Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2024 | Aug. 07, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2024 | |
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 Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 25,434,567 | |
Entity Central Index Key | 0001755755 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
ASSETS | ||
Land | $ 549,213 | $ 560,047 |
Buildings and improvements | 2,825,286 | 2,872,755 |
Intangible lease assets | 16 | 14 |
Gross operating real estate investments | 3,374,515 | 3,432,816 |
Accumulated depreciation and amortization | (328,757) | (275,534) |
Total net operating real estate investments | 3,045,758 | 3,157,282 |
Real estate held for sale, net | 38,141 | 54,615 |
Total net real estate investments | 3,083,899 | 3,211,897 |
Investments, at fair value | 2,500 | 2,500 |
Cash | 43,913 | 27,917 |
Restricted cash | 50,931 | 57,703 |
Accounts and other receivables | 15,230 | 20,008 |
Prepaid and other assets | 24,452 | 21,236 |
Interest rate derivatives, at fair value | 44,640 | 48,416 |
Intangible assets, net | 5,321 | 4,045 |
Asset-backed securitization certificates | 108,864 | 39,096 |
Goodwill | 20,522 | 20,522 |
TOTAL ASSETS | 3,400,272 | 3,453,340 |
Liabilities: | ||
Notes payable, net | 1,626,852 | 1,276,970 |
Credit facilities, net | 857,344 | 1,156,704 |
Accounts payable and other accrued liabilities | 52,736 | 52,696 |
Accrued real estate taxes payable | 36,380 | 39,632 |
Accrued interest payable | 26,864 | 23,122 |
Security deposit liability | 25,943 | 25,909 |
Prepaid rents | 2,606 | 3,348 |
Total Liabilities | 2,628,725 | 2,578,381 |
Redeemable Series A preferred stock, $0.01 par value: 16,000,000 shares authorized; 4,996,000 and 5,000,000 shares issued and outstanding, respectively | 122,315 | 122,225 |
Stockholders' Equity: | ||
Class A Common stock, $0.01 par value: 300,000,000 shares authorized; 25,252,565 and 25,006,237 shares issued and outstanding, respectively | 255 | 252 |
Additional paid-in capital | 757,662 | 776,755 |
Distributions in excess of retained earnings | (515,420) | (423,769) |
Accumulated other comprehensive income | 28,460 | 31,208 |
Total Stockholders' Equity | 270,982 | 384,471 |
TOTAL LIABILITIES AND EQUITY | 3,400,272 | 3,453,340 |
Series B Preferred Stock | ||
Stockholders' Equity: | ||
Series B Preferred stock, $0.01 par value: 2,548,240 shares authorized; 2,548,240 and 2,548,240 shares issued and outstanding, respectively | 25 | 25 |
VineBrook | ||
Liabilities: | ||
Redeemable noncontrolling interests | 270,001 | 251,503 |
Variable Interest Entity, Primary Beneficiary | ||
Liabilities: | ||
Redeemable noncontrolling interests | 98,484 | 105,018 |
Stockholders' Equity: | ||
Noncontrolling interests in consolidated VIEs | $ 9,765 | $ 11,742 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
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) | 4,996,000 | 5,000,000 |
Preferred stock, outstanding (in shares) | 4,996,000 | 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) | 25,252,565 | 25,006,237 |
Common stock, outstanding (in shares) | 25,252,565 | 25,006,237 |
Series B Preferred Stock | ||
Preferred stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized (in shares) | 2,548,240 | 2,548,240 |
Preferred stock, issued (in shares) | 2,548,240 | 2,548,240 |
Preferred stock, outstanding (in shares) | 2,548,240 | 2,548,240 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenues | ||||
Rental income | $ 90,776 | $ 87,414 | $ 179,559 | $ 171,911 |
Other income | 969 | 1,229 | 2,471 | 2,837 |
Total revenues | 91,745 | 88,643 | 182,030 | 174,748 |
Expenses | ||||
Property operating expenses | 19,765 | 17,731 | 39,394 | 35,713 |
Real estate taxes and insurance | 17,069 | 16,920 | 34,256 | 32,095 |
Property management fees | 840 | 4,830 | 1,629 | 11,125 |
Advisory fees | 5,187 | 5,802 | 10,446 | 10,648 |
General and administrative expenses | 18,038 | 13,999 | 39,255 | 22,525 |
Depreciation and amortization | 31,378 | 32,080 | 63,434 | 64,920 |
Interest expense | 34,358 | 31,456 | 67,662 | 66,779 |
Total expenses | 126,635 | 122,818 | 256,076 | 243,805 |
Loss on extinguishment of debt | (73) | (89) | (1,374) | (112) |
Loss on sales and impairment of real estate, net | (5,234) | (14,601) | (9,121) | (30,454) |
Investment income | 1,819 | 89 | 2,092 | 164 |
Change in unrealized gain (loss) on investments | (255) | 0 | (255) | 0 |
Loss on forfeited deposits | 0 | (196) | 0 | (41,910) |
Net loss | (38,633) | (48,972) | (82,704) | (141,369) |
Dividends on and accretion to redemption value of Redeemable Series A Preferred stock | 2,030 | 2,207 | 4,237 | 4,414 |
Net loss attributable to stockholders | (28,106) | (38,350) | (61,205) | (115,569) |
Other comprehensive (loss)/income | ||||
Unrealized (loss)/gain on interest rate hedges | (6,005) | 15,619 | (3,232) | 6,134 |
Total comprehensive loss | (44,638) | (33,353) | (85,936) | (135,235) |
Comprehensive loss attributable to stockholders | $ (33,210) | $ (25,074) | $ (63,953) | $ (110,355) |
Weighted average common shares outstanding - basic (in shares) | 25,235 | 24,779 | 25,167 | 24,636 |
Weighted average common shares outstanding - diluted (in shares) | 25,235 | 24,779 | 25,167 | 24,636 |
Loss per share - basic (in dollars per share) | $ (1.11) | $ (1.55) | $ (2.43) | $ (4.69) |
Loss per share - diluted (in dollars per share) | $ (1.11) | $ (1.55) | $ (2.43) | $ (4.69) |
VineBrook | ||||
Expenses | ||||
Net income/(loss) attributable to redeemable noncontrolling interests | $ (5,796) | $ (7,346) | $ (12,407) | $ (21,206) |
Other comprehensive (loss)/income | ||||
Comprehensive loss attributable to redeemable noncontrolling interests | (6,697) | (5,003) | (12,891) | (20,286) |
Variable Interest Entity, Primary Beneficiary | ||||
Expenses | ||||
Net income/(loss) attributable to redeemable noncontrolling interests | (5,840) | (4,794) | (11,515) | (8,007) |
Net loss attributable to noncontrolling interests in consolidated VIEs | (921) | (689) | (1,814) | (1,001) |
Other comprehensive (loss)/income | ||||
Comprehensive loss attributable to redeemable noncontrolling interests | (5,840) | (4,794) | (11,515) | (8,007) |
Comprehensive loss attributable to noncontrolling interests in consolidated VIEs | $ (921) | $ (689) | $ (1,814) | $ (1,001) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | VineBrook | Variable Interest Entity, Primary Beneficiary | Series B Preferred Stock | 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, 2022 | 24,615,364 | |||||||||
Beginning balance at Dec. 31, 2022 | $ 621,328 | $ 248 | $ 737,129 | $ (160,048) | $ 43,999 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net loss attributable to common stockholders | (115,569) | (115,569) | ||||||||
Issuance of Class A common stock (in shares) | 221,698 | |||||||||
Issuance of Class A common stock | 12,491 | $ 2 | 12,489 | |||||||
Redemptions of Class A common stock (in shares) | (2,920) | |||||||||
Redemptions of Class A common stock | (180) | (180) | ||||||||
Equity-based compensation (in shares) | 60,177 | |||||||||
Equity-based compensation | 2,082 | 2,082 | ||||||||
Common stock dividends declared | (26,753) | (26,753) | ||||||||
Other comprehensive income attributable to common stockholders | 5,214 | 5,214 | ||||||||
Adjustments to reflect redemption value of redeemable noncontrolling interests | $ (18,212) | $ (1,371) | $ (18,212) | $ (1,371) | ||||||
Ending balance (in shares) at Jun. 30, 2023 | 24,894,319 | |||||||||
Ending balance at Jun. 30, 2023 | 479,030 | $ 250 | 731,937 | (302,370) | 49,213 | |||||
Beginning balance (in shares) at Mar. 31, 2023 | 24,769,760 | |||||||||
Beginning balance at Mar. 31, 2023 | 520,342 | $ 249 | 734,748 | (250,592) | 35,937 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net loss attributable to common stockholders | (38,350) | (38,350) | ||||||||
Issuance of Class A common stock (in shares) | 111,591 | |||||||||
Issuance of Class A common stock | 5,764 | $ 1 | 5,763 | |||||||
Redemptions of Class A common stock (in shares) | (2,920) | |||||||||
Redemptions of Class A common stock | (180) | (180) | ||||||||
Equity-based compensation (in shares) | 15,888 | |||||||||
Equity-based compensation | 1,225 | 1,225 | ||||||||
Common stock dividends declared | (13,428) | (13,428) | ||||||||
Other comprehensive income attributable to common stockholders | 13,276 | 13,276 | ||||||||
Adjustments to reflect redemption value of redeemable noncontrolling interests | (8,248) | (1,371) | (8,248) | (1,371) | ||||||
Ending balance (in shares) at Jun. 30, 2023 | 24,894,319 | |||||||||
Ending balance at Jun. 30, 2023 | 479,030 | $ 250 | 731,937 | (302,370) | 49,213 | |||||
Beginning balance (in shares) at Dec. 31, 2023 | 2,548,240 | 25,006,237 | ||||||||
Beginning balance at Dec. 31, 2023 | 384,471 | $ 25 | $ 252 | 776,755 | (423,769) | 31,208 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net loss attributable to common stockholders | (61,205) | (61,205) | ||||||||
Issuance of Class A common stock (in shares) | 217,635 | |||||||||
Issuance of Class A common stock | 11,397 | $ 2 | 11,395 | |||||||
Redemptions of Class A common stock (in shares) | (44,827) | |||||||||
Redemptions of Class A common stock | $ (2,616) | (2,616) | ||||||||
Equity-based compensation (in shares) | 73,520 | 73,520 | ||||||||
Equity-based compensation | $ 2,909 | $ 1 | 2,908 | |||||||
Common stock dividends declared | (27,420) | (27,420) | ||||||||
Series B Preferred stock dividends declared | (3,026) | (3,026) | ||||||||
Other comprehensive income attributable to common stockholders | (2,748) | (2,748) | ||||||||
Adjustments to reflect redemption value of redeemable noncontrolling interests | (25,837) | (4,943) | (25,837) | (4,943) | ||||||
Ending balance (in shares) at Jun. 30, 2024 | 2,548,240 | 25,252,565 | ||||||||
Ending balance at Jun. 30, 2024 | 270,982 | $ 25 | $ 255 | 757,662 | (515,420) | 28,460 | ||||
Beginning balance (in shares) at Mar. 31, 2024 | 2,548,240 | 25,132,484 | ||||||||
Beginning balance at Mar. 31, 2024 | 325,455 | $ 25 | $ 253 | 763,652 | (472,039) | 33,564 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net loss attributable to common stockholders | (28,106) | (28,106) | ||||||||
Issuance of Class A common stock (in shares) | 107,515 | |||||||||
Issuance of Class A common stock | 5,535 | $ 1 | 5,534 | |||||||
Redemptions of Class A common stock (in shares) | (25,140) | |||||||||
Redemptions of Class A common stock | (1,455) | (1,455) | ||||||||
Equity-based compensation (in shares) | 37,706 | |||||||||
Equity-based compensation | 1,534 | $ 1 | 1,533 | |||||||
Common stock dividends declared | (13,762) | (13,762) | ||||||||
Series B Preferred stock dividends declared | (1,513) | (1,513) | ||||||||
Other comprehensive income attributable to common stockholders | (5,104) | (5,104) | ||||||||
Adjustments to reflect redemption value of redeemable noncontrolling interests | $ (8,705) | $ (2,897) | $ (8,705) | $ (2,897) | ||||||
Ending balance (in shares) at Jun. 30, 2024 | 2,548,240 | 25,252,565 | ||||||||
Ending balance at Jun. 30, 2024 | $ 270,982 | $ 25 | $ 255 | $ 757,662 | $ (515,420) | $ 28,460 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | |
Statement of Stockholders' Equity [Abstract] | |||
Common stock dividends declared (in dollars per share) | $ 0.5301 | $ 1.0602 | $ 1.0602 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities | ||
Net loss | $ (82,704) | $ (141,369) |
Adjustments to reconcile net (loss) to net cash provided by operating activities: | ||
Loss on sales and impairment of real estate, net | 9,121 | 30,454 |
Depreciation and amortization | 63,434 | 64,920 |
Non-cash interest expense | 8,527 | 5,728 |
Change in unrealized loss on investments | 255 | 0 |
Net cash received/(paid) on derivative settlements | 0 | 2,419 |
Loss on extinguishment of debt | 1,374 | 112 |
Equity-based compensation | 10,453 | 5,877 |
Loss on forfeited deposits | 0 | 41,910 |
Changes in operating assets and liabilities, net of effects of acquisitions: | ||
Operating assets | 1,486 | (4,306) |
Operating liabilities | (3,552) | 9,649 |
Net cash provided by operating activities | 8,394 | 15,394 |
Cash flows from investing activities | ||
Net proceeds from sales of real estate | 84,346 | 63,077 |
Prepaid acquisition deposits | 76 | (10) |
Insurance proceeds received | 695 | 1,348 |
Additions to real estate investments | (28,038) | (87,420) |
Net cash provided by (used in) investing activities | 57,079 | (23,005) |
Cash flows from financing activities | ||
Notes payable proceeds received | 303,923 | 10,722 |
Notes payable payments | (26,704) | (6,226) |
Credit facilities proceeds received | 2,759 | 13,749 |
Credit facilities principal payments | (305,129) | (13,219) |
Bridge facilities proceeds received | 0 | 25,000 |
Bridge facilities principal payments | 0 | (41,805) |
Financing costs paid | (4,667) | (2,232) |
Redemptions of Class A common stock paid | (3,104) | (17,274) |
Dividends paid to common stockholders | (14,081) | (12,827) |
Payments for taxes related to net share settlement of stock-based compensation | (1,187) | 0 |
Net cash used in financing activities | (56,249) | (44,391) |
Change in cash and restricted cash | 9,224 | (52,002) |
Cash and restricted cash, beginning of period | 85,620 | 114,749 |
Cash and restricted cash, end of period | 94,844 | 62,747 |
Supplemental Disclosure of Cash Flow Information | ||
Interest paid, net of amount capitalized | 68,374 | 69,517 |
Cash paid for income and franchise taxes | 0 | 652 |
Supplemental Disclosure of Noncash Activities | ||
Accrued insurance proceeds | 0 | 7,382 |
Accrued distributions payable to redeemable noncontrolling interests in the OP | 1,231 | 700 |
Accrued redemptions payable to common stockholders | 2,616 | 180 |
Accrued capital expenditures | 0 | 347 |
Accretion to redemption value of Redeemable Series A preferred stock | 176 | 351 |
Asset backed securitization certificates | 71,868 | 0 |
Write off of fully amortized deferred financing costs | 1,965 | 0 |
Issuance of Class A common stock related to DRIP dividends | 12,588 | 13,364 |
DRIP dividends to common stockholders | (12,588) | (13,364) |
VineBrook | ||
Cash flows from financing activities | ||
Contributions from redeemable noncontrolling interests in the OP | 1,074 | 0 |
Distributions to redeemable noncontrolling interests | (1,119) | (425) |
Redemptions by redeemable noncontrolling interests in the OP | (457) | 0 |
Supplemental Disclosure of Noncash Activities | ||
Contributions from redeemable noncontrolling interests related to DRIP distributions | 3,333 | 3,645 |
DRIP distributions to redeemable noncontrolling interests | (3,333) | (3,645) |
Variable Interest Entity, Primary Beneficiary | ||
Cash flows from financing activities | ||
Redemptions by redeemable noncontrolling interests in the OP | (75) | 0 |
Distributions to redeemable noncontrolling interests in consolidated VIEs | 38 | (601) |
Contributions from noncontrolling interests in consolidated VIEs | 103 | 5,271 |
Distributions to noncontrolling interests in consolidated VIEs | (450) | (321) |
Supplemental Disclosure of Noncash Activities | ||
Contributions from redeemable noncontrolling interests related to DRIP distributions | 2,679 | 1,949 |
DRIP distributions to redeemable noncontrolling interests | (2,679) | (1,949) |
Contributions from noncontrolling interests in consolidated VIEs related to DRIP distributions | 183 | 139 |
DRIP distributions to noncontrolling interests in consolidated VIEs | (183) | (139) |
Common Class A | ||
Cash flows from financing activities | ||
Proceeds from issuance of Class A common stock | 0 | 0 |
Supplemental Disclosure of Noncash Activities | ||
Accrued dividends payable | 752 | 562 |
Series A Preferred Stock | ||
Cash flows from financing activities | ||
Payments dividends, preferred stock | (4,061) | (4,063) |
Redemptions of Series A Preferred stock paid | (86) | (140) |
Supplemental Disclosure of Noncash Activities | ||
Accrued dividends payable | 4,061 | 2,032 |
Series B Preferred Stock | ||
Cash flows from financing activities | ||
Payments dividends, preferred stock | $ (3,026) | $ 0 |
Organization and Description of
Organization and Description of Business | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business VineBrook Homes Trust, Inc. (the “Company”, “VineBrook”, “we”, “us”, “our”) was incorporated in Maryland on July 16, 2018 and has elected to be taxed as a real estate investment trust (“REIT”) and the Company believes the current organization and method of operation will enable it to maintain its status as a 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 and as of August 3, 2023, a wholly owned subsidiary of the Company. As of June 30, 2024, there were a combined 25,043,091 Class A, Class B and Class C units of the OP (collectively, “OP Units”), of which 20,353,127 Class A OP Units, or 81.3%, were owned by the Company, 2,814,063 Class B OP Units, or 11.1%, were owned by NexPoint Real Estate Opportunities, LLC (“NREO”), 93,905 Class C OP Units, or 0.4%, were owned by NRESF REIT Sub, LLC (“NRESF”), 148,192 Class C OP Units, or 0.6%, were owned by GAF REIT, LLC (“GAF REIT”) and 1,633,805 Class C OP Units, or 6.5%, were owned by limited partners that were sellers in the Formation Transaction (defined below) (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 Third 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 board of directors of the OP 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 (“Common Stock”), for gross proceeds of approximately $27.4 million in connection with the Formation Transaction. The proceeds from the issuance of Common Stock 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 June 30, 2024, the Company, through the special purpose limited liability companies (“SPEs”) owned by the OP, purchased 20,750 additional homes and sold 3,780 homes within the VineBrook reportable segment (see Note 4), and through the OP’s consolidated investment in NexPoint Homes (as defined in Note 2) purchased 2,573 additional homes and sold 83 homes. Together with the Initial Portfolio, the Company, through the OP’s SPEs, indirectly owned an interest in 21,104 homes (the "VineBrook Portfolio") in 18 states, and with its consolidation of NexPoint Homes, indirectly owned an interest in an additional 2,486 homes (the “NexPoint Homes Portfolio”), for a total of 23,590 homes in 20 states as of June 30, 2024. We refer to the VineBrook Portfolio and the NexPoint Homes Portfolio collectively as our Portfolio. The acquisitions of the additional homes in the VineBrook reportable segment were funded by loans (see Note 5), proceeds from the sale of Common Stock and Preferred Stock (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 further amended on October 25, 2022 and February 27, 2024 (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. Prior to the OP acquiring all of the outstanding equity interests of VineBrook Homes, LLC (the “Manager”), which was completed on August 3, 2023 (the “Internalization”), the OP caused the SPEs to retain 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 were 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. These are typically the result of maintaining legacy property managers after an acquisition to help transition the properties to the Company 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 Company and Adviser, 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 for periods before August 3, 2023 (see Note 13). 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 of Common Stock 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 Common Stock. The Private Offering closed on September 14, 2022. The initial offering price for shares of Common Stock sold through the Private Offering was $25.00 per share. The Company conducted periodic closings and sold Common Stock 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 and is unaudited. 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”). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Accounting and Use of Estimates Readers of this Form 10-Q should refer to the audited financial statements and notes to consolidated financial statements of the Company for the year ended December 31, 2023, which are included in our Annual Report, filed with the SEC on April 1, 2024, since we have omitted from this Quarterly Report certain footnote disclosures which would substantially duplicate those contained in such audited financial statements. You should also refer to Note 2, Summary of Significant Accounting Policies, in the notes to consolidated financial statements in our 2023 Annual Report for further discussion of our significant accounting policies and estimates. The accompanying unaudited consolidated financial statements are presented in accordance with GAAP and the rules and regulations of 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. In the opinion of management, all adjustments and eliminations necessary for the fair presentation of the Company’s financial position as of June 30, 2024 and December 31, 2023 and results of operations for the three and six months ended June 30, 2024 and 2023 have been included. The unaudited information included in these interim financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the years ended December 31, 2023 and 2022 included in our Annual Report. The results of operations for the interim periods presented are not necessarily indicative of the results that may be expected for the year ending December 31, 2024, or any other future period. 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. Under the voting model, the Company consolidates an entity when it controls the entity through ownership of a majority voting interest. As of June 30, 2024, the Company determined it must consolidate the OP, its subsidiaries and the OP’s investment in NexPoint Homes Trust, Inc. (“NexPoint Homes”) 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 is a wholly owned subsidiary of the Company. The Company has control to direct the activities of NexPoint Homes because the OP owns approximately 80% 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 June 30, 2024. 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 NexPoint SFR Operating Partnership, L.P. ("SFR OP"), its operating partnership. 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. Reclassifications During the period ended June 30, 2024, the Company combined certain amounts classified separately as corporate general and administrative expenses of $10.3 million, and property general and administrative expenses of $12.2 million, for the prior period as general and administrative expenses on the consolidated statements of operations and comprehensive income (loss) for the period ended June 30, 2024 to conform to our current presentation. Real Estate Investments 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, changes in hold periods 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. For the three and six months ended June 30, 2024, the Company recorded approximately $4.4 million and $8.7 million of impairment charges on real estate assets, respectively, mostly related to assets that were held for sale, which are included in loss on sales and impairment of real estate, net on the consolidated statements of operations and comprehensive income (loss). For the three and six months ended June 30, 2023, the Company recorded approximately $14.2 million and $27.3 million of impairment charges on real estate assets, respectively, mostly related to assets that were held for sale, which are included in loss on sales and impairment of real estate, net on the consolidated statements of operations and comprehensive income (loss). No significant impairments on operating properties were recorded during the three and six months ended June 30, 2024 and 2023. Intangible Assets Intangible assets acquired related to the Internalization of the Manager are amortized on a straight-line basis over the estimated useful lives as described in the following table: Developed technology 5 years Goodwill Not depreciated Intangible assets subject to amortization are reviewed for impairment in accordance with ASC 360-10, wherein an impairment loss is recognized if the carrying amount of an intangible asset is not recoverable and its carrying amount exceeds its fair value. No impairment losses on intangible assets have been recognized for the three and six months ended June 30, 2024. Goodwill Goodwill has an indefinite life and therefore is not amortized under the provisions of ASC 350, Intangibles – Goodwill and Other . Goodwill is tested at least annually for impairment to ensure that the carrying amount of goodwill exceeds its implied fair value. We assess goodwill for impairment annually on October 1 st , or more frequently if there are indicators of impairment. We completed the annual impairment testing on October 1, 2023 and assessed no impairment of goodwill. No impairment losses on goodwill have been recognized for the three and six months ended June 30, 2024. The goodwill did not exist before August 3, 2023, as the goodwill resulted from the Internalization of the Manager that closed on August 3, 2023. Held to Maturity Investments Investments in debt securities that we have a positive intent and ability to hold to maturity are classified as held to maturity and are presented within asset-backed securitization certificates on our consolidated balance sheets. These investments are recorded at amortized cost. Investments are reviewed at each reporting period for declines in fair value below the amortized cost basis that are other than temporary. Interest income, including amortization of any premium or discount, is classified as investment income in the consolidated statements of operations. In connection with the Company’s asset backed securitization transactions (as discussed in Note 6), we have retained and purchased certificates totaling approximately $79.0 million. These investments in debt securities are classified as held to maturity investments. As of June 30, 2024, we have not recognized any credit losses with respect to these investments in debt securities, and our retained certificates are scheduled to mature over the next five years. Cash and Restricted Cash 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): June 30, 2024 2023 December 31, 2023 Cash $ 43,913 $ 27,009 $ 27,917 Restricted cash 50,931 35,738 57,703 Total cash and restricted cash $ 94,844 $ 62,747 $ 85,620 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. In accordance with ASC 842, Leases , 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 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. For the three months ended June 30, 2024 and 2023, rental income includes $4.0 million and $3.3 million of variable lease payments, respectively. For the six months ended June 30, 2024 and 2023, rental income includes $7.8 million and $6.1 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 when the derecognition criteria under ASC 610-20 have been met, which is included in loss on sales and impairment of real estate 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 stockholders by the weighted average number of shares of the Company’s Common Stock outstanding, which excludes any unvested restricted stock units (“RSUs”) and profit interest units in the OP (“PI Units”) issued pursuant to the 2018 Long-Term Incentive Plan (the “2018 LTIP”) or the 2023 Long-Term Incentive Plan (the “2023 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, earned performance shares and PI Units and the conversion of OP Units and vested PI Units to Common Stock. During periods of net loss, the assumed vesting of RSUs and PI Units and the conversion of OP Units and vested PI Units to Common Stock is anti-dilutive and is not included in the calculation of diluted 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 Three Months Ended June 30, For the Six Months Ended June 30, 2024 2023 2024 2023 Numerator for loss per share: Net loss $ (38,633) $ (48,972) $ (82,704) $ (141,369) Adjustments: Dividends on and accretion to redemption value of Redeemable Series A Preferred stock 2,030 2,207 4,237 4,414 Net loss attributable to redeemable noncontrolling interests in the OP (5,796) (7,346) (12,407) (21,206) Net loss attributable to redeemable noncontrolling interests in consolidated VIEs (5,840) (4,794) (11,515) (8,007) Net loss attributable to noncontrolling interests in consolidated VIEs (921) (689) (1,814) (1,001) Net loss attributable to stockholders $ (28,106) $ (38,350) $ (61,205) $ (115,569) Denominator for earnings (loss) per share: Weighted average common shares outstanding - basic 25,235 24,779 25,167 24,636 Weighted average unvested RSUs, PI Units, Earned Performance Shares and OP Units (1) — — — — Weighted average common shares outstanding - diluted 25,235 24,779 25,167 24,636 Earnings (loss) per weighted average common share: Basic $ (1.11) $ (1.55) $ (2.43) $ (4.69) Diluted $ (1.11) $ (1.55) $ (2.43) $ (4.69) (1) For the three months ended June 30, 2024 and 2023, excludes approximately 5,322,555 shares and 4,566,000 shares, respectively, related to the assumed vesting of RSUs, earned performance shares and PI Units and the conversion of OP Units and vested PI Units to Common Stock, as the effect would have been anti-dilutive. For the six months ended June 30, 2024 and 2023, excludes approximately 5,374,706 shares and 4,576,000 shares, respectively, related to the assumed vesting of RSUs, earned performance shares and PI Units and the conversion of OP Units and vested PI Units to Common Stock, as the effect would have been anti-dilutive. 