | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Percentage of carrying value used to calculate legacy assets performance fee | 110.00% | ||||||||||
Legacy fees | $ 100,000 | 100,000 | |||||||||
Juniper Capital Partners LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Consulting agreement initial period | 3 years | ||||||||||
Consulting agreement renewable terms | 2 years | 2 years | |||||||||
JCP Realty Advisors, LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Percentage of carrying value used to calculate legacy assets performance fee | 110.00% | ||||||||||
Legacy fees | 100,000 | 200,000 | |||||||||
Annual consulting fees | $ 500,000 | $ 600,000 | |||||||||
Origination fee | 1.25% | ||||||||||
Percentage of legacy assets performance fee | 5.50% | ||||||||||
Consulting fees | 200,000 | 500,000 | |||||||||
Unconsolidated Partnerships | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Advances to partnerships | 500,000 | ||||||||||
Notes receivable | 5,500,000 | $ 100,000 | |||||||||
Maximum borrowing capacity | $ 5,000,000 | $ 700,000 | |||||||||
Effective rate (percentage) | 6.75% | ||||||||||
ITH Partners | Mr. Bain | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Consulting services agreement period | 90 days | ||||||||||
Consulting services agreement renewal period | 30 days | ||||||||||
Juniper Investment Advisors, LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Consulting fees | $ 100,000 | ||||||||||
Performance fee percent | 20.00% | ||||||||||
Investment return percent | 7.00% | ||||||||||
Expense reimbursement | 63,000 | ||||||||||
Minimum | Chief Executive Officer | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Base salary | $ 500,000 | ||||||||||
Minimum | Juniper Investment Advisors, LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Management fee percent | 1.00% | ||||||||||
Maximum | Juniper Investment Advisors, LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Management fee percent | 1.50% | ||||||||||
Prime Rate | Minimum | Unconsolidated Partnerships | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Variable rate | 2.00% | ||||||||||
Prime Rate | Maximum | Unconsolidated Partnerships | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Variable rate | 8.00% | ||||||||||
Variable Interest Entity | Lakeside JV | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Advances to partnerships | $ 700,000 | ||||||||||
Mezzanine Loan | Affiliated Entity | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Debt | $ 10,000,000 | ||||||||||
Total commitment, percentage | 39.00% | ||||||||||
Real Estate Loan | Affiliated Entity | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Total commitment | $ 3,900,000 | ||||||||||
Commitment funded | 3,800,000 | ||||||||||
Real Estate Loan | Maximum | Affiliated Entity | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Total commitment | 3,900,000 | ||||||||||
ITH Consulting Services Agreement | Mr. Bain | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Bonus payment for services | $ 167,000 | ||||||||||
ITH Consulting Services Agreement | ITH Partners | Mr. Bain | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Fixed monthly fee for ITH Consulting for selling New Mexico Assets | $ 30,000 | ||||||||||
Parson Employment Agreement | Chief Executive Officer | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Initial term, extension period | 1 year | ||||||||||
Initial term, extension, renewal period | 180 days | ||||||||||
Annual cost of living increase, percent | 3.00% | ||||||||||
New capital | $ 75,000,000 | ||||||||||
Recapitalization event, term | 30 months | ||||||||||
Recapitalization event, payable term | 30 days | ||||||||||
Shares awarded | shares | 400,000 | ||||||||||
Shares awarded, vesting period | 3 years | ||||||||||
Relocation allowance | $ 200,000 | ||||||||||
Parson Employment Agreement | Chief Executive Officer | Bonus | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Cash award granted | 900,000 | ||||||||||
New Mexico Asset Consulting Agreement | Mr. Bain | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Bonus payment for services | $ 20,000 | ||||||||||
New Mexico Asset Consulting Agreement | ITH Partners | Mr. Bain | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Fixed monthly fee for ITH Consulting for selling New Mexico Assets | $ 5,000 | ||||||||||
Subsequent Event | Real Estate Loan | Affiliated Entity | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Commitment funded | $ 100,000 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ in Thousands | Jan. 22, 2020 | Jan. 31, 2020 | Mar. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Subsequent Event [Line Items] | |||||
Proceeds from sale of REO | $ 836 | $ 8,692 | |||
Net gain (loss) on sale of investment real estate | $ 184 | 3,938 | |||
Series B Preferred Stock | |||||
Subsequent Event [Line Items] | |||||
Covenant, maximum excess of certain expenses over approved budget, percent | 103.00% | ||||
Covenant, excess of certain expenses over approved budget, percent, actual | 103.00% | ||||
Broadway Tower | |||||
Subsequent Event [Line Items] | |||||
Proceeds from sale of REO | $ 800 | 8,700 | |||
Net gain (loss) on sale of investment real estate | $ 200 | $ 3,900 | |||
Subsequent Event | Broadway Tower | |||||
Subsequent Event [Line Items] | |||||
Proceeds from sale of REO | $ 19,500 | $ 19,500 | |||
Net proceeds from sale of REO | 8,000 | $ 8,000 | 8,000 | ||
Principal payment | 11,000 | ||||
Net gain (loss) on sale of investment real estate | $ (1,500) | (1,500) | |||
Original Borrower and Guarantor | Subsequent Event | Broadway Tower | |||||
Subsequent Event [Line Items] | |||||
Proceeds from legal settlements | $ 1,750 | ||||
Pending Litigation | RNMA I | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Payments for legal settlements | 1,300 | ||||
Settlement loss | $ 1,300 |