REAL ESTATE INVESTMENTS | REAL ESTATE INVESTMENTS On May 31, 2013, the Company acquired 9022 Heritage Parkway ("Heritage Parkway"), a low-rise office building located outside of Chicago, Illinois. Heritage Parkway was acquired for $ 13,300,000 , excluding closing costs. The acquisition was funded with proceeds from the Offering and $6,700,000 from the Company's Regions line of credit. Heritage Parkway is a 94,233 square-foot office building 100% leased to Allstate Insurance Company. On December 18, 2013, the Company acquired a mixed-use (retail and office) building located in Seattle, Washington ("Wallingford Plaza") for a purchase price of approximately $12,728,000 , excluding closing costs. The acquisition was funded with proceeds from the Offering and by borrowing $5,500,000 under the Company's Regions line of credit. Wallingford Plaza is a 30,761 square-foot, three -story, mixed-use (office over retail) building fully leased to five tenants. On April 11, 2014, the Company acquired 1109 Commerce Boulevard ("Commerce Corner") for a purchase price of $19,750,000 , excluding closing costs. The acquisition was funded with proceeds from the Offering and by borrowing $17,600,000 under the Company's Regions line of credit. Of this borrowed amount, $8,840,000 related to Commerce Corner while the balance was borrowed against available capacity from Heritage Parkway and Wallingford Plaza. Commerce Corner consists of a 259,910 square-foot industrial building fully leased to two tenants and an adjacent land parcel. On July 2, 2014 , the Company acquired Anaheim Hills Office Plaza (" Anaheim Hills ") for a purchase price of $18,500,000 , excluding closing costs. The acquisition was funded with proceeds from the Offering and by borrowing $14,700,000 under the Company's Regions line of credit. Of this borrowed amount, $10,130,000 related to Anaheim Hills while the balance was borrowed against available capacity from the other three properties. Anaheim Hills consists of a 73,892 square-foot office building fully leased to three tenants. On October 2, 2014 , the Company acquired Terra Nova Plaza (" Terra Nova Plaza") for a purchase price of $21,850,000 , excluding closing costs. The acquisition was funded with proceeds from the Offering and by borrowing $19,100,000 under the Company's Regions line of credit. Of this borrowed amount, $12,000,000 related to Terra Nova Plaza while the balance was borrowed against available capacity from the other four properties. Terra Nova Plaza consists of a 96,114 square-foot retail building fully leased to two tenants. On September 30, 2015 , the Company acquired The Flats at Carrs Hill ("The Flats at Carrs Hill") for a purchase price of $27,000,000 , exclusive of closing costs. The Company funded the acquisition, including closing costs, with existing cash and by borrowing $27,000,000 under the Company's line of credit with Wells Fargo. Of the $27,000,000 borrowed, $13,570,962 was from existing borrowing capacity on previously acquired properties, while $13,429,038 was allocated to The Flats at Carrs Hill. The Flats at Carrs Hill is a five -story, 316 bed ( 138 unit) student housing property containing 135,864 square feet of rentable apartment area. On December 21, 2015 , the Company acquired Loudoun Gateway l ("Loudoun Gateway") for a purchase price of $21,950,000 , excluding closing costs. The acquisition was funded with proceeds from the Offering and by borrowing $20,000,000 under the Company's line of credit with Wells Fargo. Of this borrowed amount, $11,780,984 relates to Loudoun Gateway while the balance was borrowed against available capacity from the other six properties. Loudoun Gateway consists of a 102,015 square-foot office building fully leased to one tenant. All leases at the Company's properties have been classified as operating leases. The Company allocated the purchase price of the Company's properties to the fair value of the major components of the assets acquired and liabilities assumed, using Level 3 inputs and assumptions, as follows: Loudoun Gateway The Flats at Carrs Hill 2015 Total Land $ 2,042,441 $ 3,143,752 $ 5,186,193 Building and improvements 9,974,457 21,389,609 31,364,066 Furniture, fixtures and equipment — 361,724 361,724 Acquired in-place leases 9,707,433 2,104,915 11,812,348 Acquired above-market leases 225,669 — 225,669 