Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | Apr. 26, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | DRIVE SHACK INC. | |
Entity Central Index Key | 1,175,483 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Entity Common Stock, Shares Outstanding | 66,977,104 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current Assets | ||
Cash and cash equivalents | $ 137,028 | $ 167,692 |
Restricted cash | 3,162 | 5,178 |
Accounts receivable, net | 9,046 | 8,780 |
Real estate assets, held-for-sale | 164,040 | 2,000 |
Real estate securities, available-for-sale | 2,362 | 2,294 |
Other current assets | 25,815 | 21,568 |
Total Current Assets | 341,453 | 207,512 |
Restricted cash, noncurrent | 821 | 818 |
Property and equipment, net of accumulated depreciation | 86,850 | 241,258 |
Intangibles, net of accumulated amortization | 54,896 | 57,276 |
Other investments | 21,514 | 21,135 |
Other assets | 8,442 | 8,649 |
Total Assets | 513,976 | 536,648 |
Current Liabilities | ||
Obligations under capital leases | 4,892 | 4,652 |
Membership deposit liabilities | 8,715 | 8,733 |
Accounts payable and accrued expenses | 34,513 | 36,797 |
Deferred revenue | 13,636 | 31,207 |
Real estate liabilities, held-for-sale | 13,487 | 0 |
Other current liabilities | 16,532 | 22,596 |
Total Current Liabilities | 91,775 | 103,985 |
Credit facilities and obligations under capital leases | 112,156 | 112,105 |
Junior subordinated notes payable | 51,206 | 51,208 |
Membership deposit liabilities, noncurrent | 88,247 | 86,523 |
Deferred revenue, noncurrent | 7,332 | 6,930 |
Other liabilities | 4,779 | 4,846 |
Total Liabilities | 355,495 | 365,597 |
Commitments and contingencies | ||
Equity | ||
Preferred stock, $0.01 par value, 100,000,000 shares authorized, 1,347,321 shares of 9.75% Series B Cumulative Redeemable Preferred Stock, 496,000 shares of 8.05% Series C Cumulative Redeemable Preferred Stock, and 620,000 shares of 8.375% Series D Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, issued and outstanding as of March 31, 2018 and December 31, 2017 | 61,583 | 61,583 |
Common stock, $0.01 par value, 1,000,000,000 shares authorized, 66,977,104 and 66,977,104 shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively | 670 | 670 |
Additional paid-in capital | 3,173,559 | 3,173,281 |
Accumulated deficit | (3,078,734) | (3,065,853) |
Accumulated other comprehensive income | 1,403 | 1,370 |
Total Equity | 158,481 | 171,051 |
Total Liabilities and Equity | $ 513,976 | $ 536,648 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock liquidation preference, (in dollars per share) | $ 25 | $ 25 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 66,977,104 | 66,977,104 |
Common stock, shares outstanding (in shares) | 66,977,104 | 66,977,104 |
Series B Cumulative Redeemable Preferred Stock | ||
Preferred stock, shares issued (in shares) | 1,347,321 | 1,347,321 |
Preferred stock, shares outstanding (in shares) | 1,347,321 | 1,347,321 |
Preferred stock, dividend rate | 9.75% | 9.75% |
Series C Cumulative Redeemable Preferred Stock | ||
Preferred stock, shares issued (in shares) | 496,000 | 496,000 |
Preferred stock, shares outstanding (in shares) | 496,000 | 496,000 |
Preferred stock, dividend rate | 8.05% | 8.05% |
Series D Cumulative Redemable Preferred Stock | ||
Preferred stock, shares issued (in shares) | 620,000 | 620,000 |
Preferred stock, shares outstanding (in shares) | 620,000 | 620,000 |
Preferred stock, dividend rate | 8.375% | 8.375% |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenues | ||
Golf course operations | $ 53,554,000 | $ 46,296,000 |
Sales of food and beverages | 13,106,000 | 12,845,000 |
Total revenues | 66,660,000 | 59,141,000 |
Operating costs | ||
Operating expenses | 57,379,000 | 50,509,000 |
Cost of sales - food and beverages | 4,040,000 | 4,032,000 |
General and administrative expense | 9,192,000 | 7,487,000 |
Management fee to affiliate | 0 | 2,677,000 |
Depreciation and amortization | 5,548,000 | 5,793,000 |
Pre-opening costs | 1,556,000 | 0 |
Impairment | 1,473,000 | 0 |
Realized and unrealized (gain) loss on investments | (242,000) | 3,389,000 |
Total operating costs | 78,946,000 | 73,887,000 |
Operating loss | (12,286,000) | (14,746,000) |
Other income (expenses) | ||
Interest and investment income | 446,000 | 7,888,000 |
Interest expense, net | (4,049,000) | (5,434,000) |
Other loss, net | (406,000) | (123,000) |
Total other income (expenses) | (4,009,000) | 2,331,000 |
Loss before income tax | (16,295,000) | (12,415,000) |
Income tax expense | 0 | 539,000 |
Net (loss) income | (16,295,000) | (12,954,000) |
Preferred dividends | (1,395,000) | (1,395,000) |
Loss Applicable to Common Stockholders | $ (17,690,000) | $ (14,349,000) |
Loss Applicable to Common Stock, per share | ||
Basic (in dollars per share) | $ (0.26) | $ (0.21) |
Diluted (in dollars per share) | $ (0.26) | $ (0.21) |
Weighted Average Number of Shares of Common Stock Outstanding | ||
Basic (in shares) | 66,977,104 | 66,841,977 |
Diluted (in shares) | 66,977,104 | 66,841,977 |
Dividends Declared per Share of Common Stock (in dollars per share) | $ 0 | $ 0 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (16,295) | $ (12,954) |
Other comprehensive income (loss): | ||
Net unrealized gain on available-for-sale securities | 33 | 47 |
Other comprehensive income | 33 | 47 |
Total comprehensive loss | (16,262) | (12,907) |
Comprehensive loss attributable to Drive Shack Inc. stockholders’ equity | $ (16,262) | $ (12,907) |
CONSOLIDATED STATEMENT OF EQUIT
CONSOLIDATED STATEMENT OF EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Preferred Stock | Common Stock | Additional Paid- in Capital | Accumulated Deficit | Accumulated Other Comp. Income |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Adoption of ASC 606 (Note 3) | $ 4,809 | $ 4,809 | ||||
Equity (deficit), beginning (in shares) at Dec. 31, 2017 | 2,463,321 | 66,977,104 | ||||
Equity (deficit), beginning at Dec. 31, 2017 | 171,051 | $ 61,583 | $ 670 | $ 3,173,281 | (3,065,853) | $ 1,370 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Dividends declared | (1,395) | (1,395) | ||||
Stock-based compensation | 278 | 278 | ||||
Comprehensive income (loss) | ||||||
Net loss | (16,295) | (16,295) | ||||
Other comprehensive income | 33 | 33 | ||||
Total comprehensive loss | (16,262) | |||||
Equity (deficit), ending (in shares) at Mar. 31, 2018 | 2,463,321 | 66,977,104 | ||||
Equity (deficit), ending at Mar. 31, 2018 | $ 158,481 | $ 61,583 | $ 670 | $ 3,173,559 | $ (3,078,734) | $ 1,403 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash Flows From Operating Activities | ||
Net loss | $ (16,295) | $ (12,954) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 5,548 | 5,793 |
Amortization of discount and premium | 288 | 620 |
Other amortization | 2,711 | 2,614 |
Net interest income on investments accrued to principal balance | 0 | (3,431) |
Amortization of revenue on golf membership deposit liabilities | (349) | (305) |
Amortization of prepaid golf membership dues | (6,270) | (6,283) |
Non-cash directors’ compensation | 0 | 75 |
Stock-based compensation | 278 | 0 |
Impairment | 1,473 | 0 |
Equity in earnings from equity method investments, net of distributions | (379) | (379) |
Loss on settlement of investments, net | 2 | 473 |
Unrealized (gain) loss on investments | (242) | 3,060 |
Loss on extinguishment of debt | 52 | 146 |
Change in: | ||
Accounts receivable, net, other current assets and other assets - noncurrent | (1,983) | (645) |
Accounts payable and accrued expenses, deferred revenue, other current liabilities and other liabilities - noncurrent | (353) | 1,404 |
Net cash used in operating activities | (15,519) | (9,812) |
Cash Flows From Investing Activities | ||
Principal repayments from investments | 0 | 10,707 |
Proceeds from sale of securities and loans | 0 | 286,639 |
Net proceeds for settlement of TBAs | 0 | 2,474 |
Acquisition and additions of property and equipment and intangibles | (13,080) | (3,971) |
Deposits paid on property and equipment | (2,298) | (80) |
Net cash (used in) provided by investing activities | (15,378) | 295,769 |
Cash Flows From Financing Activities | ||
Borrowings under debt obligations | 0 | 1,007 |
Repayments of debt obligations | (1,141) | (292,237) |
Margin deposits under repurchase agreements and derivatives | 0 | (48,406) |
Return of margin deposits under repurchase agreements and derivatives | 0 | 50,156 |
Golf membership deposits received | 861 | 695 |
Common stock dividends paid | 0 | (8,019) |
Preferred stock dividends paid | (1,395) | (1,395) |
Payment of deferred financing costs | 0 | (22) |
Other financing activities | (105) | (97) |
Net cash used in financing activities | (1,780) | (298,318) |
Net Decrease in Cash and Cash Equivalents, Restricted Cash and Restricted Cash, noncurrent | (32,677) | (12,361) |
Cash and Cash Equivalents, Restricted Cash and Restricted Cash, noncurrent, Beginning of Period | 173,688 | 146,544 |
Cash and Cash Equivalents, Restricted Cash and Restricted Cash, noncurrent, End of Period | 141,011 | 134,183 |
Supplemental Schedule of Non-Cash Investing and Financing Activities | ||
Preferred stock dividends declared but not paid | 930 | 930 |
Additions to capital lease assets and liabilities | 1,170 | 254 |
Additions to property and equipment and accounts payable | $ 6,599 | $ 0 |
ORGANIZATION
ORGANIZATION | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATION Drive Shack Inc., which is referred to, together with its subsidiaries, “Drive Shack Inc.” or the “Company” is a leading owner and operator of golf-related leisure and entertainment businesses. The Company, a Maryland corporation, was formed in 2002, and its common stock is traded on the NYSE under the symbol “DS.” The Company conducts its business through the following segments: (i) Traditional Golf properties, (ii) Entertainment Golf venues, (iii) Debt Investments and (iv) corporate. For a further discussion of the reportable segments, see Note 4. The Company’s Traditional Golf business is one of the largest owners and operators of golf properties in the United States. As of March 31, 2018 , the Company owned, leased or managed 74 properties across 12 states. The Company opened its first Entertainment Golf venue in Orlando, Florida on April 7, 2018. The Company expects to open a chain of next-generation Entertainment Golf venues across the United States and internationally which combine golf, competition, dining and fun. On December 21, 2017, the Company announced the Internalization effective January 1, 2018. The Company agreed with the former Manager to terminate the existing Management Agreement and arrange for the former Manager to continue to provide certain services for a transition period. In connection with the termination of the Management Agreement, the Company made a one-time cash payment of $ 10.7 million to the former Manager. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation — The accompanying Consolidated Financial Statements and related notes of the Company have been prepared in accordance with accounting principles generally accepted in the United States for interim financial reporting and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared under U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted. In the opinion of management, all adjustments considered necessary for a fair presentation of the Company’s financial position, results of operations and cash flows have been included and are of a normal and recurring nature. The operating results presented for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the entire year. These financial statements should be read in conjunction with the Company’s Consolidated Financial Statements for the year ended December 31, 2017 and notes thereto included in the Company’s Annual Report on Form 10-K filed with the SEC on March 13, 2018. Capitalized terms used herein, and not otherwise defined, are defined in the Company’s Consolidated Financial Statements for the year ended December 31, 2017 . As of March 31, 2018 , the Company’s significant accounting policies for these financial statements are summarized below and should be read in conjunction with the Summary of Significant Accounting Policies detailed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 . Prior Period Reclassification — Certain prior period amounts have been reclassified to conform to the current period's presentation. Effective January 1, 2018, the Company internalized management (as discussed above) and records corporate overhead, including corporate payroll and related expenses, in "General and administrative expense" on the Consolidated Statements of Operations. Prior to January 1, 2018, the Company reported corporate overhead, including corporate payroll and related expenses, related to the Traditional Golf business in "Operating expenses" on the Consolidated Statements of Operations. The Company reclassified $ 3.9 million from "Operating expenses" to "General and administrative expense" for the three months ended March 31, 2017 . The Company adopted ASU 2015-18 Statement of Cash Flows (Topic 230), Restricted Cash effective January 1, 2018, which requires retrospective adjustment to all periods. The addition of the reconciliation of restricted cash for three months ended March 31, 2017 included an increase of $ 1.1 million in "Margin deposits under repurchase agreements and derivatives." REVENUE RECOGNITION Golf Course Operations — Revenue from green fees, cart rentals, merchandise sales and other operating activities (consisting primarily of range income, banquets and club amenities) are generally recognized at the time of sale, when services are rendered and collection is reasonably assured. Revenue from membership dues for private club members and The Players Club members is recognized in the month earned. Membership dues received in advance are included in deferred revenue and recognized as revenue ratably over the appropriate period, which is generally twelve months or less for private club members and the following month for The Players Club members. The membership dues are generally structured to cover the club operating costs and membership services. Private country club members generally pay an advance initiation fee deposit upon their acceptance as a member to the respective country club. Initiation fee deposits are refundable 30 years after the date of acceptance as a member. The difference between the initiation fee deposit paid by the member and the present value of the refund obligation is deferred and recognized into revenue in the Consolidated Statements of Operations on a straight-line basis over the expected life of an active membership, which is estimated to be seven years. The determination of the estimated average expected life of an active membership is a significant judgment based on company-specific historical membership addition and attrition data. The present value of the refund obligation is recorded as a membership deposit liability in the Consolidated Balance Sheets and accretes over a 30 -year nonrefundable term using the effective interest method. This accretion is recorded as interest expense in the Consolidated Statements of Operations. Revenue from the reimbursement of certain operating costs incurred at the Company’s managed Traditional Golf properties is recognized at the time the associated operating costs are incurred as collection is reasonably assured per the terms of the management contracts and the repayment histories of the property owners. Sales of Food and Beverages — Revenue from food and beverage sales are recorded at the time of sale. Realized and Unrealized (Gain) Loss on Investments and Other Income (Loss), Net — These items are comprised of the following: Three Months Ended March 31, 2018 2017 Loss on settlement of real estate securities $ — $ 2,803 Unrealized loss on securities, intent-to-sell — 558 Realized (gain) on settlement of TBAs, net — (2,474 ) Unrealized (gain) loss on non-hedge derivative instruments (242 ) 2,502 Realized and unrealized (gain) loss on investments $ (242 ) $ 3,389 Loss on lease modifications and terminations $ (771 ) $ (158 ) Loss on extinguishment of debt, net (52 ) (146 ) Collateral management fee income, net 154 122 Equity in earnings of equity method investments 379 379 (Loss) gain on disposal of long-lived assets (206 ) 26 Other income (loss) 90 (346 ) Other loss, net $ (406 ) $ (123 ) EXPENSE RECOGNITION Operating Expenses — Operating expenses for Traditional Golf consist primarily of payroll directly related to golf properties, equipment and cart leases, utilities, repairs and maintenance, supplies, seed, soil and fertilizer, marketing, certain operating costs incurred at managed Traditional Golf properties and operating lease rent expense. Many of the Traditional Golf properties and related facilities are leased under long-term operating leases. In addition to minimum payments, certain leases require payment of the excess of various percentages of gross revenue or net operating income over the minimum rental payments. The leases generally require the payment of taxes assessed against the leased property and the cost of insurance and maintenance. The majority of lease terms initially range from 10 to 20 years , and typically, the leases contain renewal options. Certain leases include scheduled increases or decreases in minimum rental payments at various times during the term of the lease. These scheduled rent increases or decreases are recognized on a straight-line basis over the term of the lease. Increases result in an accrual, which is included in other current liabilities and other liabilities, and decreases result in a receivable, which is included in other current assets and other assets, for the amount by which the cumulative straight-line rent differs from the contractual cash rent. Pre-Opening Costs — Pre-opening costs are expensed as incurred and consist primarily of marketing expenses, pre-opening rent, employee payroll, travel and related expenses, training costs, food, beverage and other restaurant operating expenses incurred prior to opening an Entertainment Golf venue. Derivatives and Hedging Activities — All derivatives are recognized as either assets or liabilities on the balance sheet and measured at fair value. The Company reports the fair value of derivative instruments gross of cash paid or received pursuant to credit support agreements and fair value is reflected on a net counterparty basis when the Company believes a legal right of offset exists under an enforceable netting agreement. Changes in fair value are recorded in net income. Derivative transactions are entered into by the Company solely for risk management purposes in the ordinary course of business. As of March 31, 2018 , the Company has one interest rate cap with a fair value of $0.5 million which is not designated as a hedge. BALANCE SHEET MEASUREMENT Property and Equipment, Net — Real estate and related improvements are recorded at cost less accumulated depreciation. Costs that both materially add value to an asset and extend the useful life of an asset by more than a year are capitalized. With respect to golf course improvements (included in buildings and improvements), costs associated with construction, significant replacements, permanent landscaping, sand traps, fairways, tee boxes or greens are capitalized. All other asset-related costs that do not meet these criteria, such as minor repairs and routine maintenance, are expensed as incurred. The Company capitalizes to construction in progress certain costs related to properties under development. Capitalization begins when the activities related to development have begun and ceases when activities are substantially complete and the asset is available for use. Capitalized costs include development, construction-related costs and interest expense. Long-lived assets to be disposed of by