Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jun. 30, 2022 | Sep. 28, 2022 | Dec. 31, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Period End Date | Jun. 30, 2022 | ||
Current Fiscal Year End Date | --06-30 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Document Transition Report | false | ||
Entity File Number | 000-55006 | ||
Entity Registrant Name | MACKENZIE REALTY CAPITAL, INC. | ||
Entity Central Index Key | 0001550913 | ||
Entity Incorporation, State or Country Code | MD | ||
Entity Tax Identification Number | 45-4355424 | ||
Entity Address, Address Line One | 89 Davis Road, Suite 100 | ||
Entity Address, City or Town | Orinda | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94563 | ||
City Area Code | 925 | ||
Local Phone Number | 631-9100 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 0 | ||
Entity Common Stock, Shares Outstanding | 13,295,626.16 | ||
Auditor Name | Moss Adams LLP | ||
Auditor Location | Campbell, California | ||
Auditor Firm ID | 659 |
Consolidated Balance Sheets (Su
Consolidated Balance Sheets (Successor Basis) - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 |
Real Estate Assets | ||
Land | $ 32,117,072 | $ 9,836,976 |
Building, fixtures and improvements | 64,182,548 | 19,239,964 |
Intangible lease assets | 2,889,828 | 484,148 |
Less: accumulated depreciation and amortization | (1,768,130) | (595,915) |
Total real estate assets, net | 97,421,318 | 28,965,173 |
Cash | 7,400,163 | 4,305,663 |
Restricted cash | 1,092,816 | 0 |
Investments, at fair value | 19,748,208 | 39,909,838 |
Unconsolidated investment (non-security), at fair value | 37,845,036 | 30,599,405 |
Investments income, rents and other receivables | 1,499,214 | 1,728,476 |
Prepaid expenses and other assets | 67,625 | 131,123 |
Assets held for sale, net | 17,490,581 | 32,913,349 |
Total assets | 182,564,961 | 138,553,027 |
Liabilities | ||
Mortgage notes payable, net | 68,370,415 | 38,693,330 |
Deferred rent and other liabilities | 443,014 | 196,145 |
Dividend payable | 1,419,913 | 0 |
Accounts payable and accrued liabilities | 2,938,689 | 59,512 |
Stock redemption payable | 348,051 | 0 |
Below-market lease liabilities, net | 1,063,579 | 838,313 |
Due to related entities | 214,094 | 1,926 |
Contingent liability | 2,715,000 | 0 |
Capital pending acceptance | 85,000 | 0 |
Liabilities held for sale | 744,989 | 1,400,981 |
Total liabilities | 78,342,744 | 41,190,207 |
Equity | ||
Common stock, $0.0001 par value, 80,000,000 shares authorized; 13,253,571.98 and 13,316,426.79 shares issued and outstanding as of June 30, 2022 and 2021, respectively. | 1,325 | 1,332 |
Preferred stock, $0.0001 par value, 20,000,000 shares authorized, 119,416.91 shares issued and outstanding | 12 | 0 |
Capital in excess of par value | 121,961,699 | 120,408,505 |
Accumulated deficit | (24,108,723) | (23,298,857) |
Total stockholders' equity | 97,854,313 | 97,110,980 |
Non-controlling interests | 6,367,904 | 251,840 |
Total equity | 104,222,217 | 97,362,820 |
Total liabilities and equity | $ 182,564,961 | $ 138,553,027 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Successor Basis) (Parenthetical) - $ / shares | Jun. 30, 2022 | Jun. 30, 2021 |
Equity | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 80,000,000 | 80,000,000 |
Common stock, shares issued (in shares) | 13,253,571.98 | 13,316,426.79 |
Common stock, shares outstanding (in shares) | 13,253,571.98 | 13,316,426.79 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 20,000,000 | 20,000,000 |
Preferred stock, issued (in shares) | 119,416.91 | |
Preferred stock, shares outstanding (in shares) | 119,416.91 |
Consolidated Statement of Opera
Consolidated Statement of Operations (Successor Basis) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Jun. 30, 2022 | |
Revenue | ||
Rental and reimbursements | $ 3,745,115 | $ 10,369,174 |
Expenses | ||
Property operating and maintenance | 2,330,455 | 6,155,774 |
Depreciation and amortization | 2,193,953 | 4,544,343 |
Asset management fees to related party (note 7) | 1,354,323 | 2,725,588 |
Interest expense | 637,691 | 2,354,442 |
Administrative cost reimbursements to related party (note 7) | 310,400 | 609,600 |
General and administrative | 139,326 | 560,521 |
Professional fees | 136,750 | 686,064 |
Transfer agent cost reimbursements to related party (note 7) | 61,600 | 106,401 |
Directors' fees | 34,000 | 107,000 |
Total operating expenses | 7,198,498 | 17,849,733 |
Operating loss | (3,453,383) | (7,480,559) |
Other income (loss) | ||
Dividend and distribution income from equity securities at fair value | 925,948 | 2,388,788 |
Net unrealized gain on equity securities at fair value | 1,685,130 | 1,435,073 |
Net income from equity method investments at fair value | 354,921 | 9,960,895 |
Net realized gain from investments | 737,332 | 7,349,159 |
Loss on disposal of fixed assets | (247,303) | |
Impairment loss on assets held for sale | (9,126,461) | |
Net income | 249,948 | 4,279,592 |
Net loss attributable to non-controlling interests | 14,209 | 285,294 |
Net income attributable to preferred stockholders | (56,929) | |
Net income attributable to common stockholders | $ 264,157 | $ 4,507,957 |
Net income per share attributable to common stockholders (in dollars per share) | $ 0.02 | $ 0.34 |
Weighted average common shares outstanding (in shares) | 13,332,535.7 | 13,340,164.03 |
Consolidated Statement of Ope_2
Consolidated Statement of Operations (Predecessor Basis) | 6 Months Ended |
Dec. 31, 2020 USD ($) $ / shares shares | |
Investment income | |
Total investment income | $ 1,881,544 |
Operating expenses | |
Base management fee (note 7) | 1,335,376 |
Amortization of deferred offering costs | 342,015 |
Administrative cost reimbursements (note 7) | 310,400 |
Professional fees | 235,132 |
Printing and mailing | 70,528 |
Transfer agent cost reimbursements (note 7) | 61,600 |
Directors' fees | 36,000 |
Portfolio structuring fee (note 7) | 6,679 |
Other general and administrative | 31,665 |
Total operating expenses | 2,429,395 |
Net investment income (loss) | (547,851) |
Realized and unrealized gain (loss) on investments | |
Net realized gain | 1,016,326 |
Net unrealized loss | (10,135,612) |
Net realized and unrealized loss on investments | (9,119,286) |
Net increase (decrease) in net assets resulting from operations | $ (9,667,137) |
Net decrease in net assets resulting from operations per share (in dollars per share) | $ / shares | $ (0.74) |
Weighted average common shares outstanding (in shares) | shares | 13,020,208.16 |
Non-Controlled/Non-Affiliated Investments [Member] | |
Investment income | |
Dividend and operational/sales distributions | $ 1,079,159 |
Interest and other income | 899 |
Realized and unrealized gain (loss) on investments | |
Net realized gain | 1,022,383 |
Net unrealized loss | (2,005,301) |
Affiliated Investments [Member] | |
Investment income | |
Dividend and operational/sales distributions | 208,663 |
Realized and unrealized gain (loss) on investments | |
Net realized gain | (6,057) |
Net unrealized loss | (40,100) |
Controlled Investments [Member] | |
Investment income | |
Dividend and operational/sales distributions | 592,823 |
Realized and unrealized gain (loss) on investments | |
Net unrealized loss | $ (8,090,211) |
Consolidated Statement of Chang
Consolidated Statement of Changes in Equity (Successor Basis) - USD ($) | Common Stock [Member] | Preferred Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Parent [Member] | Noncontrolling Interest [Member] | Total | ||
Balance at Dec. 31, 2020 | $ 1,336 | $ 120,613,042 | $ (22,898,300) | $ 97,716,078 | $ 66,652 | $ 97,782,730 | |||
Balance (in shares) at Dec. 31, 2020 | 13,362,419.23 | ||||||||
Contributions by non-controlling interest holders | $ 0 | 0 | 0 | 0 | 200,000 | 200,000 | |||
Dividends to common stockholders | 0 | 0 | (664,714) | (664,714) | (665,317) | ||||
Dividends to stockholders | (603) | ||||||||
Net income (loss) | 0 | 0 | 264,157 | 264,157 | (14,209) | 249,948 | |||
Issuance of common stock through reinvestment of dividends | $ 2 | 204,275 | 0 | 204,277 | 0 | 204,277 | |||
Issuance of common stock through reinvestment of dividends (in shares) | 22,143.48 | ||||||||
Redemption of common stock | $ (6) | (408,812) | 0 | (408,818) | 0 | (408,818) | |||
Redemption of common stock (in shares) | (68,135.92) | ||||||||
Balance at Jun. 30, 2021 | $ 1,332 | $ 0 | 120,408,505 | (23,298,857) | 97,110,980 | 251,840 | 97,362,820 | ||
Balance (in shares) at Jun. 30, 2021 | 13,316,426.79 | 0 | |||||||
Contributions by non-controlling interest holders | $ 0 | $ 0 | 0 | 0 | 0 | 1,071,584 | 1,071,584 | ||
Distributions to non-controlling interest holders | 0 | 0 | 0 | 0 | 0 | (68,051) | (68,051) | ||
Operating Partnership Class A units issued | $ 0 | 0 | 0 | 0 | 750,000 | 750,000 | |||
Operating Partnership Class A units issued (in shares) | 0 | ||||||||
Operating Partnership Preferred Units issued | $ 0 | 0 | 0 | 0 | 4,650,000 | 4,650,000 | |||
Operating Partnership Preferred Units issued (in shares) | 0 | ||||||||
Dividends to common stockholders | $ 0 | $ 0 | 0 | (5,317,823) | (5,317,823) | 0 | (5,317,823) | ||
Dividends to preferred stockholders | 0 | 0 | 0 | (56,929) | (56,929) | 0 | (56,929) | ||
Net income (loss) | 0 | 0 | 0 | 4,564,886 | 4,564,886 | (285,294) | 4,279,592 | ||
Operating Partnership Class A conversion to common stock | $ 0 | [1] | $ 0 | 2,175 | 0 | 2,175 | (2,175) | 0 | |
Operating Partnership Class A conversion to common stock (in shares) | 212.19 | 0 | |||||||
Issuance of common stock | $ 0 | [1] | 27,503 | 0 | 27,503 | 0 | 27,503 | ||
Issuance of common stock (in shares) | 3,172.39 | ||||||||
Issuance of preferred stock | $ 12 | 2,957,518 | 0 | 2,957,530 | 0 | 2,957,530 | |||
Issuance of preferred stock (in shares) | 119,380.21 | ||||||||
Issuance of common stock through reinvestment of dividends | $ 12 | 1,187,618 | 0 | 1,187,630 | 0 | 1,187,630 | |||
Issuance of common stock through reinvestment of dividends (in shares) | 128,740.66 | ||||||||
Issuance of preferred stock through reinvestment of dividends | $ 0 | [1] | 826 | 0 | 826 | 0 | 826 | ||
Issuance of preferred stock through reinvestment of dividends (in shares) | 36.7 | ||||||||
Payment of selling commissions and fees | $ 0 | $ 0 | (847,167) | 0 | (847,167) | 0 | (847,167) | ||
Redemption of common stock | $ (19) | $ 0 | (1,775,279) | 0 | (1,775,298) | 0 | (1,775,298) | ||
Redemption of common stock (in shares) | (194,980.05) | 0 | |||||||
Balance at Jun. 30, 2022 | $ 1,325 | $ 12 | $ 121,961,699 | $ (24,108,723) | $ 97,854,313 | $ 6,367,904 | $ 104,222,217 | ||
Balance (in shares) at Jun. 30, 2022 | 13,253,571.98 | 119,416.91 | |||||||
[1]Amount is less than $1. |
Consolidated Statement of Cha_2
Consolidated Statement of Changes in Net Assets (Predecessor Basis) - USD ($) | 6 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | |
Operations | ||
Net investment loss | $ (547,851) | |
Net realized gain | $ 737,332 | 1,016,326 |
Net unrealized loss | (10,135,612) | |
Net increase (decrease) in net assets resulting from operations | 264,157 | (9,667,137) |
Capital share transactions | ||
Issuance of common stock | 218,439 | |
Issuance of common stock to redeem subsidiary's non-controlling interest | 3,957,115 | |
Selling commissions and fees | (18,060) | |
Non-controlling interest in consolidated subsidiary | 66,652 | |
Net increase in net assets resulting from capital share transactions | 4,224,146 | |
Total decrease in net assets | (5,442,991) | |
Net assets at beginning of the period | $ 97,782,730 | 103,225,721 |
Net assets at end of the period | $ 97,782,730 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows (Successor Basis) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Jun. 30, 2022 | |
Cash flows from operating activities: | ||
Net income | $ 249,948 | $ 4,279,592 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Net unrealized gain on equity securities at fair value | (1,685,130) | (1,435,073) |
Net income from equity method investments at fair value | 745,562 | (7,436,483) |
Net realized gain on investments | (737,332) | (7,349,159) |
Loss on disposal of fixed assets | 247,303 | |
Impairment loss on assets held for sale | 9,126,461 | |
Straight - line rent | (19,166) | |
Depreciation and amortization | 2,193,953 | 4,544,343 |
Amortization of deferred financing costs | 23,146 | |
Accretion of market lease and other intangibles, net | (35,187) | (164,695) |
Changes in assets and liabilities: | ||
Investments income, rent and other receivables | (252,735) | 15,038 |
Prepaid expenses and other assets | 569,221 | 250,345 |
Deferred rent and other liabilities | 285,850 | 115,744 |
Accounts payable and accrued liabilities | 340,292 | 2,354,321 |
Due to related entities | (703,660) | 70,359 |
Net cash from operating activities | 970,782 | 4,622,076 |
Cash flows from investing activities: | ||
Proceeds from sale of investments | 10,506,662 | 33,694,869 |
Investments in real estate assets | (28,623,637) | (63,241,731) |
Purchase of investments | (9,303,745) | (24,867,765) |
Return of capital distributions | 6,001,052 | 22,250,314 |
Net cash from investing activities | (21,419,668) | (32,164,313) |
Cash flows from financing activities: | ||
Proceeds from mortgage notes payable | 15,125,000 | 34,454,689 |
Payments on mortgage notes payable | (406,215) | (3,963,948) |
Dividend to stockholders | (461,040) | (2,824,426) |
Payment of deferred financing costs | (836,802) | |
Proceeds from issuance of preferred stock | 2,943,778 | |
Payment of selling commissions and fees | (705,770) | |
Repurchase of common stock | (408,818) | |
Capital contributions by non-controlling interests holders | 200,000 | 1,071,584 |
Distributions to non-controlling interests holders | (12,183) | |
Redemption of common stock | (1,425,073) | |
Capital pending acceptance | 85,000 | |
Net cash from financing activities | 14,048,927 | 28,786,849 |
Net increase (decrease) in cash and restricted cash | (6,399,959) | 1,244,612 |
Cash and restricted cash at beginning of the year | 14,153,512 | 7,753,553 |
Cash and restricted cash at end of the year | 7,753,553 | 8,998,165 |
Cash at end of the year | 4,305,663 | 7,400,163 |
Restricted cash at end of the year | 0 | 1,092,816 |
Cash and restricted cash at end of the year classified as assets held for sale | 3,447,890 | 505,186 |
Supplemental disclosure of non-cash investing, financing activities and other cash flow information | ||
Issuance of the Operating Partnership Class A units for the purchase of real estate assets (Note 5) | 750,000 | |
Issuance of the Operating Partnership Preferred units for the purchase of investments (Note 5) | 4,650,000 | |
Issuance of common stock for merger of FSP Satellite Place Corp. (Note 1) | 27,503 | |
Issuance of preferred stocks for merger of FSP Satellite Place Corp. (Note 1) | 13,752 | |
Fair value of subsidiary's units owned prior to the merger date | 5,424,296 | |
Issuance of common stock through reinvestment of dividends | 204,277 | 1,187,630 |
Issuance of preferred stock through reinvestment of dividends | 826 | |
Cash paid for interest | $ 605,018 | $ 2,248,232 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Predecessor Basis) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | |
Cash flows from operating activities: | ||||
Net decrease in net assets resulting from operations | $ 249,948 | $ (9,667,137) | $ 4,279,592 | |
Adjustments to reconcile net decrease in net assets resulting from operations to net cash from operating activities: | ||||
Proceeds from sale of investments, net | 5,204,853 | |||
Return of capital | 11,486,835 | |||
Purchase of investments | (12,685,590) | |||
Net realized gain on investments | (737,332) | (1,016,326) | (7,349,159) | |
Net unrealized loss on investments | 10,135,612 | |||
Amortization of deferred offering costs | 342,015 | 23,146 | ||
Changes in assets and liabilities: | ||||
Investments income, rent and other receivables | (252,735) | (447,398) | 15,038 | |
Due from related entities | (150,866) | |||
Other assets | 65,129 | |||
Payment of deferred offering costs | (36,578) | |||
Accounts payable and accrued liabilities | 340,292 | (48,028) | 2,354,321 | |
Due to related entities | (703,660) | (40,083) | 70,359 | |
Net cash from operating activities | 970,782 | 3,142,438 | 4,622,076 | |
Cash flows from investing activities: | ||||
Cash acquired through consolidation of subsidiary | 1,932,088 | |||
Net cash from investing activities | (21,419,668) | 1,932,088 | (32,164,313) | |
Cash flows from financing activities: | ||||
Proceeds from issuance of common stock | 218,439 | $ 218,439 | ||
Payment of selling commissions and fees | (9,107) | (705,770) | ||
Change in capital pending acceptance | (87,739) | 85,000 | ||
Net cash from financing activities | 14,048,927 | 121,593 | 28,786,849 | |
Net increase (decrease) in cash and restricted cash | (6,399,959) | 5,196,119 | 1,244,612 | |
Cash and restricted cash at beginning of the year | 14,153,512 | 8,957,393 | 7,753,553 | 8,957,393 |
Cash and restricted cash at end of the year | 7,753,553 | 14,153,512 | 8,998,165 | 7,753,553 |
Cash at end of the year | 4,305,663 | 12,539,943 | 7,400,163 | 4,305,663 |
Restricted cash at end of the year | 0 | 1,613,569 | 1,092,816 | 0 |
Non-cash investing and financing activities: | ||||
Issuance of the Company's common stocks to redeem subsidiary's non-controlling interests | 3,957,115 | |||
Assets: | ||||
Real estate assets | 28,965,173 | 30,196,471 | 97,421,318 | 28,965,173 |
Cash and restricted cash | 1,932,088 | |||
Rents and other receivable | 197,760 | |||
Other assets | 837,133 | |||
Liabilities: | ||||
Mortgage note payable | $ 38,693,330 | 23,974,545 | $ 68,370,415 | $ 38,693,330 |
Accounts payable and accrued liabilities | 943,805 | |||
Due to affiliates | 150,866 | |||
Net assets | $ 8,094,236 |
PRINCIPAL BUSINESS AND ORGANIZA
PRINCIPAL BUSINESS AND ORGANIZATION | 12 Months Ended |
Jun. 30, 2022 | |
PRINCIPAL BUSINESS AND ORGANIZATION [Abstract] | |
PRINCIPAL BUSINESS AND ORGANIZATION | NOTE 1 – PRINCIPAL BUSINESS AND ORGANIZATION MacKenzie Realty Capital, Inc. (the “Parent Company” together with its subsidiaries as discussed below, the “Company,” “we,” “us,” or “our”) was incorporated under the general corporation laws of the State of Maryland on January 25, 2012. We were formerly a non-diversified, closed-end investment company that elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (“1940 Act”). We withdrew our election to be treated as a BDC on December 31, 2020. We have elected to be treated as a real estate investment trust (“REIT”) as defined under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). We are authorized to issue 100,000,000 shares, of which (i) 80,000,000 are designated as common stock, with a $0.0001 par value per share; and (ii) 20,000,000 are designated as preferred stock, with a $0.0001 par value per share. We commenced our operations on February 28, 2013, and our fiscal year-end is June 30. We filed our initial registration statement in June 2012 with the Securities and Exchange Commission (“SEC”) to register the initial public offering of 5,000,000 shares of our common stock. The initial public offering commenced in January 2014 and concluded in October 2016. We filed a second registration statement with the SEC to register a subsequent public offering of 15,000,000 shares of our common stock. The second offering commenced in December 2016 and concluded on October 28, 2019. We filed a third registration statement with the SEC to register a public offering of 15,000,000 shares of our common stock that was declared effective by the SEC on October 31, 2019. The third offering commenced shortly thereafter and expired on October 31, 2020. On October 23, 2020, holders of a majority of our outstanding common stock authorized our Board of Directors to withdraw our election to be regulated as a BDC under the 1940 Act. The withdrawal was effective with the SEC on December 31, 2020, when we filed the appropriate form with the SEC. The Parent Company’s wholly owned subsidiary, MRC TRS, Inc., (“TRS”) was incorporated under the general corporation laws of the State of California on February 22, 2016 and operates as a taxable REIT subsidiary. MacKenzie NY Real Estate 2 Corp., (“MacKenzie NY 2”), a wholly owned subsidiary of TRS, was formed for the purpose of making certain limited investments in New York companies. The financial statements of TRS and MacKenzie NY 2 have been consolidated with the Parent Company. On May 20, 2020, we formed an operating partnership, MacKenzie Realty Operating Partnership, LP (the “Operating Partnership”) for the purpose of acquiring and operating real estate assets. As of June 30, 2022, we own all limited partnership units of the Operating Partnership except for 89,722.28 Class A Limited Partnership units and 206,666.67 preferred units, which would be entitled to receive, at liquidation of the Operating Partnership, 89,722.28 of the Operating Partnership’s total capital outstanding In March 2021, we, together with our joint venture partners, formed two operating companies: Madison-PVT Partners LLC (“Madison”) and PVT-Madison Partners LLC (“PVT”), to acquire and operate two residential apartment buildings located in Oakland, California. We own 98.45% and 98.75% of equity units of Madison and PVT, respectively. The joint venture partners own the remaining 1.55% and 1.25% equity units of Madison and PVT, respectively, and also hold a carried interest in both companies. We are the controlling majority owner of both companies; therefore, effective March 31, 2021, we have consolidated the financial statements of these companies. On April 13, 2021, we filed a preliminary offering circular (the “Offering Circular”) pursuant to Regulation A with the SEC to sell up to $50,000,000 of shares of our Series A preferred stock at an initial offering price of $25.00 per share. The sale of shares pursuant to this offering began in November 2021 after the definitive version of the Offering Circular was qualified by the SEC on November 2, 2021. On October 4, 2021, through the Operating Partnership, we acquired a 90% economic interest in Hollywood Hillview, a Delaware limited liability company, to acquire and operate a multifamily building located in Los Angeles, California. The remaining 10% economic interest in Hollywood Hillview is owned by an unaffiliated third party, True USA, LLC. Hollywood Hillview owns 100% of the membership interests in PT Hillview GP, LLC (the “PT Hillview”). We are the controlling majority owner of Hollywood Hillview; therefore, effective December 31, 2021, we have consolidated the financial statements of Hollywood Hillview. On January 25, 2022, through the Operating Partnership, we acquired a 98% limited liability company interest in MacKenzie BAA IG Shoreline LLC (“MacKenzie Shoreline”), formed to acquire, renovate, and own the 84-unit multifamily building located at 1841 Laguna Street, Concord, CA. The joint venture partners own the remaining 2% of the limited liability company interest as well as a carried interest. We are the controlling majority owner of the MacKenzie Shoreline; therefore, effective June 30, 2022, we have consolidated the financial statements of MacKenzie Shoreline. On April 1, 2022, we, and our newly formed, wholly owned subsidiary, FSP Merger Sub, Inc. (“Merger Sub”) entered into a reverse triangular merger agreement with FSP Satellite Place Corp. (“FSP Satellite”), pursuant to which the Merger Sub would be merged with and into FSP Satellite with FSP Satellite as the surviving entity, but renamed MacKenzie Satellite Place, Inc. (“MacKenzie Satellite”). On June 1, 2022, the merger closed, and MacKenzie Satellite became a wholly owned subsidiary of us, which in turn owns the Satellite Place building, a six-story Class “A” suburban office building containing approximately 134,785 rentable square feet of space located on approximately 10 acres of land in Duluth, GA. The former shareholders of FSP Satellite received cash or shares of the Company, based upon their election. All former shareholders of FSP Satellite holders elected to be paid in cash with the exception of two shareholders who elected to receive common and preferred stocks in the amount of $27,503 and $13,752, respectively. Subsequent to the completion of the merger, we have consolidated the financial statements of MacKenzie Satellite effective June 30, 2022. On May 6, 2022, the Operating Partnership purchased 100% of the membership interests in eight limited liability companies and one parcel of entitled land from The Wiseman Company, LLC (“Wiseman”) for $17,325,000 and $3,050,000, respectively. The limited liability companies own the general partnership interests in eight limited partnerships, each of which own a Class A or B office property in Napa, Fairfield, or Woodland, California (the “Wiseman Properties”). The membership interest purchase price is subject to adjustments and holdbacks as provided in the membership interest purchase agreement. As part of the purchase agreement, $4,650,000 of the purchase price was paid through the issuance of 206,666.67 Preferred Units of the Operating Partnership and $750,000 of the land purchase price was paid through the issuance of 77,881.62 Class A units of the Operating Partnership. Further details of this acquisition are discussed in Note 5. We have consolidated the financial statements of the eight limited liability companies(but not the Wiseman Properties themselves) effective June 30, 2022. Wiseman is a full-service real estate syndicator, developer, broker, and property manager. It was founded in 1979 and serves as the general partner for nine currently active partnerships owning the Wiseman Properties. Concurrently with acquiring the general partnership interests in the Wiseman Properties, the Operating Partnership also negotiated the right to acquire the limited partnership interest in each Wiseman Property at pre-determined prices over the following two years. Management believes this transaction is strategically important as it focuses the portfolio on our desired geographic area (Western United States) and creates a captive pipeline of properties which we can acquire when convenient over the next two years. Subsequently, on July 29, 2022, the Operating Partnership completed the acquisition of the limited partnership interest in First & Main, LP for total purchase price of $3,376,322, of which $2,711,377 was paid through issuance of 120,505.66 Preferred Units of the Operating Partnership. We are externally managed by MacKenzie Capital Management, LP (“MacKenzie”) under the administration agreement dated and effective as of February 28, 2013 (the “Administration Agreement”). MacKenzie manages all of our affairs except for providing investment advice. MCM Advisers, LP (the “Investment Adviser”) advises us in our assessment, acquisition, and divestiture of securities under the advisory agreement amended and restated effective January 1, 2021 (the “Amended and Restated Investment Advisory Agreement”). MacKenzie Real Estate Advisers, LP (the “Real Estate Adviser”; together, the “Investment Adviser” and the “Real Estate Adviser” may be referred to as “Adviser” or “Advisers” as appropriate) advises us in our assessment, acquisition, and divestiture of real estate assets. We pursue a strategy focused on investing primarily in real estate assets, and to a lesser extent (intended to be less than 20% of our portfolio) in illiquid or non-traded debt and equity securities issued by U.S. companies generally owning commercial real estate. These companies are likely to be non-traded REITs, small-capitalization publicly traded REITs, public and private real estate limited partnerships, and limited liability companies. As of June 30, 2022, we have raised approximately $139.29 million, including proceeds from our dividend reinvestment plan (“DRIP”) of approximately $12.55 million. Of the shares issued by us in exchange for the total capital raised as of June 30, 2022, approximately $11.65 million worth of shares have been repurchased under our share repurchase program. We have raised $2.96 million pursuant to the Offering Circular as of June 30, 2022. CHANGE IN STATUS Prior to the termination of our status as a BDC, we recorded our investment in real estate securities at fair value and recorded the changes in the fair value as an unrealized gain or loss. As a result of the termination of our status as a BDC, we are no longer subject to fair value accounting requirements. However, we have elected the fair value option (see Note 2) to recognize and measure our investments in certain limited partnerships, limited liability companies and corporations that otherwise would have been required to be recognized and measured using the equity method of accounting. Therefore, we continue to record the changes in fair value of these investments in the consolidated statement of operations. We also continue to recognize and measure our equity securities including investments in publicly traded securities at fair value with changes in fair value recorded in the consolidated statement of operation s. