NRI Real Token 10-Q 11 Aug 23 2023 Q2 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	6 Months Ended
	Jun. 30, 2023	Aug. 10, 2023
Document Information Line Items
Entity Registrant Name	NRI Real Estate Investment and Technology, Inc.
Trading Symbol	N/A
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		8,000
Amendment Flag	false
Entity Central Index Key	0001877561
Entity Current Reporting Status	No
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Jun. 30, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Shell Company	false
Entity Ex Transition Period	false
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	000-56395
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	87-1031361
Entity Address, Address Line One	1340 South Dixie Highway
Entity Address, Address Line Two	Suite 612
Entity Address, City or Town	Coral Gables
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33146
City Area Code	(305)
Local Phone Number	529-9928
Title of 12(b) Security	None
Security Exchange Name	NONE
Entity Interactive Data Current	Yes

Consolidated & Combined Balance

Consolidated & Combined Balance Sheets - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Assets
Cash & Cash Equivalents	$ 1,490,140	$ 3,108,974
Restricted cash	1,680,215	2,441,674
Accounts receivable	648,034	428,732
Prepaid expenses and other assets	970,118	502,811
Other Assets	1,147,413	2,102,589
Real estate asset, net	189,012,031	190,646,609
Total assets	194,947,951	199,231,389
Liabilities and members’ equity
Accounts payable	1,093,925	2,549,092
Accrued expense and other liabilities	4,029,815	3,074,240
Notes Payable, net of debt issuance costs	144,567,955	141,994,714
Due to affiliates	1,967,385	1,533,317
Total liabilities	151,659,080	149,151,363
Series A Preferred Stock	1	1
Common Stock	80	80
Additional paid in capital	175,796	188,167
Stockholders Equity	16,479,603	21,150,431
Non-Controlling members’ equity	26,192,807	28,568,758
Accumulated other comprehensive income	440,584	172,589
Total equity	43,288,871	50,080,026
Total liabilities and members’ equity	$ 194,947,951	$ 199,231,389

Consolidated and Combined State

Consolidated and Combined Statements of Operations and Other Comprehensive Income (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Revenue
Rooms	$ 2,396,718	$ 2,879,809	$ 6,383,383	$ 6,090,195
Food and beverage	2,471,774	2,680,292	5,317,942	5,734,077
Other hotel revenue	181,306	30,486	315,781	66,445
Total hotel and restaurants revenue	5,049,798	5,590,587	12,017,106	11,890,717
Residential rental and other property income	2,650,822	2,057,065	5,246,958	4,084,114
Parking	302,167	318,421	688,519	692,276
Other revenue	553,953	422,275	1,899,800	871,300
Total revenue	8,556,740	8,388,348	19,852,383	17,538,407
Operating expenses:
Hotel and restaurants operating expenses	5,479,047	5,134,613	11,978,003	10,186,245
Residential property operating expenses	1,092,727	914,326	2,083,514	1,884,195
Parking operating expenses	275,145	272,285	546,638	510,041
Other operating expenses	725,754	828,204	1,576,807	1,495,914
Depreciation expense	1,560,418	1,543,052	3,113,734	3,088,228
Total operating expenses	9,133,091	8,692,480	19,298,696	17,164,623
Income (loss) from operations	(576,351)	(304,132)	553,687	373,784
Other income (expense):
Interest income	653	451	1,332	467
Interest expense	(3,918,737)	(2,201,045)	(7,607,569)	(4,197,700)
Total other income (expense)	(3,918,084)	(2,200,594)	(7,606,237)	(4,197,233)
Net loss	(4,494,435)	(2,504,726)	(7,052,550)	(3,823,449)
Series A preferred dividends	(6,600)	(5,610)	(6,600)	(5,610)
Net loss attributable to common stockholders	(4,501,035)	(2,510,336)	(7,059,150)	(3,829,059)
Other comprehensive income
Unrealized gain on investment securities	297,890		267,995
Comprehensive loss	(4,203,145)	(2,510,336)	(6,791,155)	(3,829,059)
Net loss attributable to non-controlling members	(1,573,951)	(877,155)	(2,469,803)	(1,338,972)
Net loss attributable to stockholders	$ (2,920,484)	$ (1,627,571)	$ (4,582,747)	$ (2,484,477)

Consolidated & Combined Stateme

Consolidated & Combined Statements of Equity (Unaudited) - USD ($)	Total	Additional paid in capital	Common Stock	Total Common Stock	Accumulated other comprehensive income	Total Equity	Less: Non-Controlling Interest	Partners’ Equity Additional paid in capital	Partners’ Equity NRI Real Token Thesis LLC	Partners’ Equity 1350 S Dixie Holdings, LLC	Partners’ Equity NPI South Dixie, LLC	Partners’ Equity NRI Real Token, LP	Partners’ Equity NRI Real Token Inc	Partners’ Equity NRI Real Token Advisors LLC	Partners’ Equity Partners’ Equity	Partners’ Equity Total Partners’ Equity	Series A Series A preferred stock	Series A Additional paid in capital	Series A Total Series A preferred stock
Balance at Dec. 31, 2021	$ 28,351,365					$ 60,713,087	$ 32,361,722	$ 6,763,667	$ 38,255,632			$ 15,693,788				$ 60,713,087
Issuance of Stock	123,000	12,990	10	13,000		123,000											1	109,999	110,000
Syndication Costs	(11,209)					(17,250)	(6,041)					(17,250)				(17,250)
Net loss	(856,906)	(1,674)		(1,674)		(1,318,723)	(461,817)					(1,317,049)				(1,317,049)
Balance at Mar. 31, 2022	27,606,250	11,316	10	11,326		59,500,114	31,893,864	6,763,667	38,255,632			14,359,489				59,378,788	1	109,999	110,000
Balance at Dec. 31, 2021	28,351,365					60,713,087	32,361,722	6,763,667	38,255,632			15,693,788				60,713,087
Net loss	(2,484,477)
Balance at Jun. 30, 2022	26,060,069	93,177	80	93,257		57,076,778	31,016,709	6,763,667	38,255,632			11,859,832				56,879,131	1	104,389	104,390
Balance at Mar. 31, 2022	27,606,250	11,316	10	11,326		59,500,114	31,893,864	6,763,667	38,255,632			14,359,489				59,378,788	1	109,999	110,000
Series A preferred Dividends	(5,610)					(5,610)												(5,610)	(5,610)
Issuance of Stock	87,000	86,930	70	87,000		87,000
Net loss	(1,627,571)	(5,069)		(5,069)		(2,504,726)	(877,155)					(2,499,657)				(2,499,657)
Balance at Jun. 30, 2022	26,060,069	93,177	80	93,257		57,076,778	31,016,709	6,763,667	38,255,632			11,859,832				56,879,131	1	104,389	104,390
Balance at Dec. 31, 2022	21,511,268	90,378	80	90,458	172,589	50,080,026	28,568,758	6,763,667	38,255,632			4,699,890				49,719,189	1	97,789	97,790
Other comprehensive income	(19,426)				(29,895)	(29,895)	(10,469)
Net loss	(1,662,263)	(1,966)		(1,966)		(2,558,115)	(895,852)					(2,556,149)				(2,556,149)
Balance at Mar. 31, 2023	19,829,579	88,412	80	88,492	142,694	47,492,016	27,662,437	6,763,667	38,255,632			2,143,741				47,163,040	1	97,789	97,790
Balance at Dec. 31, 2022	21,511,268	90,378	80	90,458	172,589	50,080,026	28,568,758	6,763,667	38,255,632			4,699,890				49,719,189	1	97,789	97,790
Net loss	(4,582,747)
Balance at Jun. 30, 2023	17,096,064	84,607	80	84,687	440,584	43,288,871	26,192,807	6,763,667	38,255,632			(2,346,889)				42,672,410	1	91,189	91,190
Balance at Mar. 31, 2023	19,829,579	88,412	80	88,492	142,694	47,492,016	27,662,437	6,763,667	38,255,632			2,143,741				47,163,040	1	97,789	97,790
Other comprehensive income	193,569				297,890	297,890	104,321
Series A preferred Dividends	(6,600)					(6,600)												(6,600)	(6,600)
Net loss	(2,920,484)	(3,805)		(3,805)		(4,494,435)	(1,573,951)					(4,490,630)				(4,490,630)
Balance at Jun. 30, 2023	$ 17,096,064	$ 84,607	$ 80	$ 84,687	$ 440,584	$ 43,288,871	$ 26,192,807	$ 6,763,667	$ 38,255,632			$ (2,346,889)				$ 42,672,410	$ 1	$ 91,189	$ 91,190

