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Variable Interest Entities
6 Months Ended
Jun. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Variable Interest Entities

Note 8 — Variable Interest Entities

We evaluate our investments in limited partnerships and similar entities in accordance with applicable consolidation guidance to determine whether each such entity is a VIE. The accounting standards for the consolidation of VIEs require qualitative assessments to determine whether we are the primary beneficiary. The primary beneficiary analysis is based on power and economics. We conclude that we are the primary beneficiary and consolidate the VIE if we have both: (i) the power to direct the activities of the VIE that most significantly influence the VIE's economic performance, and (ii) the obligation to absorb losses of, or the right to receive benefits from, the VIE that could potentially be significant to the VIE. Significant judgments and assumptions related to these determinations include, but are not limited to, estimates about the current and future fair values and performance of real estate held by these VIEs and general market conditions.

We consolidate Aimco Operating Partnership, a VIE of which Aimco is the primary beneficiary. Aimco, through Aimco Operating Partnership, consolidates all VIEs for which it is the primary beneficiary. Substantially all of the assets and liabilities of Aimco are that of Aimco Operating Partnership.

Aimco Operating Partnership is the primary beneficiary, and therefore consolidates our eight VIEs that own interests in real estate. In addition, we have nine unconsolidated VIEs for which we are not the primary beneficiary because we are not their primary decision maker. The nine unconsolidated VIEs include four unconsolidated real estate partnerships that hold four apartment communities in San Diego, California, the Mezzanine Investment, our passive equity investment in IQHQ, our investment in the Edgewater joint venture, and our investments in the DC joint ventures.

Details of our consolidated and unconsolidated VIEs, excluding those of Aimco Operating Partnership, are summarized in the table below as of June 30, 2022, and December 31, 2021, (in thousands, except for VIE count):

 

 

 

June 30, 2022

 

 

December 31, 2021

 

 

 

Consolidated

 

 

Unconsolidated

 

 

Consolidated

 

 

Unconsolidated

 

Count of VIEs

 

8

 

 

9

 

 

9

 

 

6

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

Real estate, net

 

$

205,053

 

 

$

 

 

$

564,909

 

 

$

 

Mezzanine investment

 

 

 

 

 

354,365

 

 

 

 

 

 

337,797

 

Right-of-use lease assets

 

 

96,254

 

 

 

 

 

 

429,768

 

 

 

 

Receivable from lease termination

 

 

186,318

 

 

 

 

 

 

 

 

 

 

Unconsolidated real estate partnerships

 

 

 

 

 

27,149

 

 

 

 

 

 

13,005

 

Other assets, net

 

 

28,548

 

 

 

59,686

 

 

 

43,715

 

 

 

35,773

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Deferred tax liabilities

 

 

 

 

 

 

 

 

124,747

 

 

 

 

Accrued liabilities and other

 

 

56,606

 

 

 

 

 

 

30,519

 

 

 

 

Construction loans, net

 

 

133,985

 

 

 

 

 

 

163,570

 

 

 

 

Lease liabilities

 

 

95,399

 

 

 

 

 

 

435,093

 

 

 

 

Consolidated Real Estate Partnerships

As of June 30, 2022, we acquired all of the outstanding redeemable non-controlling interests in an entity reported as a consolidated VIE as of December 31, 2021. The changes in consolidated VIE assets and liabilities from December 31, 2021 to June 30, 2022 in the table above are primarily due to the impact of: (i) the declassification of the entity described above as a VIE; (ii) the recognition of a receivable from lease termination of $186.3 million due to lease modifications; and (iii) the derecognition of right-of-use lease assets and lease liabilities of $326.1 million and $337.3 million, respectively, due to the lease modifications described in Note 3.

As of June 30, 2022, one of our consolidated VIEs had an outstanding construction loan. In conjunction with this loan, we made customary guarantees. In certain situations, the loan's lenders may have recourse to our general credit. As of June 30, 2022, we estimate our maximum exposure equals the $134.0 million outstanding loan balance. Other consolidated VIEs' creditors do not have recourse to our general credit.

Unconsolidated Real Estate Partnerships

We own an interest in four unconsolidated real estate partnerships that hold four apartment communities in San Diego, California. We also own investments in the Edgewater joint venture to develop a 2.8-acre site in Miami's Edgewater neighborhood, and the DC joint ventures to develop a ground-up and mixed-use retail and cultural space in Bethesda, Maryland. The joint ventures were formed during the six months ended June 30, 2022. See Note 3 for further information.

Our investment balances of $27.1 million and $13.0 million as of June 30, 2022 and December 31, 2021, respectively, represented our maximum exposure to loss in these unconsolidated VIEs.

Mezzanine Investment

AIR owns an interest in a partnership that owns Parkmerced Apartments, of which it is not the primary beneficiary, and under the terms of the Separation Agreement, AIR is obligated to transfer ownership of the subsidiaries that hold this interest to us upon receipt of required third-party consents. Our investment balances of $354.4 million and $337.8 million as of June 30, 2022 and December 31, 2021, respectively, represent our indirect interest in notes receivable through our agreement with AIR and our maximum exposure to loss in this VIE.