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jun. 30, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Consolidation Policy The accompanying consolidated financial statements of the Company have been prepared in accordance with the instructions to Form 10-K and Regulation S-X. We follow the accounting principles generally accepted in the United States of America (“GAAP”) and includes the accounts of our wholly owned consolidated subsidiaries and majority-owned controlled subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Prior to the termination of our status as a BDC, we were an investment company under the Financial Accounting Standards Board (“FASB”) ASC 946. Under the 1940 Act rules, regulations pursuant to Article 6 of Regulation S-X and ASC 946, subject to certain inapplicable exceptions, we were precluded from consolidating portfolio company investments, including those in which we had a controlling interest, unless the portfolio company was an investment company. Therefore, our portfolio company investments, including those in which we had a controlling interest, were carried on the consolidated balance sheets at fair value with changes to fair value recognized as “Net unrealized gain (loss)” on the consolidated statement of operations until the investment was realized, usually upon exit, resulting in any gain or loss on exit being recognized as a realized gain or loss. However, in the event that any controlled subsidiary exceeded the tests of significance set forth in Rules 3-09 or 4-08(g) of Regulation S-X, we included required financial information for such subsidiary in the notes or as an attachment to our consolidated financial statements. As a result of the termination of our status as a BDC, we are no longer an investment company under the FASB ASC 946. We discontinued applying the guidance in ASC 946 and began to account for the change in status prospectively by accounting for our investments in accordance with other U.S. GAAP as of the date of the change in status. Our financial statements for the period subsequent to the termination of our BDC status are prepared on a consolidated basis to include the financial position, results of operations, and our cash flows and of our wholly owned and majority-owned subsidiaries. This change in status and the application of different accounting principles makes it difficult to compare consolidated financial statements for 2022 and 2021. As such, for the year ended June 30, 2022, the consolidated statements of operations, changes in equity and cash flows have been presented as they would be for a REIT (on a “successor basis”). For the year ended June 30, 2021, the consolidated statements of operations, changes in net assets (referred to as “equity” effective June 30, 2021) and cash flows have been presented in two separate statements. For the six months ended December 31, 2020, the consolidated statements of operations have been presented as they would be for an investment company (on a “predecessor basis”) and for the six months ended June 30, 2021 as they would be for a REIT (on a “successor basis”). The consolidated balance sheets at June 30, 2022 and 2021, have been presented on the successor basis. Certain prior period information has been reclassified to conform to the prior year end presentation. The reclassification has no effect on our consolidated balance sheet or the consolidated statement of operations as previously reported . Use of Estimates The preparation of consolidated financial statements requires management to make estimates and assumptions that affect reported asset values, liabilities, revenues, expenses and unrealized gains (losses) on investments during the reporting period. Material estimates that are susceptible to change, and actual results could differ from those estimates. Variable Interest Entities We evaluate the need to consolidate our investments in securities in accordance with ASC 810. In determining whether we have a controlling interest in a variable interest entity and whether to consolidate the accounts of that entity, management considers factors such as ownership interest, authority to make decisions and contractual and substantive participating rights of the partners, as well as whether the entity is a variable interest entity for which we are the primary beneficiary. Refer to Note 6 for additional information Assets and Liabilities Held for Sale We classify long-lived assets or disposal groups to be sold as held for sale in the period in which all of the following criteria are met: • Management, having the authority to approve the action, commits to a plan to sell the asset (disposal group); • The asset (disposal group) is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets (disposal groups); • An active program to locate a buyer and other actions required to complete the plan to sell the asset (disposal group) have been initiated; • The sale of the asset (disposal group) is probable, and transfer of the asset (disposal group) is expected to qualify for recognition as a completed sale within one year, except if events or circumstances beyond our control extend the period of time required to sell the asset or disposal group beyond one year; • The asset (disposal group) is being actively marketed for sale at a price that is reasonable in relation to its current fair value. The price at which a long-lived asset (disposal group) is being marketed is indicative of whether the entity currently has the intent and ability to sell the asset (disposal group). A market price that is reasonable in relation to fair value indicates that the asset (disposal group) is available for immediate sale, whereas a market price in excess of fair value indicates that the asset (disposal group) is not available for immediate sale; and • Actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. On the day that these criteria are met, we suspend depreciation on the investment properties held for sale, including depreciation for tenant improvements and additions, as well as on the amortization of acquired in-place leases. The investment properties and liabilities associated with those investment properties that are held for sale are classified separately on the consolidated balance sheets for the most recent reporting period and recorded at the lesser of the carrying value or fair value less costs to sell. The prior period investment properties and liabilities associated with those investment properties that are classified as held for sale have been classified separately as assets and liabilities held for sale on the consolidated balance sheet as of June 30, 2021 for comparative purpose. Refer to Note 5. Cash and Restricted Cash Our cash represents balances held in current bank accounts and restricted cash includes escrow accounts for real property taxes, insurance, capital expenditures and tenant improvements, debt service and leasing costs held by lenders, and cash pledged as collateral for securities sold short. These balances are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to certain limits. At times, the cash balances held in financial institutions by us may exceed these insured limits. Restricted cash is subject to a legal or contractual restrictions as to withdrawal or use, including restrictions that require the funds to be used for a specified purpose and restrictions that limit the purpose for which the funds can be used. We consider cash pledged as collateral for securities sold short to be restricted cash. Investments Income Receivable Investment income represent dividends, distributions, and sales proceeds recognized in accordance with our revenue recognition policy but not yet received as of the date of the consolidated financial statements. The amounts are generally fully collectible as they are recognized based on completed transactions. We monitor and adjust our receivables, and those deemed to be uncollectible are written-off only after all reasonable collection efforts are exhausted. We have determined that all investments income receivable balances outstanding as of June 30, 2022 and 2021, are collectible and do not require recording any uncollectible allowance . Rents and Other Receivables We will periodically evaluate the collectability of amounts due from tenants and maintain an allowance for doubtful accounts for estimated losses resulting from the inability of tenants to make required payments under lease agreements. We exercise judgment in establishing these allowances and considers payment history and current credit status of tenants in developing these estimates. We have determined that all rent receivable balances outstanding as of June 30, 2022 and 2021, are collectible and do not require recording any uncollectible allowance. Capital Pending Acceptance We conduct closings for new purchases of our common stock twice per month and admits new stockholders effective beginning the first of each month. Subscriptions are effective only upon our acceptance. Any gross proceeds received from subscriptions which are not accepted as of the period-end are classified as capital pending acceptance in the consolidated balance sheets . As of June 30, 2022, capital pending acceptance was $85,000. As of June 30, 2021, there was no capital pending acceptance. Organization and Deferred Offering Costs Organization costs include, among other things, the cost of legal services pertaining to the organization and incorporation of the business, incorporation fees, and audit fees relating to the public offerings and the initial statement of assets and liabilities. These costs are expensed as incurred. Offering costs include, among other things, legal fees and other costs pertaining to the preparation of the registration statements and pre- and post-effective amendments. While we were a BDC, offering costs were capitalized as deferred offering costs as incurred by us and subsequently amortized to expense over a twelve-month period. Any deferred offering costs that had not been amortized upon the expiration or earlier termination of an offering were accelerated and expensed upon such expiration or termination. The offering costs incurred by us on the Offering Circular to sell the Series A preferred stock have been classified as a reduction of equity Income Taxes and Deferred Tax Liability The Parent Company has elected to be treated as a REIT for tax purposes under the Code and as a REIT, is not subject to federal income taxes on amounts that it distributes to the stockholders, provided that, on an annual basis, it distributes at least 90% of its REIT taxable income to the stockholders and meets certain other conditions. To the extent that it satisfies the annual distribution requirement but distributes less than 100% of its taxable income, it is either subject to U.S. federal corporate income tax on its undistributed taxable income or 4% excise tax on catch-up distributions paid in the subsequent year. The Parent Company satisfied the annual dividend payment and other REIT requirements for the tax year ended December 31, 2021. Therefore, it did not incur any tax expense or excise tax on its income from operations during the quarterly periods within the tax year 2021. Similarly, for the tax year 2022, we believe the Parent Company paid the requisite amounts of dividends during the year and met other REIT requirements such that it will not owe any income taxes. Therefore, the Parent Company did not record any income tax provisions during any fiscal periods within the tax year 2022. TRS, MacKenzie NY 2 and MacKenzie Satellite are subject to corporate federal and state income tax on their taxable income at regular statutory rates. However, as of June 30, 2022, they did not have any taxable income for tax years 2021 or 2022. Therefore, TRS, MacKenzie NY 2 and MacKenzie Satellite did not record any income tax provisions during any fiscal period within the tax year 2021 and 2022. The Operating Partnership is a limited partnership and its subsidiaries; Addison Property Owner, LLC (the “Addison Property Owner”), Hollywood Hillview Owner, LLC (“Hollywood Hillview”) and MacKenzie BAA IG Shoreline LLC (“MacKenzie Shoreline”) are limited liability companies. Madison and PVT are also limited liability companies. Accordingly, all income tax liabilities of these entities flow through to their partners, which ultimately is the Company. Therefore, no income tax provisions are recorded for these entities. The Company and its subsidiaries follow ASC 740, Income Taxes Subsequent Events Subsequent events are events or transactions that occur after the date of the consolidated statements of assets and liabilities but before the date the consolidated financial statements are available to be issued. Subsequent events that provide additional evidence about conditions that existed at the date of the consolidated statements of assets and liabilities are considered in the preparation of the consolidated financial statements presented herein. Subsequent events that occur after the date of the consolidated statements of assets and liabilities that do not provide evidence about the conditions that existed as of the date of the consolidated statements of net assets are considered for disclosure based upon their significance in relation to our consolidated financial statements taken as a whole. Fair Value of Financial Instruments Fair value estimates are made at discrete points in time based on relevant information. These estimates may be subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. We believe that the carrying amounts of our financial instruments, consisting of cash, restricted cash, investments income, rent and other receivables, prepaid expenses and other assets, mortgage notes payable, accounts payable and accrued liabilities, below-market lease liabilities, net, deferred rent and other liabilities and due to related entities, approximate the fair values of such items based on their nature, terms, and interest rates . Revenue Recognition Rental revenue, net of concessions, which is derived primarily from lease contracts, which include rents that each tenant pays in accordance with the terms of each lease agreement, are recognized on a straight-line basis over the term of the lease, when collectability is determined to be probable. Minimum rent, including rental abatements, lease incentives, and contractual fixed increases attributable to operating leases are recognized on a straight-line basis over the term of the related leases when collectability is probable. Amounts expected to be received in later years are recorded as deferred rent receivable. If the lease provides for tenant improvements, we determine whether the tenant improvements, for accounting purposes, are owned by the tenant or the Company. When we are the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the physical use of the leased asset until the tenant improvements are substantially completed. When the tenant is the owner of the tenant improvements, any tenant improvement allowance (including amounts that can be taken in the form of cash or a credit against the tenant’s rent) that is funded is treated as a lease incentive and amortized as a reduction of rental revenue over the lease term. Tenant improvement ownership is determined based on various factors including, but not limited to: • whether the lease stipulates how a tenant improvement allowance may be spent; • whether the lessee or lessor supervises the construction and bears the risk of cost overruns; • whether the amount of a tenant improvement allowance is in excess of market rates; • whether the tenant or landlord retains legal title to the improvements at the end of the lease term; • whether the tenant improvements are unique to the tenant or general purpose in nature; and • whether the tenant improvements are expected to have any residual value at the end of the lease. In accordance with ASC Topic 842, we determine whether collectability of lease payments in an operating lease is probable. If we determine the lease payments are not probable of collection, we fully reserve for rent and reimbursement receivables, including deferred rent receivable, and recognizes rental income on cash basis. Distributions received from investments are evaluated by management and recorded as dividend income or a return of capital (reduction of investment) on the ex-dividend date. Operational dividends or distributions received from portfolio investments are recorded as investment income. Distributions resulting from the sale or refinance of an investee’s underlying assets are compared to the estimated value of the remaining assets and are recorded as a return of capital or as investment income as appropriate. Realized gains or losses on investments are recognized in the period of disposal, distribution, or exchange and are measured by the difference between the proceeds from the sale or distribution and the cost of the investment. Investments are disposed of on a first-in, first-out basis. Net change in unrealized gain (loss) reflects the net change in portfolio investment values during the reporting period, including the reversal of previously recorded unrealized gains or losses. Dividends and Distributions Dividends (and distributions, if any) to common stockholders are recorded on the date of declaration. The amount, if any, to be paid as a quarterly dividend (or distribution, if any) is approved quarterly by the Board of Directors and is generally based upon management’s estimate of our earnings for the quarter. Fair Value Measurements GAAP establishes a hierarchical disclosure framework which prioritizes and ranks the level of market price observables used in measuring investments at fair value. Market price is impacted by a number of factors, including the type of investment and the characteristics specific to the investment. Investments with readily available actively quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observables and a lesser degree of judgment used in measuring fair value. Investments measured and reported at fair value are classified and disclosed in one of the following categories: Level I – Quoted prices are available in active markets for identical investments as of the reporting date. The type of investments included in Level I are publicly traded equity securities. The Company does not adjust the quoted price for these investments even in situations where the Company holds a large position and a sale could reasonably impact the quoted price. Level II – Price inputs are quoted prices for similar financial instruments in active markets; quoted prices for identical or similar financial instruments in markets that are not active; and model-derived valuations in which all significant inputs or significant value-drivers are observable in active markets. Investments which are generally included in this category are publicly traded equity securities with restrictions. Level III – Pricing inputs are unobservable and include situations where there is little, if any, market activity for the investment. Fair values for these investments are estimated by management using valuation methodologies that consider a range of factors, including but not limited to the price at which the investment was acquired, the nature of the investment, local market conditions, trading values on public exchanges for comparable securities, current and projected operating performance, financial condition, and financing transactions subsequent to the acquisition of the investment. The inputs into the determination of fair value require significant judgment by management. Due to the inherent uncertainty of these estimates, these values may differ materially from the values that would have been used had an active market for these investments existed. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. Management’s assessment of the significance of a particular input to the fair value measurement, in its entirety, requires judgment and considers factors specific to the investment. Valuation Procedures Valuation of Investments: Our consolidated financial statements include investments that are measured at their estimated fair values in accordance with GAAP. Our valuation procedures are summarized below: Securities for which market quotations are readily available on an exchange will be valued at such price as of the closing price on the day closest to the valuation date. Where a security is traded but in limited volume, we may instead utilize the weighted average closing price of the security over the prior 10 trading days. We may value securities that do not trade on a national exchange by using published secondary market trading information. When doing so, we first confirm that GAAP recognizes the trading price as the fair value of the security. Securities for which reliable market data are not readily available or for which the pricing source does not provide a valuation or methodology or provides a valuation or methodology that, in the judgment of the Adviser or Board of Directors, does not represent fair value, which we expect will represent a substantial portion of our portfolio, shall each be valued as follows: (i) each portfolio company or investment is initially valued by the investment professionals responsible for the portfolio investment; (ii) preliminary valuation conclusions are documented and discussed with our senior management; and (iii) the Board of Directors will discuss valuations and determine the fair value of each investment in our portfolio in good faith based on the input of the Adviser and, where appropriate and necessary, the respective third‑party valuation firms. The recommendation of fair value will generally be based on the following factors, as relevant: • the nature and realizable value of any collateral; • the portfolio company’s ability to make payments; • the portfolio company’s earnings and discounted cash flow; • the markets in which the issuer does business; and • comparisons to publicly traded securities. Securities for which market data is not readily available or for which a pricing source is not sufficient may include the following: • private placements and restricted securities that do not have an active trading market; • securities whose trading has been suspended or for which market quotes are no longer available; • debt securities that have recently gone into default and for which there is no current market; • securities whose prices are stale; • securities affected by significant events; and • securities that the Adviser believes were priced incorrectly. Valuation of Real Property: When property is owned directly, the valuation process includes a full review of the property financial information. An Argus model is created using all known data such as current rent rolls, escalators, expenses, market data in the area where the property is located, cap rates, discount rates, mortgages, interest rates, and other pertinent information. We estimate future leasing and costs associated, generally over a ten-year period, to determine the fair value of the property. Once the fair value is determined, and reviewed by the board, a determination of impairment is made and documented. In addition, once per year, we obtain a third-party appraisal on directly owned properties. Determination of fair value involves subjective judgments and estimates. Accordingly, the notes to our consolidated financial statements will express the uncertainty of such valuations, and any change in such valuations, on our consolidated financial statements. Equity Securities We have minority and non-controlling equity investments in various limited partnerships and non-traded entities, which do not have readily determinable fair values. We do not have controlling interests in these entities. Thus, these investments have been recorded as investments in equity securities in accordance with ASC Topic 321, Investments – Equity Securities Equity Method Investments with Fair Value Option Election We elected the fair value option of accounting for the investments listed below that would have otherwise been recorded under the equity method of accounting. The primary purpose of electing the fair value option was to enhance the transparency of our financial condition. Changes in the fair value of these investments, which are inclusive of equity in income, are recorded in the consolidated statement of operations during the period such changes occur. The below list of investments would have been accounted for under the equity method if the fair value method had not been elected and have been included in investments in the consolidated balance sheets as of June 30, 2022 and 2021: Investee Legal Form Asset Type % Ownership Fair Value as of 5210 Fountaingate, LP Limited Partnership LP Interest 9.92% $ 6,820 Capitol Hill Partners, LLC Limited Liability Company LP Interest 23.33% 1,518,100 Citrus Park Hotel Holdings, LLC Limited Liability Company LP Interest 35.27% 5,000,000 Dimensions 28, LLP Limited Partnership LP Interest 90.00% 19,512,036 Lakemont Partners, LLC Limited Liability Company LP Interest 17.10% 806,290 Secured Income L.P. Limited Partnership LP Interest 6.57% 520,594 Total $ 27,363,840 Investee Legal Form Asset Type % Ownership Fair Value as of June 30, 2021 FSP Satellite Place Corporation Non Traded Company 35.60% $ 2,867,911 5210 Fountaingate, LP Limited Partnership LP Interest 9.92% 30,574 Bishop Berkeley, LLC Limited Liability Company LP Interest 69.03% 5,142,164 BP3 Affiliate, LLC Limited Liability Company LP Interest 12.51% 1,668,000 Britannia Preferred Members, LLC - Class 1 Limited Liability Company LP Interest 26.99% 6,448,000 Britannia Preferred Members, LLC - Class 2 Limited Liability Company LP Interest 40.28% 5,891,945 Capitol Hill Partners, LLC Limited Liability Company LP Interest 25.93% 1,007,000 Citrus Park Hotel Holdings, LLC Limited Liability Company LP Interest 35.27% 5,000,000 Dimensions 28, LLP Limited Partnership LP Interest 90.00% 11,449,296 Lakemont Partners, LLC Limited Liability Company LP Interest 17.02% 817,770 Secured Income L.P. Limited Partnership LP Interest 6.57% 267,734 Total $ 40,590,394 Unconsolidated Investments (Non-security) at Fair Value These are equity method investments that do not meet the consolidation requirements under ASC 810. Under the 1940 Act, these investments are considered “voting securities” as opposed to “investment securities”. Therefore, we listed these equity method investments separately from rest of the equity method investments at fair value in the consolidated balance sheets. As of June 30, 2022, our investment in 1300 Main, LP, First & Main, LP, Dimensions 28, LLP, Green Valley Medical Center, LP, Main Street West, LP, Martin Plaza Associates, LP, One Harbor Center, LP, Westside Professional Center I, LP and Woodland Corporate Center II, LP are considered to be voting securities under the 1940 Act. As of June 30, 2021, our investments in Bishop Berkeley, LLC, BP3 Affiliate, LLC, Britannia Preferred Members, LLC - Class 1 and Class 2, and Dimensions 28, LLP were considered to be voting securities under the 1940 Act. Therefore, these investments were shown as unconsolidated investments (non-security), at fair value in the consolidated balance sheets. For GAAP purposes, these investments have been recorded under the equity method investments, for which we have elected the fair value option as discussed above. Lease Accounting Topic 842 In February 2016, the FASB issued ASU No. 2016-02 “Leases (Topic 842)” (“ASU 2016-02”). Under ASU 2016-02, an entity is required to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing. ASU 2016-02 offers specific accounting guidance for a lessee, a lessor, and parties to sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to facilitate assessment the amount, timing, and uncertainty of cash flows arising from leases. In July 2018, the FASB issued ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements” (“ASU 2018-11”). ASU 2018-11 provides lessors with a practical expedient to not separate lease and non-lease components if both (i) the timing and pattern of revenue recognition for the non-lease component and the related lease component are the same and (ii) the combined single lease component would be classified as an operating lease. We adopted the practical expedient as of July 1, 2019, to account for lease and non-lease components as a single component in lease contracts where we or one of our subsidiaries is the lessor. Our current portfolio consists of commercial office properties and residential apartment buildings whereby we generate rental revenue by leasing office space and apartment units to the building’s tenants. These tenant leases fall under the scope of Topic 842, and are classified as operating leases. Revenues from such leases are recognized on a straight-line basis over the terms of the lease agreements. Non-lease components of our leases are combined with the related lease components and accounted for as a single lease component under Topic 842. The balances of net real estate investments and related depreciation on our consolidated financial statements relate to assets for which we are the lessor . Real Estate Assets, Capital Additions, Depreciation and Amortization We capitalize costs, including certain indirect costs, incurred for capital additions, including redevelopment, development, and construction projects. We also allocate certain department costs, including payroll, at the corporate levels as “indirect costs” of capital additions, if such costs clearly relate to capital additions. We also capitalize interest, property taxes and insurance during periods in which redevelopment, development, and construction projects are in progress. Cost capitalization begins once the development or construction activity commences and ceases when the asset is ready for its intended use. Repair and maintenance and tenant turnover costs are expensed as incurred. Repair and maintenance and tenant turnover costs include all costs that do not extend the useful life of the real estate asset. Depreciation and amortization expense are computed on the straight-line method over the asset’s estimated useful life . We consider the period of future benefit of an asset to determine its appropriate useful life and anticipates the estimated useful lives of assets by class to be generally as follows: Buildings 16 – 45 years Building improvements 1 – 15 years Land improvements 5 – 15 years Furniture, fixtures and equipment 3 – 11 years In-place leases 1 – 10 years Real Estate Purchase Price Allocations In accordance with the guidance for business combinations, upon the acquisition of real estate properties, we evaluate whether the transaction is a business combination or an asset acquisition. If the transaction does not meet the definition of a business combination, we record the assets acquired, the liabilities assumed, and any non-controlling interest as of the acquisition date, measured at their relative fair values. Acquisition-related costs are capitalized in the period incurred and are added to the components of the real estate assets acquired. We assess the acquisition-date fair values of all tangible assets, identifiable intangible assets, and assumed liabilities using methods similar to those used by independent appraisers (e.g., discounted cash flow analysis) and that utilize appropriate discount and/or capitalization rates and available market information. Estimates of future cash flows are based on several factors including historical operating results, known and anticipated trends, and market and economic conditions. The fair value of tangible assets of an acquired property considers the value of the property as if it was vacant. Intangible assets include the val |
INVESTMENTS IN REAL ESTATE
INVESTMENTS IN REAL ESTATE | 12 Months Ended |
Jun. 30, 2022 | |
INVESTMENTS IN REAL ESTATE [Abstract] | |
