Unconsolidated Real Estate Entities | 9 Months Ended |
Sep. 30, 2013 |
Unconsolidated Real Estate Entities [Abstract] | ' |
Unconsolidated Real Estate Entities [Text Block] | ' |
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| Unconsolidated Real Estate Entities | | | | | | | | | | | | | | | | | | | | | | |
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The unconsolidated real estate entities include our share of the entities that own 2121 Market Street, the TPG/CalSTRS properties (prior to its liquidation), TPG/CalSTRS Austin, LLC properties and the Austin Portfolio Joint Venture Predecessor properties. Prior to its liquidation on September 30, 2013, TPG/CalSTRS owned the following properties: |
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•City National Plaza (acquired January 2003, distributed to CalSTRS on September 30, 2013) |
•San Felipe Plaza (acquired August 2005, distributed to TPG on September 30, 2013) |
•CityWestPlace land (acquired June 2006, distributed to TPG on September 30, 2013) |
•CityWestPlace (acquired June 2006, distributed to TPG on September 30, 2013) |
•Reflections I (acquired October 2004, sold September 2013) |
•Reflections II (acquired October 2004, sold September 2013) |
•Fair Oaks Plaza (acquired January 2007, sold September 2013) |
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TPG Austin Partner, LLC, a limited liability company formed in September 2012 by TPG and Madison, owns a 50% interest in TPG/CalSTRS Austin, LLC, which owns the following properties that were acquired from the Austin Joint Venture Predecessor: |
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•San Jacinto Center (acquired September 2012) |
•Frost Bank Tower (acquired September 2012) |
•One Congress Plaza (acquired September 2012) |
•One American Center (acquired September 2012) |
•300 West 6th Street (acquired September 2012) |
•Park Centre (acquired September 2012, sold March 2013) |
•Great Hills Plaza (acquired September 2012, sold March 2013) |
•Westech 360 I-IV (acquired September 2012, sold March 2013) |
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The following properties were sold by the Austin Joint Venture Predecessor in July 2012 prior to the transaction with TPG/CalSTRS Austin, LLC: |
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•Research Park Plaza I & II (acquired June 2007, sold July 2012) |
•Stonebridge Plaza II (acquired June 2007, sold July 2012) |
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Capital contributions, distributions, and profits and losses of the real estate entities are allocated in accordance with the terms of the applicable partnership and limited liability company agreements. Such allocations may differ from the stated ownership percentage interests in such entities as a result of preferred returns and allocation formulas as described in the partnership and limited liability company agreements. Following are the stated ownership percentages, prior to any preferred or special allocations, as of September 30, 2013. |
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2121 Market Street | 1.00% | | | | | | | | | | | | | | | | | | | | | | |
TPG/CalSTRS Austin, LLC (1) | 50.00% | | | | | | | | | | | | | | | | | | | | | | |
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(1) TPG Austin Partner, LLC, a limited liability company owned by TPG and Madison, a noncontrolling interest partner, owns 50% of TPG/CalSTRS Austin, LLC. The effective ownership of TPG and Madison in the underlying five properties of TPG/CalSTRS Austin, LLC is 33.3% and 16.7%, respectively. |
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Stated ownership percentages prior to the September 30, 2013 liquidation of TPG/CalSTRS: |
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TPG/CalSTRS: | | | | | | | | | | | | | | | | | | | | | | | |
City National Plaza | 7.90% | | | | | | | | | | | | | | | | | | | | | | |
All properties, excluding City National Plaza | 25.00% | | | | | | | | | | | | | | | | | | | | | | |
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We review the facts and circumstances of each distribution from unconsolidated entities to determine how to classify it on the consolidated statements of cash flows. Distributions received from unconsolidated entities that represent returns on the Company's investment are reported as cash flows from operating activities, consistent with ASC 230-10-45-16. Cash distributions from unconsolidated entities that represent returns of the Company's investment are reported as cash flows from investing activities, consistent with ASC 230-10-45-12. |
