General form of registration statement for all companies including face-amount certificate companies

Investment in and Advances to Unconsolidated Joint Ventures

v3.20.4
Investment in and Advances to Unconsolidated Joint Ventures
9 Months Ended 12 Months Ended
Sep. 30, 2020
Dec. 31, 2019
Dec. 31, 2018
Landsea Homes [Member]      
Investment in and Advances to Unconsolidated Joint Ventures
  6. Investment in and Advances to Unconsolidated Joint Ventures

 

As of September 30, 2020 and December 31, 2019, the Company had ownership percentage interests of 51% and 25% in two unconsolidated joint ventures, LS-NJ Port Imperial JV LLC and LS-Boston Point LLC, and concluded that these joint ventures were VIEs. The Company concluded that it was not the primary beneficiary of the variable interest entities and, accordingly, accounted for these entities under the equity method of accounting. The Company's maximum exposure to loss is limited to the investment in the unconsolidated joint venture amounts included on the consolidated balance sheets.

 

The condensed combined balance sheets for the Company’s unconsolidated joint ventures accounted for under the equity method are as follows:

 

    September 30, 2020     December 31, 2019  
    (dollars in thousands)  
Cash and cash equivalents   $ 12,039     $ 6,159  
Real estate inventories     48,489       98,811  
Investment in unconsolidated joint venture           225  
Other assets     25       339  
Total assets   $ 60,553     $ 105,534  
                 
Accounts payable   $ 188     $ 1,892  
Accrued expenses and other liabilities     3,550       2,957  
Due to affiliates     647       482  
EB-5 notes payable     7,000       21,000  
Total liabilities     11,385       26,331  
Members' capital     49,168       79,203  
Total liabilities and members' capital   $ 60,553     $ 105,534  

 

The condensed combined statements of operations for the Company’s unconsolidated joint ventures accounted for under the equity method are as follows:

 

    Nine Months Ended September 30,  
    2020     2019  
    (dollars in thousands)  
Revenues   $ 28,409     $ 43,951  
Cost of sales and expenses     (31,353 )     (51,412 )
Impairment of real estate inventories     (27,094 )     (5,800 )
Equity in earnings from unconsolidated joint ventures           3,621  
Net (loss) income of unconsolidated joint ventures     (30,038 )     (9,640 )
Equity in net (loss) income of unconsolidated joint ventures (¹)   $ (16,229 )   $ (7,498 )

 

  (1) The equity in net (loss) income of unconsolidated joint ventures consists of the allocation of the Company's proportionate share of income or loss from the unconsolidated joint ventures of $15.3 million and $5.8 million loss, as well as $0.9 million and $1.7 million of amortization expense related to capitalized interest and other costs for the nine months ended September 30, 2020 and 2019, respectively.

 

For the nine months ended September 30, 2020 and 2019, one of the Company's unconsolidated joint ventures recorded impairment charges of $27.1 million and $5.8 million, respectively, related to slowing absorption and weaker pricing than expected. The impairment charges, based on the Company's ownership percentage of 51%, are $13.8 million and $3.0 million, respectively, and are reflected in the equity in net (loss) income of unconsolidated joint ventures line in the consolidated statements of operations.

  6. Investment in and Advances to Unconsolidated Joint Ventures

 

As of December 31, 2019 and 2018, the Company had ownership interests of 51% and 25% in two unconsolidated joint ventures, LS-NJ Port Imperial JV LLC and LS-Boston Point LLC, and concluded that these joint ventures were VIEs. The Company concluded that it was not the primary beneficiary of the variable interest entities and, accordingly, accounted for these entities under the equity method of accounting. The Company's maximum exposure to loss is limited to the investment in the unconsolidated joint venture amounts included on the consolidated balance sheets. The condensed combined balance sheets for the Company's unconsolidated joint ventures accounted for under the equity method are as follows:

 

    December 31,  
    2019     2018  
    (dollars in thousands)  
Cash and cash equivalents   $ 6,159     $ 3,020  
Restricted cash           5,000  
Real estate inventories     98,811       148,387  
Investment in unconsolidated joint venture     225       8,305  
Other assets     339       656  
Total assets   $ 105,534     $ 165,368  
                 
Accounts payable   $ 1,892     $ 5,358  
Accrued expenses and other liabilities     2,957       1,852  
Due to affiliates     482       6,879  
EB-5 notes payable     21,000       35,000  
Notes payable           16,902  
Total liabilities     26,331       65,991  
Members' capital     79,203       99,377  
Total liabilities and members' capital   $ 105,534     $ 165,368  

 

The condensed combined statements of operations for the Company's unconsolidated joint ventures accounted for under the equity method are as follows:

 

