NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1.
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization
and Description of the Business
Global
Healthcare REIT, Inc. (the Company or Global) was organized with the intent of operating as a real estate investment trust (REIT)
for the purpose of investing in real estate and other assets related to the healthcare industry. Prior to the Company changing
its name to Global Healthcare REIT, Inc. on September 30, 2013, the Company was known as Global Casinos, Inc. Global Casinos,
Inc. operated two gaming casinos which were split-off and sold on September 30, 2013. Simultaneous with the split-off and sale
of the gaming operations, the Company acquired West Paces Ferry Healthcare REIT, Inc. (WPF) in a transaction accounted for as
a reverse acquisition whereby WPF was deemed to be the accounting acquirer.
The
Company intends to make a REIT election under sections 856 through 859 of the Internal Revenue Code of 1986, as amended. Such
election will be made by the Board of Directors at such time as the Board determines that we qualify as a REIT under applicable
provisions of the Internal Revenue Code.
The
Company acquires, develops, leases, manages and disposes of healthcare real estate, and provides financing to healthcare providers.
As of September 30, 2018, the Company owned eleven healthcare properties which are leased to third-party operators under triple-net
operating terms.
Basis
of Presentation
The
accompanying unaudited interim consolidated financial statements have been prepared in accordance with U.S. generally accepted
accounting principles (U.S. GAAP) for interim financial information and in conjunction with the rules and regulations of the Securities
Exchange Commission. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete
financial statements. In the opinion of management, all adjustments considered necessary to make the consolidated financial statements
not misleading have been included. Operating results for the three and nine months ended September 30, 2018 are not necessarily
indicative of the results that may be expected for the entire year. The unaudited consolidated financial statements should be
read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual
Report on Form 10-K for the year ended December 31, 2017 filed with the Securities and Exchange Commission.
Recently
Adopted Accounting Pronouncements
In
May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (ASC 606),” which is a comprehensive
new revenue recognition model that requires revenue to be recognized in a manner to depict the transfer of goods or services to
a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services.
We
have evaluated our various revenue streams to identify whether they would be subject to the provisions of ASC 606 and any differences
in timing, measurement, or presentation of revenue recognition. A significant source of our revenue is generated through leasing
arrangements, which are specifically excluded from ASU 2014-09. The Company adopted this standard as of January 1, 2018 using
the modified retrospective approach. As leasing arrangements, which are excluded from ASU 2014-09, represent the primary source
of revenue for the Company, the impact of adopting this standard will be limited to the Company’s recognition and presentation
of non-lease revenues. Accordingly, the adoption of this standard did not have a significant impact on its consolidated financial
statements and related disclosures. The adoption of this standard did not require any adjustments to the opening balance of retained
earnings as of January 1, 2018.
For
our Nursing Home Operations in Abbeville, the adoption of ASU 2014-09 resulted in changes to Abbeville’s presentation for
and disclosure of revenue primarily related to uninsured or underinsured patients. Prior to the adoption of ASU 2014-09, a significant
portion of Glen Eagle’s provision for doubtful accounts related to self-pay patients, as well as co-pays, co-insurance amounts
and deductibles owed to us by patients with insurance. Under ASU 2014-09, the estimated uncollectable amounts due from these patients
are generally considered implicit price concessions that are a direct reduction to net operating revenues, with a corresponding
material reduction in the amounts presented separately as provision for doubtful accounts.
In
November 2016, the FASB issued ASU 2016-18,
Statement of Cash Flows (Topic 230). Restricted Cash (A consensus of the FASB Emerging
Issues Task Force),
which requires that the statement of cash flows include restricted cash in the beginning and end-of-period
total amounts shown on the statement of cash flows and that the statement of cash flows explain changes in restricted cash during
the period. The Company adopted this standard as of January 1, 2018 using retrospective approach. The impact of this adoption
was disclosure only for periods presented on the Company’s Statements of Cash Flows.
Recently
Issued Accounting Pronouncements
In
February 2016, the Financial Accounting Standards Board issued ASU No. 2016-02, “Leases: Topic 842 (ASU 2016-02)”,
to supersede nearly all existing lease guidance under GAAP. The guidance would require lessees to recognize most leases on their
balance sheets as lease liabilities with corresponding right-of-use assets. ASU 2016-02 is effective for the Company in the first
quarter of our fiscal year ending December 31, 2019 using a modified retrospective approach with the option to elect certain practical
expedients. The Company is currently evaluating the impact of its pending adoption of ASU 2016-02 on its consolidated financial
statements.
The
Financial Accounting Standards Board and other entities issued new or modifications to, or interpretations of, existing accounting
guidance during 2018. Management has carefully considered the new pronouncements that altered generally accepted accounting principles
and does not believe that any other new or modified principles will have a material impact on the Company’s reported financial
position or operations in the near term.
2.
GOING CONCERN
The
accompanying consolidated financial statements and notes have been prepared assuming the Company will continue as a going concern.
For
the nine months ended September 30, 2018, the Company incurred a net loss of $1,126,117, reported net cash provided by operations
of $404,043 and has an accumulated deficit of $10,179,095. These circumstances raise substantial doubt as to the Company’s
ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon the Company’s
ability to generate sufficient revenues and cash flows to operate profitably and meet contractual obligations, or raise additional
capital through debt financing or through sales of common stock.
The
failure to achieve the necessary levels of profitability and cash flows or obtain additional funding would be detrimental to the
Company. The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable
to continue as a going concern.
3.
PROPERTY AND EQUIPMENT
The
gross carrying amount and accumulated depreciation of the Company’s property and equipment as of September 30, 2018 and
December 31, 2017 are as follows:
|
|
September 30, 2018
|
|
|
December 31, 2017
|
|
|
|
|
|
|
|
|
Land
|
|
$
|
1,597,500
|
|
|
$
|
1,597,500
|
|
Land Improvements
|
|
|
200,000
|
|
|
|
200,000
|
|
Buildings and Improvements
|
|
|
36,177,303
|
|
|
|
35,312,194
|
|
Furniture, Fixtures and Equipment
|
|
|
1,502,202
|
|
|
|
1,430,502
|
|
Construction in Progress
|
|
|
3,585,068
|
|
|
|
3,956,841
|
|
|
|
|
|
|
|
|
|
|
|
|
|
43,062,073
|
|
|
|
42,497,037
|
|
Less Accumulated Depreciation
|
|
|
(5,498,374
|
)
|
|
|
(4,556,805
|
)
|
Less Impairment
|
|
|
(1,560,000
|
)
|
|
|
(1,560,000
|
)
|
|
|
|
|
|
|
|
|
|
|
|
$
|
36,003,699
|
|
|
$
|
36,380,232
|
|
|
|
For the Nine Months Ended September
30,
|
|
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
Depreciation Expense
|
|
$
|
941,569
|
|
|
$
|
920,001
|
|
Cash Paid for Capital Expenditures
|
|
$
|
565,036
|
|
|
$
|
568,673
|
|
4.
