v3.26.3
Investments in and Advances to Unconsolidated Affiliates
9 Months Ended
Sep. 30, 2026
Equity Method Investments and Joint Ventures [Abstract]  
Investments in and Advances to Unconsolidated Affiliates

4. Investments in and Advances to Unconsolidated Affiliates

The Company accounts for its investments in and advances to unconsolidated affiliates primarily under the equity method of accounting. The Company’s investments in and advances to unconsolidated affiliates consist of the following (dollars in thousands):

 

 

 

 

 

Ownership Interest

 

September 30,

 

 

December 31,

 

Portfolio

 

Property

 

September 30, 2026

 

2026

 

 

2025

 

 

 

 

 

 

 

 

 

 

 

 

REIT:

 

 

 

 

 

 

 

 

 

 

 

 

Gotham Plaza

 

49%

 

$

28,224

 

 

$

28,161

 

 

 

Georgetown Portfolio (a)

 

50%

 

 

3,781

 

 

 

3,744

 

 

 

1238 Wisconsin Avenue (a, b)

 

80%

 

 

17,192

 

 

 

18,025

 

 

 

840 N. Michigan Avenue (c, d)

 

94.35%

 

 

37,762

 

 

 

34,631

 

 

 

 

 

 

 

 

86,959

 

 

 

84,561

 

Investment Management:

 

 

 

 

 

 

 

 

 

 

Fund IV: (e)

 

Fund IV Other Portfolio (f)

 

90%

 

 

38

 

 

 

375

 

 

 

650 Bald Hill Road (g)

 

90%

 

 

366

 

 

 

5,789

 

 

 

 

 

 

 

 

404

 

 

 

6,164

 

 

 

 

 

 

 

 

 

 

 

 

Fund V: (e)

 

Family Center at Riverdale (c)

 

89.42%

 

 

—

 

 

 

521

 

 

 

Tri-City Plaza (l)

 

90%

 

 

293

 

 

 

6,120

 

 

 

Frederick County Acquisitions

 

90%

 

 

3,575

 

 

 

3,872

 

 

 

Wood Ridge Plaza

 

90%

 

 

7,954

 

 

 

7,962

 

 

 

La Frontera Village

 

90%

 

 

6,872

 

 

 

9,746

 

 

 

Shoppes at South Hills

 

90%

 

 

8,775

 

 

 

9,151

 

 

 

Mohawk Commons

 

90%

 

 

7,733

 

 

 

9,023

 

 

 

 

 

 

 

 

35,202

 

 

 

46,395

 

 

 

 

 

 

 

 

 

 

 

 

Other:

 

Shops at Grand

 

5%

 

 

2,292

 

 

 

2,363

 

 

 

Walk at Highwoods Preserve

 

20%

 

 

1,711

 

 

 

1,805

 

 

 

LINQ Promenade

 

15%

 

 

15,372

 

 

 

15,918

 

 

 

Shops at Skyview (h)

 

20%

 

 

62,751

 

 

 

—

 

 

 

Atlantic Portfolio (i)

 

20%

 

 

42,901

 

 

 

—

 

 

 

Avenue West Cobb

 

20%

 

 

4,296

 

 

 

—

 

 

 

Pinewood Square

 

20%

 

 

4,972

 

 

 

—

 

 

 

 

 

 

 

 

134,295

 

 

 

20,086

 

 

 

 

 

 

 

 

 

 

 

 

Various:

 

Due from Related Parties

 

 

 

 

2,755

 

 

 

1,366

 

 

 

Other (j)

 

 

 

 

2,656

 

 

 

3,383

 

 

 

Investments in and advances to
unconsolidated affiliates

 

 

 

$

262,271

 

 

$

161,955

 

 

 

 

 

 

 

 

 

 

 

 

REIT:

 

Crossroads (k)

 

49%

 

$

16,336

 

 

$

16,838

 

 

 

 

 

 

 

 

 

 

 

 

Investment Management:

 

 

 

 

 

 

 

 

 

