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Investments in Subsidiaries
3 Months Ended
Mar. 31, 2019
Schedule Of Investments [Abstract]  
Investments in Subsidiaries

3. Investments in Subsidiaries

The Company conducts its operations through the OP, which owns the properties through single asset limited liability companies that are special purpose entities (“SPEs”). The Company consolidates the SPEs that it controls as well as any VIEs where it is the primary beneficiary. In connection with its indirect equity investments in the properties acquired, the Company, through the OP and the TRS, directly or indirectly holds 100% of the membership interests in SPEs that directly own the properties. All of the properties the Company has acquired are consolidated in the Company’s consolidated financial statements. The assets of each entity can only be used to settle obligations of that particular entity, and the creditors of each entity have no recourse to the assets of other entities or the Company.

Additionally, the Company has in the past and may in the future enter into purchase and sale transactions structured as reverse like-kind exchanges (“1031 Exchanges”) under Section 1031 of the Code. For a reverse 1031 Exchange in which the Company purchases a new property prior to selling the property to be matched in the like-kind exchange (the Company refers to the new property being acquired in the 1031 Exchange prior to the sale of the related property as a “Parked Asset”), legal title to the Parked Asset is held by an Exchange Accommodation Titleholder (“EAT”) engaged to execute the 1031 Exchange until the sale transaction and the 1031 Exchange are completed. The Company, through a wholly owned subsidiary, enters into a master lease agreement with the EAT whereby the EAT leases the acquired property and all other rights acquired in connection with the acquisition to the Company. The term of the master lease agreement is the earlier of the completion of the reverse 1031 Exchange or 180 days from the date that the property was acquired. The EAT is classified as a VIE as it does not have sufficient equity investment at risk to finance its activities without additional subordinated financial support. The Company consolidates the EAT as its primary beneficiary because it has the ability to control the activities that most significantly impact the EAT’s economic performance and the Company retains all of the legal and economic benefits and obligations related to the Parked Assets prior to completion of the 1031 Exchange. As such, the Parked Assets are included in the Company’s consolidated financial statements as VIEs until legal title is transferred to the Company upon either completion of the 1031 Exchange or termination of the master lease agreement, at which time they will be consolidated as wholly owned subsidiaries.

As of March 31, 2019, the Company, through the OP and the wholly owned TRS, owned 38 properties through single-asset LLCs. The following table represents the Company’s ownership in each property by virtue of its 100% ownership of the single-asset LLCs that directly own the title to each property as of March 31, 2019 and December 31, 2018:

 

 

 

 

 

 

 

Effective Ownership Percentage at

 

 

Property Name

 

Location

 

Year Acquired

 

March 31, 2019

 

 

December 31, 2018

 

 

Arbors on Forest Ridge

 

Bedford, Texas

 

2014

 

 

100

%

 

 

100

%

 

Cutter's Point

 

Richardson, Texas

 

2014

 

 

100

%

 

 

100

%

 

Eagle Crest

 

Irving, Texas

 

2014

 

 

100

%

 

 

100

%

 

Silverbrook

 

Grand Prairie, Texas

 

2014

 

 

100

%

 

 

100

%

 

Edgewater at Sandy Springs

 

Atlanta, Georgia

 

2014

 

 

100

%

 

 

100

%

 

Beechwood Terrace

 

Antioch, Tennessee

 

2014

 

 

100

%

 

 

100

%

 

Willow Grove

 

Nashville, Tennessee

 

2014

 

 

100

%

 

 

100

%

 

Woodbridge

 

Nashville, Tennessee

 

2014

 

 

100

%

 

 

100

%

 

Abbington Heights

 

Antioch, Tennessee

 

2014

 

 

100

%

 

 

100

%

 

The Summit at Sabal Park

 

Tampa, Florida

 

2014

 

 

100

%

 

 

100

%

 

Courtney Cove

 

Tampa, Florida

 

2014

 

 

100

%

 

 

100

%

 

Radbourne Lake

 

Charlotte, North Carolina

 

2014

 

 

100

%

 

 

100

%

 

Timber Creek

 

Charlotte, North Carolina

 

