Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2022 | |
Audit Information [Abstract] | |
Auditor Firm ID | 42 |
Auditor Name | Ernst & Young LLP |
Auditor Location | Phoenix, Arizona |
Cover Page
Cover Page - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Mar. 28, 2023 | |
Cover [Abstract] | ||
Document Type | 10-K | |
Document Annual Report | true | |
Document Period End Date | Dec. 31, 2022 | |
Current Fiscal Year End Date | --12-31 | |
Document Transition Report | false | |
Entity File Number | 000-56274 | |
Entity Registrant Name | VINEBROOK HOMES TRUST, INC. | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 83-1268857 | |
Entity Address, Address Line One | 300 Crescent Court, Suite 700 | |
Entity Address, City or Town | Dallas | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75201 | |
City Area Code | 214 | |
Local Phone Number | 276-6300 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
ICFR Auditor Attestation Flag | false | |
Entity Shell Company | false | |
Entity Public Float | $ 0 | |
Entity Common Stock, Shares Outstanding | 24,659,727 | |
Documents Incorporated by Reference | Portions of the proxy statement for the registrant’s 2023 Annual Meeting of Stockholders are incorporated by reference in Part III of this Form 10-K. | |
Entity Central Index Key | 0001755755 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | FY | |
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
ASSETS | ||
Land | $ 632,278 | $ 334,191 |
Buildings and improvements | 3,098,258 | 1,391,786 |
Intangible lease assets | 6,319 | 971 |
Total gross operating real estate investments | 3,736,855 | 1,726,948 |
Accumulated depreciation and amortization | (171,648) | (76,789) |
Total net operating real estate investments | 3,565,207 | 1,650,159 |
Real estate held for sale, net | 3,360 | 81 |
Total net real estate investments | 3,568,567 | 1,650,240 |
Investments, at fair value | 2,500 | 2,500 |
Cash | 76,751 | 54,104 |
Restricted cash | 37,998 | 20,893 |
Accounts and other receivables | 13,292 | 8,327 |
Due from Manager (see Note 13) | 1,350 | 2,909 |
Prepaid and other assets | 65,466 | 19,352 |
Interest rate derivatives, at fair value | 70,813 | 0 |
TOTAL ASSETS | 3,836,737 | 1,758,325 |
Liabilities: | ||
Notes payable, net | 947,499 | 376,842 |
Credit facilities, net | 1,580,108 | 391,703 |
Bridge facility, net | 73,622 | 0 |
Accounts payable and other accrued liabilities | 50,515 | 47,208 |
Accrued real estate taxes payable | 34,992 | 19,450 |
Accrued interest payable | 14,945 | 1,690 |
Security deposit liability | 25,605 | 14,295 |
Prepaid rents | 5,936 | 3,341 |
Interest rate derivatives, at fair value | 0 | 3,590 |
Total Liabilities | 2,733,222 | 858,119 |
Redeemable Series A preferred stock, $0.01 par value: 16,000,000 shares authorized; 5,000,000 and 5,000,000 shares issued and outstanding, respectively | 121,662 | 120,896 |
Stockholders' Equity: | ||
Class A Common stock, $0.01 par value: 300,000,000 shares authorized; 24,615,364 and 21,814,248 shares issued and outstanding, respectively | 248 | 219 |
Additional paid-in capital | 737,129 | 651,531 |
Distributions in excess of retained earnings | (160,048) | (68,011) |
Accumulated other comprehensive income/(loss) | 43,999 | (791) |
Total Stockholders' Equity | 621,328 | 582,948 |
TOTAL LIABILITIES AND EQUITY | 3,836,737 | 1,758,325 |
VineBrook | ||
Liabilities: | ||
Redeemable noncontrolling interests | 240,647 | 196,362 |
Variable Interest Entity, Primary Beneficiary | ||
Liabilities: | ||
Redeemable noncontrolling interests | 112,972 | 0 |
Stockholders' Equity: | ||
Noncontrolling interests in consolidated VIEs | $ 6,906 | $ 0 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized (in shares) | 16,000,000 | 16,000,000 |
Preferred stock, issued (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, outstanding (in shares) | 5,000,000 | 5,000,000 |
Common stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, issued (in shares) | 24,615,364 | 24,615,364 |
Common stock, outstanding (in shares) | 21,814,248 | 21,814,248 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenues | |||
Rental income | $ 262,433 | $ 153,424 | $ 74,865 |
Other income | 6,898 | 3,517 | 1,589 |
Total revenues | 269,331 | 156,941 | 76,454 |
Expenses | |||
Property operating expenses | 49,283 | 26,129 | 15,722 |
Real estate taxes and insurance | 47,122 | 27,455 | 15,407 |
Property management fees | 14,692 | 7,621 | 4,611 |
Advisory fees | 16,060 | 8,281 | 3,271 |
Depreciation and amortization | 99,988 | 48,573 | 20,447 |
Interest expense | 60,209 | 25,189 | 10,901 |
Total expenses | 316,366 | 156,882 | 77,470 |
Loss on extinguishment of debt | 3,469 | 0 | 0 |
Loss on sales of real estate | (519) | (203) | (930) |
Investment income | 1,513 | 0 | 0 |
Miscellaneous (loss)/gain, net | (152) | 205 | 281 |
Net (loss)/income | (49,662) | 61 | (1,665) |
Dividends on and accretion to redemption value of Redeemable Series A preferred stock | 8,891 | 8,837 | 1,052 |
Net loss attributable to common stockholders | (38,833) | (8,632) | (2,147) |
Other comprehensive income/(loss) | |||
Unrealized gain/(loss) on interest rate hedges | 52,833 | 11,863 | (17,080) |
Total comprehensive income/(loss) | 3,171 | 11,924 | (18,745) |
Dividends on and accretion to redemption value of Redeemable Series A preferred stock | 8,891 | 8,837 | 1,052 |
Comprehensive income/(loss) attributable to common stockholders | $ 5,957 | $ 727 | $ (13,362) |
Weighted average common shares outstanding - basic (in shares) | 24,599 | 15,366 | 7,175 |
Weighted average common shares outstanding - diluted (in shares) | 24,599 | 15,366 | 7,175 |
Loss per share - basic (in usd per share) | $ (1.58) | $ (0.56) | $ (0.30) |
Loss per share - diluted (in usd per share) | $ (1.58) | $ (0.56) | $ (0.30) |
VineBrook | |||
Expenses | |||
Net loss attributable to redeemable noncontrolling interests in the OP | $ (7,489) | $ (144) | $ (570) |
Other comprehensive income/(loss) | |||
Comprehensive income/(loss) attributable to redeemable noncontrolling interests | 554 | 2,360 | (6,435) |
Variable Interest Entity, Primary Beneficiary | |||
Expenses | |||
Net loss attributable to redeemable noncontrolling interests in the OP | (11,695) | 0 | 0 |
Net loss attributable to noncontrolling interests in consolidated VIEs | (536) | 0 | 0 |
Other comprehensive income/(loss) | |||
Comprehensive income/(loss) attributable to redeemable noncontrolling interests | (11,695) | 0 | 0 |
Comprehensive loss attributable to noncontrolling interests in consolidated VIEs | (536) | 0 | 0 |
Corporate, Non-Segment | |||
Expenses | |||
General and administrative expenses | 11,447 | 7,257 | 4,313 |
Operating Segments | |||
Expenses | |||
General and administrative expenses | $ 17,565 | $ 6,377 | $ 2,798 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | VineBrook | Variable Interest Entity, Primary Beneficiary | Class A Common Stock | Additional Paid-in Capital | Additional Paid-in Capital VineBrook | Additional Paid-in Capital Variable Interest Entity, Primary Beneficiary | Distributions in Excess of Retained Earnings | Accumulated Other Comprehensive Income (Loss) |
Beginning balance (in shares) at Dec. 31, 2019 | 5,162,532 | ||||||||
Beginning balance at Dec. 31, 2019 | $ 107,471 | $ 52 | $ 114,589 | $ (8,235) | $ 1,065 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net loss attributable to common stockholders | (2,147) | (2,147) | |||||||
Issuance of Class A common stock (in shares) | 4,129,621 | ||||||||
Issuance of Class A common stock | 131,544 | $ 41 | 131,503 | ||||||
Redemptions of Class A common stock (in shares) | (44,441) | ||||||||
Redemptions of Class A common stock | (1,413) | (1,413) | |||||||
Offering costs | (983) | (983) | |||||||
Equity-based compensation (in shares) | 13,083 | ||||||||
Equity-based compensation | 1,147 | 1,147 | |||||||
Common stock dividends declared | (15,620) | (15,620) | |||||||
Other comprehensive loss attributable to common stockholders | (11,215) | (11,215) | |||||||
Adjustment to reflect redemption value of redeemable noncontrolling interests in the OP | (34,462) | (34,462) | |||||||
Ending balance (in shares) at Dec. 31, 2020 | 9,260,795 | ||||||||
Ending balance at Dec. 31, 2020 | 174,322 | $ 93 | 210,381 | (26,002) | (10,150) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net loss attributable to common stockholders | (8,632) | (8,632) | |||||||
Issuance of Class A common stock (in shares) | 12,791,228 | ||||||||
Issuance of Class A common stock | 521,817 | $ 128 | 521,689 | ||||||
Redemptions of Class A common stock (in shares) | (282,842) | ||||||||
Redemptions of Class A common stock | (12,665) | $ (2) | (12,663) | ||||||
Offering costs | $ (3,702) | (3,702) | |||||||
Equity-based compensation (in shares) | 45,067 | 45,067 | |||||||
Equity-based compensation | $ 2,335 | 2,335 | |||||||
Common stock dividends declared | (33,377) | (33,377) | |||||||
Other comprehensive loss attributable to common stockholders | 9,359 | 9,359 | |||||||
Adjustment to reflect redemption value of redeemable noncontrolling interests in the OP | (66,509) | (66,509) | |||||||
Ending balance (in shares) at Dec. 31, 2021 | 21,814,248 | ||||||||
Ending balance at Dec. 31, 2021 | 582,948 | $ 219 | 651,531 | (68,011) | (791) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net loss attributable to common stockholders | (38,833) | (38,833) | |||||||
Issuance of Class A common stock (in shares) | 4,176,600 | ||||||||
Issuance of Class A common stock | 226,912 | $ 42 | 226,870 | ||||||
Redemptions of Class A common stock (in shares) | (1,439,129) | ||||||||
Redemptions of Class A common stock | (88,710) | $ (14) | (88,696) | ||||||
Offering costs | $ (1,881) | (1,881) | |||||||
Equity-based compensation (in shares) | 63,645 | 63,645 | |||||||
Equity-based compensation | $ 3,516 | $ 1 | 3,515 | ||||||
Common stock dividends declared | (53,204) | (53,204) | |||||||
Other comprehensive loss attributable to common stockholders | 44,790 | 44,790 | |||||||
Adjustment to reflect redemption value of redeemable noncontrolling interests in the OP | $ (39,024) | $ (15,186) | $ (39,024) | $ (15,186) | |||||
Ending balance (in shares) at Dec. 31, 2022 | 24,615,364 | ||||||||
Ending balance at Dec. 31, 2022 | $ 621,328 | $ 248 | $ 737,129 | $ (160,048) | $ 43,999 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parentheticals) - $ / shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Statement of Stockholders' Equity [Abstract] | |||
Common stock dividends declared (in usd per share) | $ 2.1204 | $ 2.1204 | $ 2.1204 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities | |||
Net (loss)/income | $ (49,662) | $ 61 | $ (1,665) |
Adjustments to reconcile net (loss)/income to net cash provided by operating activities: | |||
Loss on sales of real estate | 519 | 203 | 930 |
Depreciation and amortization | 99,988 | 48,573 | 20,447 |
Non-cash interest amortization | 7,945 | 3,914 | 669 |
Change in fair value of interest rate derivatives included in interest expense | (8,881) | 3,918 | 1,957 |
Net cash received/(paid) on derivative settlements | 313 | (4,290) | (2,315) |
Loss on extinguishment of debt | 3,469 | 0 | 0 |
Equity-based compensation | 6,516 | 4,688 | 2,638 |
Miscellaneous loss/(gain), net | 152 | (205) | (281) |
Changes in operating assets and liabilities, net of effects of acquisitions: | |||
Operating assets | 68 | (5,503) | (1,319) |
Operating liabilities | 47,514 | 13,036 | 8,720 |
Net cash provided by operating activities | 107,941 | 64,395 | 29,781 |
Cash flows from investing activities | |||
Investment in unconsolidated entity | (100,819) | 0 | 0 |
Redemption of investment in unconsolidated entity | 100,819 | 0 | 0 |
Acquisition of NexPoint Homes through VIE consolidation, net of cash received | (47,022) | 0 | 0 |
Net proceeds from sales of real estate | 9,988 | 2,071 | 7,160 |
Prepaid acquisition deposits | (41,181) | (15,603) | (16,484) |
Insurance proceeds received | 965 | 842 | 846 |
Acquisitions of real estate investments | (1,431,413) | (866,002) | (171,517) |
Additions to real estate investments | (212,207) | (91,430) | (64,891) |
Acquisition of limited partnership investment | 0 | (2,500) | 0 |
Net cash used in investing activities | (1,720,870) | (972,622) | (244,886) |
Cash flows from financing activities | |||
Notes payable proceeds received | 288,475 | 125,000 | 11,793 |
Notes payable payments | (8,615) | (9,939) | (157) |
Credit facilities proceeds received | 1,190,000 | 430,000 | 20,000 |
Credit facilities principal payments | 0 | (115,000) | 0 |
Bridge facilities proceeds received | 425,000 | 0 | 0 |
Bridge facilities principal payments | (350,000) | 0 | 0 |
NREO Note repayment | 0 | (1,250) | 0 |
Financing costs paid | (15,150) | (11,889) | (485) |
Interest rate cap premium paid | (12,673) | 0 | 0 |
Proceeds from issuance of Class A common stock received in advance | 0 | 26,541 | 0 |
Redemptions of Class A common stock paid | (77,884) | (6,387) | (1,413) |
Offering costs paid | (2,222) | (3,466) | (878) |
Dividends paid to common stockholders | (25,137) | (15,920) | (8,040) |
Payments for taxes related to net share settlement of stock-based compensation | (555) | (345) | 0 |
Proceeds from issuance of redeemable Series A preferred stock, net of offering costs | 0 | 35,117 | 84,940 |
Preferred stock dividends paid | (8,125) | (7,019) | 0 |
Contributions from noncontrolling interests in consolidated VIEs | 1,652,681 | 946,128 | 234,371 |
Change in cash and restricted cash | 39,752 | 37,901 | 19,266 |
Cash and restricted cash, beginning of year | 74,997 | 37,096 | 17,830 |
Cash and restricted cash, end of year | 114,749 | 74,997 | 37,096 |
Supplemental Disclosure of Cash Flow Information | |||
Interest paid, net of amount capitalized | 42,991 | 11,953 | 8,581 |
Cash paid for income and franchise taxes | 262 | 304 | 281 |
Supplemental Disclosure of Noncash Activities | |||
Assumed liabilities in asset acquisitions | 3,829 | 5,027 | 584 |
Accrued distributions payable to redeemable noncontrolling interests in the OP | 1,259 | 941 | 647 |
Accrued redemptions payable to common stockholders | 17,094 | 6,278 | 0 |
Accrued capital expenditures | 5,227 | 2,045 | 0 |
Accretion to redemption value of Redeemable Series A preferred stock | 766 | 712 | 127 |
Fair market value adjustment on assumed debt | 89 | 0 | 138 |
Noncash or part noncash acquisition, debt assumed | 13,582 | 0 | 11,654 |
Offering costs accrued | 0 | 341 | 105 |
Issuance of Class A common stock related to DRIP dividends | 29,408 | 16,638 | 7,219 |
DRIP dividends to common stockholders | (29,408) | (16,638) | (7,219) |
VineBrook | |||
Cash flows from financing activities | |||
Contributions from redeemable noncontrolling interests | 9,221 | 4,926 | 10,000 |
Distributions to redeemable noncontrolling interests | (5,905) | (5,935) | (3,014) |
Redemptions by redeemable noncontrolling interests in the OP | (350) | 0 | (2,700) |
Supplemental Disclosure of Noncash Activities | |||
Contributions from redeemable noncontrolling interests related to DRIP distributions | 2,026 | 1,633 | 3,872 |
DRIP distributions to redeemable noncontrolling interests | (2,026) | (1,633) | (3,872) |
Variable Interest Entity, Primary Beneficiary | |||
Cash flows from financing activities | |||
Contributions from redeemable noncontrolling interests | 67,640 | 0 | 0 |
Distributions to redeemable noncontrolling interests | (2,088) | 0 | 0 |
Contributions from noncontrolling interests in consolidated VIEs | 7,575 | 0 | 0 |
Distributions to noncontrolling interests in consolidated VIEs | (133) | 0 | 0 |
Supplemental Disclosure of Noncash Activities | |||
Noncash or part noncash acquisition, debt assumed | 278,530 | 0 | 0 |
Contributions from redeemable noncontrolling interests related to DRIP distributions | 2,088 | 0 | 0 |
DRIP distributions to redeemable noncontrolling interests | (2,088) | 0 | 0 |
Contributions from noncontrolling interests in consolidated VIEs related to DRIP distributions | 62 | 0 | 0 |
DRIP distributions to noncontrolling interests in consolidated VIEs | (62) | 0 | 0 |
Real estate investments assumed in acquisition of NexPoint Homes through VIE consolidation | 326,432 | 0 | 0 |
Earnest money deposits assumed in acquisition of NexPoint Homes through VIE consolidation | 36,838 | 0 | 0 |
Other assets assumed in acquisition of NexPoint Homes through VIE consolidation | 8,729 | 0 | 0 |
Other liabilities assumed in acquisition of NexPoint Homes through VIE consolidation | 4,607 | 0 | 0 |
Noncontrolling interests assumed in acquisition of NexPoint Homes through VIE consolidation | 41,150 | 0 | 0 |
Common Class A | |||
Cash flows from financing activities | |||
Proceeds from issuance of Class A common stock | 173,607 | 501,694 | 124,325 |
Supplemental Disclosure of Noncash Activities | |||
Accrued dividends payable | 748 | 819 | 361 |
Series A Preferred Stock | |||
Supplemental Disclosure of Noncash Activities | |||
Accrued dividends payable | $ 2,031 | $ 4,062 | $ 925 |
Organization and Description of
Organization and Description of Business | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business VineBrook Homes Trust, Inc. (the “Company”, “we”, “us,” “our”) was incorporated in Maryland on July 16, 2018 and has elected to be taxed as a real estate investment trust (“REIT”). The Company is focused on acquiring, renovating, leasing, maintaining and otherwise managing single family rental (“SFR”) home investments primarily located in large to medium size cities and suburbs located in the midwestern, heartland and southeastern United States and providing our residents with affordable, safe and clean dwellings with a high level of service. Substantially all of the Company’s business is conducted through VineBrook Homes Operating Partnership, L.P. (the “OP”), the Company’s operating partnership, as the Company owns its properties indirectly through the OP. VineBrook Homes OP GP, LLC (the “OP GP”), is the general partner of the OP. As of December 31, 2022, there were a combined 24,183,798 Class A, Class B and Class C units of the OP (collectively, “OP Units”), of which 20,366,423 Class A OP Units, or 84.2%, were owned by the Company, 2,691,330 Class B OP Units, or 11.1%, were owned by NexPoint Real Estate Opportunities, LLC (“NREO”), 89,809 Class C OP Units, or 0.4%, were owned by NRESF REIT Sub, LLC (“NRESF”), 141,728 Class C OP Units, or 0.6%, were owned by GAF REIT, LLC (“GAF REIT”) and 894,508 Class C OP Units, or 3.7%, were owned by limited partners that were sellers in the Formation Transaction (defined below) (and in certain instances affiliated with the equity holders of the Manager) (the “VineBrook Contributors”) or other Company insiders. NREO, NRESF and GAF REIT are noncontrolling limited partners unaffiliated with the Company but are affiliates of the Adviser (defined below). The Second Amended and Restated Limited Partnership Agreement of the OP (the “OP LPA”) generally provides that Class A OP Units and Class B OP Units each have 50.0% of the voting power of the OP Units, including with respect to the election of directors to the Partnership Board (defined below in Note 10), and the Class C OP Units have no voting power. Each Class A OP Unit, Class B OP Unit and Class C OP Unit otherwise represents substantially the same economic interest in the OP. The Company began operations on November 1, 2018 as a result of the acquisition of various partnerships and limited liability companies owned and operated by the VineBrook Contributors and other third parties, which owned 4,129 SFR assets located in Ohio, Kentucky and Indiana (the “Initial Portfolio”) for a total purchase price of approximately $330.2 million, including closing and financing costs of $6.0 million (the “Formation Transaction”). On November 1, 2018, the Company accepted subscriptions for 1,097,367 shares of its Class A common stock, par value $0.01 (“Shares”), for gross proceeds of approximately $27.4 million in connection with the Formation Transaction. The proceeds from the issuance of Shares were used to acquire OP Units. The OP used the capital contribution from the Company to fund a portion of the purchase price for the Initial Portfolio. The remaining purchase price and closing costs were funded by a capital contribution totaling $70.7 million from NREO, $8.6 million of equity rolled over from VineBrook Contributors, and $241.4 million from a Federal Home Loan Mortgage Corporation (“Freddie Mac”) mortgage (the “Initial Mortgage”) provided by KeyBank N.A. (“KeyBank”). On May 1, 2019 (the “Release Date”), approximately $1.4 million worth of OP Units were released to various VineBrook Contributors from an indemnity reserve escrow that was established at the time the Initial Portfolio was acquired. From the time the escrow reserve was established until the Release Date, no indemnity claims were made against said escrow. Between November 1, 2018 and December 31, 2022, the Company, through the SPEs (as defined in Note 3) owned by the OP, purchased 20,748 additional homes and sold 220 homes within the VineBrook reportable segment (see Note 15), and through the OP’s consolidated investment in NexPoint Homes (as defined in Note 2) purchased 2,554 additional homes. Together with the Initial Portfolio, the Company, through the OP’s SPEs and its consolidation of NexPoint Homes, indirectly owned an interest in 27,211 homes (the “Portfolio”) in 20 states as of December 31, 2022. The acquisitions of the additional homes in the VineBrook reportable segment were funded by loans (see Note 7), proceeds from the sale of Shares and Preferred Shares (defined below) and excess cash generated from operations. The Company is externally managed by NexPoint Real Estate Advisors V, L.P. (the “Adviser”), through an agreement dated November 1, 2018, subsequently amended and restated on May 4, 2020, and amended on October 25, 2022 (the “Advisory Agreement”). The Advisory Agreement will automatically renew on the anniversary of the renewal date for one-year terms hereafter, unless otherwise terminated. The Adviser provides asset management services to the Company. The OP caused the SPEs to retain VineBrook Homes, LLC (the “Manager”), an affiliate of certain VineBrook Contributors, to renovate, lease, maintain, and operate the VineBrook properties under management agreements (as amended, the “Management Agreements”) that generally have an initial three-year term with one-year automatic renewals, unless otherwise terminated. The Management Agreements are supplemented by a side letter (as amended and restated, the “Side Letter”) by and among the Company, the OP, the OP GP, the Manager and certain of its affiliates. Certain SPEs from time to time may have property management agreements with independent third parties that are not the Manager. These are typically the result of maintaining legacy property managers after an acquisition to help transition the properties to the Manager or, in the case of a future sale, to manage the properties until they are sold. All of the Company’s investment decisions are made by employees of the Adviser and the Manager, subject to general oversight by the OP’s investment committee and the Company’s board of directors (the “Board”). Because the equity holders of the Manager own OP Units, the Manager is considered an affiliate for financial reporting disclosure purposes. The Company’s primary investment objectives are to provide our residents with affordable, safe, clean and functional dwellings with a high level of service through institutional management and a renovation program on the homes purchased, while enhancing the cash flow and value of properties owned. We intend to acquire properties with cash flow growth potential, provide quarterly cash distributions and achieve long-term capital appreciation for our stockholders. On August 28, 2018, the Company commenced the offering of 40,000,000 Shares through a continuous private placement (the “Private Offering”), under regulation D of the Securities Act of 1933, as amended (the “Securities Act”) (and various state securities law provisions) for a maximum of $1.0 billion of its Shares. The Private Offering closed on September 14, 2022. The initial offering price for Shares sold through the Private Offering was $25.00 per Share. The Company conducted periodic closings and sold Shares at the prior net asset value (“NAV”) per share as determined using the valuation methodology recommended by the Adviser and approved by the pricing committee (the “Pricing Committee”) of the Board (the “Valuation Methodology”), plus applicable fees and commissions. The NAV per share is calculated on a fully diluted basis. NAV may differ from the values of our real estate assets as calculated in accordance with accounting principles generally accepted in the United States (“GAAP”). NexPoint Securities, Inc. (the “Dealer Manager”), an entity under common ownership with the Adviser, served as the sole dealer manager for the Private Offering and Raymond James & Associates, Inc. (“Raymond James”) and other unaffiliated broker-dealers served as placement agents (the “Placement Agents”) through selling agreements (“Selling Agreements”) between each Placement Agent and the Company. The Company has adopted a Long-Term Incentive Plan (the “2018 LTIP”) whereby the Board, or a committee thereof, may grant awards of restricted stock units of the Company (“RSUs”) or profits interest units in the OP (“PI Units”) to certain employees of the Adviser and the Manager, or others at the discretion of the Board (including the directors and officers of the Company or other service providers of the Company or the OP). Under the terms of the 2018 LTIP, 426,307 Shares were initially reserved, subject to automatic increase on January 1st of each year beginning with January 1, 2019 by a number equal to 10% of the total number of OP Units and vested PI Units outstanding on December 31st of the preceding year, provided that the Board may act prior to each such January 1st to determine that there will be no increase for such year or that the increase will be less than the number of shares by which the Share Reserve would otherwise increase (the “Share Reserve”). In addition, the Shares available under the 2018 LTIP may not exceed in the aggregate 10% of the number of OP Units and vested PI Units outstanding at the time of measurement (the “Share Maximum”). Grants may be made annually by the Board, or more or less frequently in the Board’s sole discretion. Vesting of grants made under the 2018 LTIP will occur over a period of time as determined by the Board and may include the achievement of performance metrics, also as determined by the Board in its sole discretion. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Accounting and Use of Estimates The accompanying consolidated financial statements are presented in accordance with GAAP and the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the dates of the consolidated financial statements and the amounts of revenues and expenses during the reporting periods. Actual amounts realized or paid could differ from those estimates. References to number of properties are unaudited. In the opinion of management, all adjustments and eliminations necessary for the fair presentation of the Company’s financial position as of December 31, 2022 and December 31, 2021 and results of operations for the years ended December 31, 2022, 2021 and 2020 have been included. Principles of Consolidation The Company accounts for subsidiary partnerships, limited liability companies, joint ventures and other similar entities in which it holds an ownership interest in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 810, Consolidation . The Company first evaluates whether each entity is a variable interest entity (“VIE”). Under the VIE model, the Company consolidates an entity when it has control to direct the activities of the VIE and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. If the Company determines the entity is not a VIE, it evaluates whether the entity should be consolidated under the voting model. The Company consolidates an entity when it controls the entity through ownership of a majority voting interest. As of December 31, 2022, the Company has determined it must consolidate the OP, its subsidiaries and the OP’s investment in NexPoint Homes Trust, Inc. (“NexPoint Homes”) (see Note 5) under the VIE model as it was determined the Company both controls the direct activities of the OP and its investments, including NexPoint Homes, and has the right to receive benefits that could potentially be significant to the OP, its subsidiaries and its investment in NexPoint Homes. The Company has control to direct the activities of the OP and its subsidiaries because the OP GP must generally receive approval of the Board to take any actions. The Company has control to direct the activities of NexPoint Homes because the OP owns approximately 89% of the outstanding equity of NexPoint Homes and the parties that beneficially own over 99% of the operating partnership of NexPoint Homes are related parties to the Company as of December 31, 2022. The consolidated financial statements include the accounts of the Company and its subsidiaries, including the OP, its subsidiaries, and NexPoint Homes. All significant intercompany accounts and transactions have been eliminated in consolidation. OP Units and equity interests in consolidated VIEs that are not owned by the Company are presented as noncontrolling interests in the consolidated financial statements, and income or loss generated is allocated between the Company and the noncontrolling interests based upon their relative ownership percentages. In these consolidated financial statements, redeemable noncontrolling interests in the OP are exclusive of any interests in NexPoint Homes and its SFR OP (as defined in Note 5). Noncontrolling interests in consolidated VIEs are representative of interests in NexPoint Homes and redeemable noncontrolling interests in consolidated VIEs are representative of interests in the SFR OP (as defined in Note 5). Real Estate Investments Upon acquisition, we evaluate our acquired SFR properties for purposes of determining whether a transaction should be accounted for as an asset acquisition or business combination. Since substantially all of the fair value of our acquired properties is concentrated in a single identifiable asset or group of similar identifiable assets and the acquisitions do not include a substantive process, our purchases of homes or portfolios of homes qualify as asset acquisitions. Accordingly, upon acquisition of a property, the purchase price and related acquisition costs (“Total Consideration”) are allocated to land, buildings, improvements, fixtures, and intangible lease assets based upon their relative fair values. The allocation of Total Consideration, which is determined using inputs that are classified within Level 3 of the fair value hierarchy established by FASB ASC 820, Fair Value Measurement (“ASC 820”) (see Note 8), is based on an independent third-party valuation firm’s estimate of the fair value of the tangible and intangible assets and liabilities acquired or management's internal analysis based on market knowledge obtained from historical transactions. The valuation methodology utilizes market comparable information, depreciated replacement cost and other estimates in allocating value to the tangible assets. The allocation of the Total Consideration to intangible lease assets represents the value associated with the in-place leases, as one month’s worth of effective gross income (rental revenue, less credit loss allowance, plus other income) as the average downtime of the assets in the portfolio is approximately one month and the assets in the portfolio are leased on a gross rental structure. If any debt is assumed in an acquisition, the difference between the fair value, which is estimated using inputs that are classified within Level 2 of the fair value hierarchy, and the face value of debt is recorded as a premium or discount and amortized or accreted as interest expense over the life of the debt assumed. Real estate assets, including land, buildings, improvements, fixtures, and intangible lease assets are stated at historical cost less accumulated depreciation and amortization. Costs incurred in making repairs and maintaining real estate assets are expensed as incurred. Expenditures for improvements, renovations, and replacements are capitalized at cost. The Company also incurs indirect costs to prepare acquired properties for rental. These costs are capitalized to the cost of the property during the period the property is undergoing activities to prepare it for its intended use. We capitalize interest, real estate taxes, insurance, utilities and other indirect costs as costs of the property only during the period for which activities necessary to prepare an asset for its intended use are ongoing, provided that expenditures for the asset have been made and the costs have been incurred. Upon completion of the renovation of our properties, all costs of operations, including repairs and maintenance, are expensed as incurred, unless the renovation meets the Company’s capitalization criteria. Real estate-related depreciation and amortization are computed on a straight-line basis over the estimated useful lives as described in the following table: Land Not depreciated Buildings 27.5 years Improvements and other assets 3 - 15 years Acquired improvements and fixtures 1 - 7 years Intangible lease assets 6 months