Note 8 – Loans Payable

On July 11, 2017, in connection with the purchase of the GR Property (refer to Note 3 – Investment in Real Estate), a wholly owned subsidiary of the Operating Partnership entered into a loan agreement (the “GR Loan”) with UBS AG with an outstanding principal amount of $4,500,000. The GR Loan provides for monthly interest payments which accrue through the 10th of each month. The GR Loan bears interest at an initial fixed rate of 4.11% per annum through the anticipated repayment date, July 6, 2027, and thereafter at a revised interest rate of 3.00% per annum plus the greater of the initial interest rate or the 10 year swap yield through the maturity date June 30, 2032. On October 18, 2024, the GR Loan was fully paid off through refinancing and the transfer of the debt to the Credit Facility. The new loan draw from the Credit Facility totaled $4,614,000 and is governed by the terms and conditions specified in the Credit Facility Agreement.

On February 1, 2018, in connection with the purchase of the FM Property (refer to Note 3 – Investment in Real Estate), the FM Property SPE entered into a loan agreement (the “FM Loan”) with UBS AG with an outstanding principal amount of $21,000,000. The FM Loan provides for monthly interest payments and bears interest at an initial fixed rate of 4.43% per annum through the anticipated repayment date, February 6, 2028 (the “FM Anticipated Repayment Date”), and thereafter at revised rate of 3.00% per annum plus the greater of the initial interest rate or the 10 year swap yield as of the first business day after the FM Anticipated Repayment Date. As of December 31, 2024, the Company was in compliance with the FM Loan covenants.

On July 31, 2018, in connection with the purchase of the CO Property (refer to Note 3 – Investment in Real Estate), the CO Property SPE entered into a loan agreement (the “CO Loan”) with a related party, Cantor Commercial Real Estate ("CCRE"), with an outstanding principal amount of $26,550,000. The CO Loan provides for monthly interest payments and bears interest at an initial fixed rate of 4.94% per annum through the anticipated repayment date, August 6, 2028 (the “CO Anticipated Repayment Date”), and thereafter at an increased rate of 2.50% per annum plus the greater of the initial interest rate or the 10 year swap yield as of the first business day after the CO Anticipated Repayment Date. As of December 31, 2024, the Company was in compliance with the CO Loan covenants.

On November 15, 2016, in connection with the purchase of the Net Lease DST Properties, the Net Lease DST entered into a loan agreement (the “DST Loan”) with Citigroup Global Markets Realty Corp. with an outstanding principal amount of $22,495,184. The DST Loan provides for monthly interest payments and bears interest at an initial fixed rate of 4.59% per annum through anticipated repayment date, December 1, 2026 (the “DST Anticipated Repayment Date”), and thereafter at an increased rate of 3.00% per annum plus the greater of the initial interest rate or the 10 year swap yield as of the first business day after the DST Anticipated Repayment Date.

On November 26, 2019, in connection with the purchase of the Buchanan Property (refer to Note 3 – Investment in Real Estate), the Buchanan Property SPE entered into a loan agreement (the “Buchanan Loan”) with Goldman Sachs Bank USA with an outstanding principal amount of $9,600,000. The Buchanan Loan provides for monthly interest payments and bears interest at an initial fixed rate of 3.52% per annum through the anticipated repayment date, December 1, 2029 (the “Buchanan Anticipated Repayment Date”), and thereafter at revised rate of 2.50% per annum plus the greater of the initial interest rate or the 10 year swap yield as of the first business day after the Buchanan Anticipated Repayment Date. As of December 31, 2024, the Company was in compliance with the Buchanan Loan covenants.