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 six months ended June 30, 2024, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future London Interbank Offered Rate (“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. After LIBOR cessation on June 30, 2023, the Company elected to utilize the practical expedients to not reassess previous accounting determinations and to not dedesignate hedge relationships due to a change in critical terms and the option to change the contractual terms of a hedging instrument while not dedesignating the hedging relationship. In November 2023, the FASB issued ASU 2023-07, Segment Reporting – Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which requires a public entity to disclose significant segment expenses and other segment items in interim and annual periods and expands the ASC 280 disclosure requirements for interim periods. The ASU also explicitly requires public entities with a single reportable segment to provide all segment disclosures under ASC 280, including the new disclosures under ASU 2023-07. The amendments are effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. Management is currently evaluating ASU 2023-07 to determine its impact on the Company's disclosures. In March 2024, the FASB issued ASU 2024-01, Compensation-Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards (“ASU 2024-01”), to clarify the scope application of profits interest and similar awards by adding illustrative guidance in ASC 718, Compensation-Stock Compensation ("ASC 718"). ASU 2024-01 clarifies how to determine whether profits interest and similar awards should be accounted for as a share-based payment arrangement (ASC 718) or as a cash bonus or profit-sharing arrangement (ASC 710, Compensation-General , or other guidance) and applies to all reporting entities that account for profits interest awards as compensation to employees or non-employees. In addition to adding the illustrative guidance, ASU 2024-01 modified the language in paragraph 718-10-15-3 to improve its clarity and operability without changing the guidance. ASU 2024-01 is effective for fiscal years beginning after December 15, 2024, including interim periods within those annual periods. Early adoption is permitted. The amendments should be applied either retrospectively to all prior periods presented in the financial statements, or prospectively to profits interests and similar awards granted or modified on or after the adoption date. The Company is currently assessing the impacts of adopting ASU 2024-01 on its consolidated financial statements and disclosures. |
Investments in Subsidiaries
Investments in Subsidiaries | 6 Months Ended |
Jun. 30, 2024 | |
Investments in and Advances to Affiliates [Abstract] | |
Investments in Subsidiaries | Investments in Subsidiaries As of June 30, 2024, the Company, through the OP and its SPE subsidiaries, owned the Portfolio, which consisted of 21,104 properties in the VineBrook reportable segment and 2,486 properties in the NexPoint Homes reportable segment, through 15 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 June 30, 2024, 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 5) 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 60 $ 5,832 100 % Yes $ 4,822 NREA VB II, LLC 162 16,571 100 % Yes 10,289 NREA VB III, LLC 1,298 122,255 100 % Yes 67,940 NREA VB IV, LLC 379 38,003 100 % Yes 23,178 NREA VB V, LLC 1,822 129,741 100 % Yes 103,442 NREA VB VI, LLC 261 26,227 100 % Yes 17,825 NREA VB VII, LLC 32 2,832 100 % Yes 2,854 True FM2017-1, LLC 185 18,188 100 % Yes 8,352 VB One, LLC 8,470 1,162,984 100 % No 762,837 VB Two, LLC 1,631 161,581 100 % No 106,673 VB Three, LLC 1,342 198,995 100 % No 97,567 VB Five, LLC 119 14,112 100 % Yes 5,072 VB Eight, LLC 112 17,026 100 % No — VineBrook Homes Borrower 1, LLC 2,769 402,198 100 % Yes 391,302 VineBrook Homes Borrower 2, LLC 2,462 361,015 100 % Yes 403,300 NexPoint Homes 2,486 735,096 80 % No 456,910 23,590 $ 3,412,656 $ 2,462,363 (2) (1) Assets held, directly or indirectly, by VB One, LLC, VB Two, LLC, VB Three, LLC, VB Eight, LLC and NexPoint Homes and its subsidiaries are not encumbered by a mortgage. Instead, the applicable lender has an equity pledge in certain assets of the respective SPEs and an equity pledge in the equity of the respective SPEs. (2) |
Real Estate Assets
Real Estate Assets | 6 Months Ended |
Jun. 30, 2024 | |
Real Estate [Abstract] | |
Real Estate Assets | Real Estate Assets As of June 30, 2024, the Company, through the OP and its SPE subsidiaries, owned 23,590 homes, including 21,104 homes in the VineBrook reportable segment and 2,486 homes in the NexPoint Homes reportable segment. As of December 31, 2023, the Company through the OP and its SPE subsidiaries, owned 24,412 homes, including 21,843 homes in the VineBrook reportable segment and 2,569 homes in the NexPoint Homes reportable segment. 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 Accumulated depreciation and amortization Real Estate Balances, December 31, 2023 $ 560,047 $ 2,872,755 $ 14 $ 54,615 $ 3,487,431 $ (275,534) Additions 45 29,871 (2) 2 1,655 31,573 (62,476) (3) Transfers to held for sale (9,205) (64,809) — 68,311 (5,703) 5,703 Reclasses — — — (29) (29) — Dispositions (1,674) (12,408) — (76,777) (90,859) 3,550 Impairment — (123) — (9,634) (9,757) — Real Estate Balances, June 30, 2024 $ 549,213 $ 2,825,286 $ 16 $ 38,141 $ 3,412,656 $ (328,757) (1) Includes capitalized interest, real estate taxes, insurance and other costs incurred during rehabilitation of the properties. (2) Includes capitalized interest of approximately $0.6 million and other capitalizable costs outlined in (1) above of approximately $0.3 million. (3) Accumulated depreciation and amortization activity excludes approximately $0.5 million of depreciation and amortization related to assets not classified as real estate investments. During the three months ended June 30, 2024 and 2023, the Company recognized depreciation expense of approximately $31.0 million and $32.0 million, respectively. During the six months ended June 30, 2024 and 2023, the Company recognized depreciation expense of approximately $62.7 million and $63.7 million, respectively. Real estate acquisitions and dispositions During the six months ended June 30, 2024, the Company, through the OP, acquired zero homes within the VineBrook reportable segment. During the six months ended June 30, 2024, the Company, through its consolidated investment in NexPoint Homes, acquired zero homes. During the six months ended June 30, 2024, the Company, through the OP, disposed of 739 homes within the VineBrook reportable segment. During the six months ended June 30, 2024, the Company, through its consolidated investment in NexPoint Homes, disposed of 83 homes. The Company strategically identified those homes for disposal and expects the disposal of these properties to be accretive to the Portfolio's results of operations and overall performance. On August 3, 2022, VB Five, LLC, an indirect subsidiary of the Company, entered into a purchase agreement under which the VB Five, LLC 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, VB Five, LLC entered into a purchase agreement under which VB Five, LLC 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 VB Seven, LLC 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 VB Seven, LLC forfeited its initial deposit of approximately $17.7 million. The total initial deposit forfeitures of $41.0 million from the Tusk Portfolio and the Siete Portfolio are included in loss on forfeited deposits on the consolidated statement of operations and comprehensive income (loss) for the six months ended June 30, 2023. 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. For the three and six months ended June 30, 2024, the Company recorded approximately $4.4 million and $8.7 million of impairment charges on real estate assets held for sale, respectively. As of June 30, 2024, there are 257 homes that are classified as held for sale. These held for sale properties have a carrying amount of approximately $38.1 million. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Debt | Debt As of June 30, 2024, the VineBrook Homes reportable segment had approximately $2.0 billion of debt outstanding, and the NexPoint Homes reportable segment had $560.5 million of debt outstanding. See the summary table below for further information on the Company's outstanding debt. Additionally, we have included a summary of any significant changes in debt agreements during the six months ended June 30, 2024 below. JPM Facility 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 bore interest at a variable rate equal to one-month LIBOR plus 2.75%. The JPM Facility is interest-only and was 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 the daily Secured Overnight Financing Rate (“SOFR”) plus 2.85%. 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. On March 15, 2023, the Company entered into Amendment No. 3 to the JPM Facility to give the Company credit for pledging an interest rate cap by reducing the interest reserve requirements under the JPM Facility based on the capped rate. On December 21, 2023, the Company drew an additional $21.4 million on the JPM Facility of which the draw proceeds, along with cash on hand, were used to pay off the Bridge Facility III (as defined below) in full. During the six months ended June 30, 2024, the Company drew an additional $2.8 million on the JPM Facility. During the six months ended June 30, 2024, the Company paid down approximately $243.6 million on the JPM Facility. As of June 30, 2024, the JPM Facility had $252.4 million in available capacity. The outstanding balance on the JPM Facility as of June 30, 2024, is approximately $97.6 million. The balance of the JPM Facility, net of unamortized deferred financing costs, is included in credit facilities on the consolidated balance sheets. Asset Backed Securitization I On December 6, 2023, the OP completed a securitization transaction, in connection with which VineBrook Homes Borrower 1, LLC, an indirect special purpose subsidiary of the OP (the “ABS I Borrower”) entered into a loan agreement (the “ABS I Loan Agreement”) with Bank of America, National Association, as lender (the “ABS I Lender”), providing for a 5-year, fixed-rate, interest-only loan with a total principal balance of $392.2 million (the “ABS I Loan”). Concurrent with the execution of the ABS I Loan Agreement, the ABS I Lender sold the ABS I Loan to VineBrook Homes Depositor A, LLC (the “Depositor”), an indirect subsidiary of the OP, which, in turn, transferred the ABS I Loan to a trust in exchange for (i) $178.4 million principal amount of Class A pass-through certificates (the “Class A Certificates”), (ii) $38.6 million principal amount of Class B pass-through certificates (the “Class B Certificates”), (iii) $30.8 million principal amount of Class C pass-through certificates (the “Class C Certificates”), (iv) $43.0 million principal amount of Class D pass-through certificates (the “Class D Certificates”), (v) $50.1 million principal amount of Class E pass-through certificates (the “Class E1 Certificates”), (vi) $12.2 million principal amount of Class E pass-through certificates (the “Class E2 Certificates,” and collectively with the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E1 Certificates, the “Regular Certificates”), and (vii) Class R pass-through certificates (the “Class R Certificates,” and together with the Regular Certificates, the “Certificates”). The Certificates represent beneficial ownership interests in the trust and its assets, including the ABS I Loan. The Depositor sold the Certificates, acquired by the Depositor in the manner described above, to placement agents who resold the Certificates to investors in a private offering. The Regular Certificates are exempt from registration under the Securities Act and are “exempted securities” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). To satisfy applicable risk retention rules, the OP completed a securitization transaction, VINE 2023-SFR1, providing for a 5-year, fixed-rate, interest-only loan of Class F certificates (“Class F Certificates”) with a total principal amount of $39.1 million. The Company evaluated the purchased Class F Certificates as a variable interest in the trust and concluded that the Class F certificates do not provide the Company with an ability to direct activities that could impact the trust’s economic performance. The Company does not consolidate the trust and the $39.1 million of purchased Class F certificates are reflected as asset-backed securitization certificates in the Company’s consolidated balance sheets. The Depositor used the proceeds from the sale of the Certificates to purchase the ABS I Loan from the ABS I Lender, as described above. The Regular Certificates were sold to investors at a discount and the OP retained the Class F Certificate (as described above), with the result that the proceeds, before closing costs, from the ABS I Loan to the ABS I Borrower were approximately $314.0 million. The net proceeds of $300.6 million were used to partially pay down the Warehouse Facility. The balance of the ABS I Loan, net of unamortized deferred financing costs and debt discount, is included in notes payable on the consolidated balance sheets. The ABS I Loan is collateralized by 2,769 SFR homes, and as of June 30, 2024, approximately 11.74% of the Portfolio served as collateral for outstanding borrowings under the ABS I Loan. The ABS I Loan, is segregated into six tranches, all of which accrue interest at 4.9235% and have a maturity date of December 8, 2028. Asset Backed Securitization II On February 29, 2024, the OP, via its indirect special purpose subsidiary, VineBrook Homes Borrower 2, LLC (the “ABS II Borrower”), completed an asset backed securitization (“ABS II”) and entered into a loan agreement (the “ABS II Loan Agreement”) with BofA Securities, Inc., as sole structuring agent, joint bookrunner and co-lead manager, Mizuho Securities USA LLC, as joint bookrunner and co-lead manager and Citizens JMP Securities, LLC, J.P. Morgan Securities LLC, Raymond James & Associates, Inc. ("Raymond James"), and Truist Securities, Inc., as co-managers (the “ABS II Loan”). Concurrent with the execution of the ABS II Loan Agreement, the lender sold the ABS II Loan to the Depositor, an indirect subsidiary of the OP, which, in turn, transferred the loan to a trust in exchange for (i) $176.9 million principal amount of Class A pass-through certificates (the “ABS II Class A Certificates”), (ii) $38.6 million principal amount of Class B pass-through certificates (the “ABS II Class B Certificates”), (iii) $30.6 million principal amount of Class C pass-through certificates (the “ABS II Class C Certificates”), (iv) $42.9 million principal amount of Class D pass-through certificates (the “ABS II Class D Certificates”), (v) $63.5 million principal amount of Class E pass-through certificates (the “ABS II Class E1 Certificates”), (vi) $11.2 million principal amount of Class E pass-through certificates (the “ABS II Class E2 Certificates,” and collectively with the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E1 Certificates, the “ABS II Regular Certificates”), and (vii) Class R pass-through certificates (the “ABS II Class R Certificates,” and together with the Regular Certificates, the “ABS II Certificates”). The Company also retained $19.5 million notional amount of the Class A, $10.5 million notional amount of the Class B, and $2.0 million notional amount of the Class C certificates. The ABS II Certificates represent beneficial ownership interests in the trust and its assets, including the ABS II Loan. The Depositor sold the ABS II Certificates, acquired by the Depositor in the manner described above, to placement agents who resold the Certificates to investors in a private offering. The ABS II Regular Certificates are exempt from registration under the Securities Act and are “exempted securities” under the Exchange Act. To satisfy applicable risk retention rules, the OP purchased and retained the Class F component, totaling $39.9 million. Additionally, the OP purchased and retained a portion of the Class A, Class B and Class C components, totaling $19.5 million, $10.5 million and $2.0 million, respectively. The Company evaluated the purchased Class A, Class B, Class C and Class F certificates as a variable interest in the trust and concluded that the Class A, Class B, Class C and Class F certificates do not provide the Company with an ability to direct activities that could impact the trust’s economic performance. The Company does not consolidate the trust and $71.9 million of the ABS II certificates are reflected as asset-backed securitization certificates on the Company’s consolidated balance sheets. For the Class A, Class B and Class C certificates, the Company elected the fair value option in accordance with ASC 825, Financial Instruments , and measures the change in fair value as change in unrealized gain/(loss) on asset-backed securitization certificates in the Company's consolidated statements of operations and comprehensive income (loss). The Depositor used the proceeds from the sale of the ABS II Certificates to purchase the ABS II Loan from the lender, as described above. The ABS II Regular Certificates were sold to investors at a discount and the OP retained the entire Class F certificate (as described above), with the result that the proceeds, before closing costs, from the ABS II Loan to the ABS II Borrower were approximately $331.8 million. A portion of the net proceeds from the ABS II were used to pay down $242.4 million on the JPM Facility and fund reserves per the credit agreement. The balance of the ABS II Loan, net of unamortized deferred financing costs and debt discount, is included in notes payable on the consolidated balance sheets. The ABS II Loan is collateralized by 2,462 SFR homes, and as of June 30, 2024, approximately 10.44% of the Portfolio served as collateral for outstanding borrowings under the ABS II Loan. The ABS II Loan, is segregated into seven tranches, Components A through F, providing for a 5-year, fixed-rate, interest-only loan with a total principal balance of $403.7 million. The weighted average interest rate of the regular certificates (Class A through E2) is 4.6495% and have a maturity date of March 9, 2029. The following table contains summary information regarding the ABS II Loan (excluding Tranche F, which the OP acquired and including the portions of Tranche A, B and C retained by the OP, as described above) as of June 30, 2024 (dollars in thousands): Tranche Principal Par Value Price Tranche Discount Net Proceeds Interest Rate Maturity Tranche A $ 176,912 $ 100.00 $ 94.73552 $ 8,287 $ 149,125 4.6495 % 3/9/2029 Tranche B 38,622 100.00 92.68290 2,058 26,064 4.6495 % 3/9/2029 Tranche C 30,648 100.00 91.87665 2,327 26,321 4.6495 % 3/9/2029 Tranche D 42,858 100.00 90.28899 4,162 38,696 4.6495 % 3/9/2029 Tranche E1 63,539 100.00 85.71807 9,075 54,464 4.6495 % 3/9/2029 Tranche E2 11,213 100.00 79.70586 2,276 8,938 4.6495 % 3/9/2029 Total ABS II Loan $ 363,792 $ 28,185 $ 303,608 4.6495 % Warehouse Facility On September 20, 2019, the OP (as guarantor) and VB One, LLC (as borrower) entered into a credit facility (the “Warehouse Facility”) with KeyBank. On July 31, 2023, the Company entered into a Consent and Sixth Amendment to the Warehouse Facility with KeyBank, as administrative agent, and the other lenders party thereto which, among other things, provides for (1) the revision of certain financial tests required under the Warehouse Facility and removal of others; (2) a waiver of certain covenant breaches identified by the administrative agent and the Company prior to the execution of the amendment; (3) consent for the sale of shares to directors, officers and other affiliates under the Series B Preferred Offering, as defined below, (4) consent for the Internalization, subject to certain conditions; (5) a modification of the applicable margins, including an increase upon extensions; (6) modifications and additions of certain covenants; (7) a modification of the twelve-month extension option to be two six-month extensions; (8) prepayments of outstanding amounts under the Warehouse Facility through the sale of assets and other capital raising events and in certain other situations until the amount outstanding, and the commitment under the Warehouse Facility is reduced to $850.0 million (the “Commitment Reduction”); (9) no obligations for further lending under the Warehouse Facility until certain conditions are satisfied, including achievement of the Commitment Reduction, and no further increase in the Warehouse Facility through the accordion feature of the Warehouse Facility; and (10) restrictions on the redemption by the Company and its subsidiaries of any preferred or common equity. During the six months ended June 30, 2024, the Company paid down approximately $61.6 million on the Warehouse Facility. The outstanding balance on the Warehouse Facility as of June 30, 2024 is approximately $762.8 million, which is below the required Commitment Reduction. PNC Loans In connection with the Internalization of the Manager, the Company, through the OP, assumed three PNC equipment loans (“PNC Loan I”, “PNC Loan II” and “PNC Loan III”), which bear interest at fixed rates of 3.59%, 3.70% and 3.69%, respectively. PNC Loan I, PNC Loan II and PNC Loan III matured on February 19, 2024 and will mature on December 29, 2024 and December 15, 2025, respectively, and require monthly principal and interest payments. The PNC Loan I was paid off in full in February 2024. The PNC Loan II and PNC Loan III were paid off in full in April 2024. The balances of these loans are included in notes payable on the consolidated balance sheet as of December 31, 2023. NexPoint Homes In addition to the debt agreements discussed above for the VineBrook reportable segment, as of June 30, 2024, the NexPoint Homes reportable segment had $560.5 million of debt outstanding included in notes payable on the consolidated balance sheets, which is comprised of the consolidated note with Metropolitan Life Insurance Company (the "NexPoint Homes MetLife Note 1"), the NexPoint Homes MetLife Note 2 (as defined below), NexPoint Homes KeyBank Facility (as defined below), the SFR OP Note Payable I (as defined below), the SFR OP Note Payable II (as defined below) and the SFR OP Convertible Notes (as defined in Note 10). See the summary table below for further information on the debt of the NexPoint Homes reportable segment. NexPoint Homes MetLife Note 2 On August 12, 2022, a subsidiary of SFR OP as borrower closed a $200.0 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 June 30, 2024, approximately $174.6 million has been drawn on the NexPoint Homes MetLife Note 2. NexPoint Homes KeyBank Facility On August 12, 2022, a subsidiary of SFR OP as borrower closed a $75.0 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 $10.0 million on the NexPoint Homes KeyBank Facility, bringing the total commitment to $85.0 million as of December 31, 2022. The NexPoint Homes KeyBank Facility initially matured 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. On March 28, 2024, the subsidiary entered into a Consent and Third Amendment to NexPoint Homes KeyBank Facility, which, among other things, provides for (1) the revision of certain financial tests required under the NexPoint Homes KeyBank Facility and removal of others; (2) a waiver of certain covenant breaches identified by the administrative agent and NexPoint