8-K

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 9, 2022

Medalist Diversified REIT, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Maryland	001-38719	47-5201540
(State or other jurisdiction of incorporation<br>or organization)	(Commission File Number)	(I.R.S. Employer <br>Identification No.)

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1051 E. Cary Street Suite 601

James Center Three

Richmond , VA , 23219

(Address of principal executive offices)

( 804 ) 344-4435

(Registrant’s telephone number, including area code)

None

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐         Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐         Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐         Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐         Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging Growth Company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Name of each Exchange on<br>Which Registered	Trading <br>Symbol(s)
Common Stock, $0.01 par value	Nasdaq Capital Market	MDRR
8.0% Series A Cumulative Redeemable Preferred Stock, $0.01 par value	Nasdaq Capital Market	MDRRP<br><br>​

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ITEM 2.02RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On November 9, 2022, Medalist Diversified REIT, Inc., a Maryland corporation (the “Company”) issued a press release announcing its financial results for the quarterly period ended September 30, 2022 (the “Press Release”) and a financial supplement including reconciliations to certain non-GAAP financial measures (the “Financial Supplement”). Copies of the Press Release and the Financial Supplement are furnished as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K and are hereby incorporated by reference herein. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02 shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended, or the Exchange Act, and shall not be incorporated by reference into any registration statement or other document filed under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

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ITEM 9.01FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release, dated November 9, 2022
99.2	Financial Supplement to Press Release, dated November 9, 2022
104	Cover Page Interactive Data File (embedded within the Inline XBRL Document)

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	MEDALIST DIVERSIFIED REIT, INC.
Dated: November 9, 2022	By:	/s/ Thomas E. Messier
		Thomas E. Messier
		Chief Executive Officer, Chairman of the Board, Treasurer and Secretary

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Exhibit 99.1

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MEDALIST DIVERSIFIED REIT, INC. REPORTS THIRD QUARTER 2022 RESULTS

RICHMOND, VA, November 9, 2022.  Medalist Diversified REIT, Inc. (NASDAQ:MDRR), a Virginia-based real estate investment trust that specializes in acquiring, owning and managing commercial real estate in the Southeast region of the U.S., today reported financial results for the three months ended September 30, 2022 and provided an update on its corporate activities.  In addition, the Company released supplemental financial information about its first quarter financial results.

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Key Highlights:

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●	Net Operating Income (NOI) grew 7.2% to $4,983,978 for the nine months ended September 30, 2022, compared to NOI of $4,650,452 for the nine months ended September 30, 2021.

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●	Funds from operations (FFO) increased by $2,355,187 to $767,728 for the nine months ended September 30, 2022, compared to FFO of ($1,587,459) for the nine months ended September 30, 2021.

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●	Same Property NOI growth of 4.9% for the nine months ended September 30, 2022, compared to the nine months ended September 30, 2021.

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●	Portfolio occupancy rate of 96.5% as of September 30, 2022, compared 93.8% as of September 30, 2021.
o	Weighted average lease term (“WALT”) of 4.1 years on retail and flex / industrial portfolios.
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●	Weighted average debt maturity of 6.3 years and weighted average interest rate of 4.2% as of September 30, 2022.

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●	Completed the repositioning of the portfolio through the sale of the Clemson Best Western University Inn on September 29, 2022, for $10,015,000, which generated $3.5 million of unrestricted cash.

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●	On October 20, 2022, MDRR paid its third quarter dividend of $0.01 per common share, the sixth consecutive quarter paying a dividend.

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“During the third quarter, we completed the repositioning of our portfolio, which is now exclusively comprised of retail and flex/industrial properties that have proven to be resilient throughout COVID-19. Our operating portfolio is strong with occupancy of 96.5% and long-tenured, primarily fixed rate debt. Our focus remains on maximizing the margins within our current portfolio and opportunistically recycling the Clemson Best Western proceeds into an accretive acquisition. We believe our portfolio will prove to be recession-resistant should there be further economic headwinds and we hope to create significant shareholder value by trading more in-line with our peers” stated Thomas E. Messier, Chairman and Chief Executive Officer of the Company.

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About Medalist Diversified REIT

Medalist Diversified REIT Inc. is a Virginia-based real estate investment trust that specializes in acquiring, owning and managing commercial real estate in the Southeast region of the U.S. The Company’s strategy is to focus on commercial real estate which is expected to provide an attractive balance of risk and returns. Medalist utilizes a rigorous, consistent and replicable process for sourcing and conducting due diligence of acquisitions.

For more information on Medalist, including additional supplemental financial information, please visit the Company website at https://www.medalistreit.com.

Forward Looking Statements

This press release contains statements that are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. Forward looking statements are statements that are not historical, including statements regarding management’s intentions, beliefs, expectations, representations, plans or predictions of the future, and are typically identified by such words as “believe,” “expect,” “anticipate,” “intend,” “estimate,” “may,” “will,” “should” and “could.” Because such statements include risks, uncertainties and contingencies, actual results may differ materially from those expressed or

implied by such forward looking statements. These forward-looking statements are based upon the Company’s present expectations, but these statements are not guaranteed to occur. Furthermore, the Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. Investors should not place undue reliance upon forward-looking statements. For further discussion of the factors that could affect outcomes, please refer to the “Risk Factors” section of the prospectus dated June 21, 2021 and its accompanying prospectus supplement dated November 17, 2021, and in the Company’s subsequent annual and periodic reports and other documents filed with the SEC, copies of which are available on the SEC’s website, www.sec.gov.

Non-GAAP Financial Measures

The foregoing supplemental financial data includes certain non-GAAP financial measures that we believe are helpful in understanding our business and performance, as further described below. Our definition and calculation of these non-GAAP financial measures may differ from those of other REITs, and may, therefore, not be comparable.

NOI

While we believe net income (loss), as defined by accounting principles generally accepted in the United States of America (U.S. GAAP), is the most appropriate measure, we consider NOI, given its wide use by and relevance to investors and analysts, an appropriate supplemental performance measure. NOI provides a measure of rental operations, and does not include depreciation and amortization, interest expense and non-property specific expenses such as corporate-wide interest expense and general and administrative expenses. As used herein, we calculate NOI as follows:

NOI from property operations is calculated as net loss, as defined by U.S. GAAP, plus preferred dividends, legal, accounting and other professional fees, corporate general and administrative expenses, depreciation, amortization of intangible assets and liabilities, net amortization of above and below market leases, interest expense, including amortization of financing costs, share based compensation expense, loss on impairment, impairment of assets held for sale, loss (gain) on disposition of investment properties, loss on extinguishment of debt, other income and other expenses. The components of NOI consist of recurring rental and reimbursement revenue, less real estate taxes and operating expenses, such as insurance, utilities, and repairs and maintenance.

