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Joint Ventures
9 Months Ended
Sep. 30, 2022
Joint Ventures  
Joint Ventures

4. Joint Ventures

The Company enters into JVs, from time to time, for the purpose of developing real estate and other business activities in which the Company may or may not have a controlling financial interest. GAAP requires consolidation of voting interest entities where the Company has a majority voting interest or control and VIEs in which an enterprise has a controlling financial interest and is the primary beneficiary. A controlling financial interest will have both of the following characteristics: (i) the power to direct the VIE activities that most significantly impact economic performance and (ii) the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company examines specific criteria and uses judgment when determining whether the Company is the primary beneficiary and must consolidate a VIE. The Company continues to evaluate whether it is the primary

beneficiary as needed when assessing reconsideration events. Investments in JVs and limited partnerships in which the Company is not the primary beneficiary, or a voting interest entity where the Company does not have a majority voting interest or control, are accounted for by the equity method.

The timing of cash flows for additional required capital contributions related to the Company’s JVs varies by agreement. Some of the Company’s consolidated and unconsolidated JVs have entered into financing agreements where the Company or its JV partners have provided guarantees. See Note 9. Other Assets, Note 10. Debt, Net and Note 19. Commitments and Contingencies for additional information.

Consolidated Joint Ventures

Mexico Beach Crossings JV

Mexico Beach Crossings JV was formed in January 2022, when the Company entered into a JV agreement to develop, manage and lease apartments in Mexico Beach, Florida. The JV parties are working together to develop and construct the 216-unit apartment community. The community is located on land that was contributed to the JV by the Company. As of September 30, 2022, the Company owned a 75.0% interest in the consolidated JV. The Company’s partner is currently responsible for the construction activities of the JV, but once operational, Watersound Management, LLC (“Watersound Management JV”), the Company’s unconsolidated JV, will be responsible for the day-to-day activities of the JV. The Company approves all major decisions, including project development, annual budgets and financing. The Company determined Mexico Beach Crossings JV is a voting interest entity and that the Company has a majority voting interest as of September 30, 2022.

The Lodge 30A JV

The Lodge 30A JV was formed in July 2020, when the Company entered into a JV agreement to develop and operate a boutique hotel on Scenic County Highway 30A in Seagrove Beach, Florida. The JV parties are working together to develop and construct the 85-room hotel. As of September 30, 2022 and December 31, 2021, the Company owned a 52.8% interest in the consolidated JV. The Company’s partner is currently responsible for the construction activities of the JV, but once operational, a wholly-owned subsidiary of the Company will manage the day-to-day operations of the hotel. The Company has significant involvement in the project design and development and approves all major decisions, including annual budgets and financing. The Company determined The Lodge 30A JV is a VIE and that the Company is the VIE’s primary beneficiary as of September 30, 2022 and December 31, 2021.

Pier Park Resort Hotel JV

Pier Park Resort Hotel JV was formed in April 2020, when the Company entered into a JV agreement to develop and operate an Embassy Suites by Hilton hotel in the Pier Park area of Panama City Beach, Florida. The JV parties are working together to develop and construct the 255-room hotel. As of September 30, 2022 and December 31, 2021, the Company owned a 70.0% interest in the consolidated JV. The Company’s partner is currently responsible for the construction activities of the JV, but once operational, a wholly-owned subsidiary of the Company will manage the day-to-day operations of the hotel. The Company has significant involvement in the project design and development, annual budgets and financing. The Company determined Pier Park Resort Hotel JV is a VIE and that the Company is the VIE’s primary beneficiary as of September 30, 2022 and December 31, 2021.

Pier Park Crossings Phase II JV

Pier Park Crossings Phase II JV was formed in 2019, when the Company entered into a JV agreement to develop, manage and lease a 120-unit apartment community in the Pier Park area of Panama City Beach, Florida. As of September 30, 2022 and December 31, 2021, the Company owned a 75.0% interest in the consolidated JV. The Company’s unconsolidated Watersound Management JV is responsible for the day-to-day activities of the JV. The Company approves all major decisions, including project development, annual budgets and financing. The Company determined Pier Park Crossings Phase II JV is a VIE and that the Company is the VIE’s primary beneficiary as of September 30, 2022 and December 31, 2021.

