Investments in Unconsolidated Joint Ventures

3 Months Ended

Mar. 31, 2022

Equity Method Investments and Joint Ventures [Abstract]

Investments in Unconsolidated Joint Ventures

Investments in Unconsolidated Joint Ventures:

The Company has made the following recent financings or other events of its unconsolidated joint ventures:

On March 29, 2021, concurrent with the sale of Paradise Valley Mall (see Note 15 – Dispositions), the Company elected to reinvest into the newly formed joint venture at a 5% ownership interest for $3,819 in cash that is accounted for under the equity method of accounting.

On October 26, 2021, the Company's joint venture in The Shops at Atlas Park replaced the existing loan on the property with a new $65,000 loan that bears interest at a floating rate of LIBOR plus 4.15% and matures on November 9, 2026, including extension options. The loan is covered by an interest rate cap agreement that effectively prevents LIBOR from exceeding 3.0% through November 7, 2023.

On December 31, 2021, the Company assigned its joint venture interest in The Shops at North Bridge in Chicago, Illinois to its partner in the joint venture. The assignment included the assumption by the joint venture partner of the Company’s share of the debt owed by the joint venture and no cash consideration was received by the Company. The Company recognized a loss of approximately $28,276 in connection with the assignment.

On December 31, 2021, the Company sold its joint venture interest in the undeveloped property at 443 North Wabash Avenue in Chicago, Illinois to its partner in the joint venture for $21,000. The Company recognized an immaterial gain in connection with the sale.

On February 2, 2022, the Company’s joint venture in FlatIron Crossing replaced the existing $197,011 loan on the property with a new $175,000 loan that bears interest at the Secured Overnight Financing Rate ("SOFR") plus 3.70% and matures on February 9, 2025, including extension options. The loan is covered by an interest rate cap agreement that effectively prevents SOFR from exceeding 4.0% through February 15, 2024.

For the three months ended March 31, 2022, the Company’s joint venture with Seritage Growth Properties (“MS Portfolio LLC”) recorded an impairment loss as a result of shortening the holding periods on certain assets in the joint venture. The Company’s share of the loss was $30,426.

Combined and condensed balance sheets and statements of operations are presented below for all unconsolidated joint ventures.

Combined and Condensed Balance Sheets of Unconsolidated Joint Ventures:


	March 31, 2022		December 31, 2021
Assets(1):
Property, net	$	8,285,434	$	8,289,412
Other assets	734,076		750,629
Total assets	$	9,019,510	$	9,040,041
Liabilities and partners' capital(1):
Mortgage and other notes payable	$	5,650,351	$	5,686,500
Other liabilities	416,675		325,115
Company's capital	1,579,559		1,638,112
Outside partners' capital	1,372,925		1,390,314
Total liabilities and partners' capital	$	9,019,510	$	9,040,041
Investments in unconsolidated joint ventures:
Company's capital	$	1,579,559	$	1,638,112
Basis adjustment(2)	(446,825)		(448,149)
	$	1,132,734	$	1,189,963

Assets—Investments in unconsolidated joint ventures	$	1,263,252	$	1,317,571
Liabilities—Distributions in excess of investments in unconsolidated joint ventures	(130,518)		(127,608)
	$	1,132,734	$	1,189,963

(1) These amounts include assets of $2,747,217 and $2,789,568 of Pacific Premier Retail LLC (the "PPR Portfolio") as of March 31, 2022 and December 31, 2021, respectively, and liabilities of $1,653,762 and $1,661,110 of the PPR Portfolio as of March 31, 2022 and December 31, 2021, respectively.

(2) The Company amortizes the difference between the cost of its investments in unconsolidated joint ventures and the book value of the underlying equity into income on a straight-line basis consistent with the lives of the underlying assets. The amortization of this difference was $2,575 and $2,243 for the three months ended March 31, 2022 and 2021, respectively.

Combined and Condensed Statements of Operations of Unconsolidated Joint Ventures:


	PPR Portfolio		Other Joint Ventures		Total
Three Months Ended March 31, 2022
Revenues:
Leasing revenue	$	43,850	$	155,166	$	199,016
Other	63		7,340		7,403
Total revenues	43,913		162,506		206,419
Expenses:
Shopping center and operating expenses	10,719		57,865		68,584
Leasing expenses	469		1,321		1,790
Interest expense	15,372		35,746		51,118
Depreciation and amortization	24,276		65,177		89,453
Total expenses	50,836		160,109		210,945
Loss on sale or write down of assets, net	—		(58,691)		(58,691)

Net loss	$	(6,923)	$	(56,294)	$	(63,217)
Company's equity in net loss	$	(1,792)	$	(27,305)	$	(29,097)
Three Months Ended March 31, 2021
Revenues:
Leasing revenue	$	36,771	$	149,319	$	186,090
Other	94		16,965		17,059
Total revenues	36,865		166,284		203,149
Expenses:
Shopping center and operating expenses	9,365		58,842		68,207
Leasing expenses	403		1,353		1,756
Interest expense	15,803		37,213		53,016
Depreciation and amortization	24,307		66,540		90,847
Total expenses	49,878		163,948		213,826
Gain on sale or write down of assets, net	—		54		54

Net (loss) income	$	(13,013)	$	2,390	$	(10,623)
Company's equity in net (loss) income	$	(5,507)	$	7,417	$	1,910

Significant accounting policies used by the unconsolidated joint ventures are similar to those used by the Company.