Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 30, 2016 | Jun. 30, 2015 | |
Document And Entity Information | |||
Entity Registrant Name | MVP REIT, Inc. | ||
Entity Central Index Key | 1,546,609 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Public Float | $ 62,662,437 | ||
Entity Common Stock, Shares Outstanding | 11,068,487 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,015 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
ASSETS | ||
Cash | $ 10,561,000 | $ 13,812,000 |
Cash - restricted | 1,133,000 | $ 388,000 |
Accounts receivable | 42,000 | |
Prepaid expenses | 316,000 | $ 246,000 |
Deferred rental assets | 159,000 | 27,000 |
Investments in real estate and fixed assets | ||
Land and improvements | 44,507,000 | 15,264,000 |
Building and improvements | 43,010,000 | 11,259,000 |
Fixed assets | 88,000 | 88,000 |
[us-gaap:PropertyPlantAndEquipmentOther] | 87,605,000 | 26,611,000 |
Accumulated depreciation | (865,000) | (66,000) |
Total investments in real estate and fixed assets, net | 86,740,000 | 26,545,000 |
Capitalized loan fees | 534,000 | 437,000 |
Deposits | 16,010,000 | 300,000 |
Other assets | $ 140,000 | 127,000 |
Assets held for sale | 8,313,000 | |
Total assets | $ 115,585,000 | 50,195,000 |
Liabilities | ||
Accounts payable and accrued liabilities | 400,000 | $ 61,000 |
Deferred revenue | 25,000 | |
Due to related parties | $ 7,000 | $ 16,000 |
Liabilities related to assets held for sale | $ 4,439,000 | |
Security deposits | $ 211,000 | |
Notes payable | 28,711,000 | $ 13,407,000 |
Total liabilities | $ 29,354,000 | $ 17,923,000 |
Equity | ||
Preferred stock, $0.001 par value, 1,000,000 shares authorized, none issued and outstanding | ||
Common stock, $0.001 par value, 98,999,000 shares authorized, 11,002,902 and 4,188,956 shares issued and outstanding as of December 31, 2015 and December 31, 2014, respectively | $ 11,000 | $ 4,000 |
Additional paid-in capital | 97,277,000 | 42,114,000 |
Accumulated deficit | (12,863,000) | (11,565,000) |
Total MVP REIT, Inc. Shareholders' Equity | 84,425,000 | 30,553,000 |
Non-controlling interest - related party | 1,806,000 | 1,719,000 |
Total equity | 86,231,000 | 32,272,000 |
Total liabilities and equity | $ 115,585,000 | $ 50,195,000 |
Non Voting Non Participating Convertible Stock Value | ||
Equity | ||
Common stock, $0.001 par value, 98,999,000 shares authorized, 11,002,902 and 4,188,956 shares issued and outstanding as of December 31, 2015 and December 31, 2014, respectively |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Preferred stock par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 98,999,000 | 98,999,000 |
Common stock, shares issued | 11,002,902 | 4,188,956 |
Common stock, shares outstanding | 11,002,902 | |
Non Voting Non Participating Convertible Stock Value | ||
Common stock par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000 | 1,000 |
Common stock, shares issued | 1,000 | 1,000 |
Common stock, shares outstanding | 1,000 | 1,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues | ||
Rental revenue | $ 4,650,000 | $ 658,000 |
Total revenues | 4,650,000 | 658,000 |
Operating expenses | ||
General and administrative | 907,000 | 775,000 |
Acquisition expenses | 678,000 | 235,000 |
Acquisition expenses - related party | 2,649,000 | 1,898,000 |
Operation and maintenance | 928,000 | 422,000 |
Depreciation and amortization | 799,000 | 44,000 |
Total operating expenses | 5,961,000 | 3,374,000 |
Loss from operations | (1,311,000) | (2,716,000) |
Other income and expense | ||
Interest expense | $ (1,313,000) | (169,000) |
Income from investment in equity method investee | 6,000 | |
Total other expense | $ (1,313,000) | (36,000) |
Loss from continuing operations | (2,624,000) | (2,752,000) |
Discontinued operations, net of income taxes | ||
Gain on sale of investment in real estate held for sale | 1,260,000 | 44,000 |
Income from assets held for sale | 214,000 | 876,000 |
Income from discontinued operations | $ 1,474,000 | $ 920,000 |
Provision for income taxes | ||
Net loss | $ (1,150,000) | $ (1,832,000) |
Net income attributable to non-controlling interest | 148,000 | 5,000 |
Net loss attributable to MVP REIT, Inc. common shareholders' | $ (1,298,000) | $ (1,837,000) |
Basic loss per weighted average common share | ||
Continued operations | $ (0.35) | $ (0.76) |
Discontinued operations | 0.17 | 0.25 |
Total basic loss per weighted average common share | (0.18) | (0.51) |
Distributions declared per common share | $ 0.58 | $ 0.56 |
Weighted average common shares outstanding, basic | 7,502,606 | 3,639,056 |
Consolidated Statements Of Equi
Consolidated Statements Of Equity - USD ($) | Convertible Stock | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Non-controlling Interest Related Party | Total |
Beginning Balance at Dec. 31, 2013 | $ 3,000 | $ 32,386,000 | $ (9,728,000) | $ 1,187,000 | $ 23,848,000 | |
Balance (Shares) at Dec. 31, 2013 | 1,000 | 2,909,819 | ||||
Issuance of common stock - purchase | $ 1,000 | 10,866,000 | 10,867,000 | |||
Issuance of common stock - purchase (Shares) | 1,246,458 | |||||
Issuance of common stock - acquisition | 100,000 | 100,000 | ||||
Issuance of common stock - acquisition (Shares) | 31,893 | |||||
Distributions - DRIP (Shares) | 31,893 | |||||
Distributions - cash | (1,738,000) | (1,738,000) | ||||
Contribution from Advisor related to reduction of due to related parties | 595,000 | 595,000 | ||||
Non-controlling interest - related party | 527,000 | 527,000 | ||||
Redeemed shares | (95,000) | (95,000) | ||||
Redeemed shares (Shares) | (11,396) | |||||
Net income (loss) | (1,837,000) | 5,000 | (1,832,000) | |||
Balance at Dec. 31, 2014 | $ 4,000 | 42,114,000 | (11,565,000) | 1,719,000 | 32,272,000 | |
Balance (Shares) at Dec. 31, 2014 | 1,000 | 4,188,956 | ||||
Issuance of common stock - purchase | $ 7,000 | 58,463,000 | 58,470,000 | |||
Issuance of common stock - purchase (Shares) | 6,697,261 | |||||
Distributions - DRIP (Shares) | 159,385 | |||||
Distributions - cash | (2,924,000) | (2,924,000) | ||||
Distributions to Noncontrolling interest | (61,000) | (61,000) | ||||
Redeemed shares | (376,000) | (376,000) | ||||
Redeemed shares (Shares) | (42,700) | |||||
Net income (loss) | (1,298,000) | 148,000 | (1,150,000) | |||
Balance at Dec. 31, 2015 | $ 11,000 | $ 97,277,000 | $ (12,863,000) | $ 1,806,000 | $ 86,231,000 | |
Balance (Shares) at Dec. 31, 2015 | 1,000 | 11,002,902 | 11,002,902 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | ||
Net loss | $ (1,100,000) | $ (1,832,000) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation | 799,000 | 44,000 |
Amortization of loan fees | $ (97,000) | 26,000 |
Acquisition expense - related party | 1,336,000 | |
Other loss | (127,000) | |
Gain on sale of investment in real estate | (44,000) | |
Income from investment in equity method investee | $ (6,000) | |
Change in operating assets and liabilities: | ||
Restricted cash | $ (745,000) | |
Accounts receivable | (42,000) | |
Prepaid expenses | (70,000) | $ (36,000) |
Deferred - rental assets | (132,000) | (27,000) |
Other assets | $ (13,000) | (473,000) |
Capitalized loan fees | 30,000 | |
Contingent liabilities | $ (100,000) | |
Security deposits | $ 211,000 | |
Deferred revenue | 25,000 | |
Due to related parties | (9,000) | $ (1,165,000) |
Assets held for sale | (1,574,000) | (342,000) |
Accounts payable and accrued liabilities | 339,000 | (63,000) |
Net cash used in operating activities | (2,408,000) | $ (2,779,000) |
Cash flows from investing activities: | ||
Proceeds from sale of Red Mountain and Cedar Park | 9,746,000 | |
Payment of deposits on future acquisitions | $ (15,710,000) | |
Proceeds from loan to equity method investee | $ 475,000 | |
Proceeds from loan to cost method investees | 132,000 | |
Proceeds received through asset transfer transaction | 1,291,000 | |
Proceeds from sale of investment in real estate and fixed assets | 10,436,000 | |
Purchase investment in real estate and fixed assets | $ (48,649,000) | (14,958,000) |
Acquisition of fixed assets | $ (7,000) | |
Building improvements | $ (165,000) | |
Net cash used in investing activities | (54,778,000) | $ (2,631,000) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock | 58,470,000 | 10,867,000 |
Proceeds from promissory note | 3,819,000 | $ 9,232,000 |
Distributions to noncontrolling interest | (61,000) | |
Payments on notes payable | $ (695,000) | $ (339,000) |
Payments on note payable - related party | (900,000) | |
Capital contribution from noncontrolling interest - related party | 3,000,000 | |
Capital contribution from noncontrolling interest | 1,800,000 | |
Proceeds from notes payable on assets held for sale | 16,968,000 | |
Payments on notes payable on assets held for sale | $ (4,298,000) | (21,118,000) |
Redeemed shares | (376,000) | (95,000) |
Stockholders' distributions | (2,924,000) | (1,738,000) |
Net cash provided by financing activities | 53,935,000 | 17,677,000 |
Net change in cash | (3,251,000) | 12,267,000 |
Cash, beginning of period | 13,812,000 | 1,545,000 |
Cash, end of period | 10,561,000 | 13,812,000 |
Supplemental disclosures of cash flows information: | ||
Interest paid | 1,313,000 | 143,000 |
Non-cash investing and financing activities: | ||
Distributions - DRIP | $ 1,391,000 | 278,000 |
Reduction of debt by Advisor and related party recognized as a contribution | 595,000 | |
Contingent acquisition liability assumed in acquisition | $ 100,000 |
Organization, Proposed Business
Organization, Proposed Business Operations and Capitalization | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Proposed Business Operations and Capitalization | Note A Organization, Proposed Business Operations and Capitalization Organization and Business MVP REIT, Inc. (the Company or MVP) was incorporated on April 3, 2012 as a Maryland corporation, and has elected to be taxed, and operates in a manner that will allow the Company to qualify as a real estate investment trust (REIT) for U.S. federal income tax purposes beginning with the taxable year ended December 31, 2013. Pursuant to its initial public offering (the Offering), which closed in September 2015, the Company received net consideration of approximately $97.3 million for the issuance and sale of its common stock. Of this amount, approximately $19.5 million of shares were issued in consideration of the contribution of commercial properties to the Company. The Company has also registered up to $50 million for the issuance of common stock pursuant to a distribution reinvestment plan (the DRIP) under which common stockholders may elect to have their distributions reinvested in additional shares of common stock. The Company operates as a real estate investment trust (REIT). The Company is not a mutual fund or an investment company within the meaning of the Investment Company Act of 1940, nor is the Company subject to any regulation thereunder. As a REIT, the Company is required to have a December 31 fiscal year end. Among other requirements, REITs are required to satisfy certain gross income and asset tests, which may affect the composition of assets the Company acquires with the proceeds from its public offering. In addition, REITs are required to distribute to stockholders at least 90% of their annual REIT taxable income (computed without regard to the dividends paid deduction and excluding net capital gain). The Companys investment strategy was originally to invest available net proceeds from its Offering in direct investments in real property and real estate secured loans that meet the Companys investment objectives and strategies. In March 2014, the Companys board of directors approved a plan to increase the focus of the Companys investment strategy on parking and self-storage facilities located throughout the United States as the Companys core assets. As part of this strategy, the Company exchanged office properties with affiliated entities to exchange all of its ownership interests in certain non-core assets (consisting of four office buildings) for all of the affiliated entities ownership interests in five parking facilities and one self-storage facility. The property exchanges were consummated on April 30, 2014. In June 2014, the Companys board decided to further focus its efforts primarily on parking facilities. Additionally, during July and August, 2014, the Company sold its membership interest in the two remaining office buildings producing net rental income owned by the Company to Vestin Realty Mortgage I, Inc., a Maryland corporation and OTC Market-listed company (VRM I) and Vestin Realty Mortgage II, Inc., a Maryland corporation and Nasdaq-listed company (VRM II). The Company may, from time to time, invest in non-core assets, including investments in companies that manage real estate or mortgage investment companies; however, the Company has agreed that no more than 25% of the gross proceeds from the Offering will be used to invest in real properties other than parking facilities. On October 3, 2012, the Company confirmed that its board of directors had approved a plan for payment of initial monthly cash distributions of $0.045 per share. On January 25, 2013, the Company issued a press release announcing that its board of directors had approved an increase in its monthly distribution rate on its common shares to an annualized distribution rate of 6.2 percent, or $0.558 per share annually or $0.0465 monthly, assuming a purchase price of $9.00 per share. The distribution, previously 6 percent, increased beginning with the January 2013 distribution, paid to stockholders of record as of January 24, 2013 on February 10, 2013. On June 4, 2013, the Company issued a press release announcing that its board of directors has approved an increase in its monthly distribution rate on its common shares to an annualized distribution rate of 6.7 percent, assuming a purchase price of $9.00 per share or $0.05025 monthly. The Company anticipates paying future distributions monthly in arrears, with a record date on the 24th of each month and distributions paid on the 10th day of the following month (or the next business day if the 10th is not a business day). From inception through December 31, 2015, the Company has paid approximately $7.0 million in distributions including approximately $1.7 million in DRIP distributions to the Companys stockholders, all of which have been paid from offering proceeds and constituted a return of capital. The Company may pay distributions from sources other than cash flow from operations, including proceeds from the Offering, the sale of assets, or borrowings. The Company has no limits on the amounts it may pay from such sources. If the Company continues to pay distributions from sources other than cash flow from operations, the funds available to the Company for investments would be reduced and the share value may be diluted. The Companys sponsor is MVP Capital Partners, LLC (MVPCP or the Sponsor), an entity owned and managed by Michael V. Shustek, the Companys Chairman and Chief Executive Officer. The Companys advisor is MVP Realty Advisors, LLC (the Advisor). VRM II owns 60% of the Advisor, and the remaining 40% is owned by VRM I. Michael Shustek owns a significant majority of Vestin Mortgage, LLC, a Nevada limited liability company, which is the manager of VRM I, VRM II and Vestin Fund III (VF III). The Advisor is responsible for managing the Companys affairs on a day-to-day basis and for identifying and making investments on the Companys behalf pursuant to an advisory agreement between the Company and the Advisor (the Advisory Agreement). The Company is the sole member of its operating limited liability company, MVP Real Estate Holdings, LLC, a Nevada limited liability company (REH). Substantially all of the Companys business is conducted through our wholly owned subsidiary REH. The operating agreement provides that REH is operated in a manner that enables the Company to (1) satisfy the requirements for being classified as a REIT for tax purposes, (2) avoid any federal income or excise tax liability, and (3) ensure that REH is not classified as a publicly traded partnership for purposes of Section 7704 of the Internal Revenue Code, which classification could result in REH being taxed as a corporation. Capitalization As of December 31, 2015 the Company had 11,002,902 shares of common stock issued and outstanding and 1,000 shares of non-voting, non-participating convertible stock, $0.001 par value, issued and outstanding (the Convertible Stock). Upon formation, the Company sold 22,222 shares of common stock to the Sponsor for $200,000. In addition, upon the commencement of our offering, we issued 1,000 shares of the Convertible Stock to our advisor. After giving effect to the release of waivers and waiver agreements executed in August and September of 2014, all of which were previously disclosed in Form 8-Ks and prospectus supplements, the Convertible Stock will convert into shares of our common stock representing 3.50% of the outstanding shares of our common stock immediately preceding the conversion if and when: (a) the Company has made total distributions on the then outstanding common shares equal to the invested capital attributable to those shares plus a 6.00% cumulative, non-compounded, annual pre-tax return on such invested capital; or (b) (i) the Company lists its common shares for trading on a national securities exchange and (ii) (x) the sum of the aggregate market value of the issued and outstanding common shares plus the aggregate amount of all distributions on the Companys common shares exceeds (y) the sum of the aggregate capital contributed by investors (less any capital returned in the form of distributions) plus an amount equal to a 6% cumulative, pre-tax non-compounded annual return to investors; or (c) the advisory agreement is terminated or not renewed, but only if at the time of such termination or non-renewal, the requirements for conversion set forth in either of the immediately preceding clause (a) or (b) also shall have been satisfied. For purposes of such calculation, the market value of our outstanding common stock will be calculated based on the average market value of the shares of common stock issued and outstanding at listing over the 30 trading days beginning 180 days after the shares are first listed for trading on a national securities exchange. As of December 31, 2015 the Company has received net consideration of approximately $97.3 million for the issuance of its common stock in connection with the offering. Approximately $19.5 million was a non-cash transaction recorded as part of our acquisitions of properties which are no longer part of our portfolio. Pursuant to the DRIP, stockholders may elect to reinvest distributions by purchasing shares of common stock in lieu of receiving distributions. No dealer manager fees or selling commissions are paid with respect to shares purchased pursuant to the DRIP. Participants purchasing shares pursuant to the DRIP have the same rights and are treated in the same manner as if such shares were issued pursuant to the Offering. The board of directors may designate that certain cash or other distributions be excluded from the DRIP. The Company has the right to amend any aspect of the DRIP or terminate the DRIP with ten days notice to participants. Shares issued under the DRIP are recorded to equity in the accompanying balance sheets in the period distributions are declared. An investors participation in the DRIP will terminate automatically if the Company dishonors, or partially dishonors, any requests by such investor to redeem shares of its common stock in accordance with the Companys share repurchase program. As of December 31, 2015, 199,895 common shares have been issued under the DRIP. In addition, the Company has a Share Repurchase Program (SRP) that may provide stockholders who generally have held their shares for at least one year an opportunity to sell their shares to the Company, subject to certain restrictions and limitations. Prior to the date that the Company establishes an estimated value per share of common stock, the purchase price will be 97.5% of the purchase price paid for the shares, if redeemed at any time between the first and third anniversaries of the purchase date, and 100% of the purchase price paid if redeemed after the third anniversary. After the Company establishes an estimated value per share of common stock, the Company will repurchase shares at 100% of the estimated value per share, as determined by its board of directors and disclosed in the annual report publicly filed with the SEC. The number of shares to be repurchased during a calendar quarter is limited to the lesser of: (i) 2.0% of the number of shares of common stock outstanding on December 31 of the prior calendar year, and (ii) those repurchases that can be funded from the net proceeds of the sale of shares under the DRIP in the prior calendar year. The board of directors may also limit the amounts available for repurchase at any time at its sole discretion. The SRP will terminate if the shares of common stock are listed on a national securities exchange. Effective as of December 14, 2014, the Company has amended the SRP to provide that it will agree to satisfy all repurchase requests made in connection with the death or disability (as defined in the Code) of a stockholder in accordance with the terms of the SRP within 15 days following the Companys receipt of such repurchase request or as soon as practicable thereafter. Redemption requests other than those made in connection with the death or disability (as defined in the Code) of a stockholder will continue to be repurchased as of March 31, June 30, September 30 and December 31 of each year in accordance with the terms of the SRP. As of December 31, 2015, 53,310 shares had been redeemed. As of the date of this filing, the Company has received additional requests for repurchase of 16,469 shares which exceed the amount allowable for 2015 repurchase by $147,144. April 2016 will be the next date shares are available for repurchase. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note B Summary of Significant Accounting Policies Basis of Accounting The consolidated financial statements of the Company are prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (GAAP). In the opinion of management, all normal recurring adjustments considered necessary to give a fair presentation of operating results for the periods presented have been included. Consolidation The Companys consolidated financial statements include its accounts and the accounts of its subsidiaries, REH and all of the subsidiaries of REH: MVP MS Cedar Park 2012, LLC; MVP PF Ft. Lauderdale, LLC; MVP PF Memphis Court, LLC; MVP PF Memphis Poplar, LLC; MVP PF St. Louis, LLC; MVP PF Kansas City, LLC; MVP MS Red Mountain 2013, LLC; Mabley Place Garage; LLC, MVP Denver Sherman; LLC, MVP Fort Worth Taylor, LLC; MVP Milwaukee Old World, LLC; MVP St. Louis Convention Plaza, LLC; MVP Houston Saks Garage, LLC; MVP St. Louis Lucas, LLC, MVP Milwaukee Wells, LLC, MVP Wildwood NJ Lot, LLC, MVP Indianapolis City Park Garage, LLC, MVP KC Cherry Lot, LLC and MVP Indianapolis Washington Street Lot, LLC, as well as the Companys assets that were sold during 2015. All intercompany profits and losses, balances and transactions are eliminated in consolidation. Under accounting principles generally accepted in the United States of America (GAAP), the Companys consolidated financial statements will also include the accounts of its consolidated subsidiaries and joint ventures in which the Company is the primary beneficiary, or in which the Company has a controlling interest. In determining whether the Company has a controlling interest in a joint venture and the requirement to consolidate the accounts of that entity, the Companys management considers factors such as an entitys purpose and design and the Companys ability to direct the activities of the entity that most significantly impacts the entitys economic performance, ownership interest, board representation, management representation, authority to make decisions, and contractual and substantive participating rights of the partners/members as well as whether the entity is a variable interest entity in which it will absorb the majority of the entitys expected losses, if they occur, or receive the majority of the expected residual returns, if they occur, or both. Equity investments in which the Company exercises significant influence but does not control and is not the primary beneficiary are accounted for using the equity method. The Company's share of its equity method investees' earnings or losses is included in other income in the accompanying Consolidated Statements of Operations. Investments in which the Company is not able to exercise significant influence over the investee are accounted for under the cost method. Use of Estimates The preparation of 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 date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Management makes significant estimates regarding revenue recognition, purchase price allocations to record investments in real estate, and derivative financial instruments and hedging activities, as applicable. Concentration The company has approximately six tenants. One tenant, Standard Parking + (SP+), consists of more than 10% of the Companys rental revenue. This tenant represents a concentration for the years ended December 31, 2015 and 2014. Acquisitions The Company records the acquired tangible and intangible assets and assumed liabilities of acquisitions of all operating properties and those development and redevelopment opportunities that meet the accounting criteria to be accounted for as business combinations at fair value at the acquisition date. The Company assesses and considers fair value based on estimated cash flow projections that utilize available market information and discount and/or capitalization rates that the Company deems appropriate. Estimates of future cash flows are based on a number of factors including historical operating results, known and anticipated trends, and market and economic conditions. The acquired assets and assumed liabilities for an operating property acquisition generally include but are not limited to: land, buildings and improvements, construction in progress and identified tangible and intangible assets and liabilities associated with in-place leases, including tenant improvements, leasing costs, value of above-market and below-market operating leases and ground leases, acquired in-place lease values and tenant relationships, if any. The fair value of land is derived from comparable sales of land within the same submarket and/or region. The fair value of buildings and improvements, tenant improvements, and leasing costs are based upon current market replacement costs and other relevant market rate information. The fair value of the above-market or below-market component of an acquired in-place operating lease is based upon the present value (calculated using a market discount rate) of the difference between (i) the contractual rents to be paid pursuant to the lease over its remaining non-cancellable lease term and (ii) management's estimate of the rents that would be paid using fair market rental rates and rent escalations at the date of acquisition measured over the remaining non-cancellable term of the lease for above-market operating leases and the initial non-cancellable term plus the term of any below-market fixed rate renewal options, if applicable, for below-market operating leases. The amounts recorded for above-market operating leases are included in deferred leasing costs and acquisition-related intangibles, net on the balance sheet and are amortized on a straight-line basis as a reduction of rental income over the remaining term of the applicable leases. The amounts recorded for below-market operating leases are included in deferred revenue and acquisition-related liabilities, net on the balance sheet and are amortized on a straight-line basis as an increase to rental income over the remaining term of the applicable leases plus the term of any below-market fixed rate renewal options, if applicable. Our below-market operating leases generally do not include fixed rate or below-market renewal options. The fair value of acquired in-place leases is derived based on management's assessment of lost revenue and costs incurred for the period required to lease the assumed vacant property to the occupancy level when purchased. This fair value is based on a variety of considerations including, but not necessarily limited to: (1) the value associated with avoiding the cost of originating the acquired in-place leases; (2) the value associated with lost revenue related to tenant reimbursable operating costs estimated to be incurred during the assumed lease-up period; and (3) the value associated with lost rental revenue from existing leases during the assumed lease-up period. Factors considered by us in performing these analyses include an estimate of the carrying costs during the expected lease-up periods, current market conditions, and costs to execute similar leases. In estimating carrying costs, the Company includes real estate taxes, insurance and other operating expenses, and estimates of lost rental revenue during the expected lease-up periods based on current market demand at market rates. In estimating costs to execute similar leases, the Company considers leasing commissions, legal and other related expenses. The amount recorded for acquired in-place leases is included in deferred leasing costs and acquisition-related intangibles, net on the balance sheet and amortized as an increase to depreciation and amortization expense over the remaining term of the applicable leases. If a lease were to be terminated or if termination were determined to be likely prior to its contractual expiration (for example resulting from bankruptcy), amortization of the related unamortized in-place lease intangible would be accelerated. The determination of the fair value of any debt assumed in connection with a property acquisition is estimated by discounting the future cash flows using interest rates available for the issuance of debt with similar terms and remaining maturities. The determination of the fair value of the acquired tangible and intangible assets and assumed liabilities of operating property acquisitions requires us to make significant judgments and assumptions about the numerous inputs discussed above. The use of different assumptions in these fair value calculations could significantly affect the reported amounts of the allocation of our acquisition related assets and liabilities and the related amortization and depreciation expense recorded for such assets and liabilities. In addition, because the value of above and below market leases are amortized as either a reduction or increase to rental income, respectively, our judgments for these intangibles could have a significant impact on our reported rental revenues and results of operations. Costs directly associated with all operating property acquisitions and those development and redevelopment acquisitions that meet the accounting criteria to be accounted for as business combinations are expensed as incurred. During the year ended December 31, 2015, the Company expensed approximately $2,649,000 of related party and $678,000 non-related party acquisition costs. Our acquisition expenses are directly related to our acquisition activity and if our acquisition activity was to increase or decrease, so would our acquisition costs. Costs directly associated with development acquisitions accounted for as asset acquisitions are capitalized as part of the cost of the acquisition. During the year ended December 31, 2015, the Company did not capitalize any such acquisition costs. Impairment of Long Lived Assets When circumstances indicate the carrying value of a property may not be recoverable, the Company reviews the asset for impairment. This review is based on an estimate of the future undiscounted cash flows, excluding interest charges, expected to result from the propertys use and eventual disposition. These estimates consider factors such as expected future operating income, market and other applicable trends and residual value, as well as the effects of leasing demand, competition and other factors. If impairment exists, due to the inability to recover the carrying value of a property, an impairment loss is recorded to the extent that the carrying value exceeds the estimated fair value of the property for properties to be held and used. For properties held for sale, the impairment loss is the adjustment to fair value less estimated cost to dispose of the asset. These assessments have a direct impact on net income because recording an impairment loss results in an immediate negative adjustment to net income. Derivative Instruments The Company may use derivative financial instruments to hedge all or a portion of the interest rate risk associated with its borrowings. Certain techniques used to hedge exposure to interest rate fluctuations may also be used to protect against declines in the market value of assets that result from general trends in debt markets. The principal objective of such agreements is to minimize the risks and/or costs associated with the Companys operating and financial structure as well as to hedge specific anticipated transactions. The Company records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply or the Company elects not to apply hedge accounting. The accounting for subsequent changes in the fair value of these derivatives depends on whether each has been designed and qualifies for hedge accounting treatment. If the Company elects not to apply hedge accounting treatment, any changes in the fair value of these derivative instruments is recognized immediately in gains (losses) on derivative instruments in the consolidated statement of operations. If the derivative is designated and qualifies for hedge accounting treatment, the change in the estimated fair value of the derivative is recorded in other comprehensive income (loss) to the extent that it is effective. Any ineffective portion of a derivatives change in fair value will be immediately recognized in earnings. Cash The Company maintains the majority of its cash balances in a national financial institution located in Las Vegas, Nevada. The balances are insured by the Federal Deposit Insurance Corporation under the same ownership category up to at least $250,000. As of December 31, 2015 and 2014, the Company had approximately $9.1 million and approximately $13.3 million in excess of the federally-insured limits, respectively. Restricted Cash Restricted cash primarily consists of escrowed tenant improvement funds, real estate taxes, capital improvement funds, insurance premiums, and other amounts required to be escrowed pursuant to loan agreements. Revenue Recognition The Companys revenues, which will be derived primarily from rental income, include rents that each tenant pays in accordance with the terms of each lease reported on a straight-line basis over the initial term of the lease. Since some of the Companys leases will provide for rental increases at specified intervals, straight-line basis accounting requires the Company to record a receivable, and include in revenues, unbilled rent receivables that the Company will only receive if the tenant makes all rent payments required through the expiration of the initial term of the lease. The Company may recognize interest income from loans on an accrual basis over the expected terms of the loans using the effective interest method. The Company may recognize fees, discounts, premiums, anticipated exit fees and direct cost over the terms of the loans as an adjustment to the yield. The Company may recognize fees on commitments that expire unused at expiration. The Company may recognize interest income from available-for-sale securities on an accrual basis over the life of the investment on a yield-to-maturity basis. The Company will continually review receivables related to rent and unbilled rent receivables and determine collectability by taking into consideration the tenants payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located. In the event that the collectability of a receivable is in doubt, the Company will record an increase in the Companys allowance for uncollectible accounts or record a direct write-off of the receivable in the Companys consolidated statements of operations. Advertising Costs Advertising costs incurred in the normal course of operations are expensed as incurred. During the years ended December 31, 2015 and 2014, the Company had no advertising costs. Investments in Real Estate and Fixed Assets Investments in real estate and fixed assets are stated at cost less accumulated depreciation. Depreciation is provided principally on the straight-line method over the estimated useful lives of the assets, which are primarily 3 to 40 years. The cost of repairs and maintenance is charged to expense as incurred. Expenditures for property betterments and renewals are capitalized. Upon sale or other disposition of a depreciable asset, cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in other income (expense). The Company periodically evaluates whether events and circumstances have occurred that may warrant revision of the estimated useful lives of fixed assets or whether the remaining balance of fixed assets should be evaluated for possible impairment. The Company uses an estimate of the related undiscounted cash flows over the remaining life of the fixed assets in measuring their recoverability. Investments in Real Estate Loans Subject to the restrictions on related-party transactions set forth in the Companys charter, the Company may, from time to time, acquire or sell investments in real estate loans from or to the advisor or other related parties without a premium. The primary purpose is to either free up capital to provide liquidity for various reasons, such as loan diversification, or place excess capital in investments to maximize the use of our capital. Selling or buying loans allows us to diversify our loan portfolio within these parameters. Due to the short-term nature of the loans the Company makes and the similarity of interest rates in loans the Company normally would invest in, the fair value of a loan typically approximates its carrying value. Accordingly, discounts or premiums typically do not apply upon sales of loans and therefore, generally no gain or loss is recorded on these transactions, regardless of whether to a related or unrelated party. Investments in real estate loans are secured by deeds of trust or mortgages. Generally, our real estate loans require interest only payments with a balloon payment of the principal at maturity. The Company has both the intent and ability to hold real estate loans until maturity and therefore, real estate loans are classified and accounted for as held for investment and are carried at amortized cost. Loans sold to or purchased from affiliates are accounted for at the principal balance and no gain or loss is recognized by us or any affiliate. Loan-to-value ratios are initially based on appraisals obtained at the time of loan origination and are updated, when new appraisals are received or when managements assessment of the value has changed, to reflect subsequent changes in value estimates. Such appraisals are generally dated within 12 months of the date of loan origination and may be commissioned by the borrower. The Company considers a loan to be impaired when, based upon current information and events, it believes it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement. The Companys impaired loans include troubled debt restructuring, and performing and non-performing loans in which full payment of principal or interest is not expected. The Company calculates an allowance required for impaired loans based on the present value of expected future cash flows discounted at the loans effective interest rate, or at the loans observable market price or the fair value of its collateral. Loans that have been modified from their original terms are evaluated to determine if the loan meets the definition of a Troubled Debt Restructuring (TDR) as defined by ASC 310-40. When the Company modifies the terms of an existing loan that is considered a TDR, it is considered performing as long as it is in compliance with the modified terms of the loan agreement. If the modification calls for deferred interest, it is recorded as interest income as cash is collected. Allowance for Loan Losses The Company maintains an allowance for loan losses to the extent it makes investments in real estate loans for estimated credit impairment. The Companys estimate of losses is based on a number of factors including the types and dollar amounts of loans in the portfolio, adverse situations that may affect the borrowers ability to repay, prevailing economic conditions and the underlying collateral securing the loan. Additions to the allowance are provided through a charge to earnings and are based on an assessment of certain factors, which may indicate estimated losses on the loans. Actual losses on loans are recorded first as a reduction to the allowance for loan losses. Generally, subsequent recoveries of amounts previously charged off are recognized as income. Estimating allowances for loan losses requires significant judgment about the underlying collateral, including liquidation value, condition of the collateral, competency and cooperation of the related borrower and specific legal issues that affect loan collections or taking possession of the property. As a commercial real estate lender willing to invest in loans to borrowers who may not meet the credit standards of other financial institutional lenders, the default rate on our loans could be higher than those generally experienced in the real estate lending industry. The Company and the Advisor generally approve loans more quickly than other real estate lenders and, due to our expedited underwriting process; there is a risk that the credit inquiry performed will not reveal all material facts pertaining to a borrower and the security. Additional facts and circumstances may be discovered as the Company continues efforts in the collection and foreclosure processes. This additional information often causes management to reassess its estimates. Circumstances that may cause significant changes in our estimated allowance include, but are not limited to: · Declines in real estate market conditions, which can cause a decrease in expected market value; · Discovery of undisclosed liens for community improvement bonds, easements and delinquent property taxes; · Lack of progress on real estate developments after the Company advances funds. The Company customarily utilizes disbursement agents to monitor the progress of real estate developments and approve loan advances. After further inspection of the related property, progress on construction occasionally does not substantiate an increase in value to support the related loan advances; · Unanticipated legal or business issues that may arise subsequent to loan origination or upon the sale of foreclosed property; and · Appraisals, which are only opinions of value at the time of the appraisal, may not accurately reflect the value of the property. Organization, Offering and Related Costs Certain organization, offering and related costs, including legal, accounting, printing, marketing expenses and the salaries and direct expenses of the employees of the Advisor and its affiliates, will be incurred by the Advisor on behalf of the Company. After the Company has reimbursed $100,000 of such costs, which has been paid to the Advisor, no additional reimbursements will be made unless the aggregate amount of such reimbursements does not exceed 0.75% of the gross offering proceeds as of the date of reimbursement. Prior to the commencement of our operations, such offering costs had been deferred and such deferred offering costs have been amortized to expense as offering costs over the 12 month period commencing January 1, 2013 through December 31, 2013, on a straight-line basis. Stock-Based Compensation The Company has a stock-based incentive award plan, which is accounted for under the guidance for share based payments. The expense for such awards will be included in general and administrative expenses and is recognized over the vesting period or when the requirements for exercise of the award have been met (See Note G Stock-Based Compensation). Income Taxes The Company has elected, and operates in a manner that will allow the Company, to qualify to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended, commencing with the taxable year ended December 31, 2013. If the Company