As of December 31, 2022, the gross balance and accumulated amortization related to the intangible lease assets was $6.3 million and $5.1 million, respectively. As of December 31, 2021, the gross balance and accumulated amortization related to the intangible lease assets was $1.0 million and $0.5 million, respectively. For the years ended December 31, 2022, 2021 and 2020, the Company recognized approximately $9.4 million, $6.3 million and $1.1 million, respectively, of amortization expense related to the intangible lease assets. Real estate assets are reviewed for impairment quarterly or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Significant indicators of impairment may include, but are not limited to, declines in home values, rental rates or occupancy percentages, as well as significant changes in the economy. In such cases, the Company will evaluate the recoverability of the assets by comparing the estimated future cash flows expected to result from the use and eventual disposition of each asset to its carrying amount and provide for impairment if such undiscounted cash flows are insufficient to recover the carrying amount. If impaired, the real estate asset will be written down to its estimated fair value. The process whereby we assess our SFR homes for impairment requires significant judgment and assessment of factors that are, at times, subject to significant uncertainty. No significant impairments on operating properties were recorded during the years ended December 31, 2022, 2021 and 2020. Cash and restricted cash The Company maintains cash at multiple financial institutions and, at times, these balances exceed federally insurable limits. As a result, there is a concentration of credit risk related to amounts on deposit. We believe any risks are mitigated through the size of the financial institutions at which our cash balances are held. Restricted cash represents cash deposited in accounts related to security deposits, property taxes, insurance premiums and deductibles and other lender-required escrows. Amounts deposited in the reserve accounts associated with the loans can only be used as provided for in the respective loan agreements, and security deposits held pursuant to lease agreements are required to be segregated. The following table provides a reconciliation of cash and restricted cash reported on the consolidated balance sheets that sum to the total of such amount shown in the consolidated statements of cash flows (in thousands): December 31, 2022 December 31, 2021 December 31, 2020 Cash $ 76,751 $ 54,104 $ 31,225 Restricted cash 37,998 20,893 5,871 Total cash and restricted cash $ 114,749 $ 74,997 $ 37,096 Revenue Recognition The Company’s primary operations consist of rental income earned from its residents under lease agreements typically with terms of one year or less. As a result of the adoption of ASC 842, Leases , on January 1, 2019, the Company classifies the SFR property leases as operating leases and elects to not separate the lease component, comprised of rents from SFR properties, from the associated non-lease component, comprised of fees from SFR properties and resident charge-backs. The combined component is accounted for under the new lease accounting standard while certain resident reimbursements are accounted for as variable payments under the revenue accounting guidance. Rental income is recognized when earned. This policy effectively results in income recognition on a straight-line basis over the related terms of the leases. Resident reimbursements and other income consist of charges billed to residents for utilities, resident-caused damages, pets, and administrative, application and other fees and are recognized when earned. Historically, the Company has used a direct write-off method for uncollectible rents; wherein uncollectible rents are netted against rental income. In response to the COVID-19 pandemic, the Company additionally has established a reserve for any accounts receivable that are not expected to be collectible, which are netted against rental income. For the years ended December 31, 2022, 2021 and 2020, rental income includes $10.7 million, $6.5 million and $2.6 million of variable lease payments, respectively. Gains or losses on sales of properties are recognized pursuant to the provisions included in ASC 610-20, Other Income . We recognize a full gain or loss on sale, which is presented in loss on sales of real estate on the consolidated statements of operations and comprehensive income (loss), when the derecognition criteria under ASC 610-20 have been met. In April 2020, the FASB issued a Staff Q&A on accounting for leases during the COVID-19 pandemic, focused on the application of lease guidance in ASC 842. The Q&A states that some lease contracts may contain explicit or implicit enforceable rights and obligations that require lease concessions if certain circumstances arise that are beyond the control of the parties to the contract. Therefore, entities would need to perform a lease-by-lease analysis to determine whether contractual provisions in an existing lease agreement provide enforceable rights and obligations related to lease concessions. The FASB determined it would be acceptable for entities to not perform a lease-by-lease analysis regarding rent concessions resulting from COVID-19, and to instead make a policy election regarding rent concessions, which would give entities the option to account or not to account for these rent concessions as lease modifications if the total payments required by the modified contract are substantially the same or less than the total payments required by the original contract. Entities making the election to account for these rent concessions as lease modifications would recognize the effects of rent abatements and rent deferrals on a prospective straight-line basis over the remainder of the modified contract. We have made the election to not perform a lease-by-lease analysis to determine whether contractual provisions in an existing lease agreement provide enforceable rights and obligations related to payment plans. By electing the FASB relief, we have also made an accounting policy election to not account for rent deferrals provided to lessees due to the COVID-19 pandemic as lease modifications. Lessees are required to pay the full outstanding balance of the rent deferred over the period of the payment plan. Redeemable Securities Included in the Company’s consolidated balance sheets are redeemable noncontrolling interests in the OP, redeemable noncontrolling interests in consolidated VIEs, and 6.50% Series A Cumulative Redeemable Preferred Stock (the “Preferred Shares”). These interests are presented in the “mezzanine” section of the consolidated balance sheets because they do not meet the functional definition of a liability or equity under current accounting literature. The Company accounts for these under the provisions of ASC Topic 480-10-S99-3A, paragraph 15(b). In accordance with ASC Topic 480-10-S99, since the redeemable noncontrolling interests in the OP and redeemable noncontrolling interests in consolidated VIEs have a redemption feature, they are measured at their redemption value if such value exceeds the carrying value of interests. The redemption value is based on the NAV per unit at the measurement date. The offset to the adjustment to the carrying amount of the redeemable noncontrolling interests in the OP and redeemable noncontrolling interests in consolidated VIEs is reflected in the Company’s additional paid-in capital on the consolidated balance sheets. In accordance with ASC Topic 480-10-S99, the Preferred Shares are measured at their carrying value plus the accretion to their future redemption value on the balance sheet. The accretion is reflected in the Company’s dividends on and accretion to redemption value of Series A redeemable preferred stock on the consolidated statements of operations and comprehensive income (loss). Earnings (Loss) Per Share Basic earnings (loss) per share is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of the Company’s common stock outstanding, which excludes any unvested RSUs and PI Units issued pursuant to the 2018 LTIP. Diluted earnings (loss) per share is computed by adjusting basic earnings (loss) per share for the dilutive effects of the assumed vesting of RSUs and PI Units and the conversion of OP Units and vested PI Units to Shares. During periods of net loss, the assumed vesting of RSUs and PI Units and the conversion of OP Units and vested PI Units to Shares is anti-dilutive and is not included in the calculation of earnings (loss) per share. The following table sets forth the computation of basic and diluted earnings (loss) per share for the periods presented (in thousands, except per share amounts): For the Year Ended December 31, 2022 2021 2020 Numerator for loss per share: Net (loss)/income $ (49,662) $ 61 $ (1,665) Less: Dividends on and accretion to redemption value of Redeemable Series A preferred stock 8,891 8,837 1,052 Net loss attributable to redeemable noncontrolling interests in the OP (7,489) (144) (570) Net loss attributable to redeemable noncontrolling interests in consolidated VIEs (11,695) — — Net loss attributable to noncontrolling interests in consolidated VIEs (536) — — Net loss attributable to common stockholders $ (38,833) $ (8,632) $ (2,147) Denominator for earnings (loss) per share: Weighted average common shares outstanding - basic 24,599 15,366 7,175 Weighted average unvested RSUs, PI Units, and OP Units (1) — — — Weighted average common shares outstanding - diluted 24,599 15,366 7,175 Earnings (loss) per weighted average common share: Basic $ (1.58) $ (0.56) $ (0.30) Diluted $ (1.58) $ (0.56) $ (0.30) (1) For the years ended December 31, 2022, 2021 and 2020, excludes approximately 4,353,000 shares, 4,067,000 shares and 3,569,000 shares, respectively, related to the assumed vesting of RSUs and PI Units and the conversion of OP Units and vested PI Units to Shares, as the effect would have been anti-dilutive. Segment Reporting Under the provision of ASC 280, Segment Reporting , the Company has determined that it has two reportable segments, VineBrook and NexPoint Homes. Both reportable segments involve activities related to acquiring, renovating, developing, leasing and operating SFR homes as rental properties. The Company’s management allocates resources and evaluates operating performance across the two segments. The VineBrook reportable segment is the legacy reportable segment and represents the majority of the Company’s operations and generally purchases homes to implement a value-add strategy. The NexPoint Homes reportable segment was formed June 8, 2022 and represents a supplemental reportable segment that generally purchases newer homes that require less rehabilitation compared to the VineBrook reportable segment. Within the VineBrook reportable segment, the Company had a geographic market concentration in one market (Cincinnati) that represents more than 10% of the total gross book value of SFR homes as of December 31, 2022. Recent Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) (“ASU 2020-04”). ASU 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the year ended December 31, 2022, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company has elected practical expedients within FASB ASU 2020-04 related to replacing the source of hedged transactions and continues evaluating the impact the adoption of this ASU will have on the Company’s consolidated financial statements. In December 2022, the FASB issued ASU 2022-06, Deferral of the Sunset Date of Topic 848 (“ASU 2022-06”) which was issued to defer the sunset date of Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform to December 31, 2024. ASU 2022-06 is effective immediately for all companies. ASU 2022-06 will have no impact on the Company’s consolidated financial statements for the year ended December 31, 2022. |
Investments in Subsidiaries
Investments in Subsidiaries | 12 Months Ended |
Dec. 31, 2022 | |
Investments in and Advances to Affiliates [Abstract] | |
Investments in Subsidiaries | Investments in Subsidiaries In connection with its indirect investments in real estate assets acquired, the Company, through its ownership of the OP, indirectly holds a proportional ownership interest in the Portfolio, through the OP’s beneficial ownership of all of the issued and outstanding membership interests in the special purpose limited liability companies (“SPEs”) that directly or indirectly own the Portfolio. All of the properties in the Portfolio are consolidated in the Company’s consolidated financial statements. The assets of each entity can only be used to settle obligations of that particular entity, and the creditors of each entity have no recourse to the assets of other entities or the Company, except as discussed below. Under the terms of the notes payable, except as discussed below, the lender has a mortgage interest in each real estate asset in the SPE to which the loan is made. As of December 31, 2022, the Company, through the OP and its SPE subsidiaries, owned the Portfolio, which consisted of 24,657 properties in the VineBrook reportable segment and 2,554 properties in the NexPoint Homes reportable segment, through 13 SPEs and their various subsidiaries and through the consolidated investment in NexPoint Homes. The following table presents the ownership structure of each SPE group that directly or indirectly owns the title to each real estate asset as of December 31, 2022, the number of assets held, the cost of those assets, the resulting debt allocated to each SPE and whether the debt is a mortgage loan. The mortgage loan may be settled from the assets of the below entity or entities to which the loan is made. Loans from the Warehouse Facility (as defined in Note 7) can only be settled from the assets owned by VB One, LLC (dollars in thousands): VIE Name Homes Cost Basis OP Beneficial Ownership % Encumbered by Mortgage (1) Debt Allocated NREA VB I, LLC 66 $ 6,083 100 % Yes $ 5,031 NREA VB II, LLC 167 16,577 100 % Yes 10,736 NREA VB III, LLC 1,322 122,037 100 % Yes 70,890 NREA VB IV, LLC 385 37,603 100 % Yes 24,184 NREA VB V, LLC 1,828 127,519 100 % Yes 107,931 NREA VB VI, LLC 296 28,258 100 % Yes 18,658 NREA VB VII, LLC 36 3,124 100 % Yes 2,978 True FM2017-1, LLC 210 19,432 100 % Yes 10,143 VB One, LLC 13,916 1,813,136 100 % No 1,270,000 VB Two, LLC 1,851 173,858 100 % No 124,279 VB Three, LLC 3,885 551,835 100 % No 320,000 VB Five, LLC 170 18,848 100 % Yes 8,786 VB Eight, LLC 525 70,365 100 % No 75,000 NexPoint Homes 2,554 751,540 89 % No 467,254 27,211 $ 3,740,215 $ 2,515,870 (2) (1) Assets held, directly or indirectly, by VB One, LLC, VB Two, LLC, VB Three, LLC and VB Eight, LLC are not encumbered by a mortgage. Instead, the lender has an equity pledge in certain assets of the respective SPEs and an equity pledge in the equity of the respective SPEs. |
Real Estate Assets
Real Estate Assets | 12 Months Ended |
Dec. 31, 2022 | |
Real Estate [Abstract] | |
Real Estate Assets | Real Estate Assets As of December 31, 2022, the Company, through the OP and its SPE subsidiaries, owned 27,211 homes, including 24,657 homes in the VineBrook reportable segment and 2,554 homes in the NexPoint Homes reportable segment. As of December 31, 2021, the Company only had one reportable segment, VineBrook, and through the OP and its SPE subsidiaries, owned 16,891 homes. The components of the Company’s real estate investments in homes were as follows (in thousands): Land Buildings and improvements (1) Intangible lease assets Real estate held for sale, net Total Gross Real Estate, December 31, 2021 $ 334,191 $ 1,391,786 $ 971 $ 81 $ 1,727,029 Additions 298,087 1,706,472 (2) 10,162 13,862 2,028,583 Write-offs — — (4,814) — (4,814) Dispositions — — — (10,583) (10,583) Gross Real Estate, December 31, 2022 632,278 3,098,258 6,319 3,360 3,740,215 Accumulated depreciation and amortization — (166,594) (5,054) — (171,648) Net Real Estate, December 31, 2022 $ 632,278 $ 2,931,664 $ 1,265 $ 3,360 $ 3,568,567 (1) Includes capitalized interest, real estate taxes, insurance and other costs incurred during rehabilitation of the properties. (2) Includes capitalized interest of approximately $12.2 million and other capitalizable costs outlined in (1) above of approximately $8.8 million. During the years ended December 31, 2022, 2021 and 2020, the Company recognized depreciation expense of approximately $90.6 million, $42.3 million and $19.3 million, respectively. Acquisitions and dispositions During the year ended December 31, 2022, the Company, through the OP, acquired 7,876 homes, including the homes in the portfolios discussed below, and disposed of 110 homes within the VineBrook reportable segment. On June 8, 2022, the Company, through its consolidated investment in NexPoint Homes, assumed 1,242 homes, and NexPoint Homes subsequently acquired 1,312 homes. As of December 31, 2022, NexPoint Homes owns 2,554 homes. See Note 5 for additional information about NexPoint Homes. On February 8, 2022, the Company, through the OP, purchased 2,842 homes, located across eight states, with the largest concentration in the southeastern United States (the “Prager Portfolio”). The gross purchase price was approximately $352.7 million, in addition to approximately $31.4 million in debt extinguishment costs and $3.7 million in other closing costs. On March 18, 2022, the Company, through the OP, purchased 170 homes located in Memphis, Tennessee for approximately $17.1 million (the “CrestCore Portfolio”). On August 25, 2022, the Company, through the OP, purchased a portfolio of approximately 1,030 homes located across 10 states, with the largest concentration in the midwestern and southern United States (the “Global Atlantic Portfolio”) for approximately $217.0 million. Held for sale properties The Company periodically classifies real estate assets as held for sale when the held for sale criteria is met in accordance with GAAP. At that time, the Company presents the net real estate assets separately in its consolidated balance sheet, and the Company ceases recording depreciation and amortization expense related to that property. Real estate held for sale is reported at the lower of its carrying amount or its estimated fair value less estimated costs to sell. As of December 31, 2022, there are 25 properties that are classified as held for sale. These held for sale properties have a carrying amount of approximately $3.4 million. |
NexPoint Homes Investment
NexPoint Homes Investment | 12 Months Ended |
Dec. 31, 2022 | |
Receivables [Abstract] | |
NexPoint Homes Investment | NexPoint Homes Investment During the year ended December 31, 2022, the Company, through its taxable REIT subsidiary (“the TRS”), invested approximately $100.8 million in Ensign Peak Realty, LLC (“Ensign”), an owner and operator of SFR homes. This investment was redeemed in full on June 8, 2022 in connection with the formation of NexPoint Homes, described below. Formation of NexPoint Homes - Contribution Agreements On June 8, 2022, the Company, through the OP, entered into a contribution agreement (the “Contribution Agreement”) with NexPoint Homes, which is externally advised by an affiliate of our Adviser. In accordance with the Contribution Agreement, the OP contributed $50.0 million to NexPoint Homes in exchange for 2,000,000 shares of Class A common stock, par value $0.01 per share of NexPoint Homes (the “NexPoint Homes Class A Shares”). The NexPoint Homes Class A Shares were issued and valued at $25.00 per share. The NexPoint Homes Class A Shares owned by the Company are eliminated in consolidation. Following the contribution by the OP to NexPoint Homes, NexPoint Homes entered into a contribution agreement (the “SFR OP Contribution Agreement”) with NexPoint SFR Operating Partnership, L.P. (the “SFR OP”), the operating partnership of NexPoint Homes, certain funds managed by affiliates of our Adviser and certain individuals (the “Principals”) affiliated with HomeSource Operations, LLC, the external manager of the SFR OP. In accordance with the SFR OP Contribution Agreement, NexPoint Homes contributed $50.0 million to the SFR OP in exchange for 2,000,000 limited partnership units of the Operating Partnership (“SFR OP Units”). The SFR OP Units owned by NexPoint Homes are eliminated in consolidation. On June 8, 2022, the OP loaned $50.0 million to NexPoint Homes in exchange for $50.0 million of 7.50% convertible notes of NexPoint Homes (the “NexPoint Homes Convertible Notes”). The NexPoint Homes Convertible Notes bear interest at 7.50%, are interest only during the term of the NexPoint Homes Convertible Notes and mature on June 30, 2027. From August 1, 2022 through March 31, 2027, the NexPoint Homes Convertible Notes are convertible into NexPoint Homes Class A Shares at the election of the OP at the then-current net asset value of NexPoint Homes, subject to certain limitations. Subsequent to June 8, 2022, NexPoint Homes repaid $20.0 million of the NexPoint Homes Convertible Notes and the balance of the NexPoint Homes Convertible Notes was $30.0 million as of December 31, 2022. The NexPoint Homes Convertible Notes held by the Company are eliminated in consolidation. On June 8, 2022, in connection with the formation of NexPoint Homes, the Company consolidated a note with Metropolitan Life Insurance Company (the “NexPoint Homes MetLife Note 1”). The NexPoint Homes MetLife Note 1 is guaranteed by the OP and bears interest at a fixed rate of 3.72% on the tranche collateralized by stabilized properties and 4.47% on the tranche collateralized by non-stabilized properties. The NexPoint Homes MetLife Note 1 is interest-only and matures and is due in full on March 3, 2027. As of December 31, 2022, the NexPoint Homes MetLife Note 1 had an outstanding principal balance of $233.5 million which is included, net of unamortized deferred financing costs, in notes payable on the consolidated balance sheets. See Note 7 for more information on the Company’s consolidated debt related to its investment in NexPoint Homes. Consolidation of NexPoint Homes Under ASC 810, Consolidation , the Company has determined that NexPoint Homes represents a variable interest entity. Under the VIE model, the Company concluded that the Company both controls and directs the activities of NexPoint Homes and has the right to receive benefits that could potentially be significant to its investment in NexPoint Homes. The Company has control to direct the activities of NexPoint Homes as the OP owns approximately 89% of the outstanding equity of NexPoint Homes as of December 31, 2022 and the parties that beneficially own approximately 99% of the SFR OP are related parties to the Company. As such, the Company determined it is appropriate to consolidate NexPoint Homes. All significant intercompany accounts and transactions have been eliminated in consolidation. As NexPoint Homes continues to raise additional capital, the Company will continue to evaluate whether the entity is a VIE and if the Company is the primary beneficiary of the VIE and should consolidate the entity. |
Investments, at Fair Value
Investments, at Fair Value | 12 Months Ended |
Dec. 31, 2022 | |
Schedule of Investments [Abstract] | |
Investments, at Fair Value | Investments, at Fair Value On November 22, 2021, the Company, through the TRS, invested $2.5 million in Vesta Ventures Fund I, LP (the “Vesta Fund”). The Vesta Fund is a closed-end fund with an initial seven-year term beginning on February 24, 2021, subject to certain extension provisions, that invests in early and growth stage technology companies that provide solutions to the SFR real estate sector. Vesta Ventures GP, LLC (the “Vesta GP”) is the general partner and managing member of the Vesta Fund and accordingly has the exclusive right to manage and control the Vesta Fund. The TRS is a limited partner in the Vesta Fund with a minority interest and accordingly has no control or influence over the Vesta Fund. Investments in privately held entities that report NAV, such as our privately held equity investments, are presented at fair value using NAV as a practical expedient, with changes in fair value recognized in net income. We use NAV reported by limited partnerships generally without adjustment, unless we are aware of information indicating that the NAV reported by a limited partnership does not accurately reflect the fair value of the investment at our reporting date. We disclose the timing of liquidation of an investee’s assets and the date when redemption restrictions will lapse (or indicate if this timing is unknown) if the investee has communicated this information to us or has announced it publicly. We recognize both realized and unrealized gains and losses in our consolidated statements of operations. Unrealized gains and losses represent changes in NAV as a practical expedient to estimate fair value for investments in privately held entities that report NAV. Realized gains and losses on our investments represent the difference between proceeds received upon disposition of investments and their historical or adjusted cost. At December 31, 2022, the Company had no material unrealized or realized gains or losses related to the investment. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Debt On September 20, 2019, the OP (as guarantor) and VB One, LLC (as borrower) entered into a credit facility (the “Warehouse Facility”) with KeyBank. The Warehouse Facility is secured by an equity pledge in certain assets of VB One, LLC and an equity pledge in the equity of VB One, LLC. On November 3, 2021, the Company (as guarantor), the OP (as parent borrower), and each of (i) VB OP Holdings, LLC and (ii) VB One, LLC and certain of its subsidiaries (as subsidiary borrowers), entered into an amended and restated credit agreement to recast the Warehouse Facility, which was subsequently amended on December 9, 2021, April 8, 2022, May 20, 2022, September 13, 2022 and October 25, 2022. The amended Warehouse Facility is a full-term, interest-only facility with an initial 36-month term ending November 3, 2024, has one 12-month extension option available, subject to meeting certain criteria, and bears interest at a variable rate equal to the forward-looking term rate based on the Secured Overnight Financing Rate (“SOFR”) for the applicable interest period (“one-month term SOFR”), or daily SOFR for the applicable interest period, plus a margin of 0.1% plus an applicable rate ranging from 1.6% to 2.45% depending on the Company’s consolidated total leverage ratio. As of December 31, 2022, approximately $1.3 billion was drawn on the Warehouse Facility. The balance of the Warehouse Facility, net of unamortized deferred financing costs, is included in credit facilities on the consolidated balance sheets. On December 28, 2020, in connection with the acquisition of a 45-home portfolio, the OP provided a non-recourse carveout guaranty related to an approximately $2.4 million mortgage loan assumed by a subsidiary of the OP (the “CoreVest Note”) with CoreVest American Finance Lender LLC as a result of the OP’s acquisition of SMP Homes 5B, LLC. The CoreVest Note is secured by the properties in SMP Homes 5B, LLC and an equity pledge in SMP Homes 5B, LLC and bears interest at a fixed rate equal to 6.12%. The CoreVest Note matures and is due in full on January 9, 2023 and requires monthly principal and interest payments. On July 11, 2022, the OP repaid the full balance of the CoreVest Note, which extinguished the CoreVest Note. On March 1, 2021, the Company entered into a non-recourse carveout guaranty and certain wholly owned subsidiaries of VB Three, LLC (as borrowers) entered into a $500.0 million credit agreement with JP Morgan (the “JPM Facility”). The JPM Facility is secured by equity pledges in VB Three, LLC and its wholly owned subsidiaries and bears interest at a variable rate equal to one-month LIBOR plus 2.75%. The JPM Facility is interest-only and matures and is due in full on March 1, 2023. On March 10, 2022, the Company entered into Amendment No. 1 to the JPM Facility, wherein each advance under the JPM Facility will bear interest at daily SOFR plus 2.85%. The balance of the JPM Facility, net of unamortized deferred financing costs, is included in credit facilities on the consolidated balance sheets. On January 31, 2023, the Company entered into Amendment No. 2 to the JPM Facility, wherein the total facility amount was updated to $350.0 million, and the maturity date was extended to January 31, 2025, which may be extended for 12 months upon submission of an extension request, subject to approval. As of the date of the JPM Facility Amendment No. 2, the JPM Facility had $30.0 million in available capacity. On January 13, 2022, in connection with the acquisition of a 98-home portfolio, the OP (as guarantor) assumed an approximately $4.6 million Freddie Mac mortgage loan (the “Hatchway Broadmoor Mortgage”) with Arbor Agency Lending, LLC as a result of the OP’s acquisition of Hatchway Broadmoor, LLC. The Hatchway Broadmoor Mortgage is secured by properties in Hatchway Broadmoor, LLC and an equity pledge in Hatchway Broadmoor, LLC and bears interest at a fixed rate equal to 5.35%. The Hatchway Broadmoor Mortgage matures and is due in full on February 1, 2029 and requires monthly principal and interest payments. On August 19, 2022, the OP incurred a prepayment penalty of approximately $0.6 million and repaid the full balance of the Hatchway Broadmoor Mortgage which extinguished the Hatchway Broadmoor Mortgage. On February 8, 2022, in connection with the acquisition of the Prager Portfolio, the Company entered into a bridge credit agreement through the OP with KeyBank National Association, and borrowed $150.0 million (the “Bridge Facility”). On April 8, 2022, the Company repaid the outstanding principal balance on the Bridge Facility, which extinguished the Bridge Facility. In connection with the extinguishment of the Bridge Facility, the Company incurred a loss on extinguishment of debt of approximately $1.0 million, which is presented on the consolidated statements of operations and comprehensive income (loss). On March 18, 2022, in connection with the acquisition of an 88-home portfolio, the OP provided a non-recourse carveout guaranty related to an approximately $4.7 million mortgage loan assumed by a subsidiary of the OP (the “Crestcore II Note”) with CoreVest American Finance Lender LLC as a result of the OP’s acquisition of Crestcore II, LLC. The Crestcore II Note is secured by the properties in Crestcore II, LLC and an equity pledge in Crestcore II, LLC and bears interest at a fixed rate equal to 5.12%. The Crestcore II Note matures and is due in full on July 9, 2029 and requires monthly principal and interest payments. The balance of the Crestcore II Note, net of unamortized deferred financing costs, is included in notes payable on the consolidated balance sheets. On March 18, 2022, in connection with the acquisition of an 82-home portfolio, the OP provided a non-recourse carveout guaranty related to an approximately $4.2 million mortgage loan assumed by a subsidiary of the OP (the “Crestcore IV Note”) with CoreVest American Finance Lender LLC as a result of the OP’s acquisition of Crestcore IV, LLC. The Crestcore IV Note is secured by the properties in Crestcore IV, LLC and an equity pledge in Crestcore IV, LLC and bears interest at a fixed rate equal to 5.12%. The Crestcore IV Note matures and is due in full on July 9, 2029 and requires monthly principal and interest payments. The balance of the Crestcore IV Note, net of unamortized deferred financing costs, is included in notes payable on the consolidated balance sheets. On August 25, 2022, in connection with the acquisition of the Global Atlantic Portfolio, the Company entered into a bridge credit agreement through the OP with KeyBank National Association, and borrowed $165.0 million (the “Bridge Facility II”). The Bridge Facility II accrued interest at one-month term SOFR plus a margin of 2.6%. On September 2, 2022, the Company drew an additional $35.0 million on the Bridge Facility II. On September 13, 2022, the Company repaid the outstanding principal balance on the Bridge Facility II, which extinguished the Bridge Facility II. In connection with the extinguishment of the Bridge Facility II, the Company incurred a loss on extinguishment of debt of approximately $1.8 million, which is presented on the consolidated statements of operations and comprehensive income (loss). On December 28, 2022, the Company entered into a bridge credit agreement through the OP with Raymond James Bank, and subsequently borrowed $75.0 million (the “Bridge Facility III”). The Bridge Facility III accrues interest at one-month term SOFR plus a margin of 3.0%. The Bridge Facility III matures on September 30, 2023, but requires repayment of the principal amount outstanding so that (1) by April 30, 2023, no more than $50.0 million remains outstanding, (2) by June 30, 2023, no more than $30.0 million remains outstanding and (3) by August 30, 2023, no more than $15.0 million remains outstanding. The Bridge Facility III requires monthly interest payments. The balance of the Bridge Facility III, net of unamortized deferred financing costs, is included in bridge facility on the consolidated balance sheets. We expect to repay the Bridge Facility III with cash flows from operations and net proceeds from the sale of homes. In addition to the debt agreements discussed above for the VineBrook