INVESTMENTS IN REAL ESTATE | NOTE 3 – INVESTMENTS IN REAL ESTATE The following tables provide summary information regarding our operating properties, which are owned through our subsidiaries: the Operating Partnership, MacKenzie Satellite, Madison and PVT. Consolidated Operating Properties Property Name: Addison Corporate Center Commodore Apartments Pon de Leo Apartments Property Owner: The Operating Partnership Madison-PVT Partners LLC PVT-Madison Partners LLC Location: Windsor, CT Oakland, CA Oakland, CA Number of Tenants: 6 48 39 Year Built: 1980 1912 1929 Ownership Interest: 100% 100% 100% Property Name: Hollywood Property Shoreline Apartments Satellite Place Property Owner: The Operating Partnership The Operating Partnership MacKenzie Satellite Place Inc. Location: Hollywood, CA Concord, CA Duluth, GA Number of Tenants: 16 76 1 Year Built: 1917 1968 2002 Ownership Interest: 100% 100% 100% The following table presents the purchase price allocation of real estate assets acquired on October 4, 2021 based on asset acquisition accounting. Property Name: Hollywood Property Acquisition Date: October 4, 2021 Purchase Price Allocation Land $ 8,704,595 Building 10,524,548 Site Improvements 30,436 Tenant Improvements 41,852 Furniture, Fixtures & Equipment 361,055 Lease In Place 204,346 Leasing Commissions 23,998 Total assets acquired $ 19,890,830 The following table presents the purchase price allocation of real estate assets acquired on May 16, 2022 based on asset acquisition accounting Property Name: Shoreline Apartments Acquisition Date: May 16, 2022 Purchase Price Allocation Land $ 7,559,390 Building 17,859,545 Site Improvements 1,407,789 Furniture, Fixtures & Equipment 857,443 Lease In Place 552,950 Total assets acquired $ 28,237,117 The following table presents the purchase price allocation of real estate assets acquired on June 1, 2022 based on asset acquisition accounting Property Name: Satellite Place Acquisition Date: June 1, 2022 Purchase Price Allocation Land $ 2,966,129 Building 6,465,450 Site Imporvements 2,114,369 Tenant Improvements 2,136,966 Lease in Place 1,028,415 Leasing Commissions 436,799 Total assets acquired 15,148,128 Net leasehold asset (liability) (517,865 ) Total assets acquired, net $ 14,630,263 The total depreciation expense of our operating properties for the year ended June 30, 2022 was $2,866,400. The total depreciation expense of our operating properties for the six months ended June 30, 2021 was $1,107,467. We did not incur depreciation expense during the six months ended December 31, 2020 as we did not own and operate any real estate assets as of December 31, 2020. Operating Leases: Our real estate assets are leased to tenants under operating leases that contain varying terms and expirations. The leases may have provisions to extend the lease agreements, options for early termination after paying a specified penalty and other terms and conditions as negotiated. We retain substantially all the risks and benefits of ownership of the real estate assets leased to tenants. Generally, upon the execution of a lease, we do not require a security deposit from tenants on our commercial real estate properties, depending upon the terms of the respective leases and the creditworthiness of the tenants. Even when required, security deposits generally are not significant amounts. Therefore, exposure to credit risk exists to the extent that a receivable from a tenant exceeds the amount of the security deposit. Security deposits received in cash related to tenant leases are included in other accrued liabilities in the accompanying consolidated balance sheets and were immaterial as of June 30, 2022 and 2021 The following table presents the components of income from real estate operations Year Ended Six Months Ended June 30, 2022 June 30, 2021 Lease Income - Operating leases $ 8,783,327 $ 3,141,111 Variable lease income (1) 1,585,847 604,004 $ 10,369,174 $ 3,745,115 (1) Primarily includes tenant reimbursements for utilities and common area maintenance. As of June 30, 2022, the future minimum rental income from our real estate properties under non-cancelable operating leases are as follows: Year ended June 30,: Rental Income 2023 $ 3,111,256 2024 1,694,724 2025 1,727,946 2026 1,772,903 2027 1,819,230 Thereafter 5,591,966 Total $ 15,718,025 Lease Intangibles, Above-Market Lease Assets and Below-Market Lease Liabilities, Net As of June 30, 2022 and 2021, our acquired lease intangibles, above-market lease assets, and below-market lease liabilities were as follows: As of June 30, 2022 Lease Intangibles Above-Market Lease Asset Below-Market Lease Liabilities Cost $ 2,889,828 $ - $ 1,455,317 Accumulated amortization (586,168 ) - (391,738 ) Total $ 2,303,660 $ - $ 1,063,579 Weighted average amortization period (years) 5.2 - 4.9 As of June 30, 2021 Lease Intangibles Above-Market Lease Asset Below-Market Lease Liabilities Cost $ 5,141,279 $ 447,663 $ 937,452 Accumulated amortization (1,086,485 ) (63,952 ) (99,139 ) Total $ 4,054,794 $ 383,711 $ 838,313 Weighted average amortization period (years) 3.1 3.5 3.4 Our amortization of lease intangibles, above-market lease assets and below-market lease liabilities for the year ended June 30, 2022, were as follows: Year Ended June 30, 2022 Lease Intangibles Above-Market Lease Asset Below-Market Lease Liabilities Amortization $ 1,677,943 $ 127,904 $ (292,599 ) Our amortization of lease intangibles, above-market lease assets and below-market lease liabilities for the six months ended June 30, 2021, were as follows: Six Months Ended June 30, 2021 Lease Intangibles Above-Market Lease Asset Below-Market Amortization $ 1,086,486 $ 63,952 $ (99,139 ) We did not have lease intangibles as of December 31, 2020. Therefore, we did not have any amortization. The following table provides the projected amortization expense and adjustments to revenue from tenants for intangible assets and liabilities for the next five years: Year Ended June 30, : 2023 2024 2025 2026 2027 Thereafter In-place leases, to be included in amortization $ 491,084 $ 350,698 $ 350,698 $ 333,418 $ 212,460 $ 565,302 Above-market lease intangibles $ - $ - $ - $ - $ - $ - Below-market lease liabilities (335,985 ) (286,053 ) (134,237 ) (68,290 ) (68,290 ) (170,724 ) Total to be included in revenue from tenants $ (335,985 ) $ (286,053 ) $ (134,237 ) $ (68,290 ) $ (68,290 ) $ (170,724 ) |
INVESTMENTS
INVESTMENTS | 12 Months Ended |
Jun. 30, 2022 | |
INVESTMENTS [Abstract] | |
INVESTMENTS | NOTE 4 – INVESTMENTS The following table summarizes the composition of our equity method investments with fair value option election and other equity securities at fair value as of June 30, 2022 and 2021 (successor basis): Fair Value Fair Value Asset Type June 30, 2022 June 30, 2021 Publicly Traded Companies $ - $ 169,200 Non Traded Companies 11,517,226 29,426,441 Non Traded Company (Equity method investment with fair value option election) - 2,867,911 GP Interests 18,333,000 - LP Interests 330,000 288,494 LP Interests (Equity method investment with fair value option election) 27,363,840 37,722,483 Investment Trust 49,178 34,714 Total $ 57,593,244 $ 70,509,243 Our above total investments at fair value are disclosed in two separate lines as investments and unconsolidated investments (non-securities) in the consolidated balance sheets as of June 30, 2022 and 2021. The following table presents fair value measurements of our investments as of June 30, 2022 and 2021, according to the fair value hierarchy (successor basis): As of June 30,2022 Asset Type Total Level I Level II Level III Non Traded Companies $ 11,517,226 $ - $ - $ 11,517,226 GP Interests 18,333,000 - - 18,333,000 LP Interests 27,693,840 - - 27,693,840 Investment Trust 49,178 - - 49,178 Total $ 57,593,244 $ - $ - $ 57,593,244 As of June 30,2021 Asset Type Total Level I Level II Level III Publicly Traded Companies $ 169,200 $ 169,200 $ - $ - Non Traded Companies 32,294,352 - - 32,294,352 LP Interests 38,010,977 - - 38,010,977 Investment Trust 34,714 - - 34,714 Total $ 70,509,243 $ 169,200 $ - $ 70,340,043 The following is a reconciliation of the beginning and ending balances for investments measured at fair value on a recurring basis using significant unobservable inputs (Level III of the fair value hierarchy) for the year ended June 30, 2022 (successor basis): Balance at July 1, 2021 $ 70,340,043 Purchases of investments 21,789,690 Transfers to Level I (230,160 ) Fair value adjustment on FSP Satellite Corp. units owned prior to consolidation (Note 1) (3,106,018 ) Proceeds from sales, net (33,218,158 ) Return of capital distributions (11,807,238 ) Net realized gains 7,277,446 Net unrealized gains 6,547,639 Ending balance at June 30, 2022 $ 57,593,244 The transfer of $230,160 of investments from Level III to Level I category during the year ended June 30, 2022 resulted from two of our investments converting from a non-traded REIT to publicly traded REIT. Transfers are assumed to have occurred at the beginning of the year. For the year ended June 30, 2022, changes in unrealized gains, net included in earnings relating to Level III investments still held at June 30, 2022 were $8,698,216. The following is a reconciliation of the beginning and ending balances for investments measured at fair value on a recurring basis using significant unobservable inputs (Level III of the fair value hierarchy) for the six months ended June 30, 2021 (successor basis): Balance at December 31, 2020 $ 68,877,889 Purchases of investments 8,830,765 Transfers to Level I (229,879 ) Proceeds from sales, net (1,922,780 ) Return of capital distributions (6,001,052 ) Net realized losses (160,108 ) Net unrealized gains 945,208 Ending balance at June 30, 2021 $ 70,340,043 The transfers of $229,879 from Level III to Level I category during the six months ended June 30, 2021 resulted from one of our investments converting from a non-traded REIT to publicly traded REIT. Transfers are assumed to have occurred at the beginning of the period. For the six months ended June 30, 2021, changes in unrealized gains, net included in earnings relating to Level III investments still held at June 30, 2021 were $945,208. The following is a reconciliation of the beginning and ending balances for investments measured at fair value on a recurring basis using significant unobservable inputs (Level III of the fair value hierarchy) for the six months ended December 31, 2020 (predecessor basis): Balance at July 1, 2020 $ 86,460,491 Purchases of investments 13,448,477 Transfers to Level I (1,900,470 ) Consolidation of the Operating Partnership (8,027,584 ) Proceeds from sales, net (1,011,748 ) Return of capital (11,486,835 ) Net realized gains 30,050 Net unrealized losses (8,634,492 ) Ending balance at December 31, 2020 $ 68,877,889 The transfer of $1,900,470 of investments from Level III to Level I category during the six months ended December 31, 2020 resulted from one of our investments converting from a non-traded REIT to publicly traded REIT. Transfers are assumed to have occurred at the beginning of the period. For the six months ended December 31, 2020, changes in unrealized losses, net included in earnings The following table shows quantitative information about significant unobservable inputs related to the Level III fair value measurements used at June 30, 2022 (successor basis): Asset Type Fair Value Primary Valuation Techniques Unobservable Inputs Used Range Weighted Average Non Traded Companies $ 1,011,081 Estimated Liquidation Value Sponsor provided value Liquidity discount 25.0% - 75.0% 25.0% Non Traded Companies 10,506,145 Market Activity Secondary market industry publication Contracted purchase of security GP Interests 18,333,000 Market Activity Contracted purchase price LP Interests 21,550,730 Direct Capitalization Method Capitalization rate 4.0% - 5.0% 4.2% Liquidity discount 15.0% LP Interests 5,806,290 Discounted Cash Flow Discount rate 6.3% - 9.0% 8.6% LP Interests 6,820 Estimated Liquidation Value Sponsor provided value Liquidity discount 12% LP Interest 330,000 Market Activity Secondary market industry publication Investment Trust 49,178 Direct Capitalization Method Capitalization rate 5.0% Liquidity discount 15.0% $ 57,593,244 The following table shows quantitative information about significant unobservable inputs related to the Level III fair value measurements used at June 30, 2021 (successor basis): Asset Type Fair Value Primary Valuation Techniques Unobservable Inputs Used Range Weighted Average Non Traded Company $ 2,867,911 Direct Capitalization Method Capitalization rate 7.9% Liquidity discount 32.0% Non Traded Companies 66,337 Estimated Liquidation Value Sponsor provided value Liquidity discount 2.0% - 67.0% 53.6% Bankruptcy filing Non Traded Companies 29,360,104 Market Activity Secondary market industry publication Underlying property sales contract Acquisition cost LP Interests 19,717,495 Direct Capitalization Method Capitalization rate 3.5% - 7.5% 5.8% Liquidity discount 20.0% - 33.0% 20.9% LP Interests 11,448,000 Discounted Cash Flow Discount rate 9.0% - 20.0% 13.2% Discount term (months) 24 LP Interests 6,845,482 Estimated Liquidation Value Sponsor provided value Underlying property sales contract Liquidity discount 5.0% - 46.19% 16.1% Appraisal Investment Trust 34,714 Direct Capitalization Method Capitalization rate 6.0% Liquidity discount 33.0% $ 70,340,043 Impact of COVID-19 Pandemic The COVID-19 pandemic and related changes in tenant behavior have adversely impacted the fair value of our investments as of June 30, 2022 and 2021, and the values assigned as of this date may differ materially from the values that we may ultimately realize with respect to our investments. The impact of the COVID-19 pandemic may not yet be fully reflected in the valuation of our investments as our valuations, and particularly valuations of private investments and private companies, are inherently uncertain, may fluctuate over short periods of time and are often based on estimates, comparisons and qualitative evaluations of private information that is often from a time period earlier, generally two to three months, than the quarter for which we are reporting. Additionally, we may not have yet received information or certifications from our portfolio companies that indicate any or the full extent of declining performance or non-compliance with debt covenants, as applicable, as a result of the COVID-19 pandemic. As a result, our valuations at June 30, 2022 and 2021, may not show the complete or continuing impact of the COVID-19 pandemic and the resulting measures taken in response thereto. Accordingly, we may continue to incur additional net unrealized losses or may incur realized losses subsequent to June 30, 2022, which could have a material adverse effect on our business, financial condition and results of operations. Summarized Financial Statements for Equity Method Investments (Fair Value Option) Our investments in securities are generally in small and mid-sized companies in a variety of industries. In accordance with the Rule 8-03(b)(3) of Regulation S-X applicable for smaller reporting companies, we must determine which of our equity method investments measured at fair value under the Fair Value Option are considered “significant”, if any. Regulation S-X mandates the use of three different tests to determine if any of our investments are considered significant investments: the investment test, the asset test, and the income test. The rule requires summarized financial statements for any significant equity method investments in an annual and interim report if any of the three tests exceed 20% . In addition to the SEC rules, ASC 323-10-50-3(c) requires summarized financial statements of its equity method investments, including those reported under the fair value option, if they are material individually or in aggregate. Our investment in Dimension 28, LLP was determined to be significant under the income test as of June 30, 2022. In addition, our equity method investments accounted under the fair value option were material in aggregate as of June 30, 2022. The summarized financial information of Dimension 28, LLP and aggregated summarized financial information of all equity method investees is as follows: Dimension 28, LLP All Equity Method Investee Aggregated Total Assets $ 18,684,443 $ 95,185,176 Total Liabilities $ 13,788,779 $ 73,988,432 Total Equities $ 4,895,664 $ 21,196,744 Total Revenues $ 3,075,016 $ 13,139,175 Total Expenses $ 3,747,794 $ 13,013,280 Total Net Income (Loss) $ (672,778 ) $ 125,895 Unconsolidated Significant Subsidiaries In accordance with SEC Rules 3-09 and 4-08(g) of Regulation S-X, we must determine which of our investments in securities are considered “significant subsidiaries”, if any. Regulation S-X mandates the use of three different tests to determine if any of our controlled investments are significant subsidiaries: the investment test, the asset test, and the income test. Rule 3-09 of Regulation S-X requires separate audited financial statements for any unconsolidated majority-owned subsidiary in an annual report if any of the three tests exceed 20%. Rule 4-08(g) of Regulation S-X requires summarized financial information in an annual report if any of the three tests exceeds 10%. As of June 30, 2022 and 2021, none of our investments in securities was considered an unconsolidated significant subsidiary under the SEC rules described above. |
ACQUISITIONS AND HELD FOR SALE
ACQUISITIONS AND HELD FOR SALE | 12 Months Ended |
Jun. 30, 2022 | |
ACQUISITIONS AND HELD FOR SALE [Abstract] | |
ACQUISITIONS AND HELD FOR SALE | NOTE 5 – ACQUISITIONS AND HELD FOR SALE Acquisition of General Partnership Interests We entered into a membership interest purchase agreement with The Wiseman Company LLC (“Wiseman”) on April 12, 2022, to acquire 100% of the membership interests in eight limited liability companies (“Management Companies”) owned by Wiseman. We assigned all our rights, title and obligations with respect to the membership interest purchase agreement to the Operating Partnership on May 5, 2022, and the purchase of these Management Companies closed on May 6, 2022. After the closing, the Operating Partnership became the sole member of the Management Companies. Accordingly, we have consolidated the financial statements of these Management Companies as of June 30, 2022. Each Management Company manages a property company limited partnership and is the sole general partner of each of the limited partnerships. The following table presents the purchase price allocation of general partnership interests acquired on May 6, 2022: General Partnership Interests Management Companies Total Purchase Price 1300 Main, LP 1300 Main, LLC $ 1,688,000 First & Main, LP First & Main, LLC 2,237,000 Green Valley Medical Center, LP Green Valley Medical Center, LLC 3,010,000 Main Street West, LP Main Street West, LLC 4,708,000 Martin Plaza Associates, LP Martin Plaza, LLC 725,000 One Harbor Center, LP One Harbor Center, LLC 4,162,000 Westside Professional Center I, LP Westside Professional Center, LLC 1,803,000 Woodland Corporate Center II, LP Woodland Corporate Center, LLC - Total $ 18,333,000 The acquisition of general partnership interests was made in exchange for cash, preferred units in the Operating Partnership, and, in some cases, a contingent liability as shown below: General Partnership Interests Number of Preferred Units issued Amount of Preferred Units issued Cash Payments Contingent liability Total Purchase Price 1300 Main, LP - $ - $ 1,688,000 $ - $ 1,688,000 First & Main, LP 99,422.22 2,237,000 - - 2,237,000 Green Valley Medical Center, LP - - 2,410,000 600,000 3,010,000 Main Street West, LP - - 3,850,000 858,000 4,708,000 Martin Plaza Associates, LP 26,977.78 607,000 - 118,000 725,000 One Harbor Center, LP 80,266.67 1,806,000 1,571,000 785,000 4,162,000 Westside Professional Center I, LP - - 1,449,000 354,000 1,803,000 Woodland Corporate Center II, LP - - - - - Total 206,666.67 $ 4,650,000 $ 10,968,000 $ 2,715,000 $ 18,333,000 The Operating Partnership’s preferred units are issued with a $25 liquidation preference, but because Wiseman agreed to a 4-year “lock-up” we agreed to a discounted issuance price of $22.50 per unit. Thus, the value of the preferred units listed above is $22.50 per unit. Contingent Consideration Pursuant to the membership interest purchase agreement, the purchase price paid at closing for the general partnership interests was reduced by 20% as of the closing date for the property companies that had not received fully executed and in force leases, the annualized scheduled rents of which are equal to or greater than the target scheduled rent as stated in the membership interest purchase agreement. This 20% holdback will be paid upon a property company reaching the stabilization threshold, reduced by stabilization costs, as defined in the membership interest purchase agreement. Management believes that it is probable that the stabilization thresholds will be reached for each of the property companies that did not meet this threshold at the acquisition date. Hence, the 20% holdback was considered as a contingent liability in the consolidated balance sheet as of June 30, 2022. Debt Guaranty The property companies have mortgage loans with various banks and the loans are guaranteed by Wiseman and its owner, Doyle Wiseman and his trust. The mortgage loans of 1300 Main, LP, One Harbor Center, LP, Martin Plaza Associates, LP, and Main Street West, LP are also guaranteed by the partnership’s general partner as the co-guarantor. On July 1, 2022, subsequent to Operating Partnership’s acquisition of the management companies, Wiseman’s owner, Doyle Wiseman and the Operating Partnership entered into an indemnity agreement whereby the Operating Partnership will indemnify Doyle Wiseman for any losses suffered by him through the default of a limited partnership on the mortgage secured by the property owned by the limited partnership. Historically, none of the limited partnerships has had any defaults on any mortgages and Doyle Wiseman has not had to satisfy any mortgage default through a guaranty. Furthermore, each of the limited partnerships is adequately capitalized, has sufficient cash flow from operations to service the mortgage notes and has not required Doyle Wiseman to provide any subordinated financial support to the limited partnerships. Therefore, we have not recorded any liability related to the guaranty on the mortgage loans as of June 30, 2022. Acquisition of Land The Operating Partnership acquired a parcel of entitled land of approximately 3 acres located at the corner of Business Center Drive and Healthcare Drive in Fairfield, California from Wiseman on May 6, 2022. As part of the land acquisition, the Operating Partnership acquired all development agreements and rights, civil, design and building plans, right, benefits and privileges held by Wiseman. The total acquisition price of the land was $3,050,000, of which $750,000 was paid through the issuance 77,882 Class A units of the Operating Partnership. Assets and Liabilities Held for Sale On June 28, 2022, the Addison Property Owner entered into a forbearance agreement for the sale of Addison Corporate Center with the lender of the note payable discussed in Note 9. As a result, the Addison Property Owner’s operations met the criteria to be classified as held for sale, which requires us to present the related assets and liabilities as separate line items in our consolidated balance sheets. We recorded these assets and liabilities at fair value less any costs to sell. Impairment loss recognized on assets held for sale amounted to $9,126,461 for the year ended June 30, 2022. The following table presents information related to the major classes of assets and liabilities that were classified as held for sale in our consolidated balance sheets: June 30, 2022 June 30, 2021 Assets Real estate assets Land $ 6,456,615 $ 6,456,615 Building, fixtures and improvements 19,108,041 19,108,041 Intangible lease assets 5,154,568 5,104,794 Less: accumulated depreciation and amortization (5,112,309 ) (1,661,988 ) Total real estate assets, net 25,606,915 29,007,462 Cash 505,186 528,185 Restricted cash - 2,919,705 Investments income, rents and other receivables 490,239 256,849 Due from related entities 401 - Prepaid expenses and other assets 14,301 201,148 Allowance for impairment of assets held for sale (9,126,461 ) - Total assets $ 17,490,581 $ 32,913,349 Liabilities Deferred rent and other liabilities $ 410,908 $ 542,033 Accounts payable and accrued liabilities 334,081 858,937 Due to related entities - 11 Total liabilities $ 744,989 $ 1,400,981 We determined that the operations included in the table above did not meet the criteria to be classified as discontinued operations under the applicable guidance. |
VARIABLE INTEREST ENTITIES
VARIABLE INTEREST ENTITIES | 12 Months Ended |
Jun. 30, 2022 | |
VARIABLE INTEREST ENTITIES [Abstract] | |
VARIABLE INTEREST ENTITIES | NOTE 6 – VARIABLE INTEREST ENTITIES A variable interest in a variable interest entity (VIE) is an investment or other interest that will absorb portions of the VIE’s expected losses and/or receive portions of the VIE’s expected residual returns. Our variable interests in VIEs include limited partnership interests. VIEs sometimes finance the purchase of assets by issuing limited partnership interests that are either collateralized by or indexed to the assets held by the VIE. The enterprise with a controlling financial interest in a VIE is known as the primary beneficiary and consolidates the VIE. We determine whether we are the primary beneficiary of a VIE by performing an analysis that principally considers: (a) which variable interest holder has the power to direct activities of the VIE that most significantly impact the VIE’s economic performance; (b) which variable interest holder has the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE; (c) the VIE’s purpose and design, including the risks the VIE was designed to create and pass through to its variable interest holders; (d) the VIE’s capital structure; (e) the terms between the VIE and its variable interest holders and other parties involved with the VIE; and (f) related-party relationships. We reassess our evaluation of whether an entity is a VIE when certain reconsideration events occur. We reassess our determination of whether it is the primary beneficiary of a VIE on an ongoing basis based on current facts and circumstances. Nonconsolidated VIEs As of June 30, 2022 and 2021, six and eleven of our unconsolidated VIEs, respectively, include interests in limited partnerships and limited liability companies. We have determined that it is not the primary beneficiary of these entities because the managing partner or member of each of these entities has the power to direct the activities that most significantly affect the VIE’s economic performance. Accordingly, these VIEs have not been consolidated with us, and they have been reported as investments at fair value in the June 30, 2022 and 2021, consolidated balance sheets. The table below presents a summary of the nonconsolidated VIEs in which we hold variable interests: Total Nonconsolidated VIEs As of June 30, 2022 As of June 30, 2021 Fair value of investments in VIEs $ 27,693,840 $ 38,006,233 Carrying value of variable interests - assets $ 19,304,856 $ 38,529,875 Maximum Exposure to Loss: Limited Partnership Interest $ 19,304,856 $ 38,529,875 Our exposure to the obligations of VIEs is generally limited to the carrying value of the limited partnership interests in these entities. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Jun. 30, 2022 | |
