XML 28 R14.htm IDEA: XBRL DOCUMENT v3.24.0.1
Investment in Unconsolidated Joint Ventures
12 Months Ended
Dec. 31, 2023
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, 2023 and 2022 ($ in thousands).
SUMMARY OF FINANCIAL POSITION
Total AssetsTotal DebtTotal Equity (Deficit)Company's Investment 
2023202220232022202320222023 2022 
Operating Properties:
AMCO 120 WT Holdings, LLC$80,694 $81,136 $ $— $78,642 $80,509 $14,506 $14,856 
Crawford Long - CPI, LLC (1)22,001 22,857 82,316 62,856 (62,562)(39,691)(31,066)(2)(19,173)(2)
Under Development:
Neuhoff Holdings LLC (3)477,780 321,338 219,780 115,940 226,303 177,734 124,543 93,647 
Land:
715 Ponce Holdings LLC9,325 8,333  — 9,324 8,332 4,782 4,261 
Sold and Other:
HICO Victory Center LP 158  —  5,818  75 
$589,800 $433,822 $302,096 $178,796 $251,707 $232,702 $112,765 $93,666 
(1)In May 2023, Crawford Long - CPI, LLC refinanced the mortgage loan for the Medical Offices at Emory Hospital property.
(2)These negative balances are included in deferred income on the consolidated balance sheets.
(3)
Neuhoff Holdings LLC has a construction loan with a borrowing capacity up to $312.7 million and an interest rate based on the Secured Overnight Financing Rate ("SOFR") plus 3.45%, with a minimum rate of 3.60%.

The information included in the summary of operations table is for the years ended December 31, 2023, 2022, and 2021 ($ in thousands).
SUMMARY OF OPERATIONS
Total RevenuesNet Income (Loss)Company's Income (Loss)
from Investment
202320222021202320222021202320222021
Operating Properties:
AMCO 120 WT Holdings, LLC$11,407 $10,844 $8,894 $2,822 $3,245 $639 $562 $632 $115 
Crawford Long - CPI, LLC 13,097 13,298 13,118 3,692 4,530 4,032 1,709 2,117 1,869 
Under Development:
Neuhoff Holdings LLC214 140 51 (120)94 51 (77)47 25 
Land:
715 Ponce Holdings LLC268 287 84 177 183 55 88 91 27 
Sold and Other:
Carolina Square Holdings LP 12,071 16,518 48 503 2,187 24 164 982 
HICO Victory Center LP 92 232 (14)6,735 232 (7)4,546 125 
Austin 300 Colorado Project, LP  33 8,747  17 2,012  972 
DC Charlotte Plaza LLLP  (5)15,217  (28)5,491  (36)2,539 
Other  — 378  (1)218  131 147 
$24,986 $36,760 $63,239 $6,605 $15,278 $14,917 $2,299 $7,700 $6,801 
Joint Ventures with Operating Properties
AMCO 120 WT Holdings, LLC ("AMCO") AMCO is a joint venture between the Company, with a 20% interest, and affiliates of AMLI Residential, with an 80% interest, formed to develop, own, and operate 120 West Trinity, a mixed-use property in Decatur, Georgia. The property contains 52,000 square feet of commercial space and 330 apartment units. The assets of the venture in the above table include a cash balance of $1.5 million at December 31, 2023.
Crawford Long—CPI, LLC ("Crawford Long") — Crawford Long is a 50-50 joint venture between the Company and Emory University that owns Emory University Hospital Midtown, a 358,000 square foot medical office building located in Atlanta, Georgia. In May 2023, Crawford Long refinanced the mortgage loan for the Medical Offices at Emory Hospital property. This $83.0 million interest-only mortgage loan has a fixed interest rate of 4.80% and matures in June 2032. The assets of the venture in the above table include a cash balance of $2.9 million at December 31, 2023.