sale, which meet certain criteria, are reclassified to real estate held-for-sale and measured at the lower of their carrying amount or fair value less costs of sale. Real estate held-for-sale is recorded in “Real estate assets, held-for-sale” and “Real estate liabilities, held-for-sale” on the Consolidated Balance Sheets. A disposal of a component of an entity or a group of components of an entity are reported in discontinued operations if the disposal represents a strategic shift that has or will have a major effect on the Company’s operations and financial results. Discontinued operations are retroactively reclassified to income (loss) from discontinued operations for all periods presented. The Company leases certain golf carts and other equipment that are classified as capital leases. The value of capital leases is recorded as an asset on the balance sheet, along with a liability related to the associated payments. Depreciation of capital lease assets is calculated using the straight-line method over the shorter of the estimated useful lives and the expected lease terms. The cost of equipment under capital leases is included in property and equipment in the Consolidated Balance Sheets. Payments under the leases are treated as reductions of the obligations under capital leases, with a portion being recorded as interest expense under the effective interest method. Depreciation is calculated using the straight-line method based on the following estimated useful lives: Buildings and improvements 10-30 years Capital leases - equipment 3-7 years Furniture, fixtures and equipment 3-7 years Intangibles, Net — Intangible assets and liabilities relating to Traditional Golf consist primarily of leasehold advantages (disadvantages), management contracts and membership base. A leasehold advantage (disadvantage) exists to the Company when it pays a contracted rent that is below (above) market rents at the date of the acquisition transaction. The value of a leasehold advantage (disadvantage) is calculated based on the differential between market and contracted rent, which is tax effected and discounted to present value based on an after-tax discount rate corresponding to each golf property and is amortized over the term of the underlying lease agreement. The management contract intangible represents the Company’s golf course management contracts for both leased and managed properties. The management contract intangible for leased and managed properties is valued utilizing a discounted cash flow methodology under the income approach and is amortized over the term of the underlying lease or management agreements, respectively. The membership base intangible represents the Company’s relationship with its private country club members. The membership base intangible is valued using the multi-period excess earnings method under the income approach, and is amortized over the expected life of an active membership. Amortization of leasehold intangible assets and liabilities is included within operating expenses and amortization of all other intangible assets is included within depreciation and amortization in the Consolidated Statements of Operations. Amortization of all intangible assets is calculated using the straight-line method based on the following estimated useful lives: Trade name 30 years Leasehold intangibles 1-26 years Management contracts 1-26 years Internally-developed software 5 years Membership base 7 years Membership Deposit Liabilities — Private country club members generally pay an advance initiation fee deposit upon their acceptance as a member to the respective country club. Initiation fee deposits are refundable 30 years after the date of acceptance as a member. The difference between the initiation fee deposit paid by the member and the present value of the refund obligation is deferred and recognized into Golf course operations revenue in the Consolidated Statements of Operations on a straight-line basis over the expected life of an active membership, which is estimated to be seven years. The present value of the refund obligation is recorded as a membership deposit liability in the Consolidated Balance Sheets and accretes over a 30 -year nonrefundable term using the effective interest method. This accretion is recorded as interest expense in the Consolidated Statements of Operations. Other Investment — The Company owns an approximately 22% economic interest in a limited liability company which owns preferred equity secured by a commercial real estate project. The Company accounts for this investment as an equity method investment. As of March 31, 2018 and December 31, 2017 , the carrying value of this investment was $21.5 million and $21.1 million , respectively. The Company evaluates its equity method investment for other-than-temporary impairment whenever events or changes in circumstances indicate that the carrying amount of the investment might not be recoverable. The evaluation of recoverability is based on management’s assessment of the financial condition and near term prospects of the commercial real estate project, the length of time and the extent to which the market value of the investment has been less than cost, availability and cost of financing, demand for space, competition for tenants, changes in market rental rates, and operating costs. As these factors are difficult to predict and are subject to future events that may alter management’s assumptions, the values estimated by management in its recoverability analyses may not be realized, and actual losses or impairment may be realized in the future. Impairment of Real Estate and Finite-lived Intangible Assets — The Company periodically reviews the carrying amounts of its long-lived assets, including real estate and finite-lived intangible assets, to determine whether current events or circumstances indicate that such carrying amounts may not be recoverable. The assessment of recoverability is based on management’s estimates by comparing the sum of the estimated undiscounted cash flows generated by the underlying asset, or other appropriate grouping of assets, to its carrying value to determine whether an impairment existed at its lowest level of identifiable cash flows. If the carrying amount of the asset is greater than the expected undiscounted cash flows to be generated by such asset, an impairment is recognized to the extent the carrying value of such asset exceeds its fair value. The Company generally measures fair value by considering sale prices for similar assets or by discounting estimated future cash flows using an appropriate discount rate. Assets to be disposed of are carried at the lower of their financial statement carrying amount or fair value less costs to sell. Other Current Assets The following table summarizes the Company's other current assets: March 31, 2018 December 31, 2017 Loans, held-for-sale, net (A) $ — $ 147 Prepaid expenses 4,906 3,081 Deposits 5,337 3,469 Inventory 5,302 4,722 Miscellaneous current assets, net 10,270 10,149 Other current assets $ 25,815 $ 21,568 (A) During the three months ended March 31, 2018 , the Company recorded an impairment of $ 0.2 million on a corporate loan. Other Assets The following table summarizes the Company's other assets: March 31, 2018 December 31, 2017 Prepaid expenses $ 5 $ 6 Deposits 2,126 2,213 Derivative assets 528 286 Miscellaneous assets, net 5,783 6,144 Other assets $ 8,442 $ 8,649 Other Current Liabilities The following table summarizes the Company's other current liabilities: March 31, 2018 December 31, 2017 Security deposits payable $ 7,894 $ 6,602 Accrued rent 2,548 2,160 Due to affiliates — 1,786 Dividends payable 930 930 Miscellaneous current liabilities 5,160 11,118 Other current liabilities $ 16,532 $ 22,596 Other Liabilities The following table summarizes the Company's other liabilities: March 31, 2018 December 31, 2017 Security deposits payable $ 302 $ 66 Unfavorable leasehold interests 3,066 3,374 Accrued rent 1,057 1,057 Miscellaneous liabilities 354 349 Other liabilities $ 4,779 $ 4,846 Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09 Revenue from Contracts with Customers (Topic 606) . The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under today’s guidance. These may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. In August 2015, the FASB issued ASU 2015-14 Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, which defers the effective date by one year. The standard will be effective for annual and interim periods beginning after December 15, 2017; however, all entities are allowed to adopt the standard as early as the original effective date (annual periods beginning after December 15, 2016). Entities have the option of using either a full retrospective or a modified approach to adopt the guidance. In March 2016, the FASB issued ASU 2016-08 Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations which clarifies how an entity should identify the unit of accounting for the principal versus agent evaluation and how to apply the control principle to certain types of arrangements. In April 2016, the FASB issued ASU 2016-10 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing, which clarifies when a promised good or service is separately identifiable. In May 2016, the FASB issued ASU 2016-12 Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients which amends the new revenue recognition guidance on transition, collectibility, noncash consideration and the presentation of sales and other similar taxes. In December 2016, the FASB issued ASU 2016-20 Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers which amends the new revenue recognition guidance on performance obligations and 12 additional technical corrections and improvements. The Company adopted the new guidance effective January 1, 2018 using the modified retrospective method. See Note 3 for additional information. In January 2016, the FASB issued ASU 2016-01 Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities . The standard addresses certain aspects of recognition, measurement, presentation and disclosure of financial instruments. The effective date of the standard will be for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. The Company adopted the new guidance effective January 1, 2018 and it did not have a material impact on the Consolidated Financial Statements. In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842) . The standard requires lessees to recognize most leases on the balance sheet and addresses certain aspects of lessor accounting. The effective date of the standard will be for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018 and early adoption is permitted. Entities are required to use a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements, with an option to use certain relief. The Company is evaluating potential impacts of adopting the standard. Upon initial qualitative evaluation, a key change upon adoption will be the balance sheet recognition of all leased assets and liabilities. The Company's operating leases include ground leases, for certain of its golf properties and leased equipment which are not recognized on the balance sheet. The Company anticipates a right-of-use asset and a related lease liability will be recognized for these leases. In June 2016, the FASB issued ASU 2016-13 Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments. The standard changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. For available-for-sale debt securities, entities will be required to record allowances rather than reduce the carrying amount under the other-than-temporary impairment model. The effective date of the standard will be for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019 and early adoption is permitted for annual periods beginning after December 15, 2018. Entities will apply the standard's provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The Company is currently evaluating the new guidance to determine the impact it may have on its Consolidated Financial Statements. In August 2016, the FASB issued ASU 2016-15 Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments. The standard provides specific guidance over eight identified cash flow issues in order to reduce diversity in practice over the presentation and classification of certain types of cash receipts and cash payments. The effective date of the standard will be for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017 and early adoption is permitted. Entities should apply the standard using a retrospective transition method to each period presented. The Company adopted the new guidance effective January 1, 2018 and it did not have a material impact on the Consolidated Statements of Cash Flows. In November 2016, the FASB issued ASU 2016-18 Statement of Cash Flows (Topic 230), Restricted Cash. The standard requires entities to show the changes in the total of cash, cash equivalents and restricted cash in the statement of cash flows and provide a reconciliation to the related line items in the balance sheet. The effective date of the standard will be for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017 and early adoption is permitted. Entities will be required to apply the guidance retrospectively when adopted and provide the relevant disclosures in ASC 250 in the first interim and annual periods in which the guidance is adopted. The Company adopted the new guidance effective January 1, 2018 and has included changes in restricted cash in the Consolidated Statements of Cash Flows for all periods presented. In January 2017, the FASB issued ASU 2017-01 Business Combinations (Topic 805), Clarifying the Definition of a Business . The standard clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets of businesses. The effective date of the standard will be for interim and annual periods beginning after December 15, 2017 and early adoption is permitted. Entities will be required to apply the guidance on a prospective basis. The Company adopted the new guidance effective January 1, 2018 and it did not have a material impact on the Consolidated Financial Statements. |
REVENUES
REVENUES | 3 Months Ended |
Mar. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
REVENUES | REVENUES On January 1, 2018, the Company adopted the new accounting standard ASC 606, Revenue from Contracts with Customers, and all the related amendments (“new revenue standard”) for all contracts using the modified retrospective method. The Company recognized the cumulative effect of initially applying the new revenue standard as a decrease to the 2018 opening balance of accumulated deficit of $ 4.8 million . The adjustment is due to the recognition of breakage on gift cards and gift certificates offered at the Company's Traditional Golf properties that are not expected to be redeemed based on historical redemption rates. The recognition of breakage on gift cards and gift certificates on an ongoing basis is expected to have an immaterial impact to the Company’s net income (loss). The majority of the Company’s revenue continues to be recognized at the time of sale to customers at the Company’s Traditional Golf properties, including green fees, cart rentals, and sales of food, beverages and merchandise. Under the new revenue standard, certain operating costs incurred at the Company’s managed Traditional Golf properties and the reimbursements of those operating costs will now be recognized in Operating expenses and Golf course operations, respectively. The reimbursements do not include a profit margin and therefore this change will have no net impact to the Company’s operating income (loss). Per the modified retrospective method, comparative information has not been restated to conform to these changes and continues to be reported under the accounting standards in effect for those periods. In accordance with the new revenue standard requirements, the disclosure of the impact of adoption on the Consolidated Balance Sheet and Statement of Operations was as follows: Consolidated Balance Sheet March 31, 2018 As reported Balances without Adoption of ASC 606 Effect of Change Liabilities Other current liabilities $ 16,532 $ 21,341 $ (4,809 ) Equity Accumulated Deficit $ (3,078,734 ) $ (3,083,543 ) $ 4,809 Consolidated Statement of Operations Three Months Ended March 31, 2018 As reported Balances without Adoption of ASC 606 Effect of Change Revenues Golf course operations $ 53,554 $ 48,897 $ 4,657 Operating Costs Operating expenses $ 57,379 $ 52,722 $ 4,657 The Company’s revenue is all generated within the Traditional Golf segment. The following table disaggregates revenue by category: public and private golf properties (owned and leased) and managed golf properties. Three Months Ended March 31, 2018 Public golf properties Private golf properties Managed golf properties Total Golf course operations 22,370 25,949 5,235 53,554 Sales of food and beverages 7,207 5,899 — 13,106 Total revenues $ 29,577 $ 31,848 $ 5,235 $ 66,660 |
SEGMENT REPORTING