RELATED PARTY TRANSACTIONS [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 7 – RELATED PARTY TRANSACTIONS Advisory Agreements Effective Through December 31, 2020: Under the Amended and Restated Investment Advisory Agreement, we paid the Adviser a fee for its services consisting of three components - a portfolio structuring fee, a base management fee, and a subordinated incentive fee. The portfolio structuring fee was for the Adviser’s initial work performed in identifying, evaluating, and structuring the acquisition of assets. The fee equaled 3.0% of the gross invested capital (“Gross Invested Capital”), which equals the number of shares issued, multiplied by the offering price of the shares sold ($10.00, regardless of whether or not shares were issued with volume or commission discounts), plus any borrowed funds. These services were performed on an ongoing basis in anticipation of deploying new capital, generally within 15 days of the receipt of capital. Therefore, this fee was expensed in the period the capital was accepted. The base management fee was calculated based on our Gross Invested Capital plus any borrowing for investment purposes. The base management fees ranged from 1.5% to 3.0%, depending on the level of Gross Invested Capital. The subordinated incentive fee had two parts—income and capital gains. The incentive fee components (other than during liquidation) were designed so that neither the income incentive fee nor the capital gains incentive fee was payable to the Adviser unless our stockholders had first received dividends at a rate of at least 7.0% per annum for the relevant measurement period (a fiscal quarter, for the income incentive fee; a fiscal year, for the capital gains incentive fee). The income incentive fee (the “Income Fee”) was calculated and payable quarterly in arrears as follows: (i) the sum of preliminary net investment income for each fiscal quarter since the effective date of the Amended and Restated Investment Advisory Agreement (October 1, 2017) exceeding 7% of the “Contributed Capital” (which equals the number of shares issued multiplied by the maximum public offering price at the time such shares were sold, regardless of whether or not shares were issued with volume or commission discounts or through the DRIP, as such amount is computed from time to time) on an annualized basis up to 8.75% of Contributed Capital; and (ii) 20.0% of our preliminary net investment income for each fiscal quarter after the effective date exceeding 8.75% of Contributed Capital at an annualized rate; minus (iii) the sum of all previously paid income incentive fees since the effective date, plus (iv) any incremental income incentive fee payable resulting from the reanalysis after calculation of the capital gains incentive fee. The capital gains incentive fee (the “Capital Gains Fee”) was calculated and payable in arrears as of the end of each fiscal year as follows: (i) the sum of all “capital gains” (calculated as net realized capital gains less unrealized capital depreciation) for each fiscal year after the effective date exceeding 7% of the Contributed Capital on an annualized basis up to 8.75% of Contributed Capital, which thresholds were reduced by (but not below zero) the cumulative preliminary net investment income for each fiscal quarter since the effective date (or, increased, in the case of negative cumulative preliminary net investment income); and (ii) 20.0% of all capital gains for each fiscal quarter after the effective date exceeding 8.75% of Contributed Capital at an annualized rate, which threshold was reduced by (but not below zero) the cumulative preliminary net investment income for each fiscal quarter since the effective date (or, increased, in the case of negative cumulative preliminary net investment income); minus (iii) the sum of all previously paid income incentive fees since the effective date and prior to the end of such fiscal year; less (iv) the aggregate amount of all capital gains incentive fees paid in prior fiscal years ending after the effective date. To the extent that such calculation would result in a capital gains incentive fee that exceeds 20% of all realized capital gains for the measurement period, the capital gains incentive fee was capped so that under no circumstance would it have exceeded 20% of the realized capital gains for the measurement period. Advisory Agreements Effective January 1, 2021: As discussed in Note 1, on January 26, 2021, our Board of Directors approved, effective January 1, 2021, two advisory agreements, an Advisory Management Agreement with the Real Estate Adviser and the Amended and Restated Investment Advisory Agreement with the Investment Adviser. The terms of the Advisory Management Agreement with the Real Estate Adviser provide that we will continue to pay an Asset Management Fee on essentially the same terms as it was paying the Investment Adviser prior to 2021, namely based upon a percentage of Invested Capital (3% of the first $20 million, 2% of the next $80 million, and 1.5% over $100 million). Invested Capital is equal to the amount calculated by multiplying the total number of outstanding shares, preferred shares, and the partnership units (units in our operating partnership issued by us and held by persons other than us) issued The Investment Adviser will receive an annual fee equal to $100 for providing the investment advice to us as to our securities portfolio under the Amended and Restated Investment Advisory Agreement. During the year ended June 30, 2022, we incurred the asset management fees of $2,725,588. During the six months ended June 30, 2021, we incurred the asset management fees of $1,354,323 and asset acquisition fees of $343,750 under the new advisory agreement with the Real Estate Adviser. The asset acquisition fees were paid on the real estate acquisitions of Madison and PVT. During the six months ended December 31, 2020, we incurred the base management fees of $1,335,376 and portfolio structuring fees of $6,679 under the previous advisory agreement with the Investment Adviser. The asset management and base management fees mentioned above were based on the following quarter ended Invested Capital segregated in two columns based on the annual fee rate: Asset/Base Management Fee Annual % 3.0% 2.0% 1.5% Total Invested Capital For the Year Ended June 30, 2022 Quarter ended: September 30, 2021 $ 20,000,000 $ 80,000,000 $ 33,927,634 $ 133,927,634 December 31, 2021 $ 20,000,000 $ 80,000,000 $ 34,242,127 $ 134,242,127 March 31, 2022 $ 20,000,000 $ 80,000,000 $ 35,848,952 $ 135,848,952 June 30, 2022 $ 20,000,000 $ 80,000,000 $ 41,870,274 $ 141,870,274 For the Year Ended June 30, 2021 Quarter ended: September 30, 2020 $ 20,000,000 $ 80,000,000 $ 28,769,486 $ 128,769,486 December 31, 2020 $ 20,000,000 $ 80,000,000 $ 33,997,317 $ 133,997,317 March 31, 2021 $ 20,000,000 $ 80,000,000 $ 34,120,859 $ 134,120,859 June 30, 2021 $ 20,000,000 $ 80,000,000 $ 33,648,965 $ 133,648,965 During the year ended June 31, 2022, and Similarly, we did not accrue Income Fee or Capital Gains Fee for the six months ended December 31, 2020, under the previous advisory agreement with the Investment Adviser. Property Management and Leasing Services: On May 6, 2022, the Real Estate Adviser's newly formed wholly owned subsidiary, Wiseman Company Management, LLC, purchased the property management and leasing services rights from Wiseman. Therefore, effective the acquisition date, Wiseman Company Management has been providing the property management and leasing services to the eight property limited partnerships in accordance with the pre-existing agreements. There have been no changes to any of the management services agreements with the property limited partnerships since the acquidition of the property management service rights. Organization and Offering Costs Reimbursement: As provided in the previous advisory agreement with the Investment Adviser and the prospectus of us, offering costs incurred and paid by us in excess of $1,650,000 on the third public offering were reimbursed by the Investment Adviser except to the extent that 10% in broker fees are not incurred (the “broker savings”). In such case, the broker savings were available to be paid by us for marketing expenses or other non‑cash compensation. Total offering costs incurred on the third public offering as of the termination date of October 31, 2020 were $624,188 which were below the reimbursement threshold. Therefore, there were no amounts reimbursable from the Investment Adviser as of the offering termination date. The third public offering terminated on October 31, 2020. Therefore, the remaining deferred offering costs that had not been amortized as of the termination date were fully expensed as of December 31, 2020. As provided in the Offering Circular, offering costs incurred and paid by us in excess of $550,000 in connection with the offering will be reimbursed by the Investment Adviser except to the extent that 10% in broker fees are not incurred. In such case, the broker savings were available to be paid by us for marketing expenses or other non-cash compensation. As of June 30, 2022, we have incurred $600,130 of offering costs on our Offering Circular to sell the preferred stock, of which $501,917 relates to syndication cost paid by Mackenzie on behalf of us in connection with the preferred stock offering. The total offering costs incurred as of June 30, 2022, is $21,841 in excess of the total offering cost reimbursement threshold including the broker savings. Therefore, the $21,841 excess will be reimbursed by the Investment Adviser and is netted against due to related entities in the consolidated balance sheet. Administration Agreement: Under the Administration Agreement, we reimburse MacKenzie for its allocable portion of overhead and other expenses it incurs in performing its obligations under the Administration Agreement, including furnishing us with office facilities, equipment and clerical, bookkeeping and record keeping services at such facilities, as well as providing us with other administrative services, subject to the independent directors’ approval. In addition, we reimburse MacKenzie for the fees and expenses associated with performing compliance functions, and its allocable portion of the compensation of our Chief Financial Officer, Chief Compliance Officer, Director of Accounting and Financial Reporting, and any administrative support staff. Effective November 1, 2018, transfer agent services are also provided by MacKenzie and the costs incurred by MacKenzie in providing the services are reimbursed by us. No fee (only cost reimbursement) is being paid by us to MacKenzie for this service. The administrative cost reimbursements for the year ended June 30, 2022 was $609,600. The administrative cost reimbursements for the six months ended June 30, 2021 and December 31, 2020, were both $310,400. Transfer agent services cost reimbursement for the year ended June 30, 2022 was $106,401. Transfer agent services cost reimbursements for the six months ended June 30, 2021 and December 31, 2020, were both $61,600 The table below outlines the related party expenses incurred for the year ended June 30, 2022, six months ended June 30, 2021, and six months ended December 31, 2020, and unpaid as of June 30, 2022, and June 30, 2021 Year Ended Six Months Ended Six Months Ended Unpaid as of Types and Recipient June 30, 2022 June 30, 2021 December 31, 2020 June 30, 2022 June 30, 2021 Asset management fees- the Real Estate Adviser $ 2,725,588 $ 1,354,323 $ - $ - $ - Base management fees- the Investment Adviser - - 1,335,376 - - Asset acquisition fees- the Real Estate Adviser (3) 793,919 343,750 - - - Portfolio structuring fees- the Investment Adviser - - 6,679 - - Administrative cost reimbursements- MacKenzie 609,600 310,400 310,400 - - Transfer agent cost reimbursements - MacKenzie 106,401 61,600 61,600 - - Organization & Offering Cost (2) 480,076 - 46,136 141,397 - Other expenses (1) - - - 72,697 1,926 Due to related entities $ 214,094 $ 1,926 (1) Expenses paid by MacKenzie and General Partner of a subsidiary on behalf of us and subsidiary. (2) Offering costs paid by MacKenzie - discussed in Note 7 under organization and offering costs reimbursements. (3) Asset acquisition fees paid to the Real Estate Adviser were capitalized as a part of the real estate basis in accordance with our policy. Affiliated Investments: Coastal Realty Business Trust (“CRBT”): CRBT is a Nevada business trust whose trustee is MacKenzie. Each series of the trust has its own beneficiaries and own assets. We own two series of CRBT and is the only beneficiary of such series. Under the terms of the agreement, there are no redemption rights to any of the series participants. We and TRS are the sole beneficiaries of the following series as of June 30, 2022 and 2021: • CRBT, REEP, Inc. -- |
MARGIN LOANS
MARGIN LOANS | 12 Months Ended |
Jun. 30, 2022 | |
MARGIN LOANS [Abstract] | |
MARGIN LOANS | NOTE 8 – MARGIN LOANS We have a brokerage account through which it buys and sells publicly traded securities. The provisions of the account allow us to borrow on certain securities held in the account and to purchase additional securities based on the account equity (including cash). Amounts borrowed are collateralized by the securities held in the account and bear interest at a negotiated rate payable monthly. Securities pledged to secure margin balances cannot be specifically identified as a portion of all securities held in a brokerage account are used as collateral. As of June 30, 2022 and 2021, we had no margin credit available for cash withdrawal or the ability to purchase in additional securities. Accordingly, as of June 30, 2022 and 2021, there was no amount outstanding under this short-term credit line. |
MORTGAGE NOTES PAYABLE AND DEBT
MORTGAGE NOTES PAYABLE AND DEBT GUARANTY | 12 Months Ended |
Jun. 30, 2022 | |
MORTGAGE NOTES PAYABLE AND DEBT GUARANTY [Abstract] | |
MORTGAGE NOTES PAYABLE AND DEBT GUARANTY | NOTE 9 – MORTGAGE NOTES PAYABLE AND DEBT GUARANTY Addison Property Owner Note Payable Addison Property Owner is the obligor under a note payable to Wells Fargo Bank, NA (the “Lender”) in the original loan amount of $32,000,000 at an interest rate of LIBOR plus 3.75%. The loan originally matured on November 1, 2019, and is secured by the properties owned by Addison Property Owner. On June 8, 2020, as part of the Contribution Agreement, we agreed to guarantee the loan and the maturity date of the loan was extended to April 30, 2021, with an option to further extend the maturity date to April 30, 2022. In April 2021, we exercised the option and extended the loan maturity date to April 30, 2022. The principal balance of the loan immediately prior to the Loan Modification Agreement was $25,827,107. The new loan principal amount due under the modified agreement was $24,404,257, and the interest rate was modified to be equal to the Federal Funds Rate plus 3.75%. The outstanding loan amounts as of June 30, 2022 and 2021, were $19,604,382 and $23,568,330, respectively. The loan requires payments only of interest through the maturity date; however, certain provisions of the loan agreement allow the lender to apply excess cash flow during a cash trap period to the principal balance. Under the Loan Modification Agreement and Replacement Guaranty, we guaranteed only the “Recourse Obligations” under the loan, which are triggered only if the guarantor of the loan engages in “Bad Boy Acts” (such as fraud, intentional misrepresentation, willful misconduct, waste, conversion, intentional failure to pay taxes or maintain insurance, filing for bankruptcy, etc.). As of June 30, 2022 and 2021, we have not recorded any debt guaranty obligation because (i) the Addison Property Owner was current on the loan payments, (ii) we believe the Addison Property Owner has sufficient cash flow to meet its monthly payments, and (iii) we have not engaged in inappropriate actions that would give rise to a guaranty obligation. On April 30, 2022, the notes payable matured and Addison Property Owner was unable to extend the loan. On June 28, 2022, Addison Property Owner entered into a forbearance agreement with the Lender. As of June 30, 2022, Addison Corporate Center is being marketed for sale in accordance with all the conditions set forth in the forbearance agreement. In addition, effective June 28, 2022, on monthly basis the lender will collect all cash revenues from Addison Corporate Center and deduct funds sufficient to satisfy monthly accrued interest at the default rate, any outstanding fees and costs incurred by the lender. The excess cash will be made available to the borrower for the payment of previously approved budgeted operating expenses. Any funds remaining thereafter will be applied towards the unpaid loan principal balance. Madison and PVT Notes Payable On February 26, 2021, Madison and PVT obtained mortgage loans from First Republic Bank in the amounts of $6,737,500 and $8,387,500, respectively, both at a fixed interest rate of 3.0% per annum through April 1, 2026. Effective May 1, 2026, interest rates will be the average of the twelve PT Hillview Notes Payable On October 4, 2021, PT Hillview entered into a loan agreement with Ladder Capital Finance in the amount of $17,500,000. The annual interest rate shall equal to the greater of (i) a floating rate of interest equal to 5.5% plus LIBOR, and (ii) 5.75%. The loan was obtained to finance the acquisition of Hollywood Property. The loan matures on October 6, 2023 and can be extended for two successive 12 month terms (the “Maturity Date”) and is secured by the Hollywood Property. The loan requires interest-only monthly payments with the principal balance due at maturity date. Interest is due based on a 360-day amortization period. As of June 30, 2022, the outstanding loan amounted to $16,804,689. We (along with three other principals of True USA) guaranteed: (1) the “Recourse Obligations” as defined in the loan agreement, which are triggered only if the borrower of the loan engages in “Bad Boy Acts” (such as fraud, intentional misrepresentation, willful misconduct, waste, conversion, intentional failure to pay taxes or maintain insurance, filing for bankruptcy, ADA noncompliance, and environmental contamination, etc.), (2) a “Debt Service and Carry Guaranty” under the loan, which guarantees the payment of interest on the loan and other “Basic Carrying Costs”, and (3) a “Guaranty of Completion” guaranteeing that the redevelopment work contracted to be performed will be completed as agreed. We were comfortable issuing such guarantees because the loan provides for a substantial “Carrying Costs” reserve and for the full funding of the construction contract, which is subject to a guaranteed maximum price. MacKenzie Shoreline Notes Payable On May 6, 2021, MacKenzie Shoreline entered into a loan agreement with Pacific Premier Bank, or order, in the amount of $17,650,000. The annual interest rate shall be 3.65% for the first 60 months, and a variable interest rate based on a 6-month CME Term Secured Overnight Financing Rate plus a margin of 3.00 percentage points, for months thereafter until maturity. The loan was obtained to finance the acquisition of Shoreline Apartments. The loan matures on June 1, 2032 and is secured by Shoreline Apartments. The loan requires interest only monthly payments through June 30, 2027, and beginning July 1, 2027, monthly payments of principal and interests are due based on 360 months of amortization period. As of June 30, 2022, the outstanding loan amounted to $17,650,000. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Jun. 30, 2022 | |
EARNINGS PER SHARE [Abstract] | |
EARNINGS PER SHARE | NOTE 10 – EARNINGS PER SHARE Basic earnings per share is computed using the weighted average number of shares outstanding. Diluted earnings per share is computed using the weighted average number of shares outstanding adjusted for the incremental shares attributed to potentially diluted securities. The following table sets forth the computation of basic and diluted earnings per share for year ended June 30, 2022, six months ended June 30, 2021 and six months ended December 31, 2020 Year Ended Six Months Ended Six Months Ended June 30, 2022 June 30, 2021 December 31, 2020 (Successor Basis) (Successor Basis) (Predecessor Basis) Net income (loss) attributable to common stockholders $ 4,507,957 $ 264,157 $ (9,667,137 ) Basic and diluted weighted average common shares outstanding 13,340,164.03 13,332,535.70 13,020,208.16 Basic and diluted earnings per share $ 0.34 $ 0.02 $ (0.74 ) |
SHARE OFFERINGS AND FEES
SHARE OFFERINGS AND FEES | 12 Months Ended |
Jun. 30, 2022 | |
SHARE OFFERINGS AND FEES [Abstract] | |
SHARE OFFERINGS AND FEES | NOTE 11 – SHARE OFFERINGS AND FEES During the year ended June 30, 2022, we issued 128,741 common shares with total gross proceeds of $1,187,630 under the D RIP. In March 2022, we issued 212 common shares at $10.25 per share to the Class A unit holders of the Operating Partnership. The Class A units of the Operating Partnerships are convertible to our common share on 1:1 basis. In addition, we also issued 3,172 units of common shares at $8.67 per share pursuant to the FSP Satellite merger as discussed in Note 1. During the year ended June 30, 2021, we issued 21,720 shares with gross proceeds of $218,439. For the year ended June 30, 2021, we incurred selling commissions and fees of $18,060. In addition to the shares sold through our public offering, in October 2020, we issued 504,091.15 shares at $7.85 per share, which was the most recent NAV at the time of the issuance, to the Class A unit holders of the Operating Partnership as discussed in Note 1. During the year ended June 30, 2022, we issued 119,380 preferred shares with gross proceeds of $2,957,530 and incurred syndication costs of $847,167 in relation to preferred shares offering. For the year ended June 30, 2022, we issued 36.70 preferred shares with total gross proceeds of $826 under the DRIP. |
SHARE REPURCHASE PLAN
SHARE REPURCHASE PLAN | 12 Months Ended |
Jun. 30, 2022 | |
SHARE REPURCHASE PLAN [Abstract] | |
SHARE REPURCHASE PLAN | NOTE 12 – SHARE REPURCHASE PLAN During the year ended June 30, 2022, we repurchased our own shares through our Share Repurchase Program and through third-party auctions as noted in the below table: Period Total Number Average Repurchase Price Per Share Total Repurchase Consideration During the year ended June 30, 2022 December 22, 2021 5,607.89 $ 9.84 $ 55,188 January 6, 2022 through March 31, 2022 125,677.16 $ 9.15 $ 1,149,490 June 1, 2022 through June 30, 2022 63,695.00 $ 8.96 $ 570,620 194,980.05 $ 1,775,298 On May 11, 2020, after assessing the impacts of the COVID-19 pandemic, our Board of Directors suspended our Share Repurchase Program. As a result, we did not repurchase any shares during the nine months ended March 31, 2021. We resumed the Share Repurchase Program on March 19, 2021. During the year ended June 30, 2021, we repurchased our own shares through our Share Repurchase Program and through third-party auctions as noted in the below table: Period Total Number Repurchase Price Total Repurchase Consideration During the year ended June 30, 2021: April 22, 2021 through May 12, 2021 68,135.92 $ 6.00 $ 408,818 |
STOCKHOLDER DIVIDENDS
STOCKHOLDER DIVIDENDS | 12 Months Ended |
Jun. 30, 2022 | |
STOCKHOLDER DIVIDENDS [Abstract] | |
STOCKHOLDER DIVIDENDS | NOTE 13 – STOCKHOLDER DIVIDENDS On March after assessing the impacts of the COVID- pandemic, our Board of Directors unanimously approved the suspension of regular quarterly dividends to our stockholders. On May the Board of Directors resumed the quarterly dividends after reassessing our cash flow. The following table reflects the dividends per share that we have declared on our common stock and preferred stock during the year ended June : Dividends Common stock Preferred stock During the Quarter Ended Per Share Amount Per Share Amount September 30, 2021 $ 0.130 * $ 1,731,482 $ - $ - December 31, 2021 0.080 1,068,612 0.125 440 March 31, 2022 0.090 1,193,841 0.375 18,507 June 30, 2022 0.100 1,323,888 0.375 37,982 $ 0.400 $ 5,317,823 $ 0.875 $ 56,929 * per share dividend was declared for the quarter ended June During the year ended June we paid total dividends of of which has been reinvested under our DRIP. Dividends declared during the quarter ended June 30, 2022 were paid on July 29, 2022 Total distributions declared by the Operating Partnership for the Class A unit holders during the year ended June was (which was per unit), of which ( per unit) was related to distributions declared for the quarter ended June Total distributions declared by the Operating Partnership for the preferred unit holders during the year ended June was (which was per unit). On June 28, 2022, we declared the Series A Preferred stock quarterly dividend of $0.375 per share payable at the rate of $0.125 per month for holders of record as of July 31, 2022, August 31, 2022, and September 30, 2022. Subsequently, on September 6, 2022, we declared the Series A Preferred stock quarterly dividend of $0.375 per share payable at the rate of $0.125 per month for holders of record as of October 31, 2022, November 30, 2022, and December 31, 2022. The preferred stock dividend declared on June 28, 2022, will be paid on or about October 15, 2022, and the preferred stock dividend declared on September 6, 2022, will be paid on or about January 15, 2023. On September 6, 2022, we also declared the common stock quarterly dividend of $0.105 per share for the quarter ended September 30, 2022. The common stock dividend declared on September 6, 2022 will be paid on or about October 30, 2022, to record holders as of September 30, 2022. The following table reflects the dividends per share that we have declared on our common stock during the months ended June : Dividends During the Quarter Ended Per Share Amount June 30, 2021 $ 0.050 $ 664,714 Of the total dividends paid during the months ended June has been reinvested under our DRIP. |
Schedule III - Real Estate Prop
Schedule III - Real Estate Properties and Accumulated Depreciation | 12 Months Ended |
Jun. 30, 2022 | |
Schedule III - Real Estate Properties and Accumulated Depreciation [Abstract] | |
Schedule III - Real Estate Properties and Accumulated Depreciation | MacKenzie Realty Capital, Inc. Schedule III- Real Estate Properties and Accumulated Depreciation June 30, 2022 Initial Costs Subsequent Acquisition Subsequent Disposal Property: Acquisition Date Encumbrances at June 30, 2022 Land Building & Land Building & Land Building & Gross Amount Carried at June 30, 2022 Accumulated Commodore Apartment Building March 5, 2021 $ 6,737,500 $ 5,519,963 $ 7,488,715 $ - $ 69,845 $ - $ - $ 13,078,523 $ (337,899 ) The Park View Building March 5, 2021 8,387,500 4,317,013 11,751,249 - 81,820 - - 16,150,082 (439,891 ) Hollywood Property October 4, 2021 16,042,852 8,704,577 12,747,047 - 1,499,327 - (297,017 ) 22,653,934 (254,084 ) Shoreline Apartments May 16, 2022 17,598,181 7,559,390 20,124,777 - - - - 27,684,167 (98,057 ) Satellite Place June 1, 2022 - 2,966,129 10,716,785 - - - - 13,682,914 (52,031 ) WW Land May 6, 2022 - 3,050,000 - - - - - 3,050,000 - $ 48,766,033 * $ 32,117,072 $ 62,828,573 $ - $ 1,650,992 $ - $ (297,017 ) $ 96,299,620 $ (1,181,962 ) * Excludes the note payable on property held for sale as of June 30, 2022. A summary of activity for real estate and accumulated depreciation for the year ended June and : Year Ended June Real Estate 2022 2021 Balance at the beginning of the year $ 54,641,596 $ - Additions - acquisitions 67,519,697 54,641,596 Disposals (297,017 ) - Reclassified to assets held for sale (25,564,656 ) - Balance at the end of the year $ 96,299,620 $ 54,641,596 Accumulated Depreciation Balance at the beginning of the year $ 1,107,466 $ - Depreciation expense 2,866,400 1,107,466 Disposals (49,711 ) - Reclassified to assets held for sale *2 (2,742,193 ) - Balance at end of the year $ 1,181,962 $ 1,107,466 *2 Excludes $2,370,116 of accumulated amortization associated with acquired intangible assets reclassified as held for sale. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Jun. 30, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Basis of Presentation and Consolidation Policy | Basis of Presentation and Consolidation Policy The accompanying consolidated financial statements of the Company have been prepared in accordance with the instructions to Form 10-K and Regulation S-X. We follow the accounting principles generally accepted in the United States of America (“GAAP”) and includes the accounts of our wholly owned consolidated subsidiaries and majority-owned controlled subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Prior to the termination of our status as a BDC, we were an investment company under the Financial Accounting Standards Board (“FASB”) ASC 946. Under the 1940 Act rules, regulations pursuant to Article 6 of Regulation S-X and ASC 946, subject to certain inapplicable exceptions, we were precluded from consolidating portfolio company investments, including those in which we had a controlling interest, unless the portfolio company was an investment company. Therefore, our portfolio company investments, including those in which we had a controlling interest, were carried on the consolidated balance sheets at fair value with changes to fair value recognized as “Net unrealized gain (loss)” on the consolidated statement of operations until the investment was realized, usually upon exit, resulting in any gain or loss on exit being recognized as a realized gain or loss. However, in the event that any controlled subsidiary exceeded the tests of significance set forth in Rules 3-09 or 4-08(g) of Regulation S-X, we included required financial information for such subsidiary in the notes or as an attachment to our consolidated financial statements. As a result of the termination of our status as a BDC, we are no longer an investment company under the FASB ASC 946. We discontinued applying the guidance in ASC 946 and began to account for the change in status prospectively by accounting for our investments in accordance with other U.S. GAAP as of the date of the change in status. Our financial statements for the period subsequent to the termination of our BDC status are prepared on a consolidated basis to include the financial position, results of operations, and our cash flows and of our wholly owned and majority-owned subsidiaries. This change in status and the application of different accounting principles makes it difficult to compare consolidated financial statements for 2022 and 2021. As such, for the year ended June 30, 2022, the consolidated statements of operations, changes in equity and cash flows have been presented as they would be for a REIT (on a “successor basis”). For the year ended June 30, 2021, the consolidated statements of operations, changes in net assets (referred to as “equity” effective June 30, 2021) and cash flows have been presented in two separate statements. For the six months ended December 31, 2020, the consolidated statements of operations have been presented as they would be for an investment company (on a “predecessor basis”) and for the six months ended June 30, 2021 as they would be for a REIT (on a “successor basis”). The consolidated balance sheets at June 30, 2022 and 2021, have been presented on the successor basis. Certain prior period information has been reclassified to conform to the prior year end presentation. The reclassification has no effect on our consolidated balance sheet or the consolidated statement of operations as previously reported . |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements requires management to make estimates and assumptions that affect reported asset values, liabilities, revenues, expenses and unrealized gains (losses) on investments during the reporting period. Material estimates that are susceptible to change, and actual results could differ from those estimates. |
Variable Interest Entities | Variable Interest Entities We evaluate the need to consolidate our investments in securities in accordance with ASC 810. In determining whether we have a controlling interest in a variable interest entity and whether to consolidate the accounts of that entity, management considers factors such as ownership interest, authority to make decisions and contractual and substantive participating rights of the partners, as well as whether the entity is a variable interest entity for which we are the primary beneficiary. Refer to Note 6 for additional information |
