REAL ESTATE | REAL ESTATE As of March 31, 2023, the Company’s portfolio of real estate was composed of four office buildings containing 599,030 rentable square feet, which were collectively 71.6% occupied. Information presented in this Note 4 includes the Commonwealth Building; however, as of February 13, 2023, the Company was in maturity default with respect to the Commonwealth Building Mortgage Loan (as discussed in Note 6) and the Company anticipates that it may relinquish ownership of the property to the lender in a foreclosure transaction or other alternative to foreclosure in satisfaction of the mortgage as the property is valued at less than the outstanding debt. The following table provides summary information regarding the properties owned by the Company as of March 31, 2023 (in thousands): Property Date Acquired City State Property Type Total Real Estate at Cost (1) Accumulated Depreciation and Amortization (1) Total Real Estate, Net (1) Commonwealth Building 06/30/2016 Portland OR Office $ 38,389 $ (1,133) $ 37,256 The Offices at Greenhouse 11/14/2016 Houston TX Office 46,050 (13,574) 32,476 Institute Property 11/09/2017 Chicago IL Office 24,930 (263) 24,667 210 W. Chicago 10/05/2020 Chicago IL Office 4,699 (300) 4,399 $ 114,068 $ (15,270) $ 98,798 _____________________ (1) Amounts presented are net of impairment charges and write-offs of fully depreciated/amortized assets. As of March 31, 2023, the following properties each represented more than 10% of the Company’s total assets: Property Location Rentable Square Feet Total Real Estate, Net Percentage of Total Assets Annualized Base Rent (in thousands) (1) Average Annualized Base Rent per sq. ft. Occupancy Commonwealth Building Portland, OR 224,122 $ 37,256 33.0 % $ 2,847 $ 28.50 44.6 % The Offices at Greenhouse Houston, TX 203,284 32,476 28.7 % 3,885 20.56 92.9 % Institute Property Chicago, IL 155,385 24,667 21.8 % 3,736 28.92 83.1 % _____________________ (1) Annualized base rent represents annualized contractual base rental income as of March 31, 2023, adjusted to straight-line any contractual tenant concessions (including free rent), rent increases and rent decreases from the lease’s inception through the balance of the lease term. Operating Leases The Company’s real estate properties are leased to tenants under operating leases for which the terms and expirations vary. As of March 31, 2023, the leases had remaining terms, excluding options to extend, of up to 7.9 years with a weighted-average remaining term of 3.1 years. Some of the leases have provisions to extend the term of the leases, options for early termination for all or a part of the leased premises after paying a specified penalty, and other terms and conditions as negotiated. The Company retains substantially all of the risks and benefits of ownership of the real estate assets leased to tenants. Generally, upon the execution of a lease, the Company requires a security deposit from the tenant in the form of a cash deposit and/or a letter of credit. The amount required as a security deposit varies depending upon the terms of the respective lease and the creditworthiness of the tenant, but generally is not a significant amount. Therefore, exposure to credit risk exists to the extent that a receivable from a tenant exceeds the amount of its security deposit. Security deposits received in cash related to tenant leases are included in other liabilities in the accompanying consolidated balance sheets and totaled $0.7 million and $0.8 million as of March 31, 2023 and December 31, 2022, respectively. During the three months ended March 31, 2023 and 2022, the Company recognized deferred rent from tenants, net of lease incentive amortization, of $0.2 million and $0.2 million, respectively. As of March 31, 2023 and December 31, 2022, the cumulative deferred rent balance was $5.6 million and $5.3 million, respectively, and is included in rents and other receivables on the accompanying consolidated balance sheets. The cumulative deferred rent balance included $2.2 million and $2.1 million of unamortized lease incentives as of March 31, 2023 and December 31, 2022, respectively. As of March 31, 2023, the future minimum rental income from the Company’s properties under its non-cancelable operating leases was as follows (in thousands): April 1, 2023 through December 31, 2023 $ 7,966 2024 10,057 2025 7,416 2026 7,184 2027 5,465 Thereafter 7,090 $ 45,178 As of March 31, 2023, the Company had a concentration of credit risk related to AECOM, one of the tenants in The Offices at Greenhouse, which operates in the engineering industry, which represented 27% of the Company’s annualized base rent. The tenant individually occupied 135,727 rentable square feet or approximately 23% of the total rentable square feet of the Company’s real estate portfolio, which expires on December 31, 2024, with two five-year extension options. As of March 31, 2023, the annualized base rent for this tenant was approximately $2.9 million or $21.37 per square foot. No other tenant represented more than 10% of the Company’s annualized base rent. As of March 31, 2023, the Company’s real estate properties were leased to 47 tenants over a diverse range of industries. The Company’s highest tenant industry concentration (greater than 10% of annualized base rent) was as follows: Industry Number of Tenants Annualized Base Rent (1) (in thousands) Percentage of Annualized Base Rent Professional, scientific and technical 6 $ 3,968 36.4 % Computer system design and related services 3 1,375 12.6 % $ 5,343 49.0 % _____________________ (1) Annualized base rent represents annualized contractual base rental income as of March 31, 2023, adjusted to straight-line any contractual tenant concessions (including free rent), rent increases and rent decreases from the lease’s inception through the balance of the lease term. As of March 31, 2023, no other tenant industries accounted for more than 10% of annualized base rent. Impairment of Real Estate During the three months ended March 31, 2022, the Company recorded non-cash impairment charges of $3.3 million to write down the carrying values of the Commonwealth Building in Portland, Oregon and the Institute Property in Chicago, Illinois, to their estimated fair values as follows: • Commonwealth Building - The impairment was a result of a decrease in occupancy and changes in cash flow estimates including a change in leasing projections, which triggered the future estimated undiscounted cash flows to be lower than the net carrying value of the property. The Company was projecting longer lease-up periods for the vacant space as demand for office space in Portland has significantly declined as a result of both the COVID-19 pandemic, with employees continuing to work from home, and the impact of the disruptions caused by protests and demonstrations and increased crime in the downtown area. • Institute Property - The impairment was as a result of changes in cash flow estimates including a change in leasing projections, which triggered the future estimated undiscounted cash flows to be lower than the net carrying value of the property. The decrease in cash flow projections was primarily due to reduced demand for the office space at the property resulting in longer lease-up periods and a decrease in projected rental rates due to the COVID-19 pandemic which resulted in additional challenges to re-lease the vacant space. The Company did not record any impairment charges on its real estate properties during the three months ended March 31, 2023. |