Watersound Closings JV

Watersound Closings JV was formed in 2019, when the Company entered into a JV agreement to own, operate and manage a real estate title insurance agency business. As of September 30, 2022 and December 31, 2021, the Company owned a 58.0% interest in the consolidated JV. A wholly-owned subsidiary of the Company is the managing member of Watersound Closings JV and is responsible for the day-to-day activities of the business. As the manager of the JV, as well as the majority member, the Company has the power to direct all of the activities of the JV that most significantly impact economic performance. The Company determined Watersound Closings JV is a VIE and that the Company is the VIE’s primary beneficiary as of September 30, 2022 and December 31, 2021.

Watercrest JV

Watercrest JV was formed in 2019, when the Company entered into a JV agreement to develop and operate a 107-unit senior living community in Santa Rosa Beach, Florida. As of September 30, 2022 and December 31, 2021, the Company owned an 87.0% interest in the consolidated JV. A wholly-owned subsidiary of the Company’s JV partner is responsible for the day-to-day activities of the community. However, the Company approves all major decisions, including project development, annual budgets and financing. The Company determined Watercrest JV is a VIE and that the Company is the VIE’s primary beneficiary as of September 30, 2022 and December 31, 2021.

Watersound Origins Crossings JV

Watersound Origins Crossings JV was formed in 2019, when the Company entered into a JV agreement to develop, manage and lease apartments near the entrance to the Watersound Origins residential community. Construction of the 217-unit apartment community was completed in the fourth quarter of 2021. As of September 30, 2022 and December 31, 2021, the Company owned a 75.0% interest in the consolidated JV. The Company’s unconsolidated Watersound Management JV is responsible for the day-to-day activities of the community. The Company approves all major decisions, including project development, annual budgets and financing. The Company determined Watersound Origins Crossings JV is a VIE and that the Company is the VIE’s primary beneficiary as of September 30, 2022 and December 31, 2021.

Pier Park Crossings JV

Pier Park Crossings JV was formed in 2017, when the Company entered into a JV agreement to develop, manage and lease a 240-unit apartment community in the Pier Park area of Panama City Beach, Florida. As of September 30, 2022 and December 31, 2021, the Company owned a 75.0% interest in the consolidated JV. The Company’s unconsolidated Watersound Management JV is responsible for the day-to-day activities of the community. The Company approves all major decisions, including project development, annual budgets and financing. The Company determined Pier Park Crossings JV is a VIE and that the Company is the VIE’s primary beneficiary as of September 30, 2022 and December 31, 2021.

Pier Park North JV

During 2012, the Company entered into a JV agreement with a partner to develop a retail center at Pier Park North. As of September 30, 2022 and December 31, 2021, the Company owned a 60.0% interest in the consolidated JV. A wholly-owned subsidiary of the Company’s JV partner is responsible for the day-to-day activities of the retail center. However, the Company approves all major decisions, including project development, annual budgets and financing. The Company determined the Pier Park North JV is a VIE and that the Company is the VIE’s primary beneficiary as of September 30, 2022 and December 31, 2021.

Unconsolidated Joint Ventures

Investment in unconsolidated joint ventures includes the Company’s investment accounted for using the equity method. The following table presents detail of the Company’s investment in unconsolidated joint ventures and total outstanding debt of unconsolidated JVs:

    

September 30, 

    

December 31, 

2022

2021

Investment in unconsolidated joint ventures

 

  

 

  

Latitude Margaritaville Watersound JV

$

32,468

$

30,040

Sea Sound JV

9,454

10,333

Watersound Fountains Independent Living JV

7,508

7,508

Pier Park TPS JV

 

1,714

 

1,961

Pier Park RI JV (a)

4,263

Busy Bee JV

 

2,238

 

1,621

Electric Cart Watersound JV (b)

682

Watersound Management JV

538

564

Total investment in unconsolidated joint ventures

$

58,865

$

52,027

 

  

 

  

Outstanding debt of unconsolidated JVs

Latitude Margaritaville Watersound JV (c) (d)

