0001558370-23-001074 | 10-K | XBRL Viewer | Alpine Income Property Trust INC

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

12 Months Ended

Dec. 31, 2022

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

PRINCIPLES OF CONSOLIDATION

The consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries, and other entities in which we have a controlling interest. All significant inter-company balances and transactions have been eliminated in the consolidated financial statements.

SEGMENT REPORTING

SEGMENT REPORTING

Financial Accounting Standards Board (“FASB”) ASC Topic 280, Segment Reporting, establishes standards related to the manner in which enterprises report operating segment information. The Company is primarily in the business of acquiring and managing retail real estate which is considered to be one reporting segment. The Company has no other reportable segments. The Company’s chief executive officer, who is the chief operating decision maker, reviews financial information on an aggregate basis for purposes of allocating and evaluating financial performance.

USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS

USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period presented. Actual results could differ from those estimates.

Among other factors, fluctuating market conditions that can exist in the national real estate markets and the volatility and uncertainty in the financial and credit markets make it possible that the estimates and assumptions, most notably those related to PINE’s investment in properties, could change materially due to continued volatility in the real estate and financial markets, or as a result of a significant dislocation in those markets.

REAL ESTATE

REAL ESTATE

The Company’s real estate assets are primarily comprised of the properties in its portfolio, and are stated at cost, less accumulated depreciation and amortization. Such properties are depreciated on a straight-line basis over their estimated useful lives. Renewals and betterments are capitalized to the applicable property accounts. The cost of maintenance and repairs is expensed as incurred. The cost of property retired or otherwise disposed of, and the related accumulated depreciation or amortization, are removed from the accounts, and any resulting gain or loss is recorded in the statement of operations. The amount of depreciation of real estate, exclusive of amortization related to intangible assets, recognized for the years ended December 31, 2022, 2021, and 2020, was $14.8 million, $10.0 million, and $6.2 million, respectively.

LONG-LIVED ASSETS

LONG-LIVED ASSETS

The Company follows FASB ASC Topic 360-10, Property, Plant, and Equipment in conducting its impairment analyses. The Company reviews the recoverability of long-lived assets, primarily real estate, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Examples of situations considered to be triggering events include: a substantial decline in operating cash flows during the period, a current or projected loss from operations, a property not fully leased or leased at rates that are less than current market rates, and any other quantitative or qualitative events deemed significant by management. Long-lived assets are evaluated for impairment by using an undiscounted cash flow approach, which considers future estimated capital expenditures. Impairment of long-lived assets is measured at fair value less cost to sell.

PURCHASE ACCOUNTING FOR ACQUISITIONS OF REAL ESTATE SUBJECT TO A LEASE AND SALES OF REAL ESTATE

PURCHASE ACCOUNTING FOR ACQUISITIONS OF REAL ESTATE SUBJECT TO A LEASE

Investments in real estate are carried at cost less accumulated depreciation and impairment losses, if any. The cost of investments in real estate reflects their purchase price or development cost. We evaluate each acquisition transaction to determine whether the acquired asset meets the definition of a business. Under Accounting Standards Update (“ASU”)

2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business, an acquisition does not qualify as a business when there is no substantive process acquired or substantially all of the fair value is concentrated in a single identifiable asset or group of similar identifiable assets or the acquisition does not include a substantive process in the form of an acquired workforce or an acquired contract that cannot be replaced without significant cost, effort or delay. Transaction costs related to acquisitions that are asset acquisitions are capitalized as part of the cost basis of the acquired assets, while transaction costs for acquisitions that are deemed to be acquisitions of a business are expensed as incurred. Improvements and replacements are capitalized when they extend the useful life or improve the productive capacity of the asset. Costs of repairs and maintenance are expensed as incurred.

In accordance with FASB guidance, the fair value of the real estate acquired with in-place leases is allocated to the acquired tangible assets, consisting of land, building and tenant improvements, and identified intangible assets and liabilities, consisting of the value of above-market and below-market leases, the value of in-place leases, and the value of leasing costs, based in each case on their relative fair values. In allocating the fair value of the identified intangible assets and liabilities of an acquired property, above-market and below-market in-place lease values are recorded as other assets or liabilities based on the present value. The capitalized above-market lease values are amortized as a reduction of rental income over the remaining terms of the respective leases. The capitalized below-market lease values are amortized as an increase to rental income over the initial term unless the management believes that it is likely that the tenant will renew the lease upon expiration, in which case both the Company and the Predecessor amortize the value attributable to the renewal over the renewal period. The value of in-place leases and leasing costs are amortized to expense over the remaining non-cancelable periods of the respective leases. If a lease were to be terminated prior to its stated expiration, all unamortized amounts relating to that lease would be written off.

SALES OF REAL ESTATE

When properties are disposed of, the related cost basis of the real estate, intangible lease assets, and intangible lease liabilities, net of accumulated depreciation and/or amortization, and any accrued straight-line rental income balance for the underlying operating leases are removed, and gains or losses from the dispositions are reflected in net income within gains on dispositions of assets.

PROPERTY LEASE REVENUE

PROPERTY LEASE REVENUE

The rental arrangements associated with the Company’s property portfolio are classified as operating leases. The Company recognizes lease income on these properties on a straight-line basis over the term of the lease. Accordingly, contractual lease payment increases are recognized evenly over the term of the lease. The periodic difference between lease income recognized under this method and contractual lease payment terms (i.e., straight-line rent) is recorded as a deferred operating lease receivable and is included in straight-line rent adjustment on the accompanying consolidated balance sheets. The Company’s leases provide for reimbursement from tenants for variable lease payments including common area maintenance, insurance, real estate taxes and other operating expenses. A portion of our variable lease payment revenue is estimated each period and is recognized as rental income in the period the recoverable costs are incurred and accrued.

The collectability of tenant receivables and straight-line rent adjustments is determined based on, among other things, the aging of the tenant receivable, management’s evaluation of credit risk associated with the tenant and industry of the tenant, and a review of specifically identified accounts using judgment. As of December 31, 2022 and 2021, the Company’s allowance for doubtful accounts totaled $0.4 million and $0.3 million, respectively.

SALES TAX

SALES TAX

Sales tax collected on lease payments is recognized as a liability in the accompanying consolidated balance sheets when collected. The liability is reduced at the time payment is remitted to the applicable taxing authority.

CASH AND CASH EQUIVALENTS

CASH AND CASH EQUIVALENTS

Cash and cash equivalents include cash on hand, bank demand accounts, and money market accounts having original maturities of 90 days or less. The Company’s bank balances as of December 31, 2022 and 2021 include certain amounts over the Federal Deposit Insurance Corporation limits. The carrying value of cash and cash equivalents is reported at Level 1 in the fair value hierarchy, which represents valuation based upon quoted prices in active markets for identical assets or liabilities.

RESTRICTED CASH

RESTRICTED CASH

Restricted cash totaled $4.0 million at December 31, 2022 which is being held in an escrow account to be reinvested through the like-kind exchange structure into other income properties.

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITY

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITY

The Company accounts for its cash flow hedging derivatives in accordance with FASB ASC Topic 815-20, Derivatives and Hedging. Depending upon the hedge’s value at each balance sheet date, the derivatives are included in either other assets or accounts payable, accrued expenses, and other liabilities on the consolidated balance sheet at its fair value. On the date each interest rate swap was entered into, the Company designated the derivatives as a hedge of the variability of cash flows to be paid related to the recognized long-term debt liabilities.

The Company documented the relationship between the hedging instruments and the hedged item, as well as its risk-management objective and strategy for undertaking the hedge transactions. At the hedges’ inception, the Company assessed whether the derivatives that are used in hedging the transactions are highly effective in offsetting changes in cash flows of the hedged items, and we will continue to do so on a quarterly basis.

Changes in fair value of the hedging instruments that are highly effective and designated and qualified as cash-flow hedges are recorded in other comprehensive income and loss, until earnings are affected by the variability in cash flows of the designated hedged items (see Note 10, “Interest Rate Swaps”).

FAIR VALUE OF FINANCIAL INSTRUMENTS

FAIR VALUE OF FINANCIAL INSTRUMENTS

The carrying amounts of the Company’s financial assets and liabilities including cash and cash equivalents, restricted cash, accounts receivable included in other assets, accounts payable, and accrued expenses and other liabilities at December 31, 2022 and December 31, 2021, approximate fair value because of the short maturity of these instruments. The carrying value of the Credit Facility, hereinafter defined, approximates current market rates for revolving credit arrangements with similar risks and maturities. The Company estimates the fair value of its mortgage note payable and term loans based on incremental borrowing rates for similar types of borrowing arrangements with the same remaining maturity and on the discounted estimated future cash payments to be made for other debt. The discount rate used to calculate the fair value of debt approximates current lending rates for loans and assumes the debt is outstanding through maturity. Since such amounts are estimates that are based on limited available market information for similar transactions, which is a Level 2 non-recurring measurement, there can be no assurance that the disclosed value of any financial instrument could be realized by immediate settlement of the instrument.

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS

The Company’s estimates of fair value of financial and non-financial assets and liabilities is based on the framework established by GAAP. The framework specifies a hierarchy of valuation inputs which was established to increase consistency, clarity and comparability in fair value measurements and related disclosures. GAAP describes a fair value hierarchy based upon three levels of inputs that may be used to measure fair value, two of which are considered observable and one that is considered unobservable. The following describes the three levels:

●

Level 1 – Valuation is based upon quoted prices in active markets for identical assets or liabilities.

●

Level 2 – Valuation is based upon inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

●

Level 3 – Valuation is generated from model-based techniques that use at least one significant assumption not observable in the market. These unobservable assumptions reflect estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include option pricing models, discounted cash flow models, and similar techniques.

EARNINGS PER COMMON SHARE

EARNINGS PER COMMON SHARE

Basic earnings per common share is computed by dividing net income attributable to the Company for the period by the weighted average number of shares outstanding for the period. Diluted earnings per common share is based on the assumption that the OP Units issued are exchanged for shares of our common stock on a one-for-one basis.

INCOME TAXES

INCOME TAXES

The Company has elected to be taxed as a REIT for U.S. federal income tax purposes under the Code. We believe the Company has been organized and has operated in such a manner as to qualify for taxation as a REIT under the U.S. federal income tax laws. The Company intends to continue to operate in such a manner. As a REIT, the Company will be subject to U.S. federal and state income taxation at corporate rates on its net taxable income; the Company, however, may claim a deduction for the amount of dividends paid to its stockholders. Amounts distributed as dividends by the Company will be subject to taxation at the stockholder level only. While the Company must distribute at least 90% of its REIT taxable income, determined without regard to the dividends paid deduction and excluding any net capital gain, to qualify as a REIT, the Company intends to distribute all of its net taxable income. The Company is allowed certain other non-cash deductions or adjustments, such as depreciation expense, when computing its REIT taxable income and distribution requirement. These deductions permit the Company to reduce its dividend payout requirement under U.S. federal income tax laws. Certain states may impose minimum franchise taxes. The Company may form one or more taxable REIT subsidiaries (“TRSs”), which will be subject to applicable U.S. federal, state and local corporate income tax on their taxable income. For the periods presented, the Company did not have any TRSs that would be subject to taxation.

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION

The Company adopted the Individual Equity Incentive Plan (the “Individual Plan”) and the Manager Equity Incentive Plan (the “Manager Plan”), which are collectively referred to herein as the Equity Incentive Plans. The purpose of the Equity Incentive Plans is to provide equity incentive opportunities to members of the Manager’s management team and employees who perform services for the Company, the Company’s independent directors, advisers, consultants and other personnel, either individually or via grants of incentive equity to the Manager.

The Company has issued restricted shares of common stock pursuant to the Equity Incentive Plans. The Company’s determination of the grant date fair value of the three-year vest restricted stock awards was calculated by multiplying the number of shares issued by the Company’s stock price at the grant date. Compensation cost is recognized on a straight-line basis over the vesting period and is included in general and administrative expenses in the Company’s consolidated statements of operations. Award forfeitures are accounted for in the period in which they occur.

CONCENTRATION OF CREDIT RISK

CONCENTRATION OF CREDIT RISK

Certain individual tenants in the Company’s portfolio of properties accounted for more than 10% of total revenues during the years ended December 31, 2021 and 2020. No individual tenant accounted for more than 10% of total revenues during the year ended December 31, 2022.

For the year ended December 31, 2021, Wells Fargo represented 12% of total revenues. Wells Fargo and Hilton Grand Vacations represented 19% and 12% of total revenues, respectively, for the year ended December 31, 2020.

As of December 31, 2022 and 2021, 19% and 20%, respectively, of the Company’s real estate portfolio, based on square footage, was located in the state of Texas. Uncertainty of the duration of a prolonged real estate and economic downturn could have an adverse impact on the Company’s real estate values.

RECENTLY ISSUED ACCOUNTING STANDARDS

RECENTLY ISSUED ACCOUNTING STANDARDS

Cessation of LIBOR. In January 2021, the FASB issued ASU 2021-01 which is in response to concerns about structural risks of interbank offered rates (“IBORs”), and, particularly, the risk of cessation of the London Interbank Offered Rate (“LIBOR”), regulators in numerous jurisdictions around the world have undertaken reference rate reform initiatives to identify alternative reference rates that are more observable or transaction based and less susceptible to manipulation. The amendments in ASU 2021-01 are effective immediately and clarify that certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that are affected by the discounting transition. The Company believes it’s interest rate swaps meet the scope of Topic 848-10-15-3A and therefore, the Company has continued to apply a perfectly effective assessment method by electing the corresponding optional expedients.

Lease Modifications. In April 2020, the FASB issued interpretive guidance relating to the accounting for lease concessions provided as a result of the COVID-19 Pandemic. In this guidance, entities can elect not to apply lease modification accounting with respect to such lease concessions and, instead, treat the concession as if it was a part of the existing contract. This guidance is only applicable to lease concessions related to the COVID-19 Pandemic that do not result in a substantial increase in the rights of the lessor or the obligations of the lessee. As of and for the year ended December 31, 2020, the Company elected to not apply lease modification accounting with respect to rent deferrals as the concessions were related to COVID-19 and there was not a substantial increase in the lessor’s rights under the lease agreement. Accordingly, for leases in which deferred rent agreements were reached, the Company has continued to account for the lease by recognizing the normal straight-line rental income and as the deferred rents are repaid by the tenant, the straight-line receivable will be reduced. The Company did not enter into any deferred rent agreements related to the COVID-19 Pandemic during the years ended December 31, 2022 or 2021. The portion of the straight-line adjustment related to COVID-19 concessions and subsequent repayments has been reflected separately in the Company’s statement of cash flows for the years ended December 31, 2022, 2021, and 2020. With respect to rent abatement agreements, lease modification accounting applies as an extended term was a part of such agreements, accordingly the Company re-calculated straight-line rental income for such leases to recognize over the new lease term.