INVESTMENTS IN DEBT SECURITIES
At
September 30, 2018 and December 31, 2017, the Company held investments in marketable securities that were classified as held-to-maturity
and carried at amortized costs. Held-to-maturity securities consisted of the following:
|
|
September 30, 2018
|
|
|
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
States and Municipalities
|
|
$
|
307,895
|
|
|
$
|
243,469
|
|
Contractual
maturities of held-to-maturity securities at September 30, 2018 range from March 1, 2023 to March 1, 2044, and total value of
securities at their respective maturity dates is $523,000, Actual maturities may differ from contractual maturities because some
borrowers have the right to call or prepay obligations with or without call or prepayment penalties.
5.
DEBT AND DEBT-RELATED PARTIES
The
following is a summary of the Company’s debt outstanding as of September 30, 2018 and December 31, 2017:
|
|
September 30, 2018
|
|
|
December 31, 2017
|
|
|
|
|
|
|
|
|
Senior Secured Promissory Notes
|
|
$
|
325,000
|
|
|
$
|
325,000
|
|
Senior Unsecured Promissory Notes
|
|
|
300,000
|
|
|
|
300,000
|
|
Senior Secured Promissory Notes - Related Parties
|
|
|
875,000
|
|
|
|
875,000
|
|
Fixed-Rate Mortgage Loans
|
|
|
21,138,067
|
|
|
|
18,750,685
|
|
Variable-Rate Mortgage Loans
|
|
|
4,618,006
|
|
|
|
7,210,372
|
|
Bonds Payable
|
|
|
4,453,000
|
|
|
|
5,061,000
|
|
Line of Credit
|
|
|
2,733,211
|
|
|
|
1,873,733
|
|
Other Debt
|
|
|
1,536,000
|
|
|
|
1,536,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
35,978,284
|
|
|
|
35,931,790
|
|
|
|
|
|
|
|
|
|
|
Premium, Unamortized Discount and Debt Issuance Costs
|
|
|
(700,868
|
)
|
|
|
(809,699
|
)
|
|
|
|
|
|
|
|
|
|
|
|
$
|
35,277,416
|
|
|
$
|
35,122,091
|
|
|
|
|
|
|
|
|
|
|
As presented in the Consolidated Balance Sheets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt, Net
|
|
$
|
34,410,608
|
|
|
$
|
34,282,407
|
|
|
|
|
|
|
|
|
|
|
Debt - Related Parties, Net
|
|
|
866,808
|
|
|
|
839,684
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
35,277,416
|
|
|
$
|
35,122,091
|
|
Senior
Secured Promissory Notes and Senior Secured Promissory Notes – Related Parties
From
November through December 2016, the Company undertook a private offering of its 10% Senior Secured Promissory Notes. As of December
31, 2016, $600,000 of the notes had been issued of which $450,000 were issued to the directors of the Company or entities or persons
affiliated with these directors. The notes bear interest at a rate of 10% payable monthly with principal and unpaid interest due
at maturity, originally January 13, 2018. The notes were issued with warrants to purchase 600,000 shares of common stock at an
exercise price of $0.75 per share. The warrants have a cashless exercise provision.
In
2017, an additional $600,000 in notes were sold and issued, of which $425,000 were to related parties. At September 30, 2018,
there were outstanding an aggregate of $1.2 million in senior secured notes. The notes are secured by all assets of the Company
not serving as collateral for other notes. The maturity date of all the senior secured notes was extended to December 31, 2018
prior to their original maturity date, $225,000 of which occurred in the nine months ended September 30, 2018. For every $1.00
in principal amount of note, investors got one warrant exercisable for one year to purchase an additional share of common stock
at an exercise price of $.75 per share. The warrants have a cashless exercise provision and were valued using the Black-Scholes
pricing model. The maturity date of the 1.2 million warrants issued along with the notes was extended to December 31, 2018 as
well, 225,000 warrants of which occurred in the nine months ended September 30, 2018. The transaction was accounted for as a debt
extinguishment with a loss on modification of warrant in the amount of $29,900 and $62,696 recorded in the consolidated statement
of operations for the nine months ended September 30, 2018 and for the year ended December 31, 2017, respectively. During the
nine months ended June 30, 2018, among the $225,000 senior secured notes that got extended to December 31, 2018, $125,000 were
to related parties
Senior
Unsecured Notes
In
November 2017, the Company sold an aggregate of $300,000 in senior unsecured notes. The notes bear interest at the rate of 10%
per annum and are due in 2020. For every $1.00 in principal amount of note, investors got one warrant exercisable for one year
to purchase an additional share of common stock at an exercise price of $.75 per share. The warrants have a cashless exercise
provision.
The
value of the warrants issued to the note holders was calculated using the Black-Scholes pricing model using the following significant
assumptions:
|
|
September 30, 2018
|
|
|
December 31, 2017
|
|
|
|
|
|
|
|
|
Volatility
|
|
|
110% - 157
|
%
|
|
|
110% - 157
|
%
|
Risk-free Interest Rate
|
|
|
0.82% - 1.60
|
%
|
|
|
0.82% - 1.6
|
%
|
Exercise Price
|
|
$
|
0.75
|
|
|
$
|
0.75
|
|
Fair Value of Common Stock
|
|
$
|
0.40 - $0.50
|
|
|
$
|
0.40 - $0.50
|
|
Expected Life
|
|
|
1.00 – 1.53 years
|
|
|
|
1 – 1.5 years
|
|
The
total value of all warrants issued in connection with the Company’s senior secured and unsecured notes on their respective
issue dates was estimated to be $121,436. The corresponding note discount is being amortized over the life of the note using the
straight-line method. The unamortized balance of the discount on the notes was $19,249 and $77,105 as of September 30, 2018 and
December 31, 2017, respectively, with $57,856 recorded as amortization expense during 2018.