$

11,795

$

7,147

Sea Sound JV

38,742

35,047

Watersound Fountains Independent Living JV (d)

18,755

66

Pier Park TPS JV (d)

13,898

14,124

Busy Bee JV

6,088

6,317

Electric Cart Watersound JV (d)

634

Total outstanding debt of unconsolidated JVs

$

89,912

$

62,701

(a)JV was formed in May 2022.
(b)JV was formed in February 2022.
(c)See Note 9. Other Assets for additional information on the $10.0 million secured revolving promissory note the Company entered into with the unconsolidated Latitude Margaritaville Watersound JV.
(d)See Note 19. Commitments and Contingencies for additional information.

The Company's maximum exposure to loss due to involvement in the unconsolidated joint ventures as of September 30, 2022 was $86.9 million, which includes the carrying amounts of the investments, guarantees, promissory note receivable, other receivables, contribution requirements and derivative instruments.

The following table presents detail of the Company’s equity in income (loss) from unconsolidated JVs:

Three Months Ended September 30, 

Nine Months Ended September 30, 

2022

2021

2022

2021

Equity in income (loss) from unconsolidated joint ventures

Latitude Margaritaville Watersound JV

$

2,181

$

(896)

$

2,504

$

(2,497)

Sea Sound JV

(59)

(71)

21

(104)

Pier Park TPS JV

114

279

217

651

Busy Bee JV

210

180

617

372

Electric Cart Watersound JV (a)

17

(3)

Watersound Management JV

18

7

59

8

Total equity in income (loss) from unconsolidated joint ventures

$

2,481

$

(501)

$

3,415

$

(1,570)

(a)JV was formed in February 2022.

Summarized balance sheets for the Company’s unconsolidated JVs are as follows:

September 30, 2022

Latitude Margaritaville Watersound JV

Sea Sound JV

Watersound Fountains Independent Living JV

Pier Park TPS JV

Pier Park RI JV

Busy Bee JV

Electric Cart Watersound JV

Watersound Management JV

Total

ASSETS

Investment in real estate

$

110,144

(a)

$

53,224

$

34,691

$

15,468

$

5,580

$

7,705

$

1,630

$

$

228,442

Cash and cash equivalents

4,185

1,508

279

1,092

2,953

1,231

232

87

11,567

Other assets

2,425

451

8

734

2,006

295

5,919

Total assets

$

116,754

$

55,183

$

34,978

$

17,294

$

8,533

$

10,942

$

2,157

$

87

$

245,928

LIABILITIES AND EQUITY

 

 

 

 

 

 

 

 

 

Debt, net

$

11,610

$

38,676

$

18,133

$

13,615

$

$

6,042

$

553

$

$

88,629

Other liabilities

74,785

713

2,889

251

7

424

267

79,336

Equity

30,359

15,794

13,956

3,428

8,526

4,476

1,337

87

77,963

Total liabilities and equity

$

116,754

$

55,183

$

34,978

$

17,294

$

8,533

$

10,942

$

2,157

$

87

$

245,928

(a)Investment in real estate includes the land contributed to the Latitude Margaritaville Watersound JV at the Company’s historical cost basis and additional completed infrastructure improvements.

December 31, 2021

Latitude Margaritaville Watersound JV

Sea Sound JV

Watersound Fountains Independent Living JV

Pier Park TPS JV

Pier Park RI JV (b)

Busy Bee JV

Electric Cart Watersound JV (c)

Watersound Management JV

Total

ASSETS

Investment in real estate

$

54,034

(a)

$

53,775

$

17,003

$

16,561

$

$

8,005

$

$

$

149,378

Cash and cash equivalents

12,541

760

240

1,913

855

138

16,447

Other assets

1,761

210

187

433

1,044

3,635

Total assets

$

68,336

$

54,745

$

17,430

$

18,907

$

$

9,904

$

$

138

$

169,460

LIABILITIES AND EQUITY

 

 

 

 

 

 

 

 

 

Debt, net

$

7,147

$

34,834

$

66

$

13,839

$

$

6,256

$

$

$

62,142

Other liabilities

36,419

2,653

3,408

1,147

405

44,032

Equity

24,770

17,258

13,956

3,921

3,243

138

63,286

Total liabilities and equity

$

68,336

$

54,745

$

17,430

$

18,907

$

$

9,904

$

$

138

$

169,460

(a)Investment in real estate includes the land contributed to the Latitude Margaritaville Watersound JV at the Company’s historical cost basis and additional completed infrastructure improvements.
(b)JV was formed in May 2022.
(c)JV was formed in February 2022.

