Secured by an industrial and modernized greenhouse property in the Hudson Valley, the acquisition loan will be utilized to help expand an existing market-leading New York operation.   NEW YORK, May 1, 2024 /PRNewswire/ -- Rainbow Realty Group IV, LLC ("Rainbow"), in collaboration with Rainbow Realty Group II, LLC, GEMA CP Fund I LLC, and MJ Real Estate Investment Trust, announced the closing of a senior mortgage secured by a highly advanced cannabis cultivation property in Hudson Valley, New York (the "Prop ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-07172 BRT APARTMENTS CORP. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorporation or organiza ...

BRT Apartments Corp. (NYSE:BRT) Q4 2023 Earnings Conference Call March 13, 2024 9:00 AM ET Company Participants Tripp Sullivan – Investor Relations Jeffrey Gould – President and Chief Executive Officer Conference Call Participants Michael Gorman – BTIG Barry Oxford – Colliers Operator Good day, and welcome to BRT Apartments Corp’s Fourth Quarter and Year-End Earnings Conference Call. Today’s conference is being recorded. [Operator Instructions] After today’s presentation, there will be an opportunity to ask ...

Financial Performance - Net loss attributable to common stockholders for Q4 2023 was $1.7 million, or $(0.11) per diluted share, compared to a net loss of $4.2 million, or $(0.22) per diluted share, in Q4 2022[17]. - BRT reported a net loss of $1.7 million, or $(0.11) per diluted share, for Q4 2023, compared to a net income of $50.0 million, or $2.66 per diluted share, in Q4 2022[32]. - Funds from Operations (FFO) for 2023 were $22.6 million, or $1.19 per diluted share, down from $23.2 million, or $1.24 per diluted share, in 2022[35]. - Adjusted Funds from Operations (AFFO) for 2023 were $28.9 million, or $1.52 per diluted share, consistent with $28.4 million, or $1.52 per diluted share, in 2022[35]. - The company reported a net loss attributable to common stockholders of $(1.737) million for the three months ended December 31, 2023, compared to a loss of $(4.219) million in the same period of 2022[155]. - Total revenues for the three months ended December 31, 2023, were $23,508, compared to $22,711 for the same period in 2022, representing a year-over-year increase of 3.5%[67]. - Total revenues for the twelve months ended December 31, 2023, reached $93,617, up from $70,527 in 2022, marking a significant increase of 32.6%[67]. - Total revenues for the twelve months ended December 31, 2023, reached $44,785 million, compared to $21,706 million for the previous year, indicating a 106.5% growth[158]. Operational Metrics - Combined Portfolio NOI for Q4 2023 increased by 6.4% to $16.0 million, driven by increased rental rates and prior-year expenses related to a December 2022 blizzard[17]. - Average occupancy for the Combined Portfolio was 93.4% in Q4 2023, down from 94.7% in the same period last year[17]. - Average monthly rents in Q4 2023 increased by 4.2% compared to the same period last year[17]. - The average occupancy rate for the quarter was 93.4%, slightly down from 94.7% in the previous year[62]. - The average monthly rental revenue per occupied unit increased to $1,404 in 2023, compared to $1,347 in 2022[62]. - The average occupancy rate across the portfolio was 93.8% for the twelve months ended December 31, 2023[83]. - The weighted average occupancy across the portfolio was 94.2%[107]. - The weighted average monthly rent per occupied unit was $1,343[107]. Shareholder Returns - The Board of Directors declared a quarterly dividend of $0.25 per share, payable on April 4, 2024[20]. - The company declared a dividend of $0.25 per share for Q1 2024, consistent with the previous quarter[37]. Capital Management - At December 