Mortgage
Loans
Mortgage
loans are collateralized by all assets of each nursing home property and an assignment of its rents. Collateral for certain mortgage
loans includes the personal guarantee of Christopher Brogdon and/or the guaranty of Global Healthcare REIT, Inc. Mortgage loans
for the periods presented consisted of the following:
|
|
Face
|
|
|
Principal Outstanding at
|
|
|
Stated Interest
|
|
Maturity
|
|
Property
|
|
Amount
|
|
|
September 30, 2018
|
|
|
December 31, 2017
|
|
|
Rate
|
|
Date
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Middle Georgia Nursing Home
(1,8)
|
|
$
|
4,200,000
|
|
|
$
|
3,566,250
|
|
|
$
|
3,643,545
|
|
|
5.50% Fixed
|
|
|
October 4, 2018
|
|
Goodwill Nursing Home
(1)
|
|
|
4,976,316
|
|
|
|
4,403,700
|
|
|
|
4,466,375
|
|
|
5.50% Fixed
|
|
|
March 19, 2020
|
|
Goodwill Nursing Home
(3)
|
|
|
80,193
|
|
|
|
-
|
|
|
|
23,904
|
|
|
5.50% Fixed
|
|
|
June 12, 2018
|
|
Warrenton Nursing Home
(4)
|
|
|
2,720,000
|
|
|
|
2,303,742
|
|
|
|
2,376,101
|
|
|
5.00% Fixed
|
|
|
December 20, 2018
|
|
Edward Redeemer Health & Rehab
|
|
|
2,303,815
|
|
|
|
2,155,437
|
|
|
|
2,205,934
|
|
|
5.50% Fixed
|
|
|
January 16, 2020
|
|
Abbeville Health & Rehab
(5)
|
|
|
2,761,250
|
|
|
|
2,761,250
|
|
|
|
2,592,366
|
|
|
5.50% Fixed
|
|
|
May 25, 2021
|
|
Providence of Sparta Nursing Home
(6)
|
|
|
3,039,300
|
|
|
|
2,989,288
|
|
|
|
3,034,826
|
|
|
3.88% Fixed
|
|
|
November 1, 2047
|
|
Meadowview Healthcare Center
(7)
|
|
|
3,000,000
|
|
|
|
2,958,400
|
|
|
|
3,000,000
|
|
|
6.00% Fixed
|
|
|
October 30, 2022
|
|
GL Nursing Home
(2)
|
|
|
5,000,000
|
|
|
|
4,618,006
|
|
|
|
4,618,006
|
|
|
Prime Plus 1.50%/ 5.75% Floor
|
|
|
August 3, 2037
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
25,756,073
|
|
|
$
|
25,961,057
|
|
|
|
|
|
|
|
(1)
Mortgage loans are non-recourse to the Company except for the senior loans held by ServisFirst Bank on Meadowview (Ohio), held
by Colony Bank on Abbeville, and the Southern Hills line of credit owed to First Commercial Bank, discussed under line of credit.
(2)
Effective September 19, 2016, we executed a Modification to the mortgage note pursuant to which some accrued payments were deferred
and the lender agreed to permit interest only payments through March 2017. The mortgage loan collateralized by the GL Nursing
Home is 80% guaranteed by the USDA and requires an annual renewal fee payable in the amount of 0.25% of the USDA guaranteed portion
of the outstanding principal balance as of December 31 of each year. The Company is subject to financial covenants and customary
affirmative and negative covenants. As of September 30, 2018, the Company was not in compliance with certain of these financial
and non-financial covenants which is considered to be a technical Event of Default as defined in the note agreement. The Company
is also delinquent in installment payments due under the mortgage. Remedies available to the lender in the event of a continuing
Event of Default, at its option, include, but are necessarily limited to the following (1) lender may declare the principal and
all accrued interest on the note due and payable; and (2) lender may exercise additional rights and remedies under the note agreement
to include taking possession of the collateral or seeking satisfaction from the guarantors. The Company has been notified by the
lender regarding the Events of Default. Guarantors under the mortgage loan include Christopher Brogdon. With our consent, Mr.
Brogdon has assumed operations of the facility and is dealing with the lender. The Company is in negotiations with Mr. Brogdon
to sell him the facility.
(3)
The $80,193 debt at Goodwill Nursing Home was incurred to pay off accrued interest on the original primary note. The balance of
this note was paid in full on June 12, 2018.
(4)
Amortization expense related to loan costs of this loan totaled $4,620 for the nine months ended September 30, 2018. The Company
has incurred $31,875 in unamortized loan costs to refinance this debt.
(5)
Proceeds of $2,138,126 were disbursed directly to the seller of the property for acquisition and $597,799 was disbursed to the
Company as reimbursement for renovation cost, and $38,421 of loan costs and interest were capitalized. The loan has been fully
drawn as of September 30, 2018, and amortization expense related to loan costs of this loan totaled $5,124 for the nine months
ended September 30, 2018. Amortizing payments will begin in January 2019. In June 2018 the Company converted the original note
to a fixed note which qualified as debt extinguishment, unamortized debt discount on the original note was expensed as a loss
on extinguishment of $27,794. In April 2018, the Company capitalized $22,800 in fees and interest and added it to principal.
The Company is subject to financial covenants and customary affirmative and negative covenants, including compliance with the
covenants of all other notes and bonds. As of September 30, 2018, the Company was not in compliance with some unrelated notes
and bonds, which is considered to be a technical Event of Default as defined in the note agreement, but the Company believes that
it is in good standing with the Lender.
(6)
The senior debt and subordinated debt owed in relation to Providence of Sparta was refinanced into a single senior HUD note during
2017. The total amount borrowed under the new loan is $3,039,300 at time of debt issuance, with the Company receiving only $28,596
in cash. The senior note balance of $1,655,123 on December 31, 2016 was paid off using $29,747 in cash and $1,625,376 using the
proceeds from the new loan. The subordinated note balance of $1,050,000 was paid off using loan proceeds, $218,619 went to restricted
cash and the rest was used to pay fees. Amortization expense related to loan costs totaled $3,738 for the nine months ended September
30, 2018.