Summarized statements of operations for the Company’s unconsolidated JVs are as follows:

Three Months Ended September 30, 2022

Latitude Margaritaville Watersound JV

Sea Sound JV

Watersound Fountains Independent Living JV (a)

Pier Park TPS JV

Pier Park RI JV (a)

Busy Bee JV

Electric Cart Watersound JV

Watersound Management JV

Total

Total revenue

$

50,784

$

1,614

$

$

1,664

$

$

5,090

$

226

$

320

$

59,698

Expenses:

Cost of revenue

42,928

694

884

4,799

189

283

49,777

Other operating expenses

3,561

4

3,565

Depreciation and amortization

79

546

362

115

1,102

Total expenses

46,568

1,240

1,246

4,914

193

283

54,444

Operating income

4,216

374

418

176

33

37

5,254

Other (expense) income:

Interest expense

(56)

(470)

(189)

(41)

(756)

Other income (expense), net

4

(2)

7

293

302

Total other (expense) income

(52)

(472)

(182)

252

(454)

Net income (loss)

$

4,164

$

(98)

$

$

236

$

$

428

$

33

$

37

$

4,800

(a)The project is under construction with no income or loss for the three months ended September 30, 2022.

Three Months Ended September 30, 2021

Latitude Margaritaville Watersound JV

Sea Sound JV

Watersound Fountains Independent Living JV (a)

Pier Park TPS JV

Pier Park RI JV (b)

Busy Bee JV

Electric Cart Watersound JV (c)

Watersound Management JV

Total

Total revenue

$

$

143

$

$

2,252

$

$

4,918

$

$

201

$

7,514

Expenses:

Cost of revenue

147

902

4,386

187

5,622

Other operating expenses

1,572

1,572

Depreciation and amortization

75

75

358

116

624

Total expenses

1,647

222

1,260

4,502

187

7,818

Operating (loss) income

(1,647)

(79)

992

416

14

(304)

Other expense:

Interest expense

(40)

(45)

(193)

(48)

(326)

Other income (expense), net

1

(51)

(50)

Total other expense

(40)

(45)

(192)

(99)

(376)

Net (loss) income

$

(1,687)

$

(124)

$

$

800

$

$

317

$

$

14

$

(680)

(a)The project was under construction with no income or loss for the three months ended September 30, 2021.
(b)The JV was formed in May 2022.
(c)The JV was formed in February 2022.

Nine Months Ended September 30, 2022

Latitude Margaritaville Watersound JV

Sea Sound JV

Watersound Fountains Independent Living JV (a)

Pier Park TPS JV

Pier Park RI JV (a)

Busy Bee JV

Electric Cart Watersound JV

Watersound Management JV

Total

Total revenue

$

82,528

$

4,312

$

$

4,577

$

$

14,399

$

226

$

864

$

106,906

Expenses:

Cost of revenue

68,468

1,629

2,501

13,661

218

746

87,223

Other operating expenses

8,949

13

8,962

Depreciation and amortization

229

1,509

1,087

344

3,169

Total expenses

77,646

3,138

3,588

14,005

231

746

99,354

Operating income (loss)

4,882

1,174

989

394

(5)

118

7,552

Other (expense) income:

Interest expense

(166)

(1,131)

(566)

(132)

(1,995)

Other income (expense), net

4

(7)

11

995

1,003

Total other (expense) income

(162)

(1,138)

(555)

863

(992)

Net income (loss)

$

4,720

$

36

$

$

434

$

$

1,257

$

(5)

$

118

$

6,560

(a)The project is under construction with no income or loss for the nine months ended September 30, 2022.

