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INVESTMENTS IN PARTNERSHIPS
6 Months Ended
Jun. 30, 2019
INVESTMENTS IN PARTNERSHIPS [Abstract]  
Investment in Partnerships

Note 3—Investments in Partnerships

The following table provides information about the carrying value of the Company’s investments in partnerships and ventures:

 

 

 

 

 

 

 

 

 

At

 

At

 

 

June 30,

 

December 31,

(in thousands)

    

2019

    

2018

Investment in Solar Ventures

  

$

156,950

  

$

126,339

Investments in U.S. real estate partnerships (includes $921 and $898 related
to variable interest entities ("
VIEs")) (1)

 

 

20,298

 

 

19,961

Investment in South Africa Workforce Housing Fund ("SAWHF")

 

 

8,431

 

 

8,779

Total investments in partnerships

 

$

185,679

 

$

155,079


(1)

We do not consolidate any of the investees that were assessed to meet the definition of a VIE because the Company was deemed not to be the primary beneficiary.

Investment in Solar Ventures

At June 30, 2019, the carrying value of the Company’s equity investments in Solar Construction Lending, LLC (“SCL”), Solar Permanent Lending, LLC (“SPL”) and Solar Development Lending, LLC (“SDL”) was $58.4 million, $2.5 million and $96.0 million, respectively. The Company held ownership interests of 50.0% in SCL and SPL, and 44.6% in SDL as of June 30, 2019. None of these investees were assessed to constitute VIEs and the Company accounts for all of these investments using the equity method of accounting.

During July 2019, the Company and its capital partner in SDL entered into an agreement whereby our capital partner contributed 98% of a $30.0 million capital call and the Company contributed the balance. As a consequence of these capital contributions, our ownership interest in SDL decreased in percentage terms. Further, under such agreement, the Company ceded all loan workout decision making control to its capital partner in SDL until such time that the Company and our capital partner return to equal ownership interests in SDL.

Prior to the Company’s buyout of a prior investment partner’s ownership interest in REL, which was effective June 1, 2018, the Company had accounted for its equity investment in Renewable Energy Lending, LLC (“REL”) pursuant to the equity method of accounting. However, subsequent to the buyout, the Company became the sole owner of REL and consolidated this entity for reporting purposes in all subsequent reporting periods. As a result, the Company’s equity investment in REL was eliminated for reporting purposes at each subsequent reporting period and REL’s equity investments in SCL and SPL are reported as direct investments of the Company at such reporting date. The $5.1 million purchase price paid by the Company to our prior investment partner on June 1, 2018, was allocated to the net assets acquired based upon their relative fair values. Such allocation resulted in a cumulative basis adjustment of $4.5 million being allocated to the Company’s investments in SCL and SPL, an adjustment which represented the difference between the Company’s acquisition cost basis of its investments and the historical cost basis of the investments at the partnership level. This basis difference is amortized over the remaining investment period of each respective partnership. For the three and six months ended June 30, 2019, the amortization expense related to such basis difference was $0.2 million and $0.4 million, respectively. As of June 30, 2019, the unamortized balance of the Company’s basis difference was $3.6 million.

On November 28, 2018, the Company, our remaining investment partner and Hunt entered into an agreement whereby Hunt was admitted as a member of SDL solely for the purpose of an investment in a specific loan. The maximum principal amount of the loan was $58.8 million with Hunt and the Company obligated to contribute 30% and 20%, respectively, and our investment partner was obligated to contribute the remaining 50% of the funding commitment of such loan.

On April 1, 2019, the Company acquired Hunt’s ownership in SDL. However, such transfer did not qualify as a purchase for reporting purposes and, as a result, cash consideration paid by the Company was reported as a loan receivable. See Note 13, “Related Party Transactions and Transactions with Affiliates” for more information. 