Total purchase price $ 21,950,000 $ 27,000,000 $ 48,950,000 Commerce Corner Anaheim Hills Terra Nova Plaza 2014 Total Land $ 3,396,679 $ 6,519,531 $ 10,628,293 $ 20,544,503 Building and improvements 14,304,272 9,002,457 14,054,509 37,361,238 Acquired in-place leases 2,258,817 2,830,140 4,228,979 9,317,936 Acquired above-market leases 393,562 220,199 — 613,761 Acquired below-market leases (603,330 ) (72,327 ) (7,061,781 ) (7,737,438 ) Total purchase price $ 19,750,000 $ 18,500,000 $ 21,850,000 $ 60,100,000 Heritage Parkway Wallingford Plaza 2013 Total Land $ 2,310,684 $ 3,713,306 $ 6,023,990 Building and improvements 7,206,490 7,626,594 14,833,084 Acquired in-place leases 3,773,246 2,179,148 5,952,394 Acquired above-market leases 9,580 — 9,580 Acquired below-market leases — (791,100 ) (791,100 ) Total purchase price $ 13,300,000 $ 12,727,948 $ 26,027,948 Future amortization related to acquired intangible assets and liabilities as of December 31, 2015 is as follows: Acquired in-place leases Acquired above-market leases Acquired below-market leases 2016 $ 4,751,434 $ 137,362 $ (478,507 ) 2017 3,126,055 134,986 (463,229 ) 2018 2,968,220 108,651 (462,314 ) 2019 1,884,813 82,511 (448,581 ) 2020 1,784,884 80,274 (433,153 ) Thereafter 7,961,518 128,980 (5,573,165 ) Total $ 22,476,924 $ 672,764 $ (7,858,949 ) The Company recorded revenues and net income related to the properties acquired during the years ended December 31, 2015, 2014 and 2013, as follows: Year Ended December 31, 2015 Year Ended December 31, 2014 Year Ended December 31, 2013 Revenues $ 776,026 $ 2,801,262 $ 776,389 Net gain (loss) $ (1,165,400 ) $ 165,746 $ (51,791 ) The Company's estimated revenues, net loss and net loss per common share, on a pro forma basis (as if the acquisitions of Commerce Corner, Anaheim Hills, Terra Nova Plaza,The Flats at Carrs Hill and Loudoun Gateway were completed on January 1, 2014), for the year ended December 31, 2015 are as follows: Year Ended December 31, 2015 Revenues $ 13,156,144 Net loss $ (2,390,536 ) Net loss per common share: Basic and diluted $ (0.40 ) The Company’s estimated revenues, net loss and net loss per common share, on a pro forma basis (as if the acquisitions of Commerce Corner, Anaheim Hills and Terra Nova Plaza were completed on January 1, 2013), for the year ended December 31, 2014 are as follows (unaudited): Year Ended December 31, 2014 Revenues $ 8,401,645 Net loss $ (869,329 ) Net loss per common share: Basic and diluted $ (0.23 ) The Company’s estimated revenues, net loss and net loss per common share, on a pro forma basis (as if the acquisitions of Heritage Parkway, Wallingford Plaza, Commerce Corner, Anaheim Hills and Terra Nova Plaza were completed on January 1, 2013), for the year ended December 31, 2013 are as follows (unaudited): Year Ended December 31, 2013 Revenues $ 7,688,756 Net loss $ (1,053,858 ) Net loss per common share: Basic and diluted $ (0.48 ) The pro forma information for the years ended December 31, 2015, 2014 and 2013 does not include acquisition costs of $603,539 , $ 333,554 and $137,484 , respectively, as such costs are non-recurring. The weighted average shares outstanding used in the calculation of net loss per common share, basic and diluted were 5,978,320 , 3,708,964 and 2,190,357 for the years ended December 31, 2015, 2014 and 2013 , respectively. The pro forma information is unaudited and presented for informational purposes only and may not be indicative of what actual results of operations would have been had the transactions occurred at the beginning of period presented, nor does it purport to represent the results of future operations. The Company's rental and other property income for the years ended December 31, 2015, 2014 and 2013 is comprised of the following: 2015 2014 2013 Rental revenue $ 7,247,058 $ 4,129,162 $ 696,253 Straight-line revenue 431,065 342,643 64,384 Above- and below-market lease amortization 372,391 119,906 1,047 Rental and other property income $ 8,050,514 $ 4,591,711 $ 761,684 The future minimum rentals to be received, excluding tenant reimbursements, under the non-cancelable portions of the in-place leases as of December 31, 2015 are as follows: Year ended December 31, Future Minimum Rent 2016 $ 11,944,583 2017 9,144,242 2018 8,968,473 2019 6,469,056 2020 5,614,231 Thereafter 23,300,932 $ 65,441,517 |