PROPERTY PORTFOLIO (Tables)

12 Months Ended

Dec. 31, 2022

PROPERTY PORTFOLIO

Schedule of components of leasing revenue

The components of leasing revenue are as follows (in thousands):


	Year Ended
	December 31, 2022		December 31, 2021		December 31, 2020
Lease Income
Lease Payments	$	40,190	$	27,138	$	17,746
Variable Lease Payments		5,013		2,990		1,502
Total Lease Income	$	45,203	$	30,128	$	19,248

Schedule of minimum future base rental revenue on non-cancelable leases

Minimum Future Rental Receipts. Minimum future rental receipts under non-cancelable operating leases, excluding percentage rent and other lease payments that are not fixed and determinable, having remaining terms in excess of one year subsequent to December 31, 2022, are summarized as follows (in thousands):


Year Ending December 31,	Amounts
2023	$	39,790
2024		38,772
2025		37,158
2026		36,493
2027		33,477
2028 and Thereafter (Cumulative)		119,999
Total	$	305,689

LONG-TERM DEBT - Mortgage Notes Payable (Details) $ in Thousands	Jun. 30, 2021 USD ($) property	Dec. 31, 2022 USD ($) property
Long-term debt
Face amount of debt \| $		$ 268,250
Mortgage Note Payable - CMBS Portfolio
Long-term debt
Number of lease properties acquired \| property	6	6
Face amount of debt \| $	$ 30,000
Interest at a fixed rate	4.33%
Number of Propertied Sold Subsequent to Defeasance \| property		4
Mortgage Note Payable - CMBS Portfolio \| Unrelated Third Party
Long-term debt
Number of lease properties acquired \| property	2
Aggregate notes payable \| $	$ 1,600

STOCK-BASED COMPENSATION - IPO (Details) - Restricted Shares - USD ($) $ in Thousands		12 Months Ended
	Nov. 26, 2019	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)	8,000
Non employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)	2,000	0	0	0
Unvested (in shares)		0	2,668	5,336	8,000
Vested (in shares)		2,668	2,668	2,664
Aggregate grant date fair value	$ 150
Vesting period		3 years

INTANGIBLE ASSETS AND LIABILITIES

12 Months Ended

Dec. 31, 2022

INTANGIBLE ASSETS AND LIABILITIES

INTANGIBLE ASSETS AND LIABILITIES

NOTE 5. INTANGIBLE ASSETS AND LIABILITIES

Intangible assets and liabilities consist of the value of above market and below market leases, the value of in-place leases, and the value of leasing costs, based in each case on their fair values. Intangible assets and liabilities consisted of the following as of December 31, 2022 and 2021 (in thousands):


	As of
	December 31, 2022		December 31, 2021
Intangible Lease Assets:
Value of In-Place Leases	$	49,974	$	45,301
Value of Above Market In-Place Leases		3,897		3,623
Value of Intangible Leasing Costs		20,579		19,066
Sub-total Intangible Lease Assets		74,450		67,990
Accumulated Amortization		(14,018)		(9,169)
Sub-total Intangible Lease Assets—Net		60,432		58,821
Intangible Lease Liabilities:
Value of Below Market In-Place Leases		(6,130)		(6,397)
Sub-total Intangible Lease Liabilities		(6,130)		(6,397)
Accumulated Amortization		1,080		921
Sub-total Intangible Lease Liabilities—Net		(5,050)		(5,476)
Total Intangible Assets and Liabilities—Net	$	55,382	$	53,345

The following table reflects the net amortization of intangible assets and liabilities during the years ended December 31, 2022, 2021, and 2020 (in thousands):


	Year Ended
	December 31, 2022		December 31, 2021		December 31, 2020
Amortization Expense	$	8,801	$	5,977	$	3,758
Accretion to Properties Revenue		(328)		(257)		(108)
Net Amortization of Intangible Assets and Liabilities	$	8,473	$	5,720	$	3,650

The estimated future amortization expense (income) related to net intangible assets and liabilities is as follows (in thousands):


Year Ending December 31,	Future Amortization Expense		Future Accretion to Property Revenue		Net Future Amortization of Intangible Assets and Liabilities
2023	$	8,909	$	(354)	$	8,555
2024		8,542		(333)		8,209
2025		7,880		(297)		7,583
2026		7,321		(285)		7,036
2027		5,938		(226)		5,712
2028 and Thereafter		18,661		(374)		18,287
Total	$	57,251	$	(1,869)	$	55,382

As of December 31, 2022, the weighted average amortization period of both the total intangible assets and liabilities was 9.1 years.

LONG-TERM DEBT - Components (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Long-term debt
Long-Term Debt, Gross	$ 268,250
Financing Costs, net of Accumulated Amortization	(1,134)	$ (1,260)
Long-Term Debt	267,116	267,740
Credit Facility
Long-term debt
Long-Term Debt, Gross	68,250	99,000
Long-Term Debt	68,300
2026 Term Loan
Long-term debt
Long-Term Debt, Gross	100,000	60,000
2027 Term Loan
Long-term debt
Long-Term Debt, Gross	$ 100,000	80,000
Mortgage Note Payable - CMBS Portfolio
Long-term debt
Long-Term Debt, Gross		$ 30,000

- Definition

Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

FAIR VALUE OF FINANCIAL INSTRUMENTS - Carrying Value and Estimated Fair Value (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Carrying Value \| Quoted Prices in Active Markets for Identical Assets (Level 1)
Carrying value and estimated fair value of financial instruments
Cash and Cash Equivalents	$ 9,018	$ 8,851
Restricted Cash	4,026	646
Carrying Value \| Significant Other Observable Inputs (Level 2)
Carrying value and estimated fair value of financial instruments
Long-Term Debt	267,116	267,740
Estimated Fair Value \| Quoted Prices in Active Markets for Identical Assets (Level 1)
Carrying value and estimated fair value of financial instruments
Cash and Cash Equivalents	9,018	8,851
Restricted Cash	4,026	646
Estimated Fair Value \| Significant Other Observable Inputs (Level 2)
Carrying value and estimated fair value of financial instruments
Long-Term Debt	$ 250,568	$ 272,637

LONG-TERM DEBT - Outstanding Indebtedness (Details) - USD ($) $ in Thousands		12 Months Ended
	Jun. 30, 2021	Dec. 31, 2022	Dec. 31, 2021	Sep. 30, 2021	May 21, 2021
Long-term debt
Outstanding balance		$ 268,250
Total Debt		$ 268,250
Weighted-Average Rate		3.98%
Credit Facility
Long-term debt
Outstanding balance		$ 68,250	$ 99,000
Total Debt		$ 68,250
Credit Facility \| SOFR
Long-term debt
Interest Rate		0.10%
Credit Facility \| SOFR \| Minimum
Long-term debt
Interest Rate		1.25%
Credit Facility \| SOFR \| Maximum
Long-term debt
Interest Rate		2.20%
2026 Term Loan
Long-term debt
Outstanding balance		$ 100,000	60,000
Total Debt		100,000			$ 60,000
2026 Term Loan \| SOFR
Long-term debt
Total Debt		$ 100,000
Interest Rate		0.10%
Weighted-Average Rate		2.05%
2026 Term Loan \| SOFR \| Minimum
Long-term debt
Interest Rate		1.35%
2026 Term Loan \| SOFR \| Maximum
Long-term debt
Interest Rate		1.95%
2027 Term Loan
Long-term debt
Outstanding balance		$ 100,000	80,000
Total Debt		$ 100,000		$ 80,000
Interest Rate		0.10%
Weighted-Average Rate		1.18%
2027 Term Loan \| SOFR
Long-term debt
Interest Rate		0.10%
2027 Term Loan \| SOFR \| Minimum
Long-term debt
Interest Rate		1.25%
2027 Term Loan \| SOFR \| Maximum
Long-term debt
Interest Rate		1.90%
Mortgage Note Payable - CMBS Portfolio
Long-term debt
Outstanding balance			$ 30,000
Total Debt	$ 30,000
Interest Rate	4.33%

PROPERTY PORTFOLIO

12 Months Ended

Dec. 31, 2022

PROPERTY PORTFOLIO

PROPERTY PORTFOLIO

NOTE 3. PROPERTY PORTFOLIO

As of December 31, 2022, the Company’s property portfolio consisted of 148 properties with total square footage of 3.7 million.

Leasing revenue consists of long-term rental revenue from retail and office properties, which is recognized as earned, using the straight-line method over the life of each lease.

The components of leasing revenue are as follows (in thousands):


	Year Ended
	December 31, 2022		December 31, 2021		December 31, 2020
Lease Income
Lease Payments	$	40,190	$	27,138	$	17,746
Variable Lease Payments		5,013		2,990		1,502
Total Lease Income	$	45,203	$	30,128	$	19,248


Year Ending December 31,	Amounts
2023	$	39,790
2024		38,772
2025		37,158
2026		36,493
2027		33,477
2028 and Thereafter (Cumulative)		119,999
Total	$	305,689

2022 Activity. During the year ended December 31, 2022, the Company acquired 51 properties for a combined purchase price of $187.4 million, or a total cost of $189.0 million including capitalized acquisition costs. The properties are located in 21 states, leased to 18 different tenants, and had a weighted average remaining lease term of 8.7 years at the time of acquisition. Of the total acquisition cost, $44.5 million was allocated to land, $123.0 million was allocated to buildings and improvements, $23.7 million was allocated to intangible assets pertaining to the in-place lease value, leasing fees, and above market lease value, and $2.2 million was allocated to intangible liabilities for the below market lease value. The weighted average amortization period for the intangible assets and liabilities was 8.9 years at acquisition.

During the year ended December 31, 2022, the Company sold 16 properties for an aggregate sales price of $154.6 million, generating aggregate gains on sale of $33.8 million.

2021 Activity. During the year ended December 31, 2021, the Company acquired 68 properties for a combined purchase price of $260.3 million, or a total cost of $262.4 million including capitalized acquisition costs. Of the total acquisition cost, $100.8 million was allocated to land, $132.6 million was allocated to buildings and improvements, $31.8 million was allocated to intangible assets pertaining to the in-place lease value, leasing fees, and above market lease value, and $2.8 million was allocated to intangible liabilities for the below market lease value. The weighted average amortization period for the intangible assets and liabilities was 8.6 years at acquisition.

During the year ended December 31, 2021, the Company sold three properties for an aggregate sales price of $28.3 million, generating aggregate gains on sale of $9.7 million.

2020 Activity. During the year ended December 31, 2020, the Company acquired 29 properties for a combined purchase price of $116.6 million, or a total cost of $117.7 million including capitalized acquisition costs. Of the total acquisition cost, $30.3 million was allocated to land, $70.0 million was allocated to buildings and improvements, $19.1 million was allocated to intangible assets pertaining to the in-place lease value, leasing fees, and above market lease value, and $1.7 million was allocated to intangible liabilities for the below market lease value. The weighted average amortization period for the intangible assets and liabilities was 10.1 years at acquisition.

During the year ended December 31, 2020, the Company sold one property for a sales price of $5.1 million, generating a gain on sale of $0.3 million.

STOCK-BASED COMPENSATION - Unrecognized Compensation (Details) - Non employee - Restricted Shares $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost	$ 0
Vesting period	3 years

ACCOUNTS PAYABLE, ACCRUED EXPENSES, AND OTHER LIABILITIES (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
ACCOUNTS PAYABLE, ACCRUED EXPENSES, AND OTHER LIABILITIES
Accounts Payable	$ 17	$ 213
Accrued Expenses	1,609	676
Tenant Security Deposits	165
Due to CTO	932	1,301
Interest Rate Swap	31	173
Operating Leases - Liability	1,657
Total Accounts Payable, Accrued Expenses, and Other Liabilities	$ 4,411	$ 2,363

- Definition

Carrying amount as of the balance sheet date of obligations due all related parties.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(k)(1))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
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+ Details

LONG-TERM DEBT - Credit Facility (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2022	Dec. 31, 2021
Long-term debt
Long-term debt		$ 267,116	$ 267,740
Credit Facility
Long-term debt
Percentage of borrowing capacity		50.00%
Amount outstanding		$ 250,000
Long-term debt		$ 68,300
Credit facility	$ 300
Credit Facility \| Maximum
Long-term debt
Percentage of interest rate deductions		0.025%
Credit Facility \| SOFR
Long-term debt
Interest at a fixed rate		0.10%
Credit Facility \| SOFR \| Minimum
Long-term debt
Interest at a fixed rate		1.25%
Marginal rate of fee on unused credit limit		15.00%
Credit Facility \| SOFR \| Maximum
Long-term debt
Interest at a fixed rate		2.20%
Marginal rate of fee on unused credit limit		25.00%
Credit Facility Maturing January 31, 2027
Long-term debt
Maximum borrowing capacity	250,000	$ 250,000
Extension term		1 year
Term Loan
Long-term debt
Maximum borrowing capacity including accordion feature	$ 750,000	$ 750,000

EQUITY - Dividends (Details) - $ / shares	12 Months Ended
EQUITY - Dividends (Details) - $ / shares	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Dividends
Minimum taxable income excluding capital gain to be distributed to be taxed as a REIT	90.00%
Minimum taxable income including capital gain to be distributed to be taxed as a REIT	100.00%
Dividends on common stock and OP Units declared	$ 1.090	$ 1.015	$ 0.820

OTHER ASSETS

12 Months Ended

Dec. 31, 2022

OTHER ASSETS

OTHER ASSETS

NOTE 6. OTHER ASSETS

Other assets consisted of the following (in thousands):


	As of
	December 31, 2022		December 31, 2021
Tenant Receivables—Net of Allowance for Doubtful Accounts⁽¹⁾	$	1,172	$	1,343
Prepaid Insurance		740		616
Deposits on Acquisitions		30		350
Prepaid Expenses, Deposits, and Other		1,494		1,496
Deferred Financing Costs—Net		1,518		469
Interest Rate Swaps		14,632		2,095
Operating Leases - Right-of-Use Asset ⁽²⁾		1,647		—
Total Other Assets	$	21,233	$	6,369

(1)	Includes $0.4 million and $0.3 million allowance for doubtful accounts as of December 31, 2022 and 2021, respectively.

(2)	See Note 7, “Operating Land Leases” for further disclosure related to the Company’s right-of-use asset balance as of December 31, 2022.

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2022	Dec. 31, 2021
Preferred Stock
Preferred Stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred Stock, shares authorized	100,000,000	100,000,000
Preferred Stock, shares issued	0	0
Preferred Stock, shares outstanding	0	0
Common Stock
Common Stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common Stock, shares authorized	500,000,000	500,000,000
Common Stock, shares issued	13,394,677	11,454,815
Common Stock, shares outstanding	13,394,677	11,454,815

CONSOLIDATED STATEMENTS OF CASH FLOWS - Reconciliation of Cash to the Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Reconciliation of Cash to the Consolidated Balance Sheets:
Cash and Cash Equivalents	$ 9,018	$ 8,851	$ 1,894
Restricted Cash	4,026	646
Total Cash	$ 13,044	$ 9,497	$ 1,894	$ 12,342

EQUITY

12 Months Ended

Dec. 31, 2022

EQUITY

EQUITY

NOTE 11. EQUITY

SHELF REGISTRATION

On December 1, 2020, the Company filed a shelf registration statement on Form S-3, relating to the registration and potential issuance of its common stock, preferred stock, warrants, rights, and units with a maximum aggregate offering price of up to $350.0 million. The Securities and Exchange Commission declared the Form S-3 effective on December 11, 2020.