31, 2023, BRT's available liquidity was approximately $83.5 million, consisting of $23.5 million in cash and $60.0 million available under its credit facility[19]. - The company repurchased a total of 779,423 shares for an investment of $14.4 million in 2023, with an additional 123,061 shares repurchased in Q1 2024[16]. - The company repurchased 206,105 shares in Q4 2023 at an average price of $17.53, totaling 779,423 shares repurchased in 2023 at an average price of $18.47[32]. - BRT's debt to enterprise value ratio increased to 65% in 2023, up from 62% in 2022[23]. - The company has a total of 7,707 units in its combined portfolio, which includes consolidated and unconsolidated properties[112]. Future Outlook - The company anticipates a more favorable transaction environment in the second half of 2024, with potential opportunities for asset acquisitions[21]. - The company plans to continue focusing on market expansion and enhancing operational efficiencies to drive future growth[67]. - The company plans to continue expanding its market presence and investing in new technologies to enhance operational efficiency and tenant satisfaction[147]. Joint Ventures and Earnings - Equity in earnings from unconsolidated joint ventures for Q4 2023 was $588,000, compared to $580,000 in Q4 2022[17]. - Equity in earnings from unconsolidated joint ventures was $588,000 in Q4 2023 and $2.3 million for the full year 2023[32]. - The company reported equity in earnings from unconsolidated joint ventures of $588 for the three months ended December 31, 2023, compared to $580 in the same period of 2022[67]. - Equity in earnings of joint ventures for the twelve months ended December 31, 2023, was $126 million, compared to $(1) million in the previous year[158]. Expenses and Liabilities - Total expenses for the three months ended December 31, 2023, were $25,742, down from $27,628 in the same period of 2022, a decrease of 6.8%[67]. - The company reported a total liability of $481,518 million as of December 31, 2023, compared to $482,546 million in 2022[48]. - The accumulated deficit increased to $(38,986) million in 2023 from $(23,955) million in 2022[48]. - The company experienced a 10.5% increase in operating expenses, which rose to $19.659 million in 2023 from $18.014 million in 2022[151]. Real Estate and Development - The company plans to renovate approximately 600 units over the next 24 months as part of its value-add program[75]. - New developments include Stono Oaks, located in Johns Island, SC, although specific metrics were not provided[1]. - The estimated average monthly rent increase from the value-add program is projected to be $90 per unit, with an estimated annualized ROI of 14%[75].

GREAT NECK, N.Y., Feb. 21, 2024 (GLOBE NEWSWIRE) -- BRT APARTMENTS CORP. (NYSE:BRT), a real estate investment trust that owns, operates, and, to a lesser extent, holds interests in joint ventures that own multi-family properties, today announced it will release financial results for the fourth quarter ended December 31, 2023 after the market closes on Tuesday, March 12, 2024. The Company will host a conference call and webcast to review its fourth quarter results with investors and other interested parties ...

NEW YORK, Feb. 1, 2024 /PRNewswire/ -- Rainbow Realty Group, LLC ("RRG" or "Rainbow") is proud to announce the launch of Rainbow Realty Group Fund IV LLC ("Fund IV"), a private real estate fund, offering investment opportunities under Rule 506(c) of Regulation D. It is accessible only to accredited investors and is expecting its first close by the end of February. Rainbow has a six-decade track record of success investing in the real estate industry through its sponsor and largest investor Gould Investors L ...

