Equity-Method Investments | 5. Equity-Method Investments As of June 30, 2020 and December 31, 2019, the balances of our Equity-Method Investments were approximately $12.3 million and $13.1 million, respectively, and are as follows: Summit Union Life Holdings, LLC The SUL JV will exist until an event of dissolution occurs, as defined in the limited liability company agreement of the SUL JV (the “SUL LLC Agreement”). Under the SUL LLC Agreement, net operating cash flow of the SUL JV will be distributed monthly, first to the Operating Partnership and Best Years pari passu up to a 9% to 10% annual return, as defined, and thereafter to Best Years 75% and the Operating Partnership 25%. All capital proceeds from the sale of the properties held by the SUL JV, a refinancing or another capital event will be paid first to the Operating Partnership and Best Years pari passu until each has received an amount equal to its accrued but unpaid 9% to 10% return plus its total contribution, and thereafter to Best Years 75% and the Operating Partnership 25%. In April 2015, the Operating Partnership recorded a receivable for approximately $362,000 for distributions that could not be paid prior to the contribution of the original six properties contributed in April 2015 (“JV 2 Properties”) due to cash restrictions related to the loans payable for the contributed JV 2 Properties. As of June 30, 2020 and December 31, 2019, the receivable balance of $184,000 due from the JV 2 properties is included in tenant and other receivables in our condensed consolidated balance sheets. As of June 30, 2020 and December 31, 2019, the balance of our equity-method investment related to the SUL JV was approximately $3.0 million and $3.1 million, respectively. Our equity-method investment in the SUL JV is considered a significant investee as our proportionate share of its income is greater than 20% of our total net loss. The results of operations for the three and six months ended June 30, 2020 and 2019 are as follows: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Total revenue $ 4,600,000 $ 4,612,000 $ 9,150,000 $ 8,978,000 Net operating income $ 3,420,000 $ 3,775,000 $ 6,741,000 $ 7,181,000 Income from operations $ 1,978,000 $ 2,231,000 $ 3,856,000 $ 4,105,000 Net income $ 741,000 $ 584,000 $ 1,696,000 $ 1,015,000 Summit equity interest in SUL JV net income $ 74,000 $ 55,000 $ 169,000 $ 98,000 Summit Fantasia Holdings, LLC The Fantasia JV will exist until an event of dissolution occurs, as defined in the limited liability company agreement of the Fantasia JV (the “Fantasia LLC Agreement”). Under the Fantasia LLC Agreement, as amended in April 2019, net operating cash flow of the Fantasia JV will be distributed quarterly, first to the Operating Partnership and Fantasia pari passu until each member has received an amount equal to its accrued, but unpaid 8% return, and thereafter 50% to Fantasia and 50% to the Operating Partnership. All capital proceeds from the sale of the properties held by the Fantasia JV, a refinancing or another capital event, will be paid first to the Operating Partnership and Fantasia pari passu until each has received an amount equal to its accrued but unpaid 8% return plus its total capital contribution, and thereafter 50% to Fantasia and 50% to the Operating Partnership. As of June 30, 2020 and December 31, 2019, the balance of our equity-method investment related to the Fantasia JV was approximately $2.0 million and $2.1 million, respectively. Our equity-method investment in the Fantasia JV is considered a significant investee. The results of operations for the three and six months ended June 30, 2020 and 2019 are as follows: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Total revenue $ 1,022,000 $ 610,000 $ 2,074,000 $ 1,111,000 Net operating income $ 284,000 $ 314,000 $ 639,000 $ 749,000 Income from operations $ 116,000 $ 145,000 $ 304,000 $ 389,000 Net loss $ (57,000) $ (275,000) $ (78,000) $ (279,000) Summit equity interest in Fantasia JV net loss $ (20,000) $ (95,000) $ (28,000) $ (96,000) Summit Fantasia Holdings II, LLC The Fantasia II JV will exist until an event of dissolution occurs, as defined in the limited liability company agreement of the Fantasia II JV (the “Fantasia II LLC