 

 

 

Family Center at Riverdale (c, k)

 

89.42%

 

$

156

 

 

 

—

 

 

 

Distributions in excess of income from,
and investments in, unconsolidated affiliates

 

 

 

$

16,492

 

 

$

16,838

 

 

(a)
Represents a VIE for which the Company is not the primary beneficiary (Note 15).
(b)
Includes the amounts advanced against a $12.8 million construction commitment from the Company to the venture that holds its investment in 1238 Wisconsin. As of September 30, 2026 and December 31, 2025 the related party note receivable had a principal balance of $12.8 million, net of a $0.1 million allowance at each period. The loan is secured by the venture members’ equity interest in the entity that owns the 1238 Wisconsin development property, bears interest at Prime + 1.0% (subject to a
4.5% floor), and matures on December 28, 2027. The Company recognized interest income of $0.1 million for each of the three and nine months ended September 30, 2026 and 2025, related to this note receivable, which is recorded in Interest income in the Company’s Condensed Consolidated Statements of Operations.
(c)
Represents a tenancy-in-common interest.
(d)
The Company has a note receivable from the 840 North Michigan Avenue venture partners which had a balance of $2.1 million and $1.8 million as of September 30, 2026 and December 31, 2025, respectively, and matures in December 2026 (Note 3).
(e)
The Company owns 23.12% and 20.10% in Funds IV and V, respectively (Note 1). For the ventures within these funds, the ownership interest percentage represents the Fund’s ownership interest and not the Company’s proportionate share.
(f)
As of September 30, 2026, the investment balance relates to undistributed proceeds from the disposition of the Eden Square property.
(g)
The property was sold on April 8, 2026. As of September 30, 2026, the investment balance relates to undistributed proceeds from the disposition.
(h)
As of September 30, 2026, includes a $41.7 million preferred equity investment by the Company that was determined to be a debt instrument. The related-party advance is reported net of a $0.4 million CECL allowance. The loan bears interest at a fixed rate of 7.5%. For the three and nine months ended September 30, 2026, the Company recognized $0.6 million and $1.8 million of interest income, respectively, which is included in Interest income in the Condensed Consolidated Statements of Operations.
(i)
As of September 30, 2026, includes a $27.5 million preferred equity investment by the Company that was determined to be a debt instrument. The related-party advance is reported net of the $1.9 million unamortized discount and a $0.2 million CECL allowance. The loan bears interest at a fixed rate of 6.0%. For the three and nine months ended September 30, 2026, the Company recognized $0.3 million and $0.8 million of interest income, which is included in Interest income in the Condensed Consolidated Statements of Operations.
(j)
Includes cost-method investment in Fifth Wall. The Company recorded an impairment charge of $0.6 million for the nine months ended September 30, 2026, which is included in Realized and unrealized holding gains (losses) on investments and other in the Company’s Condensed Consolidated Statements of Operations.
(k)
Distributions have exceeded the Company’s investment; however, the Company recognizes a liability balance as it may elect to contribute capital to the entity.
(l)
The property was sold on May 28, 2026. As of September 30, 2026, the investment balance relates to undistributed proceeds from the disposition.

 

In January 2026, the Company acquired a 20% non-controlling equity interest in a joint venture that acquired the Shops at Skyview, a retail shopping center located in Queens, NY, for $424.1 million. At closing, the joint venture secured a mortgage loan with a total commitment of $290.0 million, of which $277.0 million was funded at closing. Additionally, the Company provided a preferred equity investment of approximately $41.7 million. The preferred equity is accounted for as a held-to-maturity debt instrument given its stated maturity date in January 2029, and bears interest at 7.5%.