On February 25, 2021, in connection with the purchase of the Keller Property, an indirect subsidiary of the Operating Partnership, 3221 Keller Springs Road Owner, LLC (the “Keller SPE”), entered into a loan agreement (the “Keller Loan”) with CBRE Multifamily Capital, Inc. (the “Keller Lender”) with an outstanding principal amount of $31,277,000. Prior to the funding of the Keller Loan, the Company entered into a rate capitalization agreement (the "Rate Capitalization Agreement") with SMBC Capital Markets, Inc., (the “Cap Seller”), in which the Cap Seller agrees to make payments to the Company commencing on February 25, 2021 until March 1, 2024. On January 10, 2024, the Company entered into a new rate capitalization agreement (the "New Rate Capitalization Agreement") with the Cap Seller, in which the Cap Seller agrees to make payments to the Company commencing on March 1, 2024 until March 1, 2026. Under the terms of the New Rate Capitalization Agreement, the Cap Seller is obligated to make payments to the Company in the event that 30-Day Average SOFR exceeds the Cap Rate, of 3.74%. On July 24, 2024, an indirect subsidiary of the Operating Partnership, the Keller DST, entered into a new loan agreement with Insurance Strategy Funding Corp. LLC for $33,500,000 and repaid the Keller Loan. The new loan bears interest at 5.63% per annum and matures on August 1, 2031.

On March 26, 2021, in connection with the purchase of the Summerfield Property, the Summerfield DST entered into a loan agreement (the “Summerfield Loan”) with Arbor Private Label, LLC for an outstanding amount of $76,575,000. The Summerfield Loan provides for monthly interest payments and bears a fixed interest rate of 3.650% per annum, through the maturity date of April 1, 2031.

On July 7, 2021, in connection with the purchase of the Valencia Property, the Valencia DST entered into a loan agreement (the “Valencia Loan”) with The Northern Trust Company (the “Valencia Lender”) for an outstanding amount of $55,200,000. The Valencia Loan provides for monthly interest payments and bears interest on (i) one hundred ninety-five basis points (1.95%) or (ii) the sum of

Auto LIBOR plus the Rate Margin of (1.95%), through the maturity date of July 8, 2031. Prior to the funding of the Valencia Loan, the Company entered into an interest rate swap agreement with The Northern Trust Company (the “Valencia Swap Counterparty”) which calls for the Company to pay a fixed rate of 3.39% per annum on the swap (the “Valencia Swap”) with a notional of $55,200,000 in exchange for a variable rate of LIBOR plus 195 basis points to be paid by the Valencia Swap Counterparty. On April 27, 2023, the Valencia DST amended its agreements for the Valencia Loan and the Valencia Swap to convert the interest rate to SOFR in accordance with ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. Under the terms of the amended agreement, the Valencia Loan bears an annual interest rate of the greater of (i) one hundred ninety-five basis points (1.95%) or (ii) SOFR plus two and three hundredths of one percent (2.03%), through the maturity date of July 8, 2031. The Valencia Swap will maintain the same fixed rate of 3.39% per annum in exchange for a variable rate of SOFR plus 2.03% to be paid by the Valencia Swap Counterparty.

On November 4, 2021, in connection with the purchase of the Kacey Property, the Kacey DST entered into a loan agreement (the “Kacey Loan”) with Arbor Private Label, LLC (the “Kacey Lender”) for an outstanding principal amount of $40,640,000. The Kacey Loan provides for monthly interest payments and bears a fixed interest rate of 3.536% per annum, through the maturity date of December 1, 2031.

On December 6, 2021, in connection with the purchase of the Industry Property, the Industry DST entered into a loan agreement (the “Industry Loan”) with Arbor Private Label, LLC (the “Industry Lender”) for an outstanding principal amount of $43,200,000. The Industry Loan provides for monthly interest payments and bears a fixed interest rate of 3.357% per annum, through the maturity date of January 1, 2032.

On April 22, 2022, in connection with the purchase of the ON3 Property, the ON3 DST entered into a loan agreement (the "ON3 Loan") with JP Morgan Asset Management (the "ON3 Lender") for an outstanding principal amount of $66,731,250. The ON3 Loan provides for monthly interest payments and bears a fixed interest rate of 4.073% per annum, through the maturity date of May 1, 2032.

On August 9, 2022, in connection with the purchase of the West End Property, the West End DST entered into a loan agreement (the "West End Loan") with JP Morgan Investment Management Inc (the "West End Lender") for an outstanding principal amount of $29,000,000. The West End Loan provides for monthly interest payments and bears a fixed interest rate of 4.754% per annum, through the maturity date of September 1, 2032.

