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Unconsolidated Investees
6 Months Ended
Jun. 30, 2011
Unconsolidated Investees [Abstract]  
Unconsolidated Investees

4. Unconsolidated Investees

 

Summary of Investments

 

Our investments in and advances to unconsolidated investees, which we account for under the equity method, are summarized by type of investee as follows (in thousands):

    June 30, December 31,
    2011 2010
Unconsolidated property funds $2,606,689 $1,890,016
Other unconsolidated investees  405,455  134,645
Totals $3,012,144 $2,024,661

Unconsolidated Property Funds

 

As of June 30, 2011 we had investments in 16 unconsolidated property funds that own portfolios of operating industrial properties and may also develop properties. We earn fees for acting as manager of the property funds and the properties they own. We may earn fees by providing other services including, but not limited to, leasing, construction, development and financing. We may also earn incentive performance returns based on the investors' returns over a specified period.

 

Summarized information regarding our investments in the unconsolidated property funds is as follows (in thousands):

     Three Months Ended  Six Months Ended
     June 30,  June 30,
    2011 2010 2011 2010
Earnings (loss) from unconsolidated property funds:            
Americas $2,004 $(5,385) $4,626 $(8,199)
Europe  5,680  5,134  14,772  13,663
Asia  960  207  1,169  386
Total earnings from unconsolidated property funds, net $8,644 $(44) $20,567 $5,850
               
Private capital revenue:            
Americas $13,573 $14,712 $26,114 $29,088
Europe  13,806  12,372  27,131  25,267
Asia  2,343  187  2,536  376
Total private capital revenue  29,722  27,271  55,781  54,731
Development management and other income - Europe   4,042   -   5,943   -
Total $33,764 $27,271 $61,724 $54,731

Private capital revenues include fees and incentives we earn for services provided to our unconsolidated property funds (shown above), as well as fees earned from other investees and third parties of $2.6 million and $3.8 million during the three and six months ended June 30, 2011, respectively and $1.0 million and $2.2 million for the three and six months ended June 30, 2010, respectively.

 

Information about our investments in the unconsolidated property funds is as follows (dollars in thousands):

   Weighted Average Ownership Percentage Investment in and Advances to
   June 30, December 31, June 30, December 31,
Unconsolidated property funds by region2011 2010 2011 (1) 2010
Americas (2) 29.2%  28.5% $ 1,588,381 $ 936,369
Europe (3) 31.3%  31.3%   720,933   936,931
Asia (4) 19.6%  20.0%   297,375   16,716
Totals 28.5%  29.8% $ 2,606,689 $ 1,890,016

(1)       Investments at June 30, 2011 include those acquired in connection with the Merger, offset by PEPR, which was an unconsolidated property fund and is now reflected on a consolidated basis (see Note 2 for more details).

(2)       We acquired investments in three property funds through the Merger. In addition, we recognized an impairment associated with our investment in one property fund as discussed below.

(3)       We acquired investments in two property funds through the Merger, offset by the consolidation of PEPR.

(4)       We acquired investments in a property fund in each of China and Japan through the Merger.

 

During the three months ended June 30, 2011, we recorded impairment charges of $103.8 million primarily related to two of our investments in property funds. This included one investment in the U.S., Prologis North American Industrial Fund III, where our carrying value exceeded the fair value. The property fund has not had the same appreciation in value in its portfolio that we have experienced in our consolidated portfolio and in several of our other property funds. Based on the duration of time that the value of our investment has been less than carrying value and the lack of recovery as compared to our other real estate investments, we no longer believe the decline to be temporary. Also included was our investment in a property fund in South Korea that we sold to our fund partner in July 2011. We had previously recognized an impairment associated with this investment due to the decline in value that we believed to be other than temporary.

Equity Commitments Related to Certain Unconsolidated Property Funds

 

Certain unconsolidated property funds have equity commitments from us and our fund partners. We may fulfill our equity commitment through contributions of properties or cash. Our fund partners fulfill their equity commitment with cash. We are committed to offer to contribute substantially all of the properties that we develop and stabilize in select markets in Europe and Mexico to these respective funds. These property funds are committed to acquire such properties, subject to certain exceptions, including that the properties meet certain specified leasing and other criteria, and that the property funds have available capital. We are not obligated to contribute properties at a loss. Depending on market conditions, the investment objectives of the property funds, our liquidity needs and other factors, we may make contributions of properties to these property funds through the remaining commitment period.

 

The following table is a summary of remaining equity commitments as of June 30, 2011(in millions):

  Equity commitments Expiration date for remaining commitments
     
Prologis Targeted U.S. Logistics Fund  December 2013
 Prologis$ -
 Fund Partners$ 177.0
Prologis Brazil Logistics Partners Fund 1 (1)  December 2013
 Prologis$ 96.2
 Fund Partner$ 288.6
Prologis SGP Mexico (2)  (2)
 Prologis$ 24.6
 Fund Partner$ 98.1
Europe Logistics Venture 1 (3)  February 2014
 Prologis$101.5
 Fund Partner$580.1
Prologis China Logistics Venture 1   March 2015
 Prologis$73.8
 Fund Partner$418.2
Total    
 Prologis$ 296.1 
 Fund Partners$ 1,562.0 

(1)       Equity commitments are denominated in Brazilian real and our share represents our indirect ownership of 25%.

(2)       We expect the property fund to use these capital contributions to repay outstanding debt during 2011.

(3)       Equity commitments are denominated in euro.

