UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the Quarterly Period Ended July 31, 2024

 

or

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

  For the transition period from __________________ to ____________________

 

Commission File No. 000-25043

 

FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY, INC.
(Exact name of registrant as specified in its charter)

 

Maryland 22-1697095
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
   
505 Main Street, Suite 400, Hackensack, New Jersey 07601
(Address of principal executive offices) (Zip Code)

 

(201) 488-6400

(Registrant's telephone number, including area code)

 

 

 

(Former name, former address and former fiscal year, if changed since last report)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading
Symbol(s)
Name of each exchange on which registered
Common stock, par value $0.01 per share FREVS OTC Pink Market
     
Preferred Stock Purchase Rights (1)    

 

(1)Registered pursuant to Section 12 (b) of the Act pursuant to a form 8-A filed by the registrant on August 3, 2023. Until the Distribution Date (as defined in the registrant’s Stockholder Rights Agreement dated July 31, 2023) the Preferred Stock Purchase Rights will be transferred with and only with the shares of the registrant’s Common Stock to which the Preferred Stock Purchase Rights are attached.

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

 

Large Accelerated Filer ☐ Accelerated Filer ☐ Non-Accelerated Filer Smaller Reporting Company
Emerging growth company    

 

 

Page 2 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐  No

 

As of September 13, 2024, the number of shares of common stock outstanding was 7,459,193.

 

 

Page 3 

 

 

FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY, INC.

 

 

INDEX

 

 

Part I:  Financial Information  
  Page
   
Item 1:  Unaudited Condensed Consolidated Financial Statements  
       
  a.) Condensed Consolidated Balance Sheets as of July 31, 2024 and October 31, 2023; 4
       
  b.) Condensed Consolidated Statements of Operations for the Nine and Three Months Ended July 31, 2024 and 2023; 5
       
  c.) Condensed Consolidated Statements of Comprehensive Income (Loss) for the Nine and Three Months Ended July 31, 2024 and 2023; 6
       
  d.) Condensed Consolidated Statements of Equity for the Nine and Three Months Ended July 31, 2024 and 2023; 7-8
       
  e.) Condensed Consolidated Statements of Cash Flows for the Nine Months Ended July 31, 2024 and 2023; 9
       
  f.) Notes to Condensed Consolidated Financial Statements. 10
       
Item 2:  Management’s Discussion and Analysis of Financial Condition and Results of Operations 19
       
Item 3:  Quantitative and Qualitative Disclosures About Market Risk 31
       
Item 4:  Controls and Procedures 31
       
       
Part II: Other Information  
       
Item 1:  Legal Proceedings 32
       
Item 1A:  Risk Factors 32
       
Item 6:  Exhibits 32
       
Signatures 32

 

 

Page 4 

Part I: Financial Information

 

Item 1: Unaudited Condensed Consolidated Financial Statements

 

FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

 

   July 31,   October 31, 
   2024   2023 
   (In Thousands, Except Share and Per Share Amounts) 
ASSETS          
           
Real estate, at cost, net of accumulated depreciation  $91,922   $93,617 
Construction in progress   941    898 
Cash and cash equivalents   29,429    13,217 
Investment in U.S. Treasury securities available-for-sale   16,919    23,593 
Investment in tenancy-in-common   17,705    18,137 
Tenants' security accounts   921    962 
Receivables arising from straight-lining of rents   602    690 
Accounts receivable, net of allowance for doubtful accounts of $250 and $1,090 as of July 31, 2024 and October 31, 2023, respectively   397    559 
Funds held in post-closing escrow   189    883 
Prepaid expenses and other assets   5,067    4,912 
Deferred charges, net   309    311 
Interest rate swap contracts   636    1,336 
Total Assets  $165,037   $159,115 
           
           
LIABILITIES AND EQUITY          
           
Liabilities:          
Mortgages payable, including deferred interest of $222  $129,360   $138,179 
Less unamortized debt issuance costs   922    1,117 
Mortgages payable, net   128,438    137,062 
           
Accounts payable and accrued expenses   2,493    1,275 
Dividends payable   373    372 
Tenants' security deposits   1,222    1,262 
Deferred revenue   689    668 
Total Liabilities   133,215    140,639 
           
Commitments and contingencies   
 
    
 
 
           
Common Equity:          
Preferred stock with par value of $0.01 per share: 5,000,000 and 0 shares authorized and issued, respectively   
    
 
Common stock with par value of $0.01 per share: 20,000,000 shares authorized; 7,458,193 and 7,449,583 shares issued at July 31, 2024 and October 31, 2023, respectively   75    74 
Additional paid-in-capital   32,215    32,074 
Retained earnings (accumulated deficit)   4,726    (8,968)
Accumulated other comprehensive income   610    1,336 
Total Common Equity   37,626    24,516 
Noncontrolling interests in subsidiaries   (5,804)   (6,040)
Total Equity   31,822    18,476 
Total Liabilities and Equity  $165,037   $159,115 

 

See Notes to Condensed Consolidated Financial Statements.  

 

Page 5 

FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

NINE AND THREE MONTHS ENDED JULY 31, 2024 AND 2023

(Unaudited)

 

   Nine Months Ended July 31,   Three Months Ended July 31, 
   2024   2023   2024   2023 
   (In Thousands Except Per Share Amounts)   (In Thousands Except Per Share Amounts) 
Revenue:                    
Rental income  $19,608   $19,078   $6,568   $6,511 
Reimbursements   1,439    1,749    405    612 
Sundry income   374    364    174    173 
Total revenue   21,421    21,191    7,147    7,296 
                     
Expenses:                    
Operating expenses   8,608    8,317    2,405    3,242 
Management fees   1,011    1,002    344    343 
Real estate taxes   4,501    4,350    1,500    1,457 
Depreciation   2,249    2,198    735    744 
Total expenses   16,369    15,867    4,984    5,786 
                     
Investment income   1,082    682    396    275 
Litigation settlement, net of fees   15,711    
    15,711    
 
Net loss on sale of Maryland properties   (171)   (1,003)   
    (557)
Loss on investment in tenancy-in-common   (143)   (231)   (96)   (43)
Interest expense including amortization of deferred financing costs   (5,463)   (5,858)   (1,839)   (2,031)
Net income (loss)   16,068    (1,086)   16,335    (846)
                     
Net (income) loss attributable to noncontrolling interests in subsidiaries   (1,256)   1,190    (1,544)   434 
                     
Net income (loss) attributable to common equity  $14,812   $104   $14,791   $(412)
                     
Earnings (loss) per share:                    
Basic  $1.99   $0.01   $1.98   $(0.06)
Diluted  $1.99   $0.01   $1.98   $(0.06)
                     
Weighted average shares outstanding:                    
Basic   7,454    7,438    7,458    7,449 
Diluted   7,457    7,444    7,462    7,449 

 

See Notes to Condensed Consolidated Financial Statements.  

 

 

Page 6 

FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

NINE AND THREE MONTHS ENDED JULY 31, 2024 AND 2023

(Unaudited)

 

   Nine Months Ended July 31,   Three Months Ended July 31, 
   2024   2023   2024   2023 
   (In Thousands of Dollars)   (In Thousands of Dollars) 
                 
Net income (loss)  $16,068   $(1,086)  $16,335   $(846)
                     
Other comprehensive (loss) income:                    
Unrealized (loss) gain on interest rate swap contracts before reclassifications   (134)   258    (241)   562 
Amount reclassified from accumulated other comprehensive income to interest expense   (566)   (426)   (186)   (173)
Net unrealized (loss) gain on interest rate swap contracts   (700)   (168)   (427)   389 
                     
Unrealized loss on U.S. Treasury securities available-for-sale before reclassifications   (20)   
    (1)   
 
Amount reclassified from accumulated other comprehensive income to investment income   (6)   
    (5)   
 
Net unrealized loss on U.S. Treasury securities available-for-sale   (26)   
    (6)   
 
Comprehensive income (loss)   15,342    (1,254)   15,902    (457)
                     
Comprehensive (income) loss attributable to noncontrolling interests in subsidiaries   (1,256)   1,190    (1,544)   434 
                     
Comprehensive income (loss) attributable to common equity  $14,086   $(64)  $14,358   $(23)

 

See Notes to Condensed Consolidated Financial Statements.

 

 

Page 7 

FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

NINE AND THREE MONTHS ENDED JULY 31, 2024

(Unaudited)

 

   Common Equity         
   Common Stock       Retained   Accumulated             
   Shares   Amount   Additional
Paid-In-
Capital
   Earnings
(Accumulated
Deficit)
   Other
Comprehensive
Income
   Total
Common
Equity
   Noncontrolling
Interests in
Subsidiaries
   Total Equity 
   (In Thousands)     
                                 
Balance at October 31, 2023   7,450   $74   $32,074   $(8,968)  $1,336   $24,516   $(6,040)  $18,476 
                                         
Stock based compensation expense             1              1         1 
                                         
Distributions to noncontrolling interests in subsidiaries                            
    (180)   (180)
                                         
Net loss                  (512)        (512)   (154)   (666)
                                         
Dividends declared                  (372)        (372)        (372)
                                         
Net unrealized loss on interest rate swap contracts                       (530)   (530)   
    (530)
                                         
Net unrealized loss on investment in U.S. Treasury securities available-for-sale                       (7)   (7)   
    (7)
                                         
 Balance at January 31, 2024   7,450    74    32,075    (9,852)   799    23,096    (6,374)   16,722 
                                         
Stock awards granted to directors   8    1    140              141         141 
                                         
Distributions to noncontrolling interests in subsidiaries                            
    (600)   (600)
                                         
Net income (loss)                  533         533    (134)   399 
                                         
Dividends declared                  (373)        (373)        (373)
                                         
Net unrealized gain on interest rate swap contracts                       257    257    
    257 
                                         
Net unrealized loss on investment in U.S. Treasury securities available-for-sale                       (13)   (13)   
    (13)
                                         
 Balance at April 30, 2024   7,458    75    32,215    (9,692)   1,043    23,641    (7,108)   16,533 
                                         
Distributions to noncontrolling interests in subsidiaries                                (240)   (240)
                                         
Net income                  14,791         14,791    1,544    16,335 
                                         
Dividends declared                  (373)        (373)        (373)
                                         
Net unrealized loss on interest rate swap contracts                       (427)   (427)       (427)
                                         
Net unrealized loss on investment in U.S. Treasury securities available-for-sale                       (6)   (6)       (6)
                                         
Balance at July 31, 2024   7,458   $75   $32,215   $4,726   $610   $37,626   $(5,804)  $31,822 

 

See Notes to Condensed Consolidated Financial Statements.

 

Page 8 

FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

NINE AND THREE MONTHS ENDED JULY 31, 2023

(Unaudited)

 

   Common Equity         
   Common Stock          Accumulated             
   Shares   Amount   Additional
Paid-In-
Capital
   Accumulated
Deficit
   Other
Comprehensive
Income
   Total
Common
Equity
   Noncontrolling
Interests in
Subsidiaries
   Total Equity 
   (In Thousands) 
                                 
Balance at October 31, 2022   7,321   $73   $30,635   $(6,208)  $1,409   $25,909   $(1,170)  $24,739 
                                         
Stock based compensation expense             5              5         5 
                                         
Vested share units granted to Directors   2         26              26         26 
                                         
Stock options exercised   113    1    1,225              1,226         1,226 
                                         
Distributions to noncontrolling interests in subsidiaries                            
    (1,850)   (1,850)
                                         
Net income (loss)                  419         419    (373)   46 
                                         
Dividends declared                  (541)        (541)        (541)
                                         
Net unrealized loss on interest rate swap contracts                       (450)   (450)   
    (450)
                                         
Balance at January 31, 2023   7,436    74    31,891    (6,330)   959    26,594    (3,393)   23,201 
                                         
Stock based compensation expense             5              5         5 
                                         
Stock awards granted to directors   9         140              140         140 
                                         
Stock options exercised   1         7              7         7 
                                         
Distributions to noncontrolling interests in subsidiaries                            
    (204)   (204)
                                         
Net income (loss)                  97         97    (383)   (286)
                                         
Dividends declared                  (372)        (372)        (372)
                                         
Net unrealized loss on interest rate swap contracts                       (107)   (107)   
    (107)
                                         
Balance at April 30, 2023   7,446    74    32,043    (6,605)   852    26,364    (3,980)   22,384 
                                         
Stock based compensation expense             1              1         1 
                                         
Stock options exercised   4         30              30         30 
                                         
Distributions to noncontrolling interests in subsidiaries                                (1,241)   (1,241)
                                         
Net loss                  (412)        (412)   (434)   (846)
                                         
Dividends declared                  (2,235)        (2,235)        (2,235)
                                         
Net unrealized gain on interest rate swap contracts                       389    389        389 
                                         
Balance at July 31, 2023   7,450   $74   $32,074   $(9,252)  $1,241   $24,137   $(5,655)  $18,482 

 

See Notes to Condensed Consolidated Financial Statements.

 

Page 9 

FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

NINE MONTHS ENDED JULY 31, 2024 AND 2023

(Unaudited)

 

   Nine Months Ended 
   July 31, 
   2024   2023 
   (In Thousands of Dollars) 
Operating activities:          
Net income (loss)  $16,068   $(1,086)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:          
Net loss on sale of Maryland properties   171    1,003 
Depreciation   2,249    2,198 
Amortization   492    437 
Stock based compensation expense   1    11 
Director fees and related interest paid in stock units   
    26 
Stock awards granted to directors   141    140 
Loss on investment in tenancy-in-common   143    231 
Deferred rents - straight line rent   88    91 
Bad debt expense   116    26 
Accreted interest on investment in U.S. Treasury securities   (595)   (154)
Changes in operating assets and liabilities:          
Tenants' security accounts   (40)   (33)
Accounts receivable, prepaid expenses and other assets   (191)   397 
Accounts payable, accrued expenses and deferred director compensation payable   1,318    (1,694)
Deferred revenue   21    285 
Net cash provided by operating activities   19,982    1,878 
Investing activities:          
Cash outlays from sale of Maryland properties, net   (171)   (844)
Purchase of U.S. Treasury securities   (26,759)   (31,752)
Proceeds from maturities of U.S. Treasury securities   34,002    11,380 
Capital improvements - existing properties   (697)   (1,154)
Deferred leasing costs   (88)   (140)
Due from Pierre TIC for reimbursement of costs   (166)   
 
Distribution from investment in tenancy-in-common   455    390 
Net cash provided by (used in) investing activities   6,576    (22,120)
Financing activities:          
Repayment of mortgages   (8,819)   (1,124)
Proceeds from exercise of stock options   
    1,263 
Deferred financing costs   (207)   (604)
Dividends paid   (1,117)   (11,486)
Distributions to noncontrolling interests in subsidiaries   (1,020)   (3,295)
Net cash used in financing activities   (11,163)   (15,246)
Net increase (decrease)  in cash, cash equivalents and restricted cash   15,395    (35,488)
Cash, cash equivalents and restricted cash, beginning of period   18,356    58,500 
Cash, cash equivalents and restricted cash, end of period  $33,751   $23,012 
           
Supplemental disclosure of cash flow data:          
Interest paid  $5,061   $5,461 
           
Supplemental schedule of non cash activities:          
Investing activities:          
Accrued transactional costs for sale of the Maryland properties  $
   $159 
Accrued capital expenditures, construction costs and pre-development costs  $107   $38 
Financing activities:          
Dividends declared but not paid  $373   $2,235 
           
The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets:          
           
Cash and cash equivalents  $29,429   $17,757 
Tenants' security accounts   921    978 
Funds held in post-closing escrow   189    883 
Mortgage escrows (included in prepaid expenses and other assets)   3,212    3,394 
Total cash, cash equivalents and restricted cash  $33,751   $23,012 

 

See Notes to Condensed Consolidated Financial Statements.  

 

 

Page 10 

FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

Note 1 - Basis of presentation:

 

First Real Estate Investment Trust of New Jersey was organized on November 1, 1961 as a New Jersey Business Trust. On July 1, 2021, First Real Estate Investment Trust of New Jersey completed the change of its form of organization from a New Jersey real estate investment trust to a Maryland corporation (the “Reincorporation”) which was approved by its stockholders at the annual meeting of stockholders held on May 6, 2021. The Reincorporation changed the law applicable to First Real Estate Investment Trust of New Jersey’s affairs from New Jersey law to Maryland law and was accomplished by the merger of First Real Estate Investment Trust of New Jersey with and into its wholly owned subsidiary, First Real Estate Investment Trust of New Jersey, Inc. (“FREIT”, “Trust”, “us”, “we”, “our” or the “Company”), a Maryland corporation. As a result of the Reincorporation, the separate existence of First Real Estate Investment Trust of New Jersey has ceased and FREIT has succeeded to all the business, properties, assets and liabilities of First Real Estate Investment Trust of New Jersey. Holders of shares of beneficial interest in First Real Estate Investment Trust of New Jersey have received one newly issued share of common stock of FREIT for each share of First Real Estate Investment Trust of New Jersey that they own, without any action of stockholders required and all treasury stock held by First Real Estate Investment Trust of New Jersey was retired.

 

FREIT is organized and will continue to operate in such a manner as to qualify for taxation as a REIT under the Internal Revenue Code of 1986, as amended, and its stock is traded on the over-the-counter market under the trading symbol FREVS.

 

The accompanying interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial statements and pursuant to the rules of the Securities and Exchange Commission (“SEC”). Accordingly, certain information and footnotes required by GAAP for complete financial statements have been omitted. It is the opinion of management that all adjustments considered necessary for a fair presentation have been included, and that all such adjustments are of a normal recurring nature.

 

The consolidated results of operations for the nine and three-month periods ended July 31, 2024 are not necessarily indicative of the results to be expected for the full year or any other period. The unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in FREIT’s Annual Report on Form 10-K for the year ended October 31, 2023.

 

Note 2 – Recently issued accounting standards:

 

In March 2020 and January 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2020-04 “Reference Rate Reform (ASC 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting”, and ASU 2021-01 “Reference Rate Reform (ASC 848): Scope” which provides temporary optional guidance to ease the potential burden in accounting for reference rate reform in contracts and other transactions that reference the London Interbank Offered Rate or another reference rate expected to be discontinued because of reference rate reform, if certain criteria are met. ASU 2020-04 and ASU 2021-01 are effective for all entities as of March 12, 2020 through the recently deferred date of December 31, 2024. We currently do not anticipate the need to modify our existing debt agreements as a result of reference rate reform in the current year, however if any modification is executed as a result of reference rate reform, the Company will elect the optional expedient available under ASU 2020-04 and ASU 2021-01, which allows entities to account for the modification as if the modification was not substantial. We will disclose the nature of and reason for electing the optional expedient in each interim and annual financial statement period if and when applicable through December 31, 2024.

 

In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”) to improve reportable segment disclosure requirements, primarily through enhanced disclosure about significant segment expenses. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact that the updated standard will have on its financial statement disclosure.

 

Note 3 – Dividends and earnings (loss) per share:

 

The FREIT Board of Directors (“Board”) declared a dividend of approximately $373,000 ($0.05 per share) in the third quarter of Fiscal 2024, which will be paid on September 13, 2024 to stockholders of record on August 30, 2024.

 

Basic earnings (loss) per share is calculated by dividing net income attributable to common equity (numerator) by the weighted average number of shares outstanding during each period (denominator). The calculation of diluted earnings per share is similar to that of basic earnings per share, except that the denominator is increased to include the number of additional shares that would have been outstanding if all potentially dilutive shares, such as those issuable upon the exercise of stock options, were issued during the period using the Treasury Stock method. Under the Treasury Stock method, the assumption is that the proceeds received upon exercise of the options, including the unrecognized stock option compensation expense attributable to future services, are used to

 

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repurchase FREIT’s stock at the average market price during the period, thereby increasing the number of shares to be added in computing diluted earnings per share. For both the nine and three months ended July 31, 2024, the outstanding stock options increased the average dilutive shares outstanding by approximately 3,000 and 4,000 shares, respectively, with no impact on earnings per share. For the nine and three months ended July 31, 2023, the outstanding stock options increased the average dilutive shares outstanding by approximately 6,000 and 0 shares, respectively, with no impact on earnings (loss) per share. There were no anti-dilutive shares for the nine and three months ended July 31, 2024 and 2023. Anti-dilutive shares consist of out-of-the money stock options under the Equity Incentive Plan (See Note 13).

 

Note 4 – Fair Value Measurements: 

 

Financial assets that are measured at fair value on our condensed consolidated balance sheets consist of (i) investments in U.S. Treasury securities (classified as available for sale) and (ii) interest rate swap contracts.

 

In accordance with ASC Topic 320, “Investments – Debt Securities”, FREIT is accounting for the investments in U.S. Treasury securities classified as available for sale in the amount of approximately $16,919,000 and $23,593,000, as of July 31, 2024 and October 31, 2023, respectively, at fair value. Any changes in the value of these securities are recorded as an unrealized gain or loss in other comprehensive income (loss). At maturity, the realized gain or loss related to these investments is recognized in investment income in the condensed consolidated statements of operations. For the nine and three months ended July 31, 2024, FREIT recorded an unrealized loss of approximately $26,000 and $6,000, respectively, in the condensed consolidated statements of comprehensive income (loss) representing the change in the fair value of these available for sale investments in U.S. Treasury securities during such periods. There was no unrealized gain or loss recorded for the nine and three months ended July 31, 2023. The fair values are based on quoted market prices (level 1 in the fair value hierarchy as provided by authoritative guidance).

 

In accordance with “Accounting Standards Codification Topic 815, Derivatives and Hedging ("ASC 815")”, FREIT has been accounting for the FREIT Regency, LLC (“Regency”) and Station Place on Monmouth (“Station Place”) interest rate swap contracts as cash flow hedges marking these contracts to market, taking into account present interest rates compared to the contracted fixed rate over the life of the contract and recording the unrealized gain or loss on the swaps in comprehensive income (loss). For the nine and three months ended July 31, 2024, FREIT recorded an unrealized loss of approximately $700,000 and $427,000, respectively, in the condensed consolidated statements of comprehensive income (loss) representing the change in the fair value of these cash flow hedges during such periods. For the nine and three months ended July 31, 2023, FREIT recorded an unrealized loss of approximately $168,000 and an unrealized gain of $389,000, respectively, in the condensed consolidated statements of comprehensive income (loss) representing the change in the fair value of these cash flow hedges during such periods. As of July 31, 2024, there was an asset of approximately $163,000 for the Regency swap and $473,000 for the Station Place swap. As of October 31, 2023, there was an asset of approximately $459,000 for the Regency swap and $877,000 for the Station Place swap. The fair values are based on observable inputs (level 2 in the fair value hierarchy as provided by authoritative guidance).

 

Note 5 – Investment in tenancy-in-common:

 

On February 28, 2020, FREIT reorganized its subsidiary S and A Commercial Associates Limited Partnership (“S&A”) from a partnership into a tenancy-in-common form of ownership (“TIC”). Prior to this reorganization, FREIT owned a 65% partnership interest in S&A, which owned 100% of the Pierre Towers property located in Hackensack, New Jersey through its 100% interest in Pierre Towers, LLC. Pursuant to the TIC agreement, FREIT ultimately acquired a 65% undivided interest in the Pierre Towers property, which was formerly owned by S&A. While FREIT’s effective ownership percentage in the Pierre Towers property remained unchanged after the reorganization to a TIC, FREIT no longer has a controlling interest in the TIC as the TIC is now under joint control. Based on the guidance of ASC 810, “Consolidation”, FREIT’s investment in the TIC is accounted for under the equity method of accounting.

 

FREIT’s investment in the TIC was approximately $17.7 million and $18.1 million at July 31, 2024 and October 31, 2023, respectively. For the nine and three months ended July 31, 2024, FREIT recognized a loss on investment in TIC of approximately $143,000 and $96,000, respectively, in the accompanying condensed consolidated statements of operations. Additionally, because the Pierre Towers property was part of the original portfolio sale to Sinatra Properties, LLC (“Sinatra”), approximately $166,000 in expenses previously paid by and due to FREIT for the terminated Sinatra transaction (See Note 6) have been recorded in the “investment in tenancy-in-common” line item on FREIT’s condensed consolidated balance sheet as of July 31, 2024. For the nine and three months ended July 31, 2023, FREIT recognized a loss on investment in TIC of approximately $231,000 and $43,000, respectively, in the accompanying condensed consolidated statements of operations.