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Distributions are deemed to be returns on the Company's investment, and recorded as operating inflows, unless the cumulative distributions exceed the cumulative equity in earnings recognized by the Company. The excess distributions are deemed to be returns of the investment and are classified as investing cash flows. Distributions received in excess of cumulative contributions are deemed a return on investment and classified as operating cash flows. |
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We evaluated unconsolidated investments with negative carrying amounts to determine if the equity method of accounting is still appropriate, consistent with ASC 323-10-35-19 through 26. In December 2012, we redeemed a 49% interest in 2121 Market Street and retained a 1% limited partnership interest, which is accounted for on the cost method of accounting. The Company's investment in 2121 Market Street has a negative carrying amount of $0.3 million as of September 30, 2013 and December 31, 2012. The Company reduced its investment balance below zero due to the receipt of distributions and recording of our share of investee losses in excess of our investment, because we have guaranteed up to a maximum of $14.0 million of 2121 Market Street's outstanding mortgage loan. |
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Investments in unconsolidated real estate entities as of September 30, 2013 and December 31, 2012 are as follows (in thousands): |
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| September 30, | | December 31, | | | | | | | | | | | | | | | | |
2013 | 2012 | | | | | | | | | | | | | | | | |
ASSETS: | | | | | | | | | | | | | | | | | | | |
TPG/CalSTRS | $ | 1,211 | | | $ | — | | | | | | | | | | | | | | | | | |
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TPG/CalSTRS Austin, LLC | 65,097 | | | 106,210 | | | | | | | | | | | | | | | | | |
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Total reflected in investments in unconsolidated real estate entities | 66,308 | | | 106,210 | | | | | | | | | | | | | | | | | |
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LIABILITIES: | | | | | | | | | | | | | | | | | | | |
TPG/CalSTRS | — | | | (9,808 | ) | | | | | | | | | | | | | | | | |
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2121 Market Street | (276 | ) | | (276 | ) | | | | | | | | | | | | | | | | |
Total reflected in losses and distributions in excess of investments in unconsolidated | (276 | ) | | (10,084 | ) | | | | | | | | | | | | | | | | |
real estate entities | | | | | | | | | | | | | | | | |
Net investments in unconsolidated real estate entities | $ | 66,032 | | | $ | 96,126 | | | | | | | | | | | | | | | | | |
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The following is a summary of the net investments in unconsolidated real estate entities for the nine months ended September 30, 2013 (in thousands): |
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Net investment balance, December 31, 2012 | $ | 96,126 | | | | | | | | | | | | | | | | | | | | | |
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Contributions | 170,302 | | | | | | | | | | | | | | | | | | | | | |
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Equity in net income (loss) of unconsolidated real estate entities | (8,167 | ) | | | | | | | | | | | | | | | | | | | | |
Distributions, including real estate and cash | (192,229 | ) | | | | | | | | | | | | | | | | | | | | |
Net investment balance, September 30, 2013 | $ | 66,032 | | | | | | | | | | | | | | | | | | | | | |
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On September 30, 2013, in connection with the liquidation of TPG/CalSTRS, San Felipe Plaza and CityWestPlace were distributed to TPG. TPG previously held a 25% interest in each of the properties through its interest in TPG/CalSTRS. Effective as of September 30, 2013, San Felipe Plaza and CityWestPlace are wholly-owned and consolidated by TPG. |
The liquidation was effected pursuant to the Option Agreement by and among TPG, CalSTRS and TPG/CalSTRS. Under the Option Agreement, on September 30, 2013, (a) TPG made a capital contribution to TPG/CalSTRS of the Contribution Amount, (b) TPG/CalSTRS made a distribution to CalSTRS of all of the interests in the entities that owned City National Plaza in Los Angeles, CA, plus cash equal to the Contribution Amount, and (c) TPG/CalSTRS made a distribution to TPG of all of the interests in the entities that owned San Felipe Plaza and CityWestPlace. Three properties in Northern Virginia (Fair Oaks Plaza and Reflections I and II), which had been subject to special servicer oversight as a result of mortgage loan defaults, were sold by TPG/CalSTRS on September 27, 2013. |