The following table provides information about the carrying amount of total assets and liabilities of all investees for which the Company had an equity method investment:

 

 

 

 

 

 

 

 

 

At

 

At

 

 

June 30,

 

December 31,

 

    

2019

    

2018

(in thousands)

  

 

 

  

 

 

Total assets

 

$

360,056

 

$

279,960

Other liabilities

 

 

25,950

 

 

12,833

 

The following table provides information about the gross revenue, operating expenses and net income of all investees for which the Company had an equity method investment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the three months ended

 

For the six months ended

 

 

June 30,

 

June 30,

(in thousands)

    

2019

    

2018

    

2019

    

2018

Gross revenue

 

$

11,952

 

$

5,932

 

$

22,286

 

$

12,522

Operating expenses

 

 

1,648

 

 

1,479

 

 

3,543

 

 

2,817

Net income and net income attributable to the entity

 

 

10,318

 

 

5,136

 

 

18,809

 

 

10,219

 

Investments in U.S. Real Estate Partnerships

At June 30, 2019, $19.4 million of the reported carrying value of investments in U.S. real estate partnerships represented the Company’s 80% ownership interest in a joint venture that owns and operates a mixed-use town center and undeveloped land parcels. The Company has the right to a preferred return on its unreturned capital contributions, as well as the right to share in excess cash flows of the real estate venture. As of June 30, 2019, the Company held a 76.4% economic interest based upon the partnership’s distribution waterfall. This entity was determined not to be a VIE because decision-making rights are shared equally among its members. As such, the Company accounts for this investment using the equity method of accounting.

At June 30, 2019, $0.9 million of the reported carrying value of investments in U.S. real estate partnerships related to three limited partner interests in three affordable housing partnerships in which our ownership interest ranged from 74.25% to 74.92%. While these entities were deemed to be VIEs, the Company was not deemed to be their primary beneficiary. Therefore, the Company did not consolidate these entities and accounts for these investments using the equity method of accounting.

At June 30, 2019 and December 31, 2018, four of the U.S. real estate partnerships in which we have investments were determined to be VIEs. The carrying value of the equity investments in these partnerships was $0.9 million at June 30, 2019 and December 31, 2018. For one of the Company’s VIEs, because the underlying real estate was sold during the fourth quarter of 2017, the Company does not expect to make additional contributions to that investment. Because we are unable to quantify the maximum amount of additional capital contributions that we may be required to fund in the future associated with our proportionate share of these investments, we measure our maximum exposure to loss based upon the carrying value of these investments. At June 30, 2019 and December 31, 2018, our maximum exposure to loss due to our involvement with these VIEs was $0.9 million.

The following table provides information about the total assets, debt and other liabilities of the U.S. real estate partnerships in which the Company held an equity investment:

 

 

 

 

 

 

 

 

 

At

 

At

 

 

June 30,

 

December 31,

 

    

2019

    

2018

(in thousands)

  

 

 

  

 

 

Total assets

 

$

53,537

 

$

56,238

Debt

 

 

6,114

 

 

6,530

Other liabilities

 

 

31,732

 

 

32,165

 

The following table provides information about the gross revenue, operating expenses and net income (loss) of U.S. real estate partnerships in which the Company had an equity investment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the three months ended

 

For the six months ended

 

 

June 30,

 

June 30,

(in thousands)

    

2019

    

2018

    

2019

    

2018

Gross revenue

 

$

632

 

$

694

 

$

1,296

 

$

1,417

Operating expenses

 

 

473

 

 

548

 

 

942

 

 

1,085

Net income (loss) and net income (loss) attributable to the entity

 

 

318

 

 

(367)

 

 

(561)

 

 

(676)

 

Investment in SAWHF

At June 30, 2019, the carrying value of the Company’s 11.85% equity investment in SAWHF was $8.4 million. As SAWHF was determined not to be a VIE, the Company accounts for this investment using the equity method of accounting.

The following table provides information about the carrying value of total assets and other liabilities of SAWHF:

 

 

 

 

 

 

 

 

 

At

 

At

 

 

June 30,

 

December 31,

 

    

2019

    

2018

(in thousands)

  

 

 

  

 

 

Total assets

 

$

71,544

 

$

74,803

Other liabilities

 

 

165

 

 

496

 

The following table provides information about the gross revenue, operating expenses and net income (loss) of SAWHF:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the three months ended

 

For the six months ended

 

 

June 30,

 

June 30,

(in thousands)

    

2019

    

2018

    

2019

    

2018

Gross revenue

 

$

2,569

 

$

1,915

 

$

2,769

 

$

2,305

Operating expenses

 

 

156

 

 

613

 

 

487

 

 

1,551

Net income (loss) and net income (loss) attributable to the entity

 

 

749

 

 

(912)

 

 

2,783

 

 

1,567