Quarterly report pursuant to Section 13 or 15(d)

Real Estate Joint Ventures

v3.21.2
Real Estate Joint Ventures
6 Months Ended
Jun. 30, 2021
Equity Method Investments and Joint Ventures [Abstract]  
Real Estate Joint Ventures Real Estate Joint Ventures
Consolidated Real Estate Joint Ventures

The table below sets forth information pertaining to our investments in consolidated real estate joint ventures as of June 30, 2021 (dollars in thousands):
     
June 30, 2021 (1)
Date Acquired Nominal Ownership % Total
Assets
Encumbered Assets Total Liabilities
Entity Location
LW Redstone Company, LLC (2) 3/23/2010 85% Huntsville, Alabama $ 429,103  $ 90,985  $ 89,943 
Stevens Investors, LLC 8/11/2015 95% Washington, DC 163,349  162,141  89,142 
M Square Associates, LLC 6/26/2007 50% College Park, Maryland 101,228  61,395  52,767 
  $ 693,680  $ 314,521  $ 231,852 
(1)Excludes amounts eliminated in consolidation.
(2)While net cash flow distributions to the partners vary depending on the source of the funds distributed, cash flows are generally distributed as follows: (1) cumulative preferred returns of 13.5% on our partner’s $9.0 million in invested capital; (2) cumulative preferred returns of 13.5% on our invested capital; (3) return of our invested capital; (4) return of our partner’s invested capital; and (5) any remaining residual 85% to us and 15% to our partner.

Unconsolidated Real Estate Joint Ventures

The table below sets forth information pertaining to our investments in unconsolidated real estate joint ventures accounted for using the equity method of accounting (dollars in thousands):
Date Acquired Nominal Ownership % Number of Properties Carrying Value of Investment (1)
Entity June 30, 2021 December 31, 2020
B RE COPT DC JV II LLC (2) 10/30/2020 10% $ 15,877  $ 15,988 
BREIT COPT DC JV LLC 6/20/2019 10% 12,840  13,315 
B RE COPT DC JV III LLC 6/2/2021 10% 11,869  — 
  19  $ 40,586  $ 29,303 
(1)Included in the line entitled “investment in unconsolidated real estate joint ventures” on our consolidated balance sheets.
(2)Our investment in B RE COPT DC JV II LLC was lower than our share of the joint venture’s equity by $7.3 million as of June 30, 2021 and $7.4 million as of December 31, 2020 due to a difference between our cost basis and our share of the joint venture’s underlying equity in its net assets. We recognize adjustments to our share of the joint venture’s earnings and losses resulting from this basis difference in the underlying assets of the joint venture.
As described further in Note 4, on June 2, 2021, we sold a 90% interest in two data center shell properties in Northern Virginia and retained a 10% interest in the properties through B RE COPT DC JV III LLC, a newly-formed joint venture. We concluded that the joint venture is a variable interest entity. Under the terms of the joint venture agreement, we and our partner receive returns in proportion to our investments, and our maximum exposure to losses is limited to our investment, subject to certain indemnification obligations with respect to any nonrecourse debt secured by the properties. The nature of our involvement in the activities of the joint venture does not give us power over decisions that significantly affect its economic performance.