Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Mar. 26, 2021 | Jun. 30, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity File Number | 001-32375 | ||
Entity Registrant Name | Comstock Holding Companies, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 20-1164345 | ||
Entity Address, Address Line One | 1900 Reston Metro Plaza | ||
Entity Address, Address Line Two | 10th Floor | ||
Entity Address, City or Town | Reston | ||
Entity Address, State or Province | VA | ||
Entity Address, Postal Zip Code | 20190 | ||
City Area Code | 703 | ||
Local Phone Number | 230-1985 | ||
Title of 12(b) Security | Class A common stock, par value $0.01 per share | ||
Trading Symbol | CHCI | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 6,564,736 | ||
Entity Common Stock, Shares Outstanding | 8,296,212 | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive proxy statement relating to the 2021 annual meeting of stockholders to be filed with the Securities and Exchange Commission pursuant to Regulation 14A are incorporated by reference into Part III of this Annual Report on Form 10-K. | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2020 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001299969 | ||
Current Fiscal Year End Date | --12-31 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 7,032 | $ 3,511 |
Trade receivables, net | 1,482 | 1,886 |
Trade receivables - related parties | 3,598 | 3,644 |
Prepaid and other assets, net | 242 | 274 |
Total current assets | 12,354 | 9,315 |
Equity method investments at fair value | 6,307 | 8,421 |
Fixed assets, net | 266 | 278 |
Operating lease right-of-use assets | 7,914 | 114 |
Goodwill | 1,702 | 1,702 |
Intangible assets, net | 36 | 103 |
TOTAL ASSETS | 28,579 | 19,933 |
Current liabilities: | ||
Accrued personnel costs | 2,442 | 2,916 |
Accounts payable | 523 | 1,438 |
Accrued liabilities | 964 | 166 |
Short term operating lease liabilities | 569 | 0 |
Short term notes payable - due to affiliates, net of discount | 0 | 5,706 |
Short term notes payable | 5 | 77 |
Total current liabilities | 4,503 | 10,303 |
Long term notes payable - due to affiliates | 5,500 | 0 |
Long term notes payable, net of deferred financing charges | 0 | 1,212 |
Long term operating lease liabilities, net of current portion | 7,361 | 61 |
TOTAL LIABILITIES | 17,364 | 11,576 |
Commitments and contingencies (Note 10) | ||
STOCKHOLDERS’ EQUITY | ||
Additional paid-in capital | 200,147 | 199,372 |
Accumulated deficit | (193,116) | (195,198) |
TOTAL EQUITY | 11,215 | 8,357 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 28,579 | 19,933 |
Series C Preferred Stock | ||
STOCKHOLDERS’ EQUITY | ||
Series C preferred stock, $0.01 par value, 20,000,000 shares authorized, 3,440,690 shares issued and outstanding with a liquidation preference of $17,203 at December 31, 2020 and 2019 | 6,765 | 6,765 |
Class A | ||
STOCKHOLDERS’ EQUITY | ||
Common stock | 79 | 78 |
Treasury stock, at cost (85,570 shares Class A common stock) | $ (2,662) | $ (2,662) |
Common stock, shares authorized (in shares) | 59,779,750 | 59,779,750 |
Class B | ||
STOCKHOLDERS’ EQUITY | ||
Common stock | $ 2 | $ 2 |
Common stock, shares authorized (in shares) | 220,250 | 220,250 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Series C Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 20,000,000 | 20,000,000 |
Preferred stock, shares issued (in shares) | 3,440,690 | 3,440,690 |
Preferred stock, shares outstanding (in shares) | 3,440,690 | 3,440,690 |
Preferred stock, liquidation value | $ 17,203 | $ 17,203 |
Class A | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 59,779,750 | 59,779,750 |
Common stock, shares issued (in shares) | 7,953,729 | 7,849,756 |
Common stock, shares outstanding (in shares) | 7,868,159 | 7,764,186 |
Treasury stock, shares (in shares) | 85,570 | 85,570 |
Class B | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 220,250 | 220,250 |
Common stock, shares issued (in shares) | 220,250 | 220,250 |
Common stock, shares outstanding (in shares) | 220,250 | 220,250 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue | ||
Revenue | $ 28,726 | $ 25,317 |
Operating expenses | ||
General and administrative | 2,956 | 1,487 |
Sales and marketing | 661 | 383 |
Operating income | 2,567 | 2,275 |
Interest expense | (379) | (474) |
Other income, net | 112 | 225 |
Income before income tax expense | 2,300 | 2,026 |
Income tax expense | (25) | (2) |
Change in fair value | (193) | (560) |
Net income from continuing operations | 2,082 | 1,464 |
Net loss from discontinued operations, net of tax | 0 | (571) |
Net income | $ 2,082 | $ 893 |
Income per share from continuing operations | ||
Basic net income per share (in dollars per share) | $ 0.26 | $ 0.22 |
Diluted net income per share (in dollars per share) | 0.24 | 0.22 |
Loss per share from discontinued operations | ||
Basic net loss per share (in dollars per share) | 0 | (0.09) |
Diluted net loss per share (in dollars per share) | 0 | (0.09) |
Income per share | ||
Basic net income per share (in dollars per share) | 0.26 | 0.13 |
Diluted net income per share (in dollars per share) | $ 0.24 | $ 0.13 |
Basic weighted average shares outstanding (in shares) | 8,056 | 6,617 |
Diluted weighted average shares outstanding (in shares) | 8,539 | 6,799 |
Asset management | ||
Revenue | ||
Revenue | $ 21,923 | $ 19,605 |
Operating expenses | ||
Direct costs | 18,445 | 16,561 |
Real estate services | ||
Revenue | ||
Revenue | 6,803 | 5,712 |
Operating expenses | ||
Direct costs | $ 4,097 | $ 4,611 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Additional paid-in capital | Treasury stock | Accumulated deficit | Non-controlling interest | Series C Preferred Stock | Class A | Class B |
Beginning Balance (in shares) at Dec. 31, 2018 | 2,800 | 3,703 | 220 | |||||
Beginning Balance at Dec. 31, 2018 | $ 5,817 | $ 181,632 | $ (2,662) | $ (196,091) | $ 15,706 | $ 7,193 | $ 37 | $ 2 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stock compensation and issuances (in shares) | 71 | |||||||
Stock compensation and issuances | 510 | 509 | $ 1 | |||||
Accrued Liability settled through issuance of stock (in shares) | 63 | |||||||
Accrued Liability settled through issuance of stock | 141 | 141 | ||||||
Shares withheld related to net share settlement of restricted stock awards (in shares) | (12) | |||||||
Shares withheld related to net share settlement of restricted stock awards | 0 | 0 | ||||||
Warrant exercises (in shares) | 200 | |||||||
Warrant exercises | 360 | 358 | $ 2 | |||||
Class A stock conversion of non-controlling interest (in shares) | 3,824 | |||||||
Class A stock conversion of non-controlling interest | 69 | 16,050 | (16,019) | $ 38 | ||||
Series C conversion of non-controlling interest (in shares) | 641 | |||||||
Series C conversion of non-controlling interest | (428) | $ (428) | ||||||
Gain on deconsolidation of discontinued operations | 682 | 682 | ||||||
Net income | 1,206 | 893 | 313 | |||||
Ending Balance (in shares) at Dec. 31, 2019 | 3,441 | 7,849 | 220 | |||||
Ending Balance at Dec. 31, 2019 | 8,357 | 199,372 | (2,662) | (195,198) | 0 | $ 6,765 | $ 78 | $ 2 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stock compensation and issuances (in shares) | 107 | |||||||
Stock compensation and issuances | 777 | 776 | $ 1 | |||||
Accrued Liability settled through issuance of stock (in shares) | 30 | |||||||
Accrued Liability settled through issuance of stock | 68 | 68 | ||||||
Shares withheld related to net share settlement of restricted stock awards (in shares) | (33) | |||||||
Shares withheld related to net share settlement of restricted stock awards | (69) | (69) | ||||||
Gain on deconsolidation of discontinued operations | 0 | |||||||
Net income | 2,082 | 2,082 | 0 | |||||
Ending Balance (in shares) at Dec. 31, 2020 | 3,441 | 7,953 | 220 | |||||
Ending Balance at Dec. 31, 2020 | $ 11,215 | $ 200,147 | $ (2,662) | $ (193,116) | $ 0 | $ 6,765 | $ 79 | $ 2 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities: | ||
Net income | $ 2,082 | $ 893 |
Adjustment to reconcile net income to net cash provided by operating activities | ||
Amortization of loan discount, loan commitment and deferred financing fees | 27 | 84 |
Depreciation expense | 159 | 150 |
Amortization expense | 67 | 67 |
Earnings from unconsolidated joint venture, net of distributions | 96 | 50 |
Stock-based compensation | 777 | 479 |
Loss on equity method investments carried at fair value | 193 | 560 |
Distributions from equity method investments carried at fair value | 103 | 0 |
Changes in operating assets and liabilities: | ||
Trade receivables | 404 | (956) |
Trade receivables - related party | 46 | (694) |
Deferred revenue | 0 | (1,875) |
Prepaid and other assets | (64) | 11 |
Lease liabilities | 69 | 0 |
Accrued personnel costs | (474) | 1,520 |
Accounts payable | (915) | 240 |
Accrued liabilities | 866 | 72 |
Net cash provided by operating activities of discontinued operations | 0 | 7,793 |
Net cash provided by operating activities | 3,436 | 8,394 |
Cash flows from investing activities: | ||
Contributions to equity method investments carried at fair value | 0 | (1,200) |
Distributions from equity method investments carried at fair value | 1,818 | 1,525 |
Purchase of fixed assets | (147) | (207) |
Principal received on note receivable | 0 | 27 |
Net cash provided by investing activities | 1,671 | 145 |
Cash flows from financing activities: | ||
Proceeds from notes payable | 5,554 | 0 |
Payments on notes payable | (7,071) | (228) |
Loan financing costs | 0 | (28) |
Proceeds from exercise of warrants | 0 | 360 |
Taxes paid related to net share settlement of equity awards | (69) | (35) |
Net cash used in financing activities from discontinued operations | 0 | (5,951) |
Net cash used in financing activities | (1,586) | (5,882) |
Net increase in cash and cash equivalents | 3,521 | 2,657 |
Cash and cash equivalents, beginning of period | 3,511 | 854 |
Cash and cash equivalents, end of period | 7,032 | 3,511 |
Supplemental cash flow information: | ||
Interest paid, net of interest capitalized | 397 | 420 |
Income taxes paid | 0 | 0 |
Supplemental disclosure for non-cash activity: | ||
Accrued liability settled through issuance of stock | 68 | 141 |
Conversion of noncontrolling interest to CHCI equity | 0 | 16,019 |
Gain on deconsolidation of Investors X recorded in APIC | 0 | 682 |
Increase in operating lease right-of-use assets | 8,023 | 170 |
Issuance of stock in lieu of interest due | 0 | 66 |
Gain on early extinguishment of debt | 50 | 0 |
PPP loan proceeds | $ 1,954 | $ 0 |
ORGANIZATION
ORGANIZATION | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATIONComstock Holding Companies, Inc., incorporated in 2004 as a Delaware corporation, is a multi-faceted asset management and services company primarily focused in the Washington, D.C. Metropolitan Statistical Area. In 2018, the Company made a strategic decision to transform its operating platform from being primarily focused on developing on-balance sheet, for-sale, homebuilding projects to being focused on commercial and residential asset management and real estate related services. On April 30, 2019 the Company announced the exit from the homebuilding business. The Company now operates through five primarily real estate focused subsidiaries – CDS Asset Management, LC (“CAM”), Comstock Residential Management, LC, Comstock Commercial Management, LC, Park X Management, LC and Comstock Environmental Services, LC (“CES”). See Note 21 - Subsequent Events for entity name changes that occurred on February 18, 2021. The Company’s homebuilding operations are presented in Discontinued Operations (see Note 19 – Discontinued Operations). References in these Consolidated Financial Statements to “Comstock,” “Company”, “we,” “our” and “us” refer to Comstock Holding Companies, Inc. together in each case with our subsidiaries unless the context suggests otherwise. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES A summary of the significant accounting policies and practices used in the preparation of the Consolidated Financial Statements is as follows: Basis of presentation The accompanying Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and include the accounts of the Company and its consolidated subsidiaries. Intercompany balances and transactions have been eliminated. Investments in real estate ventures over which we exercise significant influence, but do not control, are accounted for either at fair value or under the equity method. When applying principles of consolidation, we begin by determining whether an investee entity is a variable interest entity ("VIE") or a voting interest entity. U.S. GAAP draws a distinction between voting interest entities, which are embodied by common and traditional corporate and certain partnership structures, and VIEs, broadly defined as entities for which control is achieved through means other than voting rights. For voting interest entities, the interest holder with control through majority ownership and majority voting rights consolidates the entity. For VIEs, determination of the "primary beneficiary" dictates the accounting treatment. We identify the primary beneficiary of a VIE as the enterprise having both (i) the power to direct the activities of the VIE that most significantly impact the entity's economic performance and (ii) the obligation to absorb losses or receive benefits of the VIE that could potentially be significant to the VIE. We perform the primary beneficiary analysis as of the inception of our investment and upon the occurrence of a reconsideration event. When we determine we are the primary beneficiary of a VIE, we consolidate the VIE; when we determine we are not the primary beneficiary of the VIE, we account for our investment in the VIE at fair value or under the equity method, based upon an election made at the time of investment. Our determination of the appropriate accounting method to apply for unconsolidated investments is based on the level of influence we have in the underlying entity. When we have an asset management or property management contract with a real estate limited partnership in which we also hold an ownership interest, the combination of our limited partner interest and the management agreement generally provides us with significant influence over such real estate limited partnership. Accordingly, we account for such investments either at fair value or under the equity method. We eliminate transactions with such subsidiaries to the extent of our ownership in such subsidiaries. Use of estimates The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Actual results could differ from those estimates. Material estimates are utilized, including but not limited to, the valuation of equity method investments, valuation of deferred tax assets, analysis of goodwill impairment, and valuation of equity-based compensation. Discontinued Operations On July 23, 2019 the Company completed the transfer of Investors X subject to the Master Transfer Agreement (“MTA”). For the year ended December 31, 2019, we classified revenues and expenses related to Investors X into discontinued operations on the Consolidated Statement of Operations and the Consolidated Statements of Cash Flows. See Note 19 – Discontinued Operations. Cash and cash equivalents Cash and cash equivalents are comprised of cash and short-term investments with maturities of three months or less when purchased. The carrying amount of cash equivalents approximates fair value due to the short-term maturity of these investments. The Company maintains cash and cash equivalents in financial institutions that at times exceeds federally insured limits. Management believes that the Company’s credit risk exposure is mitigated by the financial strength of the banking institution in which the deposits are held. As of December 31, 2020, the Company had cash and cash equivalents of $5.3 million in U.S. bank accounts which were not fully insured by the Federal Deposit Insurance Corporation Trade Receivables and Concentration of Credit Risk Trade receivables are recorded at the amount invoiced. We reduce accounts receivable by estimating an allowance for amounts that may become uncollectible in the future. Management determines the estimated allowance for uncollectible amounts based on their judgements in evaluating the aging of the receivables and the financial condition of our clients, which may be dependent on the type of client and the client’s current financial condition. The Company does significant business with related party entities. Financial instruments that subject the Company to concentrations of credit risk consist primarily of related party receivables. The Company generally does not obtain collateral or other security to support financial instruments subject to credit risk, but monitors the credit standing of related party entities. The Company derives a substantial portion of its revenues from various related party entities; with related party entities accounting for 79% of the Company’s total consolidated revenues in 2020. See Note 14 – Related Party Transactions for more information. Investments in real estate ventures We invest in certain real estate ventures that primarily own and operate real estate in two sectors, land development and commercial office. These investments take the form of equity ownership interests and, based upon investment-specific objectives, have included three seven For investments in real estate ventures reported at fair value, we maintain an investment account that is increased or decreased each reporting period by the difference between the fair value of the investment and the carrying value as of the balance sheet date. These fair value adjustments are reflected as gains or losses on the Consolidated Statements of Operations. The fair value of these investments as of the balance sheet date is generally determined using a Discounted Cash Flow (“DCF”) analysis, based upon unobservable inputs in the fair value hierarchy. See Note 4 - Equity Method Investments in Real Estate Ventures Carried at Fair Value for additional information on Investments in real estate ventures. Fixed assets, net Fixed assets are carried at cost less accumulated depreciation and are depreciated on the straight-line method over their estimated useful lives as follows: Leasehold improvements Shorter of asset life or related lease term Furniture and fixtures 7 years Office equipment 5 years Vehicles 3 years Computer equipment 3 years Capitalized software 3 years Leases Our operating leases are related to office space we lease in various buildings for our own use. The terms of these non-cancelable operating leases typically require us to pay rent and a share of operating expenses and real estate taxes, generally with an inflation-based rent increase included. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. Operating lease right-of-use assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments (e.g. rent) over the lease term beginning at the commencement date. The Operating lease right-of-use assets are adjusted for lease incentives, deferred rent, and initial direct costs, if incurred. Our leases generally do not include an implicit rate; therefore, we use an incremental borrowing rate based on information available at the lease commencement date in determining the present value of future minimum lease payments. The related lease expense is recognized on a straight-line basis over the lease term. See Note 6 – Leases for more information. Goodwill and Intangible Assets Goodwill represents the excess of the aggregate purchase price over the fair value of the net assets acquired in a business acquisition. Following an acquisition, we perform an analysis to value the acquired company’s tangible and identifiable intangible assets and liabilities. With respect to identifiable intangible assets, we consider backlog, non-compete agreements, client relationships, trade names, patents and other assets. We amortize our intangible assets based on the period over which the contractual or economic benefits of the intangible assets are expected to be realized. We assess the recoverability of the unamortized balance of our intangible assets when indicators of impairment are present based on expected future profitability and undiscounted expected cash flows and their contribution to our overall operations. Should the review indicate that the carrying value is not fully recoverable, the excess of the carrying value over the fair value of the intangible assets would be recognized as an impairment loss. We perform our annual goodwill impairment review during our fourth quarter as of October 1. In addition, we regularly evaluate whether events and circumstances have occurred that may indicate a potential change in recoverability of goodwill. We perform interim goodwill impairment reviews between our annual reviews if certain events and circumstances have occurred, including a deterioration in general economic conditions, an increased competitive environment, a change in management, key personnel, strategy or customers, significant or unusual changes in market capitalization, negative or declining cash flows, or a decline in actual or planned revenue or earnings compared with actual and projected results of relevant prior periods. When assessing goodwill for impairment, the Company may first assess qualitative factors to evaluate whether it is more likely than not that the fair value of a reporting unit is less than it’s carrying amount or elect to bypass such assessment. If it is determined that it is more likely than not that the fair value of a reporting unit is less than it’s carrying value, or the Company elects to bypass such assessment, the Company then determines the fair value of each reporting unit. The estimate of the fair value of each reporting unit is based on a projected discounted cash flow model that includes significant assumptions and estimates including the Company's discount rate, growth rate and future financial performance as well as a market multiple model based upon similar transactions in the market. Assumptions about the discount rate are based on a weighted average cost of capital built up from various interest rate components applicable to the Company. Assumptions about the growth rate and future financial performance of a reporting unit are based on the Company's forecasts, business plans, economic projections and anticipated future cash flows. Market multiples are derived from recent transactions among businesses of a similar size and industry. The fair value of each reporting unit is compared to the carrying amount of the reporting unit. If the carrying value of the reporting unit exceeds the fair value, then an impairment loss is recognized for the difference Debt Issuance Costs Costs incurred in connection with the issuance of long-term debt are deferred and amortized as interest expense over the term of the related debt using the effective interest method for term debt and on a straight-line basis for revolving debt. To the extent that debt is outstanding, these amounts are reflected in the Consolidated Balance Sheets as direct deductions of debt and as assets for costs related to revolving debt. See Note 8 for additional information on the Company's long-term debt and related debt issuance costs. Revenue recognition The Company’s revenues consist primarily of • Asset Management; • Property Management; • Capital Markets; • Leasing; • Project & Development Services; and • Environmental Remediation Asset Management Asset Management primarily provides comprehensive real estate asset management services to the CDS portfolio, representing a series of daily performance obligations delivered over time. Pricing includes a cost-plus management fee or a market-rate fee form of variable consideration. The Company earns whichever is higher. See Note 14 – Related Party Transactions. The amount of revenue recognized is presented gross for any services provided by our employees, as we control them. This is evidenced by our obligation for their performance and our ability to direct and redirect their work, as well as negotiate the value of such services. In the instances where we do not control third-party services delivered to the client, we report revenues net of the third-party reimbursements. Consistent with the transfer of control for distinct, daily services to the customer, revenue is typically recognized at the end of each period for the fees associated with the services performed. Property Management Property Management provides on-site day-to-day management services for owners of office, industrial, retail, multifamily residential and various other types of properties, representing a series of daily performance obligations delivered over time. Pricing is generally in the form of a monthly management fee based upon property-level cash receipts, square footage under management or some other variable metric. Revenues from project management may also include reimbursement of payroll and related costs for personnel providing the services and subcontracted vendor costs. Project management services represent a series of distinct daily services rendered over time. Consistent with the transfer of control for distinct, daily services to the customer, revenue is typically recognized at the end of each period for the fees associated with the services performed. The amount of revenue recognized is presented gross for any services provided by our employees, as we control them. This is evidenced by our obligation for their performance and our ability to direct and redirect their work, as well as negotiate the value of such services. In the instances where we do not control third-party services delivered to the client, we report revenues net of the third-party reimbursements. Capital Markets We offer clients commercial mortgage and structured financing services. We are compensated for our services via a fee paid upon successful commercial financing from third party lenders. The fee earned is contingent upon the funding of the loan, which represents the transfer of control for services to the customer. Therefore, we typically satisfy our performance obligation at the point in time of the funding of the loan, when there is a present right to payment. Leasing We provide strategic advice and execution for owners, investors, and occupiers of real estate in connection with the leasing of office, industrial and retail space. We are compensated for our services in the form of a commission. Our commission is paid upon signing of the lease by the tenant. We satisfy our performance obligation at a point in time; generally, at the time of the contractual event where there is a present right to payment. Project & Development Services We provide project and construction management services for owners and occupiers of real estate in connection with the management and leasing of office, industrial and retail space. The fees that we earn are typically variable based upon a percentage of project cost. We are compensated for our services in the form management fees. Project and construction management services represent a series of performance obligations delivered over time and revenue is recognized over time. Environmental Remediation We provide environmental remediation services for owners of real estate. Remediation services are generally contracted and performed by Comstock Environmental. We are compensated for our services as well as for the services of subcontractors used to perform remediation services. Fees earned are generally based upon employee time spent as well as a cost-plus arrangement for subcontractors used. Generally, environmental remediation services represent a series of performance obligations delivered over time and revenue is recognized over time. Contract Costs Expenses, primarily employee commissions, incurred on leasing and capital markets transactions represent substantially all our incremental costs to obtain revenue contracts. We apply the applicable practical expedient offered by ASC Topic 606 when the amortization period is one year or less and, therefore, recognize these costs as an operating expense as they are incurred. Stock compensation As discussed in Note 12, the Company sponsors stock option plans and restricted stock award plans. The Company accounts for its share-based awards pursuant to Accounting Standards Codification (“ASC”) 718, Share Based Payments . ASC 718 requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements over the service period based on their fair values at the date of grant. For the year ended December 31, 2020, total stock based compensation cost was $0.8 million which was charged to expenses within ‘general and administrative’ in the Consolidated Statement of Operations. For the year ended December 31, 2019, total stock based compensation cost was $0.5 million which was charged to expenses within ‘general and administrative’ and ‘Direct costs-real estate services’ in the Consolidated Statement of Operations. Income taxes Income taxes are accounted for under the asset and liability method in accordance with ASC 740, Accounting for Income Taxes . Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on the deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. We provide a valuation allowance when we consider it “more likely than not” (greater than a 50% probability) that a deferred income tax asset will not be fully recovered. Adjustments to the valuation allowance are a component of the deferred income tax expense or benefit in the Consolidated Statement of Operations. Recently adopted accounting pronouncements In August 2018, the Financial Accounting Standards Board ("FASB") issued ASU 2018-13, “Fair Value Measurement (Topic 820) – Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”), which removes, adds and modifies certain disclosure requirements for fair value measurements in Topic 820. ASU 2018-13 removes the following disclosure requirements: (i) the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy and (ii) the entity’s valuation processes for Level 3 fair value measurements. ASU 2018-13 adds the following disclosure requirements: (i) provide information about the measurement uncertainty of Level 3 fair value measurements as of the reporting date rather than a point in the future, (ii) disclose changes in unrealized gains and losses related to Level 3 measurements for the period included in other comprehensive income, and (iii) disclose for Level 3 measurements the range and weighted average of the significant unobservable inputs and the way it is calculated. ASU 2018-13 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company adopted ASU 2018-13 prospectively as of January 1, 2020. The adoption did not have a material impact on our Consolidated Financial Statements. Recent Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326), which modifies how companies recognize expected credit losses on financial instruments and other commitments to extend credit held by an entity at each reporting date. Existing GAAP requires an “incurred loss” methodology whereby companies are prohibited from recording an expected loss until it is probable that the loss has been incurred. ASU 2016-13 requires companies to use a methodology that reflects current expected credit losses (“CECL”) and requires consideration of a broad range of reasonable and supportable information to record and report credit loss estimates, even when the CECL is remote. Companies will be required to record the allowance for credit losses and deduct that amount from the basis of the asset. The guidance is effective for the Company for financial statement periods beginning after December 15, 2022, although early adoption is permitted. The Company is currently evaluating the impact this guidance will have on its financial statements and related disclosures. In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes, which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in ASC 740, Income Tax and also clarifies and amends existing guidance to improve consistent application. ASU 2019-12 will be effective for public business entities for annual reporting periods beginning after December 15, 2020, and interim periods within those periods. Early adoption is permitted. We do not expect the adoption of this pronouncement to have a material impact on our Consolidated Financial Statements. |
TRADE RECEIVABLES & TRADE RECEI
TRADE RECEIVABLES & TRADE RECEIVABLES – RELATED PARTIES | 12 Months Ended |
Dec. 31, 2020 | |
Accounts Receivable, after Allowance for Credit Loss, Current [Abstract] | |
TRADE RECEIVABLES & TRADE RECEIVABLES – RELATED PARTIES | TRADE RECEIVABLES & TRADE RECEIVABLES – RELATED PARTIES Trade receivables include amounts due from real estate services, asset management and project management. As of December 31, 2020 and 2019, the Company had $1.5 million and $1.9 million, respectively, of trade receivables. The Company records an allowance for doubtful accounts based on historical collection experience and the aging of receivables. As of December 31, 2020 and 2019, the allowance for doubtful accounts was de minimis based on the Company’s historical collection experience for receivables older than 90 days along with an analysis of collections received as of the filing date. As of December 31, 2020 and 2019, the Company had $3.6 million and $3.6 million, respectively, of receivables from related parties. The Company does not record an allowance for doubtful accounts related to receivables from related parties. This is due to the related party nature of the receivables along with the collection history. |
EQUITY METHOD INVESTMENTS IN RE
EQUITY METHOD INVESTMENTS IN REAL ESTATE VENTURES CARRIED AT FAIR VALUE | 12 Months Ended |
Dec. 31, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
EQUITY METHOD INVESTMENTS IN REAL ESTATE VENTURES CARRIED AT FAIR VALUE | EQUITY METHOD INVESTMENTS IN REAL ESTATE VENTURES CARRIED AT FAIR VALUE Based upon elections made at the date of investment, the Company reports the equity method investments in real estate ventures at fair value. For such investments, the Company increases or decreases the investment each reporting period by the change in the fair value and the Company reports the fair value adjustments in the Consolidated Statement of Operations in the ‘loss on equity method investments carried at fair value’ line item. Changes in fair value of the Company's investment in Investors X (defined below) are impacted by distributions as the fair value is based on finite cash flows from the wind-down of that entity. Fair value of equity method investments are classified as Level 3 of the fair value hierarchy. As of December 31, 2020 and 2019, the Company had equity method investments in real estate ventures at fair value of $6.3 million and $8.4 million, respectively. The table below shows the change in the Company’s investments in real estate ventures reported at fair value. 2020 2019 Fair value of investments as of January 1 $ 8,421 $ — Investments — 10,506 Distributions (1,921) (1,525) Change in fair value (193) (560) Fair value of investments as of December 31 $ 6,307 $ 8,421 See Note 14 – Related Party Transactions for additional discussion of our investments in real estate ventures at fair value. Investors X The Company has elected to account for the equity method investment in Comstock Investors X, L.C. (“Investors X”), a Variable Interest Entity (“VIE”) that owns the Company’s residual homebuilding operations at fair value. Fair value is determined using a discounted cash flow model based on expected future cash flows for income and realization events of the underlying asset. Expected future cash flows includes contractually fixed revenues and expenses as well as estimates for future revenues and expenses where contracts do not currently exist. These estimates are based on prior experience as well as comparable, third party data. As of December 31, 2020 and 2019, the fair value of the Company’s investment in Investors X is $5.1 million and $7.2 million, respectively. The Company received distributions of $1.8 million and 1.5 million during the years ended December 31, 2020 and 2019, respectively, and recognized a loss in fair value of $0.3 million and $0.6 million, respectively. Summarized Financial Information for Investors X For the Year Ended December 31, 2020 2019 Statement of Operations: Total revenue $ 14,515 $ 6,832 Direct costs 12,982 8,196 Net income (loss) $ 1,533 $ (1,364) Comstock Holding Companies, Inc. share of net income (loss) $ — $ — The Hartford On December 30, 2019, the Company made an investment related to the purchase of a stabilized commercial office building located at 3101 Wilson Boulevard in the Clarendon area of Arlington County, Virginia (the “Hartford”). The Company owns a 2.5% equity interest in the asset at a cost of approximately $1.2 million. The Company has elected to account for the equity method investment in the Hartford at fair value. Fair value is determined using an income approach and sales comparable approach models. As of December 31, 2020 and 2019, the fair value of the Company’s investment in the Hartford was $1.2 million. The Company received distributions of $0.1 million during the year ended December 31, 2020. Summarized Financial Information for the Hartford Year Ended December 31, 2020 Statement of Operations: Total revenue $ 9,308 Direct costs 2,785 Other costs 8,860 Net loss $ (2,337) Comstock Holding Companies, Inc. share of net loss $ (58) |
FIXED ASSETS, NET
FIXED ASSETS, NET | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
FIXED ASSETS, NET | FIXED ASSETS, NET Fixed assets consist of the following: December 31, December 31, Computer equipment and capitalized software $ 957 $ 893 Furniture and fixtures 66 63 Office equipment 224 224 Vehicles 139 141 Leasehold improvements 56 6 1,442 1,327 Less: accumulated depreciation (1,176) (1,049) $ 266 $ 278 Depreciation expense, included in ‘general and administrative’ in the accompanying Consolidated Statements of Operations, amounted to $0.2 million and $0.2 million for the years ended December 31, 2020 and 2019, respectively. The company did not record impairments during the years ended December 31, 2020 and 2019. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