qualifies for taxation as a REIT, it generally will not be subject to federal corporate income tax to the extent it distributes all of its REIT taxable income to its stockholders, and so long as it distributes at least 90% of its REIT taxable income. REITs are subject to a number of other organizational and operational requirements. Even if the Company qualifies to be taxed as a REIT, it may be subject to certain state and local taxes on its income and property, and federal income and excise taxes on its undistributed income. Per Share Data The Company calculates basic earnings per share by dividing net income for the period by weighted-average shares of its common stock outstanding for a respective period. Diluted earnings per share takes into account the effect of dilutive instruments, such as stock options and convertible stock, but uses the average share price for the period in determining the number of incremental shares that are to be added to the weighted-average number of shares outstanding. The Company had no outstanding common share equivalents during the year ended December 31, 2015. In September 2012, upon the commencement of our offering, we issued 1,000 shares of convertible stock to our advisor. After giving effect to the release of waivers and waiver agreements executed in August and September of 2014, all of which were previously disclosed in Form 8-Ks and prospectus supplements, the convertible stock will convert into shares of our common stock representing 3.50% of the outstanding shares of our common stock immediately preceding the conversion if and when: (a) the Company has made total distributions on the then outstanding common shares equal to the invested capital attributable to those shares plus a 6.00% cumulative, non-compounded, annual pre-tax return on such invested capital; or (b) (i) the Company lists its common shares for trading on a national securities exchange and (ii) (x) the sum of the aggregate market value of the issued and outstanding common shares plus the aggregate amount of all distributions on the Companys common shares exceeds (y) the sum of the aggregate capital contributed by investors (less any capital returned in the form of distributions) plus an amount equal to a 6% cumulative, pre-tax non-compounded annual return to investors; or (c) the advisory agreement is terminated or not renewed, but only if at the time of such termination or non-renewal, the requirements for conversion set forth in either of the immediately preceding clause (a) or (b) also shall have been satisfied. For purposes of such calculation, the market value of our outstanding common stock will be calculated based on the average market value of the shares of common stock issued and outstanding at listing over the 30 trading days beginning 180 days after the shares are first listed for trading on a national securities exchange. Reportable Segments The Company is currently authorized to operate two reportable segments, investments in real estate loans and investments in real property. As of December 31, 2015, the Company only operates in the investment in real property segment. Reclassifications Amounts listed in connection with assets held for sale (including liabilities related to assets held for sale), restricted cash and deposits in the 2014 consolidated financial statements have been reclassified to conform to the December 31, 2015 presentation. Accounting and Auditing Standards Applicable to Emerging Growth Companies The Company is an emerging growth company under the recently enacted JOBS Act. For as long as the Company remains an emerging growth company, which may be up to five fiscal years, the Company is not required to (1) comply with any new or revised financial accounting standards that have different effective dates for public and private companies until those standards would otherwise apply to private companies, (2) provide an auditors attestation report on managements assessment of the effectiveness of internal control over financial reporting pursuant to Section 404 of the Sarbanes-Oxley Act, (3) comply with any new requirements adopted by the Public Company Accounting Oversight Board, or the PCAOB, requiring mandatory audit firm rotation or a supplement to the auditors report in which the auditor would be required to provide additional information about the audit and the financial statements of the issuer or (4) comply with any new audit rules adopted by the PCAOB after April 5, 2012, unless the SEC determines otherwise. The Company intends to take advantage of such extended transition period. Since the Company will not be required to comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for other public companies, the Companys financial statements may not be comparable to the financial statements of companies that comply with public company effective dates. If the Company were to subsequently elect to instead comply with these public company effective dates, such election would be irrevocable pursuant to Section 107 of the JOBS Act. Non-controlling Interests The FASB issued authoritative guidance for non-controlling interests in December 2007, which establishes accounting and reporting standards for the non-controlling interest in a subsidiary and for the deconsolidation of a subsidiary. The guidance clarifies that a non-controlling interest in a subsidiary, which is sometimes referred to as an unconsolidated investment, is an ownership interest in the consolidated entity that should be reported as a component of equity in the consolidated financial statements. Among other requirements, the guidance requires consolidated net income to be reported at amounts attributable to both the parent and the non-controlling interest. It also requires disclosure, on the face of the consolidated income statement, of the amounts of consolidated net income attributable to the parent and to the non-controlling interest. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note C Commitments and Contingencies Litigation In the ordinary course of business, the Company may become subject to litigation or claims. There are no material legal proceedings pending or known to be contemplated against the Company. Environmental Matters In connection with the ownership and operation of real estate, the Company may potentially be liable for costs and damages related to environmental matters. During the Companys due diligence of a property located in Milwaukee it was discovered that the soil and ground water at the subject property had been impacted by the sites historical use as a printing press as well as neighboring property uses. As a result, the company has retained a local environmental engineer to seek a closure letter or similar certificate of no further action from the State of Wisconsin due to the Companys use of the property as a parking lot. As of December 31, 2015 management does not anticipate a material adverse effect related to this environmental matter. Please see Note I Acquisitions |
Investments in Real Estate
Investments in Real Estate | 12 Months Ended |
Dec. 31, 2015 | |
Banking and Thrift [Abstract] | |
Investments in Real Estate | Note D Investments in Real Estate As of December 31, 2015, the company has the following Investments in Real Estate: Property Location Date Acquired Property Type Investment Amount Size / Acreage # Spaces / Units Retail /Office Square Ft. % of Portfolio ** Ft. Lauderdale 208 SE 6th St, Ft Lauderdale, FL 7/31/2013 Parking Lot / Office Bldg. $3,409,000 .75 acre 66 4,061 4.94% Memphis Court 216 Court St, Memphis, TN 8/28/2013 Parking Lot $194,000 .41 acre 37 N/A 0.28% Memphis Poplar 212 Poplar Ave, Memphis, TN 8/28/2013 Parking Lot $2,693,000 .86 acre 125 N/A 3.87% Kansas City 1130 Holmes St, Kansas City, MO 8/28/2013 Parking Lot $1,550,000 1.18 acres 164 N/A 2.25% St. Louis 1300 Spruce St, St. Louis, MO 9/4/2013 Parking Lot $4,136,000 1.22 acres 179 N/A 2.33% Mabley Place * 400 Race Street, Cincinnati, OH 12/9/2014 Parking Facility $14,700,000 .91 acre 775 8,400 21.81% Denver Sherman 1963 Sherman Street, Denver, CO 1/26/2015 Parking Lot $585,000 .14 acre 28 N/A 0.85% Ft. Worth 814 Taylor Street, Fort Worth, Texas 3/16/2015 Parking Facility $23,336,000 1.18 acres 1,013 11,828 34.17% Milwaukee Old World 822 N. Old World Third Street, Milwaukee, WI 3/31/2015 Parking Lot $1,000,000 .27 acre 54 N/A 1.45% St. Louis Convention 1010 Convention Plaza , St. Louis, MO 5/31/2015 Parking Lot $2,575,000 1.26 acres 221 N/A 3.74% Houston Saks Garage 611 Fannin Street, Houston, Tx 5/28/2015 Parking Facility $8,375,000 .36 acre 265 5,000 12.18% St. Louis Lucas Lucas Ave, St. Louis, MO 6/29/2015 Parking Lot $3,463,000 1.07 acres 217 N/A 5.04% Milwaukee Wells 215 W. Wells Street, Milwaukee, WI 6/30/2015 Parking Lot $3,900,000 .95 acre 100 N/A 5.67% Wildwood NJ Lot I 400 East Magnolia Ave, Wildwood, NJ 7/10/2015 Parking Lot $970,000 .29 acre 29 N/A 1.41% Indy City Parking Garage 120 E. Washington Street, Indianapolis, IN 10/5/15 Parking Facility $10,500,000 .44 acre 370 N/A 9.62% KC Cherry Lot 1109 Cherry Street, Kansas City, MO 10/9/15 Parking Lot $515,000 .60 acre 84 N/A 0.47% Indy WA Street 301 E. Washington Street, Indianapolis, IN 10/29/15 Parking Lot $4,995,000 1.07 acres 150 N/A 4.57% Wildwood NJ Lot II 401 E. Glenwood Ave., Wildwood, NJ 12/16/15 Parking Lot $615,000 .31 acre 450 N/A 0.56% *MVP REIT owns 70%, MVP REIT Owns 100% in all other properties. ** Based on investment amount. Property Location Zoning Height Restriction Parking Tenant Lease Commencement Date Lease Term Ft. Lauderdale 208 SE 6th St, Ft Lauderdale, FL RAC-CC 150 Feet SP+ 02/01/14 5 yr. w/2 5 yr. ext. Memphis Court 216 Court St, Memphis, TN CBD Unlimited SP+ 03/14/12 2 Years remaining Memphis Poplar 212 Poplar Ave, Memphis, TN CBD Unlimited Best Park 03/01/14 5 yr. w/2 5 yr. ext. Kansas City 1130 Holmes St, Kansas City, MO B4-5 Unlimited SP+ 03/14/12 15 Years St. Louis 1300 Spruce St, St. Louis, MO I (CBD) 200 Feet SP+ 12/01/13 5 yr. w/2 5 yr. ext. Mabley Place 400 Race Street, Cincinnati, OH DD-A 510 Feet SP+ 12/09/14 10 Years Denver Sherman 1963 Sherman Street, Denver, CO CMX-16 200 Feet Denver SD 07/01/14 10 Years w/1 5 yr. ext. Ft. Worth 814 Taylor Street, Fort Worth, Texas CBD-H Unlimited SP+ 03/16/15 10 Years Milwaukee Old World 822 N. Old World Third Street, Milwaukee, WI C9-E 40 Feet SP+ 03/31/15 5 yr. w/1 5 yr. ext. St. Louis Convention 1010 Convention Plaza, St. Louis, MO I (CBD) 200 Feet SP+ 05/13/15 5 yr. w/1 5 yr. ext. Houston Saks Garage 611 Fannin Street, Houston, Tx N/A Unlimited iPark 05/28/15 10 yr. w/1 5 yr. ext. St. Louis Lucas Lucas Ave, St. Louis, MO I (CBD) 200 Feet SP+ 06/29/15 5 yr. w/1 5 yr. ext. Milwaukee Wells 215 W. Wells Street, Milwaukee, WI C9-E 40 Feet SP+ 06/30/15 10 Years Wildwood NJ Lot* 400 East Magnolia Ave, Wildwood, NJ T/E 35 feet SP+ 1/1/16 5 yr. w/1 5 yr. ext. Indy City Parking Garage 120 E. Washington Street, Indianapolis, IN CDB-1 RC 5 Stories ABM 10/5/15 5 yr. w/1 5 yr. ext. KC Cherry Lot 1109 Cherry Street, Kansas City, MO UR Per Plan SP+ 10/9/15 5 yr. w/1 5 yr. ext. Indy WA Street 301 E. Washington Street, Indianapolis, IN CBD-2 Unlimited Denison 10/30/15 10 Years Wildwood NJ Lot II 401 E. Glenwood Ave., Wildwood, NJ T/E 35 feet SP+ 1/1/16 5 yr. w/1 5 yr. ext. *Operated pursuant to management agreement with SP+ |
Related Party Transactions and
Related Party Transactions and Arrangements | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions and Arrangements | Note E Related Party Transactions and Arrangements The transactions described in this Note were approved by a majority of the Companys board of directors (including a majority of the independent directors) not otherwise interested in such transaction as fair and reasonable to the Company and on terms and conditions no less favorable to the Company than those available from unaffiliated third parties. Accounting services The Company has an accounting services agreement with Strategix Solutions, LLC (Strategix Solutions), a Nevada limited liability company owned by Ms. Gress, the Companys CFO, for the provision of accounting and financial reporting services. Strategix Solutions also provides accounting and financial reporting services to VRM I, VRM II and Fund III. Our CFO and other members of our accounting staff are employees of Strategix Solutions. As used herein, management means our manager, its executive officers and the individuals at Strategix Solutions who perform accounting and financial reporting services on our behalf. During the year ended December 31, 2015 and 2014, Strategix Solutions received fees of approximately $140,000 and $13,000, respectively. Commissions Paid During the year ended December 30, 2015, JNL Parking, a brokerage and consulting company specializing in the parking industry and co-founded by the Companys Chief Investment Officer and Chief Technology Officer, earned fees of approximately $0.6 million, for 1% commission on purchases. Ownership of Company Stock As of December 31, 2015, the Sponsor owned 22,222 shares of the Companys outstanding common stock, VRM I owned 71,112 shares of the Companys outstanding common stock, VF III owned 34,297 shares of the Companys outstanding common stock, JNL Parking owned 40,857 shares of the Companys outstanding common stock and the Advisor owned 1,000 shares of the Convertible Stock. See Capitalization under Note A Organization, Proposed Business Operations and Capitalization Ownership of Interests of Advisor During April 2012, VRM II contributed $1,000 for a 40% interest in the Advisor. Mr. Shustek, through a wholly owned company named MVP Capital Partners, LLC (the Sponsor) contributed $1,500 for a 60% interest in the Advisor. As of June 30, 2013, VRM II and the Sponsor had loaned approximately $3.6 million and approximately $1.2 million, respectively, to the Advisor for purposes of funding the Companys operations. On June 30, 2013, the Sponsor decided to forgive the full amount of its $1.2 million loan. VRM II has not forgiven the balance due from the Advisor. However the decision by the Sponsor to forgive the full amount of its loans created uncertainty as to when VRM II will be repaid the amounts loaned to the Advisor. Based on this uncertainty, VRM II determined to treat as fully impaired the balance of this note receivable. In December 2013, VRM II and the Sponsor entered into a membership interest transfer agreement, dated as of December 19, 2013, pursuant to which VRM II has acquired from the Seller an additional 20% of the membership interests of the Advisor. Concurrently therewith, the Sponsor and VRM I entered into a separate membership interest transfer agreement pursuant to which VRM I acquired the remaining 40% interest in the Advisor from the Sponsor. As a result, VRM II and VRM I now own 60% and 40%, respectively, of the aggregate membership interests of the Advisor. As of December 31, 2015, VRM I and VRM II had notes receivable from the Advisor of approximately $4.2 million and $12.9 million, respectively, which amount has been fully impaired. The Advisors ability to repay the sums due VRM I and VRM II will likely depend upon the success of the Companys ability to successfully deploy the offering proceeds. Pursuant to the transfer agreements entered into in December 2013, neither VRM I nor VRM II paid any up-front consideration for the acquired interests, but each will be responsible for its proportionate share of future expenses of the Advisor. In recognition of the Sponsors substantial investment in the Advisor for which the Sponsor received no up-front consideration, the transfer agreements and the amended operating agreement of the Advisor further provide that once VRM I and VRM II have been repaid in full for any capital contributions to the Advisor or for any expenses advanced on the Advisors behalf (Capital Investment), and once they have received an annualized return on their Capital Investment of 7.5%, then the Sponsor will receive one-third of the net profits of the Advisor. Fees and Expenses Paid in Connection with the Offering Broker Dealers received 3.00% of the gross offering proceeds sold in the offering, subject to reductions based on volume and for certain categories of purchasers. No selling commissions are payable on shares sold under the distribution reinvestment plan. Additionally, the Sponsor or its affiliates (other than MVP REIT, Inc.) pay up to an additional 5.25% of the gross offering proceeds for third party broker dealer commissions and due diligence expenses. On July 16, 2012 the Company signed a selling agreement which appointed MVP American Securities (MVP AS), formerly known as Ashton Garnett Securities, LLC, an entity indirectly owned by our CEO, to act as one of the selling agents for the Offering. For the years ended December 31, 2015 and 2014 the Company paid no selling commissions to MVP AS. Certain organizational, offering and related costs will be incurred by the Advisor on behalf of the Company. After the Company has reimbursed $100,000 of such costs, which amount has been paid to the Advisor, no additional reimbursements will be made unless the aggregate amount of such reimbursements does not exceed 0.75% of the gross offering proceeds as of the date of reimbursement. Such reimbursable costs may include legal, accounting, printing and other offering expenses, including marketing, salaries and direct expenses of the Advisors employees and employees of the Advisors affiliates and others. Such reimbursable costs do not include any broker-dealer commissions paid by the Advisor in excess of the 3.00% paid by the Company, including any sponsor commissions or sponsor due diligence fees. Any reimbursement of the Advisor will not exceed actual expenses incurred by the Advisor. On November 1, 2013, the advisor forgave the reimbursement of the full amount of offering costs incurred. Fees and Expenses Paid in Connection With the Operations of the Company The Company has no paid employees. The Company has retained the Advisor to manage its affairs on a day-to-day basis. Pursuant to an amendment of the advisory agreement effective November 21, 2013, the Company will reimburse, no less than monthly, the Advisor for audit, accounting and legal fees, and other fees for professional services provided by third parties relating to the operations of the Company and all such fees incurred at the request, or on behalf of, the Board or any committee of the Board; provided, however, that the Advisor shall not be entitled to reimbursement by the Company for any personnel or related employment costs incurred by the Advisor or its affiliates in performing the services, including but not limited to salary and benefits of employees and overhead, until the first anniversary of (i) the listing of the Companys shares on a national securities exchange or (ii) a merger, a sale of all or substantially all of the Companys assets or another liquidity event transaction approved by the Companys board. As of December 31, 2015, the aggregate amount of expense reimbursements waived by the Advisor was approximately $6.9 million. The Advisor must reimburse the Company at least quarterly for reimbursements paid to the Advisor in any four consecutive fiscal quarters to the extent that such reimbursements to the Advisor cause the Companys total operating expenses to exceed the greater of (1) 2% of our average invested assets, which generally consists of the average book value of the Companys real properties before deducting depreciation, bad debts or other non-cash reserves and the average book value of securities, or (2) 25% of the Companys net income, which is defined as the Companys total revenues less total expenses for any given period excluding reserves for depreciation, bad debts or other similar non-cash reserves, unless the independent directors have determined that such excess expenses were justified based on unusual and non-recurring factors. The Advisor does not currently owe any amounts to the Company under this provision. As the Company commences the reimbursement of the expenses to the Advisor, the Company will verify that such reimbursements do not exceed the limits identified above or, in the event of any excessive payments, will obtain reimbursements from the Advisor. The Advisor or its affiliates will receive an acquisition fee of 3.0% of the purchase price of any real estate or loan acquired at a discount, provided, however, the Company will not pay any fees when acquiring loans from its affiliates. During the year ended December 31, 2015 MVP REIT paid approximately $1.8 million, in acquisition fees to the Advisor. During the year ended December 31, 2014 no acquisition fees were earned. During the year ended December 31, 2015, JNL Parking earned fees of approximately $0.6 million, for 1% commission on purchases. The Advisor or its affiliates will be reimbursed for actual expenses paid or incurred in connection with the selection or acquisition of an investment, whether or not the Company ultimately acquires the investment. The Company may recoup all or a portion of these expenses from the borrower in connection with each investment. The Advisor or its affiliates is entitled to receive a monthly asset management fee at an annual rate equal to 0.85% of the fair market value of (i) all assets then held by the Company or (ii) the Companys proportionate share thereof in the case of an investment made through a joint venture or other co-ownership arrangement, excluding (only for clause (ii)) debt financing obtained by the Company or made available to the Company. The fair market value of real property shall be based on annual AS-IS, WHERE-IS appraisals, and the fair market value of real estate-related secured loans shall be equal to the face value of the such loan, unless it is non-performing, in which case the fair market value shall be equal to the book value of such loan. The asset management fee will be reduced to 0.75% if the Company is listed on a national securities exchange. Asset management fees for the years ended December 31, 2015 and 2014 were approximately $0.5 million and $0.4 million, respectively. Notwithstanding the foregoing, no asset management fee will be paid or payable with respect to any mortgage assets held by us at this time. We will not pay any asset management fee on any of our mortgage assets unless we restructure our mortgage program in a manner consistent with the NASAA Mortgage Program Guidelines that would permit us to pay