reportable segment, as of December 31, 2022, the NexPoint Homes reportable segment had $567.4 million of debt outstanding included in notes payable on the consolidated balance sheets, which is comprised of the NexPoint Homes MetLife Note 1 (as defined below), the NexPoint Homes Metlife Note 2 (as defined below), NexPoint Homes KeyBank Facility (as defined below) and the SFR OP Convertible Notes (as defined in Note 13). See the summary table below for further information on the debt of the NexPoint Homes reportable segment. On August 12, 2022, a subsidiary of SFR OP as borrower closed a $200 million delayed draw facility with Metropolitan Life Insurance Company, as lender (the “NexPoint Homes MetLife Note 2”). The NexPoint Homes MetLife Note 2 matures on August 12, 2027 and bears interest at a fixed rate of 5.44%. As of December 31, 2022, approximately $171.2 million has been drawn on the NexPoint Homes MetLife Note 2. On August 12, 2022, a subsidiary of SFR OP as borrower closed a $75 million revolver facility with KeyBank, as lender (the “NexPoint Homes KeyBank Facility”). On December 30, 2022, a subsidiary of SFR OP as borrower closed on an additional $10 million on the NexPoint Homes KeyBank Facility, bringing the total commitment to $85 million as of December 31, 2022. The NexPoint Homes KeyBank Facility matures on August 12, 2025, and bears interest at a floating rate of 185 to 270 basis points depending on the borrower’s leverage ratio over SOFR. As of December 31, 2022, approximately $62.5 million has been drawn on the NexPoint Homes KeyBank Facility. As of December 31, 2022, the Company is in compliance with all debt covenants in all of its debt agreements, with the exception that the NexPoint Homes MetLife Note 2 was not in compliance with the debt service coverage ratio requirement. The Company received a waiver from the lender through March 31, 2023 to either (i) make a principal paydown to bring the debt into compliance or (ii) contribute additional properties as collateral to achieve the required debt service ratio and provide an annual budget to the lender for approval. The Company intends to contribute additional properties as collateral but also has the ability to make the required principal payment. The weighted average interest rate of the Company’s debt was 6.0684% as of December 31, 2022 and 2.3707% as of December 31, 2021. As of December 31, 2022 and December 31, 2021, the adjusted weighted average interest rate of the Company’s debt, including the effect of derivative financial instruments, was 4.9101% and 2.9171%, respectively. For purposes of calculating the adjusted weighted average interest rate of the Company’s debt as of December 31, 2022, including the effect of derivative financial instruments, the Company has included the weighted average fixed rate of 1.9508% on its combined $1.3 billion notional amount of interest rate swap and cap agreements, representing a weighted average fixed rate for one-month LIBOR, daily SOFR and one-month term SOFR, which effectively fixes the interest rate on $1.3 billion of the Company’s floating rate indebtedness (see Note 8). The following table contains summary information of the Company’s debt as of December 31, 2022 and December 31, 2021 (dollars in thousands): Outstanding Principal as of Type December 31, 2022 December 31, 2021 Interest Rate (1) Maturity Initial Mortgage Floating $ 240,408 $ 241,269 5.94 % 12/1/2025 Warehouse Facility Floating 1,270,000 160,000 6.40 % 11/3/2024 (2) JPM Facility Floating 320,000 240,000 7.15 % 1/31/2025 (3) Bridge Facility III Floating 75,000 — 7.36 % 9/30/2023 MetLife Note Fixed 124,279 124,689 3.25 % 1/31/2026 TrueLane Mortgage Fixed 10,143 10,387 5.35 % 2/1/2028 CoreVest Note Fixed — 2,338 6.12 % 1/9/2023 Crestcore II Note Fixed 4,651 — 5.12 % 7/9/2029 Crestcore IV Note Fixed 4,135 — 5.12 % 7/9/2029 Total VineBrook reportable segment debt $ 2,048,616 $ 778,683 NexPoint Homes MetLife Note 1 Fixed 233,545 — 3.76 % 3/3/2027 NexPoint Homes MetLife Note 2 Fixed 171,209 — 5.44 % 8/12/2027 NexPoint Homes KeyBank Facility Floating 62,500 — 6.56 % 8/12/2025 SFR OP Convertible Notes (4) Fixed 100,100 — 7.50 % 6/30/2027 Total debt $ 2,615,970 $ 778,683 Debt premium, net (5) 378 416 Deferred financing costs, net of accumulated amortization of $12,995 and $5,325, respectively (15,119) (10,554) $ 2,601,229 $ 768,545 (1) Represents the interest rate as of December 31, 2022. Except for fixed rate debt, the interest rate is one-month LIBOR, daily SOFR or one-month term SOFR, plus an applicable margin. One-month LIBOR as of December 31, 2022 was 4.3916%, daily SOFR as of December 31, 2022 was 4.3000% and one-month term SOFR as of December 31, 2022 was 4.3581%. (2) This is the stated maturity for the Warehouse Facility, but it is subject to a 12-month extension option. (3) Subsequent to December 31, 2022, the Company entered into Amendment No. 2 to the JPM Facility, wherein the maturity date was extended to January 31, 2025. The original maturity date was March 1, 2023. Refer to Note 16 to the consolidated financial statements for more information. (4) The SFR OP Convertible Notes exclude the amounts owed to NexPoint Homes by the SFR OP, as these are eliminated in consolidation. (5) The Company reflected valuation adjustments on its assumed fixed rate debt to adjust it to fair market value on the dates of acquisition for the difference between the fair value and the assumed principal amount of debt. The difference is amortized into interest expense over the remaining terms of the debt. Schedule of Debt Maturities The aggregate scheduled maturities, including amortizing principal payments, of total debt for the next five calendar years subsequent to December 31, 2022 are as follows (in thousands): Total 2023 $ 78,600 2024 3,699 2025 1,566,700 (1) 2026 444,684 (2) 2027 505,282 Thereafter 17,005 Total $ 2,615,970 (1) Assumes the Company exercises the 12-month extension option on the Warehouse Facility. (2) Subsequent to December 31, 2022, on January 31, 2023, the Company entered into Amendment No. 2 to the JPM Facility, wherein the maturity date was extended to January 31, 2025, which may be extended for 12 months upon submission of an extension request, subject to approval. The balance of the JPM Facility was $320.0 million at December 31, 2022, which is reflected in 2026 maturities above to reflect the subsequent amendment, and assumes the Company exercises the 12-month extension option. Refer to Note 16 to the consolidated financial statements for more information. Deferred Financing Costs The Company defers costs incurred in obtaining financing and amortizes the costs over the term of the related debt using the straight-line method, which approximates the effective interest method. Deferred financing costs, net of amortization, are recorded as a reduction from the related debt on the Company’s consolidated balance sheets. Upon repayment of, or in conjunction with, a material change in the terms of the underlying debt agreement, any unamortized costs are charged to loss on extinguishment of debt. For the years ended December 31, 2022, 2021 and 2020, amortization of deferred financing costs of approximately $8.0 million, $3.9 million and $0.7 million, respectively, is included in interest expense on the consolidated statements of operations and comprehensive income (loss). Loss on Extinguishment of Debt Loss on extinguishment of debt includes prepayment penalties and defeasance costs incurred on the early repayment of debt and other costs incurred in a debt extinguishment. Upon repayment of or in conjunction with a material change in the terms of the underlying debt agreement, any unamortized costs are charged to loss on extinguishment of debt. For the years ended December 31, 2022, 2021 and 2020, the Company wrote-off deferred financing costs of approximately $3.5 million, $0.0 million, and $0.0 million, respectively, which is included in loss on extinguishment of debt on the consolidated statements of operations and comprehensive income (loss). |
Fair Value of Derivatives and F
Fair Value of Derivatives and Financial Instruments | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Derivatives and Financial Instruments | Fair Value of Derivatives and Financial Instruments Fair value measurements are determined based on the assumptions that market participants would use in pricing an asset or liability. As a basis for considering market participant assumptions in fair value measurements, ASC 820 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): • Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access. • Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs may include quoted prices for similar assets and liabilities in active markets, as well as inputs that are observable for the asset or liability (other than quoted prices), such as interest rates and yield curves that are observable at commonly quoted intervals. • Level 3 inputs are the unobservable inputs for the asset or liability, which are typically based on an entity’s own assumption, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on input 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. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. The Company utilizes independent third parties to perform the allocation of value analysis for each property acquisition and to perform the market valuations on its derivative financial instruments and has established policies, as described above, processes and procedures intended to ensure that the valuation methodologies for investments and derivative financial instruments are fair and consistent as of the measurement date. Derivative Financial Instruments and Hedging Activities The Company manages interest rate risk primarily by managing the amount, sources, and duration of its debt funding and the use of derivative financial instruments. Specifically, the Company has entered into an interest rate cap and interest rate swaps to manage exposures that arise from changes in interest rates. The Company’s derivative financial instruments are used to manage the Company’s risk of increased cash outflows from the floating rate loans that may result from rising interest rates, in particular the reference rate for the loans, which include one-month LIBOR, daily SOFR and one-month term SOFR. In order to minimize counterparty credit risk, the Company has entered into and expects to enter in the future into hedging arrangements and intends to only transact with major financial institutions that have high credit ratings. The Company utilizes an independent third party to perform the market valuations on its derivative financial instruments. The valuation of these instruments is determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash receipts (or payments) and the discounted expected variable cash payments (or receipts). The variable cash payments (or receipts) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. The fair value of the interest rate cap is determined using the market standard methodology of discounting the future expected cash receipts that would occur if variable interest rates rise above the strike rate of the cap. The variable interest rates used in the calculation of projected receipts on the cap are based on an expectation of future interest rates derived from observable market interest rate curves and volatilities. To comply with the provisions of ASC 820, the Company incorporates credit valuation adjustments to appropriately reflect both the Company’s own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of the Company’s derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts and guarantees. Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with the Company’s derivatives utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by the Company and its counterparties. The Company has determined that the significance of the impact of the credit valuation adjustments made to its derivative contracts, which determination was based on the fair value of each individual contract, was not significant to the overall valuation. As a result, all of the Company’s derivatives held as of December 31, 2022 and December 31, 2021 were classified as Level 2 of the fair value hierarchy. The changes in the fair value of derivative financial instruments that are designated as cash flow hedges are recorded in other comprehensive income (loss) and are subsequently reclassified into net income (loss) in the period that the hedged forecasted transaction affects earnings. Amounts reported in other comprehensive income (loss) related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s floating rate debt. Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to interest rate movements but either do not meet the strict requirements to apply hedge accounting in accordance with FASB ASC 815, Derivatives and Hedging , or the Company has elected not to designate such derivatives as hedges. Changes in the fair value of derivatives not designated in hedging relationships are recorded directly in net income (loss) as interest expense. In order to fix a portion of, and mitigate the risk associated with, the Company’s floating rate indebtedness, the Company, through the OP, has entered into 12 interest rate swap transactions with KeyBank and Mizuho with a combined notional amount of $970.0 million. The interest rate swaps the Company has entered into effectively replace the floating interest rate (one-month LIBOR or daily SOFR) with respect to those amounts with a weighted average fixed rate of 2.0902%. The Company has designated these interest rate swaps as cash flow hedges of interest rate risk. As of December 31, 2022, the Company had the following outstanding interest rate swaps that were designated as cash flow hedges of interest rate risk (dollars in thousands): Effective Date Expiration Date Counterparty Index (1) Notional Fixed Rate 7/1/2019 7/1/2024 KeyBank One-Month LIBOR $ 100,000 1.6290 % 9/1/2019 12/21/2025 KeyBank One-Month LIBOR 100,000 1.4180 % 9/1/2019 12/21/2025 KeyBank One-Month LIBOR 50,000 1.4190 % 2/3/2020 2/1/2025 KeyBank One-Month LIBOR 50,000 1.2790 % 3/2/2020 3/3/2025 KeyBank One-Month LIBOR 20,000 0.9140 % $ 320,000 1.4309 % (2) Effective Date Expiration Date Counterparty Index (1) Notional Fixed Rate 3/31/2022 11/1/2025 KeyBank Daily SOFR $ 100,000 1.5110 % 3/31/2022 11/1/2025 KeyBank Daily SOFR 100,000 1.9190 % 3/31/2022 11/1/2025 KeyBank Daily SOFR 50,000 2.4410 % 6/1/2022 11/1/2025 Mizuho Daily SOFR 100,000 2.6284 % 6/1/2022 11/1/2025 Mizuho Daily SOFR 100,000 2.9413 % 6/1/2022 11/1/2025 Mizuho Daily SOFR 100,000 2.7900 % 7/1/2022 11/1/2025 Mizuho Daily SOFR 100,000 2.6860 % $ 650,000 2.4148 % (2) (1) As of December 31, 2022, one-month LIBOR was 4.3916% and daily SOFR was 4.3000%. (2) Represents the weighted average fixed rate of the interest rate swaps for one-month LIBOR interest rate swaps and daily SOFR interest rate swaps, respectively, which have a combined weighted average fixed rate of 2.0902%. Interest rate caps involve the receipt of variable-rate amounts from a counterparty if interest rates rise above the strike rate on the contract in exchange for an up-front premium. On April 13, 2022, the Company, through the OP, paid a premium of approximately $12.7 million and entered into an interest rate cap transaction with Goldman Sachs Bank USA (“Goldman”) with a notional amount of $300.0 million. The interest rate cap effectively caps one-month term SOFR at 1.50% on $300.0 million of floating rate debt. The interest rate cap expires on November 1, 2025. As of December 31, 2022, the Company had the following outstanding derivatives that were not designated as hedges in qualifying hedging relationships (dollars in thousands): Derivative Notional Hedged Floating Rate Debt Index Index as of December 31, 2022 Strike Rate Interest Rate Cap $ 300,000 Warehouse Facility One-Month Term SOFR 4.3581 % 1.50 % The table below presents the fair value of the Company’s derivative financial instruments, which are presented on the consolidated balance sheets as of December 31, 2022 and December 31, 2021 (in thousands): Asset Derivatives Liability Derivatives Balance Sheet Location December 31, 2022 December 31, 2021 December 31, 2022 December 31, 2021 Derivatives designated as hedging instruments: Interest rate swaps Interest rate derivatives, at fair value $ 49,244 $ — $ — $ 3,590 Derivatives not designated as hedging instruments: Interest rate caps Interest rate derivatives, at fair value 21,569 — — — Total $ 70,813 $ — $ — $ 3,590 The table below presents the effect of the Company’s derivative financial instruments on the consolidated statements of operations and comprehensive income (loss) for the years ended December 31, 2022, 2021 and 2020 (in thousands): For the Year Ended December 31, Location of gain/(loss) recognized on Statement of Operations and Comprehensive Income/(Loss) 2022 2021 2020 Derivatives designated as hedging instruments: Interest rate swaps Unrealized gain/(loss) on interest rate hedges $ 52,833 $ 11,863 $ (17,080) Derivatives not designated as hedging instruments: Interest rate caps Interest expense 8,881 — — Total $ 61,714 $ 11,863 $ (17,080) Financial assets and liabilities for which the carrying values approximate their fair values include cash, restricted cash, accounts receivable, accounts payable, and security deposits. Generally, these assets and liabilities are short‑term in duration and are recorded at fair value on the consolidated balance sheets. The Company believes the carrying value of each outstanding loan approximates fair value based on the nature, term and interest rate of each loan. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders ’ Equity The Company issued Shares under the Private Offering and issues shares under the Company’s distribution reinvestment program (the “DRIP”). Shares issued under the DRIP are issued at a 3% discount to the then-current NAV per share and the Company does not receive any cash for DRIP issuances as those dividends are instead reinvested into the Company. During the years ended December 31, 2022, 2021 and 2020, the Company issued approximately 4,177,000 Shares, 12,791,000 Shares and 4,129,000 Shares, respectively, for equity contributions of approximately $226.9 million, $522.2 million and $132.2 million, respectively, under the Private Offering and DRIP. Long-Term Incentive Plan The Company adopted the 2018 LTIP whereby the Board, or a committee thereof, may grant RSUs or PI Units to certain employees of the Adviser and the Manager, or others at the discretion of the Board (including the directors and officers of the Company or other service providers of the Company or the OP). The 2018 LTIP provides for the Share Reserve and the Share Maximum for issuance of RSUs or PI Units. Grants may be made annually by the Board or more or less frequently in the Board’s sole discretion. Vesting of grants made under the 2018 LTIP will occur ratably over a period of time as determined by the Board and may include the achievement of performance metrics also as determined by the Board in its sole discretion. RSU Grants Under the 2018 LTIP On December 10, 2019, a total of 73,700 RSUs were granted to certain employees of the Adviser and officers of the Company. On May 11, 2020, a total of 179,858 RSUs were granted to certain employees of the Adviser, officers of the Company and independent Board members. On February 15, 2021, a total of 191,506 RSUs were granted to certain employees of the Adviser, officers of the Company and independent Board members. On February 17, 2022, a total of 185,111 RSUs were granted to certain employees of the Adviser, officers of the Company and independent Board members. The RSUs granted to certain employees of the Adviser and officers of the Company on December 10, 2019 vest over a four-year period. The RSUs granted to certain employees of the Adviser and officers of the Company on February 17, 2022, February 15, 2021 and May 11, 2020 vest 50% ratably over four years and 50% at the successful completion of an initial public offering. The RSUs granted to independent Board members fully vest on the first anniversary of the grant date. Any unvested RSU is forfeited, except in limited circumstances, as determined by the compensation committee of the Board, when the recipient is no longer employed by the Adviser. RSUs are valued at fair value (which is the NAV per share in effect) on the date of grant, with compensation expense recorded in accordance with the applicable vesting schedule that approximates a straight-line basis. Beginning on the date of grant, RSUs accrue dividends that are payable in cash on the vesting date. Once vested, the RSUs convert on a one-for-one basis into Shares. As of December 31, 2022, the number of RSUs granted that are outstanding was as follows (dollars in thousands): Dates Number of RSUs Value (1) Outstanding December 31, 2020 235,133 $ 7,193 Granted 191,506 6,720 Vested (48,935) (2) (1,508) Forfeited — — Outstanding December 31, 2021 377,704 $ 12,405 Granted 185,111 10,022 Vested (72,453) (2) (2,404) Forfeited (2,036) (80) Outstanding December 31, 2022 488,326 $ 19,943 (1) Value is based on the number of RSUs granted multiplied by the most recent NAV per share on the date of grant, which was $54.14 for the February 17, 2022 grant, $36.56 for the February 15, 2021 grant, $30.82 for the May 11, 2020 grant, and $29.85 for the December 10, 2019 grant. (2) Certain grantees elected to net the taxes owed upon vesting against the Shares issued resulting in 63,645 Shares being issued for the year ended December 31, 2022 and 45,067 Shares being issued for the year ended December 31, 2021, as shown on the consolidated statements of stockholders' equity. The vesting schedule for the outstanding RSUs is as follows: Vest Date RSUs Vesting February 15, 2023 22,591 February 17, 2023 30,331 May 11, 2023 21,217 December 10, 2023 18,426 February 15, 2024 22,591 February 17, 2024 22,019 May 11, 2024 21,217 February 14, 2025 22,591 February 17, 2025 22,019 February 17, 2026 22,019 Upon successful completion of IPO 263,305 488,326 For the years ended December 31, 2022, 2021 and 2020, the Company recognized approximately $3.5 million, $2.3 million and $1.1 million, respectively, of non-cash compensation expense related to the RSUs, which is included in corporate general and administrative expenses on the consolidated statements of operations and comprehensive income (loss). |
Noncontrolling Interests
Noncontrolling Interests | 12 Months Ended |
Dec. 31, 2022 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interests | Noncontrolling Interests Redeemable Noncontrolling Interests in the OP Other than PI Units and 6.50% Series A Cumulative Redeemable Preferred Units of the OP (“OP Preferred Units”), partnership interests in the OP are represented by OP Units. Net income (loss) is allocated pro rata to holders of OP Units and PI Units based upon net income (loss) attributable to the OP and the respective members’ OP Units and PI Units held during the period. Capital contributions, distributions, and profits and losses are allocated to PI Units and OP Units not held by the Company (the “noncontrolling interests”). The following table presents the redeemable noncontrolling interests in the OP (in thousands): Balances Redeemable noncontrolling interests in the OP, December 31, 2021 $ 196,362 Net loss attributable to redeemable noncontrolling interests in the OP (7,489) Contributions by redeemable noncontrolling interests in the OP 11,247 Distributions to redeemable noncontrolling interests in the OP (9,190) Redemptions by redeemable noncontrolling interests in the OP (350) Equity-based compensation 3,000 Other comprehensive income attributable to redeemable noncontrolling interests in the OP 8,043 Adjustment to reflect redemption value of redeemable noncontrolling interests in the OP 39,024 Redeemable noncontrolling interests in the OP, December 31, 2022 $ 240,647 As of December 31, 2022, the Company held 20,366,423 Class A OP Units, NREO held 2,691,330 Class B OP Units, NRESF held 89,809 Class C OP Units, GAF REIT held 141,728 Class C OP Units and the VineBrook Contributors and other Company insiders held 894,508 Class C OP Units. On September 7, 2021, the general partner of the OP executed the OP LPA for the purposes of creating a board of directors of the OP (the “Partnership Board”) and subdividing and reclassifying the outstanding common partnership units of the OP into Class A, Class B and Class C OP Units. The OP LPA generally provides that the newly created Class A OP Units and Class B OP Units each have 50.0% of the voting power of the OP Units, including with respect to the election of directors to and removal of directors from the Partnership Board, and that the Class C OP Units have no voting power. The reclassification of the OP Units did not have a material effect on the economic interests of the holders of OP Units. In connection with the OP LPA, the OP Units held by the Company were reclassified into Class A OP Units, the OP Units held by NREO were reclassified into Class B OP Units and the remaining OP Units were reclassified into Class C OP Units. In addition, the OP LPA provides that holders of PI Units will receive Class C OP Units upon conversion of vested PI Units into OP Units. The Partnership Board of the OP has exclusive authority to select, remove and replace the general partner of the OP and no other authority. The Partnership Board may replace the general partner of the OP at any time. Pursuant to the terms of the OP LPA, the Company appointed Brian Mitts as the sole initial director of the Partnership Board. The number of directors on the Partnership Board is initially one but may be increased by following the affirmative vote or consent of the majority of the voting power of the OP Units (the “Requisite Approval”). The election of directors to and removal of directors from the Partnership Board also requires the Requisite Approval. Upon execution of the OP LPA, the Company reconsidered whether it was still the primary beneficiary of the OP. Upon reconsideration, the Company determined that it is the member of the related party group most closely associated with the OP and has the power to direct the activities that are most significant to the OP as any actions taken by the OP GP are subject to the authority and approval of the Company’s Board. Accordingly, the Company determined that it should continue to consolidate the OP. PI Unit Grants Under the 2018 LTIP In connection with the 2018 LTIP, PI Units have been issued to key personnel, senior management and executives of the Manager. On April 19, 2019, a total of 40,000 PI Units were granted; on November 21, 2019, a total of 80,399 PI Units were granted; on May 11, 2020, a total of 219,826 PI Units were granted; on November 30, 2020, a total of 11,764 PI Units were granted; on May 31, 2021, a total of 246,169 PI Units were granted; and on August 10, 2022, a total of 27,849 PI Units were granted. The PI Units are a special class of partnership interests in the OP with certain restrictions, which are convertible into Class C OP Units, subject to satisfying vesting and other conditions. PI Unit holders are entitled to receive the same distributions as holders of our OP Units (only if we declare and pay such distributions). The PI Units granted in 2019 generally fully vest over a period of two As of December 31, 2022, the number of PI Units granted that are outstanding and unvested was as follows (dollars in thousands): Dates Number of PI Units Value (1) Outstanding December 31, 2020 310,465 $ 9,290 Granted 246,169 9,426 Vested (58,044) (1,751) Forfeited — — Outstanding December 31, 2021 498,590 $ 16,965 Granted 27,849 1,719 Vested (84,404) (1,964) Forfeited (11,933) (434) Outstanding December 31, 2022 430,102 $ 16,286 (1) Value is based on the number of PI Units granted multiplied by the estimated per unit fair value on the date of grant, which was $27.88 for the April 19, 2019 grant, $29.12 for the November 21, 2019 grant, $30.16 for the May 11, 2020 grant, $33.45 for the November 30, 2020 grant, $38.29 for the May 31, 2021 grant and $61.74 for the August 10, 2022 grant. The vesting schedule for the PI Units is as follows: Vest Date PI Units Vesting March 30, 2023 29,831 May 11, 2023 27,478 August 10, 2023 5,570 November 1, 2023 7,200 November 21, 2023 18,425 November 30, 2023 1,470 March 30, 2024 29,831 April 25, 2024 5,171 May 11, 2024 27,478 May 27, 2024 398 November 30, 2024 1,470 March 30, 2025 29,831 April 25, 2025 5,171 May 27, 2025 398 April 25, 2026 5,171 May 27, 2026 398 April 25, 2027 5,171 May 27, 2027 398 Upon successful completion of IPO* 229,242 430,102 *Upon successful completion of an IPO, an additional 11,764 PI Units will vest immediately instead of vesting ratably according to the schedule above on each of November 30, 2023 and November 30, 2024. For the years ended December 31, 2022, 2021 and 2020, the OP recognized approximately $3.0 million, $2.4 million and $1.5 million, respectively, of non-cash compensation expense related to the PI Units, which is included in corporate general and administrative expenses on the Company’s consolidated statements of operations and comprehensive income (loss). The table below presents the consolidated Shares and OP Units outstanding held by the noncontrolling interests (“NCI”), as the OP Units held by the Company are eliminated in consolidation. Year End Shares Outstanding OP Units Held by NCI Consolidated Shares and NCI OP Units Outstanding December 31, 2020 9,260,795 3,476,216 12,737,011 December 31, 2021 21,814,248 3,626,936 25,441,184 December 31, 2022 24,615,364 3,817,375 28,432,739 Redeemable Noncontrolling Interests in Consolidated VIEs Partnership interests in the SFR OP are represented by SFR OP Units. Net income (loss) is allocated pro rata to holders of SFR OP Units and is based upon net income (loss) attributable to the SFR OP and the respective members’ SFR OP Units held during the period. Capital contributions, distributions, and profits and losses are allocated to SFR OP Units not held by the Company (the “redeemable noncontrolling interests in consolidated VIEs”). As of December 31, 2022, approximately 4,518,889 SFR OP Units were held by affiliates of the Company. The following table presents the redeemable noncontrolling interests in consolidated VIEs (in thousands): Balances Redeemable noncontrolling interests in consolidated VIEs, December 31, 2021 $ — Net loss attributable to redeemable noncontrolling interests in consolidated VIEs (11,695) Contributions by redeemable noncontrolling interests in consolidated VIEs 111,569 Distributions to redeemable noncontrolling interests in consolidated VIEs (2,088) Adjustment to reflect redemption value of redeemable noncontrolling interests in consolidated VIEs 15,186 Redeemable noncontrolling interests in consolidated VIEs, December 31, 2022 $ 112,972 Noncontrolling Interests in Consolidated VIEs NexPoint Homes has issued NexPoint Homes Class A Shares and NexPoint Homes Class I common stock, par value $0.01 (the “NexPoint Homes Class I Shares,” collectively with NexPoint Homes Class A Shares, the “NexPoint Homes Shares”). Interests in NexPoint Homes are represented by NexPoint Homes Shares. Both classes of NexPoint Homes Shares have the same rights and value. Capital contributions, distributions, and profits and losses are allocated to NexPoint Homes Shares not held by the Company (the “noncontrolling interests in consolidated VIEs”). The following table presents the noncontrolling interests in consolidated VIEs (in thousands): Balances Noncontrolling interests in consolidated VIEs, December 31, 2021 $ — Net loss attributable to noncontrolling interests in consolidated VIEs (536) Contributions by noncontrolling interests in consolidated VIEs 7,575 Distributions to noncontrolling interests in consolidated VIEs (133) Noncontrolling interests in consolidated VIEs, December 31, 2022 $ 6,906 |
Redeemable Series A Preferred S
Redeemable Series A Preferred Stock | 12 Months Ended |
Dec. 31, 2022 | |
Dividends, Preferred Stock [Abstract] | |