Financial Data and Key Metrics Changes - The net loss attributable to common stockholders was $0.08 per diluted share compared to a net income of $0.37 per diluted share a year ago, primarily due to a $0.61 per share gain in the prior year from the sale of a property owned by an unconsolidated subsidiary [23] - FFO was $0.31 per diluted share compared to $0.29 per diluted share a year ago, primarily due to a reduction in early extinguishment of debt and an increase in other income [40] - AFFO was $0.41 per diluted share compared to $0.38 per diluted share a year ago, primarily due to a decrease in the income tax provision and an increase in other income [40] Business Line Data and Key Metrics Changes - Average occupancy for the multifamily portfolio was steady at 94.4%, compared to 94.3% in the second quarter and 96.2% a year ago [9] - Average monthly rents for the combined portfolio increased by 6.8% compared to the same quarter in 2022 [9] - Combined portfolio NOI decreased by 0.4% in the third quarter compared to the same quarter in 2022, with revenue growing by 4.1% and total expenses increasing by 10.1% [26] Market Data and Key Metrics Changes - The Nashville market is experiencing a general oversupply, with new housing starts and permits slowing down, which is expected to improve occupancy rates over time [31][39] - Insurance costs increased by 67% year-over-year due to policy changes and cancellations [10] Company Strategy and Development Direction - The company is focusing on consolidating ownership and control of properties while selling those that are not long-term holds, preparing for more opportunities in 2024 [6] - The management is prioritizing share repurchases as a capital allocation strategy, having purchased 671,000 shares for a total investment of $12.5 million [21] Management Comments on Operating Environment and Future Outlook - The management noted that inflation is impacting most expense categories, and they are controlling costs where possible [4] - The transaction market remains quiet, with expectations of more opportunities arising as private owners face financial pressures [5] - The company believes that the lack of new building permits will create a favorable environment for future growth [39] Other Important Information - The company affirmed its previously issued guidance ranges for 2023 based on year-to-date results [11] - The debt to enterprise value ratio as of September 30 was 67%, up from 62% a year ago, primarily due to lower market capitalization [24] Q&A Session Summary Question: What are you seeing in the Nashville market regarding occupancy? - Management believes that the market is softer due to new supply but expects it to improve as the supply is absorbed over time [31] Question: How are you weighing acquisition opportunities versus stock buybacks? - The company is not aggressively pursuing acquisitions due to current market conditions and finds buybacks to be a better opportunity [35] Question: Are the Nashville concessions widespread or limited to certain submarkets? - The oversupply issue is prevalent across the Nashville market, but management anticipates improvement as new permits slow down [39]

[Part I - Financial Information](index=4&type=section&id=Part%20I%20-%20Financial%20Information) [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) BRT Apartments Corp.'s unaudited consolidated financial statements for Q3 2023 show decreased assets and equity, a significant drop in net income, and increased operating cash flow [Consolidated Balance Sheets](index=4&type=section&id=Consolidated%20Balance%20Sheets) The Consolidated Balance Sheet indicates a slight decrease in total assets to **$721.1 million** and total equity to **$236.8 million** as of September 30, 2023 Consolidated Balance Sheet Summary (in thousands) | Account | September 30, 2023 (unaudited) | December 31, 2022 (audited) | | :--- | :--- | :--- | | **Total Assets** | **$721,142** | **$732,118** | | Real estate properties, net | $639,989 | $651,603 | | Cash and cash equivalents | $28,117 | $20,281 | | **Total Liabilities** | **$484,345** | **$482,048** | | Mortgages payable, net | $422,935 | $403,792 | | Credit facility, net | $0 | $18,502 | | **Total Equity** | **$236,797** | **$250,070** | [Consolidated Statements of Operations](index=5&type=section&id=Consolidated%20Statements%20of%20Operations) Net income for the nine months ended September 30, 2023, sharply decreased to **$5.6 million** from **$54.2 million** in 