29 September 2026
MacKenzie Realty Capital, Inc.
CIK: 1550913•2 Annual Reports•Latest: 2026-09-28
Disclaimer: AI-assisted summary of SEC Form 10-K filings. Not official company content and not investment, legal, accounting, or tax advice. See full disclaimer here.
10-K / September 28, 2026
Revenue:$20,007,414
Income:-$14,127,610
10-K / September 27, 2024
Revenue:$15,736,103
Income:-$13,230,983
10-K / September 28, 2026
MacKenzie Realty Capital, Inc.
Overview
- Legal form: Maryland corporation; elects to be treated as a real estate investment trust (REIT) under Subchapter M of the Internal Revenue Code.
- Listing and market presence: Registered on the Nasdaq Capital Market; trading commenced on November 11, 2024.
- Fiscal year-end: June 30.
- Primary business: Acquires, manages, and monetizes real estate assets and real estate–related investments, with emphasis on current income and capital appreciation.
- External management:
- MacKenzie Capital Management, LP — administration agreement for day-to-day administration.
- MCM Advisers, LP (affiliate) — Investment Adviser.
- MacKenzie Real Estate Advisers, LP (affiliate) — Real Estate Adviser.
- Advisory Management Agreement effective January 27, 2021; amended effective January 1, 2026.
Investment objective and strategy
- Objective: Generate current income and capital appreciation through real estate assets and debt/equity real estate–related investments.
- Target allocation: Primarily real estate assets; up to about 20% of total assets in illiquid or non-traded debt and equity securities of U.S. real estate companies (often non-traded REITs, small-cap REITs, and real estate LPs/LLCs).
- Core strategies:
- Value-Add: Renovation or redevelopment to drive rental growth and value.
- Opportunistic: Acquire below-market-price opportunities involving distress or capital-structure issues.
- Invest-to-Own: Development projects seeking development premiums, using mezzanine or convertible preferred structures during development.
- Tender offers for non-traded REITs to enhance cash flow and distributions (subject to the 20% portfolio cap).
- Portfolio management: Advisers operate under broad guidelines with material flexibility; emphasis on acquiring assets at discounts to estimated values and on controllable investments.
Corporate structure and control
- Reorganization (effective January 1, 2026): Separated multifamily residential portfolio from commercial real estate investments.
- Post-reorganization ownership: The Parent Company contributed certain residential properties and a development project to MAC and received MAC common stock in exchange, receiving 1,906,580 MAC shares (1-for-1 with the Parent’s then-outstanding shares). The Parent is the sole shareholder of MAC as of June 30, 2026.
- Operating structure: Prior to 2026, real estate operations were conducted through MacKenzie Realty Operating Partnership, LP (the “Operating Partnership”), with MAC as the sole general partner. After the 2026 reorganization, commercial real estate investments continued to be held through the Operating Partnership.
Real estate portfolio (as of June 30, 2026)
- Commercial real estate (9 properties):
- Satellite Place Office Building, Duluth, GA
- 1300 Main Office Building, Napa, CA
- First & Main Office Building, Napa, CA
- Main Street West Office Building, Napa, CA
- Woodland Corporate Center, Woodland, CA
- 220 Campus Lane Office Building, Fairfield, CA
- Green Valley Medical Center, Fairfield, CA
- Green Valley Executive Center, Fairfield, CA
- One Harbor Center, Suisun, CA
- Residential apartments (5 properties):
- Aurora at Green Valley, Fairfield, CA
- Commodore Apartments, Oakland, CA
- The Park View Apartments, Oakland, CA
- Hollywood Apartments, Los Angeles, CA
- Shoreline Apartments, Concord, CA
Capital, funding, and share details
- Total raised from common stock public offerings (as of June 30, 2026): approximately $125.76 million. This includes:
- Approximately $4.83 million from the Registered Offering and concurrent private placement.
- Approximately $1.83 million from the ATM offering.
- Securities issued under DRIPs (as of June 30, 2026):
- Common stock: gross proceeds of $15.56 million
- Series A preferred stock: gross proceeds of $0.63 million
- Series B preferred stock: gross proceeds of $0.04 million
- Series C preferred stock: minimal gross proceeds
- Outstanding securities (as of June 30, 2026):
- Common stock: 2,512,270 shares outstanding
- Series A preferred stock: 733,447.24 shares outstanding
- Series B preferred stock: 124,627.52 shares outstanding
- Series C preferred stock: 54,707.09 shares outstanding
- Reverse stock split: 1-for-10 reverse stock split effected on August 4, 2025. Par value temporarily adjusted to $0.001 per share and then restored to $0.0001 per share. Outstanding common shares declined from 16,760,978 to 1,675,776 after the split (fractional shares cashed out). Prior share and per-share information was retroactively adjusted.
Governance, regulation, and tax
- REIT status: Elected REIT status since 2014; ongoing qualification depends on asset, income, diversification, and distribution tests.
- Ownership limits: Charter restricts ownership to 9.80% (by value or number) of outstanding shares by any single holder; Board may impose additional restrictions to preserve REIT status.
- Management structure: External Advisers manage investments and operations under Board oversight, which includes independent directors.
- Related-party matters: Advisory agreements are with affiliates of the Company’s management; disclosures address potential conflicts of interest and related-party dynamics.
- Environmental and regulatory exposure: The Company faces environmental and other regulatory risks inherent to real estate ownership.
Employees and operations
- Employees: As of June 30, 2026, the Company had no employees; day-to-day investment operations are managed by the Advisers.
- Transfer agents: MacKenzie initially served as transfer agent for both common and preferred stock. After listing, a third-party transfer agent handles common stock while MacKenzie remains transfer agent for preferred stock.