Consolidated and Combined Sta_2

Consolidated and Combined Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Cash flows from operating activities
Net loss	$ (7,052,550)	$ (3,823,449)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation expense	3,113,734	3,088,228
Amortization of debt issuance costs	813,997	812,232
Changes in operating assets and liabilities:
Accounts Receivable	(219,302)
Other Assets	1,223,170	545,858
Prepaid expenses and other assets	(467,307)	(490,803)
Accounts payable	(1,021,099)	(1,492,078)
Accrued expenses and other liabilities	955,575	255,885
Net cash used in operating activities	(2,653,782)	(1,104,127)
Cash flows from investing activities
Additions to real estate asset	(1,479,156)	(670,169)
Net cash used in investing activities	(1,479,156)	(670,169)
Cash flows from financing activities
Mortgage note proceeds	1,759,245	1,261,432
Contributions from members, net		110,000
Series A preferred dividends	(6,600)	(5,610)
Subscription Receivable		1,825,000
Syndication cost		(17,250)
Net cash provided by financing activities	1,752,645	3,173,572
Net (decrease) increase in cash, restricted cash and cash equivalents	(2,380,293)	1,399,276
Cash, restricted cash and cash equivalents at beginning of period	5,550,648	4,608,920
Cash, restricted cash and cash equivalents at end of period	3,170,355	6,008,196
Supplemental cash flow disclosure
Cash paid for interest	6,502,091	3,004,975
Non-cash investing and financing activities:
Interest capitalized in notes payable		312,087
Accounts payable, accrued expenses and due to affiliates included in real estate asset		$ 139,868

