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CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS
6 Months Ended
Jun. 30, 2016
Related Party Transactions [Abstract]  
CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS
NOTE 15 - CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS
In the ordinary course of its business operations, the Company has sponsored and manages investment entities.  Additionally, it has ongoing relationships with several related entities.  The following table details these receivables and payables (in thousands):
 
June 30,
2016
 
December 31,
2015
Receivables from managed entities and related parties, net:
 
 
 
Real estate investment entities
$
17,222

 
$
21,146

Commercial finance investment entity (1)

 
1,289

Financial fund management investment entities
1,714

 
1,582

Other
178

 
319

RSO
2,126

 
2,331

Loan to CVC Credit Partners
2,730

 

Receivables from managed entities and related parties, net
$
23,970

 
$
26,667

 
 
 
 
Payables due to managed entities and related parties:
 

 
 

Real estate investment entities (2) 
$
4,330

 
$
3,110

Other
35

 
35

Payables to managed entities and related parties
$
4,365

 
$
3,145

 
(1)
Reflects the liquidation of the remaining LEAF Financial commercial lease investment partnership in May 2016 and the corresponding assumption of the fund's net assets, including the portfolio of leases and loans, in settlement of the receivable due from the fund.
(2)
Includes $4.2 million and $3.0 million in self-insurance funds provided by the Company's real estate investment entities as of June 30, 2016 and December 31, 2015, respectively, which are held in escrow by the Company to cover claims.
The Company receives fees, dividends and reimbursed expenses from several related/managed entities.  In addition, the Company reimburses related entities for certain operating expenses.  The following table details those activities (in thousands):
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2016
 
2015
 
2016
 
2015
Fees from unconsolidated investment entities:
 
 
 
 
 
 
 
Real estate (1) 
$
1,365

 
$
1,774

 
$
4,521

 
$
3,891

Financial fund management
654

 
785

 
1,428

 
1,567

RSO:
 
 
 
 
 
 
 
  Management, incentive and servicing fees
2,808

 
3,188

 
6,553

 
6,420

     Dividends paid
300

 
458

 
600

 
916

     Reimbursement of costs and expenses
1,599

 
1,642

 
2,636

 
2,713

CVC Credit Partners:
 
 
 
 
 
 
 
Reimbursement of net costs and expenses
127

 
246

 
346

 
475

Opportunity REIT I:
 
 
 
 
 
 
 
Fees
4,636

 
8,667

 
9,253

 
14,972

Reimbursement of costs and expenses
1,155

 
934

 
2,430

 
1,822

Dividends paid
44

 
29

 
88

 
44

Opportunity REIT II:
 
 
 
 
 
 
 
Fees
6,992

 
1,732

 
11,782

 
2,744

Reimbursement of costs and expenses
779

 
762

 
1,357

 
1,499

Dividends paid
21

 
13

 
41

 
20

Innovation Office REIT:
 
 
 
 
 
 
 
     Reimbursement of costs and expenses
431

 

 
1,052

 

LEAF:
 
 
 
 
 
 
 
Payment for sub-servicing the commercial finance investment partnerships (2)

 
(18
)
 

 
(41
)
Reimbursement of net costs and expenses
51

 
41

 
87

 
77

1845 Walnut Associates Ltd:
 
 
 
 
 
 
 
Payment for rent and related expenses
(214
)
 
(209
)
 
(428
)
 
(416
)
Property management fees
66

 
38

 
113

 
76

Brandywine Construction & Management, Inc.:
 
 
 
 
 
 
 
Payment for property management of hotel property
(89
)
 
(81
)
 
(141
)
 
(133
)
Atlas Energy, L.P.:
 
 
 
 
 
 
 
Reimbursement of net costs and expenses
24

 
11

 
53

 
24

Ledgewood P.C.:
 
 
 
 
 
 
 
Payment for legal services 
(33
)
 
(55
)
 
(68
)
 
(89
)
Graphic Images, LLC:
 
 
 
 
 