2022, primarily due to lower gains from joint venture property sales Statement of Operations Highlights (in thousands, except per share data) | Metric | Nine Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2022 | Three Months Ended Sep 30, 2023 | Three Months Ended Sep 30, 2022 | | :--- | :--- | :--- | :--- | :--- | | Total Revenues | $70,109 | $47,816 | $23,852 | $21,697 | | Total Expenses | $82,157 | $57,910 | $26,725 | $26,094 | | Equity in earnings from sale of unconsolidated JV properties | $14,744 | $64,531 | $0 | $11,472 | | **Net (Loss) Income Attributable to Common Stockholders** | **$5,610** | **$54,174** | **($1,494)** | **$7,059** | | **Diluted EPS** | **$0.27** | **$2.89** | **($0.08)** | **$0.37** | [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash provided by operating activities increased to **$13.6 million**, while investing activities provided **$18.1 million**, and financing activities used **$23.9 million** for the nine months ended September 30, 2023 Cash Flow Summary (Nine Months Ended Sep 30, in thousands) | Activity | 2023 | 2022 | | :--- | :--- | :--- | | Net cash provided by operating activities | $13,608 | $8,450 | | Net cash provided by (used in) investing activities | $18,069 | ($18,990) | | Net cash used in financing activities | ($23,944) | ($5,643) | | **Net increase (decrease) in cash** | **$7,733** | **($16,184)** | [Notes to Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) These notes detail the company's accounting policies, property portfolio, expanded share repurchase program, modified credit facility, and joint venture property sales - As of September 30, 2023, the company wholly owns **21 multi-family properties** (5,420 units) and has interests in **7 JV properties** (2,287 units), primarily in the Southeast US and Texas[54](index=54&type=chunk) - The share repurchase program was extended to December 2025 and authorization was increased to **$10 million**; in the nine months ended Sep 30, 2023, the company repurchased **573,318 shares** for **$10.8 million**[59](index=59&type=chunk) - In May 2023, a joint venture sold a property in Dallas, TX, for **$73 million**, resulting in a gain of **$38.4 million**, of which BRT's share was **$14.7 million**[130](index=130&type=chunk) - The company's credit facility was amended in August 2023, changing the interest rate index to SOFR + 2.50% with a 6.0% floor, and as of Sep 30, 2023, there was no outstanding balance on the **$60 million** facility[22](index=22&type=chunk)[108](index=108&type=chunk)[136](index=136&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=22&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial performance, liquidity, and non-GAAP measures, highlighting revenue growth from 'Partner Buyouts' and significant share repurchase activity [Results of Operations](index=25&type=section&id=Results%20of%20Operations) Operational analysis reveals consolidated revenue growth from 'Partner Buyouts' and higher rental rates, offset by increased expenses, while unconsolidated JV earnings declined due to property sales Consolidated Revenue & Expense Changes (Q3 2023 vs Q3 2022) | Item | Q3 2023 ($M) | Q3 2022 ($M) | % Change | | :--- | :--- | :--- | :--- | | Total Revenues | $23.9 | $21.7 | +9.9% | | Real estate operating expenses | $10.6 | $9.2 | +15.1% | | Interest expense | $5.6 | $5.1 | +10.3% | - For the nine months ended Sep 30, 2023, consolidated revenues increased **45.8%** to **$69.7 million**, primarily due to **$20.3 million** from properties acquired through Partner Buyouts in 2022[186](index=186&type=chunk) - Equity in earnings from unconsolidated JVs for Q3 2023 was **$0.4 million**, a **96.3% decrease** from **$11.6 million** in Q3 2022, mainly because the 2022 period included a **$16.9 million** gain on a property sale[200](index=200&type=chunk)[311](index=311&type=chunk) [Liquidity and Capital Resources](index=33&type=section&id=Liquidity%20and%20Capital%20Resources) The company's liquidity, totaling **$81.7 million** as of November 1, 2023, is insufficient to cover **$133.5 million** in upcoming mortgage balloon payments, necessitating refinancing or other capital-raising activities - As of November 1, 2023, the company had **$81.7 million** in available liquidity, comprising **$21.7 million** in cash and **$60 million** available under its credit facility[223](index=223&type=chunk) - The company faces **$133.5 million** in mortgage balloon payments through 2026, which cannot be fully funded by operating cash flow