LEASES | LEASES The determination of whether an arrangement contains a lease and the classification of a lease, if applicable, is made at lease commencement, at which time the Company also measures and recognizes an ROU asset, representing the Company’s right to use the underlying asset, and a lease liability, representing the Company’s obligation to make lease payments under the terms of the arrangement. For the purposes of recognizing ROU assets and lease liabilities associated with the Company’s leases, the Company has elected the practical expedient to not recognize a ROU asset or lease liability for short-term leases, which are leases with a term of twelve months or less. The lease term is defined as the non-cancelable portion of the lease term plus any periods covered by an option to extend the lease if it is reasonably certain that the option will be exercised. ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The rates implicit within the Company's leases are generally not determinable; therefore, the Company's incremental borrowing rate is used to determine the present value of lease payments. The determination of the Company’s incremental borrowing rate requires judgment. The Company looks to similar corporate credit ratings and bond yields when determining the incremental borrowing rate. The incremental borrowing rate is determined at lease commencement, or as of January 1, 2019 for operating leases in existence upon adoption of ASC 842. As of November 1, 2020, at the lease commencement of the new corporate office, the Company's incremental borrowing rate was determined to be 4.25% The Company has operating leases for its office facilities as well as for office equipment. The Company's leases have remaining terms of less than one year to 10 years. The leases can contain various renewal and termination options. The period which is subject to an option to extend the lease is included in the lease term if it is reasonably certain that the option will be exercised. The period which is subject to an option to terminate the lease is included if it is reasonably certain that the option will not be exercised. Lease costs related to the Company's operating leases are generally recognized as a single ratable lease cost over the lease term. See Note 14 - Related Party Transactions for rent expense paid and recognized for the corporate office to related parties. Maturities of lease liabilities as of December 31, 2020 are as follows: Operating 2021 $ 895 2022 917 2023 939 2024 961 2025 and future years 6,083 Total lease payments 9,795 Less: imputed interest 1,865 Present value of operating lease liabilities $ 7,930 The Company does not have any lease liabilities which have not yet commenced as of December 31, 2020. |
GOODWILL AND INTANGIBLES
GOODWILL AND INTANGIBLES | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLES | GOODWILL AND INTANGIBLES On July 17, 2017, Comstock Environmental, an entity wholly owned by CDS Capital Management, L.C., a subsidiary of the Company, purchased all of the business assets of Monridge Environmental, LLC for $2.3 million. Comstock Environmental operates in Maryland, Pennsylvania, New Jersey, and Delaware as an environmental services company, providing consulting, remediation, and other environmental services. Goodwill represents the excess of the purchase price over the fair value of assets acquired and liabilities assumed, and it is not deductible for income tax purposes. As of the acquisition date, goodwill consisted primarily of synergies resulting from the combination, expected expanded opportunities for growth and production, and savings in corporate overhead costs. As of December 31, 2020 and 2019 the balance of Goodwill was $1.7 million. This Goodwill is reflected within our Real Estate Services segment. Intangible assets include customer relationships which has an amortization period of four years. During the years ended December 31, 2020 and 2019, $0.1 million of intangible asset amortization was recorded in General and Administrative expense on the Consolidated Statement of Operations. December 31, December 31, Intangibles $ 268 $ 268 Less: accumulated amortization (232) (165) $ 36 $ 103 As of December 31, 2020, the future estimated amortization expense related to these intangible assets was: Amortization Expense 2021 $ 36 Total $ 36 No impairments of the Company’s goodwill and other intangible assets were recognized during the years ended December 31, 2020 and 2019. |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Notes payable, due to affiliates Revolving Capital Line of Credit On March 19, 2020, the Company entered into a Revolving Capital Line of Credit Agreement (the “Loan Documents”) with CDS, pursuant to which the Company secured a $10.0 million capital line of credit (the “Revolver”). Under the terms of the Loan Documents, the Revolver provides for an initial variable interest rate of the Wall Street Journal Prime Rate plus 1.00% per annum on advances made under the Revolver, payable monthly in arrears. The five Notes Payable Fully Repaid Comstock Growth Fund On October 17, 2014, the Company entered into an unsecured promissory note with Comstock Growth Fund (“CGF”) whereby CGF made a loan to the Company in the initial principal amount of $10.0 million and a maximum amount available for borrowing of up to $20.0 million with a three Secured financing As of December 31, 2019 the Company had retired two secured loans related to Comstock Environmental. One loan was used to finance the acquisition of Comstock Environmental, and carried a fixed interest rate of 6.5%, and had a maturity date of October 17, 2022. At December 31, 2019, this financing had an outstanding balance of $0.7 million. This loan was retired during 2020. Comstock Environmental had an additional secured loan with an outstanding balance of $27 thousand as of December 31, 2019 to fund the purchase of an asset used in the business. This loan was retired during 2020. These financings were secured by the assets of Comstock Environmental and were guaranteed by our Chief Executive Officer. Unsecured financing As of December 31, 2019, the Company had one unsecured seller-financed promissory note with an outstanding balance of $595 thousand. This financing carried an annual interest rate of LIBOR plus 3% and had a maturity date of July 17, 2022. This loan had $50 thousand due on the third and fourth loan anniversary dates with the remainder due at maturity. At December 31, 2019, the interest rate was 5.0%. During 2020, the Company retired this promissory note. In addition, during the year ended December 31, 2020, the Company financed the Director’s and Officer’s insurance policy with a one year term loan. As of December 31, 2020, the balance on this loan was $5 thousand. During the years ended December 31, 2020 and 2019, the Company made interest payments of $0.4 million and $0.6 million, respectively. During the year ended December 31, 2020 the Company retired the $5.7 million of outstanding borrowings for the CGF Note and did not make principal payments for the Revolver. During the year ended December 31, 2019, the Company did not make principal payments for the CGF loan. Notes payable consisted of the following: December 31, December 31, Secured financing $ — $ 694 Notes payable - due to affiliates, unsecured, net of $27 thousand discount and unamortized deferred financing charges as of December 31, 2019 5,500 5,706 Unsecured financing charges 5 595 Total notes payable, net $ 5,505 $ 6,995 As of December 31, 2020, maturities of our borrowings are as follows: 2021 $ 5 2022 — 2023 5,500 Total $ 5,505 |
CORONAVIRUS AID RELIEF AND ECON
CORONAVIRUS AID RELIEF AND ECONOMIC SECURITY ACT | 12 Months Ended |
Dec. 31, 2020 | |
Unusual or Infrequent Items, or Both [Abstract] | |
CORONAVIRUS AID RELIEF AND ECONOMIC SECURITY ACT | CORONAVIRUS AID RELIEF AND ECONOMIC SECURITY ACT Paycheck Protection Plan Loan In response to the COVID-19 pandemic, the Paycheck Protection Program (the “PPP”) was established under the CARES Act and administered by the U.S. Small Business Administration (“SBA”). Companies who met the eligibility requirements set forth by the PPP could qualify for PPP loans provided by local lenders, which supports payroll, rent and utility expenses (“qualified expenses”). If the loan proceeds are fully utilized to pay qualified expenses over the covered period, as further defined by the PPP, the full principal amount of the PPP loan may qualify for loan forgiveness, subject to potential reduction based on the level of full-time employees maintained by the organization during the covered period as compared to a baseline period. In April 2020, the Company received proceeds of $1.95 million under the PPP (the "PPP Loan") provided by Mainstreet Bank (the “Lender”). Based on the term and conditions of the loan agreement, the term of the PPP loan is two years with an annual interest rate of 1% and principal and interest payments will be deferred for the first six-months of the loan term, which has been updated according to the Paycheck Protection Program Flexibility Act of 2020 (“Flexibility Act”). In June 2020, the Flexibility Act was signed into law, which amended the CARES Act. The Flexibility Act changed key provisions of the PPP, including, but not limited to, (i) provisions relating to the maturity of PPP loans, (ii) the deferral period covering of PPP loan payments and (iii) the process for measurement of loan forgiveness. More specifically, the Flexibility Act provides a minimum maturity of five years for all PPP loans made on or after the date of the enactment of the Flexibility Act (“June 5, 2020”) and permits lenders and borrowers to extend the maturity date of earlier PPP loans by mutual agreement. As of the date of this filing, the Company has not approached the Lender to request an extension of the current maturity date from two years to five years. The Flexibility Act also provides that if a borrower does not apply for forgiveness of a loan within 10 months after the last day of the measurement period (“covered period”), the PPP loan is no longer deferred and the borrower must begin paying principal and interest. Therefore, the Company’s deferral period for principal and interest payments was updated from six-months according to the terms and conditions of the loan agreement to ten months. In addition, the Flexibility Act extended the length of the covered period from eight weeks to 24 weeks from receipt of proceeds, while allowing borrowers that received PPP loans before June 5, 2020 to determine, at their sole discretion, a covered period of either eight weeks or 24-weeks. After reviewing the applicable terms and conditions of the Flexibility Act, the Company has elected to extend the length of the covered period from the lesser of (i) period whereby qualified expenses equal loan proceeds or (ii) 24 weeks. The Company has performed initial calculations for the PPP loan forgiveness according to the terms and conditions of the SBA’s Loan Forgiveness Application (Revised June 16, 2020) and, based on such calculations, expects that the PPP loan will be forgiven in full. In addition, the Company has determined that it is probable the Company will meet all the conditions of the PPP loan forgiveness. Therefore, the Company recognized PPP funding as a contra-expense during the periods when qualified expenses were incurred. The contra-expense recognized lowered the reimbursable costs, billed as revenue, to clients under certain contracts where the Company earns revenue from expenses incurred. The balance and activity related to the PPP loan is as follows as of December 31, 2020. December 31, PPP loan proceeds $ 1,954 Qualified expenses eligible for forgiveness $ (1,954) PPP loan balance $ — The Company submitted the PPP loan forgiveness application to the lender in December 2020. In accordance with the terms and conditions under the Flexibility Act, the lender has 60 days from receipt of the completed application to issue a decision to the SBA. If the lender determines that the borrower is entitled to forgiveness of some or all of the amount applied for under the statute and applicable regulations, the lender must request payment from the SBA at the time the lender issues its decision to the SBA. The Lender completed its review and submitted the Company's forgiveness application to the SBA in February 2021. The SBA will, subject to any SBA review of the loan or loan application, remit the appropriate forgiveness amount to the lender, plus any interest accrued through the date of payment, not later than 90 days after the lender issues its decision to the SBA. Pursuant to the Flexibility Act, the Company’s PPP loan agreement will be amended in the event that no amount or less than all of the PPP loan is forgiven. In addition, starting in August 2021, the Company will be required to make principal and interest payments totaling $0.1 million per month or an adjustment amount based on the loan amendment over the remaining term of the PPP loan until such time the loan is fully settled. The Company may prepay the PPP loan at any time without penalty and the loan agreement evidencing the PPP Loan contains customary events of default relating to, among other things, payment defaults, or breaches of representations and warranties, or other provisions of the loan agreement. The occurrence of an event of default may trigger the immediate repayment of all amounts outstanding, collection of all amounts owing from the Company, and/or the Lender filing suit and obtaining a judgment against the Company. Deferral of Social Security Tax Payments Pursuant to sections 2302(a)(1) and (a)(2) of the CARES Act, the Company has elected to defer payments of its share of Social Security tax due during the "payroll tax deferral period". The payroll tax deferral period began on August 1, 2020 and ended December 31, 2020. At December 31, 2020 the total amount of such deferral was $0.2 million and is reflected within 'Accrued personnel costs' on our consolidated balance sheet. Per the terms of the deferral program, 50% of the deferred amount is due on December 31, 2021, and the remaining 50% is due on December 31, 2022 at 0% interest. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES The Company leases its headquarters under a non-cancelable operating lease. The lease contains various renewal options. See Note 6 for further discussion of the Company's operating lease commitments. Currently, and from time to time, the Company is involved in litigation incidental to the conduct of its business. In accordance with GAAP, the Company records a provision for a liability when it is both probable that a liability has been incurred and the amount can be reasonably estimated. While it is possible that an unfavorable outcome may occur as a result of one or more of the Company’s current litigation matters, at this time management has concluded that the resolutions of these matters are not expected to have a material effect on the Company's consolidated financial position, future results of operations or liquidity. Legal defense costs are expensed as incurred. |
FAIR VALUE DISCLOSURES
FAIR VALUE DISCLOSURES | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE DISCLOSURES | FAIR VALUE DISCLOSURES We measure certain assets and liabilities in accordance with ASC 820, Fair Value Measurements and Disclosures, which defines fair value as the price that would be received for an asset, or paid to transfer a liability, in an orderly transaction between market participants on the measurement date. In addition, it establishes a framework for measuring fair value according to the following three-tier fair value hierarchy: • Level 1 - Quoted prices for identical assets or liabilities in active markets accessible as of the measurement date; • Level 2 - Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and • Level 3 - Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Financial Instruments The carrying amounts reported in the Consolidated Balance Sheets for cash and cash equivalents, accounts receivable, and accounts payable and accrued liabilities are reasonable estimates of their fair values based on their short maturities. The fair value of fixed and floating rate debt is based on unobservable inputs (Level 3 inputs). The fair value of the fixed and floating rate debt was estimated using a discounted cash flow analysis on the blended borrower rates currently available to the Company for loans with similar terms. The following table summarizes the fair value of fixed and floating rate debt and the corresponding carrying value of fixed and floating rate debt as of: December 31, December 31, Carrying amount $ 5,505 $ 6,995 Fair value $ 5,485 $ 6,820 Fair value estimates are made at a specific point in time, based on relevant market information about the financial instruments. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore, cannot be determined with precision. Changes in assumptions, such as an acceleration of amounts due and payable, could significantly affect the estimates. Investments in Real Estate Ventures at Fair Value We report our two investments in real estate ventures at fair value. For such investments, we increase or decrease our investment each reporting period by the change in the fair value and we report these fair value adjustments in the Consolidated Statements of Operations. Please see note 4 - Equity method Investments in real estate ventures carried at fair value for additional information. For our investments in real estate ventures at fair value, we estimate the fair value using the level 3 Income Approach or a sales comparable approach to determine a fair value. Critical inputs to fair value estimates include various level 3 inputs such as valuations of the underlying real estate assets and borrowings, which incorporate investment-specific assumptions such as discount rates, capitalization rates, rental and expense growth rates, and asset-specific market borrowing rates. As of December 31, 2020 and 2019, investments in the real estate ventures at fair value was approximately $6.3 million and $8.4 million, respectively. Non-Recurring Fair Value Measurements The Company may also value its non-financial assets and liabilities, including items such as long-lived assets, at fair value on a non-recurring basis to determine if impairment has occurred. Such fair value measurements use significant unobservable inputs and are classified as Level 3. |
STOCKHOLDERS EQUITY
STOCKHOLDERS EQUITY | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
