EX-99.2 3 mdrr-20230511xex99d2.htm EX-99.2

Exhibit 99.2

Graphic

Financial Supplement

Table of Contents

Definitions

Condensed Consolidated Balance Sheets as of March 31, 2023 and December 31, 2022

Condensed Consolidated Statements of Operations for the three months ended March 31, 2023 and 2022

Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2023 and 2022

Funds from Operations (FFO) and Adjusted Funds from Operations (AFFO) for the three months ended March 31, 2023 and 2022

NOI Reconciliations for the three months ended March 31, 2023 and 2022

Same Property NOI Reconciliation for the three months ended March 31, 2023 and 2022

EBITDA Reconciliations for the three months ended March 31, 2023 and 2022

Same Property Revenues

Same Property Statistics – Retail and Flex Properties

Weighted Average Lease Term

Weighted Average Mortgage Payable Maturity

Weighted Average Mortgage Payable Interest Rate


Definitions

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

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, EBITDA, and FFO and AFFO, 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:

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 Quarterly Report on Form 10-Q for the three months ended March 31, 2023.  

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.

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.  

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 stockholders (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.

FFO and AFFO, non-GAAP measures, are 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, 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.


Medalist Diversified REIT, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

    

March 31, 2023

December 31, 2022

 

(Unaudited)

    

ASSETS

 

  

 

  

Investment properties, net

$

76,242,506

$

76,514,952

Cash

 

3,048,100

 

3,922,136

Restricted cash

1,937,265

1,740,717

Rent and other receivables, net of allowance of $62,960 and $47,109, as of March 31, 2023 and December 31, 2022, respectively

 

290,836

 

402,434

Unbilled rent

 

1,069,860

 

1,022,153

Intangible assets, net

 

3,449,600

 

3,748,706

Other assets

 

497,510

 

564,306

Total Assets

$

86,535,677

$

87,915,404

LIABILITIES

 

 

Accounts payable and accrued liabilities

$

1,547,240

$

1,198,072

Intangible liabilities, net

 

2,133,752

 

2,234,113

Mortgages payable, net

61,065,672

61,340,259

Mandatorily redeemable preferred stock, net

 

4,509,325

 

4,450,521

Total Liabilities

$

69,255,989

$

69,222,965

EQUITY

 

  

 

  

Common stock, 17,758,421 and 17,758,421 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively

$

177,584

$

177,584

Additional paid-in capital

 

51,363,812

 

51,363,812

Offering costs

 

(3,350,946)

 

(3,350,946)

Accumulated deficit

 

(32,337,125)

 

(30,939,020)

Total Stockholders' Equity

 

15,853,325

 

17,251,430

Noncontrolling interests - Hanover Square Property

 

126,185

 

127,426

Noncontrolling interests - Parkway Property

462,318

470,685

Noncontrolling interests - Operating Partnership

 

837,860

 

842,898

Total Equity

$

17,279,688

$

18,692,439

Total Liabilities and Equity

$

86,535,677

$

87,915,404

See notes to condensed consolidated financial statements


Medalist Diversified REIT, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

(Unaudited)

Three Months Ended

March 31, 

    

2023

    

2022

 

REVENUE

 

  

 

  

Retail center property revenues

$

1,891,679

$

1,525,085

Flex center property revenues

569,297

613,390

Hotel property room revenues

 

 

762,200

Hotel property other revenues

 

 

3,289

Total Revenue

$

2,460,976

$

2,903,964

OPERATING EXPENSES

 

  

 

  

Retail center property operating expenses

$

520,615

$

450,125

Flex center property operating expenses

176,737

161,381

Hotel property operating expenses

 

 

372,860

Bad debt expense

27,122

12,783

Share based compensation expenses

 

 

233,100

Legal, accounting and other professional fees

 

767,078

 

459,869

Corporate general and administrative expenses

 

117,049

 

80,706

Loss on impairment

 

36,743

 

36,670

Impairment of assets held for sale

175,671

Depreciation and amortization

 

1,156,348

1,155,197

Total Operating Expenses

 

2,801,692

 

