ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2014 |
Accounting Policies [Abstract] | |
Restatement To Prior Year Income [Policy Text Block] | Restatement of Consolidated Financial Statements |
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In connection with preparing the annual financial information for the year ending December 31, 2014, prior period errors were identified which affected the annual period ended December 31, 2013, and the quarterly period ending September 30, 2014. These errors occurred in the Company’s accounting for the acquisition of certain real property portfolios of single family homes included in investment in real estate and involve acquisition costs that were improperly capitalized, and the reallocation of acquisition values from building and improvements to lease origination costs. These errors require the Company to restate previously reported financial results contained in this report. The effects of these prior period errors in the consolidated financial statements for the period ended December 31, 2013 are disclosed in the Form 10K/A filing for that period. The changes to the condensed consolidated financial statements for the period ended September 30, 2014 are shown in the following table and include reclassification of expenses in order to enable the presentation to be consistent with the December 31, 2013 year end amended filing. |
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| | September 30, 2014 | |
| | As | | As previously | | | | |
| | Restated | | Reported | | Adjustment | |
Consolidated Balance Sheet | | | | | | | | | | |
Buildings and improvements | | $ | 22,008,235 | | $ | 22,693,455 | | $ | -685,220 | |
Accumulated depreciation | | $ | -430,552 | | $ | -432,802 | | $ | 2,250 | |
Investment in real estate, net | | $ | 21,577,683 | | $ | 22,260,653 | | $ | -682,970 | |
Lease origination costs, net | | $ | 124,886 | | $ | - | | $ | 124,886 | |
Total Assets | | $ | 30,174,200 | | $ | 30,732,284 | | $ | -558,084 | |
Accumulated deficit | | $ | -2,980,310 | | $ | -2,422,226 | | $ | -558,084 | |
Total Stockholders' Equity | | $ | 21,628,001 | | $ | 22,186,085 | | $ | -558,084 | |
Total Liabilities and Stockholders' Equity | | $ | 30,174,200 | | $ | 30,732,284 | | $ | -558,084 | |
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| | Three months ended September 30, 2014 | |
| | As | | As previously | | | | |
| | Restated | | Reported | | Adjustment | |
Consolidated Statement of Operations | | | | | | | | | | |
Rental expenses | | $ | 262,311 | | $ | 317,444 | | $ | -55,133 | |
Legal and accounting | | $ | 49,809 | | $ | 69,054 | | $ | -19,245 | |
Real estate acquisition costs | | $ | 256,764 | | $ | - | | $ | 256,764 | |
Depreciation and amortization | | $ | 240,650 | | $ | 166,928 | | $ | 73,722 | |
Total operating expenses | | $ | 1,138,680 | | $ | 882,572 | | $ | 256,108 | |
Net loss | | $ | -397,902 | | $ | -141,794 | | $ | -256,108 | |
Net loss per share | | $ | -0.06 | | $ | -0.02 | | $ | -0.04 | |
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| | Nine months ended September 30, 2014 | |
| | As | | As previously | | | | |
| | Restated | | Reported | | Adjustment | |
Consolidated Statement of Operations | | | | | | | | | | |
Rental expenses | | $ | 682,700 | | $ | 737,833 | | $ | -55,133 | |
General and administrative | | $ | 988,790 | | $ | 1,005,648 | | $ | -16,858 | |
Legal and accounting | | $ | 219,661 | | $ | 260,406 | | $ | -40,745 | |
Real estate acquisition costs | | $ | 295,122 | | $ | - | | $ | 295,122 | |
Depreciation and amortization | | $ | 443,650 | | $ | 369,928 | | $ | 73,722 | |
Total operating expenses | | $ | 2,683,013 | | $ | 2,426,905 | | $ | 256,108 | |
Net loss | | $ | -966,255 | | $ | -710,147 | | $ | -256,108 | |
Net loss per share | | $ | -0.17 | | $ | -0.13 | | $ | -0.04 | |
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| | Nine months ended September 30, 2014 | |
| | As | | As previously | | | | |
| | Restated | | Reported | | Adjustment | |
Consolidated Statement of Cash Flows | | | | | | | | | | |
Net loss | | $ | -966,255 | | $ | -710,147 | | $ | -256,108 | |
Depreciation and amortization | | $ | 443,650 | | $ | 369,928 | | $ | 73,722 | |
Net cash used for operating activities | | $ | -110,971 | | $ | 71,415 | | $ | -182,386 | |
Acquisitions of investments in real estate | | $ | -9,808,865 | | $ | -10,114,820 | | $ | 305,955 | |
Lease origination costs | | $ | -123,569 | | $ | - | | $ | -123,569 | |
Net cash used for investing activities | | $ | -10,677,851 | | $ | -10,860,237 | | $ | 182,386 | |
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Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation |
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The accompanying unaudited condensed consolidated interim financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. In the opinion of management, all adjustments (which include only normal recurring adjustments except as noted in management’s discussion and analysis of financial condition and results of operations) necessary to present fairly the financial position, results of operations and changes in cash flows have been made. |
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Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted. It is suggested that these condensed consolidated financial statements be read in conjunction with the consolidated financial statements and notes thereto included in the 2013 Annual Report on Form 10-KA, filed April 17, 2015. The results of operations for the period ended September 30, 2014 are not necessarily indicative of the operating results for the full year. |
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On November 5, 2014, the Company effected a 1-for-20 reverse stock split of the issued common stock. Each stockholder’s percentage ownership and proportional voting power generally remained unchanged as a result of the reverse stock split. All applicable share data, per share amounts and related information in the condensed consolidated financial statements and notes thereto have been adjusted retroactively to give effect to the 1-for-20 reverse stock split. See Note 5. |
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Consolidation, Policy [Policy Text Block] | Principles of Consolidation |
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The accompanying financial statements consolidate the accounts of the Company and its wholly-owned subsidiaries, Reven Housing Georgia, LLC, Reven Housing Texas, LLC, Reven Housing Florida, LLC, and Reven Housing Tennessee, LLC. All significant inter-company transactions have been eliminated in consolidation. |