Homes prior to the execution of the amendment; (3) a modification of the maturity date to be September 30, 2024, with one three month extension option, subject to conditions; and (4) a reduction in commitment under the NexPoint Homes KeyBank Facility to $60.5 million. As of June 30, 2024, approximately $45.0 million has been drawn on the NexPoint Homes KeyBank Facility. SFR OP Note Payable I On October 25, 2023, the SFR OP as borrower entered into a promissory note with NexPoint Diversified Real Estate Trust Operating Partnership, L.P. as lender (the “SFR OP Note Payable I”) for $0.5 million. The SFR OP Note Payable I bears interest at a fixed rate of 8.80% and had an original maturity date of April 25, 2024. On April 25, 2024, the SFR OP Note Payable I was amended to modify the maturity date to be April 25, 2025. SFR OP Note Payable II On March 31, 2024, the SFR OP as borrower entered into a promissory note with NexPoint Real Estate Finance, Inc. as lender (the “SFR OP Note Payable II”) for $0.5 million. The SFR OP Note Payable II matures on March 31, 2025 and bears interest at a fixed rate of 12.50%. Debt Covenant Compliance The debt compliance reporting cycles for the Company’s debt are generally not due until 60 days after calendar quarter ends. The Company will be submitting the June 30, 2024 compliance certificates to the lending parties on time before the 60-day window but has not submitted these certificates for all of its debt as of the filing date of this Form 10-Q. The lending parties generally do not provide positive assurance on or approval of the reporting but only notify the Company of any noncompliance. The Company is in compliance or has received waivers for the June 30, 2024 reporting cycle. The Company has not received any notifications of noncompliance from any lender as of the filing of this Form 10-Q. Weighted Average Interest The weighted average interest rate of the Company’s debt was 6.1210% as of June 30, 2024 and 6.6245% as of December 31, 2023. As of June 30, 2024 and December 31, 2023, the adjusted weighted average interest rate of the Company’s debt, including the effect of derivative financial instruments, was 4.2648% and 4.6860%, respectively. For purposes of calculating the adjusted weighted average interest rate of the Company’s debt as of June 30, 2024, including the effect of derivative financial instruments, the Company has included the weighted average fixed rate of 2.2219% on its combined $1.5 billion notional amount of interest rate swap and cap agreements, representing a weighted average fixed rate for daily SOFR and one-month term SOFR, which effectively fixes the interest rate on $1.5 billion of the Company’s floating rate indebtedness. The following table contains summary information of the Company’s debt as of June 30, 2024 and December 31, 2023 (dollars in thousands): Outstanding Principal as of Type June 30, 2024 December 31, 2023 Interest Rate (1) Maturity Initial Mortgage Floating $ 230,350 $ 234,644 7.00 % 12/1/2025 Warehouse Facility Floating 762,837 824,387 7.99 % 11/3/2024 (2) JPM Facility Floating 97,567 338,387 8.18 % 1/31/2025 (3) ABS I Loan Fixed 391,302 392,180 4.92 % 12/8/2028 ABS II Loan Fixed 403,300 — 4.65 % 3/9/2029 MetLife Note Fixed 106,673 110,157 3.25 % 1/31/2026 TrueLane Mortgage Fixed 8,352 9,323 5.35 % 2/1/2028 Crestcore II Note Fixed 2,600 2,670 5.12 % 7/9/2029 Crestcore IV Note Fixed 2,472 2,611 5.12 % 7/9/2029 PNC Loan I Fixed — 18 3.59 % 2/19/2024 PNC Loan II Fixed — 65 3.70 % 12/29/2024 PNC Loan III Fixed — 177 3.69 % 12/15/2025 Total VineBrook reportable segment debt $ 2,005,453 $ 1,914,619 NexPoint Homes MetLife Note 1 Fixed 237,324 238,428 3.76 % 3/3/2027 NexPoint Homes MetLife Note 2 Fixed 174,590 174,590 5.44 % 8/12/2027 NexPoint Homes KeyBank Facility Floating 44,996 60,500 8.04 % 9/30/2024 SFR OP Note Payable I Fixed 500 500 8.80 % 4/25/2025 SFR OP Note Payable II Fixed 500 — 12.50 % 3/31/2025 SFR OP Convertible Notes (4) Fixed 102,557 102,557 7.50 % 6/30/2027 Total debt 2,565,920 2,491,194 Debt premium, net (5) 270 305 Debt discount, net (6) (63,932) (39,115) Deferred financing costs, net of accumulated amortization of $26,146 and $22,796, respectively (18,062) (18,710) 2,484,196 2,433,674 (1) Represents the interest rate as of June 30, 2024. Except for fixed rate debt, the interest rate is 30-day average SOFR, daily SOFR or one-month term SOFR, plus an applicable margin. The 30-day average SOFR as of June 30, 2024 was 5.3364%, daily SOFR as of June 30, 2024 was 5.3300% and one-month term SOFR as of June 30, 2024 was 5.3372%. (2) This is the initial maturity for the Warehouse Facility prior to extension options being exercised. To extend the Warehouse Facility, the Company cannot be in default, must meet certain financial covenants and needs to pay a fee of 0.1% of the maximum revolving commitment at that time. The maturity date after extensions is November 3, 2025. (3) This is the initial maturity date for the JPM Facility. The JPM Facility has a 12-month extension option subject to approval from the lender. (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. (6) The Company reflected a discount on ABS I Loan and ABS II Loan, which is amortized into interest expense over the remaining term 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 June 30, 2024 are as follows (in thousands): Total 2024 $ 808,743 (1) 2025 328,358 (2) 2026 107,074 2027 514,893 2028 399,180 Thereafter 407,672 Total $ 2,565,920 (1) Includes the maturity of the Warehouse Facility. The Warehouse Facility has two 6-month extension options. To extend the Warehouse Facility, the Company cannot be in default, must meet certain financial covenants and needs to pay a fee of 0.1% of the maximum revolving commitment at that time. The maturity date after extensions would be in 2025. (2) Includes the maturity of the JPM Facility. The JPM Facility has a 12-month extension option subject to approval from the lender. Each reporting period, management evaluates the Company’s ability to continue as a going concern in accordance with ASC 205-40, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern , by evaluating conditions and events, including assessing the liquidity needs to meet obligations as they become due within one year after the date the financial statements are issued. The Company has significant debt obligations of approximately $900.4 million coming due within 12 months of the financial statement date, primarily related to the Warehouse Facility, JPM Facility and NexPoint Homes KeyBank Facility. As of the date of issuance, the Company does not have sufficient liquidity to satisfy these obligations. In order to satisfy obligations as they mature, management intends to evaluate its options and may seek to: (i) make partial loan pay downs, (ii) utilize extension options contractually available under existing debt instruments, (iii) refinance certain debt instruments, (iv) obtain additional capital through equity and/or debt financings, (v) sell homes from its portfolio and pay down debt balances with the net sale proceeds, (vi) modify operations, (vii) may negotiate a turnover of secured properties back to the related lender and (viii) employ some combination of (i) - (vii). Management believes these plans by the Company will be sufficient to satisfy the obligations as they become due. These financial statements have been prepared by management in accordance with GAAP and this basis assumes that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. These financial statements do not include any adjustments that may result from the outcome of this uncertainty. 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 three months ended June 30, 2024 and 2023, amortization of deferred financing costs of approximately $2.7 million and $2.5 million, respectively, and amortization of loan discounts of approximately $2.6 million and $0, respectively, are included in interest expense on the consolidated statements of operations and comprehensive income (loss). For the six months ended June 30, 2024 and 2023, amortization of deferred financing costs of approximately $5.2 million and $5.0 million, respectively, and amortization of loan discounts of approximately $5.2 million and $0, respectively, are included in interest expense on the consolidated statements of operations and comprehensive income (loss). |
Fair Value of Derivatives and F
Fair Value of Derivatives and Financial Instruments | 6 Months Ended |
Jun. 30, 2024 | |
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 In the normal course of business, our operations are exposed to market risks, including the effect of changes in interest rates. We may enter into derivative financial instruments to offset this underlying market risk. There have been no significant changes in our policy and strategy from what was disclosed in our 2023 Annual Report. As of June 30, 2024, 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 Daily SOFR (2) $ 100,000 1.6290 % 9/1/2019 12/21/2025 KeyBank Daily SOFR (2) 100,000 1.4180 % 9/1/2019 12/21/2025 KeyBank Daily SOFR (2) 50,000 1.4190 % 2/3/2020 2/1/2025 KeyBank Daily SOFR (2) 50,000 1.2790 % 3/2/2020 3/3/2025 KeyBank Daily SOFR (2) 20,000 0.9140 % 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 % 4/3/2023 11/1/2025 Mizuho Daily SOFR 250,000 3.5993 % $ 1,220,000 2.3994 % (3) (1) As of June 30, 2024, daily SOFR was 5.3300%. (2) These interest rate swaps previously referenced one-month LIBOR, which ceased publication on June 30, 2023. Beginning July 1, 2023, these interest rate swaps transitioned to daily SOFR plus 0.1145% for the floating rate. (3) Represents the weighted average fixed rate of the interest rate swaps which have a combined weighted average fixed rate of 2.3994%. As of June 30, 2024, the Company had the following outstanding derivatives that were not designated as hedges in qualifying hedging relationships (dollars in thousands): Derivative Notional Expiration Date Hedged Floating Rate Debt Index Index as of June 30, 2024 Strike Rate Interest Rate Cap $ 300,000 11/1/2025 Warehouse Facility One-Month Term SOFR 5.3372 % 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 June 30, 2024 and December 31, 2023 (in thousands): Asset Derivatives Liability Derivatives Balance Sheet Location June 30, 2024 December 31, 2023 June 30, 2024 December 31, 2023 Derivatives designated as hedging instruments: Interest rate swaps Interest rate derivatives, at fair value $ 31,864 $ 34,194 $ — $ — Derivatives not designated as hedging instruments: Interest rate caps Interest rate derivatives, at fair value 12,776 14,222 — — Total $ 44,640 $ 48,416 $ — $ — 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. For the six months ended June 30, 2024, $0.9 million of unrealized gain on interest rate hedges have been recorded directly as reduction to interest expense on the consolidated statements of operations and comprehensive income (loss). 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 three and six months ended June 30, 2024 and 2023 (in thousands): For the Three Months Ended, For the Six Months Ended, Location of gain/(loss) recognized on Statement of Operations and Comprehensive Income/(Loss) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Derivatives designated as hedging instruments: Interest rate swaps Unrealized gain/(loss) on interest rate hedges $ (6,005) $ 15,619 $ (3,232) $ 6,134 Derivatives not designated as hedging instruments: Interest rate caps Interest expense (1,134) 3,098 (5,233) (747) Total $ (7,139) $ 18,717 $ (8,465) $ 5,387 The Class A, Class B and Class C ABS II Certificates that the Company purchased and retained are recorded at fair value on the consolidated balance sheets. The Company has determined that these assets held as of June 30, 2024 are classified as Level 2 of the fair value hierarchy. The Class F Certificates that the Company purchased and retained as part of the ABS I transaction, are classified as held to maturity and are valued at amortized cost. As of June 30, 2024 and December 31, 2023, the carrying value of the ABS I Class F Certificate was $39.1 million and $39.1 million, respectively. The Class F Certificates that the Company purchased and retained as part of the ABS II transaction, are classified as held to maturity and are valued at amortized cost. As of June 30, 2024, the carrying value of the ABS II Class F Certificate was $39.9 million. The table below presents the carrying value (outstanding principal balance) and estimated fair value of our debt at June 30, 2024 and December 31, 2023 (in thousands): June 30, 2024 December 31, 2023 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Debt $ 2,565,920 $ 2,465,960 $ 2,491,194 $ 2,365,209 The following table sets forth a summary of the Company’s held for sale assets and real estate assets that underwent a casualty related impairment that were accounted for at fair value on a nonrecurring basis as of their respective measurement date (in thousands): Fair Value Hierarchy Level Description Fair Value Level 1 Level 2 Level 3 Assets held at June 30, 2024 Real estate assets - impaired at March 31, 2024 $ 14,702 $ — $ — $ 14,702 Real estate assets - impaired at June 30, 2024 $ 13,287 $ — $ — $ 13,287 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders ’ Equity The Company issued shares under the Company’s distribution reinvestment program (the “DRIP”) during the six months ended June 30, 2024. Common Stock 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 six months ended June 30, 2024 and 2023, the Company issued 217,635 and 221,698 shares of Common Stock, respectively, for equity contributions of $12.6 million and $12.5 million, respectively, under the DRIP. During the three months ended June 30, 2024 and 2023, the Company issued approximately 107,515 shares and 111,664 shares of Common Stock, respectively, for equity contributions of approximately $6.1 million and $6.6 million, respectively, under the DRIP. 2018 Long-Term Incentive Plan The Company adopted the 2018 LTIP whereby the Board, or a committee thereof, granted awards of RSUs or PI Units to certain employees of the Company and the Adviser, 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 of Common Stock 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 (the “2018 LTIP Share Reserve”), provided that the Board could act prior to each such January 1st to determine that there would be no increase for such year or that the increase would be less than the number of shares by which the 2018 LTIP Share Reserve would otherwise increase. In addition, the shares of Common Stock available under the 2018 LTIP could not exceed in the aggregate 10% of the number of OP Units and vested PI Units outstanding at the time of measurement. Grants could 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 occur ratably over a period of time as determined by the Board and could include the achievement of performance metrics, also as determined by the Board in its sole discretion. 2023 Long-Term Incentive Plan On July 11, 2023, the Company’s stockholders approved the 2023 LTIP to replace the 2018 LTIP and on July 20, 2023, the Company filed a registration statement on Form S-8 registering 1,000,000 shares of Common Stock which the Company may issue pursuant to the 2023 LTIP. Under the 2023 LTIP, the compensation committee of the Board may grant awards of option rights, stock appreciation rights, restricted stock, RSUs, performance shares, performance share units or cash incentive awards, or PI Units to directors and officers of the Company or other service providers of the Company and the OP, including employees of the Adviser. Under the terms of the 2023 LTIP, 1,000,000 shares of Common Stock were initially reserved, subject to automatic increase on January 1st of each year beginning with January 1, 2024 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 (the “Share Reserve”), 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. Vesting of grants made under the 2023 LTIP will occur over a period of time as determined by the compensation committee and may include the achievement of performance metrics, also as determined by the compensation committee in its sole discretion. RSU Grants Under the 2018 LTIP and 2023 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. On April 11, 2023, a total of 186,770 RSUs were granted to certain employees of the Adviser, officers of the Company, and independent Board members. On April 3, 2024, a total of 191,937 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 April 11, 2023, 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 certain employees of the Adviser and officers of the Company on April 3, 2024 vest 50% ratably over four years and 50% at the successful completion of an initial public offering or the listing of the Company's Common Stock on a national securities exchange. 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. Forfeitures are recognized as they occur. 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 Common Stock. As of June 30, 2024, the number of RSUs granted that are outstanding was as follows (dollars in thousands): Dates Number of RSUs Value (1) Outstanding December 31, 2023 569,732 $ 27,467 Granted 191,937 11,315 Vested (93,353) (2) (4,464) Forfeited — — Outstanding June 30, 2024 668,316 $ 34,318 (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 $58.95 for the April 3, 2024 grant, $63.04 for the April 11, 2023 grant, $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 of Common Stock issued resulting in 73,520 shares of Common Stock being issued 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, 2025 21,729 February 17, 2025 21,442 April 3, 2025 31,784 April 11, 2025 22,029 February 17, 2026 21,442 April 3, 2026 22,879 April 11, 2026 22,029 April 3, 2027 22,879 April 11, 2027 22,029 April 3, 2028 22,879 Upon successful completion of IPO* 437,195 668,316 * Upon successful completion of an initial public offering of the Company ("IPO"), an additional 437,195 RSUs will vest immediately. For the three months ended June 30, 2024 and 2023, the Company recognized approximately $1.5 million and $1.2 million, respectively, of non-cash compensation expense related to the RSUs, which is included in general and administrative expenses on the consolidated statements of operations and comprehensive income (loss). For the six months ended June 30, 2024 and 2023, the Company recognized approximately $2.9 million and $2.1 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). As of June 30, 2024, total unrecognized compensation expense on RSUs was approximately $13.0 million, and the expense is expected to be recognized over a weighted average vesting period of 1.4 years. Performance Share Grants under the 2023 LTIP In connection with the Internalization of the Manager and under the 2023 LTIP, on August 3, 2023, performance shares were granted to certain executives with a target of 63,452 performance shares. Vesting of the performance shares is based on the achievement of annual Portfolio growth, annual growth of rehabilitations of properties in the Portfolio, net operating income growth from 2023 to 2025 and core funds from operations per share growth from 2023 to 2025, the achievement of which may increase or decrease the number of shares which the grantee earns and therefore receives upon vesting. If the performance metrics are achieved, the performance shares based on the achievement of annual Portfolio growth and annual growth of rehabilitations of properties in the Portfolio vest 25% ratably over four years and the performance shares based on the achievement of net operating income growth over the next three years and core funds from operations per share growth over the next three years vest 50% ratably over two years. As of June 30, 2024, it was determined that 23,794 performance shares were earned by executives of the Manager based on annual Portfolio growth and annual growth of rehabilitations of properties in the Portfolio. Any unvested performance share granted to an employee is forfeited, except in limited circumstances, as determined by the compensation committee of the Board, when the recipient is no longer employed by the Company. Forfeitures are recognized as they occur. Beginning on the date of grant, performance shares accrue dividends that are payable in cash on the vesting date. Once vested, the performance shares convert on a one-for-one basis into Common Stock. As of June 30, 2024, the number of performance shares earned was as follows (dollars in thousands): Dates Number of performance shares Value (1) Outstanding December 31, 2023 23,794 $ 1,433 Earned — — Vested — — Forfeited — — Outstanding June 30, 2024 23,794 $ 1,433 (1) Value is based on the number of performance shares granted multiplied by the most recent NAV per share on the date the share is earned, which was $60.23 for the shares earned during the year ended December 31, 2023. The vesting schedule for the outstanding performance shares is as follows: Vest Date Performance shares Vesting January 1, 2025 5,949 January 1, 2026 5,948 January 1, 2027 5,949 January 1, 2028 5,948 23,794 Series B Preferred Stock On July 31, 2023, the Company issued 2,548,240 shares of 9.50% Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share (the “Series B Preferred Stock” and collectively with the 6.50% Series A Cumulative Redeemable Preferred Stock (the “Series A Preferred Stock”), the “Preferred Stock”), of the Company in a private offering for gross proceeds of approximately $63.7 million (the “Series B Preferred Offering”). Beginning on the day after the fourth anniversary of the original issuance date, the Series B Preferred Stock dividend rate will increase to 10.00% per annum; beginning on the day after the fifth anniversary of the original issuance date, the Series B Preferred Stock dividend rate will increase to 11.00% per annum; and beginning on the day after the sixth anniversary of the original issuance date and each anniversary thereafter, the Series B Preferred Stock dividend rate will increase an additional 2.00% per annum, with a maximum Series B Preferred Stock dividend rate of 17.00% per annum. The dividend rate will also increase upon the occurrence of certain default circumstances, as defined in the Articles Supplementary setting forth the terms of the Series B Preferred Stock. The Company has the option to redeem, in whole or in part, the Series B Preferred Stock at any time, from time to time, subject to certain redemption premiums if redeemed prior to the second anniversary of the original issuance date. The Company currently intends to exercise its option to redeem all of the outstanding Series B Preferred Stock on or prior to the fourth anniversary of the original issuance date. With respect to priority of payment of dividends, the Series B Preferred Stock ranks senior to all classes of Common Stock, and the Series B Preferred Stock and Series A Preferred Stock rank on parity with each other. Upon any voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Company, the Series B Preferred stockholders are entitled to be paid out, at a price equal to $25.00 per share plus any accrued and unpaid distributions (whether or not declared), after payment of the Company's debts and other liabilities. An aggregate of approximately $2.9 million in selling commissions and fees were paid in connection therewith. The Ohio State Life Insurance Company, an affiliate of the Adviser, purchased shares of Series B Preferred Stock in the Series B Preferred Offering. A majority of net proceeds were used to partially pay down the Warehouse Facility and Bridge Facility III and fund a $20.0 million reserve with KeyBank pursuant to the Consent and Sixth Amendment. |
Noncontrolling Interests
Noncontrolling Interests | 6 Months Ended |