Assets and Liabilities Held for Sale | Assets and Liabilities Held for Sale We classify long-lived assets or disposal groups to be sold as held for sale in the period in which all of the following criteria are met: • Management, having the authority to approve the action, commits to a plan to sell the asset (disposal group); • The asset (disposal group) is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets (disposal groups); • An active program to locate a buyer and other actions required to complete the plan to sell the asset (disposal group) have been initiated; • The sale of the asset (disposal group) is probable, and transfer of the asset (disposal group) is expected to qualify for recognition as a completed sale within one year, except if events or circumstances beyond our control extend the period of time required to sell the asset or disposal group beyond one year; • The asset (disposal group) is being actively marketed for sale at a price that is reasonable in relation to its current fair value. The price at which a long-lived asset (disposal group) is being marketed is indicative of whether the entity currently has the intent and ability to sell the asset (disposal group). A market price that is reasonable in relation to fair value indicates that the asset (disposal group) is available for immediate sale, whereas a market price in excess of fair value indicates that the asset (disposal group) is not available for immediate sale; and • Actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. On the day that these criteria are met, we suspend depreciation on the investment properties held for sale, including depreciation for tenant improvements and additions, as well as on the amortization of acquired in-place leases. The investment properties and liabilities associated with those investment properties that are held for sale are classified separately on the consolidated balance sheets for the most recent reporting period and recorded at the lesser of the carrying value or fair value less costs to sell. The prior period investment properties and liabilities associated with those investment properties that are classified as held for sale have been classified separately as assets and liabilities held for sale on the consolidated balance sheet as of June 30, 2021 for comparative purpose. Refer to Note 5. |
Cash and Restricted Cash | Cash and Restricted Cash Our cash represents balances held in current bank accounts and restricted cash includes escrow accounts for real property taxes, insurance, capital expenditures and tenant improvements, debt service and leasing costs held by lenders, and cash pledged as collateral for securities sold short. These balances are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to certain limits. At times, the cash balances held in financial institutions by us may exceed these insured limits. Restricted cash is subject to a legal or contractual restrictions as to withdrawal or use, including restrictions that require the funds to be used for a specified purpose and restrictions that limit the purpose for which the funds can be used. We consider cash pledged as collateral for securities sold short to be restricted cash. |
Investments Income Receivable | Investments Income Receivable Investment income represent dividends, distributions, and sales proceeds recognized in accordance with our revenue recognition policy but not yet received as of the date of the consolidated financial statements. The amounts are generally fully collectible as they are recognized based on completed transactions. We monitor and adjust our receivables, and those deemed to be uncollectible are written-off only after all reasonable collection efforts are exhausted. We have determined that all investments income receivable balances outstanding as of June 30, 2022 and 2021, are collectible and do not require recording any uncollectible allowance . |
Rents and Other Receivables | Rents and Other Receivables We will periodically evaluate the collectability of amounts due from tenants and maintain an allowance for doubtful accounts for estimated losses resulting from the inability of tenants to make required payments under lease agreements. We exercise judgment in establishing these allowances and considers payment history and current credit status of tenants in developing these estimates. We have determined that all rent receivable balances outstanding as of June 30, 2022 and 2021, are collectible and do not require recording any uncollectible allowance. |
Capital Pending Acceptance | Capital Pending Acceptance We conduct closings for new purchases of our common stock twice per month and admits new stockholders effective beginning the first of each month. Subscriptions are effective only upon our acceptance. Any gross proceeds received from subscriptions which are not accepted as of the period-end are classified as capital pending acceptance in the consolidated balance sheets . As of June 30, 2022, capital pending acceptance was $85,000. As of June 30, 2021, there was no capital pending acceptance. |
Organization and Deferred Offering Costs | Organization and Deferred Offering Costs Organization costs include, among other things, the cost of legal services pertaining to the organization and incorporation of the business, incorporation fees, and audit fees relating to the public offerings and the initial statement of assets and liabilities. These costs are expensed as incurred. Offering costs include, among other things, legal fees and other costs pertaining to the preparation of the registration statements and pre- and post-effective amendments. While we were a BDC, offering costs were capitalized as deferred offering costs as incurred by us and subsequently amortized to expense over a twelve-month period. Any deferred offering costs that had not been amortized upon the expiration or earlier termination of an offering were accelerated and expensed upon such expiration or termination. The offering costs incurred by us on the Offering Circular to sell the Series A preferred stock have been classified as a reduction of equity |
Income Taxes and Deferred Tax Liability | Income Taxes and Deferred Tax Liability The Parent Company has elected to be treated as a REIT for tax purposes under the Code and as a REIT, is not subject to federal income taxes on amounts that it distributes to the stockholders, provided that, on an annual basis, it distributes at least 90% of its REIT taxable income to the stockholders and meets certain other conditions. To the extent that it satisfies the annual distribution requirement but distributes less than 100% of its taxable income, it is either subject to U.S. federal corporate income tax on its undistributed taxable income or 4% excise tax on catch-up distributions paid in the subsequent year. The Parent Company satisfied the annual dividend payment and other REIT requirements for the tax year ended December 31, 2021. Therefore, it did not incur any tax expense or excise tax on its income from operations during the quarterly periods within the tax year 2021. Similarly, for the tax year 2022, we believe the Parent Company paid the requisite amounts of dividends during the year and met other REIT requirements such that it will not owe any income taxes. Therefore, the Parent Company did not record any income tax provisions during any fiscal periods within the tax year 2022. TRS, MacKenzie NY 2 and MacKenzie Satellite are subject to corporate federal and state income tax on their taxable income at regular statutory rates. However, as of June 30, 2022, they did not have any taxable income for tax years 2021 or 2022. Therefore, TRS, MacKenzie NY 2 and MacKenzie Satellite did not record any income tax provisions during any fiscal period within the tax year 2021 and 2022. The Operating Partnership is a limited partnership and its subsidiaries; Addison Property Owner, LLC (the “Addison Property Owner”), Hollywood Hillview Owner, LLC (“Hollywood Hillview”) and MacKenzie BAA IG Shoreline LLC (“MacKenzie Shoreline”) are limited liability companies. Madison and PVT are also limited liability companies. Accordingly, all income tax liabilities of these entities flow through to their partners, which ultimately is the Company. Therefore, no income tax provisions are recorded for these entities. The Company and its subsidiaries follow ASC 740, Income Taxes |
Subsequent Events | Subsequent Events Subsequent events are events or transactions that occur after the date of the consolidated statements of assets and liabilities but before the date the consolidated financial statements are available to be issued. Subsequent events that provide additional evidence about conditions that existed at the date of the consolidated statements of assets and liabilities are considered in the preparation of the consolidated financial statements presented herein. Subsequent events that occur after the date of the consolidated statements of assets and liabilities that do not provide evidence about the conditions that existed as of the date of the consolidated statements of net assets are considered for disclosure based upon their significance in relation to our consolidated financial statements taken as a whole. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value estimates are made at discrete points in time based on relevant information. These estimates may be subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. We believe that the carrying amounts of our financial instruments, consisting of cash, restricted cash, investments income, rent and other receivables, prepaid expenses and other assets, mortgage notes payable, accounts payable and accrued liabilities, below-market lease liabilities, net, deferred rent and other liabilities and due to related entities, approximate the fair values of such items based on their nature, terms, and interest rates . |
Revenue Recognition | Revenue Recognition Rental revenue, net of concessions, which is derived primarily from lease contracts, which include rents that each tenant pays in accordance with the terms of each lease agreement, are recognized on a straight-line basis over the term of the lease, when collectability is determined to be probable. Minimum rent, including rental abatements, lease incentives, and contractual fixed increases attributable to operating leases are recognized on a straight-line basis over the term of the related leases when collectability is probable. Amounts expected to be received in later years are recorded as deferred rent receivable. If the lease provides for tenant improvements, we determine whether the tenant improvements, for accounting purposes, are owned by the tenant or the Company. When we are the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the physical use of the leased asset until the tenant improvements are substantially completed. When the tenant is the owner of the tenant improvements, any tenant improvement allowance (including amounts that can be taken in the form of cash or a credit against the tenant’s rent) that is funded is treated as a lease incentive and amortized as a reduction of rental revenue over the lease term. Tenant improvement ownership is determined based on various factors including, but not limited to: • whether the lease stipulates how a tenant improvement allowance may be spent; • whether the lessee or lessor supervises the construction and bears the risk of cost overruns; • whether the amount of a tenant improvement allowance is in excess of market rates; • whether the tenant or landlord retains legal title to the improvements at the end of the lease term; • whether the tenant improvements are unique to the tenant or general purpose in nature; and • whether the tenant improvements are expected to have any residual value at the end of the lease. In accordance with ASC Topic 842, we determine whether collectability of lease payments in an operating lease is probable. If we determine the lease payments are not probable of collection, we fully reserve for rent and reimbursement receivables, including deferred rent receivable, and recognizes rental income on cash basis. Distributions received from investments are evaluated by management and recorded as dividend income or a return of capital (reduction of investment) on the ex-dividend date. Operational dividends or distributions received from portfolio investments are recorded as investment income. Distributions resulting from the sale or refinance of an investee’s underlying assets are compared to the estimated value of the remaining assets and are recorded as a return of capital or as investment income as appropriate. Realized gains or losses on investments are recognized in the period of disposal, distribution, or exchange and are measured by the difference between the proceeds from the sale or distribution and the cost of the investment. Investments are disposed of on a first-in, first-out basis. Net change in unrealized gain (loss) reflects the net change in portfolio investment values during the reporting period, including the reversal of previously recorded unrealized gains or losses. |
Dividends and Distributions | Dividends and Distributions Dividends (and distributions, if any) to common stockholders are recorded on the date of declaration. The amount, if any, to be paid as a quarterly dividend (or distribution, if any) is approved quarterly by the Board of Directors and is generally based upon management’s estimate of our earnings for the quarter. |
Fair Value Measurements | Fair Value Measurements GAAP establishes a hierarchical disclosure framework which prioritizes and ranks the level of market price observables used in measuring investments at fair value. Market price is impacted by a number of factors, including the type of investment and the characteristics specific to the investment. Investments with readily available actively quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observables and a lesser degree of judgment used in measuring fair value. Investments measured and reported at fair value are classified and disclosed in one of the following categories: Level I – Quoted prices are available in active markets for identical investments as of the reporting date. The type of investments included in Level I are publicly traded equity securities. The Company does not adjust the quoted price for these investments even in situations where the Company holds a large position and a sale could reasonably impact the quoted price. Level II – Price inputs are quoted prices for similar financial instruments in active markets; quoted prices for identical or similar financial instruments in markets that are not active; and model-derived valuations in which all significant inputs or significant value-drivers are observable in active markets. Investments which are generally included in this category are publicly traded equity securities with restrictions. Level III – Pricing inputs are unobservable and include situations where there is little, if any, market activity for the investment. Fair values for these investments are estimated by management using valuation methodologies that consider a range of factors, including but not limited to the price at which the investment was acquired, the nature of the investment, local market conditions, trading values on public exchanges for comparable securities, current and projected operating performance, financial condition, and financing transactions subsequent to the acquisition of the investment. The inputs into the determination of fair value require significant judgment by management. Due to the inherent uncertainty of these estimates, these values may differ materially from the values that would have been used had an active market for these investments existed. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. Management’s assessment of the significance of a particular input to the fair value measurement, in its entirety, requires judgment and considers factors specific to the investment. |
Valuation of Investments | Valuation of Investments: Our consolidated financial statements include investments that are measured at their estimated fair values in accordance with GAAP. Our valuation procedures are summarized below: Securities for which market quotations are readily available on an exchange will be valued at such price as of the closing price on the day closest to the valuation date. Where a security is traded but in limited volume, we may instead utilize the weighted average closing price of the security over the prior 10 trading days. We may value securities that do not trade on a national exchange by using published secondary market trading information. When doing so, we first confirm that GAAP recognizes the trading price as the fair value of the security. Securities for which reliable market data are not readily available or for which the pricing source does not provide a valuation or methodology or provides a valuation or methodology that, in the judgment of the Adviser or Board of Directors, does not represent fair value, which we expect will represent a substantial portion of our portfolio, shall each be valued as follows: (i) each portfolio company or investment is initially valued by the investment professionals responsible for the portfolio investment; (ii) preliminary valuation conclusions are documented and discussed with our senior management; and (iii) the Board of Directors will discuss valuations and determine the fair value of each investment in our portfolio in good faith based on the input of the Adviser and, where appropriate and necessary, the respective third‑party valuation firms. The recommendation of fair value will generally be based on the following factors, as relevant: • the nature and realizable value of any collateral; • the portfolio company’s ability to make payments; • the portfolio company’s earnings and discounted cash flow; • the markets in which the issuer does business; and • comparisons to publicly traded securities. Securities for which market data is not readily available or for which a pricing source is not sufficient may include the following: • private placements and restricted securities that do not have an active trading market; • securities whose trading has been suspended or for which market quotes are no longer available; • debt securities that have recently gone into default and for which there is no current market; • securities whose prices are stale; • securities affected by significant events; and • securities that the Adviser believes were priced incorrectly. |
Valuation of Real Property | Valuation of Real Property: When property is owned directly, the valuation process includes a full review of the property financial information. An Argus model is created using all known data such as current rent rolls, escalators, expenses, market data in the area where the property is located, cap rates, discount rates, mortgages, interest rates, and other pertinent information. We estimate future leasing and costs associated, generally over a ten-year period, to determine the fair value of the property. Once the fair value is determined, and reviewed by the board, a determination of impairment is made and documented. In addition, once per year, we obtain a third-party appraisal on directly owned properties. Determination of fair value involves subjective judgments and estimates. Accordingly, the notes to our consolidated financial statements will express the uncertainty of such valuations, and any change in such valuations, on our consolidated financial statements. |
Equity Securities | Equity Securities We have minority and non-controlling equity investments in various limited partnerships and non-traded entities, which do not have readily determinable fair values. We do not have controlling interests in these entities. Thus, these investments have been recorded as investments in equity securities in accordance with ASC Topic 321, Investments – Equity Securities |
Equity Method Investments with Fair Value Option Election | Equity Method Investments with Fair Value Option Election We elected the fair value option of accounting for the investments listed below that would have otherwise been recorded under the equity method of accounting. The primary purpose of electing the fair value option was to enhance the transparency of our financial condition. Changes in the fair value of these investments, which are inclusive of equity in income, are recorded in the consolidated statement of operations during the period such changes occur. The below list of investments would have been accounted for under the equity method if the fair value method had not been elected and have been included in investments in the consolidated balance sheets as of June 30, 2022 and 2021: Investee Legal Form Asset Type % Ownership Fair Value as of 5210 Fountaingate, LP Limited Partnership LP Interest 9.92% $ 6,820 Capitol Hill Partners, LLC Limited Liability Company LP Interest 23.33% 1,518,100 Citrus Park Hotel Holdings, LLC Limited Liability Company LP Interest 35.27% 5,000,000 Dimensions 28, LLP Limited Partnership LP Interest 90.00% 19,512,036 Lakemont Partners, LLC Limited Liability Company LP Interest 17.10% 806,290 Secured Income L.P. Limited Partnership LP Interest 6.57% 520,594 Total $ 27,363,840 Investee Legal Form Asset Type % Ownership Fair Value as of June 30, 2021 FSP Satellite Place Corporation Non Traded Company 35.60% $ 2,867,911 5210 Fountaingate, LP Limited Partnership LP Interest 9.92% 30,574 Bishop Berkeley, LLC Limited Liability Company LP Interest 69.03% 5,142,164 BP3 Affiliate, LLC Limited Liability Company LP Interest 12.51% 1,668,000 Britannia Preferred Members, LLC - Class 1 Limited Liability Company LP Interest 26.99% 6,448,000 Britannia Preferred Members, LLC - Class 2 Limited Liability Company LP Interest 40.28% 5,891,945 Capitol Hill Partners, LLC Limited Liability Company LP Interest 25.93% 1,007,000 Citrus Park Hotel Holdings, LLC Limited Liability Company LP Interest 35.27% 5,000,000 Dimensions 28, LLP Limited Partnership LP Interest 90.00% 11,449,296 Lakemont Partners, LLC Limited Liability Company LP Interest 17.02% 817,770 Secured Income L.P. Limited Partnership LP Interest 6.57% 267,734 Total $ 40,590,394 |
Unconsolidated Investments (Non-security) at Fair Value | Unconsolidated Investments (Non-security) at Fair Value These are equity method investments that do not meet the consolidation requirements under ASC 810. Under the 1940 Act, these investments are considered “voting securities” as opposed to “investment securities”. Therefore, we listed these equity method investments separately from rest of the equity method investments at fair value in the consolidated balance sheets. As of June 30, 2022, our investment in 1300 Main, LP, First & Main, LP, Dimensions 28, LLP, Green Valley Medical Center, LP, Main Street West, LP, Martin Plaza Associates, LP, One Harbor Center, LP, Westside Professional Center I, LP and Woodland Corporate Center II, LP are considered to be voting securities under the 1940 Act. As of June 30, 2021, our investments in Bishop Berkeley, LLC, BP3 Affiliate, LLC, Britannia Preferred Members, LLC - Class 1 and Class 2, and Dimensions 28, LLP were considered to be voting securities under the 1940 Act. Therefore, these investments were shown as unconsolidated investments (non-security), at fair value in the consolidated balance sheets. For GAAP purposes, these investments have been recorded under the equity method investments, for which we have elected the fair value option as discussed above. |
Lease Accounting Topic 842 | Lease Accounting Topic 842 In February 2016, the FASB issued ASU No. 2016-02 “Leases (Topic 842)” (“ASU 2016-02”). Under ASU 2016-02, an entity is required to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing. ASU 2016-02 offers specific accounting guidance for a lessee, a lessor, and parties to sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to facilitate assessment the amount, timing, and uncertainty of cash flows arising from leases. In July 2018, the FASB issued ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements” (“ASU 2018-11”). ASU 2018-11 provides lessors with a practical expedient to not separate lease and non-lease components if both (i) the timing and pattern of revenue recognition for the non-lease component and the related lease component are the same and (ii) the combined single lease component would be classified as an operating lease. We adopted the practical expedient as of July 1, 2019, to account for lease and non-lease components as a single component in lease contracts where we or one of our subsidiaries is the lessor. Our current portfolio consists of commercial office properties and residential apartment buildings whereby we generate rental revenue by leasing office space and apartment units to the building’s tenants. These tenant leases fall under the scope of Topic 842, and are classified as operating leases. Revenues from such leases are recognized on a straight-line basis over the terms of the lease agreements. Non-lease components of our leases are combined with the related lease components and accounted for as a single lease component under Topic 842. The balances of net real estate investments and related depreciation on our consolidated financial statements relate to assets for which we are the lessor . |
Real Estate Assets, Capital Additions, Depreciation and Amortization | Real Estate Assets, Capital Additions, Depreciation and Amortization We capitalize costs, including certain indirect costs, incurred for capital additions, including redevelopment, development, and construction projects. We also allocate certain department costs, including payroll, at the corporate levels as “indirect costs” of capital additions, if such costs clearly relate to capital additions. We also capitalize interest, property taxes and insurance during periods in which redevelopment, development, and construction projects are in progress. Cost capitalization begins once the development or construction activity commences and ceases when the asset is ready for its intended use. Repair and maintenance and tenant turnover costs are expensed as incurred. Repair and maintenance and tenant turnover costs include all costs that do not extend the useful life of the real estate asset. Depreciation and amortization expense are computed on the straight-line method over the asset’s estimated useful life . We consider the period of future benefit of an asset to determine its appropriate useful life and anticipates the estimated useful lives of assets by class to be generally as follows: Buildings 16 – 45 years Building improvements 1 – 15 years Land improvements 5 – 15 years Furniture, fixtures and equipment 3 – 11 years In-place leases 1 – 10 years |
Real Estate Purchase Price Allocations | Real Estate Purchase Price Allocations In accordance with the guidance for business combinations, upon the acquisition of real estate properties, we evaluate whether the transaction is a business combination or an asset acquisition. If the transaction does not meet the definition of a business combination, we record the assets acquired, the liabilities assumed, and any non-controlling interest as of the acquisition date, measured at their relative fair values. Acquisition-related costs are capitalized in the period incurred and are added to the components of the real estate assets acquired. We assess the acquisition-date fair values of all tangible assets, identifiable intangible assets, and assumed liabilities using methods similar to those used by independent appraisers (e.g., discounted cash flow analysis) and that utilize appropriate discount and/or capitalization rates and available market information. Estimates of future cash flows are based on several factors including historical operating results, known and anticipated trends, and market and economic conditions. The fair value of tangible assets of an acquired property considers the value of the property as if it was vacant. Intangible assets include the value of in-place leases, which represents the estimated fair value of the net cash flows of leases in place at the time of acquisition, as compared to the net cash flows that would have occurred had the property been vacant at the time of acquisition and subject to lease-up. We amortize the value of in-place leases to expense over the remaining non-cancelable term of the respective leases, which is on average five years. Estimates of the fair values of the tangible assets, identifiable intangibles and assumed liabilities require us to make significant assumptions to estimate market lease rates, property operating expenses, carrying costs during lease-up periods, discount rates, market absorption periods, prevailing interest rates, and the number of years the property will be held for investment. The use of inappropriate assumptions could result in an incorrect valuation of acquired tangible assets, identifiable intangible assets, and assumed liabilities, which could impact the amount of our net income (loss). Differences in the amount attributed to the fair value estimate of the various assets acquired can be significant based upon the assumptions made in calculating these estimates. |
Contingent Consideration in an Asset Acquisition | Contingent Consideration in an Asset Acquisition Contingent consideration recognized is included in the initial cost of the assets acquired. Subsequent changes in the recorded amount of contingent consideration will generally be recognized as an adjustment to the cost basis of the acquired assets, in accordance with ASC 323-10-35-14a and ASC 360-10-30-1. The subsequent changes will be allocated to the acquired assets based on their relative fair value at the date of acquisition. |
Impairment of Real Estate Assets | Impairment of Real Estate Assets We continually monitor events and changes in circumstances that could indicate that the carrying value of our real estate and related intangible assets may not be recoverable. When indicators of potential impairment emerge, our assesses whether we will recover the carrying value of the asset through its undiscounted future cash flows and its eventual disposition. Based on this assessment, if we do not believe that it will recover the carrying value of the real estate and related intangible assets, we will record an impairment loss to the extent that the carrying value exceeds the estimated fair value of the real estate and related intangible assets |
Gain on Dispositions of Real Estate Investments | Gain on Dispositions of Real Estate Investments Gains on sales of rental real estate are not considered sales to customers and will generally be recognized pursuant to the provisions of ASC 610-20, Gains and Losses from the Derecognition of Nonfinancial Assets (“ASC 610-20”), which applies to sales or transfers to noncustomers of nonfinancial assets or in substance nonfinancial assets that do not meet the definition of a business. Generally, our sales of real estate would be considered a sale of a nonfinancial asset as defined by ASC 610-20. ASC 610-20 refers to the revenue recognition principles under ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). Under ASC 610-20, if we determine we do not have a controlling financial interest in the entity that holds the asset and the arrangement meets the criteria to be accounted for as a contract, we will dispose of the asset and recognize a gain or loss on the sale of the real estate when control of the underlying asset transfers to the buyer. |