and will require refinancing or other capital-raising activities[269](index=269&type=chunk) - The company declared a quarterly cash dividend of **$0.25 per share**, payable on October 11, 2023[84](index=84&type=chunk)[274](index=274&type=chunk) [Funds from Operations (FFO), Adjusted Funds from Operations (AFFO), and Net Operating Income (NOI)](index=35&type=section&id=Funds%20from%20Operations%2C%20Adjusted%20Funds%20from%20Operations%20and%20Net%20Operating%20Income) Non-GAAP metrics show increased FFO and AFFO per share for Q3 2023, while consolidated NOI rose and Same Store NOI slightly decreased due to higher operating expenses FFO and AFFO Per Share Reconciliation | Metric (per diluted share) | Q3 2023 | Q3 2022 | Nine Months 2023 | Nine Months 2022 | | :--- | :--- | :--- | :--- | :--- | | NAREIT FFO | $0.31 | $0.29 | $0.86 | $0.84 | | AFFO | $0.41 | $0.38 | $1.14 | $1.14 | - For Q3 2023, consolidated NOI increased by **$431,000** YoY, but Same Store NOI decreased by **$405,000** due to an **$878,000** increase in real estate operating expenses[264](index=264&type=chunk) [Quantitative and Qualitative Disclosures About Market Risks](index=40&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risks) The company's primary market risk is interest rate fluctuations, with a **100 basis point** increase potentially raising annual interest expense by approximately **$374,000** - The company's exposure to interest rate risk is primarily from its junior subordinated notes and credit facility; a **100 basis point** increase in rates would increase annual interest expense by approximately **$374,000**[289](index=289&type=chunk) [Controls and Procedures](index=40&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of September 30, 2023, with no material changes to internal control over financial reporting during the quarter - Management concluded that disclosure controls and procedures were effective as of September 30, 2023[301](index=301&type=chunk) - No material changes were made to the company's internal control over financial reporting during the third quarter of 2023[290](index=290&type=chunk) [Part II – Other Information](index=41&type=section&id=Part%20II%20%E2%80%93%20Other%20Information) [Legal Proceedings](index=41&type=section&id=Item%201.%20Legal%20Proceedings) The company agreed to settle a wrongful death lawsuit for approximately **$325,000**, expected to be fully covered by insurance - A wrongful death lawsuit against a subsidiary was settled for approximately **$325,000**, an amount expected to be fully covered by insurance[268](index=268&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=41&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section details the company's share repurchase activity, including **264,165 shares** repurchased for **$5.0 million** in Q3 2023, with **$4.3 million** remaining under authorization Share Repurchases (Q3 2023) | Period | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | July 2023 | 45,612 | $20.10 | | August 2023 | 84,198 | $18.81 | | September 2023 | 134,355 | $18.23 | | **Total Q3** | **264,165** | **$18.74** | - Subsequent to the quarter end, from October 1 to October 31, 2023, the company repurchased an additional **98,014 shares** for **$1.7 million**[59](index=59&type=chunk)[293](index=293&type=chunk) [Other Information](index=41&type=section&id=Item%205.%20Other%20Information) No officers or directors had Rule 10b5-1 trading plans or other non-Rule 10b5-1 trading arrangements in effect during Q3 2023 - No officers or directors had any Rule 10b5-1 trading plans in effect during the three months ended September 30, 2023[294](index=294&type=chunk) [Exhibits](index=42&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including loan agreement amendments and executive officer certifications - Filed exhibits include an amendment to the VNB New York, LLC loan agreement and CEO/CFO certifications pursuant to Sarbanes-Oxley Sections 302 and 906[307](index=307&type=chunk)

BRT Apartments Corp (NYSE:BRT) Q2 2023 Results Conference Call August 8, 2023 9:00 AM ET Company Participants Tripp Sullivan - Head of Investor Relations Jeffrey Gould - President, CEO and Director George Zweier - VP and CFO Ryan Baltimore - Chief Operating Officer Conference Call Participants Barry Oxford - Colliers Aaron Hecht - JMP Securities Operator Good day, and welcome to the BRT Apartments Corp Second Quarter 2023 Earnings Call. All participants will be in a listen-only mode. [Operator Instructions] ...