Jun. 30, 2024 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interests | Noncontrolling Interests Redeemable Noncontrolling Interests in the OP The following table presents the capital contributions, distributions, and profits and losses allocated to PI Units and OP Units not held by the Company (the “noncontrolling interests”) in the OP (in thousands): Balances Redeemable noncontrolling interests in the OP, December 31, 2023 $ 251,503 Net loss attributable to redeemable noncontrolling interests in the OP (12,407) Contributions by redeemable noncontrolling interests in the OP 4,407 Distributions to redeemable noncontrolling interests in the OP (5,683) Redemptions by redeemable noncontrolling interests in the OP (457) Equity-based compensation 7,285 Other comprehensive loss attributable to redeemable noncontrolling interests in the OP (484) Adjustment to reflect redemption value of redeemable noncontrolling interests in the OP 25,837 Redeemable noncontrolling interests in the OP, June 30, 2024 $ 270,001 As of June 30, 2024, the Company held 20,353,127 Class A OP Units, NREO held 2,814,063 Class B OP Units, NRESF held 93,905 Class C OP Units, GAF REIT held 148,192 Class C OP Units and the VineBrook Contributors and other Company insiders held 1,633,805 Class C OP Units. As of June 30, 2024, the Company held all outstanding 6.50% Series A Cumulative Redeemable Preferred Units and 9.50% Series B Cumulative Redeemable Preferred Units of the OP. PI Unit Grants Under the 2018 LTIP In connection with the 2018 LTIP, PI Units have been issued to key personnel and senior management. 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; on August 10, 2022, a total of 27,849 PI Units were granted; and on February 22, 2023, a total of 79,304 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 PI Unit Grants Under the 2023 LTIP In connection with the Internalization of the Manager and under the 2023 LTIP, PI Units have been issued to executives of the Manager. On August 3, 2023, a total of 475,888 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 on August 3, 2023 vest 100% on February 28, 2026. Once vested and converted into Class C OP Units in accordance with the OP LPA, the PI Units will then be fully recognized as Class C OP Units, which are subject to a one year lock up period before they can be converted to Common Stock. Any unvested PI Unit granted to an employee is forfeited, except in limited circumstances, as determined by the compensation committee of the Board, when the recipient is no longer employed by the Company. Forfeitures are recognized as they occur. PI Units are valued at fair value on the date of grant, with compensation expense recorded in accordance with the applicable vesting schedule over the periods in which the restrictions lapse, that approximates a straight-line basis. We valued the PI Units at a per-unit value equivalent to the per-share offering price of our OP Units less a discount for lack of marketability and other discounts estimated by a third-party consultant. Beginning on the date of grant, PI Units accrue dividends that are payable in cash quarterly (if we declare and pay distributions to holders of our OP Units). As of June 30, 2024, 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, 2023 893,733 $ 47,438 Granted — — Vested (78,423) (3,295) Forfeited — — Outstanding June 30, 2024 815,310 $ 44,143 (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, $61.74 for the August 10, 2022 grant, $63.04 for the February 22, 2023 grant and $61.63 for the August 3, 2023 grant. The vesting schedule for the PI Units is as follows: Vest Date PI Units Vesting November 30, 2024 1,470 February 22, 2025 15,544 April 25, 2025 5,171 May 27, 2025 398 May 31, 2025 29,831 February 22, 2026 15,544 February 28, 2026 475,888 April 25, 2026 5,171 May 27, 2026 398 February 22, 2027 15,544 April 25, 2027 5,171 May 27, 2027 398 February 22, 2028 15,544 Upon successful completion of IPO or change in control* 229,238 815,310 *Upon successful completion of an IPO, or an earlier change in control with respect to awards held by certain key executives, an additional 229,238 PI Units will vest immediately instead of vesting ratably according to the schedule above on November 30, 2024. For the six months ended June 30, 2024 and 2023, the OP recognized approximately $7.3 million and $1.9 million, respectively, of non-cash compensation expense related to the PI Units, which is included in general and administrative expenses on the Company’s consolidated statements of operations and comprehensive income (loss). As of June 30, 2024, total unrecognized compensation expense on PI Units was approximately $24.4 million, and the expense is expected to be recognized over a weighted average vesting period of 1.7 years. The table below presents the consolidated Common Stock and OP Units outstanding held by the noncontrolling interests (“NCI”), as the OP Units held by the Company are eliminated in consolidation. Year End Common Stock Shares Outstanding OP Units Held by NCI Consolidated Common Stock Shares and NCI OP Units Outstanding March 31, 2024 25,132,484 4,559,801 29,692,285 June 30, 2024 25,252,565 4,689,964 29,942,529 Redeemable Noncontrolling Interests in Consolidated VIEs As of June 30, 2024, approximately 4,785,405 limited partnership units of SFR OP ("SFR OP Units") were held by affiliates of the Company. The following table presents the capital contributions, distributions, and profits and losses allocated to SFR OP Units not held by the Company (the “redeemable noncontrolling interests in consolidated VIEs”) (in thousands): Balances Redeemable noncontrolling interests in consolidated VIEs, December 31, 2023 $ 105,018 Net loss attributable to redeemable noncontrolling interests in consolidated VIEs (11,515) Contributions by redeemable noncontrolling interests in consolidated VIEs 2,679 Distributions to redeemable noncontrolling interests in consolidated VIEs (2,641) Adjustment to reflect redemption value of redeemable noncontrolling interests in consolidated VIEs 4,943 Redeemable noncontrolling interests in consolidated VIEs, June 30, 2024 $ 98,484 Noncontrolling Interests in Consolidated VIEs The following table presents the capital contributions, distributions, and profits and losses allocated to Class A common stock, par value $0.01 per share of NexPoint Homes (the "NexPoint Homes Class A Shares") and NexPoint Homes Class I common stock, par value $0.01 (the “NexPoint Homes Class I shares,” collectively with the NexPoint Homes Class A Shares, the “NexPoint Homes Shares”) not held by the Company (the “noncontrolling interests in consolidated VIEs”) (in thousands): Balances Noncontrolling interests in consolidated VIEs, December 31, 2023 $ 11,742 Net loss attributable to noncontrolling interests in consolidated VIEs (1,814) Contributions by noncontrolling interests in consolidated VIEs 362 Distributions to noncontrolling interests in consolidated VIEs (450) Redemptions by noncontrolling interests in consolidated VIEs (75) Noncontrolling interests in consolidated VIEs, June 30, 2024 $ 9,765 |
Redeemable Series A Preferred S
Redeemable Series A Preferred Stock | 6 Months Ended |
Jun. 30, 2024 | |
Dividends, Preferred Stock [Abstract] | |
Redeemable Series A Preferred Stock | Redeemable Series A Preferred Stock The Company has issued 5,000,000 shares of Series A Preferred Stock as of June 30, 2024. The Series A Preferred Stock has a redemption value of $25.00 per share and will be redeemed on October 7, 2027 unless a Listing Event is effectuated as defined in the Articles of Amendment and Restatement. With respect to priority of payment of dividends, the Series A Preferred Stock ranks senior to all classes of Common Stock, and the Series A Preferred Stock and Series B Preferred Stock rank on parity with each other. Upon any voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Company, the Series A Preferred stockholders are entitled to be paid out, at a price equal to $25.00 per share, plus an amount equal to any accrued and unpaid dividends (whether or not earned, authorized or declared), after payment of the Company's debts and other liabilities. The following table presents the redeemable Series A Preferred Stock (dollars in thousands): Series A Preferred Stock shares Balances Redeemable Series A Preferred stock, December 31, 2023 5,000,000 $ 122,225 Repurchase of Redeemable Series A Preferred stock (4,000) (61) Issuance costs related to Redeemable Series A Preferred stock — (25) Net income attributable to Redeemable Series A Preferred stockholders — 4,061 Dividends declared to Redeemable Series A Preferred stockholders — (4,061) Accretion to redemption value — 176 Redeemable Series A Preferred stock, June 30, 2024 4,996,000 $ 122,315 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2024 | |
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 (as calculated pursuant to the terms of the Advisory Agreement). 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, reporting to holders of Common Stock, 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 three months ended June 30, 2024 and 2023, the Company incurred advisory fees of approximately $4.3 million and $5.8 million, respectively, which is included in advisory fees on the consolidated statements of operations and comprehensive income (loss). For the six months ended June 30, 2024 and 2023, the Company incurred advisory fees of approximately $8.6 million and $10.6 million, respectively, which are included in advisory fees on the consolidated statements of operations and comprehensive income (loss). Management Fee Prior to the Internalization, the equity holders of the Manager were holders of noncontrolling interests in the OP and comprised a portion of the VineBrook Contributors. Through this noncontrolling ownership, the Manager was deemed to be a related party prior to the Internalization. Prior to the Internalization, pursuant to the Management Agreements, the OP paid 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 $45.0 million on an annualized basis; • 7.0% of the incremental collected rental revenue above $45.0 million but below and including $65.0 million on an annualized basis; • 6.0% of the incremental collected rental revenue above $65.0 million but below and including $85.0 million on an annualized basis; and • 5.0% of the incremental collected rental revenue above $85.0 million on an annualized basis. Under the Management Agreements and the Side Letter, the aggregate fees that the Manager could earn in any fiscal year were capped such that the Manager’s EBITDA (as defined in the Management Agreements) derived from these fees could 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 Common Stock 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 were 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 exceeded the Manager Cash Cap were rebated back to the OP. No Manager Cash Cap rebate was recorded for the six months ended June 30, 2024 and 2023. Prior to and following the Internalization, 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. On August 3, 2023, we completed the Internalization of our Manager following which the VineBrook Portfolio is internally managed, and our employees are responsible for the day-to-day management of the VineBrook Portfolio. See Note 13 and “Management’s Discussion and Analysis of Financial Condition and Results of Operations—The Internalization” for additional information on the Internalization. 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. Following the Internalization, property management fees are eliminated in consolidation of the Manager’s operations for the VineBrook reportable segment. Additionally, following the Internalization, acquisition fees and construction fees are no longer applicable for the VineBrook reportable segment. As of the date of the Internalization, approximately $2.1 million was due to the Manager, net of receivables due from the Manager, which was settled as an intercompany transaction following the consolidation of the Manager on August 3, 2023. 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, under the terms of Management Agreements and Side Letter, for the six months ended June 30, 2024 and 2023 (dollars in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, Location on Financial Statements 2024 (1) 2023 2024 (1) 2023 Fees Incurred Property management fees Statement of Operations $ — $ 3,737 $ — $ 9,144 Acquisition fees Balance Sheet — — — 4 Construction supervision fees Balance Sheet — 2,023 — 7,279 Reimbursements Payroll and benefits Balance Sheet and Statement of Operations — 9,973 — 20,431 Other reimbursements Balance Sheet and Statement of Operations — 877 — 1,390 Totals $ — $ 16,610 $ — $ 38,248 (1) Following the Internalization of the Manager on August 3, 2023, the Manager became a consolidated entity and as such activity following that date is excluded from the table above. Internalization of the Adviser The Company may acquire all of the outstanding equity interests of the Adviser (an “Adviser Internalization”) under certain provisions (a “Purchase Provision”) of the Advisory Agreement to effect an Adviser Internalization upon the payment of a certain fee (an “Adviser 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 Adviser Internalization Fee equal to three times the total of the prior 12 months’ advisory fee, payable only in capital stock of the Company. Internalization of the Manager On June 28, 2022, the OP notified the Manager that it elected to exercise its purchase provision of the Manager under the Side Letter. On August 3, 2023, the OP, VineBrook Management, LLC, VineBrook Development Corporation, VineBrook Homes Property Management Company, Inc., VineBrook Homes Realty Company, Inc., VineBrook Homes Services Company, Inc. and certain individuals set forth therein (each a “Contributor” and collectively, the “Contributors”) and Dana Sprong, solely in his capacity as the representative of the Contributors (the “Contributors Representative”) entered into a contribution agreement (the "Contribution Agreement") pursuant to which, among other things, the OP acquired all of the outstanding equity interests in the Manager (the “Internalization”). As a result of the Internalization, the Manager became a wholly owned subsidiary of the OP and the VineBrook Portfolio is now internally managed. See Note 13 and “Management’s Discussion and Analysis of Financial Condition and Results of Operations—The Internalization” for additional information on the Internalization. Series B Preferred Offering The Ohio State Life Insurance Company, an affiliate of the Company's Adviser, purchased shares of Series B Preferred Stock in the Series B Preferred Offering (See Note 7). Termination Fees Payable to the Adviser If the Advisory Agreement is terminated without cause by the Company or the SPE, as applicable, or is otherwise terminated under certain conditions, the Adviser, will be entitled to a termination fee (an “Adviser Termination Fee”) in the amount of three times the prior 12 months’ advisory fee, in the case of termination of the Advisory Agreement. In addition to termination by the Company without cause, the Adviser will be entitled to the Adviser 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. NexBank The Company and the OP maintain bank accounts with NexBank. NexBank charges no recurring maintenance fees on the accounts. As of June 30, 2024, in the VineBrook reportable segment, the Company and OP had approximately $0.6 million and less than $0.1 million, respectively, in cash at NexBank. As of June 30, 2024, in the NexPoint Homes reportable segment, NexPoint Homes and the SFR OP had approximately less than $0.1 million and $0.4 million, respectively, in cash at NexBank. A director of the Company, who controls the Adviser, which externally manages the Company, also (i) is the beneficiary of a trust that indirectly owns 100% of the limited partnership interests in the parent of Adviser and directly owns 100% of the general partnership interests in the parent of the Adviser and (ii) is a director of the holding company of NexBank, directly owns a minority of the common stock of NexBank, and is the beneficiary of a trust that directly owns a substantial portion of the common stock of 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 June 30, 2024, these affiliates had contributed approximately $118.8 million of equity to NexPoint Homes. Additionally, the Company has 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”). The holders of the SFR OP Convertible Notes may elect to convert all or part of the outstanding principal and accrued but unpaid interest into SFR OP Units, as calculated based on the current NAV at time of conversion. The SFR OP may prohibit conversion if certain conditions exist, including if the conversion would result in a negative impact to the REIT status of NexPoint Homes. As of June 30, 2024, the total principal outstanding on the SFR OP Convertible Notes was approximately $102.6 million (which exclude 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 six months ended June 30, 2024, the SFR OP recorded approximately $3.8 million of interest expense related to the SFR OP Convertible Notes. As of June 30, 2024, all interest expense related to the SFR OP Convertible Notes remained accrued within accrued interest payable on the consolidated balance sheets. 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 $0.9 million of amounts due from HomeSource for interest on the HomeSource Note and routine funding is included in accounts and other receivables on the consolidated balance sheet. 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 or equity capital for NexPoint Homes. For the three and six months ended June 30, 2024, NexPoint Homes incurred advisory fees of approximately $0.9 million and $1.8 million, respectively, in connection with the NexPoint Homes Advisory Agreement, which is included in advisory fees on the consolidated statements of operations and comprehensive income (loss). As of June 30, 2024, NexPoint Homes has $4.6 million of accrued advisory fees payable, which are included in accounts payable and other accrued liabilities on the consolidated balance sheets. The NexPoint Homes Portfolio is generally managed by HomeSource Operations, LLC, a Delaware limited liability company (the “NexPoint Homes Manager”), pursuant to the terms of a management agreement, dated June 8, 2022 (the “NexPoint Homes Management Agreement”), among the NexPoint Homes Manager and the SFR OP. The NexPoint Homes Manager is responsible for the day-to-day management of the NexPoint Homes Portfolio, paying operating expenses, managing maintenance issues, accounting for each property using GAAP, overseeing third-party property managers and other responsibilities customary for the management of SFR properties. The NexPoint Homes Manager is entitled to an acquisition fee, a construction fee, an asset management fee, and a property management fee. The acquisition fee is paid at closing of homes, the construction fee and asset management fee are paid monthly in arrears and the property management fee is paid in the month in which the fee is earned. Approximately $1.2 million and $2.4 million in fees were earned by the NexPoint Homes Manager in connection with the NexPoint Homes Management Agreement during the three and six months ended June 30, 2024, respectively. Related to the fees earned by the NexPoint Homes Manager, approximately $0.8 million and $2.2 million were expensed for the three and six months ended June 30, 2024, respectively, and less than $0.1 million and $0.2 million were capitalized to the property basis based on the nature of the fee for the three and six months ended June 30, 2024, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
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 June 30, 2024, 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. Whelan Advisory Capital Markets, LLC and Whelan Advisory, LLC (collectively, “Whelan”) entered into an agreement with HomeSource Operations, LLC (“HomeSource”) in which HomeSource agreed to compensate Whelan a percentage of capital invested, contributed, committed or otherwise made available to HomeSource (the “HomeSource Letter Agreement”). Whelan alleges that it is entitled to compensation as a result of the formation of NexPoint Homes. On October 12, 2022, NexPoint Real Estate Advisors, L.P. (“NREA”) received notice that Whelan had filed an arbitration proceeding against HomeSource and NREA before a FINRA arbitration panel. FINRA notified NREA that it was not subject to the arbitration provision contained in the HomeSource Letter Agreement, and NREA declined to voluntarily submit to the jurisdiction of the FINRA tribunal. On November 30, 2023, the tribunal issued an award in favor of Whelan and against HomeSource in the amount of approximately $16.0 million, inclusive of costs and interest. On January 10, 2024, Whelan initiated proceedings in the Southern District of New York to confirm the award in the form of a judgment against HomeSource. On September 8, 2023, Whelan commenced a separate lawsuit in Texas state court against NREA asserting a claim for tortious interference with the HomeSource Letter Agreement and seeking to recover the same fees awarded to Whelan against HomeSource in the arbitration. The Company is not a defendant in the Texas lawsuit, and neither it, nor the Adviser, nor NREA is party to the HomeSource Letter Agreement. Given the early stage of the lawsuit, the Company is unable to assess a likely outcome or potential liability at the time. Subsequent to June 30, 2024, the NexPoint Homes Manager notified the SFR OP that the NexPoint Homes Manager intends to cease business operations. The SFR OP plans to transition management of the NexPoint Homes Portfolio. 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. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Reportable Segments Following the formation of NexPoint Homes, the Company has two reportable segments. For the three and six months ended June 30, 2024 and 2023, 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 Three Months Ended June 30, 2024 2023 Revenues Expenses Net loss Revenues Expenses Net loss VineBrook $ 79,993 $ 106,126 $ (24,956) $ 76,403 $ 99,556 $ (37,816) NexPoint Homes 11,752 20,509 (13,677) 12,240 23,262 (11,156) Total Company $ 91,745 $ 126,635 $ (38,633) $ 88,643 $ 122,818 $ (48,972) For the Six Months Ended June 30, 2024 2023 Revenues Expenses Net loss Revenues Expenses Net loss VineBrook $ 158,282 $ 211,380 $ (55,745) $ 150,385 $ 201,279 $ (123,147) NexPoint Homes 23,748 44,696 (26,959) 24,363 42,526 (18,222) Total Company $ 182,030 $ 256,076 $ (82,704) $ 174,748 $ 243,805 $ (141,369) The following presents select balance sheet data for the reportable segments (in thousands): As of June 30, 2024 As of December 31, 2023 VineBrook NexPoint Homes Total Company VineBrook NexPoint Homes Total Company Assets Gross operating real estate investments $ 2,663,338 $ 711,177 $ 3,374,515 $ 2,671,621 $ 761,195 $ 3,432,816 Accumulated depreciation and amortization (277,568) (51,189) (328,757) (233,694) (41,840) (275,534) Net operating real estate investments 2,385,770 659,988 3,045,758 2,437,927 719,355 3,157,282 Real estate held for sale, net 14,222 23,919 38,141 54,615 — 54,615 Net real estate investments 2,399,992 683,907 3,083,899 2,492,542 719,355 3,211,897 Other assets 286,629 29,744 316,373 211,512 29,931 241,443 Total assets $ 2,686,621 $ 713,651 $ 3,400,272 $ 2,704,054 $ 749,286 $ 3,453,340 Liabilities Debt payable, net $ 1,925,499 $ 558,697 $ 2,484,196 $ 1,858,946 $ 574,728 $ 2,433,674 Other liabilities 107,572 36,957 144,529 115,330 29,377 144,707 Total liabilities $ 2,033,071 $ 595,654 $ 2,628,725 $ 1,974,276 $ 604,105 $ 2,578,381 |
Internalization of the Manager
Internalization of the Manager | 6 Months Ended |
Jun. 30, 2024 | |
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] | |
Internalization of the Manager | Internalization of the Manager On August 3, 2023, the OP, the Contributors and the Contributors Representative entered into the Contribution Agreement pursuant to which, among other things, the OP acquired all of the outstanding equity interests in the Manager. As a result of sending the notice (“Call Right Notice”) to the Manager notifying the Manager of its intention to exercise its right to purchase all of the equity interests of the Manager, the fee in connection with the Internalization (the "Internalization Fee") the Company paid to acquire the Manager was $21.9 million, prior to closing adjustments, which was fixed based on May 31, 2022 data. The Internalization Fee was paid in a combination of cash and OP Units. As a result of the Internalization, the Manager became a wholly owned subsidiary of the OP and the VineBrook Portfolio is now internally managed. The Internalization of the Manager was considered to be a business combination in accordance with FASB ASC 805, Business Combinations . The purchase price and related acquisition costs (“Internalization Consideration”) were allocated to the assets acquired and liabilities assumed based on the estimated fair value of the Internalization Consideration transferred at the date of acquisition. The excess of the Internalization Consideration over the fair value of the net assets acquired was allocated to goodwill. Certain assets acquired in connection with the Internalization of the Manager, including intangible assets and goodwill, were calculated using unobservable inputs classified within Level 3 of the fair value hierarchy. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as a part of the Internalization of the Manager as of the date of the acquisition (in thousands). The fair values of the assets acquired and liabilities assumed, which are presented in the table below, and the related acquisition accounting are based on management's estimates and assumptions, as well as information compiled by management. Our estimates and assumptions are subject to change during the measurement period, not to exceed one year from August 3, 2023. Cash $ 2,632 Restricted cash 98 Other assets 8,041 Intangible assets 3,500 Goodwill 20,522 Accounts payable and other liabilities (12,508) Fair value of acquired net assets $ 22,285 (1) (1) In addition to the Internalization Fee of $21.9 million, approximately $0.4 million of closing adjustments were included in the purchase price allocation. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2024 | |
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: Debt Paydowns Subsequent to June 30, 2024, the Company paid down approximately $3.5 million on the Warehouse Facility. Approximately $759.4 million remained outstanding on the Warehouse Facility as of July 31, 2024. Subsequent to June 30, 2024, NexPoint Homes paid down approximately $5.0 million on the NexPoint Homes KeyBank Facility. Approximately $40.0 million remained outstanding on the NexPoint Homes KeyBank Facility as of July 31, 2024. Common Dividends On July 23, 2024, the Company approved a Common Stock dividend of $0.5301 per share for shareholders of record as of July 23, 2024 that was paid as of July 25, 2024. Dispositions Subsequent to June 30, 2024, the Company disposed of 80 homes in the VineBrook reportable segment that were classified as held for sale as of June 30, 2024 for net proceeds of approximately $6.1 million. Homes Classified as Held For Sale Subsequent to June 30, 2024 Subsequent to June 30, 2024, the Company moved 59 homes in the VineBrook reportable segment to held for sale and as of July 31, 2024, 136 homes in total were classified as held for sale. Sale of ABS II Retained Certificates On July 11, 2024, the OP sold $10.5 million of the ABS II Class B certificates. On July 24, 2024, the OP sold $19.5 million of the ABS II Class A certificates. NAV Determination Effective on July 31, 2024, in accordance with the Valuation Methodology, the Company determined that its NAV per share calculated on a fully diluted basis was $57.57 as of June 30, 2024. Common Stock and OP Units issued under the respective DRIPs will be issued a 3.0% discount to the NAV per share in effect. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Basis of Accounting | Basis of Accounting and Use of Estimates Readers of this Form 10-Q should refer to the audited financial statements and notes to consolidated financial statements of the Company for the year ended December 31, 2023, which are included in our Annual Report, filed with the SEC on April 1, 2024, since we have omitted from this Quarterly Report certain footnote disclosures which would substantially duplicate those contained in such audited financial statements. You should also refer to Note 2, Summary of Significant Accounting Policies, in the notes to consolidated financial statements in our 2023 Annual Report for further discussion of our significant accounting policies and estimates. The accompanying unaudited consolidated financial statements are presented in accordance with GAAP and the rules and regulations of 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. In the opinion of management, all adjustments and eliminations necessary for the fair presentation of the Company’s financial position as of June 30, 2024 and December 31, 2023 and results of operations for the three and six months ended June 30, 2024 and 2023 have been included. The unaudited information included in these interim financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the years ended December 31, 2023 and 2022 included in our Annual Report. The results of operations for the interim periods presented are not necessarily indicative of the results that may be expected for the year ending December 31, 2024, or any other future period. |
