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Real Estate Loans, Notes Receivable, and Lines of Credit
12 Months Ended
Dec. 31, 2021
Receivables [Abstract]  
Real Estate Loans, Notes Receivable, and Line of Credit Real Estate Loans, Notes Receivable, and Lines of Credit
Our portfolio of fixed rate, interest-only real estate loans, all of which supported multifamily community developments consisted of:
December 31, 2021December 31, 2020
Number of loans11 20 
Number of underlying properties in development10 14 
(In thousands)
Drawn amount$206,270 $290,156 
Deferred loan origination fees(1,755)(1,194)
Allowances for expected credit losses(8,095)(9,067)
Carrying value$196,420 $279,895 
Unfunded loan commitments$61,952 $44,403 
Weighted average current interest, per annum (paid monthly)8.58 %8.50 %
Weighted average accrued interest, per annum3.53 %3.91 %

(In thousands)Principal balanceDeferred loan origination feesAllowances and CECL ReservesCarrying value
Balances as of December 31, 2020$290,156 $(1,194)$(9,067)$279,895 
Loan fundings68,943 — — 68,943 
Loan repayments(140,094)— — (140,094)
Loans and accrued interest settled through sale(12,735)— 202 (12,533)
Loan origination fees collected— (2,381)— (2,381)
Amortization of loan origination fees— 1,820 — 1,820 
Reserve increases due to loan originations— — (1,471)(1,471)
Net changes in reserves on existing loans or loans repaid— — 2,241 2,241 
Balances as of December 31, 2021$206,270 $(1,755)$(8,095)$196,420 


Effective June 30, 2019, the Company amended and sold its senior construction loan on the 8West office development to a third party and collected a gross fee of $1.55 million from the buyer. On July 29, 2021, we sold our 8West real estate loan investment along with seven of our office properties for total consideration of $725 million.

The Company originated the following real estate loan investments during the year ended December 31, 2021, all of which are supporting multifamily community projects:
Project/PropertyLocationMaturity dateOptional extension date
Total loan commitments (in thousands)
Current / deferred interest % per annum
Hudson at Metro WestOrlando, FL9/1/20243/1/2026$16,791 8.5 / 4.5
Populus at PoolerSavannah, GA5/27/20255/27/202615,907 8.5 / 4.25
Populus at Pooler CapitalSavannah, GA5/27/20255/27/20261,169 8.5 / 4.25
Oxford Club DriveAtlanta, GA2/11/20252/11/202723,150 8.5 / 4.5
Menlo IIJacksonville, FL4/14/20254/14/202716,610 8.5 / 3.5
Beaver RuinAtlanta, GA5/3/202511/3/20269,133 8.5 / 4.5
One NextonCharleston, SC12/16/2022n/a6,265 11.0 / -
$89,025 
The Company's real estate loan investments are primarily collateralized by 100% of the membership interests of the underlying project entity, and, where considered necessary, by unconditional joint and several repayment guaranties and performance guaranties by the principal(s) of the borrowers. These guaranties generally remain in effect until the receipt of a final certificate of occupancy. All of the guaranties are subject to the rights held by the senior lender pursuant to a standard intercreditor agreement. Prepayment of the real estate loans are permitted in whole, but not in part, without the Company's consent.

The Company established total expected credit losses against its existing portfolio of real estate loan investments on January 1, 2020. In doing so, it recorded a cumulative effect reduction adjustment to retained earnings of approximately $7.4 million. For the year ended December 31, 2021, the Company recorded an aggregate net decrease in its provision for expected credit losses of approximately $1.0 million, primarily related to the repayment or sale of multiple loans, partially offset by the origination of seven new loans. The Company's total allowance for expected credit losses for the years ended December 31, 2021 and December 31, 2020 were as follows:

For the year ended December 31,
(In thousands)20212020
Allowances recorded for interest receivable:
Haven Campus Communities, LLC line of credit$1,644 $1,649 
Starkville real estate loan— 652 
Net increases (decreases) in current expected loss reserves on existing loans (770)3,802 
Total allowance for expected credit losses$874 $6,103 


The COVID-19 pandemic has, and will continue to have, impacts upon the development activity underlying our real estate loan investments, including the availability of labor, the supply and availability of construction materials and the ability to achieve leased stabilization. The Company's Berryessa real estate loan investment carried a 4.0% final reserve ratio at December 31, 2021. The project experienced a temporary construction delay due to effects of the COVID-19 pandemic but has received its final certificates of occupancy in 2020 and was 93% leased at December 31, 2021. The Company assesses its real estate loan investment portfolio for impacts from COVID-19 at each quarter end.

The Company can make no assurances that economic or industry conditions or other circumstances will not lead to increases in allowances for credit losses.

Management monitors the credit quality of the obligors under each of the Company's real estate loans by tracking the timeliness of scheduled interest and principal payments relative to the due dates as specified in the loan documents, as well as draw requests on the loans relative to the project budgets. In addition, management monitors the actual progress of development and construction relative to the construction plan, as well as local, regional and national economic conditions that may bear on our current and target markets.