3,138,362

Operating loss

 

(340,716)

 

(234,398)

Interest expense

 

864,052

 

841,424

Net Loss from Operations

 

(1,204,768)

 

(1,075,822)

Other (loss) income

 

(29,038)

 

95,439

Net Loss

 

(1,233,806)

 

(980,383)

Less: Net loss attributable to Hanover Square Property noncontrolling interests

(1,241)

(319)

Less: Net (loss) income attributable to Parkway Property noncontrolling interests

 

(8,367)

 

10,193

Less: Net loss attributable to Operating Partnership noncontrolling interests

 

(2,903)

 

(973)

Net Loss Attributable to Medalist Common Shareholders

$

(1,221,295)

$

(989,284)

Loss per share from operations - basic and diluted

$

(0.07)

$

(0.06)

Weighted-average number of shares - basic and diluted

 

17,758,421

 

16,037,073

Dividends paid per common share

$

0.01

$

0.02

See notes to condensed consolidated financial statements


Medalist Diversified REIT, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(Unaudited)

Three months ended March 31, 

    

2023

    

2022

CASH FLOWS FROM OPERATING ACTIVITIES

Net Loss

$

(1,233,806)

$

(980,383)

Adjustments to reconcile consolidated net loss to net cash flows from operating activities

 

 

Depreciation

 

911,481

 

771,560

Amortization

 

244,867

 

383,637

Loan cost amortization

 

26,990

 

28,118

Mandatorily redeemable preferred stock issuance cost and discount amortization

58,804

53,923

Above (below) market lease amortization, net

 

(73,018)

 

(26,034)

Bad debt expense

27,122

12,783

Share-based compensation

233,100

Impairment of assets held for sale

 

 

175,671

Loss on impairment

36,743

36,670

Changes in assets and liabilities

 

 

Rent and other receivables, net

 

84,476

 

109,000

Unbilled rent

 

(48,899)

 

(14,846)

Other assets

 

66,796

 

(128,599)

Accounts payable and accrued liabilities

 

349,168

 

38,263

Net cash flows from operating activities

 

450,724

 

692,863

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

Capital expenditures

(647,690)

(366,059)

Net cash flows from investing activities

 

(647,690)

 

(366,059)

CASH FLOWS FROM FINANCING ACTIVITIES

 

  

 

  

Dividends and distributions paid

 

(178,945)

 

(341,521)

Repayment of mortgages payable

(301,577)

(192,257)

Proceeds from sales of common stock, net of capitalized offering costs

1,188,574

Repurchases of common stock, including costs and fees

 

 

(286,543)

Net cash flows from financing activities

 

(480,522)

 

368,253

(DECREASE) INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH

 

(677,488)

 

695,057

CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period

 

5,662,853

 

7,383,977

CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period

$

4,985,365

$

8,079,034

CASH AND CASH EQUIVALENTS, end of period, shown in condensed consolidated balance sheets

3,048,100

4,629,945

RESTRICTED CASH including assets restricted for capital and operating reserves and tenant deposits, end of period, shown in condensed consolidated balance sheets

1,937,265

3,449,089

CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period shown in the condensed consolidated statements of cash flows

$

4,985,365

$

8,079,034

Supplemental Disclosures and Non-Cash Activities:

 

 

Other cash transactions:

 

  

 

  

Interest paid

$

796,268

$

682,456

See notes to condensed consolidated financial statements


Medalist Diversified REIT

Funds from Operations and Adjusted Funds from Operations

For the three months ended March 31, 2023 and 2022

Three Months Ended

 

March 31, 

2023

2022

(Unaudited)

(Unaudited)

Funds from operations

Net loss

$

(1,233,806)

$

(980,383)

Depreciation of tangible real property assets

 

674,398

 

602,845

Depreciation of tenant improvements

 

205,153

 

148,924

Amortization of leasing commissions

 

31,930

 

19,791

Amortization of intangible assets

 

244,867

 

383,637

Loss on impairment

 

36,743

 

36,670

Impairment of assets held for sale

 

 

175,671

Funds from operations

$

(40,715)