Redeemable Series A Preferred Stock | Redeemable Series A Preferred Stock The Company has issued 5,000,000 Preferred Shares as of December 31, 2022. The Preferred Shares have a redemption value of $25.00 per share and are mandatorily redeemable on October 7, 2027, subject to certain extensions. The following table presents the redeemable Series A preferred stock (dollars in thousands): Preferred Shares Balances Redeemable Series A preferred stock, December 31, 2021 5,000,000 $ 120,896 Issuance of Redeemable Series A preferred stock — — Issuance costs related to Redeemable Series A preferred stock — — Net income attributable to Redeemable Series A preferred stockholders — 8,125 Dividends declared to Redeemable Series A preferred stockholders — (8,125) Accretion to redemption value — 766 Redeemable Series A preferred stock, December 31, 2022 5,000,000 $ 121,662 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company has made the election and intends to be taxed as a REIT under Sections 856 through 860 of the Code and expects to continue to qualify as a REIT upon filing their tax return for the year ended December 31, 2022. NexPoint Homes intends to be taxed as a REIT under Sections 856 through 860 of the Code, which will occur upon filing the NexPoint Homes tax return for the year ended December 31, 2022. To qualify as a REIT, the Company must meet a number of organizational and operational requirements, including a requirement to distribute annually at least 90% of its “REIT taxable income,” as defined by the Code, to its stockholders in order for its distributed earnings to not be subject to corporate income tax. Additionally, the Company will be subject to a 4% nondeductible excise tax on the amount, if any, by which distributions it pays with respect to any calendar year are less than the sum of (1) 85% of its ordinary income, (2) 95% of its capital gain net income and (3) 100% of its undistributed income from prior years. The Company intends to operate in such a manner so as to qualify as a REIT, but no assurance can be given that the Company will operate in a manner so as to qualify as a REIT. Taxable income from certain non-REIT activities is managed through a TRS and is subject to applicable federal, state, and local income and margin taxes. The Company had no significant taxes associated with its TRS for the years ended December 31, 2022 and 2021, and the Company did not have a TRS for the year ended December 31, 2020. If the Company fails to meet these requirements, it could be subject to U.S. federal income tax on all of the Company’s taxable income at regular corporate rates for that year. The Company would not be able to deduct distributions paid to stockholders in any year in which it fails to qualify as a REIT. Additionally, the Company will also be disqualified from electing to be taxed as a REIT for the four taxable years following the year during which qualification was lost unless the Company is entitled to relief under specific statutory provisions. As of December 31, 2022, the Company believes it is in compliance with all applicable REIT requirements. The Company is still subject to state and local income taxes and to federal income and excise tax on its undistributed income, however those taxes are not material to the financial statements. The Company evaluates the accounting and disclosure of tax positions taken or expected to be taken in the course of preparing the Company’s tax returns to determine whether the tax positions are “more-likely-than-not” (greater than 50 percent probability) of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax benefit or expense in the current year. The Company’s management is required to analyze all open tax years, as defined by the statute of limitations, for all major jurisdictions, which include federal and certain states. The Company has no examinations in progress and none are expected at this time. The tax years subject to examination are 2021, 2020 and 2019. The Company had no material unrecognized federal or state tax benefit or expense, accrued interest or penalties as of December 31, 2022. When applicable, the Company recognizes interest and/or penalties related to uncertain tax positions on its consolidated statements of operations and comprehensive income (loss). |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Advisory Fee Pursuant to the Advisory Agreement, the Company will pay the Adviser, on a monthly basis in arrears, an advisory fee at an annualized rate of 0.75% of the gross asset value of the Company on a consolidated basis (excluding the value of the OP’s assets but inclusive of the Company’s pro rata share of the debt held at the OP and its SPEs). The Adviser will manage the Company’s business including, among other duties, advising the Board to issue distributions, preparing our quarterly and annual consolidated financial statements prepared under GAAP, development and maintenance of internal accounting controls, management and conduct of maintaining our REIT status, calculation of our NAV and recommending the appropriate NAV to be set by the Board, processing of sales of Shares through the Private Offering, reporting to holders of Shares, our tax filings, and other responsibilities customary for an external advisor to a business similar to ours. With certain specified exceptions, the advisory fee together with reimbursement of operating and offering expenses may not exceed 1.5% of average total assets of the Company and the OP, as determined in accordance with GAAP on a consolidated basis, at the end of each month (or partial month) (i) for which any advisory fee is calculated or (ii) during the year for which any expense reimbursement is calculated. For the years ended December 31, 2022, 2021 and 2020, the Company incurred advisory fees of approximately $16.1 million, $8.3 million and $3.3 million, respectively, which is included in advisory fees on the consolidated statements of operations and comprehensive income (loss). Management Fee The equity holders of the Manager are holders of noncontrolling interests in the OP and comprise a portion of the VineBrook Contributors. Through this noncontrolling ownership, the Manager is deemed to be a related party. Pursuant to the Management Agreements, the OP will pay the Manager (i) an acquisition fee equal to 1.0% of the purchase price paid for any new property acquired during the month, (ii) a construction fee monthly in arrears that shall not exceed the greater of 10% of construction costs or $1,000, whichever is higher, in connection with the repair, renovation, improvement or development of any newly acquired property, and (iii) a property management fee monthly in arrears equal to a percentage of collected rental revenues for all properties during the month as follows: • 8.0% of collected rental revenue up to and including $45 million on an annualized basis; • 7.0% of the incremental collected rental revenue above $45 million but below and including $65 million on an annualized basis; • 6.0% of the incremental collected rental revenue above $65 million but below and including $85 million on an annualized basis; and • 5.0% of the incremental collected rental revenue above $85 million on an annualized basis. Under the Management Agreements and the Side Letter, the aggregate fees that the Manager can earn in any fiscal year are capped such that the Manager’s EBITDA (as defined in the Management Agreements) derived from these fees may not exceed the greater of $1.0 million or 0.5% of the combined equity value of the Company and the OP on a consolidated basis, calculated on the first day of each fiscal year based on the aggregate NAV of the outstanding Shares and OP Units held other than by the Company on the last business day of the prior fiscal year (the “Manager Cap”). The aggregate fees up to the Manager Cap are payable (1) in cash in an amount equal to the tax obligations of the Manager’s equity holders resulting from the aggregate management fees earned in such fiscal year up to a maximum rate of 25% (the “Manager Cash Cap”) and (2) with respect to the remaining portion of the aggregate fees, in Class C OP Units, at a price per OP Unit equal to the Cash Amount (as defined in the OP LPA). The aggregate fees paid in cash that exceed the Manager Cash Cap are rebated back to the OP. As of December 31, 2022, the OP recorded a receivable of approximately $0.7 million due from the Manager, included in due from Manager on the consolidated balance sheet related to the Manager Cash Cap rebate, and as a reduction to the management fee expense on the consolidated statements of operations and comprehensive income (loss). As of December 31, 2021, the OP recorded a receivable of approximately $2.2 million due from the Manager, included in due from Manager on the consolidated balance sheet related to the Manager Cash Cap rebate, and as a reduction to the management fee expense on the consolidated statements of operations and comprehensive income (loss). The Manager is responsible for the day-to-day management of the properties, acquisition of new properties, disposition of existing properties (with acquisition and disposition decisions made under the approval of the investment committee and the Board), leasing the properties, managing resident issues and requests, collecting rents, paying operating expenses, managing maintenance issues, accounting for each property using GAAP, and other responsibilities customary for the management of SFR properties. Property management fees are included in property management fees on the consolidated statements of operations and comprehensive income (loss) and acquisition and construction fees are capitalized into each home and are included in buildings and improvements on the consolidated balance sheet and are depreciated over the useful life of each property. The following table is a summary of fees that the OP incurred to the Manager and its affiliates, as well as reimbursements paid to the Manager and its affiliates for various operating expenses the Manager paid on the OP’s behalf, of which approximately $4.5 million and $4.2 million is due to the Manager and included in accounts payable and other accrued liabilities on the consolidated balance sheets as of December 31, 2022 and 2021, respectively, under the terms of Management Agreements and Side Letter, for the years ended December 31, 2022, 2021 and 2020 (dollars in thousands): For the Year Ended December 31, Location on Financial Statements 2022 2021 2020 Fees Incurred Property management fees Statement of Operations $ 13,196 $ 7,115 $ 4,478 Acquisition fees Balance Sheet 10,391 9,216 1,771 Construction supervision fees Balance Sheet 17,907 6,739 4,194 Reimbursements Payroll and benefits Balance Sheet and Statement of Operations 27,772 15,462 8,501 Other reimbursements Balance Sheet and Statement of Operations 1,817 855 414 Totals $ 71,083 $ 39,387 $ 19,358 Internalization of the Adviser or the Manager The Company may acquire all of the outstanding equity interests of the Adviser, the Manager or both (an “Internalization”) under certain provisions (a “Purchase Provision”) of the Advisory Agreement or the Side Letter to effect an Internalization upon the payment of a certain fee (an “Internalization Fee”). If the Company determines to acquire the equity interests of the Adviser, the applicable Purchase Provision of the Advisory Agreement provides that the Adviser must first agree to such acquisition and that the Company will pay the Adviser an Internalization Fee equal to three times the total of the prior 12 months’ advisory fee, payable only in capital stock of the Company. If the Company determines to acquire the equity interests of Manager, the applicable Purchase Provision of the Side Letter provides the Company has a right to do so and that the Company will pay the Manager an Internalization Fee equal to $6.5 million plus 50% of the subtraction of $6.5 million from three times the total of the prior 12 months’ property management fee, payable in cash, Shares or Class C OP Units. The OP may also acquire the equity interests of the Manager on the same terms under the applicable Purchase Provision. On June 28, 2022, the OP notified the Manager that it elected to exercise its Purchase Provision of the Manager. As of December 31, 2022, the Internalization of the Manager has not closed. The Company expects to close the Internalization of the Manager as promptly as possible following effectiveness of the Consent, following which the services previously provided by the Manager will be internally managed, although there can be no assurance that the transaction will close on this timeline or at all. Certain additional conditions and limitations apply to the Internalizations, including but not limited to caps on the Internalization Fees. The Company expects any equity issued in satisfaction of an Internalization Fee to be valued at the NAV per share in effect on May 31, 2022, the date used to calculate the Internalization Fee under the Purchase Provision. On March 9, 2023, the OP entered into the Letter Agreement with the Contributors and Dana Sprong pursuant to which the OP and the Contributors agreed to a form of Contribution Agreement to effectuate the acquisition of the Manager pursuant to the Call Right Notice to be entered into as promptly as practicable following the effectiveness of the Consent. Pursuant to the Letter Agreement, the OP agreed to use reasonable best efforts to obtain the Consent as soon as possible, and the OP and the Contributors agreed to enter into the Contribution Agreement and effectuate the Closing, as promptly as practicable following the effectiveness of the Consent and in any event, no later than one business day thereafter. Following the Closing, the Manager will become a wholly owned subsidiary of the OP and the Portfolio will be internally managed. Pursuant to the Letter Agreement, the OP and the Contributors also agreed that March 9, 2023 would be used for purposes of calculating the closing consideration payable to the Contributors. Termination Fees Payable to the Adviser or Manager If the Advisory Agreement or any one of the Management Agreements is terminated without cause by the Company or the SPE, as applicable, or is otherwise terminated under certain conditions, the Adviser or the Manager, as applicable, will be entitled to a termination fee (a “Termination Fee”) in the amount of three times the prior 12 months’ advisory fee, in the case of a termination of the Advisory Agreement, or three times the prior 12 months’ property management fee, in the case of the applicable Management Agreement. In addition to termination by the Company without cause, the Adviser will be entitled to the Termination Fee if the Adviser terminates the Advisory Agreement without cause or terminates the agreement due to the occurrence of certain specified breaches of the Advisory Agreement by the Company. The Advisory Agreement may be terminated without cause by the Company or the Adviser with 180 days’ notice prior to the expiration of the then-current term. In addition to termination by the SPE without cause, the Manager will be entitled to the Termination Fee if the SPE sells or otherwise disposes of all or substantially all of the properties subject to the applicable Management Agreement. The Management Agreements may be terminated by the SPE with 90 days’ notice without cause. Termination Fees are payable in cash. Advance Acquisition and Construction Fee Advances Paid to the Manager Pursuant to the Side Letter, the Manager may request from the OP from time-to-time an advance on acquisition and construction fees (the “Fee Advances”) to fund the performance of its obligations under the Management Agreements. Each Fee Advance is repaid from future acquisition and construction fees earned by and owed to the Manager. Fee Advances are included in the line item due from Manager on the consolidated balance sheets. As of December 31, 2022 and December 31, 2021, the Company recorded no receivable for Fee Advances. Backstop Loans to the Manager Pursuant to the Side Letter, in the event the Manager does not have sufficient cash flow from operations to meet its budgeted obligations under the Management Agreements, the Manager may from time to time request from the Company a temporary loan (the “Backstop Loan”) to satisfy the shortfall. Backstop Loans are interest free, may be prepaid at any time and may not exceed a principal amount that is in the aggregate equal to the lesser of the Internalization Fee or Termination Fee under the applicable Management Agreement. Unless otherwise repaid, each Backstop Loan is payable upon termination of the applicable Management Agreement. Backstop Loans are included in the line item due from Manager on the consolidated balance sheets. As of December 31, 2022 and December 31, 2021, the Company recorded a receivable for Backstop Loans made to the manager of approximately $0.7 million and approximately $0.7 million, respectively. Dealer Manager Fees Investors may be charged a dealer manager fee of between 0.50% and 3.00% of gross investor equity by the Dealer Manager for sales of Shares pursuant to the Private Offering, subject to certain breakpoints and various terms of the Dealer Manager Agreements. At the sole discretion of the Dealer Manager, the dealer manager fee may be partially or fully waived. The dealer manager fee is paid to an affiliate of the Adviser. Organization and Private Offering Expenses Offering and organizational expenses (“O&O Expenses”) may be incurred in connection with sales in the Private Offering at the discretion of the Company and are borne by investors through a fee of up to 0.50% of gross investor equity for sales through Raymond James and up to 1.00% of gross investor equity for other sales. O&O Expenses are intended to reimburse the Company, Adviser and Placement Agents for the costs of maintaining the Private Offering and selling costs incurred in raising equity under the Private Offering. Payments for bona fide expenses and reimbursements are O&O Expenses which are recorded as a reduction to equity. NexBank The Company and the OP maintain bank accounts with an affiliate of the Adviser, NexBank N.A. (“NexBank”). NexBank charges no recurring maintenance fees on the accounts. As of December 31, 2022, in the VineBrook reportable segment, the Company and OP had approximately $23.1 million and $16.0 million, respectively, in cash at NexBank. As of December 31, 2022, in the NexPoint Homes reportable segment, NexPoint Homes and the SFR OP had approximately $1.6 million and $0.3 million, respectively, in cash at NexBank. NexPoint Homes Transactions In connection with the Company’s consolidated investment in NexPoint Homes, the Company consolidated non-controlling interests in NexPoint Homes that were contributed by affiliates of the Adviser. As of December 31, 2022, these affiliates had contributed approximately $113.0 million of equity to NexPoint Homes. Additionally, the Company consolidated five SFR OP convertible notes that are loans from affiliates of the Adviser to the SFR OP that bear interest at 7.50% and mature on June 30, 2027 (the “SFR OP Convertible Notes”). As of December 31, 2022, the total principal outstanding on the SFR OP Convertible Notes was approximately $100.1 million (excluding amounts owed to NexPoint Homes by the SFR OP, as these are eliminated in consolidation) which is included in notes payable on the consolidated balance sheets. For the year ended December 31, 2022, the SFR OP recorded approximately $4.3 million of interest expense related to the SFR OP Convertible Notes, of which $4.3 million remained accrued as of December 31, 2022 within accrued interest payable on the consolidated balance sheet. The Company consolidates an approximately $4.8 million loan from the SFR OP to the NexPoint Homes Manager (defined below) (the “HomeSource Note”). The HomeSource Note bears interest at daily SOFR plus 2.00% and matures on February 1, 2027. In connection with the HomeSource Note, the SFR OP received a 9.99% non-voting interest in the HomeSource Operations LLC (the “HomeSource Investment”). The HomeSource Note and the HomeSource Investment are included in prepaid and other assets on the consolidated balance sheet, in addition to approximately $1.1 million of amounts due from HomeSource for interest on the HomeSource Note and routine funding. On June 8, 2022, NexPoint Homes entered into an advisory agreement (the “NexPoint Homes Advisory Agreement”) with NexPoint Real Estate Advisors XI, LP (the “NexPoint Homes Adviser”), an affiliate of the Adviser. Under the terms of the NexPoint Homes Advisory Agreement, the NexPoint Homes Adviser manages the day-to-day affairs of NexPoint Homes for a fee equal to 0.75% of the consolidated enterprise value of NexPoint Homes. Additionally, the NexPoint Homes Adviser charges a fee equal to 0.25% of each transaction in connection with the procurement of debt of equity capital for NexPoint Homes. No fees were collected by the NexPoint Homes Adviser in connection with the NexPoint Homes Advisory Agreement during the year ended December 31, 2022 as the NexPoint Homes Adviser waived approximately $2.3 million of fees through December 31, 2022. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments In the normal course of business, the Company enters into various construction related purchase commitments with parties that provide these goods and services. In the event the Company were to terminate construction services prior to the completion of projects, the Company could potentially be committed to satisfy outstanding or uncompleted purchase orders with such parties. As of December 31, 2022, management does not anticipate any material deviations from schedule or budget related to rehabilitation projects currently in process. Contingencies In the normal course of business, the Company is subject to claims, lawsuits, and legal proceedings. While it is not possible to ascertain the ultimate outcome of all such matters, management believes that the aggregate amount of such liabilities, if any, in excess of amounts provided or covered by insurance, will not have a material adverse effect on the consolidated balance sheets or consolidated statements of operations and comprehensive income (loss) of the Company. The Company is not involved in any material litigation nor, to management’s knowledge, is any material litigation currently threatened against the Company or its properties or subsidiaries. The Company is not aware of any environmental liability with respect to the properties it owns that could have a material adverse effect on the Company’s business, assets, or results of operations. However, there can be no assurance that such a material environmental liability does not exist. The existence of any such material environmental liability could have an adverse effect on the Company’s results of operations and cash flows. An entity purchased by the OP as a part of the Formation Transaction, the Huber Transaction Sub, LLC (“Huber”), had potential liability exposure to a legacy environmental issue related to a 1988 petroleum release from an underground storage tank located on a property subsequently not purchased by Huber. The owner of the property prior to Huber has assumed the defense of alleged environmental violations and is proceeding with the required regulatory investigation and remediation of the underground storage tank release clean up. Huber received an indemnification, and the Company and the OP in turn received an indemnification, which was evidenced by approximately $2.6 million of proceeds in an escrow account (the “Indemnification Escrow”) that is for the benefit of the Company and the OP in the event the prior owner fails to perform their obligations in regard to any required remediation of the issue. On January 27, 2021, the Indemnification Escrow was released and this matter was fully resolved. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Reportable Segments Following the formation of NexPoint Homes, the Company has two reportable segments. For the year ended December 31, 2022, the majority of the Company’s operations are included within the Company’s primary reportable segment, VineBrook, as the NexPoint Homes reportable segment was recently formed on June 8, 2022. For the year ended December 31, 2021, the Company had one reportable segment, VineBrook. All corporate related costs are included in the VineBrook segment to align with how financial information is presented to the chief operating decision maker. The following presents select operational results for the reportable segments (in thousands): For the Year Ended December 31, 2022 2021 2020 Revenues Expenses Net loss Revenues Expenses Net income Revenues Expenses Net loss VineBrook $ 246,936 $ 275,333 $ (31,223) $ 156,941 $ 156,882 $ 61 $ 76,454 $ 77,470 $ (1,665) NexPoint Homes 22,395 41,033 (18,439) — — — — — — Total Company $ 269,331 $ 316,366 $ (49,662) $ 156,941 $ 156,882 $ 61 $ 76,454 $ 77,470 $ (1,665) The following presents select balance sheet data for the reportable segments (in thousands): As of December 31, 2022 As of December 31, 2021 VineBrook NexPoint Homes Total Company VineBrook NexPoint Homes Total Company Assets Gross operating real estate investments $ 2,985,314 $ 751,541 $ 3,736,855 $ 1,726,948 $ — $ 1,726,948 Accumulated depreciation and amortization (155,957) (15,691) (171,648) (76,789) — (76,789) Net operating real estate investments 2,829,357 735,850 3,565,207 1,650,159 — 1,650,159 Real estate held for sale, net 3,360 — 3,360 81 — 81 Net real estate investments 2,832,717 735,850 3,568,567 1,650,240 — 1,650,240 Other assets 219,885 48,285 268,170 108,085 — 108,085 Total assets $ 3,052,602 $ 784,135 $ 3,836,737 $ 1,758,325 $ — $ 1,758,325 Liabilities Debt payable, net $ 2,035,991 $ 565,238 $ 2,601,229 $ 768,545 $ — $ 768,545 Other liabilities 115,169 16,824 131,993 89,574 — 89,574 Total liabilities $ 2,151,160 $ 582,062 $ 2,733,222 $ 858,119 $ — $ 858,119 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The Company evaluated subsequent events through the date the consolidated financial statements were issued, to determine if any significant events occurred subsequent to the balance sheet date that would have a material impact on these consolidated financial statements and determined the following events were material: First Quarter 2023 Dividends On January 13, 2023, the Company approved a common stock dividend of $0.1767 per Share for shareholders of record as of January 17, 2023. On February 15, 2023, the Company approved a common stock dividend of $0.1767 per Share for shareholders of record as of February 15, 2023. On March 14, 2023, the Company approved a common stock dividend of $0.1767 per Share for shareholders of record as of March 15, 2023. The approved dividends are payable on March 31, 2023. NAV Determination In accordance with the Valuation Methodology, on January 24th, 2023, the Company determined that its NAV per share calculated on a fully diluted basis was $63.04 as of December 31, 2022. Shares and OP Units issued under the respective DRIPs will be issued a 3% discount to the NAV per share in effect. Tusk and Siete Portfolio Acquisitions On August 3, 2022, VB Five, LLC (“Buyer”), an indirect subsidiary of the Company, entered into a purchase agreement under which the Buyer agreed to acquire a portfolio of approximately 1,610 SFR homes located in Arizona, Florida, Georgia, Ohio and Texas (the “Tusk Portfolio”). Also on August 3, 2022, the Buyer entered into a purchase agreement under which the Buyer agreed to acquire a portfolio of approximately 1,289 SFR homes located in Arizona, Florida, Georgia, North Carolina, Ohio and Texas (the “Siete Portfolio”). On January 17, 2023, the Company, through its indirect subsidiary, VB Seven, LLC, entered into an agreement under which the acquisition of the Tusk Portfolio was terminated by the seller and the Buyer forfeited its initial deposit of approximately $23.3 million. Additionally, on January 17, 2023, the Company, through its indirect subsidiary, VB Seven, LLC, entered into an agreement under which the acquisition of the Siete Portfolio was terminated by the seller and the Buyer forfeited its initial deposit of approximately $17.7 million. JPM Facility Amendment On January 31, 2023, the Company entered into Amendment No. 2 to the JPM Facility, wherein the total facility amount was updated to $350.0 million, and the maturity date was extended to January 31, 2025, which may be extended for 12 months upon submission of an extension request, subject to approval. As of the date of the JPM Facility Amendment No. 2, the JPM Facility had $30.0 million in available capacity. In connection with the JPM Facility Amendment No. 2, the OP will collaterally assign its interest in the interest rate cap with Goldman to fix an upper limit on the interest rate used for the debt service coverage-based cap on availability under the JPM Facility. Internalization Update On March 9, 2023, the OP entered into the Letter Agreement with the Contributors and Dana Sprong pursuant to which the OP and the Contributors agreed to a form of Contribution Agreement to effectuate the acquisition of the Manager pursuant to the Call Right Notice to be entered into as promptly as practicable following the effectiveness of the Consent. Pursuant to the Letter Agreement, the OP agreed to use reasonable best efforts to obtain the Consent as soon as possible, and the OP and the Contributors agreed to enter into the Contribution Agreement and effectuate the Closing, as promptly as practicable following the effectiveness of the Consent and in any event, no later than one business day thereafter. Following the Closing, the Manager will become a wholly owned subsidiary of the OP and the Portfolio will be internally managed. Pursuant to the Letter Agreement, the OP and the Contributors also agreed that March 9, 2023 would be used for purposes of calculating the closing consideration payable to the Contributors. Interest Rate Swap On March 24, 2023, the Company entered into an interest rate swap agreement with Mizuho as the counterparty with a notional amount of $250.0 million. The interest rate swap agreement effectively replaces the floating interest rate, daily SOFR, with respect to the notional amount with a fixed rate of 3.5993%. The effective date of the interest rate swap agreement is April 3, 2023. |
Schedule III - Real Estate and
Schedule III - Real Estate and Accumulated Depreciation | 12 Months Ended |
Dec. 31, 2022 | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure [Abstract] | |
Schedule III - Real Estate and Accumulated Depreciation | VINEBROOK HOMES TRUST, INC. AND SUBSIDIARIES SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2022 (dollars in thousands) Included below is a summary of real estate and accumulated depreciation for the VineBrook reportable segment as of December 31, 2022: Initial Cost to Company Gross Cost Basis as of December 31, 2022 (1) Market Number of Gross Cost Land Buildings and Costs Land Buildings and Total Accumulated Net Cost Basis Dates of Operating homes Cincinnati 3,357 $ 376,751 $ 84,532 $ 240,738 $ 51,188 $ 84,532 $ 291,926 $ 376,458 $ (30,649) $ 345,809 2018-2022 Dayton 2,922 250,947 54,901 164,602 31,425 54,901 196,027 250,928 (23,379) 227,549 2018-2022 Columbus 1,703 185,472 41,384 114,270 29,819 41,384 144,089 185,473 (16,289) 169,184 2018-2022 St. Louis 2,452 271,027 40,291 185,953 44,783 40,291 230,736 271,027 (12,405) 258,622 2019-2022 Indianapolis 1,488 185,619 25,040 134,000 26,580 25,040 160,580 185,620 (11,408) 174,212 2018-2022 Birmingham 1,118 169,418 30,186 127,992 11,608 30,186 139,600 169,786 (8,051) 161,735 2021-2022 Columbia 1,097 161,524 25,858 124,907 10,759 25,858 135,666 161,524 (7,332) 154,192 2021-2022 Kansas City 1,209 167,349 25,007 117,612 24,730 25,007 142,342 167,349 (7,236) 160,113 2019-2022 Jackson 1,307 161,686 33,479 101,039 27,168 33,479 128,207 161,686 (4,536) 157,150 2019-2022 Memphis 1,818 204,223 34,284 139,342 30,598 34,284 169,940 204,224 (7,522) 196,702 2019-2022 Augusta 846 107,967 19,813 76,030 12,124 19,813 88,154 107,967 (3,985) 103,982 2021-2022 Milwaukee 1,032 125,320 15,878 84,205 25,236 15,878 109,441 125,319 (4,186) 121,133 2019-2022 Atlanta 805 137,593 26,422 107,550 3,622 26,422 111,172 137,594 (3,755) 133,839 2022 Pittsburgh 522 54,841 10,804 30,707 13,135 10,804 43,842 54,646 (1,969) 52,677 2019-2022 Pensacola 300 48,522 5,668 42,645 209 5,668 42,854 48,522 (1,509) 47,013 2022 Greenville 400 64,710 8,242 49,536 6,932 8,242 56,468 64,710 (2,607) 62,103 2021-2022 Little Rock 392 39,162 6,720 22,835 9,405 6,720 32,240 38,960 (1,017) 37,943 2019-2022 Huntsville 307 50,850 7,282 38,200 5,367 7,282 43,567 50,849 (1,637) 49,212 2021-2022 Raeford 250 32,230 3,335 28,665 229 3,335 28,894 32,229 (1,044) 31,185 2022 Portales 350 47,762 4,812 42,539 411 4,812 42,950 47,762 (1,108) 46,654 2022 Omaha 322 43,693 3,972 32,169 7,552 3,972 39,721 43,693 (1,551) 42,142 2019-2022 Triad 263 43,662 7,682 30,737 4,553 7,682 35,290 42,972 (1,468) 41,504 2021-2022 Montgomery 349 50,866 8,226 34,676 7,964 8,226 42,640 50,866 (1,275) 49,591 2021-2022 Charleston 23 6,899 1,168 3,959 23 1,168 3,982 5,150 (39) 5,111 2022 Total VineBrook operating homes 24,632 2,988,093 524,986 2,074,908 385,420 524,986 2,460,328 2,985,314 (155,957) 2,829,357 VineBrook homes held for sale 25 — 679 2,681 — 679 2,681 3,360 — 3,360 2018-2022 Total VineBrook homes 24,657 $ 2,988,093 $ 525,665 $ 2,077,589 $ 385,420 $ 525,665 $ 2,463,009 $ 2,988,674 $ (155,957) $ 2,832,717 (1) The unaudited aggregate cost of real estate for the VineBrook reportable segment in the table above for federal income tax purposes was approximately $3.0 billion as of December 31, 2022. (2) Balances include intangible lease assets. VINEBROOK HOMES TRUST, INC. AND SUBSIDIARIES SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2022 (dollars in thousands) Included below is a summary of real estate and accumulated depreciation for the NexPoint Homes reportable segment as of December 31, 2022 and a reconciliation to consolidated real estate and accumulated depreciation as of December 31, 2022: Initial Cost to Company Gross Cost Basis as of December 31, 2022 (1) Market Number of Gross Cost Land Buildings and Costs Land Buildings and Total Accumulated Net Cost Basis Dates of Operating homes Atlanta 211 $ 74,780 $ 10,202 $ 58,691 $ 5,887 $ 10,202 $ 64,578 $ 74,780 $ (1,727) $ 73,053 2022 Birmingham 133 39,776 5,615 31,763 2,397 5,615 34,160 39,775 (865) 38,910 2022 Charlotte 68 21,294 3,436 19,128 1,037 3,436 20,165 23,601 (393) 23,208 2022 Dallas/Ft Worth 51 18,897 3,115 15,253 529 3,115 15,782 18,897 (272) 18,625 2022 Fayetteville 440 126,829 17,767 101,571 7,491 17,767 109,062 126,829 (3,019) 123,810 2022 Huntsville 71 24,716 3,813 19,488 1,414 3,813 20,902 24,715 (434) 24,281 2022 Kansas City 146 41,391 6,419 33,378 1,594 6,419 34,972 41,391 (617) 40,774 2022 Little Rock 211 56,081 8,313 44,964 2,804 8,313 47,768 56,081 (1,270) 54,811 2022 Memphis 158 45,538 7,090 36,785 1,663 7,090 38,448 45,538 (912) 44,626 2022 Oklahoma City 516 146,932 19,584 118,842 9,212 19,584 128,054 147,638 (3,268) 144,370 2022 San Antonio 199 52,642 7,920 42,563 2,159 7,920 44,722 52,642 (816) 51,826 2022 Triad 50 14,507 1,785 10,953 1,770 1,785 12,723 14,508 (399) 14,109 2022 Tulsa 174 46,891 7,031 37,585 2,275 7,031 39,860 46,891 (892) 45,999 2022 Other (3) 126 36,864 5,202 30,434 2,619 5,202 33,053 38,255 (807) 37,448 2022 Total NexPoint Homes operating homes 2,554 747,138 107,292 601,398 42,851 107,292 644,249 751,541 (15,691) 735,850 NexPoint Homes homes held for sale — — — — — — — — — — Total NexPoint Homes homes 2,554 747,138 107,292 601,398 42,851 107,292 644,249 751,541 (15,691) 735,850 Total VineBrook homes 24,657 2,988,093 525,665 2,077,589 385,420 525,665 2,463,009 2,988,674 (155,957) 2,832,717 Total consolidated homes 27,211 $ 3,735,231 $ 632,957 $ 2,678,987 $ 428,271 $ 632,957 $ 3,107,258 $ 3,740,215 $ (171,648) $ 3,568,567 (1) The unaudited aggregate cost of consolidated real estate in the table above for federal income tax purposes was approximately $3.7 billion as of December 31, 2022. The unaudited aggregate cost of real estate for the NexPoint Homes reportable segment in the table above for federal income tax purposes was approximately $751.5 million as of December 31, 2022. (2) Balances include intangible lease assets. (3) Contains markets that have less than 50 homes which include Mobile, Jacksonville, Orlando, Tampa, Wichita, Austin and Houston. VINEBROOK HOMES TRUST, INC. AND SUBSIDIARIES SCHEDULE III REAL ESTATE AND ACCUMULATED DEPRECIATION DECEMBER 31, 2022 (dollars in thousands) A summary of consolidated activity for real estate and accumulated depreciation for the years ended December 31, 2022, 2021 and 2020 is as follows (in thousands): For the Year Ended December 31, 2022 2021 2020 Gross operating real estate: Balance, beginning of year $ 1,726,948 $ 754,467 $ 521,084 Acquisitions and building improvements 2,014,721 978,661 234,825 Write-offs (4,814) (6,180) (1,442) Balance, end of year $ 3,736,855 $ 1,726,948 $ 754,467 Accumulated depreciation and amortization: Balance, beginning of year $ 76,789 $ 34,396 $ 15,391 Depreciation expense (1) 90,597 42,312 19,304 Amortization expense 9,391 6,261 1,143 Write-offs (4,814) (6,180) (1,442) Reclassifications to held for sale (315) — — Balance, end of year $ 171,648 $ 76,789 $ 34,396 (1) Depreciation of buildings and improvements is computed on a straight-line basis over estimated useful lives ranging from 3 to 27.5 years. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Accounting | Basis of Accounting and Use of EstimatesThe accompanying consolidated financial statements are presented in accordance with GAAP and the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the dates of the consolidated financial statements and the amounts of revenues and expenses during the reporting periods. Actual amounts realized or paid could differ from those estimates. References to number of properties are unaudited. In the opinion of management, all adjustments and eliminations necessary for the fair presentation of the Company’s financial position as of December 31, 2022 and December 31, 2021 and results of operations for the years ended December 31, 2022, 2021 and 2020 have been included. |
