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Investment in Unconsolidated Joint Ventures
12 Months Ended
Dec. 31, 2014
Equity Method Investments and Joint Ventures [Abstract]  
INVESTMENT IN UNCONSOLIDATED JOINT VENTURES
INVESTMENT IN UNCONSOLIDATED JOINT VENTURES
The following information summarizes financial data and principal activities of the Company’s unconsolidated joint ventures. The information included in the following table entitled summary of financial position is as of December 31, 2014 and 2013. The information included in the summary of operations table is for the years ended December 31, 2014, 2013 and 2012 (in thousands).
 
 
Total Assets
 
Total Debt
 
Total Equity
 
Company's Investment
 
SUMMARY OF FINANCIAL POSITION:
2014
 
2013
 
2014
 
2013
 
2014
 
2013
 
2014
 
2013
 
 Terminus Office Holdings
$
288,415

 
$
297,815

 
$
213,640

 
$
215,942

 
$
62,830

 
$
69,867

 
$
32,323

 
$
35,885

 
 EP I LLC
85,228

 
88,130

 
58,029

 
57,092

 
26,671

 
29,229

 
22,905

 
25,319

 
 EP II LLC
42,772

 
12,644

 
12,735

 
1

 
24,969

 
11,695

 
19,905

 
9,566

 
 Charlotte Gateway Village, LLC
130,272

 
135,966

 
35,530

 
52,408

 
92,808

 
82,373

 
11,218

 
11,252

 
 HICO Victory Center LP
9,962

 

 

 

 
9,962

 

 
7,572

 

 
 CL Realty, L.L.C.
7,264

 
7,602

 

 

 
7,042

 
7,374

 
3,546

 
3,704

 
 Temco Associates, LLC
6,910

 
8,474

 

 

 
6,709

 
8,315

 
3,027

 
4,083

 
 Cousins Watkins LLC

 
51,653

 

 
27,710

 

 
23,081

 

 
17,213

 
 Wildwood Associates
16,400

 
21,127

 

 

 
16,389

 
21,121

 
(1,106
)
(1)
(1,689
)
(1)
 Crawford Long - CPI, LLC
29,946

 
32,042

 
75,000

 
75,000

 
(45,762
)
 
(44,295
)
 
(21,931
)
(1)
(21,071
)
(1)
 Other
1,411

 
1,931

 

 

 
979

 
1,700

 
2

 
60

 
 
$
618,580

 
$
657,384

 
$
394,934

 
$
428,153

 
$
202,597

 
$
210,460

 
$
77,461

 
$
84,322

 
 
 
Total Revenues
 
Net Income (Loss)
 
Company's Share of Net 
Income (Loss)
SUMMARY OF OPERATIONS:
2014
 
2013
 
2012
 
2014
 
2013
 
2012
 
2014
 
2013
 
2012
 Terminus Office Holdings
$
39,531

 
$
33,109

 
$

 
$
663

 
$
(408
)
 
$

 
$
308

 
$
(182
)
 
$

 EP I LLC
12,049

 
8,261

 
796

 
2,583

 
100

 
(441
)
 
1,937

 
75

 
(330
)
 EP II LLC

 

 

 

 

 

 

 

 

 Charlotte Gateway Village, LLC
33,903

 
33,281

 
32,901

 
11,645

 
10,693

 
9,704

 
1,176

 
1,176

 
1,176

 HICO Victory Center LP

 

 

 

 

 

 

 

 

 CL Realty, L.L.C.
1,573

 
1,603

 
2,667

 
1,069

 
1,027

 
1,068

 
542

 
524

 
221

 Temco Associates, LLC
2,155

 
630

 
702

 
495

 
96

 
(65
)
 
(6
)
 
(12
)
 
(236
)
 Cousins Watkins LLC
4,415

 
5,483

 
5,575

 
8,286

 
55

 
(24
)
 
4,168

 
2,306

 
2,397

 Wildwood Associates
3,329

 

 
1

 
(1,704
)
 
(151
)
 
(139
)
 
2,097

 
(75
)
 
(70
)
 Crawford Long - CPI, LLC
11,945

 
11,829

 
11,579

 
2,775

 
2,827

 
2,508

 
1,407

 
1,372

 
1,248

 MSREF/ Cousins Terminus 200 LLC
(19
)
 
1,197

 
12,265

 
14

 
(235
)
 
(1,069
)
 
3

 
(69
)
 
(215
)
 Palisades West LLC

 

 
15,401

 

 
(27
)
 
5,330

 

 

 
25,547

 Ten Peachtree Place Associates

 

 
2,488

 

 

 
20,895

 

 

 
7,843

 CP Venture Five LLC

 
20,192

 
30,007

 

 
3,075

 
3,943

 
(17
)
 
17,070

 
1,059

 CP Venture Two LLC

 
12,965

 
19,533

 

 
7,033

 
10,473

 

 
21,590

 
1,208

 CF Murfreesboro Associates
4

 
8,067

 
13,152

 
4

 
48,953

 
602

 
(390
)
 
