Investments in Unconsolidated Affiliated Real Estate Entities | 3. Investments in Unconsolidated Affiliated Real Estate Entities The entities below are partially owned by the Company. The Company accounts for these investments under the equity method of accounting as the Company exercises significant influence, but does not exercise financial and operating control over these entities. A summary of the Company’s investments in unconsolidated affiliated real estate entities is as follows: Schedule of investments in the unconsolidated affiliated real estate As of Entity Date of Ownership Ownership December 31, December 31, LVP LIC Hotel JV LLC (the “Hilton Garden Inn Joint Venture”) March 27, 2018 50.00 % $ 11,180,136 $ 10,663,655 Bedford Avenue Holdings LLC (the “Williamsburg Moxy Hotel Joint Venture”) August 5, 2021 25.00 % 12,364,801 - Total investments in unconsolidated affiliated real estate entities $ 23,544,937 $ 10,663,655 Hilton Garden Inn Joint Venture On March 27, 2018, the Company and Lightstone Value Plus REIT II, Inc. (“Lightstone REIT II”), a REIT also sponsored by the Company’s Sponsor and a related party, acquired, through the Hilton Garden Inn Joint Venture, a 183-room, limited-service hotel located at 29-21 41 st 60.0 25.0 35.0 50.0 The Company paid $ 12.9 50.0 50.0 In light of the impact of the COVID-19 pandemic on the operating results of the Hilton Garden Inn – Long Island City, the Hilton Garden Inn Joint Venture has entered into certain amendments with respect the Hilton Garden Inn Mortgage as discussed below. On June 2, 2020, the Hilton Garden Inn Mortgage was amended to provide for (i) the deferral of the six monthly debt service payments aggregating $ 0.9 2.15 4.03 1.2 Additionally, on April 7, 2021, the Hilton Garden Inn Joint Venture and the lender further amended 1.7 0.7 Subsequent to the Company’s acquisition of its 50.0 2.8 1.3 2.0 0.5 Hilton Garden Inn Joint Venture Financial Information The following table represents the condensed income statement (amounts in thousands) for the Hilton Garden Inn Joint Venture for the period indicated: Schedule of condensed income statement (amounts in thousands) For the For the Revenues $ 7,545 $ 3,662 Property operating expenses 4,306 3,259 General and administrative costs 34 37 Depreciation and amortization 2,496 2,527 Operating income/(loss) 709 (2,161 ) Interest expense and other, net (1,755 ) (1,728 ) Gain on forgiveness of debt 381 - Net loss $ (665 ) $ (3,889 ) Company’s share of net loss (50.00%) $ (333 ) $ (1,945 ) The following table represents the condensed balance sheet (amounts in thousands) for the Hilton Garden Inn Joint Venture: Schedule of condensed balance sheet As of As of (amounts in thousands) December 31, December 31, Investment property, net $ 52,415 $ 54,826 Cash 2,841 885 Other assets 1,204 1,211 Total assets $ 56,460 $ 56,922 Mortgage payable, net $ 33,115 $ 34,988 Other liabilities 1,585 1,207 Members’ capital 21,760 20,727 Total liabilities and members’ capital $ 56,460 $ 56,922 Williamsburg Moxy Hotel Joint Venture On August 5, 2021, the Company formed the Williamsburg Moxy Hotel Joint Venture with Lightstone Value Plus REIT IV, Inc. (“Lightstone REIT IV”), a REIT also sponsored by the Company’s Sponsor and a related party, pursuant to which the Company acquired 25% of Lightstone REIT IV’s membership interest in Bedford Avenue Holdings LLC for aggregate consideration of $ 7.9 Subsequent to its initial acquisition, the Company made additional capital contributions to the Williamsburg Moxy Hotel Joint Venture of $ 4.3 Bedford Avenue Holdings LLC previously acquired four adjacent parcels of land located at 353-361 Bedford Avenue in Brooklyn, New York, on which it is developing and constructing a 210-room branded hotel (the “Williamsburg Moxy Hotel”). As a result, the Company and Lightstone REIT IV have 25% and 75% membership interests, respectively, in the Williamsburg Moxy