Quarterly report pursuant to Section 13 or 15(d)

Investments in Unconsolidated Real Estate Joint Ventures

v3.4.0.3
Investments in Unconsolidated Real Estate Joint Ventures
3 Months Ended
Mar. 31, 2016
Investments In Unconsolidated Real Estate Joint Ventures [Abstract]  
Investments in Unconsolidated Real Estate Joint Ventures
Investments in Unconsolidated Real Estate Joint Ventures
The equity method of accounting is used to account for each of the individual joint ventures. We have an ownership interest in the following unconsolidated real estate joint ventures:

As of March 31, 2016
Joint Venture
 
Outlet Center Location
 
Ownership %
 
Square Feet
(in 000's)
 
Carrying Value of Investment (in millions)
 
Total Joint Venture Net Debt
(in millions)(1)
Columbus
 
Columbus, OH
 
50.0
%
 

 
$
30.7

 
$

National Harbor
 
National Harbor, MD
 
50.0
%
 
339

 
5.5

 
85.9

RioCan Canada
 
Various
 
50.0
%
 
902

 
126.4

 
11.9

Savannah (2)
 
Savannah, GA
 
50.0
%
 
377

 
43.8

 
93.5

Westgate
 
Glendale, AZ
 
58.0
%
 
411

 
12.3

 
61.9

 
 
 
 
 
 
 
 
$
218.7

 
$
253.2

 
 
 
 
 
 
 
 
 
 
 
Charlotte(3)
 
Charlotte, NC
 
50.0
%
 
398

 
$
(1.4
)
 
$
89.6

Galveston/Houston (3)
 
Texas City, TX
 
50.0
%
 
353

 
(2.1
)
 
64.8

 
 
 
 
 
 
 
 
$
(3.5
)
 
$
154.4



As of December 31, 2015
Joint Venture
 
Outlet Center Location
 
Ownership %
 
Square Feet
(in 000's)
 
Carrying Value of Investment (in millions)
 
Total Joint Venture Net Debt
(in millions)
(1)
Columbus
 
Columbus, OH
 
50.0
%
 

 
$
21.1

 
$

National Harbor
 
National Harbor, MD
 
50.0
%
 
339

 
6.1

 
85.8

RioCan Canada
 
Various
 
50.0
%
 
870

 
117.2

 
11.3

Savannah (2)
 
Savannah, GA
 
50.0
%
 
377

 
44.4

 
87.6

Westgate
 
Glendale, AZ
 
58.0
%
 
411

 
12.3

 
61.9

 
 
 
 
 
 
 
 
$
201.1

 
$
246.6

 
 
 
 
 
 
 
 
 
 
 
Charlotte(3)
 
Charlotte, NC
 
50.0
%
 
398

 
$
(1.1
)
 
$
89.6

Galveston/Houston(3)
 
Texas City, TX
 
50.0
%
 
353

 
(1.5
)
 
64.7

 
 
 
 
 
 
 
 
$
(2.6
)
 
$
154.3


(1)
Net of debt origination costs and including premiums of $2.8 million and $3.3 million as of March 31, 2016 and December 31, 2015, respectively.
(2)
Based on capital contribution and distribution provisions in the joint venture agreement, we expect our economic interest in the venture's cash flow to be greater than indicated in the Ownership column, which states our legal interest in this venture. As of March 31 2016, based upon the liquidation proceeds we would receive from a hypothetical liquidation of our investment based on depreciated book value, our estimated economic interest in the venture was approximately 98%. Our economic interest may fluctuate based on a number of factors, including mortgage financing, partnership capital contributions and distributions, and proceeds from gains or losses of asset sales.
(3)
The negative carrying value is due to the distributions of proceeds from mortgage loans and quarterly distributions of excess cash flow exceeding the original contributions from the partners.



Fees we received for various services provided to our unconsolidated joint ventures were recognized in management, leasing and other services as follows (in thousands):
 
 
Three months ended

 
 
March 31,

 
 
2016
 
2015

Fee:
 
 
 
 
 
Development and leasing
 
$
192

 
$
581

 
Loan guarantee
 
182

 
196

 
Management and marketing
 
747

 
506

 
Total Fees
 
$
1,121

 
$
1,283

 


Our investments in real estate joint ventures are reduced by the percentage of the profits earned for leasing and development services associated with our ownership interest in each joint venture. Our carrying value of investments in unconsolidated joint ventures differs from our share of the assets reported in the "Summary Balance Sheets - Unconsolidated Joint Ventures" shown below due to adjustments to the book basis, including intercompany profits on sales of services that are capitalized by the unconsolidated joint ventures. The differences in basis (totaling $4.1 million and $3.9 million as of March 31, 2016 and December 31, 2015, respectively) are amortized over the various useful lives of the related assets.

Columbus, Ohio

During the second quarter of 2015, the joint venture purchased land for approximately $8.9 million and began construction on Tanger Outlets Columbus. We and our partner currently expect to complete construction in time to open the center during the second quarter of 2016. As of March 31, 2016, we and our partner had each contributed $30.0 million to fund development activities. Our partner is providing development services to the joint venture and we, along with our partner, are providing joint leasing services. Once the center opens, we will provide property management, marketing and leasing services to the joint venture.



Condensed combined summary financial information of unconsolidated joint ventures accounted for using the equity method is as follows (in thousands):
Condensed Combined Balance Sheets - Unconsolidated Joint Ventures
 
March 31, 2016
 
December 31, 2015
Assets
 
 

 
 

Land
 
$
107,403

 
$
103,046

Buildings, improvements and fixtures
 
632,456

 
615,662

Construction in progress, including land
 
83,701

 
62,308

 
 
823,560

 
781,016

Accumulated depreciation
 
(69,754
)
 
(60,629
)
Total rental property, net
 
753,806

 
720,387

Cash and cash equivalents
 
27,671

 
28,723

Deferred lease costs, net
 
18,605

 
18,399

Prepaids and other assets
 
17,217

 
14,455

Total assets
 
$
817,299

 
$
781,964

Liabilities and Owners' Equity
 
 

 
 

Mortgages payable, net
 
$
407,640

 
$
400,935

Accounts payable and other liabilities
 
27,604

 
31,805

Total liabilities
 
435,244

 
432,740

Owners' equity
 
382,055

 
349,224

Total liabilities and owners' equity
 
$
817,299

 
$
781,964



 
 
Three months ended
 
Condensed Combined Statements of Operations
 
March 31,
 
 - Unconsolidated Joint Ventures
 
2016
 
2015
 
Revenues
 
$
27,698

 
$
23,965

 
Expenses
 
 
 
 
 
Property operating
 
10,318

 
9,144

 
General and administrative
 
117

 
218

 
Depreciation and amortization
 
8,799

 
7,822

 
Total expenses
 
19,234

 
17,184

 
Operating income
 
8,464

 
6,781

 
Interest expense
 
(2,554
)
 
(1,770
)
 
Other nonoperating income
 
1

 
8

 
Net income
 
$
5,911

 
$
5,019

 
 
 
 
 
 
 
The Company and Operating Partnership's share of:
 
Net income
 
$
3,499

 
$
2,543

 
Depreciation expense (real estate related)
 
$
5,339

 
$
4,076