Nine Months Ended September 30, 2021

Latitude Margaritaville Watersound JV

Sea Sound JV

Watersound Fountains Independent Living JV (a)

Pier Park TPS JV

Pier Park RI JV (b)

Busy Bee JV

Electric Cart Watersound JV (c)

Watersound Management JV

Total

Total revenue

$

$

164

$

$

5,473

$

$

12,452

$

$

263

$

18,352

Expenses:

Cost of revenue

217

2,311

11,365

247

14,140

Other operating expenses

4,508

4,508

Depreciation and amortization

135

76

1,075

347

1,633

Total expenses

4,643

293

3,386

11,712

247

20,281

Operating (loss) income

(4,643)

(129)

2,087

740

16

(1,929)

Other (expense) income:

Interest expense

(120)

(45)

(546)

(145)

(856)

Other income, net

4

205

209

Total other (expense) income

(120)

(45)

(542)

60

(647)

Net (loss) income

$

(4,763)

$

(174)

$

$

1,545

$

$

800

$

$

16

$

(2,576)

(a)The project was under construction with no income or loss for the nine months ended September 30, 2021.
(b)The JV was formed in May 2022.
(c)The JV was formed in February 2022.

Latitude Margaritaville Watersound JV

LMWS, LLC (“Latitude Margaritaville Watersound JV”) was formed in 2019, when the Company entered into a JV agreement to develop a 55+ active adult residential community in Bay County, Florida. Construction is underway on customer homes and town center amenities. As of September 30, 2022, the Latitude Margaritaville Watersound JV had 641 homes under contract and has completed 247 home sale transactions of the total estimated 3,500 homes in the community. The community is located on land that was contributed to the JV by the Company in June 2020. As part of the land contribution, the Company agreed to make certain infrastructure improvements, such that the total contractual value of the land and its improvements total $35.0 million. As of September 30, 2022 and December 31, 2021, the Company’s investment in the unconsolidated Latitude Margaritaville Watersound JV was $32.5 million and $30.0 million, respectively, which includes the net present value of the land contribution, cash contributions, additional completed infrastructure improvements, equity in income and return of land contribution. The initial present value of the land contribution of $16.6 million, was based on the Company’s best estimate of the prevailing market rates for the source of credit using an imputed interest rate of 5.8% and timing of home sales. The Company continues to have a performance obligation to provide agreed upon infrastructure improvements in the vicinity of the contributed land, which will be recognized over time as improvements are completed. As of September 30, 2022, the Company completed $6.0 million of the agreed upon infrastructure improvements. The transaction price was allocated based on the stand-alone selling prices of the land and agreed upon improvements. As of September 30, 2022 and December 31, 2021, the Company owned a 50.0% voting interest in the JV. Each JV member will continue to contribute an equal amount of cash towards the development and construction of the main spine infrastructure and amenities. The Company’s unimproved land contribution and agreed upon infrastructure improvements are being returned at an average of $10,000 per home, as each home is sold by the JV.

Per the JV agreement, the Company, as lender, has provided interest-bearing financing in the form of a $10.0 million secured revolving promissory note (the “Latitude JV Note”) to the Latitude Margaritaville Watersound JV, as borrower, to finance the development of the pod-level, non-spine infrastructure. As of September 30, 2022, there was no

balance outstanding on the Latitude JV Note. As of December 31, 2021, $7.1 million was outstanding on the Latitude JV Note. Future advances, if any, will be repaid by the JV as each home is sold. See Note 9. Other Assets for additional information related to the revolving promissory note. The day-to-day activities of the JV are being managed through a board of managers, with each JV partner having equal voting rights. The Company has determined that Latitude Margaritaville Watersound JV is a VIE, but that the Company is not the primary beneficiary since it does not have the power to direct the activities that most significantly impact the economic performance of the JV. The Company’s investment in the Latitude Margaritaville Watersound JV is accounted for using the equity method. See Note 19. Commitments and Contingencies for additional information related to the guaranty by the Company.

