Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 30, 2016 | Jun. 30, 2015 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Gyrodyne, LLC | ||
Trading Symbol | gyro | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Common Stock, Shares Outstanding | 1,482,680 | ||
Entity Public Float | $ 10,350,540 | ||
Amendment Flag | false | ||
Entity Central Index Key | 1,589,061 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Well-known Seasoned Issuer | No | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY |
Consolidated Statement of Net A
Consolidated Statement of Net Assets at December 31, ,2015 (Liquidation Basis) and Consolidated Balance Sheet at December 31, 2014 (Going Concern Basis) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Rental property: | ||
Land | $ 1,054,413 | |
Building and improvements | 15,527,263 | |
Machinery and equipment | 344,733 | |
16,926,409 | ||
Less accumulated depreciation | 5,182,848 | |
11,743,561 | ||
Land held for development: | ||
Land | 558,466 | |
Land development costs | 1,961,345 | |
2,519,811 | ||
Total real estate, net | 14,263,372 | |
Real estate held for sale | $ 46,950,000 | |
Assets held for sale | 19,035,347 | |
Cash and cash equivalents | 5,875,596 | 4,028,337 |
Investment in marketable securities | 5,001,722 | 5,950,098 |
Rent receivable, net of allowance for doubtful accounts of approximately $49,000 and $89,000, respectively | 64,393 | 8,057 |
Deferred rent receivable | 56,011 | |
Prepaid expenses and other assets | 443,108 | 535,142 |
Total Assets | 58,334,819 | 43,876,364 |
LIABILITIES: | ||
Accounts payable | 499,669 | 710,448 |
Accrued liabilities | 408,898 | 220,573 |
Deferred rent liability | 12,509 | 16,278 |
Tenant security deposits payable | 483,556 | 309,950 |
Liabilities related to assets held for sale | 325,748 | |
Income taxes payable | 11,162 | 750,000 |
Pension costs | 552,546 | |
Notes payable | 17,533,210 | |
Estimated liquidation and operating costs net of receipts | 13,463,448 | |
Total Liabilities | $ 14,879,242 | $ 20,418,753 |
Commitments and contingencies | ||
STOCKHOLDERS’ EQUITY: | ||
Common stock, $1 par value; authorized 4,000,000 shares; 1,723,888 shares issued; 1,482,680 shares outstanding at December 31, 2014 | $ 1,723,888 | |
Additional paid-in capital | 36,819,973 | |
Accumulated other comprehensive loss | (633,682) | |
Deficit | (12,914,871) | |
24,995,308 | ||
Less cost of shares of common stock held in treasury; 241,208 | (1,537,697) | |
Total Stockholders’ Equity | 23,457,611 | |
Total Liabilities and Stockholders’ Equity | $ 43,876,364 | |
Liquidation Basis of Accounting [Member] | ||
LIABILITIES: | ||
Estimated liquidation and operating costs net of receipts | $ 13,463,448 | |
STOCKHOLDERS’ EQUITY: | ||
Net assets in liquidation | $ 43,455,577 |
Consolidated Statement of Net 3
Consolidated Statement of Net Assets at December 31, ,2015 (Liquidation Basis) and Consolidated Balance Sheet at December 31, 2014 (Going Concern Basis) (Parentheticals) | Dec. 31, 2014USD ($)$ / sharesshares |
Allowance for doubtful accounts (in Dollars) | $ | $ 89,000 |
Common stock, par value (in Dollars per share) | $ / shares | $ 1 |
Common stock, shares authorized | 4,000,000 |
Common stock, shares issued | 1,723,888 |
Common stock, shares outstanding | 1,482,680 |
Less common stock held in treasury, shares | 241,208 |
Consolidated Statement of Chang
Consolidated Statement of Change in Net Assets for the Period from September 1, 2015 to December 31, 2015 (Liquidation Basis) - USD ($) | 3 Months Ended | 4 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2015 | Sep. 01, 2015 | |
Changes in assets and liabilities in liquidation: | ||||
Change in pension deficit | $ (104,774) | |||
Liquidation Basis of Accounting [Member] | ||||
Net Assets | $ 43,916,720 | |||
Effect of adopting the liquidation basis of accounting: | ||||
Net assets in liquidation, at September 1, 2015 | $ 46,319,848 | |||
Changes in assets and liabilities in liquidation: | ||||
Remeasurement of assets and liabilities | (4,986,279) | |||
Total changes in net assets in liquidation | $ (2,864,271) | |||
Net Assets | 43,455,577 | 43,455,577 | 43,455,577 | |
Liquidation Basis of Accounting [Member] | Common Stock [Member] | ||||
Net Assets | 43,916,720 | |||
Effect of adopting the liquidation basis of accounting: | ||||
Net assets in liquidation, at September 1, 2015 | 46,319,848 | |||
Changes in assets and liabilities in liquidation: | ||||
Change in liquidation value of real estate | 2,260,000 | |||
Change in value of securities | (33,218) | |||
Change in pension deficit | (104,774) | |||
Remeasurement of assets and liabilities | (4,986,279) | |||
Total changes in net assets in liquidation | (2,864,271) | |||
Net Assets | $ 43,455,577 | $ 43,455,577 | $ 43,455,577 | |
Liquidation Basis of Accounting [Member] | Accounting Standards Update 2013-07 [Member] | ||||
Effect of adopting the liquidation basis of accounting: | ||||
Change to fair value of real estate investments | 12,879,418 | |||
Estimated real estate selling costs | (2,727,000) | |||
Estimated liquidation and operating costs in excess of operating receipts | (6,916,595) | |||
Total effects of adopting the liquidation basis of accounting | 2,403,128 | |||
Liquidation Basis of Accounting [Member] | Accounting Standards Update 2013-07 [Member] | Common Stock [Member] | ||||
Effect of adopting the liquidation basis of accounting: | ||||
Change to fair value of real estate investments | 12,879,418 | |||
Estimated real estate selling costs | (2,727,000) | |||
Estimated liquidation and operating costs in excess of operating receipts | (6,916,595) | |||
Deferred rent receivable | (399,621) | |||
Prepaid lease agreement fees- other than Fairfax | (155,736) | |||
Prepaid lease agreement fees- Fairfax | (277,338) | |||
Total effects of adopting the liquidation basis of accounting | $ 2,403,128 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Going Concern Basis) - USD ($) | 8 Months Ended | 12 Months Ended |
Aug. 31, 2015 | Dec. 31, 2014 | |
Revenues | ||
Rental income | $ 1,639,022 | $ 2,493,794 |
Rental income- tenant reimbursements | 186,324 | 304,734 |
Total rental income | 1,825,346 | 2,798,528 |
Expenses | ||
Rental expenses | 1,065,080 | 1,595,638 |
General and administrative expenses | 1,723,342 | 2,552,871 |
Strategic alternative expenses | 1,090,814 | 1,822,506 |
Depreciation | 259,202 | 451,942 |
Impairment charges | 200,000 | |
Insurance claim recoveries net of costs | (151) | (184,401) |
Total | 4,138,287 | 6,438,556 |
Other income (expense) | ||
Interest income | 77,749 | 110,311 |
Interest expenses | (588,646) | (749,004) |
Total | (510,897) | (638,693) |
Net loss before provision for income taxes | (2,823,838) | (4,278,721) |
Provision (benefit) for income taxes | 85,000 | (565,000) |
Net loss from continuing operations | (2,908,838) | (3,713,721) |
Income from discontinued operations | 407,136 | 608,355 |
Net loss | $ (2,501,702) | $ (3,105,366) |
Net loss per common share: | ||
From continuing operations (in Dollars per share) | $ (1.96) | $ (2.50) |
From discontinued operations (in Dollars per share) | 0.27 | 0.41 |
Total loss – basic and diluted (in Dollars per share) | $ (1.69) | $ (2.09) |
Weighted average number of common shares outstanding - basic and diluted (in Shares) | 1,482,680 | 1,482,680 |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Loss - USD ($) | 8 Months Ended | 12 Months Ended |
Aug. 31, 2015 | Dec. 31, 2014 | |
Net loss | $ (2,501,702) | $ (3,105,366) |
Other comprehensive loss: | ||
Unrecognized actuarial pension loss | (758,649) | (836,355) |
Unrealized (loss) gain on investments | (10,162) | 83,884 |
Other comprehensive loss | (768,811) | (752,471) |
Comprehensive loss | $ (3,270,513) | $ (3,857,837) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders Equity Eight Months Ended August 31, 2015 and Twelve Months Ended December 31, 2014 (Going Concern Basis) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Treasury Stock [Member] | Total |
Balance at Dec. 31, 2013 | $ 1,723,888 | $ 17,753,505 | $ 118,789 | $ 9,938,996 | $ (1,537,697) | $ 27,997,481 |
Balance (in Shares) at Dec. 31, 2013 | 1,723,888 | 241,208 | ||||
Net Loss | (3,105,366) | (3,105,366) | ||||
Other comprehensive loss | (752,471) | (752,471) | ||||
Special Dividend | (682,033) | (682,033) | ||||
Balance at Dec. 31, 2014 | $ 1,723,888 | 17,753,505 | (633,682) | 6,151,597 | $ (1,537,697) | 23,457,611 |
Balance (in Shares) at Dec. 31, 2014 | 1,723,888 | 241,208 | ||||
Net Loss | (2,501,702) | (2,501,702) | ||||
Other comprehensive loss | (768,811) | (768,811) | ||||
Rights offering | $ 2,224,020 | 3,382,170 | 5,606,190 | |||
Rights offering (in Shares) | 2,224,020 | |||||
Exchange of notes to equity | 18,123,432 | 18,123,432 | ||||
Balance at Aug. 31, 2015 | $ 3,947,908 | $ 21,135,675 | $ (1,402,493) | $ 21,773,327 | $ (1,537,697) | $ 43,916,720 |
Balance (in Shares) at Aug. 31, 2015 | 3,947,908 | 241,208 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Going Concern Basis) - USD ($) | 8 Months Ended | 12 Months Ended |
Aug. 31, 2015 | Dec. 31, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (2,501,702) | $ (3,105,366) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 559,964 | 969,571 |
Impairment charges | 200,000 | |
Bad debt (recovery) expense | (22,773) | 51,000 |
Net periodic pension cost | 49,923 | 324,998 |
Noncash interest expense | 590,222 | 706,563 |
(Increase) decrease in assets: | ||
Rent receivable | (16,928) | 37,377 |
Deferred rent receivable | (64,707) | (119,205) |
Prepaid expenses and other assets | 31,413 | (28,540) |
(Decrease) increase in liabilities: | ||
Accounts payable | (8,677) | (916,995) |
Accrued liabilities | 16,052 | (3,025,830) |
Income taxes payable | (750,000) | (565,000) |
Deferred rent liability | 24,736 | 815 |
Tenant security deposits payable | (7,981) | 314 |
Pension cost liability | (193,500) | |
Total adjustments | 207,744 | (2,364,932) |
Net cash used in operating activities | (2,293,958) | (5,470,298) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of building improvements and equipment | (412,550) | (927,344) |
Land development costs | (83,047) | (137,498) |
Purchase of marketable securities | (3,138,943) | |
Principal repayments of investments in marketable securities | 623,390 | 653,593 |
Net cash provided by (used in) investing activities | 127,793 | (3,550,192) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Issuance of common shares, net | 5,606,190 | |
Net cash provided by financing activities | 5,606,190 | |
Net increase (decrease) in cash and cash equivalents | 3,440,025 | (9,020,490) |
Cash and cash equivalents at beginning of period | 4,028,337 | 13,048,827 |
Cash and cash equivalents at end of period | 7,468,362 | 4,028,337 |
Supplemental cash flow information: | ||
Income and excise taxes paid | 835,000 | 83,679 |
Interest paid | 33,294 | 7,570 |
Noncash Investing and Financing Activities: | ||
Dividend note issued | 403,750 | 16,826,647 |
Exchange of Debt to Membership interest in Gyrodyne LLC | $ 18,123,432 | |
Dividend Note Issued [Member] | ||
Noncash Investing and Financing Activities: | ||
Issuance of note to settle PIK interest | $ 706,563 |
Note 1 - The Company
Note 1 - The Company | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure Text Block [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. The Company On September 1, 2015, Gyrodyne, LLC (NASDAQ: GYRO), a New York limited liability company (“Gyrodyne”, the “Company” or the “Registrant”), announced the completion of the previously announced merger of Gyrodyne Company of America, Inc. (the “Corporation”) and Gyrodyne Special Distribution, LLC (“GSD”) with and into Gyrodyne (the “Merger”). Where applicable, references in this Report to the Company or the Registrant shall be deemed to be references to Gyrodyne as the successor to the Corporation. The Merger was approved by the shareholders of the Corporation on August 20, 2015. Gyrodyne is the surviving Company in the Merger, which terminated the existence of the Corporation and GSD. On September 1, 2015, trading of common shares of Gyrodyne commenced on the NASDAQ Stock Market under the symbol “GYRO”. The number of common shares outstanding in Gyrodyne following the Merger is 1,482,680. As more fully described below, each share of common stock of the Corporation was converted into .0904 Gyrodyne common shares pursuant to the Merger. The common shares of Gyrodyne have a new CUSIP number of 403829104. The Corporation had previously approved the Merger on behalf of GSD and Gyrodyne in its capacity as managing member of GSD and Gyrodyne. The Merger resulted in holders of common stock of the Corporation receiving approximately 22.6% (335,086 shares) of the common shares of Gyrodyne in the aggregate (.0904 common interest of Gyrodyne per share of Corporation common stock), holders of interests in non-transferable notes issued by the Corporation receiving approximately 30.0% (444,804 shares) of the common shares of Gyrodyne in the aggregate (.024798 common interest of Gyrodyne per $1.00 principal amount of the dividend notes issued in January 2014 and the dividend notes issued in December 2014, together, in each case, with any interest thereon paid in kind in the form of additional notes), and holders of non-transferable interests in GSD receiving approximately 47.4% (702,790 shares) of the common shares of Gyrodyne in the aggregate (.473999 common interest of Gyrodyne per GSD interest). The Merger completed the Corporation’s plan of tax liquidation under the Internal Revenue Code, even though the actual disposition of the properties has not yet occurred. The completion of the Corporation’s tax liquidation by means of the Merger removes the timing constraints associated with the tax liquidation and now provides Gyrodyne the opportunity to pursue without such constraints the opportunistic disposition of certain properties and the enhancement of the value of Flowerfield, and Cortlandt Manor, by pursuing various development or zoning opportunities, which the Gyrodyne board of directors (the “Board”) believes will improve the values for such properties. The pursuit of the highest and best use of Flowerfield and Cortlandt Manor may involve the acquisition of adjacent properties, pursuit of joint venture relationships and other investments and or other strategies to maximize value for our shareholders. Gyrodyne expects that it will dissolve after it has completed the disposition of all of its real property assets, has applied the proceeds of such dispositions first to settle any claims, pending or otherwise, against Gyrodyne, and then has made liquidating distributions to holders of Gyrodyne common shares. We are unable to predict the precise nature, amount or timing of such distributions. The actual nature, amount and timing of all distributions will be determined by Gyrodyne in its sole discretion, and will depend in part upon the ability to convert our remaining assets into cash and pay and settle our remaining liabilities and obligations. Under Gyrodyne’s Amended and Restated Limited Liability Company Agreement, such dissolution may be effected upon the vote of holders of a majority of Gyrodyne common shares or, in the Board’s discretion and without any separate approval by the holders of the Gyrodyne common shares, at any time the value of Gyrodyne’s assets, as determined by the Board in good faith, is less than $1,000,000. Prior to the Merger (i.e., including the period covered by this report through August 31, 2015), the Corporation was a self-managed and self-administered real estate investment trust (“REIT”) formed under the laws of the State of New York. The Corporation managed its business as one operating segment. Prior to December 30, 2013, the Corporation’s primary business was the investment in and the acquisition, ownership and management of a geographically diverse portfolio of medical office and industrial properties and the development of industrial and residential properties located in the Northeast region of the United States. On December 30, 2013, the Corporation distributed to its shareholders, as the non-cash portion of the special dividend announced on September 12, 2013 (the “Special Dividend”), all of the equity interests of its subsidiary Gyrodyne Special Distribution LLC, which owned 100% of the interests (through GSD’s subsidiaries) in the Corporation’s four real estate properties, subject to related mortgage debt in favor of Flowerfield Mortgage Inc. (“FMI”), also a subsidiary of the Corporation, with Flowerfield Properties, Inc., a taxable REIT subsidiary of the Corporation (“FPI”), having the contractual right to manage the business and properties of GSD. Based on management provisions set forth in GSD’s limited liability company agreement which designated sole management authority to the Corporation, the Corporation concluded that GSD was a variable interest entity and that GSD’s financial statements should be consolidated with the Corporation’s. Accordingly, we may use references to "we" or "our" to refer to the Company, the Corporation, taxable REIT subsidiary (“TRS”), FPI and GSD, and "the Company's properties" or "GSD's properties", or “TRS’s properties”, or “FPI’s properties” (or derivations thereof) interchangeably in this report as they relate to periods preceding August 31, 2015. Substantially all of the properties are subject to net leases in which the tenant reimburses the Company (GSD prior to the Merger) for a portion, all of or substantially all of the costs and/ or cost increases for utilities, insurance, repairs and maintenance, and real estate taxes. Certain leases provide that the Company is responsible for certain operating expenses. The Company owns a 10.12% limited partnership interest in Callery Judge Grove, L.P. (the “Grove”), a limited partnership which in 2013 sold its only asset, an undeveloped Florida property (the “Grove Property”). Prior to the Merger, the interest was owned indirectly through FPI. For further information see Note 11. The Company owns two medical office parks (one of the two medical parks is under contract and expected to close on the sale in the second quarter of 2016) and eight of fourteen buildings (Originally owned ten buildings, but sold one building in December 2015 and January 2016, respectively, and is in contract for sale of the two additional buildings) in a third medical office park, together comprising approximately 123,000 rentable square feet and a multitenant industrial park comprising approximately 130,000 rentable square feet. In addition, the Company owns approximately 68 acres of property in St. James, New York. Each medical office park, the block of eight buildings in the Port Jefferson Professional Park, and the Flowerfield industrial park and undeveloped property are individually owned in single asset LLCs wholly owned by the Company. Prior to the Merger, the Corporation operated as a REIT under Section 856(c) (1) of the Internal Revenue Code of 1986 as amended (the “Code”). As a REIT, the Corporation generally was not subject to federal and state income tax, provided that, among other requirements, distributions were made to its shareholders equal to at least 90% of its REIT taxable income as defined under the Code. The Corporation was permitted to participate in certain activities from which it was previously precluded in order to maintain its qualifications as a REIT. However, these activities were required to be conducted in an entity that elected to be treated as a TRS under the Code. The Corporation had one taxable REIT subsidiary which was subject to federal and state income tax on the income from these activities. Pursuant to the Merger, all of the assets and liabilities of the Corporation and GSD were merged with and into and became assets and liabilities of Gyrodyne, LLC, but continue to be owned through single asset LLCs. In addition, the notes issued by the Corporation were redeemed with equity interests in Gyrodyne. |
Note 2 - Strategic Process
Note 2 - Strategic Process | 12 Months Ended |
Dec. 31, 2015 | |
Strategic Process Disclosure [Abstract] | |
Strategic Process Disclosure [Text Block] | 2. trategic Process Seeking Shareholder Approval for the Merger The Merger required the affirmative vote of holders of at least two-thirds of the Corporation’s outstanding shares under New York law. On October 21, 2013, the Corporation filed a preliminary proxy statement with the Securities and Exchange Commission (“SEC”) which contained, among other matters, the Board’s recommendation that the shareholders vote in favor of a plan of merger in which the Corporation and GSD would merge with and into Gyrodyne. The Corporation received comments from the SEC on November 18, 2013. Because of NASDAQ rules requiring listed companies to hold an annual meeting not later than twelve months following the fiscal year end, the Corporation proceeded with holding its 2013 annual meeting without seeking authorization for the Merger at that time. On May 8, 2014, the Corporation responded to such comments and filed a revised preliminary proxy statement with the SEC. The Corporation received additional comments from the SEC on May 29, 2014 and responded to such comments and filed a revised proxy statement (Amendment No. 2) with the SEC on June 17, 2014. The Corporation received further comments from the SEC on June 24, 2014 and responded to such comments and filed a revised proxy statement (Amendment No. 3) with the SEC on June 26, 2014. The Corporation received further comments from the SEC on June 26, 2014 and responded to such comments and filed a definitive proxy statement (Amendment No. 4) with the SEC on July 1, 2014. On June 5, 2014, the Corporation announced that a special meeting of shareholders of the Corporation would be held on August 14, 2014. At the special meeting, the Corporation would be asking the shareholders of record on June 30, 2014 to authorize a plan of Merger and the transactions contemplated thereby, including the Merger of the Corporation and GSD with and into Gyrodyne, a subsidiary of the Corporation. Shareholders of record at the close of business on June 30, 2014, were entitled to vote at the special meeting or its adjournment or postponement, if any, provided such meeting took place by August 30, 2014. On August 25, 2014, the Corporation announced the postponement of the special meeting. The Corporation rescheduled the special meeting to December 5, 2014 to allow additional time for shareholders to vote on the proposed Merger and changed the shareholder record date to October 31, 2014. The Corporation had been advised by its proxy solicitor, MacKenzie Partners, that approximately 97% of the approximately 45% of the outstanding shares that voted had been voted in favor of the Merger. Despite the overwhelming percentage of received votes in favor of the Merger not enough shares were voted to reach the two-thirds of the outstanding share majority needed under New York law. Accordingly, on November 4, 2014, the Corporation announced a further postponement of the special meeting until the middle of 2015. Rights Offering Given the small size of holdings of many of the shareholders of the Corporation and the nature of various holders, the Corporation believed those shareholders may not have paid enough attention to the Merger to exercise their right to vote during attempts in 2014 to secure the vote. On April 10, 2015 and May 15, 2015, the Corporation filed amendments to the Registration Statement to replace the financial statements and related financial information in the original filing of the Registration Statement with the updated financial statements as of and for the year ended December 31, 2014 and as of and for the quarter ended March 31, 2015, respectively, and other updated financial information related thereto. On April 27, 2015, the Corporation announced that it had set May 6, 2015 as the record date for its previously announced rights offering, and that the subscription price for the rights offering was $2.75 per share. In the rights offering, the Corporation distributed, at no charge, to shareholders as of the record date non-transferable subscription rights to purchase, on a three-for-two basis, up to an aggregate of 2,224,020 shares of its common stock. On May 18, 2015, the SEC declared the registration statement effective, and on May 19, 2015, the Corporation announced the commencement of the rights offering. The Corporation effected the rights offering through the distribution of non-transferable subscription rights to purchase shares of its common stock at $2.75 per share subject to certain aggregate ownership limitations. In the rights offering, shareholders received three subscription rights for each two shares of common stock held of record on May 6, 2015, with each subscription right giving a shareholder the right to purchase one share of common stock. The rights offering also included an over-subscription privilege, which entitled each rights holder that exercised its basic subscription privilege in full, the right to purchase additional shares of common stock that remained unsubscribed at the expiration of the rights offering, subject to the availability and pro rata allocation of shares among persons exercising this over-subscription right. The rights offering did not contain an overallotment option. On June 17, 2015, the Corporation closed the rights offering and on June 22, 2015, the Corporation announced that it received subscriptions for approximately 7,044,894 shares, greatly exceeding the maximum shares offered of 2,224,020. Shareholders were allocated 100% of their basic subscriptions. Based on the maximum 2,224,020 shares that were issuable in the rights offering, 1,214,644 shares were