an asset management fee on our mortgage assets, including making available 84% of our capital contribution to invest in mortgages assets. We have no present intention to revise our investment strategy in a manner that would permit such payment under the NASAA Mortgage Program Guidelines, but may elect to do so in the future. If we do make such an election to restructure our mortgage program, then, subject to satisfaction of the requirements of the NASAA Mortgage Program Guidelines, we may pay our advisor or its affiliates an annual asset-based fee equal to 0.75% of the Base Amount (as defined in the NASAA Mortgage Program Guidelines) of the capital contributions, if any, committed to investments in mortgages and 0.5% of the capital contributions temporarily held while awaiting investments in mortgages, in addition to any other fees and compensation that is allowed under the NASAA Mortgage Program Guidelines. The advisory agreement currently provides for payment to our advisor of a monthly market-based fee for property management services of up to 6.00% of the gross revenues generated by our properties. The Advisor has irrevocably waived its rights to receive a property management fee with respect to any real property owned that are subject to triple net leases. As a result of this waiver, no property management fee will be paid on any real property owned that are subject to triple net leases pursuant to which the tenants pay all or a majority of all real estate taxes, building insurance, and maintenance expenses. The Advisor or its affiliates is entitled to receive a monthly debt financing fee at an annual rate equal to 0.25% of the aggregate debt financing obtained by the Company or made available to the Company, such as mortgage debt, lines of credit, and other term indebtedness, including refinancings. In the case of a joint venture, the Company pays this fee only on the Companys pro rata share. Debt financing fees for the years ended December 31, 2015 and 2014 were approximately $66,000, and $29,000, respectively. Disposition Fee For substantial assistance in connection with the sale of real property, as determined by the independent directors, the Company will pay the Advisor or its affiliate the lesser of (i) 3.00% of the contract sale price of the real property sold or (ii) 50% of the customary commission which would be paid to a third-party broker for the sale of a comparable property. The amount paid, when added to the sums paid to unaffiliated parties, may not exceed either the customary commission or an amount equal to 6.00% of the contract sales price. The disposition fee will be paid concurrently with the closing of any such disposition of all or any portion of any real property. The Company will not pay a disposition fee upon the maturity, prepayment, workout, modification or extension of a loan or other debt-related investment; provided, however, that the Advisor or its affiliates may receive an exit fee or a prepayment penalty paid by the borrower. If the Company takes ownership of a property as a result of a workout or foreclosure of a loan, the Company will pay a disposition fee upon the sale of such real property equal to 3.00% of the sales price. With respect to real property held in a joint venture, the foregoing commission will be reduced to a percentage reflecting the Companys economic interest in the joint venture. There were no disposition fees earned by the Advisor for the years ended December 31, 2015 and 2014. Fees and Expense Reimbursements Payable by Borrowers and Other Third Parties The Company or its affiliates may be entitled to late fees, loan servicing fees, loan extension and loan modification fees and other fees and expense reimbursement payable by borrowers and other third parties. |
Dependency
Dependency | 12 Months Ended |
Dec. 31, 2015 | |
Risks and Uncertainties [Abstract] | |
Dependency | Note F Dependency The Company has no employees and is dependent on the Advisor for certain services that are essential to the Company, including asset management services, supervision of the management and leasing of properties owned by the Company, asset acquisition and disposition decisions, as well as other administrative responsibilities for the Company including accounting services and investor relations. In the event that these companies are unable to provide the Company with the respective services, the Company will be required to find alternative providers of these services. In this regard, the Company notes that the Advisor has agreed to waive certain fees and expenses it otherwise would be entitled to under the Advisory Agreement as further described under Note E Related Party Transactions and Arrangement |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Stock-Based Compensation | Note G Stock-Based Compensation Equity Incentive Plan The Company has adopted an equity incentive plan. The equity incentive plan offers certain individuals an opportunity to participate in the Companys growth through awards in the form of, or based on, the Companys common stock. The Company has no current intention to issue any awards under the equity incentive plan but may do so in the future in order to attract and retain qualified directors, officers, employees, and consultants. The equity incentive plan authorizes the granting of restricted stock, stock options, stock appreciation rights, restricted or deferred stock units, performance awards, dividend equivalents, other stock-based awards and cash-based awards to directors, employees and consultants of the Company selected by the board of directors for participation in the equity incentive plan. Stock options granted under the equity incentive plan will not exceed an amount equal to 10% of the outstanding shares of the Companys common stock on the date of grant of any such stock options. Any stock options and stock appreciation rights granted under the equity incentive plan will have an exercise price or base price that is not less than the fair market value of the Companys common stock on the date of grant. The board of directors, or the compensation committee of the board of directors, will administer the equity incentive plan, with sole authority to determine all of the terms and conditions of the awards, including whether the grant, vesting or settlement of awards may be subject to the attainment of one or more performance goals. No awards will be granted if the grant or vesting of the awards would jeopardize the Companys status as a REIT under the Code or otherwise violate the ownership and transfer restrictions imposed under the Companys charter. Unless otherwise determined by the board of directors, no award granted under the equity incentive plan will be transferable except through the laws of descent and distribution. The Company has authorized and reserved an aggregate maximum of 300,000 shares for issuance under the equity incentive plan. In the event of a transaction between the Company and its stockholders that causes the per-share value of common stock to change (including, without limitation, any stock dividend, stock split, spin-off, rights offering or large nonrecurring cash dividend), the share authorization limits under the equity incentive plan will be adjusted proportionately, and the board of directors must make such adjustments to the equity incentive plan and awards as it deems necessary, in its sole discretion, to prevent dilution or enlargement of rights immediately resulting from such transaction. In the event of a stock split, a stock dividend or a combination or consolidation of the outstanding shares of common stock into a lesser number of shares, the authorization limits under the equity incentive plan will automatically be adjusted proportionately and the shares then subject to each award will automatically be adjusted proportionately without any change in the aggregate purchase price. Unless otherwise provided in an award certificate or any special plan document governing an award, in the event of a corporate transaction (as defined in the Companys equity incentive plan), if any award issued under the Companys equity incentive plan is not assumed or replaced as part of the corporate transaction, then such portion of the award shall automatically become fully vested and exercisable and be released from any repurchase or forfeiture rights (other than repurchase rights exercisable at fair market value) immediately prior to the effective date of such corporation transaction, so long as the grantees continuous service has not terminated prior to such date. Unless otherwise provided in an award certificate or any special plan document governing an award, in the event of a change in control, each outstanding award issued automatically shall become fully vested and exercisable and be released from any repurchase or forfeiture rights (other than repurchase rights exercisable at fair market value), immediately prior to the effective date of such change in control, provided that the grantees continuous service has not terminated prior to such date. Under the equity incentive plan, a corporate transaction is defined to include (i) a merger or consolidation in which the Company is not the surviving entity; (ii) the sale of all or substantially all of the Companys assets; (iii) the Companys complete liquidation or dissolution; and (iv) acquisitions by any person of beneficial ownership of securities possessing more than 50% of the total combined voting power of the Companys outstanding securities (but excluding any transactions determined by our administrator not to constitute a corporate transaction). Under the equity incentive plan, a change in control is defined generally as a change in ownership or control of the Company effected either through (i) acquisitions of securities by any person (or related group of persons) of securities possessing more than 50% of the total combined voting power of the Companys outstanding securities pursuant to a tender offer or exchange offer that the Companys directors do not recommend the Companys stockholders accept; or (ii) a change in the composition of the board over a period of 12 months or less such that a majority of the Companys board members will no longer serve as directors, by reason of one or more contested elections for board membership. The equity incentive plan will automatically expire on the tenth anniversary of the date on which it is approved by the board of directors and stockholders, unless extended or earlier terminated by the board of directors. The board of directors may terminate the equity incentive plan at any time. The expiration or other termination of the equity incentive plan will have no adverse impact on any award previously granted under the equity incentive plan. The board of directors may amend the equity incentive plan at any time, but no amendment will adversely affect any award previously granted, and no amendment to the equity incentive plan will be effective without the approval of the Companys stockholders if such approval is required by any law, regulation or rule applicable to the equity incentive plan. In addition, no option, warrant or any other equity award will be issued under our equity incentive plan or otherwise to our advisor, our sponsor or any of their affiliates, if the issuance of any such award would result in a violation of any applicable NASAA REIT Guidelines, including the limitations imposed under the NASAA REIT Guidelines on our total operating expenses (after giving effect to the expense associated with such equity award). Please see Note E Related Party Transactions and Arrangements |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | Note H Recent Accounting Pronouncements The FASB issued ASU 2015-03, InterestImputation of Interest (Subtopic 853-30)Simplifying the Presentation of Debt Issuance Costs |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | Note I - Acquisitions 2015 Denver Sherman On January 26, 2015 the Company closed on the purchase of a 0.14 acre parking lot located at 1963 Sherman Street, Denver, Colorado, consisting of approximately 28 parking spaces, for a purchase price of approximately $0.6 million, plus certain closing costs. The parking lot is leased to the City of Denver School District Number 1. Fort Worth Taylor On March 16, 2015, the Company closed on its $23.3 million purchase of a multi-level parking garage. The parking garage consists of 1,013 parking spaces and approximately 11,828 square feet of office space. The parking garage is located in Fort Worth, Texas. The $23.3 million purchase price included assumption of the existing financing on the parking garage. The existing financing has a maturity date of August 2021, has a balance of approximately $12.2 million, and an interest rate of 5.59% per annum. The Company paid customary closing costs in connection with the transaction. The parking garage is leased to SP Plus Corporation. Milwaukee Old World On March 31, 2015, the Company closed on the purchase of St. Louis Convention Plaza On May 13, 2015, the Company closed on the purchase of Houston Saks Garage On May 28, 2015, the Company closed on the purchase of St. Louis Lucas On June 29, 2015, the Company closed on the purchase of Milwaukee Wells On June 30, 2015, the Company closed on the purchase of Wildwood NJ Lot On July 10, 2015, the Company, through its wholly owned entity, MVP Wildwood NJ Lot, LLC, a Nevada limited liability company, announced that it has closed on the purchase of a parking lot for approximately $1.0 million in cash. The parking lot is located at 400 East Magnolia Ave, Wildwood, NJ. The parking lot #1 consists of 11,250 square feet and has 29 parking spaces. The parking lot is zoned T/E, and allows for a maximum building height of 250 feet. At closing, parking lot #1 was managed by SP Plus Corporation. On December 16, 2015, the Company purchased an adjacent lot for approximately $0.6 million in cash. The parking lot is located at 401 East Glenwood Ave, Wildwood, NJ (parking lot #2). Parking lost #2 consists of 13,500 square feet and has 46 spaces. Through the acquisition of the second lot, the management agreement with SP+ has been cancelled and a lease for the two parking lots has been executed. Indy City Parking Garage On October 5, 2015, the Company purchased a parking garage for approximately $10.5 million. The parking garage is located at 120 East Washington Street, Indianapolis, Indiana. The parking garage consists of approximately 52,650 square feet and has approximately 370 parking spaces. The parking garage is zoned CBD-1 and allows for a maximum building height of five stories. The parking garage will be leased by ABM Onsite Services - Midwest, Inc., a subsidiary of ABM Industries, Inc., which trades on the New York Stock Exchange as ticker symbol ABM. KC Cherry Lot On October 9, 2015, the Company purchased a parking lot for approximately $515,000 in cash. The parking lot is located at 1109 Cherry Street, Kansas City, Missouri. The parking lot consists of approximately 26,304 square feet and has approximately 84 parking spaces. The parking lot is zoned UR. The parking lot will be leased by SP Plus Corporation. Indy WA Street On October 29, 2015, the Company purchased a parking lot for approximately $5 million in cash. The parking lot is located at 301 E. Washington Street, Indianapolis, IN 46204. The parking lot consists of approximately 46,403 square feet and has approximately 149 parking spaces. The parking lot will be leased by Denison Parking Inc., an Indianapolis parking operator. The following table is a summary of the acquisitions for the year ended December 31, 2015: Assets Liabilities Land and Improvements Building and improvements Total assets acquired Notes Payable Assumed Net assets and liabilities acquired Denver Sherman $ 585,000 $ -- $ 585,000 $ -- $ 585,000 Ft. Worth Taylor 5,834,000 17,502,000 23,336,000 12,180,000 11,156,000 Milwaukee Old World 1,000,000 -- 1,000,000 -- 1,000,000 St. Louis Convention Plaza 2,575,000 -- 2,575,000 -- 2,575,000 Houston Saks Garage 3,565,000 4,810,000 8,375,000 -- 8,375,000 St. Louis Lucas 3,463,000 -- 3,463,000 -- 3,463,000 Milwaukee Wells 3,900,000 -- 3,900,000 -- 3,900,000 Wildwood NJ Lot#1 970,000 -- 970,000 -- 970,000 Indy City Park 1,226,000 9,274,000 10,500,000 -- 10,500,000 KC Cherry Street 515,000 -- 515,000 -- 515,000 Indy WA Street 4,995,000 -- 4,995,000 -- 4,995,000 Wildwood NJ #2 615,000 -- 615,000 -- 615,000 $ 29,245,000 $ 31,586,000 $ 60,829,000 $ 12,180,000 $ 48,649,000 Pro forma results of the Company The following table of pro forma consolidated results of operations of the Company for the years ended December 31, 2015 and 2014, and assumes that the acquisition was completed as of January 1, 2014. For the year ended December 31, 2015 For the year ended December 31, 2014 Revenues from continuing operations $ 6,534,000 $ 4,829,000 Net income (loss) available to common stockholders $ (75,000) 545,000 Net income (loss) available to common stockholders per share basic $ (0.01) $ 0.15 Net income (loss) available to common stockholders per share diluted $ (0.01) $ 0.15 Revenue and expenses of acquisitions since acquisition dates included in consolidated statement of operations The following is a summary of the results of operations related to the net assets and liabilities acquired for the period from acquisition dates through December 31, 2015: Revenue $ 2,328,000 Expenses (3,483,000) Net loss $ (1,105,000) 2014 On April 30, 2014, the Company exercised its Purchase Right and acquired VRM I and VRM IIs interest in the five parking facilities, net of the assumed debt secured by the real estate and VRM IIs interest in the storage facility, net of the assumed debt secured by the real estate. In exchange VRM I and VRM II received interest in four office properties, net of the assumed debt secured by the real estate. The difference between the net amount of the assets exchanged was paid in cash. As a result, the Company now holds 100% interest in the five parking facilities and storage facility, and VRM I and VRM II together hold 100% interest in the four office properties. The transaction was approved by the Board of Directors of the Company, VRM I and VRM II. The following table summarizes the acquisition-date fair value of the total consideration transferred: Assets Cash $ 101,000 Other assets 22,000 Land and improvements 6,275,000 Building and improvements 18,521,000 Tenant improvements 165,000 Total assets transferred 25,084,000 Liabilities Accounts payable and accrued liabilities 58,000 Notes payable 14,335,000 Total liabilities transferred 14,393,000 Acquisition-date fair value of the total consideration transferred $ 10,691,000 The related assets, liabilities, and results of operations of the acquired properties are included in the consolidated financial statements as of the date of acquisition. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the acquisition date for our 2014 acquisition: Assets Acquired Assets Cash received $ 1,392,000 Other assets 171,000 Land and improvements 11,200,000 Building and improvements 736,000 49% Non-controlling interest portion of Red Mountain 1,208,000 Total assets acquired 14,707,000 Liabilities Accrued liabilities 10,000 Notes payable 4,278,000 Total liabilities assumed 4,288,000 Net assets acquired $ 10,419,000 We recognized acquisition expense related to the acquisition of parking facilities of which includes a 7.5% guaranteed return of approximately $0.5 million to VRM I and VRM II for their investment in these properties. Additionally, we reimbursed VRM I and VRM II for the loss they incurred related to the sale of MVP PF Baltimore 2013, LLC and acquisition expenses. These expenses incurred in the acquisition of the parking facilities totaled $1,336,000 of which VRM I and VRM IIs share was $0.2 million and $0.3 million, respectively. During December 2014, the Company has acquired 70% tenant-in-common interest in a parking garage located in Cincinnati OH. The Company financed $9.0 million of the $15.0 million purchase price with a 10 year loan with a fixed interest rate of 4.25%. This loan is secured by the property. Pro forma results of the Company The following table of pro forma consolidated results of operations of the Company for the years ended December 31, 2014 and 2013, and assumes that the acquisition was completed as of January 1, 2013. For the year ended December 31, 2014 For the year ended December 31, 2013 Revenues from continuing operations $ 2,494,000 $ 2,218,000 Net loss available to common stockholders $ (740,000) (3,539,000) Net loss available to common stockholders per share basic $ (0.20) $ (3.40) Net loss available to common stockholders per share diluted $ (0.20) $ (3.40) Revenue and expenses of acquisitions since acquisition dates included in consolidated statement of operations The following is a summary of the results of operations related to the net assets and liabilities acquired for the period from acquisition dates through December 31, 2014: Revenue $ 658,000 Expenses (546,000) Net Income $ 112,000 |
Assets Held For Sale
