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Investments in Unconsolidated Joint Ventures
9 Months Ended
Sep. 30, 2019
Equity Method Investments And Joint Ventures [Abstract]  
Investments in Unconsolidated Joint Ventures

5.

Investments in Unconsolidated Joint Ventures

 

On February 7, 2019, we completed the acquisition of 111 Sutter Street, a 293,000 square foot office building in San Francisco, California. Simultaneously with closing, we brought in a joint venture partner to acquire 51.0% of the equity interest. We have retained the remaining 49.0% equity interest and manage and lease the asset. The purchase price was $227,000,000. In connection with the acquisition, the joint venture completed a $138,200,000 financing of the property. The four-year loan is interest only at LIBOR plus 215 basis points and has three one-year extension options. We began accounting for our investment in 111 Sutter Street, under the equity method, from the date of the acquisition.

 

Prior to 2019, our consolidated Residential Development Fund (“RDF”), in which we have a 7.4% interest, owned a 25.0% economic interest in One Steuart Lane, a residential condo development project (the “project”) in San Francisco, California. Accordingly, prior to 2019, our economic interest in the project was 1.85%. In March 2019 and again in September 2019, RDF acquired an additional 10.0% economic interest in the project, in two separate transactions, for an aggregate of $19,110,000. Subsequent to these transactions, RDF’s economic interest in the project increased to 35.0% and our economic interest (based on our 7.4% ownership) increased to 2.6%. We continue to consolidate our 7.4% interest in RDF and reflect the 92.6% interest we do not own, as “noncontrolling interests” in our consolidated financial statements.

 

On August 21, 2019, we acquired a 44.1% equity interest in a joint venture that owns 55 Second Street, a 384,000 square foot Class A office building in San Francisco, California. The transaction valued the property at $401,700,000. In connection with the acquisition, the joint venture assumed the existing $137,500,000 mortgage loan and upsized it by an additional $50,000,000. The $187,500,000 mortgage loan is interest-only at a fixed rate of 3.88% and matures in October 2026. We began accounting for our investment in 55 Second Street, under the equity method of accounting from the date of the acquisition.

 

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

 

 

September 30, 2019

 

 

December 31, 2018

 

 

712 Fifth Avenue (1)

 

50.0%

 

 

$

-

 

 

$

-

 

 

111 Sutter Street

 

49.0%

 

 

 

42,625

 

 

 

-

 

 

55 Second Street (2)

 

44.1%

 

 

 

95,874

 

 

 

-

 

 

60 Wall Street (2)

 

5.0%

 

 

 

20,425

 

 

 

22,353

 

 

One Steuart Lane (2)

 

35.0% (3)

 

 

 

69,545

 

 

 

52,923

 

(4)

Oder-Center, Germany (2)

 

9.5%

 

 

 

3,514

 

 

 

3,587

 

 

Investments in unconsolidated joint ventures

 

 

$

231,983

 

 

$

78,863

 

 

 

 

 

For the Three Months Ended

 

 

For the Nine Months Ended

 

(Amounts in thousands)

 

September 30,

 

 

September 30,

 

Our Share of Net (Loss) Income:

 

2019

 

 

2018

 

 

2019

 

 

2018

 

712 Fifth Avenue (1)

 

$

373

 

 

$

558

 

 

$

1,290

 

 

$

3,166

 

111 Sutter Street

 

 

(1,266

)

 

 

-

 

 

 

(3,387

)

(5)

 

-

 

55 Second Street (2)

 

 

(336

)

(5)

 

-

 

 

 

(336

)

(5)

 

-

 

60 Wall Street (2)

 

 

(138

)

 

 

(116

)

 

 

(436

)

 

 

(291

)

One Steuart Lane (2)

 

 

1

 

 

 

-

 

 

 

(6

)

 

 

(18

)

Oder-Center, Germany (2)

 

 

34

 

 

 

30

 

 

 

60

 

 

 

74

 

(Loss) income from unconsolidated joint ventures

 

$

(1,332

)

 

$

472

 

 

$

(2,815

)

 

$

2,931

 

 

 

(1)

As of September 30, 2019, our basis in the partnership that owns 712 Fifth Avenue, was negative $18,647 resulting from distributions made to us in excess of our share of earnings recognized. Accordingly, we no longer recognize our proportionate share of earnings from the venture because we have no further obligation to fund additional capital to the venture. Instead, we only recognize earnings to the extent we receive cash distributions from the venture.

 

(2)

As of September 30, 2019, the carrying amount of our investments in 55 Second Street, 60 Wall Street, One Steuart Lane and Oder-Center is greater than our share of equity in these investments by $499, $2,728, $969 and $4,786, respectively, and primarily represents the unamortized portion of our capitalized acquisition costs. Basis differences allocated to depreciable assets are being amortized into “(loss) income from unconsolidated joint ventures” over the estimated useful life of the related assets.

 

(3)

Represents RDF’s economic interest in One Steuart Lane.

(4)

Includes a $7,086 basis adjustment which was recorded upon the adoption of ASU 2017-05 on January 1, 2018.

 

(5)

Represents our share of earnings from the date of acquisition through September 30, 2019.

 

 

The following tables provide the combined summarized financial information of 712 Fifth Avenue, 111 Sutter Street, 55 Second Street and 60 Wall Street as of the dates and for the periods set forth below.

 

 

(Amounts in thousands)

As of

 

Balance Sheets:

September 30, 2019

 

 

December 31, 2018

 

Real estate, net

$

1,645,769

 

 

$

1,055,240

 

Intangible assets, net

 

121,687

 

 

 

97,658

 

Other assets

 

95,341

 

 

 

84,864

 

Total assets

$

1,862,797

 

 

$

1,237,762

 

 

 

 

 

 

 

 

 

Notes and mortgages payable, net

$

1,192,646

 

 

$

866,079

 

Intangible liabilities, net

 

25,610

 

 

 

-

 

Other liabilities

 

24,580

 

 

 

15,177

 

Total liabilities

 

1,242,836

 

 

 

881,256

 

Equity

 

619,961

 

 

 

356,506

 

Total liabilities and equity

$

1,862,797

 

 

$

1,237,762

 

 

 

 

 

 

 

 

 

(Amounts in thousands)

For the Three Months Ended September 30,

 

 

For the Nine Months Ended September 30,

 

Income Statements:

2019

 

 

2018

 

 

2019

 

 

2018

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Rental revenue

$

39,359

 

 

$

34,088

 

 

$

111,981

 

 

$

102,666

 

Fee and other income

 

267

 

 

 

125

 

 

 

617

 

 

 

371

 

Total revenues

 

39,626

 

 

 

34,213

 

 

 

112,598

 

 

 

103,037

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses

 

17,065

 

 

 

13,090

 

 

 

46,060

 

 

 

38,873

 

Depreciation and amortization

 

17,156

 

 

 

11,898

 

 

 

46,166

 

 

 

35,888

 

Total expenses

 

34,221

 

 

 

24,988

 

 

 

92,226

 

 

 

74,761

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other income, net

 

179

 

 

 

192

 

 

 

478

 

 

 

559

 

Interest and debt expense

 

(12,673

)

 

 

(9,820

)

 

 

(36,046

)

 

 

(28,209

)

Net (loss) income before income taxes

 

(7,089

)

 

 

(403

)

 

 

(15,196

)

 

 

626

 

Income tax benefit

 

2

 

 

 

-

 

 

 

2

 

 

 

-

 

Net (loss) income

$

(7,087

)

 

$

(403

)

 

$

(15,194

)

 

$

626