SEGMENT REPORTING | 3 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | SEGMENT REPORTING The Company currently has four reportable segments: (i) Traditional Golf properties, (ii) Entertainment Golf venues, (iii) Debt Investments, and (iv) corporate. The Company's Traditional Golf business is one of the largest owners and operators of golf properties in the United States. As of March 31, 2018 , the Company owned, leased or managed 74 Traditional Golf properties across 12 states. Additionally, the Company opened its inaugural Entertainment Golf venue in Orlando, Florida on April 7, 2018 and expects to continue opening a chain of next-generation Entertainment Golf venues across the United States and internationally, which combine golf, competition, dining and fun. The Debt Investment segment consists primarily of loans and securities which the Company has substantially monetized as part of its transformation to a leisure and entertainment company. The corporate segment consists primarily of interest income on short-term investments, general and administrative expenses, interest expense on the junior subordinated notes payable (Note 7), management fees pursuant to the Management Agreement prior to the Internalization effective January 1, 2018 (Note 12) and income tax expense (Note 14). Summary financial data on the Company’s segments is given below, together with a reconciliation to the same data for the Company as a whole: Traditional Golf Entertainment Golf Debt Investments Corporate Total Three Months Ended March 31, 2018 Revenues Golf course operations $ 53,554 $ — $ — $ — $ 53,554 Sales of food and beverages 13,106 — — — 13,106 Total revenues 66,660 — — — 66,660 Operating costs Operating expenses (A) 57,379 — — — 57,379 Cost of sales - food and beverages 4,040 — — — 4,040 General and administrative expense 4,153 1,102 6 2,074 7,335 General and administrative expense - acquisition and transaction expenses (B) 307 1,253 — 297 1,857 Depreciation and amortization 5,513 30 — 5 5,548 Pre-opening costs (C) — 1,556 — — 1,556 Impairment 1,326 — 147 — 1,473 Realized and unrealized loss on investments (242 ) — — — (242 ) Total operating costs 72,476 3,941 153 2,376 78,946 Operating loss (5,816 ) (3,941 ) (153 ) (2,376 ) (12,286 ) Other income (expenses) Interest and investment income 51 28 59 308 446 Interest expense, net (D) (3,555 ) — — (494 ) (4,049 ) Other (loss) income, net (938 ) — 532 — (406 ) Total other income (expenses) (4,442 ) 28 591 (186 ) (4,009 ) Income tax expense — — — — — Net (loss) income (10,258 ) (3,913 ) 438 (2,562 ) (16,295 ) Preferred dividends — — — (1,395 ) (1,395 ) (Loss) income applicable to common stockholders $ (10,258 ) $ (3,913 ) $ 438 $ (3,957 ) $ (17,690 ) Traditional Golf Entertainment Golf Debt Investments (E) Corporate Total March 31, 2018 Total assets 320,491 81,575 24,306 87,604 513,976 Total liabilities 290,553 9,160 79 55,703 355,495 Preferred stock — — — 61,583 61,583 Equity attributable to common stockholders $ 29,938 $ 72,415 $ 24,227 $ (29,682 ) $ 96,898 Additions to property and equipment (including capital leases) during the three months ended March 31, 2018 $ 4,040 $ 9,498 $ — $ — $ 13,538 Summary segment financial data (continued). Traditional Golf Entertainment Golf Debt Investments Corporate Total Three Months Ended March 31, 2017 Revenues Golf course operations $ 46,296 $ — $ — $ — $ 46,296 Sales of food and beverages 12,845 — — — 12,845 Total revenues 59,141 — — — 59,141 Operating costs Operating expenses (A) 50,509 — — — 50,509 Cost of sales - food and beverages 4,032 — — — 4,032 General and administrative expense 4,222 15 1 1,595 5,833 General and administrative expense - acquisition and transaction expenses (B) 276 1,261 — 117 1,654 Management fee to affiliate — — — 2,677 2,677 Depreciation and amortization 5,793 — — — 5,793 Realized and unrealized loss on investments 120 — 3,269 — 3,389 Total operating costs 64,952 1,276 3,270 4,389 73,887 Operating loss (5,811 ) (1,276 ) (3,270 ) (4,389 ) (14,746 ) Other income (expenses) Interest and investment income 39 — 7,802 47 7,888 Interest expense, net (D) (3,817 ) — (1,206 ) (411 ) (5,434 ) Other (loss) income, net (624 ) — 501 — (123 ) Total other income (expenses) (4,402 ) — 7,097 (364 ) 2,331 Income tax expense — — — 539 539 Net (loss) income (10,213 ) (1,276 ) 3,827 (5,292 ) (12,954 ) Preferred dividends — — — (1,395 ) (1,395 ) (Loss) income applicable to common stockholders $ (10,213 ) $ (1,276 ) $ 3,827 $ (6,687 ) $ (14,349 ) (A) Operating expenses includes rental expenses recorded under operating leases for carts and equipment in the amount of $0.6 million and $0.8 million for the three months ended March 31, 2018 and 2017 , respectively. Operating expenses also includes amortization of favorable and unfavorable lease intangibles in the amount of $1.0 million and $1.0 million for the three months ended March 31, 2018 and 2017 , respectively. (B) Acquisition and transaction expenses include costs related to completed and potential acquisitions and transactions which may include advisory, legal, accounting, valuation and other professional or consulting fees. (C) Pre-opening costs are expensed as incurred and consist primarily of site-related marketing expenses, pre-opening rent, employee payroll, travel and related expenses, training costs, food, beverage and other restaurant operating expenses incurred prior to opening an Entertainment Golf venue. (D) Interest expense, net includes the accretion of membership deposit liabilities in the amount of $1.7 million and $1.6 million for the three months ended March 31, 2018 and 2017 , respectively. Interest expense is net of $0.4 million related to capitalized interest for Entertainment Golf for the three months ended March 31, 2018 . (E) Total assets in the Debt Investments segment includes an equity method investment in the amount of $21.5 million as of March 31, 2018 recorded in other investments on the Consolidated Balance Sheets. See Note 2 for additional information. |
PROPERTY AND EQUIPMENT, NET OF
PROPERTY AND EQUIPMENT, NET OF ACCUMULATED DEPRECIATION | 3 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT, NET OF ACCUMULATED DEPRECIATION | PROPERTY AND EQUIPMENT, NET OF ACCUMULATED DEPRECIATION The following table summarizes the Company’s property and equipment: March 31, 2018 December 31, 2017 Gross Carrying Amount Accumulated Depreciation Net Carrying Value Gross Carrying Amount Accumulated Depreciation Net Carrying Value Land $ 5,105 $ — $ 5,105 $ 88,251 $ — $ 88,251 Buildings and improvements 51,164 (24,382 ) 26,782 154,769 (52,636 ) 102,133 Furniture, fixtures and equipment 21,053 (16,094 ) 4,959 33,109 (23,451 ) 9,658 Capital leases - equipment 26,027 (9,719 ) 16,308 24,949 (8,649 ) 16,300 Construction in progress 33,696 — 33,696 24,916 — 24,916 Total Property and Equipment $ 137,045 $ (50,195 ) $ 86,850 $ 325,994 $ (84,736 ) $ 241,258 In February 2018, the lease on a golf property in Oklahoma was terminated and the Company exited the property. On March 7, 2018, the Company announced it will actively pursue the sale of 26 owned Traditional Golf properties in order to generate capital for reinvestment in the Entertainment Golf business. The assets and associated liabilities are reported on the Consolidated Balance Sheets as “Real estate assets, held-for-sale” and “Real estate liabilities, held-for-sale,” respectively. The real estate assets, held-for-sale are reported at a carrying value of $ 164.0 million and include $ 83.8 million of land, $ 74.3 million of buildings and improvements, $ 4.8 million of furniture, fixtures and equipment, and $ 1.1 million of other related assets. The real estate liabilities, held-for-sale are reported at a carrying value of $ 13.5 million and include property liabilities to be assumed, primarily prepaid membership dues. The Company has assessed the real estate assets and determined that the carrying value of one property exceeded the fair value less anticipated costs to sell. As a result, the Company recognized an impairment loss totaling approximately $ 1.3 million for the three months ended March 31, 2018 . The fair value measurement was based on the pricing in a letter of intent and internal valuation models. The significant inputs used to value these real estate investments fall within Level 3 for fair value reporting. |
INTANGIBLES, NET OF ACCUMULATED
INTANGIBLES, NET OF ACCUMULATED AMORTIZATION | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLES, NET OF ACCUMULATED AMORTIZATION | INTANGIBLES, NET OF ACCUMULATED AMORTIZATION The following table summarizes the Company’s intangible assets: March 31, 2018 December 31, 2017 Gross Carrying Amount Accumulated Amortization Net Carrying Value Gross Carrying Amount Accumulated Amortization Net Carrying Value Trade name $ 700 $ (99 ) $ 601 $ 700 $ (93 ) $ 607 Leasehold intangibles (A) 48,107 (17,756 ) 30,351 48,107 (16,716 ) 31,391 Management contracts 35,111 (14,210 ) 20,901 35,111 (13,468 ) 21,643 Internally-developed software 800 (680 ) 120 800 (640 ) 160 Membership base 5,236 (3,179 ) 2,057 5,236 (2,992 ) 2,244 Nonamortizable liquor licenses 866 — 866 1,231 — 1,231 Total Intangibles $ 90,820 $ (35,924 ) $ 54,896 $ 91,185 $ (33,909 ) $ 57,276 (A) The amortization expense for leasehold intangibles is reported in operating expenses in the Consolidated Statements of Operations. |
DEBT OBLIGATIONS
DEBT OBLIGATIONS | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
DEBT OBLIGATIONS | DEBT OBLIGATIONS The following table presents certain information regarding the Company’s debt obligations at March 31, 2018 : Debt Obligation/Collateral Month Issued Outstanding Carrying Final Stated Maturity Weighted Weighted Average Weighted Average Life (Years) Face Amount of Credit Facilities and Capital Leases Traditional Golf term loan (C)(D) June 2016 102,000 100,255 Jul 2019 LIBOR+4.70% 7.92 % 1.3 102,000 Vineyard II Dec 1993 200 200 Dec 2043 2.20% 2.20 % 25.7 200 Capital leases (Equipment) Jun 2014 - Mar 2018 16,593 16,593 Sep 2018 - Oct 2023 3.00% to 16.16% 6.61 % 3.5 — 118,793 117,048 7.72 % 1.6 102,200 Less current portion of obligations under capital leases 4,892 4,892 Credit facilities and obligations under capital leases - noncurrent 113,901 112,156 Corporate Junior subordinated notes payable (E) Mar 2006 51,004 51,206 Apr 2035 LIBOR+2.25% 3.99 % 17.1 51,004 Total debt obligations $ 169,797 $ 168,254 6.59 % 6.3 $ 153,204 (A) Weighted average, including floating and fixed rate classes. (B) Including the effect of deferred financing costs. (C) The Traditional Golf term loan is collateralized by 22 golf properties. The carrying amount of the Traditional Golf term loan is reported net of amortized deferred financing costs of $1.7 million as of March 31, 2018 . (D) Interest rate based on 1 month LIBOR plus 4.70% with a LIBOR floor of 1.80% . At the time of closing, the Company purchased a co-terminus LIBOR interest rate cap of 1.80% . (E) Interest rate based on 3 month LIBOR plus 2.25% . Traditional Golf leases certain golf carts and other equipment under capital lease agreements. The agreements typically provide for minimum rentals plus executory costs. Lease terms range from 36 to 66 months. Certain leases include bargain purchase options at lease expiration. The future minimum lease payments required under the capital leases and the present value of the net minimum lease payments as of March 31, 2018 are as follows: April 1, 2018 - December 31, 2018 $ 4,384 2019 5,709 2020 4,431 2021 2,864 2022 1,091 2023 190 Total minimum lease payments 18,669 Less: imputed interest 2,076 Present value of net minimum lease payments $ 16,593 The Company’s credit facilities contain various customary loan covenants, including certain coverage ratios. The Company was in compliance with all of these covenants as of March 31, 2018 . |
REAL ESTATE SECURITIES
REAL ESTATE SECURITIES | 3 Months Ended |
Mar. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
REAL ESTATE SECURITIES | REAL ESTATE SECURITIES The following is a summary of the Company’s real estate securities at March 31, 2018 , which are classified as available-for-sale and are, therefore, reported at fair value with changes in fair value recorded in other comprehensive income, except for securities that are other-than-temporarily impaired. March 31, 2018 Amortized Cost Basis Gross Unrealized Weighted Average Asset Type Outstanding Face Amount Before Impairment Other-Than- Temporary Impairment After Impairment Gains Losses Carrying Number of Securities Rating (B) Coupon Yield Life Principal Subordination (D) ABS - Non-Agency RMBS $ 4,000 $ 2,480 $ (1,521 ) $ 959 $ 1,403 $ — $ 2,362 1 CCC 2.26 % 22.81 % 7.5 33.9 % Total Securities, Available for Sale (E) $ 4,000 $ 2,480 $ (1,521 ) $ 959 $ 1,403 $ — $ 2,362 1 (A) See Note 10 regarding the estimation of fair value, which is equal to carrying value for all securities. (B) Represents the weighted average of the ratings of all securities in each asset type, expressed as an S&P equivalent rating. For each security rated by multiple rating agencies, the lowest rating is used. Ratings provided were determined by third-party rating agencies, represent the most recent credit ratings available as of the reporting date and may not be current. (C) The weighted average life is based on the timing of expected cash flows on the assets. (D) Percentage of the outstanding face amount of securities and residual interests that is subordinate to the Company’s investments. (E) The total outstanding face amount was $4.0 million for floating rate securities. The collateral securing the ABS - Non-Agency RMBS is located in various geographical regions in the US. The Company does not have significant investments in any geographic region, thus a downturn in market conditions would not have a material negative impact on the Company. The Company had no securities in an unrealized loss position as of March 31, 2018 . The Company has no activity related to credit losses on debt securities for the three months ended March 31, 2018 . |
DERIVATIVES
DERIVATIVES | 3 Months Ended |
Mar. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVES | DERIVATIVES The Company’s derivative instrument is an interest rate cap with a fair value of $0.5 million and $0.3 million as of March 31, 2018 and December 31, 2017 , respectively, and is recorded within other assets on the Consolidated Balance Sheets. The Company had no derivative liabilities as of both March 31, 2018 and December 31, 2017 . The following table summarizes (gains) losses recorded in relation to derivatives: Three Months Ended March 31, Income Statement Location 2018 2017 Non-hedge derivatives Unrealized (gain) loss on interest rate derivatives Realized and unrealized (gain) loss on investments $ (242 ) $ 120 Unrealized loss recognized related to TBAs Realized and unrealized (gain) loss on investments — 2,382 Realized (gain) on settlement of TBAs Realized and unrealized (gain) loss on investments — (2,474 ) |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS Fair Value Summary Table The following table summarizes the carrying values and estimated fair values of the Company’s financial instruments at March 31, 2018 : Carrying Value Estimated Fair Value Fair Value Method (A) Assets Real estate securities, available-for-sale $ 2,362 $ 2,362 Pricing models - Level 3 Cash and cash equivalents 137,028 137,028 Restricted cash, current and noncurrent 3,983 3,983 Non-hedge derivative assets (B) 528 528 Counterparty quotations - Level 2 Liabilities Credit facilities - Traditional Golf term loan 100,255 103,461 Pricing models - Level 3 Junior subordinated notes payable 51,206 29,030 Pricing models - Level 3 (A) Pricing models are used for (i) real estate securities and loans that are not traded in an active market, and, therefore, have little or no price transparency, and for which significant unobservable inputs must be used in estimating fair value, or (ii) debt obligations which are private and untraded. (B) Represents an interest rate cap (Note 9). Fair Value Measurements Valuation Hierarchy The fair value of financial instruments is categorized based on the priority of the inputs to the valuation technique and categorized into a three-level fair value hierarchy. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The Company follows this hierarchy for its financial instruments measured at fair value. Level 1 - Quoted prices in active markets for identical instruments. Level 2 - Valuations based principally on observable market parameters, including • quoted prices for similar assets or liabilities in active markets, • inputs other than quoted prices that are observable for the asset or liability (such as interest rates and yield curves observable at commonly quoted intervals, implied volatilities and credit spreads), and • market corroborated inputs (derived principally from or corroborated by observable market data). Level 3 - Valuations determined using unobservable inputs that are supported by little or no market activity, and that are significant to the overall fair value measurement. The Company’s real estate securities and loans, and debt obligations are currently not traded in active markets and therefore have little or no price transparency. As a result, the Company has estimated the fair value of these illiquid instruments based on internal pricing models subject to the Company’s controls described below. The Company has various processes and controls in place to ensure that fair value measurements are reasonably estimated. With respect to broker and pricing service quotations, and in order to ensure these quotes represent a reasonable estimate of fair value, the Company’s quarterly procedures include a comparison of such quotations to quotations from different sources, outputs generated from its internal pricing models and transactions completed, as well as on its knowledge and experience of these markets. With respect to fair value estimates generated based on the Company’s internal pricing models, the Company’s management validates the inputs and outputs of the internal pricing models by comparing them to available independent third-party market parameters and models, where available, for reasonableness. The Company believes its valuation methods and the assumptions used are appropriate and consistent with other market participants. Fair value measurements categorized within Level 3 are sensitive to changes in the assumptions or methodology used to determine fair value and such changes could result in a significant increase or decrease in the fair value. For the Company’s investments in real estate securities and loans categorized within Level 3 of the fair value hierarchy, the significant unobservable inputs include the discount rates, assumptions relating to prepayments, default rates and loss severities. Significant Unobservable Inputs The following table provides quantitative information regarding the significant unobservable inputs used by the Company for assets and liabilities measured at fair value on a recurring basis as of March 31, 2018 : Weighted Average Significant Input Asset Type Amortized Cost Basis Fair Value Discount Prepayment Cumulative Default Rate Loss ABS - Non-Agency RMBS $ 959 $ 2,362 12.0 % 5.4 % 4.1 % 62.8 % Total $ 959 $ 2,362 All of the inputs used have some degree of market observability, based on the Company’s knowledge of the market, relationships with market participants, and use of common market data sources. Collateral prepayment, default and loss severity projections are in the form of “curves” or “vectors” that vary for each monthly collateral cash flow projection. Methods used to develop these projections vary by asset class but conform to industry conventions. The Company uses assumptions that generate its best estimate of future cash flows of each respective security. Real estate securities measured at fair value on a recurring basis using Level 3 inputs changed during the three months ended March 31, 2018 as follows: ABS - Non-Agency RMBS Balance at December 31, 2017 $ 2,294 Total gains (losses) (A) Included in other comprehensive income (loss) 33 Amortization included in interest income 54 Purchases, sales and repayments (A) Proceeds (19 ) Balance at March 31, 2018 $ 2,362 (A) None of the gains (losses) recorded in earnings during the period are attributable to the change in unrealized gains (losses) relating to Level 3 assets still held at the reporting dates. There were no purchases or sales during the three months ended March 31, 2018 . There were no transfers into or out of Level 3 during the three months ended March 31, 2018 . Non-Recurring Fair Value Measurements - Loans Loans held-for-sale are carried at the lower of amortized cost or fair value and are therefore recorded at fair value on a non-recurring basis. These loans were written down to fair value at the time of the impairment, based on internal pricing models. All the loans were within Level 3 of the fair value hierarchy. The most significant inputs used in the valuations are the amount and timing of expected future cash flows, market yields and the estimated collateral value of such loan investments. Liabilities for Which Fair Value is Only Disclosed The following table summarizes the level of the fair value hierarchy, valuation techniques and inputs used for estimating each class of liabilities not measured at fair value in the statement of financial position but for which fair value is disclosed: Type of Liabilities Not Measured At Fair Value for Which Fair Value Is Disclosed Fair Value Hierarchy Valuation Techniques and Significant Inputs Credit facilities Level 3 Valuation technique is based on discounted cash flows. Significant inputs include: l Amount and timing of expected future cash flows l Interest rates l Market yields Junior subordinated notes payable Level 3 Valuation technique is based on discounted cash flows. Significant inputs include: l Amount and timing of expected future cash flows l Interest rates l Market yields and the credit spread of the Company |
EQUITY AND EARNINGS PER SHARE
EQUITY AND EARNINGS PER SHARE | 3 Months Ended |
Mar. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