STOCKHOLDERS EQUITY | STOCKHOLDERS EQUITY Common Stock Our certificate of incorporation authorizes the issuance of Class A common stock and Class B common stock. As of December 31, 2020, we are authorized to issue 59,780 thousand shares of Class A common stock and 220 thousand shares of Class B common stock, each with a par value of $0.01 per share. Holders of our Class A common stock and Class B common stock are entitled to dividends when, as and if, declared by our board of directors, subject to the rights of the holders of all classes of stock outstanding having priority rights to dividends. As of December 31, 2020, we have not declared any dividends. The holder of each share of Class A common stock is entitled to one vote, while the holder of each share of Class B common stock is entitled to fifteen votes. Shares of our Class B common stock are convertible into an equivalent number of shares of our Class A common stock and generally convert into shares of our Class A common stock upon transfer. Class A common stock and Class B common stock are referred to as common stock throughout the notes to these financial statements, unless otherwise noted. As of December 31, 2020, there were 8.0 million shares of Class A common stock issued and 7.9 million shares outstanding. As of December 31, 2020, there were 220 thousand shares of Class B common stock issued and outstanding. Preferred Stock The Company's certificate of incorporation authorizes the issuance of Series C non-convertible preferred stock, par value $0.01 per share and a stated value of $5.00 per share. As of December 31, 2020, the Company is authorized to issue 20.0 million shares of Series C preferred stock. As of December 31, 2020, there were 3.4 thousand shares of Series C preferred stock issued and outstanding. The Series C Preferred Stock has a discretionary, non-cumulative, dividend feature and is redeemable for $5.00 per share. The Series C Preferred Stock is redeemable by holders in the event of liquidation or change in control of the Company. Stock-based Compensation Plans On December 14, 2004, the Company adopted the 2004 Long-Term Compensation Plan (the “2004 Plan”). On February 12, 2019 the Company approved the 2019 Omnibus Incentive Plan (the “2019 Plan”) which replaced the 2004 Plan. The 2019 Plan provides for the issuance of stock options, stock appreciation rights, or SARs, restricted stock, deferred stock, dividend equivalents, bonus stock and awards in lieu of cash compensation, other stock-based awards and performance awards. Any shares issued under the Plan typically vest over periods of four years. Stock options issued under the plan expire 10 years from the date they are granted. The 2019 Plan authorized 2.5 million shares of our Class A Common Stock subject to adjustment for forfeitures and tax withholding. As of December 31, 2020 and 2019, there were 2.1 million shares available for issuance under the 2019 Plan. The fair value of each option award is calculated on the date of grant using the Black-Scholes option pricing model and certain subjective assumptions. Expected volatilities are calculated based on our historical trading activities. We recognize forfeitures as they occur. The risk-free rate for the periods is based on the U.S. Treasury rates in effect at the time of grant. The expected term of options is based on the Company’s historical experience. The following table summarizes the assumptions used to calculate the fair value of options during 2019. There were no options granted in 2020. 2019 Weighted average fair value of options granted $ 1.65 Dividend yields — Expected volatility 82.03%-82.32% Weighted average expected volatility 82.27 % Weighted average risk-free interest rates 2.15 % Weighted average expected term (in years) 8 The following table summarizes information about stock option activity: Shares Weighted Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value Outstanding at January 1, 2019 418 $ 3.42 7.67 $ 9 Granted 104 1.89 Exercised — — Forfeited or Expired (7) 12.01 Outstanding at December 31, 2019 515 $ 2.96 7.24 $ 60 Granted — — Exercised — — Forfeited or Expired (79) 3.75 Outstanding at December 31, 2020 436 $ 2.81 6.74 $ 424 Exercisable at December 31, 2020 274 $ 3.23 5.12 $ 256 As of December 31, 2020 and 2019, the weighted-average remaining contractual term of unexercised stock options was 5.1 years and 4.5 years, respectively. A summary of the Company’s restricted share activity is presented below: Shares Weighted Restricted unvested at January 1, 2019 138 $ 2.18 Granted 254 2.33 Vested (46) 2.18 Forfeited or Expired — — Outstanding at December 31, 2019 346 $ 2.29 Granted 636 1.96 Vested (112) 2.27 Forfeited or Expired — — Unvested at December 31, 2020 870 $ 2.06 As of December 31, 2020 and 2019, there was $1.1 million and $0.6 million, respectively, of unrecognized compensation cost related to nonvested stock options and restricted stock issuances granted under the 2019 Plan and 2004 Plan, respectively. The Company intends to issue new shares of its common stock upon vesting of restricted stock grants or the exercise of stock options. In November 2014, our board of directors approved a share repurchase program authorizing the Company to repurchase up to 429 thousand shares of our Class A common stock in one or more open market or privately negotiated transactions depending on market price and other factors. At December 31, 2020 and 2019, 404 thousand shares of our Class A common stock remain available for repurchase pursuant to our share repurchase agreement. |
CONSOLIDATION OF VARIABLE INTER
CONSOLIDATION OF VARIABLE INTEREST ENTITIES | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
CONSOLIDATION OF VARIABLE INTEREST ENTITIES | CONSOLIDATION OF VARIABLE INTEREST ENTITIES Consolidated Real Estate Inventories in assets of discontinued operations Included within the Company’s net loss from discontinued operations, net of tax are the activities of real estate entities that were determined to be VIEs. These entities have been established to own and operate real estate property and were deemed VIEs primarily based on the fact that the equity investment at risk is not sufficient to permit the entities to finance their activities without additional financial support. Prior to July 23, 2019 the Company determined that it was the primary beneficiary of these VIEs as a result of the Company’s majority voting rights and complete operational control of these entities. Prior to April 30, 2019, the Company evaluated Investors X and determined that the equity investment at risk is not sufficient to permit the entity to finance its activities without additional financial support and the Company was the primary beneficiary of the VIE as a result of its complete operational control of the activities that most significantly impact the economic performance and its obligation to absorb losses or receive benefits. As a result of the April 30, 2019 Master Transfer Agreement ("MTA") entered into between the Company and CDS, the Company determined that Investors X is considered held for sale effective April 30, 2019 and Investors X activities were reclassified to discontinued operations in the accompanying Consolidated Financial Statements. On July 23, 2019, the Investors X operating agreement was amended to clarify certain definitions resulting in the Company no longer being the primary beneficiary of Investors X. Therefore, the assets and liabilities of Investors X were deconsolidated effective July 23, 2019 in the Consolidated Balance Sheets of the Company. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Lease for Corporate Headquarters The Company previously leased its corporate headquarters from an affiliate controlled and owned by our CEO and family. On November 1, 2020, the Company relocated its corporate headquarters to a new office space pursuant to a ten For each of the years ended December 31, 2020 and 2019, total rental payments made were $0.5 million and $0.6 million, respectively. Rent expense for the years ended December 31, 2020 and 2019 was $0.6 million and $0.6 million, respectively. This is reflected within 'Direct costs - asset management' as it is a reimbursable costs under the 2019 AMA. Asset Management Agreement On March 30, 2018, CAM, an entity wholly owned by the Company, entered into that AMA with CDS. The effective date of the AMA is January 2, 2018. Pursuant to the AMA, CDS has engaged CAM to manage and administer the CDS’ commercial real estate portfolio and the day to-day operations of CDS and each property-owning subsidiary of CDS (the "CDS Portfolio"). Pursuant to the terms of the AMA, CAM will provide investment advisory, development and asset management services necessary to build out, stabilize and manage certain assets. Pursuant to the AMA, CDS will pay CAM an annual cost-plus fee (the “Annual Fee”) in an aggregate amount equal to the sum of (i) the employment expenses of personnel dedicated to providing services to the CDS Portfolio pursuant to the AMA, (ii) the costs and expenses of the Company related to maintaining the listing of its shares on a securities exchange and complying with regulatory and reporting obligations as a public company, and (iii) a fixed annual payment of $1.0 million. 2019 Amended Asset Management Agreement On April 30, 2019, CAM entered into the 2019 AMA with CDS, which amends and restates in its entirety the asset management agreement between the parties dated March 30, 2018 with an effective date as of January 1, 2018. Pursuant to the 2019 AMA, CDS will engage CAM to manage and administer the Anchor Portfolio and the day to-day operations of CDS and each property-owning subsidiary of CDS (collectively, the “CDS Entities”). Pursuant to the 2019 AMA, the Company provides asset management services related to the build out, lease-up and stabilization, and management of the Anchor Portfolio. CDS pays the Company and its subsidiaries annual fees equal to the greater of either (i) an aggregate amount equal to the sum of (a) an asset management fee equal to 2.5% of revenues generated by properties included in the Anchor Portfolio; (b) a construction management fee equal to 4% of all costs associated with Anchor Portfolio projects in development; (c) a property management fee equal to 1% of the Anchor Portfolio revenues, (d) an acquisition fee equal to up to 0.5% of the purchase price of acquired assets; and (f) a disposition fee equal to 0.5% of the sales price of an asset on disposition; or (ii) an aggregate amount equal to the sum of (x) the employment expenses of personnel dedicated to providing services to the Anchor Portfolio pursuant to the 2020 AMA, (y) the costs and expenses of the Company related to maintaining the public listing of its shares and complying with related regulatory and reporting obligations, and (z) a fixed annual payment of $1.0 million. In addition to the annual payment of the greater of either the Market Rate Fee or the Cost Plus Fee, the Company also is entitled on an annual basis to the following additional fees: (i) an incentive fee equal to 10% of the free cash flow of each of the real estate assets comprising the Anchor Portfolio after calculating a compounding preferred return of 8% on CDS invested capital (ii) an investment origination fee equal to 1% of raised capital, (iii) a leasing fee equal to $1.00/sf for new leases and $0.50/sf for renewals; and (iv) mutually agreeable loan origination fees related to the Anchor Portfolio. The 2019 AMA will terminate on December 31, 2027 (“Initial Term”), an extension from the original termination date of December 31, 2022, and will automatically renew for successive additional one year terms (each an “Extension Term”) unless CDS delivers written notice of non-renewal of the 2190 AMA at least 180 days prior to the termination date of the Initial Term or any Extension Term. Twenty-four months after the effective date of the 2019 AMA, CDS is entitled to terminate the 2019 AMA without cause upon 180 days advance written notice to CAM. In the event of such a termination and in addition to the payment of any accrued annual fees due and payable as of the termination date under the 2019 AMA, CDS is required to pay a termination fee equal to (i) the Market Rate Fee or the Cost Plus Fee paid to CAM for the calendar year immediately preceding the termination , and (ii) a one-time payment of the Incentive Fee as if the CRE Portfolio were liquidated for fair market value as of the termination date; or the continued payment of the Incentive Fee as if a termination had not occurred. Residential, Commercial and Parking Property Management Agreements The Company entered into separate residential property management agreements with properties owned by CDS Entities under which the Company receives fees to manage and operate the properties including tenant communications, leasing of apartment units, rent collections, building maintenance and day-to-day operations, engagement and supervision of contractors and vendors providing services for the buildings, and budget preparation and oversight. The Company entered into separate commercial property and parking management agreements with several properties owned by CDS Entities under which the Company receives fees to manage and operate the office and retail portions of the properties, including tenant communications, rent collections, building maintenance and day-to-day operations, engagement and supervision of contractors and vendors providing services for the buildings, and budget preparation and oversight. These property management agreements are each for one one Construction Management Agreements The Company has construction management agreements with properties owned by CDS Entities under which the Company receives fees to provide certain construction management and supervision services, including construction supervision and management of the buildout of certain tenant premises. The Company receives a flat construction management fee for each engagement under a work authorization based upon the construction management or supervision fee set forth in the applicable tenant’s lease, which fee is generally 1% to 4% of the total costs (or total hard costs) of construction of the tenant’s improvements in its premises, or as otherwise agreed to by the parties. Business Management Agreements On April 30, 2019, CAM entered into a Business Management Agreement (the “BMA”) with Investors X, whereby CAM will provide Investors X with asset and professional services related to the wind down of the Company’s divested homebuilding operations and the continuation of services related to the Company’s divested land development activities. The aggregate fee payable to CAM from Investors X under the Management Agreement is $937.5 thousand, payable in fifteen quarterly installments of $62.5 thousand each. The Hartford Investment On December 30, 2019 the Company made an investment related to the purchase of the Hartford, a stabilized commercial office building located at 3101 Wilson Boulevard in the Clarendon area of Arlington County, Virginia. The Company’s maximum amount of investment related to the purchase of the Hartford is $1.2 million. In conjunction with the investment, the Company entered into an operating agreement with Partners to form Comstock 3101 Wilson, LC, to purchase the Hartford. Pursuant to the Operating Agreement, the Company holds a minority membership interest of the Hartford and the remaining membership interests of the Hartford are held by Partners. Partners is the manager of the Hartford. At the closing of the acquisition of the Hartford, the Company received an acquisition fee of $500 thousand and is entitled to asset management, property management, construction management and leasing fees for its management of the Property pursuant to separate agreements between the Hartford, or its affiliates, and the Company, or its affiliates. The Company is also entitled to an incentive fee related to the performance of the investment. On February 7, 2020, the Company, Partners and DWF VI 3101 Wilson Member, LLC (“DWF”), an unaffiliated, third party, equity investor in the Hartford, entered into a limited liability company agreement (the “DWC Operating Agreement”) to form DWC 3101 Wilson Venture, LLC (“DWC”) to, among other things, acquire, own and hold all interests in the Hartford Owner. In furtherance thereof, on February 7, 2020, the Original Operating Agreement for the Hartford Owner was amended and restated (the “A&R Operating Agreement”) to memorialize the Company’s and Partners’ assignment of 100% of its membership interests in the Hartford Owner to DWC. As a result thereof, DWC is the sole member of the Hartford Owner. The Company and Partners, respectively, hold minority membership interests in, and DWF holds the majority membership interest in, DWC. The Company’s ownership interest in the Hartford remains at 2.5%. Private Placements and Promissory Notes On March 19, 2020, the Company entered into a Revolving Capital Line of Credit Agreement (the “Loan Documents”) with CDS, pursuant to which the Company secured a $10.0 million capital line of credit (the “Revolver”). Under the terms of the Loan Documents, the Revolver provides for an initial variable interest rate of the WSJ Prime Rate plus 1.00% per annum on advances made under the Revolver, payable monthly in arrears. The five See Note 8 - Debt for further description of the CGF Private Placement and the Revolver. Revenues from Related Parties The following table details the revenue earned from related parties. Years ended 2020 2019 Related party revenue Asset management $ 21,818 $ 19,370 Real estate services 945 1,192 Total Related Party Revenue $ 22,763 $ 20,562 |
UNCONSOLIDATED JOINT VENTURE
UNCONSOLIDATED JOINT VENTURE | 12 Months Ended |
Dec. 31, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
UNCONSOLIDATED JOINT VENTURE | UNCONSOLIDATED JOINT VENTURE The Company accounts for its interest in its title insurance joint venture using the equity method of accounting and adjusts the carrying value for its proportionate share of earnings, losses and distributions. The investment in the unconsolidated joint venture was $29.0 thousand and $125.0 thousand as of December 31, 2020 and 2019, respectively, and is included within ‘Prepaid and other assets, net’ in the accompanying Consolidated Balance Sheets. Earnings for the years ended December 31, 2020 and 2019, from this unconsolidated joint venture of $33 thousand and $222 thousand, respectively, is included in ‘Other income, net’ in the accompanying Consolidated Statement of Operations. During the years ended December 31, 2020 and 2019, the Company collected and recorded a distribution of $130 thousand and $172 thousand, respectively, from this joint venture as a return on investment. Summarized financial information for the unconsolidated joint venture is as follows: Years ended December 31, 2020 2019 Statement of Operations: Total net revenue $ 185 $ 558 Total expenses 119 115 Net income $ 66 $ 443 Comstock Holding Companies, Inc. share of net income $ 33 $ 222 |
REVENUE
REVENUE | 12 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE The following table presents the Company’s revenues from contracts with customers disaggregated by categories which best represents how the nature, amount, timing and uncertainty of revenues are affected by economic factors. Years ended December 31, 2020 2019 Revenue by customer Related party $ 22,763 $ 20,562 Commercial 5,963 4,755 Total Revenue by Customer $ 28,726 $ 25,317 Years ended December 31, 2020 2019 Revenue by contract type Fixed-price $ 5,229 $ 4,137 Cost-plus 13,702 14,546 Time and Material 9,795 6,634 Total Revenue by contract type $ 28,726 $ 25,317 For the years ended December 31, 2020 and 2019, $28.0 million and $23.3 million of our revenues were earned for contracts where revenue is recognized over time, respectively. For the years ended December 31, 2020 and 2019, $0.8 million and $2.1 million of our revenues were earned for contracts where revenue is recognized at a point in time, respectively. |
NET INCOME (LOSS) PER SHARE
NET INCOME (LOSS) PER SHARE | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