2014

 

 

100

%

 

 

100

%

 

Belmont at Duck Creek

 

Garland, Texas

 

2014

 

 

100

%

 

 

100

%

 

Sabal Palm at Lake Buena Vista

 

Orlando, Florida

 

2014

 

 

100

%

 

 

100

%

 

Southpoint Reserve at Stoney Creek

(1)

Fredericksburg, Virginia

 

2014

 

 

100

%

 

 

100

%

 

Cornerstone

 

Orlando, Florida

 

2015

 

 

100

%

 

 

100

%

 

The Preserve at Terrell Mill

 

Marietta, Georgia

 

2015

 

 

100

%

 

 

100

%

 

The Ashlar

 

Dallas, Texas

 

2015

 

 

100

%

 

 

100

%

 

Heatherstone

 

Dallas, Texas

 

2015

 

 

100

%

 

 

100

%

 

Versailles

 

Dallas, Texas

 

2015

 

 

100

%

 

 

100

%

 

Seasons 704 Apartments

 

West Palm Beach, Florida

 

2015

 

 

100

%

 

 

100

%

 

Madera Point

 

Mesa, Arizona

 

2015

 

 

100

%

 

 

100

%

 

The Pointe at the Foothills

 

Mesa, Arizona

 

2015

 

 

100

%

 

 

100

%

 

Venue at 8651

 

Fort Worth, Texas

 

2015

 

 

100

%

 

 

100

%

 

Parc500

 

West Palm Beach, Florida

 

2016

 

 

100

%

 

 

100

%

 

The Colonnade

 

Phoenix, Arizona

 

2016

 

 

100

%

 

 

100

%

 

Old Farm

 

Houston, Texas

 

2016

 

 

100

%

 

 

100

%

 

Stone Creek at Old Farm

 

Houston, Texas

 

2016

 

 

100

%

 

 

100

%

 

Hollister Place

 

Houston, Texas

 

2017

 

 

100

%

 

 

100

%

 

Rockledge Apartments

 

Marietta, Georgia

 

2017

 

 

100

%

 

 

100

%

 

Atera Apartments

(2)

Dallas, Texas

 

2017

 

 

100

%

 

 

100

%

 

Cedar Pointe

(3)

Antioch, Tennessee

 

2018

 

 

100

%

 

 

100

%

 

Crestmont Reserve

 

Dallas, Texas

 

2018

 

 

100

%

 

 

100

%

 

Brandywine I & II

 

Nashville, Tennessee

 

2018

 

 

100

%

 

 

100

%

 

Bella Vista

(4)

Phoenix, Arizona

 

2019

 

 

100

%

 

 

 

(5)

The Enclave

(4)

Tempe, Arizona

 

2019

 

 

100

%

 

 

 

(5)

The Heritage

(4)

Phoenix, Arizona

 

2019

 

 

100

%

 

 

 

(5)

 

(1)

Property was classified as held for sale as of March 31, 2019.

(2)

The EAT that directly owned Atera Apartments was consolidated as a VIE at December 31, 2017.  The Company completed the reverse portion of the 1031 Exchange of Atera Apartments with the sale of Timberglen on January 31, 2018, at which time legal title to Atera Apartments transferred to the Company.  Upon the transfer of title, the entity that directly owns Atera Apartments was no longer considered a VIE.

(3)

The EAT that directly owned Cedar Pointe was consolidated as a VIE at December 31, 2018.  The master lease agreement with the EAT that directly owned Cedar Pointe terminated on February 20, 2019, at which time legal title to Cedar Pointe transferred to the Company.  Upon the transfer of title, the entity that directly owns Cedar Pointe was no longer considered a VIE.

(4)

The EAT that directly owned Bella Vista, The Enclave and The Heritage was consolidated as a VIE at March 31, 2019.  Legal title will transfer to the Company upon completion of the reverse 1031 Exchange or July 27, 2019, whichever comes first.  Upon the transfer of title, the EAT that directly owned these properties will no longer be considered a VIE.

(5)

Properties were acquired in 2019; therefore, no ownership as of December 31, 2018.