 

In February 2026, the Company acquired a 20% non-controlling equity interest in two newly formed joint ventures, Atlantic Portfolio and Avenue at West Cobb, that, as part of a recapitalization, acquired a seven-property open-air retail portfolio. Six of the properties were previously held in Fund V, while one property (Avenue at West Cobb) was previously held in the Company’s wholly owned portfolio. The Company’s retained interest in the joint ventures was fair-valued at $87.1 million. At closing, the joint venture obtained a mortgage loan with a total commitment of $317.0 million, of which $298.0 million was funded at closing. Additionally, the Company provided seller financing to the Atlantic Portfolio joint venture in the form of a $27.5 million preferred equity investment. The preferred equity is accounted for as a held-to-maturity debt instrument given its stated maturity date in February 2029, is secured by the equity interests in the entity that owns the Atlantic Portfolio properties, and bears interest at a stated rate of 6.0%. The preferred equity investment was determined to be issued at below-market terms, as the prevailing market rate for a comparable instrument at the time of origination exceeded the stated rate. Accordingly, the Company recorded the instrument at fair value at origination, resulting in a $2.4 million discount, which is presented as a reduction to the preferred equity investment balance within Investments in and advances to unconsolidated affiliates on the Condensed Consolidated Balance Sheets, with a corresponding reduction to the gain on disposition recognized in connection with the recapitalization (Note 2). The discount will be accreted into interest income over the term of the instrument using the effective interest method.

 

In March 2026, the Company retained a 20% non-controlling equity interest in a newly formed joint venture that acquired Pinewood Square, which was fair-valued at $13.6 million. At closing, the joint venture obtained a mortgage loan of $45.0 million.

 

In April 2026, the Company, through Fund IV, sold its investment in 650 Bald Hill Road for $20.5 million and repaid the related $14.4 million property mortgage loan. The venture recognized a gain on sale of $0.6 million, of which the Company’s proportionate share was $0.2 million.

 

In May 2026, the Company, through Fund V, sold its investment in Tri-City Plaza for $62.5 million and repaid the related $34.8 million property mortgage loan. The venture recognized a gain of $19.7 million, of which the Company’s proportionate share of the gain was $3.0 million.

 

840 N. Michigan Avenue

 

In December 2023, an unconsolidated venture holding an interest in a property on North Michigan Avenue modified its $73.5 million nonrecourse mortgage loan. The modification reduced the principal balance by $18.5 million, required a $17.5 million principal paydown, increased the interest rate from 4.4% to 6.5%, and extended the maturity from February 2025 to December 2026. Under the modification, the venture may be required to make contingent payments of up to $17.5 million upon a sale or secured refinancing prior to maturity (“Contingent Payment”). The Contingent Payment amortizes on a straight‑line basis over the remaining loan term and is reduced over time in accordance with the modification agreement. The modification was accounted for as a troubled debt restructuring under ASC 470, resulting in an initial gain of approximately $0.4 million recognized in equity in earnings of unconsolidated affiliates. Future cash payments under the modified loan, including any Contingent Payment, are treated as reductions of the mortgage carrying amount, and no interest expense is recognized through the revised maturity. As the Contingent Payment amortizes, additional gains are recognized in equity in earnings, of which $1.3 million and $3.2 million were recognized

during the three and nine months ended September 30, 2026, respectively. As part of the modification, the Operating Partnership provided a recourse guarantee equal to 50% of the unpaid principal balance of the mortgage which was $30.0 million as of September 30, 2026.

Fees earned from and paid to Unconsolidated Affiliates

The Company earned fees for asset management, property management, construction, development, legal and leasing fees from its investments in unconsolidated affiliates totaling $2.7 million and $1.1 million for the three months ended September 30, 2026 and 2025, respectively, and $8.9 million and $3.1 million for the nine months ended September 30, 2026 and 2025, respectively, which are included in Other revenues in the Condensed Consolidated Statements of Operations.

In addition, the Company’s unconsolidated joint ventures paid fees to the Company’s unaffiliated joint venture partners of $1.0 million and $0.7 million for the three months ended September 30, 2026 and 2025, respectively, and $3.2 million and $2.2 million for the nine months ended September 30, 2026 and 2025, respectively, for leasing commissions, development, management, construction and overhead fees.