(7)
Amortization expense related to loan costs of this loan totaled $6,978 for the nine months ended September 30, 2018. The Company
is subject to financial covenants and customary affirmative and negative covenants, including compliance with the covenants of
all other notes and bonds. As of September 30, 2018, the Company was not in compliance with some unrelated notes and bonds, which
is considered to be a technical Event of Default as defined in the note agreement, but the Company believes that it is in good
standing with the Lender.
(8)
The loan at Middle Georgia matures on October 4, 2018, and the company is in negotiations to extend the note.
Other
mortgage loans contain non-financial covenants, including reporting obligations, with which the Company has not complied in some
instances or in an untimely manner. These mortgage loans are technically in default.
Bonds
Payable - Tulsa County Industrial Authority
On
March 1, 2014, Southern Tulsa, LLC (Southern Tulsa), a subsidiary of WPF that owns the Southern Hills Retirement Center, entered
into a loan agreement with the Tulsa County Industrial Authority (Authority) in the State of Oklahoma pursuant to which the Authority
lent to Southern Tulsa the proceeds from the sale of the Authority’s Series 2014 Bonds. The Series 2014 Bonds consisted
of $5,075,000 of principal in Series 2014A First Mortgage Revenue Bonds and $625,000 of principal in Series 2014B Taxable First
Mortgage Revenue Bonds. During the year ended December 31, 2017, $127,000 of Series 2014B Taxable First Mortgage Revenue Bond
were retired with $60,000 in cash payments and 67,000 in non-cash payments; $452,000 of Series 2014A First Mortgage Revenue Bonds
were retired with non-cash payments. The Series 2014 Bonds were issued pursuant to a March 1, 2014 Indenture of Trust between
the Authority and the Bank of Oklahoma. $4,325,000 of the Series 2014A Bonds mature on March 1, 2044 and accrue interest at a
fixed rate of 7.75% per annum. The remaining $750,000 of the Series 2014A Bonds mature on various dates through final maturity
on March 1, 2029 and accrue interest at a fixed rate of 7.0% per annum. The Series 2014B Bonds mature on March 1, 2023 and accrue
interest at a fixed rate of 8.5% per annum. The debt is secured by a first mortgage lien on the independent living units and assisted
living facility (facilities), an assignment of the facilities’ leases, a first lien on all personal property located in
the facilities, and a guarantee by the Company. Deferred loan costs incurred of $478,950 and an original issue discount of $78,140
related to the loan are amortized to interest expense over the life of the loan. Amortization expense related to deferred loan
costs and the original issue discount totaled $14,113 and $2,283, respectively, for the nine months ended September 30, 2018 and
$14,113 and $2,283, respectively, for the nine months ended September 30, 2017. The loan agreement includes certain financial
covenants required to be maintained by the Company, with which we were not in compliance as of September 30, 2018. There is $608,000
in voluntary non-cash principal reduction payments during the nine months ended September 30, 2018. As of September 30, 2018,
and December 31, 2017, restricted cash of $818,548 and $817,582, respectively is related to these bonds.
During
the nine months ended September 30, 2018 the Company undertook six tender offers with funds from the First Commercial Line of
Credit to purchase bonds from note holders, retiring $608,000 bonds for $509,479 and recording a corresponding gain on settlement
of debt of $98,521. The Company also invested $64,426 in debt securities consisting of the Tulsa County Industrial Authority Series
2014 Bonds. On November 1, 2018, the Company called and retired these bonds with proceeds from the First Commercial Line of Credit
in place at the Southern Hills Retirement Center.
Line
of Credit – Southern Hills Retirement Center
On
October 31, 2017, the Company, through its wholly-owned subsidiaries Southern Tulsa, LLC and Southern Tulsa TLC, LLC, as Co-Borrowers,
consummated a new Line of Credit with First Commercial Bank pursuant to a Promissory Note in the principal amount of $7,229,052
(the “Line of Credit”). Under the Line of Credit, the Company refinanced the existing mortgage on its skilled nursing
facility in Tulsa, Oklahoma for $1,546,801, and funded tender offers on the Industrial Revenue Bonds covering the ALF and ILF
for $682,563, and for working capital, including improvements to the ALF and ILF. As of September 30, 2018, a total of $2,733,211
was drawn under the Line of Credit.
The
interest rate on Line of Credit is 5.25%. Monthly payments of interest began on November 30, 2017 and continue until the Promissory
Note is paid in full on the Maturity Date. On May 3, 2018 the Maturity Date was extended from April 30, 2018 to October 30, 2018,
and the company is negotiating a further extension. The Credit Note is secured by a First Mortgage and Assignment of Rents on
Real Property for Southern Hills Rehabilitation Center, a Junior Lien and Assignment of Rents on Real Property for it Southern
Hills Independent Living Facility location and a Junior Lien on Real Property for its Southern Hills Assisted Living Facility
location. With the retirement of the Tulsa Industrial Authority Bonds effective November 1, 2018, First Commercial Bank moved
into a senior position on the ALF and ILF properties.
Other
Debt
Other
debt at September 30, 2018 and December 31, 2017 includes unsecured notes payable issued to facilitate the acquisition of the
nursing home properties.
|
|
Face
|
|
|
Principal
Outstanding at
|
|
|
Stated
Interest
|
|
Maturity
|
|
Property
|
|
Amount
|
|
|
September
30, 2018
|
|
|
December
31, 2017
|
|
|
Rate
|
|
Date
|
|
Goodwill
Nursing Home
|
|
$
|
2,180,000
|
|
|
$
|
1,536,000
|
|
|
$
|
1,536,000
|
|
|
13%
(1)
Fixed
|
|
|
December
31, 2019
|
|
(1)
The subordinated note on Goodwill matured on July 1, 2015. Investors in the Goodwill note were entitled to an additional 5% equity
in Goodwill Hunting, LLC every six months if the note is not paid when due. Effective December 31, 2015, the investors holding
the subordinated debt executed an Agreement Among Lenders pursuant to which they (i) agreed to waive any and all equity ratchets
and (ii)
agreed to extend the maturity date of the subordinated debt to June 30, 2017. In exchange, Goodwill Hunting agreed to pay the
investors an additional one-time premium equal to 5% of the principal amount of the individual note at such time as the note is
repaid. Effective May 3, 2017, we entered into an Allonge and Modification Agreement with the Goodwill investors pursuant to which
they agreed to (i) waive all accrued interest through December 31, 2017, (ii) reduce interest rate to 13% beginning January 1,
2018 and (iii) extend the maturity date of the notes to December 31, 2019. In exchange, the Company agreed that upon repayment
of the notes, the investors would be entitled to a one-time premium payment in the amount of 15% of the principal balance of the
notes.