 

Hekemian & Co., Inc. (“Hekemian & Co.”) manages the Pierre Towers property pursuant to a management agreement between the owners of the TIC and Hekemian & Co. dated as of February 28, 2020, which was for an initial term of one (1) year and which renews for successive one (1) year terms unless either party gives written notice of termination to the other party at least sixty (60) days prior to the end of the then-current term. The management agreement was renewed for a successive one (1) year term expiring on February 28, 2025.

 

The management agreement requires the payment of management fees equal to 5% of rents collected. Management fees, charged to operations, were approximately $318,000 and $108,000 for the nine and three months ended July 31, 2024, respectively, and

 

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$313,000 and $105,000 for the nine and three months ended July 31, 2023, respectively. The Pierre Towers property also uses the resources of the Hekemian & Co. insurance department to secure various insurance coverages for its property. Hekemian & Co. is paid a commission for these services. Such commissions were charged to operations and amounted to approximately $55,000 for both the nine and three months ended July 31, 2024 and $51,000 for both the nine and three months ended July 31, 2023.

 

The following table summarizes the balance sheets of the Pierre Towers property as of July 31, 2024 and October 31, 2023, accounted for by the equity method:

  

   July 31,   October 31, 
   2024   2023 
   (In Thousands of Dollars) 
         
Real estate, net  $73,041   $74,202 
Cash and cash equivalents   1,736    2,256 
Tenants' security accounts   519    478 
Receivables and other assets   679    455 
Total assets  $75,975   $77,391 
           
Mortgages payable, net of unamortized debt issuance costs  $47,653   $48,516 
Accounts payable and accrued expenses   452    295 
Reimbursement due to FREIT   166    
 
Tenants' security deposits   524    496 
Deferred revenue   197    181 
Equity   26,983    27,903 
Total liabilities & equity  $75,975   $77,391 
           
FREIT's investment in TIC (65% interest)  $17,539   $18,137 
Reimbursement due to FREIT   166    
 
FREIT's net investment in TIC  $17,705   $18,137 

 

The following table summarizes the statements of operations of the Pierre Towers property for the nine and three months ended July 31, 2024 and 2023, accounted for by the equity method:

  

   Nine Months Ended July 31,   Three Months Ended July 31, 
   2024   2023   2024   2023 
   (In Thousands of Dollars)   (In Thousands of Dollars) 
                 
Revenue  $6,416   $6,196   $2,173   $2,100 
Operating expenses   3,685    3,700    1,230    1,215 
Depreciation   1,674    1,655    559    554 
Operating income   1,057    841    384    331 
                     
Interest income   59    
    22    
 
Sinatra expenses due to FREIT   (166)   
    (166)   
 
Interest expense including amortization of deferred financing costs   (1,170)   (1,196)   (388)   (397)
                     
Net loss  $(220)  $(355)  $(148)  $(66)
                     
FREIT's loss on investment in TIC (65% interest)  $(143)  $(231)  $(96)  $(43)

 

Note 6 – Termination of Purchase and Sale Agreement:

 

As FREIT previously reported, on June 26, 2024, a settlement was reached between FREIT and certain of its affiliates and Sinatra and Kushner Companies, LLC, (the “Kushner Parties”) regarding previously reported ongoing litigation. The litigation involved a dispute between the parties related to a purchase and sale agreement entered into on January 14, 2020. All settlement payments have been received by FREIT and its affiliates.

 

Legal costs attributed to the legal proceeding between FREIT and certain of its affiliates and Sinatra have been incurred in the amount of approximately $881,000 and $369,000 for the nine and three months ended July 31, 2024, respectively, and $798,000 and $407,000 for the nine and three months ended July 31, 2023, respectively, and are included in operating expenses on the condensed consolidated statements of operations.

 

 

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The litigation settlement, offset by certain adjustments and additional expenses, was included as income in “Litigation settlement, net of fees” on the accompanying condensed consolidated statements of operations for the nine and three months ended July 31, 2024. The settlement triggered the following items:

 

A transaction break-up fee due to the originating third party broker of approximately $605,000 and a four-year litigation management fee of $750,000 due to Hekemian & Co., Inc.

 

  Reimbursement of costs related to this transaction of $166,000 due to FREIT from the Pierre TIC.

 

Approximately $2.6 million, comprising $4.5 million of the gross settlement income, less litigation and certain transaction expenses totaling approximately $1.9 million, was allocated to Westwood Hills, LLC. This allocation was based on the pro-rata share of the contracted sales prices between the companies. Of the net amount, approximately $1 million is FREIT’s share based on its 40% ownership of Westwood Hills, LLC.

 

Note 7 – Maryland property dispositions:

 

On November 22, 2021, certain affiliates (the “Maryland Sellers”) of FREIT entered into a Purchase and Sale Agreement (the “Maryland Purchase and Sale Agreement”) with MCB Acquisition Company, LLC (the “Maryland Purchaser”), a third party, pursuant to which the Maryland Sellers agreed to sell three properties to the Maryland Purchaser. The properties consisted of retail and office space and a residential apartment community owned by Grande Rotunda, LLC (the “Rotunda Property”), a shopping center owned by Damascus Centre, LLC (the “Damascus Property”), and a shopping center owned by WestFREIT Corp. (the “Westridge Square Property”). FREIT owns 100% of its subsidiary, WestFREIT Corp. (“WestFREIT”), a 60% interest in Grande Rotunda, LLC (“Grande Rotunda”), the joint venture that owned the Rotunda Property, and a 70% interest in Damascus Centre, LLC (“Damascus Centre”), the joint venture that owned the Damascus Property.

 

The sale of the Maryland Properties having a total net book value of $172.3 million (as adjusted) was consummated by the Maryland Sellers and the Maryland Purchaser for a purchase price of $248,750,269, after giving effect to the $15,526,731 escrow deposit (the “Maryland Purchaser Escrow Payment”). This sale resulted in net proceeds of approximately $58.7 million (inclusive of approximately $0.5 million in funds released from the Maryland Purchaser Escrow Payment for the nine months ended July 31, 2024), after payment of related mortgage debt in the amount of $155.8 million and the corresponding swap breakage fees of approximately $213,000 related to the early termination of the interest rate swap contracts on the Damascus Property loan, payment of loans (including interest) to each of the equity owners in Grande Rotunda in the amount of approximately $31 million and certain transactional expenses and transfer taxes including brokerage fees due to Hekemian & Co. of approximately $6.4 million (see Note 8 for additional details). As of July 31, 2024, approximately $7,084,000 of the Maryland Purchaser Escrow Payment has been released from escrow to the Maryland Sellers. The escrow and related gain on sale were reduced by approximately $171,000 and $0 for the nine and three months ended July 31, 2024, respectively, and $1,003,000 and $557,000 for the nine and three months ended July 31, 2023, respectively, due to a change in estimate related to a change in the timing of anticipated rent commencement dates for certain tenants, which will reduce the escrowed funds available to be released to Grande Rotunda. Approximately $0.2 million and $0.9 million of remaining funds are held in a post-closing escrow for rents and are included in “Funds held in post-closing escrow” on the accompanying condensed consolidated balance sheets as of July 31, 2024 and October 31, 2023, respectively. These funds held in post-closing escrow are anticipated to be released by the end of Fiscal 2026. The sale of the Maryland Properties resulted in a net gain of approximately $67.6 million (as adjusted) (FREIT’s share is approximately $44.9 million) which includes approximately $7.3 million of proceeds released and anticipated to be released from funds held in escrow, a write-off of the straight-line rent receivable of approximately $2.9 million and a write-off of unamortized lease commissions of approximately $1.7 million.

 

On August 4, 2022, FREIT’s Board declared a special, extraordinary, non-recurring cash distribution of approximately $51.5 million, or $7.50 per share, which was paid on August 30, 2022, to stockholders of record on August 16, 2022 (with an ex-dividend date of August 31, 2022). This distribution represented most of the net proceeds of FREIT’s sale of its portfolio of Maryland Properties.

 

On July 12, 2023, FREIT’s Board declared an ordinary dividend of $0.05 per share and a special dividend of $0.25 per share to distribute funds released in Fiscal 2023 from the post-closing rent escrow established in connection with the sale of its portfolio of Maryland Properties. The total dividend of $0.30 per share was paid on September 15, 2023 to holders of record of said shares at the close of business on September 1, 2023.

 

As the disposal of the Maryland Properties did not represent a strategic shift that would have a major impact on FREIT’s operations or financial results, the properties’ operations were not reflected as discontinued operations in the accompanying condensed consolidated financial statements.

 

Note 8 - Management agreement, fees and transactions with related party:

 

Hekemian & Co. currently manages all of the properties owned by FREIT and its affiliates. The management agreement between FREIT and Hekemian & Co. dated as of November 1, 2001 (“Management Agreement”) will expire on October 31, 2025 and is automatically renewed for successive periods of two years unless either party gives not less than six (6) months prior notice of non-renewal.

 

 

Page 14 

The Management Agreement requires the payment of management fees equal to 4% to 5% of rents collected. Such fees charged to operations were approximately $1,011,000 and $1,002,000 for the nine months ended July 31, 2024 and 2023, respectively, and $343,000 for both the three months ended July 31, 2024 and 2023, respectively. In addition, the Management Agreement provides for the payment to Hekemian & Co. of leasing commissions, as well as the reimbursement of certain operating expenses, such as payroll and insurance costs, incurred on behalf of FREIT. Such commissions and reimbursements amounted to approximately $449,000 and $477,000 for the nine months ended July 31, 2024 and 2023, respectively, and $133,000 and $155,000 for the three months ended July 31, 2024 and 2023, respectively. FREIT also uses the resources of the Hekemian & Co. insurance department to secure various insurance coverages for its properties and subsidiaries. Hekemian & Co. is paid a commission for these services. Such commissions, charged to operations, were approximately $177,000 and $166,000 for the nine months ended July 31, 2024 and 2023, respectively, and $117,000 and $101,000 for the three months ended July 31, 2024 and 2023, respectively.

 

From time to time, FREIT engages Hekemian & Co., or certain affiliates of Hekemian & Co., to provide additional services, such as consulting services related to development, property sales and financing activities of FREIT. Separate fee arrangements are negotiated between Hekemian & Co. and FREIT with respect to such additional services. Such fees incurred for the nine and three months ended July 31, 2024 were approximately $89,000 and $0, respectively, and for the nine and three months ended July 31, 2023 were approximately $180,000 and $159,000, respectively. Fees incurred during Fiscal 2024 related to commissions to Hekemian & Co. for the following: $32,500 for the renewal of FREIT’s line of credit; $22,400 for the modification and extension of the loan on the Steuben Arms property; $21,100 for the extension of the loan on the Westwood Plaza property; and $13,400 for the additional proceeds received from the post-closing rent escrow for the sale of the Rotunda Property. Fees incurred during Fiscal 2023 related to commissions to Hekemian & Co. for the following: $129,000 for the additional proceeds received from the post-closing rent escrow for the sale of the Rotunda Property; $20,000 for the additional proceeds received from the post-closing rent escrow for the sale of the Westridge Square Property; $10,000 for the additional proceeds received from the post-closing rent escrow for the sale of the Damascus Property; and $21,000 for the modification and extension of the loan on the Westwood Plaza property. The commissions for the renewal of FREIT’s line of credit and the modification and extension of the loans were accounted for as a deferred mortgage cost and included in the unamortized debt issuance costs in the accompanying condensed consolidated balance sheets as of July 31, 2024 and October 31, 2023. The commissions related to the sale of the Rotunda Property, the Damascus Property and the Westridge Square Property were charged against the gain on sale of the Maryland Properties (See Note 7) in the accompanying condensed consolidated statements of operations for the nine months ended July 31, 2024 and 2023.

 

In connection with the litigation settlement received in the third quarter of Fiscal 2024, FREIT’s Board of Directors approved payment of a litigation management fee in the amount of $750,000 to Hekemian & Co. for its work performed related to this litigation over the past four years. Additionally, approximately $2.6 million, comprising $4.5 million of the settlement income less litigation and certain transaction expenses totaling approximately $1.9 million, was allocated to Westwood Hills, LLC. This allocation was based on the pro-rata share of the contracted sales prices between the companies. Of the net amount, approximately $1 million is FREIT’s share based on its 40% ownership of Westwood Hills, LLC. See Note 6 for additional details.

 

Robert S. Hekemian, Jr., Chief Executive Officer, President and a Director of FREIT, is the Chief Executive Officer of Hekemian & Co. David B. Hekemian, a Director of FREIT, is the President of Hekemian & Co. Allan Tubin, Chief Financial Officer and Treasurer of FREIT, is the Chief Financial Officer of Hekemian & Co. Director fee expense and/or executive compensation (including interest, dividends and stock awards) incurred by FREIT for the nine months ended July 31, 2024 and 2023 was approximately $515,000 and $479,000, respectively, for Robert S. Hekemian, Jr., $34,000 and $32,000, respectively, for Allan Tubin and $65,000 and $61,000, respectively, for David Hekemian. Such costs are included within operating expenses on the accompanying condensed consolidated statements of operations. Director fee expense and/or executive compensation (including stock awards) incurred by FREIT for the three months ended July 31, 2024 and 2023 was approximately $165,000 and $165,000, respectively, for Robert S. Hekemian, Jr., $11,000 and $11,000, respectively, for Allan Tubin and $15,000 and $15,000, respectively, for David Hekemian (See Notes 13 and 14). Such costs are included within operating expenses on the accompanying condensed consolidated statements of operations.

 

Note 9 – Mortgage financings and line of credit:

 

On December 1, 2023, the mortgage secured by an apartment building located in River Edge, New Jersey came due. Provident Bank extended the initial maturity date of this loan for a 90-day period with a maturity date of March 1, 2024 and further extended this loan for another 60-day period with a new maturity date of June 1, 2024, based on the same terms and conditions of the existing loan agreement. On May 1, 2024, FREIT entered into a loan extension and modification agreement with Provident Bank, effective June 1, 2024, with a then outstanding loan balance of approximately $8.9 million. Under the terms and conditions of this loan extension and modification, the maturity date of this loan is extended for three years to May 31, 2027, requires monthly installments of principal and interest of approximately $58,016 and is based on a fixed interest rate of 6.75%.

 

Effective February 1, 2023, FREIT entered into a loan extension and modification agreement with Valley National Bank on its loan secured by the Westwood Plaza shopping center located in Westwood, New Jersey with a then outstanding balance of approximately $16,864,361. Under the terms and conditions of this loan extension and modification, the maturity date of the loan was extended for a term of one (1) year from February 1, 2023 to February 1, 2024 with the option of FREIT to extend for one additional year from the extended maturity date, subject to certain provisions of the loan agreement. The loan was based on a fixed interest rate of 7.5%

 

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and was payable based on monthly installments of principal and interest of approximately $157,347. Additionally, FREIT funded an interest reserve escrow account (“Escrow”) at closing representing the annualized principal and interest payments for one (1) year, amounting to approximately $1,888,166. On October 31, 2023, FREIT exercised its right, pursuant to the loan agreement, to extend the term of this loan for one additional year from an initial maturity date of February 1, 2024 to a new maturity date of February 1, 2025. This loan extension is based on a fixed interest rate of 8.5% and is payable based on monthly installments of principal and interest of approximately $166,727. Additionally, FREIT funded the Escrow with an additional $112,556 increasing the Escrow balance to $2,000,722, which represents the annualized principal and interest payments for one (1) year under this loan extension. This Escrow is held at Valley National Bank and in the event of a default on this loan, the bank shall be permitted to use the proceeds from the Escrow to make monthly debt service payments on the loan.

 

On October 31, 2023, FREIT exercised its right, pursuant to the loan agreement, to extend the term of its $7.5 million loan on its property located in Rockaway, New Jersey, for an additional one year from an initial maturity date of January 1, 2024 to a new maturity date of January 1, 2025. The loan extension would have been based on a fixed interest rate of approximately 7.44%. On January 11, 2024, FREIT used cash on hand to fully repay this loan with a balance of $7.5 million.

 

On August 3, 2023, Westwood Hills refinanced its $25,000,000 loan (which would have matured on October 1, 2023) with a new loan held by Minnesota Life Insurance Company in the amount of $25,500,000. This loan is based on a fixed interest rate of 6.05%, provides for monthly payments of principal and interest of $153,706 and has a term of three years with a maturity date of September 1, 2026. This refinancing resulted in a decrease in the interest rate from a variable interest rate of approximately 9.21% (at the time of the refinancing) to a fixed interest rate of 6.05%.

 

FREIT’s revolving line of credit provided by Provident Bank was renewed for a three-year term ending on October 31, 2026. Draws against the credit line can be used for working capital needs and standby letters of credit. Draws against the credit line are secured by mortgages on FREIT’s Franklin Crossing Shopping Center in Franklin Lakes, New Jersey and retail space in Glen Rock, New Jersey. The total line of credit is $13 million and the interest rate on the amount outstanding is based on a floating interest rate of prime minus 25 basis points with a floor of 6.75%. As of July 31, 2024 and October 31, 2023, there was no amount outstanding and $13 million was available under the line of credit.

 

While FREIT intends to renew or refinance its debt obligations as they become due, there can be no assurance that it will be successful or, if successful, that the new terms will be similar to the terms of its existing debt obligations or as favorable.

 

Note 10 – Fair value of long-term debt:

 

The following table shows the estimated fair value and net carrying value of FREIT’s long-term debt at July 31, 2024 and October 31, 2023:

 

($ in Millions)   July 31, 2024   October 31, 2023
         
Fair Value   $125.3   $130.8
         
Carrying Value, Net $128.4   $137.1

 

Fair values are estimated based on market interest rates at July 31, 2024 and October 31, 2023 and on a discounted cash flow analysis. Changes in assumptions or estimation methods may significantly affect these fair value estimates. The fair value is based on observable inputs (level 2 in the fair value hierarchy as provided by authoritative guidance).

 

Note 11 - Segment information:

 

ASC 280-10, "Disclosures about Segments of an Enterprise and Related Information", establishes standards for reporting financial information about operating segments in interim and annual financial reports and provides for a "management approach" in identifying the reportable segments. FREIT has determined that it has two reportable segments: commercial properties and residential properties. These reportable segments offer different types of space, have different types of tenants, and are managed separately because each requires different operating strategies and management expertise. The commercial segment is comprised of five (5) properties and the residential segment is comprised of six (6) properties.

 

The accounting policies of the segments are the same as those described in Note 1 in FREIT’s Annual Report on Form 10-K for the fiscal year ended October 31, 2023. The chief operating and decision-making group responsible for oversight and strategic decisions of FREIT's commercial segment, residential segment and corporate/other is comprised of FREIT’s Board.

 

FREIT, through its chief operating and decision making group, assesses and measures segment operating results based on net operating income ("NOI"). NOI, a standard used by real estate professionals, is based on operating revenue and expenses directly associated with the operations of the real estate properties, but excludes: deferred rents (straight lining), depreciation, financing costs and other items. NOI is not a measure of operating results or cash flows from operating activities as measured by GAAP, and is not necessarily indicative of cash available to fund cash needs and should not be considered an alternative to cash flows as a measure of liquidity.

 

 

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Real estate rental revenue, operating expenses, NOI and recurring capital improvements for the reportable segments are summarized below and reconciled to condensed consolidated net income (loss) attributable to common equity for the nine and three months ended July 31, 2024 and 2023. Asset information is not reported since FREIT does not use this measure to assess performance.

  

   Nine Months Ended   Three Months Ended 
   July 31,   July 31, 
   2024   2023   2024   2023 
   (In Thousands of Dollars)   (In Thousands of Dollars) 
Real estate rental revenue:                    
Commercial  $5,921   $6,613   $1,857   $2,275 
Residential   15,588    14,669    5,320    5,036 
Total real estate rental revenue   21,509    21,282    7,177    7,311 
                     
Real estate operating expenses:                    
Commercial   3,694    3,782    1,101    1,294 
Residential   6,674    6,526    2,219    2,189 
Total real estate operating expenses   10,368    10,308    3,320    3,483 
                     
Net operating income:                    
Commercial   2,227    2,831    756    981 
Residential   8,914    8,143    3,101    2,847 
Total net operating income  $11,141   $10,974   $3,857   $3,828 
                     
                     
 Recurring capital improvements - residential  $(483)  $(407)  $(218)  $(117)
                     
                     
Reconciliation to condensed consolidated net income (loss) attributable to common equity:           
Segment NOI  $11,141   $10,974   $3,857   $3,828 
Deferred rents - straight lining   (88)   (91)   (30)   (15)
Investment income   1,082    682    396    275 
Litigation settlement, net of fees   15,711    
    15,711    
 
General and administrative expenses   (3,752)   (3,361)   (929)   (1,559)
Loss on investment in tenancy-in-common   (143)   (231)   (96)   (43)
Depreciation   (2,249)   (2,198)   (735)   (744)
Net loss on sale of Maryland properties   (171)   (1,003)   
    (557)
Financing costs   (5,463)   (5,858)   (1,839)   (2,031)
Net income (loss)   16,068    (1,086)   16,335    (846)
Net (income) loss attributable to noncontrolling interests in subsidiaries   (1,256)   1,190    (1,544)   434 
Net income (loss) attributable to common equity  $14,812   $104   $14,791   $(412)

 

Note 12 – Income taxes:

 

FREIT has elected to be treated as a REIT for federal income tax purposes and as such intends to distribute at least 90% of its ordinary taxable income (to maintain its status as a REIT) to its stockholders as dividends for the fiscal year ending October 31, 2024. There was no taxable income or capital gain for the fiscal year ended October 31, 2023. Accordingly, no provision for federal or state income taxes was recorded in FREIT’s condensed consolidated financial statements for the nine and three months ended July 31, 2024 and 2023.

 

As of July 31, 2024, FREIT had no material uncertain income tax positions. The tax years subsequent to and including the fiscal year ended October 31, 2021 remain open to examination by the major taxing jurisdictions.

 

Note 13 – Equity Incentive Plan:

 

On March 22, 2024, in accordance with FREIT’s Equity Incentive Plan (the “Plan”), the Compensation Committee of FREIT’s Board recommended to the Board and the Board approved that for services rendered and to be rendered in Fiscal 2024, in lieu of cash compensation in the amount of $20,000, each director was awarded shares of Common Stock, $0.01 par value, (the “Shares”) in FREIT. Based on the closing price of FREIT’s Shares on March 22, 2024 of $16.25 per Share, the Board approved an award of 1,230 Shares of FREIT to each director serving on FREIT’s Board. As such, 1,230 Shares were issued to each director on March 22, 2024 and upon issuance were deemed fully paid and non-assessable.

 

On March 9, 2023, in accordance with the Plan, the Compensation Committee of FREIT’s Board recommended to the Board and the Board approved that for services rendered and to be rendered in Fiscal 2023, in lieu of cash compensation in the amount of $20,000, each director was awarded Shares in FREIT. Based on the closing price of FREIT’s Shares on March 9, 2023 of $15.50 per Share, the Board approved an award of 1,290 Shares of FREIT to each director serving on FREIT’s Board. As such, 1,290 Shares were issued to each director on March 9, 2023 and upon issuance were deemed fully paid and non-assessable. Additionally, the

 

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Compensation Committee recommended to the Board and the Board approved other adjustments to the compensation to be paid to directors and the executive officers of FREIT.

 

As of July 31, 2024, 424,420 shares are available for issuance under the Plan.

