Quarterly report pursuant to Section 13 or 15(d)

Real Estate Joint Ventures

v2.4.0.8
Real Estate Joint Ventures
 9 Months Ended
Sep. 30, 2013
Equity Method Investments and Joint Ventures [Abstract]  
Real Estate Joint Ventures
Real Estate Joint Ventures
 
During the nine months ended September 30, 2013, we had an investment in one unconsolidated real estate joint venture accounted for using the equity method of accounting.  Information pertaining to this investment is set forth below (dollars in thousands):
Investment Balance at (1)
 
Date
 
 
 
Nature of
 
Maximum Exposure
September 30, 2013
 
December 31, 2012
 
Acquired
 
Ownership
 
Activity
 
to Loss (2)
$
(6,420
)
 
$
(6,420
)
 
9/29/2005
 
20%
 
Operates 16 Buildings
 
$
—


(1)   The carrying amount of our investment in this joint venture was lower than our share of the equity in the joint venture by $3.0 million at September 30, 2013 and $4.5 million at December 31, 2012 due to our deferral of gain on the contribution by us of real estate into the joint venture upon its formation and our discontinuance of loss recognition under the equity method effective October 2012, as discussed below.  A difference will continue to exist to the extent the nature of our continuing involvement in the joint venture remains the same and we continue to no longer recognize income or losses under the equity method.
(2)   Derived from the sum of our investment balance and maximum additional unilateral capital contributions or loans required from us.  Not reported above are additional amounts that we and our partner are required to fund when needed by this joint venture; these funding requirements are proportional to our respective ownership percentages.  Also not reported above are additional unilateral contributions or loans from us, the amounts of which are uncertain, that we would be required to make if certain contingent events occur (see Note 17).
 
The following table sets forth condensed balance sheets for this unconsolidated real estate joint venture (in thousands):
 
September 30,
2013
 
December 31,
2012
Properties, net
$
57,222

 
$
58,460

Other assets
6,248

 
4,376

Total assets
$
63,470

 
$
62,836

 
 
 
 
Liabilities (primarily debt)
$
80,424

 
$
72,693

Owners’ equity
(16,954
)
 
(9,857
)
Total liabilities and owners’ equity
$
63,470

 
$
62,836


 
The following table sets forth condensed statements of operations for this unconsolidated real estate joint venture (in thousands):
 
For the Three Months Ended September 30,
 
For the Nine Months Ended September 30,
 
2013
 
2012
 
2013
 
2012
Revenues
$
1,739

 
$
1,778

 
$
5,342

 
$
5,497

Property operating expenses
(755
)
 
(758
)
 
(2,250
)
 
(2,219
)
Interest expense
(2,966
)
 
(1,138
)
 
(8,521
)
 
(3,291
)
Depreciation and amortization expense
(575
)
 
(568
)
 
(1,668
)
 
(1,732
)
Net loss
$
(2,557
)
 
$
(686
)
 
$
(7,097
)
 
$
(1,745
)

 
As discussed further in our 2012 Annual Report on Form 10-K and our Current Report on Form 8-K dated July 25, 2013, in 2012, the holder of mortgage debt encumbering all of the joint venture’s properties notified us of the debt’s default, initiated foreclosure proceedings and terminated our property management responsibilities; accordingly, we discontinued recognition of losses on this investment under the equity method effective in October 2012 due to our having neither the obligation nor intent to support the joint venture.

The table below sets forth information pertaining to our investments in consolidated real estate joint ventures at September 30, 2013 (dollars in thousands):
 
 
 
 
Ownership
 
 
 
September 30, 2013
(1)
 
 
Date
 
% at
 
 
 
Total
 
Pledged
 
Total
 
 
Acquired
 
9/30/2013
 
Nature of Activity
 
Assets
 
Assets
 
Liabilities
LW Redstone Company, LLC
 
3/23/2010
 
85%
 
Developing business park (2)
 
$
114,141

 
$
45,209

 
$
22,141

M Square Associates, LLC
 
6/26/2007
 
50%
 
Operating two buildings and developing others (3)
 
60,879

 
47,854

 
41,463

COPT-FD Indian Head, LLC
 
10/23/2006
 
75%
 
Holding land parcel (4)
 
6,447

 
—

 
—

MOR Forbes 2 LLC
 
12/24/2002
 
50%
 
Operating one building (5)
 
4,132

 
—

 
90

 
 
 
 
 
 
 
 
$
185,599

 
$
93,063

 
$
63,694

(1) Excludes amounts eliminated in consolidation.
(2) This joint venture’s property is in Huntsville, Alabama.
(3) This joint venture’s properties are in College Park, Maryland (in the Suburban Maryland region).
(4) This joint venture’s property is in Charles County, Maryland. In 2012, the joint venture exercised its option under a development agreement to require Charles County to repurchase the land parcel at its original acquisition cost. Under the terms of the agreement with Charles County, the repurchase is expected to occur by August 2014.
(5) This joint venture’s property is in Lanham, Maryland (in the Suburban Maryland region).
 
These ventures include only ones in which parties other than COPLP and COPT own interests. During the periods included herein, we also owned a controlling interest in Arundel Preserve #5, LLC, a consolidated real estate joint venture owning property in Hanover Maryland (in the Baltimore/Washington Corridor), until September 17, 2013, at which time we acquired our partner’s noncontrolling interest, along with incremental additional land value in the venture, in exchange for 221,501 common units in COPLP valued at $5.2 million.

Our commitments and contingencies pertaining to our real estate joint ventures are disclosed in Note 17.