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New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Pronouncements |
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In May 2014, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU, No. 2014-09 Revenue from Contracts with Customers, or ASU No. 2014-09, which will supersede nearly all existing revenue recognition guidance under GAAP. ASU No. 2014-09 provides that an entity recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This update also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. ASU No. 2014-09 allows for either full retrospective or modified retrospective adoption and will become effective for the Company in the fourth quarter of 2017. |
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The Company has adopted all recently issued accounting pronouncements. The adoption of the accounting pronouncements, including those not yet effective, is not anticipated to have a material effect on the financial position or results of operations of the Company. |
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Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents |
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The Company considers all highly liquid investments with an original maturity of three months or less as cash equivalents. |
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Advances to Property Manager [Policy Text Block] | Rents and Other Receivables |
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Rents and other receivables represent the amount of rent receivables, security deposits and net rental funds which are held by the property manager on behalf of the Company, net of any allowance for amounts deemed uncollectible. |
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Tax, Insurance reserves and holdback funds [Policy Text Block] | Tax and Insurance reserves |
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Tax and insurance reserves represent amounts held in accordance with the terms of our loan for taxes and insurance. |
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Finance, Loans and Leases Receivable, Policy [Policy Text Block] | Loan Fees |
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Loan closing costs and fees totaled $266,503 and will be amortized over the term of the loan which is 60 months. For the three and nine months ended September 30, 2014, amortization expense for these loan fees was $13,326. |
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Deferred Stock Issuance Costs [Policy Text Block] | Deferred Stock Issuance Costs |
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Deferred stock issuance costs represent amounts paid for consulting services and other offering expenses in conjunction with the future raising of additional capital to be performed within one year. These costs are charged against additional paid-in capital as a cost of the stock issuance upon closing of the respective stock placement. |
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Warrant Issuance and Note Conversion Feature [Policy Text Block] | Warrant Issuance and Note Conversion Feature |
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The Company accounts for the proceeds from the issuance of convertible notes payable with detachable stock purchase warrants and embedded conversion features in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 470-20, Debt with Conversion and Other Options. Under FASB ASC 470-20, the proceeds from the issuance of a debt instrument with detachable stock purchase warrants shall be allocated to the two elements based on the relative fair values of the debt instrument without the warrants and of the warrants themselves at the time of issuance. The portion of the proceeds allocated to the warrants is accounted for as additional paid-in capital and the remaining proceeds are allocated to the debt instrument which resulted in a discount to debt which is amortized and charged as interest expense over the term of the note agreement. Additionally, pursuant to FASB ASC 470-20, the intrinsic value of the embedded conversion feature of the convertible notes payable is included in the discount to debt and amortized and charged to interest expense over the life of the note agreement. |
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Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition |
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Property is leased under rental agreements of generally one year and revenue is recognized over the lease term on a straight-line basis. |
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Income Tax, Policy [Policy Text Block] | Income Taxes |
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The Company intends to elect to be taxed as a real estate investment trust (“REIT”), as defined in the Internal Revenue Code, upon meeting the necessary requirements. Management believes that the Company will be able to satisfy the requirements for qualification as a REIT. Accordingly, the Company is not expecting to be subject to federal income tax, provided that it qualifies as a REIT and distributions to the stockholders equal or exceed REIT taxable income. |
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However, qualification and taxation as a REIT depends upon the Company’s ability to meet the various qualification tests imposed under the Internal Revenue Code related to the percentage of income that are earned from specified sources, the percentage of assets that fall within specified categories, the diversity of capital stock ownership, and the percentage of earnings that are distributed. Accordingly, no assurance can be given that the Company will be organized or be able to operate in a manner so as to qualify or remain qualified as a REIT. If the Company fails to qualify as a REIT in any taxable year, it will be subject to federal and state income tax (including any applicable alternative minimum tax) on its taxable income at regular corporate tax rates, and the Company may be ineligible to qualify as a REIT for four subsequent tax years. Even if the Company qualifies as a REIT, it may be subject to certain state or local income taxes. |