For
the nine months ended September 30, 2018 and 2017, the Company received proceeds from the issuance of debt of $493,533 and $425,000,
respectively. Cash payments on debt totaled $373,868 and $399,876 for the nine months ended September 30, 2018 and 2017, respectively.
Amortization expense for deferred loan costs totaled $115,462 and $183,091 for the nine months ended September 30, 2018 and 2017,
respectively.
Future
maturities and principal reduction payments of all notes and bonds payable listed above for the next five years and thereafter
are as follows:
Years
|
|
|
|
2018
|
|
$
|
24,644,948
|
(1)
|
2019
|
|
|
1,766,054
|
|
2020
|
|
|
6,703,511
|
|
2021
|
|
|
61,580
|
|
2022
|
|
|
64,012
|
|
2023 and after
|
|
|
2,738,179
|
|
|
|
|
|
|
|
|
$
|
35,978,284
|
|
(1)
Any note or bond that is not in compliance with all financial and non-financial covenants is considered to have an immediate maturity,
including those that require compliance with covenants on any and all other notes. The notes secured by the facilities at Meadowview
and Abbeville have such covenants which were in technical non-compliance at September 30, 2018, but the Company believes that
its relationships with these lenders is good.
6.
STOCKHOLDERS’ EQUITY
Preferred
Stock
The
Company has authorized 10,000,000 shares of preferred stock. These shares may be issued in series with such rights and preferences
as may be determined by the Board of Directors.
Series
A Convertible Redeemable Preferred Stock
The
Company’s Board of Directors has authorized 2,000,000 shares of $2.00 stated value, Series A Preferred Stock. The preferred
stock has a senior liquidation preference value of $2.00 per share, has no voting or redemption rights and does not accrue dividends.
As
of September 30, 2018 and December 31, 2017, the Company has 200,500 shares of Series A Preferred stock outstanding.
Series
D Convertible Preferred Stock
The
Company has established a class of preferred stock designated “Series D Convertible Preferred Stock” (Series D preferred
stock) and authorized an aggregate of 1,000,000 non-voting shares with a stated value of $1.00 per share. Holders of the Series
D preferred stock are entitled to receive dividends at the annual rate of eight percent (8%) based on the stated value per share
computed on the basis of a 360 day year and twelve 30 day months. Dividends are cumulative, shall be declared quarterly, and are
calculated from the date of issue and payable on the fifteenth day of April, July, October and January. The dividends may be paid,
at the option of the holder either in cash or by the issuance of shares of the Company’s common stock valued at the market
price on the dividend record date. Shares of the Series D preferred stock are redeemable at the Company’s option. At the
option of the holder, shares of the Series D preferred stock plus any declared and unpaid dividends are convertible to shares
of the Company’s common stock at a conversion rate of $1.00 per share.
As
of September 30, 2018 and December 31, 2017, the Company had 375,000 shares of Series D preferred stock outstanding.
During
the nine months ended September 30, 2018 and 2017, the Company paid $22,500 and $22,500, respectively, for Series D preferred
stock dividends. Dividends of $22,500 and $22,500 were declared during the nine months ended September 30, 2018 and 2017, respectively,
with dividends of $7,500 accrued and payable as of September 30, 2018 and 2017. All quarterly dividends previously declared have
been paid.
Restricted
Stock Awards
The
following table summarizes the restricted stock unit activity during the nine months ended September 30, 2018 and 2017.
|
|
September
30, 2018
|
|
|
September
30, 2017
|
|
|
|
|
|
|
|
|
Outstanding Non-Vested Restricted Stock
Units, Beginning
|
|
|
-
|
|
|
|
-
|
|
Granted
|
|
|
962,500
|
|
|
|
1,262,092
|
|
Vested
|
|
|
(821,875
|
)
|
|
|
(1,262,092
|
)
|
|
|
|
|
|
|
|
|
|
Outstanding Non-Vested
Restricted Stock Units, Ending
|
|
|
140,625
|
|
|
|
-
|
|
In
connection with these director and executive restricted stock grants, the Company recognized stock-based compensation of $321,046
and $482,071 for the nine months ended September 30, 2018 and 2017, respectively.
Common
Stock Warrants
As
of September 30, 2018 and December 31, 2017, the Company had 2,028,461 and 2,269,596, respectively, of outstanding warrants to
purchase common stock at a weighted average exercise price of $0.79 and $0.78, respectively. During the nine month period ended
September 30, 2018 and 2017, an aggregate of 241,135 and 392,140 warrants with a weighted average exercise price of $0.74 and
$0.55, respectively, expired. The aggregate intrinsic value of the common stock warrants outstanding at September 30, 2018
was $0.
Common
Stock Options
As
of September 30, 2018 and December 31, 2017, the Company had 600,000 and 0, respectively, of outstanding options to purchase common
stock at a weighted average exercise price of $0.36. During the nine month period ended September 30, 2018 and 2017, no options
expired. The aggregate intrinsic value of the common stock options outstanding at September 30, 2018 was $0.
7.
RELATED PARTIES
Clifford
Neuman provides office space for the Company’s Controller at no charge. As of September 30, 2018 and December 31, 2017,
the Company owed Mr. Neuman for legal services rendered $98,293 and $93,114, respectively.
Creative
Cyberweb developed and maintains the Company’s website, and is affiliated with CFO Zvi Rhine’s family. The initial
setup fee was $5,000 and ongoing upkeep is $450 per month.
In
January 2018, the Directors modified the Directors’ Compensation Plan to provide the annual grants be subject to ratable
vesting over 12 months. The Board approved an annual grant to each of its six Directors of 93,750 shares, subject to vesting.
In connection with these director restricted stock grants, the Company recognized stock-based compensation of $135,000 for the
nine months ended September 30, 2018.