EQUITY AND EARNINGS PER SHARE | EQUITY AND EARNINGS PER SHARE A. Equity The following is a summary of the changes in the Company’s outstanding options for the three months ended March 31, 2018 : Number of Options Weighted Average Strike Price Weighted Average Life Remaining (in years) Balance at December 31, 2017 5,010,576 $ 2.55 Balance at March 31, 2018 5,010,576 $ 2.55 5.34 Exercisable at March 31, 2018 3,858,081 $ 2.58 5.36 As of March 31, 2018 , the Company’s outstanding options were summarized as follows: Issued in 2011 and thereafter Held by the former Manager 3,857,748 Issued to the former Manager and subsequently transferred to certain of the Manager’s employees (A) 1,152,495 Issued to the independent directors 333 Total 5,010,576 Weighted average strike price $ 2.55 (A) The Company and the former Manager agreed that options held by certain employees formerly employed by the Manager will not terminate or be forfeited as a result of the Termination and Cooperation Agreement, and the vesting of such options will relate to the relevant holder’s employment with the Company and its affiliates following January 1, 2018. The valuation of the employee options has been determined using the Black-Scholes option valuation model. The Black-Scholes option valuation model uses assumptions of expected volatility, expected dividend yield of the Company’s stock, expected term of the awards and the risk-free interest rate. As of January 1, 2018, the fair value of the options was $4.3 million using the following assumptions: Expected Volatility 39.73 % Expected Dividend Yield 0.00 % Expected Remaining Term 3.0 - 6.6 years Risk-Free Rate 2.16 - 2.29% The options granted to the Company's employees fully vest and are exercisable one year prior to the option expiration date, beginning March 2020 through January 2024. Stock-based compensation expense is recognized on a straight-line basis through the vesting date of the options. Stock-based compensation expense related to the employee options was $0.3 million during the three months ended March 31, 2018 and was recorded in general and administrative expense on the Consolidated Statements of Operations. The unrecognized stock-based compensation expense related to the unvested options was $4.0 million as of March 31, 2018 and will be expensed over a weighted average of 4.4 years . On March 6, 2018 , the Company declared dividends of $0.609375 , $0.503125 and $0.523438 per share on the 9.750% Series B, 8.050% Series C and 8.375% Series D preferred stock, respectively, for the period beginning February 1, 2018 and ending April 30, 2018. Dividends totaling $1.4 million were paid on April 30, 2018 . B. Earnings Per Share The Company is required to present both basic and diluted earnings per share (“EPS”). The following table shows the amounts used in computing basic and diluted EPS: Three Months Ended March 31, 2018 2017 Numerator for basic and diluted earnings per share: Loss from continuing operations after preferred dividends and noncontrolling interests $ (17,690 ) $ (14,349 ) Loss Applicable to Common Stockholders $ (17,690 ) $ (14,349 ) Denominator: Denominator for basic earnings per share - weighted average shares 66,977,104 66,841,977 Effect of dilutive securities Options — — Denominator for diluted earnings per share - adjusted weighted average shares 66,977,104 66,841,977 Basic earnings per share: Loss from continuing operations per share of common stock, after preferred dividends and noncontrolling interests $ (0.26 ) $ (0.21 ) Loss Applicable to Common Stock, per share $ (0.26 ) $ (0.21 ) Diluted earnings per share: Loss from continuing operations per share of common stock, after preferred dividends and noncontrolling interests $ (0.26 ) $ (0.21 ) Loss Applicable to Common Stock, per share $ (0.26 ) $ (0.21 ) Basic EPS is calculated by dividing (loss) income applicable to common stockholders by the weighted average number of shares of common stock outstanding during each period. Diluted EPS is calculated by dividing (loss) income applicable to common stockholders by the weighted average number of shares of common stock outstanding plus the additional dilutive effect of common stock equivalents during each period. The Company’s common stock equivalents are its outstanding stock options. During the three months ended March 31, 2018 and 2017 , the Company had zero and 151,234 antidilutive options, respectively. During the three months ended March 31, 2018 and 2017 , based on the treasury stock method, the Company had 2,509,765 and 1,941,409 potentially dilutive common stock equivalents, respectively, which were excluded due to the Company's loss position. Income (loss) applicable to common stockholders is equal to net income (loss) less preferred dividends and net income (loss) attributable to noncontrolling interest. |
TRANSACTIONS WITH AFFILIATES AN
TRANSACTIONS WITH AFFILIATES AND AFFILIATED ENTITIES | 3 Months Ended |
Mar. 31, 2018 | |
Transactions With Affiliates And Affiliated Entity [Abstract] | |
TRANSACTIONS WITH AFFILIATES AND AFFILIATED ENTITIES | TRANSACTIONS WITH AFFILIATES AND AFFILIATED ENTITIES Agreements with the Former Manager On December 21, 2017, the Company entered into definitive agreements with the former Manager to internalize the Company’s management (the “Internalization”). In connection with the termination of the existing Management Agreement, the Company made a payment of $ 10.7 million to the former Manager in December 2017. The Internalization became effective on January 1, 2018. On December 21, 2017, the Company entered into a Transition Services Agreement, effective as of January 1, 2018, with the former Manager. In order to facilitate the transition of the Company’s management of its operations and provide the Company sufficient time to develop such services in-house or to hire other third-party service providers for such services, under the Transition Services Agreement, the former Manager continues to provide to the Company certain services (“Transition Services”). The Transition Services primarily include information technology, legal, regulatory compliance, tax and accounting services. The Transition Services are provided for a fee intended to be equal to the former Manager’s cost of providing the Transition Services, including the allocated cost of, among other things, overhead, employee wages and compensation and out-of-pocket expenses, and will be invoiced on a monthly basis. The Company incurred $ 0.2 million in costs for Transition Services during the three months ended March 31, 2018, and these costs are reported in general and administrative expense on the Consolidated Statements of Operations. Amounts incurred under the Management Agreement Three Months Ended March 31, 2018 2017 Management fees $ — $ 2,552 Expense reimbursement to the Manager — 125 Incentive compensation — — Total Management fee to affiliate $ — $ 2,677 At March 31, 2018 , Fortress, through its affiliates, and principals of Fortress, owned 6.8 million shares of the Company’s common stock and Fortress, through its affiliates, had options relating to an additional 3.9 million shares of the Company’s common stock (Note 11). At December 31, 2017 , due to affiliates was comprised of $1.8 million in management fees and expense reimbursements payable to the former Manager. Other Affiliated Entities A member of the Board of Directors owned or leased aircraft that the Company chartered from a third-party aircraft operator for business purposes in the course of operations. The Company paid the aircraft operator market rates for the charters. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Litigation - The Company exited a leased property and accrued related lease exit costs of approximately $ 0.8 million in December 2016. The Company is in a legal dispute related to this golf property. The Company has not accrued additional losses in connection with this legal dispute because management does not believe there is a probable and reasonably estimable loss at this time. However, the ultimate outcome of the proceedings may have a material adverse effect on our business, financial position or results of operations. The Company is and may become, from time to time, involved in legal actions in the ordinary course of business, including governmental and administrative investigations, inquiries and proceedings concerning employment, labor, environmental and other claims. Although management is unable to predict with certainty the eventual outcome of any legal action, management believes the ultimate liability arising from such actions, individually and in the aggregate, which existed at March 31, 2018 , will not materially affect the Company’s consolidated results of operations, financial position or cash flow. Given the inherent unpredictability of these types of proceedings, however, it is possible that future adverse outcomes could have a material effect on our financial results. Commitments - In 2016, the Company entered into a ground lease in Orlando, Florida. During June 2017, the Company committed to the lease as there were no remaining material contingencies under the terms of the lease. The initial lease term is 20 years and includes three 5 -year renewal options. In March 2017, the Company entered into a ground lease in Richmond, Virginia. During December 2017, the Company committed to the lease as there were no remaining material contingencies under the terms of the lease. The initial lease term is 20 years and includes three 5 -year renewal options. Contingencies - In September 2017, Hurricane Irma caused significant damage to a Traditional Golf property in Florida, including damage to trees, bunkers and other landscaping. The three golf courses at this property were closed immediately and reopened prior to December 31, 2017. The property is insured for property damage and business interruption losses related to such events, subject to deductibles and policy limits. The Company has incurred $5.2 million in property damage costs related to Hurricane Irma of which $1.0 million was incurred in 2018. The Company expects to incur an additional $1.0 to $1.2 million in property damage costs in 2018. The Company was reimbursed $2.0 million by the insurer in 2017 and reached a settlement with the insurer for an additional payment of $ 3.0 million , received in April 2018 (see Note 15 for additional information). Property damage costs and insurance reimbursement are recorded in operating expenses on the Consolidated Statements of Operations. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company's income tax provision (benefit) for interim periods is determined using an estimate of the Company's annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. The Company's income tax provision for the three months ended March 31, 2018 and 2017 was zero and $0.5 million , respectively. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences become deductible. The Company recorded a valuation allowance against its deferred tax assets as of March 31, 2018 as management does not believe that it is more likely than not that the deferred tax assets will be realized. On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was signed into law. The Tax Act significantly revised the U.S. corporate income tax regime by, among other things, lowering corporate income tax rates and eliminating the alternative minimum tax (“AMT”) for corporate taxpayers. The Company accounted for the effects of the Tax Act for the year ended December 31, 2017 which included the re-measurement of deferred tax assets and liabilities due to the reduction in the corporate income tax rate and booked a non-recurring income tax receivable in the amount of $ 0.6 million due to refundable AMT credits. Due to the full valuation allowance, the re-measurement of deferred tax assets and liabilities had no impact on the income tax provision. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS These Consolidated Financial Statements include a discussion of material events, if any, that have occurred subsequent to March 31, 2018 through the issuance of these Consolidated Financial Statements. The Company opened its first Entertainment Golf venue in Orlando, Florida on April 7, 2018. On April 10, 2018, the former Manager granted 1.2 million options it holds in the Company to certain of the Company's employees, which were valued at $ 3.6 million as of the grant date. These options fully vest and are exercisable one year prior to the option expiration date, beginning March 2020 through January 2024. As of April 30, 2018, the Company received the $ 3.0 million settlement reached with the insurer related to the property damage caused by Hurricane Irma (see Note 13 for additional information). On May 2, 2018, the Company declared dividends of $0.609375 , $0.503125 and $0.523438 per share on the 9.750% Series B, 8.050% Series C and 8.375% Series D preferred stock, respectively, for the period beginning May 1, 2018 and ending July 31, 2018. Dividends totaling $1.4 million will be paid on July 31, 2018 to stockholders of record on July 2, 2018. |
SUMMARY OF SIGNIFICANT ACCOUN23
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation — The accompanying Consolidated Financial Statements and related notes of the Company have been prepared in accordance with accounting principles generally accepted in the United States for interim financial reporting and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared under U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted. In the opinion of management, all adjustments considered necessary for a fair presentation of the Company’s financial position, results of operations and cash flows have been included and are of a normal and recurring nature. The operating results presented for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the entire year. These financial statements should be read in conjunction with the Company’s Consolidated Financial Statements for the year ended December 31, 2017 and notes thereto included in the Company’s Annual Report on Form 10-K filed with the SEC on March 13, 2018. Capitalized terms used herein, and not otherwise defined, are defined in the Company’s Consolidated Financial Statements for the year ended December 31, 2017 . |
Golf Course Operations | REVENUE RECOGNITION Golf Course Operations — Revenue from green fees, cart rentals, merchandise sales and other operating activities (consisting primarily of range income, banquets and club amenities) are generally recognized at the time of sale, when services are rendered and collection is reasonably assured. Revenue from membership dues for private club members and The Players Club members is recognized in the month earned. Membership dues received in advance are included in deferred revenue and recognized as revenue ratably over the appropriate period, which is generally twelve months or less for private club members and the following month for The Players Club members. The membership dues are generally structured to cover the club operating costs and membership services. Private country club members generally pay an advance initiation fee deposit upon their acceptance as a member to the respective country club. Initiation fee deposits are refundable 30 years after the date of acceptance as a member. The difference between the initiation fee deposit paid by the member and the present value of the refund obligation is deferred and recognized into revenue in the Consolidated Statements of Operations on a straight-line basis over the expected life of an active membership, which is estimated to be seven years. The determination of the estimated average expected life of an active membership is a significant judgment based on company-specific historical membership addition and attrition data. The present value of the refund obligation is recorded as a membership deposit liability in the Consolidated Balance Sheets and accretes over a 30 -year nonrefundable term using the effective interest method. This accretion is recorded as interest expense in the Consolidated Statements of Operations. Revenue from the reimbursement of certain operating costs incurred at the Company’s managed Traditional Golf properties is recognized at the time the associated operating costs are incurred as collection is reasonably assured per the terms of the management contracts and the repayment histories of the property owners. Sales of Food and Beverages — Revenue from food and beverage sales are recorded at the time of sale. |
Operating Expenses | Operating Expenses — Operating expenses for Traditional Golf consist primarily of payroll directly related to golf properties, equipment and cart leases, utilities, repairs and maintenance, supplies, seed, soil and fertilizer, marketing, certain operating costs incurred at managed Traditional Golf properties and operating lease rent expense. Many of the Traditional Golf properties and related facilities are leased under long-term operating leases. In addition to minimum payments, certain leases require payment of the excess of various percentages of gross revenue or net operating income over the minimum rental payments. The leases generally require the payment of taxes assessed against the leased property and the cost of insurance and maintenance. The majority of lease terms initially range from 10 to 20 years , and typically, the leases contain renewal options. Certain leases include scheduled increases or decreases in minimum rental payments at various times during the term of the lease. These scheduled rent increases or decreases are recognized on a straight-line basis over the term of the lease. Increases result in an accrual, which is included in other current liabilities and other liabilities, and decreases result in a receivable, which is included in other current assets and other assets, for the amount by which the cumulative straight-line rent differs from the contractual cash rent. |
Pre-Opening Costs | Pre-Opening Costs — Pre-opening costs are expensed as incurred and consist primarily of marketing expenses, pre-opening rent, employee payroll, travel and related expenses, training costs, food, beverage and other restaurant operating expenses incurred prior to opening an Entertainment Golf venue. |
Derivatives and Hedging Activities | Derivatives and Hedging Activities — All derivatives are recognized as either assets or liabilities on the balance sheet and measured at fair value. The Company reports the fair value of derivative instruments gross of cash paid or received pursuant to credit support agreements and fair value is reflected on a net counterparty basis when the Company believes a legal right of offset exists under an enforceable netting agreement. Changes in fair value are recorded in net income. Derivative transactions are entered into by the Company solely for risk management purposes in the ordinary course of business. As of March 31, 2018 , the Company has one interest rate cap with a fair value of $0.5 million which is not designated as a hedge. |
Property and Equipment, Net | Property and Equipment, Net — Real estate and related improvements are recorded at cost less accumulated depreciation. Costs that both materially add value to an asset and extend the useful life of an asset by more than a year are capitalized. With respect to golf course improvements (included in buildings and improvements), costs associated with construction, significant replacements, permanent landscaping, sand traps, fairways, tee boxes or greens are capitalized. All other asset-related costs that do not meet these criteria, such as minor repairs and routine maintenance, are expensed as incurred. The Company capitalizes to construction in progress certain costs related to properties under development. Capitalization begins when the activities related to development have begun and ceases when activities are substantially complete and the asset is available for use. Capitalized costs include development, construction-related costs and interest expense. Long-lived assets to be disposed of by sale, which meet certain criteria, are reclassified to real estate held-for-sale and measured at the lower of their carrying amount or fair value less costs of sale. Real estate held-for-sale is recorded in “Real estate assets, held-for-sale” and “Real estate liabilities, held-for-sale” on the Consolidated Balance Sheets. A disposal of a component of an entity or a group of components of an entity are reported in discontinued operations if the disposal represents a strategic shift that has or will have a major effect on the Company’s operations and financial results. Discontinued operations are retroactively reclassified to income (loss) from discontinued operations for all periods presented. The Company leases certain golf carts and other equipment that are classified as capital leases. The value of capital leases is recorded as an asset on the balance sheet, along with a liability related to the associated payments. Depreciation of capital lease assets is calculated using the straight-line method over the shorter of the estimated useful lives and the expected lease terms. The cost of equipment under capital leases is included in property and equipment in the Consolidated Balance Sheets. Payments under the leases are treated as reductions of the obligations under capital leases, with a portion being recorded as interest expense under the effective interest method. Depreciation is calculated using the straight-line method based on the following estimated useful lives: Buildings and improvements 10-30 years Capital leases - equipment 3-7 years Furniture, fixtures and equipment 3-7 years |
