XML 48 R29.htm IDEA: XBRL DOCUMENT v3.22.0.1
Commitments and Contingencies
12 Months Ended
Dec. 31, 2021
Commitments And Contingencies Disclosure [Abstract]  
Commitments and Contingencies

16.

Commitments and Contingencies

Commitments

Joint Venture and Real Estate Technology Fund Commitments

We have entered into, and may continue in the future to enter into, joint ventures agreements with third-party partners for the development of multifamily rental properties, as well as real estate technology fund investments.  The joint venture agreements with each development partner include buy-sell provisions that provide the right, but not the obligation, for the Company to acquire each respective partner’s interests or sell its interests at any time following the occurrence of certain pre-defined events described in the joint venture agreements.  See Note 6 for additional discussion.

The following table summarizes the Company’s approximate real estate commitments at December 31, 2021 (amounts in thousands for remaining commitments):

 

 

 

 

 

 

 

 

 

 

 

Remaining

 

 

 

Projects/Investments

 

 

Apartment Units

 

 

Commitments

 

Projects Under Development

 

 

 

 

 

 

 

 

 

 

 

 

Consolidated

 

 

1

 

 

 

312

 

 

$

83,720

 

Unconsolidated

 

 

3

 

 

 

929

 

 

 

264,290

 

Total Projects Under Development (1)

 

 

4

 

 

 

1,241

 

 

$

348,010

 

Real Estate Technology Investments

 

 

9

 

 

 

 

 

$

30,947

 

 

 

(1)

Remaining commitments for total projects under development represent the gross amounts, with funds to be provided by the Company, its joint venture partners and/or applicable construction loans.

 

As of December 31, 2021, the Company entered into a commitment agreement (the “Commitment Agreement”) with Toll to pursue the joint development of multifamily rental properties. Over the next three years, the Company intends to invest 75% of the equity for each selected project and Toll intends to invest 25%.  It is expected that each project will also be financed with approximately 60% non-recourse construction debt.  The parties have targeted an initial minimum co-investment of approximately $750.0 million in combined equity.  The Company and Toll will enter into separate joint venture agreements for each property, and the Company will account for these unconsolidated joint ventures under the equity method of accounting.  As of December 31, 2021, the Company and Toll have entered into three separate joint venture agreements under the Commitment Agreement, with all three projects expected to start development in 2022.

Employment Agreements

The Company has entered into a retirement benefits agreement with its Chairman and a deferred compensation agreement with one former executive officer.  During the years ended December 31, 2021, 2020 and 2019, the Company recognized compensation expense of $0.1 million, $0.5 million and $0.4 million, respectively, related to these agreements.

The following table summarizes the Company’s contractual obligations for deferred compensation for the next five years and thereafter as of December 31, 2021:

 

(Payments) Due by Year (in thousands)

 

 

 

2022

 

 

2023

 

 

2024

 

 

2025

 

 

2026

 

 

Thereafter

 

 

Total

 

Other Long-Term Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred Compensation (1)

 

$

(773

)

 

$

(1,013

)

 

$

(732

)

 

$

(732

)

 

$

(732

)

 

$

(4,023

)

 

$

(8,005

)

 

(1)

Estimated payments to the Company’s Chairman and one former executive officer based on actual and estimated retirement dates.

Contingencies

Litigation and Legal Matters

The Company, as an owner of real estate, is subject to various Federal, state and local laws, including, but not limited to, rent regulations and environmental laws.  Compliance by the Company with existing laws has not had a material adverse effect on the

Company.  However, the Company cannot predict the impact of new or changed laws or regulations, whether related to COVID-19 or otherwise, on its current properties or on properties that it may acquire in the future.  

The Company does not believe there is any litigation pending or threatened against it that, individually or in the aggregate, may reasonably be expected to have a material adverse effect on the Company.