FOLLOW-ON PUBLIC OFFERING

In June 2021, the Company completed a follow-on public offering of 3,220,000 shares of common stock, which included the full exercise of the underwriters’ option to purchase an additional 420,000 shares of common stock. Upon closing, the Company issued 3,220,000 shares and received net proceeds of $54.3 million, after deducting the underwriting discount and expenses.

ATM PROGRAM ACTIVITY

On December 14, 2020, the Company implemented a $100.0 million “at-the-market” equity offering program (the “2020 ATM Program”) pursuant to which the Company may sell, from time to time, shares of the Company’s common stock. During the year ended December 31, 2022, the Company sold 446,167 shares under the 2020 ATM Program for gross proceeds of $8.7 million at a weighted average price of $19.44 per share, generating net proceeds of $8.6 million after deducting transaction fees totaling $0.1 million. During the year ended December 31, 2021, the Company sold 761,902 shares under the 2020 ATM Program for gross proceeds of $14.0 million at a weighted average price of $18.36 per share, generating net proceeds of $13.8 million after deducting transaction fees totaling $0.2 million. The Company was not active under the 2020 ATM Program during the year ended December 31, 2020. The 2020 ATM Program was terminated in advance of implementing the 2022 ATM Program, hereinafter defined.

On October 21, 2022, the Company implemented a $150.0 million “at-the-market” equity offering program (the “2022 ATM Program”) pursuant to which the Company may sell, from time to time, shares of the Company’s common stock. During the year ended December 31, 2022, the Company sold 1,479,241 shares under the 2022 ATM Program for gross proceeds of $27.8 million at a weighted average price of $18.81 per share, generating net proceeds of $27.4 million after deducting transaction fees totaling $0.4 million.

In the aggregate, under the 2020 ATM Program and 2022 ATM Program, during the year ended December 31, 2022, the Company sold 1,925,408 shares for gross proceeds of $36.5 million at a weighted average price of $18.96 per share, generating net proceeds of $36.0 million after deducting transaction fees totaling $0.5 million.

NONCONTROLLING INTEREST

As of December 31, 2022, CTO holds, directly and indirectly, an 8.1% noncontrolling ownership interest in the Operating Partnership as a result of 1,223,854 OP Units issued to CTO at the time of the Company’s IPO. An additional 3.2% noncontrolling ownership interest is held by an unrelated third party in connection with the issuance of 479,640 OP Units as consideration for a portfolio of net lease properties acquired during the year ended December 31, 2021.

DIVIDENDS

The Company has elected to be taxed as a REIT for U.S. federal income tax purposes under the Code. To qualify as a REIT, the Company must annually distribute, at a minimum, an amount equal to 90% of its taxable income, determined without regard to the deduction for dividends paid and excluding net capital gains, and must distribute 100% of its taxable income (including net capital gains) to eliminate U.S. federal corporate income taxes payable by the Company. Because taxable income differs from cash flow from operations due to non-cash revenues and expenses (such as depreciation and other items), in certain circumstances, the Company may generate operating cash flow in excess of its dividends, or alternatively, may need to make dividend payments in excess of operating cash flows. During the years ended December 31, 2022, 2021, and 2020, the Company declared and paid cash dividends on its common stock and OP Units of $1.090 per share, $1.015 per share, and $0.820 per share, respectively.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

EQUITY - Noncontrolling Interest (Details) - shares	12 Months Ended
EQUITY - Noncontrolling Interest (Details) - shares	Dec. 31, 2022	Dec. 31, 2021
Class of Stock [Line Items]
Additional noncontrolling interest ownership percentage	3.20%
Partners' capital account, units issued	479,640	479,640
CTO
Class of Stock [Line Items]
Partners' capital account, units issued	1,223,854
CTO \| Operating Partnership
Class of Stock [Line Items]
Ownership interest of Manager in Operating partnership	8.10%
Partners' capital account, units issued	1,223,854

FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables)

12 Months Ended

Dec. 31, 2022

FAIR VALUE OF FINANCIAL INSTRUMENTS

Schedule of carrying value and estimated fair value of financial instruments

The following table presents the carrying value and estimated fair value of the Company’s financial instruments not carried at fair value on the consolidated balance sheets as of December 31, 2022 and 2021 (in thousands):


	December 31, 2022				December 31, 2021
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
Cash and Cash Equivalents - Level 1	$	9,018	$	9,018	$	8,851	$	8,851
Restricted Cash - Level 1	$	4,026	$	4,026	$	646	$	646
Long-Term Debt - Level 2	$	267,116	$	250,568	$	267,740	$	272,637

Schedule of fair value of assets (liabilities) measured on recurring basis by Level

The following tables present the fair value of assets (liabilities) measured on a recurring basis by Level as of December 31, 2022 and 2021(in thousands). See Note 10, “Interest Rate Swaps” for further disclosure related to the Company’s interest rate swaps.


			Fair Value at Reporting Date Using
	Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
December 31, 2022
2026 Term Loan Interest Rate Swap ⁽¹⁾	$	6,125	$	—	$	6,125	$	—
2027 Term Loan Interest Rate Swap ⁽²⁾	$	8,476	$	—	$	8,476	$	—
December 31, 2021
2026 Term Loan Interest Rate Swap ⁽¹⁾	$	945	$	—	$	945	$	—
2027 Term Loan Interest Rate Swap ⁽²⁾	$	977	$	—	$	977	$	—

(1)

As of December 31, 2022, the Company has utilized interest rate swaps to fix SOFR and achieve a weighted average fixed interest rate of 2.05% plus 0.10% and the applicable spread on the $100 million 2026 Term Loan (hereinafter defined) balance. See Note 10, “Interest Rate Swaps” for further disclosure related to the Company’s interest rate swaps.

(2)

As of December 31, 2022, the Company has utilized interest rate swaps to fix SOFR and achieve a weighted average fixed interest rate of 1.18% plus 0.10% and the applicable spread on the $100 million 2027 Term Loan (hereinafter defined) balance. See Note 10, “Interest Rate Swaps” for further disclosure related to the Company’s interest rate swaps.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2022

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

PRINCIPLES OF CONSOLIDATION

SEGMENT REPORTING

USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS

REAL ESTATE

LONG-LIVED ASSETS

PURCHASE ACCOUNTING FOR ACQUISITIONS OF REAL ESTATE SUBJECT TO A LEASE

SALES OF REAL ESTATE

PROPERTY LEASE REVENUE

SALES TAX

CASH AND CASH EQUIVALENTS

RESTRICTED CASH

Restricted cash totaled $4.0 million at December 31, 2022 which is being held in an escrow account to be reinvested through the like-kind exchange structure into other income properties.

DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITY

FAIR VALUE OF FINANCIAL INSTRUMENTS

FAIR VALUE MEASUREMENTS

●

Level 1 – Valuation is based upon quoted prices in active markets for identical assets or liabilities.

●

EARNINGS PER COMMON SHARE

INCOME TAXES

STOCK-BASED COMPENSATION

CONCENTRATION OF CREDIT RISK

RECENTLY ISSUED ACCOUNTING STANDARDS

INTANGIBLE ASSETS AND LIABILITIES - Summary of Estimated Amortization and Accretion (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Future Amortization Amount
Sub-total Intangible Lease Assets-Net	$ 60,432	$ 58,821
Future Accretion to Property Revenue
Sub-total Intangible Lease Liabilities -Net	(5,050)	$ (5,476)
Net Future Amortization of Intangible Assets and Liabilities
2023	8,555
2024	8,209
2025	7,583
2026	7,036
2027	5,712
2028 and Thereafter	18,287
Total	$ 55,382
Amount allocated of total acquisition cost
Weighted average amortization period	9 years 1 month 6 days
Future Amortization
Future Amortization Amount
2023	$ 8,909
2024	8,542
2025	7,880
2026	7,321
2027	5,938
2028 and thereafter	18,661
Sub-total Intangible Lease Assets-Net	57,251
Future Accretion to Income Property Revenue
Future Accretion to Property Revenue
2023	(354)
2024	(333)
2025	(297)
2026	(285)
2027	(226)
2028 and Thereafter	(374)
Sub-total Intangible Lease Liabilities -Net	$ (1,869)

RELATED PARTY MANAGEMENT COMPANY

12 Months Ended

Dec. 31, 2022

RELATED PARTY MANAGEMENT COMPANY

RELATED PARTY MANAGEMENT COMPANY

NOTE 15. RELATED PARTY MANAGEMENT COMPANY

We are externally managed by the Manager, a wholly owned subsidiary of CTO. During the year ended December 31, 2022, CTO purchased 155,665 shares of PINE common stock in the open market for $2.7 million, or an average price per share of $17.57. During the year ended December 31, 2021, CTO purchased 8,088 shares of PINE common stock in the open market for $0.1 million, or an average price per share of $17.65. As of December 31, 2022, CTO owns, in the aggregate, 1,223,854 OP Units and 979,543 shares of PINE common stock, inclusive of (i) 815,790 shares of common stock totaling $15.6 million issued in connection with the IPO and (ii) 163,753 shares of common stock totaling $3.1 million purchased by CTO subsequent to the IPO. The aggregate 1,223,854 OP Units and 979,543 shares of PINE common stock held by CTO represent an investment totaling $42.0 million, or 14.6% of PINE’s outstanding equity, as of December 31, 2022.

Management Agreement

On November 26, 2019, the Operating Partnership and PINE entered into a management agreement with the Manager (the “Management Agreement”). Pursuant to the terms of the Management Agreement, our Manager manages, operates and administers our day-to-day operations, business and affairs, subject to the direction and supervision of the Board and in accordance with the investment guidelines approved and monitored by the Board. We pay our Manager a base management fee equal to 0.375% per quarter of our “total equity” (as defined in the Management Agreement and based on a 1.5% annual rate), calculated and payable in cash, quarterly in arrears.

Our Manager has the ability to earn an annual incentive fee based on our total stockholder return exceeding an 8% cumulative annual hurdle rate (the “Outperformance Amount”) subject to a high-water mark price. We would pay our Manager an incentive fee with respect to each annual measurement period in the amount of the greater of (i) $0.00 and (ii) the product of (a) 15% multiplied by (b) the Outperformance Amount multiplied by (c) the weighted average shares. No incentive fee was due for the year ended December 31, 2022, 2021 or 2020.

The initial term of the Management Agreement will expire on November 26, 2024 and will automatically renew for an unlimited number of successive one-year periods thereafter, unless the agreement is not renewed or is terminated in accordance with its terms.

Our independent directors review our Manager’s performance and the management fees annually and, following the initial term, the Management Agreement may be terminated annually upon the affirmative vote of two-thirds of our independent directors or upon a determination by the holders of a majority of the outstanding shares of our common stock, based upon (i) unsatisfactory performance by the Manager that is materially detrimental to us or (ii) a determination that the management fees payable to our Manager are not fair, subject to our Manager’s right to prevent such termination due to unfair fees by accepting a reduction of management fees agreed to by two-thirds of our independent directors. We may also terminate the Management Agreement for cause at any time, including during the initial term, without the payment of any termination fee, with 30 days’ prior written notice from the Board. During the initial term of the Management Agreement, we may not terminate the Management Agreement except for cause.

We pay directly or reimburse our Manager for certain expenses, if incurred by our Manager. We do not reimburse any compensation expenses incurred by our Manager or its affiliates. Expense reimbursements to our Manager are made in cash on a quarterly basis following the end of each quarter. In addition, we pay all of our operating expenses, except those specifically required to be borne by our Manager pursuant to the Management Agreement.

The Company incurred management fee expenses totaling $3.8 million, $3.2 million, and $2.6 million during the years ended December 31, 2022, 2021, and 2020, respectively. The Company also paid dividends on the common stock and OP Units owned by affiliates of the Manager in the amount of $2.3 million, $2.1 million, and $1.7 million, for the years ended December 31, 2022, 2021, and 2020, respectively.

The following table represents amounts due from the Company to CTO (in thousands):


	As of
Description	December 31, 2022		December 31, 2021
Management Fee due to CTO	$	993	$	913
Other		(61)		388
Total ⁽¹⁾	$	932	$	1,301

(1)	Included in accrued expenses, see Note 8, “Accounts Payable, Accrued Expenses, and Other Liabilities”.

ROFO Agreement

On November 26, 2019, PINE also entered into an Exclusivity and Right of First Offer Agreement with CTO (the “ROFO Agreement”). During the term of the ROFO Agreement, CTO will not, and will cause each of its affiliates (which for purposes of the ROFO Agreement will not include our company and our subsidiaries) not to, acquire, directly or indirectly, a single-tenant, net leased property, unless CTO has notified us of the opportunity and we have affirmatively rejected the opportunity to acquire the applicable property or properties.

The terms of the ROFO Agreement do not restrict CTO or any of its affiliates from providing financing for a third party’s acquisition of single-tenant, net leased properties or from developing and owning any single-tenant, net leased property.

Pursuant to the ROFO Agreement, neither CTO nor any of its affiliates (which for purposes of the ROFO Agreement does not include our company and our subsidiaries) may sell to any third party any single-tenant, net leased property that was owned by CTO or any of its affiliates as of the closing date of the IPO or that is developed and owned by CTO or any of its affiliates after the closing date of the IPO, without first offering us the right to purchase such property.

The term of the ROFO Agreement will continue for so long as the Management Agreement with our Manager is in effect.

On April 6, 2021, the Company entered into a purchase and sale agreement with a certain subsidiary of CTO for the purchase of one net lease property (the “Single Property”) for $11.5 million. The acquisition of the Single Property was completed on April 23, 2021.

On April 2, 2021, the Company entered into a separate purchase and sale agreement with certain subsidiaries of CTO for the purchase of the CMBS Portfolio. The terms of the purchase and sale agreement, as amended on April 20, 2021, provided a total purchase price of $44.5 million for the CMBS Portfolio. The acquisition of the CMBS Portfolio was completed on June 30, 2021.

On January 5, 2022, the Company entered into a purchase and sale agreement with a certain subsidiary of CTO for the purchase of one net lease property. The terms of the purchase and sale agreement provided a total purchase price of $6.9 million, which acquisition was completed on January 7, 2022.

The entry into the purchase and sale agreements, and subsequent completion of acquisitions, are a result of the Company exercising its right to purchase the aforementioned properties under the ROFO agreement.

Conflicts of Interest

Conflicts of interest may exist or could arise in the future with CTO and its affiliates, including our Manager, the individuals who serve as our executive officers and executive officers of CTO, any individual who serves as a director of our company and as a director of CTO and any limited partner of the Operating Partnership. Conflicts may include, without limitation: conflicts arising from the enforcement of agreements between us and CTO or our Manager; conflicts in the amount of time that executive officers and employees of CTO, who are provided to us through our Manager, will spend on our affairs versus CTO’s affairs; and conflicts in future transactions that we may pursue with CTO and its affiliates.

We do not generally expect to enter into joint ventures with CTO, but if we do so, the terms and conditions of our joint venture investment will be subject to the approval of a majority of disinterested directors of the Board.