NET INCOME (LOSS) PER SHARE | NET INCOME (LOSS) PER SHARE The weighted average shares and share equivalents used to calculate basic and diluted (loss) income for continuing and discontinued operations per share for the years ended December 31, 2020 and 2019 are presented in the accompanying Consolidated Statements of Operations. Restricted stock awards, stock options and warrants for the years ended December 31, 2020 and 2019 are included in the diluted income (loss) per share calculation using the treasury stock method and average market prices during the periods, unless their inclusion would be anti-dilutive. The following share equivalents have been excluded from the continuing operations dilutive share computation for the years ended December 31, 2020 and 2019 as their inclusion would be anti-dilutive. Years Ended December 31, 2020 2019 Restricted stock awards 1 — Stock options 134 237 Warrants 548 604 683 841 The following share equivalents have been excluded from the discontinued operations dilutive share computation for the years ended December 31, 2020 and 2019 as their inclusion would be anti-dilutive. Years Ended December 31, 2020 2019 Restricted stock awards — 207 Stock options — 263 Warrants — 604 — 1,074 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES During the year ended December 31, 2020, the Company recognized income tax expense of $25 thousand from continuing operations and the effective tax rate was 0.45%. During the year ended December 31, 2019, the Company recognized income tax expense of $2 thousand and the effective tax rate was 0.29%. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company assesses available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of existing deferred tax assets. The cumulative loss incurred by the Company over the three-year period ended December 31, 2020 constitutes a significant piece of objective negative evidence. Such objective negative evidence limits the ability to consider other subjective evidence, such as our projections for future profitability and growth. Based on this evaluation, as of December 31, 2020, the Company maintained a full valuation allowance against net deferred tax assets as their realization did not meet the more-likely-than-not criterion. The amount of deferred tax assets considered realizable, however, could be adjusted in the future if objective negative evidence in the form of cumulative losses is no longer present and additional weight is given to subjective evidence such as our projections for future profitability and growth. With a full valuation allowance, any change in the deferred tax asset or liability is fully offset by a corresponding change in the valuation allowance. The Company currently has approximately $146 million in Net Operating Losses (“NOLs), which is based on current statutory tax rates, including the lower corporate tax rate enacted by the Tax Act. If unused, these NOLs will begin expiring in 2027. Under Code Section 382 (“Section 382”) rules, if a change of ownership is triggered, the Company’s NOL assets and possibly certain other deferred tax assets may be impaired. We estimate that as of December 31, 2020, the three The Company’s ability to use its NOLs (and in certain circumstances, future built-in losses and depreciation deductions) can be negatively affected if there is an “ownership change” as defined under Section 382. In general, an ownership change occurs whenever there is a shift in ownership by more than 50 percentage points by one or more 5% stockholders over a specified time period (generally three years). Given Section 382’s broad definition, an ownership change could be the unintended consequence of otherwise normal market trading in the Company’s stock that is outside of the Company’s control. In an effort to preserve the availability of these NOLs, Comstock adopted a Section 382 rights agreement, which expired in May 2014. In June 2015, at the 2015 Annual Meeting of Stockholders, the Company’s stockholders approved a new Internal Revenue Code Section 382 Rights Agreement (the “Rights Agreement”) to protect stockholder value. The Rights Agreement expires on March 27, 2025. The Rights Agreement was adopted to reduce the likelihood of such an unintended “ownership change”, thus preserving the value of these tax benefits. Similar plans have been adopted by a number of companies holding similar significant tax assets over the past several years. The Company has not recorded any accruals related to uncertain tax positions as of December 31, 2020 and 2019, respectively. We file U.S. and state income tax returns in jurisdictions with varying statutes of limitations. The 2017 through 2019 tax years remain subject to examination by federal and most state tax authorities. The income tax provision for continuing operations consists of the following as of December 31: 2020 2019 Deferred: Federal $ (143) $ 178 State (26) 32 (169) 210 Valuation allowance 194 (208) Total income tax expense $ 25 $ 2 Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Components of the Company’s deferred tax assets and liabilities at December 31, 2020 and 2019 are as follows: 2020 2019 Deferred tax assets: Net operating loss and tax credit carryforwards $ 37,899 $ 37,440 Stock based compensation 648 502 Investment in affiliates 264 482 Deferred Revenue - Advance payment — 64 Other 14 213 Depreciation and amortization 37 — 38,862 38,701 Less - valuation allowance (38,780) (38,601) Net deferred tax assets 82 100 Deferred tax liabilities: Depreciation and amortization — (55) Goodwill amortization (103) (56) Net deferred tax liabilities (103) (111) Net deferred tax assets (liabilities) $ (21) $ (11) A reconciliation of the statutory rate and the effective tax rate after adjustments for non-includable partnership income arising from non-controlling interest follows: 2020 2019 Federal statutory rate (21.00 %) (21.00 %) State income taxes - net of federal benefit (4.93 %) (4.74 %) Permanent differences 22.77 % (0.44 %) Return to provision adjustments (0.81) % 0.42 % Change in valuation allowance (8.48) % 25.47 % Current state income tax — % — % Change in enacted state rates 13.53 % — % Other, net (1.53) % — % Effective tax rate (0.45 %) (0.29 %) |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 12 Months Ended |
Dec. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | DISCONTINUED OPERATIONS On April 30, 2019, the Company entered into the MTA with CDS, an entity wholly owned by Christopher Clemente, the Chief Executive Officer of the Company, and FR54, LC (“FR54”), an entity also controlled by Mr. Clemente, that sets forth certain transactions to complete the Company’s previously announced exit from the homebuilding and land development business in favor of a migration to an asset management model. Refer to Note 14 – Consolidation of Variable Interest Entities for further discussion regarding the accounting related to discontinued operations. The Company did not carry any assets or liabilities from discontinued operations on the consolidated balance sheet as of December 31, 2020 and 2019. The operating results of the discontinued operations that are reflected on the Consolidated Statement of Operations within the net income (loss) from discontinued operations are as follows: Year Ended December 31, 2019 Revenues Revenue—homebuilding $ 14,919 Total revenue 14,919 Expenses Cost of sales—homebuilding 14,901 Sales and marketing 270 General and administrative 21 Loss from discontinued operations before income taxes (273) Income tax benefit (15) Net loss from discontinued operations (258) Net income attributable to non-controlling interests 313 Net loss attributable to Comstock Holding Companies, Inc. $ (571) |
SEGMENT DISCLOSURES
SEGMENT DISCLOSURES | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
SEGMENT DISCLOSURES | SEGMENT DISCLOSURES We operate our business through our two segments: Asset Management, and Real Estate Services. In our Asset Management segment, we focus on providing management services to a wide range of real estate owners and businesses that include a variety of commercial real estate uses, including apartments, hotels, office buildings, commercial garages, leased lands, retail stores, mixed-use developments, and urban transit-oriented developments. The properties and businesses we currently manage are located primarily along the Washington, D.C. Metro Silver Line in Fairfax and Loudoun Counties, but we also manage projects in other jurisdictions including Maryland and Virginia. In our Real Estate Services segment, our experienced management team provides a wide range of real estate services in the areas of strategic corporate planning, capital markets, brokerage services, and environmental and design-based services. Our environmental services group provides consulting and engineering services, environmental studies, remediation services and provides site specific solutions for any project that may have an environmental impact, from environmental due diligence to site-specific assessments and remediation. The Real Estate Services segment operates in the Mid-Atlantic Region. The following table includes the Company’s two reportable segments of Asset Management and Real Estate Services, excluding discontinued operations, for the year ended December 31, 2020 and 2019. Asset Management Real Estate Services Total (from continuing operations) Twelve Months Ended December 31, 2020 Gross revenue $ 21,923 $ 6,803 $ 28,726 Gross profit 3,478 2,706 6,184 Net income 1,542 540 2,082 Total assets 24,886 3,693 28,579 Depreciation, amortization, and stock based compensation 774 227 1,001 Interest expense $ 344 $ 35 $ 379 Asset Management Real Estate Services Total (from continuing operations) Twelve Months Ended December 31, 2019 Gross revenue $ 19,605 $ 5,712 $ 25,317 Gross profit 3,044 1,101 4,145 Net income (loss) 1,737 (273) 1,464 Total assets 15,270 4,663 19,933 Depreciation, amortization, and stock based compensation 430 266 696 Interest expense $ 390 $ 84 $ 474 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Legal entity names changes On February 18, 2021, the Company amended the entity names for several subsidiaries as part of operational efficiency enhancements initiated in the first quarter of 2021. The entity names were changed for the following Company subsidiaries: (a) CDS Asset Management, LC is now CHCI Asset Management, LC, (b) Comstock Commercial Management, LC is now CHCI Commercial Management, LC, (c) Comstock Residential Management, LC is now CHCI Residential Management, LC, CDS Capital Management, L.C. is now CHCI Capital Management, LC and Comstock Real Estate Services, LC is now CHCI Real Estate Services, L.C. Momentum at Shady Grove Metro final payment In connection with the Momentum at Shady Grover Metro Station project, a subsidiary of the Company received the final payment for real estate development management services from the Comstock Stratford JV on February 23, 2021. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The accompanying Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and include the accounts of the Company and its consolidated subsidiaries. Intercompany balances and transactions have been eliminated. Investments in real estate ventures over which we exercise significant influence, but do not control, are accounted for either at fair value or under the equity method. When applying principles of consolidation, we begin by determining whether an investee entity is a variable interest entity ("VIE") or a voting interest entity. U.S. GAAP draws a distinction between voting interest entities, which are embodied by common and traditional corporate and certain partnership structures, and VIEs, broadly defined as entities for which control is achieved through means other than voting rights. For voting interest entities, the interest holder with control through majority ownership and majority voting rights consolidates the entity. For VIEs, determination of the "primary beneficiary" dictates the accounting treatment. We identify the primary beneficiary of a VIE as the enterprise having both (i) the power to direct the activities of the VIE that most significantly impact the entity's economic performance and (ii) the obligation to absorb losses or receive benefits of the VIE that could potentially be significant to the VIE. We perform the primary beneficiary analysis as of the inception of our investment and upon the occurrence of a reconsideration event. When we determine we are the primary beneficiary of a VIE, we consolidate the VIE; when we determine we are not the primary beneficiary of the VIE, we account for our investment in the VIE at fair value or under the equity method, based upon an election made at the time of investment. Our determination of the appropriate accounting method to apply for unconsolidated investments is based on the level of influence we have in the underlying entity. When we have an asset management or property management contract with a real estate limited partnership in which we also hold an ownership interest, the combination of our limited partner interest and the management agreement generally provides us with significant influence over such real estate limited partnership. Accordingly, we account for such investments either at fair value or under the equity method. We eliminate transactions with such subsidiaries to the extent of our ownership in such subsidiaries. |
Use of estimates | Use of estimates The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Actual results could differ from those estimates. Material estimates are utilized, including but not limited to, the valuation of equity method investments, valuation of deferred tax assets, analysis of goodwill impairment, and valuation of equity-based compensation. |
Discontinued Operations | Discontinued OperationsOn July 23, 2019 the Company completed the transfer of Investors X subject to the Master Transfer Agreement (“MTA”). For the year ended December 31, 2019, we classified revenues and expenses related to Investors X into discontinued operations on the Consolidated Statement of Operations and the Consolidated Statements of Cash Flows. |
Cash and cash equivalents | Cash and cash equivalentsCash and cash equivalents are comprised of cash and short-term investments with maturities of three months or less when purchased. The carrying amount of cash equivalents approximates fair value due to the short-term maturity of these investments. The Company maintains cash and cash equivalents in financial institutions that at times exceeds federally insured limits. Management believes that the Company’s credit risk exposure is mitigated by the financial strength of the banking institution in which the deposits are held. |
Trade Receivables and Concentration of Credit Risk | Trade Receivables and Concentration of Credit Risk Trade receivables are recorded at the amount invoiced. We reduce accounts receivable by estimating an allowance for amounts that may become uncollectible in the future. Management determines the estimated allowance for uncollectible amounts based on their judgements in evaluating the aging of the receivables and the financial condition of our clients, which may be dependent on the type of client and the client’s current financial condition. The Company does significant business with related party entities. Financial instruments that subject the Company to concentrations of credit risk consist primarily of related party receivables. The Company generally does not obtain collateral or other security to support financial instruments subject to credit risk, but monitors the credit standing of related party entities. The Company derives a substantial portion of its revenues from various related party entities; with related party entities accounting for 79% of the Company’s total consolidated revenues in 2020. |
Investments in real estate ventures | Investments in real estate ventures We invest in certain real estate ventures that primarily own and operate real estate in two sectors, land development and commercial office. These investments take the form of equity ownership interests and, based upon investment-specific objectives, have included three seven For investments in real estate ventures reported at fair value, we maintain an investment account that is increased or decreased each reporting period by the difference between the fair value of the investment and the carrying value as of the balance sheet date. These fair value adjustments are reflected as gains or losses on the Consolidated Statements of Operations. The fair value of these investments as of the balance sheet date is generally determined using a Discounted Cash Flow (“DCF”) analysis, based upon unobservable inputs in the fair value hierarchy. |
Fixed assets, net | Fixed assets, net Fixed assets are carried at cost less accumulated depreciation and are depreciated on the straight-line method over their estimated useful lives as follows: Leasehold improvements Shorter of asset life or related lease term Furniture and fixtures 7 years Office equipment 5 years Vehicles 3 years Computer equipment 3 years Capitalized software 3 years |
Leases | Leases Our operating leases are related to office space we lease in various buildings for our own use. The terms of these non-cancelable operating leases typically require us to pay rent and a share of operating expenses and real estate taxes, generally with an inflation-based rent increase included. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. Operating lease right-of-use assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments (e.g. rent) over the lease term beginning at the commencement date. The Operating lease right-of-use assets are adjusted for lease incentives, deferred rent, and initial direct costs, if incurred. Our leases generally do not include an implicit rate; therefore, we use an incremental borrowing rate based on information available at the lease commencement date in determining the present value of future minimum lease payments. The related lease expense is recognized on a straight-line basis over the lease term. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill represents the excess of the aggregate purchase price over the fair value of the net assets acquired in a business acquisition. Following an acquisition, we perform an analysis to value the acquired company’s tangible and identifiable intangible assets and liabilities. With respect to identifiable intangible assets, we consider backlog, non-compete agreements, client relationships, trade names, patents and other assets. We amortize our intangible assets based on the period over which the contractual or economic benefits of the intangible assets are expected to be realized. We assess the recoverability of the unamortized balance of our intangible assets when indicators of impairment are present based on expected future profitability and undiscounted expected cash flows and their contribution to our overall operations. Should the review indicate that the carrying value is not fully recoverable, the excess of the carrying value over the fair value of the intangible assets would be recognized as an impairment loss. We perform our annual goodwill impairment review during our fourth quarter as of October 1. In addition, we regularly evaluate whether events and circumstances have occurred that may indicate a potential change in recoverability of goodwill. We perform interim goodwill impairment reviews between our annual reviews if certain events and circumstances have occurred, including a deterioration in general economic conditions, an increased competitive environment, a change in management, key personnel, strategy or customers, significant or unusual changes in market capitalization, negative or declining cash flows, or a decline in actual or planned revenue or earnings compared with actual and projected results of relevant prior periods. When assessing goodwill for impairment, the Company may first assess qualitative factors to evaluate whether it is more likely than not that the fair value of a reporting unit is less than it’s carrying amount or elect to bypass such assessment. If it is determined that it is more likely than not that the fair value of a reporting unit is less than it’s carrying value, or the Company elects to bypass such assessment, the Company then determines the fair value of each reporting unit. The estimate of the fair value of each reporting unit is based on a projected discounted cash flow model that includes significant assumptions and estimates including the Company's discount rate, growth rate and future financial performance as well as a market multiple model based upon similar transactions in the market. Assumptions about the discount rate are based on a weighted average cost of capital built up from various interest rate components applicable to the Company. Assumptions about the growth rate and future financial performance of a reporting unit are based on the Company's forecasts, business plans, economic projections and anticipated future cash flows. Market multiples are derived from recent transactions among businesses of a similar size and industry. The fair value of each reporting unit is compared to the carrying amount of the reporting unit. If the carrying value of the reporting unit exceeds the fair value, then an impairment loss is recognized for the difference |