 
 
Payment for printing services
(88
)
 
(36
)
 
(114
)
 
(84
)
9 Henmar LLC:
 
 
 
 
 
 
 
Payment of broker/consulting fees 
(13
)
 
(14
)
 
(16
)
 
(17
)
 
(1)
Includes the reduction of discounts previously recorded of $136,000 and $130,000 for the three and six months ended June 30, 2016 and $3,000 and $210,000 and three and six June 30, 2015, respectively, in connection with management fees from the Company's real estate investment entities that have been received or are expected to be received sooner than originally projected.
(2)
The Company waived management fees from its commercial finance investment entities of $0 and $7,000 during the three and six months ended June 30, 2016 and $31,000 and $80,000 during the three and six months ended June 30, 2015.
    
Relationship with RSO.  Since March 2005, the Company has had a management agreement with RSO pursuant to which it provides certain services, including investment management and certain administrative services, to RSO.  The agreement, which had an original maturity date of March 31, 2009, continues to renew automatically for one-year terms unless at least two-thirds of the independent directors or a majority of the outstanding common shareholders agree to not renew it.  The Company receives a base management fee, incentive compensation, property management fees and reimbursement for out-of-pocket expenses.  The base management fee is equal to 1/12th of the amount of RSO’s equity, as defined by the management agreement, multiplied by 1.50%.  In October 2009, February 2010 and March 2012, the management agreement was further amended such that RSO directly reimburses the Company for the wages and benefits of RSO's chief financial officer as well as an executive officer who devotes all of his time to serve as RSO’s chairman of the board, and a sufficient number of accounting professionals, each of whom will be exclusively dedicated to RSO's operations (number and amounts charged are reviewed and approved by RSO's Board of Directors), and a director of investor relations who is 50% dedicated to RSO's operations.  In August 2010, the agreement was further amended to reduce the incentive management fee earned by the Company for any fees paid directly by RSO to employees, agents and/or affiliates of the Company with respect to profits earned by a taxable REIT subsidiary of RSO.
The Company earned a $2.3 million structuring and placement fee for underwriting a European CLO with a total par value of €413.0 million for an unrelated third-party collateral manager. RSO purchased €12.5 million of the subordinated note tranche of this CLO.
Relationship with Opportunity REIT I. As of June 30, 2016 and December 31, 2015, the Company had a receivable/ (prepayment) of $(106,000) and $277,000, respectively, from Opportunity REIT I for reimbursement of operating costs and expenses.

Relationship with Opportunity REIT II. As of June 30, 2016 and December 31, 2015, the Company had a receivable of $205,000 and $4.9 million, respectively, from Opportunity REIT II for offering costs and operating expense reimbursements.

Relationship with Innovation Office REIT. As of June 30, 2016 and December 31, 2015 the Company had a receivable of $4.3 million and $2.4 million, respectively, from the Innovation Office REIT for reimbursement of offering costs and expenses.

Relationship with Resource Apartment REIT III. As of June 30, 2016 and December 31, 2015 the Company had a receivable of $1.4 million and $739,000, respectively, from the Resource Apartment REIT III for reimbursement of offering costs and expenses.
Relationship with CVC Credit Partners. On January 13, 2016, the Company entered into a new loan agreement with CVC Credit Partners which provides for borrowings of up to €3.6 million with interest accruing at the Euro Interbank Offered Rate ("EURIBOR") plus 7%. In February 2016 and March 2016, CVC Credit Partners borrowed a total of €2.4 million under this new loan. The Company has consulted with hedging and derivative professionals and has utilized hedging instruments in order to minimize FX exposure.
In February 2014, the Company loaned a non-executive employee $300,000 under a promissory note bearing interest at 3-month LIBOR plus 3%, resetting annually. In December 2014, the Company amended the terms of the note to provide for an initial repayment of $50,000 plus accrued interest, which was paid on March 15, 2015. The remaining principal and interest was repaid in full prior to the final due date on March 8, 2016.