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2023
Summary of Significant Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization Unless otherwise indicated or unless the context requires otherwise, all references in these financial statements to (“the Company”) refer to NRI Real Estate Investment Technology Inc. together with its commonly controlled and consolidated subsidiaries, including NRI Real Token Thesis LLC, a Delaware limited liability company formed on June 7 th NRI Real Estate Investment and Technology, Inc., a Maryland corporation and formerly known as NRI Real Token, Inc. was incorporated on June 2, 2021 for the initial purpose of owning, developing and managing THesis Miami, located at 1350 S. Dixie Highway, Coral Gables, Florida 33146. THesis Miami includes a hotel, apartments, retail (restaurants and shopping) units and a parking garage which we refer to herein as the Property or the real estate asset. The Company conducts substantially all of its business through its operating partnership, NRI Real Token, LP, a Delaware limited partnership (the “Operating Partnership”). Prior to November 19, 2021, the Property was owned and operated by 1350 S Dixie Holdings LLC (the “Property Owner”) which was transferred to the Operating Partnership on November 19, 2021 (the “Closing Date”). On July 9, 2021, the Company commenced an offering (the “Offering”) of up to $85,000,000 limited partnership units (the “OP Units”) in a private placement to qualified purchasers who met the definition of “accredited investors,” as provided in Regulation D of the Securities Act of 1933, as amended (the “Securities Act”). Upon election of the limited partner, subject to certain limitations, each OP Unit is convertible into one share of common stock of the Company, which, subject to the Company successfully establishing the required infrastructure, may represented as digital securities (distributed ledger shares) which are designated as NRI Real Estate Investment and Technology Security Tokens (the “Security Tokens”), or, at the election of the Company, cash in an equivalent value. Each Security Token, if issued, will represent one share of common stock of the Company. Pursuant to the Offering, which concluded on December 31, 2021, the Operating Partnership issued 7,742,309 OP Units resulting in gross offering proceeds of approximately $79.4 million. The net proceeds from the Offering, approximately $73 million, were used to redeem approximately $73 million of interests of 54 Madison Capital, LP (the “Investor Member”) and to pay corresponding closing costs. Basis of preparation The accompanying unaudited consolidated and combined financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”). Principles of consolidation The consolidated and combined financial statements of the Company include the accounts of the Company, entities under common management, the Operating Partnership and all wholly-owned and controlled subsidiaries. All intercompany balances and transactions have been eliminated in the consolidated financial statements. Under consolidation guidance, we have determined that our Operating Partnership is a variable interest entity because the holders of limited partnership interests do not have substantive kick-out rights or participating rights. Furthermore, we are the primary beneficiary of the Operating Partnership because we have the obligation to absorb losses and the right to receive benefits from the Operating Partnership and the exclusive power to direct the activities of the Operating Partnership. As of June 30, 2023 and 2022, the assets and liabilities of the Company and the Operating Partnership are substantially the same, as the Company does not have any significant assets other than its investment in the Operating Partnership. The accompanying unaudited consolidated financial statements have been prepared in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) as established by the Financial Accounting Standards Board (“FASB”) in the Accounting Standards Codification (“ASC”) including modifications issued under Accounting Standards Updates (“ASUs”). Use of estimates The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash, restricted cash, and cash equivalents Restricted cash consists of cash held in accounts specifically for future payments of interest and real estate taxes, reserves for replacement of furniture, fixtures and equipment and tenant security deposits for the residential apartment leases. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated statements of cash flows at June 30, 2023 and 2022: 6/30/2023 6/30/2022 Cash and cash equivalents $ 1,490,140 $ 2,458,642 Restricted cash 1,680,215 3,549,554 Cash, restricted cash, and cash equivalents $ 3,170,355 $ 6,008,196 Real estate asset, net Costs associated with the acquisition, development, and construction of the Property were capitalized in accordance with Accounting Standards Codification (“ASC”) 970-360-25, Real Estate Project Costs. Property and equipment, also included as part of the real estate asset, are recorded at cost, with depreciation being recognized over the assets’ estimated useful life on the straight-line basis as follows: Years Building and improvements 39 Furniture, fixtures and equipment 7 Expenditures for major improvements and betterments are capitalized and minor repairs and maintenance are charged to expense as incurred. Income taxes The Property Owner is organized as a limited liability company and has elected to be treated as a partnership for federal and state income tax purposes. Accordingly, the members of the Property Owner are taxed on their proportional share of the Property Owner’s taxable income (loss). Therefore, no provision for federal and state corporate income taxes has been included in these consolidated financial statements. The Property Owner recognizes the tax benefits from uncertain tax positions that the entity has taken or expects to take on a tax return. In the unlikely event an uncertain tax position existed in which the Property Owner could incur income taxes, the Property Owner would evaluate whether there is a probability that the uncertain tax position taken would be sustained upon examination by a taxing authority. Reserves for uncertain tax positions would then be recorded if the Property Owner determined it is probable position would not be sustained upon examination. As of June 30, 2023, the Company does not believe it has any uncertain tax positions that would result in the Company having a liability to the taxing authority. It is the Company’s policy to accrue any interest and penalties associated with its tax obligations when paid. There were no income tax related interest or penalties for the periods ended June 30, 2023 and 2022. The Company is organized as a C Corp and the Operating Partnership is organized as a limited partnership. Jointly the Company and Operating Partnership form a REIT structure. The Company elected REIT status for the 2022 tax year. Revenue recognition The primary sources of revenue include room and food and beverage revenue from the Company’s hotel and restaurants and rental income from the Property Owner’s residential apartments and retail space. Rooms revenue represents revenue from the occupancy of our hotel rooms, which is driven by the occupancy and average daily rate charged. Rooms revenue includes revenue from guest no-shows, daily use, and early/late departure fees. The contracts for room stays with customers are generally short in duration and revenues are recognized as services are provided over the course of the hotel stay at the daily transaction price agreed under the contract. Food and beverage revenue consists of revenue from the restaurants and lounges, in room dining and mini bars revenue, and banquet/catering revenue from group and social functions. Payment of the transaction price is due immediately when the customer purchases the goods and services. Therefore, revenue is recognized at a point in time when the physical possession has transferred to the customer. Residential rental and other property income is recognized over the term of the tenant leases, which is generally for 12 months, when collectability is probable and the tenant has taken possession or controls the physical use of the lease asset. Lease incentives to secure new tenants are recognized as they are incurred given the short-term nature of the related lease arrangements. Reimbursements from tenants for utilities and shared expenses are recognized as revenue and are included in rental and other property income in the period the expenses are incurred, with the corresponding expenses included in residential property operating expenses. Additionally, nonrefundable lease application and administrative fees are recognized as they are earned. Parking revenue consists of transient self-parking, month-to-month rentals and valet parking. For transient self-parking and valet parking, revenue is recognized at a point in time at the respective transaction price once services are completed. For month-to-month rentals, revenue is recognized over time based on the terms of the rental agreement. Other revenue primarily includes rental income from certain retail leases which is recognized on a straight line basis over the term of the respective lease agreement. Debt issuance costs Cost incurred to acquire debt are recorded as a reduction against the notes payable. Amortization of debt issuance costs is calculated using the straight-line method over the term of the notes payable. Amortization expense during development of the Property was included in the real estate asset on the consolidated balance sheet. Description of Securities The Company is authorized to issue 490,000,000 shares of common stock, $0.01 par value per share (“common stock”), and 10,000,000 shares of preferred stock, $0.01 par value per share (“preferred stock”). The charter authorizes the board of directors, with the approval of a majority of the entire board and without any action on the part of stockholders, to amend the charter to increase or decrease the aggregate number of shares of stock that the Company is authorized to issue or the number of authorized shares of any class or series of stock of the Company. As of June 30, 2023, 8,000 shares of common stock, 110 shares of Series A Preferred Stock of the Company are issued and outstanding. Under Maryland law, stockholders generally are not liable for a corporation’s debts or obligations. Shares Outstanding consist of the following at June 30, 2023 and June 30, 2022: 6/30/2023 6/30/2022 Shares Shares Book Value Shares Shares Book Value Authorized Issued per Share Authorized Issued per Share Series A Preferred Stock 10,000,000 110 $ 1,000 10,000,000 110 $ 1,000 (par value $0.01) Common Stock 490,000,000 8000 $ 12.50 490,000,000 8000 $ 12.50 (par value $0.01) Weighted Average Shares 500,000,000 8110 $ 25.89 500,000,000 8110 $ 25.89 The Company has not presented earnings (loss) per share on the accompanying statements of operations as such information is not meaningful. Series A Preferred Stock has the following rights and privileges: ● The shares of Series A Preferred Stock are senior to all classes and series of the Company’s stock, including shares of common stock of the Company. ● Dividends on outstanding shares of Series A Preferred Stock accrue on a daily basis at the rate of 12.0% per annum, and will be cumulative from and including the date of issuance. Dividends on the shares of Series A Preferred Stock are be payable semiannually, in arrears, on June 30 and December 31 of each year, when, as and if authorized by the board of directors of the Company and declared by the Company. ● The holders of shares of Series A Preferred Stock will not be entitled to vote in the election of directors or on any other matters submitted to the Company’s stockholders. ● The Company’s outstanding shares of Series A Preferred Stock are subject to redemption, in whole or in part, at any time, upon notice by the Company to the record holder of the shares of Series A Preferred Stock to be redeemed. ● In the event of any voluntary or involuntary liquidations, dissolution or winding up of the Company’s affairs, the holders of outstanding shares of Series A Preferred Stock will be entitled to be paid, out of the Company’s assets legally available for distribution, a liquidation preference per share of Series A Preferred Stock equal to $1,000 plus the amount of accrued and unpaid dividends. ● Series A Preferred Stock is not convertible. On January 31, 2022, we issued 1,040 shares of common stock to certain investors for aggregate consideration of $13,000 under a private placement to purchasers who met the definition of “accredited investors,” as provided in Regulation D of the Securities Act. On April 11, 2022 the Board of Directors authorized the issuance of up to 7,000 shares of Common Stock to U.S. persons, selected by NRI Real Token Advisors LLC, in exchange for cash consideration of not less than $12.50 per share. On the date of the board resolution, 6,960 common shares were issued for $87,000. The total common shares outstanding after this transaction was 8,000. New Accounting Pronouncement In March 2020, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2020-4, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting Reference Rate Reform (Topic 848), Scope, ● Allowing modifications of debt contracts with lenders that fall under the guidance of ASC Topic 470 to be accounted for as a non- substantial modification and not be considered a debt extinguishment. ● Allowing a change to contractual terms of a hedging instrument in conjunction with reference rate reform to not require a designation of the hedging relationship. ● Allowing a change to the interest rate used for margining, discounting, or contract price alignment for a derivative that is a cash flow hedge to not be considered a change to the critical terms of the hedge and will not require a designation of the hedging relationship. The Company is evaluating the potential impacts of ASU No. 2020-4, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on the financial statements.

Liquidity

Liquidity	6 Months Ended
	Jun. 30, 2023
Liquidity [Abstract]
LIQUIDITY	2. LIQUIDITY The Company incurred a net loss of $7.1 million for the six months ended June 30, 2023. On May 10, 2021, the Company entered into two new loan agreements with Starwood Property Mortgage, the details of which are discussed in Note 4. From inception through June 30, 2023, the Company had borrowed approximately $146.4 million to fund construction of the Property, with approximately $3.6 million remaining availability on its existing credit facilities as of June 30, 2023. The Company anticipates capital needs through the end of 2023 and is considering raising capital through a Series B offering by its operating partnership NRI Real Token, LP.

Real Estate Asset, Net

Real Estate Asset, Net	6 Months Ended
	Jun. 30, 2023
Real Estate Asset, Net [Abstract]
REAL ESTATE ASSET, NET	3. REAL ESTATE ASSET, NET Real estate asset, net is recorded at cost. Improvements and replacements are capitalized when they extend the useful life of the asset. Costs of repairs and maintenance are expensed as incurred. Depreciation is computed using the straight-line method over the estimated useful life of up to 39 years for buildings and improvements, two to seven years for furniture, fixtures and equipment. We are required to make subjective assessments as to the useful lives of our real estate asset for purposes of determining the amount of depreciation to record on an annual basis with respect to our real estate asset. These assessments have a direct impact on our net income because if we were to shorten the expected useful lives of our real estate asset, we would depreciate these investments over fewer years, resulting in more depreciation expense and lower net income on an annual basis. Based on the occurrence of certain events or changes in the circumstances, we review the recoverability of the real estate asset’s carrying value. Such changes in circumstances include the following: ● a significant change in the market price of a long-lived asset, ● a significant adverse change in the extent or manner in which a long-lived asset is being used or in its physical condition, ● a significant change in legal factors or in the business climate that could affect the value of the long-lived asset, including an adverse action or assessment by a regulator, ● an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset, ● a current period operating or cash flow loss with a history of operating or cash flow losses or a projection of forecast that demonstrates continuing losses associated with the use of the long-lived asset, and ● a current expectation that, it is more likely than not, a long-lived asset will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. We review our real estate asset on an on-going basis to evaluate the existence of any of the aforementioned events or changes in circumstances that would require us to test for recoverability. In general, our review of recoverability is based on an estimate of the future undiscounted cash flows, excluding interest charges, expected to result from the asset’s use and eventual disposition. These estimates consider factors such as expected future operating income, market and other applicable trends and residual value expected, as well as the effects of hotel demand, competition and other factors. Other assumptions used in the review of recoverability include the holding period and the expected terminal capitalization rate. If impairment exists due to the inability to recover the carrying value of a property, an impairment loss is recorded to the extent that the carrying value exceeds the estimated fair value of the property. We are required to make subjective assessments as to whether there are impairments in the values of our real estate asset. 6/30/2023 12/31/2022 Land $ 38,000,000 $ 38,000,000 Building and improvements 153,224,150 151,964,491 Furniture, fixtures and equipment 16,328,996 16,109,499 Real estate assets 207,553,146 206,073,990 Less: accumulated depreciation (18,541,116 ) (15,427,381 ) Real estate asset, net $ 189,012,030 $ 190,646,609

