Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2024 | May 07, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2024 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2024 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 000-54047 | |
Entity Registrant Name | LIGHTSTONE VALUE PLUS REIT II, INC. | |
Entity Central Index Key | 0001436975 | |
Entity Tax Identification Number | 83-0511223 | |
Entity Incorporation, State or Country Code | MD | |
Entity Address, Address Line One | 1985 Cedar Bridge Avenue | |
Entity Address, Address Line Two | Suite 1 | |
Entity Address, City or Town | Lakewood | |
Entity Address, State or Province | NJ | |
Entity Address, Postal Zip Code | 08701 | |
City Area Code | (732) | |
Local Phone Number | 367-0129 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 16,500,000 |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Investment property: | ||
Land and improvements | $ 26,152 | $ 26,152 |
Building and improvements | 146,304 | 146,129 |
Furniture and fixtures | 28,918 | 28,883 |
Construction in progress | 43 | 128 |
Gross investment property | 201,417 | 201,292 |
Less accumulated depreciation | (59,975) | (58,490) |
Net investment property | 141,442 | 142,802 |
Investments in unconsolidated affiliated entities | 12,360 | 13,415 |
Cash and cash equivalents | 31,467 | 36,192 |
Marketable securities, available for sale | 9,462 | 9,287 |
Restricted cash | 4,639 | 4,549 |
Accounts receivable and other assets | 3,701 | 3,194 |
Total Assets | 203,071 | 209,439 |
Liabilities and Stockholders’ Equity | ||
Accounts payable and other accrued expenses | 7,403 | 6,871 |
Mortgages payable, net | 100,910 | 100,820 |
Distributions payable | 1,236 | 1,275 |
Due to related party | 367 | 360 |
Total liabilities | 109,916 | 109,326 |
Company’s stockholders’ equity: | ||
Preferred shares, $0.01 par value, 10.0 million shares authorized, none issued and outstanding | ||
Common stock, $0.01 par value, 100.0 million shares authorized, 16.5 million and 17.0 million shares issued and outstanding, respectively | 164 | 169 |
Additional paid-in-capital | 140,099 | 143,219 |
Accumulated deficit | (58,074) | (54,284) |
Total Company stockholders’ equity | 82,189 | 89,104 |
Noncontrolling interests | 10,966 | 11,009 |
Total Stockholders’ Equity | 93,155 | 100,113 |
Total Liabilities and Stockholders’ Equity | $ 203,071 | $ 209,439 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares shares in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, par value per share | $ 0.01 | $ 0.01 |
Preferred Stock, shares authorized | 10,000 | 10,000 |
Preferred Stock, shares issued | 0 | 0 |
Preferred Stock, shares outstanding | 0 | 0 |
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Common Stock, shares authorized | 100,000 | 100,000 |
Common Stock, shares issued | 16,500 | 17,000 |
Common Stock, shares outstanding | 16,500 | 17,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement [Abstract] | ||
Revenues | $ 10,648 | $ 13,983 |
Expenses: | ||
Property operating expenses | 8,048 | 9,954 |
Real estate taxes | 656 | 464 |
General and administrative costs | 1,002 | 1,192 |
Depreciation and amortization | 1,490 | 1,860 |
Total expenses | 11,196 | 13,470 |
Interest expense | (2,358) | (2,374) |
Gain on sale of investment property | 342 | |
Loss from investments in unconsolidated affiliated entities | (292) | (264) |
Other income/(expense), net | 597 | (73) |
Net loss | (2,601) | (1,856) |
Less: net loss attributable to noncontrolling interests | 47 | 41 |
Net loss applicable to Company’s common shares | $ (2,554) | $ (1,815) |
Net (loss)/income per Company's common share, basic | $ (0.15) | $ (0.11) |
Net (loss)/income per Company's common share, diluted | $ (0.15) | $ (0.11) |
Weighted average number of common shares outstanding, basic | 16,744 | 17,158 |
Weighted average number of common shares outstanding, diluted | 16,744 | 17,158 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement [Abstract] | ||
Net loss | $ (2,601) | $ (1,856) |
Other comprehensive loss: | ||
Holding loss on marketable securities, available for sale | (7) | |
Comprehensive loss | (2,601) | (1,863) |
Less: Comprehensive loss attributable to noncontrolling interests | 47 | 41 |
Comprehensive loss attributable to the Company’s common shares | $ (2,554) | $ (1,822) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Noncontrolling Interest [Member] | Total | |
Beginning balance, value at Dec. 31, 2022 | $ 171 | $ 144,971 | $ 7 | $ (37,663) | $ 11,337 | $ 118,823 | |
Beginning balance, shares at Dec. 31, 2022 | 17,172 | ||||||
Net loss | (1,815) | (41) | (1,856) | ||||
Other comprehensive loss | (7) | (7) | |||||
Distributions declared | [1] | (1,285) | (1,285) | ||||
Contributions of noncontrolling interests | 4 | 4 | |||||
Redemption and cancellation of shares | (173) | (173) | |||||
Redemption and cancellation of shares (in shares) | (18) | ||||||
Ending balance, value at Mar. 31, 2023 | $ 171 | 144,798 | (40,763) | 11,300 | 115,506 | ||
Ending balance, shares at Mar. 31, 2023 | 17,154 | ||||||
Beginning balance, value at Dec. 31, 2023 | $ 169 | 143,219 | (54,284) | 11,009 | 100,113 | ||
Beginning balance, shares at Dec. 31, 2023 | 17,002 | ||||||
Net loss | (2,554) | (47) | (2,601) | ||||
Distributions declared | [2] | (1,236) | (1,236) | ||||
Contributions of noncontrolling interests | 4 | 4 | |||||
Tender of shares | $ (5) | (3,120) | (3,125) | ||||
Tender of shares, shares | (520) | ||||||
Ending balance, value at Mar. 31, 2024 | $ 164 | $ 140,099 | $ (58,074) | $ 10,966 | $ 93,155 | ||
Ending balance, shares at Mar. 31, 2024 | 16,482 | ||||||
[1]Distributions per share were $0.075.[2]Distributions per share were $0.075. |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2024 | Mar. 31, 2023 | |||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||
Net loss | $ (2,601) | $ (1,856) | ||
Adjustments to reconcile net loss to cash used in operating activities: | ||||
Depreciation and amortization | 1,490 | 1,860 | ||
Amortization of deferred financing costs | 90 | 102 | ||
Gain on sale of investment property | (342) | |||
Loss from investments in unconsolidated affiliated entities | 292 | 264 | ||
Other non-cash adjustments | (107) | 232 | ||
Changes in assets and liabilities: | ||||
Increase in accounts receivable and other assets | (594) | (311) | ||
Increase/(decrease) in accounts payable and other accrued expenses | 546 | (159) | ||
Increase/(decrease) in due to related party | 7 | (9) | ||
Cash used in operating activities | (877) | (219) | ||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||
Purchase of investment property | (125) | (210) | ||
Proceeds from the sale of marketable securities | 987 | |||
Purchases of marketable securities | (5,856) | |||
Contributions to unconsolidated affiliated entities | (10) | (445) | ||
Distributions from unconsolidated affiliated entities | 773 | 137 | ||
Cash provided by/(used in) investing activities | 638 | (5,387) | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
Payment of loan fees and expenses | (140) | |||
Tender, redemption and cancellation of common shares | (3,125) | (173) | ||
Distributions to common stockholders | (1,275) | |||
Contributions of noncontrolling interests | 4 | 4 | ||
Cash used in financing activities | (4,396) | (309) | ||
Change in cash, cash equivalents and restricted cash | (4,635) | (5,915) | ||
Cash, cash equivalents and restricted cash, beginning of year | 40,741 | 42,566 | ||
Cash, cash equivalents and restricted cash, end of period | 36,106 | 36,651 | ||
Supplemental cash flow information for the periods indicated is as follows: | ||||
Cash paid for interest | 2,360 | 2,196 | ||
Cash paid for taxes | 155 | 105 | ||
Distributions declared | 1,236 | [1] | 1,285 | [2] |
Holding loss on marketable securities, available for sale | 7 | |||
The following is a summary of the Company’s cash, cash equivalents, and restricted cash total as presented in our statements of cash flows for the periods presented: | ||||
Cash and cash equivalents | 31,467 | 36,288 | ||
Restricted cash | 4,639 | 363 | ||
Total cash, cash equivalents and restricted cash | $ 36,106 | $ 36,651 | ||