[Part I - Financial Information](index=2&type=section&id=Part%20I%20-%20Financial%20Information) [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited consolidated financial statements for BRT Apartments Corp. as of June 30, 2023, and for the three and six-month periods then ended, including balance sheets, statements of operations, equity, and cash flows, with detailed notes on preparation and significant transactions [Consolidated Balance Sheets](index=4&type=section&id=Consolidated%20Balance%20Sheets) As of June 30, 2023, total assets slightly decreased to **$727.8 million** from **$732.1 million** at year-end 2022, while total liabilities remained stable at approximately **$482.1 million**, and total equity decreased to **$245.7 million** from **$250.1 million** due to distributions and share repurchases Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2023 (unaudited) | December 31, 2022 (audited) | | :--- | :--- | :--- | | **Total Assets** | **$727,806** | **$732,118** | | Real estate properties, net | $643,869 | $651,603 | | Cash and cash equivalents | $31,336 | $20,281 | | **Total Liabilities** | **$482,060** | **$482,048** | | Mortgages payable, net | $423,383 | $403,792 | | Credit facility, net | $0 | $18,502 | | **Total Equity** | **$245,746** | **$250,070** | [Consolidated Statements of Operations](index=5&type=section&id=Consolidated%20Statements%20of%20Operations) For Q2 2023, net income attributable to common stockholders significantly decreased to **$11.2 million** (**$0.58** per diluted share) from **$35.6 million** (**$1.91** per diluted share) in Q2 2022, primarily due to lower equity in earnings from joint venture property sales, with six-month net income at **$7.1 million** compared to **$47.1 million** year-over-year Statement of Operations Summary (in thousands, except per share data) | Metric | Q2 2023 | Q2 2022 | H1 2023 | H1 2022 | | :--- | :--- | :--- | :--- | :--- | | **Total Revenues** | **$23,318** | **$14,685** | **$46,257** | **$26,119** | | **Total Expenses** | **$27,452** | **$17,803** | **$55,432** | **$31,816** | | Equity in earnings from sale of JV properties | $14,744 | $40,098 | $14,744 | $53,059 | | **Net Income Attributable to Common Stockholders** | **$11,202** | **$35,607** | **$7,104** | **$47,115** | | **Diluted EPS** | **$0.58** | **$1.91** | **$0.37** | **$2.53** | [Consolidated Statements of Equity](index=6&type=section&id=Consolidated%20Statements%20of%20Equity) Total equity decreased from **$250.1 million** at year-end 2022 to **$245.7 million** as of June 30, 2023, primarily due to **$9.7 million** in common stock distributions and **$5.8 million** in share repurchases, partially offset by **$7.1 million** in net income - Key changes in equity for the six months ended June 30, 2023 include: - Distributions to common stockholders: **$9.7 million** (**$4.8M** in Q1, **$4.8M** in Q2) - Share repurchases: **$5.8 million** - Net income: **$7.1 million**[18](index=18&type=chunk) [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) For the first six months of 2023, net cash from operating activities was **$6.9 million**, investing activities provided **$18.2 million** (largely from **$23.2 million** in JV distributions), and financing activities used **$14.1 million** due to credit facility repayment, dividends, and share repurchases, partially offset by new mortgage proceeds Cash Flow Summary - Six Months Ended June 30 (in thousands) | Cash Flow Category | 2023 | 2022 | | :--- | :--- | :--- | | Net Cash from Operating Activities | $6,860 | $2,779 | | Net Cash from Investing Activities | $18,245 | $31,420 | | Net Cash from Financing Activities | ($14,092) | ($11,288) | | **Net Increase in Cash** | **$11,013** | **$22,911** | [Notes to Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes provide detailed information on the company's portfolio of **21** wholly-owned and **7** joint venture multi-family properties, significant events including the sale of a JV property for **$73 million** and an agreement to acquire a property for **$62.5 million**, and details on debt obligations and the extended **$10 million** share repurchase program - As of June 30, 2023, the company wholly owns **21 multi-family properties** (**5,420 units**) and has interests in **7 JV properties** (**2,287 units**), primarily located in the Southeast US and Texas[37](index=37&type=chunk) - On May 12, 2023, an unconsolidated JV sold a **494-unit property** in Dallas, TX for **$73 