In addition, we are subject to conflicts of interest arising out of our relationships with our Manager. Pursuant to the Management Agreement, our Manager is obligated to supply us with our senior management team. However, our Manager is not obligated to dedicate any specific CTO personnel exclusively to us, nor are the CTO personnel provided to us by our Manager obligated to dedicate any specific portion of their time to the management of our business. Additionally, our Manager is a wholly owned subsidiary of CTO. All of our executive officers are executive officers and employees of CTO and one of our officers (John P. Albright) is also a member of CTO’s board of directors. As a result, our Manager and the CTO personnel it provides to us may have conflicts between their duties to us and their duties to, and interests in, CTO.

We may acquire or sell net leased properties that would potentially fit the investment criteria for our Manager or its affiliates. Similarly, our Manager or its affiliates may acquire or sell net leased properties that would potentially fit our investment criteria. Although such acquisitions or dispositions could present conflicts of interest, we nonetheless may pursue and consummate such transactions. Additionally, we may engage in transactions directly with our Manager or its affiliates, including the purchase and sale of all or a portion of a portfolio asset. If we acquire a net leased property from CTO or one of its affiliates or sell a net leased property to CTO or one of its affiliates, the purchase price we pay to CTO or one of its affiliates or the purchase price paid to us by CTO or one of its affiliates may be higher or lower, respectively, than the purchase price that would have been paid to or by us if the transaction were the result of arm’s length negotiations with an unaffiliated third party.

In deciding whether to issue additional debt or equity securities, we will rely, in part, on recommendations made by our Manager. While such decisions are subject to the approval of the Board, our Manager is entitled to be paid a base management fee that is based on our “total equity” (as defined in the Management Agreement). As a result, our Manager may have an incentive to recommend that we issue additional equity securities at dilutive prices.

All of our executive officers are executive officers and employees of CTO. These individuals and other CTO personnel provided to us through our Manager devote as much time to us as our Manager deems appropriate. However, our executive officers and other CTO personnel provided to us through our Manager may have conflicts in allocating their time and services between us, on the one hand, and CTO and its affiliates, on the other. During a period of prolonged economic weakness or another economic downturn affecting the real estate industry or at other times when we need focused support and assistance from our Manager and the CTO executive officers and other personnel provided to us through our Manager, we may not receive the necessary support and assistance we require or that we would otherwise receive if we were self-managed.

Additionally, the ROFO Agreement does contain exceptions to CTO’s exclusivity for opportunities that include only an incidental interest in single-tenant, net leased properties. Accordingly, the ROFO Agreement will not prevent CTO from pursuing certain acquisition opportunities that otherwise satisfy our then-current investment criteria.

Our directors and executive officers have duties to our company under applicable Maryland law in connection with their management of our company. At the same time, PINE GP has fiduciary duties, as the general partner, to the Operating Partnership and to the limited partners under Delaware law in connection with the management of the Operating Partnership. These duties as a general partner to the Operating Partnership and its partners may come into conflict with the duties of our directors and executive officers to us. Unless otherwise provided for in the relevant partnership agreement, Delaware law generally requires a general partner of a Delaware limited partnership to adhere to fiduciary duty standards under which it owes its limited partners the highest duties of loyalty and care and which generally prohibits such general partner from taking any action or engaging in any transaction as to which it has a conflict of interest. The partnership agreement provides that in the event of a conflict between the interests of our stockholders on the one hand and the limited partners of the Operating Partnership on the other hand, PINE GP will endeavor in good faith to resolve the conflict in a manner not adverse to either our stockholders or the limited partners; provided, however, that so long as we own a controlling interest in the Operating Partnership, any such conflict that we, in our sole and absolute discretion, determine cannot be resolved in a manner not adverse to either our stockholders or the limited partners of the Operating Partnership shall be resolved in favor of our stockholders, and we shall not be liable for monetary damages for losses sustained, liabilities incurred or benefits not derived by the limited partners in connection with such decisions.

COMMON STOCK AND EARNINGS PER SHARE

12 Months Ended

Dec. 31, 2022

COMMON STOCK AND EARNINGS PER SHARE

COMMON STOCK AND EARNINGS PER SHARE

NOTE 12. COMMON STOCK AND EARNINGS PER SHARE

Basic earnings per common share are computed by dividing net income attributable to the Company for the period by the weighted average number of shares of common stock outstanding for the period. Diluted earnings per common share are determined based on the assumption of the conversion of OP Units on a one-for-one basis using the treasury stock method at average market prices for the periods.

The following is a reconciliation of basic and diluted earnings per common share (in thousands, except share and per share data):


	Year Ended
	December 31, 2022		December 31, 2021		December 31, 2020
Net Income Attributable to Alpine Income Property Trust, Inc.	$	29,720	$	9,964	$	985

Weighted Average Number of Common Shares Outstanding		11,976,001		9,781,066		7,588,349
Weighted Average Number of Common Shares Applicable to OP Units using Treasury Stock Method ⁽¹⁾		1,703,494		1,465,161		1,223,854
Total Shares Applicable to Diluted Earnings per Share		13,679,495		11,246,227		8,812,203

Per Common Share Data:
Net Income Attributable to Alpine Income Property Trust, Inc.
Basic	$	2.48	$	1.02	$	0.13
Diluted	$	2.17	$	0.89	$	0.11

(1)

Represents shares underlying OP units including (i) 1,223,854 shares underlying OP Units issued to CTO in connection with our IPO and (ii) 479,640 shares underlying OP Units issued to an unrelated third party in connection with the acquisition of a portfolio of properties during the year ended December 31, 2021 (see Note 11, “Equity”).

OTHER ASSETS (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Other Assets
Tenant Receivables - Net of Allowance for Doubtful Accounts	$ 1,172	$ 1,343
Prepaid Insurance	740	616
Deposits on Acquisitions	30	350
Prepaid Expenses, Deposits, and Other	1,494	1,496
Deferred Financing Costs-Net	1,518	469
Interest Rate Swaps	14,632	2,095
Operating Leases - Right-of-Use Asset	1,647
Total Other Assets	21,233	6,369
Allowance for doubtful accounts	$ 400	$ 300

LONG-TERM DEBT (Tables)

12 Months Ended

Dec. 31, 2022

LONG-TERM DEBT

Schedule of outstanding indebtedness, at face value

As of December 31, 2022, the Company’s outstanding indebtedness, at face value, was as follows (in thousands):


	Face Value Debt		Stated Interest Rate	Maturity Date
Credit Facility	$	68,250	30-Day SOFR + 0.10% + [1.25% - 2.20%]	January 2027
2026 Term Loan⁽¹⁾		100,000	30-Day SOFR + 0.10% + [1.35% - 1.95%]	May 2026
2027 Term Loan⁽²⁾		100,000	30-Day SOFR + 0.10% + [1.25% - 1.90%]	January 2027
Total Debt/Weighted-Average Rate	$	268,250	3.98%

(1)

As of December 31, 2022, the Company has utilized interest rate swaps to fix SOFR and achieve a weighted average fixed interest rate of 2.05% plus 0.10% and the applicable spread on the $100 million 2026 Term Loan (hereinafter defined) balance. See Note 10, “Interest Rate Swaps” for further disclosure related to the Company’s interest rate swaps.

(2)

As of December 31, 2022, the Company has utilized interest rate swaps to fix SOFR and achieve a weighted average fixed interest rate of 1.18% plus 0.10% and the applicable spread on the $100 million 2027 Term Loan (hereinafter defined) balance. See Note 10, “Interest Rate Swaps” for further disclosure related to the Company’s interest rate swaps.

Schedule of components of long-term debt

Long-term debt as of December 31, 2022 and 2021 consisted of the following (in thousands):


	December 31, 2022				December 31, 2021
	Total		Due Within One Year		Total		Due Within One Year
Credit Facility	$	68,250	$	—	$	99,000	$	—
2026 Term Loan		100,000		—		60,000		—
2027 Term Loan		100,000		—		80,000		—
Mortgage Note Payable - CMBS Portfolio		—		—		30,000		—
Financing Costs, net of Accumulated Amortization		(1,134)		—		(1,260)		—
Total Long-Term Debt	$	267,116	$	—	$	267,740	$	—

Schedule of payments applicable to reduction of principal amounts

Payments applicable to reduction of principal amounts as of December 31, 2022 will be required as follows (in thousands):


Year Ending December 31,	Amount
2023	$	—
2024		—
2025		—
2026		100,000
2027		168,250
2028 and Thereafter		—
Total Long-Term Debt - Face Value	$	268,250

Schedule of carrying value of long-term debt

The carrying value of long-term debt as of December 31, 2022 consisted of the following (in thousands):


	Total
Current Face Amount	$	268,250
Financing Costs, net of Accumulated Amortization		(1,134)
Total Long-Term Debt	$	267,116

Schedule of interest expense on debt

The following table reflects a summary of interest expense incurred and paid during the years ended December 31, 2022, 2021, and 2020 (in thousands):


	Year Ended
	December 31, 2022		December 31, 2021		December 31, 2020
Interest Expense	$	8,940	$	3,340	$	1,276
Amortization of Deferred Financing Costs to Interest Expense		599		362		188
Total Interest Expense	$	9,539	$	3,702	$	1,464

Total Interest Paid	$	7,753	$	3,131	$	1,230

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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+ Details

FAIR VALUE OF FINANCIAL INSTRUMENTS

12 Months Ended

Dec. 31, 2022

FAIR VALUE OF FINANCIAL INSTRUMENTS

FAIR VALUE OF FINANCIAL INSTRUMENTS

NOTE 4. FAIR VALUE OF FINANCIAL INSTRUMENTS


	December 31, 2022				December 31, 2021
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
Cash and Cash Equivalents - Level 1	$	9,018	$	9,018	$	8,851	$	8,851
Restricted Cash - Level 1	$	4,026	$	4,026	$	646	$	646
Long-Term Debt - Level 2	$	267,116	$	250,568	$	267,740	$	272,637

The estimated fair values are not necessarily indicative of the amount the Company could realize on disposition of the financial instruments. The use of different market assumptions or estimation methodologies could have a material effect on the estimated fair value amounts.


			Fair Value at Reporting Date Using
	Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
December 31, 2022
2026 Term Loan Interest Rate Swap ⁽¹⁾	$	6,125	$	—	$	6,125	$	—
2027 Term Loan Interest Rate Swap ⁽²⁾	$	8,476	$	—	$	8,476	$	—
December 31, 2021
2026 Term Loan Interest Rate Swap ⁽¹⁾	$	945	$	—	$	945	$	—
2027 Term Loan Interest Rate Swap ⁽²⁾	$	977	$	—	$	977	$	—

(1)

As of December 31, 2022, the Company has utilized interest rate swaps to fix SOFR and achieve a weighted average fixed interest rate of 2.05% plus 0.10% and the applicable spread on the $100 million 2026 Term Loan (hereinafter defined) balance. See Note 10, “Interest Rate Swaps” for further disclosure related to the Company’s interest rate swaps.

(2)

As of December 31, 2022, the Company has utilized interest rate swaps to fix SOFR and achieve a weighted average fixed interest rate of 1.18% plus 0.10% and the applicable spread on the $100 million 2027 Term Loan (hereinafter defined) balance. See Note 10, “Interest Rate Swaps” for further disclosure related to the Company’s interest rate swaps.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

SUBSEQUENT EVENTS

12 Months Ended

Dec. 31, 2022

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

NOTE 17. SUBSEQUENT EVENTS

Subsequent events and transactions were evaluated through February 9, 2023, the date the consolidated financial statements were issued. There were no reportable subsequent events or transactions.

PROPERTY PORTFOLIO - Portfolio Information (Details) ft² in Millions	Dec. 31, 2022 ft² property
PROPERTY PORTFOLIO
Number of real estate properties \| property	148
Area of real estate property \| ft²	3.7

PROPERTY PORTFOLIO - Leasing Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Lease Income
Lease Payments	$ 40,190	$ 27,138	$ 17,746
Variable Lease Payments	5,013	2,990	1,502
Total Lease Income	$ 45,203	$ 30,128	$ 19,248

OTHER ASSETS (Tables)

12 Months Ended

Dec. 31, 2022

OTHER ASSETS

Schedule of components of other assets

Other assets consisted of the following (in thousands):


	As of
	December 31, 2022		December 31, 2021
Tenant Receivables—Net of Allowance for Doubtful Accounts⁽¹⁾	$	1,172	$	1,343
Prepaid Insurance		740		616
Deposits on Acquisitions		30		350
Prepaid Expenses, Deposits, and Other		1,494		1,496
Deferred Financing Costs—Net		1,518		469
Interest Rate Swaps		14,632		2,095
Operating Leases - Right-of-Use Asset ⁽²⁾		1,647		—
Total Other Assets	$	21,233	$	6,369

(1)	Includes $0.4 million and $0.3 million allowance for doubtful accounts as of December 31, 2022 and 2021, respectively.

(2)	See Note 7, “Operating Land Leases” for further disclosure related to the Company’s right-of-use asset balance as of December 31, 2022.

OPERATING LAND LEASES - Narratives (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
OPERATING LAND LEASES
Operating Leases - Right-of-Use Asset	$ 1,647
Operating Lease, Right-of-Use Asset, Statement of Financial Position	Other Assets
Operating Leases - Liability	$ 1,657
Operating Lease, Liability, Statement of Financial Position	Accounts Payable, Accrued Expenses, and Other Liabilities
Amortization expenses	$ 100	$ 0	$ 0

STOCK-BASED COMPENSATION - Non-Vested Restricted Shares (Details) - $ / shares		12 Months Ended
	Nov. 26, 2019	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Non employee
Weighted Average Fair Value
Outstanding (in dollars per share)		$ 18.80	$ 18.80	$ 18.80
Granted (in dollars per share)		0	0	0
Vested (in dollars per share)		18.80	18.80	18.80
Expired (in dollars per share)		0	0	0
Forfeited (in dollars per share)		0	0	0
Outstanding (in dollars per share)		$ 0	$ 18.80	$ 18.80
Restricted Shares
Shares
Granted (in shares)	8,000
Restricted Shares \| Non employee
Shares
Outstanding (in shares)		2,668	5,336	8,000
Granted (in shares)	2,000	0	0	0
Vested (in shares)		(2,668)	(2,668)	(2,664)
Expired (in shares)		0	0	0
Forfeited (in shares)		0	0	0
Outstanding (in shares)		0	2,668	5,336

BUSINESS AND ORGANIZATION - Organization (Details)	12 Months Ended
BUSINESS AND ORGANIZATION - Organization (Details)	Dec. 31, 2022
Class of Stock [Line Items]
Percentage of ownership interest in limited liability company	3.20%
Minimum percentage of taxable income, distributable	90.00%
PINE GP \| Operating Partnership
Class of Stock [Line Items]
Ownership interest in Operating partnership	88.70%
CTO \| Operating Partnership
Class of Stock [Line Items]
Ownership interest of Manager in Operating partnership	8.10%

STOCK-BASED COMPENSATION

12 Months Ended

Dec. 31, 2022

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION

NOTE 14. STOCK-BASED COMPENSATION

In connection with the closing of the IPO, on November 26, 2019, the Company granted restricted shares of common stock to each of the non-employee directors under the Individual Plan. Each of the non-employee directors received an award of 2,000 restricted shares of common stock on November 26, 2019. The restricted shares vested in substantially equal installments on each of the first, second, and third anniversaries of the grant date. As of December 31, 2022, all increments of this award had vested. In addition, the restricted shares are subject to a holding period beginning on the grant date and ending on the date that the grantee ceases to serve as a member of the Board (the “Holding Period”). During the Holding Period, the restricted shares may not be sold, pledged or otherwise transferred by the grantee. Except for the grant of these 8,000 restricted shares of common stock, the Company has not made any grants under the Equity Incentive Plans. Any future grants under the Equity Incentive Plans will be approved by the compensation committee of the Board. The 2019 non-employee director share awards had an aggregate grant date fair value of $0.15 million. The Company’s determination of the grant date fair value of the three-year vest restricted stock awards was calculated by multiplying the number of shares issued by the Company’s stock price at the grant date. Compensation cost was recognized on a straight-line basis over the vesting period and is included in general and administrative expenses in the Company’s consolidated

statements of operations. The Company recognized stock compensation expense totaling $0.05 million during each of the years ended December 31, 2022, 2021, and 2020.

