Real Estate

Real estate consists of:



	Third Quarter-End			Year-End
	2014			2013
	(In thousands)
Entitled, developed and under development projects	$	342,553		$	361,687
Undeveloped land (includes land in entitlement)	94,241			86,367
Commercial and income producing properties
Carrying value	184,977			99,476
Less: accumulated depreciation	(29,966		)	(28,066		)
Net carrying value	155,011			71,410
	$	591,805		$	519,464

Included in entitled, developed and under development projects are the estimated costs of assets we expect to convey to utility and improvement districts of $66,198,000 at third quarter-end 2014 and $62,183,000 at year-end 2013, including $40,045,000 at third quarter-end 2014 and $41,795,000 at year-end 2013 related to our Cibolo Canyons project near San Antonio, Texas. These costs relate to water, sewer and other infrastructure assets we have submitted to utility or improvement districts for approval and reimbursement. We submitted for reimbursement to these districts $7,118,000 and $15,713,000 in first nine months 2014 and 2013. We collected reimbursements from these districts of $4,504,000 and $1,840,000 in first nine months 2014 and 2013. We expect to collect the remaining amounts billed when these districts achieve adequate tax basis or otherwise have funds available to support payment.

Also included in entitled, developed and under development projects is our investment in the resort development owned by third parties at our Cibolo Canyons project. We received $4,050,000 and $2,700,000 from the special improvement district in first nine months 2014 and 2013. At third quarter-end 2014, we have $24,067,000 invested in the resort development.

In third quarter 2014, we acquired full ownership in CJUF III, RH Holdings partnership (the Eleven venture), owner of a 257-unit multifamily project in Austin in which we previously held a 25 percent interest, for $21,500,000. The acquisition-date fair value was $55,275,000, including debt of $23,936,000. Our investment in the Eleven venture prior to acquiring our partner’s interest was $2,229,000. We accounted for this transaction as a business combination achieved in stages and as a result, we remeasured our equity method investment in the Eleven venture to its acquisition-date fair value of $9,839,000 and recognized the resulting gain of $7,610,000 in real estate segment earnings. The purchase price allocation related to the acquisition of our partner’s interest in the Eleven venture is preliminary as it is subject to final valuation adjustments. At third quarter-end 2014, we recorded additions to real estate commercial and income producing properties of $53,917,000 and other assets of $992,000 primarily consisting of in-place tenant leases of $865,000. In addition, we recorded a working capital deficit of $979,000 and debt of $23,936,000. In first nine months 2014, we also recorded a $10,476,000 gain associated with a non-monetary exchange of leasehold timber rights on approximately 10,300 acres for 5,400 acres of undeveloped land with a partner in a consolidated venture.

In first nine months 2014, the increase in commercial and income producing properties was principally due to $53,917,000 related to the Eleven multifamily project which is now wholly-owned after acquisition of our partner's interest in the Eleven venture, and $26,110,000 from acquisition of three multifamily development sites. At third quarter-end 2014, commercial and income producing properties principally represents our investment in a 413 guest room hotel in Austin with a carrying value of $29,002,000, our $53,917,000 investment in our 257-unit multifamily property in Austin and our investment in multifamily development sites located in Austin, Charlotte, Dallas and Nashville with a combined carrying value of $58,727,000.