TRANSACTIONS WITH RELATED PARTIES | NOTE 12 – TRANSACTIONS WITH RELATED PARTIES The Sponsor and its affiliates will not require repayment of acquisition related costs (fee), certain offering costs, mortgage financing fee and Sponsor non-interest bearing advances until subsequent to 12 months from the issuance of this report or upon liquidation if earlier. The following table summarizes the Company’s related party transactions for the period from January 1, 2018 through December 18, 2018 and the years ended December 31, 2017 and 2016. Period from January 1, 2018 Unpaid Amounts through Year ended December 31, As of December 31, December 18, 2018 2017 2016 2018 2017 General and administrative reimbursements (a) $ 579,045 $ 421,349 $ 421,673 $ 97,041 $ 98,863 Affiliate share purchase discounts (b) — 24,530 19,356 — — Total general and administrative costs $ 579,045 $ 445,879 $ 441,029 $ 97,041 $ 98,863 Acquisition related costs (c) $ — $ 218,858 $ 11,402 $ 686,250 $ 686,250 Offering costs (d) $ 20,151 $ 1,701,166 $ 2,588,020 $ 1,011,419 $ 1,609,242 Reimbursement of offering costs (e) $ 3,976 $ 6,071,748 $ — $ 432,228 $ 428,252 Business management fee (f) $ 605,378 $ 476,842 $ 274,520 $ 965,526 $ 342,837 Mortgage financing fee (g) $ — $ — $ — $ 114,375 $ 114,375 Sponsor non-interest bearing advances (h) $ — $ — $ — $ 1,950,000 $ 1,950,000 Property management fee $ 402,201 $ 286,357 $ 157,757 $ — $ — Property operating expenses 933,790 690,526 350,960 — 43,334 Total property operating expenses (i) $ 1,335,991 $ 976,883 $ 508,717 $ — $ 43,334 (a) The Business Manager and its affiliates are entitled to reimbursement for certain general and administrative expenses incurred relating to the Company’s administration. Such costs are included in general and administrative expenses in the accompanying consolidated statements of operations. Unpaid amounts are included in due to related parties in the accompanying consolidated statement of net assets as of December 31, 2018 and the consolidated balance sheet as of December 31, 2017. (b) The Company established a discount stock purchase policy for affiliates and affiliates of the Business Manager that enabled them to purchase Class A Shares at $22.81 per share. The Company sold 0, 11,201 and 8,838 shares to affiliates for the period from January 1, 2018 through December 18, 2018 and the years ended December 31, 2017 and 2016, respectively. (c) Prior to August 8, 2016 under the Business Management Agreement, the Company was required to pay the Business Manager or its affiliates an acquisition fee equal to 1.5% of the “contract purchase price,” as defined in that agreement, of each property and real estate-related asset acquired. The Business Management Agreement was amended to, among other things, delete the obligation to pay acquisition fees, real estate sales commissions and mortgage financing fees payable to the Business Manager by the Company with respect to transactions occurring on or after August 8, 2016. The Business Manager and its affiliates continue to be reimbursed for acquisition related costs of the Business Manager and its affiliates relating to the Company’s acquisition of properties and real estate assets, regardless of whether the Company acquires the properties or real estate assets, subject to the limits provided in the amended agreement. There were no related party acquisition costs incurred during the period from January 1, 2018 through December 18, 2018. For the year ended December 31, 2017, of the $218,858 in related party acquisition costs and fees, $164,067 were capitalized in the accompanying consolidated balance sheets and $54,791 of such costs are included in acquisition related costs in the accompanying consolidated statements of operations. Acquisition fees earned prior to August 8, 2016, which have been previously accrued for and are owed to the Business Manager, are expected to be paid in the future and are included in due to related parties in the accompanying consolidated statement of net assets as of December 31, 2018 and the consolidated balance sheet as of December 31, 2017. The Business Manager will not require the repayment of $686,250 until at least one-year after the filing date of this report or upon liquidation, if earlier. (d) The Company reimbursed the Sponsor and its affiliates for costs and other expenses of the Offering. Offering costs are offset against the stockholders’ equity accounts. As of December 31, 2018, unpaid amounts are included in due to related parties in the consolidated statement of net assets, and as of December 31, 2017, unpaid amounts are included in the consolidated balance sheet. An affiliate of the Business Manager also received selling commissions equal to 6.0% of the sale price for each Class A Share sold, 2.0% of the sale price for each Class T Share sold and 3.0% of the sale price for each Class T-3 Share sold and a dealer manager fee equal to 2.75% of the sale price for each Class A and Class T Share sold and 2.5% of the sale price for each Class T-3 Share sold, the majority of which was re-allowed (paid) to third party soliciting dealers. The Company did not pay selling commissions or the dealer manager fee in connection with shares issued through the DRP and paid no or reduced selling commissions and dealer manager fees in connection with certain special sales. Prior to November 1, 2018, the Company paid a distribution and stockholder servicing fee equal to 1.0% per annum of the purchase price per share (or, once reported, the amount