Joint Ventures with Properties Under Development
Neuhoff Holdings LLC ("Neuhoff") Neuhoff is a 50-50 joint venture between the Company and Neuhoff Acquisition LLC formed for the purpose of developing a $563.0 million mixed-use property in Nashville, Tennessee. The project consists of 448,000 square feet of commercial space and 542 apartment units. The Company made an initial contribution of $35.1 million for its interest in the land and development costs incurred prior to joint venture formation. In addition to the existing assets of the joint venture, Neuhoff also has rights to adjacent parcels for future development. In September 2021, the joint venture closed on a construction loan with a borrowing capacity up to $312.7 million that matures in September 2025 with one 12-month extension, subject to conditions. In April 2023, the interest rate on the loan changed from the London Interbank Offered Rate ("LIBOR") to SOFR plus 3.45%, with a minimum rate of 3.60%. Prior to April 2023, the loan bore interest at London Interbank Offering Rate ("LIBOR") plus 3.45%. The assets of the venture in the above table include a cash balance of $507,000 at December 31, 2023.
Joint Ventures with Land Holdings
715 Ponce Holdings LLC ("715 Ponce") 715 Ponce is a 50-50 joint venture between the Company and 715 Acquisition LLC formed for the purpose of a future development in Midtown Atlanta, Georgia. The Company made an initial contribution of $4.0 million for its interest in the land held by the joint venture. The assets of the venture in the above table include a cash balance of $42,000 at December 31, 2023.
Sold and Other Joint Ventures
Carolina Square Holdings LP ("Carolina Square") — Carolina Square was a 50-50 joint venture between the Company and NR 123 Franklin LLC, that owned and operated a mixed-use property in Chapel Hill, North Carolina. In September 2022, the Company sold its 50% interest in Carolina Square to its partner for a gross sales price of $105.0 million. The Company recognized a gain of $56.3 million on the sale of its interest in Carolina Square, net of $179,000 of state income tax.
HICO Victory Center LP ("HICO") HICO is a joint venture between the Company and Hines Victory Center Associates Limited Partnership ("Hines Victory"), which owned a land parcel in Dallas, Texas. The Company funded 75% of the cost of land while Hines Victory funded 25%. Pursuant to the joint venture agreement, all predevelopment expenditures, other than land, were funded equally by the partners. In June 2022, HICO sold the land parcel for a gross price of $23.1 million. The Company's share of the $6.8 million gain from the transaction was $4.5 million and is included in income from unconsolidated joint ventures on the statements of operations. The Company accounted for its investment in HICO under the equity method because it did not control the activities of the venture.
Austin 300 Colorado Project, LP ("300 Colorado") 300 Colorado was a 50-50 joint venture between the Company, 3C Block 28 Partners, LP, and 3C RR Xylem, LP, formed to develop, own, and operate a 369,000 square foot office property in Austin, Texas. In December 2021, the Company purchased the remaining 50% interest from its partners for a gross price of $162.5 million. As a result, the Company consolidated 300 Colorado and recorded the assets and liabilities at fair value on the transaction date. The construction loan was paid off concurrent with the Company's purchase of its partners' interest. Upon consolidation, the Company recognized a $62.5 million gain on this acquisition achieved in stages and recorded this amount in gain on investment property transactions.
DC Charlotte Plaza LLLP ("Charlotte Plaza") — Charlotte Plaza was a 50-50 joint venture between the Company and Dimensional Fund Advisors, formed to develop, own, and operate DFA's 281,000 square foot regional headquarters building in Charlotte, North Carolina. In September 2021, the Company sold its interest in Charlotte Plaza for a gross price of $60.8 million. The sale was triggered by the exercise of the partner's purchase option as stipulated in the partnership
agreement. The Company recognized a gain of $13.1 million on the sale of its interest in Charlotte Plaza and recorded this amount in gain on sales of investments in unconsolidated joint ventures.
At December 31, 2023, the Company's unconsolidated joint ventures had aggregate outstanding indebtedness to third parties of $302.1 million. The above mortgage loan is non-recourse to the Company, however, the Company does provide a customary “non-recourse carve-out guaranty”. With respect to the Neuhoff construction loan, the Company and its 50-50 partner guarantee their respective halves of the borrower’s obligations to pay certain required equity contributions and project carrying costs, as well as timely completion of project construction; and the Company and its partner provide a customary non-recourse carve-out guaranty.
The Company recognized $1.2 million, $2.8 million, and $3.3 million of development, leasing, and management fees, including salary and expense reimbursements, from unconsolidated joint ventures in 2023, 2022, and 2021, respectively.