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RELATED PARTY TRANSACTIONS AND COMMITMENTS
12 Months Ended
Dec. 31, 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 $0.1 million and $0.7 million during the years ended December 31, 2018 and 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. The Company and JCP have agreed to extend the term of the Consulting Agreement for successive one year periods provided that the annual base consulting fee has been reduced from $0.6 million to $0.5 million (subject to possible upward adjustment based on an annual review by our board of directors) and JCP will be 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. 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 years ended December 31, 2018 and 2017, we incurred base consulting fees to JCP of $0.5 million and $0.5 million, respectively. JCP earned legacy fees of $0.2 million and $1.2 million during the years ended December 31, 2018 and 2017, respectively.
    
Investment in Lakeside JV

During 2015, the Company syndicated $1.7 million of its equity investment in Lakeside JV to several investors, including $1.1 million to one of the Company’s directors and preferred shareholders, $0.2 million to two other members of the Company’s board of directors, and $0.1 million to a partner of one of the Company’s outside law firms. The Company incurred legal or other professional fees totaling $0.1 million and $0.6 million to that law firm during the years ended December 31, 2018 and 2017. The Company had outstanding payables to that law firm totaling $2.0 thousand and $36.8 thousand as of December 31, 2018 and December 31, 2017, respectively.

Notes from Certain Investors in Lakeside JV

During the year ended December 31, 2017, certain of the investors in the Lakeside JV executed promissory notes in favor of a subsidiary of the Company totaling $0.7 million. The notes had an annual interest rate of 8% and were to mature at the earlier of 1) the date on which the sale of the Lakeside property occurs, or 2) September 17, 2019. During the year ended December 31, 2018, Lakeside JV sold its real estate assets and the notes were repaid along with accrued interest of $56 thousand. Under applicable accounting guidance, the notes receivable were netted against the non-controlling interest balance in the accompanying consolidated balance sheet.

Notes Receivable from Certain Partnerships

During the year ended December 31, 2017, a subsidiary of the Company executed promissory notes with certain of the previously unconsolidated partnerships (which the Company began consolidating beginning in the third quarter of 2017) to loan up to $0.7 million for the funding of various costs of such partnerships. During the year ended December 31, 2017, the notes were amended to increase the collective lending facility to a maximum of $5.0 million to cover the partnerships’ anticipated operating and capital expenditures. As of December 31, 2018, the total principal advanced under these notes was $4.7 million. The promissory notes earn interest at rates ranging from the JP Morgan Chase Prime rate plus 2.0% (7.50% at December 31, 2018) to 8.0% and have maturity dates which are the earliest to occur of: (1) the date of transfer of the partnership’s real estate assets; (2) the date on which the current general partner resigns, withdraws or is removed as general partner; or (3) July 31, 2018. As such, the promissory notes are presently in default and the Company is exploring its enforcement options. The promissory notes are cross collateralized and secured by real estate and other assets owned by such partnerships. These promissory notes and the related accrued interest receivable have been eliminated in consolidation.

Purchase of Mezzanine Mortgage Loan Receivable

During the year ended December 31, 2017, the Company purchased two mezzanine loans in the aggregate face amount of $19.9 million from an affiliate of Chase Funding, for $19.3 million. The loans are collateralized by a pledge of 100% of the equity interests in entities owning commercial real estate. One loan had an original maturity date of September 9, 2016 with three one-year extensions. The borrower has exercised the first two extension options to extend the maturity date to September 9, 2018. The first loan has an annual interest rate of 9.75% plus one-month LIBOR (12.26% at December 31, 2018). The second loan has a maturity date of October 9, 2019 with three one-year extensions, and bears an annual interest rate of 7.25% plus one-month LIBOR (9.71% at December 31, 2018). The respective discount for each loan is being amortized over the term of that loan using the effective interest method. As disclosed in Note 4, during the year ended December 31, 2018, one of these loans entered default status upon its maturity, although it was not considered impaired since the fair value of the underlying collateral was deemed to exceed the carrying value of the loan which has a carrying value of $7.9 million as of December 31, 2018.