The following tables reflect net loss attributable to common shareholders with a reconciliation to NOI, as computed in accordance with GAAP for the periods presented:

​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Three Months Ended					​	Nine Months Ended
​	****	September 30,					****	September 30,
​	​	2022		​	2021		​	2022		​	2021
​	​	(unaudited)		​	(unaudited)		​	(unaudited)		​	(unaudited)
Net Operating Income	​	​	​	​	​	​	​	​	​	​	​	​
Net Loss		$	(1,744,134)	​	$	(875,466)	​	$	(3,732,456)	​	$	(3,824,032)
Plus: Preferred dividends, including amortization of capitalized issuance costs	​		156,311	​		151,637	​		465,338	​		451,616
Plus: Legal, accounting and other professional fees	​		284,463	​		311,986	​		1,112,878	​		1,099,881
Plus: Corporate general and administrative expenses	​	​	99,323	​	​	382,302	​	​	335,538	​	​	568,479
Plus: Depreciation expense	​	​	907,221	​	​	661,669	​	​	2,471,365	​	​	1,665,203
Plus: Amortization of intangible assets	​	​	324,292	​	​	275,935	​	​	1,037,800	​	​	696,011
Less: Net amortization of above and below market leases	​	​	(81,817)	​	​	(5,968)	​	​	(146,068)	​	​	(2,350)
Plus: Interest expense, including amortization of capitalized loan issuance costs	​	​	832,944	​	​	799,133	​	​	2,239,497	​	​	4,157,582
Plus: Share based compensation expense	​	​	-	​	​	-	​	​	233,100	​	​	149,981
Plus: Loss on impairment	​		-	​		-	​		36,670	​		-
Plus: Impairment of assets held for sale	​	​	-	​	​	-	​	​	175,671	​	​	-
Plus: Loss on extinguishment of debt	​	​	219,532	​	​	-	​	​	389,207	​	​	-
Less: Other income	​	​	(126,434)	​	​	(3,728)	​	​	(251,197)	​	​	(187,773)
Plus: Other expense	​	​	227,164	​	​	209	​	​	227,164	​	​	495
Less: Realized loss (gain) on disposal of investment properties	​	​	389,471	​	​	(124,641)	​	​	389,471	​	​	(124,641)
Net Operating Income - NOI	​	$	1,488,336	​	$	1,573,068	​	$	4,983,978	​	$	4,650,452

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Same Property NOI

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Same property NOI is calculated as the NOI of all properties owned during the entire periods presented with the exclusion of any properties acquired or sold during the periods presented. The following table reconciles same property retail and flex NOI, NOI of newly acquired retail and flex properties, same hotel property NOI, and NOI of disposed hotel properties with total NOI.

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​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Three Months Ended					​	Nine Months Ended
​	****	September 30,					****	September 30,
​	​	2022		​	2021		​	2022		​	2021
​	​	(unaudited)		​	(unaudited)		​	(unaudited)		​	(unaudited)
Same Property Retail & Flex NOI Reconciliation	​	​	​	​	​	​	​	​	​	​	​	​
Same property retail and flex NOI		$	1,071,278	​	$	997,432	​	$	3,149,232	​	$	3,002,998
NOI of newly acquired retail and flex properties (1)	​		627,060	​		256,292	​		1,629,211	​		371,991
NOI of disposed hotel properties	​	​	(210,002)	​	​	319,344	​	​	205,535	​	​	1,275,463
Total NOI (3)	​	$	1,488,336	​	$	1,573,068	​	$	4,983,978	​	$	4,650,452

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EBITDA

EBITDA is net income, as defined by U.S. GAAP, plus preferred dividends, interest expense, including amortization of financing costs, depreciation and amortization, net amortization of acquired above and below market lease revenue, loss on impairment, impairment of assets held for sale, loss (gain) on disposition of investment properties, and loss on extinguishment of debt.

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The following tables reflect net loss with a reconciliation to EBITDA, as computed in accordance with GAAP for the periods presented:

​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Three Months Ended					​	Nine Months Ended
​	****	September 30,					****	September 30,
​	​	2022		​	2021		​	2022		​	2021
​	​	(unaudited)		​	(unaudited)		​	(unaudited)		​	(unaudited)
EBITDA	​	​	​	​	​	​	​	​	​	​	​	​
Net Loss		$	(1,744,134)	​	$	(875,466)	​	$	(3,732,456)	​	$	(3,824,032)
Plus: Preferred dividends, including amortization of capitalized issuance costs	​		156,311	​		151,637	​		465,338	​		451,616
Plus: Interest expense, including amortization of capitalized loan issuance costs	​		832,944	​		799,133	​		2,239,497	​		4,157,582
Plus: Depreciation expense	​		907,221	​		661,669	​		2,471,365	​		1,665,203
Plus: Amortization of intangible assets	​	​	324,292	​	​	275,935	​	​	1,037,800	​	​	696,011
Less: Net amortization of above and below market leases	​	​	(81,817)	​	​	(5,968)	​	​	(146,068)	​	​	(2,350)
Less: Realized loss (gain) on disposal of investment properties	​	​	389,471	​	​	(124,641)	​	​	389,471	​	​	(124,641)
Plus: Loss on impairment	​	​	-	​	​	-	​	​	36,670	​	​	-
Plus: Impairment of assets held for sale	​	​	-	​	​	-	​	​	175,671	​	​	-
Plus: Loss on extinguishment of debt	​	​	219,532	​	​	-	​	​	389,207	​	​	-
EBITDA	​	$	1,003,820	​	$	882,299	​	$	3,326,495	​	$	3,019,389

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FFO and AFFO

Funds from operations (“FFO”), a non-GAAP measure, is an alternative measure of operating performance, specifically as it relates to results of operations and liquidity. FFO is computed in accordance with standards established by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”) in its March 1995 White Paper (as amended in November 1999, April 2002 and December 2018). As defined by NAREIT, FFO represents net income (computed in accordance with GAAP), excluding gains (or losses) from sales of property and losses on extinguishment of debt, plus real estate related depreciation and amortization (excluding amortization of loan origination costs and above and below market leases). In addition to FFO, Adjusted FFO (“AFFO”), excludes non-cash items such as amortization of loans and above and below market leases, unbilled rent arising from applying straight line rent revenue recognition and share-based compensation expenses. Additionally, the impact of capital expenditures, including tenant improvement and leasing commissions, net of reimbursements of such expenditures by property escrow funds, is included in the calculation of AFFO.

