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RELATED PARTY TRANSACTIONS AND COMMITMENTS (Notes)
9 Months Ended
Sep. 30, 2018
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS AND COMMITMENTS
RELATED PARTY TRANSACTIONS AND COMMITMENTS

Contractual Agreements

CEO Legacy Fees

Under the terms of his employment agreement, our CEO is entitled to, among other things, legacy fee payments derived from the value of the disposition of certain legacy assets held by the Company as of December 31, 2010, if such assets are sold at values in excess of 110% of their carrying value as of December 31, 2010. Our CEO earned legacy fees of $34.6 thousand during the three and nine months ended September 30, 2018 and $19.7 thousand and $0.6 million during the three and nine months ended September 30, 2017, respectively.

Juniper Capital Partners, LLC and Related Entities
 
In July 2014, the Company entered into a consulting services agreement (the “Consulting Agreement”) with JCP Realty Advisors, LLC (“JCP”), an affiliate of Juniper Capital Partners, LLC (“Juniper Capital”), one of the Series B Investors, pursuant to which JCP agreed to perform various services for the Company, including, but not limited to, (a) advising the Company with respect to identifying, structuring, and analyzing investment opportunities and (b) assisting the Company in managing and liquidating assets, including non-performing assets. The initial term of the Consulting Agreement was three years and was automatically renewable for an additional two years unless notice of termination was provided by either party. Pursuant to an amendment to the Consulting Agreement, the Company and JCP agreed to extend the term of the Consulting Agreement for successive one year periods with an annual base consulting fee of $0.5 million (subject to possible upward adjustment based on an annual review by our board of directors). JCP is entitled to receive a maximum 1.25% origination fee on any loans or investments in real estate, preferred equity or mezzanine securities that are originated or identified by JCP, subject to reduced fee based on the increasing size of the loan or investment. Under the terms of the Consulting Agreement, JCP is also entitled to legacy fee payments derived from the disposition of certain assets held by the Company as of December 31, 2010 to persons or opportunities arising through the efforts of JCP, equal to 5.5% of the positive difference derived by subtracting (i) 110% of our December 31, 2010 valuation mark of that asset from the (ii) the gross sales proceeds from the sale of that asset (on a legacy asset by asset basis without any offset for losses realized on any individual asset sales).

During the three months ended September 30, 2018 and 2017, we incurred base consulting fees to JCP of $0.1 million and $0.1 million, respectively. During the nine months ended September 30, 2018 and 2017, we incurred base consulting fees to JCP of $0.3 million and $0.4 million, respectively. JCP earned legacy fees of $63.5 thousand during the three and nine months ended September 30, 2018 and $36.2 thousand and $1.1 million during the three and nine months ended September 30, 2017, respectively.

Notes Receivable from Certain Partnerships

During the year ended December 31, 2017, a subsidiary of the Company executed promissory notes and related agreements with certain of the previously unconsolidated partnerships (which the Company began consolidating beginning September 2017) to loan up to collectively $5.0 million to cover anticipated operating and capital expenditures. As of September 30, 2018 and December 31, 2017, the total principal advanced under these notes was $4.4 million and $1.9 million, respectively. These promissory notes and all related accrued interest receivable have been eliminated in consolidation.

Preferred Stock

On February 9, 2018, the Company entered into an agreement with Chase Funding to purchase 2,352,941 shares of our Series B-3 Preferred Stock at a purchase price of $3.40 per share, for a total purchase price of $8.0 million. Additionally, the Company issued to Chase Funding a warrant to acquire up to 600,000 shares of the Company’s common stock. See Note 11 for additional information.

On May 31, 2018, the Company entered into an agreement with Chase Funding to purchase 22,000 shares of our Series A Preferred Stock at a purchase price of $1,000 per share, for a total purchase price of $22.0 million. See Note 11 for additional information.