million**. BRT's **50%** share of the gain was **$14.7 million**[72](index=72&type=chunk) - The company's share repurchase program was extended to December 31, 2025, and the total authorization was increased to **$10 million**. In Q2 2023, **309,153 shares** were repurchased for **$5.8 million**[49](index=49&type=chunk) - The company entered into an agreement to acquire a **238-unit property** in Richmond, VA, for approximately **$62.5 million**, which includes the assumption of ~**$32 million** in mortgage debt[66](index=66&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's performance, noting that revenue and expense growth was primarily driven by 2022 "Partner Buyouts" and addressing economic challenges like inflation and rising interest rates, with same-store property performance remaining relatively flat and liquidity solid at **$86.7 million** available as of August 1, 2023, alongside analysis of non-GAAP measures like FFO, AFFO, and NOI [Overview and Key Activities](index=23&type=section&id=Overview%20and%20Key%20Activities) BRT, a REIT focused on multi-family properties in the Southeast US and Texas, engaged in key activities including the sale of a joint venture property in Dallas for **$73 million** (resulting in a **$14.7 million** gain for BRT), the repurchase of **$5.8 million** of common stock, and an agreement to acquire a property in Richmond, VA, while navigating an uncertain economic environment with inflation and rising interest rates - The company's portfolio consists of **21 wholly-owned properties** (**5,420 units**) and interests in **7 unconsolidated joint venture properties** (**2,287 units**) as of June 30, 2023[249](index=249&type=chunk) - During Q2 2023, the company repurchased **309,153 shares** of common stock for an aggregate cost of **$5.8 million**[193](index=193&type=chunk) - An unconsolidated joint venture sold a property in Dallas, TX (the "Chatham Sale"), generating a **$14.7 million** gain for BRT[270](index=270&type=chunk) [Results of Operations](index=25&type=section&id=Results%20of%20Operations) For Q2 2023, total revenues increased **58.8%** to **$23.3 million**, and for H1 2023, they rose **77.1%** to **$46.3 million**, primarily due to the consolidation of properties from 2022 "Partner Buyouts," while Same Store Net Operating Income (NOI) decreased slightly by **$376,000** in Q2 and **$20,000** in H1 2023, indicating flat underlying performance Revenue and Expense Comparison (in thousands) | Period | Total Revenues | % Change YoY | Total Expenses | % Change YoY | | :--- | :--- | :--- | :--- | :--- | | Q2 2023 | $23,318 | 58.8% | $27,452 | 54.2% | | H1 2023 | $46,257 | 77.1% | $55,432 | 74.2% | - Same Store NOI decreased by **$376,000** in Q2 2023 and by **$20,000** in H1 2023 compared to the same periods in 2022[114](index=114&type=chunk)[115](index=115&type=chunk) - The significant increase in both revenues and expenses is primarily attributed to the "Partner Buyouts" of ten properties in 2022, which moved them from unconsolidated joint ventures to wholly-owned, consolidated properties[176](index=176&type=chunk)[195](index=195&type=chunk)[228](index=228&type=chunk) [Liquidity and Capital Resources](index=33&type=section&id=Liquidity%20and%20Capital%20Resources) As of August 1, 2023, the company had **$86.7 million** in available liquidity, including **$26.7 million** in cash and **$60 million** available under its credit facility, and faces **$123.4 million** in mortgage balloon payments maturing in 2025 and 2026, which it plans to address through refinancing, property sales, or equity issuance, while maintaining a quarterly dividend of **$0.25** per share - Total available liquidity was **$86.7 million** as of August 1, 2023, including **$60 million** available on the credit facility[264](index=264&type=chunk) - The company has **$123.4 million** in mortgage balloon payments maturing in 2025 and 2026, which will require refinancing or other capital sources[92](index=92&type=chunk) - The company paid a quarterly cash dividend of **$0.25** per share on July 6, 2023[97](index=97&type=chunk) [Non-GAAP Financial Measures (FFO, AFFO, NOI)](index=35&type=section&id=Non-GAAP%20Financial%20Measures) The company provides reconciliations for non-GAAP measures, showing that for Q2 2023, FFO per diluted share increased to **$0.28** from **$0.20** YoY, while AFFO per share was flat at **$0.37**, and for the six-month period, FFO per share was flat at **$0.55**, with AFFO per