On August 31, 2022, in connection with the purchase of the Palms Property, the Palms DST entered into a loan agreement (the "Palms Loan") with JP Morgan Chase Bank (the "Palms Lender") for an outstanding principal amount of $20,000,000. The Palms Loan provides for monthly interest payments and bears a fixed interest rate of 4.625% per annum, through the maturity date of September 1, 2032.

On June 30, 2023, in connection with the purchase of the Pearland Property, the Pearland DST entered into a loan agreement (the "Pearland Loan") with Insurance Strategy Funding Corp, LLC (the "Pearland Lender") for an outstanding principal amount of $22,500,000. The Pearland Loan provides for monthly interest payments and bears a fixed interest rate of 5.82% per annum, through the maturity date of July 1, 2033.

On September 1, 2024, in connection with the assignment and assumption of the WAG Portfolio Property, the Company acquired a loan with an outstanding principal amount of $26,635,694 under a loan agreement entered into on November 15, 2016 (the "WAG Portfolio Loan") between WAG Portfolio DST and Cantor Commercial Real Estate Lending, L.P. (the "WAG Portfolio Lender"). The WAG portfolio Loan provides monthly interest payments and bears an initial fixed interest rate of 4.59% per annum through the anticipated repayment date, December 1, 2026 (the "WAG Portfolio DST Anticipated Repayment Date"), and thereafter at an increased rate of 3.00% per annum plus the greater of the initial interest rate or the 10 year swap yield as of the first business day after the WAG Portfolio DST Anticipated Repayment Date. The carrying value of the WAG Portfolio Loan approximates its fair value.

Credit Facility – Citizens Bank

On July 23, 2021, the Company and the Operating Partnership secured a $100 million senior secured revolving credit facility (the “Citizens Facility”) with Citizens Bank, N.A. (the “Facility Lender”). Under the credit facility agreement (as amended the “Credit Facility Agreement”), the total commitment can increase to $200 million, subject to lender approvals and conditions. The facility matures on July 23, 2024, with two one-year extension options, contingent on compliance with financial covenants and payment of an extension fee. The Credit Facility Agreement calls for an interest rate based on either term SOFR plus a margin of 1.75%-2.25% or an alternative base rate plus 0.75%-1.25%, depending on the loan-to-value ratio. On September 29, 2023, the facility’s borrowing capacity increased to $125 million and certain geographic concentration limits were adjusted. The First Extension Option was exercised on July 10, 2024, extending the maturity to July 23, 2025. As of December 31, 2024, properties including the Lewisville, Madison Ave, De Anza, Longmire, Fisher Road, and GR Properties were pledged as collateral.

On October 18, 2024, the GR Loan was refinanced for $4,614,000. As part of the refinancing, the loan was incorporated in the Citizens Facility, with the GR Property pledged as collateral. The loan draw is governed by the same terms and conditions outlined in the Credit Facility Agreement.

As of December 31, 2024, the amounts outstanding under the Citizen Facility were approximately $61.2 million.

As of December 31, 2024 and December 31, 2023, the Company’s Loans payable balance was $549,780,728 and $529,169,778, net of deferred financing costs, respectively. As of December 31, 2024 and December 31, 2023, deferred financing costs were $5,001,576 and $4,598,656, net of accumulated amortization of $3,216,728 and $2,295,932, respectively, which has been accounted for within Interest expense on the consolidated statements of operations.

Information on the Company’s Loans payable as of December 31, 2024 and December 31, 2023 is as follows:

Description

December 31, 2024

 

 

GR Property

 

FM Property

 

CO Property

 

Net Lease DST Property

 

Buchanan Property

 

Keller Springs Property

 

Summerfield Property

 

Valencia Property

 

Credit Facility

 

Kacey Property

 

Industry Property

 

ON3 Property

 

West End Property

 

Palms Property

 

Pearland Property

 

WAG Portfolio Property

 

Total

 

Principal amount of loans

$

 

$

21,000,000

 

$

26,550,000

 

$

22,495,184

 

$

9,600,000

 

$

33,500,000

 

$

76,575,000

 

$

55,200,000

 

$

61,155,176

 