 

The following table summarizes stock option activity for the nine and three months ended July 31, 2024 and 2023:

 

   Nine and Three Months Ended July 31, 
   2024 
   No. of Options   Weighted Average 
   Outstanding   Price 
Options outstanding at beginning of period   8,440   $9.21 
Options granted during period   
    
 
Options forfeited/cancelled during period   
    
 
Options exercised during period   
    
 
Options outstanding at end of period   8,440   $9.21 
Options vested   8,440      
Options exercisable at end of period   8,440      

 

   Nine Months Ended July 31,   Three Months Ended July 31, 
   2023   2023 
   No. of Options   Weighted Average   No. of Options   Weighted Average 
   Outstanding   Price   Outstanding   Price 
Options outstanding at beginning of period   126,140   $10.64    12,240   $8.84 
Options granted during period   
    
    
    
 
Options forfeited/cancelled during period   
    
    
    
 
Options exercised during period   (117,700)   (10.74)   (3,800)   (8.00)
Options outstanding at end of period   8,440   $9.21    8,440   $9.21 
Options vested and expected to vest   8,290         8,290      
Options exercisable at end of period   7,440         7,440      

 

For the nine and three months ended July 31, 2024, compensation expense related to stock options vested amounted to approximately $1,000 and $0, respectively. For the nine and three months ended July 31, 2023, compensation expense related to stock options vested amounted to approximately $10,000 and $1,000, respectively. At July 31, 2024, all stock options were fully vested and exercisable with no compensation cost remaining to be recognized. The aggregate intrinsic value of options vested and exercisable at July 31, 2024 was approximately $74,000. For the nine and three months ended July 31, 2024, there were no options exercised. For the nine and three months ended July 31, 2023, 117,700 and 3,800 options, respectively, were exercised for an aggregate amount of approximately $1.3 million and $30,000, respectively.

 

Note 14 – Termination of Deferred Fee Plan:

 

On November 4, 2021 (the “Adoption Date”), the Board approved the termination of the Deferred Fee Plan resulting in the termination of the deferral of fees on December 31, 2021 with any subsequent fees earned by a participant being paid in cash. Consistent with the termination of the Deferred Fee Plan, payment related to each participant’s cash account (in the form of a cash lump sum payment) and share unit account (in the form of the issuance of common stock) (collectively “the Deferred Fee Plan Termination Payment”) was made to each participant no earlier than twelve (12) months and one day after, and no later than twenty-four (24) months, after the Adoption Date. Any interest earned on the participant’s cash account along with dividends (if any) earned on share units, continued to accrue in share units on each participant’s account until final payment was made. On January 20, 2023, in accordance with the Deferred Fee Plan Termination Payment, total payments related to the cash accounts of all participants of approximately $2,317,000 (consisting of approximately $1,366,000 of cumulative fees and approximately $951,000 of accrued interest) which had been deferred as of November 1, 2014, was paid in full to each respective participant with no remaining balance due. Additionally, payment related to each participant’s share unit account was made in the form of the issuance of stock to each respective participant resulting in the issuance of 274,509 shares of common stock for each of the 274,509 vested share units. There were no remaining vested share units to be paid in the form of the issuance of stock.

 

Note 15 – Rental Income:

 

Commercial tenants:

 

Fixed lease income under our commercial operating leases generally includes fixed minimum lease consideration, which is accrued on a straight-line basis over the terms of the leases. Variable lease income includes consideration based on sales, as well as reimbursements for real estate taxes, maintenance, insurance and certain other operating expenses of the properties.

 

 

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Minimum fixed lease consideration (in thousands of dollars) under non-cancelable tenant operating leases for each of the next five years and thereafter, excluding variable lease consideration and rents from tenants for which collectability is deemed to be constrained, for the years ending October 31, as of July 31, 2024, is as follows:

 

Year Ending October 31,  Amount 
2024  $5,064 
2025   4,382 
2026   3,493 
2027   2,299 
2028   1,301 
Thereafter   4,175 
Total  $20,714 

 

The above amounts assume that all leases that expire are not renewed and, accordingly, neither month-to-month nor rentals from replacement tenants are included.

 

Minimum future rentals do not include contingent rentals, which may be received under certain leases on the basis of percentage of reported tenants' sales volume. Rental income that is contingent on future events is not included in income until the contingency is resolved. Contingent rentals included in income for the nine and three months ended July 31, 2024 and 2023 were not material.

 

Residential tenants:

 

Lease terms for residential tenants are usually one to two years.

 

Note 16 – Stockholder Rights Plan:

 

On July 28, 2023, FREIT’s Board adopted a stockholder rights plan, as set forth in the Stockholder Rights Agreement, dated July 31, 2023, between the Company and Computershare Trust Company, N.A., as Rights Agent (the “Rights Agreement”). Pursuant to the terms of the Rights Agreement, the Board declared a dividend distribution of one Preferred Stock Purchase Right (a “Right”) for each outstanding share of common stock, par value $0.01 per share, of the Company (the “Common Stock”) to stockholders of record as of the close of business on August 11, 2023 (the “Record Date”). In addition, one Right will automatically attach to each share of Common Stock issued between the Record Date and the Distribution Date (as hereinafter defined). Each Right entitles the registered holder thereof to purchase from the Company a unit consisting of one ten-thousandth of a share (a “Unit”) of Series A Junior Participating Cumulative Preferred Stock, par value $0.01 per share, of the Company (the “Preferred Stock”) at a cash exercise price of $95.00 per Unit (the “Exercise Price”), subject to adjustment, under certain conditions specified in the Rights Agreement.

 

Initially, the Rights are not exercisable and are attached to and trade with all shares of Common Stock outstanding as of, and issued subsequent to, the Record Date. The Rights will separate from the Common Stock and will become exercisable upon the earlier of (i) the close of business on the tenth calendar day following the first public announcement that a person or group of affiliated or associated persons (an “Acquiring Person”) has acquired beneficial ownership of 10% or more of the outstanding shares of Common Stock, other than as a result of repurchases of stock by the Company or certain inadvertent actions by a stockholder (the date of said announcement being referred to as the “Stock Acquisition Date”), or (ii) the close of business on the tenth business day (or such later day as the Board of Directors may determine) following the commencement of a tender offer or exchange offer that could result upon its consummation in a person or group becoming an Acquiring Person (the earlier of such dates being herein referred to as the “Distribution Date”).

 

Note 17 – Kmart Lease Termination:

 

On June 24, 2023, the owner/operator of the 84,254 square foot Kmart store located at our Westwood Plaza shopping center in Westwood, New Jersey informed FREIT of its intent to sublet its space to three unidentified retail tenants. The term of the lease for Kmart expired on October 31, 2027 with two 5-year renewal options remaining. The lease agreement provided that base rent payments were fixed at $4.00 per square foot ($336,720 annually) and additional rent for common area maintenance and insurance costs were based on an amount less than Kmart’s pro rata share of the shopping center. While significant tenant and/or capital improvements will be necessary to fit-up this space for a new tenant or tenants, FREIT believes potentially higher rent amounts, if achieved, will more than offset lost rent from Kmart and other tenants with co-tenancy clauses and will only increase the overall value of the shopping center. Accordingly, on July 24, 2023, FREIT denied Kmart’s request and elected pursuant to the lease to terminate the Kmart lease effective October 19, 2023. Thus, FREIT now has full control of this space instead of waiting another 14 years to renegotiate or re-lease this space at a higher market rent.

 

 

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Item 2: Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

Cautionary Statement Identifying Important Factors That Could Cause First Real Estate Investment Trust of New Jersey, Inc.’s (“FREIT”) Actual Results to Differ From Those Projected in Forward Looking Statements.

 

Readers of this discussion are advised that the discussion should be read in conjunction with the unaudited condensed consolidated financial statements of FREIT (including related notes thereto) appearing elsewhere in this Form 10-Q, and the consolidated financial statements included in FREIT’s most recently filed Form 10-K. Certain statements in this discussion may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements reflect FREIT’s current expectations and are based on estimates, projections, beliefs, data, methods and assumptions of management of FREIT at the time of such statements regarding future results of operations, economic performance, financial condition and achievements of FREIT, and do not relate strictly to historical or current facts. These forward-looking statements are identified through the use of words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” or words of similar meaning. Forward-looking statements involve risks and uncertainties in predicting future results and conditions.

 

Although FREIT believes that the expectations reflected in such forward-looking statements are based on reasonable assumptions, such statements are subject to risks and uncertainties. These and certain other uncertainties, factors and risks, including those risk factors set forth and further described in Part I, Item 1A entitled “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended October 31, 2023, and other risks described in our subsequent filings with the SEC, may cause our actual results to differ materially from those projected. Such factors include, but are not limited to, the following: general economic and business conditions, including the purchase of retail products over the Internet, which will, among other things, affect demand for rental space, the availability of prospective tenants, lease rents, the financial condition of tenants and the default rate on leases, operating and administrative expenses and the availability of financing; interest rate risk; adverse changes in FREIT’s real estate markets, including, among other things, competition with other real estate owners, competition confronted by tenants at FREIT’s commercial properties; governmental actions and initiatives; environmental/safety requirements; risks of real estate development and acquisitions; and public health crises, epidemics and pandemics. The risks with respect to the development of real estate include: increased construction costs, inability to obtain construction financing, or unfavorable terms of financing that may be available, unforeseen construction delays and the failure to complete construction within budget.

 

 

OVERVIEW

 

FREIT is an equity real estate investment trust (“REIT”) that is self-administered and externally managed. FREIT owns a portfolio of residential apartment and commercial properties. FREIT’s revenues consist primarily of rental income and other related revenues from its residential and commercial properties and additional rents derived from operating commercial properties. FREIT’s properties are primarily located in northern New Jersey and New York.

 

The economic and financial environment: The U.S. inflation rate has declined to 2.9% in July 2024, which is the lowest since March 2021, while the U.S. unemployment rate has been rising from 3.9% in April 2024 to 4.3% in July 2024. The Federal Reserve has held the interest rate at 5.5% since July 2023, which is the highest rate level since 2001. As a result, mortgage rates have been at the highest in more than a decade. This decline in the inflation rate, which is nearing the Federal Reserve’s 2% target, coupled with a slowdown in employers hiring and the unemployment rate rising may signal the Federal Reserve to start lowering interest rates. However, it is uncertain if this is the action they will take and at what pace this would be done.

 

Residential Properties: Our residential portfolio continues to generate positive cash flow while average rents on turned units (apartments which were vacated and then re-leased to new tenants) has continued to increase across most of the portfolio. Additionally, the rate of increase on renewals for existing tenants has been robust but is slightly softening. These increases should meaningfully contribute to FREIT’s income over time but it is uncertain what impact the significant rise in interest rates may have on these properties over the next year.

 

Commercial Properties: While the Franklin Crossing and Glen Rock shopping centers continue to attain higher occupancies and realize stronger net operating incomes, the vacancy rates at the Westwood Plaza and Preakness Shopping centers remain elevated. We continue to work diligently to locate the right tenant(s) for the vacant anchor tenant spaces at each of these properties. Given the rebounding interest for “brick and mortar” sites, and the fact that these properties are located in desirable communities with high barriers to entry, management remains optimistic about the successful leasing at these two properties. Additionally, the higher interest rates could have a continued adverse impact on the operating and financial performance of our existing commercial tenants.

 

Litigation Update:

 

As FREIT previously reported, on June 26, 2024, a settlement was reached between FREIT and certain of its affiliates and Sinatra Properties, LLC (“Sinatra”) and Kushner Companies, LLC, (the “Kushner Parties”) regarding previously reported ongoing litigation. The

 

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litigation involved a dispute between the parties related to a purchase and sale agreement entered into on January 14, 2020. All settlement payments have been received by FREIT and its affiliates.

 

The litigation settlement, offset by certain adjustments and additional expenses, was included as income in “Litigation settlement, net of fees” on the accompanying condensed consolidated statements of operations for the nine and three months ended July 31, 2024. The settlement triggered the following items:

 

A transaction break-up fee due to the originating third party broker of approximately $605,000 and a four-year litigation management fee of $750,000 due to Hekemian & Co., Inc.

 

  Reimbursement of costs related to this transaction of $166,000 due to FREIT from the Pierre TIC.

 

Approximately $2.6 million, comprising $4.5 million of the gross settlement income, less litigation and certain transaction expenses totaling approximately $1.9 million, was allocated to Westwood Hills, LLC. This allocation was based on the pro-rata share of the contracted sales prices between the companies. Of the net amount, approximately $1 million is FREIT’s share based on its 40% ownership of Westwood Hills, LLC.

 

See Note 6 to FREIT’s condensed consolidated financial statements for additional details.

 

Debt Financing Availability: Financing has been available to FREIT and its affiliates. Certain recent refinancings and loan modifications/extensions have been at higher interest rates and for shorter terms.

 

On December 1, 2023, the mortgage secured by an apartment building located in River Edge, New Jersey came due. Provident Bank extended the initial maturity date of this loan for a 90-day period with a maturity date of March 1, 2024 and further extended this loan for another 60-day period with a new maturity date of June 1, 2024, based on the same terms and conditions of the existing loan agreement. On May 1, 2024, FREIT entered into a loan extension and modification agreement with Provident Bank, effective June 1, 2024, with a then outstanding loan balance of approximately $8.9 million. Under the terms and conditions of this loan extension and modification, the maturity date of this loan is extended for three years to May 31, 2027, requires monthly installments of principal and interest of approximately $58,016 and is based on a fixed interest rate of 6.75%. (See Note 9 to FREIT’s condensed consolidated financial statements for further details.)

 

On October 31, 2023, FREIT exercised its right, pursuant to the loan agreement, to extend the term of its loan secured by the Westwood Plaza shopping center located in Westwood, New Jersey for one additional year from an initial maturity date of February 1, 2024 to a new maturity date of February 1, 2025. This loan extension of its outstanding balance as of February 1, 2024 of approximately $16,458,000 is based on a fixed interest rate of 8.5% and is payable based on monthly installments of principal and interest of approximately $166,727. Additionally, FREIT funded an interest reserve escrow account (“Escrow”) with an additional $112,556 increasing the Escrow balance to $2,000,722, which represents the annualized principal and interest payments for one (1) year under this loan extension. This Escrow is held at Valley National Bank and in the event of a default on this loan, the bank shall be permitted to use the proceeds from the Escrow to make monthly debt service payments on the loan. (See Note 9 to FREIT’s condensed consolidated financial statements for further details.)

 

On October 31, 2023, FREIT exercised its right, pursuant to the loan agreement, to extend the term of its $7.5 million loan on its property located in Rockaway, New Jersey, for an additional one year from an initial maturity date of January 1, 2024 to a new maturity date of January 1, 2025. The loan extension would have been based on a fixed interest rate of approximately 7.44%. On January 11, 2024, FREIT used cash on hand to fully repay this loan with a balance of $7.5 million. This will result in annual debt service savings of approximately $558,000. (See Note 9 to FREIT’s condensed consolidated financial statements for further details.)

 

Operating Cash Flow: FREIT expects that cash provided by operating activities and cash reserves will be adequate to cover mandatory debt service payments (including payments of interest, but excluding balloon payments, which are expected to be refinanced and/or extended), real estate taxes, recurring capital improvements at its properties and other needs to maintain its status as a REIT for at least a period of one year from the date of filing of this quarterly report on Form 10-Q.

 

 

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SIGNIFICANT ACCOUNTING POLICIES AND ESTIMATES

 

Pursuant to the SEC disclosure guidance for "Critical Accounting Policies," the SEC defines Critical Accounting Policies as those that require the application of management's most difficult, subjective, or complex judgments, often because of the need to make estimates about the effect of matters that are inherently uncertain and may change in subsequent periods.

 

Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, the preparation of which takes into account estimates based on judgments and assumptions that affect certain amounts and disclosures. Accordingly, actual results could differ from these estimates. The accounting policies and estimates used, which are outlined in Note 1 to our Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended October 31, 2023, have been applied consistently as of July 31, 2024, and for the nine and three months ended July 31, 2024 and 2023. We believe that the following accounting policies or estimates require the application of management's most difficult, subjective, or complex judgments.

 

Revenue Recognition: Base rents, additional rents based on tenants' sales volume and reimbursement of the tenants' share of certain operating expenses are generally recognized when earned from tenants. The straight-line basis is used to recognize base rents under leases if they provide for varying rents over the lease terms. Straight-line rents receivable represent unbilled rents receivable to the extent straight-line rents exceed current rents billed in accordance with lease agreements. Before FREIT can recognize revenue, it is required to assess, among other things, its collectability.

 

Valuation of Long-Lived Assets: FREIT assesses the carrying value of long-lived assets periodically, or whenever events or changes in circumstances indicate that the carrying amounts of certain assets may not be recoverable. When FREIT determines that the carrying value of long-lived assets may be impaired, the measurement of any impairment is based on a projected discounted cash flow method determined by FREIT's management. While FREIT believes that our discounted cash flow methods are reasonable, different assumptions regarding such cash flows may significantly affect the measurement of impairment.

 

Real Estate Development Costs: It is FREIT’s policy to capitalize pre-development costs, which generally include legal and professional fees and other directly related third-party costs. Real estate taxes and interest costs incurred during the development and construction phases are also capitalized. FREIT ceases capitalization of these costs when the project or portion thereof becomes operational, or when construction has been postponed. In the event of postponement, capitalization of these costs will recommence once construction on the project resumes.

 

See Note 2 to FREIT’s condensed consolidated financial statements for recently issued accounting standards.

 

RESULTS OF OPERATIONS

 

Real estate revenue for the nine months ended July 31, 2024 (“Current Nine Months”) increased 1.1% to $21,421,000 compared to $21,191,000 for the nine months ended July 31, 2023 (“Prior Year’s Nine Months”). Real estate revenue for the three months ended July 31, 2024 (“Current Quarter”) decreased 2.0% to $7,147,000 compared to $7,296,000 for the three months ended July 31, 2023 (“Prior Year’s Quarter”).

 

The increase in revenue of approximately $230,000 for the Current Nine Months was primarily attributable to the following: (a) an increase from the residential segment of approximately $920,000 driven by an increase in base rents across most properties while the average occupancy rate declined from 97.1% in the Prior Year’s Nine Months to 96.2% in the Current Nine Months; offset by (b) a decrease from the commercial segment of approximately $690,000 primarily driven by a decline in revenue of approximately $858,000 at the Westwood Plaza Shopping Center resulting from Kmart vacating its space in October 2023 offset by an increase in revenue of approximately $98,000 attributed to the increase in occupancy at the Franklin Crossing Shopping Center from 94.8% in the Prior Year’s Nine Months to 97.2% in the Current Nine Months and an increase in revenue of approximately $99,000 attributed to a lease termination fee received from European Wax at the Wayne Preakness Shopping Center in the Current Nine Months.

 

The decrease in revenue of approximately $149,000 for the Current Quarter was primarily attributable to the following: (a) a decrease from the commercial segment of approximately $433,000 primarily driven by a decline in revenue of approximately $363,000 at the Westwood Plaza Shopping Center resulting from Kmart vacating its space in October 2023; offset by (b) an increase from the residential segment of approximately $284,000 driven by an increase in base rents across most properties while the average occupancy rate remained at 96.8%.

 

Net income (loss) attributable to common equity (“net income (loss)-common equity”) for the Current Nine Months and Current Quarter was net income of $14,812,000 ($1.99 per share basic and diluted) and $14,791,000 ($1.98 per share basic and diluted), compared to net income of $104,000 ($0.01 per share basic and diluted) and net loss of $412,000 (($0.06) per share basic and diluted) for the Prior Year’s comparable periods, respectively.

 

 

Page 22 

The schedule below provides a detailed analysis of the major changes that impacted net income (loss)-common equity for the nine and three months ended July 31, 2024 and 2023:

 

NON-GAAP NET INCOME (LOSS) COMPONENTS  Nine Months Ended   Three Months Ended 
   July 31,   July 31, 
   2024   2023   Change   2024   2023   Change 
   (In Thousands of Dollars)   (In Thousands of Dollars) 
Income from real estate operations:                              
Commercial properties  $2,139   $2,740   $(601)  $726   $966   $(240)
Residential properties   8,914    8,143    771    3,101    2,847    254 
Total income from real estate operations   11,053    10,883    170    3,827    3,813    14 
                               
Financing costs:                              
Fixed rate mortgages   (5,061)   (3,822)   (1,239)   (1,718)   (1,323)   (395)
Floating rate mortgages       (1,640)   1,640        (584)   584 
Other - corporate interest       (26)   26             
Mortgage cost amortization   (402)   (370)   (32)   (121)   (124)   3 
Total financing costs   (5,463)   (5,858)   395    (1,839)   (2,031)   192 
                               
Investment income   1,082    682    400    396    275    121 
                               
General & administrative expenses:                              
Accounting fees   (344)   (390)   46    (106)   (121)   15 
Legal and professional fees   (1,024)   (934)   (90)   (403)   (458)   55 
Directors fees   (1,031)   (981)   (50)   (297)   (297)    
Stock compensation expense   (1)   (10)   9             
Corporate expenses   (1,352)   (1,046)   (306)   (123)   (683)   560 
Total general & administrative expenses   (3,752)   (3,361)   (391)   (929)   (1,559)   630 
                               
Depreciation   (2,249)   (2,198)   (51)   (735)   (744)   9 
Loss on investment in tenancy-in-common   (143)   (231)   88    (96)   (43)   (53)
Adjusted net income (loss)   528    (83)   611    624    (289)   913 
                               
Litigation settlement, net of fees   15,711        15,711    15,711        15,711 
Net loss on sale of Maryland properties   (171)   (1,003)   832        (557)   557 
Net income (loss)   16,068    (1,086)   17,154    16,335    (846)   17,181 
                               
Net (income) loss attributable to noncontrolling interests in subsidiaries   (1,256)   1,190    (2,446)   (1,544)   434    (1,978)
                               
Net income (loss) attributable to common equity  $14,812   $104   $14,708   $14,791   $(412)  $15,203 

 

The condensed consolidated results of operations for the Current Nine Months and Current Quarter are not necessarily indicative of the results to be expected for the full year or any other period. The table above includes income from real estate operations, which is a non-GAAP financial measure and is not a measure of operating results or cash flow as measured by GAAP, and is not necessarily indicative of cash available to fund cash needs.

 

Adjusted net income (loss) for the Current Nine Months and Current Quarter was net income of $528,000 ($0.07 per share basic and diluted) and $624,000 ($0.08 per share basic and diluted) compared to net loss of $83,000 (($0.01) per share basic and diluted) and $289,000 (($0.04) per share basic and diluted), for the Prior Year’s comparable periods. Adjusted net income (loss) is a non-GAAP measure, which management believes is a useful and meaningful gauge to investors of our operating performance, since it excludes the impact of unusual and infrequent items specifically: the litigation settlement, net of fees and a net loss on sale of Maryland Properties.

 

The increase in adjusted net income of approximately $611,000 for the Current Nine Months was primarily attributable to the following: (a) an increase in investment income of approximately $400,000 resulting from higher interest rates in the Current Nine Months; (b) a decline in net interest expense of approximately $395,000 (FREIT’s share is approximately $167,000) primarily attributed to the refinancing of the loan on the Westwood Hills property in the prior year’s period from a variable interest rate of approximately 8.6% to a fixed interest rate of 6.05%; (c) an increase in revenue of approximately $230,000 (FREIT’s share is approximately $51,000); (d) an increase in income from investment in TIC of approximately $88,000; (e) a decline in the repairs and maintenance expense related to the commercial segment of approximately $140,000 (FREIT’s share is approximately $146,000); offset by (e) an increase in general and administrative expenses (“G&A”) of approximately $391,000 driven by an increase in corporate expenses of approximately $306,000 primarily related to work performed for the Company by a financial advisory firm in the Current Nine Months and an increase in legal costs of approximately $90,000 primarily attributed to the legal proceeding between FREIT and certain of its affiliates and Sinatra; and (f) an increase in real estate tax expense related to the residential segment of approximately $140,000 (FREIT’s share is approximately $118,000).

 

 

Page 23 

The increase in adjusted net income of approximately $913,000 for the Current Quarter was primarily attributable to the following: (a) a decline in G&A of approximately $630,000 driven by a decrease in corporate expenses of approximately $560,000 primarily related to costs incurred in the Prior Year’s Quarter for the implementation of the Shareholder Rights Plan; (b) a decline in net interest expense of approximately $192,000 (FREIT’s share is approximately $93,000) primarily attributed to the refinancing of the loan on the Westwood Hills property in the prior year’s period from a variable interest rate of approximately 9.1% to a fixed interest rate of 6.05%; (c) an increase in investment income of approximately $121,000 resulting from higher interest rates in the Current Quarter; (d) a decrease in total operating expenses in the commercial segment of approximately $193,000 (FREIT’s share is approximately $149,000) primarily resulting from a decline in repairs and maintenance expense; offset by (e) a decrease in revenue of approximately $149,000 (FREIT’s share is approximately $183,000).

