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Investments in Unconsolidated Joint Ventures
12 Months Ended
Dec. 31, 2019
Equity Method Investments And Joint Ventures [Abstract]  
Investments in Unconsolidated Joint Ventures

4.Investments in Unconsolidated Joint Ventures

 

 

111 Sutter Street

 

On February 7, 2019, we completed the acquisition of 111 Sutter Street, a 293,000 square foot Class A office building in San Francisco, California. Simultaneously with closing, we brought in a joint venture partner to acquire 51.0% of the equity interest. We have retained the remaining 49.0% equity interest and manage and lease the asset. The purchase price was $227,000,000. In connection with the acquisition, the joint venture completed a $138,200,000 financing of the property. The four-year loan is interest only at LIBOR plus 215 basis points and has three one-year extension options. We began accounting for our investment in 111 Sutter Street, under the equity method, from the date of the acquisition.

 

One Steuart Lane

 

Prior to 2019, our consolidated Residential Development Fund (“RDF”), in which we have a 7.4% interest, owned a 25.0% economic interest in One Steuart Lane, a residential condo development project (the “project”) in San Francisco, California. Accordingly, prior to 2019, our economic interest in the project was 1.9%. In March 2019 and again in September 2019, RDF acquired an additional 10.0% economic interest in the project, in two separate transactions, for an aggregate of $19,110,000. Subsequent to these transactions, RDF economic interest in the project increased to 35.0% and our economic interest (based on our 7.4% ownership) increased to 2.6%. We continue to consolidate our 7.4% interest in RDF and reflect the 92.6% interest we do not own as “noncontrolling interests” in our consolidated financial statements.

 

55 Second Street

 

On August 21, 2019, we acquired a 44.1% equity interest in a joint venture that owns 55 Second Street, a 384,000 square foot Class A office building in San Francisco, California. The transaction valued the property at $401,700,000. In connection with the acquisition, the joint venture assumed the existing $137,500,000 mortgage loan and upsized it by an additional $50,000,000. The $187,500,000 mortgage loan is interest only at a fixed rate of 3.88% and matures in October 2026. We began accounting for our investment in 55 Second Street, under the equity method of accounting, from the date of the acquisition.


 

Market Center

 

On December 11, 2019, we completed the acquisition of Market Center, a two-building Class A office complex comprising 747,000 square feet, in San Francisco, California, through a joint venture in which we own a 67.0% interest. The transaction valued the property at $722,000,000. In connection with the acquisition, the joint venture completed a $402,000,000 financing of the property for an initial term of five years, with two one-year extension options. The loan is interest only at LIBOR plus 150 basis points and was swapped for an all-in fixed rate of 3.07% over the initial term. We began accounting for our investment in Market Center, under the equity method of accounting, from the date of acquisition.

 

 

The following tables summarize our investments in unconsolidated joint ventures as of the dates thereof and the income or loss from these investments for the periods set forth below.

 

 

(Amounts in thousands)

 

Paramount

 

 

As of December 31,

 

 

Our Share of Investments:

 

Ownership

 

 

2019

 

 

2018

 

 

712 Fifth Avenue (1)

 

50.0%

 

 

$

-

 

 

$

-

 

 

Market Center

 

67.0%

 

 

 

219,593

 

 

 

-

 

 

55 Second Street (2)

 

44.1%

 

 

 

95,384

 

 

 

-

 

 

111 Sutter Street

 

49.0%

 

 

 

41,519

 

 

 

-

 

 

60 Wall Street (2)

 

5.0%

 

 

 

19,777

 

 

 

22,353

 

 

One Steuart Lane (2)

 

35.0% (3)

 

 

 

69,536

 

 

 

52,923

 

(4)

Oder-Center, Germany (2)

 

9.5%

 

 

 

3,371

 

 

 

3,587

 

 

Investments in unconsolidated joint ventures

 

 

 

 

 

$

449,180

 

 

$

78,863

 

 

 

 

(Amounts in thousands)

 

For the Year Ended December 31,

 

Our Share of Net (Loss) Income:

 

2019

 

 

2018

 

 

2017

 

712 Fifth Avenue (1)

 

$

1,849

 

 

