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Investments in Real Estate Partnerships | 12 Months Ended
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Dec. 31, 2018
Equity Method Investments and Joint Ventures [Abstract] |
Investments in Real Estate Partnerships | Investments in Real Estate Partnerships The Company invests in real estate partnerships, which consist of the following:
| December 31, 2018
(in thousands) | Regency's Ownership |  | Number of Properties |  | Total Investment |  | Total Assets of the Partnership |  | The Company's Share of Net Income of the Partnership |  | Net Income of the Partnership
GRI - Regency, LLC (GRIR) | 40.00% |  | 70 |  | $ | 189,381 |  |  | 1,646,448 |  |  | 29,614 |  |  | 74,139 |
New York Common Retirement Fund (NYC) | 30.00% |  | 6 |  | 54,250 |  |  | 277,626 |  |  | 490 |  |  | 2,239 |
Columbia Regency Retail Partners, LLC (Columbia I) | 20.00% |  | 7 |  | 13,625 |  |  | 141,807 |  |  | 1,311 |  |  | 6,650 |
Columbia Regency Partners II, LLC (Columbia II) | 20.00% |  | 13 |  | 38,110 |  |  | 377,121 |  |  | 4,673 |  |  | 23,367 |
Cameron Village, LLC (Cameron) | 30.00% |  | 1 |  | 11,169 |  |  | 98,633 |  |  | 943 |  |  | 3,177 |
RegCal, LLC (RegCal) | 25.00% |  | 7 |  | 31,235 |  |  | 139,844 |  |  | 1,542 |  |  | 6,167 |
US Regency Retail I, LLC (USAA) | 20.01% |  | 7 |  | — |  |  | 89,524 |  |  | 937 |  |  | 4,685 |
Other investments in real estate partnerships | 9.375% - 50.00% |  | 9 |  | 125,231 |  |  | 456,828 |  |  | 3,464 |  |  | 8,661 |
Total investments in real estate partnerships |  |  | 120 |  | $ | 463,001 |  |  | 3,227,831 |  |  | 42,974 |  |  | 129,085 |
| December 31, 2017
(in thousands) | Regency's Ownership |  | Number of Properties |  | Total Investment |  | Total Assets of the Partnership |  | The Company's Share of Net Income of the Partnership |  | Net Income of the Partnership
GRI - Regency, LLC (GRIR) | 40.00% |  | 70 |  | $ | 198,521 |  |  | 1,656,068 |  |  | 27,440 |  |  | 69,211 |
New York Common Retirement Fund (NYC) | 30.00% |  | 6 |  | 53,277 |  |  | 284,412 |  |  | 686 |  |  | 2,757 |
Columbia Regency Retail Partners, LLC (Columbia I) | 20.00% |  | 6 |  | 7,057 |  |  | 130,836 |  |  | 3,620 |  |  | 18,233 |
Columbia Regency Partners II, LLC (Columbia II) | 20.00% |  | 12 |  | 13,720 |  |  | 329,992 |  |  | 1,530 |  |  | 7,690 |
Cameron Village, LLC (Cameron) | 30.00% |  | 1 |  | 11,784 |  |  | 99,808 |  |  | 850 |  |  | 2,917 |
RegCal, LLC (RegCal) | 25.00% |  | 7 |  | 27,829 |  |  | 138,717 |  |  | 1,403 |  |  | 5,613 |
US Regency Retail I, LLC (USAA) | 20.01% |  | 7 |  | — |  |  | 90,900 |  |  | 4,456 |  |  | 22,299 |
Other investments in real estate partnerships | 50.00% |  | 6 |  | 74,116 |  |  | 154,987 |  |  | 3,356 |  |  | 11,238 |
Total investments in real estate partnerships |  |  | 115 |  | $ | 386,304 |  |  | 2,885,720 |  |  | 43,341 |  |  | 139,958 |
The summarized balance sheet information for the investments in real estate partnerships, on a combined basis, is as follows:
|  | December 31,
(in thousands) |  | 2018 |  | 2017
Investments in real estate, net |  | $ | 3,001,481 |  |  | 2,682,578 |
Acquired lease intangible assets, net |  | 57,053 |  |  | 54,021 |
Other assets |  | 169,297 |  |  | 149,121 |
Total assets |  | $ | 3,227,831 |  |  | 2,885,720 |
Notes payable |  | $ | 1,609,647 |  |  | 1,514,729 |
Acquired lease intangible liabilities, net |  | 49,501 |  |  | 42,466 |
Other liabilities |  | 90,577 |  |  | 70,498 |
Capital - Regency |  | 498,852 |  |  | 445,068 |
Capital - Third parties |  | 979,254 |  |  | 812,959 |
Total liabilities and capital |  | $ | 3,227,831 |  |  | 2,885,720 |
The following table reconciles the Company's capital recorded by the unconsolidated partnerships to the Company's investments in real estate partnerships reported in the accompanying consolidated balance sheet:
|  | December 31,
(in thousands) |  | 2018 |  | 2017
Capital - Regency |  | $ | 498,852 |  |  | 445,068 |
Basis difference |  | (38,064 | ) |  | (37,852 | )
Negative investment in USAA (1) |  | 3,513 |  |  | 11,290 |
Impairment of investment in real estate partnerships |  | (1,300 | ) |  | (1,300 | )
Restricted Gain Method deferral (2) |  | — |  |  | (30,902 | )
Investments in real estate partnerships |  | $ | 463,001 |  |  | 386,304 |
(1) The USAA partnership has distributed proceeds from debt refinancing and real estate sales in excess of Regency's carrying value of its investment resulting in a negative investment balance, which is recorded within Accounts payable and other liabilities in the Consolidated Balance Sheets.