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The tax benefit of uncertain tax positions is recognized only if it is “more likely than not” that the tax position will be sustained, based solely on its technical merits, with the taxing authority having full knowledge of relevant information. The measurement of a tax benefit for an uncertain tax position that meets the “more likely than not” threshold is based on a cumulative probability model under which the largest amount of tax benefit recognized is the amount with a greater than 50% likelihood of being realized upon ultimate settlement with the taxing authority, having full knowledge of all the relevant information. As of December 31, 2013 and September 30, 2014, the Company had no unrecognized tax benefits. The Company does not anticipate a significant change in the total amount of unrecognized tax benefits during 2014. |
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Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Incentive Compensation Plan |
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During 2012, the Company established the 2012 Incentive Compensation Plan, which was subsequently amended and restated in December 2013 (“2012 Plan”). The 2012 Plan allows for the grant of options and other awards representing up to 1,650,000 shares of the Company’s common stock. Such awards may be granted to officers, directors, employees, consultants and other persons who provide services to the Company or any related entity. Under the 2012 Plan, options may be granted at an exercise price greater than or equal to the market value at the date of the grant, for owners of 10% or more of the voting shares, at an exercise price of not less than 110% of the market value. Awards are exercisable over a period of time as determined by a committee designated by the Board of Directors, but in no event longer than ten years. |
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On April 4, 2014, the Board of Directors authorized the issuance of, and the Company issued, an aggregate of 48,750 shares of the Company’s common stock under the 2012 Plan to the members of the Board of Directors as compensation for their services. |
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On October 16, 2014, the Board of Directors authorized the issuance of, and the Company issued, an aggregate of 425,000 shares of the Company’s common stock under the 2012 Plan to certain officers and consultants of the Company. The shares issued are subject to restrictions and future vesting conditions based on the Company reaching certain future milestones. None of the shares were vested as of the issuance date. |
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Earnings Per Share, Policy [Policy Text Block] | Net Loss Per Share |
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Net loss per share is computed by dividing the net loss by the weighted average number of shares of common stock outstanding. Warrants, stock options, and common stock issuable upon the conversion of the Company's preferred stock (if any), are not included in the computation if the effect would be anti-dilutive and would increase the earnings or decrease loss per share. For the nine months ended September 30, 2013, and 2014, potentially dilutive securities excluded from the calculations were 263,588 shares issuable upon exercise of outstanding warrants granted in conjunction with the convertible notes. |
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Fair Value of Financial Instruments, Policy [Policy Text Block] | Financial Instruments |
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The carrying value of the Company’s financial instruments, as reported in the accompanying condensed consolidated balance sheets, approximates fair value. |
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Security Deposits [Policy Text Block] | Security Deposits |
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Security deposits represent amounts deposited by tenants at the inception of the lease. |
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Use of Estimates, Policy [Policy Text Block] | Use of Estimates |
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The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the balance sheet dates and reported amounts of expenses for the periods presented. Accordingly, actual results could differ from those estimates. Significant estimates include assumptions used to determine the allocation of purchase prices of property acquisitions. |
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Real Estate, Policy [Policy Text Block] | Investments in Real Estate |
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The Company accounts for its investments in real estate as business combinations under the guidance of FASB ASC Topic 805, Business Combinations (“ASC 805”) and these acquisitions are recorded at fair value, allocated to land, building and the existing leases based upon their fair values at the date of acquisition, with acquisition costs expensed as incurred. In making estimates of fair values for purposes of allocating purchase price, the Company utilizes its own market knowledge and published market data. The estimated fair value of acquired in-place leases represents the expected costs the Company would have incurred to lease the property at the date of acquisition. Each portfolio of acquired property is recorded as a separate business combination. |
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Land, buildings and improvements are recorded at cost. Buildings and improvements are depreciated over estimated useful lives of approximately 27.5 years using the straight-line method. Lease origination costs are amortized over the average remaining term of the in-place leases which is generally less than one year. Maintenance and repair costs are charged to expenses as incurred. |
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The Company assesses the impairment of investments in real estate, whenever events or changes in business circumstances indicate that carrying amounts of the assets may not be fully recoverable. When such events occur, management determines whether there has been impairment by comparing the asset’s carrying value with its fair value. Should impairment exist, the asset is written down to its estimated fair value. The Company has not recognized any impairment losses through September 30, 2014. |
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Reclassification, Policy [Policy Text Block] | Reclassifications |
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Certain amounts for 2013 have been reclassified to conform to the current period’s presentation. |
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