Notes Payable

Notes Payable	6 Months Ended
	Jun. 30, 2023
Notes Payable [Abstract]
NOTES PAYABLE	4. NOTES PAYABLE Notes Payable consist of the following at June 30, 2023 and December 31, 2022: 6/30/2023 12/31/2022 Senior Loan $ 113,466,004 $ 112,103,770 Mezzanine Loan 32,943,267 32,546,256 Less: unamortized debt issuance costs (1,841,316 ) (2,655,312 ) Notes payable, net of debt issuance costs $ 144,567,955 $ 141,994,714 Contractual Debt Maturities The following table summarizes the contractual debt maturities and scheduled amortization payments, excluding debt premiums discounts and debt issuance costs, as of June 30, 2023, and does not consider extension options available to the Company. 2023 - 2024 $ 146,409,271 2025 - 2026 - 2027 - Thereafter - Total $ 146,409,271 On May 10, 2021, the Prior Operating Company, a subsidiary of the Property Owner at the time, entered into a new loan agreement (the “Senior Loan”) with Starwood Property Mortgage SUB-12-A, LLC to borrow a principal sum of $116.3 million, of which $107.6 million was advanced at closing. Subsequent to closing on May 10, 2021, the Senior Loan was split into two notes through a Note Severance and Splitter Agreement with Starwood Property Mortgage SUB-12-A: (i) Promissory Note A-1 with a principal sum of $107.6 million and (ii) Promissory Note A-2 with a principal sum of $8.7 million (combined as the “Senior Loan”). The Senior Loan has an initial maturity date of May 9, 2024. Additionally on May 10, 2021, 1350 S Dixie Mezz Borrower (“Mezz Borrower”), a subsidiary of the Property Owner at the time, closed on a promissory note (the “Mezz Loan A-1”) with Starwood Property Mortgage SUB-12-A, LLC to borrow a principal sum of $31.2 million and a promissory note (the “Mezz Loan A-2”) with Starwood Property Mortgage SUB- 12-A, LLC to borrow a principal sum of $2.5 million. Mezz Loan A-1 and Mezz Loan A-2 combined are recorded on the financials as one loan (the “Mezz Loan”) for a total principal sum of $33.8 million of which $31.2 million was advanced at closing. Mezzanine Loan has an initial maturity date of May 9, 2024. On November 19, 2021, the Senior Loan and Mezz Loan were amended and restated, to, among other things, permit the restructuring of the Company’s corporation structure. In addition, February 14, 2022, the loan agreements were amended to, among other things, allow for distributions of cash and shares by the Company to permit compliance with applicable tax rules. Until certain cash flow tests are met, annual cash distributions will be capped at $150,000 per year while distributions of Company shares will be capped at $600,000, permitting a combined distribution of $750,000 per annum. On September 20, 2022, the Company and the Lender amended the Senior Loan and Mezz Loan to, among other things, change the benchmark for the interest rate calculation from one month USD London Inter-Bank Offered Rate (“LIBOR”) to the one month term Secured Overnight Financing Rate (“SOFR”) (i) in anticipation of the planned phasing out of the LIBOR benchmark rate in 2023, and (ii) to modify the interest rate cap requirements in an effort to minimize the impact of the cap purchases on the Company’s cash balances. The Senior Loan spread was changed from 2.25% to 2.35%. The Mezzanine Loan spread was changed from 11.14% to 11.24%, reflecting the historic difference between SOFR and LIBOR. As part of the loan amendments, the Company was able to negotiate a higher strike price of its interest rate cap rates at 3.15%, and a reduced term of one year, both of which had the effect of reducing the upfront cash outlay required to purchase the interest rate caps. Additionally, on September 22, 2022, the Senior Loan Borrower and Mezz Borrower purchased two interest rate caps from Goldman Sachs Bank USA, one each for the Senior Loan and Mezz Loan. Both interest rate caps have a maturity of October 9, 2023, with notional values of $116,250,000 and $33,750,000, respectively, and a strike rate of 3.15%. The purpose of the interest rate caps is to protect the Mezz Borrower and Senior Loan Borrower from increases in the benchmark interest rate until October 9, 2023. The cost of the interest rate cap for the Senior Loan and Mezz Loan was $1,420,000 and $410,000, respectively. The fair value of the interest rate cap for the Senior Loan and Mezz Loan at June 30, 2023 was $1,047,413. As of June 30, 2023 the Senior Loan had a principal balance of $113.5 million compared to a principal balance on December 31, 2022 of $112.1 million. The Mezz Loan had a principal balance of $32.9 million as of June 30, 2023 compared to a principal balance on December 31, 2022 of $32.5 million. Aggregate interest expense related to the loans was approximately $3.9 million and $7.6 million for the three and six months ended June 30, 2023, respectively, and $2.2 million and $4.2 million for the three and six months ended June 30, 2022, respectively. The increase in interest expense resulted from an increase in the principal balances on the Senior and Mezz Loans to $146.4 from $141.9 million as of June 30, 2023 and 2022, respectively, from draws on our unfunded reserves under the loan during the period, and an increase in the SOFR index rate from 1.50% to 5.09% as of such dates. Other In connection with obtaining the prior Senior and Mezz Loans, the Prior Operating Company and Mezz Borrower incurred $3.25 million of debt issuance cost, which have been deferred and have been amortized fully upon refinancing of the loans in May 2021. In connection with the refinancing of the loans, the Prior Operating Company and Mezz Borrower, incurred an additional $2.24 million of debt issuance cost during the year ended December 31, 2021. The Company incurred an additional $2.58 million of financing costs in connection with the acquisition of the Property, which have been capitalized and are included in deferred loan costs. Amortization expense of debt issuance costs incurred totaled $406,999 and $813,997 for the three and six months ended June 30, 2023, respectively, and $406,998 and $812,231 for the three and six months ended June 30, 2022, respectively.