allocated to shareholders who properly exercised their oversubscription privilege, pro rata in proportion to the aggregate number of shares subscribed for under the over-subscription privilege, or 20.12499% of each over-subscriber’s requested shares. The rights offering resulted in 2,224,020 common shares issued on June 26, 2015 and net proceeds received (after expenses) of $5,606,190 (gross proceeds of $6,116,055 less direct expenses of the rights offering of $509,865). Merger Allocation Adjustment The Plan of Merger originally provided for an allocation of Gyrodyne, LLC shares to be issued in the Merger of 15.2% to shareholders of the Corporation, 29.2% to the holders of the Notes and 55.6% to the holders of common interests of GSD (collectively, the “Initial Allocations”). The Plan of Merger as revised by the December 2013 amendment provided that each of the Initial Allocations set forth therein of Gyrodyne LLC shares to be issued in the Merger in exchange for common shares of the Corporation, GSD Interests and interests in the Dividend Note were subject to adjustment in the discretion of the Corporation’s Board. The Plan of Merger provided that any changes made to the Initial Allocations would be announced at least ten days prior to the meeting of shareholders at which shareholders of the Corporation would be asked to consider and vote upon the Plan of Merger. At a meeting held on April 24, 2015, the Corporation’s Board determined to adjust the allocation of common shares of Gyrodyne, LLC to be issued pursuant to the Merger to account for certain developments since such allocations were originally set in December 2013. As adjusted, the common shares of Gyrodyne, LLC issued in the Merger were allocated as follows: ● Approximately 22.6% in the aggregate to shareholders of the Corporation; ● Approximately 30.0% in the aggregate to holders of interests in the notes issued by the Corporation in the aggregate principal amount of $17,937,000, plus any accrued and unpaid interest (the “Notes”); and ● Approximately 47.4% in the aggregate to holders of common interests of GSD. The allocations reflected adjusted net book value, face value and “fair value” (based on appraised values of underlying properties owned by GSD, less liabilities) of the Corporation, the Notes and GSD, respectively, in each case as of December 31, 2014. In addition, the Board determined the foregoing allocation adjustments based on the increase in the adjusted net book value of its shares due to the rights offering and the anticipated net proceeds to the Corporation of $5,606,000 from the rights offering (actual net proceeds was $5,606,190), assuming all 2,224,020 shares were sold. This methodology was consistent with the valuation metrics used to determine the original allocations in December, 2013. Special Meeting and Consummation of Merger Following the completion of the rights offering on June 17, 2015, the Corporation’s Board established June 29, 2015 as the record date for determining shareholders entitled to receive notice of and vote at the special meeting, and that the special meeting would take place on August 20, 2015. On July 1, 2015 the Corporation filed a supplement to the proxy statement/prospectus dated July 1, 2014 to provide supplemental information to the proxy statement prospectus. On August 17, 2015, the Corporation filed supplement number 2 to the proxy statement/prospectus dated July 1, 2014 to provide supplemental information regarding the terms of a settlement in the class action lawsuit against the Corporation, members of its Board, GSD and Gyrodyne. See Note 24 “Contingencies”, below. On August 20, 2015, the shareholders of the Corporation voted to authorize the Merger with more than 99% of votes cast at the special meeting voting in favor, representing more than 76% of all outstanding shares. The Merger closed on August 31, 2015 and common shares of Gyrodyne, LLC began trading on NASDAQ on September 1, 2015. The Merger completed the tax plan of liquidation for purposes of the Internal Revenue Code, and resulted in holders of common stock of the Corporation receiving approximately 22.6% (335,086 shares) of the common shares of Gyrodyne, LLC in the aggregate (.0904 common interest of Gyrodyne, LLC per share of the Corporation’s common stock), holders of non-transferable Notes receiving approximately 30.0% (444,804 shares) of the common shares of Gyrodyne, LLC in the aggregate (.024798 common interest of Gyrodyne, LLC per $1.00 principal amount of the Dividend Notes issued in January 2014 and the Dividend Notes issued in December 2014, together, in each case, with any interest thereon paid in kind in the form of additional Notes), and holders of non-transferable interests in GSD receiving approximately 47.4% (702,790 shares) of the common shares of Gyrodyne, LLC in the aggregate (.473999 common interest of Gyrodyne, LLC per GSD interest). |
Note 3 - Summary of Significant
Note 3 - Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | 3 . The consolidated financial statements for periods prior to September 1, 2015 were prepared on the going concern basis of accounting, which contemplates realization of assets and satisfaction of liabilities in the normal course of business. The completion of the Corporation’s tax liquidation by means of the Merger removes the timing constraints associated with the tax liquidation and now provides Gyrodyne the opportunity to pursue without such constraints the opportunistic disposition of certain properties and the enhancement of the value of Flowerfield and Cortlandt Manor, by pursuing various development or zoning opportunities, which the Gyrodyne Board believes will improve the chances of obtaining better values for such properties. The pursuit of the highest and best use of Flowerfield and Cortlandt Manor may involve the acquisition of adjacent properties, pursuit of joint venture relationships and other investments and or other strategies to maximize the returns for our shareholders from these properties. Gyrodyne expects that it will dissolve after it has completed the disposition of all of its real property assets, has applied the proceeds of such dispositions first to settle any claims, pending or otherwise, against Gyrodyne, and then has made liquidating distributions to holders of Gyrodyne common shares. Therefore Gyrodyne adopted the liquidation basis of accounting. This basis of accounting is considered appropriate when, among other things, liquidation of the entity is imminent, as defined in ASC 205-30, Presentation of Financial Statements Liquidation Basis of Accounting. Under Gyrodyne’s Amended and Restated Limited Liability Company Agreement the Board has the ability to sell all of the Company’s assets without further approval. As a result, liquidation is “imminent” in accordance with the guidance provided in ASC 205-30. A. Liquidation Basis of Accounting – Under the liquidation basis of accounting the consolidated balance sheet, consolidated statement of operations, statement of comprehensive loss, statement of equity and the consolidated statement of cash flows are no longer presented (except for periods prior to the adoption of the liquidation basis of accounting). The consolidated statement of net assets in liquidation and the consolidated statement of changes in net assets in liquidation are the principal financial statements presented under the liquidation basis of accounting. Under the liquidation basis of accounting, all of the Company’s assets have been stated at their estimated net realizable value that are based on current contracts, estimates and other indications of sales value. All liabilities of the Company, including those estimated costs associated with implementing the Plan of Liquidation, have been stated at their estimated settlement amounts. These amounts are presented in the accompanying statement of net assets in liquidation. These estimates will be periodically reviewed and adjusted as appropriate. There can be no assurance that these estimated values will be realized. Such amounts should not be taken as an indication of the timing or amount of future distributions or our actual dissolution. The valuation of assets at their net realizable value and liabilities at their anticipated settlement amount represent estimates, based on present facts and circumstances, of the net realizable value of the assets and the costs associated with carrying out the Plan of Liquidation. The actual values and costs associated with carrying out the Plan of Liquidation are expected to differ from amounts reflected in the accompanying financial statements because of the Plan’s inherent uncertainty. These differences may be material. In particular, the estimates of our costs will vary with the length of time necessary to complete the Plan of Liquidation, which is currently anticipated to be completed during 2018. Accordingly, it is not possible to predict with certainty the timing or aggregate amount which may ultimately be distributed to holders of our common shares and no assurance can be given that the distributions will equal or exceed the estimate presented in the accompanying statement of net assets in liquidation. The Company, through outside consultants, is conducting market research and associated concept analysis to determine the value associated with the highest and best use for the Flowerfield Property as well as the property associated with the Cortlandt Medical Center. The pursuit of the highest and best use of Flowerfield and Cortlandt Manor may involve the acquisition of adjacent properties, pursuit of joint venture relationships and other investments and or other strategies to maximize the returns for our shareholders from these properties. The actual costs of such research and the resulting values may differ materially from the assumptions and estimates utilized and accordingly, could have a significant impact on the value of net assets in liquidation. The Company’s assumptions and estimates are based on completing the liquidation during 2018. However, the Company may pursue avenues to achieve the highest and best use of certain of its properties that may result in the liquidation being extended beyond December 31, 2018. As previously stated, on an ongoing basis, Gyrodyne evaluates the estimates and assumptions that can have a significant impact on the reported net assets in liquidation and will update these accordingly for any costs and value associated with a change in the duration of the liquidation. This report should be read in conjunction with the definitive proxy statement/prospectus filed with the SEC on July 1, 2014, the supplement dated July 1, 2015, and supplement no. 2 dated August 17, 2015, each to the proxy statement/prospectus dated July 1, 2014 and the S-1/A filed with the SEC on May 15, 2015. B. Net Income (Loss) Per Share – Prior to the adoption of the liquidation basis of accounting, the Company reported basic and diluted net income (loss) per share data by dividing net income (loss) by the weighted average number of shares of common stock outstanding. C. Management Estimates – In preparing the consolidated financial statements in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) and the liquidation basis of accounting, management is required to make estimates and assumptions that affect the reported amounts of assets, including net assets in liquidation, and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of income and expense for the reporting period. Actual results could differ from those estimates. D. The below disclosures are the significant accounting policies which remained applicable to the Company for the period prior to the Merger. Principles of consolidation - The Company consolidates its wholly-owned subsidiaries, partnerships and joint ventures which it controls (i) through voting rights or similar rights or (ii) by means other than voting rights if the Company is the primary beneficiary of a variable interest entity (“VIE”). If an investment is determined to be a VIE, the Company performs an analysis to determine if the Company is the primary beneficiary of the VIE. GAAP requires a VIE to be consolidated by its primary beneficiary. The primary beneficiary is the party that has a controlling financial interest in an entity. In order for a party to have a controlling financial interest in an entity, it must have (1) the power to direct the activities of a VIE that most significantly impact the entity's economic performance and (2) the obligation to absorb losses or the right to receive benefits of an entity that could potentially be significant to the VIE. The Corporation's consolidated VIE, Gyrodyne Special Distribution, LLC (“GSD”), was determined to be a VIE of the Corporation primarily because the Corporation had the power to direct the activities of the GSD that most significantly impacted GSD's economic performance and had the obligation to absorb losses or the right to receive benefits of GSD. GSD owned all of the real estate that was previously owned by the Corporation prior to the distribution by the Corporation to its shareholders of ownership interests in GSD. GSD had mortgage obligations payable and a revolving line of credit with an outstanding balance payable to a wholly-owned subsidiary of the Corporation of $12,889,463 and $4,280,943, respectively, as of December 31, 2014. At December 31, 2014, the net book value of the assets and liabilities of GSD was $15,805,548. GSD was essentially being managed and operated by the Corporation, which was the primary obligor for liabilities incurred on behalf of GSD. As a result, the Corporation could have been held liable for current and future obligations of GSD, and in turn it would have been the Corporation’s obligation to seek reimbursement from GSD. Pursuant to the terms of the Merger, GSD and the Corporation merged with and into the Company and accordingly, immediately following the Merger the Company no longer has a VIE. Investments in affiliates in which the Company has the ability to exercise significant influence, but not control, are accounted for under the equity method. The Company did not have any such investments at December 31, 2014. Investment interests in excess of 5% in limited partnerships are accounted for under the equity method. All consolidated subsidiaries are wholly-owned. All inter-company balances and transactions have been eliminated. There is one investment, The Grove, accounted for under the equity method in 2014. Accumulated distributions and losses reduced the book basis of the investment to $0 and accordingly the Company ceased recording losses for book purposes but had a deferred tax liability reflecting the losses recorded for tax purposes in excess of book and had approximately $1,315,000 of deferred tax liabilities. During 2014, approximately $618,000 of deferred taxes were payable with the balance recognized as a tax benefit. Such tax benefit was partially offset by tax liabilities of the taxable REIT subsidiary related to its management services agreement with GSD resulting in a tax benefit of $565,000 as of December 31, 2014. For the period ended August 31, 2015 and the year ended December 31, 2014, the taxable REIT subsidiary had taxable income related to the management of GSD of approximately $210,000 and $321,000, respectively resulting in a tax liability and related expense of $85,000 and $132,000, respectively. Rental real estate - Real estate held for development - Net realizable value represents estimates, based on management's present plans and intentions, of sale price less development and disposition cost, assuming that disposition occurs in the normal course of business. Long-lived assets - The Company is required to make subjective assessments as to whether there are impairments in the carrying value of its real estate properties and other investments. Estimates are subjective and actual results could differ materially from such estimates. These assessments have a direct impact on the Company's net income, since an impairment charge results in an immediate negative adjustment to net income. Depreciation and amortization - Buildings and improvements (years) 5 to 39 Machinery and equipment (years) 3 to 20 Tenant improvements that are unlikely to have a life beyond the tenant life are amortized over the lesser of the useful life of the asset or the tenant lease term including bargain renewals. Impairment of real estate investments - Revenue recognition – Allowance for doubtful accounts – Investments - Investment in Marketable Securities The Company reviews its investments on a regular basis to evaluate whether or not each security has experienced an other-than-temporary decline in fair value. If it is believed that an other-than-temporary decline exists, the Company will write down the investment to fair market value and record the related write-down in the consolidated statements of operations. Loans Receivable . judgments are required in determining whether impairment has occurred. The Company performs an impairment analysis by comparing either the present value of expected future cash flows discounted at the loan's effective interest rate, the loan's observable current market price or the fair value of the underlying collateral to the net carrying value of the loan, which may result in an allowance and corresponding loan loss charge. Interest income is recorded on a cash basis for impaired loans Cash equivalents - Income taxes - Prior to the Merger, the Corporation’s investment in the Grove was held in a TRS of the Corporation and was subject to federal and state income taxes. Taxable REIT subsidiaries perform non-customary services for tenants, hold assets that the Corporation cannot hold directly and generally may engage in any real estate or non-real estate related business. Accordingly, through the investment in the Grove, the Corporation was subject to corporate federal and state income taxes on the Corporation’s share of the Grove’s taxable income for the eight months ended August 31, 2015 and for the year ended December 31, 2014. In addition the TRS provided management services to GSD which was also subject to corporate federal and state income taxes. Deferred tax assets and liabilities were determined based on differences between financial reporting and tax bases of assets and liabilities, and were measured using the enacted tax rates and laws that were in effect when the differences were expected to reverse. The Company follows the guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification, Accounting for Uncertainty in Income Taxes Deferred expenses - Use of estimates - Purchase Accounting and Acquisition of Real Estat e Fair Value Measurements – Fair Value Measurements and Disclosures Comprehensive income - Accounting Standards Codification, Reporting Comprehensive Income Gains on sales of real estate - Assets Held For Sale and Discontinued Operations - A discontinued operation is a disposal of a component or group of components that is disposed of or is classified as held for sale that represents a strategic shift that has or will have a major effect on an entity’s operations and financial results or an acquired business or nonprofit activity that is classified as held for sale on the date of acquisition. A strategic shift could include a disposal of (i) a major geographical area of operations, (ii) a major line of business, (iii) a major equity method investment, or (iv) other major parts of an entity. Following the Merger, there is no differentiation as all assets are reported in the consolidated statement of net assets at net realizable value and any changes in such values during a period are reported in the consolidated statement of changes in net assets. New accounting pronouncements In April 2014, the FASB issued ASU 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360), Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” ASU 2014-08 on Discontinued Operations changes the criteria for determining which disposals can be presented as discontinued operations and modified related disclosure requirements. Under the new guidance, a discontinued operation is defined as: (i) a disposal of a component or group of components that is disposed of or is classified as held for sale that represents a strategic shift that has or will have a major effect on an entity’s operations and financial results or (ii) an acquired business or nonprofit activity that is classified as held for sale on the date of acquisition. The standard states that a strategic shift could include a disposal of (i) a major geographical area of operations, (ii) a major line of business, (iii) a major equity method investment, or (iv) other major parts of an entity. Under the current US GAAP, an entity is prohibited from reporting a discontinued operation if it has certain continuing cash flows or involvement component after the disposal. The new guidance eliminates these criteria. The pronouncement is effective for fiscal years and interim periods ending after December 15, 2014. The adoption of this pronouncement did not have a material effect on the Company’s consolidated financial statements. Early adoption is permitted for disposals or assets held for sale that have not been reported in the financial statements previously issued or available for issuance. The Company has elected to early adopt this standard as of January 1, 2014. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606).” Revenue from Contracts with Customers, Revenue Recognition, Revenue Recognition—Construction-Type and Production-Type Contracts, Other Assets and Deferred Costs—Contracts with Customers. The adoption of this pronouncement is not expected to have a material effect on the Company’s consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15, “ Presentation of Financial Statements Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern In February 2015, the FASB issued ASU No. 2015-02, “Consolidation (Topic 810) - Amendments to the Consolidation Analysis.” In April 2015, the FASB issued ASU No. 2015-03, “Interest-Imputation of Interest Simplifying the Presentation of Debt Issuance Costs In May 2015, the FASB issued ASU No. 2015-07, “ Fair Value Measurement Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent) asset value per share practical expedient. The amendments also remove the requirement to make certain disclosures for all investments that are eligible to be measured at fair value using the net asset value per share practical expedient. Rather, those disclosures are limited to investments for which the entity has elected to measure the fair value using that practical expedient. The amendments in this update are effective for public business entities for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The adoption of this pronouncement is not expected to have a material effect on the Company’s consolidated financial statements. In May 2015, the FASB issued ASU No. 2015-08, “ Business Combinations In June 2015, the FASB issued ASU No. 2015-10, “Technical Corrections and Improvements In July 2015, the FASB issued ASU No. 2015-12, “Plan Accounting: Defined Benefit Pension Plans efined Contribution Pension Plans Health and Welfare Benefit Plans In August 2015, the FASB issued ASU 2015-14, “Revenue from Contracts with Customers (Topic 606).” . In August 2015, the FASB issued ASU No. 2015-15, “Interest-Imputation of Interest Presentation and Subsequent Measurement of Debt Issuance Costs Associated with the Line-of-Credit Arrangements . In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” . |
Note 4 - Statement of Net Asset
