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Investments in Unconsolidated Entities (Tables)
 9 Months Ended
Sep. 30, 2022
Equity Method Investments and Joint Ventures [Abstract]  
Summary of Company's Investments in Unconsolidated Entities

As of September 30, 2022, the Company had investments in eight unconsolidated entities as follows:

 

 

 

 

 

 

Seritage %

 

# of

 

Total

 

Unconsolidated Entities

 

Entity Partner(s)

 

Ownership

 

Properties

 

GLA

 

GS Portfolio Holdings II LLC
   ("GGP I JV")

 

Brookfield Properties Retail
   (formerly GGP Inc.)

 

50.0%

 

2

 

 

113,400

 

GS Portfolio Holdings (2017) LLC
   ("GGP II JV")

 

Brookfield Properties Retail
   (formerly GGP Inc.)

 

50.0%

 

3

 

 

262,500

 

MS Portfolio LLC
   ("Macerich JV")

 

The Macerich Company

 

50.0%

 

5

 

 

480,200

 

SPS Portfolio Holdings II LLC
   ("Simon JV")

 

Simon Property Group, Inc.

 

50.0%

 

3

 

 

275,700

 

Mark 302 JV LLC
   ("Mark 302 JV")

 

An investment fund managed
   by Invesco Real Estate

 

50.0%

 

1

 

 

103,000

 

SI UTC LLC
   ("UTC JV")

 

A separate account advised by
   Invesco Real Estate

 

50.0%

 

1

 

 

226,200

 

Tech Ridge JV Holding LLC
   ("Tech Ridge JV")

 

An affiliate of
   RD Management

 

50.0%

 

1

 

 

—

 

Landmark Land Holdings, LLC
   ("Landmark JV")

 

Landmark Holdings, LLC

 

31.3%

 

1

 

 

—

 

 

 

 

 

 

 

 

 

17

 

 

1,461,000

 
Summary of Properties Contributed In Unconsolidated Entities The following table summarizes the properties contributed to the Company’s unconsolidated entities (in millions):

 

 

 

 

 

September 30, 2022

 

Unconsolidated Entities

 

Contribution Date

 

Contribution Value

 

 

Gain (Loss)

 

2018

 

 

 

 

 

 

 

 

Mark 302 JV (1)

 

March 20, 2018

 

$

60.0

 

 

$

8.8

 

2019

 

 

 

 

 

 

 

 

Cockeysville JV (2)

 

March 29, 2019

 

$

14.6

 

 

$

5.9

 

Tech Ridge JV (3)

 

September 27, 2019

 

$

3.0

 

 

$

0.1

 

 

(1)
The Mark 302 JV was subject to a revaluation which resulted in the Company adjusting the Contribution Value down to $60.0 million and reduced the Gain (Loss) by $30.0 million. As of September 30, 2021, the amended determination date, there has been no change to the adjusted Contribution Value and the final Contribution Value is $60.0 million.
(2)
The Cockeysville JV was subject to revaluation upon our partner contributing an adjacent parcel of land (the “Additional Land Parcel”) to the joint venture which was conditioned on certain milestones being met with respect to entitling the Additional Land Parcel for residential use. As of December 31, 2021, the parcel had been entitled and, with our consent, the partner entered a sales contract with a third party for the land. As a result, the Company received its share of the proceeds from the sale in lieu of the parcel being contributed to the venture and recorded an additional gain of $2.1 million during the year ended December 31, 2021. The Company has determined that the final contribution value was $14.6 million. The Company sold its interest in this unconsolidated entity during the three months ended September 30, 2022. The Company sold its interest in this unconsolidated entity during the three months ended September 30, 2022.
(3)
The Tech Ridge JV is subject to a revaluation primarily based upon the number of residential units constructed by the Tech Ridge JV. The Contribution Value cannot be less than $2.75 million.
Summary of Combined Condensed Financial Data of Unconsolidated Entities

The following tables present combined condensed financial data for the Company’s unconsolidated entities (in thousands):

 

 

September 30, 2022

 

 

December 31, 2021

 

ASSETS

 

 

 

 

 

 

Investment in real estate

 

 

 

 

 

 

Land

 

$

261,081

 

 

$

410,323

 

Buildings and improvements

 

 

445,236

 

 

 

528,854

 

Accumulated depreciation

 

 

(65,806

)

 

 

(96,856

)

 

 

 

640,511

 

 

 

842,321

 

Construction in progress

 

 

228,231

 

 

 

206,109

 

Net investment in real estate

 

 

868,742

 

 

 

1,048,430

 

Cash and cash equivalents

 

 

38,909

 

 

 

50,279

 

Investment in unconsolidated entities

 

 

55,272

 

 

 

53,215

 

Tenant and other receivables, net

 

 

2,770

 

 

 

7,914

 

Other assets, net

 

 

15,813

 

 

 

33,812

 

Total assets

 

$

981,506

 

 

$

1,193,650

 

 

 

 

 

 

 

 

LIABILITIES AND MEMBERS' INTERESTS

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

Mortgage loans payable, net

 

$

—

 

 

$

56,075

 

Accounts payable, accrued expenses and other liabilities

 

 

57,739

 

 

 

56,398

 

Total liabilities

 

 

57,739

 

 

 

112,473

 

 

 

 

 

 

 

 

Members' Interest

 

 

 

 

 

 

Additional paid in capital

 

 

989,630

 

 

 

1,097,842

 

Retained earnings (accumulated deficit)

 

 

(65,863

)

 

 

(16,665

)

Total members' interest

 

 

923,767

 

 

 

1,081,177

 

Total liabilities and members' interest

 

$

981,506

 

 

$

1,193,650

 

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Total revenue

 

$

8,361

 

 

$

5,354

 

 

$

24,120

 

 

$

18,904

 

Property operating expenses

 

 

(3,902

)

 

 

(2,969

)

 

 

(10,938

)

 

 

(8,382

)

Depreciation and amortization

 

 

(5,257

)

 

 

(8,094

)

 

 

(19,268

)

 

 

(21,137

)

Operating income / (loss)

 

 

(798

)

 

 

(5,709

)

 

 

(6,086

)

 

 

(10,615

)

Other expenses

 

 

(802

)

 

 

(1,195

)

 

 

(3,062

)

 

 

(3,205

)

Gains (losses) and (impairments)

 

 

(373

)

 

 

(4,171

)

 

 

(93,987

)

 

 

(4,171

)

Net income (loss)

 

$

(1,973

)

 

$

(11,075

)

 

$

(103,135

)

 

$

(17,991

)

Equity in loss of unconsolidated
   entities (1)

 

$

(2,275

)

 

$

(5,535

)

 

$

(69,071

)

 

$

(9,024

)
(1)
Equity in loss of unconsolidated entities on the condensed consolidated statements of operations includes basis difference adjustments.