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INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURE
12 Months Ended
Dec. 31, 2014
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES  
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES

 

5.  INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES

 

On December 10, 2013, the Company acquired a 50% ownership interest in 35 self-storage facilities located in Texas (34) and North Carolina (1) through a newly-formed joint venture (“HHF”).  HHF paid $315.7 million for these facilities, of which $12.1 million was allocated to the value of the in-place lease intangible.  The Company and the unaffiliated joint venture partner, collectively the “HHF Partners,” each contributed cash equal to 50% of the capital required to fund the acquisition.  HHF was not consolidated as the entity was not determined to be a VIE and the HHF Partners have equal ownership and voting rights in the entity.  The Company accounts for its unconsolidated interest in the real estate venture using the equity method.  The Company’s investment in HHF is included in Investment in real estate venture, at equity on the Company’s consolidated balance sheets and earnings attributed to HHF are presented in Equity in losses of real estate ventures on the Company’s consolidated statements of operations.

 

On May 1, 2014, HHF obtained a $100 million loan secured by the 34 self-storage facilities located in Texas that are owned by the venture. There is no recourse to the Company, subject to customary exceptions to non-recourse provisions. The loan bears interest at 3.59% per annum and matures on April 30, 2021. This financing completed the planned capital structure of HHF and proceeds (net of closing costs) of $99.2 million were distributed proportionately to the partners.

 

On September 26, 2011, the Company contributed $15.4 million in cash for a 50% interest in HSREV, a partnership that owned nine self-storage facilities in Pennsylvania, Virginia, New York, New Jersey and Florida. The other partner held the remaining 50% interest in the partnership.  HSREV was not consolidated because the Company was not the primary beneficiary, the limited partners had the ability to dissolve or remove the Company without cause and the Company did not possess substantive participating rights.  The Company accounted for the unconsolidated interests in its real estate venture using the equity method.  The Company’s investment in HSREV was included in Investment in real estate venture, at equity on the Company’s consolidated balance sheet and earnings attributable to HSREV were presented in Equity in losses of real estate ventures on the Company’s consolidated statements of operations.

 

As explained in note 4, on September 28, 2012, the Company purchased the remaining 50% ownership in HSREV for cash of $21.7 million. In addition, upon taking control of these assets, the Company repaid $59.3 million of mortgage loans related to the facilities.  As noted above, the Company previously accounted for its investment in HSREV using the equity method. As a result, the Company’s original 50% interest was remeasured during 2012 and the Company recorded a gain of approximately $7.0 million, which is reflected in Gain from remeasurement of investment in real estate venture on the accompanying statements of operations.

 

The amounts reflected in the following table are based on the historical financial information of the real estate venture.

 

The following is a summary of the financial position of the HHF venture as of December 31, 2014 and 2013 (in thousands):

 

 

 

December 31,

 

 

 

2014

 

2013

 

 

 

 

 

 

 

Assets

 

 

 

 

 

Storage facilities, net

 

$

291,357 

 

$

302,557 

 

Other assets

 

5,786 

 

11,688 

 

Total assets

 

$

297,143 

 

$

314,245 

 

 

 

 

 

 

 

Liabilities and equity

 

 

 

 

 

Other liabilities

 

$

5,725 

 

$

1,625 

 

Debt

 

100,000 

 

 

Equity

 

 

 

 

 

CubeSmart

 

95,709 

 

156,310 

 

Joint venture partner

 

95,709 

 

156,310 

 

Total liabilities and equity

 

$

297,143 

 

$

314,245 

 

 

The following is a summary of results of operations of the real estate ventures for the years ended December 31, 2014, 2013 and 2012 (in thousands).

 

 

 

Year ended December 31,

 

 

 

2014

 

2013

 

2012

 

 

 

 

 

 

 

 

 

Total revenues

 

$

26,852

 

$

1,600

 

$

7,229

 

Operating expenses

 

11,754

 

1,742

 

3,010

 

Interest expense, net

 

2,522

 

 

2,690

 

Depreciation and amortization

 

25,086

 

2,160

 

2,691

 

Net loss

 

(12,510

)

(2,302

)

(1,162

)

Company’s share of net loss

 

(6,255

)

(1,151

)

(745

)

 

The results of operations above include the periods from December 13, 2013 (date of acquisition) through December 31, 2014 for HHF, and the periods from January 1, 2012 through September 28, 2012 for HSREV, the date of the Company’s acquisition of the remaining 50% interest.