Note 4 - Statement of Net Assets in Liquidation | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidation Basis of Accounting [Text Block] | 4 . Statement of Net Assets in Liquidation Following the Merger, effective September 1, 2015, the Company reports its financial results on the statement of net assets in liquidation and the statement of changes in net assets in liquidation, both of which track the Company’s estimated remaining liquidating distributions. Net assets in liquidation at December 31, 2015 would result in liquidating distributions of approximately $29.31 per common share. The cash balance at the end of the liquidation period is based on the December 31, 2015 combined cash balance and marketable securities of $10.9 million and then adjusted for estimated cash receipts for the operation of the properties net of rental property related expenditures as well as costs expected to be incurred to maintain the fair value of the property at its estimated gross sales proceeds and the net cash used to settle the working capital accounts. In addition, general and administrative expenses and or liabilities associated with the Merger, operations and the liquidation of the Company have been included, including severance, directors and officers liability and reimbursement insurance policy inclusive of post liquidation tail policy coverage, and financial and legal fees to complete the liquidation. In addition, the Company is incurring land development costs to determine the highest and best use for the Flowerfield and Cortlandt Manor properties. The pursuit of the highest and best use of Flowerfield and Cortlandt Manor may involve the acquisition of adjacent properties, pursuit of joint venture relationships and other investments and or other strategies to maximize the returns for our shareholders. In the initial adoption of the liquidation basis of accounting which was effective with the Merger, the consolidated statement of changes in net assets in liquidation contains fair value adjustments to the August 31, 2015 ending going concern equity to arrive at liquidating value. The Company estimates the fair value of its real estate assets by using income and market valuation techniques. The Company may estimate fair values using market information such as broker opinions of value, appraisals, and recent sales data for similar assets or discounted cash flow models, which primarily rely on Level 3 inputs. The cash flow models include estimated cash inflows and outflows over a specified holding period. These cash flows may include contractual rental revenues, projected future rental revenues and expenses and forecasted tenant improvements and lease commissions based upon market conditions determined through discussion with local real estate professionals, experience the Company has with its other owned properties in such markets and expectations for growth. Capitalization rates and discount rates utilized in these models are estimated by management based upon rates that management believes to be within a reasonable range of current market rates for the respective properties based upon an analysis of factors such as property and tenant quality, geographical location and local supply and demand observations. To the extent the Company under estimates forecasted cash outflows (tenant improvements, lease commissions and operating costs) or over estimates forecasted cash inflows (rental revenue rates), the estimated fair value of its real estate assets could be overstated. The following is a reconciliation of Shareholder’s Equity under the going concern basis of accounting to net assets in liquidation under the liquidation basis of accounting from September 1, 2015 through December 31, 2015: Shareholder’s equity as of September 1, 2015 $ 43,916,720 Increase due to estimated realizable value of investments in real estate 12,879,418 Estimated real estate selling costs (2,727,000 ) Decrease due to write-off of assets and liabilities (832,695 ) Estimated liquidation and operating costs in excess of operating receipts during liquidation (6,916,595 ) Total effects of adopting the liquidation basis of accounting 2,403,128 Estimated value of net assets in liquidation as of September 1, 2015 46,319,848 Total changes in net assets in liquidation (2,864,271 ) Net assets in liquidation as of December 31, 2015 $ 43,455,577 Number of shares outstanding as of December 31, 2015 1,482,680 Estimated distributions per share $ 29.31 The Company is pursuing various options to maximize total distributions to our shareholders during the liquidation process. The Company estimates that it will incur approximately $3.15 million (included in total changes in net assets in liquidation) in charges over the next two years to obtain entitlements, inclusive of zone changes and special permits that it believes will result in an internal rate of return through the improvement of values in the Flowerfield and Cortlandt Manor properties. The Company does not intend to develop the properties but rather to commit resources to position the properties for sale in a timely manner with all entitlements necessary to achieve maximum pre-construction values. During the process of pursuing such entitlements, the Company may entertain offers from potential buyers who may be willing to pay premiums for the properties that the Company finds more acceptable from a timing or value perspective than completing the entitlement processes itself. In addition, the Company may entertain joint ventures or other types of relationships for the properties which might provide funds for earlier distributions to shareholders while simultaneously providing enhancements to the underlying values of the properties. The net assets in liquidation at December 31, 2015 would result in estimated liquidating distributions of approximately $29.31 per Common Share (1,482,680 shares outstanding), excluding any additional sales proceeds, which result directly or indirectly from the $3.15 million in land development costs. The Company believes there will be an internal rate of return resulting from the land development costs that will enhance estimated distributions per share through the improved values from the sales of the Flowerfield and Cortlandt Manor properties. This estimate of liquidating distributions includes projections of costs and expenses to be incurred during the period required to complete the plan of liquidation. There is inherent uncertainty with these projections, and they could change materially based on the timing of the sales, improved values of the Cortlandt Manor and/or Flowerfield properties resulting from the land development efforts, favorable or unfavorable changes in the land development costs, the performance of the underlying assets and any changes in the underlying assumptions of the projected cash flows. |
Note 5 - Liability for Estimate
Note 5 - Liability for Estimated Costs in Excess of Receipts during Liquidation | 12 Months Ended |
Dec. 31, 2015 | |
Liquidation Basis Of Accounting Liability For Estimated Costs In Excess Of Receipts [Abstract] | |
Liquidation Basis Of Accounting Liability For Estimated Costs In Excess Of Receipts [Text Block] | 5. Liabilit y for Estimated Costs in Excess of Receipts d uring Liquidation The liquidation basis of accounting requires the Company to estimate net cash flows from operations and to accrue all costs associated with implementing and completing the plan of liquidation. The Company currently estimates that it will incur costs in excess of estimated receipts during the liquidation period, excluding the net proceeds from the real estate sales. These amounts can vary significantly due to, among other things, land development costs, the timing and estimates for executing and renewing leases, capital expenditures to maintain the real estate at its current fair value and estimates of tenant improvement costs, the timing of property sales and any direct/indirect costs incurred to that are related to the sales (costs to address buy side due diligence inclusive of administrative fees, legal fees and property costs to address items arising from such due diligence and not previously known ), the timing and amounts associated with discharging known and contingent liabilities and the costs associated with the winding up of operations. These costs are estimated and are anticipated to be paid through-out the liquidation period. Upon transition to the liquidation basis of accounting on September 1, 2015, the Company accrued the following revenues and expenses expected to be earned or incurred during liquidation: Amount Rents and reimbursements $ 6,545,535 Property operating expenses (3,426,601 ) Capital expenditures excluding land development costs and land purchases (921,603 ) Land development costs and land purchases (574,833 ) Corporate expenditures (1) (5,766,593 ) Estimated real estate selling costs (2,727,000 ) Retention bonus payments to Directors (1,802,125 ) Retention bonus payments to executives and other employees (970,375 ) Liability for estimated costs in excess of estimated receipts during liquidation $ (9,643,595 ) (1) The change in the liability for estimated costs in excess of estimated receipts during liquidation from September 1, 2015 through December 31, 2015 is as follows: September 1, 2015 Expenditures/ (Receipts) Remeasurement of Assets and Liabilities December 31, 2015 Assets: Estimated net inflows from investment of real estate $ 6,545,535 $ (1,620,279 ) $ 1,515,069 $ 6,440,325 Liabilities: Property operating costs (3,426,601 ) 860,771 (1,030,874 ) (3,596,704 ) Capital expenditures excluding land development costs and land purchases (921,603 ) 274,194 34,705 (612,704 ) Land development costs and land purchases (574,833 ) 380,979 (2,960,636 ) (3,154,490 ) Corporate expenditures (5,766,593 ) 1,127,501 (3,139,583 ) (7,778,675 ) Selling costs on real estate assets (2,727,000 ) 61,860 (151,860 ) (2,817,000 ) Retention bonus payments to Directors (1,802,125 ) 52,910 485,485 (1,263,730 ) Retention bonus payments to Executives and other employees (970,375 ) 28,490 261,415 (680,470 ) Liability for estimated costs in excess of estimated receipts during liquidation $ (9,643,595 ) $ 1,166,426 $ (4,986,279 ) $ (13,463,448 ) |
Note 6 - Disposition Activities
Note 6 - Disposition Activities | 12 Months Ended |
Dec. 31, 2015 | |
Liquidation Basis of Accounting [Member] | |
Note 6 - Disposition Activities [Line Items] | |
Property, Plant and Equipment Disclosure [Text Block] | 6. Disposition Activities Port Jefferson Professional Park: In December, 2015 the Company sold the building located at 5 Medical Drive for $760,000 to United Sleep Diagnostics Inc., a New York Corporation. |
Note 7 - Real Estate
Note 7 - Real Estate | 12 Months Ended |
Dec. 31, 2015 | |
Real Estate [Abstract] | |
Real Estate Disclosure [Text Block] | 7. Real Estate Prior to the adoption of the liquidation basis of accounting, real estate was comprised of the following at December 31, 2014: Total Real Estate Reported In Discontinued Operations Total Real Estate, Net Land $ 1,054,413 Buildings 15,527,263 Machinery and equipment 344,733 - 16,926,409 Less Accumulated Depreciation - 5,182,848 Total real estate - 11,743,561 Land held for Development: Land - 558,466 Land Development Costs - 1,961,345 - 2,519,811 Real Estate Reported As Assets Held For Sale: 8 of 10 Buildings in Port Jefferson $ 4,874,676 Fairfax Medical Center 13,496,901 Total Real Estate, Net $ 18,371,577 $ 14,263,372 Upon the adoption of the liquidation basis of accounting, on September 1, 2015, real estate was adjusted to its estimated fair value of $45,450,000. The valuation of the real estate at December 31, 2015 was $46,950,000. During the period from September 1, 2015 to December 31, 2015, the value of the real estate increased $2,260,000 inclusive of contracted selling prices for various properties and an adjusted value for the Cortlandt Manor property. Furthermore, the real estate value as of December 31, 2015 was adjusted by $760,000 for the sale in December 2015 of 5 Medical Drive, Port Jefferson. |
Note 8 - Real Estate Assets Hel
Note 8 - Real Estate Assets Held for Sale and Discontinued Operations | 12 Months Ended |
Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | 8 . Real Estate Assets Held for Sale and Discontinued Operations FASB ASC Topic 360-10, Property, Plant and Equipment – Overall The Company periodically classifies real estate assets as held for sale, and these assets and their liabilities are stated separately on the accompanying condensed consolidated balance sheet. During the second quarter of 2014, the Company’s Board approved the hiring of real estate brokers to facilitate the sale of the Cortlandt Medical Center and Fairfax Medical Center. The Company expected to complete the sale of these properties within one year. Accordingly, as of April 1, 2014, all of the assets and liabilities that relate to the Cortlandt Medical Center and the Fairfax Medical Center were reported as assets held for sale, and liabilities held for sale, respectively. Additionally, all of the operations related to those assets were reported as discontinued operations, and were reported as such in the consolidated financial statements. The Company has not sold the Cortlandt Manor and Fairfax properties. In early 2015, the Corporation became aware that various aspects of the plaintiff’s claims in a putative class action lawsuit against the Corporation, members of the Corporation’s Board, GSD and Gyrodyne, LLC (See Note 24, “Contingencies”) were interfering with the aforementioned proposed sale of such properties. The defendants believe the lawsuit is without merit and will continue to vigorously defend such action and take steps to seek to eliminate the issues created by the pending action that are impeding the sale. The Company believes that the issues will be resolved in the Company’s favor and that it will be able to liquidate the properties proposed to be sold with no impact to fair value, assuming the market itself does not materially change during the period the Company needs to resolve such issues. As a result of this interference in the sale process, however, the Corporation believed that as of December 31, 2014, it no longer met the requirements for such assets and liabilities to qualify as assets and liabilities as held for sale and discontinued operations and therefore had reclassified them to operating assets and liabilities and continuing operations and did not report discontinued operations for the year ended December 31, 2014 or for the three months ended March 31, 2015. In June 2015, the Company entered into a stipulation with the class action plaintiff, subsequently approved by the Supreme Court of New York State, County of Suffolk, in July 2015, that removed the factors interfering with the aforementioned proposed sale of such properties. Accordingly, beginning June 30, 2015, all of the assets and liabilities that relate to the Cortlandt Medical Center and the Fairfax Medical Center are being reported as assets held for sale, and liabilities held for sale, respectively. Additionally, all of the operations related to the Cortlandt Medical Center and the Fairfax Medical Center for the three and nine-months ended September 30, 2014 and the period ended August 31, 2015 are being reported as discontinued operations, and were reported as such in the unaudited consolidated financial statements. The prior period assets and liabilities and operations related to these entities were recast as assets and liabilities held for sale, and discontinued operations retroactively for all periods presented on the Company’s quarterly report. In the third quarter of 2015, the Company determined to seek to organize a Property Owner Association (“POA”) for the Port Jefferson Professional Park. The Company believes the POA will enable the Company to maximize the sales value of the ten buildings it owns in the Port Jefferson Professional Park through individual sales vs selling them as a single block. The Company substantially completed the POA application process at the end of September and proceeded with an active marketing program of the individual buildings. The status of the POA and the ability of the Company to sell assets while pursuing the POA was not substantially known until late September. Therefore as of August 31, 2015, the Company did not meet the requirements for such assets and liabilities to qualify as assets and liabilities held for sale and discontinued operations and therefore continued to report them as operating assets and liabilities and continuing operations. The Company expects to complete the sale of these properties by December 2016. The following table summarizes the total assets and liabilities held for sale as of December 31, 2014: December 31, 2014 Property 8 of 10 Building in the Port Jefferson Profession Park $ 4,874,676 Fairfax Medical Center 13,496,901 Accounts receivable (605 ) Deferred rent receivable 278,903 Prepaid expenses and other 385,472 Total Assets Held for Sale $ 19,035,347 Accounts payable $ 82,814 Accrued Liabilities - Deferred rent liability 78,459 Tenant security deposit payable 164,475 Total Liabilities Related to Real Estate Assets Held for Sale $ 325,748 Prior to the Merger, the results of operations and the gains or losses from operating properties that are held for sale and or disposed of are reported in accordance with FASB ASC Topic 360-10, Property, Plant and Equipment – Overall The following table summarizes the discontinued operations for the eight-months ended August 31, 2015 and for the twelve-months ended December 31, 2014: Eight -Months Ended August 31, 2015 Twelve-Months Ended December 31 , 2014 Revenues Rental income $ 1,312,380 $ 1,945,673 Rental income - tenant reimbursements 147,648 204,487 Total rental income 1,460,028 2,150,160 Expenses Rental Expenses 714,987 1,010,206 Strategic Alternative expenses 37,143 13,970 Depreciation 300,762 517,629 Total expenses 1,052,892 1,541,805 Net income from discontinuing operations $ 407,136 $ 608,355 |
Note 9 - Earnings per Share
Note 9 - Earnings per Share | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | 9 . per Share Basic earnings per common share are computed by dividing net income by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share give effect to stock options and warrants which are considered to be dilutive common stock equivalents. The Company has no common stock equivalents. Treasury shares have been excluded from the weighted average number of shares. The Company does not have any outstanding common stock equivalents as of August 31, 2015 and December 31, 2014. Eight - Months Ended August 31, Year Ended December 31, BASIC 2015 2014 Net income from continuing operations $ (2,908,838 ) $ (3,713,721 ) Net income from discontinued operations 407,136 608,355 Net loss $ (2,501,702 ) $ (3,105,366 ) Weighted average number of common shares outstanding 1,482,680 1,482,680 Loss per share from continuing operations $ (1.96 ) $ (2.50 ) Income per share from discontinued operations $ 0.27 $ 0.41 Net loss per common share (“EPS”) $ (1.69 ) $ (2.09 ) |
Note 10 - Investment in Marketa
Note 10 - Investment in Marketable Securities | 12 Months Ended |
Dec. 31, 2015 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block] | 10. Investment in Marketable Securities The Company determines the appropriate classification of securities at the time of purchase and reassesses the appropriateness of such classification at each reporting date. All marketable securities held by the Company have been classified as available-for-sale and, as a result, are stated at fair value, based on a pricing model that incorporates coupon type, prepayment speeds and the type of collateral backing the securities. Prior to the adoption of liquidation basis of accounting, unrealized gains and losses on available-for-sale securities were recorded as a separate component of stockholders’ equity and any realized gains and losses on the sale of securities, as determined on a first-in, first-out basis, were included in the consolidated statements of operations. The Company reviews its investments on a regular basis to evaluate whether or not each security has experienced an other-than-temporary decline in fair value. Prior to the adoption of liquidation basis of accounting, if it was believed that an other-than-temporary decline existed, the Company would have written down the investment to market value and record the related write-down in the going concern consolidated statement of operations. Under the liquidation basis of accounting, the statement of net assets records all assets at net realizable value and any changes in such values during a period are reported in the consolidated statement of changes in net assets. The historical cost and estimated fair value of investments in marketable securities available for sale as of December 31, 2015 and 2014 are as follows: Mortgage-backed securities 2015 2014 Amortized Cost $ 5,026,390 $ 5,931,387 Gross Unrealized Gains (Losses) (24,668 ) 18,711 Fair Value* $ 5,001,722 $ 5,950,098 *The Company received $904,997 and $653,593 in principal repayments during the years ended December 31, 2015 and 2014, respectively. The Company’s investment is in conforming agency fixed rate mortgage pass through securities (“mortgage-backed securities)”, each of which contained either AA or AAA ratings, the principal of which is fully guaranteed by agencies of the U.S. Government. At December 31, 2015 and December 31, 2014, marketable securities based on amortized cost, reflect a yield of approximately 2%, have contractual maturities of 30 years and an adjusted duration of approximately four years. The fair value of mortgage-backed securities was estimated based on a Level 2 methodology, additional details of which are discussed further in Note 19 – Fair Value of Financial Instruments. |
Note 11 - Investment in Grove P
Note 11 - Investment in Grove Partnership | 12 Months Ended |
Dec. 31, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments and Joint Ventures Disclosure [Text Block] | 11. Investment in Grove Partnership The Company has maintained an interest in the Grove, which originally represented a 20% limited partnership interest in the Grove. The Grove owned a 3,700+ acre citrus grove located in Palm Beach County, Florida (the “Grove Property”), which is the subject of a plan for mixed-use development. Based on four subsequent capital raises through 2009, each of which the Company chose not to participate in, the Company’s share was diluted to approximately 9.99% as of December 31, 2010, and through 2013 was further diluted to approximately 9.32%. During 2014, certain limited partners voluntarily forfeited their interests back to the partnership which increased Gyrodyne’s interest to 10.12%. On March 18, 2011, the Grove’s lender, Prudential Industrial Properties, LLC ("Prudential"), commenced a foreclosure action against the Grove by filing a complaint in the Circuit Court of Palm Beach County to foreclose upon the Grove property, alleging that the Grove has defaulted on its loan from Prudential and that the Grove is indebted to Prudential in the amount of over $37 million in principal and over $8 million in interest and fees. On September 19, 2013, the Grove was sold, the foreclosure lawsuit was dismissed and Grove’s debt to Prudential was repaid. At December 31, 2014 and 2013, the investment is held in a taxable REIT subsidiary of the Company with $0 value. Furthermore, as of December 31, 2013, the Company had a $1,315,000 deferred tax liability related to the Grove, which represented taxable losses not yet recorded pursuant to the equity method of accounting. Following certain taxable gains received in 2014 but not yet recorded, the Company reversed the deferred tax liability in total in 2014 and recorded a current tax liability of approximately $618,000 and a tax benefit of $697,000, accordingly. The Company did not receive any distribution in connection with the sale. Under the agreement with the purchaser, the Grove may receive certain additional payments if certain development benchmarks are achieved by the purchaser. The Company cannot predict whether these benchmarks will be achieved or as to the timing or amount of any further distributions by the Grove. The purchaser of the Grove Property, Minto Group, formally refers to the development project as Westlake. In late October 2014, Westlake was approved by the Palm Beach County Commission to develop 4,546 homes, 2.1 million square feet of commercial development, a 3,000-student university and a 150-unit hotel. Minto Group announced on February 18, 2016 that groundbreaking for Westlake could take place in as early as 90 days and that residential sales were expected to begin in early 2017. Pursuant to the original sale agreement for the Grove Property and given the status of development and sales, Gyrodyne does not expect distributions, if any, until 2017 at the earliest. The amount of distributions, if any, ultimately received by Gyrodyne will depend on the Grove’s receipts from Westlake and the liabilities and expenses of the Grove that must be settled prior to any distributions to Gyrodyne. The Company is a limited partner in the Grove. The Grove does not have an audit, review or compilation of its financial statements, therefore, the Company is challenged to determine the collectability of any income generated by the Grove. As a result, the Company will not recognize income from the Grove and will not include in the statement of net assets any potential distributions from the Grove until the earlier of when cash distributions are received or upon receiving financial data that substantiates its results of operations. |
Note 12 - Accrued Liabilities
Note 12 - Accrued Liabilities | 12 Months Ended |
Dec. 31, 2015 | |
Other Liabilities and Financial Instruments Subject to Mandatory Redemption [Abstract] | |
Other Liabilities Disclosure [Text Block] | 12 Accrued Liabilities Accrued liabilities at December 31, 2015 and 2014 are as follows: December 31, 2015 2014 Payroll and related taxes $ 24,314 $ 51,057 Professional fees 245,637 117,633 Directors fees under the Retention Bonus Plan 52,910 - Employee payments under the Retention Bonus Plan 28,490 - Other 57,547 51,883 Total $ 408,898 $ 220,573 |
Note 13 - Income Taxes