Debt Issuance Costs | Debt Issuance CostsCosts incurred in connection with the issuance of long-term debt are deferred and amortized as interest expense over the term of the related debt using the effective interest method for term debt and on a straight-line basis for revolving debt. To the extent that debt is outstanding, these amounts are reflected in the Consolidated Balance Sheets as direct deductions of debt and as assets for costs related to revolving debt. |
Revenue recognition | Revenue recognition The Company’s revenues consist primarily of • Asset Management; • Property Management; • Capital Markets; • Leasing; • Project & Development Services; and • Environmental Remediation Asset Management Asset Management primarily provides comprehensive real estate asset management services to the CDS portfolio, representing a series of daily performance obligations delivered over time. Pricing includes a cost-plus management fee or a market-rate fee form of variable consideration. The Company earns whichever is higher. See Note 14 – Related Party Transactions. The amount of revenue recognized is presented gross for any services provided by our employees, as we control them. This is evidenced by our obligation for their performance and our ability to direct and redirect their work, as well as negotiate the value of such services. In the instances where we do not control third-party services delivered to the client, we report revenues net of the third-party reimbursements. Consistent with the transfer of control for distinct, daily services to the customer, revenue is typically recognized at the end of each period for the fees associated with the services performed. Property Management Property Management provides on-site day-to-day management services for owners of office, industrial, retail, multifamily residential and various other types of properties, representing a series of daily performance obligations delivered over time. Pricing is generally in the form of a monthly management fee based upon property-level cash receipts, square footage under management or some other variable metric. Revenues from project management may also include reimbursement of payroll and related costs for personnel providing the services and subcontracted vendor costs. Project management services represent a series of distinct daily services rendered over time. Consistent with the transfer of control for distinct, daily services to the customer, revenue is typically recognized at the end of each period for the fees associated with the services performed. The amount of revenue recognized is presented gross for any services provided by our employees, as we control them. This is evidenced by our obligation for their performance and our ability to direct and redirect their work, as well as negotiate the value of such services. In the instances where we do not control third-party services delivered to the client, we report revenues net of the third-party reimbursements. Capital Markets We offer clients commercial mortgage and structured financing services. We are compensated for our services via a fee paid upon successful commercial financing from third party lenders. The fee earned is contingent upon the funding of the loan, which represents the transfer of control for services to the customer. Therefore, we typically satisfy our performance obligation at the point in time of the funding of the loan, when there is a present right to payment. Leasing We provide strategic advice and execution for owners, investors, and occupiers of real estate in connection with the leasing of office, industrial and retail space. We are compensated for our services in the form of a commission. Our commission is paid upon signing of the lease by the tenant. We satisfy our performance obligation at a point in time; generally, at the time of the contractual event where there is a present right to payment. Project & Development Services We provide project and construction management services for owners and occupiers of real estate in connection with the management and leasing of office, industrial and retail space. The fees that we earn are typically variable based upon a percentage of project cost. We are compensated for our services in the form management fees. Project and construction management services represent a series of performance obligations delivered over time and revenue is recognized over time. Environmental Remediation We provide environmental remediation services for owners of real estate. Remediation services are generally contracted and performed by Comstock Environmental. We are compensated for our services as well as for the services of subcontractors used to perform remediation services. Fees earned are generally based upon employee time spent as well as a cost-plus arrangement for subcontractors used. Generally, environmental remediation services represent a series of performance obligations delivered over time and revenue is recognized over time. Contract Costs Expenses, primarily employee commissions, incurred on leasing and capital markets transactions represent substantially all our incremental costs to obtain revenue contracts. We apply the applicable practical expedient offered by ASC Topic 606 when the amortization period is one year or less and, therefore, recognize these costs as an operating expense as they are incurred. |
Stock compensation | Stock compensation As discussed in Note 12, the Company sponsors stock option plans and restricted stock award plans. The Company accounts for its share-based awards pursuant to Accounting Standards Codification (“ASC”) 718, Share Based Payments |
Income taxes | Income taxes Income taxes are accounted for under the asset and liability method in accordance with ASC 740, Accounting for Income Taxes . Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in tax rates on the deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. We provide a valuation allowance when we consider it “more likely than not” (greater than a 50% probability) that a deferred income tax asset will not be fully recovered. Adjustments to the valuation allowance are a component of the deferred income tax expense or benefit in the Consolidated Statement of Operations. |
Recently adopted accounting pronouncements and Recent Accounting Pronouncements Not Yet Adopted | Recently adopted accounting pronouncements In August 2018, the Financial Accounting Standards Board ("FASB") issued ASU 2018-13, “Fair Value Measurement (Topic 820) – Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”), which removes, adds and modifies certain disclosure requirements for fair value measurements in Topic 820. ASU 2018-13 removes the following disclosure requirements: (i) the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy and (ii) the entity’s valuation processes for Level 3 fair value measurements. ASU 2018-13 adds the following disclosure requirements: (i) provide information about the measurement uncertainty of Level 3 fair value measurements as of the reporting date rather than a point in the future, (ii) disclose changes in unrealized gains and losses related to Level 3 measurements for the period included in other comprehensive income, and (iii) disclose for Level 3 measurements the range and weighted average of the significant unobservable inputs and the way it is calculated. ASU 2018-13 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company adopted ASU 2018-13 prospectively as of January 1, 2020. The adoption did not have a material impact on our Consolidated Financial Statements. Recent Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326), which modifies how companies recognize expected credit losses on financial instruments and other commitments to extend credit held by an entity at each reporting date. Existing GAAP requires an “incurred loss” methodology whereby companies are prohibited from recording an expected loss until it is probable that the loss has been incurred. ASU 2016-13 requires companies to use a methodology that reflects current expected credit losses (“CECL”) and requires consideration of a broad range of reasonable and supportable information to record and report credit loss estimates, even when the CECL is remote. Companies will be required to record the allowance for credit losses and deduct that amount from the basis of the asset. The guidance is effective for the Company for financial statement periods beginning after December 15, 2022, although early adoption is permitted. The Company is currently evaluating the impact this guidance will have on its financial statements and related disclosures. In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes, which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in ASC 740, Income Tax and also clarifies and amends existing guidance to improve consistent application. ASU 2019-12 will be effective for public business entities for annual reporting periods beginning after December 15, 2020, and interim periods within those periods. Early adoption is permitted. We do not expect the adoption of this pronouncement to have a material impact on our Consolidated Financial Statements. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Fixed Assets' Estimated Useful Lives | Fixed assets are carried at cost less accumulated depreciation and are depreciated on the straight-line method over their estimated useful lives as follows: Leasehold improvements Shorter of asset life or related lease term Furniture and fixtures 7 years Office equipment 5 years Vehicles 3 years Computer equipment 3 years Capitalized software 3 years |
EQUITY METHOD INVESTMENTS IN _2
EQUITY METHOD INVESTMENTS IN REAL ESTATE VENTURES CARRIED AT FAIR VALUE (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Investments in Real Estate Ventures | The table below shows the change in the Company’s investments in real estate ventures reported at fair value. 2020 2019 Fair value of investments as of January 1 $ 8,421 $ — Investments — 10,506 Distributions (1,921) (1,525) Change in fair value (193) (560) Fair value of investments as of December 31 $ 6,307 $ 8,421 |
Schedule of Combined Financial Information for Unconsolidated Real Estate Ventures | Summarized Financial Information for Investors X For the Year Ended December 31, 2020 2019 Statement of Operations: Total revenue $ 14,515 $ 6,832 Direct costs 12,982 8,196 Net income (loss) $ 1,533 $ (1,364) Comstock Holding Companies, Inc. share of net income (loss) $ — $ — Summarized Financial Information for the Hartford Year Ended December 31, 2020 Statement of Operations: Total revenue $ 9,308 Direct costs 2,785 Other costs 8,860 Net loss $ (2,337) Comstock Holding Companies, Inc. share of net loss $ (58) |
FIXED ASSETS, NET (Tables)
FIXED ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Summary of Fixed Assets | Fixed assets consist of the following: December 31, December 31, Computer equipment and capitalized software $ 957 $ 893 Furniture and fixtures 66 63 Office equipment 224 224 Vehicles 139 141 Leasehold improvements 56 6 1,442 1,327 Less: accumulated depreciation (1,176) (1,049) $ 266 $ 278 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Schedule of Maturities of Lease Liabilities | Maturities of lease liabilities as of December 31, 2020 are as follows: Operating 2021 $ 895 2022 917 2023 939 2024 961 2025 and future years 6,083 Total lease payments 9,795 Less: imputed interest 1,865 Present value of operating lease liabilities $ 7,930 |
GOODWILL AND INTANGIBLES (Table
GOODWILL AND INTANGIBLES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill and Intangible Assets | December 31, December 31, Intangibles $ 268 $ 268 Less: accumulated amortization (232) (165) $ 36 $ 103 |
Summary of Future Estimated Amortization Expense | As of December 31, 2020, the future estimated amortization expense related to these intangible assets was: Amortization Expense 2021 $ 36 Total $ 36 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Summary of Notes Payable | Notes payable consisted of the following: December 31, December 31, Secured financing $ — $ 694 Notes payable - due to affiliates, unsecured, net of $27 thousand discount and unamortized deferred financing charges as of December 31, 2019 5,500 5,706 Unsecured financing charges 5 595 Total notes payable, net $ 5,505 $ 6,995 |
Maturities of Borrowings | As of December 31, 2020, maturities of our borrowings are as follows: 2021 $ 5 2022 — 2023 5,500 Total $ 5,505 |
CORONAVIRUS AID RELIEF AND EC_2
CORONAVIRUS AID RELIEF AND ECONOMIC SECURITY ACT (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Unusual or Infrequent Items, or Both [Abstract] | |
Schedule of Balance and Activities Related to PPP Loan | The balance and activity related to the PPP loan is as follows as of December 31, 2020. December 31, PPP loan proceeds $ 1,954 Qualified expenses eligible for forgiveness $ (1,954) PPP loan balance $ — |
FAIR VALUE DISCLOSURES (Tables)
FAIR VALUE DISCLOSURES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Summary of Carrying Amount and Fair Value of Fixed and Floating Rate Debt | The following table summarizes the fair value of fixed and floating rate debt and the corresponding carrying value of fixed and floating rate debt as of: December 31, December 31, Carrying amount $ 5,505 $ 6,995 Fair value $ 5,485 $ 6,820 |
STOCKHOLDERS EQUITY (Tables)
STOCKHOLDERS EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Assumptions Used to Calculate Fair Value of Options | The following table summarizes the assumptions used to calculate the fair value of options during 2019. There were no options granted in 2020. 2019 Weighted average fair value of options granted $ 1.65 Dividend yields — Expected volatility 82.03%-82.32% Weighted average expected volatility 82.27 % Weighted average risk-free interest rates 2.15 % Weighted average expected term (in years) 8 |
Summary Information about Stock Option Activity | The following table summarizes information about stock option activity: Shares Weighted Average Exercise Price Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value Outstanding at January 1, 2019 418 $ 3.42 7.67 $ 9 Granted 104 1.89 Exercised — — Forfeited or Expired (7) 12.01 Outstanding at December 31, 2019 515 $ 2.96 7.24 $ 60 Granted — — Exercised — — Forfeited or Expired (79) 3.75 Outstanding at December 31, 2020 436 $ 2.81 6.74 $ 424 Exercisable at December 31, 2020 274 $ 3.23 5.12 $ 256 |
Summary of Company's Restricted Share Activity | A summary of the Company’s restricted share activity is presented below: Shares Weighted Restricted unvested at January 1, 2019 138 $ 2.18 Granted 254 2.33 Vested (46) 2.18 Forfeited or Expired — — Outstanding at December 31, 2019 346 $ 2.29 Granted 636 1.96 Vested (112) 2.27 Forfeited or Expired — — Unvested at December 31, 2020 870 $ 2.06 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of Revenue Earned From Related Parties | The following table details the revenue earned from related parties. Years ended 2020 2019 Related party revenue Asset management $ 21,818 $ 19,370 Real estate services 945 1,192 Total Related Party Revenue $ 22,763 $ 20,562 |
UNCONSOLIDATED JOINT VENTURE (T
UNCONSOLIDATED JOINT VENTURE (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Summarized Financial Information for Unconsolidated Joint Venture | Summarized financial information for the unconsolidated joint venture is as follows: Years ended December 31, 2020 2019 Statement of Operations: Total net revenue $ 185 $ 558 Total expenses 119 115 Net income $ 66 $ 443 Comstock Holding Companies, Inc. share of net income $ 33 $ 222 |
REVENUE (Tables)
REVENUE (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Revenues from Contracts with Customers Disaggregated by Categories | The following table presents the Company’s revenues from contracts with customers disaggregated by categories which best represents how the nature, amount, timing and uncertainty of revenues are affected by economic factors. Years ended December 31, 2020 2019 Revenue by customer Related party $ 22,763 $ 20,562 Commercial 5,963 4,755 Total Revenue by Customer $ 28,726 $ 25,317 Years ended December 31, 2020 2019 Revenue by contract type Fixed-price $ 5,229 $ 4,137 Cost-plus 13,702 14,546 Time and Material 9,795 6,634 Total Revenue by contract type $ 28,726 $ 25,317 |
NET INCOME (LOSS) PER SHARE (Ta
NET INCOME (LOSS) PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Continued Operations | |
Summary of Shares Equivalents Excluded from Dilutive Share Computation | The following share equivalents have been excluded from the continuing operations dilutive share computation for the years ended December 31, 2020 and 2019 as their inclusion would be anti-dilutive. Years Ended December 31, 2020 2019 Restricted stock awards 1 — Stock options 134 237 Warrants 548 604 683 841 |
Discontinued Operations | |
Summary of Shares Equivalents Excluded from Dilutive Share Computation | The following share equivalents have been excluded from the discontinued operations dilutive share computation for the years ended December 31, 2020 and 2019 as their inclusion would be anti-dilutive. Years Ended December 31, 2020 2019 Restricted stock awards — 207 Stock options — 263 Warrants — 604 — 1,074 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Provision for Continuing Operations | The income tax provision for continuing operations consists of the following as of December 31: 2020 2019 Deferred: Federal $ (143) $ 178 State (26) 32 (169) 210 Valuation allowance 194 (208) Total income tax expense $ 25 $ 2 |