 

(Refer to the segment disclosure below for a more detailed discussion of the financial performance of FREIT’s commercial and residential segments.)

 

 

Page 24 

SEGMENT INFORMATION

 

The following tables set forth comparative net operating income ("NOI") data for FREIT’s real estate segments and reconciles the NOI to condensed consolidated net income (loss)-common equity for the Current Nine Months and Current Quarter as compared to the Prior Year’s comparable periods (see below for definition of NOI):

 

   Commercial   Residential   Combined 
   Nine Months Ended           Nine Months Ended           Nine Months Ended 
   July 31,   Increase (Decrease)   July 31,   Increase (Decrease)   July 31, 
   2024   2023   $   %   2024   2023   $   %   2024   2023 
   (In Thousands)       (In Thousands)       (In Thousands) 
Rental income  $4,348   $4,756   $(408)   -8.6%   $15,348   $14,413   $935    6.5%   $19,696   $19,169 
Reimbursements   1,448    1,752    (304)   -17.4%    (9)   (3)   (6)   -200.0%    1,439    1,749 
Other   125    105    20    19.0%    249    259    (10)   -3.9%    374    364 
Total revenue   5,921    6,613    (692)   -10.5%    15,588    14,669    919    6.3%    21,509    21,282 
Operating expenses   3,694    3,782    (88)   -2.3%    6,674    6,526    148    2.3%    10,368    10,308 
Net operating income  $2,227   $2,831   $(604)   -21.3%   $8,914   $8,143   $771    9.5%    11,141    10,974 
                                                   
Average Occupancy %   50.9%    65.4%         -14.5%    96.2%    97.1%         -0.9%           

 

  Reconciliation to condensed consolidated net income-common equity: 
  Deferred rents - straight lining   (88)   (91)
  Investment income   1,082    682 
  Litigation settlement, net of fees   15,711     
  Net loss on sale of Maryland properties   (171)   (1,003)
  General and administrative expenses   (3,752)   (3,361)
  Loss on investment in tenancy-in-common   (143)   (231)
  Depreciation   (2,249)   (2,198)
  Financing costs   (5,463)   (5,858)
  Net income (loss)   16,068    (1,086)
  Net (income) loss attributable to noncontrolling interests in subsidiaries   (1,256)   1,190 
  Net income attributable to common equity  $14,812   $104 

 

 

   Commercial   Residential   Combined 
   Three Months Ended           Three Months Ended           Three Months Ended 
   July 31,   Increase (Decrease)   July 31,   Increase (Decrease)   July 31, 
   2024   2023   $   %   2024   2023   $   %   2024   2023 
   (In Thousands)       (In Thousands)       (In Thousands) 
Rental income  $1,357   $1,584   $(227)   -14.3%   $5,241   $4,942   $299    6.1%   $6,598   $6,526 
Reimbursements   403    610    (207)   -33.9%    2    2        0.0%    405    612 
Other   97    81    16    -19.8%    77    92    (15)   -16.3%    174    173 
Total revenue   1,857    2,275    (418)   -18.4%    5,320    5,036    284    5.6%    7,177    7,311 
Operating expenses   1,101    1,294    (193)   -14.9%    2,219    2,189    30    1.4%    3,320    3,483 
Net operating income  $756   $981   $(225)   -22.9%   $3,101   $2,847   $254    8.9%    3,857    3,828 
                                                   
Average Occupancy %   51.8%    65.1%         -13.3%    96.8%    96.8%         0.0%           

 

  Reconciliation to condensed consolidated net income (loss)-common equity: 
  Deferred rents - straight lining   (30)   (15)
  Investment income   396    275 
  Litigation settlement, net of fees   15,711     
  Net loss on sale of Maryland properties       (557)
  General and administrative expenses   (929)   (1,559)
  Loss on investment in tenancy-in-common   (96)   (43)
  Depreciation   (735)   (744)
  Financing costs   (1,839)   (2,031)
  Net income (loss)   16,335    (846)
  Net (income) loss attributable to noncontrolling interests in subsidiaries   (1,544)   434 
  Net income (loss) attributable to common equity  $14,791   $(412)

 

NOI is based on operating revenue and expenses directly associated with the operations of the real estate properties, but excludes deferred rents (straight lining), depreciation, financing costs and other items. FREIT assesses and measures segment operating results based on NOI.

 

Same Property NOI: FREIT considers same property net operating income (“Same Property NOI”) to be a useful supplemental non-GAAP measure of its operating performance. FREIT defines same property within both the commercial and residential segments to be those properties that FREIT has owned and operated for both the current and prior periods presented, excluding those properties that FREIT acquired, sold or redeveloped during those periods. Any newly acquired property that has been in operation for less than a year, any property that is undergoing a major redevelopment but may still be in operation at less than full capacity, and/or any property that has been sold is not considered same property.

 

 

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NOI and Same Property NOI are non-GAAP financial measures and are not measures of operating results or cash flow as measured by GAAP, and are not necessarily indicative of cash available to fund cash needs and should not be considered an alternative to cash flows as a measure of liquidity.

 

COMMERCIAL SEGMENT

 

The commercial segment contains five (5) separate properties. Four of these properties are multi-tenanted retail centers and one is single tenanted on land located in Rockaway, New Jersey owned by FREIT from which it receives monthly rental income from a tenant who has built and operates a bank branch on the land.

 

As indicated in the tables above under the caption Segment Information, total revenue from FREIT’s commercial segment for the Current Nine Months and Current Quarter decreased by 10.5% and 18.4%, respectively, and NOI decreased by 21.3% and 22.9%, respectively, as compared to the Prior Year’s comparable periods. Average occupancy for all commercial properties for the Current Nine Months and Current Quarter decreased by 14.5% and 13.3%, respectively, as compared to the Prior Year’s comparable periods.

 

The decrease in revenue for the Current Nine Months was primarily driven by the decline in revenue of approximately $858,000 at the Westwood Plaza Shopping Center attributed to Kmart vacating its space in October 2023 offset by an increase in revenue of approximately $98,000 attributed to the increase in occupancy at the Franklin Crossing Shopping Center from 94.8% in the Prior Year’s Nine Months to 97.2% in the Current Nine Months and an increase in revenue of approximately $99,000 attributed to a lease termination fee received from European Wax at the Wayne Preakness Shopping Center in the Current Nine Months. The decrease in NOI for the Current Nine Months was primarily attributable to the decline in revenue of approximately $692,000 offset by a decrease in repairs and maintenance expense of approximately $140,000 as compared to the Prior Year’s Nine Months.

 

The decrease in revenue for the Current Quarter was primarily driven by the decline in revenue at the Westwood Plaza Shopping Center attributed to Kmart vacating its space in October 2023. The decrease in NOI for the Current Quarter was primarily attributed to a decrease in revenue of approximately $418,000 offset by a decrease in repairs and maintenance expense of approximately $98,000 as compared to the Prior Year’s Quarter.

 

Same Property Operating Results: FREIT’s commercial segment currently contains five (5) same properties. (See definition of same property under Segment Information above.) The Rotunda Property, the Westridge Square Property and the Damascus Property were excluded from same property results for all periods presented because these properties were sold in Fiscal 2022. Same property revenue for the Current Nine Months and Current Quarter decreased by 9.7% and 15.3%, respectively, and same property NOI for the Current Nine Months and Current Quarter decreased by 23% and 23.9%, respectively, as compared to the Prior Year’s comparable periods. The changes resulted from the factors discussed in the immediately preceding paragraph.

 

Leasing: The following table reflects leasing activity at FREIT’s commercial properties for comparable leases (leases executed for spaces in which there was a tenant at some point during the previous twelve-month period) and non-comparable leases for the Current Nine Months:

 

RETAIL:  Number of
Leases
   Lease Area
(Sq. Ft.)
   Weighted
Average
Lease Rate
(per Sq. Ft.)
   Weighted
Average Prior
Lease Rate
(per Sq. Ft.)
   % Increase
(Decrease)
   Tenant
Improvement
Allowance
(per Sq. Ft.)
(a)
   Lease
Commissions
(per Sq. Ft.)
(a)
 
                             
Comparable leases (b)   8    17,164   $28.17   $28.43    -0.9%   $   $0.68 
                                    
Non-comparable leases          $     N/A      N/A    $   $ 
                                    
Total leasing activity   8    17,164                          

 

(a) These leasing costs are presented as annualized costs per square foot and are allocated uniformly over the lease term.

(b) This includes new tenant leases and/or modifications/extensions/renewals of existing tenant leases.        

 

On June 24, 2023, the owner/operator of the 84,254 square foot Kmart store located at our Westwood Plaza shopping center in Westwood, New Jersey informed FREIT of its intent to sublet its space to three unidentified retail tenants. The term of the lease for Kmart expired on October 31, 2027 with two 5-year renewal options remaining. The lease agreement provided that base rent payments were fixed at $4.00 per square foot ($336,720 annually) and additional rent for common area maintenance and insurance costs were based on an amount less than Kmart’s pro rata share of the shopping center. After reviewing the Kmart space, management determined that the space has a fair market rental rate of between $15 and $24 per square foot. While significant tenant and/or capital improvements will be necessary to fit-up this space for a new tenant or tenants, the higher rent potentially realizable equates to annual revenues in excess of approximately $930,000 to $1,685,000. FREIT believes potentially higher rent amounts, if achieved, will more than offset lost rent from Kmart and other tenants with co-tenancy clauses and will only increase the overall value of the shopping center. Accordingly, on July 24, 2023, FREIT denied Kmart’s request and elected pursuant to the lease to terminate the Kmart lease effective October 19, 2023. Thus, FREIT now has full control of this space instead of waiting another 14 years to renegotiate or re-lease this space at a higher market rent. As management is unable to predict the length of time it may take to re-

 

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lease this space, the Westwood Plaza shopping center will incur losses of annual base rent revenues of approximately $726,000 to $962,000 until such time as this space is re-leased. (See Note 17 to FREIT’s condensed consolidated financial statements for further details.)

 

RESIDENTIAL SEGMENT

 

FREIT currently operates six (6) multi-family apartment buildings or complexes totaling 792 apartment units, excluding the Pierre Towers property, which was converted to a TIC (see Note 5 to FREIT’s condensed consolidated financial statements).

 

As indicated in the tables above under the caption Segment Information, total revenue from FREIT’s residential segment for the Current Nine Months and Current Quarter increased by 6.3% and 5.6%, respectively, and NOI increased by 9.5% and 8.9%, respectively, as compared to the Prior Year’s comparable periods. Average occupancy for all residential properties for the Current Nine Months and Current Quarter decreased by 0.9% and 0%, respectively, as compared to the Prior Year’s comparable periods.

 

The increase in revenue for the Current Nine Months was primarily attributable to an increase in base rents across most properties while the average occupancy rate declined from 97.1% in the Prior Year’s Nine Months to 96.2% in the Current Nine Months. The increase in NOI for the Current Nine Months was primarily attributed to the increase in revenue of approximately $919,000 offset by an increase in real estate tax expense across all the residential properties of approximately $140,000.

 

The increase in revenue and NOI for the Current Quarter was primarily attributable to an increase in base rents across most properties while the average occupancy rate remained at 96.8% in the Current Quarter compared to the Prior Year’s Quarter.

 

Same Property Operating Results: FREIT’s residential segment currently contains six (6) same properties. (See definition of same property under Segment Information above.) Since all of FREIT’s residential properties are considered same properties in the current fiscal year, refer to the preceding paragraph for discussion of changes in same property results.

 

FREIT’s residential revenue is principally composed of monthly apartment rental income. Total rental income is a factor of occupancy and monthly apartment rents. Monthly average residential rents at the end of the Current Quarter and the Prior Year’s Quarter were $2,289 and $2,154, respectively. A 1% decline in annual average occupancy, or a 1% decline in average rents from current levels, results in an annual revenue decline of approximately $218,000 and $210,000, respectively.

 

Capital expenditures: FREIT tends to spend more in any given year on maintenance and capital improvements at its residential properties which were constructed more than 25 years ago (Steuben Arms, Berdan Court and Westwood Hills properties) than on its newer properties (Boulders, Regency and Station Place properties). Funds for these capital projects are available from cash flow from the property's operations and cash reserves.

 

FINANCING COSTS

 

   Nine Months Ended July 31,   Three Months Ended July 31, 
   2024   2023   2024   2023 
   (In Thousands of Dollars)   (In Thousands of Dollars) 
Fixed rate mortgages (a):                    
    1st Mortgages                    
    Existing  $5,061   $3,822   $1,718   $1,323 
    New                
Variable rate mortgages:                    
    1st Mortgages                    
    Existing       1,640        584 
    New                
Other       26         
Total financing costs, gross   5,061    5,488    1,718    1,907 
     Amortization of mortgage costs   402    370    121    124 
Total financing costs, net  $5,463   $5,858   $1,839   $2,031 

 

(a) Includes the effect of interest rate swap contracts which effectively convert the floating interest rate to a fixed interest rate over the term of the loan.

 

Total net financing costs for the Current Nine Months decreased by approximately $395,000, or 6.7%, compared to the Prior Year’s Nine Months which was primarily attributable to the following: (a) a decrease of approximately $381,000 attributed to the refinancing of the loan on the Westwood Hills property in August 2023 from a $25 million variable interest rate loan with an average interest rate of approximately 8.6% in the Prior Year’s Nine Months to a $25.5 million fixed interest rate loan with an interest rate of 6.05%; (b) a decrease of approximately $187,000 resulting from the pay-off of the loan on the Boulders property in January 2024; offset by (c) an increase of approximately $172,000 attributed to the extension and modification of the loan on the Westwood Plaza Shopping

 

Page 27 

Center modified effective February 2023 from a fixed interest rate of 4.75% to 7.5% and further extended effective February 2024 from a fixed interest rate of 7.5% to 8.5%.

 

Total net financing costs for the Current Quarter decreased by approximately $192,000, or 9.5%, compared to the Prior Year’s Quarter which was primarily attributable to the following: (a) a decrease of approximately $166,000 attributed to the refinancing of the loan on the Westwood Hills property in August 2023 from a $25 million variable interest rate loan with an average interest rate of approximately 9.1% in the Prior Year’s Quarter to a $25.5 million fixed interest rate loan with an interest rate of 6.05%; and (b) a decrease of approximately $92,000 resulting from the pay-off of the loan on the Boulders property in January 2024.

 

INVESTMENT INCOME

 

Investment income for the Current Nine Months and Current Quarter was approximately $1,082,000 and $396,000, compared to $682,000 and $275,000 for the Prior Year’s comparable periods. Investment income is principally derived from interest earned from cash on deposit in institutional money market funds and short-term U.S. treasury securities. The increase in investment income was primarily driven by higher interest rates in the Current Nine Months and Current Quarter.

 

GENERAL AND ADMINISTRATIVE EXPENSES

 

G&A for the Current Nine Months and Current Quarter was approximately $3,752,000 and $929,000, compared to $3,361,000 and $1,559,000, respectively, for the Prior Year’s comparable periods. The primary components of G&A are legal and professional fees, directors’ fees, corporate expenses and accounting/auditing fees. The increase in G&A for the Current Nine Months of approximately $391,000 was primarily driven by the following: (a) an increase in corporate expenses of approximately $306,000 primarily related to work performed for the Company by a financial advisory firm in the Current Nine Months and (b) an increase in legal costs of approximately $90,000 primarily attributed to the legal proceeding between FREIT and certain of its affiliates and Sinatra. The decrease in G&A for the Current Quarter was driven by a decline in corporate expenses of approximately $560,000 primarily related to costs incurred in the Prior Year’s Quarter for the implementation of the Shareholder Rights Plan.

 

DEPRECIATION

 

Depreciation expense for the Current Nine Months and Current Quarter was approximately $2,249,000 and $735,000, compared to $2,198,000 and $744,000, respectively, for the Prior Year’s comparable periods.

 

LIQUIDITY AND CAPITAL RESOURCES

 

Net cash provided by operating activities was approximately $19,982,000 for the Current Nine Months as compared to approximately $1,878,000 for the Prior Year’s Nine Months. FREIT expects that cash provided by operating activities and cash reserves will be adequate to cover mandatory debt service payments (including payments of interest, but excluding balloon payments, which are expected to be refinanced and/or extended), real estate taxes, dividends, recurring capital improvements at its properties and other needs to maintain its status as a REIT for at least a period of one year from the date of filing of this quarterly report on Form 10-Q.

 

As of July 31, 2024, FREIT had cash, cash equivalents and restricted cash totaling approximately $33,751,000, compared to approximately $18,356,000 at October 31, 2023. The increase in cash, cash equivalents and restricted cash in the Current Nine Months of approximately $15,395,000 was primarily attributable to net cash provided by operating activities of approximately $19,982,000 and net cash provided by investing activities of approximately $6,576,000 offset by net cash used in financing activities of $11,163,000. The increase in cash, cash equivalents and restricted cash was primarily attributed to the following: (a) the litigation settlement, net of fees received in the Current Quarter (See Note 6 to FREIT’s condensed consolidated financial statements for additional details); (b) proceeds received from maturities of U.S. Treasury securities of approximately $34,002,000; (c) a distribution from the Pierre TIC of approximately $455,000; offset by (d) purchase of investments in U.S. Treasury securities of approximately $26,759,000; (e) repayment of the mortgage on the Boulders property of approximately $7,500,000; (f) net recurring repayment of mortgages of approximately $1,319,000; (g) distributions to noncontrolling interests in subsidiaries of approximately $1,020,000; and (h) capital improvements on existing properties of approximately $697,000.

 

Credit Line: FREIT’s revolving line of credit provided by Provident Bank was renewed for a three-year term ending on October 31, 2026. Draws against the credit line can be used for working capital needs and standby letters of credit. Draws against the credit line are secured by mortgages on FREIT’s Franklin Crossing Shopping Center in Franklin Lakes, New Jersey and retail space in Glen Rock, New Jersey. The total line of credit is $13 million and the interest rate on the amount outstanding is based on a floating interest rate of prime minus 25 basis points with a floor of 6.75%. As of July 31, 2024 and October 31, 2023, there was no amount outstanding and $13 million was available under the line of credit.

 

Dividend: FREIT’s Board declared a dividend of approximately $373,000 ($0.05 per share) in the third quarter of Fiscal 2024, which will be paid on September 13, 2024 to stockholders of record on August 30, 2024. FREIT’s Board will continue to evaluate the dividend on a quarterly basis.

 

 

Page 28 

As of July 31, 2024, FREIT’s aggregate outstanding mortgage debt was $129.4 million, which bears a weighted average interest rate of 5.24% and an average life of approximately 2.2 years. FREIT’s mortgages are subject to amortization schedules that are longer than the terms of the mortgages. As such, balloon payments (unpaid principal amounts at the mortgage due date) for all mortgage debt will be required as follows:

 

Fiscal Year   2024 2025 2026 2027 2028 2029
($ in millions)               
Mortgage "Balloon" Payments   $0.0 $54.7 $24.5 $8.6 $10.5 $26.0

 

The following table shows the estimated fair value and net carrying value of FREIT’s long-term debt at July 31, 2024 and October 31, 2023:

 

($ in Millions)   July 31, 2024   October 31, 2023
         
Fair Value   $125.3   $130.8
         
Carrying Value, Net $128.4   $137.1

 

Fair values are estimated based on market interest rates at July 31, 2024 and October 31, 2023 and on a discounted cash flow analysis. Changes in assumptions or estimation methods may significantly affect these fair value estimates. The fair value is based on observable inputs (level 2 in the fair value hierarchy as provided by authoritative guidance).

 

FREIT expects to refinance the individual mortgages with new mortgages or exercise extension options when their terms expire. To this extent, FREIT has exposure to interest rate risk. If interest rates, at the time any individual mortgage note is due, are higher than the current fixed interest rate, higher debt service may be required, and/or refinancing proceeds may be less than the amount of mortgage debt being retired. For example, at July 31, 2024, a 1% interest rate increase would reduce the fair value of FREIT’s debt by $2.5 million, and a 1% decrease would increase the fair value by $2.6 million.

 

On December 1, 2023, the mortgage secured by an apartment building located in River Edge, New Jersey came due. Provident Bank extended the initial maturity date of this loan for a 90-day period with a maturity date of March 1, 2024 and further extended this loan for another 60-day period with a new maturity date of June 1, 2024, based on the same terms and conditions of the existing loan agreement. On May 1, 2024, FREIT entered into a loan extension and modification agreement with Provident Bank, effective June 1, 2024, with a then outstanding loan balance of approximately $8.9 million. Under the terms and conditions of this loan extension and modification, the maturity date of this loan is extended for three years to May 31, 2027, requires monthly installments of principal and interest of approximately $58,016 and is based on a fixed interest rate of 6.75%. (See Note 9 to FREIT’s condensed consolidated financial statements for further details.)

 

Effective February 1, 2023, FREIT entered into a loan extension and modification agreement with Valley National Bank on its loan secured by the Westwood Plaza shopping center located in Westwood, New Jersey with a then outstanding balance of approximately $16,864,361. Under the terms and conditions of this loan extension and modification, the maturity date of the loan was extended for a term of one (1) year from February 1, 2023 to February 1, 2024 with the option of FREIT to extend for one additional year from the extended maturity date, subject to certain provisions of the loan agreement. The loan was based on a fixed interest rate of 7.5% and was payable based on monthly installments of principal and interest of approximately $157,347. Additionally, FREIT funded an interest reserve escrow account (“Escrow”) at closing representing the annualized principal and interest payments for one (1) year, amounting to approximately $1,888,166. On October 31, 2023, FREIT exercised its right, pursuant to the loan agreement, to extend the term of this loan for one additional year from an initial maturity date of February 1, 2024 to a new maturity date of February 1, 2025. This loan extension is based on a fixed interest rate of 8.5% and is payable based on monthly installments of principal and interest of approximately $166,727. Additionally, FREIT funded the Escrow with an additional $112,556 increasing the Escrow balance to $2,000,722, which represents the annualized principal and interest payments for one (1) year under this loan extension. This Escrow is held at Valley National Bank and in the event of a default on this loan, the bank shall be permitted to use the proceeds from the Escrow to make monthly debt service payments on the loan. (See Note 9 to FREIT’s condensed consolidated financial statements for further details.)

 

On October 31, 2023, FREIT exercised its right, pursuant to the loan agreement, to extend the term of its $7.5 million loan on its property located in Rockaway, New Jersey, for an additional one year from an initial maturity date of January 1, 2024 to a new maturity date of January 1, 2025. The loan extension would have been based on a fixed interest rate of approximately 7.44%. On January 11, 2024, FREIT used cash on hand to fully repay this loan with a balance of $7.5 million. This will result in annual debt service savings of approximately $558,000. (See Note 9 to FREIT’s condensed consolidated financial statements for further details.)

 

On August 3, 2023, Westwood Hills refinanced its $25,000,000 loan (which would have matured on October 1, 2023) with a new loan held by Minnesota Life Insurance Company in the amount of $25,500,000. This loan is based on a fixed interest rate of 6.05%, provides for monthly payments of principal and interest of $153,706 and has a term of three years with a maturity date of September

 

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1, 2026. This refinancing resulted in a decrease in the interest rate from a variable interest rate of approximately 9.21% (at the time of the refinancing) to a fixed interest rate of 6.05% and annual debt service savings of approximately $535,000. (See Note 9 to FREIT’s condensed consolidated financial statements for further details.)

 

Interest rate swap contracts: To reduce interest rate volatility, FREIT uses a “pay fixed, receive floating” interest rate swap to convert floating interest rates to fixed interest rates over the term of a certain loan. FREIT enters into these interest rate swap contracts with a counterparty that is usually a high-quality commercial bank. In essence, FREIT agrees to pay its counterparties a fixed rate of interest on a dollar amount of notional principal (which generally corresponds to FREIT’s mortgage debt) over a term equal to the term of the mortgage notes. FREIT’s counterparties, in return, agree to pay FREIT a short-term rate of interest - generally LIBOR - on that same notional amount over the same term as the mortgage notes.

