Medalist Diversified, Inc. Segments Disclosure
10. Segment Information
The Company establishes operating segments at the property level and aggregates individual properties into reportable segments based on product types in which the Company has investments. During the years ended December 31, 2025 and 2024, the Company’s reportable segments consisted of retail center properties, flex center properties and STNL properties. These segments align with how the CODM evaluates performance and allocates resources. During the periods presented, there have been no material intersegment transactions.
Although the Company’s flex center properties have tenants that are similar to tenants in its retail center properties, the Company considers its flex center properties as a separate reportable segment. Flex properties are considered by the real estate industry as a distinct subset of the industrial market segment. Flex properties contain a mix of industrial/warehouse and office spaces. Warehouse space that is not air conditioned can be used flexibly by building office or showroom space that is air conditioned, depending on tenants’ needs. Further, although the Company’s STNL properties have tenants that are similar to tenants in its retail center properties, the Company considers its STNL properties as a separate reportable segment. STNL properties are also considered by the real estate industry as a separate asset class.
The Company's CODM consists of the President and Chief Executive Officer, and the Chief Financial Officer, who are responsible for assessing performance and allocating resources. The CODM primarily evaluates the Company's overall performance and operating segment performance based on net operating income adjusted for interest expense and considers additional metrics such as adjusted funds from operations (“AFFO”). The CODM receives financial information monthly.
Pursuant to ASU 2023-07, the Company has identified and disclosed (i) property operating expenses (retail property operating expenses, flex center property operating expenses, and single tenant net lease property operating expenses) and (ii) interest expense as significant expense categories by segment. These expense categories are regularly provided to the CODM and included in the reported measure of segment profit or loss. The CODM does not evaluate property operating expenses at a more detailed level because many property operating expenses are non-controllable and are not considered to be a useful measure of operating performance.
Certain expenses are not allocated to individual segments, including share-based compensation, legal, accounting and other professional fees, and corporate general and administrative expenses. These expenses are reviewed at the corporate level and are not included in segment-level profitability measures. In addition, depreciation and amortization are not allocated among segments and are not used by the CODM to assess performance or allocate resources. Asset information by segment is not reported as the CODM does not use this measure to assess segment performance or to make resource allocation decisions. The Company’s reclassification of the Salisbury Marketplace Property and Greenbrier Business Center Property to assets held for sale does not change how the CODM evaluates the Company’s operating segments.
Net operating income (“NOI”) is a non-GAAP financial measure and is not considered a measure of operating results or cash flows from operations under GAAP. NOI reflects, occupancy levels, rental rate increases or decreases, and the recoverability of operating expenses. NOI, as the Company calculates it, may not be directly comparable to similarly titled, but differently calculated, measures for other REITs. NOI is calculated by deducting operating expenses from operating revenues.
NOI adjusted for interest expense is the primary performance measure reviewed by management to assess operating performance of properties and is calculated by deducting operating expenses and interest expense from operating revenues. Operating revenues include rental income, tenant reimbursements, and other property income; and operating expenses include retail center property, flex center property and single tenant net lease property operating costs. Interest expense includes mortgage interest expense, only, and excludes non-mortgage interest expense and non-cash interest expense such as amortization of loan issuance costs. The NOI adjusted for interest expense performance metric consists of only revenues and expenses directly related to real estate rental operations.
