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Investment in Joint Ventures
6 Months Ended
Jun. 30, 2015
Equity Method Investments and Joint Ventures [Abstract]  
Investment in Joint Ventures
9. INVESTMENT IN JOINT VENTURES

The Company has a 20% ownership interest in Sovran HHF Storage Holdings LLC (“Sovran HHF”), a joint venture that was formed in May 2008 to acquire self-storage properties that are managed by the Company. The carrying value of the Company’s investment at June 30, 2015 and December 31, 2014 was $45.1 million and $45.2 million, respectively. 25 properties were acquired by Sovran HHF in 2008 for approximately $171.5 million and 14 additional properties were acquired by Sovran HHF in 2014 for $187.2 million. In 2008, the Company contributed $18.6 million to the joint venture as its share of capital required to fund the acquisitions. In 2012 the Company contributed an additional $1.2 million to the joint venture. In 2013 the Company received a return of capital distribution of $3.4 million as part of the refinancing of Sovran HHF. In 2014 the Company contributed an additional $28.6 million to the joint venture as its share of capital required to fund acquisitions. As of June 30, 2015, the carrying value of the Company’s investment in Sovran HHF exceeds its share of the underlying equity in net assets of Sovran HHF by approximately $1.7 million as a result of the capitalization of certain acquisition related costs in 2008. This difference is included in the carrying value of the investment, which is assessed for other-than-temporary impairment on a periodic basis. No other-than-temporary impairments have been recorded on this investment.

The Company has a 15% ownership interest in Sovran HHF Storage Holdings II LLC (“Sovran HHF II”), a joint venture that was formed in 2011 to acquire self-storage properties that are managed by the Company. The carrying value of the Company’s investment at June 30, 2015 and December 31, 2014 was $12.5 million and $12.6 million, respectively. 20 properties were acquired by Sovran HHF II during 2011 for approximately $166.1 million. During 2011, the Company contributed $12.8 million to the joint venture as its share of capital required to fund the acquisitions. Ten additional properties were acquired by Sovran HHF II during 2012 for approximately $29 million. During 2012, the Company contributed $2.4 million to the joint venture as its share of capital required to fund the acquisitions. The carrying value of this investment is assessed for other-than-temporary impairment on a periodic basis and no such impairments have been recorded on this investment.

 

As manager of Sovran HHF and Sovran HHF II, the Company earns a management and call center fee of 7% of gross revenues which totaled $1.2 million and $0.9 million for the three months ended June 30, 2015 and 2014, respectively. The management and call center fees earned by the Company for the six months ended June 30, 2015 and 2014, totaled $2.4 million and $1.8 million, respectively.

The Company’s share of Sovran HHF and Sovran HHF II’s income for the three months ended June 30, 2015 and 2014 was $807,000 and $367,000, respectively. The Company’s share of Sovran HHF and Sovran HHF II’s income for the six months ended June 30, 2015 and 2014 was $1,395,000 and $793,000, respectively.

The Company also has a 49% ownership interest in Iskalo Office Holdings, LLC, which owns the building that houses the Company’s headquarters and other tenants. The carrying value of the Company’s investment is a liability of $0.6 million at June 30, 2015 and $0.5 million at December 31, 2014, and is included in accounts payable and accrued liabilities in the accompanying consolidated balance sheets. For the three months ended June 30, 2015, and 2014, the Company’s share of Iskalo Office Holdings, LLC’s income was $46,000 and $32,000, respectively. For the six months ended June 30, 2015, and 2014, the Company’s share of Iskalo Office Holdings, LLC’s income was $104,000 and $64,000, respectively. The Company paid rent to Iskalo Office Holdings, LLC of $259,000 and $252,000 during the three months ended June 30, 2015 and 2014, respectively. The Company paid rent to Iskalo Office Holdings, LLC of $534,000 and $503,000 during the six months ended June 30, 2015 and 2014, respectively.

A summary of the unconsolidated joint ventures’ financial statements as of and for the six months ended June 30, 2015 is as follows:

 

(dollars in thousands)

   Sovran HHF
Storage
Holdings LLC
     Sovran HHF
Storage
Holdings II LLC
     Iskalo Office
Holdings, LLC
 

Balance Sheet Data:

        

Investment in storage facilities, net

   $ 338,682      $ 183,575      $  —    

Investment in office building

     —          —          4,919  

Other assets

     7,175        4,862        3,238  
  

 

 

    

 

 

    

 

 

 

Total Assets

   $ 345,857      $ 188,437      $ 8,157  
  

 

 

    

 

 

    

 

 

 

Due to the Company

   $ 426      $ 391      $  —    

Mortgages payable

     124,149        102,509        9,137  

Other liabilities

     4,416        2,360        333  
  

 

 

    

 

 

    

 

 

 

Total Liabilities

     128,991        105,260        9,470  

Unaffiliated partners’ equity (deficiency)

     173,493        70,707        (745 )

Company equity (deficiency)

     43,373        12,470        (568 )
  

 

 

    

 

 

    

 

 

 

Total Partners’ Equity (Deficiency)

     216,866        83,177        (1,313 )
  

 

 

    

 

 

    

 

 

 

Total Liabilities and Partners’ Equity (Deficiency)

   $ 345,857      $ 188,437      $ 8,157  
  

 

 

    

 

 

    

 

 

 

Income Statement Data:

        

Total revenues

   $ 19,374      $ 14,657      $ 763  

Property operating expenses

     (6,398 )      (5,107 )      (293 )

Administrative, management and call center fees

     (1,437 )      (1,086 )      —    

Depreciation and amortization of customer list

     (4,320 )      (2,099 )      (114 )

Income tax expense

     (88 )      (18 )      —    

Interest expense

     (2,927 )      (2,652 )      (144 )
  

 

 

    

 

 

    

 

 

 

Net income

   $ 4,204      $ 3,695      $ 212  
  

 

 

    

 

 

    

 

 

 

The Company does not guarantee the debt of Sovran HHF, Sovran HHF II, or Iskalo Office Holdings, LLC.

 

We do not expect to have material future cash outlays relating to these joint ventures outside our share of capital for future acquisitions of properties.