Document And Entity Information
Document And Entity Information - USD ($) $ in Thousands | 12 Months Ended | 64 Months Ended | ||
Dec. 31, 2023 | Apr. 28, 2023 | Mar. 25, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | ||||
Entity Registrant Name | BROAD STREET REALTY, INC. | |||
Entity Central Index Key | 0000764897 | |||
Document Type | 10-K | |||
Document Period End Date | Dec. 31, 2023 | |||
Amendment Flag | false | |||
Current Fiscal Year End Date | --12-31 | |||
Entity Well-known Seasoned Issuer | No | |||
Entity Voluntary Filers | No | |||
Entity Current Reporting Status | Yes | |||
ICFR Auditor Attestation Flag | false | |||
No Trading Symbol Flag | true | |||
Entity Filer Category | Non-accelerated Filer | |||
Entity Public Float | $ 25,591,421 | |||
Entity Common Stock, Shares Outstanding | 33,401,959 | |||
Document Fiscal Year Focus | 2023 | |||
Document Fiscal Period Focus | FY | |||
Entity Shell Company | false | |||
Entity Small Business | true | |||
Entity Emerging Growth Company | false | |||
Entity File Number | 001-09043 | |||
Entity Tax Identification Number | 36-3361229 | |||
Document Financial Statement Error Correction [Flag] | false | |||
Entity Address, Address Line One | 11911 Freedom Drive | |||
Entity Address, Address Line Two | Suite 450 | |||
Entity Address, City or Town | Reston | |||
Entity Address, State or Province | VA | |||
Entity Address, Postal Zip Code | 20190 | |||
City Area Code | 301 | |||
Local Phone Number | 828-1200 | |||
Entity Incorporation, State or Country Code | DE | |||
Entity Interactive Data Current | Yes | |||
Document Annual Report | true | |||
Document Transition Report | false | |||
Title of 12(b) Security | None | |||
Security Exchange Name | NONE | |||
Auditor Name | Cherry Bekaert, LLP | BDO USA, LLP | ||
Auditor Location | Richmond, Virginia | Potomac, Maryland | ||
Auditor Firm ID | 677 | 243 | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's Definitive Proxy Statement relating to its 2024 Annual Meeting of Stockholders are incorporated by reference into Part III of this report. The registrant expects to file its Definitive Proxy Statement with the Securities and Exchange Commission within 120 days after December 31, 2023. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Real estate properties | ||
Land | $ 54,936 | $ 67,225 |
Building and improvements | 281,598 | 300,699 |
Intangible lease assets | 33,374 | 41,228 |
Construction in progress | 5,462 | 4,231 |
Furniture and equipment | 1,711 | 1,711 |
Less accumulated depreciation and amortization | (51,890) | (42,047) |
Total real estate properties, net | 325,191 | 373,047 |
Cash and cash equivalents | 9,779 | 12,356 |
Restricted cash | 4,018 | 4,675 |
Straight-line rent receivable | 3,090 | 2,397 |
Tenant and accounts receivable, net of allowance of $194 and $165, respectively | 1,918 | 1,874 |
Derivative assets | 796 | 3,426 |
Other assets, net | 6,327 | 4,511 |
Total Assets | 351,119 | 402,286 |
Liabilities | ||
Mortgage and other indebtedness, net (includes $16,187 and $17,895, respectively, at fair value under the fair value option) | 231,049 | 267,616 |
Accounts payable and accrued liabilities | 15,457 | 15,411 |
Unamortized intangible lease liabilities, net | 633 | 1,553 |
Payables due to related parties | 63 | 44 |
Deferred tax liabilities, net | 0 | 3,968 |
Deferred revenue | 827 | 1,252 |
Total liabilities | 248,029 | 289,844 |
Commitments and contingencies | ||
Temporary Equity | ||
Redeemable noncontrolling preferred interest | 87,288 | 73,697 |
Permanent Equity | ||
Preferred stock, $0.01 par value, 1,000,000 shares authorized: Series A preferred stock, 20,000 shares authorized, 500 shares issued and outstanding at December 31, 2023 and 2022, respectively | 0 | 0 |
Common stock, $0.01 par value, 300,000,000 and 50,000,000 shares authorized, 33,417,101 and 32,256,974 issued and outstanding at December 31, 2023 and 2022, respectively | 334 | 323 |
Additional paid in capital | 55,186 | 72,097 |
Accumulated deficit | (36,387) | (33,294) |
Accumulated other comprehensive income | 547 | 56 |
Total Broad Street Realty, Inc. stockholders' equity | 19,680 | 39,182 |
Noncontrolling interest | (3,878) | (437) |
Total permanent equity | 15,802 | 38,745 |
Total Liabilities, Temporary Equity and Permanent Equity | $ 351,119 | $ 402,286 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Allowance for accounts receivables | $ 194 | $ 165 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred Stock Shares Issued | 500 | 500 |
Preferred stock, shares outstanding | 500 | 500 |
Common stock, shares par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 300,000,000 | 50,000,000 |
Common stock, shares issued | 33,417,101 | 32,256,974 |
Common stock, shares outstanding | 33,417,101 | 32,256,974 |
Mezzanine Loan [Member] | ||
Fair value option | $ 16,187 | $ 17,895 |
Series A preferred stock | ||
Preferred stock, par value | $ 0.01 | |
Preferred stock, shares authorized | 20,000 | 20,000 |
Preferred stock, shares outstanding | 500 | 500 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Revenues | ||
Rental income | $ 38,990 | $ 29,871 |
Total revenues | 42,169 | 32,951 |
Operating Expenses | ||
Cost of services | 1,928 | 1,917 |
Property operating | 11,653 | 8,672 |
Depreciation and amortization | 18,778 | 17,436 |
Impairment of real estate assets | 973 | 0 |
Impairment of real estate assets held for sale | 2,353 | 0 |
Bad debt expense | 134 | 235 |
General and administrative | 12,456 | 13,513 |
Total operating expenses | 48,275 | 41,773 |
Gain on disposal of properties | 11,486 | 0 |
Operating gain (loss) | 5,380 | (8,822) |
Other income (expense) | ||
Net interest and other income | 938 | 26 |
Derivative fair value adjustment | (692) | 2,638 |
Net gain (loss) on fair value change on debt held under the fair value option | 2,344 | (3,151) |
Interest expense | (18,504) | (12,710) |
Loss on extinguishment of debt | (43) | (59) |
Other expense | (68) | (52) |
Total other expense | (16,025) | (13,308) |
Net loss before income taxes | (10,645) | (22,130) |
Income tax benefit, net | 3,628 | 5,857 |
Net loss | (7,017) | (16,273) |
Less: Preferred equity return on Fortess preferred equity | (14,641) | (1,492) |
Less: Preferred equity accretion to redemption value | (3,247) | 0 |
Less: Preferred OP units return | (483) | (48) |
Plus: Net loss attributable to noncontrolling interest | 3,924 | 2,522 |
Net loss attributable to common stockholders | $ (21,464) | $ (15,291) |
Net loss attributable to common stockholders per share | ||
Net loss attributable to common stockholders per share, Basic | $ (0.6) | $ (0.47) |
Net loss attributable to common stockholders per share, Diluted | $ (0.6) | $ (0.47) |
Weighted average shares outstanding | ||
Weighted average shares outstanding, Basic | 35,608,163 | 32,378,526 |
Weighted average shares outstanding, Diluted | 35,608,163 | 32,378,526 |
Commissions [Member] | ||
Revenues | ||
Revenues | $ 2,897 | $ 2,523 |
Management and other income [Member] | ||
Revenues | ||
Revenues | $ 282 | $ 557 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (7,017) | $ (16,273) |
Other comprehensive income: | ||
Change in fair value due to credit risk on debt held under the fair value option | 491 | 56 |
Total other comprehensive income | 491 | 56 |
Comprehensive loss | $ (6,526) | $ (16,217) |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income [Member] | Non-controlling Interest [Member] |
Beginning balance at Dec. 31, 2021 | $ 48,124 | $ 319 | $ 70,022 | $ (19,543) | $ (2,674) | ||
Beginning balance (in shares) at Dec. 31, 2021 | 500 | 31,873,428 | |||||
Issuance of Common Stock, shares | 96,170 | ||||||
Issuance of Common Stock, values | $ 2 | 294 | (296) | ||||
Grants of restricted stock | 138,262 | ||||||
Forfeitures of restricted stock, shares | (21,987) | ||||||
Shares surrendered for taxes upon vesting, shares | (4,307) | ||||||
Shares surrendered for taxes upon vesting, values | (5) | (5) | |||||
Issuance of warrants | 2,397 | 2,397 | |||||
Stock-based compensation | 1,937 | $ 2 | 1,935 | ||||
Stock-based compensation, shares | 175,408 | ||||||
Tax effect of change in ownership percentage of OP | (1,006) | (1,006) | |||||
Issuance of common OP units | 807 | 807 | |||||
Issuance of preferred OP units | 4,220 | 4,220 | |||||
Preferred equity return on Fortress preferred equity investment | (1,492) | (1,492) | |||||
Preferred OP units return | (20) | (48) | 28 | ||||
Other comprehensive income | 56 | $ 56 | |||||
Net loss | (16,273) | (13,751) | (2,522) | ||||
Ending balance at Dec. 31, 2022 | 38,745 | $ 323 | 72,097 | (33,294) | 56 | (437) | |
Ending balance (in shares) at Dec. 31, 2022 | 500 | 32,256,974 | |||||
Grants of restricted stock | 697,393 | ||||||
Forfeitures of restricted stock, shares | (21,856) | ||||||
Shares surrendered for taxes upon vesting, shares | (4,126) | ||||||
Shares surrendered for taxes upon vesting, values | (6) | (6) | |||||
Stock-based compensation | 1,477 | $ 11 | 1,466 | ||||
Stock-based compensation, shares | 488,716 | ||||||
Preferred equity return on Fortress preferred equity investment | (14,641) | (14,641) | |||||
Preferred equity accretion | (3,247) | (3,247) | |||||
Preferred OP units return | (483) | 483 | |||||
Other comprehensive income | 491 | 491 | |||||
Net loss | (7,017) | (3,093) | (3,924) | ||||
Ending balance at Dec. 31, 2023 | $ 15,802 | $ 334 | $ 55,186 | $ (36,387) | $ 547 | $ (3,878) | |
Ending balance (in shares) at Dec. 31, 2023 | 500 | 33,417,101 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Cash flows from operating activities | ||
Net loss | $ (7,017) | $ (16,273) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Deferred income taxes | (3,968) | (5,857) |
Depreciation and amortization | 18,778 | 17,436 |
Amortization of deferred financing costs and debt discounts | 834 | 1,510 |
Amortization and (accretion) of above and below market lease intangibles, net | 319 | (387) |
Minimum return on basis preferred interest | (331) | (1,112) |
Loss on extinguishment of debt | 43 | 59 |
Gain on disposal of property | (11,486) | 0 |
Impairment of real estate assets | 973 | 0 |
Impairment of real estate assets held for sale | 2,353 | 0 |
Straight-line rent receivable | (1,137) | (945) |
Amortization of operating lease right-of-use assets | (16) | (35) |
Stock-based compensation | 1,477 | 1,937 |
Change in fair value of derivatives | 692 | (2,638) |
Change in fair value on debt held under the fair value option | (2,344) | 3,151 |
Bad debt expense | 134 | 235 |
Write-off of related party receivables | 0 | 8 |
Changes in operating assets and liabilities | ||
Accounts receivable | (192) | (110) |
Other assets | (28) | (838) |
Receivables due from related parties | (4) | 201 |
Accounts payable and accrued liabilities | (2,515) | (786) |
Payables due to related parties | 19 | 6 |
Deferred revenues | (362) | 337 |
Net cash used in operating activities | (3,778) | (4,101) |
Cash flows from investing activities | ||
Cash received on disposition of real estate, net of selling costs | 44,754 | 0 |
Acquisitions of real estate, net of cash and restricted cash received | 0 | (129,534) |
Insurance proceeds | 2,022 | 0 |
Capitalized pre-acquisition costs, net of refunds | 0 | 197 |
Capital expenditures for real estate | (7,970) | (6,154) |
Net cash provided by (used in) investing activities | 38,806 | (135,491) |
Cash flows from financing activities | ||
Borrowings under debt agreements | 46,836 | 121,601 |
Preferred equity investment | 0 | 80,000 |
Repayments under debt agreements | (81,010) | (49,995) |
Proceeds related to interest rate swap | 2,171 | 0 |
Payments related to interest rate swap | (773) | 0 |
Taxes remitted upon vesting of restricted stock | (6) | (5) |
Distributions to preferred noncontrolling interests | 0 | (20) |
Preferred equity return on preferred equity investment | (4,297) | (100) |
Debt and temporary equity origination and discount fees | (1,230) | (7,382) |
Proceeds from related parties | 47 | 1,917 |
Payments to related parties | 0 | (417) |
Net cash (used in) provided by financing activities | (38,262) | 145,599 |
(Decrease) increase in cash, cash equivalents, and restricted cash | (3,234) | 6,007 |
Cash, cash equivalents and restricted cash at beginning of period | 17,031 | 11,024 |
Cash, cash equivalents and restricted cash at end of period | 13,797 | 17,031 |
Reconciliation of cash and cash equivalents and restricted cash: | ||
Cash and cash equivalents | 9,779 | 12,356 |
Restricted cash | 4,018 | 4,675 |
Cash, cash equivalents and restricted cash at end of period | 13,797 | 17,031 |
Supplemental Cash Flow Information | ||
Interest paid | 17,217 | 11,297 |
Taxes paid, net | 25 | 32 |
Supplemental disclosure of non-cash investing and financing activities | ||
Acquisition of real estate | 0 | (20,884) |
Common OP Units issued in acquisitions | 0 | 807 |
Preferred OP Units issued in acquisition | 0 | 4,220 |
Debt assumed in Mergers | 0 | 15,466 |
Warrants issued in acquisition | 0 | 391 |
Warrants issued with Preferred Equity Investment and Mezzanine Loan | 0 | 2,006 |
Capitalized Preferred Return | (10,301) | (1,047) |
Accrued Current Preferred Return | (389) | (445) |
Capitalized interest on Mezzanine loan | (1,126) | 0 |
Accrued acquisition costs | 0 | 46 |
Accrued pre-acquisition costs | 0 | 2 |
Accrued capital expenditures for real estate | $ 1,890 | $ 1,254 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Note 1 - Organization and Natur
Note 1 - Organization and Nature of Business | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of Business | Note 1 - Organization and Nature of Business Broad Street Realty, Inc. (the “Company”) is focused on owning and managing essential grocery-anchored and mixed-use assets located in densely populated technology employment hubs and higher education centers within the Mid-Atlantic, Southeast, and Colorado markets. As of December 31, 2023, the Company had gross real estate assets of $ 373.9 million (gross real estate properties less gross real estate intangibles liabilities) in 15 real estate properties. In addition, the Company provides commercial real estate brokerage services for its own portfolio and third-party office, industrial and retail operators and tenants. (in thousands) Property Name City/State Total Gross Real Estate Assets at December 31, 2023 Avondale Shops Washington, D.C. $ 8,422 Brookhill Azalea Shopping Center Richmond, VA 18,290 Cromwell Field Shopping Center Glen Burnie, MD 20,287 Coral Hills Shopping Center Capitol Heights, MD 16,680 Crestview Square Shopping Center Landover Hills, MD 18,699 The Shops at Greenwood Village Greenwood Village, CO 31,611 Highlandtown Village Shopping Center Baltimore, MD 7,450 Hollinswood Shopping Center Baltimore, MD 24,587 Lamar Station Plaza East Lakewood, CO 8,737 Lamar Station Plaza West Lakewood, CO 23,762 Midtown Colonial Williamsburg, VA 17,585 Midtown Lamonticello Williamsburg, VA 16,047 Midtown Row Williamsburg, VA 126,816 Vista Shops at Golden Mile Fredrick, MD 15,020 West Broad Commons Shopping Center Richmond, VA 19,942 $ 373,935 The Company is structured as an “Up-C” corporation with substantially all of its operations conducted through Broad Street Operating Partnership, LP (the “Operating Partnership”) and its direct and indirect subsidiaries. As of December 31, 2023, the Company owned 85.7 % of the Class A common units of limited partnership interest in its Operating Partnership (“Common OP units”) and Series A preferred units of limited partnership interest in its Operating Partnership (“Preferred OP units” and, together with the Common OP units, “OP units”) and is the sole member of the sole general partner of the Operating Partnership. The Company began operating in its current structure on December 27, 2019 upon the completion of the Initial Mergers (as defined below) and operates as a single reporting segment. Merger with MedAmerica Properties Inc. On May 28, 2019, MedAmerica Properties Inc. and certain of its subsidiaries (“MedAmerica”) entered into 19 separate agreements and plans of merger (collectively, the “Merger Agreements”) with each of Broad Street Realty, LLC (“BSR”), Broad Street Ventures, LLC (“BSV”) and each of the separate 17 separate entities (collectively with BSR and BSV, the “Broad Street Entities”) that owned the properties acquired by the Company in the Initial Mergers (as defined below) and the additional Mergers (as defined below). The Merger Agreements relate to a series of 19 mergers (“Mergers”) whereby BSR, BSV and each other Broad Street Entity became subsidiaries of the Company. On December 27, 2019 , the Company completed 11 of the Mergers (the “Initial Mergers”), including the Mergers with BSR and BSV and the Mergers with nine other Broad Street Entities. Upon completion of the Initial Mergers, MedAmerica’s name was changed to “Broad Street Realty, Inc.” On December 31, 2019, the Company completed one additional Merger whereby it acquired Brookhill Azalea Shopping Center. On July 2, 2020, the Company closed one Merger whereby it acquired Lamar Station Plaza East. During 2021, the Company closed four additional Mergers whereby it acquired Highlandtown Village Shopping Center, Cromwell Field Shopping Center, Spotswood Valley Square Shopping Center and The Shops at Greenwood Village on May 21, 2021, May 26, 2021, June 4, 2021, and October 6, 2021, respectively. On November 23, 2022, the Company completed the last Merger whereby it acquired Lamar Station Plaza West. The Company terminated the merger agreement related to the Cypress Point property due to the performance of the property. As consideration for the Mergers, the Company issued an aggregate 28,744,641 shares of common stock and 3,401,433 Common OP units to prior investors in the Broad Street Entities. In addition, certain prior investors in the Broad Street Entities received an aggregate of approximately $ 1.9 million in cash as a portion of the consideration for the Mergers. Liquidity and Management’s Plan The Company’s rental revenue and operating results depend significantly on the occupancy levels at its properties and the ability of its tenants to meet their rent and other obligations to the Company. The Company’s projected operating model reflects sufficient cash flow to cover its obligations over the next twelve months, except as noted below. The Company’s financing is generally comprised of mortgage loans secured by the Company’s properties that typically mature within three to five years of origination. The Company is currently in contact with lenders and brokers in the marketplace to restructure the Company’s debt. As of December 31, 2022, we disclosed debt of approximately $ 95.5 million that was scheduled to mature within twelve months of the date that t he financial statements as of and for the year ended December 31, 2022 were issued, which created substantial doubt about the Company’s ability to continue as a going concern. This debt included three mortgage loans with a combined principal balance outstanding of approximately $ 28.6 million and the Basis Term Loan (as defined below) with an outstanding balance of $ 66.9 million, in each case as of December 31, 2022. However, as discussed below, substantial doubt about the Company’s ability to continue as a going concern was alleviated through management’s plans as of December 31, 2023. In July 2023, the Company sold one of the properties that was collateral for the Basis Term Loan and used the proceeds from the sale to repay $ 17.4 million of the outstanding principal balance of the Basis Term Loan. During the year ended December 31, 2023, the Company also refinanced three loans that were collateral for the Basis Term Loan and repaid $ 41.0 million of the Basis Term Loan with proceeds from the new mortgage loans. As of December 31, 2023, the remaining outstanding balance on the Basis Term Loan was $ 8.5 million. Also, during the year ended December 31, 2023, the Company sold one of the three properties that was the collateral for a mortgage loan and used the proceeds to repay the outstanding mortgage loan. On May 3, 2023, the Company refinanced one of the three mortgage loans and on June 28, 2023, the loan agreement for the third mortgage loan was amended and the maturity date was extended to June 24, 2024. As discussed below, in February 2024, the Company refinanced this mortgage loan. As of December 31, 2023, the Company had three mortgage loans on three properties with a combined principal balance outstanding of approximately $ 32.9 mil lion that mature within twelve months of the date that these financial statements are issued. One of the mortgage loans with a balance of $ 11.3 million as of December 31, 2023 was refinanced on February 8, 2024. The Company is seeking to refinance the remaining loans prior to maturity in December 2024 and January 2025. In addition, the Basis Term Loan has an outstanding balance of $ 8.5 million and matures on July 1, 2024. The Company exercised all its extension options and is in discussions with other parties to refinance the Basis Term Loan with new loans. As of March 25, 2024, the Company has executed a nonbinding term sheet with a lender to refinance the Basis Term Loan. The lender is in the process of completing due diligence, and the Company is in the process of fulfilling the closing requirements. The Company expects to close the new loan in the second quarter of 2024. There can be no assurances that the Company will be successful in its efforts to refinance the Basis Term Loan on favorable terms, on the expected timeline or at all. If the Company fails to refinance or otherwise repay the Basis Term Loan and contribute the applicable properties to the Eagles Sub-OP (as defined below) by the applicable outside dates (as described below), it would be considered a Trigger Event (as defined below) under the Eagles Sub-OP Operating Agreement (as defined below), upon which the Fortress Member (as defined below) has certain rights, including the right to cause the Eagles Sub-OP to redeem the Fortress Preferred Interest (as defined below). See Note 9 below. In addition to its efforts to refinance the Basis Term Loan as previously described, management is in discussions with the current lenders as well as various other lenders to extend or refinance the other two mortgage loans prior to maturity. Although the Company has a history of demonstrating its ability to successfully refinance its loans as they come due, there can be no assurances that the Company will be successful in its efforts to refinance the loans on favorable terms or at all. While it is not the Company’s current plan, the Company also has the option to sell properties securing the loans and use the proceeds to satisfy the outstanding loan obligations. If the Company is ultimately unable to refinance these loans or sell the properties prior to maturity, the lenders have the right to place the loans in default and ultimately foreclose on the properties securing the loans. Under this circumstance, the Company would not have any further financial obligations to the lenders as the current estimated market values of these properties are in excess of the outstanding loan balances. The Company's access to capital depends upon a number of factors over which the Company has little or no control, including general market conditions, the market's perception of the Company's current and potential future earnings and cash distributions, the Company's current debt levels and the market price of the shares of the Company's common stock. Although the Company's common stock is quoted on the OTCQX Best Market, an over-the-counter stock market, there is a very limited trading market for the Company's common stock, and if a more active trading market is not developed and sustained, the Company will be limited in its ability to issue equity to fund its capital needs. If the Company cannot obtain capital from third-party sources, the Company may not be able to meet the capital and operating needs of its properties, satisfy its debt service obligations or pay dividends to its stockholders. Under the Company's debt agreements, the Company is subject to certain covenants. In the event of a default, the lenders could accelerate the timing of payments under the applicable debt obligations and the Company may be required to repay such debt with capital from other sources, which may not be available on attractive terms, or at all, which would have a material adverse effect on the Company's liquidity, financial condition and results of operations. The Company was in compliance with all covenants under its debt agreements as of December 31, 2023. |
Note 2 - Accounting Policies an
Note 2 - Accounting Policies and Related Matters | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Accounting Policies and Related Matters | Note 2 - Accounting Policies and Related Matters Use of Estimates The preparation of the consolidated financial statements in accordance with generally accepted accounting principles in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the amounts of revenue and expense reported in the period. Significant estimates are made for the valuation of real estate and any related intangibles and fair value assessments with respect to purchase price allocations, valuation of the Fortress Preferred Equity Investment (as defined below) embedded derivatives and valuation of the Fortress Mezzanine Loan (as defined below). Actual results may differ from those estimates. Change in Presentation The Company has made certain reclassifications to prior period financial statements in order to enhance the comparability with the financial statements for the current period. Principles of Consolidation The consolidated financial statements include the accounts of the Company’s wholly owned subsidiaries and subsidiaries in which the Company has a controlling interest. All intercompany transactions and balances have been eliminated in consolidation. There are no material differences between the Company and the Operating Partnership as of December 31, 2023. When the Company obtains an economic interest in an entity, management evaluates the entity to determine: (i) whether the entity is a variable interest entity (“VIE”), (ii) in the event that the entity is a VIE, whether the Company is the primary beneficiary of the entity, and (iii) in the event the entity is not a VIE, whether the Company otherwise has a controlling financial interest. The primary beneficiary is the entity that has (i) the power to direct the activities that most significantly impact the entity’s economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could be significant to the VIE. The Company consolidates: (i) entities that are VIEs for which the Company is deemed to be the primary beneficiary and (ii) entities that are not VIEs which the Company controls. If the Company has an interest in a VIE but is not determined to be the primary beneficiary, the Company accounts for its interest under the equity method of accounting. Similarly, for those entities which are not VIEs and the Company does not have a controlling financial interest, the Company accounts for its interest under the equity method of accounting. The Company continually reconsiders its determination of whether an entity is a VIE and whether the Company qualifies as its primary beneficiary. The Company consolidates the Operating Partnership, Broad Street BIG First OP, LLC, BSV Highlandtown (as defined in Note 7 under the heading “— Lamont Street Preferred Interest ”), BSV Spotswood (as defined in Note 7 under the heading “— Lamont Street Preferred Interest ”) and the Eagles Sub-OP (as defined in Note 9), VIEs in which the Company is considered the primary beneficiary. The preferred membership interests in Broad Street BIG First OP, LLC were redeemed in full in 2022, and, as of December 31, 2023, it is a wholly owned subsidiary. Noncontrolling Interest The portion of equity not owned by the Company in entities controlled by the Company, and thus consolidated, is presented as noncontrolling interest and classified as a component of consolidated equity, separate from total stockholders’ equity on the Company’s consolidated balance sheets. The amount recorded will be based on the noncontrolling interest holder’s initial investment in the consolidated entity, adjusted to reflect the noncontrolling interest holder’s share of earnings or losses in the consolidated entity, any distributions received or additional contributions made by the noncontrolling interest holder and conversion of OP units into common stock. The earnings or losses from the entity attributable to noncontrolling interests are reflected in “net income (loss) attributable to noncontrolling interest” in the consolidated statements of operations. Segment Reporting The Company owns, operates, develops and redevelops primarily grocery-anchored shopping centers, street retail-based properties and mixed-use assets. The Company is managed as one reporting unit, rather than multiple reporting units, for internal reporting purposes and for internal decision-making. Therefore, the Company discloses its operating results in a single reportable segment. Cash and Cash Equivalents and Restricted Cash Cash and cash equivalents consist of highly liquid investments with original maturities of three months or less. The majority of the Company’s cash and cash equivalents are held at major commercial banks which at times may exceed the Federal Deposit Insurance Corporation limit. The Company has not experienced any losses to date on invested cash. As of December 31, 2023 and 2022, the Company had no cash equivalents. Amounts included in restricted cash represents escrow deposits held for real estate taxes, property maintenance, insurance and other requirements at specific properties as required by lending institutions. Revenue Recognition The Company earns revenue from the following: Leases of Real Estate Properties, Leasing Commissions, Property and Asset Management, Engineering Services, Development Services, and Capital Transactions. Leases of Real Estate Properties : At the inception of a new lease arrangement, including new leases that arise from amendments, the Company assesses the terms and conditions to determine the proper lease classification. Currently, all of the Company’s lease arrangements are classified as operating leases. Rental revenue for operating leases is recognized on a straight-line basis over the lease term when collectability is reasonably assured and the tenant has taken possession or controls the physical use of a leased asset. If the Company determines that future lease payments are not probable of collection, the Company will account for these leases on a cash basis. If the lease provides for tenant improvements, the Company determines whether the tenant improvements, for accounting purposes, are owned by the tenant or by the Company. When the Company is the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the physical leased asset until the tenant improvements are substantially completed. When the tenant is the owner of the tenant improvements, any tenant improvement allowance funded is treated as a lease incentive and amortized as a reduction of revenue over the lease term. The determination of ownership of the tenant improvements is subject to significant judgment. If the Company’s assessment of the owner of the tenant improvements for accounting purposes were different, the timing and amount of revenue recognized would be impacted. A majority of the Company’s leases require tenants to make estimated payments to the Company to cover their proportional share of operating expenses, including, but not limited to, real estate taxes, property insurance, routine maintenance and repairs, utilities and property management expenses. The Company collects these estimated expenses and is reimbursed by tenants for any actual expense in excess of estimates or reimburses tenants if collected estimates exceed actual operating results. The reimbursements are recorded in rental income and the expenses are recorded in property-related expenses. The Company adopted Accounting Standards Codification ("ASC") Topic 842, Leases effective January 1, 2019 under the modified retrospective approach and elected the optional transition method to apply the provisions of ASC 842 as of the effective date, rather than the earliest period presented. The Company elected the "package of practical expedients," which permits it not to reassess under the new standard the Company's prior conclusions about lease identification, lease classification and initial direct costs. The Company made an accounting policy election to exempt short-term leases of 12 months or less from balance sheet recognition requirements associated with the new standard. The Company did not elect the use-of-hindsight or the practical expedient pertaining to land easements, the latter not being material to the Company. The Company also elected the practical expedient for lessors to combine the lease and non-lease components (primarily impacts common area maintenance reimbursements). Contractual rent increases of renewal options are often fixed at the time of the initial lease agreement which may result in tenants being able to exercise their renewal options at amounts that are less than the fair value of the rent at the date of the renewal. In addition to fixed base rents, certain rental income derived from the Company's tenant leases is variable and may be dependent on percentage rent. Variable lease payments from percentage rents are earned by the Company in the event the tenant's gross sales exceed certain amounts. Terms of percentage rent are agreed upon in the tenant’s lease and will vary based on the tenant's sales. Variable lease payments consisted of percentage rent and tenant expense reimbursements of operating expenses, common area maintenance expenses, real estate taxes and insurance of the respective properties amounted to $ 7.7 million and $ 6.9 million for the years ended December 31, 2023 and 2022, respectively. These amounts have been included in rental income on the consolidated statements of operations. The Company recognizes lease termination fees, which are included in rental income on the consolidated statements of operations, in the year that the lease is terminated and collection of the fee is reasonably assured. Upon early lease terminations, the Company records gains (losses) related to unrecovered tenant-specific intangibles and other assets in impairment of real estate assets on the consolidated statements of operations, which was a $ 1.0 million loss for the year ended December 31, 2023. There were no early lease terminations during the year ended December 31, 2022. Leasing Commissions : The Company earns leasing commissions as a result of providing strategic advice and connecting tenants to third-party property owners in the leasing of retail space. The Company records commission revenue on real estate leases at the point in time when the performance obligation is satisfied, which is generally upon lease execution. Terms and conditions of a commission agreement may include, but are not limited to, execution of a signed lease agreement and future contingencies, including tenant’s occupancy, payment of a deposit or payment of first month’s rent (or a combination thereof). The Company’s performance obligation will typically be satisfied upon execution of a lease and the portion of the commission that is contingent on a future event will likely be recognized if deemed not subject to significant reversal, based on the Company’s estimates and judgments. The Company accounts for leasing commissions under ASC Topic 606, Revenue from Contracts with Customers. Property and Asset Management Fees : The Company provides real estate management services for owners of properties, representing a series of daily performance obligations delivered over time. Pricing is generally in the form of a monthly management fee based upon property-level cash receipts or some other variable metric. When accounting for reimbursements of third-party expenses incurred on a client’s behalf, the Company determines whether it is acting as a principal or an agent in the arrangement. When the Company is acting as a principal, the Company’s revenue is reported on a gross basis and comprises the entire amount billed to the client and reported cost of services includes all expenses associated with the client. When the Company is acting as an agent, the Company’s fee is reported on a net basis as revenue for reimbursed amounts is netted against the related expenses. The control of the service before transfer to the customer is the focal point of the principal versus agent assessments. The Company is a principal if it controls the services before they are transferred to the client. The presentation of revenues and expenses pursuant to these arrangements under either a gross or net basis has no impact on net loss or cash flows. Property and asset management fees are included in Management and other income on the consolidated statements of operations. The Company accounts for property and asset management fees under ASC Topic 606, Revenue from Contracts with Customers. Engineering Services: The Company provides engineering services to third-party property owners on an as needed basis at the properties where the Company is the property or asset manager. The Company receives consideration at agreed upon fixed rates for the time incurred plus a reimbursement for costs incurred and revenue is recognized over time because the customer simultaneously receives and consumes the benefits of the services as they are performed. The Company accounts for performance obligations using the right to invoice practical expedient. The Company applies the right to invoice practical expedient to record revenue as the services are provided, given the nature of the services provided and the frequency of billing under the customer contract. Under this practical expedient, the Company recognizes revenue in an amount that corresponds directly with the value to the customer of performance completed to date and for which there is a right to invoice the customer. Engineering services fees are included in Management and other income on the consolidated statements of operations. The Company accounts for engineering services under ASC Topic 606, Revenue from Contracts with Customers. Development Services : The Company provides construction-related services ranging from general contracting to project management for third-party owners and third-party occupiers of real estate. Depending on the terms of the engagement, the Company’s performance obligation is either to arrange for the completion of a project or to assume responsibility for completing a project on behalf of a client. The Company’s obligations to clients are satisfied over time due to the continuous transfer of control of the underlying asset. Therefore, the Company recognizes revenue over time, generally using input measures (e.g., to-date costs incurred relative to total estimated costs at completion). Typically, the Company is entitled to consideration at distinct milestones over the term of an engagement. The Company may receive variable consideration which can include, but is not limited to, a fee paid upon return of an investor’s original investment in a project. The Company assesses variable consideration on a contract-by-contract basis, and when appropriate, recognizes revenue based on its assessment of the outcome and historical results. The Company recognizes revenue related to variable consideration if it is deemed probable there will not be a significant reversal in the future. Development services fees are included in management and other fee income on the consolidated statements of operations. The Company accounts for development services under ASC Topic 606, Revenue from Contracts with Customers. Capital Transactions : The Company provides brokerage and other services for capital transactions, such as real estate sales, real estate acquisitions or other financing. The Company’s performance obligation is to facilitate the execution of capital transactions, and