A summary of activity for these awards during the years ended December 31, 2022, 2021 and 2020 is presented below:


Non-Vested Restricted Shares	Shares	Wtd. Avg. Fair Value
Non-Vested at January 1, 2020	8,000	$	18.80
Granted	—		—
Vested	(2,664)	$	18.80
Expired	—		—
Forfeited	—		—
Non-Vested at December 31, 2020	5,336	$	18.80
Granted	—		—
Vested	(2,668)	$	18.80
Expired	—		—
Forfeited	—		—
Non-Vested at December 31, 2021	2,668	$	18.80
Granted	—		—
Vested	(2,668)	$	18.80
Expired	—		—
Forfeited	—		—
Non-Vested at December 31, 2022	—	$	—

As of December 31, 2022, there was no unrecognized compensation cost related to the three-year vest restricted shares.

Each member of the Board has the option to receive his or her annual retainer in shares of Company common stock rather than cash. The number of shares awarded to the directors making such election is calculated quarterly by dividing the amount of the quarterly retainer payment due to such director by the trailing 20-day average price of the Company’s common stock as of the last business day of the calendar quarter, rounded down to the nearest whole number of shares. During the year ended December 31, 2022, the expense recognized for the value of the Company’s common stock received by non-employee directors totaled $0.3 million, or 14,485 shares, of which 3,514 shares were issued on April 1, 2022, 3,689 shares were issued on July 1, 2022, 3,774 shares were issued on October 1, 2022, and 3,508 shares were issued on January 1, 2023. During the year ended December 31, 2021, the expense recognized for the value of the Company’s common stock received by non-employee directors totaled $0.3 million, or 14,049 shares, of which 3,453 shares were issued on April 1, 2021, 3,525 shares were issued on July 1, 2021, 3,594 shares were issued on October 1, 2021, and 3,477 shares were issued on January 3, 2022. During the year ended December 31, 2020, the expense recognized for the value of the Company’s common stock received by non-employee directors totaled $0.2 million, or 14,572 shares, of which 4,098 shares were issued on April 1, 2020, 3,414 shares were issued on July 1, 2020, 3,474 shares were issued on October 1, 2020, and 3,586 shares were issued on January 1, 2021.

Stock compensation expense for the years ended December 31, 2022, 2021, and 2020 is summarized as follows (in thousands):


	Year Ended
	December 31, 2022		December 31, 2021		December 31, 2020
Stock Compensation Expense – Director Restricted Stock	$	46	$	50	$	51
Stock Compensation Expense – Director Retainers Paid in Stock		264		259		217
Total Stock Compensation Expense	$	310	$	309	$	268

(1)

Director retainers are issued through additional paid in capital in arrears. Therefore, the change in additional paid in capital during the years ended December 31, 2022, 2021, and 2020 reported on the consolidated statements of stockholders’ equity does not agree to the total non-cash compensation reported on the consolidated statements of cash flows.

INTANGIBLE ASSETS AND LIABILITIES - Components (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Intangible Assets And Liabilities [Line Items]
Sub-total Intangible Lease Assets	$ 74,450	$ 67,990
Accumulated Amortization	(14,018)	(9,169)
Sub-total Intangible Lease Assets-Net	60,432	58,821
Intangible Lease Liabilities
Value of Below Market In-Place Leases	(6,130)	(6,397)
Sub-total Intangible Lease Liabilities	(6,130)	(6,397)
Accumulated Amortization	1,080	921
Sub-total Intangible Lease Liabilities -Net	(5,050)	(5,476)
Total Intangible Assets and Liabilities-Net	55,382	53,345
Value of In-Place Leases
Intangible Assets And Liabilities [Line Items]
Sub-total Intangible Lease Assets	49,974	45,301
Value of Above Market In-Place Leases
Intangible Assets And Liabilities [Line Items]
Sub-total Intangible Lease Assets	3,897	3,623
Value of Intangible Leasing Costs
Intangible Assets And Liabilities [Line Items]
Sub-total Intangible Lease Assets	$ 20,579	$ 19,066

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Net Income Attributable to Alpine Income Property Trust, Inc.	$ 29,720	$ 9,964	$ 985
Other Comprehensive Income (Loss)
Cash Flow Hedging Derivative - Interest Rate Swaps	12,679	2,403	(481)
Total Other Comprehensive Income (Loss)	12,679	2,403	(481)
Total Comprehensive Income	$ 42,399	$ 12,367	$ 504

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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+ Details

STOCK-BASED COMPENSATION - Stock Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Allocated Share-based Compensation Expense	$ 310	$ 309	$ 268
General and Administrative Expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Allocated Share-based Compensation Expense	50	50	50
Director Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Allocated Share-based Compensation Expense	46	50	51
Director Retainers Paid in Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Allocated Share-based Compensation Expense	$ 264	$ 259	$ 217

LONG-TERM DEBT - Payments Applicable to Reduction of Principal (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Payments applicable to reduction of principal amounts
2023	$ 0
2024	0
2025	0
2026	100,000
2027	168,250
2028 and Thereafter	0
Total Long-Term Debt - Face Value	$ 268,250

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Concentration of Credit Risk - Square Footage (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Real estate portfolio located At Texas
Concentration Risk [Line Items]
Real estate portfolio (as a percent)	19.00%	20.00%

RELATED PARTY MANAGEMENT COMPANY - General Information (Details)						12 Months Ended
	Apr. 20, 2022 USD ($)	Jan. 05, 2022 USD ($) property	Apr. 06, 2021 USD ($) property	Nov. 27, 2019 USD ($) shares	Nov. 26, 2019 USD ($)	Dec. 31, 2022 USD ($) $ / shares shares	Dec. 31, 2021 USD ($) $ / shares shares	Dec. 31, 2020 USD ($)
Related Party Transaction [Line Items]
Stock Issuance, Net of Equity Issuance Costs						$ 35,645,000	$ 67,770,000
Stock split ratio					1
Incentive fee payable						$ 0	$ 0	$ 0
Partners' Capital Account, Units Issued \| shares						479,640	479,640
CTO Realty Growth, Inc. and Certain of its Subsidiaries
Related Party Transaction [Line Items]
Number of properties sold \| property		1	1
Sales price of property	$ 44,500,000	$ 6,900,000	$ 11,500,000
CTO
Related Party Transaction [Line Items]
Stock Issuance, Net of Equity Issuance Costs				$ 3,100,000		$ 2,700,000	$ 100,000
Share issued \| shares				163,753		155,665	8,088
Average price per share \| $ / shares						$ 17.57
Partners' Capital Account, Units Issued \| shares						1,223,854
CTO \| Management Agreement
Related Party Transaction [Line Items]
Quarterly base management fee (as a percent)					0.375%
Annual base management fee (as a percent)					1.50%
Cumulative annual hurdle rate (as a percent)					8.00%
Incentive fee					$ 0.00
Multiplying factor of outperformance amount with weighted average shares (as a percent)					15.00%
Management agreement renewal term					1 year
Voting rights (as a percent)					66.67%
Notice period					30 days
Payment of management fees						$ 3,800,000	$ 3,200,000	2,600,000
Payment of dividend						$ 2,300,000	$ 2,100,000	$ 1,700,000
CTO \| PINE GP
Related Party Transaction [Line Items]
Share issued \| shares						979,543
Average price per share \| $ / shares							$ 17.65
Percentage of outstanding common stock						14.60%
Cash investment						$ 42,000,000.0
CTO \| Private Placement
Related Party Transaction [Line Items]
Stock Issuance, Net of Equity Issuance Costs						$ 15,600,000
Share issued \| shares						815,790

EQUITY - Shelf Registration & ATM Program (Details) - USD ($) $ / shares in Units, $ in Thousands				12 Months Ended
	Oct. 21, 2022	Dec. 14, 2020	Dec. 01, 2020	Dec. 31, 2022	Dec. 31, 2021
Equity
Proceeds from Issuance of Stock				$ 35,645	$ 67,770
Net proceeds				$ 35,645	$ 67,770
ATM Program
Equity
Proceeds from Issuance of Stock		$ 100,000
Share issued				446,167	761,902
Average price per share				$ 19.44	$ 18.36
Gross proceeds form the issuance of common stock				$ 8,700	$ 14,000
Net proceeds				8,600	13,800
Payment of Initial Public Offering Transaction Costs				$ 100	$ 200
Market Equity Offering Program 2022
Equity
Proceeds from Issuance of Stock	$ 150,000
Share issued				1,479,241
Average price per share				$ 18.81
Gross proceeds form the issuance of common stock				$ 27,800
Net proceeds				27,400
Payment of Initial Public Offering Transaction Costs				$ 400
Market Equity Offering 2020 and 2022 Program
Equity
Share issued				1,925,408
Average price per share				$ 18.96
Gross proceeds form the issuance of common stock				$ 36,500
Net proceeds				36,000
Payment of Initial Public Offering Transaction Costs				$ 500
Maximum
Equity
Proceeds from Issuance of Stock			$ 350,000

LONG-TERM DEBT - Term Loan (Details) - USD ($) $ in Thousands	May 21, 2021	Dec. 31, 2022	Sep. 30, 2022	Apr. 14, 2022	Sep. 30, 2021
Long-term debt
Face amount of debt		$ 268,250
Term Loan
Long-term debt
Maximum borrowing capacity including accordion feature		750,000	$ 750,000
Credit Facility Maturing January 31, 2027
Long-term debt
Maximum borrowing capacity		250,000	$ 250,000
2026 Term Loan
Long-term debt
Face amount of debt	$ 60,000	100,000
Debt instrument term (in years)	5 years
Additional borrowing capacity				$ 40,000
Aggregate amount of incremental Term loan				100,000
2027 Term Loan
Long-term debt
Face amount of debt		$ 100,000			$ 80,000
Additional borrowing capacity				20,000
Aggregate amount of incremental Term loan				$ 100,000

RELATED PARTY MANAGEMENT COMPANY (Tables)

12 Months Ended

Dec. 31, 2022

RELATED PARTY MANAGEMENT COMPANY

Schedule of amount due to (from) parent company

The following table represents amounts due from the Company to CTO (in thousands):


	As of
Description	December 31, 2022		December 31, 2021
Management Fee due to CTO	$	993	$	913
Other		(61)		388
Total ⁽¹⁾	$	932	$	1,301

(1)	Included in accrued expenses, see Note 8, “Accounts Payable, Accrued Expenses, and Other Liabilities”.

STOCK-BASED COMPENSATION - General Information (Details) $ in Thousands													12 Months Ended
	Jan. 01, 2023 shares	Oct. 01, 2022 shares	Jul. 01, 2022 shares	Apr. 01, 2022 shares	Jan. 03, 2022 shares	Oct. 01, 2021 shares	Jul. 01, 2021 shares	Apr. 01, 2021 shares	Jan. 01, 2021 shares	Oct. 01, 2020 shares	Jul. 01, 2020 shares	Apr. 01, 2020 shares	Dec. 31, 2022 USD ($) D shares	Dec. 31, 2021 USD ($) shares	Dec. 31, 2020 USD ($) shares
STOCK-BASED COMPENSATION
Stock compensation expense													$ 310	$ 309	$ 268
Non employee \| Restricted Shares
STOCK-BASED COMPENSATION
Period for average closing price \| D													20
Shares issued (in shares) \| shares	3,508	3,774	3,689	3,514	3,477	3,594	3,525	3,453	3,586	3,474	3,414	4,098	14,485	14,049	14,572
Stock compensation expense													$ 300	$ 300	$ 200

STOCK-BASED COMPENSATION (Tables)

12 Months Ended

Dec. 31, 2022

STOCK-BASED COMPENSATION

Summary of nonvested restricted stock award activity


Non-Vested Restricted Shares	Shares	Wtd. Avg. Fair Value
Non-Vested at January 1, 2020	8,000	$	18.80
Granted	—		—
Vested	(2,664)	$	18.80
Expired	—		—
Forfeited	—		—
Non-Vested at December 31, 2020	5,336	$	18.80
Granted	—		—
Vested	(2,668)	$	18.80
Expired	—		—
Forfeited	—		—
Non-Vested at December 31, 2021	2,668	$	18.80
Granted	—		—
Vested	(2,668)	$	18.80
Expired	—		—
Forfeited	—		—
Non-Vested at December 31, 2022	—	$	—

Schedule of stock compensation expense

Stock compensation expense for the years ended December 31, 2022, 2021, and 2020 is summarized as follows (in thousands):


	Year Ended
	December 31, 2022		December 31, 2021		December 31, 2020
Stock Compensation Expense – Director Restricted Stock	$	46	$	50	$	51
Stock Compensation Expense – Director Retainers Paid in Stock		264		259		217
Total Stock Compensation Expense	$	310	$	309	$	268

(1)

LONG-TERM DEBT

12 Months Ended

Dec. 31, 2022

LONG-TERM DEBT

LONG-TERM DEBT

NOTE 9. LONG-TERM DEBT

As of December 31, 2022, the Company’s outstanding indebtedness, at face value, was as follows (in thousands):


	Face Value Debt		Stated Interest Rate	Maturity Date
Credit Facility	$	68,250	30-Day SOFR + 0.10% + [1.25% - 2.20%]	January 2027
2026 Term Loan⁽¹⁾		100,000	30-Day SOFR + 0.10% + [1.35% - 1.95%]	May 2026
2027 Term Loan⁽²⁾		100,000	30-Day SOFR + 0.10% + [1.25% - 1.90%]	January 2027
Total Debt/Weighted-Average Rate	$	268,250	3.98%

(1)

As of December 31, 2022, the Company has utilized interest rate swaps to fix SOFR and achieve a weighted average fixed interest rate of 2.05% plus 0.10% and the applicable spread on the $100 million 2026 Term Loan (hereinafter defined) balance. See Note 10, “Interest Rate Swaps” for further disclosure related to the Company’s interest rate swaps.

(2)

As of December 31, 2022, the Company has utilized interest rate swaps to fix SOFR and achieve a weighted average fixed interest rate of 1.18% plus 0.10% and the applicable spread on the $100 million 2027 Term Loan (hereinafter defined) balance. See Note 10, “Interest Rate Swaps” for further disclosure related to the Company’s interest rate swaps.