Summarized Financial Information of Unconsolidated Affiliates

The following Combined and Condensed Balance Sheets and Statements of Operations, in each period, summarized the financial information of the Company’s investments in unconsolidated affiliates that were held as of September 30, 2026 and December 31, 2025 (in thousands):

 

 

 

September 30,

 

 

December 31,

 

 

 

2026

 

 

2025

 

Combined and Condensed Balance Sheets

 

 

 

 

 

 

Assets:

 

 

 

 

 

 

Rental property, net

 

$

1,634,642

 

 

$

902,016

 

Other assets

 

 

331,445

 

 

 

119,689

 

Total assets

 

$

1,966,087

 

 

$

1,021,705

 

Liabilities and partners’ equity:

 

 

 

 

 

 

Mortgage notes payable

 

$

1,254,965

 

 

$

630,077

 

Other liabilities

 

 

230,020

 

 

 

127,164

 

Partners’ equity

 

 

481,101

 

 

 

264,464

 

Total liabilities and partners’ equity

 

$

1,966,087

 

 

$

1,021,705

 

 

 

 

 

 

 

 

Company's share of accumulated equity

 

$

228,858

 

 

$

127,079

 

Basis differential

 

 

8,566

 

 

 

8,860

 

Deferred fees, net of portion related to the Company's interest

 

 

2,916

 

 

 

4,452

 

Amounts receivable/payable by the Company

 

 

2,755

 

 

 

1,366

 

Investments in and advances to unconsolidated affiliates, net of Company's
   share of distributions in excess of income from and investments in
   unconsolidated affiliates

 

 

243,095

 

 

 

141,757

 

Investments carried at cost

 

 

2,683

 

 

 

3,360

 

Company's share of distributions in excess of income from and
   investments in unconsolidated affiliates

 

 

16,492

 

 

 

16,838

 

Investments in and advances to unconsolidated affiliates

 

$

262,271

 

 

$

161,955

 

 

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Combined and Condensed Statements of Operations

 

 

 

 

 

 

 

 

 

 

 

 

Total revenues

 

$

56,358

 

 

$

29,073

 

 

$

156,345

 

 

$

90,215

 

Operating and other expenses

 

 

(18,064

)

 

 

(10,911

)

 

 

(53,032

)

 

 

(34,141

)

Interest expense

 

 

(19,398

)

 

 

(9,780

)

 

 

(54,718

)

 

 

(31,944

)

Depreciation and amortization

 

 

(27,572

)

 

 

(11,946

)

 

 

(74,455

)

 

 

(38,420

)

Gain on extinguishment of debt (a)

 

 

1,271

 

 

 

971

 

 

 

3,212

 

 

 

2,893

 

Impairment of real estate (b)

 

 

—

 

 

 

(3,480

)

 

 

—

 

 

 

(3,480

)

Gain (loss) on disposition of properties (c)

 

 

—

 

 

 

—

 

 

 

20,381

 

 

 

(1,030

)

Net loss attributable to unconsolidated affiliates

 

$

(7,405

)

 

$

(6,073

)

 

$

(2,267

)

 

$

(15,907

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Company’s share of equity in net (losses) earnings of unconsolidated affiliates

 

$

(369

)

 

$

(3,596

)

 

$

12,248

 

 

$

(9,304

)

Basis differential amortization

 

 

(98

)

 

 

(98

)

 

 

(294

)

 

 

(294

)

Company’s equity in losses of unconsolidated affiliates

 

$

(467

)

 

$

(3,694

)

 

$

11,954

 

 

$

(9,598

)

 

(a)
Includes the gain on debt extinguishment related to the restructuring at 840 N. Michigan Avenue for the three and nine months ended September 30, 2026 and 2025.
(b)
The impairment charge for the three and nine months ended September 30, 2025 is related to the 650 Bald Hill Road property.
(c)
Includes the gain on sale of 650 Bald Hill Road and Tri-City Plaza for the nine months ended September 30, 2026 and the loss on the sale of Eden Square for the nine months ended September 30, 2025.