The following table presents property operating revenues, operating expenses and interest expense by operating segment:
For the year ended December 31, | ||||||||||||||||||||||||
Retail center properties | | Flex center properties | | STNL properties | Total | |||||||||||||||||||
| 2025 | | 2024 | 2025 | | 2024 | | 2025 | | 2024 | | 2025 | | 2024 | ||||||||||
Revenues | $ | 6,313,227 | $ | 6,624,734 | $ | 2,820,588 | $ | 2,750,499 | $ | 1,262,803 | $ | 359,894 | $ | 10,396,618 | $ | 9,735,127 | ||||||||
Operating expenses |
| 1,874,296 |
| 1,621,898 | 728,820 | 697,864 |
| 175,116 |
| 31,977 |
| 2,778,232 |
| 2,351,739 | ||||||||||
Property related interest expense (1) | 1,429,525 |
| 1,620,518 | 638,760 | 651,086 |
| 441,667 |
| — |
| 2,509,952 |
| 2,271,604 | |||||||||||
Adjusted net operating income | $ | 3,009,406 | $ | 3,382,318 | $ | 1,453,008 | $ | 1,401,549 | $ | 646,020 | $ | 327,917 | $ | 5,108,434 | $ | 5,111,784 | ||||||||
Reconciliation to net (loss) income from operations (2) | ||||||||||||||||||||||||
Less: Bad debt expense | 1,061 | 39,910 | 1,321 | — | — | — | 2,382 | 39,910 | ||||||||||||||||
Less: Share-based compensation expenses | 397,182 | 277,500 | ||||||||||||||||||||||
Less: Legal, accounting and other professional fees | 1,594,707 | 1,170,270 | ||||||||||||||||||||||
Less: Corporate general and administrative expenses | 1,283,334 | 968,435 | ||||||||||||||||||||||
Less: Loss on impairment | 74,328 | 182 | ||||||||||||||||||||||
Less: Depreciation and amortization | 3,347,577 | 3,915,483 | ||||||||||||||||||||||
Less: Impairment of assets held for sale | 662,394 | — | ||||||||||||||||||||||
Less: Non-mortgage interest expense (3) | 13,594 | 647,716 | ||||||||||||||||||||||
Less: Amortization of loan issuance costs (3) | 96,850 | 100,479 | ||||||||||||||||||||||
Plus: Gain on disposal of investment properties | (731,439) | (2,819,502) | ||||||||||||||||||||||
Less: Loss on redemption of mandatorily redeemable preferred stock | 9,375 | 47,680 | ||||||||||||||||||||||
Less: Loss on extinguishment of debt | 430,644 | 51,837 | ||||||||||||||||||||||
Net (loss) income from operations | $ | (2,072,494) | $ | 711,794 | ||||||||||||||||||||
| (1) | Includes mortgage interest expense and amortization of issuance costs related to mortgages payable. For a reconciliation to interest expense as reported on the Company’s consolidated statement of operations, see Note 5, above. |
| (2) | Certain expenses that are not allocated to individual segments which are either reviewed at the corporate level or which are not included in segment-level profitability measures used by the CODM are added to or subtracted from net operating income measure used by the CODM to reconcile this measure to net (loss) income from operations on the Company’s consolidated statement of operations for the years ended December 31, 2025 and 2024. |
| (3) | Non-mortgage interest expense includes dividends paid and amortization of issuance costs and discounts on the Company’s mandatorily redeemable preferred stock which are recorded as interest expense (see note 4, above), and other interest expense, all of which are not allocated to individual segments. For a reconciliation to interest expense as reported on the Company’s consolidated statement of operations, see Note 5, above. |
The following table presents assets by operating segment:
Retail center properties | | Flex center properties | | STNL properties | Total | |||||||||||||||||||
December 31, | December 31, | December 31, | December 31, | December 31, | December 31, | December 31, | December 31, | |||||||||||||||||
2025 | 2024 | 2025 | 2024 | 2025 | 2024 | 2025 | 2024 | |||||||||||||||||
Segment assets | $ | 38,229,384 | $ | 48,905,311 | $ | 19,093,372 | $ | 19,385,358 | $ | 18,066,708 | $ | 2,535,189 | $ | 75,389,464 | $ | 70,825,858 | ||||||||
Reconciliation to total assets on condensed consolidated balance sheet | ||||||||||||||||||||||||
Plus: Other assets | $ | 351,664 | — | |||||||||||||||||||||
Plus: Assets held by operating partnership | 1,916,185 | 48,430 | ||||||||||||||||||||||
Plus: Assets held by parent company | 82,298 | 4,223,414 | ||||||||||||||||||||||
Total assets recorded | $ | 77,739,611 | $ | 75,097,702 | ||||||||||||||||||||
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 2, 2026 | Showing above |
| 2024 | Feb 27, 2025 | |
| 2023 | Mar 6, 2024 | |
| 2022 | Mar 10, 2023 | |
| 2021 | Mar 16, 2022 | |
| 2020 | Mar 11, 2021 | |
| 2019 | Mar 24, 2020 | |
About Segments Disclosures
Segment disclosures break a company into its reportable operating units, revealing revenue, profit, and asset allocation that consolidated financial statements obscure. Under ASC 280, segments must match how the chief operating decision maker views the business, providing a window into internal management structure and resource allocation priorities.
Key signals: compare segment margins to identify which units drive profitability and which destroy value. Watch for changes in the number of reportable segments — segment aggregation or disaggregation often coincides with strategic shifts or attempts to obscure declining performance. Intersegment elimination patterns reveal internal pricing practices. The reconciliation between segment totals and consolidated figures exposes corporate overhead allocation and unallocated items. Geographic revenue concentration highlights regulatory and currency exposure. Compare segment-level capital expenditure against segment revenue to assess where management is investing for future growth versus harvesting existing assets.