Agreement”). Under the Fantasia II LLC Agreement, net operating cash flow of the Fantasia JV will be distributed quarterly, first to the Operating Partnership and Fantasia pari passu until each member has received an amount equal to its accrued, but unpaid 8% return, and thereafter 70% to Fantasia and 30% to the Operating Partnership. All capital proceeds from the sale of the properties held by the Fantasia II JV, a refinancing or another capital event, will be paid first to the Operating Partnership and Fantasia pari passu until each has received an amount equal to its accrued but unpaid 8% return plus its total capital contribution, and thereafter 70% to Fantasia and 30% to the Operating Partnership. As of June 30, 2020 and December 31, 2019, the balance of our equity-method investment related to the Fantasia II JV was approximately $1.5 million and $1.5 million, respectively. Our equity-method investment in the Fantasia II JV is considered a significant investee as our proportionate share of its income is greater than 20% of our total net loss. The results of operations for the three and six months ended June 30, 2020 and 2019 are as follows: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Total revenue $ 890,000 $ 878,000 $ 1,782,000 $ 1,757,000 Net operating income $ 714,000 $ 713,000 $ 1,429,000 $ 1,427,000 Income from operations $ 484,000 $ 481,000 $ 991,000 $ 963,000 Net income $ 242,000 $ 234,000 $ 508,000 $ 470,000 Summit equity interest in Fantasia II JV net income $ 48,000 $ 47,000 $ 102,000 $ 94,000 Summit Fantasia Holdings III, LLC The Fantasia III JV will continue until an event of dissolution occurs, as defined in the limited liability company agreement of the Fantasia III JV (the “Fantasia III LLC Agreement”). Under the Fantasia III LLC Agreement, net operating cash flow of the Fantasia III JV will be distributed quarterly, first to the Operating Partnership and Fantasia pari passu until each member has received an amount equal to its accrued, but unpaid 9% return, and thereafter 75% to Fantasia and 25% to the Operating Partnership. All capital proceeds from the sale of the properties held by the Fantasia III JV, a refinancing or another capital event, will be paid first to the Operating Partnership and Fantasia pari passu until each has received an amount equal to its accrued but unpaid 9% return plus its total capital contribution, and thereafter 75% to Fantasia and 25% to the Operating Partnership. As of June 30, 2020 and December 31, 2019, the balance of our equity-method investment related to the Fantasia III JV was approximately $1.6 million and $1.6 million, respectively. Our equity-method investment in the Fantasia III JV is considered a significant investee as our proportionate share of its income is greater than 20% of our total loss. The results of operations for the three and six months ended June 30, 2020 and 2019 are as follows: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Total revenue $ 2,000,000 $ 1,977,000 $ 4,000,000 $ 3,954,000 Net operating income $ 1,474,000 $ 1,470,000 $ 2,953,000 $ 2,946,000 Income from operations $ 1,104,000 $ 1,025,000 $ 2,141,000 $ 2,056,000 Net income $ 566,000 $ 301,000 $ 966,000 $ 604,000 Summit equity interest in Fantasia III JV net income $ 57,000 $ 30,000 $ 97,000 $ 60,000 Summit Fantasy Pearl Holdings, LLC The FPH JV will continue until an event of dissolution occurs, as defined in the limited liability company agreement of the FPH JV (the “FPH LLC Agreement”). Under the FPH LLC Agreement, net operating cash flow of the FPH JV will be distributed quarterly, first to the members pari passu until each member has received an amount equal to its accrued, but unpaid 9% return, and thereafter 65.25% to Fantasy, 7.5% to Atlantis, 7.25% to Fantasia and 20% to the Operating Partnership. All capital proceeds from the sale of the properties held by the FPH JV, a refinancing or another capital event, will be paid to the members pari passu until each has received an amount equal to its accrued but unpaid 9% return plus its total capital contribution, and thereafter 65.25% to Fantasy, 7.5% to Atlantis, 7.25% to Fantasia, and 20% to the Operating Partnership. As of June 30, 2020 and December 31, 2019, the balance of our equity-method