the Company is generally entitled to the full consideration at the point in time upon which its performance obligation is satisfied, at which time the Company recognizes revenue. Capital transaction fees are included in management and other fee income on the consolidated statements of operations. Contract Assets and Contract Liabilities Contract assets include amounts recognized as revenue for which the Company is not yet entitled to payment for reasons other than the passage of time, but that do not constrain revenue recognition. As of December 31, 2023 and 2022, the Company did no t have any contract assets. Contract liabilities include advance payments related to performance obligations that have not yet been satisfied and are included in deferred revenue on its consolidated balance sheets. The Company recognizes the contract liability as revenue once it has transferred control of service to the customer and all revenue recognition criteria are met. As of December 31, 2022, the Company had approximately $ 0.2 million of contract liabilities. There were no contract liabilities at December 31, 2023. Accounts Receivable Under Contracts with Customers The Company records accounts receivable for its unconditional rights to consideration arising from its performance under contracts with customers. Additionally, the Company records other receivables, included in Other assets, net on the consolidated balance sheets, which represents commission advances to employees. Further, the Company records receivables from affiliated properties. The carrying value of such receivables, net of the allowance for doubtful accounts, represents their estimated net realizable value. The Company estimates its allowance for doubtful accounts for specific accounts and other receivable balances based on historical collection trends, the age of the outstanding accounts and other receivables and existing economic conditions associated with the receivables. Past-due accounts receivable balances are written off to bad debt expense when the Company’s internal collection efforts have been unsuccessful or the advance has been forgiven. As a practical expedient, the Company does not adjust the promised amount of consideration for the effects of a significant financing component when the Company expects, at contract inception, that the period between its transfer of a promised service to a customer and when the customer pays for that service will be one year or less. The Company does not typically include extended payment terms in its contracts with customers. As of December 31, 2023, the Company had approximately $ 1.9 million of accounts receivable under contracts with customers, of which $ 1.2 million and $ 0.7 million is reflected in other assets and tenant and accounts receivable, net, respectively, on the consolidated balance sheet. As of December 31, 2022, the Company had approximately $ 2.1 million of accounts receivable under contracts with customers, of which $ 1.4 million and $ 0.7 million is reflected in other assets and tenant and accounts receivable, net, respectively, on the consolidated balance sheet. There was no allowance at December 31, 2023 and 2022. Tenant and Other Receivables and Lease Inducements Tenant receivables relate to the amounts currently owed to the Company under the terms of the Company’s lease agreements and is included in Tenant and accounts receivable, net of allowance on the consolidated balance sheets. Straight-line rent receivables relate to the difference between the rental revenue recognized on a straight-line basis and the amounts currently due to the Company according to the contractual agreement. Lease inducements result from value provided by the Company to the lessee, at the inception, modification or renewal of the lease, and are amortized as a reduction of rental income over the non-cancellable lease term. This is included in Other assets, net on the consolidated balance sheets. The Company assesses the probability of collecting substantially all payments under the Company’s leases based on several factors, including, among other things, payment history of the lessee, the financial strength of the lessee and any guarantors, historical operations and operating trends and current and future economic conditions and expectations of performance. If the Company’s evaluation of these factors indicates it is probable that the Company will be unable to collect substantially all rents, the Company recognizes a charge to rental income and recognizes income when cash is collected. If the Company changes its conclusion regarding the probability of collecting rent payments required by a lessee, the Company may recognize an adjustment to rental income in the period the Company makes a change to its prior conclusion. Allocation of Purchase Price of Acquired Real Estate As part of the purchase price allocation process of acquisitions, management estimates the fair value of each component for asset acquisitions and business combinations by using judgments regarding market-based assumptions used in the estimated cash flow projections, including forecasts of future revenue and operating expense growth rates, market lease rates, comparable land values, lease-up periods, capitalization rates, discount rates and calculation and analysis of the income tax positions related to the purchase price allocation. The Company assesses the relative fair value of acquired assets and acquired liabilities in accordance with ASC Topic 805 Business Combinations and allocates the purchase price based on these assessments. Estimates of future cash flows are based on a number of factors including the historical operating results, known trends, and market and economic conditions that may affect the property. The Company records above-market and below-market lease values, if any, which are based on the present value of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) management’s estimate of fair market lease rates for the corresponding acquired leases, measured over a period equal to the remaining non-cancelable term of the lease, or, for below-market acquired leases, including any bargain renewal option terms. The Company amortizes any resulting capitalized above-market lease values as a reduction of rental income over the lease term. The Company amortizes any resulting capitalized below-market lease values as an increase to rental income over the lease term. As of December 31, 2023 and 2022, the Company had above-market leases with a gross value of approximately $ 4.2 million and $ 5.2 million, respectively, included in intangible lease assets on the consolidated balance sheets and below-market lease liabilities with a gross value of approximately $ 3.1 million and $ 5.0 million, respectively, included in unamortized intangible lease liabilities, net on the consolidated balance sheets. In-place lease intangibles are valued considering factors such as an estimate of carrying costs during the expected lease-up periods and estimates of lost rental revenue during the expected lease-up periods based on evaluation of current market demand. The Company amortizes the value of in-place leases to amortization expense over the initial term of the respective leases. If a lease is terminated, the unamortized portion of the in-place lease value is charged to amortization expense. As of December 31, 2023 and 2022, the Company had in-place leases with a gross value of approximately $ 29.2 million and $ 36.1 million, respectively, included in intangible lease assets on the consolidated balance sheets. Depreciation and amortization of real estate assets and liabilities is provided for on a straight-line basis over the estimated useful lives of the assets: Building 12.5 to 49 years Improvements 5 to 15 years Lease intangibles and tenant improvements 1 month to 19 years Furniture and equipment 3 to 7 years Asset Impairment- Real Estate Properties Real estate asset impairment losses are recorded when events or changes in circumstances indicate the asset is impaired and the estimated undiscounted cash flows to be generated by the property are less than its carrying amount. Management assesses if there are triggering events including macroeconomic conditions, loss of an anchor tenant, changes in occupancy, and the ability to re-tenant the space, nature or real estate properties, significant and persistent delinquencies, operating and collections performance compared to historical data and government-mandated compliance with an adverse effect to the Company's cost basis or operating costs. If management concludes triggering events are present for any property, management then assesses the recoverability of the individual property’s carrying value. Management analyzes recoverability based on the estimated undiscounted future cash flows expected to be generated from the operations and eventual disposition of the property. If the analysis indicates that the carrying value of a property is not recoverable from its estimated undiscounted future cash flows, an impairment loss is recognized. Impairment l osses are calculated as the excess of the carrying amount over the fair value of assets to be held and used. In determining the fair value, the Company uses current appraisals or other third-party opinions of value and other estimates of fair value such as estimated discounted future cash flows. The determination of future cash flows requires significant estimates by management. In management’s estimate of cash flows, it considers factors such as expected future sale of an asset, capitalization rates, holding periods and estimated net operating income. Subsequent changes in estimated cash flows could affect the determination of whether an impairment exists. During 2023 and 2022, the Company did no t record any impairment. Real Estate Held For Sale The Company records properties held for sale, and any associated mortgage payable, assets and other liabilities associated with such properties as real estate held for sale on the Company's consolidated balance sheets when management has committed to a plan to sell the assets, actively seeks a buyer for the assets, and the consummation of the sale is considered probable and is expected to occur within one year. Properties classified as held for sale are reported at the lower of their carrying value or their fair value, less estimated costs to sell. When the carrying value exceeds the fair value, less estimated costs to sell, an impairment expense is recognized. The Company estimates fair value, less estimated costs to sell, based on similar real estate sales transactions or the property’s sale price if available. During 2023, the Company recorded $ 2.4 million of impairment expenses on assets held for sale. No properties were reclassified as held for sale at December 31, 2023 and 2022. Casualty Gains and Losses The Company records income resulting from insurance recoveries for business interruption when proceeds are received or contingencies related to the insurance recoveries are resolved. In December 2021, there was a wind storm that damaged the roof of one of the properties we acquired in 2022. The Company received $ 2.5 million of insurance proceeds and recorded $ 0.5 million of business interruption insurance income during the year ended December 31, 2023, which is included in net interest and other income on the consolidated statement of operations. The remaining proceeds were recorded to accounts payable and accrued liabilities on the consolidated balance sheets. Earnings Per Share Basic earnings per share is calculated based on the weighted average number of common shares outstanding during the period. Diluted earnings per share is determined based on the weighted average common number of shares outstanding during the period combined with the incremental average common shares that would have been outstanding assuming the conversion of all potentially dilutive common shares into common shares as of the earliest date possible. Income Taxes The Company accounts for deferred income taxes using the asset and liability method and recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in its financial statements or tax returns. Under this method, the Company determines deferred tax assets and liabilities based on the differences between the financial reporting and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Any increase or decrease in the deferred tax liability that results from a change in circumstances, and that causes the Company to change its judgment about expected future tax consequences of events, is included in the tax provision when such change occurs. Deferred income taxes also reflect the impact of operating loss and tax credit carryforwards. A valuation allowance is provided if the Company believes it is more likely than not that all or some portion of the deferred tax asset will not be realized. Any increase or decrease in the valuation allowance that results from a change in circumstances, and that causes the Company to change its judgment about the realizability of the related deferred tax asset, is included in the tax provision when such changes occur. The Company recognizes a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities. The determination is based on the technical merits of the position and presumes that each uncertain tax position will be examined by the relevant taxing authority that has full knowledge of all relevant information. The estimate of the Company’s tax liabilities relating to uncertain tax positions requires management to assess uncertainties and to make judgments about the application of complex tax laws and regulations. The Company recognizes interest and penalties associated with uncertain tax positions as part of income tax expense. Generally, for federal and state purposes, the Company's 2020 through 2023 tax years remain open for examination by tax authorities. Deferred Costs Costs incurred prior to the completion of offerings of stock or other capital instruments that directly relate to the offering are deferred and netted against proceeds received from the offering. Following the issuance, these offering costs are reclassified to the equity section of the balance sheet as a reduction of proceeds raised. Additionally, deferred costs include costs incurred prior to the completion of asset acquisitions which, upon completion of the acquisition, are allocated to the various components of the acquisition based upon the relative fair value of each component. The Company will also incur costs relating to any new financing. These costs are deferred and netted against the proceeds. The Company incurs leasing commission costs relating to new leases. Leasing commission costs over $ 5,000 are deferred and amortized over the life of the lease as depreciation and amortization on the Company's consolidated statements of operations. Stock-Based Compensation The fair value of stock-based awards is calculated on the date of grant. Stock based compensation for restricted stock awards is measured based on the closing stock price of the Company’s common stock on the date of grant. The Company recognizes compensation expense for awards with performance conditions based on an estimate of shares expected to vest using the closing price of the Company’s common stock as of the grant date. The Company amortizes the stock-based compensation expense on a straight-line basis over the period that the awards are expected to vest, net of any forfeitures. Forfeitures of stock-based awards are recognized as they occur. Fair Value Measurement and the Fair Value Option Fair value is defined as the price that would be received from selling an asset, or paid in transferring a liability, in an orderly transaction between market participants. In calculating fair value, a company must maximize the use of observable market inputs, minimize the use of unobservable market inputs and disclose in the form of an outlined hierarchy the details of such fair value measurements. A hierarchy of valuation techniques is defined to determine whether the inputs to a fair value measurement are considered to be observable or unobservable in a marketplace. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. This hierarchy requires the use of observable market data when available. These inputs have created the following fair value hierarchy: • Level 1 - quoted prices for identical instruments in active markets; • Level 2 - quoted pric |
Note 3 - Real Estate
Note 3 - Real Estate | 12 Months Ended |
Dec. 31, 2023 | |
Real Estate [Abstract] | |
Real Estate | Note 3 – Real Estate 2023 Disposal of Real Estate On J une 30, 2023, the Company completed the sale of the Spotswood Valley Square Shopping Center for a sales price of $ 23.0 million in cash and recognized a net gain of $ 11.6 million in its consolidated statements of operations. The Company used $ 11.8 million of the proceeds to repay the mortgage loan secured by the Spotswood Valley Square Shopping Center, $ 2.3 million to redeem the Lamont Street Preferred Interest (as defined below) and $ 0.6 million to pay transaction costs. On July 20, 2023, the Company completed the sale of Dekalb Plaza for a sales price of $ 23.1 million in cash and recognized a net loss of $ 0.1 million in its consolidated statements of operations. The Company used $ 17.4 million of the proceeds to paydown a portion of the Basis Term Loan and $ 0.7 million to pay transaction costs. The Company recognized approximately $ 2.4 million of impairment expenses on assets held for sale for the year ended December 31, 2023 in its consolidated statements of operations. 2022 Real Estate Acquisitions On November 23, 2022, the Company completed the acquisition of the mixed-use property known as Midtown Row. As consideration for Midtown Row, the Company paid $ 118.7 million in cash and the Operating Partnership issued 448,180 Common OP units and 1,842,917 Preferred OP units. The cash portion of the purchase price was funded with proceeds generated from a $ 76.0 million mortgage loan secured by the property, a $ 15.0 million mezzanine loan and $ 28.4 million from the Fortress Preferred Equity Investment (as defined below). The Company incurred approximately $ 1.4 million of transaction costs that were capitalized since the transaction was accounted for as an asset acquisition. In addition, on November 23, 2022, the Company completed the Merger to acquire Lamar Station Plaza West. Total consideration for the property included the issuance of 573,529 Common OP units and the repayment of approximately $ 7.8 million bonds and loans held by Lamont Street Partners, LLC (“Lamont Street”). In connection with the Merger, the Company incurred approximately $ 0.3 million of transaction costs that were capitalized since the transaction was accounted for as an asset acquisition. The Company also assumed the $ 15.5 million mortgage loan secured by the property and issued Lamont Street warrants to purchase 500,000 shares of the Company's common stock. The following table provides additional information regarding total consideration for the properties acquired during 2022. (in thousands) Cash paid to prior owners using Preferred Equity Investment $ 28,426 Cash paid to prior owners 450 Fair value of Common OP units issued 807 Fair value of Preferred OP units issued 4,220 Fair value of warrants issued 391 Prior owner debt paid off at closing using Preferred Equity Investment 7,759 Cash paid to prior owners using net proceeds from mortgage and mezzanine debt 89,750 Transaction costs 1,750 Cash acquired in acquisition ( 943 ) Total Cost of Acquisition $ 132,610 The following table reflects the relative fair value of assets acquired and liabilities assumed related to the properties acquired during 2022. (in thousands) Land $ 16,734 Building 116,908 Building and site improvements 6,459 Intangible lease assets 5,939 Furniture and equipment 1,681 Total real estate assets acquired 147,721 Other assets 3,645 Total assets acquired 151,366 Accounts payable and accrued liabilities ( 3,077 ) Intangible lease liabilities ( 213 ) Assumed mortgage indebtedness ( 15,466 ) Total liabilities assumed ( 18,756 ) Assets acquired net of liabilities assumed $ 132,610 On February 8, 2022, the Company entered into a purchase and sale agreement (the “Initial Colfax Agreement”) to acquire a parcel for a purchase price of $ 2.5 million in cash. On July 1, 2022, the Initial Colfax Agreement automatically terminated in accordance with its terms as a result of the closing not occurring by June 30, 2022. In connection with the termination of the Initial Colfax Agreement, the Company forfeited its $ 0.3 million deposit. During the year ended December 31, 2022, the Company recognized approximately $ 0.3 million of real estate related acquisition costs within general and administrative in its consolidated statements of operations related to the forfeiture of the deposit. On September 29, 2022, the Company entered into a second purchase and sale agreement (the “Second Colfax Agreement”) to acquire the above land parcel for $ 2.3 million in cash (the “Colfax Parcel Acquisition”). Pursuant to the Second Colfax Agreement, the Company made a deposit of $ 0.1 million in October 2022. On November 23, 2022, the Company completed the Colfax Parcel Acquisition and recorded approximately $ 0.1 million of transaction costs that were capitalized since the transaction was accounted for as an asset acquisition. |
Note 4 - Intangibles
Note 4 - Intangibles | 12 Months Ended |
Dec. 31, 2023 | |
Schedule Of Intangible Assets And Liabilities [Abstract] | |
Intangibles | Note 4 – Intangibles The following is a summary of the carrying amount of the Company’s intangible assets and liabilities as of December 31, 2023 and 2022. (in thousands) December 31, 2023 December 31, 2022 Assets: Above-market leases $ 4,153 $ 5,150 Above-market leases accumulated amortization ( 2,469 ) ( 2,199 ) In-place leases 29,221 36,078 In-place leases accumulated amortization ( 20,094 ) ( 18,251 ) Total net real estate intangible assets $ 10,811 $ 20,778 Liabilities Below-market leases 3,146 4,992 Below-market leases accumulated amortization ( 2,513 ) ( 3,439 ) Total net real estate intangible liabilities $ 633 $ 1,553 For the years ended December 31, 2023 and 2022, the Company recognized amortization related to in-place leases of approximately $ 6.5 million and $ 7.9 million, respectively, and net amortization related to above-market leases and below-market leases for the years ended December 31, 2023 and 2022 of approximately $ 0.3 million and $( 0.4 ) m illion, respectively, in its consolidated statements of operations. The following table represents expected amortization of existing real estate intangible assets and liabilities as of December 31, 2023. (in thousands) Amortization of Amortization of Amortization of Total amortization, net 2024 $ 2,952 $ 575 $ ( 291 ) $ 3,236 2025 2,069 449 ( 161 ) 2,357 2026 1,479 253 ( 91 ) 1,641 2027 962 167 ( 47 ) 1,082 2028 520 112 ( 26 ) 606 Thereafter 1,145 128 ( 17 ) 1,256 Total $ 9,127 $ 1,684 $ ( 633 ) $ 10,178 The Company amortizes the value of in-place leases to amortization expense, the value of above-market leases as a reduction of rental income and the value of below-market leases as an increase to rental income over the initial term of the respective leases. As of December 31, 2023, the weighted average remaining amortization period of in-place lease intangibles, above-market lease intangible assets and below-market lease intangibles is approximately 2.4 years, 3.0 years and 1.3 years, respectively. |
Note 5 - Other Assets
Note 5 - Other Assets | 12 Months Ended |
Dec. 31, 2023 | |
Other Assets, Unclassified [Abstract] | |
Other Assets | Note 5 - Other Assets Items included in other assets, net on the Company’s consolidated balance sheets as of December 31, 2023 and 2022 are detailed in the table below. Certain amounts in the prior year presentation were reclassified to enhance the comparability to the current year's presentation. (in thousands) December 31, 2023 December 31, 2022 Prepaid assets and deposits $ 1,380 $ 1,722 Leasing commission costs and incentives, net 2,141 751 Right-of-use assets, net 1,494 695 Pre-acquisition costs 6 8 Other receivables, net 35 101 Corporate property, net 144 64 Receivables from related parties 1,127 1,170 Total $ 6,327 $ 4,511 Receivables due from related parties as of December 31, 2023 and 2022, respectively, are described further in Note 17 “Related Party Transactions.” |
Note 6 - Accounts Payable and A
Note 6 - Accounts Payable and Accrued Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities | Note 6 – Accounts Payable and Accrued Liabilities Items included in accounts payable and accrued liabilities on the Company's consolidated balance sheets as of December 31, 2023 and 2022 are detailed in the table below: (in thousands) December 31, 2023 December 31, 2022 Trade payable $ 2,372 $ 2,476 Security deposit 2,340 2,529 Real estate tax payable 1,222 1,231 Interest payable 1,213 1,570 Derivative liability 668 1,208 Lease payable 1,521 738 Income tax payable 340 — Other 5,781 5,659 Accounts payable and accrued liabilities $ 15,457 $ 15,411 |
Note 7 - Mortgage and Other Ind
Note 7 - Mortgage and Other Indebtedness | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Mortgage and Other Indebtedness | Note 7 – Mortgage and Other Indebtedness The table below details the Company’s debt balance as of December 31, 2023 and 2022, as well as the effective interest rates as of December 31, 2023: (dollars in thousands) Maturity Date Rate Type (1) Interest Rate December 31, 2023 December 31, 2022 Basis Term Loan (net of discount of $ 21 and $ 79 , respectively) July 1, 2024 Floating (2) 8.62 % $ 8,491 (3) $ 67,086 (3) Hollinswood Shopping Center Loan December 1, 2024 SOFR + 2.36 % (4) 4.06 % 12,437 12,760 Avondale Shops Loan June 1, 2025 Fixed 4.00 % 2,868 2,985 Vista Shops at Golden Mile Loan (net of discount of $ 9 and $ 12 , respectively) (5) June 24, 2024 Fixed 7.73 % 11,252 11,478 Brookhill Azalea Shopping Center Loan January 31, 2025 SOFR + 2.75% 8.10 % 9,198 8,762 Crestview Shopping Center Loan (net of discount of $ 53 and $ 0 , respectively) September 29, 2026 Fixed 7.83 % 11,947 — Lamar Station Plaza West Loan (net of discount of $ 73 and $ 95 , respectively) December 10, 2027 Fixed 5.67 % 18,927 18,317 Lamont Street Preferred Interest (net of discount of $ 0 and $ 29 , respectively) (6) September 30, 2023 Fixed 13.50 % — 4,241 Highlandtown Village Shopping Center Loan (net of discount of $ 38 and $ 14 , respectively) (7) May 10, 2028 SOFR + 2.5% 6.09 % 8,712 5,241 Cromwell Field Shopping Center Loan (net of discount of $ 60 and $ 77 , respectively) December 22, 2027 Fixed 6.71 % 10,597 10,113 Midtown Row Loan (net of discount of $ 19 and $ 25 , respectively) December 1, 2027 Fixed 6.48 % 75,981 75,975 Midtown Row/Fortress Mezzanine Loan (8) December 1, 2027 Fixed 12.00 % 16,187 17,895 Spotswood Valley Square Shopping Center Loan (net of discount of $ 0 and $ 31 , respectively) July 6, 2023 Fixed 4.82 % — 11,849 Coral Hills Shopping Center Loan (net of discount of $ 189 and $ 0 , respectively) October 31, 2033 Fixed 6.95 % 12,560 — West Broad Shopping Center Loan (net of discount of $ 88 and $ 0 , respectively) December 21, 2033 Fixed 7.00 % 11,712 — The Shops at Greenwood Village Loan (net of discount of $ 80 and $ 94 , respectively) October 10, 2028 SOFR + 2.85 % (9) 5.85 % 22,218 22,772 $ 233,087 $ 269,474 Unamortized deferred financing costs, net ( 2,038 ) ( 1,858 ) Total Mortgage and Other Indebtedness $ 231,049 $ 267,616 (1) Beginning July 1, 2023, one-month London Inter-Bank Offered Rate (“LIBOR”) is no longer published and all remaining debt referencing LIBOR was replaced with the Secured Overnight Financing Rate (“SOFR”) . (2) The interest rate for the Basis Term Loan is the greater of (i) SOFR plus 3.97 % per annum and (ii) 6.125 % per annum. On November 23, 2022, the Company entered into an interest rate cap agreement to cap the SOFR interest rate at 4.65 % effective January 1, 2023, which replaced the existing interest rate cap agreement that capped the SOFR interest rate at 3.5 %. (3) The outstanding balance includes less than $ 0.1 million and $ 0.3 million of exit fees at December 31, 2023 and 2022, respectively. (4) The Company has entered into an interest rate swap which fixes the interest rate of this loan at 4.06 %. On May 3, 2023, the Hollinswood loan agreement was amended to replace LIBOR with SOFR, effective July 1, 2023. (5) On June 28, 2023, the Company entered into an agreement to amend the interest rate to 7.73 % and extend the maturity date of this loan to June 24, 2024 . On February 8, 2024, the Company refinanced the Vista Shops at Golden Mile Loan to extend the maturity date to February 8, 2029 and entered into an interest rate swap which fixes the interest rate of the new loan at 6.90 %. (6) The outstanding balance includes approximately $ 0.3 million of indebtedness as of December 31, 2022 related to the Lamont Street Minimum Multiple Amount (as defined below) owed to Lamont Street as described below under the heading “— Lamont Street Preferred Interest .” (7) On May 5, 2023, the Company refinanced the Highlandtown Village Shopping Center Loan to extend the maturity date to May 10, 2028 and entered into an interest rate swap which fixes the interest rate of the new loan at 6.085 % as described below under the heading “— Mortgage Indebtedness” . The prior loan carried an interest rate of 4.13 %. (8) The outstanding balance reflects the fair value of the debt. (9) On October 6, 2021, the Company entered into an interest rate swap which fixes the interest rate of this loan at 4.082 %. On May 1, 2023, the interest rate was amended to replace Prime with SOFR plus a spread of 2.85 %. The Company terminated the existing interest rate swap and entered into a new interest rate swap agreement to fix the interest rate at 5.85 %. Basis Term Loan In December 2019, six of the Company’s subsidiaries, as borrowers (collectively, the “Borrowers”), and Big Real Estate Finance I, LLC, a subsidiary of a real estate fund managed by Basis Management Group, LLC (“Basis”), as lender (the “Basis Lender”), entered into a loan agreement (the “Basis Loan Agreement”) pursuant to which the Basis Lender made a senior secured term loan of up to $ 66.9 million (the “Basis Term Loan”) to the Borrowers. Pursuant to the Basis Loan Agreement, the Basis Term Loan was originally secured by mortgages on the following properties: Coral Hills, Crestview, Dekalb, Midtown Colonial, Midtown Lamonticello and West Broad. As of December 31, 2023, the Basis Term Loan is secured by Midtown Colonial and Midtown Lamonticello. The Basis Term Loan initial maturity was January 1, 2023, subject to two one-year extension options, subject to certain conditions. On November 2, 2022, the Company exercised one of the one-year extension options and the maturity date was extended to January 1, 2024. On December 6, 2023, the Company exercised the remaining extension option and the maturity date was extended to July 1, 2024. T he Basis Loan Agreement was amended and restated on June 29, 2022 to replace LIBOR with SOFR. The Basis Term Loan bears interest at a rate equal to the greater of (i) SOFR plus 3.97 % per annum and (ii) 6.125 % per annum. The Borrowers entered into an interest rate cap agreement that effectively capped the prior-LIBOR rate at 3.50 % per annum. On August 1, 2022, the interest rate cap agreement was modified to cap the SOFR rate at 3.50 % per annum. The interest rate cap expired on January 1, 2023. On November 23, 2022, the Company entered into an interest rate cap agreement, effective January 1, 2023, to cap the SOFR interest rate at 4.65 %. As of December 31, 2023, the interest rate of the Basis Term Loan was 8.62 %. On July 20, 2023, the Company sold Dekalb and repaid $ 17.4 million of the outstanding principal balance on the Basis Term Loan with proceeds from the sale. On September 29, 2023, the Company received a loan secured by Crestview and repaid $ 14.3 million of the outstanding principal balance on the Basis Term Loan with proceeds from the new mortgage loan. Also on October 31, 2023, the Company received a loan secured by Coral Hills and repaid $ 12.8 million of the outstanding principal balance on the Basis Term Loan with proceeds from the new mortgage loan. Additionally, on December 21, 2023, the Company received a loan secured by West Broad and repaid $ 13.9 million of the outstanding principal balance on the Basis Term Loan with proceeds from the new mortgage loan. As of December 31, 2023, the outstanding balance of the Basis Term Loan was $ 8.5 million. Certain of the Borrowers’ obligations under the Basis Loan Agreement are guaranteed by the Company and by Michael Z. Jacoby, the Company’s chairman and chief executive officer, and Thomas M. Yockey, a director of the Company. The Company has agreed to indemnify Mr. Yockey for any losses he incurs as a result of his guarantee of the Basis Term Loan. The Basis Loan Agreement contains certain customary representations and warranties and affirmative negative and restrictive covenants, including certain property related covenants for the properties securing the Basis Term Loan, including a requirement that certain capital improvements be made. The Basis Lender has certain approval rights over amendments or renewals of material leases (as defined in the Basis Loan Agreement) and property management agreements for the properties securing the Basis Term Loan. If (i) an event of default exists, (ii) BSR or any other subsidiary of the Company serving as property manager for one of the secured parties becomes bankrupt, insolvent or a debtor in an insolvency proceeding, or there is a change of control of BSR or such other subsidiary without approval by the Basis Lender, (iii) a default occurs under the applicable management agreement, or (iv) the property manager has engaged in fraud, willful misconduct, misappropriation of funds or is grossly negligent with regard to the applicable property, the Basis Lender may require a Borrower to replace BSR or such other subsidiary of the Company as the property manager and hire a third party manager approved by the Basis Lender to manage the applicable property. The Borrowers are generally prohibited from selling the properties securing the Basis Term Loan and the Company is prohibited from transferring any interest in any of the Borrowers, in each case without consent from the Basis Lender. The Company is prohibited from engaging in transactions that would result in a Change in Control (as defined in the Basis Loan Agreement) of the Company. Under the Basis Loan Agreement, among other things, it is deemed a Change in Control if Michael Z. Jacoby ceases to be the chairman and chief executive officer of the Company and actively involved in the daily activities and operations of the Company and the Borrowers and a competent and experienced person is not approved by the Basis Lender to replace Mr. Jacoby within 90 days of him ceasing to serve in such roles. The Basis Loan Agreement provides for standard events of default, including nonpayment of principal and other amounts when due, non-performance of covenants, breach of representations and warranties, certain bankruptcy or insolvency events and changes in control. If an event of default occurs and is continuing under the Basis Loan Agreement, the Basis Lender may, among other things, require the immediate payment of all amounts owed thereunder. In addition, if there is a default by Mr. Jacoby under a certain personal loan as long as he has pledged OP units as collateral for such loan, and such default has not been waived or cured, then the Basis Lender will have the right to sweep the Borrowers’ cash account in which they collect and retain rental payments from the properties securing the Basis Term Loan on a daily basis in order for the Basis Lender to create a cash reserve that will serve as collateral for the Basis Term Loan. The Basis Loan Agreement includes a debt service coverage calculation based on the trailing twelve month's results which includes an adjustment for tenants that are more than one-month delinquent in paying rent. A debt service coverage ratio below 1.10x is a Cash Trap Trigger Event (as defined in the Basis Loan Agreement), which gives the Basis Lender the right to institute a cash management period until the trigger is cured. A debt service coverage ratio below 1.05x for two consecutive calendar quarters gives the Basis Lender the right to remove the Company as manager of the properties. The Company was in compliance with the Basis Loan Agreement's debt service coverage calculation for the twelve months ended December 31, 2023. Lamont Street Preferred Interest In connection with the closing of the Highlandtown and Spotswood Mergers on May 21, 2021 and June 4, 2021, respectively, Lamont Street Partners LLC (“Lamont Street”) contributed an aggregate of $ 3.9 million in exchange for a 1.0 % preferred membership interest in BSV Highlandtown Investors LLC (“BSV Highlandtown”) and BSV Spotswood Investors LLC (“BSV Spotswood”) designated as Class A units (the “Lamont Street Preferred Interest”). Lamont Street was entitled to a cumulative annual return of 13.5 % (the “Lamont Street Class A Return”), of which 10.0 % was paid current and 3.5 % was accrued. Lamont Street’s interests were to be redeemed on or before September 30, 2023 (the “Lamont Street Redemption Date”). The Lamont Street Redemption Date could be extended by the Company to September 30, 2024 and September 30, 2025 , in each case subject to certain conditions, including the payment of a fee equal to 0.25 % of Lamont Street’s net invested capital for the first extension option and a fee of 0.50 % of Lamont Street’s net invested capital for the second extension option. If the redemption price was paid on or before the Lamont Street Redemption Date, then the redemption price was equal to (a) all unreturned capital contributions made by Lamont Street, (b) all accrued but unpaid Lamont Street Class A Return and (c) all costs and other expenses incurred by Lamont Street in connection with the enforcement of its rights under the agreements. Additionally, at the Lamont Street Redemption Date, Lamont Street was entitled to (i) a redemption fee of 0.50 % of the capital contributions returned and (ii) an amount equal to (a) the product of (i) the aggregate amount of capital contributions made and (ii) 0.26 less (b) the aggregate amount of Lamont Street Class A Return payments made to Lamont Street (the “Lamont Street Minimum Multiple Amount”) . On May 5, 2023, the Company refinanced the Highlandtown mortgage loan and used a portion of the proceeds to redeem $ 1.9 million of the Lamont Street Preferred Interest. On June 30, 2023, the Company used a portion of the proceeds from the sale of the Spotswood property to redeem the remaining $ 2.3 million of the Lamont Street Preferred Interest, which amount includes the remaining Lamont Street Minimum Multiple Amount. Mortgage Indebtedness In addition to the indebtedness described above, as of December 31, 2023 and 2022, the Company had approximately $ 208.4 million and $ 180.3 million, respectively, of outstanding mortgage indebtedness secured by individual properties. The Hollinswood mortgage, Vista Shops mortgage, Brookhill mortgage, Crestview mortgage, Highlandtown mortgage, Cromwell mortgage, Lamar Station Plaza West mortgage, Midtown Row mortgage, Coral Hills mortgage, West Broad mortgage and Greenwood Village mortgage require the Company to maintain a minimum debt service coverage ratio (as such terms are defined in the respective loan agreements) as follows in the table below. Minimum Debt Service Coverage Hollinswood Shopping Center 1.40 to 1.00 Vista Shops at Golden Mile 1.50 to 1.00 Brookhill Azalea Shopping Center 1.30 to 1.00 Crestview Shopping Center 1.25 to 1.00 Highlandtown Village Shopping Center 1.25 to 1.00 Cromwell Field Shopping Center (1) 1.20 to 1.00 Lamar Station Plaza West 1.30 to 1.00 Midtown Row 1.15 to 1.00 Coral Hills Shopping Center 1.20 to 1.00 West Broad Shopping Center 1.25 to 1.00 The Shops at Greenwood Village 