2. Related Party Transactions and Investments in Non-Consolidated Entities

Investment in Sponsored REITs:

At June 30, 2014 and December 31, 2013, the Company held a common stock interest in 13 and 14 Sponsored REITs, respectively, all of which were fully syndicated. The Company holds a non-controlling preferred stock investment in two of these Sponsored REITs, FSP 303 East Wacker Drive Corp. (“East Wacker”) and FSP Grand Boulevard Corp. (“Grand Boulevard”), from which it continues to derive economic benefits and risks.

In September 2006, the Company purchased 48 preferred shares or 4.6% of the outstanding preferred shares of one of its Sponsored REITs, FSP Phoenix Tower Corp (“Phoenix Tower”). On December 20, 2012, the property owned by Phoenix Tower was sold and, thereafter, Phoenix Tower declared and issued a liquidating distribution for its preferred shareholders, from which the Company was entitled to $4,862,000. The Company received $4,752,000 on January 4, 2013 and $96,000 on September 30, 2013. In connection with its common stock ownership of Phoenix Tower, the Company received $10,000 on September 30, 2013. As of June 30, 2014, the Company held a beneficial interest in the Phoenix Tower liquidating trust in the amount of approximately $14,000, which is included in other assets in the accompanying consolidated balance sheet.

Equity in losses of investment in non-consolidated REITs:

The following table includes equity in losses of investments in non-consolidated REITs

	Six Months Ended
	June 30,
(in thousands)	2014		2013
Equity in loss of East Wacker	$	960	$	231
Equity in loss of Grand Boulevard	76		152
	$	1,036	$	383

Equity in losses of investments in non-consolidated REITs is derived from the Company’s share of income or loss in the operations of those entities. The Company exercises influence over, but does not control these entities, and investments are accounted for using the equity method.

Equity in losses of East Wacker is derived from the Company’s preferred stock investment in the entity. In December 2007, the Company purchased 965.75 preferred shares or 43.7% of the outstanding preferred shares of East Wacker for $82,813,000 (which represented $96,575,000 at the offering price net of commissions of $7,726,000, loan fees of $5,553,000 and acquisition fees of $483,000 that were excluded).

Equity in losses of Grand Boulevard is derived from the Company’s preferred stock investment in the entity. In May 2009, the Company purchased 175.5 preferred shares or 27.0% of the outstanding preferred shares of Grand Boulevard for $15,049,000 (which represented $17,550,000 at the offering price net of commissions of $1,404,000, loan fees of $1,009,000 and acquisition fees of $88,000 that were excluded).

The Company recorded distributions of $54,000 from non-consolidated REITs during the six months ended June 30, 2014 and 2013, respectively.

Non-consolidated REITs:

The Company has in the past acquired by merger entities similar to the Sponsored REITs. The Company’s business model for growth includes the potential acquisition, by merger or otherwise, of Sponsored REITs. The Company has no legal or any other enforceable obligation to acquire or to offer to acquire any Sponsored REIT. In addition, any offer (and the related terms and conditions) that might be made in the future to acquire any Sponsored REIT would require the approval of the boards of directors of the Company and the Sponsored REIT and the approval of the shareholders of the Sponsored REIT.

The operating data below for 2014 and 2013 includes operations of the 13 and 15 Sponsored REITs the Company held an interest in as of June 30, 2014 and 2013, respectively.

At June 30, 2014, December 31, 2013 and June 30, 2013, the Company had ownership interests in 13, 14 and 15 Sponsored REITs, respectively. Summarized financial information for these Sponsored REITs is as follows:

	June 30,			December 31,
(in thousands)	2014			2013
Balance Sheet Data (unaudited):
Real estate, net	$	576,861		$	642,105
Other assets	174,425			187,494
Total liabilities	(304,242		)	(321,099		)
Shareholders’ equity	$	447,044		$	508,500

	For the Six Months Ended
	June 30,
(in thousands)	2014			2013
Operating Data (unaudited):
Rental revenues	$	43,162		$	46,691
Other revenues	27			36
Operating and maintenance expenses	(22,234		)	(23,604		)
Depreciation and amortization	(14,109		)	(15,751		)
Interest expense	(6,522		)	(6,805		)
Net income	$	324		$	567

Management fees and interest income from loans:

Asset management fees range from 1% to 5% of collected rents and the applicable contracts are cancelable with 30 days notice. Asset management fee income from non-consolidated entities amounted to approximately $497,000 and $534,000 for the six months ended June 30, 2014 and 2013, respectively.

From time to time the Company may make secured loans (“Sponsored REIT Loans”) to Sponsored REITs in the form of mortgage loans or revolving lines of credit to fund construction costs, capital expenditures, leasing costs and for other purposes. The Company anticipates that each Sponsored REIT Loan will be repaid at maturity or earlier from long term financings of the underlying properties, cash flows from the underlying properties or some other capital event. Each Sponsored REIT Loan is secured by a mortgage on the underlying property and has a term of approximately two to three years, which may be extended from time to time by one year or longer. Except for the mortgage loan which bears interest at a fixed rate, advances under each Sponsored REIT Loan bear interest at a rate equal to the 30-day LIBOR rate plus an agreed upon amount of basis points and most advances also require a 50 basis point draw fee.

The following is a summary of the Sponsored REIT Loans outstanding as of June 30, 2014:


			Maximum		Amount					Interest
		Maturity	Amount		Drawn at		Interest	Draw		Rate at
(dollars in thousands)	Location	Date	of Loan		30-Jun-14		Rate (1)	Fee (2)		30-Jun-14
Sponsored REIT

Secured revolving lines of credit
FSP Highland Place I Corp.	Centennial, CO	31-Dec-14	$	5,500	$	3,395	L+4.4%	0.5	%	4.55	%
FSP Satellite Place Corp.	Duluth, GA	31-Mar-15	5,500		5,500		L+4.4%	0.5	%	4.55	%
FSP 1441 Main Street Corp.	Columbia, SC	31-Mar-15	10,800		9,000		L+4.4%	0.5	%	4.55	%

Secured construction loan
FSP 385 Interlocken Development Corp.	Broomfield, CO	30-Apr-15	42,000		37,541		L+4.4%	n/a		4.55	%

Mortgage loan secured by property
FSP Energy Tower I Corp. (3)	Houston, TX	5-Jul-14	33,000		33,000		6.41%	n/a		6.41	%

			$	96,800	$	88,436

(1) The interest rate is 30-day LIBOR rate plus the additional rate indicated, otherwise a fixed rate.

(2) The draw fee is a percentage of each new advance, and is paid at the time of each new draw.

(3) The loan has a secured fixed mortgage amount of $33,000,000. A loan fee of $300,630 was paid at the time of closing and funding of the loan on July 5, 2012. The borrower also is required to pay the Company an exit fee in the amount of 0.982% of the principal repayment amount. On July 3, 2014 the loan’s maturity date was extended for one year from July 5, 2014 to July 3, 2015 and an extension fee of $108,900 was paid by the borrower to the Company.

The Company recognized interest income and fees from the Sponsored REIT Loans of approximately $2,816,000 and $2,730,000 for the six months ended June 30, 2014 and 2013, respectively.