Real Estate

The Company's real estate assets were comprised of the following ($ in thousands):



	Net Lease			Operating Properties			Land			Total
As of September 30, 2014
Land and land improvements	$	321,668		$	144,854		$	845,614		$	1,312,136
Buildings and improvements	1,254,182			571,833			—			1,826,015
Less: accumulated depreciation and amortization	(360,816		)	(89,974		)	(4,535		)	(455,325		)
Real estate, net	1,215,034			626,713			841,079			2,682,826
Real estate available and held for sale	—			196,597			121,367			317,964
Total real estate	$	1,215,034		$	823,310		$	962,446		$	3,000,790
As of December 31, 2013
Land and land improvements	$	350,817		$	132,934		$	803,238		$	1,286,989
Buildings and improvements	1,346,071			587,574			—			1,933,645
Less: accumulated depreciation and amortization	(338,640		)	(82,420		)	(3,393		)	(424,453		)
Real estate, net	1,358,248			638,088			799,845			2,796,181
Real estate available and held for sale	—			228,328			132,189			360,517
Total real estate	$	1,358,248		$	866,416		$	932,034		$	3,156,698

Real Estate Available and Held for Sale—As of September 30, 2014 and December 31, 2013, the Company had $189.6 million and $221.0 million, respectively, of residential properties available for sale in its operating properties portfolio.

During the nine months ended September 30, 2014, the Company reclassified land with a carrying value of $6.5 million from held for sale to held for investment due to a change in the Company's strategy and its plan to re-entitle the property. The asset is included in "Real estate, net" on the Company's Consolidated Balance Sheets. There were no operations to reclassify on the Company's Consolidated Statements of Operations as a result of this change. During the same period, the Company reclassified units with a carrying value of $56.7 million to held for sale due to the conversion of hotel rooms to residential units to be sold.

Acquisitions—The following acquisitions of real estate were reflected in the Company's Consolidated Statements of Cash Flows for the nine months ended September 30, 2014 and 2013 ($ in thousands):

Explanatory Notes:

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(1)	During the nine months ended September 30, 2014, the Company purchased two residential units for $3.0 million.


(2)	During the nine months ended September 30, 2013, the Company paid $8.8 million to redeem a noncontrolling member's interest.

During the nine months ended September 30, 2014, the Company acquired, via deed-in-lieu, title to three commercial operating properties and a land asset, which had a total fair value of $77.9 million and previously served as collateral for loans receivable held by the Company. No gain or loss was recorded in connection with this transaction. The following table summarizes the Company's pro forma revenues and net income for the three and nine months ended September 30, 2014, as if the acquisition of these properties acquired during the nine months ended September 30, 2014 was completed on January 1, 2013 ($ in thousands):



	For the Three Months Ended September 30,			For the Nine Months Ended September 30,
	2014	2013		2014	2013
Pro forma total revenues	113,486	98,740		356,378	298,811
Pro forma net income (loss)	35,491	(18,921	)	17,306	(66,366	)

From the date of acquisition in May 2014 through September 30, 2014, $5.3 million in total revenues and $1.7 million in net loss associated with the properties were included in the Company’s Consolidated Statements of Operations. The pro forma revenues and net income are presented for informational purposes only and may not be indicative of what the actual results of operations of the Company would have been assuming the transaction occurred on January 1, 2013, nor do they purport to represent the Company’s results of operations for future periods.

During the nine months ended September 30, 2013, the Company acquired, via foreclosure, title to a residential operating property, which previously served as collateral for a loan receivable held by the Company. The Company contributed the residential operating property which had a fair value of $25.5 million, to an entity of which it owns 63%. Based on the control provisions in the partnership agreement, the Company consolidates the entity and reflects its partner's 37% share of equity in "Noncontrolling interests" on the Company's Consolidated Balance Sheets. The acquisition was accounted for at fair value. No gain or loss was recorded in connection with this transaction.