Assets Held For Sale | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Assets Held For Sale | Note J Assets held for sale During February 2015, management entered into a plan to sell the storage unit assets which results in the financial reporting of these assets, liabilities and results of operations related to the assets held for sale, which are classified as discontinued operations. On May 6, 2015, the Company sold the storage unit asset located in Nevada to a non-related third party for approximately $5.4 million. Proceeds of approximately $2.6 million from this sale paid the promissory note for this property in full. On October 29, 2015, the Company also sold the storage unit asset located in Cedar Park, TX to a non-related third party for approximately $4.3. Proceeds of approximately $2.6 million from this sale paid the promissory note for this property in full. The gain on sale is approximately $1.0 million. The following is a summary of the results of operations related to the assets held for sale for the year ended December 31, 2015: For The Year Ended December 31, 2015 Revenue $ 622,000 Expenses (408,000) Net Income $ 214,000 2014 On April 30, 2014, the Company exercised its Purchase Right and acquired VRM I and VRM IIs interest in the five parking facilities, net of the assumed debt secured by the real estate and VRM IIs interest in the storage facility, net of the assumed debt secured by the real estate. In exchange VRM I and VRM II received interest in four office properties, net of the assumed debt secured by the real estate. The difference between the net amount of the assets exchanged was paid in cash. As a result, the Company now holds 100% interest in the five parking facilities and storage facility, and VRM I and VRM II together hold 100% interest in the four office properties The transaction was approved by the Board of Directors of the Company, VRM I and VRM II. The following is a summary of the results of operations related to the assets held for sale for January 1, 2014 through April 30, 2014: January 1, 2014 through April 30, 2014 Revenue $ 792,000 Expenses (655,000) Net Income $ 137,000 During July 2014, the Company entered into an agreement to sell the remaining 58% interest in Building C, LLC and 100% interest in Building A, LLC whose sole asset is an office building also located in Las Vegas, NV to VRM I and VRM II. The cash consideration, net of assumed debt of approximately $16.9 million, totals approximately $10.3 million. On July 31, 2014, the Company completed the sale of the remaining 58% interest in Building C, LLC to VRM I and VRM II. The sale of the interests in Building A, LLC was completed on August 29, 2014. The purchase price for both buildings is equal to the amount paid by the Company to acquire the buildings which acquisition was within the past twelve (12) months resulting in a net gain of approximately $0.1 million. No commissions were paid in connection with the purchase. The following is a summary of the results of operations related to the assets held for sale for January 1, 2014 through closing date (July 31, 2014 and August 29, 2014): January 1, 2014 through Closing Date (July 31, 2014 and August 29, 2014) Revenue $ 1,794,000 Expenses (1,296,000) Net Income $ 498,000 During February 2015, the management has entered into a plan to sell the storage unit assets which results in the financial reporting of these assets, liabilities and results of operation to held for sale and discontinued operations. The following is summary of net assets held for sale through December 31, 2014: December 31, 2014 Assets: Current assets $ 20,000 Property and equipment, net 8,226,000 Other assets 67,000 Total assets $ 8,313,000 Liabilities: Accounts payable and accrued liabilities $ 123,000 Notes payable 4,316,000 Total liabilities 4,439,000 Net assets held for sale $ 3,874,000 The following is a summary of the results of operations related to the assets held for sale for the year ended December 31, 2014: For The Year Ended December 31, 2014 Revenue $ 1,067,000 Expenses (826,000) Net Income $ 241,000 |
Notes Payable
Notes Payable | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Notes Payable | Note K Notes Payable During March 2013, Cedar Park issued a promissory note for approximately $1.8 million. The note was collateralized by real property located in Cedar Park, Texas, bears an annual interest rate of 4.66%, and was payable in monthly installment payments of principal and interest totaling approximately $10,000, with a lump sum payment of approximately $1.3 million due at maturity in April 2023. This loan was paid in full in October 2015 through the sale of the property. During September 2013, through the acquisition of Red Mountain, the Company financed a 7-year term loan with a balance of approximately $2.7 million, collateralized by real property located in Las Vegas, Nevada, matures in October 2020, bears an annual interest rate of 4.35%, and was payable in monthly installment payments of principal and interest totaling approximately $15,000. This loan was paid in full in May 2015 through the sale of the property. During January 2014, the entities holding the four parking facilities issued a promissory note to Key Bank National Association for $4.3 million. This note bears an annual interest rate of 4.94%, is secured by four parking facilities, matures in February 2019 and is payable in monthly principal and interest payments of approximately $25,000. During December 2014, through the acquisition of Mabley Place, the Company issued a promissory note to Wells Fargo Bank for $9.0 million. This note bears an annual interest rate of 4.25%, is secured by the property, matures in December 2024 and is payable in monthly principal and interest payments of approximately $44,000. During March 2015, through the acquisition of Ft. Worth Taylor, the Company assumed a 10-year term loan with a balance of approximately $12.2 million, collateralized by real property located in Ft. Worth, Texas, matures in August 2021, bears an annual interest rate of 5.59%, and is payable in monthly installment payments of principal and interest totaling approximately $78,000. During August 2015, Houston Saks Garage issued a promissory note for approximately $3.7 million. The note is collateralized by real property located in Houston, Texas, bears an annual interest rate of 4.25%, and is payable in monthly installment payments of principal and interest totaling approximately $30,000, maturing in August 2025. Total interest expense incurred for the years ended December 31, 2015 and 2014 is $1.3 million and $0.1 million, respectively. As of December 31, 2015, future principal payments on the notes payable are as follows: 2016 $ 735,000 2017 643,000 2018 676,000 2019 4,420,000 2020 627,000 Thereafter 21,610,000 Total $ 28,711,000 As of December 31, 2015, the principle balance on investments in real estate are as follows: Property Location Current Loan Balance Interest Rate Loan Maturity Ft. Lauderdale 208 SE 6th St, Ft Lauderdale, FL $1,487,000 4.94% 2/1/2019 Memphis Court 216 Court St, Memphis, TN $139,000 4.94% 2/1/2019 Memphis Poplar 212 Poplar Ave, Memphis, TN $1,252,000 4.94% 2/1/2019 Kansas City 1130 Holmes St, Kansas City, MO N/A N/A N/A St. Louis 1300 Spruce St, St. Louis, MO $1,247,000 4.94% 2/1/2019 Mabley Place 400 Race Street, Cincinnati, OH $8,843,000 4.25% 12/26/2024 Denver Sherman 1963 Sherman Street, Denver, CO N/A N/A N/A Ft. Worth 814 Taylor Street, Fort Worth, Texas $11,965,000 5.59% 8/1/2021 Milwaukee Old World 822 N. Old World Third Street, Milwaukee, WI N/A N/A N/A St. Louis Convention 1010 Convention Plaza , St. Louis, MO N/A N/A N/A Houston Saks Garage 611 Fannin Street, Houston, Tx $3,616,000 4.25% N/A St. Louis Lucas Lucas Ave, St. Louis, MO N/A N/A N/A Milwaukee Wells 215 W. Wells Street, Milwaukee, WI N/A N/A N/A Wildwood NJ Lot 400 East Magnolia Ave, Wildwood, NJ N/A N/A N/A Indy Garage 120 E. Washington Street, Indianapolis, IN N/A N/A N/A KC Cherry Lot 1109 Cherry Street, Kansas City, MO N/A N/A N/A Indy Lot 301 E. Washington Street, Indianapolis, IN N/A N/A N/A Wildwood NJ Lot II 401 E. Glenwood Ave., Wildwood, NJ N/A N/A N/A Total $28,549,000 |
Income Tax
Income Tax | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Tax | Note L Income Tax Income Taxes and Distributions As a REIT, it generally will not be subject to federal income tax on taxable income distributed to the stockholders. In 2015, MVP REIT Inc. has no distributable taxable income. In addition, MVP REIT Inc. does not have any subsidiaries elected to be treated as TRSs pursuant to the Code to participate in services that would otherwise be considered impermissible for REITS and are subject to federal and state income tax at regular corporate tax rates. Tax Treatment of Distributions For federal income tax purposes, distributions to stockholders are characterized as ordinary income, capital gain distributions, or nontaxable distributions. Nontaxable distributions will reduce U.S. stockholders' basis (but not below zero) in their shares. The income tax treatment for distributions reportable for the years ended December 31, 2015 and 2014 is as follows: 2015 2014 Ordinary $ -- $ -- Capital Gain - -- Return of Capital 4,315,000 2,016,000 $ 4,315,000 $ 2,016,000 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note M Subsequent Events The following subsequent events have been evaluated through the date of this filing with the SEC. As of the date of this filing, the Company has received additional requests for repurchase of 16,469 shares which exceed the amount allowable for 2015 repurchase by $147,144. April 2016 will be the next date shares are available for repurchase. On January 2, 2016, the Company has entered into a joint venture with MVP REIT II, Inc. to purchase the membership interests of an entity that owns two parking lots located in Minneapo1is for a purchase price of approximately $15,495,000 plus closing costs. The purchase shall be accomplished through a limited liability company owned jointly by the Company and MVP REIT II, Inc (collectively, MVP). The Companys share of the purchase price is approximately $13,495,000 plus closing costs and the Company will own a 87.09% interest in the limited liability company. The first parking lot is located at 1022 Hennepin Avenue (the Hennepin lot). The Hennepin lot consists of approximately 90,658 square feet and has approximately 270 parking spaces. The second parking lot is located at 41 10th Street North (the 10th Street lot). The 10th street lot consists of approximately 107,952 square feet and has approximately 185 parking spaces. Both the Hennepin lot and 10th Street lot will be leased by SP Plus, a Delaware parking operator, under a net lease agreement where MVP will be responsible for property taxes and SP Plus will pay for all insurance and maintenance costs. On January 15, 2016, the Company through its wholly owned entity MVP Indianapolis Meridian Lot, LLC, a Nevada limited liability company, closed on the purchase of a parking lot for approximately $1.665 million. The property is located at 239 S. Meridian Street, Indianapolis, Indiana (the parking lot). The parking lot consists of approximately 10,290 square feet and has approximately 39 parking spaces. The parking lot is leased to Denison Parking, Inc., an Indianapolis parking operator. On February 1, 2016, the Company purchased a parking lot for approximately $3.9 million in cash. The property is located at 1124 N. Old World Third Street, Milwaukee, Wisconsin (the parking lot). The parking lot consists of 38,606.50 square feet and has 75 parking spaces. The parking lot is leased by SP Plus Corporation (SP Plus), a national parking operator. On January 20, 2016, MVP REIT, INC (MVP) through various wholly owned subsidiaries entered into two loans with Keybank. The first loan is an $8,580,000 loan secured by the following properties in Indianapolis: 110-120 E. Washington Street, and 301 E. Washington Street. The loan has a term of 10 years, is amortized over 25 years and has an interest rate of 4.59% per annum. The second loan is a $3,490,000 loan secured by the following properties in Missouri: 1010 Convention Plaza, St. Louis, 901, 909, 925 Lucas Avenue and 900, 908, 910 & 916 Convention Plaza, St. Louis and 1109 Cherry Street, Kansas City. The loan has a term of 10 years, is amortized over 25 years and has an interest rate of 4.59% per annum. On February 9, 2016, the Company through its wholly owned entity MVP Clarksburg Lot, LLC, a Nevada limited liability company closed on the purchase of a parking lot for approximately $0.6 million in cash. The parking lot is located at 327 Washington Avenue, Clarksburg, West Virginia 26301 (the parking lot). The parking lot is leased by ABM Parking Services Inc. ("ABM"), a national parking operator, On February 12, 2016, the Company along with MVP REIT II through MVP Denver 1935 Sherman, LLC, ("MVP Denver"), a Nevada limited liability company, an entity owned 75.51% by MVP and 24.49% by MVPII, closed on the purchase of a parking lot for approximately $2.4 million in cash of which MVPs share was approximately $1.8 million. The parking lot is located at 1935 Sherman Avenue, Denver, Colorado (the Denver parking lot). The Denver parking lot is leased by SP Plus Corporation On January 20, 2016, the Company through its wholly owned entity MVP Milwaukee Clybourn, LLC, a Nevada limited liability company, closed on the purchase of a parking lot for approximately $0.2 million. The property is located at 412 E. Clybourn Street, Milwaukee, Wisconsin. The parking lot consists of 15 parking spaces and is leased to Secure Parking USA, LLC. On February 1, 2016, the Company purchased a parking lot for approximately $3.9 million in cash. The property is located at 1124 N. Old World Third Street, Milwaukee, Wisconsin (the Wisconsin parking lot). The parking lot consists of 38,606.50 square feet and has 75 parking spaces. The Wisconsin parking lot is leased by SP Plus Corporation. On February 19, 2016, MVP REIT, Inc., through its wholly owned entity, MVP Bridgeport Fairfield Garage, LLC, a Delaware limited liability company, as purchaser, entered into a Purchase and Sale Agreement (the Purchase Agreement) with Fairfield Avenue Parking Corporation, a Connecticut corporation, or seller, and First American Title Insurance Company, as escrow agent, for the purchase of a multi-level parking garage consisting of approximately 878 parking spaces, together with approximately 4,349 square feet of retail space, located in Bridgeport, Connecticut, for a purchase price of $7.8 million, plus closing costs. On March 7, 2016 the Board of Directors appointed Dan Huberty as its new President. Since January 2015, Mr. Huberty has been the Vice President at JNL Parking, in charge of sales and acquisitions. In addition, since July 2015, he has served as Vice President of Parking Operations for MVP. Prior to his position at JNL Parking, Mr. Huberty served as Senior Vice President of Sales for Central Parking from October 2011 to September 2012. Then from October 2012 till November 2014, he served as Executive Vice President of Operations for SP +, where he oversaw the southern division for the company after helping complete the sale and integration of Central Parking. Prior to that, from July 2009 to September 2011, Mr. Huberty served as a Vice President for Clean Energy Fuels, the largest provider of Compressed Natural Gas in the Country. Mr. Huberty also spent 16 years, from August 1993 to June 2009, with increasing responsibility over operations and sales within the Parking Division at ABM Industries as a Vice President, where he built and ran the sales team for his last two years with ABM. Mr. Huberty received his BBA from Cleveland State University and his MBA from the University of Phoenix, and currently serves as a State Representative in the State of Texas. On February 19, 2016, the Board of Directors of MVP REIT, Inc. accepted the resignation of Fredrick Leavitt as a director. The Board has decided, at this time, not to fill the vacancy. |
Summary of Significant Accoun20
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of Accounting | Basis of Accounting The consolidated financial statements of the Company are prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (GAAP). In the opinion of management, all normal recurring adjustments considered necessary to give a fair presentation of operating results for the periods presented have been included. |
Consolidation | Consolidation The Companys consolidated financial statements include its accounts and the accounts of its subsidiaries, REH and all of the subsidiaries of REH: MVP MS Cedar Park 2012, LLC; MVP PF Ft. Lauderdale, LLC; MVP PF Memphis Court, LLC; MVP PF Memphis Poplar, LLC; MVP PF St. Louis, LLC; MVP PF Kansas City, LLC; MVP MS Red Mountain 2013, LLC; Mabley Place Garage; LLC, MVP Denver Sherman; LLC, MVP Fort Worth Taylor, LLC; MVP Milwaukee Old World, LLC; MVP St. Louis Convention Plaza, LLC; MVP Houston Saks Garage, LLC; MVP St. Louis Lucas, LLC, MVP Milwaukee Wells, LLC, MVP Wildwood NJ Lot, LLC, MVP Indianapolis City Park Garage, LLC, MVP KC Cherry Lot, LLC and MVP Indianapolis Washington Street Lot, LLC, as well as the Companys assets that were sold during 2015. All intercompany profits and losses, balances and transactions are eliminated in consolidation. Under accounting principles generally accepted in the United States of America (GAAP), the Companys consolidated financial statements will also include the accounts of its consolidated subsidiaries and joint ventures in which the Company is the primary beneficiary, or in which the Company has a controlling interest. In determining whether the Company has a controlling interest in a joint venture and the requirement to consolidate the accounts of that entity, the Companys management considers factors such as an entitys purpose and design and the Companys ability to direct the activities of the entity that most significantly impacts the entitys economic performance, ownership interest, board representation, management representation, authority to make decisions, and contractual and substantive participating rights of the partners/members as well as whether the entity is a variable interest entity in which it will absorb the majority of the entitys expected losses, if they occur, or receive the majority of the expected residual returns, if they occur, or both. Equity investments in which the Company exercises significant influence but does not control and is not the primary beneficiary are accounted for using the equity method. The Company's share of its equity method investees' earnings or losses is included in other income in the accompanying Consolidated Statements of Operations. Investments in which the Company is not able to exercise significant influence over the investee are accounted for under the cost method. |
Use of Estimates | Use of Estimates The preparation of 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 date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Management makes significant estimates regarding revenue recognition, purchase price allocations to record investments in real estate, and derivative financial instruments and hedging activities, as applicable. |
Concentration | Concentration The company has approximately six tenants. One tenant, Standard Parking + (SP+), consists of more than 10% of the Companys rental revenue. This tenant represents a concentration for the years ended December 31, 2015 and 2014. |
Acquisitions | Acquisitions The Company records the acquired tangible and intangible assets and assumed liabilities of acquisitions of all operating properties and those development and redevelopment opportunities that meet the accounting criteria to be accounted for as business combinations at fair value at the acquisition date. The Company assesses and considers fair value based on estimated cash flow projections that utilize available market information and discount and/or capitalization rates that the Company deems appropriate. Estimates of future cash flows are based on a number of factors including historical operating results, known and anticipated trends, and market and economic conditions. The acquired assets and assumed liabilities for an operating property acquisition generally include but are not limited to: land, buildings and improvements, construction in progress and identified tangible and intangible assets and liabilities associated with in-place leases, including tenant improvements, leasing costs, value of above-market and below-market operating leases and ground leases, acquired in-place lease values and tenant relationships, if any. The fair value of land is derived from comparable sales of land within the same submarket and/or region. The fair value of buildings and improvements, tenant improvements, and leasing costs are based upon current market replacement costs and other relevant market rate information. The fair value of the above-market or below-market component of an acquired in-place operating lease is based upon the present value (calculated using a market discount rate) of the difference between (i) the contractual rents to be paid pursuant to the lease over its remaining non-cancellable lease term and (ii) management's estimate of the rents that would be paid using fair market rental rates and rent escalations at the date of acquisition measured over the remaining non-cancellable term of the lease for above-market operating leases and the initial non-cancellable term plus the term of any below-market fixed rate renewal options, if applicable, for below-market operating leases. The amounts recorded for above-market operating leases are included in deferred leasing costs and acquisition-related intangibles, net on the balance sheet and are amortized on a straight-line basis as a reduction of rental income over the remaining term of the applicable leases. The amounts recorded for below-market operating leases are included in deferred revenue and acquisition-related liabilities, net on the balance sheet and are amortized on a straight-line basis as an increase to rental income over the remaining term of the applicable leases plus the term of any below-market fixed rate renewal options, if applicable. Our below-market operating leases generally do not include fixed rate or below-market renewal options. The fair value of acquired in-place leases is derived based on management's assessment of lost revenue and costs incurred for the period required to lease the assumed vacant property to the occupancy level when purchased. This fair value is based on a variety of considerations including, but not necessarily limited to: (1) the value associated with avoiding the cost of originating the acquired in-place leases; (2) the value associated with lost revenue related to tenant reimbursable operating costs estimated to be incurred during the assumed lease-up period; and (3) the value associated with lost rental revenue from existing leases during the assumed lease-up period. Factors considered by us in performing these analyses include an estimate of the carrying costs during the expected lease-up periods, current market conditions, and costs to execute similar leases. In estimating carrying costs, the Company includes real estate taxes, insurance and other operating expenses, and estimates of lost rental revenue during the expected lease-up periods based on current market demand at market rates. In estimating costs to execute similar leases, the Company considers leasing commissions, legal and other related expenses. The amount recorded for acquired in-place leases is included in deferred leasing costs and acquisition-related intangibles, net on the balance sheet and amortized as an increase to depreciation and amortization expense over the remaining term of the applicable leases. If a lease were to be terminated or if termination were determined to be likely prior to its contractual expiration (for example resulting from bankruptcy), amortization of the related unamortized in-place lease intangible would be accelerated. The determination of the fair value of any debt assumed in connection with a property acquisition is estimated by discounting the future cash flows using interest rates available for the issuance of debt with similar terms and remaining maturities. The determination of the fair value of the acquired tangible and intangible assets and assumed liabilities of operating property acquisitions requires us to make significant judgments and assumptions about the numerous inputs discussed above. The use of different assumptions in these fair value calculations could significantly affect the reported amounts of the allocation of our acquisition related assets and liabilities and the related amortization and depreciation expense recorded for such assets and liabilities. In addition, because the value of above and below market leases are amortized as either a reduction or increase to rental income, respectively, our judgments for these intangibles could have a significant impact on our reported rental revenues and results of operations. Costs directly associated with all operating property acquisitions and those development and redevelopment acquisitions that meet the accounting criteria to be accounted for as business combinations are expensed as incurred. During the year ended December 31, 2015, the Company expensed approximately $2,649,000 of related party and $678,000 non-related party acquisition costs. Our acquisition expenses are directly related to our acquisition activity and if our acquisition activity was to increase or decrease, so would our acquisition costs. Costs directly associated with development acquisitions accounted for as asset acquisitions are capitalized as part of the cost of the acquisition. During the year ended December 31, 2015, the Company did not capitalize any such acquisition costs. |