Use of Estimates | Basis of Accounting and Use of EstimatesThe accompanying consolidated financial statements are presented in accordance with GAAP and the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the dates of the consolidated financial statements and the amounts of revenues and expenses during the reporting periods. Actual amounts realized or paid could differ from those estimates. References to number of properties are unaudited. In the opinion of management, all adjustments and eliminations necessary for the fair presentation of the Company’s financial position as of December 31, 2022 and December 31, 2021 and results of operations for the years ended December 31, 2022, 2021 and 2020 have been included. |
Principles of Consolidation | Principles of Consolidation The Company accounts for subsidiary partnerships, limited liability companies, joint ventures and other similar entities in which it holds an ownership interest in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 810, Consolidation . The Company first evaluates whether each entity is a variable interest entity (“VIE”). Under the VIE model, the Company consolidates an entity when it has control to direct the activities of the VIE and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. If the Company determines the entity is not a VIE, it evaluates whether the entity should be consolidated under the voting model. The Company consolidates an entity when it controls the entity through ownership of a majority voting interest. As of December 31, 2022, the Company has determined it must consolidate the OP, its subsidiaries and the OP’s investment in NexPoint Homes Trust, Inc. (“NexPoint Homes”) (see Note 5) under the VIE model as it was determined the Company both controls the direct activities of the OP and its investments, including NexPoint Homes, and has the right to receive benefits that could potentially be significant to the OP, its subsidiaries and its investment in NexPoint Homes. The Company has control to direct the activities of the OP and its subsidiaries because the OP GP must generally receive approval of the Board to take any actions. The Company has control to direct the activities of NexPoint Homes because the OP owns approximately 89% of the outstanding equity of NexPoint Homes and the parties that beneficially own over 99% of the operating partnership of NexPoint Homes are related parties to the Company as of December 31, 2022. The consolidated financial statements include the accounts of the Company and its subsidiaries, including the OP, its subsidiaries, and NexPoint Homes. All significant intercompany accounts and transactions have been eliminated in consolidation. OP Units and equity interests in consolidated VIEs that are not owned by the Company are presented as noncontrolling interests in the consolidated financial statements, and income or loss generated is allocated between the Company and the noncontrolling interests based upon their relative ownership percentages. In these consolidated financial statements, redeemable noncontrolling interests in the OP are exclusive of any interests in NexPoint Homes and its SFR OP (as defined in Note 5). Noncontrolling interests in consolidated VIEs are representative of interests in NexPoint Homes and redeemable noncontrolling interests in consolidated VIEs are representative of interests in the SFR OP (as defined in Note 5). |
Real Estate Investments | Real Estate Investments Upon acquisition, we evaluate our acquired SFR properties for purposes of determining whether a transaction should be accounted for as an asset acquisition or business combination. Since substantially all of the fair value of our acquired properties is concentrated in a single identifiable asset or group of similar identifiable assets and the acquisitions do not include a substantive process, our purchases of homes or portfolios of homes qualify as asset acquisitions. Accordingly, upon acquisition of a property, the purchase price and related acquisition costs (“Total Consideration”) are allocated to land, buildings, improvements, fixtures, and intangible lease assets based upon their relative fair values. The allocation of Total Consideration, which is determined using inputs that are classified within Level 3 of the fair value hierarchy established by FASB ASC 820, Fair Value Measurement (“ASC 820”) (see Note 8), is based on an independent third-party valuation firm’s estimate of the fair value of the tangible and intangible assets and liabilities acquired or management's internal analysis based on market knowledge obtained from historical transactions. The valuation methodology utilizes market comparable information, depreciated replacement cost and other estimates in allocating value to the tangible assets. The allocation of the Total Consideration to intangible lease assets represents the value associated with the in-place leases, as one month’s worth of effective gross income (rental revenue, less credit loss allowance, plus other income) as the average downtime of the assets in the portfolio is approximately one month and the assets in the portfolio are leased on a gross rental structure. If any debt is assumed in an acquisition, the difference between the fair value, which is estimated using inputs that are classified within Level 2 of the fair value hierarchy, and the face value of debt is recorded as a premium or discount and amortized or accreted as interest expense over the life of the debt assumed. Real estate assets, including land, buildings, improvements, fixtures, and intangible lease assets are stated at historical cost less accumulated depreciation and amortization. Costs incurred in making repairs and maintaining real estate assets are expensed as incurred. Expenditures for improvements, renovations, and replacements are capitalized at cost. The Company also incurs indirect costs to prepare acquired properties for rental. These costs are capitalized to the cost of the property during the period the property is undergoing activities to prepare it for its intended use. We capitalize interest, real estate taxes, insurance, utilities and other indirect costs as costs of the property only during the period for which activities necessary to prepare an asset for its intended use are ongoing, provided that expenditures for the asset have been made and the costs have been incurred. Upon completion of the renovation of our properties, all costs of operations, including repairs and maintenance, are expensed as incurred, unless the renovation meets the Company’s capitalization criteria. Real estate-related depreciation and amortization are computed on a straight-line basis over the estimated useful lives as described in the following table: Land Not depreciated Buildings 27.5 years Improvements and other assets 3 - 15 years Acquired improvements and fixtures 1 - 7 years Intangible lease assets 6 months As of December 31, 2022, the gross balance and accumulated amortization related to the intangible lease assets was $6.3 million and $5.1 million, respectively. As of December 31, 2021, the gross balance and accumulated amortization related to the intangible lease assets was $1.0 million and $0.5 million, respectively. For the years ended December 31, 2022, 2021 and 2020, the Company recognized approximately $9.4 million, $6.3 million and $1.1 million, respectively, of amortization expense related to the intangible lease assets. Real estate assets are reviewed for impairment quarterly or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Significant indicators of impairment may include, but are not limited to, declines in home values, rental rates or occupancy percentages, as well as significant changes in the economy. In such cases, the Company will evaluate the recoverability of the assets by comparing the estimated future cash flows expected to result from the use and eventual disposition of each asset to its carrying amount and provide for impairment if such undiscounted cash flows are insufficient to recover the carrying amount. If impaired, the real estate asset will be written down to its estimated fair value. The process whereby we assess our SFR homes for impairment requires significant judgment and assessment of factors that are, at times, subject to significant uncertainty. No significant impairments on operating properties were recorded during the years ended December 31, 2022, 2021 and 2020. |
Cash and restricted cash | Cash and restricted cash The Company maintains cash at multiple financial institutions and, at times, these balances exceed federally insurable limits. As a result, there is a concentration of credit risk related to amounts on deposit. We believe any risks are mitigated through the size of the financial institutions at which our cash balances are held. Restricted cash represents cash deposited in accounts related to security deposits, property taxes, insurance premiums and deductibles and other lender-required escrows. Amounts deposited in the reserve accounts associated with the loans can only be used as provided for in the respective loan agreements, and security deposits held pursuant to lease agreements are required to be segregated. The following table provides a reconciliation of cash and restricted cash reported on the consolidated balance sheets that sum to the total of such amount shown in the consolidated statements of cash flows (in thousands): December 31, 2022 December 31, 2021 December 31, 2020 Cash $ 76,751 $ 54,104 $ 31,225 Restricted cash 37,998 20,893 5,871 Total cash and restricted cash $ 114,749 $ 74,997 $ 37,096 |
Revenue Recognition | Revenue Recognition The Company’s primary operations consist of rental income earned from its residents under lease agreements typically with terms of one year or less. As a result of the adoption of ASC 842, Leases , on January 1, 2019, the Company classifies the SFR property leases as operating leases and elects to not separate the lease component, comprised of rents from SFR properties, from the associated non-lease component, comprised of fees from SFR properties and resident charge-backs. The combined component is accounted for under the new lease accounting standard while certain resident reimbursements are accounted for as variable payments under the revenue accounting guidance. Rental income is recognized when earned. This policy effectively results in income recognition on a straight-line basis over the related terms of the leases. Resident reimbursements and other income consist of charges billed to residents for utilities, resident-caused damages, pets, and administrative, application and other fees and are recognized when earned. Historically, the Company has used a direct write-off method for uncollectible rents; wherein uncollectible rents are netted against rental income. In response to the COVID-19 pandemic, the Company additionally has established a reserve for any accounts receivable that are not expected to be collectible, which are netted against rental income. For the years ended December 31, 2022, 2021 and 2020, rental income includes $10.7 million, $6.5 million and $2.6 million of variable lease payments, respectively. Gains or losses on sales of properties are recognized pursuant to the provisions included in ASC 610-20, Other Income . We recognize a full gain or loss on sale, which is presented in loss on sales of real estate on the consolidated statements of operations and comprehensive income (loss), when the derecognition criteria under ASC 610-20 have been met. In April 2020, the FASB issued a Staff Q&A on accounting for leases during the COVID-19 pandemic, focused on the application of lease guidance in ASC 842. The Q&A states that some lease contracts may contain explicit or implicit enforceable rights and obligations that require lease concessions if certain circumstances arise that are beyond the control of the parties to the contract. Therefore, entities would need to perform a lease-by-lease analysis to determine whether contractual provisions in an existing lease agreement provide enforceable rights and obligations related to lease concessions. The FASB determined it would be acceptable for entities to not perform a lease-by-lease analysis regarding rent concessions resulting from COVID-19, and to instead make a policy election regarding rent concessions, which would give entities the option to account or not to account for these rent concessions as lease modifications if the total payments required by the modified contract are substantially the same or less than the total payments required by the original contract. Entities making the election to account for these rent concessions as lease modifications would recognize the effects of rent abatements and rent deferrals on a prospective straight-line basis over the remainder of the modified contract. We have made the election to not perform a lease-by-lease analysis to determine whether contractual provisions in an existing lease agreement provide enforceable rights and obligations related to payment plans. By electing the FASB relief, we have also made an accounting policy election to not account for rent deferrals provided to lessees due to the COVID-19 pandemic as lease modifications. Lessees are required to pay the full outstanding balance of the rent deferred over the period of the payment plan. |
Redeemable Securities | Redeemable Securities Included in the Company’s consolidated balance sheets are redeemable noncontrolling interests in the OP, redeemable noncontrolling interests in consolidated VIEs, and 6.50% Series A Cumulative Redeemable Preferred Stock (the “Preferred Shares”). These interests are presented in the “mezzanine” section of the consolidated balance sheets because they do not meet the functional definition of a liability or equity under current accounting literature. The Company accounts for these under the provisions of ASC Topic 480-10-S99-3A, paragraph 15(b). |
Earnings (Loss) Per Share | Earnings (Loss) Per Share Basic earnings (loss) per share is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of the Company’s common stock outstanding, which excludes any unvested RSUs and PI Units issued pursuant to the 2018 LTIP. Diluted earnings (loss) per share is computed by adjusting basic earnings (loss) per share for the dilutive effects of the assumed vesting of RSUs and PI Units and the conversion of OP Units and vested PI Units to Shares. During periods of net loss, the assumed vesting of RSUs and PI Units and the conversion of OP Units and vested PI Units to Shares is anti-dilutive and is not included in the calculation of earnings (loss) per share. The following table sets forth the computation of basic and diluted earnings (loss) per share for the periods presented (in thousands, except per share amounts): For the Year Ended December 31, 2022 2021 2020 Numerator for loss per share: Net (loss)/income $ (49,662) $ 61 $ (1,665) Less: Dividends on and accretion to redemption value of Redeemable Series A preferred stock 8,891 8,837 1,052 Net loss attributable to redeemable noncontrolling interests in the OP (7,489) (144) (570) Net loss attributable to redeemable noncontrolling interests in consolidated VIEs (11,695) — — Net loss attributable to noncontrolling interests in consolidated VIEs (536) — — Net loss attributable to common stockholders $ (38,833) $ (8,632) $ (2,147) Denominator for earnings (loss) per share: Weighted average common shares outstanding - basic 24,599 15,366 7,175 Weighted average unvested RSUs, PI Units, and OP Units (1) — — — Weighted average common shares outstanding - diluted 24,599 15,366 7,175 Earnings (loss) per weighted average common share: Basic $ (1.58) $ (0.56) $ (0.30) Diluted $ (1.58) $ (0.56) $ (0.30) (1) For the years ended December 31, 2022, 2021 and 2020, excludes approximately 4,353,000 shares, 4,067,000 shares and 3,569,000 shares, respectively, related to the assumed vesting of RSUs and PI Units and the conversion of OP Units and vested PI Units to Shares, as the effect would have been anti-dilutive. |
Segment Reporting | Segment Reporting Under the provision of ASC 280, Segment Reporting |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) (“ASU 2020-04”). ASU 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the year ended December 31, 2022, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company has elected practical expedients within FASB ASU 2020-04 related to replacing the source of hedged transactions and continues evaluating the impact the adoption of this ASU will have on the Company’s consolidated financial statements. In December 2022, the FASB issued ASU 2022-06, Deferral of the Sunset Date of Topic 848 (“ASU 2022-06”) which was issued to defer the sunset date of Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform to December 31, 2024. ASU 2022-06 is effective immediately for all companies. ASU 2022-06 will have no impact on the Company’s consolidated financial statements for the year ended December 31, 2022. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Estimated Useful Lives of Real Estate | Real estate-related depreciation and amortization are computed on a straight-line basis over the estimated useful lives as described in the following table: Land Not depreciated Buildings 27.5 years Improvements and other assets 3 - 15 years Acquired improvements and fixtures 1 - 7 years Intangible lease assets 6 months |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash and restricted cash reported on the consolidated balance sheets that sum to the total of such amount shown in the consolidated statements of cash flows (in thousands): December 31, 2022 December 31, 2021 December 31, 2020 Cash $ 76,751 $ 54,104 $ 31,225 Restricted cash 37,998 20,893 5,871 Total cash and restricted cash $ 114,749 $ 74,997 $ 37,096 |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted earnings (loss) per share for the periods presented (in thousands, except per share amounts): For the Year Ended December 31, 2022 2021 2020 Numerator for loss per share: Net (loss)/income $ (49,662) $ 61 $ (1,665) Less: Dividends on and accretion to redemption value of Redeemable Series A preferred stock 8,891 8,837 1,052 Net loss attributable to redeemable noncontrolling interests in the OP (7,489) (144) (570) Net loss attributable to redeemable noncontrolling interests in consolidated VIEs (11,695) — — Net loss attributable to noncontrolling interests in consolidated VIEs (536) — — Net loss attributable to common stockholders $ (38,833) $ (8,632) $ (2,147) Denominator for earnings (loss) per share: Weighted average common shares outstanding - basic 24,599 15,366 7,175 Weighted average unvested RSUs, PI Units, and OP Units (1) — — — Weighted average common shares outstanding - diluted 24,599 15,366 7,175 Earnings (loss) per weighted average common share: Basic $ (1.58) $ (0.56) $ (0.30) Diluted $ (1.58) $ (0.56) $ (0.30) (1) For the years ended December 31, 2022, 2021 and 2020, excludes approximately 4,353,000 shares, 4,067,000 shares and 3,569,000 shares, respectively, related to the assumed vesting of RSUs and PI Units and the conversion of OP Units and vested PI Units to Shares, as the effect would have been anti-dilutive. |
Investments in Subsidiaries (Ta
Investments in Subsidiaries (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Investments in and Advances to Affiliates [Abstract] | |
Schedule of Subsidiaries | Loans from the Warehouse Facility (as defined in Note 7) can only be settled from the assets owned by VB One, LLC (dollars in thousands): VIE Name Homes Cost Basis OP Beneficial Ownership % Encumbered by Mortgage (1) Debt Allocated NREA VB I, LLC 66 $ 6,083 100 % Yes $ 5,031 NREA VB II, LLC 167 16,577 100 % Yes 10,736 NREA VB III, LLC 1,322 122,037 100 % Yes 70,890 NREA VB IV, LLC 385 37,603 100 % Yes 24,184 NREA VB V, LLC 1,828 127,519 100 % Yes 107,931 NREA VB VI, LLC 296 28,258 100 % Yes 18,658 NREA VB VII, LLC 36 3,124 100 % Yes 2,978 True FM2017-1, LLC 210 19,432 100 % Yes 10,143 VB One, LLC 13,916 1,813,136 100 % No 1,270,000 VB Two, LLC 1,851 173,858 100 % No 124,279 VB Three, LLC 3,885 551,835 100 % No 320,000 VB Five, LLC 170 18,848 100 % Yes 8,786 VB Eight, LLC 525 70,365 100 % No 75,000 NexPoint Homes 2,554 751,540 89 % No 467,254 27,211 $ 3,740,215 $ 2,515,870 (2) (1) Assets held, directly or indirectly, by VB One, LLC, VB Two, LLC, VB Three, LLC and VB Eight, LLC are not encumbered by a mortgage. Instead, the lender has an equity pledge in certain assets of the respective SPEs and an equity pledge in the equity of the respective SPEs. |
Real Estate Assets (Tables)
Real Estate Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Real Estate [Abstract] | |
Schedule of Real Estate Investments | The components of the Company’s real estate investments in homes were as follows (in thousands): Land Buildings and improvements (1) Intangible lease assets Real estate held for sale, net Total Gross Real Estate, December 31, 2021 $ 334,191 $ 1,391,786 $ 971 $ 81 $ 1,727,029 Additions 298,087 1,706,472 (2) 10,162 13,862 2,028,583 Write-offs — — (4,814) — (4,814) Dispositions — — — (10,583) (10,583) Gross Real Estate, December 31, 2022 632,278 3,098,258 6,319 3,360 3,740,215 Accumulated depreciation and amortization — (166,594) (5,054) — (171,648) Net Real Estate, December 31, 2022 $ 632,278 $ 2,931,664 $ 1,265 $ 3,360 $ 3,568,567 (1) Includes capitalized interest, real estate taxes, insurance and other costs incurred during rehabilitation of the properties. (2) Includes capitalized interest of approximately $12.2 million and other capitalizable costs outlined in (1) above of approximately $8.8 million. |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Summary of Debt | The following table contains summary information of the Company’s debt as of December 31, 2022 and December 31, 2021 (dollars in thousands): Outstanding Principal as of Type December 31, 2022 December 31, 2021 Interest Rate (1) Maturity Initial Mortgage Floating $ 240,408 $ 241,269 5.94 % 12/1/2025 Warehouse Facility Floating 1,270,000 160,000 6.40 % 11/3/2024 (2) JPM Facility Floating 320,000 240,000 7.15 % 1/31/2025 (3) Bridge Facility III Floating 75,000 — 7.36 % 9/30/2023 MetLife Note Fixed 124,279 124,689 3.25 % 1/31/2026 TrueLane Mortgage Fixed 10,143 10,387 5.35 % 2/1/2028 CoreVest Note Fixed — 2,338 6.12 % 1/9/2023 Crestcore II Note Fixed 4,651 — 5.12 % 7/9/2029 Crestcore IV Note Fixed 4,135 — 5.12 % 7/9/2029 Total VineBrook reportable segment debt $ 2,048,616 $ 778,683 NexPoint Homes MetLife Note 1 Fixed 233,545 — 3.76 % 3/3/2027 NexPoint Homes MetLife Note 2 Fixed 171,209 — 5.44 % 8/12/2027 NexPoint Homes KeyBank Facility Floating 62,500 — 6.56 % 8/12/2025 SFR OP Convertible Notes (4) Fixed 100,100 — 7.50 % 6/30/2027 Total debt $ 2,615,970 $ 778,683 Debt premium, net (5) 378 416 Deferred financing costs, net of accumulated amortization of $12,995 and $5,325, respectively (15,119) (10,554) $ 2,601,229 $ 768,545 (1) Represents the interest rate as of December 31, 2022. Except for fixed rate debt, the interest rate is one-month LIBOR, daily SOFR or one-month term SOFR, plus an applicable margin. One-month LIBOR as of December 31, 2022 was 4.3916%, daily SOFR as of December 31, 2022 was 4.3000% and one-month term SOFR as of December 31, 2022 was 4.3581%. (2) This is the stated maturity for the Warehouse Facility, but it is subject to a 12-month extension option. (3) Subsequent to December 31, 2022, the Company entered into Amendment No. 2 to the JPM Facility, wherein the maturity date was extended to January 31, 2025. The original maturity date was March 1, 2023. Refer to Note 16 to the consolidated financial statements for more information. (4) The SFR OP Convertible Notes exclude the amounts owed to NexPoint Homes by the SFR OP, as these are eliminated in consolidation. (5) The Company reflected valuation adjustments on its assumed fixed rate debt to adjust it to fair market value on the dates of acquisition for the difference between the fair value and the assumed principal amount of debt. The difference is amortized into interest expense over the remaining terms of the debt. |
Aggregate Scheduled Maturities | The aggregate scheduled maturities, including amortizing principal payments, of total debt for the next five calendar years subsequent to December 31, 2022 are as follows (in thousands): Total 2023 $ 78,600 2024 3,699 2025 1,566,700 (1) 2026 444,684 (2) 2027 505,282 Thereafter 17,005 Total $ 2,615,970 (1) Assumes the Company exercises the 12-month extension option on the Warehouse Facility. (2) Subsequent to December 31, 2022, on January 31, 2023, the Company entered into Amendment No. 2 to the JPM Facility, wherein the maturity date was extended to January 31, 2025, which may be extended for 12 months upon submission of an extension request, subject to approval. The balance of the JPM Facility was $320.0 million at December 31, 2022, which is reflected in 2026 maturities above to reflect the subsequent amendment, and assumes the Company exercises the 12-month extension option. Refer to Note 16 to the consolidated financial statements for more information. |
Fair Value of Derivatives and_2
Fair Value of Derivatives and Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Outstanding Interest Rate Swaps Designated as Cash Flow Hedges | As of December 31, 2022, the Company had the following outstanding interest rate swaps that were designated as cash flow hedges of interest rate risk (dollars in thousands): Effective Date Expiration Date Counterparty Index (1) Notional Fixed Rate 7/1/2019 7/1/2024 KeyBank One-Month LIBOR $ 100,000 1.6290 % 9/1/2019 12/21/2025 KeyBank One-Month LIBOR 100,000 1.4180 % 9/1/2019 12/21/2025 KeyBank One-Month LIBOR 50,000 1.4190 % 2/3/2020 2/1/2025 KeyBank One-Month LIBOR 50,000 1.2790 % 3/2/2020 3/3/2025 KeyBank One-Month LIBOR 20,000 0.9140 % $ 320,000 1.4309 % (2) Effective Date Expiration Date Counterparty Index (1) Notional Fixed Rate 3/31/2022 11/1/2025 KeyBank Daily SOFR $ 100,000 1.5110 % 3/31/2022 11/1/2025 KeyBank Daily SOFR 100,000 1.9190 % 3/31/2022 11/1/2025 KeyBank Daily SOFR 50,000 2.4410 % 6/1/2022 11/1/2025 Mizuho Daily SOFR 100,000 2.6284 % 6/1/2022 11/1/2025 Mizuho Daily SOFR 100,000 2.9413 % 6/1/2022 11/1/2025 Mizuho Daily SOFR 100,000 2.7900 % 7/1/2022 11/1/2025 Mizuho Daily SOFR 100,000 2.6860 % $ 650,000 2.4148 % (2) (1) As of December 31, 2022, one-month LIBOR was 4.3916% and daily SOFR was 4.3000%. (2) Represents the weighted average fixed rate of the interest rate swaps for one-month LIBOR interest rate swaps and daily SOFR interest rate swaps, respectively, which have a combined weighted average fixed rate of 2.0902%. |
Derivatives Not Designated as Hedges | As of December 31, 2022, the Company had the following outstanding derivatives that were not designated as hedges in qualifying hedging relationships (dollars in thousands): Derivative Notional Hedged Floating Rate Debt Index Index as of December 31, 2022 Strike Rate Interest Rate Cap $ 300,000 Warehouse Facility One-Month Term SOFR 4.3581 % 1.50 % |
Derivative Financial Instruments Classification | The table below presents the fair value of the Company’s derivative financial instruments, which are presented on the consolidated balance sheets as of December 31, 2022 and December 31, 2021 (in thousands): Asset Derivatives Liability Derivatives Balance Sheet Location December 31, 2022 December 31, 2021 December 31, 2022 December 31, 2021 Derivatives designated as hedging instruments: Interest rate swaps Interest rate derivatives, at fair value $ 49,244 $ — $ — $ 3,590 Derivatives not designated as hedging instruments: Interest rate caps Interest rate derivatives, at fair value 21,569 — — — Total $ 70,813 $ — $ — $ 3,590 The table below presents the effect of the Company’s derivative financial instruments on the consolidated statements of operations and comprehensive income (loss) for the years ended December 31, 2022, 2021 and 2020 (in thousands): For the Year Ended December 31, Location of gain/(loss) recognized on Statement of Operations and Comprehensive Income/(Loss) 2022 2021 2020 Derivatives designated as hedging instruments: Interest rate swaps Unrealized gain/(loss) on interest rate hedges $ 52,833 $ 11,863 $ (17,080) Derivatives not designated as hedging instruments: Interest rate caps Interest expense 8,881 — — Total $ 61,714 $ 11,863 $ (17,080) |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Schedule of Nonvested Restricted Stock Units Activity | As of December 31, 2022, the number of RSUs granted that are outstanding was as follows (dollars in thousands): Dates Number of RSUs Value (1) Outstanding December 31, 2020 235,133 $ 7,193 Granted 191,506 6,720 Vested (48,935) (2) (1,508) Forfeited — — Outstanding December 31, 2021 377,704 $ 12,405 Granted 185,111 10,022 Vested (72,453) (2) (2,404) Forfeited (2,036) (80) Outstanding December 31, 2022 488,326 $ 19,943 (1) Value is based on the number of RSUs granted multiplied by the most recent NAV per share on the date of grant, which was $54.14 for the February 17, 2022 grant, $36.56 for the February 15, 2021 grant, $30.82 for the May 11, 2020 grant, and $29.85 for the December 10, 2019 grant. (2) Certain grantees elected to net the taxes owed upon vesting against the Shares issued resulting in 63,645 Shares being issued for the year ended December 31, 2022 and 45,067 Shares being issued for the year ended December 31, 2021, as shown on the consolidated statements of stockholders' equity. |
Vesting Schedule of RSUs | The vesting schedule for the outstanding RSUs is as follows: Vest Date RSUs Vesting February 15, 2023 22,591 February 17, 2023 30,331 May 11, 2023 21,217 December 10, 2023 18,426 February 15, 2024 22,591 February 17, 2024 22,019 May 11, 2024 21,217 February 14, 2025 22,591 February 17, 2025 22,019 February 17, 2026 22,019 Upon successful completion of IPO 263,305 488,326 |
Noncontrolling Interests (Table
Noncontrolling Interests (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Noncontrolling Interest [Abstract] | |