Reportable Segments | Reportable Segments ASC 280, Segment Reporting Subsequent change in contingent consideration impacts the cost basis of acquired assets, which may also impact the income statement through subsequent accounting for the acquired asset. We are aware of diversity in practice regarding the subsequent treatment of the income statement effect of changes to the cost basis of the acquired assets. We generally believe the depreciation or amortization of these assets should be recognized as a cumulative “catch up” adjustment, as if the additional amount of consideration that is no longer contingent had been accrued from the outset of the arrangement |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
List of Investments | The below list of investments would have been accounted for under the equity method if the fair value method had not been elected and have been included in investments in the consolidated balance sheets as of June 30, 2022 and 2021: Investee Legal Form Asset Type % Ownership Fair Value as of 5210 Fountaingate, LP Limited Partnership LP Interest 9.92% $ 6,820 Capitol Hill Partners, LLC Limited Liability Company LP Interest 23.33% 1,518,100 Citrus Park Hotel Holdings, LLC Limited Liability Company LP Interest 35.27% 5,000,000 Dimensions 28, LLP Limited Partnership LP Interest 90.00% 19,512,036 Lakemont Partners, LLC Limited Liability Company LP Interest 17.10% 806,290 Secured Income L.P. Limited Partnership LP Interest 6.57% 520,594 Total $ 27,363,840 Investee Legal Form Asset Type % Ownership Fair Value as of June 30, 2021 FSP Satellite Place Corporation Non Traded Company 35.60% $ 2,867,911 5210 Fountaingate, LP Limited Partnership LP Interest 9.92% 30,574 Bishop Berkeley, LLC Limited Liability Company LP Interest 69.03% 5,142,164 BP3 Affiliate, LLC Limited Liability Company LP Interest 12.51% 1,668,000 Britannia Preferred Members, LLC - Class 1 Limited Liability Company LP Interest 26.99% 6,448,000 Britannia Preferred Members, LLC - Class 2 Limited Liability Company LP Interest 40.28% 5,891,945 Capitol Hill Partners, LLC Limited Liability Company LP Interest 25.93% 1,007,000 Citrus Park Hotel Holdings, LLC Limited Liability Company LP Interest 35.27% 5,000,000 Dimensions 28, LLP Limited Partnership LP Interest 90.00% 11,449,296 Lakemont Partners, LLC Limited Liability Company LP Interest 17.02% 817,770 Secured Income L.P. Limited Partnership LP Interest 6.57% 267,734 Total $ 40,590,394 |
Estimated Useful Lives of Assets by Class | We consider the period of future benefit of an asset to determine its appropriate useful life and anticipates the estimated useful lives of assets by class to be generally as follows: Buildings 16 – 45 years Building improvements 1 – 15 years Land improvements 5 – 15 years Furniture, fixtures and equipment 3 – 11 years In-place leases 1 – 10 years |
INVESTMENTS IN REAL ESTATE (Tab
INVESTMENTS IN REAL ESTATE (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
INVESTMENTS IN REAL ESTATE [Abstract] | |
Consolidated Operating Properties Information | The following tables provide summary information regarding our operating properties, which are owned through our subsidiaries: the Operating Partnership, MacKenzie Satellite, Madison and PVT. Consolidated Operating Properties Property Name: Addison Corporate Center Commodore Apartments Pon de Leo Apartments Property Owner: The Operating Partnership Madison-PVT Partners LLC PVT-Madison Partners LLC Location: Windsor, CT Oakland, CA Oakland, CA Number of Tenants: 6 48 39 Year Built: 1980 1912 1929 Ownership Interest: 100% 100% 100% Property Name: Hollywood Property Shoreline Apartments Satellite Place Property Owner: The Operating Partnership The Operating Partnership MacKenzie Satellite Place Inc. Location: Hollywood, CA Concord, CA Duluth, GA Number of Tenants: 16 76 1 Year Built: 1917 1968 2002 Ownership Interest: 100% 100% 100% |
Allocation of Real Estate Assets Acquired | The following table presents the purchase price allocation of real estate assets acquired on October 4, 2021 based on asset acquisition accounting. Property Name: Hollywood Property Acquisition Date: October 4, 2021 Purchase Price Allocation Land $ 8,704,595 Building 10,524,548 Site Improvements 30,436 Tenant Improvements 41,852 Furniture, Fixtures & Equipment 361,055 Lease In Place 204,346 Leasing Commissions 23,998 Total assets acquired $ 19,890,830 The following table presents the purchase price allocation of real estate assets acquired on May 16, 2022 based on asset acquisition accounting Property Name: Shoreline Apartments Acquisition Date: May 16, 2022 Purchase Price Allocation Land $ 7,559,390 Building 17,859,545 Site Improvements 1,407,789 Furniture, Fixtures & Equipment 857,443 Lease In Place 552,950 Total assets acquired $ 28,237,117 The following table presents the purchase price allocation of real estate assets acquired on June 1, 2022 based on asset acquisition accounting Property Name: Satellite Place Acquisition Date: June 1, 2022 Purchase Price Allocation Land $ 2,966,129 Building 6,465,450 Site Imporvements 2,114,369 Tenant Improvements 2,136,966 Lease in Place 1,028,415 Leasing Commissions 436,799 Total assets acquired 15,148,128 Net leasehold asset (liability) (517,865 ) Total assets acquired, net $ 14,630,263 |
Components of Income From Real Estate Operations | The following table presents the components of income from real estate operations Year Ended Six Months Ended June 30, 2022 June 30, 2021 Lease Income - Operating leases $ 8,783,327 $ 3,141,111 Variable lease income (1) 1,585,847 604,004 $ 10,369,174 $ 3,745,115 (1) Primarily includes tenant reimbursements for utilities and common area maintenance. |
Real Estate Properties Under Non-Cancelable Operating Leases | As of June 30, 2022, the future minimum rental income from our real estate properties under non-cancelable operating leases are as follows: Year ended June 30,: Rental Income 2023 $ 3,111,256 2024 1,694,724 2025 1,727,946 2026 1,772,903 2027 1,819,230 Thereafter 5,591,966 Total $ 15,718,025 |
Acquired Lease Intangibles, Above-Market Lease Assets and Below-Market Lease Liabilities | As of June 30, 2022 and 2021, our acquired lease intangibles, above-market lease assets, and below-market lease liabilities were as follows: As of June 30, 2022 Lease Intangibles Above-Market Lease Asset Below-Market Lease Liabilities Cost $ 2,889,828 $ - $ 1,455,317 Accumulated amortization (586,168 ) - (391,738 ) Total $ 2,303,660 $ - $ 1,063,579 Weighted average amortization period (years) 5.2 - 4.9 As of June 30, 2021 Lease Intangibles Above-Market Lease Asset Below-Market Lease Liabilities Cost $ 5,141,279 $ 447,663 $ 937,452 Accumulated amortization (1,086,485 ) (63,952 ) (99,139 ) Total $ 4,054,794 $ 383,711 $ 838,313 Weighted average amortization period (years) 3.1 3.5 3.4 |
Amortization of Lease Intangibles, Above-Market Lease Assets And Below-Market Lease Liabilities | Our amortization of lease intangibles, above-market lease assets and below-market lease liabilities for the year ended June 30, 2022, were as follows: Year Ended June 30, 2022 Lease Intangibles Above-Market Lease Asset Below-Market Lease Liabilities Amortization $ 1,677,943 $ 127,904 $ (292,599 ) Our amortization of lease intangibles, above-market lease assets and below-market lease liabilities for the six months ended June 30, 2021, were as follows: Six Months Ended June 30, 2021 Lease Intangibles Above-Market Lease Asset Below-Market Amortization $ 1,086,486 $ 63,952 $ (99,139 ) |
Projected Amortization Expense and Adjustments | The following table provides the projected amortization expense and adjustments to revenue from tenants for intangible assets and liabilities for the next five years: Year Ended June 30, : 2023 2024 2025 2026 2027 Thereafter In-place leases, to be included in amortization $ 491,084 $ 350,698 $ 350,698 $ 333,418 $ 212,460 $ 565,302 Above-market lease intangibles $ - $ - $ - $ - $ - $ - Below-market lease liabilities (335,985 ) (286,053 ) (134,237 ) (68,290 ) (68,290 ) (170,724 ) Total to be included in revenue from tenants $ (335,985 ) $ (286,053 ) $ (134,237 ) $ (68,290 ) $ (68,290 ) $ (170,724 ) |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
INVESTMENTS [Abstract] | |
Composition of Investments at Fair Value | The following table summarizes the composition of our equity method investments with fair value option election and other equity securities at fair value as of June 30, 2022 and 2021 (successor basis): Fair Value Fair Value Asset Type June 30, 2022 June 30, 2021 Publicly Traded Companies $ - $ 169,200 Non Traded Companies 11,517,226 29,426,441 Non Traded Company (Equity method investment with fair value option election) - 2,867,911 GP Interests 18,333,000 - LP Interests 330,000 288,494 LP Interests (Equity method investment with fair value option election) 27,363,840 37,722,483 Investment Trust 49,178 34,714 Total $ 57,593,244 $ 70,509,243 |
Fair Value Measurements of Investments | The following table presents fair value measurements of our investments as of June 30, 2022 and 2021, according to the fair value hierarchy (successor basis): As of June 30,2022 Asset Type Total Level I Level II Level III Non Traded Companies $ 11,517,226 $ - $ - $ 11,517,226 GP Interests 18,333,000 - - 18,333,000 LP Interests 27,693,840 - - 27,693,840 Investment Trust 49,178 - - 49,178 Total $ 57,593,244 $ - $ - $ 57,593,244 As of June 30,2021 Asset Type Total Level I Level II Level III Publicly Traded Companies $ 169,200 $ 169,200 $ - $ - Non Traded Companies 32,294,352 - - 32,294,352 LP Interests 38,010,977 - - 38,010,977 Investment Trust 34,714 - - 34,714 Total $ 70,509,243 $ 169,200 $ - $ 70,340,043 |
Reconciliation of the Beginning and Ending Balances for Investments Measured at Fair value on a Recurring Basis | The following is a reconciliation of the beginning and ending balances for investments measured at fair value on a recurring basis using significant unobservable inputs (Level III of the fair value hierarchy) for the year ended June 30, 2022 (successor basis): Balance at July 1, 2021 $ 70,340,043 Purchases of investments 21,789,690 Transfers to Level I (230,160 ) Fair value adjustment on FSP Satellite Corp. units owned prior to consolidation (Note 1) (3,106,018 ) Proceeds from sales, net (33,218,158 ) Return of capital distributions (11,807,238 ) Net realized gains 7,277,446 Net unrealized gains 6,547,639 Ending balance at June 30, 2022 $ 57,593,244 The following is a reconciliation of the beginning and ending balances for investments measured at fair value on a recurring basis using significant unobservable inputs (Level III of the fair value hierarchy) for the six months ended June 30, 2021 (successor basis): Balance at December 31, 2020 $ 68,877,889 Purchases of investments 8,830,765 Transfers to Level I (229,879 ) Proceeds from sales, net (1,922,780 ) Return of capital distributions (6,001,052 ) Net realized losses (160,108 ) Net unrealized gains 945,208 Ending balance at June 30, 2021 $ 70,340,043 The following is a reconciliation of the beginning and ending balances for investments measured at fair value on a recurring basis using significant unobservable inputs (Level III of the fair value hierarchy) for the six months ended December 31, 2020 (predecessor basis): Balance at July 1, 2020 $ 86,460,491 Purchases of investments 13,448,477 Transfers to Level I (1,900,470 ) Consolidation of the Operating Partnership (8,027,584 ) Proceeds from sales, net (1,011,748 ) Return of capital (11,486,835 ) Net realized gains 30,050 Net unrealized losses (8,634,492 ) Ending balance at December 31, 2020 $ 68,877,889 |
Significant Unobservable Inputs Used in Fair Value Measurements | The following table shows quantitative information about significant unobservable inputs related to the Level III fair value measurements used at June 30, 2022 (successor basis): Asset Type Fair Value Primary Valuation Techniques Unobservable Inputs Used Range Weighted Average Non Traded Companies $ 1,011,081 Estimated Liquidation Value Sponsor provided value Liquidity discount 25.0% - 75.0% 25.0% Non Traded Companies 10,506,145 Market Activity Secondary market industry publication Contracted purchase of security GP Interests 18,333,000 Market Activity Contracted purchase price LP Interests 21,550,730 Direct Capitalization Method Capitalization rate 4.0% - 5.0% 4.2% Liquidity discount 15.0% LP Interests 5,806,290 Discounted Cash Flow Discount rate 6.3% - 9.0% 8.6% LP Interests 6,820 Estimated Liquidation Value Sponsor provided value Liquidity discount 12% LP Interest 330,000 Market Activity Secondary market industry publication Investment Trust 49,178 Direct Capitalization Method Capitalization rate 5.0% Liquidity discount 15.0% $ 57,593,244 The following table shows quantitative information about significant unobservable inputs related to the Level III fair value measurements used at June 30, 2021 (successor basis): Asset Type Fair Value Primary Valuation Techniques Unobservable Inputs Used Range Weighted Average Non Traded Company $ 2,867,911 Direct Capitalization Method Capitalization rate 7.9% Liquidity discount 32.0% Non Traded Companies 66,337 Estimated Liquidation Value Sponsor provided value Liquidity discount 2.0% - 67.0% 53.6% Bankruptcy filing Non Traded Companies 29,360,104 Market Activity Secondary market industry publication Underlying property sales contract Acquisition cost LP Interests 19,717,495 Direct Capitalization Method Capitalization rate 3.5% - 7.5% 5.8% Liquidity discount 20.0% - 33.0% 20.9% LP Interests 11,448,000 Discounted Cash Flow Discount rate 9.0% - 20.0% 13.2% Discount term (months) 24 LP Interests 6,845,482 Estimated Liquidation Value Sponsor provided value Underlying property sales contract Liquidity discount 5.0% - 46.19% 16.1% Appraisal Investment Trust 34,714 Direct Capitalization Method Capitalization rate 6.0% Liquidity discount 33.0% $ 70,340,043 |
Aggregated Summarized Financial Information of Investees | The summarized financial information of Dimension 28, LLP and aggregated summarized financial information of all equity method investees is as follows: Dimension 28, LLP All Equity Method Investee Aggregated Total Assets $ 18,684,443 $ 95,185,176 Total Liabilities $ 13,788,779 $ 73,988,432 Total Equities $ 4,895,664 $ 21,196,744 Total Revenues $ 3,075,016 $ 13,139,175 Total Expenses $ 3,747,794 $ 13,013,280 Total Net Income (Loss) $ (672,778 ) $ 125,895 |
ACQUISITIONS AND HELD FOR SALE
ACQUISITIONS AND HELD FOR SALE (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
ACQUISITIONS AND HELD FOR SALE [Abstract] | |
Purchase Price Allocation of General Partnership Interests Acquired | The following table presents the purchase price allocation of general partnership interests acquired on May 6, 2022: General Partnership Interests Management Companies Total Purchase Price 1300 Main, LP 1300 Main, LLC $ 1,688,000 First & Main, LP First & Main, LLC 2,237,000 Green Valley Medical Center, LP Green Valley Medical Center, LLC 3,010,000 Main Street West, LP Main Street West, LLC 4,708,000 Martin Plaza Associates, LP Martin Plaza, LLC 725,000 One Harbor Center, LP One Harbor Center, LLC 4,162,000 Westside Professional Center I, LP Westside Professional Center, LLC 1,803,000 Woodland Corporate Center II, LP Woodland Corporate Center, LLC - Total $ 18,333,000 |
Acquisition of General Partnership Interests In Exchange for Cash, Preferred Units in Operating Partnership and Contingent Liability | The acquisition of general partnership interests was made in exchange for cash, preferred units in the Operating Partnership, and, in some cases, a contingent liability as shown below: General Partnership Interests Number of Preferred Units issued Amount of Preferred Units issued Cash Payments Contingent liability Total Purchase Price 1300 Main, LP - $ - $ 1,688,000 $ - $ 1,688,000 First & Main, LP 99,422.22 2,237,000 - - 2,237,000 Green Valley Medical Center, LP - - 2,410,000 600,000 3,010,000 Main Street West, LP - - 3,850,000 858,000 4,708,000 Martin Plaza Associates, LP 26,977.78 607,000 - 118,000 725,000 One Harbor Center, LP 80,266.67 1,806,000 1,571,000 785,000 4,162,000 Westside Professional Center I, LP - - 1,449,000 354,000 1,803,000 Woodland Corporate Center II, LP - - - - - Total 206,666.67 $ 4,650,000 $ 10,968,000 $ 2,715,000 $ 18,333,000 |
Major Classes of Assets and Liabilities Classified as Held For Sale | The following table presents information related to the major classes of assets and liabilities that were classified as held for sale in our consolidated balance sheets: June 30, 2022 June 30, 2021 Assets Real estate assets Land $ 6,456,615 $ 6,456,615 Building, fixtures and improvements 19,108,041 19,108,041 Intangible lease assets 5,154,568 5,104,794 Less: accumulated depreciation and amortization (5,112,309 ) (1,661,988 ) Total real estate assets, net 25,606,915 29,007,462 Cash 505,186 528,185 Restricted cash - 2,919,705 Investments income, rents and other receivables 490,239 256,849 Due from related entities 401 - Prepaid expenses and other assets 14,301 201,148 Allowance for impairment of assets held for sale (9,126,461 ) - Total assets $ 17,490,581 $ 32,913,349 Liabilities Deferred rent and other liabilities $ 410,908 $ 542,033 Accounts payable and accrued liabilities 334,081 858,937 Due to related entities - 11 Total liabilities $ 744,989 $ 1,400,981 |
VARIABLE INTEREST ENTITIES (Tab
VARIABLE INTEREST ENTITIES (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
VARIABLE INTEREST ENTITIES [Abstract] | |
Summary of the Nonconsolidated VIE | The table below presents a summary of the nonconsolidated VIEs in which we hold variable interests: Total Nonconsolidated VIEs As of June 30, 2022 As of June 30, 2021 Fair value of investments in VIEs $ 27,693,840 $ 38,006,233 Carrying value of variable interests - assets $ 19,304,856 $ 38,529,875 Maximum Exposure to Loss: Limited Partnership Interest $ 19,304,856 $ 38,529,875 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
RELATED PARTY TRANSACTIONS [Abstract] | |
Base Management Fees | The asset management and base management fees mentioned above were based on the following quarter ended Invested Capital segregated in two columns based on the annual fee rate: Asset/Base Management Fee Annual % 3.0% 2.0% 1.5% Total Invested Capital For the Year Ended June 30, 2022 Quarter ended: September 30, 2021 $ 20,000,000 $ 80,000,000 $ 33,927,634 $ 133,927,634 December 31, 2021 $ 20,000,000 $ 80,000,000 $ 34,242,127 $ 134,242,127 March 31, 2022 $ 20,000,000 $ 80,000,000 $ 35,848,952 $ 135,848,952 June 30, 2022 $ 20,000,000 $ 80,000,000 $ 41,870,274 $ 141,870,274 For the Year Ended June 30, 2021 Quarter ended: September 30, 2020 $ 20,000,000 $ 80,000,000 $ 28,769,486 $ 128,769,486 December 31, 2020 $ 20,000,000 $ 80,000,000 $ 33,997,317 $ 133,997,317 March 31, 2021 $ 20,000,000 $ 80,000,000 $ 34,120,859 $ 134,120,859 June 30, 2021 $ 20,000,000 $ 80,000,000 $ 33,648,965 $ 133,648,965 |
Related Party Expenses | The table below outlines the related party expenses incurred for the year ended June 30, 2022, six months ended June 30, 2021, and six months ended December 31, 2020, and unpaid as of June 30, 2022, and June 30, 2021 Year Ended Six Months Ended Six Months Ended Unpaid as of Types and Recipient June 30, 2022 June 30, 2021 December 31, 2020 June 30, 2022 June 30, 2021 Asset management fees- the Real Estate Adviser $ 2,725,588 $ 1,354,323 $ - $ - $ - Base management fees- the Investment Adviser - - 1,335,376 - - Asset acquisition fees- the Real Estate Adviser (3) 793,919 343,750 - - - Portfolio structuring fees- the Investment Adviser - - 6,679 - - Administrative cost reimbursements- MacKenzie 609,600 310,400 310,400 - - Transfer agent cost reimbursements - MacKenzie 106,401 61,600 61,600 - - Organization & Offering Cost (2) 480,076 - 46,136 141,397 - Other expenses (1) - - - 72,697 1,926 Due to related entities $ 214,094 $ 1,926 (1) Expenses paid by MacKenzie and General Partner of a subsidiary on behalf of us and subsidiary. (2) Offering costs paid by MacKenzie - discussed in Note 7 under organization and offering costs reimbursements. (3) Asset acquisition fees paid to the Real Estate Adviser were capitalized as a part of the real estate basis in accordance with our policy. |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
EARNINGS PER SHARE [Abstract] | |
Computation of Basic and Diluted Earnings per Share | The following table sets forth the computation of basic and diluted earnings per share for year ended June 30, 2022, six months ended June 30, 2021 and six months ended December 31, 2020 Year Ended Six Months Ended Six Months Ended June 30, 2022 June 30, 2021 December 31, 2020 (Successor Basis) (Successor Basis) (Predecessor Basis) Net income (loss) attributable to common stockholders $ 4,507,957 $ 264,157 $ (9,667,137 ) Basic and diluted weighted average common shares outstanding 13,340,164.03 13,332,535.70 13,020,208.16 Basic and diluted earnings per share $ 0.34 $ 0.02 $ (0.74 ) |
SHARE REPURCHASE PLAN (Tables)
SHARE REPURCHASE PLAN (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
SHARE REPURCHASE PLAN [Abstract] | |
Repurchased Shares | During the year ended June 30, 2022, we repurchased our own shares through our Share Repurchase Program and through third-party auctions as noted in the below table: Period Total Number Average Repurchase Price Per Share Total Repurchase Consideration During the year ended June 30, 2022 December 22, 2021 5,607.89 $ 9.84 $ 55,188 January 6, 2022 through March 31, 2022 125,677.16 $ 9.15 $ 1,149,490 June 1, 2022 through June 30, 2022 63,695.00 $ 8.96 $ 570,620 194,980.05 $ 1,775,298 During the year ended June 30, 2021, we repurchased our own shares through our Share Repurchase Program and through third-party auctions as noted in the below table: Period Total Number Repurchase Price Total Repurchase Consideration During the year ended June 30, 2021: April 22, 2021 through May 12, 2021 68,135.92 $ 6.00 $ 408,818 |
STOCKHOLDER DIVIDENDS (Tables)
STOCKHOLDER DIVIDENDS (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
STOCKHOLDER DIVIDENDS [Abstract] | |
Stockholder Dividends | The following table reflects the dividends per share that we have declared on our common stock and preferred stock during the year ended June : Dividends Common stock Preferred stock During the Quarter Ended Per Share Amount Per Share Amount September 30, 2021 $ 0.130 * $ 1,731,482 $ - $ - December 31, 2021 0.080 1,068,612 0.125 440 March 31, 2022 0.090 1,193,841 0.375 18,507 June 30, 2022 0.100 1,323,888 0.375 37,982 $ 0.400 $ 5,317,823 $ 0.875 $ 56,929 * per share dividend was declared for the quarter ended June The following table reflects the dividends per share that we have declared on our common stock during the months ended June : Dividends During the Quarter Ended Per Share Amount June 30, 2021 $ 0.050 $ 664,714 |
PRINCIPAL BUSINESS AND ORGANI_2
PRINCIPAL BUSINESS AND ORGANIZATION (Details) | 1 Months Ended | 12 Months Ended | ||||||||||||
Jul. 29, 2022 USD ($) shares | Jun. 01, 2022 USD ($) ft² a Shareholder | May 06, 2022 USD ($) Company Land shares | Oct. 31, 2020 shares | Oct. 31, 2019 shares | Dec. 31, 2016 shares | Oct. 31, 2016 shares | Mar. 31, 2022 shares | Mar. 31, 2021 Building Company | Jun. 30, 2022 USD ($) Company $ / shares shares | Jun. 30, 2021 $ / shares shares | Jan. 25, 2022 | Oct. 04, 2021 | Apr. 13, 2021 USD ($) $ / shares | |
Common Stock Disclosures [Abstract] | ||||||||||||||
Total shares authorized for issue (in shares) | shares | 100,000,000 | |||||||||||||
Common stock, authorized (in shares) | shares | 80,000,000 | 80,000,000 | ||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||||||||||
Preferred stock, shares authorized (in shares) | shares | 20,000,000 | 20,000,000 | ||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||||||||||
Common stock, Initial public offering (in shares) | shares | 15,000,000 | 15,000,000 | 5,000,000 | |||||||||||
Number of operating companies | Company | 2 | |||||||||||||
Number of residential apartment buildings to acquire and operate | Building | 2 | |||||||||||||
Shares issued (in shares) | shares | 504,091.15 | 21,720 | ||||||||||||
Portfolio risk concentration, percentage | 20% | |||||||||||||
Proceeds from public offerings | $ 139,290,000 | |||||||||||||
Proceeds from dividend reinvestment plan | 12,550,000 | |||||||||||||
Payment to repurchase shares | $ 11,650,000 | |||||||||||||
Hollywood Hillview [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Percentage of economic interest acquired | 90% | |||||||||||||
Remaining percentage of economic interest | 10% | |||||||||||||
PT Hillview [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Operating Partnership, ownership interest | 100% | |||||||||||||
MacKenzie-BAA IG Shoreline, LLC [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Percentage of economic interest acquired | 98% | |||||||||||||
Remaining percentage of economic interest | 2% | |||||||||||||
Operating Partnership [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Operating Partnership, ownership interest | 10.48% | |||||||||||||
Equity Investors Member Units [Member] | Madison [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Ownership percentage of equity investors | 98.45% | |||||||||||||
Joint venture partners own percentage | 1.55% | |||||||||||||
Equity Investors Member Units [Member] | PVT [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Ownership percentage of equity investors | 98.75% | |||||||||||||
Joint venture partners own percentage | 1.25% | |||||||||||||
FSP Satellite Place [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Rentable Space | ft² | 134,785 | |||||||||||||
Area of Land Rentable Space Located | a | 10 | |||||||||||||
Number of shareholders exception for cash payment | Shareholder | 2 | |||||||||||||
Wiseman Company LLC [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Number of operating companies | Company | 8 | |||||||||||||
Percentage of economic interest acquired | 100% | |||||||||||||
Number of parcel entitled land acquired | Land | 1 | |||||||||||||
Purchase price of interests acquired | $ 17,325,000 | |||||||||||||
Purchase price of parcel entitled land acquired | 3,050,000 | |||||||||||||
Purchase price paid through issuance of shares | 4,650,000 | |||||||||||||
Purchase price of parcel entitled land paid through issuance of shares | $ 750,000 | |||||||||||||
Number of active partnerships | Company | 9 | |||||||||||||
Period for right to acquire each property at pre-determined prices in following years | 2 years | |||||||||||||
First & Main, LP [Member] | Subsequent Event [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Purchase price of interests acquired | $ 3,376,322 | |||||||||||||
Purchase price paid through issuance of shares | $ 2,711,377 | |||||||||||||
Common Stock [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Common stock, Initial public offering (in shares) | shares | 3,172.39 | |||||||||||||
Shares issued (in shares) | shares | 212 | 3,172 | ||||||||||||
Common Stock [Member] | FSP Satellite Place [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Payments to acquire economic interest | $ 27,503 | |||||||||||||
Preferred Stock [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Shares issued (in shares) | shares | 119,380 | |||||||||||||
Preferred Stock [Member] | Operating Partnership [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 25 | |||||||||||||
Operating Partnership shares owned (in shares) | shares | 206,666.67 | |||||||||||||
Operating Partnership shares, amount entitled to receive | $ 5,166,666.75 | |||||||||||||
Preferred Stock [Member] | FSP Satellite Place [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Payments to acquire economic interest | $ 13,752 | |||||||||||||
Preferred Stock [Member] | Wiseman Company LLC [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Shares issued (in shares) | shares | 206,666.67 | |||||||||||||
Preferred Stock [Member] | First & Main, LP [Member] | Subsequent Event [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Shares issued (in shares) | shares | 120,505.66 | |||||||||||||
Series A Preferred Stock [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Preferred stock, authorized amount | $ 50,000,000 | |||||||||||||
Preferred stock initial offering price (in dollars per share) | $ / shares | $ 25 | |||||||||||||
Proceeds from public offerings | $ 2,960,000 | |||||||||||||
Class A [Member] | Operating Partnership [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 10.25 | |||||||||||||
Operating Partnership shares owned (in shares) | shares | 89,722.28 | |||||||||||||
Class A [Member] | Wiseman Company LLC [Member] | ||||||||||||||
Common Stock Disclosures [Abstract] | ||||||||||||||
Shares issued (in shares) | shares | 77,881.62 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Capital Pending Acceptance (Details) - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 |
Capital Pending Acceptance [Abstract] | ||
Capital pending acceptance | $ 85,000 | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Organization and Deferred Offering Costs (Details) | 12 Months Ended |
Jun. 30, 2022 | |
Organization and Deferred Offering Costs [Abstract] | |
Amortization period of deferred offering costs | 12 months |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Income Taxes and Deferred Tax Liability (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Income Taxes and Deferred Tax Liability [Abstract] | ||
Percentage of excise tax on catch-up distributions paid in the subsequent year | 4% | |
Uncertain tax positions | $ 0 | $ 0 |
Minimum [Member] | ||
Income Taxes and Deferred Tax Liability [Abstract] | ||
Percentage of taxable income annual distributions | 90% | |
Maximum [Member] | ||
Income Taxes and Deferred Tax Liability [Abstract] | ||
Percentage of taxable income annual distributions | 100% | |
TRS, MacKenzie NY 2 and MacKenzie Satellite [Member] | Tax Year 2021 [Member] | ||
Income Taxes and Deferred Tax Liability [Abstract] | ||
Taxable income | $ 0 | |
Income tax expense (benefit) | 0 | |
TRS, MacKenzie NY 2 and MacKenzie Satellite [Member] | Tax Year 2022 [Member] | ||
Income Taxes and Deferred Tax Liability [Abstract] | ||
Taxable income | 0 | |
Income tax expense (benefit) | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Valuation of Investments (Details) | 12 Months Ended |
Jun. 30, 2022 | |
Valuation of Investments [Abstract] | |
Number of trading days | 10 days |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, List of Investments (Details) - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 |
Fair Value Option [Abstract] | ||
