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NEXPOINT DIVERSIFIED REAL ESTATE TRUST

For the period ended Sep 30, 2024. Filed Nov 8, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 8, 2024

NXDT$3.42+1.2%Stored close · as of Nov 9, 2026

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Item 5.

  1. Equity Method Investments

Below is a summary of the Company’s equity method investments as of September 30, 2024 (dollars in thousands):

Investee Name · Instrument · Asset Type · NXDT Percentage Ownership · Investment Basis · Share of Investee's Net Assets (1) · Basis Difference (2) · Share of Earnings (Loss)
Sandstone Pasadena Apartments, LLCLLC interestMultifamily50.0%$10,374$(9,590)$19,964$19
AM Uptown Hotel, LLCLLC interestHospitality60.0%(3)18,89515,2883,607(858)
SFR WLIF III, LLCLLC interestSingle-family rental20.0%6,8426,914(72)434
Las Vegas Land Owner, LLCLLC interestLand77.0%(4)12,32112,321——
Perilune Aero Equity Holdings One, LLCLLC interestAircraft16.4%(9)13,23810,4882,7501,060
Claymore Holdings, LLCLLC interestN/A50.0%(5)—(6)———
Allenby, LLCLLC interestN/A50.0%(5)—(6)———
Haygood, LLCLLC interestN/A31.0%(8)—(6)———
Capital Acquisitions Partners, LLCLLC interestMultifamily20.9%1,7971,7178080
$63,467$37,138$26,329$735

Below is a summary of the Company's investments as of September 30, 2024 that qualify for equity method accounting for which the Company has elected to account for using the fair value option. Amounts are included in "Investments, at fair value" on the Consolidated Balance Sheets.

Investee Name · Instrument · Asset Type · NXDT Percentage Ownership · Fair Value
NexPoint Real Estate Finance Operating Partnership, L.P.LP interestMortgage15.6%(7)$76,104(6)
NexPoint Real Estate Finance, Inc.Common stockMortgage12.0%(7)32,823(6)
VineBrook Homes Operating Partnership, L.P.LP interestSingle-family rental11.4%(7)148,892(6)
NexPoint Storage Partners, Inc.Common stockSelf-storage52.8%(3)73,443(6)
NexPoint Storage Partners Operating Company, LLCLLC interestSelf-storage29.5%40,021(6)
NexPoint SFR Operating Partnership, L.P.LP interestSingle-family rental31.2%46,943(6)
LLV Holdco, LLCLLC interestLand26.8%2,877(6)
$421,103

Below is a summary of the Company’s equity method investments as of December 31, 2023 (dollars in thousands):

Investee Name · Instrument · Asset Type · NXDT Percentage Ownership · Investment Basis · Share of Investee's Net Assets (1) · Basis Difference (2) · Share of Earnings (Loss)
Sandstone Pasadena Apartments, LLCLLC interestMultifamily50.0%$11,458$(9,590)$21,048$—
AM Uptown Hotel, LLCLLC interestHospitality60.0%(3)23,15817,5815,577(426)
SFR WLIF III, LLCLLC interestSingle-family rental20.0%7,0797,241(162)555
Las Vegas Land Owner, LLCLLC interestLand77.0%(4)12,31212,312——
Perilune Aero Equity Holdings One, LLCLLC interestAircraft16.4%(7)12,25610,4881,7681,441
Claymore Holdings, LLCLLC interestN/A50.0%(5)—(6)———
Allenby, LLCLLC interestN/A50.0%(5)—(6)———
Haygood, LLCLLC interestN/A31.0%(8)—(6)———
$66,263$38,032$28,231$1,570

Below is a summary of the Company's investments as of December 31, 2023 that qualify for equity method accounting for which the Company has elected to account for using the fair value option. Amounts are included in "Investments, at fair value" on the Consolidated Balance Sheets.

Investee Name · Instrument · Asset Type · NXDT Percentage Ownership · Fair Value
NexPoint Real Estate Finance Operating Partnership, L.P.LP interestMortgage15.6%(7)$76,688(6)
NexPoint Real Estate Finance, Inc.Common stockMortgage12.0%(7)33,075(6)
VineBrook Homes Operating Partnership, L.P.LP interestSingle-family rental11.2%(7)146,516(6)
NexPoint Storage Partners, Inc.Common stockSelf-storage52.9%(3)68,187(6)
NexPoint Storage Partners Operating Company, LLCLLC interestSelf-storage30.0%37,157(6)
NexPoint SFR Operating Partnership, L.P.LP interestSingle-family rental30.8%49,383(6)
NexPoint Hospitality TrustCommon stockHospitality46.2%4,886(6)
LLV Holdco, LLCLLC interestLand26.8%2,242(6)
$418,134

(1)Represents the Company’s percentage share of net assets of the investee per the investee’s books and records.

(2)Represents the difference between the basis at which the investments in unconsolidated ventures are carried by the Company and the Company's proportionate share of the equity method investee's net assets. To the extent that the Company’s cost basis is different from the basis reflected at the joint venture level, the basis difference is generally amortized over the lives of the related assets and liabilities, and such amortization is included in the Company’s share of equity in earnings of the joint venture.

(3)The Company owns greater than 50% of the outstanding common equity but is not deemed to be the primary beneficiary or have a controlling financial interest of the investee and as such, accounts for the investee using the equity method.

(4)The Company owns 100% of Las Vegas Land Owner, LLC which owns 77% of a joint venture that owns an 8.5 acre tract of land (the "Tivoli North Property"). Through a tenants in common arrangement, the Company shares control and as such accounts for this investment using the equity method.

(5)The Company has a 50% non-controlling interest in Claymore Holdings, LLC (“Claymore”) and Allenby, LLC, (“Allenby”). The Company has determined it is not the primary beneficiary and does not consolidate these entities.

(6)The Company has elected the fair value option with respect to these investments. The basis in these investments is their fair value.

(7)The Company owns less than 20% of the investee but has significant influence due to members of the management team serving on the board of the investee or its parent and as such, accounts for the investee using the equity method.

(8)The Company has a 31% non-controlling interest in Haygood, LLC, (“Haygood”). The Company has determined it is not the primary beneficiary and does not consolidate this entity.

(9)The Company owns less than 20% of the investee but has significant influence due to the legal nature of a partnership that implies an inherent right to influence the operating and financial policies of the partnership.

Significant Equity Method Investments

For its interim reporting, the Company assesses and presents summarized financial information for its significant equity method investments in accordance with Rule 10-01(b)(1) of Regulation S-X. There were no significant equity method investments for the nine months ended September 30, 2024. Beginning with its annual reporting for fiscal year ended December 31, 2023, the Company elected to report the financial information on a three-month lag. NexPoint Real Estate Finance, Inc. ("NREF"), VineBrook Homes Trust, Inc. ("VineBrook") and NexPoint Storage Partners, Inc. (“NSP”) do not prepare standalone financials for their operating companies as all operations and investments are owned through their operating companies and are consolidated by the corporate entities.

The table below presents the summarized statement of operations for the nine months ended September 30, 2023 for the Company’s significant equity method investments (dollars in thousands).

NREFVineBrookNSP
Revenues
Rental income$3,057$259,121$83,851
Net interest income12,971—1,527
Other income—4,3626,154
Total revenues16,028263,48391,532
Expenses
Total expenses16,950368,968103,968
Gain (loss) on sales of real estate—(65,108)(8,276)
Other income (expense)1,727(43,130)(77,006)
Unrealized gain (loss) on derivatives—6,297—
Total comprehensive income (loss)$805$(207,426)$(97,718)
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