INVESTMENT IN UNCONSOLIDATED AFFILIATES | NOTE 5 – Investment in unconsolidated affiliates The Company’s investments in unconsolidated real estate ventures, are summarized as follows (in thousands): Total Investment in Unconsolidated Affiliates at Unconsolidated Affiliates Date Acquired Trust Ownership Interest June 30, 2023 December 31, 2022 Banner Building 2007 66.67% $ (453) $ (614) Grand Forks INREIT, LLC 2003 50% 5,114 4,961 SE Savage, LLC 2019 60% 1,318 1,660 SE Maple Grove, LLC 2019 60% 1,105 1,836 SE Rogers, LLC 2020 60% 1,850 2,413 ST Oak Cliff, LLC 2021 70% 8,494 9,098 SE Brooklyn Park, LLC 2021 60% 2,017 2,914 SE Fossil Creek, LLC 2022 70% 9,209 7,155 $ 28,654 $ 29,423 The Operating Partnership owns a 66.67% interest as tenant in common in an office building in Fargo, North Dakota. The property is encumbered by a first mortgage with a balance at June 30, 2023 and December 31, 2022 of $6,814 and $6,951, respectively. The Trust is jointly and severally liable for the full mortgage balance. The Operating Partnership owns 50% interest as tenant in common through 100% ownership in a limited liability company. The property is located in Grand Forks, North Dakota. The property is encumbered by a non-recourse first mortgage with a balance at June 30, 2023 and December 31, 2022 of $9,040 and $9,520, respectively. The Trust is jointly and severally liable for the full mortgage balance. The Operating Partnership owns a 60% interest in a limited liability company that holds a multifamily property. The entity is encumbered by a first mortgage with a balance of $30,517 and $30,726 at June 30, 2023 and December 31, 2022, respectively. The property is also encumbered by a second mortgage to Sterling Properties, LLLP with a balance of $654 and $1,397 at June 30, 2023 and December 31, 2022, respectively. The Trust is jointly and severally liable for the full mortgage balance. The Operating Partnership owns a 60% interest in a limited liability company that holds a multifamily property. The entity is encumbered by a construction mortgage with a balance at both June 30, 2023 and December 31, 2022 of $24,788. The property is also encumbered by a second mortgage to Sterling Properties, LLLP with a balance at both June 30, 2023 and December 31, 2022 of $3,643. The Trust is jointly and severally liable for the full mortgage balance. The Operating Partnership owns a 60% interest in a limited liability company that is currently developing a multifamily property. The LLC holds land located in Rogers, Minnesota, with total assets of $32,427 and $32,864 at June 30, 2023 and December 31, 2022, respectively. The entity encumbered by a construction mortgage has a balance of $25,742 at both June 30, 2023 and December 31, 2022. The property is also encumbered by a second mortgage to Sterling Properties, LLLP with a balance at June 30, 2023 and December 31, 2022 of $3,390 and $2,938, respectively. The Trust is jointly and severally liable for the full mortgage balance. The Operating Partnership owns a 70% interest in a limited liability company, with a related party. The entity is currently developing a multifamily property. As of both June 30, 2023 and December 31, 2022, the Operating Partnership has contributed $9,300 in cash to the entity. The entity holds land located in Dallas, Texas with total assets of $47,228 and $40,404 at June 30, 2023 and December 31, 2022, respectively. The entity is encumbered by a construction mortgage with a balance of $32,010 and $23,409 at June 30, 2023 and December 31, 2022, respectively. The Trust is jointly and severally liable for the full mortgage balance. The Operating Partnership owns a 60% interest in a limited liability company, with an unrelated third party. The entity is currently developing a multifamily property. The entity is located in Brooklyn Park, Minnesota, with total assets of $30,761 and $30,490 at June 30, 2023 and December 31, 2022, respectively. The entity is encumbered by a construction mortgage that has a balance of $24,592 and $24,448 at June 30, 2023 and December 31, 2022, respectively. The entity is also encumbered by a second mortgage to Sterling Properties, LLLP with a balance at June 30, 2023 of $2,310. There was no balance outstanding related to the second mortgage at December 31, 2022. The Trust is jointly and severally liable for the full mortgage balance. The Operating Partnership owns a 70% interest in a limited liability company, with a related party. The entity is currently developing a multifamily property. As of June 30, 2023 and December 31, 2022, the Operating Partnership has contributed $9,275 and $7,190, respectively, in cash to the entity. The entity holds land located in Fort Worth, Texas with total assets of $29,218 and $11,083 at June 30, 2023 and December 31, 2022, respectively. The entity is encumbered by a construction mortgage with a balance outstanding related to the mortgage at June 30, 2023 of $12,274. There was no outstanding balance related to the construction mortgage at December 31, 2022. The Trust is jointly and severally liable for the full mortgage balance. The following is a summary of the financial position of the unconsolidated affiliates at June 30, 2023 and December 31, 2022. June 30, 2023 December 31, 2022 (in thousands) ASSETS Real estate investments $ 245,807 $ 218,747 Accumulated depreciation (21,385) (16,490) 224,422 202,257 Cash and cash equivalents 3,130 3,093 Restricted deposits 561 1,034 Intangible assets, less accumulated amortization 858 542 Other assets, net 496 827 Total Assets $ 229,467 $ 207,753 LIABILITIES Mortgage notes payable, net $ 174,782 $ 152,246 Tenant security deposits payable 301 192 Accrued expenses and other liabilities 9,115 8,217 Total Liabilities $ 184,198 $ 160,655 SHAREHOLDERS' EQUITY Total Shareholders' Equity $ 45,269 $ 47,098 Total liabilities and shareholders' equity $ 229,467 $ 207,753 The following is a summary of results of operations of the unconsolidated affiliates for the three and six months ended June 30, 2023 and 2022. Three months ended June 30, Six months ended June 30, 2023 2022 2023 2022 (in thousands) (in thousands) Income from rental operations $ 4,633 $ 2,076 $ 8,340 $ 3,806 Expenses from rental operations 1,717 682 3,495 1,494 Net operating income $ 2,916 $ 1,394 $ 4,845 $ 2,312 Depreciation and Amortization 2,441 1,187 4,933 3,014 Interest 1,448 665 2,792 1,677 Other expense 98 - 13 11 Net loss $ (1,071) $ (458) $ (2,893) $ (2,390) |