Intangibles, Net | Intangibles, Net — Intangible assets and liabilities relating to Traditional Golf consist primarily of leasehold advantages (disadvantages), management contracts and membership base. A leasehold advantage (disadvantage) exists to the Company when it pays a contracted rent that is below (above) market rents at the date of the acquisition transaction. The value of a leasehold advantage (disadvantage) is calculated based on the differential between market and contracted rent, which is tax effected and discounted to present value based on an after-tax discount rate corresponding to each golf property and is amortized over the term of the underlying lease agreement. The management contract intangible represents the Company’s golf course management contracts for both leased and managed properties. The management contract intangible for leased and managed properties is valued utilizing a discounted cash flow methodology under the income approach and is amortized over the term of the underlying lease or management agreements, respectively. The membership base intangible represents the Company’s relationship with its private country club members. The membership base intangible is valued using the multi-period excess earnings method under the income approach, and is amortized over the expected life of an active membership. Amortization of leasehold intangible assets and liabilities is included within operating expenses and amortization of all other intangible assets is included within depreciation and amortization in the Consolidated Statements of Operations. Amortization of all intangible assets is calculated using the straight-line method based on the following estimated useful lives: Trade name 30 years Leasehold intangibles 1-26 years Management contracts 1-26 years Internally-developed software 5 years Membership base 7 years |
Membership Deposit Liabilities | Membership Deposit Liabilities — Private country club members generally pay an advance initiation fee deposit upon their acceptance as a member to the respective country club. Initiation fee deposits are refundable 30 years after the date of acceptance as a member. The difference between the initiation fee deposit paid by the member and the present value of the refund obligation is deferred and recognized into Golf course operations revenue in the Consolidated Statements of Operations on a straight-line basis over the expected life of an active membership, which is estimated to be seven years. The present value of the refund obligation is recorded as a membership deposit liability in the Consolidated Balance Sheets and accretes over a 30 -year nonrefundable term using the effective interest method. This accretion is recorded as interest expense in the Consolidated Statements of Operations. |
Other Investment | Other Investment — The Company owns an approximately 22% economic interest in a limited liability company which owns preferred equity secured by a commercial real estate project. The Company accounts for this investment as an equity method investment. As of March 31, 2018 and December 31, 2017 , the carrying value of this investment was $21.5 million and $21.1 million , respectively. The Company evaluates its equity method investment for other-than-temporary impairment whenever events or changes in circumstances indicate that the carrying amount of the investment might not be recoverable. The evaluation of recoverability is based on management’s assessment of the financial condition and near term prospects of the commercial real estate project, the length of time and the extent to which the market value of the investment has been less than cost, availability and cost of financing, demand for space, competition for tenants, changes in market rental rates, and operating costs. As these factors are difficult to predict and are subject to future events that may alter management’s assumptions, the values estimated by management in its recoverability analyses may not be realized, and actual losses or impairment may be realized in the future. |
Impairment of Real Estate and Finite-lived Intangible Assets | Impairment of Real Estate and Finite-lived Intangible Assets — The Company periodically reviews the carrying amounts of its long-lived assets, including real estate and finite-lived intangible assets, to determine whether current events or circumstances indicate that such carrying amounts may not be recoverable. The assessment of recoverability is based on management’s estimates by comparing the sum of the estimated undiscounted cash flows generated by the underlying asset, or other appropriate grouping of assets, to its carrying value to determine whether an impairment existed at its lowest level of identifiable cash flows. If the carrying amount of the asset is greater than the expected undiscounted cash flows to be generated by such asset, an impairment is recognized to the extent the carrying value of such asset exceeds its fair value. The Company generally measures fair value by considering sale prices for similar assets or by discounting estimated future cash flows using an appropriate discount rate. Assets to be disposed of are carried at the lower of their financial statement carrying amount or fair value less costs to sell. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09 Revenue from Contracts with Customers (Topic 606) . The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under today’s guidance. These may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. In August 2015, the FASB issued ASU 2015-14 Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, which defers the effective date by one year. The standard will be effective for annual and interim periods beginning after December 15, 2017; however, all entities are allowed to adopt the standard as early as the original effective date (annual periods beginning after December 15, 2016). Entities have the option of using either a full retrospective or a modified approach to adopt the guidance. In March 2016, the FASB issued ASU 2016-08 Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations which clarifies how an entity should identify the unit of accounting for the principal versus agent evaluation and how to apply the control principle to certain types of arrangements. In April 2016, the FASB issued ASU 2016-10 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing, which clarifies when a promised good or service is separately identifiable. In May 2016, the FASB issued ASU 2016-12 Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients which amends the new revenue recognition guidance on transition, collectibility, noncash consideration and the presentation of sales and other similar taxes. In December 2016, the FASB issued ASU 2016-20 Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers which amends the new revenue recognition guidance on performance obligations and 12 additional technical corrections and improvements. The Company adopted the new guidance effective January 1, 2018 using the modified retrospective method. See Note 3 for additional information. In January 2016, the FASB issued ASU 2016-01 Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities . The standard addresses certain aspects of recognition, measurement, presentation and disclosure of financial instruments. The effective date of the standard will be for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. The Company adopted the new guidance effective January 1, 2018 and it did not have a material impact on the Consolidated Financial Statements. In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842) . The standard requires lessees to recognize most leases on the balance sheet and addresses certain aspects of lessor accounting. The effective date of the standard will be for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018 and early adoption is permitted. Entities are required to use a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements, with an option to use certain relief. The Company is evaluating potential impacts of adopting the standard. Upon initial qualitative evaluation, a key change upon adoption will be the balance sheet recognition of all leased assets and liabilities. The Company's operating leases include ground leases, for certain of its golf properties and leased equipment which are not recognized on the balance sheet. The Company anticipates a right-of-use asset and a related lease liability will be recognized for these leases. In June 2016, the FASB issued ASU 2016-13 Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments. The standard changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. For available-for-sale debt securities, entities will be required to record allowances rather than reduce the carrying amount under the other-than-temporary impairment model. The effective date of the standard will be for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019 and early adoption is permitted for annual periods beginning after December 15, 2018. Entities will apply the standard's provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The Company is currently evaluating the new guidance to determine the impact it may have on its Consolidated Financial Statements. In August 2016, the FASB issued ASU 2016-15 Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments. The standard provides specific guidance over eight identified cash flow issues in order to reduce diversity in practice over the presentation and classification of certain types of cash receipts and cash payments. The effective date of the standard will be for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017 and early adoption is permitted. Entities should apply the standard using a retrospective transition method to each period presented. The Company adopted the new guidance effective January 1, 2018 and it did not have a material impact on the Consolidated Statements of Cash Flows. In November 2016, the FASB issued ASU 2016-18 Statement of Cash Flows (Topic 230), Restricted Cash. The standard requires entities to show the changes in the total of cash, cash equivalents and restricted cash in the statement of cash flows and provide a reconciliation to the related line items in the balance sheet. The effective date of the standard will be for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017 and early adoption is permitted. Entities will be required to apply the guidance retrospectively when adopted and provide the relevant disclosures in ASC 250 in the first interim and annual periods in which the guidance is adopted. The Company adopted the new guidance effective January 1, 2018 and has included changes in restricted cash in the Consolidated Statements of Cash Flows for all periods presented. In January 2017, the FASB issued ASU 2017-01 Business Combinations (Topic 805), Clarifying the Definition of a Business . The standard clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets of businesses. The effective date of the standard will be for interim and annual periods beginning after December 15, 2017 and early adoption is permitted. Entities will be required to apply the guidance on a prospective basis. The Company adopted the new guidance effective January 1, 2018 and it did not have a material impact on the Consolidated Financial Statements. |
Fair Value Measurements | Fair Value Measurements Valuation Hierarchy The fair value of financial instruments is categorized based on the priority of the inputs to the valuation technique and categorized into a three-level fair value hierarchy. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The Company follows this hierarchy for its financial instruments measured at fair value. Level 1 - Quoted prices in active markets for identical instruments. Level 2 - Valuations based principally on observable market parameters, including • quoted prices for similar assets or liabilities in active markets, • inputs other than quoted prices that are observable for the asset or liability (such as interest rates and yield curves observable at commonly quoted intervals, implied volatilities and credit spreads), and • market corroborated inputs (derived principally from or corroborated by observable market data). Level 3 - Valuations determined using unobservable inputs that are supported by little or no market activity, and that are significant to the overall fair value measurement. The Company’s real estate securities and loans, and debt obligations are currently not traded in active markets and therefore have little or no price transparency. As a result, the Company has estimated the fair value of these illiquid instruments based on internal pricing models subject to the Company’s controls described below. The Company has various processes and controls in place to ensure that fair value measurements are reasonably estimated. With respect to broker and pricing service quotations, and in order to ensure these quotes represent a reasonable estimate of fair value, the Company’s quarterly procedures include a comparison of such quotations to quotations from different sources, outputs generated from its internal pricing models and transactions completed, as well as on its knowledge and experience of these markets. With respect to fair value estimates generated based on the Company’s internal pricing models, the Company’s management validates the inputs and outputs of the internal pricing models by comparing them to available independent third-party market parameters and models, where available, for reasonableness. The Company believes its valuation methods and the assumptions used are appropriate and consistent with other market participants. Fair value measurements categorized within Level 3 are sensitive to changes in the assumptions or methodology used to determine fair value and such changes could result in a significant increase or decrease in the fair value. For the Company’s investments in real estate securities and loans categorized within Level 3 of the fair value hierarchy, the significant unobservable inputs include the discount rates, assumptions relating to prepayments, default rates and loss severities. All of the inputs used have some degree of market observability, based on the Company’s knowledge of the market, relationships with market participants, and use of common market data sources. Collateral prepayment, default and loss severity projections are in the form of “curves” or “vectors” that vary for each monthly collateral cash flow projection. Methods used to develop these projections vary by asset class but conform to industry conventions. The Company uses assumptions that generate its best estimate of future cash flows of each respective security. Liabilities for Which Fair Value is Only Disclosed The following table summarizes the level of the fair value hierarchy, valuation techniques and inputs used for estimating each class of liabilities not measured at fair value in the statement of financial position but for which fair value is disclosed: Type of Liabilities Not Measured At Fair Value for Which Fair Value Is Disclosed Fair Value Hierarchy Valuation Techniques and Significant Inputs Credit facilities Level 3 Valuation technique is based on discounted cash flows. Significant inputs include: l Amount and timing of expected future cash flows l Interest rates l Market yields Junior subordinated notes payable Level 3 Valuation technique is based on discounted cash flows. Significant inputs include: l Amount and timing of expected future cash flows l Interest rates l Market yields and the credit spread of the Company Non-Recurring Fair Value Measurements - Loans Loans held-for-sale are carried at the lower of amortized cost or fair value and are therefore recorded at fair value on a non-recurring basis. These loans were written down to fair value at the time of the impairment, based on internal pricing models. All the loans were within Level 3 of the fair value hierarchy. The most significant inputs used in the valuations are the amount and timing of expected future cash flows, market yields and the estimated collateral value of such loan investments. |
Earnings Per Share | Basic EPS is calculated by dividing (loss) income applicable to common stockholders by the weighted average number of shares of common stock outstanding during each period. Diluted EPS is calculated by dividing (loss) income applicable to common stockholders by the weighted average number of shares of common stock outstanding plus the additional dilutive effect of common stock equivalents during each period. The Company’s common stock equivalents are its outstanding stock options. |
Valuation of Options | The valuation of the employee options has been determined using the Black-Scholes option valuation model. The Black-Scholes option valuation model uses assumptions of expected volatility, expected dividend yield of the Company’s stock, expected term of the awards and the risk-free interest rate. |
Income Taxes | In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences become deductible. |
SUMMARY OF SIGNIFICANT ACCOUN24
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of realized/unrealized loss on investments and other income (loss), net | These items are comprised of the following: Three Months Ended March 31, 2018 2017 Loss on settlement of real estate securities $ — $ 2,803 Unrealized loss on securities, intent-to-sell — 558 Realized (gain) on settlement of TBAs, net — (2,474 ) Unrealized (gain) loss on non-hedge derivative instruments (242 ) 2,502 Realized and unrealized (gain) loss on investments $ (242 ) $ 3,389 Loss on lease modifications and terminations $ (771 ) $ (158 ) Loss on extinguishment of debt, net (52 ) (146 ) Collateral management fee income, net 154 122 Equity in earnings of equity method investments 379 379 (Loss) gain on disposal of long-lived assets (206 ) 26 Other income (loss) 90 (346 ) Other loss, net $ (406 ) $ (123 ) |
Schedule of useful lives of property, plant, and equipment | Depreciation is calculated using the straight-line method based on the following estimated useful lives: Buildings and improvements 10-30 years Capital leases - equipment 3-7 years Furniture, fixtures and equipment 3-7 years |
Schedule of amortization period | Amortization of all intangible assets is calculated using the straight-line method based on the following estimated useful lives: Trade name 30 years Leasehold intangibles 1-26 years Management contracts 1-26 years Internally-developed software 5 years Membership base 7 years |