 

FREIT has variable interest rate loans secured by its Regency and Station Place properties. To reduce interest rate fluctuations, FREIT entered into interest rate swap contracts for each of these loans. These interest rate swap contracts effectively converted variable interest rate payments to fixed interest rate payments. The interest rate swap contracts were based on a notional amount of approximately $16,200,000 ($14,003,000 at July 31, 2024) for the Regency swap and a notional amount of approximately $12,350,000 ($11,342,000 at July 31, 2024) for the Station Place swap.

 

In accordance with ASU 2017-12, “Targeted Improvements to Accounting for Hedging Activities to Accounting Standards Codification Topic 815, Derivatives and Hedging ("ASC 815")”, FREIT marks-to-market its interest rate swap contracts. As the floating interest rate varies from time-to-time over the term of the contract, the value of the contract will change upward or downward. If the floating rate is higher than the fixed rate, the value of the contract goes up and there is a gain and an asset. If the floating rate is less than the fixed rate, there is a loss and a liability. The interest rate swap contracts are accounted for as cash flow hedges with the corresponding gains or losses on these contracts not affecting FREIT’s condensed consolidated statement of operations; changes in the fair value of these cash flow hedges will be reported in other comprehensive income (loss) and appear in the equity section of the condensed consolidated balance sheet. This gain or loss represents the economic consequence of liquidating fixed interest rate swaps and replacing them with like-duration funding at current market rates, something we would likely never do. Periodic cash settlements of these contracts will be accounted for as an adjustment to interest expense.

 

FREIT has the following derivative-related risks with its interest rate swap contracts (“contract”): 1) early termination risk, and 2) counterparty credit risk.

 

Early Termination Risk: If FREIT wants to terminate its contract before maturity, it would be bought out or terminated at market value; i.e., the difference in the present value of the anticipated net cash flows from each of the contract’s parties. If current variable interest rates are significantly below FREIT’s fixed interest rate payments, this could be costly. Conversely, if interest rates rise above FREIT’s fixed interest payments and FREIT elected early termination, FREIT would realize a gain on termination. At July 31, 2024, the contracts for Regency and Station Place were in FREIT’s favor. If FREIT had terminated these contracts at that date, it would have realized a gain of approximately $163,000 for the Regency swap and $473,000 for the Station Place swap, which amounts have been included in FREIT’s condensed consolidated balance sheet as at July 31, 2024. The change in the fair value for the contract (gain or loss) during such period has been included in comprehensive income (loss) and for the nine and three months ended July 31, 2024, FREIT recorded an unrealized loss of approximately $700,000 and $427,000, respectively, in the condensed consolidated statements of comprehensive income (loss). For the nine and three months ended July 31, 2023, FREIT recorded an unrealized loss of approximately $168,000 and unrealized gain of $389,000, respectively, in the condensed consolidated statements of comprehensive income (loss).

 

Counterparty Credit Risk: Each party to a contract bears the risk that its counterparty will default on its obligation to make a periodic payment. FREIT reduces this risk by entering into a contract only with major financial institutions that are experienced market makers in the derivatives market.

 

 

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ADJUSTED FUNDS FROM OPERATIONS

 

Funds From Operations (“FFO”) is a non-GAAP measure defined by the National Association of Real Estate Investment Trusts (“NAREIT”). FREIT does not include distributions from equity/debt/capital gain sources in its computation of FFO. Although many consider FFO as the standard measurement of a REIT’s performance, FREIT modified the NAREIT computation of FFO to include other adjustments to GAAP net income that are not considered by management to be the primary drivers of its decision making process. These adjustments to GAAP net income are straight-line rents and recurring capital improvements on FREIT’s residential apartments. The modified FFO computation is referred to as Adjusted Funds From Operations (“AFFO”). FREIT believes that AFFO is a superior measure of its operating performance. FREIT computes FFO and AFFO as follows:

  

   For the Nine Months Ended July 31,   For the Three Months Ended July 31, 
   2024   2023   2024   2023 
   (In Thousands, Except Per Share)   (In Thousands Except Per Share) 
Funds From Operations ("FFO") (a)                    
Net income (loss)  $16,068   $(1,086)  $16,335   $(846)
Depreciation of consolidated properties   2,249    2,198    735    744 
Amortization of deferred leasing costs   90    67    26    27 
Distributions to non-controlling interests   (420)(b)   (c)   (240)   (c)
Litigation settlement, net of fees   (15,711)       (15,711)    
Net loss on sale of Maryland properties   171    1,003        557 
Adjustment to loss on investment in tenancy-in-common for depreciation   1,088    1,075    363    359 
FFO  $3,535   $3,257   $1,508   $841 
                     
Per Share - Basic and Diluted  $0.47   $0.44   $0.20   $0.11 
                     
(a) As prescribed by NAREIT.                    
(b) FFO excludes the additional distribution of proceeds to non-controlling interests in the amount of approximately $0.6 million for the nine months ended July 31, 2024 related to the sale of the Rotunda property. See Note 7 to FREIT's condensed consolidated financial statements for further details.
(c) FFO excludes the additional distribution of proceeds to non-controlling interests in the amount of approximately $3.3 million and $1.2 million for the nine and three months ended July 31, 2023, respectively, related to the sale of the Damascus and Rotunda properties. See Note 7 to FREIT's condensed consolidated financial statements for further details.
                     
Adjusted Funds From Operations ("AFFO")                    
FFO  $3,535   $3,257   $1,508   $841 
Deferred rents (Straight lining)   88    91    30    15 
Capital Improvements - Apartments   (483)   (407)   (218)   (117)
AFFO  $3,140   $2,941   $1,320   $739 
                     
 Per Share - Basic and Diluted  $0.42   $0.40   $0.18   $0.10 
                     
 Weighted Average Shares Outstanding:                    
 Basic   7,454    7,438    7,458    7,449 
 Diluted   7,457    7,444    7,462    7,449 

 

FFO and AFFO do not represent cash generated from operating activities in accordance with GAAP, and therefore should not be considered a substitute for net income as a measure of results of operations or for cash flow from operations as a measure of liquidity. Additionally, the application and calculation of FFO and AFFO by certain other REITs may vary materially from that of FREIT, and therefore FREIT’s FFO and AFFO may not be directly comparable to those of other REITs.

 

INFLATION

 

Inflation can impact the financial performance of FREIT in various ways. FREIT’s commercial tenant leases normally provide that the tenants bear all or a portion of most operating expenses, which can reduce the impact of inflationary increases on FREIT. Apartment leases are normally for one to two-years in term, which may allow FREIT to seek increased rents as leases renew or when new tenants are obtained, subject to prevailing market conditions.

 

 

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Item 3: Quantitative and Qualitative Disclosures About Market Risk

 

See “Commercial Segment”, “Residential Segment” and “Liquidity and Capital Resources” under Item 2 above for a detailed discussion of FREIT’s quantitative and qualitative market risk disclosures.

 

Item 4: Controls and Procedures

 

At the end of the period covered by this report, we carried out an evaluation of the effectiveness of the design and operation of FREIT’s disclosure controls and procedures. This evaluation was carried out under the supervision and with participation of FREIT’s management, including FREIT’s Chief Executive Officer and Chief Financial Officer, who concluded that FREIT’s disclosure controls and procedures are effective as of July 31, 2024. There has been no change in FREIT’s internal control over financial reporting during the period covered by this report that has materially affected, or is reasonably likely to materially affect, FREIT’s internal control over financial reporting.

 

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in FREIT’s reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in FREIT’s reports filed under the Exchange Act is accumulated and communicated to management, including FREIT’s Chief Executive Officer and Chief Financial Officer as appropriate, to allow timely decisions regarding required disclosure.

 

 

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Part II: Other Information

 

Item 1: Legal Proceedings

 

As FREIT previously reported, on June 26, 2024, a settlement was reached between FREIT and certain of its affiliates and Sinatra Properties, LLC (“Sinatra”) and Kushner Companies, LLC, (the “Kushner Parties”) regarding previously reported ongoing litigation. The litigation involved a dispute between the parties related to a purchase and sale agreement entered into on January 14, 2020. All settlement payments have been received by FREIT and its affiliates.

 

Item 1A: Risk Factors

 

There were no material changes in any risk factors previously disclosed in FREIT’s Annual Report on Form 10-K for the year ended October 31, 2023, that was filed with the Securities and Exchange Commission on January 29, 2024.

 

Item 6: Exhibits

 

Exhibit Index

 

Exhibit 31.1 - Section 302 Certification of Chief Executive Officer

 

Exhibit 31.2 - Section 302 Certification of Chief Financial Officer

 

Exhibit 32.1 - Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350

 

Exhibit 32.2 - Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350

 

Exhibit 101 - The following materials from FREIT’s quarterly report on Form 10-Q for the period ended July 31, 2024, are formatted in Inline Extensible Business Reporting Language (“iXBRL”): (i) condensed consolidated balance sheets; (ii) condensed consolidated statements of operations; (iii) condensed consolidated statements of comprehensive income (loss); (iv) condensed consolidated statements of equity; (v) condensed consolidated statements of cash flows; and (vi) notes to condensed consolidated financial statements.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

   
  FIRST REAL ESTATE INVESTMENT
  TRUST OF NEW JERSEY, INC.
  (Registrant)
   
Date: September 13, 2024  
  /s/ Robert S. Hekemian, Jr.
  (Signature)
  Robert S. Hekemian, Jr.
  President and Chief Executive Officer
  (Principal Executive Officer)
   
   
  /s/ Allan Tubin
  (Signature)
  Allan Tubin
  Chief Financial Officer and Treasurer
  (Principal Financial/Accounting Officer)

 

 

 

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Page 33

 

EXHIBIT 31.1

 

CERTIFICATION

 

I, Robert S. Hekemian, Jr., certify that:

 

1.I have reviewed this report on Form 10-Q of First Real Estate Investment Trust of New Jersey, Inc.;

 

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

(a)President and Chief Executive Officer Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

 

Date:  September 13, 2024 /s/ Robert S. Hekemian, Jr.
  Robert S. Hekemian, Jr.
  President and Chief Executive Officer

 

 

 

Page 34

 

EXHIBIT 31.2

 

CERTIFICATION

 

I, Allan Tubin, certify that:

 

1.I have reviewed this report on Form 10-Q of First Real Estate Investment Trust of New Jersey, Inc.;

 

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

 

Date:  September 13, 2024 /s/ Allan Tubin
  Allan Tubin
  Chief Financial Officer and Treasurer

 

 

 

 

Page 35

 

EXHIBIT 32.1

 

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the Quarterly Report of First Real Estate Investment Trust of New Jersey, Inc. (the “Company”) on Form 10-Q for the quarter ended July 31, 2024 (the “Report”), I, Robert S. Hekemian, Jr., President and Chief Executive Officer of the Company, do hereby certify, pursuant to 18 U.S.C.§ 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

 

(1)the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, 15 U.S.C. § 78m(a) or 78o(d), and,

 

(2)the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Date:  September 13, 2024 /s/ Robert S. Hekemian, Jr.
  Robert S. Hekemian, Jr.
  President and Chief Executive Officer

 

 

 

 Page 36

 

EXHIBIT 32.2

 

 

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the Quarterly Report of First Real Estate Investment Trust of New Jersey, Inc. (the “Company”) on Form 10-Q for the quarter ended July 31, 2024 (the “Report”), I, Allan Tubin, Chief Financial Officer and Treasurer of the Company, do hereby certify, pursuant to 18 U.S.C.§ 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

 

(1)the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, 15 U.S.C. § 78m(a) or 78o(d), and,

 

(2)the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Date:  September 13, 2024 /s/ Allan Tubin
  Allan Tubin
  Chief Financial Officer and Treasurer

 

 

 

v3.24.2.u1
Cover - shares
9 Months Ended
Jul. 31, 2024
Sep. 13, 2024
Document Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Transition Report false  
Entity Interactive Data Current Yes  
Amendment Flag false  
Document Period End Date Jul. 31, 2024  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q3  
Entity Information [Line Items]    
Entity Registrant Name FIRST REAL ESTATE INVESTMENT TRUST OF NEW JERSEY, INC.  
Entity Central Index Key 0000036840  
Entity File Number 000-25043  
Entity Tax Identification Number 22-1697095  
Entity Incorporation, State or Country Code MD  
Current Fiscal Year End Date --10-31  
Entity Current Reporting Status Yes  
Entity Shell Company false  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Contact Personnel [Line Items]    
Entity Address, Address Line One 505 Main Street, Suite 400  
Entity Address, City or Town Hackensack  
Entity Address, State or Province NJ  
Entity Address, Postal Zip Code 07601  
Entity Phone Fax Numbers [Line Items]    
City Area Code (201)  
Local Phone Number 488-6400  
Entity Listings [Line Items]    
Entity Common Stock, Shares Outstanding   7,459,193
Common stock    
Entity Listings [Line Items]    
Title of 12(b) Security Common stock, par value $0.01 per share  
Trading Symbol FREVS  
Security Exchange Name NONE  
Preferred Stock    
Entity Listings [Line Items]    
Title of 12(b) Security Preferred Stock Purchase Rights  
v3.24.2.u1
Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Thousands
Jul. 31, 2024
Oct. 31, 2023
ASSETS    
Real estate, at cost, net of accumulated depreciation $ 91,922 $ 93,617
Construction in progress 941 898
Cash and cash equivalents 29,429 13,217
Investment in U.S. Treasury securities available-for-sale 16,919 23,593
Investment in tenancy-in-common 17,705 18,137
Tenants' security accounts 921 962
Receivables arising from straight-lining of rents 602 690
Accounts receivable, net of allowance for doubtful accounts of $250 and $1,090 as of July 31, 2024 and October 31, 2023, respectively 397 559
Funds held in post-closing escrow 189 883
Prepaid expenses and other assets 5,067 4,912
Deferred charges, net 309 311
Interest rate swap contracts 636 1,336
Total Assets 165,037 159,115
Liabilities:    
Mortgages payable, including deferred interest of $222 129,360 138,179
Less unamortized debt issuance costs 922 1,117
Mortgages payable, net 128,438 137,062
Accounts payable and accrued expenses 2,493 1,275
Dividends payable 373 372
Tenants' security deposits 1,222 1,262
Deferred revenue 689 668
Total Liabilities 133,215 140,639
Commitments and contingencies
Common Equity:    
Preferred stock with par value of $0.01 per share: 5,000,000 and 0 shares authorized and issued, respectively
Common stock with par value of $0.01 per share: 20,000,000 shares authorized; 7,458,193 and 7,449,583 shares issued at July 31, 2024 and October 31, 2023, respectively 75 74
Additional paid-in-capital 32,215 32,074
Retained earnings (accumulated deficit) 4,726 (8,968)
Accumulated other comprehensive income 610 1,336
Total Common Equity 37,626 24,516
Noncontrolling interests in subsidiaries (5,804) (6,040)
Total Equity 31,822 18,476
Total Liabilities and Equity $ 165,037 $ 159,115
v3.24.2.u1
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($)
$ in Thousands
Jul. 31, 2024
Oct. 31, 2023
Statement of Financial Position [Abstract]    
Allowance for doubtful accounts (in Dollars) $ 250 $ 1,090
Deferred interest (in Dollars) $ 222 $ 222
Preferred stock, par value (in Dollars per share) $ 0.01 $ 0.01
Preferred stock, shares authorized 5,000,000 5,000,000
Preferred stock, shares issued 0 0
Common stock, par value (in Dollars per share) $ 0.01 $ 0.01
Common stock, shares authorized 20,000,000 20,000,000
Common stock, shares issued 7,458,193 7,449,583
v3.24.2.u1
Condensed Consolidated Statements of Operations (Unaudited) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2024
Jul. 31, 2023
Jul. 31, 2024
Jul. 31, 2023
Revenue:        
Rental income $ 6,568 $ 6,511 $ 19,608 $ 19,078
Reimbursements 405 612 1,439 1,749
Sundry income 174 173 374 364
Total revenue 7,147 7,296 21,421 21,191
Expenses:        
Operating expenses 2,405 3,242 8,608 8,317
Management fees 344 343 1,011 1,002
Real estate taxes 1,500 1,457 4,501 4,350
Depreciation 735 744 2,249 2,198
Total expenses 4,984 5,786 16,369 15,867
Investment income 396 275 1,082 682
Litigation settlement, net of fees 15,711 15,711
Net loss on sale of Maryland properties (557) (171) (1,003)
Loss on investment in tenancy-in-common (96) (43) (143) (231)
Interest expense including amortization of deferred financing costs (1,839) (2,031) (5,463) (5,858)
Net income (loss) 16,335 (846) 16,068 (1,086)
Net (income) loss attributable to noncontrolling interests in subsidiaries (1,544) 434 (1,256) 1,190
Net income (loss) attributable to common equity $ 14,791 $ (412) $ 14,812 $ 104
Earnings (loss) per share:        
Basic (in Dollars per share) $ 1.98 $ (0.06) $ 1.99 $ 0.01
Diluted (in Dollars per share) $ 1.98 $ (0.06) $ 1.99 $ 0.01
Weighted average shares outstanding:        
Basic (in Shares) 7,458 7,449 7,454 7,438
Diluted (in Shares) 7,462 7,449 7,457 7,444
v3.24.2.u1
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2024
Jul. 31, 2023
Jul. 31, 2024
Jul. 31, 2023
Statement of Comprehensive Income [Abstract]        
Net income (loss) $ 16,335 $ (846) $ 16,068 $ (1,086)
Other comprehensive (loss) income:        
Unrealized (loss) gain on interest rate swap contracts before reclassifications (241) 562 (134) 258
Amount reclassified from accumulated other comprehensive income to interest expense (186) (173) (566) (426)
Net unrealized (loss) gain on interest rate swap contracts (427) 389 (700) (168)
Unrealized loss on U.S. Treasury securities available-for-sale before reclassifications (1) (20)
Amount reclassified from accumulated other comprehensive income to investment income (5) (6)
Net unrealized loss on U.S. Treasury securities available-for-sale (6) (26)
Comprehensive income (loss) 15,902 (457) 15,342 (1,254)
Comprehensive (income) loss attributable to noncontrolling interests in subsidiaries (1,544) 434 (1,256) 1,190
Comprehensive income (loss) attributable to common equity $ 14,358 $ (23) $ 14,086 $ (64)
v3.24.2.u1
Condensed Consolidated Statements of Equity (Unaudited) - USD ($)
$ in Thousands
Total
Common Stock
Additional Paid-In- Capital
Retained Earnings (Accumulated Deficit)
Accumulated Other Comprehensive Income
Total Common Equity
Noncontrolling Interests in Subsidiaries
Balance at Oct. 31, 2022 $ 24,739 $ 73 $ 30,635 $ (6,208) $ 1,409 $ 25,909 $ (1,170)
Balance (in Shares) at Oct. 31, 2022   7,321          
Stock based compensation expense 5   5     5  
Vested share units granted to Directors 26   26     26  
Vested share units granted to Directors (in Shares)   2          
Stock options exercised 1,226 $ 1 1,225     1,226  
Stock options exercised (in Shares)   113          
Distributions to noncontrolling interests in subsidiaries (1,850)         (1,850)
Net income (loss) 46     419   419 (373)
Dividends declared (541)     (541)   (541)  
Net unrealized (gain) loss on interest rate swap contracts (450)       (450) (450)
Balance at Jan. 31, 2023 23,201 $ 74 31,891 (6,330) 959 26,594 (3,393)
Balance (in Shares) at Jan. 31, 2023   7,436          
Balance at Oct. 31, 2022 24,739 $ 73 30,635 (6,208) 1,409 25,909 (1,170)
Balance (in Shares) at Oct. 31, 2022   7,321          
Net income (loss) (1,086)            
Balance at Jul. 31, 2023 18,482 $ 74 32,074 (9,252) 1,241 24,137 (5,655)
Balance (in Shares) at Jul. 31, 2023   7,450          
Balance at Jan. 31, 2023 23,201 $ 74 31,891 (6,330) 959 26,594 (3,393)
Balance (in Shares) at Jan. 31, 2023   7,436          
Stock awards granted to directors 140   140     140  
Stock awards granted to directors (in Shares)   9          
Stock based compensation expense 5   5     5  
Stock options exercised 7   7     7  
Stock options exercised (in Shares)   1          
Distributions to noncontrolling interests in subsidiaries (204)         (204)
Net income (loss) (286)     97   97 (383)
Dividends declared (372)     (372)   (372)  
Net unrealized (gain) loss on interest rate swap contracts (107)       (107) (107)
Balance at Apr. 30, 2023 22,384 $ 74 32,043 (6,605) 852 26,364 (3,980)
Balance (in Shares) at Apr. 30, 2023   7,446          
Stock based compensation expense 1   1     1  
Stock options exercised 30   30     30  
Stock options exercised (in Shares)   4          
Distributions to noncontrolling interests in subsidiaries (1,241)           (1,241)
Net income (loss) (846)     (412)   (412) (434)
Dividends declared (2,235)     (2,235)   (2,235)  
Net unrealized (gain) loss on interest rate swap contracts 389       389 389  
Balance at Jul. 31, 2023 18,482 $ 74 32,074 (9,252) 1,241 24,137 (5,655)
Balance (in Shares) at Jul. 31, 2023   7,450          
Balance at Oct. 31, 2023 18,476 $ 74 32,074 (8,968) 1,336 24,516 (6,040)
Balance (in Shares) at Oct. 31, 2023   7,450          
Stock based compensation expense 1   1     1  
Distributions to noncontrolling interests in subsidiaries (180)         (180)
Net income (loss) (666)     (512)   (512) (154)
Dividends declared (372)     (372)   (372)  
Net unrealized (gain) loss on interest rate swap contracts (530)       (530) (530)
Net unrealized loss on investment in U.S. Treasury securities available-for-sale (7)       (7) (7)
Balance at Jan. 31, 2024 16,722 $ 74 32,075 (9,852) 799 23,096 (6,374)
Balance (in Shares) at Jan. 31, 2024   7,450          
Balance at Oct. 31, 2023 18,476 $ 74 32,074 (8,968) 1,336 24,516 (6,040)
Balance (in Shares) at Oct. 31, 2023   7,450          
Net income (loss) 16,068            
Balance at Jul. 31, 2024 31,822 $ 75 32,215 4,726 610 37,626 (5,804)
Balance (in Shares) at Jul. 31, 2024   7,458          
Balance at Jan. 31, 2024 16,722 $ 74 32,075 (9,852) 799 23,096 (6,374)
Balance (in Shares) at Jan. 31, 2024   7,450          
Stock awards granted to directors 141 $ 1 140     141  
Stock awards granted to directors (in Shares)   8          
Distributions to noncontrolling interests in subsidiaries (600)         (600)
Net income (loss) 399     533   533 (134)
Dividends declared (373)     (373)   (373)  
Net unrealized (gain) loss on interest rate swap contracts 257       257 257
Net unrealized loss on investment in U.S. Treasury securities available-for-sale (13)       (13) (13)
Balance at Apr. 30, 2024 16,533 $ 75 32,215 (9,692) 1,043 23,641 (7,108)
Balance (in Shares) at Apr. 30, 2024   7,458          
Distributions to noncontrolling interests in subsidiaries (240)           (240)
Net income (loss) 16,335     14,791   14,791 1,544
Dividends declared (373)     (373)   (373)  
Net unrealized (gain) loss on interest rate swap contracts (427)       (427) (427)  
Net unrealized loss on investment in U.S. Treasury securities available-for-sale (6)       (6) (6)  
Balance at Jul. 31, 2024 $ 31,822 $ 75 $ 32,215 $ 4,726 $ 610 $ 37,626 $ (5,804)
Balance (in Shares) at Jul. 31, 2024   7,458          
v3.24.2.u1
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
9 Months Ended
Jul. 31, 2024
Jul. 31, 2023
Operating activities:    
Net income (loss) $ 16,068,000 $ (1,086,000)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:    
Net loss on sale of Maryland properties 171,000 1,003,000
Depreciation 2,249,000 2,198,000
Amortization 492,000 437,000
Stock based compensation expense 1,000 11,000
Director fees and related interest paid in stock units 26,000
Stock awards granted to directors 141,000 140,000
Loss on investment in tenancy-in-common 143,000 231,000
Deferred rents - straight line rent 88,000 91,000
Bad debt expense 116,000 26,000
Accreted interest on investment in U.S. Treasury securities (595,000) (154,000)
Changes in operating assets and liabilities:    
Tenants' security accounts (40,000) (33,000)
Accounts receivable, prepaid expenses and other assets (191,000) 397,000
Accounts payable, accrued expenses and deferred director compensation payable 1,318,000 (1,694,000)
Deferred revenue 21,000 285,000
Net cash provided by operating activities 19,982,000 1,878,000
Investing activities:    
Cash outlays from sale of Maryland properties, net (171,000) (844,000)
Purchase of U.S. Treasury securities (26,759,000) (31,752,000)
Proceeds from maturities of U.S. Treasury securities 34,002,000 11,380,000
Capital improvements - existing properties (697,000) (1,154,000)
Deferred leasing costs (88,000) (140,000)
Due from Pierre TIC for reimbursement of costs (166,000)
Distribution from investment in tenancy-in-common 455,000 390,000
Net cash provided by (used in) investing activities 6,576,000 (22,120,000)
Financing activities:    
Repayment of mortgages (8,819,000) (1,124,000)
Proceeds from exercise of stock options 1,263,000
Deferred financing costs (207,000) (604,000)
Dividends paid (1,117,000) (11,486,000)
Distributions to noncontrolling interests in subsidiaries (1,020,000) (3,295,000)
Net cash used in financing activities (11,163,000) (15,246,000)
Net increase (decrease) in cash, cash equivalents and restricted cash 15,395,000 (35,488,000)
Cash, cash equivalents and restricted cash, beginning of period 18,356,000 58,500,000
Cash, cash equivalents and restricted cash, end of period 33,751,000 23,012,000
Supplemental disclosure of cash flow data:    
Interest paid 5,061,000 5,461,000
Investing activities:    
Accrued transactional costs for sale of the Maryland properties 159,000
Accrued capital expenditures, construction costs and pre-development costs 107,000 38,000
Financing activities:    
Dividends declared but not paid 373,000 2,235,000
Cash and cash equivalents 29,429,000 17,757,000
Tenants' security accounts 921,000 978,000
Funds held in post-closing escrow 189,000 883,000
Mortgage escrows (included in prepaid expenses and other assets) 3,212,000 3,394,000
Total cash, cash equivalents and restricted cash $ 33,751,000 $ 23,012,000
v3.24.2.u1
Basis of Presentation
9 Months Ended
Jul. 31, 2024
Basis of Presentation [Abstract]  
Basis of presentation

Note 1 - Basis of presentation:

 

First Real Estate Investment Trust of New Jersey was organized on November 1, 1961 as a New Jersey Business Trust. On July 1, 2021, First Real Estate Investment Trust of New Jersey completed the change of its form of organization from a New Jersey real estate investment trust to a Maryland corporation (the “Reincorporation”) which was approved by its stockholders at the annual meeting of stockholders held on May 6, 2021. The Reincorporation changed the law applicable to First Real Estate Investment Trust of New Jersey’s affairs from New Jersey law to Maryland law and was accomplished by the merger of First Real Estate Investment Trust of New Jersey with and into its wholly owned subsidiary, First Real Estate Investment Trust of New Jersey, Inc. (“FREIT”, “Trust”, “us”, “we”, “our” or the “Company”), a Maryland corporation. As a result of the Reincorporation, the separate existence of First Real Estate Investment Trust of New Jersey has ceased and FREIT has succeeded to all the business, properties, assets and liabilities of First Real Estate Investment Trust of New Jersey. Holders of shares of beneficial interest in First Real Estate Investment Trust of New Jersey have received one newly issued share of common stock of FREIT for each share of First Real Estate Investment Trust of New Jersey that they own, without any action of stockholders required and all treasury stock held by First Real Estate Investment Trust of New Jersey was retired.