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The following tables reflect net loss with a reconciliation to FFO and AFFO for the periods presented:

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​	​	Three Months Ended					​	Nine Months Ended
​	****	September 30,					****	September 30,
​	​	2022		​	2021		​	2022		​	2021
Funds from operations	​	​	​	​	​	​	​	​	​	​	​	​
Net income (loss)		$	(1,744,134)	​	$	(875,466)	​	$	(3,732,456)	​	$	(3,824,032)
Depreciation of tangible real property assets	​		671,167	​		522,841	​		1,890,428	​		1,325,228
Depreciation of tenant improvements	​		209,112	​		121,816	​		509,558	​		292,635
Amortization of leasing commissions	​		26,942	​		17,012	​		71,379	​		47,340
Amortization of intangible assets	​		324,292	​		275,935	​		1,037,800	​		696,011
Gain on sale of investment properties	​	​	389,471	​	​	(124,641)	​	​	389,471	​	​	(124,641)
Loss on impairment	​		-	​		-	​		36,670	​		-
Impairment of assets held for sale	​		-	​		-	​		175,671	​		-
Loss on extinguishment of debt	​	​	219,532	​	​	-	​	​	389,207	​	​	-
Funds from operations	​	$	96,382	​	$	(62,503)	​	$	767,728	​	$	(1,587,459)

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​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Three Months Ended					​	Nine Months Ended
​	****	September 30,					****	September 30,
​	​	2022		​	2021		​	2022		​	2021
Adjusted funds from operations	​	​	​	​	​	​	​	​	​	​	​	​
Funds from operations		$	96,382	​	$	(62,503)	​	$	767,728	​	$	(1,587,459)
Amortization of above market leases	​		33,862	​		67,206	​		159,388	​		180,803
Amortization of below market leases	​		(115,679)	​		(63,340)	​		(305,456)	​		(173,319)
Straight line rent	​		(54,392)	​		(21,694)	​		(112,842)	​		(164,977)
Capital expenditures	​	​	(158,949)	​	​	(210,166)	​	​	(651,653)	​		(283,018)
Increase in fair value of interest rate cap	​	​	(126,127)	​	​	201	​	​	(246,063)	​		190
Amortization of loan issuance costs	​	​	26,990	​	​	20,123	​	​	80,607	​		80,711
Amortization of preferred stock discount and offering costs	​	​	56,311	​	​	51,637	​	​	165,338	​		151,616
Amortization of convertible debenture discount, offering costs and beneficial conversion feature	​	​	—	​	​	—	​	​	—	​		1,718,487
Share-based compensation	​		—	​		—	​		233,100	​		149,981
Bad debt expense	​		—	​		22,818	​		12,946	​		26,014
Debt forgiveness	​	​	—	​	​	—	​	​	—	​		(176,300)
Adjusted Funds from operations (AFFO)	​	$	(241,602)	​	$	(195,718)	​	$	103,093	​	$	(77,271)

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Contact

Brent Winn

Medalist Diversified REIT, Inc.

brent.winn@medalistprop.com

​ Exhibit 99.2

Financial Supplement

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Table of Contents

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Definitions

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Condensed Consolidated Balance Sheets as of September 30, 2022 and December 31, 2021

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Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2022 and 2021

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Condensed Consolidated Statements of Cash Flows for the three and nine months ended September 30, 2022 and 2021

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Funds from Operations (FFO) and Adjusted Funds from Operations (AFFO) for the three and nine months ended September 30, 2022 and 2021

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NOI Reconciliations for the three and nine months ended September 30, 2022 and 2021

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Same Property NOI Reconciliation

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EBITDA Reconciliations for the three and nine months ended September 30, 2022 and 2021

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Same Property Revenues

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Same Property Statistics – Retail and Flex Properties

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Weighted Average Lease Term

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Weighted Average Mortgage Payable Maturity

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Weighted Average Mortgage Payable Interest Rate

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Definitions

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Investors and analysts following the real estate industry utilize certain financial measures as supplemental performance measures, including net operating income ("NOI"), Same Property NOI, and earnings before interest, taxes, depreciation and amortization for real estate ("EBITDA").

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While we believe net income available to common stockholders, as defined by accounting principles generally accepted in the United States of America (U.S. GAAP), is the most appropriate measure, we consider NOI, Same Property NOI, and EBITDA, given their wide use by and relevance to investors and analysts, appropriate supplemental performance measures. NOI provides a measure of rental operations, and does not include depreciation and amortization, interest expense and non-property specific expenses such as corporate-wide interest expense and general and administrative expenses. As used herein, we calculate the following non-U.S. GAAP measures as follows:

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• NOI from property operations is calculated as net loss, as defined by U.S. GAAP, plus preferred dividends, legal, accounting and other professional fees, corporate general and administrative expenses, depreciation, amortization of intangible assets and liabilities, net amortization of above and below market leases, interest expense, including amortization of financing costs, share based compensation expense, loss on impairment, impairment of assets held for sale, loss (gain) on disposition of investment properties, loss on extinguishment of debt, other income and other expenses. The components of NOI consist of recurring rental and reimbursement revenue, less real estate taxes and operating expenses, such as insurance, utilities, and repairs and maintenance. NOI presented in this financial supplement includes an adjustment to the Company’s net loss for amortization of above and below market leases and, as a result, varies from NOI presented in the Company’s Annual Report on Form 10-Q for the three and nine months ended September 30, 2022 and 2021.

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• Same Property NOI is calculated as the NOI of all properties owned during the entire periods presented with the exclusion of any properties acquired or sold during the periods presented.

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• EBITDA is net income, as defined by U.S. GAAP, plus preferred dividends, interest expense, including amortization of financing costs, depreciation and amortization, net amortization of acquired above and below market lease revenue, loss on impairment, impairment of assets held for sale, loss (gain) on disposition of investment properties, and loss on extinguishment of debt.