Sea Sound JV

FDSJ Eventide, LLC (“Sea Sound JV”) was formed in January 2020. The Company entered into a JV agreement to develop, construct and manage a 300-unit apartment community near the Breakfast Point residential community in Panama City Beach, Florida. Construction of the community was completed in the first quarter of 2022. As of September 30, 2022 and December 31, 2021, the Company owned a 60.0% interest in the JV. The Company’s partner is responsible for the day-to-day activities of the JV. The Company has determined that Sea Sound JV is a VIE, but that the Company is not the primary beneficiary since it does not have the power to direct the activities that most significantly impact the economic performance of the JV. The Company’s investment in Sea Sound JV is accounted for using the equity method. In January 2020, the JV entered into a $40.3 million loan (the “Sea Sound JV Loan”). The Sea Sound JV Loan bears interest at LIBOR plus 2.2% and matures in January 2024. The loan is secured by the real property and certain other security interests. The Company’s JV partner is the sole guarantor of the Sea Sound JV Loan. As of September 30, 2022 and December 31, 2021, $38.7 million and $35.0 million, respectively, was outstanding on the Sea Sound JV Loan.

Watersound Fountains Independent Living JV

WOSL, LLC (“Watersound Fountains Independent Living JV”) was formed in April 2021. The Company entered into a JV agreement to develop, construct and manage a 148-unit independent senior living community near the Watersound Origins residential community. The three JV parties are working together to develop and construct the project. The community is located on land that was contributed to the JV by the Company in April 2021, with a fair value of $3.2 million. In addition, during 2021, the Company contributed cash of $4.3 million and the JV partners contributed $6.4 million. As of September 30, 2022 and December 31, 2021, the Company owned a 53.8% interest in the JV. The Company’s partners are responsible for the day-to-day activities of the JV. The Company has determined that Watersound Fountains Independent Living JV is a VIE, but that the Company is not the primary beneficiary since it does not have the power to direct the activities that most significantly impact the economic performance of the JV. The Company’s investment in Watersound Fountains Independent Living JV is accounted for using the equity method. See Note 19. Commitments and Contingencies for additional information related to debt guaranteed by the Company.

Pier Park TPS JV

Pier Park TPS, LLC (“Pier Park TPS JV”) was formed in 2018. The Company entered into a JV agreement to develop and operate a 124-room hotel in Panama City Beach, Florida. As of September 30, 2022 and December 31, 2021, the Company owned a 50.0% interest in the JV. The Company’s partner is responsible for the day-to-day activities of the JV. The Company has determined that Pier Park TPS JV is a VIE, but that the Company is not the primary beneficiary since it does not have the power to direct the activities that most significantly impact the economic performance of the JV. The Company’s investment in Pier Park TPS JV is accounted for using the equity method. See Note 19. Commitments and Contingencies for additional information related to debt guaranteed by the Company.

Pier Park JV

Pier Park RI, LLC (“Pier Park RI JV”) was formed in May 2022. The Company entered into a JV agreement to develop and operate a 121-room hotel in Panama City Beach, Florida. The JV parties are working together to develop and construct the project. The hotel is located on land that was contributed to the JV by the Company in September 2022, with a fair value of $1.8 million. In addition, during the nine months ended September 30, 2022, the Company

contributed cash and impact fees of $2.5 million, and the JV partner contributed cash of $4.3 million. As of September 30, 2022, the Company owned a 50.0% interest in the JV. The Company’s partner is responsible for the day-to-day activities of the JV. The Company has determined that Pier Park RI JV is a voting interest entity, but that the Company does not have a majority voting interest. The Company’s investment in Pier Park TPS JV is accounted for using the equity method. In September 2022, the JV entered into a $25.0 million loan (the “Pier Park RI JV Loan”). The Pier Park RI JV Loan bears interest at SOFR plus 2.5% and matures in August 2025. The Pier Park RI JV Loan includes an option for a fixed rate conversion and two options to extend the maturity date by twenty-four months each, upon satisfaction of certain terms and conditions. The loan is secured by the real property and certain other security interests. The Company’s JV partner is the sole guarantor and receives a fee related to the guarantee from the Company based on the Company’s ownership percentage. As of September 30, 2022, there was no principal balance outstanding on the Pier Park RI JV Loan.