Impairment of Long Lived Assets | Impairment of Long Lived Assets When circumstances indicate the carrying value of a property may not be recoverable, the Company reviews the asset for impairment. This review is based on an estimate of the future undiscounted cash flows, excluding interest charges, expected to result from the propertys use and eventual disposition. These estimates consider factors such as expected future operating income, market and other applicable trends and residual value, as well as the effects of leasing demand, competition and other factors. If impairment exists, due to the inability to recover the carrying value of a property, an impairment loss is recorded to the extent that the carrying value exceeds the estimated fair value of the property for properties to be held and used. For properties held for sale, the impairment loss is the adjustment to fair value less estimated cost to dispose of the asset. These assessments have a direct impact on net income because recording an impairment loss results in an immediate negative adjustment to net income. |
Derivative Instruments | Derivative Instruments The Company may use derivative financial instruments to hedge all or a portion of the interest rate risk associated with its borrowings. Certain techniques used to hedge exposure to interest rate fluctuations may also be used to protect against declines in the market value of assets that result from general trends in debt markets. The principal objective of such agreements is to minimize the risks and/or costs associated with the Companys operating and financial structure as well as to hedge specific anticipated transactions. The Company records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply or the Company elects not to apply hedge accounting. The accounting for subsequent changes in the fair value of these derivatives depends on whether each has been designed and qualifies for hedge accounting treatment. If the Company elects not to apply hedge accounting treatment, any changes in the fair value of these derivative instruments is recognized immediately in gains (losses) on derivative instruments in the consolidated statement of operations. If the derivative is designated and qualifies for hedge accounting treatment, the change in the estimated fair value of the derivative is recorded in other comprehensive income (loss) to the extent that it is effective. Any ineffective portion of a derivatives change in fair value will be immediately recognized in earnings. |
Cash | Cash The Company maintains the majority of its cash balances in a national financial institution located in Las Vegas, Nevada. The balances are insured by the Federal Deposit Insurance Corporation under the same ownership category up to at least $250,000. As of December 31, 2015 and 2014, the Company had approximately $9.1 million and approximately $13.3 million in excess of the federally-insured limits, respectively. |
Restricted Cash | Restricted Cash Restricted cash primarily consists of escrowed tenant improvement funds, real estate taxes, capital improvement funds, insurance premiums, and other amounts required to be escrowed pursuant to loan agreements. |
Revenue Recognition | Revenue Recognition The Companys revenues, which will be derived primarily from rental income, include rents that each tenant pays in accordance with the terms of each lease reported on a straight-line basis over the initial term of the lease. Since some of the Companys leases will provide for rental increases at specified intervals, straight-line basis accounting requires the Company to record a receivable, and include in revenues, unbilled rent receivables that the Company will only receive if the tenant makes all rent payments required through the expiration of the initial term of the lease. The Company may recognize interest income from loans on an accrual basis over the expected terms of the loans using the effective interest method. The Company may recognize fees, discounts, premiums, anticipated exit fees and direct cost over the terms of the loans as an adjustment to the yield. The Company may recognize fees on commitments that expire unused at expiration. The Company may recognize interest income from available-for-sale securities on an accrual basis over the life of the investment on a yield-to-maturity basis. The Company will continually review receivables related to rent and unbilled rent receivables and determine collectability by taking into consideration the tenants payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located. In the event that the collectability of a receivable is in doubt, the Company will record an increase in the Companys allowance for uncollectible accounts or record a direct write-off of the receivable in the Companys consolidated statements of operations. |
Advertising Costs | Advertising Costs Advertising costs incurred in the normal course of operations are expensed as incurred. During the years ended December 31, 2015 and 2014, the Company had no advertising costs. |
Investments in Real Estate and Fixed Assets | Investments in Real Estate and Fixed Assets Investments in real estate and fixed assets are stated at cost less accumulated depreciation. Depreciation is provided principally on the straight-line method over the estimated useful lives of the assets, which are primarily 3 to 40 years. The cost of repairs and maintenance is charged to expense as incurred. Expenditures for property betterments and renewals are capitalized. Upon sale or other disposition of a depreciable asset, cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in other income (expense). The Company periodically evaluates whether events and circumstances have occurred that may warrant revision of the estimated useful lives of fixed assets or whether the remaining balance of fixed assets should be evaluated for possible impairment. The Company uses an estimate of the related undiscounted cash flows over the remaining life of the fixed assets in measuring their recoverability. |
Investments in Real Estate Loans | Investments in Real Estate Loans Subject to the restrictions on related-party transactions set forth in the Companys charter, the Company may, from time to time, acquire or sell investments in real estate loans from or to the advisor or other related parties without a premium. The primary purpose is to either free up capital to provide liquidity for various reasons, such as loan diversification, or place excess capital in investments to maximize the use of our capital. Selling or buying loans allows us to diversify our loan portfolio within these parameters. Due to the short-term nature of the loans the Company makes and the similarity of interest rates in loans the Company normally would invest in, the fair value of a loan typically approximates its carrying value. Accordingly, discounts or premiums typically do not apply upon sales of loans and therefore, generally no gain or loss is recorded on these transactions, regardless of whether to a related or unrelated party. Investments in real estate loans are secured by deeds of trust or mortgages. Generally, our real estate loans require interest only payments with a balloon payment of the principal at maturity. The Company has both the intent and ability to hold real estate loans until maturity and therefore, real estate loans are classified and accounted for as held for investment and are carried at amortized cost. Loans sold to or purchased from affiliates are accounted for at the principal balance and no gain or loss is recognized by us or any affiliate. Loan-to-value ratios are initially based on appraisals obtained at the time of loan origination and are updated, when new appraisals are received or when managements assessment of the value has changed, to reflect subsequent changes in value estimates. Such appraisals are generally dated within 12 months of the date of loan origination and may be commissioned by the borrower. The Company considers a loan to be impaired when, based upon current information and events, it believes it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement. The Companys impaired loans include troubled debt restructuring, and performing and non-performing loans in which full payment of principal or interest is not expected. The Company calculates an allowance required for impaired loans based on the present value of expected future cash flows discounted at the loans effective interest rate, or at the loans observable market price or the fair value of its collateral. Loans that have been modified from their original terms are evaluated to determine if the loan meets the definition of a Troubled Debt Restructuring (TDR) as defined by ASC 310-40. When the Company modifies the terms of an existing loan that is considered a TDR, it is considered performing as long as it is in compliance with the modified terms of the loan agreement. If the modification calls for deferred interest, it is recorded as interest income as cash is collected. |
Allowance for Loan Losses | Allowance for Loan Losses The Company maintains an allowance for loan losses to the extent it makes investments in real estate loans for estimated credit impairment. The Companys estimate of losses is based on a number of factors including the types and dollar amounts of loans in the portfolio, adverse situations that may affect the borrowers ability to repay, prevailing economic conditions and the underlying collateral securing the loan. Additions to the allowance are provided through a charge to earnings and are based on an assessment of certain factors, which may indicate estimated losses on the loans. Actual losses on loans are recorded first as a reduction to the allowance for loan losses. Generally, subsequent recoveries of amounts previously charged off are recognized as income. Estimating allowances for loan losses requires significant judgment about the underlying collateral, including liquidation value, condition of the collateral, competency and cooperation of the related borrower and specific legal issues that affect loan collections or taking possession of the property. As a commercial real estate lender willing to invest in loans to borrowers who may not meet the credit standards of other financial institutional lenders, the default rate on our loans could be higher than those generally experienced in the real estate lending industry. The Company and the Advisor generally approve loans more quickly than other real estate lenders and, due to our expedited underwriting process; there is a risk that the credit inquiry performed will not reveal all material facts pertaining to a borrower and the security. Additional facts and circumstances may be discovered as the Company continues efforts in the collection and foreclosure processes. This additional information often causes management to reassess its estimates. Circumstances that may cause significant changes in our estimated allowance include, but are not limited to: · Declines in real estate market conditions, which can cause a decrease in expected market value; · Discovery of undisclosed liens for community improvement bonds, easements and delinquent property taxes; · Lack of progress on real estate developments after the Company advances funds. The Company customarily utilizes disbursement agents to monitor the progress of real estate developments and approve loan advances. After further inspection of the related property, progress on construction occasionally does not substantiate an increase in value to support the related loan advances; · Unanticipated legal or business issues that may arise subsequent to loan origination or upon the sale of foreclosed property; and · Appraisals, which are only opinions of value at the time of the appraisal, may not accurately reflect the value of the property. |
Organization, Offering and Related Costs | Organization, Offering and Related Costs Certain organization, offering and related costs, including legal, accounting, printing, marketing expenses and the salaries and direct expenses of the employees of the Advisor and its affiliates, will be incurred by the Advisor on behalf of the Company. After the Company has reimbursed $100,000 of such costs, which has been paid to the Advisor, no additional reimbursements will be made unless the aggregate amount of such reimbursements does not exceed 0.75% of the gross offering proceeds as of the date of reimbursement. Prior to the commencement of our operations, such offering costs had been deferred and such deferred offering costs have been amortized to expense as offering costs over the 12 month period commencing January 1, 2013 through December 31, 2013, on a straight-line basis. |
Stock-Based Compensation | Stock-Based Compensation The Company has a stock-based incentive award plan, which is accounted for under the guidance for share based payments. The expense for such awards will be included in general and administrative expenses and is recognized over the vesting period or when the requirements for exercise of the award have been met (See Note G Stock-Based Compensation). |
Income Taxes | Income Taxes The Company has elected, and operates in a manner that will allow the Company, to qualify to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended, commencing with the taxable year ended December 31, 2013. If the Company qualifies for taxation as a REIT, it generally will not be subject to federal corporate income tax to the extent it distributes all of its REIT taxable income to its stockholders, and so long as it distributes at least 90% of its REIT taxable income. REITs are subject to a number of other organizational and operational requirements. Even if the Company qualifies to be taxed as a REIT, it may be subject to certain state and local taxes on its income and property, and federal income and excise taxes on its undistributed income. |
Per Share Data | Per Share Data The Company calculates basic earnings per share by dividing net income for the period by weighted-average shares of its common stock outstanding for a respective period. Diluted earnings per share takes into account the effect of dilutive instruments, such as stock options and convertible stock, but uses the average share price for the period in determining the number of incremental shares that are to be added to the weighted-average number of shares outstanding. The Company had no outstanding common share equivalents during the year ended December 31, 2015. In September 2012, upon the commencement of our offering, we issued 1,000 shares of convertible stock to our advisor. After giving effect to the release of waivers and waiver agreements executed in August and September of 2014, all of which were previously disclosed in Form 8-Ks and prospectus supplements, the convertible stock will convert into shares of our common stock representing 3.50% of the outstanding shares of our common stock immediately preceding the conversion if and when: (a) the Company has made total distributions on the then outstanding common shares equal to the invested capital attributable to those shares plus a 6.00% cumulative, non-compounded, annual pre-tax return on such invested capital; or (b) (i) the Company lists its common shares for trading on a national securities exchange and (ii) (x) the sum of the aggregate market value of the issued and outstanding common shares plus the aggregate amount of all distributions on the Companys common shares exceeds (y) the sum of the aggregate capital contributed by investors (less any capital returned in the form of distributions) plus an amount equal to a 6% cumulative, pre-tax non-compounded annual return to investors; or (c) the advisory agreement is terminated or not renewed, but only if at the time of such termination or non-renewal, the requirements for conversion set forth in either of the immediately preceding clause (a) or (b) also shall have been satisfied. For purposes of such calculation, the market value of our outstanding common stock will be calculated based on the average market value of the shares of common stock issued and outstanding at listing over the 30 trading days beginning 180 days after the shares are first listed for trading on a national securities exchange. |
Reportable Segments | Reportable Segments The Company is currently authorized to operate two reportable segments, investments in real estate loans and investments in real property. As of December 31, 2015, the Company only operates in the investment in real property segment. |
Reclassifications | Reclassifications Amounts listed in connection with assets held for sale (including liabilities related to assets held for sale), restricted cash and deposits in the 2014 consolidated financial statements have been reclassified to conform to the December 31, 2015 presentation. |
Accounting and Auditing Standards Applicable to "Emerging Growth Companies" | Accounting and Auditing Standards Applicable to Emerging Growth Companies The Company is an emerging growth company under the recently enacted JOBS Act. For as long as the Company remains an emerging growth company, which may be up to five fiscal years, the Company is not required to (1) comply with any new or revised financial accounting standards that have different effective dates for public and private companies until those standards would otherwise apply to private companies, (2) provide an auditors attestation report on managements assessment of the effectiveness of internal control over financial reporting pursuant to Section 404 of the Sarbanes-Oxley Act, (3) comply with any new requirements adopted by the Public Company Accounting Oversight Board, or the PCAOB, requiring mandatory audit firm rotation or a supplement to the auditors report in which the auditor would be required to provide additional information about the audit and the financial statements of the issuer or (4) comply with any new audit rules adopted by the PCAOB after April 5, 2012, unless the SEC determines otherwise. The Company intends to take advantage of such extended transition period. Since the Company will not be required to comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for other public companies, the Companys financial statements may not be comparable to the financial statements of companies that comply with public company effective dates. If the Company were to subsequently elect to instead comply with these public company effective dates, such election would be irrevocable pursuant to Section 107 of the JOBS Act. |
Non-controlling Interests | Non-controlling Interests The FASB issued authoritative guidance for non-controlling interests in December 2007, which establishes accounting and reporting standards for the non-controlling interest in a subsidiary and for the deconsolidation of a subsidiary. The guidance clarifies that a non-controlling interest in a subsidiary, which is sometimes referred to as an unconsolidated investment, is an ownership interest in the consolidated entity that should be reported as a component of equity in the consolidated financial statements. Among other requirements, the guidance requires consolidated net income to be reported at amounts attributable to both the parent and the non-controlling interest. It also requires disclosure, on the face of the consolidated income statement, of the amounts of consolidated net income attributable to the parent and to the non-controlling interest. |
Investments in Real Estate (Tab
Investments in Real Estate (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Banking and Thrift [Abstract] | |