In March 2013, TPG/CalSTRS Austin, LLC, completed the sale of Westech 360, Park Centre and Great Hills Plaza, in suburban Austin, Texas. The properties were unencumbered by debt. The sales price for the properties was $76.0 million, which after closing adjustments and prorations, resulted in net proceeds to TPG/CalSTRS Austin, LLC of $73.1 million. TPG’s share of the net proceeds was $24.4 million. |
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Prior to its liquidation, the TPG/CalSTRS joint venture was deemed to be a variable interest entity for which we were not considered to be the primary beneficiary. CalSTRS and TPG acting together were considered to have the power to direct the activities of the joint venture that most significantly impact the joint venture economic performance, and therefore, neither TPG nor CalSTRS was considered to be the primary beneficiary. We determined the key activities that drove the economic performance of the joint venture to be (1) the acquisition and development of real estate (including capital improvements), (2) financing, and (3) leasing. In connection with these key activities, the TPG/CalSTRS venture agreement required unanimous approval by the two members. |
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In connection with TPG/CalSTRS Austin, LLC, TPG Austin Partner, LLC is not considered to be the primary beneficiary due to the fact that the power to direct the activities of the limited liability company is shared with CalSTRS such that no one party has the power to direct the activities that most significantly impact the limited liability company's economic performance. In connection with TPG/CalSTRS Austin, LLC, we determined the key activities that drive the economic performance to be (1) the acquisition and development of real estate (including capital improvements), (2) financing, and (3) leasing. In connection with these key activities, TPG/CalSTRS Austin, LLC agreement requires either unanimous or majority approval of decisions by the respective partners. |
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As of September 30, 2013, our total maximum exposure to loss from our investment in TPG/CalSTRS Austin, LLC is: |
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-1 | Our net equity investment in the various properties controlled by TPG/CalSTRS Austin, LLC as of September 30, 2013, was $65.1 million, as presented earlier in this note. | | | | | | | | | | | | | | | | | | | | | | |
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-2 | The potential loss of future fee revenues which we earn in connection with the management and leasing agreements with the various properties controlled by the respective limited liability companies. We earn fee revenues in connection with those management and leasing agreements for services such as property management, leasing, asset management and property development. The management and leasing agreements with the various properties generally expire on an annual basis and are automatically renewed for successive periods of one year each, unless we elect not to renew the agreements. As of September 30, 2013, we had total receivables of $0.4 million related to TPG/CalSTRS Austin, LLC. | | | | | | | | | | | | | | | | | | | | | | |
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-3 | TPG/CalSTRS Austin, LLC owns the five Austin properties and TPG, together with Madison, have an unfunded capital commitment of approximately $10.4 million. Of that amount, TPG's unfunded capital commitment is approximately $6.9 million or 66.67% as of September 30, 2013. | | | | | | | | | | | | | | | | | | | | | | |
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Following is the combined balance sheets of our unconsolidated real estate entities as of September 30, 2013 and December 31, 2012. |
Summarized Unconsolidated Real Estate Entities Balance Sheets |
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| September 30, 2013 | | December 31, 2012 | | | | | | | | | | | | | | | | |
| (unaudited) | | (audited) | | | | | | | | | | | | | | | | |
ASSETS | | | | | | | | | | | | | | | | | | | |
Investments in real estate, net | $ | 726,942 | | | $ | 738,316 | | | | | | | | | | | | | | | | | |