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NOI, Same Property NOI, Same Property Revenues, and EBITDA, do not represent cash generated from operating activities in accordance with U.S. GAAP and are not necessarily indicative of cash available to fund cash needs, including the repayment of principal on debt, capital expenditures and payment of dividends and distributions. NOI, Same Property NOI, and EBITDA should not be considered as substitutes for net income applicable to common shareholders (calculated in accordance with U.S. GAAP) as a measure of results of operations or cash flows (calculated in accordance with U.S. GAAP) as a measure of liquidity. NOI, Same Property NOI, and Adjusted EBITDA, as currently calculated by us, may not be comparable to similarly titled, but variously calculated, measures of other REITs.

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FFO and AFFO Funds from operations (“FFO”), a non-GAAP measure, is an alternative measure of operating performance, specifically as it relates to results of operations and liquidity. FFO is computed in accordance with standards established by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”) in its March 1995 White Paper (as amended in November 1999, April 2002 and December 2018). As defined by NAREIT, FFO represents net income (computed in accordance with GAAP), excluding gains (or losses) from sales of property and losses on extinguishment of debt, plus real estate related depreciation and amortization (excluding amortization of loan origination costs and above and below market leases). In addition to FFO, Adjusted FFO (“AFFO”), excludes non-cash items such as amortization of loans and above and below market leases, unbilled rent arising from applying straight line rent revenue recognition and share-based compensation expenses. Additionally, the impact of capital expenditures, including tenant improvement and leasing commissions, net of reimbursements of such expenditures by property escrow funds, is included in the calculation of AFFO. ​

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Medalist Diversified REIT, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

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​	​	​	​	​	​	​	​
​	****	​	September 30, 2022	​	​	December 31, 2021	****
​	​	(Unaudited)		****	​		​
ASSETS		​			​		​
Investment properties, net	​	$	77,326,431	​	$	69,407,915	​
Cash	​		4,863,963	​		4,370,405	​
Restricted cash	​	​	2,109,121	​	​	3,013,572	​
Rent and other receivables, net of allowance of $18,219 and $13,010, as of September 30, 2022 and December 31, 2021, respectively	​		241,819	​		466,141	​
Assets held for sale	​	​	—	​	​	9,846,208	​
Unbilled rent	​		985,089	​		872,322	​
Intangible assets, net	​		4,065,995	​		4,200,392	​
Other assets	​		517,263	​		370,133	​
Total Assets	​	$	90,109,681	​	$	92,547,088	​
​	​	​	​	​	​	​	​
LIABILITIES	​		​	​		​	​
Accounts payable and accrued liabilities	​	$	2,184,854	​	$	1,307,257	​
Intangible liabilities, net	​		2,344,281	​		1,880,612	​
Mortgages payable, net	​	​	61,552,851	​	​	54,517,822	​
Mortgages payable, net, associated with assets held for sale	​	​	—	​	​	7,615,368	​
Mandatorily redeemable preferred stock, net	​		4,392,978	​		4,227,640	​
Total Liabilities	​	$	70,474,964	​	$	69,548,699	​
​	​	​	​	​	​	​	​
EQUITY	​			​			​
Common stock, 17,439,947 and 16,052,617 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively	​	$	174,399	​	$	160,526	​
Additional paid-in capital	​		51,116,997	​		49,645,426	​
Offering costs	​		(3,350,946)	​		(3,350,946)	​
Accumulated deficit	​		(29,754,023)	​		(24,981,346)	​
Total Stockholders' Equity	​		18,186,427	​		21,473,660	​
Noncontrolling interests - Hanover Square Property	​		120,824	​		146,603	​
Noncontrolling interests - Parkway Property	​	​	482,636	​	​	500,209	​
Noncontrolling interests - Operating Partnership	​		844,830	​		877,917	​
Total Equity	​	$	19,634,717	​	$	22,998,389	​
Total Liabilities and Equity	​	$	90,109,681	​	$	92,547,088	​

​

​

See notes to condensed consolidated financial statements

​ ​

​

​

​

Medalist Diversified REIT, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

(Unaudited)

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Three Months Ended					​	Nine Months Ended					​
​	​	September 30,					​	September 30,					​
​	****	2022		****	2021		****	2022		****	2021		****
​	​	​	​	​	​	​	​	​	​	​	​	​	​
REVENUE		​			​		​	​			​		​
Retail center property revenues	​	$	1,850,797	​	$	1,494,219	​	$	4,999,089	​	$	4,049,209	​
Flex center property revenues	​	​	610,967	​	​	263,586	​	​	1,834,200	​	​	630,007	​
Hotel property room revenues	​		376,560	​		1,262,406	​		1,494,836	​		3,970,548	​
Hotel property other revenues	​		2,749	​		17,932	​		12,813	​		38,493	​
Total Revenue	​	$	2,841,073	​	$	3,038,143	​	$	8,340,938	​	$	8,688,257	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
OPERATING EXPENSES	​			​			​			​			​
Retail center property operating expenses	​	$	491,889	​	$	397,250	​	$	1,384,061	​	$	1,079,014	​
Flex center property operating expenses	​	​	189,720	​	​	78,045	​	​	511,771	​	​	196,849	​
Hotel property operating expenses	​		589,311	​		960,994	​		1,302,114	​		2,733,578	​
Bad debt expense	​	​	—	​	​	22,818	​	​	12,946	​	​	26,014	​
Share based compensation expenses	​		—	​		—	​		233,100	​		149,981	​
Legal, accounting and other professional fees	​		284,463	​		311,986	​		1,112,878	​		1,099,881	​
Corporate general and administrative expenses	​		99,323	​		382,302	​		335,538	​		568,479	​
Loss on impairment	​		—	​		—	​		36,670	​		—	​
Impairment of assets held for sale	​	​	—	​	​	—	​	​	175,671	​	​	—	​
Other expense	​		227,164	​		—	​		227,164	​		—	​
Depreciation and amortization	​		1,231,513	​	​	937,604	​		3,509,165	​	​	2,361,214	​
Total Operating Expenses	​	****	3,113,383	​	****	3,090,999	​	****	8,841,078	​	****	8,215,010	​
(Loss) gain on disposal of investment properties	​	​	(389,471)	​	​	124,641	​	​	(389,471)	​	​	124,641	​
Loss on extinguishment of debt	​	​	(219,532)	​	​	—	​	​	(389,207)	​	​	—	​
Operating (loss) income	​	****	(881,313)	​	****	71,785	​	****	(1,278,818)	​	****	597,888	​
Interest expense	​		989,255	​		950,770	​		2,704,835	​		4,609,198	​
Net Loss from Operations	​	****	(1,870,568)	​	****	(878,985)	​	****	(3,983,653)	​	****	(4,011,310)	​
Other income	​		126,434	​		3,519	​		251,197	​		187,278	​
Net Loss	​	****	(1,744,134)	​	****	(875,466)	​	****	(3,732,456)	​	****	(3,824,032)	​
Less: Net income attributable to Hampton Inn Property noncontrolling interests	​		—	​		1,590	​		—	​		19,845	​
Less: Net income (loss) attributable to Hanover Square Property noncontrolling interests	​	​	8,468	​	​	(4,591)	​	​	15,421	​	​	(14,398)	​
Less: Net income attributable to Parkway Property noncontrolling interests	​		16,782	​		—	​		31,027	​		—	​
Less: Net (loss) income attributable to Operating Partnership noncontrolling interests	​		(14,926)	​		(450)	​		(20,275)	​		3,023	​
Net Loss Attributable to Medalist Common Shareholders	​	$	(1,754,458)	​	$	(872,015)	​	$	(3,758,629)	​	$	(3,832,502)	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loss per share from operations - basic and diluted	​	$	(0.10)	​	$	(0.05)	​	$	(0.22)	​	$	(0.32)	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Weighted-average number of shares - basic and diluted	​		17,439,947	​		16,052,617	​		16,972,322	​		12,106,377	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​
Dividends paid per common share	​	$	0.02	​	$	0.02	​	$	0.06	​	$	0.02	​