Use of Estimates | Basis of Accounting and Use of Estimates Readers of this Form 10-Q should refer to the audited financial statements and notes to consolidated financial statements of the Company for the year ended December 31, 2023, which are included in our Annual Report, filed with the SEC on April 1, 2024, since we have omitted from this Quarterly Report certain footnote disclosures which would substantially duplicate those contained in such audited financial statements. You should also refer to Note 2, Summary of Significant Accounting Policies, in the notes to consolidated financial statements in our 2023 Annual Report for further discussion of our significant accounting policies and estimates. The accompanying unaudited consolidated financial statements are presented in accordance with GAAP and the rules and regulations of 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. In the opinion of management, all adjustments and eliminations necessary for the fair presentation of the Company’s financial position as of June 30, 2024 and December 31, 2023 and results of operations for the three and six months ended June 30, 2024 and 2023 have been included. The unaudited information included in these interim financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the years ended December 31, 2023 and 2022 included in our Annual Report. The results of operations for the interim periods presented are not necessarily indicative of the results that may be expected for the year ending December 31, 2024, or any other future period. |
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. Under the voting model, the Company consolidates an entity when it controls the entity through ownership of a majority voting interest. As of June 30, 2024, the Company determined it must consolidate the OP, its subsidiaries and the OP’s investment in NexPoint Homes Trust, Inc. (“NexPoint Homes”) 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 is a wholly owned subsidiary of the Company. The Company has control to direct the activities of NexPoint Homes because the OP owns approximately 80% 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 June 30, 2024. 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 NexPoint SFR Operating Partnership, L.P. ("SFR OP"), its operating partnership. 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. |
Reclassifications | Reclassifications During the period ended June 30, 2024, the Company combined certain amounts classified separately as corporate general and administrative expenses of $10.3 million, and property general and administrative expenses of $12.2 million, for the prior period as general and administrative expenses on the consolidated statements of operations and comprehensive income (loss) for the period ended June 30, 2024 to conform to our current presentation. |
Real Estate Investments | Real Estate Investments 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, changes in hold periods 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. For the three and six months ended June 30, 2024, the Company recorded approximately $4.4 million and $8.7 million of impairment charges on real estate assets, respectively, mostly related to assets that were held for sale, which are included in loss on sales and impairment of real estate, net on the consolidated statements of operations and comprehensive income (loss). For the three and six months ended June 30, 2023, the Company recorded approximately $14.2 million and $27.3 million of impairment charges on real estate assets, respectively, mostly related to assets that were held for sale, which are included in loss on sales and impairment of real estate, net on the consolidated statements of operations and comprehensive income (loss). No significant impairments on operating properties were recorded during the three and six months ended June 30, 2024 and 2023. |
Intangible Assets | Intangible Assets Intangible assets acquired related to the Internalization of the Manager are amortized on a straight-line basis over the estimated useful lives as described in the following table: Developed technology 5 years Goodwill Not depreciated Intangible assets subject to amortization are reviewed for impairment in accordance with ASC 360-10, wherein an impairment loss is recognized if the carrying amount of an intangible asset is not recoverable and its carrying amount exceeds its fair value. No impairment losses on intangible assets have been recognized for the three and six months ended June 30, 2024. |
Goodwill | Goodwill Goodwill has an indefinite life and therefore is not amortized under the provisions of ASC 350, Intangibles – Goodwill and Other . Goodwill is tested at least annually for impairment to ensure that the carrying amount of goodwill exceeds its implied fair value. We assess goodwill for impairment annually on October 1 st , or more frequently if there are indicators of impairment. We completed the annual impairment testing on October 1, 2023 and assessed no impairment of goodwill. No impairment losses on goodwill have been recognized for the three and six months ended June 30, 2024. The goodwill did not exist before August 3, 2023, as the goodwill resulted from the Internalization of the Manager that closed on August 3, 2023. Held to Maturity Investments Investments in debt securities that we have a positive intent and ability to hold to maturity are classified as held to maturity and are presented within asset-backed securitization certificates on our consolidated balance sheets. These investments are recorded at amortized cost. Investments are reviewed at each reporting period for declines in fair value below the amortized cost basis that are other than temporary. Interest income, including amortization of any premium or discount, is classified as investment income in the consolidated statements of operations. In connection with the Company’s asset backed securitization transactions (as discussed in Note 6), we have retained and purchased certificates totaling approximately $79.0 million. These investments in debt securities are classified as held to maturity investments. As of June 30, 2024, we have not recognized any credit losses with respect to these investments in debt securities, and our retained certificates are scheduled to mature over the next five years. |
Cash and restricted cash | Cash and Restricted Cash 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): June 30, 2024 2023 December 31, 2023 Cash $ 43,913 $ 27,009 $ 27,917 Restricted cash 50,931 35,738 57,703 Total cash and restricted cash $ 94,844 $ 62,747 $ 85,620 |
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. In accordance with ASC 842, Leases , 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 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. For the three months ended June 30, 2024 and 2023, rental income includes $4.0 million and $3.3 million of variable lease payments, respectively. For the six months ended June 30, 2024 and 2023, rental income includes $7.8 million and $6.1 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 when the derecognition criteria under ASC 610-20 have been met, which is included in loss on sales and impairment of real estate on the consolidated statements of operations and comprehensive income (loss). |
Earnings (Loss) Per Share | Earnings (Loss) Per Share Basic earnings (loss) per share is computed by dividing net income (loss) attributable to stockholders by the weighted average number of shares of the Company’s Common Stock outstanding, which excludes any unvested restricted stock units (“RSUs”) and profit interest units in the OP (“PI Units”) issued pursuant to the 2018 Long-Term Incentive Plan (the “2018 LTIP”) or the 2023 Long-Term Incentive Plan (the “2023 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, earned performance shares and PI Units and the conversion of OP Units and vested PI Units to Common Stock. During periods of net loss, the assumed vesting of RSUs and PI Units and the conversion of OP Units and vested PI Units to Common Stock is anti-dilutive and is not included in the calculation of diluted 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 Three Months Ended June 30, For the Six Months Ended June 30, 2024 2023 2024 2023 Numerator for loss per share: Net loss $ (38,633) $ (48,972) $ (82,704) $ (141,369) Adjustments: Dividends on and accretion to redemption value of Redeemable Series A Preferred stock 2,030 2,207 4,237 4,414 Net loss attributable to redeemable noncontrolling interests in the OP (5,796) (7,346) (12,407) (21,206) Net loss attributable to redeemable noncontrolling interests in consolidated VIEs (5,840) (4,794) (11,515) (8,007) Net loss attributable to noncontrolling interests in consolidated VIEs (921) (689) (1,814) (1,001) Net loss attributable to stockholders $ (28,106) $ (38,350) $ (61,205) $ (115,569) Denominator for earnings (loss) per share: Weighted average common shares outstanding - basic 25,235 24,779 25,167 24,636 Weighted average unvested RSUs, PI Units, Earned Performance Shares and OP Units (1) — — — — Weighted average common shares outstanding - diluted 25,235 24,779 25,167 24,636 Earnings (loss) per weighted average common share: Basic $ (1.11) $ (1.55) $ (2.43) $ (4.69) Diluted $ (1.11) $ (1.55) $ (2.43) $ (4.69) (1) For the three months ended June 30, 2024 and 2023, excludes approximately 5,322,555 shares and 4,566,000 shares, respectively, related to the assumed vesting of RSUs, earned performance shares and PI Units and the conversion of OP Units and vested PI Units to Common Stock, as the effect would have been anti-dilutive. For the six months ended June 30, 2024 and 2023, excludes approximately 5,374,706 shares and 4,576,000 shares, respectively, related to the assumed vesting of RSUs, earned performance shares and PI Units and the conversion of OP Units and vested PI Units to Common Stock, as the effect would have been anti-dilutive. |
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 six months ended June 30, 2024, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future London Interbank Offered Rate (“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. After LIBOR cessation on June 30, 2023, the Company elected to utilize the practical expedients to not reassess previous accounting determinations and to not dedesignate hedge relationships due to a change in critical terms and the option to change the contractual terms of a hedging instrument while not dedesignating the hedging relationship. In November 2023, the FASB issued ASU 2023-07, Segment Reporting – Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which requires a public entity to disclose significant segment expenses and other segment items in interim and annual periods and expands the ASC 280 disclosure requirements for interim periods. The ASU also explicitly requires public entities with a single reportable segment to provide all segment disclosures under ASC 280, including the new disclosures under ASU 2023-07. The amendments are effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. Management is currently evaluating ASU 2023-07 to determine its impact on the Company's disclosures. In March 2024, the FASB issued ASU 2024-01, Compensation-Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards (“ASU 2024-01”), to clarify the scope application of profits interest and similar awards by adding illustrative guidance in ASC 718, Compensation-Stock Compensation ("ASC 718"). ASU 2024-01 clarifies how to determine whether profits interest and similar awards should be accounted for as a share-based payment arrangement (ASC 718) or as a cash bonus or profit-sharing arrangement (ASC 710, Compensation-General , or other guidance) and applies to all reporting entities that account for profits interest awards as compensation to employees or non-employees. In addition to adding the illustrative guidance, ASU 2024-01 modified the language in paragraph 718-10-15-3 to improve its clarity and operability without changing the guidance. ASU 2024-01 is effective for fiscal years beginning after December 15, 2024, including interim periods within those annual periods. Early adoption is permitted. The amendments should be applied either retrospectively to all prior periods presented in the financial statements, or prospectively to profits interests and similar awards granted or modified on or after the adoption date. The Company is currently assessing the impacts of adopting ASU 2024-01 on its consolidated financial statements and disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class | Intangible assets acquired related to the Internalization of the Manager are amortized on a straight-line basis over the estimated useful lives as described in the following table: Developed technology 5 years Goodwill Not depreciated |
Schedule of Cash and Restricted Cash | 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): June 30, 2024 2023 December 31, 2023 Cash $ 43,913 $ 27,009 $ 27,917 Restricted cash 50,931 35,738 57,703 Total cash and restricted cash $ 94,844 $ 62,747 $ 85,620 |
Schedule of Computation of Basic and Diluted 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 Three Months Ended June 30, For the Six Months Ended June 30, 2024 2023 2024 2023 Numerator for loss per share: Net loss $ (38,633) $ (48,972) $ (82,704) $ (141,369) Adjustments: Dividends on and accretion to redemption value of Redeemable Series A Preferred stock 2,030 2,207 4,237 4,414 Net loss attributable to redeemable noncontrolling interests in the OP (5,796) (7,346) (12,407) (21,206) Net loss attributable to redeemable noncontrolling interests in consolidated VIEs (5,840) (4,794) (11,515) (8,007) Net loss attributable to noncontrolling interests in consolidated VIEs (921) (689) (1,814) (1,001) Net loss attributable to stockholders $ (28,106) $ (38,350) $ (61,205) $ (115,569) Denominator for earnings (loss) per share: Weighted average common shares outstanding - basic 25,235 24,779 25,167 24,636 Weighted average unvested RSUs, PI Units, Earned Performance Shares and OP Units (1) — — — — Weighted average common shares outstanding - diluted 25,235 24,779 25,167 24,636 Earnings (loss) per weighted average common share: Basic $ (1.11) $ (1.55) $ (2.43) $ (4.69) Diluted $ (1.11) $ (1.55) $ (2.43) $ (4.69) (1) For the three months ended June 30, 2024 and 2023, excludes approximately 5,322,555 shares and 4,566,000 shares, respectively, related to the assumed vesting of RSUs, earned performance shares and PI Units and the conversion of OP Units and vested PI Units to Common Stock, as the effect would have been anti-dilutive. For the six months ended June 30, 2024 and 2023, excludes approximately 5,374,706 shares and 4,576,000 shares, respectively, related to the assumed vesting of RSUs, earned performance shares and PI Units and the conversion of OP Units and vested PI Units to Common Stock, as the effect would have been anti-dilutive. |
Investments in Subsidiaries (Ta
Investments in Subsidiaries (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Investments in and Advances to Affiliates [Abstract] | |
Schedule of Subsidiaries | Loans from the Warehouse Facility (as defined in Note 5) 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 60 $ 5,832 100 % Yes $ 4,822 NREA VB II, LLC 162 16,571 100 % Yes 10,289 NREA VB III, LLC 1,298 122,255 100 % Yes 67,940 NREA VB IV, LLC 379 38,003 100 % Yes 23,178 NREA VB V, LLC 1,822 129,741 100 % Yes 103,442 NREA VB VI, LLC 261 26,227 100 % Yes 17,825 NREA VB VII, LLC 32 2,832 100 % Yes 2,854 True FM2017-1, LLC 185 18,188 100 % Yes 8,352 VB One, LLC 8,470 1,162,984 100 % No 762,837 VB Two, LLC 1,631 161,581 100 % No 106,673 VB Three, LLC 1,342 198,995 100 % No 97,567 VB Five, LLC 119 14,112 100 % Yes 5,072 VB Eight, LLC 112 17,026 100 % No — VineBrook Homes Borrower 1, LLC 2,769 402,198 100 % Yes 391,302 VineBrook Homes Borrower 2, LLC 2,462 361,015 100 % Yes 403,300 NexPoint Homes 2,486 735,096 80 % No 456,910 23,590 $ 3,412,656 $ 2,462,363 (2) (1) Assets held, directly or indirectly, by VB One, LLC, VB Two, LLC, VB Three, LLC, VB Eight, LLC and NexPoint Homes and its subsidiaries are not encumbered by a mortgage. Instead, the applicable lender has an equity pledge in certain assets of the respective SPEs and an equity pledge in the equity of the respective SPEs. (2) |
Real Estate Assets (Tables)
Real Estate Assets (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
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 Accumulated depreciation and amortization Real Estate Balances, December 31, 2023 $ 560,047 $ 2,872,755 $ 14 $ 54,615 $ 3,487,431 $ (275,534) Additions 45 29,871 (2) 2 1,655 31,573 (62,476) (3) Transfers to held for sale (9,205) (64,809) — 68,311 (5,703) 5,703 Reclasses — — — (29) (29) — Dispositions (1,674) (12,408) — (76,777) (90,859) 3,550 Impairment — (123) — (9,634) (9,757) — Real Estate Balances, June 30, 2024 $ 549,213 $ 2,825,286 $ 16 $ 38,141 $ 3,412,656 $ (328,757) (1) Includes capitalized interest, real estate taxes, insurance and other costs incurred during rehabilitation of the properties. (2) Includes capitalized interest of approximately $0.6 million and other capitalizable costs outlined in (1) above of approximately $0.3 million. (3) Accumulated depreciation and amortization activity excludes approximately $0.5 million of depreciation and amortization related to assets not classified as real estate investments. |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Information On Loan Agreement | The following table contains summary information regarding the ABS II Loan (excluding Tranche F, which the OP acquired and including the portions of Tranche A, B and C retained by the OP, as described above) as of June 30, 2024 (dollars in thousands): Tranche Principal Par Value Price Tranche Discount Net Proceeds Interest Rate Maturity Tranche A $ 176,912 $ 100.00 $ 94.73552 $ 8,287 $ 149,125 4.6495 % 3/9/2029 Tranche B 38,622 100.00 92.68290 2,058 26,064 4.6495 % 3/9/2029 Tranche C 30,648 100.00 91.87665 2,327 26,321 4.6495 % 3/9/2029 Tranche D 42,858 100.00 90.28899 4,162 38,696 4.6495 % 3/9/2029 Tranche E1 63,539 100.00 85.71807 9,075 54,464 4.6495 % 3/9/2029 Tranche E2 11,213 100.00 79.70586 2,276 8,938 4.6495 % 3/9/2029 Total ABS II Loan $ 363,792 $ 28,185 $ 303,608 4.6495 % |
Schedule of Debt | The following table contains summary information of the Company’s debt as of June 30, 2024 and December 31, 2023 (dollars in thousands): Outstanding Principal as of Type June 30, 2024 December 31, 2023 Interest Rate (1) Maturity Initial Mortgage Floating $ 230,350 $ 234,644 7.00 % 12/1/2025 Warehouse Facility Floating 762,837 824,387 7.99 % 11/3/2024 (2) JPM Facility Floating 97,567 338,387 8.18 % 1/31/2025 (3) ABS I Loan Fixed 391,302 392,180 4.92 % 12/8/2028 ABS II Loan Fixed 403,300 — 4.65 % 3/9/2029 MetLife Note Fixed 106,673 110,157 3.25 % 1/31/2026 TrueLane Mortgage Fixed 8,352 9,323 5.35 % 2/1/2028 Crestcore II Note Fixed 2,600 2,670 5.12 % 7/9/2029 Crestcore IV Note Fixed 2,472 2,611 5.12 % 7/9/2029 PNC Loan I Fixed — 18 3.59 % 2/19/2024 PNC Loan II Fixed — 65 3.70 % 12/29/2024 PNC Loan III Fixed — 177 3.69 % 12/15/2025 Total VineBrook reportable segment debt $ 2,005,453 $ 1,914,619 NexPoint Homes MetLife Note 1 Fixed 237,324 238,428 3.76 % 3/3/2027 NexPoint Homes MetLife Note 2 Fixed 174,590 174,590 5.44 % 8/12/2027 NexPoint Homes KeyBank Facility Floating 44,996 60,500 8.04 % 9/30/2024 SFR OP Note Payable I Fixed 500 500 8.80 % 4/25/2025 SFR OP Note Payable II Fixed 500 — 12.50 % 3/31/2025 SFR OP Convertible Notes (4) Fixed 102,557 102,557 7.50 % 6/30/2027 Total debt 2,565,920 2,491,194 Debt premium, net (5) 270 305 Debt discount, net (6) (63,932) (39,115) Deferred financing costs, net of accumulated amortization of $26,146 and $22,796, respectively (18,062) (18,710) 2,484,196 2,433,674 (1) Represents the interest rate as of June 30, 2024. Except for fixed rate debt, the interest rate is 30-day average SOFR, daily SOFR or one-month term SOFR, plus an applicable margin. The 30-day average SOFR as of June 30, 2024 was 5.3364%, daily SOFR as of June 30, 2024 was 5.3300% and one-month term SOFR as of June 30, 2024 was 5.3372%. (2) This is the initial maturity for the Warehouse Facility prior to extension options being exercised. To extend the Warehouse Facility, the Company cannot be in default, must meet certain financial covenants and needs to pay a fee of 0.1% of the maximum revolving commitment at that time. The maturity date after extensions is November 3, 2025. (3) This is the initial maturity date for the JPM Facility. The JPM Facility has a 12-month extension option subject to approval from the lender. (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. (6) The Company reflected a discount on ABS I Loan and ABS II Loan, which is amortized into interest expense over the remaining term of the debt. |
Schedule of Aggregate Scheduled Maturities | The aggregate scheduled maturities, including amortizing principal payments, of total debt for the next five calendar years subsequent to June 30, 2024 are as follows (in thousands): Total 2024 $ 808,743 (1) 2025 328,358 (2) 2026 107,074 2027 514,893 2028 399,180 Thereafter 407,672 Total $ 2,565,920 (1) Includes the maturity of the Warehouse Facility. The Warehouse Facility has two 6-month extension options. To extend the Warehouse Facility, the Company cannot be in default, must meet certain financial covenants and needs to pay a fee of 0.1% of the maximum revolving commitment at that time. The maturity date after extensions would be in 2025. (2) Includes the maturity of the JPM Facility. The JPM Facility has a 12-month extension option subject to approval from the lender. |
Fair Value of Derivatives and_2
Fair Value of Derivatives and Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Outstanding Interest Rate Swaps Designated as Cash Flow Hedges | As of June 30, 2024, 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 Daily SOFR (2) $ 100,000 1.6290 % 9/1/2019 12/21/2025 KeyBank Daily SOFR (2) 100,000 1.4180 % 9/1/2019 12/21/2025 KeyBank Daily SOFR (2) 50,000 1.4190 % 2/3/2020 2/1/2025 KeyBank Daily SOFR (2) 50,000 1.2790 % 3/2/2020 3/3/2025 KeyBank Daily SOFR (2) 20,000 0.9140 % 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 % 4/3/2023 11/1/2025 Mizuho Daily SOFR 250,000 3.5993 % $ 1,220,000 2.3994 % (3) (1) As of June 30, 2024, daily SOFR was 5.3300%. (2) These interest rate swaps previously referenced one-month LIBOR, which ceased publication on June 30, 2023. Beginning July 1, 2023, these interest rate swaps transitioned to daily SOFR plus 0.1145% for the floating rate. (3) Represents the weighted average fixed rate of the interest rate swaps which have a combined weighted average fixed rate of 2.3994%. |
Schedule of Derivatives Not Designated as Hedging Instruments | As of June 30, 2024, the Company had the following outstanding derivatives that were not designated as hedges in qualifying hedging relationships (dollars in thousands): Derivative Notional Expiration Date Hedged Floating Rate Debt Index Index as of June 30, 2024 Strike Rate Interest Rate Cap $ 300,000 11/1/2025 Warehouse Facility One-Month Term SOFR 5.3372 % 1.50 % |
Schedule of 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 June 30, 2024 and December 31, 2023 (in thousands): Asset Derivatives Liability Derivatives Balance Sheet Location June 30, 2024 December 31, 2023 June 30, 2024 December 31, 2023 Derivatives designated as hedging instruments: Interest rate swaps Interest rate derivatives, at fair value $ 31,864 $ 34,194 $ — $ — Derivatives not designated as hedging instruments: Interest rate caps Interest rate derivatives, at fair value 12,776 14,222 — — Total $ 44,640 $ 48,416 $ — $ — 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. For the six months ended June 30, 2024, $0.9 million of unrealized gain on interest rate hedges have been recorded directly as reduction to interest expense on the consolidated statements of operations and comprehensive income (loss). 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 three and six months ended June 30, 2024 and 2023 (in thousands): For the Three Months Ended, For the Six Months Ended, Location of gain/(loss) recognized on Statement of Operations and Comprehensive Income/(Loss) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Derivatives designated as hedging instruments: Interest rate swaps Unrealized gain/(loss) on interest rate hedges $ (6,005) $ 15,619 $ (3,232) $ 6,134 Derivatives not designated as hedging instruments: Interest rate caps Interest expense (1,134) 3,098 (5,233) (747) Total $ (7,139) $ 18,717 $ (8,465) $ 5,387 |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The table below presents the carrying value (outstanding principal balance) and estimated fair value of our debt at June 30, 2024 and December 31, 2023 (in thousands): June 30, 2024 December 31, 2023 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Debt $ 2,565,920 $ 2,465,960 $ 2,491,194 $ 2,365,209 |
Schedule of Disclosure of Long-Lived Assets Held-for-sale | The following table sets forth a summary of the Company’s held for sale assets and real estate assets that underwent a casualty related impairment that were accounted for at fair value on a nonrecurring basis as of their respective measurement date (in thousands): Fair Value Hierarchy Level Description Fair Value Level 1 Level 2 Level 3 Assets held at June 30, 2024 Real estate assets - impaired at March 31, 2024 $ 14,702 $ — $ — $ 14,702 Real estate assets - impaired at June 30, 2024 $ 13,287 $ — $ — $ 13,287 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
Schedule of Number of RSUs Outstanding | As of June 30, 2024, the number of RSUs granted that are outstanding was as follows (dollars in thousands): Dates Number of RSUs Value (1) Outstanding December 31, 2023 569,732 $ 27,467 Granted 191,937 11,315 Vested (93,353) (2) (4,464) Forfeited — — Outstanding June 30, 2024 668,316 $ 34,318 (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 $58.95 for the April 3, 2024 grant, $63.04 for the April 11, 2023 grant, $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 of Common Stock issued resulting in 73,520 shares of Common Stock being issued as shown on the consolidated statements of stockholders' equity. |