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Receivables including deferred rents, net | 7,172 | | | 2,610 | | | | | | | | | | | | | | | | | |
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Deferred leasing and loan costs, net | 63,671 | | | 77,350 | | | | | | | | | | | | | | | | | |
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Other assets | 26,095 | | | 47,154 | | | | | | | | | | | | | | | | | |
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Assets associated with discontinued operations | 2,167 | | | 953,798 | | | | | | | | | | | | | | | | | |
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Total assets | $ | 826,047 | | | $ | 1,819,228 | | | | | | | | | | | | | | | | | |
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LIABILITIES AND OWNERS’ EQUITY | | | | | | | | | | | | | | | | | | | |
Liabilities: | | | | | | | | | | | | | | | | | | | |
Mortgage loans | $ | 563,876 | | | $ | 628,733 | | | | | | | | | | | | | | | | | |
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Mortgage loan - related party | 64,356 | | | — | | | | | | | | | | | | | | | | | |
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Acquired below market leases, net | 22,839 | | | 28,148 | | | | | | | | | | | | | | | | | |
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Prepaid rent and deferred revenue | 3,162 | | | 2,653 | | | | | | | | | | | | | | | | | |
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Accounts and interest payable and other liabilities | 27,274 | | | 37,159 | | | | | | | | | | | | | | | | | |
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Liabilities associated with discontinued operations | 1,525 | | | 784,526 | | | | | | | | | | | | | | | | | |
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Total liabilities | 683,032 | | | 1,481,219 | | | | | | | | | | | | | | | | | |
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Owners’ equity: | | | | | | | | | | | | | | | | | | | |
Thomas Properties | 62,207 | | | 100,451 | | | | | | | | | | | | | | | | | |
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Other owners | 80,808 | | | 237,558 | | | | | | | | | | | | | | | | | |
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Total owners’ equity | 143,015 | | | 338,009 | | | | | | | | | | | | | | | | | |
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Total liabilities and owners’ equity | $ | 826,047 | | | $ | 1,819,228 | | | | | | | | | | | | | | | | | |
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Following is the combined statements of operations of our unconsolidated real estate entities for the three and nine months ended September 30, 2013 and 2012 (in thousands) (unaudited): |
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Summarized Unconsolidated Real Estate Entities Statements of Operations |
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| Three months ended | | Nine months ended | | | | | | | | |
| September 30, | | September 30, | | | | | | | | |
| 2013 | | 2012 | | 2013 | | 2012 | | | | | | | | |
Revenues | $ | 25,620 | | | $ | 24,935 | | | $ | 73,800 | | | $ | 73,569 | | | | | | | | | |
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Expenses: | | | | | | | | | | | | | | | |
Property operating and maintenance | 6,501 | | | 7,022 | | | 18,866 | | | 23,283 | | | | | | | | | |
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Real estate and other taxes | 5,125 | | | 4,470 | | | 13,571 | | | 13,413 | | | | | | | | | |
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Interest expense | 9,508 | | | 14,601 | | | 28,209 | | | 42,935 | | | | | | | | | |
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Depreciation and amortization | 10,523 | | | 9,356 | | | 33,494 | | | 29,135 | | | | | | | | | |
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Total expenses | 31,657 | | | 35,449 | | | 94,140 | | | 108,766 | | | | | | | | | |
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Income (loss) from continuing operations | (6,037 | ) | | (10,514 | ) | | (20,340 | ) | | (35,197 | ) | | | | | | | | |
Gain (loss) on disposition of real estate | — | | | (60,076 | ) | | — | | | (60,076 | ) | | | | | | | | |
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Discontinued operations: | | | | | | | | | | | | | | | |
Net income (loss) from discontinued operations before gains on | (11,962 | ) | | (3,344 | ) | | (17,136 | ) | | (20,189 | ) | | | | | | | | |
disposition of real estate and impairment loss | | | | | | | | |