(2) Upon adoption of ASU 2017-05 (ASC Subtopic 610-20) on January 1, 2018, the Company recognized $30.9 million of previously deferred gains through opening retained earnings, as discussed in note 1 to the Consolidated Financial Statements.
The revenues and expenses for the investments in real estate partnerships, on a combined basis, are summarized as follows:
|  | Year ended December 31,
(in thousands) |  | 2018 |  | 2017 |  | 2016
Total revenues |  | $ | 414,631 |  |  | 396,596 |  |  | 364,087 |
Operating expenses: |  |  |  |  |  |
Depreciation and amortization |  | 99,847 |  |  | 99,327 |  |  | 99,252 |
Operating and maintenance |  | 66,299 |  |  | 58,283 |  |  | 52,725 |
General and administrative |  | 5,697 |  |  | 5,582 |  |  | 5,342 |
Real estate taxes |  | 54,119 |  |  | 49,904 |  |  | 42,813 |
Other operating expenses |  | 1,003 |  |  | 2,923 |  |  | 2,356 |
Total operating expenses |  | $ | 226,965 |  |  | 216,019 |  |  | 202,488 |
Other expense (income): |  |  |  |  |  |
Interest expense, net |  | 73,508 |  |  | 73,244 |  |  | 69,193 |
Gain on sale of real estate |  | (16,624 | ) |  | (34,276 | ) |  | (70,907 | )
Early extinguishment of debt |  | — |  |  | — |  |  | 69 |
Other expense (income) |  | 1,697 |  |  | 1,651 |  |  | 2,197 |
Total other expense (income) |  | 58,581 |  |  | 40,619 |  |  | 552 |
Net income of the Partnerships |  | $ | 129,085 |  |  | 139,958 |  |  | 161,047 |
The Company's share of net income of the Partnerships |  | $ | 42,974 |  |  | 43,341 |  |  | 56,518 |
Acquisitions The following table provides a summary of shopping centers and land parcels acquired through our unconsolidated real estate partnerships:
(in thousands) |  | Year ended December 31, 2018
Date Purchased |  | Property Name |  | City/State |  | Property Type |  | Co-investment Partner |  | Ownership % |  | Purchase Price |  | Debt Assumed, Net of Premiums |  | Intangible Assets |  | Intangible Liabilities
01/02/18 |  | Ballard Blocks I |  | Seattle, WA |  | Operating |  | Other |  | 49.90% |  | $ | 54,500 |  |  | — |  |  | 3,668 |  |  | 2,350 |
01/02/18 |  | Ballard Blocks II |  | Seattle, WA |  | Development |  | Other |  | 49.90% |  | 4,000 |  |  | — |  |  | — |  |  | — |
01/05/18 |  | The District at Metuchen |  | Metuchen, NJ |  | Operating |  | Columbia II |  | 20.00% |  | 33,830 |  |  | — |  |  | 3,147 |  |  | 1,905 |
05/18/18 |  | Crossroads Commons II |  | Boulder, CO |  | Operating |  | Columbia I |  | 20.00% |  | 10,500 |  |  | — |  |  | 447 |  |  | 769 |
09/07/18 |  | Ridgewood Shopping Center |  | Raleigh, NC |  | Operating |  | Columbia II |  | 20.00% |  | 45,800 |  |  | 10,233 |  |  | 3,372 |  |  | 2,278 |
12/17/18 |  | Shoppes at Bartram Park |  | Jacksonville, FL |  | Operating (1) |  | Other |  | 50.00% |  | 984 |  |  | — |  |  | — |  |  | — |
12/14/18 |  | Town and Country Center |  | Los Angeles, CA |  | Operating |  | Other |  | 9.38% |  | 197,248 |  |  | 90,000 |  |  | 3,255 |  |  | 5,650 |
Total property acquisitions |  | $ | 346,862 |  |  | 100,233 |  |  | 13,889 |  |  | 12,952 |
(1) Land parcels purchased as additions to the existing operating property.