​

​

See notes to condensed consolidated financial statements

​ ​

​

​

​

​

Medalist Diversified REIT, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(Unaudited)

​

​	​	​	​	​	​	​
​	​	Nine months ended September 30,
​	****	2022		****	2021
CASH FLOWS FROM OPERATING ACTIVITIES	​	​	​	​	​	​
​	​	​	​	​	​	​
Net Loss	​	$	(3,732,456)	​	$	(3,824,032)
​	​	​	​	​	​	​
Adjustments to reconcile consolidated net loss to net cash flows from operating activities	​		​	​		​
Depreciation	​		2,471,365	​		1,665,203
Amortization	​		1,037,800	​		696,011
Loan cost amortization	​		80,607	​		80,711
Mandatorily redeemable preferred stock issuance cost and discount amortization	​	​	165,338	​	​	151,616
Convertible debenture issuance cost, discount and beneficial conversion feature amortization	​	​	—	​	​	1,718,487
Above (below) market lease amortization, net	​		(146,068)	​		(2,350)
Bad debt expense	​	​	12,946	​	​	26,014
Note payable forgiveness	​	​	—	​	​	(176,300)
Share-based compensation	​	​	233,100	​	​	149,981
Impairment of assets held for sale	​		175,671	​		—
Loss on impairment	​	​	36,670	​	​	—
Loss on extinguishment of debt	​	​	389,207	​	​	—
Loss (gain) on sale of investment property	​		389,471	​		(124,641)
​	​	​	​	​	​	​
Changes in assets and liabilities	​		​	​		​
Rent and other receivables, net	​		211,376	​		53,240
Unbilled rent	​		(112,767)	​		(164,977)
Other assets	​		(147,130)	​		(91,849)
Accounts payable and accrued liabilities	​		608,351	​		485,387
Net cash flows from operating activities	​		1,673,481	​		642,501
​	​	​	​	​	​	​
CASH FLOWS FROM INVESTING ACTIVITIES	​		​	​		​
​	​	​	​	​	​	​
Investment property acquisitions	​		(10,279,714)	​		(13,152,547)
Capital expenditures	​	​	(651,653)	​	​	(283,018)
Cash received from disposal of investment properties	​		2,011,462	​		2,144,529
Net cash flows from investing activities	​		(8,919,905)	​		(11,291,036)
​	​	​	​	​	​	​
CASH FLOWS FROM FINANCING ACTIVITIES	​			​
​	​	​	​	​	​	​
Dividends and distributions paid	​		(1,116,660)	​		(711,899)
Cash paid for lender fees associated with Clemson Best Western sale	​	​	(84,900)	​	​	—
Repayment of line of credit, short term	​	​	—	​	​	(325,000)
Proceeds from mortgages payable, net	​	​	18,477,304	​	​	6,421,870
Repayment of mortgages payable	​	​	(11,692,557)	​	​	(437,662)
Proceeds from sale of convertible debentures, net of capitalized offering costs	​		—	​		1,305,000
Proceeds from sales of common stock, net of capitalized offering costs	​	​	1,538,887	​	​	10,826,920
Repurchases of common stock, including costs and fees	​		(286,543)	​		—
Net cash flows from financing activities	​		6,835,531	​		17,079,229
​	​	​	​	​	​	​
(DECREASE) INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH	​		(410,893)	​		6,430,694
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period	​		7,383,977	​		5,096,928
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period	​	$	6,973,084	​	$	11,527,622
​	​	​	​	​	​	​
CASH AND CASH EQUIVALENTS, end of period, shown in condensed consolidated balance sheets	​	​	4,863,963	​	​	8,526,063
RESTRICTED CASH including assets restricted for capital and operating reserves and tenant deposits, end of period, shown in condensed consolidated balance sheets	​	​	2,109,121	​	​	3,001,559
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period shown in the condensed consolidated statements of cash flows	​	$	6,973,084	​	$	11,527,622
​	​	​	​	​	​	​
Supplemental Disclosures and Non-Cash Activities:	​		​	​		​
​	​	​	​	​	​	​
Other cash transactions:	​			​
Interest paid	​	$	2,508,654	​	$	2,658,218
​	​	​	​	​	​	​
Non-cash transactions:	​		​	​
Release of restricted cash related to sale of Clemson Best Western Property	​	$	1,455,777	​	$	—
Capital expenditures accrued as of September 30, 2022	​	​	269,246	​	​	—
Conversion of convertible debentures and accrued interest to common stock	​	​	—	​	​	5,058,788
Transfer of investment properties, net to assets held for sale, net	​	​	—	​	​	9,683,555
Transfer of mortgages payable, net to mortgages payable associated with assets held for sale, net	​	​	—	​	​	7,592,931
Assumption of mortgage debt, net	​	​	—	​	​	4,481,600
Transfer of other assets to investment properties, net	​	​	​	​	​	384,882
Forgiveness of note payable	​		—	​		176,300
​	​	​	​	​	​	​