In
May 2018, the Company approved a compensation agreement for CFO Zvi Rhine that included (i) base salary of $165,000 per year (which
accrues beginning January 1, 2018 but payable only after the Company raises capital of at least $600,000), (ii) 150,000 shares
of restricted stock vesting one-half each on January 1, 2019 and January 1, 2020, and (iii) options to purchase 600,000 of the
Company’s common stock at an exercise price of $.36 per share, each expiring on March 31, 2023, and vesting one quarter
each on April 1, 2018, April 1, 2019, October 1, 2019, and April 1, 2020. For the nine months ended September 30, 2018 the Company
has accrued $123,750 in salaries and recognized $103,546 in stock-based compensation.
On
September 6, 2018, a stock-based compensation grant was made to Lance Baller in consideration of his services as CEO for the six
months ended June 30, 2018. The grant consisted of 250,000 shares of common stock valued at $0.33 per share, total value $82,500.
8.
FACILITY LEASES
The
following table summarizes our leasing arrangements related to the Company’s healthcare facilities at September 30, 2018:
Facility
|
|
Monthly
Lease
Income
(1)
|
|
|
Lease
Expiration
|
|
|
Renewal
Option, if any
|
Middle Georgia
|
|
$
|
60,000
|
|
|
|
October
31, 2022
|
|
|
None
|
Warrenton
|
|
$
|
57,724
|
|
|
|
June
30, 2026
|
|
|
Term may be extended for one additional
ten-year term.
|
Goodwill
(2)
|
|
$
|
40,125
|
|
|
|
February
1, 2027
|
|
|
Term may be extended for one additional
five-year term.
|
Edwards Redeemer
|
|
$
|
48,728
|
|
|
|
October
31, 2022
|
|
|
Term may be extended for one additional
five-year term.
|
Providence
|
|
$
|
42,519
|
|
|
|
June
30, 2026
|
|
|
Term may be extended for one additional
ten-year term.
|
Meadowview
(8)
|
|
$
|
33,695
|
|
|
|
October
31, 2024
|
|
|
Term may be extended for one additional
five-year term.
|
GL Nursing
(3)
|
|
$
|
-
|
|
|
|
-
|
|
|
None
|
Abbeville
(7)
|
|
$
|
-
|
|
|
|
-
|
|
|
None
|
Southern Hills SNF
(4)
|
|
$
|
38,000
|
|
|
|
May
31, 2019
|
|
|
Term may be extended for one additional
five-year term.
|
Southern Hills ALF
(5)
|
|
|
-
|
|
|
|
-
|
|
|
None
|
Southern Hills ILF
(6)
|
|
|
-
|
|
|
|
-
|
|
|
None
|
(1)
Monthly lease income reflects rent income on a straight-line basis over, where applicable, the term of each lease.
(2)
In January 2016, the Goodwill facility was closed by Georgia regulators and all residents were removed. In a transaction related
to the sale of the Greene Point facility, an affiliate of the buyer of Greene Point executed a ten year operating lease covering
Goodwill. After investing approximately $2.0 million in capital improvements in the property, the lease operator obtained all
regulatory approvals and began admitting patients in December 2016. The lease became effective on February 1, 2017, and the facility
began generating rental revenue thereafter.
(3)
Effective January 1, 2016, the GL Nursing facility was leased to another operator for a period of ten years at a monthly base
rent of $30,000 which was subject to increases based on census levels. Under the terms of the lease, the Company agreed to fund
certain capital expenditures, which it was unable to fulfill. In July 2016, the new tenant served notice that it was terminating
the lease effective August 31, 2016. The Company entered into a Lease Termination Agreement under which it paid the tenant $145,000
and is obligated to make future payments. Effective August 30, 2016, the Company entered into a new lease agreement with another
nursing home operator. The lease term was to commence at the end of a straddle period. During the straddle period, the Company
made working capital advances to enable the operator to cover cash flow deficits resulting from initial operations of the facility.
Prior to the end of the straddle period, the lease operator informed the Company that it would vacate the facility. An entity
affiliated with Mr. Brogdon, who is a guarantor of the mortgage, assumed operations of the facility in January 2018 under an OTA.
We do not expect the facility to generate any future revenue for the Company.
(4)
Lease agreement dated May 21, 2014 with lease payments commencing February 1, 2015. On May 10, 2016, the Company obtained a Court
Order appointing a Receiver to control and operate the Southern Hills SNF. The former lease operator represented that it was unable
to meet the financial commitments of the facility, including the payment of rent, payroll and other operating requirements. In
October 2017, the Receiver engaged a new manager for the facility at the request of the Company.
(5)
The lease on the ALF has been abandoned. The Company plans to seek a new tenant for this facility to assume operations at the
completion of construction.
(6)
The Southern Hills ILF requires renovation and is not subject to an operating lease.
(7)
The Company entered into a management agreement with Cadence Healthcare Solutions to operate Abbeville after expending approximately
$1.0 million in capital improvements. The facility passed its licensure survey and began admitting patients in June 2018. Effective
October 12, 2018, the facility gained its certification and plans to begin billing and collecting revenues from Medicare and Medicaid
going forward.
(8)
In April 2018 the Company recognized a bad debt expense of $56,000 related to rent receivables previously booked in 2018 at the
Meadowview facility.
Lessees
are responsible for payment of insurance, taxes and other charges while under the lease. Should the lessees not pay all such charges
as required under the leases, or if there is no tenant, the Company may become liable for such operating expenses. We have been
required to cover those expenses at Grand Prairie in Lonoke, Abbeville, and Southern Hills ALF and ILF.
Future
cash payments for rent to be received during the initial terms of the leases for the next five years and thereafter are as follows
(excludes Abbeville, Southern Tulsa ALF and Southern Tulsa ILF (due to property being non-operating), as well as Southern Tulsa
SNF and GL Nursing):
Years
|
|
|
|
|
|
|
|
2018
|
|
$
|
830,946
|
|
2019
|
|
|
3,376,438
|
|
2020
|
|
|
3,444,106
|
|
2021
|
|
|
3,501,074
|
|
2022
|
|
|
3,329,860
|
|
2023 and Thereafter
|
|
|
7,764,949
|
|
|
|
|
|
|
|
|
$
|
22,247,373
|
|
9.
FAIR VALUE MEASUREMENTS
Financial
assets and liabilities recorded at fair value in our consolidated balance sheets are categorized based upon a fair value hierarchy
established by GAAP, which prioritizes the inputs used to measure fair value into the following levels:
Level
1— Quoted market prices in active markets for identical assets or liabilities at the measurement date.
Level
2— Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets and
liabilities in markets that are not active; or other inputs that are observable and can be corroborated by observable market data.