$

387,155

Three Months Ended

 

March 31, 

2023

2022

(Unaudited)

(Unaudited)

Adjusted funds from operations

Funds from operations

$

(40,715)

$

387,155

Amortization of above market leases

 

27,343

 

69,583

Amortization of below market leases

 

(100,361)

 

(95,617)

Straight line rent

 

(48,899)

 

(14,921)

Capital expenditures

(647,690)

 

(366,059)

(Increase) decrease in fair value of interest rate cap

39,868

 

(91,042)

Amortization of loan issuance costs

26,990

 

28,118

Amortization of preferred stock discount and offering costs

58,804

 

53,923

Share-based compensation

 

 

233,100

Bad debt expense

 

27,122

 

12,783

Adjusted Funds from operations (AFFO)

$

(657,538)

$

217,023


NOI Reconciliation

Three Months Ended

 

March 31, 

2023

2022

(Unaudited)

(Unaudited)

Net Operating Income

Net Loss

$

(1,233,806)

$

(980,383)

Plus: Preferred dividends, including amortization of capitalized issuance costs

 

158,804

 

153,923

Plus: Legal, accounting and other professional fees

 

767,078

 

459,869

Plus: Corporate general and administrative expenses

117,049

 

80,706

Plus: Depreciation expense

911,481

 

771,560

Plus: Amortization of intangible assets

244,867

 

383,637

Less: Net amortization of above and below market leases

(73,018)

 

(26,034)

Plus: Interest expense, including amortization of capitalized loan issuance costs

705,248

 

687,501

Plus: Share based compensation expense

 

233,100

Plus: Loss on impairment

 

36,743

 

36,670

Plus: Impairment of assets held for sale

 

175,671

Less: Other income (loss)

29,038

 

(95,439)

Net Operating Income - NOI

$

1,663,484

$

1,880,781

Three Months Ended

 

March 31, 

2023

2022

(Unaudited)

(Unaudited)

Components of Net Operating Income

Revenues:

Retail and flex property rental revenues (1)

$

2,012,716

$

1,775,616

Retail and flex property tenant reimbursement revenues

 

375,242

 

336,825

Hotel property revenues

765,489

Total revenues

2,387,958

2,877,930

Operating expenses:

Retail and flex property operating expenses

697,352

611,506

Hotel property operating expenses

 

 

372,860

Bad debt expense

27,122

12,783

Total operating expenses

724,474

997,149

Net Operating Income - NOI

$

1,663,484

$

1,880,781

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


Same Property NOI Reconciliation

Three Months Ended

 

March 31, 

2023

2022

(Unaudited)

(Unaudited)

All Properties

Same property NOI

$

1,508,255

$

1,488,152

NOI of acquired properties (1)

 

155,229

 

NOI of disposed properties (2)

392,629

Total NOI (3)

$

1,663,484

$

1,880,781

(1)Salisbury Marketplace
(2)Clemson Hotel
(3)Excludes net amortization of above and below market leases.

Three Months Ended

 

March 31, 

2023

2022

(Unaudited)

(Unaudited)

Retail Properties

Same retail property NOI

$

1,156,090

$

1,064,536

NOI of acquired retail properties (1)

 

155,229

 

Total retail property NOI (2)

$

1,311,319

$

1,064,536

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

Three Months Ended

 

March 31, 

2023

2022

(Unaudited)

(Unaudited)

Flex Properties

Same flex property NOI

$

352,165

$

423,616

Total flex property NOI (1)

$

352,165

$

423,616

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

Three Months Ended

 

March 31, 

2023

2022

(Unaudited)

(Unaudited)

Hotel Properties

NOI of disposed hotel properties (1)

$

$

392,629

Total hotel property NOI

$

$

392,629

(1)Clemson Hotel

Three Months Ended

 

March 31, 

2023

2022

(Unaudited)

(Unaudited)

Same Property Retail & Flex NOI Reconciliation

Same property retail and flex NOI

$

1,508,255

$

1,488,152

NOI of newly acquired retail and flex properties (1)

 

155,229

 