​

See notes to condensed consolidated financial statements ​

​

​

​

Medalist Diversified REIT

Funds from Operations and Adjusted Funds from Operations

For the Three and September 30, 2022 and 2021

(Unaudited)

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Three Months Ended					​	Nine Months Ended
​	****	September 30,					****	September 30,
​	​	2022		​	2021		​	2022		​	2021
Funds from operations	​	​	​	​	​	​	​	​	​	​	​	​
Net income (loss)		$	(1,744,134)	​	$	(875,466)	​	$	(3,732,456)	​	$	(3,824,032)
Depreciation of tangible real property assets	​		671,167	​		522,841	​		1,890,428	​		1,325,228
Depreciation of tenant improvements	​		209,112	​		121,816	​		509,558	​		292,635
Amortization of leasing commissions	​		26,942	​		17,012	​		71,379	​		47,340
Amortization of intangible assets	​		324,292	​		275,935	​		1,037,800	​		696,011
Loss (gain) on sale of investment properties	​	​	389,471	​	​	(124,641)	​	​	389,471	​	​	(124,641)
Loss on impairment	​		-	​		-	​		36,670	​		-
Impairment of assets held for sale	​		-	​		-	​		175,671	​		-
Loss on extinguishment of debt	​	​	219,532	​	​	-	​	​	389,207	​	​	-
Funds from operations	​	$	96,382	​	$	(62,503)	​	$	767,728	​	$	(1,587,459)

​

​

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Three Months Ended					​	Nine Months Ended
​	****	September 30,					****	September 30,
​	​	2022		​	2021		​	2022		​	2021
Adjusted funds from operations	​	​	​	​	​	​	​	​	​	​	​	​
Funds from operations		$	96,382	​	$	(62,503)	​	$	767,728	​	$	(1,587,459)
Amortization of above market leases	​		33,862	​		67,206	​		159,388	​		180,803
Amortization of below market leases	​		(115,679)	​		(63,340)	​		(305,456)	​		(173,319)
Straight line rent	​		(54,392)	​		(21,694)	​		(112,842)	​		(164,977)
Capital expenditures	​	​	(158,949)	​	​	(210,166)	​	​	(651,653)	​		(283,018)
(Increase) decrease in fair value of interest rate cap	​	​	(126,127)	​	​	201	​	​	(246,063)	​		190
Amortization of loan issuance costs	​	​	26,990	​	​	20,123	​	​	80,607	​		80,711
Amortization of preferred stock discount and offering costs	​	​	56,311	​	​	51,637	​	​	165,338	​		151,616
Amortization of convertible debenture discount, offering costs and beneficial conversion feature	​	​	—	​	​	—	​	​	—	​		1,718,487
Share-based compensation	​		—	​		—	​		233,100	​		149,981
Bad debt expense	​		—	​		22,818	​		12,946	​		26,014
Debt forgiveness	​	​	—	​	​	—	​	​	—	​		(176,300)
Adjusted Funds from operations (AFFO)	​	$	(241,602)	​	$	(195,718)	​	$	103,093	​	$	(77,271)

​

​

​ ​

​

​

​

NOI Reconciliation

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Three Months Ended					​	Nine Months Ended
​	****	September 30,					****	September 30,
​	​	2022		​	2021		​	2022		​	2021
​	​	(unaudited)		​	(unaudited)		​	(unaudited)		​	(unaudited)
Net Operating Income	​	​	​	​	​	​	​	​	​	​	​	​
Net Loss		$	(1,744,134)	​	$	(875,466)	​	$	(3,732,456)	​	$	(3,824,032)
Plus: Preferred dividends, including amortization of capitalized issuance costs	​		156,311	​		151,637	​		465,338	​		451,616
Plus: Legal, accounting and other professional fees	​		284,463	​		311,986	​		1,112,878	​		1,099,881
Plus: Corporate general and administrative expenses	​	​	99,323	​	​	382,302	​	​	335,538	​	​	568,479
Plus: Depreciation expense	​	​	907,221	​	​	661,669	​	​	2,471,365	​	​	1,665,203
Plus: Amortization of intangible assets	​	​	324,292	​	​	275,935	​	​	1,037,800	​	​	696,011
Less: Net amortization of above and below market leases	​	​	(81,817)	​	​	(5,968)	​	​	(146,068)	​	​	(2,350)
Plus: Interest expense, including amortization of capitalized loan issuance costs	​	​	832,944	​	​	799,133	​	​	2,239,497	​	​	4,157,582
Plus: Share based compensation expense	​	​	-	​	​	-	​	​	233,100	​	​	149,981
Plus: Loss on impairment	​		-	​		-	​		36,670	​		-
Plus: Impairment of assets held for sale	​	​	-	​	​	-	​	​	175,671	​	​	-
Plus: Loss on extinguishment of debt	​	​	219,532	​	​	-	​	​	389,207	​	​	-
Less: Other income	​	​	(126,434)	​	​	(3,728)	​	​	(251,197)	​	​	(187,773)
Plus: Other expense	​	​	227,164	​	​	209	​	​	227,164	​	​	495
Less: Realized loss (gain) on disposal of investment properties	​	​	389,471	​	​	(124,641)	​	​	389,471	​	​	(124,641)
Net Operating Income - NOI	​	$	1,488,336	​	$	1,573,068	​	$	4,983,978	​	$	4,650,452