Schedule of other current assets | The following table summarizes the Company's other current assets: March 31, 2018 December 31, 2017 Loans, held-for-sale, net (A) $ — $ 147 Prepaid expenses 4,906 3,081 Deposits 5,337 3,469 Inventory 5,302 4,722 Miscellaneous current assets, net 10,270 10,149 Other current assets $ 25,815 $ 21,568 (A) During the three months ended March 31, 2018 , the Company recorded an impairment of $ 0.2 million on a corporate loan. |
Schedule of other assets | The following table summarizes the Company's other assets: March 31, 2018 December 31, 2017 Prepaid expenses $ 5 $ 6 Deposits 2,126 2,213 Derivative assets 528 286 Miscellaneous assets, net 5,783 6,144 Other assets $ 8,442 $ 8,649 |
Schedule of other current liabilities | The following table summarizes the Company's other current liabilities: March 31, 2018 December 31, 2017 Security deposits payable $ 7,894 $ 6,602 Accrued rent 2,548 2,160 Due to affiliates — 1,786 Dividends payable 930 930 Miscellaneous current liabilities 5,160 11,118 Other current liabilities $ 16,532 $ 22,596 |
Schedule of other liabilities | The following table summarizes the Company's other liabilities: March 31, 2018 December 31, 2017 Security deposits payable $ 302 $ 66 Unfavorable leasehold interests 3,066 3,374 Accrued rent 1,057 1,057 Miscellaneous liabilities 354 349 Other liabilities $ 4,779 $ 4,846 |
REVENUES (Tables)
REVENUES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | In accordance with the new revenue standard requirements, the disclosure of the impact of adoption on the Consolidated Balance Sheet and Statement of Operations was as follows: Consolidated Balance Sheet March 31, 2018 As reported Balances without Adoption of ASC 606 Effect of Change Liabilities Other current liabilities $ 16,532 $ 21,341 $ (4,809 ) Equity Accumulated Deficit $ (3,078,734 ) $ (3,083,543 ) $ 4,809 Consolidated Statement of Operations Three Months Ended March 31, 2018 As reported Balances without Adoption of ASC 606 Effect of Change Revenues Golf course operations $ 53,554 $ 48,897 $ 4,657 Operating Costs Operating expenses $ 57,379 $ 52,722 $ 4,657 |
Disaggregation of Revenue | The Company’s revenue is all generated within the Traditional Golf segment. The following table disaggregates revenue by category: public and private golf properties (owned and leased) and managed golf properties. Three Months Ended March 31, 2018 Public golf properties Private golf properties Managed golf properties Total Golf course operations 22,370 25,949 5,235 53,554 Sales of food and beverages 7,207 5,899 — 13,106 Total revenues $ 29,577 $ 31,848 $ 5,235 $ 66,660 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting | Summary financial data on the Company’s segments is given below, together with a reconciliation to the same data for the Company as a whole: Traditional Golf Entertainment Golf Debt Investments Corporate Total Three Months Ended March 31, 2018 Revenues Golf course operations $ 53,554 $ — $ — $ — $ 53,554 Sales of food and beverages 13,106 — — — 13,106 Total revenues 66,660 — — — 66,660 Operating costs Operating expenses (A) 57,379 — — — 57,379 Cost of sales - food and beverages 4,040 — — — 4,040 General and administrative expense 4,153 1,102 6 2,074 7,335 General and administrative expense - acquisition and transaction expenses (B) 307 1,253 — 297 1,857 Depreciation and amortization 5,513 30 — 5 5,548 Pre-opening costs (C) — 1,556 — — 1,556 Impairment 1,326 — 147 — 1,473 Realized and unrealized loss on investments (242 ) — — — (242 ) Total operating costs 72,476 3,941 153 2,376 78,946 Operating loss (5,816 ) (3,941 ) (153 ) (2,376 ) (12,286 ) Other income (expenses) Interest and investment income 51 28 59 308 446 Interest expense, net (D) (3,555 ) — — (494 ) (4,049 ) Other (loss) income, net (938 ) — 532 — (406 ) Total other income (expenses) (4,442 ) 28 591 (186 ) (4,009 ) Income tax expense — — — — — Net (loss) income (10,258 ) (3,913 ) 438 (2,562 ) (16,295 ) Preferred dividends — — — (1,395 ) (1,395 ) (Loss) income applicable to common stockholders $ (10,258 ) $ (3,913 ) $ 438 $ (3,957 ) $ (17,690 ) Traditional Golf Entertainment Golf Debt Investments (E) Corporate Total March 31, 2018 Total assets 320,491 81,575 24,306 87,604 513,976 Total liabilities 290,553 9,160 79 55,703 355,495 Preferred stock — — — 61,583 61,583 Equity attributable to common stockholders $ 29,938 $ 72,415 $ 24,227 $ (29,682 ) $ 96,898 Additions to property and equipment (including capital leases) during the three months ended March 31, 2018 $ 4,040 $ 9,498 $ — $ — $ 13,538 Summary segment financial data (continued). Traditional Golf Entertainment Golf Debt Investments Corporate Total Three Months Ended March 31, 2017 Revenues Golf course operations $ 46,296 $ — $ — $ — $ 46,296 Sales of food and beverages 12,845 — — — 12,845 Total revenues 59,141 — — — 59,141 Operating costs Operating expenses (A) 50,509 — — — 50,509 Cost of sales - food and beverages 4,032 — — — 4,032 General and administrative expense 4,222 15 1 1,595 5,833 General and administrative expense - acquisition and transaction expenses (B) 276 1,261 — 117 1,654 Management fee to affiliate — — — 2,677 2,677 Depreciation and amortization 5,793 — — — 5,793 Realized and unrealized loss on investments 120 — 3,269 — 3,389 Total operating costs 64,952 1,276 3,270 4,389 73,887 Operating loss (5,811 ) (1,276 ) (3,270 ) (4,389 ) (14,746 ) Other income (expenses) Interest and investment income 39 — 7,802 47 7,888 Interest expense, net (D) (3,817 ) — (1,206 ) (411 ) (5,434 ) Other (loss) income, net (624 ) — 501 — (123 ) Total other income (expenses) (4,402 ) — 7,097 (364 ) 2,331 Income tax expense — — — 539 539 Net (loss) income (10,213 ) (1,276 ) 3,827 (5,292 ) (12,954 ) Preferred dividends — — — (1,395 ) (1,395 ) (Loss) income applicable to common stockholders $ (10,213 ) $ (1,276 ) $ 3,827 $ (6,687 ) $ (14,349 ) (A) Operating expenses includes rental expenses recorded under operating leases for carts and equipment in the amount of $0.6 million and $0.8 million for the three months ended March 31, 2018 and 2017 , respectively. Operating expenses also includes amortization of favorable and unfavorable lease intangibles in the amount of $1.0 million and $1.0 million for the three months ended March 31, 2018 and 2017 , respectively. (B) Acquisition and transaction expenses include costs related to completed and potential acquisitions and transactions which may include advisory, legal, accounting, valuation and other professional or consulting fees. (C) Pre-opening costs are expensed as incurred and consist primarily of site-related marketing expenses, pre-opening rent, employee payroll, travel and related expenses, training costs, food, beverage and other restaurant operating expenses incurred prior to opening an Entertainment Golf venue. (D) Interest expense, net includes the accretion of membership deposit liabilities in the amount of $1.7 million and $1.6 million for the three months ended March 31, 2018 and 2017 , respectively. Interest expense is net of $0.4 million related to capitalized interest for Entertainment Golf for the three months ended March 31, 2018 . (E) Total assets in the Debt Investments segment includes an equity method investment in the amount of $21.5 million as of March 31, 2018 recorded in other investments on the Consolidated Balance Sheets. See Note 2 for additional information. |
PROPERTY AND EQUIPMENT, NET O27
PROPERTY AND EQUIPMENT, NET OF ACCUMULATED DEPRECIATION (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | The following table summarizes the Company’s property and equipment: March 31, 2018 December 31, 2017 Gross Carrying Amount Accumulated Depreciation Net Carrying Value Gross Carrying Amount Accumulated Depreciation Net Carrying Value Land $ 5,105 $ — $ 5,105 $ 88,251 $ — $ 88,251 Buildings and improvements 51,164 (24,382 ) 26,782 154,769 (52,636 ) 102,133 Furniture, fixtures and equipment 21,053 (16,094 ) 4,959 33,109 (23,451 ) 9,658 Capital leases - equipment 26,027 (9,719 ) 16,308 24,949 (8,649 ) 16,300 Construction in progress 33,696 — 33,696 24,916 — 24,916 Total Property and Equipment $ 137,045 $ (50,195 ) $ 86,850 $ 325,994 $ (84,736 ) $ 241,258 |
INTANGIBLES, NET OF ACCUMULAT28
INTANGIBLES, NET OF ACCUMULATED AMORTIZATION (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangible assets | The following table summarizes the Company’s intangible assets: March 31, 2018 December 31, 2017 Gross Carrying Amount Accumulated Amortization Net Carrying Value Gross Carrying Amount Accumulated Amortization Net Carrying Value Trade name $ 700 $ (99 ) $ 601 $ 700 $ (93 ) $ 607 Leasehold intangibles (A) 48,107 (17,756 ) 30,351 48,107 (16,716 ) 31,391 Management contracts 35,111 (14,210 ) 20,901 35,111 (13,468 ) 21,643 Internally-developed software 800 (680 ) 120 800 (640 ) 160 Membership base 5,236 (3,179 ) 2,057 5,236 (2,992 ) 2,244 Nonamortizable liquor licenses 866 — 866 1,231 — 1,231 Total Intangibles $ 90,820 $ (35,924 ) $ 54,896 $ 91,185 $ (33,909 ) $ 57,276 (A) The amortization expense for leasehold intangibles is reported in operating expenses in the Consolidated Statements of Operations. |
DEBT OBLIGATIONS (Tables)
DEBT OBLIGATIONS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of debt obligations | The following table presents certain information regarding the Company’s debt obligations at March 31, 2018 : Debt Obligation/Collateral Month Issued Outstanding Carrying Final Stated Maturity Weighted Weighted Average Weighted Average Life (Years) Face Amount of Credit Facilities and Capital Leases Traditional Golf term loan (C)(D) June 2016 102,000 100,255 Jul 2019 LIBOR+4.70% 7.92 % 1.3 102,000 Vineyard II Dec 1993 200 200 Dec 2043 2.20% 2.20 % 25.7 200 Capital leases (Equipment) Jun 2014 - Mar 2018 16,593 16,593 Sep 2018 - Oct 2023 3.00% to 16.16% 6.61 % 3.5 — 118,793 117,048 7.72 % 1.6 102,200 Less current portion of obligations under capital leases 4,892 4,892 Credit facilities and obligations under capital leases - noncurrent 113,901 112,156 Corporate Junior subordinated notes payable (E) Mar 2006 51,004 51,206 Apr 2035 LIBOR+2.25% 3.99 % 17.1 51,004 Total debt obligations $ 169,797 $ 168,254 6.59 % 6.3 $ 153,204 (A) Weighted average, including floating and fixed rate classes. (B) Including the effect of deferred financing costs. (C) The Traditional Golf term loan is collateralized by 22 golf properties. The carrying amount of the Traditional Golf term loan is reported net of amortized deferred financing costs of $1.7 million as of March 31, 2018 . (D) Interest rate based on 1 month LIBOR plus 4.70% with a LIBOR floor of 1.80% . At the time of closing, the Company purchased a co-terminus LIBOR interest rate cap of 1.80% . (E) Interest rate based on 3 month LIBOR plus 2.25% . |
Schedule of future minimum lease payments under capital leases | The future minimum lease payments required under the capital leases and the present value of the net minimum lease payments as of March 31, 2018 are as follows: April 1, 2018 - December 31, 2018 $ 4,384 2019 5,709 2020 4,431 2021 2,864 2022 1,091 2023 190 Total minimum lease payments 18,669 Less: imputed interest 2,076 Present value of net minimum lease payments $ 16,593 |
REAL ESTATE SECURITIES (Tables)
REAL ESTATE SECURITIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of real estate securities holdings | The following is a summary of the Company’s real estate securities at March 31, 2018 , which are classified as available-for-sale and are, therefore, reported at fair value with changes in fair value recorded in other comprehensive income, except for securities that are other-than-temporarily impaired. March 31, 2018 Amortized Cost Basis Gross Unrealized Weighted Average Asset Type Outstanding Face Amount Before Impairment Other-Than- Temporary Impairment After Impairment Gains Losses Carrying Number of Securities Rating (B) Coupon Yield Life Principal Subordination (D) ABS - Non-Agency RMBS $ 4,000 $ 2,480 $ (1,521 ) $ 959 $ 1,403 $ — $ 2,362 1 CCC 2.26 % 22.81 % 7.5 33.9 % Total Securities, Available for Sale (E) $ 4,000 $ 2,480 $ (1,521 ) $ 959 $ 1,403 $ — $ 2,362 1 (A) See Note 10 regarding the estimation of fair value, which is equal to carrying value for all securities. (B) Represents the weighted average of the ratings of all securities in each asset type, expressed as an S&P equivalent rating. For each security rated by multiple rating agencies, the lowest rating is used. Ratings provided were determined by third-party rating agencies, represent the most recent credit ratings available as of the reporting date and may not be current. (C) The weighted average life is based on the timing of expected cash flows on the assets. (D) Percentage of the outstanding face amount of securities and residual interests that is subordinate to the Company’s investments. (E) The total outstanding face amount was $4.0 million for floating rate securities. The collateral securing the ABS - Non-Agency RMBS is located in various geographical regions in the US. The Company does not have significant investments in any geographic region, thus a downturn in market conditions would not have a material negative impact on the Company. |
DERIVATIVES (Tables)
DERIVATIVES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of (gains) recorded in relation to derivatives | The following table summarizes (gains) losses recorded in relation to derivatives: Three Months Ended March 31, Income Statement Location 2018 2017 Non-hedge derivatives Unrealized (gain) loss on interest rate derivatives Realized and unrealized (gain) loss on investments $ (242 ) $ 120 Unrealized loss recognized related to TBAs Realized and unrealized (gain) loss on investments — 2,382 Realized (gain) on settlement of TBAs Realized and unrealized (gain) loss on investments — (2,474 ) |
FAIR VALUE OF FINANCIAL INSTR32
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of carrying value and estimated fair value of assets and liabilities | The following table summarizes the carrying values and estimated fair values of the Company’s financial instruments at March 31, 2018 : Carrying Value Estimated Fair Value Fair Value Method (A) Assets Real estate securities, available-for-sale $ 2,362 $ 2,362 Pricing models - Level 3 Cash and cash equivalents 137,028 137,028 Restricted cash, current and noncurrent 3,983 3,983 Non-hedge derivative assets (B) 528 528 Counterparty quotations - Level 2 Liabilities Credit facilities - Traditional Golf term loan 100,255 103,461 Pricing models - Level 3 Junior subordinated notes payable 51,206 29,030 Pricing models - Level 3 (A) Pricing models are used for (i) real estate securities and loans that are not traded in an active market, and, therefore, have little or no price transparency, and for which significant unobservable inputs must be used in estimating fair value, or (ii) debt obligations which are private and untraded. (B) Represents an interest rate cap (Note 9). |
Schedule of quantitative information regarding significant unobservable inputs | The following table provides quantitative information regarding the significant unobservable inputs used by the Company for assets and liabilities measured at fair value on a recurring basis as of March 31, 2018 : Weighted Average Significant Input Asset Type Amortized Cost Basis Fair Value Discount Prepayment Cumulative Default Rate Loss ABS - Non-Agency RMBS $ 959 $ 2,362 12.0 % 5.4 % 4.1 % 62.8 % Total $ 959 $ 2,362 |
Schedule of change in fair value of Level 3 investments | Real estate securities measured at fair value on a recurring basis using Level 3 inputs changed during the three months ended March 31, 2018 as follows: ABS - Non-Agency RMBS Balance at December 31, 2017 $ 2,294 Total gains (losses) (A) Included in other comprehensive income (loss) 33 Amortization included in interest income 54 Purchases, sales and repayments (A) Proceeds (19 ) Balance at March 31, 2018 $ 2,362 (A) None of the gains (losses) recorded in earnings during the period are attributable to the change in unrealized gains (losses) relating to Level 3 assets still held at the reporting dates. There were no purchases or sales during the three months ended March 31, 2018 . There were no transfers into or out of Level 3 during the three months ended March 31, 2018 . |
Liabilities for which fair value is only disclosed | The following table summarizes the level of the fair value hierarchy, valuation techniques and inputs used for estimating each class of liabilities not measured at fair value in the statement of financial position but for which fair value is disclosed: Type of Liabilities Not Measured At Fair Value for Which Fair Value Is Disclosed Fair Value Hierarchy Valuation Techniques and Significant Inputs Credit facilities Level 3 Valuation technique is based on discounted cash flows. Significant inputs include: l Amount and timing of expected future cash flows l Interest rates l Market yields Junior subordinated notes payable Level 3 Valuation technique is based on discounted cash flows. Significant inputs include: l Amount and timing of expected future cash flows l Interest rates l Market yields and the credit spread of the Company |
EQUITY AND EARNINGS PER SHARE (
EQUITY AND EARNINGS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Schedule of outstanding options | The following is a summary of the changes in the Company’s outstanding options for the three months ended March 31, 2018 : Number of Options Weighted Average Strike Price Weighted Average Life Remaining (in years) Balance at December 31, 2017 5,010,576 $ 2.55 Balance at March 31, 2018 5,010,576 $ 2.55 5.34 Exercisable at March 31, 2018 3,858,081 $ 2.58 5.36 |
Schedule of outstanding options summary | As of March 31, 2018 , the Company’s outstanding options were summarized as follows: Issued in 2011 and thereafter Held by the former Manager 3,857,748 Issued to the former Manager and subsequently transferred to certain of the Manager’s employees (A) 1,152,495 Issued to the independent directors 333 Total 5,010,576 Weighted average strike price $ 2.55 (A) The Company and the former Manager agreed that options held by certain employees formerly employed by the Manager will not terminate or be forfeited as a result of the Termination and Cooperation Agreement, and the vesting of such options will relate to the relevant holder’s employment with the Company and its affiliates following January 1, 2018. |
Schedule of assumptions for valuation of options | As of January 1, 2018, the fair value of the options was $4.3 million using the following assumptions: Expected Volatility 39.73 % Expected Dividend Yield 0.00 % Expected Remaining Term 3.0 - 6.6 years Risk-Free Rate 2.16 - 2.29% |
Schedule of amounts used in computing basic and diluted EPS | The following table shows the amounts used in computing basic and diluted EPS: Three Months Ended March 31, 2018 2017 Numerator for basic and diluted earnings per share: Loss from continuing operations after preferred dividends and noncontrolling interests $ (17,690 ) $ (14,349 ) Loss Applicable to Common Stockholders $ (17,690 ) $ (14,349 ) Denominator: Denominator for basic earnings per share - weighted average shares 66,977,104 66,841,977 Effect of dilutive securities Options — — Denominator for diluted earnings per share - adjusted weighted average shares 66,977,104 66,841,977 Basic earnings per share: Loss from continuing operations per share of common stock, after preferred dividends and noncontrolling interests $ (0.26 ) $ (0.21 ) Loss Applicable to Common Stock, per share $ (0.26 ) $ (0.21 ) Diluted earnings per share: Loss from continuing operations per share of common stock, after preferred dividends and noncontrolling interests $ (0.26 ) $ (0.21 ) Loss Applicable to Common Stock, per share $ (0.26 ) $ (0.21 ) |
TRANSACTIONS WITH AFFILIATES 34
TRANSACTIONS WITH AFFILIATES AND AFFILIATED ENTITIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Transactions With Affiliates And Affiliated Entity [Abstract] | |
Schedule of amounts Incurred under management agreement | Amounts incurred under the Management Agreement Three Months Ended March 31, 2018 2017 Management fees $ — $ 2,552 Expense reimbursement to the Manager — 125 Incentive compensation — — Total Management fee to affiliate $ — $ 2,677 |