investment related to the FPH JV was approximately $0.3 million and $0.5 million, respectively. Our equity-method investment in the FPH JV is considered a significant investee as our proportionate share of its net loss is greater than 20% of our total net loss. The results of operations for the three and six months ended June 30, 2020 and 2019 are as follows: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Total revenue $ 886,000 $ 896,000 $ 1,771,000 $ 1,790,000 Net operating income $ 761,000 $ 760,000 $ 1,524,000 $ 1,520,000 Income from operations $ 418,000 $ 414,000 $ 839,000 $ 829,000 Net loss $ (51,000) $ (969,000) $ (1,405,000) $ (927,000) Summit equity interest in FPH JV net loss $ (5,000) $ (97,000) $ (140,000) $ (93,000) Indiana JV The Indiana JV will continue until an event of dissolution occurs, as defined in the Indiana JV Agreement. Under the Indiana JV Agreement, net operating cash flow of the Indiana JV will be distributed monthly to the members pari passu in accordance with their respective capital percentages, and thereafter as defined in the Indiana JV Agreement. As of June 30, 2020 and December 31, 2019, the balance of our equity-method investment related to the Indiana JV was approximately $3.9 million and $4.3 million, respectively. Our equity-method investment in the Indiana JV is considered a significant investee as our proportionate share of its assets are greater than 20% of our total assets as of December 31, 2019. The results of operations for the three and six months ended June 30, 2020 and 2019 are as follows: Three Months Ended Six Months Ended June 30, June 30, 2020 2019 2020 2019 Total revenue $ 2,946,000 $ 2,810,000 $ 5,893,000 $ 3,570,000 Net operating income $ 2,941,000 $ 2,797,000 $ 5,885,000 $ 3,557,000 Income from operations $ 1,854,000 $ 1,821,000 $ 3,722,000 $ 2,297,000 Net loss $ (117,000) $ (265,000) $ (221,000) $ (218,000) Summit equity interest in Indiana JV net loss $ (5,000) $ (97,000) $ (140,000) $ (93,000) Distributions from Equity-Method Investments As of June 30, 2020 and December 31, 2019, we have distributions receivable from our Equity-Method Investments, which is included in tenant and other receivables in our condensed consolidated balance sheets, as follows: June 30, December 31, 2020 2019 SUL JV $ 165,000 $ 97,000 Fantasia JV 36,000 180,000 Fantasia II JV 51,000 48,000 Fantasia III JV 115,000 117,000 FPH JV 22,000 39,000 Indiana JV 243,000 162,000 Total $ 632,000 $ 643,000 For the six months ended June 30, 2020 and 2019, we have received cash distributions, which are included in our cash flows from operating activities in tenant and other receivables, and cash flows from investing activities, as follows: Six Months Ended June 30, 2020 Six Months Ended June 30, 2019 Cash Flow Cash Flow Cash Flow Cash Flow Total Cash from from Total Cash from from Distributions Operating Investing Distributions Operating Investing Received Activities Activities Received Activities Activities SUL JV $ 235,000 $ 169,000 $ 66,000 $ 223,000 $ 98,000 $ 125,000 Fantasia JV 144,000 — 144,000 — — — Fantasia II JV 147,000 101,000 46,000 144,000 94,000 50,000 Fantasia III JV 69,000 69,000 — 78,000 60,000 18,000 FPH JV 84,000 — 84,000 39,000 5,000 34,000 Indiana JV 300,000 — 300,000 79,000 — 79,000 Total $ 979,000 $ 339,000 $ 640,000 $ 563,000 $ 257,000 $ 306,000 Acquisition and Asset Management Fees We serve as the manager or operating member of our Equity-Method Investments and provide management services in exchange for fees and reimbursements. As the manager or operating member, we are paid an acquisition fee, as defined in the applicable joint venture agreements. Additionally, as the manager or operating member, we are paid an annual asset management fee for managing the properties held by our Equity-Method Investments, as defined in the applicable joint venture agreements. For the three months ended June 30, 2020 and 2019, we recorded approximately $0.3 million and $0.3 million, respectively, in acquisition and asset management fees from our Equity-Method Investments. For the six months ended June 30, 2020 and 2019, we recorded approximately $0.6 million and $0.5 million, respectively, in acquisition and asset management fees from our Equity-Method Investments. |