The Company's Starkville loan had been in default since August 20, 2019 under the terms of the underlying mezzanine loan agreement. The Company recorded a loan loss reserve related to this loan totaling $1.4 million, reducing its net investment in the Starkville loan from $7.3 million, including accrued interest of $1.2 million, to a carrying amount of $5.9 million as of December 31, 2019 and an additional $2.1 million on January 1, 2020 with the Company's adoption of ASU 2016-13. This loan was included in the sale of the Company's eight student properties that closed on November 3, 2020.

As described in note 2, the Company assesses the credit quality of its real estate loan investments by a calculated loss reserve ratio, which is an internally-developed credit quality indicator. Loss reserve ratios reflect the amount of protection afforded by the amount of equity and debt financing subordinate to the Company's position in the project; higher reserve ratios reflect a lower amount of invested dollars junior to the Company's position.
The following table presents the Company's aggregation of loan amounts (including unpaid interest) by final reserve ratio as of December 31, 2021:
Final reserve ratioNumber of loans
Total receivables by project, net of reserves (in thousands)
< 1.00%1 $10,951 
1.00% - 1.99%9 60,209 
2.00% - 2.99%— — 
3.00% - 3.99%1 144,248 
4.00% - 4.99%— — 
5.00% +— — 
11 $215,408 


At December 31, 2021, the Company's portfolio of notes and lines of credit receivable consisted of:
BorrowerDate of loanMaturity dateTotal loan commitmentsOutstanding balance as of:Interest rate
December 31, 2021December 31, 2020
(in thousands)
Haven Campus Communities, LLC (1,2)
6/11/201412/31/2018$11,660 $9,011 $9,011 8 %
Oxford Capital Partners, LLC (3,4)
10/5/20153/15/20221,250 — 1,256 10 %
Oxford Capital Partners II, LLC (3,4)
3/30/20213/15/20225,300 — — 10 %
Mulberry Development Group, LLC (5)
3/31/20166/30/2022500 — 607 12 %
Unamortized loan fees— — 
$18,710 $9,011 $10,874 
(1) See related party disclosure in Note 6.
(2) The amount payable under the note is collateralized by one of the principals of the borrower's 49.49% interest in an unrelated shopping center located in Atlanta, Georgia and a personal guaranty of repayment by the principals of the borrower.
(3) The amounts payable under the terms of this revolving credit line, up to the lesser of 25% of the loan balance or $2.0 million, are collateralized by a personal guaranty of repayment by the principals of the borrower.
(4) The overall decrease in the Oxford line of credit balance is a function of an approximate $5.0 million paydown on July 31, 2020, that was required as part of the line of credit agreement whenever there is a defined Capital Transaction, generally triggered by the sale of a development property.
(5) The amounts payable under the terms of these revolving credit lines are collateralized by a personal guaranty of repayment by the principals of the borrower.

On November 20, 2018, the borrower on the Haven Campus Communities, LLC line of credit defaulted on the loan, triggering the accrual of an additional 10% default interest rate, which is incremental to the original 8% current interest rate. The amount of default interest recorded from the default date through December 31, 2021 was approximately $2.9 million. Under the terms of the loan, amounts collected are applied first to any legal costs incurred by the Company to collect amounts due on the loan; second, to pay any accrued default and current interest on the loan; and third, to repay the principal amount owed.

Based on the negotiated agreement between the Company and the borrowers, on March 27, 2019, the Company received the membership interests of the Rush student housing project in exchange for the complete settlement of the related Rush loans, which include the Haven Campus Communities Charlotte Member, LLC line of credit, the Rush mezzanine loan and the Rush member loan. Additionally, under the same agreement, the Company received payouts and credits totaling approximately $3.75 million towards the Haven Campus Communities, LLC line of credit. These amounts were applied in accordance with the terms of the line of credit. The Company retains a pledge of a 49.49% interest in an unrelated shopping center located in Atlanta, Georgia as collateral on the Haven Campus Communities, LLC line of credit, as well as personal guaranties of repayment from the principals of the borrower.
In January 2019, the Company filed a lawsuit to collect the amounts owed under the line of credit it provided to Haven Campus Communities, LLC. In September 2019, Haven Campus Communities, LLC answered the lawsuit and filed counterclaims against the Company and its affiliates. At this time, the case is in discovery, so the Company is unable to make any estimates on timing or amounts that may be collected by the Company on its Haven Campus Communities, LLC line of credit.

Additionally, in November 2020, the Company filed two lawsuits to collect past due rent owed to the Former Manager of the Company, as sub-landlord pursuant to (i) an office sublease agreement dated May 1, 2017 by and between the Former Manager and Elevation Development Group, LLC and (ii) an office sublease agreement dated October 1, 2014 by and among the Former Manager, as sub-landlord, and Haven Campus Communities, LLC and Madison Retail, LLC as sub-tenants. The Company retains partial personal guaranties of repayment from the principals of Haven Campus Communities, LLC and Madison Retail, LLC. In December 2020, the defendants answered the lawsuit and filed counterclaims against the Company and its affiliates. At this time, the case is in discovery, so the Company is unable to make any estimates on timing or amounts that may be collected by the Company on its subleases.