 

FREIT is organized and will continue to operate in such a manner as to qualify for taxation as a REIT under the Internal Revenue Code of 1986, as amended, and its stock is traded on the over-the-counter market under the trading symbol FREVS.

 

The accompanying interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial statements and pursuant to the rules of the Securities and Exchange Commission (“SEC”). Accordingly, certain information and footnotes required by GAAP for complete financial statements have been omitted. It is the opinion of management that all adjustments considered necessary for a fair presentation have been included, and that all such adjustments are of a normal recurring nature.

 

The consolidated results of operations for the nine and three-month periods ended July 31, 2024 are not necessarily indicative of the results to be expected for the full year or any other period. The unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in FREIT’s Annual Report on Form 10-K for the year ended October 31, 2023.

v3.24.2.u1
Recently Issued Accounting Standards
9 Months Ended
Jul. 31, 2024
Recently Issued Accounting Standards [Abstract]  
Recently issued accounting standards

Note 2 – Recently issued accounting standards:

 

In March 2020 and January 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2020-04 “Reference Rate Reform (ASC 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting”, and ASU 2021-01 “Reference Rate Reform (ASC 848): Scope” which provides temporary optional guidance to ease the potential burden in accounting for reference rate reform in contracts and other transactions that reference the London Interbank Offered Rate or another reference rate expected to be discontinued because of reference rate reform, if certain criteria are met. ASU 2020-04 and ASU 2021-01 are effective for all entities as of March 12, 2020 through the recently deferred date of December 31, 2024. We currently do not anticipate the need to modify our existing debt agreements as a result of reference rate reform in the current year, however if any modification is executed as a result of reference rate reform, the Company will elect the optional expedient available under ASU 2020-04 and ASU 2021-01, which allows entities to account for the modification as if the modification was not substantial. We will disclose the nature of and reason for electing the optional expedient in each interim and annual financial statement period if and when applicable through December 31, 2024.

 

In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”) to improve reportable segment disclosure requirements, primarily through enhanced disclosure about significant segment expenses. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the impact that the updated standard will have on its financial statement disclosure.

v3.24.2.u1
Dividends and Earnings (Loss) Per Share
9 Months Ended
Jul. 31, 2024
Dividends and Earnings (Loss) Per Share [Abstract]  
Dividends and earnings (loss) per share

Note 3 – Dividends and earnings (loss) per share:

 

The FREIT Board of Directors (“Board”) declared a dividend of approximately $373,000 ($0.05 per share) in the third quarter of Fiscal 2024, which will be paid on September 13, 2024 to stockholders of record on August 30, 2024.

 

Basic earnings (loss) per share is calculated by dividing net income attributable to common equity (numerator) by the weighted average number of shares outstanding during each period (denominator). The calculation of diluted earnings per share is similar to that of basic earnings per share, except that the denominator is increased to include the number of additional shares that would have been outstanding if all potentially dilutive shares, such as those issuable upon the exercise of stock options, were issued during the period using the Treasury Stock method. Under the Treasury Stock method, the assumption is that the proceeds received upon exercise of the options, including the unrecognized stock option compensation expense attributable to future services, are used to

 

repurchase FREIT’s stock at the average market price during the period, thereby increasing the number of shares to be added in computing diluted earnings per share. For both the nine and three months ended July 31, 2024, the outstanding stock options increased the average dilutive shares outstanding by approximately 3,000 and 4,000 shares, respectively, with no impact on earnings per share. For the nine and three months ended July 31, 2023, the outstanding stock options increased the average dilutive shares outstanding by approximately 6,000 and 0 shares, respectively, with no impact on earnings (loss) per share. There were no anti-dilutive shares for the nine and three months ended July 31, 2024 and 2023. Anti-dilutive shares consist of out-of-the money stock options under the Equity Incentive Plan (See Note 13).

v3.24.2.u1
Fair Value Measurements
9 Months Ended
Jul. 31, 2024
Fair Value Measurements [Abstract]  
Fair Value Measurements

Note 4 – Fair Value Measurements: 

 

Financial assets that are measured at fair value on our condensed consolidated balance sheets consist of (i) investments in U.S. Treasury securities (classified as available for sale) and (ii) interest rate swap contracts.

 

In accordance with ASC Topic 320, “Investments – Debt Securities”, FREIT is accounting for the investments in U.S. Treasury securities classified as available for sale in the amount of approximately $16,919,000 and $23,593,000, as of July 31, 2024 and October 31, 2023, respectively, at fair value. Any changes in the value of these securities are recorded as an unrealized gain or loss in other comprehensive income (loss). At maturity, the realized gain or loss related to these investments is recognized in investment income in the condensed consolidated statements of operations. For the nine and three months ended July 31, 2024, FREIT recorded an unrealized loss of approximately $26,000 and $6,000, respectively, in the condensed consolidated statements of comprehensive income (loss) representing the change in the fair value of these available for sale investments in U.S. Treasury securities during such periods. There was no unrealized gain or loss recorded for the nine and three months ended July 31, 2023. The fair values are based on quoted market prices (level 1 in the fair value hierarchy as provided by authoritative guidance).

 

In accordance with “Accounting Standards Codification Topic 815, Derivatives and Hedging ("ASC 815")”, FREIT has been accounting for the FREIT Regency, LLC (“Regency”) and Station Place on Monmouth (“Station Place”) interest rate swap contracts as cash flow hedges marking these contracts to market, taking into account present interest rates compared to the contracted fixed rate over the life of the contract and recording the unrealized gain or loss on the swaps in comprehensive income (loss). For the nine and three months ended July 31, 2024, FREIT recorded an unrealized loss of approximately $700,000 and $427,000, respectively, in the condensed consolidated statements of comprehensive income (loss) representing the change in the fair value of these cash flow hedges during such periods. For the nine and three months ended July 31, 2023, FREIT recorded an unrealized loss of approximately $168,000 and an unrealized gain of $389,000, respectively, in the condensed consolidated statements of comprehensive income (loss) representing the change in the fair value of these cash flow hedges during such periods. As of July 31, 2024, there was an asset of approximately $163,000 for the Regency swap and $473,000 for the Station Place swap. As of October 31, 2023, there was an asset of approximately $459,000 for the Regency swap and $877,000 for the Station Place swap. The fair values are based on observable inputs (level 2 in the fair value hierarchy as provided by authoritative guidance).

v3.24.2.u1
Investment in Tenancy-In-Common
9 Months Ended
Jul. 31, 2024
Investment in Tenancy-In-Common [Abstract]  
Investment in tenancy-in-common

Note 5 – Investment in tenancy-in-common:

 

On February 28, 2020, FREIT reorganized its subsidiary S and A Commercial Associates Limited Partnership (“S&A”) from a partnership into a tenancy-in-common form of ownership (“TIC”). Prior to this reorganization, FREIT owned a 65% partnership interest in S&A, which owned 100% of the Pierre Towers property located in Hackensack, New Jersey through its 100% interest in Pierre Towers, LLC. Pursuant to the TIC agreement, FREIT ultimately acquired a 65% undivided interest in the Pierre Towers property, which was formerly owned by S&A. While FREIT’s effective ownership percentage in the Pierre Towers property remained unchanged after the reorganization to a TIC, FREIT no longer has a controlling interest in the TIC as the TIC is now under joint control. Based on the guidance of ASC 810, “Consolidation”, FREIT’s investment in the TIC is accounted for under the equity method of accounting.

 

FREIT’s investment in the TIC was approximately $17.7 million and $18.1 million at July 31, 2024 and October 31, 2023, respectively. For the nine and three months ended July 31, 2024, FREIT recognized a loss on investment in TIC of approximately $143,000 and $96,000, respectively, in the accompanying condensed consolidated statements of operations. Additionally, because the Pierre Towers property was part of the original portfolio sale to Sinatra Properties, LLC (“Sinatra”), approximately $166,000 in expenses previously paid by and due to FREIT for the terminated Sinatra transaction (See Note 6) have been recorded in the “investment in tenancy-in-common” line item on FREIT’s condensed consolidated balance sheet as of July 31, 2024. For the nine and three months ended July 31, 2023, FREIT recognized a loss on investment in TIC of approximately $231,000 and $43,000, respectively, in the accompanying condensed consolidated statements of operations.

 

Hekemian & Co., Inc. (“Hekemian & Co.”) manages the Pierre Towers property pursuant to a management agreement between the owners of the TIC and Hekemian & Co. dated as of February 28, 2020, which was for an initial term of one (1) year and which renews for successive one (1) year terms unless either party gives written notice of termination to the other party at least sixty (60) days prior to the end of the then-current term. The management agreement was renewed for a successive one (1) year term expiring on February 28, 2025.

 

The management agreement requires the payment of management fees equal to 5% of rents collected. Management fees, charged to operations, were approximately $318,000 and $108,000 for the nine and three months ended July 31, 2024, respectively, and

 

$313,000 and $105,000 for the nine and three months ended July 31, 2023, respectively. The Pierre Towers property also uses the resources of the Hekemian & Co. insurance department to secure various insurance coverages for its property. Hekemian & Co. is paid a commission for these services. Such commissions were charged to operations and amounted to approximately $55,000 for both the nine and three months ended July 31, 2024 and $51,000 for both the nine and three months ended July 31, 2023.

 

The following table summarizes the balance sheets of the Pierre Towers property as of July 31, 2024 and October 31, 2023, accounted for by the equity method:

  

   July 31,   October 31, 
   2024   2023 
   (In Thousands of Dollars) 
         
Real estate, net  $73,041   $74,202 
Cash and cash equivalents   1,736    2,256 
Tenants' security accounts   519    478 
Receivables and other assets   679    455 
Total assets  $75,975   $77,391 
           
Mortgages payable, net of unamortized debt issuance costs  $47,653   $48,516 
Accounts payable and accrued expenses   452    295 
Reimbursement due to FREIT   166    
 
Tenants' security deposits   524    496 
Deferred revenue   197    181 
Equity   26,983    27,903 
Total liabilities & equity  $75,975   $77,391 
           
FREIT's investment in TIC (65% interest)  $17,539   $18,137 
Reimbursement due to FREIT   166    
 
FREIT's net investment in TIC  $17,705   $18,137 

 

The following table summarizes the statements of operations of the Pierre Towers property for the nine and three months ended July 31, 2024 and 2023, accounted for by the equity method:

  

   Nine Months Ended July 31,   Three Months Ended July 31, 
   2024   2023   2024   2023 
   (In Thousands of Dollars)   (In Thousands of Dollars) 
                 
Revenue  $6,416   $6,196   $2,173   $2,100 
Operating expenses   3,685    3,700    1,230    1,215 
Depreciation   1,674    1,655    559    554 
Operating income   1,057    841    384    331 
                     
Interest income   59    
    22    
 
Sinatra expenses due to FREIT   (166)   
    (166)   
 
Interest expense including amortization of deferred financing costs   (1,170)   (1,196)   (388)   (397)
                     
Net loss  $(220)  $(355)  $(148)  $(66)
                     
FREIT's loss on investment in TIC (65% interest)  $(143)  $(231)  $(96)  $(43)
v3.24.2.u1
Termination of Purchase and Sale Agreement
9 Months Ended
Jul. 31, 2024
Termination of Purchase And Sale Agreement [Abstract]  
Termination of Purchase and Sale Agreement

Note 6 – Termination of Purchase and Sale Agreement:

 

As FREIT previously reported, on June 26, 2024, a settlement was reached between FREIT and certain of its affiliates and Sinatra and Kushner Companies, LLC, (the “Kushner Parties”) regarding previously reported ongoing litigation. The litigation involved a dispute between the parties related to a purchase and sale agreement entered into on January 14, 2020. All settlement payments have been received by FREIT and its affiliates.

 

Legal costs attributed to the legal proceeding between FREIT and certain of its affiliates and Sinatra have been incurred in the amount of approximately $881,000 and $369,000 for the nine and three months ended July 31, 2024, respectively, and $798,000 and $407,000 for the nine and three months ended July 31, 2023, respectively, and are included in operating expenses on the condensed consolidated statements of operations.

 

The litigation settlement, offset by certain adjustments and additional expenses, was included as income in “Litigation settlement, net of fees” on the accompanying condensed consolidated statements of operations for the nine and three months ended July 31, 2024. The settlement triggered the following items:

 

A transaction break-up fee due to the originating third party broker of approximately $605,000 and a four-year litigation management fee of $750,000 due to Hekemian & Co., Inc.

 

  Reimbursement of costs related to this transaction of $166,000 due to FREIT from the Pierre TIC.

 

Approximately $2.6 million, comprising $4.5 million of the gross settlement income, less litigation and certain transaction expenses totaling approximately $1.9 million, was allocated to Westwood Hills, LLC. This allocation was based on the pro-rata share of the contracted sales prices between the companies. Of the net amount, approximately $1 million is FREIT’s share based on its 40% ownership of Westwood Hills, LLC.
v3.24.2.u1
Maryland Property Dispositions
9 Months Ended
Jul. 31, 2024
Maryland Property Dispositions [Abstract]  
Maryland property dispositions

Note 7 – Maryland property dispositions:

 

On November 22, 2021, certain affiliates (the “Maryland Sellers”) of FREIT entered into a Purchase and Sale Agreement (the “Maryland Purchase and Sale Agreement”) with MCB Acquisition Company, LLC (the “Maryland Purchaser”), a third party, pursuant to which the Maryland Sellers agreed to sell three properties to the Maryland Purchaser. The properties consisted of retail and office space and a residential apartment community owned by Grande Rotunda, LLC (the “Rotunda Property”), a shopping center owned by Damascus Centre, LLC (the “Damascus Property”), and a shopping center owned by WestFREIT Corp. (the “Westridge Square Property”). FREIT owns 100% of its subsidiary, WestFREIT Corp. (“WestFREIT”), a 60% interest in Grande Rotunda, LLC (“Grande Rotunda”), the joint venture that owned the Rotunda Property, and a 70% interest in Damascus Centre, LLC (“Damascus Centre”), the joint venture that owned the Damascus Property.

 

The sale of the Maryland Properties having a total net book value of $172.3 million (as adjusted) was consummated by the Maryland Sellers and the Maryland Purchaser for a purchase price of $248,750,269, after giving effect to the $15,526,731 escrow deposit (the “Maryland Purchaser Escrow Payment”). This sale resulted in net proceeds of approximately $58.7 million (inclusive of approximately $0.5 million in funds released from the Maryland Purchaser Escrow Payment for the nine months ended July 31, 2024), after payment of related mortgage debt in the amount of $155.8 million and the corresponding swap breakage fees of approximately $213,000 related to the early termination of the interest rate swap contracts on the Damascus Property loan, payment of loans (including interest) to each of the equity owners in Grande Rotunda in the amount of approximately $31 million and certain transactional expenses and transfer taxes including brokerage fees due to Hekemian & Co. of approximately $6.4 million (see Note 8 for additional details). As of July 31, 2024, approximately $7,084,000 of the Maryland Purchaser Escrow Payment has been released from escrow to the Maryland Sellers. The escrow and related gain on sale were reduced by approximately $171,000 and $0 for the nine and three months ended July 31, 2024, respectively, and $1,003,000 and $557,000 for the nine and three months ended July 31, 2023, respectively, due to a change in estimate related to a change in the timing of anticipated rent commencement dates for certain tenants, which will reduce the escrowed funds available to be released to Grande Rotunda. Approximately $0.2 million and $0.9 million of remaining funds are held in a post-closing escrow for rents and are included in “Funds held in post-closing escrow” on the accompanying condensed consolidated balance sheets as of July 31, 2024 and October 31, 2023, respectively. These funds held in post-closing escrow are anticipated to be released by the end of Fiscal 2026. The sale of the Maryland Properties resulted in a net gain of approximately $67.6 million (as adjusted) (FREIT’s share is approximately $44.9 million) which includes approximately $7.3 million of proceeds released and anticipated to be released from funds held in escrow, a write-off of the straight-line rent receivable of approximately $2.9 million and a write-off of unamortized lease commissions of approximately $1.7 million.

 

On August 4, 2022, FREIT’s Board declared a special, extraordinary, non-recurring cash distribution of approximately $51.5 million, or $7.50 per share, which was paid on August 30, 2022, to stockholders of record on August 16, 2022 (with an ex-dividend date of August 31, 2022). This distribution represented most of the net proceeds of FREIT’s sale of its portfolio of Maryland Properties.

 

On July 12, 2023, FREIT’s Board declared an ordinary dividend of $0.05 per share and a special dividend of $0.25 per share to distribute funds released in Fiscal 2023 from the post-closing rent escrow established in connection with the sale of its portfolio of Maryland Properties. The total dividend of $0.30 per share was paid on September 15, 2023 to holders of record of said shares at the close of business on September 1, 2023.

 

As the disposal of the Maryland Properties did not represent a strategic shift that would have a major impact on FREIT’s operations or financial results, the properties’ operations were not reflected as discontinued operations in the accompanying condensed consolidated financial statements.

v3.24.2.u1
Management Agreement, Fees and Transactions with Related Party
9 Months Ended
Jul. 31, 2024
Management Agreement, Fees and Transactions with Related Party [Abstract]  
Management Agreement, Fees and Transactions with Related Party

Note 8 - Management agreement, fees and transactions with related party:

 

Hekemian & Co. currently manages all of the properties owned by FREIT and its affiliates. The management agreement between FREIT and Hekemian & Co. dated as of November 1, 2001 (“Management Agreement”) will expire on October 31, 2025 and is automatically renewed for successive periods of two years unless either party gives not less than six (6) months prior notice of non-renewal.

 

The Management Agreement requires the payment of management fees equal to 4% to 5% of rents collected. Such fees charged to operations were approximately $1,011,000 and $1,002,000 for the nine months ended July 31, 2024 and 2023, respectively, and $343,000 for both the three months ended July 31, 2024 and 2023, respectively. In addition, the Management Agreement provides for the payment to Hekemian & Co. of leasing commissions, as well as the reimbursement of certain operating expenses, such as payroll and insurance costs, incurred on behalf of FREIT. Such commissions and reimbursements amounted to approximately $449,000 and $477,000 for the nine months ended July 31, 2024 and 2023, respectively, and $133,000 and $155,000 for the three months ended July 31, 2024 and 2023, respectively. FREIT also uses the resources of the Hekemian & Co. insurance department to secure various insurance coverages for its properties and subsidiaries. Hekemian & Co. is paid a commission for these services. Such commissions, charged to operations, were approximately $177,000 and $166,000 for the nine months ended July 31, 2024 and 2023, respectively, and $117,000 and $101,000 for the three months ended July 31, 2024 and 2023, respectively.

 

From time to time, FREIT engages Hekemian & Co., or certain affiliates of Hekemian & Co., to provide additional services, such as consulting services related to development, property sales and financing activities of FREIT. Separate fee arrangements are negotiated between Hekemian & Co. and FREIT with respect to such additional services. Such fees incurred for the nine and three months ended July 31, 2024 were approximately $89,000 and $0, respectively, and for the nine and three months ended July 31, 2023 were approximately $180,000 and $159,000, respectively. Fees incurred during Fiscal 2024 related to commissions to Hekemian & Co. for the following: $32,500 for the renewal of FREIT’s line of credit; $22,400 for the modification and extension of the loan on the Steuben Arms property; $21,100 for the extension of the loan on the Westwood Plaza property; and $13,400 for the additional proceeds received from the post-closing rent escrow for the sale of the Rotunda Property. Fees incurred during Fiscal 2023 related to commissions to Hekemian & Co. for the following: $129,000 for the additional proceeds received from the post-closing rent escrow for the sale of the Rotunda Property; $20,000 for the additional proceeds received from the post-closing rent escrow for the sale of the Westridge Square Property; $10,000 for the additional proceeds received from the post-closing rent escrow for the sale of the Damascus Property; and $21,000 for the modification and extension of the loan on the Westwood Plaza property. The commissions for the renewal of FREIT’s line of credit and the modification and extension of the loans were accounted for as a deferred mortgage cost and included in the unamortized debt issuance costs in the accompanying condensed consolidated balance sheets as of July 31, 2024 and October 31, 2023. The commissions related to the sale of the Rotunda Property, the Damascus Property and the Westridge Square Property were charged against the gain on sale of the Maryland Properties (See Note 7) in the accompanying condensed consolidated statements of operations for the nine months ended July 31, 2024 and 2023.

 

In connection with the litigation settlement received in the third quarter of Fiscal 2024, FREIT’s Board of Directors approved payment of a litigation management fee in the amount of $750,000 to Hekemian & Co. for its work performed related to this litigation over the past four years. Additionally, approximately $2.6 million, comprising $4.5 million of the settlement income less litigation and certain transaction expenses totaling approximately $1.9 million, was allocated to Westwood Hills, LLC. This allocation was based on the pro-rata share of the contracted sales prices between the companies. Of the net amount, approximately $1 million is FREIT’s share based on its 40% ownership of Westwood Hills, LLC. See Note 6 for additional details.