Related Party Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2023
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	5. RELATED PARTY TRANSACTIONS The development activities of the Company are conducted by a related party, NP International USA, LLC in exchange for a development management fee. This development fee is payable in installments between the initial funding received by the Property Owner through 30 days after the scheduled project completion date. The development management fee is 5% of base hard cost as outlined in the Limited Liability Company agreement of the Property Owner, of which 44.5% is paid to a member in exchange for consulting services. There were no charges for the development management fee for the three and six months ended June 30, 2023 and June 30, 2022. There were no amounts payable for the development management fee at June 30, 2023 and December 31, 2022. The construction management activities of the Company are conducted by a related party, NRI Construction LLC, in exchange for construction management fee. NRI Construction LLC is an affiliate entity of executives of the Company. This fee is payable in installments between the effective date of the commencement of the construction project through the scheduled project completion date. Charges for the construction management fee totaled approximately $44,861 and $57,135 for the three and six months ended June 30, 2023, respectively, and $30,000 and $80,000 for the three and six months ended June 30, 2022, respectively. Amounts payable for the construction management fee at June 30, 2023 and December 31, 2022 were $57,135 and $0, respectively. The construction fees were included in construction in progress during the period the Property was under construction. These intercompany payables amounts were eliminated in consolidation. The day to day operations and activities of the Company are conducted by a related party, NRI Real Token Advisors, LLC (the “Advisor”), in exchange for an advisory fee. NRI Real Token Advisors, LLC is an affiliate entity of executives of the Company. This fee is payable on a monthly basis in arrears based on the total gross revenue of the Property. Charges for the advisory fee totaled approximately $107,829 and $227,591 for the three and six months ended June 30, 2023, respectively, and $94,502 and $182,845 for the three and six months ended June 30, 2022, respectively. Additionally, the Advisor is reimbursed for operational expenses by the Company. This includes, but is not limited to, salary and wage reimbursement, travel and supplies. Reimbursements for the Advisor totaled $0 for both the three and six months ended June 30, 2023 and $63,025 and $125,038 for the three and six months ended June 30, 2022, respectively. There were $0 charges payable to the Advisor for reimbursements at June 30, 2023 and $0 at December 31, 2022. The facilities management for the Property are administered through the Shared Facilities Management Agreement (the “Shared Facilities Agreement”) with NPI Management, Inc. (“NPI Management”), an affiliate of the Operating Partnership. NPI Management, Inc. is an affiliate entity of executives of the Company. NPI Management performs certain management, maintenance and other administrative duties required to be performed under the Declaration of Covenants, Restrictions and Easements for the property. NPI Management does not receive a management fee for its services, but is reimbursed for costs including “burden on labor” and overhead. The Shared Facilities Management Agreement had an initial term ending on February 1, 2021 and automatically renews for one year periods unless otherwise terminated by the parties. The Shared Facilities Management Agreement was automatically extended at the end of the initial term. Each of the Property Owner and NPI Management may terminate the Shared Facilities Management Agreement without cause with 30-days’ notice.

Concentration of Risk

Concentration of Risk	6 Months Ended
	Jun. 30, 2023
Concentration of Risk [Abstract]
CONCENTRATION OF RISK	6. CONCENTRATION OF RISK Cash and cash equivalents The Company, in the normal course of business, maintains checking and savings account balances that may exceed the FDIC insurance coverage limit.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2023
Commitments and Contingencies [Abstract]
COMMITMENTS AND CONTINGENCIES	7. COMMITMENTS AND CONTINGENCIES Legal Matters The Company and its consolidated and combined subsidiaries are subject to certain claims and complaints that arise during the ordinary course of business. The Company is not aware of any claims or complaints that would have a significant effect on the financial position or results of operations of the Company if disposed of unfavorably. Hotel Management Agreement In November 2019, the Prior Operating Company entered into a Hotel Management Agreement (the “Management Agreement”) with a Hotel Management Company (the “Manager”) for an initial term of 10 years, commencing on the opening of the hotel at the Property. For services rendered as defined by the Management Agreement, the Manager will earn a base fee equal to the sum of (i) 3% of total revenues and (ii) 1% of food and beverage (“F&B”) area income, as defined within the Management Agreement. Additionally, the Manager is entitled to an annual incentive fee in the event that the net operating income, as defined, exceeds the projected net operating income set forth within each fiscal years approved budget. The aggregate of the base fees and incentive fees payable to the Manager in any given fiscal year may not exceed 5% of the sum of total revenues and F&B area income. The Manager was paid management fees of $102,232 and $254,419 for the three and six months ended June 30, 2023, respectively, and $113,897 and $241,825 for the three and six months ended June 30, 2022, respectively. The manager was paid incentive fees of $209,732 and $400,386 for the three and six months ended June 30, 2023, respectively, and $210,033 and $384,315 for the three and six months ended June 30, 2022, respectively. Leasing Property Management Agreement In July 2019, the Prior Operating Company became party to a Residential Property Management Agreement (the “Residential Agreement”) with Gables Residential Services, Inc. (the “Property Manager”) for the residential portion of the project. For services rendered as defined within the Residential Agreement, the Property Manager earns a fee equal to the greater of (i) 3% of gross receipts or (ii) $10,000 until the property reaches stabilization, defined as 93% occupancy of all leasable units. Upon stabilization, the Property Manager earns a fee equal to the greater of (i) 3% of gross receipts or (ii) $12,000. In no event shall the Property Manager earn more than 4% of gross receipts. The Property Manager was paid $79,277 and $156,390 for the three and six months ended June 30, 2023, respectively, and $61,394 and $122,221 for the three and six months ended June 30, 2022, respectively, per the Residential Agreement. REIT Lease Agreement On November 9, 2021, the Prior Operating Company (the “Lessor”) entered a REIT Lease Agreement (the “Lease”) with NRI Real Token Tenant, LLC (the “Lessee”), a wholly owned subsidiary of the Company, for the Lessor’s interest in the hotel. The Lease term is 3 years from the commencement date. The Lease terms require annual base rent of $1.5 million, payable in twelve monthly installments and Percentage Rent for Rooms Revenue greater than $8.0 million and F&B Revenue greater than $9.5 million. Parking Facilities Management Agreement On July 12, 2019, the Property Owner entered into a three-year Parking Facilities Management Agreement with Legacy Parking Company, LLC (“Legacy”). Legacy provides 24/7 operational and management services for the parking facility at the Property, including the preparation of annual budgets and the collection of parking revenues. The Property Owner pays Legacy a base, annual management fee of $15,000, paid in monthly installments, as well as an incentive management fee equal to 9.5% of the net operating income of the parking facility (generally, parking revenues minus operating expenses) in excess of (a) $500,000 for the first year and (b) $600,000 for the remainder of the term subject to a cap of 4% of the annual parking revenues. The agreement automatically renews for one-year terms unless otherwise terminated by either party. Each of Property Owner and Legacy may terminate the agreement with a 30-days’ notice (in the case of Property Owner) and a 60-days’ notice (in the case of Legacy). Legacy was paid $9,462 and $14,979 for the three and six months ended June 30, 2023, respectively, and $3,750 and $9,602 for the three and six months ended June 30, 2022, respectively, per the Parking Facilities Management Agreement. Shared Facilities Management Agreement On May 28, 2020, Property Owner entered into a Shared Facilities Management Agreement effective as of February 1, 2020, with NPI Management, Inc. (“NPI Management”), an affiliate of the Operating Partnership, for the Paseo de la Riviera project. NPI Management performs certain management, maintenance and other administrative duties required to be performed under the Declaration of Covenants, Restrictions and Easements for the property. NPI Management receives reimbursements for costs including “burden on labor” and overhead as well as a shared facilities fee. The Shared Facilities Management Agreement had an initial term ending on February 1, 2021 and automatically renews for one year periods unless otherwise terminated by the parties. The Shared Facilities Management Agreement was automatically extended at the end of the initial term. Each of the Property Owner and NPI Management may terminate the Shared Facilities Management Agreement without cause with 30-days’ notice. The shared facilities fee was $266,352 and $434,138 for the three and six months ended June 30, 2023, respectively, and $152,442 and $304,884 for the three and six months ended June 30, 2022, respectively. These amounts are recorded as an expense in the current year and are classified in the due to affiliates balance on the Company’s balance sheet.

