Variable Interest Entities

6 Months Ended

Jun. 30, 2015

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Consolidated VIEs

At June 30, 2015 and December 31, 2014, one of our real estate joint ventures, whose activities primarily consisted of owning and operating 15 neighborhood/community shopping centers located in Texas, was determined to be VIE. Based on a financing agreement that is guaranteed solely by us, we have determined that we are the primary beneficiary and have consolidated this joint venture.

A summary of our consolidated VIE is as follows (in thousands):



	June 30, 2015		December 31, 2014
Maximum Risk of Loss ⁽¹⁾	$	37,178	$	37,178
Assets Held by VIEs	56,058		63,984
Assets Held as Collateral for Debt	53,577		61,850

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(1)	The maximum risk of loss has been determined to be limited to our debt exposure for the real estate joint venture.

Restrictions on the use of these assets are significant because they serve as collateral for the VIE's debt, and we would generally be required to obtain our partner's approval in accordance with the joint venture agreement for any major transactions. Transactions with this joint venture on our consolidated financial statements have been primarily limited to changes in noncontrolling interests and reductions in debt from our partner's contributions. In May 2015, the joint venture agreement was amended to reflect an additional contribution of $43 million made by us to the joint venture in the form of a preferred equity arrangement. The amended agreement specified that these funds were to be used by the joint venture to pay down debt that became due. This arrangement provided the most favorable economics, including financing and taxation considerations, to the joint venture, as well as to us. We and our partner are subject to the provisions of the joint venture agreement which include provisions for when additional contributions may be required to fund operating cash shortfalls and unplanned capital expenditures. Currently, no additional contributions are planned.

Unconsolidated VIEs

At June 30, 2015 and December 31, 2014, one unconsolidated real estate joint venture was determined to be a VIE through the issuance of a secured loan, since the lender had the ability to make decisions that could have a significant impact on the success of the entity. A summary of our unconsolidated VIE is as follows (in thousands):



	June 30, 2015		December 31, 2014
Investment in Real Estate Joint Ventures and Partnerships, net ⁽¹⁾	$	11,224	$	11,464
Maximum Risk of Loss ⁽²⁾	10,992		10,992

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(1)	The carrying amount of the investment represents our contributions to the real estate joint venture, net of any distributions made and our portion of the equity in earnings of the joint venture.


(2)	The maximum risk of loss has been determined to be limited to our debt exposure for the real estate joint venture.

We and our partner are subject to the provisions of the joint venture agreement that specify conditions, including operating shortfalls and unplanned capital expenditures, under which additional contributions may be required.