23,553

 
16

 Other
441

 
490

 
1,271

 
(473
)
 
(144
)
 
(147
)
 
43

 
(3
)
 
(606
)
 
$
109,326

 
$
137,107

 
$
148,338

 
$
25,357

 
$
72,894

 
$
52,638

 
$
11,268

 
$
67,325

 
$
39,258

(1) Negative balances are included in deferred income on the balance sheets.
Terminus Office Holdings LLC ("TOH") – In 2013, TOH, a 50-50 joint venture between the Company and institutional investors advised by J.P. Morgan Asset Management ("JPM"), was formed for the purpose of owning and operating two office buildings in Atlanta, Georgia. See note 3 for further details. TOH has two non-recourse mortgage loans totaling $213.6 million that mature on January 1, 2023. The weighted average interest rate on these fixed rate loans is 4.69%. The Company does not consolidate TOH because the Company and its partner share decision making abilities and have joint control over the venture. Operating cash flows and proceeds from capital transactions of TOH are allocated to the partners equally until JPM receives an agreed upon return, after which the Company may receive an additional promoted interest. The assets of the venture in the above table include a cash balance of $7.9 million at December 31, 2014.
EP I LLC (“EP I”) – EP I is a joint venture between the Company, with a 75% ownership interest, and Lion Gables Realty Limited Partnership (“Gables”), with a 25% ownership interest, for the purpose of developing and operating Emory Point, the first phase of a mixed-use property in Atlanta, Georgia. The Company does not consolidate EP I because the Company and Gables share decision making abilities and have joint control over the venture. Operating cash flows and proceeds from capital transactions of EP I are allocated to the partners pro rata based on their percentage ownership interests. EP I has a non-recourse construction loan with and outstanding balance $58.0 million at December 31, 2014, and the loan bears interest at LIBOR plus 1.75%. The assets of the venture in the above table include a cash balance of $917,000 at December 31, 2014.
EP II LLC (“EP II”) – In 2013, EP II was formed between the Company, with a 75% ownership interest, and Lion Gables Realty Limited Partnership (“Gables”), with a 25% ownership interest, for the purpose of developing and operating Emory Point II, the second phase of a mixed-use property in Atlanta, Georgia. The Company does not consolidate EP II because the Company and Gables share decision making abilities and have joint control over the venture. Operating cash flows and proceeds from capital transactions of EP II are allocated to the partners pro rata based on their percentage ownership interests. EP II has a construction loan to provide for up to$46.0 million to fund construction, $12.7 million of which was outstanding at December 31, 2014, and the loan bears interest at LIBOR plus 1.85%. The loan matures October 9, 2016 and may be extended for two, one-year periods if certain conditions are met. The Company and Gables guarantee up to $8.6 million and $2.9 million of the construction loan, respectively. These guarantees may be eliminated after project completion, based on certain conditions. The assets of the venture in the above table include a cash balance of $175,000 at December 31, 2014.
Charlotte Gateway Village, LLC (“Gateway”) – Gateway is a 50-50 joint venture between the Company and Bank of America Corporation (“BOA”), which owns and operates Gateway Village, a 1.1 million square foot office building in Charlotte, North Carolina. The project is 100% leased to BOA through December 1, 2016. Gateway’s net income or loss and cash distributions are allocated to the members as follows: first to the Company so that it receives a cumulative compounded return equal to 11.46% on its capital contributions, second to BOA until it receives an amount equal to the aggregate amount distributed to the Company, and then 50% to each member. The Company’s total project return on Gateway is ultimately limited to an internal rate of return of 17% on its invested capital. Gateway has a non-recourse mortgage loan with an outstanding balance at December 31, 2014 of $35.5 million, a maturity of December 1, 2016 and an interest rate of 6.41%. The assets of the venture in the above table include a cash balance of $3.2 million at December 31, 2014.
HICO Victory Center LP ("HICO") – In 2014, HICO, a joint venture between the Company and Hines Victory Center Associates Limited Partnership ("Hines"), was formed for the purpose of acquiring and subsequently developing an office parcel in Dallas, Texas. Pursuant to the joint venture agreement, all pre-development expenditures, other than land, are funded equally by the partners. The Company is required to fund 75% of the cost of land while Hines is required to fund 25%. If the partners decide to commence construction of an office building, the capital accounts and economics of the venture will be adjusted such that the Company will effectively own at least 90% of the venture and Hines will own up to 10%. As of December 31, 2014 the Company accounts for its investment in HICO under the equity method because it does not control the activities of the venture. If the partners decide to construct an office building within the venture, the Company expects to consolidate the venture. The Company's investment in HICO at December 31, 2014 includes its share of pre-development expenditures and its share of land purchased by the venture.