(in thousands) |  | Year ended December 31, 2017
Date Purchased |  | Property Name |  | City/State |  | Property Type |  | Co-investment Partner |  | Ownership % |  | Purchase Price |  | Debt Assumed, Net of Premiums |  | Intangible Assets |  | Intangible Liabilities
10/11/17 |  | Midtown East |  | Raleigh, NC |  | Development |  | Other |  | 50.00% |  | $ | 15,075 |  |  | — |  |  | — |  |  | — |
Total property acquisitions |  | $ | 15,075 |  |  | — |  |  | — |  |  | — |
Dispositions The following table provides a summary of shopping centers and land parcels disposed of through our unconsolidated real estate partnerships:
|  | Year ended December 31,
(in thousands) |  | 2018 |  | 2017 |  | 2016
Proceeds from sale of real estate investments |  | $ | 27,144 |  |  | 73,122 |  |  | 174,090 |
Gain on sale of real estate |  | $ | 16,624 |  |  | 34,276 |  |  | 70,907 |
The Company's share of gain on sale of real estate |  | $ | 3,608 |  |  | 6,591 |  |  | 25,003 |
Number of operating properties sold |  | 1 |  |  | 3 |  |  | 10 |
Number of land out-parcels sold |  | 2 |  |  | 1 |  |  | 1 |
Notes Payable Scheduled principal repayments on notes payable held by our unconsolidated investments in real estate partnerships as of December 31, 2018 were as follows:
Scheduled Principal Payments and Maturities by Year: |  | Scheduled Principal Payments |  | Mortgage Loan Maturities |  | Unsecured Maturities |  | Total |  | Regency’s Pro-Rata Share
2019 |  | $ | 20,062 |  |  | 65,939 |  |  | — |  |  | 86,001 |  |  | 22,294 |
2020 |  | 17,043 |  |  | 326,583 |  |  | — |  |  | 343,626 |  |  | 101,841 |
2021 |  | 11,048 |  |  | 269,942 |  |  | 19,635 |  |  | 300,625 |  |  | 104,375 |
2022 |  | 7,811 |  |  | 170,702 |  |  | — |  |  | 178,513 |  |  | 68,417 |
2023 |  | 2,989 |  |  | 171,608 |  |  | — |  |  | 174,597 |  |  | 65,096 |
Beyond 5 Years |  | 7,353 |  |  | 529,637 |  |  | — |  |  | 536,990 |  |  | 175,032 |
Net unamortized loan costs, debt premium / (discount) |  | — |  |  | (10,705 | ) |  | — |  |  | (10,705 | ) |  | (3,082 | )
Total notes payable |  | $ | 66,306 |  |  | 1,523,706 |  |  | 19,635 |  |  | 1,609,647 |  |  | 533,973 |
These fixed and variable rate loans are all non-recourse, and mature through 2034, with 92.4% having a weighted average fixed interest rate of 4.6%. The remaining notes payable float over LIBOR and had a weighted average variable interest rate of 4.6% at December 31, 2018. Maturing loans will be repaid from proceeds from refinancing, partner capital contributions, or a combination thereof. The Company is obligated to contribute its pro-rata share to fund maturities if the loans are not refinanced, and it has the capacity to do so from existing cash balances, availability on its line of credit, and operating cash flows. The Company believes that its partners are financially sound and have sufficient capital or access thereto to fund future capital requirements. In the event that a co-investment partner was unable to fund its share of the capital requirements of the co-investment partnership, the Company would have the right, but not the obligation, to loan the defaulting partner the amount of its capital call. Management fee income In addition to earning our pro-rata share of net income or loss in each of these co-investment partnerships, we receive fees, as follows:
|  | Year ended December 31,
(in thousands) |  | 2018 |  | 2017 |  | 2016
Asset management, property management, leasing, and investment and financing services |  | $ | 27,873 |  |  | 25,260 |  |  | 24,595 |

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- Definition The entire disclosure for equity method investments and joint ventures. Equity method investments are investments that give the investor the ability to exercise significant influence over the operating and financial policies of an investee. Joint ventures are entities owned and operated by a small group of businesses as a separate and specific business or project for the mutual benefit of the members of the group. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 323 -URI http://asc.fasb.org/topic&trid=2196965 + Details
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