Note 13 - Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | 13. Income Taxes Gyrodyne LLC is not subject to an entity level income tax but rather is treated as a pass through entity with the taxable income or loss reported annually on a Form K-1 to its shareholders pro rata. The income tax provision relates to the eight months ended August 31, 2015, the period preceding the Merger. During this period, the Corporation had a taxable REIT subsidiary which was subject to corporate level income tax for the non REIT qualified income. The Corporation will file a consolidated U.S. Federal Tax Return that includes all 100% owned subsidiaries, the final returns of which are expected to be filed on or prior to the extended due date of May 15, 2016. State tax returns are filed on a consolidated or separate basis depending on the applicable laws. The Corporation’s tax provision for the eight-months ended August 31, 2015 was $85,000. The tax provision was incurred, prior to the Merger, through its taxable REIT subsidiary, Flowerfield Properties, Inc. which files separate Federal and state tax returns and had an approximate 39% effective tax rate for the period ended September 30, 2015. Gyrodyne Special Distribution LLC files separate US Federal and State Tax Returns. The income tax expense is comprised of the following for the eight-months ended August 31, 2015 and the year ended December 31, 2014, respectively which reflects an approximate 39% effective rate on Flowerfield Properties, Inc. The Company files federal and state income tax returns that include all 100% owned nontaxable REIT subsidiaries. The Company files separate federal and state income tax returns for its TRS. The tax provision (benefit) for income taxes is comprised of the following: Eight-Months Ended August 31, Year Ended December 31, 2015 2014 Current: Federal $ 42,500 $ 641,640 State 42,500 108,360 $ 85,000 $ 750,000 Deferred: Federal $ - $ (1,315,000 ) State - - - (1,315,000 ) Income tax provision (benefit) $ 85,000 $ (565,000 ) The effective income tax rate is approximately 39% and 38% for the eight months ended August 31, 2015 and the year ended December 31, 2014, respectively. The actual provision differed from that computed at the federal statutory corporate rate as follows: August 31, 2015 December 31, 2014 Federal tax provision (benefit) at 34% statutory rate $ 42,500 $ (647,460 ) State income tax expense, net of federal benefit 42,500 82,460 Income tax provision (benefit) $ 85,000 $ (565,000 ) Current income tax liabilities consist of the following: December 31, December 31, 2015 2014 Current Tax Liabilities: Flowerfield Properties, excluding recognized gain on the Grove $ 11,162 $ 132,000 Recognized tax gain on the Grove - 618,000 Total current tax payable $ 11,162 $ 750,000 There are no deferred tax liabilities as of December 31, 2015 or 2014. Prior to the Merger, the Company was taxed as a REIT for federal and state income tax purposes under section 856(c)(1) of the Internal Revenue Code (the “Code”). As long as the Company qualified for taxation as a REIT, it generally was not be subject to federal and state income tax. If the Company failed to qualify as a REIT in any taxable year, it would be subject to federal and state income tax on its taxable income at regular corporate rates. Unless entitled to relief under specific statutory provisions, the Company would also be disqualified for taxation as a REIT for the four taxable years following the year in which it loses its qualification. Even if the Company qualified as a REIT, it may be subject to certain state and local taxes on its income and property and to federal income and excise taxes on its undistributed income. As of December 31, 2014, approximately $618,000 of deferred taxes was payable with the balance recognized as a tax benefit. Such tax benefit was partially offset by tax liabilities of the taxable REIT subsidiary related to its management services agreement with GSD, the net impact of which was an increase in the current tax payable from $618,000 to $750,000, which was paid during 2015. Flowerfield Properties, Inc. is the Company’s taxable REIT subsidiary which files separate federal and state tax returns. For the period ended August 31, 2015 and the year ended December 31, 2014, the taxable REIT subsidiary had taxable income related to the management of GSD of approximately $210,000 and $321,000, respectively resulting in a tax liability and related expense of $85,000 and $132,000, respectively. |
Note 14 - Retirement Plans
Note 14 - Retirement Plans | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Pension and Other Postretirement Benefits Disclosure [Text Block] | 14. Retirement Plans The Company sponsored a noncontributory defined benefit pension plan (the “Plan”) covering substantially all of its employees. The benefits are based on annual average earnings for the highest sixty (60) months (whether or not continuous) immediately preceding the participant's termination date. Annual contributions to the Plan are at least equal to the minimum amount, if any, required by the Employee Retirement Income Security Act of 1974 but no greater than the maximum amount that can be deducted for federal and state income tax purposes. Contributions are intended to provide not only for benefits attributed to service to date but also those expected to be earned in the future. During 2015, the Company contributed $1,465,892 to meet the funding obligations of the pension plan. During 2014, the Company was not required to, and did not, make any contributions to the Plan. On November 25, 2013 the Company decided to terminate the Plan, subject to regulatory approval, and began the process, accordingly. On February 28, 2014, the Company submitted the necessary application and related documents to the IRS and submitted documentation to the Pension Benefit Guarantee Corporation (“PBGC”) in August 2014. The Company received the IRS determination letter during 2015. Upon termination of the Plan, non-vested benefits became fully vested, and the effects of future contribution levels ceased to be an obligation. The Plan has an accumulated net unrecognized loss. The loss from termination was added to the unrecognized pension loss and recognized in the financial statements. The Plan contained two options for employees and beneficiaries to choose from upon termination of the Plan; annuity or lump sum. During 2014, the Company satisfied the elections made by all former employees and retirees resulting in the purchase of an annuity at a cost of $251,620 and lump sum distributions of $2,012,832. The Company recognized an expense associated with the funding of annuities or lump sum benefits versus the PBO obligation associated with the former vested employees of $324,998 which also is the net total pension expense for the year. During 2015, the Company made $1,465,892 of additional contributions to meet the remaining funding obligations of the pension plan to cover employee elections and costs to complete the termination. In late December 2015, following the plans receipt of the funds from Gyrodyne, all former employees who elected lump sum payments or annuities were paid out in full. The Company filed the Post Distribution Certification for Standard Termination with the PBGC in February 2016 which formally completed the termination of the Company Plan. Five active employees were vested and based on their elections, received their final distributions during 2015. The following table provides the components of net periodic pension benefit cost for the Plan for the eight -months ended August 31, 2015 and twelve-months ended December 31, 2014 including the required and expected contributions: Eight-Months Ended August 31, 2015 Twelve-Months Ended December 31, 2014 Pension Benefits Service cost $ - $ - Interest cost 7,419 182,835 Expected return on plan assets (6,858 ) (361,243 ) Amortization of prior service costs 92,786 22,576 Amortization of actuarial loss 442,212 - Change in net gain due to settlement (485,635 ) 480,830 Net periodic pension benefit cost After curtailments and settlements $ 49,924 $ 324,998 Minimum required contribution $ - $ - Expected contribution $ 1,198,620 $ - Weighted-Average Assumptions Discount rate - % 4.68 % Expected return on plan assets - % 8.00 % Rate of compensation increase - % 3.00 % During the eight-months ended August 31, 2015, the Corporation made a $193,500 contribution to the Plan to supplement the liquidity needs to meet lump sum distribution elections. During the twelve-month period ended December 31, 2014, the Corporation did not make any contribution to the Plan. As a result of the termination of the pension plan, the Company contributed $1,465,892 ($193,500 in the first 8 months and the balance of $1,272,392 in December 2015) to satisfy the lump sum payment options. The aforementioned funding obligation included certain Plan investments in previously illiquid assets, that following the Merger, became liquid investments in Gyrodyne LLC and were sold with the resulting net proceeds utilized to arrive at the aforementioned funding obligation. As of December 31, 2014, the value under a Level 3 methodology of such assets was $800,767. During the fourth quarter of 2015, the Company sold the remaining assets in the pension plan. Based on the net proceeds, the Company had a reduction in the market value of the assets in the Plan during the fourth quarter of $104,774. The Plan’s investment objectives were expected to be achieved through a portfolio mix of Company stock, other investments, and cash and cash equivalents which reflect the Plan’s desire for investment return. The Plan had the following asset allocations as of their respective measurement dates: December 31, 2015 2014 Common Stock – Gyrodyne Company of America, Inc. - % 8.6 % Gyrodyne Special Distribution, LLC - % 23.9 % Gyrodyne Company of America – dividend notes - % 24.7 % Fixed Income Funds - % 23.9 % Other Funds - % 18.9 % Total - % 100.0 % As of December 31, 2014 Quoted Prices In An Active Market (Level 1) Values Based On A Level 3 Methodology Total Common Stock – Gyrodyne Company of America, Inc. (shares of 34,325) $ 140,733 $ - $ 140,733 Gyrodyne Special Distribution LLC (34,325 units) - 394,051 394,051 Gyrodyne dividend notes - 406,716 406,716 Taxable Fixed Income Funds 393,619 - 393,619 Corporate/Foreign Bonds 149,853 - 149,853 US Government Agency 142,241 - 142,241 Money Market Funds 17,267 - 17,267 Accrued Income 1,459 - 1,459 Total $ 845,172 $ 800,767 $ 1,645,939 There were no assets utilizing the Level 2 methodology. Prior to the Merger, the fair value of Gyrodyne dividend notes and the investment interest in Gyrodyne Special Distribution LLC are estimated based on a Level 3 methodology, additional details of which are discussed further in Note 19 - Fair Value of Financial Instruments. The dividend notes were valued using a Level 3 methodology as the value is based on the risk of forfeiture and the terms including applicable interest rate, payment terms and maturity date. The Company has the ability to repurchase the notes on a voluntary basis from one or more holders. The notes were declared in late December 2013 and supplemented with three additional notes in 2014. As such, there have been changes in value, changes in valuation techniques and inputs, transfers in but not out of Level 3 and other changes to the notes since the date they were declared. The investment in GSD is valued based on the proportionate interest in its net underlying real estate values. Such values were based on either a comparable sales methodology as well as valuations of the underlying real estate valuations based on comparable sales methodology and discounted cash flow analysis, both of which are considered a Level 3 methodology. The Company has the ability to indirectly repurchase the ownership interests. The ownership interests in GSD were distributed in late December 2013, close to year end December 31, 2013. There have been changes in value, changes in valuation techniques and inputs, no transfers in and out of Level 3 and no other changes to the investment since the distribution date. The investment in GSD is valued based on the proportionate interest in its net underlying real estate values. Such values were based on either a comparable sales methodology as well as valuations of the underlying real estate valuations based on comparable sales methodology and discounted cash flow analysis, both of which are considered a Level 3 methodology. The Company has the ability to indirectly repurchase the ownership interests. The ownership interests in GSD were distributed in late December 2013, close to year end December 31, 2013. There have been changes in value, changes in valuation techniques and inputs, no transfers in and out of Level 3 and no other changes to the investment since the distribution date. Following the Merger, both the dividend notes and the investment interest in Gyrodyne Special Distribution LLC were converted to common shares of Gyrodyne, LLC and valued using Level 1 methodology. Those shares were sold and the proceeds from the sales were used as part of the final funding obligation of the Plan. The following table sets forth the Plan's funded status as of December 31, 2014: 2014 Change in Benefit Obligation: Projected benefit obligation at beginning of year $ 3,959,927 Interest cost 182,835 Actuarial loss 409,450 Benefits paid 89,275 Effect of settlement/curtailment (2,264,452 ) Projected benefit obligation at end of year $ 2,198,485 Change in Plan Assets: Fair value of Plan assets at beginning of year $ 4,568,734 Actual return on Plan assets (5,69,068 ) Employer contributions - Benefits paid (89,275 ) Effect of settlement (2,264,452 ) Fair value of Plan assets at end of year $ 1,645,939 Funded status at end of year – (underfunded) overfunded $ (552,546 ) Amounts recognized in statement of financial position: Current liability $ - Non-current asset 99,847 Total $ 99,847 Amounts recognized in accumulated Other Comprehensive Income (“OCI”): Total net (gain) $ 921,590 Total accumulated OCI (not adjusted for applicable tax) $ 652,393 Weighted-average assumptions used to determine benefit obligations: Discount rate N/A Rate of compensation increase N/A |
Note 15 - Incentive Compensatio
Note 15 - Incentive Compensation Plan | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | 15. Incentive Compensation Plan The Corporation had an Incentive Compensation Plan (the “ICP”), the remaining benefits of which are vested and not contingent on any future performance. The limited remaining unpaid benefit under the ICP was triggered upon the December 30, 2013 non cash dividend distribution of $20.70/share which was comprised of the distribution of Gyrodyne Special Distribution LLC. The Board deferred (through a board resolution) the cash payment due under the incentive compensation plan, related to that dividend, until such time as the Company makes cash distributions so as to ensure ICP participants are not paid prior to the shareholders. As a result of the resolution and pursuant to the ICP limitation defined and measured by the ICP, the cumulative total future payments that may be made is $233,200. Based on 1,482,680 shares outstanding, for every penny per share dividend declared and paid, an ICP payment of $14,827 will be paid until such future cumulative ICP payments reaches $233,200. The allocation to ICP participants are below: INCENTIVE PLAN PARTICPANTS COMPENSATION DIRECTOR FEES Total Board of Directors 1 $ - $ 131,758 $ 131,758 Chief Operating Officer 31,482 - 31,482 Former Chief Executive Officer 43,142 - 43,142 Chief Executive Officer - - - Chief Financial Officer - - - Other Employees 2 26,818 - 26,818 Total $ 101,442 $ 131,758 $ 233,200 1 2 |
Note 16 - Credit Quality of Ren
Note 16 - Credit Quality of Rents Receivable | 12 Months Ended |
Dec. 31, 2015 | |
Receivables [Abstract] | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | 16. Credit Quality of Rents Receivable The Company’s standard lease terms include rent due on the first of the month. The Company credit terms extend a standard ten-day grace period across its tenant portfolio and in no event are credit terms extended beyond one year. The Company manages its billing and collection process internally to enable timely identification of collection issues. The controls and related processes enable the Company to timely identify and establish payment plans to minimize material losses from defaults. During the eight-months ended August 31, 2015 and the year ended December 31, 2014, the Company’s bad debt (income due to recoveries) /expense were $(23,000) and $51,000, respectively. The Company determines the adequacy of its allowance for bad debt through a combination of specific identification for those leases where collectability is at risk, to a general reserve for accounts receivable that are greater than 60 days past due. The Company collected on certain outstanding receivables that it previously provided for under an allowance for bad debt. The collection of such amounts resulted in income of $23,000. As of December 31, 2015 and 2014, respectively, the Company’s allowance for doubtful accounts reflected the following activity: Allowance for Doubtful Accounts December 31, 2015 December 31, 2014 Beginning balance $ 89,000 $ 74,000 Bad debt (income) expense (23,000 ) 51,000 Accounts receivable (written off) (17,000 ) (36,000 ) Ending Balance $ 49,000 $ 89,000 |
Note 17 - Concentration of Cred
Note 17 - Concentration of Credit Risk | 12 Months Ended |
Dec. 31, 2015 | |
Credit Concentration Risk [Member] | |
Note 17 - Concentration of Credit Risk [Line Items] | |
Concentration Risk Disclosure [Text Block] | 17. Concentration of Credit Risk Financial instruments, which potentially subject the Company to concentrations of credit risk, consist principally of cash and cash equivalents and securities issued with the guarantee of U.S. Government Agencies. The Company places its temporary cash investments with high credit quality financial institutions and generally limits the amount of credit exposure in any one financial institution. The Company maintains bank account balances, which exceed insured limits. The Company has not experienced any losses in such accounts and believes that it is not exposed to any significant credit risk on cash. Management does not believe significant credit risk existed at December 31, 2015 and 2014. As the Company executes on the sale of its assets, its regional concentration in tenants will shrink thereby resulting in the increased credit risk from exposure of the local economies. |
Note 18 - Commitments
Note 18 - Commitments | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure Text Block Supplement [Abstract] | |
Commitments Disclosure [Text Block] | 18. Commitments Lease revenue commitments - Years Ending December 31, Amount 2016 $ 3,799,000 2017 2,821,000 2018 2,520,000 2019 1,936,000 2020 1,506,000 Thereafter 3,463,000 $ 16,045,000 Other commitments and contingencies - Incentive Compensation Plan $ 233,200 Management Employment agreements with bonus and severance commitment contingencies 600,000 Other employee severance commitment contingencies 77,100 Total $ 910,300 Employment agreements - The Company also has an employment agreement with its Chief Operating Officer executed on May 8, 2014 which provides for severance equivalent to 6 months of base salary. Under Company policy the aggregate severance commitment contingency to other employees is approximately $77,100. As of December 31, 2015, the commitment related to severance is approximately $677,100. Retention Bonus Plan – The Retention Bonus Plan consists of a bonus pool funded with an amount equal to 5% of the specified appraised value of each of the Contributed Properties (set forth in the Plan), so long as the gross selling price of a property is equal to or greater than 100% of its appraised value (based on appraisals utilized to support the value of the real estate included in the non-cash dividend distributed on December 30, 2013). Additional funding of the bonus pool will occur on a property-by-property basis when the gross sales price of a property is in excess of its appraised value as follows: 10% on the first 10% of appreciation, 15% on the next 10% of appreciation and 20% on appreciation greater than 20%. Furthermore, if a specified property is sold on or before a designated date specified in the Retention Bonus Plan, an additional amount equal to 2% of the gross selling price of such property also is funded into the bonus pool. The bonus pool is distributable in the following proportions to the named participants in the bonus plan for so long as they are directors or employees of the Company, GSD or Gyrodyne, LLC: 15% for the Chairman, 50% for the directors other than the Chairman (10% for each of the other five directors) and 35% (the “Employee Pool”) for the Company’s executives and employees. Such share of the bonus pool is earned only upon the completion of the sale of a property at a gross selling price equal to or greater than its appraised value and is paid to the named beneficiaries of the Retention Bonus Plan or their designees within 60 days of the completion of such sale or, if later, within 60 days of receipt of any subsequent post-completion installment payment related to such sale. All allocations to individual beneficiaries of the Employee Pool shall be determined by the Board of the Company or its successor in consultation with its President. Although no retention bonus payments were made in 2015, the Company has accrued the amount attributable under the plan with respect to the sale of 5 Medical Drive, Port Jefferson. The Company has concluded to sell the buildings in the Port Jefferson Professional Park as individual units versus a single transaction. Bonuses have been earned on the sale of those buildings, however, the Board has concluded that the bonuses should not be paid until all ten buildings are sold and the measurement of such bonuses should be based on the combined appraisal of all ten buildings versus measuring them based on the individual building appraisals. The Compensation Committee concluded that this is in the best interest of the shareholders as it avoids a potential scenario where the Company might pay bonuses for values in excess of the appraisal on some individual buildings and proceeds from the subsequent sale of other buildings are below the appraised values on those buildings. |
Note 19 - Fair Value of Financi
Note 19 - Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | 19. Fair Value of Financial Instruments A ssets and Liabilities Measured at Fair-Value The Company follows authoritative guidance on the fair value option for financial assets, which permits companies to choose to measure certain financial instruments and other items at fair-value in order to mitigate volatility in reported earnings caused by measuring related assets and liabilities differently. However, we have not elected to measure any additional financial instruments and other items at fair-value (other than those previously required under other GAAP rules or standards) under the provisions of this standard. The guidance emphasizes that fair-value is a market-based measurement, not an entity-specific measurement. Therefore, a fair-value measurement should be determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair-value measurements, the guidance establishes a fair-value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). In instances where the determination of the fair-value measurement is based on inputs from different levels of the fair-value hierarchy, the level in the fair-value hierarchy within which the entire fair-value measurement falls is based on the lowest level input that is significant to the fair-value measurement in its entirety. Our assessment of the significance of a particular input to the fair-value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. The following table represents the carrying value and fair value of the Company’s financial assets and liabilities as of December 31, 2015 and 2014. December 31, 2015 December 31, 2014 Description Carrying Value Fair Value (Level 2) Carrying Value Fair Value (Level 2) Investment in Marketable Securities $ 5,001,722* $ 5,001,722* $ 5,950,098 $ 5,950,098 *During 2015, the Company received $904,997 in principal repayments. The Company’s investments in marketable securities are limited to mortgage backed securities which have either AA or AAA ratings fully guaranteed by US government agencies (the Federal National Mortgage Association and the Federal Home Loan Mortgage Corporation). During 2014, the Company made additional investments in such securities. The fair values of mortgage backed securities originated by US government agencies are based on a pricing model that incorporates coupon type, prepayment speeds and the type of collateral backing the securities. A discount rate is applied to the cash flows in the model to arrive at the fair value. Market quotes, current yields, and their spreads to benchmark indices are obtained for each type of security. With this data, a yield curve is derived for each category of mortgage backed securities. Each security is priced by discounting the cash flow stream by the appropriate yield found on the yield curve. As the significant inputs used to derive the value of the mortgage-backed securities are observable market inputs, the fair value of these securities are included in the Level 2 fair value hierarchy. Fair Value Measurements: The below table presents the Company's impaired real estate assets measured at fair value on a recurring and non-recurring basis as of December 31, 2014. The Company adopted the liquidation basis of accounting effective September 1, 2015; accordingly the Company no longer reports impaired real estate but reports all real estate at their fair value. Balance Fair Value Measurements Using Description December 31, 2014 (Level 1) (Level 2) (Level 3) Impaired real estate assets $ 6,146,952 $ — $ — $ 6,146,952 The Company estimates the fair value of its real estate assets by using income and market valuation techniques. The Company may estimate fair values using market information such as broker opinions of value, appraisals, and recent sales data for similar assets or discounted cash flow models, which primarily rely on Level 3 inputs. The cash flow models include estimated cash inflows and outflows over a specified holding period. These cash flows may include contractual rental revenues, projected future rental revenues and expenses and forecasted tenant improvements and lease commissions based upon market conditions determined through discussion with local real estate professionals, experience the Company has with its other owned properties in such markets and expectations for growth. Capitalization rates and discount rates utilized in these models are estimated by management based upon rates that management believes to be within a reasonable range of current market rates for the respective properties based upon an analysis of factors such as property and tenant quality, geographical location and local supply and demand observations. To the extent the Company under estimates forecasted cash outflows (tenant improvements, lease commissions and operating costs) or over estimates forecasted cash inflows (rental revenue rates), the estimated fair value of its real estate assets could be overstated. The Grove investment is a distressed asset operating in a distressed environment where an orderly transaction is not available. The facts and circumstances of the Grove make it unreasonable to present a fair value utilizing a Level 3 methodology, the lowest methodology which allows for broad assumptions, therefore, in accordance with the exception rules for thinly traded/lack of marketability of distressed assets, the Company is not presenting a fair value or assuming the fair value is zero. The Company is accounting for the investment under the equity method. As of December 31, 2015 and 2014, the carrying value of the Company’s investment was $0. |