Gain (loss) on disposition of real estate - related party | 14,318 | | | — | | | 14,318 | | | — | | | | | | | | | |
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Gain (loss) on disposition of real estate | — | | | 73 | | | 1,216 | | | 39 | | | | | | | | | |
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Income (loss) from discontinued operations | 2,356 | | | (3,271 | ) | | (1,602 | ) | | (20,150 | ) | | | | | | | | |
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Net income (loss) | $ | (3,681 | ) | | $ | (73,861 | ) | | $ | (21,942 | ) | | $ | (115,423 | ) | | | | | | | | |
Thomas Properties’ share of net income (loss) | $ | (1,833 | ) | | $ | (3,121 | ) | | $ | (7,231 | ) | | $ | (5,724 | ) | | | | | | | | |
Intercompany eliminations | 994 | | | 1,453 | | | 2,175 | | | 3,240 | | | | | | | | | |
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Equity in net income (loss) of unconsolidated real estate entities | (839 | ) | | (1,668 | ) | | (5,056 | ) | | (2,484 | ) | | | | | | | | |
Noncontrolling interests' share of TPG Austin Partner | (1,007 | ) | | (129 | ) | | (3,111 | ) | | (129 | ) | | | | | | | | |
TPGI's share of equity in net income (loss) of unconsolidated real | $ | (1,846 | ) | | $ | (1,797 | ) | | $ | (8,167 | ) | | $ | (2,613 | ) | | | | | | | | |
estate entities | | | | | | | | |
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Included in the preceding summarized balance sheets as of September 30, 2013 and December 31, 2012, are the following balance sheets of TPG/CalSTRS, LLC (in thousands): |
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| September 30, 2013 | | December 31, 2012 | | | | | | | | | | | | | | | | |
| (unaudited) | | (audited) | | | | | | | | | | | | | | | | |
ASSETS | | | | | | | | | | | | | | | | | | | |
Other assets | $ | 11,028 | | | $ | 24,172 | | | | | | | | | | | | | | | | | |
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Assets associated with discontinued operations | 2,057 | | | 879,616 | | | | | | | | | | | | | | | | | |
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Total assets | $ | 13,085 | | | $ | 903,788 | | | | | | | | | | | | | | | | | |
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LIABILITIES AND MEMBERS’ EQUITY | | | | | | | | | | | | | | | | | | | |
Liabilities: | | | | | | | | | | | | | | | | | | | |
Liabilities associated with discontinued operations | $ | 1,463 | | | $ | 779,817 | | | | | | | | | | | | | | | | | |
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Total liabilities | 1,463 | | | 779,817 | | | | | | | | | | | | | | | | | |
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Members’ equity: | | | | | | | | | | | | | | | | | | | |
Thomas Properties | 1,057 | | | (5,580 | ) | | | | | | | | | | | | | | | | |
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CalSTRS | 10,565 | | | 129,551 | | | | | | | | | | | | | | | | | |
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Total members’ equity | 11,622 | | | 123,971 | | | | | | | | | | | | | | | | | |
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Total liabilities and members’ equity | $ | 13,085 | | | $ | 903,788 | | | | | | | | | | | | | | | | | |
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Included in the preceding summarized balance sheets as of September 30, 2013 and December 31, 2012 are the following balance sheets of TPG/CalSTRS Austin, LLC (in thousands): |
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| September 30, | | December 31, | | | | | | | | | | | | | | | | |
2013 | 2012 | | | | | | | | | | | | | | | | |
| (unaudited) | | (audited) | | | | | | | | | | | | | | | | |
ASSETS | | | | | | | | | | | | | | | | | | | |
Investments in real estate, net | $ | 726,942 | | | $ | 738,316 | | | | | | | | | | | | | | | | | |
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Real estate held for sale | — | | | 74,182 | | | | | | | | | | | | | | | | | |
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Receivables including deferred rents, net | 7,172 | | | 2,611 | | | | | | | | | | | | | | | | | |
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Deferred leasing costs, net | 63,671 | | | 77,350 | | | | | | | | | | | | | | | | | |
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Other assets | 15,067 | | | 20,361 | | | | | | | | | | | | | | | | | |
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Assets associated with discontinued operations | 111 | | | 557 | | | | | | | | | | | | | | | | | |
