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 September 30, 2023 December 31, 2022 Banner Building 2007 66.67% $ (466) $ (614) Grand Forks INREIT, LLC 2003 50% 5,059 4,961 SE Savage, LLC 2019 60% 1,157 1,660 SE Maple Grove, LLC 2019 60% 906 1,836 SE Rogers, LLC 2020 60% 1,601 2,413 ST Oak Cliff, LLC 2021 70% 8,040 9,098 SE Brooklyn Park, LLC 2021 60% 1,823 2,914 SE Fossil Creek, LLC 2022 70% 9,193 7,155 $ 27,313 $ 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 September 30, 2023 and December 31, 2022 of $6,770 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 September 30, 2023 and December 31, 2022 of $9,011 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, with an unrelated third party, that holds a multifamily property. The entity is encumbered by a first mortgage with a balance of $30,411 and $30,726 at September 30, 2023 and December 31, 2022, respectively. The property is also encumbered by a second mortgage to Sterling Properties, LLLP with a balance of $562 and $1,397 at September 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, that holds a multifamily property. The entity is encumbered by a construction mortgage with a balance of $24,751 and $24,788 at September 30, 2023 and December 31, 2022, respectively. The property is also encumbered by a second mortgage to Sterling Properties, LLLP with a balance at both September 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, with an unrelated third party, that is currently developing a multifamily property. The LLC holds land located in Rogers, Minnesota, with total assets of $31,030 and $32,864 at September 30, 2023 and December 31, 2022, respectively. The entity encumbered by a construction mortgage has a balance of $25,742 at both September 30, 2023 and December 31, 2022. The property is also encumbered by a second mortgage to Sterling Properties, LLLP with a balance at September 30, 2023 and December 31, 2022 of $2,348 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 September 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 $48,014 and $40,404 at September 30, 2023 and December 31, 2022, respectively. The entity is encumbered by a construction mortgage with a balance of $35,864 and $23,409 at September 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 $30,380 and $30,490 at September 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 September 30, 2023 and December 31, 2022, respectively. The entity is also encumbered by a second mortgage to Sterling Properties, LLLP with a balance at September 30, 2023 of $2,538. 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 September 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 $36,352 and $11,083 at September 30, 2023 and December 31, 2022, respectively. The entity is encumbered by a construction mortgage with a balance outstanding related to the mortgage at September 30, 2023 of $19,209. 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 September 30, 2023 and December 31, 2022. September 30, 2023 December 31, 2022 (in thousands) ASSETS Real estate investments $ 253,832 $ 218,747 Accumulated depreciation (23,780) (16,490) 230,052 202,257 Cash and cash equivalents 2,380 3,093 Restricted deposits 478 1,034 Intangible assets, less accumulated amortization 836 542 Other assets, net 787 827 Total Assets $ 234,533 $ 207,753 LIABILITIES Mortgage notes payable, net $ 184,581 $ 152,246 Tenant security deposits payable 333 192 Accrued expenses and other liabilities 6,402 8,217 Total Liabilities $ 191,316 $ 160,655 SHAREHOLDERS' EQUITY Total Shareholders' Equity $ 43,217 $ 47,098 Total liabilities and shareholders' equity $ 234,533 $ 207,753 The following is a summary of results of operations of the unconsolidated affiliates for the three and nine months ended September 30, 2023 Three months ended September 30, Nine months ended September 30, 2023 2022 2023 2022 (in thousands) (in thousands) Income from rental operations $ 5,244 $ 2,638 $ 13,584 $ 6,444 Expenses from rental operations 2,070 957 5,564 2,451 Net operating income $ 3,174 $ 1,681 $ 8,020 $ 3,993 Depreciation and Amortization 2,418 1,316 7,350 4,331 Interest 1,700 1,178 4,493 2,854 Other expense - 2 14 13 Net loss $ (944) $ (815) $ (3,837) $ (3,205) |