 

Robert S. Hekemian, Jr., Chief Executive Officer, President and a Director of FREIT, is the Chief Executive Officer of Hekemian & Co. David B. Hekemian, a Director of FREIT, is the President of Hekemian & Co. Allan Tubin, Chief Financial Officer and Treasurer of FREIT, is the Chief Financial Officer of Hekemian & Co. Director fee expense and/or executive compensation (including interest, dividends and stock awards) incurred by FREIT for the nine months ended July 31, 2024 and 2023 was approximately $515,000 and $479,000, respectively, for Robert S. Hekemian, Jr., $34,000 and $32,000, respectively, for Allan Tubin and $65,000 and $61,000, respectively, for David Hekemian. Such costs are included within operating expenses on the accompanying condensed consolidated statements of operations. Director fee expense and/or executive compensation (including stock awards) incurred by FREIT for the three months ended July 31, 2024 and 2023 was approximately $165,000 and $165,000, respectively, for Robert S. Hekemian, Jr., $11,000 and $11,000, respectively, for Allan Tubin and $15,000 and $15,000, respectively, for David Hekemian (See Notes 13 and 14). Such costs are included within operating expenses on the accompanying condensed consolidated statements of operations.

v3.24.2.u1
Mortgage Financings and Line of Credit
9 Months Ended
Jul. 31, 2024
Mortgage Financings and Line of Credit [Abstract]  
Mortgage financings and line of credit

Note 9 – Mortgage financings and line of credit:

 

On December 1, 2023, the mortgage secured by an apartment building located in River Edge, New Jersey came due. Provident Bank extended the initial maturity date of this loan for a 90-day period with a maturity date of March 1, 2024 and further extended this loan for another 60-day period with a new maturity date of June 1, 2024, based on the same terms and conditions of the existing loan agreement. On May 1, 2024, FREIT entered into a loan extension and modification agreement with Provident Bank, effective June 1, 2024, with a then outstanding loan balance of approximately $8.9 million. Under the terms and conditions of this loan extension and modification, the maturity date of this loan is extended for three years to May 31, 2027, requires monthly installments of principal and interest of approximately $58,016 and is based on a fixed interest rate of 6.75%.

 

Effective February 1, 2023, FREIT entered into a loan extension and modification agreement with Valley National Bank on its loan secured by the Westwood Plaza shopping center located in Westwood, New Jersey with a then outstanding balance of approximately $16,864,361. Under the terms and conditions of this loan extension and modification, the maturity date of the loan was extended for a term of one (1) year from February 1, 2023 to February 1, 2024 with the option of FREIT to extend for one additional year from the extended maturity date, subject to certain provisions of the loan agreement. The loan was based on a fixed interest rate of 7.5%

 

and was payable based on monthly installments of principal and interest of approximately $157,347. Additionally, FREIT funded an interest reserve escrow account (“Escrow”) at closing representing the annualized principal and interest payments for one (1) year, amounting to approximately $1,888,166. On October 31, 2023, FREIT exercised its right, pursuant to the loan agreement, to extend the term of this loan for one additional year from an initial maturity date of February 1, 2024 to a new maturity date of February 1, 2025. This loan extension is based on a fixed interest rate of 8.5% and is payable based on monthly installments of principal and interest of approximately $166,727. Additionally, FREIT funded the Escrow with an additional $112,556 increasing the Escrow balance to $2,000,722, which represents the annualized principal and interest payments for one (1) year under this loan extension. This Escrow is held at Valley National Bank and in the event of a default on this loan, the bank shall be permitted to use the proceeds from the Escrow to make monthly debt service payments on the loan.

 

On October 31, 2023, FREIT exercised its right, pursuant to the loan agreement, to extend the term of its $7.5 million loan on its property located in Rockaway, New Jersey, for an additional one year from an initial maturity date of January 1, 2024 to a new maturity date of January 1, 2025. The loan extension would have been based on a fixed interest rate of approximately 7.44%. On January 11, 2024, FREIT used cash on hand to fully repay this loan with a balance of $7.5 million.

 

On August 3, 2023, Westwood Hills refinanced its $25,000,000 loan (which would have matured on October 1, 2023) with a new loan held by Minnesota Life Insurance Company in the amount of $25,500,000. This loan is based on a fixed interest rate of 6.05%, provides for monthly payments of principal and interest of $153,706 and has a term of three years with a maturity date of September 1, 2026. This refinancing resulted in a decrease in the interest rate from a variable interest rate of approximately 9.21% (at the time of the refinancing) to a fixed interest rate of 6.05%.

 

FREIT’s revolving line of credit provided by Provident Bank was renewed for a three-year term ending on October 31, 2026. Draws against the credit line can be used for working capital needs and standby letters of credit. Draws against the credit line are secured by mortgages on FREIT’s Franklin Crossing Shopping Center in Franklin Lakes, New Jersey and retail space in Glen Rock, New Jersey. The total line of credit is $13 million and the interest rate on the amount outstanding is based on a floating interest rate of prime minus 25 basis points with a floor of 6.75%. As of July 31, 2024 and October 31, 2023, there was no amount outstanding and $13 million was available under the line of credit.

 

While FREIT intends to renew or refinance its debt obligations as they become due, there can be no assurance that it will be successful or, if successful, that the new terms will be similar to the terms of its existing debt obligations or as favorable.

v3.24.2.u1
Fair Value of Long-Term Debt
9 Months Ended
Jul. 31, 2024
Fair Value of Long-Term Debt [Abstract]  
Fair value of long-term debt

Note 10 – Fair value of long-term debt:

 

The following table shows the estimated fair value and net carrying value of FREIT’s long-term debt at July 31, 2024 and October 31, 2023:

 

($ in Millions)   July 31, 2024   October 31, 2023
         
Fair Value   $125.3   $130.8
         
Carrying Value, Net $128.4   $137.1

 

Fair values are estimated based on market interest rates at July 31, 2024 and October 31, 2023 and on a discounted cash flow analysis. Changes in assumptions or estimation methods may significantly affect these fair value estimates. The fair value is based on observable inputs (level 2 in the fair value hierarchy as provided by authoritative guidance).

v3.24.2.u1
Segment Information
9 Months Ended
Jul. 31, 2024
Segment Information [Abstract]  
Segment information

Note 11 - Segment information:

 

ASC 280-10, "Disclosures about Segments of an Enterprise and Related Information", establishes standards for reporting financial information about operating segments in interim and annual financial reports and provides for a "management approach" in identifying the reportable segments. FREIT has determined that it has two reportable segments: commercial properties and residential properties. These reportable segments offer different types of space, have different types of tenants, and are managed separately because each requires different operating strategies and management expertise. The commercial segment is comprised of five (5) properties and the residential segment is comprised of six (6) properties.

 

The accounting policies of the segments are the same as those described in Note 1 in FREIT’s Annual Report on Form 10-K for the fiscal year ended October 31, 2023. The chief operating and decision-making group responsible for oversight and strategic decisions of FREIT's commercial segment, residential segment and corporate/other is comprised of FREIT’s Board.

 

FREIT, through its chief operating and decision making group, assesses and measures segment operating results based on net operating income ("NOI"). NOI, a standard used by real estate professionals, is based on operating revenue and expenses directly associated with the operations of the real estate properties, but excludes: deferred rents (straight lining), depreciation, financing costs and other items. NOI is not a measure of operating results or cash flows from operating activities as measured by GAAP, and is not necessarily indicative of cash available to fund cash needs and should not be considered an alternative to cash flows as a measure of liquidity.

 

Real estate rental revenue, operating expenses, NOI and recurring capital improvements for the reportable segments are summarized below and reconciled to condensed consolidated net income (loss) attributable to common equity for the nine and three months ended July 31, 2024 and 2023. Asset information is not reported since FREIT does not use this measure to assess performance.

  

   Nine Months Ended   Three Months Ended 
   July 31,   July 31, 
   2024   2023   2024   2023 
   (In Thousands of Dollars)   (In Thousands of Dollars) 
Real estate rental revenue:                    
Commercial  $5,921   $6,613   $1,857   $2,275 
Residential   15,588    14,669    5,320    5,036 
Total real estate rental revenue   21,509    21,282    7,177    7,311 
                     
Real estate operating expenses:                    
Commercial   3,694    3,782    1,101    1,294 
Residential   6,674    6,526    2,219    2,189 
Total real estate operating expenses   10,368    10,308    3,320    3,483 
                     
Net operating income:                    
Commercial   2,227    2,831    756    981 
Residential   8,914    8,143    3,101    2,847 
Total net operating income  $11,141   $10,974   $3,857   $3,828 
                     
                     
 Recurring capital improvements - residential  $(483)  $(407)  $(218)  $(117)
                     
                     
Reconciliation to condensed consolidated net income (loss) attributable to common equity:           
Segment NOI  $11,141   $10,974   $3,857   $3,828 
Deferred rents - straight lining   (88)   (91)   (30)   (15)
Investment income   1,082    682    396    275 
Litigation settlement, net of fees   15,711    
    15,711    
 
General and administrative expenses   (3,752)   (3,361)   (929)   (1,559)
Loss on investment in tenancy-in-common   (143)   (231)   (96)   (43)
Depreciation   (2,249)   (2,198)   (735)   (744)
Net loss on sale of Maryland properties   (171)   (1,003)   
    (557)
Financing costs   (5,463)   (5,858)   (1,839)   (2,031)
Net income (loss)   16,068    (1,086)   16,335    (846)
Net (income) loss attributable to noncontrolling interests in subsidiaries   (1,256)   1,190    (1,544)   434 
Net income (loss) attributable to common equity  $14,812   $104   $14,791   $(412)
v3.24.2.u1
Income Taxes
9 Months Ended
Jul. 31, 2024
Income Taxes [Abstract]  
Income taxes

Note 12 – Income taxes:

 

FREIT has elected to be treated as a REIT for federal income tax purposes and as such intends to distribute at least 90% of its ordinary taxable income (to maintain its status as a REIT) to its stockholders as dividends for the fiscal year ending October 31, 2024. There was no taxable income or capital gain for the fiscal year ended October 31, 2023. Accordingly, no provision for federal or state income taxes was recorded in FREIT’s condensed consolidated financial statements for the nine and three months ended July 31, 2024 and 2023.

 

As of July 31, 2024, FREIT had no material uncertain income tax positions. The tax years subsequent to and including the fiscal year ended October 31, 2021 remain open to examination by the major taxing jurisdictions.

v3.24.2.u1
Equity Incentive Plan
9 Months Ended
Jul. 31, 2024
Equity Incentive Plan [Abstract]  
Equity Incentive Plan

Note 13 – Equity Incentive Plan:

 

On March 22, 2024, in accordance with FREIT’s Equity Incentive Plan (the “Plan”), the Compensation Committee of FREIT’s Board recommended to the Board and the Board approved that for services rendered and to be rendered in Fiscal 2024, in lieu of cash compensation in the amount of $20,000, each director was awarded shares of Common Stock, $0.01 par value, (the “Shares”) in FREIT. Based on the closing price of FREIT’s Shares on March 22, 2024 of $16.25 per Share, the Board approved an award of 1,230 Shares of FREIT to each director serving on FREIT’s Board. As such, 1,230 Shares were issued to each director on March 22, 2024 and upon issuance were deemed fully paid and non-assessable.

 

On March 9, 2023, in accordance with the Plan, the Compensation Committee of FREIT’s Board recommended to the Board and the Board approved that for services rendered and to be rendered in Fiscal 2023, in lieu of cash compensation in the amount of $20,000, each director was awarded Shares in FREIT. Based on the closing price of FREIT’s Shares on March 9, 2023 of $15.50 per Share, the Board approved an award of 1,290 Shares of FREIT to each director serving on FREIT’s Board. As such, 1,290 Shares were issued to each director on March 9, 2023 and upon issuance were deemed fully paid and non-assessable. Additionally, the

 

Compensation Committee recommended to the Board and the Board approved other adjustments to the compensation to be paid to directors and the executive officers of FREIT.

 

As of July 31, 2024, 424,420 shares are available for issuance under the Plan.

 

The following table summarizes stock option activity for the nine and three months ended July 31, 2024 and 2023:

 

   Nine and Three Months Ended July 31, 
   2024 
   No. of Options   Weighted Average 
   Outstanding   Price 
Options outstanding at beginning of period   8,440   $9.21 
Options granted during period   
    
 
Options forfeited/cancelled during period   
    
 
Options exercised during period   
    
 
Options outstanding at end of period   8,440   $9.21 
Options vested   8,440      
Options exercisable at end of period   8,440      

 

   Nine Months Ended July 31,   Three Months Ended July 31, 
   2023   2023 
   No. of Options   Weighted Average   No. of Options   Weighted Average 
   Outstanding   Price   Outstanding   Price 
Options outstanding at beginning of period   126,140   $10.64    12,240   $8.84 
Options granted during period   
    
    
    
 
Options forfeited/cancelled during period   
    
    
    
 
Options exercised during period   (117,700)   (10.74)   (3,800)   (8.00)
Options outstanding at end of period   8,440   $9.21    8,440   $9.21 
Options vested and expected to vest   8,290         8,290      
Options exercisable at end of period   7,440         7,440      

 

For the nine and three months ended July 31, 2024, compensation expense related to stock options vested amounted to approximately $1,000 and $0, respectively. For the nine and three months ended July 31, 2023, compensation expense related to stock options vested amounted to approximately $10,000 and $1,000, respectively. At July 31, 2024, all stock options were fully vested and exercisable with no compensation cost remaining to be recognized. The aggregate intrinsic value of options vested and exercisable at July 31, 2024 was approximately $74,000. For the nine and three months ended July 31, 2024, there were no options exercised. For the nine and three months ended July 31, 2023, 117,700 and 3,800 options, respectively, were exercised for an aggregate amount of approximately $1.3 million and $30,000, respectively.

v3.24.2.u1
Termination of Deferred Fee Plan
9 Months Ended
Jul. 31, 2024
Termination of Deferred Fee Plan [Abstract]  
Termination of Deferred Fee Plan

Note 14 – Termination of Deferred Fee Plan:

 

On November 4, 2021 (the “Adoption Date”), the Board approved the termination of the Deferred Fee Plan resulting in the termination of the deferral of fees on December 31, 2021 with any subsequent fees earned by a participant being paid in cash. Consistent with the termination of the Deferred Fee Plan, payment related to each participant’s cash account (in the form of a cash lump sum payment) and share unit account (in the form of the issuance of common stock) (collectively “the Deferred Fee Plan Termination Payment”) was made to each participant no earlier than twelve (12) months and one day after, and no later than twenty-four (24) months, after the Adoption Date. Any interest earned on the participant’s cash account along with dividends (if any) earned on share units, continued to accrue in share units on each participant’s account until final payment was made. On January 20, 2023, in accordance with the Deferred Fee Plan Termination Payment, total payments related to the cash accounts of all participants of approximately $2,317,000 (consisting of approximately $1,366,000 of cumulative fees and approximately $951,000 of accrued interest) which had been deferred as of November 1, 2014, was paid in full to each respective participant with no remaining balance due. Additionally, payment related to each participant’s share unit account was made in the form of the issuance of stock to each respective participant resulting in the issuance of 274,509 shares of common stock for each of the 274,509 vested share units. There were no remaining vested share units to be paid in the form of the issuance of stock.

v3.24.2.u1
Rental Income
9 Months Ended
Jul. 31, 2024
Rental Income [Abstract]  
Rental Income

Note 15 – Rental Income:

 

Commercial tenants:

 

Fixed lease income under our commercial operating leases generally includes fixed minimum lease consideration, which is accrued on a straight-line basis over the terms of the leases. Variable lease income includes consideration based on sales, as well as reimbursements for real estate taxes, maintenance, insurance and certain other operating expenses of the properties.

 

Minimum fixed lease consideration (in thousands of dollars) under non-cancelable tenant operating leases for each of the next five years and thereafter, excluding variable lease consideration and rents from tenants for which collectability is deemed to be constrained, for the years ending October 31, as of July 31, 2024, is as follows:

 

Year Ending October 31,  Amount 
2024  $5,064 
2025   4,382 
2026   3,493 
2027   2,299 
2028   1,301 
Thereafter   4,175 
Total  $20,714 

 

The above amounts assume that all leases that expire are not renewed and, accordingly, neither month-to-month nor rentals from replacement tenants are included.

 

Minimum future rentals do not include contingent rentals, which may be received under certain leases on the basis of percentage of reported tenants' sales volume. Rental income that is contingent on future events is not included in income until the contingency is resolved. Contingent rentals included in income for the nine and three months ended July 31, 2024 and 2023 were not material.

 

Residential tenants:

 

Lease terms for residential tenants are usually one to two years.

v3.24.2.u1
Stockholder Rights Plan
9 Months Ended
Jul. 31, 2024
Stockholder Rights Plan [Abstract]  
Stockholder Rights Plan

Note 16 – Stockholder Rights Plan:

 

On July 28, 2023, FREIT’s Board adopted a stockholder rights plan, as set forth in the Stockholder Rights Agreement, dated July 31, 2023, between the Company and Computershare Trust Company, N.A., as Rights Agent (the “Rights Agreement”). Pursuant to the terms of the Rights Agreement, the Board declared a dividend distribution of one Preferred Stock Purchase Right (a “Right”) for each outstanding share of common stock, par value $0.01 per share, of the Company (the “Common Stock”) to stockholders of record as of the close of business on August 11, 2023 (the “Record Date”). In addition, one Right will automatically attach to each share of Common Stock issued between the Record Date and the Distribution Date (as hereinafter defined). Each Right entitles the registered holder thereof to purchase from the Company a unit consisting of one ten-thousandth of a share (a “Unit”) of Series A Junior Participating Cumulative Preferred Stock, par value $0.01 per share, of the Company (the “Preferred Stock”) at a cash exercise price of $95.00 per Unit (the “Exercise Price”), subject to adjustment, under certain conditions specified in the Rights Agreement.

 

Initially, the Rights are not exercisable and are attached to and trade with all shares of Common Stock outstanding as of, and issued subsequent to, the Record Date. The Rights will separate from the Common Stock and will become exercisable upon the earlier of (i) the close of business on the tenth calendar day following the first public announcement that a person or group of affiliated or associated persons (an “Acquiring Person”) has acquired beneficial ownership of 10% or more of the outstanding shares of Common Stock, other than as a result of repurchases of stock by the Company or certain inadvertent actions by a stockholder (the date of said announcement being referred to as the “Stock Acquisition Date”), or (ii) the close of business on the tenth business day (or such later day as the Board of Directors may determine) following the commencement of a tender offer or exchange offer that could result upon its consummation in a person or group becoming an Acquiring Person (the earlier of such dates being herein referred to as the “Distribution Date”).

v3.24.2.u1
Kmart Lease Termination
9 Months Ended
Jul. 31, 2024
Kmart Lease Termination [Abstract]  
Kmart Lease Termination

Note 17 – Kmart Lease Termination:

 

On June 24, 2023, the owner/operator of the 84,254 square foot Kmart store located at our Westwood Plaza shopping center in Westwood, New Jersey informed FREIT of its intent to sublet its space to three unidentified retail tenants. The term of the lease for Kmart expired on October 31, 2027 with two 5-year renewal options remaining. The lease agreement provided that base rent payments were fixed at $4.00 per square foot ($336,720 annually) and additional rent for common area maintenance and insurance costs were based on an amount less than Kmart’s pro rata share of the shopping center. While significant tenant and/or capital improvements will be necessary to fit-up this space for a new tenant or tenants, FREIT believes potentially higher rent amounts, if achieved, will more than offset lost rent from Kmart and other tenants with co-tenancy clauses and will only increase the overall value of the shopping center. Accordingly, on July 24, 2023, FREIT denied Kmart’s request and elected pursuant to the lease to terminate the Kmart lease effective October 19, 2023. Thus, FREIT now has full control of this space instead of waiting another 14 years to renegotiate or re-lease this space at a higher market rent.

v3.24.2.u1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2024
Jul. 31, 2023
Jul. 31, 2024
Jul. 31, 2023
Pay vs Performance Disclosure        
Net Income (Loss) $ 14,791 $ (412) $ 14,812 $ 104
v3.24.2.u1
Insider Trading Arrangements
3 Months Ended
Jul. 31, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.2.u1
Investment in Tenancy-In-Common (Tables)
9 Months Ended
Jul. 31, 2024
Investment in Tenancy-In-Common [Abstract]  
Schedule of Balance Sheets of the Pierre Towers Property The following table summarizes the balance sheets of the Pierre Towers property as of July 31, 2024 and October 31, 2023, accounted for by the equity method:
   July 31,   October 31, 
   2024   2023 
   (In Thousands of Dollars) 
         
Real estate, net  $73,041   $74,202 
Cash and cash equivalents   1,736    2,256 
Tenants' security accounts   519    478 
Receivables and other assets   679    455 
Total assets  $75,975   $77,391 
           
Mortgages payable, net of unamortized debt issuance costs  $47,653   $48,516 
Accounts payable and accrued expenses   452    295 
Reimbursement due to FREIT   166    
 
Tenants' security deposits   524    496 
Deferred revenue   197    181 
Equity   26,983    27,903 
Total liabilities & equity  $75,975   $77,391 
           
FREIT's investment in TIC (65% interest)  $17,539   $18,137 
Reimbursement due to FREIT   166    
 
FREIT's net investment in TIC  $17,705   $18,137 
Schedule of Statements of Operations of the Pierre Towers Property The following table summarizes the statements of operations of the Pierre Towers property for the nine and three months ended July 31, 2024 and 2023, accounted for by the equity method:
   Nine Months Ended July 31,   Three Months Ended July 31, 
   2024   2023   2024   2023 
   (In Thousands of Dollars)   (In Thousands of Dollars) 
                 
Revenue  $6,416   $6,196   $2,173   $2,100 
Operating expenses   3,685    3,700    1,230    1,215 
Depreciation   1,674    1,655    559    554 
Operating income   1,057    841    384    331 
                     
Interest income   59    
    22    
 
Sinatra expenses due to FREIT   (166)   
    (166)   
 
Interest expense including amortization of deferred financing costs   (1,170)   (1,196)   (388)   (397)
                     
Net loss  $(220)  $(355)  $(148)  $(66)
                     
FREIT's loss on investment in TIC (65% interest)  $(143)  $(231)  $(96)  $(43)
v3.24.2.u1
Fair Value of Long-Term Debt (Tables)
9 Months Ended
Jul. 31, 2024
Fair Value of Long-Term Debt [Abstract]  
Schedule of Estimated Fair Value and Net Carrying Value of FREIT’s Long-Term Debt The following table shows the estimated fair value and net carrying value of FREIT’s long-term debt at July 31, 2024 and October 31, 2023:
($ in Millions)   July 31, 2024   October 31, 2023
         
Fair Value   $125.3   $130.8
         
Carrying Value, Net $128.4   $137.1
v3.24.2.u1
Segment Information (Tables)
9 Months Ended
Jul. 31, 2024
Segment Information [Abstract]  
Schedule of Condensed Consolidated Net Income (loss) Attributable to Common Equity Asset information is not reported since FREIT does not use this measure to assess performance.
   Nine Months Ended   Three Months Ended 
   July 31,   July 31, 
   2024   2023   2024   2023 
   (In Thousands of Dollars)   (In Thousands of Dollars) 
Real estate rental revenue:                    
Commercial  $5,921   $6,613   $1,857   $2,275 
Residential   15,588    14,669    5,320    5,036 
Total real estate rental revenue   21,509    21,282    7,177    7,311 
                     
Real estate operating expenses:                    
Commercial   3,694    3,782    1,101    1,294 
Residential   6,674    6,526    2,219    2,189 
Total real estate operating expenses   10,368    10,308    3,320    3,483 
                     
Net operating income:                    
Commercial   2,227    2,831    756    981 
Residential   8,914    8,143    3,101    2,847 
Total net operating income  $11,141   $10,974   $3,857   $3,828 
                     
                     
 Recurring capital improvements - residential  $(483)  $(407)  $(218)  $(117)
                     