Schedule of Redeemable Noncontrolling Interests | The following table presents the redeemable noncontrolling interests in the OP (in thousands): Balances Redeemable noncontrolling interests in the OP, December 31, 2021 $ 196,362 Net loss attributable to redeemable noncontrolling interests in the OP (7,489) Contributions by redeemable noncontrolling interests in the OP 11,247 Distributions to redeemable noncontrolling interests in the OP (9,190) Redemptions by redeemable noncontrolling interests in the OP (350) Equity-based compensation 3,000 Other comprehensive income attributable to redeemable noncontrolling interests in the OP 8,043 Adjustment to reflect redemption value of redeemable noncontrolling interests in the OP 39,024 Redeemable noncontrolling interests in the OP, December 31, 2022 $ 240,647 The following table presents the redeemable noncontrolling interests in consolidated VIEs (in thousands): Balances Redeemable noncontrolling interests in consolidated VIEs, December 31, 2021 $ — Net loss attributable to redeemable noncontrolling interests in consolidated VIEs (11,695) Contributions by redeemable noncontrolling interests in consolidated VIEs 111,569 Distributions to redeemable noncontrolling interests in consolidated VIEs (2,088) Adjustment to reflect redemption value of redeemable noncontrolling interests in consolidated VIEs 15,186 Redeemable noncontrolling interests in consolidated VIEs, December 31, 2022 $ 112,972 |
Share-based Payment Arrangement, Activity | As of December 31, 2022, the number of PI Units granted that are outstanding and unvested was as follows (dollars in thousands): Dates Number of PI Units Value (1) Outstanding December 31, 2020 310,465 $ 9,290 Granted 246,169 9,426 Vested (58,044) (1,751) Forfeited — — Outstanding December 31, 2021 498,590 $ 16,965 Granted 27,849 1,719 Vested (84,404) (1,964) Forfeited (11,933) (434) Outstanding December 31, 2022 430,102 $ 16,286 (1) Value is based on the number of PI Units granted multiplied by the estimated per unit fair value on the date of grant, which was $27.88 for the April 19, 2019 grant, $29.12 for the November 21, 2019 grant, $30.16 for the May 11, 2020 grant, $33.45 for the November 30, 2020 grant, $38.29 for the May 31, 2021 grant and $61.74 for the August 10, 2022 grant. |
Vesting Schedule for the PI Units | The vesting schedule for the PI Units is as follows: Vest Date PI Units Vesting March 30, 2023 29,831 May 11, 2023 27,478 August 10, 2023 5,570 November 1, 2023 7,200 November 21, 2023 18,425 November 30, 2023 1,470 March 30, 2024 29,831 April 25, 2024 5,171 May 11, 2024 27,478 May 27, 2024 398 November 30, 2024 1,470 March 30, 2025 29,831 April 25, 2025 5,171 May 27, 2025 398 April 25, 2026 5,171 May 27, 2026 398 April 25, 2027 5,171 May 27, 2027 398 Upon successful completion of IPO* 229,242 430,102 *Upon successful completion of an IPO, an additional 11,764 PI Units will vest immediately instead of vesting ratably according to the schedule above on each of November 30, 2023 and November 30, 2024. |
Schedule of Consolidated Shares and OP Units Outstanding | The table below presents the consolidated Shares and OP Units outstanding held by the noncontrolling interests (“NCI”), as the OP Units held by the Company are eliminated in consolidation. Year End Shares Outstanding OP Units Held by NCI Consolidated Shares and NCI OP Units Outstanding December 31, 2020 9,260,795 3,476,216 12,737,011 December 31, 2021 21,814,248 3,626,936 25,441,184 December 31, 2022 24,615,364 3,817,375 28,432,739 |
Noncontrolling Interest | The following table presents the noncontrolling interests in consolidated VIEs (in thousands): Balances Noncontrolling interests in consolidated VIEs, December 31, 2021 $ — Net loss attributable to noncontrolling interests in consolidated VIEs (536) Contributions by noncontrolling interests in consolidated VIEs 7,575 Distributions to noncontrolling interests in consolidated VIEs (133) Noncontrolling interests in consolidated VIEs, December 31, 2022 $ 6,906 |
Redeemable Series A Preferred_2
Redeemable Series A Preferred Stock (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Dividends, Preferred Stock [Abstract] | |
Schedule of Redeemable Series A Preferred Stock | The following table presents the redeemable Series A preferred stock (dollars in thousands): Preferred Shares Balances Redeemable Series A preferred stock, December 31, 2021 5,000,000 $ 120,896 Issuance of Redeemable Series A preferred stock — — Issuance costs related to Redeemable Series A preferred stock — — Net income attributable to Redeemable Series A preferred stockholders — 8,125 Dividends declared to Redeemable Series A preferred stockholders — (8,125) Accretion to redemption value — 766 Redeemable Series A preferred stock, December 31, 2022 5,000,000 $ 121,662 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The following table is a summary of fees that the OP incurred to the Manager and its affiliates, as well as reimbursements paid to the Manager and its affiliates for various operating expenses the Manager paid on the OP’s behalf, of which approximately $4.5 million and $4.2 million is due to the Manager and included in accounts payable and other accrued liabilities on the consolidated balance sheets as of December 31, 2022 and 2021, respectively, under the terms of Management Agreements and Side Letter, for the years ended December 31, 2022, 2021 and 2020 (dollars in thousands): For the Year Ended December 31, Location on Financial Statements 2022 2021 2020 Fees Incurred Property management fees Statement of Operations $ 13,196 $ 7,115 $ 4,478 Acquisition fees Balance Sheet 10,391 9,216 1,771 Construction supervision fees Balance Sheet 17,907 6,739 4,194 Reimbursements Payroll and benefits Balance Sheet and Statement of Operations 27,772 15,462 8,501 Other reimbursements Balance Sheet and Statement of Operations 1,817 855 414 Totals $ 71,083 $ 39,387 $ 19,358 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following presents select operational results for the reportable segments (in thousands): For the Year Ended December 31, 2022 2021 2020 Revenues Expenses Net loss Revenues Expenses Net income Revenues Expenses Net loss VineBrook $ 246,936 $ 275,333 $ (31,223) $ 156,941 $ 156,882 $ 61 $ 76,454 $ 77,470 $ (1,665) NexPoint Homes 22,395 41,033 (18,439) — — — — — — Total Company $ 269,331 $ 316,366 $ (49,662) $ 156,941 $ 156,882 $ 61 $ 76,454 $ 77,470 $ (1,665) The following presents select balance sheet data for the reportable segments (in thousands): As of December 31, 2022 As of December 31, 2021 VineBrook NexPoint Homes Total Company VineBrook NexPoint Homes Total Company Assets Gross operating real estate investments $ 2,985,314 $ 751,541 $ 3,736,855 $ 1,726,948 $ — $ 1,726,948 Accumulated depreciation and amortization (155,957) (15,691) (171,648) (76,789) — (76,789) Net operating real estate investments 2,829,357 735,850 3,565,207 1,650,159 — 1,650,159 Real estate held for sale, net 3,360 — 3,360 81 — 81 Net real estate investments 2,832,717 735,850 3,568,567 1,650,240 — 1,650,240 Other assets 219,885 48,285 268,170 108,085 — 108,085 Total assets $ 3,052,602 $ 784,135 $ 3,836,737 $ 1,758,325 $ — $ 1,758,325 Liabilities Debt payable, net $ 2,035,991 $ 565,238 $ 2,601,229 $ 768,545 $ — $ 768,545 Other liabilities 115,169 16,824 131,993 89,574 — 89,574 Total liabilities $ 2,151,160 $ 582,062 $ 2,733,222 $ 858,119 $ — $ 858,119 |
Organization and Description _2
Organization and Description of Business (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||||
May 04, 2020 | May 01, 2019 USD ($) | Nov. 01, 2018 USD ($) property $ / shares shares | Dec. 31, 2022 USD ($) home state property $ / shares shares | Dec. 31, 2021 USD ($) home $ / shares | Dec. 31, 2020 USD ($) | Feb. 08, 2022 home | Aug. 28, 2018 USD ($) $ / shares shares | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Number of real estate properties | property | 25 | |||||||
Common stock, par value per share (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||
Number of states in which entity operates | state | 20 | |||||||
The 2018 Long-Term Incentive Plan | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Common stock, capital shares reserved for future issuance (in shares) | 426,307 | |||||||
Yearly increase in number of shares authorized, percentage of outstanding common stock | 10% | |||||||
Percentage of outstanding stock maximum | 10% | |||||||
Private Placement | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Equity offering, maximum number of shares (in shares) | 40,000,000 | |||||||
Equity offering, maximum value | $ | $ 1,000,000 | |||||||
Shares issued, price per share (in dollars per share) | $ / shares | $ 25 | |||||||
NexPoint Real Estate Advisors V, L.P. | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Advisory agreement, renewal term (in years) | 1 year | |||||||
VineBrook Homes, LLC | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Management agreement, term (in years) | 3 years | |||||||
Management agreement, renewal term (in years) | 1 year | |||||||
Consolidated Properties | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Number of real estate properties | home | 27,211 | |||||||
Single Family | Consolidated Properties | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Number of real estate properties | home | 27,211 | 16,891 | ||||||
Single Family | Discontinued Operations, Disposed of by Sale | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Number of real estate properties | home | 220 | |||||||
Single Family | Discontinued Operations, Disposed of by Sale | Consolidated Properties | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Number of real estate properties | home | 110 | |||||||
Single Family | Acquisition of Additional Homes | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Number of real estate properties | home | 20,748 | |||||||
Single Family | Acquisition of Additional Homes | Consolidated Properties | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Number of real estate properties | home | 7,876 | 2,842 | ||||||
Initial Mortgage | KeyBank N.A | Federal Home Loan Mortgage Corporation (Freddie Mac) Mortgage Loan | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Loans payable to bank | $ | $ 241,400 | |||||||
Formation Transaction | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Number of real estate properties | property | 4,129 | |||||||
Business combination, consideration transferred | $ | $ 330,200 | |||||||
Business combination, acquisition related costs | $ | 6,000 | |||||||
NexPoint Real Estate Opportunities, LLC | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Proceeds from partnership contribution | $ | 70,700 | |||||||
VineBrook Contributors | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Proceeds from issuance or sale of equity | $ | $ 8,600 | |||||||
Common Class A | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
General partners' capital account, units outstanding (in shares) | 20,366,423 | |||||||
Common stock, shares subscribed but unissued (in shares) | 1,097,367 | |||||||
Common stock, par value per share (in dollars per share) | $ / shares | $ 0.01 | |||||||
Proceeds from issuance of Class A common stock | $ | $ 27,400 | $ 173,607 | $ 501,694 | $ 124,325 | ||||
Common Class C | VineBrook Homes OP GP, LLC | NexPoint Real Estate Strategies Fund | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Noncontrolling interest, ownership percentage by noncontrolling owners | 0.40% | |||||||
Limited partners' capital account, units outstanding (in shares) | 89,809 | |||||||
Common Class C | VineBrook Homes OP GP, LLC | GAF REIT, LLC | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Noncontrolling interest, ownership percentage by noncontrolling owners | 0.60% | |||||||
Limited partners' capital account, units outstanding (in shares) | 141,728 | |||||||
Common Class C | VineBrook Homes OP GP, LLC | VineBrook Contributors | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Noncontrolling interest, ownership percentage by noncontrolling owners | 3.70% | |||||||
Limited partners' capital account, units outstanding (in shares) | 894,508 | |||||||
VineBrook Homes OP GP, LLC | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
General partners' capital account, units outstanding (in shares) | 24,183,798 | |||||||
VineBrook Homes OP GP, LLC | Common Class A | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
General partners' capital account, units outstanding (in shares) | 20,366,423 | |||||||
Partners' capital account, unit voting percentage | 50% | |||||||
VineBrook Homes OP GP, LLC | Common Class A | VineBrook Contributors | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Increase (decrease) in partners' capital | $ | $ 1,400 | |||||||
VineBrook Homes OP GP, LLC | Common Class A | VineBrook Homes Trust, Inc | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Noncontrolling interest, ownership percentage by noncontrolling owners | 84.20% | |||||||
VineBrook Homes OP GP, LLC | Common Class B | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Partners' capital account, unit voting percentage | 50% | |||||||
VineBrook Homes OP GP, LLC | Common Class B | NexPoint Real Estate Opportunities, LLC | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Limited partners' capital account, units outstanding (in shares) | 2,691,330 | |||||||
VineBrook Homes OP GP, LLC | Common Class B | NexPoint Real Estate Opportunities, LLC | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Noncontrolling interest, ownership percentage by noncontrolling owners | 11.10% | |||||||
VineBrook Homes OP GP, LLC | Common Class C | NexPoint Real Estate Strategies Fund | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Limited partners' capital account, units outstanding (in shares) | 89,809 | |||||||
VineBrook Homes OP GP, LLC | Common Class C | VineBrook Contributors | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Limited partners' capital account, units outstanding (in shares) | 894,508 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | 12 Months Ended | ||
Dec. 31, 2022 USD ($) segment | Dec. 31, 2021 USD ($) segment | Dec. 31, 2020 USD ($) | |
Real Estate Properties [Line Items] | |||
Real estate investment property, accumulated depreciation | $ 171,648,000 | $ 76,789,000 | |
Impairment of real estate | 0 | 0 | $ 0 |
Variable lease payments | $ 10,700,000 | $ 6,500,000 | 2,600,000 |
Number of reportable segments | segment | 2 | 1 | |
Gross Book Value of Portfolio Benchmark | Geographic Concentration Risk | Cincinnati | |||
Real Estate Properties [Line Items] | |||
Concentration risk, percentage | 10% | ||
NexPoint Homes | |||
Real Estate Properties [Line Items] | |||
Noncontrolling interest, ownership percentage by parent | 99% | ||
Real estate investment property, at cost | $ 751,540,000 | ||
NexPoint Homes | VineBrook | |||
Real Estate Properties [Line Items] | |||
Noncontrolling interest, ownership percentage by parent | 89% | ||
Series A Preferred Stock | |||
Real Estate Properties [Line Items] | |||
Preferred stock, dividend rate, percentage | 6.50% | ||
Intangible lease assets | |||
Real Estate Properties [Line Items] | |||
Real estate investment property, at cost | $ 6,300,000 | $ 1,000,000 | |
Real estate investment property, accumulated depreciation | 5,100,000 | 500,000 | |
Amortization | $ 9,400,000 | $ 6,300,000 | $ 1,100,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Estimated Useful Life of Real Estate (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Buildings | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 27 years 6 months |
Improvements and other assets | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 3 years |
Improvements and other assets | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 15 years |
Acquired improvements and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 1 year |
Acquired improvements and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 7 years |
Intangible lease assets | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 6 months |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Cash and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Accounting Policies [Abstract] | |||
Cash | $ 76,751 | $ 54,104 | $ 31,225 |
Restricted cash | 37,998 | 20,893 | 5,871 |
Total cash and restricted cash | $ 114,749 | $ 74,997 | $ 37,096 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Computation of Basic and Diluted Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Numerator for loss per share: | |||
Net (loss)/income | $ (49,662) | $ 61 | $ (1,665) |
Less: | |||
Dividends on and accretion to redemption value of Redeemable Series A preferred stock | 8,891 | 8,837 | 1,052 |
Net loss attributable to common stockholders | $ (38,833) | $ (8,632) | $ (2,147) |
Denominator for earnings (loss) per share: | |||
Weighted average common shares outstanding - basic (in shares) | 24,599 | 15,366 | 7,175 |
Weighted average unvested RSUs, PI Units, and OP Units (in shares) | 0 | 0 | 0 |
Weighted average common shares outstanding - diluted (in shares) | 24,599 | 15,366 | 7,175 |
Earnings (loss) per weighted average common share: | |||
Basic (in usd per share) | $ (1.58) | $ (0.56) | $ (0.30) |
Diluted (in usd per share) | $ (1.58) | $ (0.56) | $ (0.30) |
Antidilutive securities excluded from computation of earnings per share (in shares) | 4,353 | 4,067 | 3,569 |
VineBrook | |||
Less: | |||
Net loss attributable to redeemable noncontrolling interests in the OP | $ (7,489) | $ (144) | $ (570) |
Variable Interest Entity, Primary Beneficiary | |||
Less: | |||
Net loss attributable to redeemable noncontrolling interests in the OP | (11,695) | 0 | 0 |
Net loss attributable to noncontrolling interests in consolidated VIEs | $ (536) | $ 0 | $ 0 |
Investments in Subsidiaries - A
Investments in Subsidiaries - Additional Information (Details) | Dec. 31, 2022 property home | Jun. 08, 2022 home | Dec. 31, 2021 home |
Real Estate Properties [Line Items] | |||
Number of real estate properties | property | 25 | ||
Consolidated Properties | |||
Real Estate Properties [Line Items] | |||
Number of real estate properties | home | 27,211 | ||
Single Family | Consolidated Properties | |||
Real Estate Properties [Line Items] | |||
Number of real estate properties | home | 27,211 | 16,891 | |
Single Family | Consolidated Properties | VineBrook | |||
Real Estate Properties [Line Items] | |||
Number of real estate properties | property | 24,657 | ||
Single Family | Consolidated Properties | NexPoint Homes | |||
Real Estate Properties [Line Items] | |||
Number of real estate properties | 2,554 | 1,242 |
Investments in Subsidiaries - S
Investments in Subsidiaries - Schedule of Subsidiaries (Details) $ in Thousands | Dec. 31, 2022 USD ($) home property |
Real Estate Properties [Line Items] | |
Number of real estate properties | property | 25 |
Subsidiaries | |
Real Estate Properties [Line Items] | |
Debt allocated | $ 2,515,870 |
NexPoint Homes | SFR OP Convertible Notes | |
Real Estate Properties [Line Items] | |
Unsecured debt | $ 100,100 |
Consolidated Properties | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 27,211 |
Real estate investment property, at cost | $ 3,740,215 |
NREA VB I, LLC | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 66 |
Real estate investment property, at cost | $ 6,083 |
Debt allocated | $ 5,031 |
NREA VB I, LLC | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 100% |
NREA VB II, LLC | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 167 |
Real estate investment property, at cost | $ 16,577 |
Debt allocated | $ 10,736 |
NREA VB II, LLC | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 100% |
NREA VB III, LLC | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 1,322 |
Real estate investment property, at cost | $ 122,037 |
Debt allocated | $ 70,890 |
NREA VB III, LLC | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 100% |
NREA VB IV, LLC | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 385 |
Real estate investment property, at cost | $ 37,603 |
Debt allocated | $ 24,184 |
NREA VB IV, LLC | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 100% |
NREA VB V, LLC | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 1,828 |
Real estate investment property, at cost | $ 127,519 |
Debt allocated | $ 107,931 |
NREA VB V, LLC | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 100% |
NREA VB VI, LLC | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 296 |
Real estate investment property, at cost | $ 28,258 |
Debt allocated | $ 18,658 |
NREA VB VI, LLC | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 100% |
NREA VB VII, LLC | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 36 |
Real estate investment property, at cost | $ 3,124 |
Debt allocated | $ 2,978 |
NREA VB VII, LLC | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 100% |
True FM2017-1, LLC | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 210 |
Real estate investment property, at cost | $ 19,432 |
Debt allocated | $ 10,143 |
True FM2017-1, LLC | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 100% |
VB One, LLC | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 13,916 |
Real estate investment property, at cost | $ 1,813,136 |
Debt allocated | $ 1,270,000 |
VB One, LLC | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 100% |
VB Two, LLC | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 1,851 |
Real estate investment property, at cost | $ 173,858 |
Debt allocated | $ 124,279 |
VB Two, LLC | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 100% |
VB Three, LLC | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 3,885 |
Real estate investment property, at cost | $ 551,835 |
Debt allocated | $ 320,000 |
VB Three, LLC | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 100% |
VB Five, LLC | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 170 |
Real estate investment property, at cost | $ 18,848 |
Debt allocated | $ 8,786 |
VB Five, LLC | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 100% |
VB Eight, LLC | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 525 |
Real estate investment property, at cost | $ 70,365 |
Debt allocated | $ 75,000 |
VB Eight, LLC | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 100% |
NexPoint Homes | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 2,554 |
Real estate investment property, at cost | $ 751,540 |
Noncontrolling interest, ownership percentage by parent | 99% |
Debt allocated | $ 467,254 |
NexPoint Homes | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 89% |
Real Estate Assets - Additional
Real Estate Assets - Additional Information (Details) $ in Thousands | 12 Months Ended | ||||||
Aug. 25, 2022 USD ($) home | Mar. 18, 2022 USD ($) home | Feb. 08, 2022 USD ($) home state | Dec. 31, 2022 USD ($) segment home property | Dec. 31, 2021 USD ($) segment home | Dec. 31, 2020 USD ($) | Jun. 08, 2022 home | |
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | property | 25 | ||||||
Number of reportable segments | segment | 2 | 1 | |||||
Depreciation | $ | $ 90,600 | $ 42,300 | $ 19,300 | ||||
Real estate held for sale, net | $ | 3,360 | 81 | |||||
NexPoint Homes | |||||||
Real Estate Properties [Line Items] | |||||||
Real estate held for sale, net | $ | $ 0 | $ 0 | |||||
Single Family | Discontinued Operations, Disposed of by Sale | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 220 | ||||||
Single Family | Acquisition of Additional Homes | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 20,748 | ||||||
Consolidated Properties | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 27,211 | ||||||
Consolidated Properties | Single Family | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 27,211 | 16,891 | |||||
Consolidated Properties | Single Family | NexPoint Homes | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 2,554 | 1,242 | |||||
Consolidated Properties | Single Family | Discontinued Operations, Disposed of by Sale | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 110 | ||||||
Consolidated Properties | Single Family | Acquisition of Additional Homes | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 2,842 | 7,876 | |||||
Number of states with home purchases | state | 8 | ||||||
Payments to acquire real estate | $ | $ 352,700 | ||||||
Payment for debt extinguishment | $ | 31,400 | ||||||
Payment for other costs to acquire real estate | $ | $ 3,700 | ||||||
Consolidated Properties | Single Family | Acquisition of Additional Homes | NexPoint Homes | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 1,312 | ||||||
Consolidated Properties | Single Family | Acquisition of Crest Portfolio | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 170 | ||||||
Payments to acquire real estate | $ | $ 17,100 | ||||||
Consolidated Properties | Single Family | Acquisition of Global Atlantic Portfolio | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 1,030 | ||||||
Payments to acquire real estate | $ | $ 217,000 |
Real Estate Assets - Schedule o
Real Estate Assets - Schedule of Real Estate Investments (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate [Roll Forward] | ||||
Gross Real Estate, beginning balance | $ 1,727,029 | |||
Additions | 2,028,583 | |||
Write-offs | (4,814) | $ (6,180) | $ (1,442) | |
Dispositions | (10,583) | |||
Gross Real Estate, ending balance | 3,740,215 | 1,727,029 | ||
Accumulated depreciation and amortization | (171,648) | (76,789) | $ (34,396) | $ (15,391) |
Net Real Estate | 3,568,567 | |||
Interest costs capitalized | 12,200 | |||
Other capitalized costs | 8,800 | |||
Land | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate [Roll Forward] | ||||
Gross Real Estate, beginning balance | 334,191 | |||
Additions | 298,087 | |||
Write-offs | 0 | |||
Dispositions | 0 | |||
Gross Real Estate, ending balance | 632,278 | 334,191 | ||
Accumulated depreciation and amortization | 0 | |||
Net Real Estate | 632,278 | |||
Building and improvements | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate [Roll Forward] | ||||
Gross Real Estate, beginning balance | 1,391,786 | |||
Additions | 1,706,472 | |||
Write-offs | 0 | |||
Dispositions | 0 | |||
Gross Real Estate, ending balance | 3,098,258 | 1,391,786 | ||
Accumulated depreciation and amortization | (166,594) | |||
Net Real Estate | 2,931,664 | |||
Intangible lease assets | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate [Roll Forward] | ||||
Gross Real Estate, beginning balance | 971 | |||
Additions | 10,162 | |||
Write-offs | (4,814) | |||
Dispositions | 0 | |||
Gross Real Estate, ending balance | 6,319 | 971 | ||
Accumulated depreciation and amortization | (5,054) | |||
Net Real Estate | 1,265 | |||
Real estate held for sale, net | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate [Roll Forward] | ||||
Gross Real Estate, beginning balance | 81 | |||
Additions | 13,862 | |||
Write-offs | 0 | |||
Dispositions | (10,583) | |||
Gross Real Estate, ending balance | 3,360 | $ 81 | ||
Accumulated depreciation and amortization | 0 | |||
Net Real Estate | $ 3,360 |
NexPoint Homes Investment (Deta
NexPoint Homes Investment (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Jun. 08, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Nov. 01, 2018 | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||
Payments to acquire interest in subsidiaries and affiliates | $ 47,022 | $ 0 | $ 0 | ||
Common stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 | |||
Long-term debt, gross | $ 2,615,970 | $ 778,683 | |||
NexPoint Homes MetLife Note 1 | |||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||
Long-term debt, gross | 233,545 | $ 0 | |||
NexPoint Homes | NexPoint Homes MetLife Note 1 | |||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||
Long-term debt, gross | 233,500 | ||||
NexPoint Homes | NexPoint Homes MetLife Note 1 | Collateralized by Stabilized Properties | |||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 3.72% | ||||
NexPoint Homes | NexPoint Homes MetLife Note 1 | Collateralized by Non-stabilized Properties | |||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 4.47% | ||||
NexPoint Homes | |||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||
Common stock, par value per share (in dollars per share) | $ 0.01 | ||||
Shares issued, price per share (in dollars per share) | $ 25 | ||||
NexPoint Homes | VineBrook | |||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||
Proceeds from issuance of long-term debt | $ 50,000 | ||||
Convertible debt | 20,000 | ||||
Debt instrument, face amount | $ 50,000 | $ 30,000 | |||
Debt instrument, interest rate, stated percentage | 7.50% | ||||
Common Class A | |||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||
Common stock, par value per share (in dollars per share) | $ 0.01 | ||||
General partners' capital account, units outstanding (in shares) | 20,366,423 | ||||
NexPoint Homes | |||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||
Noncontrolling interest, ownership percentage by parent | 99% | ||||
NexPoint Homes | VineBrook | |||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||
Noncontrolling interest, ownership percentage by parent | 89% | ||||
NexPoint Homes | VineBrook | |||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||
Payments to acquire interest in subsidiaries and affiliates | $ 50,000 | ||||
NexPoint Homes | VineBrook | Building and improvements | |||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||
Payments to acquire interest in subsidiaries and affiliates | $ 32,400 | ||||
NexPoint Homes | Common Class A | VineBrook | |||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||
Investment owned (in shares) | 2,000,000 | ||||
NexPoint SFR Operating Partnership, L.P. | NexPoint Homes | |||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||
Payments to acquire interest in subsidiaries and affiliates | $ 50,000 | ||||
General partners' capital account, units outstanding (in shares) | 2,000,000 | ||||
The Ensign Notes | |||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | |||||
Equity method investments | $ 100,800 |
Investments, at Fair Value (Det
Investments, at Fair Value (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Nov. 22, 2021 | |
Schedule of Investments [Line Items] | |||
Investments, at fair value | $ 2,500,000 | $ 2,500,000 | |
Vesta Ventures Fund I, LP | |||
Schedule of Investments [Line Items] | |||
Investments, at fair value | $ 2,500,000 | ||
Unrealized gain (loss) on investments | $ 0 |
Debt - Additional Information (
Debt - Additional Information (Details) $ in Thousands | 12 Months Ended | ||||||||||||||||||
Dec. 28, 2022 USD ($) | Oct. 25, 2022 | Sep. 13, 2022 USD ($) | Sep. 02, 2022 USD ($) | Aug. 25, 2022 USD ($) | Aug. 19, 2022 USD ($) | Aug. 12, 2022 USD ($) | Apr. 08, 2022 USD ($) | Mar. 10, 2022 | Mar. 01, 2021 USD ($) | Dec. 31, 2022 USD ($) property | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Jan. 31, 2023 USD ($) | Dec. 30, 2022 USD ($) | Mar. 18, 2022 USD ($) home | Feb. 08, 2022 USD ($) | Jan. 13, 2022 USD ($) home | Dec. 28, 2020 USD ($) home | |
Debt Instrument [Line Items] | |||||||||||||||||||
Credit facilities, net | $ 1,580,108 | $ 391,703 | |||||||||||||||||
Number of real estate properties | property | 25 | ||||||||||||||||||
Loss on extinguishment of debt | $ 3,469 | 0 | $ 0 | ||||||||||||||||
Credit facilities proceeds received | 1,190,000 | 430,000 | 20,000 | ||||||||||||||||
Debt payable, net | 2,601,229 | 768,545 | |||||||||||||||||
Write off of deferred debt issuance cost | 3,500 | 0 | 0 | ||||||||||||||||
Interest Expense | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Amortization of debt issuance costs | $ 8,000 | $ 3,900 | $ 700 | ||||||||||||||||
Interest Rate Swap and Cap | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt, weighted average interest rate | 1.9508% | ||||||||||||||||||
Derivative, notional amount | $ 1,300,000 | ||||||||||||||||||
NexPoint Homes | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt payable, net | $ 567,400 | ||||||||||||||||||
Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument, basis spread on variable rate | 1.60% | ||||||||||||||||||
Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Maximum | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument, basis spread on variable rate | 2.45% | ||||||||||||||||||
Debt, Without Effect of Derivative Financial Instruments | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt, weighted average interest rate | 6.0684% | 2.3707% | |||||||||||||||||
Debt, Including Effect of Derivative Financial Instruments | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt, weighted average interest rate | 4.9101% | 2.9171% | |||||||||||||||||
KeyBank N.A | Prager Portfolio | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 150,000 | ||||||||||||||||||
Loss on extinguishment of debt | $ 1,000 | ||||||||||||||||||
Arbor Agency Lending, LLC | Hatchway Broadmoor Mortgage | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Number of real estate properties | home | 98 | ||||||||||||||||||
Debt instrument, interest rate, stated percentage | 5.35% | ||||||||||||||||||
Debt instrument, face amount | $ 4,600 | ||||||||||||||||||
Debt instrument prepayment fee | $ 600 | ||||||||||||||||||
Metropolitan Life Insurance Company | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Credit facilities, net | $ 171,200 | ||||||||||||||||||
Debt instrument, interest rate, stated percentage | 5.44% | ||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 200,000 | ||||||||||||||||||