[1]Distributions per share were $0.075.[2]Distributions per share were $0.075. |
Business and Structure
Business and Structure | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business and Structure | 1. Business and Structure Lightstone Value Plus REIT II, Inc. (“Lightstone REIT II”), is a Maryland corporation formed on April 28, 2008, which elected to qualify as a real estate investment trust (“REIT”) for United States (the “U.S.”) federal income tax purposes beginning with the taxable year ended December 31, 2009. Lightstone REIT II is structured as an umbrella partnership REIT, or UPREIT, and substantially all of its current and future business will be conducted through Lightstone Value Plus REIT II LP, a Delaware limited partnership (the “Operating Partnership”). As of March 31, 2024, Lightstone REIT II held an approximately 99% Lightstone REIT II and the Operating Partnership and its subsidiaries are collectively referred to as the “Company” and the use of “we,” “our,” “us” or similar pronouns in these consolidated financial statements refers to Lightstone REIT II, its Operating Partnership or the Company as required by the context in which such pronoun is used. Through the Operating Partnership, the Company owns and operates commercial properties and makes real estate-related investments. Since its inception, the Company has primarily acquired and operated commercial hospitality properties, principally consisting of limited service-hotels all located in the U.S. Although the Company has historically acquired hotels, it has and may continue to purchase other types of real estate. Assets other than hotels may include, without limitation, office buildings, shopping centers, business and industrial parks, manufacturing facilities, single-tenant properties, multifamily properties, student housing properties, warehouses and distribution facilities and medical/life sciences office buildings. The Company’s real estate investments are held by it alone or jointly with other parties. In addition, the Company may invest up to 20% of its net assets in collateralized debt obligations, commercial mortgage-backed securities (“CMBS”) and mortgage and mezzanine loans secured, directly or indirectly, by the same types of properties which it may acquire directly. Although most of its investments are these types, the Company may invest in whatever types of real estate or real estate-related investments that it believes are in its best interests. The Company evaluates all of its real estate investments as one operating segment. The Company currently intends to hold its investments until such time as it determines that a sale or other disposition appears to be advantageous to achieve its investment objectives or until it appears that the objectives will not be met. As of March 31, 2024, the Company (i) majority owned and consolidated the operating results and financial condition of 10 limited service hotels containing a total of 1,352 rooms, (ii) held an unconsolidated 48.6% The Brownmill Joint Venture owns Browntown Shopping Center, located in Old Bridge, New Jersey, and Millburn Mall, located in Vauxhaull, New Jersey. The Hilton Garden Inn Joint Venture owns a 183-room, limited service hotel (the “Hilton Garden Inn – Long Island City) located in the Long Island City neighborhood in the Queens borough of New York City. Both the Brownmill Joint Venture and the Hilton Garden Inn Joint Venture are between the Company and related parties. As of March 31, 2024, five of the Company’s consolidated limited service hotels are held in LVP Holdco JV LLC (the “Hotel Joint Venture”), a joint venture formed between the Company and Lightstone Value Plus REIT I, Inc. (“Lightstone REIT I”), a related party REIT also sponsored by The Lightstone Group, LLC (the “Sponsor”). The Company and Lightstone REIT I have 97.5% and 2.5% membership interests in the Hotel Joint Venture, respectively. Additionally, as of March 31, 2024, one of the Company’s consolidated hotels also has ownership interests held by unrelated minority owners. The membership interests of Lightstone REIT I and the unrelated minority owners are accounted for as noncontrolling interests. The Company’s advisor is Lightstone Value Plus REIT II LLC (the “Advisor”), which is majority owned by David Lichtenstein. On May 20, 2008, the Advisor contributed $ 2 200 20,000 200 10.00 Through his ownership and control of the Sponsor, Mr. Lichtenstein is the indirect owner and manager of Lightstone SLP II LLC, a Delaware limited liability company (the “Associate General Partner”), which owns 177 subordinated profits interests (“Subordinated Profits Interests”) in the Operating Partnership, which were acquired, at a cost of $ 100,000 17.7 The Company has no employees. The Company is dependent on the Advisor and certain affiliates of the Sponsor for performing a full range of services that are essential to it, including asset management, property management (excluding our hospitality properties, which are each managed by an unrelated third party property manager) and acquisition, disposition and financing activities, and other general administrative responsibilities, such as tax, accounting, legal, information technology and investor relations services. If the Advisor and certain affiliates of the Sponsor are unable to provide these services to the Company, it would be required to provide the services itself or obtain the services from other parties. The Company’s Common Shares are not currently listed on a national securities exchange. The Company may seek to list its Common Shares for trading on a national securities exchange only if a majority of its independent directors believe listing would be in the best interest of its stockholders. The Company does not intend to list its shares at this time. The Company does not anticipate that there would be any active market for its Common Shares until they are listed for trading. Noncontrolling Interests – Partners of the Operating Partnership Limited Partner On May 20, 2008, the Advisor contributed $ 2 200 Associate General Partner In connection with the Company’s Offerings, the Sponsor and its wholly owned subsidiary, Lightstone Holdings LLC (“LGH”), contributed (i) cash of $ 12.9 48.6% 4.8 177 100,000 17.7 As the indirect majority owner of the Associate General Partner, Mr. Lichtenstein is the beneficial owner of a 99% interest in such Subordinated Profits Interests and thus receives an indirect benefit from any distributions made in respect thereof. These Subordinated Profits Interests may entitle the Associate General Partner to a portion of any regular distributions that the Company makes to its stockholders, but only after its stockholders have received a stated preferred return. However, there have been no distributions declared on the Subordinated Profits Interests for any periods after December 31, 2019. Since the Company’s inception through March 31, 2024, the cumulative distributions declared and paid on the Subordinated Profits Interests were $7.9 million. Any future distributions on the Subordinated Profits Interests will always be subordinated until stockholders receive a stated preferred return. The Subordinated Profits Interests may also entitle the Associate General Partner to a portion of any liquidating distributions made by the Operating Partnership. The value of such distributions will depend upon the net proceeds available for distribution upon the liquidation of the Company and, therefore, cannot be determined at the present time. Liquidating distributions to the Associate General Partner will always be subordinated until stockholders receive a distribution equal to their initial investment plus a stated preferred return. Other Noncontrolling Interests in Consolidated Subsidiaries Other noncontrolling interests consist of the (i) membership interest in the Joint Venture held by Lightstone REIT I and (ii) membership interests held by minority owners in one of the Company’s hotels. Related Parties The Company’s Sponsor, Advisor and their affiliates, including the Associate General Partner and LGH, are related parties of the Company as well as the other public REITs also sponsored and/or advised by these entities. Pursuant to the terms of various agreements, certain of these entities are entitled to compensation and reimbursement for services and costs incurred related to the investment, development, management and disposition of the Company’s assets. The compensation is generally based on the cost of acquired properties/investments and the annual revenue earned from such properties/investments, and other such fees and expense reimbursements as outlined in each of the respective agreements. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Principles of Consolidation and Basis of Presentation The consolidated financial statements include the accounts of Lightstone REIT II and its Operating Partnership and its subsidiaries, over which the Company exercises financial and operating control. As of March 31, 2024, Lightstone REIT II had a 99% The accompanying unaudited interim consolidated financial statements and related notes should be read in conjunction with the audited Consolidated Financial Statements of the Company and related notes as contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. The unaudited interim consolidated financial statements include all adjustments (consisting only of normal recurring adjustments) and accruals necessary in the judgment of management for a fair statement of the results for the periods presented. The accompanying unaudited consolidated financial statements of the Lightstone Value Plus REIT II, Inc. and Subsidiaries have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses during a reporting period. The most significant assumptions and estimates relate to the valuation of investment properties and investments in other unconsolidated real estate entities and depreciable lives of long-lived assets. Application of these assumptions requires the exercise of judgment as to future uncertainties and, as a result, actual results could differ from these estimates. The consolidated balance sheet as of December 31, 2023 included herein has been derived from the consolidated balance sheet included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. The unaudited consolidated statements of operations for interim periods are not necessarily indicative of results for the full year or any other period. Tax Status and Income Taxes The Company elected to be taxed and qualify as a REIT commencing with the taxable year ended December 31, 2009. As a REIT, the Company generally will not be subject to U.S. federal income tax on its net taxable income that it distributes currently to its stockholders. To maintain its REIT qualification under the Internal Revenue Code of 1986, as amended, or the Code, the Company must meet a number of organizational and operational requirements, including a requirement that it annually distribute to its stockholders at least 90% To maintain its qualification as a REIT, the Company engages in certain activities through a taxable REIT subsidiary (“TRS”), including when it acquires a hotel it usually establishes a new TRS and enters into an operating lease agreement for the hotel. As such, the Company is subject to U.S. federal and state income taxes and franchise taxes from these activities. The Company’s income tax benefits and expense are included in other income/(expense), net on its consolidated statements of operations. During the three months ended March 31, 2024 and 2023, the Company recorded income tax expense of $ 0.1 0.3 As of March 31, 2024 and December 31, 2023, the Company had no Revenues The following table represents the total revenues from hotel operations on a disaggregated basis: Schedule of total revenues from hotel operations on a disaggregated basis For the Revenues 2024 2023 Room $ 9,947 $ 13,325 Food, beverage and other 701 658 Total revenues $ 10,648 $ 13,983 New Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (“FASB”) issued an accounting standards update which is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant expenses. The amendments will require entities to disclose significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within segment profit and loss, as well as the title and position of the CODM. The amendments are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company is currently evaluating the guidance and the impact it may have on its consolidated financial statements. In December 2023, the FASB issued an accounting standards update which includes amendments that further enhance income tax disclosures, primarily through standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. This update is effective for annual periods beginning after December 15, 2024. The Company is currently evaluating the guidance and the impact it may have on its consolidated financial statements. The Company has reviewed and determined that other recently issued accounting pronouncements will not have a material impact on its financial position, results of operations and cash flows, or do not apply to its current operations. Concentration of Risk As of March 31, 2024 and December 31, 2023, the Company had cash deposited in certain financial institutions in excess of U.S. federally insured levels. The Company regularly monitors the financial stability of these financial institutions and believes that it is not exposed to any significant credit risk with respect to its cash and cash equivalents or restricted cash. Current Environment The Company’s operating results and financial condition are substantially impacted by the overall health of local, U.S. national and global economies and may be influenced by market and other challenges. Additionally, its business and financial performance may be adversely affected by current and future economic and other conditions; including, but not limited to, availability or terms of financings, financial markets volatility and banking failures, political upheaval or uncertainty, natural and man-made disasters, terrorism and acts of war, unfavorable changes in laws and regulations, outbreaks of contagious diseases, cybercrime, loss of key relationships, inflation and recession. The Company’s overall performance depends in part on worldwide economic and geopolitical conditions and their impacts on consumer behavior. Worsening economic conditions, increases in costs due to inflation, higher interest rates, certain labor and supply chain challenges and other changes in economic conditions may adversely affect the Company’s results of operations and financial performance. |
Disposition Activities
Disposition Activities | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Disposition Activities | 3. Disposition Activities Impairment Charge and Disposition of Florida Hotels On May 8, 2023, the Hotel Joint Venture, which the Company majority owns and consolidates, through its subsidiaries (collectively, the “Sellers”), and Vista Acquisitions Inc. (the “Florida Hotels Buyer”), an unaffiliated third party, entered into a purchase and sale agreement, as amended, (the “Florida Hotels Agreement”) pursuant to which the Sellers would dispose of (i) a 126-room limited service hotel located in Miami, Florida (the “Hampton Inn - Miami”), and (ii) a 104-room limited service hotel located in Fort Lauderdale, Florida (the “Hampton Inn & Suites - Fort Lauderdale” and collectively, the “Florida Hotels”) to the Florida Hotels Buyer for an aggregate contractual sales price of $ 28.0 During the second quarter of 2023, the Company recorded a non-cash impairment charge of $ 5.0 27.1 On July 18, 2023 and July 21, 2023, the Sellers completed the disposition of the Florida Hotels to the Florida Hotels Buyer pursuant to the terms of the Florida Hotels Agreement. In connection with these transactions, the Sellers used an aggregate of $ 16.7 Additionally, as a result of the sale of the Florida Hotels, the number of remaining hotels owned by the Hotel Joint Venture was reduced to five. Additionally, during the first quarter of 2023 the Company recognized a gain on the sale of investment property of $ 0.3 |
Investments in Unconsolidated A
Investments in Unconsolidated Affiliated Entities | 3 Months Ended |
