MKZR 8-K
MacKenzie Realty Capital, Inc. (MKZR)
8-K
2025-05-19
For: 2025-05-19
View Original
Added on
April 12, 2026
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): May 19, 2025
(Exact Name of Registrant as Specified in Its Charter)
(Commission File Number)
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(State or Other Jurisdiction of Incorporation)
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(I.R.S. Employer Identification No.)
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(Address of principal executive offices, including zip code)
(925 ) 631-9100
(Registrant’s telephone number, including area code)
NOT APPLICABLE
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act
of 1934 (§240.12b-2 of this chapter):
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. ☐
Item 7.01 Regulation FD Disclosure.
On May 19, 2025, we announced financial results for the third quarter ended March 31, 2025, and announced that our Board Of Directors is suspending
our quarterly cash dividend payable to common stockholders. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1,
shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.
Furthermore, the information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be incorporated by
reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.
The furnishing of the attached press release is not an admission as to the materiality of any information therein. The information contained in the
release is summary information that is intended to be considered in the context of more complete information included in our filings with the U.S. Securities and Exchange Commission (the “SEC”) and other public announcements that we have made
and may make from time to time by press release or otherwise. We undertake no duty or obligation to update or revise the information contained in this press release, although we may do so from time to time as our management believes is
appropriate. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosures.
Forward-Looking Statements
This Current Report on Form 8-K may contain forward-looking statements within the meaning of Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including, among others, our ability to remain financially healthy, and our expected future growth prospects. All statements other than statements of
historical fact are, or may be deemed to be, forward-looking statements. In some cases, forward-looking statements can be identified by the use of forward-looking terms such as “anticipate,” “estimate,” “believe,” “continue,” “could,” “intend,”
“may,” “plan,” “potential,” “predict,” “should,” “will,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target,” “trajectory,” “focus,” “work to,” “attempt,” “pursue,” or the negative of these terms
or other comparable terms. However, the absence of these words does not mean that the statements are not forward-looking. These forward-looking statements are based on certain assumptions and analyses made by us in light of our experience and
our perception of historical trends, current conditions and expected future developments, as well as other factors we believe are appropriate in the circumstances. For a further discussion of factors that could cause our future results,
performance, or transactions to differ significantly from those expressed in any forward-looking statement, please see the section titled “Risk Factors” in annual reports on Form 10-K and quarterly reports on Form 10-Q that we file with the
Securities and Exchange Commission from time to time.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
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.
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MACKENZIE REALTY CAPITAL, INC.
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(Registrant)
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Date: May 19, 2025
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By:
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/s/ Robert Dixon
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Robert Dixon
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President
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NEWS RELEASE
FOR IMMEDIATE RELEASE
IR CONTACT
Andrew Barwicki
516-662-9461
MacKenzie Realty Capital Reports Third Quarter FY 2025 Financial Results and Suspends Quarterly Common Dividend
Orinda, Calif., (May 19, 2025) – MacKenzie Realty Capital, Inc. (Nasdaq: MKZR) (“MacKenzie” or the “Company”) today announced its financial results for the third quarter ended March 31, 2025 and
announced that its Board Of Directors is suspending the company’s cash dividend payable to common stockholders.
Key Financial Highlights:
Operating Results for the Three Months Ended March 31, 2025:
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Net revenues for three months ended March 31, 2025, were $4.3 million, an increase of 5% from $4.1 million in the same period of
2024.
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Net operating loss was $5.8 million, as compared to a net operating loss of $2.7 million in the same period of 2024.
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Net loss was $6.1 million, compared to a $2.9 million loss in the same period of 2024.
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The Company had negative $3.1 million of funds from operations (“FFO”) for the quarter. The net loss of $6.09 million was offset
by $2.63 million in depreciation expense and $0.36 million of unrealized losses from investments and straight-line rent adjustments.
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Paid a common stock quarterly dividend in the amount of $0.05 per share for the period ended March 31, 2025.
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Refinanced Hillview Hollywood property into a permanent 5-year loan, while paying debt down by over $5.8 million since
completion of the renovation, further focusing on debt reduction and stabilization. The loan closed on March 28, 2025, so the interest savings will start impacting cash flows in the current quarter.
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Aurora at Green Valley construction is progressing on schedule and on budget. The clubhouse is scheduled to open in mid-June
2025 for pre-leasing activities. The first of the three residential buildings is scheduled to be completed with certificate of occupancy issued by mid to late July 2025, with each of the remaining two residential buildings scheduled to
open shortly thereafter.
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Paid down $5 million on the outstanding principal balance on Main Street West property loan and entered into a forbearance
agreement with the lender.
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The Board Of Directors is suspending the company’s cash dividend historically paid to stockholders of common stock on a quarterly basis, as management
continues to evaluate and refine its capital allocation policy consistent with the company’s broader long-term efforts. This change in capital allocation is aimed at strengthening MacKenzie’s balance sheet by reducing debt over time and improving
free cash flow.
Robert Dixon, CEO and President of MacKenzie Realty Capital, stated, “The third quarter results were in line with our internal expectations and although we
are disappointed to suspend the cash dividend for our common stockholders, the uncertainty around interest rates and the overall economic outlook has led the Board to this decision. We remain focused on successfully executing our growth initiatives
while maintaining financial discipline which we believe will deliver sustained value creation over the long term.”
“The third quarter included many positives, including successfully raising $4.8 million from an institutional investor which provided us the flexibility to
support ongoing refinancing efforts within our current portfolio,” concluded Mr. Dixon.
About MacKenzie Realty Capital, Inc.
MacKenzie, founded in 2013, is a West Coast-focused REIT that intends to invest at least 80% of its total assets in real property, and up to a maximum of
20% of its total assets in illiquid real estate securities. We intend for the real property portfolio to be approximately 50% multifamily and 50% boutique class A office. The Company has paid a dividend every year since inception. The current
portfolio includes interests in 4 multifamily properties and 8 office properties plus 2 multifamily developments.
For more information, please contact MacKenzie at (800) 854-8357. Please visit our website at: http://www.mackenzierealty.com
Forward-Looking Statements
This press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended, including, among others, our ability to remain financially healthy, and our expected future growth prospects. All statements other than statements of historical fact are, or may be
deemed to be, forward-looking statements. In some cases, forward-looking statements can be identified by the use of forward-looking terms such as “anticipate,” “estimate,” “believe,” “continue,” “could,” “intend,” “may,” “plan,” “potential,”
“predict,” “should,” “will,” “expect,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “effort,” “target,” “trajectory,” “focus,” “work to,” “attempt,” “pursue,” or the negative of these terms or other comparable terms. However,
the absence of these words does not mean that the statements are not forward-looking. These forward-looking statements are based on certain assumptions and analyses made by us in light of our experience and our perception of historical trends,
current conditions and expected future developments, as well as other factors we believe are appropriate in the circumstances. For a further discussion of factors that could cause our future results, performance, or transactions to differ
significantly from those expressed in any forward-looking statement, please see the section titled “Risk Factors” in annual reports on Form 10-K and quarterly reports on Form 10-Q that we file with the Securities and Exchange Commission from time to
time.
89 Davis Road, Suite 100 • Orinda, California 94563 • Toll-Free (800) 854-8357 • Local (925) 631-9100 • www.mackenzierealty.com