​

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Three Months Ended					​	Nine Months Ended
​	****	September 30,					****	September 30,
​	​	2022		​	2021		​	2022		​	2021
​	​	(unaudited)		​	(unaudited)		​	(unaudited)		​	(unaudited)
Components of Net Operating Income	​	​	​	​	​	​	​	​	​	​	​	​
Revenues:		​	​	​	​	​	​	​	​	​	​	​
Retail and flex property rental revenues (1)	​	$	2,036,487	​	$	1,477,699	​	$	5,658,183	​	$	3,925,900
Retail and flex property tenant reimbursement revenues	​		343,460	​		274,138	​		1,029,038	​		750,966
Hotel property revenues	​	​	379,309	​	​	1,280,338	​	​	1,507,649	​	​	4,009,041
Total revenues	​	​	2,759,256	​	​	3,032,175	​	​	8,194,870	​	​	8,685,907
​	​	​	​	​	​	​	​	​	​	​	​	​
Operating expenses:	​	​	​	​	​	​	​	​	​	​	​	​
Retail and flex property operating expenses	​	​	681,609	​	​	475,295	​	​	1,895,832	​	​	1,275,863
Hotel property operating expenses	​		589,311	​		960,994	​		1,302,114	​		2,733,578
Bad debt expense	​	​	-	​	​	22,818	​	​	12,946	​	​	26,014
Total operating expenses	​	​	1,270,920	​	​	1,459,107	​	​	3,210,892	​	​	4,035,455
​	​	​	​	​	​	​	​	​	​	​	​	​
Net Operating Income - NOI	​	$	1,488,336	​	$	1,573,068	​	$	4,983,978	​	$	4,650,452

​

(1)	Excludes amortization of above and below market leases.

​

​ ​

​

​

​

Same Property NOI Reconciliation

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Three Months Ended					​	Nine Months Ended
​	****	September 30,					****	September 30,
​	​	2022		​	2021		​	2022		​	2021
​	​	(unaudited)		​	(unaudited)		​	(unaudited)		​	(unaudited)
All Properties	​	​	​	​	​	​	​	​	​	​	​	​
Same property NOI		$	1,071,278	​	$	997,432	​	$	3,149,232	​	$	3,002,998
NOI of acquired properties (1)	​		627,060	​		256,292	​		1,629,211	​		371,991
NOI of disposed properties (2)	​	​	(210,002)	​	​	319,344	​	​	205,535	​	​	1,275,463
Total NOI (3)	​	$	1,488,336	​	$	1,573,068	​	$	4,983,978	​	$	4,650,452

​

(1)	Lancer Center, Greenbrier Business Center, Parkway and Salisbury Marketplace
(2)	Greensboro Hampton Inn and Clemson Hotel
---	---
(3)	Excludes net amortization of above and below market leases.
---	---

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Three Months Ended					​	Nine Months Ended
​	****	September 30,					****	September 30,
​	​	2022		​	2021		​	2022		​	2021
​	​	(unaudited)		​	(unaudited)		​	(unaudited)		​	(unaudited)
Retail Properties	​	​	​	​	​	​	​	​	​	​	​	​
Same retail property NOI		$	938,806	​	$	874,759	​	$	2,742,779	​	$	2,631,551
NOI of acquired retail properties (1)	​		362,004	​		197,312	​		788,866	​		313,011
Total retail property NOI (2)	​	$	1,300,810	​	$	1,072,071	​	$	3,531,645	​	$	2,944,562

​

(1)	Lancer Center and Salisbury Marketplace
(2)	Excludes net amortization of above and below market leases.
---	---

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Three Months Ended					​	Nine Months Ended
​	****	September 30,					****	September 30,
​	​	2022		​	2021		​	2022		​	2021
​	​	(unaudited)		​	(unaudited)		​	(unaudited)		​	(unaudited)
Flex Properties	​	​	​	​	​	​	​	​	​	​	​	​
Same flex property NOI		$	132,472	​	$	122,673	​	$	406,453	​	$	371,447
NOI of acquired flex properties (1)	​		265,056	​		58,980	​		840,345	​		58,980
Total flex property NOI (2)	​	$	397,528	​	$	181,653	​	$	1,246,798	​	$	430,427

​

(1)	Greenbrier Business Center and Parkway
(2)	Excludes net amortization of above and below market leases.
---	---

​

​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Three Months Ended					​	Nine Months Ended
​	****	September 30,					****	September 30,
​	​	2022		​	2021		​	2022		​	2021
​	​	(unaudited)		​	(unaudited)		​	(unaudited)		​	(unaudited)
Hotel Properties	​	​	​	​	​	​	​	​	​	​	​	​
NOI of disposed hotel properties (1)	​	$	(210,002)	​	$	319,344	​	$	205,535	​	$	1,275,463
Total hotel property NOI	​	$	(210,002)	​	$	319,344	​	$	205,535	​	$	1,275,463

​

(1)	Greensboro Hampton Inn and Clemson Hotel

​

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​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Three Months Ended					​	Nine Months Ended
​	****	September 30,					****	September 30,
​	​	2022		​	2021		​	2022		​	2021
​	​	(unaudited)		​	(unaudited)		​	(unaudited)		​	(unaudited)
Same Property Retail & Flex NOI Reconciliation	​	​	​	​	​	​	​	​	​	​	​	​
Same property retail and flex NOI		$	1,071,278	​	$	997,432	​	$	3,149,232	​	$	3,002,998
NOI of newly acquired retail and flex properties (1)	​		627,060	​		256,292	​		1,629,211	​		371,991
NOI of disposed hotel properties (2)	​	​	(210,002)	​	​	319,344	​	​	205,535	​	​	1,275,463
Total NOI (3)	​	$	1,488,336	​	$	1,573,068	​	$	4,983,978	​	$	4,650,452

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(1)	Lancer Center, Greenbrier Business Center, Parkway and Salisbury Marketplace
(2)	Greensboro Hampton Inn and Clemson Hotel
---	---
(3)	Excludes net amortization of above and below market leases.
---	---

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EBITDA Reconciliation

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​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Three Months Ended					​	Nine Months Ended
​	****	September 30,					****	September 30,
​	​	2022		​	2021		​	2022		​	2021
​	​	(unaudited)		​	(unaudited)		​	(unaudited)		​	(unaudited)
EBITDA	​	​	​	​	​	​	​	​	​	​	​	​
Net Loss		$	(1,744,134)	​	$	(875,466)	​	$	(3,732,456)	​	$	(3,824,032)
Plus: Preferred dividends, including amortization of capitalized issuance costs	​		156,311	​		151,637	​		465,338	​		451,616
Plus: Interest expense, including amortization of capitalized loan issuance costs	​		832,944	​		799,133	​		2,239,497	​		4,157,582
Plus: Depreciation expense	​		907,221	​		661,669	​		2,471,365	​		1,665,203
Plus: Amortization of intangible assets	​	​	324,292	​	​	275,935	​	​	1,037,800	​	​	696,011
Less: Net amortization of above and below market leases	​	​	(81,817)	​	​	(5,968)	​	​	(146,068)	​	​	(2,350)
Less: Realized loss (gain) on disposal of investment properties	​	​	389,471	​	​	(124,641)	​	​	389,471	​	​	(124,641)
Plus: Loss on impairment	​	​	-	​	​	-	​	​	36,670	​	​	-
Plus: Impairment of assets held for sale	​	​	-	​	​	-	​	​	175,671	​	​	-
Plus: Loss on extinguishment of debt	​	​	219,532	​	​	-	​	​	389,207	​	​	-
EBITDA	​	$	1,003,820	​	$	882,299	​	$	3,326,495	​	$	3,019,389