Covid-19

Covid-19	6 Months Ended
	Jun. 30, 2023
Covid-19 [Abstract]
COVID-19	8. COVID-19 On January 30, 2020, the world health organization announced a global health emergency because of a new strain of coronavirus originated in Wuhan, China (the “Covid-19 outbreak”) and the risks to the international community as the virus spreads globally beyond its point of origin. In March 2020, the world health organization classified the COVID-19 outbreak as a pandemic, based on the rapid increase in exposure globally. The full impact of the COVID-19 outbreak continues to evolve as of the date of this report. Therefore, should this matter continue for an extended period of time, it could negatively impact our business, results of operations, and financial position, however, the related financial impact cannot be reasonably estimated at this time. Management is actively monitoring the global situation and its effect on the Company’s financial condition, liquidity, operations, suppliers, industry, and workforce. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security (“CARES”) act was enacted and signed into law. Management has evaluated the provisions of the act and does not believe the act will have a material impact on the Company.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	6 Months Ended
	Jun. 30, 2023
Summary of Significant Accounting Policies [Abstract]
Basis of preparation	Basis of preparation The accompanying unaudited consolidated and combined financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”).
Principles of consolidation	Principles of consolidation The consolidated and combined financial statements of the Company include the accounts of the Company, entities under common management, the Operating Partnership and all wholly-owned and controlled subsidiaries. All intercompany balances and transactions have been eliminated in the consolidated financial statements. Under consolidation guidance, we have determined that our Operating Partnership is a variable interest entity because the holders of limited partnership interests do not have substantive kick-out rights or participating rights. Furthermore, we are the primary beneficiary of the Operating Partnership because we have the obligation to absorb losses and the right to receive benefits from the Operating Partnership and the exclusive power to direct the activities of the Operating Partnership. As of June 30, 2023 and 2022, the assets and liabilities of the Company and the Operating Partnership are substantially the same, as the Company does not have any significant assets other than its investment in the Operating Partnership. The accompanying unaudited consolidated financial statements have been prepared in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) as established by the Financial Accounting Standards Board (“FASB”) in the Accounting Standards Codification (“ASC”) including modifications issued under Accounting Standards Updates (“ASUs”).
Use of estimates	Use of estimates The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Cash, restricted cash, and cash equivalents	Cash, restricted cash, and cash equivalents Restricted cash consists of cash held in accounts specifically for future payments of interest and real estate taxes, reserves for replacement of furniture, fixtures and equipment and tenant security deposits for the residential apartment leases. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated statements of cash flows at June 30, 2023 and 2022: 6/30/2023 6/30/2022 Cash and cash equivalents $ 1,490,140 $ 2,458,642 Restricted cash 1,680,215 3,549,554 Cash, restricted cash, and cash equivalents $ 3,170,355 $ 6,008,196
Real estate asset, net	Real estate asset, net Costs associated with the acquisition, development, and construction of the Property were capitalized in accordance with Accounting Standards Codification (“ASC”) 970-360-25, Real Estate Project Costs. Property and equipment, also included as part of the real estate asset, are recorded at cost, with depreciation being recognized over the assets’ estimated useful life on the straight-line basis as follows: Years Building and improvements 39 Furniture, fixtures and equipment 7 Expenditures for major improvements and betterments are capitalized and minor repairs and maintenance are charged to expense as incurred.
Income taxes	Income taxes The Property Owner is organized as a limited liability company and has elected to be treated as a partnership for federal and state income tax purposes. Accordingly, the members of the Property Owner are taxed on their proportional share of the Property Owner’s taxable income (loss). Therefore, no provision for federal and state corporate income taxes has been included in these consolidated financial statements. The Property Owner recognizes the tax benefits from uncertain tax positions that the entity has taken or expects to take on a tax return. In the unlikely event an uncertain tax position existed in which the Property Owner could incur income taxes, the Property Owner would evaluate whether there is a probability that the uncertain tax position taken would be sustained upon examination by a taxing authority. Reserves for uncertain tax positions would then be recorded if the Property Owner determined it is probable position would not be sustained upon examination. As of June 30, 2023, the Company does not believe it has any uncertain tax positions that would result in the Company having a liability to the taxing authority. It is the Company’s policy to accrue any interest and penalties associated with its tax obligations when paid. There were no income tax related interest or penalties for the periods ended June 30, 2023 and 2022. The Company is organized as a C Corp and the Operating Partnership is organized as a limited partnership. Jointly the Company and Operating Partnership form a REIT structure. The Company elected REIT status for the 2022 tax year.
Revenue recognition	Revenue recognition The primary sources of revenue include room and food and beverage revenue from the Company’s hotel and restaurants and rental income from the Property Owner’s residential apartments and retail space. Rooms revenue represents revenue from the occupancy of our hotel rooms, which is driven by the occupancy and average daily rate charged. Rooms revenue includes revenue from guest no-shows, daily use, and early/late departure fees. The contracts for room stays with customers are generally short in duration and revenues are recognized as services are provided over the course of the hotel stay at the daily transaction price agreed under the contract. Food and beverage revenue consists of revenue from the restaurants and lounges, in room dining and mini bars revenue, and banquet/catering revenue from group and social functions. Payment of the transaction price is due immediately when the customer purchases the goods and services. Therefore, revenue is recognized at a point in time when the physical possession has transferred to the customer. Residential rental and other property income is recognized over the term of the tenant leases, which is generally for 12 months, when collectability is probable and the tenant has taken possession or controls the physical use of the lease asset. Lease incentives to secure new tenants are recognized as they are incurred given the short-term nature of the related lease arrangements. Reimbursements from tenants for utilities and shared expenses are recognized as revenue and are included in rental and other property income in the period the expenses are incurred, with the corresponding expenses included in residential property operating expenses. Additionally, nonrefundable lease application and administrative fees are recognized as they are earned. Parking revenue consists of transient self-parking, month-to-month rentals and valet parking. For transient self-parking and valet parking, revenue is recognized at a point in time at the respective transaction price once services are completed. For month-to-month rentals, revenue is recognized over time based on the terms of the rental agreement. Other revenue primarily includes rental income from certain retail leases which is recognized on a straight line basis over the term of the respective lease agreement.
Debt issuance costs Cost	Debt issuance costs Cost incurred to acquire debt are recorded as a reduction against the notes payable. Amortization of debt issuance costs is calculated using the straight-line method over the term of the notes payable. Amortization expense during development of the Property was included in the real estate asset on the consolidated balance sheet.
Description of Securities	Description of Securities The Company is authorized to issue 490,000,000 shares of common stock, $0.01 par value per share (“common stock”), and 10,000,000 shares of preferred stock, $0.01 par value per share (“preferred stock”). The charter authorizes the board of directors, with the approval of a majority of the entire board and without any action on the part of stockholders, to amend the charter to increase or decrease the aggregate number of shares of stock that the Company is authorized to issue or the number of authorized shares of any class or series of stock of the Company. As of June 30, 2023, 8,000 shares of common stock, 110 shares of Series A Preferred Stock of the Company are issued and outstanding. Under Maryland law, stockholders generally are not liable for a corporation’s debts or obligations. Shares Outstanding consist of the following at June 30, 2023 and June 30, 2022: 6/30/2023 6/30/2022 Shares Shares Book Value Shares Shares Book Value Authorized Issued per Share Authorized Issued per Share Series A Preferred Stock 10,000,000 110 $ 1,000 10,000,000 110 $ 1,000 (par value $0.01) Common Stock 490,000,000 8000 $ 12.50 490,000,000 8000 $ 12.50 (par value $0.01) Weighted Average Shares 500,000,000 8110 $ 25.89 500,000,000 8110 $ 25.89 The Company has not presented earnings (loss) per share on the accompanying statements of operations as such information is not meaningful. Series A Preferred Stock has the following rights and privileges: ● The shares of Series A Preferred Stock are senior to all classes and series of the Company’s stock, including shares of common stock of the Company. ● Dividends on outstanding shares of Series A Preferred Stock accrue on a daily basis at the rate of 12.0% per annum, and will be cumulative from and including the date of issuance. Dividends on the shares of Series A Preferred Stock are be payable semiannually, in arrears, on June 30 and December 31 of each year, when, as and if authorized by the board of directors of the Company and declared by the Company. ● The holders of shares of Series A Preferred Stock will not be entitled to vote in the election of directors or on any other matters submitted to the Company’s stockholders. ● The Company’s outstanding shares of Series A Preferred Stock are subject to redemption, in whole or in part, at any time, upon notice by the Company to the record holder of the shares of Series A Preferred Stock to be redeemed. ● In the event of any voluntary or involuntary liquidations, dissolution or winding up of the Company’s affairs, the holders of outstanding shares of Series A Preferred Stock will be entitled to be paid, out of the Company’s assets legally available for distribution, a liquidation preference per share of Series A Preferred Stock equal to $1,000 plus the amount of accrued and unpaid dividends. ● Series A Preferred Stock is not convertible. On January 31, 2022, we issued 1,040 shares of common stock to certain investors for aggregate consideration of $13,000 under a private placement to purchasers who met the definition of “accredited investors,” as provided in Regulation D of the Securities Act. On April 11, 2022 the Board of Directors authorized the issuance of up to 7,000 shares of Common Stock to U.S. persons, selected by NRI Real Token Advisors LLC, in exchange for cash consideration of not less than $12.50 per share. On the date of the board resolution, 6,960 common shares were issued for $87,000. The total common shares outstanding after this transaction was 8,000.
New Accounting Pronouncement	New Accounting Pronouncement In March 2020, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2020-4, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting Reference Rate Reform (Topic 848), Scope, ● Allowing modifications of debt contracts with lenders that fall under the guidance of ASC Topic 470 to be accounted for as a non- substantial modification and not be considered a debt extinguishment. ● Allowing a change to contractual terms of a hedging instrument in conjunction with reference rate reform to not require a designation of the hedging relationship. ● Allowing a change to the interest rate used for margining, discounting, or contract price alignment for a derivative that is a cash flow hedge to not be considered a change to the critical terms of the hedge and will not require a designation of the hedging relationship. The Company is evaluating the potential impacts of ASU No. 2020-4, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on the financial statements.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2023
Summary of Significant Accounting Policies [Abstract]
Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash Reported Within the Consolidated Statements of Cash Flows	The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated statements of cash flows at June 30, 2023 and 2022: 6/30/2023 6/30/2022 Cash and cash equivalents $ 1,490,140 $ 2,458,642 Restricted cash 1,680,215 3,549,554 Cash, restricted cash, and cash equivalents $ 3,170,355 $ 6,008,196
Schedule of Property and Equipment	Property and equipment, also included as part of the real estate asset, are recorded at cost, with depreciation being recognized over the assets’ estimated useful life on the straight-line basis as follows: Years Building and improvements 39 Furniture, fixtures and equipment 7
Schedule of Shares Outstanding	Shares Outstanding consist of the following 6/30/2023 6/30/2022 Shares Shares Book Value Shares Shares Book Value Authorized Issued per Share Authorized Issued per Share Series A Preferred Stock 10,000,000 110 $ 1,000 10,000,000 110 $ 1,000 (par value $0.01) Common Stock 490,000,000 8000 $ 12.50 490,000,000 8000 $ 12.50 (par value $0.01) Weighted Average Shares 500,000,000 8110 $ 25.89 500,000,000 8110 $ 25.89