KeyBank | Revolving Credit Facility | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Credit facilities, net | 62,500 | ||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 75,000 | 85,000 | $ 10,000 | ||||||||||||||||
KeyBank | Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument, basis spread on variable rate | 1.85% | ||||||||||||||||||
KeyBank | Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Maximum | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument, basis spread on variable rate | 2.70% | ||||||||||||||||||
Initial Mortgage | KeyBank N.A | Federal Home Loan Mortgage Corporation (Freddie Mac) Mortgage Loan | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument, amortization of principal term | 36 months | ||||||||||||||||||
Warehouse Facility | KeyBank N.A | Line of Credit | VB One, LLC | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument, extension term | 12 months | ||||||||||||||||||
Credit facilities, net | $ 1,300,000 | ||||||||||||||||||
Warehouse Facility | KeyBank N.A | Line of Credit | VB One, LLC | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument, basis spread on variable rate | 0.10% | ||||||||||||||||||
CoreVest Note | CoreVest American Finance Lender LLC | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Number of real estate properties | home | 45 | ||||||||||||||||||
Loans payable | $ 2,400 | ||||||||||||||||||
Debt instrument, interest rate, stated percentage | 6.12% | ||||||||||||||||||
JPM Facility | JP Morgan | VB Three, LLC | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 500,000 | ||||||||||||||||||
JPM Facility | JP Morgan | VB Three, LLC | Subsequent Event | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 350,000 | ||||||||||||||||||
Line of credit facility, remaining borrowing capacity | $ 30,000 | ||||||||||||||||||
JPM Facility | JP Morgan | VB Three, LLC | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument, basis spread on variable rate | 2.85% | ||||||||||||||||||
JPM Facility | JP Morgan | VB Three, LLC | London Interbank Offered Rate (LIBOR) | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument, basis spread on variable rate | 2.75% | ||||||||||||||||||
Crestcore II Note | CoreVest American Finance Lender LLC | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Number of real estate properties | home | 88 | ||||||||||||||||||
Debt instrument, interest rate, stated percentage | 5.12% | ||||||||||||||||||
Debt instrument, face amount | $ 4,700 | ||||||||||||||||||
Crestcore IV Note | CoreVest American Finance Lender LLC | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Number of real estate properties | home | 82 | ||||||||||||||||||
Debt instrument, interest rate, stated percentage | 5.12% | ||||||||||||||||||
Debt instrument, face amount | $ 4,200 | ||||||||||||||||||
Bridge Facility II | KeyBank N.A | Global Atlantic Portfolio | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Loss on extinguishment of debt | $ 1,800 | ||||||||||||||||||
Credit facilities proceeds received | $ 35,000 | $ 165,000 | |||||||||||||||||
Bridge Facility II | KeyBank N.A | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Global Atlantic Portfolio | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument, basis spread on variable rate | 2.60% | ||||||||||||||||||
Bridge Facility III | Raymond James Bank | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Credit facilities proceeds received | $ 75,000 | ||||||||||||||||||
Bridge Facility III | Raymond James Bank | Maximum Outstanding Principal, Tranche One | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Credit facilities proceeds received | 50,000 | ||||||||||||||||||
Bridge Facility III | Raymond James Bank | Maximum Outstanding Principal, Tranche Two | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Credit facilities proceeds received | 30,000 | ||||||||||||||||||
Bridge Facility III | Raymond James Bank | Maximum Outstanding Principal, Tranche Three | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Credit facilities proceeds received | $ 15,000 | ||||||||||||||||||
Bridge Facility III | Raymond James Bank | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument, basis spread on variable rate | 3% |
Debt - Summary of Debt (Details
Debt - Summary of Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Accumulated amortization, debt issuance costs | $ 12,995 | $ 5,325 |
Long-term debt, gross | 2,615,970 | 778,683 |
Debt premium, net | 378 | 416 |
Debt financing costs, net | (15,119) | (10,554) |
Debt payable, net | $ 2,601,229 | 768,545 |
LIBOR rate | 4.3916% | |
Daily SOFR rate | 4.30% | |
Term SOFR rate | 4.3581% | |
VineBrook Homes, LLC | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 2,048,616 | 778,683 |
Initial Mortgage | VineBrook Homes, LLC | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 240,408 | 241,269 |
Debt instrument, interest rate | 5.94% | |
Warehouse Facility | VineBrook Homes, LLC | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 1,270,000 | 160,000 |
Debt instrument, interest rate | 6.40% | |
JPM Facility | VineBrook Homes, LLC | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 320,000 | 240,000 |
Debt instrument, interest rate | 7.15% | |
Bridge Facility III | VineBrook Homes, LLC | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 75,000 | 0 |
Debt instrument, interest rate | 7.36% | |
MetLife Note | VineBrook Homes, LLC | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 124,279 | 124,689 |
Debt instrument, interest rate | 3.25% | |
TrueLane Mortgage | VineBrook Homes, LLC | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 10,143 | 10,387 |
Debt instrument, interest rate | 5.35% | |
CoreVest Note | VineBrook Homes, LLC | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 0 | 2,338 |
Debt instrument, interest rate | 6.12% | |
Crestcore II Note | VineBrook Homes, LLC | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 4,651 | 0 |
Debt instrument, interest rate | 5.12% | |
Crestcore IV Note | VineBrook Homes, LLC | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 4,135 | 0 |
Debt instrument, interest rate | 5.12% | |
NexPoint Homes MetLife Note 1 | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 233,545 | 0 |
Debt instrument, interest rate | 3.76% | |
NexPoint Homes MetLife Note 2 | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 171,209 | 0 |
Debt instrument, interest rate | 5.44% | |
NexPoint Homes KeyBank Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 62,500 | 0 |
Debt instrument, interest rate | 6.56% | |
SFR OP Convertible Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 100,100 | $ 0 |
Debt instrument, interest rate | 7.50% |
Debt - Aggregate Scheduled Matu
Debt - Aggregate Scheduled Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
2023 | $ 78,600 | |
2024 | 3,699 | |
2025 | 1,566,700 | |
2026 | 444,684 | |
2027 | 505,282 | |
Thereafter | 17,005 | |
Total | 2,615,970 | $ 778,683 |
VineBrook Homes, LLC | ||
Debt Instrument [Line Items] | ||
Total | 2,048,616 | 778,683 |
JPM Facility | VineBrook Homes, LLC | ||
Debt Instrument [Line Items] | ||
Total | $ 320,000 | $ 240,000 |
Fair Value of Derivatives and_3
Fair Value of Derivatives and Financial Instruments - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Apr. 13, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||||
Interest rate cap premium paid | $ 12,673 | $ 0 | $ 0 | |
Interest rate swaps | ||||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||||
Derivative, notional amount | $ 970,000 | |||
Interest rate cap premium paid | $ 12,700 | |||
Interest rate swaps | London Interbank Offered Rate (LIBOR) | ||||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||||
Derivative, variable interest rate | 2.0902% | |||
Interest rate caps | ||||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||||
Derivative, notional amount | $ 300,000 | |||
Interest rate caps | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Maximum | ||||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||||
Derivative, basis spread on variable rate | 1.50% |
Fair Value of Derivatives and_4
Fair Value of Derivatives and Financial Instruments - Outstanding Interest Rate Swaps Designated as Cash Flow Hedges (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Derivatives, Fair Value [Line Items] | |
Daily SOFR rate | 4.30% |
LIBOR rate | 4.3916% |
Interest Rate Swap Effective July 1, 2019 | Designated as Hedging Instrument | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 100,000 |
Fixed Rate | 1.629% |
First Interest Rate Swap Effective September 1, 2019 | Designated as Hedging Instrument | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 100,000 |
Fixed Rate | 1.418% |
Second Interest Rate Swap Effective September 1, 2019 | Designated as Hedging Instrument | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 50,000 |
Fixed Rate | 1.419% |
Interest Rate Swap Effective February 3, 2020 | Designated as Hedging Instrument | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 50,000 |
Fixed Rate | 1.279% |
Interest Rate Swap Effective March 2, 2020 | Designated as Hedging Instrument | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 20,000 |
Fixed Rate | 0.914% |
Interest rate swaps | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 970,000 |
Interest rate swaps | London Interbank Offered Rate (LIBOR) | |
Derivatives, Fair Value [Line Items] | |
Derivative, variable interest rate | 2.0902% |
Interest rate swaps | Designated as Hedging Instrument | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 320,000 |
Fixed Rate | 1.4309% |
First Interest Rate Swap Effective March 31, 2022 | Designated as Hedging Instrument | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 100,000 |
Fixed Rate | 1.511% |
Second Interest Rate Swap Effective March 31, 2022 | Designated as Hedging Instrument | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 100,000 |
Fixed Rate | 1.919% |
Third Interest Rate Swap Effective March 31, 2022 | Designated as Hedging Instrument | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 50,000 |
Fixed Rate | 2.441% |
First Interest Rate Swap Effective June 1, 2022 | Designated as Hedging Instrument | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 100,000 |
Fixed Rate | 2.6284% |
Second Interest Rate Swap Effective June 1, 2022 | Designated as Hedging Instrument | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 100,000 |
Fixed Rate | 2.9413% |
Third Interest Rate Swap Effective June 1, 2022 | Designated as Hedging Instrument | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 100,000 |
Fixed Rate | 2.79% |
First Interest Rate Swap Effective July 1, 2022 | Designated as Hedging Instrument | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 100,000 |
Fixed Rate | 2.686% |
Derivatives Effective for 2022 | Designated as Hedging Instrument | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 650,000 |
Fixed Rate | 2.4148% |
Fair Value of Derivatives and_5
Fair Value of Derivatives and Financial Instruments - Derivatives Not Designated as Hedges (Details) - Interest rate caps - USD ($) $ in Thousands | Dec. 31, 2022 | Apr. 13, 2022 |
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Derivative, notional amount | $ 300,000 | |
Not Designated as Hedging Instrument | ||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Derivative, notional amount | $ 300,000 | |
Strike Rate | 1.50% | |
Not Designated as Hedging Instrument | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Derivative, variable interest rate | 4.3581% |
Fair Value of Derivatives and_6
Fair Value of Derivatives and Financial Instruments - Derivative Financial Instruments Classification (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | |||
Asset Derivatives | $ 70,813 | $ 0 | |
Liability Derivatives | 0 | 3,590 | |
Interest rate swaps | Designated as Hedging Instrument | |||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | |||
Asset Derivatives | 49,244 | 0 | |
Liability Derivatives | 0 | 3,590 | |
Derivative, gain (loss) on derivative, net | 52,833 | 11,863 | $ (17,080) |
Interest rate caps | Not Designated as Hedging Instrument | |||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | |||
Asset Derivatives | 21,569 | 0 | |
Liability Derivatives | 0 | 0 | |
Derivative, gain (loss) on derivative, net | 8,881 | 0 | 0 |
Interest Rate Derivative | |||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | |||
Asset Derivatives | 70,813 | 0 | |
Liability Derivatives | 0 | 3,590 | |
Derivative, gain (loss) on derivative, net | $ 61,714 | $ 11,863 | $ (17,080) |
Stockholders' Equity- Additiona
Stockholders' Equity- Additional Information (Details) $ in Millions | 12 Months Ended | ||||||
Feb. 17, 2022 shares | Feb. 15, 2021 shares | May 11, 2020 shares | Dec. 10, 2019 shares | Dec. 31, 2022 USD ($) shares | Dec. 31, 2021 USD ($) shares | Dec. 31, 2020 USD ($) shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Stock issued during period, discount rate, dividend reinvestment plan | 0.03 | ||||||
DRIP shares issued (in shares) | shares | 4,177,000 | 12,791,000 | 4,129,000 | ||||
DRIP reinvestment | $ | $ 226.9 | $ 522.2 | $ 132.2 | ||||
Restricted Stock Units (RSUs) | The 2018 Long-Term Incentive Plan | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Granted, number of RSUs (in shares) | shares | 185,111 | 191,506 | 179,858 | 73,700 | 185,111 | 191,506 | |
Restricted Stock Units (RSUs) | The 2018 Long-Term Incentive Plan | General and Administrative Expense | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Share-based payment arrangement expense | $ | $ 3.5 | $ 2.3 | $ 1.1 | ||||
Restricted Stock Units (RSUs) | The 2018 Long-Term Incentive Plan | Share-based Payment Arrangement, Employee | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Award vesting period | 4 years | 4 years | |||||
Restricted Stock Units (RSUs) | The 2018 Long-Term Incentive Plan | Share-based Payment Arrangement, Employee | Vesting Ratably Over Four Years | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Award vesting period | 4 years | 4 years | 4 years | ||||
Award vesting rights, percentage | 50% | 50% | 50% | ||||
Restricted Stock Units (RSUs) | The 2018 Long-Term Incentive Plan | Share-based Payment Arrangement, Employee | Vesting Upon Successful Completion of Initial Public Offering | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Award vesting rights, percentage | 50% | 50% | 50% | ||||
Restricted Stock Units (RSUs) | The 2018 Long-Term Incentive Plan | Share-based Payment Arrangement, Nonemployee [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Award vesting period | 1 year |
Stockholders' Equity - Number o
Stockholders' Equity - Number of RSUs Outstanding (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||
Feb. 17, 2022 | Feb. 15, 2021 | May 11, 2020 | Dec. 10, 2019 | Dec. 31, 2022 | Dec. 31, 2021 | |
Value | ||||||
Net asset value per share (in dollars per share) | $ 63.04 | |||||
Equity-based compensation (in shares) | 63,645 | 45,067 | ||||
Restricted Stock Units (RSUs) | The 2018 Long-Term Incentive Plan | ||||||
Number of RSUs | ||||||
Number of units outstanding at the beginning of the period (in shares) | 377,704 | 235,133 | ||||
Granted (in shares) | 185,111 | 191,506 | 179,858 | 73,700 | 185,111 | 191,506 |
Vested (in shares) | (72,453) | (48,935) | ||||
Forfeited (in shares) | (2,036) | 0 | ||||
Number of units outstanding at the end of the period (in shares) | 488,326 | 377,704 | ||||
Value | ||||||
Units outstanding at the beginning of the period | $ 12,405 | $ 7,193 | ||||
Granted | 10,022 | 6,720 | ||||
Vested | (2,404) | (1,508) | ||||
Forfeited | (80) | 0 | ||||
Units outstanding at the end of the period | $ 19,943 | $ 12,405 | ||||
Net asset value per share (in dollars per share) | $ 54.14 | $ 36.56 | $ 30.82 | $ 29.85 |
Stockholders' Equity - Vesting
Stockholders' Equity - Vesting Schedule of RSUs (Details) - Restricted Stock Units (RSUs) - The 2018 Long-Term Incentive Plan | Dec. 31, 2022 shares |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 488,326 |
Vesting February 15, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 22,591 |
Vesting February 17, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 30,331 |
Vesting May 11, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 21,217 |
Vesting December 10, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 18,426 |
Vesting February 15, 2024 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 22,591 |
Vesting February 17, 2024 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 22,019 |
Vesting May 11, 2024 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 21,217 |
Vesting February 14, 2025 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 22,591 |
Vesting February 17, 2025 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 22,019 |
Vesting February 17, 2026 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 22,019 |
Vesting Upon Successful Completion of Initial Public Offering | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 263,305 |
Noncontrolling Interests - Addi
Noncontrolling Interests - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended | ||||||||||
Aug. 10, 2022 | May 31, 2021 | Nov. 30, 2020 | May 11, 2020 | Nov. 21, 2019 | Apr. 19, 2019 | May 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Nov. 01, 2018 | |
Noncontrolling Interest [Line Items] | ||||||||||||
Common stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 | ||||||||||
Variable Interest Entity, Primary Beneficiary | NexPoint Homes | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
Common stock, par value per share (in dollars per share) | $ 0.01 | |||||||||||
PI Units | The 2018 Long-Term Incentive Plan | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
Granted (in shares) | 27,849 | 246,169 | 11,764 | 219,826 | 80,399 | 40,000 | 27,849 | 246,169 | ||||
PI Units | The 2018 Long-Term Incentive Plan | Vesting Ratably Over Four Years | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
Award vesting period | 5 years | 4 years | 4 years | |||||||||
Award vesting rights, percentage | 100% | 50% | ||||||||||
PI Units | The 2018 Long-Term Incentive Plan | Vesting Upon Successful Completion of Initial Public Offering | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
Granted (in shares) | 11,764 | |||||||||||
Award vesting rights, percentage | 100% | 50% | ||||||||||
Share-based payment arrangement expense | $ 3 | $ 2.4 | $ 1.5 | |||||||||
PI Units | The 2018 Long-Term Incentive Plan | Minimum | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
Award vesting period | 2 years | |||||||||||
PI Units | The 2018 Long-Term Incentive Plan | Maximum | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
Award vesting period | 4 years | |||||||||||
VineBrook Homes OP GP, LLC | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
General partners' capital account, units outstanding (in shares) | 24,183,798 | |||||||||||
Series A Preferred Stock | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
Preferred stock, dividend rate, percentage | 6.50% | |||||||||||
Common Class A | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
General partners' capital account, units outstanding (in shares) | 20,366,423 | |||||||||||
Common stock, par value per share (in dollars per share) | $ 0.01 | |||||||||||
Common Class A | VineBrook Homes OP GP, LLC | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
General partners' capital account, units outstanding (in shares) | 20,366,423 | |||||||||||
Partners' capital account, unit voting percentage | 50% | |||||||||||
Common Class B | VineBrook Homes OP GP, LLC | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
Partners' capital account, unit voting percentage | 50% | |||||||||||
Common Class B | NexPoint Real Estate Opportunities, LLC | VineBrook Homes OP GP, LLC | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
Limited partners' capital account, units outstanding (in shares) | 2,691,330 | |||||||||||
Common Class C | NexPoint Real Estate Strategies Fund | VineBrook Homes OP GP, LLC | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
Limited partners' capital account, units outstanding (in shares) | 89,809 | |||||||||||
Common Class C | NexPoint Real Estate Capital, LLC | VineBrook Homes OP GP, LLC | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
Limited partners' capital account, units outstanding (in shares) | 141,728 | |||||||||||
Common Class C | VineBrook Contributors | VineBrook Homes OP GP, LLC | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
Limited partners' capital account, units outstanding (in shares) | 894,508 |
Noncontrolling Interests - Sche
Noncontrolling Interests - Schedule of Redeemable Noncontrolling Interests (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||
Adjustment to reflect redemption value of redeemable noncontrolling interests | $ (66,509) | $ (34,462) | |
Variable Interest Entity, Not Primary Beneficiary | |||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||
Noncontrolling interests, beginning balance | $ 0 | ||
Net loss attributable to redeemable noncontrolling interests | (11,695) | ||
Contributions by redeemable noncontrolling interests | 111,569 | ||
Distributions to redeemable noncontrolling interests | (2,088) | ||
Adjustment to reflect redemption value of redeemable noncontrolling interests | 15,186 | ||
Noncontrolling interests, ending balance | 112,972 | 0 | |
VineBrook Homes OP GP, LLC | |||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||
Noncontrolling interests, beginning balance | 196,362 | ||
Net loss attributable to redeemable noncontrolling interests | (7,489) | ||
Contributions by redeemable noncontrolling interests | 11,247 | ||
Distributions to redeemable noncontrolling interests | (9,190) | ||
Redemptions by redeemable noncontrolling interests in the OP | (350) | ||
Equity-based compensation | 3,000 | ||
Other comprehensive income attributable to redeemable noncontrolling interests in the OP | 8,043 | ||
Adjustment to reflect redemption value of redeemable noncontrolling interests | 39,024 | ||
Noncontrolling interests, ending balance | $ 240,647 | $ 196,362 |
Noncontrolling Interests - Numb
Noncontrolling Interests - Number of PI Units Outstanding (Details) - PI Units - The 2018 Long-Term Incentive Plan - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||||
Aug. 10, 2022 | May 31, 2021 | Nov. 30, 2020 | May 11, 2020 | Nov. 21, 2019 | Apr. 19, 2019 | Dec. 31, 2022 | Dec. 31, 2021 | |
Number of Units | ||||||||
Number of units outstanding at the beginning of the period (in shares) | 498,590 | 310,465 | ||||||
Granted (in shares) | 27,849 | 246,169 | 11,764 | 219,826 | 80,399 | 40,000 | 27,849 | 246,169 |
Vested (in shares) | (84,404) | (58,044) | ||||||
Forfeited (in shares) | (11,933) | 0 | ||||||
Number of units outstanding at the end of the period (in shares) | 430,102 | 498,590 | ||||||
Value | ||||||||
Units outstanding at the beginning of the period | $ 16,965 | $ 9,290 | ||||||
Granted | 1,719 | 9,426 | ||||||
Vested | (1,964) | (1,751) | ||||||
Forfeited | (434) | 0 | ||||||
Units outstanding at the end of the period | $ 16,286 | $ 16,965 | ||||||
Weighted average grant date fair value (in dollars per share) | $ 61.74 | $ 38.29 | $ 33.45 | $ 30.16 | $ 29.12 | $ 27.88 |
Noncontrolling Interests - Vest
Noncontrolling Interests - Vesting Schedule for the PI Units (Details) - PI Units - The 2018 Long-Term Incentive Plan - shares | 12 Months Ended | |||||||
Aug. 10, 2022 | May 31, 2021 | Nov. 30, 2020 | May 11, 2020 | Nov. 21, 2019 | Apr. 19, 2019 | Dec. 31, 2022 | Dec. 31, 2021 | |
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 430,102 | |||||||
Granted (in shares) | 27,849 | 246,169 | 11,764 | 219,826 | 80,399 | 40,000 | 27,849 | 246,169 |
Vesting March 30, 2023 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 29,831 | |||||||
Vesting May 11, 2023 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 27,478 | |||||||
Vestin August 10, 2023 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 5,570 | |||||||
Vesting November 1, 2023 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 7,200 | |||||||
Vesting November 21, 2023 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 18,425 | |||||||
Vesting November 30, 2023 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 1,470 | |||||||
Vesting March 30, 2024 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 29,831 | |||||||
Vesting April 25, 2024 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 5,171 | |||||||
Vesting May 11, 2024 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 27,478 | |||||||
Vesting May 27, 2024 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 398 | |||||||
Vesting November 30, 2024 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 1,470 | |||||||
Vesting March 30, 2025 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 29,831 | |||||||
Vesting April 25, 2025 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 5,171 | |||||||
Vesting May 27, 2025 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 398 | |||||||
Vesting April 25, 2026 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 5,171 | |||||||
Vesting May 27, 2026 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 398 | |||||||
Vesting April 25, 2027 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 5,171 | |||||||
Vesting May 27, 2027 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 398 | |||||||
Vesting Upon Successful Completion of Initial Public Offering | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 229,242 | |||||||
Granted (in shares) | 11,764 |
Noncontrolling Interests - Cons
Noncontrolling Interests - Consolidated Shares and OP Units Outstanding (Details) - shares | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Noncontrolling Interest [Line Items] | |||
Common stock, outstanding (in shares) | 21,814,248 | 21,814,248 | |
VineBrook Homes OP GP, LLC | |||
Noncontrolling Interest [Line Items] | |||
Capital units outstanding (in shares) | 28,432,739 | 25,441,184 | 12,737,011 |
VineBrook Homes Trust, Inc | VineBrook Homes OP GP, LLC | |||
Noncontrolling Interest [Line Items] | |||
Common stock, outstanding (in shares) | 24,615,364 | 21,814,248 | 9,260,795 |
Holders of OP Units | VineBrook Homes OP GP, LLC | |||
Noncontrolling Interest [Line Items] | |||
Limited partners' capital account, units outstanding (in shares) | 3,817,375 | 3,626,936 | 3,476,216 |
Noncontrolling Interests - Sc_2
Noncontrolling Interests - Schedule of Noncontrolling Interests (Details) - Variable Interest Entity, Not Primary Beneficiary $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |
Noncontrolling interests, beginning balance | $ 0 |
Noncontrolling interests, ending balance | 112,972 |
NexPoint Homes | |
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |
Noncontrolling interests, beginning balance | 0 |
Net loss attributable to noncontrolling interests in consolidated VIEs | (536) |
Contributions from noncontrolling interests in consolidated VIEs | 7,575 |
Distributions to noncontrolling interests in consolidated VIEs | (133) |
Noncontrolling interests, ending balance | $ 6,906 |
Redeemable Series A Preferred_3
Redeemable Series A Preferred Stock - Additional Information (Details) | Dec. 31, 2022 $ / shares shares |
NexPoint SFR Operating Partnership, L.P. | VineBrook Homes OP GP, LLC | |
Preferred Units [Line Items] | |
Limited partners' capital account, units outstanding (in shares) | 4,518,889 |
Series A Preferred Stock | |
Preferred Units [Line Items] | |
Preferred shares issued (in shares) | 5,000,000 |
Preferred stock, redemption price per share (in dollars per share) | $ / shares | $ 25 |
Redeemable Series A Preferred_4
Redeemable Series A Preferred Stock - Schedule of Redeemable Series A Preferred Stock (Details) - Series A Preferred Stock - Preferred Stock $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) shares | |
Number of Units | |
Redeemable Series A preferred stock, beginning balance (in shares) | shares | 5,000,000 |
Issuance of Class A common stock (in shares) | shares | 0 |
Redeemable Series A preferred stock, ending balance (in shares) | shares | 5,000,000 |
Balances | |
Redeemable Series A preferred stock, beginning balance | $ 120,896 |
Issuance of Redeemable Series A preferred stock | 0 |
Issuance costs related to Redeemable Series A preferred stock | 0 |
Net income attributable to Redeemable Series A preferred stockholders | 8,125 |
Dividends declared to Redeemable Series A preferred stockholders | (8,125) |
Accretion to redemption value | 766 |
Redeemable Series A preferred stock, ending balance | $ 121,662 |
Income Taxes (Details)
Income Taxes (Details) | Dec. 31, 2022 USD ($) |
Income Tax Disclosure [Abstract] | |
Unrecognized tax benefits | $ 0 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) | 12 Months Ended | |||
Jun. 08, 2022 | Dec. 31, 2022 USD ($) loan | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Related Party Transaction [Line Items] | ||||
Advisory fees | $ 16,060,000 | $ 8,281,000 | $ 3,271,000 | |
Due from related parties | 1,350,000 | 2,909,000 | ||
Accrued interest payable | 14,945,000 | 1,690,000 | ||
The REIT | ||||
Related Party Transaction [Line Items] | ||||
Due to related parties | 23,100,000 | |||
VineBrook | ||||
Related Party Transaction [Line Items] | ||||
Due to related parties | 16,000,000 | |||
NexPoint Homes | ||||
Related Party Transaction [Line Items] | ||||
Due to related parties | 1,600,000 | |||
NexPoint Homes | SFR OP Convertible Notes | ||||
Related Party Transaction [Line Items] | ||||
Unsecured debt | 100,100,000 | |||
Accrued interest payable | 4,300,000 | |||
NexPoint SFR Operating Partnership, L.P. | ||||
Related Party Transaction [Line Items] | ||||
Due to related parties | $ 300,000 | |||
Minimum | Private Placement | ||||
Related Party Transaction [Line Items] | ||||
Equity offering, fee to investors, percentage of gross investor equity | 0.50% | |||
Maximum | Private Placement | ||||
Related Party Transaction [Line Items] | ||||
Equity offering, fee to investors, percentage of gross investor equity | 3% | |||
Maximum | Private Placement | Sales Through Raymond James | ||||
Related Party Transaction [Line Items] | ||||
Equity offering, offering and organization expenses charged to investors, percentage of gross equity offering | 0.50% | |||
Maximum | Private Placement | Sales Through Other Placement Agents | ||||
Related Party Transaction [Line Items] | ||||
Equity offering, offering and organization expenses charged to investors, percentage of gross equity offering | 1% | |||
NexPoint Real Estate Advisors V, L.P. | ||||
Related Party Transaction [Line Items] | ||||
Advisory agreement, advisory fee, annualized rate of gross asset value | 0.75% | |||
Advisory agreement, expense cap, percentage of average total assets | 1.50% | |||
Advisory fees | $ 16,100,000 | 8,300,000 | 3,300,000 | |
Internalization fee, factor to multiply by 12 months prior fee | 3 | |||
Termination fee, factor to multiply by 12 months prior fee | 3 | |||
Advisory agreement, notice of termination period | 180 days | |||
NexPoint Real Estate Advisors V, L.P. | NexPoint Homes | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction percentage of fee | 0.75% | |||
Related party transaction, amounts of transaction | $ 0 | |||
Related party transaction, amount of waived fees | $ 2,300,000 | |||
Related party transaction, adviser fee percentage | 0.0025 | |||
VineBrook Homes, LLC | ||||
Related Party Transaction [Line Items] | ||||
Percentage of property acquired during month | 1% | |||
Construction fee monthly in arears, maximum percentage of construction costs | 10% | |||
Construction fee monthly in arrears, maximum amount | $ 1,000 | |||
Maximum EBITDA derived from fees | $ 1,000,000 | |||
Maximum percentage of combined equity value for management fees | 0.50% | |||
Managements agreements, manager cash cap | 25% | |||
Internalization fee, factor to multiply by 12 months prior fee | 3 | |||
Management agreements, base internalization fee | $ 6,500,000 | |||
Management agreements, internalization fee calculation, percentage added to base fee | 50% | |||
Management agreements, internalization fee calculation, amount subtracted from factored amount | $ 6,500,000 | |||
Termination fee, factor to multiply by 12 months prior fee | 3 | |||
Management agreements, termination notice period | 90 days | |||
Related party transaction, amounts of transaction | $ 71,083,000 | 39,387,000 | $ 19,358,000 | |
VineBrook Homes, LLC | Manager Cash Cap Rebate | ||||
Related Party Transaction [Line Items] | ||||
Due from related parties | 700,000 | 2,200,000 | ||
VineBrook Homes, LLC | Fee Advances | ||||
Related Party Transaction [Line Items] | ||||
Due from related parties | 0 | 0 | ||
VineBrook Homes, LLC | Backstop Loans | ||||
Related Party Transaction [Line Items] | ||||
Due from related parties | $ 700,000 | 700,000 | ||
VineBrook Homes, LLC | Annual Collected Rental Revenue up to and Including 45 Million | ||||
Related Party Transaction [Line Items] | ||||
Property management fee monthly in arrears, maximum percentage of collected rental revenue | 8% | |||
VineBrook Homes, LLC | Annual Collected Rental Revenue Between 45 Million and 65 Million | ||||
Related Party Transaction [Line Items] | ||||
Property management fee monthly in arrears, maximum percentage of collected rental revenue | 7% | |||
VineBrook Homes, LLC | Annual Collected Rental Revenue Between 65 Million and 85 Million | ||||
Related Party Transaction [Line Items] | ||||