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Total assets | $ | 812,963 | | | $ | 913,377 | | | | | | | | | | | | | | | | | |
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LIABILITIES AND MEMBERS’ EQUITY | | | | | | | | | | | | | | | | | | | |
Liabilities: | | | | | | | | | | | | | | | | | | | |
Mortgage loans | $ | 563,876 | | | $ | 628,733 | | | | | | | | | | | | | | | | | |
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Mortgage loan - related party | 64,356 | | | — | | | | | | | | | | | | | | | | | |
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Accounts and interest payable and other liabilities | 30,435 | | | 39,869 | | | | | | | | | | | | | | | | | |
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Acquired below market leases, net | 22,839 | | | 28,148 | | | | | | | | | | | | | | | | | |
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Liabilities associated with discontinued operations | 63 | | | 4,566 | | | | | | | | | | | | | | | | | |
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Total liabilities | 681,569 | | | 701,316 | | | | | | | | | | | | | | | | | |
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Members' equity | 131,394 | | | 212,061 | | | | | | | | | | | | | | | | | |
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Total liabilities and members’ equity | $ | 812,963 | | | $ | 913,377 | | | | | | | | | | | | | | | | | |
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Following is summarized financial information by real estate entity for the three and nine months ended September 30, 2013 and 2012 (in thousands) (unaudited): |
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| Three months ended September 30, 2013 | | | | |
| TPG/ | | TPG/ CalSTRS Austin, LLC | | Austin Portfolio Joint Venture Predecessor | | Eliminations | | Total | | | | |
CalSTRS, | | | | |
LLC | | | | |
Revenues | $ | — | | | $ | 25,620 | | | $ | — | | | $ | — | | | $ | 25,620 | | | | | |
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Expenses: | | | | | | | | | | | | | |
Property operating and maintenance | — | | | 6,490 | | | 11 | | | — | | | 6,501 | | | | | |
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Real estate and other taxes | — | | | 5,125 | | | — | | | — | | | 5,125 | | | | | |
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Interest expense | — | | | 9,508 | | | — | | | — | | | 9,508 | | | | | |
| | | |
Depreciation and amortization | — | | | 10,523 | | | — | | | — | | | 10,523 | | | | | |
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Total expenses | — | | | 31,646 | | | 11 | | | — | | | 31,657 | | | | | |
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Income (loss) from continuing operations | — | | | (6,026 | ) | | (11 | ) | | — | | | (6,037 | ) | | | | |
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Equity in net income (loss) of unconsolidated real estate | 21 | | | — | | | | | | (21 | ) | | — | | | | | |
entities | | | | |
Discontinued operations: | | | | | | | | | | | | | |
Net income (loss) from discontinued operations before gains | (12,043 | ) | | (14 | ) | | 95 | | | — | | | (11,962 | ) | | | | |
on disposition of real estate and impairment loss | | | | |
Gain (loss) on disposition of real estate related party | 14,318 | | | — | | | — | | | — | | | 14,318 | | | | | |
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Income (loss) from discontinued operations | 2,275 | | | (14 | ) | | 95 | | | — | | | 2,356 | | | | | |
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Net income (loss) | $ | 2,296 | | | $ | (6,040 | ) | | $ | 84 | | | $ | (21 | ) | | $ | (3,681 | ) | | | | |
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Thomas Properties’ share of net income (loss) | $ | 175 | | | $ | (2,013 | ) | | $ | 5 | | | $ | — | | | $ | (1,833 | ) | | | | |
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Intercompany eliminations | | 994 | | | | | |
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Equity in net income (loss) of unconsolidated real estate entities | | (839 | ) | | | | |
Noncontrolling interests' share of TPG Austin Partner | | (1,007 | ) | | | | |
TPGI's share of equity in net income (loss) of unconsolidated real estate entities | | $ | (1,846 | ) | | | | |
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| Three months ended September 30, 2012 |
| 2121 | | TPG/ | | TPG/ CalSTRS Austin, LLC | | Austin Portfolio Joint Venture Predecessor | | Eliminations | | Total |
Market | CalSTRS, |
Street | LLC |
Revenues | $ | — | | | $ | 850 | | | $ | 3,605 | | | $ | 21,330 | | | $ | (850 | ) | | $ | 24,935 | |
