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Unconsolidated Joint Ventures
12 Months Ended
Dec. 31, 2018
Equity Method Investments and Joint Ventures [Abstract]  
Unconsolidated Joint Ventures
.    Investments in and Advances to Unconsolidated Joint Ventures
 
As of December 31, 2018 and 2017, the Company had ownership interests in 10 unconsolidated joint ventures with ownership percentages that generally ranged from 5% to 35%. The condensed combined balance sheets for our unconsolidated joint ventures accounted for under the equity method were as follows:
 
December 31,
 
2018
 
2017
 
(Dollars in thousands)
Cash and cash equivalents
$
45,945

 
$
30,017

Restricted cash
19,205

 
15,041

Real estate inventories
374,607

 
396,850

Other assets
4,231

 
3,942

Total assets
$
443,988

 
$
445,850

 
 
 
 
Accounts payable and accrued liabilities
$
43,158

 
$
34,959

Notes payable
71,299

 
78,341

Total liabilities
114,457

 
113,300

The New Home Company's equity
33,617

 
50,523

Other partners' equity
295,914

 
282,027

Total equity
329,531

 
332,550

Total liabilities and equity
$
443,988

 
$
445,850

Debt-to-capitalization ratio
17.8
%
 
19.1
%
Debt-to-equity ratio
21.6
%
 
23.6
%


As of December 31, 2018 and 2017, the Company had advances outstanding of approximately $0 and $3.8 million, respectively, to one of its unconsolidated joint ventures, which were included in the notes payable balances of the unconsolidated joint ventures in the table above. The advances related to an unsecured promissory note entered into on October 31, 2016 and amended on February 3, 2017 with Encore McKinley Village LLC ("Encore McKinley"), an unconsolidated joint venture of the Company. The note bore interest at 10% per annum and was fully repaid during the 2018 second quarter.

The condensed combined statements of operations for our unconsolidated joint ventures accounted for under the equity method were as follows:
 
Year Ended December 31,
 
2018

2017

2016
 
(Dollars in thousands)
Revenues
$
181,623

 
$
147,447

 
$
233,219

Cost of sales and expenses
209,527

 
147,976

 
207,028

Net income (loss) of unconsolidated joint ventures
$
(27,904
)
 
$
(529
)
 
$
26,191

Equity in net income (loss) of unconsolidated joint ventures reflected in the accompanying consolidated statements of operations
$
(19,653
)
 
$
866

 
$
7,691



Included in cost of sales and expenses for our unconsolidated joint ventures for the year ended December 31, 2018, was $28.8 million in real estate impairment charges. The Company's allocated share of these charges was $18.9 million. The impairment related to the assets of a land development joint venture in Northern California. Fair value for the land development project impaired during 2018 was calculated under a discounted cash flow model. The table below summarizes inventory impairments recorded by our unconsolidated joint ventures during the years ended December 31, 2018, 2017 and 2016:
 
Year Ended December 31,
 
2018
 
2017
 
2016
 
(Dollars in thousands)
Joint venture impairments related to:
 
 
 
 
 
Homebuilding joint ventures
$

 
$

 
$

Land development joint ventures
28,776

 

 

Total joint venture impairments
$
28,776

 
$

 
$

Number of projects impaired during the year
1

 

 

Total number of projects included in unconsolidated joint ventures and reviewed for impairment during the year
10

 
10

 
13



The Company reviews its investments in and advances to unconsolidated joint ventures for other-than-temporary declines in value in accordance with ASC 820. To the extent we deem any portion of our investment in and advances to unconsolidated joint ventures as not recoverable, we impair our investment accordingly. For the years ended December 31, 2018, 2017 and 2016, the Company recorded other-than-temporary, noncash impairment charges of $1.1 million, $0 and $0, respectively, related to our investment in and advances to unconsolidated joint ventures. The 2018 impairment related to our investment in a Northern California land development joint venture and was included in equity in net income (loss) of unconsolidated joint ventures in the accompanying consolidated statements of operations.