Total NOI (2)

$

1,663,484

$

1,488,152

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


EBITDA Reconciliation

Three Months Ended

 

March 31, 

2023

2022

(Unaudited)

(Unaudited)

EBITDA

Net Loss

$

(1,233,806)

$

(980,383)

Plus: Preferred dividends, including amortization of capitalized issuance costs

 

158,804

 

153,923

Plus: Interest expense, including amortization of capitalized loan issuance costs

 

705,248

 

687,501

Plus: Depreciation expense

 

911,481

 

771,560

Plus: Amortization of intangible assets

244,867

 

383,637

Less: Net amortization of above and below market leases

(73,018)

 

(26,034)

Plus: Loss on impairment

36,743

 

36,670

Plus: Impairment of assets held for sale

 

175,671

EBITDA

$

750,319

$

1,202,545

Same Property Revenues

Three Months Ended

    

March 31, 

 

2023

2022

(Unaudited)

(Unaudited)

Change ($)

Change (%)

All Properties

Same property revenues

    

$

2,221,242

$

2,138,475

$

82,767

3.9%

Revenues of acquired properties (1)

 

239,734

 

 

239,734

 

Revenues of disposed properties (2)

765,489

(765,489)

Total revenues (3)

$

2,460,976

$

2,903,964

$

(442,988)

(15.3)%

(1)Salisbury Marketplace
(2)Clemson Hotel
(3)Includes net amortization of above and below market leases.

Three Months Ended

    

March 31, 

 

2023

2022

(Unaudited)

(Unaudited)

Change ($)

Change (%)

Retail Properties

Same retail property revenues

    

$

1,651,945

$

1,525,085

$

126,860

8.3%

Revenues of acquired retail properties (1)

 

239,734

 

 

239,734

 

Total retail property revenues (2)

$

1,891,679

$

1,525,085

$

366,594

24.0%

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

Three Months Ended

    

March 31, 

 

2023

2022

(Unaudited)

(Unaudited)

Change ($)

Change (%)

Flex Properties

Same flex property revenues

    

$

569,297

$

613,390

$

(44,093)

(7.2)%

Total flex property revenues (1)

$

569,297

$

613,390

$

(44,093)

(7.2)%

(1)Includes net amortization of above and below market leases.


Three Months Ended

    

March 31, 

 

2023

2022

(Unaudited)

(Unaudited)

Change ($)

Change (%)

Hotel Property

Revenues of disposed hotel properties (1)

$

$

765,489

$

(765,489)

$

(100.0)%

Total hotel property revenues

$

$

765,489

$

(765,489)

(100.0)%

(1)Clemson Hotel

Same Property Statistics – Retail and Flex Properties

Total Retail and Flex Properties

    

Number of Properties

 

Total Square Feet

 

Percent Leased

As of March 31, 

As of March 31, 

As of March 31, 

2023

2022

2023

2022

2023

2022

Retail

    

5

4

633,013

553,281

97.5%

94.8%

Flex

3

3

218,269

218,269

94.4%

94.6%

Total

8

7

851,282

771,550

96.7%

94.0%

Retail and Flex - Same Properties

    

Number of Properties

 

Total Square Feet

 

Percent Leased

As of March 31, 

As of March 31, 

As of March 31, 

2023

2022

2023

2022

2023

2022

Retail

    

4

4

553,281

553,281

98.8%

94.8%

Flex

3

3

218,269

218,269

94.4%

94.6%

Total

7

7

771,550

771,550

97.5%

94.0%


Weighted Average Lease Term

Retail Properties

    

Ashley Plaza

6.01

Franklin Square

4.42

Hanover Square

    

3.49

Lancer Center

3.87

Salisbury Marketplace

5.34

Retail Property Average

4.68

Flex Properties

Brookfield

2.76

Greenbrier Business Center

2.23

Parkway

2.52

Flex Property Average

2.47

Retail and Flex Property Average

4.12

Weighted Average Debt Data

Weighted Average Mortgage Maturity (Years)

    

5.84

Weighted Average Mortgage Payable Interest Rate

4.1%