1.40 to 1.00 (1) The debt service coverage ratio testing commenced December 31, 2023 with the following requirements: (i) 1.20 to 1.00 as of December 31, 2023; (ii) 1.55 to 1.00 as of December 31, 2024 and (iii) 1.35 to 1.00 as of December 31, 2025 and for the remaining term of the loan. On October 6, 2021, the Company entered into a $ 23.5 million mortgage loan secured by the Greenwood Village property, which bears interest at prime rate less 0.35 % per annum and matures on October 10, 2028 . The Company entered into an interest rate swap which fixed the interest rate of the loan at 4.082 %. On May 1, 2023, the interest rate was amended to replace Prime with SOFR plus a spread of 2.85 %. The Company terminated the existing interest rate swap agreement and entered into a new interest rate swap agreement which fixes the interest rate of the loan at 5.85 %. On May 3, 2023, the loan agreement for the Company's mortgage loan secured by the Hollinswood property was amended to replace the LIBOR interest rate with SOFR plus a spread of 2.36 %. On May 5, 2023, the Company refinanced the mortgage loan secured by Highlandtown Village Shopping Center. The new loan has a principal balance of $ 8.7 million, which bears interest at SOFR plus a spread of 2.5 % per annum and matures on May 10, 2028 . The Company has entered into an interest rate swap which fixes the interest rate of the loan at 6.085 %. On June 28, 2023, the loan agreement for the Company's mortgage loan secured by the Vista Shops at Golden Mile was amended to change the interest rate to 7.73 % per annum and extend the maturity date to June 24, 2024 . On February 8, 2024, the Company refinanced the mortgage loan. The new loan has a principal balance of $ 16.2 million, bears interest at SOFR plus a spread of 2.75 % per annum and matures on February 8, 2029 . The Company entered into an interest rate swap which fixes the interest rate of the loan at 6.90 %. On September 29, 2023, the Company received a $ 12.0 million loan secured by Crestview Shopping Center, which bears interest at a rate of 7.83 % per annum and matures on September 29, 2026 . The Company used the proceeds to pay down the Basis Term Loan. On October 31, 2023, the Company received a $ 12.8 million loan secured by the Coral Hills property, which bears interest at a rate of 6.95 % per annum and matures on October 31, 2033 . The Company used the proceeds to pay down the Basis Term Loan. On December 21, 2023, the Company received an $ 11.8 million loan secured by the West Broad property, which bears interest at a rate of 7.00 % per annum and matures on December 21, 2033 . The Company used the proceeds to pay down the Basis Term Loan. As of December 31, 2023, the Company was in compliance with all covenants under its debt agreements. Fortress Mezzanine Loan In connection with the acquisition of Midtown Row, the Company entered into a $ 15.0 million mezzanine loan (the “Fortress Mezzanine Loan”) secured by 100% of the membership interests in the entity that owns Midtown Row. The mezzanine loan matures on December 1, 2027 . Pursuant to the mezzanine loan agreement, a portion of the interest on the Fortress Mezzanine Loan is paid in cash (the “Current Interest”) and a portion of the interest is capitalized and added to the principal amount of the Fortress Mezzanine Loan each month (the “Capitalized Interest” and, together with the Current Interest, the “Mezzanine Loan Interest”). The initial Mezzanine Loan Interest rate was 12 % per annum, comprised of a 5 % Current Interest rate and a 7 % Capitalized Interest rate. The Capitalized Interest rate increases each year by 1 %. As of December 31, 2023, the Mezzanine Loan Interest rate was 13 % per annum, comprised of a 5 % Current Interest rate and a 8 % Capitalized Interest rate. The Fortress Mezzanine Loan (including a prepayment penalty) will be due and payable in connection with an underwritten public offering by the Company meeting certain conditions (a “Qualified Public Offering”). However, i n connection with a Qualified Public Offering, the lender for the Fortress Mezzanine Loan has the right to convert all or a portion of the principal of the Fortress Mezzanine Loan and any prepayment penalty into shares of common stock at a price of $ 2.00 per share, subject to certain adjustments. The mezzanine loan agreement provides for cross-default in the event of a Trigger Event under the Eagles Sub-OP Operating Agreement or an event of default under the loan agreement for the Midtown Row mortgage. The Company elected to measure the Fortress Mezzanine Loan at fair value in accordance with the fair value option. The fair value at December 31, 2023 and December 31, 2022 was $ 16.2 million and $ 17.9 million, respectively. For the years ended December 31, 2023 and 2022, the Company recognized a net gain of $ 2.3 million and a net loss of $ 3.1 million, respectively, in net gain (loss) on fair value change on debt held under the fair value option in the consolidated statements of operations and $ 0.5 million and $ 0.1 million, respectively, in Change in fair value due to credit risk on debt held under the fair value option in the consolidated statements of comprehensive loss. For the years ended December 31, 2023 and 2022, the Company recognized $ 1.9 million and $ 0.2 million, respectively, of interest expense in the consolidated statements of operations, which includes $ 1.1 million and $ 0.1 million, respectively, of Capitalized Interest recorded in the consolidated balance sheets. Deferred Financing Costs and Debt Discounts The total am ount of deferred financing costs associated with the Company’s debt as of December 31, 2023 and 2022 was $ 3.4 million, gross ($ 2.0 million, net) and $ 3.2 million, gross ($ 1.9 million, net), respectively. Debt discounts associated with the Company’s debt as of December 31, 2023 and 2022 was $ 1.3 million, gross ($ 0.6 million, net) and $ 2.1 million, gross ($ 0.4 million, net), respectively. Deferred financing costs and debt discounts are netted against the debt balance outstanding on the Company’s consolidated balance sheets and will be amortized to interest expense through the maturity date of the related debt. The Company recognized amortization expense of deferred financing costs and debt discounts, included in interest expense in the consolidated statements of operations, of approximately $ 0.8 million and $ 1.5 million for the years ended December 31, 2023 and 2022, respectively. Debt Maturities The following table details the Company’s scheduled principal repayments and maturities during each of the next five years and thereafter as of December 31, 2023: Year ending December 31, (in thousands) 2024 (1) $ 33,883 2025 14,004 2026 14,695 2027 120,120 2028 28,567 Thereafter 22,503 233,772 Unamortized debt discounts and deferred financing costs, net and fair value option adjustment ( 2,723 ) Total $ 231,049 (1) Includes $ 11.2 million of debt that was repaid on February 8, 2024 in connection with the refinance of the mortgage loan secured by the Vista Shops at Golden Mile. Interest Rate Cap and Interest Rate Swap Agreements To mitigate exposure to interest rate risk, the Company entered into an interest rate cap agreement, effective December 27, 2019, on the full $ 66.9 million Basis Term Loan to cap the previously variable LIBOR interest rate at 3.5 %. On June 29, 2022, the Basis Loan Agreement was amended and restated to replace LIBOR with SOFR. The Basis Term Loan bears interest at a rate equal to the greater of (i) SOFR plus 3.97 % per annum and (ii) 6.125 % per annum. On August 1, 2022, the interest rate cap for the Basis Term Loan was modified to cap the SOFR rate at 3.5 %. On November 23, 2022, the Company entered into an interest rate cap agreement, effective January 1, 2023, on the full $ 66.9 million Basis Term Loan to cap the SOFR interest rate at 4.65 %. As of December 31, 2023 and 2022, the effective interest rate of the Basis Term Loan was 8.62 % and 6.125 %, respectively. The Company also entered into two interest rate swap agreements on the Hollinswood Loan to fix the interest rate at 4.06 %. The swap agreements are effective as of December 27, 2019 on the outstanding balance of $ 10.2 million and on July 1, 2021 for the additional availability of $ 3.0 million under the Hollinswood Loan. On May 3, 2023, the Hollinswood loan agreement was amended to replace LIBOR with SOFR, effective July 1, 2023. On October 6, 2021, the Company entered into an interest rate swap agreement on the Greenwood Village Loan to fix the interest rate at 4.082 %. On May 1, 2023, the Company terminated the existing interest rate swap agreement and entered into a new interest rate swap agreement on the Greenwood Village Loan to fix the interest rate at 5.85 %. The Company also received $ 2.2 million upon the termination of the prior interest rate swap agreement. On May 5, 2023, the Company entered into an interest rate swap agreement on the Highlandtown Village Shopping Center mortgage loan to fix the interest rate at 6.085 %. On February 8, 2024, the Company entered into an interest rate swap agreement on the Vista Shops at Golden Mile mortgage loan to fix the interest rate at 6.90 %. The Company recognizes all derivative instruments as assets or liabilities at their fair value in the consolidated balance sheets. Changes in the fair value of the Company’s derivatives that are not designated as hedges or do not meet the criteria of hedge accounting are recognized in earnings. For the years ended December 31, 2023 and 2022, the Company recognized a net loss of approximately $ 1.2 million and a net gain of approximately $ 3.4 million, respectively, as a component of "Derivative fair value adjustment" on the consolidated statements of operations. The fair value of the Company’s derivative financial instruments as of December 31, 2023 and 2022 was an interest rate swap asset of approximately $ 0.8 million and $ 3.2 million, respectively, and an interest rate cap asset of $ 0.2 million at December 31, 2022. The interest rate cap asset and interest rate swap asset are included in Other assets, net on the consolidated balance sheets. Covenants The Company’s loan agreements contain customary financial and operating covenants including debt service coverage ratios and aggregate minimum unencumbered cash covenants. As of December 31, 2023, the Company was in compliance with all covenants under its debt agreements. |
Note 8 - Commitments and Contin
Note 8 - Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 8 - Commitments and Contingencies Commitments The Company has no outstanding commitments as of December 31, 2023. Leases, as lessee At the inception of a lease and over its term, the Company evaluates each lease to determine the proper lease classification. Certain of these leases provide the Company with the contractual right to use and economically benefit from all of the space specified in the lease. Therefore, the Company has determined that they should be evaluated as lease arrangements. As of December 31, 2023, the Company was obligated under operating lease agreements consisting primarily of the Company’s office leases and equipment leases. The majority of the Company’s office leases contain provisions for specified annual increases over the rents of the prior year and are computed based on a specified annual increase over the prior year’s rent, generally 3.0 %. The Company’s office leases have initial terms ranging fro m 2 to 51 years. In accordance with the adoption of ASC 842, Leases, the Company recorded right-of-use assets (included in Other assets, net on the consolidated balance sheet) and related lease liabilities (included in Accounts payable and accrued expenses on the consolidated balance sheet) for these leases. As of December 31, 2023, the Company’s weighted average remaining lease term is approximately 14.5 years and the weighted average discount rate used to calculate the Company’s lease liability is approximately 6.5 %. The Company has not recognized a right-of-use asset and lease liability for leases with terms of 12 months or less and without an option to purchase the underlying asset. In calculating the right-of-use assets and related lease liabilities, the Company’s lease payments are typically discounted at its incremental borrowing rate because the interest rate implicit in the lease cannot be readily determined in the absence of key inputs which are typically not reported by the Company’s lessors. Judgment was used to estimate the secured borrowing rate associated with the Company’s leases and reflects the lease term specific to each lease. The Company remeasures its lease liabilities monthly at the present value of the future lease payments using the discount rate determined at lease commencement. Rent expense relating to the operating leases, including straight-line rent, was approximat ely $ 0.4 million and $ 0.5 mil lion, respectively, for the years ended December 31, 2023 and 2022, and is recorded in general and administrative in the statements of operations. The Company’s future minimum lease payments for its operating leases recorded in accounts payable and accrued liabilities as of December 31, 2023 were as follows: (in thousands) For the year ending: 2024 $ 206 2025 314 2026 304 2027 274 2028 264 Thereafter 1,222 Total undiscounted future minimum lease payments 2,584 Discount ( 1,063 ) Operating lease liabilities $ 1,521 Litigation From time to time, the Company or its properties may be subject to claims and suits in the ordinary course of business. The Company’s lessees and borrowers have indemnified, and are obligated to continue to indemnify, the Company against all liabilities arising from the operations of the properties and are further obligated to indemnify it against environmental or title problems affecting the real estate underlying such facilities. The Company is not aware of any pending or threatened litigation that, if resolved against the Company, would have a material adverse effect on its consolidated financial condition, results of operations or cash flows. |
Note 9 - Fortress Preferred Equ
Note 9 - Fortress Preferred Equity Investment | 12 Months Ended |
Dec. 31, 2023 | |
Disclosure Text Block [Abstract] | |
Fortress Preferred Equity Investment | Note 9 - Fortress Preferred Equity Investment On November 22, 2022, the Company, the Operating Partnership and Broad Street Eagles JV LLC, a newly formed subsidiary of the Operating Partnership (the “Eagles Sub-OP”), entered into a Preferred Equity Investment Agreement with CF Flyer PE Investor LLC (the “Fortress Member”), an affiliate of Fortress Investment Group LLC, pursuant to which the Fortress Member invested $ 80.0 million in the Eagles Sub-OP in exchange for a preferred membership interest (such interest, the “Fortress Preferred Interest” and such investment, the “Preferred Equity Investment”). The Company consolidates the Eagles Sub-OP under the guidance set forth in ASC 810 “Consolidation.” The Company evaluated whether the Eagles Sub-OP met the criteria for classification as a VIE or, alternatively, as a voting interest entity and concluded that that the Eagles Sub-OP met the criteria of a VIE. The Company is considered to have a controlling financial interest in the Eagles Sub-OP because the Company determined that it is the primary beneficiary because it is most closely associated with the Eagles Sub-OP. In connection with the Preferred Equity Investment, the Operating Partnership and the Fortress Member entered into the Eagles Sub-OP Operating Agreement, and the Operating Partnership contributed to the Eagles Sub-OP its subsidiaries that, directly or indirectly, own Brookhill Azalea Shopping Center, Vista Shops, Hollinswood Shopping Center, Avondale Shops, Greenwood Village Shopping Center and Lamar Station Plaza East in November 2022, as well as Cromwell Field in December 2022. The subsidiaries of the Operating Partnership that indirectly own the following eight properties were not contributed to the Eagles Sub-OP in connection with the closing of the Preferred Equity Investment but are required to be contributed to the Eagles Sub-OP on or prior to the applicable outside dates: (i) Highlandtown, (ii) Spotswood and (iii) the six properties securing the Basis Term Loan (the “Portfolio Excluded Properties” and, collectively with Highlandtown and Spotswood the “Excluded Properties”). The outside dates for Highlandtown, the Portfolio Excluded Properties and Spotswood were originally May 6, 2023, June 30, 2023 and July 6, 2023, respectively. On May 5, 2023, the Operating Partnership contributed to the Eagles Sub-OP its subsidiary that owns Highlandtown. The Fortress Member has approved extensions of the Portfolio Excluded Properties outside date, which is currently April 30, 2024. With the approval of the Fortress Member, on June 30, 2023, the Company sold Spotswood and, on July 20, 2023, sold Dekalb, which was one of the Portfolio Excluded Properties. On September 29, 2023, October 31, 2023 and December 21, 2023, the Operating Partnership contributed to the Eagles Sub-OP its subsidiaries that own Crestview, Coral Hills and West Broad, which were Portfolio Excluded Properties. Pursuant to the Amended and Restated Limited Liability Company Agreement of the Eagles Sub-OP (the “Eagles Sub-OP Operating Agreement”), the Fortress Member is entitled to monthly distributions, a portion of which is paid in cash (the “Current Preferred Return”) and a portion that accrues on and is added to the Preferred Equity Investment each month (the “Capitalized Preferred Return” and, together with the Current Preferred Return, the “Preferred Return”). The initial Preferred Return was 12 % per annum, comprised of a 5 % Current Preferred Return and a 7 % Capitalized Preferred Return, provided that, until the Portfolio Excluded Properties are contributed to the Eagles Sub-OP, the Capitalized Preferred Return is increased by 4.75 %. The Capitalized Preferred Return increases each year by 1 %. Commencing on November 22, 2027, the Preferred Return will be 19 % per annum, all payable in cash, and will increase an additional 3 % each year thereafter. Upon (i) the occurrence of a Trigger Event, (ii) during a three-month period in which distributions on the Preferred Equity Investment are not made because such payments would cause a violation of Delaware law or (iii) if a Qualified Public Offering has not occurred on or prior to November 22, 2027, the entire Preferred Return shall accrue at the then-applicable Preferred Return plus 4 % and shall be payable monthly in cash. As of December 31, 2023, the Preferred Return was 17.75 % per annum, comprised of a 5 % Current Preferred Return and a 12.75 % Capitalized Preferred Return. As of December 31, 2023 and 2022, the Capitalized Preferred Return was approximately $ 11.3 million and $ 1.0 million, respectively, and is reflected within Redeemable noncontrolling Fortress preferred interest on the consolidated balance sheets. For the years ended December 31, 2023 and 2022, the Company recognized $ 4.3 million and $ 0.4 million, respectively, of Current Preferred Return and $ 10.3 million and $ 1.1 million, respectively, of Capitalized Preferred Return as a reduction to additional paid-in capital in the consolidated statements of equity. Upon the closing of a Qualified Public Offering, unless earlier redeemed, the Eagles Sub-OP must redeem the entire Fortress Preferred Interest by payment in cash to the Fortress Member of the full Redemption Amount (as defined below), provided that (i) the Eagles Sub-OP may elect, in its discretion, not to redeem $ 37.5 million of the Preferred Equity Investment and (ii) $ 25.0 million of the Preferred Equity Investment (less the amount of the Fortress Mezzanine Loan converted into common stock in connection with such Qualified Public Offering, if any) will be converted to shares of common stock at a price of $ 2.00 per share, subject to certain adjustments. The Operating Partnership may cause the Eagles Sub-OP to redeem the Fortress Preferred Interest in whole (but not in part), by payment in cash to the Fortress Member of the full Redemption Amount, as long as the Fortress Mezzanine Loan is repaid in full before or concurrently with such redemption. The “Redemption Amount” is equal to the sum of: (i) all outstanding loans advanced to the Eagles Sub-OP by the Fortress Member in accordance with the terms of the Eagles Sub-OP Operating Agreement, together with all accrued and unpaid return on such loans; (ii) the unredeemed balance of the Preferred Equity Investment; (iii) an amount equal to the greater of (x) all accrued and unpaid Preferred Return and (y) a 1.40x minimum multiple on the amount of all loans and capital contributions made by the Fortress Member to the Eagles Sub-OP in accordance with the terms of the Eagles Sub-OP Operating Agreement, which minimum multiple shall be reduced to 1.30x upon the consummation of a Qualified Public Offering; and (iv) all other payments, fees, costs and expenses due or payable to the Fortress Member under the Eagles Sub-OP Operating Agreement, including a $ 10.0 million exit fee unless the Redemption Amount is paid upon or following the completion of a Qualified Public Offering. The Operating Partnership serves as the managing member of the Eagles Sub-OP. However, the Fortress Member has approval rights over certain Major Actions (as defined in the Eagles Sub-OP Operating Agreement), including, but not limited to (i) the adoption and approval of annual corporate and property budgets, (ii) the amendment, renewal, termination or modification of material contracts, leases over 5,000 square feet and certain loan documents, (iii) the liquidation, dissolution, or winding-up of the Eagles Sub-OP, the Company or any of its subsidiaries, (iv) taking actions of bankruptcy or failing to defend an involuntary bankruptcy action of the Eagles Sub-OP, the Company or any of its subsidiaries, (v) effecting any reorganization or recapitalization of the Eagles Sub-OP, the Company or any of its subsidiaries, (vi) declaring or paying distributions on any equity security of the Eagles Sub-OP, the Company or any of its subsidiaries, subject to certain exceptions, (vii) issuing any equity securities in the Eagles Sub-OP, the Company or any of its subsidiaries, subject to certain exceptions, (viii) conducting a merger or consolidation of the Eagles Sub-OP, the Company or the Operating Partnership or selling substantially all the assets of the Company and its subsidiaries or the Eagles Sub-OP and its subsidiaries, (ix) amending, terminating or otherwise modifying the loans secured by the properties indirectly owned by the Eagles Sub-OP, subject to certain exceptions, (x) incurring additional indebtedness or making prepayments on indebtedness, subject to certain exceptions; (xi) acquiring any property outside the ordinary course of business of the Company and (xii) selling any property below the minimum release price for such property. In addition, the Company is required to maintain separate bank accounts for tenant improvement costs and leasing costs as well as the net proceeds from the Spotswood and Dekalb dispositions. Prior written consent of the Fortress Member is required for the disbursement and use of cash held in such accounts, which had a combined balance of $ 3.1 million as of December 31, 2023 and is reflected in cash and cash equivalents on the consolidated balance sheets. Under the Eagles Sub-OP Operating Agreement, “Trigger Events” include, but are not limited to, the following: (i) fraud, gross negligence, willful misconduct, criminal acts or intentional misappropriation of funds with respect to a property owned by the Company or any of its subsidiaries; (ii) a bankruptcy event with respect to the Company or any of its subsidiaries, except for an involuntary bankruptcy that is dismissed within 90 days of commencement; (iii) a material breach of certain provisions of the Eagles Sub-OP Operating Agreement; (iv) monetary defaults or material non-monetary defaults under the Fortress Mezzanine Loan or the mortgage loans secured by properties owned directly or indirectly by the Eagles Sub-OP (including the Excluded Properties); (v) failure to meet the minimum Total Yield requirements under the Eagles Sub-OP Operating Agreement; (vi) failure to pay the Current Preferred Return (subject to a limited cure period) or failure to make distributions as required by the Eagles Sub-OP Operating Agreement; (vii) the occurrence of a Change of Control (as defined in the Eagles Sub-OP Operating Agreement); (viii) failure to contribute the Excluded Properties and consummate the related transactions by the applicable outside date; (ix) Mr. Jacoby (A) ceasing to be employed as the chief executive officer of the Company, (B) not being activity involved in the management of the Company or (C) failing to hold an aggregate of at least 3,802,594 shares of common stock and OP units, in each case subject to the Company’s right to appoint a replacement chief executive officer reasonably acceptable to the Fortress Member within 90 days; and (x) material breaches or material defaults of the Company, the Operating Partnership or their subsidiaries under certain other agreements related to the Preferred Equity Investment. Upon the occurrence of a Trigger Event, the Fortress Member has the right to cause the Eagles Sub-OP to redeem the Fortress Preferred Interest by payment to the Fortress Member of the full Redemption Amount upon not less than 90 days prior written notice to the Eagles Sub-OP, unless the Trigger Event is in connection with a Bankruptcy Event, in which case the redemption must occur as of the date of such Trigger Event. Under certain circumstances, including in the event of a Trigger Event or if a Qualified Public Offering has not occurred by November 22, 2027, the Fortress Member has the right (among other rights) to (i) remove the Operating Partnership as the managing member of the Eagles Sub-OP and to serve as the managing member until the Fortress Member is paid the Redemption Amount, (ii) cause the Eagles Sub-OP to sell one or more properties until the entire Fortress Preferred Interest has been redeemed for the Redemption Amount, (iii) cause the Eagles Sub-OP to use certain reserve accounts to pay the Fortress Member the full Redemption Amount, and (iv) terminate all property management and other service agreements with affiliates of the Company. The obligations of the Operating Partnership under the Eagles Sub-OP are guaranteed by the Company. In addition, Messrs. Jacoby and Yockey guaranteed the full payment of the Redemption Amount in the event of a bankruptcy event of the Company or its subsidiaries without the consent of the Fortress Member or certain other events that interfere with the rights of the Fortress Member under certain other agreements related to the Preferred Equity Investment. The Fortress Member’s interest in the Eagles Sub-OP under the Eagles Sub-OP Operating Agreement is a financial instrument with both equity and debt characteristics and is classified as mezzanine equity in these consolidated financial statements. The instrument was initially recognized at fair value net of issuance costs. As discussed above, the Preferred Equity Investment is redeemable at a determinable date (at year five (5), prior to year five if a Qualified Public Offering occurs or at any time so long as the Fortress Mezzanine Loan is repaid in full before or concurrently with such redemption) and therefore, at each subsequent reporting period we will accrete the carrying value to the Redemption Amount based on the effective interest method over the remaining term. All financial instruments that are classified as mezzanine equity are evaluated for embedded derivative features by evaluating each feature against the nature of the host instrument (e.g. more equity-like or debt-like). Features identified as embedded derivatives that are material are recognized separately as a derivative asset or liability in the consolidated financial statements. The Company has evaluated the Preferred Equity Investment and determined that its nature is that of a debt host and certain embedded derivatives exist that would require bifurcation on the Company’s consolidated balance sheets. For the years ended December 31, 2023 and 2022, t he Company recognized a gain of $ 0.5 million and a loss of $ 0.8 million, respectively, in derivative fair value adjustment in the consolidated statements of operations. The derivative liability was $ 0.7 million and $ 1.2 million at December 31, 2023 and 2022, respectively, and is reflected in accounts payable and accrued liabilities in the consolidated balance sheets. The following table summarizes the preferred equity investment activities for the years ended December 31, 2023 and 2022. (thousands) Preferred Equity Investment Balance at December 31, 2021 $ — Investment in preferred equity 80,000 Financing costs ( 5,589 ) Discount on preferred equity ( 1,689 ) Bifurcation of embedded derivatives ( 417 ) Preferred equity return 1,392 Balance at December 31, 2022 73,697 Preferred equity return 14,641 Preferred equity payment ( 4,297 ) Preferred equity accretion 3,247 Balance at December 31, 2023 $ 87,288 |
Note 10 - Equity
Note 10 - Equity | 12 Months Ended |
Dec. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
Equity | Note 10 - Equity Common Stock On Januar y 3, 2022, the Company issued 165,700 shares of common stock to its directors. On April 1, 2022, the Company issued 9,708 shares of common stock to certain of its directors in lieu of such directors’ cash retainers. Also, on April 1, 2022 and July 1, 2022, the Company issued 60,106 and 36,064 shares of common stock, respectively, in connection with the redemption of OP units. On January 3, 2023, the Company issued 166,125 shares of common stock to its directors, which includes 16,125 shares of common stock issued to one of the Company’s directors in lieu of such director’s cash retainer. On April 3, 2023, July 3, 2023 and October 3, 2023, the Company issued 32,904 , 25,500 and 9,348 shares of common stock, respectively, to certain of its directors in lieu of such directors’ cash retainers. On April 3, 2023, the Company issued 254,839 shares of common stock to Mr. Jacoby in lieu of cash payment of 50 % of his bonus pursuant to the cash bonus plan approved by the compensation committee of the Company’s board of directors for the year ended December 31, 2022. The foregoing shares were issued under the Company's Amended and Restated 2020 Equity Incentive Plan (the “Plan”). On October 23, 2023, the Company amended and restated its certificate of incorporation, which effected an increase to the Company's total number of authorized shares of common stock from 50,000,000 shares to 300,000,000 shares. On January 2, 2024, the Company issued 11,945 shares of common stock to one of its directors in lieu of such director’s cash retainer. Preferred Stock The Company is authorized to issue 1,000,000 shares of preferred stock, in one or more series, with a $ 0.01 par value per share, of which 20,000 shares have been designated as Series A preferred stock, $ 0.01 par value per share (the “Series A preferred stock”). As of December 31, 2023 and 2022, the Company had 500 shares of Series A preferred stock outstanding, all of which were assumed from MedAmerica upon completion of the Initial Mergers. The holders of Series A preferred stock are entitled to receive, out of funds legally available for that purpose, cumulative, non-compounded cash dividends on each outstanding share of Series A preferred stock at the rate of 10.0 % of the $ 100 per share issuance price (“Series A preferred dividends”). The Series A preferred dividends are payable semiannually to the holders of Series A preferred stock, when and as declared by the Company’s board of directors, on June 30 and December 31 of each year, that shares of Series A preferred stock are outstanding; provided that due and unpaid Series A preferred dividends may be declared and paid on any date declared by the Company’s board of directors. As of December 31, 2023, less than $ 0.1 million of Series A preferred dividends were undeclared. In the event of any voluntary or involuntary liquidation, sale, merger, consolidation, dissolution or winding up of the Company, before any distribution of assets shall be made to the holders of the Company’s common stock, each holder of Series A preferred stock then outstanding shall be entitled to be paid out of the assets of the Company available for distribution to its stockholders an amount equal to the $ 100 issue price plus all Series A preferred dividends accrued and unpaid on such shares up to the date of distribution of the available assets (such amount, the “Liquidation Preference”). The amount deemed distributed for purposes of determining the Liquidation Preference shall be the cash or the fair market value of the property, rights or securities distributed to the holders of Series A preferred stock as determined in good faith by the Company’s board of directors. If, upon a liquidation event, the available assets are insufficient to pay the Liquidation Preference to the holders of Series A preferred stock in full, then the available assets shall be distributed ratably among the holders of Series A preferred stock in proportion to their respective ownership of shares of Series A preferred stock. Shares of Series A preferred stock, excluding accrued Series A preferred dividends, which will be paid as described above, may, in the sole discretion of the holder of such shares of Series A preferred stock and by written notice to the Company, be converted into shares of the Company’s common stock, at a conversion price of $ 0.20 per share, subject to certain adjustments, in whole or in part at any time. Holders of Series A preferred stock are generally not entitled to voting rights. Noncontrolling Interest As of December 31, 2023 and 2022, the Company owned an 85.7 % interest and a 85.3 % interest, respectively, in the Operating Partnership. On November 23, 2022, the Operating Partnership issued 448,180 Common OP units and 1,842,917 Preferred OP units in connection with the acquisition of Midtown Row, as well as 573,529 Common OP units in connection with the Merger related to Lamar Station Plaza West. Commencing on the 12-month anniversary of the date on which the Common OP units were issued, each limited partner of the Operating Partnership (other than the Company) has the right, subject to certain terms and conditions, to require the Operating Partnership to redeem all or a portion of the Common OP units held by such limited partner in exchange for cash based on the market price of the Company’s common stock or, at the Company’s option and sole discretion, for shares of the Company’s common stock on a one-for-one basis. Holders of Preferred OP units have the right to convert each Preferred OP unit into one Common OP unit, plus a cash payment for each Preferred OP unit so converted equal to (i) (A) the liquidation preference of the Preferred OP unit at such time, minus (B) $ 2.00 and (ii) all accrued and unpaid monthly distributions (to the extent not already added to the liquidation preference) (the “Conversion Liquidation Payment”). The liquidation preference means the sum of (i) $2.00 and (ii) the accrued Capitalized Preferred OP Unit Return (as defined below). On the date that the common stock is first listed on the New York Stock Exchange, the NYSE American or the Nasdaq Stock Market, each Preferred OP unit will automatically convert into one Common OP unit and the right to receive the Conversion Liquidation Payment. Pursuant to the amended Agreement of Limited Partnership of the Operating Partnership, a portion of the return on the Preferred OP units will be paid in cash (the “Current Preferred OP Unit Return”) and a portion of the return will accrue on and be added to the liquidation preference of the Preferred OP units each month (the “Capitalized Preferred OP Unit Return” and, together with the Current Preferred OP Unit Return, the "Preferred OP Unit Return"). The initial Preferred OP Unit Return was 12% per annum, comprised of a 5% Current Preferred OP Unit Return and a 7% Capitalized Preferred OP Unit Return. The Capitalized Preferred OP Unit Return increases each year by 1%. After November 23, 2027, the Preferred OP Unit Return will be 19% per annum, all payable in cash, and will increase an additional 3% each year thereafter. As of December 31, 2023, the Preferred OP Unit Return was 13% per annum, comprised of a 5% Current Preferred OP Unit Return and an 8% Capitalized Preferred OP Unit Return. The Preferred OP units have no voting rights. On April 1, 2022 and July 1, 2022, the Company issued 60,106 and 36,064 shares of common stock, respectively, in connection with the redemption of Common OP units. Amended and Restated 2020 Equity Incentive Plan On September 15, 2021, the Company’s board of directors approved the Plan, which increased the number of shares of the Company’s common stock reserved for issuance under the Plan by 1,500,000 shares, from 3,620,000 shares to 5,120,000 shares. The Plan provides for the grant of stock options, share awards (including restricted stock and restricted stock units), share appreciation rights, dividend equivalent rights, performance awards, annual cash incentive awards and other equity based awards, including LTIP units, which are convertible on a one-for-one basis into Common OP units. As of December 31, 2023, there were 404,876 shares available for future issuance under the Plan, subject to certain adjustments set forth in the Plan. Each share subject to an award granted under the Plan will reduce the available shares under the Plan on a one-for-one basis. The Plan is administered by the compensation committee of the Company’s board of directors. Restricted Stock Awards of restricted stock are awards of the Company’s common stock that are subject to restrictions on transferability and other restrictions as established by the Company’s compensation committee on the date of grant that are generally subject to forfeiture if employment (or service as a director) terminates prior to vesting. Upon vesting, all restrictions would lapse. Except to the extent restricted under the award agreement, a participant awarded restricted stock will have all of the rights of a stockholder as to those shares, including, without limitation, the right to vote and the right to receive dividends on the shares. The value of the awards is determined based on the market value of the Company’s common stock on the date of grant. The Company expenses the cost of restricted stock ratably over the vesting period. The following table summarizes the stock-based award activity under the Plan for the years ended December 31, 2023 and 2022. Restricted Stock Awards Weighted-Average Grant Date Outstanding as of December 31, 2021 237,621 $ 1.26 Granted 138,262 2.20 Vested ( 194,457 ) 1.00 Forfeited ( 21,987 ) 2.35 Outstanding as of December 31, 2022 159,439 1.62 Granted 697,393 0.78 Vested ( 59,607 ) 2.25 Forfeited ( 21,856 ) 1.60 Outstanding as of December 31, 2023 775,369 $ 0.99 Of the restricted shares that vested during 2023 and 2022, 4,126 and 4,307 shares, respectively, were surrendered by certain employees to satisfy their tax obligations. Compensation expense related to these share-based payments for the year ended December 31, 2023 and 2022 was $ 0.3 million and $ 0.2 million, respectively, and was included in general and administrative expenses on the consolidated statements of operations. The remaining unrecognized costs from stock-based awards as of December 31, 2023 was approximately $ 0.4 million and will be recognized over a weighted-average period of 0.9 years. On April 1, 2022, the Company granted 138,262 restricted shares of common stock to certain employees, which vest ratably on January 1, 2023, January 1, 2024, and January 1, 2025, subject to continued service through such dates. The total value of these awards is calculated to be approximately $ 0.3 million. On April 3, 2023, the Company granted 419,618 restricted shares of common stock to certain employees, which vest ratably