Schedule of Outstanding RSUs | The vesting schedule for the outstanding RSUs is as follows: Vest Date RSUs Vesting February 15, 2025 21,729 February 17, 2025 21,442 April 3, 2025 31,784 April 11, 2025 22,029 February 17, 2026 21,442 April 3, 2026 22,879 April 11, 2026 22,029 April 3, 2027 22,879 April 11, 2027 22,029 April 3, 2028 22,879 Upon successful completion of IPO* 437,195 668,316 * Upon successful completion of an initial public offering of the Company ("IPO"), an additional 437,195 RSUs will vest immediately. |
Schedule of Nonvested Performance-Based Units Activity | As of June 30, 2024, the number of performance shares earned was as follows (dollars in thousands): Dates Number of performance shares Value (1) Outstanding December 31, 2023 23,794 $ 1,433 Earned — — Vested — — Forfeited — — Outstanding June 30, 2024 23,794 $ 1,433 (1) Value is based on the number of performance shares granted multiplied by the most recent NAV per share on the date the share is earned, which was $60.23 for the shares earned during the year ended December 31, 2023. |
Schedule of Outstanding Performance Shares | The vesting schedule for the outstanding performance shares is as follows: Vest Date Performance shares Vesting January 1, 2025 5,949 January 1, 2026 5,948 January 1, 2027 5,949 January 1, 2028 5,948 23,794 |
Noncontrolling Interests (Table
Noncontrolling Interests (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Noncontrolling Interest [Abstract] | |
Schedule of Redeemable Noncontrolling Interests | The following table presents the capital contributions, distributions, and profits and losses allocated to PI Units and OP Units not held by the Company (the “noncontrolling interests”) in the OP (in thousands): Balances Redeemable noncontrolling interests in the OP, December 31, 2023 $ 251,503 Net loss attributable to redeemable noncontrolling interests in the OP (12,407) Contributions by redeemable noncontrolling interests in the OP 4,407 Distributions to redeemable noncontrolling interests in the OP (5,683) Redemptions by redeemable noncontrolling interests in the OP (457) Equity-based compensation 7,285 Other comprehensive loss attributable to redeemable noncontrolling interests in the OP (484) Adjustment to reflect redemption value of redeemable noncontrolling interests in the OP 25,837 Redeemable noncontrolling interests in the OP, June 30, 2024 $ 270,001 Balances Redeemable noncontrolling interests in consolidated VIEs, December 31, 2023 $ 105,018 Net loss attributable to redeemable noncontrolling interests in consolidated VIEs (11,515) Contributions by redeemable noncontrolling interests in consolidated VIEs 2,679 Distributions to redeemable noncontrolling interests in consolidated VIEs (2,641) Adjustment to reflect redemption value of redeemable noncontrolling interests in consolidated VIEs 4,943 Redeemable noncontrolling interests in consolidated VIEs, June 30, 2024 $ 98,484 |
Schedule of Share-based Payment Arrangement, Activity | As of June 30, 2024, 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, 2023 893,733 $ 47,438 Granted — — Vested (78,423) (3,295) Forfeited — — Outstanding June 30, 2024 815,310 $ 44,143 (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, $61.74 for the August 10, 2022 grant, $63.04 for the February 22, 2023 grant and $61.63 for the August 3, 2023 grant. |
Schedule of Vesting Schedule for the PI Units | The vesting schedule for the PI Units is as follows: Vest Date PI Units Vesting November 30, 2024 1,470 February 22, 2025 15,544 April 25, 2025 5,171 May 27, 2025 398 May 31, 2025 29,831 February 22, 2026 15,544 February 28, 2026 475,888 April 25, 2026 5,171 May 27, 2026 398 February 22, 2027 15,544 April 25, 2027 5,171 May 27, 2027 398 February 22, 2028 15,544 Upon successful completion of IPO or change in control* 229,238 815,310 *Upon successful completion of an IPO, or an earlier change in control with respect to awards held by certain key executives, an additional 229,238 PI Units will vest immediately instead of vesting ratably according to the schedule above on November 30, 2024. |
Schedule of Consolidated Common Stock and OP Units Outstanding | The table below presents the consolidated Common Stock and OP Units outstanding held by the noncontrolling interests (“NCI”), as the OP Units held by the Company are eliminated in consolidation. Year End Common Stock Shares Outstanding OP Units Held by NCI Consolidated Common Stock Shares and NCI OP Units Outstanding March 31, 2024 25,132,484 4,559,801 29,692,285 June 30, 2024 25,252,565 4,689,964 29,942,529 |
Schedule of Noncontrolling Interest | The following table presents the capital contributions, distributions, and profits and losses allocated to Class A common stock, par value $0.01 per share of NexPoint Homes (the "NexPoint Homes Class A Shares") and NexPoint Homes Class I common stock, par value $0.01 (the “NexPoint Homes Class I shares,” collectively with the NexPoint Homes Class A Shares, the “NexPoint Homes Shares”) not held by the Company (the “noncontrolling interests in consolidated VIEs”) (in thousands): Balances Noncontrolling interests in consolidated VIEs, December 31, 2023 $ 11,742 Net loss attributable to noncontrolling interests in consolidated VIEs (1,814) Contributions by noncontrolling interests in consolidated VIEs 362 Distributions to noncontrolling interests in consolidated VIEs (450) Redemptions by noncontrolling interests in consolidated VIEs (75) Noncontrolling interests in consolidated VIEs, June 30, 2024 $ 9,765 |
Redeemable Series A Preferred_2
Redeemable Series A Preferred Stock (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Dividends, Preferred Stock [Abstract] | |
Schedule of Redeemable Series A Preferred Stock | The following table presents the redeemable Series A Preferred Stock (dollars in thousands): Series A Preferred Stock shares Balances Redeemable Series A Preferred stock, December 31, 2023 5,000,000 $ 122,225 Repurchase of Redeemable Series A Preferred stock (4,000) (61) Issuance costs related to Redeemable Series A Preferred stock — (25) Net income attributable to Redeemable Series A Preferred stockholders — 4,061 Dividends declared to Redeemable Series A Preferred stockholders — (4,061) Accretion to redemption value — 176 Redeemable Series A Preferred stock, June 30, 2024 4,996,000 $ 122,315 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
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, under the terms of Management Agreements and Side Letter, for the six months ended June 30, 2024 and 2023 (dollars in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, Location on Financial Statements 2024 (1) 2023 2024 (1) 2023 Fees Incurred Property management fees Statement of Operations $ — $ 3,737 $ — $ 9,144 Acquisition fees Balance Sheet — — — 4 Construction supervision fees Balance Sheet — 2,023 — 7,279 Reimbursements Payroll and benefits Balance Sheet and Statement of Operations — 9,973 — 20,431 Other reimbursements Balance Sheet and Statement of Operations — 877 — 1,390 Totals $ — $ 16,610 $ — $ 38,248 (1) Following the Internalization of the Manager on August 3, 2023, the Manager became a consolidated entity and as such activity following that date is excluded from the table above. |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following presents select operational results for the reportable segments (in thousands): For the Three Months Ended June 30, 2024 2023 Revenues Expenses Net loss Revenues Expenses Net loss VineBrook $ 79,993 $ 106,126 $ (24,956) $ 76,403 $ 99,556 $ (37,816) NexPoint Homes 11,752 20,509 (13,677) 12,240 23,262 (11,156) Total Company $ 91,745 $ 126,635 $ (38,633) $ 88,643 $ 122,818 $ (48,972) For the Six Months Ended June 30, 2024 2023 Revenues Expenses Net loss Revenues Expenses Net loss VineBrook $ 158,282 $ 211,380 $ (55,745) $ 150,385 $ 201,279 $ (123,147) NexPoint Homes 23,748 44,696 (26,959) 24,363 42,526 (18,222) Total Company $ 182,030 $ 256,076 $ (82,704) $ 174,748 $ 243,805 $ (141,369) The following presents select balance sheet data for the reportable segments (in thousands): As of June 30, 2024 As of December 31, 2023 VineBrook NexPoint Homes Total Company VineBrook NexPoint Homes Total Company Assets Gross operating real estate investments $ 2,663,338 $ 711,177 $ 3,374,515 $ 2,671,621 $ 761,195 $ 3,432,816 Accumulated depreciation and amortization (277,568) (51,189) (328,757) (233,694) (41,840) (275,534) Net operating real estate investments 2,385,770 659,988 3,045,758 2,437,927 719,355 3,157,282 Real estate held for sale, net 14,222 23,919 38,141 54,615 — 54,615 Net real estate investments 2,399,992 683,907 3,083,899 2,492,542 719,355 3,211,897 Other assets 286,629 29,744 316,373 211,512 29,931 241,443 Total assets $ 2,686,621 $ 713,651 $ 3,400,272 $ 2,704,054 $ 749,286 $ 3,453,340 Liabilities Debt payable, net $ 1,925,499 $ 558,697 $ 2,484,196 $ 1,858,946 $ 574,728 $ 2,433,674 Other liabilities 107,572 36,957 144,529 115,330 29,377 144,707 Total liabilities $ 2,033,071 $ 595,654 $ 2,628,725 $ 1,974,276 $ 604,105 $ 2,578,381 |
Internalization of the Manager
Internalization of the Manager (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as a part of the Internalization of the Manager as of the date of the acquisition (in thousands). The fair values of the assets acquired and liabilities assumed, which are presented in the table below, and the related acquisition accounting are based on management's estimates and assumptions, as well as information compiled by management. Our estimates and assumptions are subject to change during the measurement period, not to exceed one year from August 3, 2023. Cash $ 2,632 Restricted cash 98 Other assets 8,041 Intangible assets 3,500 Goodwill 20,522 Accounts payable and other liabilities (12,508) Fair value of acquired net assets $ 22,285 (1) (1) In addition to the Internalization Fee of $21.9 million, approximately $0.4 million of closing adjustments were included in the purchase price allocation. |
Organization and Description _2
Organization and Description of Business (Narrative 1) (Details) $ / shares in Units, $ in Thousands | 6 Months Ended | ||||
May 01, 2019 USD ($) | Nov. 01, 2018 USD ($) property $ / shares shares | Jun. 30, 2024 USD ($) $ / shares shares | Jun. 30, 2023 USD ($) | Dec. 31, 2023 $ / shares | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Common stock, par value per share (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | |||
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 | ||||
Internalization 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) | 20,353,127 | ||||
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 | $ 0 | $ 0 | ||
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) | 93,905 | ||||
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) | 148,192 | ||||
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 | 6.50% | ||||
Limited partners' capital account, units outstanding (in shares) | 1,633,805 | ||||
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) | 25,043,091 | ||||
Common stock, par value per share (in dollars per share) | $ / shares | $ 0.01 | ||||
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) | 20,353,127 | ||||
Partners' capital account, unit voting percentage | 50% | ||||
Common stock, par value per share (in dollars per share) | $ / shares | $ 0.01 | ||||
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 | 81.30% | ||||
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) | 2,814,063 | ||||
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) | 93,905 | ||||
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) | 1,633,805 |
Organization and Description _3
Organization and Description of Business (Narrative 2) (Details) $ / shares in Units, $ in Billions | 6 Months Ended | ||||
May 04, 2020 | Jun. 30, 2024 home state property shares | Dec. 31, 2023 home | Jul. 11, 2023 shares | Aug. 28, 2018 USD ($) $ / shares shares | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Number of states in which entity operates | state | 20 | ||||
Vinebrook Portfolio | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Number of indirectly owned real estate properties | property | 21,104 | ||||
Number of indirectly owned real estate properties, state | state | 18 | ||||
NexPoint Homes Portfolio | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Number of indirectly owned real estate properties | property | 2,486 | ||||
Consolidated Properties | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Number of real estate properties | 23,590 | ||||
Single Family | Consolidated Properties | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Number of real estate properties | 23,590 | 24,412 | |||
Single Family | VineBrook | Consolidated Properties | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Number of real estate properties | 21,104 | 21,843 | |||
Single Family | VineBrook | 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 | 3,780 | ||||
Single Family | VineBrook | 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 | 739 | ||||
Single Family | NexPoint Homes | Consolidated Properties | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Number of real estate properties | 2,486 | 2,569 | |||
Single Family | NexPoint Homes | 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 | 83 | ||||
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 | 2,573 | ||||
Single Family | Acquisition of Additional Homes | VineBrook | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Number of real estate properties | 20,750 | ||||
Single Family | Acquisition of Additional Homes | VineBrook | Consolidated Properties | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Number of real estate properties | 0 | ||||
Single Family | Acquisition of Additional Homes | NexPoint Homes | Consolidated Properties | |||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||
Number of real estate properties | 0 | ||||
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) | shares | 426,307 | ||||
Yearly increase in number of shares authorized, percentage of outstanding common stock | 10% | ||||
Percentage of outstanding stock maximum | 10% | ||||
The 2023 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) | shares | 1,000,000 | ||||
Yearly increase in number of shares authorized, percentage of outstanding common stock | 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) | shares | 40,000,000 | ||||
Equity offering, maximum value | $ | $ 1 | ||||
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 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Real Estate Properties [Line Items] | ||||
General and administrative expenses | $ 18,038 | $ 13,999 | $ 39,255 | $ 22,525 |
Impairment of real estate | 4,400 | 14,200 | 8,700 | 27,300 |
Other impairment charges | 0 | 0 | ||
Impairment of intangible assets | 0 | 0 | ||
Goodwill impairment | 0 | 0 | ||
Investments, held to maturity | 79,000 | 79,000 | ||
Variable lease payments | $ 4,000 | $ 3,300 | 7,800 | $ 6,100 |
Previously Reported | ||||
Real Estate Properties [Line Items] | ||||
General and administrative expenses | 10,300 | |||
Property general and administrative expenses | $ 12,200 | |||
NexPoint Homes | ||||
Real Estate Properties [Line Items] | ||||
Noncontrolling interest, ownership percentage by parent | 99% | 99% | ||
VineBrook | NexPoint Homes | ||||
Real Estate Properties [Line Items] | ||||
Noncontrolling interest, ownership percentage by parent | 80% | 80% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Estimated Useful Life of Real Estate (Details) | 6 Months Ended |
Jun. 30, 2024 | |
Developed technology | |
Property, Plant and Equipment [Line Items] | |
Acquired finite-lived intangible assets, weighted average useful life | 5 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Acquired Finite-Lived Intangible Assets by Major Class (Details) | 6 Months Ended |
Jun. 30, 2024 | |
Developed technology | |
Finite-Lived Intangible Assets [Line Items] | |
Acquired finite-lived intangible assets, weighted average useful life | 5 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Cash and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | Jun. 30, 2023 |
Accounting Policies [Abstract] | |||
Cash | $ 43,913 | $ 27,917 | $ 27,009 |
Restricted cash | 50,931 | 57,703 | 35,738 |
Total cash and restricted cash | $ 94,844 | $ 85,620 | $ 62,747 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Schedule of Computation of Basic and Diluted Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Numerator for loss per share: | ||||
Net loss | $ (38,633) | $ (48,972) | $ (82,704) | $ (141,369) |
Adjustments: | ||||
Dividends on and accretion to redemption value of Redeemable Series A Preferred stock | 2,030 | 2,207 | 4,237 | 4,414 |
Net loss attributable to stockholders | $ (28,106) | $ (38,350) | $ (61,205) | $ (115,569) |
Denominator for earnings (loss) per share: | ||||
Weighted average common shares outstanding - basic (in shares) | 25,235,000 | 24,779,000 | 25,167,000 | 24,636,000 |
Weighted average unvested RSUs, PI Units, and OP Units (in shares) | 0 | 0 | 0 | 0 |
Weighted average common shares outstanding - diluted (in shares) | 25,235,000 | 24,779,000 | 25,167,000 | 24,636,000 |
Earnings (loss) per weighted average common share: | ||||
Basic (in dollars per share) | $ (1.11) | $ (1.55) | $ (2.43) | $ (4.69) |
Diluted (in dollars per share) | $ (1.11) | $ (1.55) | $ (2.43) | $ (4.69) |
Antidilutive securities excluded from computation of earnings per share (in shares) | 5,322,555 | 4,566,000 | 5,374,706 | 4,576,000 |
VineBrook | ||||
Adjustments: | ||||
Net income/(loss) attributable to redeemable noncontrolling interests | $ (5,796) | $ (7,346) | $ (12,407) | $ (21,206) |
Variable Interest Entity, Primary Beneficiary | ||||
Adjustments: | ||||
Net income/(loss) attributable to redeemable noncontrolling interests | (5,840) | (4,794) | (11,515) | (8,007) |
Net loss attributable to noncontrolling interests in consolidated VIEs | $ (921) | $ (689) | $ (1,814) | $ (1,001) |
Investments in Subsidiaries - A
Investments in Subsidiaries - Additional Information (Details) - Consolidated Properties | Jun. 30, 2024 home property | Dec. 31, 2023 home |
Real Estate Properties [Line Items] | ||
Number of real estate properties | 23,590 | |
Single Family | ||
Real Estate Properties [Line Items] | ||
Number of real estate properties | 23,590 | 24,412 |
Single Family | VineBrook | ||
Real Estate Properties [Line Items] | ||
Number of real estate properties | 21,104 | 21,843 |
Single Family | NexPoint Homes | ||
Real Estate Properties [Line Items] | ||
Number of real estate properties | 2,486 | 2,569 |
Investments in Subsidiaries - S
Investments in Subsidiaries - Schedule of Subsidiaries (Details) $ in Thousands | Jun. 30, 2024 USD ($) home |
NexPoint Homes | SFR OP Convertible Notes and SFR OP Note Payable - Uncollateralized | |
Real Estate Properties [Line Items] | |
Unsecured debt | $ 103,600 |
Subsidiaries | |
Real Estate Properties [Line Items] | |
Debt allocated | $ 2,462,363 |
Consolidated Properties | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 23,590 |
Real estate investment property, at cost | $ 3,412,656 |
NREA VB I, LLC | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 60 |
Real estate investment property, at cost | $ 5,832 |
Debt allocated | $ 4,822 |
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 | 162 |
Real estate investment property, at cost | $ 16,571 |
Debt allocated | $ 10,289 |
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 | 1,298 |
Real estate investment property, at cost | $ 122,255 |
Debt allocated | $ 67,940 |
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 | 379 |
Real estate investment property, at cost | $ 38,003 |
Debt allocated | $ 23,178 |
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 | 1,822 |
Real estate investment property, at cost | $ 129,741 |
Debt allocated | $ 103,442 |
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 | 261 |
Real estate investment property, at cost | $ 26,227 |
Debt allocated | $ 17,825 |
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 | 32 |
Real estate investment property, at cost | $ 2,832 |
Debt allocated | $ 2,854 |
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 | 185 |
Real estate investment property, at cost | $ 18,188 |
Debt allocated | $ 8,352 |
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 | 8,470 |
Real estate investment property, at cost | $ 1,162,984 |
Debt allocated | $ 762,837 |
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 | 1,631 |
Real estate investment property, at cost | $ 161,581 |
Debt allocated | $ 106,673 |
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 | 1,342 |
Real estate investment property, at cost | $ 198,995 |
Debt allocated | $ 97,567 |
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 | 119 |
Real estate investment property, at cost | $ 14,112 |
Debt allocated | $ 5,072 |
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 | 112 |
Real estate investment property, at cost | $ 17,026 |
Debt allocated | $ 0 |
VB Eight, LLC | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 100% |
VineBrook Homes Borrower 1, LLC | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 2,769 |
Real estate investment property, at cost | $ 402,198 |
Debt allocated | $ 391,302 |
VineBrook Homes Borrower 1, LLC | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 100% |
VineBrook Homes Borrower 2, LLC | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 2,462 |
Real estate investment property, at cost | $ 361,015 |
Noncontrolling interest, ownership percentage by parent | 100% |
Debt allocated | $ 403,300 |
NexPoint Homes | |
Real Estate Properties [Line Items] | |
Number of real estate properties | home | 2,486 |
Real estate investment property, at cost | $ 735,096 |
Noncontrolling interest, ownership percentage by parent | 99% |
Debt allocated | $ 456,910 |
NexPoint Homes | VineBrook Homes OP, LP | |
Real Estate Properties [Line Items] | |
Noncontrolling interest, ownership percentage by parent | 80% |
Real Estate Assets - Additional
Real Estate Assets - Additional Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2024 USD ($) home property | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) home property | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) home | Jan. 17, 2023 USD ($) | Aug. 03, 2022 home | |
Real Estate Properties [Line Items] | |||||||
Depreciation | $ | $ 31,000 | $ 32,000 | $ 62,700 | $ 63,700 | |||
Asset acquisition prepaid deposit forfeited upon termination of agreement | $ | $ 41,000 | $ 41,000 | |||||
Impairment of real estate held for sale | $ | 4,400 | 8,700 | |||||
Real estate held for sale, net | $ | $ 38,141 | $ 38,141 | $ 54,615 | ||||
Disposal Group, Held-for-Sale, Not Discontinued Operations | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 257 | 257 | |||||
Tusk Portfolio | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 1,610 | ||||||
Asset acquisition prepaid deposit forfeited upon termination of agreement | $ | $ 23,300 | ||||||
Siete Portfolio | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 1,289 | ||||||
Asset acquisition prepaid deposit forfeited upon termination of agreement | $ | $ 17,700 | ||||||
VineBrook | |||||||
Real Estate Properties [Line Items] | |||||||
Real estate held for sale, net | $ | $ 14,222 | $ 14,222 | 54,615 | ||||
NexPoint Homes | |||||||
Real Estate Properties [Line Items] | |||||||
Real estate held for sale, net | $ | $ 23,919 | $ 23,919 | $ 0 | ||||
Consolidated Properties | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 23,590 | 23,590 | |||||
Single Family | VineBrook | Discontinued Operations, Disposed of by Sale | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 3,780 | 3,780 | |||||
Single Family | VineBrook | Acquisition of Additional Homes | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 20,750 | 20,750 | |||||
Single Family | Consolidated Properties | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 23,590 | 23,590 | 24,412 | ||||
Single Family | Consolidated Properties | Acquisition of Additional Homes | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 2,573 | 2,573 | |||||
Single Family | Consolidated Properties | VineBrook | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 21,104 | 21,104 | 21,843 | ||||
Single Family | Consolidated Properties | VineBrook | Discontinued Operations, Disposed of by Sale | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 739 | 739 | |||||
Single Family | Consolidated Properties | VineBrook | Acquisition of Additional Homes | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 0 | 0 | |||||
Single Family | Consolidated Properties | NexPoint Homes | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 2,486 | 2,486 | 2,569 | ||||
Single Family | Consolidated Properties | NexPoint Homes | Discontinued Operations, Disposed of by Sale | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 83 | 83 | |||||
Single Family | Consolidated Properties | NexPoint Homes | Acquisition of Additional Homes | |||||||
Real Estate Properties [Line Items] | |||||||
Number of real estate properties | 0 | 0 |
Real Estate Assets - Schedule o
Real Estate Assets - Schedule of Real Estate Investments (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate [Roll Forward] | |
Gross real estate, beginning balance | $ 3,487,431 |
Additions | 31,573 |
Transfers to held for sale | (5,703) |
Reclasses | 29 |
Dispositions | (90,859) |
Impairment | (9,757) |
Gross real estate, ending balance | 3,412,656 |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate, Accumulated Depreciation [Roll Forward] | |
Interest costs capitalized | 600 |
Other capitalized costs | 300 |
Other depreciation and amortization | 500 |
Land | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate [Roll Forward] | |
Gross real estate, beginning balance | 560,047 |
Additions | 45 |
Transfers to held for sale | (9,205) |
Reclasses | 0 |
Dispositions | (1,674) |
Impairment | 0 |
Gross real estate, ending balance | 549,213 |
Building and improvements | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate [Roll Forward] | |
Gross real estate, beginning balance | 2,872,755 |
Additions | 29,871 |
Transfers to held for sale | (64,809) |
Reclasses | 0 |
Dispositions | (12,408) |
Impairment | (123) |
Gross real estate, ending balance | 2,825,286 |
Intangible Lease Assets [Member] | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate [Roll Forward] | |
Gross real estate, beginning balance | 14 |
Additions | 2 |