$

3,901

 

 

$

20,072

 

Market Center

 

 

(744

)

(5)

 

-

 

 

 

-

 

55 Second Street (2)

 

 

(826

)

(5)

 

-

 

 

 

-

 

111 Sutter Street

 

 

(4,394

)

(5)

 

-

 

 

 

-

 

60 Wall Street (2)

 

 

(551

)

 

 

(518

)

 

 

(152

)

One Steuart Lane (2)

 

 

(118

)

 

 

(18

)

 

 

182

 

Oder-Center, Germany (2)

 

 

78

 

 

 

103

 

 

 

83

 

(Loss) income from unconsolidated joint ventures

 

$

(4,706

)

 

$

3,468

 

 

$

20,185

 

 

 

 

(1)

As of December 31, 2019, our basis in the partnership that owns 712 Fifth Avenue, was negative $19,648 resulting from distributions made to us in excess of our share of earnings recognized. Accordingly, we no longer recognize our proportionate share of earnings from the venture because we have no further obligation to fund additional capital to the venture. Instead, we only recognize earnings to the extent we receive cash distributions from the venture.

 

 

(2)

As of December 31, 2019, the carrying amount of our investment in 55 Second Street, 60 Wall Street, One Steuart Lane and Oder Center, Germany is greater than our share of equity in these investments by $583, $2,716, $974, $4,576, respectively, and primarily represents the unamortized portion of our capitalized acquisition costs. Basis differences allocated to depreciable assets are being amortized into “(loss) income from unconsolidated joint ventures” over the estimated useful life of the related assets.

 

 

(3)

Represents RDF’s economic interest in One Steuart Lane.

 

 

(4)

Includes a $7,086 basis adjustment which was recorded upon the adoption of ASU 2017-05 on January 1, 2018.

 

 

(5)

Represents our share of earnings from the date of acquisition through December 31, 2019.

 


 

The following tables provide the combined summarized financial information of our unconsolidated joint ventures as of the dates and for the periods set forth below.

 

 

 

 

 

 

 

 

 

(Amounts in thousands)

As of December 31,

 

Balance Sheets:

2019

 

 

2018

 

Real estate, net

$

2,581,738

 

 

$

1,236,989

 

Cash and cash equivalents and restricted cash

 

75,071

 

 

 

50,834

 

Intangible assets, net

 

172,041

 

 

 

97,658

 

Other assets

 

36,218

 

 

 

40,718

 

Total assets

$

2,865,068

 

 

$

1,426,199

 

 

 

 

 

 

 

 

 

Notes and mortgages payable, net

$

1,648,403

 

 

$

887,882

 

Intangible liabilities, net

 

38,377

 

 

 

-

 

Other liabilities

 

65,759

 

 

 

22,310

 

Total liabilities

 

1,752,539

 

 

 

910,192

 

Equity

 

1,112,529

 

 

 

516,007

 

Total liabilities and equity

$

2,865,068

 

 

$

1,426,199

 

 

 

(Amounts in thousands)

For the Year Ended December 31,

 

Income Statements:

2019

 

 

2018

 

 

2017

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

Rental revenue

$

164,316

 

 

$

140,653

 

 

$

138,805

 

Fee and other income

 

2,108

 

 

 

6,827

 

 

 

1,621

 

Total revenues

 

166,424

 

 

 

147,480

 

 

 

140,426

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

Operating

 

68,491

 

 

 

53,417

 

 

 

51,390

 

Depreciation and amortization

 

68,318

 

 

 

48,452

 

 

 

46,409

 

Total expenses

 

136,809

 

 

 

101,869

 

 

 

97,799

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

Interest and other income, net

 

663

 

 

 

803

 

 

 

381

 

Interest and debt expense

 

(51,113

)

 

 

(39,406

)

 

 

(33,461

)

Unrealized gain on interest rate swaps

 

-

 

 

 

-

 

 

 

1,896

 

Net (loss) income before income taxes

 

(20,835

)

 

 

7,008

 

 

 

11,443

 

Income tax expense

 

(16

)

 

 

(10

)

 

 

(2

)

Net (loss) income

$

(20,851

)

 

$

6,998

 

 

$

11,441