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Expenses: | | | | | | | | | | | |
Property operating and maintenance | | | | — | | | 1,000 | | | 4,701 | | | 1,321 | | | 7,022 | |
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Real estate and other taxes | | | | — | | | 665 | | | 3,805 | | | — | | | 4,470 | |
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Interest expense | | | | — | | | 1,368 | | | 13,853 | | | (620 | ) | | 14,601 | |
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Depreciation and amortization | | | | — | | | 1,344 | | | 8,012 | | | — | | | 9,356 | |
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Total expenses | — | | | — | | | 4,377 | | | 30,371 | | | 701 | | | 35,449 | |
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Income (loss) from continuing operations | — | | | 850 | | | (772 | ) | | (9,041 | ) | | (1,551 | ) | | (10,514 | ) |
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Equity in net income (loss) of unconsolidated real estate entities | — | | | (11,187 | ) | | — | | | — | | | 11,187 | | | — | |
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Gain (loss) on disposition of real estate | — | | | — | | | — | | | (59,961 | ) | | (115 | ) | | (60,076 | ) |
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Discontinued operations: | | | | | | | | | | | |
Net income (loss) from discontinued | 244 | | | (4,974 | ) | | | | 1,386 | | | — | | | (3,344 | ) |
operations before gains on disposition |
of real estate and impairment loss |
Gain (loss) on disposition of real estate | — | | | — | | | | | 73 | | | — | | | 73 | |
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Income (loss) from discontinued | 244 | | | (4,974 | ) | | — | | | 1,459 | | | — | | | (3,271 | ) |
operations |
Net income (loss) | $ | 244 | | | $ | (15,311 | ) | | $ | (772 | ) | | $ | (67,543 | ) | | $ | 9,521 | | | $ | (73,861 | ) |
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Thomas Properties’ share of net income | $ | 122 | | | $ | 1,236 | | | $ | (257 | ) | | $ | (4,222 | ) | | $ | — | | | $ | (3,121 | ) |
(loss) |
Intercompany eliminations | | 1,453 | |
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Equity in net income (loss) of unconsolidated real estate entities | | (1,668 | ) |
Noncontrolling interests' share of TPG Austin Partner | | (129 | ) |
TPGI's share of equity in net income (loss) of unconsolidated real estate entities | | $ | (1,797 | ) |
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| Nine months ended September 30, 2013 | | | | |
| TPG/ | | TPG/ CalSTRS Austin, LLC | | Austin Portfolio Joint Venture Predecessor | | Eliminations | | Total | | | | |
CalSTRS, | | | | |
LLC | | | | |
Revenues | $ | — | | | $ | 73,800 | | | $ | — | | | $ | — | | | $ | 73,800 | | | | | |
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Expenses: | | | | | | | | | | | | | |
Property operating and maintenance | — | | | 18,796 | | | 70 | | | — | | | 18,866 | | | | | |
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Real estate and other taxes | — | | | 13,573 | | | (2 | ) | | — | | | 13,571 | | | | | |
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Interest expense | — | | | 28,209 | | | — | | | — | | | 28,209 | | | | | |
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Depreciation and amortization | — | | | 33,494 | | | — | | | — | | | 33,494 | | | | | |
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Total expenses | — | | | 94,072 | | | 68 | | | — | | | 94,140 | | | | | |
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Income (loss) from continuing operations | — | | | (20,272 | ) | | (68 | ) | | — | | | (20,340 | ) | | | | |
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Equity in net income (loss) of unconsolidated real estate | 15 | | | — | | | — | | | (15 | ) | | — | | | | | |
entities | | | | |
Gain (loss) on disposition of real estate | — | | | — | | | — | | | — | | | — | | | | | |
| | | |
Discontinued operations: | | | | | | | | | | | | | |
Net income (loss) from discontinued operations before | (17,650 | ) | | 387 | | | 127 | | | — | | | (17,136 | ) | | | | |
gains on disposition of real estate and impairment loss | | | | |
Gain (loss) on disposition of real estate related party | 14,318 | | | — | | | | | — | | | 14,318 | | | | | |
| | | |
Gain (loss) on disposition of real estate | (2 | ) | | 1,218 | | | — | | | — | | | 1,216 | | | | | |
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Income (loss) from discontinued operations | (3,334 | ) | | 1,605 | | | 127 | | | — | | | (1,602 | ) | | | | |