on January 1, 2024, January 1, 2025, and January 1, 2026, subject to continued service through such dates. The total value of these awards is calculated to be approximately $ 0.3 million. On December 7, 2023, the Company granted 277,775 restricted shares of common stock to its directors, which will vest on October 23, 2024. The total value of these awards is calculated to be approximately $ 0.3 million. Restricted Stock Units The Company’s restricted stock unit (“RSU”) awards represent the right to receive unrestricted shares of common stock based on the achievement of Company performance objectives as determined by the Company’s compensation committee. Grants of RSUs generally entitle recipients to shares of common stock equal to 0 % up to 300 % of the number of units granted on the vesting date. RSUs are not eligible to vote or to receive dividends prior to vesting. Dividend equivalents are credited to the recipient and are paid only to the extent that the RSUs vest based on the achievement of the applicable performance objectives. On October 1, 2021, the Company granted certain employees RSUs with an aggregate target number of 1,220,930 RSUs, of which 0 % to 300 % will vest based on the Company’s Implied Equity Market Capitalization (defined as (i) the sum of (a) the number of shares of common stock of the Company outstanding and (b) the number of Common OP units outstanding (not including Common OP units held by the Company), in each case, as of the last day of the applicable performance period, multiplied by (ii) the value per share of common stock at the end of the performance period) on December 31, 2024, the end of the performance period, subject to the executive’s continued service on such date. If, however, the maximum amount of the award is not earned as of December 31, 2024, the remaining RSUs may be earned based on the Company’s Implied Equity Market Capitalization as of December 31, 2025. To the extent performance is between any two designated amounts, the percentage of the target award earned will be determined using a straight-line linear interpolation between the two designated amounts. The value of the awards is determined by using a Monte Carlo simulation model in estimating the market value of the RSUs as of the date of grant. The Company expenses the cost of RSUs ratably over the vesting period. On February 28, 2023, 232,558 RSUs were forfeited as a result of an employee's resignation. The remaining unrecognized costs from RSU awards as of December 31, 2023 was approximately $ 2.0 million and will be recognized over 2.0 years. Option Awards In connection with the completion of the Initial Mergers, the Company assumed option awards previously issued to directors and officers of MedAmerica. Details of these options for the years ended December 31, 2023 and 2022, are presented in the table below: Number of Shares Underlying Options Weighted Average Exercise Price Per Share Weighted Average Fair Value at Grant Date Weighted Average Remaining Contractual Life Intrinsic Value Balance at December 31, 2021 70,000 $ 7.71 $ — 1.76 $ — Options granted — — — — — Options exercised — — — — — Options expired ( 60,000 ) ( 8.00 ) — — — Balance at December 31, 2022 10,000 $ 6.00 $ — 0.45 $ — Options granted — — — — — Options exercised — — — — — Options expired ( 10,000 ) ( 6.00 ) — — — Balance at December 31, 2023 — $ — $ — — $ — The fair values of stock options are estimated using the Black-Scholes method, which takes into account variables such as estimated volatility, expected holding period, dividend yield, and the risk-free interest rate. The risk-free interest rate is the five-year treasury rate at the date of grant. The expected life is based on the contractual life of the options at the date of grant. All 10,000 options at December 31, 2022 were fully vested at grant date. The exercise price of the outstanding options exceeded the closing price of the Company’s common stock at December 31, 2022. The intrinsic value is not material. There were no outstanding options at December 31, 2023. Warrants On June 4, 2021, the Company issued to Lamont Street warrants to purchase 200,000 shares of the Company’s common stock at an exercise price of $ 2.50 per share (the “2021 Lamont Warrants”). The 2021 Lamont Warrants were issued in connection with the issuance of the Lamont Street Preferred Interest described in Note 6 under the heading “— Lamont Street Preferred Interest.” The fair value of these warrant liabilities is estimated using the Black-Scholes method, which takes into account variables such as estimated volatility, expected holding period, dividend yield, and the risk-free interest rate. The risk-free interest rate is the U.S. Treasury rate at the date of grant. The expected life is based on the contractual life of the warrants at the date of grant, which is 4.3 years. On November 22, 2022, the Company issued to the Fortress Member warrants to purchase 2,560,000 shares of common stock at an exercise price of $ 0.01 per share, subject to certain adjustments (the “Fortress Warrants”). The Fortress Warrants may be exercised on a cashless basis. The Fortress Warrants will automatically be deemed exercised in full on a cashless basis upon the occurrence of a Qualified Public Offering. The fair value of these warrant liabilities are estimated using the Black-Scholes method, which takes into account variables such as estimated volatility, expected holding period, dividend yield, and the risk-free interest rate. The risk-free interest rate is the U.S. Treasury rate of the date of grant. The expected life is based on the contractual life of the warrants at the date of grant, which is 10 years. The fair value of the Fortress Warrants is allocated to Redeemable noncontrolling Fortress preferred interest and the Fortress Mezzanine Loan on a relative fair market basis. The table below provides the input that was used in the Black-Scholes model at November 22, 2022: November 22, 2022 Expected dividend yield — Risk-free interest rate 3.8 % Expected volatility 69.3 % Expected Life 10.0 On November 23, 2022, the Company issued to Lamont Street warrants to purchase 500,000 shares of common stock at an exercise price of $ 0.01 per share, subject to certain adjustments (the “2022 Lamont Warrants”). The 2022 Lamont Warrants may be exercised on a cashless basis. The fair value of these warrant liabilities are estimated using the Black-Scholes method, which takes into account variables such as estimated volatility, expected holding period, dividend yield, and the risk-free interest rate. The risk-free interest rate is the U.S. Treasury rate of the date of grant. The expected life is based on the contractual life of the warrants at the date of grant, which is 5 years. The fair value of the 2022 Lamont Warrants is included as part of the purchase price for Lamar Station Plaza West and allocated on a relative fair market basis among the assets. The table below provides the input that was used in the Black-Scholes model at November 23, 2022: November 23, 2022 Expected dividend yield — Risk-free interest rate 3.9 % Expected volatility 87.7 % Expected Life 5.0 |
Note 11 - Revenues
Note 11 - Revenues | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Note 11 – Revenues Disaggregated Revenue The following table represents a disaggregation of revenues from contracts with customers for the years ended December 31, 2023 and 2022 by type of service: Year Ended December 31, (in thousands) Topic 606 2023 2022 Topic 606 Revenues Leasing commissions Point in time $ 2,601 $ 1,767 Property and asset management fees Over time 142 299 Sales commissions Point in time 296 756 Development fees Over time 42 — Engineering services Over time 60 178 Topic 606 Revenue 3,141 3,000 Out of Scope of Topic 606 revenue Rental income 38,990 29,871 Sublease income 38 80 Total Out of Scope of Topic 606 revenue 39,028 29,951 Total Revenue $ 42,169 $ 32,951 Leasing Operations Minimum cash rental payments due to the Company in future periods under executed non-cancelable operating leases in place for the Company’s properties as of December 31, 2023 are as follows: (in thousands) For the year ending December 31: 2024 $ 29,322 2025 24,632 2026 17,138 2027 14,755 2028 11,982 Thereafter 37,271 Total $ 135,100 |
Note 12 - Concentrations of Cre
Note 12 - Concentrations of Credit Risks | 12 Months Ended |
Dec. 31, 2023 | |
Risks and Uncertainties [Abstract] | |
Concentrations of Credit Risks | Note 12 – Concentrations of Credit Risks The following table contains information regarding the geographic concentration of the properties in the Company’s portfo lio as of December 31, 2023 and 2022. (dollars in thousands) Number of Properties at December 31, Gross Real Estate Assets at December 31, Percentage of Total Gross Real Estate Assets at December 31, Rental income for the year ended December 31, Location 2023 2022 2023 2022 2023 2022 2023 2022 Maryland 6 6 $ 102,723 $ 100,335 27.5 % 24.5 % $ 12,486 $ 12,896 Virginia (1) 5 6 198,680 210,641 53.1 % 51.4 % 16,243 8,614 Pennsylvania (2) — 1 — 27,201 0.0 % 6.6 % 1,501 2,325 Washington D.C. 1 1 8,422 8,422 2.3 % 2.0 % 594 706 Colorado 3 3 64,110 63,503 17.1 % 15.5 % 8,166 5,330 15 17 $ 373,935 $ 410,102 100.0 % 100.0 % $ 38,990 $ 29,871 (1) Rental income includes Spotswood Valley Square Shopping Center, which was sold on June 30, 2023 and had rental income of $ 1.2 million and $ 2.4 million for the years ended December 31, 2023 and 2022, respectively. (2) Rental income related solely to Dekalb Plaza, which was sold on July 20, 2023. |
Note 13 - Employee Benefit Plan
Note 13 - Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | Note 13 – Employee Benefit Plan The Company has a 401(k) retirement plan (the “401(k) Plan”), which permits all eligible employees to defer a portion of their compensation under the Internal Revenue Code of 1986, as amended (the "Code"). Pursuant to the provisions of the 401(k) Plan, the Company may make discretionary contributions on behalf of the eligible employees. The Company made contributions to the 401(k) Plan of approximately $ 0.1 million for each of the years ended December 31, 2023 and 2022. |
Note 14 - Earnings per Share
Note 14 - Earnings per Share | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Note 14 – Earnings per Share Basic earnings per share is calculated based on the weighted average number of common shares outstanding during the period. Diluted earnings per share is determined based on the weighted average number of shares outstanding during the period combined with the incremental average shares that would have been outstanding assuming the conversion of all potentially dilutive common shares into common shares as of the earliest date possible. Potentially dilutive securities include stock options, convertible preferred stock, restricted stock, warrants, RSUs and OP units, which, subject to certain terms and conditions, may be tendered for redemption by the holder thereof for cash based on the market price of the Company’s common stock or, at the Company’s option and sole discretion, for shares of the Company’s common stock on a one-for-one basis . Stock options, convertible preferred stock, restricted stock, warrants, RSUs and OP units have been omitted from the Company’s denominator for the purpose of computing diluted earnings per share since the effect of including these amounts in the denominator would have no dilutive impact due to the net loss position. The weighted average number of anti-dilutive convertible preferred stock, restricted stock, RSUs and OP units outstanding for the year ended December 31, 2023 and 2022 was approximately 7.0 million and 4.4 million, respectively. The following table sets forth the computation of earnings per common share for the years ended December 31, 2023 and 2022: For the Year Ended December 31, (in thousands, except per share data) 2023 2022 Numerator: Net loss $ ( 7,017 ) $ ( 16,273 ) Less: Preferred equity return on Fortress preferred equity ( 14,641 ) ( 1,492 ) Less: Preferred equity accretion to redemption value ( 3,247 ) — Less: Preferred OP units return ( 483 ) ( 48 ) Plus: Net loss attributable to noncontrolling interest 3,924 2,522 Net loss attributable to common stockholders $ ( 21,464 ) $ ( 15,291 ) Denominator Basic weighted-average common shares 35,608 32,379 Dilutive potential common shares — — Diluted weighted-average common shares 35,608 32,379 Net loss per common share- basic and diluted $ ( 0.60 ) $ ( 0.47 ) |
Note 15 - Fair Value of Financi
Note 15 - Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 15 - Fair Value of Financial Instruments The Company uses fair value measures to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. GAAP establishes a three-level hierarchy that prioritizes inputs into the valuation techniques used to measure fair value. Fair value measurements associated with assets and liabilities are categorized into one of the following levels of the hierarchy based upon how observable the valuation inputs are that are used in the fair value measurements. • Level 1 — The valuation is based upon quoted prices in active markets for identical instruments. • Level 2 — The valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active or derived from a model in which significant inputs or significant value drivers are observable in active markets. • Level 3 — The valuation is based on unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the instrument. Level 3 valuations are typically performed using pricing models, discounted cash flow methodologies, or similar methodologies, which incorporate management's own estimates of assumptions that market participants would use in pricing the instrument or valuations that require significant management judgment or estimation. Financial Assets and Liabilities Measured at Fair Value The Company’s financial assets and liabilities measured at fair value on a recurring basis currently include derivative financial instruments and the Fortress Mezzanine Loan. The following tables present the carrying amounts of these assets and liabilities that are measured at fair value on a recurring basis by instrument type and based upon the level of the fair value hierarchy within which fair value measurements of the Company’s assets and liabilities are categorized: Fair Value Measurements (in thousands) December 31, 2023 Level 1 Level 2 Level 3 Assets: Derivative instruments $ 796 $ — $ 796 $ — Liabilities: Derivative instruments (1) $ 668 $ — $ 668 $ — Fortress Mezzanine Loan 16,187 — 16,187 — (1) Derivative liabilities are included in Accounts payable and accrued liabilities on the consolidated balance sheets. Fair Value Measurements (in thousands) December 31, 2022 Level 1 Level 2 Level 3 Assets: Derivative instruments $ 3,426 $ — $ 3,426 $ — Liabilities: Derivative instruments (1) $ 1,208 $ — $ 1,208 $ — Fortress Mezzanine Loan 17,895 — 17,895 — (1) Derivative liabilities are included in Accounts payable and accrued liabilities on the consolidated balance sheets. The derivative financial instruments are valued in the market using discounted cash flow techniques. These techniques incorporate Level 1 and Level 2 inputs. The market inputs are utilized in the discounted cash flow calculation considering the instrument’s term, notional amount, discount rate and credit risk. Significant inputs to the derivative valuation model for interest rate caps and interest rate swaps are observable in active markets and are classified as Level 2 in the hierarchy. See Note 7 “—Interest Rate Cap and Interest Rate Swap Agreements” for further discussion regarding the Company’s interest rate cap and interest rate swap agreements. The Preferred Equity Investment contains embedded features that are required to be bifurcated from the temporary equity-host and recognized as separate derivative liabilities subject to initial and subsequent periodic estimated fair value measurements under ASC 815, Derivatives and Hedging. The fair value of the embedded derivative liability was valued using a binomial lattice-based model which takes into account variables such as estimated volatility, expected holding period, stock price, the exit fee and the risk-free interest rate. The risk-free interest rate is the five-year treasury rate at the valuation date. This technique incorporates Level 1 and Level 2 inputs. The Company elected to measure the Fortress Mezzanine Loan at fair value in accordance with the fair value option. The Fortress Mezzanine Loan is a debt host financial instrument containing embedded features which would otherwise be required to be bifurcated from the debt-host and recognized as separate derivative liabilities subject to initial and subsequent periodic estimated fair value measurements under ASC 815, Derivatives and Hedging. The fair value option election for the Fortress Mezzanine Loan is due to the number and complexity of features that would require separate bifurcation absent this election. The fair value of the Fortress Mezzanine Loan is valued using a binomial lattice-based model which takes into account variables such as estimated volatility, expected holding period, stock price, the exit fee and the risk-free interest rate. The risk-free interest rate is the five-year treasury rate at the valuation date. This technique incorporates Level 1 and Level 2 inputs. Financial Assets and Liabilities Not Carried at Fair Value The ta bles below provide information about the carrying amounts and fair values of those financial instruments of the Company for which fair value is not measured on a recurring basis and organizes the information based upon the level of the fair value hierarchy within which fair value measurements are categorized. At December 31, 2023 Fair Value (in thousands) Carrying Amount Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 9,779 $ 9,779 $ — $ — Restricted cash 4,018 4,018 — — Liabilities: Mortgage and other indebtedness, net - variable rate $ 61,056 $ — $ 61,056 $ — Mortgage and other indebtedness, net - fixed rate 155,844 — 159,065 — At December 31, 2022 Fair Value (in thousands) Carrying Amount Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 12,356 $ 12,356 $ — $ — Restricted cash 4,675 4,675 — — Liabilities: Mortgage and other indebtedness, net - variable rate $ 111,380 $ — $ 111,380 $ — Mortgage and other indebtedness, net - fixed rate 140,199 — 139,447 — The carrying amounts of cash and cash equivalents, restricted cash, receivables and payables are reasonable estimates of their fair value as of December 31, 2023 and 2022 due to the short-term nature of these instruments (Level 1). At December 31, 2023 and 2022, the Company’s indebtedness was comprised of borrowings that bear interest at variable and fixed rates. The fair value of the Company’s borrowings under variable rates as of December 31, 2023 and 2022 approximate their carrying values as the debt is at variable rates currently available and resets on a monthly basis. The fair value of the Company’s fixed rate debt as of December 31, 2023 and 2022 is estimated by using Level 2 inputs such as discounting the estimated future cash flows using current market rates for similar loans that would be made to borrowers with similar credit ratings and for the same remaining maturities. Fair value estimates are made at a specific point in time, are subjective in nature and involve uncertainties and matters of significant judgment. Settlement at such fair value amounts may not be possible. |
Note 16 - Taxes
Note 16 - Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Taxes | Note 16- Taxes The income tax benefit consisted of the following for the years ended December 31, 2023 and 2022: For the Year Ended December 31, (in thousands) 2023 2022 Current: Federal $ 251 $ — State 89 — Total current tax expense 340 — Deferred: Federal $ ( 2,853 ) $ ( 4,214 ) State ( 1,115 ) ( 1,643 ) Total deferred tax benefit ( 3,968 ) ( 5,857 ) Total income tax benefit $ ( 3,628 ) $ ( 5,857 ) The Company’s effective income tax rate for the years ended December 31, 2023 and 2022 reconciles with the federal statutory rate as follows: For the Year Ended December 31, 2023 2022 Federal statutory rate 21.0 % 21.0 % Permanent items ( 0.2 )% 0.0 % State income taxes, net of federal tax benefit 5.4 % 6.0 % Change in valuation allowance ( 12.0 )% — Other — ( 1.0 )% Rate change 0.3 % — Prior year adjustment — 1.7 % Effective income tax rate on income before taxes 14.5 % 27.7 % The difference between the Company’s effective tax rate and federal statutory rate for the years ended December 31, 2023 and 2022 is ( 6.5 )% and 6.7 %, respectively, which is primarily due to the change in valuation allowance, state taxes and permanent items. Deferred income tax assets (liabilities) are comprised of the following as of December 31, 2023 and 2022: For the Year Ended December 31, (in thousands) 2023 2022 Deferred tax assets NOL carryforwards $ 5,197 $ 6,646 Valuation allowance ( 3,001 ) — Equity compensation 678 461 Other 5 3 Total deferred tax assets $ 2,879 $ 7,110 Deferred tax liabilities Investment in the Operating Partnership $ ( 2,879 ) $ ( 11,078 ) Total deferred tax liabilities $ ( 2,879 ) $ ( 11,078 ) Net deferred tax assets (liabilities) $ — $ ( 3,968 ) At December 31, 2023 and 2022, the Company had pre-tax federal and state income tax NOL carryforwards of approximately $ 19.6 million and $ 24.6 million, respectively, which will carry forward indefinitely for federal purposes and for most states. As of December 31, 2023, the Company maintained a full valuation allowance on its deferred tax assets as the timing of the utilization of its net operating losses is uncertain. For the year ended December 31, 2023, the Company recorded a valuation allowance of $ 3.0 million against the deferred tax assets. The Company had no uncertain tax positions as of December 31, 2023 and 2022. Generally, for federal and state purposes, the Company's 2020 through 2023 tax years remain open for examination by tax authorities. Additionally, any net operating losses that were generated in prior years and utilized in these years may also be subject to examination by the Internal Revenue Service. The Company’s policy is to recognize interest and penalties associated with uncertain tax positions as part of income tax expense. |
Note 17 - Related Party Transac
Note 17 - Related Party Transactions | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 17 – Related Party Transactions Receivables and Payables As of December 31, 2023 and 2022, the Company had $ 1.1 million and $ 1.2 million, respectively, in receivables due from related parties, included in Other assets, net on the consolidated balance sheets. The amounts at December 31, 2023 and 2022 relate to the Merger pursuant to which the Company acquired Lamar Station Plaza West, including the note receivable due from a related party. Additionally, as of December 31, 2023 and 2022, the Company had approximately $ 0.1 million and less than $ 0.1 million, respectively, in payables due to properties managed by the Company related to amounts borrowed by the Company for working capital, which are reflected in Payables due to related parties on the consolidated balance sheets. On October 6, 2022, the entity that owned Lamar Station Plaza West, a property managed by the Company and acquired in November 2022, advanced the Company $ 1.1 million for deposits related to the Company’s financing in November 2022. Such amount is eliminated in consolidation. Approximately $ 0.4 million of the Company’s total revenue for the year ended December 31, 2022 was generated from related parties. No income was generated from related parties for the year ended December 31, 2023. Additionally, approximately $ 0.1 million of the Company’s accounts receivable, net balance at December 31, 2022 was owed from related parties. There were no accounts receivable owed from related parties at December 31, 2023. The Mergers As consideration in the Mergers, as a result of their interests in the Broad Street Entities party to such Mergers, (i) Mr. Jacoby received 2,533,650 shares of the Company’s common stock and 993,018 Common OP units, (ii) Mr. Yockey received 2,533,650 shares of the Company’s common stock and 556,736 Common OP units, (iii) Alexander Topchy, the Company’s Chief Financial Officer, received an aggregate of 137,345 shares of the Company’s common stock and 62,658 Common OP units, (iv) Daniel J.W. Neal, a member of the Company’s board of directors, received, directly or indirectly, 878,170 shares of the Company’s common stock and (v) Samuel M. Spiritos, a member of the Company’s board of directors, indirectly received 13,827 shares of the Company’s common stock. Management Fees During the year ended December 31, 2022, the Company provided management services for Lamar Station Plaza West, which was acquired during 2022 in the remaining Merger, and the Cypress Point property. The Company received a management fee ranging from 3.0 % to 4.0 % of such properties’ gross income. Messrs. Jacoby, Yockey and Topchy had interests in the entity that owned Lamar Station Plaza West. Messrs. Jacoby, Yockey, Topchy and Neal had interests in the entity that owned the Cypress Point property. In the third quarter of 2022, the Company terminated the merger agreement related to the Cypress Point property due to the performance of the property. Messrs. Jacoby and Yockey along with Mr. Topchy, Mr. Neal, Jeffrey H. Foster, a member of the Company’s board of directors, and Aras Holden, the Company’s former Vice President of Asset Management and Acquisitions, had indirect ownership interests in BBL Current Owner, LLC (“BBL Current”), which owned Midtown Row. Mr. Jacoby also served as the chief executive officer and a director of BBL Current. On December 21, 2021, the Company entered into a purchase and sale agreement (the “MTR Agreement”) with BBL Current to acquire Midtown Row for a purchase price of $ 122.0 million in cash. On July 1, 2022, the MTR Agreement automatically terminated in accordance with its terms. On September 1, 2022, the Company and BBL Current entered into a third amendment and reinstatement of the MTR Agreement (the “MTR Amendment”), pursuant to which the MTR Agreement was fully reinstated, subject to the terms of the MTR Amendment. The MTR Amendment increased the purchase price for the Midtown Row Acquisition to $ 123.3 million, to be payable in paid in cash and not less than $ 5.0 million of Common OP units and Preferred OP Units. On November 23, 2022, the Company completed the acquisition of Midtown Row and paid $ 118.7 million in cash and the Operating Partnership issued 448,180 Common OP units and 1,842,917 Preferred OP units. As consideration in the acquisition of Midtown Row, as a result of their direct or indirect interests in BBL Current, (i) Mr. Jacoby received 97,086 Common OP units, (ii) Mr. Neal indirectly received 202,861 Common OP units, (iii) Mr. Foster received 33,810 Common OP units, (iv) Mr. Yockey received 97,086 Common OP units and (v) Mr. Topchy received 17,337 Common OP units. The Company served as the development manager for Midtown Row and serves as the property manager and the leasing broker for the retail portion of Midtown Row. Tax Protection Agreements On December 27, 2019 the Company and the Operating Partnership entered into tax protection agreements (the “Initial Tax Protection Agreements”) with each of the prior investors in BSV Colonial Investor LLC, BSV Lamonticello Investors LLC and BSV Patrick Street Member LLC, including Messrs. Jacoby, Yockey and Topchy, in connection with their receipt of Common OP units in certain of the Initial Mergers. On April 4, 2023, the Company and the Operating Partnership entered into a tax protection agreement (together with the Initial Tax Protection Agreements, the “Tax Protection Agreements”), with each of the prior investors in BSV Lamont Investors LLC, including Messrs. Jacoby, Yockey and Topchy, in connection with their receipt of Common OP units in the Merger whereby the Company acquired Lamar Station Plaza West. Pursuant to the Tax Protection Agreements, until the seventh anniversary of the completion of the applicable Merger, the Company and the Operating Partnership may be required to indemnify the other parties thereto for their tax liabilities related to built-in gain that exists with respect to the properties known as Midtown Colonial, Midtown Lamonticello, Vista Shops at Golden Mile and Lamar Station Plaza West (the “Protected Properties”). Furthermore, until the seventh anniversary of the completion of the applicable Merger, the Company and the Operating Partnership will be required to use commercially reasonable efforts to avoid any event, including a sale of the Protected Properties, that triggers built-in gain to the other parties to the Tax Protection Agreements, subject to certain exceptions, including like-kind exchanges under Section 1031 of the Code. Guarantees The Company’s subsidiaries’ obligations under the Eagles Sub-OP Operating Agreement, Basis Loan Agreement and the Brookhill mortgage loan are guaranteed by Messrs. Jacoby and Yockey. The Company has agreed to indemnify Mr. Yockey for any losses he incurs as a result of his guarantee of the Basis Term Loan and the Brookhill mortgage loan. Mr. Jacoby is also a guarantor under the Cromwell mortgage loan agreement. Legal Fees Mr. Spiritos is the managing partner of Shulman Rogers LLP, which represents the Company in certain real estate matters. During the years ended December 31, 2023 and 2022, the Company paid approximately $ 0.3 million and $ 0.4 million, respectively, in legal fees to Shulman Rogers LLP, which is reflected in general and administrative in the consolidated statements of operations. |
Schedule III - Real Estate and
Schedule III - Real Estate and Accumulated Depreciation | 12 Months Ended |
Dec. 31, 2023 | |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure [Abstract] | |
Schedule III - Real Estate and Accumulated Depreciation | BROAD STREET REALTY, INC. AND SUBSIDIARIES Schedu le III Real Estate and Accumulated Depreciation (dollars in thousands) Initial Cost to Company Gross Amount at Which Carried at Close of Period Property Name Location Property Type Encumbrances (1) Land Building and improvements, intangible lease assets and liabilities and furniture and equipment Cost Capitalized Subsequent to Acquisition Land Building and improvements, intangible lease assets and liabilities, construction in progress, furniture and equipment Total (2) Accumulated Depreciation and Amortization (2) (3) Date of Construction/ Date Acquired Avondale Shops Washington, D.C. Shopping Center $ 2,868 $ 1,776 $ 6,593 $ 53 $ 1,776 $ 6,646 $ 8,422 $ ( 1,183 ) 2010 2019 Brookhill Azalea Shopping Center Richmond, VA Shopping Center 9,198 1,344 15,554 1,392 1,344 16,946 18,290 ( 3,521 ) 2012 2019 Coral Hills Shopping Center Capitol Heights, MD Shopping Center 12,560 2,186 14,317 177 2,186 14,494 16,680 ( 3,978 ) 2012 2019 Crestview Square Shopping Center Landover Hills, MD Shopping Center 11,947 2,853 15,717 129 2,853 15,846 18,699 ( 4,108 ) 2012 2019 Hollinswood Shopping Center Baltimore, MD Shopping Center 12,436 5,907 15,050 3,630 5,907 18,680 24,587 ( 4,179 ) 2020 2019 Midtown Colonial (4) Williamsburg, VA Shopping Center 4,440 3,963 10,014 3,607 3,963 13,621 17,584 ( 2,108 ) 2018 2019 Midtown Lamonticello (4) Williamsburg, VA Shopping Center 4,051 3,108 12,659 280 3,108 12,939 16,047 ( 1,854 ) 2019 2019 Vista Shops at Golden Mile Frederick, MD Shopping Center 11,252 4,342 10,219 460 4,342 10,679 15,021 ( 3,308 ) 2009 2019 West Broad Commons Shopping Center Richmond, VA Shopping Center 11,712 1,324 18,180 439 1,324 18,619 19,943 ( 3,886 ) 2017 2019 Lamar Station Plaza East Lakewood, CO Shopping Center — 1,826 3,183 2,650 2,904 5,833 8,737 ( 1,587 ) 1984 2020 Cromwell Field Shopping Center Glen Burnie, MD Shopping Center 10,597 2,256 15,618 2,413 2,256 18,031 20,287 ( 3,631 ) 2020 2021 Highlandtown Village Shopping Center Baltimore, MD Shopping Center 8,712 2,998 4,341 111 2,998 4,452 7,450 ( 2,112 ) 1987 2021 The Shops at Greenwood Village Greenwood Village, CO Shopping Center 22,218 3,170 27,560 809 3,242 28,369 31,611 ( 6,182 ) 2019 2021 Lamar Station Plaza West Lakewood, CO Shopping Center 18,927 8,774 13,996 993 8,773 14,989 23,762 ( 1,963 ) 2016 2022 Midtown Row Williamsburg, VA Mixed-Use 92,169 7,960 116,778 2,077 7,960 118,855 126,815 ( 5,777 ) 2021 2022 Total $ 233,087 $ 53,787 $ 299,779 $ 19,220 $ 54,936 $ 318,999 $ 373,935 $ ( 49,377 ) (1) Includes fair market value of debt adjustments and debt discount, net (2) The changes in total real estate and accumulated depreciation and amortization for the years ended December 31, 2023 and 2022 is as follows: For the year ended December 31, (in thousands) 2023 2022 Cost Balance at beginning of period $ 410,102 $ 253,125 Acquisitions — 149,956 Dispositions and write off ( 44,774 ) — Capitalized costs 8,607 7,021 Balance at end of period $ 373,935 $ 410,102 Accumulated depreciation and amortization Balance at beginning of period $ 38,608 $ 21,620 Depreciation and amortization 18,967 16,988 Dispositions and write off ( 8,198 ) — Balance at end of period $ 49,377 $ 38,608 The unaudited aggregate tax value of real estate assets for federal income tax purposes as of December 31, 2023 is estimated to be $ 269.6 million. (3) The cost of building and improvements is depreciated on a straight-line basis over the estimated useful lives of the buildings and improvements, ranging primarily from 5 to 49 years . The cost of intangible lease assets and liabilities is amortized on a straight-line basis over the initial term of the related leases, ranging up to 19 years . See Note 2 to the consolidated financial statements for information on useful lives used for depreciation and amortization. (4) The loan is encumbered by the Basis Term Loan. |
Accounting Policies and Related
Accounting Policies and Related Matters (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in accordance with generally accepted accounting principles in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the amounts of revenue and expense reported in the period. Significant estimates are made for the valuation of real estate and any related intangibles and fair value assessments with respect to purchase price allocations, valuation of the Fortress Preferred Equity Investment (as defined below) embedded derivatives and valuation of the Fortress Mezzanine Loan (as defined below). Actual results may differ from those estimates. |
Change in Presentation | Change in Presentation The Company has made certain reclassifications to prior period financial statements in order to enhance the comparability with the financial statements for the current period. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company’s wholly owned subsidiaries and subsidiaries in which the Company has a controlling interest. All intercompany transactions and balances have been eliminated in consolidation. There are no material differences between the Company and the Operating Partnership as of December 31, 2023. When the Company obtains an economic interest in an entity, management evaluates the entity to determine: (i) whether the entity is a variable interest entity (“VIE”), (ii) in the event that the entity is a VIE, whether the Company is the primary beneficiary of the entity, and (iii) in the event the entity is not a VIE, whether the Company otherwise has a controlling financial interest. The primary beneficiary is the entity that has (i) the power to direct the activities that most significantly impact the entity’s economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could be significant to the VIE. The Company consolidates: (i) entities that are VIEs for which the Company is deemed to be the primary beneficiary and (ii) entities that are not VIEs which the Company controls. If the Company has an interest in a VIE but is not determined to be the primary beneficiary, the Company accounts for its interest under the equity method of accounting. Similarly, for those entities which are not VIEs and the Company does not have a controlling financial interest, the Company accounts for its interest under the equity method of accounting. The Company continually reconsiders its determination of whether an entity is a VIE and whether the Company qualifies as its primary beneficiary. The Company consolidates the Operating Partnership, Broad Street BIG First OP, LLC, BSV Highlandtown (as defined in Note 7 under the heading “— Lamont Street Preferred Interest ”), BSV Spotswood (as defined in Note 7 under the heading “— Lamont Street Preferred Interest ”) and the Eagles Sub-OP (as defined in Note 9), VIEs in which the Company is considered the primary beneficiary. The preferred membership interests in Broad Street BIG First OP, LLC were redeemed in full in 2022, and, as of December 31, 2023, it is a wholly owned subsidiary. |
Noncontrolling Interest | Noncontrolling Interest The portion of equity not owned by the Company in entities controlled by the Company, and thus consolidated, is presented as noncontrolling interest and classified as a component of consolidated equity, separate from total stockholders’ equity on the Company’s consolidated balance sheets. The amount recorded will be based on the noncontrolling interest holder’s initial investment in the consolidated entity, adjusted to reflect the noncontrolling interest holder’s share of earnings or losses in the consolidated entity, any distributions received or additional contributions made by the noncontrolling interest holder and conversion of OP units into common stock. The earnings or losses from the entity attributable to noncontrolling interests are reflected in “net income (loss) attributable to noncontrolling interest” in the consolidated statements of operations. |
Segment Reporting | Segment Reporting The Company owns, operates, develops and redevelops primarily grocery-anchored shopping centers, street retail-based properties and mixed-use assets. The Company is managed as one reporting unit, rather than multiple reporting units, for internal reporting purposes and for internal decision-making. Therefore, the Company discloses its operating results in a single reportable segment. |
Cash and Cash Equivalents and Restricted Cash | Cash and Cash Equivalents and Restricted Cash Cash and cash equivalents consist of highly liquid investments with original maturities of three months or less. The majority of the Company’s cash and cash equivalents are held at major commercial banks which at times may exceed the Federal Deposit Insurance Corporation limit. The Company has not experienced any losses to date on invested cash. As of December 31, 2023 and 2022, the Company had no cash equivalents. Amounts included in restricted cash represents escrow deposits held for real estate taxes, property maintenance, insurance and other requirements at specific properties as required by lending institutions. |