of the Company’s estimated value per share) for each Class T Share and Class T-3 Share sold in the Offering. The fee was not paid at the time of the purchase. The Company accounted for the total fee as a charge to equity at the time each Class T Share or Class T-3 Share was sold in the Offering and recorded a corresponding payable in due to related parties. The distribution and stockholder servicing fee was payable monthly in arrears as it became contractually due. At December 31, 2018, there was no unpaid distribution and stockholder servicing fee. At December 31, 2017, the unpaid fee was equal to $551,298 and was recorded in due to related parties in the accompanying consolidated balance sheet. The Sponsor will not require the repayment of $1,011,419 until at least one-year after the filing date of this report or upon liquidation, if earlier. (e) Organization and offering expenses, excluding selling commissions and dealer manager fees (“other organization and offering expenses”), could not exceed 2.0% of the gross Offering proceeds (the “maximum expense cap”). To the extent that other organization and offering expenses exceeded the maximum expense cap, the excess expenses were required to be paid by the Business Manager with no recourse to the Company. Other organization and offering expenses exceeded the maximum expense cap. Total offering costs were $10,972,727, of which $7,070,590 were other organization and offering expenses subject to the maximum expense cap. These expenses include registration and filing fees, legal and accounting fees, printing and mailing expenses, bank fees and other administrative expenses. Total proceeds raised in the Offering were $50,140,908, resulting in cap excess of $6,067,772. The Business Manager reimbursed the Company an estimated amount of $6,500,000 during the year ended December 31, 2017. This amount includes an overpayment of $432,228 which is included in due to related parties in the accompanying consolidated statement of net assets at December 31, 2018. (f) The Company pays the Business Manager an annual business management fee equal to 0.6% of its “average invested assets,” payable quarterly in an amount equal to 0.15% of the Company’s average invested assets as of the last day of the immediately preceding quarter. “Average invested assets” means, for any period, the average of the aggregate book value of the Company’s assets, including all intangibles and goodwill, invested, directly or indirectly, in equity interests in, and loans secured by, properties, as well as amounts invested in securities or consolidated and unconsolidated joint ventures or other partnerships, before reserves for amortization and depreciation or bad debts, impairments or other similar non-cash reserves, computed by taking the average of these values at the end of each month during the relevant calendar quarter. As of December 31, 2018, unpaid amounts are included in due to related parties in the accompanying consolidated statement of net assets and in the consolidated balance sheet as of December 31, 2017. (g) Prior to August 8, 2016 under the Business Management Agreement, the Company was required to pay the Business Manager, or its affiliates, a mortgage financing fee equal to 0.25% of the amount available or borrowed under the financing or the assumed debt if the Business Manager or its affiliates provided services in connection with the origination or refinancing of any debt that the Company obtained and used to finance properties or other assets, or that was assumed, directly or indirectly, in connection with the acquisition of properties or other assets. Pursuant to the amended Business Management Agreement, mortgage financing fees were eliminated with respect to transactions occurring on or after August 8, 2016. Mortgage financing fees earned prior to August 8, 2016, which have been previously accrued for and are owed to the Business Manager, are expected to be paid in the future and are included in due to related parties in the accompanying consolidated statement of net assets as of December 31, 2018, and as of December 31, 2017 in the consolidated balance sheet. The Business Manager will not require the repayment (h) This amount represents non-interest bearing advances made by the Sponsor which the Company intends to repay. Unpaid amounts are included in due to related parties in the accompanying consolidated statement of net assets as of December 31, 2018 and in the consolidated balance sheet as of December 31, 2017. The Sponsor will not require the repayment of $1,950,000 until at least one-year after the filing date of this report, or upon liquidation, if earlier. (i) The Company pays Inland Residential Real Estate Services LLC (the “Real Estate Manager”) a monthly property management fee of up to 4% of the gross income from any property managed directly by the Real Estate Manager or its affiliates. The Real Estate Manager may reduce, in its sole discretion, the amount of the management fee payable in connection with a particular property, subject to these limits. The Company also reimburses the Real Estate Manager and its affiliates for property-level expenses that they pay or incur on the Company’s behalf, including the salaries, bonuses, benefits and severance payments for persons performing services, including without limitation acquisition due diligence services, for the Real Estate Manager and its affiliates (excluding the executive officers of the Real Estate Manager and the Company’s executive officers). |