Transfers to held for sale | 0 |
Reclasses | 0 |
Dispositions | 0 |
Impairment | 0 |
Gross real estate, ending balance | 16 |
Real estate held for sale, net | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate [Roll Forward] | |
Gross real estate, beginning balance | 54,615 |
Additions | 1,655 |
Transfers to held for sale | 68,311 |
Reclasses | 29 |
Dispositions | (76,777) |
Impairment | (9,634) |
Gross real estate, ending balance | 38,141 |
Accumulated Depreciation and Amortization, Netting Adjustments | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate, Accumulated Depreciation [Roll Forward] | |
Accumulated depreciation and amortization, beginning balance | (275,534) |
Additions | (62,476) |
Transfers to held for sale | 5,703 |
Reclasses | 0 |
Dispositions | 3,550 |
Impairment | 0 |
Accumulated depreciation and amortization, ending balance | $ (328,757) |
Debt - Narrative 1 (Details)
Debt - Narrative 1 (Details) | 6 Months Ended | |||||||
Dec. 06, 2023 USD ($) | Mar. 10, 2022 | Mar. 01, 2021 USD ($) | Jun. 30, 2024 USD ($) home tranche | Feb. 29, 2024 USD ($) | Dec. 31, 2023 USD ($) | Dec. 21, 2023 USD ($) | Jan. 31, 2023 USD ($) | |
Debt Instrument [Line Items] | ||||||||
Debt | $ 2,565,920,000 | $ 2,491,194,000 | ||||||
Extension period | 12 months | |||||||
VineBrook Homes, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt | $ 2,005,453,000 | 1,914,619,000 | ||||||
JPM Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Repayments of debt | 243,600,000 | |||||||
JPM Facility | VineBrook Homes, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt | $ 97,567,000 | $ 338,387,000 | ||||||
Debt instrument, interest rate | 8.18% | |||||||
JPM Facility | JP Morgan | VB Three, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit facility, maximum borrowing capacity | $ 500,000,000 | $ 2,800,000 | $ 21,400,000 | $ 350,000,000 | ||||
Extension period | 12 months | |||||||
Line of credit facility, remaining borrowing capacity | $ 252,400,000 | |||||||
JPM Facility | JP Morgan | VB Three, LLC | London Interbank Offered Rate (LIBOR)1 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, basis spread on variable rate | 2.75% | |||||||
JPM Facility | JP Morgan | VB Three, LLC | Secured Overnight Financing Rate (SOFR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, basis spread on variable rate | 2.85% | |||||||
ABS I Loan Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, number of collateral property | home | 2,769 | |||||||
Debt instrument, interest rate, stated percentage | 11.74% | |||||||
Debt instrument, interest rate | 4.9235% | |||||||
Number of tranches | tranche | 6 | |||||||
ABS I Loan Agreement | VineBrook Homes Depositor A, LLC | Class F Certificates | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, term | 5 years | |||||||
Debt instrument, face amount | $ 39,100,000 | |||||||
Proceeds from issuance of debt | 300,600,000 | |||||||
ABS I Loan Agreement | ABS I Borrower | Class F Certificates | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from issuance of debt | $ 314,000,000 | |||||||
ABS I Loan Agreement | ABS I Lender | VineBrook Homes Depositor A, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, term | 5 years | |||||||
Debt instrument, face amount | $ 392,200,000 | |||||||
ABS I Loan Agreement | ABS I Lender | VineBrook Homes Depositor A, LLC | Class A Certificates | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | 178,400,000 | |||||||
ABS I Loan Agreement | ABS I Lender | VineBrook Homes Depositor A, LLC | Class B Certificates | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | 38,600,000 | |||||||
ABS I Loan Agreement | ABS I Lender | VineBrook Homes Depositor A, LLC | Class c Certificates | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | 30,800,000 | |||||||
ABS I Loan Agreement | ABS I Lender | VineBrook Homes Depositor A, LLC | Class D Certificates | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | 43,000,000 | |||||||
ABS I Loan Agreement | ABS I Lender | VineBrook Homes Depositor A, LLC | Class E Certificates | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | 50,100,000 | |||||||
ABS I Loan Agreement | ABS I Lender | VineBrook Homes Depositor A, LLC | Class E2 Certificates | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | 12,200,000 | |||||||
ABS II Loan Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 363,792,000 | |||||||
Proceeds from issuance of debt | $ 303,608,000 | |||||||
Debt instrument, number of collateral property | home | 2,462 | |||||||
Debt instrument, interest rate, stated percentage | 10.44% | |||||||
Debt instrument, interest rate | 4.6495% | |||||||
Number of tranches | tranche | 7 | |||||||
ABS II Loan Agreement | Tranche A | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 176,912,000 | $ 176,900,000 | ||||||
Proceeds from issuance of debt | $ 149,125,000 | |||||||
Debt instrument, interest rate | 4.6495% | |||||||
ABS II Loan Agreement | Tranche B | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 38,622,000 | 38,600,000 | ||||||
Proceeds from issuance of debt | $ 26,064,000 | |||||||
Debt instrument, interest rate | 4.6495% | |||||||
ABS II Loan Agreement | Tranche C | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 30,648,000 | 30,600,000 | ||||||
Proceeds from issuance of debt | $ 26,321,000 | |||||||
Debt instrument, interest rate | 4.6495% | |||||||
ABS II Loan Agreement | Tranche D | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 42,858,000 | 42,900,000 | ||||||
Proceeds from issuance of debt | $ 38,696,000 | |||||||
Debt instrument, interest rate | 4.6495% | |||||||
ABS II Loan Agreement | Tranche E1 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 63,539,000 | 63,500,000 | ||||||
Proceeds from issuance of debt | $ 54,464,000 | |||||||
Debt instrument, interest rate | 4.6495% | |||||||
ABS II Loan Agreement | Tranche E2 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 11,213,000 | 11,200,000 | ||||||
Proceeds from issuance of debt | $ 8,938,000 | |||||||
Debt instrument, interest rate | 4.6495% | |||||||
ABS II Loan Agreement | Class A Certificates | Interest rate caps | ||||||||
Debt Instrument [Line Items] | ||||||||
Derivative, notional amount | 19,500,000 | |||||||
ABS II Loan Agreement | Class B Certificates | Interest rate caps | ||||||||
Debt Instrument [Line Items] | ||||||||
Derivative, notional amount | 10,500,000 | |||||||
ABS II Loan Agreement | Class c Certificates | Interest rate caps | ||||||||
Debt Instrument [Line Items] | ||||||||
Derivative, notional amount | 2,000,000 | |||||||
ABS II Loan Agreement | VineBrook Homes Depositor A, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | 71,900,000 | |||||||
ABS II Loan Agreement | VineBrook Homes Depositor A, LLC | Class F Certificates | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from issuance of debt | 242,400,000 | |||||||
ABS II Loan Agreement | ABS II Loan | Class F Certificates | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from issuance of debt | $ 331,800,000 | |||||||
ABS II Loan Agreement | ABS II Loan | VineBrook Homes Depositor A, LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 403,700,000 | |||||||
Debt instrument, interest rate, stated percentage | 4.6495% | |||||||
Asset Backed Securitization II | Class F | Secured Debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 39,900,000 | |||||||
Asset Backed Securitization II | Class A | Secured Debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | 19,500,000 | |||||||
Asset Backed Securitization II | Class B | Secured Debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | 10,500,000 | |||||||
Asset Backed Securitization II | Class C | Secured Debt | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, face amount | $ 2,000,000 |
Debt - Schedule of Information
Debt - Schedule of Information On Loan Agreement (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2024 | Feb. 29, 2024 | Dec. 31, 2023 | |
Debt Instrument [Line Items] | |||
Tranche Discount | $ 63,932,000 | $ 39,115,000 | |
Extension period | 12 months | ||
ABS II Loan Agreement | |||
Debt Instrument [Line Items] | |||
Principal | $ 363,792,000 | ||
Tranche Discount | 28,185,000 | ||
Net Proceeds | $ 303,608,000 | ||
Interest rate (as a percent) | 4.6495% | ||
ABS II Loan Agreement | Tranche A | |||
Debt Instrument [Line Items] | |||
Principal | $ 176,912,000 | $ 176,900,000 | |
Par Value (in dollars per share) | $ 100 | ||
Price (in dollars per share) | $ 94.73552 | ||
Tranche Discount | $ 8,287,000 | ||
Net Proceeds | $ 149,125,000 | ||
Interest rate (as a percent) | 4.6495% | ||
ABS II Loan Agreement | Tranche B | |||
Debt Instrument [Line Items] | |||
Principal | $ 38,622,000 | 38,600,000 | |
Par Value (in dollars per share) | $ 100 | ||
Price (in dollars per share) | $ 92.68290 | ||
Tranche Discount | $ 2,058,000 | ||
Net Proceeds | $ 26,064,000 | ||
Interest rate (as a percent) | 4.6495% | ||
ABS II Loan Agreement | Tranche C | |||
Debt Instrument [Line Items] | |||
Principal | $ 30,648,000 | 30,600,000 | |
Par Value (in dollars per share) | $ 100 | ||
Price (in dollars per share) | $ 91.87665 | ||
Tranche Discount | $ 2,327,000 | ||
Net Proceeds | $ 26,321,000 | ||
Interest rate (as a percent) | 4.6495% | ||
ABS II Loan Agreement | Tranche D | |||
Debt Instrument [Line Items] | |||
Principal | $ 42,858,000 | 42,900,000 | |
Par Value (in dollars per share) | $ 100 | ||
Price (in dollars per share) | $ 90.28899 | ||
Tranche Discount | $ 4,162,000 | ||
Net Proceeds | $ 38,696,000 | ||
Interest rate (as a percent) | 4.6495% | ||
ABS II Loan Agreement | Tranche E1 | |||
Debt Instrument [Line Items] | |||
Principal | $ 63,539,000 | 63,500,000 | |
Par Value (in dollars per share) | $ 100 | ||
Price (in dollars per share) | $ 85.71807 | ||
Tranche Discount | $ 9,075,000 | ||
Net Proceeds | $ 54,464,000 | ||
Interest rate (as a percent) | 4.6495% | ||
ABS II Loan Agreement | Tranche E2 | |||
Debt Instrument [Line Items] | |||
Principal | $ 11,213,000 | $ 11,200,000 | |
Par Value (in dollars per share) | $ 100 | ||
Price (in dollars per share) | $ 79.70586 | ||
Tranche Discount | $ 2,276,000 | ||
Net Proceeds | $ 8,938,000 | ||
Interest rate (as a percent) | 4.6495% |
Debt - Narrative 2 (Details)
Debt - Narrative 2 (Details) $ in Thousands | 6 Months Ended | ||||||
Jul. 31, 2023 USD ($) extension | Jul. 30, 2023 | Aug. 12, 2022 USD ($) extension | Jun. 30, 2024 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 30, 2022 USD ($) | |
Debt Instrument [Line Items] | |||||||
Debt | $ 2,565,920 | $ 2,491,194 | |||||
Debt payable, net | 2,484,196 | 2,433,674 | |||||
Credit facilities, net | $ 857,344 | $ 1,156,704 | |||||
Interest Rate Swap and Cap | |||||||
Debt Instrument [Line Items] | |||||||
Debt, weighted average interest rate | 2.2219% | ||||||
Derivative, notional amount | $ 1,500,000 | ||||||
Debt, Without Effect of Derivative Financial Instruments | |||||||
Debt Instrument [Line Items] | |||||||
Debt, weighted average interest rate | 6.121% | 6.6245% | |||||
Debt, Including Effect of Derivative Financial Instruments | |||||||
Debt Instrument [Line Items] | |||||||
Debt, weighted average interest rate | 4.2648% | 4.686% | |||||
Promisary Note | NexPoint Diversified Real Estate Trust Operating Partnership, L.P | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, interest rate, stated percentage | 12.50% | ||||||
VineBrook Homes, LLC | |||||||
Debt Instrument [Line Items] | |||||||
Debt | $ 2,005,453 | $ 1,914,619 | |||||
NexPoint Homes | |||||||
Debt Instrument [Line Items] | |||||||
Debt | 560,500 | ||||||
Debt payable, net | 558,697 | 574,728 | |||||
NexPoint Homes | Notes Payable, Other Payables | |||||||
Debt Instrument [Line Items] | |||||||
Debt payable, net | 560,500 | ||||||
Metropolitan Life Insurance Company | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit facility, maximum borrowing capacity | $ 200,000 | ||||||
Debt instrument, interest rate, stated percentage | 5.44% | ||||||
Credit facilities, net | 174,600 | ||||||
Warehouse Facility | VineBrook Homes, LLC | |||||||
Debt Instrument [Line Items] | |||||||
Debt | $ 850,000 | 762,837 | 824,387 | ||||
Repayments of debt | $ 61,600 | ||||||
Debt instrument, interest rate | 7.99% | ||||||
PNC Loan I | VineBrook Homes, LLC | |||||||
Debt Instrument [Line Items] | |||||||
Debt | $ 0 | 18 | |||||
Debt instrument, interest rate | 3.59% | ||||||
PNC Loan II | VineBrook Homes, LLC | |||||||
Debt Instrument [Line Items] | |||||||
Debt | $ 0 | 65 | |||||
Debt instrument, interest rate | 3.70% | ||||||
PNC Loan III | VineBrook Homes, LLC | |||||||
Debt Instrument [Line Items] | |||||||
Debt | $ 0 | 177 | |||||
Debt instrument, interest rate | 3.69% | ||||||
SFR OP Note Payable I | Promisary Note | |||||||
Debt Instrument [Line Items] | |||||||
Debt | $ 500 | $ 500 | |||||
Debt instrument, interest rate | 8.80% | ||||||
Line of Credit | Warehouse Facility | KeyBank N.A | VB One, LLC | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, extension term | 6 months | 12 months | |||||
Debt instrument, number of extensions | extension | 2 | ||||||
Revolving Credit Facility | NexPoint Homes MetLife Note 1 | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, extension term | 3 months | ||||||
Debt instrument, number of extensions | extension | 1 | ||||||
Line of credit facility, maximum borrowing capacity | $ 75,000 | $ 85,000 | $ 10,000 | ||||
Credit facilities, net | $ 60,500 | $ 45,000 | |||||
Revolving Credit Facility | NexPoint Homes MetLife Note 1 | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 1.85% | ||||||
Revolving Credit Facility | NexPoint Homes MetLife Note 1 | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, basis spread on variable rate | 2.70% |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2024 | Dec. 31, 2023 | Jul. 31, 2023 | |
Debt Instrument [Line Items] | |||
Debt | $ 2,565,920 | $ 2,491,194 | |
Debt premium, net | 270 | 305 | |
Debt discount, net | (63,932) | (39,115) | |
Accumulated amortization, debt issuance costs | 26,146 | 22,796 | |
Debt financing costs, net | (18,062) | (18,710) | |
Debt payable, net | $ 2,484,196 | 2,433,674 | |
LIBOR rate | 5.3364% | ||
Daily SOFR rate | 5.33% | ||
Term SOFR rate | 5.3372% | ||
VineBrook Homes, LLC | |||
Debt Instrument [Line Items] | |||
Debt | $ 2,005,453 | 1,914,619 | |
Initial Mortgage | VineBrook Homes, LLC | |||
Debt Instrument [Line Items] | |||
Debt | $ 230,350 | 234,644 | |
Debt instrument, interest rate | 7% | ||
Warehouse Facility | |||
Debt Instrument [Line Items] | |||
Commitment fee (as a percent) | 0.10% | ||
Warehouse Facility | VineBrook Homes, LLC | |||
Debt Instrument [Line Items] | |||
Debt | $ 762,837 | 824,387 | $ 850,000 |
Debt instrument, interest rate | 7.99% | ||
JPM Facility | VineBrook Homes, LLC | |||
Debt Instrument [Line Items] | |||
Debt | $ 97,567 | 338,387 | |
Debt instrument, interest rate | 8.18% | ||
ABS I Loan | VineBrook Homes, LLC | |||
Debt Instrument [Line Items] | |||
Debt | $ 391,302 | 392,180 | |
Debt instrument, interest rate | 4.92% | ||
ABS II Loan | VineBrook Homes, LLC | |||
Debt Instrument [Line Items] | |||
Debt | $ 403,300 | 0 | |
Debt instrument, interest rate | 4.65% | ||
MetLife Note | VineBrook Homes, LLC | |||
Debt Instrument [Line Items] | |||
Debt | $ 106,673 | 110,157 | |
Debt instrument, interest rate | 3.25% | ||
TrueLane Mortgage | VineBrook Homes, LLC | |||
Debt Instrument [Line Items] | |||
Debt | $ 8,352 | 9,323 | |
Debt instrument, interest rate | 5.35% | ||
Crestcore II Note | VineBrook Homes, LLC | |||
Debt Instrument [Line Items] | |||
Debt | $ 2,600 | 2,670 | |
Debt instrument, interest rate | 5.12% | ||
Crestcore IV Note | VineBrook Homes, LLC | |||
Debt Instrument [Line Items] | |||
Debt | $ 2,472 | 2,611 | |
Debt instrument, interest rate | 5.12% | ||
PNC Loan I | VineBrook Homes, LLC | |||
Debt Instrument [Line Items] | |||
Debt | $ 0 | 18 | |
Debt instrument, interest rate | 3.59% | ||
PNC Loan II | VineBrook Homes, LLC | |||
Debt Instrument [Line Items] | |||
Debt | $ 0 | 65 | |
Debt instrument, interest rate | 3.70% | ||
PNC Loan III | VineBrook Homes, LLC | |||
Debt Instrument [Line Items] | |||
Debt | $ 0 | 177 | |
Debt instrument, interest rate | 3.69% | ||
NexPoint Homes MetLife Note 1 | VineBrook Homes, LLC | |||
Debt Instrument [Line Items] | |||
Debt | $ 237,324 | 238,428 | |
Debt instrument, interest rate | 3.76% | ||
NexPoint Homes MetLife Note 2 | |||
Debt Instrument [Line Items] | |||
Debt | $ 174,590 | 174,590 | |
NexPoint Homes MetLife Note 2 | VineBrook Homes, LLC | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate | 5.44% | ||
NexPoint Homes KeyBank Facility | |||
Debt Instrument [Line Items] | |||
Debt | $ 44,996 | 60,500 | |
Debt instrument, interest rate | 8.04% | ||
SFR OP Note Payable I | Promisary Note | |||
Debt Instrument [Line Items] | |||
Debt | $ 500 | 500 | |
Debt instrument, interest rate | 8.80% | ||
SFR OP Note Payable II | Promisary Note | |||
Debt Instrument [Line Items] | |||
Debt | $ 500 | 0 | |
Debt instrument, interest rate | 12.50% | ||
SFR OP Convertible Notes | |||
Debt Instrument [Line Items] | |||
Debt | $ 102,557 | $ 102,557 | |
Debt instrument, interest rate | 7.50% |
Debt - Schedule of Aggregate Sc
Debt - Schedule of Aggregate Scheduled Maturities (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Debt Disclosure [Abstract] | |
2024 | $ 808,743 |
2025 | 328,358 |
2026 | 107,074 |
2027 | 514,893 |
2028 | 399,180 |
Thereafter | 407,672 |
Total | $ 2,565,920 |
Extension period | 12 months |
Debt - Narrative 3 (Details)
Debt - Narrative 3 (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
JPM Facility | ||||
Debt Instrument [Line Items] | ||||
Bridge facility, net | $ 900.4 | $ 900.4 | ||
Interest Expense | ||||
Debt Instrument [Line Items] | ||||
Amortization of debt issuance costs | $ 2.7 | $ 2.5 | 5.2 | $ 5 |
Amortization of loan discounts | $ 2.6 | $ 5.2 | $ 0 |
Fair Value of Derivatives and_3
Fair Value of Derivatives and Financial Instruments - Additional Information (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Dec. 31, 2023 | |
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Unrealized gain on interest rate hedges | $ 0.9 | |
Investments, held to maturity | 79 | |
Asset Backed Securities I Class F Certificate | Level 2 | ||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Investments, held to maturity | 39.1 | $ 39.1 |
Asset Backed Securities II Class F Certificate | Level 2 | ||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Investments, held to maturity | $ 39.9 | |
Interest rate swaps | ||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | ||
Derivative, variable interest rate (as a percent) | 0.1145% | |
Derivative, average fixed interest rate | 2.3994% |
Fair Value of Derivatives and_4
Fair Value of Derivatives and Financial Instruments - Schedule of Outstanding Interest Rate Swaps Designated as Cash Flow Hedges (Details) $ in Thousands | Jun. 30, 2024 USD ($) |
Derivatives, Fair Value [Line Items] | |
Daily SOFR rate | 5.33% |
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% |
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% |
First Interest Rate Swap Effective April 3, 2023 | Designated as Hedging Instrument | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 250,000 |
Fixed Rate | 3.5993% |
Derivatives Effective for 2022 | Designated as Hedging Instrument | |
Derivatives, Fair Value [Line Items] | |
Notional | $ 1,220,000 |
Fixed Rate | 2.3994% |
Interest rate swaps | |
Derivatives, Fair Value [Line Items] | |
Derivative, variable interest rate (as a percent) | 0.1145% |
Derivative, average fixed interest rate | 2.3994% |
Fair Value of Derivatives and_5
Fair Value of Derivatives and Financial Instruments - Schedule of Derivatives Not Designated as Hedges (Details) - Interest rate caps - Not Designated as Hedging Instrument $ in Thousands | Jun. 30, 2024 USD ($) |
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | |
Derivative, notional amount | $ 300,000 |
Derivative, variable interest rate (as a percent) | 5.3372% |
Strike Rate | 1.50% |
Fair Value of Derivatives and_6
Fair Value of Derivatives and Financial Instruments - Schedule of Derivative Financial Instruments Classification (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | |||||
Asset Derivatives | $ 44,640 | $ 44,640 | $ 48,416 | ||
Interest rate swaps | Designated as Hedging Instrument | |||||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | |||||
Asset Derivatives | 31,864 | 31,864 | 34,194 | ||
Liability Derivatives | 0 | 0 | 0 | ||
Derivative, gain (loss) on derivative, net | (6,005) | $ 15,619 | (3,232) | $ 6,134 | |
Interest rate caps | Not Designated as Hedging Instrument | |||||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | |||||
Asset Derivatives | 12,776 | 12,776 | 14,222 | ||
Liability Derivatives | 0 | 0 | 0 | ||
Derivative, gain (loss) on derivative, net | (1,134) | 3,098 | (5,233) | (747) | |
Interest Rate Derivative | |||||
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items] | |||||
Asset Derivatives | 44,640 | 44,640 | 48,416 | ||
Liability Derivatives | 0 | 0 | $ 0 | ||
Derivative, gain (loss) on derivative, net | $ (7,139) | $ 18,717 | $ (8,465) | $ 5,387 |
Fair Value of Derivatives and_7
Fair Value of Derivatives and Financial Instruments - Schedule of Carrying Values and Estimated Fair Values of Debt Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Debt | $ 2,565,920 | $ 2,491,194 |
Carrying Value | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Debt | 2,565,920 | 2,491,194 |
Estimated Fair Value | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Estimated Fair Value | $ 2,465,960 | $ 2,365,209 |
Fair Value of Derivatives and_8
Fair Value of Derivatives and Financial Instruments - Schedule of Disclosure of Long-Lived Assets Held-for-sale (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Real estate held for sale - impaired | $ 13,287 | $ 14,702 |
Level 1 | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Real estate held for sale - impaired | 0 | 0 |
Level 2 | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Real estate held for sale - impaired | 0 | 0 |
Level 3 | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Real estate held for sale - impaired | $ 13,287 | $ 14,702 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||||||||||||
Apr. 03, 2024 shares | Aug. 03, 2023 shares | Jul. 31, 2023 USD ($) shares | Apr. 11, 2023 shares | Feb. 17, 2022 shares | Feb. 15, 2021 shares | May 11, 2020 shares | Dec. 10, 2019 shares | Jun. 30, 2024 USD ($) $ / shares shares | Jun. 30, 2023 USD ($) shares | Jun. 30, 2024 USD ($) $ / shares shares | Jun. 30, 2023 USD ($) shares | Dec. 31, 2023 $ / shares shares | Jul. 11, 2023 shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||||||
Stock issued during period, discount rate, dividend reinvestment plan | 0.03 | 0.03 | ||||||||||||
DRIP shares issued (in shares) | 107,515 | 111,664 | 217,635 | 221,698 | ||||||||||
Dividend reinvestment plan | $ | $ 6.1 | $ 6.6 | $ 12.6 | $ 12.5 | ||||||||||
Preferred stock, par value per share (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||
Series B Preferred Stock | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||||||
Preferred stock, par value per share (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||
Series B Preferred Stock | Private Stock Offering | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||||||
Issuance of Class A common stock (in shares) | 2,548,240 | |||||||||||||
Preferred stock, dividend rate, percentage | 9.50% | |||||||||||||
Sale of stock, consideration received on transaction | $ | $ 63.7 | |||||||||||||
Payments of stock issuance costs | $ | 2.9 | |||||||||||||
Debt instrument, reserve amount | $ | $ 20 | |||||||||||||
Series A Preferred Stock | Private Stock Offering | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||||||
Preferred stock, dividend rate, percentage | 6.50% | |||||||||||||
The 2023 Long-Term Incentive Plan | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||||||
Common stock, capital shares reserved for future issuance (in shares) | 1,000,000 | |||||||||||||
Yearly increase in number of shares authorized, percentage of outstanding common stock | 10% | |||||||||||||
The 2023 Long-Term Incentive Plan | Performance Shares | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||||||
Granted (in shares) | 63,452 | 0 | ||||||||||||
Conversion basis (in shares) | 1 | 1 | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 23,794 | 23,794 | 23,794 | |||||||||||
The 2023 Long-Term Incentive Plan | Performance Shares | Vesting Ratably Over Four Years | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||||||
Award vesting period | 4 years | |||||||||||||
Award vesting rights, percentage | 25% | |||||||||||||
The 2023 Long-Term Incentive Plan | Performance Shares | Vesting Ratably Over Two Years | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||||||
Award vesting period | 2 years | |||||||||||||
Award vesting rights, percentage | 50% | |||||||||||||
The 2018 Long-Term Incentive Plan | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||||||
Common stock, capital shares reserved for future issuance (in shares) | 426,307 | 426,307 | ||||||||||||
Yearly increase in number of shares authorized, percentage of outstanding common stock | 10% | 10% | ||||||||||||
Percentage of outstanding stock maximum | 10% | |||||||||||||
The 2018 Long-Term Incentive Plan | Restricted Stock Units (RSUs) | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||||||
Granted (in shares) | 191,937 | 186,770 | 185,111 | 191,506 | 179,858 | 73,700 | 191,937 | |||||||
Award vesting period | 1 year 4 months 24 days | |||||||||||||
Conversion basis (in shares) | 1 | 1 | ||||||||||||
Share-based payment arrangement, nonvested award, cost not yet recognized, amount | $ | $ 13 | $ 13 | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 668,316 | 668,316 | 569,732 | |||||||||||
The 2018 Long-Term Incentive Plan | Restricted Stock Units (RSUs) | General and Administrative Expense | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||||||
Share-based payment arrangement expense | $ | $ 1.5 | $ 1.2 | $ 2.9 | $ 2.1 | ||||||||||
The 2018 Long-Term Incentive Plan | Restricted Stock Units (RSUs) | 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 | 4 years | ||||||||||
Award vesting rights, percentage | 50% | 50% | 50% | 50% | 50% | |||||||||
The 2018 Long-Term Incentive Plan | Restricted Stock Units (RSUs) | 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% | 50% | ||||||||||
The 2018 Long-Term Incentive Plan | Restricted Stock Units (RSUs) | Share-based Payment Arrangement, Nonemployee | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||||||||||