ORGANIZATION (Details)
ORGANIZATION (Details) $ in Millions | 1 Months Ended | 12 Months Ended | |
Dec. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Mar. 31, 2018stateproperty | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Number of golf properties | property | 74 | ||
Number of states in which properties owned (in states) | state | 12 | ||
Manager | |||
Related Party Transaction [Line Items] | |||
Payment for termination of management agreement | $ | $ 10.7 | $ 10.7 |
SUMMARY OF SIGNIFICANT ACCOUN36
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018USD ($)derivative_instrument | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | |
Accounting Policies [Abstract] | |||
Refundable term for initiation fees | 30 years | ||
Expected life of active golf membership | 7 years | ||
Derivative [Line Items] | |||
Return of margin deposits under repurchase agreements and derivatives | $ 0 | $ 50,156 | |
Ownership in equity investment (as percent) | 22.00% | ||
Other investments | $ 21,514 | $ 21,135 | |
Interest rate cap | |||
Derivative [Line Items] | |||
Interest rate derivative instruments not designated as hedging instruments at fair value, net | $ 500 | ||
Interest rate cap | Non-hedge derivatives | |||
Derivative [Line Items] | |||
Number of interest rate derivatives held (in derivatives) | derivative_instrument | 1 | ||
Lower Range | |||
Derivative [Line Items] | |||
Operating lease term | 10 years | ||
Upper Range | |||
Derivative [Line Items] | |||
Operating lease term | 20 years | ||
Reclassification Adjustment | General and Administrative Expense | |||
Derivative [Line Items] | |||
Corporate overhead | 3,900 | ||
Reclassification Adjustment | Operating Expense | |||
Derivative [Line Items] | |||
Corporate overhead | (4,100) | ||
Accounting Standards Update 2015-18 | |||
Derivative [Line Items] | |||
Return of margin deposits under repurchase agreements and derivatives | $ 1,100 |
SUMMARY OF SIGNIFICANT ACCOUN37
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Realized and unrealized (gain) loss on investments and other income, net) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Realized and unrealized (gain) loss on investments | ||
Loss on settlement of real estate securities | $ 0 | $ 2,803 |
Unrealized loss on securities, intent-to-sell | 0 | 558 |
Realized (gain) on settlement of TBAs, net | 0 | (2,474) |
Unrealized (gain) loss on non-hedge derivative instruments | (242) | 2,502 |
Realized and unrealized (gain) loss on investments | (242) | 3,389 |
Other loss, net | ||
Loss on lease modifications and terminations | (771) | (158) |
Loss on extinguishment of debt, net | (52) | (146) |
Collateral management fee income, net | 154 | 122 |
Equity in earnings of equity method investments | 379 | 379 |
(Loss) gain on disposal of long-lived assets | (206) | 26 |
Other income (loss) | 90 | (346) |
Other loss, net | $ (406) | $ (123) |
SUMMARY OF SIGNIFICANT ACCOUN38
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Estimated useful lives) (Details) | 3 Months Ended |
Mar. 31, 2018 | |
Buildings and improvements | Lower Range | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 10 years |
Buildings and improvements | Upper Range | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 30 years |
Capital leases - equipment | Lower Range | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 3 years |
Capital leases - equipment | Upper Range | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 7 years |
Furniture, fixtures and equipment | Lower Range | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 3 years |
Furniture, fixtures and equipment | Upper Range | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 7 years |
SUMMARY OF SIGNIFICANT ACCOUN39
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Estimated useful lives for amortization) (Details) | 3 Months Ended |
Mar. 31, 2018 | |
Trade name | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful lives | 30 years |
Leasehold Intangibles | Lower Range | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful lives | 1 year |
Leasehold Intangibles | Upper Range | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful lives | 26 years |
Management contracts | Lower Range | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful lives | 1 year |
Management contracts | Upper Range | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful lives | 26 years |
Internally-developed software | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful lives | 5 years |
Membership base | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful lives | 7 years |
SUMMARY OF SIGNIFICANT ACCOUN40
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Other current assets) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Accounting Policies [Abstract] | ||
Loans, held-for-sale, net | $ 0 | $ 147 |
Prepaid expenses | 4,906 | 3,081 |
Deposits | 5,337 | 3,469 |
Inventory | 5,302 | 4,722 |
Miscellaneous current assets, net | 10,270 | 10,149 |
Other current assets | 25,815 | $ 21,568 |
Impairment of loans held-for-sale, net | $ 200 |
SUMMARY OF SIGNIFICANT ACCOUN41
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Other assets) (Details) (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Accounting Policies [Abstract] | ||
Prepaid expenses | $ 5 | $ 6 |
Deposits | 2,126 | 2,213 |
Derivative assets | 528 | 286 |
Miscellaneous assets, net | 5,783 | 6,144 |
Other assets | $ 8,442 | $ 8,649 |
SUMMARY OF SIGNIFICANT ACCOUN42
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Other current liabilities) (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Accounting Policies [Abstract] | ||
Security deposits payable | $ 7,894 | $ 6,602 |
Accrued rent | 2,548 | 2,160 |
Due to affiliates | 0 | 1,786 |
Dividends payable | 930 | 930 |
Miscellaneous current liabilities | 5,160 | 11,118 |
Other current liabilities | $ 16,532 | $ 22,596 |
SUMMARY OF SIGNIFICANT ACCOUN43
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Other liabilities) (Details) (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Accounting Policies [Abstract] | ||
Security deposits payable | $ 302 | $ 66 |
Unfavorable leasehold interests | 3,066 | 3,374 |
Accrued rent | 1,057 | 1,057 |
Miscellaneous liabilities | 354 | 349 |
Other liabilities | $ 4,779 | $ 4,846 |
REVENUES - Impact of Adoption
REVENUES - Impact of Adoption of New Revenue Standard Requirements (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2018 | Mar. 31, 2017 | Jan. 01, 2018 | Dec. 31, 2017 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Other current liabilities | $ 16,532 | $ 22,596 | ||
Accumulated deficit | (3,078,734) | $ (3,065,853) | ||
Golf course operations | 53,554 | $ 46,296 | ||
Operating expenses | 57,379 | $ 50,509 | ||
Balances without Adoption of ASC 606 | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Other current liabilities | 21,341 | |||
Accumulated deficit | (3,083,543) | |||
Golf course operations | 48,897 | |||
Operating expenses | 52,722 | |||
Effect of Change | Accounting Standards Update 2014-09 | ||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||
Other current liabilities | (4,809) | |||
Accumulated deficit | 4,809 | $ 4,800 | ||
Golf course operations | 4,657 | |||
Operating expenses | $ 4,657 |
REVENUES - Disaggregation of Re
REVENUES - Disaggregation of Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Disaggregation of Revenue [Line Items] | ||
Golf course operations | $ 53,554 | $ 46,296 |
Sales of food and beverages | 13,106 | 12,845 |
Total revenues | 66,660 | $ 59,141 |
Public golf properties | ||
Disaggregation of Revenue [Line Items] | ||
Golf course operations | 22,370 | |
Sales of food and beverages | 7,207 | |
Total revenues | 29,577 | |
Private golf properties | ||
Disaggregation of Revenue [Line Items] | ||
Golf course operations | 25,949 | |
Sales of food and beverages | 5,899 | |
Total revenues | 31,848 | |
Managed golf properties | ||
Disaggregation of Revenue [Line Items] | ||
Golf course operations | 5,235 | |
Sales of food and beverages | 0 | |
Total revenues | $ 5,235 |
SEGMENT REPORTING (Narrative) (
SEGMENT REPORTING (Narrative) (Details) | 3 Months Ended |
Mar. 31, 2018statesegmentproperty | |
Segment Reporting Information [Line Items] | |
Number of reportable segments (in segments) | segment | 4 |
Number of golf properties | property | 74 |
Number of states in which properties owned (in states) | state | 12 |
Traditional Golf | Operating Segments | |
Segment Reporting Information [Line Items] | |
Number of golf properties | property | 74 |
Number of states in which properties owned (in states) | state | 12 |
SEGMENT REPORTING (Segment Repo
SEGMENT REPORTING (Segment Reporting) (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Revenues | |||
Golf course operations | $ 53,554,000 | $ 46,296,000 | |
Sales of food and beverages | 13,106,000 | 12,845,000 | |
Total revenues | 66,660,000 | 59,141,000 | |
Operating costs | |||
Operating expenses | 57,379,000 | 50,509,000 | |
Cost of sales - food and beverages | 4,040,000 | 4,032,000 | |
General and administrative expense | 7,335,000 | 5,833,000 | |
General and administrative expense - acquisition and transaction expenses | 1,857,000 | 1,654,000 | |
Management fee to affiliate | 0 | 2,677,000 | |
Depreciation and amortization | 5,548,000 | 5,793,000 | |
Pre-opening costs | 1,556,000 | 0 | |
Impairment | 1,473,000 | ||
Realized and unrealized loss on investments | (242,000) | 3,389,000 | |
Total operating costs | 78,946,000 | 73,887,000 | |
Operating loss | (12,286,000) | (14,746,000) | |
Other income (expenses) | |||
Interest and investment income | 446,000 | 7,888,000 | |
Interest expense, net | (4,049,000) | (5,434,000) | |
Other (loss) income, net | (406,000) | (123,000) | |
Total other income (expenses) | (4,009,000) | 2,331,000 | |
Income tax expense | 0 | 539,000 | |
Net (loss) income | (16,295,000) | (12,954,000) | |
Preferred dividends | (1,395,000) | (1,395,000) | |
Loss Applicable to Common Stockholders | (17,690,000) | (14,349,000) | |
Total assets | 513,976,000 | $ 536,648,000 | |
Total liabilities | 355,495,000 | 365,597,000 | |
Preferred stock | 61,583,000 | 61,583,000 | |
Equity attributable to common stockholders | 96,898,000 | ||
Additions to property and equipment (including capital leases) during the three months ended March 31, 2018 | 13,538,000 | ||
Amortization of intangibles | 1,000,000 | 1,000,000 | |
Accretion of membership deposit liabilities | 1,700,000 | 1,600,000 | |
Equity method investment | 21,514,000 | $ 21,135,000 | |
Traditional Golf | Operating Segments | |||
Revenues | |||
Golf course operations | 53,554,000 | 46,296,000 | |
Sales of food and beverages | 13,106,000 | 12,845,000 | |
Total revenues | 66,660,000 | 59,141,000 | |
Operating costs | |||
Operating expenses | 57,379,000 | 50,509,000 | |
Cost of sales - food and beverages | 4,040,000 | 4,032,000 | |
General and administrative expense | 4,153,000 | 4,222,000 | |
General and administrative expense - acquisition and transaction expenses | 307,000 | 276,000 | |
Management fee to affiliate | 0 | ||
Depreciation and amortization | 5,513,000 | 5,793,000 | |
Pre-opening costs | 0 | ||
Impairment | 1,326,000 | ||
Realized and unrealized loss on investments | (242,000) | 120,000 | |
Total operating costs | 72,476,000 | 64,952,000 | |
Operating loss | (5,816,000) | (5,811,000) | |
Other income (expenses) | |||
Interest and investment income | 51,000 | 39,000 | |
Interest expense, net | (3,555,000) | (3,817,000) | |
Other (loss) income, net | (938,000) | (624,000) | |
Total other income (expenses) | (4,442,000) | (4,402,000) | |
Income tax expense | 0 | 0 | |
Net (loss) income | (10,258,000) | (10,213,000) | |
Preferred dividends | 0 | 0 | |
Loss Applicable to Common Stockholders | (10,258,000) | (10,213,000) | |
Total assets | 320,491,000 | ||
Total liabilities | 290,553,000 | ||
Preferred stock | 0 | ||
Equity attributable to common stockholders | 29,938,000 | ||
Additions to property and equipment (including capital leases) during the three months ended March 31, 2018 | 4,040,000 | ||
Rental expenses recorded under operating leases | 600,000 | 800,000 | |
Entertainment Golf | Operating Segments | |||
Revenues | |||
Golf course operations | 0 | 0 | |
Sales of food and beverages | 0 | 0 | |
Total revenues | 0 | 0 | |
Operating costs | |||
Operating expenses | 0 | 0 | |
Cost of sales - food and beverages | 0 | 0 | |
General and administrative expense | 1,102,000 | 15,000 | |
General and administrative expense - acquisition and transaction expenses | 1,253,000 | 1,261,000 | |
Management fee to affiliate | 0 | ||
Depreciation and amortization | 30,000 | 0 | |
Pre-opening costs | 1,556,000 | ||
Impairment | 0 | ||
Realized and unrealized loss on investments | 0 | 0 | |
Total operating costs | 3,941,000 | 1,276,000 | |
Operating loss | (3,941,000) | (1,276,000) | |
Other income (expenses) | |||
Interest and investment income | 28,000 | 0 | |
Interest expense, net | 0 | 0 | |
Other (loss) income, net | 0 | 0 | |
Total other income (expenses) | 28,000 | 0 | |
Income tax expense | 0 | 0 | |
Net (loss) income | (3,913,000) | (1,276,000) | |
Preferred dividends | 0 | 0 | |
Loss Applicable to Common Stockholders | (3,913,000) | (1,276,000) | |
Total assets | 81,575,000 | ||
Total liabilities | 9,160,000 | ||
Preferred stock | 0 | ||
Equity attributable to common stockholders | 72,415,000 | ||
Additions to property and equipment (including capital leases) during the three months ended March 31, 2018 | 9,498,000 | ||
Capitalized interest | 400,000 | ||
Debt Investments | Operating Segments | |||
Revenues | |||
Golf course operations | 0 | 0 | |
Sales of food and beverages | 0 | 0 | |
Total revenues | 0 | 0 | |
Operating costs | |||
Operating expenses | 0 | 0 | |
Cost of sales - food and beverages | 0 | 0 | |
General and administrative expense | 6,000 | 1,000 | |
General and administrative expense - acquisition and transaction expenses | 0 | 0 | |
Management fee to affiliate | 0 | ||
Depreciation and amortization | 0 | 0 | |
Pre-opening costs | 0 | ||
Impairment | 147,000 | ||
Realized and unrealized loss on investments | 0 | 3,269,000 | |
Total operating costs | 153,000 | 3,270,000 | |
Operating loss | (153,000) | (3,270,000) | |
Other income (expenses) | |||
Interest and investment income | 59,000 | 7,802,000 | |
Interest expense, net | 0 | (1,206,000) | |
Other (loss) income, net | 532,000 | 501,000 | |
Total other income (expenses) | 591,000 | 7,097,000 | |
Income tax expense | 0 | 0 | |
Net (loss) income | 438,000 | 3,827,000 | |
Preferred dividends | 0 | 0 | |
Loss Applicable to Common Stockholders | 438,000 | 3,827,000 | |
Total assets | 24,306,000 | ||
Total liabilities | 79,000 | ||
Preferred stock | 0 | ||
Equity attributable to common stockholders | 24,227,000 | ||
Additions to property and equipment (including capital leases) during the three months ended March 31, 2018 | 0 | ||
Equity method investment | 21,500,000 | ||
Corporate | Operating Segments | |||
Revenues | |||
Golf course operations | 0 | 0 | |
Sales of food and beverages | 0 | 0 | |
Total revenues | 0 | 0 | |
Operating costs | |||
Operating expenses | 0 | 0 | |
Cost of sales - food and beverages | 0 | 0 | |
General and administrative expense | 2,074,000 | 1,595,000 | |
General and administrative expense - acquisition and transaction expenses | 297,000 | 117,000 | |
Management fee to affiliate | 2,677,000 | ||
Depreciation and amortization | 5,000 | 0 | |
Pre-opening costs | 0 | ||
Impairment | 0 | ||
Realized and unrealized loss on investments | 0 | 0 | |
Total operating costs | 2,376,000 | 4,389,000 | |
Operating loss | (2,376,000) | (4,389,000) | |
Other income (expenses) | |||
Interest and investment income | 308,000 | 47,000 | |
Interest expense, net | (494,000) | (411,000) | |
Other (loss) income, net | 0 | 0 | |
Total other income (expenses) | (186,000) | (364,000) | |
Income tax expense | 0 | 539,000 | |
Net (loss) income | (2,562,000) | (5,292,000) | |
Preferred dividends | (1,395,000) | (1,395,000) | |
Loss Applicable to Common Stockholders | (3,957,000) | $ (6,687,000) | |
Total assets | 87,604,000 | ||
Total liabilities | 55,703,000 | ||
Preferred stock | 61,583,000 | ||
Equity attributable to common stockholders | (29,682,000) | ||
Additions to property and equipment (including capital leases) during the three months ended March 31, 2018 | $ 0 |
PROPERTY AND EQUIPMENT, NET O48
PROPERTY AND EQUIPMENT, NET OF ACCUMULATED DEPRECIATION (Details) $ in Thousands | Mar. 07, 2018USD ($)property | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) |
Property, Plant and Equipment [Line Items] | ||||
Gross Carrying Amount | $ 137,045 | $ 325,994 | ||
Accumulated Depreciation | (50,195) | (84,736) | ||
Net Carrying Value | 86,850 | 241,258 | ||
Impairment | 1,473 | $ 0 | ||
Golf Properties | Held-for-sale | ||||
Property, Plant and Equipment [Line Items] | ||||
Number of properties held for sale | property | 26 | |||
Real estate assets | $ 164,000 | |||
Real estate assets, other related assets | 1,100 | |||
Real estate liabilities | 13,500 | |||
Impairment | 1,300 | |||
Land | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross Carrying Amount | 5,105 | 88,251 | ||
Accumulated Depreciation | 0 | 0 | ||
Net Carrying Value | 5,105 | 88,251 | ||
Land | Golf Properties | Held-for-sale | ||||
Property, Plant and Equipment [Line Items] | ||||
Real estate assets, property and equipment | 83,800 | |||
Buildings and improvements | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross Carrying Amount | 51,164 | 154,769 | ||
Accumulated Depreciation | (24,382) | (52,636) | ||
Net Carrying Value | 26,782 | 102,133 | ||
Buildings and improvements | Golf Properties | Held-for-sale | ||||
Property, Plant and Equipment [Line Items] | ||||
Real estate assets, property and equipment | 74,300 | |||
Furniture, fixtures and equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross Carrying Amount | 21,053 | 33,109 | ||
Accumulated Depreciation | (16,094) | (23,451) | ||
Net Carrying Value | 4,959 | 9,658 | ||
Furniture, fixtures and equipment | Golf Properties | Held-for-sale | ||||
Property, Plant and Equipment [Line Items] | ||||
Real estate assets, property and equipment | $ 4,800 | |||
Capital leases - equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross Carrying Amount | 26,027 | 24,949 | ||
Accumulated Depreciation | (9,719) | (8,649) | ||
Net Carrying Value | 16,308 | 16,300 | ||
Construction in progress | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross Carrying Amount | 33,696 | 24,916 | ||
Accumulated Depreciation | 0 | 0 | ||
Net Carrying Value | $ 33,696 | $ 24,916 |
INTANGIBLES, NET OF ACCUMULAT49
INTANGIBLES, NET OF ACCUMULATED AMORTIZATION (Schedule of Intangible Assets) (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Finite-Lived Intangible Assets [Line Items] | ||
Total Intangibles, Net Carrying Value | $ 54,896 | $ 57,276 |
Golf Investments | ||
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated Amortization | (35,924) | (33,909) |
Total Intangibles, Gross Carrying Amount | 90,820 | 91,185 |
Total Intangibles, Net Carrying Value | 54,896 | 57,276 |
Golf Investments | Nonamortizable liquor licenses | ||
Finite-Lived Intangible Assets [Line Items] | ||
Nonamortizable liquor licenses | 866 | 1,231 |
Golf Investments | Trade name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 700 | 700 |
Accumulated Amortization | (99) | (93) |
Net Carrying Value | 601 | 607 |
Golf Investments | Leasehold Intangibles | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 48,107 | 48,107 |
Accumulated Amortization | (17,756) | (16,716) |
Net Carrying Value | 30,351 | 31,391 |
Golf Investments | Management contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 35,111 | 35,111 |
Accumulated Amortization | (14,210) | (13,468) |