Revenue Recognition | Revenue Recognition The Company earns revenue from the following: Leases of Real Estate Properties, Leasing Commissions, Property and Asset Management, Engineering Services, Development Services, and Capital Transactions. Leases of Real Estate Properties : At the inception of a new lease arrangement, including new leases that arise from amendments, the Company assesses the terms and conditions to determine the proper lease classification. Currently, all of the Company’s lease arrangements are classified as operating leases. Rental revenue for operating leases is recognized on a straight-line basis over the lease term when collectability is reasonably assured and the tenant has taken possession or controls the physical use of a leased asset. If the Company determines that future lease payments are not probable of collection, the Company will account for these leases on a cash basis. If the lease provides for tenant improvements, the Company determines whether the tenant improvements, for accounting purposes, are owned by the tenant or by the Company. When the Company is the owner of the tenant improvements, the tenant is not considered to have taken physical possession or have control of the physical leased asset until the tenant improvements are substantially completed. When the tenant is the owner of the tenant improvements, any tenant improvement allowance funded is treated as a lease incentive and amortized as a reduction of revenue over the lease term. The determination of ownership of the tenant improvements is subject to significant judgment. If the Company’s assessment of the owner of the tenant improvements for accounting purposes were different, the timing and amount of revenue recognized would be impacted. A majority of the Company’s leases require tenants to make estimated payments to the Company to cover their proportional share of operating expenses, including, but not limited to, real estate taxes, property insurance, routine maintenance and repairs, utilities and property management expenses. The Company collects these estimated expenses and is reimbursed by tenants for any actual expense in excess of estimates or reimburses tenants if collected estimates exceed actual operating results. The reimbursements are recorded in rental income and the expenses are recorded in property-related expenses. The Company adopted Accounting Standards Codification ("ASC") Topic 842, Leases effective January 1, 2019 under the modified retrospective approach and elected the optional transition method to apply the provisions of ASC 842 as of the effective date, rather than the earliest period presented. The Company elected the "package of practical expedients," which permits it not to reassess under the new standard the Company's prior conclusions about lease identification, lease classification and initial direct costs. The Company made an accounting policy election to exempt short-term leases of 12 months or less from balance sheet recognition requirements associated with the new standard. The Company did not elect the use-of-hindsight or the practical expedient pertaining to land easements, the latter not being material to the Company. The Company also elected the practical expedient for lessors to combine the lease and non-lease components (primarily impacts common area maintenance reimbursements). Contractual rent increases of renewal options are often fixed at the time of the initial lease agreement which may result in tenants being able to exercise their renewal options at amounts that are less than the fair value of the rent at the date of the renewal. In addition to fixed base rents, certain rental income derived from the Company's tenant leases is variable and may be dependent on percentage rent. Variable lease payments from percentage rents are earned by the Company in the event the tenant's gross sales exceed certain amounts. Terms of percentage rent are agreed upon in the tenant’s lease and will vary based on the tenant's sales. Variable lease payments consisted of percentage rent and tenant expense reimbursements of operating expenses, common area maintenance expenses, real estate taxes and insurance of the respective properties amounted to $ 7.7 million and $ 6.9 million for the years ended December 31, 2023 and 2022, respectively. These amounts have been included in rental income on the consolidated statements of operations. The Company recognizes lease termination fees, which are included in rental income on the consolidated statements of operations, in the year that the lease is terminated and collection of the fee is reasonably assured. Upon early lease terminations, the Company records gains (losses) related to unrecovered tenant-specific intangibles and other assets in impairment of real estate assets on the consolidated statements of operations, which was a $ 1.0 million loss for the year ended December 31, 2023. There were no early lease terminations during the year ended December 31, 2022. Leasing Commissions : The Company earns leasing commissions as a result of providing strategic advice and connecting tenants to third-party property owners in the leasing of retail space. The Company records commission revenue on real estate leases at the point in time when the performance obligation is satisfied, which is generally upon lease execution. Terms and conditions of a commission agreement may include, but are not limited to, execution of a signed lease agreement and future contingencies, including tenant’s occupancy, payment of a deposit or payment of first month’s rent (or a combination thereof). The Company’s performance obligation will typically be satisfied upon execution of a lease and the portion of the commission that is contingent on a future event will likely be recognized if deemed not subject to significant reversal, based on the Company’s estimates and judgments. The Company accounts for leasing commissions under ASC Topic 606, Revenue from Contracts with Customers. Property and Asset Management Fees : The Company provides real estate management services for owners of properties, representing a series of daily performance obligations delivered over time. Pricing is generally in the form of a monthly management fee based upon property-level cash receipts or some other variable metric. When accounting for reimbursements of third-party expenses incurred on a client’s behalf, the Company determines whether it is acting as a principal or an agent in the arrangement. When the Company is acting as a principal, the Company’s revenue is reported on a gross basis and comprises the entire amount billed to the client and reported cost of services includes all expenses associated with the client. When the Company is acting as an agent, the Company’s fee is reported on a net basis as revenue for reimbursed amounts is netted against the related expenses. The control of the service before transfer to the customer is the focal point of the principal versus agent assessments. The Company is a principal if it controls the services before they are transferred to the client. The presentation of revenues and expenses pursuant to these arrangements under either a gross or net basis has no impact on net loss or cash flows. Property and asset management fees are included in Management and other income on the consolidated statements of operations. The Company accounts for property and asset management fees under ASC Topic 606, Revenue from Contracts with Customers. Engineering Services: The Company provides engineering services to third-party property owners on an as needed basis at the properties where the Company is the property or asset manager. The Company receives consideration at agreed upon fixed rates for the time incurred plus a reimbursement for costs incurred and revenue is recognized over time because the customer simultaneously receives and consumes the benefits of the services as they are performed. The Company accounts for performance obligations using the right to invoice practical expedient. The Company applies the right to invoice practical expedient to record revenue as the services are provided, given the nature of the services provided and the frequency of billing under the customer contract. Under this practical expedient, the Company recognizes revenue in an amount that corresponds directly with the value to the customer of performance completed to date and for which there is a right to invoice the customer. Engineering services fees are included in Management and other income on the consolidated statements of operations. The Company accounts for engineering services under ASC Topic 606, Revenue from Contracts with Customers. Development Services : The Company provides construction-related services ranging from general contracting to project management for third-party owners and third-party occupiers of real estate. Depending on the terms of the engagement, the Company’s performance obligation is either to arrange for the completion of a project or to assume responsibility for completing a project on behalf of a client. The Company’s obligations to clients are satisfied over time due to the continuous transfer of control of the underlying asset. Therefore, the Company recognizes revenue over time, generally using input measures (e.g., to-date costs incurred relative to total estimated costs at completion). Typically, the Company is entitled to consideration at distinct milestones over the term of an engagement. The Company may receive variable consideration which can include, but is not limited to, a fee paid upon return of an investor’s original investment in a project. The Company assesses variable consideration on a contract-by-contract basis, and when appropriate, recognizes revenue based on its assessment of the outcome and historical results. The Company recognizes revenue related to variable consideration if it is deemed probable there will not be a significant reversal in the future. Development services fees are included in management and other fee income on the consolidated statements of operations. The Company accounts for development services under ASC Topic 606, Revenue from Contracts with Customers. Capital Transactions : The Company provides brokerage and other services for capital transactions, such as real estate sales, real estate acquisitions or other financing. The Company’s performance obligation is to facilitate the execution of capital transactions, and the Company is generally entitled to the full consideration at the point in time upon which its performance obligation is satisfied, at which time the Company recognizes revenue. Capital transaction fees are included in management and other fee income on the consolidated statements of operations. Contract Assets and Contract Liabilities Contract assets include amounts recognized as revenue for which the Company is not yet entitled to payment for reasons other than the passage of time, but that do not constrain revenue recognition. As of December 31, 2023 and 2022, the Company did no t have any contract assets. Contract liabilities include advance payments related to performance obligations that have not yet been satisfied and are included in deferred revenue on its consolidated balance sheets. The Company recognizes the contract liability as revenue once it has transferred control of service to the customer and all revenue recognition criteria are met. As of December 31, 2022, the Company had approximately $ 0.2 million of contract liabilities. There were no contract liabilities at December 31, 2023. |
Accounts Receivable Under Contracts with Customers | Accounts Receivable Under Contracts with Customers The Company records accounts receivable for its unconditional rights to consideration arising from its performance under contracts with customers. Additionally, the Company records other receivables, included in Other assets, net on the consolidated balance sheets, which represents commission advances to employees. Further, the Company records receivables from affiliated properties. The carrying value of such receivables, net of the allowance for doubtful accounts, represents their estimated net realizable value. The Company estimates its allowance for doubtful accounts for specific accounts and other receivable balances based on historical collection trends, the age of the outstanding accounts and other receivables and existing economic conditions associated with the receivables. Past-due accounts receivable balances are written off to bad debt expense when the Company’s internal collection efforts have been unsuccessful or the advance has been forgiven. As a practical expedient, the Company does not adjust the promised amount of consideration for the effects of a significant financing component when the Company expects, at contract inception, that the period between its transfer of a promised service to a customer and when the customer pays for that service will be one year or less. The Company does not typically include extended payment terms in its contracts with customers. As of December 31, 2023, the Company had approximately $ 1.9 million of accounts receivable under contracts with customers, of which $ 1.2 million and $ 0.7 million is reflected in other assets and tenant and accounts receivable, net, respectively, on the consolidated balance sheet. As of December 31, 2022, the Company had approximately $ 2.1 million of accounts receivable under contracts with customers, of which $ 1.4 million and $ 0.7 million is reflected in other assets and tenant and accounts receivable, net, respectively, on the consolidated balance sheet. There was no allowance at December 31, 2023 and 2022. |
Tenant and Other Receivables and Lease Inducements | Tenant and Other Receivables and Lease Inducements Tenant receivables relate to the amounts currently owed to the Company under the terms of the Company’s lease agreements and is included in Tenant and accounts receivable, net of allowance on the consolidated balance sheets. Straight-line rent receivables relate to the difference between the rental revenue recognized on a straight-line basis and the amounts currently due to the Company according to the contractual agreement. Lease inducements result from value provided by the Company to the lessee, at the inception, modification or renewal of the lease, and are amortized as a reduction of rental income over the non-cancellable lease term. This is included in Other assets, net on the consolidated balance sheets. The Company assesses the probability of collecting substantially all payments under the Company’s leases based on several factors, including, among other things, payment history of the lessee, the financial strength of the lessee and any guarantors, historical operations and operating trends and current and future economic conditions and expectations of performance. If the Company’s evaluation of these factors indicates it is probable that the Company will be unable to collect substantially all rents, the Company recognizes a charge to rental income and recognizes income when cash is collected. If the Company changes its conclusion regarding the probability of collecting rent payments required by a lessee, the Company may recognize an adjustment to rental income in the period the Company makes a change to its prior conclusion. |
Allocation of Purchase Price of Acquired Real Estate | Allocation of Purchase Price of Acquired Real Estate As part of the purchase price allocation process of acquisitions, management estimates the fair value of each component for asset acquisitions and business combinations by using judgments regarding market-based assumptions used in the estimated cash flow projections, including forecasts of future revenue and operating expense growth rates, market lease rates, comparable land values, lease-up periods, capitalization rates, discount rates and calculation and analysis of the income tax positions related to the purchase price allocation. The Company assesses the relative fair value of acquired assets and acquired liabilities in accordance with ASC Topic 805 Business Combinations and allocates the purchase price based on these assessments. Estimates of future cash flows are based on a number of factors including the historical operating results, known trends, and market and economic conditions that may affect the property. The Company records above-market and below-market lease values, if any, which are based on the present value of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) management’s estimate of fair market lease rates for the corresponding acquired leases, measured over a period equal to the remaining non-cancelable term of the lease, or, for below-market acquired leases, including any bargain renewal option terms. The Company amortizes any resulting capitalized above-market lease values as a reduction of rental income over the lease term. The Company amortizes any resulting capitalized below-market lease values as an increase to rental income over the lease term. As of December 31, 2023 and 2022, the Company had above-market leases with a gross value of approximately $ 4.2 million and $ 5.2 million, respectively, included in intangible lease assets on the consolidated balance sheets and below-market lease liabilities with a gross value of approximately $ 3.1 million and $ 5.0 million, respectively, included in unamortized intangible lease liabilities, net on the consolidated balance sheets. In-place lease intangibles are valued considering factors such as an estimate of carrying costs during the expected lease-up periods and estimates of lost rental revenue during the expected lease-up periods based on evaluation of current market demand. The Company amortizes the value of in-place leases to amortization expense over the initial term of the respective leases. If a lease is terminated, the unamortized portion of the in-place lease value is charged to amortization expense. As of December 31, 2023 and 2022, the Company had in-place leases with a gross value of approximately $ 29.2 million and $ 36.1 million, respectively, included in intangible lease assets on the consolidated balance sheets. Depreciation and amortization of real estate assets and liabilities is provided for on a straight-line basis over the estimated useful lives of the assets: Building 12.5 to 49 years Improvements 5 to 15 years Lease intangibles and tenant improvements 1 month to 19 years Furniture and equipment 3 to 7 years |
Asset Impairment- Real Estate Properties | Asset Impairment- Real Estate Properties Real estate asset impairment losses are recorded when events or changes in circumstances indicate the asset is impaired and the estimated undiscounted cash flows to be generated by the property are less than its carrying amount. Management assesses if there are triggering events including macroeconomic conditions, loss of an anchor tenant, changes in occupancy, and the ability to re-tenant the space, nature or real estate properties, significant and persistent delinquencies, operating and collections performance compared to historical data and government-mandated compliance with an adverse effect to the Company's cost basis or operating costs. If management concludes triggering events are present for any property, management then assesses the recoverability of the individual property’s carrying value. Management analyzes recoverability based on the estimated undiscounted future cash flows expected to be generated from the operations and eventual disposition of the property. If the analysis indicates that the carrying value of a property is not recoverable from its estimated undiscounted future cash flows, an impairment loss is recognized. Impairment l osses are calculated as the excess of the carrying amount over the fair value of assets to be held and used. In determining the fair value, the Company uses current appraisals or other third-party opinions of value and other estimates of fair value such as estimated discounted future cash flows. The determination of future cash flows requires significant estimates by management. In management’s estimate of cash flows, it considers factors such as expected future sale of an asset, capitalization rates, holding periods and estimated net operating income. Subsequent changes in estimated cash flows could affect the determination of whether an impairment exists. During 2023 and 2022, the Company did no t record any impairment. |
Real Estate Held For Sale | Real Estate Held For Sale The Company records properties held for sale, and any associated mortgage payable, assets and other liabilities associated with such properties as real estate held for sale on the Company's consolidated balance sheets when management has committed to a plan to sell the assets, actively seeks a buyer for the assets, and the consummation of the sale is considered probable and is expected to occur within one year. Properties classified as held for sale are reported at the lower of their carrying value or their fair value, less estimated costs to sell. When the carrying value exceeds the fair value, less estimated costs to sell, an impairment expense is recognized. The Company estimates fair value, less estimated costs to sell, based on similar real estate sales transactions or the property’s sale price if available. During 2023, the Company recorded $ 2.4 million of impairment expenses on assets held for sale. No properties were reclassified as held for sale at December 31, 2023 and 2022. |
Casualty Gains and Losses | Casualty Gains and Losses The Company records income resulting from insurance recoveries for business interruption when proceeds are received or contingencies related to the insurance recoveries are resolved. In December 2021, there was a wind storm that damaged the roof of one of the properties we acquired in 2022. The Company received $ 2.5 million of insurance proceeds and recorded $ 0.5 million of business interruption insurance income during the year ended December 31, 2023, which is included in net interest and other income on the consolidated statement of operations. The remaining proceeds were recorded to accounts payable and accrued liabilities on the consolidated balance sheets. |
Earnings Per Share | Earnings Per Share Basic earnings per share is calculated based on the weighted average number of common shares outstanding during the period. Diluted earnings per share is determined based on the weighted average common number of shares outstanding during the period combined with the incremental average common shares that would have been outstanding assuming the conversion of all potentially dilutive common shares into common shares as of the earliest date possible. |
Income Taxes | Income Taxes The Company accounts for deferred income taxes using the asset and liability method and recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in its financial statements or tax returns. Under this method, the Company determines deferred tax assets and liabilities based on the differences between the financial reporting and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Any increase or decrease in the deferred tax liability that results from a change in circumstances, and that causes the Company to change its judgment about expected future tax consequences of events, is included in the tax provision when such change occurs. Deferred income taxes also reflect the impact of operating loss and tax credit carryforwards. A valuation allowance is provided if the Company believes it is more likely than not that all or some portion of the deferred tax asset will not be realized. Any increase or decrease in the valuation allowance that results from a change in circumstances, and that causes the Company to change its judgment about the realizability of the related deferred tax asset, is included in the tax provision when such changes occur. The Company recognizes a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities. The determination is based on the technical merits of the position and presumes that each uncertain tax position will be examined by the relevant taxing authority that has full knowledge of all relevant information. The estimate of the Company’s tax liabilities relating to uncertain tax positions requires management to assess uncertainties and to make judgments about the application of complex tax laws and regulations. The Company recognizes interest and penalties associated with uncertain tax positions as part of income tax expense. Generally, for federal and state purposes, the Company's 2020 through 2023 tax years remain open for examination by tax authorities. |
Deferred Costs | Deferred Costs Costs incurred prior to the completion of offerings of stock or other capital instruments that directly relate to the offering are deferred and netted against proceeds received from the offering. Following the issuance, these offering costs are reclassified to the equity section of the balance sheet as a reduction of proceeds raised. Additionally, deferred costs include costs incurred prior to the completion of asset acquisitions which, upon completion of the acquisition, are allocated to the various components of the acquisition based upon the relative fair value of each component. The Company will also incur costs relating to any new financing. These costs are deferred and netted against the proceeds. The Company incurs leasing commission costs relating to new leases. Leasing commission costs over $ 5,000 are deferred and amortized over the life of the lease as depreciation and amortization on the Company's consolidated statements of operations. |
Stock-Based Compensation | Stock-Based Compensation The fair value of stock-based awards is calculated on the date of grant. Stock based compensation for restricted stock awards is measured based on the closing stock price of the Company’s common stock on the date of grant. The Company recognizes compensation expense for awards with performance conditions based on an estimate of shares expected to vest using the closing price of the Company’s common stock as of the grant date. The Company amortizes the stock-based compensation expense on a straight-line basis over the period that the awards are expected to vest, net of any forfeitures. Forfeitures of stock-based awards are recognized as they occur. |
Fair Value Measurement and the Fair Value Option | Fair Value Measurement and the Fair Value Option Fair value is defined as the price that would be received from selling an asset, or paid in transferring a liability, in an orderly transaction between market participants. In calculating fair value, a company must maximize the use of observable market inputs, minimize the use of unobservable market inputs and disclose in the form of an outlined hierarchy the details of such fair value measurements. A hierarchy of valuation techniques is defined to determine whether the inputs to a fair value measurement are considered to be observable or unobservable in a marketplace. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. This hierarchy requires the use of observable market data when available. These inputs have created the following fair value hierarchy: • Level 1 - quoted prices for identical instruments in active markets; • Level 2 - quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which significant inputs and significant value drivers are observable in active markets; and • Level 3 - fair value measurements derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. If quoted market prices or inputs are not available, fair value measurements are based upon valuation models that utilize current market or independently sourced market inputs, such as interest rates, option volatilities, credit spreads and market capitalization rates. Items valued using such internally-generated valuation techniques are classified according to the lowest level input that is significant to the fair value measurement. As a result, the asset or liability could be classified in either Level 2 or 3 even though there may be some significant inputs that are readily observable. Valuation techniques used by the Company include the use of third-party valuations and internal valuations, which may include discounted cash flow models. For the year ended December 31, 2022, the Company has recorded all acquisitions based on estimated fair values. The fair values were obtained from third-party appraisals based on comparable properties (using the market approach, which involved Level 3 inputs in the fair value hierarchy). There were no acquisitions during the year ended December 31, 2023. The Company may choose to elect the fair value option for certain eligible financial instruments, such as the Fortress Mezzanine Loan (as defined below), in order to simplify the accounting treatment. Items for which the fair value option has been elected are presented at fair value in the consolidated balance sheets and any change in fair value unrelated to credit risk is recorded in net gains (losses) on debt in the consolidated statements of operations. Changes in fair value related to credit risk is recognized in other comprehensive income. |
Derivatives | Derivatives In the normal course of business, the Company is subject to risk from adverse fluctuations in interest rates. The Company has chosen to manage this risk through the use of derivative financial instruments, primarily interest rate swaps and interest rate caps. Counterparties to these contracts are major financial institutions. The Company is exposed to credit loss in the event of nonperformance by these counterparties. The Company does not use derivative instruments for trading or speculative purposes. The Company’s objective in managing exposure to interest risk is to limit the impact of interest rate changes on cash flows. The Company recognizes all derivative instruments as assets or liabilities at their fair value in the consolidated balance sheets. Changes in the fair value of derivative instruments that are not designated as hedges or that do not meet the criteria of hedge accounting are recognized in earnings. For the years ended December 31, 2023 and 2022, the Company recognized approximately $( 0.7 ) million and $ 2.6 million, respectively, as a component of "Derivative fair value adjustment" on the consolidated statements of operations. |
Accounting Guidance | Accounting Guidance Adoption of Accounting Standards In March 2020, Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (Topic 848). 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. Reference rate reform has not had a material impact on any of the Company's existing contracts. The Company will assess future changes in its contracts and the impact of electing to apply the optional practical expedients and exceptions provided by Topic 848 as they occur, but expects their application will not have a material effect on the Company's consolidated financial statements. In June 2016, FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326), which requires entities to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. The standard also requires additional disclosures related to significant estimates and judgments used in estimating credit losses, as well as the credit quality and underwriting standards of an entity’s portfolio. Operating lease receivables are excluded from the scope of this guidance. The amended guidance is effective for the Company for fiscal years, and interim periods within those years, beginning January 1, 2023. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements and related disclosures. In March 2022, FASB issued ASU 2022-02, Financial Instruments-Credit Losses (Topic 326), Troubled Debt Restructurings and Vintage Disclosures, which eliminates the accounting guidance for troubled debt restructurings by creditors that have adopted the Current Expected Credit Losses model and enhances the disclosure requirements for loan refinancings and restructurings made with borrowers experiencing financial difficulty. The ASU also requires a public business entity to disclose current-period gross write-offs for financing receivables and net investment in leases by year of origination in the vintage disclosures. This ASU is effective for the Company for fiscal years, and interim periods within those years, beginning January 1, 2023. The adoption of this standard did not have an impact on the Company’s consolidated financial statements and related disclosures. Issued Accounting Standards Not Yet Adopted In December 2023, FASB issued ASU 2023-09, Income Taxes (Topic 740), Improvements to Income Tax Disclosures, which requires entities to annually disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than five percent of the amount computed by multiplying pretax income or loss by the applicable statutory income tax rate). This ASU is effective for the Company for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is evaluating the impact of the guidance. In November 2023, FASB issued ASU 2023-07, Segment Reporting (Topic 280), Improvements to Reportable Segment Disclosures, which requires entities to provide disclosures of significant segment expenses and other significant segment items, as well as provide in interim periods all disclosures about a reportable segments' profit or loss and assets that are currently required annually. Additionally, entities with a single reportable segment have to provide all of the disclosures required by ASC 280, including the significant segment expense disclosures. The ASU is applied retrospectively to all periods presented in the financial statements, unless it is impracticable. This ASU is effective for the Company for fiscal years beginning after December 15, 2023, and for interim period beginning after December 15, 2024, with early adoption permitted. The Company is evaluating the impact of this guidance. |
Note 1 - Organization and Nat_2
Note 1 - Organization and Nature of Business (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Real Estate Property | (in thousands) Property Name City/State Total Gross Real Estate Assets at December 31, 2023 Avondale Shops Washington, D.C. $ 8,422 Brookhill Azalea Shopping Center Richmond, VA 18,290 Cromwell Field Shopping Center Glen Burnie, MD 20,287 Coral Hills Shopping Center Capitol Heights, MD 16,680 Crestview Square Shopping Center Landover Hills, MD 18,699 The Shops at Greenwood Village Greenwood Village, CO 31,611 Highlandtown Village Shopping Center Baltimore, MD 7,450 Hollinswood Shopping Center Baltimore, MD 24,587 Lamar Station Plaza East Lakewood, CO 8,737 Lamar Station Plaza West Lakewood, CO 23,762 Midtown Colonial Williamsburg, VA 17,585 Midtown Lamonticello Williamsburg, VA 16,047 Midtown Row Williamsburg, VA 126,816 Vista Shops at Golden Mile Fredrick, MD 15,020 West Broad Commons Shopping Center Richmond, VA 19,942 $ 373,935 |
Note 2 - Accounting Policies _2
Note 2 - Accounting Policies and Related Matters (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Depreciation and Amortization of Real Estate Assets and Liabilities | Depreciation and amortization of real estate assets and liabilities is provided for on a straight-line basis over the estimated useful lives of the assets: Building 12.5 to 49 years Improvements 5 to 15 years Lease intangibles and tenant improvements 1 month to 19 years Furniture and equipment 3 to 7 years |
Note 3 - Real Estate (Tables)
Note 3 - Real Estate (Tables) - 2022 Real Estate Acquisitions [Member] | 12 Months Ended |
Dec. 31, 2023 | |
Real Estate Properties [Line Items] | |
Additional Information Regarding Total Consideration for Properties | The following table provides additional information regarding total consideration for the properties acquired during 2022. (in thousands) Cash paid to prior owners using Preferred Equity Investment $ 28,426 Cash paid to prior owners 450 Fair value of Common OP units issued 807 Fair value of Preferred OP units issued 4,220 Fair value of warrants issued 391 Prior owner debt paid off at closing using Preferred Equity Investment 7,759 Cash paid to prior owners using net proceeds from mortgage and mezzanine debt 89,750 Transaction costs 1,750 Cash acquired in acquisition ( 943 ) Total Cost of Acquisition $ 132,610 |
Relative Fair Value of Assets Acquired and Liabilities Assumed | The following table reflects the relative fair value of assets acquired and liabilities assumed related to the properties acquired during 2022. (in thousands) Land $ 16,734 Building 116,908 Building and site improvements 6,459 Intangible lease assets 5,939 Furniture and equipment 1,681 Total real estate assets acquired 147,721 Other assets 3,645 Total assets acquired 151,366 Accounts payable and accrued liabilities ( 3,077 ) Intangible lease liabilities ( 213 ) Assumed mortgage indebtedness ( 15,466 ) Total liabilities assumed ( 18,756 ) Assets acquired net of liabilities assumed $ 132,610 |
Note 4 - Intangibles (Tables)
Note 4 - Intangibles (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Schedule Of Intangible Assets And Liabilities [Abstract] | |
Summary of Carrying Amount of Intangible Assets and Liabilities | The following is a summary of the carrying amount of the Company’s intangible assets and liabilities as of December 31, 2023 and 2022. (in thousands) December 31, 2023 December 31, 2022 Assets: Above-market leases $ 4,153 $ 5,150 Above-market leases accumulated amortization ( 2,469 ) ( 2,199 ) In-place leases 29,221 36,078 In-place leases accumulated amortization ( 20,094 ) ( 18,251 ) Total net real estate intangible assets $ 10,811 $ 20,778 Liabilities Below-market leases 3,146 4,992 Below-market leases accumulated amortization ( 2,513 ) ( 3,439 ) Total net real estate intangible liabilities $ 633 $ 1,553 |
Summary of Expected Amortization of Real Estate Intangible Assets Liabilities | The following table represents expected amortization of existing real estate intangible assets and liabilities as of December 31, 2023. (in thousands) Amortization of Amortization of Amortization of Total amortization, net 2024 $ 2,952 $ 575 $ ( 291 ) $ 3,236 2025 2,069 449 ( 161 ) 2,357 2026 1,479 253 ( 91 ) 1,641 2027 962 167 ( 47 ) 1,082 2028 520 112 ( 26 ) 606 Thereafter 1,145 128 ( 17 ) 1,256 Total $ 9,127 $ 1,684 $ ( 633 ) $ 10,178 |
Note 5 - Other Assets (Tables)
Note 5 - Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Other Assets, Unclassified [Abstract] | |
Schedule of Other Assets, Net | Items included in other assets, net on the Company’s consolidated balance sheets as of December 31, 2023 and 2022 are detailed in the table below. Certain amounts in the prior year presentation were reclassified to enhance the comparability to the current year's presentation. (in thousands) December 31, 2023 December 31, 2022 Prepaid assets and deposits $ 1,380 $ 1,722 Leasing commission costs and incentives, net 2,141 751 Right-of-use assets, net 1,494 695 Pre-acquisition costs 6 8 Other receivables, net 35 101 Corporate property, net 144 64 Receivables from related parties 1,127 1,170 Total $ 6,327 $ 4,511 |
Note 6 - Accounts Payable and_2
Note 6 - Accounts Payable and Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable And Accrued Liabilities | Items included in accounts payable and accrued liabilities on the Company's consolidated balance sheets as of December 31, 2023 and 2022 are detailed in the table below: (in thousands) December 31, 2023 December 31, 2022 Trade payable $ 2,372 $ 2,476 Security deposit 2,340 2,529 Real estate tax payable 1,222 1,231 Interest payable 1,213 1,570 Derivative liability 668 1,208 Lease payable 1,521 738 Income tax payable 340 — Other 5,781 5,659 Accounts payable and accrued liabilities $ 15,457 $ 15,411 |
Note 7 - Mortgage and Other I_2