    Year Ended December 31,  
    2019     2018     2017  
    (dollars in thousands)  
Revenues   $ 54,633     $ 73,587     $  
Cost of sales and expenses     (62,145 )     (71,286 )     (2,352 )
Impairment of real estate inventories     (5,800 )            
Equity in earnings from unconsolidated joint ventures     1,087       33,314       34  
Net (loss) income of unconsolidated joint ventures   $ (12,225 )   $ 35,615     $ (2,318 )
Equity in earnings (loss) from investment in unconsolidated joint ventures (1)   $ (7,901 )   $ 13,018     $ (458 )

 

  (1) The equity in net (loss) income of unconsolidated joint ventures consists of the allocation of the Company's proportionate share of income or loss from the unconsolidated joint ventures of $5.9 million loss, $17.8 million income, and $0.5 million loss as well as $2.0 million, $4.8 million, and $0.0 million of amortization expense related to capitalized interest and other costs for the years ended December 31, 2019, 2018, and 2017, respectively.

 

For the year ended December 31, 2019, one of the Company's unconsolidated joint ventures recorded an impairment charge of $5.8 million related to slowing absorption and weaker pricing than expected. The impairment charge, based on the ownership percentage of 51%, is $3.0 million and is reflected in the equity in net (loss) income of unconsolidated joint ventures line in the consolidated statements of operations. For the years ended December 31, 2018 and 2017, the unconsolidated joint ventures did not recognize any real estate inventory impairments.

 
LS Boston Point LLC [Member]      
Investment in and Advances to Unconsolidated Joint Ventures  

Note 2 - Investment in Non-Controlled Joint Ventures:

 

The Company held a 50% ownership interest in Fenway Point Partners LLC and Subsidiaries through December 4, 2018. The equity method of accounting is used on its balance sheets and statements of operations.

 

On December 4, 2018, the Company’s partnership interest in Fenway Point Partners LLC was redeemed for $50,764,158. Prior to the redemption, Fenway Point Partners LLC distributed the interest in its wholly owned subsidiary, Point Condo Holdings LLC, to its members. As of December 31, 2019, the Company holds a 50% ownership interest in Point Condo Holdings LLC.

 

The results of operations and financial position for Point Condo Holdings LLC for the period ended December 31, 2019, are summarized as follows.

 

    2019  
    (unaudited)  
Condensed income statement information:        
Revenue   $ 26,488,198  
Cost of sales     21,629,856  
Net income   $ 2,984,523  
         
The Company's share of net income   $ 1,087,482  
         
Condensed balance sheet information:        
Assets   $ 197,857  
         
Liabilities        
Accounts payable   $ 32,442  
Point Condo Holdings LLC members' equity     165,415  
Total liabilities and members' equity   $ 197,857  
         
LS- Boston Point LLC's share of members' equity   $ 225,000  

Note 2 - Investment in Non-Controlled Joint Ventures:

 

The Company held a 50% ownership interest in Fenway Point Partners LLC and Subsidiaries through December 4, 2018. The equity method of accounting is used on its balance sheets and statements of operations.

 

On December 4, 2018, the Company’s partnership interest in Fenway Point Partners LLC was redeemed for $50,764,158. Prior to the redemption, Fenway Point Partners LLC distributed the interest in its wholly owned subsidiary, Point Condo Holdings LLC, to its members. As of December 31, 2018, the Company holds a 50% ownership interest in Point Condo Holdings LLC.

 

The results of operations and financial position for Fenway Point Partners LLC and Subsidiaries for the period from January 1, 2018 through December 4, 2018 and for the year ended December 31, 2017 are summarized as follows:

 

    2018     2017  
Condensed income statement information:                
Revenue   $ 175,080,991     $ 278,160  
                 
Cost of Sales   $ 125,086,864     $ -  
                 
Net income (loss)   $ 27,914,284     $ (270,130 )
                 
The Company's share of net income (loss)   $ 11,457,359     $ (135,065 )
                 
Condensed balance sheet information:                
Assets   $ 598,381     $ 272,646,514  
                 
Liabilities   $ 12,971     $ 202,348,780  
Fenway Point Partners LLC members' equity     585,410       70,297,734  
Total liabilities and members' equity   $ 598,381     $ 272,646,514  
                 
LS-Boston Point LLC's share of members' equity   $ -     $ 35,148,867  

 

The results of operations and financial position for Point Condo Holdings LLC for the period ended December 31, 2018 are summarized as follows.

 

    2018  
Condensed income statement information:        
Revenue   $ 2,450,000  
         
Cost of Sales   $ 2,213,717  
         
Net income   $ 32,802  
         
The Company's share of net income   $ -  
         
Condensed balance sheet information:        
Assets   $ 24,810,623  
         
Liabilities   $ 101,143  
Point Condo Holdings LLC members' equity     24,709,480  
Total liabilities and members' equity   $ 24,810,623  
         
LS-Boston Point LLC's share of members' equity   $ 9,838,556