Preferred Equity Investments in Unconsolidated Real Estate Joint Ventures | Note 6 – Preferred Equity Investments in Unconsolidated Real Estate Joint Ventures The carrying amount of the Company’s preferred equity investments in unconsolidated real estate joint ventures as of March 31, 2023 and December 31, 2022 is summarized in the table below (amounts in thousands): March 31, December 31, Property 2023 2022 Peak Housing $ 16,261 $ 20,318 The Cottages at Myrtle Beach 17,913 17,913 The Cottages at Warner Robins 13,250 13,250 The Cottages of Port St. Lucie 18,785 18,785 The Woods at Forest Hill 3,477 3,300 Wayford at Innovation Park 13,226 10,205 Willow Park 3,007 2,540 Total $ 85,919 $ 86,311 Provision for credit losses (28) (22) Total, net $ 85,891 $ 86,289 Allowance for Credit Losses The provision for and recovery of credit losses of the Company’s preferred equity investments at March 31, 2023 and December 31, 2022 are summarized in the table below (amounts in thousands): March 31, December 31, 2023 2022 Beginning balances, net as of January 1, 2023 and 2022, respectively $ 22 $ 73 Provision for (recovery of) credit losses on pool of assets, net (1) 6 (51) Provision for credit losses, net, end of period $ 28 $ 22 Recovery of credit loss – Alexan Southside Place (2) $ — $ (292) (1) Under CECL, a provision for credit losses for similar assets is calculated based on a historical default rate applied to the remaining life of the assets. The provision for credit losses during the three months ended March 31, 2023 was primarily attributable to an increase in the trailing twelve-month historical default rate. (2) In 2021, Alexan Southside Place, the property underlying the Company’s preferred equity investment, was sold. In 2022, the Company recognized a partial recovery of a previously recorded credit loss on Alexan Southside Place. As of March 31, 2023, the Company, through wholly-owned subsidiaries of the Operating Partnership, had outstanding preferred equity investments in seven joint ventures which are classified as held to maturity debt securities as the Company has the intention and ability to hold the investments to maturity. The Company earns a fixed return on these investments, which is included within preferred returns on unconsolidated real estate joint ventures in its combined consolidated statements of operations. Each joint venture’s purpose is to develop or operate a portfolio of residential units. The preferred returns on the Company’s unconsolidated real estate joint ventures for the three months ended March 31, 2023 and 2022 are summarized below (amounts in thousands): Three Months Ended March 31, Property 2023 2022 Peak Housing $ 443 $ 466 The Cottages at Myrtle Beach 649 371 The Cottages at Warner Robins 480 26 The Cottages of Port St. Lucie 681 313 The Woods at Forest Hill 110 14 Wayford at Innovation Park 341 — Willow Park 92 83 Total preferred returns on unconsolidated joint ventures $ 2,796 $ 1,273 The occupancy percentages of the Company’s unconsolidated real estate joint ventures at March 31, 2023 and December 31, 2022 are as follows: Property March 31, 2023 December 31, 2022 Peak Housing 92.0 % 95.4 % The Cottages at Myrtle Beach (1) (2) The Cottages at Warner Robins (3) 16.7 % (2) The Cottages of Port St. Lucie (1) (2) The Woods at Forest Hill (4) 10.5 % 1.3 % Wayford at Innovation Park (1) (2) Willow Park (5) 32.6 % 30.4 % (1) The development had not commenced lease-up as of March 31, 2023. (2) The development had not commenced lease-up as of December 31, 2022. (3) The Cottages at Warner Robins commenced lease-up in February 2023. (4) The Woods at Forest Hill commenced lease-up in October 2022. (5) Willow Park commenced lease-up in late June 2022. Peak Housing Interests On March 3, 2023, the Company’s agreement with the operating partnership of Peak REIT OP regarding its total preferred equity investment was amended. Previously, the Company earned a 7.0% current return and a 3.0% accrued return, for a total preferred return of 10.0% per annum, on $16.0 million of its investment. On the Company’s remaining $4.3 million investment, it earned a 4.0% current return and a 4.0% accrued return, for a total preferred return of 8.0% per annum. On the Company’s total $20.3 million investment, it earned a total weighted average preferred return of 9.6% per annum. As part of the amendment, the Company’s two tranches of preferred equity investments were combined into one $20.3 million preferred equity investment earning a 6.4% current return and a 3.2% accrued return, for a total preferred return of 9.6% per annum. In addition, the amendment increased the collateral underlying the Company’s preferred equity investment from 474 units to 648 units. Peak REIT OP may sell the units collateralizing the Company’s preferred equity investment, though Peak REIT OP is required to distribute any net sale proceeds to the Company, after consideration for partnership operating expenses and reserve requirements, until the Company’s full preferred equity investment has been repaid in full, subject to certain rate of return requirements and including any accrued but unpaid preferred returns. On March 9, 2023, the Company’s preferred equity investment in the Peak REIT OP was partially redeemed for $4.1 million, which included principal investment of $4.0 million and accrued preferred return of $0.1 million, leaving the Company’s remaining preferred equity investment in the Peak REIT OP at $16.3 million. The Woods at Forest Hill Interests The Company is party to a joint venture agreement with the Peak REIT OP (the “Woods JV”) to develop approximately 76-build for rent, single-family residential homes in Forest Hill, Texas. The Company made an original commitment to invest $3.3 million of preferred equity interests in the Woods JV. On March 17, 2023, the Company increased its commitment in the Woods JV by $2.3 million, for a total preferred equity investment commitment of $5.6 million, of which $3.5 million had been funded as of March 31, 2023. The Company earns a 13.0% per annum accrued return on its original preferred equity investment of $3.3 million. On its additional preferred equity investment commitment of $2.3 million, the Company will earn an accrued return on its outstanding capital contributions at a rate of 15.0% per annum compounded monthly, subject to a minimum multiple. Willow Park Interests The Company is party to a joint venture agreement with the Peak REIT OP (the “Willow Park JV”) to develop approximately 46-build for rent, single-family residential homes in Willow Park, Texas. The Company made an original commitment to invest $2.5 million of preferred equity interests in the Willow Park JV. On February 28, 2023, the Company increased its commitment in the Willow Park JV by $2.1 million, for a total preferred equity investment commitment of $4.6 million, of which $3.0 million had been funded as of March 31, 2023. The Company earns a 13.0% per annum accrued return on its original preferred equity investment of $2.5 million. On its additional preferred equity investment commitment of $2.1 million, the Company will earn an accrued return on its outstanding capital contributions at a rate of 15.0% per annum compounded monthly, subject to a minimum multiple. |