For the year ended December 31, 2018, the loss allocation from the Company's TNHC Russell Ranch LLC ("Russell Ranch") unconsolidated joint venture exceeded 20% of the Company's consolidated net loss. As a smaller reporting company, we are not subject to the provisions of Rule 3-09 of Regulation S-X, however, the table below presents select financial information for the Russell Ranch joint venture as prescribed by Rule 8-03(b)(3) of Regulation S-X:
 
Year Ended December 31,
 
2018
 
2017
 
2016
 
(Dollars in thousands)
Revenues
$
24,632

 
$

 
$

Cost of sales:
 
 
 
 
 
Land sales
24,510

 

 

Inventory impairments
28,776

 

 

Gross Margin
(28,654
)
 

 

Expenses
(1,149
)
 
(920
)
 
(361
)
Net loss
$
(29,803
)
 
$
(920
)
 
$
(361
)
Equity in net income (loss) of unconsolidated joint ventures reflected in the accompanying consolidated statements of operations (1)
$
(20,219
)
 
$
(372
)
 
$
(264
)

 

(1)    Balance represents equity in net income (loss) of unconsolidated joint ventures included in the statements of operations related to the Company's investment in the Russell Ranch joint venture. The balance may differ from the amount of profit or loss allocated to the Company as reflected in Russell Ranch's financial records primarily due to the other-than-temporary impairment charge taken to the Company's interest in the joint venture and profit deferral from lot sales from Russell Ranch to the Company.

For the years ended December 31, 2018, 2017 and 2016, the Company earned $3.4 million, $4.9 million, and $8.2 million, respectively, in management fees from its unconsolidated joint ventures. For additional detail regarding management fees, please see Note 12.

On October 23, 2017, the Company acquired the remaining outside equity interest of our TNHC Tidelands LLC (Tidelands) unconsolidated joint venture. TNHC Tidelands LLC was the owner of a project in Northern California (the "Tidelands Project"). The Company paid $13.6 million to our joint venture partner for its interest and paid off the $4.1 million remaining balance on the joint venture's construction loan. Following the purchase, the Company was required to consolidate this entity as it was now a wholly owned subsidiary of the Company, and the Tidelands Project became a wholly owned active selling community of the Company. The purchase consideration and the cost basis of our previous investment in unconsolidated joint ventures related to this joint venture, were included in real estate inventories at the time of consolidation.

In August 2017, we acquired the remaining outside equity interest of our DMB/TNHC LLC (Sterling at Silverleaf) unconsolidated joint venture. The Company paid $2.6 million to our joint venture partner and upon the change of control was required to consolidate this venture as it is now a wholly owned subsidiary of the Company. The purchase consideration and the cost basis of our previous investment in unconsolidated joint ventures related to this joint venture, are included in real estate inventories.

During the 2017 second quarter, our Larkspur Land 8 Investors LLC (Larkspur) unconsolidated joint venture allocated $0.1 million of income to the Company from a reduction in cost to complete reserves, which was included in equity in net income (loss) of unconsolidated joint ventures in the accompanying consolidated statements of operations, and our outside equity partner exited the joint venture. Upon the change in control, we were required to consolidate this venture as a wholly owned subsidiary and the Company assumed the cash, other assets, and accrued liabilities, including warranty and the remaining costs to complete reserves, of the joint venture. As part of this transaction, the Company also recognized a gain of $0.3 million, which was included in equity in net income (loss) of unconsolidated joint ventures in the accompanying consolidated statements of operations, due to the purchase of our JV partner's interest for less than its carrying value.

During June 2016, our LR8 Investors LLC (LR8) unconsolidated joint venture made its final distributions, allocated $0.5 million of income to the Company from a reduction in warranty reserves, which was included in equity in net income (loss) of unconsolidated joint ventures in the accompanying consolidated statements of operations, and our outside equity partner exited the joint venture. Upon the change in control, we were required to consolidate this venture as a wholly owned subsidiary and the Company assumed the cash, accounts receivable, accounts payable, and accrued liabilities, including the remaining warranty reserve, of the joint venture. As part of this transaction, the Company also recognized a gain of $1.1 million, which was included in equity in net income (loss) of unconsolidated joint ventures in the accompanying consolidated statements of operations, due to the purchase of our JV partner's interest for less than its carrying value.

On January 15, 2016, the Company entered into an assignment and assumption of membership interest agreement (the "Buyout Agreement") for its partner's interest in the TNHC San Juan LLC unconsolidated joint venture. Per the terms of the Buyout Agreement, the Company contributed $20.6 million to the joint venture, and the joint venture made a liquidating cash distribution to our partner for the same amount in exchange for its membership interest. Prior to the buyout, the Company accounted for its investment in TNHC San Juan LLC as an equity method investment. After the buyout, TNHC San Juan LLC became a wholly owned subsidiary of the Company.