CL Realty, L.L.C. (“CL Realty”) – CL Realty, a 50-50 joint venture between the Company and Forestar Realty Inc. ("Forestar"), was one of two ventures through which the Company operated the majority of its residential land business. In the first quarter of 2012, CL Realty sold substantially all of its assets to Forestar. At December 31, 2014, CL Realty owned one parcel of land in Texas and mineral rights associated with one project in Texas. The assets of the venture in the above table include a cash balance of $413,000 at December 31, 2014.
Temco Associates, LLC (“Temco”) – Temco, a 50-50 joint venture between the Company and Forestar, was one of two ventures through which the Company operated the majority of its residential land business. In the first quarter of 2012, Temco sold substantially all of its assets to Forestar. At December 31, 2014, Temco owned various parcels of land and a golf course. The assets of the venture in the above table include a cash balance of $196,000 at December 31, 2014.
Cousins Watkins LLC ("CW") – CW was a joint venture between the Company and Watkins Retail Group (“Watkins”), for the purpose of owning and operating four retail centers in Tennessee and Florida. In 2014, CW sold substantially all of its assets and made a distribution of $19.8 million to the Company. Income from unconsolidated joint ventures includes the Company's share of the gain on the sale of these assets of $2.2 million.
Wildwood Associates (“Wildwood”) – Wildwood is a 50-50 joint venture between the Company and IBM which owns 27 acres of undeveloped land in the Wildwood Office Park in Atlanta, Georgia. In 2014, Wildwood sold a tract of land resulting in the Company recognizing income from unconsolidated joint ventures of $2.1 million. Of this income, $582,000 represents recognition of deferred income associated with Wildwood's negative investment. At December 31, 2014, the Company’s investment in Wildwood was a credit balance of $1.1 million. This credit balance resulted from cumulative distributions from Wildwood over time that exceeded the Company’s basis in its contributions, and essentially represents deferred gain not recognized at venture formation. This credit balance will decline as the venture’s remaining land is sold. The Company does not have any obligation to fund Wildwood’s working capital needs.
Crawford Long—CPI, LLC (“Crawford Long”) – Crawford Long is a 50-50 joint venture between the Company and Emory University and owns the Emory University Hospital Midtown Medical Office Tower, a 358,000 square foot medical office building located in Atlanta, Georgia. Crawford Long has a $75.0 million 3.5% fixed rate mortgage note, which matures on June 1, 2023. Upon closing of the new mortgage note in 2013, the Company received a distribution of $14.3 million from the joint venture. The assets of the venture in the above table include a cash balance of $812,000 at December 31, 2014.
MSREF/Cousins Terminus 200 LLC (“MSREF/T200”) – MSREF/T200 was a joint venture between the Company and Morgan Stanley, which owned and operated Terminus 200, a 566,000 square foot office building in the Buckhead district of Atlanta, Georgia. At December 31, 2012, the Company held a 20% interest in MSREF/T200 and Morgan Stanley held an 80% interest. In 2013, the Company purchased Terminus 200 from MSREF/T200. See note 3 for further details.
CP Venture Five LLC (“CPV Five”) – The Company held a 11.5% effective ownership interest in CPV Five, which owned five retail properties totaling 1.2 million rentable square feet; three in Atlanta, Georgia and two in Viera, Florida. In 2013, the Company sold its interest in CP Venture Two LLC and CPV Five to its partner and recognized a gain totaling $37.0 million.
CP Venture Two LLC (“CPV Two”) – The Company held a 10.4% effective ownership interest in CPV Two, which at December 31, 2012 owned three retail properties totaling 934,000 rentable square feet. In 2013, the Company sold its interest in CPV Two and CPV Five to its partner and recognized a gain totaling $37.0 million. During 2012, CPV Two sold Presbyterian Medical Plaza, a 69,000 square foot office building in Charlotte, North Carolina for a gain, the Company's share of which was $167,000.
CF Murfreesboro Associates (“CF Murfreesboro”) – CF Murfreesboro was a 50-50 joint venture between the Company and an affiliate of Faison Associates. CF Murfreesboro owned and operated The Avenue Murfreesboro, a 751,000 square foot retail center located in Nashville, Tennessee. In 2013, CF Murfreesboro sold The Avenue Murfreesboro, the venture's only asset. The Company recognized a gain on this transaction through income from unconsolidated joint ventures of $23.5 million.
Palisades West LLC (“Palisades”) – The Company held a 50% interest in Palisades, which owned and operated two office buildings totaling 373,000 square feet in Austin, Texas. In 2012, the Company sold its interest in Palisades to its 50% partner and recognized a $23.3 million gain on the sale.
Ten Peachtree Place Associates (“TPPA”) – TPPA was a 50-50 joint venture between the Company and a wholly-owned subsidiary of The Coca-Cola Company. TPPA owned Ten Peachtree Place, a 260,000 square foot office building located in Atlanta, Georgia. In 2012, Ten Peachtree Place was sold for $45.3 million to an unrelated third party. The Company recognized a gain on this transaction through income from unconsolidated entities of $7.3 million.
The Company recognized $5.2 million, $7.8 million, and $8.7 million of development, leasing, and management fees, including salary and expense reimbursements, from unconsolidated joint ventures in 2014, 2013 and 2012, respectively. See note 2, fee income, for a discussion of the accounting treatment for fees and reimbursements from unconsolidated joint ventures.