Note 20 - Impairment of Real Es
Note 20 - Impairment of Real Estate Investments | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure Text Block Supplement [Abstract] | |
Asset Impairment Charges [Text Block] | 20. Impairment of Real Estate Investments Prior to the Merger, the Company assessed on a regular basis whether there are any indicators that the carrying value of real estate assets may be impaired. Potential indicators may include an increase in vacancy at a property, tenant reduction in utilization of a property, tenant financial instability and the potential sale of the property in the near future. An asset is determined to be impaired if the asset's carrying value is in excess of its estimated fair value. The Company did not recognize any impairment charges during 2015. During the second quarter of 2014, the Company recognized aggregate impairment charges of $200,000 on real estate assets. The Company has explored the possible disposition of some of its medical properties and determined that the expected undiscounted cash flows based upon revised estimated holding periods of one of its real estate properties below the current carrying value. Accordingly, the Company reduced the carrying value of the property to its estimated fair value. Following the adoption of the liquidation basis of accounting, the Company reviews the value of its real estate quarterly and increases or decreases it to reflect the current liquidating fair value. |
Note 21 - Notes Payable
Note 21 - Notes Payable | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | 21. Notes Payable The transfer of the properties by the Company to GSD resulted in the recognition of approximately $28.4 million of capital gain income by the Company in 2013. Giving effect to offsetting deductions, the Company determined that it would have approximately $18 million in REIT income for 2013. In order to satisfy applicable REIT distribution requirements, on December 20, 2013, the Company declared an additional dividend, payable to the Company’s shareholders of record as of December 31, 2013 on January 31, 2014. The Second Special Dividend was paid in the form of interests in a subordinated global dividend note due June 30, 2017 (“Dividend Note”) aggregating $16,150,000 ($10.89 per share) in principal amount. The Dividend Note carried interest at 5.0% per annum, payable semi-annually on June 15 and December 15 of each year, commencing June 15, 2014, and was to be paid in cash or in the form of additional notes. On June 16, 2014, December 15, 2014, and June 15, 2015 the initial, second and third semi-annual interest payments on the Dividend Note were paid in kind in the form of uncertificated interests in subordinated global notes due June 30, 2017 in the principal amount of $302,813 and $403,750, and $403,750, respectively, that otherwise are identical to the Dividend Note other than as to the initial semi-annual interest payment date thereunder. On September 12, 2014, the Board declared a special supplemental dividend in the amount of $682,033 or $0.46 per share of Gyrodyne common stock. The dividend was paid in the form of non-transferrable interests in a subordinated global dividend note on December 31, 2014 to all shareholders of record on September 26, 2014. The dividend was intended to prevent the imposition of federal corporate income tax on the Company’s previously undistributed 2013 REIT taxable income. The following table summarizes the total notes payable as of December 31, 2014: December 31, 2014 Global Dividend Note issued January 2014 $ 16,144,614 Global Note issued June 2014 302,813 Global Note issued December 2014 403,750 Global Dividend Note issued December 2014 682,033 Total Notes Payable $ 17,533,210 In June 2015, the third semi-annual interest payment on the Dividend Note was paid in the form of uncertificated interests in a subordinated global note in a principal amount of $403,750. As a result of the Merger, the notes plus any accrued and unpaid interest were exchanged for approximately 30% of the common shares in Gyrodyne, LLC. |
Note 22 - Equity
Note 22 - Equity | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | 22. Equity During 2015, the following equity transactions were consummated: Rights offering: On May 19, 2015, the Corporation announced the commencement of a rights offering pursuant to a registration statement on Form S-1. The Corporation effected the rights offering through the distribution of non-transferable subscription rights to purchase shares of its common stock at $2.75 per share subject to certain aggregate ownership limitations. In the rights offering, shareholders received three subscription rights for each two shares of common stock held of record on May 6, 2015, with each subscription right giving a shareholder the right to purchase one share of common stock. The rights offering also included an over-subscription privilege, which entitled each rights holder that exercised its basic subscription privilege in full, the right to purchase additional shares of common stock that remained unsubscribed at the expiration of the rights offering, subject to the availability and pro rata allocation of shares among persons exercising this over-subscription right. The rights offering did not contain an overallotment option. On June 17, 2015, the Corporation closed the rights offering and on June 22, 2015, the Corporation announced that it received subscriptions for approximately 7,044,894 shares, greatly exceeding the maximum shares offered of 2,224,020. Shareholders were allocated 100% of their basic subscriptions. Based on the maximum 2,224,020 shares that were issuable in the rights offering, 1,214,644 shares were allocated to shareholders who properly exercised their oversubscription privilege, pro rata in proportion to the aggregate number of shares subscribed for under the over-subscription privilege, or 20.12499% of each over-subscriber’s requested shares. The rights offering resulted in 2,224,020 common shares issued on June 26, 2015 and net proceeds received (after expenses) of $5,606,190 (Gross proceeds of $6,116,055 less direct expenses of the rights offering of $509,865). Merger: Special Meeting and Consummation of Merger On August 20, 2015 the shareholders of the Corporation voted to authorize the Merger with more than 99% of votes cast at the special meeting voting in favor, representing more than 76% of all outstanding shares. The Merger closed on August 31, 2015. The Merger completed the Corporation’s tax plan of liquidation for purposes of the Internal Revenue Code, and resulted in holders of common stock of the Corporation receiving approximately 22.6% (335,086 shares) of the common shares of Gyrodyne, LLC in the aggregate (.0904 common interest of Gyrodyne, LLC per share of the Corporation’s common stock), holders of non-transferable Notes receiving approximately 30.0% (444,804 shares) of the common shares of Gyrodyne, LLC in the aggregate (.024798 common interest of Gyrodyne, LLC per $1.00 principal amount of the Dividend Notes issued in January 2014 and the Dividend Notes issued in December 2014, together, in each case, with any interest thereon paid in kind in the form of additional Notes), and holders of non-transferable interests in GSD receiving approximately 47.4% (702,790 shares) of the common shares of Gyrodyne, LLC in the aggregate (.473999 common interest of Gyrodyne, LLC per GSD interest). The common shares of Gyrodyne, LLC issued in the Merger were issued pursuant to an effective registration statement on Form S-4. Common shares of Gyrodyne, LLC began trading on NASDAQ on September 1, 2015. Dividend: There were no equity transactions during 2014 other than a dividend note of $682,033 or $0.46 per share issued on December 31, 2014 to stockholders of record on September 26, 2014. The dividend note of $682,033 was intended to prevent the imposition of federal corporate income tax on Gyrodyne’s remaining undistributed 2013 REIT taxable income. Accumulated Other Comprehensive Income(Loss): The changes in accumulated other comprehensive income (loss) by component, on a net of tax basis are as follows: Pension Plan Adjustments Unrealized Gains (Losses) on Investments Total Balance – January 1, 2014 $ 183,962 $ (65,173 ) $ 118,789 Other comprehensive income before reclassifications (511,357 ) 83,884 (427,473 ) Amounts reclassified from accumulated other comprehensive income (324,998 ) - (324,998 ) Net current period other comprehensive income (836,355 ) 83,884 (752,471 ) Balance – December 31, 2014 (652,393 ) 18,711 (633,682 ) Other comprehensive income before reclassifications (758,649 ) (10,162 ) (768,811 ) Amounts reclassified from accumulated other comprehensive income - Net current period other comprehensive loss (758,649 ) (10,162 ) (768,811 ) Balance – August 31, 2015 $ (1,411,042 ) $ 8,549 $ (1,402,493 ) |
Note 23 - Significant Tenants
Note 23 - Significant Tenants | 12 Months Ended |
Dec. 31, 2015 | |
Customer Concentration Risk Disclosure [Abstract] | |
Customer Concentration Risk Disclosure [Text Block] | 23. Significant Tenants For the year ended December 31, 2015, rental income from the three largest tenants represented 8%, 6% and 5% of total rental income. For the years ended December 31, 2014, rental income from the three largest tenants represented 8%, 5% and 5% of total rental income. |
Note 24 - Contingencies
Note 24 - Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Loss Contingency [Abstract] | |
Contingencies Disclosure [Text Block] | 24. Contingencies Putative Class Action Lawsuit On July 3, 2014, a purported stockholder of the Company filed a putative class action lawsuit against the Company and members of its Board (the "Individual Defendants"), and against GSD and Gyrodyne, LLC (collectively, the "Defendants"), in the Supreme Court of the State of New York, County of Suffolk (the "Court"), captioned Cashstream Fund v. Paul L. Lamb, et al., Index No. 065134/2014 (the "Action"). The complaint alleges, among other things, that (i) the Individual Defendants breached their fiduciary duties or aided and abetted the breach of those duties in connection with the Merger and (ii) the Company and the Individual Defendants breached their fiduciary duties by failing to disclose material information in the Proxy Statement/Prospectus. On July 20, 2015, the plaintiff filed a supplemental complaint with the Court. The claims, relief sought, and Defendants named in the supplemental complaint remained the same. On August 14, 2015, the parties to the Action entered into a Stipulation of Settlement (the "Settlement") providing for the settlement of the Action, subject to the Court's approval. Under the Settlement, Gyrodyne supplemented its Proxy Statement on August 17, 2015 with certain supplemental disclosures, and has agreed that any sales of its properties would be affected in arm's-length transactions at prices at or above their most recent appraised values. The plaintiff, on behalf of itself and the members of the putative class it represents, has agreed to release and dismiss with prejudice all claims that had or could have been asserted in the Action or in any other forum against the Defendants and their affiliates and agents arising out of or relating to the Merger and the other transactions alleged by plaintiff in its complaint, as supplemented. The Settlement further provides that plaintiff may apply to the Court for an award of attorneys' fees and expenses not to exceed $650,000 in the aggregate. The Company's directors and officers liability insurance policy ("D&O") provides reimbursement for the settlement in excess of the deductible. Based on expenses incurred to date, the Company estimates that approximately $350,000 will be reimbursed by its D&O policy. Accordingly, the Company has included the balance of $300,000 in the liability in excess of receipts. A hearing before the Court to address the parties' application for approval of the Settlement has been scheduled for April 8, 2016. In the normal course of business, the Company is a party to various legal proceedings. After reviewing all actions and proceedings pending against or involving the Company, management considers that any loss resulting from such proceedings individually or in the aggregate will not be material to the Company’s financial statements. |
Note 25 - Related Party Transac
Note 25 - Related Party Transactions | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | 25. Related Party Transactions The Chairman of the Board of Gyrodyne LLC is also the Chairman of the Board of Directors of a not-for-profit corporation under New York Law in which he does not earn any compensation or receive any other financial benefit. The Company entered into certain leasing relationships with an entity related to the not-for-profit company under New York Law with which the chairman also does not have any financial relationship. The leasing terms comprise 1,905 square feet and an annual and total lease commitment of $20,955 and $62,865, respectively. The Company provided certain rent abatements and tenant incentives which the Company believes were at arm’s length market rates. Paul Lamb, the Company’s Chairman, also serves as a partner in Lamb & Barnosky, LLP. Lamb & Barnosky LLP provided pro bono legal representation to the not-for-profit corporation under New York Law on the lease. The independent members of the Board of the Company approved the transaction. |
Note 26 - Subsequent Events
Note 26 - Subsequent Events | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | 26. Subsequent Events Acquisition In March 2016, the Company acquired a 4 acre undeveloped land parcel bordering one of its properties for $150,000. Based on market research and feasibility studies, the Company believes the land provides a significant catalyst to maximizing density and therefore increased value to one of its medical office parks. Sale of Real Estate: On February 4, 2016 the Company has entered into a Purchase and Sale Agreement to sell the Fairfax Medical Center in Fairfax, Virginia for a purchase price of $14,315,000 to JAG Associates, L.L.C., a Virginia limited liability company (“JAG”). The material terms of the agreement, as amended, provide for: (i) an initial earnest money deposit in the amount of $250,000 payable by JAG to the escrow agent within five business days following the Effective Date that will be applied to the purchase price at closing; (ii) an evaluation period that will expire on April 11, 2016, during which time JAG shall have the right to terminate the agreement by written notice to VHC, for any reason or no reason, prior to the expiration of the evaluation period, in which case JAG will have the right to receive a refund of its initial $250,000 earnest money deposit; (iii) if the agreement is not terminated on or prior to April 11, 2016, JAG will be obligated to deliver an additional earnest money deposit to the escrow agent in the amount of $250,000, which together with the initial earnest money deposit will be applied toward the purchase price at closing; (iv) unless JAG terminates the agreement on or prior to April 11, 2016, the closing shall occur on or before May 4, 2016. The agreement also contains a master lease (2 year term for approximately 4,700 square feet) to Gyrodyne for approximately $210,000 due quarterly if certain vacancies are not re-tenanted. The Company is actively marketing the space, the success of which will directly reduce the master lease obligation. The agreement also contains additional customary covenants, conditions, representations and warranties. On January 13, 2016, the Company sold the property located at 6 Medical Drive, Port Jefferson Station, New York, for $850,000 to Six Med Realty, LLC, a New York limited liability company. The Company also entered into a Purchase and Sale Agreement dated as of February 10, 2016 to sell the real property known as 4 Medical Drive, Port Jefferson Station, New York for $900,000 to 4 Medical Drive Associates LLC, subject to an evaluation period that will expire on April 10, 2016, during which time the purchaser shall have the right to terminate the agreement by written notice to GSD Port Jefferson, for any reason or no reason, in which case the purchaser will have the right to receive a refund of its $90,000 deposit. Unless so terminated, the agreement provides for a closing on or before May 25, 2016. In addition, the Company entered into a Purchase and Sale Agreement dated as of March 4, 2016 to sell the real property known as 8 Medical Drive, Port Jefferson Station, New York for $820,000 to PMC Equities 8 LLC, subject to an evaluation period that will expire on May 4, 2016, during which time the purchaser shall have the right to terminate the agreement by written notice to GSD Port Jefferson, for any reason or no reason, in which case the purchaser will have the right to receive a refund of its $82,000 deposit. Unless so terminated, the agreement provides for a closing on or before May 25, 2016. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies, by Policy (Policies) [Line Items] | |
Liquidation Basis of Accounting [Policy Text Block] | Liquidation Basis of Accounting – Under the liquidation basis of accounting the consolidated balance sheet, consolidated statement of operations, statement of comprehensive loss, statement of equity and the consolidated statement of cash flows are no longer presented (except for periods prior to the adoption of the liquidation basis of accounting). The consolidated statement of net assets in liquidation and the consolidated statement of changes in net assets in liquidation are the principal financial statements presented under the liquidation basis of accounting. Under the liquidation basis of accounting, all of the Company’s assets have been stated at their estimated net realizable value that are based on current contracts, estimates and other indications of sales value. All liabilities of the Company, including those estimated costs associated with implementing the Plan of Liquidation, have been stated at their estimated settlement amounts. These amounts are presented in the accompanying statement of net assets in liquidation. These estimates will be periodically reviewed and adjusted as appropriate. There can be no assurance that these estimated values will be realized. Such amounts should not be taken as an indication of the timing or amount of future distributions or our actual dissolution. The valuation of assets at their net realizable value and liabilities at their anticipated settlement amount represent estimates, based on present facts and circumstances, of the net realizable value of the assets and the costs associated with carrying out the Plan of Liquidation. The actual values and costs associated with carrying out the Plan of Liquidation are expected to differ from amounts reflected in the accompanying financial statements because of the Plan’s inherent uncertainty. These differences may be material. In particular, the estimates of our costs will vary with the length of time necessary to complete the Plan of Liquidation, which is currently anticipated to be completed during 2018. Accordingly, it is not possible to predict with certainty the timing or aggregate amount which may ultimately be distributed to holders of our common shares and no assurance can be given that the distributions will equal or exceed the estimate presented in the accompanying statement of net assets in liquidation. The Company, through outside consultants, is conducting market research and associated concept analysis to determine the value associated with the highest and best use for the Flowerfield Property as well as the property associated with the Cortlandt Medical Center. The pursuit of the highest and best use of Flowerfield and Cortlandt Manor may involve the acquisition of adjacent properties, pursuit of joint venture relationships and other investments and or other strategies to maximize the returns for our shareholders from these properties. The actual costs of such research and the resulting values may differ materially from the assumptions and estimates utilized and accordingly, could have a significant impact on the value of net assets in liquidation. The Company’s assumptions and estimates are based on completing the liquidation during 2018. However, the Company may pursue avenues to achieve the highest and best use of certain of its properties that may result in the liquidation being extended beyond December 31, 2018. As previously stated, on an ongoing basis, Gyrodyne evaluates the estimates and assumptions that can have a significant impact on the reported net assets in liquidation and will update these accordingly for any costs and value associated with a change in the duration of the liquidation. This report should be read in conjunction with the definitive proxy statement/prospectus filed with the SEC on July 1, 2014, the supplement dated July 1, 2015, and supplement no. 2 dated August 17, 2015, each to the proxy statement/prospectus dated July 1, 2014 and the S-1/A filed with the SEC on May 15, 2015. |
Earnings Per Share, Policy [Policy Text Block] | Net Income (Loss) Per Share – Prior to the adoption of the liquidation basis of accounting, the Company reported basic and diluted net income (loss) per share data by dividing net income (loss) by the weighted average number of shares of common stock outstanding. |
Consolidation, Policy [Policy Text Block] | Principles of consolidation - The Company consolidates its wholly-owned subsidiaries, partnerships and joint ventures which it controls (i) through voting rights or similar rights or (ii) by means other than voting rights if the Company is the primary beneficiary of a variable interest entity (“VIE”). If an investment is determined to be a VIE, the Company performs an analysis to determine if the Company is the primary beneficiary of the VIE. GAAP requires a VIE to be consolidated by its primary beneficiary. The primary beneficiary is the party that has a controlling financial interest in an entity. In order for a party to have a controlling financial interest in an entity, it must have (1) the power to direct the activities of a VIE that most significantly impact the entity's economic performance and (2) the obligation to absorb losses or the right to receive benefits of an entity that could potentially be significant to the VIE. The Corporation's consolidated VIE, Gyrodyne Special Distribution, LLC (“GSD”), was determined to be a VIE of the Corporation primarily because the Corporation had the power to direct the activities of the GSD that most significantly impacted GSD's economic performance and had the obligation to absorb losses or the right to receive benefits of GSD. GSD owned all of the real estate that was previously owned by the Corporation prior to the distribution by the Corporation to its shareholders of ownership interests in GSD. GSD had mortgage obligations payable and a revolving line of credit with an outstanding balance payable to a wholly-owned subsidiary of the Corporation of $12,889,463 and $4,280,943, respectively, as of December 31, 2014. At December 31, 2014, the net book value of the assets and liabilities of GSD was $15,805,548. GSD was essentially being managed and operated by the Corporation, which was the primary obligor for liabilities incurred on behalf of GSD. As a result, the Corporation could have been held liable for current and future obligations of GSD, and in turn it would have been the Corporation’s obligation to seek reimbursement from GSD. Pursuant to the terms of the Merger, GSD and the Corporation merged with and into the Company and accordingly, immediately following the Merger the Company no longer has a VIE. Investments in affiliates in which the Company has the ability to exercise significant influence, but not control, are accounted for under the equity method. The Company did not have any such investments at December 31, 2014. Investment interests in excess of 5% in limited partnerships are accounted for under the equity method. All consolidated subsidiaries are wholly-owned. All inter-company balances and transactions have been eliminated. There is one investment, The Grove, accounted for under the equity method in 2014. Accumulated distributions and losses reduced the book basis of the investment to $0 and accordingly the Company ceased recording losses for book purposes but had a deferred tax liability reflecting the losses recorded for tax purposes in excess of book and had approximately $1,315,000 of deferred tax liabilities. During 2014, approximately $618,000 of deferred taxes were payable with the balance recognized as a tax benefit. Such tax benefit was partially offset by tax liabilities of the taxable REIT subsidiary related to its management services agreement with GSD resulting in a tax benefit of $565,000 as of December 31, 2014. For the period ended August 31, 2015 and the year ended December 31, 2014, the taxable REIT subsidiary had taxable income related to the management of GSD of approximately $210,000 and $321,000, respectively resulting in a tax liability and related expense of $85,000 and $132,000, respectively. |