Credit Facility. On September 30, 2022, the Company and the Operating Partnership entered into a credit agreement (the “2022 Amended and Restated Credit Agreement”) with KeyBank National Association, as administrative agent, and

certain other lenders named therein, which amended and restated the 2027 Term Loan Credit Agreement (hereinafter defined) to include, among other things:

●

the origination of a new senior unsecured revolving credit facility in the amount of $250 million (the “Credit Facility”) which matures on January 31, 2027, with the option to extend for one year;

●

an accordion option that allows the Company to request additional revolving loan commitments and additional term loan commitments, provided the aggregate amount of revolving loan commitments and term loan commitments shall not exceed $750 million;

●

the amendment of certain financial covenants; and

●

the addition of a sustainability-linked pricing component pursuant to which the Company will receive interest rate reductions up to 0.025% based on performance against sustainability performance targets.

Pursuant to the 2022 Amended and Restated Credit Agreement, the indebtedness outstanding under the Credit Facility accrues at a rate ranging from SOFR plus 0.10% plus a range of 125 basis points to 220 basis points, based on the total balance outstanding under the Credit Facility as a percentage of the total asset value of the Company, as defined in the 2022 Amended and Restated Credit Agreement. The Company may utilize daily simple SOFR or term SOFR, at its election. The Credit Facility also accrues a fee of 15 or 25 basis points for any unused portion of the borrowing capacity based on whether the unused portion is greater or less than 50% of the total borrowing capacity.

The Company is subject to customary restrictive covenants under the 2022 Amended and Restated Credit Agreement and the 2026 Term Loan Credit Agreement (hereinafter defined), as amended, collectively referred to herein as the “Credit Agreements”, including, but not limited to, limitations on the Company’s ability to: (a) incur indebtedness; (b) make certain investments; (c) incur certain liens; (d) engage in certain affiliate transactions; and (e) engage in certain major transactions such as mergers. The Credit Agreements also contain financial covenants covering the Company, including but not limited to, tangible net worth and fixed charge coverage ratios.

At December 31, 2022, the current commitment level under the Credit Facility was $250.0 million and the Company had an outstanding balance of $68.3 million.

Prior Credit Facility. On September 30, 2022, in connection with the Company’s entry into the 2022 Amended and Restated Credit Agreement, the Company repaid all obligations outstanding under the Credit Agreement, dated as of November 26, 2019, as amended, among the Company, the Bank of Montreal, as administrative agent, and certain other lenders party thereto (the “Prior Revolving Credit Facility”), and the Prior Revolving Credit Facility was terminated and the obligations thereunder discharged. As a result of the termination of the Prior Revolving Credit Facility, $0.3 million of unamortized deferred financing costs were written off during the three months ended September 30, 2022 and are included in the consolidated statements of operations as Loss on Extinguishment of Debt.

2026 Term Loan. On May 21, 2021, the Operating Partnership, the Company and certain subsidiaries of the Company entered into a credit agreement (the “2026 Term Loan Credit Agreement”) with Truist Bank, N.A. as administrative agent, and certain other lenders named therein, for a term loan (the “2026 Term Loan”) in an aggregate principal amount of $60.0 million with a maturity of five years. On April 14, 2022, the Company entered into the Amendment, Increase and Joinder to the 2026 Term Loan Credit Agreement (the “2026 Term Loan Amendment”), which increased the term loan commitment under the 2026 Term Loan by $40 million to an aggregate of $100 million. The 2026 Term Loan Amendment also effectuated the transition of the underlying variable interest rate from LIBOR to SOFR.

On October 5, 2022, the Company entered into an amendment which, among other things, amends certain financial covenants and adds a sustainability-linked pricing component consistent with what is contained in the 2022 Amended and Restated Credit Agreement (the “2026 Term Loan Second Amendment”), effective September 30, 2022.

2027 Term Loan. On September 30, 2021, the Operating Partnership, the Company and certain subsidiaries of the Company entered into a credit agreement (the “2027 Term Loan Credit Agreement”) with KeyBank National Association as administrative agent, and certain other lenders named therein, for a term loan (the “2027 Term Loan”) in an aggregate principal amount of $80.0 million (the “Term Commitment”) maturing in January 2027. On April 14, 2022, the Company entered into the Amendment, Increase and Joinder to the 2027 Term Loan Credit Agreement (the “2027 Term Loan

Amendment”), which increased the Term Commitment by $20 million to an aggregate of $100 million. The 2027 Term Loan Amendment also effectuated the transition of the underlying variable interest rate from LIBOR to SOFR.

On September 30, 2022, the Company entered into the 2022 Amended and Restated Credit Agreement which amended and restated the 2027 Term Loan Credit Agreement to include the origination of a new revolving credit facility in the amount of $250.0 million as previously described. The 2022 Amended and Restated Credit Agreement includes an accordion option that allows the Company to request additional revolving loan commitments and additional term loan commitments not to exceed $750.0 million in the aggregate.

Mortgage Notes Payable. On June 30, 2021, in connection with the acquisition of six net lease properties from CTO (the “CMBS Portfolio”), the Company assumed an existing $30.0 million secured mortgage, which bears interest at a fixed rate of 4.33% (the “CMBS Loan”). On December 1, 2022, the Company completed the defeasance of the CMBS Loan, unencumbering the CBMS Portfolio. The Company sold four of the six properties subsequent to the defeasance, during the year ended December 31, 2022. Additionally, on June 30, 2021, in connection with the acquisition of two net lease properties from an unrelated third party, the Company assumed mortgage notes totaling an aggregate of $1.6 million, which balance was repaid on July 1, 2021.

Long-term debt as of December 31, 2022 and 2021 consisted of the following (in thousands):


	December 31, 2022				December 31, 2021
	Total		Due Within One Year		Total		Due Within One Year
Credit Facility	$	68,250	$	—	$	99,000	$	—
2026 Term Loan		100,000		—		60,000		—
2027 Term Loan		100,000		—		80,000		—
Mortgage Note Payable - CMBS Portfolio		—		—		30,000		—
Financing Costs, net of Accumulated Amortization		(1,134)		—		(1,260)		—
Total Long-Term Debt	$	267,116	$	—	$	267,740	$	—

Payments applicable to reduction of principal amounts as of December 31, 2022 will be required as follows (in thousands):


Year Ending December 31,	Amount
2023	$	—
2024		—
2025		—
2026		100,000
2027		168,250
2028 and Thereafter		—
Total Long-Term Debt - Face Value	$	268,250

The carrying value of long-term debt as of December 31, 2022 consisted of the following (in thousands):


	Total
Current Face Amount	$	268,250
Financing Costs, net of Accumulated Amortization		(1,134)
Total Long-Term Debt	$	267,116

In addition to the $1.1 million of financing costs, net of accumulated amortization included in the table above, as of December 31, 2022, the Company also had financing costs, net of accumulated amortization related to the Credit Facility of $1.5 million which is included in other assets on the consolidated balance sheets. These costs are amortized on a straight-

line basis over the term of the Credit Facility and are included in interest expense in the Company’s accompanying consolidated statements of operations.

The following table reflects a summary of interest expense incurred and paid during the years ended December 31, 2022, 2021, and 2020 (in thousands):


	Year Ended
	December 31, 2022		December 31, 2021		December 31, 2020
Interest Expense	$	8,940	$	3,340	$	1,276
Amortization of Deferred Financing Costs to Interest Expense		599		362		188
Total Interest Expense	$	9,539	$	3,702	$	1,464

Total Interest Paid	$	7,753	$	3,131	$	1,230

The Company was in compliance with all of its debt covenants as of December 31, 2022.

PROPERTY PORTFOLIO - Minimum Future Base Rental Revenue on Non-cancelable Leases (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Minimum future base rental revenue on non-cancelable leases
2023	$ 39,790
2024	38,772
2025	37,158
2026	36,493
2027	33,477
2028 and Thereafter (Cumulative)	119,999
Total	$ 305,689

LONG-TERM DEBT - Carrying Value (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
LONG-TERM DEBT
Current Face Amount	$ 268,250
Financing Costs, net of Accumulated Amortization	(1,134)	$ (1,260)
Total Long-Term Debt - Face Value	267,116	267,740
Deferred financing costs-net	$ 1,518	$ 469

- Definition

Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

PROPERTY PORTFOLIO - Properties Acquired and Disposed (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($) property state tenant	Dec. 31, 2021 USD ($) property	Dec. 31, 2020 USD ($) property
PROPERTY PORTFOLIO
Number of real estate properties \| property	148
Acquired intangible liabilities for the below market lease	$ 5,050	$ 5,476
Gain on Disposition of Assets	$ 33,801	$ 9,675	$ 287
Disposal Group, Disposed of by Sale, Not Discontinued Operations
PROPERTY PORTFOLIO
Number of real estate properties disposed \| property	16	3	1
Sales price	$ 154,600	$ 28,300	$ 5,100
Gain on Disposition of Assets	$ 33,800	$ 9,700	$ 300
Single-tenant Net Lease Income Properties Acquired in 2022
PROPERTY PORTFOLIO
Number of real estate properties \| property	51
Purchase price	$ 187,400
Acquired properties, cost	$ 189,000
Number of states for leased asset \| state	21
Number of tenant for leased property \| tenant	18
Initial cost of land	$ 44,500
Initial cost of building and improvements	123,000
Acquired in-place lease value, leasing fees, and above market lease value	23,700
Acquired intangible liabilities for the below market lease	$ 2,200
Weighted average amortization period of intangible liabilities	8 years 10 months 24 days
Single-tenant Net Lease Income Properties Acquired in 2022 \| Weighted Average
PROPERTY PORTFOLIO
Remaining lease term at acquisition	8 years 8 months 12 days
Single-tenant Net Lease Income Properties Acquired in 2021
PROPERTY PORTFOLIO
Number of real estate properties \| property		68
Purchase price		$ 260,300
Acquired properties, cost		262,400
Initial cost of land		100,800
Initial cost of building and improvements		132,600
Acquired in-place lease value, leasing fees, and above market lease value		31,800
Acquired intangible liabilities for the below market lease		$ 2,800
Weighted average amortization period of intangible liabilities		8 years 7 months 6 days
Single-tenant Net Lease Income Properties Acquired in 2020
PROPERTY PORTFOLIO
Number of real estate properties \| property			29
Purchase price			$ 116,600
Acquired properties, cost			117,700
Initial cost of land			30,300
Initial cost of building and improvements			70,000
Acquired in-place lease value, leasing fees, and above market lease value			19,100
Acquired intangible liabilities for the below market lease			$ 1,700
Weighted average amortization period of intangible liabilities			10 years 1 month 6 days

INTANGIBLE ASSETS AND LIABILITIES - Amortization (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
INTANGIBLE ASSETS AND LIABILITIES
Amortization Expense	$ 8,801	$ 5,977	$ 3,758
Accretion to Properties Revenue	(328)	(257)	(108)
Net Amortization of Intangible Assets and Liabilities	$ 8,473	$ 5,720	$ 3,650

ACCOUNTS PAYABLE, ACCRUED EXPENSES, AND OTHER LIABILITIES (Tables)

12 Months Ended

Dec. 31, 2022

ACCOUNTS PAYABLE, ACCRUED EXPENSES, AND OTHER LIABILITIES

Schedule of components of accounts payable accrued expenses and other liabilities

Accounts payable, accrued expenses and other liabilities consisted of the following (in thousands):


	As of
	December 31, 2022		December 31, 2021
Accounts Payable	$	17	$	213
Accrued Expenses		1,609		676
Tenant Security Deposits		165		—
Due to CTO		932		1,301
Interest Rate Swap		31		173
Operating Leases - Liability ⁽¹⁾		1,657		—
Total Accounts Payable, Accrued Expenses, and Other Liabilities	$	4,411	$	2,363

(1)	See Note 7, “Operating Land Leases” for further disclosure related to the Company’s operating land lease liability balance as of December 31, 2022.

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Real Estate:
Land, at Cost	$ 176,857	$ 178,172
Building and Improvements, at Cost	322,510	266,236
Total Real Estate, at Cost	499,367	444,408
Less, Accumulated Depreciation	(22,313)	(15,419)
Real Estate-Net	477,054	428,989
Cash and Cash Equivalents	9,018	8,851
Restricted Cash	4,026	646
Intangible Lease Assets-Net	60,432	58,821
Straight-Line Rent Adjustment	1,668	1,838
Other Assets	21,233	6,369
Total Assets	573,431	505,514
Liabilities:
Accounts Payable, Accrued Expenses, and Other Liabilities	4,411	2,363
Prepaid Rent and Deferred Revenue	1,479	2,033
Intangible Lease Liabilities-Net	5,050	5,476
Long-Term Debt	267,116	267,740
Total Liabilities	278,056	277,612
Commitments and Contingencies-See Note 16
Equity:
Preferred Stock, $0.01 par value per share, 100 million shares authorized, no shares issued and outstanding as of December 31, 2022 and December 31, 2021
Common Stock, $0.01 par value per share, 500 million shares authorized, 13,394,677 shares issued and outstanding as of December 31, 2022 and 11,454,815 shares issued and outstanding as of December 31, 2021	134	114
Additional Paid-in Capital	236,841	200,906
Retained Earnings (Dividends in Excess of Net Income)	10,042	(6,419)
Accumulated Other Comprehensive Income	14,601	1,922
Stockholders' Equity	261,618	196,523
Noncontrolling Interest	33,757	31,379
Total Equity	295,375	227,902
Total Liabilities and Equity	$ 573,431	$ 505,514

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - General Information (Details) $ in Millions	12 Months Ended
	Dec. 31, 2022 USD ($) segment	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Number of reportable segments \| segment	1
Real estate depreciation, excluding intangible assets amortization	$ 14.8	$ 10.0	$ 6.2
Allowance for doubtful accounts	$ 0.4	$ 0.3

BUSINESS AND ORGANIZATION - Business (Details)	Dec. 31, 2022 employee property item state
Description of business
Number of real estate properties	148
Number of markets in which entity operates \| item	106
Number of states in which entity operates \| state	34
Entity Number of Employees \| employee	0
Single-tenant
Description of business
Number of real estate properties	148

COMMON STOCK AND EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Available to Common Shareholders:
Net Income Attributable to Alpine Income Property Trust, Inc.	$ 29,720	$ 9,964	$ 985
Net Income Attributable to Alpine Income Property Trust, Inc. - Basic	29,720	9,964	985
Net Income Attributable to Alpine Income Property Trust, Inc. - Diluted	$ 29,720	$ 9,964	$ 985
Weighted Average Number of Common Shares Outstanding (in shares)	11,976,001	9,781,066	7,588,349
Common Shares Applicable to Stock
Weighted Average Number of Common Shares Applicable to OP Units using Treasury Stock Method (in shares)	1,703,494	1,465,161	1,223,854
Total Shares Applicable to Diluted Earnings Per Share (in shares)	13,679,495	11,246,227	8,812,203
Per Common Share Data:
Basic (in dollars per share)	$ 2.48	$ 1.02	$ 0.13
Diluted (in dollars per share)	$ 2.17	$ 0.89	$ 0.11
Partners' capital account, units issued	479,640	479,640
CTO
Per Common Share Data:
Partners' capital account, units issued	1,223,854

COMMON STOCK AND EARNINGS PER SHARE (Tables)

12 Months Ended

Dec. 31, 2022

COMMON STOCK AND EARNINGS PER SHARE

Schedule of computation of earnings per share

The following is a reconciliation of basic and diluted earnings per common share (in thousands, except share and per share data):


	Year Ended
	December 31, 2022		December 31, 2021		December 31, 2020
Net Income Attributable to Alpine Income Property Trust, Inc.	$	29,720	$	9,964	$	985

Weighted Average Number of Common Shares Outstanding		11,976,001		9,781,066		7,588,349
Weighted Average Number of Common Shares Applicable to OP Units using Treasury Stock Method ⁽¹⁾		1,703,494		1,465,161		1,223,854
Total Shares Applicable to Diluted Earnings per Share		13,679,495		11,246,227		8,812,203

Per Common Share Data:
Net Income Attributable to Alpine Income Property Trust, Inc.
Basic	$	2.48	$	1.02	$	0.13
Diluted	$	2.17	$	0.89	$	0.11

(1)

INTEREST RATE SWAPS (Tables)

12 Months Ended

Dec. 31, 2022

INTEREST RATE SWAPS

Schedule of interest rate swap agreements

Information related to the Company’s interest rate swap agreements are noted below (in thousands):


Hedged Item	Effective Date	Maturity Date	Rate	Amount		Fair Value as of December 31, 2022
2026 Term Loan ⁽¹⁾	5/21/2021	5/21/2026	2.05% + 0.10% + applicable spread	$	100,000	$	6,125
2027 Term Loan⁽²⁾	9/30/2021	11/26/2024	1.18%+ 0.10% + applicable spread	$	100,000	$	5,905
2027 Term Loan ⁽³⁾	11/26/2024	1/31/2027	1.60%+ 0.10% + applicable spread	$	80,000	$	2,571

(1)

As of December 31, 2022, the Company has utilized interest rate swaps to fix SOFR and achieve a weighted average fixed interest rate of 2.05% plus 0.10% and the applicable spread on the $100 million 2026 Term Loan balance. The weighted average fixed interest rate of 2.05%, is comprised of: (i) rate swaps on $60.0 million of the 2026 Term Loan balance effective May 21, 2021, as amended on April 14, 2022 in connection with the 2026 Term Loan Amendment, to fix SOFR (prior to April 14, 2022, the swap was to fix LIBOR), and (ii) a rate swap on $40.0 million of the 2026 Term Loan Balance effective September 30, 2022, to fix SOFR.