Level
3— Inputs reflecting management’s best estimates and assumptions of what market participants would use in pricing
assets or liabilities at the measurement date. The inputs are unobservable in the market and significant to the valuation of the
instruments.
A
financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant
to the fair value measurement.
Our
consolidated balance sheets include the following financial instruments: cash and cash equivalents, advances to related parties,
notes receivable, restricted cash, accounts payable, debt and lease security deposit. We consider the carrying values of our short-term
financial instruments to approximate fair value because they generally expose the Company to limited credit risk, because of the
short period of time between origination of the financial assets and liabilities and their expected settlement, or because of
their proximity to acquisition date fair values. The carrying value of debt approximates fair value based on borrowing rates currently
available for debt of similar terms and maturities.
Upon
acquisition of real estate properties, the Company determines the total purchase price of each property and allocates this price
base on the fair value of the tangible assets and intangible assets, if any, acquired and any liabilities assumed based on Level
3 inputs. These Level 3 inputs can include comparable sales values, discount rates, and capitalization rate assumptions from a
third party appraisal or other market sources.
Assets
and liabilities measured at fair value on a recurring basis as of September 30, 2018 and December 31, 2017 are summarized below:
|
|
|
|
|
Fair
Value Measurement
|
|
|
|
Total
|
|
|
Level
1
|
|
|
Level
2
|
|
|
Level
3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Warrant Liability
|
|
$
|
2,785
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
2,785
|
|
Investment in
Debt Securities
|
|
|
307,895
|
|
|
|
307,895
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value at September 30, 2018:
|
|
$
|
310,680
|
|
|
$
|
307,895
|
|
|
$
|
-
|
|
|
$
|
2,785
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Warrant Liability
|
|
$
|
95,371
|
|
|
$
|
-
|
|
|
$
|
-
|
|
|
$
|
95,371
|
|
Investment in
Debt Securities
|
|
|
243,469
|
|
|
|
243,469
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Warrant Liability – December
31, 2017
|
|
$
|
338,840
|
|
|
$
|
243,469
|
|
|
$
|
-
|
|
|
$
|
95,371
|
|
Because
these warrants have full reset adjustments tied to future issuance of equity securities by the Company, it is subject to derivative
liability treatment under ASC 815-40-15.
The
warrant liability is marked-to-market each reporting period with the change in fair value recorded as a gain or loss within Other
(Income) Expense on the Company’s Consolidated Statement of Operations until the warrants are exercised, expire, or other
facts and circumstances lead the warrant liability to be reclassified as an equity instrument. The fair value of the warrant liability
is determined each reporting period by utilizing the Black-Scholes option pricing model.
The
investments in debt securities are recorded at amortized cost since they are considered held-to-maturity.
The
table presented below is a summary of changes in the fair value of the Company’s Level 3 valuation for the nine months ended
September 30, 2018 and 2017:
|
|
2018
|
|
|
2017
|
|
|
|
|
|
|
|
|
|
|
Beginning
Balance January 1
|
|
$
|
95,371
|
|
|
$
|
246,451
|
|
|
|
|
|
|
|
|
|
|
Change
in Fair Value of Warrant Liability
|
|
|
(92,586
|
)
|
|
|
(151,080
|
)
|
|
|
|
|
|
|
|
|
|
Ending
Balance, September 30
|
|
$
|
2,785
|
|
|
$
|
95,371
|
|
The
significant assumptions used in the Black-Scholes option pricing model as of September 30, 2018 and December 31, 2017 include
the following:
|
|
September
30, 2018
|
|
|
December
31, 2017
|
|
|
|
|
|
|
|
|
Volatility
|
|
|
63.58%
- 91.93
|
%
|
|
|
109.3%
- 122.22
|
%
|
Risk-free Interest Rate
|
|
|
2.36%
- 2.59
|
%
|
|
|
1.03%
- 1.27
|
%
|
Exercise Price
|
|
$
|
0.75
- $1.37
|
|
|
$
|
0.75
- $1.37
|
|
Fair Value of Common Stock
|
|
$
|
0.33
|
|
|
$
|
0.40
|
|
Expected Life
|
|
|
0.45
– 0.99 years
|
|
|
|
0.97
– 1.99 years
|
|
In
May 2018, the Company approved a compensation agreement for CFO Zvi Rhine that included (i) base salary of $165,000 per year (which
accrues beginning January 1, 2018 but payable only after the Company raises capital of at least $600,000), (ii) 150,000 shares
of restricted stock vesting one-half each on January 1, 2019 and January 1, 2020, and (iii) options to purchase 600,000 of the
Company’s common stock at an exercise price of $.36 per share, each expiring on March 31, 2023, and vesting one quarter
each on April 1, 2018, April 1, 2019, October 1, 2019, and April 1, 2020. The significant assumptions used in the Black-Scholes
model for valuing the options are following:
|
|
September
30, 2018
|
|
|
|
|
|
Volatility
|
|
|
113.62
|
%
|
Risk-free Interest Rate
|
|
|
2.55
|
%
|
Exercise Price
|
|
$
|
0.36
|
|
Fair Value of Common Stock
|
|
$
|
0.33
|
|
Expected Life
|
|
|
3.06
years
|
|
10.
SEGMENT REPORTING
The
Company had two primary reporting segments during the three and nine months ended September 30, 2018, which include real estate
services and healthcare services. The Company reports segment information based on the “management approach” defined
in
ASC 280, Segment Reporting.
The management approach designates the internal reporting used by management for making
decisions and assessing performance as the source of our reportable segments.