Real Estate, Policy [Policy Text Block] | Rental real estate - |
Real Estate Held for Development and Sale, Policy [Policy Text Block] | Real estate held for development - Net realizable value represents estimates, based on management's present plans and intentions, of sale price less development and disposition cost, assuming that disposition occurs in the normal course of business. |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Long-lived assets - The Company is required to make subjective assessments as to whether there are impairments in the carrying value of its real estate properties and other investments. Estimates are subjective and actual results could differ materially from such estimates. These assessments have a direct impact on the Company's net income, since an impairment charge results in an immediate negative adjustment to net income. |
Depreciation, Depletion, and Amortization [Policy Text Block] | Depreciation and amortization - Buildings and improvements (years) 5 to 39 Machinery and equipment (years) 3 to 20 Tenant improvements that are unlikely to have a life beyond the tenant life are amortized over the lesser of the useful life of the asset or the tenant lease term including bargain renewals. |
Revenue Recognition, Policy [Policy Text Block] | Revenue recognition – |
Loans and Leases Receivable, Allowance for Loan Losses Policy [Policy Text Block] | Allowance for doubtful accounts – |
Equity Method Investments, Policy [Policy Text Block] | Investments - |
Marketable Securities, Policy [Policy Text Block] | Investment in Marketable Securities The Company reviews its investments on a regular basis to evaluate whether or not each security has experienced an other-than-temporary decline in fair value. If it is believed that an other-than-temporary decline exists, the Company will write down the investment to fair market value and record the related write-down in the consolidated statements of operations. |
Finance, Loans and Leases Receivable, Policy [Policy Text Block] | Loans Receivable . judgments are required in determining whether impairment has occurred. The Company performs an impairment analysis by comparing either the present value of expected future cash flows discounted at the loan's effective interest rate, the loan's observable current market price or the fair value of the underlying collateral to the net carrying value of the loan, which may result in an allowance and corresponding loan loss charge. Interest income is recorded on a cash basis for impaired loans |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash equivalents - |
Income Tax, Policy [Policy Text Block] | Income taxes - Prior to the Merger, the Corporation’s investment in the Grove was held in a TRS of the Corporation and was subject to federal and state income taxes. Taxable REIT subsidiaries perform non-customary services for tenants, hold assets that the Corporation cannot hold directly and generally may engage in any real estate or non-real estate related business. Accordingly, through the investment in the Grove, the Corporation was subject to corporate federal and state income taxes on the Corporation’s share of the Grove’s taxable income for the eight months ended August 31, 2015 and for the year ended December 31, 2014. In addition the TRS provided management services to GSD which was also subject to corporate federal and state income taxes. Deferred tax assets and liabilities were determined based on differences between financial reporting and tax bases of assets and liabilities, and were measured using the enacted tax rates and laws that were in effect when the differences were expected to reverse. The Company follows the guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification, Accounting for Uncertainty in Income Taxes |
Deferred Charges, Policy [Policy Text Block] | Deferred expenses - |
Use of Estimates, Policy [Policy Text Block] | Use of estimates - |
Inventory, Real Estate, Policy [Policy Text Block] | Purchase Accounting and Acquisition of Real Estat e |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurements – Fair Value Measurements and Disclosures |
Comprehensive Income, Policy [Policy Text Block] | Comprehensive income - Accounting Standards Codification, Reporting Comprehensive Income |
Revenue Recognition, Real Estate Transactions, Policy [Policy Text Block] | Gains on sales of real estate - |
Discontinued Operations, Policy [Policy Text Block] | Assets Held For Sale and Discontinued Operations - A discontinued operation is a disposal of a component or group of components that is disposed of or is classified as held for sale that represents a strategic shift that has or will have a major effect on an entity’s operations and financial results or an acquired business or nonprofit activity that is classified as held for sale on the date of acquisition. A strategic shift could include a disposal of (i) a major geographical area of operations, (ii) a major line of business, (iii) a major equity method investment, or (iv) other major parts of an entity. Following the Merger, there is no differentiation as all assets are reported in the consolidated statement of net assets at net realizable value and any changes in such values during a period are reported in the consolidated statement of changes in net assets. |
New Accounting Pronouncements, Policy [Policy Text Block] | New accounting pronouncements In April 2014, the FASB issued ASU 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360), Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” ASU 2014-08 on Discontinued Operations changes the criteria for determining which disposals can be presented as discontinued operations and modified related disclosure requirements. Under the new guidance, a discontinued operation is defined as: (i) a disposal of a component or group of components that is disposed of or is classified as held for sale that represents a strategic shift that has or will have a major effect on an entity’s operations and financial results or (ii) an acquired business or nonprofit activity that is classified as held for sale on the date of acquisition. The standard states that a strategic shift could include a disposal of (i) a major geographical area of operations, (ii) a major line of business, (iii) a major equity method investment, or (iv) other major parts of an entity. Under the current US GAAP, an entity is prohibited from reporting a discontinued operation if it has certain continuing cash flows or involvement component after the disposal. The new guidance eliminates these criteria. The pronouncement is effective for fiscal years and interim periods ending after December 15, 2014. The adoption of this pronouncement did not have a material effect on the Company’s consolidated financial statements. Early adoption is permitted for disposals or assets held for sale that have not been reported in the financial statements previously issued or available for issuance. The Company has elected to early adopt this standard as of January 1, 2014. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606).” Revenue from Contracts with Customers, Revenue Recognition, Revenue Recognition—Construction-Type and Production-Type Contracts, Other Assets and Deferred Costs—Contracts with Customers. The adoption of this pronouncement is not expected to have a material effect on the Company’s consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15, “ Presentation of Financial Statements Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern In February 2015, the FASB issued ASU No. 2015-02, “Consolidation (Topic 810) - Amendments to the Consolidation Analysis.” In April 2015, the FASB issued ASU No. 2015-03, “Interest-Imputation of Interest Simplifying the Presentation of Debt Issuance Costs In May 2015, the FASB issued ASU No. 2015-07, “ Fair Value Measurement Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent) asset value per share practical expedient. The amendments also remove the requirement to make certain disclosures for all investments that are eligible to be measured at fair value using the net asset value per share practical expedient. Rather, those disclosures are limited to investments for which the entity has elected to measure the fair value using that practical expedient. The amendments in this update are effective for public business entities for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The adoption of this pronouncement is not expected to have a material effect on the Company’s consolidated financial statements. In May 2015, the FASB issued ASU No. 2015-08, “ Business Combinations In June 2015, the FASB issued ASU No. 2015-10, “Technical Corrections and Improvements In July 2015, the FASB issued ASU No. 2015-12, “Plan Accounting: Defined Benefit Pension Plans efined Contribution Pension Plans Health and Welfare Benefit Plans In August 2015, the FASB issued ASU 2015-14, “Revenue from Contracts with Customers (Topic 606).” . In August 2015, the FASB issued ASU No. 2015-15, “Interest-Imputation of Interest Presentation and Subsequent Measurement of Debt Issuance Costs Associated with the Line-of-Credit Arrangements . In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” . |
Impaired Real Estate Assets [Member] | |
Accounting Policies, by Policy (Policies) [Line Items] | |
Management Estimates [Policy Text Block] | Management Estimates – In preparing the consolidated financial statements in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) and the liquidation basis of accounting, management is required to make estimates and assumptions that affect the reported amounts of assets, including net assets in liquidation, and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of income and expense for the reporting period. Actual results could differ from those estimates. D. The below disclosures are the significant accounting policies which remained applicable to the Company for the period prior to the Merger. |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Impairment of real estate investments - |
Note 3 - Summary of Significa36
Note 3 - Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Buildings and improvements (years) 5 to 39 Machinery and equipment (years) 3 to 20 |
Note 4 - Statement of Net Ass37
Note 4 - Statement of Net Assets in Liquidation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Reconciliation of Shareholder's Equity under Liquidation Basis of Accounting [Table Text Block] | Shareholder’s equity as of September 1, 2015 $ 43,916,720 Increase due to estimated realizable value of investments in real estate 12,879,418 Estimated real estate selling costs (2,727,000 ) Decrease due to write-off of assets and liabilities (832,695 ) Estimated liquidation and operating costs in excess of operating receipts during liquidation (6,916,595 ) Total effects of adopting the liquidation basis of accounting 2,403,128 Estimated value of net assets in liquidation as of September 1, 2015 46,319,848 Total changes in net assets in liquidation (2,864,271 ) Net assets in liquidation as of December 31, 2015 $ 43,455,577 Number of shares outstanding as of December 31, 2015 1,482,680 Estimated distributions per share $ 29.31 |
Note 5 - Liability for Estima38
Note 5 - Liability for Estimated Costs in Excess of Receipts during Liquidation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Liquidation Basis Of Accounting Liability For Estimated Costs In Excess Of Receipts [Abstract] | |
Liquidation Basis of Accounting, Revenues and Expenses to be Earned or Incurred [Table Text Block] | Amount Rents and reimbursements $ 6,545,535 Property operating expenses (3,426,601 ) Capital expenditures excluding land development costs and land purchases (921,603 ) Land development costs and land purchases (574,833 ) Corporate expenditures (1) (5,766,593 ) Estimated real estate selling costs (2,727,000 ) Retention bonus payments to Directors (1,802,125 ) Retention bonus payments to executives and other employees (970,375 ) Liability for estimated costs in excess of estimated receipts during liquidation $ (9,643,595 ) |
Liquidation Basis of Accounting, Change in Liability for Estimated Costs in Excess of Estimated Receipts [Table Text Block] | September 1, 2015 Expenditures/ (Receipts) Remeasurement of Assets and Liabilities December 31, 2015 Assets: Estimated net inflows from investment of real estate $ 6,545,535 $ (1,620,279 ) $ 1,515,069 $ 6,440,325 Liabilities: Property operating costs (3,426,601 ) 860,771 (1,030,874 ) (3,596,704 ) Capital expenditures excluding land development costs and land purchases (921,603 ) 274,194 34,705 (612,704 ) Land development costs and land purchases (574,833 ) 380,979 (2,960,636 ) (3,154,490 ) Corporate expenditures (5,766,593 ) 1,127,501 (3,139,583 ) (7,778,675 ) Selling costs on real estate assets (2,727,000 ) 61,860 (151,860 ) (2,817,000 ) Retention bonus payments to Directors (1,802,125 ) 52,910 485,485 (1,263,730 ) Retention bonus payments to Executives and other employees (970,375 ) 28,490 261,415 (680,470 ) Liability for estimated costs in excess of estimated receipts during liquidation $ (9,643,595 ) $ 1,166,426 $ (4,986,279 ) $ (13,463,448 ) |
Note 7 - Real Estate (Tables)
Note 7 - Real Estate (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Real Estate [Abstract] | |
Schedule of Real Estate Properties [Table Text Block] | Total Real Estate Reported In Discontinued Operations Total Real Estate, Net Land $ 1,054,413 Buildings 15,527,263 Machinery and equipment 344,733 - 16,926,409 Less Accumulated Depreciation - 5,182,848 Total real estate - 11,743,561 Land held for Development: Land - 558,466 Land Development Costs - 1,961,345 - 2,519,811 Real Estate Reported As Assets Held For Sale: 8 of 10 Buildings in Port Jefferson $ 4,874,676 Fairfax Medical Center 13,496,901 Total Real Estate, Net $ 18,371,577 $ 14,263,372 |
Note 8 - Real Estate Assets H40
Note 8 - Real Estate Assets Held for Sale and Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disclosure of Long Lived Assets Held-for-sale [Table Text Block] | December 31, 2014 Property 8 of 10 Building in the Port Jefferson Profession Park $ 4,874,676 Fairfax Medical Center 13,496,901 Accounts receivable (605 ) Deferred rent receivable 278,903 Prepaid expenses and other 385,472 Total Assets Held for Sale $ 19,035,347 Accounts payable $ 82,814 Accrued Liabilities - Deferred rent liability 78,459 Tenant security deposit payable 164,475 Total Liabilities Related to Real Estate Assets Held for Sale $ 325,748 |
Disposal Groups, Including Discontinued Operations [Table Text Block] | Eight -Months Ended August 31, 2015 Twelve-Months Ended December 31 , 2014 Revenues Rental income $ 1,312,380 $ 1,945,673 Rental income - tenant reimbursements 147,648 204,487 Total rental income 1,460,028 2,150,160 Expenses Rental Expenses 714,987 1,010,206 Strategic Alternative expenses 37,143 13,970 Depreciation 300,762 517,629 Total expenses 1,052,892 1,541,805 Net income from discontinuing operations $ 407,136 $ 608,355 |
Note 9 - Earnings per Share (Ta
Note 9 - Earnings per Share (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Eight - Months Ended August 31, Year Ended December 31, BASIC 2015 2014 Net income from continuing operations $ (2,908,838 ) $ (3,713,721 ) Net income from discontinued operations 407,136 608,355 Net loss $ (2,501,702 ) $ (3,105,366 ) Weighted average number of common shares outstanding 1,482,680 1,482,680 Loss per share from continuing operations $ (1.96 ) $ (2.50 ) Income per share from discontinued operations $ 0.27 $ 0.41 Net loss per common share (“EPS”) $ (1.69 ) $ (2.09 ) |
Note 10 - Investment in Marke42
Note 10 - Investment in Marketable Securities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Available-for-sale Securities Reconciliation [Table Text Block] | Mortgage-backed securities 2015 2014 Amortized Cost $ 5,026,390 $ 5,931,387 Gross Unrealized Gains (Losses) (24,668 ) 18,711 Fair Value* $ 5,001,722 $ 5,950,098 |
Note 12 - Accrued Liabilities (
Note 12 - Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Other Liabilities and Financial Instruments Subject to Mandatory Redemption [Abstract] | |
Schedule of Accrued Liabilities [Table Text Block] | December 31, 2015 2014 Payroll and related taxes $ 24,314 $ 51,057 Professional fees 245,637 117,633 Directors fees under the Retention Bonus Plan 52,910 - Employee payments under the Retention Bonus Plan 28,490 - Other 57,547 51,883 Total $ 408,898 $ 220,573 |
Note 13 - Income Taxes (Tables)
Note 13 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | Eight-Months Ended August 31, Year Ended December 31, 2015 2014 Current: Federal $ 42,500 $ 641,640 State 42,500 108,360 $ 85,000 $ 750,000 Deferred: Federal $ - $ (1,315,000 ) State - - - (1,315,000 ) Income tax provision (benefit) $ 85,000 $ (565,000 ) |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | August 31, 2015 December 31, 2014 Federal tax provision (benefit) at 34% statutory rate $ 42,500 $ (647,460 ) State income tax expense, net of federal benefit 42,500 82,460 Income tax provision (benefit) $ 85,000 $ (565,000 ) |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, December 31, 2015 2014 Current Tax Liabilities: Flowerfield Properties, excluding recognized gain on the Grove $ 11,162 $ 132,000 Recognized tax gain on the Grove - 618,000 Total current tax payable $ 11,162 $ 750,000 |
Note 14 - Retirement Plans (Tab
Note 14 - Retirement Plans (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Schedule of Net Benefit Costs [Table Text Block] | Eight-Months Ended August 31, 2015 Twelve-Months Ended December 31, 2014 Pension Benefits Service cost $ - $ - Interest cost 7,419 182,835 Expected return on plan assets (6,858 ) (361,243 ) Amortization of prior service costs 92,786 22,576 Amortization of actuarial loss 442,212 - Change in net gain due to settlement (485,635 ) 480,830 Net periodic pension benefit cost After curtailments and settlements $ 49,924 $ 324,998 Minimum required contribution $ - $ - Expected contribution $ 1,198,620 $ - Weighted-Average Assumptions Discount rate - % 4.68 % Expected return on plan assets - % 8.00 % Rate of compensation increase - % 3.00 % |
Schedule of Allocation of Plan Assets [Table Text Block] | December 31, 2015 2014 Common Stock – Gyrodyne Company of America, Inc. - % 8.6 % Gyrodyne Special Distribution, LLC - % 23.9 % Gyrodyne Company of America – dividend notes - % 24.7 % Fixed Income Funds - % 23.9 % Other Funds - % 18.9 % Total - % 100.0 % |
Fair Value, Assets Measured on Recurring Basis [Table Text Block] | As of December 31, 2014 Quoted Prices In An Active Market (Level 1) Values Based On A Level 3 Methodology Total Common Stock – Gyrodyne Company of America, Inc. (shares of 34,325) $ 140,733 $ - $ 140,733 Gyrodyne Special Distribution LLC (34,325 units) - 394,051 394,051 Gyrodyne dividend notes - 406,716 406,716 Taxable Fixed Income Funds 393,619 - 393,619 Corporate/Foreign Bonds 149,853 - 149,853 US Government Agency 142,241 - 142,241 Money Market Funds 17,267 - 17,267 Accrued Income 1,459 - 1,459 Total $ 845,172 $ 800,767 $ 1,645,939 |
Schedule of Benefit Obligations in Excess of Fair Value of Plan Assets [Table Text Block] | 2014 Change in Benefit Obligation: Projected benefit obligation at beginning of year $ 3,959,927 Interest cost 182,835 Actuarial loss 409,450 Benefits paid 89,275 Effect of settlement/curtailment (2,264,452 ) Projected benefit obligation at end of year $ 2,198,485 Change in Plan Assets: Fair value of Plan assets at beginning of year $ 4,568,734 Actual return on Plan assets (5,69,068 ) Employer contributions - Benefits paid (89,275 ) Effect of settlement (2,264,452 ) Fair value of Plan assets at end of year $ 1,645,939 Funded status at end of year – (underfunded) overfunded $ (552,546 ) Amounts recognized in statement of financial position: Current liability $ - Non-current asset 99,847 Total $ 99,847 Amounts recognized in accumulated Other Comprehensive Income (“OCI”): Total net (gain) $ 921,590 Total accumulated OCI (not adjusted for applicable tax) $ 652,393 Weighted-average assumptions used to determine benefit obligations: Discount rate N/A Rate of compensation increase N/A |
Note 15 - Incentive Compensat46
Note 15 - Incentive Compensation Plan (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Activity [Table Text Block] | INCENTIVE PLAN PARTICPANTS COMPENSATION DIRECTOR FEES Total Board of Directors 1 $ - $ 131,758 $ 131,758 Chief Operating Officer 31,482 - 31,482 Former Chief Executive Officer 43,142 - 43,142 Chief Executive Officer - - - Chief Financial Officer - - - Other Employees 2 26,818 - 26,818 Total $ 101,442 $ 131,758 $ 233,200 |
Note 16 - Credit Quality of R47
Note 16 - Credit Quality of Rents Receivable (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Receivables [Abstract] | |
Summary of Valuation Allowance [Table Text Block] | Allowance for Doubtful Accounts December 31, 2015 December 31, 2014 Beginning balance $ 89,000 $ 74,000 Bad debt (income) expense (23,000 ) 51,000 Accounts receivable (written off) (17,000 ) (36,000 ) Ending Balance $ 49,000 $ 89,000 |
Note 18 - Commitments (Tables)
Note 18 - Commitments (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure Text Block Supplement [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Years Ending December 31, Amount 2016 $ 3,799,000 2017 2,821,000 2018 2,520,000 2019 1,936,000 2020 1,506,000 Thereafter 3,463,000 $ 16,045,000 |
Other Commitments [Table Text Block] | Incentive Compensation Plan $ 233,200 Management Employment agreements with bonus and severance commitment contingencies 600,000 Other employee severance commitment contingencies 77,100 Total $ 910,300 |
Note 19 - Fair Value of Finan49
Note 19 - Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value, by Balance Sheet Grouping [Table Text Block] | December 31, 2015 December 31, 2014 Description Carrying Value Fair Value (Level 2) Carrying Value Fair Value (Level 2) Investment in Marketable Securities $ 5,001,722* $ 5,001,722* $ 5,950,098 $ 5,950,098 |
Fair Value Measurements, Recurring and Nonrecurring [Table Text Block] | Balance Fair Value Measurements Using Description December 31, 2014 (Level 1) (Level 2) (Level 3) Impaired real estate assets $ 6,146,952 $ — $ — $ 6,146,952 |
Note 21 - Notes Payable (Tables
Note 21 - Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | December 31, 2014 Global Dividend Note issued January 2014 $ 16,144,614 Global Note issued June 2014 302,813 Global Note issued December 2014 403,750 Global Dividend Note issued December 2014 682,033 Total Notes Payable $ 17,533,210 |
Note 22 - Equity (Tables)
Note 22 - Equity (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Pension Plan Adjustments Unrealized Gains (Losses) on Investments Total Balance – January 1, 2014 $ 183,962 $ (65,173 ) $ 118,789 Other comprehensive income before reclassifications (511,357 ) 83,884 (427,473 ) Amounts reclassified from accumulated other comprehensive income (324,998 ) - (324,998 ) Net current period other comprehensive income (836,355 ) 83,884 (752,471 ) Balance – December 31, 2014 (652,393 ) 18,711 (633,682 ) Other comprehensive income before reclassifications (758,649 ) (10,162 ) (768,811 ) Amounts reclassified from accumulated other comprehensive income - Net current period other comprehensive loss (758,649 ) (10,162 ) (768,811 ) Balance – August 31, 2015 $ (1,411,042 ) $ 8,549 $ (1,402,493 ) |
Note 1 - The Company (Details)
Note 1 - The Company (Details) | Sep. 01, 2015USD ($)shares | Jan. 31, 2016 | Dec. 31, 2015ft²ashares | Aug. 31, 2015 | Dec. 31, 2015ft²ashares | Sep. 30, 2015 | Jun. 30, 2015 | Apr. 24, 2015 | Dec. 31, 2014shares |
Note 1 - The Company (Details) [Line Items] | |||||||||
Common Stock, Shares, Outstanding (in Shares) | 1,482,680 | 1,482,680 | 1,482,680 | ||||||
Number of Operating Segments | 1 | ||||||||
Minimum Percentage of Taxable Income Distributed to Shareholders, Maintain REIT Status | 90.00% | 90.00% | 90.00% | ||||||
Gyrodyne Special Distribution LLC [Member] | |||||||||
Note 1 - The Company (Details) [Line Items] | |||||||||
Percentage of Real Estate Owned | 100.00% | ||||||||
Number of Real Estate Properties | 4 | ||||||||
The Grove Property [Member] | |||||||||
Note 1 - The Company (Details) [Line Items] | |||||||||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest | 10.12% | ||||||||
Medical Office Park [Member] | |||||||||
Note 1 - The Company (Details) [Line Items] | |||||||||
Number of Real Estate Properties under Contract and Expected to Close | 1 | ||||||||
Number of Units in Real Estate Property | 14 | 14 | 14 | ||||||
Number of Units in Real Estate Property Sold | 1 | ||||||||
Number of Units in Real Estate Property in Contract for Sale | 2 | ||||||||
Medical Office Park [Member] | Controlled By Parent Company [Member] | |||||||||
Note 1 - The Company (Details) [Line Items] | |||||||||
Number of Real Estate Properties | 2 | 2 | |||||||
Number of Units in Real Estate Property | 8 | 8 | 10 | ||||||
Area of Real Estate Property | ft² | 123,000 | 123,000 | |||||||
Medical Office Park [Member] | Subsequent Event [Member] | |||||||||
Note 1 - The Company (Details) [Line Items] | |||||||||
Number of Units in Real Estate Property Sold | 1 | ||||||||
Multi-Tenant Industrial Park [Member] | Controlled By Parent Company [Member] | |||||||||
Note 1 - The Company (Details) [Line Items] | |||||||||
Area of Real Estate Property | ft² | 130,000 | 130,000 | |||||||
Holders of Dividend Notes [Member] | |||||||||
Note 1 - The Company (Details) [Line Items] | |||||||||
Percentage of Shares to be Allocated from Merger | 29.20% | 29.20% | |||||||