Real Estate Asset, Net (Tables)

Real Estate Asset, Net (Tables)	6 Months Ended
	Jun. 30, 2023
Real Estate Asset, Net [Abstract]
Schedule of Values of Our Real Estate Asset	We are required to make subjective assessments as to whether there are impairments in the values of our real estate asset. 6/30/2023 12/31/2022 Land $ 38,000,000 $ 38,000,000 Building and improvements 153,224,150 151,964,491 Furniture, fixtures and equipment 16,328,996 16,109,499 Real estate assets 207,553,146 206,073,990 Less: accumulated depreciation (18,541,116 ) (15,427,381 ) Real estate asset, net $ 189,012,030 $ 190,646,609

Notes Payable (Tables)

Notes Payable (Tables)	6 Months Ended
	Jun. 30, 2023
Notes Payable [Abstract]
Schedule of Notes Payable	Notes Payable consist of the following at June 30, 2023 and December 31, 2022: 6/30/2023 12/31/2022 Senior Loan $ 113,466,004 $ 112,103,770 Mezzanine Loan 32,943,267 32,546,256 Less: unamortized debt issuance costs (1,841,316 ) (2,655,312 ) Notes payable, net of debt issuance costs $ 144,567,955 $ 141,994,714
Schedule of Contractual Debt Maturities and Scheduled Amortization Payments	The following table summarizes the contractual debt maturities and scheduled amortization payments, excluding debt premiums discounts and debt issuance costs, as of June 30, 2023, and does not consider extension options available to the Company. 2023 - 2024 $ 146,409,271 2025 - 2026 - 2027 - Thereafter - Total $ 146,409,271

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details) - USD ($)				1 Months Ended	6 Months Ended
	Apr. 11, 2022	Jan. 31, 2022	Jul. 09, 2021	Dec. 31, 2021	Jun. 30, 2023
Summary of Significant Accounting Policies (Details) [Line Items]
Offering cost (in Dollars)			$ 85,000,000
Common stock shares			one
Shares of common stock					8,000
Interest rate					12%
Accrued and unpaid dividends (in Dollars)					$ 1,000
Aggregate consideration amount (in Dollars)		$ 13,000
Price per share (in Dollars per share)	$ 12.5
Common shares amount issued (in Dollars)	$ 87,000
Transaction of shares	8,000
Common Stock [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Common stock shares			one
Common stock, authorized					490,000,000
Par value per share (in Dollars per share)					$ 0.01
Common stock issued	6,960	1,040
Common stock authorized	7,000
Preferred Stock [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Preferred stock, authorized					10,000,000
Preferred stock, par value (in Dollars per share)					$ 0.01
Series A Preferred Stock [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Shares of preferred stock					110
Investor [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Share issued				7,742,309
Gross offering proceeds (in Dollars)				$ 79,400,000
Net proceeds (in Dollars)					$ 73,000,000
Shares redeem (in Dollars)					$ 73,000,000

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details) - Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash Reported Within the Consolidated Statements of Cash Flows - USD ($)	Jun. 30, 2023	Dec. 31, 2022	Jun. 30, 2022
Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash Reported Within the Consolidated Statements of Cash Flows [Abstract]
Cash and cash equivalents	$ 1,490,140	$ 3,108,974	$ 2,458,642
Restricted cash	1,680,215	$ 2,441,674	3,549,554
Cash, restricted cash, and cash equivalents	$ 3,170,355		$ 6,008,196

Summary of Significant Accoun_5

Summary of Significant Accounting Policies (Details) - Schedule of Property and Equipment	Jun. 30, 2023
Building and improvements [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life of property and equipment	39 years
Furniture, fixtures and equipment [Member]
Public Utility, Property, Plant and Equipment [Line Items]
Estimated useful life of property and equipment	7 years

Summary of Significant Accoun_6

Summary of Significant Accounting Policies (Details) - Schedule of Shares Outstanding - $ / shares	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Summary of Significant Accounting Policies (Details) - Schedule of Shares Outstanding [Line Items]
Weighted Average Shares, Shares Authorized	500,000,000	500,000,000
Weighted Average Shares, Shares Issued	8,110	8,110
Weighted Average Shares, Book Value per Share (in Dollars per share)	$ 25.89	$ 25.89
Common Stock [Member]
Summary of Significant Accounting Policies (Details) - Schedule of Shares Outstanding [Line Items]
Shares Authorized	490,000,000	490,000,000
Shares Issued	8,000	8,000
Book Value per Share (in Dollars per share)	$ 12.5	$ 12.5
Series A Preferred Stock [Member]
Summary of Significant Accounting Policies (Details) - Schedule of Shares Outstanding [Line Items]
Shares Authorized	10,000,000	10,000,000
Shares Issued	110	110
Book Value per Share (in Dollars per share)	$ 1,000	$ 1,000

