Investment in Unconsolidated Ventures | Investment in Unconsolidated Ventures We participate in real estate ventures for the purpose of acquiring and developing residential, multifamily and mixed-use communities in which we may or may not have a controlling financial interest. U.S. GAAP requires consolidation of Variable Interest Entities (VIEs) in which an enterprise has a controlling financial interest and is the primary beneficiary. A controlling financial interest will have both of the following characteristics: (a) the power to direct the VIE activities that most significantly impact economic performance; and (b) the obligation to absorb the VIE losses and right to receive benefits that are significant to the VIE. We examine specific criteria and use judgment when determining whether a venture is a VIE and whether we are the primary beneficiary and must consolidate a VIE. We perform this review initially at the time we enter into venture agreements and reassess upon reconsideration events. At second quarter-end 2017 , we had ownership interests in 15 ventures that we accounted for using the equity method, no ne of which are a VIE. Combined summarized balance sheet information for our ventures accounted for using the equity method follows: Venture Assets Venture Borrowings (a) Venture Equity Our Investment Second Year-End Second Year-End Second Year-End Second Year-End 2017 2016 2017 2016 2017 2016 2017 2016 (In thousands) 242, LLC (b) $ 23,014 $ 26,503 $ — $ 1,107 $ 22,822 $ 23,136 $ 10,863 $ 10,934 CL Ashton Woods, LP (c) 1,350 2,653 — — 1,296 2,198 939 1,107 CL Realty, LLC 7,989 8,048 — — 7,900 7,899 3,950 3,950 CREA FMF Nashville LLC (b) 54,121 56,081 35,844 37,446 17,321 17,091 4,850 4,923 Elan 99, LLC 49,191 49,652 36,356 36,238 11,845 13,100 10,659 11,790 FMF Littleton LLC 70,541 70,282 46,158 44,446 23,618 23,798 6,083 6,128 FMF Peakview LLC — — — — — — — — FOR/SR Forsyth LLC 11,195 10,672 1,545 1,568 9,627 8,990 8,664 8,091 HM Stonewall Estates, Ltd — 852 — — — 852 — 477 LM Land Holdings, LP (c) 24,211 25,538 2,470 3,477 13,162 20,945 6,424 9,685 MRECV DT Holdings LLC 3,855 4,155 — — 3,855 4,144 3,470 3,729 MRECV Edelweiss LLC/MRECV Lender VIII LLC 7,283 3,484 — — 7,283 3,484 6,555 3,358 MRECV Juniper Ridge LLC 3,371 4,156 — — 3,371 4,156 3,034 3,741 MRECV Meadow Crossing II LLC 2,850 2,492 — — 2,850 2,491 2,565 2,242 Miramonte Boulder Pass, LLC 8,903 10,738 2,648 4,006 4,670 5,265 4,467 5,330 Temco Associates, LLC 4,406 4,368 — — 4,302 4,253 2,151 2,126 Other ventures — — — — — — — — $ 272,280 $ 279,674 $ 125,021 $ 128,288 $ 133,922 $ 141,802 $ 74,674 $ 77,611 Combined summarized income statement information for our ventures accounted for using the equity method follows: Venture Revenues Venture Earnings (Loss) Our Share of Earnings (Loss) Second Quarter First Six Months Second Quarter First Six Months Second Quarter First Six Months 2017 2016 2017 2016 2017 2016 2017 2016 2017 2016 2017 2016 (In thousands) 242, LLC (b) $ — $ — $ 13,073 $ — $ (83 ) $ (164 ) $ 8,382 $ (464 ) $ (41 ) $ (82 ) $ 4,277 $ (232 ) CL Ashton Woods, LP (c) 846 993 2,628 1,689 348 151 1,098 518 473 324 1,432 763 CL Realty, LLC — 113 199 246 (64 ) 17 2,401 64 (32 ) 8 1,200 31 CREA FMF Nashville LLC (b) 1,465 1,081 2,870 1,982 (150 ) (498 ) (320 ) (1,069 ) (43 ) (149 ) (97 ) (320 ) Elan 99, LLC 1,026 147 1,928 167 (601 ) (934 ) (1,254 ) (1,344 ) (541 ) (841 ) (1,129 ) (1,210 ) FMF Littleton LLC 1,596 526 3,011 847 (15 ) (178 ) (180 ) (348 ) (4 ) (44 ) (45 ) (86 ) FMF Peakview LLC — — — 939 — — — (248 ) — — — (50 ) FOR/SR Forsyth LLC — — — — (36 ) (17 ) (68 ) (17 ) (33 ) (15 ) (61 ) (15 ) HM Stonewall Estates, Ltd — 580 496 1,126 — 294 243 514 — 124 103 227 LM Land Holdings, LP (c) 15,880 2,026 16,933 3,026 5,589 1,415 6,217 2,055 1,774 501 1,989 645 MRECV DT Holdings LLC 287 119 588 217 287 117 586 215 259 105 528 193 MRECV Edelweiss LLC/MRECV Lender VIII LLC 238 94 423 181 237 87 422 174 214 78 380 156 MRECV Juniper Ridge LLC 597 202 610 205 597 203 610 206 537 183 549 186 MRECV Meadow Crossing II LLC 237 29 359 29 236 16 358 (18 ) 212 14 322 (17 ) Miramonte Boulder Pass, LLC 894 663 2,536 663 (40 ) (34 ) 4 (159 ) (38 ) (17 ) (363 ) (79 ) Temco Associates, LLC 48 48 96 147 22 12 49 79 10 6 24 40 Other ventures — — — — — (83 ) — (57 ) — (7 ) — 3 $ 23,114 $ 6,621 $ 45,750 $ 11,464 $ 6,327 $ 404 $ 18,548 $ 101 $ 2,747 $ 188 $ 9,109 $ 235 _____________________ (a) Total includes current maturities of $123,991,000 at second quarter-end 2017 , of which $107,075,000 is non-recourse to us, and $89,756,000 at year-end 2016 , of which $78,557,000 is non-recourse to us. (b) Includes unamortized deferred gains on real estate we contributed to ventures. We recognize deferred gains as income as the real estate is sold to third parties. Deferred gains of $1,372,000 are reflected as a reduction to our investment in unconsolidated ventures at second quarter-end 2017 . (c) Includes unrecognized basis difference of $436,000 which is reflected as an increase of our investment in unconsolidated ventures at second quarter-end 2017 . The difference will be accreted as income or expense over the life of the investment and included in our share of earnings (loss) from the respective ventures. In first six months 2017 , we invested $3,617,000 in these ventures and received $14,942,000 in distributions. In first six months 2016 , we invested $4,658,000 in these ventures and received $3,981,000 in distributions. Distributions include both return of investments and distribution of earnings. The increase in our share of earnings from our unconsolidated ventures in second quarter 2017 compared with second quarter 2016 is primarily due to higher earnings from LM Land Holdings, LP which benefited from the sale of 42 commercial acres for $13,600,000 generating venture earnings of $10,683,000 , of which $6,321,000 was deferred and will be recognized as development is completed. Based on our 37.5% interest in this venture, our pro-rata share of the earnings associated with this sale was $1,636,000 and our pro-rata share of the distributable cash was $4,411,000 . In addition, the increase in our share of earnings and distributions from our unconsolidated ventures in first six months 2017 is primarily due to higher earnings from 242, LLC which benefited from the sale of 46 commercial acres for $9,719,000 generating $6,612,000 in earnings to the venture. Based on our 50% interest in the venture, our pro-rata share of the earnings associated with this sale was $3,306,000 and our pro-rata share of the total distributable cash was $4,348,000 . CL Realty, LLC, a venture in which we own a 50% interest, sold certain mineral assets to us for $2,400,000 . Subsequent to closing of this transaction, we received $1,200,000 from the venture, representing our pro-rata share of distributable cash. In first quarter 2016, we sold our interest in FMF Peakview LLC (360 0 ), a 304 -unit multifamily joint venture project near Denver, generating $13,167,000 in net proceeds and we recognized a gain of $9,613,000 which is included in gain on sale of assets. |