Schedule Of Real Estate Properties | Property Location Date Acquired Property Type Investment Amount Size / Acreage # Spaces / Units Retail /Office Square Ft. % of Portfolio ** Ft. Lauderdale 208 SE 6th St, Ft Lauderdale, FL 7/31/2013 Parking Lot / Office Bldg. $3,409,000 .75 acre 66 4,061 4.94% Memphis Court 216 Court St, Memphis, TN 8/28/2013 Parking Lot $194,000 .41 acre 37 N/A 0.28% Memphis Poplar 212 Poplar Ave, Memphis, TN 8/28/2013 Parking Lot $2,693,000 .86 acre 125 N/A 3.87% Kansas City 1130 Holmes St, Kansas City, MO 8/28/2013 Parking Lot $1,550,000 1.18 acres 164 N/A 2.25% St. Louis 1300 Spruce St, St. Louis, MO 9/4/2013 Parking Lot $4,136,000 1.22 acres 179 N/A 2.33% Mabley Place * 400 Race Street, Cincinnati, OH 12/9/2014 Parking Facility $14,700,000 .91 acre 775 8,400 21.81% Denver Sherman 1963 Sherman Street, Denver, CO 1/26/2015 Parking Lot $585,000 .14 acre 28 N/A 0.85% Ft. Worth 814 Taylor Street, Fort Worth, Texas 3/16/2015 Parking Facility $23,336,000 1.18 acres 1,013 11,828 34.17% Milwaukee Old World 822 N. Old World Third Street, Milwaukee, WI 3/31/2015 Parking Lot $1,000,000 .27 acre 54 N/A 1.45% St. Louis Convention 1010 Convention Plaza , St. Louis, MO 5/31/2015 Parking Lot $2,575,000 1.26 acres 221 N/A 3.74% Houston Saks Garage 611 Fannin Street, Houston, Tx 5/28/2015 Parking Facility $8,375,000 .36 acre 265 5,000 12.18% St. Louis Lucas Lucas Ave, St. Louis, MO 6/29/2015 Parking Lot $3,463,000 1.07 acres 217 N/A 5.04% Milwaukee Wells 215 W. Wells Street, Milwaukee, WI 6/30/2015 Parking Lot $3,900,000 .95 acre 100 N/A 5.67% Wildwood NJ Lot I 400 East Magnolia Ave, Wildwood, NJ 7/10/2015 Parking Lot $970,000 .29 acre 29 N/A 1.41% Indy City Parking Garage 120 E. Washington Street, Indianapolis, IN 10/5/15 Parking Facility $10,500,000 .44 acre 370 N/A 9.62% KC Cherry Lot 1109 Cherry Street, Kansas City, MO 10/9/15 Parking Lot $515,000 .60 acre 84 N/A 0.47% Indy WA Street 301 E. Washington Street, Indianapolis, IN 10/29/15 Parking Lot $4,995,000 1.07 acres 150 N/A 4.57% Wildwood NJ Lot II 401 E. Glenwood Ave., Wildwood, NJ 12/16/15 Parking Lot $615,000 .31 acre 450 N/A 0.56% *MVP REIT owns 70%, MVP REIT Owns 100% in all other properties. ** Based on investment amount. Property Location Zoning Height Restriction Parking Tenant Lease Commencement Date Lease Term Ft. Lauderdale 208 SE 6th St, Ft Lauderdale, FL RAC-CC 150 Feet SP+ 02/01/14 5 yr. w/2 5 yr. ext. Memphis Court 216 Court St, Memphis, TN CBD Unlimited SP+ 03/14/12 2 Years remaining Memphis Poplar 212 Poplar Ave, Memphis, TN CBD Unlimited Best Park 03/01/14 5 yr. w/2 5 yr. ext. Kansas City 1130 Holmes St, Kansas City, MO B4-5 Unlimited SP+ 03/14/12 15 Years St. Louis 1300 Spruce St, St. Louis, MO I (CBD) 200 Feet SP+ 12/01/13 5 yr. w/2 5 yr. ext. Mabley Place 400 Race Street, Cincinnati, OH DD-A 510 Feet SP+ 12/09/14 10 Years Denver Sherman 1963 Sherman Street, Denver, CO CMX-16 200 Feet Denver SD 07/01/14 10 Years w/1 5 yr. ext. Ft. Worth 814 Taylor Street, Fort Worth, Texas CBD-H Unlimited SP+ 03/16/15 10 Years Milwaukee Old World 822 N. Old World Third Street, Milwaukee, WI C9-E 40 Feet SP+ 03/31/15 5 yr. w/1 5 yr. ext. St. Louis Convention 1010 Convention Plaza, St. Louis, MO I (CBD) 200 Feet SP+ 05/13/15 5 yr. w/1 5 yr. ext. Houston Saks Garage 611 Fannin Street, Houston, Tx N/A Unlimited iPark 05/28/15 10 yr. w/1 5 yr. ext. St. Louis Lucas Lucas Ave, St. Louis, MO I (CBD) 200 Feet SP+ 06/29/15 5 yr. w/1 5 yr. ext. Milwaukee Wells 215 W. Wells Street, Milwaukee, WI C9-E 40 Feet SP+ 06/30/15 10 Years Wildwood NJ Lot* 400 East Magnolia Ave, Wildwood, NJ T/E 35 feet SP+ 1/1/16 5 yr. w/1 5 yr. ext. Indy City Parking Garage 120 E. Washington Street, Indianapolis, IN CDB-1 RC 5 Stories ABM 10/5/15 5 yr. w/1 5 yr. ext. KC Cherry Lot 1109 Cherry Street, Kansas City, MO UR Per Plan SP+ 10/9/15 5 yr. w/1 5 yr. ext. Indy WA Street 301 E. Washington Street, Indianapolis, IN CBD-2 Unlimited Denison 10/30/15 10 Years Wildwood NJ Lot II 401 E. Glenwood Ave., Wildwood, NJ T/E 35 feet SP+ 1/1/16 5 yr. w/1 5 yr. ext. |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Business Combinations [Abstract] | ||
Acquisition Date Fair Value Of The Total Consideration Transferred | Assets Cash $ 101,000 Other assets 22,000 Land and improvements 6,275,000 Building and improvements 18,521,000 Tenant improvements 165,000 Total assets transferred 25,084,000 Liabilities Accounts payable and accrued liabilities 58,000 Notes payable 14,335,000 Total liabilities transferred 14,393,000 Acquisition-date fair value of the total consideration transferred $ 10,691,000 | |
Assets Acquired And Liabilities Assumed | Assets Liabilities Land and Improvements Building and improvements Total assets acquired Notes Payable Assumed Net assets and liabilities acquired Denver Sherman $ 585,000 $ -- $ 585,000 $ -- $ 585,000 Ft. Worth Taylor 5,834,000 17,502,000 23,336,000 12,180,000 11,156,000 Milwaukee Old World 1,000,000 -- 1,000,000 -- 1,000,000 St. Louis Convention Plaza 2,575,000 -- 2,575,000 -- 2,575,000 Houston Saks Garage 3,565,000 4,810,000 8,375,000 -- 8,375,000 St. Louis Lucas 3,463,000 -- 3,463,000 -- 3,463,000 Milwaukee Wells 3,900,000 -- 3,900,000 -- 3,900,000 Wildwood NJ Lot#1 970,000 -- 970,000 -- 970,000 Indy City Park 1,226,000 9,274,000 10,500,000 -- 10,500,000 KC Cherry Street 515,000 -- 515,000 -- 515,000 Indy WA Street 4,995,000 -- 4,995,000 -- 4,995,000 Wildwood NJ #2 615,000 -- 615,000 -- 615,000 $ 29,245,000 $ 31,586,000 $ 60,829,000 $ 12,180,000 $ 48,649,000 | Assets Acquired Assets Cash received $ 1,392,000 Other assets 171,000 Land and improvements 11,200,000 Building and improvements 736,000 49% Non-controlling interest portion of Red Mountain 1,208,000 Total assets acquired 14,707,000 Liabilities Accrued liabilities 10,000 Notes payable 4,278,000 Total liabilities assumed 4,288,000 Net assets acquired $ 10,419,000 |
Pro Forma Consolidated Results Of Operations | For the year ended December 31, 2015 For the year ended December 31, 2014 Revenues from continuing operations $ 6,534,000 $ 4,829,000 Net income (loss) available to common stockholders $ (75,000) 545,000 Net income (loss) available to common stockholders per share basic $ (0.01) $ 0.15 Net income (loss) available to common stockholders per share diluted $ (0.01) $ 0.15 | For the year ended December 31, 2014 For the year ended December 31, 2013 Revenues from continuing operations $ 2,494,000 $ 2,218,000 Net loss available to common stockholders $ (740,000) (3,539,000) Net loss available to common stockholders per share basic $ (0.20) $ (3.40) Net loss available to common stockholders per share diluted $ (0.20) $ (3.40) |
Revenue And Expenses Of Acquisitions Included In Consolidated Statement Of Operations | Revenue $ 2,328,000 Expenses (3,483,000) Net loss $ (1,105,000) | Revenue $ 658,000 Expenses (546,000) Net Income $ 112,000 |
Assets Held For Sale (Tables)
Assets Held For Sale (Tables) | 4 Months Ended | 8 Months Ended | 12 Months Ended | |
Apr. 30, 2014 | Aug. 29, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Abstract] | ||||
Summary Of Results Of Operations Related To Assets Held For Sale | January 1, 2014 through April 30, 2014 Revenue $ 792,000 Expenses (655,000) Net Income $ 137,000 | January 1, 2014 through Closing Date (July 31, 2014 and August 29, 2014) Revenue $ 1,794,000 Expenses (1,296,000) Net Income $ 498,000 | For The Year Ended December 31, 2015 Revenue $ 622,000 Expenses (408,000) Net Income $ 214,000 | For The Year Ended December 31, 2014 Revenue $ 1,067,000 Expenses (826,000) Net Income $ 241,000 |
Summary Of Net Assets Held For Sale | December 31, 2014 Assets: Current assets $ 20,000 Property and equipment, net 8,226,000 Other assets 67,000 Total assets $ 8,313,000 Liabilities: Accounts payable and accrued liabilities $ 123,000 Notes payable 4,316,000 Total liabilities 4,439,000 Net assets held for sale $ 3,874,000 |
Notes Payable (Tables)
Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Future Principal Payments On The Notes Payable | 2016 $ 735,000 2017 643,000 2018 676,000 2019 4,420,000 2020 627,000 Thereafter 21,610,000 Total $ 28,711,000 |
Schedule Of Debt | Property Location Current Loan Balance Interest Rate Loan Maturity Ft. Lauderdale 208 SE 6th St, Ft Lauderdale, FL $1,487,000 4.94% 2/1/2019 Memphis Court 216 Court St, Memphis, TN $139,000 4.94% 2/1/2019 Memphis Poplar 212 Poplar Ave, Memphis, TN $1,252,000 4.94% 2/1/2019 Kansas City 1130 Holmes St, Kansas City, MO N/A N/A N/A St. Louis 1300 Spruce St, St. Louis, MO $1,247,000 4.94% 2/1/2019 Mabley Place 400 Race Street, Cincinnati, OH $8,843,000 4.25% 12/26/2024 Denver Sherman 1963 Sherman Street, Denver, CO N/A N/A N/A Ft. Worth 814 Taylor Street, Fort Worth, Texas $11,965,000 5.59% 8/1/2021 Milwaukee Old World 822 N. Old World Third Street, Milwaukee, WI N/A N/A N/A St. Louis Convention 1010 Convention Plaza , St. Louis, MO N/A N/A N/A Houston Saks Garage 611 Fannin Street, Houston, Tx $3,616,000 4.25% N/A St. Louis Lucas Lucas Ave, St. Louis, MO N/A N/A N/A Milwaukee Wells 215 W. Wells Street, Milwaukee, WI N/A N/A N/A Wildwood NJ Lot 400 East Magnolia Ave, Wildwood, NJ N/A N/A N/A Indy Garage 120 E. Washington Street, Indianapolis, IN N/A N/A N/A KC Cherry Lot 1109 Cherry Street, Kansas City, MO N/A N/A N/A Indy Lot 301 E. Washington Street, Indianapolis, IN N/A N/A N/A Wildwood NJ Lot II 401 E. Glenwood Ave., Wildwood, NJ N/A N/A N/A Total $28,549,000 |
Income Tax (Tables)
Income Tax (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Tax Treatment of Distributions | 2015 2014 Ordinary $ -- $ -- Capital Gain - -- Return of Capital 4,315,000 2,016,000 $ 4,315,000 $ 2,016,000 |
Investments in Real Estate (Det
Investments in Real Estate (Detail) - Schedule of Real Estate Properties | 12 Months Ended |
Dec. 31, 2015USD ($)aft² | |
Ft. Lauderdale [Member] | |
Location | 208 SE 6th St, Ft Lauderdale, FL |
Date Acquired | 7/31/2013 |
Property Type | Parking Lot / Office Bldg. |
Investment Amount | $ | $ 3,409,000 |
Size / Acreage (ac) | a | 0.75 |
# Spaces / Units | 66 |
Parking Lot /Office (sq ft) | ft² | 4,061 |
Percentage of Portfolio (%) | 4.94% |
Zoning | RAC-CC |
Height Restriction | 150 Feet |
Parking Tenant | SP+ |
Lease Commencement Date | 2/1/2014 |
Lease Term | 5 yr. w/2 5 yr. ext. |
Memphis Court [Member] | |
Location | 216 Court St, Memphis, TN |
Date Acquired | 8/28/2013 |
Property Type | Parking Lot |
Investment Amount | $ | $ 194,000 |
Size / Acreage (ac) | a | 0.41 |
# Spaces / Units | 37 |
Percentage of Portfolio (%) | 0.28% |
Zoning | CBD |
Height Restriction | Unlimited |
Parking Tenant | SP+ |
Lease Commencement Date | 3/14/2012 |
Lease Term | 2 Years remaining |
Memphis Poplar [Member] | |
Location | 212 Poplar Ave, Memphis, TN |
Date Acquired | 8/28/2013 |
Property Type | Parking Lot |
Investment Amount | $ | $ 2,693,000 |
Size / Acreage (ac) | a | 0.86 |
# Spaces / Units | 125 |
Percentage of Portfolio (%) | 3.87% |
Zoning | CBD |
Height Restriction | Unlimited |
Parking Tenant | Best Park |
Lease Commencement Date | 3/1/2014 |
Lease Term | 5 yr. w/2 5 yr. ext. |
Kansas City [Member] | |
Location | 1130 Holmes St, Kansas City, MO |
Date Acquired | 8/28/2013 |
Property Type | Parking Lot |
Investment Amount | $ | $ 1,550,000 |
Size / Acreage (ac) | a | 1.18 |
# Spaces / Units | 164 |
Percentage of Portfolio (%) | 2.25% |
Zoning | B4-5 |
Height Restriction | Unlimited |
Parking Tenant | SP+ |
Lease Commencement Date | 3/14/2012 |
Lease Term | 15 Years |
St. Louis [Member] | |
Location | 1300 Spruce St, St. Louis, MO |
Date Acquired | 9/4/2013 |
Property Type | Parking Lot |
Investment Amount | $ | $ 4,136,000 |
Size / Acreage (ac) | a | 1.22 |
# Spaces / Units | 179 |
Percentage of Portfolio (%) | 2.33% |
Zoning | I (CBD) |
Height Restriction | 200 Feet |
Parking Tenant | SP+ |
Lease Commencement Date | 12/1/2013 |
Lease Term | 5 yr. w/2 5 yr. ext. |
Mabley Place [Member] | |
Location | 400 Race Street, Cincinnati, OH |
Date Acquired | 12/9/2014 |
Property Type | Parking Facility |
Investment Amount | $ | $ 14,700,000 |
Size / Acreage (ac) | a | 0.91 |
# Spaces / Units | 775 |
Parking Lot /Office (sq ft) | ft² | 8,400 |
Percentage of Portfolio (%) | 21.81% |
Zoning | DD-A |
Height Restriction | 510 Feet |
Parking Tenant | SP+ |
Lease Commencement Date | 12/9/2014 |
Lease Term | 10 Years |
Denver Sherman [Member] | |
Location | 1963 Sherman Street, Denver, CO |
Date Acquired | 1/26/2015 |
Property Type | Parking Lot |
Investment Amount | $ | $ 585,000 |
Size / Acreage (ac) | a | 0.14 |
# Spaces / Units | 28 |
Percentage of Portfolio (%) | 0.85% |
Zoning | CMX16 |
Height Restriction | 200 Feet |
Parking Tenant | Denver SD |
Lease Commencement Date | 7/1/2014 |
Lease Term | 10 Years w/1 5 yr. ext. |
Ft. Worth Taylor [Member] | |
Location | 814 Taylor Street, Fort Worth, Texas |
Date Acquired | 3/16/2015 |
Property Type | Parking Facility |
Investment Amount | $ | $ 23,336,000 |
Size / Acreage (ac) | a | 1.18 |
# Spaces / Units | 1,013 |
Parking Lot /Office (sq ft) | ft² | 11,828 |
Percentage of Portfolio (%) | 34.17% |
Zoning | CBD-H |
Height Restriction | Unlimited |
Parking Tenant | SP+ |
Lease Commencement Date | 3/16/2015 |
Lease Term | 10 Years |
Milwaukee Old World [Member] | |
Location | 822 N. Old World Third Street, Milwaukee, WI |
Date Acquired | 3/31/2015 |
Property Type | Parking Lot |
Investment Amount | $ | $ 1,000,000 |
Size / Acreage (ac) | a | 0.27 |
# Spaces / Units | 54 |
Percentage of Portfolio (%) | 1.45% |
Zoning | C9-E |
Height Restriction | 40 Feet |
Parking Tenant | SP+ |
Lease Commencement Date | 3/31/2015 |
Lease Term | 5 yr. w/1 5 yr. ext. |
St. Louis Convention Plaza [Member] | |
Location | 1010 Convention Plaza , St. Louis, MO |
Date Acquired | 5/31/2015 |
Property Type | Parking Lot |
Investment Amount | $ | $ 2,575,000 |
Size / Acreage (ac) | a | 1.26 |
# Spaces / Units | 221 |
Percentage of Portfolio (%) | 3.74% |
Zoning | I (CBD) |
Height Restriction | 200 Feet |
Parking Tenant | SP+ |
Lease Commencement Date | 5/13/2015 |
Lease Term | 5 yr. w/1 5 yr. ext. |
Houston Saks Garage [Member] | |
Location | 611 Fannin Street, Houston, Tx |
Date Acquired | 5/28/2015 |
Property Type | Parking Facility |
Investment Amount | $ | $ 8,375,000 |
Size / Acreage (ac) | a | 0.36 |
# Spaces / Units | 265 |
Parking Lot /Office (sq ft) | ft² | 5,000 |
Percentage of Portfolio (%) | 12.18% |
Zoning | N/A |
Height Restriction | Unlimited |
Parking Tenant | iPark |
Lease Commencement Date | 5/28/2015 |
Lease Term | 10 yr. w/1 5 yr. ext. |
St. Louis Lucas [Member] | |
Location | Lucas Ave, St. Louis, MO |
Date Acquired | 6/29/2015 |
Property Type | Parking Lot |
Investment Amount | $ | $ 3,463,000 |
Size / Acreage (ac) | a | 1.07 |
# Spaces / Units | 217 |
Percentage of Portfolio (%) | 5.04% |
Zoning | I (CBD) |
Height Restriction | 200 Feet |
Parking Tenant | SP+ |
Lease Commencement Date | 6/29/2015 |
Lease Term | 5 yr. w/1 5 yr. ext. |
Milwaukee Wells [Member] | |
Location | 215 W. Wells Street, Milwaukee, WI |
Date Acquired | 6/30/2015 |
Property Type | Parking Lot |
Investment Amount | $ | $ 3,900,000 |
Size / Acreage (ac) | a | 0.95 |
# Spaces / Units | 100 |
Percentage of Portfolio (%) | 5.67% |
Zoning | C9-E |
Height Restriction | 40 Feet |
Parking Tenant | SP+ |
Lease Commencement Date | 6/30/2015 |
Lease Term | 10 Years |
Wildwood NJ Lot [Member] | |
Location | 400 East Magnolia Ave, Wildwood, NJ |
Date Acquired | 7/10/2015 |
Property Type | Parking Lot |
Investment Amount | $ | $ 970,000 |
Size / Acreage (ac) | a | 0.29 |
# Spaces / Units | 29 |
Percentage of Portfolio (%) | 1.41% |
Zoning | T/E |
Height Restriction | 35 feet |
Parking Tenant | SP+ |
Lease Commencement Date | 1/1/2016 |
Lease Term | 5 yr. w/1 5 yr. ext. |
Indy City Parking Garage [Member] | |
Location | 120 E. Washington Street, Indianapolis, IN |
Date Acquired | 10/5/2015 |
Property Type | Parking Facility |
Investment Amount | $ | $ 10,500,000 |
Size / Acreage (ac) | a | 0.44 |
# Spaces / Units | 370 |
Percentage of Portfolio (%) | 9.62% |
Zoning | CDB-1 RC |
Height Restriction | 5 Stories |
Parking Tenant | ABM |
Lease Commencement Date | 10/5/2015 |
Lease Term | 5 yr. w/1 5 yr. ext. |
KC Cherry Lot [Member] | |
Location | 1109 Cherry Street, Kansas City, MO |
Date Acquired | 10/9/2015 |
Property Type | Parking Lot |
Investment Amount | $ | $ 515,000 |
Size / Acreage (ac) | a | 0.6 |
# Spaces / Units | 84 |
Percentage of Portfolio (%) | 0.47% |
Zoning | UR |
Height Restriction | Per Plan |
Parking Tenant | SP+ |
Lease Commencement Date | 10/9/2015 |
Lease Term | 5 yr. w/1 5 yr. ext. |
Indy WA Street [Member] | |
Location | 301 E. Washington Street, Indianapolis, IN |
Date Acquired | 10/29/2015 |
Property Type | Parking Lot |
Investment Amount | $ | $ 4,995,000 |
Size / Acreage (ac) | a | 1.07 |
# Spaces / Units | 150 |
Percentage of Portfolio (%) | 4.57% |
Zoning | CBD2 |
Height Restriction | Unlimited |
Parking Tenant | Denison |
Lease Commencement Date | 10/30/2015 |
Lease Term | 10 Years |
Wildwood NJ Lot II [Member] | |
Location | 401 E. Glenwood Ave., Wildwood, NJ |
Date Acquired | 12/16/2015 |
Property Type | Parking Lot |
Investment Amount | $ | $ 615,000 |
Size / Acreage (ac) | a | 0.31 |
# Spaces / Units | 450 |
Percentage of Portfolio (%) | 0.56% |
Zoning | T/E |
Height Restriction | 35 feet |
Parking Tenant | SP+ |
Lease Commencement Date | 1/1/2016 |
Lease Term | 5 yr. w/1 5 yr. ext. |
Acquisitions (Detail) - Assets
Acquisitions (Detail) - Assets Acquired And Liabilities Assumed 2015 - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Assets | ||
Land and improvements | $ 11,200,000 | |
Building and improvements | 736,000 | |
Total assets acquired | 14,707,000 | |
Liabilities | ||
Net assets and liabilities acquired | $ 10,419,000 | |
Denver Sherman [Member] | ||
Assets | ||
Land and improvements | $ 585,000 | |
Building and improvements | ||
Total assets acquired | $ 585,000 | |
Liabilities | ||
Notes Payable Assumed | ||
Net assets and liabilities acquired | $ 585,000 | |
Ft. Worth Taylor [Member] | ||
Assets | ||
Land and improvements | 5,834,000 | |
Building and improvements | 17,502,000 | |
Total assets acquired | 23,336,000 | |
Liabilities | ||
Notes Payable Assumed | 12,180,000 | |
Net assets and liabilities acquired | 11,156,000 | |
Milwaukee Old World [Member] | ||
Assets | ||
Land and improvements | $ 1,000,000 | |
Building and improvements | ||
Total assets acquired | $ 1,000,000 | |
Liabilities | ||
Notes Payable Assumed | ||
Net assets and liabilities acquired | $ 1,000,000 | |
St. Louis Convention Plaza [Member] | ||
Assets | ||
Land and improvements | $ 2,575,000 | |
Building and improvements | ||
Total assets acquired | $ 2,575,000 | |
Liabilities | ||
Notes Payable Assumed | ||
Net assets and liabilities acquired | $ 2,575,000 | |
Houston Saks Garage [Member] | ||
Assets | ||
Land and improvements | 3,565,000 | |
Building and improvements | 4,810,000 | |
Total assets acquired | $ 8,375,000 | |
Liabilities | ||
Notes Payable Assumed | ||
Net assets and liabilities acquired | $ 8,375,000 | |
St. Louis Lucas [Member] | ||
Assets | ||
Land and improvements | $ 3,463,000 | |
Building and improvements | ||
Total assets acquired | $ 3,463,000 | |
Liabilities | ||
Notes Payable Assumed | ||
Net assets and liabilities acquired | $ 3,463,000 | |
Milwaukee Wells [Member] | ||
Assets | ||
Land and improvements | $ 3,900,000 | |
Building and improvements | ||
Total assets acquired | $ 3,900,000 | |
Liabilities | ||
Notes Payable Assumed | ||
Net assets and liabilities acquired | $ 3,900,000 | |
Wildwood NJ Lot#1 [Member] | ||
Assets | ||
Land and improvements | $ 970,000 | |
Building and improvements | ||
Total assets acquired | $ 970,000 | |
Liabilities | ||
Notes Payable Assumed | ||
Net assets and liabilities acquired | $ 970,000 | |
Indy City Park [Member] | ||
Assets | ||
Land and improvements | 1,226,000 | |
Building and improvements | 9,274,000 | |
Total assets acquired | $ 10,500,000 | |
Liabilities | ||
Notes Payable Assumed | ||
Net assets and liabilities acquired | $ 10,500,000 | |
KC Cherry Street [Member] | ||
Assets | ||
Land and improvements | $ 515,000 | |
Building and improvements | ||
Total assets acquired | $ 515,000 | |
Liabilities | ||
Notes Payable Assumed | ||
Net assets and liabilities acquired | $ 515,000 | |
Indy WA Street [Member] | ||
Assets | ||
Land and improvements | $ 4,995,000 | |
Building and improvements | ||
Total assets acquired | $ 4,995,000 | |
Liabilities | ||
Notes Payable Assumed | ||
Net assets and liabilities acquired | $ 4,995,000 | |
Wildwood NJ #2 [Member] | ||
Assets | ||
Land and improvements | $ 615,000 | |
Building and improvements | ||
Total assets acquired | $ 615,000 | |
Liabilities | ||
Notes Payable Assumed | ||
Net assets and liabilities acquired | $ 615,000 | |
Total [Member] | ||
Assets | ||
Land and improvements | 29,245,000 | |
Building and improvements | 31,586,000 | |
Total assets acquired | 60,829,000 | |
Liabilities | ||
Notes Payable Assumed | 12,180,000 | |
Net assets and liabilities acquired | $ 48,649,000 |
Acquisitions (Detail) - Pro For
Acquisitions (Detail) - Pro Forma Consolidated Results Of Operations 2015 - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Business Combinations [Abstract] | ||
Revenues from continuing operations | $ 6,534,000 | $ 4,829,000 |
Net income (loss) available to common stockholders | $ (75,000) | $ 545,000 |
Net income (loss) available to common stockholders per share - basic | $ (0.01) | $ 0.15 |
Net income (loss) available to common stockholders per share - diluted | $ (0.01) | $ 0.15 |
Acquisitions (Detail) - Revenue
Acquisitions (Detail) - Revenue And Expenses Of Acquisitions Included In Consolidated Statement Of Operations 2015 - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Business Combinations [Abstract] | ||
Revenue | $ 2,328,000 | $ 658,000 |
Expenses | (3,483,000) | (546,000) |
Net loss | $ (1,105,000) | $ 112,000 |
Acquisitions (Detail) - Acquisi
Acquisitions (Detail) - Acquisition Date Fair Value Of The Total Consideration Transferred - USD ($) | Dec. 31, 2014 | Apr. 30, 2014 |
Assets | ||
Cash | $ 1,392,000 | |
Other assets | 171,000 | |
Land and improvements | 11,200,000 | |
Building and improvements | 736,000 | |
Total assets transferred | 14,707,000 | |
Liabilities | ||
Notes payable | 4,278,000 | |
Total liabilities transferred | 4,288,000 | |
Acquisition-date fair value of the total consideration transferred | $ 10,419,000 | |
Fair Value Transferred [Member] | ||
Assets | ||
Cash | $ 101,000 | |
Other assets | 23,000 | |
Land and improvements | 6,275,000 | |
Building and improvements | 18,521,000 | |
Tenant improvements | 165,000 | |
Total assets transferred | 25,085,000 | |
Liabilities | ||
Accounts payable and accrued liabilities | 58,000 | |
Notes payable | 14,335,000 | |
Total liabilities transferred | 14,393,000 | |
Acquisition-date fair value of the total consideration transferred | $ 10,692,000 |
Acquisitions (Detail) - Asset31
Acquisitions (Detail) - Assets Acquired And Liabilities Assumed 2014 | Dec. 31, 2014USD ($) |
Assets | |
Cash received | $ 1,392,000 |
Other assets | 171,000 |
Land and improvements | 11,200,000 |
Building and improvements | 736,000 |