Dispositions—During the nine months ended September 30, 2014 and 2013, the Company sold residential condominiums for total net proceeds of $165.6 million and $222.6 million, respectively, and recorded income from sales of real estate totaling $56.9 million and $68.7 million, respectively. During the nine months ended September 30, 2014, the Company sold residential lots from three of our master planned community properties for proceeds of $11.9 million which had associated cost of sales of $10.0 million. During the same period, the Company also sold properties with a carrying value of $6.8 million for proceeds that approximated carrying value.

During the nine months ended September 30, 2014, the Company sold a commercial operating property with a carrying value of $29.4 million resulting in a gain of $4.6 million. The gain was recorded as "Income from sales of real estate" in the Company's Consolidated Statements of Operations. Additionally, during the same period, the Company sold a net lease asset for net proceeds of $7.8 million. The Company recorded an impairment loss of $3.0 million in connection with the sale.

During the nine months ended September 30, 2014, the Company sold a net lease asset for net proceeds of $93.7 million which approximated carrying value to a newly formed unconsolidated entity. The Company also sold its 72% interest in a previously consolidated entity, which owns a net lease asset subject to a non-recourse mortgage of $26.0 million, for net proceeds of $10.1 million that approximated carrying value. During the same period, the Company contributed land with a carrying value of $9.5 million to a newly formed unconsolidated entity. See Note 6.

During the nine months ended September 30, 2013, the Company sold land for net proceeds of $21.4 million to a newly formed unconsolidated entity in which the Company also received a preferred partnership interest and a 47.5% equity interest. The Company recognized a gain of $3.4 million, reflecting the proportionate share of the sold interest, which was recorded as "Income from sales of real estate" in the Company's Consolidated Statements of Operations.

Additionally, during the nine months ended September 30, 2013, the Company sold four net lease assets with a carrying value of $15.7 million resulting in a net gain of $2.9 million. During the same period, the Company sold five commercial operating properties with a carrying value of $70.5 million resulting in a net gain of $19.1 million. These gains were recorded as "Gain from discontinued operations" in the Company's Consolidated Statements of Operations. The Company also sold other land assets with a carrying value of $8.6 million for proceeds that approximated carrying value. During the nine months ended September 30, 2013, the Company transferred title of net lease assets with a carrying value of $8.7 million to its tenant for consideration that approximated our carrying value.

Discontinued Operations—The Company has elected to early adopt ASU 2014-08 beginning with disposals and classifications of assets as held for sale that occurred after December 31, 2013. During the nine months ended September 30, 2014, there were no disposals or assets classified as held for sale which were individually significant or represented a strategic shift that has (or will have) a major effect on the Company's operations and financial results.

The following table summarizes income (loss) from discontinued operations for the three and nine months ended September 30, 2013 ($ in thousands):



	For the Three Months Ended September 30, 2013			For the Nine Months Ended September 30, 2013
Revenues	$	1,562		$	5,240
Total expenses	(783		)	(2,879		)
Impairment of assets	(524		)	(920		)
Income (loss) from discontinued operations	$	255		$	1,441

Impairments—During the nine months ended September 30, 2014, the Company recorded impairments on real estate assets totaling $21.7 million, of which $15.4 million resulted from continued unfavorable local market conditions for two real estate properties, $3.3 million resulting from changes in business strategy for a residential property and $3.0 million resulting from the sale of a net lease asset.

Tenant Reimbursements—The Company receives reimbursements from tenants for certain facility operating expenses including common area costs, insurance, utilities and real estate taxes. Tenant expense reimbursements were $7.6 million and $23.1 million for the three and nine months ended September 30, 2014, respectively, and $9.1 million and $24.8 million for the three and nine months ended September 30, 2013, respectively. These amounts are included in "Operating lease income" on the Company's Consolidated Statements of Operations.

Allowance for Doubtful Accounts—As of September 30, 2014 and December 31, 2013, the allowance for doubtful accounts related to real estate tenant receivables was $2.4 million and $3.4 million, respectively, and the allowance for doubtful accounts related to deferred operating lease income was $2.4 million and $2.5 million, respectively.

For the Nine Months Ended
September 30,

Acquisitions of real estate assets