Property management fee monthly in arrears, maximum percentage of collected rental revenue | 6% | |||
VineBrook Homes, LLC | Annual Collected Rental Revenue Above 85 Million | ||||
Related Party Transaction [Line Items] | ||||
Property management fee monthly in arrears, maximum percentage of collected rental revenue | 5% | |||
The Manager | Various Expenses Paid By the Manager on Behalf of OP | ||||
Related Party Transaction [Line Items] | ||||
Due to related parties | $ 4,500,000 | $ 4,200,000 | ||
Affiliates of the Advisor | NexPoint Homes | ||||
Related Party Transaction [Line Items] | ||||
Contributions from noncontrolling interests in consolidated VIEs | $ 113,000,000 | |||
Affiliates of the Advisor | NexPoint Homes | SFR OP Convertible Notes | ||||
Related Party Transaction [Line Items] | ||||
Number of debt instruments | loan | 5 | |||
Debt instrument, interest rate, stated percentage | 7.50% | |||
HomeSource Operations, LLC | NexPoint Homes | ||||
Related Party Transaction [Line Items] | ||||
Financing receivable, before allowance for credit loss | $ 4,800,000 | |||
Nonvoting interest percentage | 9.99% | |||
Interest receivable | $ 1,100,000 | |||
HomeSource Operations, LLC | NexPoint Homes | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||
Related Party Transaction [Line Items] | ||||
Notes receivable variable interest rate | 2% | |||
NexPoint Homes Manager | NexPoint Homes | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, amounts of transaction | $ 15,700,000 | |||
Related party transaction, amounts of transaction expensed during the period | 200,000 | |||
Related party transaction, amounts of transaction capitalized | $ 15,500,000 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Details) - VineBrook Homes, LLC - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Related Party Transaction [Line Items] | |||
Related party transaction, amounts of transaction | $ 71,083 | $ 39,387 | $ 19,358 |
Property management fees | |||
Related Party Transaction [Line Items] | |||
Related party transaction, amounts of transaction | 13,196 | 7,115 | 4,478 |
Acquisition fees | |||
Related Party Transaction [Line Items] | |||
Related party transaction, amounts of transaction | 10,391 | 9,216 | 1,771 |
Construction supervision fees | |||
Related Party Transaction [Line Items] | |||
Related party transaction, amounts of transaction | 17,907 | 6,739 | 4,194 |
Payroll and benefits | |||
Related Party Transaction [Line Items] | |||
Related party transaction, amounts of transaction | 27,772 | 15,462 | 8,501 |
Other reimbursements | |||
Related Party Transaction [Line Items] | |||
Related party transaction, amounts of transaction | $ 1,817 | $ 855 | $ 414 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Indemnification Agreement | |
Other Commitments [Line Items] | |
Escrow deposit | $ 2.6 |
Segment Information - Additiona
Segment Information - Additional Information (Details) - segment | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting [Abstract] | ||
Number of reportable segments | 2 | 1 |
Segment Information - Schedule
Segment Information - Schedule of Segment Reporting Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | |||
Revenues | $ 269,331 | $ 156,941 | $ 76,454 |
Expenses | 316,366 | 156,882 | 77,470 |
Net income (loss) | (49,662) | 61 | (1,665) |
Assets | |||
Gross operating real estate investments | 3,736,855 | 1,726,948 | |
Accumulated depreciation and amortization | (171,648) | (76,789) | |
Total net operating real estate investments | 3,565,207 | 1,650,159 | |
Real estate held for sale, net | 3,360 | 81 | |
Total net real estate investments | 3,568,567 | 1,650,240 | |
Other assets | 268,170 | 108,085 | |
TOTAL ASSETS | 3,836,737 | 1,758,325 | |
Liabilities | |||
Debt payable, net | 2,601,229 | 768,545 | |
Other liabilities | 131,993 | 89,574 | |
Total Liabilities | 2,733,222 | 858,119 | |
VineBrook | |||
Segment Reporting Information [Line Items] | |||
Revenues | 246,936 | 156,941 | 76,454 |
Expenses | 275,333 | 156,882 | 77,470 |
Net income (loss) | (31,223) | 61 | (1,665) |
Assets | |||
Gross operating real estate investments | 2,985,314 | 1,726,948 | |
Accumulated depreciation and amortization | (155,957) | (76,789) | |
Total net operating real estate investments | 2,829,357 | 1,650,159 | |
Real estate held for sale, net | 3,360 | 81 | |
Total net real estate investments | 2,832,717 | 1,650,240 | |
Other assets | 219,885 | 108,085 | |
TOTAL ASSETS | 3,052,602 | 1,758,325 | |
Liabilities | |||
Debt payable, net | 2,035,991 | 768,545 | |
Other liabilities | 115,169 | 89,574 | |
Total Liabilities | 2,151,160 | 858,119 | |
NexPoint Homes | |||
Segment Reporting Information [Line Items] | |||
Revenues | 22,395 | 0 | 0 |
Expenses | 41,033 | 0 | 0 |
Net income (loss) | (18,439) | 0 | $ 0 |
Assets | |||
Gross operating real estate investments | 751,541 | 0 | |
Accumulated depreciation and amortization | (15,691) | 0 | |
Total net operating real estate investments | 735,850 | 0 | |
Real estate held for sale, net | 0 | 0 | |
Total net real estate investments | 735,850 | 0 | |
Other assets | 48,285 | 0 | |
TOTAL ASSETS | 784,135 | 0 | |
Liabilities | |||
Debt payable, net | 565,238 | 0 | |
Other liabilities | 16,824 | 0 | |
Total Liabilities | $ 582,062 | $ 0 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) $ / shares in Units, $ in Millions | 12 Months Ended | ||||||||||
Mar. 14, 2023 $ / shares | Feb. 15, 2023 $ / shares | Jan. 13, 2023 $ / shares | Dec. 31, 2022 USD ($) property $ / shares | Dec. 31, 2021 $ / shares | Dec. 31, 2020 $ / shares | Mar. 24, 2023 USD ($) | Jan. 31, 2023 USD ($) | Jan. 17, 2023 USD ($) | Aug. 03, 2022 property | Mar. 01, 2021 USD ($) | |
Subsequent Event [Line Items] | |||||||||||
Common stock dividends declared (in usd per share) | $ / shares | $ 2.1204 | $ 2.1204 | $ 2.1204 | ||||||||
Net asset value per share (in dollars per share) | $ / shares | $ 63.04 | ||||||||||
DRIP Issuance, discount to NAV | 3% | ||||||||||
Number of real estate properties | property | 25 | ||||||||||
Interest rate swaps | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Derivative, notional amount | $ 970 | ||||||||||
JPM Facility | JP Morgan | VB Three, LLC | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Line of credit facility, maximum borrowing capacity | $ 500 | ||||||||||
Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Common stock dividends declared (in usd per share) | $ / shares | $ 0.1767 | $ 0.1767 | $ 0.1767 | ||||||||
Subsequent Event | Interest rate swaps | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Derivative, notional amount | $ 250 | ||||||||||
Subsequent Event | Interest rate swaps | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Derivative, variable interest rate | 3.5993% | ||||||||||
Subsequent Event | JPM Facility | JP Morgan | VB Three, LLC | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Line of credit facility, maximum borrowing capacity | $ 350 | ||||||||||
Line of credit facility, remaining borrowing capacity | $ 30 | ||||||||||
Tusk Portfolio | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Number of real estate properties | property | 1,610 | ||||||||||
Tusk Portfolio | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Asset acquisition prepaid deposit forfeited upon termination of agreement | $ 23.3 | ||||||||||
Siete Portfolio | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Number of real estate properties | property | 1,289 | ||||||||||
Siete Portfolio | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Asset acquisition prepaid deposit forfeited upon termination of agreement | $ 17.7 |
Schedule III - Real Estate an_2
Schedule III - Real Estate and Accumulated Depreciation - Real Estate and Accumulated Depreciation (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 USD ($) home | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2019 USD ($) | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Gross Cost Basis | $ 3,736,855 | $ 1,726,948 | $ 754,467 | $ 521,084 |
Accumulated Depreciation and Amortization | (171,648) | $ (76,789) | $ (34,396) | $ (15,391) |
Net Cost Basis | 3,568,567 | |||
Real estate gross at carrying value, subject to federal income tax | 3,700,000 | |||
VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Real estate gross at carrying value, subject to federal income tax | 3,000,000 | |||
NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Real estate gross at carrying value, subject to federal income tax | $ 751,500 | |||
Operating homes | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 24,632 | |||
Gross Cost Basis Encumbered | $ 2,988,093 | |||
Initial Cost to Company, Land | 524,986 | |||
Initial Cost to Company, Building and Improvements | 2,074,908 | |||
Costs Capitalized Subsequent to Acquisition | 385,420 | |||
Gross Cost Basis, Land | 524,986 | |||
Gross Cost Basis, Buildings and Improvements | 2,460,328 | |||
Gross Cost Basis | 2,985,314 | |||
Accumulated Depreciation and Amortization | (155,957) | |||
Net Cost Basis | $ 2,829,357 | |||
Operating homes | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 2,554 | |||
Gross Cost Basis Encumbered | $ 747,138 | |||
Initial Cost to Company, Land | 107,292 | |||
Initial Cost to Company, Building and Improvements | 601,398 | |||
Costs Capitalized Subsequent to Acquisition | 42,851 | |||
Gross Cost Basis, Land | 107,292 | |||
Gross Cost Basis, Buildings and Improvements | 644,249 | |||
Gross Cost Basis | 751,541 | |||
Accumulated Depreciation and Amortization | (15,691) | |||
Net Cost Basis | $ 735,850 | |||
Operating homes | Cincinnati | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 3,357 | |||
Gross Cost Basis Encumbered | $ 376,751 | |||
Initial Cost to Company, Land | 84,532 | |||
Initial Cost to Company, Building and Improvements | 240,738 | |||
Costs Capitalized Subsequent to Acquisition | 51,188 | |||
Gross Cost Basis, Land | 84,532 | |||
Gross Cost Basis, Buildings and Improvements | 291,926 | |||
Gross Cost Basis | 376,458 | |||
Accumulated Depreciation and Amortization | (30,649) | |||
Net Cost Basis | $ 345,809 | |||
Operating homes | Dayton | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 2,922 | |||
Gross Cost Basis Encumbered | $ 250,947 | |||
Initial Cost to Company, Land | 54,901 | |||
Initial Cost to Company, Building and Improvements | 164,602 | |||
Costs Capitalized Subsequent to Acquisition | 31,425 | |||
Gross Cost Basis, Land | 54,901 | |||
Gross Cost Basis, Buildings and Improvements | 196,027 | |||
Gross Cost Basis | 250,928 | |||
Accumulated Depreciation and Amortization | (23,379) | |||
Net Cost Basis | $ 227,549 | |||
Operating homes | Columbus | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 1,703 | |||
Gross Cost Basis Encumbered | $ 185,472 | |||
Initial Cost to Company, Land | 41,384 | |||
Initial Cost to Company, Building and Improvements | 114,270 | |||
Costs Capitalized Subsequent to Acquisition | 29,819 | |||
Gross Cost Basis, Land | 41,384 | |||
Gross Cost Basis, Buildings and Improvements | 144,089 | |||
Gross Cost Basis | 185,473 | |||
Accumulated Depreciation and Amortization | (16,289) | |||
Net Cost Basis | $ 169,184 | |||
Operating homes | St. Louis | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 2,452 | |||
Gross Cost Basis Encumbered | $ 271,027 | |||
Initial Cost to Company, Land | 40,291 | |||
Initial Cost to Company, Building and Improvements | 185,953 | |||
Costs Capitalized Subsequent to Acquisition | 44,783 | |||
Gross Cost Basis, Land | 40,291 | |||
Gross Cost Basis, Buildings and Improvements | 230,736 | |||
Gross Cost Basis | 271,027 | |||
Accumulated Depreciation and Amortization | (12,405) | |||
Net Cost Basis | $ 258,622 | |||
Operating homes | Indianapolis | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 1,488 | |||
Gross Cost Basis Encumbered | $ 185,619 | |||
Initial Cost to Company, Land | 25,040 | |||
Initial Cost to Company, Building and Improvements | 134,000 | |||
Costs Capitalized Subsequent to Acquisition | 26,580 | |||
Gross Cost Basis, Land | 25,040 | |||
Gross Cost Basis, Buildings and Improvements | 160,580 | |||
Gross Cost Basis | 185,620 | |||
Accumulated Depreciation and Amortization | (11,408) | |||
Net Cost Basis | $ 174,212 | |||
Operating homes | Birmingham | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 1,118 | |||
Gross Cost Basis Encumbered | $ 169,418 | |||
Initial Cost to Company, Land | 30,186 | |||
Initial Cost to Company, Building and Improvements | 127,992 | |||
Costs Capitalized Subsequent to Acquisition | 11,608 | |||
Gross Cost Basis, Land | 30,186 | |||
Gross Cost Basis, Buildings and Improvements | 139,600 | |||
Gross Cost Basis | 169,786 | |||
Accumulated Depreciation and Amortization | (8,051) | |||
Net Cost Basis | $ 161,735 | |||
Operating homes | Birmingham | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 133 | |||
Gross Cost Basis Encumbered | $ 39,776 | |||
Initial Cost to Company, Land | 5,615 | |||
Initial Cost to Company, Building and Improvements | 31,763 | |||
Costs Capitalized Subsequent to Acquisition | 2,397 | |||
Gross Cost Basis, Land | 5,615 | |||
Gross Cost Basis, Buildings and Improvements | 34,160 | |||
Gross Cost Basis | 39,775 | |||
Accumulated Depreciation and Amortization | (865) | |||
Net Cost Basis | $ 38,910 | |||
Operating homes | Columbia | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 1,097 | |||
Gross Cost Basis Encumbered | $ 161,524 | |||
Initial Cost to Company, Land | 25,858 | |||
Initial Cost to Company, Building and Improvements | 124,907 | |||
Costs Capitalized Subsequent to Acquisition | 10,759 | |||
Gross Cost Basis, Land | 25,858 | |||
Gross Cost Basis, Buildings and Improvements | 135,666 | |||
Gross Cost Basis | 161,524 | |||
Accumulated Depreciation and Amortization | (7,332) | |||
Net Cost Basis | $ 154,192 | |||
Operating homes | Kansas City | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 1,209 | |||
Gross Cost Basis Encumbered | $ 167,349 | |||
Initial Cost to Company, Land | 25,007 | |||
Initial Cost to Company, Building and Improvements | 117,612 | |||
Costs Capitalized Subsequent to Acquisition | 24,730 | |||
Gross Cost Basis, Land | 25,007 | |||
Gross Cost Basis, Buildings and Improvements | 142,342 | |||
Gross Cost Basis | 167,349 | |||
Accumulated Depreciation and Amortization | (7,236) | |||
Net Cost Basis | $ 160,113 | |||
Operating homes | Kansas City | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 146 | |||
Gross Cost Basis Encumbered | $ 41,391 | |||
Initial Cost to Company, Land | 6,419 | |||
Initial Cost to Company, Building and Improvements | 33,378 | |||
Costs Capitalized Subsequent to Acquisition | 1,594 | |||
Gross Cost Basis, Land | 6,419 | |||
Gross Cost Basis, Buildings and Improvements | 34,972 | |||
Gross Cost Basis | 41,391 | |||
Accumulated Depreciation and Amortization | (617) | |||
Net Cost Basis | $ 40,774 | |||
Operating homes | Jackson | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 1,307 | |||
Gross Cost Basis Encumbered | $ 161,686 | |||
Initial Cost to Company, Land | 33,479 | |||
Initial Cost to Company, Building and Improvements | 101,039 | |||
Costs Capitalized Subsequent to Acquisition | 27,168 | |||
Gross Cost Basis, Land | 33,479 | |||
Gross Cost Basis, Buildings and Improvements | 128,207 | |||
Gross Cost Basis | 161,686 | |||
Accumulated Depreciation and Amortization | (4,536) | |||
Net Cost Basis | $ 157,150 | |||
Operating homes | Memphis | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 1,818 | |||
Gross Cost Basis Encumbered | $ 204,223 | |||
Initial Cost to Company, Land | 34,284 | |||
Initial Cost to Company, Building and Improvements | 139,342 | |||
Costs Capitalized Subsequent to Acquisition | 30,598 | |||
Gross Cost Basis, Land | 34,284 | |||
Gross Cost Basis, Buildings and Improvements | 169,940 | |||
Gross Cost Basis | 204,224 | |||
Accumulated Depreciation and Amortization | (7,522) | |||
Net Cost Basis | $ 196,702 | |||
Operating homes | Memphis | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 158 | |||
Gross Cost Basis Encumbered | $ 45,538 | |||
Initial Cost to Company, Land | 7,090 | |||
Initial Cost to Company, Building and Improvements | 36,785 | |||
Costs Capitalized Subsequent to Acquisition | 1,663 | |||
Gross Cost Basis, Land | 7,090 | |||
Gross Cost Basis, Buildings and Improvements | 38,448 | |||
Gross Cost Basis | 45,538 | |||
Accumulated Depreciation and Amortization | (912) | |||
Net Cost Basis | $ 44,626 | |||
Operating homes | Augusta | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 846 | |||
Gross Cost Basis Encumbered | $ 107,967 | |||
Initial Cost to Company, Land | 19,813 | |||
Initial Cost to Company, Building and Improvements | 76,030 | |||
Costs Capitalized Subsequent to Acquisition | 12,124 | |||
Gross Cost Basis, Land | 19,813 | |||
Gross Cost Basis, Buildings and Improvements | 88,154 | |||
Gross Cost Basis | 107,967 | |||
Accumulated Depreciation and Amortization | (3,985) | |||
Net Cost Basis | $ 103,982 | |||
Operating homes | Milwaukee | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 1,032 | |||
Gross Cost Basis Encumbered | $ 125,320 | |||
Initial Cost to Company, Land | 15,878 | |||
Initial Cost to Company, Building and Improvements | 84,205 | |||
Costs Capitalized Subsequent to Acquisition | 25,236 | |||
Gross Cost Basis, Land | 15,878 | |||
Gross Cost Basis, Buildings and Improvements | 109,441 | |||
Gross Cost Basis | 125,319 | |||
Accumulated Depreciation and Amortization | (4,186) | |||
Net Cost Basis | $ 121,133 | |||
Operating homes | Atlanta | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 805 | |||
Gross Cost Basis Encumbered | $ 137,593 | |||
Initial Cost to Company, Land | 26,422 | |||
Initial Cost to Company, Building and Improvements | 107,550 | |||
Costs Capitalized Subsequent to Acquisition | 3,622 | |||
Gross Cost Basis, Land | 26,422 | |||
Gross Cost Basis, Buildings and Improvements | 111,172 | |||
Gross Cost Basis | 137,594 | |||
Accumulated Depreciation and Amortization | (3,755) | |||
Net Cost Basis | $ 133,839 | |||
Operating homes | Atlanta | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 211 | |||
Gross Cost Basis Encumbered | $ 74,780 | |||
Initial Cost to Company, Land | 10,202 | |||
Initial Cost to Company, Building and Improvements | 58,691 | |||
Costs Capitalized Subsequent to Acquisition | 5,887 | |||
Gross Cost Basis, Land | 10,202 | |||
Gross Cost Basis, Buildings and Improvements | 64,578 | |||
Gross Cost Basis | 74,780 | |||
Accumulated Depreciation and Amortization | (1,727) | |||
Net Cost Basis | $ 73,053 | |||
Operating homes | Pittsburgh | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 522 | |||
Gross Cost Basis Encumbered | $ 54,841 | |||
Initial Cost to Company, Land | 10,804 | |||
Initial Cost to Company, Building and Improvements | 30,707 | |||
Costs Capitalized Subsequent to Acquisition | 13,135 | |||
Gross Cost Basis, Land | 10,804 | |||
Gross Cost Basis, Buildings and Improvements | 43,842 | |||
Gross Cost Basis | 54,646 | |||
Accumulated Depreciation and Amortization | (1,969) | |||
Net Cost Basis | $ 52,677 | |||
Operating homes | Pensacola | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 300 | |||
Gross Cost Basis Encumbered | $ 48,522 | |||
Initial Cost to Company, Land | 5,668 | |||
Initial Cost to Company, Building and Improvements | 42,645 | |||
Costs Capitalized Subsequent to Acquisition | 209 | |||
Gross Cost Basis, Land | 5,668 | |||
Gross Cost Basis, Buildings and Improvements | 42,854 | |||
Gross Cost Basis | 48,522 | |||
Accumulated Depreciation and Amortization | (1,509) | |||
Net Cost Basis | $ 47,013 | |||
Operating homes | Greenville | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 400 | |||
Gross Cost Basis Encumbered | $ 64,710 | |||
Initial Cost to Company, Land | 8,242 | |||
Initial Cost to Company, Building and Improvements | 49,536 | |||
Costs Capitalized Subsequent to Acquisition | 6,932 | |||
Gross Cost Basis, Land | 8,242 | |||
Gross Cost Basis, Buildings and Improvements | 56,468 | |||
Gross Cost Basis | 64,710 | |||
Accumulated Depreciation and Amortization | (2,607) | |||
Net Cost Basis | $ 62,103 | |||
Operating homes | Little Rock | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 392 | |||
Gross Cost Basis Encumbered | $ 39,162 | |||
Initial Cost to Company, Land | 6,720 | |||
Initial Cost to Company, Building and Improvements | 22,835 | |||
Costs Capitalized Subsequent to Acquisition | 9,405 | |||
Gross Cost Basis, Land | 6,720 | |||
Gross Cost Basis, Buildings and Improvements | 32,240 | |||
Gross Cost Basis | 38,960 | |||
Accumulated Depreciation and Amortization | (1,017) | |||
Net Cost Basis | $ 37,943 | |||
Operating homes | Little Rock | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 211 | |||
Gross Cost Basis Encumbered | $ 56,081 | |||
Initial Cost to Company, Land | 8,313 | |||
Initial Cost to Company, Building and Improvements | 44,964 | |||
Costs Capitalized Subsequent to Acquisition | 2,804 | |||
Gross Cost Basis, Land | 8,313 | |||
Gross Cost Basis, Buildings and Improvements | 47,768 | |||
Gross Cost Basis | 56,081 | |||
Accumulated Depreciation and Amortization | (1,270) | |||
Net Cost Basis | $ 54,811 | |||
Operating homes | Huntsville | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 307 | |||
Gross Cost Basis Encumbered | $ 50,850 | |||
Initial Cost to Company, Land | 7,282 | |||
Initial Cost to Company, Building and Improvements | 38,200 | |||
Costs Capitalized Subsequent to Acquisition | 5,367 | |||
Gross Cost Basis, Land | 7,282 | |||
Gross Cost Basis, Buildings and Improvements | 43,567 | |||
Gross Cost Basis | 50,849 | |||
Accumulated Depreciation and Amortization | (1,637) | |||
Net Cost Basis | $ 49,212 | |||
Operating homes | Huntsville | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 71 | |||
Gross Cost Basis Encumbered | $ 24,716 | |||
Initial Cost to Company, Land | 3,813 | |||
Initial Cost to Company, Building and Improvements | 19,488 | |||
Costs Capitalized Subsequent to Acquisition | 1,414 | |||
Gross Cost Basis, Land | 3,813 | |||
Gross Cost Basis, Buildings and Improvements | 20,902 | |||
Gross Cost Basis | 24,715 | |||
Accumulated Depreciation and Amortization | (434) | |||
Net Cost Basis | $ 24,281 | |||
Operating homes | Raeford | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 250 | |||
Gross Cost Basis Encumbered | $ 32,230 | |||
Initial Cost to Company, Land | 3,335 | |||
Initial Cost to Company, Building and Improvements | 28,665 | |||
Costs Capitalized Subsequent to Acquisition | 229 | |||
Gross Cost Basis, Land | 3,335 | |||
Gross Cost Basis, Buildings and Improvements | 28,894 | |||
Gross Cost Basis | 32,229 | |||
Accumulated Depreciation and Amortization | (1,044) | |||
Net Cost Basis | $ 31,185 | |||
Operating homes | Portales | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 350 | |||
Gross Cost Basis Encumbered | $ 47,762 | |||
Initial Cost to Company, Land | 4,812 | |||
Initial Cost to Company, Building and Improvements | 42,539 | |||
Costs Capitalized Subsequent to Acquisition | 411 | |||
Gross Cost Basis, Land | 4,812 | |||
Gross Cost Basis, Buildings and Improvements | 42,950 | |||
Gross Cost Basis | 47,762 | |||
Accumulated Depreciation and Amortization | (1,108) | |||
Net Cost Basis | $ 46,654 | |||
Operating homes | Omaha | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 322 | |||
Gross Cost Basis Encumbered | $ 43,693 | |||
Initial Cost to Company, Land | 3,972 | |||
Initial Cost to Company, Building and Improvements | 32,169 | |||
Costs Capitalized Subsequent to Acquisition | 7,552 | |||
Gross Cost Basis, Land | 3,972 | |||
Gross Cost Basis, Buildings and Improvements | 39,721 | |||
Gross Cost Basis | 43,693 | |||
Accumulated Depreciation and Amortization | (1,551) | |||
Net Cost Basis | $ 42,142 | |||
Operating homes | Triad | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 263 | |||
Gross Cost Basis Encumbered | $ 43,662 | |||
Initial Cost to Company, Land | 7,682 | |||
Initial Cost to Company, Building and Improvements | 30,737 | |||
Costs Capitalized Subsequent to Acquisition | 4,553 | |||
Gross Cost Basis, Land | 7,682 | |||
Gross Cost Basis, Buildings and Improvements | 35,290 | |||
Gross Cost Basis | 42,972 | |||
Accumulated Depreciation and Amortization | (1,468) | |||
Net Cost Basis | $ 41,504 | |||
Operating homes | Triad | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 50 | |||
Gross Cost Basis Encumbered | $ 14,507 | |||
Initial Cost to Company, Land | 1,785 | |||
Initial Cost to Company, Building and Improvements | 10,953 | |||
Costs Capitalized Subsequent to Acquisition | 1,770 | |||
Gross Cost Basis, Land | 1,785 | |||
Gross Cost Basis, Buildings and Improvements | 12,723 | |||
Gross Cost Basis | 14,508 | |||
Accumulated Depreciation and Amortization | (399) | |||
Net Cost Basis | $ 14,109 | |||
Operating homes | Montgomery | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 349 | |||
Gross Cost Basis Encumbered | $ 50,866 | |||
Initial Cost to Company, Land | 8,226 | |||
Initial Cost to Company, Building and Improvements | 34,676 | |||
Costs Capitalized Subsequent to Acquisition | 7,964 | |||
Gross Cost Basis, Land | 8,226 | |||
Gross Cost Basis, Buildings and Improvements | 42,640 | |||
Gross Cost Basis | 50,866 | |||
Accumulated Depreciation and Amortization | (1,275) | |||
Net Cost Basis | $ 49,591 | |||
Operating homes | Charleston | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 23 | |||
Gross Cost Basis Encumbered | $ 6,899 | |||
Initial Cost to Company, Land | 1,168 | |||
Initial Cost to Company, Building and Improvements | 3,959 | |||
Costs Capitalized Subsequent to Acquisition | 23 | |||
Gross Cost Basis, Land | 1,168 | |||
Gross Cost Basis, Buildings and Improvements | 3,982 | |||
Gross Cost Basis | 5,150 | |||
Accumulated Depreciation and Amortization | (39) | |||
Net Cost Basis | $ 5,111 | |||
Operating homes | Charlotte | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 68 | |||
Gross Cost Basis Encumbered | $ 21,294 | |||
Initial Cost to Company, Land | 3,436 | |||
Initial Cost to Company, Building and Improvements | 19,128 | |||
Costs Capitalized Subsequent to Acquisition | 1,037 | |||
Gross Cost Basis, Land | 3,436 | |||
Gross Cost Basis, Buildings and Improvements | 20,165 | |||
Gross Cost Basis | 23,601 | |||
Accumulated Depreciation and Amortization | (393) | |||
Net Cost Basis | $ 23,208 | |||
Operating homes | Dallas/Ft Worth | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 51 | |||
Gross Cost Basis Encumbered | $ 18,897 | |||
Initial Cost to Company, Land | 3,115 | |||
Initial Cost to Company, Building and Improvements | 15,253 | |||
Costs Capitalized Subsequent to Acquisition | 529 | |||
Gross Cost Basis, Land | 3,115 | |||
Gross Cost Basis, Buildings and Improvements | 15,782 | |||
Gross Cost Basis | 18,897 | |||
Accumulated Depreciation and Amortization | (272) | |||
Net Cost Basis | $ 18,625 | |||
Operating homes | Fayetteville | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 440 | |||
Gross Cost Basis Encumbered | $ 126,829 | |||
Initial Cost to Company, Land | 17,767 | |||
Initial Cost to Company, Building and Improvements | 101,571 | |||
Costs Capitalized Subsequent to Acquisition | 7,491 | |||
Gross Cost Basis, Land | 17,767 | |||
Gross Cost Basis, Buildings and Improvements | 109,062 | |||
Gross Cost Basis | 126,829 | |||
Accumulated Depreciation and Amortization | (3,019) | |||
Net Cost Basis | $ 123,810 | |||
Operating homes | Oklahoma City | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 516 | |||
Gross Cost Basis Encumbered | $ 146,932 | |||
Initial Cost to Company, Land | 19,584 | |||
Initial Cost to Company, Building and Improvements | 118,842 | |||
Costs Capitalized Subsequent to Acquisition | 9,212 | |||
Gross Cost Basis, Land | 19,584 | |||
Gross Cost Basis, Buildings and Improvements | 128,054 | |||
Gross Cost Basis | 147,638 | |||
Accumulated Depreciation and Amortization | (3,268) | |||
Net Cost Basis | $ 144,370 | |||
Operating homes | San Antonio | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 199 | |||
Gross Cost Basis Encumbered | $ 52,642 | |||
Initial Cost to Company, Land | 7,920 | |||
Initial Cost to Company, Building and Improvements | 42,563 | |||
Costs Capitalized Subsequent to Acquisition | 2,159 | |||
Gross Cost Basis, Land | 7,920 | |||
Gross Cost Basis, Buildings and Improvements | 44,722 | |||
Gross Cost Basis | 52,642 | |||
Accumulated Depreciation and Amortization | (816) | |||
Net Cost Basis | $ 51,826 | |||
Operating homes | Tulsa | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 174 | |||
Gross Cost Basis Encumbered | $ 46,891 | |||
Initial Cost to Company, Land | 7,031 | |||
Initial Cost to Company, Building and Improvements | 37,585 | |||
Costs Capitalized Subsequent to Acquisition | 2,275 | |||
Gross Cost Basis, Land | 7,031 | |||
Gross Cost Basis, Buildings and Improvements | 39,860 | |||
Gross Cost Basis | 46,891 | |||
Accumulated Depreciation and Amortization | (892) | |||
Net Cost Basis | $ 45,999 | |||
Operating homes | Other | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 126 | |||
Gross Cost Basis Encumbered | $ 36,864 | |||
Initial Cost to Company, Land | 5,202 | |||
Initial Cost to Company, Building and Improvements | 30,434 | |||
Costs Capitalized Subsequent to Acquisition | 2,619 | |||
Gross Cost Basis, Land | 5,202 | |||
Gross Cost Basis, Buildings and Improvements | 33,053 | |||
Gross Cost Basis | 38,255 | |||
Accumulated Depreciation and Amortization | (807) | |||
Net Cost Basis | $ 37,448 | |||
VineBrook homes held for sale | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 25 | |||
Gross Cost Basis Encumbered | $ 0 | |||
Initial Cost to Company, Land | 679 | |||
Initial Cost to Company, Building and Improvements | 2,681 | |||
Costs Capitalized Subsequent to Acquisition | 0 | |||
Gross Cost Basis, Land | 679 | |||
Gross Cost Basis, Buildings and Improvements | 2,681 | |||
Gross Cost Basis | 3,360 | |||
Accumulated Depreciation and Amortization | 0 | |||
Net Cost Basis | $ 3,360 | |||
VineBrook homes held for sale | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 0 | |||
Gross Cost Basis Encumbered | $ 0 | |||
Initial Cost to Company, Land | 0 | |||
Initial Cost to Company, Building and Improvements | 0 | |||
Costs Capitalized Subsequent to Acquisition | 0 | |||
Gross Cost Basis, Land | 0 | |||
Gross Cost Basis, Buildings and Improvements | 0 | |||
Gross Cost Basis | 0 | |||
Accumulated Depreciation and Amortization | 0 | |||
Net Cost Basis | $ 0 | |||
Operating Homes and Homes Held for Sale | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 27,211 | |||
Gross Cost Basis Encumbered | $ 3,735,231 | |||
Initial Cost to Company, Land | 632,957 | |||
Initial Cost to Company, Building and Improvements | 2,678,987 | |||
Costs Capitalized Subsequent to Acquisition | 428,271 | |||
Gross Cost Basis, Land | 632,957 | |||
Gross Cost Basis, Buildings and Improvements | 3,107,258 | |||
Gross Cost Basis | 3,740,215 | |||
Accumulated Depreciation and Amortization | (171,648) | |||
Net Cost Basis | $ 3,568,567 | |||
Operating Homes and Homes Held for Sale | VineBrook Homes, LLC | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 24,657 | |||
Gross Cost Basis Encumbered | $ 2,988,093 | |||
Initial Cost to Company, Land | 525,665 | |||
Initial Cost to Company, Building and Improvements | 2,077,589 | |||
Costs Capitalized Subsequent to Acquisition | 385,420 | |||
Gross Cost Basis, Land | 525,665 | |||
Gross Cost Basis, Buildings and Improvements | 2,463,009 | |||
Gross Cost Basis | 2,988,674 | |||
Accumulated Depreciation and Amortization | (155,957) | |||
Net Cost Basis | $ 2,832,717 | |||
Operating Homes and Homes Held for Sale | NexPoint Homes | ||||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items] | ||||
Number of Homes | home | 2,554 | |||
Gross Cost Basis Encumbered | $ 747,138 | |||
Initial Cost to Company, Land | 107,292 | |||
Initial Cost to Company, Building and Improvements | 601,398 | |||
Costs Capitalized Subsequent to Acquisition | 42,851 | |||
Gross Cost Basis, Land | 107,292 | |||
Gross Cost Basis, Buildings and Improvements | 644,249 | |||
Gross Cost Basis | 751,541 | |||
Accumulated Depreciation and Amortization | (15,691) | |||
Net Cost Basis | $ 735,850 |
Schedule III - Real Estate an_3
Schedule III - Real Estate and Accumulated Depreciation - Changes in Real Estate Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate [Roll Forward] | |||
Gross Real Estate, beginning balance | $ 1,726,948 | $ 754,467 | $ 521,084 |
Acquisitions and building improvements | 2,014,721 | 978,661 | 234,825 |
Write-offs | (4,814) | (6,180) | (1,442) |
Balance, end of year | 3,736,855 | 1,726,948 | 754,467 |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate, Accumulated Depreciation [Roll Forward] | |||
Accumulated depreciation and amortization, beginning balance | 76,789 | 34,396 | 15,391 |
Depreciation expense | 90,597 | 42,312 | 19,304 |
Amortization expense | 9,391 | 6,261 | 1,143 |
Write-offs | (4,814) | (6,180) | (1,442) |
Reclassifications to held for sale | (315) | 0 | 0 |
Accumulated depreciation and amortization, ending balance | $ 171,648 | $ 76,789 | $ 34,396 |
Minimum | Building and improvements | |||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate, Accumulated Depreciation [Roll Forward] | |||
Property, plant and equipment, useful life | 3 years | ||
Maximum | Building and improvements | |||
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate, Accumulated Depreciation [Roll Forward] | |||
Property, plant and equipment, useful life | 27 years 6 months |