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Same Property Revenues

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​	​	​	​	​	​	​	​	​	​	​	​
​	​	Nine Months Ended					​	​
​	****	September 30,					****	​
​	​	2022		​	2021		​	​	​	​
​	​	(unaudited)		​	(unaudited)		​	Change ()	​	Change (%)
All Properties	​	​	​	​	​	​	​	​	​	​	​
Same property revenues		$	4,392,130	​	$	4,158,480	​		​	​	5.6%
Revenues of acquired properties (1)	​		2,441,159	​		520,736	​		​		​
Revenues of disposed properties (2)	​	​	1,507,649	​	​	4,009,041	​	​	​	​	​
Total revenues (3)	​	$	8,340,938	​	$	8,688,257	​		​	​	(4.0)%

All values are in US Dollars.

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(1)	Lancer Center, Greenbrier Business Center, Parkway and Salisbury Marketplace
(2)	Greensboro Hampton Inn and Clemson Hotel
---	---
(3)	Includes net amortization of above and below market leases.
---	---

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​	​	​	​	​	​	​	​	​	​	​	​
​	​	Nine Months Ended					​	​
​	****	September 30,					****	​
​	​	2022		​	2021		​	​	​	​
​	​	(unaudited)		​	(unaudited)		​	Change ()	​	Change (%)
Retail Properties	​	​	​	​	​	​	​	​	​	​	​
Same retail property revenues		$	3,797,388	​	$	3,608,465	​		​	​	5.2%
Revenues of acquired retail properties (1)	​		1,201,701	​		440,744	​		​		​
Total retail property revenues (2)	​	$	4,999,089	​	$	4,049,209	​		​	​	23.5%

All values are in US Dollars.

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(1)	Lancer Center and Salisbury Marketplace
(2)	Includes net amortization of above and below market leases.
---	---

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​	​	​	​	​	​	​	​	​	​	​	​
​	​	Nine Months Ended					​	​
​	****	September 30,					****	​
​	​	2022		​	2021		​	​	​	​
​	​	(unaudited)		​	(unaudited)		​	Change ()	​	Change (%)
Flex Properties	​	​	​	​	​	​	​	​	​	​	​
Same flex property revenues		$	594,742	​	$	550,015	​		​	​	8.1%
Revenues of acquired flex properties (1)	​		1,239,458	​		79,992	​		​		​
Total flex property revenues (2)	​	$	1,834,200	​	$	630,007	​		​	​	191.1%

All values are in US Dollars.

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(1)	Greenbrier Business Center and Parkway
(2)	Includes net amortization of above and below market leases.
---	---

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​	​	​	​	​	​	​	​	​	​	​	​
​	​	Nine Months Ended					​	​
​	****	September 30,					****	​
​	​	2022		​	2021		​	​	​	​
​	​	(unaudited)		​	(unaudited)		​	Change ()	​	Change (%)
Hotel Properties	​	​	​	​	​	​	​	​	​	​	​
Revenues of disposed hotel properties (1)	​	$	1,507,649	​	$	4,009,041	​		​	$	(62.4)%
Total hotel property revenues	​	$	1,507,649	​	$	4,009,041	​		​	​	(62.4)%

All values are in US Dollars.

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(1)	Greensboro Hampton Inn and Clemson Hotel

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Same Property Statistics – Retail and Flex Properties

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Total Retail and Flex Properties

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​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	****	Number of Properties					****	Total Square Feet					****	Percent Leased
​	​	As of September 30,					​	As of September 30,					​	As of September 30,
​	​	2022		​	2021		​	2022		​	2021		​	2022		​	2021
Retail		​	5	​	​	4	​	​	633,013	​	​	553,281	​	​	97.4%	​	​	94.6%
Flex	​	​	3	​	​	2	​	​	218,269	​	​	154,160	​	​	93.9%	​	​	90.6%
Total	​	​	8	​	​	6	​	​	851,282	​	​	707,441	​	​	96.5%	​	​	93.8%

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Retail and Flex - Same Properties

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​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	****	Number of Properties					****	Total Square Feet					****	Percent Leased
​	​	As of September 30,					​	As of September 30,					​	As of September 30,
​	​	2022		​	2021		​	2022		​	2021		​	2022		​	2021
Retail		​	4	​	​	4	​	​	553,281	​	​	553,281	​	​	98.3%	​	​	94.6%
Flex	​	​	2	​	​	2	​	​	154,160	​	​	154,160	​	​	100.0%	​	​	90.6%
Total	​	​	6	​	​	6	​	​	707,441	​	​	707,441	​	​	96.8%	​	​	93.8%

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Weighted Average Lease Term

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​	​	​	​
Retail Properties	****	​	​
Ashley Plaza	​	​	5.83
Franklin Square	​	​	4.73
Hanover Square, LLC		​	3.74
Lancer Center	​	​	3.83
Salisbury Marketplace	​	​	5.74
Retail Property Average	​	​	4.77
​	​	​	​
Flex Properties	​	​	​
Brookfield	​	​	3.27
Greenbrier Business Center	​	​	1.95
Parkway	​	​	1.43
Flex Property Average	​	​	2.19
​	​	​	​
Retail and Flex Property Average	​	​	4.11

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Weighted Average Debt Data

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​	​	​	​	​	​	​	​	​	​
Weighted Average Mortgage Maturity (Years)	****	​	​	​	​	​	​	​	6.33
​	​	​	​	​	​	​	​	​	​
Weighted Average Mortgage Payable Interest Rate	​	​	​	​	​	​	​	​	4.04%

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