                     
Reconciliation to condensed consolidated net income (loss) attributable to common equity:           
Segment NOI  $11,141   $10,974   $3,857   $3,828 
Deferred rents - straight lining   (88)   (91)   (30)   (15)
Investment income   1,082    682    396    275 
Litigation settlement, net of fees   15,711    
    15,711    
 
General and administrative expenses   (3,752)   (3,361)   (929)   (1,559)
Loss on investment in tenancy-in-common   (143)   (231)   (96)   (43)
Depreciation   (2,249)   (2,198)   (735)   (744)
Net loss on sale of Maryland properties   (171)   (1,003)   
    (557)
Financing costs   (5,463)   (5,858)   (1,839)   (2,031)
Net income (loss)   16,068    (1,086)   16,335    (846)
Net (income) loss attributable to noncontrolling interests in subsidiaries   (1,256)   1,190    (1,544)   434 
Net income (loss) attributable to common equity  $14,812   $104   $14,791   $(412)
v3.24.2.u1
Equity Incentive Plan (Tables)
9 Months Ended
Jul. 31, 2024
Equity Incentive Plan [Abstract]  
Schedule of Stock Option Activity The following table summarizes stock option activity for the nine and three months ended July 31, 2024 and 2023:
   Nine and Three Months Ended July 31, 
   2024 
   No. of Options   Weighted Average 
   Outstanding   Price 
Options outstanding at beginning of period   8,440   $9.21 
Options granted during period   
    
 
Options forfeited/cancelled during period   
    
 
Options exercised during period   
    
 
Options outstanding at end of period   8,440   $9.21 
Options vested   8,440      
Options exercisable at end of period   8,440      
   Nine Months Ended July 31,   Three Months Ended July 31, 
   2023   2023 
   No. of Options   Weighted Average   No. of Options   Weighted Average 
   Outstanding   Price   Outstanding   Price 
Options outstanding at beginning of period   126,140   $10.64    12,240   $8.84 
Options granted during period   
    
    
    
 
Options forfeited/cancelled during period   
    
    
    
 
Options exercised during period   (117,700)   (10.74)   (3,800)   (8.00)
Options outstanding at end of period   8,440   $9.21    8,440   $9.21 
Options vested and expected to vest   8,290         8,290      
Options exercisable at end of period   7,440         7,440      
v3.24.2.u1
Rental Income (Tables)
9 Months Ended
Jul. 31, 2024
Rental Income [Abstract]  
Schedule of Minimum Fixed Lease Consideration Under Non-Cancelable Tenant Operating Leases Minimum fixed lease consideration (in thousands of dollars) under non-cancelable tenant operating leases for each of the next five years and thereafter, excluding variable lease consideration and rents from tenants for which collectability is deemed to be constrained, for the years ending October 31, as of July 31, 2024, is as follows:
Year Ending October 31,  Amount 
2024  $5,064 
2025   4,382 
2026   3,493 
2027   2,299 
2028   1,301 
Thereafter   4,175 
Total  $20,714 
v3.24.2.u1
Dividends and Earnings (Loss) Per Share (Details) - USD ($)
3 Months Ended 9 Months Ended
Jul. 31, 2024
Jul. 31, 2023
Jul. 31, 2024
Jul. 31, 2023
Sep. 15, 2023
Jul. 12, 2023
Dividends and Earnings Per Share [Line Items]            
Dividends price per share (in Dollars per share) $ 0.05   $ 0.05   $ 0.3 $ 0.25
Stock options dilutive shares outstanding 4,000 0 3,000 6,000    
Board of Directors [Member]            
Dividends and Earnings Per Share [Line Items]            
Dividends (in Dollars)     $ 373,000      
v3.24.2.u1
Fair Value Measurements (Details) - USD ($)
3 Months Ended 9 Months Ended
Jul. 31, 2024
Jul. 31, 2023
Jul. 31, 2024
Jul. 31, 2023
Oct. 31, 2023
Fair Value Measurements [Line Items]          
Available for sale $ 16,919,000   $ 16,919,000   $ 23,593,000
Investments – debt securities unrealized loss 6,000   26,000    
Derivatives and hedging unrealized loss (427,000)   (700,000)    
Regency Swap [Member]          
Fair Value Measurements [Line Items]          
Derivatives and hedging unrealized loss   $ 389,000 163,000 $ 168,000  
Fair value asset         459,000
Station Place Swap [Member]          
Fair Value Measurements [Line Items]          
Fair value asset $ 473,000   $ 473,000   $ 877,000
v3.24.2.u1
Investment in Tenancy-In-Common (Details) - USD ($)
3 Months Ended 9 Months Ended
Feb. 28, 2020
Jul. 31, 2024
Jul. 31, 2023
Jul. 31, 2024
Jul. 31, 2023
Oct. 31, 2023
Investment in Tenancy in Common [Line Items]            
Investment in tenancy-in-common   $ 17,705,000   $ 17,705,000   $ 18,137,000
Gain (loss) on investment   (96,000) $ (43,000) (143,000) $ (231,000)  
Incurred expenses       $ (166,000)  
Percentage of management fees of rent collected       5.00%    
Management fees   344,000 343,000 $ 1,011,000 1,002,000  
Commissions fees   55,000 51,000 55,000 51,000  
Pierre Towers [Member]            
Investment in Tenancy in Common [Line Items]            
Management fees   $ 108,000 $ 105,000 $ 318,000 $ 313,000  
TIC Agreement [Member]            
Investment in Tenancy in Common [Line Items]            
Undivided interest 65.00%          
S and A Commercial Associates Limited Partnership [Member]            
Investment in Tenancy in Common [Line Items]            
Percentage of ownership interest 65.00%          
Pierre Towers [Member]            
Investment in Tenancy in Common [Line Items]            
Percentage of ownership interest 100.00%          
Pierre Towers, LLC [Member]            
Investment in Tenancy in Common [Line Items]            
Percentage of ownership interest 100.00%          
v3.24.2.u1
Investment in Tenancy-In-Common (Details) - Schedule of Balance Sheets of the Pierre Towers Property - Pierre Towers [Member] - USD ($)
$ in Thousands
Jul. 31, 2024
Oct. 31, 2023
Investment in Tenancy in Common [Line Items]    
Real estate, net $ 73,041 $ 74,202
Cash and cash equivalents 1,736 2,256
Tenants' security accounts 519 478
Receivables and other assets 679 455
Total assets 75,975 77,391
Mortgages payable, net of unamortized debt issuance costs 47,653 48,516
Accounts payable and accrued expenses 452 295
Reimbursement due to FREIT 166
Tenants' security deposits 524 496
Deferred revenue 197 181
Equity 26,983 27,903
Total liabilities & equity 75,975 77,391
FREIT's investment in TIC (65% interest) 17,539 18,137
Reimbursement due to FREIT 166
FREIT's net investment in TIC $ 17,705 $ 18,137
v3.24.2.u1
Investment in Tenancy-In-Common (Details) - Schedule of Balance Sheets of the Pierre Towers Property (Parentheticals)
Jul. 31, 2024
Oct. 31, 2023
Jul. 31, 2023
Pierre Towers [Member]      
Investment in Tenancy in Common [Line Items]      
FREIT's investment in TIC 65.00% 65.00% 65.00%
v3.24.2.u1
Investment in Tenancy-In-Common (Details) - Schedule of Statements of Operations of the Pierre Towers Property - Pierre Towers [Member] - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2024
Jul. 31, 2023
Jul. 31, 2024
Jul. 31, 2023
Investment in Tenancy in Common [Line Items]        
Revenue $ 2,173 $ 2,100 $ 6,416 $ 6,196
Operating expenses 1,230 1,215 3,685 3,700
Depreciation 559 554 1,674 1,655
Operating income 384 331 1,057 841
Interest income 22 59
Sinatra expenses due to FREIT (166) (166)
Interest expense including amortization of deferred financing costs (388) (397) (1,170) (1,196)
Net loss (148) (66) (220) (355)
FREIT's loss on investment in TIC $ (96) $ (43) $ (143) $ (231)
v3.24.2.u1
Investment in Tenancy-In-Common (Details) - Schedule of Statements of Operations of the Pierre Towers Property (Parentheticals)
Jul. 31, 2024
Oct. 31, 2023
Jul. 31, 2023
Pierre Towers [Member]      
Investment in Tenancy in Common [Line Items]      
FREIT's loss on investment in TIC interest 65.00% 65.00% 65.00%
v3.24.2.u1
Termination of Purchase and Sale Agreement (Details) - USD ($)
3 Months Ended 9 Months Ended
Jul. 31, 2024
Jul. 31, 2023
Jul. 31, 2024
Jul. 31, 2023
Oct. 31, 2023
Termination of Purchase and Sale Agreement [Line Items]          
Incurred amount $ 369,000 $ 407,000 $ 881,000 $ 798,000  
Management fee 344,000 343,000 1,011,000 1,002,000  
Due to FREIT     (166,000)  
Litigation settlement     2,600,000    
Income less litigation     4,500,000    
Transaction expenses     1,900,000    
Net amount 17,705,000   17,705,000   $ 18,137,000
Hekemian & Co [Member]          
Termination of Purchase and Sale Agreement [Line Items]          
Transaction break-up fee due to originating third party broker     605,000    
Management fee 343,000 $ 343,000 750,000    
Westwood Hills, LLC          
Termination of Purchase and Sale Agreement [Line Items]          
Net amount $ 1,000,000   $ 1,000,000    
Ownership percentage 40.00%   40.00%    
v3.24.2.u1
Maryland Property Dispositions (Details) - USD ($)
3 Months Ended 9 Months Ended
Jul. 31, 2024
Oct. 31, 2023
Aug. 04, 2022
Jul. 31, 2024
Jul. 31, 2023
Jul. 31, 2024
Jul. 31, 2023
Sep. 15, 2023
Jul. 12, 2023
Nov. 22, 2021
Maryland Property Dispositions [Line Items]                    
Net book value $ 172,300,000     $ 172,300,000   $ 172,300,000        
Purchase price           248,750,269        
Escrow deposit           3,212,000 $ 3,394,000      
Net proceeds from sale           58,700,000        
Funds released from maryland purchaser escrow payment           500,000        
Payment of related mortgage debt           155,800,000        
Breakage fees           213,000        
Payment of loans           31,000,000        
Brokerage fees           6,400,000        
Purchase of escrow payment           7,084,000        
Gain on sale of investments       0 $ 557,000 171,000 1,003,000      
Funds held in post-closing escrow. $ 200,000 $ 900,000       (189,000) (883,000)      
Net loss on sale of maryland properties       $ (557,000) (171,000) $ (1,003,000)      
Consolidated impact to FREIT amount           44,900,000        
Proceeds from released funds held in escrow           7,300,000        
Straight-line rent receivable           2,900,000        
Write-off of unamortized lease commissions           $ 1,700,000        
Cash distribution, per share (in Dollars per share)     $ 7.5              
Dividend per share (in Dollars per share) $ 0.05     $ 0.05   $ 0.05   $ 0.3 $ 0.25  
Related Party [Member]                    
Maryland Property Dispositions [Line Items]                    
Escrow deposit           $ 15,526,731        
FREIT [Member]                    
Maryland Property Dispositions [Line Items]                    
Ownership percentage                   100.00%
Cash distribution     $ 51,500,000              
Dividend per share (in Dollars per share)                 $ 0.05  
Grande Rotunda, LLC [Member]                    
Maryland Property Dispositions [Line Items]                    
Ownership percentage                   60.00%
Damascus Centre, LLC [Member]                    
Maryland Property Dispositions [Line Items]                    
Ownership percentage                   70.00%
Fiscal 2026 [Member]                    
Maryland Property Dispositions [Line Items]                    
Net loss on sale of maryland properties           $ 67,600,000        
v3.24.2.u1
Management Agreement, Fees and Transactions with Related Party (Details) - USD ($)
3 Months Ended 9 Months Ended
Jul. 31, 2024
Jul. 31, 2023
Jul. 31, 2024
Jul. 31, 2023
Oct. 31, 2023
Management Agreement, Fees and Transactions with Related Party [Line Items]          
Management fee $ 344,000 $ 343,000 $ 1,011,000 $ 1,002,000  
Commissions and reimbursements amount 133,000 155,000 449,000 477,000  
Incurred fees 0 159,000 89,000 180,000  
Post-closing rent     129,000    
Modification and extension     21,000    
Litigation settlement     2,600,000    
Income less litigation     4,500,000    
Transaction expenses     1,900,000    
Net amount 17,705,000   17,705,000   $ 18,137,000
Director fee expense 165,000 165,000 515,000 479,000  
Damascus Property [Member]          
Management Agreement, Fees and Transactions with Related Party [Line Items]          
Post-closing rent     10,000    
Hekemian & Co [Member]          
Management Agreement, Fees and Transactions with Related Party [Line Items]          
Management fee     1,011,000 1,002,000  
Management fee 343,000 343,000 750,000    
Commissions and reimbursements amount 117,000 101,000 177,000 166,000  
Line of credit renewal 32,500   $ 32,500    
Hekemian & Co [Member] | Minimum [Member]          
Management Agreement, Fees and Transactions with Related Party [Line Items]          
Management fee percentage     4.00%    
Hekemian & Co [Member] | Maximum [Member]          
Management Agreement, Fees and Transactions with Related Party [Line Items]          
Management fee percentage     5.00%    
Steuben Arms Property [Member]          
Management Agreement, Fees and Transactions with Related Party [Line Items]          
Line of credit renewal 22,400   $ 22,400    
Westwood Plaza Property [Member]          
Management Agreement, Fees and Transactions with Related Party [Line Items]          
Line of credit renewal 21,100   21,100    
Rotunda Property [Member]          
Management Agreement, Fees and Transactions with Related Party [Line Items]          
Post-closing rent     20,000    
Rotunda Property [Member] | Hekemian & Co [Member]          
Management Agreement, Fees and Transactions with Related Party [Line Items]          
Post-closing rent     13,400    
Westwood Hills, LLC [Member]          
Management Agreement, Fees and Transactions with Related Party [Line Items]          
Net amount $ 1,000,000   $ 1,000,000    
Ownership percentage 40.00%   40.00%    
Board of Directors [Member] | Hekemian & Co [Member]          
Management Agreement, Fees and Transactions with Related Party [Line Items]          
Management fee     $ 750,000    
Robert S. Hekemian, Jr. [Member]          
Management Agreement, Fees and Transactions with Related Party [Line Items]          
Director fee expense $ 11,000 11,000 34,000 32,000  
Allan Tubin [Member]          
Management Agreement, Fees and Transactions with Related Party [Line Items]          
Director fee expense $ 15,000 $ 15,000 $ 65,000 $ 61,000  
v3.24.2.u1
Mortgage Financings and Line of Credit (Details) - USD ($)
9 Months Ended
Jan. 11, 2024
Dec. 01, 2023
Oct. 31, 2023
Aug. 03, 2023
Feb. 01, 2023
Jul. 31, 2024
Jun. 01, 2024
Mortgage Financings and Line of Credit [Line Items]              
Fixed interest rate percentage       6.05%      
Escrow amount     $ 112,556        
Increasing the escrow balance     2,000,722        
Loan amount     7,500,000        
Repayment of debt amount $ 7,500,000            
Variable interest       9.21%      
Total line of credit           $ 13,000,000  
Amount outstanding            
Line of credit, available     13,000,000        
FREIT [Member]              
Mortgage Financings and Line of Credit [Line Items]              
Outstanding balance             $ 8,900,000
Maturity date   May 31, 2027   Sep. 01, 2026      
Monthly Interest   $ 58,016 $ 166,727 $ 153,706      
Fixed interest rate percentage   6.75% 8.50% 6.05%      
Principal interest         $ 1,888,166    
Debt instrument maturity date description           for an additional one year from an initial maturity date of January 1, 2024 to a new maturity date of January 1, 2025  
FREIT [Member] | Rockaway [Member]              
Mortgage Financings and Line of Credit [Line Items]              
Fixed interest rate percentage     7.44%        
Westwood Hills [Member]              
Mortgage Financings and Line of Credit [Line Items]              
Outstanding balance         16,864,361    
Monthly Interest         $ 157,347    
Fixed interest rate percentage         7.50%    
Loan amount       $ 25,000,000      
Minnesota Life Insurance Company [Member]              
Mortgage Financings and Line of Credit [Line Items]              
Loan amount       $ 25,500,000      
Floating Interest Rate [Member]              
Mortgage Financings and Line of Credit [Line Items]              
Basis points, interest rate           6.75%  
v3.24.2.u1
Fair Value of Long-Term Debt (Details) - Schedule of Estimated Fair Value and Net Carrying Value of FREIT’s Long-Term Debt - USD ($)
Jul. 31, 2024
Oct. 31, 2023
Schedule of Estimated Fair Value and Carrying Value of Long-Term Debt [Abstract]    
Fair Value $ 125,300,000 $ 130,800,000
Carrying Value, Net $ 128,400,000 $ 137,100,000
v3.24.2.u1
Segment Information (Details)
9 Months Ended
Jul. 31, 2024
Segment Information [Abstract]  
Number of segments 2
v3.24.2.u1
Segment Information (Details) - Schedule of Condensed Consolidated Net Income (loss) Attributable to Common Equity - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jul. 31, 2024
Apr. 30, 2024
Jan. 31, 2024
Jul. 31, 2023
Apr. 30, 2023
Jan. 31, 2023
Jul. 31, 2024
Jul. 31, 2023
Real estate rental revenue:                
Real estate rental revenue $ 7,177     $ 7,311     $ 21,509 $ 21,282
Real estate operating expenses:                
Real estate operating expenses 3,320     3,483     10,368 10,308
Net operating income:                
Net operating income 3,857     3,828     11,141 10,974
Recurring capital improvements - residential (218)     (117)     (483) (407)
Reconciliation to condensed consolidated net income (loss) attributable to common equity:                
Segment NOI 3,857     3,828     11,141 10,974
Deferred rents - straight lining (30)     (15)     (88) (91)
Investment income 396     275     1,082 682
Litigation settlement, net of fees 15,711         15,711
General and administrative expenses (929)     (1,559)     (3,752) (3,361)
Loss on investment in tenancy-in-common (96)     (43)     (143) (231)
Depreciation (735)     (744)     (2,249) (2,198)
Net loss on sale of Maryland properties     (557)     (171) (1,003)
Financing costs (1,839)     (2,031)     (5,463) (5,858)
Net income (loss) 16,335 $ 399 $ (666) (846) $ (286) $ 46 16,068 (1,086)
Net (income) loss attributable to noncontrolling interests in subsidiaries (1,544)     434     (1,256) 1,190
Net income (loss) attributable to common equity 14,791     (412)     14,812 104
Commercial [Member]                
Real estate rental revenue:                
Real estate rental revenue 1,857     2,275     5,921 6,613
Real estate operating expenses:                
Real estate operating expenses 1,101     1,294     3,694 3,782
Net operating income:                
Net operating income 756     981     2,227 2,831
Residential [Member]                
Real estate rental revenue:                
Real estate rental revenue 5,320     5,036     15,588 14,669
Real estate operating expenses:                
Real estate operating expenses 2,219     2,189     6,674 6,526
Net operating income:                
Net operating income $ 3,101     $ 2,847     $ 8,914 $ 8,143
v3.24.2.u1
Income Taxes (Details)
12 Months Ended
Oct. 31, 2024
Forecast [Member]  
Income Taxes [Line Items]  
Percentage of ordinary taxable income 90.00%
v3.24.2.u1
Equity Incentive Plan (Details) - USD ($)
3 Months Ended 9 Months Ended
Mar. 22, 2024
Mar. 09, 2023
Jul. 31, 2024
Jul. 31, 2023
Jul. 31, 2024
Jul. 31, 2023
Oct. 31, 2023
Equity Incentive Plan [Line Items]              
Common stock par value (in Dollars per share)     $ 0.01   $ 0.01   $ 0.01
Exercised of aggregate amount       $ 30,000 $ 1,263,000  
Equity Incentive Plan [Member]              
Equity Incentive Plan [Line Items]              
Cash compensation $ 20,000 $ 20,000          
Common stock par value (in Dollars per share) $ 0.01            
Closing price per share (in Dollars per share)   $ 15.5          
Board approved an award shares (in Shares) 1,230 1,290          
Available for issuance shares (in Shares)     424,420   424,420    
Compensation expense related to stock options vested     $ 0 1,000 $ 1,000 10,000  
Aggregate intrinsic value of options expected to vest       $ 74,000   $ 74,000  
Options exercisable (in Shares)     3,800   117,700    
Equity Incentive Plan [Member] | FREIT [Member]              
Equity Incentive Plan [Line Items]              
Closing price per share (in Dollars per share) $ 16.25            
Board approved an award shares (in Shares) 1,230 1,290          
v3.24.2.u1
Equity Incentive Plan (Details) - Schedule of Stock Option Activity - Stock Option [Member] - $ / shares
3 Months Ended 9 Months Ended
Jul. 31, 2023
Jul. 31, 2024
Jul. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]      
No. of Options Outstanding, beginning of year 12,240 8,440 126,140
Weighted Average Exercise price beginning of year (in Dollars per share) $ 8.84 $ 9.21 $ 10.64
No. of Options Outstanding, Options granted during period
Weighted Average Exercise price, Options granted during period (in Dollars per share)
No. of Options Outstanding, Options forfeited/cancelled during period
Weighted Average Exercise price, Options forfeited/cancelled during period (in Dollars per share)
No. of Options Outstanding, Options exercised during period (3,800) (117,700)
Weighted Average Price, Options exercised during period (in Dollars per share) $ (8) $ (10.74)
No. of Options Outstanding, end of year 8,440 8,440 8,440
Weighted Average Exercise price at end of year (in Dollars per share) $ 9.21 $ 9.21 $ 9.21
No. of Options Outstanding, Options vested 8,290 8,440 8,290
No. of Options Outstanding, Options exercisable at end of period 7,440 8,440 7,440
v3.24.2.u1
Termination of Deferred Fee Plan (Details) - USD ($)
9 Months Ended
Jan. 20, 2023
Jul. 31, 2024
Deferred Fee Plan [Member]    
Termination of Deferred Fee Plan [Line Items]    
Total payment to each participant’s $ 2,317,000  
Cumulative fees 1,366,000  
Deferred accrued interest $ 951,000  
Common Stock [Member]    
Termination of Deferred Fee Plan [Line Items]    
Number of share issued (in Shares)   274,509
Common stock vested shares (in Shares)   274,509
v3.24.2.u1
Rental Income (Details)
Jul. 31, 2024
Minimum [Member]  
Rental Income [Line Items]  
Lease term 1 year
Maximum [Member]  
Rental Income [Line Items]  
Lease term 2 years
v3.24.2.u1
Rental Income (Details) - Schedule of Minimum Fixed Lease Consideration Under Non-Cancelable Tenant Operating Leases
$ in Thousands
Jul. 31, 2024
USD ($)
Schedule of Minimum Fixed Lease Consideration Under Non-Cancelable Tenant Operating Leases [Abstract]  
2024 $ 5,064
2025 4,382
2026 3,493
2027 2,299
2028 1,301
Thereafter 4,175
Total $ 20,714
v3.24.2.u1
Stockholder Rights Plan (Details) - $ / shares
Jul. 28, 2023
Jul. 31, 2024
Oct. 31, 2023
Class of Stock [Line Items]      
Common stock, par value   $ 0.01 $ 0.01
Preferred stock, par value   $ 0.01 $ 0.01
Exercise price $ 95    
Common Stock [Member]      
Class of Stock [Line Items]      
Common stock, par value 0.01    
Preferred Stock [Member]      
Class of Stock [Line Items]      
Preferred stock, par value $ 0.01    
Acquiring Person [Member]      
Class of Stock [Line Items]      
Ownership percentage 10.00%    
v3.24.2.u1
Kmart Lease Termination (Details)
Jun. 24, 2023
USD ($)
ft²
$ / ft²
Jul. 31, 2024
Kmart Lease Termination [Abstract]    
Square foot (in Square Feet) | ft² 84,254  
Renewal term 5 years  
Rent payments per square foot (in Dollars per Square Foot) | $ / ft² 4  
Annual rent payment (in Dollars) | $ $ 336,720  
Re-lease years   14 years

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