Note 7 - Mortgage and Other Indebtedness (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Balance | The table below details the Company’s debt balance as of December 31, 2023 and 2022, as well as the effective interest rates as of December 31, 2023: (dollars in thousands) Maturity Date Rate Type (1) Interest Rate December 31, 2023 December 31, 2022 Basis Term Loan (net of discount of $ 21 and $ 79 , respectively) July 1, 2024 Floating (2) 8.62 % $ 8,491 (3) $ 67,086 (3) Hollinswood Shopping Center Loan December 1, 2024 SOFR + 2.36 % (4) 4.06 % 12,437 12,760 Avondale Shops Loan June 1, 2025 Fixed 4.00 % 2,868 2,985 Vista Shops at Golden Mile Loan (net of discount of $ 9 and $ 12 , respectively) (5) June 24, 2024 Fixed 7.73 % 11,252 11,478 Brookhill Azalea Shopping Center Loan January 31, 2025 SOFR + 2.75% 8.10 % 9,198 8,762 Crestview Shopping Center Loan (net of discount of $ 53 and $ 0 , respectively) September 29, 2026 Fixed 7.83 % 11,947 — Lamar Station Plaza West Loan (net of discount of $ 73 and $ 95 , respectively) December 10, 2027 Fixed 5.67 % 18,927 18,317 Lamont Street Preferred Interest (net of discount of $ 0 and $ 29 , respectively) (6) September 30, 2023 Fixed 13.50 % — 4,241 Highlandtown Village Shopping Center Loan (net of discount of $ 38 and $ 14 , respectively) (7) May 10, 2028 SOFR + 2.5% 6.09 % 8,712 5,241 Cromwell Field Shopping Center Loan (net of discount of $ 60 and $ 77 , respectively) December 22, 2027 Fixed 6.71 % 10,597 10,113 Midtown Row Loan (net of discount of $ 19 and $ 25 , respectively) December 1, 2027 Fixed 6.48 % 75,981 75,975 Midtown Row/Fortress Mezzanine Loan (8) December 1, 2027 Fixed 12.00 % 16,187 17,895 Spotswood Valley Square Shopping Center Loan (net of discount of $ 0 and $ 31 , respectively) July 6, 2023 Fixed 4.82 % — 11,849 Coral Hills Shopping Center Loan (net of discount of $ 189 and $ 0 , respectively) October 31, 2033 Fixed 6.95 % 12,560 — West Broad Shopping Center Loan (net of discount of $ 88 and $ 0 , respectively) December 21, 2033 Fixed 7.00 % 11,712 — The Shops at Greenwood Village Loan (net of discount of $ 80 and $ 94 , respectively) October 10, 2028 SOFR + 2.85 % (9) 5.85 % 22,218 22,772 $ 233,087 $ 269,474 Unamortized deferred financing costs, net ( 2,038 ) ( 1,858 ) Total Mortgage and Other Indebtedness $ 231,049 $ 267,616 (1) Beginning July 1, 2023, one-month London Inter-Bank Offered Rate (“LIBOR”) is no longer published and all remaining debt referencing LIBOR was replaced with the Secured Overnight Financing Rate (“SOFR”) . (2) The interest rate for the Basis Term Loan is the greater of (i) SOFR plus 3.97 % per annum and (ii) 6.125 % per annum. On November 23, 2022, the Company entered into an interest rate cap agreement to cap the SOFR interest rate at 4.65 % effective January 1, 2023, which replaced the existing interest rate cap agreement that capped the SOFR interest rate at 3.5 %. (3) The outstanding balance includes less than $ 0.1 million and $ 0.3 million of exit fees at December 31, 2023 and 2022, respectively. (4) The Company has entered into an interest rate swap which fixes the interest rate of this loan at 4.06 %. On May 3, 2023, the Hollinswood loan agreement was amended to replace LIBOR with SOFR, effective July 1, 2023. (5) On June 28, 2023, the Company entered into an agreement to amend the interest rate to 7.73 % and extend the maturity date of this loan to June 24, 2024 . On February 8, 2024, the Company refinanced the Vista Shops at Golden Mile Loan to extend the maturity date to February 8, 2029 and entered into an interest rate swap which fixes the interest rate of the new loan at 6.90 %. (6) The outstanding balance includes approximately $ 0.3 million of indebtedness as of December 31, 2022 related to the Lamont Street Minimum Multiple Amount (as defined below) owed to Lamont Street as described below under the heading “— Lamont Street Preferred Interest .” (7) On May 5, 2023, the Company refinanced the Highlandtown Village Shopping Center Loan to extend the maturity date to May 10, 2028 and entered into an interest rate swap which fixes the interest rate of the new loan at 6.085 % as described below under the heading “— Mortgage Indebtedness” . The prior loan carried an interest rate of 4.13 %. (8) The outstanding balance reflects the fair value of the debt. (9) On October 6, 2021, the Company entered into an interest rate swap which fixes the interest rate of this loan at 4.082 %. On May 1, 2023, the interest rate was amended to replace Prime with SOFR plus a spread of 2.85 %. The Company terminated the existing interest rate swap and entered into a new interest rate swap agreement to fix the interest rate at 5.85 %. |
Schedule of Minimum Debt Service Coverage | The Hollinswood mortgage, Vista Shops mortgage, Brookhill mortgage, Crestview mortgage, Highlandtown mortgage, Cromwell mortgage, Lamar Station Plaza West mortgage, Midtown Row mortgage, Coral Hills mortgage, West Broad mortgage and Greenwood Village mortgage require the Company to maintain a minimum debt service coverage ratio (as such terms are defined in the respective loan agreements) as follows in the table below. Minimum Debt Service Coverage Hollinswood Shopping Center 1.40 to 1.00 Vista Shops at Golden Mile 1.50 to 1.00 Brookhill Azalea Shopping Center 1.30 to 1.00 Crestview Shopping Center 1.25 to 1.00 Highlandtown Village Shopping Center 1.25 to 1.00 Cromwell Field Shopping Center (1) 1.20 to 1.00 Lamar Station Plaza West 1.30 to 1.00 Midtown Row 1.15 to 1.00 Coral Hills Shopping Center 1.20 to 1.00 West Broad Shopping Center 1.25 to 1.00 The Shops at Greenwood Village 1.40 to 1.00 (1) The debt service coverage ratio testing commenced December 31, 2023 with the following requirements: (i) 1.20 to 1.00 as of December 31, 2023; (ii) 1.55 to 1.00 as of December 31, 2024 and (iii) 1.35 to 1.00 as of December 31, 2025 and for the remaining term of the loan. |
Scheduled Principal Repayments and Maturities | The following table details the Company’s scheduled principal repayments and maturities during each of the next five years and thereafter as of December 31, 2023: Year ending December 31, (in thousands) 2024 (1) $ 33,883 2025 14,004 2026 14,695 2027 120,120 2028 28,567 Thereafter 22,503 233,772 Unamortized debt discounts and deferred financing costs, net and fair value option adjustment ( 2,723 ) Total $ 231,049 (1) Includes $ 11.2 million of debt that was repaid on February 8, 2024 in connection with the refinance of the mortgage loan secured by the Vista Shops at Golden Mile. |
Note 8 - Commitments and Cont_2
Note 8 - Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments for Operating Leases | The Company’s future minimum lease payments for its operating leases recorded in accounts payable and accrued liabilities as of December 31, 2023 were as follows: (in thousands) For the year ending: 2024 $ 206 2025 314 2026 304 2027 274 2028 264 Thereafter 1,222 Total undiscounted future minimum lease payments 2,584 Discount ( 1,063 ) Operating lease liabilities $ 1,521 |
Note 9 - Fortress Preferred E_2
Note 9 - Fortress Preferred Equity Investment (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Disclosure Text Block [Abstract] | |
Summary of Preferred Equity Investment Activities | The following table summarizes the preferred equity investment activities for the years ended December 31, 2023 and 2022. (thousands) Preferred Equity Investment Balance at December 31, 2021 $ — Investment in preferred equity 80,000 Financing costs ( 5,589 ) Discount on preferred equity ( 1,689 ) Bifurcation of embedded derivatives ( 417 ) Preferred equity return 1,392 Balance at December 31, 2022 73,697 Preferred equity return 14,641 Preferred equity payment ( 4,297 ) Preferred equity accretion 3,247 Balance at December 31, 2023 $ 87,288 |
Note 10 - Equity (Tables)
Note 10 - Equity (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
Summary of Stock-Based Award Activity | The following table summarizes the stock-based award activity under the Plan for the years ended December 31, 2023 and 2022. Restricted Stock Awards Weighted-Average Grant Date Outstanding as of December 31, 2021 237,621 $ 1.26 Granted 138,262 2.20 Vested ( 194,457 ) 1.00 Forfeited ( 21,987 ) 2.35 Outstanding as of December 31, 2022 159,439 1.62 Granted 697,393 0.78 Vested ( 59,607 ) 2.25 Forfeited ( 21,856 ) 1.60 Outstanding as of December 31, 2023 775,369 $ 0.99 |
Summary of Option Awards | In connection with the completion of the Initial Mergers, the Company assumed option awards previously issued to directors and officers of MedAmerica. Details of these options for the years ended December 31, 2023 and 2022, are presented in the table below: Number of Shares Underlying Options Weighted Average Exercise Price Per Share Weighted Average Fair Value at Grant Date Weighted Average Remaining Contractual Life Intrinsic Value Balance at December 31, 2021 70,000 $ 7.71 $ — 1.76 $ — Options granted — — — — — Options exercised — — — — — Options expired ( 60,000 ) ( 8.00 ) — — — Balance at December 31, 2022 10,000 $ 6.00 $ — 0.45 $ — Options granted — — — — — Options exercised — — — — — Options expired ( 10,000 ) ( 6.00 ) — — — Balance at December 31, 2023 — $ — $ — — $ — |
Summary of Valuation Assumptions | The table below provides the input that was used in the Black-Scholes model at November 22, 2022: November 22, 2022 Expected dividend yield — Risk-free interest rate 3.8 % Expected volatility 69.3 % Expected Life 10.0 The table below provides the input that was used in the Black-Scholes model at November 23, 2022: November 23, 2022 Expected dividend yield — Risk-free interest rate 3.9 % Expected volatility 87.7 % Expected Life 5.0 |
Note 11 - Revenues (Tables)
Note 11 - Revenues (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Disaggregation of Revenues | The following table represents a disaggregation of revenues from contracts with customers for the years ended December 31, 2023 and 2022 by type of service: Year Ended December 31, (in thousands) Topic 606 2023 2022 Topic 606 Revenues Leasing commissions Point in time $ 2,601 $ 1,767 Property and asset management fees Over time 142 299 Sales commissions Point in time 296 756 Development fees Over time 42 — Engineering services Over time 60 178 Topic 606 Revenue 3,141 3,000 Out of Scope of Topic 606 revenue Rental income 38,990 29,871 Sublease income 38 80 Total Out of Scope of Topic 606 revenue 39,028 29,951 Total Revenue $ 42,169 $ 32,951 |
Summary of Minimum Cash Rental Payments Due in Future Periods Under Executed Non-cancelable Operating Leases | Minimum cash rental payments due to the Company in future periods under executed non-cancelable operating leases in place for the Company’s properties as of December 31, 2023 are as follows: (in thousands) For the year ending December 31: 2024 $ 29,322 2025 24,632 2026 17,138 2027 14,755 2028 11,982 Thereafter 37,271 Total $ 135,100 |
Note 12 - Concentrations of C_2
Note 12 - Concentrations of Credit Risks (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Risks and Uncertainties [Abstract] | |
Summary of Geographic Concentration of Properties | The following table contains information regarding the geographic concentration of the properties in the Company’s portfo lio as of December 31, 2023 and 2022. (dollars in thousands) Number of Properties at December 31, Gross Real Estate Assets at December 31, Percentage of Total Gross Real Estate Assets at December 31, Rental income for the year ended December 31, Location 2023 2022 2023 2022 2023 2022 2023 2022 Maryland 6 6 $ 102,723 $ 100,335 27.5 % 24.5 % $ 12,486 $ 12,896 Virginia (1) 5 6 198,680 210,641 53.1 % 51.4 % 16,243 8,614 Pennsylvania (2) — 1 — 27,201 0.0 % 6.6 % 1,501 2,325 Washington D.C. 1 1 8,422 8,422 2.3 % 2.0 % 594 706 Colorado 3 3 64,110 63,503 17.1 % 15.5 % 8,166 5,330 15 17 $ 373,935 $ 410,102 100.0 % 100.0 % $ 38,990 $ 29,871 (1) Rental income includes Spotswood Valley Square Shopping Center, which was sold on June 30, 2023 and had rental income of $ 1.2 million and $ 2.4 million for the years ended December 31, 2023 and 2022, respectively. (2) Rental income related solely to Dekalb Plaza, which was sold on July 20, 2023. |
Note 14 - Earnings per Share (T
Note 14 - Earnings per Share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Earnings Per Common Share | The following table sets forth the computation of earnings per common share for the years ended December 31, 2023 and 2022: For the Year Ended December 31, (in thousands, except per share data) 2023 2022 Numerator: Net loss $ ( 7,017 ) $ ( 16,273 ) Less: Preferred equity return on Fortress preferred equity ( 14,641 ) ( 1,492 ) Less: Preferred equity accretion to redemption value ( 3,247 ) — Less: Preferred OP units return ( 483 ) ( 48 ) Plus: Net loss attributable to noncontrolling interest 3,924 2,522 Net loss attributable to common stockholders $ ( 21,464 ) $ ( 15,291 ) Denominator Basic weighted-average common shares 35,608 32,379 Dilutive potential common shares — — Diluted weighted-average common shares 35,608 32,379 Net loss per common share- basic and diluted $ ( 0.60 ) $ ( 0.47 ) |
Note 15 - Fair Value of Finan_2
Note 15 - Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying Amounts and Fair value of Assets and Liabilities Measured at Fair Value on a Recurring and Non Recurring Basis | The following tables present the carrying amounts of these assets and liabilities that are measured at fair value on a recurring basis by instrument type and based upon the level of the fair value hierarchy within which fair value measurements of the Company’s assets and liabilities are categorized: Fair Value Measurements (in thousands) December 31, 2023 Level 1 Level 2 Level 3 Assets: Derivative instruments $ 796 $ — $ 796 $ — Liabilities: Derivative instruments (1) $ 668 $ — $ 668 $ — Fortress Mezzanine Loan 16,187 — 16,187 — (1) Derivative liabilities are included in Accounts payable and accrued liabilities on the consolidated balance sheets. Fair Value Measurements (in thousands) December 31, 2022 Level 1 Level 2 Level 3 Assets: Derivative instruments $ 3,426 $ — $ 3,426 $ — Liabilities: Derivative instruments (1) $ 1,208 $ — $ 1,208 $ — Fortress Mezzanine Loan 17,895 — 17,895 — (1) Derivative liabilities are included in Accounts payable and accrued liabilities on the consolidated balance sheets. The ta bles below provide information about the carrying amounts and fair values of those financial instruments of the Company for which fair value is not measured on a recurring basis and organizes the information based upon the level of the fair value hierarchy within which fair value measurements are categorized. At December 31, 2023 Fair Value (in thousands) Carrying Amount Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 9,779 $ 9,779 $ — $ — Restricted cash 4,018 4,018 — — Liabilities: Mortgage and other indebtedness, net - variable rate $ 61,056 $ — $ 61,056 $ — Mortgage and other indebtedness, net - fixed rate 155,844 — 159,065 — At December 31, 2022 Fair Value (in thousands) Carrying Amount Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 12,356 $ 12,356 $ — $ — Restricted cash 4,675 4,675 — — Liabilities: Mortgage and other indebtedness, net - variable rate $ 111,380 $ — $ 111,380 $ — Mortgage and other indebtedness, net - fixed rate 140,199 — 139,447 — |
Note 16 - Taxes (Tables)
Note 16 - Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Benefit | The income tax benefit consisted of the following for the years ended December 31, 2023 and 2022: For the Year Ended December 31, (in thousands) 2023 2022 Current: Federal $ 251 $ — State 89 — Total current tax expense 340 — Deferred: Federal $ ( 2,853 ) $ ( 4,214 ) State ( 1,115 ) ( 1,643 ) Total deferred tax benefit ( 3,968 ) ( 5,857 ) Total income tax benefit $ ( 3,628 ) $ ( 5,857 ) |
Schedule of Effective Income Tax Rate Reconciliation | The Company’s effective income tax rate for the years ended December 31, 2023 and 2022 reconciles with the federal statutory rate as follows: For the Year Ended December 31, 2023 2022 Federal statutory rate 21.0 % 21.0 % Permanent items ( 0.2 )% 0.0 % State income taxes, net of federal tax benefit 5.4 % 6.0 % Change in valuation allowance ( 12.0 )% — Other — ( 1.0 )% Rate change 0.3 % — Prior year adjustment — 1.7 % Effective income tax rate on income before taxes 14.5 % 27.7 % |
Schedule of Deferred Income Tax Assets (Liabilities) | Deferred income tax assets (liabilities) are comprised of the following as of December 31, 2023 and 2022: For the Year Ended December 31, (in thousands) 2023 2022 Deferred tax assets NOL carryforwards $ 5,197 $ 6,646 Valuation allowance ( 3,001 ) — Equity compensation 678 461 Other 5 3 Total deferred tax assets $ 2,879 $ 7,110 Deferred tax liabilities Investment in the Operating Partnership $ ( 2,879 ) $ ( 11,078 ) Total deferred tax liabilities $ ( 2,879 ) $ ( 11,078 ) Net deferred tax assets (liabilities) $ — $ ( 3,968 ) |
Note 1 - Organization and Nat_3
Note 1 - Organization and Nature of Business (Details Textual) $ in Thousands | 6 Months Ended | 12 Months Ended | ||||||||||||||
Dec. 21, 2023 USD ($) | Oct. 31, 2023 USD ($) | Sep. 29, 2023 USD ($) | Jul. 31, 2023 USD ($) | Jul. 20, 2023 USD ($) | Dec. 27, 2019 Merger | May 28, 2019 Merger Entity | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) Property MortgageLoan shares | Dec. 31, 2022 USD ($) MortgageLoan | Oct. 06, 2021 Merger | Jun. 04, 2021 Merger | May 26, 2021 Merger | May 21, 2021 Merger | Jul. 02, 2020 Merger | Dec. 31, 2019 USD ($) Merger | |
Real Estate Properties [Line Items] | ||||||||||||||||
Real estate investments | $ 373,935 | |||||||||||||||
Number of real estate properties | Property | 15 | |||||||||||||||
Number of entities that own properties acquired | Entity | 17 | |||||||||||||||
Long-term debt outstanding | $ 233,772 | |||||||||||||||
Number of mortgage loan | MortgageLoan | 3 | |||||||||||||||
Mortgages with principal balances outstanding | $ 32,900 | $ 95,500 | ||||||||||||||
Maturity date description | the Basis Term Loan has an outstanding balance of $8.5 million and matures on July 1, 2024. | |||||||||||||||
Balance outstanding | $ 11,300 | |||||||||||||||
Maximum [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Short-term mortgages maturity period | 5 years | |||||||||||||||
Minimum [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Short-term mortgages maturity period | 3 years | |||||||||||||||
Basis Term Loan [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Repayments of secured debt | $ 13,900 | $ 12,800 | $ 14,300 | $ 17,400 | $ 17,400 | $ 41,000 | ||||||||||
Long-term debt outstanding | $ 8,500 | |||||||||||||||
Maturity date description | The Basis Term Loan initial maturity was January 1, 2023, subject to two one-year extension options, subject to certain conditions. | |||||||||||||||
Balance outstanding | $ 8,500 | 66,900 | ||||||||||||||
Repayments of Secured Debt | $ 13,900 | $ 12,800 | $ 14,300 | $ 17,400 | $ 17,400 | $ 41,000 | ||||||||||
Basis Term Loan [Member] | Maximum [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Balance outstanding | $ 66,900 | |||||||||||||||
Mortgage Loan [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Mortgages with principal balances outstanding | 28,600 | |||||||||||||||
Highlandtown Village Shopping Center [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Number of additional merger closed | Merger | 1 | |||||||||||||||
Cromwell Field Shopping Center [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Number of additional merger closed | Merger | 1 | |||||||||||||||
Spotswood Valley Square Shopping Center [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Repayments of secured debt | $ 11,800 | |||||||||||||||
Number of additional merger closed | Merger | 1 | |||||||||||||||
Repayments of Secured Debt | $ 11,800 | |||||||||||||||
The Shops At Greenwood Village [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Number of additional merger closed | Merger | 1 | |||||||||||||||
MedAmerica [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Number of merger agreements | Merger | 19 | |||||||||||||||
Date of merger | Dec. 27, 2019 | |||||||||||||||
Number of merger completed | Merger | 11 | |||||||||||||||
MedAmerica [Member] | Mergers [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Purchase price | $ 1,900 | |||||||||||||||
MedAmerica [Member] | Mergers [Member] | Common Stock [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Equity interest issued as consideration for the mergers | shares | 28,744,641 | |||||||||||||||
MedAmerica [Member] | Mergers [Member] | OP units [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Equity interest issued as consideration for the mergers | shares | 3,401,433 | |||||||||||||||
MedAmerica [Member] | Brookhill Azalea Shopping Center [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Number of additional merger | Merger | 1 | |||||||||||||||
MedAmerica [Member] | Lamar Station Plaza East [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Number of merger closed | Merger | 1 | |||||||||||||||
Broad Street Entities [Member] | MedAmerica [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Number of merger completed | Merger | 9 | |||||||||||||||
Operating Partnership [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Operating partnership percentage | 85.70% | 85.30% | ||||||||||||||
Mortgage Loans Due Within Twelve Months [Member] | Mortgage Loan [Member] | ||||||||||||||||
Real Estate Properties [Line Items] | ||||||||||||||||
Number of mortgage loan | MortgageLoan | 3 | |||||||||||||||
Number of mortgaged properties | Property | 3 |
Note 1 - Organization and Nat_4
Note 1 - Organization and Nature of Business - Schedule of Real Estate Property (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Real Estate Properties [Line Items] | |
Total Gross Real Estate Assets | $ 373,935 |
Avondale Shops [Member] | Washington, D.C. [Member] | |
Real Estate Properties [Line Items] | |
Total Gross Real Estate Assets | 8,422 |
Brookhill Azalea Shopping Center [Member] | Richmond, VA [Member] | |
Real Estate Properties [Line Items] | |
Total Gross Real Estate Assets | 18,290 |
Cromwell Field Shopping Center [Member] | Glen Burnie, MD [Member] | |
Real Estate Properties [Line Items] | |
Total Gross Real Estate Assets | 20,287 |
Coral Hills Shopping Center [Member] | Capitol Heights, MD [Member] | |
Real Estate Properties [Line Items] | |
Total Gross Real Estate Assets | 16,680 |
Crestview Square Shopping Center [Member] | Landover Hills, MD [Member] | |
Real Estate Properties [Line Items] | |
Total Gross Real Estate Assets | 18,699 |
The Shops At Greenwood Village [Member] | Greenwood Village, CO [Member] | |
Real Estate Properties [Line Items] | |
Total Gross Real Estate Assets | 31,611 |
Highlandtown Village Shopping Center [Member] | Baltimore, MD [Member] | |
Real Estate Properties [Line Items] | |
Total Gross Real Estate Assets | 7,450 |
Hollinswood Shopping Center [Member] | Baltimore, MD [Member] | |
Real Estate Properties [Line Items] | |
Total Gross Real Estate Assets | 24,587 |
Lamar Station Plaza East [Member] | Lakewood, CO [Member] | |
Real Estate Properties [Line Items] | |
Total Gross Real Estate Assets | 8,737 |
Lamar Station Plaza West [Member] | Lakewood, CO [Member] | |
Real Estate Properties [Line Items] | |
Total Gross Real Estate Assets | 23,762 |
Midtown Colonial [Member] | Williamsburg, VA [Member] | |
Real Estate Properties [Line Items] | |
Total Gross Real Estate Assets | 17,585 |
Midtown Lamonticello [Member] | Williamsburg, VA [Member] | |
Real Estate Properties [Line Items] | |
Total Gross Real Estate Assets | 16,047 |
Midtown Row [Member] | Williamsburg, VA [Member] | |
Real Estate Properties [Line Items] | |
Total Gross Real Estate Assets | 126,816 |
Vista Shops at Golden Mile [Member] | Fredrick, MD [Member] | |
Real Estate Properties [Line Items] | |
Total Gross Real Estate Assets | 15,020 |
West Broad Commons Shopping Center [Member] | Richmond, VA [Member] | |
Real Estate Properties [Line Items] | |
Total Gross Real Estate Assets | $ 19,942 |
Note 2 - Accounting Policies _3
Note 2 - Accounting Policies and Related Matters (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Summary Of Significant Accounting Policies [Line Items] | ||
Loss on impairment of real estate assets | $ 973,000 | $ 0 |
Contract assets | 0 | 0 |
Contract liabilities | 827,000 | 1,252,000 |
Accounts receivable | 1,918,000 | 1,874,000 |
Other assets, net | 6,327,000 | 4,511,000 |
Allowance for accounts receivables | $ 194,000 | $ 165,000 |
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Component of derivative fair value adjustment | Component of derivative fair value adjustment |
Component of derivative fair value adjustment | $ (692,000) | $ 2,638,000 |
Impairment of real estate assets held for sale | 2,353,000 | 0 |
Properties reclassified as held for sale | 0 | 0 |
Leasing commission costs | 5,000 | |
Impairment charges | $ 0 | 0 |
Gain on Business Interruption Insurance Recovery, Statement of Income or Comprehensive Income [Extensible Enumeration] | Interest and Other Income | |
Wind Storm | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Proceeds of insurance | $ 2,500,000 | |
Gain of unusual amount | 500,000 | |
Accounts Receivable [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Accounts receivable | 1,900,000 | 2,100,000 |
Other assets, net | 1,200,000 | 1,400,000 |
Tenant and accounts receivable, net | 700,000 | 700,000 |
Allowance for accounts receivables | 0 | 0 |
Deferred Revenue [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Contract liabilities | 0 | 200,000 |
Intangible Lease Assets [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Above -market lease gross value | 4,200,000 | 5,200,000 |
In-place lease gross value | 29,200,000 | 36,100,000 |
Unamortized Intangible Lease Liabilities [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Below -market lease liabilities gross value | 3,100,000 | 5,000,000 |
Rental Income [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Variable lease payments | $ 7,700,000 | $ 6,900,000 |
Note 2 - Accounting Policies _4
Note 2 - Accounting Policies and Related Matters - Schedule of Depreciation and Amortization of Real Estate Assets and Liabilities (Details) | Dec. 31, 2023 |
Building [Member] | Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 12 years 6 months |
Building [Member] | Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 49 years |
Improvements [Member] | Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 5 years |
Improvements [Member] | Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 15 years |
Lease Intangibles and Tenant Improvements [Member] | Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 1 month |
Lease Intangibles and Tenant Improvements [Member] | Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 19 years |
Furniture and Fixtures [Member] | Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 3 years |
Furniture and Fixtures [Member] | Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Useful life | 7 years |
Note 3 - Real Estate - (Details
Note 3 - Real Estate - (Details Textual) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||
Dec. 21, 2023 | Oct. 31, 2023 | Sep. 29, 2023 | Jul. 31, 2023 | Jul. 20, 2023 | Jun. 30, 2023 | Nov. 23, 2022 | Sep. 29, 2022 | Jul. 01, 2022 | Feb. 08, 2022 | Oct. 31, 2022 | Jun. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Business Acquisition [Line Items] | ||||||||||||||
Impairment of real estate assets held for sale | $ 2,353 | $ 0 | ||||||||||||
Spotswood Valley Square Shopping Center [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Sales price | $ 23,000 | |||||||||||||
Gain (loss) on sales of real estate | 11,600 | |||||||||||||
Repayments of secured debt | $ 11,800 | |||||||||||||
Transaction costs | $ 600 | |||||||||||||
Dekalb Plaza [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Impairment of real estate assets held for sale | 2,400 | |||||||||||||
Sales price | $ 23,100 | |||||||||||||
Gain (loss) on sales of real estate | (100) | |||||||||||||
Transaction costs | 700 | |||||||||||||
Lamont Street Preferred Interest [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Repayments of secured debt | $ 2,300 | |||||||||||||
Basis Term Loan [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Repayments of secured debt | $ 13,900 | $ 12,800 | $ 14,300 | $ 17,400 | 17,400 | $ 41,000 | ||||||||
Basis Term Loan [Member] | Dekalb Plaza [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Repayments of secured debt | $ 17,400 | |||||||||||||
2022 Real Estate Acquisitions [Member] | Initial Colfax Agreement [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase price | $ 2,500 | |||||||||||||
Amount of security deposit will be forfeited | $ 300 | |||||||||||||
Real estate expense | $ 300 | |||||||||||||
2022 Real Estate Acquisitions [Member] | Second Colfax Agreement [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Transaction costs capitalized for asset acquisitions | $ 100 | |||||||||||||
Purchase price | $ 2,300 | |||||||||||||
Amount Of security deposit | $ 100 | |||||||||||||
2022 Real Estate Acquisitions [Member] | Midtown Row [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Transaction costs capitalized for asset acquisitions | 1,400 | |||||||||||||
Repayment | 28,400 | |||||||||||||
Purchase price | $ 118,700 | |||||||||||||
2022 Real Estate Acquisitions [Member] | Midtown Row [Member] | Common Class A [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Equity interest issued as consideration for the mergers | 448,180 | |||||||||||||
2022 Real Estate Acquisitions [Member] | Midtown Row [Member] | Preferred Op Units [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Equity interest issued as consideration for the mergers | 1,842,917 | |||||||||||||
2022 Real Estate Acquisitions [Member] | Lamar Station Plaza West [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Transaction costs capitalized for asset acquisitions | $ 300 | |||||||||||||
Indebtedness/mortgage secured by the property | 15,500 | |||||||||||||
Repayment Of Consideration | $ 7,800 | |||||||||||||
2022 Real Estate Acquisitions [Member] | Lamar Station Plaza West [Member] | Common Op Units [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Equity interest issued as consideration for the mergers | 573,529 | |||||||||||||
2022 Real Estate Acquisitions [Member] | Lamar Station Plaza West [Member] | Warrant [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Equity interest issued as consideration for the mergers | 500,000 | |||||||||||||
2022 Real Estate Acquisitions [Member] | Midtown Row Mezzanine Loan [Member] | Midtown Row [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Indebtedness/mortgage secured by the property | $ 15,000 | |||||||||||||
2022 Real Estate Acquisitions [Member] | Mortgage Loan [Member] | Midtown Row [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Indebtedness/mortgage secured by the property | $ 76,000 |
Note 3 - Real Estate - Addition
Note 3 - Real Estate - Additional Information Regarding Total Consideration for Properties (Details) - 2022 Real Estate Acquisitions [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Business Acquisition [Line Items] | |
Cash paid to prior owners using Preferred Equity Investment | $ 28,426 |
Cash paid to prior owners | 450 |
Prior owner debt paid off at closing using Preferred Equity Investment | 7,759 |
Cash paid to prior owners using net proceeds from mortgage and mezzanine debt | 89,750 |
Transaction costs | 1,750 |
Cash acquired in acquisition | (943) |
Total Cost of Acquisition | 132,610 |
Common OP Units [Member] | |
Business Acquisition [Line Items] | |
Fair value of common shares issued | 807 |
Preferred OP Units [Member] | |
Business Acquisition [Line Items] | |
Fair value of common shares issued | 4,220 |
Warrants issued Member | |
Business Acquisition [Line Items] | |
Fair value of common shares issued | $ 391 |
Note 3 - Real Estate - Relative
Note 3 - Real Estate - Relative Fair Value of Assets Acquired and Liabilities Assumed (Details) - 2022 Real Estate Acquisitions [Member] $ in Thousands | Dec. 31, 2022 USD ($) |
Business Acquisition [Line Items] | |
Land | $ 16,734 |
Building | 116,908 |
Building and site improvements | 6,459 |
Intangible lease assets | 5,939 |
Furniture and equipment | 1,681 |
Total real estate assets acquired | 147,721 |
Other assets | 3,645 |
Total assets acquired | 151,366 |
Accounts payable and accrued liabilities | (3,077) |
Intangible lease liabilities | (213) |
Assumed mortgage indebtedness | (15,466) |
Total liabilities assumed | (18,756) |
Assets acquired net of liabilities assumed | $ 132,610 |
Note 4 - Intangibles - Summary
Note 4 - Intangibles - Summary of Carrying Amount of Intangible Assets and Liabilities (Details) - Real Estate [Member] - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Assets: | ||
Above-market leases | $ 4,153 | $ 5,150 |
In-place leases | 29,221 | 36,078 |
Total net real estate intangible assets | 10,811 | 20,778 |
Liabilities | ||
Below-market leases | 3,146 | 4,992 |
Below-market leases accumulated amortization | (2,513) | (3,439) |
Total net real estate intangible liabilities | 633 | 1,553 |
Above-Market Leases [Member] | ||
Assets: | ||
Accumulated amortization | (2,469) | (2,199) |
Total net real estate intangible assets | 1,684 | |
In-Place Leases [Member] | ||
Assets: | ||
Accumulated amortization | (20,094) | $ (18,251) |
Total net real estate intangible assets | $ 9,127 |
Note 4 - Intangibles (Details T
Note 4 - Intangibles (Details Textual) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Schedule Of Intangible Assets And Liabilities [Line Items] | ||
Net amortization related to above market leases and below market leases | $ 0.3 | $ (0.4) |
Weighted average remaining amortization period of below-market lease intangibles | 1 year 3 months 18 days | |
Above-Market Leases [Member] | ||
Schedule Of Intangible Assets And Liabilities [Line Items] | ||
Weighted average remaining amortization period of above-market lease intangibles | 3 years | |
In-Place Leases [Member] | ||
Schedule Of Intangible Assets And Liabilities [Line Items] | ||
Net amortization related to intangibles | $ 6.5 | $ 7.9 |
Weighted average remaining amortization period of in-place lease intangibles | 2 years 4 months 24 days |
Note 4 - Intangibles - Summar_2
Note 4 - Intangibles - Summary of Expected Amortization of Real Estate Intangible Assets Liabilities (Details) - Real Estate [Member] - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Schedule Of Real Estate Intangible Assets Liabilities Amortization [Line Items] | ||
Total net real estate intangible assets | $ 10,811 | $ 20,778 |
Amortization of below-market leases, 2024 | (291) | |
Amortization of below-market leases, 2025 | (161) | |
Amortization of below-market leases, 2026 | (91) | |
Amortization of below-market leases, 2027 | (47) | |
Amortization of below-market leases, 2028 | (26) | |
Amortization of below-market leases, Thereafter | (17) | |
Amortization of below-market leases, Total | (633) | |
Total amortization, net, 2024 | 3,236 | |
Total amortization, net, 2025 | 2,357 | |
Total amortization, net, 2026 | 1,641 | |
Total amortization, net, 2027 | 1,082 | |
Total amortization, net, 2028 | 606 | |
Total amortization, net, Thereafter | 1,256 | |
Total amortization, net | 10,178 | |
In-Place Leases [Member] | ||
Schedule Of Real Estate Intangible Assets Liabilities Amortization [Line Items] | ||
2024 | 2,952 | |
2025 | 2,069 | |
2026 | 1,479 | |
2027 | 962 | |
2028 | 520 | |
Thereafter | 1,145 | |
Total net real estate intangible assets | 9,127 | |
Above-Market Leases [Member] | ||
Schedule Of Real Estate Intangible Assets Liabilities Amortization [Line Items] | ||
2024 | 575 | |
2025 | 449 | |
2026 | 253 | |
2027 | 167 | |
2028 | 112 | |
Thereafter | 128 | |
Total net real estate intangible assets | $ 1,684 |
Note 5 - Other Assets - Schedul
Note 5 - Other Assets - Schedule of Other Assets, Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Prepaid assets and deposits | $ 1,380 | $ 1,722 |
Leasing commission costs and incentives, net | 2,141 | 751 |
Right-of-use assets, net | $ 1,494 | $ 695 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Total | Total |
Pre-acquisition costs | $ 6 | $ 8 |
Other receivables, net | 35 | 101 |
Corporate property, net | 144 | 64 |
Total | 6,327 | 4,511 |
Related Party [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Receivables from related parties | $ 1,127 | $ 1,170 |
Note 6 - Accounts Payable and_3
Note 6 - Accounts Payable and Accrued Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Trade payable | $ 2,372 | $ 2,476 |
Security deposit | 2,340 | 2,529 |
Real estate tax payable | 1,222 | 1,231 |
Interest payable | 1,213 | 1,570 |
Derivative liability | 668 | 1,208 |
Lease payable | $ 1,521 | $ 738 |
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration] | us-gaap:GeneralAndAdministrativeExpenseMember | us-gaap:GeneralAndAdministrativeExpenseMember |
Income tax payable | $ 340 | $ 0 |
Other | 5,781 | 5,659 |
Accounts payable and accrued liabilities | $ 15,457 | $ 15,411 |
Note 7 - Mortgage and Other I_3
Note 7 - Mortgage and Other Indebtedness - Schedule of Debt Balance (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Jun. 28, 2023 | May 05, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |||
Debt Instrument [Line Items] | ||||||
Debt instrument variable rate | 7.73% | |||||
Balance outstanding | $ 233,087 | $ 269,474 | ||||
Unamortized deferred financing costs | (2,038) | (1,858) | ||||
Total Mortgage and Other Indebtedness | $ 231,049 | 267,616 | ||||
Basis Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity Date | Jul. 01, 2024 | |||||
Rate Type | [1],[2] | Floating (2) | ||||
Debt instrument variable rate | 8.62% | |||||
Balance outstanding | [3] | $ 8,491 | 67,086 | |||
Hollinswood Shopping Center Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity Date | Dec. 01, 2024 | |||||
Rate Type | [1],[4] | SOFR + 2.36 | ||||
Debt instrument variable rate | 4.06% | |||||
Balance outstanding | $ 12,437 | 12,760 | ||||
Avondale Shops Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity Date | Jun. 01, 2025 | |||||
Rate Type | [1] | Fixed | ||||
Debt instrument variable rate | 4% | |||||
Balance outstanding | $ 2,868 | 2,985 | ||||
Vista Shops at Golden Mile Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity Date | Jun. 24, 2024 | Jun. 24, 2024 | [5] | |||
Rate Type | [1],[5] | Fixed | ||||
Debt instrument variable rate | [5] | 7.73% | ||||
Balance outstanding | [5] | $ 11,252 | 11,478 | |||
Brookhill Azalea Shopping Center Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity Date | Jan. 31, 2025 | |||||
Rate Type | [1] | SOFR + 2.75% | ||||
Debt instrument variable rate | 8.10% | |||||
Balance outstanding | $ 9,198 | 8,762 | ||||
Crestview Shopping Center Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity Date | Sep. 29, 2026 | |||||
Rate Type | [1] | Fixed | ||||
Debt instrument variable rate | 7.83% | |||||
Balance outstanding | $ 11,947 | 0 | ||||
Lamar Station Plaza West Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity Date | Dec. 10, 2027 | |||||
Rate Type | [1] | Fixed | ||||
Debt instrument variable rate | 5.67% | |||||
Balance outstanding | $ 18,927 | 18,317 | ||||
Lamont Street Preferred Interest Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity Date | [6] | Sep. 30, 2023 | ||||
Rate Type | [1],[6] | Fixed | ||||
Debt instrument variable rate | [6] | 13.50% | ||||
Balance outstanding | [6] | $ 0 | 4,241 | |||
Highlandtown Village Shopping Center Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity Date | May 10, 2028 | May 10, 2028 | [7] | |||
Rate Type | [1],[7] | SOFR + 2.5% | ||||
Debt instrument variable rate | [7] | 6.09% | ||||
Balance outstanding | [7] | $ 8,712 | 5,241 | |||
Cromwell Field Shopping Center Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity Date | Dec. 22, 2027 | |||||
Rate Type | [1] | Fixed | ||||
Debt instrument variable rate | 6.71% | |||||
Balance outstanding | $ 10,597 | 10,113 | ||||
Midtown Row Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity Date | Dec. 01, 2027 | |||||
Rate Type | [1] | Fixed | ||||
Debt instrument variable rate | 6.48% | |||||
Balance outstanding | $ 75,981 | 75,975 | ||||
Fortress Mezzanine Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity Date | [8] | Dec. 01, 2027 | ||||
Rate Type | [1],[8] | Fixed | ||||
Debt instrument variable rate | [8] | 12% | ||||
Balance outstanding | [8] | $ 16,187 | 17,895 | |||
Spotswood Valley Square Shopping Center Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity Date | Jul. 06, 2023 | |||||
Rate Type | [1] | Fixed | ||||
Debt instrument variable rate | 4.82% | |||||
Balance outstanding | $ 0 | 11,849 | ||||
Coral Hills Shopping Center Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity Date | Oct. 31, 2033 | |||||
Rate Type | [1] | Fixed | ||||
Debt instrument variable rate | 6.95% | |||||
Balance outstanding | $ 12,560 | 0 | ||||
West Broad Shopping Center Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity Date | Dec. 21, 2033 | |||||
Rate Type | [1] | Fixed | ||||
Debt instrument variable rate | 7% | |||||
Balance outstanding | $ 11,712 | 0 | ||||
The Shops at Greenwood Village Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maturity Date | Oct. 10, 2028 | |||||
Rate Type | [1],[9] | SOFR + 2.85 | ||||
Debt instrument variable rate | 5.85% | |||||
Balance outstanding | $ 22,218 | $ 22,772 | ||||
