Medalist Diversified REIT Inc 2025年季度报告

(Mark One)☒QUARTERLY REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period endedSeptember 30, 2025OR☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period fromtoCommission File No:001-38719 MEDALIST DIVERSIFIED REIT,INC. (Exact name of registrant as specified in its charter)Maryland47-5201540(State or other jurisdictionof incorporation or organization)(IRS EmployerIdentification No.)P.O. Box 8436Richmond,VA23226(Address of principal executive offices) (Zip Code)Registrant’s telephone number, including area code: (804)338-7708 Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant: (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Act of 1934 during the preceding12months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to such filing requirements for the past 90days.Yes⌧◻No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of Regulation S-T (§232.405of this chapter) during the preceding 12months (or for such shorter period that the registrant was required to submit such files).⌧Yes No◻ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company.See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financialaccounting standards provided pursuant to Section13(a)of the Exchange Act☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐☒NoThe number of shares of Common Stock, $0.01 par value per share, of the registrant outstanding at November 6, 2025 was1,112,405. Medalist Diversified REIT, Inc.Quarterly Report on Form 10-QFor the Quarter Ended September30,2025 Table of Contents PART I. FINANCIAL INFORMATION3Item1.Financial Statements3Condensed Consolidated Balance Sheets as of September 30, 2025 (unaudited) and December 31,20243Condensed Consolidated Statements of Operations for the Three and Nine MonthsEnded September30, 2025 and 2024(unaudited)4Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three and NineMonths Ended September 30, 2025 and 2024 (unaudited)5Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025and 2024 (unaudited)7Notes to Condensed Consolidated Financial Statements (unaudited)8Item2.Management’s Discussion and Analysis of Financial Condition and Results of Operations41Item3.Quantitative and Qualitative Disclosures about Market Risk64Item4.Controls and Procedures64PART II. OTHER INFORMATION65Item1.Legal Proceedings65Item 1A.Risk Factors65Item2.Unregistered Sales of Equity Securities and Use of Proceeds65Item3.Defaults Upon Senior Securities65Item4.Mine Safety Disclosures66Item5.Other Information66Item6.Exhibits66Signatures67 PART I.FINANCIAL INFORMATION Medalist Diversified REIT,Inc. and SubsidiariesCondensed Consolidated Balance Sheets Medalist Diversified REIT,Inc. and SubsidiariesCondensed Consolidated Statements of Stockholders’ EquityFor the nine months ended September30,2025 and 2024(Unaudited) Medalist Diversified REIT,Inc. and SubsidiariesCondensed Consolidated Statements of Stockholders’ EquityFor the three months ended September30,2025 and 2024(Unaudited) Medalist Diversified REIT,Inc. and SubsidiariesCondensed Consolidated Statements of Cash Flows(Unaudited) Medalist Diversified REIT,Inc. and SubsidiariesNotesto Unaudited Condensed Consolidated Financial Statements 1.Organization and Basis of Presentation and Consolidation Medalist Diversified Real Estate Investment Trust,Inc. (the “REIT”) is a Maryland corporation formed onSeptember28, 2015. Beginning with the taxableyear ended December31, 2017, the REIT has elected to be taxed as a realestate investment trust for federal income tax purposes. The REIT serves as the general partner of Medalist DiversifiedHoldings, LP (the “Operating Partnership”) which was formed as a Delaware limited partnership on September29, 2015. Asof September30,2025, the REIT, through the Operating Partnership, owned and operated13developed properties consistingoffourretail center properties,threeflex center properties, andsixsingle tenant net lease (“STNL”) properties, andtwoundeveloped parcels. In addition, as of September30,2025, the REIT, through the Operating Partnership, ownedtwotaxableREIT subsidiaries (“TRS”) , Own Digital Treasury TRS, LLC, which was formed to acquir