Fair Value | $ 27,363,840 | $ 40,590,394 |
FSP Satellite Place [Member] | Corporation [Member] | Non Traded Company [Member] | ||
Fair Value Option [Abstract] | ||
Ownership percentage | 35.60% | |
Fair Value | $ 2,867,911 | |
5210 Fountaingate, LP [Member] | Limited Partnership [Member] | LP Interest [Member] | ||
Fair Value Option [Abstract] | ||
Ownership percentage | 9.92% | 9.92% |
Fair Value | $ 6,820 | $ 30,574 |
Bishop Berkeley, LLC [Member] | Limited Liability Company [Member] | LP Interest [Member] | ||
Fair Value Option [Abstract] | ||
Ownership percentage | 69.03% | |
Fair Value | $ 5,142,164 | |
BP3 Affiliate, LLC [Member] | Limited Liability Company [Member] | LP Interest [Member] | ||
Fair Value Option [Abstract] | ||
Ownership percentage | 12.51% | |
Fair Value | $ 1,668,000 | |
Britannia Preferred Members, LLC -Class 1 [Member] | Limited Liability Company [Member] | LP Interest [Member] | ||
Fair Value Option [Abstract] | ||
Ownership percentage | 26.99% | |
Fair Value | $ 6,448,000 | |
Britannia Preferred Members, LLC - Class 2 [Member] | Limited Liability Company [Member] | LP Interest [Member] | ||
Fair Value Option [Abstract] | ||
Ownership percentage | 40.28% | |
Fair Value | $ 5,891,945 | |
Capitol Hill Partners, LLC [Member] | Limited Liability Company [Member] | LP Interest [Member] | ||
Fair Value Option [Abstract] | ||
Ownership percentage | 23.33% | 25.93% |
Fair Value | $ 1,518,100 | $ 1,007,000 |
Citrus Park Hotel Holdings, LLC [Member] | Limited Liability Company [Member] | LP Interest [Member] | ||
Fair Value Option [Abstract] | ||
Ownership percentage | 35.27% | 35.27% |
Fair Value | $ 5,000,000 | $ 5,000,000 |
Dimensions 28, LLP [Member] | Limited Partnership [Member] | LP Interest [Member] | ||
Fair Value Option [Abstract] | ||
Ownership percentage | 90% | 90% |
Fair Value | $ 19,512,036 | $ 11,449,296 |
Lakemont Partners, LLC [Member] | Limited Liability Company [Member] | LP Interest [Member] | ||
Fair Value Option [Abstract] | ||
Ownership percentage | 17.10% | 17.02% |
Fair Value | $ 806,290 | $ 817,770 |
Secured Income, LP [Member] | Limited Partnership [Member] | LP Interest [Member] | ||
Fair Value Option [Abstract] | ||
Ownership percentage | 6.57% | 6.57% |
Fair Value | $ 520,594 | $ 267,734 |
SUMMARY OF SIGNIFICANT ACCOUN_9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Estimated Useful Lives of Assets by Class (Details) | 12 Months Ended |
Jun. 30, 2022 | |
Buildings [Member] | Minimum [Member] | |
Property, Plant and Equipment [Abstract] | |
Estimated useful lives of assets | 16 years |
Buildings [Member] | Maximum [Member] | |
Property, Plant and Equipment [Abstract] | |
Estimated useful lives of assets | 45 years |
Building Improvements [Member] | Minimum [Member] | |
Property, Plant and Equipment [Abstract] | |
Estimated useful lives of assets | 1 year |
Building Improvements [Member] | Maximum [Member] | |
Property, Plant and Equipment [Abstract] | |
Estimated useful lives of assets | 15 years |
Land Improvements [Member] | Minimum [Member] | |
Property, Plant and Equipment [Abstract] | |
Estimated useful lives of assets | 5 years |
Land Improvements [Member] | Maximum [Member] | |
Property, Plant and Equipment [Abstract] | |
Estimated useful lives of assets | 15 years |
Furniture, Fixtures and Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Abstract] | |
Estimated useful lives of assets | 3 years |
Furniture, Fixtures and Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Abstract] | |
Estimated useful lives of assets | 11 years |
In-Place Leases [Member] | Minimum [Member] | |
Property, Plant and Equipment [Abstract] | |
Estimated useful lives of assets | 1 year |
In-Place Leases [Member] | Maximum [Member] | |
Property, Plant and Equipment [Abstract] | |
Estimated useful lives of assets | 10 years |
SUMMARY OF SIGNIFICANT ACCOU_10
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Real Estate Purchase Price Allocations (Details) | 12 Months Ended |
Jun. 30, 2022 | |
Real Estate Purchase Price Allocations [Abstract] | |
Remaining non-cancelable term of leases for amortization | 5 years |
SUMMARY OF SIGNIFICANT ACCOU_11
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Impairment of Real Estate Assets (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Jun. 30, 2022 | |
Impairment of Real Estate Assets [Abstract] | ||
Impairment charges of real estate assets | $ 0 | $ 0 |
SUMMARY OF SIGNIFICANT ACCOU_12
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Reportable Segments (Details) | 12 Months Ended |
Jun. 30, 2022 Segment | |
Reportable Segments [Abstract] | |
Number of reportable segments | 1 |
INVESTMENTS IN REAL ESTATE, Sum
INVESTMENTS IN REAL ESTATE, Summary (Details) | 6 Months Ended | 12 Months Ended | ||||
Jun. 01, 2022 USD ($) | May 16, 2022 USD ($) | Oct. 04, 2021 USD ($) | Jun. 30, 2021 USD ($) | Dec. 31, 2020 USD ($) | Jun. 30, 2022 USD ($) Tenant | |
Purchase Price Allocation [Abstract] | ||||||
Depreciation expenses | $ 1,107,467 | $ 0 | $ 2,866,400 | |||
Hollywood Property [Member] | ||||||
Asset Acquisitions [Abstract] | ||||||
Property Name | Hollywood Property | |||||
Acquisition Date | Oct. 04, 2021 | |||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | $ 19,890,830 | |||||
Hollywood Property [Member] | Land [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | 8,704,595 | |||||
Hollywood Property [Member] | Building [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | 10,524,548 | |||||
Hollywood Property [Member] | Site Improvements [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | 30,436 | |||||
Hollywood Property [Member] | Tenant Improvements [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | 41,852 | |||||
Hollywood Property [Member] | Furniture, Fixtures & Equipment [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | 361,055 | |||||
Hollywood Property [Member] | Lease in Place [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | 204,346 | |||||
Hollywood Property [Member] | Leasing Commissions [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | $ 23,998 | |||||
Shoreline Apartments [Member] | ||||||
Asset Acquisitions [Abstract] | ||||||
Property Name | Shoreline Apartments | |||||
Acquisition Date | May 16, 2022 | |||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | $ 28,237,117 | |||||
Shoreline Apartments [Member] | Land [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | 7,559,390 | |||||
Shoreline Apartments [Member] | Building [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | 17,859,545 | |||||
Shoreline Apartments [Member] | Site Improvements [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | 1,407,789 | |||||
Shoreline Apartments [Member] | Furniture, Fixtures & Equipment [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | 857,443 | |||||
Shoreline Apartments [Member] | Lease in Place [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | $ 552,950 | |||||
Satellite Place [Member] | ||||||
Asset Acquisitions [Abstract] | ||||||
Property Name | Satellite Place | |||||
Acquisition Date | Jun. 01, 2022 | |||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | $ 15,148,128 | |||||
Net leasehold asset (liability) | (517,865) | |||||
Total assets acquired, net | 14,630,263 | |||||
Satellite Place [Member] | Land [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | 2,966,129 | |||||
Satellite Place [Member] | Building [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | 6,465,450 | |||||
Satellite Place [Member] | Site Improvements [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | 2,114,369 | |||||
Satellite Place [Member] | Tenant Improvements [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | 2,136,966 | |||||
Satellite Place [Member] | Lease in Place [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | 1,028,415 | |||||
Satellite Place [Member] | Leasing Commissions [Member] | ||||||
Purchase Price Allocation [Abstract] | ||||||
Assets acquired | $ 436,799 | |||||
Addison Corporate Center [Member] | ||||||
Consolidated Operating Properties [Abstract] | ||||||
Property Name | Addison Corporate Center | |||||
Property Owner | The Operating Partnership | |||||
Location | Windsor, CT | |||||
Number of Tenants | Tenant | 6 | |||||
Year Built | 1980 | |||||
Ownership Interest | 100% | |||||
Commodore Apartment [Member] | ||||||
Consolidated Operating Properties [Abstract] | ||||||
Property Name | Commodore Apartments | |||||
Property Owner | Madison-PVT Partners LLC | |||||
Location | Oakland, CA | |||||
Number of Tenants | Tenant | 48 | |||||
Year Built | 1912 | |||||
Ownership Interest | 100% | |||||
Pon Do Leo Apartment [Member] | ||||||
Consolidated Operating Properties [Abstract] | ||||||
Property Name | Pon de Leo Apartments | |||||
Property Owner | PVT-Madison Partners LLC | |||||
Location | Oakland, CA | |||||
Number of Tenants | Tenant | 39 | |||||
Year Built | 1929 | |||||
Ownership Interest | 100% | |||||
Hollywood Property [Member] | ||||||
Consolidated Operating Properties [Abstract] | ||||||
Property Name | Hollywood Property | |||||
Property Owner | The Operating Partnership | |||||
Location | Hollywood, CA | |||||
Number of Tenants | Tenant | 16 | |||||
Year Built | 1917 | |||||
Ownership Interest | 100% | |||||
Shoreline Apartments [Member] | ||||||
Consolidated Operating Properties [Abstract] | ||||||
Property Name | Shoreline Apartments | |||||
Property Owner | The Operating Partnership | |||||
Location | Concord, CA | |||||
Number of Tenants | Tenant | 76 | |||||
Year Built | 1968 | |||||
Ownership Interest | 100% | |||||
Satellite Place [Member] | ||||||
Consolidated Operating Properties [Abstract] | ||||||
Property Name | Satellite Place | |||||
Property Owner | MacKenzie Satellite Place Inc. | |||||
Location | Duluth, GA | |||||
Number of Tenants | Tenant | 1 | |||||
Year Built | 2002 | |||||
Ownership Interest | 100% | |||||
Operating Partnership [Member] | ||||||
Consolidated Operating Properties [Abstract] | ||||||
Ownership Interest | 10.48% |
INVESTMENTS IN REAL ESTATE, Com
INVESTMENTS IN REAL ESTATE, Components of Income From Real Estate Operations (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2022 | ||
INVESTMENTS IN REAL ESTATE [Abstract] | |||
Lease Income- Operating leases | $ 3,141,111 | $ 8,783,327 | |
Variable lease income | [1] | 604,004 | 1,585,847 |
Income from real estate operations | $ 3,745,115 | $ 10,369,174 | |
Operating Lease, Lease Income, Statement of Income or Comprehensive Income [Extensible Enumeration] | Revenue from Contract with Customer, Excluding Assessed Tax | ||
[1]Primarily includes tenant reimbursements for utilities and common area maintenance. |
INVESTMENTS IN REAL ESTATE, Ope
INVESTMENTS IN REAL ESTATE, Operating Leases Future Minimum Lease Payments (Details) | Jun. 30, 2022 USD ($) |
Rental Income [Abstract] | |
2023 | $ 3,111,256 |
2024 | 1,694,724 |
2025 | 1,727,946 |
2026 | 1,772,903 |
2027 | 1,819,230 |
Thereafter | 5,591,966 |
Total | $ 15,718,025 |
INVESTMENTS IN REAL ESTATE, Acq
INVESTMENTS IN REAL ESTATE, Acquired Lease Intangibles (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Acquired Lease Intangibles [Abstract] | ||
Cost | $ 2,889,828 | $ 5,141,279 |
Accumulated amortization | (586,168) | (1,086,485) |
Total | $ 2,303,660 | $ 4,054,794 |
Weighted average amortization period (years) | 5 years 2 months 12 days | 3 years 1 month 6 days |
Above-Market Lease Asset [Member] | ||
Acquired Lease Intangibles [Abstract] | ||
Cost | $ 0 | $ 447,663 |
Accumulated amortization | 0 | (63,952) |
Total | 0 | $ 383,711 |
Weighted average amortization period (years) | 3 years 6 months | |
Below-Market Lease Liabilities [Member] | ||
Acquired Lease Intangibles [Abstract] | ||
Cost | 1,455,317 | $ 937,452 |
Accumulated amortization | (391,738) | (99,139) |
Total | $ 1,063,579 | $ 838,313 |
Weighted average amortization period (years) | 4 years 10 months 24 days | 3 years 4 months 24 days |
INVESTMENTS IN REAL ESTATE, Amo
INVESTMENTS IN REAL ESTATE, Amortization of Lease Intangibles (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2022 | |
Amortization of Lease Intangibles [Abstract] | |||
Amortization | $ 1,086,486 | $ 0 | $ 1,677,943 |
Lease intangibles | 484,148 | $ 0 | 2,889,828 |
Above-Market Lease Asset [Member] | |||
Amortization of Lease Intangibles [Abstract] | |||
Amortization | 63,952 | 127,904 | |
Below-Market Lease Liabilities [Member] | |||
Amortization of Lease Intangibles [Abstract] | |||
Amortization | $ (99,139) | $ (292,599) |
INVESTMENTS IN REAL ESTATE, Pro
INVESTMENTS IN REAL ESTATE, Projected Amortization Expense and Adjustments (Details) | Jun. 30, 2022 USD ($) |
In-Place Leases, to be Included in Amortization [Member] | |
Projected Amortization Expense and Adjustments [Abstract] | |
2023 | $ 491,084 |
2024 | 350,698 |
2025 | 350,698 |
2026 | 333,418 |
2027 | 212,460 |
Thereafter | 565,302 |
Above-Market Leases Intangibles [Member] | |
Projected Amortization Expense and Adjustments [Abstract] | |
2023 | 0 |
2024 | 0 |
2025 | 0 |
2026 | 0 |
2027 | 0 |
Thereafter | 0 |
Below-Market Lease Liabilities [Member] | |
Projected Amortization Expense and Adjustments [Abstract] | |
2023 | (335,985) |
2024 | (286,053) |
2025 | (134,237) |
2026 | (68,290) |
2027 | (68,290) |
Thereafter | (170,724) |
Total to be Included in Revenue from Tenants [Member] | |
Projected Amortization Expense and Adjustments [Abstract] | |
2023 | (335,985) |
2024 | (286,053) |
2025 | (134,237) |
2026 | (68,290) |
2027 | (68,290) |
Thereafter | $ (170,724) |
INVESTMENTS, Investments at Cos
INVESTMENTS, Investments at Cost and Fair Value (Details) - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 |
Investments at Fair Value [Abstract] | ||
Investments at Fair Value | $ 57,593,244 | $ 70,509,243 |
Publicly Traded Companies [Member] | ||
Investments at Fair Value [Abstract] | ||
Investments at Fair Value | 0 | 169,200 |
Non Traded Companies [Member] | ||
Investments at Fair Value [Abstract] | ||
Investments at Fair Value | 11,517,226 | 29,426,441 |
Non Traded Company (Equity method investment with fair value option election) [Member] | ||
Investments at Fair Value [Abstract] | ||
Investments at Fair Value | 0 | 2,867,911 |
GP Interests [Member] | ||
Investments at Fair Value [Abstract] | ||
Investments at Fair Value | 18,333,000 | 0 |
LP Interests [Member] | ||
Investments at Fair Value [Abstract] | ||
Investments at Fair Value | 330,000 | 288,494 |
LP Interests (Equity method investment with fair value option election) [Member] | ||
Investments at Fair Value [Abstract] | ||
Investments at Fair Value | 27,363,840 | 37,722,483 |
Investment Trust [Member] | ||
Investments at Fair Value [Abstract] | ||
Investments at Fair Value | $ 49,178 | $ 34,714 |
INVESTMENTS, Fair Value Measure
INVESTMENTS, Fair Value Measurements (Details) - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 |
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | $ 57,593,244 | $ 70,509,243 |
Level I [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 0 | 169,200 |
Level II [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 0 | 0 |
Level III [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 57,593,244 | 70,340,043 |
Publicly Traded Companies [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 0 | 169,200 |
Publicly Traded Companies [Member] | Level I [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 169,200 | |
Publicly Traded Companies [Member] | Level II [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 0 | |
Publicly Traded Companies [Member] | Level III [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 0 | |
Non Traded Companies [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 11,517,226 | 32,294,352 |
Non Traded Companies [Member] | Level I [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 0 | 0 |
Non Traded Companies [Member] | Level II [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 0 | 0 |
Non Traded Companies [Member] | Level III [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 11,517,226 | 32,294,352 |
GP Interests [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 18,333,000 | |
GP Interests [Member] | Level I [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 0 | |
GP Interests [Member] | Level II [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 0 | |
GP Interests [Member] | Level III [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 18,333,000 | |
LP Interests [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 27,693,840 | 38,010,977 |
LP Interests [Member] | Level I [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 0 | 0 |
LP Interests [Member] | Level II [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 0 | 0 |
LP Interests [Member] | Level III [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 27,693,840 | 38,010,977 |
Investment Trust [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 49,178 | 34,714 |
Investment Trust [Member] | Level I [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 0 | 0 |
Investment Trust [Member] | Level II [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | 0 | 0 |
Investment Trust [Member] | Level III [Member] | ||
Investments in Fair Value Measurements [Abstract] | ||
Investments at Fair Value | $ 49,178 | $ 34,714 |
INVESTMENTS, Reconciliation for
INVESTMENTS, Reconciliation for Investments Measurements at Fair Value on a Recurring Basis (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2022 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Fair Value, Asset, Recurring Basis, Still Held, Unrealized Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Net unrealized loss | ||
Level III [Member] | |||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Balance | $ 68,877,889 | $ 86,460,491 | $ 70,340,043 |
Purchases of investments | 8,830,765 | 13,448,477 | 21,789,690 |
Transfers to Level I | (229,879) | (1,900,470) | (230,160) |
Fair value adjustment on FSP Satellite Corp. units owned prior to consolidation (Note 1) | (3,106,018) | ||
Consolidation of the Operating Partnership | (8,027,584) | ||
Proceeds from sales, net | (1,922,780) | (1,011,748) | (33,218,158) |
Return of capital distributions | (6,001,052) | (11,486,835) | (11,807,238) |
Net realized gains | (160,108) | 30,050 | 7,277,446 |
Net unrealized gains (losses) | 945,208 | (8,634,492) | 6,547,639 |
Balance | 70,340,043 | 68,877,889 | 57,593,244 |
Unrealized gains (losses), net included in earnings | $ (945,208) | $ (1,836,915) | $ 8,698,216 |
INVESTMENTS, Significant Unobse
INVESTMENTS, Significant Unobservable Inputs Used in Level III Fair Value Measurement (Details) - Level III [Member] - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2022 | |
Valuation Technique and Input, Description [Abstract] | ||
Assets | $ 70,340,043 | $ 57,593,244 |
Non Traded Companies [Member] | Direct Capitalization Method [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Assets | $ 2,867,911 | |
Non Traded Companies [Member] | Direct Capitalization Method [Member] | Capitalization Rate [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 7.90% | |
Non Traded Companies [Member] | Direct Capitalization Method [Member] | Liquidity Discount [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 32% | |
Non Traded Companies [Member] | Estimated liquidation Value [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Assets | $ 66,337 | $ 1,011,081 |
Non Traded Companies [Member] | Estimated liquidation Value [Member] | Sponsor Provided Value Liquidity Discount [Member] | Minimum [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 2% | 25% |
Non Traded Companies [Member] | Estimated liquidation Value [Member] | Sponsor Provided Value Liquidity Discount [Member] | Maximum [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 67% | 75% |
Non Traded Companies [Member] | Estimated liquidation Value [Member] | Sponsor Provided Value Liquidity Discount [Member] | Weighted Average [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 53.60% | 25% |
Non Traded Companies [Member] | Market Activity [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Assets | $ 29,360,104 | $ 10,506,145 |
GP Interests [Member] | Market Activity [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Assets | 18,333,000 | |
LP Interests [Member] | Direct Capitalization Method [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Assets | $ 19,717,495 | $ 21,550,730 |
LP Interests [Member] | Direct Capitalization Method [Member] | Capitalization Rate [Member] | Minimum [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 3.50% | 4% |
LP Interests [Member] | Direct Capitalization Method [Member] | Capitalization Rate [Member] | Maximum [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 7.50% | 5% |
LP Interests [Member] | Direct Capitalization Method [Member] | Capitalization Rate [Member] | Weighted Average [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 5.80% | 4.20% |
LP Interests [Member] | Direct Capitalization Method [Member] | Liquidity Discount [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 15% | |
LP Interests [Member] | Direct Capitalization Method [Member] | Liquidity Discount [Member] | Minimum [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 20% | |
LP Interests [Member] | Direct Capitalization Method [Member] | Liquidity Discount [Member] | Maximum [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 33% | |
LP Interests [Member] | Direct Capitalization Method [Member] | Liquidity Discount [Member] | Weighted Average [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 20.90% | |
LP Interests [Member] | Discounted Cash Flow [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Assets | $ 11,448,000 | $ 5,806,290 |
Investment term | 24 months | |
LP Interests [Member] | Discounted Cash Flow [Member] | Discount Rate [Member] | Minimum [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 9% | 6.30% |
LP Interests [Member] | Discounted Cash Flow [Member] | Discount Rate [Member] | Maximum [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 20% | 9% |
LP Interests [Member] | Discounted Cash Flow [Member] | Discount Rate [Member] | Weighted Average [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 13.20% | 8.60% |
LP Interests [Member] | Estimated liquidation Value [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Assets | $ 6,845,482 | $ 6,820 |
LP Interests [Member] | Estimated liquidation Value [Member] | Sponsor Provided Value, Underlying Property Sales Contact, Underlying Property Appraisal and Liquidity Discount [Member] | Minimum [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 5% | 12% |
LP Interests [Member] | Estimated liquidation Value [Member] | Sponsor Provided Value, Underlying Property Sales Contact, Underlying Property Appraisal and Liquidity Discount [Member] | Maximum [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 46.19% | |
LP Interests [Member] | Estimated liquidation Value [Member] | Sponsor Provided Value, Underlying Property Sales Contact, Underlying Property Appraisal and Liquidity Discount [Member] | Weighted Average [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 16.10% | |
LP Interests [Member] | Market Activity [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Assets | $ 330,000 | |
Investment Trust [Member] | Direct Capitalization Method [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Assets | $ 34,714 | |
Investment Trust [Member] | Direct Capitalization Method [Member] | Capitalization Rate [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 6% | 5% |
Investment Trust [Member] | Direct Capitalization Method [Member] | Liquidity Discount [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Investment, Measurement Input | 33% | 15% |
Investment Trust [Member] | Market Activity [Member] | ||
Valuation Technique and Input, Description [Abstract] | ||
Assets | $ 49,178 |
INVESTMENTS, Aggregated Summari
INVESTMENTS, Aggregated Summarized Financial Information of Investees (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2022 | |
Aggregated Summarized Financial Information of Investees [Abstract] | |||
Total Assets | $ 138,553,027 | $ 182,564,961 | |
Total Liabilities | 41,190,207 | 78,342,744 | |
Total Equity | 97,110,980 | 97,854,313 | |
Total Expenses | $ 7,198,498 | $ 2,429,395 | 17,849,733 |
Dimensions 28, LLP [Member] | |||
Aggregated Summarized Financial Information of Investees [Abstract] | |||
Total Assets | 18,684,443 | ||
Total Liabilities | 13,788,779 | ||
Total Equity | 4,895,664 | ||
Total Revenues | 3,075,016 | ||
Total Expenses | 3,747,794 | ||
Total Net Income (Loss) | (672,778) | ||
Fair Value Option [Member] | |||
Aggregated Summarized Financial Information of Investees [Abstract] | |||
Total Assets | 95,185,176 | ||
Total Liabilities | 73,988,432 | ||
Total Equity | 21,196,744 | ||
Total Revenues | 13,139,175 | ||
Total Expenses | 13,013,280 | ||
Total Net Income (Loss) | $ 125,895 |
ACQUISITIONS AND HELD FOR SALE,
ACQUISITIONS AND HELD FOR SALE, Purchase Price Allocation of General Partnership Interests Acquired (Details) | 12 Months Ended | ||
May 06, 2022 USD ($) | Apr. 12, 2022 Company | Jun. 30, 2022 | |
Wiseman Company LLC [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Percentage of membership interest | 100% | ||
Number of companies to acquire | Company | 8 | ||
Total purchase price | $ 18,333,000 | ||
1300 Main, LP [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Management Companies | 1300 Main, LLC | ||
Total purchase price | 1,688,000 | ||
First & Main, LP [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Management Companies | First & Main, LLC | ||
Total purchase price | 2,237,000 | ||
Green Valley Medical Center, LP [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Management Companies | Green Valley Medical Center, LLC | ||
Total purchase price | 3,010,000 | ||
Main Street West, LP [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Management Companies | Main Street West, LLC | ||
Total purchase price | 4,708,000 | ||
Martin Plaza Associates, LP [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Management Companies | Martin Plaza, LLC | ||
Total purchase price | 725,000 | ||
One Harbor Center, LP [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Management Companies | One Harbor Center, LLC | ||
Total purchase price | 4,162,000 | ||
Westside Professional Center I, LP [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Management Companies | Westside Professional Center, LLC | ||
Total purchase price | 1,803,000 | ||
Woodland Corporate Center II, LP [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Management Companies | Woodland Corporate Center, LLC | ||
Total purchase price | $ 0 |
ACQUISITIONS AND HELD FOR SAL_2
ACQUISITIONS AND HELD FOR SALE, Cash, Preferred Units in Operating Partnership and Contingent Liability (Details) - USD ($) | 12 Months Ended | ||
May 06, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | |
Acquisition of General Partnership Interests [Abstract] | |||
Contingent liability | $ 2,715,000 | $ 0 | |
Wiseman Company LLC [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Cash Payments | $ 10,968,000 | ||
Contingent liability | 2,715,000 | ||
Total purchase price | $ 18,333,000 | ||
Wiseman Company LLC [Member] | Preferred Stock [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Number of preferred units issued (in shares) | 206,666.67 | ||
Amount of preferred units issued | $ 4,650,000 | ||
Preferred units, liquidation preference | $ 25 | ||
Lock-up period term | 4 years | ||
Share price | $ 22.5 | ||
1300 Main, LP [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Cash Payments | $ 1,688,000 | ||
Contingent liability | 0 | ||
Total purchase price | $ 1,688,000 | ||
1300 Main, LP [Member] | Preferred Stock [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Number of preferred units issued (in shares) | 0 | ||
Amount of preferred units issued | $ 0 | ||
First & Main, LP [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Cash Payments | 0 | ||
Contingent liability | 0 | ||
Total purchase price | $ 2,237,000 | ||
First & Main, LP [Member] | Preferred Stock [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Number of preferred units issued (in shares) | 99,422.22 | ||
Amount of preferred units issued | $ 2,237,000 | ||
Green Valley Medical Center, LP [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Cash Payments | 2,410,000 | ||
Contingent liability | 600,000 | ||
Total purchase price | $ 3,010,000 | ||
Green Valley Medical Center, LP [Member] | Preferred Stock [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Number of preferred units issued (in shares) | 0 | ||
Amount of preferred units issued | $ 0 | ||
Main Street West, LP [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Cash Payments | 3,850,000 | ||
Contingent liability | 858,000 | ||
Total purchase price | $ 4,708,000 | ||
Main Street West, LP [Member] | Preferred Stock [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Number of preferred units issued (in shares) | 0 | ||
Amount of preferred units issued | $ 0 | ||
Martin Plaza Associates, LP [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Cash Payments | 0 | ||
Contingent liability | 118,000 | ||
Total purchase price | $ 725,000 | ||
Martin Plaza Associates, LP [Member] | Preferred Stock [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Number of preferred units issued (in shares) | 26,977.78 | ||
Amount of preferred units issued | $ 607,000 | ||
One Harbor Center, LP [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Cash Payments | 1,571,000 | ||
Contingent liability | 785,000 | ||
Total purchase price | $ 4,162,000 | ||
One Harbor Center, LP [Member] | Preferred Stock [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Number of preferred units issued (in shares) | 80,266.67 | ||
Amount of preferred units issued | $ 1,806,000 | ||
Westside Professional Center I, LP [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Cash Payments | 1,449,000 | ||
Contingent liability | 354,000 | ||
Total purchase price | $ 1,803,000 | ||
Westside Professional Center I, LP [Member] | Preferred Stock [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Number of preferred units issued (in shares) | 0 | ||
Amount of preferred units issued | $ 0 | ||
Woodland Corporate Center II, LP [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Cash Payments | 0 | ||
Contingent liability | 0 | ||
Total purchase price | $ 0 | ||
Woodland Corporate Center II, LP [Member] | Preferred Stock [Member] | |||
Acquisition of General Partnership Interests [Abstract] | |||
Number of preferred units issued (in shares) | 0 | ||
Amount of preferred units issued | $ 0 |