[1] Beginning July 1, 2023, one-month London Inter-Bank Offered Rate (“LIBOR”) is no longer published and all remaining debt referencing LIBOR was replaced with the Secured Overnight Financing Rate (“SOFR”) . The interest rate for the Basis Term Loan is the greater of (i) SOFR plus 3.97 % per annum and (ii) 6.125 % per annum. On November 23, 2022, the Company entered into an interest rate cap agreement to cap the SOFR interest rate at 4.65 % effective January 1, 2023, which replaced the existing interest rate cap agreement that capped the SOFR interest rate at 3.5 %. The outstanding balance includes less than $ 0.1 million and $ 0.3 million of exit fees at December 31, 2023 and 2022, respectively. The Company has entered into an interest rate swap which fixes the interest rate of this loan at 4.06 %. On May 3, 2023, the Hollinswood loan agreement was amended to replace LIBOR with SOFR, effective July 1, 2023. On June 28, 2023, the Company entered into an agreement to amend the interest rate to 7.73 % and extend the maturity date of this loan to June 24, 2024 . On February 8, 2024, the Company refinanced the Vista Shops at Golden Mile Loan to extend the maturity date to February 8, 2029 and entered into an interest rate swap which fixes the interest rate of the new loan at 6.90 %. The outstanding balance includes approximately $ 0.3 million of indebtedness as of December 31, 2022 related to the Lamont Street Minimum Multiple Amount (as defined below) owed to Lamont Street as described below under the heading “— Lamont Street Preferred Interest .” On May 5, 2023, the Company refinanced the Highlandtown Village Shopping Center Loan to extend the maturity date to May 10, 2028 and entered into an interest rate swap which fixes the interest rate of the new loan at 6.085 % as described below under the heading “— Mortgage Indebtedness” . The prior loan carried an interest rate of 4.13 %. The outstanding balance reflects the fair value of the debt. On October 6, 2021, the Company entered into an interest rate swap which fixes the interest rate of this loan at 4.082 %. On May 1, 2023, the interest rate was amended to replace Prime with SOFR plus a spread of 2.85 %. The Company terminated the existing interest rate swap and entered into a new interest rate swap agreement to fix the interest rate at 5.85 %. |
Note 7 - Mortgage and Other I_4
Note 7 - Mortgage and Other Indebtedness - Schedule of Debt Balance (Parenthetical) (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||||||
Feb. 08, 2024 | Jun. 28, 2023 | May 05, 2023 | May 01, 2023 | Dec. 27, 2019 | Dec. 31, 2019 | Dec. 31, 2023 | Dec. 31, 2022 | Nov. 23, 2022 | Aug. 01, 2022 | Oct. 06, 2021 | |||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument net of discount | $ 600 | $ 400 | |||||||||||
Exit fees outstanding | 100 | 300 | |||||||||||
Debt instrument variable rate | 7.73% | ||||||||||||
Balance outstanding | $ 233,087 | 269,474 | |||||||||||
Interest Rate Swap [Member] | Hollinswood Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument variable rate | 4.06% | ||||||||||||
Basis Term Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument net of discount | $ 21 | 79 | |||||||||||
Debt instrument variable rate | 8.62% | ||||||||||||
Interest rate of loan | 8.62% | ||||||||||||
Maturity date | Jul. 01, 2024 | ||||||||||||
Balance outstanding | [1] | $ 8,491 | $ 67,086 | ||||||||||
Basis Term Loan [Member] | Maximum [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument variable rate | 6.125% | 6.125% | |||||||||||
Basis Term Loan [Member] | Interest Rate Cap [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate of loan | 8.62% | 6.125% | |||||||||||
Basis Term Loan [Member] | Interest Rate Cap [Member] | Maximum [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument variable rate | 6.125% | ||||||||||||
Basis Term Loan [Member] | SOFR [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument variable rate | 3.97% | 3.97% | |||||||||||
Basis Term Loan [Member] | SOFR [Member] | Interest Rate Cap [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument variable rate | 3.97% | ||||||||||||
Debt instrument variable rate | 4.65% | 3.50% | |||||||||||
Vista Shops at Golden Mile Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument net of discount | $ 9 | $ 12 | |||||||||||
Debt instrument variable rate | [2] | 7.73% | |||||||||||
Maturity date | Jun. 24, 2024 | Jun. 24, 2024 | [2] | ||||||||||
Balance outstanding | [2] | $ 11,252 | 11,478 | ||||||||||
Vista Shops at Golden Mile Loan [Member] | Subsequent Event [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maturity date | Feb. 08, 2029 | ||||||||||||
Vista Shops at Golden Mile Loan [Member] | Interest Rate Swap [Member] | Subsequent Event [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument variable rate | 6.90% | ||||||||||||
Interest rate of loan | 6.90% | ||||||||||||
Crestview Shopping Center Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument net of discount | $ 53 | 0 | |||||||||||
Debt instrument variable rate | 7.83% | ||||||||||||
Maturity date | Sep. 29, 2026 | ||||||||||||
Balance outstanding | $ 11,947 | 0 | |||||||||||
Lamar Station Plaza West Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument net of discount | $ 73 | 95 | |||||||||||
Debt instrument variable rate | 5.67% | ||||||||||||
Maturity date | Dec. 10, 2027 | ||||||||||||
Balance outstanding | $ 18,927 | 18,317 | |||||||||||
Lamont Street Preferred Interest [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument net of discount | $ 0 | 29 | |||||||||||
Debt instrument variable rate | [3] | 13.50% | |||||||||||
Maturity date | [3] | Sep. 30, 2023 | |||||||||||
Balance outstanding | [3] | $ 0 | 4,241 | ||||||||||
Highlandtown Village Shopping Center Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument net of discount | $ 38 | 14 | |||||||||||
Debt instrument variable rate | 4.13% | ||||||||||||
Debt instrument variable rate | [4] | 6.09% | |||||||||||
Maturity date | May 10, 2028 | May 10, 2028 | [4] | ||||||||||
Balance outstanding | [4] | $ 8,712 | 5,241 | ||||||||||
Highlandtown Village Shopping Center Loan [Member] | Interest Rate Swap [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument variable rate | 6.085% | ||||||||||||
Interest rate of loan | 6.085% | ||||||||||||
Cromwell Field Shopping Center Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument net of discount | $ 60 | 77 | |||||||||||
Debt instrument variable rate | 6.71% | ||||||||||||
Maturity date | Dec. 22, 2027 | ||||||||||||
Balance outstanding | $ 10,597 | 10,113 | |||||||||||
Midtown Row Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument net of discount | $ 19 | 25 | |||||||||||
Debt instrument variable rate | 6.48% | ||||||||||||
Maturity date | Dec. 01, 2027 | ||||||||||||
Balance outstanding | $ 75,981 | 75,975 | |||||||||||
Spotswood Valley Square Shopping Center Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument net of discount | $ 0 | 31 | |||||||||||
Debt instrument variable rate | 4.82% | ||||||||||||
Maturity date | Jul. 06, 2023 | ||||||||||||
Balance outstanding | $ 0 | 11,849 | |||||||||||
Coral Hills Shopping Center Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument net of discount | $ 189 | 0 | |||||||||||
Debt instrument variable rate | 6.95% | ||||||||||||
Maturity date | Oct. 31, 2033 | ||||||||||||
Balance outstanding | $ 12,560 | 0 | |||||||||||
West Broad Shopping Center Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument net of discount | $ 88 | 0 | |||||||||||
Debt instrument variable rate | 7% | ||||||||||||
Maturity date | Dec. 21, 2033 | ||||||||||||
Balance outstanding | $ 11,712 | 0 | |||||||||||
The Shops at Greenwood Village Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument net of discount | $ 80 | 94 | |||||||||||
Debt instrument variable rate | 5.85% | ||||||||||||
Maturity date | Oct. 10, 2028 | ||||||||||||
Balance outstanding | $ 22,218 | 22,772 | |||||||||||
Lamont Street Minimum Multiple Amount [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Balance outstanding | $ 300 | ||||||||||||
Greenwood Village [Member] | Interest Rate Swap [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate of loan | 5.85% | 4.082% | |||||||||||
Greenwood Village [Member] | SOFR [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument variable rate | 2.85% | ||||||||||||
Interest rate of loan | 5.85% | ||||||||||||
Greenwood Village [Member] | Mortgage Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate of loan | 5.85% | ||||||||||||
Greenwood Village [Member] | Mortgage Loan [Member] | Interest Rate Swap [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate of loan | 4.082% | ||||||||||||
Greenwood Village [Member] | Mortgage Loan [Member] | SOFR [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument variable rate | 2.85% | ||||||||||||
Greenwood Village [Member] | Mortgage Loan [Member] | Prime Rate [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument variable rate | 0.35% | ||||||||||||
[1] The outstanding balance includes less than $ 0.1 million and $ 0.3 million of exit fees at December 31, 2023 and 2022, respectively. On June 28, 2023, the Company entered into an agreement to amend the interest rate to 7.73 % and extend the maturity date of this loan to June 24, 2024 . On February 8, 2024, the Company refinanced the Vista Shops at Golden Mile Loan to extend the maturity date to February 8, 2029 and entered into an interest rate swap which fixes the interest rate of the new loan at 6.90 %. The outstanding balance includes approximately $ 0.3 million of indebtedness as of December 31, 2022 related to the Lamont Street Minimum Multiple Amount (as defined below) owed to Lamont Street as described below under the heading “— Lamont Street Preferred Interest .” On May 5, 2023, the Company refinanced the Highlandtown Village Shopping Center Loan to extend the maturity date to May 10, 2028 and entered into an interest rate swap which fixes the interest rate of the new loan at 6.085 % as described below under the heading “— Mortgage Indebtedness” . The prior loan carried an interest rate of 4.13 %. |
Note 7 - Mortgage and Other I_5
Note 7 - Mortgage and Other Indebtedness (Details Textual) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||||||||||||
Feb. 08, 2024 USD ($) | Dec. 21, 2023 USD ($) | Oct. 31, 2023 USD ($) | Sep. 29, 2023 USD ($) | Jul. 31, 2023 USD ($) | Jul. 20, 2023 USD ($) | Jun. 30, 2023 USD ($) | May 05, 2023 USD ($) | May 03, 2023 | May 01, 2023 USD ($) | Dec. 27, 2019 USD ($) Derivative | Dec. 31, 2019 USD ($) Subsidiary | Dec. 31, 2023 USD ($) $ / shares | Dec. 31, 2022 USD ($) | Jun. 28, 2023 | Nov. 23, 2022 | Aug. 01, 2022 | Oct. 06, 2021 USD ($) | ||
Debt Instrument [Line Items] | |||||||||||||||||||
Mortgage loans | $ 11,300 | ||||||||||||||||||
Long-term debt outstanding | $ 233,772 | ||||||||||||||||||
Maturity date description | the Basis Term Loan has an outstanding balance of $8.5 million and matures on July 1, 2024. | ||||||||||||||||||
Debt instrument variable rate | 7.73% | ||||||||||||||||||
Interest expense | $ 18,504 | $ 12,710 | |||||||||||||||||
Mortgage loan | 231,049 | 267,616 | |||||||||||||||||
Deferred financing costs, gross | 3,400 | 3,200 | |||||||||||||||||
Deferred financing costs, net | 2,000 | 1,900 | |||||||||||||||||
Debt discounts, gross | 1,300 | 2,100 | |||||||||||||||||
Debt instrument net of discount | 600 | 400 | |||||||||||||||||
Deferred financing costs, amortization expense | 800 | 1,500 | |||||||||||||||||
Income (expenses) related to fair value adjustments on derivatives | 1,200 | 3,400 | |||||||||||||||||
Net gain (loss) on fair value change on debt held under the fair value option | 2,344 | (3,151) | |||||||||||||||||
Change in fair value due to credit risk on debt held under the fair value option | $ 491 | 56 | |||||||||||||||||
Fortress Mezzanine Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 13% | ||||||||||||||||||
Interest expense | $ 1,900 | 200 | |||||||||||||||||
Capitalized interest | $ 1,100 | 100 | |||||||||||||||||
Long term debt maturity date | Dec. 01, 2027 | ||||||||||||||||||
Mortgage loan | $ 15,000 | ||||||||||||||||||
Debt Instrument, common stock conversion price | $ / shares | $ 2 | ||||||||||||||||||
Fair value of loans | $ 16,200 | 17,900 | |||||||||||||||||
Net gain (loss) on fair value change on debt held under the fair value option | 2,300 | (3,100) | |||||||||||||||||
Change in fair value due to credit risk on debt held under the fair value option | $ 500 | 100 | |||||||||||||||||
Current Interest Rate [Member] | Fortress Mezzanine Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 5% | ||||||||||||||||||
Capitalized Interest Rate [Member] | Fortress Mezzanine Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 8% | ||||||||||||||||||
Debt Instrument, interest rate increase each year | 1% | ||||||||||||||||||
Initial Capitalized Interest Rate [Member] | Fortress Mezzanine Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 7% | ||||||||||||||||||
Initial Mezzanine Loan Interest Rate [Member] | Fortress Mezzanine Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 12% | ||||||||||||||||||
Interest Rate Cap [Member] | Other Assets, Net [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Fair value of interest rate cap assets | 200 | ||||||||||||||||||
Interest Rate Swap [Member] | Other Assets, Net [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Fair value of interest rate cap assets | $ 800 | 3,200 | |||||||||||||||||
Basis Term Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Number of subsidiaries as borrowers entered in loan agreement | Subsidiary | 6 | ||||||||||||||||||
Mortgage loans | 8,500 | 66,900 | |||||||||||||||||
Long-term debt outstanding | $ 8,500 | ||||||||||||||||||
Maturity date description | The Basis Term Loan initial maturity was January 1, 2023, subject to two one-year extension options, subject to certain conditions. | ||||||||||||||||||
Debt instrument variable rate | 8.62% | ||||||||||||||||||
Debt instrument net of discount | $ 21 | $ 79 | |||||||||||||||||
Debt instrument, effective interest rate | 8.62% | ||||||||||||||||||
Repayments of secured debt | $ 13,900 | $ 12,800 | $ 14,300 | $ 17,400 | $ 17,400 | $ 41,000 | |||||||||||||
Basis Term Loan [Member] | SOFR [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 3.97% | 3.97% | |||||||||||||||||
Basis Term Loan [Member] | Interest Rate Cap [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Mortgage loans | $ 66,900 | ||||||||||||||||||
Debt instrument, effective interest rate | 8.62% | 6.125% | |||||||||||||||||
Basis Term Loan [Member] | Interest Rate Cap [Member] | LIBOR [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 3.50% | ||||||||||||||||||
Debt instrument variable rate | 3.50% | ||||||||||||||||||
Basis Term Loan [Member] | Interest Rate Cap [Member] | SOFR [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 3.97% | ||||||||||||||||||
Debt instrument variable rate | 4.65% | 3.50% | |||||||||||||||||
Basis Term Loan [Member] | Maximum [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Mortgage loans | $ 66,900 | ||||||||||||||||||
Debt instrument variable rate | 6.125% | 6.125% | |||||||||||||||||
Basis Term Loan [Member] | Maximum [Member] | Interest Rate Cap [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 6.125% | ||||||||||||||||||
Lamont Street Preferred Interest [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Repayments of secured debt | $ 2,300 | ||||||||||||||||||
Hollinswood Loan [Member] | SOFR [Member] | Mortgage Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 2.36% | ||||||||||||||||||
Hollinswood Loan [Member] | Interest Rate Cap [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 4.06% | ||||||||||||||||||
Hollinswood Loan [Member] | Interest Rate Swap [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Long-term debt outstanding | $ 10,200 | ||||||||||||||||||
Debt instrument additional borrowing available | $ 3,000 | ||||||||||||||||||
Number of derivatives held | Derivative | 2 | ||||||||||||||||||
Vista Shops at Golden Mile Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | [1] | 7.73% | |||||||||||||||||
Debt instrument net of discount | $ 9 | $ 12 | |||||||||||||||||
Vista Shops at Golden Mile Loan [Member] | Subsequent Event [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Repayments of secured debt | $ 11,200 | ||||||||||||||||||
Vista Shops at Golden Mile Loan [Member] | Interest Rate Swap [Member] | Subsequent Event [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 6.90% | ||||||||||||||||||
Debt instrument, effective interest rate | 6.90% | ||||||||||||||||||
Cromwell Field Shopping Center Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 6.71% | ||||||||||||||||||
Debt instrument net of discount | $ 60 | $ 77 | |||||||||||||||||
Highlandtown Mortgage [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Repayments of secured debt | $ 1,900 | ||||||||||||||||||
Crestview Square Shopping Center [Member] | Mortgage Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Mortgage loan | $ 12,000 | ||||||||||||||||||
Debt instrument, effective interest rate | 7.83% | ||||||||||||||||||
Coral Hills Shopping Center [Member] | Mortgage Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Mortgage loan | $ 12,800 | ||||||||||||||||||
Debt instrument, effective interest rate | 6.95% | ||||||||||||||||||
West Broad [Member] | Mortgage Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Mortgage loan | $ 11,800 | ||||||||||||||||||
Debt instrument, effective interest rate | 7% | ||||||||||||||||||
Greenwood Village [Member] | Mortgage Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Mortgage loan | $ 23,500 | ||||||||||||||||||
Debt instrument, effective interest rate | 5.85% | ||||||||||||||||||
Greenwood Village [Member] | SOFR [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 2.85% | ||||||||||||||||||
Debt instrument, effective interest rate | 5.85% | ||||||||||||||||||
Greenwood Village [Member] | SOFR [Member] | Mortgage Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 2.85% | ||||||||||||||||||
Greenwood Village [Member] | Prime Rate [Member] | Mortgage Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 0.35% | ||||||||||||||||||
Greenwood Village [Member] | Interest Rate Swap [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Interest Rate | 4.082% | ||||||||||||||||||
Debt instrument, effective interest rate | 5.85% | 4.082% | |||||||||||||||||
Amount recieved on termination | $ 2,200 | ||||||||||||||||||
Greenwood Village [Member] | Interest Rate Swap [Member] | Mortgage Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument, effective interest rate | 4.082% | ||||||||||||||||||
Highlandtown Village Shopping Center Loan [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 4.13% | ||||||||||||||||||
Debt instrument variable rate | [2] | 6.09% | |||||||||||||||||
Debt instrument net of discount | $ 38 | $ 14 | |||||||||||||||||
Highlandtown Village Shopping Center Loan [Member] | Interest Rate Swap [Member] | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument variable rate | 6.085% | ||||||||||||||||||
Debt instrument, effective interest rate | 6.085% | ||||||||||||||||||
[1] On June 28, 2023, the Company entered into an agreement to amend the interest rate to 7.73 % and extend the maturity date of this loan to June 24, 2024 . On February 8, 2024, the Company refinanced the Vista Shops at Golden Mile Loan to extend the maturity date to February 8, 2029 and entered into an interest rate swap which fixes the interest rate of the new loan at 6.90 %. On May 5, 2023, the Company refinanced the Highlandtown Village Shopping Center Loan to extend the maturity date to May 10, 2028 and entered into an interest rate swap which fixes the interest rate of the new loan at 6.085 % as described below under the heading “— Mortgage Indebtedness” . The prior loan carried an interest rate of 4.13 %. |
Note 7 - Mortgage and Other I_6
Note 7 - Mortgage and Other Indebtedness - Lamont Street Preferred Interest (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||||
Jun. 30, 2023 | May 05, 2023 | Jun. 04, 2021 | May 21, 2021 | Dec. 31, 2023 | |
Lamont Street Preferred Interest [Member] | |||||
Debt Instrument [Line Items] | |||||
Description on extended redemption date | September 30, 2024 and September 30, 2025 | ||||
Payment fee percentage, first extension option | 0.25% | ||||
Payment fee percentage, second extension option | 0.50% | ||||
Preferred Investor payments, description | Additionally, at the Lamont Street Redemption Date, Lamont Street was entitled to (i) a redemption fee of 0.50% of the capital contributions returned and (ii) an amount equal to (a) the product of (i) the aggregate amount of capital contributions made and (ii) 0.26 less (b) the aggregate amount of Lamont Street Class A Return payments made to Lamont Street (the “Lamont Street Minimum Multiple Amount”) | ||||
Percentage of redemption fee of capital contribution returned | 0.50% | ||||
Repayments of secured debt | $ 2.3 | ||||
Lamont Street Preferred Interest [Member] | Class A Units [Member] | |||||
Debt Instrument [Line Items] | |||||
Annual return percentage on initial capital contribution | 13.50% | ||||
Cumulative annual return percentage, paid current | 10% | ||||
Cumulative annual return percentage, accrued | 3.50% | ||||
Lamont Street Preferred Interest [Member] | Spotswood [Member] | Class A Units [Member] | |||||
Debt Instrument [Line Items] | |||||
Preferred investor, capital contribution | $ 3.9 | ||||
Interest percentage in exchange of capital contribution | 1% | ||||
Lamont Street Preferred Interest [Member] | Highlandtown [Member] | Class A Units [Member] | |||||
Debt Instrument [Line Items] | |||||
Preferred investor, capital contribution | $ 3.9 | ||||
Interest percentage in exchange of capital contribution | 1% | ||||
Highlandtown Mortgage [Member] | |||||
Debt Instrument [Line Items] | |||||
Repayments of secured debt | $ 1.9 |
Note 7 - Mortgage and Other I_7
Note 7 - Mortgage and Other Indebtedness - Schedule of Minimum Debt Service Coverage (Details) | Dec. 31, 2023 | |
Hollinswood Shopping Center [Member] | ||
Debt Instrument [Line Items] | ||
Minimum Debt Service Coverage Ratio | 1.4 | |
Vista Shops At Golden Mile [Member] | ||
Debt Instrument [Line Items] | ||
Minimum Debt Service Coverage Ratio | 1.5 | |
Brookhill Azalea Shopping Center [Member] | ||
Debt Instrument [Line Items] | ||
Minimum Debt Service Coverage Ratio | 1.3 | |
Crestview Shopping Center [Member] | ||
Debt Instrument [Line Items] | ||
Minimum Debt Service Coverage Ratio | 1.25 | |
Highlandtown Village Shopping Center [Member] | ||
Debt Instrument [Line Items] | ||
Minimum Debt Service Coverage Ratio | 1.25 | |
Cromwell Field Shopping Center [Member] | ||
Debt Instrument [Line Items] | ||
Minimum Debt Service Coverage Ratio | 1.2 | [1] |
Lamar Station Plaza West [Member] | ||
Debt Instrument [Line Items] | ||
Minimum Debt Service Coverage Ratio | 1.3 | |
Midtown Row [Member] | ||
Debt Instrument [Line Items] | ||
Minimum Debt Service Coverage Ratio | 1.15 | |
Coral Hills Shopping Center [Member] | ||
Debt Instrument [Line Items] | ||
Minimum Debt Service Coverage Ratio | 1.2 | |
West Broad Shopping Center [Member] | ||
Debt Instrument [Line Items] | ||
Minimum Debt Service Coverage Ratio | 1.25 | |
The Shops At Greenwood Village [Member] | ||
Debt Instrument [Line Items] | ||
Minimum Debt Service Coverage Ratio | 1.4 | |
[1] The debt service coverage ratio testing commenced December 31, 2023 with the following requirements: (i) 1.20 to 1.00 as of December 31, 2023; (ii) 1.55 to 1.00 as of December 31, 2024 and (iii) 1.35 to 1.00 as of December 31, 2025 and for the remaining term of the loan. |
Note 7 - Mortgage and Other I_8
Note 7 - Mortgage and Other Indebtedness - Schedule of Minimum Debt Service Coverage (Parenthetical) (Details) - Cromwell Field Shopping Center [Member] | Dec. 31, 2025 | Dec. 31, 2024 | Dec. 31, 2023 | |
Debt Instrument [Line Items] | ||||
Minimum debt service coverage ratio | [1] | 1.2 | ||
Forecast [Member] | ||||
Debt Instrument [Line Items] | ||||
Minimum debt service coverage ratio | 1.35 | 1.55 | ||
[1] The debt service coverage ratio testing commenced December 31, 2023 with the following requirements: (i) 1.20 to 1.00 as of December 31, 2023; (ii) 1.55 to 1.00 as of December 31, 2024 and (iii) 1.35 to 1.00 as of December 31, 2025 and for the remaining term of the loan. |
Note 7 - Mortgage and Other I_9
Note 7 - Mortgage and Other Indebtedness - Mortgage Indebtedness (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |||||||||||
Feb. 08, 2024 | Dec. 21, 2023 | Oct. 31, 2023 | Sep. 29, 2023 | Jun. 28, 2023 | May 05, 2023 | May 03, 2023 | May 01, 2023 | Oct. 06, 2021 | Dec. 27, 2019 | Dec. 31, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||||||||||||
Mortgage loan | $ 231,049 | $ 267,616 | ||||||||||
Debt instrument variable rate | 7.73% | |||||||||||
Highlandtown Village Shopping Center [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Mortgage loan | $ 16,200 | $ 8,700 | ||||||||||
SOFR [Member] | Highlandtown Village Shopping Center [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument variable rate | 2.50% | |||||||||||
Greenwood Village [Member] | Interest Rate Swap [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, effective interest rate | 5.85% | 4.082% | ||||||||||
Greenwood Village [Member] | SOFR [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, effective interest rate | 5.85% | |||||||||||
Debt instrument variable rate | 2.85% | |||||||||||
Hollinswood Loan [Member] | Interest Rate Cap [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument variable rate | 4.06% | |||||||||||
Mortgages [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Outstanding mortgage indebtedness | $ 208,400 | $ 180,300 | ||||||||||
Mortgage Loan [Member] | Highlandtown Village Shopping Center [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Mortgage loan maturity period | 2028-05 | |||||||||||
Mortgage Loan [Member] | Vista Shops at Golden Mile [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Mortgage loan maturity period | 2024-06 | |||||||||||
Debt instrument, effective interest rate | 7.73% | |||||||||||
Mortgage Loan [Member] | Vista Shops at Golden Mile [Member] | Subsequent Event [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Mortgage loan maturity period | 2029-02 | |||||||||||
Mortgage Loan [Member] | Interest Rate Swap [Member] | Highlandtown Village Shopping Center [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, effective interest rate | 6.085% | |||||||||||
Mortgage Loan [Member] | Interest Rate Swap [Member] | Vista Shops at Golden Mile [Member] | Subsequent Event [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, effective interest rate | 6.90% | |||||||||||
Mortgage Loan [Member] | SOFR [Member] | Vista Shops at Golden Mile [Member] | Subsequent Event [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument variable rate | 2.75% | |||||||||||
Mortgage Loan [Member] | Greenwood Village [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Mortgage loan | $ 23,500 | |||||||||||
Mortgage loan maturity period | 2028-10 | |||||||||||
Debt instrument, effective interest rate | 5.85% | |||||||||||
Mortgage Loan [Member] | Greenwood Village [Member] | Interest Rate Swap [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, effective interest rate | 4.082% | |||||||||||
Mortgage Loan [Member] | Greenwood Village [Member] | Prime Rate [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument variable rate | 0.35% | |||||||||||
Mortgage Loan [Member] | Greenwood Village [Member] | SOFR [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument variable rate | 2.85% | |||||||||||
Mortgage Loan [Member] | Hollinswood Loan [Member] | SOFR [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument variable rate | 2.36% | |||||||||||
Mortgage Loan [Member] | Crestview Square Shopping Center [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Mortgage loan | $ 12,000 | |||||||||||
Mortgage loan maturity period | 2026-09 | |||||||||||
Debt instrument, effective interest rate | 7.83% | |||||||||||
Mortgage Loan [Member] | Coral Hills Shopping Center [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Mortgage loan | $ 12,800 | |||||||||||
Mortgage loan maturity period | 2033-10 | |||||||||||
Debt instrument, effective interest rate | 6.95% | |||||||||||
Mortgage Loan [Member] | West Broad [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Mortgage loan | $ 11,800 | |||||||||||
Mortgage loan maturity period | 2033-12 | |||||||||||
Debt instrument, effective interest rate | 7% |
Note 7 - Mortgage and Other _10
Note 7 - Mortgage and Other Indebtedness - Scheduled Principal Repayments and Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Disclosure [Abstract] | ||
2024 | $ 33,883 | |
2025 | 14,004 | |
2026 | 14,695 | |
2027 | 120,120 | |
2028 | 28,567 | |
Thereafter | 22,503 | |
Total | 233,772 | |
Unamortized debt discounts and deferred financing costs, net and fair value option adjustment | (2,723) | |
Total Mortgage and Other Indebtedness | $ 231,049 | $ 267,616 |
Note 7 - Mortgage and Other _11
Note 7 - Mortgage and Other Indebtedness - Scheduled Principal Repayments and Maturities (Parenthetical) (Details) $ in Millions | Feb. 08, 2024 USD ($) |
Vista Shops at Golden Mile Loan [Member] | Subsequent Event [Member] | |
Debt Instrument [Line Items] | |
Repayments of secured debt | $ 11.2 |
Note 8 - Commitments and Cont_3
Note 8 - Commitments and Contingencies (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Commitments and Contingencies [Line Items] | ||
Weighted average remaining lease term | 14 years 6 months | |
Weighted average discount rate | 6.50% | |
Rent expense relating to operating leases, including straight-line rent | $ 400 | $ 500 |
Annual percentage of changes in rent | 3% | |
Deferred rent outstanding | $ 3,090 | 2,397 |
Outstanding commitments | ||
Minimum [Member] | ||
Commitments and Contingencies [Line Items] | ||
Office leases initial terms | 2 years | |
Maximum [Member] | ||
Commitments and Contingencies [Line Items] | ||
Office leases initial terms | 51 years |
Note 8 - Commitments and Cont_4
Note 8 - Commitments and Contingencies - Schedule of Future Minimum Lease Payments for Operating Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Lessee, Operating Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract] | ||
2024 | $ 206 | |
2025 | 314 | |
2026 | 304 | |
2027 | 274 | |
2028 | 264 | |
Thereafter | 1,222 | |
Total undiscounted future minimum lease payments | 2,584 | |
Discount | (1,063) | |
Operating lease liabilities | $ 1,521 | $ 738 |
Operating Lease Liability Statement Of Financial Position [Extensible List] | us-gaap:GeneralAndAdministrativeExpenseMember | us-gaap:GeneralAndAdministrativeExpenseMember |
Note 9 - Fortress Preferred E_3
Note 9 - Fortress Preferred Equity Investment - Additional Information (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Nov. 22, 2022 USD ($) | Dec. 31, 2023 USD ($) ft² $ / shares shares | Dec. 31, 2022 USD ($) $ / shares | |
Conversion of Stock [Line Items] | |||
Capitalized preferred return | $ (10,301) | $ (1,047) | |
Combined balance of cash held in bank accounts | $ 9,779 | $ 12,356 | |
Common stock, shares par value | $ / shares | $ 0.01 | $ 0.01 | |
Derivative fair value adjustment | $ (692) | $ 2,638 | |
Fortress [Member] | |||
Conversion of Stock [Line Items] | |||
Preferred investor investment commitment amount | $ 80,000 | ||
Annual return percentage on initial capital contribution | 12% | ||
Annual return percentage on capital contribution | 17.75% | ||
Cumulative annual return percentage, paid current | 5% | ||
Annual return percentage on capital contribution, current | 5% | ||
Initial capital contribution annual return percetage deferred | 7% | ||
Capital Contribution Annual Return Percentage Deferred | 12.75% | ||
Initial increase in interest rate percentage of capitalized preferred return | 4.75% | ||
Initial increase in interest rate percentage of capitalized preferred return each year | 1% | ||
Capitalized preferred return | $ 11,300 | 1,000 | |
Leases over 5K | ft² | 5,000 | ||
Combined balance of cash held in bank accounts | $ 3,100 | ||
Exit Fee | 10,000 | ||
Fortress [Member] | Additional Paid-In Capital [Member] | |||
Conversion of Stock [Line Items] | |||
Capitalized preferred return | 10,300 | 1,100 | |
Fortress [Member] | Preferred Investor [Member] | |||
Conversion of Stock [Line Items] | |||
Current Preferred Return | $ 4,300 | 400 | |
Fortress [Member] | Preferred Interest After 22 November 2027 [Member] | |||
Conversion of Stock [Line Items] | |||
Increase in preferred return each year | 3% | ||
Fortress [Member] | Michael Jacoby [Member] | Trigger Event [Member] | |||
Conversion of Stock [Line Items] | |||
Common stock and OP units minimum aggregate | shares | 3,802,594 | ||
Fortress [Member] | November 22, 2027 [Member] | |||
Conversion of Stock [Line Items] | |||
Interest Percentage of Preferred Return | 19% | ||
Fortress [Member] | No QPO [Member] | |||
Conversion of Stock [Line Items] | |||
Additional interest on the applicable preferred rate after November 22, 2027. | 4% | ||
Fortress [Member] | Redeemable Portion [Member] | |||
Conversion of Stock [Line Items] | |||
Preferred equity investment | $ 37,500 | ||
Fortress [Member] | ConvertibleIn Common Shares [Member] | |||
Conversion of Stock [Line Items] | |||
Common stock, shares par value | $ / shares | $ 2 | ||
Fortress [Member] | ConvertibleIn Common Shares [Member] | Fortress Mezzanine Loan Agreement [Member] | |||
Conversion of Stock [Line Items] | |||
Preferred equity investment | $ 25,000 | ||
Fortress Preferred Equity Investment [Member] | |||
Conversion of Stock [Line Items] | |||
Derivative fair value adjustment | 500 | (800) | |
Derivative liability | $ 700 | $ 1,200 |
Note 9 - Fortress Preferred E_4
Note 9 - Fortress Preferred Equity Investment - Summary of preferred equity investment activities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Conversion of Stock [Line Items] | ||
Beginning balance | $ 73,697 | |
Ending balance | 87,288 | $ 73,697 |
Fortress Preferred Equity Investment [Member] | ||
Conversion of Stock [Line Items] | ||
Beginning balance | 73,697 | 0 |
Investment in preferred equity | 80,000 | |
Preferred equity return | 14,641 | 1,392 |
Preferred equity payment | (4,297) | |
Preferred equity accretion | 3,247 | |
Ending balance | $ 87,288 | 73,697 |
Fortress Preferred Equity Investment [Member] | Embedded Derivatives [Member] | ||
Conversion of Stock [Line Items] | ||
Preferred equity investment activity changes | (417) | |
Fortress Preferred Equity Investment [Member] | Discount on Preferred Equity [Member] | ||
Conversion of Stock [Line Items] | ||
Preferred equity investment activity changes | (1,689) | |
Fortress Preferred Equity Investment [Member] | Financing Costs [Member] | ||
Conversion of Stock [Line Items] | ||
Preferred equity investment activity changes | $ (5,589) |
Note 10 - Equity (Details Textu
Note 10 - Equity (Details Textual) $ / shares in Units, $ in Millions | 12 Months Ended | ||||||||||||||||||
Dec. 07, 2023 USD ($) shares | Apr. 03, 2023 USD ($) shares | Feb. 28, 2023 shares | Apr. 01, 2022 USD ($) shares | Oct. 01, 2021 shares | Dec. 31, 2023 USD ($) Property $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Jan. 02, 2024 shares | Oct. 23, 2023 shares | Oct. 03, 2023 shares | Sep. 30, 2023 shares | Jul. 03, 2023 shares | Jan. 03, 2023 shares | Nov. 23, 2022 $ / shares shares | Nov. 22, 2022 $ / shares shares | Jul. 01, 2022 shares | Jan. 03, 2022 shares | Sep. 15, 2021 shares | Jun. 04, 2021 $ / shares shares | |
Class of Stock [Line Items] | |||||||||||||||||||
Common stock, shares issued | 33,417,101 | 32,256,974 | |||||||||||||||||
Common stock, shares authorized | 300,000,000 | 50,000,000 | 300,000,000 | 50,000,000 | |||||||||||||||
Number of real estate properties | Property | 15 | ||||||||||||||||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | |||||||||||||||||
Preferred stock, par value | $ / shares | $ 0.01 | $ 0.01 | |||||||||||||||||
Preferred stock, shares outstanding | 500 | 500 | |||||||||||||||||
Conversion price | $ / shares | $ 0.2 | ||||||||||||||||||
Common stock, shares par value | $ / shares | $ 0.01 | $ 0.01 | |||||||||||||||||
Granted to executives | 697,393 | 138,262 | |||||||||||||||||
Restricted Stock Units, Forfeited | 21,856 | 21,987 | |||||||||||||||||
2021 Lamont Warrants [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Warrants to purchase of common stock | 200,000 | ||||||||||||||||||
Warrants to purchase of common stock, Exercise price | $ / shares | $ 2.5 | ||||||||||||||||||
Contractual life of warrants | 4 years 3 months 18 days | ||||||||||||||||||
Fortress Warrants [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Warrants to purchase of common stock | 2,560,000 | ||||||||||||||||||
Warrants to purchase of common stock, Exercise price | $ / shares | $ 0.01 | ||||||||||||||||||
Contractual life of warrants | 10 years | ||||||||||||||||||
2022 Lamont Warrants [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Warrants to purchase of common stock | 500,000 | ||||||||||||||||||
Warrants to purchase of common stock, Exercise price | $ / shares | $ 0.01 | ||||||||||||||||||
Contractual life of warrants | 5 years | ||||||||||||||||||
Series A Preferred Stock [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Preferred stock, shares authorized | 20,000 | 20,000 | |||||||||||||||||
Preferred stock, par value | $ / shares | $ 0.01 | ||||||||||||||||||
Preferred stock, shares outstanding | 500 | 500 | |||||||||||||||||
Preferred stock, dividend rate percentage | 10% | ||||||||||||||||||
Preferred stock, per share issuance price | $ / shares | $ 100 | ||||||||||||||||||
Director [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Common stock, shares issued | 32,904 | 9,708 | 9,348 | 25,500 | 166,125 | 165,700 | |||||||||||||
Director One [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Common stock, shares issued | 16,125 | ||||||||||||||||||
Executives [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Common stock, shares issued | 254,839 | ||||||||||||||||||
Percentage of bonus for cash payment | 50% | ||||||||||||||||||
Subsequent Event [Member] | Director [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Common stock, shares issued | 11,945 | ||||||||||||||||||
Minimum [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Percentage of RSUs granted to executives | 0% | ||||||||||||||||||
Maximum [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Percentage of RSUs granted to executives | 300% | ||||||||||||||||||
Maximum [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Preferred dividends undeclared | $ | $ 0.1 | ||||||||||||||||||
Restricted Stock Awards [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Shares surrendered to satisfy tax obligations | 4,126 | 4,307 | |||||||||||||||||
Compensation expense related to these share-based payments | $ | $ 0.3 | $ 0.2 | |||||||||||||||||
Unrecognized costs from stock-based awards | $ | $ 0.4 | ||||||||||||||||||
Unrecognized compensation cost recognition period | 10 months 24 days | ||||||||||||||||||
Value of award | $ | $ 0.3 | $ 0.3 | $ 0.3 | ||||||||||||||||
Restricted Stock Awards [Member] | Director [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Granted to executives | 277,775 | ||||||||||||||||||
Restricted Stock Awards [Member] | Employees [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Granted to executives | 419,618 | 138,262 | |||||||||||||||||
Restricted Stock Units [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Unrecognized costs from stock-based awards | $ | $ 2 | ||||||||||||||||||
Unrecognized compensation cost recognition period | 2 years | ||||||||||||||||||
Restricted Stock Units, Forfeited | 232,558 | ||||||||||||||||||
Restricted Stock Units [Member] | Employees [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Granted to executives | 1,220,930 | ||||||||||||||||||
Restricted Stock Units [Member] | Minimum [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Percentage of number of units granted at vesting date that entitle recipients to shares of common stock | 0% | ||||||||||||||||||
Restricted Stock Units [Member] | Maximum [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Percentage of number of units granted at vesting date that entitle recipients to shares of common stock | 300% | ||||||||||||||||||
2020 Equity Incentive Plan [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Common stock shares available for issuance | 1,500,000 | ||||||||||||||||||
