Organization, Basis of Presentation and Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Operating Partnership's Equity Interest

The following table summarizes the general terms and Operating Partnership’s equity interests in the Funds and Mervyns II (dollars in millions):


Entity	Formation Date	Operating Partnership Share of Capital			Capital Called as of September 30, 2022 (b)		Unfunded Commitment (b, c)		Equity Interest Held By Operating Partnership (a)			Preferred Return			Total Distributions as of September 30, 2022 (b, c)
Fund II and Mervyns II (c,d)	6/2004		61.67	%	$	557.3	$	—		61.67	%		8	%	$	172.5
Fund III	5/2007		24.54	%		448.1		1.9		24.54	%		6	%		603.5
Fund IV	5/2012		23.12	%		488.1		41.9		23.12	%		6	%		221.4
Fund V (e)	8/2016		20.10	%		347.9		172.1		20.10	%		6	%		79.6

(a)

Amount represents the current economic ownership at September 30, 2022, which could differ from the stated legal ownership based upon the cumulative preferred returns of the respective Fund.

(b)

Represents the total for the Funds, including the Operating Partnership and noncontrolling interests’ shares.

(c)

During the second quarter of 2022, the Company increased its ownership in Fund II and Mervyns II by 11.67%, from 28.33% to 40.00%, with the investment of $18.5 million. During the third quarter of 2022, the Company increased its ownership in Fund II by 21.67%, from 40.00% to 61.67%, for $5.8 million. Each of the remaining partners in Fund II have a right to put their equity interests to the Company (Note 10).

(d)

During August 2020, a recallable distribution of $15.7 million was made by Mervyn’s II to its investors, of which $4.5 million was the Company’s share. During 2021 and 2022, Mervyn’s II recalled $11.9 million and $3.8 million, respectively, of the $15.7 million, of which the Company's share is $3.4 million and $1.2 million, respectively.

(e)

As of August 23, 2022, Fund V's investment period was extended to August 25, 2023.

Schedule of Assets and Liabilities Included in Consolidated Balance Sheets

he consolidated balance sheets include the following assets and liabilities of consolidated VIEs of the Operating Partnership:


(dollars in thousands)	September 30, 2022		December 31, 2021
VIE ASSETS
Operating real estate, net	$	1,468,831	$	1,482,636
Real estate under development		132,612		161,485
Notes receivable, net		—		725
Investments in and advances to unconsolidated affiliates		241,641		200,827
Other assets, net		97,025		94,303
Right-of-use assets - operating leases, net		2,636		2,935
Cash and cash equivalents		14,629		9,761
Restricted cash		12,573		9,757
Rents receivable, net		17,076		16,126
Total VIE assets (a)	$	1,987,023	$	1,978,555

VIE LIABILITIES
Mortgage and other notes payable, net	$	766,935	$	948,045
Unsecured notes payable, net		49,697		162,828
Accounts payable and other liabilities		98,694		96,212
Lease liability - operating leases, net		2,764		3,077
Total VIE liabilities (a)	$	918,090	$	1,210,162

At September 30, 2022 and December 31, 2021, includes total VIE assets of $680.6 million and $694.3 million, respectively, and total VIE liabilities of $202.4 million and $393.9 million, respectively, related to third-party mortgages that are collateralized by the real estate assets of City Point, a Fund II property, and 27 East 61st Street, 801 Madison Avenue, and 1035 Third Avenue, Fund IV properties, of which $72.7 million is guaranteed by the Operating Partnership (Note 7). The remaining VIE assets are generally encumbered by third-party recourse mortgage debt and are collateral under the respective mortgages and are therefore restricted and can only be used to settle the corresponding liabilities of the VIE. The remaining VIE assets may only be used to settle obligations of these consolidated VIEs and the remaining VIE liabilities are only the obligations of these consolidated VIEs and they do not have recourse to the Operating Partnership or the Company.

- Definition

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

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