Components of Deferred Tax Assets and Liabilities | Components of the Company’s deferred tax assets and liabilities at December 31, 2020 and 2019 are as follows: 2020 2019 Deferred tax assets: Net operating loss and tax credit carryforwards $ 37,899 $ 37,440 Stock based compensation 648 502 Investment in affiliates 264 482 Deferred Revenue - Advance payment — 64 Other 14 213 Depreciation and amortization 37 — 38,862 38,701 Less - valuation allowance (38,780) (38,601) Net deferred tax assets 82 100 Deferred tax liabilities: Depreciation and amortization — (55) Goodwill amortization (103) (56) Net deferred tax liabilities (103) (111) Net deferred tax assets (liabilities) $ (21) $ (11) |
Reconciliation of Statutory and Effective Tax Rate After Adjustments for Non-Includable Partnership Income Arising from Non-Controlling Interest | A reconciliation of the statutory rate and the effective tax rate after adjustments for non-includable partnership income arising from non-controlling interest follows: 2020 2019 Federal statutory rate (21.00 %) (21.00 %) State income taxes - net of federal benefit (4.93 %) (4.74 %) Permanent differences 22.77 % (0.44 %) Return to provision adjustments (0.81) % 0.42 % Change in valuation allowance (8.48) % 25.47 % Current state income tax — % — % Change in enacted state rates 13.53 % — % Other, net (1.53) % — % Effective tax rate (0.45 %) (0.29 %) |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Discontinued Operations in Financial Statements | The operating results of the discontinued operations that are reflected on the Consolidated Statement of Operations within the net income (loss) from discontinued operations are as follows: Year Ended December 31, 2019 Revenues Revenue—homebuilding $ 14,919 Total revenue 14,919 Expenses Cost of sales—homebuilding 14,901 Sales and marketing 270 General and administrative 21 Loss from discontinued operations before income taxes (273) Income tax benefit (15) Net loss from discontinued operations (258) Net income attributable to non-controlling interests 313 Net loss attributable to Comstock Holding Companies, Inc. $ (571) |
SEGMENT DISCLOSURES (Tables)
SEGMENT DISCLOSURES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Reporting Information | The following table includes the Company’s two reportable segments of Asset Management and Real Estate Services, excluding discontinued operations, for the year ended December 31, 2020 and 2019. Asset Management Real Estate Services Total (from continuing operations) Twelve Months Ended December 31, 2020 Gross revenue $ 21,923 $ 6,803 $ 28,726 Gross profit 3,478 2,706 6,184 Net income 1,542 540 2,082 Total assets 24,886 3,693 28,579 Depreciation, amortization, and stock based compensation 774 227 1,001 Interest expense $ 344 $ 35 $ 379 Asset Management Real Estate Services Total (from continuing operations) Twelve Months Ended December 31, 2019 Gross revenue $ 19,605 $ 5,712 $ 25,317 Gross profit 3,044 1,101 4,145 Net income (loss) 1,737 (273) 1,464 Total assets 15,270 4,663 19,933 Depreciation, amortization, and stock based compensation 430 266 696 Interest expense $ 390 $ 84 $ 474 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Detail) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020USD ($)sector | Dec. 31, 2019USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | ||
Cash and cash equivalents | $ 7,032 | $ 3,511 |
U.S. Bank Deposit | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Cash and cash equivalents | 5,300 | |
General and Administrative | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Stock based compensation cost | $ 800 | |
General and Administrative and Direct Costs - Real Estate Services | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Stock based compensation expenses | $ 500 | |
Unconsolidated Real Estate Venture | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Number of sector, real estate own and operate | sector | 2 | |
Minimum | Unconsolidated Real Estate Venture | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Investments in real estate ventures, planned investment period | 3 years | |
Maximum | Unconsolidated Real Estate Venture | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Investments in real estate ventures, planned investment period | 7 years | |
Customer Concentration Risk | Revenues | Related Party Entities | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Concentration risk, percentage | 79.00% |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Fixed Assets are Carried at Cost Less Accumulated Depreciation (Detail) | 12 Months Ended |
Dec. 31, 2020 | |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Fixed assets, useful life | 7 years |
Office equipment | |
Property, Plant and Equipment [Line Items] | |
Fixed assets, useful life | 5 years |
Vehicles | |
Property, Plant and Equipment [Line Items] | |
Fixed assets, useful life | 3 years |
Computer equipment | |
Property, Plant and Equipment [Line Items] | |
Fixed assets, useful life | 3 years |
Capitalized software | |
Property, Plant and Equipment [Line Items] | |
Fixed assets, useful life | 3 years |
TRADE RECEIVABLES & TRADE REC_2
TRADE RECEIVABLES & TRADE RECEIVABLES – RELATED PARTIES - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Trade receivables, net | $ 1,482 | $ 1,886 |
Receivables from related parties | $ 3,598 | 3,644 |
Trade Accounts Receivable | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Trade receivables, net | $ 1,900 | |
Trade receivable, threshold period past due | 90 days | 90 days |
EQUITY METHOD INVESTMENTS IN _3
EQUITY METHOD INVESTMENTS IN REAL ESTATE VENTURES CARRIED AT FAIR VALUE - Additional Information (Detail) - USD ($) | Dec. 30, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Schedule of Equity Method Investments [Line Items] | ||||
Fair value of investment | $ 6,307,000 | $ 8,421,000 | ||
Distributions from equity method investments carried at fair value | 103,000 | 0 | ||
Change in fair value | (193,000) | (560,000) | ||
Payments to acquire equity method investments | 0 | 1,200,000 | ||
Level 3 | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Fair value of investment | 6,307,000 | 8,421,000 | $ 0 | |
Distributions from equity method investments carried at fair value | 1,921,000 | 1,525,000 | ||
Change in fair value | (193,000) | (560,000) | ||
Investor's X | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Fair value of investment | 5,100,000 | 7,200,000 | ||
Distributions from equity method investments carried at fair value | 1,800,000 | 1,500,000 | ||
Change in fair value | (300,000) | $ (600,000) | ||
The Hartford | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Fair value of investment | 1,200,000 | |||
Distributions from equity method investments carried at fair value | $ 100,000 | |||
Ownership percentage | 2.50% | |||
Payments to acquire equity method investments | $ 1,200,000 |
EQUITY METHOD INVESTMENTS IN _4
EQUITY METHOD INVESTMENTS IN REAL ESTATE VENTURES CARRIED AT FAIR VALUE - Schedule of Investments in Real Estate Ventures (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Equity Method Investment and Joint Venture, Fair Value Change [Roll Forward] | ||
Fair value investments, beginning balance | $ 8,421 | |
Investments | 0 | $ 10,506 |
Distributions | (103) | 0 |
Change in fair value | (193) | (560) |
Fair value investments, ending balance | 6,307 | 8,421 |
Level 3 | ||
Equity Method Investment and Joint Venture, Fair Value Change [Roll Forward] | ||
Fair value investments, beginning balance | 8,421 | 0 |
Distributions | (1,921) | (1,525) |
Change in fair value | (193) | (560) |
Fair value investments, ending balance | $ 6,307 | $ 8,421 |
EQUITY METHOD INVESTMENTS IN _5
EQUITY METHOD INVESTMENTS IN REAL ESTATE VENTURES CARRIED AT FAIR VALUE - Schedule of Combined Financial Information for Unconsolidated Real Estate Ventures (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of Equity Method Investments [Line Items] | ||
Net income | $ 2,082 | $ 893 |
Comstock Holding Companies, Inc. share of net income | (96) | (50) |
Investor's X | ||
Schedule of Equity Method Investments [Line Items] | ||
Total revenue | 14,515 | 6,832 |
Direct costs | 12,982 | 8,196 |
Net income | 1,533 | (1,364) |
The Hartford | ||
Schedule of Equity Method Investments [Line Items] | ||
Total revenue | 9,308 | |
Direct costs | 2,785 | |
Other costs | 8,860 | |
Net income | (2,337) | |
Investor's X | ||
Schedule of Equity Method Investments [Line Items] | ||
Comstock Holding Companies, Inc. share of net income | 0 | $ 0 |
The Hartford | ||
Schedule of Equity Method Investments [Line Items] | ||
Comstock Holding Companies, Inc. share of net income | $ (58) |
FIXED ASSETS, NET - Fixed Asset
FIXED ASSETS, NET - Fixed Assets are Carried at Cost Less Accumulated Depreciation (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Fixed assets, Gross | $ 1,442 | $ 1,327 |
Less: accumulated depreciation | (1,176) | (1,049) |
Fixed assets, Net | 266 | 278 |
Computer equipment and capitalized software | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, Gross | 957 | 893 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, Gross | 66 | 63 |
Office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, Gross | 224 | 224 |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, Gross | 139 | 141 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, Gross | $ 56 | $ 6 |
FIXED ASSETS, NET - Additional
FIXED ASSETS, NET - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation expense | $ 159 | $ 150 |
General and Administrative | ||
Property, Plant and Equipment [Line Items] | ||
Depreciation expense | $ 200 | $ 200 |
LEASES - Additional Information
LEASES - Additional Information (Detail) - USD ($) | Dec. 31, 2020 | Nov. 01, 2020 |
Lessee, Lease, Description [Line Items] | ||
Operating lease borrowing rate | 4.25% | |
Operating lease not yet commenced liability | $ 0 | |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Lessee, operating lease, remaining lease term | 1 year | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease term of contract | 12 months | |
Lessee, operating lease, remaining lease term | 10 years |
LEASES - Schedule of Maturities
LEASES - Schedule of Maturities of lease liabilities (Detail) $ in Thousands | Dec. 31, 2020USD ($) |
Leases [Abstract] | |
2021 | $ 895 |
2022 | 917 |
2023 | 939 |
2024 | 961 |
2025 and future years | 6,083 |
Total lease payments | 9,795 |
Less: imputed interest | 1,865 |
Present value of operating lease liabilities | $ 7,930 |
GOODWILL AND INTANGIBLES - Addi
GOODWILL AND INTANGIBLES - Additional Information (Detail) - USD ($) | Jul. 17, 2017 | Dec. 31, 2020 | Dec. 31, 2019 |
Schedule Of Goodwill And Intangible Assets [Line Items] | |||
Goodwill | $ 1,702,000 | $ 1,702,000 | |
Intangible asset amortization | 67,000 | 67,000 | |
Impairments of goodwill recognized | 0 | 0 | |
General and Administrative Expense | |||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||
Intangible asset amortization | $ 100,000 | $ 100,000 | |
Customer Relationships | |||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||
Amortization period of intangible assets | 4 years | ||
Comstock Environmental | |||
Schedule Of Goodwill And Intangible Assets [Line Items] | |||
Purchase price of business assets | $ 2,300,000 |
GOODWILL AND INTANGIBLES - Summ
GOODWILL AND INTANGIBLES - Summary of Goodwill and Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Intangibles | $ 268 | $ 268 |
Less: accumulated amortization | (232) | (165) |
Intangible assets, net | $ 36 | $ 103 |
GOODWILL AND INTANGIBLES - Su_2
GOODWILL AND INTANGIBLES - Summary of Future Estimated Amortization Expense (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2021 | $ 36 | |
Total | $ 36 | $ 103 |
DEBT - Additional Information (
DEBT - Additional Information (Detail) | Mar. 19, 2020USD ($) | Dec. 31, 2019USD ($)note$ / shares | May 23, 2018USD ($)$ / sharesshares | Oct. 17, 2014USD ($) | Dec. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($)loan$ / shares | Mar. 27, 2020USD ($) | Dec. 18, 2014USD ($) |
Line of Credit Facility [Line Items] | ||||||||
Outstanding borrowings and accrued interest, net of discounts | $ 5,706,000 | $ 5,500,000 | $ 5,706,000 | |||||
Debt instrument, gross | $ 5,505,000 | |||||||
Series C Preferred Stock | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Preferred stock par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |||||
CDS | Revolving Capital Line of Credit Agreement | Secured Financing | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Maximum borrowing capacity | $ 10,000,000 | |||||||
Debt instrument, term | 5 years | |||||||
Debt instrument maturity date from initial date | 12 months | |||||||
Capital line of credit drawn | $ 5,500,000 | |||||||
Comstock Growth Fund | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Interest payments | $ 400,000 | $ 600,000 | ||||||
Unsecured Seller-financed Promissory Note | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, term | 1 year | |||||||
Number of unsecured seller-financed promissory note outstanding | note | 1 | |||||||
Debt instrument, gross | $ 595,000 | $ 5,000 | 595,000 | |||||
Debt instrument, amount due on third anniversary | 50,000 | 50,000 | ||||||
Debt instrument, amount due on fourth anniversary | $ 50,000 | $ 50,000 | ||||||
Interest rate for period | 5.00% | |||||||
WSJ Prime Rate | Revolving Capital Line of Credit Agreement | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument spread variable rate | 1.00% | |||||||
LIBOR Rate | Unsecured Seller-financed Promissory Note | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument spread variable rate | 3.00% | |||||||
Secured Financing | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Fixed interest rate | 6.50% | 6.50% | ||||||
Number of secured loans | loan | 2 | |||||||
Secured Loan One | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Outstanding secured debt | $ 700,000 | $ 700,000 | ||||||
Secured Loan Two | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Outstanding secured debt | 27,000 | 27,000 | ||||||
Unsecured Notes Payable To Affiliate | Comstock Growth Fund | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Outstanding borrowings and accrued interest, net of discounts | $ 5,700,000 | 5,700,000 | ||||||
Unsecured Notes Payable To Affiliate | Comstock Growth Fund | Membership Exchange Agreement | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Retirement of debt | $ 5,700,000 | |||||||
Notes Payable, Other Payables | Comstock Growth Fund | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Maximum borrowing capacity | $ 20,000,000 | $ 25,000,000 | ||||||
Debt instrument, term | 3 years | |||||||
Debt instrument, initial principal amount | $ 10,000,000 | |||||||
Fixed interest rate | 10.00% | |||||||
Principal payments to CGF | $ 0 | |||||||
Notes Payable, Other Payables | Comstock Growth Fund | Membership Exchange Agreement | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Credit facility outstanding | $ 7,700,000 | |||||||
Percentage of membership interest | 91.50% | |||||||
Debt instrument reduction | $ 5,700,000 | |||||||
Notes Payable, Other Payables | Comstock Growth Fund | Membership Exchange Agreement | Series C- Non Convertible Preferred Stock | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Convertible preferred shares issued upon conversion (in shares) | shares | 1,482,300 | |||||||
Preferred stock par value (in dollars per share) | $ / shares | $ 0.01 | |||||||
Notes Payable, Other Payables | Comstock Growth Fund | Membership Exchange Agreement | Series C Preferred Stock | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Preferred stock liquidation value (in dollars per share) | $ / shares | $ 5 |
DEBT - Summary of Notes Payable
DEBT - Summary of Notes Payable (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Secured financing | $ 0 | $ 694 |
Notes payable - due to affiliates, unsecured, net of $27 thousand discount and unamortized deferred financing charges as of December 31, 2019 | 5,500 | 5,706 |
Unsecured financing charges | 5 | 595 |
Total notes payable, net | $ 5,505 | 6,995 |
Notes Payable To Affiliates | ||
Debt Instrument [Line Items] | ||
Discount and deferred financing charges, net of amortization | $ 27 |
DEBT - Maturities of Borrowings
DEBT - Maturities of Borrowings (Detail) $ in Thousands | Dec. 31, 2020USD ($) |
Debt Disclosure [Abstract] | |
2021 | $ 5 |
2022 | 0 |
2023 | 5,500 |
Total | $ 5,505 |
CORONAVIRUS AID RELIEF AND EC_3
CORONAVIRUS AID RELIEF AND ECONOMIC SECURITY ACT (Details) - USD ($) $ in Thousands | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||
Aug. 31, 2021 | Apr. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Unusual or Infrequent Item, or Both [Line Items] | |||||
PPP loan proceeds, CARES Act | $ 1,954 | $ 0 | |||
Deferred payroll tax, CARES Act | $ 200 | $ 200 | |||
Paycheck Protection Program, CARES Act | |||||
Unusual or Infrequent Item, or Both [Line Items] | |||||
PPP loan proceeds, CARES Act | $ 1,950 | $ 1,954 | |||
Paycheck Protection Program, CARES Act | Forecast | |||||
Unusual or Infrequent Item, or Both [Line Items] | |||||
Principal and interest payments, CARES Act | $ 100 |
CORONAVIRUS AID RELIEF AND EC_4
CORONAVIRUS AID RELIEF AND ECONOMIC SECURITY ACT - Schedule of Balance and Activities Related to PPP Loan (Details) - USD ($) $ in Thousands | 1 Months Ended | 9 Months Ended | 12 Months Ended | |
Apr. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Unusual or Infrequent Item, or Both [Line Items] | ||||
PPP loan proceeds | $ 1,954 | $ 0 | ||
PPP loan balance | $ 5,505 | 5,505 | $ 6,995 | |
Paycheck Protection Program, CARES Act | ||||
Unusual or Infrequent Item, or Both [Line Items] | ||||
PPP loan proceeds | $ 1,950 | 1,954 | ||
Qualified expenses eligible for forgiveness | (1,954) | |||
PPP loan balance | $ 0 | $ 0 |
FAIR VALUE DISCLOSURES - Summar
FAIR VALUE DISCLOSURES - Summary of Carrying Amount and Fair Value of Fixed and Floating Rate Debt (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Fair Value, Option, Quantitative Disclosures [Line Items] | ||
Carrying amount | $ 5,505 | $ 6,995 |
Level 3 | ||
Fair Value, Option, Quantitative Disclosures [Line Items] | ||
Carrying amount | 5,505 | 6,995 |
Fair value | $ 5,485 | $ 6,820 |
FAIR VALUE DISCLOSURES - Additi
FAIR VALUE DISCLOSURES - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value, Option, Quantitative Disclosures [Line Items] | |||
Equity method investments at fair value | $ 6,307 | $ 8,421 | |
Level 3 | |||
Fair Value, Option, Quantitative Disclosures [Line Items] | |||
Equity method investments at fair value | $ 6,307 | $ 8,421 | $ 0 |
STOCKHOLDERS EQUITY - Additiona
STOCKHOLDERS EQUITY - Additional Information (Detail) $ / shares in Units, $ in Millions | Feb. 12, 2019shares | Dec. 31, 2020USD ($)vote$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018 | Nov. 30, 2014shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted-average remaining contractual term of unexercised stock options | 6 years 8 months 26 days | 7 years 2 months 26 days | 7 years 8 months 1 day | ||
Class A | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, shares authorized (in shares) | 59,779,750 | 59,779,750 | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | |||
Common Stock, number of votes per share | vote | 1 | ||||
Common stock, shares issued (in shares) | 7,953,729 | 7,849,756 | |||
Common stock, shares outstanding (in shares) | 7,868,159 | 7,764,186 | |||