Hotel Joint Venture. The Company has determined that the Williamsburg Moxy Hotel Joint Venture is a variable interest entity and the Company is not the primary beneficiary, as it was determined that REIT IV is the primary beneficiary. The Company accounts for its membership interest in the Williamsburg Moxy Hotel Joint Venture in accordance with the equity method because it exerts significant influence over but does not control the Williamsburg Moxy Hotel Joint Venture. All capital contributions and distributions of earnings from the Williamsburg Moxy Hotel Joint Venture are made on a pro rata basis in proportion to each member’s equity interest percentage. Any distributions in excess of earnings from the Williamsburg Moxy Hotel Joint Venture are made to the members pursuant to the terms of the Williamsburg Moxy Hotel Joint Venture’s operating agreement. The Williamsburg Moxy Hotel is currently under construction and expected to open during the fourth quarter of 2022. Therefore, the Williamsburg Moxy Hotel Joint Venture had no operating results from August 5, 2021 (date of acquisition) Moxy Construction Loan On August 5, 2021, the Williamsburg Moxy Hotel Joint Venture entered into a recourse construction loan facility for up to $77.0 million (the “Moxy Construction Loan”) scheduled to mature on February 5, 2024, with two, six-month extension options, subject to the satisfaction of certain conditions. The Moxy Construction Loan bears interest at LIBOR plus 9.00%, subject to a 9.50% floor, with monthly interest-only payments based on a rate of 7.50% with the accrued and unpaid interest added to the outstanding loan balance and due at maturity. The Moxy Construction Loan is collateralized by the Williamsburg Moxy Hotel. The Williamsburg Moxy Hotel Joint Venture received initial proceeds of $16.0 million under the Moxy Construction Loan and repaid a previously outstanding mortgage loan of $ 16.0 As of December 31, 2021, the outstanding principal balance of the Moxy Construction Loan was $ 18.6 0.1 3.7 on the Williamsburg Moxy Hotel Joint Venture’s condensed balance sheet , 58.6 In connection with the Moxy Construction Loan, the Williamsburg Moxy Hotel Joint Venture has provided certain completion and carry cost guarantees. Additionally, financing fees of $ 0.1 Williamsburg Moxy Hotel Joint Venture Financial Information The following table represents the condensed balance sheet (amounts in thousands) for the Williamsburg Moxy Hotel Joint Venture: Schedule of condensed balance sheet As of (amounts in thousands) December 31, Construction in progress $ 73,000 Cash 101 Other assets 423 Total assets $ 73,524 Loans payable, net $ 14,844 Other liabilities 9,822 Members’ capital 48,858 Total liabilities and members’ capital $ 73,524 The Cove Joint Venture On January 31, 2017, the Company, through its wholly owned subsidiary, REIT III COVE LLC along with LSG Cove LLC, an affiliate of the Sponsor and a related party, REIT IV COVE LLC, a wholly owned subsidiary of Lightstone REIT IV, and Maximus Cove Investor LLC (“Maximus”), an unrelated third party, completed the acquisition of all of RP Cove, L.L.C’s membership interest in RP Maximus Cove, L.L.C. (the “Cove Joint Venture”) for aggregate consideration of $ 255.0 20.0 22.5 The Cove Joint Venture owned and operated The Cove at Tiburon (“the Cove”), a 281-unit, luxury waterfront multifamily residential property located in Tiburon, California from January 31, 2017 through February 12, 2020. As discussed below, the Company disposed of its 22.5 The Company accounted for its 22.5 0.7 0.2 earnings from investments in unconsolidated affiliated real estate entities On February 12, 2020, REIT IV Cove LLC, LSG Cove LLC and REIT III COVE LLC each redeemed their respective membership interests in the Cove Joint Venture for an aggregate redemption price of $ 87.6 22.5 21.9 7.9 As a result of the redemption of the Company’s 22.5 0.1 0.1 8.0 |