Mar. 31, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Unconsolidated Affiliated Entities | 4. Investments in Unconsolidated Affiliated Entities The entities listed below are partially owned by the Company. The Company accounts for these investments under the equity method of accounting as the Company exercises significant influence, but does not exercise financial and operating control over these entities. A summary of the Company’s investments in the unconsolidated affiliated entities is as follows: Summary of investments in unconsolidated entities As of Entity Date of Ownership Ownership % March 31, December 31, Brownmill Joint Venture Various 48.6% $ 4,000 $ 4,025 Hilton Garden Inn Joint Venture March 27, 2018 50.0% 8,360 9,390 Total investments in unconsolidated affiliated real estate entities $ 12,360 $ 13,415 Brownmill Joint Venture During 2010 through 2012, the Company entered into various contribution agreements with LGH, a wholly owned subsidiary of the Sponsor and a related party, pursuant to which LGH contributed to the Operating Partnership an aggregate 48.6% membership interest in the Brownmill Joint Venture in exchange for it issuing an aggregate of 48 units of Subordinated Profits Interests to the Associate General Partner at $ 100,000 The Company’s 48.6% 145 137 Brownmill Joint Venture Financial Information The Company’s carrying value of its interest in the Brownmill Joint Venture differs from its share of member’s equity reported in the condensed balance sheets of the Brownmill Joint Venture because the basis of the Company’s investment is in excess of the historical net book value of the Brownmill Joint Venture. The Company’s additional basis, which has been allocated to depreciable assets, is being recognized on a straight-line basis over the estimated useful lives of the appropriate assets. The following table represents the condensed statements of operations for the Brownmill Joint Venture for the periods indicated: Schedule of condensed income statements For the 2024 2023 Revenue $ 1,051 $ 969 Property operating expenses 425 238 Depreciation and amortization 187 186 Operating income 439 545 Interest expense and other, net (150 ) (284 ) Net income $ 289 $ 261 Company’s share of net income $ 140 $ 127 Additional depreciation and amortization expense (1) (21 ) (21 ) Company’s net income from investment $ 119 $ 106 (1) Additional depreciation and amortization relates to the amortization of the difference between the cost of the interest in the Brownmill Joint Venture and the amount of the underlying equity in net assets of the Brownmill Joint Venture. The following table represents the condensed balance sheets for the Brownmill Joint Venture as of the dates indicated: Schedule of condensed balance sheets As of As of March 31, December 31, Investment properties, net $ 12,254 $ 12,423 Cash and restricted cash 1,519 1,598 Other assets 1,377 1,153 Total assets $ 15,150 $ 15,174 Mortgage payable $ 13,006 $ 13,075 Other liabilities 789 736 Members’ capital 1,355 1,363 Total liabilities and members’ capital $ 15,150 $ 15,174 Hilton Garden Inn Joint Venture On March 27, 2018, the Company and Lightstone Value Plus REIT III, Inc. (“Lightstone REIT III”), a related party REIT also sponsored by the Company’s Sponsor, acquired, through the newly formed Hilton Garden Inn Joint Venture, the Hilton Garden Inn - Long Island City from an unrelated third party, for aggregate consideration of $ 60.0 25.0 35.0 12.9 50% On May 31, 2023, the Hilton Garden Inn Mortgage was amended to provide for (i) an extension of the maturity date for an additional five years, (ii) the interest rate to be adjusted to SOFR plus 3.25% May 31, 2028 3.0 Additionally, the Hilton Garden Inn Joint Venture is required to fund an aggregate of $1.3 million, through monthly payments of $37 from May 31, 2023 through June 1, 2026, into a cash collateral reserve account which may be drawn upon for specified capital expenditures. The Company and Lightstone REIT III each have a 50% co-managing membership interest in the Hilton Garden Inn Joint Venture. The Company accounts for its membership interest in the Hilton Garden Inn Joint Venture in accordance with the equity method of accounting because it exerts significant influence over but does not control the Hilton Garden Inn Joint Venture. All capital contributions and distributions of earnings from the Hilton Garden Inn Joint Venture are made on a pro rata basis in proportion to each member’s equity interest percentage. Any distributions in excess of earnings from the Hilton Garden Inn Joint Venture are made to the members pursuant to the terms of the Hilton Garden Inn Joint Venture’s operating agreement. As of March 31, 2024, the Hilton Garden Inn Joint Venture was in compliance with all of its financial covenants. During the three months ended March 31, 2024, the Company received distributions from the Hilton Garden Joint Venture of $ 0.6 Hilton Garden Inn Joint Venture Financial Information The following table represents the condensed statements of operations for the Hilton Garden Inn Joint Venture for the periods indicated: Schedule of condensed income statements For the For the Revenues $ 2,302 $ 2,029 Property operating expenses 1,811 1,507 General and administrative costs 22 26 Depreciation and amortization 608 609 Operating loss (139 ) (113 ) Interest expense (684 ) (626 ) Net loss $ (823 ) $ (739 ) Company’s share of net loss (50.00%) $ (412 ) $ (370 ) The following table represents the condensed balance sheets for the Hilton Garden Inn Joint Venture as of the dates indicated: Schedule of condensed balance sheets As of As of Investment property, net $ 47,430 $ 48,001 Cash 715 1,741 Other assets 1,267 1,816 Total assets $ 49,412 $ 51,558 Mortgage payable, net $ 32,266 $ 32,273 Other liabilities 995 1,075 Members’ capital 16,151 18,210 Total liabilities and members’ capital $ 49,412 $ 51,558 |
Marketable Securities, Fair Val
Marketable Securities, Fair Value Measurements and Margin Loan | 3 Months Ended |
Mar. 31, 2024 | |
Marketable Securities Fair Value Measurements And Margin Loan | |
Marketable Securities, Fair Value Measurements and Margin Loan | 5. Marketable Securities, Fair Value Measurements and Margin Loan Marketable Securities The following is a summary of the Company’s available for sale securities as of the dates indicated: Summary of available for sale securities As of March 31, 2024 Adjusted Cost Gross Unrealized Gains Gross Fair Value Marketable Securities Equity Securities $ 9,582 $ 111 $ (231 ) $ 9,462 As of December 31, 2023 Adjusted Cost Gross Gross Fair Value Marketable Securities Equity Securities $ 9,582 $ 37 $ (332 ) $ 9,287 Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value: ● Level 1 – Quoted prices in active markets for identical assets or liabilities. ● Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. ● Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. As of March 31, 2024 and December 31, 2023, the Company’s equity securities were classified as Level 2 assets. The fair values of the Company’s equity securities are measured using readily available quoted prices for these securities; however, the markets for these securities are not active. There were no transfers between the level classifications during the three months ended March 31, 2024. The carrying amounts of cash and cash equivalents, restricted cash, accounts receivable and other assets, accounts payable and other accrued expenses, distribution payable and due to related party approximated their fair values as of March 31, 2024 and December 31, 2023 because of the short maturity of these instruments. As of March 31, 2024 and December 31, 2023, the estimated fair value our mortgages payable approximated their carrying values because they bear interest at a floating rate. Margin loan The Company has access to a margin loan from a financial institution that holds custody of certain of the Company’s marketable securities. The margin loan is collateralized by the marketable securities in the Company’s account. The amounts available to the Company under the margin loan are at the discretion of the financial institution and not limited to the amount of collateral in its account. No SOFR plus 0.85% |