Summary of Significant Accoun_7

Summary of Significant Accounting Policies (Details) - Schedule of Shares Outstanding (Parentheticals)	Jun. 30, 2023 $ / shares
Common Stock [Member]
Summary of Significant Accounting Policies (Details) - Schedule of Shares Outstanding (Parentheticals) [Line Items]
Par value	$ 0.01
Series A Preferred Stock [Member]
Summary of Significant Accounting Policies (Details) - Schedule of Shares Outstanding (Parentheticals) [Line Items]
Par value	$ 0.01

Liquidity (Details)

Liquidity (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2023	May 10, 2021
Liquidity [Abstract]
Net loss	$ (7.1)
Amount borrowed	146.4	$ 2.5
Remaining existing credit	$ 3.6

Real Estate Asset, Net (Details

Real Estate Asset, Net (Details)	6 Months Ended
	Jun. 30, 2023
Real Estate Asset, Net [Abstract]
Estimated useful life	39 years

Real Estate Asset, Net (Detai_2

Real Estate Asset, Net (Details) - Schedule of Values of Our Real Estate Asset - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Real estate assets	$ 207,553,146	$ 206,073,990
Less: accumulated depreciation	(18,541,116)	(15,427,381)
Real estate asset, net	189,012,030	190,646,609
Land [Member]
Property, Plant and Equipment [Line Items]
Real estate assets	38,000,000	38,000,000
Building and improvements [Member]
Property, Plant and Equipment [Line Items]
Real estate assets	153,224,150	151,964,491
Furniture, fixtures and equipment [Member]
Property, Plant and Equipment [Line Items]
Real estate assets	$ 16,328,996	$ 16,109,499

Notes Payable (Details)

Notes Payable (Details) - USD ($)				3 Months Ended		6 Months Ended		12 Months Ended
	Sep. 20, 2022	Nov. 19, 2021	May 10, 2021	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2021	Dec. 31, 2022	Sep. 22, 2022	May 31, 2021
Notes Payable (Details) [Line Items]
Principal balance			$ 2,500,000	$ 146,400,000		$ 146,400,000
New loan agreement, description			(i) Promissory Note A-1 with a principal sum of $107.6 million and (ii) Promissory Note A-2 with a principal sum of $8.7 million (combined as the “Senior Loan”)
Annual cash distributions		$ 150,000
Capped amount		600,000
Combined distribution		$ 750,000
Interest rate caps, percentage	3.15%
Reduced term	1 year
Cap interest rate										3.15%
Aggregate interest expense				3,900,000	$ 2,200,000	7,600,000	$ 4,200,000
Increase in interest expense						$ 146.4	$ 141,900,000
SOFR index rate						1.50%	5.09%
Debt issuance cost											$ 3,250,000
Additional debt issuance cost								$ 2,240,000
Additional financing costs						$ 2,580,000
Amortization expense of debt issuance costs				406,999	$ 406,998	813,997	$ 812,232
Senior Loan [Member]
Notes Payable (Details) [Line Items]
Principal balance			$ 116,300,000	113,500,000		113,500,000			$ 112,100,000
Advanced closing amount			$ 107,600,000
Maturity date			May 9, 2024
Notional values										$ 116,250,000
Cost of interest cap rate										1,420,000
Mezz Loan [Member]
Notes Payable (Details) [Line Items]
Principal balance			$ 33,800,000	32,900,000		32,900,000			$ 32,500,000
Advanced closing amount			$ 31,200,000
Maturity date			May 9, 2024
Notional values										33,750,000
Cost of interest cap rate				$ 1,047,413		$ 1,047,413				$ 410,000
Senior Loan Spread [Member] | Minimum [Member]
Notes Payable (Details) [Line Items]
Loan spread, percentage	2.25%
Senior Loan Spread [Member] | Maximum [Member]
Notes Payable (Details) [Line Items]
Loan spread, percentage	2.35%
Mezzanine Loan Spread [Member] | Minimum [Member]
Notes Payable (Details) [Line Items]
Loan spread, percentage	11.14%
Mezzanine Loan Spread [Member] | Maximum [Member]
Notes Payable (Details) [Line Items]
Loan spread, percentage	11.24%
Mezz Borrower [Member]
Notes Payable (Details) [Line Items]
Amortization expense of debt issuance costs							$ 812,231
Mezz Borrower [Member] | Mezz Loan [Member]
Notes Payable (Details) [Line Items]
Principal balance			$ 31,200,000

Notes Payable (Details) - Sched

Notes Payable (Details) - Schedule of Notes Payable - Notes Payable [Member] - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Less: unamortized debt issuance costs	$ (1,841,316)	$ (2,655,312)
Notes payable, net of debt issuance costs	144,567,955	141,994,714
Senior Loan [Member]
Debt Instrument [Line Items]
Notes payable	113,466,004	112,103,770
Mezzanine Loan [Member]
Debt Instrument [Line Items]
Notes payable	$ 32,943,267	$ 32,546,256

Notes Payable (Details) - Sch_2

Notes Payable (Details) - Schedule of Contractual Debt Maturities and Scheduled Amortization Payments	Jun. 30, 2023 USD ($)
Schedule of Contractual Debt Maturities and Scheduled Amortization Payments [Abstract]
2023
2024	146,409,271
2025
2026
2027
Thereafter
Total	$ 146,409,271

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Related Party Transactions [Abstract]
Percentage of base hard cost			5%
Consulting services percentage			44.50%
Charges for construction management fee	$ 44,861	$ 30,000	$ 57,135	$ 80,000
Amounts payable for construction management fee	57,135		57,135		$ 0
Charges for advisory fee	107,829	94,502	227,591	182,845
Reimbursements for advisor	$ 0	$ 63,025	0	$ 125,038
Charges payable to the advisor for reimbursements			$ 0		$ 0

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($)					3 Months Ended		6 Months Ended
	Nov. 09, 2021	Nov. 30, 2019	Jul. 31, 2019	Jul. 12, 2019	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Commitments and Contingencies (Details) [Line Items]
Initial term		10 years
Hotel management agreement, descriptions		For services rendered as defined by the Management Agreement, the Manager will earn a base fee equal to the sum of (i) 3% of total revenues and (ii) 1% of food and beverage (“F&B”) area income, as defined within the Management Agreement. Additionally, the Manager is entitled to an annual incentive fee in the event that the net operating income, as defined, exceeds the projected net operating income set forth within each fiscal years approved budget. The aggregate of the base fees and incentive fees payable to the Manager in any given fiscal year may not exceed 5% of the sum of total revenues and F&B area income.
Management fees				$ 15,000	$ 102,232	$ 113,897	$ 254,419	$ 241,825
Incentive fees					209,732	210,033	400,386	384,315
Residential agreement, description			For services rendered as defined within the Residential Agreement, the Property Manager earns a fee equal to the greater of (i) 3% of gross receipts or (ii) $10,000 until the property reaches stabilization, defined as 93% occupancy of all leasable units. Upon stabilization, the Property Manager earns a fee equal to the greater of (i) 3% of gross receipts or (ii) $12,000. In no event shall the Property Manager earn more than 4% of gross receipts. The Property Manager was paid $79,277 and $156,390 for the three and six months ended June 30, 2023, respectively, and $61,394 and $122,221 for the three and six months ended June 30, 2022, respectively, per the Residential Agreement.
Lease term	3 years
Rent Payable	$ 1,500,000
Percentage of net operating income				9.50%
Parking revenues				$ 500,000	725,754	828,204	1,576,807	1,495,914
Remaining parking revenue				$ 600,000
Percentage of annual parking revenues				4%
Legacy paid					9,462	3,750	14,979	9,602
Facility Fee					$ 266,352	$ 152,442	$ 434,138	$ 304,884
Minimum [Member]
Commitments and Contingencies (Details) [Line Items]
Rent Payable	8,000,000
Maximum [Member]
Commitments and Contingencies (Details) [Line Items]
Rent Payable	$ 9,500,000