49% Non-controlling interest portion of Red Mountain | 1,208,000 |
Total assets acquired | 14,707,000 |
Liabilities | |
Accrued liabilities | 10,000 |
Notes payable | 4,278,000 |
Total liabilities assumed | 4,288,000 |
Net assets acquired | $ 10,419,000 |
Acquisitions (Detail) - Pro F32
Acquisitions (Detail) - Pro Forma Consolidated Results Of Operations 2014 - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues from continuing operations | $ 6,534,000 | $ 4,829,000 | |
Net loss available to common stockholders | $ (75,000) | $ 545,000 | |
Net loss available to common stockholders per share - basic | $ (0.01) | $ 0.15 | |
Net loss available to common stockholders per share - diluted | $ (0.01) | $ 0.15 | |
2014 Properties [Member] | |||
Revenues from continuing operations | $ 2,494,000 | ||
Net loss available to common stockholders | $ (740,000) | ||
Net loss available to common stockholders per share - basic | $ (0.2) | ||
Net loss available to common stockholders per share - diluted | $ (0.2) | ||
2013 Properties [Member] | |||
Revenues from continuing operations | $ 2,218,000 | ||
Net loss available to common stockholders | $ (3,539,000) | ||
Net loss available to common stockholders per share - basic | $ (3.4) | ||
Net loss available to common stockholders per share - diluted | $ (3.4) |
Acquisitions (Detail) - Reven33
Acquisitions (Detail) - Revenue And Expenses Of Acquisitions Included In Consolidated Statement Of Operations 2014 - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Business Combinations [Abstract] | ||
Revenue | $ 2,328,000 | $ 658,000 |
Expenses | (3,483,000) | (546,000) |
Net loss | $ (1,105,000) | $ 112,000 |
Assets Held For Sale (Detail) -
Assets Held For Sale (Detail) - Summary Of Results Of Operations Related To Assets Held For Sale - USD ($) | 4 Months Ended | 8 Months Ended | 12 Months Ended | |
Apr. 30, 2014 | Aug. 29, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Abstract] | ||||
Revenue | $ 792,000 | $ 1,794,000 | $ 622,000 | $ 1,067,000 |
Expenses | (655,000) | (1,296,000) | (408,000) | (826,000) |
Net Income | $ 137,000 | $ 498,000 | $ 214,000 | $ 241,000 |
Assets Held For Sale (Detail)35
Assets Held For Sale (Detail) - Summary Of Net Assets Held For Sale | Dec. 31, 2014USD ($) |
Assets: | |
Current assets | $ 20,000 |
Property and equipment | 8,226,000 |
Other assets | 67,000 |
Total assets | 8,313,000 |
Liabilities: | |
Accounts payable and accrued liabilities | 123,000 |
Notes payable | 4,316,000 |
Total liabilities | 4,439,000 |
Net assets held for sale | $ 3,874,000 |
Notes Payable (Detail) - Future
Notes Payable (Detail) - Future Principal Payments On The Notes Payable | Dec. 31, 2015USD ($) |
2016 [Member] | |
Principal Payments | $ 735,000 |
2017 [Member] | |
Principal Payments | 643,000 |
2018 [Member] | |
Principal Payments | 676,000 |
2019 [Member] | |
Principal Payments | 4,420,000 |
2020 [Member] | |
Principal Payments | 627,000 |
Thereafter [Member] | |
Principal Payments | 21,610,000 |
Total [Member] | |
Principal Payments | $ 28,711,000 |
Notes Payable (Detail) - Schedu
Notes Payable (Detail) - Schedule of Debt - USD ($) | 1 Months Ended | 12 Months Ended | |||||
Aug. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Jan. 31, 2014 | Sep. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2015 | |
Interest Rate | 4.25% | 5.59% | 4.25% | 4.94% | 4.35% | 4.66% | |
Loan Maturity | Aug. 31, 2025 | Aug. 31, 2021 | Dec. 31, 2024 | Feb. 28, 2019 | Oct. 31, 2020 | Apr. 30, 2023 | |
Ft. Lauderdale [Member] | |||||||
Location | 208 SE 6th St, Ft Lauderdale, FL | ||||||
Current Loan Balance | $ 1,487,000 | ||||||
Interest Rate | 4.94% | ||||||
Loan Maturity | Feb. 1, 2019 | ||||||
Memphis Court [Member] | |||||||
Location | 216 Court St, Memphis, TN | ||||||
Current Loan Balance | $ 139,000 | ||||||
Interest Rate | 4.94% | ||||||
Loan Maturity | Feb. 1, 2019 | ||||||
Memphis Poplar [Member] | |||||||
Location | 212 Poplar Ave, Memphis, TN | ||||||
Current Loan Balance | $ 1,252,000 | ||||||
Interest Rate | 4.94% | ||||||
Loan Maturity | Feb. 1, 2019 | ||||||
Kansas City [Member] | |||||||
Location | 1130 Holmes St, Kansas City, MO | ||||||
St. Louis [Member] | |||||||
Location | 1300 Spruce St, St. Louis, MO | ||||||
Current Loan Balance | $ 1,247,000 | ||||||
Interest Rate | 4.94% | ||||||
Loan Maturity | Feb. 1, 2019 | ||||||
Mabley Place [Member] | |||||||
Location | 400 Race Street, Cincinnati, OH | ||||||
Current Loan Balance | $ 8,843,000 | ||||||
Interest Rate | 4.25% | ||||||
Loan Maturity | Dec. 26, 2024 | ||||||
Denver Sherman [Member] | |||||||
Location | 1963 Sherman Street, Denver, CO | ||||||
Ft. Worth [Member] | |||||||
Location | 814 Taylor Street, Fort Worth, Texas | ||||||
Current Loan Balance | $ 11,965,000 | ||||||
Interest Rate | 5.59% | ||||||
Loan Maturity | Aug. 1, 2021 | ||||||
Milwaukee Old World [Member] | |||||||
Location | 822 N. Old World Third Street, Milwaukee, WI | ||||||
St. Louis Convention [Member] | |||||||
Location | 1010 Convention Plaza , St. Louis, MO | ||||||
Houston Saks Garage [Member] | |||||||
Location | 611 Fannin Street, Houston, Tx | ||||||
Current Loan Balance | $ 3,616,000 | ||||||
Interest Rate | 4.25% | ||||||
St. Louis Lucas [Member] | |||||||
Location | Lucas Ave, St. Louis, MO | ||||||
Milwaukee Wells [Member] | |||||||
Location | 215 W. Wells Street, Milwaukee, WI | ||||||
Wildwood NJ Lot [Member] | |||||||
Location | 400 East Magnolia Ave, Wildwood, NJ | ||||||
Indy Garage [Member] | |||||||
Location | 120 E. Washington Street, Indianapolis, IN | ||||||
KC Cherry Lot [Member] | |||||||
Location | 1109 Cherry Street, Kansas City, MO | ||||||
Indy Lot [Member] | |||||||
Location | 301 E. Washington Street, Indianapolis, IN | ||||||
Wildwood NJ II [Member] | |||||||
Location | 401 E. Glenwood Ave., Wildwood, NJ | ||||||
Total [Member] | |||||||
Current Loan Balance | $ 28,549,000 |
Income Tax (Detail) - Tax Treat
Income Tax (Detail) - Tax Treatment of Distributions - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||
Ordinary Income | ||
Capital Gain | ||
Return Of Capital | $ 4,315,000 | $ 2,016,000 |
Total | $ 4,315,000 | $ 2,016,000 |
Organization, Proposed Busine39
Organization, Proposed Business Operations and Capitalization (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Shares Outstanding | 11,002,902 | |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Distribution Reinvestment Plan, share value | $ 50,000,000 | |
Shares Sold, net of commissions, value | 97,300,000 | |
Share Value Used to Buy Property | $ 19,500,000 | |
Non Voting Non Participating Convertible Stock Value | ||
Shares Outstanding | 1,000 | |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Summary of Significant Accoun40
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Acquisition expenses | $ 678,000 | $ 235,000 |
Acquisition expenses - related party | $ 2,649,000 | 1,898,000 |
Federal Deposit Insurance Company (FDIC) Insurance Limit | The balances are insured by the Federal Deposit Insurance Corporation under the same ownership category up to at least $250,000. | |
Cash In Excess Of The Federally Insured Limits | $ 9,100,000 | $ 13,300,000 |
Advertising Costs | ||
Investment In Real Property [Member] | ||
Concentration Risk Percentage | 100.00% |
Related Party Transactions an41
Related Party Transactions and Arrangements (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Accounting fees | $ 140,000 | $ 13,000 |
Commissions Paid | $ 600,000 | |
Shares Outstanding | 11,002,902 | |
Debt Financing Fees | $ 66,000 | $ 29,000 |
Disposition Fees | ||
Non Voting Non Participating Convertible Stock Value | ||
Shares Outstanding | 1,000 | |
VRM I [Member] | ||
Shares Outstanding | 71,112 | |
VF III [Member] | ||
Shares Outstanding | 34,297 | |
JNL Parking [Member] | ||
Shares Outstanding | 40,857 | |
Advisor [Member] | Non Voting Non Participating Convertible Stock Value | ||
Shares Outstanding | 1,000 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details Narrative) | 12 Months Ended |
Dec. 31, 2015shares | |
Equity [Abstract] | |
Stock Options Granted Percentage Limit | 10.00% |
Aggregate Maximum Number of Shares Under Incentive Plan | 300,000 |
Acquisitions (Details Narrative
Acquisitions (Details Narrative) | 12 Months Ended | |
Dec. 31, 2015USD ($)aft² | Dec. 31, 2014USD ($) | |
Rental revenue | $ 4,650,000 | $ 658,000 |
2014 Acquisitions | ||
Guaranteed Real Estate Rate of Return - Related Parties | 7.50% | |
Acquisition expense - related party | $ 1,336,000 | |
VRM I [Member] | ||
2014 Acquisitions | ||
Acquisition expense - related party | 200,000 | |
VRM II [Member] | ||
2014 Acquisitions | ||
Acquisition expense - related party | $ 300,000 | |
Denver Sherman [Member] | ||
Date of Acquisition | Jan. 26, 2015 | |
Purchase Price | $ 600,000 | |
Size / Acreage (ac) | a | 0.14 | |
# Spaces / Units | 28 | |
Assumption of Existing Financing, amount | $ 12,200,000 | |
Assumption of Existing Financing, interest rate | 5.59% | |
Assumption of Existing Financing, maturity date | Aug. 31, 2021 | |
Lease Arrangement | The parking lot is leased to the City of Denver School District Number 1. | |
Ft. Worth Taylor [Member] | ||
Date of Acquisition | Mar. 16, 2015 | |
Purchase Price | $ 23,300,000 | |
Parking Lot /Office (sq ft) | ft² | 11,828 | |
# Spaces / Units | 1,013 | |
Lease Arrangement | The parking garage is leased to SP Plus Corporation. | |
Milwaukee Old World [Member] | ||
Date of Acquisition | Mar. 31, 2015 | |
Purchase Price | $ 1,000,000 | |
# Spaces / Units | 54 | |
St. Louis Convention Plaza [Member] | ||
Date of Acquisition | May 13, 2015 | |
Purchase Price | $ 2,600,000 | |
Parking Lot /Office (sq ft) | ft² | 55,021 | |
# Spaces / Units | 221 | |
Lease Arrangement | The parking garage is leased to SP Plus Corporation. | |
Houston Saks Garage [Member] | ||
Date of Acquisition | May 28, 2015 | |
Purchase Price | $ 8,400,000 | |
Parking Lot /Office (sq ft) | ft² | 90,750 | |
# Spaces / Units | 265 | |
Lease Arrangement | The parking garage is leased to iPark Services, LLC. | |
St. Louis Lucas [Member] | ||
Date of Acquisition | Jun. 29, 2015 | |
Purchase Price | $ 3,500,000 | |
Parking Lot /Office (sq ft) | ft² | 46,683 | |
# Spaces / Units | 217 | |
Rental revenue | $ 220,000 | |
Lease Arrangement | The parking lot is leased by SP Plus Corporation under a NN lease, whereby the Company is responsible to pay property taxes. SP Plus pays annual rent of $220,000. In addition, the lease provides revenue participation with MVP receiving 65% of gross receipts between $325,000 and $395,000 and 50% of Gross Receipts in excess of $395,001. The term of the lease is for 5 years. | |
Milwaukee Wells [Member] | ||
Date of Acquisition | Jun. 30, 2015 | |
Purchase Price | $ 3,900,000 | |
Parking Lot /Office (sq ft) | ft² | 41,487 | |
# Spaces / Units | 100 | |
Rental revenue | $ 280,000 | |
Lease Arrangement | The parking lot is leased by PCAM, LLC, an independent parking operator, under a NNN lease. PCAM pays annual rent of $280,000. In addition, the lease provides revenue participation with MVP receiving 50% of gross receipts over a contractual threshold of $710,000. The term of the lease is for 10 years. As additional consideration for the purchase of the parking lot, the Company and PCAM have entered into a participation agreement, wherein, PCAM shall be entitled to 25% of the net proceeds in excess of $3.9 million in cash upon sale of property. | |
Wildwood NJ Lot [Member] | ||
Date of Acquisition | Jul. 10, 2015 | |
Purchase Price | $ 1,000,000 | |
Parking Lot /Office (sq ft) | ft² | 11,250 | |
# Spaces / Units | 29 | |
Wildwood NJ Lot [Member] | "parking lot #2" [Member] | ||
Date of Acquisition | Dec. 16, 2015 | |
Purchase Price | $ 600,000 | |
Parking Lot /Office (sq ft) | ft² | 13,500 | |
# Spaces / Units | 46 | |
Indy City Parking Garage [Member] | ||
Date of Acquisition | Oct. 5, 2015 | |
Purchase Price | $ 10,500,000 | |
Parking Lot /Office (sq ft) | ft² | 52,650 | |
# Spaces / Units | 370 | |
Lease Arrangement | The parking garage will be leased by ABM Onsite Services - Midwest, Inc., a subsidiary of ABM Industries, Inc., which trades on the New York Stock Exchange as ticker symbol "ABM". | |
KC Cherry Lot [Member] | ||
Date of Acquisition | Oct. 9, 2015 | |
Purchase Price | $ 515,000 | |
Parking Lot /Office (sq ft) | ft² | 26,304 | |
# Spaces / Units | 84 | |
Lease Arrangement | The parking lot will be leased by SP Plus Corporation ("SP Plus"), a national parking operator. | |
Indy WA Street [Member] | ||
Date of Acquisition | Oct. 29, 2015 | |
Purchase Price | $ 5,000,000 | |
Parking Lot /Office (sq ft) | ft² | 46,403 | |
# Spaces / Units | 149 | |
Lease Arrangement | The parking lot will be leased by Denison Parking Inc., an Indianapolis parking operator. |
Assets held for sale (Details N
Assets held for sale (Details Narrative) - USD ($) | May. 06, 2015 | Oct. 29, 2015 |
Storage Unit in Nevada [Member] | ||
Proceeds from Sale | $ 5,400,000 | |
Proceeds Used to Pay Promissory Note | $ 2,600,000 | |
Storage Unit in Cedar Park, TX [Member] | ||
Proceeds from Sale | $ 4,300,000 | |
Proceeds Used to Pay Promissory Note | 2,600,000 | |
Gain/Loss on Sale | $ 1,000,000 |
Notes Payable (Details Narrativ
Notes Payable (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | ||||||
Aug. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Jan. 31, 2014 | Sep. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | |
Debt Disclosure [Abstract] | ||||||||
Face Amount of Note | $ 3,700,000 | $ 12,200,000 | $ 9,000,000 | $ 4,300,000 | $ 2,700,000 | $ 1,800,000 | $ 9,000,000 | |
Term | 10 years | 7 years | ||||||
Interest Rate, Stated Percentage | 4.25% | 5.59% | 4.25% | 4.94% | 4.35% | 4.66% | 4.25% | |
Collateral | by real property located in Houston, Texas | collateralized by real property located in Ft. Worth, Texas | is secured by the property | secured by four parking facilities | collateralized by real property located in Las Vegas, Nevada | collateralized by real property located in Cedar Park, Texas | ||
Frequency of Periodic Payment | Monthly | Monthly | Monthly | Monthly | Monthly | Monthly | ||
Periodic Payment | $ 30,000 | $ 78,000 | $ 44,000 | $ 25,000 | $ 15,000 | $ 10,000 | ||
Maturity Date | Aug. 31, 2025 | Aug. 31, 2021 | Dec. 31, 2024 | Feb. 28, 2019 | Oct. 31, 2020 | Apr. 30, 2023 | ||
Lump Sum Payment | $ 1,300,000 | |||||||
Debt Redemption | This loan was paid in full in May 2015 through the sale of the property. | |||||||
Interest Expense | $ 1,300,000 | $ 100,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) | 1 Months Ended | ||
Mar. 28, 2016 | Feb. 29, 2016 | Jan. 31, 2016 | |
Repurchase Request [Member] | |||
Event Date | Mar. 28, 2016 | ||
Event Description | As of the date of this filing, the Company has received additional requests for repurchase of 16,469 shares which exceed the amount allowable for 2015 repurchase by $147,144. April 2016 will be the next date shares are available for repurchase. | ||
Joint Venture [Member] | |||
Event Date | Jan. 2, 2016 | ||
Event Description | On January 2, 2016, the Company has entered into a joint venture with MVP REIT II, Inc. to purchase the membership interests of an entity that owns two parking lots located in Minneapo1is for a purchase price of approximately $15,495,000 plus closing costs. The purchase shall be accomplished through a limited liability company owned jointly by the Company and MVP REIT II, Inc (collectively, "MVP"). The Company's share of the purchase price is approximately $13,495,000 plus closing costs and the Company will own a 87.09% interest in the limited liability company. The first parking lot is located at 1022 Hennepin Avenue (the "Hennepin lot"). The Hennepin lot consists of approximately 90,658 square feet and has approximately 270 parking spaces. The second parking lot is located at 41 10th Street North (the "10th Street lot"). The 10th street lot consists of approximately 107,952 square feet and has approximately 185 parking spaces. Both the Hennepin lot and 10th Street lot will be leased by SP Plus, a Delaware parking operator, under a net lease agreement where MVP will be responsible for property taxes and SP Plus will pay for all insurance and maintenance costs. | ||
Closed On The Purchase [Member] | |||
Event Date | Jan. 15, 2016 | ||
Event Description | On January 15, 2016, the Company through its wholly owned entity MVP Indianapolis Meridian Lot, LLC, a Nevada limited liability company, Closed On The Purchase of a parking lot for approximately $1.665 million. The property is located at 239 S. Meridian Street, Indianapolis, Indiana (the "parking lot"). The parking lot consists of approximately 10,290 square feet and has approximately 39 parking spaces. The parking lot is leased to Denison Parking, Inc., an Indianapolis parking operator. | ||
Purchased A Parking Lot [Member] | |||
Event Date | Feb. 1, 2016 | ||
Event Description | On February 1, 2016, the Company purchased a parking lot for approximately $3.9 million in cash. The property is located at 1124 N. Old World Third Street, Milwaukee, Wisconsin (the "parking lot"). The parking lot consists of 38,606.50 square feet and has 75 parking spaces. The parking lot is leased by SP Plus Corporation ("SP Plus"), a national parking operator. | ||
Two Loans [Member] | |||
Event Date | Jan. 20, 2016 | ||
Event Description | On January 20, 2016, MVP REIT, INC ("MVP") through various wholly owned subsidiaries entered into two loans with Keybank. The first loan is an $8,580,000 loan secured by the following properties in Indianapolis: 110-120 E. Washington Street, and 301 E. Washington Street. The loan has a term of 10 years, is amortized over 25 years and has an interest rate of 4.59% per annum. The second loan is a $3,490,000 loan secured by the following properties in Missouri: 1010 Convention Plaza, St. Louis, 901, 909, 925 Lucas Avenue and 900, 908, 910 & 916 Convention Plaza, St. Louis and 1109 Cherry Street, Kansas City. The loan has a term of 10 years, is amortized over 25 years and has an interest rate of 4.59% per annum. | ||
Purchase Of A Parking Lot [Member] | |||
Event Date | Feb. 9, 2016 | ||
Event Description | On February 9, 2016, the Company through its wholly owned entity MVP Clarksburg Lot, LLC, a Nevada limited liability company closed on the purchase of a parking lot for approximately $0.6 million in cash. The parking lot is located at 327 Washington Avenue, Clarksburg, West Virginia 26301 (the "parking lot"). The parking lot is leased by ABM Parking Services Inc. ("ABM"), a national parking operator. | ||
Closed On The Purchase Of A Parking Lot [Member] | |||
Event Date | Feb. 12, 2016 | ||
Event Description | On February 12, 2016, the Company along with MVP REIT II through MVP Denver 1935 Sherman, LLC, ("MVP Denver"), a Nevada limited liability company, an entity owned 75.51% by MVP and 24.49% by MVPII, closed on the purchase of a parking lot for approximately $2.4 million in cash of which MVP's share was approximately $1.8 million. The parking lot is located at 1935 Sherman Avenue, Denver, Colorado (the "Denver parking lot"). The Denver parking lot is leased by SP Plus Corporation. | ||
Closed On The Purchase Of A Parking Lot Clybourn [Member] | |||
Event Date | Jan. 20, 2016 | ||
Event Description | On January 20, 2016, the Company through its wholly owned entity MVP Milwaukee Clybourn, LLC, a Nevada limited liability company, closed on the purchase of a parking lot for approximately $0.2 million. The property is located at 412 E. Clybourn Street, Milwaukee, Wisconsin. The parking lot consists of 15 parking spaces and is leased to Secure Parking USA, LLC. | ||
Purchased A Parking Lot Old World Third Street [Member] | |||
Event Date | Feb. 1, 2016 | ||
Event Description | On February 1, 2016, the Company purchased a parking lot for approximately $3.9 million in cash. The property is located at 1124 N. Old World Third Street, Milwaukee, Wisconsin (the "Wisconsin parking lot"). The parking lot consists of 38,606.50 square feet and has 75 parking spaces. The Wisconsin parking lot is leased by SP Plus Corporation. | ||
Purchase and Sale Agreement [Member] | |||
Event Date | Feb. 19, 2016 | ||
Event Description | On February 19, 2016, MVP REIT, Inc., through its wholly owned entity, MVP Bridgeport Fairfield Garage, LLC, a Delaware limited liability company, as purchaser, entered into a Purchase and Sale Agreement (the "Purchase Agreement") with Fairfield Avenue Parking Corporation, a Connecticut corporation, or seller, and First American Title Insurance Company, as escrow agent, for the purchase of a multi-level parking garage consisting of approximately 878 parking spaces, together with approximately 4,349 square feet of retail space, located in Bridgeport, Connecticut, for a purchase price of $7.8 million, plus closing costs. | ||
Appointed Dan Huberty As Its New President [Member] | |||
Event Date | Mar. 7, 2016 | ||
Event Description | On March 7, 2016 the Board of Directors Appointed Dan Huberty As Its New President. Since January 2015, Mr. Huberty has been the Vice President at JNL Parking, in charge of sales and acquisitions. In addition, since July 2015, he has served as Vice President of Parking Operations for MVP. Prior to his position at JNL Parking, Mr. Huberty served as Senior Vice President of Sales for Central Parking from October 2011 to September 2012. Then from October 2012 till November 2014, he served as Executive Vice President of Operations for SP +, where he oversaw the southern division for the company after helping complete the sale and integration of Central Parking. Prior to that, from July 2009 to September 2011, Mr. Huberty served as a Vice President for Clean Energy Fuels, the largest provider of Compressed Natural Gas in the Country. Mr. Huberty also spent 16 years, from August 1993 to June 2009, with increasing responsibility over operations and sales within the Parking Division at ABM Industries as a Vice President, where he built and ran the sales team for his last two years with ABM. Mr. Huberty received his BBA from Cleveland State University and his MBA from the University of Phoenix, and currently serves as a State Representative in the State of Texas. | ||
Resignation Of Fredrick Leavitt [Member] | |||
Event Date | Feb. 19, 2016 | ||
Event Description | On February 19, 2016, the Board of Directors of MVP REIT, Inc. accepted the resignation of Fredrick Leavitt as a director. The Board has decided, at this time, not to fill the vacancy. |