Mortgage payable, net
Mortgage payable, net | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Mortgage payable, net | 6. Mortgage payable, net Mortgage payable, net consisted of the following: Schedule of mortgages payable Description Interest Weighted as of Maturity Amount Due As of As of Revolving Credit Facility SOFR + 3.45% (floor of 6.45%) 8.93% September 2026 $ 101,818 $ 101,818 $ 101,818 Total mortgages payable 8.93% $ 101,818 101,818 101,818 Less: Deferred financing costs (908 ) (998 ) Total mortgages payable, net $ 100,910 $ 100,820 SOFR as of March 31, 2024 and December 31, 2023 was 5.32% 5.35% Revolving Credit Facility On October 23, 2023 106.0 101.8 65% If a principal paydown is deemed necessary to achieve compliance with respect to the financial debt covenants for any quarterly period, the lender may, if it so chooses, apply the necessary amount of the funds held in the cash collateral reserve account towards the required principal paydown. Additionally, if there are not sufficient funds held in the cash collateral reserve account to make the necessary principal paydown, the lender may, if it so chooses, require the Company to fund the shortfall. The Company did not meet the financial debt covenants under the Revolving Credit Facility for the quarterly period ended March 31, 2024, and therefore, the lender has the option of requiring a principal paydown of $8.4 million. As of March 31, 2024, the outstanding principal balance of the Revolving Credit Facility was $101.8 million and its interest rate was 8.77% Pursuant to the Company’s loan agreements, total escrows in the amount of $ 4.6 4.5 4.0 |
Company_s Stockholder_s Equity
Company’s Stockholder’s Equity | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Company’s Stockholder’s Equity | 7. Company’s Stockholder’s Equity Distributions on Common Shares On November 13, 2023, the Board of Directors authorized and the Company declared a Common Share distribution of $ 0.075 0.30 3% 10.00 1.3 On March 18, 2024, the Board of Directors authorized and the Company declared a Common Share distribution of $ 0.075 0.30 3% 10.00 1.2 On May 9, 2024, the Board of Directors authorized and the Company declared a Common Share distribution of $ 0.075 0.30 3% 10.00 Future distributions declared, if any, will be at the discretion of the Board of Directors based on their analysis of the Company’s performance over the previous periods and expectations of performance for future periods. The Board of Directors will consider various factors in its determination, including but not limited to, the sources and availability of capital, revenues and other sources of income, operating and interest expenses and the Company’s ability to refinance near-term debt as well as the IRS’s annual distribution requirement that REITs distribute no less than 90% of their taxable income. The Company cannot assure that any future distributions will be made or that it will maintain any particular level of distributions that it has previously established or may establish. Tender Offers 2024 Tender Offer The Company commenced a tender offer on April 24, 2024, pursuant to which it is offering to acquire up to 700,000 6.00 4.2 2023 Tender Offer The Company commenced a tender offer on November 28, 2023, pursuant to which it offered to acquire up to 860,000 6.00 5.2 SRP The Company’s share repurchase program (the “SRP”) may provide eligible stockholders with limited, interim liquidity by enabling them to sell their Common Shares back to the Company, subject to restrictions and applicable law. On March 19, 2020, the Board of Directors amended the SRP to remove stockholder notice requirements and also approved the suspension of all redemptions. Effective May 10, 2021, the Board of Directors reopened the SRP to allow, subject to various conditions as set forth below, for redemptions submitted in connection with a stockholder’s death or hardship and set the price for all such purchases to the Company’s current estimated net asset value per share of common stock, as determined by the Board of Directors and reported by the Company from time to time. Deaths that occurred subsequent to January 1, 2020 were eligible for consideration, subject to certain conditions. Beginning January 1, 2022, requests for redemptions in connection with a stockholder’s death must be submitted and received by the Company within one year of the stockholder’s date of death for consideration. On the above noted date, the Board of Directors established that on an annual basis, the Company would not redeem in excess of 0.5% of the number of shares outstanding as of the end of the preceding year for either death or hardship redemptions, respectively. Additionally, redemption requests generally would be processed on a quarterly basis and would be subject to pro ration if either type of redemption requests exceeded the annual limitation. In connection with the approval of the 2023 Tender Offer, on November 13, 2023, the Board of Directors approved the suspension of the SRP effective November 20, 2023. As a result of the termination of the 2023 Tender Offer on February 5, 2024, on March 18, 2024, the Board of Directors reinstated the SRP. In connection with the approval of the 2024 Tender Offer, on April 17, 2024, the Board of Directors approved the suspension of the SRP effective April 17, 2024. Pursuant to the terms of the SRP, while the SRP is suspended, the Company will not accept any requests for redemption and any such requests and all pending requests will not be honored or retained, but will be returned to the requestor. For the three months ended March 31, 2023, the Company repurchased 18,351 9.45 Earnings per Share The Company had no potentially dilutive securities outstanding during the periods presented. Accordingly, earnings per share is calculated by dividing net income/loss attributable to common shareholders by the weighted-average number of Common Shares outstanding during the applicable period. |
Related Parties
Related Parties | 3 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
Related Parties | 8. Related Parties The Company’s Sponsor, Advisor and their affiliates, including the Associate General Partner and LGH, are related parties of the Company as well as other public REITs also sponsored and/or advised by these entities. Pursuant to the terms of various agreements, certain of these entities are entitled to compensation and reimbursement of costs incurred for services related to the investment, development, management and disposition of our assets. The compensation is generally based on the cost of acquired properties/investments and the annual revenue earned from such properties/investments, and other such fees and expense reimbursements as outlined in each of the respective agreements. The following table represents the fees incurred associated with the payments to the Company’s Advisor for the periods indicated: Schedule of fees to related parties For the 2024 2023 Asset management fees (general and administrative costs) $ 563 $ 659 The advisory agreement has a one year term and is renewable for an unlimited number of successive one year periods upon the mutual consent of the Advisor and the Company’s independent directors. Subordinated Profits Interests In connection with the Company’s Offerings, the Sponsor and its wholly owned subsidiary, LGH, contributed (i) cash of $ 12.9 4.8 100,000 17.7 These Subordinated Profits Interests may entitle the Associate General Partner to a portion of any regular distributions that the Company makes to its stockholders, but only after its stockholders have received a stated preferred return. However, there have been no distributions declared on the Subordinated Profits Interests for any periods after December 31, 2019. Since the Company’s inception through March 31, 2024, the cumulative distributions declared and paid on the Subordinated Profits Interests were $ 7.9 The Subordinated Profits Interests may also entitle the Associate General Partner to a portion of any liquidating distributions made by the Operating Partnership. The value of such distributions will depend upon the net proceeds available for distribution upon the liquidation of the Company and, therefore, cannot be determined at the present time. Liquidating distributions to the Associate General Partner will always be subordinated until stockholders receive a distribution equal to their initial investment plus a stated preferred return. