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. We perform this review initially at the time we enter into venture agreements and reassess upon reconsideration events. At year-end 2017 , we had ownership interests in 15 ventures that we accounted for using the equity method, none 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 At Year-End 2017 2016 2017 2016 2017 2016 2017 2016 (In thousands) 242, LLC (b) (e) $ 19,525 $ 26,503 $ — $ 1,107 $ 19,357 $ 23,136 $ 9,131 $ 10,934 CL Ashton Woods, LP (c) 124 2,653 — — 104 2,198 83 1,107 CL Realty, LLC 4,528 8,048 — — 4,344 7,899 2,172 3,950 CREA FMF Nashville LLC (b) 2,315 56,081 — 37,446 684 17,091 342 4,923 Elan 99, LLC (e) 49,080 49,652 36,348 36,238 11,204 13,100 10,078 11,790 FMF Littleton LLC 66,849 70,282 45,836 44,446 20,289 23,798 5,144 6,128 FMF Peakview LLC — — — — — — — — FOR/SR Forsyth LLC 11,598 10,672 1,551 1,568 10,041 8,990 9,037 8,091 HM Stonewall Estates, Ltd — 852 — — — 852 — 477 LM Land Holdings, LP (c) 19,479 25,538 — 3,477 12,074 20,945 5,935 9,685 MRECV DT Holdings LLC (e) 3,043 4,155 — — 3,043 4,144 2,594 3,729 MRECV Edelweiss LLC/MRECV Lender VIII LLC (e) 8,127 3,484 — — 8,127 3,484 7,189 3,358 MRECV Juniper Ridge LLC (e) 3,936 4,156 — — 3,936 4,156 3,331 3,741 MRECV Meadow Crossing II LLC (e) 3,129 2,492 — — 3,129 2,491 2,738 2,242 Miramonte Boulder Pass, LLC (e) 7,573 10,738 1,398 4,006 4,843 5,265 4,633 5,330 Temco Associates, LLC 4,448 4,368 — — 4,345 4,253 2,172 2,126 Other ventures — — — — — — — — $ 203,754 $ 279,674 $ 85,133 $ 128,288 $ 105,520 $ 141,802 $ 64,579 $ 77,611 Combined summarized income statement information for our ventures accounted for using the equity method follows: Revenues Earnings (Loss) Our Share of Earnings (Loss) For the Year 2017 2016 2015 2017 2016 2015 2017 2016 2015 (In thousands) 242, LLC (b) (e) $ 13,073 $ 5,835 $ 20,995 $ 8,021 $ 1,259 $ 9,588 $ 4,096 $ 668 $ 4,919 CL Ashton Woods, LP 3,179 2,870 9,820 1,456 914 3,881 1,816 1,332 5,000 CL Realty, LLC 499 567 856 (1,155 ) 237 424 (578 ) 119 212 CREA FMF Nashville LLC (b) (d) 5,440 4,955 1,227 17,267 (1,420 ) (1,696 ) 7,563 1,103 (1,696 ) Elan 99, LLC (e) 4,596 1,392 — (1,896 ) (2,739 ) (49 ) (1,712 ) (2,465 ) (44 ) FMF Littleton LLC 6,366 3,116 120 192 (571 ) (367 ) 48 (143 ) (92 ) FMF Peakview LLC — 939 2,057 — (248 ) (1,116 ) — (50 ) (223 ) FOR/SR Forsyth LLC — — — (148 ) (65 ) — (134 ) (58 ) — HM Stonewall Estates, Ltd. 496 2,112 3,990 243 832 1,881 103 361 952 LM Land Holdings, LP (c) 22,127 10,001 10,956 10,629 7,288 8,251 3,563 2,458 3,342 MRECV DT Holdings LLC (e) 1,196 495 — 1,173 477 167 911 429 — MRECV Edelweiss LLC/MRECV Lender VIII LLC (e) 1,018 416 — 1,016 409 151 789 368 137 MRECV Juniper Ridge LLC (e) 1,445 379 — 1,445 380 106 1,089 342 — MRECV Meadow Crossing II LLC (e) 638 267 — 638 220 — 496 198 — Miramonte Boulder Pass, LLC (e) 5,483 4,923 — 177 (399 ) (250 ) (197 ) (200 ) (125 ) PSW Communities, LP — — 29,986 — — 2,688 — — 1,169 TEMCO Associates, LLC 192 1,344 9,485 92 440 2,358 46 220 1,179 Other ventures — 6,519 36,237 — 2,105 33,303 — 1,441 1,278 $ 65,748 $ 46,130 $ 125,729 $ 39,150 $ 9,119 $ 59,320 $ 17,899 $ 6,123 $ 16,008 _____________________ (a) Total includes current maturities of $84,098,000 at year-end 2017 , of which $79,515,000 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 contributed by us to ventures. We recognize deferred gains as income as real estate is sold to third parties. Deferred gains of $548,000 are reflected as a reduction to our investment in unconsolidated ventures at year-end 2017 . (c) Includes unrecognized basis difference of $448,000 which is reflected as an increase of our investment in unconsolidated ventures at year-end 2017 . This difference will be amortized as expense over the life of the investment and included in our share of earnings (loss) from the respective venture. (d) Our share of venture earnings in 2016 includes reallocation of prior year cumulative losses incurred by the venture as a result of equity contribution by the venture partner in 2016 in accordance with the partnership agreement. (e) Included in our strategic asset sale to Starwood on February 8, 2018. Please read Note 22 - Subsequent Event for additional information regarding this transaction. In 2017 , we invested $4,548,000 in these ventures and received $34,439,000 in distributions; in 2016 , we invested $6,089,000 in these ventures and received $13,419,000 in distributions; and in 2015 , we invested $26,349,000 in these ventures and received $24,909,000 in distributions. Distributions include both return of investments and distributions of earnings. In 2017, CREA FMF Nashville LLC (Acklen), sold a 320 -unit multifamily project in Nashville for $71,750,000 and recognized a gain of $18,986,000 . Our share of earnings was $7,783,000 and we received a distribution of $11,956,000 as a result of this sale. In 2017, venture earnings from 242, LLC 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 . In 2017, 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 2017, the venture recognized a non-cash impairment charge of $3,756,000 associated with a commercial tract on the Texas coast. In 2016, we sold our interest in FMF Peakview LLC (360 0 ), a 304 -unit multifamily joint venture near Denver, generating $13,917,000 in net proceeds and recognized a gain of $10,363,000 which is included in gain on sale of assets. We provided construction and development services for some of these ventures for which we receive fees. Fees for these services were $741,000 in 2017 , $2,466,000 in 2016 and $1,856,000 in 2015 , and are included in real estate revenues. |