share declining slightly to **$0.73** from **$0.76**, reflecting factors like lower gains on sales, higher interest expense, and increased non-cash compensation FFO and AFFO Per Diluted Share | Metric | Q2 2023 | Q2 2022 | H1 2023 | H1 2022 | | :--- | :--- | :--- | :--- | :--- | | FFO per diluted share | $0.28 | $0.20 | $0.55 | $0.55 | | AFFO per diluted share | $0.37 | $0.37 | $0.73 | $0.76 | - Q2 2023 FFO increased primarily due to lower charges for early extinguishment of debt and a lower income tax provision, offset by higher interest expense[130](index=130&type=chunk) - H1 2023 AFFO decreased mainly due to higher interest expense on subordinated debt, partially offset by a lower income tax provision[109](index=109&type=chunk) [Quantitative and Qualitative Disclosures About Market Risks](index=40&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risks) The company's primary market risk is interest rate changes on its variable-rate debt, including junior subordinated notes and the credit facility, with a hypothetical **100 basis point** (1%) increase in interest rates projected to increase annual interest expense by approximately **$374,000** - The company's variable-rate debt consists of junior subordinated notes (tied to 3-month Term SOFR) and the credit facility (tied to the prime rate)[117](index=117&type=chunk) - A **100 basis point** change in interest rates would result in an approximate **$374,000** change in annual interest expense[117](index=117&type=chunk) [Controls and Procedures](index=40&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of June 30, 2023, with no material changes to internal control over financial reporting during the second quarter - Management concluded that disclosure controls and procedures were effective as of June 30, 2023[118](index=118&type=chunk) - There were no changes in internal control over financial reporting during the quarter that materially affected, or are reasonably likely to materially affect, internal controls[119](index=119&type=chunk) [Part II – Other Information](index=41&type=section&id=Part%20II%20%E2%80%93%20Other%20Information) [Legal Proceedings](index=41&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in ordinary course legal proceedings, primarily personal injury claims, and while management believes insurance coverage is sufficient for compensatory damages, punitive damages are generally not covered, with no material changes to previously disclosed litigation status - There are no material changes to the litigation status previously disclosed in the Annual Report[86](index=86&type=chunk) - The company is a defendant in a wrongful death lawsuit seeking over **$1 million** plus exemplary (punitive) damages, which are typically not covered by insurance[165](index=165&type=chunk)[87](index=87&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=41&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q2 2023, the company repurchased **309,153 shares** of common stock at an average price of **$18.87** per share, totaling approximately **$5.8 million**, and the board extended the share repurchase program to December 31, 2025, increasing the authorization to **$10 million** Share Repurchases - Q2 2023 | Period | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | April 2023 | — | — | | May 2023 | 125,914 | $17.82 | | June 2023 | 183,239 | $19.34 | | **Total Q2** | **309,153** | **$18.87** | - On June 14, 2023, the Board extended the share repurchase program to December 31, 2025, and increased the total authorization to **$10 million**[88](index=88&type=chunk) [Other Information](index=41&type=section&id=Item%205.%20Other%20Information) The company states that none of its officers or directors had a Rule 10b5-1 trading plan or any other non-Rule 10b5-1 trading arrangement in effect during the three months ended June 30, 2023 - No officers or directors had a Rule 10b5-1 trading plan in effect during Q2 2023[274](index=274&type=chunk) [Exhibits](index=42&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including the Form of Performance Award Agreement for the 2022 Incentive Plan, certifications from the CEO and CFO as required by Sections 302 and 906 of the Sarbanes-Oxley Act, and financial statements formatted in Inline XBRL - The filing includes certifications from the President and Chief Executive Officer, and the Vice President and Chief Financial Officer, pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002[287](index=287&type=chunk)