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Investment in Unconsolidated Joint Ventures
 9 Months Ended
Sep. 30, 2023
Equity Method Investments and Joint Ventures [Abstract]  
Investment in Unconsolidated Joint Ventures Investment in Unconsolidated Joint Ventures
Victory Abode Apartments, LLC
On November 16, 2018, our SPC subsidiary formed the Victory Abode Apartments, LLC ("VAA"), a joint venture with the Macquarie Group (“Macquarie”). VAA was formed as a result of a sale of the 50% ownership interest in a portfolio of multifamily properties owned by us in exchange for a 50% voting interest in VAA and a note payable.
In connection with the formation of VAA, ten of the initial properties were subject to an earn-out provision ("Earn Out") that provided for a remeasurement of value after a two-year period following the completion of construction. Upon the formation of VAA, we recorded an initial liability ("Earn Out Obligation") of $10,000 for the advance on the Earn Out that we received from Macquarie. Upon remeasurement, the Earn Out Obligation was determined to be approximately $39,600. In accordance with the joint venture operating agreement, the Earn Out Obligation was paid from our share of distributions from VAA in 2022.
On September 16, 2022, VAA sold 45 of its properties (“VAA Sale Portfolio”) for $1,810,700, resulting in a gain on sale of $738,444 to the joint venture. In connection with the sale, we received an initial distribution of $182,848 from VAA, which included the payment of the remaining balance of the Earn Out Obligation.
On November 1, 2022, we received an additional distribution from VAA, which included the full operational control of the remaining seven properties of VAA (“VAA Holdback Portfolio”) (See Note 11 - Acquisitions) and a cash payment of $204,036.
On March 23, 2023, we received $17,976 from VAA, which represented the remaining distribution of the proceeds from the sale of the VAA Sale Portfolio.
We used our share of the proceeds from the sale of the VAA Sale Portfolio to invest in short-term investments and real estate, pay down our debt and for general corporate purposes.
Gruppa Florentina, LLC
We also own a 20% ownership interest in Gruppa Florentina, LLC ("Milano"), which operates several pizza parlors in Central and Northern California. Milano also has 23 franchised locations, and two operating in Texas under the trade name Angelo & Vito’s Pizzerias.
The following is a summary of our investment in unconsolidated joint ventures:
September 30, 2023December 31, 2022
Assets (1)
Real estate$13,886 $13,140 
Cash, cash equivalents and restricted cash20,449 66,364 
Other assets 56,381 35,938 
   Total assets$90,716 $115,442 
Liabilities and Partners' Capital (1)
Liabilities from discontinued operations$— $8,824 
Mortgage notes payable13,444 16,267 
Other liabilities28,562 13,412 
Our share of partners' capital10,256 27,973 
Outside partner's capital38,454 48,966 
   Total liabilities and partners' capital$90,716 $115,442 
Investment in unconsolidated joint ventures
Our share of partners' capital$10,256 $27,973 
Basis adjustment (2)— 253 
   Total investment in unconsolidated joint ventures$10,256 $28,226 
(1)    These amounts include the assets of VAA of $1,447 and $52,404 at September 30, 2023 and December 31, 2022, respectively, and liabilities of VAA of $93 and $10,812 at September 30, 2023 and December 31, 2022, respectively.
(2)     We amortize the difference between the cost of our investments in unconsolidated joint ventures and the book value of our underlying equity into income on a straight-line basis consistent with the lives of the underlying assets.
The following is a summary of income from our investments in unconsolidated joint ventures:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Revenue (1)
   Rental revenue$— $3,342 $— $11,305 
   Other revenue22,268 15,417 49,532 41,119 
      Total revenue22,268 18,759 49,532 52,424 
Expenses (2)
   Operating expenses16,581 17,335 38,803 53,866 
   Depreciation and amortization534 1,177 1,177 3,499 
   Interest76 5,368 123 17,396 
      Total expenses17,191 23,880 40,103 74,761 
Income (loss) from continuing operations5,077 (5,121)9,429 (22,337)
Income from discontinued operations (3)(78)704,700 743 712,648 
Net income$4,999 $699,579 $10,172 $690,311 
Equity in income from unconsolidated joint ventures$234 $464,143 $2,946 $471,385 
(1)    These amounts include revenue of VAA of $3,591 and $11,932 during the three and nine months ended September 30, 2022.
(2)    These amounts include expenses of VAA of $9,003 and $35,668 during the three and nine months ended September 30, 2022, respectively.
(3)    These amounts represent the net (expense) income of the VAA Sale Portfolio.