Net Carrying Value | 20,901 | 21,643 |
Golf Investments | Internally-developed software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 800 | 800 |
Accumulated Amortization | (680) | (640) |
Net Carrying Value | 120 | 160 |
Golf Investments | Membership base | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 5,236 | 5,236 |
Accumulated Amortization | (3,179) | (2,992) |
Net Carrying Value | $ 2,057 | $ 2,244 |
DEBT OBLIGATIONS (Details)
DEBT OBLIGATIONS (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018USD ($)property | Dec. 31, 2017USD ($) | |
Debt Instrument [Line Items] | ||
Credit facilities and obligations under capital leases | $ 112,156 | $ 112,105 |
Number of golf properties | property | 74 | |
Total debt obligations | ||
Debt Instrument [Line Items] | ||
Outstanding Face Amount | $ 169,797 | |
Carrying Value | $ 168,254 | |
Weighted Average Funding Cost | 6.59% | |
Weighted Average Life (Years) | 6 years 4 months 1 day | |
Face Amount of Floating Rate Debt | $ 153,204 | |
Credit Facilities and Capital Leases | ||
Debt Instrument [Line Items] | ||
Outstanding Face Amount | 118,793 | |
Carrying Value | $ 117,048 | |
Weighted Average Funding Cost | 7.72% | |
Weighted Average Life (Years) | 1 year 7 months 1 day | |
Face Amount of Floating Rate Debt | $ 102,200 | |
Traditional Golf term loan | ||
Debt Instrument [Line Items] | ||
Outstanding Face Amount | 102,000 | |
Carrying Value | $ 100,255 | |
Weighted Average Funding Cost | 7.92% | |
Weighted Average Life (Years) | 1 year 4 months 1 day | |
Face Amount of Floating Rate Debt | $ 102,000 | |
Number of golf properties | property | 22 | |
Deferred financing costs | $ 1,700 | |
Traditional Golf term loan | London Interbank Offered Rate (LIBOR) | ||
Debt Instrument [Line Items] | ||
Weighted Average Coupon | 4.70% | |
Variable rate | 1.80% | |
Traditional Golf term loan | London Interbank Offered Rate (LIBOR) | Interest rate cap | ||
Debt Instrument [Line Items] | ||
Variable rate | 1.80% | |
Vineyard II | ||
Debt Instrument [Line Items] | ||
Outstanding Face Amount | $ 200 | |
Carrying Value | $ 200 | |
Weighted Average Coupon | 2.20% | |
Weighted Average Funding Cost | 2.20% | |
Weighted Average Life (Years) | 25 years 8 months 1 day | |
Face Amount of Floating Rate Debt | $ 200 | |
Capital leases (Equipment) | ||
Debt Instrument [Line Items] | ||
Outstanding Face Amount | 16,593 | |
Carrying Value | $ 16,593 | |
Weighted Average Funding Cost | 6.61% | |
Weighted Average Life (Years) | 3 years 6 months 1 day | |
Face Amount of Floating Rate Debt | $ 0 | |
Capital leases (Equipment) | Lower Range | ||
Debt Instrument [Line Items] | ||
Weighted Average Coupon | 3.00% | |
Capital leases (Equipment) | Upper Range | ||
Debt Instrument [Line Items] | ||
Weighted Average Coupon | 16.16% | |
Current portion of credit facilities and obligations under capital leases | ||
Debt Instrument [Line Items] | ||
Outstanding Face Amount | $ 4,892 | |
Less current portion of obligations under capital leases | 4,892 | |
Credit facilities and obligations under capital leases - noncurrent | ||
Debt Instrument [Line Items] | ||
Outstanding Face Amount | 113,901 | |
Credit facilities and obligations under capital leases | 112,156 | |
Junior subordinated notes payable | ||
Debt Instrument [Line Items] | ||
Outstanding Face Amount | 51,004 | |
Carrying Value | $ 51,206 | |
Weighted Average Funding Cost | 3.99% | |
Weighted Average Life (Years) | 17 years 1 month 1 day | |
Face Amount of Floating Rate Debt | $ 51,004 | |
Junior subordinated notes payable | London Interbank Offered Rate (LIBOR) | ||
Debt Instrument [Line Items] | ||
Weighted Average Coupon | 2.25% |
DEBT OBLIGATIONS (Narrative) (D
DEBT OBLIGATIONS (Narrative) (Details) - Capital leases (Equipment) | 3 Months Ended |
Mar. 31, 2018 | |
Lower Range | |
Debt Instrument [Line Items] | |
Lease terms | 36 months |
Upper Range | |
Debt Instrument [Line Items] | |
Lease terms | 66 months |
DEBT OBLIGATIONS (Future Minimu
DEBT OBLIGATIONS (Future Minimum Lease Payments) (Details) $ in Thousands | Mar. 31, 2018USD ($) |
Future minimum lease payments due | |
April 1, 2018 - December 31, 2018 | $ 4,384 |
2,019 | 5,709 |
2,020 | 4,431 |
2,021 | 2,864 |
2,022 | 1,091 |
2,023 | 190 |
Total minimum lease payments | 18,669 |
Less: imputed interest | 2,076 |
Present value of net minimum lease payments | $ 16,593 |
REAL ESTATE SECURITIES (Real Es
REAL ESTATE SECURITIES (Real Estate Securities Holdings) (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018USD ($)security | Dec. 31, 2017USD ($) | |
Schedule of Available-for-sale Securities [Line Items] | ||
Outstanding Face Amount | $ 4,000 | |
Before Impairment - Amortized Cost Basis | 2,480 | |
Other-Than-Temporary Impairment - Amortized Cost Basis | (1,521) | |
After Impairment - Amortized Cost Basis | 959 | |
Gross Unrealized Gains | 1,403 | |
Gross Unrealized Losses | 0 | |
Carrying Value | $ 2,362 | $ 2,294 |
Number of Securities | security | 1 | |
Total outstanding face amount of floating rate securities | $ 4,000 | |
Securities in an unrealized loss position | security | 0 | |
ABS - Non-Agency RMBS | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Outstanding Face Amount | $ 4,000 | |
Before Impairment - Amortized Cost Basis | 2,480 | |
Other-Than-Temporary Impairment - Amortized Cost Basis | (1,521) | |
After Impairment - Amortized Cost Basis | 959 | |
Gross Unrealized Gains | 1,403 | |
Gross Unrealized Losses | 0 | |
Carrying Value | $ 2,362 | |
Number of Securities | security | 1 | |
Weighted Average Coupon | 2.26% | |
Weighted Average Yield | 22.81% | |
Weighted Average Life (Years) | 7 years 6 months 1 day | |
Weighted Average Principal Subordination | 33.90% |
DERIVATIVES (Narrative) (Detail
DERIVATIVES (Narrative) (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Derivative assets | $ 500,000 | $ 300,000 |
Derivative liabilities | $ 0 | $ 0 |
DERIVATIVES (Schedule of (Gains
DERIVATIVES (Schedule of (Gains) Losses Recorded In Relation to Derivatives) (Details 1) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Derivative [Line Items] | ||
Realized (gain) on settlement of TBAs, net | $ 0 | $ (2,474) |
Non-hedge derivatives | Realized and unrealized (gain) loss on investments | Interest rate derivatives | ||
Derivative [Line Items] | ||
Unrealized (gain) loss on interest rate derivatives | (242) | 120 |
Non-hedge derivatives | Realized and unrealized (gain) loss on investments | TBAs | ||
Derivative [Line Items] | ||
Unrealized loss recognized related to TBAs | 0 | 2,382 |
Realized (gain) on settlement of TBAs, net | $ 0 | $ (2,474) |
FAIR VALUE OF FINANCIAL INSTR56
FAIR VALUE OF FINANCIAL INSTRUMENTS (Carrying Values and Estimated Fair Value) (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Assets | ||
Real estate securities, available-for-sale | $ 2,362 | |
Cash and cash equivalents | 137,028 | $ 167,692 |
Carrying Value | ||
Assets | ||
Real estate securities, available-for-sale | 2,362 | |
Cash and cash equivalents | 137,028 | |
Restricted cash, current and noncurrent | 3,983 | |
Non-hedge derivative assets | 528 | |
Liabilities | ||
Credit facilities - Traditional Golf term loan | 100,255 | |
Junior subordinated notes payable | 51,206 | |
Estimated Fair Value | ||
Assets | ||
Real estate securities, available-for-sale | 2,362 | |
Cash and cash equivalents | 137,028 | |
Restricted cash, current and noncurrent | 3,983 | |
Non-hedge derivative assets | 528 | |
Liabilities | ||
Credit facilities - Traditional Golf term loan | 103,461 | |
Junior subordinated notes payable | $ 29,030 |
FAIR VALUE OF FINANCIAL INSTR57
FAIR VALUE OF FINANCIAL INSTRUMENTS (Significant Observable Inputs) (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Amortized Cost Basis | $ 959 |
Fair Value | 2,362 |
ABS - Non-Agency RMBS | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Amortized Cost Basis | 959 |
Real Estate Securities Available For Sale | ABS - Non-Agency RMBS | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Amortized Cost Basis | 959 |
Fair Value | $ 2,362 |
Discount Rate | 12.00% |
Prepayment Speed | 5.40% |
Cumulative Default Rate | 4.10% |
Loss Severity | 62.80% |
FAIR VALUE OF FINANCIAL INSTR58
FAIR VALUE OF FINANCIAL INSTRUMENTS (Change in Fair Value of Level 3 Investments) (Details) | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Purchases, sales and repayments | |
Transfers into Level 3 | $ 0 |
Transfers out of Level 3 | 0 |
Level 3 Market Quotations (Unobservable) | Measured on a Recurring Basis | ABS - Non-Agency RMBS | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance at December 31, 2017 | 2,294,000 |
Total gains (losses) | |
Included in other comprehensive income (loss) | 33,000 |
Amortization included in interest income | 54,000 |
Purchases, sales and repayments | |
Proceeds | (19,000) |
Balance at March 31, 2018 | 2,362,000 |
Purchases | 0 |
Sales | $ 0 |
EQUITY AND EARNINGS PER SHARE59
EQUITY AND EARNINGS PER SHARE (Outstanding Options) (Details) | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Number of Options | |
Balance (in shares) | shares | 5,010,576 |
Balance (in shares) | shares | 5,010,576 |
Exercisable (in shares) | shares | 3,858,081 |
Weighted Average Strike Price | |
Outstanding (in dollars per share) | $ / shares | $ 2.55 |
Outstanding (in dollars per share) | $ / shares | 2.55 |
Exercisable (in dollars per share) | $ / shares | $ 2.58 |
Weighted Average Life Remaining (in years) | |
Outstanding | 5 years 4 months 1 day |
Exercisable | 5 years 4 months 10 days |
EQUITY AND EARNINGS PER SHARE60
EQUITY AND EARNINGS PER SHARE (Outstanding Options Summary) (Details) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Related Party Transaction [Line Items] | ||
Weighted average strike price (in dollars per share) | $ 2.55 | $ 2.55 |
Issued in 2011 and thereafter | ||
Related Party Transaction [Line Items] | ||
Stock options outstanding (in shares) | 5,010,576 | |
Weighted average strike price (in dollars per share) | $ 2.55 | |
Held by the former Manager | Issued in 2011 and thereafter | ||
Related Party Transaction [Line Items] | ||
Stock options outstanding (in shares) | 3,857,748 | |
Issued to the former Manager and subsequently transferred to certain of the Manager’s employees | Issued in 2011 and thereafter | ||
Related Party Transaction [Line Items] | ||
Stock options outstanding (in shares) | 1,152,495 | |
Issued to the independent directors | Issued in 2011 and thereafter | ||
Related Party Transaction [Line Items] | ||
Stock options outstanding (in shares) | 333 |
EQUITY AND EARNINGS PER SHARE61
EQUITY AND EARNINGS PER SHARE (Details) (Narrative) - USD ($) $ / shares in Units, $ in Millions | May 02, 2018 | Apr. 30, 2018 | Mar. 06, 2018 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 |
Class of Stock [Line Items] | ||||||
Fair value of options | $ 4.3 | |||||
Unrecognized stock-based compensation expense | $ 4 | |||||
Dilutive common stock equivalents (in shares) | 0 | 0 | ||||
Stock options | ||||||
Class of Stock [Line Items] | ||||||
Antidilutive securities (in shares) | 0 | 151,234 | ||||
Common stock equivalents | ||||||
Class of Stock [Line Items] | ||||||
Dilutive common stock equivalents (in shares) | 2,509,765 | 1,941,409 | ||||
Series B Cumulative Redeemable Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Dividends declared per share of preferred stock (in dollars per share) | $ 0.609375 | |||||
Preferred stock, dividend rate | 9.75% | 9.75% | 9.75% | |||
Series C Cumulative Redeemable Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Dividends declared per share of preferred stock (in dollars per share) | $ 0.503125 | |||||
Preferred stock, dividend rate | 8.05% | 8.05% | 8.05% | |||
Series D Cumulative Redemable Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Dividends declared per share of preferred stock (in dollars per share) | $ 0.523438 | |||||
Preferred stock, dividend rate | 8.375% | 8.375% | 8.375% | |||
Subsequent event | ||||||
Class of Stock [Line Items] | ||||||
Dividends paid | $ 1.4 | |||||
Subsequent event | Series B Cumulative Redeemable Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Dividends declared per share of preferred stock (in dollars per share) | $ 0.609375 | |||||
Preferred stock, dividend rate | 9.75% | |||||
Subsequent event | Series C Cumulative Redeemable Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Dividends declared per share of preferred stock (in dollars per share) | $ 0.503125 | |||||
Preferred stock, dividend rate | 8.05% | |||||
Subsequent event | Series D Cumulative Redemable Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Dividends declared per share of preferred stock (in dollars per share) | $ 0.523438 | |||||
Preferred stock, dividend rate | 8.375% | |||||
Stock options | ||||||
Class of Stock [Line Items] | ||||||
Vesting period | 1 year | |||||
Stock-based compensation expense | $ 0.3 | |||||
Unrecognized stock-based compensation expense, period for recognition | 4 years 5 months |
EQUITY AND EARNINGS PER SHARE -
EQUITY AND EARNINGS PER SHARE - Assumptions for Valuation of Options (Details) - Stock options | 3 Months Ended |
Mar. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected Volatility | 39.73% |
Expected Dividend Yield | 0.00% |
Risk-Free Rate, lower range | 2.16% |
Risk-Free Rate, upper range | 2.29% |
Lower Range | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected Remaining Term | 3 years |
Upper Range | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected Remaining Term | 6 years 7 months 6 days |
EQUITY AND EARNINGS PER SHARE63
EQUITY AND EARNINGS PER SHARE (Earnings Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Numerator for basic and diluted earnings per share: | ||
Loss from continuing operations after preferred dividends and noncontrolling interests | $ (17,690) | $ (14,349) |
Loss Applicable to Common Stockholders | $ (17,690) | $ (14,349) |
Denominator: | ||
Denominator for basic earnings per share - weighted average shares (in shares) | 66,977,104 | 66,841,977 |
Effect of dilutive securities | ||
Options (in shares) | 0 | 0 |
Denominator for diluted earnings per share - adjusted weighted average shares (in shares) | 66,977,104 | 66,841,977 |
Basic earnings per share: | ||
(Loss) Income from continuing operations per share of common stock, after preferred dividends and noncontrolling interests (in dollars per share) | $ (0.26) | $ (0.21) |
(Loss) Income Applicable to Common Stock, per share (in dollars per share) | (0.26) | (0.21) |
Diluted earnings per share: | ||
(Loss) Income from continuing operations per share of common stock, after preferred dividends and noncontrolling interests (in dollars per share) | (0.26) | (0.21) |
(Loss) Income Applicable to Common Stock, per share (in dollars per share) | $ (0.26) | $ (0.21) |
TRANSACTIONS WITH AFFILIATES 64
TRANSACTIONS WITH AFFILIATES AND AFFILIATED ENTITIES (Narrative) (Details) - USD ($) $ in Thousands, shares in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Mar. 31, 2018 | Dec. 31, 2017 | |
Related Party Transaction [Line Items] | |||
Due to affiliates | $ 1,786 | $ 0 | $ 1,786 |
Manager | |||
Related Party Transaction [Line Items] | |||
Payment for termination of management agreement | $ 10,700 | $ 10,700 | |
Manager | Transition Services Agreement | |||
Related Party Transaction [Line Items] | |||
Costs for transition services agreement | $ 200 | ||
Affiliated Entity | |||
Related Party Transaction [Line Items] | |||
Shares held by Fortress and affiliates (in shares) | 6.8 | ||
Stock options held by Fortress and affiliates (in shares) | 3.9 |
TRANSACTIONS WITH AFFILIATES 65
TRANSACTIONS WITH AFFILIATES AND AFFILIATED ENTITIES (Amounts Incurred Under Management Agreement) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Transactions With Affiliates And Affiliated Entity [Abstract] | ||
Management fees | $ 0 | $ 2,552 |
Expense reimbursement to the Manager | 0 | 125 |
Incentive compensation | 0 | 0 |
Total Management fee to affiliate | $ 0 | $ 2,677 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES (Details) $ in Millions | Apr. 30, 2018USD ($) | Dec. 31, 2016USD ($) | Mar. 31, 2018USD ($)propertyrenewal | Mar. 31, 2018USD ($)property | Dec. 31, 2017USD ($) | Sep. 30, 2017property |
Loss Contingencies [Line Items] | ||||||
Lease exit costs | $ 0.8 | |||||
Number of golf properties | property | 74 | 74 | ||||
Lower Range | ||||||
Loss Contingencies [Line Items] | ||||||
Operating lease term | 10 years | |||||
Upper Range | ||||||
Loss Contingencies [Line Items] | ||||||
Operating lease term | 20 years | |||||
Florida | Hurricane Irma | ||||||
Loss Contingencies [Line Items] | ||||||
Number of golf properties | property | 3 | |||||
Property damage costs | $ 1 | $ 5.2 | ||||
Amount reimbursed by insurer | $ 2 | |||||
Florida | Hurricane Irma | Lower Range | ||||||
Loss Contingencies [Line Items] | ||||||
Costs expected to be incurred | 1 | 1 | ||||
Florida | Hurricane Irma | Upper Range | ||||||
Loss Contingencies [Line Items] | ||||||
Costs expected to be incurred | $ 1.2 | $ 1.2 | ||||
Ground Lease, Orlando, Florida | ||||||
Loss Contingencies [Line Items] | ||||||
Operating lease term | 20 years | |||||
Number of renewal terms | renewal | 3 | |||||
Renewal term | 5 years | |||||
Ground Lease, Richmond, Virgina | ||||||
Loss Contingencies [Line Items] | ||||||
Operating lease term | 20 years | |||||
Number of renewal terms | renewal | 3 | |||||
Renewal term | 5 years | |||||
Subsequent event | Florida | Hurricane Irma | ||||||
Loss Contingencies [Line Items] | ||||||
Payments expected to be received from insurer | $ 3 |
INCOME TAXES INCOME TAXES (Narr
INCOME TAXES INCOME TAXES (Narrative) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Income tax provision | $ 0 | $ 539,000 | |
Non-recurring income tax receivable booked due to Tax Act | $ 600,000 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | May 02, 2018 | Apr. 30, 2018 | Apr. 10, 2018 | Mar. 06, 2018 | Mar. 31, 2018 | Dec. 31, 2017 |
Subsequent Event [Line Items] | ||||||
Dividends declared | $ 1,395 | |||||
Series B preferred stock | ||||||
Subsequent Event [Line Items] | ||||||
Dividends declared per share of preferred stock (in dollars per share) | $ 0.609375 | |||||
Preferred stock, dividend rate | 9.75% | 9.75% | 9.75% | |||
Series C preferred stock | ||||||
Subsequent Event [Line Items] | ||||||
Dividends declared per share of preferred stock (in dollars per share) | $ 0.503125 | |||||
Preferred stock, dividend rate | 8.05% | 8.05% | 8.05% | |||
Series D preferred stock | ||||||
Subsequent Event [Line Items] | ||||||
Dividends declared per share of preferred stock (in dollars per share) | $ 0.523438 | |||||
Preferred stock, dividend rate | 8.375% | 8.375% | 8.375% | |||
Subsequent event | ||||||
Subsequent Event [Line Items] | ||||||
Dividends declared | $ 1,400 | |||||
Subsequent event | Series B preferred stock | ||||||
Subsequent Event [Line Items] | ||||||
Dividends declared per share of preferred stock (in dollars per share) | $ 0.609375 | |||||
Preferred stock, dividend rate | 9.75% | |||||
Subsequent event | Series C preferred stock | ||||||
Subsequent Event [Line Items] | ||||||
Dividends declared per share of preferred stock (in dollars per share) | $ 0.503125 | |||||
Preferred stock, dividend rate | 8.05% | |||||
Subsequent event | Series D preferred stock | ||||||
Subsequent Event [Line Items] | ||||||
Dividends declared per share of preferred stock (in dollars per share) | $ 0.523438 | |||||
Preferred stock, dividend rate | 8.375% | |||||
Manager | Subsequent event | ||||||
Subsequent Event [Line Items] | ||||||
Options granted by manager (in shares) | 1.2 | |||||
Value of options granted | $ 3,600 | |||||
Hurricane Irma | Florida | Subsequent event | ||||||
Subsequent Event [Line Items] | ||||||
Payments expected to be received from insurer | $ 3,000 | |||||
Stock options | ||||||
Subsequent Event [Line Items] | ||||||
Vesting period | 1 year |