Award vesting period | 1 year |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Number of RSUs Outstanding (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | ||||||
Apr. 03, 2024 | Apr. 11, 2023 | Feb. 17, 2022 | Feb. 15, 2021 | May 11, 2020 | Dec. 10, 2019 | Jun. 30, 2024 | |
Value | |||||||
Equity-based compensation (in shares) | 73,520 | ||||||
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) | 569,732 | ||||||
Granted (in shares) | 191,937 | 186,770 | 185,111 | 191,506 | 179,858 | 73,700 | 191,937 |
Vested (in shares) | (93,353) | ||||||
Forfeited (in shares) | 0 | ||||||
Number of units outstanding at the end of the period (in shares) | 668,316 | ||||||
Value | |||||||
Units outstanding at the beginning of the period | $ 27,467 | ||||||
Granted | 11,315 | ||||||
Vested | (4,464) | ||||||
Forfeited | 0 | ||||||
Units outstanding at the end of the period | $ 34,318 | ||||||
Net asset value per share (in dollars per share) | $ 58.95 | $ 63.04 | $ 54.14 | $ 36.56 | $ 30.82 | $ 29.85 |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Outstanding RSUs (Details) - Restricted Stock Units (RSUs) - The 2018 Long-Term Incentive Plan | Jun. 30, 2024 shares |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 668,316 |
Vesting February 15, 2025 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 21,729 |
Vesting February 17, 2025 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 21,442 |
Vesting April 3, 2025 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 31,784 |
Vesting April 11, 2025 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 22,029 |
Vesting February 17, 2026 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 21,442 |
Vesting April 3, 2026 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 22,879 |
Vesting April 11, 2026 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 22,029 |
Vesting April 3, 2027 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 22,879 |
Vesting April 11, 2027 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 22,029 |
Vesting April 3, 2028 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 22,879 |
Vesting upon successful completion of initial public offering | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
PI Units Vesting (in shares) | 437,195 |
Stockholders' Equity - Schedu_3
Stockholders' Equity - Schedule of Nonvested Performance - Based Units Activity (Details) - Performance Shares - The 2023 Long-Term Incentive Plan - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | ||
Aug. 03, 2023 | Jun. 30, 2024 | Dec. 31, 2023 | |
Number of performance shares | |||
Number of units outstanding at the beginning of the period (in shares) | 23,794 | ||
Granted (in shares) | 63,452 | 0 | |
Vested (in shares) | 0 | ||
Forfeited (in shares) | 0 | ||
Number of units outstanding at the end of the period (in shares) | 23,794 | ||
Value | |||
Units outstanding at the beginning of the period | $ 1,433 | ||
Granted | 0 | ||
Vested | 0 | ||
Forfeited | 0 | ||
Units outstanding at the end of the period | $ 1,433 | ||
Net asset value per share (in dollars per share) | $ 60.23 |
Stockholders' Equity - Schedu_4
Stockholders' Equity - Schedule of Outstanding Performance Shares (Details) - Performance Shares - The 2023 Long-Term Incentive Plan | Jun. 30, 2024 shares |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Performance stock units, vesting shares | 23,794 |
Vesting January 1, 2025 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Performance stock units, vesting shares | 5,949 |
Vesting January 1, 2026 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Performance stock units, vesting shares | 5,948 |
Vesting January 1, 2027 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Performance stock units, vesting shares | 5,949 |
Vesting January 1, 2028 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Performance stock units, vesting shares | 5,948 |
Noncontrolling Interests - Addi
Noncontrolling Interests - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 6 Months Ended | ||||||||||||
Aug. 03, 2023 | Feb. 22, 2023 | Aug. 10, 2022 | May 31, 2021 | Nov. 30, 2020 | May 11, 2020 | Nov. 21, 2019 | Apr. 19, 2019 | May 31, 2020 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2021 | Dec. 31, 2023 | Nov. 01, 2018 | |
Noncontrolling Interest [Line Items] | ||||||||||||||
Common stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 | ||||||||||||
VineBrook Homes OP GP, LLC | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
General partners' capital account, units outstanding (in shares) | 25,043,091 | |||||||||||||
Common stock, par value per share (in dollars per share) | $ 0.01 | |||||||||||||
NexPoint SFR Operating Partnership, L.P. | VineBrook Homes OP GP, LLC | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Limited partners' capital account, units outstanding (in shares) | 4,785,405 | |||||||||||||
PI Units | The 2018 Long-Term Incentive Plan | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Granted (in shares) | 79,304 | 27,849 | 246,169 | 11,764 | 219,826 | 80,399 | 40,000 | 0 | ||||||
Share-based payment arrangement, nonvested award, cost not yet recognized, amount | $ 24.4 | |||||||||||||
Weighted average vesting period | 1 year 8 months 12 days | |||||||||||||
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 | |||||||||||||
PI Units | The 2018 Long-Term Incentive Plan | Vesting Ratably Over Four Years | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Award vesting period | 5 years | 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] | ||||||||||||||
Award vesting rights, percentage | 100% | 50% | ||||||||||||
Share-based payment arrangement expense | $ 7.3 | $ 1.9 | ||||||||||||
PI Units | The 2023 Long-Term Incentive Plan | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Granted (in shares) | 475,888 | |||||||||||||
Award vesting rights, percentage | 100% | |||||||||||||
Common Class A | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
General partners' capital account, units outstanding (in shares) | 20,353,127 | |||||||||||||
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) | 20,353,127 | |||||||||||||
Common stock, par value per share (in dollars per share) | $ 0.01 | |||||||||||||
Common Class B | VineBrook Homes OP GP, LLC | NexPoint Real Estate Opportunities, LLC | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Limited partners' capital account, units outstanding (in shares) | 2,814,063 | |||||||||||||
Common Class C | VineBrook Homes OP GP, LLC | NexPoint Real Estate Strategies Fund | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Limited partners' capital account, units outstanding (in shares) | 93,905 | |||||||||||||
Common Class C | VineBrook Homes OP GP, LLC | NexPoint Real Estate Capital, LLC | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Limited partners' capital account, units outstanding (in shares) | 148,192 | |||||||||||||
Common Class C | VineBrook Homes OP GP, LLC | VineBrook Contributors | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Limited partners' capital account, units outstanding (in shares) | 1,633,805 | |||||||||||||
Series A Preferred Stock | VineBrook Homes OP GP, LLC | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Preferred stock, dividend rate, percentage | 6.50% | |||||||||||||
Series B Preferred Stock | VineBrook Homes OP GP, LLC | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Preferred stock, dividend rate, percentage | 9.50% |
Noncontrolling Interests - Sche
Noncontrolling Interests - Schedule of Redeemable Noncontrolling Interests (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Variable Interest Entity, Not Primary Beneficiary | |
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |
Noncontrolling interests, beginning balance | $ 105,018 |
Net loss attributable to redeemable noncontrolling interests | (11,515) |
Contributions by redeemable noncontrolling interests | 2,679 |
Distributions to redeemable noncontrolling interests | (2,641) |
Adjustment to reflect redemption value of redeemable noncontrolling interests in the OP | 4,943 |
Noncontrolling interests, ending balance | 98,484 |
VineBrook Homes OP GP, LLC | |
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |
Noncontrolling interests, beginning balance | 251,503 |
Net loss attributable to redeemable noncontrolling interests | (12,407) |
Contributions by redeemable noncontrolling interests | 4,407 |
Distributions to redeemable noncontrolling interests | (5,683) |
Redemptions by redeemable noncontrolling interests in the OP | (457) |
Equity-based compensation | 7,285 |
Other comprehensive loss attributable to redeemable noncontrolling interests in the OP | (484) |
Adjustment to reflect redemption value of redeemable noncontrolling interests in the OP | 25,837 |
Noncontrolling interests, ending balance | $ 270,001 |
Noncontrolling Interests - Sc_2
Noncontrolling Interests - Schedule of Number of PI Units Outstanding (Details) - PI Units - The 2018 Long-Term Incentive Plan - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | ||||||||
Aug. 03, 2023 | Feb. 22, 2023 | Aug. 10, 2022 | May 31, 2021 | Nov. 30, 2020 | May 11, 2020 | Nov. 21, 2019 | Apr. 19, 2019 | Jun. 30, 2024 | |
Number of Units | |||||||||
Number of units outstanding at the beginning of the period (in shares) | 893,733 | ||||||||
Granted (in shares) | 79,304 | 27,849 | 246,169 | 11,764 | 219,826 | 80,399 | 40,000 | 0 | |
Vested (in shares) | (78,423) | ||||||||
Forfeited (in shares) | 0 | ||||||||
Number of units outstanding at the end of the period (in shares) | 815,310 | ||||||||
Value | |||||||||
Units outstanding at the beginning of the period | $ 47,438 | ||||||||
Granted | 0 | ||||||||
Vested | (3,295) | ||||||||
Forfeited | 0 | ||||||||
Units outstanding at the end of the period | $ 44,143 | ||||||||
Weighted average grant date fair value (in dollars per share) | $ 61.63 | $ 63.04 | $ 61.74 | $ 38.29 | $ 33.45 | $ 30.16 | $ 29.12 | $ 27.88 |
Noncontrolling Interests - Sc_3
Noncontrolling Interests - Schedule of Vesting Schedule for the PI Units (Details) - PI Units - The 2018 Long-Term Incentive Plan - shares | 6 Months Ended | |||||||
Feb. 22, 2023 | Aug. 10, 2022 | May 31, 2021 | Nov. 30, 2020 | May 11, 2020 | Nov. 21, 2019 | Apr. 19, 2019 | Jun. 30, 2024 | |
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 815,310 | |||||||
Granted (in shares) | 79,304 | 27,849 | 246,169 | 11,764 | 219,826 | 80,399 | 40,000 | 0 |
Vesting November 30, 2024 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 1,470 | |||||||
Vesting February 22, 2025 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 15,544 | |||||||
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 May 31, 2025 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 29,831 | |||||||
Vesting February 22, 2026 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 15,544 | |||||||
Vesting February 28, 2026 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 475,888 | |||||||
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 February 22, 2027 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 15,544 | |||||||
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 February 22, 2028 | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 15,544 | |||||||
Vesting Upon Successful Completion of Initial Public Offering | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
PI Units Vesting (in shares) | 229,238 |
Noncontrolling Interests - Sc_4
Noncontrolling Interests - Schedule of Consolidated Common Stock and OP Units Outstanding (Details) - shares | Jun. 30, 2024 | Mar. 31, 2024 | Dec. 31, 2023 |
Noncontrolling Interest [Line Items] | |||
Common Stock Shares Outstanding (in shares) | 25,252,565 | 25,006,237 | |
VineBrook Homes OP GP, LLC | |||
Noncontrolling Interest [Line Items] | |||
Consolidated Common Stock Shares and NCI OP Units Outstanding (in shares) | 29,942,529 | 29,692,285 | |
VineBrook Homes Trust, Inc | VineBrook Homes OP GP, LLC | |||
Noncontrolling Interest [Line Items] | |||
Common Stock Shares Outstanding (in shares) | 25,252,565 | 25,132,484 | |
Holders of OP Units | VineBrook Homes OP GP, LLC | |||
Noncontrolling Interest [Line Items] | |||
OP Units Held by NCI (in shares) | 4,689,964 | 4,559,801 | |
NexPoint SFR Operating Partnership, L.P. | VineBrook Homes OP GP, LLC | |||
Noncontrolling Interest [Line Items] | |||
OP Units Held by NCI (in shares) | 4,785,405 |
Noncontrolling Interests - Sc_5
Noncontrolling Interests - Schedule of Noncontrolling Interests (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |
Redemptions by noncontrolling interests in consolidated VIEs | $ (75) |
Variable Interest Entity, Not Primary Beneficiary | |
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |
Noncontrolling interests, beginning balance | 105,018 |
Noncontrolling interests, ending balance | 98,484 |
NexPoint Homes | Variable Interest Entity, Not Primary Beneficiary | |
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |
Noncontrolling interests, beginning balance | 11,742 |
Net loss attributable to noncontrolling interests in consolidated VIEs | (1,814) |
Contributions from noncontrolling interests in consolidated VIEs | 362 |
Distributions to noncontrolling interests in consolidated VIEs | (450) |
Noncontrolling interests, ending balance | $ 9,765 |
Redeemable Series A Preferred_3
Redeemable Series A Preferred Stock - Additional Information (Details) - Series A Preferred Stock | Jun. 30, 2024 $ / shares shares |
Preferred Units [Line Items] | |
Preferred shares issued (in shares) | 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 | 6 Months Ended |
Jun. 30, 2024 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 | (4,000) |
Redeemable Series A Preferred stock, ending balance (in shares) | shares | 4,996,000 |
Balances | |
Redeemable Series A Preferred stock, beginning balance | $ 122,225 |
Repurchase of Redeemable Series A Preferred stock | (61) |
Issuance costs related to Redeemable Series A Preferred stock | (25) |
Net income attributable to Redeemable Series A Preferred stockholders | 4,061 |
Dividends declared to Redeemable Series A Preferred stockholders | (4,061) |
Accretion to redemption value | 176 |
Redeemable Series A Preferred stock, ending balance | $ 122,315 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) | 3 Months Ended | 6 Months Ended | |||||
Jun. 08, 2022 | Jun. 30, 2024 USD ($) loan | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) loan | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | Aug. 03, 2023 USD ($) | |
Related Party Transaction [Line Items] | |||||||
Advisory fees | $ 5,187,000 | $ 5,802,000 | $ 10,446,000 | $ 10,648,000 | |||
Other liabilities | 144,529,000 | 144,529,000 | $ 144,707,000 | ||||
Accrued interest payable | 26,864,000 | 26,864,000 | $ 23,122,000 | ||||
NexPoint Homes | SFR OP Convertible Notes | |||||||
Related Party Transaction [Line Items] | |||||||
Unsecured debt | 102,600,000 | 102,600,000 | |||||
Accrued interest payable | $ 3,800,000 | $ 3,800,000 | |||||
NexPoint Real Estate Advisors V, L.P. | |||||||
Related Party Transaction [Line Items] | |||||||
Advisory agreement, advisory fee, annualized rate of gross asset value | 0.75% | 0.75% | |||||
Advisory agreement, expense cap, percentage of average total assets | 1.50% | 1.50% | |||||
Advisory fees | $ 4,300,000 | 5,800,000 | $ 8,600,000 | 10,600,000 | |||
Internalization fee, factor to multiply by 12 months prior fee | 3 | 3 | |||||
Advisory agreement, notice of termination period | 180 days | ||||||
NexPoint Real Estate Advisors V, L.P. | Advisory Agreement | |||||||
Related Party Transaction [Line Items] | |||||||
Accrued advisory fees payable | $ 4,600,000 | $ 4,600,000 | |||||
NexPoint Real Estate Advisors V, L.P. | Advisory Agreement | NexPoint Homes | |||||||
Related Party Transaction [Line Items] | |||||||
Related party transaction percentage of fee | 0.75% | ||||||
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 | $ 1,000 | |||||
Maximum EBITDA derived from fees | $ 1,000,000 | $ 1,000,000 | |||||
Maximum percentage of combined equity value for management fees | 0.50% | 0.50% | |||||
Managements agreements, manager cash cap | 25% | 25% | |||||
Termination fee, factor to multiply by 12 months prior fee | 3 | 3 | |||||
Related party transaction, amounts of transaction | $ 0 | 16,610,000 | $ 0 | 38,248,000 | |||
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% | 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% | 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% | 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% | 5% | |||||
Related Party | The REIT | |||||||
Related Party Transaction [Line Items] | |||||||
Other liabilities | $ 600,000 | $ 600,000 | |||||
Related Party | VineBrook | |||||||
Related Party Transaction [Line Items] | |||||||
Other liabilities | 100,000 | 100,000 | |||||
Related Party | NexPoint Homes | |||||||
Related Party Transaction [Line Items] | |||||||
Other liabilities | 100,000 | 100,000 | |||||
Related Party | NexPoint SFR Operating Partnership, L.P. | |||||||
Related Party Transaction [Line Items] | |||||||
Other liabilities | 400,000 | 400,000 | |||||
Related Party | Manager Cash Cap Rebate | |||||||
Related Party Transaction [Line Items] | |||||||
Other receivables | $ 0 | $ 0 | 0 | $ 0 | |||
The Manager | Various Expenses Paid By the Manager on Behalf of OP | |||||||
Related Party Transaction [Line Items] | |||||||
Other liabilities | $ 2,100,000 | ||||||
Affiliates of the Advisor | NexPoint Homes | |||||||
Related Party Transaction [Line Items] | |||||||
Contributions from noncontrolling interests in consolidated VIEs | $ 118,800,000 | ||||||
Affiliates of the Advisor | NexPoint Homes | SFR OP Convertible Notes | |||||||
Related Party Transaction [Line Items] | |||||||
Number of debt instruments | loan | 5 | 5 | |||||
Debt instrument, interest rate, stated percentage | 7.50% | 7.50% | |||||
HomeSource Operations, LLC | NexPoint Homes | |||||||
Related Party Transaction [Line Items] | |||||||
Financing receivable, before allowance for credit loss | $ 4,800,000 | $ 4,800,000 | |||||
Notes receivable variable interest rate | 2% | ||||||
Nonvoting interest percentage | 9.99% | 9.99% | |||||
Interest receivable | $ 900,000 | $ 900,000 | |||||
NexPoint Homes Manager | NexPoint Homes | |||||||
Related Party Transaction [Line Items] | |||||||
Related party transaction, amounts of transaction | 1,200,000 | 2,400,000 | |||||
Related party transaction, amounts of transaction expensed during the period | 800,000 | 2,200,000 | |||||
Related party transaction, amounts of transaction capitalized | 100,000 | 200,000 | |||||
NexPoint Homes Manager | Advisory Agreement | NexPoint Homes | |||||||
Related Party Transaction [Line Items] | |||||||
Related party transaction, amounts of transaction | $ 900,000 | $ 1,800,000 | |||||
Parent of Adviser | |||||||
Related Party Transaction [Line Items] | |||||||
Limited partnership interests percentage | 1 | 1 | |||||
General partnership interests percentage | 1 | 1 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Details) - VineBrook Homes, LLC - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Related Party Transaction [Line Items] | ||||
Related party transaction, amounts of transaction | $ 0 | $ 16,610 | $ 0 | $ 38,248 |
Property management fees | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, amounts of transaction | 0 | 3,737 | 0 | 9,144 |
Acquisition fees | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, amounts of transaction | 0 | 0 | 0 | 4 |
Construction supervision fees | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, amounts of transaction | 0 | 2,023 | 0 | 7,279 |
Payroll and benefits | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, amounts of transaction | 0 | 9,973 | 0 | 20,431 |
Other reimbursements | ||||
Related Party Transaction [Line Items] | ||||
Related party transaction, amounts of transaction | $ 0 | $ 877 | $ 0 | $ 1,390 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | Nov. 30, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation settlement | $ 16 |
Segment Information - Additiona
Segment Information - Additional Information (Details) - segment | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Segment Reporting [Abstract] | ||
Number of reportable segments | 2 | 2 |
Segment Information - Schedule
Segment Information - Schedule of Segment Reporting Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Segment Reporting Information [Line Items] | |||||
Revenues | $ 91,745 | $ 88,643 | $ 182,030 | $ 174,748 | |
Expenses | 126,635 | 122,818 | 256,076 | 243,805 | |
Net loss | (38,633) | (48,972) | (82,704) | (141,369) | |
Assets | |||||
Gross operating real estate investments | 3,374,515 | 3,374,515 | $ 3,432,816 | ||
Accumulated depreciation and amortization | (328,757) | (328,757) | (275,534) | ||
Total net operating real estate investments | 3,045,758 | 3,045,758 | 3,157,282 | ||
Real estate held for sale, net | 38,141 | 38,141 | 54,615 | ||
Total net real estate investments | 3,083,899 | 3,083,899 | 3,211,897 | ||
Other assets | 316,373 | 316,373 | 241,443 | ||
TOTAL ASSETS | 3,400,272 | 3,400,272 | 3,453,340 | ||
Liabilities | |||||
Debt payable, net | 2,484,196 | 2,484,196 | 2,433,674 | ||
Other liabilities | 144,529 | 144,529 | 144,707 | ||
Total Liabilities | 2,628,725 | 2,628,725 | 2,578,381 | ||
VineBrook | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 79,993 | 76,403 | 158,282 | 150,385 | |
Expenses | 106,126 | 99,556 | 211,380 | 201,279 | |
Net loss | (24,956) | (37,816) | (55,745) | (123,147) | |
Assets | |||||
Gross operating real estate investments | 2,663,338 | 2,663,338 | 2,671,621 | ||
Accumulated depreciation and amortization | (277,568) | (277,568) | (233,694) | ||
Total net operating real estate investments | 2,385,770 | 2,385,770 | 2,437,927 | ||
Real estate held for sale, net | 14,222 | 14,222 | 54,615 | ||
Total net real estate investments | 2,399,992 | 2,399,992 | 2,492,542 | ||
Other assets | 286,629 | 286,629 | 211,512 | ||
TOTAL ASSETS | 2,686,621 | 2,686,621 | 2,704,054 | ||
Liabilities | |||||
Debt payable, net | 1,925,499 | 1,925,499 | 1,858,946 | ||
Other liabilities | 107,572 | 107,572 | 115,330 | ||
Total Liabilities | 2,033,071 | 2,033,071 | 1,974,276 | ||
NexPoint Homes | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 11,752 | 12,240 | 23,748 | 24,363 | |
Expenses | 20,509 | 23,262 | 44,696 | 42,526 | |
Net loss | (13,677) | $ (11,156) | (26,959) | $ (18,222) | |
Assets | |||||
Gross operating real estate investments | 711,177 | 711,177 | 761,195 | ||
Accumulated depreciation and amortization | (51,189) | (51,189) | (41,840) | ||
Total net operating real estate investments | 659,988 | 659,988 | 719,355 | ||
Real estate held for sale, net | 23,919 | 23,919 | 0 | ||
Total net real estate investments | 683,907 | 683,907 | 719,355 | ||
Other assets | 29,744 | 29,744 | 29,931 | ||
TOTAL ASSETS | 713,651 | 713,651 | 749,286 | ||
Liabilities | |||||
Debt payable, net | 558,697 | 558,697 | 574,728 | ||
Other liabilities | 36,957 | 36,957 | 29,377 | ||
Total Liabilities | $ 595,654 | $ 595,654 | $ 604,105 |
Internalization of the Manage_2
Internalization of the Manager - Additional Information (Details) $ in Millions | Aug. 03, 2023 USD ($) |
The Manager | |
Business Acquisition [Line Items] | |
Business combination, consideration transferred | $ 21.9 |
Internalization of the Manage_3
Internalization of the Manager - Schedule of Estimated Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Aug. 03, 2023 | Jun. 30, 2024 | Dec. 31, 2023 |
Business Acquisition [Line Items] | |||
Goodwill | $ 20,522 | $ 20,522 | |
The Manager | |||
Business Acquisition [Line Items] | |||
Cash | $ 2,632 | ||
Restricted cash | 98 | ||
Other assets | 8,041 | ||
Intangible assets | 3,500 | ||
Goodwill | 20,522 | ||
Accounts payable and other liabilities | (12,508) | ||
Fair value of acquired net assets | 22,285 | ||
Business combination, consideration transferred | 21,900 | ||
Closing adjustments included in preliminary purchase price allocation | $ 400 |
Subsequent Events (Details)
Subsequent Events (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||||
Jul. 25, 2024 $ / shares | Jul. 23, 2024 $ / shares | Aug. 08, 2024 USD ($) home | Jun. 30, 2024 USD ($) $ / shares | Jun. 30, 2024 USD ($) $ / shares | Jun. 30, 2023 USD ($) $ / shares | Jul. 31, 2024 USD ($) | Jul. 24, 2024 USD ($) | Jul. 11, 2024 USD ($) | Apr. 30, 2024 home | Dec. 31, 2023 USD ($) | |
Subsequent Event [Line Items] | |||||||||||
Debt payable, net | $ 2,484,196 | $ 2,484,196 | $ 2,433,674 | ||||||||
Common stock dividends declared (in dollars per share) | $ / shares | $ 0.5301 | $ 1.0602 | $ 1.0602 | ||||||||
Net proceeds from sales of real estate | $ 84,346 | $ 63,077 | |||||||||
NAV per share, fully diluted basis (in dollars per share) | $ / shares | $ 57.57 | ||||||||||
DRIP issuance, discount to NAV | 3% | ||||||||||
VineBrook | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Debt payable, net | $ 1,925,499 | $ 1,925,499 | $ 1,858,946 | ||||||||
Discontinued Operations, Held-for-Sale | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Number of real estate properties | home | 136 | ||||||||||
Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Common stock dividends declared (in dollars per share) | $ / shares | $ 0.5301 | ||||||||||
Common stock, dividends (in dollars per share) | $ / shares | $ 0.5301 | ||||||||||
Subsequent Event | Discontinued Operations, Disposed of by Sale | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Net proceeds from sales of real estate | $ 6,100 | ||||||||||
Subsequent Event | Discontinued Operations, Disposed of by Sale | VineBrook | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Number of real estate properties | home | 80 | ||||||||||
Subsequent Event | Discontinued Operations, Held-for-Sale | VineBrook | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Number of real estate properties | home | 59 | ||||||||||
Warehouse Facility | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Repayments of debt | $ 3,500 | ||||||||||
Debt payable, net | $ 759,400 | ||||||||||
Asset Backed Securitization II | Subsequent Event | Common Class A | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Debt instrument, face amount | $ 19,500 | ||||||||||
Asset Backed Securitization II | Subsequent Event | Common Class B | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Debt instrument, face amount | $ 10,500 | ||||||||||
NexPoint Homes KeyBank Facility | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Repayments of debt | $ 5,000 | ||||||||||
Debt payable, net | $ 40,000 |