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. Commitments and Contingencies Management Agreements The Company’s hotels operate pursuant to management agreements (the “Management Agreements”) with various third-party property management companies. The property management companies perform management functions including, but not limited to, hiring and supervising employees, establishing room prices, establishing administrative policies and procedures, managing expenditures and arranging and supervising public relations and advertising. The Management Agreements are for terms ranging from 1 10 The Management Agreements provide for the payment of a base management fee equal to 3% 3.5% Franchise Agreements As of March 31, 2024, the Company’s hotels operated pursuant to various franchise agreements. Under the franchise agreements, the Company generally pays a fee equal to 5% 1.5% 3.5% The franchise agreements are generally for initial terms ranging from 15 20 Legal Proceedings From time to time in the ordinary course of business, the Company may become subject to legal proceedings, claims or disputes. As of the date hereof, the Company is not a party to any material pending legal proceedings of which the outcome is probable or reasonably possible to have a material adverse effect on its results of operations or financial condition, which would require accrual or disclosure of the contingency and possible range of loss. Additionally, the Company has not recorded any loss contingencies related to legal proceedings in which the potential loss is deemed to be remote. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The consolidated financial statements include the accounts of Lightstone REIT II and its Operating Partnership and its subsidiaries, over which the Company exercises financial and operating control. As of March 31, 2024, Lightstone REIT II had a 99% The accompanying unaudited interim consolidated financial statements and related notes should be read in conjunction with the audited Consolidated Financial Statements of the Company and related notes as contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. The unaudited interim consolidated financial statements include all adjustments (consisting only of normal recurring adjustments) and accruals necessary in the judgment of management for a fair statement of the results for the periods presented. The accompanying unaudited consolidated financial statements of the Lightstone Value Plus REIT II, Inc. and Subsidiaries have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses during a reporting period. The most significant assumptions and estimates relate to the valuation of investment properties and investments in other unconsolidated real estate entities and depreciable lives of long-lived assets. Application of these assumptions requires the exercise of judgment as to future uncertainties and, as a result, actual results could differ from these estimates. The consolidated balance sheet as of December 31, 2023 included herein has been derived from the consolidated balance sheet included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. The unaudited consolidated statements of operations for interim periods are not necessarily indicative of results for the full year or any other period. |
Tax Status and Income Taxes | Tax Status and Income Taxes The Company elected to be taxed and qualify as a REIT commencing with the taxable year ended December 31, 2009. As a REIT, the Company generally will not be subject to U.S. federal income tax on its net taxable income that it distributes currently to its stockholders. To maintain its REIT qualification under the Internal Revenue Code of 1986, as amended, or the Code, the Company must meet a number of organizational and operational requirements, including a requirement that it annually distribute to its stockholders at least 90% To maintain its qualification as a REIT, the Company engages in certain activities through a taxable REIT subsidiary (“TRS”), including when it acquires a hotel it usually establishes a new TRS and enters into an operating lease agreement for the hotel. As such, the Company is subject to U.S. federal and state income taxes and franchise taxes from these activities. The Company’s income tax benefits and expense are included in other income/(expense), net on its consolidated statements of operations. During the three months ended March 31, 2024 and 2023, the Company recorded income tax expense of $ 0.1 0.3 As of March 31, 2024 and December 31, 2023, the Company had no Revenues The following table represents the total revenues from hotel operations on a disaggregated basis: Schedule of total revenues from hotel operations on a disaggregated basis For the Revenues 2024 2023 Room $ 9,947 $ 13,325 Food, beverage and other 701 658 Total revenues $ 10,648 $ 13,983 |
New Accounting Pronouncements | New Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (“FASB”) issued an accounting standards update which is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant expenses. The amendments will require entities to disclose significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within segment profit and loss, as well as the title and position of the CODM. The amendments are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company is currently evaluating the guidance and the impact it may have on its consolidated financial statements. In December 2023, the FASB issued an accounting standards update which includes amendments that further enhance income tax disclosures, primarily through standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. This update is effective for annual periods beginning after December 15, 2024. The Company is currently evaluating the guidance and the impact it may have on its consolidated financial statements. The Company has reviewed and determined that other recently issued accounting pronouncements will not have a material impact on its financial position, results of operations and cash flows, or do not apply to its current operations. |
Concentration of Risk | Concentration of Risk As of March 31, 2024 and December 31, 2023, the Company had cash deposited in certain financial institutions in excess of U.S. federally insured levels. The Company regularly monitors the financial stability of these financial institutions and believes that it is not exposed to any significant credit risk with respect to its cash and cash equivalents or restricted cash. |
Current Environment | Current Environment The Company’s operating results and financial condition are substantially impacted by the overall health of local, U.S. national and global economies and may be influenced by market and other challenges. Additionally, its business and financial performance may be adversely affected by current and future economic and other conditions; including, but not limited to, availability or terms of financings, financial markets volatility and banking failures, political upheaval or uncertainty, natural and man-made disasters, terrorism and acts of war, unfavorable changes in laws and regulations, outbreaks of contagious diseases, cybercrime, loss of key relationships, inflation and recession. The Company’s overall performance depends in part on worldwide economic and geopolitical conditions and their impacts on consumer behavior. Worsening economic conditions, increases in costs due to inflation, higher interest rates, certain labor and supply chain challenges and other changes in economic conditions may adversely affect the Company’s results of operations and financial performance. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Schedule of total revenues from hotel operations on a disaggregated basis | Schedule of total revenues from hotel operations on a disaggregated basis For the Revenues 2024 2023 Room $ 9,947 $ 13,325 Food, beverage and other 701 658 Total revenues $ 10,648 $ 13,983 |