ACQUISITIONS AND HELD FOR SAL_3
ACQUISITIONS AND HELD FOR SALE, Contingent Consideration and Debt Guaranty (Details) - USD ($) | Jun. 30, 2022 | May 06, 2022 |
Contingent Consideration [Abstract] | ||
Percentage of reduced purchase price for general partnership interest | 20% | |
Percentage of holdback reduced by stabilization costs | 20% | |
Percentage of holdback considered as contingent liability | 20% | |
Debt Guaranty [Abstract] | ||
Contingent liability related to guaranty | $ 0 |
ACQUISITIONS AND HELD FOR SAL_4
ACQUISITIONS AND HELD FOR SALE, Acquisition of Land (Details) - Wiseman Land [Member] | May 06, 2022 USD ($) a shares |
Acquisition of Land [Abstract] | |
Area of land acquired | a | 3 |
Acquisition price of land | $ 3,050,000 |
Amount paid for issuance | $ 750,000 |
Issuance of Class A units (in shares) | shares | 77,882 |
ACQUISITIONS AND HELD FOR SAL_5
ACQUISITIONS AND HELD FOR SALE, Assets and Liabilities Held for Sale (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Impairment on Assets Held for Sale [Abstract] | ||
Impairment loss on assets held for sale | $ 9,126,461 | |
Addison Corporate Center [Member] | Held-for-Sale [Member] | ||
Impairment on Assets Held for Sale [Abstract] | ||
Impairment loss on assets held for sale | 9,126,461 | |
Real Estate Assets [Abstract] | ||
Land | 6,456,615 | $ 6,456,615 |
Building, fixtures and improvements | 19,108,041 | 19,108,041 |
Intangible lease assets | 5,154,568 | 5,104,794 |
Less: accumulated depreciation and amortization | (5,112,309) | (1,661,988) |
Total real estate assets, net | 25,606,915 | 29,007,462 |
Cash | 505,186 | 528,185 |
Restricted cash | 0 | 2,919,705 |
Investments income, rents and other receivables | 490,239 | 256,849 |
Due from related entities | 401 | 0 |
Prepaid expenses and other assets | 14,301 | 201,148 |
Allowance for impairment of assets held for sale | (9,126,461) | 0 |
Total assets | 17,490,581 | 32,913,349 |
Liabilities [Abstract] | ||
Deferred rent and other liabilities | 410,908 | 542,033 |
Accounts payable and accrued liabilities | 334,081 | 858,937 |
Due to related entities | 0 | 11 |
Total liabilities | $ 744,989 | $ 1,400,981 |
VARIABLE INTEREST ENTITIES (Det
VARIABLE INTEREST ENTITIES (Details) - Variable Interest Entity, Primary Beneficiary [Member] | Jun. 30, 2022 USD ($) Entity | Jun. 30, 2021 USD ($) Entity |
Nonconsolidated Variable Interest Entities [Abstract] | ||
Number of unconsolidated VIEs | Entity | 6 | 11 |
Total Nonconsolidated VIEs [Abstract] | ||
Fair value of investments in VIEs | $ 27,693,840 | $ 38,006,233 |
Carrying value of variable interests - assets | 19,304,856 | 38,529,875 |
Maximum Exposure to Loss [Abstract] | ||
Limited Partnership Interest | $ 19,304,856 | $ 38,529,875 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||||
Jun. 30, 2022 USD ($) $ / shares | Mar. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Sep. 30, 2021 USD ($) | Jun. 30, 2021 USD ($) | Mar. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Sep. 30, 2020 USD ($) | Jun. 30, 2021 USD ($) | Dec. 31, 2020 USD ($) | Jun. 30, 2022 USD ($) Agreement Component $ / shares | Oct. 31, 2020 USD ($) $ / shares | ||
Transactions with Related Party [Abstract] | |||||||||||||
Number of components | Component | 3 | ||||||||||||
Price per share through first and second offering (in dollars per share) | $ / shares | $ 7.85 | ||||||||||||
Number of advisory agreements | Agreement | 2 | ||||||||||||
Gross Invested Capital [Abstract] | |||||||||||||
Total gross invested capital | $ 141,870,274 | $ 135,848,952 | $ 134,242,127 | $ 133,927,634 | $ 133,648,965 | $ 134,120,859 | $ 133,997,317 | $ 128,769,486 | |||||
Incentive management fee | $ 0 | $ 0 | |||||||||||
Income fee | $ 0 | ||||||||||||
Capital gain fee | 0 | ||||||||||||
Incurred offering costs | 600,130 | 600,130 | |||||||||||
Related Party Expenses [Abstract] | |||||||||||||
Asset management fees- the Real Estate Adviser | 1,354,323 | 0 | 2,725,588 | ||||||||||
Base management fees- the Investment Adviser | 0 | 1,335,376 | 0 | ||||||||||
Asset acquisition fees- the Real Estate Adviser | [1] | 343,750 | 0 | 793,919 | |||||||||
Portfolio structuring fees- the Investment Adviser | 0 | 6,679 | 0 | ||||||||||
Administrative cost reimbursements - Mackenzie | 310,400 | 310,400 | 609,600 | ||||||||||
Transfer agent cost reimbursements - Mackenzie | 61,600 | 61,600 | 106,401 | ||||||||||
Organization and Offering Cost - Mackenzie | [2] | 0 | 46,136 | 480,076 | |||||||||
Other expenses - MacKenzie and Subsidiary's GP's | [3] | 0 | $ 0 | 0 | |||||||||
Unpaid as of [Abstract] | |||||||||||||
Asset management fees- the Real Estate Adviser | 0 | 0 | 0 | 0 | |||||||||
Base management fees- the Investment Adviser | 0 | 0 | 0 | 0 | |||||||||
Asset acquisition fees- the Real Estate Adviser | [1] | 0 | 0 | 0 | 0 | ||||||||
Portfolio structuring fees- the Investment Adviser | 0 | 0 | 0 | 0 | |||||||||
Administrative cost reimbursements - Mackenzie | 0 | 0 | 0 | 0 | |||||||||
Transfer agent cost reimbursement - Mackenzie | 0 | 0 | 0 | 0 | |||||||||
Organization and Offering Cost - Mackenzie | [2] | 141,397 | 0 | 0 | 141,397 | ||||||||
Other expenses - MacKenzie and Subsidiary's GP's | [3] | 72,697 | 1,926 | 1,926 | 72,697 | ||||||||
Due to related entities | 214,094 | 1,926 | $ 1,926 | $ 214,094 | |||||||||
Minimum [Member] | |||||||||||||
Transactions with Related Party [Abstract] | |||||||||||||
Percentage of dividends | 7% | ||||||||||||
Gross Invested Capital [Abstract] | |||||||||||||
Cumulative deferred offering costs incurred | $ 21,841 | $ 21,841 | |||||||||||
Maximum [Member] | |||||||||||||
Transactions with Related Party [Abstract] | |||||||||||||
Number of days portfolio structuring services performed after receipt of capital | 15 days | ||||||||||||
Third Public Offering [Member] | |||||||||||||
Gross Invested Capital [Abstract] | |||||||||||||
Cumulative deferred offering costs incurred | $ 624,188 | ||||||||||||
Mackenzie [Member] | |||||||||||||
Gross Invested Capital [Abstract] | |||||||||||||
Syndication cost paid in connection with preferred stock offering | $ 501,917 | ||||||||||||
Portfolio Structuring Fee [Member] | |||||||||||||
Transactions with Related Party [Abstract] | |||||||||||||
Percentage of asset management fee | 3% | ||||||||||||
Price per share through first and second offering (in dollars per share) | $ / shares | $ 10 | $ 10 | |||||||||||
Income Incentive Fee [Member] | Minimum [Member] | |||||||||||||
Transactions with Related Party [Abstract] | |||||||||||||
Percentage of contributed capital | 7% | ||||||||||||
Percentage of net investment income | 20% | ||||||||||||
Income Incentive Fee [Member] | Maximum [Member] | |||||||||||||
Transactions with Related Party [Abstract] | |||||||||||||
Percentage of contributed capital | 8.75% | ||||||||||||
Capital Gains Incentive Fee [Member] | Minimum [Member] | |||||||||||||
Transactions with Related Party [Abstract] | |||||||||||||
Percentage of contributed capital | 7% | ||||||||||||
Percentage of net investment income | 20% | ||||||||||||
Capital Gains Incentive Fee [Member] | Maximum [Member] | |||||||||||||
Transactions with Related Party [Abstract] | |||||||||||||
Percentage of contributed capital | 8.75% | ||||||||||||
Advisory Agreements [Member] | |||||||||||||
Transactions with Related Party [Abstract] | |||||||||||||
Percentage of acquisition fee | 2.50% | ||||||||||||
Percentage of incentive management fee | 15% | ||||||||||||
Cumulative distribution percentage to effect incentive management fee | 6% | ||||||||||||
Previous Investment Advisory Agreement [Member] | Third Public Offering [Member] | Minimum [Member] | |||||||||||||
Gross Invested Capital [Abstract] | |||||||||||||
Cumulative deferred offering costs incurred | $ 1,650,000 | $ 1,650,000 | |||||||||||
3.0% Annual Base Management Fee [Member] | |||||||||||||
Transactions with Related Party [Abstract] | |||||||||||||
Percentage of asset management fee | 3% | 3% | |||||||||||
Gross Invested Capital [Abstract] | |||||||||||||
Total gross invested capital | $ 20,000,000 | 20,000,000 | 20,000,000 | 20,000,000 | 20,000,000 | 20,000,000 | 20,000,000 | 20,000,000 | |||||
2.0% Annual Base Management Fee [Member] | |||||||||||||
Transactions with Related Party [Abstract] | |||||||||||||
Percentage of asset management fee | 2% | 2% | |||||||||||
Gross Invested Capital [Abstract] | |||||||||||||
Total gross invested capital | $ 80,000,000 | 80,000,000 | 80,000,000 | 80,000,000 | 80,000,000 | 80,000,000 | 80,000,000 | 80,000,000 | |||||
1.5% Annual Base Management Fee [Member] | |||||||||||||
Transactions with Related Party [Abstract] | |||||||||||||
Percentage of asset management fee | 1.50% | 1.50% | |||||||||||
Gross Invested Capital [Abstract] | |||||||||||||
Total gross invested capital | $ 41,870,274 | $ 35,848,952 | $ 34,242,127 | $ 33,927,634 | $ 33,648,965 | $ 34,120,859 | $ 33,997,317 | $ 28,769,486 | |||||
1.5% Annual Base Management Fee [Member] | Minimum [Member] | |||||||||||||
Gross Invested Capital [Abstract] | |||||||||||||
Total gross invested capital | 100,000,000 | ||||||||||||
1.5% Annual Asset Management Fee [Member] | Minimum [Member] | |||||||||||||
Transactions with Related Party [Abstract] | |||||||||||||
Percentage of asset management fee | 1.50% | ||||||||||||
3.0% Annual Asset Management Fee [Member] | Maximum [Member] | |||||||||||||
Transactions with Related Party [Abstract] | |||||||||||||
Percentage of asset management fee | 3% | ||||||||||||
Investment Adviser [Member] | |||||||||||||
Gross Invested Capital [Abstract] | |||||||||||||
Percentage of broker fee not incurred | 10% | ||||||||||||
Investment Adviser [Member] | Minimum [Member] | |||||||||||||
Gross Invested Capital [Abstract] | |||||||||||||
Cumulative deferred offering costs incurred | 550,000 | $ 550,000 | |||||||||||
Unpaid as of [Abstract] | |||||||||||||
Organization and Offering Cost - Mackenzie | $ 21,841 | 21,841 | |||||||||||
Investment Adviser [Member] | Amended and Restated Investment Advisory Agreement [Member] | |||||||||||||
Transactions with Related Party [Abstract] | |||||||||||||
Annual fee | $ 100 | ||||||||||||
Investment Adviser [Member] | Amended and Restated Investment Advisory Agreement [Member] | Third Public Offering [Member] | |||||||||||||
Gross Invested Capital [Abstract] | |||||||||||||
Percentage of broker fee not incurred | 10% | ||||||||||||
[1] Asset acquisition fees paid to the Real Estate Adviser were capitalized as a part of the real estate basis in accordance with our policy. Offering costs paid by MacKenzie - discussed in Note 7 under organization and offering costs reimbursements. Expenses paid by MacKenzie and General Partner of a subsidiary on behalf of us and subsidiary. |
MARGIN LOANS (Details)
MARGIN LOANS (Details) - Margin Credit Line [Member] - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 |
Line of Credit Facility [Abstract] | ||
Credit facility current borrowing capacity | $ 0 | $ 0 |
Credit facility remaining borrowing capacity | 0 | 0 |
Credit facility amount outstanding | $ 0 | $ 0 |
MORTGAGE NOTES PAYABLE AND DE_2
MORTGAGE NOTES PAYABLE AND DEBT GUARANTY (Details) | 6 Months Ended | 12 Months Ended | ||||
Oct. 04, 2021 USD ($) | May 06, 2021 USD ($) | Feb. 26, 2021 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) Time | Jun. 08, 2020 USD ($) | |
Debt Instrument, Increase (Decrease), Net [Abstract] | ||||||
Proceeds from mortgage loan | $ 15,125,000 | $ 34,454,689 | ||||
Debt, outstanding amount | 23,568,330 | $ 19,604,382 | ||||
Contribution Agreement [Member] | ||||||
Debt Instrument, Increase (Decrease), Net [Abstract] | ||||||
Debt, face value | $ 25,827,107 | |||||
Debt, maturity date | Apr. 30, 2022 | |||||
Modified Agreement [Member] | ||||||
Debt Instrument, Increase (Decrease), Net [Abstract] | ||||||
Debt, face value | $ 24,404,257 | |||||
Modified Agreement [Member] | Fed Funds Rate [Member] | ||||||
Debt Instrument, Increase (Decrease), Net [Abstract] | ||||||
Debt, interest rate | 3.75% | |||||
First Republic Bank [Member] | Madison-PVT Partners LLC [Member] | ||||||
Debt Instrument, Increase (Decrease), Net [Abstract] | ||||||
Debt, maturity date | Apr. 01, 2031 | |||||
Proceeds from mortgage loan | $ 6,737,500 | |||||
Fixed interest rate | 3% | |||||
Period of most recently published yield average that will be used for calculation of interest rates | 12 months | |||||
Notes payable, constant maturity period as published by Federal Reserve System | 1 year | |||||
Amortization period for monthly payments of principal and interests | 360 months | |||||
Debt, outstanding amount | 6,737,500 | $ 6,737,500 | ||||
First Republic Bank [Member] | Madison-PVT Partners LLC [Member] | Statistical Release H.15 [Member] | ||||||
Debt Instrument, Increase (Decrease), Net [Abstract] | ||||||
Debt, interest rate | 2.75% | |||||
First Republic Bank [Member] | PVT-Madison Partners LLC [Member] | ||||||
Debt Instrument, Increase (Decrease), Net [Abstract] | ||||||
Debt, maturity date | Apr. 01, 2031 | |||||
Proceeds from mortgage loan | $ 8,387,500 | |||||
Fixed interest rate | 3% | |||||
Period of most recently published yield average that will be used for calculation of interest rates | 12 months | |||||
Notes payable, constant maturity period as published by Federal Reserve System | 1 year | |||||
Debt, outstanding amount | $ 8,387,500 | $ 8,387,500 | ||||
First Republic Bank [Member] | PVT-Madison Partners LLC [Member] | Statistical Release H.15 [Member] | ||||||
Debt Instrument, Increase (Decrease), Net [Abstract] | ||||||
Debt, interest rate | 2.75% | |||||
Ladder Capital Finance [Member] | PT Hillview [Member] | ||||||
Debt Instrument, Increase (Decrease), Net [Abstract] | ||||||
Debt, face value | $ 17,500,000 | |||||
Debt, maturity date | Oct. 06, 2023 | |||||
Fixed interest rate | 5.75% | |||||
Number of time the loans can be extended | Time | 2 | |||||
Loans extension period | 12 months | |||||
Amortization period for monthly payments of principal and interests | 360 days | |||||
Debt, outstanding amount | $ 16,804,689 | |||||
Ladder Capital Finance [Member] | PT Hillview [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||
Debt Instrument, Increase (Decrease), Net [Abstract] | ||||||
Debt, interest rate | 5.50% | |||||
Pacific Premier Bank [Member] | MacKenzie-BAA IG Shoreline, LLC [Member] | ||||||
Debt Instrument, Increase (Decrease), Net [Abstract] | ||||||
Debt, face value | $ 17,650,000 | |||||
Debt, maturity date | Jun. 01, 2032 | |||||
Fixed interest rate | 3.65% | |||||
Amortization period for monthly payments of principal and interests | 360 months | |||||
Debt, outstanding amount | $ 17,650,000 | |||||
Number of months for annual interest | 60 months | |||||
Pacific Premier Bank [Member] | MacKenzie-BAA IG Shoreline, LLC [Member] | Secured Overnight Financing Rate [Member] | ||||||
Debt Instrument, Increase (Decrease), Net [Abstract] | ||||||
Debt, interest rate | 3% | |||||
Debt, term period | 6 months | |||||
Wells Fargo Bank [Member] | ||||||
Debt Instrument, Increase (Decrease), Net [Abstract] | ||||||
Debt, face value | $ 32,000,000 | |||||
Debt, maturity date | Nov. 01, 2019 | |||||
Wells Fargo Bank [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||
Debt Instrument, Increase (Decrease), Net [Abstract] | ||||||
Debt, interest rate | 3.75% |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2022 | |
EARNINGS PER SHARE [Abstract] | |||
Net income (loss) attributable to common stockholders | $ 264,157 | $ (9,667,137) | $ 4,507,957 |
Basic weighted average common shares outstanding (in shares) | 13,332,535.7 | 13,020,208.16 | 13,340,164.03 |
Diluted weighted average common shares outstanding (in shares) | 13,332,535.7 | 13,020,208.16 | 13,340,164.03 |
Basic earnings per share (in dollars per share) | $ 0.02 | $ (0.74) | $ 0.34 |
Diluted earnings per share (in dollars per share) | $ 0.02 | $ (0.74) | $ 0.34 |
SHARE OFFERINGS AND FEES (Detai
SHARE OFFERINGS AND FEES (Details) | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||
Oct. 31, 2020 $ / shares shares | Mar. 31, 2022 $ / shares shares | Dec. 31, 2020 USD ($) | Jun. 30, 2022 USD ($) $ / shares shares | Jun. 30, 2021 USD ($) shares | |
Sale of Stock [Abstract] | |||||
Shares issued (in shares) | shares | 504,091.15 | 21,720 | |||
Proceeds from shares issued | $ 218,439 | $ 218,439 | |||
Payments of selling commissions and fees | $ 18,060 | ||||
Price per share (in dollars per share) | $ / shares | $ 7.85 | ||||
Proceeds from issuance of preferred stock | $ 2,943,778 | ||||
Common Stock [Member] | |||||
Sale of Stock [Abstract] | |||||
Shares issued (in shares) | shares | 212 | 3,172 | |||
Price per share (in dollars per share) | $ / shares | $ 10.25 | $ 8.67 | |||
Stock conversion ratio | 1 | ||||
Preferred Stock [Member] | |||||
Sale of Stock [Abstract] | |||||
Shares issued (in shares) | shares | 119,380 | ||||
Payments of selling commissions and fees | $ 847,167 | ||||
Proceeds from issuance of preferred stock | $ 2,957,530 | ||||
DRIP [Member] | |||||
Sale of Stock [Abstract] | |||||
Shares issued (in shares) | shares | 128,741 | ||||
Proceeds from shares issued | $ 1,187,630 | ||||
DRIP [Member] | Preferred Stock [Member] | |||||
Sale of Stock [Abstract] | |||||
Shares issued (in shares) | shares | 36.7 | ||||
Proceeds from shares issued | $ 826 |
SHARE REPURCHASE PLAN (Details)
SHARE REPURCHASE PLAN (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Mar. 31, 2021 | |
Stock Repurchase Plan [Abstract] | |||
Number of shares repurchased (in shares) | 194,980.05 | 0 | |
Repurchase consideration | $ 1,775,298 | ||
December 22, 2021 [Member] | |||
Stock Repurchase Plan [Abstract] | |||
Number of shares repurchased (in shares) | 5,607.89 | ||
Average repurchase price per share (in dollars per share) | $ 9.84 | ||
Repurchase consideration | $ 55,188 | ||
January 6, 2022 through March 31, 2022 [Member] | |||
Stock Repurchase Plan [Abstract] | |||
Number of shares repurchased (in shares) | 125,677.16 | ||
Average repurchase price per share (in dollars per share) | $ 9.15 | ||
Repurchase consideration | $ 1,149,490 | ||
June 1, 2022 through June 30, 2022 [Member] | |||
Stock Repurchase Plan [Abstract] | |||
Number of shares repurchased (in shares) | 63,695 | ||
Average repurchase price per share (in dollars per share) | $ 8.96 | ||
Repurchase consideration | $ 570,620 | ||
April 22, 2021 through May 12, 2021 [Member] | |||
Stock Repurchase Plan [Abstract] | |||
Number of shares repurchased (in shares) | 68,135.92 | ||
Average repurchase price per share (in dollars per share) | $ 6 | ||
Repurchase consideration | $ 408,818 |
STOCKHOLDER DIVIDENDS, Dividend
STOCKHOLDER DIVIDENDS, Dividends Declared (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||
Sep. 06, 2022 | Jun. 28, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Jun. 30, 2021 | Jun. 30, 2022 | ||
Dividends Declared [Abstract] | ||||||||||
Dividends, Common stock | $ 5,317,823 | |||||||||
Dividends, Preferred stock | 56,929 | |||||||||
Total dividends paid | $ 4,012,882 | |||||||||
Common Stock [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends per share (in dollars per share) | $ 0.4 | $ 0.4 | ||||||||
Common Stock [Member] | Subsequent Event [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends payable, holder of record date | Sep. 30, 2022 | |||||||||
Dividends payable date | Oct. 30, 2022 | |||||||||
Dividends declaration date | Sep. 06, 2022 | |||||||||
Dividends per share (in dollars per share) | $ 0.105 | |||||||||
Preferred Stock [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends per share (in dollars per share) | 0.875 | 0.875 | ||||||||
Preferred Units [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends per share (in dollars per share) | 0.25 | $ 0.25 | ||||||||
Dividends, Preferred stock | $ 51,667 | |||||||||
Class A [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends per share (in dollars per share) | $ 0.4 | $ 0.06 | $ 0.06 | $ 0.4 | ||||||
Dividends, Common stock | $ 723 | $ 9,985 | ||||||||
Dividend Declared Q1-2021 [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends declaration date | Jun. 30, 2021 | |||||||||
Dividends, Common stock | $ 664,714 | |||||||||
Dividend Declared Q1-2021 [Member] | Common Stock [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends per share (in dollars per share) | $ 0.05 | $ 0.05 | ||||||||
Dividend Declared Q1-2022 [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends declaration date | Sep. 30, 2021 | |||||||||
Dividends, Common stock | $ 1,731,482 | |||||||||
Dividends, Preferred stock | $ 0 | |||||||||
Dividend Declared Q1-2022 [Member] | Common Stock [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends per share (in dollars per share) | [1] | $ 0.13 | ||||||||
Dividend Declared Q1-2022 [Member] | Preferred Stock [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends per share (in dollars per share) | $ 0 | |||||||||
Dividend Declared Q2-2022 [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends declaration date | Dec. 31, 2021 | |||||||||
Dividends, Common stock | $ 1,068,612 | |||||||||
Dividends, Preferred stock | $ 440 | |||||||||
Dividend Declared Q2-2022 [Member] | Common Stock [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends per share (in dollars per share) | $ 0.08 | |||||||||
Dividend Declared Q2-2022 [Member] | Preferred Stock [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends per share (in dollars per share) | $ 0.125 | |||||||||
Dividend Declared Q3-2022 [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends declaration date | Mar. 31, 2022 | |||||||||
Dividends, Common stock | $ 1,193,841 | |||||||||
Dividends, Preferred stock | $ 18,507 | |||||||||
Dividend Declared Q3-2022 [Member] | Common Stock [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends per share (in dollars per share) | $ 0.09 | |||||||||
Dividend Declared Q3-2022 [Member] | Preferred Stock [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends per share (in dollars per share) | $ 0.375 | |||||||||
Dividend Declared Q4-2022 [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends payable date | Jul. 29, 2022 | |||||||||
Dividends declaration date | Jun. 30, 2022 | |||||||||
Dividends, Common stock | $ 1,323,888 | |||||||||
Dividends, Preferred stock | $ 37,982 | |||||||||
Dividend Declared Q4-2022 [Member] | Common Stock [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends per share (in dollars per share) | $ 0.1 | $ 0.1 | ||||||||
Dividend Declared Q4-2022 [Member] | Preferred Stock [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends per share (in dollars per share) | $ 0.375 | $ 0.375 | ||||||||
Dividend Payable for July 2022 [Member] | Series A Preferred Stock [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends payable, holder of record date | Jul. 31, 2022 | |||||||||
Dividends payable date | Oct. 15, 2022 | |||||||||
Dividends declaration date | Jun. 28, 2022 | |||||||||
Dividends per share (in dollars per share) | $ 0.375 | |||||||||
Dividends payable per month (in dollars per share) | $ 0.125 | |||||||||
Dividend Payable for August 2022 [Member] | Series A Preferred Stock [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends payable, holder of record date | Aug. 31, 2022 | |||||||||
Dividends payable date | Oct. 15, 2022 | |||||||||
Dividends declaration date | Jun. 28, 2022 | |||||||||
Dividends per share (in dollars per share) | $ 0.375 | |||||||||
Dividends payable per month (in dollars per share) | $ 0.125 | |||||||||
Dividend Payable for September 2022 [Member] | Series A Preferred Stock [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends payable, holder of record date | Sep. 30, 2022 | |||||||||
Dividends payable date | Oct. 15, 2022 | |||||||||
Dividends declaration date | Jun. 28, 2022 | |||||||||
Dividends per share (in dollars per share) | $ 0.375 | |||||||||
Dividends payable per month (in dollars per share) | $ 0.125 | |||||||||
Dividend Payable for October 2022 [Member] | Series A Preferred Stock [Member] | Subsequent Event [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends payable, holder of record date | Oct. 31, 2022 | |||||||||
Dividends payable date | Jan. 15, 2023 | |||||||||
Dividends declaration date | Sep. 06, 2022 | |||||||||
Dividends per share (in dollars per share) | $ 0.375 | |||||||||
Dividends payable per month (in dollars per share) | $ 0.125 | |||||||||
Dividend Payable for November 2022 [Member] | Series A Preferred Stock [Member] | Subsequent Event [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends payable, holder of record date | Nov. 30, 2022 | |||||||||
Dividends payable date | Jan. 15, 2023 | |||||||||
Dividends declaration date | Sep. 06, 2022 | |||||||||
Dividends per share (in dollars per share) | $ 0.375 | |||||||||
Dividends payable per month (in dollars per share) | $ 0.125 | |||||||||
Dividend Payable for December 2022 [Member] | Series A Preferred Stock [Member] | Subsequent Event [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends payable, holder of record date | Dec. 31, 2022 | |||||||||
Dividends payable date | Jan. 15, 2023 | |||||||||
Dividends declaration date | Sep. 06, 2022 | |||||||||
Dividends per share (in dollars per share) | $ 0.375 | |||||||||
Dividends payable per month (in dollars per share) | $ 0.125 | |||||||||
DRIP [Member] | ||||||||||
Dividends Declared [Abstract] | ||||||||||
Dividends, Common stock | $ 204,277 | $ 1,188,456 | ||||||||
[1]$0.06 per share dividend was declared for the quarter ended June 30, 2021. |
Schedule III - Real Estate Pr_2
Schedule III - Real Estate Properties and Accumulated Depreciation (Details) - USD ($) | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | ||
Real Estate Properties and Accumulated Depreciation [Abstract] | ||||
Encumbrances | [1] | $ 48,766,033 | ||
Initial Costs [Abstract] | ||||
Land | 32,117,072 | |||
Building & Improvements | 62,828,573 | |||
Subsequent Acquisition [Abstract] | ||||
Land | 0 | |||
Building & Improvements | 1,650,992 | |||
Subsequent Disposal [Abstract] | ||||
Land | 0 | |||
Building & Improvements | (297,017) | |||
Gross Amount Carried [Abstract] | ||||
Total | 96,299,620 | $ 54,641,596 | $ 0 | |
Accumulated Depreciation | $ (1,181,962) | $ (1,107,466) | $ 0 | |
Commodore Apartment Building [Member] | ||||
Real Estate Properties and Accumulated Depreciation [Abstract] | ||||
Acquisition Date | Mar. 05, 2021 | |||
Encumbrances | $ 6,737,500 | |||
Initial Costs [Abstract] | ||||
Land | 5,519,963 | |||
Building & Improvements | 7,488,715 | |||
Subsequent Acquisition [Abstract] | ||||
Land | 0 | |||
Building & Improvements | 69,845 | |||
Subsequent Disposal [Abstract] | ||||
Land | 0 | |||
Building & Improvements | 0 | |||
Gross Amount Carried [Abstract] | ||||
Total | 13,078,523 | |||
Accumulated Depreciation | $ (337,899) | |||
The Park View Building [Member] | ||||
Real Estate Properties and Accumulated Depreciation [Abstract] | ||||
Acquisition Date | Mar. 05, 2021 | |||
Encumbrances | $ 8,387,500 | |||
Initial Costs [Abstract] | ||||
Land | 4,317,013 | |||
Building & Improvements | 11,751,249 | |||
Subsequent Acquisition [Abstract] | ||||
Land | 0 | |||
Building & Improvements | 81,820 | |||
Subsequent Disposal [Abstract] | ||||
Land | 0 | |||
Building & Improvements | 0 | |||
Gross Amount Carried [Abstract] | ||||
Total | 16,150,082 | |||
Accumulated Depreciation | $ (439,891) | |||
Hollywood Property [Member] | ||||
Real Estate Properties and Accumulated Depreciation [Abstract] | ||||
Acquisition Date | Oct. 04, 2021 | |||
Encumbrances | $ 16,042,852 | |||
Initial Costs [Abstract] | ||||
Land | 8,704,577 | |||
Building & Improvements | 12,747,047 | |||
Subsequent Acquisition [Abstract] | ||||
Land | 0 | |||
Building & Improvements | 1,499,327 | |||
Subsequent Disposal [Abstract] | ||||
Land | 0 | |||
Building & Improvements | (297,017) | |||
Gross Amount Carried [Abstract] | ||||
Total | 22,653,934 | |||
Accumulated Depreciation | $ (254,084) | |||
Shoreline Apartments [Member] | ||||
Real Estate Properties and Accumulated Depreciation [Abstract] | ||||
Acquisition Date | May 16, 2022 | |||
Encumbrances | $ 17,598,181 | |||
Initial Costs [Abstract] | ||||
Land | 7,559,390 | |||
Building & Improvements | 20,124,777 | |||
Subsequent Acquisition [Abstract] | ||||
Land | 0 | |||
Building & Improvements | 0 | |||
Subsequent Disposal [Abstract] | ||||
Land | 0 | |||
Building & Improvements | 0 | |||
Gross Amount Carried [Abstract] | ||||
Total | 27,684,167 | |||
Accumulated Depreciation | $ (98,057) | |||
Satellite Place [Member] | ||||
Real Estate Properties and Accumulated Depreciation [Abstract] | ||||
Acquisition Date | Jun. 01, 2022 | |||
Encumbrances | $ 0 | |||
Initial Costs [Abstract] | ||||
Land | 2,966,129 | |||
Building & Improvements | 10,716,785 | |||
Subsequent Acquisition [Abstract] | ||||
Land | 0 | |||
Building & Improvements | 0 | |||
Subsequent Disposal [Abstract] | ||||
Land | 0 | |||
Building & Improvements | 0 | |||
Gross Amount Carried [Abstract] | ||||
Total | 13,682,914 | |||
Accumulated Depreciation | $ (52,031) | |||
WW Land [Member] | ||||
Real Estate Properties and Accumulated Depreciation [Abstract] | ||||
Acquisition Date | May 06, 2022 | |||
Encumbrances | $ 0 | |||
Initial Costs [Abstract] | ||||
Land | 3,050,000 | |||
Building & Improvements | 0 | |||
Subsequent Acquisition [Abstract] | ||||
Land | 0 | |||
Building & Improvements | 0 | |||
Subsequent Disposal [Abstract] | ||||
Land | 0 | |||
Building & Improvements | 0 | |||
Gross Amount Carried [Abstract] | ||||
Total | 3,050,000 | |||
Accumulated Depreciation | $ 0 | |||
[1]Excludes the note payable on property held for sale as of June 30, 2022. |
Schedule III - Real Estate Pr_3
Schedule III - Real Estate Properties and Accumulated Depreciation, Summary of Activity (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | ||
Real Estate [Roll Forward] | |||
Balance at the beginning of the year | $ 54,641,596 | $ 0 | |
Additions- acquisitions | 67,519,697 | 54,641,596 | |
Disposals | (297,017) | 0 | |
Reclassified to assets held for sale | (25,564,656) | 0 | |
Balance at end of the year | 96,299,620 | 54,641,596 | |
Accumulated Depreciation [Roll Forward] | |||
Balance at the beginning of the year | 1,107,466 | 0 | |
Depreciation expense | 2,866,400 | 1,107,466 | |
Disposals | (49,711) | 0 | |
Reclassified to assets held for sale | [1] | (2,742,193) | 0 |
Balance at end of the year | 1,181,962 | $ 1,107,466 | |
Accumulated amortization of acquired intangible assets | $ 2,370,116 | ||
[1]Excludes $2,370,116 of accumulated amortization associated with acquired intangible assets reclassified as held for sale. |