Busy Bee JV

SJBB, LLC (“Busy Bee JV”) was formed in 2019, when the Company entered into a JV agreement to construct, own and manage a Busy Bee branded fuel station and convenience store in Panama City Beach, Florida. As of September 30, 2022 and December 31, 2021, the Company owned a 50.0% interest in the JV. The Company’s partner is responsible for the day-to-day activities of the JV. The Company has determined that Busy Bee JV is a VIE, but that the Company is not the primary beneficiary since it does not have the power to direct the activities that most significantly impact the economic performance of the JV. The Company’s investment in the Busy Bee JV is accounted for using the equity method. In November 2019, the JV, entered into a $5.4 million construction loan (the “Busy Bee JV Construction Loan”) and a $1.2 million equipment loan (the “Busy Bee JV Equipment Loan”). The Busy Bee JV Construction Loan and the Busy Bee JV Equipment Loan bear interest at LIBOR plus 1.5%. The Busy Bee JV Construction Loan provides for monthly principal and interest payments with a final balloon payment at maturity in November 2035. The Busy Bee JV Equipment Loan provides for monthly principal and interest payments through maturity in November 2027. The loans are secured by the real and personal property and certain other security interests. The Company’s JV partner is the sole guarantor and receives a fee related to the guarantee from the Company based on the Company’s ownership percentage. The Busy Bee JV entered into an interest rate swap to hedge cash flows tied to changes in the underlying floating interest rate tied to LIBOR for the Busy Bee JV Construction Loan and the Busy Bee JV Equipment Loan. The Busy Bee JV Construction Loan interest rate swap matures on November 12, 2035 and fixed the variable rate debt, initially at $5.4 million amortizing to $2.8 million at swap maturity, to a rate of 2.7%. The Busy Bee JV Equipment Loan interest rate swap matures on November 12, 2027 and fixed the variable rate debt, initially at $1.2 million to maturity, to a rate of 2.1%. As of September 30, 2022 and December 31, 2021, $5.2 million and $5.3 million, was outstanding on the Busy Bee JV Construction Loan. As of September 30, 2022 and December 31, 2021, $0.9 million and $1.1 million, respectively, was outstanding on the Busy Bee JV Equipment Loan.

Electric Cart Watersound JV

SJECC, LLC (“Electric Cart Watersound JV”) was formed in February 2022, when the Company entered into a JV agreement to develop, construct, lease, manage and operate a golf cart and low speed vehicle “LSV” business at the new Watersound West Bay Center adjacent to the Latitude Margaritaville Watersound residential community in Bay County, Florida. This land was contributed to the JV by the Company in February 2022, with a fair value of $0.5 million. In addition, during 2022 the Company contributed cash of $0.2 million and the JV partner contributed cash of $0.6 million. The Watersound West Bay Center location is currently under development. The JV is operating from temporary facilities. An additional sales showroom will be located at the Watersound Town Center near the Watersound Origins residential community on property to be leased to the JV by the Company. As of September 30, 2022, the Company owned a 51% interest in the JV. The Company is currently responsible for the construction activities of the JV and the Company’s JV partner manages the day-to-day operations of the business. The Company has determined Electric Cart Watersound JV is a VIE, but that the Company is not the primary beneficiary since it does not have the power to direct the activities that most significantly impact the economic performance of the JV. The Company’s investment in Electric Cart Watersound JV is accounted for using the equity method. See Note 19. Commitments and Contingencies for additional information related to debt guaranteed by the Company.

Watersound Management JV

Watersound Management, LLC was formed in June 2021. During 2021, the Company purchased an interest in Watersound Management, LLC for $0.5 million to form a JV to lease, manage and operate multi-family housing developments for which the JV is the exclusive renting and management agent. In addition, the Company and its JV partner each contributed cash of less than $0.1 million. As of September 30, 2022 and December 31, 2021, the Company owned a 50.0% interest in the JV. The day-to-day activities of the JV are being managed through a board of managers, with each JV partner having equal voting rights. The Company has determined that Watersound Management JV is a voting interest entity, but that the Company does not have a majority voting interest. The Company’s investment in Watersound Management JV is accounted for using the equity method.