The Company recorded interest income and other revenue from these instruments as follows:
Interest income (in thousands)
Years ended December 31,
202120202019
Real estate loans:
Current interest$23,248 $29,557 $34,906 
Additional accrued interest9,769 12,372 13,829 
Loan origination fee amortization1,819 1,214 1,545 
Purchase option termination fee amortization9,712 6,536 9,111 
Default interest913 1,126 1,315 
Total real estate loan revenue45,461 50,805 60,706 
Bank and money market accounts2 40 687 
Agency mortgage-backed securities— — 95 
Interest income on loans and notes receivable$45,463 $50,845 $61,488 

The Company extends loans for purposes such as to partially finance the development of multifamily residential communities, to acquire land in anticipation of developing and constructing multifamily residential communities, and for other real estate or real estate related projects. Certain of these loans include characteristics such as exclusive options to purchase the project within a specific time window following project completion and stabilization, the sufficiency of the borrowers' investment at risk and the existence of payment and performance guaranties provided by the borrowers, any of which can cause the loans to create variable interests to the Company and require further evaluation as to whether the variable interest creates a VIE, which would necessitate consolidation of the project.
The Company considers the facts and circumstances pertinent to each entity borrowing under the loan, including the relative amount of financing the Company is contributing to the overall project cost, decision making rights or control held by the Company, guarantees provided by third parties, and rights to expected residual gains or obligations to absorb expected residual losses that could be significant from the project. If the Company is deemed to be the primary beneficiary of a VIE, consolidation treatment would be required.
The Company has no decision making authority or power to direct activity, except normal lender rights, which are subordinate to the rights of the senior lenders on the projects. The Company has concluded that it is not the primary beneficiary of the borrowing entities and therefore it has not consolidated these entities in its consolidated financial statements. The Company's maximum exposure to loss from these loans is their drawn amount as of December 31, 2021 of approximately $206.3 million. The maximum aggregate amount of loans to be funded as of December 31, 2021 was approximately $268.2 million, which includes approximately $62.0 million of loan committed amounts not yet funded.
The Company has evaluated its real estate loans, where appropriate, for accounting treatment as loans versus real estate development projects, as required by ASC 310. The Company evaluates the expected residual profit it expects to collect under the terms of the loan versus the expected residual profit expected to be collected by the developer (in conjunction with any equity investors, if applicable), along with the "loan versus investment" characteristics as set forth by ASC 310-25. For each loan, the characteristics and the facts and circumstances indicate that loan accounting treatment is appropriate in cases where (i) the
majority of the expected residual profit is expected to be due the developer and (ii) the majority of "loan versus investment" tests indicate that the instrument is a loan.
The Company is also subject to a geographic concentration of risk that could be considered significant with regard to the Beaver Ruin, Solis Cumming Town Center, and Oxford Club Drive real estate loan investments, all of which are partially supporting various real estate projects in or near Atlanta, Georgia. The drawn amount and outstanding accrued interest for these loans as of December 31, 2021 totaled approximately $24.6 million (with a total commitment amount of approximately $53.0 million). The event of a total failure to perform by the borrowers and guarantors would subject the Company to a total possible loss of the drawn amount and all outstanding accrued interest.

The Company is also subject to a geographic concentration of risk that could be considered significant with regard to the Vintage Horizon West, Hudson at Metro West, and Menlo II real estate loan investments, all of which are partially supporting various real estate projects in Florida. The drawn amount and outstanding accrued interest for these loans as of December 31, 2021 totaled approximately $29.5 million (with a total commitment amount of approximately $44.3 million). The event of a total failure to perform by the borrowers and guarantors would subject the Company to a total possible loss of the drawn amount and all outstanding accrued interest.

Freddie Mac K Program investments

On May 23, 2018, the Company purchased a subordinate tranche of Series 2018-ML04, a pool of 20 multifamily mortgages with a total pool size of approximately $276.3 million, from Freddie Mac. The purchase price of the subordinate tranche was approximately $4.7 million. On December 10, 2019, the Company sold its investment in Series 2018-ML04 for $6.2 million.

On March 28, 2019, the Company purchased a subordinate tranche of Series 2019-ML05, a pool of 21 multifamily mortgages with a total pool size of approximately $295.7 million, from Freddie Mac. The Company's tranche of the 2019-ML05 pool paid monthly interest of approximately $103,000. The purchase price of the subordinate tranche was approximately $18.4 million. On December 17, 2019, the Company sold its investment in Series 2019-ML05 for $20.4 million.

Agency Mortgage-Backed Securities investments
In December 2018, the Company began investing in Agency Mortgage-Backed Securities representing undivided (or “pass-through”) beneficial interests in specified pools of fixed-rate mortgage loans. The investments are classified as trading securities. On December 20, 2018, the Company sold its entire position of a pool with associated premium amounts totaling $41.1 million. At December 31, 2018, the Company held a receivable related to this sale transaction of $41.2 million, which was collected upon the settlement of the transaction in January 2019.