Investments in Equity Affiliates

6 Months Ended

Jun. 30, 2024

Equity Method Investments and Joint Ventures [Abstract]

We account for all investments in equity affiliates under the equity method. A summary of these investments is as follows (in thousands):


	Investments in Equity Affiliates at				UPB of Loans to Equity Affiliates at June 30, 2024
Equity Affiliates	June 30, 2024		December 31, 2023
Arbor Residential Investor LLC	$	25,914	$	32,743	$	—
AMAC Holdings III LLC	15,041		13,591		—
Fifth Wall Ventures	14,446		13,365		—
AWC Real Estate Opportunity Partners I LP	8,702		11,671		13,200
ARSR DPREF I LLC	5,379		5,163		—
Lightstone Value Plus REIT L.P.	1,895		1,895		—
The Park at Via Terrossa	620		—		—
Docsumo Pte. Ltd.	450		450		—
JT Prime	425		425		—
West Shore Café	—		—		1,688
Lexford Portfolio	—		—		—
East River Portfolio	—		—		—
Total	$	72,872	$	79,303	$	14,888

Arbor Residential Investor LLC. During the three and six months ended June 30, 2024, we recorded a loss of $0.8 million and income of $0.8 million, respectively, and during the three and six months ended June 30, 2023, we recorded income of $3.5 million and $2.6 million, respectively, to income from equity affiliates in our consolidated statements of income. Additionally, during both the three and six months ended June 30, 2024, we received cash distributions of $7.7 million, and during both the three and six months ended June 30, 2023, we received cash distributions of $7.5 million, which were classified as returns of capital. At both June 30, 2024 and December 31, 2023, our indirect interest in this business was 12.3%. The allocation of income is based on the underlying agreements, which may be different than our indirect interest, and was 9.2% at both June 30, 2024 and December 31, 2023.

AMAC Holdings III LLC (“AMAC III”). During both the three and six months ended June 30, 2024, we made contributions of $2.6 million, and recorded losses of $0.7 million and $1.2 million, respectively. During the three and six months ended June 30, 2023, we received cash distributions of $0.5 million and $1.1 million, respectively, which were classified as returns of capital, and recorded losses of $0.5 million and $0.9 million, respectively.

Fifth Wall Ventures. During the three and six months ended June 30, 2024, we made contributions of $0.2 million and $0.7 million, respectively, and recorded income of $0.1 million and $0.4 million, respectively. During the three and six months ended June 30, 2023, we made contributions of $0.3 million and $0.6 million, respectively, and recorded a loss of $0.2 million for both periods.

AWC Real Estate Opportunity Partners I LP. In the fourth quarter of 2023, we committed to a $24.0 million investment (of which $13.0 million was funded at December 31, 2023) for an initial 99.0% noncontrolling limited partnership interest in a fund whose objective is to make investments in sustainable affordable housing structures to minority owners, with the intention to bring in additional partners. In addition, we may acquire an economic interest in the general partner and entered into an agreement with the general partner to provide a loan, up to a maximum of $0.9 million, to fund a portion of their 1.0% general partnership interest, of which $0.2 million was funded at June 30, 2024. In the second quarter of 2024, in accordance with the fund's objectives, AWC brought in an additional capital partner who committed to a $25.0 million investment (of which $11.0 million was funded at June 30, 2024) in exchange for a 51.0% non-controlling limited partnership interest and 17.5% of the general partners interest in the fund. This new equity partner diluted our limited partnership interest in the fund to a 49.0% non-controlling limited partnership interest. Additionally, in the second quarter, AWC invested $6.3 million for a 42.0% interest in a newly formed entity, which purchased a group of properties in Houston, Texas that were the collateral for a $100.3 million bridge loan that we foreclosed on simultaneously with the sale. We sold the Houston properties for $101.3 million, which was primarily financed with a new $95.3 million bridge loan we provided at SOFR plus 300 basis points. See Note 3 for details. In the fourth quarter of 2023, this fund also purchased our equity interest in North Vermont Avenue at a discount for $1.3 million, which was recorded as a reduction to our investment in AWC. The remaining $14.3 million of capital invested in the fund was used to purchase four additional qualified investments and to pay for legal and administrative expenses primarily related to the formation of the fund. We provided a $13.0 million Fannie Mae DUS loan and a $13.2 million bridge loan to the owners of the real estate on two of these investments. During the three months ended June 30, 2024, we received net capital distributions of $11.2 million, which were classified as returns of capital, and recorded a loss of $0.2 million, from our investment in AWC to income from equity affiliates in our consolidated statement of income. We also made $0.1 million and $8.5 million of additional contributions to the fund during the three and six months ended June 30, 2024, respectively.

The Park at Via Terrossa. During the six months ended June 30, 2024, we contributed $0.6 million, for a 4.96% interest in a multifamily property.

Lexford Portfolio. During both the three and six months ended June 30, 2024, we received distributions of $4.2 million and during the three and six months ended June 30, 2023, we received distributions of $2.5 million and $7.2 million, respectively, which were classified as returns on capital and recognized as income from equity affiliates.

Equity Participation Interest. During the six months ended June 30, 2023 we received $11.0 million from an equity participation interest on a property that was sold and which we had a loan that previously paid-off, which was recognized as income from equity affiliates.

See Note 17 for details of certain investments described above.