(2)

As of December 31, 2022, the Company has utilized interest rate swaps to fix SOFR and achieve a weighted average fixed interest rate of 1.18% plus 0.10% and the applicable spread on the $100 million 2027 Term Loan balance. The weighted average fixed interest rate of 1.18%, is comprised of: (i) rate swaps on $80.0 million of the 2027 Term Loan balance effective September 30, 2021, as amended on April 14, 2022 in connection with the 2027 Term Loan Amendment, to fix SOFR, (prior to April 14, 2022, the swap was to fix LIBOR), and (ii) a rate swap on $20.0 million of the 2027 Term Loan balance effective September 30, 2022, to fix SOFR.

(3)	The interest rate swap agreement hedges $80.0 million of the $100.0 million 2027 Term Loan balance under different terms and commences concurrent to the interest rate agreements maturing on November 26, 2024 to extend the fixed interest rate through maturity on January 31, 2027.

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash Flow From Operating Activities:
Net Income	$ 33,955	$ 11,462	$ 1,146
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
Depreciation and Amortization	23,564	15,939	9,949
Amortization of Intangible Lease Assets and Liabilities to Lease Income	(328)	(257)	(108)
Amortization of Deferred Financing Costs to Interest Expense	599	362	188
Non-Cash Portion of Extinguishment of Debt	727
Gain on Disposition of Assets	(33,801)	(9,675)	(287)
Non-Cash Compensation	310	309	268
Decrease (Increase) in Assets:
Straight-Line Rent Adjustment	(935)	(607)	(1,524)
COVID-19 Rent Repayments (Deferrals)	45	430	(378)
Other Assets	552	(2,413)	(830)
Increase (Decrease) in Liabilities:
Accounts Payable, Accrued Expenses, and Other Liabilities	217	673	2
Prepaid Rent and Deferred Revenue	(253)	977	968
Net Cash Provided By Operating Activities	24,652	17,200	9,394
Cash Flow From Investing Activities:
Acquisition of Real Estate, Including Capitalized Expenditures	(189,148)	(223,407)	(118,808)
Proceeds from Disposition of Assets	150,370	27,415	4,933
Net Cash Used In Investing Activities	(38,778)	(195,992)	(113,875)
Cash Flow from Financing Activities:
Proceeds from Long-Term Debt	277,000	294,622	115,500
Payments on Long-Term Debt	(277,750)	(162,431)	(8,691)
Cash Paid for Loan Fees	(2,106)	(1,402)	(261)
Repurchase of Common Stock			(5,014)
Cash Paid for Shelf Registration and ATM Transaction Costs			(298)
Proceeds From Stock Issuance, Net	35,645	67,770
Dividends Paid	(15,116)	(12,164)	(7,203)
Net Cash Provided By Financing Activities	17,673	186,395	94,033
Net Increase (Decrease) in Cash and Cash Equivalents	3,547	7,603	(10,448)
Cash and Cash Equivalents and Restricted Cash, Beginning of Period	9,497	1,894	12,342
Cash and Cash Equivalents and Restricted Cash, End of Period	13,044	9,497	1,894
Supplemental Disclosure of Cash Flow Information:
Cash Paid for Interest	7,753	3,131	1,230
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Unrealized Gain (Loss) on Cash Flow Hedge	$ 12,679	$ 2,403	$ (481)
Derivative, Gain (Loss), Statement of Income or Comprehensive Income	Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax, Parent	Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax, Parent	Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax, Parent
Right-of-Use Assets and Operating Lease Liability	$ 1,831
Operating Units Issued in Exchange for Real Estate		$ 9,041
Assumption of Mortgage Note Payable		$ 30,000

EQUITY - Follow-on Public offering (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Jun. 30, 2021	Dec. 31, 2022	Dec. 31, 2021
Equity
Net proceeds		$ 35,645	$ 67,770
Follow on Public Offering
Equity
Share issued	3,220,000
Net proceeds	$ 54,300
Over-Allotment Option
Equity
Share issued	420,000

RELATED PARTY MANAGEMENT COMPANY - Due to (from) CTO (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
RELATED PARTY MANAGEMENT COMPANY
Management Fee due to CTO	$ 993	$ 913
Other	(61)	388
Total	$ 932	$ 1,301

- Definition

Carrying amount as of the balance sheet date of obligations due all related parties.

+ References

+ Details

OPERATING LAND LEASES - Minimum future lease payments (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Lease Payments
2023	$ 257
2024	251
2025	192
2026	202
2027	202
2028 and Thereafter	692
Total	$ 1,796

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Revenues:
Lease Income	$ 45,203	$ 30,128	$ 19,248
Total Revenues	45,203	30,128	19,248
Operating Expenses:
Real Estate Expenses	5,435	3,673	2,316
General and Administrative Expenses	5,784	5,027	4,660
Depreciation and Amortization	23,564	15,939	9,949
Total Operating Expenses	34,783	24,639	16,925
Gain on Disposition of Assets	33,801	9,675	287
Loss on Extinguishment of Debt	(727)
Net Income From Operations	43,494	15,164	2,610
Interest Expense	9,539	3,702	1,464
Net Income	33,955	11,462	1,146
Less: Net Income Attributable to Noncontrolling Interest	(4,235)	(1,498)	(161)
Net Income Attributable to Alpine Income Property Trust, Inc.	$ 29,720	$ 9,964	$ 985
Per Common Share Data:
Basic (in dollars per share)	$ 2.48	$ 1.02	$ 0.13
Diluted (in dollars per share)	$ 2.17	$ 0.89	$ 0.11
Weighted Average Number of Common Shares:
Basic (in shares)	11,976,001	9,781,066	7,588,349
Diluted (in shares)	13,679,495	11,246,227	8,812,203

BUSINESS AND ORGANIZATION

12 Months Ended

Dec. 31, 2022

BUSINESS AND ORGANIZATION

BUSINESS AND ORGANIZATION

NOTE 1. BUSINESS AND ORGANIZATION

BUSINESS

Alpine Income Property Trust, Inc. (the “Company” or “PINE”) is a real estate company that owns and operates a high-quality portfolio of commercial net lease properties. The terms “us,” “we,” “our,” and “the Company” as used in this report refer to Alpine Income Property Trust, Inc. together with our consolidated subsidiaries.

Our portfolio consists of 148 net leased properties located in 106 markets in 34 states. The properties in our portfolio are primarily subject to long-term, triple-net leases, which generally require the tenant to pay all of the property operating expenses such as real estate taxes, insurance, assessments and other governmental fees, utilities, repairs and maintenance and certain capital expenditures.

The Company has no employees and is externally managed by Alpine Income Property Manager, LLC, a Delaware limited liability company and a wholly owned subsidiary of CTO Realty Growth, Inc. (our “Manager”). CTO Realty Growth, Inc. (NYSE: CTO) is a Maryland corporation that is a publicly traded diversified real estate investment trust (“REIT”) and the sole member of our Manager (“CTO”).

ORGANIZATION

The Company is a Maryland corporation that was formed on August 19, 2019. On November 26, 2019, the Company closed its initial public offering (“IPO”). We conduct the substantial majority of our operations through Alpine Income Property OP, LP (the “Operating Partnership”). Our wholly owned subsidiary, Alpine Income Property GP, LLC (“PINE GP”), is the sole general partner of the Operating Partnership. Substantially all of our assets are held by, and our operations are conducted through, the Operating Partnership. As of December 31, 2022, we have a total ownership interest in the Operating Partnership of 88.7%, with CTO holding, directly and indirectly, an 8.1% ownership interest in the Operating Partnership. The remaining 3.2% ownership interest is held by an unrelated third party in connection with the issuance of units of the operating partnership (“OP Units”) issued as consideration for a portfolio of net lease properties acquired during the year ended December 31, 2021. Our interest in the Operating Partnership generally entitles us to share in cash distributions from, and in the profits and losses of, the Operating Partnership in proportion to our percentage ownership. We, through PINE GP, generally have the exclusive power under the partnership agreement to manage and conduct the business and affairs of the Operating Partnership, subject to certain approval and voting rights of the limited partners. Our Board of Directors (the “Board”) manages our business and affairs.

The Company has elected to be taxed as a REIT for U.S. federal income tax purposes under the Internal Revenue Code of 1986, as amended (the “Code”). To qualify as a REIT, the Company must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of the Company’s annual REIT taxable income, without regard to the dividends paid deduction or net capital gain, to its stockholders (which does not necessarily equal net income as calculated in accordance with generally accepted accounting principles). As a REIT, the Company is generally not subject to U.S. federal corporate income tax to the extent of its distributions to stockholders. If the Company fails to qualify as a REIT in any taxable year, the Company will be subject to U.S. federal income tax on its taxable income at regular corporate rates and generally will not be permitted to qualify for treatment as a REIT for the four taxable years following the year during which qualification is lost unless the Internal Revenue Service grants the Company relief under certain statutory provisions. Such an event could materially adversely affect the Company’s net income and net cash available for distribution to stockholders. Even if the Company qualifies for taxation as a REIT, the Company may be subject to state and local taxes on its income and property and federal income and excise taxes on its undistributed income.

SHARE REPURCHASES

12 Months Ended

Dec. 31, 2022

SHARE REPURCHASES

SHARE REPURCHASES

NOTE 13. SHARE REPURCHASES

In March 2020, the Board approved a $5.0 million stock repurchase program (the “$5.0 Million Repurchase Program”). During the year ended December 31, 2020, the Company repurchased 456,237 shares of its common stock on the open market for a total cost of $5.0 million, or an average price per share of $11.02, which completed the $5.0 Million Repurchase Program. There were no repurchases of the Company’s common stock during the years ended December 31, 2022 or 2021.

FAIR VALUE OF FINANCIAL INSTRUMENTS - Measured on a Recurring Basis (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Assets, Fair Value Disclosure [Abstract]
Interest Rate Swap	$ 14,632,000	$ 2,095,000
Outstanding balance	268,250,000
Face amount of debt	268,250,000
2026 Term Loan Interest Rate Swap
Assets, Fair Value Disclosure [Abstract]
Interest Rate Swap	6,125,000
2026 Term Loan Interest Rate Swap \| SOFR
Assets, Fair Value Disclosure [Abstract]
Face amount of debt	$ 100,000,000
Interest rate	2.05%
Applicable spread	0.10%
2027 Term Loan Interest Rate Swap \| SOFR
Assets, Fair Value Disclosure [Abstract]
Face amount of debt	$ 100,000,000
Interest rate	1.18%
Applicable spread	0.10%
Recurring basis \| 2026 Term Loan Interest Rate Swap
Assets, Fair Value Disclosure [Abstract]
Interest Rate Swap	$ 6,125,000	945,000
Recurring basis \| 2026 Term Loan Interest Rate Swap \| Significant Other Observable Inputs (Level 2)
Assets, Fair Value Disclosure [Abstract]
Interest Rate Swap	6,125,000	945,000
Recurring basis \| 2027 Term Loan Interest Rate Swap
Assets, Fair Value Disclosure [Abstract]
Interest Rate Swap	8,476,000	977,000
Recurring basis \| 2027 Term Loan Interest Rate Swap \| Significant Other Observable Inputs (Level 2)
Assets, Fair Value Disclosure [Abstract]
Interest Rate Swap	$ 8,476,000	$ 977,000

INTEREST RATE SWAPS (Details) - USD ($)	12 Months Ended
INTEREST RATE SWAPS (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
INTEREST RATE SWAPS
Effective percentage of interest rate swaps percentage	100.00%
Face amount of debt	$ 268,250,000
Fair Value	$ 14,632,000	$ 2,095,000
Derivative Asset, Statement of Financial Position	Other Assets	Other Assets
2026 Term Loan Interest Rate Swap
INTEREST RATE SWAPS
Interest rate swaps amount	$ 100,000,000
Fair Value	$ 6,125,000
2026 Term Loan Interest Rate Swap \| SOFR
INTEREST RATE SWAPS
Interest rate	2.05%
Applicable spread	0.10%
Interest rate swaps amount	$ 100,000,000
Face amount of debt	100,000,000
2026 Term Loan balance effective May 21, 2021 \| SOFR
INTEREST RATE SWAPS
Interest rate swaps amount	60,000,000.0
2026 Term Loan Balance effective September 30, 2022 \| SOFR
INTEREST RATE SWAPS
Interest rate swaps amount	$ 40,000,000.0
2027 Term Loan Interest Rate Swap \| SOFR
INTEREST RATE SWAPS
Interest rate	1.18%
Applicable spread	0.10%
Interest rate swaps amount	$ 100,000,000
Face amount of debt	100,000,000
2027 Term Loan Maturing November 26, 2024
INTEREST RATE SWAPS
Interest rate swaps amount	100,000,000
Fair Value	$ 5,905,000
2027 Term Loan Maturing November 26, 2024 \| SOFR
INTEREST RATE SWAPS
Interest rate	1.18%
Applicable spread	0.10%
2027 Term Loan Maturing January 31, 2027
INTEREST RATE SWAPS
Interest rate swaps amount	$ 80,000,000
Face amount of debt	100,000,000.0
Fair Value	$ 2,571,000
2027 Term Loan Maturing January 31, 2027 \| SOFR
INTEREST RATE SWAPS
Interest rate	1.60%
Applicable spread	0.10%
2027 Term Loan balance effective September 30, 2021
INTEREST RATE SWAPS
Interest rate swaps amount	$ 80,000,000.0
2027 Term Loan balance effective September 30, 2022 \| SOFR
INTEREST RATE SWAPS
Interest rate swaps amount	$ 20,000,000.0

