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Notes Receivable
9 Months Ended
Sep. 30, 2019
Notes Receivable  
Notes Receivable

5.    Notes Receivable

Beginning in 2019, the Company has formed certain joint ventures (collectively, the “NR Joint Ventures”) between wholly-owned subsidiaries of the Operating Partnership (collectively, the “NR Subsidiaries”) and affiliates of the Sponsor (the “NR Affiliates”) which have originated nonrecourse loans (collectively, the “Joint Venture Promissory Notes”) to unaffiliated third-party borrowers (collectively, the “Joint Venture Borrowers”).

The NR Subsidiaries and NR Affiliates have varying ownership interests in the NR Joint Ventures and certain other wholly-owned subsidiaries of the Operating Partnership serve as the manager and are the sole decision-maker for each of the NR Joint Ventures.

The Company has determined that the NR Joint Ventures are VIEs and the NR Subsidiaries are the primary beneficiaries.  Since the NR Subsidiaries are the primary beneficiaries, beginning on the applicable date of formation, the Company has consolidated the operating results and financial condition of the NR Joint Ventures and accounted for the respective ownership interests of the NR Affiliates as noncontrolling interests.

The Joint Venture Promissory Notes provide for monthly interest at a prescribed variable rate, subject to a floor.  In connection with funding of the Joint Venture Promissory Notes, the NR Joint Ventures have received origination fees (1.00% - 1.50%) based on the principal amount of the loan and retained a portion of the loan proceeds to establish a reserve for interest and other items (the “Loan Reserves”).  The Joint Venture Promissory Notes are recorded in notes receivable, net on the consolidated balance sheets.

The Joint Venture Promissory Notes generally have an initial term of one year and may provide for an additional one-year extension option subject to satisfaction of certain prescribed conditions, including the funding of an additional reserve for interest and payment of an extension fee. The Joint Venture Promissory Notes are collateralized by either the membership interests of the Joint Venture Borrowers in the borrowing entity or the underlying real property being developed by the Joint Venture Borrower.

The origination fees received are presented in the consolidated balance sheets as a direct deduction from the carrying value of the Joint Venture Promissory Notes and are amortized into interest income, using a straight-line method that approximates the effective interest method, over the initial term of the Joint Venture Promissory Notes.  The Loan Reserves are presented in the consolidated balance sheets as a direct deduction from the carrying value of the Joint Venture Promissory Notes and are applied against the monthly interest due over the initial term.

The Notes Receivable are summarized as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Company's

 

Original

 

 

 

 

 

Initial

 

Contractual

 

As of September 30, 2019

 

 

Ownership

 

Loan

 

Origination

 

Origination

 

Maturity

 

Interest

 

Outstanding

 

 

 

 

Unamortized

 

 

 

Joint Venture/Lender

    

Percentage

    

Amount

    

Fee

    

Date

    

Date

    

Rate

    

Principal

    

Reserves

    

Origination Fee

    

Carrying

LSC 162nd Capital I LLC

 

45.45

%  

4,234

 

1.50

%  

February 5, 2019

 

March 1,2020

 

Libor plus 7.50% (Floor of 10%)

 

$

4,234

 

$

(191)

 

 

(22)

 

$

4,021

LSC 162nd Capital II LLC

 

45.45

%  

9,166

 

1.50

%  

February 5, 2019

 

March 1,2020

 

Libor plus 7.50% (Floor of 10%)

 

 

9,166

 

 

(413)

 

 

(48)

 

 

8,705

LSC 47-16 Greenpoint LLC

 

50

%  

13,000

 

1.00

%  

April 5, 2019

 

April 4, 2020

 

Libor plus 5.75% (Floor of 8.25%)

 

 

13,000

 

 

(161)

 

 

(66)

 

 

12,773

LSC 1543 7th LLC

 

50

%  

20,000

 

1.00

%  

August 27, 2019

 

August 26, 2020

 

Libor plus 5.15% (Floor of 7.65%)

 

 

20,000

 

 

(895)

 

 

(181)

 

 

18,924

LSC 1650 Lincoln LLC

 

50

%  

24,000

 

1.00

%  

August 27, 2019

 

August 26, 2020

 

Libor plus 5.15% (Floor of 7.65%)

 

 

24,000

 

 

(1,074)

 

 

(217)

 

 

22,709

Total

 

  

 

  

 

  

 

  

 

  

 

  

 

$

70,400

 

$

(2,734)

 

$

(534)

 

$

67,132

 

The following summarizes the interest earned (included in interest and dividend income on the consolidated statements of operations) for each of the Joint Venture Promissory Notes during the periods indicated:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    

For the Three Months

    

For the Three Months

    

For the Nine Months

    

For the Nine Months

 

 

Ended

 

Ended

 

Ended

 

Ended

Joint Venture/Lender

    

September 30, 2019

    

September 30, 2018

    

September 30, 2019

    

September 30, 2018

LSC 162nd Capital I LLC

 

$

118

 

$

 —

 

$

321

 

$

 —

LSC 162nd Capital II LLC

 

 

269

 

 

 —

 

 

695

 

 

 —

LSC 47-16 Greenpoint LLC

 

 

313

 

 

 —

 

 

597

 

 

 —

LSC 1543 7th LLC

 

 

168

 

 

 —

 

 

168

 

 

 —

LSC 1650 Lincoln LLC

 

 

201

 

 

 —

 

 

202

 

 

 —

Total

 

$

1,069

 

$

 —

 

$

1,983

 

$

 —