Investments in Unconsolidated_2
Investments in Unconsolidated Affiliated Entities (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Restructuring Cost and Reserve [Line Items] | |
Summary of investments in unconsolidated entities | Summary of investments in unconsolidated entities As of Entity Date of Ownership Ownership % March 31, December 31, Brownmill Joint Venture Various 48.6% $ 4,000 $ 4,025 Hilton Garden Inn Joint Venture March 27, 2018 50.0% 8,360 9,390 Total investments in unconsolidated affiliated real estate entities $ 12,360 $ 13,415 |
Schedule of condensed income statements | Schedule of condensed income statements For the 2024 2023 Revenue $ 1,051 $ 969 Property operating expenses 425 238 Depreciation and amortization 187 186 Operating income 439 545 Interest expense and other, net (150 ) (284 ) Net income $ 289 $ 261 Company’s share of net income $ 140 $ 127 Additional depreciation and amortization expense (1) (21 ) (21 ) Company’s net income from investment $ 119 $ 106 (1) Additional depreciation and amortization relates to the amortization of the difference between the cost of the interest in the Brownmill Joint Venture and the amount of the underlying equity in net assets of the Brownmill Joint Venture. |
Schedule of condensed balance sheets | Schedule of condensed balance sheets As of As of March 31, December 31, Investment properties, net $ 12,254 $ 12,423 Cash and restricted cash 1,519 1,598 Other assets 1,377 1,153 Total assets $ 15,150 $ 15,174 Mortgage payable $ 13,006 $ 13,075 Other liabilities 789 736 Members’ capital 1,355 1,363 Total liabilities and members’ capital $ 15,150 $ 15,174 |
Hilton Garden Inn Joint Venture [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Schedule of condensed income statements | Schedule of condensed income statements For the For the Revenues $ 2,302 $ 2,029 Property operating expenses 1,811 1,507 General and administrative costs 22 26 Depreciation and amortization 608 609 Operating loss (139 ) (113 ) Interest expense (684 ) (626 ) Net loss $ (823 ) $ (739 ) Company’s share of net loss (50.00%) $ (412 ) $ (370 ) |
Schedule of condensed balance sheets | Schedule of condensed balance sheets As of As of Investment property, net $ 47,430 $ 48,001 Cash 715 1,741 Other assets 1,267 1,816 Total assets $ 49,412 $ 51,558 Mortgage payable, net $ 32,266 $ 32,273 Other liabilities 995 1,075 Members’ capital 16,151 18,210 Total liabilities and members’ capital $ 49,412 $ 51,558 |
Marketable Securities, Fair V_2
Marketable Securities, Fair Value Measurements and Margin Loan (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Marketable Securities Fair Value Measurements And Margin Loan | |
Summary of available for sale securities | Summary of available for sale securities As of March 31, 2024 Adjusted Cost Gross Unrealized Gains Gross Fair Value Marketable Securities Equity Securities $ 9,582 $ 111 $ (231 ) $ 9,462 As of December 31, 2023 Adjusted Cost Gross Gross Fair Value Marketable Securities Equity Securities $ 9,582 $ 37 $ (332 ) $ 9,287 |
Mortgage payable, net (Tables)
Mortgage payable, net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of mortgages payable | Schedule of mortgages payable Description Interest Weighted as of Maturity Amount Due As of As of Revolving Credit Facility SOFR + 3.45% (floor of 6.45%) 8.93% September 2026 $ 101,818 $ 101,818 $ 101,818 Total mortgages payable 8.93% $ 101,818 101,818 101,818 Less: Deferred financing costs (908 ) (998 ) Total mortgages payable, net $ 100,910 $ 100,820 |
Related Parties (Tables)
Related Parties (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
Schedule of fees to related parties | Schedule of fees to related parties For the 2024 2023 Asset management fees (general and administrative costs) $ 563 $ 659 |
Business and Structure (Details
Business and Structure (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | |
Sep. 27, 2014 | May 20, 2008 | Mar. 31, 2024 | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Distribution per unit of limited partner interest | $ 100,000 | ||
Business acquired assets | $ 17,700 | ||
Cash | $ 12,900 | ||
Equity interests | 48.60% | ||
Noncontrolling interests | $ 4,800 | ||
Lightstone Value Plus REIT III LLC [Member] | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Issuance of common shares, shares | 20,000 | ||
Issuance of common shares, value | $ 200 | ||
Shares issued, price per share | $ 10 | ||
General Partner [Member] | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Contribution from advisor | $ 2 | ||
Number of limited partner units issued to advisor | 200 | ||
Limited Partner [Member] | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Distribution per unit of limited partner interest | $ 100,000 | ||
Partners capital account, units, contributed | 177 | ||
Partners capital account, contributions | $ 17,700 | ||
Brownmill Joint Venture [Member] | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Ownership interest | 48.60% | ||
Lightstone REIT II [Member] | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
General partner ownership interest | 99% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Product Information [Line Items] | ||
Revenue | $ 10,648 | $ 13,983 |
Room [Member] | ||
Product Information [Line Items] | ||
Revenue | 9,947 | 13,325 |
Food and Beverage [Member] | ||
Product Information [Line Items] | ||
Revenue | $ 701 | $ 658 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Real Estate Investment Trust Mandated Annual Distributions Percentage Taxable Income | 90% | ||
Income tax expense | $ 100 | $ 300 | |
Uncertain income tax positions | $ 0 | $ 0 | |
Lightstone REIT II [Member] | |||
Percentage of general partnership interest in common units of the operating partnership | 99% |
Disposition Activities (Details
Disposition Activities (Details Narrative) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |
May 08, 2023 | Jul. 18, 2023 | Mar. 31, 2023 | Jun. 30, 2023 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Contractual sales price | $ 28,000 | |||
Non-cash impairment charge | $ 5,000 | |||
Hampton Inn Suites [Member] | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Principal amount | $ 16,700 | |||
Fort Lauderdale And Hampton Inn [Member] | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Recognized loss on the sale of investment | $ 300 | |||
Florida Hotel Portfolio [Member] | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Sale of investment property | $ 27,100 |
Investments in Unconsolidated_3
Investments in Unconsolidated Affiliated Entities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Schedule of Equity Method Investments [Line Items] | ||
Total investments in unconsolidated affiliated real estate entities | $ 12,360 | $ 13,415 |
Brownmill Joint Venture [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership percentage | 48.60% | |
Total investments in unconsolidated affiliated real estate entities | $ 4,000 | 4,025 |
Hilton Garden Inn Joint Venture [Member] | ||
Schedule of Equity Method Investments [Line Items] | ||
Ownership percentage | 50% | |
Total investments in unconsolidated affiliated real estate entities | $ 8,360 | $ 9,390 |
Business acquisition, date of acquisition agreement | Mar. 27, 2018 |
Investments in Unconsolidated_4
Investments in Unconsolidated Affiliated Entities (Details 1) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | ||
Restructuring Cost and Reserve [Line Items] | |||
Revenue | $ 10,648 | $ 13,983 | |
Depreciation and amortization | 1,490 | 1,860 | |
Net income | (2,554) | (1,815) | |
Brownmill Joint Venture [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Revenue | 1,051 | 969 | |
Property operating expenses | 425 | 238 | |
Depreciation and amortization | 187 | 186 | |
Operating income | 439 | 545 | |
Interest expense and other, net | (150) | (284) | |
Net income | 289 | 261 | |
Company’s share of net income | 140 | 127 | |
Additional depreciation and amortization expense | [1] | (21) | (21) |
Company’s net income from investment | $ 119 | $ 106 | |