$

40,640,000

 

$

43,200,000

 

$

66,731,250

 

$

29,000,000

 

$

20,000,000

 

$

22,500,000

 

$

26,635,694

 

$

554,782,304

 

Less: Deferred financing costs, net of accumulated
   amortization of $
3,216,728

 

 

 

(74,150

)

 

(134,075

)

 

(175,506

)

 

(53,231

)

 

(1,408,556

)

 

(137,183

)

 

(581,753

)

 

(147,336

)

 

(261,252

)

 

(315,018

)

 

(705,055

)

 

(341,002

)

 

(298,812

)

 

(368,647

)

 

-

 

$

(5,001,576

)

Loans payable, net of deferred financing costs and amortization

$

 

$

20,925,850

 

$

26,415,925

 

$

22,319,678

 

$

9,546,769

 

$

32,091,444

 

$

76,437,817

 

$

54,618,247

 

$

61,007,840

 

$

40,378,748

 

$

42,884,982

 

$

66,026,195

 

$

28,658,998

 

$

19,701,188

 

$

22,131,353

 

$

26,635,694

 

$

549,780,728

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Description

December 31, 2023

 

 

 

 

GR Property

 

FM Property

 

CO Property

 

Net Lease DST Property

 

Buchanan Property

 

Keller Springs Property

 

Summerfield Property

 

Valencia Property

 

Credit Facility

 

Kacey Property

 

Industry Property

 

ON3 Property

 

West End Property

 

Palms Property

 

Pearland Property

 

Total

 

 

 

Principal amount of loans

$

4,500,000

 

$

21,000,000

 

$

26,550,000

 

$

22,495,184

 

$

9,600,000

 

$

31,277,000

 

$

76,575,000

 

$

55,200,000

 

$

64,500,000

 

$

40,640,000

 

$

43,200,000

 

$

66,731,250

 

$

29,000,000

 

$

20,000,000

 

$

22,500,000

 

$

533,768,434

 

 

 

Less: Deferred financing costs, net of accumulated
   amortization of $
2,295,932

 

(28,898

)

 

(92,725

)

 

(151,528

)

 

(201,034

)

 

(60,340

)

 

(239,043

)

 

(159,192

)

 

(671,248

)

 

(398,392

)

 

(299,125

)

 

(360,127

)

 

(801,445

)

 

(385,575

)

 

(337,867

)

 

(412,117

)

 

(4,598,656

)

 

 

Loans payable, net of deferred financing
costs and amortization

$

4,471,102

 

$

20,907,275

 

$

26,398,472

 

$

22,294,150

 

$

9,539,660

 

$

31,037,957

 

$

76,415,808

 

$

54,528,752

 

$

64,101,608

 

$

40,340,875

 

$

42,839,873

 

$

65,929,805

 

$

28,614,425

 

$

19,662,133

 

$

22,087,883

 

$

529,169,778

 

 

 

For the years ended December 31, 2024 and December 31, 2023, the Company incurred $27,380,513 and $23,557,360, respectively, of interest expense, which is included within Interest expense on the consolidated statements of operations. As of December 31, 2024 and December 31, 2023, $1,868,146 and $1,932,231 respectively, was unpaid and is recorded as accrued interest payable on the Company’s consolidated balance sheets. All of the unpaid interest expense accrued as of December 31, 2024 and December 31, 2023 was paid during January 2025 and January 2024, respectively.

Also included within Interest expense on the consolidated statements of operations is amortization of deferred financing costs, which, for the years ended December 31, 2024 and December 31, 2023, was $1,094,157 and $1,001,402, respectively.

The following table presents the future principal payments due under the Company’s loan agreements as of December 31, 2024:

Year

 

Amount

 

2025

 

 

61,155,176

 

2026

 

 

49,130,878

 

2027

 

 

 

2028

 

 

47,550,000

 

2029

 

 

9,600,000

 

Thereafter

 

 

387,346,250

 

Total

 

$

554,782,304

 

 

Historical Timeline

Fiscal YearFiled
2024Mar 31, 2025Showing above
2023Mar 29, 2024

About Debt Disclosures

Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.

Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.