Class A | November 2014 New Share Repurchase Program | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Remaining common stock available for repurchase under share repurchase program (in shares) | 404,000 | 404,000 | |||
Class A | Maximum | November 2014 New Share Repurchase Program | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
New share repurchase program, shares authorized to repurchase (in shares) | 429,000 | ||||
Class B | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, shares authorized (in shares) | 220,250 | 220,250 | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | |||
Common Stock, number of votes per share | vote | 15 | ||||
Common stock, shares issued (in shares) | 220,250 | 220,250 | |||
Common stock, shares outstanding (in shares) | 220,250 | 220,250 | |||
Series C Preferred Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | |||
Preferred stock, shares authorized (in shares) | 20,000,000 | 20,000,000 | |||
Preferred stock, shares issued (in shares) | 3,440,690 | 3,440,690 | |||
Preferred stock, shares outstanding (in shares) | 3,440,690 | 3,440,690 | |||
Preferred stock, redemption price (in dollars per share) | $ / shares | $ 5 | ||||
2019 Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted-average remaining contractual term of unexercised stock options | 5 years 1 month 6 days | 4 years 6 months | |||
Unrecognized compensation cost related to nonvested stock issuances | $ | $ 1.1 | $ 0.6 | |||
2019 Plan | Class A | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized | 2,500,000 | ||||
Shares available for issuance under omnibus incentive plan | 2,100,000 | 2,100,000 | |||
2019 Plan | Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 4 years | ||||
Omnibus incentive plan stock option expiration period | 10 years | ||||
2004 Long-Term Compensation Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation cost related to nonvested stock issuances | $ | $ 1.1 | $ 0.6 |
STOCKHOLDERS EQUITY - Summary o
STOCKHOLDERS EQUITY - Summary of Assumptions Used to Calculate Fair Value of Options (Detail) - $ / shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Granted (in shares) | 0 | 104 |
Weighted average fair value of options granted (in dollars per share) | $ 1.65 | |
Dividend yields | 0.00% | |
Expected volatility, minimum (in percentage) | 82.03% | |
Expected volatility, maximum (in percentage) | 82.32% | |
Weighted average expected volatility (in percentage) | 82.27% | |
Weighted average risk-free interest rates | 2.15% | |
Weighted average expected term (in years) | 8 years |
STOCKHOLDERS EQUITY - Summary I
STOCKHOLDERS EQUITY - Summary Information about Stock Option Activity (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Roll Forward] | |||
Beginning balance (in shares) | 515 | 418 | |
Granted (in shares) | 0 | 104 | |
Exercised (in shares) | 0 | 0 | |
Forfeited or Expired (in shares) | (79) | (7) | |
Ending balance (in shares) | 436 | 515 | 418 |
Exercisable (in shares) | 274 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Weighted average exercise price, beginning balance (in dollars per share) | $ 2.96 | $ 3.42 | |
Weighted average exercise price, granted (in dollars per share) | 0 | 1.89 | |
Weighted average exercise price, exercised (in dollars per share) | 0 | 0 | |
Weighted average exercise price, forfeited or expired (in dollars per share) | 3.75 | 12.01 | |
Weighted average exercise price, ending balance (in dollars per share) | 2.81 | $ 2.96 | $ 3.42 |
Weighted average exercise price, exercisable (in dollars per share) | $ 3.23 | ||
Weighted-average remaining contractual term, outstanding | 6 years 8 months 26 days | 7 years 2 months 26 days | 7 years 8 months 1 day |
Weighted-average remaining contractual term, exercisable | 5 years 1 month 13 days | ||
Aggregate intrinsic value outstanding | $ 424 | $ 60 | $ 9 |
Aggregate intrinsic value exercisable | $ 256 |
STOCKHOLDERS EQUITY - Summary_2
STOCKHOLDERS EQUITY - Summary of Company's Restricted Share Activity (Detail) - Restricted stock awards - $ / shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Restricted shares, beginning balance (in shares) | 346 | 138 |
Restricted shares, granted (in shares) | 636 | 254 |
Restricted shares, vested (in shares) | (112) | (46) |
Restricted shares, forfeited or expired (in shares) | 0 | 0 |
Restricted shares, ending balance (in shares) | 870 | 346 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Weighted average grant date fair value, beginning balance (in dollars per share) | $ 2.29 | $ 2.18 |
Weighted average grant date fair value, granted (in dollars per share) | 1.96 | 2.33 |
Weighted average grant date fair value, vested (in dollars per share) | 2.27 | 2.18 |
Weighted average grant date fair value, forfeited or expired (in dollars per share) | 0 | 0 |
Weighted average grant date fair value, ending balance (in dollars per share) | $ 2.06 | $ 2.29 |
RELATED PARTY TRANSACTIONS - Ad
RELATED PARTY TRANSACTIONS - Additional Information (Detail) | Apr. 10, 2020 | Mar. 19, 2020USD ($) | Dec. 30, 2019USD ($) | Apr. 30, 2019USD ($)installment$ / ft² | Jan. 01, 2019 | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Nov. 01, 2020USD ($) | Mar. 27, 2020USD ($) | Feb. 07, 2020 | Mar. 30, 2018USD ($) |
Related Party Transaction [Line Items] | |||||||||||
Future minimum lease payment | $ 9,795,000 | ||||||||||
Revolving Capital Line of Credit Agreement | WSJ Prime Rate | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Debt instrument spread variable rate | 1.00% | ||||||||||
Maximum | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Operating lease term of contract | 12 months | ||||||||||
Comstock Partners L C | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Acquisition fee received | $ 500,000 | ||||||||||
Comstock Asset Management, L.C. | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Total rental payments made under lease agreement | $ 500,000 | $ 600,000 | |||||||||
Rent expense | $ 600,000 | $ 600,000 | |||||||||
Fixed annual payment | $ 1,000,000 | ||||||||||
Comstock Asset Management, L.C. | 2019 Amended Asset Management Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Cumulative, compounded, preferred return rate | 8.00% | ||||||||||
Leasing fee per square foot for new leases | $ / ft² | 1 | ||||||||||
Leasing fee per square foot for renewal leases | $ / ft² | 0.50 | ||||||||||
Comstock Asset Management, L.C. | 2019 Amended Asset Management Agreement | Incentive Fee | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Percentage of free cash flow from real estate assets | 10.00% | ||||||||||
Comstock Asset Management, L.C. | 2019 Amended Asset Management Agreement | Investment Origination Fee | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Percentage of raised capital | 1.00% | ||||||||||
CDS | Revolving Capital Line of Credit Agreement | Secured Financing | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Maximum borrowing capacity | $ 10,000,000 | ||||||||||
Debt instrument, term | 5 years | ||||||||||
Debt instrument maturity date from initial date | 12 months | ||||||||||
Capital line of credit drawn | $ 5,500,000 | ||||||||||
CDS | Residential Property Management Agreements | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Property management agreements initial term | 1 year | ||||||||||
Property management agreements renewal term | 1 year | ||||||||||
CDS | Construction Management Agreement | Minimum | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Percentage of construction management fee | 1.00% | ||||||||||
CDS | Construction Management Agreement | Maximum | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Percentage of construction management fee | 4.00% | ||||||||||
CDS | 2019 Amended Asset Management Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Fixed annual payment | $ 1,000,000 | ||||||||||
Agreement additional extension term | 1 year | ||||||||||
Agreement notice period required for non-renewal | 180 days | ||||||||||
CDS | 2019 Amended Asset Management Agreement | Asset Management Fee | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Percentage of CRE portfolio revenues | 2.50% | ||||||||||
CDS | 2019 Amended Asset Management Agreement | Construction Management Fee | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Percentage of all costs associated with portfolio projects in development | 4.00% | ||||||||||
CDS | 2019 Amended Asset Management Agreement | Property Management Fee | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Percentage of CRE portfolio revenues | 1.00% | ||||||||||
CDS | 2019 Amended Asset Management Agreement | Acquisition Fee | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Maximum percentage of purchase price of an acquired asset | 0.50% | ||||||||||
CDS | 2019 Amended Asset Management Agreement | Disposition Fee | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Percentage sales price of an asset on disposition | 0.50% | ||||||||||
Comstock Investors X | Business Management Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Aggregate fee payable | $ 937,500 | ||||||||||
Number of installments of fee payment | installment | 15 | ||||||||||
Fee payable in installments | $ 62,500 | ||||||||||
Hartford Investment | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Investment related to the purchase | $ 1,200,000 | ||||||||||
Affiliated Entity | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Operating lease term of contract | 10 years | ||||||||||
Future minimum lease payment | $ 9,800,000 | ||||||||||
Affiliated Entity | D W C Operating Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Percentage of membership interest owned by company and partners | 100.00% | ||||||||||
Affiliated Entity | Hartford Investment | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Ownership percentage | 2.50% | ||||||||||
Affiliated Entity | Comstock Growth Fund | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Loan annual principal repayment, percentage | 10.00% | ||||||||||
Affiliated Entity | Revolving Capital Line of Credit Agreement | CDS | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Debt instrument, term | 5 years | ||||||||||
Debt instrument maturity date from initial date | 12 months | ||||||||||
Affiliated Entity | Revolving Capital Line of Credit Agreement | CDS | WSJ Prime Rate | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Debt instrument spread variable rate | 1.00% | ||||||||||
Affiliated Entity | Revolving Capital Line of Credit Agreement | CDS | Secured Financing | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Maximum borrowing capacity | $ 10,000,000 | ||||||||||
Capital line of credit drawn | $ 5,500,000 |
RELATED PARTY TRANSACTIONS - Sc
RELATED PARTY TRANSACTIONS - Schedule of Revenue Earned From Related Parties (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Related Party Transaction [Line Items] | ||
Revenue | $ 28,726 | $ 25,317 |
Related party | ||
Related Party Transaction [Line Items] | ||
Revenue | 22,763 | 20,562 |
Related party | Asset management | ||
Related Party Transaction [Line Items] | ||
Revenue | 21,818 | 19,370 |
Related party | Real estate services | ||
Related Party Transaction [Line Items] | ||
Revenue | $ 945 | $ 1,192 |
UNCONSOLIDATED JOINT VENTURE -
UNCONSOLIDATED JOINT VENTURE - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of Equity Method Investments [Line Items] | ||
Loss on equity method investments carried at fair value | $ (96,000) | $ (50,000) |
Distributions from equity method investments carried at fair value | 103,000 | 0 |
Title Insurance Joint Venture | ||
Schedule of Equity Method Investments [Line Items] | ||
Loss on equity method investments carried at fair value | 33,000 | 222,000 |
Distributions from equity method investments carried at fair value | 130,000 | 172,000 |
Title Insurance Joint Venture | Prepaid and Other Assets, Net | ||
Schedule of Equity Method Investments [Line Items] | ||
Investment in unconsolidated joint venture | $ 29,000 | $ 125,000 |
UNCONSOLIDATED JOINT VENTURE _2
UNCONSOLIDATED JOINT VENTURE - Summarized Financial Information for Unconsolidated Joint Venture (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of Equity Method Investments [Line Items] | ||
Income before income tax expense | $ 2,300 | $ 2,026 |
Comstock Holding Companies, Inc. share of net income | (96) | (50) |
Title Insurance Joint Venture | ||
Schedule of Equity Method Investments [Line Items] | ||
Comstock Holding Companies, Inc. share of net income | 33 | 222 |
Title Insurance Joint Venture | ||
Schedule of Equity Method Investments [Line Items] | ||
Total net revenue | 185 | 558 |
Total expenses | 119 | 115 |
Income before income tax expense | $ 66 | $ 443 |
REVENUE - Summary of Revenues f
REVENUE - Summary of Revenues from Contracts with Customers Disaggregated by Categories (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 28,726 | $ 25,317 |
Fixed-price | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 5,229 | 4,137 |
Cost-plus | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 13,702 | 14,546 |
Time and Material | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 9,795 | 6,634 |
Related party | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 22,763 | 20,562 |
Commercial | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 5,963 | $ 4,755 |
REVENUE - Additional Informatio
REVENUE - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 28,726 | $ 25,317 |
Transferred over Time | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 28,000 | 23,300 |
Transferred at Point in Time | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 800 | $ 2,100 |
NET INCOME (LOSS) PER SHARE - S
NET INCOME (LOSS) PER SHARE - Summary of Shares Equivalents Excluded from Continued Operations Dilutive Share Computation (Detail) - Continued Operations - shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation (in shares) | 683,000 | 841,000 |
Restricted stock awards | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation (in shares) | 1,000 | 0 |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation (in shares) | 134,000 | 237,000 |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation (in shares) | 548,000 | 604,000 |
NET INCOME (LOSS) PER SHARE -_2
NET INCOME (LOSS) PER SHARE - Summary of Shares Equivalents Excluded from Discontinued Operations Dilutive Share Computation (Detail) - Discontinued Operations - shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation (in shares) | 0 | 1,074,000 |
Restricted stock awards | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation (in shares) | 0 | 207,000 |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation (in shares) | 0 | 263,000 |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted share computation (in shares) | 0 | 604,000 |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Examination [Line Items] | ||
Income tax expense (benefit) from continuing operations | $ 25,000 | $ 2,000 |
Effective tax rate | (0.45%) | (0.29%) |
Net operating losses | $ 146,000,000 | |
Specified time period for ownership change | 3 years | |
Accruals related to uncertainties tax positions | $ 0 | $ 0 |
Minimum | ||
Income Tax Examination [Line Items] | ||
Percentage of ownership change | 50.00% | |
Percentage of change in ownership of shareholders | 1.00% | |
Maximum | ||
Income Tax Examination [Line Items] | ||
Percentage of change in ownership of shareholders | 5.00% |
INCOME TAXES - Schedule of Inco
INCOME TAXES - Schedule of Income Tax Provision for Continuing Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Deferred: | ||
Federal | $ (143) | $ 178 |
State | (26) | 32 |
Deferred income tax expense total | (169) | 210 |
Valuation allowance | 194 | (208) |
Total income tax expense | $ 25 | $ 2 |
INCOME TAXES - Components of De
INCOME TAXES - Components of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||
Net operating loss and tax credit carryforwards | $ 37,899 | $ 37,440 |
Stock based compensation | 648 | 502 |
Investment in affiliates | 264 | 482 |
Deferred Revenue - Advance payment | 0 | 64 |
Other | 14 | 213 |
Depreciation and amortization | 37 | 0 |
Deferred tax assets gross | 38,862 | 38,701 |
Less - valuation allowance | (38,780) | (38,601) |
Net deferred tax assets | 82 | 100 |
Deferred tax liabilities: | ||
Depreciation and amortization | 0 | (55) |
Goodwill amortization | (103) | (56) |
Net deferred tax liabilities | (103) | (111) |
Net deferred tax assets (liabilities) | $ (21) | $ (11) |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Statutory and Effective Tax Rate After Adjustments for Non-Includable Partnership Income Arising from Non-Controlling Interest (Detail) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
Federal statutory rate | (21.00%) | (21.00%) |
State income taxes - net of federal benefit | (4.93%) | (4.74%) |
Permanent differences | 22.77% | (0.44%) |
Return to provision adjustments | (0.81%) | 0.42% |
Change in valuation allowance | (8.48%) | 25.47% |
Current state income tax | 0.00% | 0.00% |
Change in enacted state rates | 13.53% | 0.00% |
Other, net | (1.53%) | 0.00% |
Effective tax rate | (0.45%) | (0.29%) |
DISCONTINUED OPERATIONS - Addit
DISCONTINUED OPERATIONS - Additional Information (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Discontinued Operations and Disposal Groups [Abstract] | ||
Assets from discontinued operations | $ 0 | $ 0 |
Liabilities from discontinued operations | $ 0 | $ 0 |
DISCONTINUED OPERATIONS - Summa
DISCONTINUED OPERATIONS - Summary of Operating Results of Discontinued Operations Reflected on Consolidated Statement of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues | ||
Total revenue | $ 14,919 | |
Expenses | ||
Sales and marketing | 270 | |
General and administrative | 21 | |
Loss from discontinued operations before income taxes | (273) | |
Income tax benefit | (15) | |
Net loss from discontinued operations | (258) | |
Net income attributable to non-controlling interests | 313 | |
Net loss attributable to Comstock Holding Companies, Inc. | $ 0 | (571) |
Homebuilding | ||
Revenues | ||
Total revenue | 14,919 | |
Expenses | ||
Cost of sales—homebuilding | $ 14,901 |
SEGMENT DISCLOSURES - Additiona
SEGMENT DISCLOSURES - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2020segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
SEGMENT DISCLOSURES - Segment R
SEGMENT DISCLOSURES - Segment Reporting Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | ||
Gross revenue | $ 28,726 | $ 25,317 |
Net income | 2,082 | 893 |
Total assets | 28,579 | 19,933 |
Continuing Operations | ||
Segment Reporting Information [Line Items] | ||
Gross revenue | 28,726 | 25,317 |
Gross profit | 6,184 | 4,145 |
Net income | 2,082 | 1,464 |
Total assets | 28,579 | 19,933 |
Depreciation, amortization, and stock based compensation | 1,001 | 696 |
Interest expense | 379 | 474 |
Asset Management | ||
Segment Reporting Information [Line Items] | ||
Gross revenue | 21,923 | 19,605 |
Gross profit | 3,478 | 3,044 |
Net income | 1,542 | 1,737 |
Total assets | 24,886 | 15,270 |
Depreciation, amortization, and stock based compensation | 774 | 430 |
Interest expense | 344 | 390 |
Real Estate Services | ||
Segment Reporting Information [Line Items] | ||
Gross revenue | 6,803 | 5,712 |
Gross profit | 2,706 | 1,101 |
Net income | 540 | (273) |
Total assets | 3,693 | 4,663 |
Depreciation, amortization, and stock based compensation | 227 | 266 |
Interest expense | $ 35 | $ 84 |