SHARE REPURCHASES (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Mar. 31, 2020
SHARE REPURCHASES [Line Items]
Stock Repurchase			$ 5,014
Repurchases of common stock	$ 0	$ 0
$5 Million Repurchase Program
SHARE REPURCHASES [Line Items]
Stock repurchase program authorized amount			$ 5,000	$ 5,000
Shares repurchased (in shares)			456,237
Stock Repurchase			$ 5,000
Average price per share of stock repurchased			$ 11.02

Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Dec. 31, 2022	Feb. 02, 2023	Jun. 30, 2022
Cover [Abstract]
Entity Central Index Key	0001786117
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2022
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-39143
Entity Registrant Name	ALPINE INCOME PROPERTY TRUST, INC.
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	84-2769895
Entity Address, Address Line One	369 N. New York Avenue, Suite 201
Entity Address, City or Town	Winter Park
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	32789
City Area Code	407
Local Phone Number	904-3324
Title of 12(b) Security	COMMON STOCK, $0.01 PAR VALUE
Trading Symbol	PINE
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
ICFR Auditor Attestation Flag	false
Entity Shell Company	false
Entity Listing, Par Value Per Share	$ 0.01
Entity Public Float			$ 194,865,951
Entity Common Stock, Shares Outstanding		14,055,208
Auditor Name	Grant Thornton LLP
Auditor Firm ID	248
Auditor Location	Orlando, Florida
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Amendment Flag	false

OPERATING LAND LEASES

12 Months Ended

Dec. 31, 2022

OPERATING LAND LEASES

OPERATING LAND LEASES

NOTE 7. OPERATING LAND LEASES

The Company is the lessee under operating land leases for certain of its properties. FASB ASC Topic 842, Leases, requires a lessee to recognize right-of-use assets and lease liabilities that arise from leases, whether qualifying as an operating or finance lease. As of December 31, 2022, the Company’s right-of-use assets totaled $1.6 million and the corresponding lease liabilities totaled $1.7 million, which balances are reflected within other assets and accounts payable, accrued expenses, and other liabilities, respectively, on the consolidated balance sheets. The right-of-use assets and lease liabilities are measured based on the present value of the lease payments utilizing discount rates estimated to be equal to that which the Company would pay to borrow on a collateralized basis over a similar term, for an amount equal to the lease payments, in a similar economic environment.

The Company’s operating land leases do not include variable lease payments and generally provide renewal options, at the Company’s election, to extend the terms of the respective leases. Renewal option periods are included in the calculation of the right-of-use assets and corresponding lease liabilities when it is reasonably certain that the Company, as lessee, will exercise the option to extend the lease.

Amortization of right-of-use assets for operating land leases is recognized on a straight-line basis over the term of the lease and is included within real estate expenses in the consolidated statements of operations. Amortization totaled $0.1 million during the year ended December 31, 2022, with no such expense recognized during the years ended December 31, 2021 or 2020.

The following table reflects a summary of operating land leases, under which the Company is the lessee, for the years ended December 31, 2022, 2021, and 2020 (in thousands):


	Year Ended
	December 31, 2022		December 31, 2021		December 31, 2020
Operating Cash Outflows	$	197	$	—	$	—
Weighted Average Remaining Lease Term		7.9		—		—
Weighted Average Discount Rate		2.0		—		—

Minimum future lease payments under non-cancelable operating land leases, having remaining terms in excess of one year subsequent to December 31, 2022, are summarized as follows (in thousands):


Year Ending December 31,
2023	$	257
2024		251
2025		192
2026		202
2027		202
2028 and Thereafter		692
Total Lease Payments	$	1,796
Imputed Interest		(139)
Operating Leases – Liability	$	1,657

COMMITMENTS AND CONTINGENCIES

12 Months Ended

Dec. 31, 2022

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

NOTE 16. COMMITMENTS AND CONTINGENCIES

LEGAL PROCEEDINGS

From time to time, the Company may be a party to certain legal proceedings, incidental to the normal course of business. The Company is not currently a party to any pending or threatened legal proceedings that we believe could have a material adverse effect on the Company’s business or financial condition.

CONTRACTUAL COMMITMENTS – EXPENDITURES

As of December 31, 2022, the Company had no commitments related to capital expenditures.

OPERATING LAND LEASES - Summary of operating land leases (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
OPERATING LAND LEASES
Operating Cash Outflows	$ 197
Weighted Average Remaining Lease Term	7 years 10 months 24 days
Weighted Average Discount Rate	2.00%

OPERATING LAND LEASES (Tables)

12 Months Ended

Dec. 31, 2022

OPERATING LAND LEASES

Summary of operating land leases

The following table reflects a summary of operating land leases, under which the Company is the lessee, for the years ended December 31, 2022, 2021, and 2020 (in thousands):


	Year Ended
	December 31, 2022		December 31, 2021		December 31, 2020
Operating Cash Outflows	$	197	$	—	$	—
Weighted Average Remaining Lease Term		7.9		—		—
Weighted Average Discount Rate		2.0		—		—

Schedule of minimum future lease payments under non-cancelable operating land leases

Minimum future lease payments under non-cancelable operating land leases, having remaining terms in excess of one year subsequent to December 31, 2022, are summarized as follows (in thousands):


Year Ending December 31,
2023	$	257
2024		251
2025		192
2026		202
2027		202
2028 and Thereafter		692
Total Lease Payments	$	1,796
Imputed Interest		(139)
Operating Leases – Liability	$	1,657

CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY (Parenthetical) - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Common Stock
Cash Dividends (in dollars per share)	$ 1.090	$ 1.015	$ 0.820

INTEREST RATE SWAPS

12 Months Ended

Dec. 31, 2022

INTEREST RATE SWAPS

INTEREST RATE SWAPS

NOTE 10. INTEREST RATE SWAPS

The Company has entered into interest rate swap agreements to hedge against changes in future cash flows resulting from fluctuating interest rates related to the below noted borrowings. The interest rate agreements were 100% effective during the years ended December 31, 2022, 2021, and 2020. Accordingly, the changes in fair value on the interest rate swaps have been classified in accumulated other comprehensive income (loss). The fair value of the interest rate swap agreements are included in other assets and accrued and other liabilities, respectively, on the consolidated balance sheets. Information related to the Company’s interest rate swap agreements are noted below (in thousands):


Hedged Item	Effective Date	Maturity Date	Rate	Amount		Fair Value as of December 31, 2022
2026 Term Loan ⁽¹⁾	5/21/2021	5/21/2026	2.05% + 0.10% + applicable spread	$	100,000	$	6,125
2027 Term Loan⁽²⁾	9/30/2021	11/26/2024	1.18%+ 0.10% + applicable spread	$	100,000	$	5,905
2027 Term Loan ⁽³⁾	11/26/2024	1/31/2027	1.60%+ 0.10% + applicable spread	$	80,000	$	2,571

(1)

As of December 31, 2022, the Company has utilized interest rate swaps to fix SOFR and achieve a weighted average fixed interest rate of 2.05% plus 0.10% and the applicable spread on the $100 million 2026 Term Loan balance. The weighted average fixed interest rate of 2.05%, is comprised of: (i) rate swaps on $60.0 million of the 2026 Term Loan balance effective May 21, 2021, as amended on April 14, 2022 in connection with the 2026 Term Loan Amendment, to fix SOFR (prior to April 14, 2022, the swap was to fix LIBOR), and (ii) a rate swap on $40.0 million of the 2026 Term Loan Balance effective September 30, 2022, to fix SOFR.

(2)

As of December 31, 2022, the Company has utilized interest rate swaps to fix SOFR and achieve a weighted average fixed interest rate of 1.18% plus 0.10% and the applicable spread on the $100 million 2027 Term Loan balance. The weighted average fixed interest rate of 1.18%, is comprised of: (i) rate swaps on $80.0 million of the 2027 Term Loan balance effective September 30, 2021, as amended on April 14, 2022 in connection with the 2027 Term Loan Amendment, to fix SOFR, (prior to April 14, 2022, the swap was to fix LIBOR), and (ii) a rate swap on $20.0 million of the 2027 Term Loan balance effective September 30, 2022, to fix SOFR.

(3)	The interest rate swap agreement hedges $80.0 million of the $100.0 million 2027 Term Loan balance under different terms and commences concurrent to the interest rate agreements maturing on November 26, 2024 to extend the fixed interest rate through maturity on January 31, 2027.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Stock-based Compensation (Details)	12 Months Ended
	Dec. 31, 2022
Non employee \| Restricted Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	3 years

ACCOUNTS PAYABLE, ACCRUED EXPENSES, AND OTHER LIABILITIES

12 Months Ended

Dec. 31, 2022

ACCOUNTS PAYABLE, ACCRUED EXPENSES, AND OTHER LIABILITIES

ACCOUNTS PAYABLE, ACCRUED EXPENSES, AND OTHER LIABILITIES

NOTE 8. ACCOUNTS PAYABLE, ACCRUED EXPENSES, AND OTHER LIABILITIES

Accounts payable, accrued expenses and other liabilities consisted of the following (in thousands):


	As of
	December 31, 2022		December 31, 2021
Accounts Payable	$	17	$	213
Accrued Expenses		1,609		676
Tenant Security Deposits		165		—
Due to CTO		932		1,301
Interest Rate Swap		31		173
Operating Leases - Liability ⁽¹⁾		1,657		—
Total Accounts Payable, Accrued Expenses, and Other Liabilities	$	4,411	$	2,363

(1)	See Note 7, “Operating Land Leases” for further disclosure related to the Company’s operating land lease liability balance as of December 31, 2022.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Restricted Cash, Earnings per common share and Income Taxes (Details) $ in Thousands	Nov. 26, 2019	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Restricted cash		$ 4,026	$ 646
Stock split ratio	1
Minimum percentage of taxable income, distributable		90.00%

INTANGIBLE ASSETS AND LIABILITIES (Tables)

12 Months Ended

Dec. 31, 2022

INTANGIBLE ASSETS AND LIABILITIES

Schedule of components of intangible lease assets and liabilities


	As of
	December 31, 2022		December 31, 2021
Intangible Lease Assets:
Value of In-Place Leases	$	49,974	$	45,301
Value of Above Market In-Place Leases		3,897		3,623
Value of Intangible Leasing Costs		20,579		19,066
Sub-total Intangible Lease Assets		74,450		67,990
Accumulated Amortization		(14,018)		(9,169)
Sub-total Intangible Lease Assets—Net		60,432		58,821
Intangible Lease Liabilities:
Value of Below Market In-Place Leases		(6,130)		(6,397)
Sub-total Intangible Lease Liabilities		(6,130)		(6,397)
Accumulated Amortization		1,080		921
Sub-total Intangible Lease Liabilities—Net		(5,050)		(5,476)
Total Intangible Assets and Liabilities—Net	$	55,382	$	53,345

Schedule of amortization of intangible assets and liabilities

The following table reflects the net amortization of intangible assets and liabilities during the years ended December 31, 2022, 2021, and 2020 (in thousands):


	Year Ended
	December 31, 2022		December 31, 2021		December 31, 2020
Amortization Expense	$	8,801	$	5,977	$	3,758
Accretion to Properties Revenue		(328)		(257)		(108)
Net Amortization of Intangible Assets and Liabilities	$	8,473	$	5,720	$	3,650

Schedule of estimated future amortization expense (income) related to net intangible assets and liabilities

The estimated future amortization expense (income) related to net intangible assets and liabilities is as follows (in thousands):


Year Ending December 31,	Future Amortization Expense		Future Accretion to Property Revenue		Net Future Amortization of Intangible Assets and Liabilities
2023	$	8,909	$	(354)	$	8,555
2024		8,542		(333)		8,209
2025		7,880		(297)		7,583
2026		7,321		(285)		7,036
2027		5,938		(226)		5,712
2028 and Thereafter		18,661		(374)		18,287
Total	$	57,251	$	(1,869)	$	55,382

CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY - USD ($) $ in Thousands	Stockholders' Equity	Common Stock at Par	Additional Paid-in Capital	Retained Earnings (Dividends in Excess of Net Income)	Accumulated Other Comprehensive Income (Loss)	Noncontrolling Interest	Total
Balance at Dec. 31, 2019	$ 137,529	$ 79	$ 137,948	$ (498)		$ 23,176	$ 160,705
Increase (decrease) in shareholders' equity
Net Income	985			985		161	1,146
Stock Repurchase	5,014	4	5,010				5,014
Payment of Shelf Registration and ATM Transaction Costs	(298)		(298)				(298)
Stock Issuance to Directors	238		238				238
Cash Dividend	(6,200)			(6,200)		(1,003)	(7,203)
Other Comprehensive Income (Loss)	(481)				$ (481)		(481)
Balance at Dec. 31, 2020	126,759	75	132,878	(5,713)	(481)	22,334	149,093
Increase (decrease) in shareholders' equity
Net Income	9,964			9,964		1,498	11,462
Stock Issuance to Directors	297		297				297
Cash Dividend	(10,670)			(10,670)		(1,494)	(12,164)
Other Comprehensive Income (Loss)	2,403				2,403		2,403
Stock Issuance, Net of Equity Issuance Costs	67,770	39	67,731				67,770
Operating Units Issued						9,041	9,041
Balance at Dec. 31, 2021	196,523	114	200,906	(6,419)	1,922	31,379	227,902
Increase (decrease) in shareholders' equity
Net Income	29,720			29,720		4,235	33,955
Stock Issuance to Directors	310		310				310
Cash Dividend	(13,259)			(13,259)		(1,857)	(15,116)
Other Comprehensive Income (Loss)	12,679				12,679		12,679
Stock Issuance, Net of Equity Issuance Costs	35,645	20	35,625				35,645
Balance at Dec. 31, 2022	$ 261,618	$ 134	$ 236,841	$ 10,042	$ 14,601	$ 33,757	$ 295,375

OPERATING LAND LEASES - Gross Difference (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Operating Lease Liabilities, Gross Difference, Amount [Abstract]
Total	$ 1,796
Imputed Interest	(139)
Operating Leases - Liability	$ 1,657

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Concentration of Credit Risk - Revenues (Details) - Revenue Benchmark - Customer Concentration Risk	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Hilton Grand Vacations
Concentration Risk [Line Items]
Concentration risk (as a percent)		12.00%
Wells Fargo Bank, NA
Concentration Risk [Line Items]
Concentration risk (as a percent)	12.00%	19.00%

LONG-TERM DEBT - Interest Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
LONG-TERM DEBT
Interest Expense	$ 8,940	$ 3,340	$ 1,276
Amortization of Deferred Financing Costs to Interest Expense	599	362	188
Total Interest Expense	9,539	3,702	1,464
Total Interest Paid	$ 7,753	$ 3,131	$ 1,230