 

In addition to the funds listed above, we also have a consolidated property fund in Mexico, Prologis Mexico Fondo Logistico to which we have an equity commitment of $60.0 million and our fund partners have an equity commitment of $240.1 million. If we contribute a property to a consolidated property fund, the property is still reflected in our Consolidated Financial Statements, but due to our ownership of less than 100%, there is an increase in noncontrolling interest related to the contributed properties.

 

Summarized financial information of the unconsolidated property funds (for the entire entity, not our proportionate share) and our investment in such funds is presented below (dollars in millions):

2011(1) Americas   Europe   Asia   Total 
For the three months ended June 30, 2011:               
 Revenues$195.1  $169.4  $15.1  $ 379.6 
 Net earnings (loss)$(15.4)  $17.3  $3.5  $ 5.4 
For the six months ended June 30, 2011:               
 Revenues$368.4  $359.8  $18.1  $ 746.3 
 Net earnings (loss)$(29.9)  $37.8  $4.6  $ 12.5 
As of June 30, 2011:               
 Total assets$11,545.5  $6,274.4  $3,187.5  $ 21,007.4 
 Amounts due to (from) us (2)$109.9  $(18.9)  $18.4  $ 109.4 
 Third party debt (3)$6,023.1  $2,257.2  $979.5  $ 9,259.8 
 Total liabilities and noncontrolling interest$6,461.8  $2,665.9  $1,107.0  $ 10,234.7 
 Fund partners’ equity$5,083.7  $3,608.5  $2,080.5  $ 10,772.7 
 Our weighted average ownership (4) 29.2%  31.3%  19.6%   28.5%
 Our investment balance (5)$1,588.4  $720.9  $297.4  $ 2,606.7 
 Deferred gains, net of amortization (6)$ 231.8  $ 187.7  $ -  $ 419.5 
                   
                   
2010  Americas   Europe   Asia   Total 
For the three months ended June 30, 2010:               
 Revenues$199.3  $169.5  $2.8  $371.6 
 Net earnings (loss)$(33.2)  $6.7  $1.0  $(25.5) 
For the six months ended June 30, 2010:               
 Revenues$401.1  $356.2  $5.7  $763.0 
 Net earnings (loss) (7)$(57.3)  $23.2  $1.9  $(32.2) 
As of December 31, 2010:               
 Total assets$8,082.2  $8,176.7  $127.3  $16,386.2 
 Amounts due to (from) us (2)$117.3  $(5.9)  $ 0.2  $111.6 
 Third party debt (3)$4,196.2  $3,476.8  $49.2  $7,722.2 
 Total liabilities and noncontrolling interest$4,529.8  $4,137.6  $52.9  $8,720.3 
 Fund partners’ equity$3,552.4  $4,039.1  $74.4  $7,665.9 
 Our weighted average ownership (4) 28.5%  31.3%  20.0%  29.8%
 Our investment balance (5)$936.4  $936.9  $16.7  $ 1,890.0 
 Deferred gains, net of amortization (6)$235.1  $297.1  $ -  $ 532.2 

(1)       Amounts include approximately one month of activity in the three and six months ended June 30, 2011 from the investments acquired through the Merger and approximately two months of activity for PEPR while accounted for on the equity method.

 

(2)       As of both June 30, 2011 and December 31, 2010, we had notes receivable outstanding aggregating $21.4 million from one property fund. We also have a note receivable from another property fund that is secured by real estate and is included in Notes Receivable Backed by Real Estate (see Note 5). The remaining amounts represent current balances from services provided by us to the property funds.

 

(3)       As of June 30, 2011 and December 31, 2010, we had not generally guaranteed the third party debt of the property funds. We have pledged direct owned properties, with an undepreciated cost of $274.4 million, to serve as additional collateral for the secured mortgage loan of one property fund payable to an affiliate of our fund partner.

 

(4)       Represents our weighted average ownership interest in all property funds based on each entity's contribution to total assets, before depreciation, net of other liabilities.

 

(5)       The difference between our ownership interest in the property fund's equity and our investment balance results principally from: (i) deferring a portion of the gains we recognize from a contribution of one of our properties to a property fund (see next footnote); (ii) recording additional costs associated with our investment in the property fund; (iii) advances to the property fund; and (iv) the fair value adjustment we made to our investment in connection with the Merger.

 

(6)       This amount is recorded as a reduction to our investment and represents the gains that were deferred when we contributed a property to a property fund due to our continuing ownership in the property.

 

(7)       In 2010, there were net losses of $11.9 million associated with interest rate contracts that no longer met the requirements for hedge accounting and, therefore, the change in fair value of these contracts was recognized within earnings, along with the gain or loss upon settlement. All derivatives were settled in 2010, therefore, there is no impact in 2011. Also included in net earnings (loss) in the Americas is a loss of $12.4 million for both the three and six months ended June 30, 2010 due to the impairment on an operating building in one of the property funds.

Other unconsolidated investees

 

In connection with the Merger, we acquired several investments in joint ventures that own industrial and retail properties, perform development activity and hold a mortgage debt investment. We also had investments in entities that owned non-core properties, which were disposed of in late 2010 and in the first half of 2011.

Our investments in and advances to these entities was as follows (in thousands):      
  June 30, December 31,
    2011 2010
Americas $324,703 $17,508
Europe  50,846  49,857
Asia (1)  29,906  67,280
Total investments in and advances to unconsolidated investees $405,455 $134,645
         

(1)       In April 2011, we acquired the remaining interest in a joint venture that owned one property in Japan. As a result, we marked our ownership interest to fair value, resulting in a gain of $13.5 million and we now report the property on a consolidated basis.