Common stock remaining shares available for future issuance | 404,876 | ||||||||||||||||||
2020 Equity Incentive Plan [Member] | Minimum [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Common stock shares available for issuance | 3,620,000 | ||||||||||||||||||
2020 Equity Incentive Plan [Member] | Maximum [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Common stock shares available for issuance | 5,120,000 | ||||||||||||||||||
Operating Partnership [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Operating partnership percentage | 85.70% | 85.30% | |||||||||||||||||
Operating Partnership [Member] | Midtown Row [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Common OP units issued | 1 | ||||||||||||||||||
OP Unit Redemption [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Common stock, shares issued | 60,106 | 36,064 | |||||||||||||||||
OP Unit Redemption [Member] | Operating Partnership [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Common stock, shares issued | 60,106 | 36,064 | |||||||||||||||||
Preferred OP Units [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Preferred OP unit issuance amount per unit | $ / shares | $ 2 | ||||||||||||||||||
Noncontrolling interest, description | The initial Preferred OP Unit Return was 12% per annum, comprised of a 5% Current Preferred OP Unit Return and a 7% Capitalized Preferred OP Unit Return. The Capitalized Preferred OP Unit Return increases each year by 1%. After November 23, 2027, the Preferred OP Unit Return will be 19% per annum, all payable in cash, and will increase an additional 3% each year thereafter. As of December 31, 2023, the Preferred OP Unit Return was 13% per annum, comprised of a 5% Current Preferred OP Unit Return and an 8% Capitalized Preferred OP Unit Return. | ||||||||||||||||||
Preferred OP Units [Member] | Operating Partnership [Member] | Midtown Row [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Preferred OP units issued | 1,842,917 | ||||||||||||||||||
Common OP Units [Member] | Operating Partnership [Member] | Midtown Row [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Common OP units issued | 448,180 | ||||||||||||||||||
Common OP Units [Member] | Operating Partnership [Member] | Lamar Station Plaza West [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Common OP units issued | 573,529 |
Note 10 - Equity - Summary of S
Note 10 - Equity - Summary of Stock-Based Award Activity (Detail) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Restricted Stock Awards, Beginning of the period | 159,439 | 237,621 |
Restricted Stock Awards, Granted | 697,393 | 138,262 |
Restricted Stock Awards, Vested | (59,607) | (194,457) |
Restricted Stock Awards, Forfeited | (21,856) | (21,987) |
Restricted Stock Awards, Ending of the period | 775,369 | 159,439 |
Weighted-Average Grant Date Fair Value Per Restricted Stock Award, Beginning of the period | $ 1.62 | $ 1.26 |
Weighted-Average Grant Date Fair Value Per Restricted Stock Award, Granted | 0.78 | 2.2 |
Weighted-Average Grant Date Fair Value Per Restricted Stock Award, Vested | 2.25 | 1 |
Weighted-Average Grant Date Fair Value Per Restricted Stock Award, Forfeited | 1.6 | 2.35 |
Weighted-Average Grant Date Fair Value Per Restricted Stock Award, Ending of the period | $ 0.99 | $ 1.62 |
Note 10 - Equity - Summary of O
Note 10 - Equity - Summary of Option Awards (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of Shares Underlying Options | 10,000 | ||
Number of Shares Underlying Options | 0 | 10,000 | |
MedAmerica [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of Shares Underlying Options | 10,000 | 70,000 | |
Number of Shares Underlying Options, Expired | (10,000) | (60,000) | |
Number of Shares Underlying Options | 0 | 10,000 | 70,000 |
Weighted Average Exercise Price Per Share | $ 6 | $ 7.71 | |
Weighted Average Exercise Price Per Share, Options expired | (6) | (8) | |
Weighted Average Exercise Price Per Share | $ 0 | $ 6 | $ 7.71 |
Weighted Average Remaining Contractual Life | 0 years | 5 months 12 days | 1 year 9 months 3 days |
Note 10 - Equity - Summary of V
Note 10 - Equity - Summary of Valuation Assumptions (Detail) | Nov. 23, 2022 | Nov. 22, 2022 |
Fortress Warrants [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Expected dividend yield | 0% | |
Risk-free interest rate | 3.80% | |
Expected volatility | 69.30% | |
Expected Life | 10 years | |
2022 Lamont Warrants [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Expected dividend yield | 0% | |
Risk-free interest rate | 3.90% | |
Expected volatility | 87.70% | |
Expected Life | 5 years |
Note 11 - Revenues - Summary of
Note 11 - Revenues - Summary of Disaggregation of Revenues (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Disaggregation Of Revenue [Line Items] | ||
Rental income | $ 38,990 | $ 29,871 |
Sublease income | 38 | 80 |
Total Out of Scope of Topic 606 revenue | 39,028 | 29,951 |
Total revenues | 42,169 | 32,951 |
Accounting Standards Update 2014-09 [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Topic 606 Revenue | 3,141 | 3,000 |
Leasing Commissions [Member] | Accounting Standards Update 2014-09 [Member] | Point in Time [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Topic 606 Revenue | 2,601 | 1,767 |
Property and Asset Management Fees [Member] | Accounting Standards Update 2014-09 [Member] | Over Time [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Topic 606 Revenue | 142 | 299 |
Sales Commissions [Member] | Accounting Standards Update 2014-09 [Member] | Point in Time [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Topic 606 Revenue | 296 | 756 |
Development Fees [Member] | Accounting Standards Update 2014-09 [Member] | Over Time [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Topic 606 Revenue | 42 | 0 |
Engineering Services [Member] | Accounting Standards Update 2014-09 [Member] | Over Time [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Topic 606 Revenue | $ 60 | $ 178 |
Note 11 - Revenues - Summary _2
Note 11 - Revenues - Summary of Minimum Cash Rental Payments Due in Future Periods Under Executed Non-cancelable Operating Leases (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Lessor, Operating Lease, Payment to be Received, Fiscal Year Maturity [Abstract] | |
2024 | $ 29,322 |
2025 | 24,632 |
2026 | 17,138 |
2027 | 14,755 |
2028 | 11,982 |
Thereafter | 37,271 |
Total | $ 135,100 |
Note 12 - Concentrations of C_3
Note 12 - Concentrations of Credit Risks - Summary of Geographic Concentration of Properties (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 USD ($) Property | Dec. 31, 2022 USD ($) Property | ||
Concentration Risk [Line Items] | |||
Number of Properties | Property | 15 | ||
Total Gross Real Estate Assets | $ 373,935 | ||
Geographic Concentration Risk [Member] | |||
Concentration Risk [Line Items] | |||
Number of Properties | Property | 15 | 17 | |
Total Gross Real Estate Assets | $ 373,935 | $ 410,102 | |
Percentage of Total Gross Real Estate Assets | 100% | 100% | |
Geographic Concentration Risk [Member] | Rental Income [Member] | |||
Concentration Risk [Line Items] | |||
Revenues | $ 38,990 | $ 29,871 | |
Geographic Concentration Risk [Member] | Maryland [Member] | |||
Concentration Risk [Line Items] | |||
Number of Properties | Property | 6 | 6 | |
Total Gross Real Estate Assets | $ 102,723 | $ 100,335 | |
Percentage of Total Gross Real Estate Assets | 27.50% | 24.50% | |
Geographic Concentration Risk [Member] | Maryland [Member] | Rental Income [Member] | |||
Concentration Risk [Line Items] | |||
Revenues | $ 12,486 | $ 12,896 | |
Geographic Concentration Risk [Member] | Virginia [Member] | |||
Concentration Risk [Line Items] | |||
Number of Properties | Property | [1] | 5 | 6 |
Total Gross Real Estate Assets | [1] | $ 198,680 | $ 210,641 |
Percentage of Total Gross Real Estate Assets | [1] | 53.10% | 51.40% |
Geographic Concentration Risk [Member] | Virginia [Member] | Rental Income [Member] | |||
Concentration Risk [Line Items] | |||
Revenues | [1] | $ 16,243 | $ 8,614 |
Geographic Concentration Risk [Member] | Pennsylvania [Member] | |||
Concentration Risk [Line Items] | |||
Number of Properties | Property | [2] | 0 | 1 |
Total Gross Real Estate Assets | [2] | $ 0 | $ 27,201 |
Percentage of Total Gross Real Estate Assets | [2] | 0% | 6.60% |
Geographic Concentration Risk [Member] | Pennsylvania [Member] | Rental Income [Member] | |||
Concentration Risk [Line Items] | |||
Revenues | [2] | $ 1,501 | $ 2,325 |
Geographic Concentration Risk [Member] | Washington, D.C. [Member] | |||
Concentration Risk [Line Items] | |||
Number of Properties | Property | 1 | 1 | |
Total Gross Real Estate Assets | $ 8,422 | $ 8,422 | |
Percentage of Total Gross Real Estate Assets | 2.30% | 2% | |
Geographic Concentration Risk [Member] | Washington, D.C. [Member] | Rental Income [Member] | |||
Concentration Risk [Line Items] | |||
Revenues | $ 594 | $ 706 | |
Geographic Concentration Risk [Member] | Colorado [Member] | |||
Concentration Risk [Line Items] | |||
Number of Properties | Property | 3 | 3 | |
Total Gross Real Estate Assets | $ 64,110 | $ 63,503 | |
Percentage of Total Gross Real Estate Assets | 17.10% | 15.50% | |
Geographic Concentration Risk [Member] | Colorado [Member] | Rental Income [Member] | |||
Concentration Risk [Line Items] | |||
Revenues | $ 8,166 | $ 5,330 | |
[1] Rental income includes Spotswood Valley Square Shopping Center, which was sold on June 30, 2023 and had rental income of $ 1.2 million and $ 2.4 million for the years ended December 31, 2023 and 2022, respectively. Rental income related solely to Dekalb Plaza, which was sold on July 20, 2023. |
Note 12 - Concentrations of C_4
Note 12 - Concentrations of Credit Risks - Summary of Geographic Concentration of Properties (Parenthetical) (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Geographic Concentration Risk [Member] | Spotswood Valley Square Shopping Center | ||
Concentration Risk [Line Items] | ||
Revenues | $ 1.2 | $ 2.4 |
Note 13 - Employee Benefit Pl_2
Note 13 - Employee Benefit Plan (Details Textual) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
401(k) Plan [Member] | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Discretionary contributions to defined contribution pension plan | $ 0.1 | $ 0.1 |
Note 14 - Earnings Per Share (D
Note 14 - Earnings Per Share (Details Textual) - shares shares in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Earnings Per Share [Abstract] | ||
Common stock conversion basis | one-for-one basis | |
Weighted average number of antidilutive convertible preferred stock, restricted stock, RSUs and OP units outstanding | 7 | 4.4 |
Note 14 - Earnings Per Share -
Note 14 - Earnings Per Share - Schedule of Computation of Earnings Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Numerator: | ||
Net loss | $ (7,017) | $ (16,273) |
Less: Preferred equity return on Fortess preferred equity | (14,641) | (1,492) |
Less: Preferred equity accretion to redemption value | (3,247) | 0 |
Less: Preferred OP units return | (483) | (48) |
Plus: Net loss attributable to noncontrolling interest | 3,924 | 2,522 |
Net loss attributable to common stockholders | $ (21,464) | $ (15,291) |
Denominator | ||
Basic weighted-average common shares | 35,608,163 | 32,378,526 |
Dilutive potential common shares | 0 | 0 |
Diluted weighted-average common shares | 35,608,163 | 32,378,526 |
Net loss per common share- basic | $ (0.6) | $ (0.47) |
Net loss per common share- diluted | $ (0.6) | $ (0.47) |
Note 15 - Fair Value of Finan_3
Note 15 - Fair Value of Financial Instruments - Schedule of Carrying Amounts of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | ||
Assets, Fair Value Disclosure [Abstract] | ||||
Derivative assets | $ 796 | $ 3,426 | ||
Liabilities, Fair Value Disclosure [Abstract] | ||||
Derivative liabilities | 668 | 1,208 | ||
Fair Value, Recurring [Member] | ||||
Assets, Fair Value Disclosure [Abstract] | ||||
Derivative assets | 796 | 3,426 | ||
Liabilities, Fair Value Disclosure [Abstract] | ||||
Derivative liabilities | 668 | [1] | 1,208 | [2] |
Fair value of loans | 16,187 | 17,895 | ||
Fair Value, Inputs, Level 2 [Member] | Fair Value, Recurring [Member] | ||||
Assets, Fair Value Disclosure [Abstract] | ||||
Derivative assets | 796 | 3,426 | ||
Liabilities, Fair Value Disclosure [Abstract] | ||||
Derivative liabilities | 668 | [1] | 1,208 | [2] |
Fair value of loans | $ 16,187 | $ 17,895 | ||
[1] Derivative liabilities are included in Accounts payable and accrued liabilities on the consolidated balance sheets. Derivative liabilities are included in Accounts payable and accrued liabilities on the consolidated balance sheets. |
Note 15 - Fair Value of Finan_4
Note 15 - Fair Value of Financial Instruments - Schedule of Carrying Amounts and Fair Values of Assets and Liabilities Measured at Fair Value on a Non Recurring Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Reported Value Measurement [Member] | ||
Assets, Fair Value Disclosure [Abstract] | ||
Cash and cash equivalents | $ 9,779 | $ 12,356 |
Restricted cash | 4,018 | 4,675 |
Reported Value Measurement [Member] | Variable Rate Debt [Member] | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Mortgage and other indebtedness, net - carrying amount | 61,056 | 111,380 |
Reported Value Measurement [Member] | Fixed Rate Debt [Member] | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Mortgage and other indebtedness, net - carrying amount | 155,844 | 140,199 |
Fair Value, Inputs, Level 1 [Member] | Estimate of Fair Value Measurement [Member] | ||
Assets, Fair Value Disclosure [Abstract] | ||
Cash and cash equivalents | 9,779 | 12,356 |
Restricted cash | 4,018 | 4,675 |
Fair Value, Inputs, Level 2 [Member] | Estimate of Fair Value Measurement [Member] | Variable Rate Debt [Member] | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Mortgage and other indebtedness, net - fair value | 61,056 | 111,380 |
Fair Value, Inputs, Level 2 [Member] | Estimate of Fair Value Measurement [Member] | Fixed Rate Debt [Member] | ||
Liabilities, Fair Value Disclosure [Abstract] | ||
Mortgage and other indebtedness, net - fair value | $ 159,065 | $ 139,447 |
Note 16 - Taxes - Schedule of I
Note 16 - Taxes - Schedule of Income Tax Benefit (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Current: | ||
Federal | $ 251 | $ 0 |
State | 89 | 0 |
Total current tax expense | 340 | 0 |
Deferred: | ||
Federal | (2,853) | (4,214) |
State | (1,115) | (1,643) |
Total deferred tax benefit | (3,968) | (5,857) |
Total income tax benefit | $ (3,628) | $ (5,857) |
Note 16 - Taxes - Schedule of E
Note 16 - Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Federal statutory rate | 21% | 21% |
Permanent items | (0.20%) | 0% |
State income taxes, net of federal tax benefit | 5.40% | 6% |
Change in valuation allowance | (12.00%) | 0% |
Other | 0% | (1.00%) |
Rate change | 0.30% | 0% |
Prior year adjustment | 0% | 1.70% |
Effective income tax rate on income before taxes | 14.50% | 27.70% |
Note 16 - Taxes (Details Textua
Note 16 - Taxes (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Line Items] | ||
Effective income tax rate and federal statutory income tax rate, difference | 6.50% | 6.70% |
Pre-tax federal and state income tax NOL carryforwards | $ 5,197,000 | $ 6,646,000 |
Uncertain tax positions | $ 0 | 0 |
Open tax year | 2020 2021 2022 2023 | |
Deferred tax assets recorded valuation allowance | $ 3,000,000 | |
Federal and State [Member] | ||
Income Tax Disclosure [Line Items] | ||
Pre-tax federal and state income tax NOL carryforwards | $ 19,600,000 | $ 24,600,000 |
Note 16 - Taxes - Schedule of D
Note 16 - Taxes - Schedule of Deferred Income Tax Assets (Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Income Tax Disclosure [Abstract] | ||
NOL carryforwards | $ 5,197 | $ 6,646 |
Valuation allowance | (3,001) | 0 |
Equity compensation | 678 | 461 |
Other | 5 | 3 |
Total deferred tax assets | 2,879 | 7,110 |
Investment in the Operating Partnership | (2,879) | (11,078) |
Total deferred tax liabilities | (2,879) | (11,078) |
Net deferred tax assets (liabilities) | $ 0 | $ 3,968 |
Note 17 - Related Party Trans_2
Note 17 - Related Party Transactions - (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||||||
Nov. 23, 2022 | Sep. 01, 2022 | Dec. 21, 2021 | Oct. 06, 2021 | Dec. 27, 2020 | Dec. 31, 2023 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |||||||
Accounts receivable | $ 1,918 | $ 1,874 | |||||
Revenue from related parties | 42,169 | 32,951 | |||||
Related party advances | $ 1,100 | ||||||
Ground lease revenues | $ 42,169 | 32,951 | |||||
Midtown Row [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Purchase price | $ 118,700 | ||||||
BBL Property [Member] | Midtown Row [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Purchase price | $ 122,000 | ||||||
Revised Acquisition Amount To Be Paid | $ 123,300 | ||||||
Minimum [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Percentage of management fee | 3% | ||||||
Maximum [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Percentage of management fee | 4% | ||||||
Common OP units [Member] | Midtown Row [Member] | 2022 Real Estate Acquisitions [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Equity interest issued as consideration for the mergers | 448,180 | ||||||
Preferred OP units [Member] | Midtown Row [Member] | 2022 Real Estate Acquisitions [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Equity interest issued as consideration for the mergers | 1,842,917 | ||||||
Common and Preferred OP Units [Member] | BBL Property [Member] | Midtown Row [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Purchase price | $ 5,000 | ||||||
Thomas M. Yockey [Member] | Common OP units [Member] | Midtown Row [Member] | 2022 Real Estate Acquisitions [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Equity interest issued as consideration for the mergers | 97,086 | ||||||
Thomas M. Yockey [Member] | Broad Street Entities [Member] | Common Stock [Member] | Series of Individually Immaterial Business Acquisitions [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Equity interest issued as consideration for the mergers | 2,533,650 | ||||||
Thomas M. Yockey [Member] | Broad Street Entities [Member] | Common OP units [Member] | Series of Individually Immaterial Business Acquisitions [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Equity interest issued as consideration for the mergers | 556,736 | ||||||
Michael Z. Jacoby [Member] | Common OP units [Member] | Midtown Row [Member] | 2022 Real Estate Acquisitions [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Equity interest issued as consideration for the mergers | 97,086 | ||||||
Michael Z. Jacoby [Member] | Broad Street Entities [Member] | Common Stock [Member] | Series of Individually Immaterial Business Acquisitions [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Equity interest issued as consideration for the mergers | 2,533,650 | ||||||
Michael Z. Jacoby [Member] | Broad Street Entities [Member] | Common OP units [Member] | Series of Individually Immaterial Business Acquisitions [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Equity interest issued as consideration for the mergers | 993,018 | ||||||
Alexander Topchy [Member] | Common OP units [Member] | Midtown Row [Member] | 2022 Real Estate Acquisitions [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Equity interest issued as consideration for the mergers | 17,337 | ||||||
Alexander Topchy [Member] | Broad Street Entities [Member] | Common Stock [Member] | Series of Individually Immaterial Business Acquisitions [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Equity interest issued as consideration for the mergers | 137,345 | ||||||
Alexander Topchy [Member] | Broad Street Entities [Member] | Common OP units [Member] | Series of Individually Immaterial Business Acquisitions [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Equity interest issued as consideration for the mergers | 62,658 | ||||||
Daniel J.W. Neal [Member] | Common OP units [Member] | Midtown Row [Member] | 2022 Real Estate Acquisitions [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Equity interest issued as consideration for the mergers | 202,861 | ||||||
Daniel J.W. Neal [Member] | Broad Street Entities [Member] | Common Stock [Member] | Series of Individually Immaterial Business Acquisitions [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Equity interest issued as consideration for the mergers | 878,170 | ||||||
Spiritos [Member] | Broad Street Entities [Member] | Common Stock [Member] | Series of Individually Immaterial Business Acquisitions [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Equity interest issued as consideration for the mergers | 13,827 | ||||||
Jeffrey H Foster [Member] | Common OP units [Member] | Midtown Row [Member] | 2022 Real Estate Acquisitions [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Equity interest issued as consideration for the mergers | 33,810 | ||||||
Related Party [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Accounts receivable | $ 0 | 100 | |||||
Revenue from related parties | 0 | 400 | |||||
Ground lease revenues | 0 | 400 | |||||
Shulman Rogers LLP [Member] | Spiritos [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Related party legal fees | 300 | 400 | |||||
Other Assets, Net [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Accounts receivable | 1,100 | 1,200 | |||||
Payables Due to Related Parties [Member] | Due to Properties Managed by Company [Member] | Borrowed by Company for Working Capital [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Payables due to related parties | $ 100 | $ 100 |
Schedule III - Real Estate an_2
Schedule III - Real Estate and Accumulated Depreciation - Summary of Real Estate and Accumulated Depreciation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |||
Real Estate And Accumulated Depreciation [Line Items] | |||||
Encumbrances | [1] | $ 233,087 | |||
Initial Cost to Company, Land | 53,787 | ||||
Initial Cost to Company, Building and improvements, intangible lease assets and liabilities and furniture and equipments | 299,779 | ||||
Initial Cost to Company, Cost Capitalized Subsequent to Acquisition | 19,220 | ||||
Gross Amount at Which Carried at Close of Period, Land | 54,936 | ||||
Gross Amount at Which Carried at Close of Period, Building and improvements, intangible lease assets and liabilities, furniture and equipments | 318,999 | ||||
Gross Amount at Which Carried at Close of Period, Total | 373,935 | [2] | $ 410,102 | $ 253,125 | |
Accumulated Depreciation and Amortization | (49,377) | [2],[3] | $ (38,608) | $ (21,620) | |
Avondale Shops [Member] | Washington, D.C. [Member] | Shopping Center [Member] | |||||
Real Estate And Accumulated Depreciation [Line Items] | |||||
Encumbrances | [1] | 2,868 | |||
Initial Cost to Company, Land | 1,776 | ||||
Initial Cost to Company, Building and improvements, intangible lease assets and liabilities and furniture and equipments | 6,593 | ||||
Initial Cost to Company, Cost Capitalized Subsequent to Acquisition | 53 | ||||
Gross Amount at Which Carried at Close of Period, Land | 1,776 | ||||
Gross Amount at Which Carried at Close of Period, Building and improvements, intangible lease assets and liabilities, furniture and equipments | 6,646 | ||||
Gross Amount at Which Carried at Close of Period, Total | [2] | 8,422 | |||
Accumulated Depreciation and Amortization | [2],[3] | $ (1,183) | |||
Date of Construction/Renovation | 2010 | ||||
Date Acquired | 2019 | ||||
Brookhill Azalea Shopping Center [Member] | Richmond, VA [Member] | Shopping Center [Member] | |||||
Real Estate And Accumulated Depreciation [Line Items] | |||||
Encumbrances | [1] | $ 9,198 | |||
Initial Cost to Company, Land | 1,344 | ||||
Initial Cost to Company, Building and improvements, intangible lease assets and liabilities and furniture and equipments | 15,554 | ||||
Initial Cost to Company, Cost Capitalized Subsequent to Acquisition | 1,392 | ||||
Gross Amount at Which Carried at Close of Period, Land | 1,344 | ||||
Gross Amount at Which Carried at Close of Period, Building and improvements, intangible lease assets and liabilities, furniture and equipments | 16,946 | ||||
Gross Amount at Which Carried at Close of Period, Total | [2] | 18,290 | |||
Accumulated Depreciation and Amortization | [2],[3] | $ (3,521) | |||
Date of Construction/Renovation | 2012 | ||||
Date Acquired | 2019 | ||||
Coral Hills Shopping Center [Member] | Capitol Heights, MD [Member] | Shopping Center [Member] | |||||
Real Estate And Accumulated Depreciation [Line Items] | |||||
Encumbrances | [1] | $ 12,560 | |||
Initial Cost to Company, Land | 2,186 | ||||
Initial Cost to Company, Building and improvements, intangible lease assets and liabilities and furniture and equipments | 14,317 | ||||
Initial Cost to Company, Cost Capitalized Subsequent to Acquisition | 177 | ||||
Gross Amount at Which Carried at Close of Period, Land | 2,186 | ||||
Gross Amount at Which Carried at Close of Period, Building and improvements, intangible lease assets and liabilities, furniture and equipments | 14,494 | ||||
Gross Amount at Which Carried at Close of Period, Total | [2] | 16,680 | |||
Accumulated Depreciation and Amortization | [2],[3] | $ (3,978) | |||
Date of Construction/Renovation | 2012 | ||||
Date Acquired | 2019 | ||||
Crestview Square Shopping Center [Member] | Landover Hills, MD [Member] | Shopping Center [Member] | |||||
Real Estate And Accumulated Depreciation [Line Items] | |||||
Encumbrances | [1] | $ 11,947 | |||
Initial Cost to Company, Land | 2,853 | ||||
Initial Cost to Company, Building and improvements, intangible lease assets and liabilities and furniture and equipments | 15,717 | ||||
Initial Cost to Company, Cost Capitalized Subsequent to Acquisition | 129 | ||||
Gross Amount at Which Carried at Close of Period, Land | 2,853 | ||||
Gross Amount at Which Carried at Close of Period, Building and improvements, intangible lease assets and liabilities, furniture and equipments | 15,846 | ||||
Gross Amount at Which Carried at Close of Period, Total | [2] | 18,699 | |||
Accumulated Depreciation and Amortization | [2],[3] | $ (4,108) | |||
Date of Construction/Renovation | 2012 | ||||
Date Acquired | 2019 | ||||
Hollinswood Shopping Center [Member] | Baltimore, MD [Member] | Shopping Center [Member] | |||||
Real Estate And Accumulated Depreciation [Line Items] | |||||
Encumbrances | [1] | $ 12,436 | |||
Initial Cost to Company, Land | 5,907 | ||||
Initial Cost to Company, Building and improvements, intangible lease assets and liabilities and furniture and equipments | 15,050 | ||||
Initial Cost to Company, Cost Capitalized Subsequent to Acquisition | 3,630 | ||||
Gross Amount at Which Carried at Close of Period, Land | 5,907 | ||||
Gross Amount at Which Carried at Close of Period, Building and improvements, intangible lease assets and liabilities, furniture and equipments | 18,680 | ||||
Gross Amount at Which Carried at Close of Period, Total | [2] | 24,587 | |||
Accumulated Depreciation and Amortization | [2],[3] | $ (4,179) | |||
Date of Construction/Renovation | 2020 | ||||
Date Acquired | 2019 | ||||
Midtown Colonial [Member] | Williamsburg, VA [Member] | Shopping Center [Member] | |||||
Real Estate And Accumulated Depreciation [Line Items] | |||||
Encumbrances | [1],[4] | $ 4,440 | |||
Initial Cost to Company, Land | [4] | 3,963 | |||
Initial Cost to Company, Building and improvements, intangible lease assets and liabilities and furniture and equipments | [4] | 10,014 | |||
Initial Cost to Company, Cost Capitalized Subsequent to Acquisition | 3,607 | ||||
Gross Amount at Which Carried at Close of Period, Land | [4] | 3,963 | |||
Gross Amount at Which Carried at Close of Period, Building and improvements, intangible lease assets and liabilities, furniture and equipments | [4] | 13,621 | |||
Gross Amount at Which Carried at Close of Period, Total | [2],[4] | 17,584 | |||
Accumulated Depreciation and Amortization | [2],[3],[4] | $ (2,108) | |||
Date of Construction/Renovation | [4] | 2018 | |||
Date Acquired | [4] | 2019 | |||
Midtown Lamonticello [Member] | Williamsburg, VA [Member] | Shopping Center [Member] | |||||
Real Estate And Accumulated Depreciation [Line Items] | |||||
Encumbrances | [1],[4] | $ 4,051 | |||
Initial Cost to Company, Land | [4] | 3,108 | |||
Initial Cost to Company, Building and improvements, intangible lease assets and liabilities and furniture and equipments | [4] | 12,659 | |||
Initial Cost to Company, Cost Capitalized Subsequent to Acquisition | 280 | ||||
Gross Amount at Which Carried at Close of Period, Land | [4] | 3,108 | |||
Gross Amount at Which Carried at Close of Period, Building and improvements, intangible lease assets and liabilities, furniture and equipments | [4] | 12,939 | |||
Gross Amount at Which Carried at Close of Period, Total | [2],[4] | 16,047 | |||
Accumulated Depreciation and Amortization | [2],[3],[4] | $ (1,854) | |||
Date of Construction/Renovation | [4] | 2019 | |||
Date Acquired | [4] | 2019 | |||
Vista Shops at Golden Mile [Member] | Fredrick, MD [Member] | Shopping Center [Member] | |||||
Real Estate And Accumulated Depreciation [Line Items] | |||||
Encumbrances | [1] | $ 11,252 | |||
Initial Cost to Company, Land | 4,342 | ||||
Initial Cost to Company, Building and improvements, intangible lease assets and liabilities and furniture and equipments | 10,219 | ||||
Initial Cost to Company, Cost Capitalized Subsequent to Acquisition | 460 | ||||
Gross Amount at Which Carried at Close of Period, Land | 4,342 | ||||
Gross Amount at Which Carried at Close of Period, Building and improvements, intangible lease assets and liabilities, furniture and equipments | 10,679 | ||||
Gross Amount at Which Carried at Close of Period, Total | [2] | 15,021 | |||
Accumulated Depreciation and Amortization | [2],[3] | $ (3,308) | |||
Date of Construction/Renovation | 2009 | ||||
Date Acquired | 2019 | ||||
West Broad Commons Shopping Center [Member] | Richmond, VA [Member] | Shopping Center [Member] | |||||
Real Estate And Accumulated Depreciation [Line Items] | |||||
Encumbrances | [1] | $ 11,712 | |||
Initial Cost to Company, Land | 1,324 | ||||
Initial Cost to Company, Building and improvements, intangible lease assets and liabilities and furniture and equipments | 18,180 | ||||
Initial Cost to Company, Cost Capitalized Subsequent to Acquisition | 439 | ||||
Gross Amount at Which Carried at Close of Period, Land | 1,324 | ||||
Gross Amount at Which Carried at Close of Period, Building and improvements, intangible lease assets and liabilities, furniture and equipments | 18,619 | ||||
Gross Amount at Which Carried at Close of Period, Total | [2] | 19,943 | |||
Accumulated Depreciation and Amortization | [2],[3] | $ (3,886) | |||
Date of Construction/Renovation | 2017 | ||||
Date Acquired | 2019 | ||||
Lamar Station Plaza East [Member] | Lakewood, CO [Member] | Shopping Center [Member] | |||||
Real Estate And Accumulated Depreciation [Line Items] | |||||
Encumbrances | [1] | $ 0 | |||
Initial Cost to Company, Land | 1,826 | ||||
Initial Cost to Company, Building and improvements, intangible lease assets and liabilities and furniture and equipments | 3,183 | ||||
Initial Cost to Company, Cost Capitalized Subsequent to Acquisition | 2,650 | ||||
Gross Amount at Which Carried at Close of Period, Land | 2,904 | ||||
Gross Amount at Which Carried at Close of Period, Building and improvements, intangible lease assets and liabilities, furniture and equipments | 5,833 | ||||
Gross Amount at Which Carried at Close of Period, Total | [2] | 8,737 | |||
Accumulated Depreciation and Amortization | [2],[3] | $ (1,587) | |||
Date of Construction/Renovation | 1984 | ||||
Date Acquired | 2020 | ||||
Cromwell Field Shopping Center [Member] | Glen Burnie, MD [Member] | Shopping Center [Member] | |||||
Real Estate And Accumulated Depreciation [Line Items] | |||||
Encumbrances | [1] | $ 10,597 | |||
Initial Cost to Company, Land | 2,256 | ||||
Initial Cost to Company, Building and improvements, intangible lease assets and liabilities and furniture and equipments | 15,618 | ||||
Initial Cost to Company, Cost Capitalized Subsequent to Acquisition | 2,413 | ||||
Gross Amount at Which Carried at Close of Period, Land | 2,256 | ||||
Gross Amount at Which Carried at Close of Period, Building and improvements, intangible lease assets and liabilities, furniture and equipments | 18,031 | ||||
Gross Amount at Which Carried at Close of Period, Total | [2] | 20,287 | |||
Accumulated Depreciation and Amortization | [2],[3] | $ (3,631) | |||
Date of Construction/Renovation | 2020 | ||||
Date Acquired | 2021 | ||||
Highlandtown Village Shopping Center [Member] | Baltimore, MD [Member] | Shopping Center [Member] | |||||
Real Estate And Accumulated Depreciation [Line Items] | |||||
Encumbrances | [1] | $ 8,712 | |||
Initial Cost to Company, Land | 2,998 | ||||
Initial Cost to Company, Building and improvements, intangible lease assets and liabilities and furniture and equipments | 4,341 | ||||
Initial Cost to Company, Cost Capitalized Subsequent to Acquisition | 111 | ||||
Gross Amount at Which Carried at Close of Period, Land | 2,998 | ||||
Gross Amount at Which Carried at Close of Period, Building and improvements, intangible lease assets and liabilities, furniture and equipments | 4,452 | ||||
Gross Amount at Which Carried at Close of Period, Total | [2] | 7,450 | |||
Accumulated Depreciation and Amortization | [2],[3] | $ (2,112) | |||
Date of Construction/Renovation | 1987 | ||||
Date Acquired | 2021 | ||||
The Shops At Greenwood Village [Member] | Greenwood Village, CO [Member] | Shopping Center [Member] | |||||
Real Estate And Accumulated Depreciation [Line Items] | |||||
Encumbrances | [1] | $ 22,218 | |||
Initial Cost to Company, Land | 3,170 | ||||
Initial Cost to Company, Building and improvements, intangible lease assets and liabilities and furniture and equipments | 27,560 | ||||
Initial Cost to Company, Cost Capitalized Subsequent to Acquisition | 809 | ||||
Gross Amount at Which Carried at Close of Period, Land | 3,242 | ||||
Gross Amount at Which Carried at Close of Period, Building and improvements, intangible lease assets and liabilities, furniture and equipments | 28,369 | ||||
Gross Amount at Which Carried at Close of Period, Total | [2] | 31,611 | |||
Accumulated Depreciation and Amortization | [2],[3] | $ (6,182) | |||
Date of Construction/Renovation | 2019 | ||||
Date Acquired | 2021 | ||||
Lamar Station Plaza West [Member] | Lakewood, CO [Member] | Shopping Center [Member] | |||||
Real Estate And Accumulated Depreciation [Line Items] | |||||
Encumbrances | [1] | $ 18,927 | |||
Initial Cost to Company, Land | 8,774 | ||||
Initial Cost to Company, Building and improvements, intangible lease assets and liabilities and furniture and equipments | 13,996 | ||||
Initial Cost to Company, Cost Capitalized Subsequent to Acquisition | 993 | ||||
Gross Amount at Which Carried at Close of Period, Land | 8,773 | ||||
Gross Amount at Which Carried at Close of Period, Building and improvements, intangible lease assets and liabilities, furniture and equipments | 14,989 | ||||
Gross Amount at Which Carried at Close of Period, Total | [2] | 23,762 | |||
Accumulated Depreciation and Amortization | [2],[3] | $ (1,963) | |||
Date of Construction/Renovation | 2016 | ||||
Date Acquired | 2022 | ||||
Midtown Row [Member] | Williamsburg, VA [Member] | Mixed Use [Member] | |||||
Real Estate And Accumulated Depreciation [Line Items] | |||||
Encumbrances | [1] | $ 92,169 | |||
Initial Cost to Company, Land | 7,960 | ||||
Initial Cost to Company, Building and improvements, intangible lease assets and liabilities and furniture and equipments | 116,778 | ||||
Initial Cost to Company, Cost Capitalized Subsequent to Acquisition | 2,077 | ||||
Gross Amount at Which Carried at Close of Period, Land | 7,960 | ||||
Gross Amount at Which Carried at Close of Period, Building and improvements, intangible lease assets and liabilities, furniture and equipments | 118,855 | ||||
Gross Amount at Which Carried at Close of Period, Total | [2] | 126,815 | |||
Accumulated Depreciation and Amortization | [2],[3] | $ (5,777) | |||
Date of Construction/Renovation | 2021 | ||||
Date Acquired | 2022 | ||||
[1] Includes fair market value of debt adjustments and debt discount, net The changes in total real estate and accumulated depreciation and amortization for the years ended December 31, 2023 and 2022 is as follows: For the year ended December 31, (in thousands) 2023 2022 Cost Balance at beginning of period $ 410,102 $ 253,125 Acquisitions — 149,956 Dispositions and write off ( 44,774 ) — Capitalized costs 8,607 7,021 Balance at end of period $ 373,935 $ 410,102 Accumulated depreciation and amortization Balance at beginning of period $ 38,608 $ 21,620 Depreciation and amortization 18,967 16,988 Dispositions and write off ( 8,198 ) — Balance at end of period $ 49,377 $ 38,608 The cost of building and improvements is depreciated on a straight-line basis over the estimated useful lives of the buildings and improvements, ranging primarily from 5 to 49 years . The cost of intangible lease assets and liabilities is amortized on a straight-line basis over the initial term of the related leases, ranging up to 19 years . See Note 2 to the consolidated financial statements for information on useful lives used for depreciation and amortization. The loan is encumbered by the Basis Term Loan. |
Schedule III - Real Estate an_3
Schedule III - Real Estate and Accumulated Depreciation - Summary of Real Estate and Accumulated Depreciation (Parenthetical) (Details) | Dec. 31, 2023 | Dec. 31, 2022 |
Minimum [Member] | Buildings and Improvements [Member] | ||
Real Estate And Accumulated Depreciation [Line Items] | ||
Estimated useful lives | 5 years | 5 years |
Maximum [Member] | Buildings and Improvements [Member] | ||
Real Estate And Accumulated Depreciation [Line Items] | ||
Estimated useful lives | 49 years | 49 years |
Maximum [Member] | Lease Intangibles [Member] | ||
Real Estate And Accumulated Depreciation [Line Items] | ||
Estimated useful lives | 19 years | 19 years |
Schedule III - Real Estate an_4
Schedule III - Real Estate and Accumulated Depreciation - Summary of Changes in Total Real Estate and Accumulated Depreciation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
Cost | |||
Balance at beginning of period | $ 410,102 | $ 253,125 | |
Acquisitions | 0 | 149,956 | |
Dispositions and write off | (44,774) | 0 | |
Capitalized costs | 8,607 | 7,021 | |
Balance at end of period | 373,935 | [1] | 410,102 |
Accumulated Depreciation | |||
Balance at beginning of period | 38,608 | 21,620 | |
Depreciation and amortization | 18,967 | 16,988 | |
Dispositions and write off | (8,198) | 0 | |
Balance at end of period | $ 49,377 | [1],[2] | $ 38,608 |
[1] The changes in total real estate and accumulated depreciation and amortization for the years ended December 31, 2023 and 2022 is as follows: For the year ended December 31, (in thousands) 2023 2022 Cost Balance at beginning of period $ 410,102 $ 253,125 Acquisitions — 149,956 Dispositions and write off ( 44,774 ) — Capitalized costs 8,607 7,021 Balance at end of period $ 373,935 $ 410,102 Accumulated depreciation and amortization Balance at beginning of period $ 38,608 $ 21,620 Depreciation and amortization 18,967 16,988 Dispositions and write off ( 8,198 ) — Balance at end of period $ 49,377 $ 38,608 The cost of building and improvements is depreciated on a straight-line basis over the estimated useful lives of the buildings and improvements, ranging primarily from 5 to 49 years . The cost of intangible lease assets and liabilities is amortized on a straight-line basis over the initial term of the related leases, ranging up to 19 years . See Note 2 to the consolidated financial statements for information on useful lives used for depreciation and amortization. |
Schedule III - Real Estate an_5
Schedule III - Real Estate and Accumulated Depreciation (Details Textual) $ in Millions | Dec. 31, 2023 USD ($) |
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure [Abstract] | |
Aggregate tax value of real estate assets for federal income tax purposes | $ 269.6 |