Total
assets for the healthcare services and real estate services segments were $224,518 and $37,638,975, respectively, as of September
30, 2018. As of December 31, 2017, all the Company’s assets were in the real estate services segment.
|
|
Statements
of Operations Items for the Nine Months Ended
|
|
|
|
September
30, 2018
|
|
|
September
30, 2017
|
|
|
|
Real
Estate Services
|
|
|
Healthcare
Services
|
|
|
Consolidated
|
|
|
Real
Estate Services
|
|
|
Healthcare
Services
|
|
|
Consolidated
|
|
Rental
Revenue
|
|
$
|
2,599,224
|
|
|
$
|
-
|
|
|
$
|
2,599,224
|
|
|
$
|
2,303,355
|
|
|
$
|
-
|
|
|
$
|
2,303,355
|
|
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General and Administrative
|
|
|
569,807
|
|
|
|
117,842
|
|
|
|
687,649
|
|
|
|
876,623
|
|
|
|
-
|
|
|
|
876,623
|
|
Property Taxes, Insurance and Other
Operating
|
|
|
105,593
|
|
|
|
340,647
|
|
|
|
446,240
|
|
|
|
375,171
|
|
|
|
-
|
|
|
|
375,171
|
|
Depreciation
|
|
|
936,943
|
|
|
|
4,626
|
|
|
|
941,569
|
|
|
|
920,001
|
|
|
|
-
|
|
|
|
920,001
|
|
Total Expenses
|
|
|
1,612,343
|
|
|
|
463,115
|
|
|
|
2,075,458
|
|
|
|
2,171,795
|
|
|
|
-
|
|
|
|
2,171,795
|
|
Income (Loss)
from Operations
|
|
|
986,881
|
|
|
|
(463,115
|
)
|
|
|
523,766
|
|
|
|
131,560
|
|
|
|
-
|
|
|
|
131,560
|
|
Other (Income) Expense
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain on Warrant Liability
|
|
|
(92,586
|
)
|
|
|
-
|
|
|
|
(92,586
|
)
|
|
|
(151,080
|
)
|
|
|
-
|
|
|
|
(151,080
|
)
|
Gain on Extinguishment of Debt
|
|
|
57,694
|
|
|
|
-
|
|
|
|
57,694
|
|
|
|
(36,193
|
)
|
|
|
-
|
|
|
|
(36,193
|
)
|
(Gain) Loss on Settlement of Other Liabilities
|
|
|
(98,521
|
)
|
|
|
-
|
|
|
|
(98,521
|
)
|
|
|
(32,073
|
)
|
|
|
-
|
|
|
|
(32,073
|
)
|
Interest Income
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(1
|
)
|
|
|
-
|
|
|
|
(1
|
)
|
Interest Expense
|
|
|
1,783,296
|
|
|
|
-
|
|
|
|
1,783,296
|
|
|
|
1,723,252
|
|
|
|
-
|
|
|
|
1,723,252
|
|
Total Other (Income)
Expense
|
|
|
1,649,883
|
|
|
|
-
|
|
|
|
1,649,883
|
|
|
|
1,503,905
|
|
|
|
-
|
|
|
|
1,503,905
|
|
Net Income (Loss)
|
|
|
(663,002
|
)
|
|
|
(463,115
|
)
|
|
|
(1,126,117
|
)
|
|
|
(1,372,345
|
)
|
|
|
-
|
|
|
|
(1,372,345
|
)
|
Net Loss Attributable
to Noncontrolling Interests
|
|
|
17,965
|
|
|
|
-
|
|
|
|
17,965
|
|
|
|
22,050
|
|
|
|
-
|
|
|
|
22,050
|
|
Net
Income (Loss) Attributable to Global Healthcare REIT, Inc.
|
|
$
|
(645,037
|
)
|
|
$
|
(463,115
|
)
|
|
$
|
(1,108,152
|
)
|
|
$
|
(1,350,295
|
)
|
|
$
|
-
|
|
|
$
|
(1,350,295
|
)
|
|
|
Statements
of Operations Items for the Three Months Ended
|
|
|
|
September
30, 2018
|
|
|
September
30, 2017
|
|
|
|
Real
Estate Services
|
|
|
Healthcare
Services
|
|
|
Consolidated
|
|
|
Real
Estate Services
|
|
|
Healthcare
Services
|
|
|
Consolidated
|
|
Rental
Revenue
|
|
$
|
885,013
|
|
|
$
|
-
|
|
|
$
|
885,013
|
|
|
$
|
749,269
|
|
|
$
|
-
|
|
|
$
|
749,269
|
|
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General and Administrative
|
|
|
176,036
|
|
|
|
10,999
|
|
|
|
187,035
|
|
|
|
313,764
|
|
|
|
-
|
|
|
|
313,764
|
|
Property Taxes, Insurance and Other
Operating
|
|
|
48,964
|
|
|
|
169,174
|
|
|
|
218,138
|
|
|
|
28,755
|
|
|
|
-
|
|
|
|
28,755
|
|
Depreciation
|
|
|
319,516
|
|
|
|
3,470
|
|
|
|
322,986
|
|
|
|
319,864
|
|
|
|
-
|
|
|
|
319,864
|
|
Total Expenses
|
|
|
544,516
|
|
|
|
183,643
|
|
|
|
728,159
|
|
|
|
662,383
|
|
|
|
-
|
|
|
|
662,383
|
|
Income (Loss)
from Operations
|
|
|
340,497
|
|
|
|
(183,643
|
)
|
|
|
156,854
|
|
|
|
86,886
|
|
|
|
-
|
|
|
|
86,886
|
|
Other (Income) Expense
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain on Warrant Liability
|
|
|
(15,974
|
)
|
|
|
-
|
|
|
|
(15,974
|
)
|
|
|
(47,523
|
)
|
|
|
-
|
|
|
|
(47,523
|
)
|
Gain on Extinguishment of Debt
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
(Gain) Loss on Settlement of Other Liabilities
|
|
|
354
|
|
|
|
-
|
|
|
|
354
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Interest Income
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Interest Expense
|
|
|
590,514
|
|
|
|
-
|
|
|
|
590,514
|
|
|
|
583,453
|
|
|
|
-
|
|
|
|
583,453
|
|
Total Other (Income)
Expense
|
|
|
574,894
|
|
|
|
-
|
|
|
|
574,894
|
|
|
|
535,930
|
|
|
|
-
|
|
|
|
535,930
|
|
Net Income (Loss)
|
|
|
(234,397
|
)
|
|
|
(183,643
|
)
|
|
|
(418,040
|
)
|
|
|
(449,044
|
)
|
|
|
-
|
|
|
|
(449,044
|
)
|
Net Loss Attributable
to Noncontrolling Interests
|
|
|
(948
|
)
|
|
|
-
|
|
|
|
(948
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Net
Income (Loss) Attributable to Global Healthcare REIT, Inc.
|
|
$
|
(235,345
|
)
|
|
$
|
(183,643
|
)
|
|
$
|
(418,988
|
)
|
|
$
|
(449,044
|
)
|
|
$
|
-
|
|
|
$
|
(449,044
|
)
|