Holders of Common Shares of GSD [Member] | |||||||||
Note 1 - The Company (Details) [Line Items] | |||||||||
Percentage of Shares to be Allocated from Merger | 55.60% | 55.60% | |||||||
The Corporation [Member] | |||||||||
Note 1 - The Company (Details) [Line Items] | |||||||||
Common Stock, Shares, Outstanding (in Shares) | 1,482,680 | ||||||||
Percentage of Shares to be Allocated from Merger | 22.60% | 22.60% | |||||||
Stock Issued During Period, Shares, New Issues (in Shares) | 335,086 | ||||||||
Maximum Value of Asset to Effect Dissolution (in Dollars) | $ | $ 1,000,000 | ||||||||
The Corporation [Member] | Holders of Dividend Notes [Member] | |||||||||
Note 1 - The Company (Details) [Line Items] | |||||||||
Percentage of Shares to be Allocated from Merger | 30.00% | 30.00% | |||||||
Stock Issued During Period, Shares, New Issues (in Shares) | 444,804 | ||||||||
Per Dollar of Principal Amount of the Dividend Notes Issued (in Dollars) | $ | $ 1 | ||||||||
GSD [Member] | Holders of Common Shares of GSD [Member] | |||||||||
Note 1 - The Company (Details) [Line Items] | |||||||||
Percentage of Shares to be Allocated from Merger | 47.40% | ||||||||
Stock Issued During Period, Shares, New Issues (in Shares) | 702,790 | ||||||||
St. James, New York [Member] | Controlled By Parent Company [Member] | |||||||||
Note 1 - The Company (Details) [Line Items] | |||||||||
Area of Real Estate Property | a | 68 | 68 |
Note 2 - Strategic Process (Det
Note 2 - Strategic Process (Details) | Sep. 01, 2015USD ($)shares | Jun. 26, 2015USD ($)shares | Jun. 17, 2015shares | Apr. 27, 2015$ / sharesshares | Apr. 24, 2015USD ($) | Aug. 31, 2015USD ($) | Dec. 31, 2015 | Aug. 20, 2015 | May. 19, 2015$ / sharesshares | May. 06, 2015shares | Dec. 31, 2014USD ($) | Dec. 05, 2014 |
Note 2 - Strategic Process (Details) [Line Items] | ||||||||||||
Percentage of Shares Voted in Favor of Merger | 97.00% | |||||||||||
Percentage of Outstanding Shares Voted by Delivery of Proxy Cards | 45.00% | |||||||||||
Proceeds from Issuance of Common Stock (in Dollars) | $ | $ 5,606,190 | |||||||||||
Notes Payable (in Dollars) | $ | $ 17,533,210 | |||||||||||
Rights Offering [Member] | ||||||||||||
Note 2 - Strategic Process (Details) [Line Items] | ||||||||||||
Share Price (in Dollars per share) | $ / shares | $ 2.75 | $ 2.75 | ||||||||||
Maximum Number of Stock to be Distributed from Rights Offering (in Shares) | 2,224,020 | 2,224,020 | 2,224,020 | |||||||||
Number of Subscription Rights | 3 | |||||||||||
Number of Common Stock Held of Record (in Shares) | 2 | |||||||||||
Common Stock Purchase from each Subscription Right (in Shares) | 1 | |||||||||||
Common Stock, Shares Subscribed but Unissued (in Shares) | 7,044,894 | |||||||||||
Percent of Shareholders' Subscriptions | 100.00% | |||||||||||
Stock Issued During Period, Shares, New Issues (in Shares) | 1,214,644 | |||||||||||
Percentage of Each Oversubscriber's Requested Shares | 20.12499% | |||||||||||
Proceeds from Issuance of Common Stock, Net (in Dollars) | $ | $ 5,606,190 | |||||||||||
Proceeds from Issuance of Common Stock (in Dollars) | $ | 6,116,055 | |||||||||||
Rights Offering Expense (in Dollars) | $ | $ 509,865 | |||||||||||
Expected Gross Proceeds from Rights Offering (in Dollars) | $ | $ 5,606,000 | |||||||||||
The Corporation [Member] | ||||||||||||
Note 2 - Strategic Process (Details) [Line Items] | ||||||||||||
Percentage of Shares Voted in Favor of Merger | 99.00% | |||||||||||
Stock Issued During Period, Shares, New Issues (in Shares) | 335,086 | |||||||||||
Percentage of Shares to be Allocated from Merger | 22.60% | 22.60% | ||||||||||
Notes Payable (in Dollars) | $ | $ 17,937,000 | |||||||||||
Percentage of Outstanding Shares | 76.00% | |||||||||||
The Corporation [Member] | Common Stock [Member] | ||||||||||||
Note 2 - Strategic Process (Details) [Line Items] | ||||||||||||
Conversion of Stock, Shares Issued (in Shares) | 0.0904 | |||||||||||
Gyrodyne Shareholders [Member] | ||||||||||||
Note 2 - Strategic Process (Details) [Line Items] | ||||||||||||
Percentage of Shares to be Allocated from Merger | 15.20% | |||||||||||
Holders of Dividend Notes [Member] | ||||||||||||
Note 2 - Strategic Process (Details) [Line Items] | ||||||||||||
Percentage of Shares to be Allocated from Merger | 29.20% | |||||||||||
Holders of Dividend Notes [Member] | The Corporation [Member] | ||||||||||||
Note 2 - Strategic Process (Details) [Line Items] | ||||||||||||
Stock Issued During Period, Shares, New Issues (in Shares) | 444,804 | |||||||||||
Percentage of Shares to be Allocated from Merger | 30.00% | 30.00% | ||||||||||
Per Dollar of Principal Amount of the Dividend Notes Issued (in Dollars) | $ | $ 1 | |||||||||||
Holders of Dividend Notes [Member] | The Corporation [Member] | Common Stock [Member] | ||||||||||||
Note 2 - Strategic Process (Details) [Line Items] | ||||||||||||
Conversion of Stock, Shares Issued (in Shares) | 0.024798 | |||||||||||
Holders of Common Shares of GSD [Member] | ||||||||||||
Note 2 - Strategic Process (Details) [Line Items] | ||||||||||||
Percentage of Shares to be Allocated from Merger | 55.60% | |||||||||||
Holders of Common Shares of GSD [Member] | Rights Offering [Member] | ||||||||||||
Note 2 - Strategic Process (Details) [Line Items] | ||||||||||||
Percentage of Shares to be Allocated from Merger | 47.40% | |||||||||||
Holders of Common Shares of GSD [Member] | GSD [Member] | ||||||||||||
Note 2 - Strategic Process (Details) [Line Items] | ||||||||||||
Percentage of Shares Voted in Favor of Merger | 47.40% | |||||||||||
Stock Issued During Period, Shares, New Issues (in Shares) | 702,790 | |||||||||||
Percentage of Shares to be Allocated from Merger | 47.40% | |||||||||||
Holders of Common Shares of GSD [Member] | GSD [Member] | Common Stock [Member] | ||||||||||||
Note 2 - Strategic Process (Details) [Line Items] | ||||||||||||
Conversion of Stock, Shares Issued (in Shares) | 0.473999 |
Note 3 - Summary of Significa54
Note 3 - Summary of Significant Accounting Policies (Details) | 3 Months Ended | 8 Months Ended | 12 Months Ended | |
Jun. 30, 2014USD ($) | Aug. 31, 2015USD ($) | Dec. 31, 2015USD ($)a | Dec. 31, 2014USD ($) | |
Note 3 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Minimum Ownership Percentage in Limited Partnerships, Equity Method | 5.00% | |||
Equity Method Investments | $ 0 | $ 0 | ||
Deferred Tax Liabilities, Net | 0 | 0 | ||
Deferred Tax Liabilities, Net, Current | 618,000 | |||
Income Tax Expense (Benefit) | $ 85,000 | (565,000) | ||
Asset Impairment Charges | $ 200,000 | $ 0 | 200,000 | |
Minimum Percentage of Taxable Income Distributed to Shareholders, Maintain REIT Status | 90.00% | 90.00% | ||
Flowerfield Properties, Inc. [Member] | ||||
Note 3 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Deferred Tax Liabilities, Net | $ 85,000 | 132,000 | ||
Income (Loss) from Subsidiaries, before Tax | $ 210,000 | 321,000 | ||
Gyrodyne Special Distribution LLC [Member] | ||||
Note 3 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Variable Interest Entity, Consolidated, Carrying Amount, Assets and Liabilities, Net | $ 15,805,548 | |||
Number of Real Estate Properties | 4 | |||
Mortgage Obligation [Member] | Gyrodyne Special Distribution LLC [Member] | ||||
Note 3 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Variable Interest Entity, Consolidated, Carrying Amount, Liabilities | $ 12,889,463 | 4,280,943 | ||
The Grove Property [Member] | ||||
Note 3 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Equity Method Investments | 0 | |||
Deferred Tax Liabilities, Net | $ 1,315,000 | |||
Callery-Judge Grove, L.P. [Member] | ||||
Note 3 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Equity Method Investment, Ownership Percentage | 10.12% | |||
Area of Land (in Acres) | a | 3,700 | |||
Below Current Carrying Value [Member] | ||||
Note 3 - Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Number of Real Estate Properties | 1 |
Note 3 - Summary of Significa55
Note 3 - Summary of Significant Accounting Policies (Details) - Depreciation and Amortization | 12 Months Ended |
Dec. 31, 2015 | |
Minimum [Member] | Building and Building Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, pland and equipment useful lives | 5 years |
Minimum [Member] | Machinery and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, pland and equipment useful lives | 3 years |
Maximum [Member] | Building and Building Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, pland and equipment useful lives | 39 years |
Maximum [Member] | Machinery and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, pland and equipment useful lives | 20 years |
Note 4 - Statement of Net Ass56
Note 4 - Statement of Net Assets in Liquidation (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Note 4 - Statement of Net Assets in Liquidation (Details) [Line Items] | ||
Liquidation Basis of Accounting, Common Stock Per Share | $ 29.31 | |
Common Stock, Shares, Outstanding | 1,482,680 | 1,482,680 |
Liquidation Basis of Accounting [Member] | ||
Note 4 - Statement of Net Assets in Liquidation (Details) [Line Items] | ||
Liquidation Basis of Accounting, Common Stock Per Share | $ 29.31 | |
Cash and Marketable Securities | $ 10,900 | |
Liquidation Basis of Accounting, Land Development Costs | $ 3,150 |
Note 4 - Statement of Net Ass57
Note 4 - Statement of Net Assets in Liquidation (Details) - Reconciliation of Shareholder’s Equity under Liquidation Basis of Accounting - USD ($) | 4 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2015 | Sep. 01, 2015 | Dec. 31, 2014 | |
Note 4 - Statement of Net Assets in Liquidation (Details) - Reconciliation of Shareholder’s Equity under Liquidation Basis of Accounting [Line Items] | ||||
Number of shares outstanding as of December 31, 2015 (in Shares) | 1,482,680 | 1,482,680 | 1,482,680 | |
Estimated distributions per share (in Dollars per share) | $ 29.31 | $ 29.31 | ||
Liquidation Basis of Accounting [Member] | ||||
Note 4 - Statement of Net Assets in Liquidation (Details) - Reconciliation of Shareholder’s Equity under Liquidation Basis of Accounting [Line Items] | ||||
Net Assets | $ 43,916,720 | |||
Estimated distributions per share (in Dollars per share) | $ 29.31 | $ 29.31 | ||
Estimated value of net assets in liquidation as of September 1, 2015 | $ 46,319,848 | |||
Total changes in net assets in liquidation | $ (2,864,271) | |||
Net Assets | $ 43,455,577 | $ 43,455,577 | ||
Liquidation Basis of Accounting [Member] | Accounting Standards Update 2013-07 [Member] | ||||
Note 4 - Statement of Net Assets in Liquidation (Details) - Reconciliation of Shareholder’s Equity under Liquidation Basis of Accounting [Line Items] | ||||
Increase due to estimated realizable value of investments in real estate | 12,879,418 | |||
Estimated real estate selling costs | (2,727,000) | |||
Decrease due to write-off of assets and liabilities | (832,695) | |||
Estimated liquidation and operating costs in excess of operating receipts during liquidation | (6,916,595) | |||
Total effects of adopting the liquidation basis of accounting | $ 2,403,128 |
Note 5 - Liability for Estima58
Note 5 - Liability for Estimated Costs in Excess of Receipts during Liquidation (Details) - Revenues and Expenses Expected to be Earned or Incurred - USD ($) | Dec. 31, 2015 | Sep. 01, 2015 | Aug. 31, 2015 | |
Note 5 - Liability for Estimated Costs in Excess of Receipts during Liquidation (Details) - Revenues and Expenses Expected to be Earned or Incurred [Line Items] | ||||
Liability for estimated costs in excess of estimated receipts during liquidation | $ (13,463,448) | |||
Liquidation Basis of Accounting [Member] | ||||
Note 5 - Liability for Estimated Costs in Excess of Receipts during Liquidation (Details) - Revenues and Expenses Expected to be Earned or Incurred [Line Items] | ||||
Rents and reimbursements | 6,440,325 | $ 6,545,535 | $ 6,545,535 | |
Property operating expenses | (3,596,704) | (3,426,601) | (3,426,601) | |
Capital expenditures excluding land development costs and land purchases | (612,704) | (921,603) | (921,603) | |
Land development costs and land purchases | (3,154,490) | (574,833) | (574,833) | |
Corporate expenditures(1) | (7,778,675) | (5,766,593) | [1] | (5,766,593) |
Estimated real estate selling costs | (2,817,000) | (2,727,000) | (2,727,000) | |
Retention bonus payments to Directors | (1,263,730) | (1,802,125) | (1,802,125) | |
Retention bonus payments to executives and other employees | (680,470) | (970,375) | (970,375) | |
Liability for estimated costs in excess of estimated receipts during liquidation | $ (13,463,448) | $ (9,643,595) | $ (9,643,595) | |
[1] | Includes all general and administrative fees, litigation settlement, director and officer liability and reimbursement post liquidation insurance tail coverage policy and final liquidation costs. |
Note 5 - Liability for Estima59
Note 5 - Liability for Estimated Costs in Excess of Receipts during Liquidation (Details) - Change in Liability for Estimated Costs | 4 Months Ended |
Dec. 31, 2015USD ($) | |
Liabilities: | |
Liability for estimated costs in excess of estimated receipts during liquidation | $ (13,463,448) |
Liquidation Basis of Accounting [Member] | |
Assets: | |
Estimated net inflows from investment of real estate | 6,545,535 |
Estimated net inflows from investment of real estate | (1,620,279) |
Estimated net inflows from investment of real estate | 1,515,069 |
Estimated net inflows from investment of real estate | 6,440,325 |
Liabilities: | |
Property operating costs | (3,426,601) |
Property operating costs | 860,771 |
Property operating costs | (1,030,874) |
Property operating costs | (3,596,704) |
Capital expenditures excluding land development costs and land purchases | (921,603) |
Capital expenditures excluding land development costs and land purchases | 274,194 |
Capital expenditures excluding land development costs and land purchases | 34,705 |
Capital expenditures excluding land development costs and land purchases | (612,704) |
Land development costs and land purchases | (574,833) |
Land development costs and land purchases | 380,979 |
Land development costs and land purchases | (2,960,636) |
Land development costs and land purchases | (3,154,490) |
Corporate expenditures | (5,766,593) |
Corporate expenditures | 1,127,501 |
Corporate expenditures | (3,139,583) |
Corporate expenditures | (7,778,675) |
Selling costs on real estate assets | (2,727,000) |
Selling costs on real estate assets | 61,860 |
Selling costs on real estate assets | (151,860) |
Selling costs on real estate assets | (2,817,000) |
Retention bonus payments to Directors | (1,802,125) |
Retention bonus payments to Directors | 52,910 |
Retention bonus payments to Directors | 485,485 |
Retention bonus payments to Directors | (1,263,730) |
Retention bonus payments to Executives and other employees | (970,375) |
Retention bonus payments to Executives and other employees | 28,490 |
Retention bonus payments to Executives and other employees | 261,415 |
Retention bonus payments to Executives and other employees | (680,470) |
Liability for estimated costs in excess of estimated receipts during liquidation | (9,643,595) |
Liability for estimated costs in excess of estimated receipts during liquidation | 1,166,426 |
Liability for estimated costs in excess of estimated receipts during liquidation | (4,986,279) |
Liability for estimated costs in excess of estimated receipts during liquidation | $ (13,463,448) |
Note 6 - Disposition Activiti60
Note 6 - Disposition Activities (Details) | 1 Months Ended |
Dec. 31, 2015USD ($) | |
Building in Port Jeffferson [Member] | |
Note 6 - Disposition Activities (Details) [Line Items] | |
Proceeds from Sale of Property Held-for-sale | $ 760,000 |
Note 7 - Real Estate (Details)
Note 7 - Real Estate (Details) - USD ($) | 4 Months Ended | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2015 | Sep. 01, 2015 | |
Note 7 - Real Estate (Details) [Line Items] | |||
Real Estate Held-for-sale | $ 46,950,000 | $ 46,950,000 | $ 45,450,000 |
Real Estate Held-for-sale, Period Increase (Decrease) | $ 2,260,000 | ||
Building in Port Jeffferson [Member] | |||
Note 7 - Real Estate (Details) [Line Items] | |||
Real Estate Held-for-sale, Period Increase (Decrease) | $ (760,000) |
Note 7 - Real Estate (Details)
Note 7 - Real Estate (Details) - Real Estate Disclosure, Prior to Adoption of the Liquidation Basis of Accoutning | Dec. 31, 2014USD ($) |
Real Estate Properties [Line Items] | |
Property Plant and Equipment Gross | $ 16,926,409 |
Less Accumulated Depreciation | 5,182,848 |
Total real estate | 11,743,561 |
Land held for Development: | |
Land held for Development | 2,519,811 |
Real Estate Reported As Assets Held For Sale: | |
Total Real Estate Net | 14,263,372 |
Real Estate as Assets Held for Sale | 18,371,577 |
Building in Port Jeffferson [Member] | |
Real Estate Reported As Assets Held For Sale: | |
Real Estate as Assets Held for Sale | 4,874,676 |
Fairfax Medical Center [Member] | |
Real Estate Reported As Assets Held For Sale: | |
Real Estate as Assets Held for Sale | 13,496,901 |
Land [Member] | |
Real Estate Properties [Line Items] | |
Property Plant and Equipment Gross | 1,054,413 |
Land held for Development: | |
Land held for Development | 558,466 |
Building [Member] | |
Real Estate Properties [Line Items] | |
Property Plant and Equipment Gross | 15,527,263 |
Machinery and Equipment [Member] | |
Real Estate Properties [Line Items] | |
Property Plant and Equipment Gross | 344,733 |
Land Development Cost [Member] | |
Land held for Development: | |
Land held for Development | $ 1,961,345 |
Note 8 - Real Estate Assets H63
Note 8 - Real Estate Assets Held for Sale and Discontinued Operations (Details) - Long Lived Assets Held-for-Sale | Dec. 31, 2014USD ($) |
Property | |
Property | $ 18,371,577 |
Accounts receivable | (605) |
Deferred rent receivable | 278,903 |
Prepaid expenses and other | 385,472 |
Total Assets Held for Sale | 19,035,347 |
Accounts payable | 82,814 |
Deferred rent liability | 78,459 |
Tenant security deposit payable | 164,475 |
Total Liabilities Related to Real Estate Assets Held for Sale | 325,748 |
Building in Port Jeffferson [Member] | |
Property | |
Property | 4,874,676 |
Fairfax Medical Center [Member] | |
Property | |
Property | $ 13,496,901 |
Note 8 - Real Estate Assets H64
Note 8 - Real Estate Assets Held for Sale and Discontinued Operations (Details) - Summary of Discontinued Operations - USD ($) | 8 Months Ended | 12 Months Ended |
Aug. 31, 2015 | Dec. 31, 2014 | |
Revenues | ||
Rental income | $ 1,460,028 | $ 2,150,160 |
Expenses | ||
Total expenses | 1,052,892 | 1,541,805 |
Strategic Alternative expenses | 37,143 | 13,970 |
Depreciation | 300,762 | 517,629 |
Net income from discontinuing operations | 407,136 | 608,355 |
Rental Income [Member] | ||
Revenues | ||
Rental income | 1,312,380 | 1,945,673 |
Rental Income, Tenant Reimbursements [Member] | ||
Revenues | ||
Rental income | 147,648 | 204,487 |
Rental Expense [Member] | ||
Expenses | ||
Total expenses | $ 714,987 | $ 1,010,206 |
Note 9 - Earnings per Share (De
Note 9 - Earnings per Share (Details) - shares | Aug. 31, 2015 | Dec. 31, 2014 |
Earnings Per Share [Abstract] | ||
Common Stock Equivalents Outstanding | 0 | 0 |
Note 9 - Earnings per Share (66
Note 9 - Earnings per Share (Details) - Summary of Net Income (Loss) Earnings Per Share - USD ($) | 8 Months Ended | 12 Months Ended |
Aug. 31, 2015 | Dec. 31, 2014 | |
Summary of Net Income (Loss) Earnings Per Share [Abstract] | ||
Net income from continuing operations | $ (2,908,838) | $ (3,713,721) |
Net income from discontinued operations | 407,136 | 608,355 |
Net loss | $ (2,501,702) | $ (3,105,366) |
Weighted average number of common shares outstanding | 1,482,680 | 1,482,680 |
Loss per share from continuing operations | $ (1.96) | $ (2.50) |
Income per share from discontinued operations | 0.27 | 0.41 |
Net loss per common share (“EPS”) | $ (1.69) | $ (2.09) |
Note 10 - Investment in Marke67
Note 10 - Investment in Marketable Securities (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Investments, Debt and Equity Securities [Abstract] | ||
Proceeds from Principal Repayments on Loans and Leases Held-for-investment (in Dollars) | $ 904,997 | $ 653,593 |
Marketable Securities Estimated Yield | 2.00% | 2.00% |
Marketable Securities, Contractual Maturities | 30 years | 30 years |
Marketable Securities Adjusted Duration | 4 years | 4 years |
Note 10 - Investment in Marke68
Note 10 - Investment in Marketable Securities (Details) - Historical Cost and Estimated Fair Value of Available for Sale Securities - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | ||
Historical Cost and Estimated Fair Value of Available for Sale Securities [Abstract] | |||
Amortized Cost | $ 5,026,390 | $ 5,931,387 | |
Gross Unrealized Gains (Losses) | (24,668) | 18,711 | |
Fair Value* | [1] | $ 5,001,722 | $ 5,950,098 |
[1] | The Company received $904,997 and $653,593 in principal repayments during the years ended December 31, 2015 and 2014, respectively. |
Note 11 - Investment in Grove69
Note 11 - Investment in Grove Partnership (Details) ft² in Millions | Oct. 31, 2014ft² | Dec. 31, 2015USD ($)a | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Mar. 18, 2011USD ($) | Dec. 31, 2010 |
Note 11 - Investment in Grove Partnership (Details) [Line Items] | ||||||
Equity Method Investments | $ 0 | $ 0 | ||||
Deferred Tax Liabilities, Net | 0 | 0 | ||||
Taxes Payable, Current | $ 11,162 | $ 750,000 | ||||
Westlake Development Project [Member] | ||||||
Note 11 - Investment in Grove Partnership (Details) [Line Items] | ||||||
Area of Real Estate Property | ft² | 2.1 | |||||
Number of Real Estate Properties to be Developed | 4,546 | |||||
The Grove, Florida [Member] | ||||||
Note 11 - Investment in Grove Partnership (Details) [Line Items] | ||||||
Equity Method Investment, Ownership Percentage | 20.00% | 10.12% | 9.32% | 9.99% | ||
Area of Real Estate Property | a | 3,700 | |||||
Loans Payable | $ 37,000,000 | |||||
Interest Payable | $ 8,000,000 | |||||
Equity Method Investments | $ 0 | $ 0 | ||||
Deferred Tax Liabilities, Net | $ 1,315,000 | |||||
Taxes Payable, Current | 618,000 | |||||
Unrecognized Tax Benefits | $ 697,000 |
Note 12 - Accrued Liabilities70
Note 12 - Accrued Liabilities (Details) - Summary of Accrued Liabilities - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Summary of Accrued Liabilities [Abstract] | ||
Payroll and related taxes | $ 24,314 | $ 51,057 |
Professional fees | 245,637 | 117,633 |
Directors fees under the Retention Bonus Plan | 52,910 | |
Employee payments under the Retention Bonus Plan | 28,490 | |
Other | 57,547 | 51,883 |
Total | $ 408,898 | $ 220,573 |
Note 13 - Income Taxes (Details
Note 13 - Income Taxes (Details) - USD ($) | 3 Months Ended | 8 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2015 | Aug. 31, 2015 | Sep. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Note 13 - Income Taxes (Details) [Line Items] | ||||||
Percentage of Owned Subsidiaries | 100.00% | |||||
Income Tax Expense (Benefit) | $ 85,000 | $ (565,000) | ||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 34.00% | 34.00% | ||||
Percentage of Owned Subsidiaries, Nontaxable | 100.00% | |||||
Effective Income Tax Rate Reconciliation, Percent | 39.00% | 38.00% | ||||
Deferred Tax Liabilities, Net | $ 0 | $ 0 | ||||
Deferred Tax Liabilities, Net, Current | 618,000 | |||||
Accrued Income Taxes | $ 11,162 | $ 750,000 | $ 618,000 | |||
Flowerfield Properties, Inc. [Member] | ||||||
Note 13 - Income Taxes (Details) [Line Items] | ||||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 39.00% | 39.00% | 39.00% | 39.00% | ||
Deferred Tax Liabilities, Net | $ 85,000 | $ 132,000 | ||||
Income (Loss) from Subsidiaries, before Tax | $ 210,000 | $ 321,000 |
Note 13 - Income Taxes (Detai72
Note 13 - Income Taxes (Details) - Tax Provision for Income Taxes - USD ($) | 8 Months Ended | 12 Months Ended |
Aug. 31, 2015 | Dec. 31, 2014 | |
Current: | ||
Federal | $ 42,500 | $ 641,640 |
State | 42,500 | 108,360 |
85,000 | 750,000 | |
Deferred: | ||
Federal | (1,315,000) | |
State | 0 | 0 |
(1,315,000) | ||
Income tax provision (benefit) | $ 85,000 | $ (565,000) |
Note 13 - Income Taxes (Detai73
Note 13 - Income Taxes (Details) - Reconciliation of the Federal Statutory Rate to the Company's Effective Tax Rate - USD ($) | 8 Months Ended | 12 Months Ended |
Aug. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of the Federal Statutory Rate to the Company's Effective Tax Rate [Abstract] | ||
Federal tax provision (benefit) at 34% statutory rate | $ 42,500 | $ (647,460) |
State income tax expense, net of federal benefit | 42,500 | 82,460 |
Income tax provision (benefit) | $ 85,000 | $ (565,000) |
Note 13 - Income Taxes (Detai74
Note 13 - Income Taxes (Details) - Reconciliation of the Federal Statutory Rate to the Company's Effective Tax Rate (Parentheticals) | 8 Months Ended | 12 Months Ended |
Aug. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of the Federal Statutory Rate to the Company's Effective Tax Rate [Abstract] | ||
Federal tax provision (benefit) statutory rate | 34.00% | 34.00% |
Note 13 - Income Taxes (Detai75
Note 13 - Income Taxes (Details) - Deferred Tax Liabilites - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Current Tax Liabilities: | ||
Total current tax payable | $ 11,162 | $ 750,000 |
Flowerfield Properties, Inc. [Member] | ||
Current Tax Liabilities: | ||
Gain on recognized condemnation | $ 11,162 | 132,000 |
The Grove Property [Member] | ||
Current Tax Liabilities: | ||
Gain on recognized condemnation | $ 618,000 |
Note 14 - Retirement Plans (Det
Note 14 - Retirement Plans (Details) | 1 Months Ended | 3 Months Ended | 8 Months Ended | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2015USD ($) | Dec. 31, 2015USD ($) | Aug. 31, 2015USD ($) | Sep. 30, 2014USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Note 14 - Retirement Plans (Details) [Line Items] | ||||||