[1]Additional depreciation and amortization relates to the amortization of the difference between the cost of the interest in the Brownmill Joint Venture and the amount of the underlying equity in net assets of the Brownmill Joint Venture. |
Investments in Unconsolidated_5
Investments in Unconsolidated Affiliated Entities (Details 2) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Restructuring Cost and Reserve [Line Items] | ||
Cash and restricted cash | $ 12,900 | |
Total assets | 203,071 | $ 209,439 |
Members’ capital | 82,189 | 89,104 |
Total liabilities and members’ capital | 203,071 | 209,439 |
Brownmill Joint Venture [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Investment properties, net | 12,254 | 12,423 |
Cash and restricted cash | 1,519 | 1,598 |
Other assets | 1,377 | 1,153 |
Total assets | 15,150 | 15,174 |
Mortgage payable | 13,006 | 13,075 |
Other liabilities | 789 | 736 |
Members’ capital | 1,355 | 1,363 |
Total liabilities and members’ capital | $ 15,150 | $ 15,174 |
Investments in Unconsolidated_6
Investments in Unconsolidated Affiliated Entities (Details 3) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Restructuring Cost and Reserve [Line Items] | ||
Revenues | $ 10,648 | $ 13,983 |
General and administrative costs | 1,002 | 1,192 |
Depreciation and amortization | 1,490 | 1,860 |
Net loss | (2,554) | (1,815) |
Hilton Garden Inn Joint Venture [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Revenues | 2,302 | 2,029 |
Property operating expenses | 1,811 | 1,507 |
General and administrative costs | 22 | 26 |
Depreciation and amortization | 608 | 609 |
Operating loss | (139) | (113) |
Interest expense | (684) | (626) |
Net loss | (823) | (739) |
Company’s share of net loss (50.00%) | $ (412) | $ (370) |
Investments in Unconsolidated_7
Investments in Unconsolidated Affiliated Entities (Details 4) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Restructuring Cost and Reserve [Line Items] | ||
Investment property, net | $ 201,417 | $ 201,292 |
Cash | 12,900 | |
Total assets | 203,071 | 209,439 |
Members’ capital | 82,189 | 89,104 |
Total liabilities and members’ capital | 203,071 | 209,439 |
Hilton Garden Inn Joint Venture [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Investment property, net | 47,430 | 48,001 |
Cash | 715 | 1,741 |
Other assets | 1,267 | 1,816 |
Total assets | 49,412 | 51,558 |
Mortgage payable, net | 32,266 | 32,273 |
Other liabilities | 995 | 1,075 |
Members’ capital | 16,151 | 18,210 |
Total liabilities and members’ capital | $ 49,412 | $ 51,558 |
Investments in Unconsolidated_8
Investments in Unconsolidated Affiliated Entities (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | ||
May 31, 2023 | Mar. 27, 2018 | Mar. 31, 2024 | Mar. 31, 2023 | |
Schedule of Equity Method Investments [Line Items] | ||||
Partners' Capital Account, Distribution Per Unit of Limited Partner Interest | $ 100,000 | |||
Hilton Garden Inn Joint Venture [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Debt instrument, interest rate, basis for effective rate | SOFR plus 3.25% | |||
Maturity date | May 31, 2028 | |||
Principal paydown | $ 3,000 | |||
Capital expenditures description | Additionally, the Hilton Garden Inn Joint Venture is required to fund an aggregate of $1.3 million, through monthly payments of $37 from May 31, 2023 through June 1, 2026, into a cash collateral reserve account which may be drawn upon for specified capital expenditures. | |||
Brownmill Joint Venture [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Partners' Capital Account, Distribution Per Unit of Limited Partner Interest | $ 100,000 | |||
Business acquisition percentage of voting interest acquired | 48.60% | |||
Proceeds from equity method investment, distribution, return of capital | $ 145 | $ 137 | ||
Hilton Garden Inn [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Aggregate purchase price | $ 60,000 | |||
Offering funds used in acquisition | 25,000 | |||
Proceeds from issuance of debt | 35,000 | |||
Venture pre-funding | $ 12,900 | |||
Business acquisition percentage of voting interest acquired | 50% | |||
Distributions received | $ 600 |
Summary of available for sale s
Summary of available for sale securities (Details) - Equity Securities [Member] - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Marketable Securities [Line Items] | ||
Equity securities, Adjusted Cost | $ 9,582 | $ 9,582 |
Equity securities, Gross Unrealized Gains | 111 | 37 |
Equity securities, gross unrealized losses | (231) | (332) |
Equity securities, Fair Value | $ 9,462 | $ 9,287 |
Marketable Securities, Fair V_3
Marketable Securities, Fair Value Measurements and Margin Loan (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Marketable Securities Fair Value Measurements And Margin Loan | ||
Margin loan | $ 0 | $ 0 |
Debt Instrument, Interest Rate Terms | SOFR plus 0.85% |
Mortgage payable, net (Details)
Mortgage payable, net (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Short-Term Debt [Line Items] | ||
Debt, Weighted Average Interest Rate | 8.93% | |
Amount due at maturity | $ 101,818 | |
Total mortgages payable | 101,818 | $ 101,818 |
Less: Deferred financing costs | (908) | (998) |
Total mortgages payable, net | $ 100,910 | 100,820 |
Revolving Credit Facility [Member] | ||
Short-Term Debt [Line Items] | ||
Debt Instrument, Description of Variable Rate Basis | SOFR + 3.45% (floor of 6.45%) | |
Debt, Weighted Average Interest Rate | 8.93% | |
Maturity Date | September 2026 | |
Amount due at maturity | $ 101,818 | |
Total mortgages payable | $ 101,818 | $ 101,818 |
Mortgage payable, net (Details
Mortgage payable, net (Details Narrative) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Oct. 23, 2023 | Mar. 31, 2023 | Mar. 31, 2024 | Dec. 31, 2023 | Jul. 13, 2016 | |
Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Maturity date | Oct. 23, 2023 | ||||
Face amount | $ 106,000 | ||||
Outstanding balance | $ 101,800 | ||||
Maximum borrowing capacity percentage | 65% | ||||
Interest rate | 8.77% | ||||
Escrows amount | 4,600 | $ 4,500 | |||
Escrows, amount held in cash collateral reserve account | $ 4,000 | ||||
SOFR [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 5.32% | 5.35% |
Company_s Stockholder_s Equity
Company’s Stockholder’s Equity (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
May 09, 2024 | Nov. 13, 2023 | Apr. 24, 2024 | Mar. 18, 2024 | Nov. 28, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Equity [Abstract] | ||||||||
Common share distribution per share | $ 0.075 | $ 0.075 | $ 0.075 | |||||
Annual distributions paid per share | $ 0.30 | $ 0.30 | $ 0.30 | |||||
Annualized distribution rate | 3% | 3% | 3% | |||||
Share Price | $ 10 | $ 10 | $ 10 | |||||
Distribution paid in cash | $ 1,200 | $ 1,300 | ||||||
Repurchase of shares | 700,000 | 860,000 | 18,351 | |||||
Weighted average price per share | $ 6 | $ 6 | $ 9.45 | |||||
Shares repurchased value | $ 4,200 | $ 5,200 |
Related Party and Other Transac
Related Party and Other Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Advisor [Member] | ||
Related Party Transaction [Line Items] | ||
Asset management fees (general and administrative costs) | $ 563 | $ 659 |
Related Parties (Details Narrat
Related Parties (Details Narrative) $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) $ / shares | |
Related Party Transactions [Abstract] | |
Cash | $ 12,900 |
Equity interests | $ 4,800 |
Distribution per unit of limited partner interest | $ / shares | $ 100,000 |
Aggregate consideration | $ 17,700 |
Distributions declared and paid | $ 7,900 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) | 3 Months Ended |
Mar. 31, 2024 | |
Loss Contingencies [Line Items] | |
Franchise Fee Percentage | 5% |
Minimum [Member] | |
Loss Contingencies [Line Items] | |
Management Agreement Term | 1 year |
Property Management Fee, Percent Fee | 3% |
Marketing Fund Charge Percent | 1.50% |
Franchise Agreement Term | 15 years |
Maximum [Member] | |
Loss Contingencies [Line Items] | |
Management Agreement Term | 10 years |
Property Management Fee, Percent Fee | 3.50% |
Marketing Fund Charge Percent | 3.50% |
Franchise Agreement Term | 20 years |