2. Investment in Woodbridge Holdings, LLC

On April 2, 2013, BBX Capital invested $71.75 million in Woodbridge in exchange for a 46% equity interest in Woodbridge. The investment was made in connection with Woodbridge’s acquisition on April 2, 2013 of the publicly held shares of Bluegreen. BFC holds the remaining 54% of Woodbridge’s outstanding equity interests and is the majority member of Woodbridge. Since BFC is the majority owner of Woodbridge, BBX Capital’s investment in Woodbridge is accounted for under the equity method. In connection with BBX Capital’s investment in Woodbridge, BBX Capital and BFC entered into an Amended and Restated Operating Agreement of Woodbridge, which sets forth BBX Capital’s and BFC’s respective rights as members of Woodbridge and provides, among other things, for unanimity on certain specified “major decisions” and for distributions to be made on a pro rata basis in accordance with BBX Capital’s and BFC’s percentage equity interests in Woodbridge.

The following is activity related to BBX Capital’s investment in Woodbridge, which is accounted for under the equity method (in thousands):



		For the Three Months Ended
		March 31,
		2016	2015

Investment in Woodbridge - beginning of period	$	75,545	73,026
Equity in earnings of Woodbridge		6,735	5,803
Dividends received from Woodbridge		(4,210)	-
Investment in Woodbridge - end of period	$	78,070	78,829

The Condensed Consolidated Statements of Financial Condition as of the dates indicated of Woodbridge were as follows (in thousands):



		As of
		March 31,	December 31,
		2016	2015
Assets
Cash and restricted cash	$	215,194	172,758
Notes receivable, net		410,401	415,598
Notes receivable from related parties		80,000	80,000
Inventory of real estate		219,983	220,211
Properties and equipment, net		71,654	71,937
Intangible assets, net		61,920	61,977
Other assets		66,453	61,794
Total assets	$	1,125,605	1,084,275
Liabilities and Equity
Accounts payable, accrued liabilities and other	$	116,252	113,473
Deferred tax liabilities, net		120,048	110,202
Notes payable		524,304	503,521
Junior subordinated debentures		150,982	150,485
Total liabilities		911,586	877,681
Total Woodbridge members' equity		168,885	163,397
Noncontrolling interest		45,134	43,197
Total equity		214,019	206,594
Total liabilities and equity	$	1,125,605	1,084,275

The condensed Consolidated Statements of Operations of Woodbridge were as follows (in thousands):



		For the Three Months Ended
		March 31,
		2016	2015
Total revenues	$	144,068	128,430
Total costs and expenses		117,811	105,489
Other income		166	1,066
Income before taxes		26,423	24,007
Provision for income taxes		9,845	8,606
Net income		16,578	15,401
Net income attributable to noncontrolling interest		(1,937)	(2,786)
Net income attributable to Woodbridge		14,641	12,615
BBX Capital 46% equity in earnings of Woodbridge	$	6,735	5,803