Investments in Unconsolidated Joint Ventures

6 Months Ended

Jun. 30, 2024

Equity Method Investments and Joint Ventures [Abstract]

Investments in Unconsolidated Joint Ventures

On March 29, 2024, the joint venture that owns 60 Wall Street, in which we have a 5.0% ownership interest, modified the existing $575,000,000 mortgage loan and extended the maturity to May 2029. In connection with the modification, the loan was split into (i) a $316,250,000 A-Note that bears interest at Secured Overnight Financing Rate (“SOFR”) plus 245 basis points, of which 4.0% is current pay and the remaining is accrued, and (ii) a $258,750,000 B-Note that accrues interest at 12.0%. The joint venture plans to redevelop the property and all amounts funded by the joint venture will be senior to the B-Note and all accrued interest.

On April 30, 2024, the joint venture that owns 111 Sutter Street, in which we have a 49.0% ownership interest, modified the existing $164,775,000 mortgage loan to extend the maturity date to December 2025. The loan bears interest at a rate of SOFR plus 215 basis points and all interest shortfalls will continue to accrue to the principal balance of the loan.

The following tables summarize our investments in unconsolidated joint ventures as of the dates thereof and the income or loss from these investments for the periods set forth below.


(Amounts in thousands)	Paramount	As of
Our Share of Investments:	Ownership	June 30, 2024		December 31, 2023
712 Fifth Avenue (1)	50.0%	$	-	$	-
Market Center (1)	67.0%		-		-
55 Second Street (2)	44.1%		29,956		30,322
111 Sutter Street (1)	49.0%		-		-
1600 Broadway (2)	9.2%		8,429		8,646
60 Wall Street (3)	5.0%		272		-
One Steuart Lane (2)	35.0% (4)		88,050		89,949
Oder-Center, Germany (2)	9.5%		3,380		3,322
Investments in unconsolidated joint ventures		$	130,087	$	132,239


	For the Three Months Ended						For the Six Months Ended
(Amounts in thousands)	June 30,						June 30,
Our Share of Net (Loss) Income:	2024			2023			2024			2023
712 Fifth Avenue (1)	$	-		$	-		$	-		$	-
Market Center (1)		-			(2,579	)		-			(5,234	)
55 Second Street (2)		(63	)		(499	)		(365	)		(1,138	)
111 Sutter Street (1)		-			-			-			-
1600 Broadway (2)		-			3			1			-
60 Wall Street (3)		56			(24,984	)		(1,631	)		(25,001	)
One Steuart Lane (2)		(798	)		(358	)		(107	)		(2,774	)
Oder-Center, Germany (2)		34			15			(15	)		(17	)
Loss from unconsolidated joint ventures	$	(771	)	$	(28,402	)	$	(2,117	)	$	(34,164	)

(1)

At June 30, 2024, our basis in the joint ventures that own 712 Fifth Avenue, Market Center and 111 Sutter Street were negative. Since we have no further obligation to fund additional capital to these joint ventures, we have discontinued the equity method of accounting, and accordingly, we no longer recognize our proportionate share of earnings. Instead, we recognize income only to the extent we receive cash distributions from the joint ventures and recognize losses to the extent we make cash contributions to the joint ventures.

(2)

As of June 30, 2024, the carrying amount of our investments in 55 Second Street, 1600 Broadway, One Steuart Lane and Oder-Center, Germany was greater than our share of equity in these investments by $460, $301, $567 and $4,098, respectively, and primarily represents the unamortized portion of our capitalized acquisition costs.

(3)

In the second quarter of 2023, the joint venture recognized a $455,893 real estate impairment loss. Accordingly, we recognized a $24,734 impairment loss on our investment in 60 Wall Street. This impairment, together with our share of operating losses recognized in that quarter, reduced our investment balance below zero as of June 30, 2023. As a result, in the second quarter of 2023, we discontinued the equity method of accounting. In the first quarter of 2024, the mortgage loan was modified and the joint venture committed to fund the development costs related to the project. As a result, in the first quarter of 2024, we resumed the equity method of accounting and recognized all previously deferred losses.

(4)

Represents RDF’s economic interest in One Steuart Lane, a for-sale residential condominium project. Our economic interest in One Steuart Lane (based on our 7.4% ownership interest in RDF) is 2.6%.

The following tables provide the combined summarized financial information of our unconsolidated joint ventures as of the dates thereof and for the periods set forth below.


(Amounts in thousands)	As of
Balance Sheets:	June 30, 2024		December 31, 2023
Real estate, net	$	1,572,781	$	1,528,595
Cash and cash equivalents and restricted cash		170,257		167,355
Intangible assets, net		46,414		52,164
For-sale residential condominium units (1)		236,635		246,824
Other assets		84,642		84,179
Total assets	$	2,110,729	$	2,079,117

Notes and mortgages payable, net	$	1,756,732	$	1,744,706
Intangible liabilities, net		2,881		5,026
Other liabilities		115,390		98,462
Total liabilities		1,875,003		1,848,194
Equity		235,726		230,923
Total liabilities and equity	$	2,110,729	$	2,079,117


(Amounts in thousands)	For the Three Months Ended June 30,						For the Six Months Ended June 30,
Income Statements:	2024			2023			2024			2023
Revenues:
Rental revenue	$	35,247		$	40,385		$	71,183		$	80,606
Other income (2)		3,246			3,861			18,244			5,618
Total revenues		38,493			44,246			89,427			86,224

Expenses:
Operating (2)		23,921			24,990			56,360			49,691
Depreciation and amortization		12,606			17,713			25,768			35,478
Total expenses		36,527			42,703			82,128			85,169
Other income (expense):
Interest and other income		1,870			783			2,496			1,492
Interest and debt expense		(12,358	)		(17,915	)		(29,947	)		(33,361	)
Impairment loss		-			(455,893	)		-			(455,893	)
Loss before income taxes		(8,522	)		(471,482	)		(20,152	)		(486,707	)
Income tax expense		(9	)		(19	)		(25	)		(30	)
Net loss	$	(8,531	)	$	(471,501	)	$	(20,177	)	$	(486,737	)

(1)

Represents residential condominium units at One Steuart Lane that are available for sale.

(2)

Includes proceeds and cost of sales from the sale of residential condominium units at One Steuart Lane.