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Net income (loss) | $ | (3,319 | ) | | $ | (18,667 | ) | | $ | 59 | | | $ | (15 | ) | | $ | (21,942 | ) | | | | |
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Thomas Properties’ share of net income (loss) | $ | (1,013 | ) | | $ | (6,222 | ) | | $ | 4 | | | $ | — | | | $ | (7,231 | ) | | | | |
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Intercompany eliminations | | 2,175 | | | | | |
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Equity in net income (loss) of unconsolidated real estate entities | | (5,056 | ) | | | | |
Noncontrolling interests' share of TPG Austin Partner | | (3,111 | ) | | | | |
TPGI's share of equity in net income (loss) of unconsolidated real estate entities | | $ | (8,167 | ) | | | | |
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| Nine months ended September 30, 2012 |
| 2121 Market | | TPG/ | | TPG/ CalSTRS Austin, LLC | | Austin Portfolio Joint Venture Predecessor | | Eliminations | | Total |
Street | CalSTRS, |
| LLC |
Revenues | $ | — | | | $ | 850 | | | $ | 3,605 | | | $ | 69,964 | | | $ | (850 | ) | | $ | 73,569 | |
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Expenses: | | | | | | | | | | | |
Property operating and maintenance | | | | 162 | | | 1,000 | | | 19,780 | | | 2,341 | | | 23,283 | |
|
Real estate and other taxes | | | | — | | | 665 | | | 12,748 | | | — | | | 13,413 | |
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Interest expense | | | | — | | | 1,368 | | | 43,651 | | | (2,084 | ) | | 42,935 | |
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Depreciation and amortization | | | | — | | | 1,344 | | | 27,791 | | | — | | | 29,135 | |
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Total expenses | — | | | 162 | | | 4,377 | | | 103,970 | | | 257 | | | 108,766 | |
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Income (loss) from continuing operations | — | | | 688 | | | (772 | ) | | (34,006 | ) | | (1,107 | ) | | (35,197 | ) |
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Equity in net income (loss) of unconsolidated | — | | | (16,503 | ) | | — | | | — | | | 16,503 | | | — | |
real estate entities |
Gain (loss) on disposition of real estate | — | | | — | | | — | | | (59,961 | ) | | (115 | ) | | (60,076 | ) |
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Discontinued operations: | | | | | | | | | | | |
Net income (loss) from discontinued | 222 | | | (14,709 | ) | | — | | | (5,702 | ) | | — | | | (20,189 | ) |
operations before gains on disposition of |
real estate and impairment loss |
Gain (loss) on disposition of real estate | — | | | (35 | ) | | — | | | 74 | | | — | | | 39 | |
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Income (loss) from discontinued operations | 222 | | | (14,744 | ) | | — | | | (5,628 | ) | | — | | | (20,150 | ) |
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Net income (loss) | $ | 222 | | | $ | (30,559 | ) | | $ | (772 | ) | | $ | (99,595 | ) | | $ | 15,281 | | | $ | (115,423 | ) |
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Thomas Properties’ share of net income (loss) | $ | 110 | | | $ | 648 | | | $ | (257 | ) | | $ | (6,225 | ) | | $ | — | | | $ | (5,724 | ) |
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Intercompany eliminations | | 3,240 | |
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Equity in net income (loss) of unconsolidated real estate entities | | (2,484 | ) |
Noncontrolling interests' share of TPG Austin Partner | | (129 | ) |
TPGI's share of equity in net income (loss) of unconsolidated real estate entities | | $ | (2,613 | ) |
Following is a reconciliation of our share of owners’ equity of the unconsolidated real estate entities as shown above to amounts recorded by us as of September 30, 2013 and December 31, 2012: |
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| September 30, 2013 | | December 31, 2012 | | | | | | | | | | | | | | | | |
Our share of owners’ equity recorded by unconsolidated real estate entities | $ | 62,207 | | | $ | 100,451 | | | | | | | | | | | | | | | | | |
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Intercompany eliminations and other adjustments | 3,825 | | | (4,325 | ) | | | | | | | | | | | | | | | | |
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Investments in unconsolidated real estate entities | $ | 66,032 | | | $ | 96,126 | | | | | | | | | | | | | | | | | |
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