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VARIABLE INTEREST ENTITIES, CONTINGENT LIABILITIES AND CONSOLIDATED JOINT VENTURES | 12 Months Ended
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Dec. 31, 2017
VARIABLE INTEREST ENTITIES, CONTINGENT LIABILITIES AND CONSOLIDATED JOINT VENTURES |
VARIABLE INTEREST ENTITIES, CONTINGENT LIABILITIES AND CONSOLIDATED JOINT VENTURES | NOTE 7—VARIABLE INTEREST ENTITIES, CONTINGENT LIABILITIES AND CONSOLIDATED JOINT VENTURES Variable Interest Entities—Ground Leases The Company determined that with respect to the properties identified in the table below, it has a variable interest through its ground leases and the three owner/operators (which are affiliated with one another) are VIEs because their equity investment at risk is insufficient to finance its activities without additional subordinated financial support. The Company further determined that it is not the primary beneficiary of any of these VIEs because the Company has shared power over certain activities that most significantly impact the owner/operator's economic performance (i.e., shared rights on the sale of the property) and therefore, does not consolidate these VIEs for financial statement purposes. Accordingly, the Company accounts for these investments as land and the revenues from the ground leases as Rental income, net. Such rental income amounted to $3,702,000, $2,361,000 and $1,280,000 during 2017, 2016 and 2015, respectively. Included in these amounts is rental income for a similarly structured transaction for a property located in Sandy Springs, Georgia, amounting to $308,000 and $419,000 during 2016 and 2015, respectively, which the Company sold in June 2016 (see Note 5). The following chart details the Company's VIEs through its ground leases and the aggregate carrying amount and maximum exposure to loss as of December 31, 2017 (dollars in thousands):
Description of Property(a) |  | Date Acquired |  | Land Contract Purchase Price |  | # Units in Apartment Complex |  | Owner/ Operator Mortgage from Third Party(b) |  | Type of Exposure |  | Carrying Amount and Maximum Exposure to Loss |
The Meadows Apartments, |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Lakemoor, Illinois |  | March 24, 2015 |  | $ | 9,300 |  |  | 496 |  | $ | 51,380 | (c) | Land |  | $ | 9,592 |
The Briarbrook Village Apartments, |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Wheaton, Illinois |  | August 2, 2016 |  |  | 10,530 |  |  | 342 |  |  | 39,411 |  | Land |  |  | 10,536 |
The Vue Apartments, |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Beachwood, Ohio |  | August 16, 2016 |  |  | 13,896 |  |  | 348 |  |  | 67,444 |  | Land |  |  | 13,901 |
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Totals |  |  |  | $ | 33,726 |  |  | 1,186 |  | $ | 158,235 |  |  |  | $ | 34,029 |
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(a) | Simultaneously with each purchase, the Company entered into a triple net ground lease with affiliates of Strategic Properties of North America, the owner/operators of these properties.
(b) | Simultaneously with the closing of each acquisition, the owner/operator obtained a mortgage from a third party which, together with the Company's purchase of the land, provided substantially all of the funds to acquire the complex. The Company provided its land as collateral for the respective owner/operator's mortgage loans; accordingly, each land position is subordinated to the applicable mortgage. No other financial support has been provided by the Company to the owner/operator.
(c) | In November 2017, the owner/operator closed on a $7,556 supplemental mortgage (the original mortgage was for $43,824). In connection therewith, the Company agreed to subordinate its fee interest to this second mortgage in exchange for a payment by the owner/operator to the Company of $5,906 as a fixed rent payment which was recorded as deferred income and will be included in rental income over the term of the lease.
Pursuant to the terms of the ground lease for the Wheaton, Illinois property, the owner/operator is obligated to make certain unit renovations as and when units become vacant. Cash reserves to cover such renovation work, received by the Company in conjunction with the purchase of the property, are disbursed when the unit renovations are completed. The related cash reserve balance for this property was $443,000 and $643,000 at December 31, 2017 and 2016, respectively, and is classified as Restricted cash on the consolidated balance sheets. Variable Interest Entities—Consolidated Joint Ventures With respect to the six consolidated joint ventures in which the Company holds between an 85% to 95% interest, the Company has determined that such ventures are VIEs because the non-controlling interests do not hold substantive kick-out or participating rights. In each of these six joint ventures, the Company has determined it is the primary beneficiary of the VIE as it has the power to direct the activities that most significantly impact each joint venture's performance including management, approval of expenditures, and the obligation to absorb the losses or rights to receive benefits. Accordingly, the Company has consolidated the operations of these joint ventures for financial statement purposes. The joint ventures' creditors do not have recourse to the assets of the Company other than those held by these joint ventures. The following is a summary of the consolidated VIEs' carrying amounts and classification in the Company's consolidated balance sheets, none of which are restricted (amounts in thousands):
|  | December 31, |
|  | 2017 |  | 2016 |
Land |  | $ | 17,844 |  | $ | 17,844 |
Buildings and improvements, net of accumulated depreciation of $3,811 and $2,732, respectively |  |  | 31,789 |  |  | 32,535 |
Cash |  |  | 1,145 |  |  | 1,796 |
Unbilled rent receivable |  |  | 1,011 |  |  | 775 |
Unamortized intangible lease assets, net |  |  | 1,241 |  |  | 1,595 |
Escrow, deposits and other assets and receivables |  |  | 948 |  |  | 1,355 |
Mortgages payable, net of unamortized deferred financing costs of $442 and $539, respectively |  |  | 32,252 |  |  | 33,121 |
Accrued expenses and other liabilities |  |  | 870 |  |  | 893 |
Unamortized intangible lease liabilities, net |  |  | 2,015 |  |  | 2,200 |
Accumulated other comprehensive loss |  |  | (1 | ) |  | (70 | )
Non-controlling interests in consolidated joint ventures |  |  | 1,742 |  |  | 1,794 |
At December 31, 2017 and 2016, MCB Real Estate, LLC and its affiliates ("MCB") are the Company's joint venture partner in four consolidated joint ventures in which the Company has aggregate equity investments of approximately $9,705,000 and $10,522,000, respectively. The Company's equity investment in its two other consolidated joint ventures is approximately $7,395,000 and $7,440,000 at December 31, 2017 and 2016, respectively. In October 2016, the Company purchased MCB's 5% interest in a consolidated joint venture that owns a property in Deptford, New Jersey and obtained 100% ownership. The $436,000 difference between the purchase price paid of $446,000 and the non-controlling interest's share of the net assets of the property was accounted for as a reduction to paid-in capital. Distributions to each joint venture partner are determined pursuant to the applicable operating agreement and may not be pro rata to the equity interest each partner has in the applicable venture.

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