Defined Benefit Plan, Contributions by Employer | $ 1,272,392 | $ 193,500 | $ 0 | $ 1,465,892 | $ 0 | |
Defined Benefit Plan, Annuity Cost | 251,620 | |||||
Defined Benefit Plan, Lump Sum Distribution | 2,012,832 | |||||
Pension and Other Postretirement Benefit Expense | $ 49,923 | 324,998 | ||||
Defined Benefit Plan Obligation, Underfunded | $ 1,465,892 | |||||
Defined Contribution Plan, Number of Employees Covered | 5 | |||||
$ 104,774 | ||||||
Fair Value, Inputs, Level 3 [Member] | ||||||
Note 14 - Retirement Plans (Details) [Line Items] | ||||||
Deferred Compensation Plan Assets | $ 800,767 |
Note 14 - Retirement Plans (D77
Note 14 - Retirement Plans (Details) - Components of Net Periodic Benefit Cost - USD ($) | 8 Months Ended | 12 Months Ended |
Aug. 31, 2015 | Dec. 31, 2014 | |
Pension Benefits | ||
Interest cost | $ 7,419 | $ 182,835 |
Expected return on plan assets | (6,858) | (361,243) |
Amortization of prior service costs | 92,786 | 22,576 |
Amortization of actuarial loss | 442,212 | |
Change in net gain due to settlement | (485,635) | 480,830 |
Net periodic pension benefit cost After curtailments and settlements | 49,924 | $ 324,998 |
Expected contribution | $ 1,198,620 | |
Weighted-Average Assumptions | ||
Discount rate | 4.68% | |
Expected return on plan assets | 8.00% | |
Rate of compensation increase | 3.00% |
Note 14 - Retirement Plans (D78
Note 14 - Retirement Plans (Details) - Asset Allocations | Dec. 31, 2014 |
Note 14 - Retirement Plans (Details) - Asset Allocations [Line Items] | |
Asset Allocation | 100.00% |
Common Stock [Member] | |
Note 14 - Retirement Plans (Details) - Asset Allocations [Line Items] | |
Asset Allocation | 8.60% |
Special Distributions [Member] | |
Note 14 - Retirement Plans (Details) - Asset Allocations [Line Items] | |
Asset Allocation | 23.90% |
Dividend Notes [Member] | |
Note 14 - Retirement Plans (Details) - Asset Allocations [Line Items] | |
Asset Allocation | 24.70% |
Fixed Income Funds [Member] | |
Note 14 - Retirement Plans (Details) - Asset Allocations [Line Items] | |
Asset Allocation | 23.90% |
Other Funds [Member] | |
Note 14 - Retirement Plans (Details) - Asset Allocations [Line Items] | |
Asset Allocation | 18.90% |
Note 14 - Retirement Plans (D79
Note 14 - Retirement Plans (Details) - Fair Value of Investments - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | $ 5,001,722 | $ 5,950,098 |
Estimate of Fair Value Measurement [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 1,645,939 | |
Estimate of Fair Value Measurement [Member] | Common Stock [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 140,733 | |
Estimate of Fair Value Measurement [Member] | Special Distributions [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 394,051 | |
Estimate of Fair Value Measurement [Member] | Dividend Notes [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 406,716 | |
Estimate of Fair Value Measurement [Member] | Fixed Income Funds [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 393,619 | |
Estimate of Fair Value Measurement [Member] | Corporate Foreign Bonds [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 149,853 | |
Estimate of Fair Value Measurement [Member] | US Government Corporations and Agencies Securities [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 142,241 | |
Estimate of Fair Value Measurement [Member] | Money Market Funds [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 17,267 | |
Estimate of Fair Value Measurement [Member] | Accrued Income [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 1,459 | |
Fair Value, Inputs, Level 1 [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 845,172 | |
Fair Value, Inputs, Level 1 [Member] | Common Stock [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 140,733 | |
Fair Value, Inputs, Level 1 [Member] | Fixed Income Funds [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 393,619 | |
Fair Value, Inputs, Level 1 [Member] | Corporate Foreign Bonds [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 149,853 | |
Fair Value, Inputs, Level 1 [Member] | US Government Corporations and Agencies Securities [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 142,241 | |
Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 17,267 | |
Fair Value, Inputs, Level 1 [Member] | Accrued Income [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 1,459 | |
Fair Value, Inputs, Level 3 [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 800,767 | |
Fair Value, Inputs, Level 3 [Member] | Special Distributions [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | 394,051 | |
Fair Value, Inputs, Level 3 [Member] | Dividend Notes [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments [Line Items] | ||
Marketable Securities | $ 406,716 |
Note 14 - Retirement Plans (D80
Note 14 - Retirement Plans (Details) - Fair Value of Investments (Parentheticals) - shares | Dec. 31, 2015 | Dec. 31, 2014 |
Note 14 - Retirement Plans (Details) - Fair Value of Investments (Parentheticals) [Line Items] | ||
Shares | 1,482,680 | 1,482,680 |
Estimate of Fair Value Measurement [Member] | Common Stock [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments (Parentheticals) [Line Items] | ||
Shares | 34,325,000,000 | |
Estimate of Fair Value Measurement [Member] | Special Distributions [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments (Parentheticals) [Line Items] | ||
Units | 34,325,000,000 | |
Fair Value, Inputs, Level 1 [Member] | Common Stock [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments (Parentheticals) [Line Items] | ||
Shares | 34,325,000,000 | |
Fair Value, Inputs, Level 1 [Member] | Special Distributions [Member] | ||
Note 14 - Retirement Plans (Details) - Fair Value of Investments (Parentheticals) [Line Items] | ||
Units | 34,325,000,000 |
Note 14 - Retirement Plans (D81
Note 14 - Retirement Plans (Details) - Reconciliation of the Changes in the Plan's Benefit Obligations and Fair Value of Assets - USD ($) | 8 Months Ended | 12 Months Ended |
Aug. 31, 2015 | Dec. 31, 2014 | |
Change in Benefit Obligation: | ||
Projected benefit obligation at beginning of year | $ 2,198,485 | $ 3,959,927 |
Interest cost | 7,419 | 182,835 |
Actuarial loss | 409,450 | |
Benefits paid | 89,275 | |
Effect of settlement/curtailment | (2,264,452) | |
Projected benefit obligation at end of year | 2,198,485 | |
Change in Plan Assets: | ||
Fair value of Plan assets at beginning of year | $ 1,645,939 | 4,568,734 |
Actual return on Plan assets | (569,068) | |
Benefits paid | (89,275) | |
Effect of settlement | (2,264,452) | |
Fair value of Plan assets at end of year | 1,645,939 | |
Funded status at end of year – (underfunded) overfunded | (552,546) | |
Amounts recognized in statement of financial position: | ||
Non-current asset | 99,847 | |
Total | 99,847 | |
Amounts recognized in accumulated Other Comprehensive Income (“OCI”): | ||
Total net (gain) | 921,590 | |
Total accumulated OCI (not adjusted for applicable tax) | $ 652,393 | |
Weighted-average assumptions used to determine benefit obligations: | ||
Discount rate | ||
Rate of compensation increase |
Note 15 - Incentive Compensat82
Note 15 - Incentive Compensation Plan (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |
Sep. 30, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | |
Note 15 - Incentive Compensation Plan (Details) [Line Items] | |||
Common Stock, Shares, Outstanding (in Shares) | 1,482,680 | 1,482,680 | |
Noninterest Expense Directors Fees | $ 131,758 | ||
Allocated Share-based Compensation Expense | $ 101,442 | ||
Incentive Compensation Plan [Member] | |||
Note 15 - Incentive Compensation Plan (Details) [Line Items] | |||
Common Stock, Dividends, Per Share, Declared (in Dollars per share) | $ 20.70 | ||
Remaining Liability Under Incentive Plan, Aggregative Maximum | $ 233,200 | ||
Benefit Payments for Every Penny Per Share Dividend Declared and Paid | 14,827 | ||
Noninterest Expense Directors Fees | $ 131,758 | ||
Allocated Share-based Compensation Expense | 26,818 | ||
Incentive Compensation Plan [Member] | Former Director [Member] | |||
Note 15 - Incentive Compensation Plan (Details) [Line Items] | |||
Noninterest Expense Directors Fees | $ 17,490 | ||
Incentive Compensation Plan [Member] | Employees Not Folowing Restructuring [Member] | |||
Note 15 - Incentive Compensation Plan (Details) [Line Items] | |||
Allocated Share-based Compensation Expense | $ 25,652 |
Note 15 - Incentive Compensat83
Note 15 - Incentive Compensation Plan (Details) - Summary of Allocation to Plan Participants | 12 Months Ended | |
Dec. 31, 2015USD ($) | ||
Note 15 - Incentive Compensation Plan (Details) - Summary of Allocation to Plan Participants [Line Items] | ||
Compensation | $ 101,442 | |
Director Fees | 131,758 | |
Total | $ 233,200 | |
Director [Member] | ||
Note 15 - Incentive Compensation Plan (Details) - Summary of Allocation to Plan Participants [Line Items] | ||
Compensation | [1] | |
Director Fees | $ 131,758 | [1] |
Total | 131,758 | [1] |
Chief Operating Officer [Member] | ||
Note 15 - Incentive Compensation Plan (Details) - Summary of Allocation to Plan Participants [Line Items] | ||
Compensation | 31,482 | |
Total | 31,482 | |
Former Chief Executive Officer [Member] | ||
Note 15 - Incentive Compensation Plan (Details) - Summary of Allocation to Plan Participants [Line Items] | ||
Compensation | 43,142 | |
Total | 43,142 | |
Other Employees [Member] | ||
Note 15 - Incentive Compensation Plan (Details) - Summary of Allocation to Plan Participants [Line Items] | ||
Compensation | $ 26,818 | [2] |
Director Fees | [2] | |
Total | $ 26,818 | [2] |
[1] | $17,490 of the $131,758 relate to a former Director who resigned in September 2013. | |
[2] | Approximately $25,652 of the $26,818 relate to employees who are no longer employees |
Note 16 - Credit Quality of R84
Note 16 - Credit Quality of Rents Receivable (Details) - USD ($) | 8 Months Ended | 12 Months Ended | |
Aug. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Receivables [Abstract] | |||
$ (22,773) | $ (23,000) | $ 51,000 |
Note 16 - Credit Quality of R85
Note 16 - Credit Quality of Rents Receivable (Details) - Allowance for Doubtful Accounts - USD ($) | 8 Months Ended | 12 Months Ended | |
Aug. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Allowance for Doubtful Accounts [Abstract] | |||
Beginning balance | $ 89,000 | $ 89,000 | $ 74,000 |
Bad debt (income) expense | $ (22,773) | (23,000) | 51,000 |
Accounts receivable (written off) | (17,000) | (36,000) | |
Ending Balance | $ 49,000 | $ 89,000 |
Note 17 - Concentration of Cr86
Note 17 - Concentration of Credit Risk (Details) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Credit Concentration Risk [Member] | Cash Cash Equivalents and Government Securities [Member] | ||
Note 17 - Concentration of Credit Risk (Details) [Line Items] | ||
Concentration Risk, Percentage | 0.00% | 0.00% |
Note 18 - Commitments (Details)
Note 18 - Commitments (Details) | Dec. 31, 2015USD ($) | Sep. 30, 2015 | Jun. 30, 2015USD ($) | May. 31, 2014 |
Note 18 - Commitments (Details) [Line Items] | ||||
Supplemental Unemployment Benefits, Severance Benefits (in Dollars) | $ 677,100 | |||
Bonus Pool Funding As Percentage Of Appraised Value Of Contributed Properties | 5.00% | |||
Retention Bonus Plan Gross Selling Price Requirement Percentage | 100.00% | |||
Additional Bonus Pool Funding Percentage Of Gross Sales Price On First Ten Percent Off Property Appreciation | 10.00% | |||
Additional Bonus Pool Funding Percentage Of Gross Sales Price On Second Ten Percent Of Property Appreciation | 15.00% | |||
Additional Bonus Pool Funding Percentage Of Gross Sales Price On Property Appreciation Greater Than Twenty Percent | 20.00% | |||
AdditionalBonusPoolFundingAdditional Percentage Of Gross Sales Price On Property Appreciation | 2.00% | |||
CEO and President Each [Member] | ||||
Note 18 - Commitments (Details) [Line Items] | ||||
Other Commitment (in Dollars) | $ 125,000 | |||
Other Employees [Member] | ||||
Note 18 - Commitments (Details) [Line Items] | ||||
Supplemental Unemployment Benefits, Severance Benefits (in Dollars) | $ 77,100 | |||
Board of Directors Chairman [Member] | ||||
Note 18 - Commitments (Details) [Line Items] | ||||
Bonus Pool Distribution Proportions | 15.00% | |||
Directors Other Than Chairman [Member] | ||||
Note 18 - Commitments (Details) [Line Items] | ||||
Bonus Pool Distribution Proportions | 50.00% | |||
Other 5 Directors [Member] | ||||
Note 18 - Commitments (Details) [Line Items] | ||||
Bonus Pool Distribution Proportions | 10.00% | |||
Executives And Employees [Member] | ||||
Note 18 - Commitments (Details) [Line Items] | ||||
Bonus Pool Distribution Proportions | 35.00% | |||
Medical Office Park [Member] | ||||
Note 18 - Commitments (Details) [Line Items] | ||||
Number of Units in Real Estate Property | 14 | 14 | ||
Medical Office Park [Member] | Controlled By Parent Company [Member] | ||||
Note 18 - Commitments (Details) [Line Items] | ||||
Number of Units in Real Estate Property | 8 | 10 |
Note 18 - Commitments (Detail88
Note 18 - Commitments (Details) - Lease Revenue Commitments | Dec. 31, 2015USD ($) |
Lease Revenue Commitments [Abstract] | |
2,016 | $ 3,799,000 |
2,017 | 2,821,000 |
2,018 | 2,520,000 |
2,019 | 1,936,000 |
2,020 | 1,506,000 |
Thereafter | 3,463,000 |
$ 16,045,000 |
Note 18 - Commitments (Detail89
Note 18 - Commitments (Details) - Other Commitments and Contingencies | Dec. 31, 2015USD ($) |
Other Commitments [Line Items] | |
Contracts and Commitments | $ 910,300 |
Incentive Compensation Plan [Member] | |
Other Commitments [Line Items] | |
Contracts and Commitments | 233,200 |
Employment Agreement With Severance Contingencies [Member] | |
Other Commitments [Line Items] | |
Contracts and Commitments | 600,000 |
Other Employee Severance Commitment Contingencies [Member] | |
Other Commitments [Line Items] | |
Contracts and Commitments | $ 77,100 |
Note 19 - Fair Value of Finan90
Note 19 - Fair Value of Financial Instruments (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Note 19 - Fair Value of Financial Instruments (Details) [Line Items] | |||
Proceeds from Principal Repayments on Loans and Leases Held-for-investment | $ 904,997 | $ 653,593 | |
Equity Method Investments | 0 | 0 | |
The Grove, Florida [Member] | |||
Note 19 - Fair Value of Financial Instruments (Details) [Line Items] | |||
Proceeds from Principal Repayments on Loans and Leases Held-for-investment | 904,997 | ||
Equity Method Investments | $ 0 | $ 0 | |
Fair Value, Inputs, Level 3 [Member] | The Grove, Florida [Member] | |||
Note 19 - Fair Value of Financial Instruments (Details) [Line Items] | |||
Equity Method Investments, Fair Value Disclosure | $ 0 |
Note 19 - Fair Value of Finan91
Note 19 - Fair Value of Financial Instruments (Details) - Carrying Value and Fair Value of Financial Assets and Liabilities - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Investment in Marketable Securities | $ 5,001,722 | $ 5,950,098 | ||
Investment in Marketable Securities | [1] | 5,001,722 | 5,950,098 | |
Fair Value, Inputs, Level 2 [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Investment in Marketable Securities | $ 5,001,722 | [2] | $ 5,950,098 | |
[1] | The Company received $904,997 and $653,593 in principal repayments during the years ended December 31, 2015 and 2014, respectively. | |||
[2] | During 2015, the Company received $904,997 in principal repayments. |
Note 19 - Fair Value of Finan92
Note 19 - Fair Value of Financial Instruments (Details) - Assets and Liabilities from Continuing Operations at Fair Value Recurring and Non-Recurring - Impaired Real Estate Assets [Member] | Dec. 31, 2014USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Impaired real estate assets | $ 6,146,952 |
Fair Value, Inputs, Level 3 [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Impaired real estate assets | $ 6,146,952 |
Note 20 - Impairment of Real 93
Note 20 - Impairment of Real Estate Investments (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Disclosure Text Block Supplement [Abstract] | |||
Asset Impairment Charges | $ 200,000 | $ 0 | $ 200,000 |
Note 21 - Notes Payable (Detail
Note 21 - Notes Payable (Details) - USD ($) | Jun. 15, 2015 | Dec. 15, 2014 | Sep. 12, 2014 | Jun. 16, 2014 | Jun. 30, 2015 | Aug. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 20, 2013 |
Note 21 - Notes Payable (Details) [Line Items] | ||||||||||
Gain (Loss) on Sale of Properties | $ 28,400,000 | |||||||||
Income (Loss) in REIT | $ 18,000,000 | |||||||||
Dividends Payable | $ 403,750 | $ 16,826,647 | ||||||||
Paid-in-Kind Interest | $ 590,222 | 706,563 | ||||||||
Dividends, Cash | $ 682,033 | |||||||||
Common Stock, Dividends, Per Share, Cash Paid (in Dollars per share) | $ 0.46 | |||||||||
Debt Instrument, Exchange for Percent of Shares | 30.00% | |||||||||
Dividend Note Issued [Member] | ||||||||||
Note 21 - Notes Payable (Details) [Line Items] | ||||||||||
Notes Issued | $ 403,750 | $ 706,563 | ||||||||
Dividend Note [Member] | ||||||||||
Note 21 - Notes Payable (Details) [Line Items] | ||||||||||
Dividends Payable | $ 16,150,000 | |||||||||
Dividends Payable, Amount Per Share (in Dollars per share) | $ 10.89 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | |||||||||
Paid-in-Kind Interest | $ 403,750 | $ 403,750 | $ 302,813 |
Note 21 - Notes Payable (Deta95
Note 21 - Notes Payable (Details) - Summary of Notes Payable | Dec. 31, 2014USD ($) |
Note 21 - Notes Payable (Details) - Summary of Notes Payable [Line Items] | |
Notes Payable | $ 17,533,210 |
Global Dividend Note Issued January 2014 [Member] | |
Note 21 - Notes Payable (Details) - Summary of Notes Payable [Line Items] | |
Notes Payable | 16,144,614 |
Global Note Issued June 2014 [Member] | |
Note 21 - Notes Payable (Details) - Summary of Notes Payable [Line Items] | |
Notes Payable | 302,813 |
Global Note Issued December 2014 [Member] | |
Note 21 - Notes Payable (Details) - Summary of Notes Payable [Line Items] | |
Notes Payable | 403,750 |
Global Dividend Note Issued December 2014 [Member] | |
Note 21 - Notes Payable (Details) - Summary of Notes Payable [Line Items] | |
Notes Payable | $ 682,033 |
Note 22 - Equity (Details)
Note 22 - Equity (Details) | Sep. 01, 2015USD ($)shares | Jun. 26, 2015USD ($)shares | Jun. 17, 2015shares | Apr. 27, 2015$ / sharesshares | Sep. 12, 2014USD ($)$ / shares | Aug. 31, 2015USD ($) | Aug. 20, 2015 | May. 19, 2015$ / sharesshares | May. 06, 2015shares | Apr. 24, 2015 | Dec. 05, 2014 |
Note 22 - Equity (Details) [Line Items] | |||||||||||
Proceeds from Issuance of Common Stock | $ | $ 5,606,190 | ||||||||||
Percentage of Shares Voted in Favor of Merger | 97.00% | ||||||||||
Dividends, Cash | $ | $ 682,033 | ||||||||||
Common Stock, Dividends, Per Share, Cash Paid | $ / shares | $ 0.46 | ||||||||||
Rights Offering [Member] | |||||||||||
Note 22 - Equity (Details) [Line Items] | |||||||||||
Share Price | $ / shares | $ 2.75 | $ 2.75 | |||||||||
Number of Subscription Rights | 3 | ||||||||||
Number of Common Stock Held of Record | 2 | ||||||||||
Common Stock Purchase from each Subscription Right | 1 | ||||||||||
Common Stock, Shares Subscribed but Unissued | 7,044,894 | ||||||||||
Maximum Number of Stock to be Distributed from Rights Offering | 2,224,020 | 2,224,020 | 2,224,020 | ||||||||
Percent of Shareholders' Subscriptions | 100.00% | ||||||||||
Stock Issued During Period, Shares, New Issues | 1,214,644 | ||||||||||
Percentage of Each Oversubscriber's Requested Shares | 20.12499% | ||||||||||
Proceeds from Issuance of Common Stock, Net | $ | $ 5,606,190 | ||||||||||
Proceeds from Issuance of Common Stock | $ | 6,116,055 | ||||||||||
Rights Offering Expense | $ | $ 509,865 | ||||||||||
The Corporation [Member] | |||||||||||
Note 22 - Equity (Details) [Line Items] | |||||||||||
Stock Issued During Period, Shares, New Issues | 335,086 | ||||||||||
Percentage of Shares Voted in Favor of Merger | 99.00% | ||||||||||
Percentage of Outstanding Shares | 76.00% | ||||||||||
Percentage of Shares to be Allocated from Merger | 22.60% | 22.60% | |||||||||
The Corporation [Member] | Holders of Dividend Notes [Member] | |||||||||||
Note 22 - Equity (Details) [Line Items] | |||||||||||
Stock Issued During Period, Shares, New Issues | 444,804 | ||||||||||
Percentage of Shares to be Allocated from Merger | 30.00% | ||||||||||
Per Dollar of Principal Amount of the Dividend Notes Issued | $ | $ 1 | ||||||||||
GSD [Member] | Holders of Common Shares of GSD [Member] | |||||||||||
Note 22 - Equity (Details) [Line Items] | |||||||||||
Stock Issued During Period, Shares, New Issues | 702,790 | ||||||||||
Percentage of Shares Voted in Favor of Merger | 47.40% |
Note 22 - Equity (Details) - Ac
Note 22 - Equity (Details) - Accumulated Other Comprehensive Income (Loss) - USD ($) | 8 Months Ended | 12 Months Ended |
Aug. 31, 2015 | Dec. 31, 2014 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance – January 1, 2014 | $ (633,682) | |
Balance | $ (633,682) | |
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance – January 1, 2014 | (652,393) | 183,962 |
Balance | (1,411,042) | (652,393) |
Other comprehensive income before reclassifications | (758,649) | (511,357) |
Amounts reclassified from accumulated other comprehensive income | (324,998) | |
Net current period other comprehensive income (loss) | (758,649) | (836,355) |
Accumulated Net Investment Gain (Loss) Attributable to Parent [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance – January 1, 2014 | 18,711 | (65,173) |
Balance | 8,549 | 18,711 |
Other comprehensive income before reclassifications | (10,162) | 83,884 |
Net current period other comprehensive income (loss) | (10,162) | 83,884 |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance – January 1, 2014 | (633,682) | 118,789 |
Balance | (1,402,493) | (633,682) |
Other comprehensive income before reclassifications | (768,811) | (427,473) |
Amounts reclassified from accumulated other comprehensive income | (324,998) | |
Net current period other comprehensive income (loss) | $ (768,811) | $ (752,471) |
Note 23 - Significant Tenants (
Note 23 - Significant Tenants (Details) - Rental Income [Member] - Customer Concentration Risk [Member] | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Note 23 - Significant Tenants (Details) [Line Items] | ||
Number of Major Customers | 3 | 3 |
Customer 1 [Member] | ||
Note 23 - Significant Tenants (Details) [Line Items] | ||
Concentration Risk, Percentage | 8.00% | 8.00% |
Customer 2 [Member] | ||
Note 23 - Significant Tenants (Details) [Line Items] | ||
Concentration Risk, Percentage | 6.00% | 5.00% |
Customer 3 [Member] | ||
Note 23 - Significant Tenants (Details) [Line Items] | ||
Concentration Risk, Percentage | 5.00% | 5.00% |
Note 24 - Contingencies (Detail
Note 24 - Contingencies (Details) - Putative Class Action Lawauit Further Action [Member] - USD ($) | Aug. 14, 2015 | Dec. 31, 2015 |
Note 24 - Contingencies (Details) [Line Items] | ||
Loss Contingency, Damages Sought, Value | $ 650,000 | |
Loss Contingency, Range of Possible Loss, Portion Not Accrued | $ 350,000 | |
Loss Contingency, Range of Possible Loss, Minimum | $ 300,000 |
Note 25 - Related Party Tran100
Note 25 - Related Party Transactions (Details) - Not-for-profit Corporation [Member] | Dec. 31, 2015USD ($)ft² |
Note 25 - Related Party Transactions (Details) [Line Items] | |
Area of Land (in Square Feet) | ft² | 1,905 |
Operating Leases, Future Minimum Payments Due, Next Twelve Months | $ 20,955 |
Operating Leases, Future Minimum Payments Due | $ 62,865 |
Note 26 - Subsequent Events (De
Note 26 - Subsequent Events (Details) | Feb. 04, 2016USD ($)ft² | Jan. 13, 2016USD ($) | Mar. 30, 2016USD ($)a | Mar. 04, 2016USD ($) | Feb. 10, 2016USD ($) | Dec. 31, 2014USD ($) |
Note 26 - Subsequent Events (Details) [Line Items] | ||||||
Disposal Group, Including Discontinued Operation, Property, Plant and Equipment | $ 18,371,577 | |||||
Subsequent Event [Member] | Fairfax Medical Center [Member] | ||||||
Note 26 - Subsequent Events (Details) [Line Items] | ||||||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 2 years | |||||
Area of Real Estate Property (in Square Feet) | ft² | 4,700 | |||||
Operating Leases, Rent Expense, Contingent on Vacancies | $ 210,000 | |||||
Subsequent Event [Member] | Fairfax Medical Center [Member] | JAG [Member] | ||||||
Note 26 - Subsequent Events (Details) [Line Items] | ||||||
Disposal Group, Including Discontinued Operation, Property, Plant and Equipment | 14,315,000 | |||||
Earnest Money Deposits | 250,000 | |||||
Additional Earnest Money Deposits | $ 250,000 | |||||
Subsequent Event [Member] | Property at 4 Medical Drive [Member] | 4 Medical Drive Associates LLC [Member] | ||||||
Note 26 - Subsequent Events (Details) [Line Items] | ||||||
Disposal Group, Including Discontinued Operation, Property, Plant and Equipment | $ 900,000 | |||||
Earnest Money Deposits | $ 90,000 | |||||
Subsequent Event [Member] | Property at 8 Medical Drive [Member] | PMC Equities 8 LLC [Member] | ||||||
Note 26 - Subsequent Events (Details) [Line Items] | ||||||
Disposal Group, Including Discontinued Operation, Property, Plant and Equipment | $ 820,000 | |||||
Earnest Money Deposits | $ 82,000 | |||||
Property at 6 Medical Drive [Member] | Subsequent Event [Member] | Six Med Realty, LLC [Member] | ||||||
Note 26 - Subsequent Events (Details) [Line Items] | ||||||
Proceeds from Sale of Property, Plant, and Equipment | $ 850,000 | |||||
Undeveloped Land Parcel [Member] | Subsequent Event [Member] | ||||||
Note 26 - Subsequent Events (Details) [Line Items] | ||||||
Area of Land (in Acres) | a | 4 | |||||
Business Combination, Contingent Consideration, Asset | $ 150,000 |